Currently Taesa has 6 projects under construction with a total investment of R$ 4,844 million and a RAP of R$ 875 million (2020-2021 cycle). Considering only the Company’s interest in these concessions, the amount to be invested is R$ 3,206.9 million with a proportional RAP of R$ 567.5 million. It is worth mentioning that 3 projects, Miracema, EDTE and Mariana, and reinforcements for Novatrans were recently concluded, adding a total RAP of R$ 161.0 million to Taesa – 2020-2021 cycle.
| Project | Auction | Extension/Location | Voltage | Partnership | RAP (2020-21 cycle) R$ mn | Capex ANEEL | Contract Signing | Preliminary License (LP) | Installation License (LI) | Estimated Conclusion ANEEL | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Mariana (Lot A) | Auction 013/2013 (Dec-13) | 82 km / Minas Gerais | 500 kV | 100% TAESA | 16.4 | 107 | May-14 | ✔ | ✔ | Concluded in May-20 | |
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| Miracema (Lot P) | Auction 013/2015 (Apr-16) | 90 km / Tocantins | 230 kV e 500 kV | 100% TAESA | 59.7 | 276 | Jun-16 | ✔ | ✔ | Concluded in Nov-19 | |
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| EDTE (Lot M) | Auction 013/2015 (Apr-16) | 167 km / Bahia | 230 kV | 25% TAESA 25% Apollo 12 50% ENTE | 66.0 | 368 | Dec-16 | ✔ | ✔ | Concluded in Jan-20 | |
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| ESTE (Lot 22) | Auction 013/2015 2nd Part (Oct-16) | 236 km / Minas Gerais and Espírito Santo | 500 kV | 50% TAESA 50% Alupar (100% EATE-TBE) | 114.4 | 486 | Feb-17 | ✔ | ✔ | Feb-22 | |
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| Janaúba
(Lot 17) | Auction 013/2015 2nd Part (Oct-16) | 542 km / Bahia and Minas Gerais | 500 kV | 100% TAESA | 197.7 | 960 | Feb-17 | ✔ | ✔ | Feb-22 | |
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| Aimorés (Lot 4) | Auction 013/2015 2nd Part (Oct-16) | 208 km / Minas Gerais | 500 kV | 50% TAESA 50% Cteep | 80.9 | 341 | Feb-17 | ✔ | ✔ | Feb-22 | |
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| Paraguaçu (Lot 3) | Auction 013/2015 2nd Part (Oct-16) | 338 km / Bahia and Minas Gerais | 500 kV | 50% TAESA 50% Cteep | 120.7 | 510 | Feb-17 | ✔ | ✔ | Feb-22 | |
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| Ivaí (Lot 1) | Auction 005/2016 (Apr-16) | 600 km / Paraná | 230 kV and 525 kV | 50% TAESA 50% Cteep | 299.5 | 1.937 | Aug-17 | ✔ | ✔ | Aug-22 | |
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| Sant'Ana (Lot 12) | Auction 004/2018 | 591 km / Rio Grande do Sul | 230 kV | 100% TAESA | 62.1 | 610 | Mar-19 | ✔ | ✔ | Mar-23 | |
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Asset – Lagoa Nova Transmissão de Energia Elétrica S.A
On March 13, 2020, the Company disclosed a Notice to the Market informing the conclusion on this date, after the fulfillment of all the preceding conditions, the acquisition of 100% of the shares representing the total and voting capital of Rialma Transmissora de Energia I S.A. ( “Rialma I”), through the payment of the total amount of R $ 60,482,000.00, after the adjustments resulting from the variation of the working capital balances and net debt between the base date (June 30, 2019) and the closing date of the transaction (March 13, 2020). The Extraordinary General Meeting held on March 13, 2020 approved the change of the corporate name of Rialma I, which was renamed Lagoa Nova Transmissão de Energia Elétrica S.A.
The completion of the transaction resulted in the acquisition of an asset located in the State of Rio Grande do Norte, interconnected with one of Taesa’s substations – SE Lagoa Nova of Paraíso Açu Transmissora de Energia S.A. -, allowing operational advantages in maintaining the new asset, and consequently, contributing to the Company’s growth plan and its consolidation in the Brazilian transmission sector. Lagoa Nova comprises the 230kV transmission line Lagoa Nova 11 – Currais Novos 11, double circuit, with an extension of 28 km and Annual Permitted Revenues (RAP) of R$ 12.8 million (2020-2021 cycle).
The table below shows a summary of the transaction:
| Asset | Auction/Lot | Extension/Location | Voltage | Acquisition Value R$’ 000 | RAP¹ (cycle 2020-21) R$’ 000 | Acquired Stake | End of Concession | Category | |
|---|---|---|---|---|---|---|---|---|---|
| Nova Lagoa Transmissão de Energia Elétrica S.A | 005/2016 (Lot 9) | 28km / Rio Grande do Norte | 230 kV | 60.482 | 12.854 | 100% | aug-47 | 3 | |
Assets of Âmbar Energia
In the Material Fact released on December 17, 2018, the Company announced the signing of a Share Purchase Agreement with Âmbar Energia Ltda. and Fundo de Investimento em Participações Multiestratégia Milão, with the purpose of acquiring the four assets mentioned above by the Company, for the amount of R$ 942,537,000.00 (base date: December 31, 2018).
