Felipe Díaz Toro

Managing Partner

Felipe Díaz Toro is the Founding and Managing Partner of EDN Abogados . He has developed an important part of his professional career in the United States of America and in Europe, first as legal counsel at BBVA Bank in New York, later as an associate at Arendt & Medernach (the largest law firm in Luxembourg), and at Loyens & Loeff (one of the most important law firms in Europe) where he became a Senior Associate.

His practice consists mainly in advising international and local clients in various transactions related to investment funds (and in particular alternative investment funds), mergers and acquisitions, including tenders, purchases of assets and companies, joint venture agreements, private equity transactions, equity and debt issues, derivatives and in the development and financing of projects on behalf of financial institutions and corporations.

Felipe is the only Chilean lawyer authorized to practice the profession simultaneously in Chile, Spain and Luxembourg, since he has successfully passed the corresponding homologation exams and given his international experience.

Representative Experience

  • Advised an important Latin American Pension Fund in the liquidation process of its investment in a Luxembourg SICAV-SIF fund for more than USD 100,000,000., where he carried out a detailed review of the fund's documentation in order to clarify the Luxembourg regulatory framework applicable to this class of funds, as well as the rights of its investors.
  • Regularly advices important Pension Fund Administrators in their investment processes for more than 250 million dollars in investment funds in alternative assets in various jurisdictions being the main Cayman Islands, Luxembourg, Delaware, Ireland. He carried out a detailed review and analysis of the documentation of each fund, negotiating the side letters and also preparing due diligence reports and legal opinions. Said advice allowed the clients to comply with the Chilean regulations applicable to these type of investments to achieve their ambitious investment plan in foreign alternative assets.
  • Regularly advises Chilean investment managers on the structuring of investment vehicles abroad, such as Luxembourg, Caiman Islands, BVI, Ireland, (amongst others) and in their acquisitions of participations in foreign investment funds, mainly focusing on alternative assets, domiciled abroad.
  • Assisted in the creation and constitution of a SICAV as well as the process of due diligence, KYC and organization of a fund in Luxembourg and was the lead counsel liaising with the Management Company, the Depositary Bank, Auditors and the local Attorneys set in Luxembourg.
  • In charge of legal advice to the Dinacar Group, a Chilean company vertically united throughout the chain of production and sale of animal protein, in the acquisition of 33% of Faenadora y Frigorífico Cordillera S.A.
  • Participated in advising Inversiones Inmobiliarias y Hoteleras MT S.A. in a loan for approximately USD 13 million, granted by Banco Internacional S.A., a Chilean bank, for the acquisition of an important hotel in Antofagasta (Chile).
  • Participated in advising the Wendel Group, a French private equity fund registered in Euronext Paris, in the acquisition of an Austrian company, which is one of the world leaders in flexible packaging for an amount of EUR 2.3 billion. This was a transaction that involved various jurisdictions such as: Austria, Luxembourg, Germany and the Netherlands.
  • Participated in advising Alpha Trains, a leading European company in railway leasing, mainly in (i) the acquisition of a portfolio of 202 railway assets in a combined transaction between assets and shares, and in securing subsequent financing; (ii) the refinancing of the existing external debt through the issuance of bonds listed on the Luxembourg stock exchange and obtaining financing for an amount approx. EUR 1.25 billion. He also participated in the debt restructuring in the Alpha Trains group. These transactions involved various jurisdictions such as Luxembourg, UK, Holland, Spain, Belgium, Poland, Austria and France.
  • He was part of the team that advised the fourth cellular network provider in Poland (WAM in Chile), in the restructuring of its group and in financing through the issuance of notes on the Luxembourg stock exchange for an approximate amount of EUR 415 million.

Professional Career

  • Chilean Government Judicial Assistance Corporation, 2005.
  • ACCION International, Boston, United States, 2007.
  • Legal Counsel, Banco Bilbao Vizcaya Argentaria S.A., New York, United States, 2007-2008.
  • General Counsel, Dinacar Group, Chile, 2009.
  • Associate, Arendt & Medernach, Luxembourg, 2010-2011.
  • Senior Associate, Loyens & Loeff Luxembourg S.à r.l., Luxembourg, 2011-2016.
  • Director, Dinacar Group, Chile, 2016 to date.
  • Founding Partner at EDN Abogados, Chile, 2016 – 2018.
  • Partner at Palma Edwards Veszpremy, 2018 to July 2020.
  • Director of the Chilean Belgian Luxembourg Chamber of Commerce A.G., in Chile, July 2020 to date.
  • Invited Professor in the Postgraduate Diploma in Securities Market Law at the Faculty of Law of the University of Chile, 2020 to date.
  • Managing Partner at EDN Abogados, Chile, August 2020 to date.

Practice Areas

  • Investment Funds and Alternative Assets.
  • Banking and finance.
  • Corporate
  • Mergers & Acquisitions

Education and Awards

  • Universidad Andrés Bello, Faculty of Law, graduated in Law and Social Sciences (LLB), 2003, with honors.
  • Universidad Católica, Faculty of Law, Postgraduate in Business Law, 2005.
  • Boston University, United States, LL.M. in Financial and Banking Law, 2007.
  • University of New York, United States, Certificate in Private Equity and Venture Capital, 2008.
  • Title of Lawyer granted by the Bar Association of Madrid, Spain, 2015.
  • Title of Lawyer granted by the Bar Association of Luxembourg (List IV), 2015.
  • Universidad Adolfo Ibáñez, Advanced Master in Business Administration (AMBA), 2018-2019.
  • International Directors Certification Program, Institute of Directors (IoD), London, 2021.

Memberships

  • Director of the Belgian-Luxembourg Chamber of Commerce of Chile.
  • Member of the Chilean Bar Association.
  • Member of the Bar Association of Madrid, Spain.
  • Member of the Bar Association of Luxembourg, Luxembourg.
  • Member of the International Bar Association, IBA.

Languages

  • Spanish, English and French