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Oil, Energy, Mining: The Largest M&A Transactions in Brazil in 2025
(Estadão) The M&A market moved more than US$ 58 billion last year, representing a 26.5% increase compared to 2024 Driven by large-scale transactions in the energy and natural resources sector, Brazil’s mergers and acquisitions market moved more than US$ 58 billion in 2025. According to a survey by Seneca Evercore, based on MergerMarket data, the volume represents a 26.5% increase compared to 2024 (US$ 45 billion), despite a 3% decline in the total number of transactions. “The total value is higher because the largest transactions took place in infrastructure-related sectors, where capital costs and required investments are higher,” says Cleveland Prates, professor of economics at FGV-Law and of regulation at the Fundação Instituto de Pesquisas Econômicas (Fipe). Evolution of the mergers and acquisitions market in Brazil. In total, 843 M&A transactions took place in the country in 2025. The energy and natural resources sector (such as oil, mining, and pulp and paper) accounted for more than 50% of the total value transacted (over US$ 30 billion). In 2020, these transactions represented less than 10% of total volume. Since 2021, however, the segment has been gaining ground, with transaction volume reaching the highest level in the past 15 years. “One of the factors explaining this movement is the more resilient nature of the sector, which is less exposed to domestic market fluctuations and to the country’s political and economic uncertainties,” says Daniel Wainstein, co-founder of Seneca Evercore. “High interest rates have had a significant impact on company valuations.” The largest transactions of the year Sector concentration is reflected in the largest deals of the year. Seven of the ten largest transactions carried out in Brazil in 2025 were in the energy and natural resources segment, including the largest deal of the year, the Peregrino Offshore Field. In May, Brazilian oil company Prio acquired 60% of the operations of the offshore oil field located in the Campos Basin, off the coast of the state of Rio de Janeiro. The transaction, estimated at US$ 3.3 billion (approximately R$ 17.8 billion), was signed with Norwegian company Equinor. Prio’s reference shareholder is businessman Nelson Tanure, and the company is valued at just over R$ 37 billion. “Equinor is divesting from assets they have already extensively explored in order to invest in other fields in Brazil. This is normal in this market,” says Prates. The acquisition of the Peregrino field, however, was not the only major transaction of the year. The second position in the ranking is occupied by the deal involving Serena Energia, which underwent a public tender offer (OPA) and a reorganization of its shareholder structure. With the divestment of part of Tarpon’s stake and the offer led by a fund vehicle linked to Actis (together with GIC), the transaction amounted to approximately US$ 2.8 billion and resulted in the company’s delisting. The third-largest deal was J&F’s acquisition of Eldorado Brasil, after nearly a decade of dispute with Paper Excellence, for US$ 2.7 billion. Also noteworthy are the merger between Marfrig and BRF, which created one of the world’s largest food companies in a transaction exceeding US$ 2.25 billion, and Iberdrola’s acquisition of Previ’s 30% stake in Neoenergia, in a US$ 2.2 billion deal that increased the company’s ownership in the electric utility to over 80%. Momentum in 2026 and new promising areas With expectations of lower interest rates, experts view the M&A market with optimism and project a more active 2026. The scenario, however, still carries risks, such as fiscal uncertainties and the impact of the electoral period on investors. “The expectation of a Selic rate cut has once again fueled appetite for M&A,” comments Wainstein of Seneca Evercore. “However, populist rhetoric and high government spending could restrain this scenario.” The executive also points to improvements in diplomatic relations between Brazil and the United States as a catalyst for the market. “The U.S. has always been the country’s largest investor and source of capital, but initiatives had stalled. Over the past six months, improved relations have made them look at Brazil with less bias,” he says. Wainstein’s outlook is that, with lower interest rates and increased international capital inflows, new sectors will gain prominence. “We should see a more intense year, with more transactions in technology, financial services, fintechs, and asset managers,” he notes. On the other hand, Cleveland Prates believes that the transactions expected to take place in 2026 go beyond dynamics specific to the year itself. “You rarely prospect, decide, and acquire within the same year. What will happen in 2026 was already planned in 2025,” he says. “The opportunities and challenges arising from the Brazilian economy this year should begin to consolidate from 2027 or 2028.” Published on 01/15/2026 and available at: https://www.estadao.com.br/economia/negocios/maiores-operacoes-fusao-aquisicao-brasil-2025/

Brazil to See a Rush to Close M&A Deals Ahead of the Election, Says Seneca Evercore Partner
