The Firm offers legal counseling in complex matters which require personalized solutions and attention from committed and experienced lawyers.
We are a boutique legal firm specialized in securities matters and transactional operations, including mergers, acquisitions and corporate financing. Our lawyers have participated and structured sophisticated transactions, counseling several financial institutions and a diverse range of investors.
We have represented and advised Mexican and international clients regarding their day to day business in Mexico, as well as specific transactions being involved in the early stages of the transaction, including its structuring, up to its closing.
We have the necessary knowledge and experience to propose appropriate solutions to the needs and purposes of our clients and their transactions.
Our partners and associates have counseled lenders and borrowers in complex corporate financings. We have structured important loans for highway and hydraulic infrastructure projects, among other industries in which we have participated. We have also structured secured loans and mezzanine loans, for funds specialized in debt investment.
We counsel issuers and securities intermediaries in public and private securities offers. We have structured the issuance of development debt instruments (certificados bursátiles de desarrollo) focused in infrastructure and granting of loans. We have also participated in capital issuance representing issuers and selling shareholders in public offers, including placements of securities under Regulation “S” and Rule 144 A of the United States.
We have in-depth knowledge in securitization and structured issuance with complex underlying assets including, for example, life insurance policies issued in the United States or collection rights of highway concessions granted by the Mexican goverment.
We analyze projects, private and institutional, in order to provide our clients with a critical roadmap for the execution of their businesses. For such we consider the needs and interests of our client, the viability and bankability of the project, any potential risks and a strategy to mitigate them. The firm has an important area, which among other things: (1) prepares corporate due diligence programs for individual and collective debtors, local or foreign, in a broad number of industries; (2) structures, designs and implements all kind of guarantees, and (3) handles before competent governmental authorities, the necessary authorizations for the corresponding transaction. We have advised our clients in several sectors of the economy, including renewable energy, agriculture, hydraulic systems and highways, to name a few.
We have advised Mexican and foreign investors in their joint ventures for projects related to various sectors such as generation of renewable energy, production of polyethylene films for agriculture, operation of hydraulic systems such as Cancun and Isla Mujeres, to name a few . We have also been actively involved in offering corporate governance advice and best practices for different kinds of entities, including issuers in the Mexican stock market, particularly in defense of rights of minority shareholders.
MERGERS & ACQUISITIONS
In connection with our corporate practice, we continuously counsel national and international clients, particularly infrastructure investment funds, in their acquisitions, sales and mergers (under different structures). In such regard, we participate in all the stages of merger and acquisitions processes, including the initial negotiations up to the transaction closing, perfoming and exhaustive analysis of the vehicles and assets of each transaction and the specific applicable legal framework.
PARTNERS AND ASSOCIATES
/ FOUNDING PARTNER
Jonatan Graham has experience in securities, financing, transactional and corporate matters. He has represented issuers and securities intermediaries in public and private securities offers. He has recently participated as legal counsel for the issuance of a capital development certificates (certificados de capital de desarrollo, CKD) focused in debt investment and representing selling shareholders in the secondary portion of PINFRA’s international share public offer. In transactional matters, he has represented important international and national clients for the purchase or sale of Mexican companies dedicated to different fields such as insurance, education, communication, infrastructure, among others.
He is counsel to private capital funds regarding their investment and association processes in different projects and participates as secretary of the boards of directors and technical committees in some of them.
He is secretary in the technical committee of the GBM infrastructure trust, an approximately $5,000 million Pesos fund focused in the investment of infrastructure projects in Mexico.
Jonatan Graham Canedo, lawyer admitted to practice in Mexico as of 2005. He has a J.D. from Escuela Libre de Derecho (2004); LL.M. from Harvard Law School (class of 2007).
In diverse academic cycles he has participated as assistant professor in the Obligations (Obligaciones) class in Escuela Libre de Derecho.
Graham Abogados, S.C. (Founding Partner)
Cervantes Sainz, S.C. (2004-2013, Partner for two years)
Cleary Gottlieb Steen & Hamilton LLP (New York)
(International Associate, 2007-2008)
Santamarina y Steta, S.C. (Law clerk, 2000-2001)
D. (52)(55) 3683 4251 / T. (52)(55) 3683 4250
/ FOUNDING PARTNER
Francisco Gándara has experience in securities, financing, transactional, real estate and corporate matters. He has represented important international and national clients in commercial, corporate, corporate conflict, telecommunication, corporate restructure, infrastructure, mergers and acquisitions matters (negotiated and hostile). He has represented issuers, securities intermediaries and underwriters in national and foreign securities markets, particularly in the issuance of debt and capital. Mr. Gándara has participated in planning and coordinating litigation strategies in connection with corporate conflicts, conflicts among shareholders, protection of minority rights and corporate governance. He is counsel to private capital funds advising them in their incorporation, investment and association processes in different projects.
Francisco Gándara Lois, lawyer admitted to practice in Mexico as of 2009. He has a J.D. from Escuela Libre de Derecho (2008); LL.M. from Columbia Law School (class of 2011).
Graham Abogados, S.C. (Founding Partner)
Cervantes Sainz, S.C. (2005-2013)
Cleary Gottlieb Steen & Hamilton LL (New York)
(International Associate, 2011-2012)
D. (52)(55) 3683 4252 / T. (52)(55) 3683 4250
/ SENIOR PARTNER
María Emilia has experience in securities, transactional, anticorruption and corporate matters. She has counseled several clients in public debt issuance, actively participating in day-to-day operations in a CKD. In transactional matters she has represented national and international clients in the acquisition of companies in different sectors and industries, including energy, gambling and drawings, real estate and the food industry.
In anti-corruption matters she has participated in the creation and implementation of FCPA (Foreign Corrupt Practices Act) anti-corruption programs, as well as anti-laundering.
María Emilia Miquel Verges, lawyer admitted to practice in Mexico as of 2004. She has a J.D. from Universidad Anahuac del Sur (2004); LL.M.K. from Northwestern University School of Law and Kellogg School of Management (class of 2008).
Graham Abogados, S.C. (2015 – to date)
Greenberg Traurig, S.C. (2012-2015)
Haynes and Boone, L.L.P. (Dallas) (International
Haynes and Boone, S.C. (2008-2009/2010-2012)
Noriega y Escobedo, S.C. (2001-2007)
D. (52)(55) 3683 4256 / T. (52)(55) 3683 4250
/ OF COUNSEL
Carlos has vast experience in domestic and cross border transactions, mergers and acquisitions, joint ventures, corporate matters and all kinds of business transactions. Carlos’ practice focus includes general corporate law, transactional and real estate matters, mergers & acquisitions, corporate restructurings, foreign investment, banking and finance. He actively represents and counsels domestic and foreign clients. He has also counseled domestic companies participating in public bids and assisted the Records Clerk of the Mexican National Infrastructure Fund as Alternate Secretary. He has also participated in planning and coordinated litigation strategies in commercial matters.
Carlos Martínez Arizpe Gudiño was admitted to practice law in Mexico since 2009. Carlos obtained his Law Degree (J.D. equivalent) from Universidad Iberoamericana in 2009 and holds a Master of Laws degree from Northwestern University School of Law (class 2013).
González Calvillo, S.C. (2013-2016)
Graham Abogados, S.C. (2016 to date).
Holland + Knight – Gallástegui y Lozano, S.C. (2006-2012)
Torreblanca, Engell y Alapisco, S.C. (2005-2006)
D. (52)(55) 3683 4258 / T. (52)(55) 3683 4250