FBR Fibria Celulose S.A.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K/A

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

Dated April 4, 2018

Commission File Number: 1-15018

Fibria Celulose S.A.

Fidêncio Ramos, 302 – 3rd and (part of) 4th floors

Edifício Vila Olímpia, Torre B, Bairro Vila Olímpia

04551-010, São Paulo, SP, Brazil

(Address of principal executive offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)):

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)):

(Indicate by check mark whether the registrant by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

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Explanatory Note: The Company is resubmitting this Form 6-K/A to amend the original submission dated March 26, 2018, regarding the Manual for Participation in Ordinary General Meeting (Exhibit 2 — Management Proposal - Exhibit V).

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Manual for Participation in Ordinary General Meeting

April 27, 2018

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Message from the management

Dear Shareholder,

Fibria Celulose S.A. (“Fibria” or the “Company”), a Company listed on the Novo Mercado of the Brazilian Stock Exchange B3 S.A. — Bolsa, Brasil, Balcão (“B3”), in line with its commitment to adopt outstanding Corporate Governance practices, prepared this Manual, which purpose is to clearly and succinctly present important information and guidance relating to the call notice of Fibria’s Ordinary General Meeting (“OGM” or “General Meeting”) to be held on April 27, 2018, at 10:00 a.m., at the Company’s headquarters located at Rua Fidêncio Ramos, No. 302, 4th (part) floor , Vila Olímpia , in the Valor Room, in the City of São Paulo, State of São Paulo.

Members of Fibria’s Board of Executive Officers, a representative of the Fiscal Council and a representative of the independent auditor BDO RCS Auditores Independentes S/S will be present at the General Meeting and will be able to clarify any matters included in the agenda.

We emphasize that each share issued by Fibria is entitled to one vote in the General Meeting.  As such, your participation is very important to the Company.

We hope we can count on your presence, for which we thank you in anticipation.

Sincerely,

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Ordinary General Meeting Agenda

At that meeting, the following matters will be submitted for the resolution of the Shareholders. More information, as well as the procedures for participating in the General Meeting, are available in this Manual, its Exhibits and on the websites of Fibria and the Brazilian Securities Commission (www.fibria.com.br/ir and www.cvm.gov.br), and may also be obtained from Fibria’s Investor Relations Department.

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Guidance for Participation

Date, Time and Place

Fibria’s Ordinary General Meeting will be held on April 27, 2018 at 10:00 a.m. at the Company’s headquarters located at Rua Fidêncio Ramos, No. 302, 4th (part) floor, Vila Olímpia, in the Valor Room, in the City of São Paulo, State of São Paulo (see the map below).

We recommend that parties interested in participating in the General Meeting arrive 30 minutes early.

Who may participate in the General Meeting

All shareholders owning common shares issued by Fibria, or their duly appointed legal representatives or procurators, may participate in the General Meeting.

Required documentation

Individual shareholders can be represented at the shareholders’ meetings by a proxy appointed less than one year prior to the meeting, who must be a shareholder or a manager of the Company, a lawyer or a financial institution. The administrator of an investment fund must represent the investors in the fund, as required by Article 126, paragraph 1, of Law No. 6.404/76 (the “Corporate Law”).

In compliance with the decision to CVM Procedure No. RJ2014/3578, the requirement for the proxy to be a shareholder or a manager of the Company, a lawyer or a financial institution only applies to individual shareholders. For representation of a legal entitity shareholder, the rules of the Brazilian Civil Code (Law No. 10.406/02) is applied. Thus, any proxy duly empowered by law and under the articles of association or bylaws of a legal entity may attend a Shareholders’ Meeting, even if they are not a shareholder or manager of the Company or a lawyer.

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The proxies and shareholders representatives may attend the general meeting as long as they have deposited the respective power-of-attorney, at the Company’s headquarters, up to three (3) business days before the date set for the general meeting. The documents must be sent for the attention of Departamento Jurídico (the Company’s Legal Department) at Rua Fidêncio Ramos No. 302, 3 rd  and 4 th  floors, Torre B, Edifício Vila Olímpia Corporate, Vila Olímpia, Postal Code 04551-010. If a shareholder fails to deposit the above-mentioned instruments of mandate and representation its representative may take part in the Shareholders’ Meetings provided that he/she brings the originals of the documents of proof of the powers granted.

The Company requires that powers of attorney issued to representatives attending Shareholders’ Meetings must indicate the place where they were issued, full details of the grantor and the grantee, the date and purpose of the grant and the extent of the powers granted; and that the signatures on the document be certified.

Shareholders’ documents issued abroad in countries that are signatories to the Apostille Convention must be duly apostilled. Documents issued in other countries must have signatures authenticated by a Notary Public and legalized at a Brazilian Consulate. In either case, the documents must be translated by a sworn translator registered with a Commercial Registry and must be filed with the Registry of Titles and Documents as required by law.

The Company will not accept powers of attorney issued electronically.

We recommend that shareholders or their legal representatives or proxies, as the case may be, should deposit the following documents at the Company’s registered office at least three (3) business days before the date of the meeting:

(i)  Individual Shareholders :

(a) a certified copy of the identity document with a photo (ID card (RG), foreign resident’s identity card (RNE), Brazilian driving license (CNH) or a membership card of an officially recognized professional association); and

(b) up-to-date proof of ownership of shares, issued by the bookkeeping agent or custody agent; and

(ii)  Legal Eentitity Shareholders :

(a) a certified copy of the latest consolidated bylaws or articles of association;

(b) a certified copy of corporate documents granting powers of representation (minutes of the election of the officer(s) attending the meeting or issuing the corresponding power of attorney);

(c) original identity document, with a photo, of the legal representative(s); and

(d) up-to-date proof of ownership of shares, issued by the bookkeeping agent or custody agent; and

(iii)  Investment funds :

(a) a simple copy of the latest restated regulations of the fund, duly registered with the competent authority;

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(b) certified copies of the latest restated articles of association or bylaws and of corporate documents granting powers of representation (minutes of the election of the officer(s) attending the meeting or issuing the corresponding power of attorney) of the administrator and/or manager of the fund (depending on who is authorized to attend and vote at shareholders’ meetings of the companies in which the fund invests);

(c) original identity document, with a photo, of the legal representative(s); and

(d) up-to-date proof of ownership of shares, issued by the bookkeeping agent or custody agent.

Holders of ADRs (American Depositary Receipts)

Citibank N.A, the depositary for the ADRs in the United States, will send the ADR holders the documentation needed to be represented in the General Meeting. The Voting Instructions need to be received by the Depositary or broker/custodian bank prior to 10:00 A.M. (New York City time) on April 24, 2018. If you have any questions about the way in which Voting Instructions may be delivered to the Depositary, please contact Citibank, N.A. - ADR Shareholder Services at (+1) 877-CITI-ADR ((+1) 877-248-4237).

Additional Clarifications

For further information access the call notice (Exhibit 1 of this manual). Additionally, Fibria’s Department of Investor Relations is available for any additional clarification, at +55 11 2138-4565 and at ir@fibria.com.br.

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Fibria’s Bylaws - General Meeting

Fibria Bylaws

Chapter V — Shareholders’ Meetings

Article 28 — The Shareholders Meeting, convened and established pursuant to the law and these By-laws, is the paramount body to decide on all corporate businesses and to make the resolutions it deems to be convenient, and the term of advance for the first call shall be fifteen (15) days and eight (8) days for the second call. For a complex matter, the Meeting may be convened with thirty (30) days in advance, pursuant to the Regulations in effect.

§ 1- The Shareholders Meeting shall meet ordinarily once a year, in the first four months following the end of the fiscal year, in order to decide on the matters listed in Article 132 of Law 6404/76. 1049536v1 / 01567-2

§ 2- The Shareholders Meeting may meet, extraordinarily at any time, upon call by the Board of Directors executed by any of its members and also in the hypotheses provided in the law, by call of shareholders or the Fiscal Council.

§ 3- The Shareholders Meeting shall be presided and shall have the assistance of a chairman and secretary selected by the attending shareholders upon its holding.

§ 4 — Attorneys-in-fact and shareholder representatives may participate in the Shareholders Meetings when they have submitted, at the corporate headquarters, within up to three business days before the date scheduled for those plenary meetings, their corresponding proxies and representation instruments. Should the shareholder have failed to submit the proxies and the representation instruments within the term set forth in these By-laws, he may attend the Meeting, as long as he attends the Meeting bearing the originals of the documents evidencing his powers.

§ 5- In addition to the subject matters that are incumbent on it as provided for in the law and these By-laws, it shall also be incumbent upon the Shareholders Meeting to approve:

a) the cancellation of registration of a publicly-held company with CVM;

b) the delisting from BM&FBOVESPA Novo Mercado;

c) the selection of a specialized company in charge of determining the Company’s economic value for purposes of the public offerings provided in Chapters VIII and X of these By-laws, among the triple list of companies appointed by the Board of Directors;

d) plans for granting stock options to the Company’s managers and employees and those of any other companies that are directly or indirectly controlled by the Company, without preemptive right of shareholders.

§ 6 — The resolution on amendments or exclusion of article 33 of these By-laws shall be made by the majority of votes of attendees, in compliance with the minimum quorum for resolution equal to or greater than thirty percent (30%) of the voting capital stock.

To access Fibria’s Bylaws please click here

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Information on the Matters to be Examined and Discussed

As provided for in the Brazilian Corporations Law, and pursuant to the Call Notice (which is included in this Manual as Exhibit 1) published in the Diário Oficial do Estado de São Paulo and in Valor Econômico Newspapers and made available on the webpages of Fibria and Brazilian Securities Commission (www.fibria.com.br/ir and www.cvm.gov.br) as of March 26, 2018, the matters to be resolved in the General Meeting are as indicated below.

All the documents mentioned in the item below are available on the websites of Fibria and Brazilian Securities Commission (www.fibria.com.br/Investidores and www.cvm.gov.br), and have been published, when required by law, in the Diário Oficial do Estado de São Paulo and in Valor Econômico Newspapers.

In the Ordinary General Meeting:

(i)  management’s accounts, management’s report and the financial statements of the Company, accompanied by the independent auditors’ report, the opinion of the Fiscal Council, and the opinion of the Statutory Audit Committee regarding the year ended December 31, 2017;

Fibria’s Financial Statements, accompanied by the Management Report and the Opinions of the Independent Auditors PricewaterhouseCoopers Auditores Independentes and the Fiscal Council were published on January 29, 2018 in the Valor Econômico Newspaper, in the Diário Oficial do Estado de São Paulo (Official Gazzete of the State of São Paulo), and are available at the Company’s website (www.fibria.com.br/ir). Management discussion of the Company’s financial condition, pursuant to item 10 of the Reference Form from CVM Instruction 480/2009, are included as Exhibit III to the Management Proposal (Exhibit 2);

(ii)  capital expenditure budget proposal for the year 2018;

The proposed capital budget prepared by Management is included in this Manual as Exhibit IV to the Management Proposal;

(iii)  management’s proposal for allocation of income for the year ended December 31, 2017;

The proposal for the use of Fibria’s net profits, including, among other information, the amount for dividend distribution was prepared pursuant to the terms of Exhibit 9-1-II of CVM Instruction 481/2009 and are included in this Manual as Exhibit V to the Management Proposal;

(iv)  establishment of the Fiscal Council on a non-permanet basis ;

Bearing in mind that the workings of the Company’s Fiscal Council come to an end at the Ordinary General Meeting, which is scheduled to take place on April 27, 2018, as provided for in paragraph 5 of article 161 of Brazilian Corporate Law, Management proposes that the Fiscal Council be set up once again.

(v)  determination of the number of Fiscal Council members ;

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With a view to always ensuring the existence of an uneven number of members, it is proposed that the number of members for the Company’s Fiscal Council be fixed at 3 (three) permanent members and an equal number of alternates, with a mandate until the Ordinary General Meeting that will examine, discuss and vote on management’s accounts and on the financial statements for the year ended December 31, 2018.

(e)  election of the Fiscal Council members and the respective alternates

The information on the members of the Fiscal Council is included in this Manual as Exhibit V to the Management Proposal, and was prepared as in item 12.5 - 12.10 of Exhibit A to CVM Instruction 552/2014 as Exhibit VI to the Management Proposal;

(ix)  annual global compensation of the managers and Fiscal Council members for the year 2018.

