Valid Soluções S A : Notice to shareholders -Capital Increase

NOTICE TO SHAREHOLDERS

ANNEX 30-XXXII OF CVM INSTRUCTION 480

Notice of capital increase approved by the Board of Directors

Rio de Janeiro, january 7, 2021 - Brazilian multinational Valid Soluções S.A. ("Company") (B³: VLID3 ON), specializing in secure identification platforms, pursuant to Law 6,404 and CVM Instruction 358/2002, hereby communicates to its shareholders and the market in general that the Board of Directors approved, on January 7, 2021, the increase of the share capital in the amount of R$65,678,937.50 (sixty-five million, six hundred and seventy-eight thousand, nine hundred and thirty-seven reais and fifty centavos), and a maximum amount of R$131,357,875.00 (one hundred and thirty-one million, three hundred and fifty-seven thousand, eight hundred and seventy-five reais), through the issue of common, registered, book-entry shares with no par value for private subscription, within the limit of the authorized capital ("Capital Increase").

One (1) subscription warrant, in a single series, will be attributed to each subscribed Share as an additional bonus to the subscribers of Shares in the Capital Increase. In the event of full subscription to the Capital Increase and the exercise of all subscription warrants until their maturity, the Company may have an additional capital increase of up to R$157,687,000.00 (one hundred and fifty-seven million, six hundred and eighty-seven thousand reais), which combined with the maximum amount that can be reached in the Capital Increase, may represent the total amount of R$ 289,044,875.00 (two hundred and eighty-nine million, forty-four thousand, eight hundred and seventy-five reais), subject to the terms and conditions described below.

For the purposes of this Notice, "Business Day(s)" shall be considered any day(s) that are not a Saturday,

Sunday, or national holiday, or when there are no banking activities being carried out in the city of Santo André, in the State of São Paulo.

1. Inform the amount of the capital increase and if the increase will be carried out by means of: (a) conversion of debentures or other debt securities into shares; (b) exercise of subscription right or subscription warrants; (c) capitalization of profits or reserves; or (d) subscription of new shares.

1. Amount of the capital increase:

The amount of the Capital Increase will be a minimum of R$65,678,937.50 (sixty-five million, six hundred and seventy-eight thousand, nine hundred and thirty-seven reais and fifty centavos) and reach a maximum of R$131,357,875.00 (one hundred and thirty-one million, three hundred and fifty-seven thousand, eight hundred and seventy-five reais).

1. Subscription of new shares:

The Capital Increase will be performed through the issue, for private subscription, of new common, nominative, book-entry shares with no par value ("Shares") corresponding to a minimum of 7,193,750

(seven million, one hundred and ninety-three thousand, seven hundred and fifty) ("Minimum Number of Shares") and a maximum of 14,387,500 (fourteen million, three hundred and eighty-seven thousand and

About Valid:

We live in an economy of trust, where identity is the currency, and identification is what gives it value. For Valid (B3: VLID3 - ON), identification means recognizing something or someone as true. We are present in people's identity documents, bank cards, mobile transactions, and use cutting-edge technology in all these solutions. Valid has 6,000 employees in 16 countries who take into consideration cultural and regional particularities to deliver customized and integrated solutions. We are the largest company in the issue of identification documents in Brazil; are ranked fifth in the global production of SIM Cards; and are among the world's 10 largest card manufacturers. Identification is our raison d'être. For more information, go to www.valid.com

five hundred) Shares will be issued. A partial subscription and the consequent confirmation of a partial capital increase will be allowed if the subscription of at least the Minimum Number of Shares is verified, it corresponds to the Minimum Subscription.

