Lawyers in Japan and Brazil have helped Japanese insurer Yasuda acquire a 50 per cent stake in its Brazilian rival, Marítima.
Freshfields Bruckhaus Deringer LLP in Tokyo and Machado, Meyer, Sendacz e Opice Advogados in São Paulo advised Sompo Japan Insurance and its Brazilian subsidiary Yasuda, while Marítima retained Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados.
The transaction, agreed on 20 May, is valued at 336 million reais (US$166 million).
Mattos Filho’s Marcelo Ricupero says, "The deal involves a capital injection in Marítima combined with a purchase of existing common and preferred shares from the controlling shareholder and a private tender offer to the minority shareholders of the company, for the same purchase price per share - something the controlling shareholders insisted on."
He continues, "Structuring all these mechanisms in a regulated industry was very interesting - particularly as the investor is also an insurance company, thus also subject to regulation, and the funding will come from its parent company, which is also regulated by the Japanese authorities."
The deal remains subject to the approval of Brazil's insurance superintendency, SUSEP, and private health-care regulator, ANS.
Counsel to Sompo Japan Insurance and Yasuda Seguros
Freshfields Bruckhaus Deringer LLP
Partner Edward Cole and associates Graham Kirk and Shinsuke Kobayashi
Machado, Meyer, Sendacz e Opice Advogados
Partner Carlos José Rolim de Mello and associates Ana Luiza Vieira Franco, Juliana Aguinaga Damião, Julia Barreto Lobo, Felipe Gruber Ribeiro, Eduardo Avila de Castro and Thais Helena de Gobbi
Counsel to Marítima Seguros
Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados
Partner Moacir Zilbovicius and associates Marcelo Ricupero, Marina Schaffa and Tereza Marcondes Cidade
(Latin Lawyer 26.05.2009)
(Notícia na Íntegra)