Institutional Presentation August / 2016 Disclaimer

This material reflects management’s expectations and may contain estimates related to future events. Any information, data, forecasts or future plans herein refer to estimates, and therefore cannot be taken as concrete evidence or a promise to the market. Ser Educacional is not responsible for investment operations or decisions taken based on the information herein. These estimates are subject to change without prior notice.

This material has been prepared by Ser Educacional S.A. (“Ser Educacional" or the “Company”) in accordance with the highest national and international standards and includes certain forward-looking statements that are primarily based on Ser Educacional’s current expectations and projections of future events and financial trends that currently affect or may affect the Company’s business, and therefore they are not guarantees of future performance. They are based on management’s expectations and involve a number of risks and uncertainties that could lead the Company’s financial situation and operating results to differ materially from those expressed in said forward-looking statements. Ser Educacional assumes no obligation to publicly update or revise any forward-looking statements.

This material is disclosed solely for information purposes and should not be construed as a request or an offer to buy or sell any shares or related financial instruments. Accordingly, this presentation is not a recommendation of investment and should not be considered as such. It is not related to the specific investment objectives, financial situation or particular needs of any recipient, neither does it make a statement or provide a guarantee, either expressly or implicitly, related to the accuracy, completeness or reliability of the information herein. This presentation should not be regarded as a substitute to the recipients’ judgment. Any opinion expressed herein is subject to change without prior notice and Ser Educacional does not assume the obligation to update or revise them..

2 Agenda

Ser Educacional Profile 1

Post-Secondary Brazilian Education Market 2

Operational Efficiency & Organic Growth 3

2Q16 Results 4

3 Unidades Ser Educacional

Ser Educacional Profile

4 One of ’s largest private education groups and leader in the Northeast and North regions

Leader in number of enrolled students in the NE and N High Growth - Net Revenue R$MM Regions with growth rate above the Brazilian average 1,032 1,064

152,400 enrolled students 705 456 283 184 Leading Brands:

2011 2012 2013 2014 2015 2Q16 LTM Value Proposition to Students Quality education, infrastructure and standardized processes Margin Above the Average for the Sector - Adjusted EBITDA R$MM Low Financial Leverage 298 312 2Q16: Net Debt of R$285mm (0.9x LTM Adjusted EBITDA) 248 33.8% 35.1% 29.6% 30.9% 29.30% Track record of success in M&A 154 28.8% 88 21 acquisitions in 13 years 54

Listed in IBRX-100 / Mkt cap: R$2.1bn (USD660mm) 2011 2012 2013 2014 2015 2Q16 LTM Adjusted EBITDA R$MM EBITDA Margin % 5 13 Years of Consistency: Organic Growth + M&A + Strategic and Financial Discipline

Foundation and first growth Professionalization and Consolidation and New growth cycle phase model improvement second growth phase

 Inauguration of units in  Acquisition of FABAC, Fortaleza, Mercês and ESAMC and CDF College Caruaru  Acquisition of FASE

 Cartesian Group investment  Accreditation as a university  Acquisition of FAL  Implementation of BoD center in  Acquisition of UNAMA/FIT Foundation of  Acquisition of units in Manaus Maurício de  Inauguration of Joaquim  Acquisition of UNG and São Luís Nassau College Nabuco College in Recife

2003 2007 2008 2011 2012 2013 2014 2015 - 2020

 IPO  Distance Learning Expansion  Inauguration of João  Acquisition of 3 units in Piauí Pessoa and Campina  Acquisition of  M&A Grande units units in Belém  Acquisition of  Organic Growth and Aracaju Decisão College and  University Center in Rio  Inauguration of Vitória da Conquista Unit Joaquim Nabuco  Acquisition of Famil  Permission to operate in the College in Paulista  Accreditation of the unit in Distance Learning market Maceió as a university center Local Player Regional Player National Player 6 Defined strategic rationale and growth potential above the average for the sector

