Brazil's state-controlled bank Banco do Brasil has acquired 50 per cent of Banco Votorantim, taking advantage of government measures designed to stave off the financial crisis.
The US$1.86 billion transaction closed on 9 January, and is Banco do Brasil's first acquisition made under Provisional Measure 443, enacted in October to allow Brazil's federally-owned banks to buy private and state-owned banks on the open market.
Some commentators have attributed a wave of banking mergers in Brazil to looser regulation in the sector, but partner Flavio Meyer, of Votorantim's counsel, Machado, Meyer, Sendacz e Opice Advogados says, "regulations on this front, setting aside Provisional Measure 443, have been pretty stable in recent years."
"Banking mergers in Brazil have recently picked up, and I think this can be seen as a result of the recent growth of the Brazilian economy and of the better distribution of wealth," he says, adding, "I do think this will continue for quite some time and we will be prepared to continue assisting our clients on many more."
The acquisition is Banco do Brasil's fourth deal in less than six months, and follows close behind the merger of Brazil's second and third-largest private banks, Itaú and Unibanco, in November.
Meyer says, "The main legal issue in the transaction was to negotiate and craft Banco Votorantim's post-acquisition governance structure, which is never easy in a 50-50 joint venture, let alone in one between parties from the private and public sectors."
"Meeting the expectations from both parties was a real challenge, and had we not succeeded in making sure each party's main concerns were taken care of, this would certainly have been a dealbreaker," he adds.
Banco do Brasil, and its financial advisor, Banco UBS Pactual, were advised in the transaction by Velloza, Girotto e Lindenbojm Advogados Associados SC, which did the due diligence work and conducted negotiations alongside França e Nunes Pereira Advogados.
Counsel to Banco do Brasil
·         França e Nunes Pereira Advogados
     Partners Edmur de Andrade Nunes Pereira Neto and Erasmo   Valladão França and associate Marco La Rosa de Almeida
·         Velloza, Girotto e Lindenbojm Advogados Associados SC
     Partners Alexandre Lindenbojm, Cesar Amendolara, Ricardo Genis Mourão, and Esther Jerussalmy andassociates Camila   Machado de Assunção, Mareska Tiveron Salge, Camila Sisti, Luiz Guilherme Godoy Cardoso de Melo, and Marcos Puglisi     Assumpção Filho
Counsel to Votorantim
·         Machado, Meyer, Sendacz e Opice Advogados
     Partners José Roberto Opice, Flávio Roberto Penteado Meyer and Thiago Dockhorn, and associates Arthur Bardawil Penteado, Guilherme Bruschini, Andre Thiollier, Indira Kurokawa e Silva
(Latinlawyer 12.01.2009)
(Notícia na íntegra)