Filipe B. Areno

Notable matters include representing:

Equity Offerings

• BTG Pactual, Citigroup, BofA Securities, Credit Suisse, Bradesco BBI, J.P. Morgan, Santander, XP Investimentos, HSBC, Safra and Scotiabank in the US$1.2 billion initial public offering of Raízen S.A. (the largest locally listed IPO in 2021). Raízen is a Brazilian biofuels and renewable energy producer and distributor
• Bradesco BBI, Morgan Stanley, Santander, Banco do Brasil, Itau BBA, Merrill Lynch, BTG Pactual, Credit Suisse and Goldman Sachs as placement agents in Rumo S.A.’s offering of common shares under Rule 144A/Regulation S totaling an aggregate value of 2.6 billion Brazilian real (approximately US$820 million). The shares were listed on the São Paulo Stock Exchange in Brazil
• Brazilian investment company Peninsula, controlled by Brazilian entrepreneur Abilio Diniz, as a selling shareholder in the 5 billion Brazilian real (US$1.6 billion) initial public offering of Carrefour’s Brazilian subsidiary. This was Brazil’s largest initial public offering in four years
• Banco BTG Pactual and BTG Pactual Participations in their landmark US$2 billion initial public offering of units (named Deal of the Year by IFLR) and subsequent follow-on offerings totaling more than US$6 billion
• Banco Bradesco BBI S.A., Banco BTG Pactual S.A., Banco de Investimentos Credit Suisse (Brasil) S.A., Banco Itaú BBA S.A., Banco J.P. Morgan S.A., Banco Morgan Stanley S.A., Banco Safra S.A., BB Banco de Investimentos S.A., Citigroup Global Markets Brasil Corretora de Câmbio, Títulos e Valores Mobiliários S.A., Goldman Sachs do Brasil Banco Múltiplo S.A. and XP Investimentos Corretora de Câmbio, Títulos e Valores Mobiliários S.A. as lead underwriters in a US$1.14 billion primary follow-on offering of common shares by Rumo S.A. (Brazil)

Debt Offerings

• Itau BBA USA Securities, Inc., Morgan Stanley & Co. LLC, Banco Bradesco BBI S.A., Banco BTG Pactual S.A., Banco Santander, S.A. and UBS Securities LLC as underwriters in Cosan Luxembourg S.A.’s US$600 million Rule 144A/Regulation S high-yield offering of 7.250% senior unsecured notes due 2031
• Banco BTG Pactual S.A. in its US$500 million Rule 144A/Regulation S offering of 6.250% senior notes due 2029
• Ultrapar Participações S.A. in a US$750 million Rule 144A/Regulation S offering of 5.25% senior unsecured notes due 2026 by Ultrapar International S.A. and guaranteed by Ultrapar Participações and Ipiranga Produtos de Petróleo S.A.
• Banco BTG Pactual, as issuer, in connection with its offering of US$1.3 billion Rule 144/Regulation S perpetual non-cumulative junior sub-ordinated (Tier 1) notes
• Banco Bradesco BBI, BB Securities, Citigroup, Itau BBA, Merrill Lynch and Santander in Rumo Luxembourg S.à.r.l’s offering of US$500 million notes, guaranteed by Rumo S.A., bearing 5.875% interest and due in 2025
• Usinas Siderúrgicas de Minas Gerais S.A. (USIMINAS) (Brazil) in the first phase of its US$2 billion out-of-court debt restructuring pursuant to which the company refinanced nearly 92% of its total indebtedness

Mergers and Acquisitions

• Semantix Tecnologia em Sistema de Informação S.A. in its merger with Alpha Capital Acquisition Company at an equity value of US$1 billion. As a result of the merger, Semantix became a publicly traded company
• Mubadala Capital in the acquisition of the Landulpho Alves Refinery (RLAM), the first refinery divested by Petrobras, and the US$1.8 billion project bonds to finance the acquisition
• Embraer in its US$4.4 billion joint ventures (commercial and military) with Boeing
• BTG Pactual Group S.A. (Brazil) in the US$1.6 billion spin-off of a portion of its commodity trading unit
• Goldman Sachs as financial advisor to Banco Santander in its US$6.52 billion offer to acquire the 25% stake of its Brazilian unit, Santander Brasil
• Safra Group, as one of two joint controlling shareholders of Aracruz Celulose S.A., in Aracruz Celulose’s proposed US$7.5 billion merger with Votorantim Celulose e Papel S.A., which created one of the world’s largest pulp and paper companies
• Deutsche Bank Securities Inc. as financial advisor to Companhia de Bebidas das Américas (AmBev), a publicly traded company in Brazil that is majority-owned by Belgium-based Anheuser-Busch InBev N.V., in its US$1.2 billion acquisition of Cervecería Nacional Dominicana S.A.; and to Vale S.A. (Brazil’s largest mining company) in its US$3.8 billion acquisition of the Brazilian fertilizer business of Bunge Limited