PPU assists Calleja in acquisition of Almacenes Éxito shares

Philippi Prietocarrizosa Ferrero DU & Uría Colombia has assisted Grupo Calleja in the acquisition of 86.84% of the ordinary shares (including ADSs and BDRs) of Almacenes Éxito, through a simultaneous tender offer in Colombia and on the NYSE for USD $1.02 billion.

The firm also advised Grupo Calleja on the signing of a pre-agreement with Grupo Casino for 47.36% of Almacenes Éxito’s common shares for USD $556 million.

The transaction, completed on 25 January through the payment and delivery of shares, involved the jurisdictions of Colombia, the United States and Brazil.

Winston & Strawn acted as counsel to Calleja in the United States, while Brigard Urrutia (BU) and White & Case advised Grupo Casino in Colombia and the United States, respectively.

This is a landmark transaction in Colombia, as it is the first time a simultaneous takeover bid has been approved and launched. Grupo Calleja launched a dual offer for the shares of Grupo Éxito, a Colombian company listed on the BVC and NYSE. As a result, Colombian, US and Brazilian holders of ADSs, BDRs or Almacenes Éxito ordinary shares, respectively, were able to tender their shares in one of the two tender offers.

This is also the first time a buyer has launched a multi-jurisdictional (US and Colombian) takeover bid for the shares of a Colombian listed company, making this transaction unique.

BU’s team was composed of Sergio Michelsen, Fernando Castillo, Jaime Robledo, Luis Gabriel Morcillo, Paola Ordóñez Arias, Viviana Araujo and Daniel Estrada Arana.

PPU’s team was led by partners Hernando Padilla (pictured left) and Claudia Barrero (pictured right), with support from associates Daniela Mejía, Natalia Velasco and Daniel Vargas.