CCX CARVÃO DA COLOMBIA S.A. CNPJ/MF: 07.950.674/0001-04
M ATERIAL FACT
DISCLOSURE UPDATE REGARDING THE TRANSACTION WITH YILDIRIM
Rio de Janeiro, September 25th, 2015: CCX Carvão da Colômbia S.A. ('CCX' or the 'Company') (BM&FBovespa: CCXC3), in compliance with article 157, paragraph 4 of Brazilian Law No. 6,404/76 and Brazilian Securities Exchange Commission ('CVM') Rule No. 358/02, hereby informs its shareholders and the market in general that, regarding the Asset Purchase Agreement executed between CCX Colombia S.A. ('CCX Colombia') and YCCX Colombia S.A.S. ('YCCX') related to the mining projects of the open pits Cañaverales and Papayal and the underground mining project of San Juan ('APA' and 'Transaction') - pursuant to the approvals and updates in the Board of Directors' Meeting held on March 20th, 2014; August 27th, 2014; September 18th, 2014;
January 12th, 2015; July 20th, 2015; August 18th, 2015; and September 25th, 2015 -, on
this day became aware that (i) the Agencia Nacional de Mineria of Colombia ('ANM') granted the assignment of the mining concession GDI-081 from CCX Colombia to YCCX; and (ii) the Agencia Nacional de Infraestrutura (ANI) of Colombia granted the assignment of the port concession related to the Dibulla Port from CCX Colombia to Puerto Bello Horizonte S.A.
The mining concession GDI-081 is related to the underground mining project of San Juan and is the main mining title of CCX Colombia. Therefore, ANM granted the assignment of all of the 5 (five) mining concessions under the APA (i.e., IE4-11401; GH2-101; GLL-15Z8; HGS-13332; e GDI-081).
The assigned port concession is provided for in ANI's Resolution No. 1142/2013, which refers to the terms and conditions for the construction and operation of the private maritime terminal of CCX Colombia for exporting coal. The port concession is being transferred by CCX Colombia to Puerto Bello Horizonte S.A., which is a special purpose company, whose shares will be transferred to YCCX within the next days.
Therefore, the main precedent conditions to the closure of the Transaction stablished in the APA were substantially complied with, so that the final measures to the formalization of the Transaction's closing can now be taken.
Also on this day, in the Board of Directors' Meeting, the Officers of the Company were authorized to practice all the necessary and/or convenient acts for the closing of the Transaction and the assignment of the mining and related assets to YCCX, as well as all acts practiced for the fulfillment compliance of the precedent conditions stablished in the APA and the closing of the Transaction up to this date were ratified.
The next step to the formalization of the closing of the Transaction is scheduling with YCCX a date to the financial settlement of the purchase price's balance vis-à-vis the assignment of the titles.
Once the financial settlement of the remaining balance of the purchase price related to the Transaction occurs - i.e., currently CCX Colombia has the right to receive US$ 90,000,000.00 (ninety million dollars) to be paid by YCCX, which added to the US$ 35,000,000.00 (thirty-five million dollars) already received by CCX Colombia, composes the total value related to the Transaction of US$ 125,000,000.00 (one hundred and twenty-five million dollars) -; the Officers of the Company will prepare a proposal for allocating the resources arising from such payment, which will be submitted to the appreciation of the Board of Directors for subsequent measures.
CCX Carvão da Colômbia S.A.
Gunnar Gonzalez Pimentel
Chief Executive and Investors Relations Officer