Banco De Mexico v. Orient Fisheries, Inc.

MEMORANDUM & ORDER REGARDING PLAINTIFF’S MOTION FOR SUMMARY JUDGMENT ON REMAINING CLAIMS

I. INTRODUCTION & BACKGROUND

The present motion involves a financial transaction that, in execution, was quite complex, but can otherwise be described in relatively simple terms.

Orient Fisheries, Inc. (“OFI”), a United States company engaged in the business of importing shrimp from Mexico, sought to insure itself of a reliable supply of product by financing the operation of Mexican shrimp boat operators. To accomplish this objective, it arranged to have its Mexican agent, Habaire S.A. de C.V. (“Habaire”), enter into a financing agreement with two Mexican commercial banks, Banco Invex, S.A. (“Invex”) and Ixe Ban-co, S.A. (“Ixe”), who would supply a trust vehicle (the “SPV”) with funds that Habaire would use to make working capital loans to shrimp boat operators (the “Habaire Servicing Agreement”). (Second Am. Compl. (“SAC”), Ex. B.) OFI undertook to indemnify the SPV and its trustee, Banco J.P. Morgan (“J.P. Morgan”) against Habaire’s default on certain of its obligations under the Habaire Servicing Agreement.

Habaire would oversee the preparation of the boat operators’ loan documentation,…