This announcement is for information only, and it does not refer to an offering for the sale of securities.

Transcription

1 This announcement is for information only, and it does not refer to an offering for the sale of securities. ANNOUNCEMENT OF CLOSING OF PUBLIC OFFERING OF DISTRIBUTION OF SIMPLE UNSECURED DEBENTURES, NOT CONVERTIBLE INTO SHARES, IN THREE SERIES, OF THE FORTH (4 TH ) ISSUE BY EDP ENERGIAS DO BRASIL S.A. Pursuant to the provisions of the Brazilian Securities Commission ( CVM ) Instruction No. 358, of January 3, 2002, as amended, and articles 29 and 54-A of CVM Instruction No. 400, of December 29, 2003, as amended ( CVM Instruction 400 ), CVM Instruction No. 471, of August 8, 2008 ( CVM Instruction 471 ), ANBIMA s Regulation and Best Practices Code for Agreement Activities, dated April 1, 2015, ANBIMA s Regulation and Best Practices Code for Public Offerings for Distribution and Acquisition of Securities dated February 3, 2014 ( ANBIMA Code of Offerings ), and the other legal and regulatory applicable provisions, EDP ENERGIAS DO BRASIL S.A., as the issuer and offeror ( Company ), HSBC BANK BRASIL S.A. BANCO MÚLTIPLO ( HSBC or Leading Coordinator ), BANCO BTG PACTUAL S.A. ( BTG Pactual ) and BB BANCO DE INVESTIMENTO S.A. ( BB-BI and, together with the Leading Coordinator and with BTG Pactual, Coordinators ), as intermediary institutions, hereby informs the closing of the public distribution ( Offering ) in three series, of eight hundred and ninety two thousand, two hundred and six (892,206) simple, registered, book-entry unsecured debentures, not convertible into shares, of which: (i) six hundred and sixty four thousand, two hundred and fifty three (664,253) are debentures of the first series ( Debentures of the First Series ); (ii) one hundred and seventy nine, eight hundred and eighty seven (179,887) are debentures of the second series ( Debentures of the Second Series ); and (iii) forty eight thousand and sixty six (48.066) debentures of the third series ( Debentures of the Third Series ) and, together with the Debentures of the First Series and the Debentures of the Second Series, Debentures ), with unit par value of one thousand reais (R$1,000.00) on September 15, 2015 (issue date) and maturity on: (i) September 15, 2018 for the Debentures of the First Series; (ii) September 15, 2021 for the Debentures of the Second Series; and (iii) September 15, 2024 for the Debentures of the Third Series, of the forth (4ª) issue ( Issue ) of EDP ENERGIAS DO BRASIL S.A. Publicly Held Company Category A of Authorized Capital CVM No Rua Gomes de Carvalho, 1996, 8º andar, Bairro Vila Olímpia, CEP , São Paulo, SP CNPJ/MF No / NIRE Totaling R$892,206,000.00

2 (eight hundred and ninety two million and two hundred and six thousand reais), of which seven hundred and fifty million reais (R$750,000,000.00) correspond to the base offering, one hundred and twelve million and five hundred thousand reais (R$112,500,000.00) correspond to the full placement of Supplementary Debentures (as defined in item 6.1) and twenty nine million, seven hundred and six thousand reais (R$29,706,000.00) corresponding to the partial placement of the Additional Debentures (as defined in item 6.2). RISK RATING FOR THE ISSUE BY MOODY S AMERICA LATINA LTDA.: Aa3.br ISIN CODE OF DEBENTURES OF THE FIRST SERIES: BRENBRDBS038 ISIN CODE OF DEBENTURES OF THE SECOND SERIES: BRENBRDBS053 ISIN CODE OF DEBENTURES OF THE THIRD SERIES: BRENBRDBS061 The terms started in capital letters used in this announcement of closing of public offering for distribution of debentures of the forth issue of EDP Energias do Brasil S.A., pursuant to article 54- A of CVM Instruction 400, which was prepared in compliance with article 29 of CVM Instruction 400 ( Announcement of Closing ) that have not been defined so far, written in Portuguese or any foreign language, shall have the meaning ascribed thereto or ascribed in the Definitive Prospectus of Public Offering for Distribution of Simple Unsecured Debentures, Not Convertible Into Shares, in Three Series, of the Forth Issue of EDP Energias do Brasil S.A. ( Definitive Prospectus, and the definition of Definitive Prospectus contemplates all its attachments and documents incorporated thereto by reference), in the Deed of Issue (as defined in item 1.2), in the 1 st Amendment to the Deed of Issue (as defined in item 1.2), or in the 2nd Amendment to the Deed of Issue (as defined in item 1.2), even if subsequently to their use. The Debentures of the Second Series and the Debentures of