John Vetterli

Partner, New York, São Paulo

Biography

John Vetterli is widely recognized for his considerable expertise in the capital markets arena, with one client saying: “The “excellent” John Vetterli comes highly recommended for his ability to navigate complex capital markets transactions. He is adept at handling equity and debt offerings on behalf of both issuers and underwriters.”
Chambers USA, 2021

Overview

John is the Global Head of the Capital Markets Practice. He represents issuers, underwriters and other market participants in the full range of debt and equity capital markets transactions, including public offerings, 144A and Regulation S offerings, private placements and liability management. He also counsels foreign and domestic issuers on corporate advisory and compliance issues, including those related to SEC regulations, Sarbanes-Oxley legislation and disclosure obligations.

John is also active in structured finance and private equity transactions. He was resident in our São Paulo office from 2010-2013 and is fluent in Portuguese, Spanish and English.

John is ranked as a Leading Lawyer by The Legal 500 Latin America: International Firms, Capital Markets.

Bars and Courts
New York State Bar
Education
JD
University of Southern California
Gould School of Law
BA
Brigham Young University
Languages
Portuguese
Spanish

Experience

Rutas 2 and 7 project
Representation of Sacyr Concesiones S.L. and Ocho A S.A., as sponsors, Rutas del Este S.A., as borrower, and Rutas 2 and 7 Finance Limited, as issuer, in the US$458 million zero coupon Rule 144A/Regulation S bond arranged by Goldman Sachs & Co. LLC, acting as sole global coordinator and a US$200 million working capital and long-term project finance facilities provided by the Inter-American Development Bank, in each case for the design, construction, operation and maintenance of the 2 and 7 Road Project in Paraguay. This was the largest private investment in the history of Paraguay to date and Paraguay's first public-private partnership (PPP).

StoneCo US$790 million public offering
Representation of Goldman Sachs, JPMorgan Securities, Morgan Stanley and Citigroup Global Markets, the joint lead global co-ordinators (the underwriters) on the US$790 million public offering of 19.5 million Class A common shares by certain selling shareholders of Nasdaq-listed Brazilian fintech company StoneCo. The selling shareholders who participated in the offering comprised both individuals and entities from six jurisdictions. The Class A common shares are listed on the NASDAQ Global Select Market.

Alicorp US$500 million notes offering
Representation of Citigroup Global Markets, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Scotia Capital (USA) Inc., as the initial purchasers in connection with the offering by Alicorp S.A.A., a leading Latin American producer, distributor and marketer of branded consumer products organized under the laws of Peru, of S/1.640 billion aggregate principal amount of 6.875% Senior Notes due 2027. The notes offering was denominated in Peruvian soles in a principal amount of approximately US$498,162,267. The proceeds from the new notes offering were used to repay in full the company's outstanding indebtedness under its bridge loan agreement. John also represented the lenders in connection with the bridge loan financing, the proceeds of which were used to fund Alicorp's purchase of Intradevco, a leading producer and distributor of home and personal care products in the Andean Region organized under the laws of Peru.

Caixa Econômica Federal's US$1.9 Billion Secondary Global Offering of Petrobras Shares
Representation of Caixa Econômica Federal, UBS Securities LLC, Morgan Stanley & Co. LLC and BofA Securities, Inc., as global coordinators and joint bookrunners, and XP Securities, LLC, as joint bookrunner, in Caixa Econômica Federal's secondary global offering of its 3.24% stake in Petróleo Brasileiro S.A. - Petrobras. Petrobras is one of the world's largest integrated oil and gas companies, engaging in a broad range of oil and gas activities, and is controlled by the Brazilian federal government. Caixa Econômica Federal is a financial institution owned by the Brazilian federal government. The offering raised approximately US$1.9 billion in net proceeds for the selling shareholder.

US$1.1 billion Banorte notes offering
Representation of Banco Mercantil del Norte, Institucion de Banca Multiple, Grupo Financiero Banorte (acting through its Cayman Islands Branch) as issuer on the offering of US$600 million 6.750 per cent Perpetual 5-Year Callable Subordinated Non-Preferred Non-Cumulative Tier 1 Capital Notes and US$500 million 7.500 per cent Perpetual 10-Year Callable Subordinated Non-Preferred Non-Cumulative Tier 1 Capital Notes.

US$1.4 billion US IPO by Brazilian Fintech company
Representation of Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Citigroup Global Markets Inc. as joint lead global coordinators and representatives of the underwriters; Itau BBA USA Securities, Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Inc. and Banco BTG Pactual S.A.-Cayman Branch as bookrunners on the US$1.4 billion registered initial public offering on the NASDAQ of Class A common shares of StoneCo Ltd. The 71 selling shareholders who participated in the offering comprised both individuals and entities from eight jurisdictions. Stone, a Cayman Islands entity, is a leading provider of financial technology solutions that empower merchants and integrated partners to conduct electronic commerce seamlessly across in-store, online, and mobile channels in Brazil.

US$1.1 billion US IPO by Argentine Cement company
Representation of Loma Negra C.I.A. S.A., the leading cement company in Argentina, as issuer, and the selling shareholder, Loma Negra Holding GmbH, in the US$1.1 billion initial public offering of ordinary shares of Loma Negra and the listing of American Depositary Shares on the New York Stock Exchange. Loma Negra is part of the InterCement group, one of the largest cement producers globally.

US$1.8 billion bank and bond financings for subway system in Santiago, Chile
Representation of Empresa de Transporte de Pasajeros Metro S.A. (Metro), the state-owned owner and operator of the subway system in Santiago, Chile, in connection with US$1.8 billion in aggregate value of agency, bank and bond financings for the construction of new subway lines and improvements on existing lines, the most recent of which was completed in January 2017. The project represents the most significant infrastructure expansion effort in Chile since the inauguration of the Santiago subway. The initial financing was awarded "Best Transport Financing Deal of the Year" by LatinFinance.

US$2.8 billion merger and US IPO of the subsidiary of a multinational energy conglomerate
Representation of Avangrid, Inc. (formerly Iberdrola USA, Inc.) in connection with its SEC-registered IPO of common stock through the US$2.8 billion merger of UIL Holdings Corporation into Green Merger Sub, Inc., a wholly-owned subsidiary of Avangrid.

Awards and Recognition

BTI M&A Client Service All-Star 2021 for M&A, The BTI Consulting Group, Inc., 2021

Leading Individual, Capital Markets, The Legal 500 Latin America, 2021

Leading Lawyer, Capital Markets, Chambers Latin America, 2021

Foreign Expert for Latin America, Capital Markets: Debt & Equity in USA, Chambers Global 2020