Simpson Thacher Represents Diagnósticos da América in Follow-on Equity Offering
04.26.06
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Simpson Thacher represented Diagnósticos da América S.A. ("DASA"), the largest private clinical analysis and diagnostic imaging company in Latin America in a follow-on equity offering that closed March 28, 2006, after having represented DASA in its initial public equity offering in November 2004. Common shares were offered in Brazil and American depositary shares ("ADSs") were offered concurrently in the United States and in other jurisdictions outside Brazil. The transaction included a primary offering of common shares by DASA and a secondary offering of common shares and ADSs by certain selling shareholders.
The offering in Brazil was registered with the CVM, the Brazilian securities regulator, and the common shares were listed on the Sao Paulo Stock Exchange. In a structure used increasingly in Brazilian equity transactions, all the shares were sold under a Brazilian underwriting agreement and affiliates of the underwriters acted as placement facilitation agents for marketing efforts to qualified institutional buyers in the U.S. and non-U.S. persons outside Brazil under a separate placement facilitation and agency agreement. The principal selling shareholders were Patria Investimentos, Latin Healthcare, JPMorgan Partners and Mr. Caio Auriemo (founder and chairman of the company). Patria is a leading Brazilian private equity firm.
The Simpson Thacher team included Todd Crider, Jaime Mercado and Grenfel Calheiros (corporate); and Jonathan Cantor and Peter Rosen (tax).