CAPITAL MARKETS
Capital Markets
CAPITAL MARKETS
Our capital markets team has extensive
experience in public offerings of shares
(including Initial Public Offerings – IPOs and
transactions involving DRs - Depositary
Receipts and BDRs – Brazilian depository
Receipts), debentures (including debentures
under the Law 12.431/11, and those offerings
involving listing in the special segment of the
ANBIMA’s New Market of Fixed Income (Novo
Mercado de Renda Fixa da ANBIMA),
promissory notes (notas promissórias
comerciais), financial bills (letras financeiras),
bonds, certificates of deposits and other types
of securities. Our practice involves domestic
as well as cross-border transactions, and
covers all economic sectors and types of
corporate entities. We have broad experience
in dealing with the Brazilian Securities and
Exchange Commission (Comissão de Valores
Mobiliários - CVM) within public offerings
registration proceedings, waiver requests and
other administrative proceedings. We also
advise clients in delistings (OPAs de
fechamento de capital), private placements
and private issuances of securities involving
complex structures and strategic
investments, including transactions such as
private investments in public equity
(“PIPEs”). Our experience also includes
assisting issuers and investment banks in
offerings of securities under Rule 144A and
Regulation S of the SEC – Securities and
Exchange Commission.
Our securitization team has extensive
experience in providing legal advice in
transactions involving asset backed funds
(Fundos de Investimento em Direitos
Creditórios – FIDCs), certificates of real estate
receivables (Certificados de Recebíveis
Imobiliários – CRIs), Diversified Payment
Rights (DPRs) and agribusiness securities,
such as Certificado de Recebíveis do
Agronegócio – CRAs and Letras de Crédito do
Agronegócio – LCAs.
In addition, our team advises investment
firms, asset managers, financial institutions
and private equity firms in fund formation
and all their regulatory matters involving all
types of funds, including real estate
investment funds (Fundos de Investimento
Imobiliário – FIIs), private equity funds
(Fundos de Investimento em Participações –
(FIPs), hedge funds and all types of
investment vehicles under Instruction CVM
555/14 (former Instruction CVM 409/04).
Capital Markets
EXPERIENCE
BHG – FOLLOW ON – we advised BHG Brazil
Hospitality Group on its follow-on share
offering worth R$ 350 million.
SANTANDER LEASING – we advised
Santander Leasing S.A. Arrendamento
Mercantil on its debentures offering worth
R$ 10 billion.
SANTANDER AGÊNCIAS FII – we advised
Santander Agências Fundo de Investimento
Imobiliário – FII on its first and second quotas
offering worth R$ 401.4 million and R$ 161.7
million respectively.
OMEGA – we advised Omega on Fundo de
Investimento em Participações em
Infraestrutura XP Omega’s quotas offering
worth R$ 162 million and on various
debentures offerings of project companies
which operate renewable energy assets owned
by OMEGA.
MMXM11 – we advised Banco Itaú BBA S.A. on
the exchange of securities of variable income
based on royalties issued by MMX Mineração e
Metálicos S.A. (traded in BM&FBOVESPA
under ticker MMXM11) and held by Itaú
Unibanco S.A. – Nassau Branch for class B
shares issued by Porto Sudeste Royalties
Fundo de Investimento em Participações em
Infraestrutura and held by MMX Mineração e
Metálicos S.A., worth R$ 1 billion.
OOG Project Bonds – we advised HSBC, Banco
Itaú BBA, Morgan Stanley, Banco do Brasil
Securities, BNP Paribas, Santander, Crédit
Agricole, DNB Markets, Mitsui and Natixis as
underwriters on an affiliate of Odebrecht Óleo e
Gas’ project bonds offering worth US$1.7
billion. The transaction was one of the largest
issuances of Project Bonds ever made and was
awarded Deal of the Year by various
publications, including Project
Finance Magazine.
CEMIG – we acted as deal counsel on several
Cemig Group’s debentures and promissory
notes offerings including Cemig Distribuição’s
debentures offering worth R$ 2 billion and
Cemig Geração e Transmissão S.A.’s
debentures offering worth R$ 1 billion.
Experience
AES Group – we advised the energy distribution
company AES Sul on its promissory notes and
debentures offerings worth R$ 50 million and
R$ 950 million, respectively.
SABESP – we advised BB-Banco de
Investimento S.A. and Banco Bradesco BBI
S.A., as underwriters, on state-owned utility
company SABESP’s debentures offering worth
US$ 1 billion.
OI – we advised Banco BTG Pactual S.A., Banco
Itaú BBA, HSBC and Banco Santander (Brasil)
S.A., as underwriters, on Oi S.A.’s promissory
notes offering worth R$ 800 million.
