Banking & Finance

“They stand out for their ability to involve both the partner and the paralegal when the client needs them. They do so very effectively and competently, with a high level of understanding of our industry.”

Chambers and Partners, 2018

We have extensive experience representing banks, investment funds, development agencies, and other non-bank financial entities, both domestic and international, in the negotiation and structuring of diverse types of financial transactions, including asset-backed financing, project finance, and other types of structured finance such as structured leasing, securitizations of financial and other types of assets, corporate restructurings, real estate financing, restructurings, and workouts.

Members of our firm have represented clients in a vast number of financial transactions, of which a few examples are listed below:
Representative Transactions
  • Represented the United States International Development Finance Corporation DFC (previously Overseas Private Investment Corporation, or OPIC) in the negotiation and structuring of several secured credit facilities of $100 million dollars, including in favor of Bien Para Bien, Vehículos Líquidos Financieros (Velifin) (Bien para Bien and Velfin focused on financing SMEs); CSI Leasing Mexico (financial leasing), Xtreme Cinemas (a chain of cinemas based on medium-sized cities) and Bravo Energy recycling industrial oils).
  • Members of the Firm represented BMO Harris Bank with respect to the Mexican components of a partly cross-border secured revolving borrowing base facility to National KiwikMetal Service, National Kwikmetal Service de Mexico, and NSK Properties as borrowers and NKS Mexico Holding, as a guarantor.
  • Members of the Firm represented Credit Suisse Mexico Asset Management Division (“CSAM”), in the corporate reorganization of debtors, issuance of bonds, and rearrangement of guarantees regarding combined loans of approximately $1,000 million pesos granted by CSAM to Mexarrend, SAPI, and related companies.
  • Advice Sumitomo Mitsui Banking Corporation in various financial transactions in Mexico and regulatory and corporate matters.
  • Members of the Firm represented Afore XXI Banorte in its $1.83 billion dollars acquisition of Afore Bancomer from Banco Bilbao Vizcaya Argentaria (BBVA) (named Latin Deal of the Year 2012 by Latin Finance magazine).
  • Represented the real estate private equity fund Blackstone in the acquisition of General Electric’s Mexican real estate assets for $3.3 billion dollars (named Latin Dealyer 2015 by Latin Lawyer).
  • Represented ExIm Bank and the Inter-American Development Bank in the $340 million dollars financing of the 601 MW Bajio dual fuel-combined-cycle independent power station project, the first Mexican IPP transaction combining sales to CFE.
  • Members of the Firm represented the Mexican joint venture of Mitsubishi Heavy Industries and EDFI in the $450 million dollars financing for the construction, operation, and maintenance of the 495 MW Altamira II dual fuel cycle independent power station project (named Latin American Power Deal of the Year 2002 by Project Finance magazine).
  • Members of the Firm represented WestLB as arranger and lender in the actual off-balance sheet securitization of $210 million dollars of CEMEX’s commercial accounts receivable arising from the sale of cement and concrete to over two thousand customers throughout the country.
  • Represented Sumitomo Mitsui Banking Corporation as a buyer in a facility for the purchase of GE Oil & Gas.
  • Members of the Firm represented Nadbank, NAFIN, Banobras, and Bancomext in their $300 million dollars financing of two Zuma Energía solar power generation projects with a significant commercial component.
  • Members of the Firm represented offshore oil service provider Cotemar as a borrower of a $160 million dollars loan from a syndicate of banks led by BBVA Bancomer and HSBC Mexico, to refinance a loan from Banamex and Citibank.
  • Represented Soluciones e Inversiones en Salud Integral, (SISI) in the negotiation of financial documentation for a project to develop highly specialized medical facilities in Los Cabos, Baja California, in a partnership with the Hospital ABC.
  • Represented the Mexican asset management division of Credit Suisse in its US$70 million quasi-equity loan, through CKD-funded lending vehicle CSCK P, SOFOM, E.N.R., to Docuformas, S.A.P.I., secured by present and future Mexican automobile and equipment leasing receivables, and with the guaranty of Analistas de Recursos Globales, S.A.P.I., ARG Fleet Management, S.A.P.I. and Rentas y Remolques de México, S.A.
  • Represented a European bank in its US$400 million financing with built-in tax efficiencies, of an automobile manufacturing facility in Mexico.
  • Represented Sumitomo Mitsui Banking Corporation and SMBC, S.A.P.I., SOFOM, E.N.R. as borrowers under a revolving MXN$7 Billion facility provided by Banco Nacional de Obras y Servicios Públicos, S.N.C., secured by creditor rights and underlying collateral stemming from MXN project financings.
  • Part of the team that represented Blackstone in the acquisition of General Electric Capital’s US$3.3 billion Mexican real estate loan portfolio (named a Deal of the Year 2015 by Latin Lawyer).
