SBS Companhia Sanea

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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___

 

COMPANHIA DE SANEAMENTO BÁSICO DO ESTADO DE SÃO PAULO – SABESP

 

Publicly-held company

CNPJ No 43.776.517/0001-80

NIRE nº 35.3000.1683-1

 

 

 

MATERIAL FACT

 

Companhia de Saneamento Básico do Estado de São Paulo – Sabesp (“Company”), in compliance with the terms set forth in Resolution of the Brazilian Securities and Exchange Commission (“CVM”) No. 44, of August 23, 2021, as in effect, hereby informs its shareholders and the market in general that, on this date, it was approved, in the 1002^nd meeting of the Board of Directors of the Company, the 31^th issuance of simple, unsecured and non-convertible debentures, in up to three series (“Issuance” and “Debentures”, respectively), for public distribution, under the automatic registration rite, targeted to professional investors, pursuant to CVM Resolution No. 160 (“CVM Resolution 160”), of July 13, 2022, as amended, to Law 6,385, of December 7, 1976, as amended, as well as other legal and regulatory provisions (“Offer”), in the initial amount of two billion and five hundred million reais (R$ 2,500,000,000.00), on the respective issuance date, noting that the amount originally offered may be increased by up to twenty percent (20%), that is, by up to five hundred million reais (R$ 500,000,000.00) ("Hot Issue "), in which case it may reach a total volume of up to three billion reais (R$ 3,000,000,000.00).

 

It shall be adopted the procedure for collecting the investment intentions of the potential professional investors (bookbuilding procedure) in the Debentures, in order to define together with the Company: (i) the number of series of the Offer; (ii) the number of Debentures to be placed in each series of the Offer, according to communicating vessels system; (iii) the final interest to be used in connection to the remuneration of each series; and (iv) the placing or not placing of the additional debentures, in the connection to the Hot Issue, as well as the series where should be allocated this additional debentures and, consequently, the aggregate amount of the Offer. It shall not be allowed the partial distribution of the Debentures.

 

The Offer will target professional investors only, in compliance with Articles 11 and 13 of CVM Resolution 30, of May 11, 2021, as amended. The process of structuring the Offer and distribution of the Debentures will be undertaken by a consortium of financial institutions belonging to the Securities Distribution System.

 

 

 

The entirety of the proceeds from the Issuance will be used to the refinance of its financial commitments maturing in 2024 and to replenish and reinforce the Company's cash position.

 

The amount equivalent to the entirety of the proceeds raised through the Issuance will be allocated to the project categories described in the Framework (as defined below).

 

The Debentures are characterized as "ESG bonds for the use of sustainable and blue resources" ("Sustainable and Blue Debentures"), based on the Issuer's commitment to allocate an amount equivalent the entirety of the proceeds raised in the Issuance to the categories of projects described in the Sustainable Finance Framework ("Framework") prepared in December 2023 by the Company, which was duly verified and validated by means of a second opinion ("Second Opinion") issued by Attest ESG da Exame Ltda, in its capacity as independent appraiser.

 

This Material Fact is disclosed by the Company exclusively for informative purposes, in accordance with current regulations, and should not be interpreted or considered, for all legal purposes, as a material or effort to sell or offer.

 

In accordance with the applicable regulations and according to the rules of conduct set forth therein, additional information about the Company and the Offer shall be viewed on CVM’s website (http://www.gov.br/cvm) and the Company’s website (https://ri.sabesp.com.br).

 

São Paulo, January 29, 2024.

 

Catia Cristina Teixeira Pereira

Chief Financial Officer and Investor Relations Officer

 

 

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