J. Mathias von Bernuth
J. Mathias von Bernuth heads Skadden’s São Paulo office. He focuses his practice on mergers and acquisitions, and capital markets matters, providing New York law advice to clients in a wide range of cross-border deals and financing transactions.

Bio

Mr. von Bernuth has extensive experience across a variety of industries, including energy, oil and gas, steel, telecommunications, financial services, real estate, manufacturing, education, infrastructure, transportation and retail. He regularly represents Brazilian and other Latin American issuers as well as underwriters on SEC-registered transactions, 144A/Regulation S offerings and private placements of debt (including high-yield debt) and equity securities.

Mr. von Bernuth has been listed in Chambers Global: The World’s Leading Lawyers for Business 2015-17, Chambers Latin America 2014-17 (Capital Markets: Brazil category), Who’s Who Legal — Brazil (2013-16), Who’s Who Legal — Capital Markets (2016) and has been named as one of Latin America’s Top 100 Lawyers by Latinvex (2014-16).

Notable matters include representing:

  • General Shopping Brasil S.A. and subsidiaries in the private exchange of subordinated unsecured notes issued by General Shopping Investments Limited for new senior secured notes offered by General Shopping Investments Limited and global depositary shares representing common shares of General Shopping Brasil S.A. This was the first exchange offer in Brazil involving global depositary shares;
  • Citigroup Global Markets Brasil, Bank Of America Merrill Lynch Banco Multiplo S.A., Banco BTG Pactual S.A., Banco Bradesco BBI S.A., Banco Santander (Brasil) S.A., Banco Modal S.A. and XP Investimentos Corretora de Cambio as underwriters in a US$481 million Rule 144A/Regulation S follow-on offering of equity units by Energisa S.A. (Brazil);
  • Ultrapar International S.A. as issuer and Ultrapar Participagoes S.A. and Ipiranga Produtos de PetrOleo S.A. as guarantors in a U$$750 million Rule 144A/Regulation S Offering of 5.25% Notes due 2026. The notes were listed on the Luxembourg Stock Exchange;
  • AES Tiete Energia S.A. (Brazil) in connection with an internal corporate restructuring involving, among other steps, the Rule 144A/Regulation S exchange offer of equity securities in the form of AES units and AES American depositary shares;
  • Valid Soluções e Serviços de Segurança em Meios de Pagamento e Identificação S.A. in connection with its $100 million follow-on offering of common shares under Rule 144A/Reg S, with a simultaneous offering in Brazil under CVM Rule 476, a novel private placement exemption from the registration requirements of Brazilian securities law. This was the first offering of its kind in Brazil under CVM Rule 476;
  • FPC Par Corretora de Seguros S.A. and the selling shareholders in their initial public offering of common shares under Rule 144A/Reg S. The shares were listed on the Novo Mercado segment of BM&FBOVESPA, the São Paulo Stock Exchange;
  • Citigroup, Deutsche Bank, HSBC, Banco Votorantim, Banco do Brasil, Bank of America Merrill Lynch, Mitsubishi UFJ Financial Group and Santander, as initial purchasers, of Votorantim Cimentos S.A.’s €500 million offering of 3.50% Notes due 2022 under Rule 144A/Reg S. The notes were listed on the Irish Stock Exchange;
  • BTG Investments L.P. in the establishment of its unguaranteed $3 billion medium-term notes programme, listed on the Luxembourg Stock Exchange;
  • Banco Votorantim, Banco do Brasil, Citigroup and Standard Chartered, as dealer managers, in Banco Votorantim’s offer to purchase for cash up to R$1.15 billion of its outstanding 7.375% Subordinated Notes due 2020, listed on the Irish Stock Exchange;
  • GP Investments, an alternative investments firm, in its going-private tender offer for all the shares of BHG S.A. - Brazil Hospitality Group, a company listed on the São Paulo Stock Exchange;
  • Banco Bradesco BBI S.A., Banco BTG Pactual S.A. — Cayman Branch, Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and Itau BBA USA Securities, Inc. as joint bookrunners in a $750 million Rule 144A/Reg S offering of 5.75% senior notes due 2024 issued by Cimpor Financial Operations B.V.;
  • Banco BTG Pactual S.A. in a:
    • $1 billion Rule 144A/Reg S offering of 4% senior notes due 2020, under its $3 billion medium-term note program. The notes were listed on the Luxembourg Stock Exchange; and
    • $160 million Reg S offering of 4.1% senior notes denominated in Chinese Renminbi due 2016 under Banco BTG Pactual’s medium-term note program. This was the first public offering of Brazilian bonds in the Chinese market;
  • the underwriters in the $350 million Rule 144A/Reg S IPO of common shares of Biosev S.A.; and in the $467,000 Rule 144A/Reg S offering of put options of Hédera Investimentos e Partcipações Ltda., which granted its holders the right to sell to Hédera and required Hédera to purchase from its holders, one common share of Biosev at a price of R$15.00 per common share on July 21, 2014. The common shares were listed on the Novo Mercado segment of BM&FBOVESPA, the São Paulo Stock Exchange, and the put options were listed on the Mercado de Derivativos segment of BM&FBOVESPA;
  • the underwriters in the $250 million Rule 144A/Reg S follow-on offering of units of Abril Educação S.A., which were listed on the Level 2 segment of BM&FBOVESPA, the São Paulo Stock Exchange;
  • BTG Pactual, Santander, Credit Suisse, BofA Merril Lynch and Brasdesco BBI in connection with the secondary offering of 6,893,697 quotas of Fundo de Investimento Imobiliário — FII BTG Pactual Corporate Office Fund, Brazil’s largest real estate investment fund in terms of quotaholders’ equity, held by BCRE Portfolio Fund I L.P. The R$1.1 billion (approximately $518.5 million) offering was the first offering of its size of quotas of a Brazilian real estate fund pursuant to Rule 144A/Reg S;
  • GAEC Educação S.A. (Anima) as issuer in its $220 million Rule 144A/Reg S IPO of equity securities. The securities were listed on the Novo Mercado segment of BM&FBOVESPA, the São Paulo Stock Exchange;
  • Equatorial Energia S.A. on the international aspects of its acquisition out of bankruptcy of a majority interest in Centrais Elétricas do Pará S.A. — Celpa from Rede Energia S.A. (prior to joining Skadden);
  • the underwriters in the $2 billion IPO of BTG Pactual S.A., the first IPO by a Brazil-based investment bank (prior to joining Skadden);
  • the international underwriters in the $69 billion equity offering by Petrobras, the Brazilian state oil company, in the largest equity offering of all time, as well as several of the company’s debt offerings (prior to joining Skadden); and
  • various U.S. private equity firms in numerous acquisitions and divestitures of U.S. and global portfolio companies (prior to joining Skadden).


Recognition

Chambers Global: The World’s Leading Lawyers for Business 2015-2017

Chambers Latin America 2014-2017 (Capital Markets: Brazil)

Latin America’s Top 100 Lawyers, Latinvex (2014-16)

Who’s Who Legal — Brazil (2013-16)

Credentials

Education

  • LL.M., Columbia University School of Law, 2004 (Harlan Fiske Stone Scholar)
  • Dr. jur., University of Munich, 1999

Admissions

  • Foreign Consultant admitted by the Ordem dos Advogados do Brasil – Secção de São Paulo (São Paulo Bar)
  • New York

Languages

  • English
  • Portuguese
  • German
  • Spanish

J. Mathias von Bernuth

Partner, Mergers and Acquisitions; Corporate Finance
mathias.vonbernuth@skadden.com