Mexico’s revision of maritime regulatory framework brings clarity in wake of energy reform

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By Benjamin Torres and Hector Medina

Baker & McKenzie México 

Mexico is restructuring its entire regulatory framework governing the energy sector, and hasn’t neglected the need to address ambiguities hindering private sector participation in linked industries governed by maritime law.

The first step in the country’s sweeping energy reform was taken by the Mexican government on 20 December, 2013, with landmark amendments to certain key articles of the Mexican Constitution related to the energy sector, including hydrocarbons and power generation. Those amendments are the legal foundation for broader participation by private entities in several activities that were previously reserved for Mexican nationals or the Mexican state.

Mexico has made several attempts to stimulate the development of its energy sector over the years, including the so-called “Energy Reform” spearheaded by former president Felipe Calderon in 2008. The truth is, none of the previous attempts had the desired effect, since any real change required a revision of the fundamental legal framework governing the energy sector in Mexico: the Constitution.

The recent constitutional reforms have led to the enactment of a new set of energy laws and regulations as well as substantive amendments to other laws and regulations to align them with the new energy reform framework. The intention is clear: to allow greater private participation in the entire Mexican energy sector, downstream, midstream and upstream, whether hydrocarbons or power.

The reform is still in its implementation phase and there are several regulations, administrative guidelines and other regulatory provisions yet to be issued. However, over the last year, the reform has achieved measurable results, particularly in the hydrocarbons sector with the publication of tenders for offshore shallow-water exploration and production and production enhancement under the Round One bidding procedure, which were published by the recently strengthened Mexican National Hydrocarbons Commission (CNH). The call for tenders has been well received by many of the relevant players in the domestic and international energy industry. Several well-known companies in the upstream sector are participating in different stages of the tender process.

There are other sectors of activity that have been realigned with the new energy policies introduced by the Mexican government as a result of the constitutional reforms. The maritime sector, which has a very close connection to the oil and gas industry in offshore exploration and production operations, is governed by the Navigation and Maritime Commerce Law enacted in June 2006 (the NMC law).

The NMC law governs the operation of vessels and other naval artifacts in Mexican waters as well as the most important agreements related to such activities including charter parties and purchase and sale agreements, among others. A naval artifact is defined as any fixed or floating structure not designed or built for navigation but that is capable of being moved on the water by itself or by another vessel, or built on the water.

Regulations for the NMC Law were published in the Federal Official Gazette on 4 March, 2015 and became effective on 4 April, 2015.

Prior to the enactment of the NMC law, two previous versions of navigation laws coexisted and remained in force: a Navigation Law enacted in 1994 as well as another Navigation Law and Maritime Commerce Law enacted in 1963. Both were repealed by the new NMC law except for certain regulations under the Navigation Law of 1994, which remained in effect. Those regulations have now been furnished by the new regulation published on 4 March, 2015, which offer new guidelines for private sector business opportunities.

Prior to the new regulations of the NMC Law, the legal standing of foreign vessels in Mexican waters operated by foreign navigation companies was not entirely clear and according to some interpretations, only Mexican navigation companies could operate foreign-flagged vessels in Mexico by securing a temporary navigation permit limited to a maximum of two years. These permits are granted for a period of three months and can be renewed up to seven times. If the vessel stays more than two years in Mexican waters, it has to be flagged as Mexican, but certain exceptions may apply for highly specialized vessels, including those dedicated to oil and gas activities.

It was, however, possible for foreign navigation companies to operate foreign-flagged naval artifacts, such as drilling rigs and production platforms under temporary authorizations. This confusing legal structure led foreigners to implement complex corporate and tax structures involving incorporation of Mexican navigation companies to hold permits to operate foreign-flagged vessels and still comply with restrictions on foreign investment provided by the law.

The new regulations to the NMC law provide a much clearer process to allow foreign entities to secure permits to operate foreign-flagged vessels and naval artifacts, such as rigs and production platforms. Although foreign navigation companies will continue to face some restrictions, these will not represent a significant obstacle to their business activities. Moreover, the new regulations provide specific treatment for vessels and naval artifacts dedicated to oil and gas activities, including its regulation of navigation and permanency in Mexican waters, safety and inspection, crew training, and prevention of pollution caused by hydrocarbons, among other matters critically important to prepare an efficient business plan.

