The merger operation consists of the acquisition, by Japgest, S.A. ("Japgest"), of exclusive control of the RSKalgar Group, through the acquisition of the majority of shares representing the share capital of RSKalgar, Ltda. ("RSKalgar") and the acquisition of exclusive control over its subsidiaries, RSKlassic, Unipessoal, Lda., B.B & B, S.A. and B6, S.A. (together, "RSKalgar Group").