Empreendimentos Pague Menos S.A. (BOVESPA:PGMN3) entered into share purchase agreement to acquire Imifarma Produtos Farmacêuticos e Cosméticos S.A. (Extrafarma) from Ipiranga Produtos de Petróleo S.A. for BRL 700 million on May 18, 2021. The payment will be made in three installments: 50% on the closing date of the deal, and another two installments of 25%, on the following anniversaries of the acquisition. The consideration includes BRL 99.89 million in debts and is subject to adjustments due mainly to changes in working capital and Extrafarma's net debt position on the closing date of the transaction. Such Price per Share was based on an enterprise value of Extrafarma of BRL 700 million, which, discounting the amount of existing indebtedness as of December 31, 2020, totaling BRL 99.89 million, resulted at an equity value of BRL 600 million. A guarantee will be provided by a shareholder for the last two installments. As of May 9, 2022 Pague Menos will pay half of the BRL 700 million ($138 million) deal to Extrafarma owner, Ultrapar Participacoes SA after Cade's approval. The remainder will be paid in two years. Novais said Pague Menos will pay for the acquisition with its cash flow.

Preemptive rights will be granted to Ultrapar's shareholders who wish to acquire Extrafarma's shares, proportionally to their respective participation in Ultrapar's share capital and for the same price per share to be paid by Pague Menos, pursuant to article 253 of the Brazilian Corporate Law. The shareholders of Ultrapar that exercise such right will become direct shareholders of Extrafarma. The completion of this transaction is subject to usual conditions precedent in such deals, including approval by the Brazilian antitrust authority and by the general shareholders' meeting of Pague Menos, pursuant to the terms of article 256 of the Brazilian Corporate Law, to be called by the purchasing company in due course, and as already ratified by its controlling shareholder. The transaction has been approved by the Board of Directors of Ipiranga Produtos. As of May 9, 2022 CADE has approved the deal. Bradesco BBI acted as the financial advisor and Mattos Filho acted as legal advisor for Ultrapar. Lefosse Advogados acted as legal advisor for Pague Menos. McKinsey acted as the advisor for both Ultrapar and Pague Menos.

Empreendimentos Pague Menos S.A. (BOVESPA:PGMN3) completed the acquisition of Imifarma Produtos Farmacêuticos e Cosméticos S.A. (Extrafarma) from Ipiranga Produtos de Petróleo S.A. for approximately BRL 740 million on August 1, 2022.