the Third Series of this Issue were issued pursuant to paragraph 1 of article 1 and article 2 of Law No , of June 24, 2011, as amended ( Law ). Therefore, pursuant to article 2, paragraph 1º-B, of Law , and subject to the requirements and conditions set forth by the National Monetary Council ( CMN ), in accordance with the powers assigned thereto by Law , pursuant to CMN Resolution No , of January 27, 2011, or subsequent rule that changes, replaces or supplement it, the Company, pursuant to and for the purposes of Decree No , of November 9, 2011 undertakes to allocate the funds arising from the Debentures of the Second Series and Debentures of the Third Series in the Projects (as defined in Definitive Prospectus), as approved by the Ministry of Mines and Energy. The holders of the Debentures of the First Series are not entitled to tax benefits addressed by article 2 of Law No CORPORATE APPROVAL AND REGISTRATION OF THE DEED OF ISSUE 1.1. The Issue, the Offering, and the execution of the Deed of Issue, of the 1st Amendment to the Deed of Issue, 2 nd Amendment to the Deed of Issue and the Distribution Agreement (as defined in Definitive Prospectus) were carried out based on the resolutions adopted by the Company s Board of Directors, in the meeting held on August 14, 2015 ( RCA of August 14, 2015 ), as re-ratified on September 16, 2015 ( RCA of September 16, 2015 ), pursuant to article 22, letter p of its Bylaws and paragraph 1 of article 59 of Law No , of December 15, 1976, as amended ( Brazilian Corporate Law ), that approved, among other matters, the forth (4 th ) Issue, in compliance with article 59 of the Brazilian Corporate Law, as well as its terms and conditions, and 2

3 the Offering, by the Company, of Debentures for public distribution, with the tax benefits addressed in articles 1 and 2 of Law for the Debentures of the Second Series and Debentures of the Third Series, pursuant to Law No , of December 7, 1976, as amended, of CVM Instruction 400, CVM Instruction 471, ANBIMA Code of Agreement Activities, and ANBIMA Code of Offerings. The RCA of August 14, 2015 was duly registered with the Board of Trade of the State of São Paulo ( JUCESP ), on August 24, 2015, under No /15-1, as was published in the State Register of São Paulo ( DOESP ) and in the Valor Econômico newspaper, both on August 18, 2015, pursuant to article 62, item I, and article 289 of the Brazilian Corporate Law, and disseminated in the CVM s forwarding system of periodic and occasional information IPE System, on the website and on the Company s page on the world wide web ( The RCA of September 16, 2015 was duly registered with the JUCESP, on September 24, 2015, under No /15-1, and was published in the DOESP and in the Valor Econômico newspaper, both on September 17, 2015, in compliance with article 62, item I, and article 289 of the Brazilian Corporate Law, as well as disseminated in the CVM s forwarding system of periodic and occasional information IPE System, on the website and on the Company s page on the world wide web ( The Issue and the Offering were carried out in accordance with the terms and conditions included in the Private Instrument of Deed of the Forth (4 th ) Issue of Simple Unsecured Debentures, Not Convertible into Shares, in up to Four Series, for Public Distribution, of EDP Energias do Brasil S.A., entered into on August 17, 2015 between the Company and the Trustee (as defined in item 10), which was registered with JUCESP, on September 3, 2015, under No. ED /000 ( Deed of Issue ), and amended through the First Amendment to the Private Instrument of Deed of the Forth (4 th ) Issue of Simple Unsecured Debentures, Not Convertible into Shares, in up to Four Series, for Public Distribution, of EDP Energias do Brasil S.A., entered into on September 18, 2015 between the Company and Trustee, which was duly registered with JUCESP, on September 28, 2015, under No. ED /001 ( 1st Amendment to the Deed of Issue ) and the Second Amendment to the Private Instrument of Deed of the Forth (4 th ) Issue of Simple Unsecured Debentures, Not Convertible into Shares, in up to Four Series, for Public Distribution, of EDP Energias do Brasil S.A., entered into on September 29, 2015, between the Company and the Trustee, filed with JUCESP on September 29, 2015, under No /15-7 ( 2 nd Amendment to the Deed of Issue ) The Deed of Issue was subject to the 2nd Amendment to the Deed of Issue so as to reflect the result of the Bookbuilding Procedure (as defined in the Definitive Prospectus), and so as to specify the final rates to be used for calculation of the Remuneration of Debentures (as defined in Definitive Prospectus), as well as the number of Debentures effectively issued for each series and the allocation of the Supplementary Debentures and the Additional Debentures, and the Allocation Limit (as defined in Definitive Prospectus) mentioned in the Definitive Prospectus was observed. 