Juan Francisco Méndez and Borja Marcos

Simpson Thacher counsels Nutresa on deal with Sura, Argos and others

Simpson Thacher has counselled Grupo Nutresa in connection with multiple unsolicited takeover bids in Colombia by Nugil and IHC Capital Holding and their activist campaign to gain control of Nutresa over the course of the last eighteen months.

The company was also advised on the recent execution of a framework agreement between Nutresa, Nugil, IHC, JGDB, Grupo Sura and Grupo Argos, which aims to resolve disputes between the parties.

Pursuant to the framework agreement, Sura and Argos intend to exchange their stakes in Nutresa for shares of Sura and Argos. Upon consummation of the transaction, which is subject to regulatory and corporate approvals, JGDB, Nugil and IHC will collectively own at least 87% of Nutresa’s shares, Sura and Argos will cease to be shareholders of Nutresa, and Nutresa will cease to be a shareholder of Sura and Argos.

Nutresa, together with Sura and Argos and their respective subsidiaries, are Medellín, Colombia-based companies reported to account for approximately 8% of the country’s GDP.

Skadden Arps Slate Meagher & Flom represented Grupo Argos through partner Paola Lozano, counsel Jose Manuel Vivanco Letelier and associate Daniel Hernández.

Simpson Thacher’s team included Juan Francisco Méndez (pictured left), Borja Marcos (pictured right), Alejandro de Ramón-Laca and Laura Ribero from the Latin America practice; Eric Swedenburg, Ben Spiers and Sebastian Tiller from M&A; and Kelly Karapetyan and James Goldfeier from Antitrust.

L Giselle Estrada