SEQUOIA LOGÍSTICA E TRANSPORTES S.A.
CNPJ Nº 01.599.101/0001-93 NIRE Nº 35.300.501.497
Publicly traded Company
MATERIAL FACT
Sequoia Logística e Transportes S.A. ("Company" or "Sequoia") hereby informs its shareholders and the market in general, in accordance with the provisions of the Brazilian Law No. 6,404/76 of December 15, 1976 ("Corporations Law"), and the Resolution No. 44 of August 23, 2021, as amended, by the Brazilian Securities and Exchange Commission ("CVM"), and in addition to the material fact released on September 1, 2022, that on October 27, 2022, it will be requested to CVM the cancellation of the public offering registration for the certificates of real estate receivables of determined Securitization Company, bonded in debentures of Company's 3rd issuance, in accordance with the provisions of the Brazilian Law No. 14.430 of August 3, 2022, as amended, and the Resolutions No. 60 of December 23, 2021 and No. 400 of December 29, 2003, as amended, by CVM.
In addition, the Company informs that a meeting of the Company's Board of Directors held on this date approved the 3rd issue of 300,000 (three hundred thousand) simple, unsecured, non-convertible debentures, in 1 (one) series ("Debentures"), for private placement, by the Company, with a unit face value of R$ 1,000.00 (one thousand reais) each, on the date of issuance, under the firm guarantee of placement for the total amount of the offering, that is, R$300,000,000.00 (three hundred million reais), pursuant to Law No. 6,404, of December 15, 1976, as amended, and CVM Resolution No. 476, of January 16, 2009, as amended, with 5 (five) years of maturity from the issuance date. The 3rd issue will be exclusively intended for professional investors, pursuant to CVM Resolution No. 476.
The Debentures unit face value will not have monetary update. Remuneration interest will be applied to the unit face value corresponding to the accumulated variation of 100% (one hundred percent) of the DI Rate, plus a spread between the minimum value of 2.50% (two integer and fifty hundredths' percent) per year, based on 252 (two hundred and fifty-two) Business Days and the maximum value of 2.75% (two integer and seventy-five hundredths' percent) per year, based on 252 (two hundred and fifty-two) Business Days.
The amounts related to the remuneration of the Debentures shall be paid monthly, without grace period, as of the first payment date of the respective series and the last payment due on the maturity date of the Debentures. The unit face value of the Debentures will be monthly amortized as of the 24th (twenty-fourth) month from the issuance date, with the last payment due on the maturity date of the Debentures.
The Debentures will have personal guarantee provided by the Company's subsidiaries: Transportadora Americana Ltda., Direcional Transporte e Logística S.A. and Transportadora Plimor Ltda.
The minutes of the Company's Board of Directors' Meeting that approved the terms and conditions of the Debentures, the Issue and the Offer, in accordance with the provisions of article 59, paragraph 1, of the Brazilian Corporation Law, are available for consultation on the Company's website (https://ri.sequoialog.com.br/) and on the CVM website (www.cvm.gov.br).
The Company will keep its shareholders and the market in general informed about the existence of new material developments related to the Issue and the Offer.
This material fact is exclusively informative, under the terms of the regulations in force, and does not constitute and should not be interpreted as any kind of effort to sell the Debentures and/or CRIs.
Embu das Artes, October 27, 2022
SEQUOIA LOGÍSTICA E TRANSPORTES S.A.
Fernando Stucchi Alegro
CFO & Investor Relations Officer