Afya (AFYA) will merge with Yduqs to form a larger Brazilian higher education platform, the company said late Wednesday.

Following the merger, Yduqs will continue as the holding company, and the common shares of the combined group will be listed on Brazil's B3 exchange. Afya's Class A common shares will be delisted from Nasdaq.

Under the deal, Afya shareholders will own 69% of the combined company, while existing Yduqs shareholders will own 31%, the company said.

The agreement also provides for break-up fees of 325 million Brazilian reais ($62.9 million) before shareholder approval of the merger and 650 million Brazilian reais after shareholder approval under certain conditions, Afya added.

The merger is expected to close on or before March 31, 2028.