Meet the Speakers
• Head of Morgan Stanley’s Latin America M&A practice since 2008
• In Investment Banking at Morgan Stanley since 1993
• Experience includes M&A, restructuring, privatization, equity and debt capital markets financing transactions for governments and corporate clients in the USA and throughout the Americas
• 13 years dedicated Latin America banking experience
• 11 years as telecom industry banker, USA and Americas
• MBA, UCLA Anderson 1993; BA, Dartmouth College 1983
• Prior to Morgan Stanley, served 7 years as officer in the
• US Navy (including 5 months as exchange officer in Chilean Navy)
• Speaks Spanish and Portuguese
• Based in New York
Selected Transactions – Latin America
• Banorte: $1.4bn Merger with GF Interacciones (2017)
• Unilever plc: Acquisition of HPC brands from Quala Inc. (2017)
• Tenaris USA: Sale of Republic Conduit (2017)
• Walmart de México: $990MM sale of Suburbia (2016)
• Etex S.A.: Sale of Latam ceramics business to Grupo Lamosa
• Avianca Holdings: $343MM sale of 30% of LifeMiles (2015)
• Kuwait Investment Authority: 25% equity investment into Gas Natural S.A.’s Global Power Generation subsidiary (2015)
• Millicom: $3Bn merger of Colombia Movil with UNE-EPM (2013), $800MM bond offering by Tigo Guatemala (2014), $350MM bond offering by Tigo Paraguay (2012), $450MM bond offering by Telemovil El Salvador (2010)
• Maestro: $727MM Sale of Peru’s largest home improvement retailer to Falabella/Sodimac (2014)
• Lafarge S.A.: $553MM sale of Ecuador to Unacem (2014)
• CPP Investment Board: $800MM acquisition of 34% equity stake in Transportadora de Gas del Peru (2014)
• Walmart de México: $670MM sale of VIPS restaurants (2013)
• Grupo Modelo: $20Bn sale of control stake to AB-Inbev (2012)
• Cemento Andino: merger with Cementos Lima (2012)
• Alpek: $700MM IPO (2012)
• Grupo SAESA: Sale of MSIP’s 50% stake to AIMCO (2011)
• Telmex: $6Bn tender offer for public float by América Móvil (2011)
• Globo: $605MM sale of 19% stake in Sky Brasil to DirecTV (2010)
• Sumitomo Corp: $1.9Bn iron ore mining JV with Usiminas (2010)
• Mexichem: Acquisition of AlphaGary (2010)
• América Móvil: multiple $1bn+ bond offerings, 2003-2012
• Govt. of Brazil: $19bn restructuring and privatization sale of Telebrás regional telephone holding companies (1998)
Fernando Borges is a Managing Director and Co‐Head of the Carlyle South America Buyout Group focused on private equity investment opportunities in South America. He is based in São Paulo. Prior to joining Carlyle in 2007, Mr. Borges was a Managing Director at AIG Capital Partners and CEO of AIG Capital Investments do Brasil, being responsible for managing AIG's private equity activities in Brazil. From 1994 to 1999, Mr. Borges was a Director of Bozano, Simonsen's Private Equity division, where he was responsible for managing a private equity fund sponsored by Bozano, Simonsen Group and Advent International. Mr. Borges has more than 24 years of private equity experience in Brazil, having participated in more than 25 transactions in the region. Mr. Borges holds a graduate degree from SAIS ‐ School of Advanced International Studies of the Johns Hopkins University, the Bologna Center, and a B.A. in International Relations from Universidade de Brasilia.
Marcelo Fedak is a Managing Director in the Real Estate group and is based in São Paulo. Mr. Fedak is involved in sourcing and analyzing investment opportunities in Latin America. Prior to joining Blackstone in 2015, Mr. Fedak was at BTG Pactual where he was a Partner and Head of Real Estate, overseeing over $3 billion of assets under management across Latin America. Prior to that, Mr. Fedak worked at Goldman Sachs and Credit Suisse and was involved in various M&A and capital market transactions across multiple industries. Mr. Fedak received a BA in business from FGV - Escola de Administracao de Empresas de Sao Paulo
Mr. Pedro Juliano joined J.P. Morgan in 1998, and currently is the Head of Investment Banking for J.P. Morgan in Brazil and also Head of the Latin America Financial Sponsors Group for the Investment Bank. Mr. Juliano also spent time in NY for 10 years working as part of the Investment Banking team.
