Haynes and Boone, LLP | Professionals

Larry B. Pascal serves as the Chair of the Americas Practice Group, and Co-Chair of the International Practice Group for Haynes and Boone. He has twenty years of experience in advising companies on their cross-border Latin American and Spanish projects, advising clients on transactions throughout Latin American and the Caribbean (as well as other parts of the world) and has traveled extensively throughout the region.

He is recognized by prestigious market watchers such as Chambers and Latin Lawyer for multiple years for his work in the region, particularly in the area of area of mergers and acquisitions and projects. In 2012, World Services Group selected Larry as its Member of the Year. Larry is also recognized in The Best Lawyers in America® 2013 for International Trade and Finance Law. Mr. Pascal is AV® Peer Review Rated Preeminent by Martindale-Hubbell® Law Directory.

Larry has extensive experience in the energy and infrastructure, financial services, and real estate. He also publishes and speaks extensively on cross-border developments, serving for many years as the author of the South American energy chapter for the Matthew Bender treatise entitled Energy Law and Transactions. He has served as an adjunct law professor at SMU School of Law, and been invited to speak at a variety of law schools and MBA Programs in the United States, including Duke, the University of Texas at Dallas, Louisiana State University, and the University of Kansas on a variety of topics pertaining to Latin America.

Mr. Pascal is also a leader in the international bar community. He served as the Chair of the International Section of the State Bar of Texas, and led a successful campaign for the adoption of the ABA Model Rule on Foreign Legal Consultants in Texas. He received his appointment as the Chair of the Task Force on International Law Practice appointed by the Texas Supreme Court, and guided this prestigious body on a unanimous set of proposed reforms for modernizing international law practice in Texas.

Mr. Pascal (along with Gil Porter in New York) leads the firm's cross-border efforts in Brazil.

Some representative projects include:

Representing U.S. and Latin American clients in energy, natural resources, and infrastructure projects throughout the Americas, particularly in the M&A and project areas.
Representing real estate developers and construction companies in their real estate projects throughout Latin America.
Representing Latin American companies in their in-bound foreign investments and M&A projects into the United States.
Representing US and Latin American airlines in their M&A and restructuring projects throughout the region.

Recent Publications and Speeches

"Re-Opening the Genie's Bottle - What's in Store for Latin American Energy in 2013: Focus on Brazil," guest author, Latin American Law & Business Report, Vol. 21, Number 4, April 2013.
"The Current Mexican Political and Economic Landscape – What to Expect From the New President Enrique Peña Nieto," World Services Group North American Regional Meeting, Washington, D.C., February 28, 2013.
"Brazil: New Riches in the New World," co-presenter, International Law Section, State Bar of Texas Annual Institute, March 29, 2012.
"The Inside Track: Section 363 Sales and the Advantages (and Disadvantages) of being the Stalking Horse in the US," co-author with John Middleton, Recent Trends in Restructuring and Distressed M&A in Latin America, International Bar Association, Buenos Aires, Argentina, September 4-5, 2011.
"Latin American Energy Markets for 2011 - Bolivia and Venezuela," Latin American Law & Business Report, Volume 19, Number 4, April 2011.
"Latin American Energy Markets for 2011 - Argentina and Peru," Latin American Law & Business Report, Volume 19, Number 3, March 2011.
"What Should Be Done to Improve Mexico's Pension System?" interviewed with Gabriela Salazar Torres, Latin America Advisor, Inter-American Dialogue, February 10-23, 2011.
"Latin American Energy Markets for 2011 - Brazil and Mexico," Latin American Law & Business Report, Volume 19, Number 2, February 2011.
"Costa Rican Real Estate Development and the Global Financial Crisis," Latin American Law & Business Report, Vol. 18, No. 9, September 2010.
"Preparing for Entry into New Markets," 47th Annual Symposium on Global Markets, Center for American and International Law, June 16, 2010.
"South America Labor Issues," State Bar of Texas International Law Section Annual Meeting, June 2010.
"Recent Development in South American Labor Law - Protecting Workers' Rights or Adding to Labor Market Inflexibility?" Latin American Law & Business Report, May 2010.
"Latin America Labor Law Panel," International Bar Association, April 2010.
"Recent Developments in South American Labor Law - Protecting Workers' Rights or Adding to Labor Market Inflexibility," Latin American Law & Business Report, May 2010.
"Latin American Project Finance Panel," 2010 State Bar of Texas, International Law Section, 22nd Annual Institute, March 2010.
"Project Finance Panel - A Projects Case Study," World Services Group Annual Meeting, San Jose, Costa Rica, November 2009.
"Latin American Corporate Governance," Houston Corporate Counsel Association, Latin American Section, Houston, Texas, November 2009.
"New Brazil Gas Law," World Pipelines Brasil 2009, September 22, 2009, http://www.worldpipelines.com/.
"Will Brazil's New Natural Gas Law Stimulate Investment?" Q&A in Inter-American Dialogue's Latin America Energy Advisor, August 24, 2009.
"The Pemex Law and Related Measures - What Energy Reform Means for Mexico," North American Free Trade & Investment Report, Vol. 19, No. 14, July 31, 2009.
"The Venezuelan Oil and Gas Sector - Are There Still Opportunities In the Era of Petronationalism?" Latin American Law & Business Report, June-July 2008.
"The Oil & Gas Industry in Colombia and the Ecopetrol Partial Privatization," Dallas Bar Association International Law Section, March 2008.
"Natural Gas and Electric Markets in South America," Matthew Bender Energy Law and Transactions 2005, 2006.
"Modernizing Texas' Foreign Legal Consultant Rule," August 2004.
Doing Business in Texas: A Guide for Foreign Investors Doing Business in the Lone Star State (Second Edition).
Chicago Convention and Nationality of the Airlines, IBA Annual Convention, Chicago, 2006.

