Giving continuity to the process of forming the Petrochemical Company announced on November 30 2007, Petrobras announces that Unipar completed the transference, to its Fasciatus Participações S.A. (“Fasciatus”) subsidiary, of the following assets it owns.
Stakes in Rio Polímeros S.A., represented by 423,965,910 ordinary shares and 96 preferred shares, equivalent to 33.33% of its total capital; stakes in PQU, represented by 27,478,451 ordinary shares and 23,972,650 preferred shares, equivalent to 51.35% of its total capital; all of its property and rights and liabilities of Unipar Divisão Química; stakes in Polietilenos União S.A. (“PU”), represented by 48,224,949 ordinary shares, equivalent to 99% of its total capital; and R$380 million, which were used to acquire 415,224,345 ordinary shares and 94 preferred shares issued by Riopol, for R$0.9152 per share. Suzano Petroquímica also transferred, under the same conditions, 105,991,512 ordinary shares of Riopol to BNDES Participações S.A. (BNDESPAR).
Petroquisa transferred to Dapean Participações S.A., a company under its control and under the control of Petrobras, the stakes it had in PQU, represented by 9,135,188 ordinary shares and 9,135,190 preferred shares, equivalent to 17.44% of its total capital. As a result, Dapean Participações S.A. will now hold 76.6% of SZPQ’s total capital and 17.44% of PQU’s total capital.
Fasciatus was incorporated by Dapean Participações S.A., which had its company name changed to Quattor Participações S.A. (“Quattor Participações”). With the incorporation, Unipar now holds 60% of the voting and total capital of Quattor Participações, while Petrobras 31.9% and Petroquisa 8.1%. As announced on November 30 2007, Unipar will hold control over Quattor Participações, and Petrobras and Petroquisa, as relevant minority shareholders, will hold the rights foreseen in Quattor Participações’ Shareholder Agreement.
The Board of Directors of Quattor Participações is now composed of nine members, six of whom appointed by Unipar and three by Petrobras. Quattor Participações’ new Board of Directors met this Wednesday (06/11) and elected a new executive board.
Also on this date, Suzano Petroquímica’s Board of Directors met and elected a new executive board and approved the summons of a general meeting to elect a new Board of Directors and approve the change in Suzano Petroquímica’s company name, which is expected to be Quattor Petroquímica S.A.
As a result of Fasciatus’ incorporation by Quattor Participações, the corporate structure of the above-mentioned corporations is now as follows:
In a timely manner, and after securing the required approvals, incorporation proposals for the corporations controlled by Quattor Participations will be submitted seeking to consolidate the assets under a single corporation.
Quattor Participações, within 30 days beginning on this date, will request the Securities Exchange Commission (CVM) register the public offer of acquisition for the shares issued by PQU aiming at cancelling its registration as a publicly traded corporation. The offer will be made for the price of R$15.2741 per share.
Unipar and Petrobras believe that with the operations carried out on this date, they are forming a highly competitive, global scale petrochemical company, with capacity to produce, by late 2008, some 1.9 million tons of polyolefins, integrated to the production of 2.8 million tons of basic and intermediary petrochemicals, and with a privileged location in the Mercosur, given the proximity of its assets not only to the region’s biggest consumption center but to the main sources of inputs as well.