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Presentation - Second Debentures Issue

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Presentation - Second Debentures Issue

  1. 1. PDG Realty announces issuance of Convertible Debentures
  2. 2. Agenda Rationale Deal structure 2
  3. 3. Rationale  Reinforce our solid cash position;  Enable additional funding in an expressive amount and in attractive rates and conditions;  PDG Realty now has a strong and comfortable cash position to pursue selected investment opportunities in portfolio companies and co developments;  Funding from BNDESPAR, a wholly owned subsidiary of the Brazilian Development Bank - BNDES, the largest development agency in Latin America. 3
  4. 4. Convertible Debentures - Deal Structure  Terms and conditions (subject to approval in Shareholders Meeting): • Debentures in an amount up to R$276,000,000.00 (two hundred and seventy-six million Brazilian real); • The debentures will be convertible into shares issued by the Company by dividing the nominal unit value per debenture by the price of R$17.00; • PDG Realty may redeem the debentures in advance by paying a 10% premium over the amount due; • The debentures will mature in 42 months as of their issue date; • Remuneration will be equivalent to the variation in the CDI (interbank overnight deposit) rate plus 2.00% per annum, with payments made semiannually; 4
  5. 5. Convertible Debentures - Deal Structure • After two years after the issue date of the Debentures, the Company will have the right to request the conversion of up to 50% of the Debentures in circulation if the average price per share of the Company’s common stock in the previous 60 trading sessions is equal to or greater than 140% of the Conversion Price; • The debentures will be secured by a pledge constituted on 100% of the common stock issued by CHL Desenvolvimento Imobiliário S.A. and by a general privilege on the Company’s assets; • Shareholders may exercise their pro-rata preemptive rights in the Debentures Subscription. 5
  6. 6. Convertible Debentures - Subscription Commitment  BNDESPAR will commit to subscribing to a number of debentures equivalent to R$155,000,000.00, and to do so, FIP PDG will give up R$100.000.000,00 in subscription rights it owns;  FIP PDG I will commit to subscribing to a number of debentures equivalent to R$21,620,000.00, and will use its best efforts to subscribe to debentures equivalent to up to R$121,000,000.00  As already mentioned, the Debentures Issue is still subject to approval by a meeting of the Company’s shareholders, which will be duly and opportunely called. 6
  7. 7. Contacts:  For any additional information, please contact : • Michel Wurman - CFO and Investor Relations Officer • João Mallet, CFA - Investor Relations Manager • Gustavo Janer – Financial and Investor Relations Analyst • IR Team: ri@pdgrealty.com.br • Phone: + 5521 3504-3800 • www.pdgrealty.com.br 7

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