Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____.
CPFL ENERGIA S.A.
Publicly held Corporation
CNPJ 02.429.144/0001-93 - NIRE 353.001.861-33
MATERIAL FACT
CPFL Energia S.A. (“CPFL Energia” or “Company”), as a complement to the Material Facts released on September 2nd, 22nd, 23rd and 28th, 2016, November 23rd, 2016, December 13th, 2016, and January 23rd, 2017, February 16th and 23rd, 2017, and June 13th, 2017, hereby announces to its shareholders and to the market in general that, on the date hereof, CPFL Energia received from its controlling shareholder, State Grid Brazil Power Participações S.A., the letter transcribed below:
“São Paulo, July 07, 2017
To
CPFL Energia S.A.
Rua Gomes de Carvalho, no 1.510, room 142
Vila Olímpia, São Paulo/SP
ZIP Code 04547-005
CPFL Energias Renováveis S.A.
Av. Dr. Cardoso de Melo, 1.184, 7th floor
Vila Olímpia, São Paulo/SP
ZIP Code 04548-004
At.: Mr. Gustavo Estrella
At.: Mr. Gustavo Henrique Santos de Sousa
Ref.: Decision to Proceed Solely with the Mandatory Tender Offers Resulting from Transfer of Control
Dear Sirs,
STATE GRID BRAZIL POWER PARTICIPAÇÕES S.A., a privately held company with headquarters in the city of São Paulo, state of São Paulo, at Avenida Paulista, No. 726, 1207, room 04, registered with the CNPJ/MF under the number 26.002.119/0001-97 (“State Grid”), hereby informs CPFL Energia S.A. (“CPFL Energia”) and CPFL Energia Renováveis S.A. (“CPFL Renováveis”, and together with CPFL Energia, the “Companies”) of the following.
On June 12, 2017, the CVM requested through Letters 152 and 153/2017/CVM/SRE/GER-1 (“CVM Letters”) that State Grid either filed with the CVM the valuation reports in connection with the Delisting Tender Offer and the Novo Mercado’s Exit Tender Offer for each of the Companies, or, alternatively, filed with the CVM the adjusted offer documents providing solely for the Mandatory Tender Offers resulting from the direct transfer of control of CPFL Energia and the indirect transfer of control of CPFL Renováveis.
In response to the CVM Letters, State Grid hereby informs you that it decided to proceed solely with the Mandatory Tender Offers resulting from the transfer of control of the Companies required in respect of each of the Companies pursuant to article 254-A of Law 6,404, dated as of December 15, 1976, article 29 of CVM Instruction 361, dated as of March 05, 2002, the Novo Mercado Listing Rules of B3 S.A. – Brasil, Bolsa, Balcão (“B3” and “Novo Mercado”) and the Companies’ bylaws.
As also requested by the CVM Letters, the applicable documentation for the tender offers for each of the Companies will be duly adjusted to reflect the foregoing decision and will be filed with the Comissão de Valores Mobiliários – CVM on or before July 12, 2017.
Pursuant to the CVM Instruction 358, dated as of January 03, 2002, State Grid requests that the Companies publicly disclose the contents of this message.
Very truly yours,
STATE GRID BRAZIL POWER PARTICIPAÇÕES S.A.
___________________________________
YANG QU
Chief Executive Officer”
CPFL Energia will inform its shareholders and the market in general of any developments regarding the matter reported hereof that are communicated to the Company.
São Paulo, July 7th, 2017.
Gustavo Estrella
Chief Financial and Investor Relations Officer
CPFL ENERGIA S.A. | ||
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By: |
/S/ GUSTAVO ESTRELLA
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Name: Title: |
Gustavo Estrella Chief Financial Officer and Head of Investor Relations |
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.