RIO DE JANEIRO, April 2, 2014 /PRNewswire/ -- Oi S.A.
("Oi" or the "Company", BM&FBOVESPA: OIBR3, OIBR4; NYSE: OIBR
and OIBR.C) in accordance with article 157, paragraph 4 of Law No.
6,404/76, pursuant to CVM Instruction No. 358/02 and in furtherance
of the Material Facts released on October 2,
2013 and February 20, 2014,
notifies its shareholders and the market in general that, in a
meeting held on April 1, 2014, the
Board of Directors of the Company approved, among other things, the
maximum number of share that may be issued in the primary offering
of common and preferred shares of Oi, whose request for
registration is being analyzed by the CVM (the "Offering").
In connection with the Offering, Oi may initially offer
1,917,028,657 common shares and 3,834,057,315 preferred shares,
totaling 5,751,085,972 shares, including shares in the form of
American Depositary Shares, represented by American Depositary
Receipts. The number of shares initially offered, not
considering the exercise of the Hot Issue (defined below), may be
increased, at the option of the lead coordinator, by up to 15%, in
other words, by up to 287,554,298 common shares and 575,108,597
preferred shares, totaling 862,662,895 shares, in order to fulfill
subsequent demand for the Offering (the "Over-Allotment Option").
Finally, the number of shares initially offered, not considering
the exercise of the Over-Allotment Option, may be increased, at the
Company's discretion, in agreement with the global coordinators of
the Offering and the other international underwriters, by up to
20%, in other words, by up to 383,405,731 common shares and
766,811,463 preferred shares, totaling 1,150,217,194 shares (the
"Hot Issue").
Oi will maintain its shareholders and the market informed of any
subsequent events related to the Offering.
Oi S.A.
Bayard De Paoli Gontijo
Chief Financial Officer and Investor Relations Officer
Additional Information and Where to Find It:
Oi S.A. ("Oi") has filed a registration statement (including a
prospectus) with the U.S. Securities and Exchange Commission (the
"SEC") for the offering to which this communication relates. Before
you invest, you should read the prospectus in that registration
statement and other documents Oi has filed with the SEC for more
complete information about Oi and this offering. You may get these
documents for free by visiting EDGAR on the SEC's website at
www.sec.gov. Alternatively, Oi will arrange to send you the
prospectus after filing if you request it by calling toll-free
1-855-672-2332.
Special Note Regarding Forward-Looking Statements:
This communication contains certain forward-looking statements.
Statements that are not historical facts, including statements
about our beliefs and expectations, business strategies, future
synergies and cost savings, future costs and future liquidity are
forward-looking statements. The words "will," "may," "should,"
"could," "anticipates," "intends," "believes," "estimates,"
"expects," "plans," "targets," "goal" and similar expressions, as
they relate to Oi, are intended to identify forward-looking
statements and are subject to a number of risks and uncertainties.
There is no guarantee that the expected events, tendencies or
expected results will actually occur. Such statements reflect the
current views of management of Oi and are subject to a number of
risks and uncertainties. These statements are based on many
assumptions and factors, including general economic and market
conditions, industry conditions, corporate approvals, operational
factors and other factors. Any changes in such assumptions or
factors could cause actual results to differ materially from
current expectations. All forward-looking statements attributable
to us, or persons acting on our behalf, are expressly qualified in
their entirety by the cautionary statements set forth in this
paragraph. Undue reliance should not be placed on such statements.
Forward-looking statements speak only as of the date they are made.
Except as required under the U.S. federal securities laws and the
rules and regulations of the SEC or of regulatory authorities in
other applicable jurisdictions, we do not have any intention or
obligation to update or to publicly announce the results of any
revisions to any of the forward-looking statements to reflect
actual results, future events or developments, changes in
assumptions or changes in other factors affecting the
forward-looking statements. You are advised, however, to consult
any further disclosures Oi makes on related subjects in reports and
communications Oi files with the SEC.
SOURCE Oi S.A.