Consolidated Group del Peru S.A.C. and Offshore Foreign Group Inc., as sellers, and Steel Eagle Enterprise Inc., as buyer, executed a Shares Purchase Agreement, in which the buyer acquired 100% of the shares issued by Talara Catering Service S.A.C., a company dedicated to the provision catering services to oil companies operating in Peru’s the northwestern region. The amount of the transaction is confidential. In addition, several Services Agreements through which purchasers agreed to continue providing services to the customers Talara Catering Service S.A.C. up to 5 years were executed. García Sayán Abogados acted as counsel of the sellers in the negotiation and execution of the Shares Purchase Agreement as well as the Service Agreements. (April, 2013)
Southern Peaks Mining Peru S.A.C. as purchaser and Urion Worldwide Investments, Ltd., a Trafigura subsidiary as seller, entered into a Share Purchase Agreement (“SPA”) whereby the purchaser acquired the 100% of the shares owned by the seller in Compañía Minera Condestable S.A., a Peruvian mining company. Such shares are equivalent to 98.73% of the total outstanding common shares issued by Compañía Minera Condestable S.A. The value of the deal was: US$ 70 million plus 98.6833% of the Signing Net Debt and of the Working Capital Adjustment, as such terms are defined in the SPA, and the Closing Date was July, 2013. García Sayán Abogados has acted as local counsel for the purchaser. (June 2013)
García Sayán Abogados advised Oban Exploration Limited and its Peruvian subsidiary Oban S.A.C. in the negotiation and execution of a private placement of shares of Oban Exploration Limited and an Option Agreement of the Marcahui Project with Teck Resources Limited and its Peruvian subsidiary Teck Perú S.A. The firm’s participation included intense negotiations of the several documents before mentioned with the Canadian and Peruvian corporate legal advisors of Teck Resources Limited and Teck Peru S.A. The Private Placement has been executed in Canada and the Option Agreement was executed in Peru. (September 2013)
Our Partner Diego Calmet was appointed as Chairman of the Board of Creditors of Doe Run Perú S.R.L, one of the biggest mining processing companies in Perú. This is the most important restructuring proceeding currently on going in Peru.
García Sayán Abogados advised Pacific Rubiales Energy Inc. through its subsidiary Pacific Off Shore Peru S.R.L., in the negotiation and execution of the Assignment of 49% of the interest in the License Contract for the Exploration and Production of Hydrocarbons in Block Z-1. This transaction was a consequence of the acquisition by Pacific Rubiales Energy Inc. of one of the subsidiaries of BPZ Resources Inc. which was completed in 2012. (January, 2013)
García Sayán Abogados assisted Hess Peru Inc. in the negotiation and execution of a Purchase and Sales Agreement of its interest and assets in Block 64 to Petróleos del Perú S.A., together with the Assignment of the License Contract for the Exploration and Production of Hydrocarbons in Block 64. (January and April, 2013)
García Sayán Abogados advised Compañía de Minas Buenaventura S.A.A., ADRs listed in the New York Stock Exchange, in the transfer of its Mining Project – Ishihuinca which includes one benefit concession and three mining concessions and assets related to the Ishihuinca Project. (June 2013).
García Sayán Abogados assisted Sociedad Nacional de Industrias (main business association of industrial companies), in the application of countervailing duties for the import of cotton from the U.S., the value being estimated in US$ 20 million per year. We have obtained a Resolution of the National Competition Authority (INDECOPI), denying the application of countervailing duties to the cotton imported by the local textile industry from the United States of America. (January 2014)
García Sayán Abogados assisted MDIF in a loan to TV Ciudadana with the security on a broadcasting license (drafting of loan agreements, investment agreement, due diligence on broadcasting license, draft security documents, applications to get Governmental approval of the transfer of the license, etc.). The amount is confidential. (November 2013)
García Sayán Abogados assisted DEG in a loan for Eur 19,500,000 to Sociedad Agrícola Virú S.A. One of the major companies in the agricultural industry is one of the main producers of asparagus and artichokes in the country. (November-December 2013)
García Sayán Abogados advised PROPARCO, a French entity in the Facility to Pontificia Universidad Católica del Perú in the granting of a loan agreement, due diligence on real estate, environmental, insurance and corporate issues among other matters. The matter value is US$ 25 million. (December 2013)
García Sayán Abogados lawyers were part of the negotiating team of Compañia de Minas Buenaventura who managed the closure of collective bargaining with Uchucchacua Mining Units. Uchucchacua is one of the major mining units of the Company; its mainly production is silver. In Uchucchacua works more than 2400 people. The agreement reached is valid for one year. (May 2013)
García Sayán Abogados, is a signatory of the Pro Bono Work Declaration promoted by the Vance Center of the Bar of the city of New York and is a founding member of the Alianza Pro Bono, an association of seventeen Peruvian firms created to promote and organize the Pro Bono work. Our partner, Alberto Varillas, was appointed as a member of the Alianza’s Board of Directors. As an acknowledgement to its efforts towards the Pro Bono work, García Sayán Abogados has been selected as one the Leading Lights in pro bono work by Latin Lawyer magazine and the Vance Center.