Article 40 of the NMC law provides that “the operation and exploitation of vessels in interior and coastal navigation is reserved to Mexican navigation companies with Mexican vessels”. However, an exception is provided in case of the lack of existence of available Mexican vessels in equal technical conditions or in case of public interest, where it is possible to grant temporary permits for coastal navigation in favor of Mexican navigation companies with foreign vessels.

Moreover, Article 41 of the NMC law provides that “having conducted the bidding process with the preference provided under items I and II of the above Article, a permit may be granted for a new procedure including foreign navigation companies with foreign vessels.” It is important to mention that prior the enactment of the new regulations to the NMC law, there was no clear procedure provided to include foreign navigation companies with foreign vessels and therefore to issue temporary navigation permits in favor of foreign navigation companies with foreign vessels, as provided under Article 41.

Now, the new regulations to the NMC law, provide under Article 226 that, “the foreign navigation companies, in order to exploit and operate foreign vessels in coastal navigation, will require a temporary navigation permit according to Article 41 of the NMC law…”.

In light of the above, the possibility for a foreign navigation company to apply for a temporary navigation permit to operate foreign vessels in coastal Mexican waters has greater clarity than under the previous regulation. It is provided, however, that the Maritime Transportation Industrial Chamber must be notified as to the application of any permit, such that the chamber may indicate the availability of a Mexican vessel with the same technical capabilities. A general notice must be served to Mexican navigation companies so they can exercise their preferential right granted under Article 40 of the NMC law, as outlined above.

In conclusion, if a foreign navigation company applies for a temporary navigation permit to operate a foreign vessel in Mexican coastal waters, the procedure described above shall be conducted and all the conditions under Article 41 of the NMC law and under Article 226 of its new regulations must be complied with, so the corresponding authority can issue a navigation permit, even if it is a foreign navigation company with a foreign vessel.

OTHER OPPORTUNITIES IN MEXICO’S MARITIME SECTOR

Another important activity that is expected to be further developed in Mexico is ship building. This is also reflected in the new regulations to the NMC law, which added specific provisions and standards for such activities, including the granting of authorizations for shipyards to operate in Mexico.

The Mexican government’s effort to harmonize all sectors involved or related with the new energy industry has been remarkable, and the maritime sector constitutes clear evidence of this.

In addition to the enactment of the regulations to the NMC law, the federal government aims to foster and promote the sector. Last year, it announced a plan to update the applicable regulatory framework to increase the legal certainty in connection with the merchant marine; extend and modernize port infrastructure; and modernize the maritime fleet, focused on highly specialized equipment for the oil and gas sector. The plan also includes substantial investment.

Companies interested in participating in maritime business opportunities in Mexico will need to fully understand and be well advised of the Mexican maritime regulatory framework, including its recent developments, in order to carry out an effective business plan and implement the most efficient corporate and tax structures.

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About the authors

Benjamin Torres is a partner at Baker & McKenzie and head of the firm’s energy, mining and infrastructure practice in Mexico.

Hector Medina is an associate in the firm’s real estate group, and a member of the mining, energy and infrastructure practice group.

TTR Dealmaker Q&A – Manuel Romano (Jones Day Mexico)

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TTR Dealmaker Q&A

June, 2015

NII Holdings sells Nextel Mexico to AT&T

USD 1.88bn

Manuel Romano 
Jones Day Mexico

On 30 April, NII Holdings successfully concluded the sale of its Mexico-based subsidiary, Nextel de Mexico, to AT&T for USD 1.88bn. Manuel Romano, a partner in Jones Day’s Mexico City office who focuses his practice on mergers and acquisitions, led the local team that advised NII Holdings on the sale.
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Q: How did Jones Day land the mandate?

A: NII Holdings, the parent of Nextel Mexico, has been a longstanding client of the firm in the US. We have advised the company in various countries in Latin America and due to our deep experience in handling this type of cross-border transaction and the strength of our US-Mexico footprint, there was no beauty contest. We had helped them a few years ago with the sale and lease back of towers, so we were known by the Mexican subsidiary, and that made things easier.

Q: At what stage in the negotiations was Jones Day’s Mexico City office retained?

A: We were retained right after the bidding process was concluded, in November, 2014. To clarify, it was the firm that was retained, with lawyers in the US involved as well, not just our Mexico City office.

Q: What changes in the market paved the way for this transaction?

