Pérez-Llorca advises Promigas on acquisition of Zelestra renewable platform in Latin America

Pérez-Llorca represented Promigas, with Carey and Miranda & Amado acting as Promigas’ local counsel in Chile and Peru respectively, and Uría advising Zelestra as lead seller’s counsel. The transaction involved the acquisition by Promigas of 100% of the shares of the companies that own and operate Zelestra’s renewable generation platform in Latin America, with assets located in Colombia, Chile and Peru. The portfolio comprises a diversified set of renewable projects with a total contracted capacity of approximately 1.4 GW and an additional development pipeline exceeding 2.1 GW. The acquisition strengthens Promigas’s position in the regional renewable energy market and significantly expands its clean energy footprint across the Andean region. Pérez-Llorca advised Promigas on all legal aspects of the deal, which was carried out through a highly competitive sale process led by the seller. The firm supported the design and structuring of a complex cross-border acquisition spanning four jurisdictions, coordinated extensive due diligence with multiple advisors, and negotiated the binding share purchase agreement (SPA) with an emphasis on deal certainty while preserving a competitive commercial approach. The advisory scope also included negotiation of representation and warranty insurance (RWI) — a product still relatively novel in Latin America but commonly used in comparable European transactions — as well as the preparation and negotiation of the other transaction documents required to complete the acquisition. Pérez-Llorca represented Promigas with a team composed by: Ana Cristina Jaramillo (M&A partner, led the Colombia team), José Luis Suárez (M&A partner, Colombia) and Nasif Hamed (M&A partner, Spain). Carey acted as Chilean local counsel to Promigas for due diligence matters. Miranda & Amado advised Promigas as local counsel in Peru. Uría represented Zelestra as lead seller’s counsel with a team led by José Luis Suárez (M&A partner).

Pérez-Llorca advises Promigas on acquisition of Zelestra renewable platform in Latin America

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