Jorge U. Juantorena
Partner
Latin Lawyer, 2022
International Lawyer of the YearChambers Latin America
“Jorge Juantorena is the best capital markets lawyer for Latin America, full stop. He is brilliant - experienced, responsive and easy to work with.”
Chambers Latin America
“His expertise speaks for itself. Jorge provides extraordinary and result-oriented recommendations.”
Chambers Latin America
“He is one of the leaders of the Bar in Latin America.”
Chambers Global
“He’s one of my go-to lawyers for bond transactions. He is very thoughtful and experienced.”
Chambers Global
“[V]ery in tune with the market and the banks; they know that what he recommends is the right thing. Everyone likes working with him, and that makes him a great negotiator.”
Jorge U. Juantorena is leader of Cleary’s Latin America Practice Group.
He has a broad corporate practice, focusing primarily on capital markets and securities regulation.
Jorge typically represents public companies, sovereign governments, state-owned companies, and investment banks in capital markets, finance and other corporate transactions. He concentrates on cross-border transactions, principally in Latin America.
Jorge has had extensive experience in international financings in public and private markets, in U.S. securities law and regulations applicable to foreign issuers and sovereign governments, and in the regulation of financial reporting. He also advises on acquisitions, joint ventures, privatizations, and debt restructurings and specializes in the aeronautical, financial services, mining and energy and natural resources sectors.
Widely recognized as a leading cross-border, capital markets lawyer, Jorge is ranked in Band 1 by Chambers Global and Chambers Latin America. He is recognized as “Highly Regarded” by IFLR1000 and a “Leading Lawyer” by the The Legal 500 U.S. He is also recognized as a leading corporate lawyer by The International Who’s Who of Business Lawyers, the Latin Business Chronicle, Latin Lawyer, and Latinvex. In 2022, he was awarded International Lawyer of the Year by Latin Lawyer.
Jorge has spoken and published on securities regulation, international securities offerings, corporate governance, privatizations and legal opinion practice.
Jorge joined the firm in 1992 and became a partner in 2000.
Notable Experience
Sovereign
United Mexican States in several international capital markets transactions, including in over $70 billion and €10 billion in bond offerings and liability management transactions, including its $12 billion offering of precapitalized securities (P-Caps) issued by an SPV sponsored by the sovereign designed to support Pemex, representing the first ever P-Caps transaction involving a sovereign.
The underwriters, initial purchasers, and dealer managers of the Republic of Chile in 15 debt capital markets transactions, including new money offerings, exchange offers, and tender offers denominated in U.S. dollars, euros, Chilean pesos and Unidades de Fomento, resulting in over $20 billion of new debt.
The Republic of Costa Rica and its initial purchasers in multiple Rule 144A/Reg S bond offerings amounting to $3 billion.
The Republic of Guatemala and its underwriters in several Rule 144A/Reg S bond offerings amounting to over $2 billion.
Equity
Issuers and underwriters in several IPOs and follow-on equity offerings, including:
- LATAM Airlines Group in the $460 million SEC-registered re-IPO and relisting of its ADSs, marking its return to the NYSE, and two subsequent secondary offerings of its ADSs amounting to over $1.1 billion;
- The underwriters in Tiendas 3B’s $633 million SEC-registered IPO and its subsequent $593 million secondary follow-on offering;
- The SEC-registered IPOs of Mexico’s three airport groups (ASUR, OMA, and GAP), which raised over $2 billion as part of the opening of the airport sector to private investment; and
- The issuers and underwriters in a number of IPOs by Mexican corporates including: Alpek, BanBajío, Hoteles City Express, IEnova, Macquarie Mexican REIT, Nemak, GMéxico Transportes, Grupo GICSA, Grupo Lala, Grupo Rotoplas, Grupo Traxión, Terrafina, and Unifin Financiera.
Debt and Liability Management
Pemex in its international capital markets and liability management transactions, including:
- over $70 billion in global offerings of debt securities, including:
- €4.25 billion Reg S bond offering, the largest euro denominated emerging-market corporate bond offering on record;
- $6 billion debt offering, the largest ever by a Mexican company; and
- Ps. 17 billion offering of “Euroclearable” Cebures, the first offering of corporate debt securities governed by Mexican law to clear through Euroclear.
- several landmark liability management transactions targeting over $60 billion in outstanding securities through a combination of tender offers and exchange offers; and
- successful solicitation of consents from the holders of more than 40 series of over $40 billion of debt.