(O Globo) The coming months are expected to be busy in the universe of mergers and acquisitions M&A in Brazil, according to market players, with a race against time to complete transactions before the electoral campaign gains momentum, says Rodrigo Mello, cofounder of independent financial advisory firm Seneca Evercore. The year 2026 is expected to be challenging, but Brazil will experience a strong push to close M&A transactions and capital markets deals, particularly in the first half of the year. The reason, of course, is the electoral calendar, which tends to affect the timing of transactions, according to Mello, whose firm advises companies during deal processes. M&A volume in Brazil jumped 27% in 2025, according to data from Mergermarket compiled by Seneca Evercore, reaching US$ 58 billion last year. Despite the increase in deal value, the number of transactions fell 3% year over year. “2025 was not a good year for the segment in terms of the number of transactions, which hit the lowest level in six years. Even so, the volume in reais was very relevant, because some deals involved very large checks, which pushed the figures higher.” Mega-deals One example was the acquisition of a 30.3% stake in Neoenergia, which operates in power generation, transmission, and distribution, by Spain’s Iberdrola. Previ, Banco do Brasil’s pension fund, sold the stake for R$ 9.7 billion. Neoenergia has also announced a public tender offer to acquire the remaining minority shares for R$ 6.5 billion. Daniel Wainstein, also a cofounder of Seneca Evercore, believes that the M&A environment could heat up again “with the Selic interest rate expected to begin falling soon, which could push asset prices higher and lead shareholders to reconsider selling minority stakes.” In addition, “a lower cost of financing may help buyers seeking funding for their acquisitions.” Wainstein, Mello, and the firm’s other cofounder, Isaias Szlifer, previously worked at Goldman Sachs and cofounded Seneca Evercore in 2015. In 2020, they acquired a minority stake in the firm from Banco BTG Pactual. In 2023, they sold 20% of the business to the American investment bank Evercore. Since then, the firm has operated under the name Seneca Evercore. Published on 01/12/2025 and available at: https://oglobo.globo.com/blogs/capital/post/2026/01/brasil-tera-corrida-para-fechar-fusoes-antes-da-eleicao-diz-socio-da-seneca-evercore.ghtml

Large transactions set the tone for acquisitions in 2025
(Valor Econômico) According to banking executives, the trend is for the infrastructure sector, including energy, to remain heated for transactions Large-scale transactions sustained the volumes of Brazil’s mergers and acquisitions industry in 2025, a year in which high interest rates made the financing of such deals more expensive. Data from consultancy Dealogic show that the announced volume throughout the year, considering figures through mid-December, totaled R$234 billion, broadly in line with the R$231 billion recorded in 2024. The perception is that in 2026 there will be some increase in volumes, although the electoral calendar has the potential to affect part of the deal flow, especially if there is exchange-rate volatility, something historically typical of the period and a context that can deter foreign investors. The industry reached a peak in 2021, during the pandemic, when it moved R$482 billion. The head of UBS BB’s investment banking division, Anderson Brito, believes that M&A volume in the country will expand by around 10% in 2026, to roughly US$55 billion, with the share of transactions involving foreign parties, known as cross-border deals, rising from 30% in 2025 to 35%. “There is a lot of interest from European and Asian investors in Brazil” Among the main transactions of 2025 was J&F’s purchase of the stake in Eldorado previously held by Paper Excellence, bringing an end to a long-standing shareholder dispute. A transaction involving two listed companies was the merger between Marfrig and BRF, which created the giant MBRF. Another large deal involved the acquisition by Iberdrola of the stake held by Previ, the pension fund of Banco do Brasil, in Neoenergia. One of the most significant transactions involved Prio, which completed the purchase of 40% of the Peregrino Field (and Pitangola) operation from Equinor. There was also, later in the year, the sale of Motiva’s airports. The technology sector also stood out with heavyweight transactions, such as the sale of Conta Azul to Visma. “We had a year in 2025 with greater sector diversification,” says Diogo Aragão The global head of investment banking at Itaú BBA, Roderick Greenlees, recalls that M&A volumes in the year were also boosted by tender offers that resulted in companies going private, such as Serena’s. The executive points out that the energy sector “will continue to be a relevant contributor to M&A volumes in 2026”. A survey by M&A boutique Seneca Evercore shows that throughout 2025 the energy and natural resources sector accounted for 52% of total transaction volume, compared with 10% in 2020. According to Seneca’s founding partner, Daniel Wainstein, this represents the highest volume for the segment in 15 years. “We believe that 2026 could be a better year for M&A, with the Selic reaching lower levels, which could boost asset prices,” he says. With higher prices, shareholders may once again consider selling stakes in their companies. Despite the greater number of transactions in these sectors, which weigh heavily on totals because they are multibillion-real deals, more segments contributed over the course of 2025. “We had a year with more sector diversification,” comments Diogo Aragão, head of M&A at Bank of America in Brazil. He notes that in Brazil the infrastructure sector remains traditionally the most active, given the maturity of the industry. According to the executive, many transactions are being launched and presented to potential buyers with the intention of closing deals at the beginning of 2026. “From April onward, deal flow