Energy Co Of Minas Gerais 6-K, filed Sep 12, 2023
Energy Co Of Minas Gerais (CIG-C)
About this 6-K
Energy Co Of Minas Gerais filed this 6-K on September 12, 2023.
United States
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 September 2023
Commission File Number 1-15224
Energy Company of Minas Gerais
(Translation of Registrant’s Name into English)
Avenida Barbacena, 1200
30190-131 Belo Horizonte, Minas Gerais, Brazil
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F a Form 40-F ___
Item |
Description of Items |
| 1. | Notice to the Market dated July 11, 2023 – Pzena - Change in significant shareholding |
| 2. | Notice to the Market dated July 14, 2023 – Pzena - Change in significant shareholding |
| 3. | Material Fact dated July 20, 2023 – Expression of Interest in the extension of the concession of the Sá Carvalho HPP |
| 4. | Notice to the Market dated July 31, 2023 – Pzena - Change in significant shareholding |
| 5. | Earnings Presentation 2Q2023 |
| 6. | Notice to the Market dated August 10, 2023 – CEMIG conducts bid to sell 15 SHPPs / HGPs |
| 7. | Notice to the Market dated August 16, 2023 – BlackRock - Change in significant shareholding |
| 9. | Financial Statements 2Q2023 |
| 10. | Notice to the Market dated August 30, 2023 – News Article Published in the Media |
Forward-Looking Statements
This report contains statements about expected future events and financial results that are forward-looking and subject to risks and uncertainties. Actual results could differ materially from those predicted in such forward-looking statements. Factors which may cause actual results to differ materially from those discussed herein include those risk factors set forth in our most recent Annual Report on Form 20-F filed with the Securities and Exchange Commission. CEMIG undertakes no obligation to revise these forward-looking statements to reflect events or circumstances after the date hereof, and claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
SIGNATURES
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.
COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG
By: /s/ Leonardo George de Magalhães .
Name: Leonardo George de Magalhães
Title: Chief Finance and Investor Relations Officer
Date: September 12, 2023
| 1. | Notice to the Market dated July 11, 2023 – Pzena - Change in significant shareholding |
COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG
PUBLICLY HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 17.155.730/0001-64
Company Registry (NIRE): 31300040127
NOTICE TO THE MARKET
COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG (“CEMIG” or “Company”), pursuant to article 12 of CVM Resolution 44/2021 of August 23, 2021, as amended and referring to the Notice to the Market of February 23, 2021, hereby announces that it has received a letter from Pzena Investment Management, LLC, an investment advisor headquartered at 320 Park Avenue 8th floor, New York, NY, United States of America, informing that its clients, for whom it provides asset allocation services, reduced their stake from 5.07% to 4.99% of the total Cemig preferred shares issued, and now hold, jointly, 73,103,089 preferred shares, of which 1,745,696 are ADRs.
Pzena Investment Management, LLC, in said correspondence, further declares that:
"(i) the exceeding of the limit hereby communicated does not aim to change the Company’s control or administrative structure; and
(ii) with the exception of investment advisory agreements signed with its clients for the purposes of asset management services that provides Pzena to execute, on their behalf, of the voting rights conferred by the shares, there is no agreement or contract between Pzena and the clients holding the consolidated shareholding reported herein to regulate any common action or similar agreement on the exercise of voting rights or for the purchase and sale of securities issued by the Company. "
Belo Horizonte, July 11, 2023.
Leonardo George de Magalhães
Chief Financial and Investor Relations Officer
| 2. | Notice to the Market dated July 14, 2023 – Pzena - Change in significant shareholding |
COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG
PUBLICLY HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 17.155.730/0001-64
Company Registry (NIRE): 31300040127
NOTICE TO THE MARKET
COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG (“CEMIG” or “Company”), pursuant to article 12 of CVM Resolution 44/2021 of August 23, 2021, as amended and referring to the Notice to the Market of July 11, 2023, hereby announces that it has received a letter from Pzena Investment Management, LLC, an investment advisor headquartered at 320 Park Avenue 8th floor, New York, NY, United States of America, informing that its clients, for whom it provides asset allocation services, increased their stake from 4.99% to 5.00% of the total Cemig preferred shares issued, and now hold, jointly, 73,283,989 preferred shares, of which 1,745,696 are ADRs.
