SIMPAR (SIMH3) Investor Update summary

Strategic restructuring and transaction overview

• Vamos Locação (rental) will be separated from Vamos Concessionárias/Dealerships, which will merge with Automob to form a new listed company, Automob/NewCo, the largest and most diversified dealership group in Brazil, with 192 stores and 34 brands.

• Vamos Locação shareholders will receive shares in both Vamos Locação and the new Automob/NewCo, each positioned as a sector leader with growth potential.

• The transaction involves a spin-off, in-nature dividends, and a cash acquisition of 35.49% of Automob for BRL 1 billion, followed by the incorporation of Automob into Vamos Dealerships.

• After the merger, Simpar will hold 64.12% of the new company, Vamos Locação shareholders 21.39%, and Automob minority shareholders 14.49%.

• An independent committee will oversee transaction terms, with approvals required from the boards of Simpar and Vamos, OEMs, and shareholders at an extraordinary general meeting.

Business profiles and operational highlights

• Vamos Locação is the national leader in truck, machinery, and equipment rental, with a 99% rental share and a 58%+ CAGR in revenue and EBITDA since 2020.

• Automob is a national leader in light vehicle dealerships, with 28 car and motorcycle brands, 120 stores, and BRL 9.3 billion in LTM net revenue.

• NewCo will have operations in 12 states and over 5,200 employees, consolidating leadership in both light and heavy vehicle segments.

• Vamos Dealerships operates a complete network for trucks, buses, machinery, and equipment, with strong regional presence and resilient client sectors.

• Both Vamos Locação and NewCo will have independent, experienced management teams dedicated to their respective businesses.

Financial and operational impact

• NewCo's pro-forma LTM net revenue is BRL 11.9 billion, with BRL 418 million EBITDA and BRL 656 million net debt post-transaction.

• Vamos Locação's pro-forma 2Q24 net income is BRL 436 million, with a strong balance sheet and diversified client base.

• Automob's LTM net revenue is BRL 9.3 billion, with a 4.9% EBITDA margin and BRL 58 million net income.

• Combined net debt post-transaction is estimated at BRL 1.656 billion, with expectations of lower leverage by year-end 2024.

• The transaction values Automob at 6.7x EV/EBITDA (2025E) and 15.2x P/E (2025E).