Clients endorse head of department Carlos Motta's "pro-business attitude," and add: "He finds straightforward solutions to our problems and doesn't overcomplicate matters."
Chambers Latin America

Overview

Carlos Motta has been the head of the Capital Markets & Securitization practice and co-head of the Corporate area of Tauil & Chequer Advogados since 2010. Before becoming a partner of the firm, Carlos was a partner at Machado, Meyer, Sendacz & Opice Advogados and an associate at Simpson Thacher & Bartlett LLP in New York.

His practice includes mergers and acquisitions (M&A), public offerings of shares (including IPOs), issues of debt securities (such as debentures, promissory notes, bonds and real estate receivable certificates), corporate law and capital markets in general.

Spoken Languages

  • English
  • Portuguese

Experience

Carlos’s experience includes:

Mergers and Acquisitions (M&A). Advice to companies, banks and financial advisors in relation to merges and acquisitions, including cases involving public companies, joint ventures, private equity, capital increase, takeovers and other acquisitions of shareholding interests, purchase and sale of shares, among other transactions.

Capital Markets Transactions. Advice to issuers and managers in relation to Initial Public offers and follow-ons in accordance with Instructions 400 and and 471 of the Brazilian Securities Commission, as well as transactions on the basis of restricted placement efforts, pursuant to Instruction 476 of the Brazilian Securities Commission for shares and debt securities (debentures, promissory notes, bonds and Real State Receivable Certificates), in addition to tender offers of shares in public companies.

Corporate Law, Capital Markets and Corporate Governance. Expert advice in relation to routine corporate law, capital markets and corporate governance issues, including representing controllers, directors and officers of public corporations, companies and investment banks with complex issues, general meetings, board of directors’ meetings, including representation before the Brazilian Securities Commission (CVM), BM&FBOVESPA, CETIP and the Brazilian Financial and Capital Markets Association (ANBIMA) .

M&A TRANSACTIONS AND OTHER RELATED TRANSACTIONS.