The proposal relating to the annual global compensation of the Administrators for 2018 as well as information relating to the compensation of the Administrators prepared in accordance with item 13 of the Reference Form of CVM Instruction 480/2009 is also included in this Manual as Exhibit VII to the Management Proposal (Exhibit 2).

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Exhibit 1 — Call Notice

FIBRIA CELULOSE S.A.

Publicly-Held Corporation

Corporate Taxpayer ID (CNPJ) No. 60.643.228/0001-21

Company Registry (NIRE) 35.300.022.807 | CVM Code No. 12793

CALL NOTICE

ANNUAL SHAREHOLDERS’ GENERAL MEETING

TO BE HELD ON APRIL 27, 2018

FIBRIA CELULOSE S.A. , corporation, with headquarters in the City of São Paulo, State of São Paulo, located at Rua Fidêncio Ramos, No. 302, 3 rd  and 4 th  (part) floors, Edifício Vila Olímpia Corporate, Vila Olímpia, CEP 04551-010, with its corporate acts filled before São Paulo’s Board of Trade under the Company Registry (NIRE) 35.300.022.807, enrolled before the Corporate Taxpayer ID (CNPJ) No. 60.643.228/0001-21, registered before the Brazilian Securities Commission (CVM) as a level “A” public held corporation, under the code 12793 (“ Company ”), hereby, in accordance with Article 124 of Law No. 6,404/76, as amended (“ Brazilian Corporate Law ”) and articles 3rd, 4th and 5th of CVM Instruction No. 481/09, as amended (“ ICVM 481/09 ”), calls the shareholders to take part on the Annual Shareholders’ General Meeting (“ General Meeting ”) to be held at 10:00am, April 27, 2018, at the Company’s headquarter, 4th floor, in room Valor, to review, discuss and vote the following agenda:

GENERAL INFORMATION:

According to Article 126 of the Brazilian Corporate Law, only those who prove their capacity as shareholders or representatives of shareholders in accordance with the applicable law may participate in the General Meeting. The proof of capacity as shareholders will be verified by presentation of valid identity card of the shareholder or his/her representative and certificate issued by the depositary institution of the book-entry shares owned or in custody, on a date after April 24, 2018.

In regard to investment funds, the representation of the quotaholders at the General Meeting shall be incumbent to the fund’s manager, with due regard to the provisions of the

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fund’s regulation regarding the person who is entitled to exercise the voting rights of the shares and assets that are part of the fund’s portfolio. In such case, the representative of the fund’s manager, in addition to the corporate documents mentioned above regarding such manager, shall present copy of the fund’s updated and restated regulation, duly registered with the competent body.

In connection with the participation by means of an attorney-in-fact, the powers to participate of the General Meeting shall have been granted at least one (1) year prior to the meeting, in accordance with article 126, paragraph 1 st , of the Brazilian Corporate Law. Additionally, in compliance with article 654, paragraphs 1 st  and 2 nd  of the Brazilian Civil Code, the power-of-attorney shall include the place where it was granted, the complete qualification of the grantor and of the grantee, the date and the purpose of the granting, limiting the extension of the powers granted, containing the notarization of the signatures.

Please note that (1) the Company’s individual shareholders shall only be represented at the General Meeting by an attorney-in-fact that is also a Company’s shareholder, a Company’s manager, a lawyer or a financial institution, in accordance with the provisions of article 126, paragraph 1 st  of the Brazilian Corporate Law; and (2) the Company’s legal entity shareholders shall be represented by an attorney-in-fact appointed in accordance with its articles of association or Bylaws and with the regulations of the Brazilian Civil Code, with no necessity that such attorney-in-fact is a Company’s shareholder, a Company’s manager or a lawyer (as provided by CVM Procedure RJ2014/3578, judged in 11.04.2014).

The Company shall accept as identity documents the original version of National Identity Card (RG or RNE), as well as the National Driving License (CNH), passport, identity cards issued by the professional councils and other functional identification cards issued by governmental bodies, provided that it contains a picture of its holder.

The representative of the legal entity shareholder shall present a certified copy of the following documents, duly registered with the competent bodies (Registry of Legal Entities or Board of Trade, as applicable): (1) copy the articles of association or Bylaws duly updated and restated; and (2) corporate act that elects the manager that (a) attends the General Meeting as the legal entities’ representative, or (b) grants the power-of-attorney to a third party for representation of the legal entity shareholder.

The documents of the shareholders that were issued abroad shall be notarized by the Public Notary and apostilled or, in case the country where the document was issued is not signatory of Hague Convention (Apostille Convention), the document must be legalized at the Brazilian Consulate and, in both cases, translated by a sworn translator registered in the Board of Trade, and filled in the Registry of Deeds and Documents, in accordance with the applicable legislation.

For a better organization of the Shareholders’ Meeting, the Company, in accordance with paragraph 4th of article 28 of its  Bylaws, recommends the deposit, at its headquarters, three (3) business days before the date of the Shareholders’ Meeting, of the above mentioned documents. Please note that the shareholder shall still be able to attend the Shareholders’ Meeting even if such documents are not previously deposited, by presenting the documents at the opening of the Shareholders’ Meeting, as provided by paragraph 2 nd  of article 5 of ICVM 481/09.

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The documents relating to the agenda of the Shareholders’ Meeting are available to the shareholders for consultation at the Company’s headquarters and at the websites of the Company (http://fibria.infoinvest.com.br), of B3 S.A. — Brasil, Bolsa, Balcão (http://www.b3.com.br), and of the CVM (http://www.cvm.gov.br), in accordance with the provisions of the Corporation Law and applicable regulations.

São Paulo, March 26, 2018.

José Luciano Duarte Penido

Chairman of the Board of Directors

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Exhibit 2 — Management Proposal and its Exhibits

FIBRIA CELULOSE S.A.

CNPJ/MF No. 60.643.228/0001-21

NIRE 35.300.022.807

São Paulo, March 27, 2018

Management’s Proposal

Dear Sirs,

The Management of FIBRIA CELULOSE S.A. (“ FIBRIA ” or “ the Company ”) submits for the appreciation of its shareholders its proposal regarding the matters that will be covered at its Annual Shareholders’ General Meeting, which are scheduled to take place at the Company’s head office on April 27, 2018, under the terms proposed below (“ Proposal ”).

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GENERAL CONSIDERATIONS

Matters to be examined, discussed and voted on by the Shareholders’ Meetings, according to the following agenda:

·                                         management’s accounts, management’s report and the financial statements of the Company, accompanied by the independent auditors’ report, the opinion of the Fiscal Council, and the opinion of the Statutory Audit Committee regarding the year ended December 31, 2017;

·                                          capital expenditure budget proposal for the year 2018;

·                                          management’s proposal for allocation of income for the year ended December 31, 2017;

·                                          setting up of the Fiscal Council;

·                                          annual global compensation of the managers and Fiscal Council members for the year 2018.

A.                                    Remote Voting Form

CVM Instruction No. 561, of April 7, 2015 (“ICVM 561/2015”) and CVM Instruction No. 594, of December 20, 2017, amending CVM Instruction No. 481, of December 17, 2009, as amended (“ICVM 481/2009”), regulate remote voting and the inclusion of proposals for resolution and candidates at shareholders’ meetings of quoted category A companies with shares authorized by a market management entity for trading on a stock exchange.

Remote voting forms must be used by all category A companies with shares authorized by a market management entity for trading on a stock exchange.

Accordingly, the Company introduced remote voting last year. A remote voting form was provided by the Company, as from today, on our website ( www.fibria.com.br ) and on the websites of the CVM (http://www.cvm.gov.br) and B3 S.A.— Bolsa, Brasil, Balcão (“B3”) (http://www.b3.com.br). The form can be printed out and completed manually.

The remote voting form shown in Exhibit I contains the items on the agenda of the annual shareholders’ general meeting, as outlined in this Proposal. Shareholders who wish to cast a remote vote at the Shareholders’ Meetings must complete this form, indicating whether they wish to vote in favor of or against each of the resolutions listed in the form, or to abstain, subject to the following procedures:

(i)                                    Sending forms directly to the Company

After completing a form, shareholders must send them by mail to the Company’s address in the city of São Paulo, São Paulo State, at Rua Fidêncio Ramos 302, 3º andar, Torre B Edifício Vila Olímpia Corporate, Vila Olímpia, Cidade e Estado de São

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Paulo, CEP: 04551-010 or by email to ir@fibria.com.br, for the attention of the Investor Relations Department, and, in accordance with the provisions of Article 21-M of ICVM 481/2009, must enclose the following documents:

(i)                                     a hard copy of the remote voting form for the Shareholders’ Meetings, with all the fields duly completed, each page initialed and the final page signed by the shareholder or a legal representative. The signatures must be certified; and

(ii)                                  the other documents listed below:

For individuals :

(a)                                 a certified copy of an identity document with a photo;

For legal entities :

(a)                                 a certified copy of the latest restated bylaws or articles of association;

(b)                                 a certified copy of corporate documents confirming powers of representation;

(c)                                  a certified copy of the legal representative’s identity document with a photo;

For investment funds :

(a)                                 a certified copy of the latest restated regulations of the fund;

(b)                                 a certified copy of the bylaws or articles of association of the fund administrator or manager, as appropriate, subject to the fund’s voting policy, and of corporate documents confirming the powers of representation; and

(c)                                  a certified copy of the legal representative’s identity document with a photo.

Shareholders’ documents issued abroad in countries that are signatories to the Apostille Convention must be duly apostilled. Documents issued in other countries must have signatures authenticated by a Notary Public and legalized at a Brazilian Consulate. In either case, the documents must be translated by a sworn translator registered with a Commercial Registry and must be filed with the Registry of Deeds and Documents as required by law.

To be valid, remote voting forms, subject to the above requirements, must be received by the Company not later than April 20, 2018.

Pursuant to Article 21-U of ICVM 481/2009, the Company will notify shareholders, by email to the address shown on their remote voting forms, within three (3) days of receipt, whether the forms and accompanying documents are acceptable. At the same time the Company will inform shareholders of any need to rectify or resend the voting form or accompanying documents, and this must be done by April 20, 2018.

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Please note that the Company will accept forms received by the first business day after April 20, 2018, i.e. by April 23, 2018, provided that they are sent direct to the Company.

(ii)                                Submission via service providers

In accordance with Article 21-B of ICVM 481/2009, as an alternative to sending remote voting forms directly to the Company, shareholders may give instructions for completing the forms to service providers which are prepared to accept and transmit such instructions. Voting forms must be sent by service providers not later than April 20, 2018.

Voting instructions can therefore be sent through custody agents, in the case of shareholders whose shares are held in a central depositary, or, in the case of book-entry shares, through Itaú Corretora de Valores S.A.

The custody agent and Itaú Corretora de Valores S.A. will check the voting instructions given by shareholders, but they are not responsible for confirming that the shareholder is eligible to vote. This will be done by the Company.

Shareholders should contact their custody agent or Itaú Corretora de Valores S.A., as applicable, and find out what their procedures are for handling remote voting instructions and what documents and information they need. These service providers will confirm receipt of voting instructions and notify shareholders if there is a need to amend or resubmit them, in accordance with the applicable procedures and deadlines.

In compliance with ICVM 481/2009, any conflicting voting instructions relating to the same resolution and given by the same shareholder (i.e. by the holder of the same individual or corporate tax registration number (“CPF/MF”) or (“CNPJ/MF”)) will be ignored.

B.                                    Documents and Attachments

All the information and the documents referred to in this Proposal and provided for in articles 9, 10, 11 and 12, of ICVM 481/2009 are available to the shareholders at the Company’s head office and on its website (www.fibria.com.br), on the website of the Brazilian Securities Commission — CVM (www.cvm.gov.br), as well as being covered, as applicable, in the Exhibits to this Proposal.

Exhibit I corresponds to the remote voting form for the matters to be resolved on at the Annual Shareholders’ General Meeting.

Exhibit II corresponds to the copies of the opinion of the Company’s fiscal council and of the Statutory Audit Committee’s report, both in favor of approving management’s accounts and the financial statements for the year ended December 31, 2017.

Exhibit III , prepared in accordance with section 10 of the Company’s Reference Form, under the terms of CVM Instruction No. 480, of December 7, 2009, as amended (“ICVM 480/2009”), registers management’s comments regarding the Company’s financial condition and is intended to provide the shareholders with an overall analysis of the Company’s business activities.

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Exhibit IV contains the Company’s Proposed Capital Budget for 2018.

