Em carta aberta, Gestora questiona dona da Panvel sobre condições de conversão de ações
A gestora ativista Esh Capital enviou carta aberta à Dimed, dona da rede de farmácias Panvel, sobre a proposta da companhia de migração para o Novo Mercado, em condições que a gestora entende que “afrontam os direitos assegurados aos preferencialistas e às melhores práticas de governança corporativa”.
A Esh tem posição minoritária na Panvel, com soma de 652.400 ações preferenciais por meio de seus fundos. A gestora já tinha apresentado seus argumentos à companhia, que não alterou a proposta, e decidiu torná-los públicos após decisões da Comissão de Valores Mobiliários (CVM) que foram mal recebidas por investidores brasileiros.
Para a migração ao segmento de maior governança da B3, onde só há uma classe de ações, a Dimed propôs uma conversão de troca de 1 ação preferencial por 0,8 ação ordinária, o que representa uma diluição de 20% das participações dos preferencialistas. A Esh questiona o fato de a companhia não ter apresentado um estudo independente para suportar a proposta ou a referência de período amostral utilizado para o fator de conversão – conforme a companhia, o fator de conversão considera a relação comparativa histórica entre o preço de negociação das ações ordinárias e preferenciais no...
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