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The Company may not successfully integrate its businesses, management, operations or products, or achieve any of the benefits anticipated from future acquisitions.

Any downgrade in the Company’s credit ratings could adversely affect the availability of new financing and increase its cost of capital.

The Company’s level of indebtedness could adversely affect its ability to raise additional capital to fund operations, limit the ability to react to changes in the economy or the industry and prevent it from meeting its obligations under its debt agreements.

Unfavorable outcomes in judicial, administrative and regulatory litigation may negatively affect our results of operations, cash flows and financial condition.

Unexpected equipment failures may lead to production curtailments or shutdowns.

The Company has no proven or probable reserves, and the Company’s decision to commence industrial production, in order to supply its steelmaking works as well as sell any surplus volume, is not based on a study demonstrating economical recovery of any mineral reserves and is therefore inherently risky. Any funds spent by the Company on exploration or development could be lost.

Our mineral resource estimates are based in interpretations and premises and may materially differ from mineral quantities that we may be able to actually extract.

The Company’s projects are subject to risks that may result in increased costs or delay or prevent their successful implementation.

Drilling and production risks could adversely affect the mining process.

The Company has two mining tailing dams and any accident or defect affecting the structural integrity of either of them could affect its image, operating results, cash flows and financial condition.

The interests of the controlling shareholder may conflict with the interests of the non-controlling shareholders.

Non-controlling shareholders may have their stake diluted in an eventual capital increase.

Volatility and low liquidity in the Brazilian securities market may substantially limit investors’ ability to sell shares at the price and time they wish.

Deterioration in economic and market conditions in other countries, especially in emerging countries or the United States, may adversely affect the Brazilian economy and the Company’s business.

The Company’s shareholders may not receive dividends or interest on equity.

Participation in other activities related to the steel industry may conflict with the interest of subsidiaries and affiliates.

Higher steel scrap prices or a reduction in supply could adversely affect production costs and operating margins.

Increases in iron ore and coal prices, or reductions in market supply, could adversely affect the Company’s operations.

The Company’s operations are energy-intensive, and energy shortages or higher energy prices could have an adverse effect.

The failure to pay by our clients or the non-receipt, by the Company, of the credits held before financial institutions and originated from financial investments could adversely affect the Company’s revenues.

Global crises and subsequent economic slowdowns may adversely affect global steel demand. As a result, the Company’s financial condition and results of operations may be adversely affected.

Brazil’s political and economic conditions and the Brazilian government’s economic and other policies may negatively affect demand for the Company’s products as well as its net sales and overall financial performance.

Political instability may adversely affect our business and results of operations and the price of our shares.

Inflation and government actions to combat inflation may contribute significantly to economic uncertainty in Brazil and could adversely affect the Company’s business.

Variations in the foreign exchange rates between the U.S. dollar and the currencies of countries in which the Company operates may increase the cost of servicing its debt denominated in foreign currency and adversely affect its overall financial performance.

Demand for steel is cyclical and a reduction in prevailing world prices for steel could adversely affect Company’s operating results.

Less expensive imports from other countries into Brazil may adversely affect Company’s operating results.

Less expensive imports from other countries into North America and Latin America may adversely affect the Company’s operating results.

Gerdau faces significant competition in relation to their steel products, including with regard to prices of other domestic and foreign producers, which may adversely affect its profitability and market share.

An increase in China’s steelmaking capacity or a slowdown in China’s steel consumption could have a material adverse effect on domestic and global steel pricing and could result in increased steel imports into the markets in which Company operates.

Restrictive measures on trade in steel products may affect Company’s business by increasing the price of its products or reducing its ability to export.

Costs related to compliance with environmental regulations could increase if requirements become stricter, which could have a negative effect on the Company’s operating results.

Laws and regulations to reduce greenhouse gases and other atmospheric emissions could be enacted in the near future, with significant, adverse effects on the results of the Company’s operations, cash flows and financial situation.

Layoffs in the Company’s labor force could generate costs or negatively affect the Company’s operations.

Our operations expose us to risks and challenges associated with conducting business in compliance with applicable anti-bribery anti-corruption and antitrust laws and regulations.

Developments and the perception of risks in other countries, especially in the United States and emerging market countries, may adversely affect the market prices of our shares.

The Company has two mining dams, and any accident or defect that affects the structural integrity of any of them may affect its image, operating results, cash flows and financial condition.

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