The Administrative Council for Economic Defense (CADE) has signed three agreements in cases involving mergers carried out before official clearance, a practice known as gun jumping. The agreements, announced on 3 September, will result in companies paying more than BRL 1.5 million (USD 278,000) in financial contributions to Brazil’s Fund for De Facto Joint Rights.
The first two cases involved Mitsui & Co., Mitsui O.S.K. Lines (MOL), Marine Projects Investment (MPIC) and Modec Holdings Netherlands (MHNL). CADE found that the companies completed two transactions related to offshore platform vessels before submitting them for approval. The first concerned the acquisition of equity in Marlim1 MV33 B.V., responsible for the Anita Garibaldi platform vessel in the Marlim field. Although the deal met the legal criteria under Article 90 of Law 12.529/2011, it was finalized in 2020 and only notified to CADE in 2024.
The second case concerned the acquisition of equity in Búzios5 MV32 B.V., operator of the FPSO Almirante Barroso unit. Mitsui, MOL and MPIC acquired shares and signed a shareholders’ agreement in 2019, but only notified CADE in March 2024. Both transactions, according to CADE commissioners, were subject to mandatory prior notification.
The third agreement involved the acquisition of assets from Cia. Paraná de Alimentos S.A. (Paraná Supermercados) by Cooperativa Agroindustrial Copagril (Copagril). The transaction was completed in December 2023 but notified only in July 2025, following CADE’s determination that it constituted gun jumping.
By signing settlement agreements in these cases, the companies avoided prolonged litigation but accepted financial penalties. The contributions, exceeding BRL 1.5 million (USD 278,000) in total, underscore CADE’s determination to enforce Brazil’s merger control rules and deter future violations of mandatory pre-merger notification requirements.
