Alemán, Cordero, Galindo & Lee

Alemán, Cordero, Galindo & Lee

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BAC and Multibank Complete Merger by Absorption in Panama

Alcogal acted as Panamanian legal counsel to BAC International Bank, Inc. in its merger by absorption with Multibank, Inc., whose operational integration was completed on June 9, from which date both entities operate as a single institution under the BAC brand. The firm advised BAC from start to finish on the largest banking sector transaction in Panama in more than a decade: from the corporate structure of the merger and its authorization by the Superintendency of Banks of Panama, to the contractual, capital markets, insurance, tax and antitrust aspects of the integration. The transaction consolidates BAC as the second-largest bank in Panama’s financial system by assets and loan portfolio, and makes Panama Grupo BAC’s main market in the region. Alcogal’s team was led by partners Rafael Marquinez and Patricia Cordero. The operation represents a relevant milestone for Panama’s banking center.

Alcogal participated in the structuring of a USD 2 billion financing to Grupo Nutresa. Alemán, Cordero, Galindo & Lee (Alcogal) advised on the structuring of the financings for Grupo Nutresa in Colombia, a transaction valued at USD 2 billion.

April 2025. Grupo Nutresa is one of the leading conglomerates in the food sector in Latin America, with operations in more than 14 countries and a presence in more than 80 markets. This transaction involved partners Arturo Gerbaud and Patricia Cordero, associate Rafael Amar, and junior associate Lilah Levin.

Aurora SM Ventures Places US$55 Million Corporate Bond Issuance

Alcogal acted as Panamanian legal counsel to Aurora SM Ventures, Corp. in the placement of its US$55 million corporate bond issuance, registered with the Superintendency of the Securities Market of Panama and listed on the Latin American Stock Exchange (Latinex). In this transaction, Aurora SM Ventures, Corp. acted as issuer and Multibank, Inc. acted as structuring agent. The issuance will support the development of Panama’s real estate sector by financing the project to be developed by Aurora through this financing structure. The legal work was led by partner Rafael Marquinez, together with Lilah Levin, junior associate, and Lia Díaz, legal assistant, who supported the different stages of the transaction. Rafael Marquínez also participated in the Bell Ringing Ceremony at Latinex in connection with this milestone for Panama’s securities market. The transaction reflects the firm’s continued participation in matters relevant to the development of Panama’s capital markets.

Alcogal participates in a historic financial transaction that consolidates BAC as a regional benchmark.

July 2025. Alemán, Cordero, Galindo & Lee (Alcogal) provided comprehensive advice to BAC International Bank, Inc. in the closing of a USD 500 million international syndicated financing, the most significant in its category in the history of Panamanian banking. The transaction, structured with the participation of SMBC, JPMorgan, and Wells Fargo, reaffirms the global market's confidence in BAC's strength and the economic dynamism of Central America. Alcogal's legal team, led by our partners Patricia Cordero and Rafael Marquinez, strategically accompanied BAC throughout the process, providing key advice in the structuring and legal execution of the transaction, which not only strengthens the bank's financial position but also contributes to the growth of strategic sectors in the region.

Alcogal advised CPKC and Lanco/Mi-Jack in the sale of PCRC to APM Terminals.

Abril 2025. Alemán Cordero, Galindo & Lee (Alcogal) has had the pleasure of participating as advisors to CPKC and Lanco Group/Mi-Jack in the sale of Panama Canal Railway Company to APM Terminals. Since the beginning of the concession in 1998, we have accompanied the company, advising them on all their legal needs, which is a testament to our commitment and dedication. We congratulate Panama Canal Railway for its contribution to Panama's logistics development and APM Terminals, a leading global company that we are sure will play a key role in consolidating Panama as one of the world's great logistics centers. We thank our partners Alejandro Ferrer, Jaime Castillo, Jorge Federico Lee, Raúl Borrell Azcárraga A., and Rita de la Guardia, as well as associates Diego Anguizola, Rafael Amar, and Victoria Castro, for their effort and collaboration in this process.

