B3 S A Brasil Bolsa Balcão : - Apresentação abr-20 EN

Investor Relations

Institutional presentation - 1Q20

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Forward Looking Statements

This presentation may contain certain statements that express the management's expectations, beliefs and assumptions about future events or results. Such statements are not historical fact, being based on currently available competitive, financial and economic data, and on current projections about the industries B3 works in.

The verbs "anticipate," "believe," "estimate," "expect," "forecast," "plan," "predict," "project," "target" and other similar verbs are intended to identify these forward-looking statements, which involve risks and uncertainties that could cause actual results to differ materially from those projected in this presentation and do not guarantee any future B3 performance.

The factors that might affect performance include, but are not limited to: (i) market acceptance of B3 services; (ii) volatility related to (a) the Brazilian economy and securities markets and (b) the highly-competitive industries in which B3 operates; (iii) changes in (a) domestic and foreign legislation and taxation and (b) government policies related to the financial and securities markets; (iv) increasing competition from new entrants to the Brazilian markets; (v) ability to keep up with rapid changes in technological environment, including the implementation of enhanced functionality demanded by B3 customers; (vi) ability to maintain an ongoing process for introducing competitive new products and services, while maintaining the competitiveness of existing ones; (vii) ability to attract new customers in domestic and foreign jurisdictions; (viii) ability to expand the offer of B3 products in foreign jurisdictions.

All forward-looking statements in this presentation are based on information and data available as of the date they were made, and B3 undertakes no obligation to update them in light of new information or future development.

This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities where such offer or sale would be unlawful prior to registration or qualification under the securities law. No offering shall be made except by means of a prospectus meeting the requirements of the Brazilian Securities Commission CVM Instruction 400 of 2003, as amended.

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - Brasil, Bolsa, Balcão

Agenda

B3: Where we come from and highlights

Complete multi-asset and vertically integrated model: highly critical to users

Operational excellence, product development, innovation and focus on the client: long-term drivers of value

Solid financial profile and commitment to returning cash to shareholders

PUBLIC INFORMATION

3

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - Brasil, Bolsa, Balcão

The infrastructure that develops the market

1890	2007	2008	2010	Mar/17
Bolsa Livre	Demutualization and	Demutualization of	Acquisition of GRV by	Merger approval and
(BOVESPA's
IPOs of BOVESPA	Cetip	Cetip	creation of B3
predecessor) is
founded	and BM&F

1984	1986	2008	2009	May/16
Beginning of	Beginning of	BM&F and BOVESPA	Cetip's IPO	Agreement between
Cetip's	BM&F	merger - creation of		BM&FBOVESPA and
activities	activities	BM&FBOVESPA		Cetip (shareholders'
				approval)

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

in 10 years

B3 - Brasil, Bolsa, Balcão

The infrastructure that develops the market

Diversified and vertically integrated model

Single infrastructure integrated to the

financial system

Broadly held corporation with solid governance

R$80 billion in market capitalization¹

Revenue of R$6.6 billion in 2019

More than R$12.0 billion distributed to shareholders

¹ Updated as of May 14, 2020.	5
PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - Brasil, Bolsa, Balcão

Agenda

B3: Where we come from and highlights

Complete multi-asset and vertically integrated model: highly critical to users

Operational excellence, product development, innovation and focus on the client: long-term drivers of value

Solid financial profile and commitment to returning cash to shareholders

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - Diversified Business Model

Diversity of products and services and exposure to different market dynamics

Revenue breakdown

Main services

Drivers and dynamics

(2019)

R$6.6 bn

	Equity
	Listing
	Trading, clearing (CCP²), settlement
	(SSS³) and depository (CSD4)
LISTED	Securities lending
	FICC
	Trading, clearing (CCP), settlement
	(SSS)

Perspectives for the economy

Interest rate and FX volatility

Interest rate level

Number of issuers and investors

Risk appetite

Investors sophistication

Credit outstanding

International transactions (capital raising and trade)

Listed - equity

Listed - FICC¹

OTC

Infrastructure for financing

Technology, data and services

			Trade repository (with or without CCP)	Credit growth
	OTC		Volatility
		Central depository (CSD) and custody
			Interest rate level
	INFRASTRUCTURE		Liens registration and controls	Vehicle sales
		Repository and transmission of	Credit penetration
	FOR FINANCING
		information on loans	Process eletronification
	TECHNOLOGY,		Platforms, connections, access and IT	Number of clients and services
	DATA AND		services (all segments)	Market sophistication
	SERVICES		Data and analytics (all segments)	Demand for new data and analytics solutions

¹ FICC - Fixed Income, Currency and Commodities. ²CCP - Central Counterparty. ³ SSS - Securities Settlement System. 4 CSD - Central Securities Depository,	7
PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Listed Market - Equity

