AXIA Energia sells transmission stake for BRL 451M

Rhea-AI Filing Summary

AXIA Energia S.A. completed the sale of all of its 49% minority equity interests in four electric power transmission special purpose entities—Goiás Transmissão S.A., MGE Transmissão S.A., Transenergia Renovável S.A. and Transenergia São Paulo S.A.—to GEBBRAS Participações Ltda. for total consideration of BRL 451.4 million.

The divested SPEs own transmission assets totaling about 1,086 km of lines, with concession terms between 2039 and 2040. For these assets, AXIA cites estimated 2027 net revenue of BRL 218 million and estimated 2027 EBITDA of BRL 176 million, alongside BRL 414 million of net debt in 2025.

AXIA states that completing this divestment reinforces its commitment to optimizing minority interests, maintaining disciplined capital allocation and simplifying its corporate structure, consistent with its Strategic Plan.

Key Figures

Sale consideration: BRL 451.4 million Minority equity interest sold: 49% Transmission line length: ~1,086 km +4 more

7 metrics

Sale consideration BRL 451.4 million Total consideration for sale of 49% minority equity interests in four transmission SPEs to GEBBRAS

Minority equity interest sold 49% Percentage of AXIA Energia’s equity interests in the transmission SPEs divested

Transmission line length ~1,086 km Total length of transmission assets owned by the divested SPEs

Estimated net revenue 2027 BRL 218 million Estimated 2027 net revenue for the divested transmission SPEs

Estimated EBITDA 2027 BRL 176 million Estimated 2027 EBITDA for the divested transmission SPEs

Net debt 2025 BRL 414 million Net debt in 2025 associated with the divested transmission SPEs

Concession term Between 2039 and 2040 Concession expiry range for the divested transmission assets

Key Terms

special purpose entities, Permitted Annual Revenue (RAP), minority equity interests, forward-looking statements

4 terms

special purpose entities financial

"sale of all of its 49% minority equity interests in special purpose entities"

A special purpose entity is a separate, narrowly focused company set up to hold specific assets, liabilities or transactions while keeping them legally distinct from the parent firm — think of it as a sealed box for particular deals. For investors it matters because these entities can isolate risk or move assets off a company’s main books, which affects how safe, transparent and valuable the parent company’s finances really are.

Permitted Annual Revenue (RAP) financial

"reflecting the reduction in TER's Permitted Annual Revenue (RAP) beginning in 2027"

minority equity interests financial

"completed...the sale of all of its 49% minority equity interests in SPEs"

An ownership stake in another company that is less than 50%, meaning the holder cannot control that business’s decisions. Investors care because the owning company still shares in the subsidiary’s profits, losses and assets but can’t direct its strategy; on financial statements this minority stake changes how earnings and assets are reported. Think of it like owning a room in a rented house: you benefit from what happens there but don’t get to choose the household rules.

forward-looking statements regulatory

"may constitute forward-looking statements under Section 27A of the Securities Act of 1933"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did AXIA (AXIA) complete on July 15, 2026?

On July 15, 2026, AXIA Energia completed the sale of its 49% minority equity interests in four electric power transmission SPEs to GEBBRAS Participações Ltda., marking the closing of a previously announced divestment after conditions precedent were satisfied.

How much did AXIA (AXIA) receive for the sale of its transmission SPE stakes?

AXIA Energia reports total consideration of BRL 451.4 million for selling all of its 49% minority equity interests in the four transmission special purpose entities to GEBBRAS. This amount reflects the agreed value for AXIA’s entire minority stake in those assets.

Which assets and entities did AXIA (AXIA) divest to GEBBRAS?

The divestment covers AXIA’s 49% interests in Goiás Transmissão, MGE Transmissão, Transenergia Renovável and Transenergia São Paulo, whose transmission assets total about 1,086 km of lines located across Goiás, Minas Gerais, Espírito Santo, Mato Grosso, Mato Grosso do Sul and São Paulo.

What are the estimated 2027 financials for the divested AXIA (AXIA) transmission SPEs?

For the divested SPEs, AXIA presents estimated 2027 net revenue of BRL 218 million and estimated 2027 EBITDA of BRL 176 million. These figures incorporate a reduction in Transenergia Renovável’s Permitted Annual Revenue from 2027 onward, as provided in the concession agreement, and may vary with future conditions.

