Ganadores del Latin Lawyer “Deal of the Year 2020 – Private Equity”.

Lulu Rumsey
21 May 2021

Latín lawyer Deal of the year 2021

 

CVC’s purchase of Peru’s Hermes Transportes Blindados

CVC Capital Partners’ acquisition of Peruvian cash management business Hermes Transportes Blindados required a two-pronged approach. To clinch the deal, CVC had to undertake a public tenderoffer to purchase the majority of the listed company’s shares directly – from counterpart The Carlyle Group – at the same time as reaching separate, private, deal for the remainder. The multi-layered transaction between two of the world’s largest private equity investors played out over the Lima Stock Exchange and established sophisticated deal-making and compliance standards. It is our private equity Deal of the Year.

CVC Capital Partners enlisted US rm Simpson Thacher & Bartlett LLP and Peru’s Rodrigo, Elías & Medrano Abogados to purchase Hermes Transportes Blindados, a Peruvian logistics, cash processing and custody services provider that was previously under the control of private equity behemoth The Carlyle Group.

Carlyle engaged Ropes & Gray LLP in New York and Peru’s Hernández & Cía Abogados for the sale (the latter was the same counsel it had relied on to take control of Hermes through a leveraged buyout more than five years earlier). Another selling shareholder, the Wiese family, also turned to Hernández & Cía, as well as US rm Winston & Strawn LLP.

The deal had two halves; in one, CVC bought an 85% stake in Hermes from Carlyle and a local, family-owned trust through an all-cash public tender offer, necessitated by Hermes’ listing back in 2017. In the other, CVC privately purchased a share in local investment company Nisa Blindados – which held a near-15% stake in Hermes – from its owners, the Wiese family. Both deals occurred simultaneously and valued Hermes at around US$400 million.

Hermes’ listed company status added a layer of complexity. It meant CVC had to purchase Carlyle and the De Osma family’s share through a special purpose vehicle, with some 73,231,163 shares changing hands. The tender offer agreement – which took around three months to close – is also one of few transactions in Peru to feature a reps and warranties insurance policy.

Counsel to CVC Partners

Simpson Thacher & Bartlett LLP Rodrigo,
Elías & Medrano Abogados

Counsel to The Carlyle Group and the De Osma family

Ropes & Gray LLP
Hernández & Cía Abogados

Counsel to the Wiese family

Winston & Strawn LLP
Hernández & Cía Abogados

 

Lulu Rumsey
Author | Editor
lulu.rumsey@lbresearch.com

 

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