CCR S.A. (“CCR” or “Companhia”) (B3: 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 that the Company has signed the 5th Amendment to the Agreement between related parties, originally signed on September 29, 2016:

Name of the Related Parties  

Rodonorte – Concessionária de Rodovias Integradas S.A. (“Rodonorte”) and J. Malucelli Construtora de Obras S.A. (“J. Malucelli”).

Relationship with the Company  

Rodonorte: Directly controlled by 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%).

 

  1. Malucelli: is controlled by J. Malucelli Administração.

 

Therefore, Rodonorte and J. Malucelli have an indirect shareholder in common, that is, J. Malucelli Administração.

 

Parties of the Agreement Contracting Party: Rodonorte – Concessionária de Rodovias Integradas S.A. (“Rodonorte”).

Contracted Party: Consortium including the companies J. Malucelli and Greca Distribuidora de Asfaltos Ltda. (“Greca”) (together, “J. Malucelli/Greca Consortium”).

 

Purpose of the Agreement and respective amendments Agreement of Contract Work for an Estimated Price (“Agreement”)

Implementation of the construction works to double BR-376 Highway (“Rodovia do Café”), North and South lanes, including the construction of a new lane from stretch 3 to 14 (except stretches 6, 7, 11 and 13) and recovery of the existing lane of the same stretches, signed on September 29, 2016.

 

1st Amendment:

– Reducing the scope of services, excluding the services related to the recovery of the pavement of stretches B and I of BR-376 Highway (Rodovia do Café), North and South lanes, signed on February 22, 2017.

 

2nd Amendment:

– Amending the type of agreement, changing from Agreement of Contract Work for an estimated price to Agreement of Contract Work for a mixed price – Stretch T3-Road, from km 449.5 to 456 and Stretch T4-Road, km 449.5 a 441, signed on April 11, 2017.

 

3rd Amendment:

– Amending the type of agreement, changing from Agreement of Contract Work for an estimated price to Agreement of Contract Work for a mixed price – Stretch T10-Road, from km 382.4 to 386.8 and Stretch T5-Road, km 441.1 a 431, signed on May 12, 2017.

 

4th Amendment:

– Amending the scope of the agreement, replacing the Rubber CAP, material initially hired for the asphalt, for Oil Asphaltic Cement (“CAP”) 60/85 with Polymer (Elvaloy), signed on December 13, 2017.

 

5th Amendment:

– Winding-up the J. Malucelli/Greca Consortium, due to a decision made by the members of the consortium/contracted parties; assigning the contractual rights and duties held by the J. Malucelli/Greca Consortium to the company J. Malucelli and removing items of bituminous materials from the supply scope, with a resulting decrease in the price of the agreement, signed on April 24, 2018.

Price of the Agreement Original Agreement:

– Price: Two hundred and eighty-four million, seven hundred and forty-three thousand, fifty-seven reais and six cents (R$284,743,057.06).

 

1st Amendment:

– Deducting fourteen million, nine hundred and three thousand, four hundred twenty-nine reais and thirty-three centavos (R$14,903,429.33) from the price.

 

2nd Amendment:

– No change to the price.

 

3rd Amendment:

– No change to the price.

 

4th Amendment:

– Price: adding four hundred and forty-nine thousand, nine hundred and fifty reais and sixty-seven cents (R$449,950.67) to the price.

 

5th Amendment:

– Deducting seventeen million, four hundred and fifteen thousand, two hundred and sixteen reais and forty-seven cents (R$17,415,216.47) from the price.

 

Consolidated price of the Agreement:

Two hundred and fifty-two million, eight hundred and seventy-four thousand, three hundred and sixty-one reais and ninety-three cents (R$252,874,361.93).

 

 

Reasons why the Company’s Management considers that the transaction complied with the commutative conditions or provides for the due compensation  

Below are the reasons why the Management of the Company considers that this notice complied with the commutative conditions: (i) the rules set forth in the Company’s Policy of Transactions with Related Parties, as available on the websites of the Company and of the Brazilian Securities and Exchange Commission, were complied with; (ii) the conditions agreed on this amendment comply with the conditions practiced by the market; and (iii) the conditions agreed, when the Agreement and the Amendments were signed, were made possible through a bidding competition based on the Back-to-Back principle, with compensation of the unitary items of the service through Rodonorte’s contractual table with the Granting Authority and the contracting party is compensated at the same rate as Rodonorte, both for the services directly related to the construction and for other administrative and indirect expenses.

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 Board of Directors of CCR unanimously approved signing the 5th Amendment.

 

The Board of Directors of Rodonorte, considering the abstention of Mr. João Francisco Bittencourt, appointed by the shareholder Porto de Cima, approved signing the 5th Amendment.

 

The said corporate acts were duly made available to the market on the websites of CCR, Rodonorte and CVM.

 

 

São Paulo/SP, May 03, 2018.

 

 CCR S.A.
ARTHUR PIOTTO FILHO
Investor Relations Officer