Locaweb Serviços de Internet S A : Notice to the Market - Samurai Acquisition

LOCAWEB SERVIÇOS DE INTERNET S.A.

Publicly held Company

CNPJ 02.351.877/0001-52

NIRE 35.300.349.482

NOTICE TO THE MARKET

São Paulo, March 02nd, 2021 - Locaweb Serviços de Internet S.A. ("Company") hereby informs the market that, on the date hereof, it was signed a Quota Purchase and Sale and Other Covenants Agreement between the Company's wholly-owned subsidiary Tray Tecnologia em Ecommerce Ltda. ("Tray") and the quotaholders of Samurai Experts Holding Ltda. ("Samurai"), with the Company as an intervening and consenting party, to regulate the acquisition of the totality of the capital stock of Samurai by Tray ("Transaction").

About the Acquisition

Founded in 2019 in São Paulo, Samurai is a technology company that offers an ecosystem of applications compatible with several ecommerce platforms in the market to optimize the results of virtual stores.

Samurai reinforces the group's strategy to serve medium and large ecommerces, joining forces with Tray Corp and improving the ability to handle complex and customized projects. In parallel, Samurai will be able to offer the Yapay payment solution, the integrations with more than 30 marketplaces and Store-in-Store offered by Ideris, Melhor Envio logistics solutions, Vindi's recurring payment APIs and the entire marketing portfolio with Social Miner and All In for its entire customer base.

With the acquisition, the objective is to absorb the Samurai team, which currently has 40 engineering, software and agile methodological professionals, who must work together in the development of Locaweb's ecommerce ecosystem products.

Following the Company's operating model in other acquisitions, Mr. Lucas Nakamura Alves da Silva, Mr. Renan Chabbuh and Mr. Nasser Ricardo Nassif Silveira, founding

partners of Samurai, will remain in the Samurai's operation and will maintain the team of employees.

Transaction

The closing price for the acquisition of all quotas of Samurai is R$9.8 million, and, as a guarantee to Tray with respect to certain indemnification obligations assumed by the sellers in the Agreement, a portion of this amount will be retained by Tray and may subsequently be released to the sellers, in accordance with the rules and procedures set forth in the Agreement. The closing price is also subject to certain adjustments of net debt and working capital, which are usual in this type of transaction.

Additionally, the sellers may be entitled to receive an earnout, depending on the achievement of certain financial goals based on the net operating revenue of Samurai.

The acquisition of Samurai by Tray was concluded on the date hereof and the parties are only expected to comply with certain post-closing obligations which are customary in this type of transaction.

The acquisition of Samurai was performed by Tray, a wholly-owned subsidiary of the Company, therefore the Transaction is not subject to the procedures pursuant to article 256 of the Corporations Law.

The Company will keep the market and its shareholders timely and adequately informed about the subsequent facts to the closing of the Transaction, in accordance with the applicable legislation.

Rafael Chamas Alves

CFO and IRO