Alcogal advised Grupo Promerica on an innovative and complex transaction with Grupo Assa

June 2024 Alemán Cordero Galindo & Lee (Alcogal) advised Grupo Promerica on an innovative and complex transaction with Grupo Assa, two of the leading financial groups in Central America, both based in Panama. This operation was structured through a series of corporate phases at various levels, with the aim of grouping, under one shareholder, the Nicaraguan entities Banco de la Producción, S.A. (BANPRO) and Banco de Finanzas, S.A. (BDF), which will continue to operate under their respective brands and banking licenses. Alcogal's advice in this transaction was led by partners Arturo Gerbaud and Rafael Amar, who contributed their vast experience and knowledge to ensure the success of this complex operation.  

Alcogal advises IDB Invest as anchor investor in Banistmo S.A.'s USD 100 million sustainable bond issue.

Alcogal acted as the Panamanian legal advisor to IDB Invest in its role as an anchor investor in the issuance of sustainable bonds by Banistmo S.A., for a total amount of US$100 million. This transaction, which involves the subscription of IDB Invest bonds on the Panamanian public securities market, aims to expand access to credit for women-led SMEs and support projects focused on climate resilience and adaptation.    

Consortium HPH Joint Venture Advances Tunnel Financing for Panama Metro Line 3

Alcogal advised Consortium HPH Joint Venture —formed by Hyundai Engineering & Construction Co., Ltd., POSCO E&C and Hyundai Engineering Co. Ltd.— in connection with the financing of the tunnel for Line 3 of the Panama Metro. This project is strategic for the country’s public transportation network and required sophisticated financial solutions for its construction and long-term operation. The transaction is part of an approximately US$1.6 billion financing structure. Alcogal’s team included Arturo Gerbaud, Rita de la Guardia, Patricia Cordero, Rafael Amar, Lilah Levin and Victoria Castro. The operation evidences the firm’s experience in structuring complex infrastructure financings, coordinating multiple stakeholders and jurisdictions.

Alcogal is acting as legal advisor to The Bank of Nova Scotia in the transaction involving the transfer of its banking operations in Colombia, Costa Rica, and Panama to Banco Davivienda.

Jan 2025. Alemán, Cordero, Galindo & Lee (Alcogal) is acting as legal advisor to The Bank of Nova Scotia in the recent transaction involving the transfer of its banking operations in Colombia, Costa Rica, and Panama to Banco Davivienda. The transaction is expected to be completed in approximately 12 months. As part of the transaction, Scotiabank will receive approximately 20% interest in the new combined entity. The integration will strengthen Banco Davivienda, increasing its total assets to around $60 billion and improving its position in the Latin American market. This comprehensive service has been led by partners Arturo Gerbaud and Rita de la Guardia, with the valuable support of associate Rafael Amar and the outstanding participation of partner Jorge Federico Lee, associate Leopoldo Padilla, and junior associate Victoria Castro. This agreement represents a significant milestone in the regional banking landscape and underscores Alcogal's commitment to excellence in legal and financial advice.

The Bank of Nova Scotia Completes Regional Integration with Banco Davivienda

Alcogal advised The Bank of Nova Scotia in the closing of the integration of its operations in Colombia, Costa Rica and Panama with Banco Davivienda. The transaction required a strategic approach and the involvement of a multidisciplinary Alcogal team. The integration will significantly strengthen Banco Davivienda’s regional presence, increasing its total assets to approximately US$60 billion and consolidating its position in the Latin American banking market. The firm advised on all Panamanian legal aspects of the transaction, including contractual, banking, regulatory, labor and corporate approval matters. The transaction was led by partners Arturo Gerbaud, Rita de la Guardia and Jorge Federico Lee, with the support of associates Rafael Amar, Leopoldo Padilla, Lilah Levin and Victoria Castro. The operation represents a relevant milestone for both institutions and for the regional financial sector.

Alcogal advises BAC International Bank Inc. on the financing that allowed Grupo SigmaQ to acquire Visual Elements

With the leadership of Rita de la Guardia and the support of associates Rafael Amar and Lilah Levin, Alemán, Cordero, Galindo & Lee (Alcogal) advised BAC International Bank Inc.in the financing that allowed Grupo SigmaQ to acquire Visual Elements. This acquisition strengthens SigmaQ's portfolio, a company with extensive experience in packaging and visual merchandising solutions, by adding Visual Elements' innovation and expertise in the design of furniture for retail stores.  