Mr. Juliano obtained his undergraduate degree in Industrial Engineering from the Universidade de São Paulo and a Business degree from Fundação Getúlio Vargas. He also holds an MBA degree from the Wharton School of Business from the University of Pennsylvania. A Brazilian citizen, he is fluent in English, Portuguese and Spanish.
Matt is content editor for Acuris Studios, the sponsored events and publications division of Acuris Global, since 2016. He curates content for the events team by overseeing research of market trends and transactions relating to corporate M&A and project finance. Matt works with the news editors and reporters of Acuris’ various publications, meets with market practitioners, and stays current with recent developments to ensure the company delivers industry-leading conferences. He also blogs about economic and market trends that affect the financing and structuring of M&A transactions and projects throughout the Americas.
Matt spent nine years in the news reporting industry covering a wide variety of industries and beats as a freelancer and as an employee with various publications. For five years, he worked in the financial services sector conducting research and relationship management for the mass affluent clients of AXA Advisors and then Wells Fargo.
Luis is a managing director in the Latin America Group in the Investment Banking Division.He has geographical responsibility for the Andean Region and responsibility for thePower, Oil and Gas business broadly in LatinAmerica.
Previously, Luis was a member of the Global Natural Resources team and the Investment Banking team in Iberia. He joined Goldman Sachs as an analyst in 1996 in London, moved to Madrid in 2007 and relocated to Santiago in 2013 to open the office and establish the investment banking franchise in the region. Luis was named managing director in 2007. Luis earned a degree in economics and business administration from ICADE in1996.
Excerpt of Experience
Paola earned an LL.M. degree summa cum laude in Competition Law from the Albert Ludwig's Universität Freiburg in Breisgau, Germany. She has 20 years’ experience in competition/antitrust, with a particular focus on global M&A, as well as high profile cartel cases and other anticompetitive behavior investigations. She also assists with designing and implementing compliance programs.
Paola has secured clearance of hundreds of mergers, acquisitions and joint ventures in Brazil, including some of the largest and most complex mergers in recent years, and successfully opposed mergers on clients’ behalf. Merger Control clients include Braskem, Delta, Dow, Air France / KLM, Santander.
She has extensive experience in several sectors, including mining, aviation, pharmaceutical, medical devices, transportation, oil & gas, food & beverages, retail, meatpacking and jet fuel.
Her experience in handling cartel investigations before CADE and related litigation with Brazilian courts is impressive; her cartel practice ranges from preventive compliance counselling through internal investigation and counselling when questions arise, dealing with the antitrust authorities to avoid or minimize liability, criminal and private litigation, seeking and obtaining leniency or contesting cartel allegations.
Excerpt of Experience
Ongoing administrative proceedings: Santander in its defense before CADE regarding the PTAX investigation; Santander in its defense against accusation of having barred the entry of fintechs in the market; Galvão Engenharia in its defense before CADE regarding Car Wash Cartel investigation; EBE – Empresa Brasileira de Energia, a large Brazilian engineering company in its defense before CADE regarding the Eletronuclear’s public bids investigation; Bombardier Transportation in its defense before CADE and litigation regarding the Subway Cartel investigation; a large construction company in its defense before CADE regarding North-South Railway and West-East Railway cartel investigation
Advised in 2017: Estácio University on its hostile takeover by Kroton; EP Minerals and BASF Corporation in the acquisition of the bleaching clay and mineral Adsorbents businesses from BASF; General Motors (GM) and PSA Peugeot-Citroën in the acquisition of the Opel/Vauxhall subsidiary from GM by PSA; Itochu Corporation and Axial in the dissolution of the JV Naturalle Agro Mercantil
Advised in 2016: Reckitt Benckiser in the acquisition of condom and lubricant business from Hypermarcas; Johnson & Johnson in the acquisition of Abbott Medical Optics (AMO) from Abbott; Elog in the sale of 3 subsidiaries to Multilog; Euro Repar and SK Automotive in the formation of a joint venture for the sale and distribution of auto spare parts in Brazil;
Advised in 2015: Sun European and Flexitech in the acquisition of Flexitech by a Sun European’s affiliate; PSP - Public Sector Pension Investment Board in the agreement executed with Isolux Corsán Group for the dissolution of a joint venture named Isolux Infrastructure Netherlands B.V.; Fibria International Trade GmbH in the submission of the antitrust filing related to the Eucalyptus Pulp Supply Agreement executed with Klabin; Mister Auto and SK Automotive in the formation of a joint venture for the online sales and distribution of auto spare parts and accessories in Brazil; PwC Contadores Públicos in the acquisition of shares of PwC Strategy& do Brasil Consultoria Empresarial Ltda from PwC Strategy& Parent LLC; CRH Irish Cement plc on the company's acquisition of divestiture assets of Holcim and Lafarge in Brazil and worldwide; a multinational automaker in an investigation opened by CADE regarding the Car Manufacturers Cartel Investigation
- 2004: LL.M. degree summa cum laude in Competition Law from the Albert Ludwig's Universität Freiburg, in Breisgau, Germany.
