Benzinga | Nov 27, 2020 07:51AM EST

XP Reports Initiated Studies On Possible Corporate Structures Seeking To Maintain Interests In Itau Unibanco Aligned With Those Of XP

XP Inc., or XP, a leading, technology-driven platform and a trusted provider of low-fee financial products and services in Brazil, today commented, following the material fact released to the market on November 26, 2020, or the material fact, by Ita? Unibanco Holding S.A., or Ita?, in which Ita? communicated (i) the approval by its board of directors of the spin-off of its investment in XP, which will be segregated into a newly formed company, or Newco, whose only assets would be common shares of XP representing 41.05% of XP's share capital, and (ii) the potential sale by Ita? of 5% of XP's share capital, as previously communicated by Ita? on November 3, 2020, that XP has initiated studies on possible corporate structures that seek to maintain the interests of Ita? aligned with those of XP and their respective shareholders and agree on any necessary changes to XP's corporate governance to allow for the implementation of such structures.

XP is seeking to enhance its corporate governance structure, including by eliminating any potential conflicts of interests and maximizing its leverage potential through its capital structure, in a way that only the controlling shareholders of XP would hold Class B common shares, which carry supervoting rights.

As part of its studies and discussions, XP is evaluating a proposal to merge Newco into XP, which, if approved, will result in the delivery to Newco shareholders of Class A common shares of XP directly or through the issuance in Brazil of Brazilian Depositary Receipts. XP will conduct additional studies to finalize the corporate structure and ensure that it meets the best interests of XP and its shareholders.