"Up-and-coming partner Apoena Joels is well regarded for his experience handling national and international private equity acquisitions and corporate M&A deals involving both public and private entities. He is also sought out for his track record in capital markets and structured finance transactions."

"Clients describe him as "a great lawyer" who is "both dedicated and ambitious.""
Chambers & Partners Global, ed. 2019

Overview

Apoena Joels is a partner in the Corporate and Securities practice of Tauil & Chequer Advogados in association with Mayer Brown. He is based in  Sao Paulo office but stands a substantial time in the New York office as well. He specializes in both domestic and cross-border mergers and acquisitions, private equity transactions and joint ventures, involving both private and publicly-traded companies. Apoena has been responsible for the structuring and implementation of a variety of capital markets transactions related to both debt and equity (initial public offerings, follow-ons, bonds, debentures, notes and other debt instruments), structured transactions and incorporation of funds and other investment vehicles.

Before Joining Tauil & Chequer Advogados in association with Mayer Brown, Apoena was a Partner in both Rio de Janeiro and São Paulo offices of Machado, Meyer, Sendacz e Opice Advogados; Senior Associate of both Rio de Janeiro and São Paulo offices Barbosa, Müssnich e Aragão Advogados,  Foreign Associate at the New York of LeBoeuf, Lamb, Greene & MacRae LLP and, also, at Dewey & LeBoeuf LLP; Counsel to the Brazilian Embassy in Washington, D.C.; and Foreign Summer Associate of Blake, Cassels & Graydon LLP. at its Vancouver office.

