Brazil | White & Case LLP International Law Firm, Global Law Practice
Brazil
Brazil

Brazil

About

Our knowledge of and long experience working in the business environment in Brazil drives our leading position in Brazil's innovative financial transactions and capital markets offerings. Established in more than 20 years ago, our São Paulo office offers clients the benefit of our substantial experience working on the New York and international law aspects of some of the largest and most complex and high-profile debt and equity capital markets offerings, corporate, structured and project financings, and acquisition and joint venture transactions in Brazil and abroad.

Clients turn to us for our experience and longstanding relationships with Brazilian companies and financial institutions to provide international counsel across a gamut of industries and jurisdictions. We have long-term, close working relationships with Brazil's leading law firms, which allow us to coordinate all Brazilian law matters with well-qualified local counsel. Clients from the US, Europe, Asia, the Middle East and Africa rely on our assistance with their cross-border investments into Brazil and across Latin America, and we also advise Brazilian companies in connection with their outbound international acquisitions and investments.

Our São Paulo team is supported by lawyers in our New York, Miami, Washington, DC and London offices who are devoted to working on matters involving Brazil and by a cadre of lawyers in other offices in Europe, Asia, Africa and the Middle East. These lawyers work on behalf of Brazilian clients worldwide to orchestrate complex multi-party deals, to resolve international disputes involving arbitration, litigation and alternative dispute resolution mechanisms and to help clients respond to allegations involving compliance issues.

 

AWARDS

Chambers Latin America
Band 1: Capital Markets: International: Brazil, 2011 to 2018
Band 1: Banking & Finance: International: Brazil, 2009 to 2018
"We have a strong relationship with the firm as their lawyers are strong and the quality of their work is amazing. They have good understanding of our company and of Brazilian culture."
"They are very efficient and their performance was great. We were particularly impressed by the team's understanding of the local market."

Data from Thomson Reuters: International Law Firms: Brazil
#1 Legal Advisor: Number of Transactions: Syndicated Loans, 2011 to 2017
#1 Legal Advisor: Total Proceeds Amount: Syndicated Loans, 2011 to 2017
#1 Legal Advisor: Number of Issuances: Equity, 2010 to 2016
#1 Legal Advisor: Number of Issuer Representations: Equity, 2012 to 2017
#1 Legal Advisor: Number of Issuances: Debt, 2010 to H2017
#1 Legal Advisor: Number of Issuances: High-Yield, 2010 to 2017

LatinFinance
Deal of the Year: Corporate High-Yield Bond (Klabin’s US$500 million green bond), 2017
Deal of the Year: Equity Follow-On (Energisa US$750 million equity offering), 2016
Deal of the Year: Corporate High-Yield Bond (Minerva US$1.0 billion bond), 2016
Deal of the Year: Best Restructuring (USJ Açúcar e Alcool S.A. US$246 million liability management and new issue), 2016
Best Law Firm: Infrastructure: Latin America, 2013 and 2015

Latin Lawyer
Deal of the Year:  Latin America Equity Issue (Loma Negra's US$1.1bn IPO), 2017
Deal of the Year: Restructuring: Latin America (OAS restructuring Brazil), 2015

Experience

CELSE - Centrais Elétricas de Sergipe S.A. financing, 2018
We represented Goldman, IDB Invest and IFC in connection with the structuring of the financing for the design, construction, and operation of a 1,516 MW thermoelectric power plant and related LNG receiving and gas transportation infrastructure in the State of Sergipe, Brazil.  Goldman served as global coordinator, sole book-running manager and sole initial purchaser in the offering by a Luxembourg special purpose vehicle of R$3.2 million 9.850% Senior Secured Notes due 2032, and as sole syndication agent, sole lead arranger, sole lead bookrunner and lender of a loan in the aggregate principal amount of R$168,500,000 to the Lux SPV.  The Lux SPV used the proceeds from the notes and the loan to purchase R$3.37 million of zero withholding tax Brazilian debentures, which were issued by CELSE - Centrais Elétricas de Sergipe S.A., which also received committed loans from IDB Invest and IFC.  In another first, Swiss Export Risk Insurance insured 95% of the payment obligations by CELSE under the Brazilian Debentures.

Loma Negra IPO, 2017
We represented Loma Negra, a leading cement company in Argentina, in its US$1.1 billion dual listing of American Depositary Shares on the New York Stock Exchange and ordinary shares on the Bolsas y Mercados Argentina (BYMA). This is the largest cement company IPO in history, the largest US IPO by a Latin American issuer in 2017 and the second-largest ever by an Argentine issuer.   Loma Negra is part of a larger Brazilian cement company, InterCement.

USJ, liability management, 2016
We represented U.S.J. – Açúcar e Álcool S.A., as issuer, in an exchange offer and consent solicitation of its outstanding 9.875% senior notes due 2019 for newly issued US$197 million 9.875%/12.00% senior secured PIK Toggle notes due 2021. This transaction was innovative in Brazil in that, concurrently with the exchange offer, USJ sought solicitation of approvals for a possible extrajudicial restructuring plan (included in the exchange offer memorandum). USJ achieved a near-90% participation and successfully completed the exchange offer.  As a result, USJ was able to avoid the need to pursue the extrajudicial restructuring plan.

China Three Gorges, acquisition and sale, 2017
We represented China Three Gorges Corp., a clean energy group focused on large-scale hydropower development and operation, in its US$1.2 billion acquisition of the Brazilian business of Duke Energy Brazil. The assets include eight hydroelectric plants on the border of São Paulo and Paraná states and two smaller hydropower plants in northern São Paulo, as well as, representation of China Three Gorges in connection with the simultaneous sale of one third of the equity interests in Duke Energy Brazil to China Latin America Industrial Cooperation Investment Fund.

Via Varejo, initial equity offering, 2014
We represented Via Varejo S.A., a leading retail household appliances, consumer electronics and furniture company in Brazil, and its selling shareholders, as issuers, in their R$2.8 billion (US$1.2B) initial equity offering in 2013.

OAS, cross-border restructuring, 2016
We represented OAS S.A., a Brazilian engineering and construction company, and its subsidiaries, in a heavily contested chapter 15 case and those New York law aspects of the legal restructuring in Brazil.

Notre Dame Intermedica IPO, 2018
We represented Morgan Stanley, J.P. Morgan, Banco Itaú BBA, Credit Suisse, UBS, Bradesco BBI and Citi, as placement agents, in the R$2.7 billion (US$764M) initial public offering by Notre Dame Intermedica Participacoes S.A., one of the leading healthcare services companies in Brazil.

Oi, restructuring plan approval, 2017
We represented Oi S.A., a Brazilian telecommunications company, in its restructuring of more than US$20 billion of debt, the largest-ever debt restructuring in Latin America.  The Firm acted as international counsel, advising Oi with respect to its New York and English law governed bond debt and export credit agreements and with respect to US and English law issues arising in Oi's various judicial insolvency cases, which spanned across Brazil, the United States, the United Kingdom, the Netherlands, Portugal and the Cayman Islands.

Votorantim, sale of Fibria to Suzano, 2018
We represented Votorantim Participacoes S.A., as selling shareholder, in the approximately US$11 billion sale of Fibria Celulose S.A. (NYSE: FBR), the world’s largest producer of market pulp, to Suzano Papel e Celulose S.A. (OTCMKTS: SUZBY), the largest paper and pulp company in Latin America.  Concurrently, we also represented BofA Merrill Lynch, as financial advisor to Fibria Celulose S.A., in the company's sale to Suzano.