Marcelo B. Lorenzen

Simpson Thacher represented Braskem Netherlands Finance B.V. (the “Issuer”) and Braskem S.A. (“Braskem”) in connection with the issue and sale of US$850,000,000 aggregate principal amount of the Issuer’s 8.500% Senior Notes due 2031 (the “Notes”). Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Itau BBA USA Securities, Inc., Morgan Stanley & Co. LLC, Santander US Capital Markets LLC, SMBC Nikko Securities America, Inc., ING Financial Markets LLC and Mizuho Securities USA LLC acted as initial purchasers for this offering. The Notes are guaranteed by Braskem, the Issuer’s parent company.~~The Notes were offered to qualified institutional buyers in the United States under Rule 144A and to non-U.S. persons in reliance on Regulation S. Braskem intends to use the net proceeds from this offering for general corporate purposes, which may include the repayment of certain outstanding debt.~~Braskem is the largest producer of plastics in the Americas and the global leader in green polyethylene based on the annual production capacity of its plants in Brazil, the United States, Germany, and Mexico in 2022, the only integrated petrochemical company producing basic chemicals and polymers in Brazil, and the largest producer based on annual production capacity of polyethylene in Mexico and of polypropylene in the United States and Germany, serving customers in more than 70 countries. The Simpson Thacher team for the transaction included Grenfel S. Calheiros, Marcelo B. Lorenzen and João F. Rocha (Capital Markets); and Jonathan Cantor and Adam Hersch (Tax).

Dec 9

1 min

Simpson Thacher represented the underwriters in connection with the re-IPO of LATAM Airlines Group S.A. (“LATAM”) and re-listing of its American depositary shares (“ADSs”) on the New York Stock Exchange (“NYSE”) in connection with the public offering by certain shareholders of LATAM to sell 19,000,000 ADSs, resulting in gross proceeds of $456 million to the selling shareholders. The ADSs began trading on the NYSE on July 25, 2024 under the ticker symbol “LTM,” and the transaction closed on July 26, 2024.~~LATAM is the largest airline group in South America and one of the ten largest airline groups in the world, as measured by the number of flights operated. It is also the largest air cargo carrier in South America, as measured by cargo fleet. LATAM provides passenger transport services to 148 destinations in 26 countries and cargo services to 166 destinations in 33 countries, with an operating fleet of 336 aircraft.~~The Simpson Thacher team included Juan Francisco Mendez, John C. Ericson, Marcelo B. Lorenzen and Christopher Flynn (Capital Markets); Michael E. Mann and Preston Irace (Tax); Paige Brinton (IP); J. Pasco Struhs (ECEB); Jennie Getsin (FINRA & Blue Sky); and Jeanne M. Annarumma (ERISA). International Associate Larissa Gebrim and Summer Associates Julianne Rudkin and Stephanie Shim provided valuable assistance.

Jul 26

1 min

Simpson Thacher represented BBB Foods Inc. (“Tiendas 3B”) in connection with its initial public offering of Class A common shares at a price to the public of $17.50 per share. A total of 38,709,677 Class A common shares were sold in the offering. 28,050,491 Class A common shares were issued and sold by Tiendas 3B and 10,659,186 Class A common shares were sold by selling shareholders, including the full exercise by the underwriters of their option to purchase up to 5,049,088 additional Class A common shares from the selling shareholders. The offering raised approximately $672 million in gross proceeds for the company and the selling shareholders. The Class A common shares began trading on The New York Stock Exchange under the ticker symbol “TBBB” on February 9, 2024.~~J.P. Morgan, Morgan Stanley, BofA Securities, Scotiabank and UBS Investment Bank acted as underwriters for the offering.~~Tiendas 3B is a hard discount grocery retailer with over 2,200 stores across 15 states in the central region of Mexico, focused on offering irresistible value to budget savvy consumers through great quality products at bargain prices.~~The Simpson Thacher team included S. Todd Crider, Kirsten L. Davis, Marcelo B. Lorenzen, Enrique Güijosa and Isaac Cattan (Latin America - Capital Markets); Jonathan E. Cantor and Lina Pan (Tax); Jamin R. Koslowe and Laura R. Gallo (Executive Compensation and Employee Benefits); Steven DeLott (Insurance); and Jennifer Nadborny and Bettina Elstroth (Public Company Advisory Practice).

Feb 16

1 min

The Firm represented BBVA Securities Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, MUFG Securities Americas Inc., Mizuho Securities USA LLC, Santander US Capital Markets LLC and Scotia Capital (USA) Inc., as initial purchasers, in connection with the offering of US$600 million in aggregate principal amount of 6.750% Senior Unsecured Notes due 2034 by Nexa Resources S.A. (“Nexa”) in reliance upon Rule 144A and Regulation S. Nexa intends to use the proceeds from the offering to fund the repurchase of its existing notes and the remainder, if any, for general corporate purposes, including liability management transactions.~~The Firm is also representing BBVA Securities Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, MUFG Securities Americas Inc. and Mizuho Securities USA LLC, as dealer managers, in connection with (i) an any-and-all tender offer for Nexa’s outstanding 5.375% Notes due 2027 and (ii) a capped tender offer for Nexa’s outstanding 6.500% Notes due 2028.~~Nexa is a leading large-scale, low-cost integrated zinc producer with over 65 years of experience developing and operating mining and smelting assets in Latin America. It is the fifth largest zinc concentrate and metal producer globally. Nexa operates and owns six long life polymetallic mines, three of which are located in the Central Andes of Peru, two of which are located in the state of Minas Gerais in Brazil and one of which is located in the state of Mato Grosso in Brazil. Its operations encompass large-scale, modern, mechanized underground and open pit mines.~~The Simpson Thacher team included Grenfel S. Calheiros, Marcelo B. Lorenzen, Douglas Ogata and Fernão Castro (Capital Markets); and Jonathan Cantor and Sean Largey (Tax).

Apr 15

1 min

Simpson Thacher represented Citigroup Global Markets Inc., Banco BTG Pactual S.A. – Cayman Branch and Goldman Sachs & Co. LLC, as global coordinators, and BofA Securities, Inc., J.P. Morgan Securities LLC, Santander US Capital Markets LLC and Scotia Capital (USA) Inc., among others, as joint bookrunners, in connection with a primary equity offering of 590,579,711 Real Estate Trust Certificates (“CBFIs”) in reliance upon Rule 144A and Regulation S under the Securities Act. FIBRA Monterrey raised approximately Ps. 6.8 billion (approximately US$407 million) in proceeds. The CBFIs are listed on the Mexican Stock Exchange under the ticker symbol “FMTY 14.”~~FIBRA Monterrey was established in 2014 as the first real estate investment trust in Mexico to be 100% internally managed and advised, with a focus on the acquisition, management and development of real estate primarily in the industrial, retail and office sectors in the northern Mexican states. Its portfolio consists of 106 properties located in 14 states in Mexico, with an aggregate gross leasable area of 1.6 million square meters.~~The Simpson Thacher team included Juan F. Mendez, Marcelo B. Lorenzen and José M. Colin (Capital Markets); Jonathan Cantor, Kris Liu and Mohanad Salaimi (Tax); Owen Lysak and Jack Harrison (UK Funds); and Jeanne M. Annarumma (ERISA).

Mar 20

1 min