Timeline
5. Timeline

[Last updated: 1 January 2025, unless otherwise noted]

The table below contains a summarized overview of the main steps and timeline of a typical voluntary public takeover bid for the acquisition of the share control under Brazilian law.

Step
1. Preparatory stage:

Preparation of the bid by the bidder (study, due diligence, financing, draft tender offer notice).
The bidder approaches the target and/or its key shareholders.
Negotiations with the target and/or its key shareholders.
 2. Launching of the bid:

The bidder files the offer for registration with the CVM. The approval of the registration is automatically granted by the CVM, unless the offer is made for payment with securities. The bidder discloses the bid to the market.
 3. The target company is required to disclose specific information about itself, within three business days of the publication of the tender offer bid. For further information see 3.8.
 4. The board of directors of the target company may issue an opinion on the terms and conditions of the takeover bid (the opinion is mandatory if the target company is listed on Novo Mercado or Nível 2).

5. Acceptance period:

  • Start: with the disclosure of the tender offer notice to the market.
  • Duration: not less than 20 days and not more than 45 days.
 6. Tender offer auction date at the end of the acceptance period.
 7. B3 will communicate the results of the offer to the CVM within three business days following the tender offer auction date.
 8. Disclosure to the market of the results of the bid by the bidder and of information on the acquisition of the share control by the bidder and the target company.
 9. Acquisition by the offeror, within 30 days following the auction date, of the additional shares from minorities that did not participate in the tender offer but that decided to sell their shares.

Set out below is an overview of the main steps for a voluntary public takeover for the acquisition of the share control in Brazil.

5.1 Indicative timeline of a voluntary public takeover

Click here to view diagram for Brazil