Daniella Raigorodsky Monteiro

Transactional practice: Companies turn to Daniella for counsel on mergers and acquisitions (equity and asset deals), and the formation of joint ventures and strategic alliances, primarily in the industries of infrastructure, logistics and energy (generation, transmission, distribution), with particular emphasis on cross-border transactions. 

Corporate governance: Boards of directors and management enlist Daniella as their advisor on a variety of corporate governance and related matters, including compliance with corporate laws and stock exchange rules, as well as consideration of shareholder’s agreement and other stakeholder relationships. She provides advice both in ordinary course of business settings, as well as in exceptional circumstances (e.g. situations involving possible changes of control, activist shareholder initiatives and possible changes to board or management composition).

• Mitsui, UTC Engenharia, Sembcorp and Petrobras, as project counsel, in the negotiation of investment contracts and partnership for the financing and construction of utility plants in the petrochemical complex COMPERJ (2010-2011).
• The Italian infrastructure Group Atlantia and its Brazilian subsidiary Autostrade Concessões e Participações Brasil with contractual, regulatory and corporate issues related to the creation of a joint venture of US$3.3 billion called AB Concessões S.A. (nowadays one of the largest road operators in the Brazilian infrastructure sector) (2012-2013).
• The hospitality chain, Hyatt, in the acquisition of land which included financial negotiations together with the BNDES (R$300mm) and the construction contracts for the Grand Hyatt Rio de Janeiro (2012-2013).
• Rex (hospitality company of Group X) in the sale of Hotel Gloria in Rio de Janeiro (2014).
• Federal Mogul (large auto parts company) in the negotiation and closing of a deal with TRW Automotive for the acquisition of their motor valve division (2014-2015).
• Polynt Composites, world leader in the composites market, in the negotiation and acquisition of the polyester resin division of the Total Group (2015).
• A group of investors during the competitive process of acquisition of equity participation held by Primav (CR Almeida) in Ecorodovias (and indirectly in its 17 holding subsidiaries of road concessions and urban mobility) (2015-2016).
• A group of investors interested in the acquisition of equity participation owned by OAS in INVEPAR, in the context of the judicial recovery of OAS (2016).
• Total S.A. in a complex cross-border transaction involving the acquisition of several upstream, midstream, downstream and power assets from Petróleo Brasileiro S.A. – Petrobras, in the amount of approximately USD 2.2 billion, including the acquisition of two operational gas thermo power plants (2017).
• A power transmission company in the acquisition of seven operational power transmission concessionaires, whose controlling company was under a judicial restructuring process (2017-2018).
• Vinci Partners in the evaluation of certain energy distribution companies owned by the Brazilian state-run power company Centrais Elétricas Brasileiras S.A. - Eletrobras – sold via public auction held in August 2018, as part of the privatization process of Eletrobras, as well as in the formation of the investment vehicle and in the analysis of all bid documents and in the evaluation of the key M&A and regulatory aspects taken into account when drafting the bid offers for the targets (2018).
• ISA CTEEP (one of the top player in the Brazilian transmission sector) in the evaluation of 6 transmission lines owned by the Brazilian state-run power company Centrais Elétricas Brasileiras S.A. - Eletrobras –sold via public auction held in September 2018, as part of the privatization process, as well as in the analysis of all bid documents and in the evaluation of the key M&A and regulatory aspects to be considered when drafting the bid offers for such transmission lines (2018).
• A power transmission company in the private auction for the acquisition of an operational power transmission concessionaire (2018).
• BrasilAgro (publicly-held company) in the process of acquiring Agrifirma Brasil Holding (2019).
• Aena in the auctions related to privatization of the international airports of Porto Alegre, Florianópolis, Salvador e Fortaleza (2019).
• Locaweb during the initial share offering process, focusing on compliance in the corporate and corporate governance areas applicable to companies listed on Novo Mercardo (2019-2020).
• Austral Participações (an investment holding in the insurance and reinsurance sectors held by Vinci Partners, Banco IFC and Grupo Plural) in the process of a corporate reorganization and of the shareholders' renegotiation agreement (2020-2021).
• A power group in the evaluation of CEB Distribuição –sold via public auction held in December 2020, as part of the privatization process of Companhia Energética de Brasilia, as well as in the analysis of all bid documents and in the evaluation of the key M&A and regulatory aspects to be considered when drafting the bid offers for distribution company (2020).
• A group of sellers of Daviso, a company specializing in the manufacture of wipes and wet towels, in the sale process to CM Hospitalar, Viveo/DNA Capital. The acquisition of Daviso was part of the Viveo Group's M&A strategy, with the aim of also starting to sell its products to hospitals and laboratories (2020-2021).
• Alpargatas (ALPA4) on the purchase of Rothy’s, an American footwear, bags and accessories company valued at US$475 million (2021).
• Três Tentos Agroindustrial S.A. as issuer and its selling shareholders, within the scope of the public offering for primary and secondary distribution (initial public offering) of shares issued by Três Tentos Agroindustrial S.A., with restricted efforts, under the terms of CVM Instruction 476, and placement efforts abroad (Rule 144A/Reg S), in the amount of R$1.3 billion (2021).
• Elera (Brookfield Renováveis) in the evaluation and proposal presentation processes in private competitive processes for the acquisition of (i) greenfield solar energy projects and (ii) various renewable energy assets, including large hydroelectric plants (2020-2022).
• Primav Construções e Comércio S.A., a vehicle of the CR Almeida Group, in a complex dissociation transaction that involved: (i) in a first closing, a corporate reorganization of Ecorodovias Infraestrutura e Logística S.A., to transfer its co-controlling interest, which it was previously carried out through Primav Infraestrutura S/A and Igli S.p.A. (a vehicle of the Gavio Group, an Italian group that invests in infrastructure and road concessions); and (ii) in a second closing, a public offering for the distribution of shares with restricted efforts in the amount of R$1.7 billion through which Igli consolidated share control of Ecorodovias (2020-2022).
• Espaçolaser on its private capital increase, in the amount of R$225 million (2022).
• Energisa S.A. in the process of evaluation and acquisition by Energisa Transmissão de Energia S.A. of 100% of the shares of Gemini Energy S.A., held by Power Fundo de Investimento em Participações Infraestrutura and Perfin Apollo 14 Fundo de Investimento em Participações Infraestrutura, in the amount of R$1.2 billion (2022).
• Visão Hospitalar de Olhos, an ophthalmological institute that works in the prevention, diagnosis and treatment of the main diseases that affect vision, focusing on the pillars of excellence, technology and humanization of care, in its association with the Opty Group, invested by private equity Pátria Investimentos (2022).
• The seller of CAIF in the signing and closing of the contract for the sale of 100% of the share capital of CAIF to Caldic B.V., a premium global player in life science solutions and scientific materials for the food, pharmaceutical, personal care and food industry sectors. manipulation (2022).
• TIM throughout the legal analysis process for the purpose of defining the most appropriate structure for forming a partnership in the health area with Grupo Cartão de Todos (Todos Empreendimentos e Clínicas Amor Saúde). Advised TIM in negotiating and signing an operational agreement with Grupo Cartão de Todos (2023).
• Halifax on the global acquisition of Sodexo's Home Care division. Together with my partners in Brazil and abroad, we carried out due diligence in each of the 9 countries listed and we coordinate the preparation of all transaction documents (2023).
• BNP Paribas, as lead coordinator, on a new financing for Brazilian energy company Companhia de Transmissão de Energia Elétrica Paulista (CTEEP), structured via its 13th debentures issuance, in the amount of approximately US$ 102 million (2023).
• CVC Corp on debt renegotiation, follow-on, early redemption of debentures and capitalization of subscription bonuses, all implemented during 2023.