  • Assisted Banco BTG Pactual S.A. and Banco Bradesco S.A. in the financing of the acquisition of Faculdades Metropolitanas Unidas Educacionais Ltda., União Educacional de São Paulo S.A. and Sociedade de Cultura e Ensino Ltda. by Rede Internacional de Universidades Laureate Ltda., in the amount of R$259 million.
  • Represented Ying Fundo de Investimento em Participações (an exclusive fund of Mr. Carlos Roberto Wizard Martin’s family, former owner of Multi Group) in the acquisition of totality of the shares of MV Investimentos S.A., holding of the “Mundo Verde” franchising network.
  • Represented Vale Presente S.A. and its controlling shareholder on the sale and subscription, by Caixa Econômica Federal, of 49% of the shares issued by Vale Presente S.A.
  • Represented MM2 Holding S.A. on the acquisition of quotas and subsequent merger of the Micelli Group and the Meridional Group, both acting the field of labor medicine assistance.
  • Represented the controlling shareholders of VCCL Participações S.A. (a holding company of Grupo Multi – the biggest franchise network in the country and owner of Wizard, Yazigi and Skill, among others) on the sale of all of the shares issued by VCCL Participações S.A. to Pearson.
  • Represented Banco BTG Pactual S.A. in the acquisition of the totality of the shares of Petra Energia Parnaíba S.A. (former corporate name of BPMB Parnaíba S.A.) previously held by Petra Energia S.A., in consideration for debts contracted by Petra Energia S.A. and its shareholders before Banco BTG Pactual S.A.
  • Represented REP – Real Estate Partners Desenvolvimento Imobiliário S.A. in the acquisition of 70% of the quotas issued by REP KRC Participações Imobiliárias Ltda. held by Kimco Brazil Investment, LLC, as well as in the acquisition of the quotas issued by its controlled companies which were previously also held by Kimco Brazil Investment, LLC, so that REP – Real Estate Partners Desenvolvimento Imobiliário S.A. became the owner, directly and indirectly, of 100% of the quotas issued by REP KRC Participações Imobiliárias Ltda. and its controlled companies.
  • Represented ADC&HAS Airports Worldwide Inc., in the process of a consortium establishment attempt in order to participate in an auction related to Galeão international airport concession.
  • Represented RR Participações S.A. in the investment of Cemig Geração e Transmissão S.A. in Renova Energia S.A. to acquire Brasil PCH S.A., in the total amount of R$1,4 billion.
  • Represented Fundo de Investimento em Participações de Infraestrutura XP Omega I in the acquisition of convertible preferred shares of up to 50% less 1 share of the total capital of Asteri Energia S.A. (Omega Energia Group), in the total amount of up to R$155 million.
  • Represented Publicis Group (world's largest advertising group) in the acquisition of the totality of the shares of Espalhe Comunicação Estratégica Ltda.
  • Represented Locaweb Serviços de Internet S.A., in the acquisition of ALLIN Tecnologia da Comunicação Ltda., Brazilian company of sending and management of email marketing.
  • Represented VCCL Participações S.A. (Multi Group’s holding company, which is the largest franchise group in Brazil) in the acquisition of the totality of the shares of Ezlearn Educacional S.A. through a direct acquisition of shares and the merge of the remaining shares into VCCL Participações S.A.
  • Represented Publicis Group in the acquisition of the final corporate interest of the formers shareholders of Talent Propaganda S.A., in this company.
  • Represented the Publicis Group, in the acquisition of the totally of the control of Taterka advertising agency.
  • Represented the shareholders of Forte Securitizadora S.A. in the transaction of sale of 100% of its shares to investors of the same line of business.
  • Represented the shareholders of ART - Araucária Rail Tecnology Ltda., a rail technology company controlled by ALL - América Latina Logistica S.A., which develops hardware and software for the operating companies in the rail sector, in the private equity transaction by mezzanine fund Darby Overseas Investments Ltd., owned by Franklin Templeton Investments.
  • Represented Locaweb Serviços de Internet S.A., a pioneer and leader in Latin America in the supply of IT services in the acquisition of the control of Tray Participações S.A., a platform of e-commerce with more than 4,500 clients.
  • Represented BTG Pactual Participações on the sale of STR Projetos e Participações em Recursos Naturais to STR Projetos e Participações for R$699.7 million.
  • Represented PDG Realty S.A. Empreendimentos e Participações in the investment made, via the issuance of shares and convertible debentures, by the Vinci Partners and other shareholders of PDG, in the total value of up to R$797.9 million.
  • Represented Sensus, a leading global solutions and technologies company in the optimization of electricity services, as well as meters, regulators and solutions in order to save water and gas, in the acquisition of a minority shareholding participation of CAS Tecnologia S.A., a leading Brazilian company in the segment of MDM (Meter Data Management), that develops technologies for management natural resources, security, IT operations, measurement of water and gas transactions and electronic documents.
  • Represented Renova Energia S.A. in the transaction involving the investment made by BNDES Participações S.A., by an increase of the company’s capital through a private subscription of new shares in the total amount of R$314 million.
  • Represented Leo Burnett, advertising agency of the Publicis Group, in the acquisition of 5% of equity interest in Tailor Made advertising agency.
  • Represented ADC&HAS Airport Inc. that, together with Fidens Engenharia S.A. and Millstream Ltd., established the ADC&HAS-Fidens-Millstream Consortium and participated in the auction related to the Brasília airport international concession.
  • Represented the quotaholders of Rodoviário Schio Ltda., one of the leading logistics companies in Mercosul for temperature controlled products, in its acquisition by JSL S.A.
  • Represented Warehouse in Brazilian issues in its investment in a project of a Texas university laboratory in Brazil, which intends to transform ethanol into jet fuel, one of the three selected investments to mark the debut of venture capital investments of Warehouse.
  • Represented Renova Energia S.A. in the investment to be done by Light S.A. through the private subscription of new shares in the total amount of R$360 million for the control sharing of Renova Energia S.A. with RR Participações S.A.
  • Represented PDG Realty S.A. Empreendimentos e Participações in the acquisition of REP - Real Estate Partners Desenvolvimento Imobiliário S.A. control.
  • Represented Best Cool & Fun Games – Free Game App Creation Desenvolvimento de Aplicativos S.A. in the investment received from Arpex Capital Investimentos S.A.
  • Represented VCCL Participações S.A., a Grupo Multi company – country’s biggest franchising chain and owner of Wizard, Yazigi and Skill, among others - in the conclusion of the investment made by Kinea Investimentos Ltda. administrated funds for the acquisition of minority stake in the Company.
  • Represented the Femepe shareholders (holder of the brands Alcyon, Pescador and Navegantes), company focused in the fishing industry, in its acquisition by Camil Alimentos S.A.
  • Represented the Publicis Group, in the acquisition of GP7 Agency.
  • Represented the Publicis Group, in the acquisition of a controlling stake in Andreoli/Manning, Selvage & Lee Ltda.
  • Represented the Grupo Multi, in the sale of a minority participation in its capital stock (subject to certain conditions precedent) to Kinea Funds (Banco Itaú BBA S.A.’s private equity arm).
  • Represented the Publicis Group in the acquisition of a participation in the capital stock of Talent Propaganda S.A.
  • Represented Locaweb Serviços de Internet S.A. and its majority shareholders in the sale of a minority stake to Silver Lake Sumeru, a global leader in private investments in medium size technology companies. Locaweb was advised by Banco Itaú BBA S.A.
  • Represented EcoRodovias Infraestrutura e Logística S.A. in its StockOptionPlan and the Repurchase Program of its own shares.
  • Represented the Publicis Group in acquiring the control of AG2 – Agência de Inteligência Digital S.A.
  • Represented Laureate in the acquisition of 100% of IBMR (Centro de Estudos).
  • Represented the controlling shareholders of L’Hotel in the sale of company to Porto Bay, a Portuguese investment fund.
  • Represented RB Capital and Banco Merrill Lynch de Investimentos S.A. in the incorporation of Bravo Beef S.A.
  • Represented GBarbosa, one of the largest retail companies in Brazil, in the sale of its control to Sencosud (a Chilean company) for approximately US$460 million.
  • Represented several non-public local M&As and assists companies in their day-to-day corporate and Brazilian SEC (CVM) matters.

