Simpson Thacher is representing Vinci Partners Investments Ltd. (NASDAQ: VINP) (“Vinci”) in connection with its announced business combination with Compass Group (“Compass”), a Latin American asset manager and investment-advisory firm. The transaction is expected to close in the third quarter of 2024, subject to regulatory approvals and other customary closing conditions.
When completed, the transaction will create a leading platform in Latin America, with more than US$50 billion in assets under management. The transaction is aligned with Vinci’s strategic growth plan to expand its geographic footprint into a true pan-regional platform. Under the agreement, Compass partners will receive an upfront consideration of 11,783,384 shares of VINP Class A common stock, and a cash consideration of US$31.3 million in the form of VINP Class C redeemable common stock, with additional consideration payable until 2028, subject to the achievement of certain pre-determined performance metrics.
Vinci Partners is a leading alternative investment platform in Brazil, established in 2009. Vinci Partners' business segments include private equity, public equities, real estate, private credit, infrastructure, hedge funds, special situations, investment products and solutions, and retirement services. Vinci also offers corporate advisory services, focusing mostly on pre-IPO and M&A advisory services for Brazilian middle-market companies.
Compass is a leading independent asset management firm in Latin America, providing investment advisory to institutional investors, intermediaries, family offices, and high-net worth individuals. Founded in New York in 1995, the firm has over 25 years of experience and a team of more than 300 professionals currently present in seven countries in Latin America (Argentina, Brazil, Chile, Colombia, Mexico, Peru and Uruguay), the U.S. and UK. Compass has more than US$37 billion in assets under management and advisory and maintains strategic relationships with world renowned asset managers.
The Simpson Thacher team includes S. Todd Crider, Grenfel S. Calheiros, Luiz Noronha, Enrique Guijosa, Susan Uquillas and Hernan Alal (M&A – Latin America); Meredith Abrams, Manny Halberstam and Jeffrey Caretsky (Funds – Regulatory); Andrew Purcell and Andrew Mandelbaum (Tax-US); Sarah Lindley and Alex Ladyman (Tax-UK); Jiaying Zhang and Rhona Luithle (Corporate – UK); David Caldwell (Regulatory); Peter Guryan, Kelly Karapetyan and Daniel Owsley (Antitrust); Tristan Brown, Pasco J. Struhs and Allison M. Sutherland (Executive Compensation and Employee Benefits); and Steven R. DeLott (Insurance).