Magazine Luiza S A : Material Fact - Share Buyback Program
08/26/2020 | 08:41am EDT
MAGAZINE LUIZA S.A.
Corporate Taxpayer ID: 47.960.950/0001-21
Company Registry (NIRE): 35.3.0010481.1
Closing of existing share buyback program and launch of a new share buyback program
MAGAZINE LUIZA S.A. ("Magazine Luiza" or "Company") in compliance with CVM Rules 358/02 and 567/15 and Law 6,404, as amended, hereby announces to the market and its shareholders in general, that its Board of Directors approved:
the closing of its existing share buyback program which was established on February 21, 2019
("Buyback Program"). Since the program was launched until now, a total of 6,767,500 (six million, seven hundred sixty-seven thousand five hundred) common shares were purchased by the Company. The average price of the shares acquired was R$34.75.
the creation of a new program to repurchase shares of its own issuance ("New Program"), in accordance with the following conditions:
Objective: The New Program, which aims at the acquisition of shares issued by the Company, by the Company or by companies controlled by the Company, respecting the limits provided for in the applicable regulation, without reducing the capital stock, has as its principal objective the maximization of shareholder value. In addition, the Company may retain the shares in treasury, cancel the shares, sell the shares, and or use the shares to meet the Company's obligations resulting from the stock option plan or the stock remuneration plan for the Company's executives and employees and / or for delivery in payment for the acquisition of equity interests in other companies made or to be made by the Company or its subsidiaries.
Free-floatand treasury shares: The Company currently has 668,971,082 free-floating shares and 3,766,647 treasury shares;
Form: the acquisition of shares shall be realized on the stock exchange, at market price, with the timing and number of shares to be decided at the discretion of the Board of Directors in accordance with the relevant restrictions and limits of the applicable rules and regulations.
Number of shares to be acquired: up to 10,000,000 common shares may be acquired, which on this date is equivalent to 0.62% of all shares issued by the Company and 1.49% of the
Company's free float;
Term of the program: the deadline for the acquisition of said shares is 18 months from the date hereof;
Available resources: Transactions carried out under the Share Buyback Plan will be supported by one of the following items or a combination thereof: (I) the resources available in the profit retention or capital reserve; (II) the result of the current fiscal year, segregating the allocations to the reserves mentioned in Art 7, Paragraph 1, item I of CVM Instruction 567 and / or (III) the Company's cash generation.
Financial institutions that will act as intermediaries:the acquisition of shares shall be intermediated by the following brokers: (i) Itaú Corretora de Valores S.A., with a business address
at Avenida Brigadeiro Faria Lima, 3400, 10º andar, São Paulo/SP, CEP 04538-132; (ii) BTG Pactual Corretora de Títulos e Valores Mobiliários S.A., headquartered at Av. Brigadeiro Faria Lima, nº 3.477, 14º andar, São Paulo/SP, CEP 04538-132; (iii) Credit Suisse S/A CTVM, located at Rua Leopoldo Couto de Magalhães Jr., 700 - 12 andar, São Paulo/SP, CEP 04542-000; and (iv) Votorantim Corretora de Títulos e Valores Mobiliários Ltda., with a business address at Av. Nações Unidas, 14.171, Torre A, 14º Andar, Vila Gertrudes, São Paulo/SP, CEP 04794-000.
São Paulo, August 26th, 2020.
Roberto Bellissimo Rodrigues
Chief Financial Officer and Director of Investor Relations
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Magazine Luiza SA published this content on 26 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 August 2020 12:41:09 UTC