Eric Quiles

Sempra Energy, Public Offering of Shares, for US$5.81 billion, 2021.
Eric advised Sempra Energy on the public offer to purchase and subscribe to the public tender and exchange offer of the shares of Infraestructura Energética Nova, (IEnova), that were not owned directly or indirectly by Sempra Energy in exchange for shares of Sempra Energy and the subsequent public cash tender offer for the remaining stake in IEnova. Sempra Energy is one of the main owners and operators of renewable and transportable energy activities and energy storage in Mexico.

Fondo Especial para Financiamientos Agropecuarios (FEFA) Social Bonds, 2020 – 2021.
Eric represented FEFA in two pink bond issuances (FEFA 20G and FEFA21G) of debt certificates under his current issuance program as a recurrent issuer. The issuance of the pink bonds was characterized as a social bond with a gender perspective whose resources were used to finance women's projects that met the eligibility criteria, aligned with the Social Bond Principles of 2020 and 2021, respectively, established by the International Capital Market Association (ICMA). The FEFA 20G issuance was the first pink bond in Mexico and the first of its kind in Latin America.

Banorte derivatives restructuring with Federative Entities, 2020 and 2021.
Eric represented Banorte in the restructuring of several interest rate swap operations with respect to credit lines granted to different Federative Entities (States). The derivatives restructures were implemented through public bids made by the Federative Entities, which involved the early termination of the existing swaps and the renewal of swaps with the winner of the public bid through the execution of new confirmations.

Cetelem Cebures Issuance Program, 2020.
Eric advised Cetelem on the establishment of its new program for the issuance of short- and long-term debt certificates on a revolving basis, up to the amount of MXN 20 billion or its equivalent in investment units, which has the unconditional and irrevocable guarantee of BNP Paribas, S.A. Eric also represented Cetelem in the issuance of long-term stock certificates under the program:

• (i) the first and second issuances (Cetelem 21 and Cetelem 21-2), for the combined amount of MXN 2 billion, dated May 17, 2021;
• (ii) the reopening of the first and second issuances, for the combined amount of MXN 2 billion, dated July 2, 2021; and
• (iii) the third and fourth issuances (Cetelem 21-3 and Cetelem 21-4), for the combined amount of MXN 2 billion, dated September 24, 2021.

Guarantee of Cinepolis to Santander Brazil, 2020.
Eric represented Banco Santander Brasil (Santander Brazil), in connection with the preparation, execution and delivery of a joint and several liability agreement among all the Mexican affiliates of Cinepolis as joint and several obligors and Cinepolis Operadora de Cinemas do Brasil LTDA (Cinepolis Brazil) as the principal obligor, in favour of the Santander Brazil, as a guarantee for a bond granted by Santander Brazil in favour of Banco do Nordeste do Brasil as lender for an amount due under a loan granted to Cinepolis Brazil as debtor.

Santander MINTCB Securitization, 2020.
Eric represented Banco Santander (Mexico) and Casa de Bolsa Santander (Mexico), in the implementation of a long-term debt certificates program, under which Casa de Bolsa Santander will be able to create several issuing trusts that will acquire certain financial assets, either credit agreements, negotiable instruments or securities, in charge of "AAA" rated foreign companies that have securities registered, authorized or regulated for its sale to the public by commissions that are members of the International Organization of Securities Commissions (IOSCO). The program was authorized by Mexico's National Banking and Securities Commission, for an amount of up to MXN 35 Billion, or its equivalent in US Dollars, Euros, Great Britain Pounds or Units of Investment, and has a maturity of five years.

Comision Federal de Electricidad (CFE) Formosa Bond Issuance, 2020.
Eric represented CFE, the national electric company of Mexico, as special Mexican counsel in the issuance of its 4.05% notes due 2050 (the Formosa Bond), for an amount of US$900 million. The Formosa Bond was sold outside of Mexico and the United States to non-US persons, was listed on the Taipei Exchange (to be listed on the Luxembourg Stock Exchange) and settled through Euroclear and Clearstream.

Fondo Especial para Financiamientos Agropecuarios (FEFA) MXN 100 Billion Program and Issuances, 2019.
Eric represented FEFA, a Mexican governmental development trust dedicated to agriculture, on the registration of its long-term debt certificates program for up to MXN 100 billion (approximately US$5 billion) and authorization from the National Banking and Securities Commission (CNBV) and the authorization of the documents templates for issuances under such program as a recurring issuer (the Current Program). Additionally, Eric has represented FEFA on eight issuances of debt certificates (certificados bursátiles) under its Current Program which have been listed on one of the two Mexican Stock Exchanges.

FEFA Green Bonds, 2018-2020.
Eric represented FEFA on three green bond issuances (FEFA 18V, FEFA 19V y FEFA20V) of debt certificates (certificados bursátiles) under its Current Program as recurrent issuer. The proceeds of the green bond issuance will be allocated to projects that have a positive ecologic impact, specifically in forest and renewable energy sectors, under the issuer's green bond framework. The green bond issuances were certified by Sustainalytics and the Climate Bonds Initiative (CBI). The FEFA 19V issuance was the first green bond issuance carried out in the Mexican stock market with a forest-positive impact.

FEFA MXN 180 Billion Certificados Bursátiles Issuance, 2019.
Eric represented FEFA, on its private short- and long-term debt certificates (certificados bursátiles) issuance with subsequent allocation of series, for an amount of up to MXN 180 billion, with a maturity of five years. With this issuance, FEFA may place up to 1,000 series of debt certificates under the authorized amount in either Mexican pesos, US dollars or Mexican investment units (Unidades de Inversión). Monex Casa de Bolsa will act as common representative under the series. No other issuance or program in Mexico, public or private, has ever been authorized for MXN 180 billion, which makes FEFA's issuance a record-high authorization in the Mexican Stock Market.

