Suzano Papel e Celulose S.A.

Joint venture structuring for global tissue business expansion. Gómez-Pinzón is advising Suzano Papel e Celulose S.A. on its potential worldwide (ex-North America) joint venture with Kimberly-Clark Corporation (KC). As one of the largest paper and cellulose producers globally, Suzano seeks to consolidate its market position through this strategic alliance. KC is carving out its tissue business outside North America to form a joint venture in which Suzano will hold approximately 51% and KC 49%. In Peru, the transaction involves transferring assets to a newly incorporated entity, requiring a tailored legal structure to ensure operational and regulatory efficiency. Due diligence and structuring of Peruvian transaction: We have initiated due diligence for the Peruvian segment, with a key focus on determining the optimal structure for asset or business unit transfers. This analysis is critical to achieving tax, labour, and corporate efficiencies for the receiving entity. Our assessment includes identifying potential contingencies and evaluating various structuring options to ensure compliance and mitigate risks. Strategic importance of the transaction: This acquisition is a milestone for Suzano, allowing it to strengthen its global presence in the paper and cellulose sector. The joint venture will enable direct market access in regions such as Peru, where the company previously operated only through distributors. Expanding its international footprint in the tissue market, Suzano will enhance its competitive position and establish a more integrated presence in the industry. Latest development: Due diligence and structuring analysis for the Peruvian transaction are ongoing.

Matter value – include currency and amount in figures :

USD 53 billion market size. US 3.2 billion in net sales

Is this a cross-border matter? If yes, please indicate the jurisdictions involved :

Yes: Peru; USA; France; Australia; Worldwide

Lead partner :

Carlo Viacava; Joanna Dawson

Other team members :

Valery Vicente; Gonzalo del Castillo

Other firms advising on the matter and their role(s) :

Freshfields LLP (Lead Counsel to Buyer, Suzano Papel e Celulose S.A.)

Date of completion or current status :

Ongoing