1. New share capital:

Considering the issue price of R$9.13 (nine reais and thirteen cents) per share, which will be fully allocated to the Company's capital stock, after the Capital Increase, the Company's current share capital of R$919,688,000.00 (nine hundred and nineteen million, six hundred and eighty-six thousand reais), divided by 71,225,000 (seventy-one million, two hundred and twenty-five) Shares, will be a minimum of R$985,366,937.50 (nine hundred and eighty-five million, three hundred and sixty-six thousand, nine hundred and thirty-seven reais and fifty centavos), divided by 78,418,750 (seventy-eight million, four hundred and eighteen thousand, seven hundred and fifty) Shares if the Minimum Number of Shares are subscribed, excluding the Subscription Warrants, and a maximum of R$1,208,732,875.00 (one billion, two hundred and eight million, seven hundred and thirty-two thousand, eight hundred and seventy-five reais), divided by 100,000,000 (one hundred million) Shares if the maximum number of shares is subscribed within the Capital Increase and all subscription warrants granted as an additional bonus to shareholders are exercised.

2. Explain, in detail, the reasons for the increase and its legal and financial consequences.

The Capital Increase is aimed at strengthening the Company's capital structure, improve its cash position and reduce its consolidated financial leverage, in line with the use of proceeds.

Additionally, the proposed Capital Increase will increase the Company's liquidity, contributing to the mitigation of risks and the execution of its business plan during and after the COVID-19 pandemic crisis.

The Capital Increase result in the dilution in the interest held by the Company's current shareholders if they do not exercise their preference right to subscribe the new Shares. Shareholders may choose to sell their rights at B3 rights instead of subscribing to new shares.

The Company's management believes that the Capital Increase, under the proposed terms and conditions, even if it is limited to the subscription of the Minimum Amount creates value to its shareholders in terms of earnings per share since it tends to allow a reduction in the financial cost of debt, in absolute terms.

Except for the above, the Company's management does not see any legal or financial consequences other than those normally expected in a capital increase through private subscription.

3. Copy of the opinion issued by the Fiscal Council

A copy of the opinion issued by the Fiscal Council is available at https://ri.valid.com/. On this website,

access the "CVM Filings" option on the Menu, then select "Minutes of Meetings" and "Minutes of the Fiscal Council Meeting" dated January 7, 2021. The opinion issued by the Fiscal Council is attached to the

minutes.

About Valid:

We live in an economy of trust, where identity is the currency, and identification is what gives it value. For Valid (B3: VLID3 - ON), identification means recognizing something or someone as true. We are present in people's identity documents, bank cards, mobile transactions, and use cutting-edge technology in all these solutions. Valid has 6,000 employees in 16 countries who take into consideration cultural and regional particularities to deliver customized and integrated solutions. We are the largest company in the issue of identification documents in Brazil; are ranked fifth in the global production of SIM Cards; and are among the world's 10 largest card manufacturers. Identification is our raison d'être. For more information, go to www.valid.com

4. In the event of a capital increase through subscription of shares, please provide:

1. A description of the use of proceeds:

The proceeds from the Capital Increase will be used to strengthen the Company's capital structure, improve its cash position, reduce its consolidated financial leverage and for general corporate purposes.

1. The number of shares issued according to type and class:

For the Capital Increase, a total of up to 7,193,750 (seven million, one hundred and ninety-three thousand, seven hundred and fifty), if the Minimum Amount is subscribed without the exercise of any Subscription Bonus and a maximum of 28,775,000 (twenty-eight million, seven hundred and seventy-five thousand) common, nominative and book-entry Shares will be issued if there is a Capital Increase in its maximum amount of the total subscription warrants granted as an additional bonus are exercised, subject to the provisions of item 4 (xvii) below.

1. The rights, advantages and restrictions attributed to the shares to be issued:

The Shares to be issued shall have the same conditions as the existing shares and will be entitled to all benefits, including dividends, interest on equity and any monetary remunerations that may be declared by the Company.

1. Information on whether related parties, as defined by the accounting rules dealing with this matter, will subscribe for shares in the capital increase, specifying the respective amounts if these amounts are already known:

In view of the combination of the Capital Increase and the Subscription Warrants, the Company reports that Alaska Asset Management and its respective investment vehicles have informed their interest in exercising their preference rights, as well as to participate in the subscription of remaining unsubscribed shares, subject to market conditions and in compliance with the regulations of their respective investment funds and applicable legislation.