A: This deal happened because of the telecom reform – because the sector became clearly opened, so the dominant player is now induced not to be dominant, and in that sense, it has to divest certain assets and or share certain infrastructure, as we all know. I think we have to look at this from a federal administration standpoint. It took only one-and-a-half to two years to pass since the PRI took office and began waving the flag of telecom reform. Of course these reforms are hard to pass; they impact very important sectors and very important entities. América Móvil and or Telmex, was the most affected. Two years was not a long time to get it through the two chambers in Mexico.

Q: What were the most challenging aspects of the transaction from the Mexico perspective and for the lawyers from Jones Day in Mexico City?

A: They were two large entities. AT&T didn’t have a large presence before, but Nextel was obviously a large, complex entity. In general the regulatory aspects of Nextel were a challenge; this company had so many concessions that had to be looked at closely to see if authorization was required or a simple notice was required to the Instituto Federal de Telecomunicaciones (IFT). The sheer number of retail outlets was also a challenge. These were small stores that each had their own lease agreements. They topped 700, easily, and each had its difficulties being transferred. We had to identify which ones were important, and a lot of information had to go through the purchaser. The regulatory issues and volume of information presented a challenge.

Q: Were there any competition concerns surrounding the deal?

A: Our firm didn’t handle the antitrust process, but the hurdles with Iusacell when that deal took place were less than when the Nextel transaction happened. The conditions were very light, however; It’s hard to argue against a transaction where your competitor has 70% of the market. That was still the case when the Nextel sale unfolded.

“It’s hard to argue against a transaction where your competitor has 70% of the market.”

Q: What are some of the challenges in representing a sell-side client like NII in this deal?

A: The way that agreements are drafted on the sell side, the seller is responsible for any or most information that’s provided to the purchaser. It’s a challenge with companies and transactions of this size, to be exhaustive in providing information to the purchaser.

Q: How does this transaction reshape the playing field?

A: It definitely reshapes the market. For many, many years there was one huge player: América Móvil, Telmex and then Telefónica, Iusacell and Nextel; more than 70% of the market was dominated by Telmex. Iusacell and Nextel together will be a 15% player with deep pockets, and in this telecom market, a lot of money is required to invest, and that’s what you have with AT&T. You have a competitor with 15% of the market planning to invest its money in México.

Q: Where does this leave Telefónica/Movistar?

A: It leaves it in a better position. Now you have two big competitors against a huge giant; it’s a better position to have. Plus, the reform gives it access to infrastructure of the dominant player.

Q: How did this transaction demonstrate the capacities of Jones Day’s Mexico City office?

A: First because it was a big deal in the market given the value, in a sector where deals are big but deals are few, and second because our substantial capabilities in Mexico are part of an integrated law firm working collaboratively to advise clients on complex matters. In this case, the sale agreement is governed by New York law and our colleagues in the US were equally important to the deal’s success. With lawyers in Mexico City, New York, and several more Spanish-speaking lawyers in our Miami office on the team, we worked as a single firm. It’s a much more efficient and effective approach than information flowing between cooperating but distinct firms.

Q: Will your firm’s performance in this deal encourage other Mexican firms to merge with peers from the US?

A: I’m the biggest advocate of that concept. In the past year or two, many Mexican firms have merged. The rationale? From the US partner’s perspective, it’s a big market down there, what better way to serve our clients than to have a presence in Mexico?

Q: Have you found that Mexican corporates favor a local firm over a foreign firm that can provide the same service, or vice versa?

A: I don’t think Mexican corporates are enemies of their money – so they go for the best regardless of where the firm is from. Our approach to serving clients as one firm worldwide is a terrific fit for Mexican corporates.

Q: Is Mexico’s legal market ripe for consolidation?

A: We have a big economy by LatAm standards, and we’re the country with the smaller firms regionally. It will happen in Mexico and between Mexican firms and peers from abroad; internal consolidation doesn’t necessarily clash with cross-border deals. If you’re a smaller Mexican firm, you better do something; you cannot remain a five-lawyer firm.

Q: How does the firm split its work between buy-side and sell-side mandates?

A: I would say that we are 60-70% more on the buyer side, just because the US origin of the firm, and it’s more common for US entities to come and purchase businesses down here than for Mexican companies to go and buy.

Q: What’s your outlook for M&A activity in Mexico for the next 18 months?

