Grupo Mantra – Clase B

What it is

Grupo Mantra is a brand-licensing and franchise company that holds the rights to distribute and commercialise products from more than 200 global entertainment names, including Disney, Mattel, Warner and Universal. Its stated business covers the manufacture, promotion, sale and distribution of merchandise from these globally recognised entertainment companies.

The portfolio spans brands with more than a century of history — Warner and Disney — as well as Marvel and Mattel (80-plus years) and younger but fast-growing names such as Netflix, Funko and Minecraft. Grupo Mantra claims its licensed portfolio covers 82% of the world’s top-ranked merchandising brands, according to Statista’s 2022 global ranking.

The company describes itself as the first firm in Venezuela born directly from the stock market — not from traditional private ownership — with a core goal of building a franchise distribution network. As part of its commercial rollout, its products are already on shelves at the Farmatodo pharmacy chain and major supermarkets across Venezuela.

Who owns it

The company issued 1,000,000 shares in total: 800,000 Class A shares, subscribed by its founding promoters, and 200,000 Class B shares sold to the investing public. The promoters therefore hold 80% of total share capital; the public float is 20%, all through Class B.

The three founding promoters, named at the constitutive assembly in August 2024, are Ottnayver Alfonso Cadena, Oscar Federico Schemel and Ismael Navarro. Their individual stakes within the 80% Class A block are not disclosed in available sources.

Who runs it

A board of three principal directors and three alternate directors was elected at the constitutive assembly for the period 2024–2029. The individual titles — who chairs, who is CEO — are not separately named in publicly available BVC filings.

Federico Schemel, one of the three founders, is publicly identified as the company’s CFO and co-promoter. Ismael Navarro, the third founder, has acted as lead spokesperson and deal structurer for the company’s public market activities.

The formal CEO title is not disclosed in available sources.

The money, in plain words

Grupo Mantra raised the equivalent of US$1 million at its IPO on the Caracas exchange in October 2024, pricing each Class B share at Bs. 1 plus a US$5 premium at the then-official exchange rate.

The company attached a guaranteed return of 15% a year on the invested amount for three years, on top of any dividends — a structure with no prior precedent on the Venezuelan exchange.

Today, the Class B share trades at Bs. 5,200.03 (~US$7.45 at the current rate of Bs.

698.47 per dollar), putting the total market value of the publicly traded Class B tranche at roughly Bs. 1.04 billion (~US$1.49 million) (our calculation).

Revenue and net profit for the fiscal year ended 31 December 2024 are contained in audited financial statements filed with the BVC in July 2025, but those documents sit behind a subscriber login and the specific figures are not accessible in available sources.

What it is doing now

On 4 August 2025, Grupo Mantra paid its first combined dividend and share premium to Class B holders — a structure the company describes as an innovation and a milestone for the Venezuelan securities market. Going forward, the quarterly premium will be paid at US$0.1875 per Class B share, meeting the three-year guarantee embedded in the original IPO terms.

The board has also scheduled a further quarterly premium payment: the record date was set for 10 February 2026 and the payment date for 13 February 2026, at US$0.1875 per share paid in bolívares at the official BCV rate. The company is simultaneously expanding its shelf presence through retail partners as it works to build out the franchise distribution model underpinning the investment case.

What to watch

• Audited financials. The December 2024 accounts are filed but not publicly readable without a BVC subscription. When fully accessible, revenue and margins will be the first real test of whether this franchise model generates the cash to sustain its guaranteed returns.
• The 15% guarantee clock. The three-year fixed-return commitment runs from the IPO date of October 2024 — meaning it expires around late 2027. Investors will want to see organic cash generation before that safety net lifts.
• Licence renewals. The global entertainment brands conduct their own evaluations before granting or renewing the right to distribute their products. Any licence loss at renewal would shrink the portfolio materially.
• Venezuela macro risk. The bolívar remains subject to exchange-rate volatility and premium payments are converted at the official BCV rate — a rate that can diverge sharply from market reality.
• Free-float depth. With only 200,000 Class B shares in public hands, daily trading volumes are thin — on debut day just 270 shares changed hands — making the price sensitive to small order flows.

This is news, not investment advice.