Oncoclínicas, Porto Seguro Sign Nonbinding Term Sheet for Clinic NewCo as Porto Seeks Voting Control

Overview

• Porto would inject R$500 million in equity for control of the NewCo’s voting capital, with a potential private placement of up to R$500 million in convertible debentures.
• The proposed debentures carry 48‑month maturity and remuneration near 110% of CDI, with voluntary conversion windows beginning in the third year at valuations tied to then‑measured equity value.
• The NewCo would consolidate clinic assets and operations, and a defined portion of Oncoclínicas’ indebtedness could be transferred, subject to definitive documentation.
• Oncoclínicas granted 30 days of exclusivity to Porto and emphasized the preliminary, nonbinding nature of the term sheet, which creates no obligation to close.
• Camille Faria resigned as executive vice president, CFO and IR officer, Marcel Cecchi assumed the roles, two directors opposed signing, and Oncoclínicas’ shares jumped about 10.8% as analysts weighed potential benefits and risks.