MERGERS & ACQUISITIONS AND CORPORATE LAW

MERGERS & ACQUISITIONS AND CORPORATE LAW Mergers & Acquisitions and Corporate Law In the last three years, our M&A team has been involved in more t...
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MERGERS & ACQUISITIONS AND CORPORATE LAW

Mergers & Acquisitions and Corporate Law

In the last three years, our M&A team has been involved in more than 100 transactions, for a total deal value in excess of R$28 Billion, spanning multiple economic sectors and industries. The firm has also been consistently ranked in the top positions of the most prestigious independent rankings, and has been nominated and awarded for its role in complex transactions. In addition to our extensive M&A work, we offer day-to-day corporate and securities advice to listed companies. Our corporate and M&A team currently comprises over thirty legal professionals between our São Paulo and Rio de Janeiro offices.

AGRIBUSINESS BRASIL FOODS – We advised BRF S.A., one of the world’s largest food companies, in the acquisition of the pork processing division of FRS S.A. Agro Avícola Industrial, in a transaction involving R$200 million. BRASIL FOODS – We advised BRF S.A. in the sale of the assets acquired from FRS S.A. Agro Avícola Industrial to JBS Aves Ltda., in a transaction involving R$200 million. CGG TRADING – We advised CGG Trading S.A. and Belarina Alimentos S.A. in the negotiation of three sequential M&A transactions, involving Belarina Alimentos S.A., including a debt-to-equity conversion. MINERVA / BRF – We advised Minerva S.A., one of Brazil’s largest meatpackers and listed in the São Paulo Stock Exchange, in the acquisition of the live cattle division of BRF S.A., including the negotiation of a shareholders agreement between BRF and the controlling shareholders of Minerva S.A. The transaction was valued at approximately R$300 million.

VANGUARDA AGRO – We advised Vanguarda Agro S.A., one of the largest agribusiness corporations in Brazil and listed in the São Paulo Stock Exchange, in a capital increase in the amount of R$350 million, subscribed by Gávea Investimentos and certain of its major shareholders. FROOTY – We advised Pátria Investimentos in the acquisition and subscription of 50% of the voting capital stock and 31.2% of the total capital stock of Frooty Comércio e Indústria de Alimentos S.A., market leader in the sale of açaí.

EDUCATION ABRIL EDUCAÇÃO – We advised Tarpon Gestora de Recursos S.A., in the acquisition of a 19.91% stake of Abril Educação S.A., a major Brazilian education company, listed in the São Paulo Stock Exchange, for approximately R$610 million.

FINANCIAL SERVICES BANCO SANTANDER – We advised Banco Santander (Brasil) S.A. in the sale of the equity stake held by telecom company Oi S.A. in Rio Alto Gestão de Créditos e Participações (a subsidiary of Oi that manages overdue credits), in a transaction involving EUR 400 million. FITTA CORRETORA – We advised the shareholders of Grupo Fitta in the structuring and implementation of the transfer of foreign-exchange assets to Corretora Western Union. FITTA CORRETORA – We advised the shareholders of Grupo Fitta in the structuring and implementation of the transfer of certain assets of its gold-related activities to Banco Paulista.

INFRASTRUCTURE, MINING AND METALS BRAZIL/BOLIVIA GAS PIPELINE – We advised EIG Global Energy Partners in the acquisition of a controlling stake in Transportadora Gasoduto Brasil-Bolivia S.A., the company that operates the Bolivia-Brazil gas pipeline. EDF – ELECTRICITÉ DE FRANCE – We advised EDF – Electricité de France in the acquisition of the equity stake held by Petroleo Brasileiro S.A. – Petrobras in the thermoplant Usina Termeletrica Norte Fluminense S.A, in a transaction involving R$175 million. HIGHLINE – We advised Highline do Brasil Infraestrutura Telecomunicações S.A. (investment vehicle owned by P2 Brasil an held by Pátria Investimentos and Promon) in an investment company of a joint venture between Radio e Televisão Bandeirantes Ltda. and Highline do Brasil, for the rendering of infrastructure services to telecommunication companies. MARINA DA GLORIA – We advised Dignitus, an Australian investment company, in the acquisition of a 40% stake in BRM Holding de Investimento Glória S.A., a company that is the indirect holder of the concession rights for the exploration of Marina da Glória, in Rio de Janeiro, Brazil. Marina da Glória will host the sailing events of the 2016 Summer Olympics and the 2016 Summer Paralympics. MMX – We advised Mubadala Development Company PJSC in the acquisition of a 10.4% stake in the capital stock of MMX Mineração e Metálicos S.A., which develops mining projects, in a transaction involving US$100 million. OMEGA ENERGIA – We advised the shareholders of Asteri Energia S.A., a company that invests in a wind farm and a hydro plant, in the sale of its preferred shares, representing 34% of its capital stock, to Omega XPI Fundo de Investimento em Infraestrutura, in a transaction involving R$105.4 million. PORTO DO DELTA WINDFARM – We advised Zeta Energia S.A. (an affiliate company of Omega Energia S.A.) in the acquisition of a wind farm project with over 30.000kW of installed capacity in the State of Piauí, Brazil.

