July 2, 2013

Milbank Represents Colombia’s Largest Fuel Distributor, Organización Terpel, in Sale of Distribution Operations in Chile to Conglomerate Quiñenco SA for US$240 Million

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Transaction follows other major M&A work in South America

Milbank, Tweed, Hadley & McCloy has represented Colombia’s leading fuel distribution company, Organización Terpel, in the US$240 million sale of its Chile-based fuel distribution business to Chilean conglomerate Quiñenco SA. The acquisition of Terpel’s Chilean interests makes Quiñenco Chile’s 2nd-largest fuel distributor, with a 25% market share. In 2012 Quiñenco acquired the Chilean fuel distribution business of Royal Dutch Shell Plc.

The transaction resulted in Quiñenco (through affiliates Enex and Enex Inversiones) acquiring 100% of the equity of Petróleos Transandinos SA and Operaciones y Servicios Terpel Limitada, comprising more than 200 fuel service stations, 90 convenience stores, and a fuel distribution business serving retail and industrial customers.

Bogotá-based Organización Terpel, a subsidiary of Chile’s largest publicly traded company, Empresas COPEC SA, has approximately 40% of the Colombian fuel distribution market as well as operations in neighboring Ecuador, Peru, and Panama, and in Mexico.

The Terpel–Quiñenco transaction was initially blocked by Chile’s Tribunal de Defensa de la Libre Competencia, the country’s antitrust panel, requiring a highly unusual reversal by the Chilean Supreme Court to allow the acquisition to go through. A condition of the high court’s approval is that Quiñenco sell some of the service stations it obtained from Terpel.

The Milbank team was led by Global Securities partner Carlos Albarracín and Corporate partner David Wolfson and included associates Brian Murphy and John Timmerman.

“By finding a highly qualified buyer in Quiñenco, Organización Terpel avoids over-concentration in the Chilean market, while Quiñenco furthers its strategic growth in Chile. It’s another example of Milbank’s involvement in some of the largest and most innovative corporate deals in Latin America,” said Carlos Albarracín.

Milbank has been involved in other major Chilean-Colombian M&A deals in recent months. In late 2012, the firm represented leading Chilean retailer Cencosud in its $2.6 billion acquisition of French supermarket giant Carrefour’s assets in Colombia.

About Milbank

Milbank, Tweed, Hadley & McCloy LLP is a leading international law firm providing innovative legal solutions to clients throughout the world for more than 140 years. Milbank is headquartered in New York and has offices in Beijing, Frankfurt, Hong Kong, London, Los Angeles, Munich, São Paulo, Singapore, Tokyo and Washington, DC.

Milbank's Latin America Practice Group is one of the most successful and diverse in the region. The group’s attorneys have advised clients on some of the largest and most innovative transactions across the Americas. Attorneys in the group specialize in securities, M&A, project finance, private placements, litigation & arbitration.