CAPITAL MARKETS TRANSACTIONS

Shares transactions and public offerings

  • Representing Autometal S.A. in connection with its Public Offering of Acquisition of Shares for the delisting.
  • Representing Companhia de Saneamento do Paraná – SANEPAR in connection with its IPO, which includes Banco BTG Pactual S.A., Banco J.P. Morgan S.A., Banco Bradesco BBI S.A., and Banco de Investimentos Credit Suisse (Brasil) S.A. as underwriters.
  • Represented Renova Energia S.A. in connection with its follow on offering attempt, which included Bank of America Merrill Lynch Banco Múltiplo S.A., Banco Santander (Brasil) S.A., Banco BTG Pactual S.A., Banco Itaú BBA S.A. and Banco J.P. Morgan S.A. as underwriters.
  • Represented Banco BTG Pactual S.A., Banco Itaú BBA S.A. and Banco de Investimento Credit Suisse (Brasil) S.A. in the Auto Brasil Participações S.A.’s IPO attempt.
  • Represented Aliansce Shopping Centers S.A., in its subsequent public offering (follow-on) in the amount of aprox. R$389.2 million, with the following underwriters: Banco Itaú BBA S.A., Banco Bradesco BBI S.A., Banco BTG Pactual S.A. and Banco de Investimentos Credit Suisse (Brasil) S.A.
  • Represented the underwriters Banco BTG Pactual S.A., Banco Itaú BBA S.A., Banco Bradesco BBI S.A. and Goldman Sachs do Brasil Banco Múltiplo S.A. in the Equatorial Energia S.A.´s follow-on, that totalized approximately R$1.4 billion.
  • Represented PDG Realty S.A. Empreendimentos e Participações in the private and onerous issuance, by the Company, of warrants, giving each of them the right to subscribe and pay up: (a) one (1) new ordinary share of the Company, privately issued by means of the capital increase transaction; and (b) one (1) convertible debenture, convertible into one (1) ordinary share of the Company.
  • Represented the underwriters Banco BTG Pactual S.A., Banco Itaú BBA S.A. and Banco Santander (Brasil) in the Unicasa Indústria de Móveis S.A. IPO, that totalized more than R$425.5 million.
  • Represented Banco JP Morgan S.A. in the Public Offering of Acquisition of Shares for the exchange offer of JBS S.A. by Vigor S.A. shares, that totalized R$1.88 billion.
  • Represented Banco JP Morgan S.A. in the Public Offering of Acquisition of Shares for the delisting of Confab Industrial S.A., performed by its controlling company, that totalized R$1.27 billion.
  • Represented the underwriters, Banco de Investimentos Credit Suisse (Brasil) S.A., Flow Corretora, Banco Barclays S.A. and Banco Santander (Brasil) S.A., in the Brasil Travel Turismo e Participações S.A.´s IPO attempt.
  • Represented TGLT S.A., an Argentinean company and the largest high standard real estate private contractor of Argentina, in its listing proceeding in level BDR II at BM&FBOVESPA.
  • Represented LG Agronegócios e Participações S.A., in its IPO attempt, with the following underwriters: Banco de Investimentos Credit Suisse (Brasil) S.A., Banco Itaú BBA S.A., Banco BTG Pactual S.A. and Banco Bradesco BBI S.A.
  • Represented InBrands S.A. in its registry proceeding as a publicly-held company before CVM and represented the company in its IPO attempt, with the following underwriters: Banco de Investimentos Credit Suisse (Brasil) S.A., Banco Itaú BBA S.A., Banco BTG Pactual S.A., Banco Morgan Stanley S.A. and Banco Bradesco BBI S.A.
  • Represented Banco Itaú BBA S.A., Banco BTG Pactual S.A., Banco Santander (Brasil) S.A. and Banco Bradesco BBI S.A. in the follow-on of shares deposit certificates - Units issued by Kroton Educacional S.A. and Units held by the selling shareholders identified in the offer’s prospect, that totalized R$371.5 million.
  • Represented Forte Capital Securities S.A., securitization, in its registry proceeding as a publicly-held company.
  • Represented the underwriters Banco BTG Pactual S.A., Banco de Investimentos Credit Suisse (Brasil) S.A., Banco Santander (Brasil) S.A., Banco Bradesco BBI S.A. and Banco Itaú BBA S.A., in the International Meal Company Holdings S.A. IPO, that totalized approximately R$450 million.
  • Represented Usiminas S.A. in the Secondary Offering in the Securities & Exchange Commission of American Depositary Shares of Ternium S.A. owned by Usiminas Europa A/S, a wholy-owned subsidiary of Usiminas, and in the negotiation of the acquisition by Ternium and Techint Holdings S.àr.l, the controlling shareholder of Ternium, of Ternium shares owned by Usiminas Europa A/S, for a total amount of over U$1.0 billion.
  • Represented the underwriters, Banco Itaú BBA S.A., Banco BTG Pactual S.A. and Banco Merrill Lynch de Investimentos S.A., in QGEP Participações S.A.’s IPO, a Queiroz Galvão Group company and the largest Brazilian independent drilling and exploration services provider. The offering totalized more than R$1.5 billion.
  • Represented the underwriters Banco JP Morgan S.A. and Banco BTG Pactual S.A. in Desenvix Energias Renováveis S.A.’s IPO attempt.
  • Represented Agra Empreendimentos Imobiliários S.A. and Klabin Segall S.A., PDG Realty Group companies, in their respective procedures for cancelling their registration to be publicly-held corporations in Brazil.
  • Represented MDias Branco S.A. Indústria e Comércio de Alimentos, one of the biggest companies in the northeast of Brazil, in its two follows-on attempts, which were coordinated by the underwriters Bank of America Merrill Lynch and Banco Itaú BBA S.A.
  • Represented EcoRodovias Infraestrutura e Logística S.A. in its initial public offering of shares – IPO, which was coordinated by the underwriters Banco Itaú BBA S.A., Banco BTG Pactual S.A. and Banco de Investimentos Credit Suisse (Brasil) S.A.
  • Represented the underwriters Banco Itaú BBA S.A., Banco BTG Pactual S.A. and Goldman Sachs do Brasil Banco Múltiplo S.A., in the initial public offering of shares of Mills Estruturas e Serviços de Engenharia S.A. The offering totalized more than R$600 million.
  • Represented PDG Realty S.A. Empreendimentos e Participações in its secondary offering of shares, in which the company became a true corporation; the underwriters were Banco de Investimentos Credit Suisse (Brasil) S.A., Banco BTG Pactual S.A., Banco Santander (Brasil) S.A., Banco Itaú BBA S.A., Goldman Sachs do Brasil Banco Múltiplo S.A. and Banco Bradesco BBI S.A.
  • Represented the underwriters in the initial public offering of shares of Aliansce Shopping Centers S.A., that totalized R$585 million.
  • Represented Companhia de Concessões Rodoviárias (CCR) in its primary share offering, that totalized approximately R$1.2 billion, which were coordinated by the underwriters Banco Itaú BBA S.A., Banco BTG Pactual S.A. and Banco Merrill Lynch de Investimentos S.A.
  • Represented BRMalls Participações S.A., the largest shoppingmall group in Brazil, in its primary and secondary public share offering. The underwriters were Banco UBS Pactual S.A., Banco Itaú BBA S.A. and Banco Santander (Brasil) S.A.
  • Represented PDG Realty S.A. Empreendimentos e Participações in the secondary offering of its shares, that totalized approximately R$1.4 billion, which were coordinated by the underwriters Banco de Investimentos Credit Suisse (Brasil) S.A., Banco BTG Pactual S.A., Banco Itaú BBA S.A., Goldman Sachs do Brasil Banco Múltiplo S.A., Banco Santander (Brasil) S.A. and Banco Bradesco BBI S.A.
  • Represented Banco do Brasil S.A. in its secondary offering of shares, that totalized more than R$3 billion, which were coordinated by the underwriters BB Banco de Investimento S.A., Banco UBS Pactual S.A. and Deutsche Bank S.A.
  • Represented the Banco UBS Pactual S.A. in the Estácio Participações S.A.´s IPO, the largest private education company in Brazil, that totalized approximately R$447 million.
  • Represented the Banco UBS Pactual S.A. in Açúcar Guarani’s IPO, that totalized approximately R$666 million.
  • Represented the Banco UBS Pactual S.A. in Log-In Logística Intermodal S.A.´s IPO, that totalized approximately R$745 million.
  • Represented Banco de Investimentos Credit Suisse (Brasil) S.A., Banco Itaú BBA S.A., Credit Suisse (Brasil) Corretora de Títulos e Valores Mobiliários, Cirigroup Global Markets Brasil, Corretora de Câmbio, Títulos e Valores Mobiliários S.A., Link S.A. Corretora de Câmbio, Títulos e Valores Mobiliparios and BB Banco de Investimentos S.A. in Minerva S.A.’s IPO, that totalized approximately R$444 million.
  • Represented Bematech S.A., a technology hardware and software provider, in its IPO, that totalized approximately R$353 million, which was coordinated by the underwriters Banco Itaú BBA S.A. and Banco Merrill Lynch de Investimentos S.A.
  • Acted as a deal counsel representing Banco do Brasil S.A. and the underwriters banks in the Banco do Brasil S.A.’s secondary offering, that totalized approximately R$2 billion.
  • Was involved in several other transactions as: IPOs of Datasul, Copasa, DASA, EDP, Natura and UOL and other Share Offerings of CPFL.

