After a sequence of postponements, the assembly to treat the merger between BRF () and Marfrig () was defined for August 5. But the realization of the merger should still take time: the Administrative Council for Economic Defense (Cade), it is unlikely to be finalized by the end of 2025.
The assessment of the case had already moved to a favorable opinion from the Superintendence of Authority on June 3. However, Cade approved on June 12 the inclusion of competitor Minerva () as the third interested in the analysis of the merger, which makes an approval more unlikely in the case of the resulting company, MBRF.
“It is a typical case to be of complementary instruction, that is, a case of more complex instruction, more time consuming,” says former Cade president Luiz Fernando Furlan. According to him, a minimum approval period in six months would even be possible, but the termination is more likely for the first two months of 2026.
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In June the average time between the date of registration and the date of the last decision made by Cade’s General Superintendence or his court was from 199 days, according to dataletter data “with an eye on competition”, published by former Cade Gesner Oliveira president.
In the fusion of its competitors. Among the arguments, the refrigerator cited risks of excessive concentration in processed foods, improper expansion of Purchasing Power and Cross Expertise of Salic (Saudi Arabia Fund) in both companies. The company also questions the analysis of the channel foodservice.
Salic is a sovereign investment fund of Saudi Arabia in the agricultural and livestock industry. It has 24.5% of Minerva’s shares and something close to 11% of Marfrig – with the merger, would be diluted to close to 10%.
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As a participation of this level limits the influence of the fund on strategic and commercial decisions in the result, such as the indication of counselors or managers in administrative positions, the tendency is that Cade is limited to applying behavioral medicines such as the limit of nominations or participation in meetings.
Minerva’s petition, however, asks Cade to consider behavioral and structural remedies in the case. The company even mentions the analysis of an operation between Minerva and BRF in 2014 where competition remedies were indicated involving especially the participation of companies in the segment of foodservice.
“My understanding is that if the superintendence had already completed the approval, they have already been evaluated,” says Furlan. “The most that can happen is to bring a little more difficulty for companies to convince Cade for approval.”
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Recent cases that should serve as jurisprudence for Cade’s decision on BRF and Marfrig’s merger were completed close to four and nine months. In 2021, the purchase of BRF’s 32% purchase by Marfrig took 118 days; The evaluation of the purchase of 13 Marfrig plants for Minerva took 273 days. Cade has up to 330 days to analyze the current case.
Parallel to the conclusion of the process in CADE, the Securities Commission (CVM) has postponed two extraordinary general assemblies (AGE) of shareholders to deliberate on the merger between companies. The new meeting was scheduled for August 8.
