Por mais um ano, o guia Latin Lawyer 250 recomenda o Machado Meyer entre os escritórios brasileiros.
Confira abaixo a análise das nossas áreas de prática.
BANKING & FINANCE
Machado Meyer has been one of Brazil′s leading finance firms virtually since its foundation, and that reputation certainly continues today, with a cross-generational team of very prominent lawyers renowned for their ability to resolve complex financial issues. The heritage of excellence is largely thanks to Jose Roberto Opice, a founding partner now transitioning out of the firm and into retirement; Opice is one of the original (and still one of the best) capital markets lawyers Brazil has to offer. Today however, the team’s frontman is Nei Schilling Zelmanovits, who is equally seen across the market as one of the country′s leading legal brains for financial work; general counsel at the largest banks across the country regularly describe him as the go-to lawyer when it comes to detailed knowledge of their industry, and one client says that he is ′a very experienced professional′. BRF - Brasil Foods is just one of the clients which regularly turns to him for all its financing needs (including a simultaneous US$471 million tender offer and US$750 million bond issuance in 2014). José Ribeiro do Prado is very prominent, advising a consortium of banks acting as guarantors for a series of BNDES loans to the consortium charged with improving Guarulhos. Other key names are Guilherme Malouf and, in Rio, Giovanni Biscardi. Eduardo Avila de Castro also has a great set of banking clients. One very high-profile banking GC calls Machado Meyer ′one of the leading firms in Brazil - I use them regularly.′ Biscardi and Prado come recommended in LACCA Approved, in-house counsel research conducted by Latin Lawyer’s sister association, the Latin American Corporate Counsel Association.
CAPITAL MARKETS
In capital markets work, Machado Meyer is without doubt top-ranked. The team is one of the busiest in the country, and for good reason - they are renowned for their excellent advice; during a very quiet year for capital markets work in Brazil, the team have like all their peers had to focus on debt and other finance work to keep busy, but are highly talented across the board. Top finance lawyer Nei Zelmanovits includes capital markets work within a broader practice, for example being called in to help BTG Pactual′s Luxembourg branch issue notes worth US$1.3 billion. Eliana Chimenti is very high-profile, and was retained by the banks in 2014 both when Brazilian telecoms provider Oi made a US$3.7 billion share offering as part of its merger with Portugal Telecom, and when JBS planned its US$1.8 billion IPO, although the market conditions never fell into place. She is also a LACCA Approved lawyer. Eduardo Avila de Castro has a very busy practice, with a particular strong suit advising banks, such as state-owned Caixa in a US$1.3 billion bond issue. A financial services client who retained Castro and Renato Maggio called them ′key professionals′ in structuring ′complex matters [and] still underdeveloped transactions involving financial credits securitisation.′ The firm also blends its capital markets and projects expertise very well indeed: Adriano Schnur is often seen working for companies in the infrastructure and transport industries, such in 2014 helping Brazilian miner Vale issue infrastructure debentures worth US$426 million. In Rio, Gabriela Falcão Vieira worked on another of the very few equity deals of 2014, when Latin American oil and gas company GeoPark made a US$95 million IPO on the New York stock exchange. The departure of Daniel de Miranda Facó, a leading member of the capital markets bar with a busy practice, to a rival in 2014 was certainly a blow to the practice, but a deep bench remains.
INSURANCE & REINSURANCE
Eduardo Avila de Castro heads the firm′s well-regarded insurance practice, backed up by the remarkably broad financial knowledge of Nei Zelmanovits. In 2014, the firm advised Torres Benefícios in selling up to a UK private equity fund, and is working with a couple of significant international insurers currently exploring options in the Brazilian market. European insurance company XL Group is a client: ′What I appreciate most about Eduardo,′ says associate general counsel Renato Sant′Anna, ′is that he can easily think outside the box to provide tailored services without putting his clients at risk′.
