A CCR S.A. (“CCR” or “Company”) (B3: CCRO3; Bloomberg: CCRO3BZ; Reuters: CCRO3.SA), based on the provisions of CVM Instruction Nr. 480, of December 7, 2009, as amended, announces to its shareholders and the market in general the following transaction between related parties, carried out on October 03, 2019:
|Name of the Related Parties||Rodonorte – Concessionária de Rodovias Integradas S.A. (“RodoNorte”) and Companhia Paranaense de Construção S.A. (“COPA”) (new corporate name of J. Malucelli Construtora de Obras S.A.).|
|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%).
COPA: is controlled by J. Malucelli Administração.
Therefore, RodoNorte and COPA have an indirect shareholder in common, that is, J. Malucelli Administração.
|Parties of the Agreement||Contracting Party: RodoNorte.
Contracted Party: COPA.
|Purpose of the Agreement and respective amendments||Agreement of Contract Work for an Estimated Price (“Agreement”) Construction works to Double BR-376 Highway (Rodovia do Café), including the construction of a new lane in section 27, divided in 2 segments (“27-A” and “27-B”), in the State of Paraná.
Excluded items of bituminous materials from the scope, with a resulting decrease in the price of the agreement.
Amended the contracting method of Section 27-A, changed from estimated price to global price, considering the DER-PR’s approval of the executive project and of the budget and considering the reallocation of quantitatives of the section under the Agreement, without any change in the price.
|Price of the Agreement||Original Agreement:
– Estimated price of seventy-six million, three hundred and six thousand, eight hundred and fifty-six reais and fifty-four cents (R$76,306,856.54).
– Decrease of four million, six hundred ninety-seven thousand, one hundred and eighty-one reais and ten cents (R$4,697,181.10) in the agreement’s price.
– No change to the price.
Consolidated Price of the Agreement:
Seventy-one million, six hundred and nine thousand, six hundred and seventy-five reais and forty-four cents (R$71,609,675.44).
|Reasons why the Company’s Management considers that the transaction complied with the commutative provisions or provides for the adequate compensatory payment||The Company’s Management considers that the transaction hereby announced complied with the commutative provisions due to the following reasons: (i) compliance with the rules set forth in the Company’s Policy on Transaction with Related Parties, as available on the website of the Company and of the Brazilian Securities and Exchange Commission (“CVM”); (ii) compliance of the conditions of the Agreement and due amendments with market practices, as well as carried out through a bidding governed by the Back-to-Back principle, with compensation of service items by unit per the contractual table of RodoNorte with the Granting Authority, and the contracted party was and will be paid for the same reason as RodoNorte, both for services directly linked to the construction works, as well as other administrative and indirect expenses; and (iii) compliance of the Agreement and the amendments with the conditions agreed between the parties, including (a) general clauses similar to any agreement of the same nature and (b) specific clauses regarding the economic conditions of the agreement, in accordance with the winning proposal and the specific conditions to implement the scope of the agreement.|
|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 members of CCR’s Board of Directors unanimously approved signing the 2nd Amendment to the Agreement, through the votes of attending members, with the abstention of the Board Member Mr. Luis Claudio Rapparini Soares.
The members of RodoNorte’s Board of Directors unanimously approved signing the 2nd Amendment to the Agreement, through the votes of attending members.