Home / People / Fernando De Carcer
Portrait of Fernando De Carcer

Fernando De Carcer, LL.M.

Partner

Contact
CMS Carey & Allende
Avda. Costanera Sur 2730, Piso 9
Parque Titanium, Las Condes
7550000 Santiago
Chile
Languages Spanish, English
Corporate / M&A

Fernando is  a partner in the Corporate/M&A Team at CMS Carey & Allende. His practice focuses on mergers & acquisitions, capital markets, corporate law, and in the development & financing of projects within the areas of agribusiness, energy & defense, in the representation of national and foreign companies, public entities, and foreign governments.

Throughout his experience with the securities market, Fernando has stood by publicly held companies in the issuance, registration, and placement of securities, and in the development & implementation of corporate governance practices, fostering security for potential investors, as well as transparency within the market.  He has also participated in processes related to the takeover of publicly offered securities issuers.  He is co-author of the Chilean chapter of “Getting the Deal Through – Corporate Governance”, for 2013, 2014, and 2015.

Regarding projects, Fernando has advised national and foreign companies in the participation of public and private tendering processes for infrastructural works.  He has also advised on various agribusiness and renewable energy projects, in all of their stages, including the consolidation of rights on future exploitation, project finance, construction of works, and the negotiation of contracts giving way to project explotation.

His experience also includes the representation of shareholders in the exercising of rights before other shareholders or corporations of which they are a part, in all applicable instances.  He has also served on the board for companies that actively participate in various industries.

He previously worked for KPMG Abogados in Madrid, Spain.

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"He understands business logic and knows exactly what kind of support his clients need"

Chambers Latin America

"He has a precise line of thought, truly listening and observing, and when he speaks, he says something that no one has said"

Acristas Star

"Great energy and relevant experience in corporate matters"

The Legal 500

"Next Generation Lawyer in Corporate and M&A"

The Legal 500 - 2021

Relevant experience

  • Ardian, a French private investment house, on the incorporation of a commercial office in Santiago, its first in Latin America, including labour, tax and corporate aspects of the establishment of the company in Chile. Also advised on securities market regulation compliance analysis, in line with Ardian’s global policy.  
  • Nevasa S.A. Administradora de Fondos on the structuring and implementation of a private investment fund, with the purpose of financing the development of real estate projects
  • Empresas AquaChile S.A. on the acquisition of the entire fresh and seawater salmon farming business of Salmones Magallanes and Pesquera Edén, including their 26 coastal concessions in southern Chile. 
  • Dcanje on the due diligence and M&A transaction for the acquisition of DCanje Corp S.A.'s ownership rights. DCanje's technological platform provides incentive solutions through a loyalty rewards system, utilising Business Intelligence, payment system platforms, integration systems with point-of-sale software, integration applications for E-Commerce, and blockchain technology. 
  • Empresas AquaChile on the sale of 49% of its subsidiary, Salmones Chaicas, to Benchmark Holdings plc to form a salmon breeding and genetics joint venture.
  • Cepas Argentinas S.A. on the acquisition of industrial facilities belonging to the Bacardi Group located in Santiago, Chile. The acquisition also included distribution, manufacturing, and supply agreements for the production and sale of beverages in the country.
  • Triumph International Overseas Limited de Chile on the acquisition of a local lingerie competitor chain in the expansion of Triumph International Operations in Latin America. Also advised Triumph in the subsequent sale of its Chilean operations.
  • IBF Capital on the structuring of a Venture Capital transaction to IBF Parques’ private investment, resulting in the acquisition of a 20% ownership over an operating cemetery. His role included extensive real estate and regulatory due diligence.
  • Inversiones Tabolango Limitada – Rocas de la Dehesa Limitada on the sale of the controlling interest of Metalizados Industriales S.A. to Andritz Hydro GmbH, for a transaction intended to un-lock synergies and upscale the company’s operations in the Andean Region. The transaction included a lock-up period for key management related shareholders, corporate governance structure and a sale option for the minority shareholders.
  • Inversiones Victoria - Fondo de Inversión Privado Emprendedor, the shareholders of the local franchiser of Papa John's Pizza, on the two-stage sale of the majority shares of the company.
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Memberships & Roles

  • Chilean Bar Association.
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Awards & Rankings

Fernando has been endorsed by Chambers and Partners, The Legal 500, Best Lawyers, IFLR 100, Leaders League, Latin Lawyer 250, and Acritas Star.

