SUL AMÉRICA S.A.

National Registry of Corporate Taxpayers' (CNPJ) 29.978.814/0001-87

Number of Corporate Registry Identification (NIRE) 3330003299-1

Publicly Held Company with Authorized Share Capital

Publicly held company registration number 02112-1

MATERIAL FACT

SUL AMÉRICA S.A. (B3: SULA11) ("Company"), in compliance with the provisions of paragraph 4th of article 157 of the Law No. 6,404/76, as amended ("Law No. 6,404/76") and of the Brazilian Securities and Exchange Commission ("Comissão de Valores Mobiliários" or "CVM") Rule No. 358/2002, as amended, informs its shareholders and the market in general that on this date the Company's Board of Directors approved its sixth (6th) issuance of simple, non-convertible, unsecured debentures in a single series ("Issuance" and "Debentures", respectively).

The Issuance will be composed of seven hundred thousand (700,000) Debentures, with a unit face value of one thousand reais (R$1,000.00), totaling seven hundred million reais (R$700,000,000.00) on the issuance date. The Debentures will mature on April 2024.

The Debentures will be carried out by means of a public offering with restricted placement efforts, pursuant to CVM Rule 476/09, as amended ("Instrução CVM 476"), and other applicable legislation and regulations ("Offer"), targeting exclusively professional investors, as defined under Article 9-A of CVM Rule No. 539/13, as amended.

The proceeds from the Issuance will be used in their entirety for reinforcement and adequacy of liquidity levels available to the Company as well as for general corporate purposes.

The effective placement of the Offer is subject to favorable capital market conditions and the Offer is automatically exempted from registration with the CVM, under article 6 of ICVM 476. The Debentures will be subscribed and paid-up through the MDA - Módulo de Distribuição de Ativos (Asset Distribution Module) and will be registered for trading in the secondary market through the CETIP21 - Títulos e Valores Mobiliários, both of which are operated by B3 S.A. - Brasil, Bolsa Balcão - Segmento CETIP UTVM.

The minutes of the Meeting of the Board of Directors of the Company at which the terms and conditions of the Offer were approved, as provided for in article 59, paragraph 1st of Law No. 6404/76, is available on the Company's website

(http://ri.sulamerica.com.br/), the CVM's website (http://www.cvm.gov.br/) and B3 S.A. - Brasil, Bolsa, Balcão website (http://www.b3.com.br).

The statement of material fact is for information only, in accordance with applicable regulation, and does not constitute, and must not be interpreted as, an effort to sell the Debentures.

Rio de Janeiro, April 12, 2019.

SUL AMÉRICA S.A.

Ricardo Bottas Dourado dos Santos

Vice-President of Control and Investor Relations Officer

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Sul América SA published this content on 12 April 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 12 April 2019 22:57:02 UTC