Pinheiro Neto advises on Minerva $600m notes
Minerva Luxembourg, a wholly owned subsidiary of Minerva, priced USD 600 million in 7.500% Senior Notes due April 22, 2036, on April 15, 2026, with the transaction closing on April 22, 2026. The offering was 2.5x oversubscribed, and proceeds are earmarked primarily to refinance near-term debt, with any remainder allocated to general corporate purposes.
The notes, issued at a yield of 7.625% and guaranteed by Minerva on an unsecured, unsubordinated basis, are offered under Rule 144A / Reg S and are expected to be listed on the Singapore Exchange (SGX-ST). The ISIN is USL6401PAP82.
Banco Bradesco BBI, J.P. Morgan Securities, Morgan Stanley & Co., BofA Securities, BB Securities, BBVA Securities, HSBC Securities (USA), Mizuho Securities USA, MUFG Securities Americas, Rabo Securities USA, Santander US Capital Markets, SMBC Nikko Securities America, and XP Investimentos acted as global coordinators and joint bookrunners.
Pinheiro Neto Advogados served as local legal counsel to the global coordinators and joint bookrunners, with a team comprising partner Fernando Zorzo (pictured), senior associate Marcello Mammocci Pompilio, associate Luiz Fernando Araújo Plazza, and César Inoue Emetério Silva.
The issuer was advised by White & Case as international legal counsel — with Donald Baker (partner), John Guzman (partner), Beatriz Barros (associate), and Camilo Vasquez (law clerk) — and by Stocche Forbes Advogados as local legal counsel, with Henrique Filizzola (partner), Ana Flávia Chaves (associate), João Marques (associate), and Mariana Lowndes (intern).
NautaDutilh acted as Luxembourg legal counsel to the issuer, fielding a team of Jean-Marc Groelly (tax partner), Margaretha Wilkenhuysen (corporate M&A partner), Meliha Dacic (banking & finance partner), Aline Nassoy (corporate M&A counsel), Ilhami Kamamemis (tax associate), Merlin Amoussou (corporate M&A associate), and Pauline Zigrand (banking & finance associate).
Davis Polk & Wardwell served as international legal counsel to the global coordinators and joint bookrunners, with Manuel Garciadiaz (partner), Drew Glover (counsel), and Lucas Fenyves (associate). Jones Walker acted as external counsel to BNY as trustee, represented by Scott T. Zander (partner).
