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Morgan & Morgan acted as legal counsel to Grupo Financiero BSC (formerly, Inversiones Cuscatlán Centroamérica, S.A.) (“Grupo BSC”) and subsequently to Banco La Hipotecaria, S.A. (“Banco La Hipotecaria”), a member of Grupo BSC’s economic group, in connection with the closing of the acquisition of Banistmo, S.A. (“Banistmo”). The Firm advised on the transaction from the execution of the share purchase agreement entered into in December 2025 between Grupo Cibest, S.A. (“Grupo Cibest”), as seller, and Grupo BSC, as the original purchaser (the “SPA”). Prior to closing, Grupo BSC assigned its rights and obligations under the SPA to Banco La Hipotecaria, which ultimately acquired 100% of Banistmo’s shares on the closing date, thereby incorporating Banistmo and its subsidiaries — including Banistmo Investment Corporation, S.A. and Leasing Banistmo, S.A. — into Grupo BSC’s economic group.
Grupo Cibest, headquartered in Colombia, is the parent company of Bancolombia. Banistmo is a Panamanian corporation operating under a General Banking License through the entity currently known as Banistmo, S.A., the successor to a series of corporate reorganizations, acquisitions, and mergers that integrated banking operations dating back to 1984 in Panama and is one of the country’s leading private banks by deposits and loan portfolio. Grupo BSC is a Central American regional financial group with banking and insurance operations in El Salvador, Guatemala, and Honduras. In 2025, Grupo BSC expanded its presence into Panama and Colombia through the acquisition of 100% of La Hipotecaria (Holding), Inc., the holding company of Banco La Hipotecaria, which served as the ultimate purchaser in the transaction with Grupo Cibest and operates as a bank under a General Banking License issued by the Superintendency of Banks of Panama.
The completion of the transaction strengthens Panama’s banking sector by incorporating Banistmo and its subsidiaries into a regional financial group with operations across multiple jurisdictions, further consolidating Grupo BSC’s position in Central America.
The transaction was led by partners Roberto Vidal and Ana Carolina Castillo, together with partners José Rafael Reyes and Sophia Lee, senior associates Miguel Arias Mamais and Allen Candanedo, and associates David Ramos, Ariana Linares, Arantxa Fernández, and Eduardo Oteiza. The team provided comprehensive corporate, banking, regulatory, and capital markets advice throughout the transaction, from the negotiation and execution of the SPA through the assignment to the ultimate purchaser, the satisfaction of the condition’s precedent, and the successful completion of the closing.