A: It’s looking a lot better than 2008, about the time when we joined Jones Day, which opened in Mexico in 2009. Our side of the market, which is serving our global clients in Mexico, and mostly US clients because that’s where the firm comes from, is pretty simple: the US is doing better, interest rates are low, and lately, with the devaluation of the Mexican peso, we have richer clients to purchase those cheaper assets – it’s a good time and a good outlook as long as the US economy is doing well.

 

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Venture deals skyrocket in Mexico

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LATIN AMERICA

BRAZIL: Pharma deals on the upswing

Transactions involving pharmaceutical companies are on the rise in Brazil, with a 66.7% jump in deal volume in the January-May, 2015 period compared with the same five months in 2014. International investors have increased their share of deals in the segment, meanwhile, with 70% of acquisitions year-to-date led by foreign buyers compared to 50% between January and May, 2014.

Brazil--Map-(GIF)---brazil

 
MEXICO: Venture capital investment grows

Investment led by venture capital firms has grown by a whopping 685.2% in the first five months of 2015 compared to the same period in 2014, according to TTR data. The combined value of venture capital transactions between January and the end of May this year was USD 34.63m compared to USD 4.41m for the same period of 2014.

Rankings / League Tables

Latin America Ranking – 2015

Financial Advisory – Year to Date (YTD)

 

Banco BTG Pactual leads TTR’s Latin America financial advisory ranking by deal volume for the first five months of 2015, up from its second-place position at the same time last year, with 12 transactions worth just over USD 10bn combined. Banco Santander follows with nine transactions worth nearly USD 6bn, compared to its seven deals worth USD 657m at the end of May, 2014. The top two nudged last year’s leader, Banco Itaú BBA, to third place in the ranking, with its eight deals worth a combined USD 5.2bn. Banco Bradesco comes in at a solid fourth in the five-month ranking, advising on five deals worth more than USD 9bn, up from the number six spot with USD 3.55bn in transactions at this point last year. Pulling up the rear of the top-10 at the end of May, Deutsche Bank’s three deals are worth USD 10bn in aggregate, putting it only slightly behind the leading bank in Latin America by combined value. The German bank fell five spots in the ranking by volume, only to more than double its combined deal value from its six transactions worth a respectable USD 3.6bn at the close of May, 2014.

 

Legal Advisory – Year to Date (YTD)

 

Jones Day holds a wide lead in TTR’s Latin America legal advisory ranking with 15 deals worth a combined USD 2.4bn, nearly doubling its eight deals at the end of May last year, which had put it in second place behind Baker & McKenzie. Baker & McKenzie then had 15 deals worth USD 1.7bn; now it has advised on five worth USD 653m. Baker & McKenzie is tied with Holland & Knight in second place by volume, the latter falling to third only on account of the firm’s lower combined deal value of USD 295m. Sullivan & Cromwell, fourth in the chart by volume with four deals, leads by combined value of USD 4.78bn. Sullivan was absent from the top-10 at this point in 2014, as was Holland & Knight.

 

Brazil Ranking – 2015

Financial Advisory – Year to Date (YTD)

 

With Brazilian banks dominating the leading positions of TTR’s Latin America financial advisory chart, the corresponding Brazil ranking looks much the same in the top slots. BTG Pactual, which leads in Brazil by deal volume and aggregate value with eight transactions worth USD 9.8bn, has overtaken Banco Itaú, and thus swapped positions with its rival, compared to this time last year. Banco Santander has fallen to eighth with three deals worth just under USD 4bn, relinquishing its third place position at this time last year to Banco Bradesco BBI, which has advised on five deals worth more than USD 9bn YTD in 2015. Bank of America Merrill Lynch is jostling with the local heavyweights at fourth with five deals worth USD 1.85bn after not placing among the top-10 in the January-May period of 2014. PwC has advanced from eighth at the end of May last year, to place fifth advising on four deals worth USD 60.24m combined in the first five months of 2015. The trailing five in the top-10 chart all had three deals under their belts, and were accordingly weighted by aggregate deal value, a battle easily won by Rothschild and its USD 8.67bn in combined transactions.

