PRIO S.A. (“PRIO” or “Company”) (B3: PRIO3), in compliance with CVM Resolution 44/2021, hereby informs its shareholders and the market in general that, at a meeting of the Company’s Board of Directors held on February 21,2024, an increase in the Company’s share capital in the amount of R$ 2,000,000,000.00, was approved, rising from R$ R$ 5.634.786.062,24 to R$ 7.634.786.062,24, through the capitalization of fund allocated to the statutory profit reserve called “Investment Reserve” (“Capital Increase”).
The purpose of the Capital Increase is to enable the redevelopment of assets already in production, as well as to finance drilling and sub-surface connection activities in assets that are in development phase, in order to maximize their potential. In addition, this Capital Increase is necessary to finance future growth opportunities, including inorganic projects and initiatives aimed at generating value for shareholders, in strict compliance with the purpose of this reserve (article 40, second paragraph, point F of the Company’s Bylaws).
The Capital Increase will be carried out without distributing new shares among the shareholders or changing the number of shares issued by the Company.
This is an accounting operation in which part of the amounts allocated to the statutory profit reserve called “Investment Reserve” is added to the share capital, thus increasing its monetary expression. As such, there is no inflow of new funds to the Company through this operation.
Given that the Capital Increase is a mere reallocation of amounts already existing in the Company’s shareholders’ equity, this operation does not have any financial or economic consequences.
The Company clarifies that further details and complementary information about the Capital Increase can be found in the Notice to Shareholders published by the Company on this date.
Finally, the Company points out that the minutes of the Board of Directors’ meeting that approved the Capital Increase are available for consultation on the website of the Brazilian Securities and Exchange Commission (www.gov.br/cvm) and/or on the Company’s Investor Relations website (ri.prio3.com.br).
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