Pinheiro Neto Advogados has helped the Brazilian arm of LATAM Airlines Group make a tender offer worth 1.18 billion reais (US$304 million) to acquire all the outstanding shares in its customer loyalty programme, subsidiary Multiplus, so it can delist the public company.
Swiss multinational investment bank Credit Suisse acted as the intermediary institution for the tender offer and relied on Pinheiro Guimarães.
The auction took place on 1 April, when LATAM acquired 23.49% of Multiplus stock, which priced at 26.84 reais (US$6.90) per share.
The remaining shares LATAM did not own after the tender account for 3.65% of Multiplus. The minority shareholders who hold this remaining stake have three months from this date to exercise their put option (which would mean selling at the price given at the tender offer).
A company needs to acquire at least two-thirds of the shares in a publicly listed target to delist it. Remaining free-float shares – those still owned still by minority shareholders – must also account for less than 5% of the total shares in the public company.
The delisting of Multiplus now awaits approval from Brazil's securities' commission.
Multiplus first went to market in 2010 in an initial public offering worth 724 million reais (US$393 million). Credit Suisse acted as underwriters and hired Pinheiro Neto for the deal.
Counsel to Latam Airlines Group and TAM Linhas Aéreas
Pinheiro Neto Advogados
Partner Fernando dos Santos Zorzo and associates Cauê Myanaki and Gustavo Chauffaille
Counsel to Credit Suisse
In-house counsel - Rodolfo Lima
Partners Francisco José Pinheiro Guimarães and Mariana Silveira Martins Jost, and associate Arnold Vieira Kim