
Published Tuesday, 20 October, 10:31 p.m. ET · Source: Helbor and HBR Realty filings
Key Facts
—The decision. Helbor’s board recommended on 20 October that shareholders accept HBR Realty’s offer to take control and cancel the company’s stock-market registration.
—The price. Each Helbor share is valued at R$2.52 (about US$0.50 at R$5.02 per dollar, RT), paid in 0.81553398 HBR shares rather than cash.
—The date. The auction runs on B3’s electronic system on Wednesday 28 October 2026 at 2 p.m. ET (3 p.m. Brasília).
—The hurdle. The deal settles only if HBR gains control and holders of more than two-thirds of the shares eligible in the auction accept.
—Why it matters. The same family controls the buyer and the target, so the minority shareholders decide whether the deal passes.
—Prediction markets. No active prediction market covers this deal (checked 20 October 2026, 10:28 p.m. ET).
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The board of Helbor, a São Paulo property developer, on Tuesday 20 October 2026 recommended that shareholders accept a share-swap offer from HBR Realty to take the company private and leave the B3 stock exchange. The offer values each Helbor share at R$2.52 (about US$0.50), and the auction is set for Wednesday 28 October at 2 p.m. ET.
Both companies sit under the same controlling family, which makes the deal a test of how minority investors in Brazil’s economy are treated when a controller buys out its own listed company. Helbor trades on B3 under the ticker HBOR3, and we found no US listing for it.
What the Board Decided
Helbor’s board of directors issued a favourable opinion on the offer on 20 October and told shareholders to accept it. The company published the opinion in a filing, and Brazilian media reported it late that evening.
The offer is a share swap, so no cash changes hands. Each Helbor share is exchanged for 0.81553398 ordinary shares of HBR Realty, which values Helbor at R$2.52 per share (about US$0.50, converted at R$5.02 per dollar, the RT rate on 20 October).
Who Is Buying and Why
HBR Realty owns income-producing property such as shopping malls and corporate offices. Helbor is a developer that builds and sells housing.
HBR said in July that the combination would create a land bank, the plots held for future projects, concentrated more than 80% in São Paulo city, with less exposure to the swings of the building cycle. HBR’s own board approved the offer on 3 July, and the CVM cleared the registration of the offer on 5 October.

Live Market IntelligenceBrazil — Live Market Board
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Brazil — Live Market Board
+1.57%
208,295.98
+1.57%
69,258.58
+0.36%
10,926.50
-0.42%
3,017,221
—
2,533.22
+0.47%
59,903.86
-0.06%
| Instrument | Last | Change | YoY | Prev. | High | Low | Volume |
|---|---|---|---|---|---|---|---|
| IBOV | 208,295.98 | +1.57% | +21.85% | 205,079.25 | 168,310 | 167,142 | — |
| USD/BRL | 5.16 | +0.01% | -5.13% | 5.16 | 5.18 | 5.14 | — |
| SELIC | 14.00% | — | — | — | — | — | |
| PETR4 | 41.64 | -0.05% | +35.19% | 41.66 | 41.97 | 41.15 | 41,499,400 |
| VALE3 | 72.97 | +0.83% | +30.75% | 72.37 | 73.54 | 72.66 | 17,658,000 |
| ITUB4 | 38.60 | -1.03% | +4.57% | 39.00 | 39.34 | 38.39 | 29,487,800 |
| BBDC4 | 16.85 | +0.36% | +3.50% | 16.79 | 16.90 | 16.67 | 19,416,900 |
| BBAS3 | 19.37 | +0.47% | +0.73% | 19.28 | 19.44 | 19.16 | 11,069,200 |
| B3SA3 | 14.26 | -0.21% | +12.73% | 14.29 | 14.47 | 14.11 | 33,037,800 |
| ABEV3 | 14.89 | -0.80% | +21.91% | 15.01 | 15.07 | 14.81 | 16,453,100 |
