RELEVANT PROJECTS

Privatization and expansion of Companhia Siderúrgica de Tubarão-CST

Purchase and financing of several relevant projects, such as the construction of two continuous casters, a new blast furnace, self supply of energy and a new hot strip mill.

Worked together with BNDES, N.M. Rothschild, Shearman & Sterling, Goldman Sachs e Daiwa Securities.

Construction of Mina do Pico, em Minas Gerais

Including Ferrovia do Aço, in Minas Gerais e Rio de Janeiro, and expansion of Port of Ilha Guaíba, in Mangaratiba, Rio de Janeiro.

Worked together with Debevoise & Plimpton.

CBTC Contract (Communication Based Train Control) of MRS Logística S.A.

Advised MRS throughout negotiation and closing of a turn-key contract with Westinghouse
Air Brake Technologies Corporation for the supply of a CBTC system to the railroad.

Worked together with Mattos Filho.

Delisting of Souza Cruz S.A.

Advised the company with regard to the delisting process, though purchase by controlling shareholder BAT Group, including the public offer for purchase of minority shareholding.

Worked together with Ulhoa Canto.

Joint venture by and between Gas Natural e Cemig

For joint operation of gas assets in São Paulo, Rio de Janeiro and Minas Gerais.

Worked together with Jones Day and Machado Meyer.

Privatization of Banco BANERJ S.A.

Advised the State of do Rio de Janeiro and Banco Bozano, Simonsen in connection with the privatization of BANERJ.

Eurobond Offering of MRS Logística S.A.

For investments in the privatized railway Rio de Janeiro-Minas.

Gerais-São Paulo and acquisition of rolling stock (locomotives and wagons).

Worked with Clifford Chance and Bankers Trust.

Group De Nora

Advised the Italians group in the negotiation agreement that put an end to 30-year disputes with local partners Lage and Catão.

Worked with Jones Day.

Reorganization of Varig S.A.

Advised AERUS, pension fund and major creditor of Varig.

Securitization of export receivables of Companhia Siderúrgica de Tubarão-CST

Worked with Shearman & Sterling, Goldman Sachs and Daiwa Securities.

Public Offerings of debentures issued by MRS Logística S.A.

Advised the company in several offerings.

Privatization of Instituto de Resseguros do Brasil – IRB

Advised BNDES and N.M.Rothschild in the process of privatization of IRB, including due diligence, preparation for sale and drafting the regulatory framework for the reinsurance industry.

Project Finance of Viaoeste

Related to the privatization of Castello Branco/Raposo Tavares toll road in São Paulo.

Advised Deutsche Bank and worked with Jones Day and Coudert Brothers.

Privatization of Vale S.A.

Advised as legal consultant to Anglo American Corporation/Minorco and CAEMI.

Purchase by Gas Natural of full control in CEG e CEG-Rio

Advised the company in the negotiation and purchase with Enron Corp and Petrobras.

Worked with Villemor do Amaral.

Jari e Cadam BOT Project, for the construction of UHE de Santo Antônio, Jari River, in  Pará

Worked with Latham & Watkins, Promon Engenharia and Construtora Queiroz Galvão.

Eurobond Offering da CAEMI, for financing of exports

Worked with Mayer, Brown and Long Term Credit Bank of Japan.

Privatization of the Southeastern region (São Paulo, Rio de Janeiro and Minas Gerais) of Rede Ferroviária Federal S.A.

Advised CAEMI, which acquired control together with CSN, Usiminas and Gerdau.

Privatization of Bahiagás

Advised the State of Bahia and Deutsche Bank in connection with the privatization, including due diligence.

Privatization of the Brazilian Telecommunication System

Advised several bidders, including  Citicorp/Citibank group, together with Shearman & Sterling.

Privatization of Energy Company CELPE (State of Pernambuco)

Advised UtiliCorp United with respect to due diligence and structuring of purchase.

Securitization of export receivables of OPP Petroquímica S.A.

Advised lenders Credit Lyonnais and Banco Bilbao Vizcaya.

Worked with Cleary, Gotlieb.

Restructuring of TV Filme Inc.

Advised creditors of the company, which is a cable TV in Brasília.

Worked with Jones Day and Pinheiro Neto.

Construction of Mina de Águas Claras, em Minas Gerais

Iron ore MBR project, together with port and railway.

Worked with Jones Day and Debevoise & Plimpton.

Securitization of export receivables of Aços Minas Gerais S.A.- Açominas

Worked with Mayer Brown and Daiwa Securities.

Offering of CRI’s (Real Estate Receivables Certificates) by Ancar Ivanhoe Shopping Centers.

For financing of construction of shopping Center in São Paulo.

Represented the company and worked with Bradesco BBI and Pinheiro Guimarães.

OTHER M&A TRANSACTIONS

  • purchase by CAEMI of relevant stake of Hanna Mining Corporation in MBR. Worked with Jones Day

  • purchase by grupo Gerdau group of pig-iron plant of Cimetal group

  • purchase by  Mesbla S.A. of a relevant stake in Makro Brasil. Worked with Pinheiro Neto

  • sale by Iochpe group of relevant stake in its investment bank to Bankers Trust Co. Worked with Pinheiro Neto

  • sale of relevant stake in Banco Gulfinvest S.A. to Commercial Bank of Kuwait

  • incorporation of Companhia de Mineração e Participações for the development of gold project in Amapá

  • joint venture by and between Banco Garantia S.A. e Western Mining Co. for the development of a diamond mining project in Minas Gerais

  • joint venture by and between Usinor e Companhia Siderúrgica de Tubarão to incorporate and develop Siderúrgica Vega do Sul in Santa Catarina. Worked with Machado Meyer

  • joint venture for activities of the Canadian group Dorel Industries no Brasil, which resulted in the purchase of a controlling stake in  Caloi S.A.

  • sale by Monier group of Tégula Soluções para Telhado to Eternit S.A.

  • sale of control of engineering company SM21 to the French group ONET. Worked with com BMA

SELECTED ARBITRATION AND JUDICIAL CASES

(INCLUDING NEGOTIATION AND DEFINITION OF STRATEGY)

  • rejection due to total failure (turn-key contract) of the cargo teleferic projected to have attended several iron ore mines in Minas Gerais

  • rights of intellectual property (IP), comprising trademarks, patents and copyrights of Brazilian and international clients

  • take-or-pay contract related to railway cargo transportation

  • responsibility for fire on industrial equipment in the State of Goiás

  • force majeure waiver/hardship in railway cargo transportation

  • insurance responsibility due to accidents related to industrial equipments, collision of rolling stock in railways, sinking of ships, amongst others

  • corporate cases, such as disputes between controlling and minority partners or shareholders, payment obligations related to cumulative, mandatory and preferred dividends

  • representation of pension funds in cases of constitutional immunity on revenues and real estate property

  • discussions involving alternate criteria for payment of interest or monetary correction in public bonds

  • cases related to the kaolin industry involving patents and public domain

  • disputes related to fraudulent transactions in the Brazilian capital markets and stock exchanges

  • disputes related to performance, breach and economic balance of EPC agreements