Alfonso Pérez De Arce

Associate

aperezdearce@carey.cl
+56 2 2928 2203



His practice is mainly focused on civil and commercial litigation and arbitration before ordinary and special courts.


REPRESENTATIVE EXPERIENCE

  • The Owners' Association of Condominio Ñuñoa Capital on a damages compensation action filed against the Armas Group, a multiple company group and one of the largest Chilean real estate developers, which was involved in the design and construction of the condominium, pursuing compensation due to multiple flaws and mulfunctions in the common areas utilities and amenities.
  • WOM on claims of illegality filed by Claro and Entel, in relation to the decision of the Chilean Council for Transparency (CPLT), that ordered the latter to exhibit the information regarding the purchase and sale of the 3.5 Ghz band concession.
  • Melón, Melón Áridos and Universidad de Chile on a lawsuit filed by Minera Imperial regarding mining concessions on land owned by such university, where extractive actions are carried out by Melón Áridos, that would deprive Minera Imperial of its ability to extract and appropriate the substances subject to the mining concessions.

ACTIVITIES AND MEMBERSHIPS

  • Teaching Assistant of Civil Litigation before the Superior Courts of Justice, Universidad Católica de Chile (since 2022).
  • Teaching Assistant of Procedural Law, Universidad Católica de Chile (since 2018).
  • Researcher, Ministry of Justice and Human Rights (2019).

EDUCATION

  • Law, Universidad Católica de Chile.

ADMISSIONS

  • Chile (2022).

LANGUAGES

  • Spanish.
  • English.

Jorge Carey

Chairman

jcarey@carey.cl
+56 2 2928 2221



Chairman of Carey. His practice focuses on corporate and business law, mergers and acquisitions, project finance, and international arbitration.


REPRESENTATIVE EXPERIENCE

  • CorpGroup on the restructuring of their liabilities, including its banking business (Banco Itaú Corpbanca) and real estate business (Vivocorp), which involved bankruptcy reorganization proceedings in courts of Delaware, USA (Chapter 11) and Chile.
  • Enel Chile on the bidding process to sell its corporate interest in Enel Transmisión Chile for USD1.35 billion. The advice also involved the negotiation of the respective stock purchase agreement and ancillary documents; and the sale of intercompany debts. The transaction is subject to several conditions precedent and to antitrust merger clearance.
  • Enel on the reorganization of its companies held in Chile, including the merger of Enel Green Power Latin America, a Chilean subsidiary of renewable energy, into Enel Chile, a Chilean subsidiary holding conventional energy assets, together with a tender offer of the latter over Enel Generación Chile.
  • Compañía Teck Quebrada Blanca on the expansion of its hypogene project for USD6.2 billion.

AWARDS AND RECOGNITIONS

  • Recognized in Corporate and M&A, Chambers Latin America.
  • Recognized in Corporate and M&A, The Legal 500.
  • Recognized in Corporate and M&A and Corporate Governance, Latin Lawyer 250.
  • Recognized in M&A, IFLR1000.
  • Recognized in M&A and Corporate Governance, Who's Who Legal.
  • Recognized in Arbitration, LACCA.
  • Recognized in Arbitration and Mediation; Corporate and M&A; International Arbitration and Investment, Best Lawyers.
  • Recognized in Corporate M&A, Leaders League.
  • Recognized in Corporate M&A, Top Ranked Legal.
  • Lifetime Achievement Award, Latin Lawyer (2016).
  • Named Lawyer of the Year in Investment, Best Lawyers (2015).
  • Law Firm Leader of the Year in Latin America, Latin Lawyer (2008).
  • Lifetime Achievement Award, Chambers and Partners (2007).

ACTIVITIES AND MEMBERSHIPS

  • Conciliator of the Center for the Settlement of International Investment Disputes (ICSID) in Washington D.C., designated by the Chilean Government (2005-2011; 2011-2016 and 2017-2023).
  • Member of the panel of arbitrators of the Arbitration and Mediation Center of the Santiago Chamber of Commerce.
  • Vice-chairman of AFP Provida and Teck Quebrada Blanca, and member of the Board of Directors of corporations such as Masisa and Cementos Melón. He is also member of the Board of Directors of Centro de Estudios Internacionales of Universidad Católica de Chile.
  • Vice-president of the Hong Kong Latin America Business Association (HKLABA).
  • Member of the Chilean Bar Association.
  • Member of the International Bar Association.
  • Member of the Inter-American Bar Association.
  • Former chairman of the British Chilean Chamber of Commerce.
  • Former chairman of the Canada Chile Chamber of Commerce.
  • Former member of the Board of AMCHAM.
  • Former staff attorney, for three years, of both the International Monetary Fund (IMF) and the International Finance Corporation (IFC) in Washington D.C., USA.
  • Professor of Economic Law for a 5-year period at Universidad Católica de Chile.

PUBLICATIONS

  • Author of legal publications, including "LDC Indebtedness and Debt Conversion:  a Chilean View" (1990).

SEMINARS

  • Frequent lecturer in legal seminars, meetings and conferences both in Chile and abroad.

EDUCATION

  • Law, Universidad Católica de Chile (ranked highest in his class – Tocornal, Montenegro and Gutiérrez Alliende Awards).
  • Master in Comparative Jurisprudence, New York University (Fulbright Scholar).

ADMISSIONS

  • Chile (1966).

LANGUAGES

  • Spanish.
  • English.

Juan Guillermo Levine

Emeritus Partner

jglevine@carey.cl
+56 2 2928 2221



Partner of Carey and co-head of the firm’s Banking and Finance Group. Head of the Project Financing Group. The main focus of his practice is on the creation and structuring of financing for all kind of businesses, both from the banking perspective as well as from the company´s side; in purchases and sale of companies; and in the issuance of debt and equity securities, either in the local or international markets.


