April 2014
Eli Talmor Luiz Henrique Spinardi Campos Steven Stolk

Cetip and Advent International: Private Equity in Brazil
It was a typically balmy summer afternoon on 9 March 2012 on busy Faria Lima in São Paulo, Brazil. Patrice Etlin and Mario Malta of Advent International, a global private equity firm, were meeting a former colleague, Martin Escobari, for lunch (see Exhibit 1 for bios). The conversation between them soon turned to the recent stock price performance of Cetip SA, Brazil’s largest custodian for private debt, and an investment they had worked on together for Advent. The stock had traded at R$33 per share throughout the day, well above the R$25.50 for which Advent had sold its remaining stake to IntercontinentalExchange (ICE) only nine months previously. Advent had first contacted Cetip in early 2007, before the outbreak of the global financial crisis, seeking to acquire a stake in the company. Two years later, following a failed IPO and having fended off competition from several other private equity players, Advent completed its investment. During its two years of ownership, Advent helped Cetip in its transition from a non-profit mutual organisation, with more than 600 financial institutions as members, into a listed business with a strong growth profile. Following its demutualisation in 2008, the company reinforced its management team, implemented best-practice corporate governance, instilled a culture of innovation and performance improvement and subsequently acquired GRV Solutions, effectively doubling in size. As they wrapped up lunch with a traditional café, the three colleagues wondered whether Advent had sold its stake in Cetip at the right time. Had Advent really unlocked all of the remaining value in the investment?

History of Private Equity in Brazil
Private equity and venture capital (PE/VC) investment is a recent phenomenon in