Exposure to the economic cycle, interest rate and sophistication and risk appetite of investors

Revenue breakdown

(2019)

Cash - post-trading

Derivatives - trading and post-trading

Equity CSD

Securities lending

Listing and solutions for issuers

Other segments

Cash equity and derivatives on single stocks

ADTV (R$ bn)

Investors participation (2019)

Main price dynamics

 Basis points (bps)

 Discounts by volume (day traders and total value traded)

Main price dynamics

 R$ per contract (RPC)

 Discounts by volume

Listing, depository and securities lending

Issuers (end of period)

Investors (end of period; thousand)

Sec. Lending (average open positions; R$ bn)

PUBLIC INFORMATION	¹ As of 2016 the Mini contracts volumes were weighted in its respective standard contracts.	8

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Listed Market - FICC (Interest Rates, FX and Commodi ties)

Exposure to volatility, market sophistication and risk appetite of investors

Revenue breakdown		Interest rates in BRL
(2019)	ADV (thousand)	Investors participation (2019)	Main price dynamics
			 R$ per contract (RPC)
				Price differentiation according
				to the contracts' maturity
				Discounts by volume

Main price dynamics

 US$ per contract (RPC)

 Price differentiation according to the contracts' maturity

 Discounts by volume

Derivatives - Interest rates in USD	FX rates
Derivatives - FX rates
Main price dynamics
Derivatives - Commodities		US$ per contract (RPC)
FX spot		Discounts by volume
Other segments

PUBLIC INFORMATION	¹ As of 2016 the Mini contracts volumes were weighted in its respective standard contracts.	9

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

OTC Market

Exposure to the local debt market development and market sophistication

Revenue breakdown

Fixed income instruments and other

(2019)	Bank funding (average stock; R$ bn)	Corporate bonds (average stock; R$ bn)

Investment funds quota (average stock; R$ bn)

Main price dynamics

• Basis points (bps) on the initial registration (bank funding instruments)
• Basis points (bps) on the outstanding volume
• R$ per transaction (except Treasury Direct)
• Incentive programs for brokers (Treasury Direct)
• Discounts by volume

Derivatives	OTC derivatives
Other
Derivatives (average stock; R$ bn)	Structured Notes (average stock; R$ bn)	Main price dynamics
Other segments				Basis points (bps) on the initial
				registration and outstanding volume
				R$ per transaction
			 Cap according to the size of the
				transaction
				Discounts by volume

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Infrastructure for Financing

Exposure to credit and economy growth

Revenue breakdown	National Liens System- SNG
(2019)	Number of vehicles sold (MM)	Number of vehicles financed (MM)	Price dynamics
				R$ per lien
				Discounts by volume

 Revenue-linked expenses

Price dynamics

 R$ per contract transmitted  Discounts by volume

 Revenue-linked expenses

Contracts Sytems

Other

Other segments

Real estate platform

• Assessment of collaterals (integration between financial institutions and appraisers)
• Connection to notary offices (registration collaterals - real estate)
• Connection to the regulator (compliance with regulatory obligations)

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Technology, data and services

Business diversification - data, analytics and other services for financial markets

Revenue breakdown

(2019)

Data and Analytics

Bank B3

Other

Other segments

Technology and access

Average number of clients¹ (thousand)

# electronic cash transfers (thousand)

Other services

 Sinacor: mid and back office system for brokerage houses

 Trading screens for buy side and sell side

 Server Hosting (co-location)

analytics

for the infrastructure for financing segment

segments

Bank B3

• Settlement bank
• Back-officeservices for investment funds
• Custody and representation for non-resident investors
• Depositary institution of BDRs - Brazilian Depositary Receipts

PUBLIC INFORMATION	¹ Only those participants who pay monthly utilization fees in the OTC market.	12

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Growth Drivers - Equity and Debt Capital Markets Act ivity

The capital market's relevance shall continue to grow

Capital raised in the Brazilian market				BNDES disbursements
(R$ bn)			(R$ bn)

Outstanding banking credit for corporates

(R$ tn)

Source: BACEN

Source: Anbima

PUBLIC INFORMATION

*Source: BNDES - *Updated as of 10/2019

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Growth Drivers- Investors Allocation

Interest rate decline - demand for diversification and greater risk exposure

Institutional investors				Individuals
Investment funds (End of period; R$ bn)			Number of Investors (End of period; thousand)

Pension funds (End of period; R$ bn)

Investment Allocation (End of period; R$ bn)

* Updated until 10/2019

PUBLIC INFORMATION	Sources: Anbima, ABRAPP and B3	14
*Updated as of 10/2019
INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - Brasil, Bolsa, Balcão

