HYPERMARCAS S.A.

A Publicly-Held Corporation

CNPJ/MF No. 02.932.074/0001-91
NIRE 35.300.353.251

CALL NOTICE

GENERAL MEETINGS OF HOLDERS OF DEBENTURES OF 2nd AND 3rd SERIES OF THE 3RD PUBLIC ISSUANCE OF SIMPLE DEBENTURES, OF THE 1st AND 2nd SERIES OF THE 4th PUBLIC ISSUANCE OF SIMPLE DEBENTURES, OF THE SINGLE SERIES OF THE 5th PUBLIC ISSUANCE OF SIMPLE DEBENTURES, OF THE SINGLE SERIES OF THE 6th PUBLIC ISSUANCE OF SIMPLE DEBENTURES AND OF THE 1st AND 2nd SERIES OF THE 1st PRIVATE ISSUANCE OF SIMPLE DEBENTURES COMBINED WITH A SUBSCRIPTION WARRANT OF HYPERMARCAS S.A.

The holders of debentures of the 2nd and 3rd series of the 3rd public issuance of simple debentures ("Holders of Debentures of the 2nd Series of the 3rd Public Issuance" and "Holders of Debentures of the 3rd series of the 3rd Public Issuance", respectively), of the

1st and 2nd Series of the 4th public issuance of simple debentures ("Holders of

Debentures of the 1st Series of the 4th Public Issuance" and "Holders of Debentures of the 2nd Series of the 4th Public Issuance", respectively), of the single series of the 5th public issuance of simple debentures ("Holders of Debentures of the Single Series of the 5th Public Issuance"), of the single series of the 6th public issuance of simple debentures ("Holders of Debentures of the Single Series of the 6th Public Issuance"), as well as the holders of Debentures of the 1st and 2nd Series of 1st private issuance of simple debentures combined with a subscription warrant of the Company ("Holders of Debentures of the 1st Series of the 1st Private Issuance" and "Holders of Debentures of the 2nd Series of the 1st Private Issuance", respectively) all issued by Hypermarcas S.A. (the "Company") are hereby invited to gather in General Meetings of Holders of Debentures, to be held:

(i) For Holders of Debentures of the 2nd Series of the 3rd Public Issuance, on December 27, 2013 at 11:00 a.m.; (ii) For Holders of Debentures of the 3rd Series of the 3rd Public Issuance, on December 27, 2013 at 12:00 p.m.; (iii) For Holders of Debentures of the 1st Series of the 4th Public Issuance, on December 27, 2013 at 1:00 p.m.; (iv) For Holders of Debentures of the 2nd Series of the 4th Public Issuance, on December 27, 2013 at 2:00 p.m.; (v) For Holders of Debentures of the Single Series of the 5th Public Issuance on December 27, 2013 at 3:00 p.m.; (vi) For Holders of Debentures of the Single Series of the 6th Public Issuance on December 27, 2013 at 4:00 p.m.; (vii) For Holders of Debentures of the 1st Series of the 1st Private Issuance on December 27, 2013 at 5:00 p.m.; and (viii) For Holders of Debentures of the 2nd Series of the 1st Private Issuance

on December 27, 2013 at 6:00 p.m.; ("AGDs");
at the administrative offices of the Company located in the City of São Paulo, State of São Paulo, at Avenida Magalhães de Castro, 4.800, 24th floor, ZIP Code 05502-001, to express their opinion, for purposes and effects of paragraph 3rd of article 174 and article 231 of Law nº. 6.404, of December 15, 1976, as amended, on (i) the proposal of partial spin-off of the Company, pursuant to Article 229 of the Brazilian Corporate Law, with the consequent reduction of the Company's capital stock in the amount of R$1,030,190.78 (one million, thirty thousand, one hundred and ninety reais and seventy-eight cents), upon the cancellation of 92,798 (ninety-two thousand, seven hundred and ninety-eight) common shares, registered, in book-entry form and without par value of the Company's issuance, pro rata to the equity interests held by the shareholders; and (ii) the proposal of merger, by the Company, of the entirety of shares issued by Brainfarma Indústria Química e Farmacêutica S.A., as per the Protocol of Spin-Off and Merger of Shares, with the consequent increase of the Company's capital stock in the aggregate amount of R$1,030,190.78 (one million, thirty thousand, one hundred and ninety reais and seventy-eight cents), upon the issuance of 92,798 (ninety-two thousand, seven hundred and ninety-eight) new common shares, registered, in book-entry form and without par value, to be subscribed for by the shareholders of the Company, pro rata to the equity interests held by them.
Information on the matters to be discussed and resolved at the AGDs may be obtained, from the present date ahead, with the Company, at the electronic address www.hypermarcas.com.br, and/or with the fiduciary agents, at the following addresses:

Pavarini Distribuidora de Títulos and Valores Mobiliários Ltda., in the capacity as fiduciary agent representing Holders of Debentures of the 2nd Series of the 3rd Public Issuance and of the Holders of Debentures of the 3rd Series of the 3rd Public Issuance

Rua Sete de Setembro, 99, 24th floor
Rio de Janeiro - RJ

SLW Corretora de Valores and Câmbio Ltda., in the capacity as fiduciary agent representing the Holders of Debentures of the 1st Series of the 4th Public Issuance and of Holders of Debentures of the 2nd Series of the 4th Public Issuance

Rua Doutor Renato Paes de Barros, 717, 10th floor
São Paulo - SP

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Pentágono S.A. Distribuidora de Títulos e Valores Mobiliários, in the capacity as fiduciary agent representing the Holders of Debentures of the Single Series of the 5th Public Issuance

Avenida das Américas, 4.200, Bloco 04, sala 514
Rio de Janeiro - RJ

Oliveira Trust Distribuidora de Títulos and Valores Mobiliários S.A., in the capacity as fiduciary agent representing the Holders of Debentures of the Single Series of the 6th Public Issuance

Avenida das Américas, 500, Bloco 13, Grupo 205
Rio de Janeiro - RJ

Planner Trustee DTVM Ltda., in the capacity as fiduciary agent representing Holders of Debentures of the 1st Series of the 1st Private Issuance and Holders of Debentures of the 2nd Series of the 1st Private Issuance

Avenida Brigadeiro Faria Lima, 3.900, 10th floor
São Paulo - SP
Holders of Debentures of the 2nd Series of the 3rd Public Issuance, Holders of Debentures of the 3rd Series of the 3rd Public Issuance, Holders of Debentures of the 1st Series of the 4th Public Issuance, Holders of Debentures of the 2nd Series of the 4th Public Issuance, Holders of Debentures of the Single Series of the 5th Public Issuance, Holders of Debentures of the Single Series of the 6th Public Issuance, Holders of Debentures of the 1st Series of the 1st Private Issuance and Holders of Debentures of the 2nd Series of the 1st Private Issuance shall present the statement of the respective debenture account, in the name of each debenture holder, issued by the financial institution in charge of the recordkeeping of the debentures and/or by CETIP S.A. - Mercados Organizados, as applicable, and those represented by proxy shall deliver the pertinent power of attorney, with specific powers to represent the grantor at the AGDs, at the registered offices of the fiduciary agents, at the abovementioned addresses, no later than seventy-two (72) hours before the date of the AGD in question.
São Paulo, December 10, 2013.

Breno Toledo Pires de Oliveira

Investors' Relations Officer

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