REPRESENTATIVE EXPERIENCE

  • Gacrux, a subsidiary of Codelco, on a loan agreement for approx. USD874 million with Oriente Copper Netherlands B.V, a subsidiary of Mitsui group. The agreement was to refinance a bridge loan originally signed by the same parties to finance the indirect purchase from Gacrux of shares of Anglo American Sur.
  • Codelco on the successful placement of a bond issuance for USD1,150 million under Rule 144A/Regulation S with maturity on November 3, 2021.
  • Complejo Portuario Mejillones on the negotiations for port services necessary for unloading coal to fuel a power generation project plant of approx. 450 MW, owned by Empresa Eléctrica Cochrane, located in Mejillones, Region II, Chile.
  • Codelco on the issuance of Notes for USD980 million, under Rule 144 A due in 2044.

ACTIVITIES AND MEMBERSHIPS

  • Empresa Nacional del Petróleo (ENAP), where he was in charge of the legal committee that prepared the legislation for Petroleum Operational Contracts (1974-1975).
  • Chilean Bar Association.

EDUCATION

  • Law, Universidad Católica de Chile.

ADMISSIONS

  • Chile (1974).

LANGUAGES

  • Spanish.
  • English.

Jaime Carey

Managing Partner

jacarey@carey.cl
+56 2 2928 2224



Carey's Managing Partner and co-head of the firm's Tax Group. His practice focuses on personal and corporate tax planning, local and international tax consulting, project financing, mergers and acquisitions and foreign investment transactions.


REPRESENTATIVE EXPERIENCE

  • Qatar Airways, as shareholder and lender, on the LATAM Airlines reorganization process under Chapter 11 rules in the Bankruptcy Court of New York, including the negotiation and execution of two debtor-in-possession (DIP) financings. The process ended with a successful emergence of LATAM Airlines from the proceeding after securities issuances and debt contracting for a total of USD13.2 billion, resulting with Qatar Airways remaining as a relevant shareholder.
  • UnitedHealth Group on the acquisition of Banmédica, a Chilean healthcare company, for USD2.8 billion. Banmédica has operations in health insurance, healthcare and medical rescue businesses, with presence in Chile, Colombia and Peru.
  • Sencorp and Sura on the financing and construction of a real estate project of two buildings located in a high added value area of Santiago that started commercial operations in 2019.
  • Qatar Airways on the acquisition of a 10% stake in LATAM Airlines through the subscription of a USD608 million capital increase.
  • Amec-Foster Wheeler on the sale of its stake in Petropower, a cogeneration plant located in the Bío Bío region, to ENAP, a Chilean state-owned oil company.
  • Air Products on the acquisition of Inversiones y Desarrollos, the remaining major investor in the Chilean company Indura, gaining more than a 97% stake in the company.
  • Masisa on launching a tender offer for the partial repurchase of its 9.5% senior notes due 2019, issued and placed in the international markets on May, 2014 under Rule 144A Reg. S of the US Securities and Exchange Commission, for a maximum amount of USD100 million. The aggregate value of the notes issued and placed in 2014 was for USD300 million.
  • Air Products and Chemicals, a US publicly-traded company in the atmospheric and specialty gases industry, on the acquisition of 66% of Indura, the largest independent industrial gas company in Latin America, for USD884 million.
  • Crystal Lagoons on the analysis and reorganization of its corporate structure around the world in order to execute tax-efficient agreements when providing technology to build low cost lagoons of unlimited size with crystal clear waters.
  • Camil Alimentos from Brazil, one of the leading food corporations in Latin America, on the acquisition of Empresas Tucapel, one of Chile’s largest rice producers.

AWARDS AND RECOGNITIONS

  • Recognized in Corporate, M&A and Private Wealth (High Net Worth), Chambers and Partners.
  • Recognized in Tax and Corporate and M&A, The Legal 500.
  • Recognized in Tax; Corporate and M&A, Corporate Governance and Private Wealth, Latin Lawyer 250.
  • Recognized in M&A, IFLR1000.
  • Recognized in Firm Management, Private Client, Corporate Tax, M&A and Corporate Governance, Who’s Who Legal.
  • Recognized in Tax; Corporate and M&A; and Investment, Best Lawyers.
  • Recognized in Tax and Wealth Management, Leaders League.
  • Recognized in Tax, ITR World Tax.
  • Recognized in Corporate M&A, Top Ranked Legal.
  • Named Lawyer of the Year in Investment, Best Lawyers (2021).
  • Recognized as Law Firm Leader of the Year, Latin Lawyer (2020).

ACTIVITIES AND MEMBERSHIPS

  • He is currently vice president of the International Bar Association and has and has had the following positions: co-secretary-general, chair of the Legal Practice Division (2017-2018), member of the Management Board, member of the Council of the Legal Practice Division, chair of the Latin American Regional Forum, co-chair of the Corporate and M&A Section, member of the Advisory Board of the Law Firm Management Committee and member of the Advisory Board of the Women's Interest Group.
  • Member of the Board of Adelco, Valle Nevado and Evercrisp (Frito Lay Chile), and chairman of the Board of MetLife Chile.
  • Director of Interlex.
  • Member of the Chilean Bar Association.
  • Chairman, World Services Group (2004-2005).
  • Assistant professor of Taxation, Universidad Católica de Chile Law School (1981).
  • Foreign associate, Steel, Hector & Davis, Miami (1979).
  • Semi-finalist, Philip C. Jessup International Law Moot Court Competition, Washington D.C. (1978).

PUBLICATIONS

  • Co-author of the Chilean chapter in China Trade and investment in Latin America, The Legal 500 Guide (2020).
  • Co-author of the Chilean Chapter of Corporate Tax, Global Practice Guides, Chambers & Partners (2016).
  • Co-author of the introductory article "Mergers and Acquisitions in Chile: Approaching the Controlling Shareholder", Who’s Who Legal (2014).
  • Co-author of the Chilean chapter in Tax on Inbound Investment, Getting The Deal Through (2011-2013).

