Sergio Márquez García Moreno
Sergio Márquez joined the Firm in 2006 and has focused his practice on advising and structuring transactions in the fields of mergers and acquisitions, capital markets (equity, debt and structured securities) and banking.
In 2013, Sergio was transferred for one year to our offices in New York as a foreign legal consultant. During this time, he was involved primarily in the capital markets field, advising Latin American issuers and initial purchasers in high yield and investment grade offerings, pursuant to Regulation S and Rule 144A.
Sergio has advised local and foreign banks and corporations in structuring and negotiating loans and the guarantees related to them as well as debt restructuring processes. He has also advised several companies and underwriters in the establishment of programs to issue securities, as well as in the issuance of debt, capital and structured securities (including FIBRAs, CKDs and securitizations) and their listing on the Mexican Stock Exchange.
In the M&A field, Sergio has assisted sellers and purchasers in the process of acquiring assets or shares (either total, majority and minority interests) as well as incorporating joint ventures and negotiating the rules applicable to partnerships in specific projects.
Banco Nacional de México MXN 453.7 Million Investment in CMR
Representation of CMR—a leading publicly listed restaurant owner and operator in Mexico—in its successful offering of shares to a CKD managed by Credit Suisse, which entailed the creation and implementation of the "strategic shareholder" concept in the Mexican public markets. This was the first transaction of its kind in Mexico.
Representation of VivaAerobús in the creation of a trust incorporated with Banco Actinver, as trustee, and VivaAerobús, as settlor and originator, on the securitization of future cash receivables derived from ticket sales paid with credit cards through VivaAerobús' offices and website, through the issuance of trust certificates for a maximum amount of MXN $3 billion. Also, represented VivaAerobús in the first issuance under the program for an amount of MXN $1 billion. The proceeds of this first issuance were used mainly to pay in full trust certificates issued in 2015 in connection with a securitization process of the same rights that comprise the trust estate of the new issuance trust. This implied that the contribution of the rights to receive future cash flows was conditioned upon successfully issuing the trust certificates and payment in full of the 2015 notes.
Legal counsel of IAMSA in a credit agreement granted by Bancomext, as lender, to refinance liabilities of entities related to it. The loan was guaranteed with an administration trust to which all rights by Aeroenlaces Nacionales, S.A. de C.V., to receive any cash amounts resulting from its business were contributed.
Legal counsel to the underwriters and structuring agents in diverse issuances of notes denominated certificados de capital de desarrollo (CKDs) sponsored by (i) Ainda, Energía & Infraestructura, S.A.P.I. de C.V. and (ii) SGMX Administradora de Fideicomisos, S.A. de C.V., an entity related to the Southern Cross Group, and (iii) CKD Be Grand 17, S.A. de C.V.
Provide legal advice to the following issuers in the Mexican Stock Exchange with respect to the authorization and implementation of a program that allows them to issue debt instruments as recurrent issuers: (i) Grupo Aeroportuario del Pacífico, S.A.B. de C.V., which program originally allowed it to issue instruments up to a revolving amount of MXN $9 billion and advised in the first five issuances under the program for an aggregate amount of MXN $9 billion and in obtaining the authority's authorization to increase the maximum issuance amount under the program up to a total of MXN $15 billion; and (ii) Fibra Shop in the process to (a) increase the maximum revolving amount of a program to issue debt instruments from MXN $5 billion to MXN$8 billion, (b) obtain the required authorization of the forms as recurrent issuer, and (c) carry out the second and third issuances in a conjoint manner (vasos comunicantes) for an aggregate amount of MXN $3 billion.
Grupo Viva Aerobus
Represented a syndicate of banks in a term loan granted to finance the acquisition of shares representing 49 percent of the capital stock of Grupo Viva Aerobus. The transaction was guaranteed with a security trust, which held the shares representing the capital stock of the borrower and an administration trust to which the proceeds obtained from Viva Aerobus' operation were contributed.
Legal counsel to BBVA Bancomer, as administrative agent, collateral agent, structuring agent and lender, as well as a syndicate of lenders in a syndicated loan for MXN $850 million granted to Alucaps Mexicana, S.A. de C.V. and Alucaps Mexicana de Occidente, S.A. de C.V., guaranteed with an industrial mortgage.
Loans Subject to Foreign Law
Mexican legal advisor to diverse lenders, both local and foreign, in the granting of loans to Mexican entities, as borrowers and/or as guarantors, in loans subject to a foreign law, such as (i) syndicated loan granted by Banco Santander (México), HSBC Mexico and Bank of Nova Scotia to Grupo Industrial Saltillo, S.A.B. de C.V.; (ii) a loan granted to Pintura y Ensambles de México, S.A. de C.V., a subsidiary of CIE Autometal de México, S.A.P.I. de C.V. by The Bank of Nova Scotia; (iii) a loan granted to Deacero, S.A.P.I. de C.V. by Sumitomo Mitsui Banking Corporation; and (iv) a loan granted to Deacero, S.A.P.I. de C.V., by ABN Amro Bank N.V.
Provide legal counsel to BlackRock, Inc., in structuring and setting up an investment vehicle funded with US$70 million contributed by the Mexican trust issuer of notes denominated certificados de capital de desarrollo (CKDs) managed by I Cuadrada, an entity later acquired by BlackRock. The funds contributed to the investment vehicle will be directed to an infrastructure project in Mexico to construct and operate a gas pipeline named Los Ramones II.
Acquisition of 33 per cent Stake in Aeropuertos Mexicanos del Pacífico (AMP)
Represented Controladora Mexicana de Aeropuertos, (CMA) in the US$222 million acquisition from Desarrollo de Concesiones Aeroportuarias, a Spanish subsidiary of infrastructure conglomerate Abertis (Abertis), of its 33 percent stake in AMP, the controlling entity of Grupo Aeroportuario del Pacífico (GAP). GAP is a public company listed on both the Mexican and New York Stock exchanges that operates 12 airport concessions in Mexico. The transaction included the exercise of a right of first refusal by CMA. Previously, represented CMA in more than two years of corporate disputes with Aena Desarrollo Internacional, a Spanish government-owned airport operator (AENA) and Desarrollo de Concesiones Aeroportuarias.
Coppel Acquisition of Viana
Represented Grupo Coppel, in the MXN $1 billion acquisition of the conglomerate of companies related to the Viana brand, a local retailer in Mexico City and certain surrounding States.
Legal counsel of Oleoducto Central S.A., owner and operator of Colombia's largest crude oil pipeline (the Ocensa Pipeline) and operator of Colombia's primary crude oil export facility (the Port of Coveñas), in connection with its inaugural Rule 144A/Regulation S offering of US$500 million 4.000% senior unsecured notes due 2021. The notes were listed on the Luxembourg Stock Exchange.