Cosan , which controls companies such as Raízen , Rumo, Compass , and Moove, released its fourth-quarter and 2025 results on the evening of Monday, March 9th. However, the financial indicators ended up not being the main focus of this agenda.
On the morning of Tuesday, March 10th, a large part of the just over forty minutes of the holding company's call with analysts was dedicated to one discussion: the conversations, developments, and speculations about the divestment strategy of Rubens Ometto 's holding company.
One of the main topics was the negotiations – and impasses – between Cosan and Shell in search of a solution for the capitalization of Raízen . The latest chapter, last week, involved a proposal for a R$ 3.5 billion investment from the American company, which the Brazilian group reportedly did not follow.
“At this moment, our involvement is not direct, due to our non-participation in this capitalization,” said Marcelo Martins, CEO of Cosan. “But, as shareholders and board members, we have been following this development and believe that we should see further developments in this plan to find a suitable solution for the company.”
The CEO highlighted that, in 2025, precisely because of concerns about a potential "contamination" of Raízen, the focus was on balancing Cosan's capital structure, which began to be addressed with the R$ 10.3 billion capitalization led by BTG Pactual and Perfin in September.
He also noted that, at the time of this capital injection, the holding company made it clear that there was a limitation on any eventual investments that would be made in Raízen, despite its willingness to continue in that direction. This, in turn, also brought restrictions to the talks with Shell.
“We’ve spent the last six months in this discussion in a very engaged way. Of my time, at least 70%, 80%, has been dedicated to it,” he stated. “And, in the last two months, we haven’t been able to reach an agreement on Cosan’s effective participation.”
Aside from the progress in negotiations with creditors, he stressed that it is necessary to find a definitive solution for Raízen. And that this should involve a discussion about separating the operation into two companies – one for sugar and ethanol and another for distribution assets (gas stations).
“These are quite distinct businesses, with distinct cash flow generation and requiring distinct capital structures,” said Martins. “This will be absolutely fundamental and crucial for us to have a sustainable company.”
On a broader level, beyond the specific issues of Raízen, the executive highlighted that the goal is to eventually eliminate Cosan's debt. And that, in that direction, the sale of stakes in all assets in the portfolio, without exception, is being evaluated.
“The holding company, as it existed in the past, no longer has a reason to continue,” he stated. “But that will depend on the opportunities and the values that are on the table. Today, no shareholder of the company is pressuring us to make a deal at any price.”
In this context, Martins emphasized that, at the moment, there are no structured talks regarding the sale of stakes in any of the holding company's assets. He also rejected rumors about an agreement to divest a stake in Rumo, which gained traction this week.
“This is speculation from potential interested parties wanting to generate a price impact to take advantage of this situation and, eventually, make a purchase that is not in our interest,” he said. “At this moment, we have absolutely no commitment to carry out this operation that has been reported in the market.”
Conversely, he noted that the plan to make a secondary public offering of Compass shares aligns precisely with this thesis of simplifying and deleveraging the holding company. He said that the details of this move will be announced at the appropriate time.
Balance
Cosan ended the fourth quarter with a net loss of R$ 5.8 billion, a 38% decrease compared to the loss recorded in the same period of 2024. For the full year 2025, the loss was R$ 9.7 billion, a 3% year-on-year increase.
According to the group, the quarterly performance was impacted by one-off, non-cash effects of the impairment of certain Raízen assets, recognized due to the application of accounting procedures resulting from significant uncertainty regarding its operational continuity, due to the imbalance in its capital structure.
In presenting its financial results, the company also highlighted that the annual net loss is mainly explained by the loss reported at Raízen. It also reflects the recognition of impairment on Vale's shares, which occurred in 2024.
In other indicators, net operating revenue fell 18% in the quarter, to R$ 9.6 billion. For the full year 2025, this figure shows an 8% decline, to R$ 40.4 billion.
Between October and December, EBITDA was negative R$ 3.8 billion, representing a 128% jump over the negative EBITDA of R$ 1.67 billion reported in the same period of 2024.
The company ended the year with an expanded net debt of R$ 9.7 billion, a 58% decrease compared to 2024. The pro forma leverage of the operation, in turn, was 3.3 times, compared to 2.9 times a year earlier.
The group noted that the reduction in net debt was driven primarily by the inflow of funds in November, which included a capital injection of R$ 10.3 billion, with the participation of BTG Pactual and Perfin, in addition to the sale of Rumo shares and the positive impact of exchange rate fluctuations on bonds.
Cosan's shares were up 6.62% around 12:20 pm on the B3 stock exchange, valuing the company at R$ 23.9 billion. Year-to-date, the shares have appreciated by 15%.
