6-K 1 elp20181026_6k.htm ELP20181026_6K elp20181026_6k.htm - Generated by SEC Publisher for SEC Filing
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 6-K
 
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
 
For the month of October, 2018
Commission File Number 1-14668
 

 
COMPANHIA PARANAENSE DE ENERGIA
(Exact name of registrant as specified in its charter)
 
Energy Company of Paraná
(Translation of Registrant's name into English)
 
Rua Coronel Dulcídio, 800
80420-170 Curitiba, Paraná
Federative Republic of Brazil
+55 (41) 3331-4011
(Address of principal executive offices)
 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.  Form 20-F ___X___ Form 40-F _______

 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____


 

 

Related-Party Transaction – 02/18

Notice about Related-Party Transactions

Companhia Paranaense de Energia - COPEL, a company that generates, transmits, distributes and sells power, with shares listed on the B3 (CPLE3, CPLE5, CPLE6), NYSE (ELPVY, ELP) and LATIBEX (XCOP), pursuant to CVM Instruction 480 of December 7, 2009, hereby announces to its shareholders and to the market in general the following related-party transaction, entered into on October 10, 2018:

Names of Related Parties

Cutia Empreendimentos Eólicos S.A. and  Banco Nacional de Desenvolvimento Econômico e Social - BNDES.

Relationship with the Company

Cutia Empreendimentos Eólicos SA, a private law entity established in the form of a corporation, having as sole shareholder Copel Geração e Transmissão S.A., a wholly owned subsidiary of Companhia Paranaense de Energia - COPEL, which has among its relevant shareholder BNDES Participações S.A. - BNDESPAR, whose controller is the Banco Nacional de Desenvolvimento Econômico e Social (BNDES)

Transaction Date

October 10, 2018.

Purpose of the Agreement

Financing Agreement signed between the Banco Nacional de Desenvolvimento Econômico e Social (BNDES) and Cutia Empreendimentos Eólicos S.A., with the participation of the wind farms of Cutia Empreendimentos, Copel Geração e Transmissão S.A. and Companhia Paranaense de Energia - COPEL.

Main Terms and Conditions

Total financing amount R$ 619,405,000.00.

Paid by the variation of the Long-Term Interest Rate (TJLP), plus 2.04% p.y.

Amortization in 192 monthly and successive installments, with 1st maturity on 07/15/2019 and last on 07/15/2035.

Information about the participation of the counterparty,  its  partners  or  management  in  the Company’s  decision – making process about the  transaction  or  negotiation of the transaction  as representatives  of  the  Company, describing such participation

Technical negotiations were developed between BNDES and Cutia Empreendimentos, respecting parameters and technical and financial criteria, established by the bank for the financial support in the implementation of infrastructure projects, according to the Energy Auction Announcements promoted by ANEEL.

The conclusion of the agreement was approved at a meeting of the Company's Board of Directors, held on September 12, 2018.

 

 


 

 

 

Detailed justification of why the issuer’s management considers that the transaction is conducted on an arm’s length basis or envisages appropriate compensatory payment:

 

In order to optimize its projects and in line with internal policies, the Company conducts quotations and seeks the best financing conditions offered by financial institutions.

BNDES is one of the largest development banks in the world and currently, is the Federal Government's main instrument for long-term financing and investment in all segments of the Brazilian economy.

Being a public company and not a commercial bank, BNDES encourages innovation and development. It offers financing in infrastructure and makes available its conditions prior to the realization of the auction, independent, therefore, of the winner, which in itself already demonstrates that the transaction is conducted on an arm’s length basis.

In this way, taking into account the criteria and assumptions set forth in the aforementioned Auctions, the Company's management considers that the transaction has observed commutative conditions and provides for adequate compensatory payment, given that BNDES offered the same criteria offered to the other agents of the market to carry out the operation

 

Curitiba, October 26, 2018.

 

 

Adriano Rudek de Moura
Chief Financial and Investor Relations Officer

 

For further information, please contact the Investor Relations team:
ri@copel.com or (41) 3222-2027

                                                                                                                                                                                                  

 

 

 

 
SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date October 26, 2018
 
COMPANHIA PARANAENSE DE ENERGIA – COPEL
By:
/S/  Jonel Nazareno Iurk
 
Jonel Nazareno Iurk
Chief Executive Officer
 
 
FORWARD-LOOKING STATEMENTS

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.