OTOYA MH S.A.C.

Client Requirement: This client (dedicated to the maintenance of roads business) was evaluating acquiring the assets of a very important company dedicated to the production of one of the main supplies for the asphalt business and therefore for its current activities. In this sense, from a financial point of view our client became 100% owner of a laboratory exclusively dedicated to this task. Taking in account the high component of regulatory matters, use of government controlled raw materials, personnel considerations, financing structure and commercial deals, this client requested our assistance to cover all of those aspects in the most efficient manner including comfort of sellers. Our Participation: Our advice was related the elaboration of a due diligence of the assets to be acquired as well as the negotiation and drafting of all transaction documents. One of the challenges of this transaction is the logistics to build among many commercial arrangements (some of them simultaneous, sone of them one after another) which is a key factor in order for this deal to be agreed by all parties involved. As of today, we continue advising our client in several post-closing actions. Benefit for the Client: Our client gained a new business after the completion of this deal, having the certainty that the acquisition was performed with all legal aspects duly covered, avoiding future surprises.

Matter value – include currency and amount in figures :

Confidential

Is this a cross-border matter? If yes, please indicate the jurisdictions involved :

No

Lead partner :

Jose Antonio Honda and Joanna Dawson

Other team members :

Gonzalo Del Castillo and Alexa Laguna

Other firms advising on the matter and their role(s) :

N/A

Date of completion or current status :

March, 2023