Experience

• Clean Tech | Renewable Energy

• Mergers And Acquisitions

  • Southern Cross Group in its sale of Esmax, a fuels and lubricants retailer, to Aramco, an integrated energy and chemicals company.
  • Ontario Teachers’ Pension Plan and Alberta Investment Management Corporation in the $1.5 billion sale of a 99.09% interest in Enel Transmisión Chile by their affiliate, Grupo Saesa.
  • H.I.G. Capital, a leading global alternative investment firm with over $45 billion of equity capital under management, in its acquisition of a majority stake in Grupo Ransa, a leading third party logistics operator in the Andean Region and Central America.
  • Naviera Ultranav in the combination of Ultragas ApS’s fleet business with Navigator Holdings. The combined entity will have an aggregate net asset value of approximately $1.3 billion.
  • Brookfield Business Partners and its institutional partners in their acquisition of Ouro Verde, a leading Brazilian fleet management company.
  • Chubb in its long-term distribution agreement with Banco de Chile, the largest bank based in Chile.
  • Carlyle in its strategic minority investment in Grupo Madero, the largest casual dining and fast-casual restaurant chain in Brazil.
  • An affiliate of Globo in the merger of Zap, a subsidiary of Globo, with Viva Real, forming one of the leading digital real estate portal companies in Brazil.
  • Ambev S.A. in the acquisition of a 30% interest in Cervecería Nacional Dominicana (CND), the leading beer company in the Caribbean, and the restructuring of its joint venture with E. León Jimenes, in a transaction valued at $926.5 million.
  • Brookfield Business Partners and Brookfield Asset Management in their proposed acquisition for $768 million of a 70% controlling stake in the business of Odebrecht Ambiental, Brazil’s largest private water distribution, collection and treatment company.
  • Prudential Financial in the acquisition by its subsidiary, Prudential do Brasil Seguros de Vida of the group life insurance operations of Itaú Unibanco in Brazil.
  • GP Investments in a joint venture with a subsidiary of the Abu Dhabi Investment Authority (ADIA) to finance the acquisition, through a tender offer in Brazil, of a controlling stake in BR Properties, a Brazilian real estate company.
  • Assurant in its investment in Iké Asistencia, a services assistance business with operations in Mexico and other countries in Latin America.
  • AXA in its acquisition of 51% of Mercantil Colpatria’s insurance operations in Colombia for COP 672 billion.
  • Investors in settling on favorable terms a dispute arising out of a subscription agreement with a leading Chilean financial services company.
  • PVDC, a subsidiary of Barrick and Goldcorp, in a renegotiation of the terms of the Pueblo Viejo Special Lease Agreement with an NPV of $1.5 billion.
  • Mitsui in its investment in VLI, a cargo logistics company.
  • Capital International and Acon Investments in their acquisition of Vetra Energia, S.L., an oil and gas exploration and development company operating primarily in Colombia.
  • Eutelsat in its $1.14 billion acquisition of Satélites Mexicanos.
  • A significant Japanese investor in its purchase of an interest in one of Brazil’s largest hydroelectric projects.
  • The Principal Financial Group in its acquisition of AFP Cuprum S.A., a pension manager in Chile.
  • New York Life Insurance Company in the sale of its Mexico surety subsidiary, Fianzas Monterrey, to ACE Group, for about $285 million.
  • Mitsui in its joint venture with Codelco to acquire 29.5% of Anglo American Sur.
  • Ambev S.A. in its $1.24 billion acquisition of indirect control of Cerveceria Nacional Dominicana (CND) and its strategic alliance with E. León Jimenes to create the leading brewer in the Caribbean.
  • Pan-American Life Insurance in its acquisition of select businesses and assets from MetLife in the Caribbean, Panama and Costa Rica.
  • Companhia Brasileira de Metalurgia e Mineração (CBMM) in the sale of a stake in CBMM to a consortium of five Chinese companies for $1.95 billion, and on a separate sale, to a consortium of Japanese and Korean companies, for the same value.
  • Capital Group in a significant minority investment in Constellation Overseas, the oil services subsidiary of the Queiroz Galvão Group.
  • Capital Group, PineBridge and the International Finance Corporation in the $442 million indirect sale of their 39% stake in Jumbo Retail Argentina to Cencosud.
  • Globo Comunicação e Participações in its $608.4 million sale of a strategic equity stake in SKY Brasil to DIRECTV.
  • G5 Holding in its sale of a 50% interest to Evercore.
  • BM&F Bovespa in its $620 million investment in and joint venture with CME Group to form Global Preferred Strategic Partners.
  • Carlyle in its acquisition of a majority interest in CVC Brasil Operadora e Agência de Viagens S.A., the largest tour operator in Latin America.
  • Ambev S.A. in its combination of business activities in Venezuela with Cerveceria Regional S.A.
  • Labatt Brewing Company, a subsidiary of Ambev S.A., in its sale to KPS Capital Partners.
  • Unibanco in its business combination with Itaú to form Itaú Unibanco Banco Múltiplo, now the largest banking group in Latin America.
  • Prudential Financial in its strategic partnership with GAP Asset Management of Brazil.
  • Unibanco in its formation of a $1.3 billion joint venture with American International Group (AIG) and subsequent purchase of AIG's joint venture interest.
  • Rank Group in its $2.7 billion purchase of Alcoa’s packaging and consumer businesses.
  • PCP Latin America Power Fund, a fund controlled by the former partners of Banco Pactual, in its acquisition of Equatorial Energia S.A. and Cia. Energética do Maranhão S.A.
  • Gávea and DLJ South American Partners in the $700 million acquisition of almost 1,600 restaurants in Latin America and the Caribbean from McDonald’s.
  • Mitsui in its back-to-back acquisition of Earth Tech Mexican Holdings, the Mexican water and wastewater services business of Tyco International, from AECOM Technology Corporation.
  • AXA Group in its $1.5 billion acquisition of ING Seguros, the Mexican insurance subsidiary of ING Groep.
  • Verizon Communications in the $572 million sale of its 28.5% stake held in Compañía Anónima Nacional Teléfonos de Venezuela.
  • Mitsui in its $250 million acquisition of Gas Participacoes Ltda. (Gaspart), a company that owns interests in seven local gas distribution companies in Brazil, from Global Petroleum & Gas Industry.
  • Rio Minas Energia Participações in its $320 million acquisition of an approximately 80% interest in Light S.A., the Brazilian electric utility, from Électricité de France.
  • Capital Group in its acquisition of a significant minority interest in Inversiones Jumbo S.A., the largest grocery store chain in Argentina.
  • Mitsui in its $900 million sale of the Brazilian mining company Caemi Mineração e Metalurgia to Vale and the related $830 million purchase by Mitsui of a significant interest in Valepar, the controlling shareholder of Vale.

