Our Team

Juan Pablo Schwencke

Partner

+56 2 28872200
jpschwencke@asyc.com
Practice Areas

Banking & Finance, Capital Markets/Securities,  Corporate/M&A, Projects, Mining Law, Foreign Investment, Government Contracts/Procurement, International Trade Law/Customs, Investment Funds, Joint Ventures, Private Equity/Venture Capital, Project Finance, Tax Law.

“Juan P. Schwencke has a great strategic vision”. “He is very meticulous and a hard negotiator”. “His working style manages to be both friendly and professional”. Chambers Global 2017.

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Relevant Experience

Juan Pablo Schwencke, founding and managing partner at Aninat Schwencke & Cia, has practiced in Latin America, the United States and Europe. He was a foreign associate at Cleary Gottlieb´s offices in New York, Miami and Frankfurt and he is an expert in cross-border M&A and financing transactions.

He has successfully represented clients in a variety of M&A, project finance and banking transactions, mining operations, insolvency and debt restructuring transactions, cross-border litigation, arbitration, taxation and labour matters. He has also counseled many domestic and international corporations, banks, financial institutions and multinational organizations including Acon Investments, American Bridge, Balfour Beatty Rail Projects, Subway, Heidelberg Druckmaschinen (printing), Banco Santander, Goldman Sachs, Morgan Stanley, JP Morgan Chase (London), Canadian Imperial Bank of Commerce, The Inter-American Investment Corporation (a branch of the Inter-American Development Bank), WPP Group, Power Machines, Empresas CMPC (pulp and forest), ESVAL (water and wastewater), CAP (steel) and ENDESA (electricity), among others.

During his career, Mr. Schwencke has also served as director on several boards of broadcasting, fruit, construction, public relations and advertising companies. Currently, he seats on the board of directors of CAF Chile, Austral Capital Fund, Balfour Beatty Rail Chile, Hill + Knowlton Strategies, Young & Rubicam Chile, Cranberries Austral, South-Am Freeze Dry, Genera Austral, among others. He also acts as an adviser to Inder Capital, Austral Capital and Acon Investments, among other firms.

Recent Significant Representations

Corporate

  • Advised Austral Capital Partners in the reformation of the internal regulations of its investment funds regulations, required under the new funds law.
  • Advised Y&R Chile in the design and implementation of the corporate restructuring of its group of companies in Chile.
  • Counseled Austral Capital Partners in the purchase of a portion of the stake of Consorcio (a major insurance company in Chile) in Multicaja S.A., a company in the electronic banking transactions industry.
  • Advised Inder SpA (family offce of the Del Rio family) in the acquisition of the 33,33% of the shares of Alto S.A, one of the most successful companies in the industry of crime prevention.
  • Advised Inmetrics, a Brazilian technology company, in the exit of a minority shareholder in its Chilean subsidiary, through the execution of an option contained in the shareholders agreement of such subsidiary.
  • Advised The University of California – Davis in the execution and compliance of a Subsidy Agreement signed with Corfo (a Chilean innovation promotion agency) within its Program of Attraction of International R&D Centers of Excellence for Competitiveness 2.0.
  • Advised Portal Inmobiliario on the sale of the company and its subsidiaries to Mercado Libre.
  • Advised Agrícola Frutos del Maipo Limitada in the sale of the 100% of the same company to the food holding Watt’s S.A.
  • Advised SalfaCorp in the expansion of their presence in Latin America through the acquisition of three companies, the first in Chile and the next two in Perú: Revesol S.A., Technical Engineering Development S.A., Des & Sal Engineering and Construction S.A.C.
  • Advised Chilean company VMK S.A. (and its Mexican subsidiaries), owner of the operation of Portal Inmobiliario and Guía de Inmuebles (the main real estate e-commerce sites in Chile and Mexico respectively) in the sale of the 100% of its shares to MercadoLibre, a multinational company, owner of Latin America’s major e-commerce site, with presence in Argentina, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Mexico, Ecuador, Peru, Portugal, Panama, Uruguay and Venezuela.
  • Advised Construcciones y Auxiliar de Ferrocarriles S.A. (CAF), an Spanish company with global leadership in the manufacture and supply of high-tech rolling stock, and its Chilean subsidiary CAF Chile S.A., during the entire “International Tender for the supply and maintenance, and CBTC system, for new lines 6 and 3 of Metro of  Santiago (Chile)”; the award of the final contracts and its execution.
  • Advised Inversiones Salmones Friosur S.A., a key player in the fishing industry, owned by the Del Río Family Group, in the purchased of the 100% of Pacific Seafoods, controlled by the Norwegian Lerøy Seafood Group ASA, by virtue of which Friosur shall expand its production in a material way, becoming one of the five key players in the market. Our firm counseled the purchaser in connection with the transaction’s terms and conditions which required extensive negotiation. Also our firm advised Inversiones Salmones Friosur in the acquisition of Pesquera Landes and Salmones Aysén.
  • Advised Austral Capital Private Investment Fund in the acquisition of Junar SpA, a web platform that provides internet searching and monitoring in one place. The firm also advised Austral Capital in its investments in: Paperless, Scopix, Producto Protegido, BAL Chile, Andes Biotechnologies, Multicaja, Scanntech Holding, Nimbic and Indef.
  • Advised Ariba Inc. (Nasdaq: ARBA) in the purchase of Quadrem Chile Limitada, the Chilean subsidiary to the Quadrem strategy.

