Pinheiro Guimarães and others on BRL 10bi business combination
Pinheiro Guimarães advised Grupo Mateus on the acquisition of 51% of Novo Atacarejo through the combination of the totality of the business of Novo Atacarejo with the cash-and-carry (atacarejo), retail and wholesale distribution business of Grupo Mateus in the States of Pernambuco, Paraíba and Alagoas, in Brazil. In the context of the transaction, Grupo Mateus will also subscribe newly issued shares of Novo Atacarejo worth BRL380 million.
Grupo Mateus is a prominent Brazilian retail company headquartered in São Luís, Brazil. Founded in 1986, the company operates a diverse range of stores, including supermarkets, cash and carry, wholesale, furniture, and appliance stores. As of December 2024, Grupo Mateus’s market capitalization is approximately BRL15.52 billion.
Novo Atacarejo is an important regional cash-and-carry chain that generated over BRL5.6 billion in gross revenues in the 12-month period ended on September 30, 2024. Novo Atacarejo currently operates 33 stores and 1 distribution center.
As a result of the transaction, the combined business would have generated over BRL10 billion in gross revenues in the 12-month period ended on September 30, 2024, through 58 stores and 5 distribution centers combined on the date hereof.
Grupo Mateus and the founding shareholders of Novo Atacarejo will enter into a shareholders’ agreement to regulate the resulting entity’s governance and management. Grupo Mateus will elect the majority of the board and appoint the CFO of the resulting company.
Closing of the transaction is still subject to the satisfaction of certain conditions precedent, including approval by the Brazilian antitrust authority (CADE).
Pinheiro Guimarães advised Grupo Mateus and relied on partners Rodrigo Marcilio (pictured left), Mariana Jost and Rafael Vianello, and associates Thaise Flores, Larissa Taveira and Leonardo Rosa.
Grupo Mateus’ general counsel Paula Bonanno and in-house counsel André Rego and Joyce Xavier also worked on the deal.
Machado Meyer Advogados advised Novo Atacarejo and its shareholders and relied on partners Gustavo Secaf Rebello (pictured center) and Arthur Bardawil Penteado, and associates Filipe Cunha and Felipe Schivartche.
Caminati Bueno advised Grupo Mateus on antitrust matters and relied on partners Eduardo Caminati (pictured right), Márcio Bueno and Guilherme Misale.
Itaú BBA acted as financial advisor to Grupo Mateus and Araujo Fontes acted as financial advisor to Novo Atacarejo and its shareholders.
