Shearman & Sterling Advises on IPO and First-Ever Mexican REIT Corporate Credit Facility

Shearman & Sterling represented Citigroup Global Markets Inc., Goldman, Sachs & Co. and HSBC Securities (USA) Inc., as the initial purchasers, in connection with the Rule 144A/Regulation S initial public offering of Terrafina, a Mexican real estate investment trust, known by its Spanish acronym as a FIBRA. PREI, the real estate investment management and advisory business of Prudential Financial, Inc., and Terrafina’s internal management team will manage the FIBRA, which holds the third largest industrial portfolio in Mexico. The IPO raised gross proceeds of US$665 million and Terrafina’s real estate investment certificates (CBFI’s in Spanish) are listed on the Mexican Stock Exchange.

Contemporaneously with the IPO, Shearman & Sterling represented Banco Nacional de México, S.A., Integrante del Grupo Financiero Banamex (the Mexican affiliate of Citigroup Inc.), as the administrative agent, sole lead arranger and sole book running manger, in its consummation and syndication of a US$500 million corporate revolving credit facility for Terrafina. This credit facility is the first-ever corporate revolving credit line for a Mexican FIBRA. The facility was originated by a syndicate of Mexican, U.S. and international lenders.

Terrafina owns and manages a portfolio of approximately 140 light manufacturing and warehouse facilities across 25 cities in 16 states, primarily in northern and central Mexico.

The Shearman & Sterling team that handled the IPO included partnersAntonia Stolper (New York–Capital Markets) and Don Lonczak(Washington, DC–Tax) and associates Christine Kim (New York–Capital Markets), Jeffrey Tate (Washington, DC–Tax) and Antonio Herrera (San Francisco–Capital Markets). The Shearman & Sterling real estate team that handled the credit facility included partner Malcolm K. Montgomery(New York–Real Estate) and associates Elizabeth Martialay (New York–Real Estate) and Adam Rahal (New York–Real Estate).

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