By Brazil Stock Guide – Fleury (FLRY3) and Porto Seguro (PSSA3) have both withdrawn from negotiations over a potential rescue transaction involving Oncoclínicas (ONCO3), effectively ending the company’s main market-based restructuring alternative.
Porto Seguro said on Tuesday it had informed Oncoclínicas the previous day of its decision to terminate negotiations related to the potential transaction, releasing the company from exclusivity under the term sheet signed on March 13.
The confirmation follows Fleury’s announcement late Monday that it would also exit the talks, bringing an end to a deal that had been under discussion for less than a month.
The breakdown comes as Oncoclínicas moves into a more defensive stance. The company said it has filed for precautionary relief before the São Paulo State Court (TJ-SP), seeking to suspend debt acceleration clauses and the enforceability of certain financial obligations. The preliminary injunction requests, however, remain pending review by the competent court.
Oncoclínicas has been under mounting financial pressure. As of year-end 2025, net debt including acquisition-related liabilities totaled about R$2.9 billion, with leverage at 4.3x EBITDA under covenant definitions and interest coverage at 1.35x — both in breach of contractual thresholds.
The covenant violations increased the risk of debt acceleration and led to the reclassification of roughly R$2.9 billion into short-term liabilities, intensifying liquidity constraints. Attempts to secure waivers from debenture holders failed after creditor meetings in late March did not reach quorum.
The proposed transaction with Fleury and Porto had been structured as a comprehensive solution, involving the creation of a new entity to house operating assets and up to R$2.5 billion in liabilities, alongside fresh capital injections and convertible instruments.
Parallel discussions with creditors and financial investors, including MAK Capital, had also been underway as part of broader efforts to stabilize the capital structure.
With both strategic partners now out, the restructuring process is expected to shift more decisively toward direct negotiations with creditors, with the company relying on court protection to avoid immediate debt acceleration.
Oncoclínicas said it remains operational and continues to engage with creditors in pursuit of a consensual solution.
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