UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form CB
TENDER OFFER/RIGHTS OFFERING NOTIFICATION FORM
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to file this Form:
Securities Act Rule 801 (Rights Offering) |
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Securities Act Rule 802 (Exchange Offer) |
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Exchange Act Rule 13e-4(h)(8) (Issuer Tender Offer) |
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Exchange Act Rule 14d-1(c) (Third Party Tender Offer) |
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Exchange Act Rule 14e-2(d) (Subject Company Response) |
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Filed or submitted in paper if permitted by Regulation S-T Rule 101(b)(8) |
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Note: Regulation S-T Rule 101(b)(8) only permits the filing or submission of a Form CB in paper by a party that is not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act.
CPFL Energia S.A.
(Name of Subject Company)
CPFL Energy Incorporated
(Translation of Subject Companys Name into English (if applicable))
Federative Republic of Brazil
(Jurisdiction of Subject Companys Incorporation or Organization)
State Grid Brazil Power Participações Ltda.
(Name of Person(s) Furnishing Form)
Common Shares
(Title of Class of Subject Securities)
Not Applicable
(CUSIP Number of Class of Securities (if applicable))
Wang Xinglei
State Grid International Development Limited
No. 8 Xuanwumennei Street, Xicheng District
Beijing, 100031
China
Telephone: +86 10 6061 6621
(Name, Address (including zip code) and Telephone Number (including area code)
of Person(s) Authorized to Receive Notices and Communications on Behalf of Subject Company)
Copies to:
Sergio Galvis; Werner Ahlers
Sullivan & Cromwell LLP
125 Broad Street
New York, NY 10004
Telephone: +212 558 4000
Tender Offer Has Not Yet Commenced
(Date Tender Offer/Rights Offering Commenced)
PART I - INFORMATION SENT TO SECURITY HOLDERS
Item 1. Home Jurisdiction Documents
(a) | The following draft disclosure document has been published in Brazil and is attached as an exhibit to this Form CB: |
(i) | First Draft of the Notice of Public Tender Offer for the Acquisition of Common Shares Issued by CPFL Energia S.A., filed with the Brazilian securities commission on February 22, 2017 (free translation into English). |
(b) | Not applicable. |
Item 2. Informational Legends
Not applicable.
PART II - INFORMATION NOT REQUIRED TO BE SENT TO SECURITY HOLDERS
(1) | Not applicable. |
(2) | Not applicable. |
(3) | Not applicable. |
PART III - CONSENT TO SERVICE OF PROCESS
A written irrevocable consent and power of attorney on Form F-X has been filed by State Grid Brazil Power Participações Ltda. with the Securities and Exchange Commission concurrently with the furnishing of this Form CB.
PART IV - SIGNATURES
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
State Grid Brazil Power Participações Ltda. | ||
/s/ Qu Yang | ||
Name: |
Qu Yang | |
Title: |
Chief Executive Officer | |
(Name and Title) | ||
February 23, 2017 | ||
(Date) |
Exhibit Index
Exhibit |
Description | |
1(a)(i) | First Draft of Notice of Public Tender Offer for the Acquisition of Common Shares Issued by CPFL Energia S.A., filed with the Brazilian securities commission on February 22, 2017 (free translation into English). |