TozziniFreire advises JPM and Bradesco on upsize
TozziniFreire has acted as Brazilian law counsel to J.P. Morgan, as arranger, and Banco Bradesco in connection with Amendment No. 2 to a credit agreement, which increased by US$40 million a senior secured bridge loan facility originally granted to Corex Copper Brasil, a Dutch special purpose vehicle controlled by Yildirim International Investment Holding. The amendment brought the facility, initially set at US$180 million, to a total of US$220 million.
The facility finances the acquisition by the borrower of 100% of the quotas of four Brazilian mining companies holding mines of copper, gold, silver and other minerals, including critical minerals such as copper, nickel, zinc and tin: Avanco Resources Mineração, AVB Mineração, Mineração Águas Boas and SLM Santa Lúcia Mineração. In the context of the upsize, Banco Bradesco joined the lender group, first through the assignment of US$90 million of the loan to its New York Branch and then through a US$20 million incremental commitment from Banco Bradesco Europa, alongside a matching US$20 million incremental commitment from J.P. Morgan, with the incremental proceeds also applied to the buyout of contingent consideration obligations under the CCA Buyout Agreement. Under the same amendment, the Brazilian security package was implemented through a fiduciary transfer of 100% of the quotas of the four target companies and pledges over their mining rights, granted in favor of a local collateral agent.
The TozziniFreire team was led by partners Daniel Laudisio and Oswaldo Noce Dalla Torre, with support from senior associate Bryan Nathan Klein and associate Larissa Barbosa Souza.
The borrower, Corex Copper Brasil, was advised on Brazilian law by Mello Torres Advogados, with a team including Bruno de Camargos, Lara Pádua Solimeo, Mariana Modesto Zelmanovits, Clovis Torres, Fabrizio Sasdelli and Rafael Aureliano Silva. UMB Bank acted as administrative agent for the facility.