PORTO SUDESTE – We advised Mubadala Development Company PJSC and Trafigura Pte. Ltd. in the acquisition of a 65% stake in the capital stock of Porto do Sudeste do Brasil S.A., the iron ore bulk terminal developed by MMX Mineração e Metálicos S.A., in a transaction involving US$400 million in equity investments and US$2.3 billion in undertaken liabilities. REDE ENERGIA – We advised Energisa S.A., one of Brazil’s largest power utilities, in the acquisition of the holding companies and their subsidiaries, directly or indirectly held by Rede Energia S.A., the largest Brazilian power distributer, which was in bankruptcy proceedings, in a transaction involving R$1.95 billion in debt assumption. SUL AMERICANA METAIS – We advised Votorantim Novos Negócios Ltda. in the sale of the totality of its shares of Sul Americana Metais S.A. to Chinese investors LIT Mining, LIT Tele and Honbridge, in a transaction involving R$780 million. TAESA – SANTANDER - We advised Santander in the dismemberment of its minority equity stake from Transmissora Aliança de Energia Elétrica S.A. (TAESA)’s controlling shareholder block, as well as in the structuring of the disposal of such equity by means of a sale in a securities exchange. ZURICH AIRPORT – We advised Zurich Airport in the incorporation of a joint venture with CCR S.A. and the Munich Airport, to control the concession for the Belo Horizonte International Airport, valued at R$3.1 billion.

Mergers & Acquisitions and Corporate Law

MANUFACTURING

REAL ESTATE

APS STAKE – FANTECH – We advised APS Stake in the acquisition of equity interests in Fantech Tecnologia em Sistemas de Ventilação Ltda., a manufacturer of industrial cooling and ventilation systems.

ALPHAVILLE URBANISMO – We advised Pátria Investimentos and Blackstone - Private Equity AE Investimentos e Participações S.A. in the acquisition of a 70% stake in the capital stock of Alphaville Urbanismo S.A., the leading urban real estate community development company in Brazil, from Gafisa S.A., in a transaction involving R$ 1.409 billion.

LAGOA CORPORATE – We advised Lagoa Investimentos Imobiliários e Participações S.A. in the sale of 100% of the capital stock of the company that owns Lagoa Corporate Building, located in the City of Rio de Janeiro, to Kinea Renda Imobiliária Fundo de Investimento Imobiliário – FII, in a transaction involving R$300 million.

BHG S.A. – We advised BHG S.A. – Brazilian Hospitality Group, a leading hospitality company listed in the São Paulo Stock Exchange, in the acquisition of several units of The Capital Hotel and its managing company.

NORCON ROSSI – We advised Norcon Rossi Empreendimentos S.A. in the negotiation of a joint venture with Paladin NRP Investors (Brazil), LLC in a specific purpose vehicle that will develop at least two real estate projects in the City of Aracaju, State of Sergipe, Brazil.

