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Cleary Gottlieb Steen & Hamilton, Clifford Chance, Skadden Arps Slate Meagher & Flom and Slaughter and May are among the firms that have acted on Cemex’s $7.2bn debt restructuring package.
Skadden acted as US and French counsel to Cemex, fielding a team led by New York-based corporate and securities partner Gregory Fernicola, co-head of the firm’s energy and infrastructure projects group Harold Moore, tax partner Pamela Lawrence Endreny and Paris-based M&A and finance partner Pascal Bine.
Slaughter and May acted as UK counsel to Cemex, with London corporate finance partners Robert Byk and Ian Hodgson leading the team alongside associates Nicola Costello, Katherine Pavia and Victoria Scopes.
The duo worked alongside Cemex’s general counsel Ramiro Villarreal and senior corporate counsel Roger Saldaña on the deal. Cemex also looked to a number of law firms in other jurisdictions, including Spain’s Uría Menéndez, Ireland’s Matheson Ormsby Prentice, Warendorf in the Netherlands, Switzerland’s GHR Rechtsanwälte and Louisiana-based Liskow & Lewis.
Clifford Chance acted as UK and Spanish counsel to the bank agents, which comprised HSBC, Bank of America, the Royal Bank of Scotland, BNP Paribas, Citi, BBVA, Banco Santander and JP Morgan.
Clifford Chance’s global head of finance Mark Campbell and banking partner James Boswell in London led the team, which also included banking and finance associate Manisha Gayaparsad in London and associates Ruth Musgrave and Yvette Dzakpasu in Madrid.
Cleary acted as US counsel to the banks and New York-based restructuring partner Richard Cooper, corporate finance partner David Lopez and financing partner Duane McLaughlin. Latin American corporate finance associates Denise Filauro, Adriana Rios, Francisco Garay and Shirley Lo also acted on the deal.
Mexican firm Ritch Mueller also advised the agents and the banking steering committee on Mexican aspects of the debt restructuring.
The restructuring followed an earlier refinancing agreement in 2009 which saw the Mexican cement maker refinance an estimated $15bn (£9.8bn) of existing debt constituted under syndicated loans, private placement notes and bilateral loan agreements.
In the latest transaction, Cemex reached a deal with 92.7 per cent of its lenders to refinance the 2009 debt agreement that was due to expire in February 2014.
The refinancing sees the participating creditors receive almost $6.2bn (£3.8bn) in new loans and US dollar private placement notes that are due to expire in 2017 and also a $500m (£308m) of 9.5 per cent senior secured notes that are due in 2018. A further $525m (£325m) in loans, which remain outstanding under the original agreement, are due in 2014.
The complex multi-jurisdictional structure involved negotiations with over 55 banking institutions and 19 private placement noteholders.
Background to this deal:
Skadden, Slaughter and May, Cleary, Clifford Chance and a majority of the other firms involved in the latest deal were also involved in the $15bn (£9.8bn) refinancing deal brokered in 2009.
Skadden and Slaughters have regularly acted as joint advisers to Cemex on high-profile deals, including in 2004 when the two firms acted for the Mexican cement market as it acquired the UK’s RMC for £2.3bn (28 September 2004).