CORPORATES

CREDIT OPINION Cielo S.A. 12 March 2019 Update to credit analysis

Update Summary Cielo S.A.'s (Cielo) Ba1 stable rating reflects its strong metrics, dominant position in the Brazilian payment card industry and widespread footprint in the large Brazilian territory. We also take into consideration the favorable fundamentals for the sector in , as well as the close business support from its main shareholders, S.A. (BB, Ba2 stable) and RATINGS S.A. (Bradesco, Ba2 stable). Cielo S.A. Domicile Barueri, Sao Paulo, Nonetheless, competition in the cards and electronic payment means sector should continue Brazil to increase over time with technological innovation, alternative payment options and new Long Term Rating Ba1 entrants. As the industry matures in Brazil, yields will continue to decline because of lower Type LT Corporate Family Ratings net merchant discount rates (MDRs), POS (Point-of-Sales equipment) prices and rental fees, Outlook Stable and spreads on the purchase of receivables.

Please see the ratings section at the end of this report We expect Cielo's 2019 margins to decline further as it works to defend its market share for more information. The ratings and outlook shown with lower pricing, costs relating to a reinforced commercial team and higher marketing reflect information as of the publication date. expenses; however, its debt will also decline, supporting a robust capital structure and liquidity. Dividend payout will remain considerable, but we believe the company will continue seek to balance payout levels and leverage. Contacts Erick Rodrigues 55-11-3043-7345 Exhibit 1 VP-Senior Analyst Despite lower EBITDA, the capital structure remains robust and gross leverage low [email protected] EBITDA (in BRL million)

EBITDA including purchase of receivables [RHS] Debt/EBITDA [LHS] Marianna Waltz, CFA 55-11-3043-7309 1.79x 1.72x MD-Corporate Finance 1.80x 1.60x 14,000 [email protected] 1.82x 1.60x 1.46x 1.73x 1.34x 12,000 1.40x CLIENT SERVICES 10,000 1.20x 8,538 8,210 Americas 1-212-553-1653 0.92x 7,730 1.00x 8,000 6,594 0.74x Asia Pacific 852-3551-3077 5,651 5,585 0.80x 5,437 6,000

4,738 In BRL million Japan 81-3-5408-4100 0.60x 3,975 4,000 0.40x EMEA 44-20-7772-5454 2,000 0.20x

0 2012 2013 2014 2015 2016 2017 2018 2019P 2020P

All figures and ratios are calculated using Moody's estimates and standard adjustments. Moody's projections (P) are Moody's opinion and do not represent the views of the issuer. Periods are financial year-end unless indicated. LTM = Last 12 months. Sources: Moody's Financial Metrics™ (historical), Moody's Investors Service (forecast) MOODY'S INVESTORS SERVICE CORPORATES

Credit strengths » Favorable fundamentals for the cards and payment industries in Brazil

» Support from the main shareholders

» Adequate corporate governance and professional management

» Strong credit metrics

Credit challenges » Expected increase in competition in the card and electronic payments industries

» Regulatory changes, which could exert pressure on the sector margins

» Continued considerable dividend payouts

» Rating constrained by the Government of Brazil's (Ba2 stable) rating

Rating outlook The stable outlook reflects our view that Cielo will be able to sustain its good credit metrics despite a more difficult competitive environment, and its significant dividend stream will not prevent future free cash flow (FCF) generation. Factors that could lead to an upgrade An upgrade of Cielo's rating would depend on an upgrade of Brazil's government bond rating, combined with the resilience of the company's credit metrics to the expected increase in competition in the sector. Factors that could lead to a downgrade Negative pressure on Cielo's rating would arise (1) in case of a negative action on Brazil's government bond rating, (2) if Cielo's liquidity or credit metrics were to deteriorate significantly, or (3) if its FCF generation were to remain negative. Downward pressure would also arise in the case of a weakening in the company's market position. Key indicators

Exhibit 2 Key indicators Cielo S.A.

