STOCK TITAN
  1. Home
  2. Sec-filings
  3. GGB
  4. [6-K] GERDAU S.A. Current Report (Foreign Issuer)

Gerdau (NYSE: GGB) boosts renewable self-generation with full DFESA hydro acquisition

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Gerdau S.A. has signed a binding share purchase agreement with COPEL to acquire COPEL’s entire 23.03% equity stake in Dona Francisca Energética S.A. (DFESA), implying an enterprise value of R$150 million for this tranche, payable in cash using Gerdau’s own resources.

Gerdau already owns 53.94% of DFESA and, after completing the acquisitions from CELESC and COPEL, expects to hold 100% of DFESA through a total investment of R$300 million in enterprise value, subject to customary conditions precedent and Brazilian antitrust approval. DFESA controls 85% of the concession consortium for the 125 MW Dona Francisca Hydroelectric Power Plant, with 72.5 average MW of firm energy, of which about 66 average MW go to DFESA.

Following completion, Gerdau plans to use the full 65.94 average MW of DFESA’s firm energy for self-generation, increasing its self-generation capacity by 30.4 average MW and taking self-generation to more than 50% of its energy consumption. The company states that the acquisition aligns with its capital allocation discipline, aims to enhance cost competitiveness, and supports its renewable-focused decarbonization strategy.

Positive

  • None.

Negative

  • None.

Insights

Gerdau is consolidating a hydro asset to cut power costs and lift renewables-based self-generation.

Gerdau is moving to 100% ownership of DFESA, which controls most of the Dona Francisca hydro plant. The combined enterprise value commitment is R$300 million, giving access to 65.94 average MW of firm energy for self-use in its operations.

For an energy-intensive steelmaker, securing predictable, renewable power can help stabilize operating costs and support decarbonization goals. The company explicitly links the deal to capital allocation discipline, cost competitiveness, and a strategy to push self-generation above 50% of consumption.

Completion still depends on customary conditions precedent, including approval by the Brazilian antitrust authority. Future disclosures after closing should clarify the realized impact on energy costs and how much the additional 30.4 average MW of self-generation supports margins across different business segments.

Enterprise value for COPEL stake R$150 million Implied enterprise value for COPEL’s 23.03% DFESA interest
Total DFESA investment R$300 million Total enterprise value for 100% of DFESA after CELESC and COPEL stakes
COPEL equity interest in DFESA 23.03% Share capital of DFESA being acquired from COPEL
Gerdau current DFESA stake 53.94% Share capital of DFESA already held by Gerdau
Hydro plant installed capacity 125 MW Installed capacity of Dona Francisca Hydroelectric Power Plant
Firm energy of plant 72.5 average MW Firm energy of the Dona Francisca plant
Energy allocated to DFESA 66 average MW Portion of firm energy allocated to DFESA
Self-generation increase 30.4 average MW Increase in Gerdau’s self-generation capacity after full DFESA acquisition
enterprise value financial
"The transaction implies an enterprise value of R$150 million."
Enterprise value is the total worth of a company, reflecting what it would cost to buy the entire business. It includes the company's market value plus any debts, minus its cash holdings, offering a comprehensive picture of its true value. Investors use it to compare companies regardless of their capital structures, helping them assess how much they would need to pay to acquire the business.
conditions precedent regulatory
"the closing of the transaction is subject to the satisfaction of customary conditions precedent"
Conditions precedent are the specific tasks, approvals, or facts that must be satisfied before a contract or transaction becomes effective or a payment is made. Think of them as a checklist you must complete before turning the key on a new machine; if items are missing the deal can be delayed, renegotiated, or canceled. Investors watch these conditions because they determine timing, completion risk, and whether expected benefits will actually occur.
antitrust authority regulatory
"including approval by the Brazilian antitrust authority."
firm energy technical
"The plant has an installed capacity of 125 MW and firm energy of 72.5 average MW"
self-generation technical
"increasing self-generation to more than 50% of its energy consumption"
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Form 6-K: How Foreign Companies Report to the SEC →

 

 

U.S. SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER 

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE 

SECURITIES EXCHANGE ACT OF 1934

 

Dated June 15, 2026

 

Commission File Number 1-14878

 

GERDAU S.A. 

(Translation of Registrant’s Name into English)

 

Av. Dra. Ruth Cardoso, 8,501 – 8° andar 

São Paulo, São Paulo - Brazil CEP 05425-070 

(Address of principal executive offices)

 

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

 

Form 20-F  x           Form 40-F  ¨ 

 

 

 

 

 

Exhibit Index

 

Exhibit   Description of Exhibit
     
99.1   Notice to the Market – Binding Proposal for Acquisition of Equity Stake

 

 

 

 

SIGNATURES

 

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: June 15, 2026

 

  GERDAU S.A.
   
