On September 5, 2023, Clube Atlético Mineiro (CAM) filed with the Brazilian antitrust authority (CADE, the Portuguese acronym) the first merger control case involving a Soccer Corporation (SAF, the Portuguese acronym).

It is the Merger Case No. 08700.006273/2023-87, through which Galo Holding S.A. (Galo Holding) acquired the corporate control of Atlético Mineiro S.A.F. (Atlético SAF), previously held by CAM. Galo Holding’s controlling shareholders also hold shareholdings in BMG Bank, MRV Construction, LOG Logistics Solutions, and Bank Inter.

CADE cleared the aforementioned transaction on September 20, 2023.

The transaction refers to an investment agreement among CAM, Galo Holding and Atlético SAF, through which CAM and Galo Holding will provide Atlético SAF with capital and exploration rights over MRV Soccer Stadium.

The rights transferred by CAM to Atlético SAF include sponsorship contracts, manufacturing and selling of soccer team’s goods, rights to run the MRV Soccer Stadium, men’s and women’s soccer teams and youth teams, as well as broadcasting rights and the soccer team’s intellectual property.

Relevant markets affected included:

  1. “advertising, sponsorship and marketing rights for sporting events”; and
  2. “professional practice of soccer”, which includes markets in which professional soccer teams buy and sell athletes (FIFA’s global transfer report).

Brazil leads the ranking of soccer teams with the largest fan bases in the world. In Brazil, soccer is the sport that most attracts private investments. With the enactment of Law No. 14.193/2021, which enabled soccer teams to migrate their legal structure from associations into SAF, it is expected that the transactional activity in this sector will rise exponentially in the coming years, driven by passions and emotions of a nation fascinated by soccer.

This expectation goes hand in hand with the issuance, by the Brazilian Securities and Exchange Commission (CVM, the Brazilian acronym), of the Guidance Opinion No. 41/2023, which allowed SAFs to file for registration with CVM so that SAFs may engage in equity and debt transactions in the Brazilian capital market, raising capital through different sources, such as debentures, structuring of investment funds, securitization, crowdfunding, and IPOs.

If you want to better understand how your business could benefit from this trend involving SAFs, please contact our team at Souto Correa.

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