During 2013, the following attorneys joined the García Sayán Abogados professional team:
Adolfo Sanabria, Senior Associate. Mr. Sanabria advises both local and international companies in the areas of consulting, litigation, and tax planning. Formerly with Ernst & Young, he mainly focuses on corporate tax advisory to national and international corporations. Mr. Sanabria is an author of several articles regarding tax issues in several specialized national magazines and newspapers. Mr. Sanabria is a lawyer graduated from the Universidad de Lima (2004), speaks English and is a member of the Lima Bar Association.
Maríapía Sáenz, Associate. Ms. Sáenz specializes in Tax and Administrative Law. Her practice concentrates in the advising to local and foreign investors in administrative and tax procedures and other subjects related. Ms. Sáenz is a lawyer graduated with honors from the Universidad de Piura (2011), she speaks fluent English and is a member of the Callao Bar Association.
Sara Kalinicos, Associate. Ms. Kalinicos specializes in Labor Law. She formerly worked at Alva, Rubina, Molero & Castillo Law Firm, Piura (2009-2010); Petróleos del Perú Hydrocarbon Operations – Piura (2010-2011); and acted as Secretary in the Arbitration Center of the Chamber of Commerce of Lima (2012-2013). Ms. Kalinicos has special expertise in the assessments of corporations in labor and corporate issues as well as in arbitration procedures. Currently, she is studying a specialization in Business Law at Universidad Esan. Ms. Kalinicos is a lawyer graduated from the Universidad de Piura with outstanding mention (2009). Founding member of the Law Magazine “Ital us Esto”, she speaks English and is a member of the Lima Bar Association.
Poul Ponce, Associate. Mr. Ponce is an expert in Taxation, Finance, Transfer Pricing and Corporate Law. He has experience in tax advisory assistance for domestic and foreign companies from various economic sectors (agroindustry, mining, building, trade, tourism and services, among others). Before joining the Firm he was an associate with other firms, having worked at the Perú Tax Administration - SUNAT (2008). Mr. Ponce has a Master of Laws (MLL) Degree in Finance and Corporate Law from ESAN University (2010). He is a lawyer graduated from the Pontificia Universidad Católica del Perú (2011), speaks English and is a member of the Lima Bar Association.
Liliana Navarrete, Associate. Ms. Navarrete specializes in Environmental Law and Natural Resources mainly in cases related to rural and native communities and the creation of private conservation areas and their conflicts with the development of extractive activities. She also has experience in Administrative and Procedural Law. She has worked as a Legal Advisor to the Management of Natural Resources and Environmental Management of the Amazonas Regional Government (2011 - 2012) and has been a lawyer with the Peruvian Society for Environmental Law during the same period. She has worked for the Defensoría del Pueblo on issues related to mining activities (2013) and has previously been part of other firms. Ms. Navarrete is a graduated from Universidad de Lima (2010) and has completed post graduate studies in Environmental Law and Natural Resources at Pontificia Universidad Católica del Perú (2011) and has a Post Graduate Diploma in Mining Law at Universidad Peruana de Ciencias Aplicadas (2013). She has been an assistant to the course of Mining Safety and Loss Control at the Pontificia Universidad Católica del Perú (2009). Likewise she is an associate member of the Advocatus Magazine. She speaks English and French and is a member of the Lima Bar Association.