Financing Transactions

We understand: you are a major global bank arranging a multi-party global syndicated loan to be granted to a global holding company outside Mexico, and you need to complete due diligence and formalize the best security agreements and rights in respect of the debtor’s Mexican subsidiary. Let us help. We can discuss the assets, shares and real estate pledges and mortgage options, and formalize them for you. Perhaps you need a security trust, or how about a transaction trust? Let us get it set-up for you. You probably need an independent legal opinion in compliance with Mexican securities’ law? Or let us negotiate your global financing facility – we do that too. Equipment sale or lease transactions? Let us recommend the structure that best protects your rights.

Services and related transactions

Legal and Corporate Due Diligence related with Financial Transactions.

  • Conduction of the due diligence processes on assets and shares’ transactions on behalf of foreign companies exploring or formalizing acquisitions in Mexico.
  • Full responsibility and conduction of the due diligence process involved in connection with a bank financing to a Mexican subsidiary of Jones Plastic and Engineering Company.
  • Conduction and full responsibility of due diligence procedures related with a number of security interest transactions in representation of J.P. Morgan Chase, Bank of America, Wells Fargo, Morgan Stanley, GE Capital and a number of capital funds, primarily involving corporate aspects and shares or membership interests.

General Advice in the Structuring of Acquisitions of Real Estate, Machinery and Equipment through Financing Mechanisms or Title Retention Agreements.

  • Structuring of a lease and sale transaction and drafting of agreements for Supfina Machine Company, including a number of agreements related with the title retention of certain machinery and equipment on a mid-term basis and to be entered into with a Mexican manufacturing company.
  • Structuring of a number of machinery guarantee agreements, as part of loan agreements granted in the U.S.A.
  • Structuring of a real estate guarantee platform between suppliers and customer, in connection with a long-term supply agreement entered between our client – a subsidiary of an important U.S. company, and a Mexican financial institution.
  • General legal advice to an important Asian-based company in connection with the donation in its favor of certain real estate properties in which its industrial facility will be constructed.

General Advice in the Formalization of Security Interests, Pledges and Mortgages under Different Structures.

  • Negotiating and formalizing pledge on shares issued by Mexican subsidiaries, as part of the guarantees derived from loan agreements between U.S. borrowers, J.P. Morgan Chase, Bank of America and GE Capital.
  • Negotiating and formalizing pledge on shares issued by the Mexican subsidiary of a U.S. borrower, derived from a loan with a U.S. Capital Fund.
  • Negotiating and formalizing multiple equity derivative transactions between Mexican and foreign subsidiaries of Cemex S.A.B. de C.V. and several financial institutions, such as J.P. Morgan Chase, Goldman, Sachs & Co., and Bank of America, among others.
  • General legal advice to Cemex in connection with a long-term bareboat charter agreement entered into between certain of Cemex’s foreign subsidiaries and certain Asian financial counterparties.
  • Structuring of a real estate guarantee platform between suppliers and customer, in connection with a long-term supply agreement entered between our client – a subsidiary of an important U.S. company, and a Mexican financial institution.
  • Structuring and formalizing membership interest’s pledge transactions in representation of J.P. Morgan Chase, GE Capital, Bank of America, and other major banks, in connection with a number of Mexican creditors or guarantors, as part of multinational financial transactions.
  • Formalizing share purchase agreements and liens on shares, including all actions regarding the issuer’s corporate records and for a number of Mexican companies.
  • Representing a number of foreign capital goods’ companies, as sellers and creditors, in their entry into certain financial agreements involving title retention provisions for mid and long term basis, and in respect of their sales of capital goods to several Mexican manufacturing companies.
  • Negotiation and formalization of the Mexican portion of a credit agreement and other security documents entered between a U.S.-based holding company and National City Bank of Kentucky, to finance the U.S.-company’s acquisition of a Mexican industrial facility.

General Advice, Negotiation and Structuring of Domestic and International Bank Loans.

