(Adds Netshoes' statement)
By Gabriela Mello and Tatiana Bautzer
SAO PAULO, May 23 (Reuters) - Brazil's Grupo SBF SA , owner of sporting goods retailer Centauro, has submitted a counteroffer of $2.80 per share to acquire online shoe retailer Netshoes Ltd, the company said in a filing on Thursday.
That would value the U.S.-listed company at around $87 million, and represents a 40% premium over the offer made by Brazilian retailer Magazine Luiza SA at the end of April, which values Netshoes at around $62 million, SBF said.
According to the SBF filing, its board of directors unanimously approved the proposal to buy 100% of Netshoes shares.
Magazine Luiza said on Thursday that Brazil's antitrust watchdog Cade has given its bid the green light. The company did not immediately comment on SBF's counteroffer.
Although Magazine Luiza has secured antitrust approval, Netshoes shareholders have yet to vote on the deal. The shareholders assembly is scheduled for May 30.
One source with knowledge of the matter said Magazine Luiza has secured approval of 49% of Netshoes shareholders with a former agreement and was planning to get the approval of 66% on May 30.
If the assembly rejects Magazine Luiza's proposal, a second assembly will be scheduled to vote on both bids, the source added, asking for anonymity to discuss the matter publicly.
The rules give Magazine Luiza time to raise its bid if it wants to win the Netshoes deal.
In response to Thursday's proposal, Netshoes said it is reviewing the offer, and that it has not decided whether SBF's offer is superior to that of Magazine Luiza.
Netshoes shares were launched on the New York Stock Exchange in 2017 at $18 a share. The stock closed up 43% at $2.82 on Thursday after the SBF offer.
(Reporting by Gabriela Mello and Tatiana Bautzer; additional reporting by Akshay Balan in Bengaluru; editing by Jonathan Oatis Lisa Shumaker and G Crosse)