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Carlos Mainero joined the Mexico City office of the Firm in 2003, and is active in capital markets, secured financing, mergers and acquisitions, banking and securities advice, as well as general corporate matters. He has represented Mexican and non-Mexican issuers, underwriters, purchasers, sellers, investors, lenders and borrowers in securities offerings, stock and asset acquisitions, financing transactions, and joint ventures, among others. Carlos Mainero's practice is also focused on corporate governance compliance, both for public and private companies, as well as other compliance matters with the Mexican financial authorities, such as tender offers with the purpose of delisting issuers from the Mexican Stock Exchange.
Carlos Mainero joined White & Case's New York office as a visiting associate in 2009 after obtaining an LLM degree in Banking and Financial Law from Boston University. During his stay at the New York office, Carlos was involved primarily in capital markets transactions, including the representation of both issuers and initial purchasers or underwriters in high yield offerings and initial public offerings, pursuant to Regulation S and Rule 144A, involving Latin American issuers. Also, Carlos Mainero's practice in New York involved counseling banks in their daily financing operations to several Latin American clients. Carlos Mainero rejoined the White & Case's Mexico City office in 2010.
Carlos represented Grupo Financiero Banorte in reaching an agreement to acquire, through merger, Grupo Financiero Interacciones. The acquisition included the banking, broker-dealer, insurance and asset manager subsidiaries of Grupo Financiero Interacciones. The merger is valued at circa US$1.4 billion. As a result of this transaction, Grupo Financiero Banorte has become the second-largest banking financial group in Mexico, and the country's largest infrastructure lender.
Carlos represented Fideicomiso Irrevocable (Fibra Shop), a Mexican real estate investment trust (fideicomiso de inversión en bienes raices, FIBRA) engaged in the acquisition, development and operations of shopping centers in Mexico, in the regulatory procedure to increase the maximum amount of a dual program established in 2015 to issue short- and long-term debt instruments in the Mexican market, as well as in the second and third offerings under such program in the form of MXN 1.4 billion TIIE+1.25% notes due 2022 and MXN 1.6 billion 9.13% notes due 2027. As part of this process, he also assisted FibraShop in obtaining the regulatory authorization to act as a recurring issuer, a status that allows seasoned Mexican issuers to offer additional securities under its authorized program on a more expedited and straightforward basis, similar to a shelf-registration process. Subsequent offerings under FibraShop's program will benefit from this authorization.
Carlos represented Altán Redes, the first Mexican wholesale shared mobile network, providing corporate and regulatory advice in the process to launch the Red Compartida project, consisting of the design, installation, operation, maintenance and commercialization of a nationwide 700 MHz LTE wholesale shared network and for the exploitation of two optical fiber strands assigned by the Federal Power Commission (Comisión Federal de Electricidad). Carlos continues to represent Altán Redes in a number of corporate and regulatory matters as part of its ongoing business.
Carlos Mainero represented Citibanamex Casa de Bolsa, J.P. Morgan México, Casa de Bolsa Banorte, Casa de Bolsa BBVA Bancomer and Casa de Bolsa Santander as lead underwriters on the secondary offering of 51,750,000 ordinary shares of Grupo Cementos de Chihuahua, (GCC) conducted by Cemex. GCC is one of the largest leading cement companies in Mexico, with a significant presence in the United States through a corridor that extends from states along the Mexico-US border to the US-Canada border.
Carlos Mainero represented Accival and Vector as lead underwriters on the offering of MXN 677.7 million (approximately US$32.7 million) notes issued by an issuing trust (certificados bursatiles fiduciarios) established by an affiliate of StepStone Partners LP, a US private equity firm that manages more than US$91 million globally. The offering consisted of four prefunded series of notes, each representing a different investment objective, including co-investments with international private equity firms, secondary private equity projects and global real estate and start-ups, primarily in the US market. The fund may offer subsequent notes to fund additional investments through a prefunded or capital calls mechanism.
Carlos Mainero advised FSHOP in obtaining a syndicated loan for MXN $3,200 million from a group of banks led by BBVA Bancomer. The loan was secured through mortgages created over various real estate properties, and a rent cash flow arrangement through an administration trust.
Carlos Mainero advised Intercam Grupo Financiero in the offering of two series of exchange traded funds (certificados bursátiles fiduciarios indizados) in the Mexican Stock Exchange (PSOTRAC and DLRTRAC) where a subsidiary of Intercam, Quanta Shares, acted as manager. These ETFs were the first of their class in the Mexican market, and their objective is to replicate indexes linked to the Peso-US Dollar exchange rate.
Carlos Mainero advised Impulsora y Promotora BlackRock México (Mexican subsidiary of BlackRock Inc., the world's largest asset manager) in the offering of three different series of exchange-traded funds (ETFs) in the Mexican Stock Exchange (MEXMTUM, MEXRISK y IVVPESO) in which such entity acts as administrative agent. These were the first offerings of ETFs in the Mexican market after their incorporation as a distinctive type of security in the Mexican Securities Market Law, after the substantive financial reform enacted in January 10, 2010.
Carlos Mainero advised a number of investors in the first management buy-out of a Mexican banking institution, including the various shareholders' arrangements and the regulatory approval process with the Mexican financial authorities. This deal obtained its regulatory approval by the Mexican financial authorities in February 2014.
Mr. Mainero advised Goldman Sachs in the regulatory process for the establishment of a Mexican subsidiary broker-dealer (casa de bolsa) for Goldman Sachs. Goldman Sachs received the authorization from the regulatory authorities for the beginning of operations of the broker-dealer in January 2014.
Mexico Chapter for The Intellectual Property and Antitrust Review - Edition 2 2017, (co-author with Antonio Cárdenas)
Mexico Chapter for The Intellectual Property and Antitrust Review - Edition 1 2016, (co-author with Antonio Cárdenas)