Exhibit 99.1
Issuance of Debentures by Vitru Brasil Empreendimentos, Participações e Comércio S.A.
Florianópolis, Brazil, December 7, 2023 – Vitru Limited (Nasdaq: VTRU) (“Vitru”) announced today that on December 5, 2023 its wholly owned subsidiary, Vitru Brasil Empreendimentos, Participações e Comércio S.A (“Vitru Brazil”), a corporation (sociedade anônima) formed under the laws of the Federative Republic of Brazil, completed the issuance of simple, unsecured, non-convertible debentures (the “Debentures”) in a private offering directed solely at professional investors in Brazil, in compliance with Resolution 160 of the Brazilian Securities Commission (Resolução da Comissão de Valores Mobiliários). The aggregate principal amount of the Debentures is R$500,000,000, comprised of a single series (the “Debentures”).
The Debentures will mature on May 16, 2028.
The interest rate applicable to the Debentures will be equal to the Brazilian average daily interbank deposit rate (Depósito Interfinanceiro) plus a spread of 2.45% yearly.
Vitru Brazil will use the net proceeds from the issuance of the Debentures first to prepay the last instalment of the sellers’ financing in relation to the acquisition of CESUMAR – Centro de Ensino Superior de Maringá Ltda. (“Cesumar”) that would be due in May 2024, at an interest rate equal to the Brazilian average daily interbank deposit rate (Depósito Interfinanceiro) plus a spread of 3.0% yearly, thereby extending the maturity profile of its debt, and will use any remaining proceeds to strengthen its cash position.
This press release does not constitute an offer to sell the Debentures nor a solicitation of an offer to buy the Debentures, nor shall any offer or sale of these Debentures take place in any state or jurisdiction in which such offering is prohibited under the securities laws of that state or jurisdiction. The Debentures referred to herein have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws of the United States, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws. The Debentures will be sold exclusively to qualified institutional buyers, as defined under Rule 144A of the Securities Act, and to non-U.S. persons pursuant to Regulation S under the Securities Act.
About Vitru
Vitru is the leading pure distance learning education group in the postsecondary distance learning market in Brazil. Through its invested companies, Vitru provides a complete pedagogical ecosystem focused on hybrid distance learning experience for undergraduates and continuing education students.
Vitru’s mission is to democratize access to education in Brazil through a digital ecosystem and empower every student to create their own successful story.