Strategic High Growth Potential Pillars Solid Competitive Advantages

On-Campus Organic Growth . 6 new units opened in the last 6 months (Olinda, Jaboatão, Petrolina, Cabo, Feira de Santana and João Pessoa) Maceió as a university center and more than 250 new courses 1 Solid position in the North and Northeast . 20 new units to open through 2018 . Second organic growth phase: 20 new units to open through 2020 (45 between 2 Strong brands that are regionally recognized by the job 2013 and 2020) market and society as a whole

3 Unique value proposition for students: Solid Distance Learning Expansion Project  Academic excellence . New distance learning regulatory framework should benefit regional players  High-quality infrastructure

. Accreditation of 400 new centers under way (versus the current 15)  Privileged locations

. Strong brands, regionally recognized by society, duly positioned to gain  Attractive cost/benefit ratio for students market share in the coming years 4 State-of-the-art standardization and scalability:

 ISO 9001 certification Mergers and Acquisitions  Comprehensive written exam  Unified curricular frameworks . Main competitors virtually out of the next important transactions  Class record and electronic roll call . Cash position strengthened by the return of FIES payment flows  Market’s most integrated SSC and SRC . Demonstration of the controlling shareholder’s flexibility for new transactions . Offer of merger with Estácio led to new options to be explored 5 Shareholder with solid post-secondary teaching concepts and long-term commitment 7 Solid expertise in creating value through acquisitions

Key criteria for acquisition of educational institutions

1 Potential for further organic growth 2 Strategic geographical location 3 Recognized brand in the region 4 Positive quality concepts

Case studies of Acquisitions

Acquisition Value R$ MM Student base before Student Base Year Acquisition (nominal value) acqusition ('000) 2016.1 ('000)

2007 Joao Pessoa 0.6 - 9.3

2007 Campina Grande 2.3 - 8.2

2008 Lauro de Freitas e Salvador 18.0 4.0 7.4

2008 Maceió 10.0 1.0 7.5

2008 Natal 5.0 0.7 5.6

2011 Belem 2.0 0.1 5.7

2012 Aracaju 1.0 - 1.7

2013 Manaus 0.3 - 3.8

2013 Teresina and Parnaíba 29.8 3.7 7.7

2014 UNAMA - Belém and Santarém 151.0 12.6 19.3

2015 UNG – Guarulhos and São Paulo 199,0 18.3 19.4 8 Leadership in the Northeast and North | Solid Student Base, Strong and Recognized Brands in the job market

136,400 on campus undergraduate Students Undergraduate students Brand Recall per course (Dec/15) Cities of operation– 2014 (1 & 2) North

Northeast City Ranking Students: 25,104 Units: 6 Vocation Recife 1 Students: 93,176 Units: 35 al Health 9% and Enginee Biological João Pessoa ring 1 39% 14% Fortaleza 2

Maceió Northeast 1

Natal 2

Human and Teresina Social 2 38% Southeast Belém NO 1

SE Guarulhos 1 Students: 18,120 Units: 5

Note: (1) combining all institutions (2) In house research | Source INEP National Research Institute 9 Advances in Teaching Quality

CPC Evolution Course Concept (CC) Evolution of Average Continuous IGC

2.63 Concept 3 Concept 4 Concept 5 2.56 - 100% CC > or = to 3 91% - In 2015 +50% approved with grades 4 and 5 2.42 % - 47% of all courses graded 4 and 5 (ex-acquisitions) CPCs 80% >or= to 3 76% 2% 2% 2.15 2.13 13% 2.12 20% 30% 39% 2.05 45%

2008 2009 2010 2011 2012 2013 2014* * Includes UNG and UNAMA 63% 60% IGC Score 2014 61% 59% IGC 2 5 53% 5.6%

23% 20% 9% 2011 2014 2014 (with UNG SER EDUCACIONAL SER EDUCACIONAL (ORGANIC) (INCLUDES UNG and UNAMA) AND UNAMA)

CPC 2 CPC 3 CPC 4 IGC 3 94.4% IGC 2 IGC 3 10 Better academic performance relative to market peers in the markets in which it operates

Avg ENADE (2012-14) premium vs competitor average per city, weighted by Avg. ENADE, % above local peers, weighted by Ser enrollments, campus only enrollments.

