DLA Piper represented the investment banks in the Ps.4.8 billion (US$379 million) global offering of Real Estate Certificates (Certificados Bursátiles Fiduciarios Inmobiliarios) of Mexican real estate investment trust (REIT) Fibra Shop completed on July 29, 2013. The Real Estate Certificates are listed on the Mexico Stock Exchange and trade under the symbol “FSHOP13.” The deal included a public offering in Mexico and an international offering in the United States under Rule 144A and other jurisdictions under Regulation S. The investment banks involved included Actinver Casa de Bolsa, Merrill Lynch México and Casa de Bolsa Banorte – IXE as lead underwriters in the Mexican offering, and BTG Pactual and BofA Merrill Lynch as lead underwriters in the international offering. Actinver Casa de Bolsa also acted as structuring agent for the transaction.
Fibra Shop raised Ps. 2,7 billion (US$219 million) of net proceeds in the offering. If the Mexican underwriters’ overallotment option is exercised in full, net proceeds to the issuer will be Ps.3.4 billion (US$273 million). The net proceeds will be used by Fibra Shop to finance future shopping center acquisition and development opportunities, as well as to pay the deferred purchase price for two of the properties in its initial portfolio. In addition, certain selling holders sold Real Estate Certificates in the secondary portion of the offering for proceeds of Ps.1.7 billion (US$138 million), none of which will be received by the issuer.
Fibra Shop is a newly created Mexican trust formed to acquire, own, develop, lease and operate a broad range of shopping centers in Mexico. The trust was established by the Mexican real estate groups Grupo Cayón, Grupo Frel and Central de Arquitectura. In connection with the completion of the offering, these sponsors contributed eight shopping centers in five states across Mexico and the Federal District, which are diversified in terms of geographic location and shopping center format.
The DLA Piper team representing the investment banks in Fibra Shop’s global offering was led in Mexico City by Guillermo Uribe and included Adrián Gay, Mirna Ordaz and Santiago Soldevilla. The DLA Piper team representing the banks internationally was led by Christopher Paci in New York and Christine Lehr in Raleigh and included Gerald Rokoff, Frank Mugabi, Robert Mendez and Abigail Jeck.
Members of the DLA Piper team have advised on several other Mexican REIT transactions, including as issuer’s counsel in Fibra UNO’s historic IPO on the Mexico Stock Exchange that raised US$300 million in 2011, its US$700 million follow-on offering in April 2012, its US$850 million private placement for a real estate acquisition in September 2012, its US$1.7 billion follow-on offering in January 2013, and Fibra Inn’s US$318 million IPO in March 2013.