Pzena Investment Management, LLC, in said correspondence, further declares that:
"(i) the exceeding of the limit hereby communicated does not aim to change the Company’s control or administrative structure; and
(ii) with the exception of investment advisory agreements signed with its clients for the purposes of asset management services that provides Pzena to execute, on their behalf, of the voting rights conferred by the shares, there is no agreement or contract between Pzena and the clients holding the consolidated shareholding reported herein to regulate any common action or similar agreement on the exercise of voting rights or for the purchase and sale of securities issued by the Company. "
Belo Horizonte, July 14, 2023.
Leonardo George de Magalhães
Chief Financial and Investor Relations Officer
| 3. | Material Fact dated July 20, 2023 – Expression of Interest in the extension of the concession of the Sá Carvalho HPP |
COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG
PUBLICLY-HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 17.155.730/0001-64
Company Registry (NIRE): 31300040127
CEMIG GERAÇÃO E TRANSMISSÃO S.A.
PUBLICLY-HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 06.981.176/0001-58
Company Registry (NIRE): 31300020550
MATERIAL FACT
COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG (“CEMIG” or “Company”), a publicly held company with shares traded on the stock exchanges of São Paulo, New York, and Madrid, under CVM Resolution 44/2021, of 08/23/2021, hereby informs the Brazilian Securities and Exchange Commission (CVM), B3 S.A. – Brasil, Bolsa, Balcão (“B3”), and the market in general that CEMIG GERAÇÃO E TRANSMISSÃO S.A. (“Cemig GT”), a publicly held company and the wholly-owned subsidiary of CEMIG, to ensure its right to request a new concession award, according to the provisions of article 11 of Law 12,783/2013, filed, on 07/20/2023, with the Ministry of Mines and Energy (“MME”) and the Brazilian Electricity Regulatory Agency (“ANEEL”), a mail expressing its “Interest in the extension of the concession of the Sá Carvalho HPP, under the Physical Guarantee Quotas regime”.
The Sá Carvalho HPP has an installed capacity of 78 MW, with power aimed at public services, according to the Concession Agreement 01/2004, maturing on 08/27/2026.
Furthermore, in the mail submitted to MME and ANEEL, Cemig GT also expresses interest in the extension, under the Physical Guarantee Quotas regime, of the concessions of Emborcação and Nova Ponte HPPs (Concession Agreement 07/1997).
Cemig GT emphasizes that this interest is non-binding and aims at ensuring its right in a potential extension of Concession Agreement 01/2004, and reiterates the same interest in Concession Agreement 07/1997.
Any decision on the matter will only occur after MME and ANEEL disclose all the conditions for the extension of the concessions, which shall be submitted to a resolution by the Company’s Governance.
The Company also clarifies that such interest will not suspend the analysis of legal alternatives in progress for the extension of the expiring concessions.
Belo Horizonte, July 20, 2023.
Marco da Camino Ancona Lopez Soligo
Acting Chief Financial and Investor Relations Officer
| 4. | Notice to the Market dated July 31, 2023 – Pzena - Change in significant shareholding |
COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG
PUBLICLY HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 17.155.730/0001-64
Company Registry (NIRE): 31300040127
NOTICE TO THE MARKET
COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG (“CEMIG” or “Company”), pursuant to article 12 of CVM Resolution 44/2021 of August 23, 2021, as amended and referring to the Notice to the Market of July 14, 2023, hereby announces that it has received a letter from Pzena Investment Management, LLC, an investment advisor headquartered at 320 Park Avenue 8th floor, New York, NY, United States of America, informing that its clients, for whom it provides asset allocation services, reduced their stake from 5.00% to 4.54% of the total Cemig preferred shares issued, and now hold, jointly, 66,566,916 preferred shares, of which 1,745,696 are ADRs.
Pzena Investment Management, LLC, in said correspondence, further declares that:
"(i) the exceeding of the limit hereby communicated does not aim to change the Company’s control or administrative structure; and
(ii) with the exception of investment advisory agreements signed with its clients for the purposes of asset management services that provides Pzena to execute, on their behalf, of the voting rights conferred by the shares, there is no agreement or contract between Pzena and the clients holding the consolidated shareholding reported herein to regulate any common action or similar agreement on the exercise of voting rights or for the purchase and sale of securities issued by the Company. "
Belo Horizonte, July 31, 2023.
