Corporate M&A
The Corporate Mergers & Acquisitions team of Jáuregui y Del Valle is widely recognized for its experience and innovative approach in all aspects of mergers and acquisitions, including devising corporate legal structures, implementing trouble-shooting techniques and creating efficient tax structuring. The team represents foreign clients in relevant transactions in Mexico, and also assists leading Mexican companies.
Whether it is an M&A issue, a joint venture, a strategic alliance or an association, the team can advise on general corporate matters, regulatory compliance, anti-money laundering compliance, privacy law matters and all type of corporate and commercial law issues. From distribution agreements or due diligence, to the drafting and negotiation of agreements for the acquisition of existing businesses, the investment of fresh resources by investors or the execution of contracts, whatever the circumstances we can add real value.
Business alliances, advising on shareholder conflicts or general corporate advice are all strengths of the team, as are reorganizations and divisions. We also advise on corporate governance, privatization and we are regularly called upon to advise foreign investors on regulated or specialized industries such as telecommunications, financial, insurance, energy and natural resources, railways and health.
Practice highlights
Santander Group acquired merchant payment solutions company Elavon México for MX$1,600 million (approximately US$86 million). Elavon México operates in the country through its strategic partnership with Banco Santander México. The company will be 49% owned by Santander Mexico and 51% by Santander Merchant Platform Solutions (SMPS), which belongs to Santander Group. Elavon México operates Banco Santander’s merchant acquiring business in Mexico, a relationship which dates back to 2010. It performed extremely well and built a strong team that will now form part of Banco Santander México. The alliance ranks second in the Mexican merchant services market, with around 140,000 active customers (16% market share) and 250,000 card payment terminals as of December 2019. In addition to the antitrust approval, the transaction required the approval form the National Banking and Securities Commission. The transaction was notified to the New York, Madrid and Mexico City stock exchanges.
Jáuregui y Del Valle advised Cobalt Broadband a wholly owned subsidiary of Cobalt Holdings, Ind. In the negotiation for a credit facility with Mexico Credit Opportunities Fund II, arranged by Credit Suisse Asset Management to accelerate the development of a fiber-optic broadband network in Cancun and Tulum. The matter value was $ 20,000,000 USD.
Jáuregui y Del Valle represented the Peralta family (Shareholders of Grupo Metales Incorporados, S.A.P.I. de C.V.) in the sale of the majority of their shares in Grupo Metales Incorporados, S.A.P.I. de C.V. to Acon Investments. The matter value was US$ 27 million and MXN$ 320 million.
Jáuregui y Del Valle was hired by Nacional Financiera to calculate 13 national and foreign investment funds as targets for investments by National Financiera, and to draft agreements in order to formalize such investments, as part of National Financiera’s national program to foster start-ups called “Capital Emprendedor”.
Jáuregui y Del Valle advised on the acquisition of 49% of the equity of Maskota, which is the biggest retailer of pets and pet products in Mexico. The acquisition involved a complex corporate restructuring which included a spin-off of Maskota, and an investment by Alta Growth acquiring 49% of the equity of the spun-off company. The matter value was approximately $ 27,000,000 USD.
Jáuregui y Del Valle advised Walton CKD, II on the corporate aspects of the acquisition of the hotel Hilton Los Cabos. The deal involved a complex tax and corporate structure, which translated in the drafting of at least 150 different transaction documents.
Jáuregui y Del Valle advised Alta Growth and Nexxus Capital on the acquisition of a 60% participation in Grupo Truistore, a large retailer of airports souvenirs and touristic zones in Mexico.
Jáuregui y Del Valle oversaw the corporate and tax matters related to the sale of Grupo Turin to Mars.
AWARDS
‘With Jáuregui y Del Valle it is possible to draw on experts in different areas who offer comprehensive advice.’ Legal 500.
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