CMA CGM Group, a prominent global player in sea, land, air, and logistics solutions, has officially announced the successful closing of its acquisition of approximately 47.9% of Santos Brasil Participações S/A, a key multi-terminal operator in Brazil. Following the necessary regulatory approvals from Brazilian authorities, this acquisition allows CMA CGM to secure a total 51% ownership stake in Santos Brasil, thereby becoming the company’s controlling shareholder. The transaction was executed at a price of BRL 13.60 per share. In light of this acquisition, CMA CGM, through its subsidiary CMA Terminals Atlantic SA, plans to initiate a mandatory tender offer for all outstanding shares of Santos Brasil at the same price, which will be adjusted according to the SELIC rate until the financial settlement of the offer.
Additionally, CMA CGM intends to modify Santos Brasil’s registration category with the CVM, which will lead to the company’s exit from the Novo Mercado segment of B3. It is important to note that CMA Terminals Atlantic SA will only file for the conversion of Santos Brasil’s registration and its withdrawal from the Novo Mercado segment if the minimum price determined by an independent appraisal—conducted in line with applicable regulations—is equal to or lower than the acquisition price negotiated with Opportunity, once adjusted by the SELIC rate. Furthermore, CMA Terminal Atlantic SA retains the right to waive this condition at its discretion before filing the tender offer with the CVM. An Extraordinary General Shareholders Meeting for Santos Brasil will be held on April 29, 2025, to appoint the appraiser for the independent valuation process.