Torres Unidas’ acquisition by Andean Tower Partners
Deal description
Guerrero Olivos assisted multinational private independent operator of wireless communications infrastructure Andean Tower Partners, owned by private equity fund Digital Bridge (which has over USD3 billion in assets under management on a broad range of communications infrastructure companies), in the acquisition of Torres Unidas, owned by private equity fund Berkshire Partners.
Our corporate group was in charge of the transaction as a whole, including a thorough due diligence process, the negotiation of the SPA, the incorporation of a new investment vehicle, the financing process and the refinancing of existing debts of Torres Unidas.
On the other side, Barros y Errázuriz assisted Berkshire Partners, owner of Torres Unidas, which holds a portfolio of more than 1600 towers located in urban, peripheral, highways and rural zones in Chile, Peru and Colombia.
Complexity to this project was that it was multijurisdictional, so coordination with other law firms was crucial. Also, we created an acquisition structure that included several steps in order to avoid contingencies and get the deal done.
In connection with the financing process, it was a challenging transaction due that we had to deal with the financing process in a very short term. This included the negotiation and closing of short term financing for disbursement of acquisition price and the renegotiation of long term debts of the acquiring company, both requiring collateral perfected under Chilean law.
Considering that the companies’ industry is highly regulated, it was also very demanding from a regulatory angle. Our regulatory and TMT groups had to deliver a detailed analysis of the permits of local towers and all of the steps that must be fulfilled for transfer and closing of the transaction.
Counsel lists
Counsel to ATP: Guerrero Olivos
Leading partner Roberto Guerrero V. Partners José Gabriel Undurraga, Martín Santa María and Clemente Pérez.
Senior counsel Miguel Coddou. Senior associates Macarena Ravinet, Tomás Kubick, and José Miguel Prieto.
Associates: Tomás Montes, Santiago Bustos, Martín Cox, Macarena Gaitán, Jocelyn González, Josefina Hübner, Antonia Ibarra, Alejandra Leiton, Matías Ríos, Magdalena Urquidi and Joaquín Valenzuela.
Foreign counsel to ATP:
- Linklaters in New York and Madrid. Leading partner Alberto Luzarraga
- Dentons Cárdenas & Cárdenas in Colombia. Leading partner Eduardo Cárdenas
- Payet, Rey, Cauvi, Pérez in Perú. Leading partner José Antonio Payet
Counsel to Berkshire Partners: Weil Gotshal.
Partner Mark Schwed and associate Katherine Meister Ruf
Counsel to Berkshire Partners in Chile: Barros y Errázuriz. Leading partner Bernardo Simian. Partner Carola Trucco, senior associate Sergio Eguiguren and associate Francisca Ossa.
Counsel to Berkshire Partners in Peru and Colombia: Garrigues. Partner Felipe Quintero in Bogotá and Sergio Amiel in Lima
Counsel to Scotiabank: PPU Legal Leading partner Marcelo Armas.
Date of closing
11/12/2017 (acquisition and first financing) 15/12/2017 (refinancing)
Deal value
CONFIDENTIAL
Jurisdictions involved
Chile, New York, Peru and Colombia