Impacts of CADE’s approval of the BRF/Marfrig transaction on the food and animal protein sector

The Administrative Council for Economic Defense (Cade) approved, last Friday (September 5), the acquisition of BRF by Marfrig, confirming the decision previously issued by the General Superintendence (SG/Cade).

The judgment issue by CADE’s Rapporteur Commissioner, Gustavo Augusto — endorsed by the CADE Tribunal by majority vote — established the key precedent for approving the BRF-Marfrig merger without restrictions. Core technical grounds included:

• Combined horizontal market share below 20%, under the dominance threshold;
• In vertically integrated segments, each party held under 30%, minimizing foreclosure risks.
• Minerva’s challenge, citing potential governance conflicts due to SALIC’s holdings, was rejected — the Tribunal deemed the claim extraneous to the transaction under review.

Why this matters for companies acting in the sector?

• Legal certainty & predictability: establishes clear benchmarks (e.g. shares < 20%; vertical integration < 30%) guiding strategic M&A planning in concentrated markets.
• Regulatory flexibility: confirms that even substantial deals can be approved unrestricted if backed by thorough technical analysis.
• Corporate strategy: signals that horizontal consolidations and vertical integrations in the animal protein and processed food sectors remain viable — even among large players.

What are the impacts of CADE’s decision on the private practice?

• The case underscores CADE’s nuanced approach, emphasizing data-driven assessments and regional-market specifics, paving the way for more tailored decisions.
• For antitrust law practitioners, the lesson is clear:
  • Develop solid economic models (market share, flow analysis);
  • Mold narratives around quantitative clarity;
  • Anticipate governance or shareholder structure critiques.
• This decision illustrates a maturing regulatory posture that balances technical rigor with pragmatic enforcement, particularly in globally integrated industries.

Learn more.

For further information, please contact our partner:
Luciana Martorano
Antitrust and Competition
luciana.martorano@cmalaw.com