BBB Foods’ $497 Million Primary and Secondary Follow-On Offering

Cleary Gottlieb represented J.P. Morgan, Morgan Stanley, BTG Pactual, Santander, and Scotiabank, as underwriters, in the $497 million primary and secondary follow-on offering of BBB Foods Inc. (BBB Foods).

The follow-on offering involved the offer and sale of 15.3 million Class A common shares, comprising 2.7 million Class A common shares offered by the company and 12.6 million Class A common shares offered by certain selling shareholders, at a public offering price of $32.50 per share. The share figures reflect the underwriters’ exercise in full of their over-allotment option to purchase 1.99 million additional Class A common shares from the company.

BBB Foods Inc. is a pioneer and leader of hard discount grocery retail in Mexico and one of the fastest-growing retailers in the country, measured by sales and store growth rates. The company offers a variety of products, including quality packaged foods, beverages, tobacco, personal care, house cleaning, and over-the-counter health care products.

The Cleary team included partners Manuel Silva and Jorge Juantorena and associates Jose Juan Vázquez Orendain and Leticia Daruge. Partner Matthew Brigham and associate Michael Hughes advised on tax matters.