Mergers & Acquisitions

Below is a list of some of the most representative legal advisory rendered by Icaza, González-Ruiz & Alemán within the Mergers and Acquisitions practice and Project Finance:

  • Legal assistance regarding a refinancing agreement to secure payment of ship finance obligation between Intertug and Grupo Synergy.
  • Legal advisors to an energy company in an stock purchase agreement involving multijurisdictional corporation frame, amounting US$10million.
  • Legal advice to multimillionaire private equity fund CLUSTER MINERO y LARRAÍN VIAL, in the acquisition process of GRUPO MARCO at international level. 
  • Consultancy for FACTOR GLOBAL, a subsidiary of GLOBAL BANK, regarding three multimillionaires factoring contracts to finance the consortiums in charge of the construction of the extension of the Carretera Panamericana, stretch Santiago-David, as well as the contracts of credit assignment related to such transactions for other banks participating in the financing.
  • Legal Advisors in the financing of Margaritaville (franchise of International Meal Company) in the amount of US$50 million.
  • Consultancy regarding loans to the company PANAMA FRUIT INDUSTRIES, S.A. by CABO ZARZO, branch of the multinational company FYFFES PLC.
  • Legal Advisors to Fyffes PLC, regarding corporate restructuring in Central America that involve the transfer and adquisition of shares to and from companies of various jurisdictions.
  • Legal advisors of Corporación de Energía del Istmo Ltd., S.A. in obtaining financing for the building project of two hydroelectric, San Bartolo and Las Cruces. At the same time, they were advised in the entering into turnkey contracts (EPC), as well as the access contracts with the Empresa de Transmisión Eléctrica (ETESA).
  • Leader of the Legal Group for factoring syndicated transactions for $ 200 million, conducted by local banks with companies awarded for works of the Plan of Vial Reorganization of the Ministry of Public Works and the Cold Chain of the Ministry of the Presidency.
  • Legal consultants for Aeropuerto Internacional de Tocumen, S.A. in the issuance of corporate bonds for the amount of US$650 millionfor the financing of the expansion works of the airport, including the new South Terminal. Aeropuerto Internacional de Tocumen, S.A. is the Copa Airlines hub and has become one of the airports with the largest growth and passenger traffic at the regional level. The corporate bonds issuance was authorized by the Superintendence of the Securities Market and listed in the Panama Stock Exchange, and it is one of the most important issuances in recent years in the local market. The issuance is secured with incomes resulting from airport departure rate, under a guarantee trust with Scotiabank Panama.
  • Advisors within a multimillionaire factoring transaction with a foreign bank, so that the construction company responsible for the City of the Arts construction, which is fostered by the National Culture Institute may have the funds to carry out said work.
  • Legal counseling rendered to Aeropuerto Internacional de Tocumen, S.A., in the negotiation and entering into a syndicate bridge loan up to US$200 million, structured by Prival Bank (Panama).
  • Legal counseling to Grupo Carvajal of Colombia, one of the most important conglomerates in such country, for the sale of the companies Formas Eficientes, S. A. and Webforma de Panamá, S.A., engaged in the design, manufacture, commercialization and distribution of paper and security documents, checks, cards, among others; to a commercial group in the Republic  of Panama. 
  • Legal advisors of Empresa Nacional de Autopistas, S.A. (ENA) in the acquisition process of 100% of the capital stock of ICA Panamá, S.A., concessionaire of the autopista Corredor Sur, for the amount US$420 million. ENA is a 100% state-owned company
  • Legal advisors of Empresa Nacional de Autopistas, S.A. (ENA) and ENA Sur, S.A., in the process of securitization of revenues for the tolls of the autopista Corredor Sur, through the issuance of US$395 million in securities by ENA Sur Trust. The product of the placement of securities was used for the acquisition of the shares of ICA Panamá, S.A., property of Grupo Empresas ICA, a Mexican construction company with operations in America and Europe. The securities were issued by Regulation and Rule 114A of the US Securities Act of 1933 and were registered before the Securities Commission of Panama and Bolsa de Valores de Panama, S.A. (Stock Market of Panama)
  • Legal advisors of Factor Global Inc., subsidiary of Global Bank Corporation in a factoring syndicated transaction for US$84 million, entered into with a consortium composed by internationally renowned construction companies, successful bidder of the works concerning the Traffic Reorganization Plan of the Ministry of Public Works of Panama
  • Legal advisors in the acquisition of the insurance company American Life Insurance Company (ALICO) by Panamerican Life Insurance Company (PALIC). ALICO, was in the seventh position in the ranking of the insurance market, with a total premiums sold in the order of US$38,940,000.00 million and a market share of 5.11%, while Palic was located at the twentieth position with an amount of US$4,958,772.98 and a market share of 0.65%.
  • Legal advisors of Empresa Saltos de Francolí, S.A. in the Public Offering of Bonds up to US$11,000,000 million to finance the construction works of the Hydroelectric Plant Project Los Planetas 1. The Bonds issued by Saltos de Francolí, S.A. were registered before the Securities Commission of the Republic of Panama and the Bolsa de Valores de Panama, S.A.
  • Representatives of Inversiones Depar S.A. in the share purchase of the companies of the group Truly Nolen.
  • Legal advisors of Grupo Vical (Guatemalan Window Company) in the transaction by virtue of which the company acquired the shares of Vidrios Panameños S.A. (VIPASA).
  • Legal advisors of Industrias de Alimentos Zenú in the purchase of the shares of Blue Ribbon Products.
  • Legal advisors of Dell Inc.  (Dell Computers) regarding the establishment of a call center in Panama City, including the negotiation of the property lease contracts and licenses, likewise the structuring of vehicles that were used for the financing of the development.
  • Advisory services rendered in connection with a loan of $60 million dollars granted by International Finance Corporation (IFC World Bank) to Manzanillo International Terminal-Panamá S.A., for the construction and development of a container port in Colón.
  • Advisory services rendered to Overseas Private Investments Corporation (an agency of the US  Government), in some projects such as:
    • Loan to Desarrollo Río Pocora, S.A., in connection with the development of a coffee plantation.
    • Loan to the Chiriquí Land Co., for planting a kind of banana strain highly resistant to wind.
    • Loan to Astilleros Braswell, S.A. for the development of dry dock facilities in the Panama Canal region.
  • Legal advice to the International Finance Corporation (IFC) in connection with the financing being granted by said entity to Ingenieros Civiles Asociados (ICA), a Mexican Company that constructed the toll highway  known as Corredor Sur (South Corridor).
  • Legal Advice to the International Finance Corporation (IFC) in connection with the financing for the construction and operating of the transoceanic railroad linking the ports of Balboa in the Pacific and Cristobal in the Atlantic to Kansas City Railway.
  • Legal advisors of Corporación de Energía del Istmo Ltd., S.A. during the negotiations of the construction contracts of two hydroelectricity power plants, as well as during the negotiation and drafting of documentation for a US$81,000,000 syndicate loan for both plants. 
  • Legal Advisor in the sales process of Grupo Café Durán, main coffee producer and exporter company within the Republic of Panama.

 

We are at your disposal to advise you, please contact us at bd@icazalaw.com