 

Legal Advisory – Year to Date (YTD)

 

Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados leads the pack of law firms vying for supremacy in TTR’s Brazil legal advisory ranking at the close of May, 2015, with 18 deals worth an impressive 11bn. Mattos Filho had advised on 17 deals with combined value of USD 6.24bn in January-to-May, 2014. Demarest ranks second with 16 transactions together worth USD 2.43bn, up from eighth in the corresponding period last year when it had advised on 11 deals worth USD 1.53bn. Machado, Meyer, Sendacz e Opice Advogados rounds out the top-three with 15 deals worth USD 3.34bn combined, up from sixth at this time last year when it’d advised on 13 transactions worth USD 748m. Barbosa Müsnich Aragão wasn’t among the top-10 firms ranked by deal volume at the end of May last year, and now ranks fourth with 13 transactions worth USD 10.5bn. At fifth, Souza, Cescon, Barrieu & Flesch Advogados also advised on 13 deals, worth a combined USD 4.3bn, slightly outdone by Lefosse Advogados by value, which ranked tenth by volume with five deals worth USD 4.78bn in aggregate.

 

 

Mexico Ranking – 2015

Financial Advisory – Year to Date (YTD)

 

Banco Santander inched to the top of TTR’s Mexico financial advisory ranking at the close of May, advising on three transactions worth a combined USD 864m in the first five months of the year. Pablo Rión y Asociados tied the leader by deal volume with its three deals worth USD 34m combined. Pablo Rión is followed by BBVA, with two transactions worth USD 672m. Vace Partners also advised on two transactions, worth a combined USD 480m. None of the top-four firms by deal volume were among the top-10 ranking for the corresponding period in 2014. At fifth by volume, Deutsche Bank leads the pack by deal value with its sole transaction worth USD 2.55bn. At the close of May, 2014, Deutsche Bank ranked seventh with a single transaction under its belt in Mexico, worth USD 143m.

 

Legal Advisory – Year to Date (YTD)

Creel, García-Cuéllar, Aiza y Enríquez holds a comfortable lead at the top of TTR’s Mexico legal advisory ranking at the close of May, having advised on 13 transactions worth a combined USD 2.7bn. It also topped the chart at the close of May, 2014, when it had advised on 11 deals worth USD 815m for the first five months of the year. Galicia Abogados rose from seventh with two deals worth USD 750m, to second, with eight transactions worth a combined USD 5.32bn, over the same period, bumping Mijares, Angoitia, Cortés y Fuentes, to the number three slot from second in the January to May period last year, with eight deals, worth USD 1.71bn. Jones Day México follows in fourth place with six deals worth USD 2.17bn, ahead of Holland & Knight Mexico, with four transactions worth a combined USD 295m. Neither Jones Day nor Holland & Night placed among the top 10 for the first five months of 2014. Galicia leads the top-10 by combined deal value, followed by Nader Hayaux & Goebel Abogados, ranked sixth by volume with its three deals worth USD 3.34bn, and Santamarina y Steta Abogados, with three deals worth a combined USD 2.77bn.

 

Mexico’s energy reform begins to bear fruit

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LATIN AMERICA

BRAZIL: US buys on the increase

The number of deals led by US buyers in Brazil has increased 36.67% between January and May this year compared to the same period in 2014. Private equity led transactions in Brazil have also grown as a percentage of total deals from 30% to 41% over the same period.

Brazil--Map-(GIF)---

 
MEXICO: Energy reform catalyzes oil and gas deals

Energy reform launched by the Mexican government in the past year allowing for greater participation of foreign investors in the oil and gas sector has begun to bear fruit. Between January and May the combined deal value in the oil and gas industry shot up 86.6% compared to the same period in 2014 from USD 750m to USD 1.4bn, while deal volume in the sector increased accordingly from one to four transactions.

Rankings / League Tables

Latin America Ranking – 2015

Financial Advisory – Year to Date (YTD)

 

Banco BTG Pactual rose one spot to take the lead in TTR’s Latin America financial advisory ranking for the first four-and-a-half months of 2015 compared to the corresponding period in 2014. BTG’s 10 deals YTD represent a 41% decrease in deal volume compared to its performance in the corresponding period last year, but a 54% increase in combined deal value totaling just over USD 9bn. Santander increased both volume and combined value significantly jumping from ninth with five deals worth USD 216m at this point in 2014 to take second place with eight deals worth a combined USD 5.6bn at mid-May, 2015. Banco Itaú BBA rounds out the top three with its seven deals worth nearly USD 4.2bn, falling from its leading position in mid-May 2014 when it had advised on 27 transactions worth a combined USD 2.6bn. Banco Bradesco BBI held its fourth place position with five transactions compared to six in mid-May 2014, but grew its combined deal value by a 157% to USD 9.1bn. Bradesco was only outdone by Deutsche Bank in value terms, ranking last in the top-10 by volume but leading the chart by combined value with its three deals worth a combined USD 10bn.