CORPORATE AND M&A
The firm has a prestigious M&A practice, filled with excellent partners, who together oversee one of the busiest practices in the country; indeed, at least 24 partners have some involvement in the M&A practice, showing not only the breadth of talent but also how important the work is to the firm overall. A truly landmark 2014 deal - not only for the firm, but the whole country - was advising regular client Telefónica on its US$9 billion bid for Vivendi’s GVT, a huge and complex transaction which looks set to run and run. Founding partner Antonio Meyer is a leading dealmaker of his generation, who still sometimes heads the firm′s most important deal and client teams. However, more at the coalface of practice these days is the ′incredible′ Carlos José Rolim de Mello, an M&A star and a reference of practice across the market; he led the team advising BRF as it carved out its dairy assets into a new subsidiary to be sold to France’s Lactalis, a complex deal worth $1.8 billion reais. Also prominent are Guilherme Malouf, who in 2014 led a 10-partner team advising Kodak Alaris in buying assets from Eastman Kodak, in the Brazilian leg of a US$325 million global acquisition; and ′dealmaker′ José Samurai Saiani, who ′is not only highly technical skilled, but… has a broader view of the dynamic in an M&A deal and he also has the ability to cooperate to find solutions that can avoid or unlock deal breaker situations.′ Adriana Pallis Romano is very highly regarded indeed, and wins fervent client recommendations; she has a particular focus on telecoms and media, and as such is a critical member of the Telefónica team, as well as representing the television production arm of Warner Bros in buying production units from Dutch telecoms company Eyeworks. Also prominent in São Paulo are Mauro Cesar Leschziner and Arthur Penteado, who often takes the lead working for public companies; for example, he worked for both Archers Daniel Midland in selling fertiliser assets, and Banco Pan in selling sell two insurance units to its two controlling shareholders. Here too the blend between M&A and projects is smooth and provides an excellent offer to clients - projects head José Virgilio Lopes Enei, Paloma Lima and Mauro Penteado are the most important names here, for example working for Cemig on a series of deals, not least its significant JV with Spain′s Gas Natural Fenosa. Meanwhile, in Rio, Giovanni Biscardi is very prominent, as is Daniella Tavares; she advised US energy compression service supplier Axip in selling Brazilian assets to a Canadian counterpart. Biscardi, Tavares and Saiani come recommended in LACCA Approved. In 2014 the M&A team underwent a root-and-branch standardisation of its due diligence process across the firm; led by Malouf, the project has been very well received by clients, says the firm, which appreciate the greater efficiency in the process.
PRIVATE EQUITY
The firm has a very good private equity practice, led by Guilherme Malouf, with key participation from Carlos José Rolim de Mello as well as other members of the corporate practice. A noteworthy deal for the team was helping Carlyle Group with the Brazilian leg of its US$3.2 billion acquisition of an Illinois-based industrial packaging company; BTG Pactual also turned to them in selling energy assets to another private equity fund, as did BR Investimentos in exiting from its holding in Abril Educação. The group is also called in to provide post-investment corporate advice, such as working for Blackstone-backed non-woven materials producer Polymer in 2014, as it purchased a controlling stake in its Brazilian counterpart, Providência; or for the private equity-owned franchise for Burger King in Brazil, as another investor came on board. Other recent clients include Starwood Capital, local private equity fund Cambuhy, and US fund EIG.
RESTRUCTURING & INSOLVENCY
By bringing together its stellar renown in finance and corporate work, the firm is betting on a significant increase in distressed debt M&A and restructuring in 2015. A number of the firm′s partners are frequently seen on these deals, although Renato Maggio is tasked with overseeing the expansion. A key deal for the firm this year in the area has been providing finance and capital markets support to the Lupatech insolvency process; the oil and gas services company completed a landmark debt-for-equity restructuring plan, which saw the manufacturer successfully renegotiate its debt despite not having approval from all its creditors.
PROJECT FINANCE & INFRASTRUCTURE
Holding a firm line of excellence across all parts of the financial law spectrum, Machado Meyer also offers a truly top-notch project finance practice, easily in the elite in this market. The firm has had an especially strong showing in the opening of Brazil′s airport sector over the last couple of years, both working on the finance part of the Guarulhos bid, and advising the third-placed consortium in the bid to run Rio′s Galeão airport. Another key mandate was advising both on the concept for a PPP for Rio’s legendary Maracanã stadium, and indeed the consortium which won the concession, that formed by Odebrecht and IBX. A very important bank in the area in Brazil says the firm ′has been an important partner to… some of the most important projects we′ve been involved in as loan arrangers in the past few years. We choose the firm for its expertise in project finance and infrastructure and because of the strong relationship we developed during many successfully accomplished projects.′ José Virgilio Lopes Enei is at the top of his game, and very highly regarded in the field; he is, for example, leading the team advising Bolzano, one of the members of the consortium building the controversial Belo Monte dam, and in 2014 has been closely advising Minas Gerais state utility Cemig as it diversified its assets in line with its partnership with Spain′s Gas Natural Fenosa. Also very prominent in the team are José Ribeiro do Prado Júnior, who advised a series of Asian investors in an iron ore consortium in signing a JV with CSN, and José Samurai Saiani, while Nei Zelmanovits’ very high banking profile ensures he is key here too. Silvia Fiszman is also prominent, as are younger partners Mauro Bardawil Penteado and Adriano Schnur, who has a busy practice advising toll road concessionaires on their many financing needs. He was also called in to advise UTC as part of the consortium constructing the new orange subway line in São Paulo. Marcos Verissimo, who mainly practices antitrust, also contributes; he has formerly worked as head of office at BNDES, and so provides yet another string to the practice′s bow.
