Asociado
Thiago Coimbra
FUSIONES Y ADQUISICIONES, CORPORATIVO Y VALORES
Visión general
Publicly and privately held entities turn to Thiago Coimbra for advice on complex M&As, private equity, and joint ventures. His practice also includes financing, commercial contracts and legal advice on numerous corporate matters.
Experiencia
- Advises publicly-held companies in several corporate and regulatory (CVM) consultations, including assistance with general shareholders´ meetings, responses to CVM/B3 official letters, draft and review of reference form (Formulário de Referência), material facts and other periodic and eventual documents;
- Represented Farmácia e Drogaria Nissei S.A., publicly-held company with its activities in the drugstore retail sector, in the indirect acquisition of the totality of Merco Soluções em Soluções em Saúde S.A.'s capital stock;
- Represented Hub Prepaid Participações S.A. and its controlling shareholders in the sale of 100% of its capital stock to a subsidiary of Magazine Luiza S.A. for the amount of R$290 million;
- Represented the partners of Control iD in the sale of 100% of its share capital to Papaiz-Udinese, a company owned by the Swedish multinational company ASSA ABLOY;
- Represented Primav Construções, a vehicle of the CR Almeida Group, in the execution of a complex Dissociation Agreement with Igli S.p.A. (a vehicle of the Gavio Group, an Italian group that invests in infrastructure and toll road concessions), which involved, among other matters, a: (i) corporate reorganization, through which Primav Infraestrutura (the vehicle through which Primav Construções and Igli co-control Ecorodovias) was capitalized and, thereafter, spun-off in order to Igli leave its capital stock; and (ii) capitalization of Ecorodovias (through a 476 Offer or private capital increase), in an amount of R$1.7 billion, that resulted in the consolidation of Igli's control of Ecorodovias;
- Represented Movida Participações S.A. — a leading Brazilian car rental company — on a prospective license agreement with Avis Budget LLC;
- Represented Locaweb Serviços de Internet S.A. in its IPO, in an offer that moved more than R$1 billion;
- Represented Sforza Group (controlled by Mr. Carlos Roberto Wizard Martins) in an transaction involving the incorporation of the Pizza Hut and KFC businesses, whose exploration rights are held by the Sforza Group in Brazil, by International Meal Company S.A., a publicly-held company operating in the food sector through several brands, including Frango Assado and Viena;
- Represented Social Bank S.A. in the execution of a transaction that will involve the acquisition of the totality of the capital stock of Banco Capital S.A., the only bank based in the State of Bahia. The transaction is subject to regulatory approval by BACEN;
- Represented Mr. Carlos Roberto Wizard Martins in the acquisition of the totality of the capital stock of Alpargatas S.A.I.C., an Argentinean company owned by Alpargatas S.A. and holder of the business related to the "Topper" brand in Argentina and worldwide;
- Represent Locaweb Serviços de Internet S.A. in the acquisition of the totality of the capital stock of Kinghost Hospedagem de Sites Ltda. and its affiliates, whose business involves hosting services through an online platform;
- Represented the co-controlling shareholder of a publicly-held company, operating in the sector of roadway concessions, in a corporate and assets reorganization with the approximate value of R$ 2.5 billion;
- Represented Locaweb Serviços de Internet S.A. in the acquisition of the totality of the capital stock of ITCAPITAL Serviços de Tecnologia S.A., whose business involves the development of a white label technological platform in connection with bar and restaurant deliveries, called "Direct Delivery" and a platform for third party evaluations of establishments, named "Kekanto";
- Represented several ex-officers and directors of a publicly-held company within their manifestation in an administrative proceeding before the Securities and Exchange Commission (CVM), due to alleged non-fulfilment of its fiduciary duties in relation to an investment made by a controlled company;
- Represented a minority shareholder of Afya Educacional regarding Afya's IPO process on NASDAQ;
