CADE in Focus: Recent Insights into the Authority’s Priorities in Merger Review an Antitrust Enforcement

CADE Dismisses Mandatory Filing Requirement of Investments and Agreements Between Amazon and Anthropic

On September 23, 2026, CADE’s Tribunal closed its investigation into whether Amazon’s investments in Anthropic and the collaboration agreements between the companies required prior notification.

The case involved Amazon’s 2023 investment in Anthropic, made through notes convertible into non-voting shares, the conversion of which resulted in a diluted minority stake of 10% to 20% in Anthropic’s capital, as well as contracts for computing infrastructure, technology development, and the distribution of artificial intelligence models. According to Reporting Commissioner José Levi, the acquisition of the minority stake constitutes a concentration, but was not subject to mandatory filing, since Anthropic does not meet the revenue threshold in Brazil required by Law No. 12,529/2011. The Tribunal also assessed whether the agreements between Amazon and Anthropic constituted associative contracts, under the terms of CADE Resolution No. 17/2016. The Reporting Commissioner identified a stable and interdependent cooperation between the companies but did not find a joint venture or the sharing of risks and results: according to the Reporting Commissioner, elements such as a common decision-making body, shared budgeting or accounting, a joint team, co-ownership of assets, joint pricing, common commercial goals, and shared liability toward customers were lacking. With regard to the criterion of competition between the parties, however, the Reporting Commissioner appears to have adopted a broader and more conservative interpretation, holding that this condition would be met even in the absence of horizontal overlap. According to Commissioner José Levi, the phrase “competition in the relevant market covered by the contract” is not necessarily synonymous with the existence of horizontal overlap; for the purposes of the filing requirement, a broader interpretation is permitted, one capable of also encompassing vertically related entities – especially in digital markets.

The decision applies only to the investments, contracts, and clauses analyzed in this proceeding. Other minority investments or collaboration agreements between computing infrastructure providers and artificial intelligence developers remain subject to CADE’s oversight – both in terms of conduct and structural oversight – which may also occur pursuant to Article 88, paragraph 7, of Law No. 12,529/2011, which allows CADE to require, within one year of completion, notification of transactions that did not meet the notification criteria.

CADE may reexamine the matter if the relationship between Amazon and Anthropic changes, or investigate the execution of the contracts should it determine that they have effects detrimental to competition.

The ruling confirms CADE’s tendency to carefully analyze transactions of this type involving artificial intelligence markets. The agency signals that it will continue to closely monitor technological cooperation structures within digital ecosystems, paying close attention to technological dependence, access to sensitive information, switching costs, and potential restrictions on competitors’ business activities.

Gun jumping: court ruling does not preclude CADE’s prior review

On September 2, 2026, CADE’s Tribunal fined Cervejaria Petrópolis and Imcopa BRL 1,382,418.22 for “gun jumping” in a transaction linked to Imcopa’s judicial reorganization. The key point: the transfer of control ordered by the reorganization court must also undergo prior review under the Competition Law.

The case began with a complaint filed by Nuevo Plan, Imcopa’s former parent company, which alleged that the transaction had been completed prematurely. Before filing the transaction for CADE’s analysis, Cervejaria Petrópolis had already assumed control of the company, begun managing its bank accounts, replaced the executive board, and taken over the operation of its industrial assets – measures that, in the Tribunal’s view, constituted the premature implementation of the merger.

CADE reaffirmed that the respective jurisdictions are distinct: the Judiciary decides on the transfer of control in judicial reorganization proceedings, but only CADE can assess the transaction’s effects on the market. Following ProCade’s opinion, CADE’s Tribunal concluded that a court decision authorizing or ordering the transaction does not, in and of itself, exempt the transaction from prior notification or preclude “gun jumping” – unless the court decision itself expressly exempts the transaction from the application of the Competition Law, which did not occur in this case.

The decision confirms that transactions involving judicial reorganization, bankruptcy, or other corporate crises remain subject to CADE’s prior review when they meet the legal requirements. In practice, the timeline for these transactions must allow time not only for the reorganization proceedings but also for antitrust approval prior to closing.

CADE Continues Investigation into 99Food’s Clauses and Denies Keeta’s Injunction Request

CADE’s Tribunal ordered the continuation of the investigation into “blacklisting” clauses that 99Food imposes on restaurants, finding that the preliminary findings do not yet address the competition concerns raised by Keeta. On the other hand, it denied the preliminary injunction sought by Keeta.