USD Millions Dec-13 Dec-14 Dec-15 Dec-16 Dec-17 Dec-18 Next 12 - 18 Months Forward View

Revenue 3,647.7 4,042.9 4,107.5 4,287.2 4,351.5 3,641.2 3,500 - 3,700 EBITA Margin % 54.0% 54.0% 53.1% 53.7% 55.0% 47.3% 38% - 40% Debt / EBITDA 0.9x 1.7x 1.8x 1.3x 1.5x 1.6x 1.6x - 1.8x EBITA / Interest Expense 22.0x 23.9x 5.5x 4.9x 6.4x 7.7x 6.5x - 8x RCF / Net Debt 45.9% 36.7% 33.9% 48.6% 63.2% 18.8% 15% - 25%

All figures and ratios are calculated using Moody’s estimates and standard adjustments. Moody's Forecasts (f) or Projections (proj.) are Moody's opinion and do not represent the views of the issuer. Periods are Financial Year-End unless indicated. LTM = Last 12 months. Source: Moody’s Financial Metrics™

This publication does not announce a credit rating action. For any credit ratings referenced in this publication, please see the ratings tab on the issuer/entity page on www.moodys.com for the most updated credit rating action information and rating history.

2 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

Profile Headquartered in the city of Barueri, Brazil, Cielo S.A. (Cielo) is the leading corporation in the merchant acquiring and payment processing industry in Brazil, with presence in almost all Brazilian municipalities. With shares listed on S.A. - Brasil, Bolsa, Balcao (B3, Ba1 stable), formerly BM&F Bovespa, Cielo is controlled by BB and Bradesco, which together hold 58.7% of the company's voting stocks and are the largest and fourth-largest commercial in Brazil, respectively, in terms of total assets. In 2018, Cielo's revenue, including the result of its purchase of receivables, was BRL13.2 billion ($3.6 billion at the average exchange rate) and its Moody's- adjusted EBITDA margin was 50%. Detailed credit considerations Strong credit metrics despite the difficult economic and competitive environment Cielo maintains strong credit metrics despite the increase in competition within the payment means industry and, as observed in Brazil in 2015-17, a rise in unemployment, a contraction in the availability of credit access and a decline in the household income. In 2018, its Moody's-adjusted EBITDA margin was 49.9%, compared with 59.1% in 2017, and funds from operations were BRL5.7 billion, compared with BRL6.0 billion. Its FCF was a negative BRL1.3 billion after the payment of BRL4.2 billion in dividends.

Cielo's Moody's-adjusted EBITDA was BRL6.6 billion in 2018, down from BRL8.2 billion in 2017, mainly because of a decrease in its revenue from the purchase of receivables, higher costs and expenses, and a smaller POS footprint (see Exhibit 3). Gross leverage increased to 1.63x in 2018 from 1.46x in 2017. Over the same period, the company's Moody's-adjusted debt fell to BRL10.7 billion from BRL12.0 billion, and its coverage of short-term debt is robust, with cash in hand of BRL2.9 billion covering 2.8x the debt maturities over the next 12 months.

As detailed throughout the report, we believe the more aggressive pricing by Cielo and its higher commercial and marketing expenses will take its EBITDA margin down to around 42% in the next two years, from an average 56.7% over the last five years. In our projections, we do incorporate volume growth for credit and debit transactions, an increased POS base and higher purchase of receivables volume. But we also incorporate an yield reduction because of lower MDRs, lower rental and POS prices, and lower spreads on the purchase of receivables. Also, we expect SG&A to increase by 23% to BRL1.7 billion in 2019.

Exhibit 3 Cielo's EBITDA will remain low in 2019 as the company counters increased competition In BRL million

EBITDA [LHS] Purchase of Receivables [LHS] EBITDA margin % (including purchase of receivables) [RHS] 9,000 90.0%

8,000 80.0%

7,000 70.0%

6,000 60.0% 60.4% 59.6% 5,000 57.4% 57.4% 59.1% 50.0% 49.9% 4,000 40.0% 42.1% 42.1% In BRL millionBRL In 3,000 30.0%

2,000 20.0%

1,000 10.0%

- 0.0% 2013 2014 2015 2016 2017 2018 2019E 2020E

Sources: Cielo's financial statements, Moody's Investors Service

Favorable fundamentals for the card and payment industries in Brazil The cards and electronics payments industry has a supportive secular trend, with the shift in consumers' usage to electronic means of payments from cash and checks. Despite the economic downturn in Brazil in 2015 and 2017, the volume processed by the cards industry continued to advance.