Selected Representative Experience

Acquisition - TWA Assets
American Airlines in its acquisition of Trans World Airways (TWA) assets out of Chapter 11 proceedings.

Advising American Airlines in its acquisition of a minority interest in Aerolineas Argentinas, SA (Argentina)
Advising American Airlines in its acquisition of a minority interest in Aerolineas Argentinas, SA (Argentina), including extensive due diligence and shareholder agreement.

Advising AMR in international restructuring of its Sabre business in Latin America
Advising AMR in the international restructuring of its information technology Sabre business located in over 40 jurisdictions in Mexico and other parts of Latin America, the Caribbean, Europe, and Asia.

Advising Spanish toll road developer in Texas toll road projects
Advising OHL, SA in two toll road projects located in Texas.

American Airlines Acquisition of TWA's Assets - Latin America and Caribbean
Advised American Airlines in the acquisition of Trans World Airways (TWA) assets out of Chapter 11 proceedings. Aircraft were located in the U.S. and 13 foreign jurisdictions, including Mexico and parts of Latin America, Caribbean, Europe, and the Middle East.

American Airlines Moscow Service
Advised American Airlines in the formation of a representative office in Moscow (and related regulatory work) in connection with the commencement of air service from Chicago to Moscow.

Argentina Gas Pipeline
Advised a multinational company in connection with the development of a gas pipeline in Argentina.

Asset Purchase Agreement
Represented Manufacturas Especializadas, SA in its purchase of Texas manufacturing assets from Snoke Special Products Co., Inc.

Colombia Refinery Financing
Advised an electrical distributor in connection with its establishment in Colombian free trade zone and the obtaining of Ex-Im Bank financing in connection with the REFICAR refinery located in Cartagena, Colombia.

Commercial Metals Company's Acquisition of a steel fabrication facility located in Juarez, Mexico
Advising Commercial Metals Company in the purchase of a steel fabrication facility located in Juarez, Mexico from Canam (Canada)

Costa Rica Airport
Advised a U.S. company in connection with a public bid issued by Costa Rica's state owned refining company RECOPE for the construction of an airport fuel facility at an international airport located in Costa Rica and related joint bidding agreement entered into with its Costa Rican partner.

Divestitures
Represented Royal Dutch Shell in the sale of its downstream businesses in Honduras, Guatemala, Nicaragua, El Salvador, Panama and Costa Rica, as well as the sale of two joint venture interests.

Ecopetrol Acquisition of Propilco, SA, (Colombia)
Advising the Colombian national oil company Ecopetrol in the acquisition of Propilco, SA, one of the largest plastics companies in Colombia.

