The Del Castillo y Castro Abogados team has extensive experience as a legal advisor in the financial markets. For many years, our lawyers have participated in debt and equity instruments placement operations, as well as in public offers of purchase in different jurisdictions, acting jointly with foreign firms of great reputation in these matters.
Our firm is in permanent contact with the Secretaría de Hacienda y Crédito Público ― Ministry of Finance and Public Credit, Banco de México, the Comisión Nacional Bancaria y de Valores ― National Banking and Securities Commission, the Institute for the Protection of Bank Savings and both stock exchanges in Mexico the Bolsa Mexicana de Valores, (BMV) and Bolsa Institucional de Valores, (BIVA). On occasion, we have participated in the preparation and review of draft laws, regulations and other applicable provisions, including those related to the establishment and operation of the Mexican Derivatives Market (MexDer) and its Clearinghouse.
Our lawyers are familiar with the dispositions applicable to the practice of financial markets in Mexico, and have participated in various operations designing complex and innovative financial schemes according to the needs of our clients. We are advisors to all kinds of financial intermediaries and participants in national and international markets, including mutual funds, brokerage firms, investment companies, insurance companies and credit institutions, brokers and agents of derivative instruments.
Del Castillo y Castro Abogados’ lawyers actively participate in various operations involving the Comisión Nacional Bancaria y de Valores ― National Banking and Securities Commission, the Bolsa Mexicana de Valores, (BMV), S.D. Indeval, Institución para el Depósito de Valores, as well as the Mexican Derivatives Market (MexDer). Likewise, our firm provides advice to suppliers and consumers of all types of products and derivative instruments, including interest rates, currencies, capital, credit derivatives, repurchase agreements and securities financing.
We represent issuers, underwriters, rating agencies, agents and fiduciaries in a number of offers and other transactions involving securities and other financial instruments in Mexico, the United States and Europe.
More recently, our advice with respect to corporate governance practices has been vital for our clients to be at the forefront in the financial markets. We work with our clients to ensure compliance with legal provisions, in Mexico and abroad, especially with the Sarbanes-Oxley Act of the United States of America.
Our lawyers are pioneers in Mexico in asset securitization programs, since we have participated in the design and implementation of such financial schemes. Likewise, we actively participate with different rating agencies in the analysis of the legal structure of structured financing.
Examples of representations in which our lawyers have actively participated include, among others:
- Listing and registration of capital instruments and debt in stock exchanges and quotation systems in Mexico, the United States and Europe.
- National and international public and private offers, both initial (IPO’s) and public purchase offers (requested and hostile), including those whose purpose is the delisting of securities.
- Offers under Rule 144A and Rule S.
- American Depositary Receipts (ADRs) programs.
- Privatizations of government entities.
- Programs of global promissory notes and commercial paper in the medium term.
- Swaps and other derivative financial products, such as futures, options, forward contracts and hedge funds.
Selected recent representations include, among others:
- Our team acted as counsel to Corporación Geo, (GEO) and fifteen of its subsidiaries regarding the in-court restructuring of debt, which included a tender offer and exchange of its publicly traded debt securities both in Mexico and in the US.
- Our team acted as counsel to Controladora Comercial Mexicana, (CCM), in connection with the sale of the shares and assets held by its former controlling group through a public offering of acquisition issued by Tiendas Soriana. Prior to the public offering of acquisition, CCM went through a spin-off resulting in the creation of a new public company called La Comer, (La Comer), which retained part of the retail business previously held by CCM.
- Our team acted as counsel to La Comer in its registry process before the Bolsa Mexicana de Valores, (BMV) ― Mexican Stock Exchange and participated along the process in all related aspects, including the implementation of all necessary acts to carry out the abovementioned transaction, in accordance with the agreements reached by the parties in due compliance with all applicable laws and regulations.
- Our team acted as legal counsel to Inmobiliaria Ruba, one of the main housing developers in Mexico, in the preparation and approval of a bonds program, as well as in the first issuance under said program.
- Our team acted as external legal counsel to Inmobiliaria Ruba, in connection with the second issuance under a program of unsecured long-term bonds.
- Our team acted as legal counsel to ABC Aerolineas, (Interjet), in the preparation and approval of a bonds program. We also acted as external legal counsel to Interjet in connection with the first, second, third and fourth issuances under said program of bonds.
- Our team advised Grupo Industrial Saltillo, (GIS), a Mexican manufacturing company, on a significant US bond issuance.
- Our team acted as external legal counsel to Grupo ProHabitación, in the issuance of privately placed securitized bonds backed by accounts receivables.