Chile > Corporate and M&A
Index of tables
Corporate and M&A
Bofill Mir & Alvarez Jana Abogados
Noguera, Larrain & Dulanto
- Urenda, Rencoret, Orrego y Dörr
Alessandri & Compañía Abogados
Aninat Schwencke & Cia
Bahamondez, Alvarez & Zegers Ltda
- Barros Letelier & González
- Carey & Allende
Grasty Quintana Majlis & Cia.
Larrain y Asociados
The 25-strong corporate team at full-service firm Barros & Errázuriz has the necessary resources and ‘industry knowledge' to receive instructions of the highest calibre in the market. With ‘recognised expertise' in all phases of company mergers and acquisitions, the department is particularly praised for its ‘superb business acumen and ability in negotiations', and provides ‘excellent advice and creative solutions' to multinational corporations, financial institutions and local companies. Its experience encompasses private acquisitions in cross-border takeovers, acquisitions of controlling and minority interests, divestitures and corporate restructuring programs. Gonzalo Molina, Luis Alberto Letelier and Carlos Ducci successfully advised Sigdo Koppers on the $700m acquisition of the Belgian company Magotteaux, which involved obtaining a $360m loan from a syndicate of eight banks to help finance the operation. Nicolás Balmaceda, highly esteemed for his ‘understanding of the essence of his clients' businesses and his helpful international background', advised Inversiones y Construcciones Belfi with its acquisition of a 49% stake in the housing project La Reserva and other business activities in Peru, Argentina, Uruguay and Ecuador. Emilio Vásquez led a team on the incorporation of a joint venture between Sumitomo Corporation and Sumitomo Metal Mining, which then acquired a 45% stake in Minera Quadra Chile. Another mandate of note is the advice provided by Molina and José Tomás Errázuriz to the Vicuña Family and three investment funds, managed by Larraín Vial, on the $380m purchase of Coca-Cola de Chile's 45% stake in Embotelladora Embonor. Other key clients stem from a variety of sectors, including real estate and construction, stock brokerage and investment funds, pharmaceuticals, and telecoms. Managing partner Pablo Guerrero, ‘a superb lawyer with exceptional business acumen', and Bernardo Simian, who is ‘technically very proficient and of sound judgement', are both highly recommended.
Comprised of 12 partners and 19 associates, Carey's sizeable and highly specialised corporate group is a key element of the most comprehensive legal service offering in the market. Clients praise its ‘high international standards' and ‘unflappable commitment to its clients' interests'. Despite a slight decline of M&A transactions in the country in line with the hampered global economy, the team has been involved in the most sophisticated transactions in the country's recent history. Partly based on its excellent reputation and partly on the management's ability to retain the most talented and leading M&A lawyers in the partnership, the team attracted innumerable mandates from prominent multinational companies. Diego Peralta, Jessica Power and Felipe Moro were involved in the Chilean leg of ING's $3.8bn sale of its Latin American pension, insurance and investment management assets to Colombian holding company Grupo Sura. The infrastructure sector also generated significant work for the team. The Canadian company Brookfield Asset Management instructed Peralta, Moro and Salvador Valdés on its acquisition of stakes in the Túnel San Cristóbal and toll road Vespucio Norte Express for $330 million. The firm also acted for the Canada Pension Plan Investment Board in its $1.14bn acquisition of a stake in Chile's largest urban toll road operator Grupo Costanera. (Swedish company Electrolux AB) Senior partner Jorge Carey, Valdés and Cristián Eyzaguirre advised on its $670m acquisition of Compañía Tecno Industrial. The firm's demonstrable experience in the mining industry makes it a leading port of call for the world's largest mining companies. A team formed by Valdés, Juan Guillermo Levine, María Fernanda Carvajal and Eyzaguirre assisted the Chilean copper producer Codelco with the sale of 40% of its stake in power company E-CL, for a final amount of $1.038bn; the transaction was the largest sale of shares to have ever taken place on the Santiago stock exchange. Also of note was Rafael Vergara and Francisco Ugarte's advice to Polish mining company KGHM on its $3.5bn acquisition of 100% of the Canadian company Quadra FNX Mining.
