Federal Taxpayers' (CNPJ/ME) No. 76.535.764/0001-43
Board of Trade (NIRE) No. 33.3.0029520-8
Publicly-Held Company
MATERIAL FACT
Sale of the Tower UPI
Oi S.A. - In Judicial Reorganization ("Oi" or the "Company"), in compliance with Article 157, Paragraph 4, of Law No. 6,404/76 and the provisions of CVM Instruction No. 358/02, and in addition to the Material Facts disclosed on November 26, 2020 and December 23, 2020, hereby informs its shareholders and the market in general that, after satisfying all contractual conditions precedent, the sale of the Tower UPI to Highline do Brasil II Infraestrutura de Telecomunicações S.A. (respectively , "Highline" and the "Transaction"), which was winner of the competitive procurement process held on November 26, 2020, was completed on this date, pursuant to the Amendment to the Judicial Reorganization Plan ratified by the 7th Corporate Court of the Capital of the State of Rio de Janeiro on October 5, 2020.
Upon completion of the Transaction, all the shares issued by the Tower Special Purpose Entity, or the Tower SPE, were transferred to Highline, which, on its turn, made a cash payment in the amount of eight hundred sixty-one million, seven hundred fifty-eight thousand, three hundred and seven Brazilian reais and twenty cents (R$ 861,758,307.20) on this date, out of the total price of one billion, seventy-seven million, one hundred ninety-seven thousand, eight hundred eighty-four Brazilian reais (R$ 1,077,197,884.00). The remaining amount shall be paid after ascertainment procedures and certain adjustments that are common in transactions of this nature, in the form and terms provided for in the provided for in the Agreement for the Purchase and Sale of Shares through an UPI and Other Covenants and the Amendment to Oi's Judicial Reorganization Plan.
The completion of the Transaction represents the implementation of a further step of Oi's Judicial Reorganization Plan and Strategic Transformation Plan, aiming to ensure greater financial flexibility and efficiency and long-term sustainability for the Company, to reposition Oi in the market and to turn it into the largest provider of telecommunications infrastructure in Brazil, by expanding fiber optics and high-speed internet, offering businesses solutions and
preparing for the development into 5G, with a focus on businesses with greater value-added, growth prospects and a vision for the future.
The Company will keep its shareholders and the market informed of any material development on the subject matter of this Material Fact.
Rio de Janeiro, March 30, 2021.
Oi S.A. - In Judicial Reorganization
Camille Loyo Faria
Chief Financial Officer and Investor Relations Officer
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Oi SA em Recuperação Judicial published this content on 30 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 March 2021 22:05:00 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. 