IR ContactOtavio Lyra, Investor Relations OfficerSéo Paulo, BrazilPhone: `55 11 3028-3528Email: ir@netshoes.cominvestor.netshoes.com Following careful review and review by the Netshoes Board of Directors (the Netshoes Board), the amendment was requested by the Board of Directors of Netshoes (i) a revised proposal, on June 11, 2019 from Grupo SBF S.A. a sociedade an`nima, founded under Brazilian law and listed on the Brazilian Stock Exchange (B3) under the ticker “CNTO3” (“Centauro”), for the acquisition of all outstanding common shares of Netshoes through a merger transaction, under which Netshoes shareholders would receive a cash payment of US$3.70 per share, and (ii) maglu`s amendments under the amendment agreement. On May 22, 2019, a board meeting was held to follow up on the decision in accordance with its fiduciary duty, which requires constant attention to the interests of the company and its shareholders. Therefore, following the presentation to the Board of Directors of the Chief Executive Officer and chief financial office, which summarized (i) an explanation of the growth strategy of its digital platform, powered by multichannel properties (OmniChannel), which can be achieved through organic growth and/or strategic acquisitions; (ii) an assessment of Netshoes` operational and financial activities based on the information contained in Form 20-F and Form 6-Ks made available on the United States Securities and Exchange Commission `US SEC` website; (iii) a detailed analysis of the structure of the “agreement and merger plan,” which identifies mechanisms for third parties to submit a competing proposal to the Netshoes Board of Directors in light of its members` obligation to its shareholders, is required to evaluate the proposed acquisition of the Netshoes shares, provided it is presented in good faith and prior to the Netshoes Special Shareholders General Meeting (currently scheduled for May 30, 2019) and considers an offer that can reasonably be met in time and which, from a financial perspective, is more favourable to Netshoes shareholders than the existing transaction (Bona Fide Superior Proposal). and (iv) information on the existence of financing approved on reasonable terms by first-class financial institutions (in Brazil) and to a sufficient extent to finance the eventual acquisition of all of Netshoes` outstanding shares; The Board of Directors unanimously approved the development and presentation to the Netshoes Board of Directors of a competing proposal to acquire all of netshoes` outstanding shares at a per share price of $2.80, for a total estimated price of $87 million. The characteristics of such a proposal are consistent with the approach of a Bona Fide Superior proposal and indicate the obligation for the company to enter into an agreement and a merger plan that are essentially similar to the contract introduced by netshoes and Luiza magazine. The City (S`O PAULO–BUSINESS WIRE)-Netshoes (Cayman) Limited (NYSE: NETS) announces that it has made a second amendment to the agreement and merger plan of April 29, 2019 and that it proceeded on May 26, 2019 in Netshoes and between Netshoes, Luiza S.A. magazine (“Magalu”) and its subsidiary (as amended from time to time) (as amended) (as amended). the “merger agreement”) consideration of corporate mergers per share (as defined in the merger agreement) from $3.00 to $3.00 Increase $70 and increase the amount of this business termination payment (as defined in the merger agreement) from $1,800,000 to $6,000,000 (the “change”).

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