News

NOTICE TO THE SHAREHOLDERS

SHARE CAPITAL INCREASE WITHIN THE AUTHORIZED CAPITAL LIMIT

End of the period for the subscription of shares remaining unsubscribed and allocation of additional shares remaining unsubscribed


Brasil Brokers Participações S.A. ("Company" or "Brasil Brokers’), a publicly-held company with common shares traded on B3 Novo Mercado under code BBRK3, referring to the Notice to Shareholders disclosed on May 11, 2018 ("1st Notice"), through which was announced the approval of the increase of the Company‘s share capital ("Capital Increase") within the limit of the authorized capital, hereby announces the following to its shareholders and to the market in general:

1. Capital increase: The Board of Directors of Brasil Brokers, at a meeting held on May 11, 2018, approved the capital increase, within the limit of the authorized capital, pursuant to Article 5, Paragraph 2 of the Company‘s Bylaws. The capital increase will be up to sixty-seven million, seven hundred and twenty-five thousand, seven hundred and forty-seven reais and ninety two cents (R$67,725,747.92), going from the current six hundred and sixty-two thousand and sixty reais and ninety-three cents (R$603,662,060.93) to six hundred and seventy-one million, three hundred and eighty-seven thousand, eight hundred and eight reais and eighty-five cents (R$671,387,808.85), through the private issue of up to one hundred and forty-four million, three hundred and ninety-seven thousand, three hundred and thirty-six (144,097,336) new common shares, all registered, book-entry and with no par value ("Capital Increase"). Thus, the share capital will go from two hundred and fifty-five million, nine hundred and two thousand, six hundred and sixty-four (255,902,664) shares to up to four hundred million (400,000,000) common shares, all registered, book-entry and with no par value, at the issue price per share of forty-seven cents of real (R$0.47), calculated pursuant to Article 170, Paragraph 1, Item III of Law 6404/76 ("Brazilian Corporation Law").

2. End of the period for the subscription of shares remaining unsubscribed: Period for the subscription of shares remaining unsubscribed and requests for additional shares remaining unsubscribed from the common shares to be issued under the Company‘s Capital Increase, which started on June 25, 2018, including this date, and ended on June 29, 2018, including this date ("Period for the Subscription of Shares Remaining Unsubscribed").

3. Number of shares subscribed: During the Period for the Subscription of Shares Remaining Unsubscribed, sixty million, four thousand, five hundred and fifty-eight (60,004,558) common shares, all registered, book-entry and with no par value issued by the Company were subscribed, for the total amount of twenty-eight million, two hundred and two thousand, one hundred and forty-two reais and twenty-six cents (R$28,202,142.26).

4. Total number of shares subscribed: Under the Capital Increase, a total of one hundred and six million, eight hundred and eighty thousand, three hundred and seventy-one (106,880,371) common shares, all registered, book-entry and with no par value issued by the Company were subscribed, for the total amount of fifty million, two hundred and thirty-three thousand, seven hundred and seventy-four reais and thirty-seven cents (R$50,233,774.37), corresponding to 74.17% of the shares available for subscription under the Capital Increase.

5. Apportionment: The requests for the subscription of additional shares remaining unsubscribed were allocated based on the proportional apportionment provided for in the Notice to the Shareholders disclosed by the Company on June 21, 2018. Thus, the shareholders who requested additional shares remaining unsubscribed up to the limit to which they were entitled to under the apportionment were fully met. The shareholders who requested additional shares remaining unsubscribed over the amount to which they were entitled under the apportionment were equally and fully met.

6. Period for the payment of the shares remaining unsubscribed: The shares remaining unsubscribed and the additional shares remaining unsubscribed, which were subscribed during the Period for the Subscription of Shares Remaining Unsubscribed, subject to the specific procedures of the Central Depository of Assets of B3 and Banco Itaú S.A., the financial institution responsible for the provision of bookkeeping services for the shares issued by the Company ("Bookkeeper"), must be paid-in until July 04, 2018, in national currency.

7. Auction: Given that the number of shares subscribed exceeds the number of eighty-five million, one hundred and six thousand, three hundred and eighty-three (85,106,383) common shares, all registered, book-entry and with no par value, for the total amount of forty million reais and one cent (R$40,000,000.01), whose subscription was needed for the approval of the partially subscribed Capital Increase, as disclosed in a Notice to the Shareholders on May 11, 2018 ("Minimum Subscription"), there will be no sale of unsubscribed shares on the stock exchange, as set forth in Article 171, Paragraph 7, Item "a" of Law 6.404, of December 15, 1976, as amended ("Brazilian Corporations Law").

8. Conditioning: The shareholders that conditioned the total or partial subscription of the Capital Increase upon subscription, pursuant to the notice to the shareholders disclosed by the Company on May 11, 2018, will receive back the funds paid for the subscribed shares that were under the retraction. The total number of shares recorded was of forty-seven thousand, five hundred and thirty (47,530) registered common shares, with no par value issued by the Company, totaling twenty-two thousand, three hundred and thirty-nine reais and ten cents (R$22,339.10). The credit for withdrawals will be made on July 12, 2018 to the shareholders in custody at Banco Itaú S.A. and at B3, which will transfer the amounts through its custodian agents.

9. No period for withdrawal: No additional period will be granted for the withdrawal of the investment decision since it was possible to condition the subscription of the Capital Increase.

10. Ratification of the Capital Increase: Considering the end of the Subscription Period and the achievement of the Minimum Subscription, the Board of Directors of the Company, at a meeting held today, approved the ratification of the Capital Increase, thus, the share capital of the Company went from six hundred and three million, six hundred and sixty-two thousand, sixty reais and ninety-three cents (R$603,662,060.93), divided into two hundred and fifty-five million, nine hundred and two thousand, six hundred and sixty-four (255,902,664) common shares, all nominative, book-entry shares with no par value to six hundred and fifty-three million, eight hundred and ninety-five thousand, eight hundred and thirty-five reais and thirty centavos (R$653,895,835.30), divided into three hundred and sixty-two million, seven hundred and eighty-three thousand, and thirty-five (362,783,035) common shares, all nominative, book-entry shares with no par value.

11. Credit of shares subscribed: The one hundred and six million, eight hundred and eighty thousand, three hundred and seventy-one (106,880,371) common shares, all nominative, book-entry shares with no par value issued by the Company shall be issued and credited in the name of the subscribers by up to five (5) days from this date.

Click here for the Notice.

IR Contact:
Phone: +55 (21) 3433-3000
ri@brbrokers.com.br