BTG could take control of Cosan in six years

<p>Shareholders’ agreement outlines potential shift in governance structure.</p>

Cosan

By Brazil Stock Guide – A new shareholders’ agreement involving billionaire Rubens Ometto, BTG Pactual, and Perfin may reshape the future of Brazilian conglomerate Cosan. According to reporting by Pipeline Valor, Ometto will retain a majority stake in the controlling bloc for the next six years. After that period, however, the balance of power could shift significantly.

Under the terms of the agreement, BTG Pactual — which will emerge as Cosan’s largest shareholder following a capital injection — is not initially binding all of its shares to the controlling bloc.

This arrangement guarantees Ometto 50.01% of voting rights in the bloc. But after six years, both BTG and Perfin will have the option to add more of their Cosan shares to the agreement, a move that could dilute Ometto’s dominance.

In such a scenario, Ometto — or his heirs — would retain a co-controlling position but would no longer wield absolute majority power.

Investment structure

During a investor call, Renato Mazzola, a BTG partner in charge of infrastructure and private equity, outlined the mechanics of the deal. He emphasized that the investment is being made both through the holding company owned by BTG’s controlling partners and through funds managed by its asset management arm. The strategy underscores the bank’s ambition to expand its footprint in Brazil’s energy and infrastructure sectors.

Ometto’s continued leadership

Despite the prospect of a governance shift, Ometto will remain at the helm of Cosan. The agreement stipulates that he will continue as chairman of the board until the age of 81, ensuring continuity in leadership during a period of potential transition.

The deal is being seen as a landmark in Brazil’s capital markets. It reflects the rising influence of BTG Pactual within major corporate groups, while preserving Ometto’s role as the central figure in Cosan’s trajectory.


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