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Brasil Insurance Participações e Administração S.A. (“Company”), a publicly held company with common shares traded on the Novo Mercado of the Bovespa under the ticker BRIN3, pursuant to CVM Rule 358/2002, hereby informs its shareholders and the market in general that, in line with its strategy of growth through acquisition of interest in insurance and reinsurance brokerages, signed an agreement on June 20, 2011 acquiring the control of Graciosa Corretora e Administradora de Seguros Ltda. (“Insurance Broker”), the 32nd Insurance Broker of the Brasil Insurance Group. Graciosa, which is headquartered in Curitiba and has 13 years of experience in the insurance market, is one of Paraná’s most traditional insurance brokers and Brasil Insurance’s first acquisition in this state. Graciosa is a firm that operates mainly in the life, health and property and casualty segments and will be the foundation of Brazil Insurance’s future acquisitions in Paraná state. The broker sold in 2010 approximately R$17 million in insurance premiums.
Brasil Insurance will hold 99.98% of the shares representing the capital stock of Graciosa Corretora. The value of the acquisition is R$3.8 million, plus three variable annual payments calculated using an earn-out structure based on the future results of Graciosa Corretora. The total acquisition price is estimated at R$11 million, of which 50% should be paid in cash and 50% in Brasil Insurance stock.
Pursuant to Article 256, Item I of Brazilian Corporation Law (Law 6,404/1976), the Company will submit this decision to the Extraordinary Shareholders’ Meeting to resolve on the matter. Shareholders dissenting from the acquisition of Graciosa Corretora will have the right to withdraw from the Company. Referring to the exercise of right to withdraw, shareholders of record on June 20, 2011, will be entitled to reimbursement. Shareholders wishing to dissent must notify the Company of their decision to withdraw within thirty (30) days from the date of the Extraordinary Shareholders Meeting that will resolve on this acquisition.
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