Capital Markets

  • Advised ESVAL S.A., one of the largest Chilean water and waste water companies, in the registration of new lines of bonds and placement of bonds against them (US $83 million).
  • Advised Austral Capital Partners in updating the regulations of its investment funds, according to the new legislation.
  • Advised ESVAL S.A. in the placement of bonds (US $65 million).
  • Advised ESVAL S.A. in the placement of commercial papers (US $9.7 million).
  • Advised ESVAL S.A., , in the successful registration before the Chilean securities and exchange commission (SVS) of a new line of commercial papers in the public securities market in Chile, for a total sum of USD $32.4 million. Then, the firm advised ESVAL S.A. in the placement of commercial papers, charged against said new line, obtaining a total of USD $12.2 million.
  • Advised ESVAL S.A., in the amendment of all its indenture contracts currently in place in order to adjust its covenants and financial ratios to the new IFRS accounting system. Five indenture contracts had to be amended, hence five simultaneous procedures had to be undertaken in order to perfect the required modifications, including five different bondholders meetings and the respective submissions to the Chilean Securities and Exchange Commission.
  • Advised CAP S.A., the largest Chilean steel company, in the amendment of the indenture of a line of bonds, in order to: (i) release the guarantees of the indenture; (ii) allow CAP S.A. to grant guarantees in connection with project finance; (iii) other formal amendments. After long negotiations with the bondholders, the relevant bondholders meeting was held in order to agree on the relevant amendments, which were finally submitted and approved by the SVS.
  • Advised ESVAL S.A., in the successful registration before the SVS of a new amendment to a line of bonds currently registered before the SVS. Then, the firm advised ESVAL S.A. in the placement of bonds charged against the amended line, obtaining a total of USD $45 million.

