Shearman & Sterling advised Industrias Bachoco (Bachoco), a publicly-held corporation organized under the laws of Mexico, in the tender offer initiated by Edificio Del Noroeste, a vehicle in which current shareholders of Bachoco participated, as offeror (the Offeror), for up to: (i) any and all issued and outstanding Series B shares (the Series B Shares) of Bachoco held by U.S. holders, and (ii) any and all issued and outstanding American Depositary Shares (each of which represents twelve Series B Shares) of Bachoco (the ADSs, and together with the Series B Shares, the Shares) held by holders, wherever located, in each case, other than any Shares owned directly or indirectly by the Robinson Bours Family and/or its affiliates, for MXN $81.66 (approximately $4.06) in cash per Series B Share and MXN $ 979.92 (approximately $48.72) in cash per ADS (the U.S. Offer).
Through the U.S. Offer, the Offeror accepted for payment a total of 1,456,768 ADSs, representing in the aggregate approximately 51.61% of the Company’s outstanding ADSs, for a combined aggregate consideration of MXN $1,427,516,098.56 (approximately $73.3 million), excluding fees and expenses relating to the U.S. Offer. Concurrently with the U.S. Offer, the Offeror made a separate all cash tender offer in Mexico to purchase Series B Shares from all holders, wherever located (the Mexican Offer, and together with the U.S. Offer, the Offers), for the same price and on substantially the same terms as offered to purchase Shares in the U.S. Offer. As a result of the Offers, the shareholding of the Offeror (including affiliates and related parties) in Bachoco will increase to approximately 87.77% of Bachoco’s share capital, assuming all ADSs tendered via notice of guaranteed delivery are timely delivered.
The Shearman & Sterling team below was supported by associate Pedro de Elizalde and visiting associate Maria Lucila Seco (both New York-Capital Markets).