- Represented Synergy Group, the controlling shareholder of OceanAir Linhas Aéreas S.A (Avianca Brazil), in a cross-border transaction involving a US$456 million loan granted by United Airlines, Inc., to a subsidiary of Synergy for debt restructuring. The negotiation of the transaction, which involved four offices of Mayer Brown (New York, Chicago, Washington DC and Sao Paulo) and attorneys in Panama and Colombia, lasted for over two years and included several guarantees (including the pledge of Avianca Holdings' shares, a Panamanian company with shares listed in the stock exchanges of New York and Colombia), corporate reorganizations and several ancillary contracts to ensure the repayment of the loan;
- Represented Sforza Group and Carlos Wizard in a cross-border transaction involving the acquisition of 21.8% of the capital stock of Alpargatas S.A.I.C., an Argentinian company controlled by Alpargatas S.A. and owner of the "Topper" brand in Argentina and several other countries. The transaction also included a put and a call option in relation to the entire capital stock of Alpargatas S.A.I.C. and a corporate reorganization to segregate assets and liabilities not related to Topper;
- Represented the controlling shareholders of Instituto de Ensino Superior do Piauí Ltda. (Uninovafapi), a university located in the State of Piauí with more than 7 thousand students and annual revenue of R$110 million, in a transaction that comprised the sale of 80% of the capital stock of Uninovafapi to Crescera Investimentos (Bozano Investimentos);
- Represented Publicis Groupe S.A. in the acquisition, through PBC Comunicação Ltda., of the totality of the capital stock of One Digital Propaganda e Publicidade Ltda., a data-driven agency focused on business performance and creativity based in São Paulo, in a transaction that also contemplated an earnout structure;
- Represented an investment fund with more than R$3 billion of assets under management in the attempt to enter into a joint venture with other investors to acquire the operations of Starbucks in Brazil;
- Represented CCR Group in several corporate and regulatory (Securities and Exchange Commission of Brazil - CVM) matters, including the drafting of corporate documents and consultations with CVM;
- Represented Companhia Paranaense de Energia - COPEL in numerous corporate and regulatory (Securities and Exchange Commission of Brazil - CVM) matters, including the drafting of memoranda, corporate documents and responses to CVM’s official letters;
- Represented OceanAir Linhas Aéreas S.A. (Avianca Brasil) in a short-term loan granted by United Airlines, Inc., in the total amount of US$25 million;
- Represented Laureate in a domestic financing of R$360 million granted by Banco do Brasil for the purpose of repayment of debts with the former owners of FMU (Faculdades Metropolitanas Unidas). The transaction comprised the draft and negotiation of the loan (CCB) and guarantees (Credit Rights Fiduciary Assignment and Mortgage), among other ancillary documents;
- Represented a US company that provides services of aerial imagery for agriculture in the drafting of contracts for the importation of imagery equipment, distribution and services of aircraft pilots, in the commencement of its activities in Brazil;
- Represented Laureate and its subsidiary Sociedade de Desenvolvimento Cultural do Amazonas Ltda. (Uninorte) in the anticipation of receivables from leased properties owned by Waldery Areosa Ferreira, WDL Investimento e Administradora de Imóveis Ltda. and Sistema Amazonense de Turismo Ltda.;
- Represented renewable energy companies Vital Renewable Energy Company, LLC. and Bom Sucesso Agroindústria Ltda. in receiving an investment by a stakeholder in the agribusiness sector, by means of a contribution of capital and assets in exchange for equity interest in the capital stock of the invested company, which resulted in a R$127 million investment and the formation of a joint venture in a total valuation of R$254 million;
- Represented Espaço Laser, leading company in the Brazilian laser hair removal market, and its controlling shareholders, in a transaction that comprised investments made by the international investment fund Catterton Latin America Management Co., L.L.C.;
- Represented one of the controlling shareholders of Empresa Brasileira de Comercialização de Ingressos S.A. (Ingresso Rápido), one of the leading companies in the sector of ticket distribution in Brazil, in the sale of its stake in the company.
Educación
- Insper - Instituto de Ensino e Pesquisa, LLM, Corporate Law, expected December 2020
- Pontifical Catholic University PUC/SP, Bachelor of Law (JD equivalent)
Admisiones
- Brazil
Idiomas
- Portuguese
- English
- Spanish
Participación Profesional y Comunitaria
- Effective Member of the Corporate Law and Capital Markets Commission of the Brazilian Institute of Business Law - IBRADEMP