15% -10% -5% 0% 5% 10% 15% 20% 10%

5% Recife (Nassau)

0% Recife (Nabuco)

-5% Guarulhos (UnG) -10%

-15% Belém (UNAMA) Ser Educacional ListedListada Company 3 3 ListedListada Company 1 1 ListedListada Company 2 2

Avg CPC (2012-14) premium vs competitor average per city, weighted by Paulista (Nabuco) 41% enrollments, campus only Maceió (Nassau) 12%

10% C.Grande (Nassau) 8%

6% Teresina (Piauiense) 4%

2% João Pessoa (Nassau)

0% ListedListada Company 3 3 ListedListada Company 1 1 Ser Educacional ListedListada Company 2 2 Santarém (FIT)

Source: MEC / INEP and J.P. Morgan - Report was adjusted to take into account only the results of consolidated companies. 11 Segmentation: Division into Four Major Tiers Based on Quality and Cost

Academic Quality

High academic level institutions with a public post-secondary education Elite institution (IES) student profile – generally focusing on a certain area

Academically distinguished institutions recognized in various areas and Premium with a high average ticket – 1st option among private “non-elite” institutions

Recognized institutions with medium average ticket, alternative to the Balanced most well-positioned institutions

Institutions with aggressive pricing and discount policies, sought by Mass Market students focusing on lower prices

12 Brand Strength | Some of our Initiatives to Generate Spontaneous Media

Research Sports 

13 Support for sport

Post-Secondary Brazilian Education Market

14 Reassessment of the addressable market

Potential Market Potential Market Distribution

FamilyRenda domiciliarIncome Inventaryestoque 53.3 million

Not Private captured Inst 5,5 11.3 6000 Current penetration Potential 39% 18,5 9,5 4500 61% Public Inst 1,8

3000 Distribution of Income R$ and % Compromised with Education

1900 25% 1500 37% 31% 19,4 5,9

15% 15% 17% 10% idadeAge 8% 15 30 39 45 60 Idade media no Brasil 1900-3000 3000-4500 4500-8000 >8000 15 Potential Penetration by Region and Brazilian Scenario Conclusions

Brazilian Scenario Conclusions

Post-secondary education generates returns on student 1.2 11.5 investments…

3.0 9.3 …But consumes a high proportion of household income The Brazilian consumer credit profile has been deteriorating strongly Market not captured also allows significant growth for post- 0.8 4.4 secondary education institutions (IES) North and Northeast regions are still more attractive in terms of 4.6 5.2 market not captured by post-secondary education institutions (IES) Distance-learning will suffer dilution of demand and competition had become by brand, quality and relationship 1.6 5.3 Distance-learning and on-campus education supply in metropolitan and interior regions will be crucial for the penetration of post-secondary education

Non-captured market (million) Operational and financial efficiency is now

Market not captured by post-secondary institutions (thousand) key to the sector’s success 16 Education as social mobility tool

Education Premium - Population aged 25-34 years Average compensation by level of education with post-secondary education x w/out post-secondary education (1) R$/Month, 2Q16, 25-34 years 180% 160% 4,000 140% 3,500 120% 3,000 100% 2,500 80% 2,000 60% 40% 1,500 20% 1,000 0% 500

-20% 0

Italy

U.K. U.S.

Chile

Israel

Brazil

Spain Swiss

Japan Undergraduate High-School Basic Education

Turkey

Ireland

France Austria

Poland

Mexico

Greece

Finland

Estonia

Norway

Canada

Sweden Belgium

Hungary

Slovenia

Australia

Denmark

Colombia

Portugual

Luxemburg

Slovak Rep Slovak

Netherlands

South Korea South

Cz. Republic Cz. New Zealand New

Premium of Remuneration per Region of Brazil Average Unemployment 25-34 years 2Q16 % Unemployment in Brazil, 2Q16, 25-34 years South North Southeast Midwest Northeast 160% 14% 140% 12% 120% 10% 100% 8% 80% 6% 60% 4% 40% 2% 20% 0% 0% Undergraduate High-School w/out High-School Fonte: OECD (2012), IBGE/PNADC (2Q16) e J.P. Morgan estimates 17 Brazilian higher education market selected data

