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Material Fact

Via Varejo S.A. ("Company") (B3 - VVAR3), in compliance with the provisions of Law 6,404 and Instruction No. 358/02, hereby informs its shareholders and the market in general that received, on the date hereof, the following communication from its controlling shareholder Companhia Brasileira de Distribuição:

"São Paulo, February 20, 2019

To
VIA VAREJO S.A.
Mr. Luis Felipe Silva Bresaola
Investor Relations Officer of Via Varejo S.A.
Rua João Pessoa, n.º 83, Centro
São Caetano do Sul/São Paulo,
CEP 09520-010

SUB: TRANSACTION INVOLVING THE CONTROLLING SHAREHOLDER

Companhia Brasileira de Distribuição ("Company"), in compliance with Brazilian Law No. 6.404/76 and CVM Instruction No. 358/02, hereby informs the following.

On the date hereof, the Board of Directors of the Company authorized a new sale of part of the equity interest held in Via Varejo S.A., in the form of a TRS (total return swap) to be signed with a Brazilian first tier financial institution. Such sale shall comprise up to 40,000,000 (forty million) common shares of Via Varejo S.A., corresponding to 3.09% of its capital stock, to be operationalized on February 25, 2019, on the trading environment of B3 S.A. - Brasil, Bolsa, Balcão, according to a Material Fact disclosed by the Company on the date hereof. After said sale, the Company shall hold 36.27% of Via Varejo’s capital stock.

We stress that, as previously disclosed in the Material Fact of the Company on December 21, 2018, the Company is pursuing the sale of the remainder part of the equity interest held in Via Varejo S.A. to a strategic investor. If the conditions so indicate, the same objective can be carried out though operations available in the capital market.

Considering the relevance of the aforesaid information, we require, as per §1 of Article 3 of CVM Instruction No. 358/02, that be given the appropriate treatment for aforesaid information, proceeding Via Varejo S.A. with the disclosure of a Material Fact on date hereof.

Daniela Sabbag
Investor Relations Officer of
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO"

Via Varejo Investor Relations Department remains available to provide shareholders with any further explanation that may be required in connection with the object of this Notice to the Market, through the phone number +55 (11) 4225 8650 or by the e-mail address ri@viavarejo.com.br.

São Caetano do Sul, February 20, 2019.

LUIS FELIPE SILVA BRESAOLA
Investor Relations Officer of
Via Varejo S.A.

To access the Notice to the Market in PDF format, click here.

Last Update on February 20, 2019

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