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Publications

  • Co-author of the Chilean chapter on Corporate Governance 2014 and 2015, for the international publication "Getting the Deal Through".
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Education

  • 2010 – Master of Law (LL.M.), Duke University
  • 2006 – Law Degree, Pontificia Universidad Católica de Chile School of Law
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Banking & Finance

Fernando is the head of the  Banking & Finance Group at CMS Carey & Allende. His practice focuses on mergers & acquisitions, capital markets, corporate law, and in the development & financing of projects within the areas of agribusiness, energy and defense, representing national and foreign companies, public entities, and foreign governments.

Throughout his experience with the securities market, Fernando has stood by publicly held companies in the issuance, registration, and placement of securities, and in the development & implementation of corporate governance practices, thus fostering security for potential investors, as well as transparency within the market.  He has also participated in processes related to the takeover of publicly-offered securities issuers.  He is also the co-author of the Chilean chapter on “Getting the Deal Through – Corporate Governance”, for the years 2013, 2014, and 2015.

Regarding projects, Fernando has advised national and foreign companies in the participation of public and private tendering processes for infrastructure works.  He has also advised on various agribusiness and renewable energy projects, during all of their stages, including the consolidation of rights on future exploitation, financing, construction of works, and the negotiation of contracts giving way to project exploitation.

His experience also includes the representation of shareholders in the exercising of rights before other shareholders or corporations of which they are a part, in all applicable instances, and has also worked as director for companies that actively participate in various industries.

He previously worked for KPMG Abogados in Madrid, Spain.

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"Recommended by clients, who enthusiastically praise his willing yet experienced approach and endorse him for his ability to understand their business and offer clear analysis and innovative solutions"

Chambers Latin America

"He is a pleasure to work with - he's hard-working and always available, and develops detailed knowledge of the needs of the customer"

Chambers Latin America

"Focuses his practice on M&A and banking and finance matters. He is particularly experienced in advising clients from the energy and natural resources and agribusiness industries"

Chambers Latin America

Relevant experience

  • AquaChile S.A., a listed company and Chile’s most important salmon farming company, on the restructuring of their financial debt with a group of more than ten local and foreign financial institutions, led by Rabobank.  The restructuring included collateral comprised of more than 150 real estate assets and aquaculture licenses. Matter value:  Up to USD 290 million.
  • Socer S.A. on the project finance negotiation for three run of the river power generation plants in the south of Chile, with Banco Bice as lender. Our role includes the assessment of the project’s particular conditions regarding water rights and land use agreements, related with collateral to be granted as a part of the project’s financing structure. 
  • Banco Popular Español and a group of international financial institutions, on the local aspects of the restructuring of Grupo San Jose’s financial debt, specially securing adequate collateral over the borrower’s extensive operation in Chile, including concessions to build public hospitals.
  • Elencor Chile S.A. on a USD 806 million refinancing for this Spanish infrastructure and renewables company, by a syndicate led by Santander.
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Memberships & Roles

  • Chilean Bar Association.
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Awards & Rankings

Endorsed by Chambers and Partners, The Legal 500, Best Lawyers, IFLR 1000, Latin Lawyer 250, Leaders League, and Acritas Star.

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Publications

  • Co-author of the Chilean chapter on Corporate Governance 2014 and 2015, for the international publication "Getting the Deal Through".
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Education

  • 2010 – Master of Law (LL.M.), Duke University
  • 2006 – Law Degree, Pontificia Universidad Católica de Chile School of Law
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Energy & Climate Change

Fernando is a partner in the Energy & Climate Change Group at CMS Carey & Allende. He has advised national and foreign companies in the participation of public and private tenders for infrastructural works.  He has also advised on various agribusiness and renewable energy projects, throughout all their stages, including the consolidation of rights on future exploitation, financing, construction of works, and the negotiation of contracts giving way to project exploitation.