becomes conditioned by the elections,” he says. The issue, according to him, is that elections historically bring effects on the exchange rate, which is critical for foreign investors’ decision-making. André Moor, head of investment banking at Bradesco BBI, says the bank entered 2026 with a very robust pipeline and that many transactions “are impermeable to the elections.” The highlights, he stresses, continue to be infrastructure and energy. The head of M&A at Santander Brasil, Thiago Rocha, believes that this year the election theme will indeed be relevant, but that large transactions continue independently. “2026 may once again be a year supported by large transactions, with a larger average deal size,” he said. For the head of M&A at Goldman Sachs in Brazil, Pedro Muzzi, M&A volumes this year should be better than in 2025. The executive notes that at the financial institution the pipeline of operations has been growing since September. One market participant expected to once again drive M&A volumes, according to him, is private equity funds, which, without an IPO window for their exits, are likely to opt for selling their stakes. “They need to divest in order to be able to raise new funds,” he says. Due to volatility, many transactions had to adopt different structures. The head of M&A at BTG Pactual, Alessandro Farkuh, says the year was also marked by more structured transactions, precisely because of the still-uncertain environment. “In moments like this there is a huge reassessment of the most intelligent way to allocate capital,” says Farkuh. “There are many transactions involving capital markets and publicly listed companies,” he adds. Antonio Coutinho, who leads Citi’s investment banking operations in Brazil, says the environment for mergers and acquisitions became more positive throughout 2025. “The pipeline is still dominated by large infrastructure transactions,” says Coutinho. He points out, on the other hand, that transactions in the energy sector, which stand out every year, lost momentum in 2025, with less participation from renewable energy companies, which are facing challenges due to curtailment, the forced reduction of power generation. Diego Mendes, co-head of M&A at XP, also expects a more positive year for deals and notes that improved performance of listed shares helps bring buyers’ and sellers’ perceptions of asset values closer together. Published on 05/01/2025 and available at: https://valor.globo.com/financas/noticia/2026/01/05/grandes-operacoes-deram-o-tom-das-aquisicoes-em-2025.ghtml

Energy Leads M&A Activity in 2025, with Interest Rates Set to Shape Deals in 2026
(InfoMoney) Between January and November 2025, the total value of mergers and acquisitions transactions in Brazil increased by 18% compared to the same period of the previous year — that is, the aggregate deal value. The number of transactions, however, fell by 25%. The data were compiled by M&A boutique Seneca Evercore at the request of InfoMoney. “The increase in total deal value is due to a small number of large-scale transactions, concentrated mainly in the energy and natural resources sectors, which include, for example, power generation and distribution companies, oil and gas, pulp and paper, and mining,” explains Rodrigo Mello, founding partner at Seneca Evercore. The acquisition of an equity stake in Equinor’s offshore Peregrino field by PRIO for US$3.35 billion was the largest transaction of the year, followed by the acquisition of Serena Energia by Actis, in a divestment by Tarpon, for US$2.82 billion. Also within the energy and natural resources sector, the third-largest deal was J&F’s acquisition of Eldorado Brasil, after eight years of dispute with Paper Excellence. Since 2021, the energy sector has gained increasing relevance in the M&A market, rising from a 10% share of total deal value in 2020 to 54% in 2025. From January to November this year, the total value of transactions in energy and natural resources reached US$28.2 billion, representing a 47% increase compared to the same period last year. “One of the factors explaining this trend is the more resilient nature of these sectors, which are less exposed to domestic market fluctuations and to the country’s political and economic uncertainties,” Mello notes. This scenario is not expected to change significantly in 2026. According to Guilherme Steagall, managing partner at 44 Capital, one of the key M&A trends for next year will be consolidation in sectors that are currently highly regionalized — such as certain power generation businesses. “There are ongoing efforts to consolidate these capabilities. Many solar energy projects, for example, are highly regionalized and locally based. We have seen many funds and other players raising capital specifically to acquire large-scale capacity, particularly when long-term power purchase agreements (PPAs) are in place,” Steagall says. According to the executive, a higher number of transactions in 2026 should also be concentrated in sectors such as logistics, technology, education, and infrastructure. According to Seneca Evercore’s study, after energy and natural resources, consumer and retail accounted for 14% of deal value, followed by industrials at 9%, transportation and logistics at 8%, and technology at 7%. Deals in 2026 After another year in which energy and natural resources stood out in Brazil’s M&A landscape, attention is turning to monetary policy. According to analysts interviewed by InfoMoney, interest rate dynamics are expected to affect asset pricing and encourage equity divestments, while a still-elevated Selic rate could make M&A an attractive