Minerva approves studies to change legal domicile, operational previews of Cyrela and Lavvi, Ser will repurchase shares and more

This Friday’s (14th) corporate news highlights Minerva (BEEF3) which approved the start of studies for the redomiciliation process, which could result in the migration of the shareholding base abroad. In addition, Cyrela (CYRE3) and Lavvi (LAVV3) released operational previews for the fourth quarter of 2021 (4Q21).

Ser (SEER3) approved the opening of the share buyback program.

Aliansce Sonae (ALSO3), in turn, confirmed the submission of a business combination proposal with brMalls (BRML3).

Check out the highlights:

Aliansce Sonae (ALSO3) and brMalls (BRML3)

Aliansce Sonae (ALSO3) submitted a Non-Binding Proposal for a Business Combination to the Board of Directors of brMalls (BRML3).

Aliansce proposes that the shareholders of brMalls receive, as a result of the transaction, 265,013,405 new common shares issued by ALSO, representing 50% of ALSO’s capital stock (excluding treasury shares), thus assuming a share exchange ratio of 0.31769690 common shares issued by ALSO for every 1 common share issued by brMalls, plus a cash installment in the total amount of R$ 1.350 billion, representing R$ 1.6184 per common share of issuance of brMalls.

The Transaction is a merger of equals (merger of equals), in which ALSO offers the shareholders of brMalls a final interest of 50% of the capital stock of the combined company, payment in cash equivalent to approximately 20% of the market value of brMalls and the exchange ratio which reflects an implied premium of relative multiple for brMalls shareholders of approximately 13%, if considered the respective 2019 EV/EBITDA multiples of brMalls and ALSO.

So far, there is no agreement signed or formal acceptance regarding the business combination object of the proposal.

Cyrela (CYRE3) reached R$ 2.5 billion in launch PSV in the fourth quarter of 2021, down 11.1% against a year earlier.


Net contracted sales in this quarter totaled R$1,575 million, 15% lower than in 4Q20 (R$1,860 million). The Company’s share of pre-sales was 90% in 4Q21, down from 91% in the same quarter of the previous year and in 3Q21.

Operating data resulted in a 12-month Sales over Offer (VSO) indicator of 44.0%, below the 12-month VSO presented in the same quarter of the previous year (48.4%).

Lavvi Empreendimentos Imobiliários (LAVV3) recorded launches of R$211 million in 4Q21, represented by Grand Vitrali. In the year, launches totaled R$ 1.2 billion.

Net sales were R$155 million in 4Q21. In 2021, sales totaled BRL 942 million, 120% more than in 2020.

The VSO (sales over supply) totaled 22% in 4Q21, and 49% at launch. In the year, launches VSO was 63%, while inventory was 66%.

Minerva (BEEF3)

Minerva’s Board of Directors (BEEF3) approved the start of studies for a potential redomiciliation process, which could result in the migration of the shareholder base to the company to be incorporated abroad, with listing of shares in the foreign market.

According to a source told Reuters, Minerva is inclined to change its listing from the local stock exchange B3 to the US Nasdaq.

We are looking at various bags. Nasdaq is one of them and it seems to make more sense,” the source said on condition of anonymity.


In a statement, the company also added that, if it decides to effectively proceed with the process, all relevant information will be timely disclosed to its shareholders and the market.

Minerva is the latest in a series of Brazilian companies looking to move to the United States and list on a US exchange, fueled by a desire for broader investor access, lower corporate taxes, more flexible regulations for shareholders. more efficient controllers and capital markets.

MSC bought a 67% stake in Log-in in a public offering of shares (OPA) held on Thursday. In the operation, the company must disburse R$ 1.75 billion (equivalent to US$ 316 million).

The shares were priced at R$25, a premium of approximately 17.6% over the average price of R$21.26 for the company’s common shares in the 30 trading sessions prior to December 10 on B3.

Camil (CAML3) recorded a net income of R$120.2 million in the third quarter of 2021, a decrease of 6.9% compared to the same period in 2020.

Earnings before interest, taxes, depreciation and amortization (Ebitda) totaled R$ 200.7 million between September and November, a reduction of 15.3% in the annual comparison. The Ebitda margin (Ebitda over net revenue) reached 8.8%, with a drop of 3.1 percentage points.

Net revenue rose 14% to R$2.3 billion in the quarter, mainly driven by a 15.3% increase in sales in Brazil.

Ser (SEER3) yesterday (13) approved the early termination of the current share buyback program and opened a new program.


Ser understands that the Repurchase will increase the generation of value for its shareholders.

Ser may acquire, at its sole discretion, up to 4,939,840 common, nominative, book-entry shares with no par value, issued by the Company, corresponding to up to 3.8376% of the total shares issued by the Company and up to 9.09 % of Outstanding Shares.

The maximum period for carrying out the repurchase of shares is 12 months.

Bahema Education (BAHI3)

Bahema Educação issued book-entry commercial notes by its subsidiary Bahema Educação RJ within the scope of the 1st Issuance of Commercial Notes, in a single series, in the amount of R$75 million.

PAN Bank (BPAN4)

Banco PAN (BPAN4) announced that it received this Thursday (13) correspondence from the controlling shareholder Banco BTG Pactual (BPAC11), informing that it now holds 222,416,597 of the company’s preferred shares. That is, representing 40.62% of the bank’s total preferred shares.

Also considering the common shares of Banco PAN held by BTG Pactual, its total interest reached 73.02%.

(with Reuters)

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About Yadunandan Singh

Born in 1992, Yadunandan approaches the world of video games thanks to two sacred monsters like Diablo and above all Sonic, strictly in the Sega Saturn version. Ranging between consoles and PCs, he is particularly fond of platform titles and RPGs, not disdaining all other genres and moving in the constant search for the perfect balance between narration and interactivity.

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