Ecopetrol Joint Operating Agreement (JOA) with Exxon Mobil and Petrobras
Advising the state owned Colombian national oil company Ecopetrol in its Joint Operating Agreement (JOA) with Exxon Mobil and Petrobras.

Hillwood Investments Real Estate Development at Peninsula Papagayo in Guanacaste, Costa Rica
Advising Hillwood Investments in connection with the purchase of a concession for a luxury condominium project located at Peninsula Papagayo in Guanacaste, Costa Rica.

Honduran Power Project (RECO)
Advised U.S. investor in purchasing a majority interest in the Honduran power distribution company Roatan Electric Company, the local distribution company for the Island of Roatan, Bay Islands, Honduras, including due diligence review, submission of bid to the Honduran power company ENEE, and negotiation of transaction documents.

ICC International Arbitration, situs of arbitration Mexico City
Representation of a European multinational contractor in a $1.5 billion ICC construction law arbitration proceeding with a national petroleum company arising from the modernization and expansion of an oil refinery and pipelines.

ITL Int’l, Inc. v. Café Soluble, S.A. (5th Cir. 2012)
An American manufacturer sued an international firm client in district court in Mississippi, seeking a declaratory judgment that the parties’ distribution agreement had terminated, and an anti-suit injunction to prevent our client from suing the manufacturer in Latin America. Persuaded the Fifth Circuit to affirm the dismissal of the case on jurisdictional grounds.

Mars Inc., v. Constenla, S.A., 669 F.3d 493 (5th Cir. 2012)
In a case involving jurisdictional issues as to whether an American manufacturer can sue a foreign distributor in a U.S. court, persuaded the Fifth Circuit to affirm the dismissal of a lawsuit against a Costa Rican distributor brought by Mars, Inc. seeking damages and a foreign anti-suit injunction.

Merger
Represented IPNetFusion, Inc. in a merger with Nethawk OYJ (Finland).

MSJ Partners Real Estate Investment in Peninsula Papagayo in Guanacaste, Costa Rica
Advising MSJ Partners in connection with the negotiation of a concession and joint venture agreement with Ecodesarollo Papagayo, SA of a luxury condominium project to be located at Peninsula Papagayo in Guanacaste, Costa Rica.

Obtain U.S. Judgment in Connection with Ethanol Project
Advised a Latin American national oil company in obtaining a U.S. judgment in connection with the default on a loan extended to an ethanol developer based in the U.S.

Pococi Correctional Facility
Advised a U.S. architectural firm in connection with the termination by the Costa Rican government on a public bid for a public-private partnership for the Pococi Correctional Facility in Costa Rica and related litigation.

Project Finance - Irradia, SRL (Peru)
Advising of Irradia, SRL (Peru) in cross-border project financing of Peruvian LNG Facility.

Sale of Catering Business to Gate Gourmet
Advising Aerolineas Argentinas, SA (Argentina) in the sale of its majority controlled catering business to Gate Gourmet.

Stock Purchase Agreement
Represented Watchtower CR, LLC in a stock purchase agreement involving Costa Rican real estate.

Stock Purchase Agreement
Represented Carrollton Marble and Granite, Inc. in the sale of stock to Levantina y Asociados de Minerales, S.A. (Spain).

Stock Purchase Agreement
Represented Kelcy L. Warren in its purchase of stock from Roatan Electric Company, S.A. de C.V.

Watchtower CR, LLC
Watchtower CR Real Estate Investment in Guanacaste, Costa Rica

Memberships

International Bar Association, Latin America Section
American Bar Association, International Law Section
State Bar of Texas - Chair of International Law Section (2003-2004)
Institute for International and Comparative Law (Advisory Board)
Co-Chair, 2005 Symposium for Center for American and International Law
SMU Law and Business Review of the Americas - Board of Senior Professional Editors

Online Publications

05/13/2013 - Latin American Law & Business Report Guest Article: Re-Opening the Genie’s Bottle - What’s in Store for Latin American Energy in 2013: Focus on Brazil
This multi-part article provides an overview of recent developments and upcoming opportunities in Latin American energy markets.

