Brasil Pharma : Material Fact - 2019/01/21

BRASIL PHARMA S.A. - IN JUDICIAL REORGANIZATION

Publicly-held Company

Corporate Taxpayer ID (CNPJ) 11.395.624/0001-71

Company Registry 35.300.374.797

MATERIAL FACT

BRASIL PHARMA S.A. - IN JUDICIAL REORGANIZATION, a corporation registered in Brazilian Securities Commission ("CVM") as a category A publicly-held corporation, with headquarters in the City of São Paulo, State of São Paulo, at Rua dos Pinheiros, No. 498, 9th floor, Pinheiros, Zip Code 05422-902, with its articles of incorporation registered at the trade board of the State of São Paulo under the Company Registry (NIRE) 35.300.374.797, enrolled with the Corporate Taxpayer ID CNPJ under the No. 11.395.624/0001-71 ("Company"), in accordance with the article 157, paragraph 4th, of the Law No. 6,404/1976, as amended, and the CVM Instruction No. 358/2002, as amended, in continuity with the material facts disclosed on January 10th, 2019, November

• 27th, 2018 and January 9th, 2018, and with the notices to the market disclosed on September

• 28th, 2018, September 27th, 2018 and September 17th, 2018, hereby informs to its shareholders and the market in general that:

  As widely known in the market, on November 27th, 2018, the 2nd Bankruptcy and Court-Supervised Reorganization Court for the Central District of São Paulo/SP, ratified the Company's judicial reorganization plan, made available to the shareholders and to the market in general on Company's and on CVM's websites on September 17th, 2018 and approved by the creditors on September 27th, 2018 ("Judicial Reorganization Plan").

  With the ratification of Judicial Reorganization Plan, the Company's management has been working to adopt the measures provided in the plan, in order to ensure the effectiveness of the corporate reorganization and to enable the continuity of corporate operations.

  Among other measures, the Judicial Reorganization Plan provides for the alienation of certain corporate assets and units, including the drugstore chain "Farmais" ("UPIs Farmais") and other commercial units. The alienation of such assets will be held by means of a public bid described in the Judicial Reorganization Plan.

  According to the terms and conditions of the bids, on January 17th, 2019, it ended the term for potential proponents to present required documentation to be enabled for participating in the respective bidding auctions.

With respect to the UPIs Farmais, in view of the fact that there was no qualified potential proponents, the respective bidding auction ("Bidding Auction Farmais"), scheduled on January 24th, 2019 will be postponed. With respect to the other assets, the Company highlights that it was verified the qualification of potential proponent in relation to two (2) commercial units.

In accordance with the proceedings and terms provided for in the Judicial Reorganization Plan, the Company hereby informs that the applicable measures to determine a new date for the Bidding Auction Farmais are already being taken, and that a new bidding notice will be published in due course, as soon as approved by the 2nd Bankruptcy and Court-Supervised Reorganization Court for the Central District of São Paulo/SP.

The Company reiterates its commitment to keep its shareholders and the market in general informed about the progress of the matter hereby discussed and any other matter that might be of market's interest.

São Paulo, January 21th, 2019.

Leonardo Leirinha Souza Campos

Investors Relations Officer