SEMINARS

  • Frequent lecturer in legal seminars, meetings and conferences both in Chile and abroad.

EDUCATION

  • Law, Universidad Católica de Chile.
  • ICADE and Universidad de Deusto, Spain (1972-1975).
  • Program of Instruction for Lawyers, Harvard University (1986).

ADMISSIONS

  • Chile (1979).

LANGUAGES

  • Spanish.
  • English.

Rafael Vergara

Partner

rvergara@carey.cl
+56 2 2928 2210



Partner of Carey and co-head of the firm's Natural Resources and Environment Group. His practice focuses on natural resources, mining, water rights, energy, environment, ESG, surface lands, project finance, and corporate and commercial law.


REPRESENTATIVE EXPERIENCE

  • Pan American Silver on the Chilean aspects of the acquisition of all of the issued and outstanding common shares of Yamana Gold for USD4.8 billion. The operation included, from the Chilean perspective, the El Peñón and Minera Florida mining projects in Chile, and the granting of securities for the amendment of an existing credit agreement with Canadian financial institutions.
  • Nueva Unión, a subsidiary of Teck Resources and Newmont Goldcorp and one of the largest copper projects in Chile, on the implementation of a copper project for several billions of dollars. The advice included mining concessions, surface and environmental matters; and a lawsuit regarding the surface land where it is located.
  • Codelco on the implementation of its lithium project in the Maricunga salt flat, specifically regarding potential partners in the area and surface easements.
  • Aftermath Silver, a Canadian mining company, on the acquisition of Minera Cachinal, a gold and silver mine project, from Halo Labs (former Apotee Silver), SSR Mining and Silver Standard Ventures.
  • Melón on its defense regarding a claim for the constitution of mining easements over land owned by Melón and loaned to the borough of La Calera.
  • Codelco on the negotiation with Compañía Portuaria Mejillones and Terminal Graneles del Norte, as contractors, and on the drafting of a contract for the provision of comprehensive port services for the transfer of copper concentrates in containers from Codelco's northern divisions, through a port located in Mejillones, Antofagasta.
  • Osisko Bermuda on a definitive agreement with Mantos Copper, to modify its existing Silver Purchase Agreement with respect to 100% of the silver produced from the Mantos Blancos copper mine located in Chile. This stream transaction is part of a comprehensive USD225 million financing package entered into by Mantos Copper to expand the project’s sulphide concentrator plant.
  • Aftermath Silver, a Canadian mining company, on the acquisition of a 100% of the mining project Challacollo in Chile for approx. USD8,4 million, owned by Mandalay Resources, a mining company based in Canada.
  • Teck Quebrada Blanca on the expansion of its hypogene project for USD6.2 billion, specifically on the mining legal easements trials against the State of Chile to obtain the necessary rights to use the surface land for the expansion and for the new facilities.
  • Teck Carmen de Andacollo, a Chilean subsidiary of Teck Resources, on the execution of a Long-Term Offtake Agreement and a Streaming Agreement with different subsidiaries of Royal Gold.
  • Several Chilean companies of foreign capital regarding the sanctioning process for environmental violations before the Superintendence of Environment and the Environmental Court.
  • Several Chilean companies of foreign capital on processes related to the closing of mines.

AWARDS AND RECOGNITIONS

  • Named Lawyer of the Year in Resources (Mining), Who's Who Legal (2022).
  • Recognized in Energy and Natural Resources: Mining, Chambers Latin America.
  • Recognized in Environment, Mining, Projects and Infrastructure, The Legal 500.
  • Recognized in Mining & Metals, Energy, Environment and in Project Finance and Infrastructure, Latin Lawyer 250.
  • Recognized in Project Development and Project Finance, IFLR1000.
  • Recognized in Mining, Who’s Who Legal.
  • Recognized in Energy, LACCA.
  • Recognized in Mining, Environmental Law, Natural Resources, Project Finance and Development, Best Lawyers.
  • Recognized in Environmental Law, Leaders League.
  • Recognized in Energy and Natural Resources, Environment, Infrastructure and Mining, Top Ranked Legal.
  • Elected Best Undergraduate Professor Award, Law School, Universidad de Chile.
  • Named Lawyer of the Year in Mining (2021), Natural Resources (2014, 2016 and 2019) and Energy (2015), Best Lawyers.
  • Winner in Natural Resources: Mining Category, Leading Lawyers, Idealis (2013 and 2015).

ACTIVITIES AND MEMBERSHIPS

  • At-Large council member representative for Latin America, Inter-Pacific Bar Association (IPBA).
  • Trustee-at-Large, Rocky Mountain Mineral Law Foundation (2012-2015).
  • Professor of Mining Law, Universidad de los Andes (since 2003).
  • Professor of Mining Law, Universidad de Chile (since 1996).
  • Member of the Chilean Bar Association and former advisor (2006-2011).
  • Visiting professor in several graduate studies and Master Degree Programs on Natural Resources Law at several Chilean Universities.
  • Member of the panel of arbitrators, Arbitration Center of the Chamber of Commerce of Santiago.
  • Member of the Legal Committee of the National Mining Association (SONAMI).
  • Member of the Inter-Pacific Bar Association (IPBA).
  • Member of the International Bar Association (IBA).
  • Member of the American Bar Association (ABA).
  • Member of the Prospectors & Developers Association of Canada (PDAC).
  • Chair of the Advisory Council of the World Association of Mining Lawyers (WAOML).
  • Member of the Red Interamericana de Especialistas en Legislación Ambiental (RIELA).

