A reportagem publicada pelo Financial Times destaca o desafio societário e familiar que envolve a aquisição da Schincariol pelo Grupo Kirin. Vale reforçar mais uma vez a importância de se manter um saudável relacionamento societário, principalmente em momentos críticos do negócio.
August 8, 2011 6:52 pm
Kirin caught up in family feud
By Joe Leahy in São Paulo and Lindsay Whipp in Tokyo
In taking over Brazil’s second-largest brewer, Kirin hopes to gain access to a fast-growing economy outside its stagnant home market in Japan
What it may not have fully bargained for was that it was also buying into a Brazilian business family feud – the relatives of Schincariol’s controlling shareholders have begun legal action to try to suspend the sale.
“Our deal was reached with majority shareholders and we didn’t know how those three minority shareholders would react,” Senji Miyake, Kirin president, told reporters on Friday.
Hanging in the balance in the dispute is one of the biggest Brazilian mergers and acquisitions this year, and a chance for the Japanese brewer to gain access to a growing economy outside its stagnant home market.
Primo Schincariol, the son of Italian immigrants, founded Schincariol in 1939 at the back of his house in Itu, São Paulo state. He started by distilling brandy and other spirits as well as producing a tutti-frutti flavoured soft drink.
As his products increased in popularity, Primo’s cousins began transporting them to other cities in boxes on their donkeys. “Thus was born the Schincariol Group,” the company says on its website.
The company passed into the hands of Primo’s children, José Nelson and Gilberto, who in 1989 started brewing beers, resulting in the brands Nova Schin, Baden Baden and Devassa Bem Loura.
In 2003, José Nelson was killed by gunmen at his home in Itu, in what the Brazilian media said was an attempted robbery. His young son Adriano took over as chief executive.
Then in 2005, Schincariol made local headlines again when police arrested executives of the company on allegations of tax evasion. The company denied the allegations at the time.
Despite these setbacks, Schincariol expanded its market share from a fraction of the national beer industry to about 15 per cent today.
With sales of R$5.67bn ($3.53bn) last year, up nearly 12 per cent on the previous year, Schincariol is second to AmBev, the Brazilian arm of the world’s biggest brewer, Anheuser-Busch InBev, which has about 70 per cent of the market.
Although small, Schincariol is well-positioned in the growth markets of Brazil.
“Schincariol has got a big position in the north-east,” said Renato Prado, analyst with the Fator brokerage in São Paulo.
But to realise this prize, Kirin will first have to navigate the Schincariol family politics. Kirin paid $3.95bn for Aleadri-Schinni Participações e Representações, a company that holds Adriano and his brother Alexandre Schincariol’s majority 50.45 per cent stake in Schincariol Participações e Representações, which controls the group.
Their cousins, José Augusto, Daniela and Gilberto Schincariol Jr, control the other 49.55 per cent of Schincariol Participações and have a right of first refusal over the sale of any shares in the company. They claim the Kirin deal triggers this right.
People familiar with the Kirin deal counter that because the Japanese brewer bought a company higher up in the corporate structure, the pre-emptive right is not relevant. Kirin said it understood that preliminary legal action was being taken but declined to comment further.
According to the Brazilian newspaper Valor Economico, the deal has reopened old wounds within the third generation of the family in a disagreement over ownership of the company that originated when Primo’s sons, José Nelson and Gilberto, divided control among themselves, with Gilberto coming off as the junior partner. Family members were not available for comment.
People close to the deal say that the cousins are agitating in an attempt to be bought out. Kirin has indicated that it may grant them this wish.
“Kirin aims to have friendly ties with Schincariol’s minority shareholders,” Mr Miyake said.
But Kirin will need to tread carefully to make sure that its adventure into the Brazilian beer market does not produce an early hangover.