CCR S.A. (“CCR” or “Company”) (BM&FBovespa:CCRO3; Bloomberg: CCRO3BZ; Reuters: CCRO3.SA), based on the provisions of CVM Instruction 480, of December 07, 2009, as amended, hereby announces to its shareholders and to the market in general the following transaction between related parties, signed on June 14, 2018:
|Name of the Related Parties||Rodonorte – Concessionária de Rodovias Integradas S.A. (“Rodonorte”) and J. Malucelli Construtora de Obras S.A. (“J. Malucelli”).|
|Company Relations||Rodonorte: Direct subsidiary of CCR (85.92%), Porto de Cima Concessões S.A. (“Porto de Cima”), which in turn is controlled by J. Malucelli Administração e Participação S.A. (“J. Malucelli Administração”) (6.00 %) and Cesbe Participações S.A. (“Cesbe”) (8.08%).
J. Malucelli: is a subsidiary of J. Malucelli Administração.
Therefore, Rodonorte and J. Malucelli have an indirect common shareholder, namely J. Malucelli Administração.
|Date of the Transaction||June 14, 2018.|
|Parties of the Agreement||Contracting Party: Rodonorte.
Contracted Party: J. Malucelli.
|Purpose of the Agreement||Carrying out the construction works to double BR-376 Highway (Rodovia do Café), including the construction of the new lane, section 27, divided into two segments “27-A” and “27-B” in the State of Paraná.|
|Main Terms and Conditions||Amount: Estimated amount of seventy-six million, three hundred and six thousand, eight hundred and fifty-six reais and fifty-four cents (R$76,306,856.54).
Term: The term to carry out of the construction works will be of twenty-one (21) months, as of the date of the Service Order.
|Reasons why the Company’s Management considers that the transaction complied with the commutative conditions or provides for the adequate compensatory payment||The Company’s Management considers that the transaction hereby announced complied with the commutative conditions given the following reasons:
(i) The rules established in the Policy of the Transactions with Related Party of the Company, as available on the website of the Company and on the website of the Brazilian Securities and Exchange Commission (“CVM”), were complied with;
(ii) In accordance with item (i) above, the competition was governed by the Back-to-Back principle, with compensation of the unit items of the services by Rodonorte’s contracting table with the Granting Authority, and the contracted party will be paid at the same ratio as Rodonorte, both in relation to the services of a direct operating construction and other administrative and indirect expenses. Fourteen (14) companies were invited, of which seven (7) submitted proposals;
(iii) The conditions agreed for this hiring are in accordance with market practice; and
(iv) The agreement for the construction was signed with an estimated price reflecting the conditions agreed, including (a) general clauses like any contracting of the same type and (b) specific clauses concerning the economic conditions of the contracting, in accordance with the winning proposal and other specific conditions concerning the implementation of the scope contracted.
|Information on the possible participation of the counterparty, its shareholders or management in the decision-making process of the Company on the transaction or on the negotiation of the transaction, as representatives of the Company, describing this participation||The attending members of the Board of Directors of CCR and RODONORTE unanimously approved the said contracting.|
São Paulo/SP, June 25, 2018.
ARTHUR PIOTTO FILHO