The dispute between 99Food and Keeta is not an isolated event: it reveals an increasingly fierce competitive battle in the Brazilian food delivery market. It all began in 2023, when CADE entered into a Cease-and-Desist Agreement (TCC) with iFood-then the undisputed leader in the sector-to curb the use of exclusivity clauses with restaurants. Since then, the landscape has changed: the arrival of Keeta in 2025-a platform owned by the Chinese group Meituan-combined with the resumption of 99Food’s operations, has reshaped the competitive dynamics of the sector. In this new landscape, Keeta filed a complaint with CADE challenging 99Food’s clauses, which, according to Keeta, would restrict partner restaurants from contracting with rival platforms, thereby hindering the entry and expansion of new competitors. At the same time, iFood itself began to challenge Keeta’s practices, including allegations of predatory pricing. The result is a rare scenario-the industry’s largest players accusing each other of potentially exclusionary conduct-in a battle that promises to yield more chapters in upcoming developments.

According to Keeta, 99Food has contracts with restaurants restricting the use of competing platforms-sometimes with financial incentives-and some clauses specifically mention Keeta itself, hindering its expansion. The General Superintendency had closed the investigation on the grounds that 99Food, with a market share of less than 20%, does not hold a dominant position and, therefore, its clauses would not have the capacity to significantly affect competition. The interim president and reporting judge, Diogo Thomson, took over the case and ordered further investigations into the scope and duration of the restrictions, the incentives offered to restaurants, the penalties provided for, and the effects on multi-homing. He also ordered SG to reassess the relevance of the parameters of the TCC with iFood: in the Tribunal’s view, these parameters do not constitute a definitive standard for analyzing exclusivity clauses and must be interpreted in light of current market conditions.

CADE’s Tribunal also ruled on Keeta’s appeal against the postponement of the review of its preliminary injunction – which sought to suspend the restrictive clauses and prohibit new, similar contracts. The decision is noteworthy from two distinct perspectives: procedural and on the merits. From a procedural standpoint, the Tribunal held that postponing the review indefinitely is, in practice, equivalent to dismissing it; therefore, it granted the appeal. On the merits, however, it upheld the dismissal: there were still insufficient grounds to justify immediate intervention.

In practice, CADE is resuming its review of the clauses and conducting a more thorough investigation. The continuation of the investigation does not imply a conclusion regarding a violation of economic order, just as the denial of the preliminary injunction does not preclude a future reassessment in light of new evidence.

CADE Approves B3’s Acquisition of CRDC, with Remedies for the Developing Market

CADE’s Tribunal approved B3’s acquisition of 60% of the equity in the Credit Rights Registry Center (CRDC), with the remaining 40% to be held by the São Paulo Commercial Association (ACSP), as well as a partnership agreement between B3, CRDC, and ACSP to collaborate on the so-called “receivables credit journey.” The approval came with a five-year Merger Control Agreement (ACC), contrary to the General Superintendency’s recommendation to reject the deal, which saw a risk of strengthening B3’s position in financial asset registration markets and potential effects of the partnership on the sector’s competitive dynamics.

The market for the registration and circulation of receivables is undergoing a significant regulatory transformation. Since BCB Resolution No. 339/2023, the bookkeeping, registration, centralized deposit, and trading of receivables have taken place in an electronic environment, replacing the traditional model of physical receivables. For Reporting Commissioner José Levi, these changes directly affect the formalization and circulation of receivables.

The General Superintendency identified risks in the financial asset registration markets, particularly in the markets for duplicates, Bank Credit Notes (CCBs), and Rural Product Notes (CPRs)- markets that are concentrated, subject to regulatory barriers, and characterized by low competition. B3 already leads several segments of the financial infrastructure, and the acquisition of CRDC would further strengthen that position.

The market for book-entry receivables is still emerging but is likely to gain prominence in Brazil’s credit infrastructure. In the GS’ view, CRDC could become a competitor to B3 – and its acquisition would reduce the likelihood of future competition.

GS also identified risks in the agreement with ACSP: the combination of the entity’s reach, CRDC’s customer base, and B3’s portfolio could generate competitive advantages and encourage bundling, tying, and cross-subsidies. B3 could use its position in consolidated markets to push services in s in segments still in the early stages of development, raising competitors’ expansion costs and forcing customer lock-in.

The Tribunal found that behavioral remedies mitigate these risks. The ACC provides for: a defined scope of the partnership between B3, CRDC, and ACSP; a prohibition on using ACSP’s network and benefits to direct customers to B3 and CRDC; guarantees of interoperability and migration between registrars; a prohibition on customer discrimination and on bundling, tying, and cross-subsidization practices; limits on new acquisitions by B3 in the duplicate, CCB, and CPR markets; and mandatory prior notification of future transactions in these segments. An independent trustee will monitor compliance with these obligations for five years.

This case underscores CADE’s focus on portfolio effects and interoperability in financial infrastructure markets. By making approval contingent on comprehensive behavioral remedies, the Tribunal demonstrated that it is possible to mitigate competition risks without blocking the transaction.

This material is for informational purposes only. Our Competition and Antitrust team is available to provide specific legal advice.