Pinheiro Neto Advogados has helped French food company Lactalis close its US$697 million acquisition of BRF Brasil Food’s dairy business, with Machado, Meyer, Sendacz e Opice Advogados advising the Brazilian company.
The deal was signed in December 2014, and closed on 1 July.
Lactalis agreed to buy 11 dairy plants from BRF in September last year. The companies agreed a purchase price at closing of US$697 million, or its equivalent in reais, in December 2014. BRF carved out the assets to create a new subsidiary – Elebat Alimentos – for the sale. Partner Andrea Campos at Pinheiro Neto says given the time it took to create Elebat, closing the deal within 10 months of its announcement was impressive. “It is always time-consuming to create a subsidiary to receive dropped assets due to all the steps that one has to take before governmental authorities,” she says, referring to the licences and permits needed to create the new company.
Brazil’s Administrative Council for Economic Defence (CADE) approved the purchase in April. Associate Gustavo Rebello at Machado Meyer says CADE decided to examine the sale based on the Brazilian revenues of the parties involved, and because it had never extensively analysed the country’s milk collection market before. The company filed for fast-track approval on 14 January, and CADE allowed it to progress, approving the deal four months later.
BRF is Brazil’s second-largest food company after JBS. The company is the result of a merger between Sadia and Perdigão in 2009, which was approved by CADE in 2011 on the condition that the company sell a number of assets, such as factories, distribution networks and several trademarks.
Counsel to Lactalis
Pinheiro Neto Advogados
Partner Andrea Campos and associates André Vertullo Bernini and Ana Caroline Frizzo
Counsel to BRF
Machado, Meyer, Sendacz e Opice Advogados
Partners Carlos Mello, Celso Costa, Tito Amaral de Andrade, Marcos Veríssimo, Elton Minasse, Fernanda Freire Figlioulo, Maria Flavia Gemperli and Arthur Bardawil Penteado and associates Gustavo Rebello, Luanna Peporini, Bruno Costa, Marina Cavalli and Vinicius Bernardes