Afya, YDUQS controlling shareholders sign voting pact backing merger transaction
AFYA•Controlling shareholders of Afya and YDUQS signed a voting commitment agreement dated Sept. 23, 2026, to support the merger at required meetings. Afya shareholders are to receive newly issued YDUQS shares at an exchange ratio set in the merger agreement.
1. Merger voting commitments
Afya is set to merge into YDUQS, which will remain the surviving company and issue new common shares to Afya shareholders. The controlling shareholders agreed to support the transaction at required meetings and accepted interim limits on share transfers and votes against actions that could derail the deal before closing.
2. Break fees
The agreement sets break fees of BRL 100 million for a breaching YDUQS shareholder, BRL 100 million for the Esteves family and a scaled BRL 325 million for Bertelsmann.
