About the Company

Comgás is the largest piped natural gas distributor in Brazil. It has a network of more than 16 thousand kilometers, bringing natural gas to more than 1.9 milion consumers in the residential, commercial and industrial segments, in 88 municipalities. Its concession area is home to around 26% of the country’s Gross Domestic Product, covering 177 cities in the metropolitan areas of São Paulo and Campinas, as well as in the Baixada Santista qnd Vale do Paraíba.

Comgás works with natural gas, an environmentally friendlier product compared to other fossil fuels, and plays the role of disseminating the culture of this input. It is a safe and economical energy resource.

As a public utility, Comgás is regulated by the Agency of Regulation in Sanitation and Energy of the State of São Paulo (ARSESP), an agency of the São Paulo State Government, which granted a 30-year concession for the provision of public piped gas distribution services starting in May 1999, renewable only once for a further 20 years.

Comgás became a public company in 1996 and has traded on the São Paulo Stock Exchange (Bovespa) since 1997. It was privatized in April 1999 for R$1.65 billion (a 119% premium on the minimum price at auction). Its majority shareholders were BG Group (former British Gas) and Group Shell. In November 2012, Cosan acquired 60.1% of Comgás’ social capital from the BG Group. In December 2017, Cosan acquired the totality of the stakes held by Shell in Comgas (16.77%), resulting in a total participation of 79.88% in the Company’s social capital.

On January 18, 2019, Cosan S.A., then the Company’s Controller, published a Material Fact informing the holding of a Voluntary Public Offering for the acquisition of Class A preferred shares, which had its auction held on March 8, 2019. In on the occasion, 19,496,165 preferred shares were acquired by Cosan S.A., representing approximately 14.77% of the capital stock of Comgás, for the price of R$ 82.00. Shareholders interested in participating in the transaction after the date of the auction could submit an application directly to the Offeror during the 3 month period following the auction, ending on June 8, 2019.

On April 30, 2019, the Company’s Controller issued a Material Fact with a proposal for the acquisition of common shares of Comgás through a Voluntary Public Offering. The auction took place on June 4, 2019 and, at the time, Cosan S.A. acquired 2,479,066 common shares, representing 1.88% of the capital stock of Comgás. The price of the stock defined for the auction was R$ 83.16 per share and settlement was determined for July 7, 2019. In the same way as occurred in the Voluntary Public Offering for preferred shares, shareholders who were interested in participating in the transaction after the auction, they could submit an application directly to the Offeror, during the period of 3 months following the auction, ending on September 4, 2019.

After the operations described, the total held by Cosan SA was 131,381,377 Comgás shares, a total of 99.14%, of which 103,699,333 are common shares (99.84%) and 27,682,044 are preferred shares (96.60%).

Cosan S.A.

The Cosan Group is one of the largest private economic corporations in Brazil, with business in the energy and logistic segments. The group has the following companies: Cosan S.A., Cosan Logística, Rumo ALL, Raízen, Comgás and Moove.

In the energy segment, Cosan stands out in the following businesses:

• Raízen, a joint venture created with Shell:
  One of the largest distributors of fuel in Brazil with 4,600 Shell Gas stations.
  Brazil’s largest and one of the world’s largest sugar, ethanol and cogeneration producers with 24 mills and a sugarcane grinding capacity of 65 million tons.
• Comgás, the largest gas distributor in the country.
• Moove, produces and distributes lubricants from Mobil and Comma brands in Brazil and 3 other countries in South America beyond the United Kingdom.

In the logistics segment, Cosan Logística, controller of Rumo ALL, stands out in the following aspects:

• Largest independent logistics company in Latin America.
• 4 rail concessions with approximately 12,000 km of railway lines.
• 6 port terminals for grain and sugar.

Comgás is the country’s largest piped natural gas distributor. It has a network of more than 16 thousand kilometers, bringing natural gas to more than 1.9 million consumers in the residential, commercial and industrial segments, in 88 municipalities of the State. Its concession area is home to around 26% of the country’s Gross Domestic Product, covering 177 cities in the metropolitan areas of São Paulo and Campinas, as well as in the Baixada Santista and Vale do Paraíba.
Comgás is the country’s largest piped natural gas distributor. It has a network of more than 16 thousand kilometers, bringing natural gas to more than 1.9 million consumers in the residential, commercial and industrial segments, in 88 municipalities of the State. Its concession area is home to around 26% of the country’s Gross Domestic Product, covering 177 cities in the metropolitan areas of São Paulo and Campinas, as well as in the Baixada Santista and Vale do Paraíba.