Jan Boker is a senior Counsel in Mayer Brown's Mexico City and a member of the Banking and Finance practice. Jan’s unique advisory capability, stemming from not only his experience working in private practice in some of Mexico’s most elite law firms but also from his multiple, senior roles within the Mexican government, allows him to partner with clients to navigate the interplay among commercial terms, regulatory overlay, industry requirements, market practice and find a practical path forward within the confines of client-driven or institutional objectives.
Prior to joining Mayer Brown, Jan led the development and implementation of the first online registry for security interests in movable assets in Mexico's history (the "RUG") in his role as General Director Commercial Regulation in the Mexican Ministry of Commerce (Secretaría de Economía) between 2009 and 2012. Following his work in the Ministry of Commerce, Jan assumed a position within the Ministry of Finance and Public Credit (Secretaría de Hacienda y Crédito Público) lasting from 2013 to 2015 as Deputy Legal Director charged with developing a strategic plan to optimize the institutional processes of the legal department for the Federal Development Banks in Mexico such as Bancomext, Banobras and Nafin. Among others. Jan later assumed the role of General Counsel of the National Agriculture Development Bank (Financiera Nacional de Desarrollo Agropecuario) where he spearheaded the creation of new channels to collaborate with various administrative bodies in Mexico and led a reorganization of the legal department and the creation of a new internal framework to implement new regulatory requirements, in all cases resulting from the legislation that he developed during his time at Hacienda.
Jan brings more than fifteen years of varied finance and regulatory expertise to his practice at Mayer Brown, including experience with asset-based lending facilities, project financing, the purchase and financing of trade receivables, restructuring transactions, and a deep knowledge of the regulatory framework that applies to the players in these financing transactions, as well as the underlying financing structures and security packages. Jan was also regularly involved in strategic discussions regarding and the development of legislation to address the policy considerations present in the Mexican financial sector, including Fintech and enforcement of security interests, and benefits from first-hand knowledge and experience with many of the applicable Mexican governmental authorities regulating this space.
In his current role, Jan counsels clients in the context of financing transactions including structured finance products, trade and supply chain finance. Jan also oversees matters relating to financial services regulatory and compliance under Mexican law for the office.
Recent important engagements have included:
- Receivables purchase agreement by Greensill Capital (UK) Limited entered for the purchase and sale of receivables owned by a major Mexican online TV service provider, considering a facility limit of USD$21.3 million. For this specific deal, we implemented a complex payment structure through a Mexican trust agreement that served as source of payment for each of subscribers´ payments in favor of Greensill.
- Advised Hitachi Capital America Corp. on several Receivables Factoring Agreements with Mexican steel companies, Mexican subsidiaries of international automobile parts manufacturers, among others.
- Represented Cargill Financial Services International on a US$575 million financing package it provided to Altos Hornos de México (AHMSA), one of the largest steelmakers in Mexico. The financing consists of an advance on accounts receivable and a revolver, which will be used to pay off existing creditors.
- Ongoing representation oof X-Elio, a Spanish developer of photovoltaic energy, in the financings of the 80 MWAC Conejos Solar Project, the 200 MWAC Navojoa Solar Project, and the 70 MWAC Xoxocotla Solar Project. The projects are located in the states of Chihuahua, Sonora and Morelos, Mexico are being financed by IDB Invest, MUFG Bank, ICO, Bancomext and ING.
- Represented Alloy, a mezzanine lender, in a structured secured credit facility of USD$5 million granted to Alpha Credit Capital, a consumer credit and SMEs financing company. The proceeds will be used to originate loans.
- Represented Nomura in a $40 million securitization loan for Engenium Capital, a financial company in the Mexican market that specializes in the leasing and business financing industry.
- Represented a Norwegian Bank (allmennaksjeselskap), al lender, in a USD$27,900,000 loan facility granted to an international renewable energy company for a solar project in Mexico. The proceeds of the loan were used for the refinancing of existing indebtedness.