Marco da Camino Ancona Lopez Soligo
Acting Chief Financial and Investor Relations Officer
| 5. | Earnings Presentation 2Q2023 |
| 6. | Notice to the Market dated August 10, 2023 – CEMIG conducts bid to sell 15 SHPPs / HGPs |
COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG
PUBLICLY-HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 17.155.730/0001-64
Company Registry (NIRE): 31300040127
CEMIG GERAÇÃO E TRANSMISSÃO S.A.
PUBLICLY-HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 06.981.176/0001-58
Company Registry (NIRE): 31300020550
NOTICE TO THE MARKET
CEMIG conducts bid to sell 15 SHPPs / HGPs
COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG (“CEMIG”), a publicly-held company with shares traded on the stock exchanges of São Paulo, New York, and Madrid, and CEMIG GERAÇÃO E TRANSMISSÃO S.A. (“CEMIG GT”), a publicly-held company and wholly-owned subsidiary of CEMIG, hereby informs the Brazilian Securities and Exchange Commission (CVM), B3 S.A. – Brasil, Bolsa, Balcão (“B3”), and the market in general that, further to the Notice to the Market released on March 17, 2023, it has held, on this date, a bidding process aiming at selling in a single lot 15 water generation SHPPs / HGPs, 12 of which owned by CEMIG GT and 3 by its wholly-owned subsidiary Horizontes Energia S.A.
The winning bid was R$100.5 million, representing a goodwill of 108.6% in relation to the starting bid of R$48.2 million. The next stages will follow the schedule of the published Bid Notice, with the signing of the Agreement for the Purchase and Sale of Assets and approval from the Brazilian Electricity Regulatory Agency (ANEEL) and the Brazilian Antitrust Authority (CADE).
The aforementioned sale aims at complying with the guidelines of CEMIG’s Strategic Planning that recommends optimizing the portfolio and capital allocation.
CEMIG and CEMIG GT reaffirm the commitment to keeping shareholders, the market in general, and other stakeholders duly and timely informed about this matter, pursuant to the rules issued by the CVM and the legislation in force.
Belo Horizonte, August 10, 2023.
Leonardo George de Magalhães
Chief Financial and Investor Relations Officer
| 7. | Notice to the Market dated August 16, 2023 – BlackRock - Change in significant shareholding |
COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG
PUBLICLY HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 17.155.730/0001-64
Company Registry (NIRE): 31.300.040.127
NOTICE TO THE MARKET
Change of significant shareholding
COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG (“Cemig or Company”), according to article 12 of CVM Resolution 44/2021, of August 23, 2021, as amended, hereby announces that it received a mail from BlackRock, Inc. (“BlackRock”), headquartered at 55 East 52nd Street, in the city and state of New York, 10022-0002, United States, informing that has sold preferred shares issued by Cemig, and, on August 11, 2023, its shares, in the aggregate, now retain 9.88% of the Company's total capital, of which 198,345,419 preferred shares and 19,204,755 American Depositary Receipts ("ADRs”), representing 19,204,755 preferred shares, totaling 217,550,174 preferred shares, representing 14.84% of the total preferred shares issued by the Company, and 12,662,091 derivative financial instruments referenced to preferred shares with a financial settlement, accounting for approximately 0.86% of the total preferred shares issued by the Company.
As a reference, according to the notice dated April 10, 2023, the date of the previous mail received by the Company, BlackRock informed at the time that it held 10.01% of Cemig's total capital, of which 15.04% preferred shares.
In the same mail, BlackRock, Inc. also states that:
“the aforementioned equity interest is strictly for investment purposes, not for a change in the Company’s shareholding control or administrative structure. BlackRock did not enter into any agreements or contracts that regulate voting rights or the purchase and sale of securities issued by the Company”.
Belo Horizonte, August 16, 2023.
Leonardo George de Magalhães
Chief Financial and Investor Relations Officer
COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG
PUBLICLY HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 17.155.730/0001-64
Company Registry (NIRE): 31.300.040.127
NOTICE TO THE MARKET
The State Government of Minas Gerais files a Proposed Amendment to the Constitution (PEC) in the Legislative Assembly of Minas Gerais (ALMG) to expedite the privatization process of public companies
COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG (“CEMIG” or “Company”), a publicly held company with shares traded in the stock markets of São Paulo, New York, and Madrid, hereby informs the Brazilian Securities and Exchange Commission (CVM), B3 S.A. – Brasil, Bolsa, Balcão (“B3”), and the market in general, that the State Government of Minas Gerais filed today a Proposed Amendment to the Constitution (“PEC”) in the Legislative Assembly of Minas Gerais (“ALMG”) to streamline the process for the privatization of companies directly or indirectly controlled by the State Government of Minas Gerais.
