Material Fact: The future of its investment in XP Inc.

Rhea-AI Summary

Itaú Unibanco Holding has announced the approval of a spin-off that will transfer 41.05% of its investment in XP Inc. to a new company, referred to as Newco. This decision follows discussions initiated on November 3, 2020, and will be presented for shareholder approval at a General Meeting. Once approved, shareholders will have an equity stake in Newco, whose sole asset will be the investment in XP. Additionally, Itaú may choose to sell its 5% stake in XP depending on market conditions. Further details for shareholders will follow.

Positive

• Spin-off creates a new company, potentially unlocking value for shareholders.
• Shareholders will gain equity in Newco, enhancing their investment portfolio.

Negative

• Potential market impact if Itaú sells its 5% stake in XP, which could affect stock valuation.

SÃO PAULO, Nov. 26, 2020 /PRNewswire/ -- Itaú Unibanco Holding S.A. ("Itaú Unibanco" or "Company") advises its shareholders and the market in general that in line with the Material Fact disclosed on November 3, 2020, it has concluded internal discussions about the future of its investment in XP Inc. ("XP"), a company with its principal place of business in Cayman Islands and listed on Nasdaq.

The Company's Board of Directors has today approved the segregation of this line of business of the Itaú Unibanco conglomerate into a new company ("Newco"), by spinning off companies of the Itaú Unibanco conglomerate, with the spun off portion, representing 41.05% of the capital of XP ("Investment in XP"), being transferred to Newco. The spin-off from the Company shall be the subject of deliberations by the General Meeting of Shareholders and, once approved, the shareholders of Itaú Unibanco will thereafter also have an equity holding in Newco, whose sole asset will be the Investment in XP.

The shareholders of Itaú Unibanco will in due course receive further information about the intended spin-off, in addition to all the details for their participation in the General Meeting, pursuant to Brazilian Securities Commission Instructions 481/09 and 565/15.

The outstanding shares of XP held by Itaú Unibanco, representing 5% of the capital stock of XP, may be sold, as previously advised, depending on market conditions.

ALEXSANDRO BROEDEL
Group Executive Finance Director and Head of Investor Relations

Itaú Unibanco – Comunicação Corporativa
(11) 5019-8880 / 8881 – imprensa@itau-unibanco.com.br

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SOURCE Itaú Unibanco Holding S.A.

FAQ

What is the significance of Itaú Unibanco's investment in XP Inc.?

Itaú Unibanco's investment in XP, now transferred to Newco, represents 41.05% of XP's capital, potentially unlocking strategic value.

When will shareholders vote on the spin-off of XP investment?

The spin-off will be presented for approval at an upcoming General Meeting of Shareholders.

What percentage of XP Inc. does Itaú Unibanco currently own?

Itaú Unibanco currently owns 41.05% of XP's capital, with an additional 5% held through outstanding shares.

Will Itaú Unibanco sell its 5% stake in XP?

Itaú Unibanco may sell its 5% stake in XP depending on market conditions.

What are the implications of the spin-off for Itaú Unibanco shareholders?

Shareholders will receive an equity stake in Newco, which holds the investment in XP, potentially increasing their overall investment value.