One of the oldest firms in the Chilean market, Cariola Diez Perez-Cotapos y Cia's ‘excellent, available and dedicated' corporate team is one of the backbones of the firm. The team's expertise in cross-border transactions, its much-praised knowledge of various Latin American legal systems, and its ability to draw effectively on the firm's other strengths (particularly in tax and antitrust law), are at the root of its ability to attract a consolidated yet diverse list of clients featuring large multinational corporations and an ever growing number of local companies. Recognised expertise and clients service standards explain the impressively busy and successful year the team had in 2011, which not only saw its instruction on many of the country's most reported transactions but also its continued involvement in deals in Chile's buoyant infrastructure, mining and energy sectors. Organisation-wise, the team's emphasis on providing clients ‘with dedicated teams staffed at an appropriate level of seniority and industry knowledge' is particularly applauded. Sebastián Obach, who recently handed over his managing-partner and corporate team leader positions to José Luis Letelier, advised Shell on the sale of its downstream assets in Chile to the legal conglomerate Quiñenco for $614m. Working in conjunction with the firm's antitrust department, the team advised Tam Linhas Aereas on its merger with LAN Airlines, an operation valued at $3.7bn. Rodrigo Sepúlveda advised the Belgian company Magotteau in its acquisition by Chilean business group Sigdo Koppers for $790m, a transaction governed by English law and involving the coordination of lawyers across 14 jurisdictions. Deals in the infrastructure sector were also a source of activity for the team, which assisted AIMCO with its acquisition of Skanska's 50% holding in toll road operator Sociedad Concesionaria Autopista Central for $890m, and later advised Skanska on the sale of 50% of Autopistas de Antofagasta to investment fund Las Americas. Other highlights saw Cristián Herrera (‘strong industry knowledge, good negotiating skills, innovative solutions') represent Colombian electricity operator ISA on the $211m acquisition, through a Chilean subsidiary, of 40% of the holding company operating toll road Ruta 5 Sur; and Francisco Javier Illanes act for the Coca-Cola Company on the $380m sale of its 45% stake in bottling company Coca-Cola Embonor.
The ‘leading corporate firm in the country', Claro y Cia has built up formidable expertise in the field and is the go-to firm for mergers and acquisitions in many of the most complex mandates in Chile. The team provides a strong all-round service to its clients, who praise its ‘high level of understanding of clients' goals' and its ‘creative thinking'. The team has been particularly busy over the last year, taking on instructions from an extremely varied roster of high-profile companies, by no means limited to its longstanding clients. The ‘distinctly talented pair' José Maria Eyzaguirre B and Felipe Larraín, joined by the ‘excellent' Cristóbal Eyzaguirre were instructed by LAN Airlines on its merger with the Brazilian carrier TAM, involving a corporate reorganisation and an exchange offer in the US and Brazil. Larraín's considerable workload also included acting for Compañía Sudamericana de Vapores on several mandates, including its restructuring and a $1.7bn capital increase. The team picked up work for Anglo American on the $5.4bn sale of a share of its ownership interest in its Sur complex to an affiliate of Mitsubishi Corporation, and in another highlight, assisted Banco Santander Spain on the sale of 51% of its South American life and non-life insurance businesses (including Chile), to Zurich Financial Services and with the subsequent joint venture between local insurance companies and Santander's local banking units. The highly regarded Rodrigo Ochagavía advised port-operator SAAM on the acquisition of ACS's interest in Iquique Terminal Internacional; he also acted for AEI Southern Cone Holdings in the sale of its energy distribution business in Chile and Peru to Sempra Energy International, an operation in which he was joined by the recently appointed partner Luisa Núñez.
Philippi, Yrarrázaval, Pulido & Brunner's dedicated corporate practice has a wealth of experience in mergers and acquisitions across a broad range of sectors. The ‘very well prepared, experienced and business-savvy' team delivers ‘excellent service' to its clients, who appreciate the firm's capacity to advise on all areas of the law ‘without becoming something so big the client feels small'. Juan Francisco Gutiérrez, Andrés Sanfuentes and Juan Pablo Wilhelmy were instructed by Quiñenco on its $614m acquisition of the majority of Royal Dutch Shell's gas station business in Chile. The team also advised Quiñenco on its planned acquisition of Organización Terpel's assets for $295m. The ‘experienced' Federico Grebe, who wins plaudits for his ‘sound judgement, creativity and excellent negotiation skills', teamed up with Gutiérrez to advise fishing company Pesquera El Golfo on its merger with Pesquera Itata. The pair often work in tandem; they jointly advised: Cencosud on its acquisition of Chilean retail company Johnson's; Quiñenco on its $120m acquisition of a percentage of Compañía Sud Americana de Vapores (a challenging and extremely swiftly completed deal that opened and closed in less than 24 hours); and Dreams Casinos on its acquisition of Plaza Casino. Another highlight included acting for Jumbo Retail Argentina (Cencosud's Argentine supermarket business), on the $442m sale to UBS of 38.6% of its shares held by a group of investment funds. The ‘fast, accurate and value-adding' Alberto Pulido advised Mitsubishi Corporation on its $65.25m acquisition of Salmones Humboldt from Pesquera Coloso.