2. REGISTRATION FOR DISTRIBUTION, TRADING AND ELECTRONIC DEPOSIT. The Debentures were registered in stock exchange market and/or organized over-the-counter market, as the case may be, for: (i) public distribution in the primary market through: (a) MDA Asset Distribution Module, managed and operated by CETIP S.A. Organized Markets ( CETIP ), and distribution was financially settled through CETIP; and/or (b) DDA Asset Distribution System, managed and operated by BM&FBOVESPA S.A. Bolsa de Valores, Mercadorias e Futuros (Securities, Commodities and Futures Exchange) ( BM&FBOVESPA ), and distribution is financially settled 3

4 through BM&FBOVESPA; and (ii) trading in the secondary market, through: (a) CETIP21 Module Securities ( CETIP21 ), managed and operated by CETIP, and trading is financially settled through CETIP and the Debentures are electronically deposited with CETIP; and/or (b) PUMA Trading System Unified Platform of Multi Assets, managed and operated by BM&FBOVESPA, and custody, financial settlement and trading of Debentures are processed by BM&FBOVESPA. 3. TYPE. The Debentures are of unsecured type, pursuant to article 58 of the Brazilian Corporate Law, and they do not grant any special or general privilege to their holders, nor specify goods to guarantee a possible judicial or extrajudicial execution of the Company s obligations arising from the Debentures. 4. FORM, TYPE AND CONVERTIBILITY. The Debentures were issued under the registered, bookentry, simple form, not convertible into the Company s shares, with no issue of any type of certificates. 5. EVIDENCE OF TITLE TO DEBENTURES. The Company shall not issue certificates of Debentures. For all legal purposes, title to the Debentures will be evidenced by the statement issued by the Designated Bookkeeping Agent (as defined in item 11). Additionally, the statement issued by CETIP and/or by BM&FBOVESPA on behalf of the Debenture Holder will be recognized as an evidence of title to the Debentures while the Debentures are electronically deposited with CETIP and/or BM&FBOVESPA. 6. INCREASE IN THE NUMBER OF DEBENTURES. The number of Debentures initially offered was increased, subject to the following provisions: 6.1. Supplementary Debentures. Pursuant to article 24 of CVM Instruction No. 400, the number of Debentures initially offered, without considering the Additional Debentures, was increased by fifteen per cent (15%), i.e. by one hundred and twelve thousand and five hundred (112,500) supplementary Debentures, in the same conditions of the Debentures initially offered ( Supplementary Debentures ), designated to meet the excess demand that was noted in the Bookbuilding Procedure (as defined in Definitive Prospectus), in accordance with the option granted by the Company to the Coordinators in the Distribution Agreement, which was exercised by the Coordinators in mutual agreement with the Company, on the date of disclosure of the Notice of Commencement of the public Offering for distribution of debentures of forth issue of EDP Energias do Brasil S.A., pursuant to article 54-A of CVM Instruction No. 400, which was prepared pursuant to articles 23, paragraph 2 and 52 of CVM Instruction No. 400 ( Notice of Commencement ). At the discretion of the Coordinators and the Company, as observed in the Bookbuilding Procedure, the Supplementary Debentures were allocated together with the Debentures of the First Series, subject to the provisions of the applicable legislation Additional Debentures. Pursuant to paragraph 2 of article 14 of CVM Instruction No. 400, the Company increased, at its sole discretion, the number of Debentures in relation to the number initially offered, without considering the Supplementary Debentures, by three point ninety six per cent (3.96%), i.e., by twenty nine thousand seventy hundred and six (29,706) additional Debentures, in the same conditions of the Debentures originally offered ( Additional Debentures ), with no need for a new application for registration with CVM, on the dissemination date of the Notice of Commencement. At the discretion of the Coordinators and the Company, as 4

