Investment fund WP X Fundo de Investimento em Participações and export-import company Sertrading have invested in Banco Indusval Multistock (BIM) to create Indusval & Partners.
Banco Indusval specialises in loans to the middle market.
Pinheiro Neto Advogados and Clifford Chance LLP advised BIM for the deal that closed on 1 April. Pinheiro Neto also advised WP, while Sertrading retained Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados.
In a parallel transaction that closed a week later Sertrading acquired JP Morgan Chase Vastera Brazil and JP Morgan Chase Vastera Argentina, which were advised by Pinheiro Guimarães - Advogados, Davis Polk & Wardwell and Estudio Zang Bergel & Viñes. For that transaction Sertrading retained Bruchou, Fernández Madero & Lombardi but will retain Zang Bergel as local counsel going forward.
Indusval also purchased a 17.6 per cent stake in Sertrading as well as its agriculture securities business and its subsidiary Serglobal Comércio Cereais. It also received a US$25 million loan from JP Morgan in exchange for a 2.5 per cent share option. Machado, Meyer, Sendacz e Opice Advogados helped the bank in structuring the loan.
WP′s investment amounts to US$89 million, while Sertrading′s is US$19 million. Meanwhile, BIM′s controlling shareholders invested an additional US$13 million into the new company and paid US$10 million for the Sertrading securities subsidiary.
As Pinheiro Neto advised two separate parties in the deal a Chinese wall had to be set up to avoid a conflict of interest.
"If we agree to represent both parties, different teams must be formed and all e-mails and files relating to each of the clients are made accessible only to the lawyers that are authorised to work on that case," says Pinheiro Neto partner Miguel Tornovsky, who advised WP. "In practice, our experience with these ′Chinese Walls′ has been positive, because each of the teams effectively works in an independent and professional manner, defending the interests of its respective client, but the trust and cooperation between the teams help the clients achieve their goals in a faster and more reliable way."
Counsel to Banco Indusval Multistock
Brazil
Pinheiro Neto Advogados
Partner José Luiz Homem de Mello and associates João Marcelo Pacheco and Alexandre Betzios
International
Clifford Chance LLP
Partner Isabel Carvalho and associate Rafael Gaspar
Counsel to Sertrading
Brazil
Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados
Partner José Eduardo Carneiro Queiroz and associates Flávia Coelho Warde, Nádia Linardi Luchiari and Camilla Ribeiro Martes
Argentina
Bruchou, Fernández Madero & Lombardi
Partner Siro Astolfi and associates Aixa Sureda and Juan Bautista Zambón
Counsel to WP X Fundo de Investimento em Participações
Pinheiro Neto Advogados
Partners Henry Sztutman and Miguel Tornovsky and associates Cauê Myanaki and Linda Liau
Counsel to JP Morgan Chase, JP Morgan Chase Vastera do Brasil Serviços de Comércio Exterior and JP Morgan Chase Vastera Argentina
In-house counsel - Márcio Bonfiglioli and Pedro Rocha in Brazil and Robert Egan in the US
Brazil
Machado, Meyer, Sendacz e Opice Advogados
Partners Nei Zelmanovits and associates Renato Gomes Ribeiro Maggio and Marcos de Moraes Leme Jarne
Pinheiro Guimarães - Advogados
Partner Francisco José Pinheiro Guimarães and Rodrigo Marcílio
Argentina
Estudio Zang Bergel & Viñes
Partner Pablo Vergara del Carril, consultants Silvana Wasersztrom, Carlos Castrillo and Alejandro Mao, and associate Maria Laura Barbosa
International
Davis Polk & Wardwell
Counsel Norberto Quintana and Richard Harrisson
(Latin Lawyer 18.04.2011)
(Notícia na Íntegra)