On February 14, 2020, the Company disclosed a Material Fact informing the conclusion of the acquisition of 100% of the shares representing the total and voting capital of São João Transmissora de Energia S.A. and São Pedro Transmissora de Energia S.A., through the payment of R$ 753,168,061.88, under the terms of the Contract, after the fulfillment of the suspensive conditions applicable to the acquisition.
The conclusion of the acquisition of 51% of the shares representing the total and voting capital of Triângulo Mineiro Transmissora de Energia S.A. and Vale do São Bartolomeu Transmissora de Energia S.A. is still subject to compliance with the respective suspensive conditions.
On June 10, 2020, the Company issued a Notice to the Market stating that the deadline for the acquisition of 51% of the shares representing the total voting and voting capital of Triangulo Mineiro Transmissora de Energia S.A. and Vale do São Bartolomeu Transmissora de Energia S.A. has expired and the contract was terminated in connection with the acquisition of these two assets.
The completion of the transaction resulted in the acquisition of important strategic assets located in the areas in which the Company operates, providing great geographical complementarity with TAESA’s concession portfolio and therefore contributing to its growth plan and consolidation in the Brazilian transmission sector.
The table below shows a summary of the transaction:
| Asset | Auction/Lot | Extension/Location | Voltage | Shareholders | Acquisition Value¹ R$ mn | RAP (2020-21 cycle) R$ mn | Net Debt² R$ mn | EBITDA³ Margin % | EBITDA³ R$ mn | End of Concession | Category | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| São João Transmissora de Energia (Lot A) | 001/2013 | 408 km / Piauí | 500kV | 100% Taesa | 399.0 | 49.9 | 144.1 | 89.9 | 42.3 | aug-43 | 3 - IPCA | |
| São Pedro Transmissora de Energia (Lot C) | 002/2013 | 418 km / Bahia and Piauí | 500 / 230 / 69 / 13.8 kV | 100% Taesa | 354.1 | 46.5 | 107 | 82.6 | 36.5 | oct-43 | 3 - IPCA | |
| 753.1 | 96.4 | 251.1 | ||||||||||
For more information, access the Notices and Material Facts page.
Eletrobras Auction 01/2018
On September 27, 2018, TAESA took part in the auction held by Centrais Elétricas do Brasil (Eletrobras) (Auction no. 01/2018) – see Material Fact –, where it submitted bids in lots L (Brasnorte), M (Transmineiras), N (ETAU), and P (Centroeste). For batches L, N and P, these were the only bids submitted, and, therefore, there were not competing offers. In October 2018, the Company notified Eletrobras of the exercise of its preemptive right over the SPEs belonging to lot M, as provided for in the call for bids and in strict accordance with the provisions of the Transmineiras shareholders’ agreements. In November 2018, Eletrobras approved the acquisition of TAESA in lots M (Transmineiras) and in January 2019, in lots L (Brasnorte) and N (ETAU), thereby closing the formal auction process. As a result, the Company entered into agreements for the purchase and sale of Eletrobras’ shareholdings in Brasnorte, ETAU and Transmineiras, obtaining the necessary prior approvals from the Administrative Council for Economic Defense (CADE).
On April 29, 2019, TAESA concluded the acquisition of lot N and, on May 31, 2019, the Company concluded the acquisition of lots L and M. See below for further details of the transaction:
| Lot | SPE | Amount Paid (in R$ mn) | RAP¹ (in R$ mn) | Acquired Stake | TAESA Final Stake | Accounting Method for TAESA | |
|---|---|---|---|---|---|---|---|
| L | Brasnorte Transmissora de Energia S.A. (Brasnorte) | 75.622 | 13.921 | 49.7115% | 88.376% | Consolidation | |
| M | Companhia Transirapé de Transmissão (Transirapé) | 34.969 | 10.057 | 24.50% | 53.9982%² | Equity Method | |
| M | Companhia Transleste de Transmissão (Transleste) | 24.199 | 8.559 | 24.00% | 53.9982%² | Equity Method | |
| M | Companhia Transudeste de Transmissão (Transudeste) | 18.340 | 7.558 | 25.00% | 53.9982%² | Equity Method | |
| N | Empresa de Transmissão do Alto Uruguai S.A. (ETAU) | 32.880 | 9.100 | 23.0355% | 75.6193% | Equity Method | |
On August 30, 2019, the Company disclosed a Material Fact that the Company’s Extraordinary General Meeting approved, on this date, the acquisition by the Company of 11.624% of the shares representing the total and voting capital of Brasnorte Transmissora de Energia S.A. (“Brasnorte”), through the settlement of the Share Purchase Agreement with Bipar Energia, Telecomunicação e Industria Metalúrgica S.A. (“Bipar”), for the amount of R$ 17,654,000.00, subject to the adjustments provided in the Agreement. Also on this date, the Agreement with Bipar was signed, and the Acquisition was concluded through the payment of R$ 18,023,923.47, after the proper adjustments.
After the conclusion of this operation, the Company, which previously held 88.376% of shareholding interest in Brasnorte, now holds 100% of Brasnorte’s total shares.
