Empresas Carozzi S.A. Bresler and Melevi acquisition from Unilever

1.      Deal Description

Guerrero Olivos represented leading food company in the market, Empresas Carozzi S.A. (“Carozzi”) in the acquisition of all the assets from Unilever Chile Limitada and Unilever N.V. (jointly “Unilever”), for the manufacturing and commercialization of ice cream in Chile, also acquiring well known ice cream brands Bresler and Melevi, and the international license of the trademarks for their use at a local level.

Our corporate/M&A teams where in charge of the whole transactions. In addition, our labour, real estate, intellectual property and regulatory teams worked alongside with the corporate group in the due diligence in different stages of the transaction. 

This is a relevant transaction for our client since it enters the market with a new business unit (ice creams and frozen food).

The transaction had several complexities:

It took more than 2 years to close the deal due to the different position of the parties and several issues that were developed through this period, each of which had to be negotiated. In addition, the transaction was strongly affected by the social crisis in Chile and the world pandemic, a sanitary emergency never seen in the last 100 years, which made the negotiation even more complex.

Carozzi and Unilever executed a frame agreement for the acquisition of the business, and the closing and final acquisition was subject to the fulfilment of several conditions, which were renegotiated within the timeframe the frame agreement was executed and the final closing of the  deal.

Unilever coordinated the negotiation and decision-making process through their law firm in London, which made us negotiate with both Baker & Mackenzie in London and Chile.

Finally, the closing of the transaction took place in the middle of the sanitary crisis and with a mandatory lockdown in Santiago which required a lot of flexibility and coordination with all the parties involved.

2.      Counsel list

Counsel to Empresas Carozzi S.A.: Guerrero Olivos

Partners: Jorge Delpiano and Macarena Ravinet

Associates: Sebastián Marambio, Matías Ríos and Antonia Namur

IP lawyers: Dellafiori Abogados

Partner: Enrique Dellafiori

Counsel to Unilever:

London: Baker Mckenzie

Partner: David Scott

Associate: Anthony Pisarski 

Chile: Baker Mckenzie Chile

Partner: León Larraín

Associate: Cristóbal Larraín 

In-house counsel: Barbara Leighton, senior legal counsel of Unilever Chile

3.      Date of closing

15/07/2020

4.      Deal Value

USD21 million

5.      Jurisdictions involved

UK and Chile