Structured Finance and Fintech related transactions
- Represented Cargill Financial Services International on a US$575 million financing package it provided one of the largest steelmakers in Mexico. The financing consists of an advance on accounts receivable and a master report agreement, which will be used to pay off existing creditors. A Mexican security package was also put in place to secure the loans.
- GS | Konfio. Represented Goldman Sachs Bank USA as administrative agent in a $50 million senior secured revolving credit facility to Red Amigo DAL, S.A.P.I. de C.V., SOFOM, E.N.R. (Konfio), a Mexican financial services platform for small and medium enterprises.
- GS | Mercado Libre. Represented Goldman Sachs Bank USA as administrative agent and arranger in a $125 million senior secured revolving credit facility to Mercado Lending, S.A. de C.V. (Mercado Crédito). Mercado Crédito is a FinTech unit of MercadoLibre that offers credit to clients of its parent company, as well as to customers using its online payment platform, Mercado Pago.
- Goldman Sachs | Kavak. Mayer Brown (Chicago and Mexico City) is currently advising Goldman Sachs, as lender, in a $50M credit facility to be granted to Mexican used-car dealership and fintech company, Kavak. The transaction will involve the creation a special purpose, bankruptcy-remote vehicle, which will own inventory assigned by Kavak as collateral for the financing. For this transaction, a profound due diligence was carried out in regulatory matters including financial services, consumer and personal data protection, as well as anti-corruption.
- CrediJusto. We represented Mexican finance company CediJusto, as borrower, on a $50 million structured secured loan from Goldman Sachs.
- CET Istmo. Advised China Electric Power Equipment and Technology, Co., Ltd. (CET), a wholly-owned subsidiary of State Grid Corporation of China, in its participation in the public auction conducted by CFE Transmission, subsidiary of the Mexican Federal Electricity Commission (CFE), for the award of a services contract for the construction, operation and maintenance of a high voltage direct current (HVDC) transmission line (the first one in Mexico), with an approximate investment of USD 1.7 billion, which will transport clean energy in the states of Oaxaca, Morelos, Estado de México, Veracruz, Puebla and Mexico City in Mexico.
- Represented Promotora y Operadora de Infraestructura, S.A.B. de C.V. (Pinfra) and Grupo Concesionario de México, S.A. de C.V. and as shareholders of Concesionaria Monterrey Nuevo Laredo, S.A. de C.V. (a subsidiary of Pinfra) on the sale of 20% of their joint participation in the capital stock of the Concesionaria Monterrey Nuevo Laredo, S.A. de C.V. The investors who acquired the 20% of capital stock of the Concesionaria Monterrey Nuevo Laredo, S.A. de C.V. were the private equity fund of AINDA Energía & Infraestructura, S.A.P.I. de C.V. identified as Fideicomiso Ainda, Energía & Infraestructura managed by Banco Invex, S.A.
- Banobras. Represented Banobras on the design and implementation of a USD$8,000,000 loan in favor of Prodemex, a concessionaire that is developing a hospital for the Institute of Social Security and Services of State Workers, with the purpose of funding the payment of Value Added Tax (VAT) which would be returned at the end of the works due to the fact that the hospital (infrastructure) qualifies for VAT refund.
- Peñoles (TEG II) Self Supply Project. Counsel to Peñoles in connection with the refinancing of the construction, operation and maintenance of the TEGII 200 MW petroleum coke-fired self-supply power plant sponsored by Alstom & Sithe Power for US$450 million.
- BBVA | Andares. 150 MDD Refinancing of Andares Shopping Center in Guadalajara. Syndicated loan granted by our client BBVA Bancomer, S.A., together with Citbanamex and Santander in favor of Desarrolladora Mexicana de Inmuebles, S.A. de C.V. known as “DMI”.
Escuela Libre de Derecho, Mexico City, attorney-at-law with honors
London School of Economics (LSE), LLM
- Jan is a lecturer of Legal Theory at Escuela Libre de Derecho. Jan is also a frequent lecturer and writer on commercial and finance law and consumer financial products.
- Introduction to Legal Studies (Introducción al Estudio del Derecho) Professor at the Escuela Libre de Derecho, Mexico City.