- over $70 billion in global offerings of debt securities, including:
Issuers and underwriters in a number of landmark bond offerings and liability management transactions, and lenders and borrowers in several noteworthy financings, including:
- Comisión Federal de Electricidad in over $12 billion of global bonds, including its inaugural $1.75 billion sustainable bond offering and its $1.1 billion tender offer;
- The underwriters in Prudential Financial’s SEC-registered bond offerings amounting to over $5 billion and its $1.5 billion Rule 144A/Reg S P-Caps offering;
- The underwriters of Grupo Bimbo and its subsidiary Bimbo Bakeries USA in Rule 144A/Reg S bond offerings amounting to over $6 billion;
- Orbia (previously Mexichem) in Rule 144A/Reg S bond offerings amounting to over $5 billion;
- The initial purchasers in Banorte’s Rule 144A/Reg S bond offerings totaling $4.45 billion;
- The underwriters in PEFCO’s global bond offerings totaling $3.8 billion;
- The underwriters in Southern Copper’s SEC-registered bond offerings totaling $3.5 billion;
- Various bond offerings and financing transactions by ENAP amounting to over $2.8 billion, including its inaugural debt offering in the international capital markets;
- Unifin Financiera and its underwriters in Rule 144A/Reg S bond offerings totaling $2.6 billion, including its inaugural global bond offering;
- The initial purchasers in Nemak’s Rule 144A/Reg S bond offerings totaling $1 billion and €1 billion;
- Banco Inbursa in its Rule 144A/Reg S bond offerings totaling $1.75 billion;
- Industrias Peñoles in Rule 144A/Reg S bond offerings totaling $1.6 billion;
- The initial purchasers in Alfa’s $1 billion Rule 144A/Reg S inaugural bond offering and its subsequent $500 million consent solicitation and CUSIP exchange offer;
- The initial purchasers in Alpek’s Rule 144A/Reg S bond offerings totaling $1.25 billion;
- The initial purchasers in Liverpool’s Rule 144A/Reg S bond offerings amounting to over $1 billion;
- Fresnillo in its $850 million Rule 144A/Reg S bond offering and concurrent tender offer;
- The initial purchasers in IEnova’s $800 million Rule 144A/Reg S bond offering;
- Banco del Estado de Chile in its $600 million Rule 144A/Reg S inaugural AT1 offering;
- The initial purchaser in the structuring of a new securitization program originated by the Municipality of Lima for the issuance of Peruvian-law governed bonds and in the first issuance thereunder of S/1.3 billion (approx. $358.1 million); and
- Grupo GICSA in a novel real estate structured finance transaction involving concurrent offerings of three series of senior secured notes, one series of junior notes, and a bridge loan.
Mergers and Acquisitions
Grupo Aeroportuario del Sureste S.A.B. de C.V. (ASUR) in its $295 million acquisition of the equity interests of URW Airports LLC from Westfield Development Inc., acquiring the management of select commercial programs at key U.S. airports.
Terrafina, a Mexican real estate trust, in the competitive sale process that ultimately resulted in the sale of 77% of Terrafina’s share capital to Fibra Prologis.
Santander Mexico in Santander Spain’s 2019 exchange offer, 2021 tender offer, and ultimately in its 2023 tender offer and going private transaction to acquire the equity not already owned by Santander Spain.
The financial advisor to the board of directors and corporate practices committee of IEnova in Sempra’s exchange offer for all of the shares of IEnova it did not own.
The financial advisors to Grupo Financiero Banorte in connection with Banorte’s acquisition of Grupo Financiero Interacciones.
The financial advisors to CorpBanca in connection with the merger of Banco Itaú Chile and CorpBanca in a stock-for-stock transaction, then creating the fourth-largest private bank in Chile.
Vivendi in sale of 10% interest in Universal Music Group to Pershing Square Tontine Holdings.
Structured and Project Finance
FIEMEX, a special purpose trust sponsored by Mexico’s National Infrastructure Fund and managed by Mexico Infrastructure Partners, in its $1.49 billion bond offering, the largest single-tranche project finance bond issuance in the Mexican energy sector and one of the largest project bond issuances in Latin America to date.
The Mexican Ministry of Communications and Transportation in the $11.6 billion financing for the construction and development of the proposed new Mexico City International Airport, including a $1.6 billion offering of Fibra E certificates, a $3 billion revolving credit facility, $1 billion term loan and $6 billion in green bond offerings; and subsequent successful tender offers and consent solicitations to repay a portion of outstanding debt and solicit consents to reflect policy changes with respect to the plan to develop airport infrastructure to serve Mexico City and the surrounding areas.
Restructuring
Four airport groups in Mexico, including the Mexico City Airport Group, the Pacific Airport Group, the Southeast Airport Group, and the Central North Airport Group, in their capacities as trade creditors in the voluntary reorganization and restructuring of Grupo Aeromexico’s debt under Chapter 11 protection in the United States.
Empresas ICA, S.A.B. de C.V. and its subsidiaries in connection with the restructuring of over $3.5 billion of indebtedness.
Publications
The New York State Legislature's Sovereign Debt Restructuring Proposals
Record Emerging Market Sovereign Debt Sales Bring Opportunities and Risks for Investors
New York State Legislature Revives Sovereign Debt Restructuring Proposals
SDNY Stays Lawsuit Against Sri Lanka to Allow Debt Restructuring to Proceed
Ghana Guaranteed Bond Restructuring Risks May Undermine Appeal of Credit Enhancement Mechanism
Moving Towards More Equitable Burden Sharing in Sovereign Debt Restructuring
IFRS Releases New Global Sustainability Disclosure Standards
New York State Legislature Considers Sovereign Debt Restructuring Legislation
Creditor Files SDNY Lawsuit Against Sri Lanka in Connection With Its Sovereign Debt Default
Events
April 19, 2024
PLI’s Global Capital Markets & the U.S. Securities Laws 2024
April 12, 2023
PLI’s Global Capital Markets & the U.S. Securities Laws 2023
December 15, 2020
January 14, 2016
April 9, 2014
The Value and Liquidity Benefits of Level I DRs For Mexican Companies
June 5, 2013