3 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

The payment card industry in Brazil has advanced continuously over 2007-18. The sector's expansion over the last several years was supported by the country's economic growth and an increased level of domestic private consumption. In 2017, the volume of credit and debit cards combined grew 7%, and in the 12 months ended September 2018, it grew 5.3%. Despite the economic recession when the GDP fell 3.5% annually, in 2015 and 2016, the supportive dynamics of the payment cards industry was apparent because the number of transactions continued to grow (see Exhibit 4).

Exhibit 4 Credit and debit card transactions in Brazil In billions

Credit Debit 9.00 7.65 8.00 7.42 6.72 7.00 6.13 6.07 5.68 5.83 6.00 5.44 5.44 5.28 4.83 5.00 4.42 3.95 4.11 4.00

3.00 Billion of Billiontransactions 2.00

1.00

0.00 2012 2013 2014 2015 2016 2017 LTM Sept/18 Source: ABECS (Brazilian Association of Credit Cards and Services)

The future growth in electronic payments will be a consequence of the population's growing access to banking services, increased numbers of internet/mobile transactions, and usage of credit cards, debit cards and other alternative means of payments to cash and checks. Despite the significant expansion over the last years, payment cards are still underpenetrated in Brazil compared with that in developed countries. Credit and debit cards represented 29.6% of the consumption spending of Brazilian families as of the third quarter of 2018 (29.0% in 2017 and 28.4% in 2016), compared with levels as high as 40% in the US and over 50% in the UK, for example.

E-commerce also has strong growth potential in Brazil. According to Cielo, half of the internet transactions of Brazilian e-commerce go through its platform. Market volume will increase as population continues to grow and income level rises, leading to changing consumer habits and higher penetration of internet and mobile phones, along with an increased number of online shoppers. In Brazil, internet users represent 57.7% of the population and 37.6% are online buyers. This is equivalent to 62 million people buying products and services online. In the US, 83.2% of the population are internet users and 66.1% are online buyers, according to eMarketer.

Although these secular changes favor an increasing volume of electronic transactions, margins in the sector will be compressed by higher regulatory pressure, technological innovation and more companies entering the landscape, contributing to lower yields from (1) net MDRs, which is the remuneration of acquirers to process credit and debit card transactions net of interchange fees, network fees and taxes; (2) the purchase of receivables from merchants and the spread on the amounts anticipated to merchants; and (3) the remuneration from POS services — either the monthly rental fees or that from the sale of equipment. In the acquiring business, we observed the quick advance of new entrants such as PagSeguro and Stone, which are not linked to banks and rely on their own distribution network.

An expected increase in competition will drive margin pressure, but competitive position, financial flexibility, scale and innovation capacity are levers Despite the tougher competitive environment, Cielo has proved its ability to maintain its dominant market position. In 2018, we saw a more pronounced gain of market share by smaller companies, which drove Cielo's transaction volume to 41% of the market total in Q4 2018 from 48% in December 2017. Overall, the smaller companies (including mainly Banrisul, PagSeguro and Stone) have reached a combined 15% market share from only 2% in 2015. With the advance of other companies, Cielo has taken a more aggressive stance in terms of pricing in H2 2018 and, therefore, we should expect lower yields at least through 2019. Cielo has also reinforced its commercial team and invested in marketing expenses as it moves to shield any further share deterioration. The industry's good fundamentals and Cielo's solid business model, financial flexibility, large scale, wide distribution network and innovation capacity

4 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

should continue to translate into strong volume and help mitigate the market share deterioration recorded in 2018. As Exhibit 5 shows, the number of debit transactions captured by Cielo considerably lagged market growth in 2018. With the increased strategic aggressiveness from Cielo, we expect improving volume trends. The increasing size of Cielo's POS base indicates the first leg of this attack strategy.

