BR PROPERTIES S.A. CNPJ 06.977.751/0001-49
NIRE 35.300.316.592 (Publicly-Held Corporation)
NOTICE TO THE MARKETBR Properties S.A. ("Corporation") (BRPR3), hereby informs to the public, in compliance with the provisions as set forth in articles 32F and 32G of the CVM Ruling Nº 361/02, as amended, that on March 13, 2015 it received a notice (attached hereto) from its shareholder Banco BTG Pactual S.A., providing information on negotiations with securities issued by the Corporation as well as the number of shares issued by the Corporation held by Banco BTG Pactual S.A. and persons related to it.
São Paulo, March 16, 2015.
Pedro Marcio Daltro dos Santos Chief Financial and Investor Relations OfficerSP - 13286222v1
Rio de Janeiro, March 13, 2015.
To
BR Properties S.A.
Office of the Chief Relations Officer
At.: Sr. Pedro Marcio Daltro Dos Santos
Av Das Nações Unidas 12495 - 18 Andar/181
CEP: 4578000 City: São Paulo State: SP
Re.: Declaration of Variation of Equity Interest pursuant to ICVM 361
Dear Sirs,
Banco BTG Pactual S.A., a financial institution, with principal place of business in the City and State of Rio de Janeiro, lo cated at Praia de Botafogo, 501, 5º Andar (Parte), Torre Corcovado, Botafogo, and enrolled with the CNPJ/MF under number 30.306.294/0001-45 ("BTGPactual"), in compliance with the provisions set forth in Articles 32-E and 32-F of the Normative Ruling 361 of the Brazilian Securities and Exchange Commission ("CVM"), hereby respectfully submits to inform that:
(a) Whereas BR Properties S.A. ("Corporation") informed that on 02/26/2015 it had received a notice on the intent to carry out a voluntary public offer for acquisition of the Company's control ("IPO"), we inform that on 03/13/2015, BTG Pactual and the persons related to it (having in mind that BTG Pactual is a person related to the Offeror of the IPO) became the owner s of one hundred and six million, nine hundred and eighty thousand, two hundred twenty eight (106.980.228) ordinary shares issued by the Corporation, corresponding to thirty five point eighty seven percent (35.87%) of the ordinary shares issued by the Corporation.
The variation of the position and custody is due to:
(i) Transactions on the spot market, as detailed in section below.
Date / Type of Transaction | Number | Average Price |
03/06/2015 | 408,700 | 11.30 |
Purchase | 408,700 | 11.30 |
03/09/2015 | 808,700 | 11.15 |
Purchase | 808,700 | 11.15 |
03/10/2015 | 1,453,600 | 11.29 |
Purchase | 1,453,600 | 11.29 |
03/11/2015 | 3,600 | 11.33 |
Purchase | 3,600 | 11.33 |
Rio de Janeiro - Praia de Botafogo, 501 - 6º Andar - Torre Corcovado - Botafogo - CEP 22250-040 - Rio de Janeiro - RJ - Brasil www.btgpactual.com
03/12/2015 | 1,470,600 | 11.37 |
Purchase | 1,470,600 | 11.37 |
03/13/2015 | 1,788,351 | 11.37 |
Purchase | 1,774,300 | 11.37 |
Sale | (600) | 11.21 |
It is relevant to emphasize that all purchase transactions were carried out subject to the exceptions as pro vided for in the applicable regulation.
In addition to the aforementioned position, BTG Pactual and persons related to it held Eurobonds issued by the Corporation (BRPRSA 9
10/29/49 REGS - ISIN USP1909VAA28), prior to IPO's announcement, with market value of nearly US$ 9,411,825. On 03/04/2015, such position was slightly reduced to an exposure of nearly US$ 9,382,850. Currently, due to operations detailed below, this position is approximately US$13.814.450
Date | Date of Settlement | Face Value | Price | Liquidation Value |
03/09/2015 | 03/10/2015 | 2,000,000 | 100.0 | (2,031,500) |
03/09/2015 | 03/12/2015 | 200,000 | 100.0 | (203,250) |
03/09/2015 | 03/12/2015 | 100,000 | 100.0 | (101,625) |
03/11/2015 | 03/16/2015 | (100,000) | 99.5 | 101,225 |
03/12/2015 | 03/17/2015 | 2,250,000 | 100.3 | (2,295,000) |
(b) Below is the information on the positions of rental of the ordinary shares issued by the Corporation.
Date | Number | Borrower / Lender |
03/06/2015 | 3,047,798 | Lender |
03/09/2015 | 3,047,798 | Lender |
03/10/2015 | 3,047,798 | Lender |
03/11/2015 | 3,047,798 | Lender |
03/12/2015 | 3,047,798 | Lender |
03/13/2015 | 3,033,147 | Lender |
(c) BTG Pactual does not hold any position in derivatives; however, persons related to BTG Pactual hold an exposure in value of nearly
US$32.5 million, in derivatives referenced in securities of the Corporation.
Finally, there have not been executed any agreements, pre-contracts, options, letter of intent or any other similar legal acts between, on one side, the Offeror or persons related to it and, on the other side, the Corporation, its managers or shareholders owners of share representing more than five percent (5%) of the share subject matter of the IPO or any person related to the persons above .
Yours Sincerely,
Rio de Janeiro - Praia de Botafogo, 501 - 6º Andar - Torre Corcovado - Botafogo - CEP 22250-040 - Rio de Janeiro - RJ - Brasil www.btgpactual.com
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