Every Spin-Off
SOMA
AnnouncedBROwns Brazilian fashion brands including Animale, NV, Maria Filó, Cris Barros, Foxton, Oficina and Reserva, sold through its own stores and online, plus a 42.6% stake in FARM.
Azzas 2154 is unwinding the 2024 Arezzo&Co–Grupo Soma merger: SOMA takes Animale, NV, Maria Filó, Cris Barros, Foxton, Oficina and Reserva, while Arezzo&Co keeps Arezzo, Schutz, Anacapri, Vans, Alexandre Birman, Carol Bassi and Hering; FARM (Farm Brasil, Farm Internacional, Fábula) moves to a jointly held company owned 57.4% by Arezzo&Co and 42.6% by SOMA.
- Status
- Announced
- Expected
- Awaiting shareholder approval; timing not disclosed
- Parent
- Azzas 2154 (AZZA3 BZ)
- Spin-off ticker
- To be announced
- Listing
- B3 (Novo Mercado)
- Market
- Brazil
- Sector
- Consumer discretionary
Terms
Partial spin-off (cisão parcial) followed by a share swap between the Birman and Jatahy control blocks; every Azzas shareholder receives shares of both Arezzo&Co and SOMA pro rata, with no withdrawal rights. Post-deal the Birman bloc holds 32.13% of Arezzo&Co and 6.18% of SOMA, the Jatahy bloc 25.95% of SOMA, and other shareholders 67.87% of each. CADE cleared it without restrictions on 14 Oct 2026; board and shareholder approval and B3 approval of SOMA's Novo Mercado listing are still needed.
Key dates
- Separation agreement announced
- Two board members replaced (Birman and Jatahy nominees)
- CADE clearance without restrictions (Parecer 714/2026)
- Board and EGM approval
- B3 Novo Mercado listing of SOMA
Source documents
- Press releaseAzzas 2154 reorganisation announcement (09/02/26)
- PresentationNot yet published
- Prospectus / demerger documentNot yet public
- Sourceatlaspublico.com.br (CADE approval)
- Sourcemoneytimes.com.br
- Sourceinfomoney.com.br
Every Spin-Off research
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