Francisco Ugarte

(The following information was supplied by the firm)

Partner of Carey and co-head of the firm’s Corporate / Mergers & Acquisitions / Capital Markets / Banking & Finance Group. His practice focuses on advising international and local clients in mergers and acquisitions, including tender offers, auction processes, acquisitions of companies and assets, negotiated transactions, joint ventures, private equity transactions, securities and debt offerings, derivatives, project financing and development, representing both corporations and financial institutions.

REPRESENTATIVE EXPERIENCE

• Tianqi Lithium Corporation (Tianqi) on the acquisition of a 24% stake of Sociedad Química y Minera de Chile (SQM) for USD4.066 billion. Carey’s advice included the participation on a competitive sale process, negotiation of the purchase agreement and related contracts, an investigation by the National Economic Prosecutor’s Office (FNE) and the successful negotiation of a settlement agreement with the FNE, the approval of such settlement by the Antitrust Court, the successful defense of a constitutional claim before the Constitutional Court and the award of 62.5 million SQM Series A shares in a public and competitive auction on the Santiago Stock Exchange (SSE), the largest transaction in the history of the SSE and one of the largest M&A deals in Chile.
• IFM Investors on the sale of Pacific Hydro, a renewable energy company with assets in Australia, Chile and Brazil, to State Power Investment Corp. of China. This deal was recognized as Cross-Border M&A Deal of the Year (2016) by Latin Finance.
• Danone, a French multinational food company, on the sale of its subsidiary to Watt’s, a Chilean listed company.
• Mesoamerica, a leading M&A advisory and private equity firm in Latin America focused on Central America and the Andean Region, on the due diligence process and acquisition of a majority stake in Unifood, a leading group in the Chilean fast-food industry. Unifood owns and operates brands such as Pedro Juan & Diego, Pollo Stop, Fuente Nicanor and XS Market, with more than 120 stores in Chile.
• Banco de Crédito e Inversiones on the acquisition and regulatory approval before the SBIF, Chilean Central Bank and the Federal Reserve, of 100% of the City National Bank of Florida (CNB), the second largest bank in Miami, for USD946.9 million, Chilean largest investment in the United States and subsequently, through the latter, on the acquisition of TotalBank, a Spanish bank based in Miami, for USD528 million, making CNB the third largest bank in the state of Florida.
• Barrick Gold Corporation on the sale of a 50% interest in the Zaldívar copper mine in Chile to Antofagasta PLC for USD1.005 billion.
• Triton, a private equity investment firm, on the sale of Compo Expert to XIO Group, an alternative investments firm with research arms in Hong Kong, London and Shanghai.
• Alpek, a Mexican petrochemical company, on the acquisition of Aislapol, the leading converter of expandable polystyrene (EPS) with 40 years of history in Chile, to BASF, the world’s leading chemical company.
• Scotiabank Chile on the negotiation of a 15-year business alliance between Cencosud, Cencosud Retail and other Cencosud subsidiaries for the joint furthering of the consumer finance business in Chile.
• Bain Capital on the acquisition of Atento, the largest call center company in Latin America, from Telefónica España for a global amount of €1.039 million, and on the international financing of the acquisition.
• Canada Pension Plan Investment Board on the acquisition of a 49.99% stake in Grupo Costanera, the Chilean unit of motorway operator Atlantia, for USD1,125 million.
• Alicorp, a Peruvian company and regional leader in the preparation of mass consumption products, industrial supplies and animal nutrition food, and part of the Peruvian conglomerate “Grupo Romero”, on the acquisition of 100% of the local fish feed company Salmofood.
• J.P. Morgan Chase Bank on a USD2.5 billion loan granted to Cencosud, Chile’s largest retailer, for the acquisition of Carrefour in Colombia.

AWARDS AND RECOGNITIONS

• Recognized in Corporate and M&A, and in Capital Markets, Chambers Latin America.
• Recognized in Corporate and M&A; Banking and Finance; Capital Markets and in Mining & Metals, Latin Lawyer 250.
• Recognized as Best Individual Lawyer in Derivatives and in Mergers and Acquisitions in Chile, Client Choice (2012, 2014 and 2018).
• Recognized as Thought Leader in Corporate and M&A, and in Capital Markets, LACCA.
• Recognized in Banking and Finance and Corporate and M&A, IFLR1000.
• Ranked as one of the leading corporate lawyers in Chile under the age of 40, Latin Lawyer (2003).
• Recognized in Banking and Finance, Capital Markets, Corporate and M&A, Derivatives, Insolvency and Reorganization, Investment, Private Equity, Project Finance and Development and Structured Finance, Best Lawyers.
• Recognized in M&A and Mining, Who’s Who Legal.
• Recognized in Corporate and M&A, The Legal 500.

ACTIVITIES AND MEMBERSHIPS

• Member of the Board of SQM, Votorantim Andina and Compañía Industrial El Volcán.
• Professor of the LL.M. program, Universidad Católica de Chile (since 2010).
• Vice chair of the Latin America & Caribbean Committee (2017-2018, 2018-2019 and 2020-2021) and vice chair of the M&A Joint Venture Committee (2020-2021) of the International Law Section, American Bar Association (ABA).
• Member of the International Bar Association.
• Professor of Corporation Planning and M&A, Universidad Adolfo Ibáñez (2009-2012).
• Professor of Business Organization, Universidad del Desarrollo (2009).
• Foreign associate, Project Development & Finance Group, Shearman & Sterling, New York (2001-2003).
• Member of the Chilean Bar Association.

PUBLICATIONS

• Co-author of the Chilean chapter in ICLG – Derivatives, Global Legal Group (2020).
• Author of the Introduction “Legal innovations that foreign investors should be aware of”, ILFR Guide (2014).
• Co-author of “Secured Transactions South of the Border: Chilean Highlights and Recent Developments”, Conference on Consumer Finance Law, Quarterly Report, Oklahoma City University Law School (2012).
• Author of the Chilean chapter in “Essentials of Merger Review”, International Antitrust Committee, American Bar Association (2009).
• Co-author of the Chilean chapter in “Merger Control Worldwide”, Cambridge University Press (2005).
• Contributor in several legal reforms promoted by the Chilean government and other non-governmental entities, including the NCG 30’s reform by the Insurance and Securities Commission regarding the registration of securities and debt offerings; the new regulation on corporations; the new law that facilitates the registration of a new business and the code for the certification of mining projects that seeks to facilitate the financing and IPO of new and junior mining companies; among others.

SEMINARS

• Frequent lecturer on various corporate finance, securities, M&A, private equity and corporate governance topics in seminars and conferences organized by the ABA, Latin Lawyer and the Chilean Bar Association, among others.

RELATED AREAS

• Mergers and Acquisitions
• Private Equity
• Capital Markets
• Banking and Finance
• Insolvency, Bankruptcy and Restructuring
• Government Procurement

EDUCATION

• Law, Universidad Católica de Chile.
• LL.M., The University of Chicago Law School (2001).

ADMISSIONS

• Chile (1996).

LANGUAGES

• Spanish.
• English.