Agenda

B3: Where we come from and highlights

Complete multi-asset and vertically integrated model: highly critical to users

Operational excellence, product development, innovation and focus on the client: long-term drivers of value

Solid financial profile and commitment to returning cash to shareholders

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

IT Infrastructure investments

Ensuring the smooth functioning of markets

R$2.1 billion invested in the last 7 years

Operational excellence and high-quality services are important competitive advantages

Combined investment

(R$ millions; Combined information)

Main infrastructure projects deployed over recent years

(2013-2019)

• PUMA Trading System: low-latency and high-capacity multi- asset and multi-market trading platform
• B3 Clearinghouse: single infrastructure and risk / margin model for derivatives (listed and OTC) and equities
• New Data Center: scale to comprise own structure and client's (co-location)
• Upgrades on IT infrastructure
• Relocation and consolidation of Data Centers
• Register platform for the Real Estate market
• Upgrades on trading infrastructure - PUMA (DR site)
• Market Data
• RLP - Retail Liquidity Provider

(2020 Budget)

• Renovation of corporate facilities
• Technological Updates
• Product Development

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Products Development

Portfolio expansion; roadmap of developments aligned with clients

Segments	Drivers	Examples

LISTED

OTC

	Trading screen for securities lending
 Enhancements to existing products	Single-stocks futures
 New execution functionalities	New order types in the trading system
 Risk management and operational efficiency	Settlement cycle in T+2 and pre-trading risk controls
 Regulatory-driven adjustments	Fixed income ETFs
	Currency and equity-based indices futures and BDRs
	Covered bonds (LIG)
 Risk management and operational efficiency	Registration of receivables
Fixed income trading system
 Regulatory-driven adjustments
OTC derivatives and structured notes (functionalities, services and
	products)

INFRASTRUCTURE FOR FINANCING

• Services in the vehicles financing value chain
• Real estate platform

Acquisition of Portal de Documentos Enhancements to the Real Estate platform

TECHNOLOGY, DATA AND SERVICES

• Adding more value to data
• New analytic solutions

DATAWISE and UP2DATA iMercado

KYC services (surveillance)

Analytics and services for the credit origination

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - Brasil, Bolsa, Balcão

Agenda

B3: Where we come from and highlights

Complete multi-asset and vertically integrated model: highly critical to users

Operational excellence, product development, innovation and focus on the client: long-term drivers of value

Solid financial profile and commitment to returning cash to shareholders

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Financial robustness

Summary of income statement¹

Net revenues		Adj. expenses²		Adj. EBITDA³		Recurr. net income
(R$ MM; % of change)	(R$ MM; % of change)	(R$ MM; % of change)	(R$ MM; % of change)

+166.5%

+51.7%

+77.9%

Revenue growth,	Expenses growth	Strong cash	Return of major
despite macro crisis	below inflation	generation	part of earnings
in Brazil			to shareholders

PUBLIC INFORMATION	¹ Combined managerial information. ² Adjusted to (i) depreciation and amortization; (ii) long-termstock-based compensation (principal + payroll taxes); (iii) integration-related expenses; (iv)	19
revenue-linked expenses; and (iv) provisions. ³ Adjusted to: (i) integration-related expenses (ii) non-recurring provisions and (iii) other non-recurring items.
	INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Focus on expense control

Historical adjusted expenses¹

(Combined information; R$ MM)

2019 adjusted expenses breakdown

(Combined information)

PUBLIC INFORMATION	¹Expenses adjusted to: (i) depreciation and amortization; (ii) long-termstock-based compensation (principal + payroll taxes); (iii) expenses connected to the business combination with Cetip;	20
(iv) revenue-linked expenses; and (v) provisions (Source: IBGE).
	INFORMAÇÃO INTERNA - INTERNAL INFORMATION

PUBLIC INFORMATION

Appendix

APPENDIX

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Management & Board of Directors

Board of Directors

Board of Directors

Audit committee

Corporate governance and Nomination committee

Product & pricing committee

Personnel and Compensation committee

Risk and financial committee

Current BD composition

Antonio Quintella (Chairperson)

Former CEO of Credit Suisse Brasil and Americas; founder of Canvas Asset Management

Ana Carla Abrão Costa (Vice-Chairperson)