Debts Transactions

  • Representing, as deal counsel, Aliansce Shopping Centers S.A. and Vinci Fundo de Investimento Renda Fixa Imobiliário – Crédito Privado, in connection with the Second Private Debentures Issuance of Aliansce Shopping Centers S.A., in the amount of R$90.0 million.
  • Represented, as deal counsel, Lojas Le Biscuit S.A. and Banco Santander (Brasil) S.A., in connection with the Second Public Debentures Issuance of Lojas Le Biscuit S.A., with restricted placement effort (ICVM 476), in the amount of R$50.0 million.
  • Represented, as deal counsel, Renova Companhia Securitizadora de Créditos Financeiros S.A. and Banco BTG Pactual S.A., in connection with the First Public Debentures Issuance of Renova Companhia Securitizadora, with restricted placement effort (ICVM 476), in the amount of R$700.0 million.
  • Represented Ecorodovias Infraestrutura e Logística S.A. in the Fifth Promissory Note Issuance with restricted efforts (ICVM 476) of Ecorodovias Infraestrutura e Logística S.A., in the amount of R$275 million.
  • Represented Renova Energia S.A. and the Banco Itaú BBA S.A. in fifteen (15) Second Promissory Note Issuances, for public distribution with restricted efforts of allocation, of Centrais Eólicas Ametista S.A.; Centrais Eólicas Borgo S.A.; Centrais Eólicas Caetité S.A.; Centrais Eólicas da Prata S.A.; Centrais Eólicas dos Araçás S.A.; Centrais Eólicas Dourados S.A.; Centrais Eólicas Espigão S.A.; Centrais Eólicas Maron S.A.; Centrais Eólicas Morrão S.A.; Centrais Eólicas Pelourinho S.A.; Centrais Eólicas Pilões S.A.; Centrais Eólicas Seraíma S.A.; Centrais Eólicas Serra do Espinhaço S.A.; Centrais Eólicas Tanque S.A.; e Centrais Eólicas Ventos do Nordeste S.A., in the amount of R$400,0 million.
  • Represented Hypermarcas S.A. and Banco Bradesco BBI S.A. in the Seventh Debentures Issuance with restricted efforts (ICVM476) of Hypermarcas S.A., in the amount of R$400 million.
  • Represented Companhia de Saneamento de Minas Gerais – COPASA MG and Banco Bradesco BBI S.A. in the Seventh Debentures Issuance with restricted efforts (ICVM476) of Companhia de Saneamento de Minas Gerais – COPASA MG, in the amount of R$250 million.
  • Represented SAMM – Sociedade de Atividades em Multimídia Ltda. and HSBC Corretora de Títulos e Valores Mobiliários S.A. in the Forth Promissory Note Issuance with restricted efforts (ICVM 476) of SAMM – Sociedade de Atividades em Multimídia Ltda., in the amount of R$71 million.
  • Represented Lintran do Brasil Participações S.A. and Banco Itaú BBA S.A. in the Third Promissory Note Issuance of Lintran do Brasil Participações S.A., in the amount of R$92 million.
  • Represented Concessionária da Rodovia dos Lagos S.A. and HSBC Corretora de Títulos e Valores Mobiliários S.A. in the First Debentures Issuance with restricted efforts (ICVM476) of Concessionária da Rodovia dos Lagos S.A., in the amount of R$67 million.
  • Represented, as a deal counsel, BK Brasil Operação e Assessoria a Restaurantes S.A., Banco Itaú BBA S.A. and Banco Bradesco BBI S.A., in the Second Debentures Issuance of BK Brasil Operação e Assessoria a Restaurantes S.A., with restricted efforts (ICVM 476), in the amount of R$100 million.
  • Represented, as deal counsel, Lojas Le Biscuit S.A. and Banco Itaú BBA S.A., in connection with the First Public Debentures Issuance of Lojas Le Biscuit S.A., with restricted placement effort (ICVM 476), in the amount of R$45.0 million.
  • Represented Primav Construções e Comércio S.A. and Banco Bradesco BBI S.A. in the First Promissory Note Issuance with restricted efforts (ICVM 476) of Primav Construções e Comércio S.A., in the total amount up to R$150 million.
  • Represented Renova Energia S.A. and the Banco Itaú BBA S.A. in fifteen (15) First Promissory Note Issuances, for public distribution with restricted efforts of allocation, of Centrais Eólicas Ametista S.A.; Centrais Eólicas Borgo S.A.; Centrais Eólicas Caetité S.A.; Centrais Eólicas da Prata S.A.; Centrais Eólicas dos Araçás S.A.; Centrais Eólicas Dourados S.A.; Centrais Eólicas Espigão S.A.; Centrais Eólicas Maron S.A.; Centrais Eólicas Morrão S.A.; Centrais Eólicas Pelourinho S.A.; Centrais Eólicas Pilões S.A.; Centrais Eólicas Seraíma S.A.; Centrais Eólicas Serra do Espinhaço S.A.; Centrais Eólicas Tanque S.A.; e Centrais Eólicas Ventos do Nordeste S.A., in the amount of R$400,0 million.
  • Represented Raízen Energia S.A. in its request to go public and in its First Debentures Issuance, non-convertible and unsecured, with additional personal guarantee, in the amount of R$750,0 million.
  • Represented the RR Participações S.A. and Banco BTG Pactual S.A., in the First Debentures Issuance, non-convertible, secured guarantee and additional personal guarantee, of RR Participações S.A., by means of a public offering with restricted efforts (ICVM 476), in the amount of R$50,0 million.
  • Represented Vulcabras|Azaleia S.A. and Banco BTG Pactual S.A. in the public offering with restricted efforts of allocation of commercial papers (notas promissórias) in the second issuance of Vulcabras|Azaleia S.A., in the amount of R$48 million.
  • Represented in its Fifth Issuance of Debentures under of Hypermarcas S.A., with restricted efforts (ICVM 476) in the total amount of R$400 million.
  • Represented Concessionária da Rodovia MG-050, in its First Debentures Issuance, with restricted efforts (ICVM 476), in the amount of R$205 million.
  • Represented LDI Desenvolvimento Imobiliário S.A., in its Second Debentures Issuance, with restricted efforts (ICVM 476), in the amount of R$50 million.
  • Represented CCR S.A. in the Sixth Debentures Issuance of CCR S.A., with restricted efforts (ICVM 476), in the amount of R$520 million.
