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Nader, Hayaux y Goebel, SC

TORRE ARCOS, PASSEO DE LOS TAMARINDOS 400 B, 7TH FLOOR COL. BOSQUES DE LAS LOMAS, MEXICO, D.F. 05120, MEXICO
Tel:
Work +52 55 4170 3000
Email:
Web:
www.nhg.com.mx
London, Mexico City

Gunter Schwandt

Tel:
Work +(52 55) 4170 3052
Email:
Web:
www.nhg.com.mx
Nader, Hayaux y Goebel, SC

Work Department

Gunter specializes in capital markets, mergers & acquisitions, structured finance, secured transactions, cross-border lending and real estate finance.

Position

Gunter is an expert in highly complex public issuances and securitizations and has developed in-depth expertise in CKDs (development capital certificates) and FIBRAs (the Mexican equivalent of a U.S. Reit) advising sponsors and underwriters alike. To date he has advised the sponsor in the structuring and launch of a total of seven CKD funds placed in the Mexican Stock Market, focused on the real estate industry and the energy and infrastructure sectors as well as on four FIBRA transactions, focused on the retail and hotel industries. On the corporate M&A side, Gunter advised MetLife in the sale of its Mexican pension fund business to Principal Financial Group and Pemex in the sale of its 50% stake in Gasoductos de Chihuahua to IEnova for US$1.325 billion. Gunter also advised Grupo Salinas in its joint venture with Televisa in Iusacell, the later unwinding of such joint venture and the ultimate sale of Iusacell to AT&T for US$2.5 billion, which constitute a major milestone for the Mexican telecoms sector as it signified the entry of one of the major global telecoms operators in the Mexican market following the recent Mexican telecoms reform.

Gunter has strong international experience and speaks fluent English. He is regularly involved in cross-border transactions, usually advising foreign entities including banks, financial institutions, insurance companies and global real estate investors.

Career

Admitted to practice in Mexico in 2000. Gunter spent a year working at international law firm Mayer Brown LLP in Chicago as a foreign associate (2006). Gunter has been a partner of the firm since 2011.

Languages

English and Spanish.

Education

Attorney (with honors) from Universidad Iberoamericana 1999. LL.M. (with honors) from Northwestern University School of Law and a Certificate in Business Administration from the Kellogg School of Management 2002


Mexico

Banking and finance

Within: Banking and finance

Nader, Hayaux y Goebel, SC fields a ‘very good’ banking and finance practice whose strength is based not only on its experience in mid- and high-end sophisticated and complex transactions, but also as a result of the fact that many members of the 31-strong team have been working together for over two decades. The practice covers the full range of banking and finance matters, including complex securitisations and structured finance, equity placements, equity funds and leveraged buyouts, leasing, corporate lending, real estate finance and project finance, traditionally advising banks, although occasionally also representing borrowers. Recent work involved numerous structured credits in the corporate, infrastructure and real estate sectors, including advising Citibanamex, Citibank and Citigroup Global Markets on a $347m project financing to BlackRock for a coal transport and storage system in western Mexico. Javier Arreola and Michell Nader S led on the deal. A specialist in project finance, asset-backed finance, and workouts, Arreola is considered ‘a very diligent lawyer who has a great deal of control over the operation’, while ‘extraordinary’ practice head Nader ‘has a reputation that precedes him’; he also has a specialisation in project finance. Hans Goebel, whose wide-ranging practice covers banking, regulation, financing and capital markets, assisted Bank of Montreal, as administrative agent of a syndicate of lenders, on providing an $8.5bn revolver financing to Element Financial for the acquisition of a terrestrial fleet owned by GE in several jurisdictions. Julián Garza C also has a broad practice, with a specialisation in regulatory and finance work; 2017 saw him handle a variety of matters, including advising banking and financial clients on the regulatory, corporate and transactional aspects of operations; undertake contractual arrangements concerning associations with other entities involving the use of banking products, and assist with securing governmental authorisations regarding changes to corporate and equity organisation and structure; as well as handling a number of financings structured through private placements. Real estate and project finance specialist Vanessa Franyutti J advised lenders, Banco Santander, Banco Nacional de Obras y Servicios Públicos and Banco Inbursa on providing a MXN$5.31bn syndicated loan to a subsidiary of Spanish construction company OHL for its Atizapán-Atlacomulco toll road concession. Also specialised in real estate finance, Eduardo Villanueva O (acting in conjunction with Nader) advised Banorte and Banco Nacional de México, as lenders, on a MXN$4.5bn secured credit facility to Frisa, primarily for the repayment of existing debt and capex. In line with his practice assisting international clients and foreign investors, Yves Hayaux-du-Tilly advised the European Investment Bank on the extent of the Mexican Federal Government’s liability under certain guarantees from Mexican state-owned banks, and, in conjunction with Luciano Pérez G, assisted BNP Paribas NY with all legal aspects related to the opening of cash management accounts for Mexican clients. Key support comes from Adrián López G and Mónica Ramos C (named counsel in early 2018), who one peer describes as ‘having a deep understanding of what they are doing; they discuss what needs to be discussed and don’t waste time on the rest. They have thoroughness and expertise’. Other team members include Gunter A Schwandt G, Héctor Arangua L, Alejandro Rojas V, and associates Jose H Rocha S and Gustavo Díaz B. Clients include Bank of America, Bancomer, Barclays, Scotiabank, Metlife, Prudential, HSBC, and Rabobank.