Partner and Market Leader Latin America for Oliver Wyman Consulting

Edgar da Silva Ramos

Partner of brokerage houses and former Chairman of Cetip

Florian Bartunek

Partner and CIO at Constellation Asset Management

Guilherme Affonso Ferreira

Founder and Partner of Teorema Asset Management

José Lucas Ferreira de Melo

Former VP of Unibanco, Former auditor of PWC, Former Director of Cetip

Claudia Farkouh Prado

Senior Member of the Board of Directors of Baker McKenzie Global Law Firm

Cassiano Ricardo Scarpelli

Bradesco C-level Executive

Eduardo Mazzilli de Vassimon

Former C-level executive of Itaú

José Berenguer Neto

CEO of JP Morgan Brazil

José Roberto Machado Filho

C- level Executive of Santander and Former Director of Cetip

Independent members

Linked to

market participant

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Management & Board of Directors

Executive Board

Chief Executive Officer

GILSON FINKELSZTAIN

Chief Operating Officer	Chief Financial Officer	Chief Product and	Chief Technology
		Client Officer	Officer

CÍCERO		DANIEL		JUCA		RODRIGO
VIEIRA		SONDER		ANDRADE		NARDONI
		Executive Director of
								the Financing Unit
								MARCOS
								FERREIRA

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Corporate governance and ownership structure

Broadly-held Corporation with solid corporate governance structure

Sound corporate governance practices

Listed at Novo Mercado (voting shares only and other shareholders' rights, transparency, etc.)

Board of Directors:

• Majority independent, including the chairman (regulatory requirement)
• Other Board members are linked to market participants (not connected to controlling group or management)
• Board of Directors and its Committees have clearly-defined activities

Management compensation aligned with Company's performance and strategic objectives, as well as with shareholders' long-term interests

Solid risk management and internal control structures and policies

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3's Clearinghouses Safeguard Structures

Robustness that assures market integrity

B3 S.A - Brasil, Bolsa, Balcao Clearing Risk Metrics

Clearinghouses	B3 (derivatives and equities)
# of clearing members (CM)	69
Margins
Total margins deposited (R$ bn)	312.02
Confidence level (%)	99.96%
At risk / close-out period	Futures contracts 2-10 days; listed options 5 days; OTC derivatives 10 days; cash equity,
forwards and securities lending 2-10 days
	Cash BRL, Brazilian government bonds, gold, stocks and publicly traded share (unit)
Type of collateral eligeble for margins	certificates traded on B3, Brazilian deposit receipts (BDR) , banks LC and CD, bank letter of
	guarantee, ETF, shares in selected funds1
Margining system	CORE - CloseOut Risk Evaluation
Margin calculation level	Calculates margin at the investor level (individuals who hold positions directly or funds). The
clearing member's house position is deemed as an additional single client portfolio
¹ Non-resident principals are also allowed to deposit as collateral: US dollar, ADR, US Treasury securities and German Treasury securities. For non-resident principals	25
PUBLIC INFORMATION under Resolution 2,687, the only assets eligible for collateral are US dollars and US Treasury securities.

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3's Clearinghouses Safeguard Structures (Cont'd)

Robustness that assures market integrity

B3 S.A - Brasil, Bolsa, Balcao Clearing Risk Metrics

Clearinghouses	B3 (derivatives and equities)
Clearing funds (CF)
		The Clearing Fund, which is part of the safeguard structure, is composed by variable
		contributions made by clearing members, (proportional to risk exposure) and fixed
General approach for calibrating the size of the	contribution made by B3. The BM&FBOVESPA Board conducts credit stress tests to assess
guaranty funds	the level of protection of the safeguards structure, which should be at least sufficient to cover
		the 2 largest exposures.
		1) defaulting customer guarantees: linked to the defaulting broker and MC; (2) defaults from
		the defaulting customer linked to other brokers and / or other MCs, upon their authorization;
		(3) guarantees from the defaulting broker linked to the defaulting MC, including the minimum
Waterfall order	non-operating guarantee; (4) guarantees from the defaulting MC; (5) defaulting MC's
contribution to the settlement fund; (6) B3's contribution to the settlement fund; (7)
		contribution from other defaulting MCs to the settlement fund; and (8) B3 housing
		exclusively dedicated to the chamber.
		The total amount of contributions made by the participant for reconstitution of the fund in any
		period of 20 working days is limited to 3 times the amount of the individual contribution
Default fund replenishment following a default	requested by the participant. If the contributions of the defaulting participants are used, the
contributions made to replenish them may not be used to cover losses arising from or prior
		to the default in question.
Default experience	None
	PUBLIC INFORMATION B3 also owns and manages the Clearing House whose required guarantees represents only 0.13% of the total guarantees required by the BM&FBOVESPA Clearinghouse.	26
	As Of August, 2019	INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - Goodwill from the business combination of BM&F and Bovespa

Status of the ongoing discussions

Tax year

(notices received)

2008-2009

(11/29/2010)

2010-2011

(04/02/2015)

2012-2013

(09/21/2017)

2014-2016

(10/18/2019)