  • Represented Concessionária Ecovias dos Imigrantes S.A. in the Second Debentures Issuance of Concessionária Ecovias dos Imigrantes S.A., with restricted efforts (ICVM 476), in the amount of R$881 million.
  • Represented Banco BTG Pactual S.A., Banco Bradesco BBI S.A., Banco Itaú BBA S.A. and Banco Santander (Brasil) S.A. in the Fourth Debentures Issuance of Rodovias das Colinas S.A., in the amount of R$950 million.
  • Represented SAMM – Sociedade de Atividades em Multimídia Ltda. in the Second Promissory Note Issuance of SAMM – Sociedade de Atividades em Multimídia Ltda., in the amount of R$63 million.
  • Represented Ecorodovias Infraestrutura e Logística S.A., in the Fourth Promissory Notes Issuance of Ecorodovias Infraestrutura e Logística S.A., in the amount of R$275 million.
  • Represented XP Investimentos Corretora de Câmbio, Títulos e Valores Mobiliários S.A. in First Quotas Issuance of Fundo de Investimento em Participações em Infraestrutura XP Omega I, in the amount of R$162 milhões.
  • Represented, as a deal counsel, BK Brasil Operação e Assessoria a Restaurantes S.A., Banco Itaú BBA S.A. and Banco Bradesco BBI S.A., in the First Debentures Issuance of BK Brasil Operação e Assessoria a Restaurantes S.A., with restricted efforts (ICVM 476), in the amount of R$150 million.
  • Represented Banco Pactual S.A., o Banco Bradesco BBI S.A., o Banco Itaú BBA S.A. e o Banco Santander (Brasil) S.A. in the Second Debentures Issuance of Triângulo do Sol Auto-Estradas S.A., in the amount of R$620 million.
  • Represented Primav Construções e Comércio S.A., Banco Bradesco BBI S.A., Banco BTG Pactual S.A. and Banco Itaú BBA S.A. in the First Debentures Issuance with restricted efforts (ICVM 476) of Primav Construções e Comércio S.A., in amount of R$2.1 billion.
  • Represented Auratus Empreendimentos Imobiliários S.A. in its First Debentures Private Issuance, in amount of R$40 million.
  • Represented Banco de Desenvolvimento de Minas Gerais S.A. – BDMG, BES Investimento do Brasil S.A. – Banco de Investimento and Banco J. Safra S.A. in the First Financial Bills Issuance, with restricted Efforts (ICVM 476) of Banco de Desenvolvimento de Minas Gerais S.A. – BDMG, in amount of R$350 million.
  • Represented Gafisa S.A. and Banco Citibank S.A. in Third Commercial Papers Issuance, with restricted efforts (ICVM 476) of Gafisa S.A., in amount of R$80 million.
  • Represented Concessionária do Sistema Anhanguera Bandeirantes S.A. and Banco BTG Pactual S.A. in the public offering with restricted efforts of allocation of commercial papers (notas promissórias) in the third issuance of Concessionária do Sistema Anhanguera-Bandeirantes S.A (a toll road concessionaire in the State of São Paulo), in the amount of R$50 million.
  • Represented, as a deal counsel, Renova EnergiaS.A., in the Second Debentures Issuance of Renova Energia S.A., with restricted efforts (ICVM 476), in the amount of R$300 million.
  • Represented Ecorodovias Concessões e Serviços S.A. (a subsidiary company of Ecorodovias Infraestrutura e Logística S.A.) in its public offering (ICVM 400) of debentures (second issuance), in the amount of R$800 million. The underwriters were Banco BTG Pactual S.A., Banco Bradesco BBI S.A. and Banco Itaú BBA S.A.
  • Represented Vulcabras|Azaleia S.A. and Banco BTG Pactual S.A. in the public offering with restricted efforts of allocation of commercial papers (notas promissórias) in the first issuance of Vulcabras|Azaleia S.A., in the amount of R$40 million.
  • Represented, as deal counsel, Cecrisa Revestimentos Cerâmicos S.A., Banco Itaú BBA S.A. and Banco Bradesco BBI S.A., in the Fourth Debentures Issuance of Cecrisa Revestimentos Cerâmicos S.A., with restricted efforts (ICVM 476), in amount of R$90 million.
  • Represented Banco BTG Pactual S.A. in the second public offering of simple debentures, non-conversible into shares, with guarantee in rem and personal guarantee, of Petra Energia S.A., in a public distribution with restricted efforts (ICVM 476) in the amount of R$149 million.
  • Represented Elog S.A. in its Public Offering of Debentures (second issuance) with restricted efforts of allocation (ICVM 476), in the amount of R$300 million. The underwriters were Banco Banco Itaú BBA S.A. and HSBC Corretora de Títulos e Valores Mobiliários S.A..
  • Represented the underwriter (Banco BTG Pactual S.A.) in the restricted public offering of commercial papers (notas promissórias) of Rodovias do Tietê S.A. (toll road concessionaire in the State of São Paulo) in the amount of R$600 million.
  • Represented the underwriters, Banco BTG Pactual S.A., Banco Itaú BBA S.A., Banco Bradesco BBI S.A. and Banco Santander (Brasil) S.A. in the restricted public offering of debentures of Triângulo do Sol Auto-Estradas S.A. (toll road concessionaire in the State of São Paulo), in the amount of R$620 million.
  • Represented the underwriters, Banco BTG Pactual S.A., Banco Itaú BBA S.A., Banco Bradesco BBI S.A. and Banco Santander (Brasil) S.A., in the restricted public offering of debentures of Rodovias das Colinas S.A. (toll road concessionaire in the State of São Paulo), in the amount of R$850 million.
  • Represented Ecorodovias Infraestrutura e Logística S.A., Banco BTG Pactual S.A. and Banco Itaú BBA S.A. in the third issuance of commercial papers (notas promissórias), for public distribution with restricted efforts of allocation (ICVM 476), in the amount of R$550 million.
  • Represented Concessionária de Rodovias do Oeste de São Paulo – ViaOeste S.A. (a subsidiary company of CCR S.A.) in the forth issuance of debentures for public distribution (ICVM 400), in the amount of R$750 million. The underwriters were Banco BTG Pactual S.A., Banco Bradesco BBI S.A. and Banco Itaú BBA S.A.