Pro bono work 

• The Nature Conservancy/TNC (the world's leading nature conservation organization): legal assistance regarding the evaluation of potential investments in targets or projects by TNC (Brazil). The scope of work mainly consisted on carrying out legal due diligence (i.e., corporate, tax, labor, social security, real estate, contracts, etc) and issuing the relevant DD reports on the targets and/or related projects. 
• Children’s Italian hospital: legal assistance in drafting and negotiating certain technical cooperation agreement between such Italian hospital and a children’s hospital located in Rio de Janeiro. 
• Global Food banking/GFN (a global not-for-profit organization dedicated to alleviating world hunger through food banking): legal assistance relating to the analysis of certain SESC project, called “Mesa Brasil”, which is an unincorporated division of SESC with a robust foodbanking operation, in view of the interest of SESC to go forward with an application for membership of GFN. 
• Il Sorriso dei miei bimbi (NGO working in the field of child and youth education in the largest “favela” in South America, Rocinha, Rio de Janeiro, supporting actions against poverty and neglect): constant legal assistance on corporate related matters (i.e. drafting amendments to the bylaws and other related documents to comply with legal and investors requirements).
• Centro Social de Educação e Cultura da Rocinha (NGO supporting education of unfortunate children living at Rocinha’s neighborhood): ongoing legal assistance on corporate related matters (i.e. drafting amendments to the bylaws and other related documents to comply with legal requirements).