Leveraging off the firm's impressive global network and providing a full-service offering that includes tax advice and finance restructuring, León Larrain's eight-lawyer corporate team at Baker & McKenzie has an established market recognition as a result of an impressive deal book. The team is well positioned to handle M&A transactions in the mining sector, and recently called on Antonio Ortúzar's expertise to advise Sierra Gorda SCM on the agreement entered into with Sociedad Química y Minera de Chile to purchase some of the latter's mining properties for $37m. It also assisted the Italian infrastructure company Atlantia on its $400m acquisition of a stake in three of Chile's toll road operators, and on the $1.14bn sale of a 49.99% stake in its Chilean unit, Grupo Costanera, to the Canada Pension Plan Investment Board. Another significant mandate came from Viña Concha y Toro, one of the leading wine producers and exporters in Latin America, which instructed the team on its $238m acquisition of the Fetzer Vineyards brand (and four other California-based wine brands) from the Brown-Forman Corporation, thereby gaining a significant operating presence in the US. The team has also picked up work from other high-profile companies such as Wells Fargo, Caterpillar and Weir Corporation.
Guerrero, Olivos, Novoa y Errazuriz's entrenched relationships with directors and executives of some of the most significant corporates, and with the country's regulating bodies, has seen the practice acting upon a raft of acquisitions, disposals and corporate restructurings. Roberto Guerrero V's seven-partner-strong team has the capability to handle all levels of technical complexity, which attracts clients from highly regulated industries such as energy, telecoms, healthcare, pension funds and insurance – in addition to be strongly recommended for cross-border mining transactions. Recent highlights include advising British mining conglomerate Anglo American on the $5.4bn sale of its 24.5% stake in Anglo American Sur to Mitsubishi Corporation; and acting for Swedish construction company Skanska on the $850m sale of its stake in Sociedad Concesionaria Autopista Central to the Canada's Alberta Investment Management Company (AIMCO). The group has also assisted the new board of directors at Chilean retailer La Polar with the company's corporate restructuring to ensure its continuity following the fraud uncovered in 2011. The process involves hundreds of millions of dollars' worth of outstanding debt. The team is also at the forefront of acquisition deals, and recently advised Austrian metallurgical producer Plansee on its $270m acquisition of a 10% stake in Molymet, one the world's largest molybdenum processors. Also recommended is Pedro Lyon, ‘a leading figure in the venture capital and start-up space in Chile'.
Closely aligned to the firm's strong finance and capital markets capability, Morales & Besa's skillful four-partner team is regularly at the forefront of significant international deals. The Chilean Production Development Corporation (CORFO) provides a significant pipeline of work, recently instructing the team on the sale of nearly 1$bn in stock of Aguas Andinas, Chile's largest water distributor, and also on the $584m stock sale of two of the country's other main water distributors, Esval and Essbio. In a deal that married up the firm's banking and transactional expertise, it assisted BBVA on its association with a Spanish infrastructure development group for the development of projects in Chile and Latin America. Another recent highlight included advising the Ecuadorian Podolia Investments on its acquisitions of the Chilean firm Fanaloza, the Ecuadorian Edensa, the American Briggs and a Peruvian entity from Cementos Bio Bio. It also acted for Tega Industries on its acquisition of international service provider for the mining industry Acotec; and advised Cintra Infraestructura on the $216m sale of its remaining 40% equity interest in five Chilean toll road operators. The team is able to call on the services of high-profile practitioners including group-head and prominent lawyer Guillermo Morales, managing partner and general corporate expert Eugenio Besa, Carlos Silva and Alejandro Huneeus.