financing alternative. Expectations of cuts to the benchmark interest rate, currently at 15% per year, are a central element in market projections for M&A activity in 2026. “It could be a better year, with the Selic potentially reaching lower levels, which could boost asset prices and encourage shareholders to once again consider selling stakes,” says Mello of Seneca Evercore. Similarly, he notes that lower financing costs could support buyers seeking funding for acquisitions. Market participants currently expect the Central Bank to begin an interest rate cutting cycle as early as the beginning of next year. In the most recent Focus Bulletin, market agents reduced their Selic projection from 12.25% to 12.13%. The report, published on December 15, compiles market expectations for the economy. Steagall cautions that persistently high interest rates may lead companies to view mergers and acquisitions as an alternative to traditional financing. “It is very difficult to remain independent with interest rates at a 15% level — it is hard to generate returns. The M&A market will be a solution: efficiency gains through consolidation of activities, especially along logistics and production chains. That is the path,” he says. The 44 Capital executive projects a different deal profile for the next cycle. In his view, 2026 should see more transactions with somewhat smaller deal sizes than in 2025. “Mid-sized companies will play an important role. Of course, there will be new mergers, but this rationale applies especially to mid-sized businesses,” he says. Through November, Brazil recorded 592 transactions in 2025, with total deal value exceeding US$52 billion. Published on 12/17/2025 and available at: https://www.infomoney.com.br/business/energia-puxa-mas-em-2025-e-juros-devem-ser-determinantes-para-2026/

Foreign investment in Brazil rises again, but should only translate into M&A activity in 2026
( Valor Econômico ) Among the ten largest M&A transactions in 2025, foreign buyers were involved in only two, a share far below that of 2023, when they accounted for half of the top deals. After consecutive declines since February, Foreign Direct Investment (FDI) inflows into Brazil rose again in September, according to Central Bank data compiled by Seneca Evercore and obtained exclusively by Valor . Net inflows totaled US$10.7 billion for the month — the highest volume for the period in the past five years and the strongest result since March 2023, when US$10.8 billion were recorded. “The investor, especially the American, is more confident in the bilateral relationship between Brazil and the U.S., supported by expectations of a gradual decline in the Selic [the benchmark interest rate] and a more stable Brazilian real,” says Daniel Wainstein, founding partner of Seneca Evercore. Despite the recovery, these inflows should translate into new mergers and acquisitions (M&A) only throughout the first half of 2026, Wainstein says. That is because such processes tend to be complex and require months to complete. The firm’s monthly report reinforces this view. In October, the number of M&A transactions fell to its lowest level in five years, totaling 33 deals — fewer even than at the beginning of 2020, at the height of the pandemic. Overall, 2025 has not been a favorable year for M&A. From January to October, Brazil recorded 530 mergers and acquisitions, the lowest level for the period since 2020. In value terms, the transactions amounted to just over US$44 billion, ahead only of 2023, according to Seneca. Foreign investor participation has also been muted. Among the ten largest transactions in 2025, they appeared as buyers in only two — a share far lower than in 2023, when they accounted for half of the major deals. “The last quarter should not show much change, but we are confident about a more pronounced improvement throughout the first half of 2026,” Wainstein says. Even amid softer overall performance, some sectors remain resilient. Energy and natural resources, for instance, continue at record levels and accounted for eight of the ten largest transactions of the year, totaling US$20.2 billion in value. Published on 11/25/2025 and available at: https://valor.globo.com/empresas/noticia/2025/11/25/investimento-estrangeiro-no-pais-volta-a-subir-mas-so-deve-virar-operacoes-de-fusoes-e-aquisicoes-em-2026.ghtml

Swap Funds: The Alternative for Developers to IPOs
(VEJA) Model eliminates the high costs of a stock exchange listing With the drought of traditional IPOs on the stock exchange for four years, the real estate sector – which has always been a sector whose growth depended precisely on capital injections and had the IPO as a major driver – is seeing an alternative for capitalization grow. These are the swap funds. The founding partner of the financial advisory boutique Seneca Evercore, Daniel Wainstein, defines the model as the “IPO of development projects.” In this format, financial investors start to have participation in real estate developments — instead of participation in the development company — while developers obtain the necessary resources to carry out their projects. “The model eliminates the high costs of a stock exchange listing, such as regulatory obligations and maintaining the relationship with investors. This has only recently become viable since the real estate investment market has grown significantly, while investors seek to invest their resources in funds focused on this market,” says Wainstein. Published on 10/04/2025 and available at: https://veja.abril.com.br/coluna/radar-economico/como-fundos-de-permuta-para-incorporadoras-sao-alternativas-ao-ipo/ .

