MARKET
ANNOUNCEMENT
ULTRAPAR
PARTICIPAÇÕES S.A.
CNPJ
nº
33.256.439/0001-39
Ultrapar
Participações S.A. (“Ultrapar”), Dynamo Brasil I LLC, Dynamo Brasil II LLC and
Dynamo Brasil III LLC (together known as “the Funds”) hereby announce that
Ultrapar, on March 20, 2007 agreed on a Sale and Purchase Promise Contract
with
Other Adjustments, with the Funds, whereby Ultrapar undertakes to grant to
the
Funds the purchase rights on 455,080 (four hundred and fifty five thousand
and
eighty) preferred shares of Refinaria de Petróleo Ipiranga (“RPI”) for a unit
price of R$ 38.93 (thirty-eight reais and ninety-three centavos), 637,217
(six
hundred and thirty seven thousand, two hundred and seventeen) preferred shares
in Distribuidora de Produtos de Petróleo Ipiranga S.A. (“DPPI”) for a unit price
of R$ 29.57 (twenty-nine reais and fifty-seven centavos) and 264,780 (two
hundred and sixty-four thousand, seven hundred and eighty) preferred shares
in
Companhia Brasileira de Petróleo Ipiranga (“CBPI”) for a unit price of R$ 20.55
(twenty reais and fifty-five centavos) (together known as "The Shares") of
the
shares acquired from the Controlling Shareholders of Ipiranga in the Purchase
Contract (as set out in the Material Event notice published on March 19,
2007),
whereby the Funds, in turn, undertake a commitment to purchase all the shares
mentioned.
Ultrapar
and the Funds also announced that, in addition on March 20, 2007, they have
signed a Put Option Contract under which Ultrapar undertakes to repurchase
the
shares for the price paid by the funds, adjusted by the CDI rate, if the
exchange offer to be carried out by Ultrapar with the shares issued by RPI,
DPPI
and CBPI, as published in the Material Event notice on March 19, 2007, does
not
take place within up to 12 months from the date of the signing of this
instrument.
São
Paulo,
March 26 2007
André
Covre
Chief
Financial and Investor Relations Officer
ULTRAPAR
PARTICIPAÇÕES S.A.
Other
than the information contained in this document, Ultrapar Participacoes S.A.
has
not filed with the SEC any information relating to the merger of the acquisition
of the Ipiranga Group, including with respect to the tender and exchange
offer
transactions referred to above (the "transactions"). As they become
available, Ultrapar Participacoes S.A. will be filing with the SEC additional
documents relating to the transactions. WE URGE INVESTORS TO READ THE
DEFINITIVE OFFERING DOCUMENTS AND ANY OTHER RELEVANT
DOCUMENTS TO BE FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT
INFORMATION.
Investors
will be able to obtain copies of the offering document and other documents
from
the SEC's Public Reference Room at 450 Fifth Street N.W., Washington D.C.,
20549. Please call the SEC at 1-800-SEC-0330 for further information on the
Public Reference Room. The documents may also be obtained from the website
maintained by the SEC at http://www.sec.gov, which contains reports and other
information regarding registrants that file electronically with the SEC.
In
addition, documents (including any exhibits) filed with the SEC by Ultrapar
Participacoes S.A. will be available free of charge from the Investor Relations
office of Ultrapar Participacoes S.A., located at Avenida Brigadeiro Luis
Antonio, 1343, 9º Andar São Paulo, SP, Brazil 01317-910, tel:
011-55-11-3177-6695. PLEASE, READ THE DEFINITIVE OFFERING DOCUMENTS
CAREFULLY BEFORE MAKING A DECISION REGARDING THE
MERGER.