3rd Issue of Simple Debentures by Celesc Distribuição S.A.
CENTRAIS ELÉTRICAS DE SANTA CATARINA (CELESC) (B3: CLSC3, CLSC4; OTC: CEDWY), publicly held company, listed in Level 2 of Corporate Governance, compliant with disposition in CVM Instruction 358/2002 and article 157 of Law nº 6.404/76, informs its shareholders and the market in general that on July 13, 2018 occurred the 3rd (third) issue of simple debentures of wholly owned subsidiary Celesc Distribuição S.A. (“Celesc D”), and that the operation settlement and entry of resources took place on August 08, 2018. The mentioned issue presents the following main characteristics:
(i) Issue number: the Debentures represent the 3rd (third) issue of Debentures by Celesc D.;
(ii) Placement and Distribution Procedure: the Debentures are object of public distribution with strict placement efforts, under the terms of Securities and Exchange Commission of Brazil (“CVM”) Instruction nº 476, of January 16, 2009, on a firm commitment basis;
(iii) Leader Coordinator: Banco Santander (Brasil) S.A., as leading mediator institution and Banco BOCOM BBM S.A.
(iv) Total value of the Issue: the total value of the Issue is R$250,000,000,00 (two hundred and fifty million reais);
(v) Series number: Issue made in single series;
(vi) Amount of Debentures and Unit Face Value: 250,000 (two hundred and fifty thousand) Debentures issued, at unit face value of R$1,000,00 (one thousand reais);
(vii) Update of Unit Face Value: The Unit Face Value of Debentures will not be monetarily adjusted.
(viii) Security interests: fiduciary assignment of credit rights, current and/or future, resulting from gross supply of electric energy to Celesc D clients;
(ix) Fidejussory guarantee: CELESC will render surety in favor of the Debentures’ holders, undertaking, as guarantor and main responsible for the payment of all values owed under the terms of the Deed of Issue;
(x) Convertibility: Simple debentures, non-convertible into shares of emission of the company;
(xi) Type: the Debentures are of the unsecured type with fidejussory guarantee;
(xii) Issue Date: July 13, 2018;
(xiii) Term and Due Date: the Debentures will have 5 (five) years counted from the Issue Date, so that they will expire on July 13, 2023;
(xiv) Remuneration: conventional interests corresponding to 100% (one hundred percent) of the accumulated variation of daily average rates of ID – Interbank Deposits of one day, “over extra-group”, expressed as percent a year, base 252 (two hundred and fifty two) business days, calculated and disclosed, on a daily basis, by B3, in the daily fact sheet available on its page on the Internet (http://www.cetip.com.br) (“Interbank Deposit Rate”), added of surcharge or spread of 1.90% (one integer and ninety hundredths percent) a year, base 252 (two hundred and fifty two) business days (“Surcharge” and, along with Interbank Deposit Rate, “Conventional Interests”), exponentially and cumulatively calculated, pro rata temporis per business days elapsed since the date of subscription and paying in of the Debentures or the immediately prior date of payment of Conventional Interests, as is the case, until the effective day of payment;
(xv) Principal Amortization: the Debentures will be amortized in 15 (fifteen) quarterly and consecutive installments, starting from 18 (eighteen) months counted from the Issue Date, always on day 13 of January, April, July and October, with the first payment due on January 13, 2020 and the last on the Due Date, according to table to be provided in the Deed of Issue, except for cases of anticipated settlement of Debentures due to anticipated redemption of the totality of the Debentures and/or the anticipated maturity of obligations resulting from the Debentures, under the terms provided in the Deed of Issue;
(xvi) Destination of Resources: The funds from the raising will be destined to reinforce the Issuer cash for ordinary management of its businesses.