Technology M&As Move R$ 16.7 Billion Through July
(Valor Econômico) Major deals, especially in the software sector, have reignited activity after a long off-season and discounted assets. Large transactions in the technology sector have regained traction in Brazil, after a “winter” that forced startups to adjust their businesses and pursue profitability. After a few years on standby, the sector has shown signs of recovery in recent months — deals reached R$ 16.7 billion in the year through July. In the same period in 2024, according to market data, the figure was R$ 13 billion — and R$ 12 billion for the whole of 2023. The trend is upward. Considering global M&A data in the sector this year, the volume has reached US$ 2.3 trillion, according to consultancy Dealogic, a 50% increase compared to all of 2024. There were 34 deals in the first seven months of this year involving software companies alone, according to RGS, an M&A boutique. In 2024, there were 37 in total. The numbers are still far from those seen in 2021, during the pandemic, when abundant global liquidity and the pursuit of digitalization triggered a rush for sector assets. That year, the hottest in history, 114 transactions were recorded. Among the major deals announced during the period was the sale of Linx, by Stone, to Totvs. Another landmark transaction was the sale of Conta Azul to Visma, a Norwegian software giant for small and medium-sized enterprises. The minority investment by General Atlantic in Starian, from Softplan, was also one of the year’s highlights so far. Another significant deal was the investment by Partners Group in Omie, a business management platform. Food delivery giant iFood acquired 20% of CRMBonus, a retail giftback and coupon company. Other deals are in the pipeline and should further boost this year’s transaction volume. Superlógica, a condominium management software company controlled by private equity firm Warburg Pincus, is up for sale, Valor has learned. According to sources, other large companies in the sector are also expected to launch deals soon. Contacted, Superlógica did not respond to requests for comment. After a slow period for the sector, company valuations in these deals have also risen again. RGS data shows that multiples paid reached 6x, considering enterprise value to revenue, versus 4x in 2024 and 4.5x in 2023. For comparison, in 2021 the average multiple was 11.3x. A clear example of this discrepancy was the sale of Linx: when Stone bought the company in 2020, it paid R$ 6.7 billion and resold it this year for about R$ 3 billion. A study by M&A boutique Fortezza shows that in software, metrics are very positive, which may help explain demand in large transactions in the segment. In this niche, revenue grew an average of 15.6%, compared to 13.1% in IT services and 5.6% in telecom, for example. According to sources consulted by Valor, some transactions in the sector are being launched because some entrepreneurs do not want to go through another fundraising round, especially amid expectations that achieving significant growth will be more difficult in a more hostile macroeconomic environment. Another source of pressure is funds themselves, seeking to return capital to their investors. “We are seeing the market heat up again this year. It was very hot between 2020 and 2021. Then we saw a major hangover in 2023 and 2024. Now, we have a good recovery,” says Fábio Jamra, partner at RGS boutique. According to the executive, fundraising by funds has resumed, but investors remain selective. The year’s standout deal was Visma’s investment in Brazil, for nearly R$ 2 billion. In the market, the perception was that other players began to eye opportunities in the country following the Norwegian company’s move. “We are very optimistic about the technology sector in Brazil. In the private market, we have seen demand from both high-profile growth equity funds and dedicated global strategics seeking the best assets in Brazil. This was evident in several deals we recently conducted, including the sale of Conta Azul to Visma, and General Atlantic’s private investment in Starian,” says Pedro Pereira, head of technology for Latin America at Bank of America in Brazil. According to the BofA executive, interest in assets has come not only from financial investors — also reflected in the performance of listed companies in the sector, which have outperformed the Ibovespa — but also from strategics. He points out that the M&A route for these companies has reopened and many were able to survive the sector’s “winter” by adjusting course, cutting costs, and proving resilient. Pereira also says that the IPO market in the United States is open, but there is still a size requirement for deals. This means many technology companies will need to grow before seeking a public offering. Isaias Sznifer, partner at Seneca Evercore, notes that the technology sector has always played a significant role in the industry in terms of number of transactions, but that recently larger deals have been observed. Daniel Gildin, founding partner of Fortezza Partners, points out that while major deals in the sector have drawn attention, the same has not been seen in the overall number of transactions, which have been declining. “Very small companies are struggling to get deals done,” he says. The executive adds that some deals may be expedited to close before year-end, given the perception that it may be better to avoid election years. Published on 09/30/2025 and available at: https://valor.globo.com/empresas/noticia/2025/09/30/m-as-de-tecnologia-movimentam-r-167-bi-ate-julho.ghtml .

Mid- and high-end developers trade at a discount on the stock market
(Valor Econômico) Alternatives to raise capital could replace IPOs, according to Seneca; analysts disagree and point to governance benefits Of the 12 main mid- and high-end developers listed on the country’s stock exchange, only 3 are traded at a price above their book value — that is, the result of subtracting liabilities from the value of assets. Of these 12, only 5 have seen their share prices rise from the IPO until Monday (22). For Daniel Wainstein, partner at the management firm Seneca Evercore, data like this show there is no reason for mid- and high-end developers to be interested in an IPO. The funds needed for their growth can be obtained in other, less costly ways. Analysts disagree, although they point out that real estate development poses a challenge for traditional earnings coverage. Interest in IPOs is not lacking in the sector. In the last window, between 2019 and 2021, six developers made their initial offerings, and others remained in line. Since 2014, there have been 10 operations in the real estate sector, 11% of all offerings, according to Seneca. For Wainstein, the lack of earnings predictability among developers — who work with