Undergraduate Student Base (million) Comparable Spending per Student per year Public Private 7.8 44.2 7.0 7.3 6.7 39.1 38.9 32.8 5.8 6.0 6.4 5.4 5.8 21.8 4.9 5.1 3.9 3.8 3.7 7.6

1.9 2 1.2 1.3 1.4 1.7 1.8 Unicamp USP UnB UFRJ UFSCAR FIES 2008 2009 2010 2011 2012 2013 2014

FIES Contract Evolution Undergraduate Institutions Evolution

1,812 2,126 2,378 2,391 2,368 1,156 2,270 217 173 190 295 631 1,859

732 1,097 557 369 243 154 32 33 76 2008 2009 2010 2011 2012 2013 2014 2015 News * estimated 1999 2003 2006 2010 2013 2014 Sources: Credit Suisse, INEP and MEC. 18 Congressos Ser Educacional

Operational Efficiency & Organic Growth

19 Efficiency gain projects implemented during the “FIES crisis” have prepared Ser Educacional for a new level of competitiveness

UNG / UNAMA Operating Efficiency Academic Progress

Increase in Institutional Subjects SRS Common to all 100% Ser Retention System Segment 2015 2016 Integrated in less than 1 year +600 control points developed Teaching Degrees 3 6 Bachelor’s Degrees 4 6 Student Collection Scale Vocational Courses 2 5 Syllabus Notification system and proactive negotiation Increase in Common Areas Unified with Ser Educacional Segment 2015 2016 Engineering 4 6 Business Intelligence Teaching 0 2 Student intake Health - Biology and Pharma 2 3 Health - Nursing, SSC and SRC 1 2 Physiotherapy and Nutrition 100% Ser Educacional Organizational Class Distribution in 2nd Semester and Structure Review Greater Class Unification in Advanced Stages Cultural Transition Cost Reduction AumentoIncrease dain DistanceCarga Horária Learning de Non-Profit Universities Rent and G&A EADHours no in Ensino On-Campus Presencial Programs 20 6 new on-campus units in 2016: strategic rationale

Surrounding the Population Density Belt in the Petrolina (PE): New Market with Major Feira de Santana (BA): High Potential and Recife Metropolitan Region Development Potential Exceptionally Competitive

new

Privileged location: potential to attract students in Petrolina and Juazeiro

Highest GDP in Bahia outside João Pessoa (PB): New Joaquim Nabuco the state capital and second largest beltway in Brazil

City Population HDI Players* Inhab. / Player

Recife 1.6 mn 210º 41 39,000 Jaboatão: City with the highest growth in the Cabo / Ipojuca 287,000 2,282º 5 57,000 new Recife Metropolitan Jaboatão 336,000 1,398º 5 67,000 Region Olinda 370,000 897º 10 34,000 S.L. da Mata 100,000 3,055º 1 100,000 new Petrolina/Juazeiro 535,000 1,995º 7 71,000 1- Cabo/Ipojuca: 2nd highest Support the relevance of GDP in Pernambuco Feira de Santana 495,000 1,456º 12 41,000 Nassau Brand on the city 2- Commuter Traffic through the Nabuco João Pessoa 790,000 320º 28 27,000 Port – City 21 Sources: Population: IBGE 2010 census / HDI: Human Development index - United Nations Development Program – base date 2013 / EMEC and IPEA * Information from EMEC for reference only, includes public and private institutions New courses in existing units were one of the main intake and average ticket sustainability vectors in the first semester of 2016

Growth in the Number of Courses Main Cities – Expansion of Course Portfolio - 2015 City New Courses 2015 Highlights

Vitória da Conquista (BA) 13 Nursing, Pharmacy, Electrical Engineering and Physiotherapy

Teresina (PI) 10 Psychology and Electrical. Mechanical and Computer Engineering

Parnaíba (PI) 10 Architecture and Production and Chemical Engineering

991 Manaus (AM) 8 Dentistry and Civil, Production and Mechanical Engineering 906 Lauro de Freitas (BA) 13 Dentistry, Engineering, Nursing and Physiotherapy João Pessoa (PB) 8 Dentistry and Nutrition

