In one of the largest business transactions ever conducted in Brazil, Petrobras, Grupo Ultra and Braskem have come to an understanding for the acquisition of all Grupo Ipiranga´s businesses, thus consolidating and expanding the businesses of the petrochemical and fuel distribution industries.

The transaction is worth nearly US$ 4 billion.

In taking over Grupo Ipiranga´s businesses, the three companies stress their commitment with the growth of Brazil, with Rio Grande do Sul, and with those who make Ipiranga: its shareholders, employees, partners, the community, and consumers.

Grupo Ipiranga, one of Brazil´s largest and most traditional groups, operates in the industries of oil refinery, petrochemical products and fuel distribution. Last year, its net revenue amounted to R$ 30 billion, with an EBITDA of R$ 1 billion and net profit of R$ 534 million.

"In line with its strategic plan, Petrobras will strengthen its active presence in the national petrochemical industry, consolidate its positions in distribution, especially in the North, Northeast and Center-West, and expand its presence in the many segments it operates in", said José Sérgio Gabrielli de Azevedo, Petrobras´ president.

"Ultra is taking another important step towards the qualified growth of its businesses. With this acquisition, we are expanding significantly our operations in the area of fuel distribution, and will now have two major brands for the distribution of oil byproducts: Ultragaz and Ipiranga. It is an investment in the fuel market, in the biofuel market and in the Brazilian market. In short, an investment in Brazil", said Pedro Wongtschowski, Grupo Ultra´s president.

"This new phase of the consolidation of the petrochemical industry provides an important potential for Braskem to grow with a new level of competitiveness and profitability for our businesses", said José Carlos Grubisich, Braskem´s president. "With this initiative, Braskem is taking a decisive step towards becoming one of the ten leading international petrochemical companies in market capitalization".

Phases of the transaction

The first phase will be the take over, by Grupo Ultra, of the shares of the families that control Grupo Ipiranga. In the second phase, Grupo Ultra will make a public offering of the common shares held by Grupo Ipiranga´s minority shareholders.

In the third phase, Braskem and Petrobras will make the proposal of going private to Copesul´s shareholders.

In the fourth phase, Grupo Ultra will take over preferred stock held by minority shareholders of Companhia Brasileira de Petróleo Ipiranga (CBPI), of Distribuidora de Produtos de Petróleo Ipiranga (DPPI) and of Refinaria de Petróleo Ipiranga (RPI), who will receive preferred stock of Ultrapar.

In the fifth and last phase, petrochemical assets will be disposed and delivered to Braskem and Petrobras. The fuel distribution businesses that will be assigned to Petrobras will strengthen the company´s distribution activities in the Northeast, North and Center-West.


Assets will be distributed as follows:

Fuel Distribution Industry

} Grupo Ultra will keep the fuel distribution chain of Grupo Ipiranga in the South and Southeast regions and will continue to operate with the Ipiranga brand

} Petrobras will take over the distribution chain of Ipiranga in the North, Northeast and Center-West and will have up to five years to use the brand Ipiranga, period during which it will be gradually replaced by the brand "Petrobras Distribuidora".


Petrochemical Industry

} Braskem will take over 60% of the assets of Grupo Ipiranga in the petrochemical industry and will strengthen its position of control at Copesul.

} Petrobras will have 40% of the activities of Grupo Ipiranga in the petrochemical industry.


Refinery

} Refinaria Ipiranga, in Rio Grande do Sul, will be controlled, in equal parts, by Petrobras, Grupo Ultra and Braskem, who commit to continue its activities.


The detailing of the operation is in the Relevant Fact sent this morning for the appreciation of Comissão de Valores Mobiliários (CVM, the Brazilian Securities and Exchange Commission). The same information was sent to the Securities and Exchange Commission (SEC), New York Stock Exchange (NYSE), Latibex in Madrid, and Buenos Aires Stock Exchange (MERVAL).

The operation is subject to the consideration of the Brazilian competition defense authorities: Economic Defense Administrative Counsel (CADE), Economic Rights Department (SDE) and Economic Monitoring Department (SEAE).

In the fuel distribution industry, Grupo Ultra already owns the leading LPG brand, Ultragaz, and will add to its businesses another very relevant brand, Ipiranga. This will increase significantly its presence in the industry based on best practices of governance and management.

As to petrochemicals, Braskem will strengthen its leadership position in the Latin-American market of thermoplastic resins, increase its presence in Copesul, and advance in its strategy to grow by creating value.

Ipiranga´s historic commitment to Rio Grande do Sul and to Brazil will be kept by Petrobras, Grupo Ultra and Braskem. There will also be continuity in the social, cultural, community, and environmental activities and programs.

The operation had the advisory services of Estáter Gestão e Finanças.


For further information:

Petrobras:
Mirian Guaraciaba. Tel. (21) 9172-9654
Anamaria Rossi. Tel. (61) 9654-3982
Public Relations Management. Tel. (21) 3224-1306 / (21) 3224-2312

Grupo Ultra:
FSB Comunicações. Tel. 3061-9596
Marcelo Aguiar. Tel. 8326-2250
Regina Rebello. Tel. 9623-6715

Braskem:
CDN Comunicação Corporativa. Tel. 3643-2700
Fabiana Macedo. Tel. 643-2744