Transnordestina Logística approves partial spin-off of the company

The shareholders of Transnordestina Logística approved today the partial spin-off of the company and the merger of the spun-off portion by Ferrovia Transnordestina Logística (FTL).

The operation is part of a proposal for business reorganization under the investment agreement entered into by Companhia Siderúrgica Nacional (CSN), Valec and Northeast Development Fund (FDNE).

The goal is the separation of assets associated with the Network I and the incorporation of such portion spun-off by FTL, enabling the creation of “appropriate structure for monitoring and oversight of public agencies” in relation to the assets and liabilities related to Network II. The Network I comprises the stretches from the cities of São Luís to Mucuripe, Arrojado to Recife, Itabaiana to Cabedelo and Paula Cavalcante to Macau. The Network II corresponds to the following connections: Missão Velha to Salgueiro, Salgueiro to Trindade, Trindade to Eliseu Martins, Salgueiro to the Port of Suape and Missão Velha to the Port of Pecém.

A protocol was signed on December 5 between the company and FTL administrators. The separation shall be such that FTL will receive, for its book value, all assets, rights and obligations of the spun-off portion.

In the merger, CSN and Taquari Participações, current shareholders, will receive 193,449,000 common shares, in substitution to reduce their investment in the company and based on the exchange ratio of 0.01816 shares issued of the spun-off portion for 1 share issued of FTL; CSN will have 153.3 million merging common shares issued, and Taquari will have 40,145,000 common shares.

In September, CSN, Valec, FDNE and BNDESPar signed a new shareholders’ agreement. The goal at the time was dealing with the resources that would need to be invested in the Transnordestina for the implementation of the Network II. The stretch had its completion deadlines adjusted and provides funding and investments of approximately $3.16 billion for the construction of 1,700 km of tracks. By June, $1.72 billion had been invested.