PUT AND CALL OPTIONS CONTRACT FOR COMMON AND PREFERRED SHARES ISSUED BY VOTORANTIM CELULOSE E PAPEL S.A.Fibria Celulose S.A. • December 21st, 2010 • Paper mills
WHEREAS BNDESPAR, in accordance with its guidelines and objectives, and in order to participate in the project involving the integration of the activities of VCP and ARACRUZ CELULOSE S.A., with headquarters in the city of Aracruz in the state of Espírito Santo, at Barra do Riacho, without number at km 25, registered with the CNPJ/MF under n.° 42.157.511/0001-61 (“Aracruz”), which union results in the largest pulp producer in the world (the “Merger”) and the subsequent listing of VCP with the Novo Mercado segment of the BM&FBOVESPA S.A. - Bolsa de Valores Mercadorias e Futuros (“Bovespa”) (the “Transaction”), has executed, on this date, the Investment Agreement with VID, governing the terms and conditions for the investments by VID and BNDESPAR needed to implement the Transaction (the “Investment Agreement”);
