Grupo SBF S.A. (BOVESPA:CNTO3) made an unsolicited offer to acquire Netshoes (Cayman) Limited (NYSE:NETS) for approximately $87 million on May 23, 2019. The offer per share is $2.8. On May 28, 2019, Grupo SBF S.A, made a revised unsolicited offer to acquire Netshoes (Cayman) Limited for approximately $110 million on May 29, 2019. As reported, the offer per share was revised to $3.50 in cash. On June 12, 2019, Grupo SBF S.A. made a revised unsolicited offer to acquire Netshoes (Cayman) Limited for approximately $110 million. As reported, the offer per share was revised to $3.70 in cash. Grupo SBF will provide ZAR 120 million ($8.07 million) bridge loan available upon execution of a merger agreement. On June 13, 2019, Grupo SBF S.A. made a revised unsolicited offer to acquire Netshoes (Cayman) Limited for approximately $130 million. As reported, the offer per share was revised to $4.1 in cash. As on May 22, 2019, Chief Executive Officer and Chief Financial Officer of Grupo SBF S.A. provided information on the existence of financing approved by first-tier financial institutions (in Brazil) on reasonable terms and at in amount sufficient to finance the acquisition of all of the outstanding shares of Netshoes (Cayman) Limited. Netshoes (Cayman) Limited's Board of Directors will carefully review this proposal to determine the course of action that it believes is in the best interest of the Netshoes (Cayman) Limited's stockholders.

The transaction is also subject to approval of CADE. Pending the completion of such review, the Board of Netshoes (Cayman) Limited has not made any determination as to whether this proposal constitutes a superior proposal under the terms of the already signed merger agreement with Magazine Luiza S.A. (BOVESPA:MGLU3). The offer is subject to approval at shareholders' meeting of Netshoes. As reported on June 13, 2019, the transaction was rejected by the Board of Netshoes. As on June 14, 2019, Magazine Luiza completed the acquisition of of Netshoes, pursuant to the competing bid to this transaction. Goldman Sachs & Co. LLC acted as financial advisor and Simpson Thacher & Bartlett LLP, Demarest Advogados and Campbells acted as legal advisors to Netshoes (Cayman) Limited.