DÂNICAZIPCO – We advised Zipco Sistemas Construtivos S.A. (company controlled by Pátria Investimentos) in its merger with Dânica Termoindustrial Brasil S.A., for the creation of DânicaZipco, manufacturer of metal structures and thermal-insulation panels. DIAFRAG – We advised the shareholders of Diafrag Indústria e Comércio de Motopeças Ltda. in the sale of the company to Westinghouse Air Brake Technologies Corporation – Wabtec. KOHLER – We advised Kohler Co. in the acquisition of Fiori Cerâmica Ltda., manufacturer of sanitary ware, vitreous and sinks for the bath/kitchen market segments.

BHG S.A. – We advised GTIS Partners in the formation of joint venture between GTIS and GP Investimentos for the acquisition of 100% of the equity interest in BHG S.A. – Brazil Hospitality Group, a leading Brazilian hospitality company, upon a tender offer and subsequent delisting as a publicly-held company.

ORONA MOBILITY– We advised Orona Holding S.A., a Spanish company dedicated to designing and developing mobility equipment, including elevators, escalators and moving walkways, in the acquisition of a 55% stake in the capital stock of AMG Holdings.

CAMARGO CORRÊA – We advised Camargo Corrêa Desenvolvimento Imobiliário S.A. in the corporate restructuring of the entities developing the Shopping Cidade São Paulo project for Cyrella Commercial Properties S.A. Empreendimentos e Participações, in a transaction involving R$291 million.

SMITH & NEPHEW – We advised Smith & Nephew, a Fortune 500 company, in the acquisition, from Politec Importação e Comércio Ltda., of its division involved in the distribution of Smith & Nephew products in Brazil.

EZ TOWERS – We advised São Carlos Empreendimentos e Participações S.A. in the acquisition of Tower A of the EZ Towers complex, located in the City of São Paulo, in a transaction involving R$564 million.

SMITH & NEPHEW – We further advised Smith & Nephew in the acquisition, from PCE Importação, Comércio e Manutenção de Material Cirúrgico Ltda. and from Casa Brasil Importação, Comércio e Manutenção de Materiais Cirúrgicos Ltda., of their respective divisions involved in the distribution of Smith & Nephew products in Brazil.

JK IGUATEMI SHOPPING MALL – We advised WTorre S.A. in the sale of its equity stake in JK Iguatemi Shopping Mall, the largest luxury shopping mall in São Paulo, to Iguatemi Empresa de Shopping Centers S.A. and Adeoti Empreendimentos Imobiliários Ltda. (an investment vehicle of the American pension fund TIAA-Craf) for an aggregate amount of US$636 million.

UNICOBA – We advised One Equity Partners in the subscription of new shares issued by Unicoba Holding S.A., the holding company of the Unicoba group, manufacturer of lighting, electronic and IT products, in an investment of up to R$150 million. VALPRO JOINT-VENTURE – We advised Progen Projetos Gerenciamento Engenharia Ltda. in the joint venture with Metso Paper South America Ltda. to develop activities related to the rendering of construction management services for the paper and pulp industry.

RCC LEBLON - We advised Mubadala Development Company PJSC in the acquisition of a 79.2% stake in the capital stock of RCC Leblon Incorporadora S.A., which develops real estate projects. TENCO SHOPPING CENTERS – We advised Shoppings do Brasil Investimentos e Participações S.A. (an investment vehicle of Patria Investimentos Ltda.) in the negotiation of an investment of up to R$765 million in Tenco Shopping Centers S.A. YOU INC. – We advised You Inc. Incorporadora e Participações S.A. in the joint venture with Paladin Realty to develop real estate projects in the São Paulo area. We also advised You Inc. with the renegotiation of the joint venture terms and conditions and the financing of Debentures in the amount of approximately R$68 million.

