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Betterware de México, S.A.P.I. de C.V. (BWMX) is registering for resale up to 2,241,133 ordinary shares held by Tupperware Services México, received as part of the US$250 million Tupperware Latin America acquisition. This is a secondary offering; Betterware will not receive any sale proceeds.
The June 2, 2026 Tupperware Acquisition consideration comprised US$215 million in cash funded by a syndicated term loan maturing in April 2031 and US$35 million in newly issued shares, increasing shares outstanding to 39,485,053. Total indebtedness was $423.6 million, raising leverage from about 1.5x to 2.6x.
Unaudited pro forma 2025 figures for the combined business show net income of MXN 861.3 million and basic EPS of MXN 21.81. The prospectus highlights risks from acquisition integration (Jafra and Tupperware), higher leverage and covenants, and potential share-price volatility as approximately 5.7% of shares become eligible for resale after a lock-up of up to nine months.
Betterware de México, S.A.P.I. de C.V. filed a Form F-3 shelf registration to allow the resale by Tupperware Services México of up to 2,241,133 ordinary shares it received as equity consideration in the June 2, 2026 Tupperware Latin America acquisition. These resale shares represent approximately 5.7% of the 39,485,053 ordinary shares outstanding as of August 4, 2026 and are subject to a lock-up until February 27, 2027, subject to exceptions. The company will not receive any proceeds from sales by the selling holder but will bear most registration expenses. The F-3 includes extensive disclosure on the US$250 million Tupperware deal, related debt financing, pro forma financials, capital structure and key risks, including higher leverage, acquisition integration challenges and potential share-price pressure from future resales.
BETTERWARE DE MEXICO, S.A.P.I. DE C.V. director and 10% owner Luis Campos reported indirect open-market purchases of Ordinary Shares through Campalier S.A. de C.V. on August 3 and 4, 2026. Campalier bought a total of 25,015 shares at $17.00 per share. Campos has voting and investment power over these shares but disclaims beneficial ownership except to the extent of his pecuniary interest.
Betterware de Mexico (BWMX) director and chairman Luis Campos, a more-than-10% owner, reported an indirect open-market purchase of 3,917 ordinary shares on 2026-07-31 at $16.93 per share through Campalier S.A. de C.V., increasing that entity’s holdings to 20,253,482 ordinary shares. He has voting and investment power over these shares but disclaims beneficial ownership beyond his pecuniary interest. The filing indicates the transaction was not made under a Rule 10b5-1 trading plan.
Luis Campos, chairman and more than 10% owner of Betterware de Mexico, purchased 46,830 ordinary shares on July 27, 2026 at a $16.41 weighted-average price (range $16.15–$16.47) through Campalier S.A. de C.V., increasing indirect holdings to 20,249,565 shares. A prior trust holding 19,597,829 shares was dissolved on July 6, 2026, reverting those shares to Campalier, over which Campos has voting and investment power while disclaiming beneficial ownership beyond his pecuniary interest.
Betterware de México (BeFra) delivered strong Q2 2026 results, with consolidated net revenue of Ps. 4,161,352 thousand, up 16.8% year over year, and first-half revenue of Ps. 7,671,054 thousand, up 8.6%. EBITDA reached Ps. 780,439 thousand (18.8% margin), while net income rose 20.6% to Ps. 394,585 thousand and EPS increased to Ps. 10.0.
Tupperware, consolidated for one month, contributed 10.8% of revenue and nearly 16% of EBITDA, and management states pro forma trailing-twelve-month EPS is 36% higher than organic EPS. Betterware and Jafra revenues grew 3.6% and 4.5% respectively, and the group’s Stencil network expanded to an average 1.51 million.
Cash generation and balance sheet metrics remain solid. Q2 free cash flow was Ps. 578,021 thousand, 74% of EBITDA, and TTM FCF/EBITDA was 83.2%. On a pro forma basis that includes Tupperware’s full-year EBITDA, net debt to EBITDA is 1.6x. The board approved a Ps. 250,000,000 dividend (about US$0.3613 per share pre-tax), payable August 20, 2026, and raised 2026 net revenue growth guidance to 18–22% with an EBITDA margin of at least 19%.
Betterware de México is calling an Ordinary General Shareholders’ Meeting for July 20, 2026 at 10:00 a.m. in Guadalajara, Jalisco, Mexico. Shareholders will consider a proposed dividend payment, changes to the Board of Directors through reelection, election or removal, and the appointment of special delegates to formalize the meeting’s resolutions.
The Form 6-K provides a free English translation of the meeting agenda and a proxy form that shareholders may use to appoint representatives. It also explains how shareholders must obtain admission passes and deposit their shares in advance to attend and vote at the meeting.
Betterware de Mexico, S.A.P.I. DE C.V. is reported as having a group of related holders — Party Products Holdings LLC, Premiere Brands affiliates and Tupperware Services Mexico — with shared beneficial ownership of 2,241,133 Ordinary Shares. That position represented 5.68% of the company's 39,485,053 Ordinary Shares outstanding as of April 30, 2026. The Schedule 13G states Tupperware Services Mexico directly held the shares as of June 2, 2025, and the filing is accompanied by a joint filing agreement signed by the reporting persons.
Betterware de México (BeFra) has completed its acquisition of 100% of Tupperware’s operating assets in Latin America, including a perpetual, royalty-free, exclusive license to the Tupperware brand in the region. The deal totals US$250 million, with US$215 million paid in debt-funded cash and US$35 million in newly issued BeFra shares, subject to up to nine months of lock-up.
Tupperware Latin America generated US$270 million of revenue and US$82 million of Adjusted EBITDA in FY2025, implying an EV/EBITDA multiple of 3.0x and an Adjusted EBITDA margin of about 30%. First-quarter 2026 revenue was US$75 million with US$21 million of Adjusted EBITDA. Management highlights slightly stronger-than-expected momentum in Mexico and plans to run Betterware, Jafra, and Tupperware as separate brands under a shared direct-selling platform.