Prieto y Cia provides its corporate clients with in-depth understanding and competence industry by industry; it has particularly long-standing experience in retail, real estate, energy, manufacturing, natural resources, mining, and capital markets. Its services include finance and corporate governance, mergers and acquisitions, the incorporation of new businesses and advice on corporate structures. Juan Tagle led the team's involvement in a number of the country's most high-profile mergers in the fiercely competitive retail sector; in particular, it advised SMU Group on its acquisition of shopping centres Galería Imperio and Avantuen as well as on its merger with supermarket chain Supermercados del Sur and hardware store chain Construmart. Fernando Bravo was instructed on several corporate restructurings in the energy sector; and assisted E.CL and Suez Energy Andino in their restructuring processes (thereby facilitating the spinning off of a thermo-electrical power station and a wind farm, respectively). Bravo teamed up with tax partner Mario Gorziglia to advise the same clients on the $1.04bn stock exchange auction placement of Codelco's 40% interest in Suez Energy Andino, a placement carried out both locally and in the international markets under Rule 144A/Reg. S. The pair also acted for Aguas Andinas (and subsidiary ESSAL) in the $1bn sale by state development agency CORFO of its holdings in the two water utilities. Drawing on the strength of his acclaimed mining practice, Diego Brieba assisted Tetra Tech on its first purchase in Latin America, by which it acquired 100% of Chilean mining service company Metalica Consultores. Also recommended are Benjamín Grebe and Leonidas Prieto.
Bofill Mir & Alvarez Jana Abogados has an excellent reputation for corporate work. 2011 highlights included advising international multimedia news agency Thomson Reuters on its acquisition of Argentina and Chile-based Legal Publishing Group. The team also assisted GPS' subsidiary Inversiones Alsacia on its acquisition of shares in public transport operator Express de Santiago, and advised Israel Sinay on its sale of a number of real estate businesses to investment bank Celfin Capital. Renowned practitioner Octavio Bofill is praised as being ‘one of the best corporate lawyers in the market'. Alejandro Álvarez heads the department.
The ‘excellent' Noguera, Larrain & Dulanto provides ‘detailed, fast and proactive advice', fielding lawyers who are ‘willing to go the extra-mile and put their necks on the line'. Transactional activity is one of the firm's strong suits, with the ‘committed, hardworking and very knowledgeable' Paulo Larrain doing an ‘excellent job leading the team'. 2011 saw the 13-lawyer team remain busy advising an even split of local and international clients, primarily on the sellers-side and with a distinct focus on the private equity sector. Highlights included assisting American private equity player Palmfund Capital Fund on the sale of Legal Publishing Group to Thomson Reuters; acting for Latin American asset manager Linzor Capital Fund on the sale of Chile's largest cinema chain, Hoyts Cinemas Chile; and advising Norwegian Statkraft Norfund Power Invest on the sale of cogeneration plant Hidroeléctrica Trayenko. On the acquisition side, instructions included acting for Riverwood Capital Fund on its purchase of international IT service provider Synapsis from Endesa. Diego Noguera is the key contact for the capital markets group, which recently advised Quiñenco on the issuance and placement of new shares for $600m. Also recommended is ‘solid lawyer' José Pablo Dulanto, who is praised for his ‘broad experience in multiple areas and industries'.
Urenda, Rencoret, Orrego y Dörr's corporate team draws upon the expertise of its full-service offering to advise a weighty client roster that includes BHP Billiton, General Motors and Sony. Francisco Urenda and his team enjoy a strong reputation based on its successes in large multi-jurisdictional deals and company restructurings. ‘Outstanding corporate lawyer' Pablo Bauer advised the International Finance Corporation (IFC) on its equity investment in Grupo Sura's $3.7bn acquisition of ING's pension, insurance and investment management assets in the region. The highly regarded Sergio Orrego drew upon his expertise in the natural resources sector to lead the team that advised Pesquera Coloso in the sale of its salmon business to Mitsubishi for $124m.
Alessandri & Compañía Abogados may be better known for its first-class intellectual property work, but its corporate offering is winning increased market share alongside its antitrust group, with the team handling work for prominent clients including Caterpillar, JPMorgan Chase and blue chip companies Kraft Foods and Procter & Gamble. A recent highlight included advising new Canada-based client Dorel Industries on its purchase of a controlling stake in children's product brand Silfa. Fernando Jamarne, Felipe Cousiño and Arturo Alessandri are all recommended.
