Roberta Berliner Cherman is a partner in our São Paulo office and a member of the firm’s Latin America Practice Group. She works on a variety of transactional and advisory matters. She re-joined the firm in 2017 after almost a decade holding senior positions in Europe and Brazil at Itaú Unibanco, the largest private financial institution in Latin America. Roberta began her career as an associate in Shearman & Sterling’s Capital Markets Group in New York.

Capital Markets

• Placement agents in connection with Livetech Bahia’s Rule 144A/Regulation S and Brazilian ICVM 476 initial public offering of common shares
• Placement agents in Boa Safra’s Rule 144A/Regulation S and Brazilian ICVM 400 initial public offering of common shares
• International placement agents in Rede D’Or’s Rule 144A/Regulation S and Brazilian ICVM 400 initial public offering of common shares and initial purchasers in its debt offerings
• Azul in the secondary offering of its common shares and various corporate issues
• Underwriters/Dealer Managers in Petrobras’ SEC registered and 144A debt offerings and tender offers
• Itaú Unibanco in connection with its subordinated debt offering, the annual and periodic update of its MTN Programme and preparation of its Form 20-F
• Issuer and Selling Shareholder in connection with Banco do Brasil’s Rule 144A/Regulation S and Brazilian follow-on equity offering, the annual update of its MTN Programme and issuance of senior notes thereunder
• Positivo Tecnologia in its Rule 144A/Regulation S and Brazilian follow-on equity offering
• International placement agents in Estapar’s Rule 144A/Regulation S and Brazilian ICVM 400 initial public offering of common shares
• International placement agents in Anima Educação’s Rule 144A/Regulation S and Brazilian follow-on equity offering
• Dealer managers and initial purchasers in connection with a debt offering by Cosan Limited and tender offer
• International placement agents in connection with Helbor’s Rule 144A/Regulation S and Brazilian ICVM 476 follow-on equity offering
• International placement agents in HBR Realty’s Rule 144A/Regulation S and Brazilian ICVM 400 initial public offering of common shares and initial purchasers in its Rule 144A/ Regulation S debt offering
• International placement agents in Melnick Even’s Rule 144A/Regulation S and Brazilian ICVM 400 initial public offering of common shares
• Dimed S.A. Distribuidora de Medicamentos in its Rule 144A/Regulation S and Brazilian follow-on equity offering
• International placement agents in connection with Trisul’s Rule 144A/Regulation S and Brazilian ICVM 476 follow-on equity offering
• Dealers in connection with the annual update of banco BV’s MTN Programme and issuance of senior notes thereunder
• Underwriters in connection with Banco BTG Pactual’s issuance of senior and subordinated notes under its Global MTN Programme and follow-on offering of its Units
• Cielo in connection with the tender offer for its Units
• Eletropaulo in its attempted follow-on offering of shares
• Bunge in its attempted IPO of its Brazilian sugar milling business in Brazil

Others

• Advised U.S. and Latin American companies and investment banks as issuer's and underwriter's counsel in registered offerings and private placements of debt and equity securities (including structured and asset-backed offerings in both capital and bank markets, initial public offerings and secondary offerings of American depositary shares, exchangeable securities and perpetual notes, medium-term note programs, commercial paper programs, credit-linked notes and notes supported by political risk insurance, repackaging of corporate securities, and asset securitizations); elaborated consent solicitations and exchange offers; advised U.S. insurance company in drafting and negotiating political risk insurance policies.
• Advised lenders, borrowers and guarantors in connection with credit agreements, syndicated loans and export finance transactions involving upstream and downstream guarantees; drafted and negotiated loan documentation, including credit agreements, security agreements, guarantees, subordination agreements, account control agreements and intercreditor agreements.
• Assisted domestic and foreign private issuers with general corporate matters including the preparation of annual and periodical reports required to be filed with the Securities and Exchange Commission; drafted various memoranda regarding compliance by foreign private issuers with U.S. securities regulation, publicity during public offerings and compliance with securities rules and regulations.