Virtually the same group of lawyers who negotiated Swiss bank UBS's purchase of Pactual in 2006 has reconvened to draft the sale of the unit, announced today.
US firm Simpson Thacher & Bartlett LLP and Brazil's Machado, Meyer, Sendacz e Opice Advogados are representing UBS in the US$2.5 billion sale. The buyer, BTG Investments, is taking counsel from Skadden, Arps, Slate, Meagher & Flom LLP in the US and Barbosa Müssnich & Aragão in Brazil.
The teams feature almost all of the same partners as the original purchase, although at Simpson Thacher Gary Holowitz and Robert Holo have taken over from their partners Lee Meyerson, Gary Mandel and Ken Edgar.
BTG Investments, set up in September last year, is led by Pactual's former managing partner, billionaire André Esteves. He hired then-Skadden partner Jonathan Bisgaier to head the company's legal team; Bisgaier had worked on the UBS deal for Pactual and on this most recent deal retained his former partners.
UBS acquired Pactual for US$2.6 billion, and says it expects the sale to result in "a small loss". As part of the deal, BTG will assume some of UBS's liabilities.
The troubled Swiss group last week announced a first-quarter loss of US$1.8 billion, having written down over US$50 billion since the credit crunch started. In February UBS also agreed a US$780 million settlement with the US Justice Department over allegations that it had defrauded the country's tax authorities.
Esteves was managing partner of Pactual until its 2006 sale, and went on to work as UBS’s global head of fixed-income sales and trading, before stepping down last year to found BTG. In October BTG acquired the Brazilian assets of Lehman Brothers.
Counsel for Skadden say they expect the deal to close within the next three months, subject to the approval of the Brazilian regulatory authorities.
Counsel to UBS
US
Simpson Thacher & Bartlett LLP
Partners Gary Horowitz and Robert Holo and associates Thomas Terbell, Medard Fischer and Jason Vollbracht
Brazil
Machado, Meyer, Sendacz e Opice Advogados
Partners Nei Schilling Zelmanovits and Celso de Paula F da Costa
Counsel to BTG Investments
General counsel – Jonathan Bisgaier
US
Skadden, Arps, Slate, Meagher & Flom LLP
Partners Alan Myers, Paul Schnell and Sally Thurston
Brazil
Barbosa Müssnich & Aragão
Partners Francisco Antunes Maciel Müssnich and Mauro Teixeira Sampaio
SP
(LATINLAWYER 20.04.2009)