Raízen apresenta plano de recuperação com dívida de R$ 75,3 bi e perde 20% em bolsa

The stock market delivered its verdict in brutal fashion. Raízen's shares plummeted nearly 20 percent on the trading floor, touching a low of R$ 0.34 per share, as the sprawling energy company unveiled the terms of its financial rescue plan. The collapse reflected what investors saw in the fine print: a company drowning in R$ 75.3 billion of debt, now forced to offer its creditors a menu of painful choices.

Raízen, the fuel and biofuel giant born from a 2011 merger between Shell and Cosan's Brazilian operations, had reached a breaking point. Rather than file for formal bankruptcy protection, the company chose an extrajudicial recovery process—a negotiated settlement hammered out directly between debtor and creditors, bypassing the courts entirely. It moves faster than traditional judicial restructuring, but only if all sides can agree. The plan presented on the evening of May 27 suggested just how difficult that agreement might be.

The company's liabilities sprawl across multiple instruments: R$ 27.2 billion in international bonds, export-linked financing, agricultural certificates, corporate debt, and financial derivatives that had turned toxic. The derivatives alone—contracts meant to hedge currency and interest rate swings—now represented a negative position of R$ 1.5 billion, with projected future payments potentially reaching R$ 9.15 billion through 2040. On top of this sits a separate tax liability of R$ 24.7 billion in disputed claims, with R$ 4.4 billion already in judicial enforcement proceedings, the most dangerous stage.

The recovery plan offers three paths, each one a form of loss. The first and most complex preserves the most value for creditors willing to become shareholders. Under this scenario, 45 percent of the restructured debt converts into equity—creditors stop being mere debt holders and become company owners, receiving preferred and ordinary shares at R$ 0.25 each. The remaining 55 percent of debt stays on the books but with extended maturities: the energy division's obligations come due in 2033 and 2035, while the fuel distribution arm's debts mature in 2032 and 2034. Interest rates vary by division, with fuel distribution commanding a higher premium for its greater risk. For the first three years, Raízen can defer interest payments, letting them accumulate and balloon the total owed—a short-term reprieve with long-term cost. Shell would inject R$ 3.5 billion in fresh capital at the same R$ 0.25 price, with a second investor potentially adding R$ 500 million more.

The second option punishes creditors far more severely. They lose 80 percent of what they are owed. The remaining 20 percent comes due in a single lump payment in 2047—a 21-year wait. For creditors holding claims in reais, there is minimal indexation to the TR rate, historically near zero. For those holding foreign currency claims, there is no adjustment at all, meaning inflation and currency movements will erode the real value to nearly nothing.

The third option targets smaller creditors seeking quick exit. Each receives the lesser of 75 percent of their claim or R$ 9,750—a ceiling that catches anyone owed more than R$ 13,000. Only R$ 150 million is available for this option, a pittance against R$ 75.3 billion in total debt. If demand exceeds supply, the smallest creditors get priority; the rest are pushed toward one of the other two options.

The restructuring plan also calls for splitting Raízen into two separate companies once the financial reorganization concludes, expected by year-end 2027. Raízen Energia would hold ethanol, sugar, bioenergia, and Argentine operations. Raízen Combustíveis would manage fuel distribution in Brazil. Even after the split, both entities remain heavily leveraged. The fuel company would carry debt equivalent to nearly five times its annual operating profit; the energy company, 2.2 times. Both figures exceed healthy levels for the sector, meaning financial breathing room will remain constrained for years.

Control of the company shifts dramatically if the plan wins approval. The new board will have seven members, but creditors will occupy four seats, including the presidency. Shell and Cosan, the founders and current controllers, shrink to three seats. For the restructuring to take effect, Raízen must also reach a separate accord with the federal government on those R$ 24.7 billion in tax disputes. Without it, the entire plan collapses.