Crisis at Oi: creditors see a breakdown in the judicial reorganization plan and a billion-dollar risk in the sale of a stake in V.tal.

UMB Bank, the trustee representing at least 10 creditors who financed the Oi telecommunications company , which is undergoing judicial reorganization, through so-called New Financing (DIP), filed a petition on Monday, February 9th, with the 7th Business Court of Rio de Janeiro, warning that the operator's judicial reorganization has reached a "critical moment," marked by the risk of breach of guarantees, legal uncertainty, and the possibility of billions of dollars in losses for the company's financiers.

In the document, the creditors' representative states that the handling of the sale process for the 27.5% stake that Oi holds in the neutral network operator V.tal shows strong signs of "lack of competitiveness and potential bias," which could result in a "meager" offer, well below the minimum price stipulated in the judicial reorganization plan (PRJ).

According to the petition, the notice published on February 3rd imposed a schedule that, in practice, makes it impossible for new interested parties to participate. Carnival and the reduced number of working days would limit the ability of potential buyers to conduct adequate due diligence , a situation that would favor only one or a few previously engaged bidders.

V.tal is controlled by funds managed by BTG Pactual. In the petition, the trustee argues that this arrangement may have been deliberate and would result in a single cash offer, far below the reference value of R$ 12.3 billion established in Oi's judicial reorganization plan.

The petition does not name the creditors or the amounts of the debts. However, according to previous news reports, they include Pimco , Vontobel, Arkaim, and Bracebridge. Pimco, for example, contributed resources to the Emergency DIP (financing to maintain operations) and the "New Financing," which totaled US$600.95 million – its funds represent 49% of these amounts. They also have estimated bankruptcy debts between R$6 billion and R$7 billion.

The document also criticizes the actions of Oi's judicial management, accusing it of distorting facts, falsely imputing abuse of rights to DIP creditors, and preparing the ground to try to force them to accept an offer below the minimum price.

According to UMB Bank, there is also concern that the shareholder investigation ordered by the Court of Justice is being used "improperly" to support a possible request to divert the proceeds from the sale of V.tal to creditors who do not have priority in the judicial reorganization plan. This could even have a potential impact on the fees of the judicial administrator, whose multimillion-dollar remuneration was suspended by the National Council of Justice (CNJ).

UMB Bank further argues that any relaxation of the rules set out in the judicial reorganization plan or of the guarantees granted to DIP financiers would violate the Judicial Reorganization Law, the Constitution, signed contracts, and even foreign court decisions that ratified the plan.

The petition warns that allowing such violations would create a devastating precedent for the Brazilian credit market, discouraging future financing and increasing the cost of capital for companies in crisis.

The trustee claims that some DIP creditors had already presented more advantageous alternatives to Oi, such as the acquisition of UPI V.tal through a "credit bid," an operation involving the transfer of credits in payment, which would significantly reduce the company's debt and free up other guarantees for payment to other creditors. According to the document, however, the Judicial Management refused to negotiate this possibility.

UMB Bank states that the situation places the judicial reorganization process "at a point of no return" and requests that the Court exercise strict control over the process, ensuring that the judicial reorganization plan is followed to the letter.

In its submission to the 7th Business Court of Rio de Janeiro, UMB Bank requested a series of measures from the Judiciary aimed at preserving the judicial reorganization plan and the guarantees offered to creditors.

The requests reflect concerns about the direction of the sale of UPI V.tal and potential violations of the approved plan. Among the requests are the full and rigorous compliance with the judicial reorganization plan and the recognition of the legality of payment via "credit bid," provided that this is approved by the DIP creditors and other financiers foreseen in the plan.

Furthermore, it requests formal communication to the CNJ (National Council of Justice) and the internal affairs office of the TJ-RJ (Court of Justice of Rio de Janeiro), given facts it considers serious, especially related to the actions of the judicial administration and the remuneration suspended by the CNJ, and the notification of the Public Prosecutor's Office to comment on and monitor the case, exercising its supervisory function.

Too big to break?

In November 2025, the Rio de Janeiro court declared Oi bankrupt, stating directly that the company was "technically bankrupt" and unable to honor basic commitments.

The decision did not surprise analysts: cash was depleted, investment capacity had evaporated, and the company carried a historical debt that, even after successive restructurings, remained at levels incompatible with its cash generation.

But the bankruptcy was short-lived. In a twist worthy of improbable corporate scripts, the Court of Justice suspended the measure, accepting arguments that immediate liquidation could trigger systemic effects. After all, Oi still operates critical infrastructure in sectors such as telecommunications, air traffic, and lottery services.

Oi's financial trajectory has always been marked by two vectors: aggressive leverage and insufficient returns. In its first judicial reorganization in 2016, the company already carried a debt exceeding R$ 60 billion. Even after billion-dollar sales—such as the sale of its mobile business, towers, data centers, and part of its stake in V.tal—the company failed to remain healthy.

In December 2025, Oi's judicial administrator presented a new monthly report indicating that the operator had accumulated approximately R$ 19.76 billion in debt, distributed among 164,706 creditors.

Most of the liabilities are concentrated among unsecured creditors in Class III, totaling approximately R$ 18.62 billion and encompassing 151,961 creditors. Labor debts, classified in Class I, involve 8,327 creditors and reach R$ 1.03 billion, while debts to micro-enterprises in Class IV amount to R$ 106.14 million, distributed among 4,418 creditors.