Demarest advises in Public offering for the acquisition of BR Properties

Tender offer by Fundo de Investimento em Participações Bridge ("FIP") for acquisition of at least 85% of BR Properties S.A. ("Company"). Price per share of R$12.00, that will be reduced by any dividends and similar payments made by the Company to its shareholders. 

As per the letter sent by the FIP to the Company on February 26, 2015 ("Letter"), the tender offer is subjected to many conditions precedent, including payment of dividends by the Company and satisfactory due diligence of its assets. 

FIP investors are: (directly) Fundo de Investimento Imobiliário – FII Prime Portfolio ("FII Prime") and (indirectly) BTG Investments, LP ("BTGI") and an entity from the Brookfield Property Group ("Brookfield" and together with FII Prime and BTGI, "Investors"). 

After the tender offer, the Investors will implement a reorganization of the Company's assets and of their equity participation in the FIP, so each of the Investors can receive, at the end of such reorganization, the assets assigned to each of them in the Letter, provided that only the FII Prime will remain as shareholder of the Company. 

Demarest is assisting FII Prime in all legal aspects of the deal.

Lead partners: Thiago Giantomassi

Other Partners:

Thiago Sandim, Bruno Drago and Eloisa Curi.

Other team members:

Luciana Sater and Denise Okimura

Other departments of the firm involved:

CADE and Real Estate will be involved.

Other firms advising on the matter:

Barbosa, Müssnich & Aragão Advogados is acting as legal advisor to BTGI; and

Mattos Filho Advogados is acting as legal advisor to Brookfield.

Current status: ongoing.