 

Legal Advisory – Year to Date (YTD)

 

Jones Day shot to the top of TTR’s Latin America legal advisory ranking at mid-May advising on 14 transactions with a combined deal value of USD 2.2bn compared to its second-place position with eight transactions at the same time of year in 2014 valued at USD 1.9bn. Baker & McKenzie dropped a spot to second place with five deals worth USD 653m compared to 13 worth USD 722m at this time last year. Sullivan & Cromwell rounds out the top three with its four transactions worth a whopping USD 4.8bn, putting it in the lead by aggregate deal value after being absent among the top-10 in mid-May, 2014.

 

Brazil Ranking – 2015

Financial Advisory – Year to Date (YTD)

 

Banco BTG Pactual leads TTR’s financial advisory ranking in Brazil at mid-May, replacing Banco Itaú BBA which held the lead for the first four-and-a-half months of 2014. Itaú was bumped to second place followed by Bradesco BBI, holding firm to its number three spot at this time last year while leading the top-10 by aggregate deal value. Bank of America Merrill Lynch, PwC, Rothschild and JPMorgan, the fourth-, fifth-, sixth- and seventh-ranked firms, respectively, were absent from the top-10 at mid-May 2014. Rothschild ranked third in Brazil by deal value behind Bradesco and BTG Pactual.

 

Legal Advisory – Year to Date (YTD)

 

Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados leads TTR’s legal advisory ranking in Brazil for the first four-and-a-half months of 2015 with 17 transactions totaling USD 10.5bn, up from third place at this time last year when it had advised on 17 transactions worth USD 6.2bn. Demarest rose from eighth place at mid-May 2014 when it had advised on 10 deals worth a combined USD 534m to take second place with 15 deals worth nearly USD 1.5bn. Rounding out the top-three, Machado, Meyer, Sendacz e Opice Advogados advised on 13 transactions worth a combined USD 3.2bn. The firm ranked ninth at this time of year in 2014 with nine transactions worth a combined USD 585m. Barbosa Müsnich Aragão and Lefosse Advogados, at seventh and ninth in the top-10 ranking, respectively, did not figure among the leading firms by deal volume in the first four-and-a-half months of 2014. Both have had stellar years so far, Barbosa with eight deals worth a combined USD 9.28bn and Lefosse with five transactions together worth USD 4.7bn.

 

 

Mexico Ranking – 2015

Financial Advisory – Year to Date (YTD)

 

TTR’s top-10 financial advisory ranking for the first four-and-a-half months of 2015 is filled with ties in Mexico, with two Spanish banks and Vace Partners inching ahead of the pack by volume with two transactions each under their belts, namely BBVA, Banco Santander and Vace Partners in first-, second- and third-place postions, respectively. Citigroup was the only financial advisor among the top-10 that also made the ranking in the corresponding period of 2014. It advised on one transaction in each period.

 

Legal Advisory – Year to Date (YTD)

The firms in TTR’s top-10 Mexico legal advisory ranking YTD in 2015 distinguished themselves clearly from one another, led by Creel, García-Cuéllar, Aiza y Enríquez with 13 transactions valued at a combined USD 2.7bn. Creel also led the ranking in the first four-and-a-half months of 2014, with nine deals worth a combined USD 637m. Galicia rose from fifth for the corresponding period in 2014 when it had advised on two transactions worth USD 750m, to take the number two spot with six deals worth a combined total of just under USD 5.3bn, leading the top-10 by value. Mijares, Angoitia, Cortés y Fuentes fell one spot from second place with five deals worth USD 1.68bn at mid-May, 2014 to third YTD in 2015, having advised on six transactions also worth roughly USD 1.68bn in aggregate. Jones Day ranks fourth with five deals worth USD 1.96bn, after being absent among the top-10 for the corresponding period of 2014. Nader Hayaux & Goebel ranks fifth in the YTD ranking by volume with three deals and second by value with transactions worth a combined USD 3.3bn. Nader had advised on only two deals worth a combined total of USD 132m at this time last year.

