JOINT FILING AGREEMENTJoint Filing Agreement • February 1st, 2017 • State Grid Corp of China • Electric services
This will confirm the agreement by and among all the undersigned that the Schedule 13D filed on this date and any amendments thereto with respect to the beneficial ownership by the undersigned of the Common Shares, without par value, of CPFL Energia S.A. is being filed on behalf of each of the undersigned in accordance with Rule 13d-1(k). This agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
SHARE PURCHASE AGREEMENT by and among STATE GRID BRAZIL POWER PARTICIPAÇÕES LTDA, STATE GRID INTERNATIONAL DEVELOPMENT LIMITED, ESC ENERGIA S.A., CAMARGO CORREA S.A., and each other Seller acceding hereto in accordance with Article X September 2, 2016Share Purchase Agreement • February 1st, 2017 • State Grid Corp of China • Electric services
This SHARE PURCHASE AGREEMENT, dated as of September 2, 2016 (this “Agreement”), is entered into by and among (i) State Grid Brazil Power Participações Ltda., a limited liability company (sociedade limitada) organized and existing under the Laws of Brazil with its principal place of business in São Paulo, SP, at Avenida Paulista, No. 726, suite 1,207, room 04, Bela Vista, Zip Code 01310-910, enrolled in the National Register of Legal Entities (“CNPJ”) under No. 26.002.119/0001-97 (“Buyer”), (ii) State Grid International Development Limited, a corporation organized and existing under the Laws of Hong Kong, with its principal place of business at Suite 1304, 13F Great Eagle Centre, 23 Harbour Road, Wanchai, Hong Kong, solely in its capacity as Buyer Guarantor and solely for purposes of Article XII and Article XIII (“Buyer Guarantor”), (iii) ESC Energia S.A., a corporation (sociedade anônima) organized and existing under the Laws of Brazil, enrolled with CNPJ under No. 15.146.011/0001-51,
Indirect Sale Notice and Accession AgreementShare Purchase Agreement • February 1st, 2017 • State Grid Corp of China • Electric services
This INDIRECT SALE OPTION NOTICE AND ACCESSION AGREEMENT, dated as of October 3rd, 2016 (this “Agreement”), is being entered into by Camargo Correa S.A. (“CCSA”) (in its existing capacity under the Share Purchase Agreement (as defined below) and additionally in its capacity as a HoldCo Seller) and VBC Energia S.A. (a “HoldCo Seller” and together with CCSA, the “HoldCo Sellers”) and ESC Energia S.A. (the “ESC”) with respect to the Share Purchase Agreement, dated as of September 2nd, 2016 (the “Share Purchase Agreement”), by and among State Grid Brazil Power Participações Ltda, State Grid International Development Limited, ESC Energia S.A., Camargo Corrêa S.A. and any other Seller becoming a party to the Share Purchase Agreement in accordance with Article X thereof. Capitalized terms not otherwise defined herein shall have their respective meanings set forth in the Share Purchase Agreement.
