Notice to the Market (Somente em Inglês)

 
 

Banco do Estado de Sao Paulo S.A. – BANESPA, a financial institution with head office at  Praça Antonio Prado, number 6, in the City of Sao Paulo, State of Sao Paulo (“BANESPA”), Banco Santander Brasil S.A., a financial institution with head office at  Rua Amador Bueno, number 474, in the City of Sao Paulo, State of Sao Paulo (“Banco Santander”), Banco Nossa Caixa S.A., a financial institution with head office at  Rua XV de Novembro, nº 111, in the City of Sao Paulo, State of Sao Paulo (“Banco Nossa Caixa” and, together with BANESPA Banco Santander, the “Selling Shareholders”), Banco de Investimentos Credit Suisse First Boston S.A. (“Lead Coordinator”) and Banco Santander, in its capacity as coordinator (together with the Lead Coordinator, the “Coordinators of the Offer”), communicate the closing of the secondary public distribution of 20,730,625,071 preferred shares (“Preferred Shares”) and 6,318,221,389 ordinary shares (“Ordinary Shares” and together with the Preferred Shares “Shares”) issued by AES Tietê S.A. (“Company”), representing 28.38% of the Company’s capital on this date, all nominative, book shares, without par value, held by the Selling Shareholders, free from any onuses or encumbrances, at the price of R$ 40.00 per batch of
one thousand Preferred Shares and R$ 36.50 per batch of Ordinary Shares, amounting to 

 
carried out in Brazil over non-organizer counter market, registered with the Securities Commission (“CVM”) in accordance with the procedures provided for in CVM Instruction 400, of December 29, 2003 (“CVM Instruction 400”), and with special attention to sales  overseas (“Offer”), based on the exemptions from registration foreseen in Rule 144A and in Regulation S, both pertaining to the Securities Act of 1933 of the United States of America.
 
The total number of Preferred Shares distributed includes 2,703,994,574 preferred shares issued by the Company and acquired on the basis of the exercise of the option, by the Lead Coordinator, for the acquisition of up to 2,703,994,574 preferred shares issued by the Company and destined  to meet the excess demand evidenced in the course of the Offer.
 
The total number of Ordinary Shares distributed, 824,115,833, ordinary shares issued by the Company and acquired on the basis of the exercise of the option, by the Lead Coordinator, for the acquisition of up to 824,115,833 ordinary shares issued by the Company and destined to meet the excess demand evidenced in the course of the Offer.
 
The Offer was approved, as well as the setting out of the sales prices, during a BANESPA Board of Directors’ Meeting, held on March 17, 2005, in a meeting of the Management of Banco Santander, held on March 23, 2005 and in a meeting of the Management of Nossa Caixa, held on May 17, 2005.
 
The financial institution hired for the services of bookkeeping of the Shares is Banco Itaú S.A.

The Offer was previously submitted to CVM and registered under number CVM/SRE /SEC/008, on June 15, 2005.
 
The final distribution data of the Shares are indicated on the table below:  
 

Type of Investor	Number of	Preferred	Number of	Ordinary
	Buyers	Shares	Buyers	Shares
Individuals	538	364,723,781	119	87,492,000
Investment
Pools	3	7,950,000	3	8,796,000
Investment
Funds	77	2,019,883,071	91	1,461,754,822
Private Security
Entities	30	506,700,000	63	661,610,000
Insurance
Companies	-	-	2	200,000
Foreign
Institutional
Investors	132	17,559,489,000	56	4,044,146,567
Other Financial
Institutions	2	250,174,000	-	-
Other Legal
Persons
Connected to the
Company,
Coordinators of	-	-	1	1,369,000
The Offer and/or
Syndicated
Brokers
Other Legal
Persons	13	21,655,219	5	48,746,000
Partners, managers,
employees, and
other persons
connected to the	1	50,000	3	4,107,000
Company,
Coordinators of
The Offer and/or
Syndicated Brokers
Total Offer	796	20,730,625,071	343	6,318,221,389

This is a public distribution that is exclusively secondary, and not carried out by the Company or by its controlling shareholders. The Company has cooperated with Selling Shareholders in accordance with the provisions of CVM Instruction 400.
 
This announcement is not an offer of sale of the Shares in the United States of America or in any other jurisdiction where the sale might be prohibited, being that there will be no registration of the Offer at the SEC or any regulatory body of the stock markets of any other countries except Brazil. The Shares can not be sold in the United States of America without registration at the SEC except in cases where exemption is applicable.
 
“This Notice is exclusively for the purpose of information and is not meant to be a sales offer of
securities.” 
 
“This public offer was carried out in compliance with the provisions of the Self-Regulating Code of ANBID for the Public Offer of Bonds and Securities, registered with the 5th  Notary of Titles and Documents of the State of Rio de Janeiro under number 497585, and meets the minimum standards of information provided for by same, and ANBID cannot be held accountable for the referred to information, the quality of the issuer/offering party, the participating institutions and the bonds and securities that are the object of the offer .”