• Fund Formation

  • Carlyle in the formation of Carlyle Peru Fund, a $308 million Peru buyout/venture fund.
  • Carlyle in its formation of a $1 billion fund for investments in Brazil and South America.
  • Vinci Capital in the formation of Vinci Capital Partners II, a $1.4 billion Brazil fund.
  • Carlyle in the formation of Fundo Brasil de Internacionalização de Empresas Fundo de Investimento em Participações, a R$360 million Brazil fund.

• Capital Markets

  • Globo in a 144A/Reg S offering of $300 million 4.875% senior notes due 2022 and 144A/Reg S offering of $200 million of senior secured exchangeable notes of Pontis II Ltd. mandatorily exchangeable for $200 million 5.307%/7.25% step-up senior notes due 2022 of Globo.
  • Itaú Unibanco in its $500 million offering of 6.20% subordinated notes due 2021.
  • Capital Group as selling shareholder in the BRL $926 million ($586 million) initial public offering on the BM&F Bovespa of Magazine Luiza, a leading Brazilian appliance retailer.
  • Capital Group, as a member of a consortium, in the consortium's $700 million acquisition of 1,600 restaurants in Latin America and the Caribbean from McDonalds.
  • Itaú Unibanco Holding in its $1 billion offering of 5.75% subordinated notes to qualify as Tier 2 regulatory capital.
  • Itaú Unibanco Holding in its $1 billion offering of 6.20% subordinated notes to qualify as Tier 2 regulatory capital.
  • Itaú Unibanco Holding in its establishment of a $10 billion medium term note program and ongoing U.S. regulatory matters.
  • Net Serviços de Comunicação S.A. in connection with the tender offer by Empresa Brasileira de Telecomunicações S.A. (Embratel) for the publicly held preferred shares of Net Serviços.
  • Megacable Holdings its $6.83 billion pesos ($641 million) initial public offering in Mexico of ordinary participation certificates and a simultaneous international offering pursuant to Rule 144A and Regulation S.
  • Globo in its $200 million offering of 7.25% senior notes due 2022.
  • Globo in its $325 million offering of 9.375% guaranteed perpetual notes.
  • Net Serviços de Comunicação S.A. in its $150 million offering of 9.25% guaranteed perpetual notes.