Fortaleza (Nassau) (CE) 7 Law, Civil Engineering, Architecture and Nutrition

662 Caruaru (PE) 10 Dentistry, Nutrition and Electrical Engineering Campina Grande (PB) 10 Physiotherapy, Nutrition and Pedagogy

Belém (Nassau) (PA) 12 Psychology, Nursing, Mechanical and Chemical Engineering, and Dentistry

Aracaju (SE) 8 Pharmacy, Nursing and Physical Education 365 High Demand Courses Approved in 2015 Course New Courses 2015 Cities Reference Ticket* Lauro de Freitas, Caruaru, Manaus, Belém, João Pessoa, Maceió. Dentistry 8 R$1,992 Salvador and Natal Law 1 Fortaleza R$1,043 Psychology 7 Fortaleza, Teresina, São Luís, Belém, Aracajú and Natal R$796 2013 2014 2015 1S16 Santarém, Fortaleza, São Lourenço da Mata, Paulista, Recife, Pharmacy 9 R$948 Vitoria da Conquista, Aracaju, Campina Grande and Natal Civil Engineering 4 Santarém, Fortaleza, Manaus, Teresina R$938 Santarém, Fortaleza, São Loureço da Mata, Vitória da Conquista, Nursing 8 R$978 *Table in Recife, night courses Lauro de Freitas, Belém and Aracaju 22 Portfolio diversification effect has an immediate impact on student intake in those units in the growth phase

Growth of Student Base

Vitória da Conquista (BA) – 13 New Courses in 2015 Teresina (PI) – 10 New Courses in 2015 Lauro de Freitas (BA) – 13 New Courses in 2015

3,579 2,333 797 2,884 1,670 2,536 1,537

356 341

2014 2015 1S16 2014 2015 1S16 2014 2015 1S16

 Total no. of courses in the Unit: 32  Total no. of courses in the Unit: 29

 In 2Q16, 12 more new courses were approved in the Nassau Belém (PA) – 12 New Courses in 2015 Aracaju (SE) – 8 New Courses in 2015 city: Dentistry, Biomedicine, Biological Sciences, Gastronomy, Computer Networks, Occupational Safety, Physical Education, Production Engineering, Chemical 5,626 Engineering, Nutrition, Social Work and Information 4,726 1,670 Systems. 4,271 1,253 1,326

 Total no. of courses in the Unit: 32 (25 of which approved in less than 12 months)

* The variation in Ser Educacional’s undergraduate 2014 2015 1S16 2014 2015 1S16 student base in the same period was -0.2%  Total no. of courses in the Unit: 33  Total no. of courses in the Unit: 31 23 Organic growth in existing units

Aracaju (SE) João Pessoa Prédio Antigo e Anexo (PB) Salvador (BA)

Unique  Well-located infrastructures

Value  Fully-equipped, well-lit and air- Proposition conditioned environments

for  Competitive prices in relation to Students traditional players

Maceió (AL) – Now University Center Boa Viagem (PE) 24 Acquisitions in 2015: have not yet begun to impact results

Mantença Bennett – Talles de Mileto – Fortaleza (CE) and Parnamirim (RN)

 Transaction Date: March 2015

 Brand to be Used: Maurício de Nassau (premium position versus local mass-market players)

 Operations: Located in a building in the final contracting phase; operational start-up scheduled for 1H17

Fortaleza Unit Transformed into Joaquim Nabuco – mass-  Status: Transfer of Mantença awaiting approval market brand to compete with local players, repeating the from the Ministry of Education (MEC) strategy adopted in Recife

 MEC visits expected in August/16

 Approval expected for 2H16 (assuming no unforeseen circumstances)

Parnamirim Unit Transformed into Nassau 25 Status of accreditation of on campus units with the Brazilian Ministry of Education

45 On campus units in process of accreditation

Final Opinion Procedure for Accreditation SERES / Publication of Completed Course / Unit Awaiting Accreditation Accreditation judgment CNE Ordinance

