BROOKFIELD INCORPORACOES SA
Complementing the Notices to Shareholders of December 3, 2014 and December 4,
2014, we hereby inform the shareholders of Brookfield Incorporações S.A. ("Brookfield" or "Company") of the procedure for acquiring any unsubscribed shares from the Company's capital increase, approved by the Extraordinary Shareholders' Meeting of December 3, 2014 ("Capital Increase").
As explained in the Notice to Shareholders of December 3, 2014, the five hundred and fifty million (550,000,000) common shares issued through the Capital Increase were fully subscribed by the Company's controlling shareholder - Brookfield Brasil Participações S.A. ("BRB PART") - and paid in through the capitalization of credits resulting from advance for future capital increase instruments ("AFACs") entered into on June 6, 2014 and November 18, 2014.
Excluding the shares over which BRB PART already had preemptive rights; 63,800,581 shares were allocated to the exercise of preemptive rights by the other holders of common shares, which could be acquired proportionally to their respective interests in the Company's capital stock.
The period for the exercise of preemptive rights for the acquisition, by the other shareholders, of the shares issued through the Capital Increase ended on January 5,
2015, as announced in the Notice to Shareholders of December 4, 2014. Said preemptive rights were exercised over 2,085,605 shares. The amount paid by shareholders to exercise their preemptive rights, corresponding to one real and sixty centavos (R$1.60) per share, totaling R$3,336,968.00, will be delivered directly to BRB PART, pursuant to Article 171, Paragraph 2 of Law 6404/1976.
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The 61,714,976 shares in relation to which preemptive rights were not exercised will be apportioned between BRB PART and those shareholders who, during the period for the exercise of preemptive rights, made their reservations in their respective subscription order. Shareholders who expressed their intention of acquiring the shares attributed to them in the apportionment will be able to acquire 0.12639129395 shares for each share acquired during the period for the exercise of their preemptive rights. The acquisition of said shares will meet the following criteria:
- Acquisition price: one real and sixty centavos (R$1.60) per common share;
- Payment: in cash, in domestic currency, upon acquisition, the corresponding amounts being delivered to BRB PART;
- Period for the Subscription of Unsubscribed Shares: January 9, 2015 to January
15, 2015 (inclusive);
- Service Points: Branches of Banco Bradesco.
Shareholders exercising their right to acquire the unsubscribed shares may in their respective subscription orders, state the maximum number of shares they intend to acquire if there are any shares remaining after the end of the above-mentioned period. In this case, there will be a final apportionment of these remaining unsubscribed shares between BRB PART and those shareholders who declared their intention of acquiring additional shares, respecting (if the case) the maximum number of shares indicated by the shareholders in their subscription orders..
Rio de Janeiro, January 8, 2015.
Chief Financial and Investor Relations Officer
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