1. Deal Description
Telefónica has signed an agreement with Asterion Industrial Partners, leading independent investment management firm, for the contribution of four Data Centers (DCs) currently owned by the Telefonica Group (two in Spain and two in Chile) to Nabiax, Colocation and Housing service provider and owner of the eleven Data Centers sold by Telefónica in 2019.
Guerrero Olivos represented Telefónica in Chile. Their corporate/M&A and regulatory teams assisted Telefónica Chile in the due diligence and in the negotiation and execution of the agreements in Chile, in relation to the global transaction.
Because of this contribution, Telefónica Infra will receive a 20% stake in Nabiax, establishing an important strategic partnership with the company’s current shareholder, Asterion and its coinvestors, who retain the remaining 80% of the share capital.
The transaction includes an agreement for housing services in the four DC’s under equivalent terms and conditions as those established in the prior transaction (initial term of ten years). The transaction does not include the sale of servers owned by Telefónica, nor the management and access to customers hosted on them. Telefónica will therefore continue to provide and manage the services that it has been offering to its customers from these DCs and will maintain the direct relationship with such customers.
The agreement announced in May allows Telefónica to crystallize the value of its infrastructure assets, while preserving intact Telefónica’s commercial positioning, client relationships and leadership in cloud, hosting and housing services provided to corporate customers.
Additionally, through the 20% stake that Telefónica Infra will hold in Nabiax, Telefónica retains exposure to a global data center platform with attractive growth prospects participating in the company's value upside.
Furthermore, Nabiax and Telefónica will continue developing their existing commercial cooperation and will explore new joint business opportunities, such as new services, edge computing and data centre automation.
Closing of the transaction is subject to the corresponding regulatory approvals and certain administrative procedures and is expected to take place in two phases (one in relation with the Spanish DCs and a second one in relation with the Chilean DCs).
2. Counsel list
Counsel to Telefónica in Chile: Guerrero Olivos
Leading partner: Jorge Delpiano
Partners: José Gabriel Undurraga and Sebastián Abogabir
Senior Associates: César Gálvez, Sebastián Marambio and Tomás Rosemary
Associate: Maximiliano Reyes
International counsel to Telefónica: Uría Menéndez
Madrid
Partners: Rafael Núñez-Lagos de Miguel and Antonio Guerra
Counsel: David Lopez Velázquez and Alex Bircham
Associates: Adrián Lozano, Carla Alonso Cogollos, Andrea Sandi, Rachel Brown, Pablo Fernández, and Miguel Ángel Buitrago
Brussels
Associate: Alberto Pérez
Telefónica’s in-house counsels:
Madrid: David Giner Garcia and Elimena Junquera Blanco
Santiago, Chile: Claudio Monasterio Rebolledo and Mercedes Carafi Uriarte
Counsel to Nabiax: Clifford Chance
Madrid and Barcelona
Partner: Javier Amantegui
Counsel: Carme Briera and Maria Begoña Barantes
Associates: Javier Olabarri, Regina Camacho, Lucía Herrero, Andrés Tirado, María de Arteche, and María Sabau
London
Partner: Georgia Demeure
Associate: Álvaro Cabaleiro
Carey (Santiago, Chile)
Partner: Jorge Ugarte
Associates: Alejandra Daroch, Manuel José Barros, Tomás Varela, Pamela Morales, Beatriz Holmgren, Francisca Hernández, Domingo Russi, Daniela Soto, and Alicia Corbo
3. Date of closing
Closing of the transaction is subject to the corresponding regulatory approvals. Signing in Chile took place in 07/05/2021
4. Deal Value
USD120 million
5. Jurisdictions involved
Spain and Chile