Pinheiro Neto advises SLC on deal with Terra Santa
SLC Agrícola and Terra Santa sign agreement for business combination
Several areas of Pinheiro Neto acted as advisors to SLC Agrícola in signing agreement with Terra Santa Agro.
The agreement consists in the implementation of the combination of SLC Agrícola’s business with Terra Santa’s agricultural operation (excluding land and improvements), through the incorporation of Terra Santa’s shares by SLC.
The total value attributed to Terra Santa’s agricultural operation (excluding the value of the lands and improvements) is equivalent to R$ 550 million, plus approximately R$ 203 million of other assets, totaling approximately R$ 753 million, which reflects the determination of working capital accounts, fixed assets and certain assets.
The exchange ratio of the Merger of Shares considers an equity value of R$ 65 million, with the remainder equivalent to the assumption of debt and/or cash, as the case may be and determined by the variation in the balance of accounts until the closing of the Operation.
The business combination will allow a higher value generation for the shareholders of both Companies, optimizing results, considering synergies and improvements in the capital structure, enabling an increase in production, cost reduction and the consequent increase in the supply of food and fibers, produced in a sustainable way in mature farms located in Mato Grosso.
Pinheiro Neto was represented by corporate partners Henrique Lang (pictured left), Guilherme Sampaio Monteiro (pictured right), antitrust partner Renê G. S. Medrado, tax partner Jorge F. Lopes, and environment partner Paula Susanna Amaral Mello.
Also participating are corporate senior associate Camila Carvalho Gomes, estate senior associate Flávio Coelho de Almeida Real, antitrust senior associate Alessandro Pezzolo Giacaglia, tax senior associate Diego Alves Amaral Batista, corporate associate Frederico A. Menescal C. Rocha, real state associate Mariana Lo Re da Costa, corporate associate Gustavo Guedes Araújo, public law senior associate Heloísa Figueiredo Ferraz, occupational helth and safety associate Ariane Gomes dos Santos, tax associates Bianca de Barros Dutra and Carolina Oliveira Lopes Garcia. Enviroment associate Clara Amoroso de Andrade, litigation associate Daniella Losasso Goerck, labor associate Leandro Felipe Barbosa.
Roberto Acauan acted as internal consultant for SLC. Terra Santa Agro was advised by Mattos Filho.
