News

Material Fact

CENTRO DE IMAGEM DIAGNOSTICS S.A. ("Company") (B3: AALR3) ), in compliance with art. 157, § 4, of Law No. 6.404, of December 15, 1976, as amended and to the provisions of Securities Commission Resolution No. 44, of August 23, 2021, informs its shareholders and the market that received, on this date, notices for disclosure to the market sent (i) by the representatives of the shareholders of the Company‘s control block, signatories of the shareholders‘ agreement signed on August 20, 2021, as amended ("Controlling Shareholders" and "Notification of Controlling Shareholders", respectively) and (ii) by Fonte de Saúde Fundo de Investimento em Participações Multiestratégia ("Buyer" and "Buyer Notification", respectively), registered with CNPJ/ME under No. 42.479.729/0001-32 , informing that, on the present date, the first amendment to the Company‘s share purchase and sale agreement was executed, entered into on December 21, 2021, as disclosed by the Company in a material fact notice of the same date ("Agreement"), between, on the one hand, the Controlling shareholders, and, on the other side, the Buyer ("1st Amendment").

As indicated in the aforementioned notifications, the 1st Amendment aims to (i) establish, as a new precedent condition in favor of the Buyer, the minimum date of March 31, 2022 for the completion of the closing of the transaction, (ii) include provisions on the adjustment of the balance of the acquisition price by SELIC depending on the date on which the transaction is closed and (iii) correcting a material error related to the total number of shares sold by a particular seller, representing a total adjustment of over 1,000 (thousand) shares sold to such seller.

The entire content of the Notification of Controlling Shareholders is found as Attachment I to this material fact, while the entire content of the Buyer Notification is found as Attachment II to this material fact.

The Company reiterates its commitment to keep the market informed about material facts and acts, in compliance with applicable regulations.

São Paulo, February 9, 2022.

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Karla Maciel
CFO & IRO
E-mail:
ri@alliar.com