Kroton Educacional : Material Fact - Share Buyback Program
July 01, 2014 at 11:17 am EDT
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KROTON EDUCACIONAL S.A.
Corporate Taxpayer (CNPJ/MF): 02.800.026/0001-40
Company Registry (NIRE): 31.300.025.187
Publicly Held Company
MATERIAL FACT
Kroton Educacional S.A. ("Company"), in accordance with Article 157, Paragraph 4 of Federal Law 6,404 of December 15, 1976, as amended, and Instruction 358 of January 1, 2002 issued by the Securities and Exchange Commission of Brazil ("CVM"), as amended, announces to its shareholders and the general market that the Board of Directors meeting held on July 01, 2014 approved, pursuant to Article 19, Item "u" of the Bylaws of the Company, the implementation of a program for the repurchase of shares in the Company, for cancellation or holding in treasury and subsequent sale, in accordance with Article 30, Paragraph 1 of Federal Law 6,404 of December 15, 1976, as amended, and Article 1 of CVM Instruction 10 of February 14, 1980, as amended, using the balance of profits or reserves available, with the following characteristics:
Objective of the Company with the Transaction and Criteria: to maximize value creation for shareholders, since the shares may be held in treasury, cancelled and/or subsequently sold, and may also be used to meet any exercise of options under the scope of the stock option plan that the Company has approved or comes to approve, through which beneficiaries have the right to acquire shares issued by the Company.
Number of Shares to Be Acquired: up to 5,234,810 common shares issued by the Company, which correspond to
2.5% of the common shares forming the free-float, at that date.
Number of Free-float Shares: the free-float is currently formed by 268,560,315 common shares issued by the
Company.
Period for Conducting Transactions: up to 365 days as from July 01, 2014, expiring on June 30, 2015.
Financial Institution Acting as Intermediary: BTG Pactual Corretora de Títulos e Valores Mobiliários S/A.
Belo Horizonte, July 01, 2014
Carlos Alberto Bolina Lazar
Investor Relations Officer
Material Fact 1
Cogna Educacao SA, formerly Kroton Educacional SA, is a Brazil-based company active in the private education sector. The Company focuses on developing primary and secondary schools, post-secondary and undergraduate programs, as well as vocational courses. The Company's activities are divided into three business segments: In-class higher education, which offers port-secondary programs on campus; Distance learning higher education (EAD), which provides port-secondary programs via online platform, and Basic education, which includes own and managed primary schools, collection and development of teaching materials, school management advisory, as well as educational support tools, among others. The Company operates a number of brand names, such as Anhanguera, Fama, Pitagoras, Unic, Unime and Unopar. In addition, it is involved in the wholesale, retail, distribution, import and export of textbooks, course books, magazines and other publications related to education.
COGNA EDUCAÇÃO 