Exhibit V , prepared in accordance with Exhibit 9-1-II to ICVM 481/2009, refers to the proposed allocation of income for the year ended December 31, 2017.

Exhibit VI contains the information regarding the candidates for election to the Fiscal Council and was drawn up in accordance with items 12.5 to 12.10 of Attachment 24 to ICVM 480/2009.

Exhibit VII , regarding compensation of the Company’s management, was drawn up in accordance with item 13 of the Company’s Reference Form, under the terms of ICVM 480/2009. The proposed total compensation of management for the year 2018 is given in item 7 of this Proposal.

C.                                    Required documents for participation in the General Meeting

Individual shareholders can be represented at the shareholders’ meetings by a proxy appointed less than one year prior to the meeting, who must be a shareholder or a manager of the Company, a lawyer or a financial institution. The administrator of an investment fund must represent the investors in the fund, as required by Article 126, paragraph 1, of Law No. 6.404/76 (the “Corporate Law”).

In line with the ruling in CVM Case No. RJ2014/3578, the requirement for a proxy to be a shareholder or a manager of the Company, a lawyer or a financial institution only applies to individual shareholders. For representation of a corporate shareholder the rules of the Brazilian Civil Code (Law No. 10.406/02) apply. Thus, any proxy duly empowered by law and under the articles of association or bylaws of a legal entity may attend a Shareholders’ Meeting, even if they are not a shareholder or manager of the Company or a lawyer.

The proxies and shareholders representatives may attend the general meeting as long as they have deposited the respective power of attorney, at the Company’s headquarters, up to three (3) business days before the date set for the general meeting. The documents must be sent for the attention of Departamento Jurídico (the Company’s Legal Department) at Rua Fidêncio Ramos No. 302, 3rd and 4th floors, Torre B, Edifício Vila Olímpia Corporate, Vila Olímpia, Postal Code 04551-010. If a shareholder fails to deposit the above-mentioned powers of attorney and representation its representative may take part in the Shareholders’ Meetings provided that he/she brings the originals of the documents of proof of the powers granted.

The Company requires that powers of attorney issued to representatives attending Shareholders’ Meetings must indicate the place where they were issued, full details of the grantor and the grantee, the date and purpose of the grant and the extent of the powers granted; and that the signatures on the document be certified.

Shareholders’ documents issued abroad in countries that are signatories to the Apostille Convention must be duly apostilled. Documents issued in other countries must have signatures authenticated by a Notary Public and legalized at a Brazilian Consulate. In either case, the documents must be translated by a sworn translator registered with a Commercial Registry and must be filed with the Registry of Titles and Documents as required by law.

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The Company will not accept powers of attorney issued electronically.

We recommend that shareholders or their legal representatives or proxies, as the case may be, should deposit the following documents at the Company’s registered office at least three days before the date of the meeting:

(i)  Individual Shareholders :

(a) an original identity document with a photo (ID card (RG), foreign resident’s identity card (RNE), Brazilian driving license (CNH) or a membership card of an officially recognized professional association); and

(b) up-to-date proof of ownership of shares, issued by the bookkeeping agent or custody agent; and

(ii)  Corporate Shareholders :

(a) a certified copy of the latest consolidated bylaws or articles of association;

(b) a certified copy of corporate documents granting powers of representation (minutes of the election of the officer(s) attending the meeting or issuing the corresponding power of attorney);

(c) original identity document, with a photo, of the legal representative(s); and

(d) up-to-date proof of ownership of shares, issued by the bookkeeping agent or custody agent; and

(iii)  Investment funds :

(a) a simple copy of the latest restated regulations of the fund, duly registered with the competent authority;

(b) certified copies of the latest restated articles of association or bylaws and of corporate documents granting powers of representation (minutes of the election of the officer(s) attending the meeting or issuing the corresponding power of attorney) of the administrator and/or manager of the fund (depending on who is authorized to attend and vote at shareholders’ meetings of the companies in which the fund invests);

(c) original identity document, with a photo, of the legal representative(s); and

(d) up-to-date proof of ownership of shares, issued by the bookkeeping agent or custody agent.

1.               MANAGEMENT’S ACCOUNTS, THE MANAGEMENT’S REPORT AND THE COMPANY’S FINANCIAL STATEMENTS, ACCOMPANIED BY THE INDEPENDENT AUDITORS’ REPORT FOR THE YEAR ENDED DECEMBER 31, 2017 .

The Company’s financial statements and management’s report were drawn up by the Company’s Executive Board, audited by the independent auditors BDO RCS Auditores Independentes S/S, and approved by the Company’s Board of Directors at the meeting

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held on January 29, 2018, with the aforementioned documents being published in the newspaper Valor Econômico and in the Official Gazette of the State of São Paulo on January 29, 2018.

On January 29, 2018, the Fiscal Council issued a favorable opinion, and the Statutory Audit Committee issued its report, both arguing in favor of forwarding the aforementioned documents for approval at the Annual Shareholders’ General Meeting, according to the copies included in Exhibit II to this Proposal.

Management’s comments regarding the Company’s financial condition can be found in Exhibit III to this Proposal.

Therefore, based on the documents and information available, the Management requests that the Annual Shareholders’ General Meeting give full approval of management’s accounts, of the management’s report and of the Company’s financial statements, accompanied by the annual report of the independent auditors regarding the accounting year ended December 31, 2017.

These investments will be made primarily using the retained earnings of the Profit Reserve in the amount of R$2,783 million. The difference, in the amount of R$904 million, for the total investments proposed by management, will be paid using own funds (obtained through its operational activities during the fiscal year), and funds from third parties.

The Company’s management proposes to the Annual Shareholders’ General Meeting the approval of the capital expenditure budget for the year 2018, in accordance with

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Exhibit IV.

3.               MANAGEMENT’S PROPOSAL FOR ALLOCATION OF INCOME FOR THE YEAR ENDED DECEMBER 31, 2017

In the year ended December 31, 2017, the Company posted net income of one billion eighty-five million two hundred and sixty-four thousand seven hundred and seventy-seven Reais , and twenty-one cents (R$1,085,264,777.21).

Deducting the amount of fifty-four million, two hundred and sixty-three thousand, two hundred and thirty-eight Reais, and eighty-six cents (R$ 54,263,238.86), allocated to the creation of the Company’s legal reserve, which corresponds to five per cent (5%) of net income for the year, adjusted in accordance with the terms of article 202 of the Corporate Law, comes out to the sum of one billion thirty-one million one thousand five hundred and thirty-eight Reais, and thirty-five cents (R$1,031,001,538.35).

The Company’s Management proposes the following allocation for the adjusted net income:

(i)                                     the sum of two hundred and fifty-seven million, seven hundred and fifty thousand, three hundred and eighty-four Reais , and fifty-nine cents (R$257,750,384.59), which equals R$0.465925316 per common share, excluding treasury shares, corresponding to twenty-five per cent (25%) of the adjusted net income, distributed to the shareholders as minimum compulsory dividend, under the terms of Brazilian Corporate Law and article 31, sub-section II of the Company’s by-laws; and

(ii)                                  the sum of seven hundred and seventy-three million, two hundred and fifty-one thousand, one hundred and fifty-three Reais , and seventy-six cents (R$773,251,153.76), corresponding to approximately seventy-five per cent (75%) of the adjusted net income, retained for allocation to the Company’s Profit Reserve for Investments, as provided for in the Company’s capital expenditure budget for the year 2018.

The amount of dividends per ordinary share, as indicated in item (i) immediately above, is subject to a reduction up to 0.10% (zero coma ten per cent)  as a result of the potential exercise of the stock option of the Company in the context of the Stock Option Plan, defined in item 13.4(a) of this Proposal, until the date of the resolution of the dividends, provided that such variation is not significant.

The amounts to be declared as dividends will not be subject to monetary restatement or compensation between the declaration date and the date of actual payment.

Moreover, dividends are exempt from Income Tax, according to articles 10 of Law No. 9.249/95, and 72 of Law No. 12.973/14.

The dividends, if approved, will be paid to shareholders registered as of the close of trading on B3 S.A. — Bolsa, Brasil, Balcão on May 03, 2018 (base date), taking into account trades carried out up to and including this date. The Company shares will be traded “ex-dividend” as from May 04, 2018.

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It is proposed that the Shareholders’ Meeting should determine the date for payment of dividends.

For better understanding of the proposed allocation of the Company’s net income, Exhibit IV contains the minimum information provided for under Exhibit 9-1-II to ICVM 481/2009.

4.               SETTING UP OF THE FISCAL COUNCIL ON A NON-PERMANENT BASIS

Bearing in mind that the workings of the Company’s Fiscal Council come to an end at the Shareholders’ Meeting, as provided for in paragraph 5 of article 161 of Brazilian Corporate Law, Management proposes that the Fiscal Council be set up once again and that it operate until the annual shareholders’ general meeting that will examine, discuss and vote on management’s accounts and on the financial statements for the year ended December 31, 2018.

5.               DETERMINATION OF THE NUMBER OF FISCAL COUNCIL MEMBERS

Under the terms of article 27 of the Company’s By-Laws, the Fiscal Council, when set up, will consist of, at least, 3 (three) and, at most, 5 (five) permanent members and an equal number of alternates.

With a view to always ensuring the existence of an uneven number of members, it is proposed that the number of members for the Company’s Fiscal Council be fixed at three (3) permanent members and an equal number of alternates, with a mandate until the annual shareholders’ general meeting that will examine, discuss and vote on management’s accounts and on the financial statements for the year ended December 31, 2018.

6.               ELECTION OF THE FISCAL COUNCIL MEMBERS AND THEIR RESPECTIVE ALTERNATES

Bearing in mind the above proposal for the setting up of the Company’s Fiscal Council on a non-permanent basis, and definition of three (3) full members and an equal number of alternates to compose this group, Management proposes to the Shareholders’ Meeting that the candidates listed below be elected to the Fiscal Council with a one-year mandate, until the annual shareholders’ general meeting that will examine, discuss and vote on management’s accounts and on the financial statements for the accounting year ended December 31, 2018 :

According to article 162 of the Brazilian Corporate Law, only individuals residing in the country and holding an academic degree, or persons who have worked as business managers or fiscal council members for a minimum term of three (3) years, are entitled to hold a position in the fiscal council.

In addition to the persons mentioned in article 147 of the Brazilian Corporate Law, the members of management bodies and employees at the Company, its subsidiaries, or group companies, and managers’ spouses and relatives up to the 3 rd  degree, are not eligible for the fiscal council.

Additional information about the candidates for the Fiscal Council can be found in Exhibit VI .

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A.             Candidates appointed by the controlling shareholder

In view of the above proposal to instate the Fiscal Council, management proposes that the following be elected as members for a one (1)-year term of office, until the annual shareholders’ general meeting held to examine, discuss and vote on the management accounts and accounting statements for the year ending December 31, 2018:

B.             Candidates appointed by the minority shareholders

As investors in the Company, the shareholders Caixa de Previdência dos Funcionários do Banco do Brasil (“ PREVI ”) and Tempo Capital Principal Fundo de Investimentos de Ações (“ Tempo Capital ”) have requested that the following candidates for membership of the Fiscal Council be included in the Company’s remote voting form.

The following table shows the candidates appointed by PREVI and Tempo Capital for separate election to the Fiscal Council:

7.               COMPENSATION OF MANAGERS AND MEMBERS OF THE COMPANY’S FISCAL COUNCIL FOR THE YEAR 2018

For 2018, management is proposing that the Annual Shareholders’ General Meeting approve a total compensation sum of up to fifty-five million Reais (R$ 55,000,000.00) for the Company’s management and Fiscal Council members, with it being up to the Board of Directors, under the terms of article 17, sub-section III of the Company’s By-Laws, to set and apportion the individual compensation sums of the managers and Fiscal Council members, in accordance with the limit proposed here, if approved. The global compensation sum proposed here includes the compensation of the Company’s Statutory Board, of its Board of Directors and of the Fiscal Council during the period between January and December 2018, and includes both direct and indirect fixed and variable compensation (this taking into account the maximum level achievable), as well as benefits of any whatsoever type and the amounts to be recognized in income by the Company as a result of share-based compensation models(1), including the Long-Term Incentive Plan submitted to the Special Shareholders’ Meeting held on April 28, 2017. The proposed amount does not include taxes and contributions to Brazil’s social

(1)  The information disclosed by the Company in this Management’s Proposal is based on CVM regulations and the accounting standards applicable. However, we must stress that, considering the characteristics of the Company’s Stock Options Plan, the amounts regarding share-based compensation based on the Stock Options Plan should not be treated as “compensation” for labor, tax and social security purposes. For accounting purposes, as provided for in Pronouncement No. 10 of the Accounting Pronouncements Committee (CPC 10), the amounts relating to the stock options plans granted to the Company’s employees are recorded as share-based payments and indicated as so in the financial statements.

