SÃO PAULO, Brazil, Sept. 22, 2020 (GLOBE NEWSWIRE) — StoneCo Ltd. (Nasdaq: STNE) (“Stone”), a number one supplier of monetary era answers that empower traders to habits trade seamlessly throughout a couple of channels, these days pronounces that it’s going to pursue the issuance of Brazilian Depositary Receipts (“BDR”).
Following the bulletins on August 11, 2020 and September 1, 2020 relating to Stone’s trade mixture with Linx (the “Transaction”), on September 22, 2020, Stone introduced that it’s going to pursue the issuance of BDRs. This will likely allow holders of stocks of Linx traded within the Brazilian marketplace to obtain Stone BDRs as a part of the dignity to be paid by way of STNE Participações S.A. to Linx shareholders within the context of the Transaction.
This will likely be one of the most first backed BDR – Stage I techniques in Brazil following fresh adjustments in BDR legislation by way of CVM (Comissão de Valores Mobiliários), Brazilian securities and alternate fee.
The implementation of the Transaction is conditioned upon, amongst different issues: (i) the effectiveness by way of the US Securities and Change Fee (“SEC”) of Stone’s registration remark on Shape F-Four in admire of its Magnificence A stocks to be issued to Linx shareholders; (ii) prior approval by way of the Brazilian antitrust authority (CADE); (iii) approval by way of the Linx shareholders on the Linx ESM, authorization for STNE not to checklist within the Novo Mercado, and exemption for STNE to hold out the delicate be offering supplied for in Segment 43 set forth in Linx’s bylaws; and (iv) approval of the Transaction by way of the STNE shareholders, at a shareholders assembly of STNE.
We don’t be expecting the Transaction to generate antitrust considerations.
No Be offering or Solicitation
This verbal exchange shall no longer represent an be offering to promote or the solicitation of an be offering to shop for any securities, nor shall there be any sale of securities in any jurisdiction wherein such be offering, solicitation or sale could be illegal previous to the registration or qualification underneath the securities regulations of this kind of jurisdiction. No providing of securities can be made except for by the use of a prospectus assembly the necessities of the U.S. Securities Act of 1933, as amended, or an exemption therefrom.
Further Knowledge and The place to To find It
In reference to the Transaction, Stone and Linx have filed related fabrics with the SEC together with a registration remark of Stone on Shape F-4. The Shape F-Four incorporates a prospectus and different paperwork. INVESTORS AND SECURITY HOLDERS OF STONE AND LINX ARE URGED TO READ THE FORM F-Four AND OTHER DOCUMENTS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT STONE, LINX AND THE TRANSACTION AND RELATED MATTERS. The Shape F-Four and all different paperwork filed with the U.S. SEC in reference to the Transaction will likely be to be had when filed, without spending a dime, at the U.S. SEC’s website online at www.sec.gov. As well as, the Shape F-Four and all different paperwork filed with the U.S. SEC in reference to the Transaction will likely be made to be had, without spending a dime, to U.S. shareholders of Stone on Stone’s website online at http://www.stone.co.
FORWARD LOOKING STATEMENTS
This verbal exchange incorporates positive statements which are “forward-looking” statements inside the that means of Segment 27A of the Securities Act and Segment 21E of the Securities Change Act of 1934. Phrases equivalent to “await”, “consider”, “proceed”, “may”, “estimate”, “be expecting”, “hope”, “intend”, “might”, “may”, “will have to”, “would”, “will”, “perceive” and identical phrases are meant to spot ahead searching statements. Those forward-looking statements come with, however don’t seem to be restricted to, statements in regards to the Transaction. There are a variety of dangers and uncertainties that might motive precise effects to fluctuate materially from the forward-looking statements integrated on this verbal exchange. As an example, the predicted timing and chance finishing touch of the Transaction, together with the timing, receipt and phrases and stipulations of any required governmental and regulatory approvals of the Transaction that might cut back expected advantages or motive the events to desert the Transaction, the facility to effectively combine the companies, the prevalence of any match, alternate or different instances that might give upward thrust to the termination of the agreements in the case of the Transaction, the danger that the events won’t be capable to fulfill the stipulations to the Transaction in a well timed method or in any respect, dangers associated with disruption of control time from ongoing trade operations because of the Transaction, the danger that any bulletins in the case of the Transaction may have hostile results available on the market value of the stocks of Stone or Linx, the danger that the Transaction and its announcement may have an hostile impact at the talent of Stone and Linx to retain shoppers and retain and rent key team of workers and care for relationships with their providers and shoppers and on their running effects and companies usually, the danger that issues might rise up in effectively integrating the companies of the corporations, which might end result within the mixed corporate no longer running as successfully and successfully as anticipated, the danger that the mixed corporate is also not able to reach cost-cutting synergies or it will take longer than anticipated to reach the ones synergies, and different elements. All such elements are tricky to are expecting and are past Stone’s regulate, together with the ones detailed in Stone’s annual experiences on Shape 20-F and present experiences on Shape 6-Okay which are to be had on its website online at http://www.stone.co and at the SEC’s website online at http://www.sec.gov. Stone’s forward-looking statements are according to assumptions that Stone believes to be affordable however that won’t end up to be correct. Stone undertakes no legal responsibility to publicly free up the results of any revisions to this kind of forward-looking statements that can be made to mirror occasions or instances that happen, or which we change into conscious about, except for as required by way of appropriate regulation or legislation. Readers are cautioned to not position undue reliance on those forward-looking statements that talk simplest as of the date hereof.
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