  • General advice and structuring of loan and credit agreements to be executed among Prodensa’s subsidiaries and between Prodensa and its partners.
  • General advice to a number of Mexican companies in structuring, negotiation and drafting of loan agreements with Mexican and foreign financial institutions, including the related guarantees on shares and assets.
  • General advise to a number of Mexican and foreign subsidiaries of Cemex in the structuring, negotiation and drafting of a number of contracts and financial transactions with Bear, Stearns, with the participation of Global Financial Services.
  • Structuring, negotiating and drafting the financial agreements involved in the build-to-suit-to-lease of several manufacturing facilities by Prodensa, for their use by U.S. manufacturing companies.
  • General advice to Mexican subsidiaries of Cemex in the interpretation and compliance with certain covenants and other financial obligations contained in its international financing agreements.
  • Negotiation and formalization of certain financial agreements between General Electric Company - Medical Systems Division and Prodensa.
  • General advice to formerly-existing Tolmex in the structuring and tasks involved in a consent solicitation process from the holders of its debt issued in the United States securities’ market.
  • General advice to a Mexican financial institution in connection with the structuring of several companies and trusts to put in place an asset-backed financing for a leading industrial group in Mexico.
  • Structuring and formalizing an equity derivative transaction under Mexican laws, involving shares of companies listed in the Mexican Stock Exchange and debt instruments issued outside Mexico by a Mexican industrial group.
  • Negotiating and formalizing multiple equity derivative transactions between Mexican and foreign subsidiaries of Cemex and several financial institutions, such as J.P. Morgan Chase, Goldman, Sachs & Co., and Bank of America, among others.
  • General legal advice to Cemex in connection with a long-term bareboat charter agreement entered into between certain of Cemex’s foreign subsidiaries and certain Asian financial counterparties.
  • General advice in connection with the derivative transactions and their assignment, between Mexican companies and international financial institutions.
  • Negotiation and formalization of the Mexican portion of a credit agreement and other security documents entered between a U.S.-based holding company and National City Bank of Kentucky, to finance the U.S.-company’s acquisition of a Mexican industrial facility.
  • Structuring of a real estate guarantee platform between suppliers and customer, in connection with a long-term supply agreement entered between our client – a subsidiary of an important U.S. company, and a Mexican financial institution.

Compliance with Stock Exchange Regulations, including Corporate Governance Provisions and Shareholders’ Rights.

  • General advice to Mexican companies intending to become public and be listed in the Mexican Stock Exchange, in accordance with applicable regulations and the provisions to be included in their corporate governance statutes.
  • General advice and issuing of legal opinions for Cemex in connection with its capital increases and registered share offering, in compliance with the Mexican Securities’ Law and the Mexican Comisión Nacional Bancaria y de Valores.
  • General advice to a number of foreign and Mexican companies intending to incorporate a Mexican Investment Promotion Company (SAPI) as a vehicle for attracting investments to their companies and finally, become public.
  • General advice to Mexican subsidiaries of Cemex in the interpretation and compliance with certain covenants and other financial obligations contained in its international financing agreements.
  • General advice to formerly-existing Tolmex in the structuring and tasks involved in a consent solicitation process from the holders of its debt issued in the United States securities’ market.
  • General legal advice to Cemex in connection with the preparation of the Spanish versions of its annual reports, which under Form 20-F it submits before the Securities and Exchange Commission of the United States of America, for their filing before the Mexican Comisión Nacional Bancaria y de Valores.
  • General advice to Cemex in connection with the structuring, drafting and finalization of a mandatory annual report for its filing before the Comisión Nacional Bancaria y de Valores, the Mexican Securities Commission.
  • Negotiation and formalization of multiple equity derivative transactions between Mexican and foreign subsidiaries of Cemex and several financial institutions, such as J.P. Morgan Chase, Goldman, Sachs & Co. and Bank of America, among others.
  • Structuring, formalizing and general advice to formerly-existing Tolmex in connection with its acquisition of a 35% stake in Grupo Empresarial Maya, in Mexico, for approximately US$220 million.

Project Finance.

  • Participation in a transaction implying the design, financing, construction, operation and management of an electric power production facility in Mexico by Cemex, including the drafting of several of the mayor agreements involved in the transaction, among them an investment, operating and management trust to which several international financial institutions were parties.
  • Structuring, negotiating and drafting the financial agreements involved in the build-to-suit-to-lease of several manufacturing facilities by Grupo Prodensa, for their use by U.S., Canadian and European manufacturing companies.
  • General advice to a Mexican financial institution in connection with the structuring of several companies and trusts to put in place an asset-backed financing for a leading industrial group in Mexico.

Debt Restructuring.

  • Structuring and formalizing an equity derivative transaction under Mexican laws, involving shares of companies listed in the Mexican Stock Exchange and debt instruments issued outside Mexico by a Mexican industrial group.
  • General advice to a group of Mexican businessmen and investors in connection with certain debt-related transactions and negotiation of different payment options, related with other commercial transactions to which they are parties.

Guarantee Trusts.

  • General advice in the incorporation of trusts of diverse nature, including guarantee and financings trusts, and trusts involved in overall real estate developments.

* For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.