Multiplus : Material Fact | Auction result

MATERIAL FACT

Barueri, April 22, 2019 - Multiplus S.A. (B3: MPLU3) ('Company'), pursuant to Law No. 6.404/76 ('Corporation Law') and to the Brazilian Securities' Commission ('CVM') Ruling No. 358/02, continuing the material fact disclosed on April 1, 2019, hereby informs its shareholders and the market in general that it was approved, on a Shareholders' General Meeting held today, the redemption of the totality of common shares issued by the Company that have remained in the free float after the auction of the Unified Public Tender Offer to Acquire the Company's Common Shares for purposes of the Delisting of the Company and Exit from the Novo Mercado ('Tender Offer'), therefore, concluding in advance the three (3) months period counted as of the Auction Date of the Tender Offer for the Supervening Acquisitions. The terms initiated with capital letters not defined in this material fact shall have the meaning attributed to them in the Tender Offer Edital.

The redemption price shall be of R$ 26.84 per share, equivalent to the MTO Price, in national currency adjusted by the Rate of Special Settlement and Custody System of the Central Bank of Brazil, as published by ANBIMA - Associação Brasileira das Entidades dos Mercados Financeiro e de Capitais ('SELIC Rate') since April 4, 2019, Tender Offer Settlement Date until the date of its effective payment, in accordance with the provisions of Article 4th, § 5th, of the Corporation Law.

The payment of the redemption price shall be made, as per item 8.3 of the Tender Offer Edital, by means of deposit in the shareholders' account before the Company's registrar (Itaú Corretora de Valores S.A.). With regards to the shareholders which registration is not updated, the redemption price shall be deposited and at their disposition at Itaú Corretora de Valores S.A.

The shareholders which registration is not duly updated shall go to any agency of Banco Itaú Unibanco S.A., with the documents indicated below, without limitation to other documents that Banco Itaú Unibanco S.A. may request:

(i) Natural Person: (a) an authenticated copy of the Cadastro de Pessoas Físicas ('CPF'); (b) a certified copy of the ID Card; a certified copy of the proof of residency. Representatives of estates, minors, the civilly disabled (intérditos) and shareholders represented by an attorney-in-fact must present documentation granting powers of representation and certified copies of the CPF and ID Card of the representatives. The representatives of minors and civilly disabled must also present the respective judicial authorization and copy of the bank data; (ii) Legal Entity, investment funds and other unincorporated organizations: (a) a certified copy of the latest restated bylaws or articles of association, investment fund regulations, or equivalent document; (b) a certified copy of the Cadastro Nacional das Pessoas Jurídicas ('CNPJ') registration card; (c) certified copies of the corporate documentation granting powers of representation, if the last version of the restated bylaws or articles of association, investment fund regulation or equivalent document is not sufficient for that purpose, (d) certified copies of the CPF, ID Card and proof of residency of its representatives. Investors resident outside Brazil may be obligated to present other documents of representation;(iii) CMN Resolution 4.373 Investor or Law No. 4,131 Investor: a shareholder that has invested in the MTO Target Shares through the mechanism established by Resolution CMN nº 4,373, of September 29, 2014, as amended ('CMN Resolution 4,373 Investor') or by Law No. 4,131, dated September 3, 1962 ('Law No. 4,131 Investor'), must provide beyond the documents described on items (i) and (ii) above, as applicable, document attesting its registration number before the CVM and before the Central Bank of Brazil (in this last case, the number of the RDE-Portfolio and the RDE-IED). In case the CMN Resolution 4,373 Investor or the Law No. 4,131 Investor is a foreign natural person, he/she must present, besides the documents indicated herein, a certified copy of the its CPF's registration number.

After the presentation of the documents requested above and its verification and validation by Itaú Corretora de Valores S.A., the payment of the redemption price shall be duly processed in an account indicated by the relevant shareholder, respected the payment date indicated above. In case of any doubts and/or necessity of clarifications, the shareholders should contact, during the business hours from 9 a.m. to 6 p.m. on business days with the registrar (Itaú Corretora de Valores S.A.) in any of its agencies or by the telephone [phone] (capitals and metropolitan regions) and 0800 7209285 (other places) or specialized agencies:

Rio de Janeiro: Av. Almirante Barroso, 52- 2º andar - Centro

São Paulo: R. Boa Vista, 176 - 1º Subsolo - Centro

The Company's Investors Relation area is also available for clarification through the telephone [phone] or by means of the address: [e-mail].

Barueri/SP, April 22, 2019

Multiplus S.A.
Fabrício Costa Angelin
Chief Financial Officer and Investor Relations Officer

Contato RI:

Tel: [phone]
E-mail: [e-mail]
Website: http://ri.pontosmultiplus.com.br/