Brasília, October 2, 2025 — Brazil’s competition authority, the Administrative Council for Economic Defense (Cade), has approved the acquisition of Elastikos (France) by Japan’s Sintokogio, subject to a package of structural and behavioral remedies designed to address significant competition concerns in the metallic abrasives market.
CADE determined that the case required formal notification, even though it was not initially subject to mandatory filing.
The transaction involved the transfer of control of Winoa S.A. and its subsidiaries, including Winoa Brasil Indústria e Comércio Ltda., a key player in metallic abrasives production and shot-blasting equipment and services. Sintokogio, a Tokyo Stock Exchange-listed company, acquired Elastikos, which held a controlling interest in Winoa.
According to CADE’s General Superintendence (SG), the deal raised serious concerns in the national market for cast steel shot, a key segment of metallic abrasives used in surface treatment processes. The authority found that the merger would substantially reduce market rivalry, given the absence of strong competitors, low import penetration, and high barriers to entry. These conditions, SG warned, could enable the merged entity to exercise market power, leading to higher prices or reduced innovation.
The tribunal proceeded to approve the deal conditionally, through the signing of an Agreement on Merger Control (ACC). Under the ACC, the parties agreed to a set of structural and behavioral commitments, including the divestment of the production asset responsible for the core stage of metallic abrasive manufacturing—specifically, the steel scrap melting facility.
To ensure compliance, the agreement also includes a contingency mechanism that would trigger asset demobilization should the divestiture not be completed as planned.
In addition, the companies are barred from entering production of the divested activity for a ten-year period, ensuring a long-term separation of competitive capacity. CADE also imposed specific conduct obligations, preventing Sintokogio and its affiliates from engaging in behaviors that could distort market competition during the remedy’s validity.
In his vote, Commissioner Diogo Thomson, the rapporteur of the case, emphasized that the negotiated remedies were crucial to preventing excessive concentration and maintaining rivalry dynamics in the sector.
