Sul America S A : Material Fact - 8th Debenture Issuance

SUL AMÉRICA S.A.

National Registry of Corporate Taxpayers' (CNPJ/ME) 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 eighth (8th) issuance of simple, non-convertible, unsecured debentures in two (2) 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 of the first series and the Debentures of the second series will mature on 1st of February, 2024 and 1st of February, 2026, respectively.

The Debentures will be carried out by means of a public offering with restricted placement efforts, pursuant to Law No. 6,385/1976, as amended, and CVM Rule 476/09, as amended ("ICVM 476"), and other applicable legislation and regulations ("Offering"), targeting exclusively professional investors, as defined under Article 9- A of CVM Rule No. 539/13, as amended.

The remuneration of the Debentures of the first series and the remuneration of the Debentures of the second series will be defined according to the bookbuilding procedure, under the terms set forth in the indenture of the Debentures and in the placement agreement to be entered into between the Company and the underwriters.

The net 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 minutes of the Meeting of the Board of Directors of the Company at which the terms and conditions of the Offering were approved, as provided for in article 59, paragraph 1st of Law 6,404/76, is available on the Company's website

(www.ri.sulamerica.com.br), the CVM's website (www.cvm.gov.br), and B3 website (www.b3.com.br).

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

Rio de Janeiro, January 13, 2021.

SUL AMÉRICA S.A.

Ricardo Bottas Dourado dos Santos

Vice president of Control and Investor Relations Officer