Exclusive REsource reporting indicates that the new fund will be managed by XP Investimentos and will follow a strategy of working the assets and selling them as the market evolves.

The FII will have a structure composed of two types of shares: senior and subordinated — similar to JiveMauá’s recent logistics FII, MCLG11. That fund offers a pre-set return of IPCA + 9% per year and has a five-year term, and expectations are that the new office FII will have similar characteristics.

The list includes three properties in Rio de Janeiro (Pasteur 110, Passeio 42, and Centro Empresarial Visconde de Ouro Preto), one in Campinas (Globaltech), and four in São Paulo (Alexandre Dumas, SPOP II, EZ Towers – Torre A, and Paulista Office Park).

The properties are being sold in full by São Carlos, except for EZ Towers, where the partial sale involves 22,200 square meters — about 50% of the property — the only Class A+ asset in the portfolio included in the transaction.

According to the material fact release, the deal will be carried out in two stages: 70% paid upfront, about R$ 585 million, and the remaining 30% paid in shares of the FII under formation. Despite the total amount, the transaction value was 18% below the market value of the properties, according to the company’s own disclosure.

Globaltech, SPOP II, Paulista Office Park, Pasteur, and Centro Empresarial Visconde de Ouro Preto are the only fully leased assets. Passeio and EZ Towers have vacancy rates of 18% and 12%, respectively, while Alexandre Dumas, located in the Chácara Santo Antônio district of São Paulo, is fully vacant.

After this transaction, São Carlos’s portfolio will comprise 43 properties, totaling about 276,000 square meters and a market value of R$ 2 billion, according to the company.

This is not the seller’s first such move. In 2023, São Carlos sold four assets — three Class B and one Class A — to Kinea, in a deal that led to the creation of the KORE11 FII, which later became controversial due to the Minimum Guaranteed Income of the property.