Affiliates of private equity firm Peppertree Capital Management and a Goldman Sachs affiliate have moved a long-running Latin American telecommunications tower dispute closer to a forced sale after a federal judge again held Terra Towers Corp., Telecom Business Solution (TBS), and telecom executive Jorge Hernandez in civil contempt.
In a sharply worded ruling issued May 7 in the Southern District of New York, U.S. District Judge Lewis A. Kaplan concluded that the respondents repeatedly obstructed a court-ordered sale process tied to Continental Towers LATAM Holdings Ltd., a telecommunications infrastructure company operating throughout Central and South America.
The petitioners include Peppertree affiliates Telecom Business Solution LLC and LATAM Towers LLC, as well as AMLQ Holdings (Cay) Ltd., an affiliate of Goldman Sachs.
A Decade-Long Shareholder Fight
The dispute dates back roughly a decade, when the U.S. investors acquired approximately 45% of the company under a shareholder agreement that included provisions allowing a forced sale upon expiration of the lockup period.
According to the court, the sale process should have occurred years ago, but instead became bogged down in arbitration proceedings, litigation, and repeated accusations that Jorge Hernandez and the respondent entities intentionally blocked compliance with the agreement.
Kaplan wrote that the respondents had “thwarted a sale at every turn” and again found them in contempt for failing to comply with prior arbitration awards and federal court orders.
Court Authorizes Forced Share Transfers
The contempt order gives the petitioners sweeping authority to proceed with the sale process.
Terra Towers and TBS were ordered to execute transfer documents within two calendar days or risk having the Clerk of Court execute the documents on their behalf. The ruling authorizes the petitioners to “take any and all actions necessary to continue and complete a Sale of all or substantially all of the Company.”
The order also bars the respondents from interfering with the sale process, contacting bidders, directing investment bankers involved in the transaction, or transferring company funds without authorization.
Judge Rejects Hernandez’s Claims
The court also rejected Hernandez’s repeated claims that he neither owned nor controlled the respondent entities.
Throughout the litigation, Hernandez claimed that family trusts and unnamed “elders” controlled the companies and that he had been effectively removed from telecom operations in 2023. Kaplan concluded those assertions lacked documentary support and were contradicted by prior agreements and positions taken during arbitration proceedings.
The judge ultimately concluded that Terra’s actions were effectively Hernandez’s actions because of his continuing control over the companies.
“Potemkin” Sale Process
The opinion describes what the court characterized as a failed or “Potemkin” sale process involving Santander Banca de Inversión Colombia, which had been retained after earlier contempt findings related to delays in hiring an investment bank.
According to the ruling, arbitration awards and related orders have already imposed roughly $300 million in damages and additional escrow obligations on the respondents, including nearly $54 million plus ongoing monthly payments of approximately $480,000. The court noted that those escrow accounts remained unfunded as of late 2025.
Appeals Already Filed
The respondents quickly filed notices of appeal and emergency motions seeking to stay the contempt order.
In opposing the stay request, attorneys for the petitioners argued that the respondents had been held in contempt “five separate times in the past year” while continuing what they described as a years-long effort to block the sale process.
Kaplan suggested the stakes extend beyond the tower-company dispute itself, warning that continued defiance of the court’s rulings could undermine enforcement of international arbitration awards under the New York Convention, the treaty framework governing cross-border business disputes.
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