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Capital markets

Within: Capital markets

Nader, Hayaux y Goebel, SC’s capital markets team reflects the excellence of the rest of its transactional practices, and commentators confirm it as ‘undoubtedly top-tier’. As is the case with a number of the firm’s other departments, many of the members of the 13-strong team (six partners, one counsel, and six associates) have been working together for over two decades, covering all manner of capital markets issues, including securitisations, structured finance, equity placements, IPOs and equity fund leveraged buyouts, as well as having acted on innovative mandates involving CKDs, CERPIs, and FIBRAs. Recent examples of this saw the team assist construction consortium APP Coatzacoalcos Villahermosa with the securitisation of collection rights from a toll road it is developing, issuing notes worth MXN$1.9bn in an innovative project financing transaction involving the first note issuance in the country to finance a transport-related PPP services agreement through the issuance of bonds rather than a bank loan; advise investment vehicle CKD IM on the registration of a Fibra E securities programme allowing companies to use the structured finance instruments to fund purchases of energy and infrastructure assets; and act for construction company Carza to establish a CKD fund worth MXN$2.5bn and complete its debut issuance to become the first residential real estate fund in Mexico making payments to investors based on sales proceeds rather than profits. With over 30 years’ experience in the area, ‘capital markets stalwart’ Michell Nader S was lead partner on all three cases, in conjunction with Julián Garza C on the first case, and Gunter A Schwandt G on the latter two. Along with Nader, Garza also assisted Citibanamex as lead underwriter in the placement of CKDs issued by a vehicle sponsored by PGIM (Prudential Real Estate Mexico) in the Mexican market with a target initial issuance of MXN$884.4m plus additional commitments (through a capital call mechanism), for a targeted total committed issuance amount of MXN$4.422bn, the second largest CKD placed in Mexico in 2017. Schwandt, in turn, led advice to Artha Capital on the launch of its fifth CKD fund, in two separate classes of certificates. In another CKD mandate, Hans Goebel C and Héctor Arangua L assisted Navix de México with the structuring and placement of CKDs in the Mexican market with a target initial issuance of MXN$1.2bn plus additional commitments (through a capital call mechanism), for a targeted total committed issuance amount of MXN$6bn, with the aim of funding a diversified portfolio of debt assets. Diego Sánchez Villarreal was made partner in early 2018. In addition to all these partners, the team fields a strong second line, including Mónica Ramos C, who was recently promoted to counsel, and senior associate Ana Paula Telleria R. Clients include Axis, Bank of America, Bancomer, Banorte-Ixe, Barclays and Banco Santander.

