Even announces Material Fact
EVEN CONSTRUTORA E INCORPORADORA S.A. (“Company”), in compliance with Article 157, paragraph 4, of Law 6,404, dated December 15, 1976, as amended, Instruction of the Brazilian Securities Commission (Comissão de Valores Mobiliários) (“CVM”) No. 358, dated January 3, 2002, as amended, and the Company’s Material Information Disclosure Policy, dated June 27, 2019, and in furtherance of the Relevant Fact dated July 30, 2020, hereby informs its shareholders and the market in general that today the Company has disclosed the Notice to the Market (Aviso ao Mercado) and the Preliminary Prospectus (Prospecto Preliminar) related to the public offering of common shares of MELNICK EVEN DESENVOLVIMENTO IMOBILIÁRIO S.A. (“Melnick”), a subsidiary of the Company, to be held in Brazil, in the over-the-counter market, pursuant to CVM Instruction 400, of December 29, 2003, as amended (“CVM Instruction 400”), and other applicable legal provisions, under the coordination of financial institutions members of the securities distribution system, including placement efforts abroad (“Offering”), whose registration application was submitted to the CVM on July 30, 2020.
Pursuant to Section 21 of CVM Instruction 400, a priority right will be given to existing shareholders of the Company to subscribe for Common Shares to be offered by Melnick (the “Priority Offering”). The Priority Offering which will occur in Brazil concurrently with the Offering has not been and will not be registered under the Securities Act or under any U.S. state securities laws. Accordingly, the Priority Offering is only available to investors in the United States or to U.S. persons in reliance on exemptions from registration provided under the Securities Act.
The sale price of the shares, which will be agreed upon on the Offering pricing date, will be established after the result of the book building process, which will be carried out with institutional investors in Brazil and abroad, in accordance with article 44 of CVM Instruction 400. The Offering is subject to the granting of registration by the CVM and market conditions.
The Company will update the market on developments related to the Offer.
This Material Fact is for informational purposes only pursuant to applicable legislation and does not constitute an offer to sell or the solicitation of an offer to buy any securities, including the Shares, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction. No registration of the Offer or shares will be made with any securities regulator of any country, except for the CVM in Brazil.
The Offer has not been, and will not be, registered under the U.S. Securities Act of 1933 (“Securities Act”), as amended, or any other securities laws of the United States or any state of the United States or any other jurisdiction, and the Shares may not be offered, sold, pledged or otherwise transferred in the United States or to U.S. investors absent registration or an exemption from registration under the Securities Act. Further information about the Offering can be obtained in Prospectus and Notice to the Market (Aviso ao Mercado) available at the Company and Melnick’s website (https://ri.melnick.com.br).
São Paulo, September 3, 2020.
JOSÉ CARLOS WOLLENWEBER FILHO
CFO and Investor Relations Director
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IR Contact:
Phone: +55 11 3377-3699
E-mail:ri@even.com.br
www.even.com.br/ir
About EVEN:
Even has been working in the real estate sector for more than 40 years and is one of the largest builders and developers in the metropolitan region of São Paulo. It is present, primarily and strategically, in the cities of São Paulo, Rio de Janeiro and Porto Alegre. The company is vertically oriented, executing all development stages of its projects, from lot prospecting, property development and brokerage activities to the project‘s construction. Even owns two sales companies: Even Vendas and Even More, both of which operating in 100% of the Company‘s projects to sell units and providing exclusive services to Even. The Company follows sustainability principles in all of its business segments. Even believes that employing sustainability practices leads to less construction debris, increases the energy efficiency of its products and improves its image before clients and neighboring communities. Its shares ! are traded on the Novo Mercado Special Corporate Governance segment of the B3 – Brasil Bolsa Balcão, under the ticker EVEN3.