long-term projects — is “terrible for the stock market.” Some of these companies are relatively small and end up with low liquidity on the exchange. Each time results disappoint, the shares become concentrated in the hands of fewer investors. When these developers want to carry out a secondary offering (“follow-on”) to finance new projects, for example, shareholders won’t approve it. “When you raise capital while trading below [book value], you’re destroying shareholder value,” says Wainstein. Seneca works with a product he describes as an alternative to an IPO — a “swap fund,” or “project IPO.” These funds bring together projects that need capital to cover the portion of construction not financed by banks or other investment funds, about 30% for mid- and high-end developments. The goal is to attract institutional investors, who come in as swap partners on the construction and earn part of the project’s results. The model is similar to the investment vehicle announced last week by JHSF, a listed company, which will involve five assets and R$4.6 billion — an amount 20% greater than the company’s market cap. JHSF’s vehicle, however, involves its existing inventory. When asked for comment, the developer said it is in a quiet period. Analysts say this is not a substitute for an IPO. Bruno Mendonça, head of real estate research at Bradesco BBI, points out that an IPO is “a much broader business than financing a project and buying land,” and that “nothing prevents” a listed developer from also using swap funds, an alternative he finds interesting. Mendonça notes that listed companies can attract more highly qualified executives because of stock-based compensation. He also highlights the possibility of liquidity events for shareholders and governance gains. “You’re required to provide accountability that gives you more security in your processes,” says Hugo Grassi Soares, analyst and investor relations consultant. Soares also notes that, in a period of expensive and scarce capital, listed companies usually have access to better rates and more financing opportunities. At Helbor, share prices — up 159.4% this year but down 73.2% since its 2007 IPO — “guide the timing and structure of financing operations,” says CEO Henry Borenstein, who sees going public as a “relevant milestone” that allowed the company to sustain growth over time. Mendonça cautions that IPO windows “happen during periods of excess optimism,” which carries risk. The last window, Soares recalls, was during Paulo Guedes’ tenure at the then-Ministry of the Economy, when interest rates were falling. There were so many new investors that banks needed places to allocate capital. Real estate development has low barriers to entry and is highly fragmented. In other words: there’s no shortage of candidates to answer the banks’ call. But the sector is also characterized by what Soares calls “murky” accounting. Its fragmentation makes close monitoring of listed companies — and especially IPO candidates — more difficult, concentrating attention on larger players and macroeconomic movements. Another issue, according to experts, is that a project’s profitability largely depends on land acquisition costs — and the land market is far less transparent than commodities. A strong wave of developer listings alone can push up land prices, making it harder to achieve the projected returns. Analysts, however, say the sector exercised discipline during the last IPO cycle, which included new offerings, sponsor-backed offerings from established businesses, and follow-ons. “There are very good stories from that class, like Cury, Plano&Plano, Lavvi, and Moura Dubeux, which delivered everything they promised and even a bit more,” says Mendonça. Diego Villar, CEO of Moura Dubeux, stresses that the company wouldn’t have been able to access the capital needed to sustain its growth without an IPO, except perhaps through direct investment. The company multiplied its launches sevenfold from 2019 to 2024. Without that, it would be “competing” with mid-sized companies in Brazil’s Northeast, he says. Plaenge, which operates in the mid- and high-end market, sees no reason to go public despite frequent approaches from banks, says managing partner Alexandre Fabian. The company says it is the second-largest developer in its segment, behind only Cyrela, with R$4.55 billion in launches and R$3.64 billion in sales in 2024. Given Plaenge’s scale, access to bank credit is not an issue, Fabian says. The company has been able to grow organically, and remaining private allows decisions to be made with more “serenity,” according to him. “The stock exchange was designed for the U.S. industrial market, where product cycles are quarterly, but real estate is long-term,” he says. “There’s a mismatch in vision that hinders publicly traded companies.” MCMV segment shows stronger performance The situation is different for developers working in the Minha Casa, Minha Vida (MCMV) affordable housing program. Among the five main listed companies in this segment, only MRV — impacted mainly by its U.S. business — trades below book value (at 0.8x). Cury, meanwhile, trades at 7.3x. Sarah Balestero, also a partner at Seneca, explains that this happens because these companies generally have more standardized, faster operations with a larger volume of projects, which brings them closer to the industrial logic the financial market expects. Of the 17 listed developers, only four are part of the Ibovespa index, which includes 81 companies. Cury is the newest addition, included in September — Direcional, MRV, and Cyrela round out the group. Only Cyrela isn’t exclusively focused on the MCMV segment, though it has a popular-housing brand and stakes in Cury and Plano&Plano, both in this area. The positive view of listed companies, especially in the affordable segment, has even led some developers to “skip the line” for going public and pursue a “reverse IPO.” BRZ, a major MCMV developer, signed a memorandum of understanding to merge with Fica (formerly CR2), which, while listed, hadn’t launched projects from 2012 until the end of 2024. “I believe the IPO brings longevity — it’s the transition from a family business to a corporation,” said Marcelo Tolentino, chairman of BRZ. Others are still waiting. Pacaembu, which builds affordable homes in Brazil’s countryside, tried the 2020 IPO window and hopes for a new opportunity to list. Victor Almeida, chairman of the company, emphasizes that beyond raising capital, an IPO helps ensure the business’s long-term continuity, which is family-owned. “We saw that it opens doors — whether to attract talent, to join discussions usually reserved for public companies, or even in the debt market,” he says. Published on 09/25/2025 and available at: https://valor.globo.com/empresas/noticia/2025/09/23/construtoras-ficam-descontadas-na-bolsa.ghtml .

