Material Fact – 4th Issuance of Debentures – Settlement
MATERIAL FACT
São Paulo, August 29, 2016 – Contax Participações S.A. (“Company” or “Issuer”), pursuant to the Instruction of the Securities and Exchange Commission (“CVM”), Paragraph 358, of January 3, 2002, as amended, and CVM Instruction 476, of January 16, 2009, as amended (“CVM Instruction 476”), and for the purposes of Paragraph 4 of Article 157 of Law No. 6404, of December 15, 1976, as amended, in addition to the material facts disclosed by the Company on July 8 and 19, 2016 and August 11, 2016, hereby announces to its shareholders and to the market in general, that, on this date, took place the liquidation of the public offer of distribution of registered, book-entry, subordinated debentures, in 2 (two) series, with the first series consisting of simple debentures, not-convertible into shares, and the second series consisting of debentures convertible into shares, of the 4th (fourth) issue by the Issuer (“Debentures”), with restricted placement efforts, in compliance with CVM Instruction 476 (“Restricted Offer” and “Issue”, respectively).
The Restricted Offer involved the public distribution, with restricted placement efforts, in Brazil, of 100,843 (one hundred thousand, eight hundred and forty-three) Debentures, with 46,303 (forty-six thousand, three hundred and three) of the first series (“First Series Debentures”) and 54,540 (fifty-four thousand, five hundred and forty) of the second series (“Second Series Debentures”), with a par value of R$1,000.00 (one thousand reais), in the respective issuance dates of the First Series Debentures and the Second Series Debentures, totaling R$100,843,000.00 (one hundred million, eight hundred forty-three thousand reais), coordinated by Banco Modal S.A.
The First Series Debentures were fully paid through the capitalization of the current outstanding balance of the subordinated loan contracted by the Company with CTX Participações S.A. (“CTX”), under the Reprofiling of its financial debt with its creditors, which was completed in the first quarter of 2016 (“Reprofiling”), in accordance with the terms of the “Private Instrument of Subordinated Loan and Other Covenants”, entered into between CTX and the Company on March 14, 2016.
The Second Series Debentures were subscribed and paid in cash in the amount of R$54,540,000.00 (fifty-four million, five hundred and forty thousand reais).
Pursuant to the terms provided for in the indenture of the Debentures and in accordance with the agreement between the Company and its creditors under the Reprofiling, Andrade Gutierrez S.A. and Fundação Atlântico de Seguridade Social subscribed all the Second Series Debentures under the Restricted Offer, in accordance with its investment‘s commitments undertaken with the Company and its creditors on the Reprofiling. The resources of the Restricted Offer will be allocated by the Company, within the ordinary management of its business, to complement and/or strengthen the cash flow of the Company and/or its subsidiaries.
This Material Fact is for informational purposes only and should not, under any circumstances, be construed as an investment advice nor as an offer to buy any securities of the Company, including the Debentures.
Cristiane Barretto Sales
CFO and Investor Relations Officer