KLABIN S.A. National Corporate Taxpayers Registry (CNPJ/MF) No. 89.637.490/0001-45 Company Registry Identification (NIRE) No.

35300188349 Publicly-Held Company

NOTICE OF MATERIAL FACT

Klabin S.A. ("Company"), pursuant to Article 157, paragraph 4, of Law No. 6404 of December 15, 1976, and CVM Instruction No. 358, of January 3, 2002, and further to the disclosures made in the Notices of Material Fact dated June 11, October 21 and November 1 and 28, 2013, hereby informs its shareholders and the market in general the completion of the sixth (6th) issuance of debentures mandatorily convertible into shares ("Debentures Issuance"), with all of the twenty-seven million, two hundred thousand (27,200,000) debentures having been subscribed and paid in, totaling one billion and seven hundred million Reais (R$1,700,000,000.00). Given the result of the Debentures Issuance, and pursuant to the Notice of Material Fact disclosed on November 28, 2013, the Capitalization to cope with "Project Puma" is deemed successful, as decided at the Board of Directors Meeting held on the date hereof. Thus, the resolutions passed at the Special Meeting of Preferred Shareholders ("SMPS") and at the Extraordinary Shareholders Meeting ("ESM", together with the SMPS, the "Meetings"), both held on November 28, 2013, have become valid and all the items approved therein are therefore effective. Nvel 2 Thus, the new By-laws of the Company have become effective, prescribing, among other changes, the adhesion of the Company to the Nvel 2 ("Level 2") special listing segment of BM&FBovespa - Securities, Commodities and Futures Exchange ("BM&FBovespa"), with the Companys shares henceforth becoming book-entry shares and traded on Level 2 as from the opening of the January 9, 2014 trading session. Merger Additionally, the Merger by the Company of Holdings Comodoro Participaes S.A. and Rioprima Participaes S.A., wholly owned subsidiaries of Klabin Irmos & Cia. ("KIC") and Niblak Participaes S.A. ("Niblak", jointly with KIC, "Controlling

Shareholders"), respectively, have also become effective, in accordance with the Notice of Material Fact dated November 1, 2013 As a result, KIC and Niblak have again become direct controlling shareholders of the Company, holding jointly two hundred and sixteen million, seven hundred and seventytwo thousand and eighteen (216,772,018) common shares issued by the Company representing 62.81% of the voting capital, with (i) one hundred and eighty-eight million, three hundred and sixty-seven thousand, four hundred and sixteen (188,367,416) shares held by KIC and twenty-eight million, four hundred and four thousand, six hundred and two (28,404,602) shares held by Niblak. Units The Company further informs that the share deposit certificate program ("Units") will be implemented, each certificate consisting of one (1) common share and four (4) preferred shares of the Company, as approved at the Meetings ("Units Program"). Ita Corretora de Valores S.A. will act as issuer agent of the Units (Issuer Agent). Shareholders holding multiples of one (1) common share and four (4) preferred shares issued by the Company ("Share Multiples") that wish to form Units may request the issuance of Units comprised by Share Multiples, subject to the terms and operating procedures described in Section "A" below. Additionally, in order to allow all of the Company's shareholders to participate in the Units Program and, thus, promote liquidity, shareholders who wish to form Units and are holders of lot(s) of five (5) shares issued by the Company, of a single type of share or in any proportion between preferred and common shares, but that do not match the proportion required for Share Multiples ("Share Lots") may request the conversion so that these Share Lots constitute Share Multiples, that is, multiples of one (1) common share and four (4) preferred shares issued by the Company ("Conversion"). Pursuant to Articles 6 and 7 of the Company's Bylaws, which take effect on the date hereof, the Conversion shall occur at the rate of one (1) common share for every one (1) preferred share, and vice versa, and may only be requested during the periods determined by the Board of Directors of the Company, subject to the operating procedures described in Item "B" below. Trading of the Units shall commence on January 10, 2014. A. Issuance of Units by holders of Share Multiples Shareholders which hold Share Multiples and which wish to form Units may request the issuance of Units comprised by these Share Multiples at any time from January 9, 2014. To do so, shareholders who hold Share Multiples should request, through their respective custody agents, the transfer of their Share Multiples to a specific account at BM&FBOVESPA established by the Issuer Agent ("Units Program Account"), which may be done by 4:30 pm every day on which BM&FBOVESPA is open for trading, subject to the operational procedures adopted by BM&FBOVESPA.

