Claro Participações announced this Sunday (22) that its controlling company, Claro NXT Telecomunicações SA, purchased 73.01% of the share capital of Desktop SA, for R$ 2.414 billion, or R$ 20.82 per ON share, according to a relevant fact disclosed at the Securities and Exchange Commission (CVM). As , while the parties had not reached a consensus on the transaction price and the conditions for reaching an agreement, as determined by the BroadcastGrupo Estado’s real-time news system.
The document indicates that the slice purchased by Claro represents 84,684,273 common shares, sold by Makalu Brasil Partners IJ, Denio Alves Lindo, Mucio Camargo de Assis Filho, Marcos Camargo de Assis and José Carlos Franco Júnior. The purchase price within the scope of the operation (to be adjusted at closing) was stipulated based on an Enterprise Value corresponding to the total value of Desktop, of R$4 billion, and considering the company’s net debt on September 30, 2025, of R$1,585,250,620, resulting in a total base price of R$2,414,749,380 or R$20.82 per share.
Once the transaction has closed, Claro also says it is obliged to file, with the CVM, the request for registration of a public offer for the acquisition of shares issued by Desktop due to the sale of control of the company. In the Tag Along offer, the other Desktop shareholders will be offered a price per share, in reais, at least equal to the acquisition price.
Claro informs that the closing of the operation will be subject, among other conditions common to contracts of this nature, to prior approval by the Administrative Council for Economic Defense (Cade) and the National Telecommunications Agency (Anatel). Furthermore, an Extraordinary General Meeting (AGE) must be held, in which the amendment to Desktop’s Bylaws is approved to completely exclude the section that deals with public offers due to the achievement of relevant shares.