Mergers & Acquisitions and Corporate Law

RETAIL AND CONSUMER PRODUCTS BODY STORE – We advised Body Store S.A. and Body Store Franchise S.A. in the sale to The Body Shop International Plc. of a 51% stake in the capital stock of both companies. CLESS COSMÉTICOS – We advised One Equity Partners, in the acquisition of a minority stake in Cless Comércio de Cosméticos, a local comestics company. EATALY – We advised St. Marché, a local supermarket chain, in the creation of a joint venture with Eataly USA LLC, in order to open stores of the Eataly chain in Brazil. FASANO – We advised JHSF Participações in the acquisition of an equity stake in the specific purposes companies that operate Fasano Family restaurants. ALLIED – We advised the shareholders of Allied S.A., the largest provider of technological products in Brazil, acting in the mobile phone, IT and photographic industries, in the sale of a controlling stake to private equity fund Advent International, in a transaction involving R$750 million. NEWSCORP – We advised NewsCorp and its subsidiary HarperCollins in the formation of a joint venture with Ediouro, a leading Brazilian publishing company, which consisted in the combination of the operations of Thomas Nelson Brazil, Harlequin Brazil and Ediouro’s commercial trade publishing titles. WÄLS – We advised AmBev in the acquisition of 100% interest in Wäls Brewery, an artisan brewery headquartered in Minas Gerais, marking AmBev’s first investment in the promising Brazilian craft beer industry. COLORADO – We advised AmBev in the acquisition of the control of Cervejaria Colorado, an artisan brewery headquartered in Ribeirão Preto, forerunner in the Brazilian craft beer sector and one of the brands with the largest brand awareness in the industry.

SERVICES IMX – We advised Mubadala Development Company PJSC in the acquisition of a 50% stake in the capital stock of IMX Holdings S.A., which owns a controlling stake in the IMX group companies, an entertainment services provider. GRUPO ELFA – We advised San Felice Participações S.A. (an investment vehicle of Pátria Investimentos Ltda.) in the acquisition of a controlling stake in Elfa Participações e Administração S.A. and, indirectly, in Elfa Medicamentos Ltda. in a transaction involving R$139 million. PROGEN ENGINEERING – We advised the founding shareholders of Progen Projetos Gerenciamento e Engenharia S.A. in the subscription, by BNDESPAR, of newly issued preferred shares representing 10% of the company’s capital stock. PRUMO (former LLX) - We advised Mubadala Development Company PJSC in the acquisition of a 10.52% stake in the capital stock of Prumo Logística S.A., which is a logistics services provider. TENSOR – We advised Grupo Tensor Equipamento S.A., a company that loans civil construction equipment, and its selling shareholders, in the sale of a controlling stake to BSM Engenharia S.A.

COMPROVA.COM – We advised the shareholders of Comprova.com Informática S.A., Brazil’s leading digital signature platform and digital certificate authority, in its sale to DocuSign Inc. I.SYSTEMS – We advised Fundo Pitanga in the subscription of shares representing 10% of the capital stock of I.Systems Automação Industrial S.A., an automation software company. MOVILE – We advised Innova Capital, a private equity fund, in the acquisition of an equity stake of approximately 13% in the capital stock of Compera Spain, SLU, and its Brazilian subsidiary, Movile Serviços de Internet Móvel. NEWAGE SOFTWARE – We advised Fanta Empreendimentos e Participações Ltda. in the sale of 100% of the capital stock of Newage Software S.A. to Toutatis Serviços, Treinamentos e Informações S.A. SYNAPSIS - We advised Tivit Terceirização de Processos, Serviços e Tecnologia S.A. in the acquisition of RW IT Latam Holding and its subsidiaries, which own the Synapsis group companies, an IT services provider that operates in Chile, Colombia, Argentina, Brasil, Peru, Panama and Ecuador, in a transaction involving US$108,7 million. TECNOPAGO PAYMENT SYSTEMS – We advised EFT Group, S.A. in the acquisition of Tecnopago S.A. TIVIT TECNOLOGIA – We advised Tivit Terceirzação de Processos, Serviços e Tecnologia S.A. in the acquisition of 100% of the capital stock of WorkImage Ltda. and WorkFile Ltda.

TECHNOLOGY

TELECOMMUNICATIONS

SCOPUS – We advised the Bradesco Group in the sale of 100% of the capital stock of Scopus Tecnologia Ltda., renderer of support and maintenance services of hardware and software, to IBM’s subsidiary in Brazil.

CABO NATAL – We advised ACON Investments, in the acquisition of Cabo Serviços de Telecomunicações Ltda., a cable TV company based in the City of Natal, State of Rio Grande do Norte.

ACCERA SISTEMAS ESTRATÉGICOS – We advised the private equity fund Innova Fundo de Investimentos em Participação in its acquisition of a minority stake in ACCERA Sistemas Estratégicos S.A., a supply chain IT solutions company.

