Cleary, Sullivan & Cromwell Advise on $1.9B LATAM and Delta Airlines Strategic Partnership
The deal creates a mega-carrier for the Americas, with a leading position in five of the top six Latin American markets from the U.S.
September 27, 2019 at 01:19 PM
4 minute read
Cleary Gottlieb Steen & Hamilton is advising LATAM Airlines Group on its strategic partnership with Delta Airlines, which brings together the leading airlines in North and Latin America. Sullivan & Cromwell represents Delta on the deal.
As part of the agreement, Delta will acquire a 20% stake in LATAM for $1.9 billion. The partnership marks the end of LATAM's pursuit of a joint venture with American Airlines and LATAM's exit from the Oneworld alliance of airlines. Chilean regulators had knocked down the deal with American.
Together, LATAM and Delta will hold the leading position in five of the top six Latin American markets from the U.S. They will serve 435 destinations worldwide and carry more passengers between North America and Latin America than any other partnership.
Atlanta-based Delta has long held a stake in Aeroméxico, Mexico's top airline, and has singled out Latin America as a key growth market. The deal with LATAM means Delta will be severing an eight-year partnership with Brazilian carrier GOL.
Delta chief executive officer Ed Bastian said he expects regulatory approval for the tie-up with LATAM to take somewhere between 12 and 24 months. He expects the purchase to contribute $1 billion to Delta's revenue during the next five years.
LATAM, based in Santiago, Chile, services 143 destinations in 25 countries, including six domestic markets in Latin America: Argentina, Brazil, Chile, Colombia, Ecuador and Peru.
The Cleary M&A team on the deal is led by New York-based partners Jeff Lewis and Chantal Kordula. Partner Meyer Fedida is providing tax advice, while partner Elaine Ewing leads antitrust advice and partner Adam Brenneman helms securities law advice.
The Sullivan & Cromwell team is led by New York-based partners Sergio J. Galvis, Werner Federico Ahlers and Ronald E. Creamer Jr.
Delta expects that the transaction will be accretive to earnings during the next two years. For LATAM, the transaction will improve free cashflow generation, reduce forecasted debt by more than $2 billion by 2025 and improve the company's capital structure.
Tie-ups between global airlines have become increasingly important in an interconnected world where hometown airlines hold coveted slots at major international airports.
LATAM CEO Enrique Cueto described the two airlines as having "highly complementary route networks". LATAM is the market leader in Chile and Peru, and the number two carrier in Brazil, Argentina, Colombia and Ecuador.
The Chile-based airline has multiple flights to Miami, an important hub for Latin American flights and an airport where Delta has a limited presence. Ramiro Alfonsín, LATAM chief financial officer, said the two airlines have just one overlapping route: São Paulo to New York.
LATAM has a strong presence in São Paulo, the financial hub of Latin America's biggest economy, due to its 2012 takeover of Brazil's TAM Airlines. LATAM traces its origins to LAN Chile, which was the flagship carrier of Chile until privatisation in the 1990s.
Within Latin America, the airline says four out of 10 passengers on regional flights fly LATAM.
Chilean counsel for LATAM is provided by Claro y Cia, led by M&A practice head José María Eyzaguirre and partner Felipe Larraín. Delta is represented in Chile by Barros y Errázuriz Abogados.
Delta will invest in LATAM through a public tender offer at $16 per share, to be funded principally with newly issued debt and available cash. Delta will also invest $350 million to support the establishment of the strategic partnership.
In addition, Delta will acquire four A350 aircraft from LATAM and has agreed to assume LATAM's commitment to purchase 10 additional A350 aircraft, to be delivered beginning in 2020 through 2025.
LATAM also has a strategic partnership with Qatar Airlines. LATAM executives expect to wind down the airline's codeshares with American during several months.
"Delta has a vision for the airline industry that combines joint-venture and equity ownership in a unique partnership strategy," LATAM's Alfonsín told analysts in a Friday conference call. "Without a doubt, they are recognised as one of the world's most innovative airlines."
This content has been archived. It is available through our partners, LexisNexis® and Bloomberg Law.
To view this content, please continue to their sites.
Not a Lexis Subscriber?
Subscribe Now
Not a Bloomberg Law Subscriber?