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security system(2).

If the Fiscal Council is set up for the year 2018, management proposes individual monthly compensation of the permanent members of the Fiscal Council of, at least ten per cent (10%), and, at most twenty per cent (20%) of the compensation, which on average is allocated to each of the Company’s Executive Officers, with this calculation not including the charges, bonuses or 13 th  salary, and complying with the total compensation limit for management approved here. The members of the Fiscal Council will receive 12 monthly salaries and there will be no benefits, entertainment allowances or profit sharing.

Additional information about management’s expected compensation for the year 2018 can be found in Exhibit VII .

(i)                  Comparison between the amounts proposed in the previous year and the amounts actually paid out

(1)  Includes share-based compensation (stock options).

(ii)                                  Comparison between the proposed compensation and the proposed compensation of the previous year and item 13 of the Company’s Reference Form

Difference — Amounts approved in 2017 and amounts given in the 2017 Reference Form (before restatement to include amounts actually paid)

(2)  Since the Company is subject to Law No.  12.546/2011, which deals with exemption from payroll tax, social security contributions are paid for a global sum based on a percentage of gross revenues, irrespective of the number of employees or the value of individual compensation. Thus it is impossible to give the individual values of social security contributions recognized in income for members of the Board of Directors, Statutory Executive Board or Fiscal Council.

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(iii)                               Comparison between the proposed compensation for 2018 and the proposed compensation of the previous year

Difference — Amounts for current and previous year’s proposal

(1)  Includes share-based compensation (stock options and Long-Term Incentive Plan)

We are at your disposal to provide any explanations that may be necessary.

Sincerely,

José Luciano Duarte Penido

Chairman of the Board of Directors

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EXHIBIT I — MODEL OF REMOTE VOTING FORM

FIBRIA CELULOSE S.A.

Publicly Held Company

CNPJ/MF No. 60.643.228/0001-21

NIRE 35.300.022.807

Remote Voting Form

FOR THE Annual SHAREHOLDERS’ GENERAL Meeting

OF FIBRIA CELULOSE S.A. TO BE HELD ON APRIL 27, 2018

1.             Name and email address of shareholder:

Name:

Email:

2.             CNPJ or CPF of shareholder:

3.             Guidance for completion:

If you wish to exercise your voting entitlement remotely, under the terms of CVM Instruction No. 481/2009, as amended, please complete this Remote Voting Form (“Form”). The Form will only be valid and the votes contained in it cast at the meeting if the following conditions are observed:

(i)            All the fields must be duly completed;

(ii)           Every page must be initialed; and

(iii)          The last page must be signed by the shareholder or the shareholder’s legal representative(s), as the case may be, in terms of the legislation.

It is essential to complete items (i) and (ii) with the shareholder’s full name and tax registration number, either for a legal entity (CNPJ/MF) or an individual (CPF/MF), and to give an email address for contact if necessary.

Signatures on the Form must be certified, and if completed abroad, consularized or apostilled in the case of a country which is a signatory to the Convention Abolishing the Requirement of Legalization for Foreign Public Documents (Apostille Convention) of October 5, 1961.

4.             Where to send the form:

If you wish to exercise your right to vote remotely you must (i) complete this Form and send it to the Company; or (ii) transmit your instructions for completion to a service provider, as indicated below:

In the former case, the Company must receive the following documents (by mail or email) not later than April 20, 2018:

i) original Form completed, initialed, signed and with signatures certified; and

ii) a certified copy of:

a) Individuals: Your or your representative’s identity document with photo;

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b) Legal entities: An identity document with photo of the legal representative (if a representative, the power of attorney must be provided); up-to-date restated bylaws or articles of association; and a document proving the representative’s status;

c) Investment funds: An identity document with photo of the legal representative; up-to-date restated bylaws or articles of association; a document proving the representative’s status; and latest up-to-date restated regulations.

*Documents completed abroad must be notarized, consularized, translated by a sworn translator and filed with the Registry of Titles and Documents (if completed in a country that is a signatory to the Apostille Convention, diplomatic or consular legalization prior to August 14, 2016 must be replaced by the attachment of an Apostille).

· - You may also transmit your voting instructions to your custody agent, in accordance with the agent’s own rules. You must find out from the agent what procedures you should follow. The deadline for transmitting instructions to custody agents is 7 days before the date of the meeting.

*The central depository of B3 S.A.— Bolsa, Brasil, Balcão, will ignore any conflicting instructions relating to the same shareholder and the same resolution. The Company will acknowledge receipt of your documentation and inform you whether it is acceptable, if it has to be amended, or if it has been refused. If you deliver the documents after the deadline they will have to be amended or supplemented, or your Form will be refused.

5.             Postal and email address for sending your remote voting form, if you wish to send it direct to the Company:

Investor Relations Department of Fibria S.A

Fibria Office

Rua Fidêncio Ramos 302, 3º andar, Torre B Edifício Vila Olímpia Corporate, Vila Olímpia, Cidade e Estado de São Paulo, CEP: 04551-010

Email: ir@fibria.com.br

6.             Name, physical and email address, phone number and contact person for the bookkeeping agent:

ITAÚ CORRETORA DE VALORES S.A.

Av. Brigadeiro Faria Lima, 3.500, 3º andar

Itaim Bibi, São Paulo, SP

CEP 04538-132

Phone No.: +55 11 3003-9285 (for calls from state capitals and metropolitan regions)

Phone No.: 0800 7209285 (from other locations)

Email: ATENDIMENTOESCRITURACAO@ITAU-UNIBANCO.COM.BR

7.             Voting indication:

If you wish to exercise your right to remote voting, you must give your voting instructions on the following items on the agenda of the Annual Shareholders’ General Meeting to be held on April 27, 2018:

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8. To resolve on the management accounts, the management report and the financial statements of the Company, accompanied by the report of the independent auditors, the opinion of the Fiscal Council and the report of the Statutory Audit Committee, for the year ended December 31, 2017.

9. To resolve on the management’s capital budget proposal for 2018, as announced by the Company in its financial statements and in the management proposal for the annual shareholders’ general meeting.

10. To resolve on management’s proposal for disposal of the Company income, as follows:

(a) transfer of the amount of R$54,263,238.86 to legal reserve;

(b) distribution of the sum of R$257,750.384.59, or R$0.465925316 per share, ignoring treasury shares, corresponding to 25% of adjusted net income, as a mandatory dividend, provided that, as described in the management’s proposal, such amount per share may be reduced up to 0.10% as a result of the potential exercise of the stock option of the Company in the context of the Stock Option Plan from March 26, 2018, until April 27, 2018; and

(c) transfer of the sum of R$773,251,153.76, approximately 75% of adjusted net income, to the Profit Reserve for Investments.

11. To resolve on the instatement of the Company’s Fiscal Council, to operate until the Company’s next Annual Shareholders’ General Meeting

12. To approve the number of three (3) members of the Fiscal Council, with a mandate to run until the Company’s next Annual Shareholders’ General Meeting.

13. To elect the members of the Fiscal Council, to hold office until the Company’s next Annual Shareholders’ General Meeting:

Single slate:

Candidate: Mauricio Aquino Halewicz (full member); Alternate: Geraldo Gianini

Candidate: Gilsomar Maia Sebastião (full member); Alternate: Antônio Felizardo Leocadio

If one of the candidates on the slate is removed, in order to permit separate election as provided for in Articles 161, paragraph 4, and 240 of Law No. 6.404/76, will the votes corresponding to your shares still apply to the slate selected?

14. Separate election of a member of the fiscal council by minority holders of common shares:

(You should only complete this field if you have left field 13 blank)

Candidates 1: Domenica Eisenstein Noronha (full member); Alternate: Maurício Rocha Alves de Carvalho

Candidates 2: Marcos Tadeu De Siqueira (full member); Alternate: Geraldo Affonso Ferreira Filho

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15. To set the global compensation of managers at fifty-five million Reais (R$ 55,000,000.00) and of the members of the fiscal council in office at a minimum of 10% (ten percent), and a maximum of 20% (twenty percent) of the average compensation attributed to each Officer of the Company, excluding benefits, entertainment allowances and profit sharing, pursuant to Article 168, para. 3, of Law No. 6.404/76.

16. In the event of a second call of this Shareholders’ Meeting, are the voting instructions you have indicated above still valid?

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EXHIBIT II - OPINION OF THE FISCAL COUNCIL AND REPORT OF THE STATUTORY AUDIT COMMITTEE

FIBRIA CELULOSE S.A.

Publicly Held Company

CNPJ/MF No. 60.643.228/0001-21

NIRE 35.300.022.807

Opinion of the Fiscal Council

The Fiscal Council of FIBRIA CELULOSE S.A. (“Fibria” or “the Company”), in accordance with the duties set forth in article 163 of Law 6.404/76, at the meeting held on January 29, 2018, at the Company’s head office, examined Individual (parent company) and Consolidated (Fibria and its subsidiaries) Financial Statements and the accompanying notes which are an integral part of the aforementioned consolidated financial statements, Management’s Annual Report and the other statements drawn up by the Company, regarding the year ended December 31, 2017 as well as the proposal contained therein, including the capital expenditure budget proposal for the fiscal year 2018. Based on the examinations carried out and also taking into account the unqualified opinion of the independent auditors, BDO RCS Auditores Independentes S/S, dated January 29, 2018, as well as on the information and clarifications provided by the Company’s representatives over the course of the year , the undersigned members of the Fiscal Council unanimously concluded, in accordance with the provision set forth in article 163 of Law 6.404/76, to issue an opinion in favor of forwarding the aforementioned documents and proposals for the approval of the Annual Shareholders’ General Meeting for the year 2018.

São Paulo, January 29, 2018.

Maurício Aquino Halewicz

Chairman of the Board

Gilsomar Maia Sebastião

Board Member

Domenica Eisenstein Noronha

Board Member

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FIBRIA CELULOSE S.A.

CNPJ/MF No. 60.643.228/0001-21

NIRE 35.300.022.807

Statutory Audit Committee’s Report

The members of Fibria Celulose S.A.’s Statutory Audit Committee, in the performance of their tasks and legal obligations, as set forth in the committee’s own Internal Rules, carried out the analysis of the financial statements, as well as of the independent auditors’ report and the management’s annual report regarding the year ended December 31, 2017 (“2017 Annual Financial Statements”). Based on the information provided by the Company’s management and BDO RCS Auditores Independentes S/S, as well as the proposed allocation of net income for the year 2017, considering that the latter fairly reflects, in all material aspects, the equity and financial condition of the Company and its subsidiaries, they recommend, unanimously, that the documents be approved by the Company’s Board of Directors, and submitted to the Annual Shareholders’ General Meeting, pursuant to the Brazilian Corporate Law.

São Paulo, January 29, 2018.

Júlio Sergio de Souza Cardozo

Coordinator of the Committee

José Écio Pereira da Costa Junior

Member and Financial Specialist

Maria Paula Soares Aranha

Member

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EXHIBIT III — MANAGEMENT’S COMMENTS (ITEM 10 OF CVM INSTRUCTION 480/2009)

10.1 — General financial and equity conditions

a.               General financial and equity conditions

The following are comments from the company’s Board corresponding to the analysis of financial and equity condition of the Company, which include an overview of the performance of the global market for each of the financial years ended 2017, 2016 and 2015 and their impact on the company’s results as well as an analysis on the performance of the Company’s capital management and the actions addressed in this management over those years.

Financial Year 2017

In 2017, the production of pulp totaled 5,642 thousand tons, up 12% against the prior year, primarily due to the start-up of the new pulp production line in Três Lagoas (Horizonte 2 Project), the production of which totaled 559 thousand tons in 2017.

Volume of sales totaled 6,212 thousand tons, up 13% against the prior year, which is primarily justified by the start-up of the Horizonte 2 Project, the sales of which have been substantially directed to the Asian market and by the effect of 12 months of the agreement with Klabin in comparison with 8 months in 2016 (the acquisitions of pulp from Klabin by Fibria began in May 2016), representing an increase by 331 thousand tons in 2017 against 2016. Inventories ended the year with 48 days, up one (1) against 2016 only.