  • Represented PDG Realty S.A. Empreendimentos e Participações and Banco BTG Pactual S.A. in the seventh issuance of debentures, non-convertible into shares, unsecured, for public distribution with restricted efforts of allocation (ICVM 476), in the amount of R$140 million.
  • Represented Autometal S.A. in its first issuance of debentures, non-convertible into shares, unsecured, for public distribution with restricted efforts of allocation (ICVM 476), in the amount of R$250 million. The underwriters were Banco Itaú BBA S.A. and Banco Santander (Brasil) S.A.
  • Represented Banco BTG Pactual S.A. and BES Investimento do Brasil S.A. – Banco de Investimento in the issuance of debenture, via ICVM 476, of Sabesp S.A., in the amount of R$770 million.
  • Represented Banco JP Morgan S.A. in the Bonds of JBS USA, LLC and JBS USA Finance, Inc.
  • Represented Colinas S.A. (a railroad concessionaire company) and the underwriter Banco BTG Pactual S.A., in the amendment of the Colinas’ issuance of non-convertible debentures, in a restricted effort public offering (ICVM 476), in an amount of R$120 million.
  • Represented Autometal S.A. in its first debentures’ offering, non-conversible into shares, in the value of R$250 million. The underwriters were Banco Itaú BBA S.A. and Banco Santander (Brasil) S.A.
  • Represented InBrands S.A. in its first debentures’ offering, non-conversible into shares, guaranteed by credit card credits of InBrands’ stores, in the value of R$230 million. The underwriters were Banco Itaú BBA S.A., Banco Bradesco BBI S.A. and Banco Votorantim S.A.
  • Represented PCH Holding 2 S.A. (a CPFL Energias Renováveis S.A. company) in its First debentures’ offering, non-conversible into shares, in the value of R$158 million. The underwriter was Banco Santander (Brasil) S.A.
  • Represented Gafisa S.A. in its first commercial papers (notas promissórias)issuance in the value of R$230 million. The underwriters were Banco Bradesco BBI S.A. and Banco Citibank S.A.
  • Represented Autometal S.A. in its first commercial papers (notas promissórias) issuance in the value of R$120 million. The underwriter was Banco Safra S.A.
  • Represented Estre Ambiental S.A. and Banco BTG Pactual S.A. in the first debentures’ offering, non-conversible into shares, of the subordinated type, to be turned into secured guarantee type and with additional personal guarantee of Estre Ambiental S.A., in the value of R$680 million.
  • Represented Banco Santander S.A. in the forth public debentures’ offering of Lojas Renner S.A., in the amount of R$300 million. This was the first debenture issued by a Large Exposure Market Issuer in Brazil.
  • Represented Usinas Siderúrgicas de Minas Gerais S.A. – USIMINAS (guarantor), in the review of documents and elaboration of the legal opinion to the guarantor, due to the consent solicitation of the holders of the 8.25% Series 2 Medium-Term Notes of Cosipa Commercial Ltd. (Issuer), with its term due to 2016, for the alteration of certain Notes terms.
  • Represented PDG Companhia Securitizadora in the issuance of its public CRI in the value of R$250.2 million that counted with the receivables of PDG Realty S.A.’s companies. The operation had Banco BTG Pactual S.A. as Leading Coordinator.
  • Represented PDG Companhia Securitizadora in the issuance of its CRI 476 in the value of R$150 million that counted with the receivables of PDG Realty S.A.’s companies. The operation had Banco BTG Pactual S.A. as Leading Coordinator.
  • Represented Brazilian Securities Companhia de Securitização – Securitizadora in the issuance of its public CRI in the value of R$150 million that counted with ROSSI Residencial S.A receivables. The operation had Banco BTG Pactual S.A. as Leading Coordinator.
  • Represented BTG Pactual US Capital Corp, Santander Investment Securities Inc. and BB Securities Limited. in the TAM Capital 3 Inc. bonds issuance in the total amount of US$500 million (8,375%, and due to 2021), guaranteed by TAM S.A. and Tam Linhas Aéreas S.A.
  • Represented Sifco S.A., a Brasil Group company, in its Bonds issuance in the value of US$75 million with 11.50% of the coupon, due to 2016. Jefferies and Eurovest acted as underwriters.
  • Acted as PDG Realty S.A. Empreendimentos e Participações special consultant in its sixth public debentures’ issuance, non-convertible into shares, in an unique secured guarantee type for the distribution with restrict efforts, under the terms of CVM Instruction 476, in the total value of R$97 million, where Banco Votorantim S.A. was the underwriter.
  • Represented HSBC Bank Brasil S.A. – Banco Múltiplo and HSBC Securities (USA) Inc. as a special consultant in the structure of the distribution program of medium term notes, in the value of up to US$3 billion and the respective initial issuance program by HSBC Bank Brasil S.A. – Banco Múltiplo, of medium term notes in the value of US$500 million.
  • Represented Concessionária do Rodoanel Oeste S.A. and HSBC Corretora de Títulos e Valores Mobiliários S.A. and Banco Bradesco BBI S.A. in the second debentures’ issuance, non-convertible into shares, unsecured, with additional personal guarantee, for public distribution with restricted efforts of allocation (ICVM 476), in the amount of R$1.8 billion.
  • Represented Concessionária das Rodovias Ayrton Senna e Carvalho Pinto S.A. - Ecopistas in its first debentures issuance in the amount of R$370 million, coordinated by Banco Itaú BBA S.A. and Banco Bradesco BBI S.A. 
