Petrobras Distribuidora S A : Macterial Fact - Joint Venture with Lojas Americanas

PETROBRAS DISTRIBUIDORA S.A. CNPJ 34.274.233/0001-02

NIRE 33.3.0001392-0 Public Company

Material Fact

Join Venture with Lojas Americanas

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Rio de Janeiro, February 25th, 2021.

Petrobras Distribuidora SA (B3: BRDT3) in compliance with CVM Instruction No. 358, of January 3rd, 2002 and its amendments, and in continuity with the Notice to the Market released on August 30th, 2019, informs to its shareholders and the market in general that on this date entered with LOJAS AMERICANAS

("Americanas"), binding documents to form a partnership to explore the small retail store business, inside and outside gas stations through the "Local" and "BR Mania" store chains.

The partnership will be implemented through the creation of a new company, whose share capital will be held by BR Distribuidora and Americanas, both with a 50% interest in this new company which will have its own independent management structure and corporate governance.

For this new company, an amount ("Enterprise Value") under current conditions ("as is") of up to R$ 995 million was considered, including the contribution of the BR Mania franchise chain and the "Local" stores. In addition, the transaction includes a payment by Americanas of up to R$ 305 million, in the form of an investment in the new company of approximately R$ 252 million and a payment of up to R$ 53 million in variable installments to BR, based on goals performance.

BR Distribuidora currently has approximately 1,200 stores in the "BR Mania" format, operated by franchisees, and Americanas has 55 "Local" stores, with its own operation. The "BR Mania" brand will be maintained in the gas station stores, while out-of-gas stores will carry the "Local" brand. The operation model includes both franchised stores and sale operation points.

The partnership aims to offer a new value proposition to consumers, franchisees, resellers and store staff, with the sum of the strengths of BR and Americanas, which comprises extensive retail experience in the Brazilian market, a national capillarity sale points network, scale and structure of supplies and logistics, technology and performance in digital retail, in addition to recognized brands. It represents an important step towards the expansion of the convenience market in Brazil. This initiative is in line with the strategic vision of providing convenience solutions linked to mobility and continuously improving the experience of our consumer.

The partnership formalization and the transaction closing depends on compliance with usual conditions for such type of transaction, including authorization from the Administrative Council for Economic Defense - CADE.

BR reiterates its commitment to keeping its shareholders and the market in general timely and duly informed.

ANDRÉ CORRÊA NATAL

Chief Financial, Procurement and Investor Relations Officer

(CFO/IRO)

www.br.com.br/ir

For more information:

PETROBRAS DISTRIBUIDORA S.A. | Investor Relations E-mail:[e-mail]

Address: Rua Correia Vasques, 250, Cidade Nova - 20211-140, Rio de Janeiro - RJ | Brasil

Phone: [phone]

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