  • Represented Halliburton Mexico as seller in its up to a US$200MM uncommitted receivables purchase facility with HSBC as purchaser.
  • Represented a European bank as arranger and lender in a US$210 million true off-balance sheet securitization of CEMEX trade receivables arising from the sale of cement and concrete to more than two thousand clients nationwide.
  • Represented mortgage loan originators in a number of diverse RMB securitizations and warehouse transactions totaling more than US$600 million, including development bridge loan securitizations funded by lenders such as Deutsche Bank, Dresdner, and OPIC, including by way of Variable Funding Notes.
  • Represented the United States International Development Finance Corporation DFC (previously Overseas Private Investment Corporation, or OPIC) in the negotiation and structuring of several secured credit facilities of $100 million dollars, including in favor of Bien Para Bien, Vehículos Líquidos Financieros (Velifin) (Bien para Bien and Velfin focused on financing SMEs); CSI Leasing Mexico (financial leasing), Xtreme Cinemas (a chain of cinemas based on medium-sized cities) and Bravo Energy recycling industrial oils).
  • Represented funds managed by Credit Suisse Mexico in more than US$200 million of highly structured mezzanine and quasi-equity loans.
  • Represented a U.S. private equity fund as arranger and lender in the securitization of lease receivables payable by two different municipalities of the State of Mexico, backed by junior net municipal participation in federally
  • Represented a U.S. automobile manufacturer in the approximately US$100 million sale-leaseback of its Mexico City corporate headquarters.
    Involvement in more than US$1.3 billion of other commercials, industrial and hospitality real estate financings by foreign financial institutions.
  • Represented Nadbank, NAFIN, Banobras, and Bancomext in their US$300 million financings of two solar power generation projects of Zuma Energía with a significant merchant component.
  • Represented a subsidiary of Grupo Fermaca in the US$378 million financings, led by The Bank of Tokyo Mitsubishi UFJ, Credit Agricole, ING Capital, Nacional Financiera, Banamex, Banobras, and The Bank of Nova Scotia, for the construction, operation, and maintenance of a 381-kilometer, gas transmission pipeline for CFE, the Mexican state utility, in the state of Chihuahua.
  • Represented Credit Suisse Mexico Asset Management Division (“CSAM”), in the corporate reorganization of debtors, issuance of bonds, and rearrangement of guarantees regarding combined loans of approximately $1,000 million pesos granted by CSAM to Mexarrend, SAPI, and related companies.
  • Represented a U.S. private equity fund as arranger and lender in the securitization of loan receivables payable by the municipality of Atizapán, backed by Fortamun proceeds pre-applied into a multi-project feeder trust and deployable only through the securitization trust.
  • Represented Haitong Bank in more than US$400 million in SBLC transactions, including, among others, its US$50 million SBLC to back up obligations of the Peruvian arm of TV Azteca under a telecommunications concession, with the guaranty of TV Azteca.
  • Represented Sumitomo Mitsui Banking Corporation as purchaser in a facility for the purchase from GE Oil & Gas, on a limited-recourse basis qualifying for off-balance sheet treatment while mitigating the impact to the purchaser of potential administrative delays on the part of PEMEX, of up to US$300 million of PEMEX receivables stemming from future services and equipment sales.
  • Represented Mexican offshore oil field service provider Cotemar as borrower of a US$160 million loan from a syndicate of banks led by BBVA Bancomer and HSBC México, to refinance a loan from Banamex and Citibank. The new loan was secured with a mortgage over several of the company’s vessels and through a security trust estate agreement with Pemex Exploración y Producción (PEP), a subsidiary of Mexico’s state-owned oil company. Cash flow from Cotemar’s lease of a platform to PEP was used as collateral for the loan.
  • Represented a European bank as arranger and lender in the securitization of trade receivables of Compañía Minera Autlán.
  • Represented a U.S. private equity fund as arranger and lender in the securitization of payroll-deductible consumer loans.
  • Represented a European bank in its US$100 million secured loans to Empresas ICA (the main sub-holding company of the ICA group under whose umbrella ICA holds an interest in the Benito Juárez Mexico City airport concession).
  • Represented the New York branch of a European bank in the establishment of a U.S. “warehouse”- type credit facility for a Mexican mortgage loan company, collateralized with vacation-home loans made to U.S. residents.
  • Represented a top-10 Fortune 500 company in structuring and deploying its US$200 million Mexico- wide industrial property synthetic lease platform.
  • Represented a U.S. private equity fund as arranger and lender in a warehouse facility transaction for diversified small business loans.
  • Represented assorted commercial banks in more than US$500 million of cross-border synthetic lease transactions.
