ALLPARK EMPREENDIMENTOS, PARTICIPAÇÕES E SERVIÇOS S.A.

PUBLICLY HELD COMPANY

TAX ID (CNPJ) nº 60.537.263/0001-66

STATE REGISTRATION NIRE 35.300.370.406

MATERIAL FACT

São Paulo, June 21st, 2023 - ALLPARK EMPREENDIMENTOS PARTICIPAÇÕES E SERVIÇOS S.A. (B3: ALPK3) ("Company" or "Estapar"), in compliance with article 157, § 4º, of Law No. 6.404, dated as of December 15, 1976, as amended ("Brazilian Corporate Law"), CVM regulation, particularly CVM Resolution No. 44, dated as of 2021, CVM Resolution No. 77 dated as of March 29, 2022 and Exhibit G and article 33, XXXV of CVM Resolution No. 80 dated as of March 29, 2022, informs its shareholders and the general market that the Board of Directors of the Company has approved on this date a Share Repurchase Program, pursuant to the terms of CVM Resolution No. 77, which main terms and conditions follow below ("Repurchase Program").

  1. Objective: The Repurchase Program aims to regulate the acquisition of shares issued by the Company to be held at treasury, for subsequent cancellation and/or transfer, to comply with the provisions of share-based compensation programs of the Company.
  2. Maximum Quantity: The Company may acquire up to 2,000,000 (two million) common shares, registered, book-entry, and without par value, of its own issuance, representing approximately, as of May 31, 2023, 2.26% (two point twenty-six percent) of the total outstanding shares of the Company in the market and 0.93% (zero point ninety-three percent) of the total shares issued by the Company.
  3. Term: The maximum term for the liquidation of share acquisitions under the Repurchase Program shall be 18 (eighteen) months, counted from June 21, 2023 (inclusive), and ending on December 21, 2024 (inclusive).
  4. Price and acquisition: The acquisitions will be carried out at market prices at the time of the effective operations on B3 S.A. - Brasil, Bolsa, Balcão.
  5. Brokerage Firms: The acquisition of shares issued by the Company will be carried out at market prices and intermediated by the following brokerage firms: (i) BTG PACTUAL Corretora de Títulos e Valores Mobiliários S.A., registered under CNPJ number 43.815.158/0001-22; (ii) Santander Corretora de Câmbio e Valores Mobiliários S.A., registered under CNPJ number 51.014.223/0001-49; and (iii) Bradesco S.A. Corretora de Títulos e Valores Mobiliários, registered under CNPJ number 61.855.045/0001-32.
  6. Available Resources: The acquisitions under the Repurchase Program will be carried out using the overall amount: (i) of available profit and capital reserves, excluding the reserves mentioned in Article 8, paragraph 1, of CVM Resolution No. 77; and/or (ii) of the net income realized in the current fiscal year, segregating the allocations to the reserves mentioned in Article 8, paragraph 1, of CVM Resolution No. 77, to be allocated as appropriate. The availability of resources to support the operations of the Repurchase Program shall be verified by the Board of Directors based on the most recent annual, interim, or quarterly financial statements disclosed by the Company prior to the effective transfer of ownership of its shares to the Company.

Further Information

Further information on the Repurchase Program, as required by Exhibit G of CVM Resolution No. 80 are contained in the Exhibit to this Material Fact.

Sincerely,

DANIEL HENRIQUE NOGUEIRA SORAGGI CASTRO

CFO and IR Officer

Relações com Investidores | ri.estapar.com.br | ri@estapaar.com.br | +55 (11) 2161-8099

ALLPARK EMPREENDIMENTOS, PARTICIPAÇÕES E SERVIÇOS S.A.

