II · Concept and capabilities
Present where the decision is taken. Today, above all on boards of directors and investment committees; and, where the transaction warrants it, at the negotiating table.
Positioning
An advisor specialising in complex corporate reorganisations — those that carry, at the same time, a financial problem, a corporate problem and an operational one, and where solving one without the others solves nothing.
The method is the same in any mandate: identify the real problem behind the stated one, design the solution the business can actually deliver and carry the negotiation through to agreement. The stated problem is almost always the most visible symptom, rarely what decides the outcome.
He combines knowledge of strategy and corporate finance with long-standing relationships with banks, creditors, domestic and foreign investors, private equity funds and business families in Brazil and Portugal.
The mandate ends at closing, not on delivery of the opinion. On larger transactions the role is one of coordination, with a partner house providing the team and the execution; on those with a smaller workload, though of greater complexity, the work is run entirely in-house.
A transaction is decided in three or four moments. The mandate is to be present at those.
Industry and infrastructure · agribusiness · energy · real estate · financial services · consumer and media. An indicative list of the sectors with a track record, not a limitation: no sector is excluded in principle.
Brazil and Portugal — cross-border mandates in multiple currencies and jurisdictions
Shareholders and families · boards · creditors and banks · funds and institutional investors · regulators
Where mandates come from
Five concrete situations. In all of them the decision is a corporate one before it is a technical one — which is why it reaches a board. Each points to the capabilities it calls on.
The next generation takes over, or the branches separate. The resulting structures have to be valued, divided and given governance — without stopping the business.
Family succession · Corporate governance · Fairness opinions
Liabilities are no longer compatible with what the asset generates. Debt has to be realigned with real cash capacity before the decision passes to the creditors.
Financial restructuring · Turnaround and crisis management · Creditor advisory · Special situations and illiquid assets
The shareholder decides to sell, in whole or in part. Value depends less on the headline price than on the structure, the warranties and whatever is left unresolved.
Disposals and sales · Mergers and acquisitions · Fairness opinions
New capital is needed. What is negotiated is not only the price: it is the rights, the exit, and what happens if things go wrong.
Asset monetisation and IPO · Joint ventures and partnerships · Club deals and consortia · Real estate advisory
Shareholders, creditors, executives and regulators with diverging interests in the same transaction. Without a rule accepted by all, no technical solution holds.
Complex negotiations · Corporate governance · Creditor advisory
Many of the mandates begin from a restructuring situation — financial, corporate or operational. None of these is resolved by delivering a report: it is resolved by conducting the negotiation through to agreement, and answering for it afterwards.
The concept
Fifteen capabilities, in three service lines, deployed on their own or in combination. A restructuring mandate typically calls on four or five of them at once — it is that combination, not any single capability, that defines the practice.
Strategic advisory
Restructuring and special situations
Boards, shareholders and families
Capabilities
Capability 01
Acquisitions run from first contact through to closing — with price and structure settled before the negotiation begins.
What decides the outcome The price ceiling set before the negotiation begins. Whoever only sets it at the table is no longer setting it.
Capability 02
The sale of a company is decided in the preparation: who is approached, in what order, and with what information at each stage.
What decides the outcome Preparing the asset before opening the process. An asset taken to market untidy always trades at a discount.
Capability 03
Design and negotiation of corporate partnerships — from the strategic rationale to the agreement that governs the relationship between the partners.
What decides the outcome The exit rules, agreed while the parties still understand one another. What undoes a partnership is what the partnership did not foresee.
Capability 04
Preparing the company and the shareholder for the market — on the issuer's side, never the placing syndicate's.
What decides the outcome Having the file ready before the window opens. The window opens and closes; the material cannot be improvised.
Capability 05
Within an industrial or family group, real estate is rarely managed as an asset in its own right — and that is where the value lies.
What decides the outcome Treating the property as an asset with a return of its own. While it is read only as support for the activity occupying it, its value appears nowhere.
Capability 06
Realigning liabilities to the real capacity to generate cash — and obtaining from creditors the time the transaction needs.
What decides the outcome A financial plan the business can actually meet. Without that, rescheduling is the same problem deferred.
Capability 07
When the problem has stopped being the balance sheet and become the operation — and someone has to be on the ground every day.
What decides the outcome The operational diagnosis, not the financial one. Liabilities are readjusted quickly; the operation meant to serve them is not.
Capability 08
On the other side of the table: representing those with a claim to recover, in court or out of it.
What decides the outcome Trust. A supported, conservative position is the only way a creditor comes to believe again in numbers that stopped being met.
Capability 09
Assets with no organised market, whose value depends on who knows how to appraise and structure them.
What decides the outcome The entry price. In an illiquid asset the return is decided on the way in; the exit merely confirms it.
Capability 10
Organisation of investor consortia to house and finance transactions that no single party will take on alone.
What decides the outcome Alignment among investors before the vehicle exists — horizon, exit, and what happens if more capital is needed.
Capability 11
Running negotiations with multiple parties and divergent interests, through to the agreement that reconciles them.
What decides the outcome Who takes part, what information circulates and what happens if there is no agreement — all settled before numbers are discussed.
Capability 12
A seat is not a transaction with a beginning and an end: it is being present at decisions one does not execute — and answering for them on a continuing basis.
What decides the outcome Arriving at the meeting with the file read and the opinion written. A board decides on what is in front of it — and whoever prepares what is in front of it decides more than it seems.
Capability 13
Design of the corporate structure, the articles and the shareholders' agreement that sustain the relationship between partners over time.
What decides the outcome Starting from how the company is actually run, not from a model. Transposed governance produces form without function.
Capability 14
Preparation and execution of the transfer of wealth between generations, with the valuation and the intra-family negotiation that make it workable.
What decides the outcome The bilateral meetings, branch by branch, before any common table. That is where expectations adjust and the division comes to be felt as fair.
Capability 15
A board deliberating on a related-party transaction needs an opinion that is not its own.
What decides the outcome Independence being demonstrable: a fixed fee, stated parameters and versioned materials that withstand later scrutiny.
What is argued
Convictions that shape how each mandate is conducted — set out to be discussed, not to be accepted.
01
The most frequent error observed in boards, in restructuring, is deciding on a shallow diagnosis. What is usually missing is not financial information: it is the reconciliation between the financial component and the operational one. A rescheduling plan the business cannot meet is not a solution — it is the same problem deferred, with less room and less credibility before the creditors.
02
When the capital structure changes across the horizon — the rule in restructuring, in leveraged acquisition and in any transaction with variable debt — discounting cash flow at a constant weighted average cost assumes what it ought to demonstrate. Adjusted present value separates the value of the business from the value of the financing and shows where value actually comes from.
03
Negotiating with creditors is, above all, restoring trust. The position put forward has to be supported and conservative — it is the only way a creditor comes to believe again in the numbers of someone who stopped meeting them. And it is because it comes from an independent third party, with no interest in the outcome, that the document can produce that effect.
04
Governance models copied from another company, or from a manual, fail because they match neither the concrete operational reality nor the management history. A board with skills the company does not use, or committees that duplicate decisions already taken elsewhere, produce form without function. Governance is designed from how the company is run — and from who has run it until now.
The academic root of these positions, and the articles behind them, are in Education and research.