Financing

  • Advised Citigroup Global Markets Inc., as dealer manager and offer, in ENAP´s cash tender offer for up to US$600.000.000 of 6.25% Notes due 2019, 5.25% Notes due 2020 and 4.75% Notes due 2021.
  • Advised J.P. Morgan Securities LLC and Citigroup Global Markets Inc., as initial purchasers, in connection with ENAP´s US$700.000.000 million offering 3.750% notes due 2026.
  • Assisted ENAP, as guarantor, to its subsidiary ENAP Sipetrol Argentina S.A., in connection with a Term Loan Agreement in an aggregate principal amount of up to US$ 150.000.000 from Citibank, N.A. and Banco Bilbao Vizcaya Argentaria, S.A. Grand Cayman Branch, as lenders.
  • Advised BTG Pactual, the largest independent investment bank in Latin America granted a three-year term loan, to the Paulmann family, owners of Cencosud S.A., the largest retail company in Chile and the third largest listed retail company in Latin America, in two tranches: (i) USD $400.000.000 to Quinchamalí Ltda., the personal investment company of the family and (ii) USD $400.000.000, distributed between members of the Paulmann family. The proceeds of the loan was used to finance part of a capital increase to be made in Cencosud S.A., with the objective of expanding the busines of Cencosud S.A. in Colombia.
  • Advised Lexington Partners , acting on their behalf in negotiating the incorporation of a local feeder fund managed by Compass that in turn invests in equity funds managed by Lexington, and the review and negotiation of the documents to obtain approval of the local feeder fund by the SVS.
  • Advised P2 Capital Advisors acting on their behalf in negotiating the incorporation of a local feeder fund managed by Asset that in turn will invest entities managed by P2, including the preparation of the documents to obtain approval of the local feeder fund by the SVS. We are acting on behalf of P2 and Asset.
  • Advised CVC Capital Partners, in order to negotiate the incorporation of a local feeder fund to be managed by HMC Nevasa that will invest in private equity funds managed by CVC, including the preparation and discussion of the documents to obtain approval of the local feeder fund by the SVS. We represent both CVC and HMC Nevasa, the manager of the local feeder fund.
  • Advised Coller Capital, in order to negotiate the incorporation of a local feeder fund to be managed by HMC Nevasa that will invest in private equity funds managed by Coller, including the review and negotiation of the documents to obtain approval of the local feeder fund by the SVS.
  • Advised Warburg Pincus in the negotiation of an engagement agreement with Picton Advisors and in the preparation, negotiation and review of all the documents to be filed at the SVS in order to obtain approval of Fondo de Inversion WP XI a public lose end investment fund incorporated under Law No. 18.815.
Academic Activities

Mr. Schwencke is currently a professor at the Masters in Civil Law at Universidad Diego Portales, imparting the “Corporate Professional Practice” course.

Previously he served as professor of M&A at Universidad Adolfo Ibáñez.

Publications
  • “Private Equity Chile, 2015”, LatinLawyer Reference, 2016.
  • “Private Equity Chile, 2015”, LatinLawyer Reference, 2015.
  • “Private Equity Chile, 2014”, LatinLawyer Reference, 2014.
  • “Private Equity Chile, 2013”, LatinLawyer Reference, 2013.
  • “Chile Capital Markets, 2008”, LatinLawyer Reference, 2008.
  • “Chile Chapter, The America’s Restructuring and Insolvency Guide,” 2004/2005, in association with Morgan Stanley Dean Witter and PriceWaterhouseCoopers.
Education
  • Columbia University School of Law, New York, LL.M, 1997.
  • Universidad de Chile School of Law, 1994, Magna cum laude.
Memberships
  • Chilean Bar Association.
  • International Bar Association.
  • International Lawyers Network (ILN).
Honors and Awards
  • Presidente de la República Scholarship for Graduate Legal Studies, 1999.
  • Partner Juan Pablo Schwencke has been distinguished by important international publications as a leading lawyer in the areas of Corporate Law/M&A, Capital Markets (Chambers Latin America, Chambers Global); Corporate Law/M&A, Private Equity, Banking & Finance  (Latin Lawyer 250); Corporate Law/M&A, Banking & Finance (Best Lawyers); Corporate Law/M&A,  Capital Markets, Banking & Finance (Legal 500); M&A (IFLR 1000).
  • Recommended Lawyer by the Latin America Corporate Counsel Association (LACCA).lacca_approved_logo_2017  Chambers 2017 JPS  Chambers JPS 2016  Chambers global JPS 2015 Top_tier_firms iflr1000-logo

 

Languages

Spanish and English.