Benjamin Aguilera
Partner
Mergers and Acquisitions, Corporate and Business Transactions, International Transactions, Latin America, CFIUS/National Security
Phoenix
(602) 610-5780
Benjamin Aguilera is an accomplished transactional attorney who primarily focuses on corporate, mergers and acquisitions and international transactions in the United States. Mr. Aguilera also advises on mergers and acquisitions, joint ventures, venture capital, and real estate transactions in Mexico, Central and South America, Spain, Portugal. His client base includes investment advisors, large corporations, emerging companies, real estate developers, cross-border manufacturers, and hotels and resorts.
Mr. Aguilera is a cross-border specialist, representing clients in transactions and matters regulated by the USMCA and other treaties and conventions between the U.S., Mexico, and other countries. His expertise includes:
- Mergers and acquisitions, including both stock and asset purchase transactions
- DeSPAC Transactions as M&A Advisor to Target Company or SPAC in the Merger/Combination Phase
- Mergers and acquisitions, joint ventures and corporate restructurings
- General representation in corporate matters and business operations of US companies (from conception to exit)
- General representation of US companies in corporate matters and business operations in Latin America (from conception to exit)
- Formation of entities in Mexico and Latin America
- Joint ventures and other strategic alliances
- Alternative dispute resolution for cross-border transactions
- Compliance with laws, rules, and regulations affecting cross-border investments and operations (e.g., Foreign Corrupt Practices Act, 1961 Hague Convention, Panamerican Convention on Powers of Attorney, U.S.-Mexico-Canada Agreement, North American Free Trade Agreement, etc.)
- Cross-border financing of commercial and residential real estate projects in Mexico
- Acquisition and development of commercial and residential real estate in Mexico
- Commercial lease agreements for industrial space in Mexico
- Set up of manufacturing operations and prosecution of special licenses and authorizations under special import-export programs in Mexico (e.g., IMMEX – Maquiladora Program)
- Due Diligence for the acquisition of credit portfolios and other asset-backed portfolios in Mexico
- Manufacturing agreements, services agreements, bailment agreements, and shelter agreements between U.S. corporations and Mexican contractors
- International sale of goods agreements between U.S. and foreign corporations
- Consulting agreements, employment agreements, and confidentiality agreements
- Distribution and licensing agreements
- Incorporation and formation of corporations, limited liability companies, and limited partnerships
Mr. Aguilera was born and raised in Mexico. He graduated from college and practiced public accounting in Mexico before he was admitted to practice law in the State of Arizona. Mr. Aguilera is also admitted to practice law in the State of New York, and is a licensed C.P.A. in Mexico. His achievements in the legal field have been widely recognized, including by the American Bar Association, Best Lawyers in America and SuperLawyers.
AWARDS AND RECOGNITION
- Top Rated Attorney in Arizona, Super Lawyers (Thomson Reuters Corporation) 2023
SELECTED EXPERIENCE
Mergers and Acquisitions, Joint Ventures and Corporate Restructurings
- Representation of International Cruise & Excursions (ICE) Gallery, Inc. on the corporate restructuring of subsidiaries in Mexico, general corporate matters of new subsidiaries in Mexico, dissolution of a subsidiary in Spain and general corporate matters of a subsidiary in Portugal.
- Representation of Univision Communications Inc., the Number 1 Hispanic Television Network in the U.S., in the acquisition of a music and talent conglomerate in Mexico.
- Representation of NuPro Innovations, Inc. in connection with a U.S. merger, development of manufacturing operations in Mexico, registration of securities in the U.S. pursuant to the Securities Exchange Act of 1934, and raising $10MM in Europe under Regulation S of the Securities Act of 1933.
- Representation of Bula, Inc., a Colorado corporation, in connection with a joint venture for the manufacture of goods by Nina Bruni, S.A. de C.V., a Mexican corporation, in Mexico.
- Representation of Cragar Industries, Inc. in connection with joint ventures for the manufacture of goods in Mexico, incorporation of a Mexican subsidiary, and sale of interest in Mexican subsidiary.
- Representation of Core Materials Corporation, a Delaware corporation, in connection with the acquisition of Formitec, S.A. de C.V., the Mexican subsidiary of Airshield, Inc., an Ontario corporation.
DeSPAC Transactions as M&A Advisor to Target Company or SPAC in the Merger/Combination Phase
- Representation of Energem Corp., a publicly-traded special purpose acquisition company, on the closing of its business combination with Graphjet Technology, a leading developer of patented technologies to produce graphite and graphene directly from agricultural waste, for a consideration value of $1.49 billion.
- Aetherium Acquisition Corp, a special purpose acquisition company, on the signing of its business combination agreement to list in the U.S. public markets with Capital A Berhad, owner of AirAsia. The transaction has a proposed value of US$1.15 billion.
- Representation of Australian Oilseeds Holding Limited, a Cayman Islands-exempted company, on its business combination with EDOC Acquisition Corp., a publicly-traded special purpose acquisition company, and subsequent NASDAQ listing, for a consideration value of $190 million.
Venture Capital and Investment Management
- Representation of Alerion Capital Group, LLC, in its investment in Mexican software development company.
- Representation of DAVISCO, S.A.C., a Chilean corporation, in the redemption of all of its interest in AlphaGraphics, Inc., a Delaware corporation.
- Representation of Advanced Drainage Systems, Inc., a Delaware corporation, in the purchase of a 50% interest in Grupo Altima, S.A. de C.V., a Mexican corporation.
- Representation of PowerTrusion, Inc., a Nevada corporation, in the purchase of a 50% interest in PULMEX, S.A. de C.V., a Mexican corporation.
