By Brazil Stock Guide — Pension funds Previ and Petros have approved a waiver on Invepar’s third bond issue, a debt of about R$100 million, as the infrastructure holding company works through broader negotiations to address roughly R$1.4 billion in financial debt.
The maturity of the third issue, held by Previ and Petros, was extended to Dec. 31, 2026, from the end of August.
The development emerged from documents that Invepar made public through Brazil’s securities regulator, the CVM, only on Thursday afternoon. The filings cover earlier bondholder meetings, including one held on Aug. 14, and detail waivers as well as an extension through December of the deadline to cure a series of breaches tied to the third issue.
The documents were disclosed after the Brazil Stock Guide reported on Invepar’s race to address upcoming bond maturities. The company had about R$400 million across two bond issues due by the end of August.
The filings highlight an important difference between the two issues: they show an agreement between Previ and Petros on the third issue, but no similar resolution involving Funcef and the fifth issue.
The outstanding balance of the third issue is estimated at about R$100 million. Invepar reported R$87.5 million outstanding at the end of 2025 but did not provide an updated issue-by-issue breakdown in its second-quarter financial statements.
The situation is different for the fifth issue, worth roughly R$300 million.
According to people familiar with the negotiations, the bonds are split between Funcef, with about 52%, and Previ, with 48%. The issue is also due at the end of August, and no publicly available document so far indicates that its maturity has been extended in a similar way.
The Brazil Stock Guide has learned that Funcef has not yet granted a waiver.
Its roughly 52% stake gives Funcef a majority position in the issue and, according to people familiar with its terms, decisive influence over certain bondholder resolutions. That leaves open the possibility that the debt could reach maturity without a negotiated solution.
Invepar’s most valuable asset is its interest in São Paulo’s Guarulhos International Airport. The holding company owns 80% of Grupar, which in turn controls 51% of GRU Airport.
Shareholders and creditors
The different treatment of the two bond issues underscores the complexity of Invepar’s financial restructuring.
Previ, Petros and Funcef are simultaneously shareholders in the holding company and creditors through its bonds, leaving them exposed both to the value of their equity stakes and to the recovery of their debt claims.
That dynamic is particularly relevant because Previ and Petros have recently been on opposite sides of a shareholder dispute. Previ and Yosemite form a bloc with 50% of the capital, while Petros and Funcef hold the other half.
The deadlock blocked proposals to increase Invepar’s authorized capital by R$1.5 billion and give the company greater flexibility to issue additional convertible bonds.
Bank debt near R$1 billion
The bonds account for only part of the liabilities under negotiation.
Invepar’s second-quarter balance sheet already showed about R$1.4 billion of financial debt at the holding-company level, including just over R$1 billion in loans and other financing.
The bank debt involves Bradesco, BTG Pactual, Banco do Brasil and Itaú, according to people familiar with the discussions. The same sources said the banks have already formally notified Invepar about upcoming debt maturities, increasing pressure for a deal among the different creditor groups.
Those negotiations are now a central focus for Laplace, the financial adviser hired by Invepar to work on alternatives for restructuring both its liabilities and capital structure.
Laplace replaced BR Partners following disagreements over a liquidity and solvency assessment. Invepar said the work contained errors and sought changes to some of its assumptions, while BR Partners defended the independence of its analysis and said changes to its conclusions without technical or factual support could amount to “undue interference.”
According to people familiar with the current negotiations, the banks are not initially interested in taking an equity stake in Invepar as part of a restructuring.
Sources said, however, that a solution involving a recapitalization, debt-to-equity conversion or fresh capital may ultimately be needed if the company is unable to extend its obligations on acceptable terms.
That possibility has become more relevant because of the risk of a court-supervised restructuring, a scenario creditors and shareholders are seeking to avoid, according to people familiar with the discussions.
Previ and Petros declined to comment. Funcef did not respond to requests for comment. Invepar said it would not comment on the matter.
Leave a Reply