CUSIP No. 00101N107
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1.
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NAMES OF REPORTING PERSONS
BTG Pactual International Portfolio Fund II SPC, Segregated Portfolio BTGPH Corp Hedge
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (see instructions)
(a) [ ]
(b) [ ]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
4,578,316
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
4,578,316
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,578,316
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
[ ]
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.17%(1)
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12.
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TYPE OF REPORTING PERSON (see instructions)
OO
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CUSIP No. 00101N107
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1.
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NAMES OF REPORTING PERSONS
Banco BTG Pactual S.A. - Cayman Branch
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (see instructions)
(a) [ ]
(b) [ ]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands Branch of a Brazilian Corporation
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
0
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6.
|
SHARED VOTING POWER
4,578,316
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
4,578,316
|
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,578,316
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
[ ]
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.17%(1)
|
|
12.
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TYPE OF REPORTING PERSON (see instructions)
CO
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CUSIP No. 00101N107
|
||
1.
|
NAMES OF REPORTING PERSONS
Banco BTG Pactual S.A.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (see instructions)
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Brazil
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
|
SOLE VOTING POWER
0
|
6.
|
SHARED VOTING POWER
4,578,316
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
4,578,316
|
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,578,316
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
[ ]
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.17%(1)
|
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12.
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TYPE OF REPORTING PERSON (see instructions)
CO
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CUSIP No. 00101N107
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||
1.
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NAMES OF REPORTING PERSONS
BTG Pactual Holding S.A.
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|
2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (see instructions)
(a) [ ]
(b) [ ]
|
|
3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Brazil
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
4,578,316
|
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7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
4,578,316
|
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,578,316
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
[ ]
|
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11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.17%(1)
|
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12.
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TYPE OF REPORTING PERSON (see instructions)
CO
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CUSIP No. 00101N107
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1.
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NAMES OF REPORTING PERSONS
BTG Pactual G7 Holding S.A.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (see instructions)
(a) [ ]
(b) [ ]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Brazil
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
0
|
6.
|
SHARED VOTING POWER
4,578,316
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
4,578,316
|
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9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,578,316
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
[ ]
|
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.17%(1)
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12.
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TYPE OF REPORTING PERSON (see instructions)
CO
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(a)
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Name of Issuer:
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(b)
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Address of Issuer's Principal Executive Offices:
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(a)
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Name of Person Filing
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(i)
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BTG Pactual International Portfolio Fund II SPC, Segregated Portfolio BTGPH Corp Hedge (“BTG”), a segregated portfolio company organized under the laws of the Cayman Islands;
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(ii)
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Banco BTG Pactual S.A. - Cayman Branch, a Cayman Islands branch of a corporation duly incorporated in Brazil, which wholly owns BTG and may therefore be deemed to beneficially own the Common Stock beneficially owned thereby;
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(iii)
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Banco BTG Pactual S.A., a corporation duly incorporated in Brazil, of which Banco BTG Pactual S.A.—Cayman Islands Branch is a branch and may therefore be deemed to beneficially own the Common Stock beneficially owned thereby;
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(iv)
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BTG Pactual Holding S.A., a Brazilian corporation, which directly controls Banco BTG Pactual S.A. and may therefore be deemed to beneficially own the Common Stock beneficially owned thereby; and
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(v)
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BTG Pactual G7 Holding S.A., a Brazilian corporation, which directly controls BTG Pactual Holding S.A. and may therefore be deemed to beneficially own the Common Stock beneficially owned thereby.
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(b)
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Address of the Principal Office or, if none, residence
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(i)
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BTG, 1209 Orange Street, Wilmington, Delaware 19801.
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(ii)
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Banco BTG Pactual S.A. - Cayman Branch, 68 Fort Street, Grand Cayman Islands, Cayman Islands.
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(iii)
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Banco BTG Pactual S.A., Praia de Botafogo, 501, 5th Floor, 22250-040, City and State of Rio de Janeiro, Brazil.
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(iv)
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BTG Pactual Holding S.A., Av. Brigadeiro Faria Lima, 3477, 14th Floor, part, Itaim Bibi, City and State of São Paulo, 04538-133, Brazil.
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(v)
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BTG Pactual G7 Holding S.A., Praia de Botafogo, 501, 5th Floor, 22250-040, City and State of Rio de Janeiro, Brazil.
