It is over. XPIN11 (inVista Industrial FII — formerly XP Industrial) is a Brazilian REIT (called FII, or Fundo de Investimento Imobiliário) that has officially entered liquidation. Trading was suspended on July 7, 2026; the last session was July 6. The fund is now in its final phase of returning capital to its 39,441 unitholders. If you hold units in your portfolio, there is one action you must take between July 16 and 20 — and this report breaks down exactly what you will receive, when, and how to avoid overpaying taxes in the process.
⚠️ Urgent — Deadline July 16–20, 2026: every unitholder must submit their average acquisition cost (cost basis) for XPIN11 units through a Pipefy form made available by the fund administrator (Vórtx). This figure is what determines how much income tax (IR) is withheld on the liquidation gain.
The rule is straightforward: if your cost basis is below R$ 83.89 → there is a taxable gain and IR applies at 20% on the difference. If your cost basis is R$ 83.89 or above → no taxable gain (and any recorded loss can be used to offset future capital gains). Unitholders who fail to submit their cost basis risk having tax withheld on an unfavorable default basis. Do not miss the window.
The exact payout: what each unit becomes
The Material Fact filed on June 30, 2026 (FundosNet ID 1236212) locked in the final numbers. Each XPIN11 unit converts into three components totaling R$ 83.89 per unit:
The source of this distribution: unitholders voted in February–March 2026 to sell all six industrial warehouses to IBBP11 for R$ 339.1 million, repay the fund's CRI debentures (R$ 130.3 million), and then wind down. What remains after settling debts and costs is what is being returned.
Answers to the questions unitholders are actually asking
"My units vanished from my brokerage account — did the fund close?" Yes, the fund is being liquidated. Trading was suspended on July 7 because it makes no sense to buy or sell a unit that is about to be converted into other assets. You have not lost anything: your XPIN11 units will be exchanged for the package above (XPLG11 + IVBP11 + cash). It is a conversion, not a disappearance.
"What exactly is IVBP11?" It is a brand-new FII (Brazilian REIT) created specifically to absorb XPIN11's unitholders. It invests exclusively in IBBP11 — the fund that purchased the warehouses (the same Brazilian Business Park industrial condominiums that XPIN11 used to own). In practice, you shift from being a direct property owner to having an indirect exposure through IVBP11 → IBBP11. The IVBP11 issuance price is R$ 10/unit.
"I don't want more fund units — I want my money in cash." Understandable, but the structure of the transaction does not offer a full-cash option. What you can do: once XPLG11 and IVBP11 land in your account, sell them on the exchange like any other asset. XPLG11 trades with solid liquidity; IVBP11, being newly issued, may have thinner order books initially. There is no lock-up period — you decide on day one.
"When does all of this wrap up?" The final profit reserve distribution is announced on July 17 and paid on July 24, 2026. The entire liquidation process closes on July 31, 2026. Between now and then, the only step that requires your active participation is submitting your cost basis via Pipefy (July 16–20).
The income tax calculation
Brazilian income tax (IR) on FII liquidation gains applies at a flat 20% rate on any profit above your cost basis. Those R$ 2.517 in cash are not a bonus — they are the mechanism through which the administrator collects tax at source. Three scenarios:
| Your cost basis | Gain per unit | Tax (20%) |
|---|---|---|
| R$ 70.00 | R$ 13.89 | R$ 2.78/unit |
| R$ 90.00 | No gain (R$ 83.89 < R$ 90) | R$ 0.00 |
| R$ 100.00 (IPO investors) | Loss of R$ 16.11 | R$ 0.00 — offsets future gains |
This is why the cost basis matters so much: investors who bought cheaply have a taxable gain; those who paid above R$ 83.89 — a large portion of recent buyers — owe nothing and can bank a tax-loss offset for future use. If you skip the Pipefy step, the administrator cannot apply the correct base and tax withholding may be calculated against you.
Was it a good deal? Seven and a half years in review
XPIN11 launched in July 2018 at an IPO price of R$ 100/unit (raising ~R$ 180 million with 121 initial investors). In the years that followed the fund grew rapidly: net assets climbed from R$ 191 million to R$ 730 million and the investor base reached nearly 47,000 unitholders. The unit price peaked at R$ 124.50 in January 2021. Then came the problems: a delinquency spike that reached ~21% in 2023 (driven chiefly by tenant Sogefi, now in legal collection), compressed dividends, and ultimately the decision to sell everything.
For those who invested at IPO at R$ 100, the final outcome is net positive in total return, even if disappointing on the unit price alone: R$ 83.89 in payout plus accumulated monthly dividends over 7.5 years. With payouts running between roughly R$ 0.62 and R$ 0.85 per unit per month for over seven years, that adds up to approximately R$ 60–65 per unit in distributions. Combined, the gross return exceeds the original invested capital — but falls well short of what early investors could have locked in near the January 2021 peak of R$ 124.50.
The accounting gap stings: the fund's stated book value (NAV per unit) was R$ 105.14, while unitholders receive R$ 83.89 — a crystallized shortfall of R$ 21.25/unit (-20.2%). But honesty requires a nuance: that book value was never reflected in the market price. Before the suspension, XPIN11 traded at a 41% discount to NAV (last price R$ 62.04). The R$ 83.89 outcome actually landed above the last traded price, even if below the accounting figure that the market never believed in.
Important technical note: the R$ 0.85/month dividend in recent months was not recurring operational income. It was being sustained through a uniformization of the cash balance generated by the partial property sale in September 2024. The fund's true operating result was running closer to R$ 0.57–0.67/unit. Part of what looked like a 14% yield was actually a partial return of capital, not real estate income.
Why the "35% gap" was not a trade
In pure arithmetic, the last quoted price (R$ 62.04) versus the liquidation payout (R$ 83.89) implies a +35% spread. One might think: "just buy and wait for the payout." That window is closed — trading was suspended on July 7. Only investors who already held the units before the suspension can benefit from this spread. There is no way to enter now.
What to do with XPLG11 and IVBP11 once you receive them
When the assets hit your account, you will face two independent decisions:
XPLG11 is a well-established logistics warehouse FII with solid daily trading volume — if you want out, the market can absorb your position. IVBP11 is the one to watch: being newly issued with a single underlying position (IBBP11), unitholders are exposed to IBBP11's price movement between the vote approval date and the actual distribution date — there is no price lock. If the market reprices the industrial parks downward in that window, the effective value of your IVBP11 allocation could differ from the nominal R$ 47.42. There is no restriction on selling immediately upon receipt — but size your IVBP11 orders carefully given potential thin liquidity at launch.
Verdict — Neutral: the liquidation is transparent and fairly executed. The R$ 83.89 payout landed above the last traded price. But the -20.2% gap versus book value is real and falls disproportionately on investors who bought at higher prices in recent years. If you hold XPIN11: you do not need to do anything except file your cost basis through Pipefy between July 16–20 — everything else happens automatically by July 31. If you were considering buying in to capture the payout: too late, trading is suspended. Once you receive XPLG11 and IVBP11, treat each as a fresh decision: XPLG11 is liquid and the choice is yours; IVBP11 is new and potentially illiquid — assess before placing a large sell order.