Notional amount under

discussion

(R$ bn - includes fines and interest)

R$1.3 billion

R$2.7 billion

R$3.3 billion

R$4.2 billion

DRJ

(local IRS)

10/21/2011

(partial impugnation)

04/27/2016

(partial impugnation)

08/03/2018

(partial impugnation)

Administrative level

CARF

(IRS appeal - lower

chamber)

05/09/2014

(3x3 votes)

06/21/2017

(5x3 votes)

10/16/2019

(7x1 votes)

CARF

(IRS appeal - higher

chamber)

04/05/2017

(4x4 votes)

09/11/2019

(5x5 votes)

Judiciary

(three levels)

05/18/2020

(1st instance)

(Unfavorable Decision)*

PUBLIC INFORMATION	*note: 05/18/2020 - Material Fact -https://apicatalog.mziq.com/filemanager/v2/d/5fd7b7d8-54a1-472d-8426-eb896ad8a3c4/4856ebae-dfe5-3ab4-d001-b1a2cb2df734?origin=2	27

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

OPERATING PERFORMANCE

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Listed - Equities

ADTV1

Stock indices futures - ADV and RPC

Average annual market cap and Turnover Velocity2

Investor Participation in volumes¹

¹ Includes: cash and derivatives (options and forward) on equities. 2	Ratio of cash equities trading volume in the period to the average overall market capitalization in the same period.	29
PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Listed - FICC

Average Daily Traded Volume - ADV		Revenue Per Contract - RPC
(Thousand of contracts)	(BRL)

Investor Participation in volumes1

Open Interest of derivatives contracts2

¹ Considers mini-contracts2As of 2016 it does not consider OTC volume and starting from Jan/17, Mini contracts were weighted in its respective standard contracts: Equities, FX	30
PUBLIC INFORMATION and Commodities.

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

OTC

Fixed Income - Volume

(BRL trillion)

Others - Volume

(BRL trillion)

Derivatives - Volume

(BRL trillion)

Treasury Direct

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Infrastructure for Financing and Technology, Data and Services

Infrastructure for Financing

0.0%

0.0%

5.0%

56.6%

68.2%

65.4%

59.7%

66.5%

70.8%

73.6%

71,4%

62.7%

58.8%

XX%

Contracts System's market-share

Technology, Data and Services

Number of cash transfers (TED) processed (thousand)

Average number of participants in OTC Market (thousand)

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Trading in ADRs of Brazilian companies

	End of CPMF
Novo Mercado	(Financial
Transaction Tax)	End of IOF Tax (2%) for
Launch
	foreign investors
(Dec. 2000)
Sarbanes-Oxley Act	(Dec. 2011)
	(Jul. 2002)

Dec'18 20.9%

15.9%

5.0%

79.1 %

35.7%

43.4%

Source: Bloomberg (in USD traded value of brazilian companies with ADRs programs level 2 and 3)

PUBLIC INFORMATION

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INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - New pricing policies for the cash equities mark et

Pricing tables were announced on jan-20 and will be implemented throughout the year

Base-price* of trading and post-trading in the cash equities market

Securities custody fees

TODAY

Current Rates (bps)

	Local	Other
	Institucional
	investors
	Investors
Trading	0.50	0.50
Post-Trading	2.00	2.75
(CCP e CSD)
Total	2.50	3.25

NEW POLICIES

Announced Rates (bps)

All of the investors

Trading0.60

CCP2.14

TTA0.26

Total

3.00

TODAY

	Up to R$9.28/month
Custody account	for residents
maintenance fee	R$115.83/month for
	non-residents
Value in custody fee	Progressive table
Fee for processing	Zero
financial earnings

NEW POLICIES

Zero

New Progresive table

0.12% of payout

(cap of R$ 5,000/payout)

• Lower Rates for local funds
• Progressive discount for all investors based on the total Market ADTV in the previous month
• Unified post-trading tariffs

• Equalized rates for all
• Progressive discount based on the consolidated ADTV per final user, which can be gathered into a master account, with a deeper table: easier to achieve bigger discounts
• Segmentation in clearing (CCP) and Depositary (TTA) rates**

• Account maintenance fee in custody for locals and foreigners
• Fee on the value in custody charged from a progressive table, with exemption for individuals with investments of up to R$300 thousand and foreign investors

• End of monthly custody account maintenance fee
• Fee on the amount in custody charged from a new progressive table, with exemption for investments of up to R$20 thousand
• New fees on the processing of earnings, with a cap of R$5,000 and exemption for individual with applications of up to R$20 thousand

Other changes:		New table of additional discounts for day trade operations and introduction of the incentive program for large day traders
		New fee for the process of withdrawing assets from the depository: 0.67% of the withdrawn asset's value.

