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___
Closure Notice for the Secondary Public Offering of Common Shares Issued by
Companhia de Saneamento
Básico do Estado de São Paulo SABESP
Publicly-Held Corporation
- Corporate Taxpayers Identification (CNPJ)
#43.776.517/0001-80
Rua
Costa Carvalho, 300 05429-900 São Paulo SP
ISIN Code No. BRSBSPACNOR5
Brazilian Offering Coordinators
UNIBANCO | CITIBANK |
Global Coordinator
Citigroup
Global Markets Inc.
The State of São Paulo (State), Companhia Paulista de Parcerias (CPP, jointly with the State, the Selling Shareholders), Companhia de Saneamento Básico do Estado de São Paulo SABESP (Company) and Unibanco União de Bancos Brasileiros S.A. (Lead Manager) do hereby declare the closure of public offering of nonpar, book-entry, common shares issued by the Company, free and clear of any burden or encumbrance (Shares), comprising the public secondary offering of 5,272,314,946 Shares to be held as a global offering (Global Offering), coordinated by Citigroup Global Markets Inc. (Global Coordinator) with a simultaneous offering of 1,431,398,446 Shares in Brazil (Brazilian Offering) and 3,840,916,500 Shares abroad, the latter in the form of 15,363,666 American Depositary Shares (ADSs), represented by American Depositary Receipts (International Offering). Each ADS corresponds to 250 Shares.
On October 28,2004, Lead Manager exercised in full the option granted thereto by CPP and by the State to acquire, 205,495,667 and 9,214,074 supplementary block of Shares, respectively (Additional Shares), which were fully distributed. In addition, on November 5, 2004, Global Coordinator exercised in full the option granted thereto by CPP and the State to acquire 551,412,830 and 24,724,420 supplementary block of Shares, respectively, as 2,304,549 ADSs abroad (Additional ADSs). The sum of the Additional Shares and the Shares represented by the Additional ADSs totaled 790,846,991 Shares. These options were used exclusively to cover any excess demand verified during the Global Offering.
Taking into account the acquisition of Additional Shares and Shares represented by the Additional ADSs, 6,063,161,937 Shares were offered to the public, at the price of R$ 113.47 per lot of thousand shares, representing 21.29% of Companys capital stock on this date, summing up the amount of
R$ 687,986,985.00
The Global Offering is supported by the State Law 11454, dated September 2,2003, whereas its terms and conditions were approved by the State, by means of Resolutions of the State Program Director Council for the Privatization in meeting held on June 29,2004 and by CPP in meeting of its Board of Directors held on October 1,2004.
The Company has contracted Banco Itaú S.A. as the depositary bank for the Shares.
The Secondary Public Offering was previously submitted to CVM (Brazilian Securities Commission) and registered under #CVM/SRE/SEC/2004/008, on October 29,2004. The Company obtained approval of the Depositary Receipts Program DRs Level 3 through the Registration CVM/SRE/RDR/2002/004, on May 09,2002.
Final distribution data for the Brazilian Offering are outlined in the chart below:
Type of Investor | No. Purchasers |
Quantity of Shares |
Individuals | 89 | 39,486,888 |
Investment Clubs | 7 | 29,027,379 |
Investment Funds (including Pension Funds) | 234 | 851,914,418 |
Private Pension Entities | - | - |
Insurance Companies | - | - |
Qualified foreign investors | 12 | 514,441,767 |
Intermediary Institutions Participating in the Distribution Consortium | - | - |
Financial Institutions connected to the Company, coordinators of the Brazilian offering and/or syndicated brokerage houses | - | - |
Other Financial Institutions | 5 | 191,523,766 |
Other Legal Entities connected to the Company, intermediary institutions and/or syndicated brokerage houses | - | - |
Other legal entities | 3 | 3,362,969 |
Partners, administrators, employees, representatives and other persons connected to the Company, coordinators of the Brazilian Offering and/or syndicated brokerage houses | 11 | 16,351,000 |
Others | - | - |
Total Brazilian Offering | 361 | 1,646,108,187 |
Under the context of the International Offering, 4,417,053,750 Shares were distributed, under the form of 17,668,215 ADSs, taking into account the exercise of option for the acquisition of Shares represented by Additional ADS.
The Global Coordinator has no responsibility over the public offering of Shares in Brazil, as well as in relation to the information contained in this Closure Notice.
This notice is exclusively for information purposes, not dealing with an offer to sell securities
ANBID
This present
public offering was prepared in accordance with the provisions of Self-Regulation
Code of ANBID (Brazilian Association of Investment Banks and Securities Dealers)
related to Public Offerings of Marketable Securities registered with the 5th
Registry of Deeds and Documents of Rio de Janeiro State under # 497585, in compliance
with the minimum standards of information contained therein, and ANBID does not
assume any responsibility for the referred information, the quality of the
Issuer/Offeror, the Participant Institutions and the marketable securities, purpose of
the offer.
Syndicated Brokerage Houses
ABN Amro Real CCVM S.A. | Geração Futuro CV Ltda. | Prime S.A. CCV |
Agora Senior CTVM S.A. | Geraldo Correa CVM S.A. | Prosper S.A. CVC |
Alfa CCVM S.A. | Gradual CCTVM Ltda. | RMC S.A. SC |
Banespa S.A. CCT | Hedging-Griffo CV S.A. | Safra CVC Ltda. |
Banif Primus CVC S.A. | HSBC CTVM S.A. | Santander Brasil S.A. CCVM |
BES Securities Brasil S.A. CCVM | Indusval S.A. CTVM | Senso CCVM S.A. |
Brascan S.A. CTV | Interfloat HZ CCTVM Ltda. | SLW CVC Ltda. |
Coinvalores CCVM Ltda. | Intra S.A. CCV | Socopa SC Paulista S.A. |
Concórdia S.A. CVMCC | Isoldi S.A. CVM | Solidez CCTVM Ltda. |
Corretora Geral VC Ltda. | Itaú CV S.A. | Solidus S.A. CCVM |
Corretora Souza Barros CT S.A. | Magliano S.A. CCVM | Spinelli S.A. CVMC |
Elite CCVM Ltda. | Manchester S.A. CCT | Spirit CV Ltda. |
Emblema S.A. CCV | Novinvest CVM Ltda. | Talarico CCTM Ltda. |
Equipe S.A. CV | Orbival CCVM Ltda. | Tcheca CCTVM Ltda. |
Fator Doria Atherino S.A. CV | Petra Personal Trader CTVM Ltd. | Título CV S.A. |
Finabank CCTVM Ltda. | Planner CV S.A. | Unibanco Investshop CVMC S.A. |
SABESP | Energy, Water Resources and | São Paulo State |
Sanitation Secretariat | Government |
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
| ||
By: |
/S/
Rui de Britto Álvares Affonso
| |
Name: Rui de Britto Álvares Affonso
Title: Economic-Financial Officer and Investor Relations Officer
|
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 of future 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.