- Representation of Tucson Electric Power Company, a subsidiary of UniSource Energy Corp., in the purchase of a 50% interest in Productos de Concreto Internacionales, S. de R.L. de C.V., a Mexican entity.
- Representation of RACAGUS Corporation in its investment in Cold Beers & Cheeseburgers franchises in Scottsdale, AZ.
- Representation of Corporativo Hotelero Valle Grande S.A., a Mexican corporation, in connection with the financing of mortgage-backed paper worth $10MM-$15MM related to a project known as the Princesa de Peñasco in Puerto Peñasco, Sonora, Mexico.
General Corporate
- Representation of Providien, LLC (an Endeavour Capital portfolio company) in general corporate matters of Mexican subsidiary, Integra Biotechnical.
- Representation of Moneda Express, Inc., an Arizona corporation, to secure a money transfer license in Arizona in connection with transfers of money to Mexico.
- Representation of Compañía Agrícola El Tirol, S.A., a Guatemalan entity, in connection with the sale of coffee for export to the United States to Importadora Exportadora Alamo, S.A.
- Representation of Sherwood Group (Europe) Ltd., an English entity, in the sale of its Mexican subsidiaries to Birkin International Limited.
- Representation of Kuroda Electric USA, Inc., the U.S. subsidiary of a Japanese conglomerate, in the incorporation of a Mexican subsidiary.
- Representation of K. Entertainment in the incorporation of a Mexican subsidiary, negotiation of several joint venture agreements with Mexican entities, and prosecution of a gaming permit in Mexico.
- Representation of Sumida America Manufacturing Corporation, a U.S. subsidiary of a Japanese conglomerate, in the sale of assets of the electronics division of its Mexican subsidiary to Crydom Corporation.
- Representation of Smurfit-Stone Container Corporation in connection with the financing of agricultural equipment to a Mexican corporation with U.S. accounts receivable as collateral.
Representation of BBVA Bancomer in lending guaranty of $125M loan syndicate in Arizona trusts. - Representation of Southwest Jet Aviation/SJA, LLC in relation to general corporate matters and sale of an entity.
- Representation of Zummit Plastics, Inc. in relation to loan financing and general corporate matters.
- Representation of Urbix Resurces, LLC in its private capital raising and general corporate matters.
- Representation of Pinnacle Aerospace, Inc. in its private capital raising and general corporate matters.
- Representation of InteGreat Concepts, Inc. in its private capital raising, general corporate matters, and sale of entity.
- Representation of Eye-Fi Holdings, LLC (an Endeavour Capital portfolio company) in the purchase of Southwest Manufacturing Services and Southwest Fabricators’s manufacturing subsidiary in Mexico.
Real Estate Transactions
- Representation of NewMark Merrill Companies LLC in connection with a lease agreement with FAMSA, Inc. and a guarantee by Grupo FAMSA, S.A. de C.V., a Mexican corporation, one of the largest furniture retailers in Mexico, for their first store in California.
- Representation of The Tech Group, Inc. in connection with an industrial lease agreement for its manufacturing operations in Mexico.
- Representation of Western Horizons Resorts, Inc., in connection with the incorporation of a Mexican subsidiary and acquisition of real estate.
- Representation of Grupo Vidanta (Mayan Palace) in relation to its real estate trusts, sales and mortgage program.
- Representation of SunBank Group Inc., an Arizona corporation, in connection with the acquisition, financing and development of three real estate projects in Puerto Peñasco, Sonora, Mexico.
PROFESSIONAL ASSOCIATIONS
- U.S Mexico Bar Association, Board Member, 2020-2022
- American Bar Association, Member, 1993-Present
- State Bar of Arizona, Member, 1993-Present
- Business Law Section, Chair-Elect Executive Council, 2017-2019
- International Law Section, Chair Executive Council, 2012-2014
- Securities Regulation Section, Chair Executive Council 2002-2003
- Arizona-Mexico Commission
- Finance, Business and Legal Committee, Co-Chair, 2001-Present
- Greater Phoenix Chamber of Commerce, Board Member, 2001-2008
- Executive Committee, Member, 2004-2008
- Audit & Governance Committee, Chair, 2005-2008
- Nominating Committee, Chair, 2007-2008
- International Committee, Chair, 2002-2004
- Border Trade Alliance, Board Member, 2001-2004
- Teen Addiction Anonymous, Chairman of the Board, 2013-2018
AWARDS AND RECOGNITION
- The Fellows of the American Bar Foundation, 2016-Present
- Best Lawyers in America, 2006, 2011-2014, 2018-2023
- International Trade and Finance, 2006, 2011-2014, 2018-2023
- Mergers and Acquisitions Law, 2022-2023
- Corporate Law, 2022
- First Tier, Best Law Firms in America, International Trade and Finance, 2011-2014
- Southwest Super Lawyers, Arizona, International, 2012-2013
- Arizona’s Finest Lawyers, 2011
- Martindale Hubbell, Rated AV Preeminent® 4.9 out of 5.0
News, Events, & Insights
- APAC's Largest Cold Pressing Oil Plant Australian Oilseeds Begin Trading on Nasdaq
News March 22, 2024
- Graphjet Technology, The World’s Only Direct Biomass-to-Graphite Producer, Completes Transaction and Will Begin Trading on Nasdaq
News March 15, 2024
- Capital A International, Owner of the Iconic AirAsia Brand, to be Publicly Listed in the U.S. through Business Combination with Aetherium Acquisition Corp
News February 29, 2024
- Rimon Partners Ranked in 30th Edition of Best Lawyers
Awards August 21, 2023
- 25 Rimon Attorneys Recognized by Best Lawyers in America
Awards August 18, 2022
- Global law firm Rimon PC opens new office in Phoenix with addition of Corporate Partner Benjamin Aguilera
News May 24, 2021
