Pinheiro Neto advises Oranje on reverse merger with Intergraus

Pinheiro Neto Advogados acted as deal counsel to Oranje – Educação e Investimento in its reverse merger with Cursinho Intergraus, a long-standing education company with over four decades of experience in preparatory courses.

The transaction began with Oranje’s acquisition of Intergraus, followed by the registration of Intergraus as a category A publicly held company with the CVM and its listing on B3. The process concluded with a reverse merger, through which Oranje was merged into the newly listed Intergraus, making the listed company the successor to Oranje and incorporating its focus on education and Bitcoin investments.

Prior to the merger, Oranje structured a capitalization that included debt and equity instruments — such as convertible debentures and subscription bulletins — to finance acquisitions and corporate reorganization steps. The deal represents an innovative approach to integrating traditional education assets into a capital-markets-oriented structure aligned with modern investment strategies.

Pinheiro Neto Advogados relied on partners Guilherme Sampaio Monteiro (pictured left), Fernando Mirandez Del Nero Gomes (pictured right), senior associates Paula Rodrigues, Camila Otani Nishi, Mateus Martins Camarotti, Otavio Bastos Moherdaui, associates Felipe de Santi Arrebola and Maya Goldfajn.

In-house counsel to Oranje: Mauricio Mirandola.