VIDEOMAR – We advised ACON Investments in the acquisition of Videomar Rede Nordeste S.A., a cable TV company based in the City of Fortaleza, State of Ceará.

BAIDU – We advised Baidu, a Chinese company, holder of the world’s second largest websearch engine, in the acquisition of Peixe Urbano Web Serviços Digitais Ltda., a Brazilian company acting in the discounted ecommerce industry.

TRANSPORTATION RIO LINHAS AÉREAS – We advised Empresa Brasileira de Correios e Telégrafos, Brazil’s postal company, in the acquisition of a 49.99% stake in the air freight company Rio Linhas Aéreas S.A.

Mergers & Acquisitions and Corporate Law

André Mestriner Stocche

Flavio Meyer

Luiz Felipe Costa

Fabiano Marques Milani

Languages: Portuguese and English

Languages: Portuguese and English

Languages: Portuguese, English, Spanish and Italian

Languages: Portuguese and English

[email protected] +55 11 3755-5403  

[email protected] +55 11 3755-5454  

[email protected] +55 11 3755-5455  

[email protected] +55 11 3755-5407  

Practice areas: Corporate Law; Mergers and Acquisitions; Private Equity Listed Companies; Corporate Disputes; Administrative proceedings before the Brazilian Securities Exchange Commission – CVM

Practice areas: Corporate Law; Mergers and Acquisitions; Private Equity Listed Companies; Corporate Disputes; Administrative proceedings before the Brazilian Securities Exchange Commission – CVM

Practice areas: Corporate Law; Mergers and Acquisitions; Private Equity Listed Companies; Corporate Disputes; Administrative proceedings before the Brazilian Securities Exchange Commission – CVM

Practice areas: Corporate Law; Mergers and Acquisitions; Private Equity Listed Companies; Corporate Disputes; Administrative proceedings before the Brazilian Securities Exchange Commission – CVM

Education: Bachelor of Laws Degree (LL.B.) from Faculdade de Direito da Universidade de São Paulo (USP) – 1998. Masters in Laws Degree (LL.M.) from the University of Chicago – 2006. Member of the Brazilian Bar Association.

Education: Bachelor of Laws Degree (LL.B.) from Faculdade de Direito da Universidade de São Paulo (USP) – 1998. Masters in Laws Degree (LL.M.) from the University of Chicago – 2004. Member of the Brazilian Bar Association.

Experience: André has been working for over 15 years in corporate law matters, mergers and acquisitions, public offerings resulting from acquisitions, corporate restructurings, broad legal advisory to listed companies, and, notably, private equity transactions both on the buy and sell sides. André has an extensive experience in representing shareholders, managers and companies in administrative proceedings before the Brazilian Securities Exchange Commission – CVM. André was an international associate of Milbank, Tweed, Hadley and McCloy in New York.

Experience: Flavio has been working for over 20 years in corporate law matters, mergers and acquisitions, public offerings of both equity and debt instruments, corporate restructurings, broad legal advisory to listed companies, and private equity transactions both on the buy and sell sides. Flavio has a comprehensive experience in representing shareholders, managers and companies in administrative proceedings before the Brazilian Securities Exchange Commission – CVM. Flavio was an associate of Cleary Gottlieb Steen & Hamilton LLP in New York.

Education: Bachelor of Laws Degree (LL.B) from Faculdade de Direito da Universidade de São Paulo (USP) – 2002. Masters in Laws Degree (LL.M.), Summa Cum Laude, in Corporate Law, from Faculdade de Direito da Universidade de São Paulo (USP) – 2006. Member of the Brazilian Bar Association.

Education: Bachelor of Laws Degree (LL.B.) from Pontifícia Universidade Católica de São Paulo (PUC-SP) – 2000. Masters in Laws Degree (LL.M.) from the University of Pennsylvania – 2006. Member of the Brazilian Bar Association and the New York State Bar Association.

Recognitions: André is recognized by Chambers and Partners as one of the main active lawyers in Brazil in the Corporate and Mergers & Acquisitions areas, having been referred to by the publication as “focused, patient and easy to work with”. (Chambers Global 2015 and Chambers Latin America 2015). André is also listed as one of the most admired attorneys in Brazil by the publication “Análise Advocacia 500”.

