• BRZ Anbima reported on comments it made in response to BRZ CVM consultation.
• Follows December 2023 BRZ CVM proposal on public takeover offers (OPA)

Recommended Modifications

• BRZ Anbima recommended inclusion of criteria to review the valuation report.
• Report defines the price that will be paid for shares, when there are major events before the launch of the OPA that could impact the definition of a fair value.
• Re prohibitions on intermediation, Anbima suggested changes to standardize the text with CVM Resolution 160 for uniform treatment to intermediaries in public offerings.
• BRZ CVM should incorporate exceptions to the preparation of the valuation report.
• The report should not be necessary in a unified OPA for acquisition of control and deregistration launched by a third party, as no conflict of interests in setting price.
• Also third party not have access to administration and information to do proper report.
• Suggested a scenario for waiving the appraisal report and requiring an update to report only until the end of registration period, because later creates risks for auction.
• Clarify that the offeror may withdraw from an already launched OPA in certain case.
• If the report is reviewed at CVM request, and sets a fair value higher than OPA price.
• In which case, the offeror would have the obligation to disclose that the valuation report is outdated, and may no longer reflect the accurate value of the company.