Alcogal advised Thales on the sale of it’s Ground Transportation Systems Business

June 2024. Alemán Cordero Galindo & Lee (Alcogal) played an important role in advising Thales on the recent sale of its Ground Transportation Systems business. Diego Anguizola, Alcogal's associate, expertly managed the transaction. With about 9,000 employees, Ground Transportation Systems is a global leader in rail signaling and train control systems, telecommunications and supervision systems, and fare collection solutions.  

Alcogal participated in the first Public-Private Partnership (PPP) of Panama as Advisor to Intervial Chile S.A.

July 2024. Alemána Cordero Galindo & Lee (Alcogal) was the firm that advised Intervial Chile S.A., the company that carried out the first Public-Private Partnership in the country. The project will be responsible for rehabilitating, improving, and maintaining the Pan-American Highway, with an extension of 246 kilometers, and seeks to benefit about 145,000 people, significantly improving connectivity in the country. This transaction was led by our partners Alejandro Ferrer, Raúl Borrell Azcárraga and Jaime Castillo.  

Alcogal advises Global Bank in connection with a $50 million loan.

March 2024. Alcogal acted as local counsel to Global Bank in connection with a loan for an amount of up to US$50 million dollars granted by the Japan International Cooperation Agency (JICA). This transaction marks JICA's first foray into investment financing in Panama's private sector. Proceeds of this loan will strengthen Global Bank Corporation’s portfolio financing provided to Micro, Small, and Medium Companies and promote the closing of the existing gender breach in Panama. The successful negotiation and structuring of this deal were proficiently managed, from the Panamanian legal perspective, by Alcogal's team, led by partners Patricia Cordero and Rafael Marquínez  

Panama Commercial Properties Debuts in Capital Markets with Bond Issuance for Up to US$75 Million

Alcogal advised Panama Commercial Properties, S.A. on its debut in the local capital markets through a corporate bond issuance for up to US$75 million, authorized by the Superintendency of the Securities Market through Resolution SMV-10-26 dated January 12, 2026, and listed on the Latin American Stock Exchange (Latinex). With more than a decade of experience in Panama’s commercial real estate sector, the company has a diversified portfolio of shopping centers, food courts and office buildings in strategic locations across the country. The issuance includes a structure with senior and subordinated tranches, in which the senior bonds are secured by a guarantee trust over commercial real estate assets. Insignia Financial, Corp. and Banco General, S.A. participated as structuring agent and paying, registry and transfer agent, respectively. The advisory team was led by partner Rafael Marquinez, together with associates Rafael Amar and Lilah Levin and legal assistant Lia Díaz.

Alicorp Acquires Flora Food Group’s Spreads Business in Regional Transaction

Alcogal acted as Panamanian local counsel to Alicorp in the acquisition of Flora Food Group’s Spreads business, as part of a multijurisdictional transaction across Latin America and the Caribbean. The team provided comprehensive Panamanian law advice at every stage of the transaction, from due diligence through signing. Team in charge: Rafael Marquinez, Patricia Cordero, Rafael Amar, Maria Krienert, Lilah Levin and Ingrid Alicia Lee.

Grupo Cibest Agrees Sale of Banistmo to Inversiones Cuscatlán Centroamérica

Alcogal acted as legal counsel to Grupo Cibest S.A. in connection with the execution of the share purchase agreement for the sale of 100% of the shares of Banistmo, S.A., one of Panama’s most relevant financial institutions. The transaction was agreed with Inversiones Cuscatlán Centroamérica S.A., a financial group with a strong regional presence and participation in banking and insurance businesses in Panama, El Salvador, Guatemala, Honduras and Colombia. The transaction perimeter includes Banistmo and all of its subsidiaries. Closing of the transaction is subject to the satisfaction of customary conditions precedent for this type of transaction and to obtaining the relevant regulatory approvals. The transaction was led by partners Arturo Gerbaud, Rafael Marquinez and Patricia Cordero, who provided comprehensive advice throughout the process. The operation reflects Alcogal’s experience in highly complex and large-scale transactions in the financial and corporate sectors across the region.

Alcogal advises BBVA Colombia on obtaining its International Banking Licence in Panama

Alcogal advised BBVA Colombia on the process of obtaining its International Banking License from the Superintendency of Banks of Panama (SBP). Our firm provided legal advice, successfully incorporating BBVA Colombia into Panama's prestigious International Banking Center. This milestone not only marks a strategic step for BBVA Colombia in its expansion but also reaffirms Panama as a key and robust jurisdiction for financial operations at the regional level. The attorneys involved were Alcogal’s managing partner Arturo Gerbaud and partners Rita de la Guardia and Rafael Marquínez.

