Duane McLaughlin and John Kupiec

Cleary advises FEMSA on merger of Envoy Solutions and BradyIFS

Cleary Gottlieb has represented Fomento Económico Mexicano (FEMSA) in closing a cash and equity transaction to combine Envoy Solutions and BradyIFS, effective 31 October 2023.

Under the definitive agreement signed on 29 August, FEMSA has received approximately $1.7 billion in cash and retains approximately 37% ownership of the combined entity, which is expected to have pro forma revenues of approximately $5 billion. Kelso & Company (current owner of BradyIFS), funds managed by Warburg Pincus LLC and the existing minority shareholders of Envoy Solutions own the remaining interest in the combined entity.

The transaction allows Envoy Solutions and BradyIFS to combine their complementary strengths and footprints to create a strong customer-centric platform to effectively provide their customers with high-value solutions, and their supplier partners with excellent market reach, delivering more products and solutions to more locations in the United States.

FEMSA is a leading Mexican company that participates in the logistics and distribution industry by providing point-of-sale refrigeration and plastics solutions to its business units and external customers; in the retail industry through the operation of OXXO, a chain of small-format shops, and other convenience and foodvenience formats; and in the beverage industry through Coca-Cola FEMSA, the world’s largest franchised bottler of Coca-Cola products by volume.

Cleary’s team was led by partners Duane McLaughlin (pictured left) and John Kupiec (pictured right) and included associates Isa Julson Barahona, Luke Anderson, David Friedman, Lukasz Swiderski, Yuan He, Marvellous Iheukwumere, Tamrin Ballon, Mingqian Ding, Isabella Dominguez, and Claire Schupmann and law clerks Katherine Hebb, Marianna D’Angelo, Zoe Rosen, and Myles Ambrose. Partners Brian Byrne and Elaine Ewing and associates Blair Kuykendall, Urjita Sudula and Andrew Schaengold advised on antitrust matters. Partner Bill McRae and associates Kylie Barza and Jesse Hong advised on tax matters. Partner Audry Casusol and associates Emily Barry and Michael Gao advised on executive compensation and benefits matter. Partner Daniel Ilan and associates Natalie Curry and Amy Garland advised on IP and data privacy matters. Partner Duane McLaughlin and associate Eric Olson advised on finance matters. Partner Steven Wilner, senior attorney Joshua Panas, senior real estate staff attorney David Groman, and real estate resource lawyer Jacqueline Debs advised on real estate matters. Counsel Beau Sterling and associate Madison Bush advised on environmental, health, and safety matters. Senior attorney Jim Corsiglia advised on anti-corruption matters. All lawyers are based in New York, except Elaine Ewing, Blair Kuykendall, Urjita Sudula, Andrew Schaengold, Beau Sterling, and Madison Bush who are based in Washington, and Brian Byrne who is based in Silicon Valley.

L Giselle Estrada