Oi S A : Material Fact - Lock-box Adjustment Notification
October 14, 2022 at 06:03 pm EDT
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Oi S.A. - In Judicial Reorganization
Federal Taxpayers' Registry (CNPJ/ME) No. 76.535.764/0001-43
Board of Trade (NIRE) 33.3.0029520-8
Publicly-Held Company
MATERIAL FACT
Oi S.A. - In Judicial Reorganization ("Oi" or the "Company"), pursuant to article 157, paragraph 4, of Law no. 6,404/76 (the "Brazilian Corporation Law"), and CVM Resolution no. 44/2021, and further to the Material Fact dated June 9, 2022, hereby informs its shareholders and the market that, under the terms of the Investment Agreement and Other Covenants entered into on October 01, 2021 between the Company, Oi Móvel S.A - In Judicial Reorganization ("Oi Móvel", succeeded by Oi as a result of merger) and Globenet Cabos Submarinos S.A. ("Investor") (merged into V.tal, as defined below), with the intervention of Brasil Telecom Comunicação Multimídia S.A. ("V.tal"), BTG Pactual Infraco Master Fundo de Investimento em Participações Multiestratégia and BTG Pactual Infraco Co- Investors Fund LP (together, the "Investor Shareholders"), and the Closing Term and Other Covenants entered into on June 9, 2022, and following the negotiations held between the parties after the closing, the Company received from V.tal a report with the calculation of the Final Value - Undetermined Portion of the Lock-Box Adjustment, as well as the respective calculation statements ("Notification").
Considering the Final Value - Undetermined Portion of the Lock-Box Adjustment contained in the Notification sent by V.tal, the Final Value of the Lock-Box Adjustment totaled R$1.4 billion for the period between January 1, 2022 and June 9, 2022, not presenting in this way, material variations in relation to what was estimated by the parties on the Transaction Closing Date and already contributed by Oi in V.tal.
Oi's cash position disclosed to the market within the scope of the presentation of its quarterly results for the 2nd quarter of 2022 already reflected, for the most part, the Lock-Box Adjustment, so that the contribution of the difference between the estimated value and the determined value will not have material future impacts on Company's cash in relation to the amounts already disclosed.
Notwithstanding the foregoing, Oi also informs that, if necessary, it will review the information and the calculation statements presented by V.tal in the Lock-Box Adjustment Notification within the next 90
(ninety) days from the present date and, on the same period, inform V.tal whether it agrees or disagrees with the Lock-Box Adjustment Notification.
The Company will keep its shareholders and the market informed of any development regarding the subject matter of this Material Fact.
Rio de Janeiro, October 14, 2022.
Oi S.A. - In Judicial Reorganization
Cristiane Barretto Sales
Chief Financial Officer and Investor Relations Officer
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Oi SA em Recuperação Judicial published this content on 14 October 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 October 2022 22:02:07 UTC.
Oi SA em Recuperacao Judicial, formerly Oi S.A., is an integrated telecommunications service provider in Brazil. The Company is a switched fixed-line telephony services (STFC) concessionaire. It is engaged in the provision of STFC as a local and intraregional long-distance carrier. Its segments include Residential Services, Personal Mobility, and SMEs/Corporate. It offers a range of integrated telecommunications services that include fixed and mobile, broadband, pay television (TV), data transmission and Internet provider services. The Company's Residential Services segment is focused on the sale of fixed telephony services, including voice services, data communication services (broadband), and pay TV. The Personal Mobility segment is focused on the sale of mobile telephony services to subscription and prepaid customers, and mobile broadband customer. The SMEs/Corporate segment includes corporate solutions offered to its small, medium-sized, and large corporate customers.
OI S.A. 
