JBS has received shareholder approval to proceed with dual listing strategy that will see the meat and poultry company's shares traded simultaneously on both U.S. and Brazilian stock exchanges.
The company, in a securities filing, announced on May 23 that shareholders voted in favor of the dual listing proposal during an extraordinary general meeting, held earlier that day.
JBS expects its shares to start trading on New York Stock Exchange (NYSE) in the United States on June 12.
“The outcome of the meeting demonstrates that shareholders are confident in the benefits that will arise from the dual listing and the alignment of the corporate structure with the company’s global and diversified profile,” Gilberto Tomazoni, JBS Global CEO, stated in a press release.
Abstaining from voting on the matter were the company’s two largest shareholders, J&F Investimentos and BNDESPar, which collectively hold about 70% of JBS shares. J&F Investimentos in wholly owned by brothers Wesley Batista and Joesley Batista, whose father, José Batista Sobrinho, is the company’s founder and namesake.
Timeline and background
JBS first announced its intent to pursue a dual listing in July 2023, in which it hoped to in addition to being listed on Brazil’s B3 exchange, its shares would also trade on the NYSE.
JBS’ proposed dual listing has not been without controversy, with multiple people and organizations alleging JBS has a history of corrupt business practices and poor environmental practices. Additionally, numerous members of the U.S. Senate and House of Representatives urged the U.S. Securities and Exchange Commission (SEC) to heavily scrutinize the dual listing proposal.
However, the SEC in April approved the proposed dual listing, prompting the company to schedule a shareholder vote on the matter.
How the dual listing will work
Under the approved structure, JBS will create a new Netherlands-based holding company called JBS N.V. to serve as the vehicle for the dual listing. This entity, according to information included in the securities filing, will:
- Register with Brazil's securities regulator (CVM) as a foreign issuer
- List Brazilian Depositary Receipts (BDRs) on the B3 stock exchange in São Paulo
- Register with the U.S. Securities and Exchange Commission as a foreign private issuer
- List its Class A shares on the New York Stock Exchange
The move will result in JBS S.A.'s current shares being delisted from B3's premium Novo Mercado segment, as trading shifts to the new dual-listed structure.
“With the dual listing, we seek a corporate structure that better reflects our global presence and diversified international operations, while facilitating the implementation of our growth and value-creation strategy. This step is expected to further unlock value for JBS, providing broader access to investors and more competitive interest rates, thereby expanding our ability to finance growth at a lower cost and accelerating our diversification strategy,” Guilherme Cavalcanti, JBS Global chief financial officer, explained in the press release.
JBS’ international presence
JBS is headquartered in Brazil, it has a strong presence in the United States. It’s JBS USA subsidiary is a major producer of beef and pork in the U.S. JBS is also the majority shareholder of Pilgrim’s Pride Corporation (PPC), which is traded on the NASDAQ Stock Exchange and is the second largest poultry producer in the United States, also with operations in Mexico and Europe.
In addition to the Brazil and the United States, JBS operates in 15 other countries, and in every continent except Antarctica with more than 250 production facilities. It is the world’s largest poultry producer and 13th largest feed producer.
