CCR S.A. (“CCR” or “Company”) (B3: CCRO3; Bloomberg: CCRO3BZ; Reuters: CCRO3.SA), based on the provisions of CVM Instruction Nr. 480, of December 7, 2009, as amended, announces to its shareholders and the market in general the following transaction between related parties, signed on September 16, 2019:

Name of the Related Parties Rodonorte – Concessionária de Rodovias Integradas S.A. (“RodoNorte”) and the Consortium including the companies Andrade Gutierrez Engenharia S.A. and AG Construções e Serviços S.A. (“Consortium New Rodovia do Café”).
Relationship with the Company RodoNorte: Direct subsidiary of CCR (85.92%), Porto de Cima Concessões S.A. (“Porto de Cima”) (6.00%) and Cesbe Participações S.A. (“Cesbe”) (8.08%).

CCR: The shareholders Andrade Gutierrez Group ( 1), Mover (new name of Camargo Corrêa Group) (2) and Soares Penido Group (3) hold together 44.5767% of the shareholders’ capital, bound by a Shareholders’ Agreement.

1Including shares held by Andrade Gutierrez Participações S.A.
2 Including shares held by Camargo Corrêa Investimentos em Infra-Estrutura S.A. and CC Investimentos e Participações S.A.
3 Including shares held by Soares Penido Obras, Construções e Investimentos S.A. and Soares Penido Concessões S.A.

Consortium New Rodovia do Café: The companies Andrade Gutierrez Engenharia S.A. and AG Construções e Serviços S.A. are indirect subsidiaries of Andrade Gutierrez S.A., which is the direct parent company of Andrade Gutierrez Participações S.A., which is a shareholder in the Company’s control block and a signatory of the Shareholders’ Agreement of the Company.

Parties of the Agreement Contracting Party: RodoNorte.

Contracted Party: Consortium New Rodovia do Café.

Purpose of the Agreement and Due Amendments Agreement for Project with Estimated Price (“Agreement”)

Construction works to double BR-376 Highway (Rodovia do Café), North and South Lanes, including the construction of a new lane from section 17 to section 24 (except sections 18, 19 and 20), in the State of Paraná, as described below:
– Section 17: km 329.5 to 336.3 – Road;
– Section 21: km 286.6 to 296 – Road;
– Section 21: km 291.1 – OAE I-25;
– Section 21: km 295.1 – OAE Viaduto Mauá;
– Section 22: km 269.6 to 286.6 – Road;
– Section 22: km 281.15 – OAE I-22;
– Section 23: km 265.2 to 269.6 – Road
– Section 24: km 260.2 to 265.2 – Road

1st Amendment:
Adjusting the number of sections under the Agreement, after approved by the Granting Authority, without changing the price.

2nd Amendment:
Adjusting the number of sections under the Agreement, after approved by the Granting Authority, without changing the price.

Agreement to Close and Settle the Agreement:
Termination of the Agreement with RodoNorte paying thirty-three million, two hundred and thirty-seven thousand, four hundred and fifty-two reais and eighty-five cents (R$33,237,452.85) to the Consortium, related to (i) services already carried out and measured in sections 23 and 24 and (ii) the contractual rebalancing and full settlement between the parties.

Price of the Agreement Original Agreement:
– Estimated at two hundred and forty million, seven hundred and eighty-two thousand, six hundred and seventy-six reais and sixty-six cents (R$240,782,676.66).

1st Amendment:
– No change to the price.

2nd Amendment:
– No change to the price.

Agreement to Close and Settle the Agreement:
Decrease in the contractual price totaling two hundred and seven million, five hundred and forty-five thousand, two hundred and twenty-three reais and eighty-one cents (R$207,545,223.81), paying thirty-three million, two hundred thirty-seven thousand, four hundred fifty-two reais and eighty-five cents (R$33,237,452.85) to the Contracted Party.

Reasons why the Company’s Management considers that the transaction complied with the commutative provisions or provides for the adequate compensatory payment Below are the reasons why the Management of the Company considers that the transaction dealt with under this notice complied with the commutative conditions: (i) complies with the rules set forth in the Company’s Policy of Transactions with Related Parties, as available on the websites of the Company and of the Brazilian Securities and Exchange Commission (“CVM”); (ii) the conditions agreed when signing the Agreement and its amendments comply with the conditions practiced by the market and were made possible through a bidding competition based on the Back-to-Back principle, with compensation for the unitary items of the service through the contractual table of RodoNorte with the Granting Power and the contracted party was and will be compensated at the same rate as RodoNorte, both for the services directly related to the construction and for other administrative and indirect expenses; and (iii) the Agreement, the Amendments and the Agreement to Close and Settle the Agreement reflect the conditions agreed between the parties, including (a) general clauses similar to any agreement of the same nature and (b) specific clauses regarding the economic conditions of the agreement, in accordance with the winning proposal and the specific conditions to implement the scope of the agreement.
Information on the possible participation of the counterparty, its shareholders or management in the decision-making process of the Company on the transaction or on the negotiation of the transaction, as representatives of the Company, describing this participation The members of CCR’s Board of Directors unanimously approved, through the votes of attending members, considering the abstentions of Messrs. Paulo Roberto Reckziegel Guedes and Renato Torres de Faria, appointed by the shareholder Andrade Gutierrez Participações S.A., signing the Agreement to Close and Settle the Agreement, at a Meeting held on November 29, 2018.

The members of RodoNorte’s Board of Directors unanimously approved, through the votes of attending members, signing the Agreement to Close and Settle the Agreement, at a Meeting held on November 29, 2018.