NEW YORK, December 12, 2005 – Reflecting the continued upturn in the equity markets for Mexican issuers, Promotora Ambiental, S.A. de C.V. (“PASA”), a leading waste management firm in Mexico, sold US$ 100 million of common shares in a public offering in Mexico and in an international tranche to investors outside the United States and Mexico under Regulation S.
The international law firm Milbank, Tweed, Hadley & McCloy LLP, led by partner Michael Fitzgerald, represented Deutsche Bank Securities Inc. and BBVA Securities Inc. as international placement agents for the international tranche. Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBVA Bancomer acted as the Mexican lead underwriter for the Mexican tranche. This is the third IPO this year of a Mexican company by BBVA as lead manager where shares have been placed internationally. Milbank has represented the international financial intermediaries in all of these offerings, the first two being Industrias CH, S.A. de C.V. (sold on a Rule 144A/Reg S basis) and Sare Holdings, S.A. de C.V.
Milbank's Fitzgerald noted, “By including an international tranche under Regulation S in connection with PASA’s initial public offering in Mexico, PASA was able to tap international investors that may not have participated in a purely Mexican offering. This structure exemplifies the broader interest on the part of international investors in Mexican securities and encourages the participation of international investors in an efficient manner. With the Mexican IPC stock index up approximately 45% per year over the past three years, there is heavy demand for Mexican securities by international funds. This structure will be of interest to other Mexican issuers who intend to offer shares in Mexico and would like to tap additional investors without registering the shares with the SEC or relying on Rule 144A.”
The Milbank team representing Deutsche Bank Securities and BBVA Securities was led by partner Michael Fitzgerald, with counsel Taisa Markus, associates Karina Dorin and Sarah Trust and foreign associate Maria Hyde Marcin. Tax advice was provided by partner Bruce Kayle and associate Michelle Jewett. All are based in the firm’s New York office.
Active in Latin America for many years, Milbank has played a prominent role in some of the region’s most innovative and complex transactions, from project financings and restructurings to securities offerings and IPOs. Milbank’s Global Securities/M&A/General Corporate Group is renowned for its leadership in sophisticated cross-border transactions and combines both the transactional and regulatory expertise necessary to successfully negotiate and close mergers & acquisitions and other transactions across a wide range of industries.
Milbank’s Global Securities group has been involved in a number of “first of its kind” transactions in Latin America. Notable transactions include:
- Representing the underwriters in all three of the Brazilian
“Tier I” perpetual securities offerings issued by financial institutions to date: Banespa, Unibanco and Banco Bradesco.
- Representing Southern Peru Copper Corporation (“SPCC”) in its US$800 million 144A international debt offering, one of the largest inaugural debt offerings by a Latin American company in recent years.
- Representing SPCC in its $947 million SEC registered secondary stock offering, the largest equity offering by a Latin American company within the past five years.
- Representing Grupo Mexico and its subsidiary Minera Mexico in the merger of its Mexican and Peruvian operations to turn SPCC into the world’s number 2 copper company by reserves and market capitalization.
Milbank, Tweed, Hadley & McCloy LLP is a premier global law firm headquartered in New York, with offices in Washington, DC, Los Angeles, Palo Alto, London, Frankfurt, Munich, Tokyo, Hong Kong and Singapore. Named Legal Week’s “INTERNATIONAL FIRM OF THE YEAR” for 2004, Milbank is a recognized leader in capital markets, corporate finance, project finance, acquisition finance, and other major fields of legal practice. The firm's practice includes cross-border mergers and acquisitions and global securities transactions as well as assisting multinational clients with their cross border investments. Milbank provides a full range of services to many of the world’s leading financial, industrial and commercial enterprises, as well as governments, institutions and individuals.