Vulcabras Azaleia S A : Material Fact - The first stage of the closing of the transaction took place involving the assumption, by its subsidiaries, of the operations of the Mizuno brand in Brazil, under the terms of the contracts signed with Alpargatas S.A. and Mizu
January 30, 2021 at 02:48 am IST
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VULCABRAS AZALEIA S.A.
Companhia Aberta
CNPJ 50.926.955/0001-42
NIRE 35.300.014.910
MATERIAL FACT
Vulcabras Azaleia S.A. (B3: VULC3) ("Company"), in addition to the material facts released on September 21, 2020 and December 28, 2020, communicates to its shareholders and the market in general that, on January 29, 2021, the first phase of the operation involving the assumption, by its subsidiaries Vulcabras Azaleia - CE, Calçados e Artigos Esportivos S.A. and Vulcabras Distribuidora de Artigos Esportivos Ltda. ("Subsidiaries"), of the operations of the Mizuno brand in Brazil was completed, under the terms of the agreements entered into by and between Alpargatas S.A. ("Alpargatas") and Mizuno Kabushiki Kaisha d/b/a Mizuno Corporation.
In mutual agreement, with the objective of attaining a more efficient transition of the Operation and avoiding any disruption, the parties amended the agreement at this date to establish that the Operation will be completed in 2 (two) stages:
in the first completion, which occurred today ("First Completion"), the following was carried out:
transfer of all shares held by Alpargatas in a newly-incorporated company, which holds the assets and employees of the Operation that are not related to Mizuno stores, (b) assumption by the Subsidiaries of the contractual relationship with Mizuno Corporation, and (c) the other acts related to the completion of the operation, as originally established in the contract, except for the acts to be performed in the Second Completion, as defined below; and
In the second completion, which should occur no later than March 31, 2021 ("Second Completion"), Alpargatas will transfer to the Company (a) all ownership interest held by it in another new company established as a vehicle for the transfer of the assets and employees related to Mizuno stores and (b) Mizuno assets related to the e-commerce operation.
In accordance with the final documents of the Operation, during certain period of time, Alpargatas S.A. will continue to manufacture and supply, exclusively to the Subsidiaries, certain Mizuno products, until its Subsidiaries assume their manufacture.
The current amount is estimated at R$ 40,000,000.00 (forty million reais), of which part of the difference related to the amount previously disclosed refers to variations in inventories not included on the date of the execution; any additional adjustments may be made up to the second completion.
As from the date hereof, the Master Distributor and License Agreement entered into by and between the Company and Mizuno Corporation becomes effective, under this agreement the Company will (i) develop and manufacture products of the "Mizuno" brand, including apparel, shoes and accessories, and (ii) distribute in the Brazilian territory the products of the "Mizuno" brand until December 2033.
After the second and last completion of the Operation, the Subsidiaries will start to sell "Mizuno" brand's products directly to the consumer, via its own stores and/or its e-commerce (www.mizuno.com.br).
The Company will timely release a new material fact upon the second completion of the Operation.
The completion of this operation is in line with the strategic planning of the Company, which is to focus its efforts on the development, manufacture and sale of products and sports items.
Jundiaí/ SP, January 29, 2021.
Wagner Dantas da Silva
Investor Relations Officer
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Vulcabras|azaleia SA published this content on 29 January 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 January 2021 21:17:04 UTC.
Vulcabras SA, formerly known as Vulcabras Azaleia SA is a Brazil-based company primarily engaged in the manufacture of footwear. The Company is involved in the production and marketing of sports, menâs and women's footwear, as well as in the manufacture and sale of apparel. The Company sells products under various trademarks, including Olympikus, Under Armour and Mizuno, among others. In addition, the Company manufactures, under the brand name Botas Vulcabras, safety boots for hospitals, laboratories, as well as for food, construction, mining, metallurgy and chemical industries. The Firm exports its products to Chile, Colombia and Peru, among others. The Company operates through a number of subsidiaries, such as Vulcabras CE Calcados e Artigos Esportivos SA, Running Comercio e Industria de Artigos Esportivos Ltda and Wave Representacao de Artigos Esportivos Ltda.
Vulcabras Azaleia S A : Material Fact - The first stage of the closing of the transaction took place involving the assumption, by its subsidiaries, of the operations of the Mizuno brand in Brazil, under the terms of the contracts signed with Alpargatas S.A. and Mizu