Cash cost of production was R$ 637/ton in 2017, down 6% against 2016, primarily due to a lower impact on maintenance scheduled stoppages and a higher dilution of fixed costs as a result of the start-up of Horizonte 2, which also caused an increase in income from utilities (sales of energy).

Financial result totaled net expense of R$ 783 million, against net revenue of R$ 1.6 billion in 2016. This variation was primarily due to the effect of the change in the foreign-exchange rate in the company’s indebtedness portion linked to the U.S. Dollar (which increased by 1,5% against the Real over the period) and a lower mark-to-market positive result of derivative financial instruments in 2017 when compared to 2016, which was partially offset by an increase in expenses involving interest on loans and financing.

We ended the year with gross debt of R$ 19,299 million, as a result of long-term and low-cost funding made over the year through two issues of bonds in the foreign market, in January and November 2017 (Fibria 2027 and Fibria 2025, respectively), the public distribution of Agribusiness Receivables Certificates (CRAs), releases of funds from agreements with BNDES and Finnvera and the export pre-payment agreement. Net debt ended the year at R$ 12,331 million, the leverage ratio measured by net debt/adjusted EBITDA, in U.S. Dollars, decreased from 3.30x to 2.41x and the average term of debts remained at 60 months. The Company mantained the Investment Grade granted by Standard & Poor’s and Fitch over the entire cycle of investment in the Horizonte 2 Project, as a result of its financial discipline in managing leverage, reaching

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the end of 2017 with a solid financial position and a rating of BBB-/Stable according to S&P and BBB-/Positive according to Fitch.

Consequently, the Company recorded net income of R$ 1,092 million in 2017, in comparison with R$1,664 million in 2016. The Company’s bylaws provide for a minimum mandatory dividend of 25% of adjusted net income, after the provision for legal reserve and, for this reason, the Company’s Management proposed the distribution of R$ 258 million as a minimum mandatory dividend, which was submitted for approval at the Annual Shareholders’ General Meeting held in April 2018.

Financial Year 2016

Sales volume in 2016 recorded a better performance compared to the volume in 2015.

This growth, together with a scenario of depreciated prices and a short-term perspective more balanced than expected regarding the opening of new plants, enabled us to announce three price increases for China, and one price increase for Europe and North America. We also highlight the general physical advance of the Horizonte 2 Project, which achieved 77% in December, above the estimates.

In 2016, pulp production reached 5,021 thousand tons, a reduction of 3% compared to 2015, due to the retrofit of the recovery boiler at plant C of the Aracruz Unit, and a slower curve of stabilization after the interruption, in line with the cycle of adjustment of the boilers, of 15 months. This learning curve was completed in 2016. The sales volume reached 5,504 thousand tons in 2016, an increase of 8% compared to the volume in 2016, particularly due to the agreement with Klabin and increased demand. Sales regarding the agreement with Klabin totaled 478 thousand tons. Pulp inventories closed the year at 47 days, 5 days less compared to 2015.

The cash cost of pulp production in 2016 was R$680 tons, 10% over 2015, chiefly due to the greater impact from programmed maintenance interruptions, greater costs for transportation of wood due to the average radius, and lower result of utilities (lower energy price), among other secondary factors. The conversion of cash cost into dollars resulted in an increase of 5% (2016: US$195/ton | 2015: US$185/ton).

In 2016, net financial income was positive by R$1.6 billion, compared to negative net financial income of R$3.7 billion in 2015, chiefly due to the positive impact of foreign exchange variation on the US dollar-denominated debt and the positive effect on income from derivative financial instruments. The 16.5% devaluation of the US dollar against the Real contributed to this impact, which was partially offset by the increase in financial expenses.

In the end of 2016, the Company’s gross indebtedness was R$16,153 million, or US$5 billion, as a result of long-term loans raised at low cost for the Horizonte 2 Project, in addition to funds obtained from the issue of Agribusiness Receivables Certificates (CRAs) in order to strengthen its already robust cash position. In the end of 2016, net debt was R$11,435 million (US$3.5 billion); the financial leverage ratio (net debt/adjusted EBITDA) in dollars was 3.30x; and the average term of total debt was 51 months. Although the year 2016 was characterized by market uncertainty and a more robust investment cycle, Fibria maintained its Investment Grade given by Standard & Poor’s (negative outlook), and Fitch (stable outlook), which ratifies the quality of the Company’s credit risk.

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As a result, the Company’s net income was R$1,664 million in 2016, against R$357 million in 2015. The Company’s by-laws provide for a minimum mandatory dividend of 25% of adjusted net income, after the provision for the legal reserve. For this reason, the Company’s Management proposed a distribution of R$393 million in minimum mandatory dividends, which will be submitted for approval by the Annual Shareholders’ General Meeting to be held in April 2017.

Financial Year 2015

The pulp market in 2015 exceeded expectations of agents and was characterized by the increase in demand above the expectations and unforeseen interruptions in production. This scenario enabled the market to absorb new supplies; allowed successive price increases; and kept producers’ inventories in line with the historical average.

Despite the volatility observed, especially in Asia, which impacted the PIX/FOEX BHKP and caused Fibria to reduce its exposure in the region, short fiber pulp inventory levels reported by PPPC (39 days in December), together with the 7% growth in global eucalyptus pulp sales and supply limitations caused by unforeseen interruptions in production of short fiber, are still supporting positive market fundamentals. In 2015, the Company’s recurring free cash flow totaled R$2.9 billion, while EBITDA was R$5,337 million, 91% greater than the amount recorded in 2014.

In March 2013, Standard & Poor’s (“S&P”) increased Fibria’s rating from ‘BB/Positive’ to ‘BB+’, with stable outlook. In September 2013, Moody’s revised the outlook from stable to positive. In February 2014, Fitch increased Fibria’s rating to ‘BBB-’, with stable outlook, and the Company reached the investment grade according to this ratings agency. In March 2014, S&P reviewed the Company’s credit rating outlook from stable to positive. In April 2015, S&P increased Fibria’s credit rating to BBB-, with stable outlook. In November 2015, Moody’s increased the Company’s rating to Baa3 with stable outlook. As a result, Fibria achieved the “investment grade” status based on the ratings attributed by these 3 ratings agencies. S&P, Fitch and Moody’s ratified their respective ratings, that is ‘BBB-/stable’ and ‘Baa3/stable’, attributed to the Company. Despite (i) the downgrade of Brazil’s sovereign rating from BBB- to BB+ by S&P and Fitch in September 2015 and December 2015 respectively; (ii) Brazil’s Baa3 sovereign rating attributed by Moody’s having been placed under review in December 2015 for possible downgrade; (iii) the new downgrade of Brazil sovereign rating from BB+ to BB/negative outlook attributed by S&P in February 2016; and (iv) Moody’s downgrade of the country’s sovereign rating to Ba2 in February 2016, Fibria’s ratings ‘BBB-/stable’ and ‘Baa3/stable’ were ratified in February 2016 by S&P and Fitch respectively, while Moody has downgraded the Company’s risk rating to Ba1 with negative outlook.

As disclosed by the Company in note 16 to the Consolidated Financial Statements as of December 31, 2015, on December 28, 2015, Fibria announced to its shareholders and the market in general that it has entered into private instruments of purchase and sale of property with one of its controlling shareholders, Votorantim Industrial S.A. (“Votorantim”), former name of Votorantim S.A., according to which (i) the Company undertakes to sell and assign, and Votorantim undertakes to purchase and receive, 5,042 hectares of rural properties owned by the Company worth R$172 million; and (ii) Votorantim undertakes to sell and assign, and the Company undertakes to purchase

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and receive, 33,994 hectares of rural properties owned by Votorantim worth R$452 million. The Company explained that purchase and sale amounts were negotiated between the parties based on independent valuations. This transaction is in line with Fibria’s objective to optimize its asset base by ensuring and expanding the structural competitiveness of its forestry activities.

In 2015, the Company’s pulp production was 5,185 tons, down by 2% against 2014, chiefly due to lower impact from scheduled maintenance interruptions in operations, which took place for the first time after 15 months. In previous years, these interruptions used to take place at each 12 months. The volume of sales was 5,118 tons, down by 3.5% against 2014. Despite the positive performance in most part of 2015, which enabled the application of three consecutive price increases throughout the year, sales in the last quarter were impacted by the pressure on prices imposed by China, which led the Company to reduce its exposure in Asia below the historical average. Pulp inventories closed the year at 52 days, over 4 days compared to 2014.

Cash production costs in 2015 were R$618/t, up by 19% against 2014, chiefly due to increased wood costs (R$35/t), especially as a result of higher logistic costs (higher average radius and higher share of wood from third parties), and the effect from exchange rates (R$28/t). Other factors with impact on the increase in cash production costs were a greater impact from scheduled maintenance interruptions and lower income from utilities. The same basis of comparison showed a 16% decrease by in US dollars.

The financial income totaled net expenses of R$3.7 billion compared to net expenses of R$1.6 billion in 2014, particularly due to effects of exchange rate variations on the Company’s indebtedness linked to the US dollar (which, in the period, appreciated 47% against the Real ), which, due to its exporting nature, has a greater portion of its debt denominated in the US currency. This situation also resulted from the worsening in hedging results, partially offset by assets linked to the US dollar, which generated revenues in the period.

In 2015, Fibria’s adjusted EBITDA was R$5.3 billion (53% margin), 91% above that recorded in the previous year. The appreciation of the US dollar against the Real and the increase in average net prices of pulp in US dollars impacted the Company’s performance, which was a record for the period, partially offset by the increase in Cash COGS and lower sales volume.

The gross debt was R$12,744 million in 2015, or US$3,264 million, an increase of 4% in US dollars against 2014, as a result of funding activities for execution of the Horizonte 2 Project (which includes the expansion of the Três Lagoas unit through the construction of a new pulp production line). Fibria’s net debt in 2015 was R$11,015 million. The net debt/EBITDA index in US dollars was 1.78x, while the average debt term was 51 months.

As a result, the Company’s net income was R$357 million in 2015, against R$163 million in 2014. The Company’s by-laws provide for minimum mandatory dividends of 25% of the adjusted net income, after the constitution of the legal reserve. However, in December 17, 2015, the Board of Directors approved the proposal on the distribution of dividends of R$300 million, being R$81 million mandatory dividends, and R$219 million additional dividends. The dividends proposed were approved by the

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Annual Shareholders’ General Meeting in April 2016, and the payment was made on May 6, 2016.

Capital Management

The Company’s Management monitors the debt based on the consolidated financial leverage ratio (net debt divided by income before interest, income tax and social contribution tax on net income, depreciation and amortization; and other items, including the non-cash adjustment of the fair value of biological assets - “Adjusted EBITDA”). Net debt, in turn, corresponds to total loans less the amount of cash and cash equivalents, marketable securities and the fair value of derivative financial instruments.

On May 6, 2011, the Board of Directors approved a new company policy on debt management and liquidity, which aims to establish guidelines for the management of financial indebtedness and liquidity seeking the resumption and maintenance of investment grade, according to classification of the three major ratings agencies, S&P, Moody’s and Fitch. This rating enables the Company to diversify its sources of financing, permanent access to debt markets, reduce the cost of debt and also the creation of shareholder value. The policy is part of internal and corporate governance controls and complements the Company’s “Market Risk Management Policy”. The area of Risk and Compliance Governance has the ability to control and report, regardless of the Treasury, the framework of the indicators described.

The policy provides the ratio of net debt to adjusted EBITDA ratio within the range of 2.0x and 2.5x and may, at any given time of the investment cycle, temporarily reach the maximum level of 3.5x. Strategic and management decisions of the Company should not imply that this ratio exceeds 3.5x. This ratio should be calculated based on the last day of each quarter by dividing net debt at the end of the quarter by the index accumulated in the last four quarters. If the indicators of the policy go out of the limits due to impact of exogenous factors, every effort should be made for them to be incorporated again.

The Company shall maintain a minimum cash balance, cash equivalents and marketable securities in order to prevent the occurrence of mismatches in its cash flow which affect its ability to pay. This minimum cash balance is defined as the sum of: (i) minimum operating cash balance, which reflects the operating cash conversion cycle, and (ii) minimum balance to cover debt service, which includes interest and principal on short term. Additionally, management may seek to increase cash flow, including committed lines to meet the minimum cash metrics of rating agencies. The monitoring of liquidity will be mostly done by projected cash flow for 12 months. The projection of cash flow will consider stress tests in exogenous risks factors in the market, such as exchange rate, interest rate and price of pulp, in addition to endogenous factors.