Exhibit 5 The growth in POS base resumed in Q3 2018 will help boost transaction volume Q1 2012 = 100 (financial volume of transactions and number of POS equipment)

Cielo POS base Cielo Credit Cielo Debit Market Credit Market Debit

300

250

200

150

Q1 2012 = 100 = Q1 2012 100

50

0 Q1 12 Q2 12 Q3 12 Q4 12 Q1 13 Q2 13 Q3 13 Q4 13 Q1 14 Q2 14 Q3 14 Q4 14 Q1 15 Q2 15 Q3 15 Q4 15 Q1 16 Q2 16 Q3 16 Q4 16 Q1 17 Q2 17 Q3 17 Q4 17 Q1 18 Q2 18 Q3 18 Q4 18

Sources: ABECS (Brazilian Association of Credit Cards and Services), Cielo, Moody's Investors Service

Cielo works on many fronts to perpetuate its strong leadership role in the Brazilian payment means market and diversify its sources of revenue. The most recent initiative is Stelo, a brand focused on micro entrepreneurs, a segment on which new entrants have been focusing. Stelo offers, for example, a prepaid card to users who do not own a checking account. Stelo's POS base as of Q1 2018 was 4,000 machines and by December 2018, the footprint had already reached 483,000. In Q4 2018, Stelo captured BRL1.3 billion, closing the year at BRL2 billion.

Also, Cielo has been pushing the rental of their 'LIO POS' and 'LIO+' — equipment that bundles functions such as bar-code readers, cashier and inventory management applications (Android platform), and invoice printers — on top of the regular POS functionalities; this was another factor that helped reverse the downward trend in POS numbers. Cielo has decided to sell its own Cielo POS, instead of just renting it, and by the end of Q1 2019, we should have an idea about the impact of this strategy. The rollout of Stelo and LIO has helped Cielo resume growth, reversing a downward trend that started in Q1 2016. We expect the upward trend to continue, as Cielo has become much more aggressive in pricing and reinforced its commercial team. A more robust POS base will help provide a higher volume of transactions, purchase of receivables and additional services.

5 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

Exhibit 6 Cielo's POS base resumed growth in Q3 2018 following the rollout of Stelo In thousands

POS Rental POS Sold

2,500 roll-out of Stelo

2,000

1,500

1,000 In thousands

500

0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18

Source: Cielo

Another element that has dented Cielo's revenue is the lower contribution of the purchase of receivables from merchants, the purchase of receivables is a product that has been increasingly captured by new entrants. To counter that movement, Cielo announced its intention to pull out of the SCG (guarantee control system — acronym in Portuguese). Out of the SCG Cielo would for the first time be competing in the same conditions with new entrants such as PagSeguro, Stone and Vero. Cielo will be able to broaden the base of merchants to which it can offer the purchase of receivables, and it will not be limited by the rules of the SCG. The SCG establishes that a merchant who wants to anticipate its receivables — engage in a credit operation — needs to have a banking domicile and link the specific receivable to that credit operation, thus avoiding the use of the same receivable as collateral for more than one operation. At the same time, the acquirers participating in the guarantee systems channel the receivables generated by the merchant to the financial institution in which the domicile is registered. The guarantee system brings transparency and reduces risks for the banking system and, since its inception, Cielo and Rede had abided by its rules, but the new entrants to this market focused on offering to purchase the receivables of merchants outside of the SCG system. For SCG to work, the new entrants would also need to join the guarantees system, otherwise they are able to generate credit operations that are not seen or recognized by other acquirers engaging in the purchase of receivables. Overall, the increased competition among acquirers will benefit merchants because the rates on the purchase of receivables should decline.

Following the recent loss in market share, Cielo is taking a more aggressive stance toward increased competition and we believe the company has a strong scale and a wide distribution network, robust financial flexibility, funding access, strong research and development capabilities, and the flexibility to grow its business in an open platform as levers to defend its share. These elements provide a strong competitive position in an industry that presents disruptive elements in terms of technology, information access and interactions. In 2018, Cielo has also transitioned in terms of its CEO, having recruited the former CEO of BB to help the company focus on strengthening its leadership. The speed of adaptation will be an important element of growth as payment means diversify and technology allows new entrants to the market. In the long run, for example, broad customer bases coupled with peer-to-peer payment capabilities could leverage tech, social media and retail companies to create ecosystems that reduce the importance of intermediary payment processors.