MINERVA – we advised meat producer
Minerva S.A. on its follow-on share offering
worth R$498 million. We also acted as deal
counsel on Minerva’s debentures offering
worth R$ 300 million. We have also acted as
Brazilian counsel to Minerva Luxembourg, a
subsidiary of Minerva, on its notes offering
worth US$ 200 million.
Capital Markets
VALID – we acted as deal counsel on payment
systems and digital certification services
provider Valid’s debentures offering worth R$
250 million. Banco BTG Pactual S.A. and Banco
Santander (Brasil) S.A. were the underwriters.
PROFARMA – we acted as deal counsel on
pharmaceuticals distributor Profarma’s
promissory notes and debentures offerings
worth R$ 100 million and R$ 200 million,
respectively. BB-Banco de Investimento S.A
was the underwriter in both offerings.
LOJAS AMERICANAS – we acted as deal
counsel on Lojas Americanas Group’s several
debentures and promissory notes offerings,
including Lojas Americanas S.A.’s debentures
offering worth R$ 950 million. BB – Banco de
Investimento S.A. and Banco Itaú BBA S.A.
were the underwriters.
GRUPO GALVÃO – we acted as deal counsel on
Brazilian engineering conglomerate Grupo
Galvão’s several securities offerings, including
Galvão Participações’s debentures offering
worth R$ 300 million. BB – Banco de
Investimento S.A. and Banco Bradesco BBI
S.A. were the underwriters.
ODEBRECHT ENERGIA – we acted as deal
counsel on Odebrecht Energia do Brasil’s
promissory notes offering worth R$ 247
million and on its debentures offering worth
R$ 122 million. Banco BTG Pactual S.A. was
the underwriter.
ÁGUAS DO MIRANTE – we acted as deal
counsel on sanitation company Águas do
Mirante’s debentures offering worth R$ 155
million. BB-Banco de Investimento S.A.,
Banco Santander (Brasil) S.A. and HSBC
were the underwriters.
ARTERIS – we advised Banco BTG Pactual S.A.,
Banco Itaú BBA and Banco Santander (Brasil)
S.A., as underwriters, on Brazilian road
operator Arteris S.A.’s debentures offering
worth R$ 300 million. Additionally, we advised
Banco BTG Pactual S.A., Banco Itaú BBA S.A.
and HSBC, as underwriters, on Intervias’
debentures offering worth R$ 600 million, and
on Centrovias’ debentures offering worth R$
400 million, both subsidiaries of Arteris.
CSN – we acted as deal counsel on Companhia
Siderúrgica Nacional’s debentures offering
worth R$ 100 million. BB-Banco de
Investimento S.A. was the underwriter.
PORTONAVE – we advised Banco Santander
(Brasil) S.A. and Banco BTG Pactual S.A., as
underwriters on Portonave’s debentures
offering worth R$ 300 million.
EAS – we acted as deal counsel on Estaleiro
Atlântico Sul’s debentures offering, worth
R$ 220 million. Banco Bradesco BBI S.A.
and Banco Santander (Brasil) S.A. were the
underwriters.
ENERGISA – we acted as deal counsel on
electricity distributor ENERSUL’s, a
subsidiary of Energisa, debentures offering
worth R$ 400 million. Banco Bradesco BBI
S.A. was the underwriter.
COPEL GeT – we acted as deal counsel on Copel
Geração e Transmissão S.A.’s promissory
notes and debentures offerings worth R$ 450
million and R$ 1 billion, respectively. BB-Banco
de Investimento S.A., Banco BTG Pactual S.A
and Caixa Econômica Federal were the
underwriters in both offerings.
CREMER – we advised Banco Bradesco BBI S.A.
and BB-Banco de Investimento S.A., as
underwriters, on health care products
manufacturer Cremer’s debentures offering
worth R$ 200 million.
ODEBRECHT OFFSHORE – we acted as deal
counsel on Odebrecht Offshore Drilling
Finance Ltd.’s bonds offering worth US$ 580
million. Santander Investment Securities,
HSBC Securities, BNP Paribas Securities,
Banco Bradesco BBI S.A., Banco Itaú BBA S.A.,
Morgan Stanley, Credit Agricole Securities and
Mitsubishi UFJ Securities were the
underwriters. Additionally, we have acted as
deal counsel on Odebrecht Offshore Drilling
Finance Ltd.’ bonds offering worth US$ 1.7
billion. HSBC Securities, Banco Itaú BBA S.A.,
Morgan Stanley, BB Securities, BNP Paribas
Securities and Santander Investment
Securities were the underwriters.
Capital Markets
Experience
CROMOSSOMO – we acted as deal counsel on
Cromossomo Participações III S.A.’s (one of
DASA´s controlling shareholders) debentures
offering worth R$ 1.1 billion. Banco Santander
(Brasil) S.A. was the underwriter.
