M&A - ENERGY CO OF PARANA

Form Type: SC 13E3

Filing Date: 2025-06-25

Corporate Action: Merger

Type: New

Accession Number: 000129281425002491

Filing Summary: Companhia Paranaense de Energia - COPEL announces a proposed corporate action to convert its Class B preferred shares into common shares with the purpose of listing on the Novo Mercado of the Brazilian stock exchange, B3 S.A. This move will raise corporate governance standards and allow the company to enhance its market presence. Upon approval, Class B preferred shares will be exchanged for common shares plus a cash component, and the preferred ADSs will be converted into common ADSs. The corporate action requires approval from a majority of Class B preferred shareholders and is subject to various conditions, including approvals from Class A preferred and common shareholders. The company plans to finance the transaction with cash on hand, estimating an expense of R$1,303.7 million. This corporate action is scheduled for discussion at the Class B Shareholders Meeting, with a corresponding common shareholders meeting proposed for August 4, 2025. If the action is approved, listed Class B shares will be delisted from the B3 and the preferred ADSs from the NYSE, transitioning to common shares that will remain listed on B3 and common ADSs on NYSE.