Bio

Jonathan Lewis provides New York and English law advice in a wide range of corporate transactions, including public and private offerings of equity and high-yield debt securities, cross-border mergers and acquisitions, financings and structured transactions, liability management and restructurings. Mr. Lewis regularly represents issuers, underwriters, selling shareholders and sponsors. He also has experience in preparing clients for becoming publicly traded companies and advising clients on corporate transactional and securities compliance matters. Mr. Lewis' notable recent matters in Brazil and Latin America include:

  • advising the syndicate of underwriters led by Goldman Sachs & Co., J.P. Morgan and Morgan Stanley in connection with the SEC-registered initial public offering of XP Inc. and listing on Nasdaq. The transaction was the largest-ever U.S. IPO of a Brazilian company and the fourth-largest U.S. IPO in 2019, with a valuation of US$14.9 billion, raising gross proceeds of US$2.25 billion;
  • advising the initial purchasers of high-yield debt offerings by Cosan Limited (US$500 million notes due 2024), Fibria Celulose (US$700 million notes due 2027, a green bond issuance), Rumo (US$500 million 5.875% notes due 2025), Nexa Resources (US$700 million 5.375% notes due 2027) and Votorantim Cimentos (€500 million 3.50% notes due 2022);
  • advising the issuers/guarantors of high-yield debt offerings by Banco BTG Pactual (US$600 million 7.75% Tier 2 subordinated notes due 2029 and US$500 million 4.500% senior notes due 2025), CEMEX, S.A.B. de C.V (Mexico) (various bond issuances and other financing transactions), Hidrovias do Brasil (5.950% notes due 2025), Ultrapar Participacoes (U$$750 million 5.25% notes due 2026 and US$500 million 5.25% notes due 2029) and Usiminas Siderúrgicas de Minas Gerais—Usiminas (US$750 million 6.125% notes due 2026);
  • advising the underwriters of equity offerings by Azul (US$313 million SEC-registered secondary offering of ADRs), Eletropaulo, Energisa (US$481 million follow-on offering of equity units), Nexa Resources (US$500 million IPO registered in the U.S. and Canada dual listing on the NYSE and TSX), Rumo (R$2.6 billion follow-on equity offering) and Vinci Shopping Centers Fundo de Investimento Imobiliário (offering of FII quotas);
  • advising the issuers of equity offerings by Banco PAN (US$252 million primary and secondary follow-on offering), Banco BTG Pactual (US$570 million secondary follow-on offering), FPC Par Corretora de Seguros (R$600 million IPO) and Valid Soluções e Serviços de Segurança (US$100 million follow-on offering);
  • advising in connection with liability management transactions by companies including Banco BTG Pactual, Banco do Brasil, Banco BMG, Banco Mercantil, Banco Pan, Banco Votorantim, Cielo (an innovative notes unit separation), Companhia Brasileira de Aluminio, General Shopping (an innovative exchange of subordinated unsecured notes for new senior secured notes and global depositary shares), InterCement and Votorantim Cimentos/St Marys (Canada);
  • advising in relation to mergers and acquisitions including Estre Ambiental in its business combination with Boulevard Acquisition Corp. II; GP Investments Acquisition Corp. in its business combination with Rimini Street; GP Investments Acquisition Corp. in its proposed, but terminated, business combination with World Kitchen; and BTG Pactual Group in the US$1.6 billion spin-off of a portion of its commodity trading unit; and
  • counseling companies in relation to various corporate governance, regulatory and transactional matters, as well as advising in connection with financial restructurings, internal investigations and corporate and commercial disputes matters.

Credentials

Education

  • Postgraduate Certificate In Laws, College of Law of England and Wales, 2007
  • LL.B.(Hons), The University of Nottingham, 2006

Admissions

  • Solicitor, England and Wales
  • Foreign Consultant admitted by the Ordem dos Advogados do Brasil (Brazilian Bar), São Paulo section
  • New York

Languages

  • English
  • Portuguese

Jonathan A. Lewis