Guilherme Bertolini
PRACTICE AREAS
Competition/Antitrust; M&A
EDUCATION
- LL.B., Law School of the University of São Paulo.
CARRER
Guilherme focuses his practice on mergers and acquisitions, involving the negotiation of stock purchase agreements, as well as investment and shareholders’ agreements, and the creation of corporate structures.
He also works with corporate reorganizations, for either corporate groups or in situations involving wealth and succession planning. His experience extends to the regulation of publicly-traded companies and corporate law in general.
Guilherme also advises clients on antitrust merger control matters, and has experience on complex merger control issues and in representing clients before the Brazilian Antitrust Authority.
MAIN CLIENTS: Swiss Re, IG4 Capital, IMES, Chiesi.
WORK EXAMPLE: Together with Cascione’s Antitrust Team, Guilherme has advised clients in complex cases, among which we highlight:
- Transactions involving the client IG4 Capital (pioneer in private equity in Latin America) in three different occasions: (i) IG4’s acquisition of shares in Novo Metropolitano from Andrade Gutierrez, (ii) IG4’s acquisition of hospital Zona Norte; and (iii) IG4’S acquisition of CLI;
- Represented Instituto Mantenedor de Ensino Superior da Bahia’s (IMES) approx. BRL 1 bi divestment of Instituto de Ensino em Saúde to Mubadala Investment Company PJSC, Abu Dhabi’s sovereign fund;
- Advising Chiesi Farmacêutica, an experienced Italian pharmaceutical company, on its partnership with OM Pharma on the distribution of a medicine for respiratory infections – a particularly time-critical deal, considering the relevance of guaranteeing the continuous supply of such product, which could be used to treat Covid-19 related symptoms in Brazil, which involved exchange of commercially sensitive information, a Brazilian antitrust hot topic issue. [HIGHLY CONFIDENTIAL – NOT TO BE PUBLISHED].
- Advising Swiss Re on its acquisition for approx. BRL 286 million of a 30%-shareholding of the Brazilian leader insurance services provider, Tempo Assist, from its controlling group, the Carlyle Group. This transaction comprehended 4 relevant markets and a strategy on the market definition to avoid triggering CADE´s full form; [HIGHLY CONFIDENTIAL – NOT TO BE PUBLISHED]
- Advising Abril on its acquisition by Cavalry. The transaction was challenged by Abril’s competitors and clients, but the antitrust team developed a very successful strategy to quickly prevent the competitors from being admitted as third parties and, therefore, not be qualified to present an appeal against the initial approval. The transaction was unconditionally cleared by CADE and represented a major step for the restructure of Grupo Abril.
As regards his works on the Cascione’s M&A Practice area, Guilherme has worked in high-level cases, among which we highlight:
- Assistance in the sale of Swiss Re’s stake in Sul America Seguros, a leading company in the health insurance market in Brazil. Operation Value: USD 334 million;
- Advising the Abril on the sale of 100% of Abril Group, including Veja, Exame and Quatro Rodas magazines, as well as the entire logistics delivery arm (including magazine and newspaper deliveries and general delivery services) to Legion Investimentos;
- Advising IG4 Capital in (i) the purchase of minority shareholders of Hospital Novo Metropolitano; and (ii) in the purchase of Hospital Zona Norte.
PUBLICATIONS:
- Co-authored the paper “M&A and Distressed Companies: The Out-of-Court Reorganization Alternative”, published in October, 2017.