ENERGY
The Rio-based energy team is hoping to pick up from the broader firm′s project strength and develop an independent reputation within the oil and gas sector; in that city, Daniella Tavares is the key name, alongside José Virgilio Lopes Enei in São Paulo. Latin American E&P company Geopark has been a busy client over recent years, while the firm was also retained by state-controlled utility Cemig in creating the largest gas distributor in Brazil through a JV with Spain′s Gas Natural. Ana Karina de Souza is often seen on power deals, with clients of the calibre of CPFL and Hidrelétrica Teles Pires turning to the firm; in early 2014, another partner with experience in the sector, Ricardo de Lima Assaf, left to become general counsel at Renova, a renewable energy company. This client who retains Souza alongside Gabriela Falcão Vieira in Rio for corporate advice on energy projects comments on their ′excellent quality and pragmatic approach′.
MINING & METALS
The firm has a very strong project finance team headed by José Ribeiro do Prado Jr and José Virgilio Lopes Enei, and that brings a fair share of mining work, especially in the finance field - for instance, they were called in to advise Vale on issuing infrastructure debentures in 2014. Other notable clients include Manabi and Samarco. A high-profile international mining company which uses the firm for all legal work in Brazil commended the ′attention to detail, problem-solving approach [and] corporate law expertise′ of the team in Belo Horizonte (Brazil’s traditional mining centre), in addition to strong support in labour and tax.
AVIATION
Machado Meyer is one of the few full-service firms to be well regarded across the spectrum of aviation work, from litigation to regulatory to projects and corporate. Fabio Falkenburger is the overall coordinator of aviation work, although projects maestro José Virgilio Lopes Enei and renowned litigator Eliane Cristina Carvalho also contribute. The group has been very busy working on the boom of work expanding and privatising Brazil′s airports, and TAM is a regular client across the board, hiring the firm both for aircraft leasing work and on a landmark lawsuit in 2014. The team successfully fought down injunctions forcing the airline (among others) to offer low fares during holiday periods and the World Cup, contravening its right to set its own prices.
MARITIME
Part of the firm′s overall infrastructure strength is a noteworthy maritime practice; José Virgílio Lopes Enei and José Ribeiro do Prado co-lead the work. A very high-profile mandate in 2014 was beating fierce competition to land a bid held by the Brazilian Navy and its state-owned warfare projects company, Emgeprom, to legally structure the bidding process to choose a company to make 20 patrol boats. This project, worth 40 billion reais, is a key part of the country′s defence overhaul.
ADMINISTRATIVE LAW
The firm′s strong infrastructure practice again comes into play in its administrative work; José Virgílio Lopes Enei and José Ribeiro do Prado Jr are noteworthy in this sector, along with Lucas Sant′anna, who is listed in LACCA Approved. The firm is regularly hired to advise on PPP models, which are still complicated in Brazil; one client in the sector comments the team’s ′good understanding of the Brazilian environment as well as deep expertise on public procurement laws/PPPs.′ A recent high-profile example of the firm’s work is its design of the PPP model for Rio’s Maracanã stadium.
ENVIRONMENT
Roberta Danelon Leonhardt is a highly regarded lawyer in her field; one client says she and her team of seven associates are ′qualified professionals, able to offer quick and secure advice; I have already recommended MMSO for colleagues looking for well-qualified firms specialised in environmental law.′ As well as being contracted directly by clients, the team also provides critical support for the firm′s corporate areas, such as project finance and corporate and M&A; for example, long-term firm client Starwood Capital has retained Leonhardt′s team to help smooth a series of transactions, including buying into a company redeveloping a whole neighbourhood in São Paulo - requiring the firm to assess risks on vegetation removal, management of contaminated areas, use of water resources, environmental licensing, civil actions, and more. She is also a critical member of the team advising Braskem in its attempt to buy Solvay′s operations in Brazil - although antitrust rather than environmental issues are proving to be the real hurdle to that deal.
LITIGATION
Glaucia Coelho and Eliane Carvalho together head a solid litigation and arbitration team which forms a critical part of the firm′s broader offer; they are supported by a large team of associates. The team works very smoothly with the firm′s other areas, picking up on deals which have for some reason fallen apart and helping clients with an advantageous resolution - for example, they are currently working on an international arbitration to oblige a foreign business partner to comply with the terms of a JV with the Brazilian client, after the foreign partner changed ownership structure. Coelho comes recommended in LACCA Approved.