The management of financial indebtedness and liquidity should also consider the financial covenants contemplating a safety margin so that they are not exceeded.

The Administration will prioritize funding in the same currency of its principal cash flow source, thus seeking a natural hedge for its cash flow. All income must be supported by quotations and approved by the policies and procedures in force.

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The company’s Treasury is responsible for preparing the contingency plan that addresses the actions necessary to resolve the possible occurrence of this nature. This plan shall be submitted to the Finance Committee and duly supported by the relevant bodies.

The financial leverage ratios at December 31, 2017, 2016 and 2015 were as follows:

The leverage ratio reduced from 3.06 in 2016 to 2.49 in 2017, primarily because of the increase in the Adjusted EBITDA, basically due to the increase in net revenues in 2017 compared to 2016, as a result of the increase in the volume sold and the increase in the net average price in dollars, which was partially offset by the reduction in the average exchange rate in 2017 in comparison with 2016.

As of June 2012, for the purpose of analyzing financial covenants, including the financial leverage ratio, the US dollar became the currency of measurement, as detailed in Note 23 to the financial statements for the year ended December 31, 2012. As the ratios used above for the year ended December 31, 2017, were measured in Brazilian Reais, this ratio shows a difference from the ratio measured for the purpose of analyzing the covenants and financial leverage according to the newly adopted assumptions.

In October 2016, the Company completed the renegotiation of the financial covenants required. This renegotiation resulted in the following changes: the minimum debt service coverage ratio will be suspended from the second quarter of 2017 until the end of 2018; the maximum indebtedness ratio (net debt to adjusted EBITDA, in US dollars) increased to 7x from the second quarter of 2017 until the end of 2017; the maximum indebtedness ratio (net debt to adjusted EBITDA, in US dollars) increased to 6x in 2018.

No fees or commissions were paid regarding this renegotiation.

b.               Capital structure

The company’s shareholders’ equity on December 31, 2017 was R$14,650 million, representing an increase of 6%, or R$832 million, over the shareholders’ equity at December 31, 2016, primarily due to: net income recorded in the year ended 2017, in the consolidated amount of R$1,093 million.

The company’s shareholders’ equity at December 31, 2016 was R$13,818 million, representing an increase by 8%, or R$1,002 million, over the shareholders’ equity at December 31, 2015, primarily due to:(i) the distribution of additional dividends proposed in 2015, in the amount of R$219 million, and paid on May 6, 2016, as approved at the Annual Shareholders’ General Meeting held as of April 27, 2016; (ii) net income recorded in the year ended 2016, in the consolidated amount of R$1,664 million.

On December 31, 2017, the balance of the Company’s gross debt totaled R$19,299 million (compared to the gross debt balance of R$16,153 million on December 31,

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2016 and R$12,744 million on December 31, 2015), and cash and securities position, net of derivatives, was R$6,968 million (compared to the position of R$4,717 million on December 31, 2016, and R$1,730 million at December 31, 2015). As a result, the net debt at December 31, 2017, amounted to R$12,331 million (against the net debt of R$11,435 million in December 31, 2016 and R$11,015 million at December 31, 2015). In the financial year ended on December 31, 2017, the cash generation measured by the adjusted EBITDA (abbreviation in English for earnings before interest, taxes, depreciation and amortization, as defined in section 3.2) totaled R$4,952 million (compared to the adjusted EBITDA of R$3,742 million in 2016 and R$5,337 million in 2015), which translates into a level of debt of Net debt/Adjusted EBITDA of 2.49x (compared to the level of debt of 3.06x in 2016 and 2.06x in 2015).

The leverage ratio decreased from 3.06 in 2016, to 2.49 in 2017, primarily due to the increase in Adjusted EBITDA for the period, which was affected mainly by the increase in net revenues in 2017 compared to 2016 due to the increase in the volume sold and the increase in the average net price in U.S. Dollar, which was partially offset by dthe reduction in the average foreign-exchange rate in 2017 in comparison with 2016.

The ratio between third-party capital (current liabilities + non-current liabilities) and total capitalization (third-party capital + equity, represented by shareholders’ equity) in December 2017 was 0.62:1 compared to 0.60:1 and 0.56:1 in 2016 and 2015, respectively.

c.                Ability to pay in relation to financial commitments

The company’s Directors believe that the operating cash flow, plus cash, is sufficient to meet its financial commitments contracted. With regard to financial commitments for loans and financing to be completed in the financial year of 2018, which corresponded to a value of R$1,693 million, the debt will be serviced, in the main, by the company’s cash and cash equivalents, which at December 31, 2017 stood at R$6,833 million, corresponding to cash and cash equivalents plus investments in short-term securities, after stripping out the fair value of the derivatives, as well as the refinancing of some debt, which can be settled early or replaced by others with more attractive tenors and costs.

In the financial years ended December 31, 2015, 2016 and 2017, the Company fulfilled its financial commitments.

Additionally, the Company has, as an alternative to support the expansion and acquisitions projects, to obtain long term debt lines. Considering the current market scenario, the Directors of the Company believe that these credit lines will remain available.

The rating agencies Moody’s, Standard and Poor’s and Fitch Ratings assign the following risk classifications to Fibria:

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Debt Management Plan

For further details on the Debt Management Plan of the Company, see item 10.1(f) below.

d.               Sources of financing for working capital and for investments in non-current assets used

The Company finances its working capital, if necessary, through export credit operations in the modalities of ACCs (Advance on Foreign Exchange Contracts)/ACEs (Advance against Draft Presentation) and through forfaiting operations and discounts for letter of credit, as appropriate.

Credit lines for export in terms of ACCs/ACEs consist of financing made available at very competitive costs for export companies. Forfaiting operations represent a discount of receivables from customers, where substantially all risks and benefits connected to the assets were transferred to the counterparty.

The most significant investments in non-current assets in 2017 consisted of (i) the construction of the new plant in Três Lagoas (State of Mato Grosso do Sul) regarding the Horizonte 2 Project; (ii) the planting of forests; and (iii) maintenance of the Company’s production units, which are essential for the continuity of its business. These investments have been financed by its own cash flow and through the following bank credit lines: long-term BNDES (the Brazilian National Economic and Social Development Bank) lines and other financing through local and foreign financial partners, such as in the case of the Agribusiness Receivables Certificates (CRA), the Midwest Development Fund (FDCO), Finnvera, and Export Credit Agencies (ECAs) for the Horizonte 2 Project.

The credit lines contracted by the Company offer competitive conditions, including terms for payment of the principal and interest compatible with the Company’s activities and business, without compromising its ability to fulfill the commitments under such contracting.

e.                Sources of financing for working capital and for investment in non-current assets intended for use in covering liquidity shortfalls

The Board believes that the internal cash generation of the Company, together with the instruments mentioned in item 10.1.d, will be sufficient to address satisfactorily its commitments. If there is any mismatch of availability with the amounts maturing in short term, the Company may use credit lines (revolve) already hired or hire new credit lines with financial institutions, both lines for working capital and for investments in maintenance, these credit lines being handled on a case by case basis.

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f.                 debt levels and characteristics of such debts, also describing (i) loan agreements and relevant financing, (ii) other long term relationships with financial institutions, (iii) subordination grade of the debts, and (iv) eventual restrictions imposed on the company in relation to limiting of debt and contracting of new debts, distribution of dividends and sale of corporate control

Levels of Debt

On December 31, 2017

As of December 31, 2017, Fibria’s balance of gross debt was R$ 19,299 million, of which R$ 1,693 million represented short-term debts and R$ 17,606 million corresponded to long-term debts. Of total gross debt, 59% was linked to foreign currencies, considering swaps.

Fibria’s cash position, considering cash and cash equivalents, and securities as well as marking-to-market of the position of current and non-current derivatives, as of December 31, 2017, was R$ 6,968 million (in comparison with R$4,717 million as of December 31, 2016). Consequently, net debt as of December 31, 2017, corresponded to R$ 12,331 million (R$11,435 million as of December 31, 2016).

As of December 31, 2017, Fibria’s total average cost(3) measured in U.S. Dollar was 3.4% p.a., comprised of the average cost of debt in national currency was 8.2% p.a., and the cost in foreign currency, considering the Libor forward curve, was 4.5% p.a.

The primary operations carried out by the Company in 2017 were as follows:

On January 11, 2017, the Company, through its subsidiary Fibria Overseas Finance Ltd., concluded the issue of the “Green Bond Fibria 2027” in the foreign market, in the amount of US$700 million (which is equivalent to R$2,247,000), maturing in 2027, with a fixed interest rate of 5.5% p.a., and half-yearly payment. The funds were released on January 17, 2017, and will be invested in projects with environmental benefits that contribute to the Company’s achievement of its long-term sustainability goals. This operation is fully guaranteed by the Company.

In January 2017, the amount of R$ 98,504,of the total amount of R$ 831,478 contracted from Banco do Brasil, was released through the subsidiary Fibria-MS (acquired by the Company according to Note 1(d)), at the interest rate of 8.0% p.a., payment of principal and monthly interest starting in June 2019 and final maturity in December 2027. The remaining balance of R$ 309,353 is estimated to be released during the year 2018.

In September 2017, the Company concluded the public distribution of 941 agribusiness receivables certificates issued by RB Capital Companhia de Securitização, in the total amount of R$ 941 million, divided into two tranches. The first amounts to R$ 757 million, with final maturity of the in 2022, half-yearly payment of interest and cost of 97% of the CDI. The second tranche amounts to R$ 184 million, with final maturity in 2023, half-yearly payment of interest and cost of IPCA + 4.5055% p.a. The funds were received by the Company on September 22, 2017.

On November 9, 2017, the Company, through its subsidiary Fibria Overseas Finance Ltd., concluded the issue of the “Bond Fibria 2025” in the foreign market, in the

(3)  Total average cost, considering debt in Reais adjusted by the market swap curve.

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amount of US$ 600 million (which is equivalent to R$ 1,970,040), maturing in January 2025, with a fixed interest rate of 4% p.a., and half-yearly payment,. The funds were released on November 14, 2017, and will be used to prepay the Company’s debts, for the purpose of further improving the distribution of its debt repayment over the years and extend its average term. This operation is fully guaranteed by the Company.

In December 2017, the Company, through its subsidiary Fibria International Trade GmbH, entered into an export pre-payment agreement in the amount of US$ 700 million (which was then equivalent to R$ 2,322,740), maturing in five years, with payment of quarterly interest of 1.15% per year plus 3M LIBOR, and contingent on the Company’s current rating.

In 2017, the amount of US$ 70 million (which is equivalent to R$ 231,706) was released under the agreement signed in May 2016 by subsidiary Fibria-MS (acquired by the Company according to Note 1(d)), with respect to the financing for import of equipment intended for the facilities of the second pulp production line in Três Lagoas (Horizonte 2 Project), maturing by no later than December 2025, with interest rates linked to 6M LIBOR + 1.03% p.a. and 6M LIBOR + 1.08% p.a.

In 2017, BNDES released funds to the Parent Company in the total amount of R$ 301,271, with repayment from 2017 to 2024, and interest ranging between TJLP (Long-Term Interest Rate) plus 1.86% p.a. to 2.56% p.a. and Selic plus 2.44% p.a. to 2.80% p.a. The funds were intended to projects in the industrial, forest and technology innovation areas.

In 2017, the amount of R$ 523,069, of the total amount of R$ 2,347,524 contracted from BNDES, was released through the subsidiary Fibria-MS (acquired by the Company), maturing until 2026, with interest at TJLP plus 2.26% p.a. and Selic plus 2.66% p.a. The remaining balance will be released upon fulfillment of the conditions for release as a result of the needs to settle the commitments related to the Horizonte 2 Project.

Repurchases:

In 2017, the Company settled in advance the amount of US$ 1.487 billion (which is equivalent to R$ 4,899,831) with respect to the balance of pre-payment agreements. This settlement is part of the Company’s strategy to improve its debt repayment schedule and extend its average term.

Indebtedness Levels

On December 31, 2016

On December 31, 2016, the balance of Fibria’s gross debt was R$16,153 million, of which R$1,138 million corresponded to short-term debts, and R$15,014 million, to long term debts. 63% of total gross debt was denominated in foreign currency, considering the swaps.

