Deal description

Guerrero Olivos assisted Telefónica Group in a major corporate restructuring process worth EUR3.5 billion. The restructuring was made to simplify the corporate structure, reduce costs and move forward to a more efficient business platform.

The first step included the merger of Telefónica Chile S.A. with its affiliate, Telefónica Larga Distancia S.A.; the second step included the division of another company of the group, Inversiones Telefónica Móviles Holding S.A., into two corporations, its legal successor and Inversiones Telefónica Móviles Holding S.A. and "Towerco Latam Chile Holding S.A.". Subsequently, we divided Telefónica Móviles Chile S.A., mobile telephone operator of the group, in its legal successor, Telefónica Móviles Chile S.A. and in Towerco Latam Chile S.A., to which several assets were transferred. Also, in September 2016 as part of the corporate restructuring process and to capitalize the group’s debts, we agreed a debt restructure and a capital increase in one of the companies.

We also assisted Telefónica in the dissolution of a private investment fund and its managing company, liquidating the fund, and transferring assets and debts to its sole contributor.

The third stage of the corporate restructuring process included the merger of Telefónica Móviles Chile S.A. with its holding company. The first company, as securities issuer, was duly registered with the Securities Registrar of the Securities and Exchange Commission, and as it had issued bonds in the past, the holding company had to be also registered with the Securities Registrar. This was a pre requisite for the merger.

This was a very complex and challenging operation from a regulatory angle. Some companies of the group are subject to strict regulation of the Securities and Exchange Commission and we had to deal with fulfillment of strict requirements and deadlines. Also, we had to consult with the Competition Court which authorized the reorganization process. It was an intense work considering the size and amount involved in the restructuring process, and Telefónica’s leadership position in the telecoms market. Also, this process had to be done in a restricted period of time, implying permanent coordination with the legal department of Telefónica Group, which finally traduced in a successful work.

Counsel lists

Counsel to Telefónica Group: Guerrero Olivos: Jorge Delpiano, Partner, email: [email protected]; Senior Counsel Miguel Coddou, email: [email protected]; and associates César Gálvez, email: [email protected] and Sebastián Marambio, email: [email protected]

Telefónica Group’s in-house counsel: Gladys Fuentes, CLO, Claudio Monasterio, in-house counsel and Vicente Pocorobba.

Date of closing

May 2, 2017

Deal value

€3.500.000.000.000