PDG REALTY S.A. EMPREENDIMENTOS E PARTICIPAÇÕES
Transcrição
PDG REALTY S.A. EMPREENDIMENTOS E PARTICIPAÇÕES Listed Company CNPJ/MF Nº: 02.950.811/0001-89 NIRE Nº: 33.300.285.199 MINUTES OF THE GENERAL MEETING OF THE HOLDERS OF DEBENTURES IN THE FIRST PUBLIC ISSUE OF DEBENTURES BY PDG REALTY S.A. EMPREENDIMENTOS E PARTICIPAÇÕES ON JUNE 29, 2011 1. Date, Time and Place: on the 29th day of the month of June 2011, at 11 a.m. in the City of Rio de Janeiro, State of Rio de Janeiro, at Praia de Botafogo 501, block 1, room 201, part, Torre Pão de Açúcar, Centro Empresarial Mourisco, Zip Code 22250-040. 2. Convocation: The convocation was waived as all Debenture Holders were in attendance. 3. Attendance: For this deliberation, it was ascertained that Debenture Holders were in attendance representing 100% (one hundred per cent) of the debentures in circulation of the First Issue of Unsecured Non-Stock-Convertible Simple Debentures in a Single Series for Public Distribution by PDG Realty S.A. Empreendimentos e Participações (“Debentures” and “Issuer”, respectively); Pentágono Distribuidora de Títulos e Valores Mobiliários S.A. (“Fiduciary Agent”), represented by Ms. Nathalia Machado; and as the representatives of the Issuer, Messrs. José Antonio Tornaghi Grabowsky and Cauê Castello Veiga Innocêncio Cardoso, pursuant to the signatures appended to the last page of these Minutes. 4. Officers of the Meeting: Chair: Mr. Márcio Lima dos Santos; Secretary: Mr. Cauê Castello Veiga Innocêncio Cardoso. 5. Order of the Day: To deliberate on the execution of the Third Amendment to the Private Indenture for the First Issue of Unsecured Non-Stock-Convertible Simple Debentures in a Single Series for Public Distribution by PDG Realty S.A. Empreendimentos e Participações signed on June 29, 2007, which will rule on: (i) the extension of the duration and the maturity date of the Debentures; (ii) the alteration to the remuneration of the Debentures; (iii) the inclusion of a new grace period for amortizing the principal amount of the Debentures; (iv) the alteration to the frequency of amortization of the Debentures; and (v) the alteration to the frequency of payment of remuneration on the Debentures. 6. Deliberations: through a unanimous vote cast by those in attendance, the Debenture Holders decided: 6.1. to extend the duration and the maturity date of the Debentures to July 1, 2018 (“New Maturity Date”). 6.2. Alteration to the remuneration of the Debentures, which will now correspond to 100% (one hundred per cent) of the accumulated variation in the average daily rates for one-day over extra group Interbank Deposits, calculated and disclosed daily by the CETIP in the daily bulletin published on its Internet website (http://www.cetip.com.br) ("DI Rate"), plus a spread of 1.80% (one point eight per cent) a year, baseline 252 (two hundred and fifty two) business days, falling due on the unit face value not yet amortized as set forth in the Indenture (“New Remuneration”). 6.3. Inclusion of a new grace period of 3 (three) years for amortization (“New Grace Period for Amortization of Principal Amount”), as from the date of alteration to the characteristics, namely: July 1, 2011. 6.4. Alteration to the frequency of amortization, changed to 4 (four) equal consecutive annual installments to be paid out after the New Grace Period for Amortization of Principal Amount on July 1, 2015, July 1, 2016, July 1, 2017 and July 1, 2018 (“New Amortization”). 6.5. Alteration to the frequency of payment for the New Remuneration, which will be owed: (i) during the New Grace Period for Amortization of Principal Amount, in half-yearly installments; and (ii) after the New Grace Period for Amortization of Principal Amount, in annual installments, together with the installments of the New Amortization, with the first annual installment scheduled for July 1, 2015. 7. Adjournment: The floor was opened to the Meeting, with no-one wishing to speak. There being no further business, the General Meeting was adjourned, taking these Minutes which, having been read and approved, were signed by the Chair, the Secretary, the representatives of the Issuer, the representatives of the Fiduciary Agent and the Debenture Holders in attendance. Rio de Janeiro, June 29, 2010. MÁRCIO LIMA DOS SANTOS Chair CAUÊ CASTELLO VEIGA INOOCÊNCIO CARDOSO Secretary PDG REALTY S.A. EMPREENDIMENTOS E PARTICIPAÇÕES José Antonio Tornaghi Grabowsky Cauê Castello Veiga Innocêncio Cardoso PENTÁGONO DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS S.A. Nathalia Machado DEBENTURE HOLDERS: BANCO BRADESCO S.A. Márcio Lima dos Santos Paulo Ricardo Olmedo Freind
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