The second stage of the reorganisation of Enel's Latin
American assets has been concluded, which sees Chilectra
Américas and Endesa Américas merge into Enersis
Cariola, Díez, Pérez-Cotapos & Cía Ltda is
advising Enel; Philippi Prietocarrizosa Ferrero DU &
Uría (Chile) is assisting Enersis; Carey is acting for
Chilectra; while Claro & Cía represents Endesa.
Chadbourne & Parke LLP is advising on the reorganisation from
Enersis Américas will control Enel's Latin American
electricity power generation and distribution subsidiaries,
including in the following countries: Argentina, Brazil, Chile,
Colombia and Peru.
Shareholders approved the transaction on 28 September.
The restructuring of Enel's Latin American assets is aimed
at strengthening the Italian company's focus on renewable
energy projects in the region as it shifts its attention away from
Italy and Spain.
Enel faced strong opposition from some minority shareholders,
mainly pension funds, who filed legal actions and remedies before
the Chilean courts and securities regulator. The Santiago Court of
Appeal ruled that the merger should be treated as a related-party
transaction, contradicting the opinion of the securities
"This is the first time in Chile that a merger also has to
be approved as a related-party transaction, which meant that
additional corporate approvals and revisions, as well as
independent expert opinions were required," says Carey's
Italian utilities company Enel got shareholder approval to
separate its Chilean operations from its other Latin American
divisions in December 2015.
The company then went about separating Chilean electricity
distributor Chilectra into Chilectra Chile and Chilectra
Américas. It repeated the process for parent company Enersis
and Endesa, which focuses on electric power generation.
Counsel to Enel
In-house counsel – Julio Faccio, Joaquín Valcarcel,
Rafael Fauquié and Jorge Román
Cariola, Díez, Pérez-Cotapos &
Partners Francisco Javier Illanes and Juan Antonio Parodi,
senior counsel Luis Oscar Herrera and associate Marco Antonio
Counsel to Endesa
In-house counsel – Borja Acha, Ignacio Quiñones,
Humberto Bermudez and Diego Perales
Claro & Cía.
Partners Felipe Larraín and José Luis Ambrosy
Counsel to Enersis
In-house counsel – Domingo Valdés, Mónica
Fernández and Gonzalo Carreño
Philippi Prietocarrizosa Ferrero DU & Uría
Partners Juan Francisco Gutiérrez and Federico Grebe, and
associates Constanza Silberberg and Florencia Esquerré
Counsel to Chilectra
In-house counsel – Gonzalo Vial and Horacio
Partners Alfonso Silva and Salvador Valdés, and
associates Cristián Figueroa and Raimundo Honorato
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