Carey counsels Codelco on partnership with SQM
Carey has counselled Corporación Nacional del Cobre de Chile (Codelco) in an association agreement with Sociedad Química y Minera de Chile (SQM), through which all stages, rights, obligations, terms and conditions were regulated to optimise, modernise and enhance lithium production in the Salar de Atacama (Atacama Salt Flat) between 2025 and 2060.
This public-private partnership will be materialised through a merger that will result in a joint venture in which Codelco will hold 50% of the shares plus one, and which is expected to start operations during 2025, once the stipulated conditions have been met.
This transaction was signed on 31 May, and involved the jurisdictions of Chile, the EU, the US, China, South Korea, Japan and several other jurisdictions where the parties have sales and will require merger control and foreign investment clearance. Claro & Cía acted as counsel to SQM.
The advice involved the formation of an alliance with a huge national impact, through the association of two of Chile’s largest companies, which sought to ensure a balance between the interests of the private business sector, represented by SQM, and the interests of the State of Chile, represented by Codelco. The agreement considered complex commercial, contractual and financial issues, as well as corporate governance aspects of the joint venture, along with negotiations and dialogue with CORFO (the agency that owns the mining concessions) and the Atacameño communities. In addition, at the heart of the partnership is the development of a large-scale project to extract lithium, using lower levels of water than at present, with new technologies and meeting stringent environmental standards.
The objective of this merger is to contribute, through Codelco’s active participation and the contribution of its experience in mining development, as well as its international prestige, to position Chile as a world leader in lithium production.
Macarena Vargas and Susana Rioseco acted as internal advisors to Codelco.
Gonzalo Aguirre acted as internal advisor to SQM.
Claro’s team consisted of partners Rodrigo Ochagavía, Nicolás Luco and Matías de Marchena, and lawyers Vicente Allende, Bastián Cabrera, José Tomás Errázuriz and Fernando de Castro.
Carey’s team was led by partners Rafael Vergara (pictured), Alberto Cardemil, Cristián Eyzaguirre, Francisco Carey, Cristián Figueroa, Francisca Corti, Manuel José Garcés, José Tomás Hurley, José Pardo, Julio Recordon and Camilo Lledó, counsel José Ignacio Mercado, and associates Sebastián Melero, Borja Coz, Enzo Devoto and José Pablo Sáez.
