and Terra Santa Agro S.A. (B3: TESA3; Bloomberg: TESA3: BZ; Refinitiv: TESA3 .SA) ("Terra Santa" and together with SLC, "Companies"), pursuant to Law No. 6,404/76 and CVM Ruling No. 358/02, inform its respective shareholders, that, in continuity with the Material Fact released on June 21, 2021, May 20,2021, March 25, 2021 and November 26, 2020 and the Notice to the Market released on January 7, 2021, pursuant to which the terms and conditions for the implementation of the combination of SLC businesses with the agricultural operation of Terra Santa (excluding land and improvements), by means of a merger of Terra Santa shares into SLC, in accordance with articles 252, 224 and 225 of Law No. 6,404/76 ("Merger of Shares" or "Operation"), communicate to their respective shareholders, to the market in general that the conditions precedent for the consummation of the Operation were fulfilled, except for (i) obtaining before the Brazilian Securities and Exchange Commission the registration as a publicly-held company of TS Agro SA ("TS Agro"), in category A of issuers and listing in the segment of Novo Mercado of B3 S.A. - Brasil, Bolsa, Balcão; and (ii) the implementation of the effective consummation of the capital reduction of Terra Santa (items (i) and (ii) together, "Remaining Condition").
On this date, the Companies, as well as TS Agro, TS Brasil S.A., SLC Participações S.A. and Bonsucex Holding S.A, Demeter Fundo de Investimento em Ações, Demeter II Fundo de Investimento de Ações Investimento no Exterior and Silvio Tini de Araújo, Gávea Macro Master Fundo de Investimento Multimercado, Gávea Macro Dólar Master Fundo de Investimento Multimercado, Gávea Macro II Master Fundo de Investimento Multimercado, Gávea Macro Plus Master Fundo de Investimento Multimercado and Bradseg GIF IV Fundo de Investimento Multimercado - Investimento no Exterior, entered into the 1st Amendment to the Association Agreement and Other Covenants and the Pre-Closing Agreement, through which the parties agree to carry out a pre-closing of the Operation. Through these instruments, an operational transition was established, in which SLC will, from this date, to control the management and guidelines of the business of Terra Santa, to the greatest extent possible, for all legal purposes,
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until compliance with the Remaining Condition, after which the effective closing of the Operation and the consummation of the Merger of Shares will be formalized. Additionally, it was agreed that the balance sheet used as a reference for Closing purposes will have a base date of June 30, 2021.
The Companies will timely disclose a schedule with the dates of the corporate events for the closing of the Operation and the consummation of the Merger of Shares.
Porto Alegre, June 30, 2021.
São Paulo, June 30, 2021.
Ivo Marcon Brum
Alexandre Segadilha Adler
Chief Financial and Investor Relations Officer
Chief Financial and Investor Relations Officer
SLC Agrícola S.A..
Terra Santa Agro S.A.
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SLC Agrícola SA published this content on 01 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 July 2021 02:53:38 UTC.
SLC Agricola SA is a Brazil-based company principally engaged in agricultural sector. The Company is active in the in the whole agricultural production cycle, which includes planning, purchasing supplies, soil preparation, planting and harvesting, as well as processing and storage, among others. The Company's activities are divided into two business segments: Agricultural production and Land portfolio. The Agricultural production division focuses on developing plantations of various crops, such as cotton, soybean, corn, wheat, coffee, sorghum, sugarcane and sunflower. The Land portfolio division is responsible for the acquisition and development of land for agriculture. The Company operates through a number of subsidiaries, such as Fazenda Planorte Empreendimentos Agricolas Ltda, SLC-MIT Empreendimentos Agricolas SA and Fazenda Parnaiba Empreendimentos Agricolas Ltda.
SLC AGRÍCOLA S.A. 
