Sullivan & Cromwell LLP

S&C has played a prominent role advising clients in Latin America for more than 100 years, dating back to the creation of the Panama Canal in the early 1900s. Since then, the Firm has been involved in major milestones in corporate, financial and sovereign transactions, as well as in major arbitrations, litigation and investigations.

Unlike most firms, we view our Latin America practice from a global perspective, instead of as an isolated regional practice. Clients who engage S&C for their Latin American matters benefit from the resources of our entire Firm. We field multidisciplinary teams of lawyers with the ideal skills and experience necessary for our clients and we approach each matter in Latin America with a pragmatic focus on the commercial context.

Our broad and deep knowledge, coupled with the Firm’s decades-long relationships with Latin America’s top law firms, provides S&C clients with seamlessly integrated service. Our team includes lawyers who are native to the region, are fluent in local languages and understand relevant political and economic dynamics. Our Visiting Lawyer Program, which celebrated its 75th anniversary in 2024, further enhances the strong ties we have built with firms in the region.

Capital Markets and Sovereign Finance

• Federative Republic of Brazil – As regular underwriters’ counsel, advised on the nation’s first sustainable bond issued to international investors
• Republic of Colombia – As regular underwriters’ counsel, advised on the nation’s largest ever issuance of international bonds, totaling more than $3.6 billion
• Republic of Panama – As regular underwriters’ counsel, advised on the nation’s largest ever bond offering in history, totaling $3.1 billion
• Province of Buenos Aires – Dealer managers in its exchange offer
• United Mexican States – As regular underwriters’ counsel, advised on the nation’s largest SEC-registered bond offering in history, totaling $7.5 billion
• Ongoing transactions for a range of corporate issuers, including Antofagasta, Bancolombia, Cementos Argos, Empresas CMPC, Popular, Tenaris and Ternium

M&A, Joint Ventures and Takeover Defense

• AT&T – Sale of Vrio Corp. to Grupo Werthein, among other transactions in the region
• Carrefour – $1.3 billion acquisition of Grupo BIG Brasil
• Delta Air Lines – Strategic partnership with LATAM Airlines
• Grupo SURA – Several matters related to successive unsolicited tender offers for shares of Grupo SURA and other companies in which Grupo SURA holds significant shareholdings
• Sumitomo Metal Mining and Sumitomo Corporation – Sale to South32 Limited of their collective interest in the operating company for Chile’s Sierra Gorda copper mine for up to $2.2 billion
• TheNotCompany – Joint venture with The Kraft Heinz Company

Litigation and Arbitration

• Corporación Nacional del Cobre de Chile (CODELCO) – ICC arbitration and ICSID arbitration against a Latin American sovereign and the state- owned mining company arising from one of the largest copper mining projects in the world
• Grupo México – Obtained dismissal of all claims in a derivative action
• Sempra Energy – Represented the company’s Mexican subsidiary in a victory before an ICC tribunal that rejected a bid by Shell and Gazprom to terminate agreements for the use of an LNG storage facility in Mexico

Project Development & Finance

• Minera Esperanza/Centinela – The largest-ever mine project in Chile, financed during difficult market conditions
• Minera Escondida – The first new money project financing into Latin America following the 1982 debt crisis; S&C continues to advise on financing matters
• Mina Justa Copper Project – $900 million financing for the development of the $1.77 billion Mina Justa copper project in Peru
• Teck Resources and Compañía Minera Teck Quebrada Blanca – $2.5 billion financing for the Quebrada Blanca Phase 2 copper project in Chile
• Lundin Mining Corporation – in connection with its and BHP’s definitive agreement with Filo Corp. to jointly acquire 100% of Filo’s issued and outstanding common shares not already owned by Lundin Mining and BHP; BHP’s acquisition of a 50% interest in the Josemaria Project; and the 50/50 joint venture between Lundin and BHP to hold and develop these assets

Finance & Restructuring

• Alperton Capital – Strategic cross-border bankruptcy advice regarding Constellation Group’s Chapter 15 cases, including in an ICC arbitration
• Argentina Debt Restructuring – Advised the international dealer managers in the $102.5 billion sovereign debt restructuring of the Republic of Argentina
• BHP Brazil – Joint venture with Vale S.A. in Samarco Mineração S.A. in Samarco’s judicial reorganization
• Government of Belize – An innovative debt-for-nature swap that made it the first country in the Americas to complete a debt conversion that will fund ocean and marine life
• Investigations
• Argos USA – Favorably resolved a DOJ antitrust investigation into the U.S. subsidiary of Colombia-based Cementos Argos, and related antitrust class action litigation
• FIFA investigations – Advising a financial institution with banking relationships with persons and entities connected to the FIFA investigations
• Tenaris SA – Helped resolve an investigation by the U.S. Securities and Exchange Commission related to Petrobras; the U.S. Department of Justice agreed to close its investigation without any criminal penalty

Estates and Personal

• Extensive representation includes the creation of offshore trusts, foundations and companies designed to retain control of various family-owned entities and to make assets available to the greatest extent to family members who are or may become U.S. persons, while limiting U.S. income, gift and estate taxation.
• Work closely with the Firm’s transactional lawyers on family office investments and other commercial matters.