On December 31, 2016, Fibria’s cash position, which included cash and cash equivalents, securities, and the marking-to-market position of current and non-current derivatives was R$4,717 million (compared to R$1,730 million on December 31, 2015).

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As a result, the net debt on December 31, 2016 was R$11,435 million (R$11,014 million on December 31, 2015).

On December 31, 2016, the total average cost(4) of Fibria’s debt in dollars was 3.6% p.a., including the average cost of the debt in domestic currency, of 10.5% p.a., and the cost in foreign currency, taking into account the Libor forward curve of 3.8% p.a.

The principal transactions performed by the Company in 2016 were as follows:

In 2016, the Company completed four transactions of public distribution of agribusiness receivables certificates issued by Eco Securitizadora de Direitos Creditórios do Agronegócio S.A. and backed by export credit notes issued by the Company.

The first transaction totaled R$1,350 million, divided in two tranches. The first tranche amounted to R$880.00 million, with the principal maturing in 2020, payment of interest on a half-yearly basis, and cost of 97% of CDI, while the second tranche amounted to R$470 million, with the principal maturing in 2023, payment of interest on a yearly basis, and cost corresponding to IPCA + 5.9844% p.a. The Company received the proceeds on June 23, 2016.

The second transaction totaled R$374 million, with the principal maturing in 2023, payment of interest on a yearly basis, and cost corresponding to IPCA + 5.9844% p.a. The Company received the proceeds on August 15, 2016.

The third transaction totaled R$326 million, with the principal maturing in 2020, payment of interest on a half-yearly basis, and cost of 97% of CDI. The Company received the proceeds on August 31, 2016.

The forth transaction totaled R$1,250 million, divided in two tranches. The first tranche amounted to R$756 million, with the principal maturing in 2022, payment of interest on a half-yearly basis, and cost of 99% of CDI, while the second tranche amounted to R$494 million, with the principal maturing in 2023, payment of interest on a yearly basis, and cost corresponding to IPCA + 6.1346% p.a. The Company received the proceeds on December 29, 2016.

In May 2016, through its subsidiary Fibria-MS, the Company signed a credit limit agreement in the amount of R$2,347,524, which will be allocated to finance the Horizonte 2 Project. The amount of R$835,611 had been released until December 2016, with maturity in 2026, and TJLP long-term interest rate plus 2.26% p.a. and Selic plus 2.66% p.a. The remaining balance will be released to the extent that some conditions are fulfilled, as required for the performance of the Project.

In May 2016, through its subsidiary Fibria-MS, the Company signed an agreement regarding the financing of import of equipment for the facilities of the pulp production unit to be set up in Três Lagoas (Horizonte 2 Project). The amount, equivalent to €383,873 thousand, was contracted in US dollars with the financial institutions BNP Paribas, Finnish Export Credit (FEC), HSBC and Nordea, being fully guaranteed by Finnvera (ECA - Export Credit Agency). In 2016, the amount of US$354 million (equivalent to R$1,188,140) was released in three tranches in the amount of US$194 million, US$136 million and US$24 million, maturing until December 2015, with interest

(4)  Total average cost, considering debt in Reais adjusted by the market swap curve.

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rates indexed to the half-year LIBOR + 1.03% p.a. for the first tranche, and half-year LIBOR + 1.08% p.a. for the other tranches. In December 2016, the Company voluntarily cancelled an amount in US dollars equivalent to €4,561 thousand, while the amount in US dollars not released yet, corresponding to €62,469 thousand, will be released as the payments to project suppliers are made.

On December 31, 2015

On December 31, 2015, the balance of Fibria’s gross debt was R$12,744 million, of which R$1,073 million represented short-term debts, and R$11,671 million corresponded to long-term debts. Of the total gross debt, 90% was denominated in foreign currency, considering swap agreements.

Fibria’s cash position, taking into account cash and cash equivalents, securities and marking-to-market of current and non-current derivatives, as of December 31, 2015, was R$1,730 million (compared to R$778 million as of December 31, 2014). Consequently, the net debt on December 31, 2015, corresponded to R$11,014 million (R$7,549 million on December 31, 2014).

On December 31, 2015, total average cost(5) of the Company’s debt in US dollars was 3.3% p.a., considering the average cost of debt in national currency, of 12.4% p.a., and the cost in foreign currency, taking into account the Libor forward curve of 3.8% p.a.

The principal transactions carried out by the Company in 2015 were as follows:

In August 2015, the Company, through its subsidiary Fibria International Trade GMBH, entered into an amendment to the agreement in the amount of US$400 million (equivalent to R$1,390 million on that date). The amount was disbursed in three tranches: (i) US$98 million, maturing in 2019, and interest rate of 1.30% p.a. on the quarterly LIBOR; (ii) US$144 million, maturing in 2019, and interest rate of 1.40% on the quarterly LIBOR; and (iii) US$158 million, maturing in 2021, and interest rate of 1.55% p.a. on the quarterly LIBOR. These amounts will be allocated to the financing of the Horizonte 2 Project.

In October 2015, the Company completed the public distribution of 675 thousand agribusiness receivables certificates issued by Eco Securitizadora de Direitos Creditórios do Agronegócio S.A., in the amount of R$675 million, at 99% of CDI, with payment of interest twice a year, and principal maturing in October 2021. Funds will be allocated to the purchase of goods and contracting of services for the Horizonte 2 Project. Agribusiness Receivables Certificates were backed by agribusiness credit rights assigned by Itaú Unibanco S.A. and originated from the export credit note issued by Fibria-MS, as endorsed by the Company. The Company received the funds on October 23, 2015.

Debt repayment schedule

(5)  Total average cost, considering debt in Reais adjusted by the market swap curve.

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Key:

Repayment Schedule

(R$ million)

Foreign Currency

Domestic Currency

f.(i). Material loan and financing agreements.

The Company’s material loan and financing agreements show the following characteristics, as identified in note 23 to the standardized financial statements for 2017, 2016 and 2015.

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(R$ thousand)

In relation to the loan and financing agreements mentioned in the table above, we highlight the most significant ones:

(i)            Export credits (pre-payments)

In December 2017, through its subsidiary Fibria International Trade GmbH, the Company entered into an export prepayment agreement in the amount of US$ 700 million (equivalent as at that date to the sum of R$ 2,322,740), with quarterly payment of interest at a rate of 1.15% per year plus 3M LIBOR, conditional upon the Company’s current rating, and maturing within a period of up to five years.

In August 2015, through its subsidiary Fibria International Trade GmbH, the Company entered into a contract amendment in the amount of US$400 million (equivalent to the sum of R$1,390 million as at that date). The disbursements were paid out in three installments: (i) the first installment in the amount of US$98 million, with maturities up to 2019 and an interest rate of 1.30% per year above the quarterly LIBOR; (ii) the second installment in the amount of US$144 million, with maturities up to 2019 and an interest rate of 1.40% per year above the quarterly LIBOR; (iii) and the third installment in the amount of US$158 million, maturing in 2021 and an interest rate of 1.55% per year above the quarterly LIBOR. This line will be earmarked for financing the Horizonte 2 Project. In December 2017, the Company settled 100% of this agreement in advance.

In December 2014, the Company signed a syndicated export prepayment agreement with 11 banks in the amount of US$500 million (equivalent to the sum of R$1,370 million as at that date). The disbursements were made in three tranches, the first in the amount of US$129,750, with maturities up to 2019 and an interest rate of 1.30% per year above the quarterly LIBOR, the second tranche in the amount of US$190,625, with maturities up to 2019 and an interest rate of 1.40% per year above the quarterly LIBOR and the third tranche in the amount of US$179,625, with maturities up to 2020 and an interest rate of 1.55% per year above the quarterly LIBOR. This line was used to make early payment of debts with higher costs and with less attractive terms. In December 2017, the Company settled 100% of this agreement in advance.

In March 2014, through its subsidiary Fibria International Trade GmbH, the Company signed an export credit agreement with four foreign banks in the amount of US$200 million (equivalent to the sum of R$465 million on the respective date) with payment of quarterly interest at a rate of 1.75% per year plus 3M LIBOR (which may decrease

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to 1.55% per year if Investment Grade rating is obtained) for a period of five years. In December 2017, the Company settled 100% of this agreement in advance.

In March 2014, the Company, through its subsidiary Fibria International Trade GmbH, signed an export credit agreement with Citibank, in the amount of US$ 100 million (equivalent to the sum of R$232 million on the respective date), with payment of interest at a rate of 1.625% per year plus 3M LIBOR for a period of five years. In December 2017, the Company settled 100% of this agreement in advance.

In April 2013, the Company, through its subsidiary Fibria Trading International KFT., signed an export credit agreement with three banks in the amount of US$100 million (equivalent to the sum of R$202 million on the respective date), with maturities up to 2018 and an initial interest rate of 1.63% p.a. above the quarterly LIBOR. In December 2017, the Company settled 100% of this agreement in advance.

In May 2011, the Company raised an export prepayment facility with 11 foreign banks in the amount of US$300 million (equivalent to the sum of R$489 million on the respective dates), with quarterly payments of interest at a rate of 1.80% per year above LIBOR (which may decrease to 1.60% per year if Investment Grade rating is obtained) for a period of eight years. In December 2017, the Company settled 100% of this agreement in advance.

In March 2010, the Company signed a bilateral Export Credit Agreement in the amount of US$535 million (equivalent at that date to the sum of R$956 million) with an interest rate of 2.95% per year above the quarterly LIBOR and with maturities up until 2017. This line was used in full to pay off debts with higher costs and less attractive terms. In April 2011, the Company settled the amount of US$100 million (equivalent on that date to a sum of approximately R$161 million), reducing the cost of debt and obtaining a longer term for payment of the remaining balance (from 2013 to 2018, with quarterly repayment). In 2012, the Company settled the amount of US$200 million in advance, without any change in the other conditions. Over the course of 2013, the Company repaid US$43 million. In 2014, the sum of US$32 million was repaid on maturity and there was also renegotiation of the contract’s final maturity which will occur in August 2019. In 2015, the amount of US$40 million was repaid on maturity. In 2016, the amount of US$48 million was repaid on maturity. In November 2017, the Company settled 100% of this agreement in advance.

(ii)           Loan - VOTO IV (Bonds)

In June 2005, Votorantim Overseas Trading Operations Limited IV (VOTO IV), which is jointly controlled with Votorantim Participações, raised the sum of US$400 million (equivalent on that date to the sum of R$955 million) on the international market, with maturity on June 24, 2020 and an annual rate of interest of 8.50%. The Company received 50% of the total amount raised, in other words, US$200 million, equivalent on that date to a sum of R$477 million. In 2013, the Company repaid the sum of US$42 million (equivalent as at that date to R$93 million) in advance. This transaction generated a R$13 million expense, which was recorded in the financial result, consisting of R$12 million related to the premium paid and R$1 million in connection with the proportional repayment of the transaction cost that resulted from the repurchase of this Bond.

During 2014, the Company repurchased the amount of US$61 million (equivalent to

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the sum of R$138 million) in relation to the VOTO IV Bond issued by the subsidiary VOTO IV, with an original maturity in June 2020. This operation gave rise to a R$33 million expense, recorded in the financial result, consisting of a R 30 million expense in relation to the premium paid to the holders of the aforesaid bonds who subscribed for this offer and an expense of R$3 million related to the proportional repayment of the transaction cost resulting from the issue of this Bond. In 2015, the Company bought back the sum of US$0.4 million. As a result of the early redemption, we recognized financial expenses in the amount of US$0.07 million, of which US$0.06 million related to the premium paid on the repurchase transaction and US$0.01 million related to the proportional repayment of the transaction costs of the securities. As a result of this transaction, the outstanding balance in terms of the principal amount of this Bond was US$96.4 million (equivalent to the sum of R$319 million).

(iii)          Loans - Fibria 2024, Fibria 2025 and Fibria 2027 (Bonds)

Green Bond Fibria 2027

On January 11, 2017, through its subsidiary Fibria Overseas Finance Ltd., the Company completed the issue on the international market of debt securities, in the amount of US$ 700 million (equivalent to the sum of R$ 2,247,000), the “Green Bond Fibria 2027”, maturing in 2027, with a fixed interest rate of 5.5% p.a., with payment of interest on a half-yearly basis. The funds were disbursed on January 17, 2017 and will be used to invest in projects with environmental benefits that help achieve the company’s long-term sustainability goals. This transaction is fully guaranteed by the Company.

