State Grid Brazil Power Participacoes Ltda. made a tender offer to acquire remaining 45.36% stake in CPFL Energia S.A. from BNDES Participações S/A BNDESPAR, Caixa De Previdencia Dos Funcionarios Do Banco Do Brasil, Bradespar S.A. and others for BRL 11.8 billion.
As of February 23, 2017, State Grid Brazil Power Participações Ltda. filed a unified offer document with Brazilian Securities Commission (CVM), contemplating the previously disclosed price per share of BRL 25.51, subject to adjustment in the manner previously disclosed. As of July 7, 2017, State Grid Brazil Power Participacoes Ltda. sent a letter to CPFL Energia S.A. stating that at this time, State Grid Brazil Power Participacoes Ltda. intend to proceed solely with the mandatory tender offer. As of October 26, 2017, CVM formally approved all relevant documents and the continuity of the mandatory tender offer. As of October 31, 2017, the tender offer was commenced. The tender offer is valid for a period of 30 days, starting on October 31, 2017 and ending on November 29, 2017. As on November 14, 2017, CPFL Energia S.A. unanimously approved the offer.
Cleomar Parisi of Banco Santander (Brasil) S.A. and Bruno Saraiva of Bank of America Merrill Lynch Banco Múltiplo S.A. acted as financial advisers to State Grid Brazil. Sullivan & Cromwell LLP acted as a legal advisor to State Grid International Development Co., Ltd., the parent company of State Grid Brazil Power Participações Ltda. in the transaction. Souza, Cescon, Barrieu & Flesch Advogados and Veirano Advogados acted as legal advisors for State Grid Brazil Power Participações Ltda. Banco de Investimentos Credit Suisse (Brasil) S.A. acted as appraiser for CPFL Energia S.A. Sergio J. Galvis (Partner, New York), Werner F. Ahlers (Partner, New York), Kiran S. Kadekar (Associate, New York), Giacomo Reali (Associate, New York), Alexander L. Smorczewski (Associate, New York), David C. Spitzer (Partner, New York), Michelle H. Lu (Associate, New York) of Sullivan & Cromwell LLP acted as legal advisors to State Grid International Development Limited.