Material Fact – Acquisition of relevant stake in debentures
MATERIAL FACT
São Paulo, June 13, 2019. Liq Participações S.A. (“Company”; LIQO3), in compliance with the provisions of Instruction No. 358/02 of the Brazilian Securities and Exchange Commission (“CVM”), as amended, and for the purposes of paragraph 4 of article 157 of Law 6,404/76, as amended (“Brazilian Corporate Law “), hereby informs its shareholders and the market in general that, received, on this date, notice from Planner Corretora de Valores S.A. (“Notice” or “Planner”, respectively), administrator and manager of ARISTOS FUNDO DE INVESTIMENTO MUTIMERCADO CREDITO PRIVADO, closed and non-exclusive fund, CNPJ/ME n. 33.342.000/0001-19 (“Fund” or “Aristos”), informing that the Fund acquired the amount of 33,433,955 (thirty-three million, four hundred and thirty-three Thousand, nine hundred and fifty-five) debentures of the 3rd series of the 5th issue, 128,933,926 (one hundred and twenty-eight million, nine hundred and thirty-three thousand, nine hundred and twenty-six) debentures of the 4th series of the 5th issue and 12.461.276 (twelve million, four hundred and sixty-one thousand, two hundred and seventy-six) debentures of the 6th issue of debentures issued by the Company and requested to the registrar agent on June 10, 2019, the conversion of these debentures into common shares of the Company.
Also, in accordance with the letter received, as a result of the conversions, the Fund will become a relevant shareholder and will actively act with the objective of better conducting the Company‘s activities, observing all the best practices of corporate governance and transparency with shareholders and the general market.
According to the administrator and manager of the fund, the request for conversion is not intended to change the Company‘s control structure, “without prejudice, however, to the possibility of timely indicating members to the Company‘s board of directors.”
The Fund also declares its support to the directors who took office on May 30, 2019, recording their “confidence in the Company‘s long-term potential, in the capacity of its employees and that the Company has all the conditions to become one of the Latin America services platform, through greater operational efficiency, the adequacy of the capital structure in progress and the use of strategic opportunities that accelerate this process, generating value for all stakeholders. ”
Conversion, according to the Notice, is also not part of any agreement that regulates the exercise of voting rights or equity rights in relation to securities issued by the Company and the Fund‘s participation in the Company has the nature of long-term investment .
Finally, Planner informs that the Fund does not currently have a defined amount of interest in the Company, but is open to new acquisitions of common shares issued by the Company, which, if and when they occur, will be carried out in compliance with the rules of the Company‘s Bylaws and all current legislation.
The Company will keep its shareholders, investors and the market in general informed on the subject matter of this material fact.
Luciano Bressan
Chief Financial and Investor Relations Officer