Mobiliare LatAm Completes Inaugural US$500 Million Senior Notes Issuance

Alcogal advised BofA Securities and J.P. Morgan in connection with Mobiliare LatAm’s inaugural US$500 million senior notes issuance, due 2032, conducted pursuant to Rule 144A/Regulation S and backed by its main regional operations. The team, led by Arturo Gerbaud, together with partners Rafael Marquinez and Rita de la Guardia, and supported by associates Rafael Amar and Lilah Levin, provided comprehensive Panamanian law advice in a transaction that stands as the largest issuance by a Latin American real estate C-Corp in more than a decade.

Alcogal acted as legal advisor for the corporate securities issue of Banco Ficohsa (Panama) S.A. and accompanied it at the bell-ringing ceremony at Latinex.

Alcogal advised Banco Ficohsa (Panama), S.A. on the registration of its Revolving Corporate Securities Programme for up to US$30,000,000.00, structured by Global Bank Corporation. The transaction involved the participation of our partner Rafael Marquínez Marquínez, together with associate Lilah Levin, reaffirming the firm's commitment to legal excellence in the Panamanian capital market. With this support, Alcogal strengthens its role in operations that contribute to the growth of the securities market and the development of the region's financial system.  

Alcogal represents Banistmo S.A. as structurer and underwriter in the registration with the Superintendence of the Securities Market of Panama of a Revolving Program of Corporate Bonds of Supermercados Xtra

Banistmo S.A. acted as structurer and underwriter in the registration with the Superintendence of the Securities Market of Panama of a Revolving Program of Corporate Bonds of Supermercados Xtra, S.A., with an amount of up to US$300 million. The first US$110 million series has been successfully listed on the Latin American Stock Exchange. This transaction was led by our partner Rafael Marquinez, together with associates Rafael Amar and Lilah Levin.  

BAC Completes Acquisition of Multi Financial Group and Multibank

BAC International Corporation completed the acquisition of 99.569068% of Multi Financial Group, Inc., the holding company of Multibank, consolidating one of the most significant transactions in Panama’s financial market. Alcogal acted as Panamanian legal counsel, providing comprehensive advice on the structuring, negotiation and closing of the transaction, as well as on its corporate, banking and regulatory aspects. The transaction received all required regulatory approvals. The firm assembled a multidisciplinary team led by partners Rafael Marquinez and Patricia Cordero, covering the main aspects of the transaction.

Desarrollos Comerciales Registers Corporate Bond Issuance for Up to US$104 Million

Alcogal advised on the structuring, registration and listing of Desarrollos Comerciales, S.A.’s corporate bond issuance for up to US$104 million, registered with the Superintendency of the Securities Market of Panama and listed on the Latin American Stock Exchange. This issuance represents one of the most significant transactions in Panama’s capital markets so far this year and reaffirms investors’ confidence in the country’s commercial real estate sector, as well as in the capacity of the local securities market to serve as a competitive financing platform. Banco General, S.A. acted as structuring bank for the issuance. Alcogal’s legal team was led by partner Rafael Marquinez, with the support of associates Lilah Levin and Rafael Amar. The operation constitutes a relevant transaction for Panama’s capital markets and commercial real estate sector.

ENSA Registers Rotative Corporate Securities Program for Up to US$300 Million

Alcogal acted as Panamanian legal counsel to Elektra Noreste, S.A. (ENSA) in the registration with the Superintendency of the Securities Market of Panama of its Rotative Corporate Securities Program for an amount of up to US$300,000,000.00, listed on the Latin American Stock Exchange (Latinex). The Program, with a ten-year term, provides for the issuance in multiple series of Corporate Bonds and Commercial Paper. The net proceeds from the first series placed will be used primarily to finance the expansion, modernization and maintenance of the issuer’s electricity distribution network. The transaction was led by partner Rafael Marquinez.

Alcogal acted as Panamanian legal counsel to Bank of America Securities, JP Morgan Securities, and Jeffries in Bladex's first international AT1 bond issue for USD 200 million.