PUBLICATIONS

  • Co-author of the article "Citizen Participation and Prior Consultation in the Ibero-American Mining Sector", Ibero-American Mining Law Annuary, Volume II, Universidad Externado de Colombia (2022).
  • Co-author of the Chilean chapter of the guide "Practice Guide Mining" - Lexology Getting the Deal Through (2019, 2021, 2022).
  • Co-author of the Chilean chapter of Construction and Projects Q&As Global Guide, Thomson Reuters (2018-2020).
  • Author of the Chilean chapter on Mining, Getting the Deal Through (2010-2013).

SEMINARS

  • Special courses on mining law for judges and members of the Courts of Appeals, organized by the Judiciary Academy of Chile.
  • Presented papers on Chilean mining, energy, natural resources regulations, environment and arbitration at numerous seminars, both in Chile and abroad.

EDUCATION

  • Law, Universidad de Chile.
  • Academy of American and International Law, Southwestern Legal Foundation, Dallas, USA (1993).
  • Program of Instruction for Lawyers, Harvard University (1997).

ADMISSIONS

  • Chile (1987).

LANGUAGES

  • Spanish.
  • English.

Diego Peralta

Partner

dperalta@carey.cl
+56 2 2928 2216



Partner of Carey and co-head of the firm’s Banking and Finance Group. The main focus of his practice is the creation and structuring of financial products and financing for all kinds of businesses, both from the lender or the borrower’s perspective; the purchases and sales of companies and the issuance and placement of debt and equity securities either in Chile or elsewhere, as well as financial regulatory matters.


REPRESENTATIVE EXPERIENCE

  • Codelco on the issuance and sale of securities for an aggregate of USD2 billion, under regulation 144A/Reg S of the United States, consisting in a new issuance of USD1.5 billion, with an interest rate of 6.44% and maturity in 2036, and the reopening of its existing notes for USD500 million, due in 2053, with an interest rate of 6.3%. This transaction included the participation of BofA Securities, Citigroup Global Markets, J.P. Morgan Securities and Santander US Capital Markets, as initial purchasers.
  • Qatar Airways, as shareholder and lender, on the LATAM Airlines reorganization process under Chapter 11 rules in the Bankruptcy Court of New York, including the negotiation and execution of two debtor-in-possession (DIP) financings. The process ended with a successful emergence of LATAM Airlines from the proceeding after securities issuances and debt contracting for a total of USD13.2 billion, resulting with Qatar Airways remaining as a relevant shareholder.
  • Banco de Crédito e Inversiones and Bci Corredor de Bolsa on the acquisition of all the financial and credit cards business of Walmart Chile and the entering into a long-term cooperation agreement in order to further develop the retail financial business in Chile, which required the approval from the National Economic Prosecutor (FNE) and the Superintendency of Banks and Financial Institutions (SBIF).
  • Codelco on the issuance of USD600 million notes to be listed in the Formosa market, Taiwan, with an annual interest rate of 4.85% due by May 18, 2048.
  • Citi, HSBC, JP Morgan and Merrill Lynch on the pricing and purchase of USD500 million of Medium Term Notes (MTN) issued by Banco Estado at a 2.668% annual rate and due in 2021. This transaction was made under a Banco Estado bond issuance program for up to USD3 billion.
  • International Finance Corporation (IFC) on granting a loan for financing subprojects by way of subloans to Banco Itaú Chile for up to USD200 million.
  • Banco de Chile in relation to the update of a USD3 billion Medium Term Notes Program filed in the Luxembourg Stock Exchange.
  • IM Trust - Credicorp Capital and JP Morgan Securities on the secondary offering of shares representing the 6% of Cencosud, owned by the Paulmann family (controlling shareholder of 59,7%), both in the local market and as ADS in the United States, for USD458 million.
  • The Bank of Nova Scotia and Scotiabank Chile on the negotiation of a 15-year business alliance with Cencosud, Cencosud Retail and other subsidiaries to develop the consumer credit business in Chile. Additionally, Scotiabank Chile granted a loan for up to USD3 billion to Cencosud.
  • HSBC Securities (U.S.) and Scotiabank, as initial purchasers, on the issuance and sale of non-registered bonds by Cencosud, under Rule 144A and Reg. S for USD650 million at a 5.150% rate, due in 2025 and for USD350 million at a 6.652% rate, due in 2045.
  • BBVA Group on the sale of its Chilean pension business for USD2 billion to MetLife.
  • ING Group on the sale of its Chilean pension business affiliate for USD3.8 billion to the Colombian Grupo de Inversiones Suramericana (Grupo Sura).
  • CCAF Los Héroes on the incorporation of a non-banking prepaid card issuer company, named Sociedad Emisora de Tarjetas de Pago Los Héroes, in accordance with the provisions set forth in Law 20,950, including the request for the relevant authorization, which was granted by the SBIF.

AWARDS AND RECOGNITIONS

  • Named Lawyer of the Year in Capital Markets (2022) and in Project Finance and Development (2018), Best Lawyers.
  • Recognized in Banking and Finance and Capital Markets, Chambers Latin America.
  • Recognized in Banking and Finance and Capital Markets, The Legal 500.
  • Recognized in Banking and Finance and in Capital Markets, Latin Lawyer 250.
  • Recognized in Banking and Finance and in Capital Markets, IFLR1000.
  • Recognized in Banking and Finance and Capital Markets, Who’s Who Legal.
  • Recognized as Thought Leader in Banking and Finance, LACCA.
  • Recognized in Banking and Finance, Capital Markets, Investment, Project Finance and Development and Structured Finance, Best Lawyers.
  • Recognized in Banking and Finance, and Fintech, Leaders League.
  • Recognized in Banking and Finance and Capital Markets, Top Ranked Legal.

