Mattos Filho advises on Neoenergia tender offer

Mattos Filho advised Iberdrola Energia, and Banco BTG Pactual on the tender offer for the acquisition of up to all common shares issued by the Neoenergia launched by Iberdrola Energia, with the purpose of simplifying Neoenergia’s corporate and organizational structure, thereby providing greater flexibility in the financial and operational management of its activities, taking into account the unification of two types of public tender offers for the acquisition of shares.

As a result of the tender offer auction held on April 9, 2026, Iberdrola acquired 172,512,742 common shares, representing 14.21% of the Neoenergia’s share capital, at the price of R$33.77 per share, totaling R$5,825,755,297.34, thereby reaching the quorum required for the approval of the Registration Conversion and the exit from the Novo Mercado.

Additionally, considering that, after the financial settlement of the auction, less than 5% of the total shares issued by Neoenergia will remain outstanding, Iberdrola will cause Neoenergia to call an extraordinary general meeting to deliberate on the redemption of the remaining shares, pursuant to article 4, paragraph 5, of the Brazilian Corporations Law.

Mattos Filho relied on partners Jean Marcel Arakawa, Henrique Ferreira Antunes, associates Gabriela Castro Rabelo, Leonardo Pereira Lourenço de Oliveira.