Deal Spotlight – Madrona Advogados: Consolidation and Growth Investment in Brazil's Regulated Service Sectors

Municipal waste, occupational health and interstate coach travel have little in common commercially. What links these three deals is the shape of the buyers, each building national scale in a fragmented market, and each working in a sector where regulation sets the terms.

Orizon acquires 51% of the Rondonópolis sanitary landfill
Corporate and M&A | Antitrust — signed 29 May 2026; closing subject to CADE approval

Madrona advised Orizon Meio Ambiente S.A. on its agreement to acquire a 51% equity interest in the company that owns the Rondonópolis sanitary landfill, in the state of Mato Grosso. The counterparty is SEGER Serviço de Gerenciamento de Resíduos Ltda. 

Orizon Meio Ambiente is a wholly owned subsidiary of Orizon Valorização de Resíduos S.A., which is listed on B3 and is among the larger waste recovery groups in Brazil.

The asset is licensed and operational, receiving on average 13,000 to 14,000 tonnes of municipal solid waste a month and serving Rondonópolis and the surrounding municipalities. The enterprise value attributed to the 51% interest is R$45.39 million. With the new Ecopark, Orizon strengthens its position in Mato Grosso, where it already operates the Cuiabá Ecopark, as a further step in its strategy of consolidating the sector and expanding the volume of waste under its management — with the valorisation that follows from it, including biogas generation, the sale of energy and biomethane, and the certification and sale of carbon credits.

Madrona advised Orizon across the legal due diligence and the negotiation of the transaction agreements, and was responsible for coordinating the submission of the transaction to the Brazilian Administrative Council for Economic Defence (CADE). Closing remains subject to CADE approval and to the other conditions precedent set out in the agreement.

The Madrona team was led by partner Luciana Felisbino, working with Lucas Grilli Bastos and Izabel Cristina de Lima on Corporate and M&A, and partner Luis Nagalli, working with Rodrigo França Vianna, Leticia Harumi Yada and Regina Martins Vieira on Antitrust.

SMZTO's SMZ 2 fund takes an initial stake in occupational health franchisor Mednet
Corporate and M&A — closed 3 August 2026

Madrona advised SMZ 2 Fundo de Investimento em Participações Multiestratégia, a private equity fund focused on franchising and scalable service platforms, on a minority investment in Mednet Venda e Licenciamento de Franquia. 

Mednet is a Brazilian franchisor of occupational health and workplace safety solutions, operating a proprietary management platform alongside four owned units and more than sixty franchisees. The transaction was structured as a staged entry, with an initial 10% stake.

The timing is not incidental. Brazil's revised Norma Regulamentadora nº 1 now requires employers to identify, assess and manage psychosocial risks within their risk management programmes, which has widened the compliance obligation for businesses of every size and, with it, the addressable market for occupational health providers. It is a good illustration of a regulatory change translating fairly directly into deal activity.

Madrona advised on all phases of the transaction, from due diligence through to closing. The work included drafting and negotiating the investment agreement and its ancillary documents, the shareholders' agreement and the call option agreement over the target's affiliated operating companies, together with the corporate documents implementing the capital increase and the subscription of the new shares.

The Madrona team was led by partner Danilo Mininel, working with Renzo Lima, Fernando Sant'Anna and Rafaela Avelar.

GN Participações acquires interstate bus operator Viação Sete
Corporate and M&A — closed 6 August 2026

Madrona advised GN Participações Ltda. on the acquisition of 100% of the equity interest in Viação Sete Ltda., an interstate passenger transport operator with a strong presence in the Northeast. 

Based in Timon, Maranhão, Viação Sete runs authorised interstate services linking Maranhão and Piauí with destinations further south and east.

The transaction takes the acquiring group, Bandeira Mobilidade, into another state and another mode of transport. It also sits in a regulated sector: interstate passenger transport operates under federal authorisation, and route authorisations are an asset in their own right, which gives diligence and structuring in this market a character closer to infrastructure work than to conventional trading company M&A.

The Madrona team was led by partner Eduardo Coelho, working with Izabela Albano, Diogo Araújo Barbosa, Laura Melo, Anne Cavalcanti, Maria Eduarda Novaes and Maria Eduarda Câmara.

Further reading:
●    Madrona Advogados — firm profile on alliottglobal.com
●    More from the Alliott Global Alliance Deal Spotlight series

About Deal Spotlight:

Deal Spotlight is a series from Alliott Global Alliance (AGA) highlighting notable transactions and matters handled by AGA representative firms around the world. Previous editions have featured DNA Vietnam's offshore wind and water infrastructure M&A in Vietnam, Wildeboer Dellelce: Cross-Border M&A and Capital Markets from Canada, Deutsch Miller's Corporate and M&A Deals in Australia's Technology and Consumer Sectors, Simont Braun's advice on the sale of MindCapture in Belgium, and Madrona Advogados acting as deal counsel on a R$16.1m real estate securitisation (CRI) for Valora.

About Madrona Advogados:

Madrona Advogados (Madrona) is a full-service, top 25 Brazilian law firm with offices across Brazil. The firm is consistently ranked among Brazil's leading firms for M&A and advises regional and international clients across corporate, M&A, capital markets, real estate, infrastructure, tax and disputes. Madrona has been Alliott Global Alliance's law firm representative in Brazil since 2022.

Talk to the team
Corporate and M&A — Luciana Felisbino, Partner.
Corporate and M&A — Danilo Mininel, Partner. 
Corporate and M&A — Eduardo Coelho, Partner. 
Antitrust — Luis Nagalli, Partner. 

For an introduction to Madrona or any of Alliott Global Alliance's member firms across Latin America and the Caribbean, contact Sophia Rook-Blackstone, Regional Director: sophia@alliottglobal.com