Main shareholders are a key competitive advantage The business support from BB and Bradesco, which together hold 58.7% of the company's voting stock, is a key competitive advantage. Historically, most of new merchant affiliations were done by the banks, which also indicates Cielo's preferability to its large customer base. BB and Bradesco rank among four of the largest banks in the country, together with Itau Unibanco S.A. (Itau, Ba2 stable) — the owner of the acquirer Rede.

6 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

Exhibit 7 Exhibit 8 Market share of top Brazilian commercial banks is similar to that of Cielo and Rede should maintain a dominant share of cards top acquirers transactions Market share in terms of total assets as of September 2018 Market share in terms of captured volume as of December 2018

Others PagSeguro 2% BB 6% 19% Stone 7% Cielo Other (BB+Bradesco) 37% 41% GetNet (Santander) Bradesco 13% 15%

Itau Rede (Itau) Santander 19% 10% 31%

Sources: BACEN, Moody's Investors Service Sources: Cielo, Moody's Investors Services

The very concentrated system and vast territory constituted one of the main entry barriers to competition in the evolution of the payment means model in Brazil. The five largest financial institutions account for almost 90% of the branches spread throughout the country and have long-term relationships with merchants. In addition, the size of the country makes it difficult and very expensive for newcomers to build sizable platforms and client bases — which are essential factors for the payment card industry, in which a significant amount of costs are fixed and, in many cases, dependent on the number of transactions. The larger acquirers in Brazil are controlled by or work in partnership with banks, for example, Itau's Rede, and Banco Santander (Brasil) S.A.'s (Santander, Ba1 stable) Getnet and Banco do Estado do Rio Grande do Sul S.A. (Banrisul, Ba3 stable).

Although bank relationships have been the most common channel for merchants to maintain an acquirer relationship and POS equipment, new entrants such as Stone and PagSeguro rely on their own distribution network. The marketing investment has also gained importance, helping acquirers reach merchants via advertisements in social media, radio, TV and outdoors, for example.

Adequate corporate governance and professional management We consider Cielo's corporate governance standards as adequate. Cielo's controlling shareholders are BB and Bradesco, which together hold 58.7% of its shares, while the balance is in free float. The company is listed on B3 and on OTC Nasdaq International, through level I American depositary receipts, and is part of the Novo Mercado, the highest level of corporate governance standards in Brazil. The company's management is professional and its board of directors has 11 members, three of them independent. Cielo has an audit committee, in addition to finance, personnel, sustainability and corporate governance committees.

Regulatory changes could exert margin pressure on the sector The Brazilian government and its central bank have consistently shown their willingness to promote changes in the card industry to favor the consumers and merchants, reducing their costs for operating and using credit and debit cards. In April 2017, Cielo was authorized as a payment institution regulated by the Central Bank of Brazil (BACEN), which brings better transparency to the relationship between the regulator and the acquirer companies and is a positive step toward developing this market.

A key development, which has been taking shape in the last few years, and quickly advanced in 2017, was the migration to the full- acquirer model from a multivan model. The full-acquirer model is the one that most stimulates competition by allowing the acquirers to capture, process and settle the transactions, while in the multivan model, the acquirer captures the transactions and another company processes and settles it. In full-year 2017, 3.3% of Cielo's total financial volume was processed via multivan; in 2018, the percentage was down to 0.5%, and it will converge to zero. The impact for Cielo represents a loss of the multivan volume, which is somewhat compensated by new volume from other brands such as Amex and Hyper.

We can expect the regulations to continue changing. Out of other measures that could hurt acquirers, we note a desire to promote a reduction in the payment cycle of the receivables to merchants from the current 30 days to a lesser term. In 2017, BACEN

