São Paulo – A cross-practice team at global law firm Hogan Lovells Cadwalader has advised ENGIE Brasil Energia S.A. (B3: EGIE3) (“ENGIE Brasil”) on its follow-on equity offering, raising gross proceeds of approximately R$8.4 billion through the issuance of 274,082,684 common shares, among the largest equity offerings ever executed by a privately owned power company in the history of the Brazilian capital markets.
The transaction involved the in-kind contribution of ENGIE Brasil Participações’ 40% stake in Jirau Energia, the fourth largest hydropower plant in Brazil, alongside a cash component from minority shareholders and new investors, allowing the company to raise incremental capital to strengthen and optimize its capital structure while preserving shareholders’ pro rata subscription rights.
The shares were publicly offered in Brazil under CVM Resolution 160, with coordination from Itaú BBA Assessoria Financeira S.A., Banco Santander (Brasil) S.A., Banco Bradesco BBI S.A., BTG Pactual Investment Banking Ltda., and Banco Morgan Stanley S.A. Concurrently, the shares were privately placed with qualified institutional buyers in the United States and institutional and other eligible investors outside the United States and Brazil through international placement agents Itaú BBA USA Securities, Inc., Santander US Capital Markets LLC, Bradesco Securities, Inc., BTG Pactual US Capital LLC, and Morgan Stanley & Co. LLC.
ENGIE Brasil’s shares are listed on the Novo Mercado segment of the B3 – Brasil, Bolsa, Balcão under EGIE3.
The Hogan Lovells Cadwalader team was led by partners Isabel Costa Carvalho and Jonathan Lewis (both Securities & Public Company Advisory, São Paulo). The team also included partner Nicola Lemay (Tax, Pensions & Benefits, Boston), counsel Chasse Osborn (Tax, Pensions & Benefits, Boston), senior associate Felipe Lacerda (Securities & Public Company Advisory, São Paulo) and associate Leah Mazzuco (Securities & Public Company Advisory, São Paulo).
This transaction reinforces Hogan Lovells Cadwalader’s market-leading experience advising clients on sophisticated cross-border equity capital markets transactions in Brazil.
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