Alberto Rebaza and Felipe Boisset

RAD counsels MallPlaza on acquisition of Falabella Peru

Rebaza Alcázar & De Las Casas has counselled Plaza (MallPlaza) on the signing of a framework agreement for the acquisition of up to 99.7559% of the representative shares of Falabella Perú (Falabella), owner of shopping centres located throughout Peru.

The closing of the acquisition, signed on 15 April, is subject to certain conditions precedent customary in this type of transaction. One of them is that the shares are acquired by MallPlaza (or an affiliate) through a preliminary tender offer to be launched by MallPlaza (or an affiliate) in October or within the second half of this year. The total price to be offered in the tender offer will be determined based on the economic value of Falabella’s assets as at 31 December 2023, equivalent to USD 589,415,800, which will be adjusted and restated in accordance with the terms of the aforementioned framework agreement.

Prieto Abogados advised MallPlaza in Chile, while Hernández & Cía and Carey advised Falabella in Peru and Chile, respectively.

Falabella owns Open Plaza Perú and 66.6% of Mall Plaza Perú. Falabella’s assets also include 15 shopping centres located throughout Peru. With the potential acquisition of the Falabella shares, MallPlaza would consolidate the operation of approximately 619,000 m2 of leasable space in Peru.

The transaction is a business consolidation and is not subject to authorisation by INDECOPI or the CMF in Chile, considering that MallPlaza and Falabella are part of the same economic group and are controlled by Falabella, a company incorporated in Chile.

Falabella is a Peruvian company with 30 years in the market, dedicated to the provision of management services for department stores and real estate activities.

Hernán Silva and Raimundo Figueroa acted as in-house counsels for MallPlaza.

Gonzalo Smith, Javier Allard and Luis Chu acted as in-house counsels for Falabella.

RAD’s team was led by partners Alberto Rebaza (pictured left) and Felipe Boisset (pictured right), with support from senior associates Pedro Díaz, Andrea Pinillos and Josefina Arana.

Prieto Abogados’ team included partners Fernando Bravo, Fernando Samaniego and Isabel Wolleter Eguiguren, and associate Tomás Ochagavía Allendes.

Hernandez & Cía’s team comprised partners Juan Luis Hernández and Fernando Nuñez and associates Gloria Zubizarreta, Erick Calla and Vicente Robles.

Carey’s team consisted of partner Cristián Eyzaguirre and associates Ignacio Alfaro and José Pedro Fuentealba.

L Giselle Estrada