5 noted in the Bookbuilding Procedure, the Additional Debentures were allocated together with the Debentures of the First Series, subject to the provisions of the applicable legislation Considering the increase in the number of Debentures originally offered, as set forth in items 6.1 and 6.2 above, the Deed of Issue was adjusted so as to reflect the number of Debentures effectively issued, upon execution of the 2nd Amendment to the Deed of Issue, which was filed with JUCESP, pursuant to Clause of the Deed of Issue, with no need for a new corporate approval by the Company or a General Debenture Holders Meeting (as defined in the Definitive Prospectus). 7. BOOKBUILDING PROCEDURE. The total number of Debentures issued and allocated in each one of the series was established in the Bookbuilding Procedure. The result of the Bookbuilding Procedure was ratified in the 2 nd Amendment to the Deed of Issue, entered into before the granting date of the registration of the Offering by CVM, with no need for a new corporate approval by the Company of by the General Debenture Holders Meeting, and it was disseminated through the Notice of Commencement, pursuant to article 23, paragraph 2, of CVM Instruction No MARKET MAKER. On September 21, 2015, the Company entered into, with BANCO SANTANDER (BRASIL) S.A., a financial institution with head offices at Avenida Presidente Juscelino Kubitscheck, No and No , 26º andar, in the City of São Paulo, State of São Paulo, enrolled with the Brazilian Register of Legal Entities of the Ministry of Finance under CNPJ/MF No / , as a market maker ( Market Maker ), a market maker agreement which purpose is the Debentures, pursuant to CVM Instruction No. 384, of March 17, 2003, aiming at ensuring the existence and continuity of daily firm purchase and sale offers for the Debentures, in CETIP21 and/or on BM&FBOVESPA, for the term of one (1) year, and which may be denounced at any time after at least ninety (90) have elapsed counted from the accreditation of the Market Maker with CETIP, upon notice at least thirty (30) days in advance. 9. RISK RATING AGENCY. MOODY S AMERICA LATINA LTDA., with head offices at Avenida das Nações Unidas, , 16º andar, CEP , in the City of São Paulo, State of São Paulo, enrolled with the Brazilian Register of Legal Entities of the Ministry of Finance under CNPJ/MF No / , was contracted as the risk rating agency, and it assigned the Aa3.br rating to the Debentures. 10. TRUSTEE. The Trustee is PENTÁGONO S.A. DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS, a financial institution with head offices at Avenida das Américas, 4.200, Bloco 8, Ala B, Salas 303 e 304, Bairro Barra da Tijuca, CEP , in the City of Rio de Janeiro, State of Rio de Janeiro, enrolled with the Brazilian Register of Legal Entities of the Ministry of Finance under CNPJ/MF No / ( contacts Ms. Nathalia Machado Loureiro, Marcelle Motta Santoro and Mr. Marco Aurélio Ferreira, Tel.: + 55 (21) , Fax: + 55 (21) , operacional@pentagonotrustee.com.br ( Trustee ). The Trustee also acts, on this date, as trustee of the following issues: (a) third (3 rd ) issue of simple unsecured debentures, not convertible into shares, with security trust, to be converted into the type with collateral security and additional security trust, in a single series, for public distribution, with restricted efforts of Empresa de Energia Cachoeira Caldeirão S.A. ( 3 rd Issue of Cachoeira Caldeirão ), with issue date on December 15, 2014, in which fifteen thousand, six hundred and fifty (15,650) debentures were issued, in the amount of one hundred and fifty six million and five hundred thousand reais (R$156,500,000.00), with 5

6 maturity date on June 15, Until this date, no event of advanced redemption, amortization, conversion, renegotiation and/or default was verified. On the issue date, the debentures of the 3 rd Issue of Cachoeira Caldeirão are guaranteed by security trust of the Company and CWEI (Brasil) Participações Ltda., as set forth in the deed of issue; (b) third (3 rd ) issue of simple, unsecured debentures, not convertible into shares, in a single series for public distribution with restricted placement efforts of Espírito Santo Centrais Elétricas S.A. - ESCELSA ( 3 rd Issue of ESCELSA ), with issue date on August 27, 2014, in which seventeen thousand, six hundred and eighty (17,680) debentures were issued, in the amount of one hundred and seventy six million and eight hundred thousand reais (R$176,800,000.00), with maturity date on August 27, Up to this date, scheduled amortization events were verified, as set forth in the deed of