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 work closely with our litigation team not only in connection with restructurings and workouts but also to ensure that every structure and contractual wording that we deploy for our clients in amicable transactions is optimized for maximum efficiency in the unfortunate event that enforcement ever becomes necessary. Members of our litigation team are dual Mexican, and U.S.-law qualified and have litigated in both countries.

Representative Transactions

  • Members of the Firm represented a subsidiary of Grupo Fermaca in the US$440 million financing, 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 380-kilometer gas pipeline for service to CFE, the Mexican state utility, in Chihuahua, Mexico (named Project Finance Deal of the Year 2012 by Project Finance Magazine).
  • Members of the Firm 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).
  • Members of the Firm where part of the team that represented Blackstone real estate private equity fund in the acquisition of General Electric’s Mexican real estate assets for $3.3 billion (named a 2015 Deal of the Year by Latin Lawyer).
  • Members of the Firm where part of the team that represented the ExIm Bank and the Inter-American Development Bank in the US$340 million financing 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).
  • Members of the Firm represented the Mexican joint venture of Mitsubishi Heavy Industries and EDFI in the US$450 million financing 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).
  • We represented BMO Harris Bank in relation to the Mexican components of a partially cross-border secured revolving loan facility in favor of National

 Asset-backed transactions / Securitizations

  • Members of the Firm represented a European bank as arranger and lender in the 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
  • Members of the Firm 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$300MM of PEMEX receivables stemming from future services and equipment
  • Members of the Firm represented a U.S. investment 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 coordinated and state coordinated municipal funding pools.
  • Members of the Firm represented a U.S. investment fund as arranger and lender in the securitization of receivables stemming from leases of multiple private water treatment plants.
  • Members of the Firm represented a U.S. investment fund as arranger and lender in a number of credit transactions backed by present and future PEMEX project contract receivables.
  • Members of the Firm represented a U.S investment fund as arranger and lender in a warehouse-type credit facility for diversified small business loans.
  • Members of the Firm represented a U.S investment fund as arranger and lender in the private 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.
  • Members of the Firm represented a European bank as arranger and lender in the private securitization of trade receivables of Compañía Minera Autlán.
  • Members of the Firm represented a U.S investment fund as arranger and lender in the private securitization of payroll-deductible consumer loans.
  • Members of the Firm represented mortgage loan originators in a number of diverse RMB public and private securitizations and warehouse-type credit facilities totaling more than US$600 million, arranged and funded by lenders such as Deutsche Bank, Dresdner, and OPIC, including by way of Variable Funding Notes.
  • Members of the Firm represented a European bank in the establishment of a U.S. warehouse-type credit facility for a Mexican mortgage loan company, collateralized with Mexican vacation-home loans made to S. residents.

 

Project Finance - Gas

  • Members of the Firm represented a subsidiary of Grupo Fermaca in the US$440 million financing, 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 380-kilometer, gas transmission pipeline for CFE, the Mexican state utility, in the state of

 

Project Finance - Energy

  • Members of the Firm represented Nadbank, NAFIN, Banobras, and Bancomext in their US$300 million financing of two solar power generation projects of Zuma Energía with a significant merchant
  • Members of the Firm represented the ExIm Bank and the Inter-American Development Bank in the US$340 million financing 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).
  • Members of the Firm represented the Mexican joint venture of Mitsubishi Heavy Industries and EDFI in the US$450 million financing 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).
  • Members of the Firm 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 off-takers, following the acquisition by Tractebel of former insolvent sponsor
  • Members of the Firm represented the ExIm Bank in the US$100 million financing of the 292-MW Naco Nogales gas- fired combined cycle independent power production station

   Project Finance - Renewable

  • Members of the Firm represented Lusitania Capital, the local financing vehicle of Banco Espirito Santo de Investimento, in the financing of the EPC Contractor of the Aura Solar I project, secured by select EPC milestone payments distributable directly.

 