- 1999: LL.B. from the Universidade de São Paulo (USP), São Paulo, Brazil.
Career to Date
- 2013 to date: Senior Partner, Demarest Advogados.
- 2012 - 2013: Partner, Lefosse Advogados.
- 2007 – 2012: Managing Associate, Lefosse in association with Linklaters LLP
- 2005 - 2007: Senior Associate, Levy & Salomão.
- 1996 - 2005: Associate, Pinheiro Neto Advogados.
- Interviewed by Getting the Deal Through about “Cartels in Brazil” (May, 2015)
- Co-author of the article “Brazil: establishing effective compliance regimes” (Published at the GIR Insight)
- Co-author of “Legal Uncertainty on Resale Price Maintenance: the Brazilian Experience Following the ‘SKF Case’” (Published at the Oxford Journals - Journal of European Competition Law & Practice)
- Co-author of the Brazilian Chapter of “IFLR - Merger Control Survey” (Published by the IFLR)
- Recommended by Chambers; The Legal 500; Who's Who Legal; Latin Lawyer 250; and LACCA.
Chair emeritus of Lex Mundi. Officer of the Latin American Regional Forum of the International Bar Association (2017-2019). Member of the Brazilian-American Chamber of Commerce. Member of the Advisory Board of "Working Group on Legal Opinions" of the American Bar Association. Co-author of the book "Business Laws of Brazil" (Thomson Reuters, 2015, 3rd Ed) and several published articles on Corporate Law and Corporate Governance.
2018: Advised Federal-Mogul Motorparts in the formation of a Joint Venture with Fras-Le.
2017: Haldor Topsoe in the sale of its heavy duty diesel and stationary catalyst businesses to Umicore, for EUR 120 million. Advised Unilever in the acquisition of Solo ATS, the holding company of Mãe Terra. Kingspan Group in the acquistion of shares in Isoeste Construtivos. Advised Pro Mach in the acquisition of P.E. Labellers
2016: Advised Dover Corporation in the acquisition of Wayne Fueling Systems from Riverstone Holdings for USD 780 million. Advised Dover Corporation in the in the sale of Tipper Tie to JBT Corporation for USD 160 million. Advised Genstar Capital in the acquisition of the Operational Excellence and Risk Management (OERM) assets from IHS Global Inc and IHS Global Canada. Advised Motorsport.com International in the acquisition of the website Carplace.com.br. Advised Sonaca and Eltra in the acquisition of equity stake in Sopeçaero and Pesola from Eltra (Airbus Group). Advised Outfront Media in the sale of its Brazilian subsidiaries to JCDecaux / Corameq in the context of the sale of Outfront Latin America for USD 82 million.
2015: Advised CRH in the acquisition of cement plants from Lafarge/Holcim for EUR 6.5 billion. Advised Guerbet Group in the acquisition of Mallinckrodt Group's contrast media and delivery systems business, for approximately USD 305 million. Advised AkzoNobel in the sale of its global paper chemicals business to Kemira OYJ for EUR 153 million. Advised Lojas Salfer in the subscription of 7% of the capital stock of Máquina de Vendas. Advised Smart AD Server France in the acquisition of Smart AD Server do Brasil from AuFeminin for EUR 37 million. Advised Itochu Corporation in the acquisition of 50% of Naturalle Agro Mercantil. Advised ScanSource of Network1 for BRL 157 million. Advised Total Produce Holdings in the acquisition of 60% of Argofruta and Argofruta B.V. Advised Access Information Holding in the acquisition of P3Image.
2014: Advised Hub International in the sale of Harmonia Corretora de Seguros to Howden for BRL 70 million. Advised Suominen in the acquisition of Ahlstrom Corporation's home and personal wipes fabrics business for EUR 170 million. Advised Legrand in the acquisition of 49% of Daneva. Advised Italia Independent in the incorporation of a joint venture. Advised Alent in the sale of Alpha Metals Brazil stencil business’ assets to Metalfoto.
