Francesca L. Odell’s practice focuses on mergers and acquisitions, joint ventures, private equity transactions and other financing transactions (including capital markets, restructurings and project finance).

Her practice is primarily cross-border, focusing on Latin America, and particularly Brazil.

Francesca joined the firm in 1996 and became a partner in 2005.

Notable Experience

  • Petrobras in significant SEC reporting, corporate governance, financing and litigation matters in connection with the investigation related to Operation Car Wash.

  • Banco Nacional de Desenvolvimento Econômico e Social (BNDES), Brazil’s national bank for economic and social development and the primary domestic source of long-term financing in the Brazilian economy, on its international legal matters. 

  • Petrobras on its successful $2.5 billion SEC registered bond offering which, according to media reports, was the largest century bond offering to date and the first by a Brazilian issuer, and restored investor confidence in the company and Brazil.

  • The underwriting syndicate in Oi’s €600 Rule 144A/Reg S offering, the first ever one-day “switch” tender offer by a corporate issuer; and itsR$7.7 billion (approximately US$3.4 billion) equity offering in 2014, the largest equity offering in Brazil since the $67 billion equity offering by Petrobras in 2010, on which Cleary also advised.

  • General Mills in various transactions in Latin America, including the acquisition of a Brazilian business and the sale of its Venezuelan business.

  • Merrill Lynch, Pierce, Fenner & Smith and Morgan Stanley as placement agents in a $1.3 billion Reg S/Section 4(a)(2) preferred share offering by Bancolombia, the largest commercial bank in Colombia and one of the largest in Latin America.

  • Merrill Lynch and JP Morgan as dealer managers in a cash tender offer by Abbott Laboratories (Chile) Holdco (Dos), a wholly owned subsidiary of Abbott Laboratories, to purchase any and all of the outstanding 5.125% Senior Notes due 2022 of its subsidiary CFR International.

  • TPG and other private equity funds in connection with various investments in Brazil.

  • A group of creditors of San Antonio International Oil & Gas Services in the restructuring of indebtedness under its secured credit facility and subsequently the enforcement of pledged collateral under offshore holding companies.

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SELECTED ACTIVITIES

  • Board Member, Brazilian-American Chamber of Commerce
  • Advisory Board Chair, Legal Outreach
  • Board Member and President, Volunteers of Legal Service

Publications

Events