But its rival Casino warned that it would block any deal using its controlling stake in GPA.
The French groups, both massive brand names at home, are slugging it out over the fast-growing Brazil market as their European sales fade.
In Paris, Casino issued a statement telling Carrefour that its board could be held “liable” for accepting the deal without Casino’s consent.
Casino has begun arbitration proceedings against the current GPA chairman, Brazilian tycoon Abilio Diniz, for allegedly negotiating with Carrefour without informing it.
“I think Casino has all the aces,” said RBS analyst Justin Scarborough. “They don’t need the cash. They’ve got every right to say ‘we’re not doing a deal’.”