We acted as Panamanian legal advisors in Bladex's first international AT1 bond issue, which reached US$200 million and was widely welcomed by international investors. The transaction was led by Bank of America Securities and J.P. Morgan Securities, LLC as lead coordinators, with Jefferies as co-manager. The attorneys involved in this transaction were Arturo Gerbaud, Rita de la Guardia, and Rafael Marquínez.

Alcogal: 40 Years Looking Toward the Future

Panama City,  2025 – Forty years ago, Jaime Alemán had a clear vision: to build a law firm that would redefine excellence in the practice of law in Panama. To bring this vision to life, he gathered a team of strategic partners who shared his commitment to integrity, quality, and trust in legal service. Together, they founded Alemán, Cordero, Galindo & Lee (Alcogal), laying the foundation for a firm that would go on to become one of the most prestigious in the country. What began as a dream has become a benchmark law firm in Panama and the region. Today, with over 200 team members, Alcogal has witnessed and played an active role in the evolution of the country’s business and financial landscape, providing key legal counsel in some of the most significant projects across sectors such as banking, infrastructure, and commerce. “When I founded Alcogal, my goal was to create a firm that would deliver the highest quality legal services, with a focus on excellence and integrity. I’m proud to see that, after 40 years, we remain a reference point in the legal profession,” said Jaime Alemán, founding partner of Alcogal. From its earliest days, the firm has upheld a core principle: trust is the foundation of every legal relationship. For Arturo Gerbaud, managing partner at Alcogal, that trust has been central to the firm’s growth: “Over these 40 years, we’ve built a reputation based on the quality of our work and our commitment to our clients. That will continue to guide us in the years ahead.” 40 Years Supporting Panama’s Development Alcogal’s growth has gone hand in hand with Panama’s economic development. Since the 1990s, the firm has participated in some of the country’s most iconic transactions, helping drive its modernization. In 1997, Alcogal advised Cable & Wireless on the acquisition of 49% of INTEL’s shares—now Cable & Wireless Panama S.A.—marking a milestone in the privatization of the telecommunications sector. A year later, the firm represented Kansas City Southern Railroad in the privatization of the Panama Railway, facilitating its transformation into a key logistics corridor for global trade. In the port sector, Alcogal advised Evergreen on the concession of a port in Colón, strengthening the country’s maritime infrastructure. One of the most significant milestones in which Alcogal played a key role was the expansion of the Panama Canal. In 2006, the firm represented Grupo Unidos por el Canal in the USD 3.2 billion contract for the construction of the third set of locks—an undertaking that established Panama as a world-class maritime transit hub. The financial sector has also been central to Alcogal’s track record. Over the years, the firm has advised—and continues to advise—many of Panama’s leading banks and regional institutions, including Banco General, Banistmo, The Bank of Nova Scotia, BAC, Multibank, Caja de Ahorros, Davivienda, Bancolombia, Citibank, and Global Bank, supporting them in strategic financing and regulatory transactions. In infrastructure, Alcogal participated in the USD 1.855 billion bond issuance for Tocumen International Airport—the largest in the country’s history—ensuring the expansion of the region’s main air hub. The firm has also been a strategic partner in the development of the Panama Pacifico Special Economic Area, advising London & Regional on a project that has surpassed USD 1 billion in investment and continues to attract international companies and talent to Panama. For Rafael Marquínez, partner at Alcogal, the firm’s role in these milestones underscores its forward-looking commitment: “We’ve stood by our clients during the most important moments in Panama’s economic history, and we remain committed to providing them with the best legal counsel.” Commitment to the Future With four decades of experience, Alcogal continues to evolve alongside its clients and prepare for the changes and opportunities that will shape the years to come. The pillars of its legacy remain firmly in place: ✔ A commitment to excellence, delivering top-tier legal services. ✔ A presence in key milestones, advising on projects that have driven Panama’s development. ✔ Talent and vision, investing in the growth and training of its attorneys to continue offering high-impact strategic counsel. For 40 years, Alcogal has looked toward the future, contributing through expert legal counsel and strategic insight to the growth of key sectors in Panama. Today, the firm continues to look ahead with the same commitment—growing with its clients and preparing for the challenges and opportunities that will define the decades to come. About Alcogal Alcogal is a leading law firm in Panama, specializing in corporate, financial, and regulatory law. With a four-decade track record, the firm remains committed to providing outstanding legal counsel to both local and international clients.
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