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(c)
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Citizenship
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(d)
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Title of Class of Securities
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(e)
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CUSIP Number
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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□ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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□ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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□ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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□ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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□ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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□ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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□ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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□ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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□ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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□ Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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Item 4.
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Ownership
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(a)
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Amount beneficially owned: See Item 9 of each of the cover pages.
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(b)
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Percent of class: See Item 11 of each of the cover pages.
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote: See Item 5 of each of the cover pages.
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(ii)
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Shared power to vote or to direct the vote: See Item 6 of each of the cover pages.
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(iii)
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Sole power to dispose or to direct the disposition of: See Item 7 of each of the cover pages.
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(iv)
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Shared power to dispose or to direct the disposition of: See Item 8 of each of the cover pages.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certification.
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BTG PACTUAL INTERNATIONAL PORTFOLIO FUND II SPC, SEGREGATED PORTFOLIO BTGPH CORP HEDGE
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By:
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/s/ Gabriel Barretti
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Name: Gabriel Barretti
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Title: Authorized Signatories
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By:
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/s/ Carolina Cury
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Name: Carolina Cury
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Title: Authorized Signatories
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BANCO BTG PACTUAL S.A.—CAYMAN BRANCH
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By:
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/s/ Gabriel Barretti
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Name: Gabriel Barretti
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Title: Authorized Signatories
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By:
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/s/ Carolina Cury
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Name: Carolina Cury
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Title: Authorized Signatories
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BANCO BTG PACTUAL S.A.
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By:
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/s/ Gabriel Barretti
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Name: Gabriel Barretti
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Title: Authorized Signatories
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By:
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/s/ Carolina Cury
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Name: Carolina Cury
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Title: Authorized Signatories
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BTG PACTUAL HOLDING S.A.
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By:
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/s/ Marcelo Kalim
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Name: Marcelo Kalim
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Title: Authorized Signatories
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By:
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/s/ Roberto Sallouti
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Name: Robert Sallouti
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Title: Authorized Signatories
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BTG PACTUAL G7 HOLDING S.A.
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By:
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/s/ Marcelo Kalim
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Name: Marcelo Kalim
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Title: Authorized Signatories
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By:
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/s/ Roberto Sallouti
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Name: Robert Sallouti
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Title: Authorized Signatories
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No.
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Exhibit
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1
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Joint Filing Agreement, dated as of February 1, 2017, by and among BTG Pactual International Portfolio Fund II SPC, Segregated Portfolio BTGPH Corp Hedge, Banco BTG Pactual S.A.—Cayman Branch, Banco BTG Pactual S.A., BTG Pactual Holding S.A., and BTG Pactual G7 Holding S.A..
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BTG PACTUAL INTERNATIONAL PORTFOLIO FUND II SPC, SEGREGATED PORTFOLIO BTGPH CORP HEDGE
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By:
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/s/ Gabriel Barretti
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Name: Gabriel Barretti
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Title: Authorized Signatories
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By:
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/s/ Carolina Cury
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Name: Carolina Cury
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Title: Authorized Signatories
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BANCO BTG PACTUAL S.A.—CAYMAN BRANCH
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By:
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/s/ Gabriel Barretti
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Name: Gabriel Barretti
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Title: Authorized Signatories
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By:
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/s/ Carolina Cury
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Name: Carolina Cury
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Title: Authorized Signatories
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BANCO BTG PACTUAL S.A.
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By:
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/s/ Gabriel Barretti
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Name: Gabriel Barretti
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Title: Authorized Signatories
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By:
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/s/ Carolina Cury
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Name: Carolina Cury
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Title: Authorized Signatories
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BTG PACTUAL HOLDING S.A.
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By:
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/s/ Marcelo Kalim
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Name: Marcelo Kalim
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Title: Authorized Signatories
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By:
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/s/ Roberto Sallouti
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Name: Robert Sallouti
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Title: Authorized Signatories
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BTG PACTUAL G7 HOLDING S.A.
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By:
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/s/ Marcelo Kalim
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Name: Marcelo Kalim
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Title: Authorized Signatories
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By:
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/s/ Roberto Sallouti
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Name: Robert Sallouti
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Title: Authorized Signatories
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