What is the net debt associated with the divested AXIA (AXIA) transmission assets?

AXIA cites net debt of BRL 414 million in 2025 for the divested transmission SPEs. This debt figure provides context for the financial position of the assets being sold, alongside the disclosed estimates for their future 2027 net revenue and EBITDA performance.

How does AXIA (AXIA) describe the strategic rationale for this divestment?

AXIA states that completing the transaction reinforces its commitment to optimizing minority interests, maintaining disciplined capital allocation and simplifying its corporate structure. The company links this divestment directly to objectives defined in its Strategic Plan for managing its portfolio and capital.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 6-K: How Foreign Companies Report to the SEC →

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Accepted by SEC EDGAR 07/15/2026 - 06:00 PM Learn about SEC filing dates

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

For the month of July, 2026

Commission File Number 1-34129

AXIA Energia S.A.

(Exact name of registrant as specified in its charter)

AXIA Energia S.A.

(Translation of Registrant's name into English)

Avenida Graça Aranha, 26
Centro, CEP 20030-900
Rio de Janeiro, RJ, Brazil

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. 

Form 20-F ___X___ Form 40-F _______

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes _______ No___X____

Closing of the divestment of minority stake to GEBBRAS Rio de Janeiro, July 15, 2026, AXIA Energia S.A. (“Company” and “AXIA Energia”) further to the Market Announcement released on May 4, 2026, the Company hereby informs that, following the satisfaction of the conditions precedent, it has completed, on this date, the sale of all of its 49% minority equity interests in special purpose entities (“SPEs”) engaged in electric power transmission to GEBBRAS Participações Ltda. ("GEBBRAS"), for a total consideration of BRL 451.4 million. The divested interests relate to the following SPEs: Goiás Transmissão S.A., MGE Transmissão S.A., Transenergia Renovável S.A., and Transenergia São Paulo S.A., whose transmission assets are located in the states of Goiás, Minas Gerais, Espírito Santo, Mato Grosso, Mato Grosso do Sul, and São Paulo, respectively. Transmission line length Concession term Estimated net revenue 2027¹² Estimated EBITDA 2027¹² Net debt 2025 ~1,086 km Between 2039 and 2040 BRL 218 million BRL 176 million BRL 414 million 1. Estimated values reflecting the reduction in TER's Permitted Annual Revenue (RAP) beginning in 2027, as already provided for in the concession agreement. 2. The figures are estimates and may vary depending on future assumptions and conditions. The completion of the transaction reinforces AXIA Energia's commitment to optimizing its minority interests, maintaining disciplined capital allocation, and simplifying its corporate structure, in line with the objectives set forth in its Strategic Plan. Eduardo Haiama Vice President of Finance and Investor Relations

SIGNATURE

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: July 15, 2026

AXIA Energia S.A.
By:	/S/ Eduardo Haiama
	Eduardo Haiama Vice-President of Finance and Investor Relations

FORWARD-LOOKING STATEMENTS

This document may contain estimates and projections that are not statements of past events but reflect our management’s beliefs and expectations and may constitute forward-looking statements under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. The words “believes”, “may”, “can”, “estimates”, “continues”, “anticipates”, “intends”, “expects”, and similar expressions are intended to identify estimates that necessarily involve known and unknown risks and uncertainties. Known risks and uncertainties include, but are not limited to: general economic, regulatory, political, and business conditions in Brazil and abroad; fluctuations in interest rates, inflation, and the value of the Brazilian Real; changes in consumer electricity usage patterns and volumes; competitive conditions; our level of indebtedness; the possibility of receiving payments related to our receivables; changes in rainfall and water levels in reservoirs used to operate our hydroelectric plants; our financing and capital investment plans; existing and future government regulations; and other risks described in our annual report and other documents filed with the CVM and SEC. Estimates and projections refer only to the date they were expressed, and we do not assume any obligation to update any of these estimates or projections due to new information or future events. Future results of the Company’s operations and initiatives may differ from current expectations, and investors should not rely solely on the information contained herein. This material contains calculations that may not reflect precise results due to rounding.