Aninat Schwencke & Cia has a growing reputation on the market, having built one of the leading private equity and venture capital practices in the country. The team attracts both local and international clients and in the marketing and advertising industry is instructed by global advertising agency WPP on all its corporate matters. Department-head Juan Pablo Schwencke recently advised Ariba on its $150m acquisition of Quadrem Chile and also assisted crowd-funding platform Ideame with its incorporation in Chile. Founding partner Luis Aninat assisted Mediterráneo with raising capital for the development of a hydroelectric energy project, with the $400m sale of a 70% stockholding. Another highlight included advising large Chilean mining engineering company Metálica Consultores on its sale to US company Tetra Tech.
Although it may lack the international reach of some of its peers, Bahamondez, Alvarez & Zegers Ltda's growing practice handles sophisticated local transactions and is a leading force in private equity deals and venture capital investment. Clients praise its ‘creativity when crafting solutions' and its ‘strong relationships throughout the private sector and the government'. The ‘smart, pragmatic, reliable and very responsive' Matías Zegers heads the team and is ‘one of the best start-up lawyers in Chile'. Zegers and co-partner Rodrigo Álvarez assisted pharmaceutical company Trigemina on its establishment in Chile with investment from venture capital fund Aurus Bios; the deal was one of the first of its kind where a Silicon Valley-based company targeted Latin America for fund raising. The group also assisted online voucher dealer Groupon with its purchase of Needish, and was involved in one of the few recent private equity deals of late, advising private equity fund Roccas on the complex transaction for its acquisition of PC Factory.
Bolstered by the promotion of David Núñez to the partnership, Barros Letelier & González is able to call on a number of experienced and highly regarded practitioners including founding partners Enrique Barros and Max Letelier. It has been instructed on a significant flow of transactions and has particular involvement in the manufacturing and timber industries, as well as the retail and telecom sectors. The team advised Chilean paper producer CMPC Tissue on its first steps on the Brazilian market with its acquisition of paper manufacturer and seller Melhoramentos Papéis for $55m. Another important instruction involved acting for Entel on its planned merger with GTD, a transaction recently suspended by the Chilean Competition Tribunal.
In line with its exponential growth over the last few years, Carey & Allende's 15-lawyer corporate practice continues to gain market share, advising an even split of international and local companies on domestic and cross-border transactions, restructurings and private equity investments. The team was involved in a number of the country's high-profile deals, recently advising American Tower's subsidiary ATC Sitios de Chile on its $100m acquisition of Telefónica Moviles' subsidiary, Operadora de Torres de Telefonía. It handled a significant flow of work for leading salmon company Empresas AquaChile, assisting it on the $373m IPO of 30% of its share capital and on a $265m debt restructuring following an infectious salmon anaemia (ISA) outbreak which put many players of the salmon industry at risk of bankruptcy. Other key clients include Salmones Chaicas, Universidad San Sebastian and Sonda. The team has also recently expanded its client roster to include Discovery Air Canada, Eléctricas de Medellín and Accenture. Ramón Valdivieso, Jorge Allende and Luis Felipe Arze are all recommended.
Grasty Quintana Majlis & Cia. wins plaudits for its ability to combine its ‘knowledge of Chilean regulatory and business market' with an ‘understanding of a North American client's perspective'. The team fields five partners and six associates and has impressive strength in depth. Laboratory supplies distributor WWR International is one key client; the ‘very experienced and practical' Michael Grasty recently advised it on the acquisition of Anachemia, a laboratory equipment and supplies distributor in the US, Canada, Latin America and Mexico. Departmenal co-head Álvaro Bofill and Hugo Prieto represented Corso and Auguri on their purchase of a 49% interest in two toll-road operators from Sacyr Chile for a total amount of $493m. Prieto worked with the team's other leader Francisco Sánchez, to advise Brazilian mining multinational VALE on all the corporate aspects of its exploration, development of new projects and operations in Chile.
Larrain y Asociados has considerable expertise in the capital markets and corporate sectors. The firm can also call upon of counsel Ricardo Peña's extensive transactional expertise in the energy sector. Arturo Bulnes is also recommended.