2023-05-26 15:22:33
With Vibra shares rising more than 40% since the low on May 2 – and shares rising in 12 of the last 14 trading sessions – Bradesco BBI thinks the market may be positioning itself for an eventual purchase of Petrobras and Previ shares in company.
In a report for clients, the bank cites reports that the Government would have asked Petrobras and Previ to join forces and set up a position in the fuel distributor.
The bank notes that Vibra’s bylaws have a ‘poison pill’ that obliges any investor who reaches 25% of the capital to make a bid for the entire company at the highest share price in the last 18 months with a premium of 15%.
Today, that would mean paying BRL 28 per share, 60% above the price the company trades today on the Stock Exchange.
In order not to trigger the poison pill – and avoid having to write a check of BRL 32 billion for the entire company – Bradesco says that there are two possible paths: Petrobras and Previ could buy 24.99% of the capital together, or each buy 24.99%, becoming the company’s controllers.
“There are different interpretations on whether the second option would trigger the tag-along right or not, and the outcome would depend on whether or not Previ is considered part of the same economic group as the government,” the bank wrote.
“Although Previ votes separately from the government in other companies such as Eletrobras, some legal interpretations argue that it belongs to the same economic group.”
Bradesco also foresees a legal dispute between minorities to guarantee the right of tag along. “It would be easier for the government to buy the whole company instead of getting into a complicated legal battle.”
The bank also notes that, in either of these two scenarios, there would be very strong buying pressure on paper – unless the purchase is made through a block trade at a predetermined price.
Vibra’s biggest shareholders are investor Ronaldo Cezar Coelho and Dynamo, which have a shareholders’ agreement that adds up to 15% of the capital.
The post O que vai acontecer com a Vibra? appeared first on Brazil Journal.
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