Material Fact – EcoRodovias won the Nova Raposo Lot
ECORODOVIAS INFRAESTRUTURA E LOGÍSTICA S.A. (“EcoRodovias” or “Company”) and its direct subsidiary ECORODOVIAS CONCESSÕES E SERVIÇOS S.A. (“ECS”), in compliance with paragraph 4 of article 157 of Federal Law 6,404/76, as amended, and the Resolution 44/21 of the Securities and Exchange Commission of Brazil (“CVM”), hereby inform their shareholders and the market that ECS has won the International Bid No. 02/2024 held by the São Paulo State Public Transport Regulatory Agency – ARTESP (“ARTESP“), to operate for 30 years, from the date of signing of the initial transfer agreement (“Concession Term”), the Nova Raposo Lot Highway System (“Nova Raposo Lot”), consisting of highway stretches SP-270/280/029 and Cotia-Embu das Artes stretch, totaling 92 km, including 41 km of the system currently managed by the concessionaire CCR ViaOeste.
The ranking was determined by the higher fixed concession fee of R$2,190.8 million offered by ECS. The payment will be made prior to the signing of the concession agreement, which is scheduled for March 2025, and the amount will be adjusted according to the IPCA inflation rate (reference date: March 2024).
The Nova Raposo Lot includes some of the main access roads to the Metropolitan Region of São Paulo, passing through the municipalities of Araçariguama, Barueri, Cotia, Itapevi, Jandira, Osasco, Santana de Parnaíba, São Paulo, Itapecerica da Serra and Embu das Artes.
The concession covers the urban stretches of the highways Castello Branco (SP-280) and Raposo Tavares (SP-270), characterized by commuter traffic. These corridors pass through important industrial and commercial hubs, as well as densely populated residential neighborhoods, and play a crucial logistical role in the flow of commercial vehicles within the metropolitan region, connecting the Rodoanel to the Marginal Pinheiros, which allow access to the Anchieta-Imigrantes System, the main connection between the city of São Paulo and the port of Santos.
The project includes capacity expansion and improvements to the road system, including 78 km of additional lanes, 22 km of road widening (with 16.5 km for a new connection between the cities of Cotia and Embu das Artes), 43 km of frontage roads and bike paths, implementation of two rest areas for truck drivers, 20 new devices, and 32 pedestrian overpasses, among other works. The new concessionaire will fully adopt the Free Flow Automatic System for barrier-free toll payment, converting the three existing toll plazas and implementing ten new gantries.
The concession agreement includes important risk mitigation mechanisms, which include: (i) sharing demand risk when it falls below 98% or exceeds 108% of the estimated demand; (ii) compensating for delinquency by covering 95% of toll evasion losses; (iii) providing compensation for up to 95% of the costs exceeding the projected amount for expropriations and evictions on SP-270; and (iv) rebalancing for any necessary capacity expansion investments to maintain the highway’s service level.
Nova Raposo Lot generates EBITDA from the start of the concession and lengthens the duration of the portfolio of EcoRodovias. The bid for this asset demonstrates the capital discipline strategy implemented by the Company, with the purpose of maximizing value creation for shareholders. Including this concession to the portfolio, the Company’s network will have 12 highway concession assets, totaling over 4,800 km under concession, maintaining its position as Brazil’s largest highway asset management company in kilometers managed.
The project has important innovations aligned with ESG (Environmental, Social and Governance) best practices, notably: (A) Environmental: the implementation of the Carbon Zero Program with the goal of neutralizing Greenhouse Gas emissions from the future concessionaire’s operational activities, the implementation of the Free Flow Automatic System aiming to improve traffic flow; (B) Social: the implementation of the road safety program iRap (International Road Assessment Program) focusing on reducing accidents and the risk of fatalities on the highways, implementation of a connectivity system throughout the concession stretch for communication between users and the service center, construction of two rest areas for truck drivers, as well as regional development with an estimated creation of over 8,300 jobs (including direct, indirect, and income-effect jobs); and (C) Governance: concession agreement with clauses related to dispute resolution mechanisms: resolution of disputes by the parties themselves; arbitration; dispute resolution committee (dispute board); and transparency in dealings with related parties.
After the end of the period for appeals related to the documents submitted, ARTESP will ratify and formally announce the results of the auction.
EcoRodovias reaffirms its commitment to its obligations as a publicly held company listed on the Novo Mercado segment of B3 and will disclose all and any material information in accordance with applicable laws.
São Paulo, November 28, 2024.
Marcello Guidotti
CEO and Investor Relations Officer
EcoRodovias Infraestrutura e Logística S.A.
55 (11) 3787 2612 / 2674 / 2686
invest@ecorodovias.com.br
https://ri.ecorodovias.com.br/
Hugo Rafael Mitz
Investor Relations Officer
EcoRodovias Concessões e Serviços S.A.