Report of Foreign Issuer (6-k)
November 29 2018 - 9:30AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Dated November 29, 2018
Commission File Number: 1-15018
Fibria Celulose S.A.
Fidêncio Ramos, 302 3rd and (part of) 4th floors
Edifício Vila Olímpia, Torre B, Bairro Vila Olímpia
04551-010, São Paulo, SP, Brazil
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F:
x
Form 40-F:
o
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)):
Yes:
o
No:
x
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)):
Yes:
o
No:
x
(Indicate by check mark whether the registrant by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes:
o
No:
x
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
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SUZANO PAPEL E CELULOSE S.A.
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FIBRIA CELULOSE S.A.
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Publicly Held Company
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Publicly Held Company
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CNPJ/MF No.16.404.287/0001-55
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CNPJ/MF No. 60.643.228/0001-21
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NIRE 29.3.0001633-1
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NIRE 35.300.022.807
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CVM Code: 1398
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CVM Code: 12793
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MATERIAL FACT
São Paulo, November 29, 2018
Suzano Papel e Celulose S.A (
Suzano
) (B3: SUZB3) and Fibria Celulose S.A. (B3: FIBR3 | NYSE: FBR) (
Fibria
and collectively with Suzano, the
Companies
), in addition to the Material Facts disclosed on March 16, 2018 and notices to the market dated as of 06/01, 08/31, 09/06, 11/01 and 11/14, hereby jointly inform its shareholders and the market in general that the European antitrust authority has approved the combination of the business and shareholding bases of the Companies, pursuant to the Merger Agreement approved at the Extraordinary Shareholders Meetings of the Companies held on September 13, 2018 (
Transaction
), subject to the early termination of the agreement for the supply of hardwood pulp entered into by and between Fibria and Klabin S.A. (Klabin), which was the object of the notice to the market disclosed by Fibria and Klabin on May 4, 2015.
Accordingly, all of the conditions precedent to the effectiveness of the Transaction have been fulfilled, and Suzano and Fibria will move forward with the closing of the Transaction on a date to be informed by means of a notice to shareholders to be disclosed by both Companies.
São Paulo/SP
,
November 29, 2018
SUZANO PAPEL E CELULOSE S.A.
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FIBRIA CELULOSE S.A.
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Marcelo Feriozzi Bacci
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Guilherme Perboyre Cavalcanti
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Chief Financial and Investor Relations Officer
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Chief Financial and Investor Relations Officer
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2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
Date: November 29, 2018
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Fibria Celulose S.A.
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By:
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/s/ Guilherme Perboyre Cavalcanti
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Name:
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Guilherme Perboyre Cavalcanti
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Title:
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CFO and IRO
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3
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