AXIA Energia S.A 6-K, filed Mar 7, 2022
AXIA Energia S.A. (AXIAY)
About this 6-K
AXIA Energia S.A filed this 6-K on March 7, 2022.
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 March, 2022
Commission File Number 1-34129
CENTRAIS ELÉTRICAS BRASILEIRAS S.A. - ELETROBRÁS
(Exact name of registrant as specified in its charter)
BRAZILIAN ELECTRIC POWER COMPANY
(Translation of Registrant's name into English)
Rua da Quitanda, 196 – 24th floor,
Centro, CEP 20091-005,
Rio de Janeiro, RJ, Brazil
(Address of principal executive office)
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____
ANNOUNCEMENT OF TRANSACTION WITH RELATED PARTY
CENTRAIS ELÉTRICAS BRASILEIRAS S/A
CNPJ: 00.001.180/0001-26 | NIRE: 533.0000085-9
PUBLIC COMPANY
Centrais Elétricas Brasileiras S/A (“Company” or “Eletrobras”) (B3: ELET3, ELET5 & ELET6; NYSE: EBR & EBR.B; LATIBEX: XELT.O & XELT.B) hereby in compliance with Annex 30-XXXIII of CVM Instruction No. 552, dated October 9, 2014, informs its shareholders and the market in general of the following related party transaction:
| Related Party Names | Eletrobras Termonuclear S/A (“Eletronuclear”) and Indústrias Nucleares do Brasil (“INB”). |
| Issuer Relationships | Eletronuclear is controlled by Eletrobras, controlled by the Federal Government; INB is controlled by the Federal Government |
| Date of the transaction |
February 24, 2022
|
| Object of the Agreement | Supply of U3O8 Concentrated for carrying out the conversion and enrichment of uranium and for the manufacture of fuel elements, related to the supply of fuel for the 28th to 32nd Recharges of Angra 1 and for the 19th to 23rd Recharges of Angra 2. |
| Main Terms and Conditions |
Supply of Fuel Elements for 05 (five) recharges for the Angra 1 Nuclear Power Plant and 05 (five) recharges for the Angra 2 Nuclear Power Plant, for the total amount of BRL 6,553,463,319.01 (six billion, five hundred and fifty-three million, four hundred and sixty-three thousand, three hundred and nineteen reais and one cent), to be provided by Indústrias Nucleares do Brasil S/A - INB.
The contracting includes updates regarding the current legislation (Law 13.303/2016), the Eletrobras Bidding and Contracts Regulation and adjusts the values of the Fuel Elements.
The funds needed to cover the fuel contract will come 100% from transfers from ANEEL. |
| Detailed reasons why the Company's Management considers that the transaction observed commutative conditions or provides for adequate compensatory payment |
An audit was carried out by an independent consultancy regarding the methodology for formulating prices, and no inadequacy in the pricing methodology of the Nuclear Fuel Element that subsidized the negotiation of new supply contracts from INB to Eletronuclear was identified.
The contract reestablishes a correct adjustment of prices to the costs actually incurred in production, promoting the mitigation of the risks of nuclear fuel supply for the Angra 1 and Angra 2 Nuclear Power Plants. |
This document may contain estimates and forecasts that are not statements of fact that occurred in the past but reflect our management beliefs and expectations and may constitute future events' forecasts and estimates under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. The words "believe", "may", "estimate", "continue", "anticipate", "intend", "expect" and related words are intended to identify estimates that necessarily involve risks and uncertainties, known or unknown . Known risks and uncertainties include, but are not limited to: general economic, regulatory, political and commercial conditions in Brazil and abroad, changes in interest rates, inflation and value of the Real, changes in volumes and the pattern of use of electricity by consumer, competitive conditions, our level of indebtedness, the possibility of receiving payments related to our receivables, changes in rainfall and water levels in the reservoirs used to operate our hydroelectric plants, our financing and capital investment plans, existing and future government regulations , and other risks described in our annual report and other documents filed with CVM and SEC. Estimates and forecasts refer only to the date they were expressed and we assume no obligation to update any of these estimates or forecasts due to the occurrence of new information or future events. Future results of the Company's operations and initiatives may differ from current expectations and the investor should not rely solely on the information contained herein. This material contains calculations that may not reflect accurate results due to rounding.
| Eventual participation of the counterparty, its partners or administrators in the decision process of the issuer's subsidiary regarding the transaction or the negotiation of the transaction as representatives of the Company, describing these interests. |
INB works, on behalf of the Federal Government, the state monopoly over research, mining, enrichment and reprocessing, industrialization and trade in nuclear ores and their derivatives, pursuant to article 177, item V of the Federative Constitution of Brazil.
Eletronuclear is not authorized to purchase fuel elements from international suppliers.
The Ministry of Mines and Energy declared that it does not intervene in the administrative activities of its related companies.
Based on studies undertaken by the companies and by an independent consultancy, the boards of both companies decided to proceed with the process of approving the new contracts.
The transaction was evaluated by the Eletrobras Audit and Risk Committee on January 18, 2022.
The Unenforceability Act referring to the contract was approved at a meeting of the Board of Directors of Eletronuclear on January 26, 2022. |
Rio de Janeiro, March 4, 2022
Elvira Cavalcanti Presta
CFO and Investor Relations Officer
This document may contain estimates and forecasts that are not statements of fact that occurred in the past but reflect our management beliefs and expectations and may constitute future events' forecasts and estimates under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. The words "believe", "may", "estimate", "continue", "anticipate", "intend", "expect" and related words are intended to identify estimates that necessarily involve risks and uncertainties, known or unknown . Known risks and uncertainties include, but are not limited to: general economic, regulatory, political and commercial conditions in Brazil and abroad, changes in interest rates, inflation and value of the Real, changes in volumes and the pattern of use of electricity by consumer, competitive conditions, our level of indebtedness, the possibility of receiving payments related to our receivables, changes in rainfall and water levels in the reservoirs used to operate our hydroelectric plants, our financing and capital investment plans, existing and future government regulations , and other risks described in our annual report and other documents filed with CVM and SEC. Estimates and forecasts refer only to the date they were expressed and we assume no obligation to update any of these estimates or forecasts due to the occurrence of new information or future events. Future results of the Company's operations and initiatives may differ from current expectations and the investor should not rely solely on the information contained herein. This material contains calculations that may not reflect accurate results due to rounding.
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: March 4, 2022
| CENTRAIS ELÉTRICAS BRASILEIRAS S.A. - ELETROBRÁS | ||
| By: |
/S/ Elvira Baracuhy Cavalcanti Presta |
|
|
Elvira Baracuhy Cavalcanti Presta CFO and Investor Relations Officer |
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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 offuture 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.