Expert Comments on the Outlook for the Economy and M&A Market | VEJA Mercado
Even in the face of high interest rates, persistent inflation, and fiscal pressure, some sectors of the Brazilian economy continue to expand. Areas such as financial services, technology, fintechs, and energy have shown resilience, attracting investments and driving transactions. Isaias Sznifer, founding partner of Seneca Evercore, shares his views on the outlook for the economy and the M&A market in Brazil in an interview with VEJA Mercado. Published on August 22, 2025, and available at: https://www.youtube.com/live/zpOTAzBrE7A?si=bl4pjekHnhWVao62&t=278 .

More Competitive Delivery Market Leads iFood to Boost Investment in Brazil to R$17 Billion
(ESTADÃO) The capital will be used for promotions, technology, and restaurant credit; despite growing competition, the company says it won’t burn cash to stop rivals Faced with the return of 99 to the food delivery segment and the announcement of the arrival of the Chinese platform Keeta, iFood increased its investment in the country by 25%, from R$13.6 billion last year to R$17 billion in this fiscal year (until March 2026). As the market leader, the company will allocate the amount to promotions, technology (especially in artificial intelligence), marketing and credit for restaurants. The capital to be invested is a combination of the company's earnings in the country with a percentage, not disclosed, of investment from the investment group Prosus, which owns the business. The amount is 17 times higher than what was announced by 99, which is returning to operate the delivery service in the country after having left the sector in 2023. The reason given by the rival for returning is the prohibition of exclusivity contracts with restaurant chains with more than 30 units, which opened up room for greater competition in delivery. Lucas Pittioni, vice president of public policy, legal affairs and M&A at iFood, says that the new investment in the country considers a growth in the delivery market and that the company is not burning money with promotions to curb the advance of the competition. "The investment in promotions follows the proportion of the total invested amount, 25%. The question may arise whether we are opening the wallet to react to the competition in a more irrational way, and the answer is no. This was an investment planned since April," says Pittioni. iFood currently has 120 million orders per month and 55 million customers. In three years, in 2028, the goal is to reach 200 million monthly orders and 80 million customers. In other words, the volume of orders should grow more than the number of customers, which implies an increase in orders per person, and the company's focus will be on class C consumers. iFood estimates that delivery workers’ earnings will total R$5.2 billion in 2025, 27% more than in the previous year. Currently, across the country, there are more than 400,000, of which about 30% work more than 90 hours per month and 70% are considered occasional workers, less than that. Pittioni says that both the number of orders and the amount paid per delivery have increased in the last year. The earnings of delivery workers range from 1.8 to 4.1 times the minimum wage, depending on the number of hours worked. In formal hiring, the company estimates that it will end the year with 1,100 new jobs. Of that amount, 500 workers still need to be hired, most of them for the technology sector. Credit to support businesses Of the R$17 billion announced, the credit front of the company will absorb R$1.8 billion. Pittioni says that the resources are important for restaurants to grow by investing in professionalization, modernization or efficiency of their operations. "These are companies that have difficulty accessing credit. As a rule, they are family restaurants that do not find this offer in traditional banks," he says. For the founding partner at financial advisory firm Seneca Evercore, Daniel Wainstein, even if part of the announced capital is invested in loans to store owners, and not in technology development or marketing, the amount can be considered an investment. "They are putting more money into the country to finance their customers. It is an investment that is coming to Brazil. They will invest so that companies have more cash to finance their customers," he says. Wainstein also says that the arrival of new competitors in the delivery market brings a positive effect to the entire chain. "The customer wins. In any case of increased competition, the tendency is for companies to differentiate themselves from the competition through better service or lower prices. The beneficiaries will be the restaurants and the customers who use these services," he says. For FGV professor Maurício Morgado, the arrival of more companies is also important for delivery workers. "Restaurants are complaining a lot about the power that current players have managed to charge very high fees. Having more competition will be good, especially in this scenario of alternative jobs in which we live today," he says. Competitor 99 eliminated the fee charged by delivery platforms — something expected to last 24 months. In practice, the measure reduces the price of dishes for the consumer and increases profitability for restaurants. As a result, a R$130 pizza ordered through the app today may cost R$100. Economic impact According to an annual study in partnership with Fipe, iFood’s activities will account for 0.64% of Brazil’s Gross Domestic Product (GDP) in 2025, compared to 0.55% in 2024, moving R$140 billion in economic activity in the country. The study also shows that iFood generates more than 1 million direct and indirect jobs. Published on 08/05/2025 and available at: https://www.estadao.com.br/economia/negocios/cenario-delivery-disputado-ifood-aumentar-17-bi-investimento-brasil/

Trump’s Tariff Hike Already Halting Mergers and Acquisitions in Brazil