*Before the volume discount is applied

34

** not valid to day trade

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

B3 - New pricing policies for the cash equities mark et

Pricing tables were announced on jan-20 and will be implemented throughout the year

Progressive table of trading and CCP tariffs (Non-day Trade)

Monthly ADTV(R$)	Trading	CCP	TTA		Total
From	To	tariff	tariff	(year 1)*	From		To
0.01	100.000,00	0.600	2.140			3.00
100,000.01	200.000,00	0.583	2.077		3.00		2.96
200,000.01	1.000.000,00	0.567	2.023		2.96		2.87
1,000,000.01	20.000.000,00	0.534	1.906		2.87		2.71
20,000,000.01	150.000.000,00	0.468	1.672		2.71		2.44
150,000,000.01	600.000.000,00	0.403	1.437	0.26	2.44		2.19
600,000,000.01	1.000.000.000,00	0.359	1.281		2.19		2.07
1,000,000,000.01	2.000.000.000,00	0.337	1.203		2.07		1.94
2,000,000,000.01	3.000.000.000,00	0.294	1.046		1.94		1.82
3,000,000,000.01	4.000.000.000,00	0.261	0.929		1.82		1.73
Acima de 4,000,000,000.00	0.217	0.773		1.73		-

Reduction table for day-trade operations

*The value of the TTA will be determined, for each year, based on the global ADTV of non-day trade operations of the previous year:

Global ADTV	TTA
(R$ Bn)
(bps)
From	To
0	12	0.260
12	16	0.225
16	20	0.190
20	24	0.170
24	28	0.140
Over 28	0.135

Progressive Rate Table on the value in custody fee

Table of incentive program for large day traders

 To participate in the program, the investor must formally request B3 to be included, via the customer service system

 The investor's approval and maintenance in the program is subject to compliance with minimum requirements:

 Maintain an ADTV of at least R$100 million

 At least 90% in day trade operations

 If the investor fails to comply with the minimum ADTV requirement while enrolled in the Program, he will not have access to the differentiated table

PUBLIC INFORMATION

35

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

1Q20 EARNINGS PRESENTATION

May 14th, 2020

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Forward looking statements

This presentation may contain certain statements that express the management's expectations, beliefs and assumptions about future events or results. Such statements are not historical fact, being based on currently available competitive, financial and economic data, and on current projections about the industries B3 operates in.

The verbs "anticipate," "believe," "estimate," "expect," "forecast," "plan," "predict," "project," "target" and other similar verbs are intended to identify these forward-looking statements, which involve risks and uncertainties that could cause actual results to differ materially from those projected in this presentation and do not guarantee any future B3 performance.

The factors that might affect performance include, but are not limited to: (i) market acceptance of B3 services; (ii) volatility related to (a) the Brazilian economy and securities markets and (b) the highly-competitive industries in which B3 operates; (iii) changes in (a) domestic and foreign legislation and taxation and (b) government policies related to the financial and securities markets; (iv) increasing competition from new entrants to the Brazilian markets; (v) ability to keep up with rapid changes in technological environment, including the implementation of enhanced functionality demanded by B3 customers; (vi) ability to maintain an ongoing process for introducing competitive new products and services, while maintaining the competitiveness of existing ones; (vii) ability to attract new customers in domestic and foreign jurisdictions; (viii) ability to expand the offer of B3 products in foreign jurisdictions.

All forward-looking statements in this presentation are based on information and data available as of the date they were made, B3 undertakes no obligation to update them in light of new information or future development.

This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities where such offer or sale would be unlawful prior to registration or qualification under the securities law. No offering shall be made except by means of a prospectus meeting the requirements of the Brazilian Securities Commission CVM Instruction 400 of 2003, as amended.

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

1Q20 Highlights - Operational Performance

	1Q20	1Q20 / 1Q19
	(%)
Listed - Equities
ADTV (R$ millions)	27,863.8	72.2%
Equities
Margin (bps)	4.119	-0.293 bps
ADV (thousands of contracts)	2,175.8	70.3%
Stock Indices
Average RPC (R$)	1.120	31.0%
ADV total (thousands of contracts)	4,958.3	57.8%
Listed - Derivatives
Average RPC (R$)	1.446	-15.4%
OTC
New issues (R$ bn)	2,583.7	21.8%
Fixed Income
Outstanding volume (R$ bn)	2,035.8	4.1%
New transactions (R$ bn)	3,991.0	73.9%
Derivatives
Outstanding volume (R$ bn)	3,432.7	44.2%

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

1Q20 Highlights - Financial Performance

1Q20 / 1Q19

1Q20

(%)

R$ million

Total revenue

2,125.238.7%

	Listed	1,506.8	57.7%
	OTC	245.5	2.0%
	Infrastructure for financing	104.3	-31.5%
	Technology, data and services	270.0	46.6%
	Net revenue	1,905.2	38.2%
	Adjusted expenses1	(273.8)	18.2%
	Recurring EBITDA1	1,569.3	61.6%
	Recurring EBITDA margin1	82.4%	+ 1.193 bps
	Financial Result	(112.2)	-
	Recurring net income2	1,156.6	57.0%

¹ See reconciliation at the appendix on slide 15. 2 See reconciliation on slide 16.

