Cleary & Mattos Filho on Movida’s $350M notes
Mattos Filho acted as Brazilian counsel to Movida Participações, Movida Locação de Veículos, Movida Europe, and UBS Securities, reviewing all documents pertaining to the notes issuance and the tender offer under Brazilian law, including issuance documents, disclosure materials, and transaction agreements. The proceeds from the notes issuance will be used to refinance certain of Movida’s existing indebtedness — including the repurchase of notes maturing in 2029 — with the remainder allocated to general corporate purposes. The transaction received a foreign currency risk rating of “Ba3” by Moody’s Ratings and “BB-” by S&P Global Ratings.
Cleary Gottlieb represented the global coordinators and initial purchasers — Morgan Stanley, J.P. Morgan, Bradesco BBI, BNP Paribas, Santander, and UBS Investment Bank — as well as joint-bookrunners and initial purchasers, including Itau BBA, MUFG, Natixis, XP Investments, and BTG Pactual. The notes were issued by Movida Europe, a Luxembourg subsidiary of Movida Participações, and are guaranteed by Movida.
Concurrently, Movida Europe used part of the net proceeds from the notes to fund a tender offer to purchase approximately $176.9 million of its existing 7.85% senior notes due 2029, guaranteed by Movida and Movida Locação de Veículos. The dealer managers for the tender offer were the same banks that acted as global coordinators under the new notes offering.
The Mattos Filho team was led by partner Frederico Kerr Bullamah, supported by associates Henrique Kasai and Isabela Gonçalves Correia Neves, all based in São Paulo.
The Cleary Gottlieb corporate team was led by partners Juan Giráldez (pictured right) and Jonathan Mendes de Oliveira, with associate Pedro Arango Montes and international lawyers Thais Rossi and Antonio Heraldo Wajnman Lima. Partner Matthew Brigham, associate Julia Huang, and law clerk Seth Stancroff handled tax matters. Giráldez, Mendes de Oliveira, Arango Montes, and Wajnman Lima are based in São Paulo; all other lawyers are based in New York. Movida is one of Brazil’s largest car rental and fleet management companies.