Recognitions: Flavio is recognized by Chambers and Partners as one of the main acting lawyers in Brazil in the Corporate Law and Mergers & Acquisitions areas, having been referred to by the publication as someone who “impresses clients and peers with his “great experience, talent and dedication”” (Chambers Latin America), as well as “business-minded, extremely straightforward and a pleasure to work with” (Chambers Global). Flavio is recognized by International Financial Law Review (IFLR 1000) Finance and Corporate 2015 Guide as a leading lawyer in Banking, Capital Markets, Corporate and Private Equity.

The Legal 500 also recommends André in Corporate and M&A. (The Legal 500 Latin America 2015).

The Legal 500 also recommends Flavio in Corporate and M&A. (The Legal 500 Latin America 2015). Flavio is in the "LACCA Approved" list of recommended lawyers for 2015, voted by in-house counsel in Latin America, as one of the best Corporate/M&A lawyers to work with.

Experience: Luiz Felipe has been working for over 15 years in corporate law matters, mergers and acquisitions, public offerings resulting from acquisitions, corporate restructurings broad legal advisory to listed companies, and, remarkably, private equity transactions acting both on the buy and sell sides. Luiz Felipe, jointly with the real estate department, also provides legal advice in corporate restructurings of several real estate projects. Luiz Felipe has a comprehensive experience in representing of shareholders, managers and companies in administrative proceedings before the Brazilian Securities Exchange Commission – CVM, as well as in judicial and arbitral litigation involving corporate dispute. Recognitions: Luiz Felipe is recognized by Chambers and Partners as one of the main acting lawyers in Brazil in the Corporate Law and Mergers & Acquisitions areas, having been referred to by their clients “smart, quick and knowledgeable” (Chambers Global 2015 and Chambers Latin America 2015). The Legal 500 also recommends Luiz Felipe in Corporate and M&A. (The Legal 500 Latin America 2015).

Experience: Fabiano has been working for over 15 years in corporate law matters, mergers and acquisitions (primary and secondary transactions), cross-board transactions involving Latin America countries, broad legal advisory to listed companies, and, remarkably, private equity transactions acting both on the buy and sell sides. Fabiano has recognized experience in representing shareholders, managers and companies in administrative proceedings before the Brazilian Securities Exchange Commission – CVM. Fabiano was an in-house counsel of Wyeth Pharmaceuticals, Inc. (current Pfizer Inc.), located in Pennsylvania, United States, responsible for coordinating legal matter relating to Latin America countries. Recognitions: Fabiano is recognized by Chambers and Partners as one of the main acting lawyers in Brazil in the Corporate Law and Mergers & Acquisitions areas. (Chambers Global 2015 and Chambers Latin America 2015). The Legal 500 also recommends Fabiano in Corporate and M&A. (The Legal 500 Latin America 2015).

Mergers & Acquisitions and Corporate Law

Fernanda Rezemini Cardoso

Guilherme Forbes

Paulo Padis

Frederico Moura

Languages: Portuguese and English

Languages: Portuguese and English

Languages: Portuguese, English and Spanish

Languages: Portuguese, English and Spanish.

Practice areas: Project Finance; Infrastructure; Mergers and Acquisitions Banking and Finance; Regulated Industries; Public Law; Power; Oil & Gas; Concessions and PPPs

Practice areas: Infrastructure; Project Finance; Mergers and Acquisitions Banking and Finance; Regulated Industries; Public Law; Power; Oil & Gas; Concessions and PPPs

Practice areas: Banking and Finance; Capital Markets; Project Finance Mergers and Acquisitions

Education: Bachelor of Laws Degree (LL.B.) from Faculdade de Direito da Universidade de São Paulo (USP) – 1998. Masters in Laws Degree (LL.M.) from the London School of Economics – 2003. Member of the Brazilian Bar Association.

Education: Bachelor of Laws Degree (LL.B.) from Faculdade de Direito da Universidade de São Paulo (USP) – 1999. Masters in Laws Degree (LL.M.) from the London School of Economics – 2003. Member of the Brazilian Bar Association.