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Performance by segment

Listed - equities (50% of total revenues)

Revenue (R$ million)

Performance (vs 1Q19): +67%

 ADV of stock indices future contracts with 70% growth

 Growth of 116% in the number of clients' accounts in the equity depository (incentives for brokerage firms reached R$28.7 million in 1Q20)

 Revenue from Listing and services for issuers positively impacted by the activity in the local capital markets (4 IPOs and 5 follow-ons)

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Performance by segment

Listed - equities

Equities Depository Breakdown

Avg. (R$bn)

• Individuals balance on the equities depository have continued to increase in the 1Q20
• Although foreign investores have lowered their representativeness, they are still 41% of the total in

Investor's participation on

cash equities

-

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Performance by segment

Listed - FICC (21% of total revenues)

Revenue (R$ million)

Performance (vs 1Q19): +39%

 Interest rates in BRL

 Growth in the ADV partially offset by lower RPC (concentration in short-term contracts and more options contracts)

 FX related contracts1

 Growth in the ADV driven by the increase in Mini FX rate contracts along with the appreciation of the USD

¹ The average RPC of FX Rate and Interest Rate in USD contracts in 4Q19 takes into account the average PTAX closing price at the end of Sep'19, Oct'19 and Nov'19 (R$4.15), while the PUBLIC INFORMATION average RPC for 4Q18 takes into account the average PTAX closing price at the end of Sep'18, Oct'18 and Nov'18 (R$ 3.86).

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Performance by segment

OTC (12% of total revenues)

Revenue (R$ million)

Performance (vs 1Q19): +2%

 Fixed Income

 Treasury Direct: revenue of R$ 40.1 million (vs R$ 20.3 million in 1Q19) Incentives in the expansion program are now classified as expenses

 Increase in issuances of corporate debt offset by redemption of debentures issued by leasing companies¹

 Derivatives

 Increase in the financial volume and growth in outstanding volume, mainly in FX forward and swaps contracts

¹ In Oct'16, the Central Bank published a resolution prohibiting the execution, extension and renewal of REPOS with securities issued by companies linked to the same financial PUBLIC INFORMATION conglomerate, including debentures issued by leasing companies.

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Performance by segment

Infrastructure for financing (5% of total revenues)

Revenue (R$ million)

4

Revenue-linked expenses¹

Performance (vs 1Q19): -31%

• National Liens System (SNG)
• • 1% growth in the number of financed vehicles
• Contracts System
• • New model implemented in some states, in which the cost of the registering company is no longer included in the fees charged by B3 (lower revenue and lower revenue-linked expense), with a reduction in the net result to B3
• Others
• • Positive impact from the acquisition of Portal de Documentos

¹ Considers only the revenue-linked expenses related to the Infrastructure for financing segment.

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Performance by segment

Technology, data and services (13% of total revenues)

Revenue (R$ million)

Performance (vs 1T19): +47%

 Technology and access

 Increase in the number of clients in the OTC segment and addition of BLK revenues

 Data and analytics

 Positive impact from the appreciation of the US Dollar against the Real (approx. 47% of this revenue is linked to the US Dollar)

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Adjusted expenses1

(R$ million)

	Data processing:	Third-party services	Others³
Adjusted personnel²	(+66.7%)	(+0.7%)	(-5.8%)
Intensification of
(+13.0%): reflecting
projects and new
new hires,
ones
consolidation of BLK
and Portal de
Documentos and the
annual inflation
adjustment1 to wages

+18.2

%

(in R$ million and % of	Adjusted	Data	Third-party	Others
total adjusted expenses)	personnel	processing	services
1Q20	169.0 (60.9%)	60.9 (22.3%)	15.8 (5.8%)	28.1 (10.2%)
1Q19	149.5 (64.6%)	36.5 (15.8%)	15.7 (6.8%)	29.8 (12.9%)

¹ Adjusted to exclude (i) depreciation and amortization; (ii) long-termstock-based compensation (principal + payroll taxes); (iii) integration-related expenses; (iv) provisions and (v) revenue-

