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The consolidation among Latin American beverage bottlers continues. In December 2002 Mexico’s Coca-Cola Femsa S.A. de C.V. announced that it would buy Panamerican Beverages, Inc., for $3.6 billion. The target, incor-porated in Panama but based in Miami, is the largest soft drink bottler in Latin America. The deal follows the $885 million purchase of Pepsi-Gemex, S.A. de C.V., by The Pepsi Bottling Group, Inc., last year [Big Deals, January]. Panamerican stock is traded on the New York Stock Exchange, but a trust controls 57 percent of the company, with Atlanta-based Coca-Cola owning another 25 percent. The trust’s beneficiaries are primarily descendants of former company executives and of Albert Staton, Sr., who founded Panamerican in 1945. Coke also owns 30 percent of buyer Coca-Cola Femsa, which is controlled by Fomento Econ�mico Mexicano, S.A. de C.V., popularly known as Femsa, the maker of Dos Equis and Tecate beers. Coca-Cola Femsa makes Coke products in Mexico and Argentina. For acquiror Coca-Cola Femsa S.A. de C.V. (Monterrey and Mexico City, Mexico) and controlling shareholder Fomento Econ�mico Mexicano, S.A. de C.V. (Femsa) (Monterrey, Mexico) In-house: General counsel Carlos Aldrete and corporate counsel David Gonzalez Vessi. (Both are with Femsa.) Cleary, Gottlieb, Steen & Hamilton (New York): M&A: Ethan Klingsberg and associates Diego Martinez Cantu, Francisco Cestero, Yavor Efremov, Willa Ghitelman, Ethan Skerry, and Hugo Sueiro. Financing: Ana Demel and associates Claudio DeFalco and Duane McLaughlin. Corporate: Jaime El Koury. Antitrust: associates Brian Byrne and Stephanie Hallou�t. (Byrne is in the firm’s Washington, D.C., office; Hallou�t is in Brussels.) Femsa is a longtime client of Cleary. In 1998, Klingsberg represented the company in a combination IPO and registered exchange offer for the subsidiary that is now Coca-Cola Femsa. Femsa also retained local counsel in Brazil, Colombia, Costa Rica, Guatemala, Mexico, Nicaragua, Panama, and Venezuela. For The Coca-Cola Company (Atlanta) In-house: Finance counsel F. Rodger Wrege. King & Spalding (Atlanta): C. William Baxley, counsel Susan Kolodkin, and associate Eliza Swann. King & Spalding has represented Coca-Cola since the 1920s, and Baxley has worked for the client since joining the firm in 1989. For target Panamerican Beverages, Inc. (Miami) In-house: General counsel Carlos Hernandez Artigas and Jeff Mihm. Cravath, Swaine & Moore (New York): Corporate: Richard Hall and associates Javier Cortina, Rezwan Pavri, Frances Turner, Scott Whitworth, and Seda Yalcinkaya. Tax: Stephen Gordon and associate Sharon Mendelson. Benefits: Patricia Geoghegan and associate Lawrence Witdorchic. Antitrust: associate Jacqueline Bos. Environmental: associate Lisa Bogardus. Cravath has represented Panamerican since its 1993 IPO, which was led by partner Timothy Massad. When Massad moved to Cravath’s Hong Kong office, he gave the account to William Rogers, Jr., who upon going to the firm’s London office turned the file over to Hall. For Panamerican controlling shareholder, the voting trust Simpson Thacher & Bartlett (New York): M&A: Robert Spatt and associate Patrick Naughton. Tax: John Creed. Cravath introduced the trust to Simpson in the fall of 2001 because it needed separate counsel from the company. Outlook The deal is expected to close in the second quarter, pending the assent of Brazilian and Mexican regulators.

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