Experience: Guilherme has been working for over 15 years in financial and corporate transactions involving companies and assets in infrastructure, industrial and real estate sectors. Guilherme was an international associate at Dewey Ballantine LLP in New York.

Experience: Paulo has been working for over 15 years in financial and corporate transactions involving companies and assets in infrastructure, industrial and real estate sectors.

[email protected] +55 11 3755-5459  

Practice areas: Corporate Law; Mergers and Acquisitions Private Equity; Listed Companies; Corporate Disputes; Administrative proceedings before the Brazilian Securities Exchange Commission – CVM Education: Bachelor of Laws Degree (LL.B.) from Faculdade de Direito da Universidade de São Paulo (USP) – 2001. Masters in Laws Degree (L.L.M) from the London School of Economics – 2009. Member of the Brazilian Bar Association. Experience: Fernanda has been working for over 15 years in corporate law matters, mergers and acquisitions, public offerings resulting from acquisitions, corporate restructurings, broad legal advisory to listed companies, and, remarkably, private equity transactions both on the buy and sell sides. Fernanda has a comprehensive experience in representing shareholders, managers and companies in administrative proceedings before the Brazilian Securities Exchange Commission – CVM.

[email protected] +55 11 3755-5421  

Recognitions: Guilherme is recognized by Chambers and Partners as one of the leading lawyers in Brazil in the fields of Project Finance and Energy and Natural Resources, having been described by the publication as “one of the few people who can build a project from scratch"” Clients highlight him for “his dynamic approach and ability to handle complex corporate operations in the energy sector” and further lauded for his experience in highly complex deals. (Chambers Global 2015 and Chambers Latin America 2015). Guilherme is recognized by International Financial Law Review (IFLR 1000) Energy and Infrastructure 2015 Guide as a leading lawyer in Banking, Corporate and M&A, Energy and infrastructure, Project development and Project Finance. He is also listed as a standout practitioner in Project Finance in Who's Who Legal Brazil 2014. The Legal 500 also listed Guilherme as leading lawyer in Projects and Infrastructure and recommends him in Banking and Finance and Projects and Infrastructure. (The Legal 500 2015). Guilherme is in the "LACCA Approved" list of recommended lawyers for 2015, voted by in-house counsel in Latin America, as one of the best Banking & Finance lawyers to work with.

[email protected] +55 11 3755-5444

Paulo was and an international associate at Mayer Brown LLP in Chicago and New York. Recognitions: Paulo is recognized by Chambers and Partners as one of the leading lawyers in Brazil in the field of Project Finance, having been referred to by their clients as a “superior technical knowledge and commercial skills, and unequalled powers of persuasion” and "easy to work with" (Chambers Global end Chambers Latin America). Paulo is recognized by International Financial Law Review (IFLR 1000) Energy and Infrastructure 2015 Guide as a leading lawyer in Banking, Corporate and M&A, Energy and infrastructure, Project development and Project Finance. The Legal 500 also recommends Paulo in Banking and Finance. (The Legal 500 Latin America 2015). Paulo is in the "LACCA Approved" list of recommended lawyers for 2015, voted by in-house counsel in Latin America, as one of the best Banking & Finance lawyers to work with.

[email protected] +55 21 3974-1267

Education: Bachelor of Laws Degree (LL.B.) from Pontifícia Universidade Católica do Rio de Janeiro (PUC-RJ) – 2004. Masters in Laws Degree (LL.M.) from University of Chicago – 2010. Member of the Brazilian Bar Association. Experience: Frederico has been working for almost 15 years in banking and finance, capital markets, mergers and acquisitions, debt restructurings, and project finance transactions. Frederico was an international associate of Proskauer Rose LLP in New York and of Bofill Mir & Alvarez Jana, in Santiago - Chile. Recognitions: Frederico was recommended by International Financial Law Review (IFLR 1000) Energy and Infrastructure 2015 Guide as a leading lawyer in Banking and Finance, Corporate and M&A, Energy and Infrastructure, Project development and Project Finance. The Legal 500 also recommends Frederico in Capital Markets. (The Legal 500 Latin America 2015).

www.stoccheforbes.com.br