Spoken Languages

  • Portuguese
  • English

Experience

  • Advised Petrobras on the acquisition by Eneva, through its subsidiary Parnaíba Gás Natural, of 100% of exploration and production rights held by Petrobras at Campo de Azulão, located in the Amazonas Basin, state of Amazonas.
  • Advised Cerberus Capital Management (Global), a US-based private equity firm, in the acquisition of Electrical Components International do Brasil, the Brazilian-based subsidiary of Electrical Components International. The acquisition is part of a larger deal in which Cerberus will acquire Electrical Components International.
  • Represented one of the largest mining companies in the world (Vale S.A.) in the restructuring of its fertilizer division's corporate structure.
  • Advised Solví Saneamento in the sale of all shares representing 100% of the capital stock of Companhia de Saneamento do Norte, all held by Solví Saneamento, to Aegea, a Brazilian holding company operating in the sanitation segment shares.
  • Assisted Solví, a holding company in the segment of waste, sanitation, energy recovery and engineering, which entered into an agreement to acquire 25.5% of the shares issued by Companhia de Saneamento do Norte owned by SAAB Participações and Novos Negócios. The transaction is part of the acquisition of 100% of the capital stock of Companhia de Saneamento do Norte by Aegea.
  • Advised Vale in relation to an agreement entered into between Horizonte Minerals, a UK-based mineral company, for the acquisition of the Vermelho project, which involves the exploration of nickel and cobalt located in the Brazilian state of Pará.
  • Assisted with the corporate restructuring of Valepar S.A., controlling shareholder of Vale S.A., which led to the renegotiation of the main terms of its shareholders agreement, as well as the bylaws of Vale S.A., with the purpose of, among others, enabling Vale S.A. to be listed in the special segment "Novo Mercado" of Brazilian stock exchange BM&FBovespa and its consequent transformation into a true corporation (a listed company with dispersed capital, without a defined controlling shareholder), as well as assisting with natural one the subsequent merger of Valepar S.A. into Vale S.A.
  • Advised Maersk with the structuring, due diligence and negotiation of the relevant documents necessary to consummate the sale of Mercosul Line to CMA.
  • Advised Maersk Line A/S and Maersk A/S on the acquisition of total issued capital of Hamburg Südamerikanische-Dampfschifffahrts-Gesellschaft KG (HSDG), owned by Dr. August Oetker KG, OETKER Nahrungsmittel und Getränke Holding KG, Dr. Crato Gesellschaft mit beschränkter Haftung and Columbus Container Services B.V.B.A.
  • Advised LPP III Empreendimentos e Participações S.A., a subsidiary of the GLP Group (Global Logistic Properties Limited), with the acquisition of all the shares issued by REC São Bernardo Securitizadora de Créditos Imobiliários S.A. (current corporate name of BRPR 46 Securitizadora de Créditos Imobiliários S.A.) held by BR Properties S.A., owner of a real estate asset (galpão) located in São Bernardo do Campo, São Paulo.
  • Advised GIF V Fundo de Investimento em Participações (fund managed by Gávea Investimentos) in the acquisition of a stake in Natural One S.A.
  • Advised Petróleo Brasileiro S.A. (Petrobras), shareholder of Petrobras Biocombustível S.A., which in turn is a shareholder of Nova Fronteira Bioenergia S.A., in the corporate reorganization of São Martinho S.A. and Petrobras Biocombustível S.A.
  • Advised Companhia de Mineração Serra da Farofa and Mineradora Rio Bravo in the renegotiation of mining rights lease agreements executed with MMX Sudeste Mineração (a subsidiary of MMX Mineração e Metálicos S.A.grouped under an isolated production unit (Mining IPU) that comprises Ipê and Tico-Tico mines, located in the unit of Serra Azul in the Iron Quadrilateral, in the state of Minas Gerais.
  • Acted as counsel of Cerberus Capital Management L.P. in the acquisition of total issued capital of all aspects related to ABC Group, Inc., one of the world´s leaders in automotive systems and components manufacturing.
  • Acted as legal counsel to Carlyle Group LP, with all aspects related to the purchase by Carlyle from Total S.A. as a result of recovery process entered into Atotech Group´s specialty chemicals unit.
  • Assisted The Carlyle Group in all matters of Brazilian law related to the worldwide acquisition of the Industrial Packaging Group (IPG), a global manufacturer of protective packaging, strips and consumables for protective packaging, tools and equipment, from Illinois Tool Works (ITW), a public traded company listed under the New York Stock Exchange.
  • Advised JFL Realty with all the legal aspects related to the development of a real estate project in the city of Campinas, state of São Paulo. The project envisioned the development of a shopping mall, commercial and residential towers and a hospital.
  • Advised Semp Toshiba Amazonas, a home appliances and electronics seller and manufacturer headquartered in the city of Manaus, state of Amazonas in the joint venture with China-based TCL EC. The joint venture established the rights and obligations of both parties to manufacture and market electronic products within Brazil.
  • Counsel to Celulose Irani S.A., in the pulp and paper sector, of standing forests. As a result of the sale, the Company, by agreement with Global Fund Reflorestamento e Exploração de Madeira Ltda.
  • Advised BTG in transactions related to Brasbunker Participações S.A. (“BBK”) since the acquisition by BTG of an equity stake in such company in 2010. As a result of financial hurdles arising from the Oil and Gas industry, BTG entered into a series of transactions that resulted in the transfer of the majority of its equity interest in BBK to entities controlled by Mr. Fabio Soares Miranda de Carvalho, an expert in the restructuring of companies under financial distress.
  • Advised BTG in (i) structuring a divestment strategy, while disputing the day-to-day operation of the business with controlling shareholders, which involved the extensive negotiations with the new investor with respect to its indirect capital injection in the company (both by means of debt and equity), (ii) selling and restructuring of intercompany debt held by BTG, totaling more than BRL500 million and (iii) structuring funding transactions involving local (private and publicly issued securities) and cross-border transactions secured by substantial assets of the company, including shipyards, receivables, real estate and other assets.
  • Assisted in the sale of 50% of the voting capital stock of Essencis Soluções Ambientais S.A. held by Estre Ambiental S.A. and Cavo Serviços e Saneamento S.A. to Companhia de Projetos Ambientais S.A. (a controlled company of Solví Participações S.A.).
  • Advised the shareholders Ápia SP Participações S.A. in the joint venture with IndoAgri Brazil Participações Ltda. (a Brazilian subsidiary of IndoFood, an Indonesian publicly-traded company) to develop the business of Companhia Mineira de Açúcar e Álcool Participações.
  • Assisted in the acquisition by TSL Tecnologia em Sistemas de Legislação Ltda., a subsidiary of the Thomson Reuters group, of 100% shares issued by T.Global Participações Societárias S.A., the holding company of Softway S.A., Trade-Easy and Softleasing, companies operating in the foreign exchange software development industry.
  • Advised Vossloh Cogifer in its first investment in Brazil, consisting of an indirect acquisition of 100% stake in the rail switch manufacturer Metalúrgica Barros Monteiro Ltda. (MBM), headquartered in the city of Sorocaba, Sao Paulo state, by means of the acquisition of 100% stake in the two holdings of MBM.

Education

Universidade do Estado do Rio de Janeiro, post-graduate specialization in Constitutional-Civil Law

Pontifícia Universidade Católica do Rio de Janeiro, Bachelor of Law (JD equivalent)

Admissions

Bar

  • Brazil

Memberships

  • Member, Brazilian Bar Association
  • Member, International Bar Association
  • Outside legal advisor for corporate matters to Botafogo Futebol e Regatas (2005 and 2006)
  • Member, Incentive Committee to Exportations of the Center of Studies of Attorneys Partnerships (2003 to present date)
  • Member, ABCI Institute – Brazilian International Trade Scholars (2007 to present date)
  • "Up-and-coming partner Apoena Joels  is well regarded for his experience handling national and international private equity acquisitions and corporate M&A deals involving both public and private entities. He is also sought out for his track record in capital markets and structured finance transactions."

    "Clients describe him as "a great lawyer" who is "both dedicated and ambitious.""
    Chambers & Partners Global, ed. 2019

  • ""Very good" up-and-coming partner Apoena Joels advises both sellers and buyers on the acquisition of shares, M&A deals and joint ventures. He is also experienced assisting with corporate reorganisations and finance matters, including both investments and divestments. Joels has complementary strength in capital markets deals."
    Chambers Latin America, ed. 2019
  • LACCA Approved, ed. 2019 in Corporate and M&A
  • Latin Lawyer 250, ed. 2018 in Private Equity