Francisco (Paco) L. Cestero’s widely lauded practice focuses on multijurisdictional restructurings and financings, mergers and acquisitions, and crisis management.

Paco’s interdisciplinary practice and experience with complex, cross-border transactions and proceedings in Brazil and the rest of Latin America allow him to create novel and holistic solutions for clients, effectively guiding them through the multifaceted issues that arise in emerging market transactions and proceedings. In recent years, he has tackled many of the business cycle, administrative, corruption, capital, and legal issues impacting transactions and proceedings in Brazil, both in and outside court reorganization processes.

Paco joined the firm in 1995 and became a partner in 2004. He joined the São Paulo office in August 2011. From 1998 to 2002 and from 2008 to 2011, he was resident in the firm’s Rome office. Before attending law school, Paco worked at the Government Development Bank for Puerto Rico, where he participated in several privatizations.

Notable Experiences

Restructuring and Finance

  • Samarco Mineração, a joint venture controlled equally by BHP Billiton Brasil and Vale, in connection with its “recuperação judicial” restructuring proceeding and lawsuits filed by Samarco’s creditors, seeking recovery of money they claim is due and owed under three global notes.

  • Brookfield Asset Management as subscriber to convertible secured debentures by Brasil Telecom Comunicação Multimídia S.A. (BTCM). BTCM is a wholly owned subsidiary of Oi which was constituted as the group’s fiber infrastructure unit (InfraCo), and is raising up to R$2.5 billion from this issuance.

  • Ad hoc bondholder committee in connection with the restructuring of Andrade Gutierrez, a Brazilian construction company, of its US$480 million international bonds due 2024.

  • Ad hoc creditors’ committees of bondholders in connection with the nearly $20 billion restructuring of Oi, the largest corporate restructuring in the history of Latin America.

  • Ad hoc group of secured project finance lenders in connection with the restructuring of over $1.67 billion in total indebtedness of Constellation Oil Services Holding S.A. and its subsidiaries (QGOG Group).

  • Odebrecht Engenharia e Construção S.A. (OEC) in a complex debt restructuring and related consent solicitation for approval of a Brazilian extrajudicial restructuring plan to restructure OEC’s approximate $3.4 billion aggregate principal amount of notes.

  • Ad hoc creditors’ committees of bondholders in connection with the nearly $5 billion restructuring of Odebrecht Oil and Gas, the largest-ever Brazilian extrajudicial restructuring.

  • Ad hoc group of bondholders and DIP lenders in connection with the restructuring and financing of OGX, the largest private Brazilian reorganization in history, including the ad hoc group of OGX bondholders in connection with the restructuring of OSX-3, involving the re-negotiation of the vessel charter amendments between OSX-3 and OGX.

  • Ad hoc group of a majority of unsecured and secured bondholders and certain lenders of Tonon Bioenergia S.A. in its restructuring pursuant to Brazilian judicial reorganization proceeding.

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Mergers and Acquisitions

  • Compass Minerals in its R$2,207 million sale of its Brazilian operations, Compass Minerals América do Sul S.A., to ICL Group Ltd.

  • Enel on strategic and U.S. issues in connection with its 5.5 billion reais ($1.5 billion) acquisition of 73% of the shares of Eletropaulo.

  • América Móvil (the largest wireless operator in Latin America) in over 10 international restructurings, acquisitions, and joint ventures throughout Brazil and the rest of the Americas, as well as in various capital market and bank financings.

  • Tupy in connection with its €210 million acquisition of Fiat Chrysler’s global cast iron automotive components business, Fiat Chrysler’s subsidiary Teksid.

  • TPG in its announced sale of Evoltz Participações S.A. to Ontario Teacher’s Pension Plan Board; and together with Gávea Investimentos in their acquisition of a 25% equity interest for approximately US$230 million in Rumo Logística.

  • TIVIT (Brazil) in its acquisition of Synapsis.

  • BHP Billiton in connection with the carve-out of its Brazilian assets as part of the demerger of South32.

  • Baidu, a leading Chinese language internet search provider, in its acquisition of the Brazilian operating subsidiaries of Peixe Urbano.

  • Doral Financial, a bank based in Puerto Rico, in a recapitalization transaction that entailed an equity investment of $610 million in Doral by a newly formed bank holding company in which a number of private equity and asset managers invested, as well as on various enforcement and reporting matters.

  • An alternative asset manager in connection with its proposed DIP loan to OAS and possible acquisition of Invepar.

  • A group seeking to acquire Rede Energia, a distressed Brazilian utility.

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Crisis Management and Investigations

  • BHP Billiton, Vale, and Samarco to conduct the external investigation into the cause of the breach of the Fundão tailings dam.

  • A large multinational home appliance corporation in an internal inquiry regarding a Brazilian tax matter.

  • A major financial institution in ongoing investigations concerning FX markets in Mexico, Brazil, and Argentina.

  • A media company in an internal investigation concerning alleged data manipulation at its Brazilian operations.

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