Investment Banking

Transactions involving mergers and acquisitions, divestitures, partnerships and joint ventures are critical not only for enabling a company to grow, but, in many cases, for ensuring its relevance as well as its survival. BI&P's experience in identifying and executing purchase and sales transactions has helped elevate the competitiveness of our customers.

Our independence allows us to adopt a customer-centric vision during the structuring and negotiation of mergers and acquisitions. With this, we can offer unbiased advice, to the point of being able to recommend to our customers not to proceed with a transaction, if this is the best alternative. Our work in several industries leads us to have an in-depth sectoral understanding that, together with our knowledge of corporate finance, allows us to offer the right solution for each situation.

Our in-depth knowledge of the details of each transaction allows us to negotiate not only better pricing conditions, but also better payment structures, financing, exit options and guarantees, among other clauses. The advisory consists in the structuring and negotiation of the transaction, including: (i) identification and approach of possible targets / buyers; (ii) evaluation of the target company (iii) coordination of the work of legal and accounting advisors, (iv) structuring of the proposal to be submitted or the request for proposal; and (v) advice on negotiating the terms and conditions of the final transaction.

Accessing financial investor resources allows a company not only to fund its growth but also to increase its ability to attract and retain executives and advisors who will assist in the definition and implementation of its strategy. The decision to expand the shareholder base by attracting new investors typically represents a turning point for a company's timeline. However, this decision, as well as its execution, is a multi-task process, so the selection of the appropriate financial advisor might end up being the catalyst for either success or failure.

BI&P has experience in raising capital in private markets with local and international investors. Our track record is a differentiator in structuring transactions and allows us to identify investors, evaluate the investment, negotiate contracts and close the deal.

We maintain contact with a broad global network of institutional investors, including private equity funds, insurance companies, hedge funds and pension funds. Constant contact with these investors gives us a correct reading of the types of business in which they are interested, which leads us to identify the ideal investor for each business. This feature allows us to reduce the execution time in addition to increasing the confidentiality of the process.

Through our deep understanding of governance issues, we assist our clients in negotiating the terms and conditions of transactions, including price aspects, exit clauses and options, shareholder rights, etc. Through this process, we seek to defend the interests of our clients, focusing not only on immediate issues but also on long-term aspects such as alignment between investor and executives, as well as items related to corporate governance.

Funding through debt instruments is an attractive source of funds as it avoids dilution of shareholders.

BI&P professionals have an in-depth understanding of corporate finance and local and international credit markets, assisting our clients in structuring and raising debt with a significant range of investors. We advise a substantial volume of debt collection transactions in public and private markets.

Advice to companies that seek to open their capital (IPO), acting in the preparation stages that precede the engagement of the investment bank (s), such as structure and evaluation, auditing and corporate governance issues.

The consultancy includes client orientation in all stages involved in the IPO process, seeking to develop a coherent investment thesis that maximizes the value of the company, involving: (i) preparation of the business plan and feasibility study of the company (ii) advisory in the structuring of the company, its fiscal and corporate matters; (iii) advising on the raising of capital or questions related to mergers and acquisitions to give robustness to the company; (Iv) advising on the preparation of the main contracts; And (v) advising on the choice of coordinators, lawyers and auditors for the IPO.

Corporate restructuring is a delicate situation in a company's life, as it usually determines the viability of corporation's existence. Stakeholders of companies in this state often find no other option but to accept a reduction in their credits to enable the continuity of the venture. Differences in long-term vision can also result in disruption of operations, reducing the value of the company. Such situations typically involve complex negotiations with significant repercussions on the existence of each party involved: shareholders, employees, customers, and suppliers, among others.

BI&P's experience in corporate restructuring allows us to quickly identify the competitive positioning of each party in a negotiation, enabling us to advise our client so that he can maximize his benefit in the process. Our familiarity with the legal implications of each solution alternative, aided by specialized legal advisors, allows us to map each part in a negotiation and put our client in an optimal position. The services involve advice on the valuation of assets, negotiation with partners, suggestion of liquidity mechanisms and resolution of conflicts, as well as assistance in structuring and closing the business.

In this sense, we have extensive experience in acting within the thin line separating the interests of shareholders and creditors. Such competence is fundamental to avoid abrupt interruptions in the negotiations while allowing us to maintain a productive relationship with creditors, who will eventually have their loans reduced.

Review of strategic planning and sensitive variables to evaluate the client's business in the context of a transaction or for strategic planning, through the elaboration of a business plan, taking into account the company's general premises, as well as economic and market conditions.

The consultancy also involves the preparation of an economic-financial evaluation of the client's business (through the application of methodologies such as discounted cash flow, market multiples, and comparable transactions, among others), and the identification and evaluation of the optimal capital and study structure feasibility of the company.

Mr. Ribeiro began his career in 1979 as a lawyer in Pinheiro Neto Advogados (Brazil’s largest law firm) in the area of mergers and acquisitions. In 1988, he co-founded and acted as CEO of Banco Patrimônio (a 50-50 bank with Salomon Brothers) later sold to Chase Manhattan, where he served as CEO in Brazil. From 2001 to 2005, Mr. Ribeiro led the international equities division of JP Morgan in NY. In 2006, Mr. Ribeiro co-founded and became CEO of CPM Braxis, which, through a series of mergers and acquisitions, became the largest Brazilian IT services company, then sold to Cap Gemini in 2010 (where Mr. Ribeiro became vice-chairman of the Board). Founder and controlling shareholder of Casa do Saber (“House of Knowledge”), an educational center in São Paulo and Rio de January and also founder and coordinator of Associação Parceiros da Educação (“Partners in Education”), an independent non-profit organization that promotes partnerships between businesses and public schools in São Paulo. Currently, he is the CEO, board member and controlling shareholder of BI&P. Mr. Ribeiro has a law degree from University of São Paulo (USP), a degree in economics from Fundação Armando Alvares Penteado (FAAP), and a master in law (LLM) from the University of California, Berkeley.

Caio currently leads the Investment Banking team of BI&P. Previously, he was an Executive Director on Nomura’s Latin America Investment Banking team based in São Paulo. Prior to joining Nomura, Caio spent three years with Deutsche Bank's Investment Banking team in São Paulo and four years at ING Bank, responsible for covering a wide variety of Natural Resource and Infrastructure focused companies within the region. Prior to ING Bank, he worked at Deutsche Bank's São Paulo and New York offices for over three years, as well as UBS Warburg's Global M&A Group in New York. Caio began his career as an auditor and consultant at Arthur Andersen. He holds a Bachelor of Science degree in Business Administration from Unifacs in Salvador/BA and a Master in Business Administration degree from the Darden Graduate School of Business at the University of Virginia.