Nader Hayaux & Goebel

Chairman: Hans Goebel

Number of partners: 18

Of counsels :3

Number of other lawyers: 41

Languages: English, French, Spanish

Firm Overview:

Nader, Hayaux & Goebel (NHG) is a market leader in mergers and acquisitions, banking and finance, securities and capital markets, structured finance, telecom, tax, insurance and reinsurance, project finance, real estate, ESG, environmental, energy and infrastructure, restructurings and workouts, real estate, government procurement and antitrust. NHG is formed by eighteen partners and more than thirty five associates, and constitutes one of the largest groups of corporate finance experts in the Mexican market.

The firm has participated in many of the largest and most challenging M&A and finance transactions in Mexico, including capital markets and private equity transactions, leveraged buyouts, syndicated loans, PPPs, project financings, leasings and transactions in the insurance sector. The Firm advises clients on regulatory and government procurements matters. The Firm represents leading local and international corporations and financial institutions, as well as Mexican and foreign governments and their agencies. The Firm is also the only Mexican law firm with an office in London — enjoying excellent working relationships with law firms in all major cities around the world.

Main Areas of Practice:

Banking & Finance:

The banking and finance practice is one of the largest groups of attorneys in Mexico dedicated to banking and finance matters. Throughout over 30 years of existence, the practice has earned recognition for its depth, creativity and handling of financial structures. The banking and finance practice provides a full range of services, covering commercial lending, syndicated lending, project finance, ESG financing, structured finance, debt restructuring, asset-backed credit facilities, acquisition facilities, export finance and others. The practice has played a prominent role in all sectors of the banking and finance industry. Sectors include capital markets, securitisation, structured finance, equity offerings, equity funds, leveraged buyouts, insurance, leasing, corporate lending, real estate finance, workouts, insolvencies and restructurings, regulatory and transactional matters, among others.

M&A:

The Firm’s mergers and acquisitions practice represents Mexican and foreign clients in all aspects of M&A transactions, including, joint ventures, strategic alliances, spin-offs, stock and asset purchases, takeovers, shareholders’ disputes, reorganisations and restructurings, regulatory matters, antitrust and foreign investment regulations. The practice has taken private a number of public companies, having unique expertise in mergers and spin-offs of financial institutions. The Firm has a special focus on corporate and M&A advice for publicly traded companies and regulated entities, including financial, infrastructure, telecomm and real estate companies.

Real Estate:

The Firm’s real estate practice is highly diverse. Work includes advice to parties in all types of transactions including:

■ Financings of real estate projects

■ Development, construction and marketing of office buildings, shopping centers, hotels and other commercial, tourism, industrial and residential projects

■ Structuring and creation of domestic and international funds both private and publicly traded, including real estate CKDs and Fibras

■ Issuance of debentures and securitisation of mortgage backed securities and rental payments

■ Structuring and implementation of time-share and fractional ownership systems

■ Acquisitions, sales and sale-lease backs

■ Joint ventures

■ Private and public offerings of securities representing a real estate interest

Insurance & Reinsurance:

The Firm’s insurance and reinsurance practice advises and represents the leading global insurance and reinsurance companies on Mexican and Latin American related matters. The Firm is a leader in advising clients on the functional aspects of insurance operations, as well as on regulatory and transactional matters, and is experienced in dealing with administrative authorities.

Structured Finance:

The Firm’s structured finance practice has broad experience in securitisations of both existing assets and future flows with respect to a diversified base of underlying assets. This includes credit card receivables, tollroads, governmental fees, mortgage loans, car loans, retail, consumer, export, maritime freight and airfare receivables, mortgage and construction loans, PPP payments and equipment and real estate rental streams.

Capital Markets:

NHG’s capital markets practice comprises specialists who regularly participate in a wide variety of international and domestic public and private offerings of debt and equity securities and in tender offers, advising issuers, investors, broker dealers, credit enhancers and underwriters. NHG has participated in every legal aspect of the issuance of securities and debt instruments, including Fibras, CKDs and other structured instruments. It also provides advice to clients on the periodic reporting requirements of the Mexican securities market law and on disclosure matters, insider trading issues and enforcement matters.

Restructuring & Insolvency:

NHG’s workouts and insolvency practice has advised secured and unsecured lenders in over USD$20 billion of restructurings and workouts. The Firm is involved in every aspect of restructurings and workouts including strategic positioning and strategic alliances, structuring, coordination and litigation, asset divestitures, leveraged buyouts, debt repurchases, debt swaps, debt-to-equity swaps and refinancing through means ranging from take-out lenders, private equity and public offerings. The practice has represented banks including bank syndicates, investment funds, hedge funds and other financial institutions, bondholders and creditors’ committees, and has seldom represented debtors.

Energy & Infrastructure:

The infrastructure and energy practice has worked on a large variety of transactions in the energy and infrastructure sectors, including in the development and implementation of public private partnerships, Pemex & CFE related transactions, project finance, toll road financings and constructions, airports transactions, energy related funds and financings and in other infrastructure industries.

Telecom:

NHG has an impressive track record handling sophisticated and complex transactions in the telecom sector, including in regulatory and compliance matters, as well as in corporate, mergers, acquisitions, divestitures and financing in the broadcasting, satellite and mobile carrier industries, among others.

Tax:

The Firm’s tax practice has solid experience in providing advice to public and private companies in connection with federal taxation matters in Mexico, and in respect of a wide array of international taxation issues. NHG regularly advises clients in connection with tax implications arising in Mexico in regard to their day-to-day operations, mergers and acquisitions, in capital markets transactions, equity funds, and cross-border transactions.

Antitrust:

The Firm’s antitrust practice consists of a highly experienced team offering a wide range of services, from general antitrust consulting to merger control proceedings, investigations into monopolistic practices and proceedings, antitrust compliance consulting, advice on bidding and market conditions.