Bond Fibria 2025

On November 9, 2017, the Company, through its subsidiary Fibria Overseas Finance Ltd., completed the issue on the international market of debt securities in the amount of US$ 600 million (equivalent to the sum of R$ 1,970,040), the “Bond Fibria 2025”, maturing in January 2025, with a fixed rate of interest of 4% p.a. with payment of interest on a half-yearly basis. The funds were disbursed on November 14, 2017 and will be used to make early payment of the Company’s debts, as is it attempting to further improve the distribution of its debt repayment over the course of the years and to lengthen its average term. This transaction is fully guaranteed by the Company.

Fibria 2024

On May 7, 2014, the Company, through its subsidiary Fibria Overseas Finance Ltd., completed the new issue of debt securities, in the amount of US$600 million (equivalent to the sum of R$1,329.840 million) with maturity in 2024 (Bond Fibria 2024) at a fixed interest rate of 5.25% p.a. The funds from the Bond issue were received on May 12, 2014 and part of the proceeds were used to pay off the Bond “Fibria 2021”.

(iv)          BNDES

The BNDES (National Bank for Economic and Social Development) has been an important source of debt financing for the Company’s capital expenditure.

In 2017, BNDES funds were disbursed to the parent company in the amount of R$ 301,271, with a repayment term during the period from 2017 to 2024, subject to

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interest rates ranging from TJLP (Long Term Interest Rate plus 1.86% p.a. to 2.56% p.a., and the Selic plus 2.44% p.a. to 2.80% p.a. The funds were earmarked for projects in the industrial, forestry and technological innovation areas.

In May 2016, the Company, through its subsidiary Fibria-MS, signed a credit limit agreement of R$2,347,524, which will be used to finance the Horizonte 2 Project. Up until December 2017, the amount of R$ 1,358,680 had been disbursed, with maturity in 2026 and an interest rate of TJLP plus 2.26% p.a. and the Selic rate plus 2.66% p.a. The remaining balance will be disbursed as the disbursement conditions are met, based on the requirement for carrying out the Project.

On December 31, 2016, the Company proportionally consolidated the accounting balances of loans and financing of Veracel Celulose S.A., consisting of contracts with the BNDES. The total principal amount is R$123 million with a repayment term during the period from 2018 to 2023, subject to interest rates ranging from TJLP + 1.8% to 2.0% per year and UMBNDES + 1.8% to 2.0% per year.

The pulp mills located at the Jacareí unit, in the State of São Paulo, the Aracruz unit in the State of Espírito Santo, and the Três Lagoas unit in the State of Mato Grosso do Sul, together with bank guarantee, were given as the main collateral for the payment of this financing.

(v)           Agribusiness Receivables Certificates (CRA)

In September 2017, the Company concluded the public distribution of 941 agribusiness receivables certificates issued by RB Capital Companhia de Securitização, in the total amount of R$ 941 million, divided into two tranches, the first of which was of R$ 757 million, with final maturity of the principal amount in 2022, semi-annual payment of interest and a cost of 97% of the CDI (Interbank Deposit Certificate), and the second of which was R$ 184 million, with final maturity of the principal amount in 2023, annual payment of interest and a cost of IPCA (Amplified Consumer Price Index) + 4.5055% p.a. The funds were received by the Company on September 22, 2017.

In 2016, the Company concluded four transactions involving public distribution of agribusiness receivables certificates issued by Eco Securitizadora de Direitos Creditórios do Agronegócio S.A., backed by export credit notes issued by the Company.

The first transaction in the total amount of R$ 1,350 million, was divided into two tranches, with the first tranche being R$ 880 million, with the principal maturing in 2020, semi-annual payment of interest and a cost equal to 97% of the CDI, and the second tranche being R$ 470 million, with the principal maturing in 2023, annual payment of interest and a cost equal to the IPCA + 5.9844% p.a. The funds were received by the Company on June 23, 2016.

The second transaction in the total amount of R$ 374 million, with the principal maturing in 2023, annual payment of interest and a cost equal to the IPCA + 5.98444% p.a. The funds were received by the Company on August 15, 2016.

The third transaction in the total amount of R$ 326 million, with the principal maturing in 2020, semi-annual payment of interest and a cost equal to 97% of the CDI. The funds were received by the Company on August 31, 2016.

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The fourth transaction in the total amount of R$ 1,250 million, was divided into two tranches, with the first one tranche being R$ 756 million, with the principal maturing in 2022, semi-annual payment of interest and a cost equal to 99% of the CDI, and the second tranche being R$ 494 million, with the principal maturing in 2023, annual payment of interest and a cost equal to the IPCA + 6.1336% p.a. The funds were received by the Company on December 29, 2016.

In October 2015, the Company concluded the public distribution of 675 thousand agribusiness receivables certificates issued by Eco Securitizadora de Direitos Creditórios do Agronegócio S.A., that add up to the sum of R$675 million at a rate of 99% of the CDI with half-yearly payments of interest and with the principal maturing in October 2021. The funds raised will be used to acquire goods or contract services in relation to the Horizonte 2 Project. The Agribusiness Receivables Certificates were backed by agribusiness credit rights assigned by Itaú Unibanco S.A., resulting from the export credit note issued by the newly incorporated company Fibria - MS, with a surety from the Company. The funds were received by the Company on October 23, 2015.

(vi)          Export Credit Note (NCE), Rural Credit Note (NCR) and others

In June 2013, the Company contracted an export credit note in the amount of R$498 million, with a final maturity in 2018 and a cost equal to 105.85% of the CDI. This transaction is also pegged to a swap for the purpose of exchanging Reais for dollars and altering the floating rate to a fixed one, with the final cost being 4.19% p.a. plus the foreign exchange variation.

In September 2012, the Company took out an Export Credit Note facility in the sum of R$173 million with half-yearly payments of interest at a rate equal to 100% of the CDI and repayment of the principal amount in four annual installments that mature as of 2017. This transaction is also pegged to a swap for the purpose of exchanging Reais for dollars and altering the floating rate to a fixed one, with the final cost being 4.90% p.a. plus the foreign exchange variation.

(vii)         Export Credit (Finnvera)

In May 2016, the Company, through its newly incorporated subsidiary Fibria-MS, signed an agreement to raise funds to finance the importing of equipment earmarked for the future pulp mill facilities in Três Lagoas (Horizonte 2 Project). The amount contracted was €383,873 thousand with the financial institutions BNP Paribas, Finnish Export Credit (FEC), HSBC and Nordea with a total guarantee from Finnvera (ECA - Export Credit Agency). In December 2016, there was a voluntary cancellation in US dollar equivalent to €4,561 thousand on the part of the Company and the US dollar amount not yet disbursed equivalent to €0.5 thousand, will be disbursed as payments are made to the project’s suppliers. The contract default events are reflected in item f.(iv) below. Up until December 2017, there was disbursement of the amount of US$ 424 million, with maturities through December 2025 and interest rates pegged to the semi-annual LIBOR rate + 1.03% p.a. and the semi-annual LIBOR rate + 1.08% p.a.

(viii)        Fundo Constitucional de Financiamento do Centro-Oeste (FCO) and Fundo de Desenvolvimento do Centro-Oeste (FDCO) Loan

In September 2016, the Company raised R$423,621 of the total sum of R$831,478 contracted with Banco do Brasil, by means of its newly incorporated subsidiary Fibria-MS, at an interest rate of 8.0% p.a., with payment of the principal amount and monthly interest beginning in June 2019, and with final maturity in December 2027. In

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January 2017, there was a disbursement in the amount of R$ 98,504. The expectation is that the remaining balance of R$ 309,353 will be disbursed by the end of 2018.

In December 2009, the Company raised R$73 million with Banco do Brasil, through its newly incorporated subsidiary Fibria-MS, with final maturity in December 2017, a six-month grace period, with payment of the principal amount and monthly interest at a rate of 8.5% a year. In 2017, the contract was liquidated on the maturity date.

(ix)          Forest Financing - Banco do Nordeste (BNB)

In December 2016, the Company signed a forest financing agreement with Banco do Nordeste in the amount of R$150,427, with an interest rate of 12.95% p.a. (with a 15% discount in case of compliance with the contractual obligations), with payment of the principal amount and interest upon final maturity in December 2023. Up until December 2017, R$ 130,689 had been disbursed and the expectation is that the remaining will be disbursed by the end of 2018.

f.(ii).        Other long-term relationships with financial institutions

Except for the relationships described in the above contracts, the Company does not have any other long-term relationships with financial institutions for material amounts.

f.(iii).      Degree of subordination between debts

Fibria has in rem guarantees provided for in the loan agreements with the FCO — Fundo Constitucional de Financiamento do Centro-Oeste, FINEP — Financiadora de Estudos e Projetos and part of the contracts with the BNDES.

The most relevant assets given as collateral under certain contracts with the BNDES are the Jacareí (SP), Aracruz (ES) and Três Lagoas (MS) plants. The net book value of these assets is R$ 11,589.557 million (as at December 31, 2016 - R$9,881.389 million), which is sufficient to cover the respective loans.

Part of the contracts with the BNDES have a bank guarantee as collateral.

The Company’s other debts are unsecured. The Company does not have any debts with a floating guarantee.

There is no degree of contractual subordination between the Company’s unsecured debts. The debts with in rem guarantees have priority over the Company’s other debts in the case of bankruptcy, up to the limit of the in rem guarantee established. In the case of insolvency proceedings, debts with in rem guarantees have priority in terms of receipt over the Company’s other debts, up to the limit of the value of the asset pledged.

f.(iv). Any restrictions imposed on the company, in particular, in relation to indebtedness limits and the contracting of new debts, the distribution of dividends and the sale of shareholding control

Some of the financing obtained by the Company and its subsidiaries has clauses that establish maximum indebtedness and leverage levels, as well as minimum levels in terms of coverage of interest payable.

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Covenants required

Some of the financing obtained by the Company and its subsidiaries has clauses that establish maximum indebtedness and leverage levels, as well as minimum levels in terms of coverage of interest payable.

In November 2016, the Company concluded the renegotiations of the financial covenants required. The renegotiations resulted in the following changes:

·                                          the minimum debt service coverage ratio is suspended from the second quarter of 2017 until the end of 2018;

·                                          the maximum indebtedness ratio (net debt/ adjusted EBITDA, in US dollars) increased to 7x from the second quarter of 2017 until the end of 2017

·                                          the maximum indebtedness ratio (net debt/ adjusted EBITDA, in US dollars) increased to 6x in 2018.

No fee or commission was paid for this renegotiation.

The financial covenants in relation to the Company’s debts are calculated based on the consolidated financial figures converted into US dollars.

The covenants agreed in the agreements signed with the banks were complied with by the Company as of December 31, 2017, with the debt service coverage ratio totaling 6.10 and the indebtedness level ratio, measured in dollars, totaling 2.41.

These same agreements include the following as the main events of default:

·                                          failure to pay, in a timely fashion, the principal or interest due;

·                                          inaccuracy of any representation, warranty or certification provided;

·                                          cross-default and cross-judgment default, subject to an agreed amount;

·                                          being subject to certain cure period in case of breach of obligations established in the agreements;

·                                          occurrence of certain bankruptcy or insolvency events of the Company, its main subsidiaries or Veracel Celulose S.A.

·                                          expropriation, confiscation or any other act that affects a significant portion of the Company’s assets;

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·                                          defect, invalidity, nullity, ineffectiveness or unenforceability of the agreement;

·                                          cancellation, termination or annulment of the agreement for any reason or by any person;

·                                          spin-off of the Company without the creditor’s prior consent;

·                                          any direct or indirect controlling shareholder that is not a member of the Votorantim Group, carries out any act aimed at annulling, reviewing, canceling or repudiating the agreement through judicial or extrajudicial means;

·                                          compliance with certain environmental and social conditions related to the Horizonte 2 Project, for the Finnvera contract.

g.               Limits on the use of financing already contracted and percentages already used

The Company has not yet used this credit facility. The amounts paid by the Company in relation to credit facilities unused by December 31, 2017 were R$ 9,724 (R$8,334 up until December 31, 2016).

There are also some releases of reimbursements on loans already contracted with the BNDES which are pending financial or physical confirmation by the company. The percentages used in the financing facilities already closed are described in letter “e” of section 10.1.f.(i) above.

h.               Significant changes in each item of the financial statements

The following table presents the values of the consolidated balance sheets and income statements for the financial years ended on December 31, 2017, 2016 and 2015, prepared in accordance with the international accounting standards (IFRS).

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