Material Fact
CENTRO DE IMAGEM DIAGNÓSTICOS S.A. (“Company”) (B3: AALR3), pursuant to article 157, paragraph 4, of Law 6,404, of December 15, 1976, as amended, and the provisions of Securities and Exchange Commission (“CVM“) Resolution 44, of August 23, 2021 (“CVM Resolution 44“), hereby informs its shareholders and the market in general that it received, on this date, from the Company‘s controlling shareholders (“Controlling Shareholders“), signatories of the shareholders‘ agreement signed on August 20, 2021 and amended on the same date (“Shareholders‘ Agreement“), a notification informing the decision of the Controlling Shareholders regarding the proposal dated October 21, 2021 (“Proposal”), forwarded by MAM ASSET MANAGEMENT GESTORA DE RECURSOS LTDA. (Corporate Taxpayer‘s ID (CNPJ/ME): 21.180.163/0001-73) to the Controlling Shareholders for the acquisition of up to twenty-four million (24,000,000) common shares issued by the Company, as informed in the Material Fact dated October 22, 2021. According to the notification, after the merits and terms and conditions were considered and discussed, the Proposal was unanimously rejected based on the understanding that it is not aligned with the vision and objectives of the Controlling Shareholders, including in terms of the actual intrinsic value for the Company and the partial object of the Proposal.
Additionally, the Company also informs its shareholders and the market in general that a second amendment to the Shareholders‘ Agreement was signed, in which other Company shareholders entered the agreement, with the related shares representing approximately 52.79% of the common shares issued by the Company. The entire content of the second amendment to the Shareholders‘ Agreement was disclosed, on this date, through the Empresas.Net system.
São Paulo, October 27th, 2021.
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IR Contact
Gabriel Rozenberg
IRO
E-mail: ri@alliar.com