Rebaza, Alcázar & De Las Casas

Firm Details:

Managing Partner: Alberto Rebaza

Number of partners worldwide: 23

Number of other lawyers worldwide: 80

Firm Overview:

Exceptional skills and experience in handling highly complex matters. Deeply committed to excellence and a super-pleasing client service makes Rebaza, Alcázar & De Las Casas different from any other firm.

Main Areas of Practice:

M&A:

The firm represented Enel on the USD 2.9 billion sale of its energy distribution business in Peru to China Southern Power Grid International and on the USD 1.4 billion sale of its energy generation business in Peru to the UK investment firm Actis; Entel on the joint venture with KKR and Telefonica for the operation of a fibre optic business in Peru through a subsidiary named Pangeaco; Grupo Ransa (part of the H.I.G. portfolio) on its merger with Transportes Centroamericanos del Futuro (TCF); Umicore on the sale of its 40% stake in Industrias Electroquímicas (IEQSA) to Zochem; the shareholders of Termochilca on the sale of 100% of the client’s shares to Compañía Eléctrica El Platanal (CELEPSA); and GlobalLogic on the acquisition of Hexacta.

Arbitration & Litigation:

Experienced in complex sensitive controversies, both in the judiciary and in arbitration (local and interna- tional) in a wide range of matters such as commercial contracts, corporate disputes, and administrative litiga- tion, and concession and infrastructure contracts. The team differentiate from others in its strategic and com- prehensive view of controversies supported by experts in M&A, securities, tax and infrastructure matters.

Banking & Finance:

The firm represented Edpyme Acceso Crediticio, on a US$ 210 million debt restructuring agreement, with 19 international lenders; Glencore Canada Corporation, on the aggregate US$ 170 million refinancing of Trevali Mining Corporation’s debt; Pandion Mine Finance LP and RiverMet Resource Capital LP, on a US$ 150 million term loan credit agreement, granted by BlackRock group; Pesquera Hayduk, on a US$ 100 million credit facility granted by a syndicate composed by DNB Bank ASA and Coöperatieve Rabobank U.A.; Nexa Resources Peru on a US$ 100 million credit facility granted by JPMorgan Chase Bank; Inversiones Educa and Toulouse Lautrec, on the S/ 262 million syndicated loan granted by Scotiabank and Banco Santander; among other challenging transactions with significant players such as San Fernando, Ecopacking Cartones, Stracon GyM, BBVA and Danper.

Capital Markets:

The firm represented Nexa Resources, on the tender offer launched in the international market for notes due 2023 up to an amount of US$ 343 million, and Hudbay Minerals, on the US$ 600 million issuance of senior unsecured notes (both under Rule 144-A/Reg. S); HMC SAFI in the launch of two investment funds, both up to US$ 250 million; Andino Capital and Inversiones Portuarias, in the structuring of a US$ 50 million private fund; Administradora Jockey Plaza, on the re-negotiation of its First Corporate Bonds Program, up to US$ 150 million; among other challenging transactions with significant players such as Goldman Sachs, Morgan Stanley, Banco Bradesco BBI, BB Securities Ltd., Santander Investment Securities, Scotia Capital (USA) Inc., Fondo Mivivienda and Banco Ripley.

Restructuring & Insolvency:

The firm represented GyM SA (now Cumbra Perú S.A.) in the negotiations and execution of a private restructuring plan with some of its main suppliers in order to swap the unpaid commercial debt into private commercial notes (US$70 million); Peruvian subsidiaries of Automotores Gildemeister SpA (Chile) in the restructuring of the liabilities of their holding under a Prepacked Chapter 11 of the Bankruptcy Code of the United States of America (US$550 million); San Fernando S.A. in in the private restructuring of its financial debt (US$41 million) and OBRAINSA in its preventive insolvency proceeding (US$100 million), among others (confidential).

Infrastructure and PPPs:

Counsel to BBVA and other lenders in the €320 million project financing granted to Nabiax, one of the world’s first sustainable transactions in the data technology sector; Stonepeak Partners in the USD 2,700 million acquisition of Lumen Technologies an optic fiber and data center operator in Peru, Argentina, Brazil, Chile and other countries; Independent Legal Expert for an international arbitration dispute before ICSID related to infrastructure and renewable energy projects in Peru; International Finance Corporation, as permitted creditor, in the negotiation of the amendment to APM Terminals’ concession for the expansion of the Callao Multipurpose Port; Nexa Resources in the plan and the infrastructure required for the integration of its under-ground mining operations; Proinversion, the Peruvian Private Investment Promotion Agency, in the Public Private Partnership - PPP standardized template agreement to be used in future PPP projects in Peru.

Labour:

The firm represents Tecnológica de Alimentos SA, Telefónica del Perú SAA, QUIMPAC SA, Monster Bev- erage Company Peru SRL, DP World Callao SRL, LATAM Airlines Peru SA, Aenza Group, Inspire Group and Hispasat Peru SAC. The firm is highly active in legal advisory, litigations, administrative inspections, internal investigations and sexual harassment prevention.

Mining:

Counsel to Glencore in its offtake, royalty and other trading and commercial mining-related agreements in Peru; Nomad Royalty Company in the evaluation of silver stream investments in Peru; Initial Purchasers in the USD 500 million international debt offering made by Nexa Resources a leading zinc and silver mining company in Brazil and Peru; Hudbay Minerals in its USD 600 million international debt offering; Hudbay Peru in the acquisition of mining equipment and agreements with local communities related to the Constancia copper mine; Nexa Resources in the potential integration of its under-ground mining operations; Pandion Mine Finance in the restructuring and mining royalties related to the Invicta gold project located in Huaura, Peru; Volcan in regulatory and ESG matters related to its Cerro de Pasco, Yauli and other projects in Peru; Glencore in the USD 170 million refinancing of Trevali’s operations in the Santander mine in Peru and other projects in Africa; Yankuang Group in the evaluation of a potential investment in gold mining projects.

Private Clients:

The firm embraces both succession and wealth plan- ning. The team brings tailor-made solutions to clients, addressing their specific personal and financial needs, developing personalized structures for the manage- ment, protection and preservation of their assets and businesses. The team designs and sets up local and foreign investment structures including local or for- eign trusts, investment funds and private companies’ contributions.

Tax:

The firm advises clients in all kind of industries and sectors particularly regarding finance, capital markets, retail, telecommunications, infrastructure, energy and government entities matters. The team designs and evaluates tax structures for local and cross border transactions in M&As, project finance, acquisition finance and corporate reorganizations. Tax planning in investment funds, local and foreign trusts, focused on optimizing the investor’s return. Highly active representing contentious and non-contentious tax procedures before the Peruvian Tax Authority.

Venture Capital:

The firm's Venture Capital & Technology department has become one of the most active and well renowned departments in the market, representing anywhere from startups and fast growth-stage companies throughout their business life cycle, to matured international technology corporations with operations in the country in a broad range of areas as M&A, regulatory matters, commercial and technology contracts and transactions, IP, data privacy, dispute resolution, among others. In recent experience, the firm has represented Chazki Holdings Inc, (delivery start up), in the closing of its Series A round with the participation of Talipot Holding Group and Falabella Group; Grupo Crédito SA and Banco de Crédito del Peru, in the acquisition of an equity stake in Comercio Digital Integral SAC, "Lumingo"; Grupo Crédito SA in the acquisition of an equity stake in Wally POS SAC; and Facebook in the investment made, along with IDB Invest, Telefónica and CAF, to "Internet para Todos" project, for wireless internet services in Peruvian rural areas.