ACTIVITIES AND MEMBERSHIPS

  • Member of the Council, Chilean Bar Association (2017-2021).
  • Member of the Advisory Committee on Capital Markets of the Ministry of Finance.
  • Member of the New Commerce Codification Commission (2016-2017).
  • Working Group to analyze a new General Banking Law, Chile (2015).
  • Founder and member of the Advisory Committee of InBest, a non-profit organization promoting the Chilean capital markets.
  • Member of the Legal Committee, Chilean Banking Association (2000-2007).
  • Member of the Chilean Bar Association.
  • Counsel and member of the Executive Committee, Inter-American Bar Association (IABA).
  • Member of the Arbitration Body of the Center for the Arbitration and Mediation, Santiago Chamber of Commerce.
  • Legal counsel, Citicorp and Citibank, Chile (1985).
  • Law clerk, Comptroller’s Office, Republic of Chile (1972).

PUBLICATIONS

  • Co-author of the Chilean chapter in Latam Fintech Regulation, Lloreda-Camacho (2019 and 2023).
  • Co-author of the Chilean chapter in ICLG - Lending & Secured Finance, Global Legal Group (2015-2022).
  • Co-author of the Chilean chapter in Global Legal Insights - Banking Regulation, Global Legal Group (2020-2023).
  • Co-author of the Chilean chapter in ICLG - Foreign Direct Investment Regimes, Global Legal Group (2020-2021).
  • Co-author of the Chilean chapter in China Trade and Investment in Latin America, The Legal 500 Guide (2020).
  • Co-author of the Chilean chapter in Global Legal Insights - Banking and Finance, Global Legal Group (2020).
  • Co-author of the article "Regulatory Overview of Fintechs in Chile" in the book "Fintech: Legal Aspects", Cetys, Universidad de San Andrés, Argentina (2019).

SEMINARS

  • Lecturer in "Chile Week" conference, China (2016).
  • Frequent lecturer in conferences organized by the Inter-American Bar Association (IABA), American Bar Association (ABA), PRAC, Federación Latinoamericana de Bancos (FELABAN), among others.

Alfonso Silva

Partner

asilva@carey.cl
+56 2 2928 2232



Partner and head of Carey’s Corporate / TMT (Telecoms, Media & Technology) Group. His practice focuses on corporate and business law, financing, mergers and acquisitions and, specially, on all the regulatory and transactional aspects related to the telecommunications, media and technology industry, including the Telecom law and other regulations, concessions, licenses and permits, and state contracts. Mr. Silva has been appointed representative and/or board member of several multinational companies operating in Chile, including banks.


REPRESENTATIVE EXPERIENCE

  • Enel on the reorganization of its companies held in Chile, including the merger of Enel Green Power Latin America, Chilean subsidiary of renewable energy, into Enel Chile, Chilean subsidiary holding conventional energy assets, together with a tender offer of the latter over Enel Generación Chile.
  • Endesa Chile on the sale of its 20% stake in GNL Quintero to Enagás Chile, for USD197 million.
  • WOM on all the corporate, regulatory and antitrust aspects related to its mobile telephone and data transmission operations in Chile.
  • BT Group (British Telecoms) on day-to-day and regulatory aspects related to its activities in Chile, including electronic signature queries, applications for telecoms concessions and amendments of the same, analysis of contracts for the provision of several services, advice on legal interception and data retention matters.
  • WOM on all the aspects related to its administrative challenge of the technical rule issued by the Undersecretary of Telecommunications (Subtel) in connection with the frequency band requirements to be fulfilled by all handsets to be commercialized in Chile, its certification process and publicity requirements.
  • Motorola Mobility on the process of certification of several handset models to be operated and commercialized in Chile.
  • Renxo on the regulatory aspects related to the operation of its mobile online gaming and complementary services in Chile.
  • Nextel Chile on all corporate, commercial, financial and regulatory aspects of its 3G telecom project in Chile.
  • Nextel Chile on all the aspects related to the telecom antennas law (Ley que Regula la Instalación de Antenas Emisoras y Transmisoras de Servicios de Telecomunicaciones).
  • Motorola Solutions Chile in connection with the Chilean Government's project to create a national emergency communications network capable of operating in catastrophic or emergency conditions. This project has been considered of high priority for the Chilean national interest due to the consequences of the 2010 earthquake and the subsequent tsunami.
  • Enersis, the main business unit in Latin America of Spanish company Endesa, the largest electric power company in the world, on a USD6 billion capital increase, the largest ever in Chile.
  • Aegis Media on the acquisition of a majority stake in Triángulo Publicitario.

AWARDS AND RECOGNITIONS

  • Recognized in TMT (Technology, Media, Telecoms), Chambers Latin America.
  • Recognized in TMT, The Legal 500.
  • Recognized in Telecoms and Media and in Data, Technology and Privacy Law, Latin Lawyer 250.
  • Recognized in M&A, IFLR1000.
  • Recognized in Data - Information Technology and Telecoms & Media, Who's Who Legal.
  • Recognized in Communications, Corporate and M&A, Investment, Media and Technology, Best Lawyers.
  • Recognized in Innovation, Technology and Telecommunications, and Intellectual Property - Technology and Digital Services, Leaders League.
  • Recognized in TMT, Top Ranked Legal.
  • Named Lawyer of the Year in Communications, Best Lawyers (2019).
  • Recognized as Best Individual Lawyer in Telecommunications in Chile, Client Choice (2017).

ACTIVITIES AND MEMBERSHIPS

  • Past Co-chair and current member of the Advisory Board, Communications Law Committee, International Bar Association.
  • Member of the Legal Committee of the Chilean British Chamber of Commerce.
  • Director of the Chilean Direct Selling Association (2021-2023).
  • Member of the Chilean Bar Association (since 1988) and member of its Ethics Committee (2009).
  • Member of the Cambridge Society of Chile (since 1993) and director of the same (2009-2016).
  • Visiting professor of the Master of Informatics and Telecommunications Law, Universidad de Chile (2005, 2007 and 2009).
  • Assistant professor of Administrative Law, Universidad de Chile (1985).

