Ericson Scorsim. Lawyer and Consultant in Communication Law. Ph.D. in Law from the University of São Paulo (USP). Author of the Communications Law Collection.
Copel (Companhia Paranaense de Energia – the electricity utility company from the Brazilian State of Paraná) published a public offering auction notice for 100% (one hundred percent) of the shares of Copel Telecomunicações S.A., a subsidiary of Copel. Please note that Copel Telecomunicações is only authorized to provide specialized services, in the sub-modality of specialized telecommunications network and multimedia communication services. Thus, the company is authorized to provide broadband fiber optics internet services and telecommunication services.
Its main asset is the ownership of a fiber-optic network in the territory of Paraná. The criterion for selecting the auction winner is based on the highest price offered for the shares. The auction is coordinated by B3 S.A, Brazil, Bolsa, Balcão, the Brazilian Stock Market.
The minimum bid is one billion, four hundred and one million, ninety thousand, and three hundred reais (BRL 1,401,099,300.00). The auction is open to Brazilian or foreign companies, financial institutions, investment funds, supplementary pension plans, among others. In the case of participation of investment funds, the administrators must present a power of attorney for participation in the auction and assuming the obligations arising therefrom. Companies may participate as a consortium. The price proposal collateral to be pledged must be in the amount of seventy million, fifty-four thousand, and five hundred and fifteen reais (BRL 70,054.515.00).
There are rules in the public offering notice on legal qualification and proof of fiscal and labor regularity. Also, participants must fill out the statement templates provided for in the annexes to the public notice, including the statement of no cross-ownership in violation of the Brazilian legislation, which forbids controlling more than one telecommunications or broadcasting company. Also, interested parties may make technical visits to the company headquarters to obtain further information.
The interested parties must sign a confidentiality agreement to perform the due diligence procedures at the company headquarters. The final deadline for challenging the public notice is October 28, 2020. That is also the final deadline for sending questions in the virtual information room – data room.
In its turn, the Public Tender Committee will disclose the ruling on any challenges to the public notice by November 3, 2020. The documents must be delivered by November 5, 2020. The signing of the share purchase agreement is scheduled for January 14, 2021.