巴西上半年新股融资仅9亿雷亚尔，中资企业股权融资窗口收窄

Bruno Saraiva Gabriel Reis/Valor Brazilian companies raised the smallest amount of fresh equity capital for a first half in at least ten years, reflecting the impact of high interest rates on share offerings intended to fund investment and bolster balance sheets. Despite the weak performance, investment banks are already anticipating a gradual and selective revival in primary issuance over the coming months. Activity could gather momentum after the elections if foreign capital flows into Brazil improve, potentially reversing this year’s trend. Although B3 hosted 13 equity transactions through June—seven follow-on offerings, one initial public offering and five block trades—the recovery was only partial. Most of the proceeds went to shareholders selling stakes through secondary offerings rather than providing fresh capital to companies through primary issuance. Riskier companies gain ground in Brazil’s bond market SpaceX IPO fuels BDR trading boom in Brazil A Bank of America survey prepared at Valor’s request shows that equity transactions generated R$18.6 billion in the first half of the year. Fully secondary deals accounted for R$15.2 billion, mixed offerings for R$2.6 billion, and entirely primary offerings for just R$900 million—the lowest volume in at least a decade. The total included nine fully secondary transactions, one mixed offering and three entirely primary deals. In the first half of last year, already a subdued period for equity offerings, transactions totaled R$3.5 billion, but primary issuance represented most of the amount, at R$2.4 billion. Global turbulence Bruno Saraiva, co-head of investment banking at BofA in Brazil, said the deterioration in the international environment interrupted a recovery that appeared to be gaining traction at the beginning of the year. Investors had expected greater foreign participation, while several companies—including prospective IPO candidates—were making progress on preparations to enter the market. “We started the year optimistic, with foreign capital flowing in and yield curves narrowing. Since May, capital has shifted back toward the United States, a movement that affected emerging markets as a whole and made it harder to move forward with the transactions under preparation,” he said. Saraiva expects the market to remain selective, particularly for IPOs. A more sustained recovery, he said, will depend on international capital returning to emerging markets, as well as an improvement in the domestic outlook, including greater fiscal predictability and a commitment by the next government to reforms. In the meantime, opportunities are likely to remain concentrated in follow-on offerings by already-listed companies, particularly in infrastructure and utilities, as issuers take advantage of brief market windows. Technology companies and fintechs, meanwhile, are likely to continue viewing the U.S. as their preferred destination for IPOs, he said. The figures show that, despite the return of sizable stock-market transactions, the equity market remains highly selective. With the Selic base rate staying elevated for an extended period, the cost of capital remains high, while fixed-income investments offer attractive returns. In this environment, many companies would rather postpone offerings than accept valuations they consider too low. Engie and ISA deals Banks nevertheless see signs that a pipeline of offerings is beginning to take shape, even though transactions are still expected to be sporadic. One deal likely to test the reopening of the market is Engie Brasil Energia’s offering of up to R$10.5 billion. The proceeds will finance the acquisition of a stake in the Jirau hydroelectric plant, with pricing scheduled for next week. ISA Energia has also prepared a primary offering of approximately R$650 million. The two transactions illustrate that companies are ready to enter the market but are waiting for more favorable conditions before setting share prices. Banks expect the pipeline to begin moving as foreign investors resume allocating capital to Brazil, while the domestic fund industry continues to struggle to attract inflows. Even so, first-half results fell well short of investment banks’ expectations at the beginning of the year. They had anticipated that the start of an interest-rate-cutting cycle would support a more consistent capital-markets recovery and reopen the window for IPOs and follow-on offerings. The outlook changed as the months passed. Inflation proved persistent, prompting Brazil’s Central Bank to make smaller rate cuts and keep borrowing costs high for longer. At the same time, rising geopolitical tensions in the Middle East—including the conflict between the U.S. and Iran, its impact on oil prices and increased market volatility—reinforced expectations that monetary easing would proceed more slowly than previously anticipated. IPO drought Despite the adverse environment, the first half brought a symbolic reopening of the IPO window. Compass made its B3 debut in May, ending a drought of nearly five years without an initial public offering in the Brazilian market. The transaction, however, was entirely secondary, with the proceeds going to selling shareholders rather than providing fresh capital to the company. The largest deal of the first half was Copasa’s follow-on offering, completed in June, which raised approximately R$8.4 billion as part of the Minas Gerais state government’s privatization of the company. Like the Compass IPO, the transaction was fully secondary. In addition to the offerings completed on B3, two Brazilian companies—Agibank and PicPay—carried out transactions in the U.S. during the period, reinforcing the view that part of Brazil’s capital-markets activity has migrated overseas. The contrast with the most recent period of intense equity-market activity is stark. In 2021, when interest rates were historically low and global liquidity was abundant, 87 equity offerings raised R$144.3 billion. This year’s limited primary issuance was concentrated in highly specific transactions. Banco Pine raised about R$246 million in an offering designed to strengthen its capital position and increase the liquidity of its shares. Vitru raised approximately R$204 million to reinforce its capital structure and expand its free float. Together, the two deals accounted for nearly half of all primary issuance during the year. Future offerings Claudia Mesquita, head of equity capital markets at UBS BB, said investors still have an appetite for companies that combine high liquidity with consistent growth prospects. Those characteristics help explain why the largest transactions of the first half were able to attract demand despite the difficult environment for new issuance. Mesquita said a substantial pipeline of companies is prepared to enter the market once conditions improve. It includes both potential IPOs and follow-on offerings involving primary issuance. “This is likely to be much more a half-year of preparation by companies than of executing transactions,” she said. Glenn Mallett, head of equity capital markets at XP, said the deterioration in the global environment halted several transactions that were already at an advanced stage of preparation. In addition to the volatility caused by the conflict involving Iran, foreign investors reduced their exposure to Brazil and shifted some of their capital to other emerging markets benefiting from the artificial-intelligence investment cycle. Mallett sees the interest-rate outlook, particularly in the United States, as the main trigger for a market reopening. Lower U.S. rates would tend to bring capital back to emerging markets, supporting a recovery in share prices and the valuations of Brazilian companies. “Brazil will continue to compete for capital allocations within the emerging-markets universe,” he said. As this shift takes place, new offerings will return to the agenda, Mallett added. Anderson Brito, head of investment banking at UBS BB, said several transactions remain under development, but pricing is likely to occur only under more favorable market conditions, possibly after the elections. The bank is tracking a pipeline both in Brazil and among Brazilian companies seeking access to the U.S. market, indicating that corporate interest in raising capital remains strong. Primary offerings After the weakest first half in at least a decade for primary equity issuance, the prevailing view among investment banks is that the market has entered a preparation phase. A substantial pipeline of IPOs and primary offerings is ready to move forward, but execution will depend largely on the return of foreign capital flows to Brazil, the direction of interest rates—particularly in the United States—and greater predictability in the domestic political and fiscal environment. Should these factors improve, banks expect primary issuance to return gradually later this year, while the IPO market is likely to stage a more selective recovery during 2027.