issue of said transaction, and no event of redemption, conversion, renegotiation and default has been observed. On the issue date, ESCELSA s debentures had no guarantees, as set forth in the deed of issue; (c) second (2 nd ) issue of simple, unsecured debentures, not convertible into shares, in a single series for public distribution with restricted placement efforts of the Company ( 2 nd Issue of the Company ), with issue date on April 11, 2013, in which fifty thousand (50,000) debentures were issued, with issue date on April 11, 2013, in the amount of five hundred million reais (R$500,000,000.00), with maturity date on April 11, Up to this date, an amortization event was verified and no event of advanced redemption, conversion, renegotiation and/or default has been verified. On the issue date, the debentures of the 2 nd Issue of the Company are unsecured, as set forth in the deed of issue; (d) second (2 nd ) issue of simple, unsecured debentures, not convertible into shares, in a single series for public distribution with restricted placement efforts, of Companhia Energética do Jari CEJA ( 2 nd Issue of CEJA ), with issue date on October 7, 2013, in which thirty five thousand (35,000) debentures were issued, with issue date on October 7, 2013, in the amount of three hundred and fifty million reais (R$350,000,000.00), with maturity date on October 7, Up to this date, no event of advanced redemption, conversion, renegotiation and default has been observed. On the issue date, the debentures of 2nd Issue of CEJA are guaranteed by security trust by the Company, as set forth in the deed of issue; (e) first (1 st ) issue of simple, unsecured debentures, not convertible into shares, with additional security trust, in a single series, for public distribution, with restricted placement efforts, of Lajeado Energia S.A. ( 1 st Issue of Lajeado ), with issue date on November 25, 2013, in which forty five thousand (45,000) debentures were issued, in the amount of four hundred and fifty million reais (R$450,000,000.00), with maturity date on November 25, Up to this date, no event of advanced redemption, conversion, renegotiation and default has been observed. On the issue date, the debentures of the 1 st Issue of Lajeado are guaranteed by unsecured guarantee by the Company, as set forth in the deed of issue; and (f) fifth (5 th ) issue of simple, unsecured debentures, not convertible into shares, in a single series for public distribution, with restricted placement efforts of Bandeirante Energia S.A. ( 5 th Issue of Bandeirante ), with issue date on April 30, 2014, in which three hundred (300) debentures were issued, in the amount of three hundred million reais (R$300,000,000.00), with maturity date on April 30, Up to this date, no event of advanced redemption, conversion, renegotiation and default has been observed. On the issue date, the debentures of the 5 th Issue of Bandeirante are unsecured, as set forth in the deed of issue. 11. DESIGNATED BOOKKEEPING AGENT AND SETTLEMENT BANK. The settlement bank and the designated bookkeeping agent of the Debentures will be Banco Bradesco S.A., a financial institution with head offices in the City of Osasco, State of São Paulo, at the administrative center named Cidade de Deus, no number, Prédio Amarelo, 2º andar, Vila Yara, enrolled with the Brazilian Register of Legal Entities of the Ministry of Finance under CNPJ/MF No / ( Settlement Bank or Designated Bookkeeping Agent ). 6

7 12. SETTLEMENT DATE. The financial settlement of the Offering, with the respective rendering of accounts and payments, occurred on the following dates, for: (a) Debentures of the First Series on October 8, 2015; (b) Debentures of the Second Series on October 13, 2015; and (c) Debentures of the Third Series on October 14, REGISTRATION WITH CVM. The Offering was previously submitted to the analysis of ANBIMA and CVM and registered under No. CVM/SRE/DEB/2015/009 for the Debentures of the First Series; under No. CVM/SRE/DEB/2015/010 for the Debentures of the Second Series; and under No. CVM/SRE/DEB/2015/011 for the Debentures of the Third Series, all of them granted on October 6, ADDITIONAL INFORMATION ON THE OFFERING. This Announcement of Closing was not published on the Valor Econômico newspaper, and it is available to the interested parties and may be electronically obtained on the following internet pages: Company: EDP Energias do Brasil S.A. on this website, click on "Atas e Comunicados" [Minutes and Notices] and then on Comunicado ao Mercado [Notices to the Market], and finally click on Anúncio de Encerramento de Distribuição Pública da 4ª Emissão da EDP Energias do Brasil S.A. [Announcement of Closing of Public Distribution of the 4 th Issue of EDP Energias do Brasil S.A.]