  • Represented PDG Companhia Securitizadora in its second public offering of real estate receivables certificate – CRI’s in the total amount of R$200.1 million, which had lease guarantee of PDG Realty S.A. – Empreendimentos e Participações and Banco Itaú BBA S.A. was the underwriter.
  • Represented Elog S.A. (a logistic company) and the underwriters Banco BTG Pactual S.A. and Banco Itaú BBA S.A. in Elog S.A.’s first issuance of non-convertible debentures, with collaterals, in a restricted effort public offering (ICVM 476), in an amount of R$170 million.
  • Represented Colinas S.A. (a railroad concessionaire company) and the underwriter Banco BTG Pactual S.A., in Colinas S.A.’ issuance of non-convertible debentures, in a restricted effort public offering (ICVM 476), in an amount of R$120 million.
  • Represented Gafisa S.A. (one of the largest real estate companies in Brazil) in its eighth debenture issuance, in a total amount of R$300 million, coordinated by the underwriters Banco Santander (Brasil) S.A. and Banco Bradesco BBI S.A.
  • Represented Banco Santander (Brasil) S.A. in the fourth issuance of unsecured and non-convertible debentures of Energisa S.A. (an energy company), in an amount of R$300 million, in a restricted effort public offering (ICVM 476).
  • Represented PDG Companhia Securitizadora in its first public offering of certificates of real estate receivables (CRIs), in a total amount of R$405 million, for which surety was offered by PDG Realty S.A. Empreendimentos e Participações and with Banco Itaú BBA S.A. as the underwriter.
  • Represented Caixa Econômica Federal (the second largest Brazilian Federal Government bank) and PDG Realty S.A. Empreendimentos e Participações (Brazil’s largest real estate company), in the issuance of PDG Realty S.A. Empreendimentos e Participações’s debentures in a single and indivisible batch, acquired by the FGTS [Unemployment Guarantee Fund] – Real Estate Fund, in a total amount of R$600 million, coordinated by the underwriter Banco Votorantim S.A.
  • Represented Banco Bradesco BBI S.A. and Soares Penido Concessões S.A. in Soares Penido’s first issuance of debentures, in an amount of R$600 million, in a restricted effort public offering (ICVM 476). The funds obtained from this offering were used for indirectly acquiring of 6.0% of the share capital of Companhia de Concessões Rodoviárias (CCR), Brazil’s largest highway concessionaire.
  • Represented Banco Bradesco BBI S.A. (underwriter) and PDG Realty S.A. Empreendimentos e Participações, in PDG Realty S.A. Empreendimentos e Participações’s debenture issuance in an amount of R$280 million, distributed in a restricted effort public offering (ICVM 476).
  • Represented Banco Santander (Brasil) S.A. (underwriter) in the restricted effort public offering (ICVM 476) in the issuance of debentures by Comercial Automotiva S.A. (commercially known as Dpaschoal), one of Brazil’s biggest retailers of tires and auto-parts and automotive service providers, for a total amount of R$60 million.
  • Represented PDG Realty S.A. Empreendimentos e Participações in its issuance of commercial papers (notas promissórias) in a restricted effort public offering coordinated by the underwriter Banco Itaú BBA S.A., in an amount of R$300 million (ICVM 476).
  • Represented Concessionária do Sistema Anhanguera – Bandeirantes S.A. (a CCR Group concessionaire) in the issuance of AutoBan’s debentures in a single and indivisible batch, acquired by Banco do Brasil S.A., the biggest Brazilian state-owned bank.
  • Represented the underwriters, Banco JP Morgan S.A., Banco Itaú BBA S.A., Banco Bradesco BBI S.A. and BB Securities Limited., in the Magnesita Refratários S.A. eurobonds, Rule 144A/Regulation S, in the total value of U$400 million.
  • Represented the underwriter Banco Santander (Brasil) S.A., in the public offering of debentures of Brookfield Incorporações S.A., one of the largest Brazilian real estate companies.
  • Represented TAM, Brazil’s largest airline, in its bond offering, in accordance with Rule 144A/Regulation S.
  • Represented Minerva S.A. in its bond offering, in accordance with Rule 144A/Regulation S, the underwriters were Banco de Investimentos Credit Suisse (Brasil) S.A. and Banco Itaú BBA S.A.
  • Represented Companhia de Concessões Rodoviárias (CCR) in its public debenture offering.
  • Represented, as a deal counsel, Caixa Econômica Federal, the second largest government bank, and PDG Realty S.A. Empreendimentos e Participações in the issuance of PDG Realty S.A. Empreendimentos e Participações’s debentures in a single and indivisible batch, acquired by the FGTS [Unemployment Guarantee Fund] – Real Estate Fund.
  • Represented, as a deal counsel, Caixa Econômica Federal and Gafisa, one of the major Brazilian real estate companies, in the issuance of Gafisa’s Debentures in a single and indivisible batch, acquired by the FGTS [Unemployment Guarantee Fund] – Real Estate Fund.
  • Represented, as a deal counsel, Caixa Econômica Federal and Tenda S.A., one of the major Brazilian real estate companies focused on low income, in the issuance of Tenda S.A.’s debentures in a single and indivisible batch, acquired by the FGTS [Unemployment Guarantee Fund] – Real Estate Fund.
  • Represented, as a deal counsel, Caixa Econômica Federal and Companhia de Concessões Rodoviárias (CCR) in the issuance of CCR’s debentures in a single and indivisible batch, acquired by the FGTS [Unemployment Guarantee Fund] – Infrastructure Fund.
  • Represented the underwriters in the debentures issuance of Bradespar S.A., a Bradesco Group holding, the second largest private bank in Brazil.
  • Represented the underwriters in Unidas S.A.’s debt IPO, the second largest rental car company in Brazil, through the issuance of debentures.
  • Represented TAM in its public debenture offering.