2013: Advised Fibria in a sale of a forestry assets company to Parkia Participações for BRL 1.65 billion. Advised Log Commercial Properties, subsidiary of MRV, in the sale of 9.90% of its shares to a private equity fund managed by Banco Bradesco BBI for BRL 278 million. Advised AkzoNobel in the sale of its chlorine dioxides for water treatment global business to Ecolab. Advised Boehringer-Ingelheim Vetmedica in the acquisition of immunization and treatment products from Zoetis (Pfizer). Advised Dayco Group in the acquisition of Metalurgia Solano, Itaparts, and the trademarks of Nytron Group. Advised Legrand in the acquisition of 51% of Daneva. Advised Sterlite in a 50-50 Joint Venture with Conduspar. Advised Café do Centro in the sale of the company to AC Café. Advised Strata Systems, subsidiary of Glen Raven, in the acquisition of 50% of Geo Soluções Participações, and indirect acquisition of Geogrupo Engenharia Geotécnica Ambiental and Geo Soluções Engenharia.
2012: Advised Fibria in the sale of its paper mill in Piracicaba to Oji Paper for USD 313 million. Advised Outotec Group in the acquisition of Demil Manutenção Industrial. Advised Central Resources Group in the acquisition of Koch Petróleo do Brasil, holder of certain concession agreements before ANP and certain Risk Agreements before Petrobras, for USD 37.5 million. Advised Fibria in the sale of its KSR paper distribution company to Suzano Papel e Celulose.
- 1997: Mr. Rocha earned an LL.M. in Corporation Law from New York University School of Law.
- 1993: Graduated from Universidade de São Paulo Law School.
- Author of many articles on Corporate Law and Corporate Governance, including:
- ''A new dawn for compliance in Brazil in the wake of the Petrobras scandal" (IBA, September 17, 2015).
- ''The debate about publication of financial statements by large companies in Brazil'' (IBA, September 17, 2015).
- "A new Brazilian Commercial Code and its Effects on Brazilian Corporate Law" (ACC Docket, May 15, 2014).
- "Impact of the Proposed new Commercial Code on Joint Ventures" (International Law Office, October 31, 2013).
- "O Projeto do Novo Código Comercial e as Atuais Tendências do Direito Comercial", (Revista de Direito Empresarial, June 20, 2014).
- Co-authored the book "Business laws of Brazil" (Thomson Reuters, 3rd Ed., 2015).
Mr. Rocha was named by Chambers Latin America and Chambers Global as a top practitioner and valued for his "experience and hands-on approach. He was also nominated as a "leading lawyer in his field" by the following directories: Legal 500, IFLR, Who's Who Legal (M&A and Corporate Governance) and Análise Advocacia 500 (Corporate Law and Contracts). Mr. Rocha is also recommended by the Latin American Corporate Counsel Association (LACCA), in Mergers & Acquisitions.
- "He's an excellent negotiator and has a dynamic view of how to do business." (Chambers Global)
- "Civil, genial, competent, professional and attentive." (Chambers Report)
- "Always personally available or can be contacted through his team. He has a solid background in the law and excellent relationships with other law firms in Brazil and abroad." (Chambers Report)
Graduated from Pontifícia Universidade Católica de São Paulo (PUC-SP) in 1997, Thiago Sandim focuses his practice on M&A and private equity. Among his regular clients, he advises big foreign sovereign wealth funds and pension funds, as well as large Brazilian Banks and conglomerates. Thiago Sandim is a visiting professor of the LL.M. program at Instituto de Ensino de Pesquisa (Insper), and acts at the board of retail, financial services and real estate development companies acting in Brazil.
- Advised in 2017: Deere & Company in the contract for the acquisition of Wirtgen Group, an international leader in the production of roads construction equipment. Odebrecht Rodovias on the disposal of 33.33% participation of the total share capital at Concessionária ViaRio to CCR, for approximately BRL 33.7 million. OdebrechtTransport in a sale of 15% of Via Quatro to CCR for BRL 171.14 million.
- Advised in 2016: EFG International in the CHF 1.3 bi acquisition of BSI S.A. from BTG Pactual; VINCI Highways in the BRL 4.5 bi acquisition of LAMSAC from INVEPAR; VINCI Highways in the BRL 35.7 million acquisition of Peruvian electronic toll collection operator PEX Perú from INVEPAR; Ecorodovias in the BRL 115 million sale of Elog Logistica Sul to Multilog; Odebrecht Rodovias on the BRL 107.6 million sale of its stake in ViaRio corresponding to 33,33% of the total share capital to CCR; Oncologia Rede D'Or S.A. in the acquisition of the total capital stock of Clínica Salus.