 

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"Competent, decisive and showing good judgement and technical capacity"

Chambers Latin America

"A brilliant lawyer who has an excellent ability to find solutions that are acceptable to all parties"

Chambers Latin America

"Next Generation Lawyer" in Energy and Natural Resources

The Legal 500 - 2021

Relevant experience

  • Celeo Redes on the bidding process for new energy transmission works, awarding concessions for the construction, operation and maintenance of two projects related to Chile’s main power grid; said project is for the National Energy Commission.  One project will include the construction of two substations in central Chile with a combined line length of over 200 km, while the other – a 360 km-long line - will be located in southern Chile. 
  • Alxar Inversiones (COPEC) on the drafting and negotiation of a Power Purchase Agreement (PPA) in order to supply energy for a copper mine in northern Chile.
  • Socer S.A. on the project finance negotiation for three run of the river power generation plants in the southern Chile, with Banco Bice as lender. Our role included the assessment of the project’s particular conditions regarding water rights and land use agreements, related with collateral to be granted as a part of the project’s financing structure. 
  • Hidroeléctrica Doña Alicia S.A. on the development of one run-of-the-river power plant, providing comprehensive advice for a broad range of matters, including capital and corporate governance structure, real estate property and easements, project finance, electric regulation and environmental / permitting issues.
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Memberships & Roles

  • Chilean Bar Association.
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Awards & Rankings

Endorsed by Chambers and Partners, The Legal 500, Best Lawyers, IFLR 100, Leaders League, Latin Lawyer 250 and Acritas Star.

more less

Publications

  • Co-author of the Chilean chapter on Corporate Governance 2014 and 2015, for the international publication “Getting the Deal Through”
more less

Education

  • 2010 – Master of Law (LL.M.), Duke University
  • 2006 – Law Degree, Pontificia Universidad Católica de Chile School of Law
more less

