Locaweb Serviços de Internet S.A. (BOVESPA:LWSA3) signed an agreement to acquire Organisys Software Ltda. from state of Rio Grande do Sul, Crescera Capital Acquisition Corp. and others for approximately BRL 520 million on April 21, 2021.

The acquisition are supported by the funds raised through the IPO in 2020 and follow-on offer in 2021, which raised BRL 1.30 billion and BRL 2.7 billion respectively. Additionally, the sellers may be entitled to receive an earnout, depending on the achievement of certain financial goals based on the net operating revenue of Organisys Software Ltda and its subsidiaries. As a guarantee to Locaweb Serviços de Internet S.A. of certain indemnification obligations assumed by the sellers in the Organisys Software Ltda.

Agreement, a portion of the earnout amount will be retained and, if not used or partially used for the payment of indemnity, its remaining balance may be released to the sellers, in accordance with the rules and procedures set forth in the Organisys Software Ltda. Agreement. The transaction is also subject to certain adjustments of net debt and working capital.

Simultaneously, Locaweb Serviços de Internet S.A. and Organisys Software Ltda. also entered into another purchase and sale agreement for the acquisition of all shares issued by Pagcerto Soluções em Pagamento S.A. Antônio Nodari, founder of Organisys Software Ltda., remains as Chief Executive Officer of the operation and will maintain the team of employees at its head office in Bento Gonçalves. The transaction is subject to are subject to the fulfillment of certain conditions precedent and approval of the Administrative Council for Economic Defense (CADE).

Ivan Barboza, Lincoln Shiroma and Arthur Valentini of Clairfield International acted as financial advisors for Locaweb. Pereira P. Cavalcanti and Monica de Castro of Baker & McKenzie LLP acted as a legal counsel to Criatec II Fundo de Investimento em Participações fund managed by Crescera Investimentos. Trench Rossi E Watanabe Advogados acted as legal advisor to Crescera Investimentos.

Tauil & Chequer Advogados acted as legal advisor to Locaweb Serviços de Internet S.A.