  By: /s/ Rafael Dorneles Japur
  Name: Rafael Dorneles Japur
  Title: Vice-President and Investor Relations Officer

 

 

 

 

Exhibit 99.1

 

 

GERDAU S.A.

Corporate Tax ID (CNPJ/MF): 33.611.500/0001-19

Registry (NIRE): 35300520696

 

NOTICE TO THE MARKET

 

Gerdau S.A. (B3: GGBR / NYSE: GGB) (“Company”) hereby informs its shareholders and the market in general that it has submitted a binding proposal and, on this date, entered into a Share Purchase Agreement with Companhia Paranaense de Energia (“COPEL”) for the acquisition of COPEL’s entire equity interest in Dona Francisca Energética S.A. (“DFESA”), corresponding to 23.03% of its share capital. The transaction implies an enterprise value of R$150 million.

 

The purchase price will be paid in cash on the closing date, using the Company’s own available resources and is subject to customary closing adjustments in accordance with the terms and conditions set forth in the definitive agreements. Additionally, the closing of the transaction is subject to the satisfaction of customary conditions precedent for transactions of this nature, including approval by the Brazilian antitrust authority.

 

Additionally, the transaction includes the waiver by COPEL of its right of first refusal in connection with the acquisition by the Company of the equity interest held by Centrais Elétricas de Santa Catarina (“CELESC”), as disclosed in the Notice to the Market dated April 16, 2026.

 

DFESA is a privately held corporation engaged in electric power generation. It holds an 85% ownership interest in the concession consortium of the Dona Francisca Hydroelectric Power Plant, located on the Jacuí River, in the State of Rio Grande do Sul, between the municipalities of Agudo and Nova Palma. The plant has an installed capacity of 125 MW and firm energy of 72.5 average MW, of which approximately 66 average MW are allocated to DFESA.

 

Currently, Gerdau holds 53.94% of DFESA’s share capital, corresponding to 35.6 average MW of energy. After completion of the acquisition of the interests held by CELESC and COPEL, which will occur upon the fulfillment of the conditions precedent and the receipt of the required approvals, the Company will hold 100% of DFESA’s share capital through a total investment of R$300 million in enterprise value, increasing its self-generation capacity by 30.4 average MW. As a result, Gerdau will utilize the full 65.94 average MW of firm energy available at DFESA for self-generation purposes.

 

The acquisition is aligned with Gerdau’s capital allocation discipline, enhancing cost competitiveness across its businesses and increasing self-generation to more than 50% of its energy consumption, with a focus on renewable energy and in line with the Company’s previously disclosed decarbonization strategy.

 

São Paulo, June 15, 2026.

 

Rafael Dorneles Japur

Vice-President and

Investor Relations Officer

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What acquisition did Gerdau (GGB) announce involving DFESA and COPEL?

Gerdau announced a binding agreement with COPEL to acquire COPEL’s entire 23.03% stake in Dona Francisca Energética S.A. (DFESA). This expands Gerdau’s ownership in the hydroelectric asset as part of its energy self-generation and decarbonization strategy.

How much is Gerdau paying in the DFESA transaction with COPEL?

The transaction implies an enterprise value of R$150 million for COPEL’s 23.03% stake, with the purchase price paid in cash at closing. Gerdau will use its own available resources, subject to customary closing adjustments defined in the definitive agreements.

What will Gerdau’s total investment in DFESA be after acquiring CELESC and COPEL stakes?

After completing the acquisitions of both CELESC’s and COPEL’s interests, Gerdau’s total investment will correspond to R$300 million in enterprise value. This will give the company 100% of DFESA’s share capital, consolidating control of the hydroelectric asset.

How does the DFESA deal affect Gerdau’s energy self-generation capacity?

Once completed, the DFESA transactions will increase Gerdau’s self-generation capacity by 30.4 average MW. The company plans to use the full 65.94 average MW of firm energy from DFESA, taking self-generation to more than 50% of its total energy consumption.

What regulatory approvals are required for Gerdau’s DFESA acquisition?

Closing is conditioned on customary conditions precedent, including approval by the Brazilian antitrust authority. These steps must be satisfied before the share transfers are finalized and Gerdau can consolidate 100% ownership of DFESA.

How is the DFESA hydroelectric plant structured and what capacity does it have?

DFESA holds 85% of the concession consortium for the Dona Francisca Hydroelectric Power Plant on the Jacuí River. The plant has an installed capacity of 125 MW and firm energy of 72.5 average MW, with approximately 66 average MW allocated to DFESA.

How does the DFESA acquisition support Gerdau’s decarbonization strategy?

Gerdau states that acquiring full control of DFESA aligns with its capital allocation discipline and decarbonization strategy. The hydro asset provides renewable self-generation, enhances cost competitiveness, and helps lift self-generated energy to over half of the company’s consumption.

Filing Exhibits & Attachments

1 document

Press Releases