The demerger will allow Atom Educação to become a public company, with shares listed on B3, the basic segment
Atom Participações (ATOM3) held an Extraordinary General Meeting (EGM) on October 17, 2024, in digital format, where important strategic decisions for the company were approved. The main agenda was the partial spin-off of the company, transferring part of its assets to Atom Educação e Editora, a wholly-owned subsidiary, shows a statement sent to the market.
The demerger involved the incorporation of 70% of Atom's equity, consisting of intellectual property rights, valued on the basis of balance sheets up to June 30, 2024.
The demerger will allow Atom Educação to become a public company, with shares listed on B3, basic segment. The shareholders also authorized the board of directors to take all the necessary measures to complete the operation, which includes obtaining regulatory approvals, such as registering Atom Educação with the CVM as a category A public company.
Another important point discussed was the amendment to Atom's bylaws, adapting them to the company's new reality after the demerger. The share capital was reduced to R$ 10.48 million, reflecting the transfer of assets to Atom Educação. In addition, approval was given to changing the company's name to Fictor Alimentos S.A. in line with the new business focus in the food sector.
The Assembly also elected new members to the Board of Directors, including Márcia Campos, Maurício Mendes Dutra, Luiz Phillipe Gomes Rubini e Rafael Ribeiro Leite de Goiswith a mandate until 2026. Rafael Leite de Gois was appointed chairman of the board, but his appointment is conditional on the sale of Atom's controlling stake taking place.
In addition, the right to withdraw was approved for dissenting shareholders, who may receive R$ 1.64 per share, an amount corresponding to the company's book equity. This right will only be exercised after the demerger has taken effect, which is expected to occur when Atom Educação is listed on B3 and registered with the CVM.
The reform of the company's bylaws included a change in Atom's corporate purpose, which will now be dedicated to activities in the food industry, such as broiler breeding and the production of day-old chicks. These changes will be implemented after the sale of the company's controlling stake is completed.
The AGM also discussed the election of new members of the Supervisory Board, the implementation of which will take place after the demerger and sale of control has been completed. All in all, the changes aim to optimize Atom's organizational structure, enabling it to focus on its new segment.
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