Alper Consultoria e Corretora de Seguros S A : Material Fact - Acquisition - Vertex

MATERIAL FACTNew Acquisition - Vertex

Alper Consultoria e Corretora de Seguros S.A.' ('Company') (B3: APER3), in compliance with §4th of Article 157 of Law 6,404/76, as amended (the 'Brazilian Corporations Law') and the CVM Instruction number 358/02, as amended, hereby announces to its shareholders and the market in general the following:

1) On November 4th, 2020, following recommendation of the Company's Board of Directors, the Company entered into a Share Purchase and Sale Agreement for the acquisition of equity interest of 100% in Vertex Administradora e Corretora de Seguros S.A. ('Vertex'), an insurance broker with expertise in the fields of employee benefits, property and auto insurance, among others, headquartered in Nova Lima/MG. In 2019, Vertex managed premiums of approximately R$ 100 million.

2) In connection with the acquisition, R$ 6 million shall be paid in cash upon closing of the transaction, R$ 1.967 million shall be paid in 2 consecutive equal installments between 2021 and 2022 and the remaining amount shall be paid in annual installments between 2022 and 2025, pursuant to the performance targets established in the purchase agreement. The acquisition has an estimated total value of R$ 22.194 million, with a potential value of R$ 30.000 million once such targets are fully achieved.

3) Closing of the transaction is still subject to completion of certain customary conditions precedent.

4) The Company shall submit the acquisition to the approval of the Extraordinary Shareholders' Meeting ('EGM'), to be called in due course, pursuant to article 256 of Brazilian Corporations Law. Since Vertex's acquisition price per share is lower than the greatest criteria set forth in item II of article 256 of Brazilian Corporations Law, there will be no right of withdrawal for dissenting shareholders from the decision at the EGM.

The Company, through its Investor Relations Department, is available for any clarification through its relationship channels.

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São Paulo, November 4, 2020.

Marcos Aurélio Couto
Chief Executive Officer and Investor Relations Officer

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