Disclaimer :

The Competition DG makes the information provided by the notifying parties in section 4 of Short Form CO available to the public in order to increase transparency. This information has been prepared by the notifying parties under their sole responsibility, and its content in no way prejudges the view the Commission may take of the planned operation. Nor can the Commission be held responsible for any incorrect or misleading information contained therein.

M.11449 - TELEFONICA BRASIL / AUREN COMERCIALIZADORA / JV

SECTION 4

Description of the concentration

The Proposed Transaction concerns the creation of a newly constituted joint venture, which will be jointly controlled by Telefônica Brasil and Auren Comercializadora (together “the Parties”). The Proposed Transaction will be effected through an investment agreement which was signed on 18 December 2023 (the “Investment Agreement”), which is provided as Annex 4.(a). Upon completion of the Proposed Transaction, Telefônica Brasil and Auren Comercializadora will each hold 50% stakes in the JV under a joint control governance model. The Proposed Transaction entails a concentration within the meaning of Article 3(4) of the EUMR.

The JV will be dedicated to the commercialisation of customised energy solutions throughout Brazil, including the commercialisation of electricity in the free energy market.

Telefônica Brasil is a Brazilian undertaking which provides telecommunication services in Brazil. It is ultimately controlled by Telefónica S.A., which is the parent company of the Telefónica Group, an international group active in the telecommunications sector that also offers energy and alarm services via one JV jointly controlled with REPSOL and one JV jointly controlled with PROSEGUR, respectively.

Auren Comercializadora operates in the electricity trading market in Brazil.Auren Comercializadora is a wholly-owned subsidiary of Auren Energia S.A. (“Auren Energia”), which, in turn, is ultimately jointly controlled by Votorantim and CPP Investments.

Auren Energia is a holding company publicly traded and duly organized under the laws of Brazil which serves as an investment platform for the acquisition and development of renewable energy generation assets in Brazil and is the parent company of a group of subsidiaries (“Auren”).

Votorantim is a Brazilian investment holding firm present in 19 countries with a company portfolio in different sectors, such as building materials, finance, aluminum, renewable energy, mining and smelting, orange juice, infrastructure, long steel, real estate, and investments.

CPP Investments is a professional investment management organization that invests the funds not needed by the Canada Pension Plan (“CPP Fund”) to pay current benefits in the best interest of 21 million contributors and beneficiaries.

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