12 25 2 6

 Nabuco Maceió  Feira de Santana  Olinda  Jaboatão dos Guararapes II  Jaboatão dos Guararapes  Petrolina  Cabo de Santo Agostinho  Nabuco João Pessoa 26 Ser Educacional's students participants of the Rio 2016 Olympic and Paralympic Games

Jeniffer Martins Érica de Sena e Cisiane Dutra Gabriel Pinheiro Female Athletics - Paralympics Games Female Race Walking 20km Male Judo (66kg) Yane Marques Modern Pentathlon ( bronze medal in 2012 and Rio 2016 Flag-bearer)

Adrianinha, Kelly e Tatiane Brazilian Female Basketball Team Wagner Domingos Franciele Rocha Suely Guimarães Athletics Men's Brazilian Female Handball Team Joanna Maranhão and Etiene Medeiros Gold medal for Shot Discus in Barcelona-1992 and Athens-2004 Female Swimming Bronze medal for Shot Discus in Atlanta-1996 (Paralympics Games) Second Quarter 2016 Results 27 1S16 Intake

On Campus Undergraduate Distance Learning Undergraduate On Campus and Distance Learning Graduate

+2%

39.1 38.5

+4% +70% 3.8 3.8 3.9 2.2

1S15* 1S16 1S15 1S16 1S15* 1S16

*Excludes 8,300 students enrolled in 2015,1 who dropped out by July/2015 since they had joined the Company's institutions in anticipation of accessing FIES. but were not able to due to changes in the program that occurred in 2015 and after the end of enrollment process, 28 1H16 student base

On Campus Undergraduate Student Base Evolution Technical Number of Students Undergraduate Graduate Total Courses +10%

On- Distance On- Distance Total Total 2016.1 Campus Learning Campus Learning

Base Dec/15 123,988 3,089 10,388 231 3,005 140,701 136.4 124 101.2 Intake 39,108 3,792 3,646 245 - 46,791 70.3 48.7 Leavers (8,487) (4) (3,360) - (1,966) (13,817) 2012 2013 2014 2Q15* 2Q16

Drop-outs (18,209) (1,871) (813) (81) (267) (21,241) Total Student Base Evolution

Base Jun/16 136,400 5,006 9,861 395 772 152,434 +8%

% Base Jun16 / Base Dec15 10.0% 62.1% -5.1% 71.0% -74.3% 8.3%

% Base Jun16 / Base Jun15 3.1% 76.4% 0.5% 387.7% -83.9% 1.7% 152.4 141.6 % Base Jun16 / Base Jun15 128.5 10.0% - - - - 7.7% Ajustada* 98.8

* Excludes 8.300 students enrolled in 2015,1 who dropped out by July/2015 since they had joined the 56.7 Company's institutions in anticipation of accessing FIES. but were not able to due to changes in the program 2012 2013 2014 2Q15* 2Q16 that occurred in 2015 and after the end of enrollment process, 29 2Q16 Results Summary

Financial Highlights (R$MM) 2Q16 2Q15 ∆ (%) 6M16 6M15 ∆ (%)

Net Revenue 289.6 273.2 6.0% 574.7 542.7 5.9%

Gross Profit 151.7 145.9 4.0% 320.8 312.4 2.7%

Gross Margin 52.4% 53.4% -1.0 p.p. 55.8% 57.6% -1.7 p.p.

Adjusted EBITDA 91.0 78.4 16.0% 204.1 183.0 +11.5%

Adjusted EBITDA Margin 31.4% 28.7% 2.7 p.p. 35.5% 33.7% 1.8 p.p.

Net Income 63.8 49.0 30.1% 149.7 131.9 13.5%

Net Margin 22.0% 17.9% 4.1 p.p. 26.0% 24.3% 1.7 p.p.