Feed

10/06/2021
Amer­icas
In Chile, eco­nom­ic re­cov­ery plans un­veiled by Pres­id­ent Se­bastián Piñera ear­mark USD 8bn for in­fra­struc­ture, in­clud­ing funds for work on roads, wa­ter in­fra­struc­ture, ports and air­ports. The gov­ern­ment also plans to speed up its con­ces­sions to push for­ward pro­jects that have already been ap­proved. Sim­il­arly, Mex­ic­an pres­id­ent An­drés Manuel López Obrador re­af­firmed his com­mit­ment to in­fra­struc­ture spend­ing by un­veil­ing a second in­fra­struc­ture in­vest­ment plan in Novem­ber 2020, worth ap­prox­im­ately USD 11.4bn. The plan in­cludes 29 pro­jects to be de­veloped in the com­mu­nic­a­tions, trans­port­a­tion, en­ergy, wa­ter and en­vir­on­ment sec­tors. There is an aim to fin­ance pub­lic in­fra­struc­ture pro­jects in which the private con­tri­bu­tion shall be at least 50% of the re­quired in­vest­ment.In­vest­ment in so­cial in­fra­struc­ture, par­tic­u­larly hos­pit­als, has been giv­en par­tic­u­lar ur­gency. P3 so­cial in­fra­struc­ture mod­els are well-es­tab­lished in the re­gion and they will likely play a great­er role in the years ahead giv­en that the pan­dem­ic has high­lighted the crit­ic­al im­port­ance of ac­cess­ible health care fa­cil­it­ies. Satel­lite tech­no­lo­gies to help close in­ter­net con­nectiv­ity gap The Amer­icas are push­ing the bound­ar­ies with in­nov­a­tions in di­git­al­isa­tion. Di­git­al con­nectiv­ity re­mains a chal­lenge in Lat­in Amer­ica in par­tic­u­lar. While con­sid­er­able in­vest­ment has been made over the years to im­prove the re­gion’s di­git­al in­fra­struc­ture, only around 50% of house­holds cur­rently have ac­cess to broad­band. Much of the in­vest­ment fo­cus so far has been on fibre to the premises and 5G.While some coun­tries are mak­ing great strides (Chile com­pleted the first 5G spec­trum tender in Lat­in Amer­ica earli­er this year), oth­ers that have great­er in­come in­equal­ity and large rur­al areas are hav­ing more dif­fi­culty catch­ing up. A pro­posed solu­tion in ad­dress­ing the di­git­al di­vide is the de­vel­op­ment of satel­lite tech­no­logy. With tri­als cur­rently on the go in the US and Canada, the Starlink pro­ject – a US-based satel­lite broad­band ser­vice – aims to bring satel­lite in­ter­net to Lat­in Amer­ica. Starlink has be­gun pro­ced­ures to op­er­ate in Mex­ico, Colom­bia, Chile, Ar­gen­tina, and Brazil. Oth­er coun­tries in the re­gion are also look­ing to space to help ad­dress the lack of di­git­al cov­er­age in more isol­ated areas, via the cre­ation of na­tion­al and re­gion­al space agen­cies. En­ergy trans­ition con­tin­ues to be a pri­or­ity Coun­tries across North, Cent­ral and South Amer­ica are also con­tinu­ing the push to the trans­ition away from fossil fuels to­wards clean­er en­er­gies. There has been a huge drive with­in the re­gion’s min­ing in­dustry to­wards em­bra­cing re­new­able en­ergy pro­cure­ment. Lead­ing green hy­dro­gen de­velopers are work­ing with Chile’s cop­per min­ing in­dustry to de­car­bon­ise heavy trans­port and in­tro­duce green am­mo­nia for man­u­fac­tur­ing min­ing ex­plos­ives. Large min­ing com­pan­ies are also em­bra­cing the use of sol­ar en­ergy to meet the de­mand of its high en­ergy-in­tens­ive pro­cesses.
22/12/2020
Law and reg­u­la­tion of Cov­id-19 loan morator­i­ums in Chile
1. De­scrip­tion of the le­gis­la­tion 1.1 Is there a morator­i­um on loans le­gis­la­tion im­ple­men­ted in your jur­is­dic­tion? No. 1.2 If no: Are there any on­go­ing dis­cus­sions re­gard­ing a po­ten­tial in­tro­duc­tion...
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16/12/2020
In­sur­ance In­sights
The in­sur­ance mar­ket is con­stantly evolving, so you need to stay up to date on the latest de­vel­op­ments to an­ti­cip­ate and handle any po­ten­tial is­sues and be­ne­fit from op­por­tun­it­ies.With “In­sur­ance In­sights”...
28/09/2018
IPBA Lat­in Amer­ic­an Re­gion­al Con­fer­ence - San­ti­ago, Chile
Busi­ness Op­por­tun­it­ies in LatAmMod­er­at­or: Fernando de Car­cer, Part­ner - CMS Carey & Al­lendeLat­in Amer­ica presents a highly di­verse in­vest­ment land­scape. Cre­at­ing an at­tract­ive en­vir­on­ment for in­vestors...
31/01/2018
Ten things every in­surer should know
Alex Denslow, CMS Lon­don: “De­lighted to launch the 3rd ed. of “10 Things Every In­surer Should Know”, in which we com­pare 10 key in­sur­ance is­sues across 29 jur­is­dic­tions where the CMS In­sur­ance Sec­tor...
22/05/2017
CMS Lat­in Amer­ica - Cor­por­ate/M&A, En­ergy, Min­ing & Pro­jects Bro­chure
CMS has stead­ily grown its pres­ence in Lat­in Amer­ica over the past dec­ade. In Janu­ary 2017 we ad­ded to our well-es­tab­lished of­fices in Brazil and Mex­ico three new CMS mem­ber firms in Chile, Colom­bia and...
20/04/2017
CMS in Lat­in Amer­ica En­ergy, Min­ing & Pro­jects
CMS has stead­ily grown its pres­ence in Lat­in Amer­ica over the past ten years. In 2017 we ad­ded to our well-es­tab­lished of­fices in Rio de Janeiro and Mex­ico three new CMS mem­ber firms in Chile, Colom­bia...