Carlos Granda Senior Associate Practices Mergers and Acquisitions Capital Markets Financings Lima Office T: 4425100 F: 4425100 A:273 carlos.granda@rebaza-alcazar.com Education Juris Doctor by Pontificia Universidad Católica del Perú Law School, 2001 Master of Laws by The University of Michigan Law School (USA) , 2006 Secretary Milagros Pinto milagros.pinto@rebaza-alcazar.com T:4425100 A:237 Distintions Professor of Contracts, Pontifica Universidad Católica del Perú Law School Grotius Scholar, The University of Michigan Law School (USA) , 2006 Languages Spanish and English C arlos Granda holds a Master of Laws degree from University of Michigan Law School (EEUU), where he was a Grotius Scholar, and holds a Juris Doctor degree, Cum Laude, from the Pontific C atholic University of Peru Law School. C arlos Granda specializes in financial and commercial transactions, and has extensive experience in corporate law, mergers & acquisitions, financial law, project financing and contractual law. Although lately he devotes most of his time to the mining industry, Mr. Granda has advised clients in the financial, insurance, aquaculture, energy and forestry industries, amongst others. His work includes the representation of: Mergers & Acquisitions: A Securities Brokerage and Investment Firm (C olombia) in its transfer of a 60% interest in a Securities Brokerage Firm (Peru). (2011) Glencore International AG (Switzerland) in its US$ 475 million acquisition of a 70% interest in Marcobre S.A.C . (Peru), owner of the Mina Justa mining concern, from C ST Mining C orp. (Hong Kong). Deal not closed. (2011) C ultimarine S.A.C . (Buyer) and Axxion C apital Partners S.A.C . (Seller) in the acquisition of a 70% interest in DeliShell S.A.C . (owner of a hydro-biological business unit). (2011) Empresa Minera Los Quenuales S.A. (Peru), subsidiary of Glencore International AG (Switzerland), in its business combination with Trevali Perú S.A.C . (Peru), subsidiary of Trevali Resources C orp. (C anada), for the development and exploitation of the Mina Santander mining concern. (2011) Bosques Amazonicos S.A. (BAM) in its private placement of a minority interest to AC C ESS SEAF Fund through de subscription of hybrid instruments (equity-debt) issued by BAM''s controlling shareholder. Private Equity deal. (2010) C almet Group (Peru) and Groupe Industriel Marcel Dassault S.A. (France) in its business combination and subsequent acquisition of the mining concern Mina C alpa. (2010) Bosques Amazonicos S.A. (BAM) in its private placement of a minority interest to SFM LTD (UK) through de subscription of hybrid instruments (equity-debt) issued by BAM. Private Equity deal. (2009) Wiese Group in the US$ 55 million sale of part of its holdings in Peruvians AFP Integra S.A. and ING Wealth Management S.A. to ING Group (Netherlands). (2009) Novopayment B.V. (Venezuela) in the sale of a 50% interest in its Peruvian subsidiaries Tebca S.A. and Servitebca S.A. to Interbank Group (Peru). (2009) Soldexa S.A. (Peruvian company, member of the Brescia Group) in its US$ 97 million acquisition of Soldaduras Westarco Ltda. y Soldaduras Megriweld S.A. (C olombian welding companies) and of C omercializadora de Electrodos de Venezuela - C omelven (Venezuelan welding company). (2008) The C oca C ola C ompany in the sale of its local bottling business (Embotelladora Latinoamericana) to JR Lindley. C rawford & C ompany (USA) in its acquisition of a controlling interest in Fry & Behr Insurance Adjusters (Peru). Local and international clients in a number of Non Disclosure Agreements, Memorandums of Understanding, Due Diligence processes, Stock Purchase Agreements, Asset Purchase Agreements, Shareholders Agreements, Business C ollaboration Agreements, Joint Venture Agreements, Investment Agreements, diverse security interest agreements (Share Pledges, Assets Pledges, Mortgage Agreements, Escrow Agreements, Stand-By Letters, etc.) and diverse types of trust agreements, amongst others. Corporate Reorganizations: Reorganization of Axxion C apital Partners S.A.C . and subsequent creation of DeliShell S.A.C . (holder of hydro-biological business unit). (2011) Spin-off of Fermar S.A.C . and subsequent C reation of Inmobiliaria Andromeda S.A.C . (2010) Reorganization of Sonda Sur C ontratistas Generales S.A. and subsequent transfer of industrial assets to Representaciones Andacollo S.A. (2010) Mining: Advisory to a number of local and international clients in the structuring, negotiation and execution of Memorandums of Understanding aimed at mining exploration and/or exploitation, assignment and assignment subject to condition precedents contracts, purchase option contracts for mining concessions, shareholders agreements, hedge agreements, concentrates purchase contracts, EPC and EPC M contracts, operating contracts, mining contractors template service contracts, mining contractors registration procedures, due diligence for acquisitions, combinations and international IPOs and advisory in controversy resolution arising from mining contracts. Financings: Advised Scotiabank Peru S.A.A. and C ompañia Minera Poderosa S.A. in a US$15 million loan facility. (2011) Advised Glencore International AG (Switzerland) and Glencore Peru S.A., borrowers, in the structuring and drafting of services, loan and trust agreements for a projected US$100 million financing to Doe Run Peru S.R.L. (2010) Advised C onsorcio Transmantaro, borrower, in its US$ 85 million syndicated loan facility. (2008) Advised Banco de C redito del Peru, lender and lead arranger, in a US$ 80.5 million syndicated facility granted to Electroandes S.A.A. Advised Agrobanco (government-owned bank), underwriter, in a hybrid revolving stock underwriting structure designed to enhance the credit rating of rural thrift institutions. Securities: Advised Empresa Minera los Quenuales S.A., subsidiary of Glencore International AG (Switzerland) in the delisting of its investment shares from the Peruvian C apital Market Public Registry. (2011) Advised C onsorcio Transmantaro, issuer, in its US$ 110 million corporate bonds offering program. (2008) Advised Banco de C rédito del Perú, underwriter, in Electroandes' US$ 100 million corporate bonds initial public offering. Project Financing: Advised C ompañía Eléctrica El Platanal C ELEPSA (Peru), Paracas GmbH (Germany), SPF Partners GmbH & C o. KG (Germany) and Verbio Vereinigte BioEnergie AG (Germany), in their US$ 450 million hydro electric, agricultural and clean energy public private partnership project. (2008) Advised C orporacion Interamericana para el Financiamiento de Infraestructura (IADB) and Deutsche Investitions-und Entwicklungsgessellschaft mbH (Germany) in a US$ 14 million syndicated facility granted to Ferrovías S.A. (Peru) as part of the Peruvian central railroad's concession process. C arlos Granda has worked at Yale Law School as Research Assistant to George L. Priest (New York) and as Associate in the C orporate Departments of the Peruvian Law Firms Santiváñez Attorneys At Law and Hernández & Rosselló Attorneys At Law. Mr. Granda is a Law Professor in the fields of C ontracts and Jurisprudence at the Pontific C atholic University of Peru Law School and has been President of the Legislative Affairs C ommittee of Procapitales (Preeminent Peruvian C apital Markets Advocacy NPO). As a student, he was an editor of THEMIS – Law Review and received the Law School Award for Excellence in Legal Writing. He speaks fluently Spanish and English.