WHITE-COLLAR CRIME AND COMPLIANCE
Brazilian firms are beginning to wake up to the opportunities in helping their clients in their compliance needs, and Machado Meyer is part of this trend: associate Leonardo Machado, head of compliance and corporate integrity, has a growing practice assisting clients with internal investigations relating to bid-rigging, money laundering, FCPA and fraud schemes, as well as working with them on preventative compliance programmes. He is recommended in LACCA Approved.
ANTITRUST & COMPETITION
The firm′s competition practice under Tito Amaral de Andrade is very highly regarded, both in its contribution to the M&A team and also very much so in its own right; behavioural work in particular is growing significantly, and the team is very well regarded in the marketplace. Andrade is also a LACCA Approved lawyer. Two other partners are important: Maria Eugenia Novis and former CADE commissioner Marcos Verissimo, who has a particular focus on regulated markets - for example, he is working for Telefónica on its acquisition of GVT from Vivendi, a complex deal in a competition sense. Novis, meanwhile, is counsel to Solvay in its takeover by Braskem, which CADE′s tribunal voted to block in late 2014. In cartels, the antitrust team represents a foreign train manufacturer in CADE′s investigation of bid rigging on subway contracts, probably the biggest ongoing case in the country.
TAX
The 11-partner strong tax team is a fundamental part of the firm’s broader excellence - this technology client who retains them both for consulting and litigation work says they do so ′considering especially their expertise, their very well-recognised team in the market, their partnership and also their flexibility to attend our demands and on fee arrangement… I strongly recommend them.′ Practice head Daniella Zagari is highly recommended, while Raquel Novais - now back at her practice full-time having been managing partner - and Marcelo Fortes are also very prominent. At the very start of 2014, the firm elected a new partner, Mario Graziani Prada, who leads the tax team in Rio de Janeiro. The team won a landmark lawsuit in 2014 when the Supreme Court ruled that taking state sales tax (ICMS) into account in calculating a company′s federal social security payments (COFINs), as had been the government’s policy, represents an illegal double tax - thus considerably slashing the tax burden of not only the firm’s client, car distributor Auto Americano, but also potentially the entire corporate community. Three members of the team – Zagari, Fortes and Thiago Dockhorn - come recommended by in-house counsel in LACCA Approved.
TELECOMS & MEDIA
Founding partner Moshe Sendacz is one of the leading telecoms lawyers in Brazil; he is admirably backed up by Adriana Pallis. The firm are regular external counsel to Telefónica, including on its significant M&A work during 2014; the team also advise a number of television companies, for example Endemol do Brasil, this year in structuring and launching such programmes as ′The Brain′ for Fox and ′Your Face Sounds Familiar′ for SBT.
LABOUR
The large labour team under Sólon de Almeida Cunha is very highly regarded in the marketplace; indeed, the firm has reworked the focus of the labour team over recent years to bring it more into line with the premium-level services offered by the firm′s other practice areas, and away from the more commoditised advice on the many hundreds of thousands of labour litigation lawsuits ongoing in Brazil. The shift has gone well, the firm reports; for example, assisting clients strategically on a range of investigations and lawsuits originating in Manaus, both an important industrial centre and one of the most active of the labour public prosecutors. The team also worked on the Azul/Tryp merger, unifying the compensation and benefit packages - a remarkably complex job due to the number of government bodies and unions involved. Cunha is a LACCA Approved lawyer.
SPORT & ENTERTAINMENT
Ivandro Sanchez has a noted practice combining sports law with project finance and infrastructure - between which there are obvious links, of course. The firm has worked on a number of stadium projects in the lead-up to the World Cup; it has helped create a fund for the purpose of investing in the economic rights of footballers for prominent Rio team Flamengo. On the entertainment side, Elton Minasse has a busy practice, helping TV programmes from abroad be licensed to Brazilian networks, or advising content producers on the release of films and shows in the country.
REAL ESTATE & TOURISM
The former legal manager of Brazilian homebuilder Gafisa, Maria Flavia Seabra Gemperli, leads the firm′s busy real estate practice. In 2014 she helped Caixa’s real estate investment trust obtain a development in Rio de Janeiro’s Porto Maravilha through an asset swap, and advised PSP Investments, one of Canada’s largest pension funds, in forming a JV with Brazilian construction company SIG to buy and develop real estate worth US$109 million in downtown Rio.