Highlights

- Average ticket growth of 7,7% in 2Q15 x 2Q16

- Reduction of G&A payroll and third-party services as % of net revenue

- Accounts receivables under control, PDA stable

- Extraordinary results for the early closure rental UNG*

* excluded from the calculation of adjusted EBITDA, extraordinary impact only on net income 30 Aging of accounts receivables

Aging of Monthly tuition fees 2Q16 % Chg. 4Q15 % Chg. (R$ '000) Overdue by up to 30 day 16,438 21.6% 12,091 17.3% Overdue from 31 to 60 days 13,442 17.6% 9,867 14.1% Overdue from 61 to 90 days 11,761 15.4% 8,972 12.8% Overdue from 91 to 180 days 19,242 25.2% 12,601 18.0% Overdue more than 180 days 15,363 20.1% 26,434 37.8% TOTAL 76,245 100.0% 69,965 100.0% % of Gross Accounts Receivable 13.7% 16.4%

Aging of Negotiated Agreements 2Q16 % Chg. 4Q15 % Chg. (R$ '000) Not yet due 13,941 25.4% 14,872 31.8% Overdue by up to 30 day 7,576 13.8% 5,847 12.5% Overdue from 31 to 60 days 6,078 11.1% 4,702 10.0% Overdue from 61 to 90 days 5,952 10.8% 4,456 9.5% Overdue from 91 to 179 days 9,965 18.2% 8,395 17.9% Overdue more than 180 days 11,349 20.7% 8,517 18.2% TOTAL 54,861 100.0% 46,789 100.0% % of Gross Accounts Receivable 9.8% 11.0% 31 1S16 and 2016 cash generation analysis

Solid Cash Flow Adherence to Adjusted EBITDA Cash Conversion (Adjusted EBITDA – Taxes – Working Capital – Capex (ex acquisitions) – interest paid + Adjustment payment FIES*) % of EBITDA

Operating Cash Flow Analysis (OCF) 6M16 2015

OCF - Financial statements 56.8 77.1

Minimum rent paid (19.5) (38.5)

Interest booked 37.0 72.2 76%

Provision for doubtful accounts (19.4) (47.7) 68% OCF - Adjusted by interest paid and provision for 54.9 63.1 doubtful accounts FIES receivable on may-jun/16 received on 166.7 - july-august/16* FIES second semester 2015* - 290.4

OCF - Adjusted by FIES payments 221.6 353.5

1S16 Reported Adjusted EBITDA 204.1 297.8

OCF / EBITDA Adherence 108.6% 118.7% 2015 2016

*Adjusted by FIES values received between July and August 2016 (referent to 1H16) and net of federal taxes / related to the agreement signed with the federal government. 32 Capital Expenditures

6M16 CAPEX: 34.1 million

Intangibles and Others Software Licence 5.0% 11.1% 6M16 Main Investments.

MEC Licenses - Delivery of new buildings in Aracaju and Salvador 4.4% and extension of buildings in João Pessoa and Caruaru (1Q16)

- Extension of building in Fortaleza, new Medicine block in Recife, parking lot in Aracaju (2Q16) Equipment/ Library / IT - Library and equipment 23.1% Property acquisition/ Construction/Renovation 56.4%

33 Indebtedness (R$ million)

Gross Debt Net Debt Debt Repayment Schedule

563.1 534.2 285 180.4 167.3

158.1 0.95 0.90 112.7 112.2 333.2 291.7 280 82.9 95.4 26.3 28.4 29.7 22.5 42.2 42.2 27.1 42.2 28.6 52.7 3.6 0 49.5 75.2 44.3 41.6 23.5 23.5 28.6 4Q15 2Q16 4Q15 2Q16 Short term 1-2 years 2-3 years 3-4 years 4-5 years above 5 years Net Debt Short Term Long Term Acquisitions Debt Debentures Acquisitions Net Debt / Adjusted EBITDA (Last 12 Months)

- In July, Fitch Ratings assigned an initial Long Term National Scale Rating of "A+(bra)" to Ser Educacional, with a stable outlook. - Acquisitions payables refer to acquisition scheduled payments - FIES transfers 2Q16: R$ 154.8 million in 2Q16 and R$ 187.9mm during July and August (includes the first installment of the agreement from 2015) 34 Contacts

Jânyo Diniz – CEO

João Aguiar – CFO

Rodrigo de Macedo Alves - IRO

Geraldo Soares - IR Assistant Manager

Phone: (11) 2769 3223 E-mail: [email protected] Website: www.sereducacional.com/ri

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