05/10/2013 - Americas Practice Group Overview
An overview of Haynes and Boone's Americas Practice Group - its lawyers, practices, experience and accolades.

05/06/2013 - The Texas Supreme Court Task Force on International Law Practice: Making Texas More Competitive in International Law
While Texas has not historically been considered a leader in international law, Texas’ geographic, demographic, and economic characteristics place Texas in an enviable position.

03/20/2013 - Mexico Energy Opportunities: The Next Six Years
A program on Mexico energy topics presented by Haynes and Boone.

02/12/2013 - Brazil Announces 11th Oil and Gas Bid Round
News Alert and Webinar Announcement: Brazil’s President Dilma Roussef recently authorized the 11th Oil and Gas Bid Round.

01/29/2013 - New Protocol Amending the Income Tax Treaty between the United States and Spain
On January 14, 2013 the United States and Spain signed a new protocol amending the existing income tax treaty between the United States and Spain that was signed on February 22, 1990. The Protocol modernizes the Treaty to conform with the existing treaty policies of both the Unites States and Spain.

08/30/2012 - New Opportunities for Mexican Maquila Investment
This paper provides a brief overview of the Mexican “Program for Maquiladora and Manufacturing Exporting Industry” (IMMEX), popularly known as the “maquiladora” or “maquila” industry.

08/14/2012 - Selected Business Visa Options for Spanish Nationals
This paper provides an overview of the United States Immigration System for Spanish nationals looking to move to the U.S. for employment.

03/29/2012 - Brazil: New Riches in the New World
Presentation to the International Law Section, State Bar of Texas Annual Institute.

09/04/2011 - The Inside Track: Section 363 Sales and the Advantages (and Disadvantages) of being the Stalking Horse in the US
In United States bankruptcy proceedings, debtors are permitted to sell property of their estate free and clear of all liens, claims, and encumbrances pursuant to 11 U.S.C. § 363. This can be an excellent opportunity for potential purchasers, as they are able to buy these assets under the protection of a court order barring most creditors of the seller from asserting any of their claims against the purchaser.

04/01/2011 - Latin American Energy Markets for 2011 − Bolivia and Venezuela
This is the third in a series of articles providing an overview of developments in the energy sector in Latin America. In this article, we look at Bolivia and Venezuela.

03/01/2011 - Latin American Energy Markets for 2011 − Argentina and Peru
This is the second in a series of articles providing an overview of developments in the energy sector in Latin America. In this article, we look at Argentina and Peru.

02/01/2011 - Latin American Energy Markets for 2011 − Brazil and Mexico
This article begins a series providing an overview of developments in the energy sector in Latin America. In this article, Larry Pascal looks at Brazil and Mexico. In future months we will look at Argentina, Bolivia, Peru and Venezuela.

09/15/2010 - Costa Rican Real Estate Development and the Global Financial Crisis
Costa Rica experienced an unprecedented growth in the real estate sector, which started in the beginning of 2002 and culminated at the end of 2007. However, the exponential growth in local construction and development of new real estate projects subsequently revealed certain systematic deficiencies and obstacles.

06/16/2010 - Preparing for Entry into New Markets
Presented at the 47th Annual Symposium on Global Markets, Center for American and International Law, June 16, 2010.

06/10/2010 - South American Labor Issues
"South American Labor Issues," presented as part of panel discussion on Emerging Issues in International Law, State Bar of Texas International Law Section, June 10, 2010.

06/10/2010 - Recent Developments in South American Labor Law - Protecting Workers’ Rights or Adding to Labor Market Inflexibility?
This article in Latin American Law & Business Report analyzes important labor law developments in Chile, Peru, Argentina, and Uruguay. In particular, it will focus on (a) discrimination claims in these respective countries and how and when they may arise, (b) trends and new developments in labor law, (c) areas of greatest activity in the respective countries, and (d) M&A considerations, including the acquired rights doctrine,restrictions on outsourcing, and other issues.

04/27/2010 - Investment Opportunities in Costa Rica
Haynes and Boone, LLP Partner Larry Pascal hosted a seminar addressing important business and legal developments in Costa Rica, including opportunities in the electricity, telecommunications, transporation infrastructure, insurance, outsourcing and the real estate sector. Given the presidential elections in Costa Rica in February 2010 and the ongoing implementation of CAFTA, the presentation offered timely information about investment opportunities in this country.