PUBLICATIONS

  • Co-author of the article "The implicancies and pending challenges of recent cibersecurity regulations in Chile", IBA (2023).
  • Co-author of the article "Considerations regarding the potential refarming process for the 3.5 GHz band in Chile", IBA (2022).
  • Author of the Chilean chapter about Telecoms and Media, Getting the Deal Through (2000-2019).
  • Co-author of the article "The Potential Impact of Blockchain and Smart Contracts in the Chilean Telecommunications Market", Communications Law Newsletter, International Bar Association (2018).
  • Co-author of the article "Analysis of the New Chilean Telecoms Regulation on Multiband Homologation and Certification of Mobile Devices", Communications Law Newsletter, International Bar Association (2017).
  • Co-author of the article "International Roaming: Should it be regulated by NRAs and its cost reduced?, Communications Law Newsletter, International Bar Association (2016).
  • Author of the article "New Communications Antenna Law in Chile", Communications Law Newsletter, International Bar Association (2013).
  • Co-author of the article "The New Telecoms Antenna Law", Chilean Legal Report, Chilean-British Chamber of Commerce (2012).
  • Co-author of the article "Amendments to Telecommunications Law in Chile", Chilean Legal Report, Chilean-British Chamber of Commerce (2011).

SEMINARS

  • Active participant in the IBA Telecom conferences.

EDUCATION

  • Law, Universidad de Chile.
  • LL.M., University of Cambridge (British Council Scholarship - 1993).

ADMISSIONS

  • Chile (1988).

LANGUAGES

  • Spanish.
  • English.

Óscar Aitken

Partner

oaitken@carey.cl
+56 2 2928 2223



Partner of Carey and co-head of the Labor and the Construction and Engineering Groups.

In the labor area, his practice includes collective bargaining, union matters, unfair labor practices, compensation and benefits, discrimination and violations of employee fundamental rights, employment termination, work related illnesses and accidents; and labor related litigation.

In the construction and engineering practice, Mr. Aitken has vast experience in the negotiation and preparation of contracts for all the phases of engineering, construction and infrastructure projects, including Design Built, EPC, EPCM and BOT. His experience ranges from the early stages of projects, biddings (public concessions and PPP projects), claim management to dispute resolution.

Mr. Aitken has also extensive experience in a variety of real estate projects such as the development of natural conservation parks, housing, office and residential buildings, hotels and industrial developments, among others.


REPRESENTATIVE EXPERIENCE

  • An international consortium on a BOOT contract for the construction and operation of a desalination plant in northern Chile.
  • A professional services company on a collective bargaining process with a union of 600 employees.
  • A global contractor on a multidisciplinary engineering services contract with a global mining company.
  • A global contractor on a feasibility engineering contract for the expansion of a global mining facility.
  • A global contractor on a contract for a pre-feasibility study for the development of a mining project.
  • An international airline on a claim filed by the flight attendant's union, claiming the payment of days off under their collective bargaining agreement.
  • A renewable energy company on the termination of its CEO in Chile, which involved litigation in Chile and USA, including actions for appropriation of confidential employer information.
  • An important laboratory on its new corporate office lease agreement and EPC contract for the construction and furnishing of its open plan office in Santiago.
  • A major global mining company on EPC, EPCM and related contracts for a mining project for a total of USD1.1 billion.
  • A leading global laboratory on criminal labor disputes arising from a termination for cause involving fraud.
  • An international mining company on a case of harassment investigation and associated disciplinary action, including termination.
  • A well-known local architecture firm on a design contract for a state building in Asia.
  • An Asian energy company on a multiple arbitration with an EPC contractor and developer of solar projects.

AWARDS AND RECOGNITIONS

  • Recognized in Labor and Employment and Projects, Chambers Latin America.
  • Recognized in Labor and Employment, The Legal 500.
  • Recognized in Project Finance and Infrastructure and in Labor, Latin Lawyer 250.
  • Recognized in Project Development, IFLR1000.
  • Recognized in Labor, Employment and Benefits, Corporate Immigration, Commercial Mediation, and Construction, Who's Who Legal.
  • Recognized in Labor and Employment, LACCA.
  • Recognized in Construction, Labor and Employment and Employee Benefits, Best Lawyers.
  • Recognized in Labor and Employment, Leaders League.
  • Recognized in Construction, Expert Guides.
  • Recognized in Labor and Employment and Projects, Top Ranked Legal.
  • Named Lawyer of the Year in Labor & Employment, Best Lawyers (2015).
  • Winner in the Real Estate Category, Leading Lawyers, Idealis (2014).

ACTIVITIES AND MEMBERSHIPS

  • Professor of the Degree in Construction Law, Universidad de los Andes (since 2019).
  • Professor of the Degree in Corporate Governance and Compliance, Law School, Universidad del Desarrollo (2018-2019).
  • Professor of Specialization in Construction Law, Law School, Universidad de los Andes (2015-2018).
  • Past vice co-chair and co-chair of the Dispute Resolution Sub-Committee and International Construction Projects Practice Group, International Bar Association (2010-2014).
  • Arbitrator of the Arbitration and Mediation Center, Santiago Chamber of Commerce.
  • Vicepresident and founding fellow, International Academy of Construction Lawyers (IACL).
  • Founding fellow and president, Chilean Society of Construction Law.
  • Member of the Chilean Bar Association.
  • Member and past board member, Centro de Estudios de Derecho del Trabajo (CEDET).
  • Assistant professor of Labor Law, Universidad de Chile (1990-1999).

PUBLICATIONS

  • Author of the Chilean chapter in Covid-19 Latin America Guide for Employers, Employment Law Alliance (ELA) (2020).
  • Co-author of the Chilean chapter of Construction and Projects Q&As Global Guide, Thomson Reuters (2018-2020).
  • Co-author of Chilean chapter, Outsourcing Book, Getting the Deal Through (2013-2015).