| WEGE3 | 47.59 | +0.49% | +29.99% | 47.36 | 48.08 | 47.36 | 3,364,600 |
| PRIO3 | 59.14 | -0.19% | +50.67% | 59.25 | 59.81 | 58.74 | 3,325,600 |
| SUZB3 | 41.33 | +2.35% | -23.55% | 40.38 | 41.48 | 40.35 | 3,914,900 |
| RENT3 | 34.68 | -0.09% | +0.84% | 34.71 | 34.96 | 34.35 | 7,979,100 |
| AZZA3 | 15.89 | -2.63% | -53.76% | 16.32 | 16.42 | 15.82 | 1,330,300 |
| CSNA3 | 4.30 | +0.47% | -42.65% | 4.28 | 4.41 | 4.26 | 10,076,100 |
| GGBR4 | 24.69 | +2.19% | +51.38% | 24.16 | 24.85 | 24.18 | 7,047,600 |
| ENEV3 | 24.21 | -1.38% | +70.49% | 24.55 | 24.64 | 23.99 | 9,297,000 |
How the Auction Works
The auction takes place on Wednesday 28 October 2026 at 3 p.m. in Brasília, which is 2 p.m. ET, on B3’s electronic trading system. Shareholders would take part through their brokers.
The deal settles only if HBR ends up controlling Helbor and holders of more than two-thirds of the shares eligible to take part accept the swap. If it succeeds, Helbor’s registration with the CVM is cancelled and the company leaves B3’s Novo Mercado, the exchange’s top governance tier.
The valuation report was prepared by the consultancy Apsis under CVM rules, BTG Pactual acts as the intermediary and guarantees the financial settlement, and Bradesco BBI issued an independent opinion on the exchange ratio.
What It Means for US Readers
Helbor trades on B3 as HBOR3 and we found no US listing, so most dollar investors will watch this deal rather than trade it. It matters as a signal, because Brazilian companies have been leaving the Brazil stock market, a trend we explain in our guide to why companies keep leaving B3.
Holders of HBR shares received through the swap would own a larger company that adds Helbor’s housing business to HBR’s rental property. Investors who want the background can read our Helbor company profile and our earlier report on the HBR takeover vote.
What Is Not Known
It is not yet known how many minority shareholders will accept, which decides whether the two-thirds test is met. It is also unknown how HBR shares will trade once the swap is complete.
The result of the auction will follow on 28 October, and we will report it.
What Comes Next
- Wednesday 28 October, 2 p.m. ET: the auction on B3’s electronic system.
- After the auction: whether the two-thirds threshold was met.
More: Brazil news, every day from The Rio Times.
Sources
Helbor and HBR Realty securities filings (material facts) · CVM, Brazil’s securities regulator · B3 exchange · Folha de S.Paulo, 20 October 2026 · InfoMoney, 6 July 2026 · Vis no Invest, 20 October 2026
This article was produced by The Rio Times’ automated newsroom system. How we use AI · Report an error · Editorial responsibility: Matthias Camenzind, Editor-in-Chief
Frequently Asked Questions
What did Helbor’s board decide?
Helbor’s board recommended on 20 October 2026 that shareholders accept HBR Realty’s offer to take control of the company and cancel its stock-market listing. The offer is a share swap, not a cash bid.
How much is the offer worth?
The offer values each Helbor share at R$2.52, about US$0.50 at R$5.02 per dollar. It is paid as 0.81553398 HBR shares per Helbor share.
When is the Helbor auction?
The auction is on Wednesday 28 October 2026 at 2 p.m. ET (3 p.m. Brasília) on B3’s electronic system. It needs acceptance from holders of more than two-thirds of the eligible shares.
Can US investors buy Helbor or HBR shares?
Helbor trades on B3 as HBOR3 and HBR as HBRE3, and we found no US listing for either, so US investors would need a broker with access to B3. A broker with B3 access can explain how to take part.