(ESTADÃO) Deals aimed at making Brazil an export hub or that rely on imported inputs are among the hardest hit In addition to affecting exports and the revenues of Brazilian companies, Donald Trump’s tariff hike is also disrupting deals involving potential mergers and acquisitions (M&A) in the country. Several transactions — especially those intended to turn Brazil into an export platform, a common strategy in the sector — have been suspended until the outlook becomes clearer. “Deals in sectors that depend on exports or imported inputs included in the retaliatory tariff list are being temporarily suspended,” says Isabela Xavier, a partner at the law firm BVA - Barreto Veiga Advogados. “Some are being restructured, and if the new tariff proves unsustainable for setting up an export plant to the U.S. market, the deal likely won’t go through.” Law firms and M&A boutiques are seeing such cases multiply. At BVA, a European client was negotiating the purchase of a Brazilian machinery and equipment company that sells exclusively to the domestic market. The plan was to turn the plant into an export hub for the U.S. The deal was suspended as soon as Trump’s tariff threat was announced in early July and remains on hold until there’s full clarity about the tariff on the product. At Brasilpar, a consultancy specializing in transactions involving small and medium-sized companies with revenues between R$100 million and R$500 million, the situation is similar. In the first half of the year, the firm closed four deals, three of them involving foreign buyers or sellers. Now, at least two export-driven transactions have been put on hold. “Brazil was practically the only one still at the international M&A party, since China and Russia had entered into conflict with the United States,” says Tom Waslander, a partner at Brasilpar. “But deals based on export projects have been suspended, at least for the time being.” One of Brasilpar’s deals, in the auto parts sector, had a U.S. buyer with a firm offer on the table. Another had several interested parties. Both are now on hold, and in the first case, Waslander believes talks will only resume next year. As part of Imap, a network of about 500 M&A specialists in 50 countries, Brasilpar still views Brazil as offering cheap assets and a domestic market of 200 million consumers that is highly attractive for acquisitions. “There’s a lot of interest and many inquiries from foreign investors,” he says. Proof of that, he notes, are the deals closed in the first half of the year. In one, Japan’s Shinagawa Refractories made its second acquisition in Brazil, buying industrial services company Reframax for R$600 million. Meanwhile, Spain’s Tiba acquired logistics company SMX, and the founders of Benefício Fácil sold the company to Pluxee (formerly Sodexo), involving French controlling shareholders. “Historically, we handle 25 to 30 mandates simultaneously, and many that don’t involve exports are still moving forward,” Waslander says. “The overall impact on the number of transactions will be small.” Private Equity Funds Also Wary Daniel Wainstein, founding partner of financial advisory firm Sêneca Evercore, however, says transaction mortality rates have been especially high this year. “Depending on the sector, we’ve advised clients not to go to market right now,” he says. “For those already in progress, we’ve suggested waiting longer before requesting bids, to allow the market to become more constructive and less uncertain.” That’s because, he explains, beyond exporters, exchange rates — and asset prices — are also likely to be affected by Trump’s measures. “If the real depreciates, we’ll face inflationary pressure with more expensive imports, and the Central Bank will have to raise interest rates,” Wainstein says. “Many companies already struggling will become even more squeezed.” According to him, some sectors remain attractive, such as renewable energy, infrastructure, oil and gas, and financial services. “But in scenarios where companies are directly affected — by interest rates, exchange rates, or exports — unfortunately, this has led to much higher transaction mortality than historically,” he says. “It’s the advisor’s role right now to avoid accelerating, so as not to kill the deal altogether.” He adds that, beyond companies themselves pulling back from deals in Brazil, private equity funds — which acquire stakes in companies and are key M&A investors — are also more hesitant. “If the currency depreciates, they won’t be able to deliver the dollar-denominated returns their investors and backers require,” he says. “That closes off two major funding sources.” This trend is being seen worldwide and was already evident in the first quarter, when Trump’s tariffs were still more of a threat than a reality. Global private equity investment fell 4%, from US$463.8 billion in last year’s fourth quarter to US$444.9 billion in this year’s first three months, according to a study by consultancy KPMG. The number of transactions also dropped 24%, from 4,958 to 3,762 over the same period. According to the study’s authors, the slowdown was driven by concerns over rising international tariffs, new trade policies, and geopolitical tensions. In Brazil, the numbers mirror what’s being observed in practice. Until March, M&A activity in the country exceeded 2024 levels, according to data from Kroll Corporate Finance. But since Trump’s tariff actions intensified, the monthly numbers have declined. As a result, while the first half of last year saw 788 deals, the same period this year recorded 733 — a nearly 7% drop. Published in ESTADÃO on August 4, 2025, and available at:

Expert comments on the M&A landscape in Brazil | Mercado Aberto
The M&A market in Brazil has been showing a new dynamic in 2025. A study conducted by Seneca Evercore indicates that the total deal volume rose by 40%, despite the number of transactions dropping by 25% in the first half of the year. Isaias Sznifer, our founding partner, explains this trend on the Mercado Aberto program by UOL. Published on 07/04/2025 and available at: https://www.youtube.com/live/AYQLWDAUYVI?si=CS2QYzfQ5WU7QY_j&t=1226 .