SEMINARS

  • Frequent lecturer in seminars and conferences in Chile and abroad.

Pablo Iacobelli

Partner

piacobelli@carey.cl
+56 2 2928 2215



Partner of Carey and co-head of the firm’s Corporate / Mergers & Acquisitions Group. His practice is focused on advising national and international clients in the areas of corporate law, M&A transactions, securities, agribusiness, insurance and foreign investment.


REPRESENTATIVE EXPERIENCE

  • Hapag-Lloyd, a German listed company and global leader in container shipping, on the acquisition, for approx. USD1 billion, of the port terminals and inland logistics business of SAAM, a Chilean listed multinational company that provides foreign trade services. Hapag-Lloyd acquired the entire operation of the port terminals business of SAAM, which includes ten terminals in six countries in the Americas, and of the inland logistics business of SAAM.
  • Qatar Airways, as shareholder and lender, on the LATAM Airlines reorganization process under Chapter 11 rules in the Bankruptcy Court of New York, including the negotiation and execution of two debtor-in-possession (DIP) financings. The process ended with a successful emergence of LATAM Airlines from the proceeding after securities issuances and debt contracting for a total of USD13.2 billion, resulting with Qatar Airways remaining as a relevant shareholder.
  • BlackRock, the world's largest asset manager, on the acquisition of a portfolio of 46 photovoltaic projects (PMGD) that is expected to total a capacity of up to 435MW through an investment for up to USD200 million, becoming one of the largest portfolios of distributed energy in the country.
  • Liberty Latin America (LLA) on the merger with América Móvil (AMX) in order to combine their respective Chilean operations, VTR and Claro Chile, through a 50:50 joint venture agreement. VTR is a leading provider of high-speed fixed products, such as broadband and paid TV services, with approx. three million subscribers nationwide, and Claro is a leading telecommunications service provider, with more than 6.5 million mobile customers. This JV creates a greater scale business and product diversification with a capital structure that enables a significant investment for fixed fiber footprint expansion and a forefront 5G mobile delivery.
  • Patria Investments  on various operations, such as the Chilean aspects of the sale of its Latin American stake in ODATA, and the association with Moneda Asset Management, to create an investment platform in Latin America, enhancing Patria's product offering by creating the number one Private investments in Public Equities (PIPE) manager in the region. The deal included a sale of shares and an international merger.
  • Werthein Group on the local aspects of the agreement for the acquisition of Vrio. Vrio is AT&T's entertainment business unit that operates the brands DirectTV Go, DirectTV Latin America and Sky Brazil, which altogether represent 10.3 million subscribers in 11 countries.
  • Nova Austral on a 50/50 joint venture with Trusal with the purpose to conduct fish farming activities in the Magallanes Region, including the manufacture and commercialization of salmon products.
  • MetLife Chile Seguros de Vida on the acquisition of the company El Bosque 90 owned by a fund managed by Capital Advisors for approx. USD90 million. The underlying asset is the corporate building located at Apoquindo 2929, which has more than 28,000 mt².
  • Kenon Holdings, an IC Power's subsidiary, on the local aspects of the sale of its operations in Bolivia, Chile, Dominican Republic, El Salvador, Guatemala, Jamaica, Nicaragua, Panama and Peru to I Squared Capital, for USD1.2 billion.
  • Qatar Airways on the acquisition of a 10% stake of LATAM Airlines through the subscription of a USD608 million capital increase.
  • Amcor Flexibles, a global leader in responsible packaging solutions, on the acquisition of Alusa, the largest flexible packaging business in South America with manufacturing operations in Chile, Colombia, Peru and Argentina, for USD435 million.
  • Team Foods, a Colombian business group, on the acquisition of BredenMaster, Chile's frozen pre-baked bakery products and pastries market leader, as well as BredenMaster Perú and Distribuidora de Productos Alimenticios Los Guindos.
  • Ferrero Group, an Italian agribusiness conglomerate, and leader in the production of branded chocolate and confectionery products, on the acquisition of hazelnut farmland in Chile.

AWARDS AND RECOGNITIONS

  • Named Lawyer of the Year in Investment (2023), Corporate and M&A (2022), Private Equity (2021) and Insurance (2014), Best Lawyers.
  • Recognized in Corporate and M&A, Chambers Latin America.
  • Recognized in Corporate and M&A, The Legal 500.
  • Recognized in Corporate and M&A, Private Equity and Insurance and Reinsurance, Latin Lawyer 250.
  • Recognized in Corporate and M&A, IFLR1000.
  • Recognized in M&A and Corporate Governance, Who's Who Legal.
  • Recognized as Thought Leader in Corporate and M&A, LACCA.
  • Recognized in Capital Markets, Corporate and M&A, Investment, Corporate Governance and Compliance, Insurance, Investment and Private Equity, Best Lawyers.
  • Recognized in Corporate, M&A and Insurance Litigation, Leaders League.
  • Recognized in Agribusiness and/or Aquaculture, Leading Lawyers, Idealis.
  • Recognized in Corporate M&A, Top Ranked Legal.

ACTIVITIES AND MEMBERSHIPS

  • Director of World Services Group (2015-2018).
  • Officer of the Corporate and M&A Committee; past chair of the Latin America Regional Forum; and member of the International Bar Association (IBA).
  • Member of the Chilean Bar Association.
  • Foreign associate, Simpson Thacher & Bartlett, New York (1998).

PUBLICATIONS

  • Co-author of the Chilean chapter of the Foreign Direct Investment Guide, IBA (2022).
  • Co-author of the Chilean chapter of the Negotiated M&A Guide, IBA (2022).
  • Co-author of "The International Bar Association Company Director Checklist - Chile" (2022).
  • Author of the Chilean chapter in Fiduciary duties in Latin America: Best practices for Board of Directors in the time of coronavirus, Clifford Chance (2020).
  • Co-author of the IBA Report on the Future of Work, IBA (2019).
  • Author of numerous legal publications, including the Chilean chapter of Getting the Deal Through – Mergers & Acquisitions (2009-2013).

