We advised The Carlyle Group in the design and execution of a Secondary Public Offering of shares owned by Hermes

Hernández & Cía. Abogados advised The Carlyle Group in Peru in the design and execution of a Secondary Public Offering of shares owned by Hermes Transportes Blindados SA (Hermes, leader in the transport of valuables), publicly directed to a group of certain executives and key employees of Hermes. The Carlyle Group took advantage of the presence of Hermes in the stock market and the listing of its shares in the Lima Stock Exchange (LMA) to execute this sale operation in a public way. It should be noted that Hermes shares were listed on the Lima Stock Exchange in 2016 and this same company issued corporate bonds by a public offering in 2017, this company was already familiar with the Peruvian securities market.
This operation is part of the implementation of a new corporate policy of The Carlyle Group, regarding its investments in Peru, to offer executives and key employees -of the companies where it has investments- the possibility of participating on its results. As a result of this offering, now approximately 50 Hermes employees own the company´s shares, all listed in the LMA. It should be noted that this Secondary Public Offering of Shares -for executives-, under the proposed structure, is the first one made in the local market since 2011.
It is important to mention that the legal design and execution of this offering had many challenges to overcome, mainly due to the lack of precedents in the local market, on the one hand, and the validity of a regulatory regime for PVOs that has been out of date in time, on the other hand. The legal advisors, the structuring entity and the Stock Exchange Agent had to carefully review and analyze many applicable rules, that in many ways confuse two substantially different figures (such as a primary public offering and a secondary public offering). This phase-out forced -especially the legal advisors- to carry out a careful and adequate analysis, between the principles that should govern a Secondary Offering, according to its nature, and the parameters established by the aforementioned regime, in such a way that the operation would be viable also before the regulator and the stock exchange.
This transaction marks a milestone that will serve as a precedent for future operations of this type that The Carlyle Group and other companies, foreign and local, wish to structure in our market, mainly due to the experience gained and the challenges overcome by the structuring entity, the legal advisors, the Stock Exchange Agent, the Lima Stock Exchange and the regulator.

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