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Real estate

Within: Real estate

The large (nine partners and 13 associates) real estate team at Nader, Hayaux y Goebel, SC assists clients in high-end real estate matters, and while offering the full range of practice expertise, it is mostly noted for transactional and finance work in the area. The core of the team has been working together for over 20 years, and the lawyers have honed their skills on some of the most innovative mandates in the country. Of note is the team’s ongoing assistance to FibraHotel (the first FIBRA in the business hotel sub-sector), which has involved a MXN$2.89bn lease agreement with Grupo Posadas for the latter to operate hotel Fiesta Americana Condesa Cancun within the context of the acquisition of the hotel by the client from Posadas; and the MXN$130m acquisition of a Fiesta Americana hotel known as "Hacienda Galindo", located in San Juan del Río, Querétaro, also a transaction carried out with Grupo Posadas. In another major deal, the team advised Marriott Hotels International on a joint venture with Inmobiliaria Xtra Hoteles (operating under the Mexican companies Inmobiliaria Valiant and Inmobiliaria Cancún), and the refinancing of its existing loans with Bank of Nova Scotia and Scotiabank Inverlat; Danske Bank on real estate aspects of the Diamante Cabo San Lucas Development, to which the client granted a loan; and Fibra Danhos on its third debt issuance – carried out in record time – with the objective of funding expenditures and working capital, the completion of the Parque Las Antenas development, and to initiate the construction of a development in Mexico City. Practice head Michell Nader S led this latter deal; he is considered an outstanding lawyer, especially with regard to financing matters, although partner Vanessa Franyutti is probably the firm’s most active lawyer in this area. ‘Professional and focused’, Franyutti is lauded by peers for her work, which has included the Marriott and Danske Bank cases; she and Nader undertook the FibraHotel work in tandem. Other key lawyers in the department include Alejandro Rojas V, who also handles FibraHotel work; Eduardo Villanueva O, who acted for Grupo Estancias Extendidas, as borrower, on a MXN$550m syndicated secured credit facility granted by Scotiabank Inverlat for the construction of nine hotels, and for SabCapital as lenders in a $52m syndicated secured credit facility granted by SabCapital and Banorte to Canamex International, Desarrolladora Medano and Operadora; and Javier Arreola who assisted MetLife México, as lender, on a MXN$340m refinancing extended to a joint venture formed by Walton St and Planigrupo. Further support comes from partners Hans P Goebel C, Julián Garza C, Gunter A Schwandt G, and Adrián López G. Clients include GE Real Estate México, MSD Capital, Verde Realty, Banco Sabadell, Prudential Real Estate Investors / Prudential Mortgage, Inmobiliaria Helmer, and Vertex.

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TMT

Within: TMT

At Nader, Hayaux y Goebel, SC, the TMT practice handles sophisticated corporate and finance mandates for high-profile sector clients, as well as undertaking their regulatory and day-to-day work. For example, the team continues to advise Eutelsat on corporate, regulatory and transactional matters, having previously assisted it with corporate reorganisations, capitalisations, licensing matters, capital restructurings, investment compliance requirements in accordance with telecom regulations, filings before the telecom authorities, and data privacy matters. Grupo Salinas’ TV Azteca is another client which the team advised on the creation of a flexible MXN$10bn debt programme that allows the client to issue notes with different features, with the aim of enhancing the client’s telecom and television capabilities; as well as on a $400m senior notes offering under Rule 144A/Reg S listed on the Singapore Exchange. The 8-strong team is co-led by Julián Garza and Michell Nader S, who represent Eutelsat and Grupo Salinas, respectively. The team further includes Gunter Schwandt, who is active on corporate and financial transactions in the telecommunications and broadcasting sectors (especially for Grupo Salinas and its companies), and senior associate Gustavo Díaz B, who has expertise in corporate and financial transactions, as well as regulatory matters, in the telecom and broadcasting sectors. Other clients include Telefónica, Telefónica Movistar México, Softlayer Technologies, and the Inter-American Investment Corporation.

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