Subscribe Now
NOT FOR REPRINT
© 2025 ALM Global, LLC, All Rights Reserved. Request academic re-use from www.copyright.com. All other uses, submit a request to [email protected]. For more information visit Asset & Logo Licensing.
You Might Like
View AllKirkland, Paul Hastings, White & Case, Freshfields advise on Top German Deals
2 minute readBlocking of $14B Nippon US Steel Deal Will Not Dampen Japan-U.S. M&A, Lawyers Say
Milbank’s Capital Markets Partner Leaves for China’s Han Kun in Hong Kong
Trending Stories
- 1Restoring Trust in the Courts Starts in New York
- 2'Pull Back the Curtain': Ex-NFL Players Seek Discovery in Lawsuit Over League's Disability Plan
- 3Tensions Run High at Final Hearing Before Manhattan Congestion Pricing Takes Effect
- 4Improper Removal to Fed. Court Leads to $100K Bill for Blue Cross Blue Shield
- 5Michael Halpern, Beloved Key West Attorney, Dies at 72
Who Got The Work
Michael G. Bongiorno, Andrew Scott Dulberg and Elizabeth E. Driscoll from Wilmer Cutler Pickering Hale and Dorr have stepped in to represent Symbotic Inc., an A.I.-enabled technology platform that focuses on increasing supply chain efficiency, and other defendants in a pending shareholder derivative lawsuit. The case, filed Oct. 2 in Massachusetts District Court by the Brown Law Firm on behalf of Stephen Austen, accuses certain officers and directors of misleading investors in regard to Symbotic's potential for margin growth by failing to disclose that the company was not equipped to timely deploy its systems or manage expenses through project delays. The case, assigned to U.S. District Judge Nathaniel M. Gorton, is 1:24-cv-12522, Austen v. Cohen et al.
Who Got The Work
Edmund Polubinski and Marie Killmond of Davis Polk & Wardwell have entered appearances for data platform software development company MongoDB and other defendants in a pending shareholder derivative lawsuit. The action, filed Oct. 7 in New York Southern District Court by the Brown Law Firm, accuses the company's directors and/or officers of falsely expressing confidence in the company’s restructuring of its sales incentive plan and downplaying the severity of decreases in its upfront commitments. The case is 1:24-cv-07594, Roy v. Ittycheria et al.
Who Got The Work
Amy O. Bruchs and Kurt F. Ellison of Michael Best & Friedrich have entered appearances for Epic Systems Corp. in a pending employment discrimination lawsuit. The suit was filed Sept. 7 in Wisconsin Western District Court by Levine Eisberner LLC and Siri & Glimstad on behalf of a project manager who claims that he was wrongfully terminated after applying for a religious exemption to the defendant's COVID-19 vaccine mandate. The case, assigned to U.S. Magistrate Judge Anita Marie Boor, is 3:24-cv-00630, Secker, Nathan v. Epic Systems Corporation.
Who Got The Work
David X. Sullivan, Thomas J. Finn and Gregory A. Hall from McCarter & English have entered appearances for Sunrun Installation Services in a pending civil rights lawsuit. The complaint was filed Sept. 4 in Connecticut District Court by attorney Robert M. Berke on behalf of former employee George Edward Steins, who was arrested and charged with employing an unregistered home improvement salesperson. The complaint alleges that had Sunrun informed the Connecticut Department of Consumer Protection that the plaintiff's employment had ended in 2017 and that he no longer held Sunrun's home improvement contractor license, he would not have been hit with charges, which were dismissed in May 2024. The case, assigned to U.S. District Judge Jeffrey A. Meyer, is 3:24-cv-01423, Steins v. Sunrun, Inc. et al.
Who Got The Work
Greenberg Traurig shareholder Joshua L. Raskin has entered an appearance for boohoo.com UK Ltd. in a pending patent infringement lawsuit. The suit, filed Sept. 3 in Texas Eastern District Court by Rozier Hardt McDonough on behalf of Alto Dynamics, asserts five patents related to an online shopping platform. The case, assigned to U.S. District Judge Rodney Gilstrap, is 2:24-cv-00719, Alto Dynamics, LLC v. boohoo.com UK Limited.
Featured Firms
Law Offices of Gary Martin Hays & Associates, P.C.
(470) 294-1674
Law Offices of Mark E. Salomone
(857) 444-6468
Smith & Hassler
(713) 739-1250