The PEC, which will be analyzed by the Legislative Branch, simplifies the processes for the sale of state-owned enterprises and reintroduces the requirement for a simple quorum for the approval of laws authorizing changes in the corporate structure or the spin-off of state-controlled companies and public companies. Currently, three-fifths of representatives are required to vote to approve such changes. Furthermore, the PEC removes the obligation for the State to conduct a public consultation (referendum) regarding privatizations.
The link to access the article published by Agência Minas, the official news portal of the State Government of Minas Gerais is Agência Minas Gerais | Governo de Minas envia à ALMG proposta para agilizar processo de desestatização de empresas públicas (agenciaminas.mg.gov.br)
CEMIG reaffirms its commitment to keeping shareholders, the market in general, and other stakeholders duly and timely informed about this matter, according to the rules issued by the CVM and the legislation in force.
Belo Horizonte/MG - August 21, 2023.
Leonardo George de Magalhães
Chief Finance and Investor Relations Officer
| 9. | Financial Statements 2Q2023 |
| 10. | Notice to the Market dated August 30, 2023 – News Article Published in the Media |
COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG
PUBLICLY HELD COMPANY
Corporate Taxpayer’s ID (CNPJ): 17.155.730/0001-64
Company Registry (NIRE): 31300040127
NOTICE TO THE MARKET
News Article Published in the Media
CVM Questioning
Cia. Energética de Minas Gerais - CEMIG
Attn.: Mr. Leonardo George de Magalhães
Investor Relations Officer.
Ref: Clarifications about Official Letter 270/2023/CVM/SEP/GEA-1, of August 30, 2023
“Dear Director,
| 1. | We refer to the news article published on 08.28.2023 in Estadão Online, in the News section, under the title: “Cemig evaluates IPO of piped gas distributor Gasmig while retaining control of the state-owned company", which contains the following statement: Cemig’s Chief Financial and Investor Relations Officer, Leonardo George de Magalhães, stated today that the company is considering conducting a ‘small' IPO of Gasmig, piped natural gas distributor. |
| 2. | In view of the above, we request that you clarify whether the news article is true and, if so, explain the reasons why you believe that it is not a material fact, and comment on other information deemed as important on the matter. |
| 3. | It is worth noting that according to article 3 of CVM Resolution 44/21, the Investor Relations Officer is responsible for disclosing and informing the CVM and, if applicable, the stock exchange and the organized over-the-counter market entity where the Company’s securities are traded, of any material act or fact occurred or related to its business, as well as for ensuring its wide and immediate communication, simultaneously in all the markets in which such securities are traded.” |
| 3. |
CEMIG’s Answer
Dear Ms. Nilza Maria Silva de Oliveira,
In response to the Official Letter, Companhia Energética de Minas Gerais - CEMIG (“Cemig” or “Company”) clarifies that it continuously seeks opportunities and alternatives to optimize its corporate structure to execute its strategic planning while providing excellent customer service, prioritizing investments in the State of Minas Gerais and seeking maximization of results through sustainable management.
The Company adds that the effort and ambition to enhance Gasmig’s presence in the State through improved commercial efficiency and increased investments for network expansion, as well as feasibility
studies for a potential future IPO of Gasmig, among potential alternatives, are not new to the market, as presented during the “Cemig’s Annual Meeting with the Capital Market” event of 2020 and 2021 - see slides 28 (2020) and 45 (2021), available on the website of CVM (https://cvmweb.cvm.gov.br/SWB/Sistemas/SCW/CPublica/CiaAb/FormBuscaCiaAb.aspx?TipoConsult=c) e website da Companhia (https://ri.cemig.com.br/divulgacao-e-resultados/apresentacoes-e-teleconferencias).
Cemig emphasizes that, as of this date, no formal decision has been made by the Company regarding any public offering of Gasmig’s shares. Such a decision is subject, among other factors, to obtaining the necessary corporate approvals, favorable market conditions, and investor interest.
The Company therefore states that there is no new information, according to CVM Resolution 44/21, to justify the disclosure of a Material Act or Fact about the matter.
The Company reiterates its commitment to transparency and the best practices of market disclosure.
Belo Horizonte, August 30, 2023.
Leonardo George de Magalhães
Chief Financial and Investor Relations Officer