• General counsel for Gruma´s United States operations (Mission Foods and Azteca Milling) and Europe operations (UK, Netherlands, Italy, Turkey, Ukraine and Russia).
• With 28 manufacturing facilities Gruma U.S. and Europe is the largest division of the Gruma Group accounting for 42% of sales.
Securities and M&A Practice
• Actively participated in Gruma’s team tasked to repurchase Archer Daniels Midland´s US$450 million direct and indirect stake in GRUMA and certain of GRUMA’s subsidiaries, through the exercise of a purchase option pursuant to certain rights of first refusal, financed through short-term unsecured loan facilities. Gruma´s most complex acquisiton to such date.
• Responsible for coordinating, drafting and filing of annual and event-driven reports (Form 20-F, Form 6-K, Informe Anual, Código de Mejores Prácticas Corporativas) filed with the relevant U.S., Mexican, and Luxembourg securities authorities.
• Research complex corporate, securities and corporate governance questions and issues in the U.S. and Mexico, assuring Gruma’s full compliance with existing regulations and reporting obligations.
Asia & Oceania Practice
• Served as head counsel for Gruma’s Asia & Oceania Division (China, Hong Kong, Malaysia, Singapore and Australia).
• Developed the legal framework for Gruma’s Asia & Oceania independent distribution model for retail customers in China, Philippines, Malaysia, Indonesia and Singapore.
• Provided legal support in daily operations, set up corporations and special vehicles, developed legal strategies, and interpreted, negotiated, structured and documented complex commercial transactions.
• Coordinated international off-counsels in each of the countries where Gruma operates, assuring full compliance with general regulatory matters including immigration, labor, foreign investment, foreign trade, corporate, and intellectual property issues.
• U.S.$400 million offering of 18 year senior notes by Homex Group.
• U.S.$800 million CBFI offering by Fibra Uno (REIT).
• U.S.$35 million syndicated loan with the IFC by URBI.
• Assisted foreign private issuers with the preparation of their 20F annual filing with the SEC.
• Complex securities regulations research.
• U.S.$1.2 billion liquefied natural gas tender offer to the Argentine Government by Excelerate Enery.
• Corporate restructuring of a joint venture wind farm project in Baja California.
Securities and M&A Practice
• US$200 million rights offering in México (2008) and a US$110 million global equity offering (2006).
• Acquisition of two tortilla operations in Australia, a flat bread operation in Malaysia, and two milling operations in Germany and Ukraine.
• Coordination, drafting and filing of annual and event-driven reports (Form 20-F, Form 6-K, Informe Anual, Código de Mejores Prácticas Corporativas) filed with the relevant U.S., Mexican, and Luxembourg securities authorities.
• Research of complex corporate, securities and corporate governance questions and issues, assuring Gruma’s full compliance with existing regulations and reporting obligations.
Financial Practice
• Actively participated in Gruma’s team tasked with restructuring over US$1.2 billion of Gruma’s financial liabilities (LatinLawyer 2010 Restructuring of the Year).
• Reviewed, negotiated and enforced financial transactions (borrowed money, financial leases, reportos, guarantees, trusts, derivative transactions, equity and debt offerings), and other agreements of international nature.
Asia & Oceania Practice
• Served as head counsel for Gruma’s Asia & Oceania Division (China, Malaysia and Australia).
• Provided legal support in daily operations, set up corporations and special vehicles, developed legal strategies, and interpreted, negotiated, structured and documented commercial transactions.
• Coordinated international off-counsels in each of the countries where Gruma operates, assuring full compliance with general regulatory matters including immigration, labor, foreign investment, foreign trade, corporate, and intellectual property issues.
• Assisting in reviewing annual and event-driven reports (Form 20-F, Form 6-K, Informe Anual, Código de Mejores Prácticas Corporativas) to be filed with the relevant U.S. and Mexican securities authorities.
• Coordinating international off-counsels for the setting up and incorporation of enterprises in China and Australia.
• In depth research regarding the legal implications surrounding the enactment of the New Mexican Securities Law, proposed the required amendments to Gruma’s incorporation documents and corporate governance structure, prepared extensive reports in this subject for Gruma’s Board of Directors, and drafted Gruma’s existing Bylaws in accordance to the requirements of this new securities regulation.
• In-depth research regarding antitrust litigation issues.
• Handling business immigration matters.
• Preparing and filing foreign investment reports.
• Incorporating and drafting of corporate documents, capital increases and powers of attorneys for Mexican corporations.
• Maintaining corporate books and records.
• Registration of trademarks, and translating legal documents (English-Spanish, Spanish-English).