Other Structured, Secured and Tax-Enhanced Finance Transactions

  • Members of the firm represented The Latin American Bank for Foreign Trade in the liquidation of Oil Industrials El Zapote.
  • Members of the Firm represented Sumitomo Mitsui Banking Corporation and SMBC, 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.
  • Members of the Firm 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.
  • Members of the Firm represented a European bank in its non-recourse financing of several regions of the Mexico-wide Enciclomedia project.
  • Members of the Firm represented a top-10 Fortune 500 company in structuring and deploying its US$200 million Mexico-wide industrial property synthetic lease platform.
  • Members of the Firm represented lenders in more than US$500 million of cross-border synthetic lease transactions.
  • Members of the Firm represented Banco Espirito Santo de Investimento in its US$100 million secured loan 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).
  • Members of the Firm work on more than US$400 million in SBLC transactions for Haitong Bank, including 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.
  • Members of the Firm represented GATX in the financing of a jack-up drilling rig leased to PEMEX.
  • Represented Zwin LatAm Partners, a subsidiary of Fortress Investment, in the restructuring of a secured credit facility with LatAm Investment Partners (Lux) S.à rl.
  • Represented the United States International Development Finance Corporation (previously OPIC) in over US$100 MM of asset-backed credit facilities during the last 10 years, including in favor of Bien Para Bien, Vehículos Líquidos Financieros (Velifin) (Bien para Bien and Velfin focused on financing SMEs); CSI Leasing Mexico (focused on financial leasing), Xtreme Cinemas (a chain of cinemas focused on medium-sized cities) and Bravo Energy (focused on recycling industrial oils). Underling assets include SME loans, equipment leases and receivables.
  • Represented California Bank & Trust in structuring a revolving credit facility to CDC, a Mexican subsidiary of Caribbean Distillers Corporation Limited, secured with movable assets, real estate and trademarks related to Tequila Patrón.
  • Represented Soluciones e Inversiones en Salud Integral, (SISI) in the financing of highly specialized medical facilities in Los Cabos, Baja California, in association the ABC
  • Represented Fideicomisos Instituidos en Relación con la Agricultura (FIRA) in documenting financing facilities for producers through special vehicles, with the participation of entities such as Grupo La Moderna, Red Chambers and Aarfis, among
  • Members of the Firm represented a foreign bank in a financing backed by receivables arising from privately leased public transport buses and associated passenger transportation revenues and related
  • Members of the Firm represented Alsis in its credit facility for borrower GDN to acquire in auction from BBVA Bancomer an REO portfolio comprising approximately 5,000 commercial and residential properties, which credity facility is secured by the acquired portfolio and its future sales proceeds and operating
  • Development of product for Sociedad Hipotecaria Federal, the Mexican government’s mortgage development bank, to lend to construction material microfinance companies.

 

Trade and Supply-Chain Finance; Standby LCs

 

  • Members of the Firm represented Société Générale as 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.
  • Members of the Firm represented SMBC in its US$300MM master factoring facility for GE Oil & Gas.
  • Members of the Firm represented Halliburton Mexico as seller in its up to a US$200MM uncommitted receivables purchase facility with HSBC as purchaser.
  • Members of the Firm represented Banco Latinoamericano de Comercio Exterior as purchaser of equipment lease receivables factoring transactions in excess of US$50MM.
  • Members of the Firm represented Haitong Bank in over US$300MM of standby letter of credit transactions.

 

Real Estate Finance

  • Members of the Firm represented a U.S. automobile manufacturer in the approximately US$100 million sale-leaseback of its Mexico City corporate headquarters.
  • Members of the Firm were involved in more than US$1.3 billion of other commercial, industrial and hospitality real estate financings by foreign financial institutions.

 

Venture Capital Financing

  • Represented Ideas y Capital in various seed capital and follow-on investments, including Boletia, Dvdendo, Econduce, Nimblr; Amigo Travel Group and Turing Enterprises.
  • Represented Redwood Ventures in structuring mezzanine convertible investments in Billpocket and Ares Materials.
  • Represented Bamboo Finance (an affiliate of Oasis Fund) in structuring a growth investment and several subsequent rounds of debt-financing, in FINAE. FINAE is a Mexican corporation that provides educational funding to socio- economic students.

 

Corporate, Regulatory and Compliance SOFOM

 

  • Members of the Firm participated in the incorporation and corporate, regulatory and compliance maintenance of SMBC, SOFOM, E.N.R., a subsidiary of Sumitomo Mitsui Banking Corporation.
  • Members of the Firm participated in the incorporation and corporate, regulatory and compliance maintenance of BLX Soluciones, SOFOM, E.N.R., a subsidiary of Banco Lationamericano de Comercio Exterior.
  • Members of the Firm participated in the incorporation and corporate, regulatory and compliance maintenance of Lusitania Capital, SOFOM, E.N.R., a subsidiary of Haitong Bank.
  • Members of the Firm participated in the incorporation and corporate, regulatory and compliance formation and maintenance of WLB Funding, SOFOM, E.N.R., a subsidiary of WestLB, AG.
  • Represented WestLB as arranger and lender in the off-balance-sheet securitization of US$210 million of CEMEX's trade accounts receivable arising from the sale of cement and ready-mix concrete to more than two thousand customers throughout the country.
  • Represented Crédito Real (NYSE: CREAL) in corporate and regulatory compliance.

 

Restructuring and Insolvency

 

  • Members of the Firm represented Lehman Brothers in the insolvency proceedings of Bufete Industrial (first insolvency proceeding after the reforms that eliminated the old suspension of payments procedure).
  • Members of the Firm represented Bank of America Mexico as trustee issuer of bonds backed by Controladora Comercial Mexicana, in connection with the financial restructuring of Controladora Comercial Mexicana.
  • Members of the Firm represented Bank of America Mexico, as trustee issuer of bonds backed by mortgage bridge loans originated by Metrofinanciera, in the financial restructuring of Metrofinanciera.
  • Members of the Firm represented different clients in different roles and at different stages of the attempted restructuring of AHMSA and the subsequent insolvency proceedings.
  • Members of the Firm represented the trustee in the restructuring of Cemex in 2010.
  • Members of the Firm advised a South American bank in connection with the restructuring of Vitro in 2012.
  • Members of the Firm represented Banco Latinoamericano de Comercio Exterior in the liquidation of Aceites Industriales El Zapote.

 

 

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