Docuformas, S.A.P.I. de C.V.’s Cash Tender Offer And Consent Solicitation

Clifford Chance represented Morgan Stanley & Co. LLC, UBS Securities LLC and Banco BTG Pactual S.A., (i) as dealer managers and solicitation agents, in connection with a cash tender offer and consent solicitation by Docuformas, S.A.P.I. de C.V., directed to holders of Docuformas’ outstanding 9.250% Senior Notes due 2022, and (ii) as initial purchasers, in connection with the issuance by Docuformas of US $300,000,000.00 aggregate principal amount of its 10.250% Senior Notes due 2024

Docuformas used the proceeds from the New Notes offering to (i) pay the consideration in respect of the Tender Offer and Consent Solicitation and (ii) prepay certain existing indebtedness. A total of U.S.$119.4 million aggregate principal amount of the 2022 Notes, representing approximately 79.6% of the aggregate principal amount of the 2022 Notes, were tendered in the Tender Offer and consented to the proposed amendments in the Consent Solicitation. The New Notes were offered and sold in the United States to qualified institutional buyers only, in accordance with Rule 144A and outside the United States to non-US persons in accordance with Regulation S under the US Securities Act of 1933. The New Notes were listed on the Singapore Exchange Securities Trading Limited.

Docuformas is the third-largest independent leasing company in Mexico in terms of total portfolio, when compared to the companies that report information to the Asociación Mexicana de Sociedades Financieras de Arrendamiento, Crédito y Factoraje, A.C. Docuformas specializes in providing financing solutions for the acquisition of productive assets and equipment by mostly small and medium sized enterprises. Substantially all of Docuformas’ assets and properties are located in Mexico and substantially all of Docuformas’ revenues derive from its business operations in Mexico.

Capital Markets partner Hugo Triaca (Picture) was assisted by associates Lane Feler and Edwin Ramirez-Homs. Partner Avrohom Gelber advised on tax matters.

Involved fees earner: Lane Feler – Clifford Chance; Avrohom Gelber – Clifford Chance; Edwin Ramirez-Homs – Clifford Chance; Hugo Triaca – Clifford Chance;

Law Firms: Clifford Chance;

Clients: BTG Pactual; Morgan Stanley; UBS Securities LLC;


Author: Ambrogio Visconti