Vasco SAF deal: what the agreement with Marcos Lamacchia's firm says | OneFootball

The sale of Vasco’s SAF has entered the final stretch. Last Friday (25), Almirante Participações, a company owned by Marcos Lamacchia, won the auction and had its bid approved. Now, the next step will come on Tuesday (6), when the Deliberative Council votes on whether to approve the deal.

So that the council members know exactly what will be voted on, Lamacchia’s team sent the memorandum of understanding (MoU) at the start of the week, outlining the financial and operational terms of the proposal. Papo na Colina breaks down, point by point, what the document provides for.

What changes if the sale is approved

If the deal is approved by the Council and then by the members at an Extraordinary General Assembly, Almirante will take over 90% of SAF’s shares, and Marcos Lamacchia will become the new owner of Vasco’s football operations. The other 10% will remain with the associative club, in the form of Class A shares.

Everything related to football will go to the new SAF: players, coaching staff, commercial contracts, sponsorships, the right to use the training center, and the intellectual property of the sport.

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The main points of the memorandum

Assets and debts: the new SAF will take on all sporting assets as well as all debts of the current Vasco SAF.

São Januário: the SAF will have the right to use the stadium in all home matches of the professional football team, with absolute priority and exclusivity, until December 31, 2030.

Governance: the SAF will be managed by a board of directors, executive management, and a fiscal council. The social club, as a minority shareholder, will have affirmative voting rights on matters reserved by law.

No profit distribution and no sale of shares for 10 years: Lamacchia will not be allowed to sell new SAF shares for a decade, and the SAF will also be barred from distributing dividends during the same period. In practice, the money generated must stay in the club.

Protection against default: if Lamacchia fails to make one of the five mandatory contributions, Vasco will have power of attorney to enforce the debt, charging both Almirante Participações and the businessman himself.

R$ 500 million exclusively for football

The financial core of the agreement is a minimum contribution of R$ 500 million exclusively for football through 2030. The memorandum is clear: this money cannot be used to pay debts or meet other obligations of the new SAF.

According to the sale notice, the amount will be paid in five annual installments of R$ 100 million, adjusted by the INPC, between 2026 and 2030.

The financial obligations of the new SAF

In addition to the football contribution, the contract establishes a series of commitments:

Tax and non-insolvency debts: the SAF must pay tax, social security, and non-insolvency obligations, following the deadlines of the installment plans and agreements already in place.

Training center and youth academy: an investment of R$ 120 million over 10 years in the professional team’s training center and R$ 30 million over two years in the infrastructure of the youth categories. The purchase of any land is not included in this amount.

Tax incentives: the SAF commits to structuring tax incentive projects in favor of the social club, totaling up to R$ 150 million, to be raised progressively over 10 years.

Extra contributions without diluting Vasco: if the SAF runs out of money to honor its Judicial Recovery debt, tax and non-insolvency debts, cash flow, or infrastructure investments, Lamacchia will have to make new contributions. And this will not increase his stake or reduce the associative club’s share.

Rent for São Januário: Almirante will pay R$ 3 million per year to the social club for use of the stadium. In the event of construction work, the amount drops to R$ 2 million.

The project for the Moacyr Barbosa Training Center

The R$ 120 million planned for the training center already has a destination. In August, representatives of the club and Lamacchia met with Rio Mayor Eduardo Cavaliere to discuss the project, which will be carried out at the current address of the Moacyr Barbosa Training Center. The architect hired is Renato Malki, who is responsible for Red Bull Bragantino’s new training center.

Anresf investigates, but sale is unlikely to be blocked

The negotiation is under review by Anresf (National Agency for the Regulation and Sustainability of Football), which is looking into a possible conflict of interest. The reason is that Marcos Lamacchia is the stepson of Leila Pereira, president of Palmeiras. Flamengo even went to the agency in an attempt to block the sale.

Even so, all parties involved believe that Anresf is unlikely to prevent the deal. The most likely scenario is the definition of restrictions until the end of Leila’s term at Palmeiras, in December 2027.

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The next steps in the SAF sale

The timeline of the SAF saga is as follows:

1. Auction won by Almirante and bid approved (completed on September 25).

2. Vote in the Deliberative Council (Tuesday, October 6). The session will also discuss a change to the bylaws, which currently require the associative club to hold at least a 20% stake in the SAF.

3. Vote by members at an Extraordinary General Assembly.

4. Completion of the deal and transfer of control to Lamacchia.

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This article was translated into English by Artificial Intelligence. You can read the original version in 🇧🇷 here.