SEMINARS

  • Frequent lecturer in legal seminars, meetings and conferences both in Chile and abroad.

EDUCATION

  • Law, Universidad Católica de Chile.
  • LL.M., Duke University (1994).

ADMISSIONS

  • Chile (1991).

LANGUAGES

  • Spanish.
  • English.

Salvador Valdés

Partner

svaldes@carey.cl
+56 2 2928 2224



Partner at Carey, focusing on corporate matters, mergers and acquisitions, capital markets and restructuring. He advises international and local clients on corporate acquisition and restructuring processes, association or joint venture agreements, design and support for corporate governance structures, and public or private offerings of securities in the local and international markets. He is a frequent advisor to investment and private equity funds on the acquisition, structuring and financing of strategic companies and infrastructure projects. He also regularly advises banks and financial consultants such as JP Morgan, Goldman Sachs, Morgan Stanley, Barclays, BNP Paribas and LarraínVial on the structuring of transactions, financial products and derivatives.


REPRESENTATIVE EXPERIENCE

  • Mountain Capital Partners, the largest ski resorts owner and manager of the southwest of the United States, on its controlling investment in Valle Nevado, one of the largest ski resorts in South America. The acquisition was made in the context of the reorganization plan of Valle Nevado.
  • LarrainVial, representing a group of investors, on the acquisition of 100% of the shares of Farmacias Ahumada, one of the three largest pharmacy chains in Chile, from Wallgreens Boots Alliance, a transnational corporation based in UK.
  • Goldman Sachs, as the sole global coordinator, bookrunner, initial purchaser and commitment provider, on senior secured notes issued by Chile Electricity PEC SpA under Rule 144A/Regulation S of the United States Securities Act of 1933. The proceeds were used by Chile Electricity PEC SpA to purchase receivables from the main energy generation companies in Chile originated under Law No. 21,185, which temporarily stabilized the electricity tariffs.
  • OMERS Infrastructure Chile Holdings I and Enagás Chile on the sale of 80% of their shareholding in GNL Quintero to EIG Global Energy Partners and Fluxys.
  • CorpGroup on the restructuring of their liabilities, including its banking business (Banco Itaú Corpbanca) and real estate business (Vivocorp), which involved bankruptcy reorganization proceedings in courts of Delaware, USA (Chapter 11) and Chile.
  • Ontario Teacher's Pension Plan Board on the acquisition of Cran Chile, an agribusiness company and the main producer and supplier of cranberries in the local market; and on a joint venture negotiation with Forestal Arauco for the development of an agricultural project for the plantation, production and commercialization of hazelnuts.
  • BNP Paribas Cardif on a joint venture negotiation with Scotiabank in Chile for the development of a bancassurance partnership, which involves the development of insurance solutions to be distributed through Scotiabank’s channels in Chile, Colombia, Mexico, and Peru.
  • Brookfield Infrastructure Partners on the sale of its participation in the urban highways Autopista Vespucio Norte and Túnel San Cristóbal, in successive operations to Globalvias, to infrastructure funds of CMB - LV Infraestructura III and Ardian, and to the infrastructure fund of Frontal Trust.
  • Consorcio Seguros de Vida and Moneda AFG on the negotiation of a pre-packaged reorganization agreement for the company AD Retail, and the granting of additional financing in the process of restructuring.
  • Bimbo Group, a Mexican company, on the acquisition of Alimentos Nutrabien, a Chilean company producing sweet snacks, owned by CCU.
  • Brookfield Asset Management on the sale of a 27.8% stake in Transelec to China Southern Power Grid International, a state-owned company, for USD1.3 billion.
  • Enel on the reorganization of its companies held in Chile, including the merger of Enel Green Power Latin America, Chilean subsidiary of renewable energy, into Enel Chile, Chilean subsidiary holding conventional energy assets. Simultaneously, on a tender offer of Enel Chile over Enel Generación Chile.
  • International Swap and Derivatives Association (ISDA), Goldman Sachs, Morgan Stanley, BNP Paribas, Barclays, JP Morgan, Scotiabank, Deutsche Bank and Citibank on contracting derivatives, repos and financial products.

AWARDS AND RECOGNITIONS

  • Named Lawyer of the Year in Private Equity (2022), Corporate Governance and Compliance (2021), Capital Markets (2019) and Corporate and M&A (2018), Best Lawyers.
  • Recognized in Corporate and M&A and in Capital Markets, Chambers Latin America.
  • Recognized in Corporate and M&A and Capital Markets, The Legal 500.
  • Recognized in Corporate and M&A, Capital Markets and Private Equity, Latin Lawyer 250.
  • Recognized in Corporate and M&A, IFLR1000.
  • Recognized in M&A, Who's Who Legal.
  • Recognized in Corporate and M&A and Capital Markets, LACCA.
  • Recognized in Banking and Finance, Capital Markets, Corporate and M&A, Corporate Governance and Compliance, Investment, Private Equity and Structured Finance, Best Lawyers.
  • Recognized in Corporate M&A, Banking and Finance and Restructuring and Insolvency, Leaders League.
  • Recognized in Corporate M&A and Capital Markets, Top Ranked Legal.

ACTIVITIES AND MEMBERSHIPS

  • Member of the legal group, ICARE.
  • Member of the Board of the Chile-Canada Chamber of Commerce.
  • Professor of Commercial Law, Universidad Católica de Chile.
  • Foreign associate, Shearman & Sterling, New York (1996-1997).

PUBLICATIONS

  • Author of specialized publications on corporate governance, merger and acquisitions, international finance among others.


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