  • Acted as counsel to a group of leading Mexican institutional investors in their US$2.1 billion joint venture (through the largest CKD vehicle to date, with MXN$17 billion in capital commitments) with Canadian pension fund manager Caisse de dépôt et placement du Québec (CDPQ), for investments in Mexican infrastructure, and further represented the Mexican investors in the first investment by the joint investment platform: the approximately $200 million acquisition from ICA, the largest infrastructure company in Mexico, of a 49 percent stake in ICA Operadora de Vías Terrestres (OVT).
  • Represented a foreign bank in financing backed by receivables arising from privately leased public transport buses and associated passenger transportation revenues and related revenue.
  • Represented a European bank in its non-recourse financing of several regions of the Mexico-wide Enciclomedia project.
  • Represented the local financing vehicle of a European bank in the financing of the EPC Contractor of the Aura Solar I project, secured by select EPC milestone payments distributable directly from the project loan trust.
  • Represented Soluciones e Inversiones en Salud Integral, (SISI) in the negotiation of financial documentation for a project to develop highly specialized medical facilities in Los Cabos, Baja California, in a partnership with the Hospital ABC.
  • Represented Banco Latinoamericano de Comercio Exterior as purchaser of equipment lease receivables factoring transactions in excess of US$50MM.
  • Part of the team that represented the ExIm Bank and the Inter-American Development Bank in the US$340 million financings of the 601-MW Bajío dual-fuel, combined cycle, independent power production station project, the first Mexican IPP transaction combining sales to CFE, the state utility, with significant third-party quasi-merchant power sales (named Latin American Merchant Power Deal of the Year 2000 by Project Finance Magazine).
  • Represented the Mexican joint venture of Mitsubishi Heavy Industries and EDFI in the US$450 million financings for the construction, operation, and maintenance of the 495-MW Altamira II dual-fuel, combined-cycle independent power production station project (named Latin American Power Deal of the Year 2002 by Project Finance Magazine).
  • Represented Afore XXI Banorte in its US$1.83 Billion acquisition of Afore Bancomer from Banco Bilbao Vizcaya Argentaria (BBVA) (named a 2012 Deal of the Year by Latin Finance Magazine).
  • Represented the Inter-American Development Bank and a group of commercial lenders in the US$250 million restructuring of a 450-MW gas-fired cogeneration merchant power plant in Monterrey to supply power to Vitro, Imsa, Apasco, and several other industrial offtakers, following the acquisition by Tractebel of former insolvent sponsor Enron.
  • Represented the ExIm Bank in the US$100 million financings of the 292-MW Naco Nogales gas-fired combined cycle independent power production station project.
  • Represented a U.S. private equity fund in its credit facility for borrower GDN to acquire in the auction from BBVA Bancomer an REO portfolio comprising approximately 5,000 commercial and residential properties, which credit facility is secured by the acquired portfolio and its future sales proceeds and operating income.
  • Represented GATX in the financing of a jack-up drilling platform leased to PEMEX.
    Development of product for Sociedad Hipotecaria Federal, the Mexican government’s mortgage development bank, to lend to construction material microfinance companies.
  • Represented Société Générale as a purchaser in an uncommitted multi-seller, multi-jurisdictional Receivables Purchase Facility with assorted Faurecia companies, including Mexican affiliates of Faurecia, as sellers of receivables, including up to US$85MM of Mexican-law, governed purchases of receivables.
  • Incorporation, and corporate, regulatory, and compliance upkeeping of SMBC, S.A.P.I., SOFOM, E.N.R., a subsidiary of Sumitomo Mitsui Banking Corporation.
  • Incorporation, and corporate, regulatory and compliance upkeeping of BLX Soluciones, S.A., SOFOM, E.N.R., a subsidiary of Banco Latinoamericano de Comercio Exterior.
  • Incorporation, and corporate, regulatory, and compliance upkeeping of Lusitania Capital, S.A.P.I, SOFOM, E.N.R., a subsidiary of Haitong Bank.
  • Incorporation, and corporate, regulatory, and compliance upkeeping of WLB Funding, S.A., SOFOM, E.N.R., a subsidiary of WestLB, AG.
  • Represented Lehman Brothers in the Bufete Industrial workout (first Concurso Mercantil proceedings in the wake of reforms that did away with the former suspension de pagos insolvency proceedings).
  • Represented Bank of America Mexico as agent for holders of bonds issued by Controladora Comercial Mexicana, in connection with the financial restructuring of Controladora Comercial Mexicana.
  • Represented Bank of America Mexico, as agent for holders of bonds backed by mortgage bridge loan receivables originated by Metrofinanciera, in the financial restructuring of Metrofinanciera.
  • Represented different clients in different roles and at different stages of the AHMSA attempted restructuring and subsequent insolvency proceedings.
  • Represented the collateral trustee in the 2010 Cemex restructuring.
  • Advised a South American bank with respect to the 2012 Vitro restructuring.

     

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