By Brazil Stock Guide – Judge Caroline Rossy Brandão Fonseca, of Rio de Janeiro’s 3rd Business Court, has approved the processing of Ambipar Group’s judicial recovery, consolidating in a single case the restructuring of 71 companies, including subsidiaries in Luxembourg and the Cayman Islands. The ruling confirms Rio’s jurisdiction over the case and maintains the suspension of executions, seizures, and collections by creditors such as Deutsche Bank and Santander, with total exposure exceeding R$10 billion.
The court’s order upholds earlier emergency measures and extends the stay period (180 days), shielding the group’s operations and cash flow while the restructuring proceeds. The judge also authorized substantial consolidation, allowing Ambipar to manage its assets and liabilities jointly across all companies controlled by Ambipar Participações e Empreendimentos S.A., under Article 69-J of Brazil’s Bankruptcy Law.
The choice of Rio de Janeiro as the competent jurisdiction was based on data showing that the city accounts for 18.4% of Ambipar’s net profit, compared with 12.3% in São Paulo and negative results in Nova Odessa. An earlier ruling by Justice Mauro Pereira Martins and a technical opinion from former bankruptcy judge Daniel Carnio Costa reinforced that Rio hosts Ambipar’s most strategic operations — including emergency response bases in Duque de Caxias, at the Port of Açu, and in Barra da Tijuca, where the company’s air-support fleet is headquartered.
“The Rio de Janeiro headquarters concentrates the group’s strategic decision-making and main business activities, which defines this court’s jurisdiction for the judicial recovery process,” wrote Judge Caroline Rossy Brandão Fonseca, confirming Rio as the venue for the restructuring.
At the heart of the crisis lies a US$35 million loan and a set of derivative contracts signed with Deutsche Bank AG, which Ambipar says were modified to include exposure to its own green bonds issued by Ambipar Lux. According to the company, those amendments — negotiated by former CFO João Arruda, now under criminal investigation — triggered margin calls exceeding R$200 million and set off a domino effect among lenders. Santander Brasil, for example, demanded early repayment of roughly US$120 million, precipitating the liquidity crunch that led to the recovery filing.
The case stands as one of the most complex corporate restructurings in Brazil since Oi S.A., combining cross-border debt instruments, derivative disputes, and governance challenges. Ambipar is now expected to present a consolidated restructuring plan covering its Environment, Response, and ESG divisions.
The filing was conducted with legal advisory from Salomão Advogados, Galdino Advogados, and Basílio Advogados.
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