Education

Stanford University, LLM

Universidade Presbiteriana Mackenzie, Bachelor of Law (JD equivalent)

Faculdade São Francisco, Aluno convidado pelo Prof. Desembargador Newton de Lucca no curso de pós-graduação em Comércio Eletrônico

Admissions

  • Brazil

Memberships

  • Board Member of Acãochego (Nongovernmental Association for Abandoned Animals)
  • Clients endorse head of department Carlos Motta's "pro-business attitude," and add: "He finds straightforward solutions to our problems and doesn't overcomplicate matters." Chambers Latin America 2018
  • Clients describe partner Carlos Motta as "a first-rate lawyer who knows when to defend client interests and when to be flexible in order to close the deal." He is valued for his extensive track record in domestic and cross-border corporate, M&A and capital markets transactions on behalf of financial institutions and publicly held corporations. Chambers Latin America 2018
  • "is recognised for his solid track record in advising on a variety of debentures operations." Chambers Latin America 2017
  • "excellent lawyer" Chambers Latin America 2017
  • "understands how the market works, is very experienced and provides valuable insight into the securities and exchange commission." Chambers Latin America 2017
  • "is recognised for his strengths spanning both M&A and capital markets transactions, and routinely acts for a range of domestic and international clients, including financial entities and public companies." Chambers Latin America 2017
  • "Highly rated [capital markets] practice head" The Legal 500 2017
  • "He is great and very up to date - he has a solid knowledge of both domestic and international markets." "Lawyer performing high-quality work." "A very good lawyer with lots of activity on the market." Chambers Latin America 2016
  • "Carlos Motta oversees the firm’s capital markets practice at Tauil & Chequer, which has experienced a growth in both its headcount and profile as a result of several years of high deal flow." "Carlos Motta has also been building a notable corporate and M&A practice since joining the firm." Latin Lawyer 250 2016 
  • "an excellent lawyer with a great head for business."  Chambers Latin America 2015
  • "Excellent." The Legal 500 2015
  • "A great strategic thinker and a born dealmaker" WWL 2015
  • "He's very responsive and his broad experience in this area means that he is able to give us credible advice on the spot.” Chambers Latin America and Chambers Global 2014