7 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

announced its intentions to bring that term down to as low as two days, but did not go through with the proposal. More than the acquirers, the banks would face a big impact from this proposed change and, therefore, we do not believe such a measure would be applied in the form described; although in the long term, this is something that will be monitored by the regulator. A lower term for prepayment of receivables would dent Cielo's revenue, but it is important to note that the smaller companies in the acquiring business, such as PagSeguro and Stone, have stronger reliance on the purchase of receivables than Cielo and would record a more significant drop in revenue, all else being equal. In 2018, the average term of purchase of receivables for Cielo was 50.4 days, down from an average 61 days in 2013, and the amount anticipated represented 16.3% of the financial credit card volume. Liquidity analysis Cielo has a strong liquidity position, with BRL2.8 billion of cash and equivalents as of December 2018. Its total adjusted debt as of December 2018 was BRL10.7 billion — including Cielo's BRL2 billion senior quotas of credit rights investment funds (FIDC Plus). The company's current cash position covers short-term debt by 2.8x. The bonds of Cielo S.A. and Cielo USA, totaling $875 million, mature in 2022 (see Exhibit 9). In December 2018, the FIDC Plus had an equity value of BRL9.2 billion, out of which BRL7.2 billion was Cielo's own interest and BRL2 billion was third-party interests.

The company's dividend payout remains robust. Cielo only reduced its dividend payout to around 30% in 2015-16 after the BRL8.1 billion association with BB to create Cateno. For 2017, the payout exceeded 70% and, for 2018, it reached BRL4.2 billion, compared with the Moody's-adjusted net income of BRL3.2 billion. We expect dividends in 2019 to remain at 90%-100% of net income.

Still, we believe the company will continue to balance payout levels and leverage ratios. Its capital spending is relatively low with a major part directed to the acquisition of POS equipment. In the last two years, average capital spending was BRL558 million. We believe the company will maintain the same level of capital spending as it invests to increase its POS base.

Exhibit 9 Debt amortization schedule As of December 2018

Cash and Cash Equivalents Debt FIDC Senior Quotas 4,000

3,500

3,000

2,500

2,000 3,408 3,355 BRL MillionBRL 1,500 2,874

1,000 2,135

500 1,034

- 22 22 22 Cash and Cash Short Term Debt 2020 2021 2022 2023 2024 Equivalents Sources: Cielo's financials, Moody's Investors Service

Rating methodology and scorecard factors The grid-implied rating based on our 12-18-month forward view according to the Business and Consumer Service Industry rating methodology is Baa2, two notches above Cielo's assigned rating of Ba1. The two-notch difference is explained by the constraint stemming from Brazil's Ba2 government bond rating because Cielo's operations are highly correlated with the Brazilian economy. The forward-looking view incorporates a sharp reduction in EBITDA to around 42% from 56.7% in the last five years.

8 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

Exhibit 10 Rating factors Cielo S.A.

Current Moody's 12-18 Month Forward View Business and Consumer Service Industry Grid [1][2] FY 12/31/2018 As of 2/22/2019 [3] Factor 1 : Scale (20%) Measure Score Measure Score a) Revenue (USD Billion) $3.6 Ba $3.5 - $3.7 Ba Factor 2 : Business Profile (20%) a) Demand Characteristics Baa Baa Baa Baa b) Competitive Profile Baa Baa Baa Baa Factor 3 : Profitability (10%) a) EBITA Margin 47.3% Aa 38% - 40% Aa Factor 4 : Leverage and Coverage (40%) a) Debt / EBITDA 1.6x A 1.6x - 1.8x A b) EBITA / Interest 7.7x Baa 6.5x - 8x Baa c) RCF / Net Debt 18.8% Ba 15% - 25% Ba Factor 5 : Financial Policy (10%) a) Financial Policy Baa Baa Baa Baa Rating: a) Indicated Rating from Grid Baa2 Baa2 b) Actual Rating Assigned Ba1

[1] All ratios are based on 'Adjusted' financial data and incorporate Moody's Global Standard Adjustments for Non-Financial Corporations. [2] As of 12/31/2018(L). [3] This represents Moody's forward view, not the view of the issuer, and unless noted in the text, does not incorporate significant acquisitions and divestitures. Source: Moody's Financial Metrics™

Ratings

Exhibit 11 Category Moody's Rating CIELO S.A. Outlook Stable Corporate Family Rating Ba1 Senior Unsecured Ba1 CIELO USA INC. Outlook Stable Bkd Senior Unsecured Ba1 Source: Moody's Investors Service

9 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

Appendix

Exhibit 12 Peer snapshot Cielo S.A. Cielo S.A. Total System Services, Inc Global Payments Inc. First Data Corporation Ba1 Stable Baa3 Stable Ba2 Positive Ba3 RUR-UPG