1. The issue price for the new shares:

The issue price for the Shares will be R$9.13 (nine reais and thirteen cents) per Share.

1. The nominal value of the shares issued or, for shares with no par value, the portion of the issue price that will be allocated to the capital reserve:

Does not apply since the shares issued by the Company will have no par value and no portion of the issue

About Valid:

We live in an economy of trust, where identity is the currency, and identification is what gives it value. For Valid (B3: VLID3 - ON), identification means recognizing something or someone as true. We are present in people's identity documents, bank cards, mobile transactions, and use cutting-edge technology in all these solutions. Valid has 6,000 employees in 16 countries who take into consideration cultural and regional particularities to deliver customized and integrated solutions. We are the largest company in the issue of identification documents in Brazil; are ranked fifth in the global production of SIM Cards; and are among the world's 10 largest card manufacturers. Identification is our raison d'être. For more information, go to www.valid.com

price will be allocated to the capital reserve.

1. Management's opinion on the effects of the capital increase, especially in terms of dilution arising from the increase:

As described in item 2, the Company's management believes that the Capital Increase, under the proposed terms and conditions, even if it is limited to the subscription of the Minimum Amount creates value to its shareholders in terms of earnings per share since it tends to allow a reduction in the financial cost of debt, in absolute terms.

The Company's shareholders will have a preference right, pursuant to Article 171 of the Brazilian Corporations Law, and thus there will be no corporate dilution of the shareholders who subscribe the new Shares in proportion to their respective interests in the Company's share capital.

Only shareholders who choose to not exercise their preference right, or those who exercise it partially, will have a dilution to the stakes they hold in the Company's shares.

In turn, the Subscription Warrants to be issued as an additional bonus to shareholders who participate in the Capital Increase, also creates value for shareholders as it provides an option to contribute with additional funds to the Company in the future, in addition to be traded in the market. The Subscription Warrants also serves the Company's best interest, as it (i) encourages shareholders to join the Capital Increase for the same reasons explained in the previous paragraph, (ii) allows for a future capitalization of the Company with a deadline that is in line with management's perception of its short-term cash needs,

1. eliminates the potential dilution that may occur if shareholders subscribe to the Capital Increase and exercising their Warrants, (iv) grants shareholders who participate in the Capital Increase the option of assessing, in the short term, their interest in contributing additional funds to the Company, after more up-to-date information if provided on the effects of the pandemic on the Company's business amidst a context of high volatility and uncertainty; and (v) if the holders of the Subscription Warrants chooses to not exercise it, they may sell it on the market.

In terms of shareholder dilution, its is also worth mentioning that, as the share increase is being structured in two tranches (new shares and subscription warrants), shareholders will suffer an immediate dilution that is lower than if the capital increase was carried out in a single tranche through the issue of new shares and those who choose to not exercise the warrants, they may still sell these warrants in the market in due course.

Finally, the Company's management believes that the issue price for the Shares and the Subscription Warrants was set in such a way that it will not create an unjustified financial dilution of the Company's current shareholders, as explained in the following item.

1. The criteria for calculating the issue price and justify, in detail, the financial aspects that determined the price:

About Valid:

We live in an economy of trust, where identity is the currency, and identification is what gives it value. For Valid (B3: VLID3 - ON), identification means recognizing something or someone as true. We are present in people's identity documents, bank cards, mobile transactions, and use cutting-edge technology in all these solutions. Valid has 6,000 employees in 16 countries who take into consideration cultural and regional particularities to deliver customized and integrated solutions. We are the largest company in the issue of identification documents in Brazil; are ranked fifth in the global production of SIM Cards; and are among the world's 10 largest card manufacturers. Identification is our raison d'être. For more information, go to www.valid.com