PUBLICLY HELD COMPANY

TAX ID (CNPJ) nº 60.537.263/0001-66

STATE REGISTRATION NIRE 35.300.370.406

Exhibit I

Exhibit G of CVM Resolution No. 80 dated as of March 29, 2022

  1. Justification in detail of the objective and expected economic effects of the transaction:
    The share repurchase program ("Repurchase Program"), prepared in accordance with CVM Resolution No. 44 of August 23, 2021, and CVM Resolution No. 77 of March 29, 2022 ("CVM Resolution 77"), aims to regulate the acquisition of shares issued by the Company to be held at treasury, for subsequent cancellation and/or transfer, to comply with the provisions of share-based compensation programs issued by the Company. The repurchase of shares by the Company will increase the shareholders' participation in any dividends and interest on equity distributed by the Company while such shares are held in treasury.
  2. Information on the quantities of shares (i) in circulation and (ii) already held in treasury:
    As of May 31, 2023, there were 88,295,322 common shares, nominative, book-entry, and without nominal value, in circulation in the market, as defined in Article 1, Sole Paragraph, I, of CVM Resolution 77, and 148,900 shares held in treasury.
  3. Information on the quantity of shares that may be acquired or disposed of:
    Under the Repurchase Program, the Company may acquire up to 2,000,000 (two million) common shares, registered, book-entry,and without par value, of its own issuance, representing approximately, as of May 31, 2023, 2.26% (two point twenty-sixpercent) of the total outstanding shares of the Company in the market and 0.93% (zero point ninety-threepercent) of the total shares issued by the Company. The effective repurchase of the total number of shares approved under the Repurchase Program will depend, among other aspects, on the availability of resources, as provided in item 12 below, in order to comply with the limits set forth in Articles 7 and 8 of CVM Resolution 77, and other applicable regulations.
  4. Description of the main characteristics of derivative instruments that the company may use, if applicable: Not applicable, as the Company will not use derivative instruments under the Repurchase Program.
  5. Description, if applicable, of any agreements or voting instructions existing between the company and the counterparty to the transactions:
    Not applicable, as the Company will conduct the transactions on the B3 S.A. - Brasil, Bolsa, Balcão ("B3") and will not have knowledge of the counterparties to the transactions.
  6. In the event of transactions conducted outside organized securities markets, provide: a. the maximum (minimum) price at which the shares will be acquired (disposed of); and b. if applicable, the reasons justifying the realization of the transaction at prices more than 10% (ten percent) higher, in the case of acquisition, or more than 10% (ten percent) lower, in the case of disposal, than the average price, weighted by volume, in the previous 10 (ten) trading sessions:
    Not applicable, as the transactions will be conducted on the B3 at market prices at the time of the actual transactions.
  7. Provide information, if applicable, on the impacts that the trading will have on the composition of the controlling shareholders or the administrative structure of the company:
    There will be no impact on the composition of the controlling shareholders or the administrative structure of the Company as a result of the implementation of the Repurchase Program and the transactions conducted.
  8. Identify the counterparties, if known, and, in the case of related parties to the company, as defined by the accounting rules that address this matter, provide the information required by Article 9 of CVM Resolution No. 81 of March 29, 2022:

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Not applicable, as the Company will conduct the transactions on the B3 and will not have knowledge of the counterparties to the transactions.

  1. Indicate the destination of the funds obtained, if applicable:
    Not applicable, as the Company will not generate funds through transfers, since the acquired shares will be held in treasury to comply with the provisions of share-based compensation programs.
  2. Specify the maximum deadline for the liquidation of authorized transactions:
    The maximum deadline for the liquidation of the Company's share acquisitions under the Repurchase Program will be 18 (eighteen) months, counted from June 21, 2023 (inclusive), and will have as its final date, therefore, December 21, 2024 (inclusive).
  3. Identify the institutions that will act as intermediaries, if applicable:
    The acquisition of shares issued by the Company will be carried out at market price and intermediated by the following brokers: (i) BTG PACTUAL Corretora de Títulos e Valores Mobiliários S.A., registered under CNPJ number 43.815.158/0001-22; (ii) Santander Corretora de Câmbio e Valores Mobiliários S.A., registered under CNPJ number 51.014.223/0001-49; and (iii) Bradesco S.A. Corretora de Títulos e Valores Mobiliários, registered under CNPJ number 61.855.045/0001-32.
  4. Specify the available resources to be used, in accordance with Article 8, Paragraph 1, of CVM Resolution No. 77 of March 29, 2022:
    The acquisitions under the Repurchase Program will be carried out using the overall amount: (i) of available profit and capital reserves, excluding the reserves mentioned in Article 8, Paragraph 1, of CVM Resolution 77; and/or (ii) of the realized result of the ongoing fiscal year, segregating the allocations to the reserves mentioned in Article 8, Paragraph 1, of CVM Resolution 77, to be allocated as appropriate. The availability of resources to support the operations of the Repurchase Program will be verified by the Board of Directors based on the most recent annual, interim, or quarterly financial statements disclosed by the Company prior to the effective transfer of ownership of shares issued by the Company.
  5. Specify the reasons why the members of the board of directors feel comfortable that the share repurchase will not negatively impact compliance with obligations to creditors or the payment of mandatory, fixed, or minimum dividends.
    The members of the Board of Directors feel comfortable that the Repurchase Program will not negatively impact compliance with obligations to creditors or shareholders. This conclusion results from the assessment of the potential financial amount that may eventually be used in the Repurchase Program when compared to the levels of obligations assumed with creditors, the amounts available in cash, and the Company's cash generation expectations over the indicated repurchase period. The compatibility of the repurchases with the Company's financial situation will be monitored by the Board of Directors throughout the entire term of the Repurchase Program.

Relações com Investidores | ri.estapar.com.br | ri@estapaar.com.br | +55 (11) 2161-8099

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Allpark Empreendimentos Participações e Serviços SA published this content on 21 June 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 June 2023 22:27:07 UTC.