FYE FYE FYE FYE FYE LTM FYE FYE LTM FYE FYE LTM (in USD millions) Dec-16 Dec-17 Dec-18 Dec-16 Dec-17 Sep-18 Dec-16 Dec-17 Sep-18 Dec-16 Dec-17 Sep-18 Revenue $4,287 $4,352 $3,641 $4,170 $4,928 $4,283 $2,203 $3,975 $3,540 $11,584 $12,052 $10,249 EBITDA $2,461 $2,572 $1,816 $1,171 $1,323 $1,407 $699 $1,169 $1,338 $2,855 $3,010 $3,167 Total Debt $3,521 $3,614 $2,777 $3,816 $3,656 $4,358 $5,069 $5,649 $5,814 $18,967 $19,677 $18,213 Cash & Cash Equiv. $817 $1,816 $742 $425 $450 $485 $1,163 $1,336 $991 $385 $498 $601 EBITA Margin 53.7% 55.0% 47.3% 23.0% 22.1% 27.2% 28.9% 25.7% 33.0% 21.5% 21.8% 27.0% EBITA / Int. Exp. 4.9x 6.4x 7.7x 7.1x 8.0x 6.9x 5.4x 5.5x 6.0x 2.3x 2.7x 2.9x Debt / EBITDA 1.3x 1.5x 1.6x 3.3x 2.8x 3.1x 7.3x 4.8x 4.3x 6.6x 6.5x 5.8x RCF / Net Debt 48.6% 63.2% 18.8% 24.5% 30.2% 29.2% 10.1% 21.9% 23.4% 9.9% 11.4% 13.5% FCF / Debt 28.0% 23.6% -11.9% 15.4% 19.2% 17.1% 8.1% 5.6% 10.3% 7.0% 6.5% 8.0%

All figures & ratios calculated using Moody’s estimates & standard adjustments. FYE = Financial year-end. LTM = Last 12 months. RUR* = Ratings under review, where UPG = for upgrade and DNG = for downgrade. Source: Moody’s Financial Metrics™

Exhibit 13 Moody's-adjusted debt breakdown Cielo S.A.

FYE FYE FYE FYE FYE FYE (in USD Millions) Dec-13 Dec-14 Dec-15 Dec-16 Dec-17 Dec-18 As Reported Debt 1,054.8 2,761.2 3,361.6 3,315.5 2,787.2 2,028.8 Operating Leases 793.5 901.5 194.7 194.5 212.9 189.8 Non-Standard Adjustments 4.1 5.0 4.5 10.6 613.6 558.3 Moody's-Adjusted Debt 1,852.4 3,667.6 3,560.8 3,520.6 3,613.7 2,776.9

All figures are calculated using Moody’s estimates and standard adjustments. Source: Moody’s Financial Metrics™

Exhibit 14 Moody's-adjusted EBITDA breakdown Cielo S.A.

FYE FYE FYE FYE FYE FYE (in USD Millions) Dec-13 Dec-14 Dec-15 Dec-16 Dec-17 Dec-18

As Reported EBITDA 2,114.5 2,285.3 2,303.8 2,437.9 2,531.6 1,813.0 Operating Leases 87.1 125.6 68.0 57.8 73.7 24.1 Unusual 1.2 1.5 1.0 5.0 2.3 1.7 Non-Standard Adjustments 1.0 -4.9 -14.9 -39.5 -36.1 -22.4 Moody's-Adjusted EBITDA 2,203.8 2,407.6 2,357.9 2,461.2 2,571.5 1,816.4

All figures are calculated using Moody’s estimates and standard adjustments. Source: Moody’s Financial Metrics™

10 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

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11 12 March 2019 Cielo S.A.: Update to credit analysis MOODY'S INVESTORS SERVICE CORPORATES

Contacts CLIENT SERVICES

Erick Rodrigues +55.11.3043.7345 Patricia I Maniero +55.11.3043.6066 Americas 1-212-553-1653 VP-Senior Analyst Associate Analyst Asia Pacific 852-3551-3077 [email protected] [email protected] Japan 81-3-5408-4100 EMEA 44-20-7772-5454

12 12 March 2019 Cielo S.A.: Update to credit analysis