PUBLIC INFORMATION linked expenses. ² Excludes the long-termstock-based compensation (principal + payroll taxes). 3 Includes expenses with communication, maintenance, taxes, board and committee
members compensation and others.	INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Financial highlights

Cash and Financial Investments1 (R$ million)

11,523

10,793

9,350

Third-party	Total	Restricted and
		unrestricted

2

3

4

Financial Leverage and Debt Schedule

Debt Amortization Schedule (R$ billion) and Financial Leverage5

0.9x LTM EBITDA

B3's cash supports clearing activities and general corporate needs. Includes R$943 million in IoC and dividends already paid in Apr'20 and May'20

Third-party cash of R$ 3.2 bn is not considered as B3's own cash, but the Company earns interest on most of this cash balance

2020 guidance:

• Financial leverage of up to 1.5x Gross Debt / Recurring LTM EBITDA
• Payout ratio between 120% and 150% of IFRS net income

1 There was a change in the manner that we present the Company's cash position and financial investments for an easier reconciliation with the financial statements 2 Includes earnings and

PUBLIC INFORMATION rights on securities in custody. 3 Primarily composed of B3 Bank clients' deposits. 4 Does not include investments in Bolsa de Valores Mexicana, Bolsa de Comercio de Santiago, Bolsa de Valores de Colômbia, Bolsa de Valores de Lima and B3 Inova amountingINFORMAÇÃOto R$370INTERNA.3 million in- INTERNAL4Q19. 5 TotalINFORMATIONDebt is net of derivative instruments

Financial highlights

Cash generation

R$ million	1Q20	1Q19
Adjusted net cash from
operating	1,468	1,038
activities¹
Net cash from investment	35	32
activities²
Net cash from financing
activities	(91)	(84)
before distributions³
Cash generation (before
distributions, capex and	1,412	986
acquisitions)

Cash destination - 1Q20 (R$ million)

1,41

2

(51)

927

(434)

1Q20 cash		Distributions	Cash
Capex	related to the	generated
generation
	fiscal year 20204	and retained
			in the period

¹ Cash flow from operating activities, adjusted by the variation of financial investments and third-parties collateral. ² Cash flow from investment activities other than capex and acquisitions. ³ PUBLIC INFORMATION Cash flow from interest and amortization paid and debt issued in the period. 4Distributions include dividends, interest on capital (IoC) and share buyback.

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Appendix

PUBLIC INFORMATION

49

Financial Statements

Adjusted expenses reconciliation (R$ million)

	1Q20	1Q19	1Q20/1Q19	4Q19	1Q20/4Q19
	(%)	(%)
Expenses	(597.8)	(665.0)	-10.1%	(656.6)	-8.9%
(+) Depreciation and amortization	261.9	257.6	1.7%	257.8	1.6%
(+) Long term stock based compensation	42.1	52.5	-19.8%	38.6	9.1%
(+) Expenses related to the combination with Cetip	-	-	-	-	-
(+) Provisions (recurring and non-recurring)	(21.1)	48.4	-143.5%	18.2	-215.9%
(+) Revenue-linked expenses	41.1	74.9	-45.2%	30.1	36.3%
Adjusted expenses	(273.8)	(231.6)	18.2%	(311.8)	-12.2%

EBITDA reconciliation (R$ million)

			1Q20	1Q19	1Q20/1Q19	4Q19	1Q20/4Q19
			(%)	(%)
		EBITDA	1,569.3	970.8	61.6%	1,179.9	33.0%
		(+) Expenses related to the combination with Cetip	-	-	-	-	-
		(+) Non-recorring provisions	-	-	-	-	-
		Recurring EBITDA	1,569.3	970.8	61.6%	1,179.9	33.0%
		Recurring EBITDA margin	82.4%	70.4%	1.193 bps	74.7%	763 bps

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION

Financial Statements

Net income reconciliation (R$ million)

		1Q20	1Q19	1Q20/1Q19	4Q19	1Q20/4Q19
		(%)	(%)
	Net income (attributable to shareholders)	1,025.6	606.2	69.2%	733.4	39.8%
	(+) Expenses related to the combination with Cetip	-	-	-	-	-
	(+) Non-recurring provisions	-	-	-	-	-
	(+) Impairment	-	-	-	-	-
	(+) Amortization of intangibles from combination with Cetip	131.1	130.3	0.6%	130.9	0.1%
	Recurring net income	1,156.6	736.5	57.0%	864.5	33.8%
	(+) Deferred Tax (goodwill from Cetip combination)	119.6	119.6	-	119.6	-
	Recurring net income adjusted by goodwill tax benefit	1,276.3	856.1	49.1%	984.2	29.7%

PUBLIC INFORMATION

INFORMAÇÃO INTERNA - INTERNAL INFORMATION