Lefosse Advogados and Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados have helped MMX close a voluntary exchange tender offer that gives the mining group a majority stake in a Brazilian port operator – the final stage in a three part deal with South Korea′s SK Networks.

Machado, Meyer, Sendacz e Opice Advogados advised the Brazilian arm of Credit Suisse, the bank overseeing the tender offer.

The acquisition, which is valued at 3.2 billion reais (US$2.2 billion), closed on 20 May and saw Eike Batista-owned MMX gain a 92 per cent stake in PortX – the company responsible for operating the LLX Sudeste Superport on the southern coast of Rio de Janeiro.

According to the Eliana Chimenti, partner at Machado Meyer, the structure of the tender offer was unusual because it involved the exchange of PortX shares for newly created variable-income royalty based securities and required extensive discussions among the parties and with the regulator to find the best structure for the deal.

These securities, which were created specifically for the transaction, were designed to allow their holders to receive compensation linked to the performance of the Sudeste port and can be traded on the BM&FBOVESPA.

MMX′s decision to retain Mattos Filho comes as little surprise - the firm having given regular counsel to the company since its IPO in 2005.

Since then, the firm has firmly cemented its role as regular counsel to Batista′s companies - advising in a series of record breaking deals ranging from representing oil & gas company OGX in its unprecedented US$4.1 billion flotation on BM&FBovespa, and in March helping MMX secure a US$400 million investment from China′s Wuhan Iron & Steel Group - at the time the largest investment by a Chinese company in Brazil.

The addition of Lefosse Advogados as counsel to MMX came last year as the direct result of capital markets partner Carlos Barbosa Mello joining from Mattos Filho in August - leading MMX to include the firm at the start of this deal a month later.

Machado Meyer has regularly worked with Credit Suisse - having previously worked alongside Cleary Gottlieb Steen & Hamilton LLP in October to advise the investment bank, as underwriter, in Estácio Participações′s US$405.7 million share offering, and advising the bank as part of a consortium that provided mining behemoth Vale with a US$3 billion credit line.

The conclusion of the voluntary exchange tender represents the final stage in a three-part transaction between the EBX Group and South Korea′s SK Networks that began last year.

In September, this saw SK Networks acquire US$700 million worth of shares in MMX - for which SK was advised by the Hong Kong office of Cleary Gottlieb Steen & Hamilton LLP and Brazil′s Pinheiro Neto Advogados.

The second stage of the deal involved a partial spin off of EBX controlled LLX Logística to PortX and laid the foundations for the tender offer in the final stage of the deal.

As reported in Latin Lawyer in October, in return for MMX′s acquisition of a majority stake in the Rio-based port operator, SK also secured a long-term contract to purchase iron ore from the mining company via the Sudeste Port.

Counsel to MMX

In-house counsel to EBX - Joel Renno Jr and Clarissa Rebello

Brazil

Lefosse Advogados in cooperation with Linklaters

Partners Carlos Barbosa Mello, Rodrigo Junqueira and Ricardo Bolan, and associates Rafael Ribeiro, Jana Araujo, Marcio Sanjar and Ana Cláudia Couto

Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados

Partners Moacir Zilbovicius and Paula Vieira de Oliveira, and associate Maria Fernanda de Almeida Prado e Silva

Counsel to Credit Suisse

In-house counsel - Luis Massud and Rodolfo Lima

Machado, Meyer, Sendacz e Opice Advogados

Partners Eliana Chimenti, Daniel de Miranda Facó and Cristina Tomiyama, and associates Alessandra de Souza Pinto, Caio Gargione Habice Prado and Luis Antônio Marimon Netto

(Latin Lawyer 01.06.2011)

(Notícia na Íntegra)