 

Brasil-Cresce o interesse de investidores estrangeiros na indústria farmacêutica brasileira

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Relatório mensal sobre o mercado transacional brasileiro

Cresce o interesse de investidores estrangeiros na indústria farmacêutica brasileira

  • No acumulado do ano o país que mais realizou aquisições de participações em empresas brasileiras foram os Estados Unidos, registrando até agora 41 transações que somam BRL 8,05bi

São Paulo, 9 de junho de 2015 – Neste mês de maio o mercado transacional brasileiro registrou 48 transações que movimentaram aproximadamente BRL 8,86bi, entre anunciadas e concluídas,  tendo em conta as transações com valor divulgado, segundo o Relatório Mensal TTR (www.TTRecord.com).

No acumulado do ano foram registradas 353 transações que movimentaram aproximadamente BRL 56,55bi. Do total de transações registradas neste mês, aproximadamente 10,41% envolveram fundos de Private Equity e 10,41% envolveram fundos de Venture Capital.

Este mês em comparação com o mesmo período dos anos de 2014, 2013 e 2012 registrou um número inferior de transações, e também, em cifras movimentadas.

Subsetores mais ativos

No acumulado do ano os subsetores de Internet e Tecnologia estão entre os mais ativos seguindo uma tendência dos últimos anos. Também se destacam os subsetores Financeiro e Seguros e Indústria Alimentar como o terceiro e quarto mais ativos.

Em relação aos dados deste mês, o subsetor com o maior número de operações foi Internet (9), seguido por Financeiro e Seguros (6), Saúde, Higiene e Estética (6) e Tecnologia (5).

Aquisições feitas por empresas estrangeiras no Brasil

No acumulado do ano o país que mais realizou aquisições de participações em empresas brasileiras foram os Estados Unidos, registrando até agora 41 transações que somam BRL 8,05bi.

O segundo país que mais realizou aquisições de empresas brasileiras até agora foi a Alemanha, com 9 transações, e o terceiro foi a França com um total de 7 operações.

De janeiro a maio deste ano as aquisições realizadas por empresas estrangeiras na indústria farmacêutica brasileira representou 70% do total de transações registradas, enquanto que em 2014 neste mesmo período representou 50% do total.

Aquisições brasileiras no estrangeiro

No acumulado do ano o país onde o Brasil mais realizou aquisições foi a Colômbia. Em total as empresas brasileiras realizaram 4 operações em território colombiano que somam BRL 86,15m.

Os investimentos brasileiros deste ano também foram destinados à Suíça, com 3 transações, Espanha, Chile e Estados Unidos, cada um com 2 operações, e Bolívia, Bermudas, África do Sul, Argentina e Portugal, cada um com 1 transação. Em total as empresas brasileiras investiram aproximadamente BRL 626,39m em países estrangeiros.

Fusões e aquisições na América Latina

No acumulado do ano, as empresas brasileiras foram as que mais realizaram transações na América Latina, seguidas pelas empresas mexicanas (135 transações), empresas colombianas (80 transações) e pelas empresas chilenas (70 transações).

Private Equity

O número de transações envolvendo Private Equity em maio deste ano é igual ao registrado no mesmo período do ano passado. Foram registradas 5 transações.

No acumulado do ano já foram registradas 34 transações envolvendo Private Equity que somam BRL 4,08bi.

Venture Capital

Em maio deste ano foram registradas 5 transações envolvendo fundos de Venture Capital, frente as 14 registradas no mesmo período do ano passado.

No que se refere ao acumulado do ano, até agora já foram registradas 48 transações envolvendo Venture Capital, que somam um total movimentado de BRL 336,1m.

Transação do mês

A transação destacada no mês de maio pelo TTR foi a aquisição realizada pela empresa italiana Fedrigoni, através de sua subsidiária brasileira Aroconvert Brasil, de 100% do capital social da Arjo Wiggins por BRL 85m. Participaram como assessores jurídicos desta transação os escritórios Machado, Meyer, Sendacz e Opice Advogados; Lobo & de Rizzo Advogados; Chiomenti Studio Legale e os assessores In-house da vendedora, Sequana Group.

Para mais informações:

Wagner Rodrigues

TTR – Transactional Track Record

Tlf. + 34 91 279 87 59

wagner.rodrigues@TTRecord.com

www.TTRecord.com

TTR – Transactional Track Record é um serviço premium online que ajuda aos profissionais do mercado transacional a potencializar seus negócios em todo o mundo de língua portuguesa e espanhola, oferecendo inteligência prospectiva e oportunidades de negócio em transações anunciadas, completadas ou canceladas em todos os setores da indústria.