Bofill Mir advises on the Acquisition of WOM and its Subsidiaries by the Ad Hoc WOM Group  

Bofill Mir Abogados advised a group of creditors known as the "Ad Hoc WOM Group" on the $1.6 billion acquisition of WOM and its subsidiaries.

This acquisition and its financing were made possible thanks to the approval of the reorganization plan of WOM and its subsidiaries, who filed for judicial reorganization under Chapter 11 of the US Bankruptcy Code, before the Bankruptcy Court of the District of Delaware.

The team at Bofill Mir Abogados advised the WOM Ad Hoc Group on the acquisition and financing process, as well as on the aspects of Chilean law related to the judicial reorganization, in collaboration with Dechert LLP of New York.

This transaction represents a significant milestone in the Chilean mergers and acquisitions market, standing out as one of the emblematic cases of national companies that have opted for Chapter 11, in which the firm has participated in several cases.

The "Grupo Ad Hoc WOM" is one of WOM’s largest creditors, made up of holders of bonds issued under New York law. Among them are investment groups of great relevance and prestige worldwide, such as BlackRock, Amundi Asset Management, Man GLG Partners and Moneda Asset Management.

Regarding the operation, Bofill Mir Abogados advised the Ad Hoc WOM Group as the selected bidder in the competitive process for the sale of WOM, part of its Judicial Reorganization Plan approved in December 2024. This transaction involved a complete restructuring of the corporate structure of the WOM group, the creation of new entities and investment funds, as well as the issuance of secured and unsecured bonds to capitalize debts and cover creditor claims.

The consultancy covered all post-restructuring and acquisition aspects of WOM and its subsidiaries. As part of this process, an exhaustive analysis of free competition aspects was carried out, including notification to the National Economic Prosecutor’s Office (FNE), achieving its approval in record time and without conditions.

Within the framework of Chapter 11, Bofill Mir Abogados advised on the structuring of a Reorganization Plan that was aligned with the interests of the Ad Hoc WOM Group. In addition, they actively participated in the bidding process for the purchase of WOM, which allowed an agreement to be reached through the signing of the Reorganization Plan, facilitating the change of control and the acquisition of WOM.

The lead partner in this transaction highlighted the relevance of Bofill Mir Abogados’ work in complex M&A transactions involving multiple jurisdictions, emphasizing the commitment and sophistication of the teams at all stages of the process.

WOM is a Chilean telecommunications company founded in 2015, which has established itself as one of the leaders in the Latin American market, offering services to more than 8.5 million customers and being the second largest mobile phone operator in Chile in 2019.

Practice areas involved: Insolvency, M&A, Capital Markets, Financing, Telecommunications, Tax, Antitrust, Data Protection, Labor and Compliance.

Amounts involved: Approximately 1,600,000,000 USD.

Jurisdictions: Chile, United States, Luxembourg and Norway.

Firms and teams involved:

Insolvency, M&A, Financing and Capital Markets: Partners Octavio Bofill G. and Rodrigo Saffirio; Senior Associates Gonzalo Barceló and Octavio Bofill B.; Associates Sofía Rivera, Martina Preuss, Benjamín Guerrero and Max Vial.

Telecommunications and Regulatory: Senior Associates Pablo Nogueira and Jaime Ayala; Associate Macarena Encinas.

Tax: Senior Associate Josefina Da Bove; Associate Cristián Silva.

Free Competition: Director Manfred Zink; Associate Sebastián Cañas.

Data Protection: Senior Associate Jorge Tisné.

Compliance: Senior Associate Rocío Vergara and Associate Roberto Natho.

Labor: Partner Luis Alberto Cruchaga and Associate Camila Pumarino.

Closing date: March 21, 2025.

Approval by the National Economic Prosecutor’s Office: March 6, 2025.

Approval of the Reorganization Plan under Chapter 11: March 6, 2025.

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