Corporate and M&A

Advised:

• L Catterton in the acquisition of a significant minority equity participation in Crediclub. This transaction includes the successful representation of L Catterton, a leading private equity fund in the consumer sector, before COFECE to obtain antitrust clearance and before CNBV to obtain regulatory approvals. Closing of the transaction is subject to CNBV regulatory approvals.

• Grupo Casa Lumbre and its current shareholders in a capital investment made by different Mexican and foreign investors in an amount up to USD$75,000,000 through (i) the acquisition of certain investors of a significant minority equity participation in a holding company; and (ii) an Investment, Management and Business Activities Trust entered into by a Casa Lumbre entity, as General Partner, Banco Actinver, as trustee, and other investors, as Limited Partners. Casa Lumbre is a leading company in the spirits industry and the funds contributed to the holding company and the trust will be used by Grupo Casa Lumbre as investment in different spirits beverage projects and companies.

• One of the key Sofoms in Mexico and its existing shareholders (including an exit by a private equity fund) in the acquisition of the 70% of the Sofoms's capital stock by a foreign buyer.

• Cointer Concesiones Méxicoand Sociedad Michoacana de Constructores, on the sale of their joint participation in the capital stock of Michoacán Highway Concessionary. to Fibra Vía, an energy and infrastructure investment trust, controlled by Infrastructure Promoter and Operator.

• Beta Santa Mónica in the sale of their equity participation in Leche Bell, a leading dairy production, supply and bottling company in northern Mexico, to a subsidiary of Grupo Lala, one of the largest dairy companies in Latin America.

• Exitus Capital, in the acquisition of a 55% equity participation in CV Credit Inc. The deal also included a Shareholder loan from Exitus and the renewal and renegotiation of CV Credit's existing line of credits.

• Casa Lumbre, through one of its affiliates, in a joint venture with Leonard Albert Kravitz and Pernod Ricard for the distribution and commercialization of a Sotol Spirit.

• VMC Products and Distillates in a joint venture with E. &. J. Gallo Winery for the production and commercialization of a” ready-to-drink” derived from tequila under the “VMC” brand in the US and Canada.

• CL VMC Project (an affiliate of Casa Lumbre) in a joint venture with Saúl “Canelo” Álvarez (one of the biggest combat stars in the world) and his team to produce, distribute and sell a “ready-to-drink” derived from tequila under the “VMC” brand.

• Casa Montelobos, Mezcal Montelobos® producer and Licorera Ancho Reyes, Ancho Reyes® chili liquor producer, in the sale of their 100% capital stock in two tranches to Campari, a major spirit brand owner and distributor.

• Mezcal Ojo de Tigre and its existing shareholders (through a Mexican Control Trust incorporated for such purposes) in the acquisition by Pernod Ricard Méxicoof a 40% equity participation in Mezcal Ojo de Tigre, through a capital increase and purchase of shares of the existing shareholders.

• Casa Lumbre, through Mezcal Contraluz, in its participation in a joint venture company (Backlit Investments Corp.) with Juan Luis Londoño Arias (aka Maluma), for the distribution and commercialization of a Mezcal spirit, through a Mexican subsidiary incorporated for such purposes (Contraluz Cristalino).

• Licores y Distillados Gran Malo, producer and distributor of Licor Gran Malo, and its existing shareholders in the acquisition by Productos Finos de Agave, of a minority stake in the Company.

• Casa Lumbre in the elaboration and negotiation of an Option Agreement and other ancillary documents for the construction, operation and sale of a Mezcal production facility for Del Maguey Brand in Atlixco, Puebla.

• In the incorporation of CL SP Fund II as a Mexican Trust (FICAP) with Banco Actinver, as trustee, Casa Lumbre, as General Partner, and different investors, as Limited Partner. The deal also included a capital raise from different limited partners of approximately US$30 million from different Mexican and foreign investors. The funds contributed to the Fund will be used by the General Partners as investment in different spirits projects and companies.

• Casa Lumbre in the joint venture with youtuber “@LuisitoComunica”, Bodegas La Negrita, celebrity agents and other minority investors, to produce and distribute a spicy tamarind tequila liquor.

• Casa Lumbre in the joint venture with negotiation of an Option Agreement and other anciallary documents for the construction, operation and sale of a Mezcal production facility for Del Maguey Brand in Atlixco, Puebla.

• Mezcales Artesanales Casa Lumbre in several Agave Supply Agreements and Production and Co-Packing Agreements for third party spirits brands in Mexico.

• Abasolo Distillery and Winery and its existing shareholders in the acquisition by Pernod Ricard Méxicoof a 49% equity participation in Abasolo. The transaction also included the negotiation and execution of the documents applicable to the joint venture between Pernod Ricard and Abasolo's original shareholders.
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Banking & FinanceAdvised:
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• Goldman Sachs in a whole loan purchase with Red Amigo Dal (Confío). Value: USD 50 million.

• Victory Park Capital in a senior secured loan granted to MCN Investments, the holding company of Tuhabi's business in Mexico. Value: USD 30 million.

• HSBC Mexico and BX+ in a club deal financing granted to Stereorey Mexico. The facility is secured with a guaranty trust over real estate. Funds shall be used by borrower for payment of existing debt, and internal reorganization (acquisition of a subsidiary). Value: MXN 570 million.

• Victory Park Capital in a structured finance transaction with Covalto. Value: USD 30 million.

• Goldman Sachs International Bank in a secured loan granted to NuBN Servicios Mexico, as borrower and other affiliates as guarantors. The credit agreement is governed under New York law and includes Mexican promissory notes. Value: USD 25 million.

• Goldman Sachs Bank USA as administrative agent and arranger in a structured finance warehouse facility to Mercado Lending (Credit Market). Mercado Crédito is a FinTech unit of MercadoLibre that offers credit to clients of its parent company, as well as to customers using its online payment platform, Mercado Pago. Value: USD 125 million.

• Goldman Sachs Bank USA as administrative agent in a structured finance warehouse facility to Red Amigo DAL, (Konfio), a Mexican financial services platform for small and medium enterprises. Value: USD 50 million.

• Scotiabank, as lender, in a senior loan granted to MXT Tucan Towers. The funds will be used for the acquisition by the borrower of telecommunication towers in Mexico. Value: MXN 400 million.

• Scotiabank in an unsecured corporate loan granted to Corporate Factoring, for the acquisition of certain assets and corporate interest. Corporate Factoring is a key financial player in the factoring sector in Mexico.

• HSBC Mexico and other lenders in a club deal for the financing of Grupo Charly, a sportswear and manufacturing company sneakers. Value: MXN 1.6 million.

• HSBC Mexico, as the lender, and DISH, as the borrower (through its subsidiary, Comercializadora de Frecuencia Satelitales) in a loan agreement whereby the lender granted up to US 24 million loan in favor of the borrower.

• Alloy, a mezzanine lender, in an unsecured credit facility granted to Alpha Credit Capital, a consumer credit and SMEs financing company.