CFE Listing on the International Quotation System of the Mexican Stock Exchange, 2019 and 2017.
Eric represented CFE as Mexican counsel on the listing on the International Quotation System (SIC) of the Mexican Stock Exchange (BMV) of the CFE's US$615 million offering of its 5.00% notes due 2049, listed in the Taipei Exchange and the Luxembourg Stock Exchange, and the US$750 million offering of its 5.15% notes due 2047, listed in the Taipei Exchange. At the time, CFE was the first issuer to list debt securities in the International Quotation System (SIC) since 2011.

Scotiabank MXN 50 Billion Issuance for Notes Placings, 2018.
Eric represented Scotiabank Inverlat (Scotiabank), the Mexican subsidiary of the Bank of Nova Scotia, in the registration and approval of an issuance of MXN 50 billion (approximately US$2.77 billion), under which Scotiabank may carry out multiple placings of structured notes (bonos bancarios estructurados). Each placing may be denominated in Mexican pesos, foreign currencies or inflation-indexed units and may be referred to several underlying assets (single stocks, indexes, etc). The issuance has a five-year term during which the placings may be carried out.

Banco Nacional de México, S.A., integrante del Grupo Financiero Banamex (Citibanamex) Debt Certificates Program Registration, 2016.
Eric represented Citibanamex on the registration in Mexico of its new program of long-term debt certificates (Certificados Bursátiles) for a total amount of up to MXN 50 billion (approximately US$2.4 billion) as recurring issuer registered in Mexico and listed on the Mexican Stock Exchange. He also advised Citibanamex on the first issuance of long-term debt certificates (Banamex 18), for a total amount of MXN 3 billion under the Program.

CFE Consent Solicitation Offer to Trust Bond Holders backed by CFE Loans, 2016.
Eric represented CFE in a consent solicitation offer to Trust Bond Holders of certain issuances of debt certificates related to three securitization debt programs backed by CFE Loans, in which a consent solicitation fee of 15 basis points was offered to Trust Bond Holders in order to obtain their consent to waive certain covenants in the underlying financing documents and to adjust such covenant to the regulatory requirements of the Mexican Energy Reform.

CFE registration of its new Debt Certificates Program, 2016.
Eric represented CFE in the registration of its new program of short- and long-term debt certificates (certificados bursátiles) for a total amount of up to MXN 100,000 million (approximately US$5.6 billion), as recurring issuer registered in Mexico and listed in the Mexican Stock Exchange. The long-term issuances may be sold in Mexico and cleared through Indeval (Mexican securities clearing house), or may be sold outside of Mexico in reliance on rule 144A and Regulation S under the U.S Securities Act and cleared through Euroclear or Clearstream.

CFE Cebures issuances, 2013 – 2020.
Eric has represented CFE as recurrent issuer in all its issuances of long-term debt certificates (certificados bursátiles) since 2013 until 2020 under its program of short- and long-term debt certificates for a total amount up to MXN 100,000 million (approximately US$5.555 billion).

CFE notes issuance and offering, 2014 – 2020.
Eric participated in several CFE's issuance and offering of Notes abroad:

• (i) In 2016, Eric represented CFE in its issuance and offering of US$1 billion 4.750% notes due 2027 under Rule 144A and Regulation S of the US Securities Act, listed in Luxembourg Stock Exchange and traded on the Euro MTF.
• (ii) In 2015, Eric represented, as Mexican Counsel, BBVA Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Goldman, Sachs & Co. as joint lead managers and joint book runners in CFE's issuance and offering of US$700 million 4.875% notes due 2045 under Rule 144A and Regulation S of the US Securities Act, listed in Luxembourg Stock Exchange and traded on the Euro MTF.
• (iii) In 2014, Eric represented, as Mexican Counsel, Goldman, Sachs & Co., Citigroup and Barclays in CFE's issuance and offering of US$1.250 billion 4.875% notes, due 2024, under Rule 144A and Regulation S of the US Securities Act of 1933, listed in Luxembourg Stock Exchange and traded on the Euro MTF.

BGC Partners, Inc. (BGC) acquisition of Remate Lince, 2014 – 2020.
Eric represented BGC Partners, Inc. an affiliate of Cantor Fitzgerald in the acquisition of Remate Lince (Remate) by BGC and in the transformation of Remate into a S.A.P.I. of C.V. Since then, Eric continues to represent BGC in the regulatory compliance of Remate before the CNBV as a Company that manages systems that facilitate securities transactions (OTC derivatives broker), as well as in corporate compliance with the post-closing covenants after the acquisition.

Kansas City Southern de Mexico, S.A. de C.V. (KCSM) negotiation of freight transportation agreements with Pemex, 2014 – 2021.
Since 2014, Eric has represented and continues to represent KCSM in the negotiations of all the freight transportation agreements with Petroleos Mexicanos, its subsidiaries and affiliates with respect to refined oil products and heavy fuel oil within Mexican railway system.

Cebures issuance under CFE Trust, 2013.
Eric represented Casa de Bolsa BBVA Bancomer, in the registration of the MXN 2,700 million (approximately US$207 million) program and MXN 1,666 million (approximately US$128 million) first issuance of debt certificates (certificados bursátiles) under CFE Previous Expenses Administration Trust No. 10248 formed by CFE in the Banco Nacional de Comercio Exterior, S.N.C.

Banamex corporate restructure, 2013.
Eric represented Grupo Financiero Banamex in the Merger of the two Sofomes (multiple-purpose financial entities) of the financial group, such as Tarjetas Banamex as merging company and Operadora e Impulsora de Negocios, as merged company. Regulatory matters to obtain the governmental authorizations required from the Ministry of Finance and Public Credit (SHCP) and the CNBV.