StoneCo Ltd.: Additional Governance Enhancements – reduction in voting power concentration
01 Junho 2022 - 9:30AM
StoneCo Ltd. (Nasdaq: STNE) (“Stone” or the “Company”), a leading
provider of financial services and software solutions for merchants
in Brazil, today announced that it will submit to the Brazilian
Central Bank a technical requirement of change of control.
Following a series of Governance enhancements,
the departure of our Co-Founder Eduardo Pontes from the Company’s
Board of Directors and his desire to convert his interests in Class
B super-voting shares (which are currently held indirectly through
holding companies) into Class A shares directly owned by his family
vehicles, Stone Pagamentos S.A. and Stone Sociedade de Crédito
Direto S.A., subsidiaries of the Company, will submit to the
Brazilian Central Bank a technical requirement of change of
control.
For regulatory reasons in Brazil, the
implementation of such corporate restructuring shall be subject to
the Brazilian Central Bank approval. As a result of the detachment
of Eduardo Pontes from the Founders’ Holding Company ("HR
Holdings") and consequently the conversion of his original Super
Voting Class B to Regular Voting Class A shares, the two
co-Founders of the Company would collectively and individually have
less than 50% of the voting power. Though, one of our
Founders, Andre Street, would still be a reference
shareholder, after the authorization of the Central Bank there will
be a decrease in the concentration of votes held by our founding
shareholders, resulting in no single shareholder having more than
50% of the Company’s voting power.
“The Company has been making continued efforts
over the past months to enhance Governance and implement important
business improvements. We have brought new seasoned leaders both to
the Management and to the Board of Directors, increased the
percentage of independent Board members from 40% at our
IPO nearly four years ago to 90% currently and we have restructured
our strategic management and reporting into two
clear business areas: Financial Platform and Software Solutions. We
have also taken important measures to better balance our strong
growth with profitability. We will continue to execute on our
strategy and our product roadmap to offer broader and better
solutions to Brazilian merchants,” said André Street, Chairman of
the Board.
About StoneCo
StoneCo is a leading provider of financial technology and
software solutions that empower merchants to conduct commerce
seamlessly across multiple channels and help them grow their
businesses.
Forward-Looking Statements
This press release contains "forward-looking
statements" within the meaning of the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are made as of the date they were first
issued and were based on current expectations, estimates, forecasts
and projections as well as the beliefs and assumptions of
management. These statements identify prospective information and
may include words such as “believe,” “may,” “will,” “aim,”
“estimate,” “continue,” “anticipate,” “intend,” “expect,”
“forecast,” “plan,” “predict,” “project,” “potential,”
“aspiration,” “objectives,” “should,” “purpose,” “belief,” and
similar, or variations of, or the negative of such words and
expressions, although not all forward-looking statements contain
these identifying words.
Forward-looking statements are subject to a
number of risks and uncertainties, many of which involve factors or
circumstances that are beyond Stone’s control.
Stone’s actual results could differ materially
from those stated or implied in forward-looking statements due to a
number of factors, including but not limited to: more intense
competition than expected, lower addition of new clients,
regulatory measures, more investments in our business than
expected, and our inability to execute successfully upon our
strategic initiatives, among other factors.
Contact:
Investor Relationsinvestors@stone.co
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