Carlos Mello is Lefosse Advogados’ managing partner. He has acted as leading counsel on several of the most important equity deals in Brazil in recent years, and has used his insight into listed corporations and their regulatory experience to develop a wider and successful practice covering M&A and private equity. He has been named by Chambers Latin America as one of the leading individuals in capital markets in Brazil, and by IFLR1000 as one of the leading lawyers in Brazil. Prior to working at Lefosse Advogados, Carlos was a partner at Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados; and an associate at Milbank, Tweed, Hadley & McCloy LLP in New York. Carlos obtained his law degree from the University of São Paulo and his master’s degree from Columbia University. He was admitted to the New York State Bar Association in 2002.
Questions & Answers
Thought Leaders 2021 - Interview with Carlos Barbosa Mello
Describe your career to date
I started my career in the in-house legal department of a major Brazilian bank, and that experience gave me not only exposure to sophisticated banking and financial products, but also an insight into the legal business from a client perspective. This has been very important in my career and has paved the way to my subsequent practice in a law firm. After the bank, I went to the USA to study and was fortunate enough to find an international associate position with a leading US firm, in the capital markets group. In that capacity, I was able to see how international law firms handle intricate legal matters. Upon returning to my country, I joined a major Brazilian firm, initially in the capital markets team; over the years I worked there, I gradually transitioned to the public and private M&A practice, capitalising on the experience and contacts the capital markets work gave me. I was appointed a partner at that firm in 2005, and by 2010 (the year I left) I was among its top partners from a reputation perspective. At that point, I left my previous firm and immediately joined Lefosse Advogados, which back then had a collaboration with an international law firm. Joining Lefosse was an interesting project, as the plan back then was to prepare it to be one of the top Brazilian firms, and provide it with the ability to service its clients with sophisticated legal services in all areas of the law.
With the Brazil Bar enforcing its ban on associations between Brazilian and international firms, Lefosse left the cooperation agreement in 2012 while retaining an international style in the way we approach our practices, clients and management. When I joined Lefosse, I was already splitting my time between capital markets and M&A, and currently the majority of my time is devoted to public M&A, advising listed companies in their needs and on large cross-border transactions.
What do you enjoy most about being a lawyer in your practice area?
I believe that it is very rewarding to be able to assist clients in complex transactions that require creativity to deal with ever-more sophisticated scenarios.
What is the most challenging case or transaction you have ever worked on and why?
I think it has to be the sale of Eldorado Celulose to the Indonesian investors that control Paper Excellence. It was the largest deal done that year (2017), with an enterprise value of approximately 15 billion reais. The transaction was innovative in several ways, and it involved creating an agreement that provided for a sale in stages, so as to address the needs of both seller and purchaser. Having said that, the most challenging aspect of that deal was that it did not close, and a billion-dollar arbitration ensued, which is still ongoing. That was a first for me – as we also represent the sellers in the arbitration proceedings – and highlighted a number of interesting issues.
What are the greatest challenges for lawyers in your practice area in your country this year?
I think 2020 will be difficult for all professions, as the pandemic has triggered a global crisis of enormous proportions. This has an impact on the work of corporate lawyers in particular, as the lack of liquidity worldwide will likely reduce the number of deals. I believe lawyers should be smart to position themselves to assist clients in the distressed deals and consolidation that will likely follow this crisis.
How do you expect your practice to evolve over the next five years?
I think that, as the world recovers from the covid-19 crisis, work will become more sophisticated. Companies will probably face the economic consequences from the pandemic for some years to come. Creativity, precision and excellence will be key for a corporate lawyer to assist its clients in the new world.
What do clients look for when selecting you as a lawyer?
I believe they want to have someone who has a listed company background, with a lot of international experience and the ability to understand financing, capital markets and corporate issues.
How would you like to see your law firm develop in the coming years?
Lefosse is an independent full-service firm in Brazil known for the quality of our work and sophistication of our assignments. We see ourselves growing steadily and assisting our clients with the same level of excellence we currently offer.
You have enjoyed a very distinguished career so far. What would you like to achieve that you have not yet accomplished?
I would like to spend some more time in a teaching position, so as to give back to the community a little bit of my knowledge and experience.