Pinheiro Guimarães - Advogados

Pinheiro Guimarães – Advogados was established in 1922 and, with offices in Rio de Janeiro and in São Paulo, represents a vast array of clients in Brazil and abroad. The firm has a staff of highly qualified and experienced attorneys, graduated from the top universities in the country, fluent in several languages and holding LLM degrees from prestigious law schools in Brazil and the United States. Many of its partners have international professional experience and eight of them are admitted to practise both in Brazil and in New York.

Main areas of practice

Banking & finance: The firm has extensive experience in local and cross-border financing transactions, representing private and institutional lenders, governments and development agencies, multilateral organisations and corporate borrowers. The firm acts for lenders and borrowers in connection with syndicated loans, refinancing transactions, import financing, export prepayment and other trade-related debt transactions, vendor and other supply financing transactions, local and cross-border leasing transactions, securitisations, credit-linked debt and acquisition financings. The firm is also very active in project finance deals, structured finance products, trade finance transactions and debt restructuring (including bankruptcy proceedings and judicial and extrajudicial reorganisations). From 1983 to 1994, the firm represented the bank advisory committee for the restructuring of the Brazilian external sovereign debt and was actively involved in the negotiations that resulted in the issuance of the ‘Brazil Brady Bonds’. The firm also assists financial institutions in regulatory and compliance matters before the Central Bank and the Securities and Exchange Commission (CVM).

Capital markets: The firm provides legal advice in primary and secondary public offerings of securities in the Brazilian and international markets (including shares, shares certificates and debt securities); filings and cancellation of public company registration; securities listing and delisting proceedings; administrative proceedings and consultations with the CVM and BM&FBOVESPA; investments in the Brazilian capital and financial markets by local and foreign investors; and stock option plans. The firm is also actively involved in structuring and establishing investment funds, including hedge funds and structured funds such as private equity funds (FIPs) and credit rights investment funds (FIDCs), and in the derivatives markets (including hedging transactions involving swaps, futures and options in connection with foreign exchange, interest rates and commodities indexes and prices). The firm also advises clients in connection with the compliance with securities regulations and trading rules, filings and reporting requirements and administrative and disciplinary procedures.

Corporate and M&A: The firm provides legal assistance in the incorporation of companies and other entities for the development of different business activities in Brazil; drafting corporate documents (including investment agreements, joint venture agreements, shareholder and quotaholder agreements) and in all corporate issues involving different corporate entities in Brazil; securities repurchase transactions; structuring of foreign investments and divestments; transactions involving sale of assets and assumption of debt; and turn-around investments and investments in overleveraged or distressed Brazilian companies. The firm is also actively involved in M&A deals, transfer of control, corporate restructuring deals and structuring and negotiation of private equity investments and private equity funds.

Tax: The firm advises domestic and international clients in the development and execution of integrated tax strategies with respect to their activities in connection with capital markets, mergers and acquisitions, corporate and asset restructurings and e-business; the development of financial and banking products, tax efficient investment alternatives; and in derivatives transactions. The firm has expertise in international and cross border transactions and international tax treaties, which allow it to provide its clients in structured tax transactions, tax derivatives products, tax planning and the most effective use of tax credits and tax sparing rules.

Litigation and arbitration: The firm has a solid experience in the litigation and arbitration areas, as well as in credit recovery (including summary collections, judicial recovery and bankruptcy proceedings) and in international and commercial arbitration proceedings.

Languages: English, French, German, Italian, Chinese, Spanish and Portuguese.

Rio de Janeiro

Av. Rio Branco 181, 27th floor

20040-918 Rio de Janeiro, RJ

Tel: +55 21 4501 5000

Fax: +55 21 4501 5025

pgarj@pinheiroguimaraes.com.br

São Paulo

Av. Paulista 1842, 24th floor

01310-923 São Paulo, SP

Tel: +55 11 4501 5000

Fax: +55 11 4501 5025

pgasp@pinheiroguimaraes.com.br

www.pinheiroguimaraes.com.br