09/22/2009 - New Brazil Gas Law
In March 2009, Brazil adopted the much awaited Gas Law (Law 11,909), which represented a historic development for the gas sector in Latin America's largest country.

08/24/2009 - Will Brazil's New Natural Gas Law Stimulate Investment?
A Q&A in Inter-American Dialogue's Latin America Energy Advisor on August 24, 2009.

07/31/2009 - Latin American Energy Markets - 2009
This article provides an overview of recent developments in the energy sector in Latin America. Reprinted by permission from Latin American Law & Business Report, Vol. 17, No. 7, July 31, 2009.

07/31/2009 - The Pemex Law and Related Measures - What Energy Reform Means for Mexico
In November 2008, Mexico adopted the PEMEX Law, which created a new legal framework for its national oil company... The reform introduces four legal and structural changes: (a) special public administration regime, (b) corporate governance reforms, (c) operational autonomy, and (d) special contracting reforms.

03/04/2009 - Latin American Energy Markets
This Powerpoint document was presented Feb. 11, 2009 by Haynes and Boone, LLP Partner Larry B. Pascal at the Fuqua School of Business / Duke Law School Symposium on Doing Business in Latin America. It examines both regional and individual country developments in the energy sector.

08/08/2008 - The Texans Are Coming - Texas-Based Latin America Practices Go Far Beyond Energy and Mexico
The logic of a Texas-based Latin America practice go far beyond energy and Mexico, Latin Lawyer found at a roundtable with the heads of Texas practices.

07/30/2008 - The Venezuelan Oil and Gas Sector - Part 2
Subtitled, "Are There Still Opportunities in The Era of Petronationalism," this is the second of two parts of an examination of the Venezuelan oil and gas sector written for the Latin American Law & Business Report.

06/30/2008 - The Venezuelan Oil and Gas Sector - Part 1
Are There Still Opportunities in The Era of Petronationalism? Haynes and Boone's Larry Pascal examines the Venezuelan oil and gas sector in this first part of a two-article production for the Latin American Law & Business Report.

03/18/2008 - The Oil & Gas Industry in Colombia and the Ecopetrol Partial Privatization

03/05/2007 - 2006 South American Oil and Gas Developments

09/21/2006 - Why the Mexican Election Outcome Matters

04/26/2006 - Latin American Corporate Governance - The OECD Perspective

10/01/2005 - Colombia's Ecogas Privatization Process

11/09/2004 - Franchising in the Dominican Republic

08/01/2004 - Modernizing Texas' Foreign Legal Consultant Rule

01/31/2003 - Latin American Regional Update

01/21/2002 - Tax Reform in Mexico

01/11/2002 - Argentine Devaluation Law

01/03/2002 - ALERT: Recent Developments in Argentina

01/01/2001 - Doing Business in Colombia

12/01/1999 - Doing Business in Texas: A Guide for Foreign Investors Doing Business in the Lone Star State

02/25/1999 - Doing Business in Venezuela

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In the News

Haynes and Boone Honored in Chambers Latin America 2013

Chambers Global 2013 Rankings Recognizes Haynes and Boone

Larry Pascal in The Wall Street Journal: Texas Proposal Urges Foreign Legal Talent

Larry Pascal Chairs Supreme Court Task Force Recommending Rule Changes to Make Texas Legal Market More Internationally Competitive

Recent Publications

Latin American Law & Business Report Guest Article: Re-Opening the Genie’s Bottle - What’s in Store for Latin American Energy in 2013: Focus on Brazil

Americas Practice Group Overview

The Texas Supreme Court Task Force on International Law Practice: Making Texas More Competitive in International Law

Mexico Energy Opportunities: The Next Six Years

Brazil Announces 11th Oil and Gas Bid Round

Larry B. Pascal

Partner
Co-Chair - International Practice Group

Dallas

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Larry B. Pascal

PartnerCo-Chair - International Practice Group

Areas of Practice

Education

Bar Admissions

Judicial Clerkships

Languages

Selected Representative Experience

Memberships

Online Publications

Partner
Co-Chair - International Practice Group