GC represents Saavi Energía in agreement with NP Energía
Gonzalez Calvillo has represented Saavi Energía in the due diligence, in the negotiation of a stock purchase agreement between Cometa Energía, a subsidiary of Saavi Energía, as purchaser, and NP Desarrollo en Energía de México, and NP Development Holdings Inc., as sellers, as well as in the closing of the sale and purchase of 100% of the share capital of NP Energía La Lucha, for a purchase price of USD $151.30 million.
The sale closed on 28 June 2024 upon the satisfaction of certain standard closing conditions, including the authorisation of the Comisión Federal de Competencia Económica (COFECE) required under applicable Mexican competition laws.
NP Energía La Lucha is a former subsidiary of Northland Power, which owns and operates a solar plant with generating capacity of 130 MW located in Durango, Mexico identified as ‘La Lucha’.
The deal involved the jurisdictions of Mexico, the US and Canada, with Galicia Abogados advising Northland Power in Mexico, and Milbank acting as counsel to Saavi Energia in the US.
The transaction involved a complex legal audit process in which various regulatory and land rights risks related to the project under the agrarian legal regime had to be analysed and discussed with the sellers. Furthermore, the negotiation of the share purchase agreement involved a highly complex liability regime because the indemnity obligations of the sellers were partially guaranteed by a corporate guarantee, while the remaining indemnity obligations were covered by reps and warranties insurance policies taken out by the buyer. This hybrid liability regime is atypical for this type of M&A transaction under Mexican law and involved several negotiations with the insurance companies.
Galicia Abogados’ team included Carlos de María y Campos, Héctor Kuri, Florent Patoret, Ernesto Partida, Federico Scheffler, Sebastián Ayza and Juan Riestra.
Milbank’s team consisted of Francisco R. Nuñez, Carolina Walther-Meade, Max Goodman, Jennifer Lang, Claudia Martin, Michelle Song and Matías Garces.
GC’s (Pérez-Llorca) team was led by partner Hernando Becerra de Cima (pictured), with support from partners Oscar Moreno Silva and Santiago Díaz Rivera, counsels Enrique Muñoz Guízar, Patricio Martínez Osorio and Rafael Fuentes Cataño, and associates Andrés Yépiz Méndez, Jerónimo Ramos Arozarena, Michelle Posada Mendoza, Luis Guillermo Vázquez Sánchez, Georgina J. Zavala González and José Pablo Hernández.