LAJEADO – we advised Banco Bradesco BBI
S.A. and BB-Banco de Investimento S.A., as
underwriters, on Lajeado Energia’s (a
subsidiary of EDP Energias do Brasil S.A.)
debentures offering worth R$ 450 million.
COMPANHIA DE PROJETOS AMBIENTAIS we acted as deal counsel on Companhia de
Projetos Ambientais’ debentures offering
worth R$ 500 million. Banco Itaú BBA S.A.
was the underwriter.
UNIMED – we advised BB-Banco de
Investimento S.A. and Banco Santander
(Brasil) S.A., as underwriters, on health
insurance provider Unimed Rio’s debentures
offering worth R$ 100 million.
TEGMA – we acted as deal counsel on logistics
company TEGMA’s debentures offering worth
R$ 200 million. Banco BTG Pactual S.A. and
Banco Itaú BBA S.A. were the underwriters.
WTORRE – we advised real estate developer
WTorre on its debentures offering worth
R$ 800 million. Banco Itaú BBA S.A., Banco
BTG Pactual S.A., Banco Bradesco BBI S.A.,
Banco ABC Brasil S.A., PINE Investimentos
Distribuidora de Títulos e Valores Mobiliários
Ltda. and HSBC Corretora de Títulos e Valores
Mobiliários S.A. were the underwriters.
MRS – we advised Banco Santander (Brasil)
S.A. and BB-Banco de Investimento S.A., as
underwriters, on railroad operator MRS
Logística S.A.’s debentures offering worth
R$ 550 million.
Capital Markets
Coordinating Partners
Henrique Bonjardim Filizzola
[email protected]
+55 11 3755-5402
Languages:
Portuguese and English
Practice:
Capital Markets
Banking and Finance
Securitization
Mergers and Acquisitions
Education:
Bachelor of Laws Degree (LL.B.) from
Pontifícia Universidade Católica de São
Paulo (PUC-SP) – 1997. Masters in Laws
Degree (latu sensu) in Contractual Law from
Pontifícia Universidade Católica de São
Paulo (PUC-SP) – 2001. Masters in Laws
Degree (LL.M.) from Durham University Law
School (England) – 2005. Member of the
Brazilian Bar Association.
Experience:
Henrique has been working for over 15 years
in capital markets, structured finance and
corporate transactions, securitization and
mergers and acquisitions, including several
cross border transactions.
Henrique was an international associate at
Mayer Brown LLP in Chicago, and currently
is a member of the BM&F BOVESPA Fixed
Income Capital Markets Committee.
Recognitions:
Henrique is recognized by Chambers and
Partners as one of the main active lawyers in
Brazil in the Capital Markets areas, having
been referred to by their clients that he is a
"pragmatic problem solver who gets things
done." (Chambers Global 2015 and Chambers
Latin America 2015).
He is also listed as a standout practitioner in
Capital Markets area in Who's Who Legal
Brazil 2014, having been referred to as
"focused and highly experienced capital
markets practitioner. He is known to combine
technical ability and commercial awareness to
great effect".
Henrique is also listed as one of the most
admired attorneys in Brazil by the publication
“Análise Advocacia 500”.
The Legal 500 also recommends Henrique,
having been referred to as “a safe pair of
hands… with strong technical knowledge and
deep experience” (The Legal 500 2014).
Henrique is in the "LACCA Approved" list of
recommended lawyers for 2015, voted by
in-house counsel in Latin America, as one of
the best Capital Markets lawyers to work with.
Marcos Canecchio
Ribeiro
[email protected] +55 11 3755-5464
Languages:
Portuguese, English and French
Practice:
Capital Markets
Banking and Finance
Securitization
Mergers and Acquisitions
Education:
Bachelor of Laws Degree (LL.B) from
Faculdade de Direito da Universidade de
São Paulo (USP) – 2000. Masters in Laws
Degree from Faculdade de Direito da
Universidade de São Paulo (USP) - 2004.
Masters in Laws Degree (LL.M.) from
University of Chicago Law School – 2004.
Member of the Brazilian Bar Association.
Experience:
Marcos has been working for over 15 years
in capital markets (in and public offerings
of debt and equity securities and quotas of
investment funds), structured finance
transactions, securitizations as well as in
several mergers and acquisitions in both
local and international markets.
Marcos was an international associate at
Becker, Glynn, Muffly, Chassin & Hosinski
LLP in New York.
Recognitions:
Marcos 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.
The Legal 500 also recommends Marcos in
Banking and Finance.
Frederico Moura
[email protected]
+55 21 3974-1267
Languages:
Portuguese, English and Spanish
Practice:
Banking and Finance
Capital Markets
Project Finance
Mergers and Acquisitions
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.
Capital Markets
www.stoccheforbes.com.br