• Project Finance

  • Mitsui in its joint venture with The Dow Chemical Company to produce biopolymers made from renewable, sugarcane-derived ethanol in Brazil.
  • Companhia Energética do Maranhão (CEMAR) in an $80 million equivalent reais-linked loan from the IFC to support the rehabilitation, modernization, and expansion of its electricity distribution system in Maranhão, Brazil.
  • MBIA in the 144A bond issuance by Mexico’s Comisión Federal de Electricidad, the proceeds of which were used to finance completion payments in the “El Cajon” hydroelectric project.
  • Equity investors in the $900 million financing of the modernization of Petrobras’ Henrique Lage Refinery (REVAP) in São José dos Campos, Brazil.
  • Mitsui and a consortium of other international investors in the financing of the $1 billion Malhas natural gas pipeline network in Brazil.

• Finance

  • American Airlines in its $1.9 billion term loan and $1 billion revolving credit facility secured by route authorities, slots and foreign gate leaseholds utilized by American Airlines in providing air carrier services between the United States and South American Countries, including Argentina, Bolivia, Brazil, Chile, Colombia, Ecuador, Paraguay, Peru, Uruguay and Venezuela.
  • ING Barings as administrative agent for a syndicate of banks in a $100 million credit facility for Grupo Posadas the largest hotel operator in Latin America.
  • MBIA as guarantor of $253 million securitization of UDI-denominated residential mortgage loans originated by Hipotecaria Su Casita which was the first ever cross-border dollar-denominated mortgage-backed securitization out of Mexico.

• Arbitration and Litigation

  • Occidental Petroleum Company and Occidental Exploration and Production Company (“Occidental”) in an ICSID arbitration, winning one of the largest ever BIT awards, $1.1 billion ($1.4 billion including interest). The filing of the claim was made two days after Ecuador terminated all of Occidental’s exploration and production rights and seized all of its assets in the country. Ecuador and Occidental have arranged for payment of this award.
  • A Brazilian apparel company against a European manufacturer in a dispute arising out of the termination of a trademark agreement and a know-how agreement.
  • A Brazilian battery manufacturing company in a successful ICC arbitration involving $25 million in damages over a contract purchase price dispute.
  • A Brazilian manufacturer in a dispute arising out of the termination of trademark and know-how agreements.
  • Brazilian shareholders in a Brazilian electricity distribution company in a series of disputes with a U.S. shareholder under different shareholders’ agreements.
  • A Brazilian company in a dispute arising from option rights under a shareholders’ agreement.
  • A Brazilian paper pulp producer against European paper company in an ICC arbitration resulting in a favorable settlement.
  • A Japanese shareholder in a Brazilian mining company in a dispute arising from a shareholders’ agreement.

• Anti-Corruption and Anti-Bribery

  • Rolls-Royce in an internal investigation and coordinated resolutions with UK, U.S. and Brazil investigating authorities relating to bribery and corruption involving intermediaries in a number of overseas markets.
  • Rolls-Royce in its leniency agreement with Brazil’s Office of the Comptroller General.
  • Ferrostaal AG, a global provider of industrial services in plant construction and engineering, in an extensive internal investigation relating to allegations of corruption and other wrongdoing in Latin America and other jurisdictions.
  • Siemens’ Audit Committee in a worldwide investigation into possible corrupt payments to government officials leading to an early settlement with the U.S. and German authorities.
  • A global energy-focused private equity and infrastructure investment firm in anti-corruption and trade compliance due diligence matters for various transactions, including purchase of a controlling stake in a partnership to build a long-haul pipeline from the U.S.-Mexican border into Central Mexico and an investment in two wind farms in Mexico.
  • A Spanish-language media company in conducting an anti-corruption risk assessment, including with respect to Latin America, and updating relevant policies and procedures.
  • A leading multinational candy and confections manufacturer in an FCPA risk assessment of its operations in Brazil.