Pinheiro Neto advises underwriters and CPPIB on SmartFit IPO
Pinheiro Neto Advogados was Brazilian counsel to the underwriters and placement agents, and counsel to Canada Pension Plan Investment Board – CPPIB
Smartfit Escola de Ginástica e Dança S.A is the leader in the Latin American gym market, the fourth largest network in the world in number of clients (being the largest gym outside the United States of America), and the one with the highest growth rate in number of owned gyms in the period from 2014 to 2019, among the 25 largest gym networks in the world.
The offering consists of a public primary distribution offering of one hundred million registered, book-entry common shares without par value, issued by SmartFit, all free and clear of any liens or encumbrances, held in Brazil, with efforts to place the shares abroad.
The total number of shares initially offered may be increased by an additional lot equivalent to up to fifteen percent (15%) of the total number of shares initially offered, to be sold in full under the same conditions and at the same price as the shares initially offered, pursuant to the option to be granted by the Company to Banco Morgan Stanley S.A., the Stabilization Agent.
The offering was anchored by lock-up agreements signed with Dynamo V.C. Administradora de Recursos Ltda., Dynamo Administração de Recursos Ltda. and Dynamo Internacional Gestão de Recursos Ltda., Canada Pension Plan Investment Board and Novastar Investment Pte Ltd.
Pinheiro Neto Advogados advised the underwriters and placement agents with partner Fernando Zorzo (pictured left); associates Otavio B. P. de Carvalho, Julia Barbosa Campos, and André Goldflus de Pinho; legal assistant Carolina Fernández Vidal, in Brazil.
Davis Polk & Wardwell LLP represented the same party abroad.
Pinheiro Neto also advised CPPIB (current shareholder of the company and anchor investor in the IPO) with partners Álvaro Uliani M. dos Santos (pictured centre) and Guilherme Sampaio Monteiro (pictured right); associate Eduardo Comparato Ferreira de Sá; and legal intern Andressa Ickowicz.
SmartFit was represented by Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados in Brazil with partner Jean Marcel Arakawa and associates Gabriela Castro Rabelo, Vivian Hatushikano e Matheus Salim Tavares.
Simpson Thacher & Bartlett LLP represented the same part abroad.