. Coordinators da Offering: Leading Coordinator: HSBC Bank Brasil S.A. Banco Múltiplo on that page, click on Anúncio de Encerramento de Distribuição Pública de Debêntures da 4ª Emissão da EDP Energias do Brasil S.A. [Announcement of Closing of Public Distribution of Debentures of the 4 th Issue of EDP Energias do Brasil S.A.]. Coordinators: Banco BTG Pactual S.A. on that page, click on 2015 on the menu to the left and then on Anúncio de Encerramento [Announcement of Closing] below Distribuição Pública de Debentures da 4ª Emissão da EDP Energias do Brasil S.A. [Public Distribution of Debentures of the 4 th Issue of EDP Energias do Brasil S.A.] BB Banco de Investimento S.A. on this website, access EDP Energias do Brasil and click on EDP Energias do Brasil e clicar em Leia o Anúncio de Encerramento [Read the Announcement of Closing]. The Announcement of Closing shall also be available on the following websites: (i) Brazilian Securities Commission CVM ( on this page access the item Consulta à Base de Dados [Consultation to Database], then choose Companhias [Companies], and subsequently on Documentos e Informações de Companhias [Documents and information on the 7

8 Companies]. On the new page, type EDP Energias and click on Continuar [Continue]. Next, click on "EDP Energias do Brasil S/A and choose Documentos de Oferta de Distribuição Pública [Documents of Public Distribution Offering]. Click on download of Anúncio de Encerramento [Announcement of Closing]); (ii) BM&FBOVESPA S.A. Securities, Commodities and Futures Exchange ( on that page, find Empresas Listadas [Listed Companies] and click on Conheça as companhias listadas na Bolsa [know the companies listed on the stock exchange]; next, type EDP Energias do Brasil S.A., click on EDP Energias do Brasil S.A., click on Informações Relevantes [Significant Information], click on Documentos de Oferta de Distribuição Pública [Documents of Public Distribution Offering], and click on Anúncio de Encerramento da 4ª Emissão de Debêntures para Distribuição Pública [Announcement of Closing da 4ª Issue de Debentures for Public Distribution]); and (iii) CETIP S.A. Mercados Organizados ( on that page, click on Comunicados e Documentos [Communication and Documents] and choose the link Publicação de Ofertas Públicas [Publication of Public Offerings], and then type EDP Energias do Brasil S.A. in the field Título [Title] and click on Buscar [Search]. Next, choose Anúncio de Encerramento da presente Emissão [Announcement of Closing of this Issue], for download). 14. ALLOCATION FINAL DATA (pursuant to Attachment VII of CVM Instruction No. 400, of December 29, 2003, as amended): Type of Investor Debentures Type of Investor Debentures Underwriters of Debentures Debentures Underwriters of Underwriters of of the Debentures of of the Third of the First Debentures of the Debentures Second the Third Series Series Series the Second of the First Series Series Underwritten Underwritten Series Underwritten Individuals Investment Clubs Investment Funds Private Pension Entities Insurance Companies Foreign Investors Intermediary Institutions participating in the distribution consortium Financial institutions linked to the Company and/or the consortium members Other Financial Institutions Other legal entities linked to the Company and/or the consortium members Other Legal Entities Partners, managers, employees, agents and other persons linked to the Company and/or the consortium members Total of 52 investment funds which investment decision is made by 6 managers. 8

9 Other Total THE REGISTRATION OF THIS DISTRIBUTION DOES NOT IMPLY, FROM CVM, ANY GUARANTEE FOR THE VERACITY OF INFORMATION PROVIDED OR JUDGMENT ON THE QUALITY OF THE COMPANY, AS WELL AS ON THE QUALITY OF THE COMPANY AND THE DISTRIBUTED DEBENTURES. São Paulo, October 16, [ANBIMA This public offering (program) was prepared in accordance with the standards of Regulation and Best Practices for the Public Offerings of Distribution and Acquisition of Securities. Registration or previous analysis of this Public Offering does not imply, from ANBIMA, any guarantee for the veracity of information provided or judgment on the quality of the issuing company, of the offeror(s), participating institution(s), as well as the securities to be distributed. This seal does not imply an investment recommendation.] 9