Proskauer advised Banco GNB Sudameris S.A., a Colombian banking institution, on its $400 million acquisition of HSBC Bank’s operations in Colombia, Paraguay, Peru and Uruguay. The transaction involves 62 offices and assets of approximately $4.4 billion.
The closing of the transaction is subject to regulatory approvals in each jurisdiction. Sales of the Colombian and Peruvian assets are expected to close in the fourth quarter of 2012, while the Uruguayan and Paraguayan assets are expected to close in the first quarter of 2013. Upon completion of the merger, the new banking entity will operate in four countries under the brand name of Banco GNB.
“The transaction represents a breakthrough for GNB Sudameris,” said Proskauer Partner Carlos E. Martinez, head of the firm’s Latin America Practice Group, who led the deal. “It establishes a Latin American footprint for the bank by extending its position to four more jurisdictions.”
The transaction required close collaboration among the firm’s New York, London and São Paulo offices. The core negotiating team was based in New York, but the acquisition documentation was governed by UK law, which required the input of London M&A and tax lawyers. In addition, the São Paulo office advised on certain financing aspects of the deal.
In addition to Carlos Martinez (Corporate, New York), the Proskauer team comprised Partners Russell T. Carmedy (Corporate, London), Alan P. Parnes (Tax, New York) and Jennifer C. Wheater (Tax, London); Associate Adam F. Halper (Corporate, New York); Senior International Law Clerk Raquel Yutalis (Corporate, New York); and Foreign Associate Andres Winter (Corporate, New York), assisted by Partners David Fenwick (Corporate, São Paulo) and Andrea S. Rattner (Tax, New York) and Associates Michael McCourt (Corporate, São Paulo), Richard M. Corn (Tax, New York), Amanda L. Green (Corporate, New York), Gabriel D. Grossman (Tax, New York), Andrew H. Kleiman (Corporate, New York) and Joshua M. Miller (Tax, Washington, D.C.).