- Advised in 2015: GIC, Singapore's sovereign wealth fund, in the sale of a 2% stake in Rede D'Or São Luiz to Carlyle; GIC in the acquisition of a circa 25% stake in Rede D'Or São Luiz from BTG Pactual; GIC Pte in a new acquisition of 1% in Rede D'Or São Luiz from BTG Pactual; Pioneer Investments (owned by UniCredit) on its merger with Santander Asset Management in a transaction valued at EUR 5.4 bi; PSP in the acquisition of ViaBahia; Ontario Teachers in the renegotiation of its USD 500 millioninvestment in Manabi.
- Advised in 2014: Odebrecht Agroindustrial in the structuring of the BRL 820 millioncapital increase by the Odebrecht Conglomerate; Odebrecht Group to team-up with Mitsui Corp. in the Brazilian urban mobility market, in an investment with a backlog of BRL 17 bi. Mitsui will acquire 40% of the new company through an investment of BRL 500 million in the short term, while OTP will allocate 4 major urban mobility assets to the venture; Vesuvius plc in the acquisition of Ecil Met Tec Lda., Ecil North America LLCand US Lake Effect Properties LLC, involving BRL 83 million; Generali S.p.A on the USD 1.7 bi sale of BSI to BTG Pactual; Booz on the acquisition of certain professional advisory services of PwC.; Odebrecht TransPort in the BRL 17 bi joint venture with Mitsui in the Brazilian Urban Mobility Market; GIC on co-investments with KKR and Advent; Abril Educação S.A. on the restructuring of its business; GIC in investment into ACECO, a company acquired by KKR early in 2014; Construdecor S.A. in the acquisition of Lille from Tecnisa S.A. for BRL 100 million.
- Advised in 2013: OTPP and Quadrant Capital Management on their minority investment in Dafiti; Falabella on the acquisition of Brazilian retailer Dicico for USD 189 million; Airports Company of South Africa - ACSA on the negotiation of the USD 3 bibridge loan for terminal 3 of the São Paulo International Airport; Consortium of shareholders on the IPO of BTG Pactual, elected as deal of the year by IFLR.
- Advised in 2012: ACSA on the formation of a consortium to participate in the winning BRL 16.2 bi bid for the concession of the Guarulhos airport - elected as Latin Lawyer's deal of the year; PSP on the EUR 600 million investment for 30% of the Brazilian business of Grupo Isolux Corsán S.A.; OTPP on the USD 300 million PIPE investment in the capital stock of Manabi.
- Advised in 2011: OTPP, KIC and Southeastern Investments LLC and 60 other investors to subscribe for a capital increase in the amount of USD 550 million in Manabi; Kayaba Industry Co., Ltd. on the creation of a joint venture in Brazil with Mando Corporation.
- Elected as the Brazilian M&A Deal Maker of the Year - 2014 by Financier Worldwide
- Quoted as Leading Individual by Chambers Latin America and Global in M&A since 2007.
- Mentioned by Latin Lawyer in 2007 in the article "Heads and Shoulders Above the Rest."
- Quoted as a leading individual by other publications such as PLC and Legal 500. Led the Brazilian legal team in award winning transactions in 2010, 2011, 2012 and 2013 (see above for further information).
Partho has 22 years of investment and merchant banking experience at Bank of America Merrill Lynch (17 years) and the International Finance Corporation (5 years). He joined Bank of America Merrill Lynch in 2001 and has spent much of his time covering the broader infrastructure sector – primarily focusing on power generation, electric and gas transmission and distribution, renewable energy, selected cleantech sectors, waste and environmental services, transportation infrastructure and water/wastewater infrastructure and services. He has worked in over 25 countries during his career, having advised/raised capital on transactions worth over $150 bn.
Partho has worked on numerous pioneering and award-winning investment banking transactions globally. Since 2013, Partho assumed responsibility for the Power, Utility and Infrastructure sectors in Latin America. He maintains Bank of America Merrill Lynch’s relationships with leading global power and utilities, infrastructure and financial investors (including private equity funds, pension funds, infrastructure funds and sovereign wealth funds) with an interest/footprint in Latin America.
He was a member of the U.S. National Commission on Energy Policy, is a corporate member of the U.S. Council on Foreign Relations, a former working member of the U.S. Task force on the formation of a National Infrastructure Bank, an Advisory board member to the World Biofuels Congress, an alumnus member of the Energy Policy Institute at the University of Chicago and has peer reviewed technical reports by the U.S. National Renewable Energy Laboratory (NREL).
Partho holds a B.A. (Honors) in Economics and Mathematics from the University of Bombay, India, an M.B.A (Finance and Accounting) from the University of Chicago Graduate School of Business and a Ph.D. (Financial Economics).