Credit of the Units to the requesting shareholders shall be done in the custody account held by such shareholders with BM&FBOVESPA by 10:00 am on the day following the request for the transfer of the Share Multiples to the Units Program Account. The request for issuance of Units shall constitute an irrevocable and irreversible manifestation of will by the requesting shareholder, to authorize: (a) the deposit of its shares before the Issuer Agent for the purpose of issuing Units corresponding to the transferred Share Multiples; (b) the issuance of the respective Units; and (c) the credit of such Units in the custody account held by the requesting shareholder with BM&FBOVESPA, to be made by the Issuer Agent. The common and preferred shares transferred to the Units Program Account that do not correspond to Share Multiples shall be disregarded for purposes of requesting issuance of Units, in regards to the part in which it is not possible to form Share Multiples, and shall be returned by the Issuer Agent to the custody account of the requesting shareholder. B. Issuance of Units by holders of Share Lots Solely for the purpose of issuing Units, shareholders may request the Conversion of Share Lots between January 13 and February 5, 2014 ("Conversion Period"), subject to the terms and procedures described below. Share Lots may be formed in different proportions and, according to each proportion, the conversion shall be as follows: Share Lots Five (5) preferred shares ("5PR Lots") Three (3) preferred Shares and two (2) common shares ("3PR: 2CO Lots") Two (2) preferred Shares and three (3) common Shares ("2PR: 3CO Lots") One (1) preferred Share and four (4) common Shares ("1PR: 4CO Lots") Five (5) common shares ("5CO Lots") Conversion One (1) preferred share shall be converted into one (1) common share One (1) common share shall be converted into one (1) preferred share Two (2) common shares shall be converted into two (2) preferred shares Three (3 common shares shall be converted into three (3) preferred shares Four (4) common shares shall be converted into four (4) preferred shares

BM&FBOVESPA will establish a specific account during the Conversion Period to which the holders of Share Lots who wish to make the Conversion shall transfer them ("Conversion Account"). Conversion requests shall be made by transferring Share Lots to the Conversion Account, and may only occur during the request periods defined by the Company's Board of Directors at the Board Meeting held on the date hereof, as specified in the table below ("Request Periods"). On the business day following the end of each

Request Period, the operating procedures necessary for Conversion and formation of Units shall be carried out ("Operationalization Date"), and on the business day following the Operationalization Date, all the Share Lots existing in the Conversion Account shall be converted - after ratification of the requested conversions by the Company's Board of Directors - and the corresponding Units shall be issued in the requesting shareholder's custody account held with BM&FBOVESPA ("Units Credit Date"). From the Units Credit Date, the issued Units may be traded by their holders at BM&FBOVESPA. Request Period January 13 to January 22, 2014 January 27 to February 5, 2014 Operationalization Date January 23, 2014 February 6, 2014 Units Credit Date January 24, 2014 February 7, 2014

For this purpose, the shareholders holding Share Lots shall request through their respective custody agents, during the Request Period in which they desire to request the Conversion, the transfer of their Share Lots to the Conversion Account, subject to the operational procedures adopted by BM&FBOVESPA. If compliance with Conversion requests made in a given Requesting Period results in issuance of preferred shares in an amount higher than two-thirds (2/3) of the Companys share capital ("Legal Limit"), such requests shall be serviced only until the Legal Limit is reached, according to the chronological order of the requests, and for those orders placed on the same day in which the Legal Limit is reached (i) 3PR:2CO Lots Conversion Orders shall be serviced on a priority basis; (ii) once all requests for conversion of 3PR: 2CO Lots are serviced, 2PR:3CO Lots conversion requests shall be serviced; (iii) once all the 2PR:3CO Lots conversion requests are serviced, the 1PR:4CO Lots conversion requests shall be serviced; and (iv) once all the 1PR:4CO Lots conversion requests are serviced, the 5CO Lots conversion requests shall be serviced. If it is not possible to service all the requests for a particular type of Share Lot, an apportionment shall be made between the requesters of this type of Share Lot in proportion to the number of Share Lots of this type that each shareholder has requested to be converted. At the end of each Request Period, the Company's Board of Directors shall meet to ascertain the total number of Conversion requests received and homologate the conversions actually performed. The shares contemplated by the Conversion, which comprise the Units, shall have the same rights as the other shares of the same type issued by the Company, as well as participate in all the benefits that may be declared by the Company, on an equal basis with the other shares of the same type issued by the Company, including the distribution of dividends and any return on capital. The Conversion request by means of the transfer request of Share Lots to the Conversion Account shall constitute an irrevocable manifestation of will on the part of the requesting shareholder, to authorize: (i) the Conversion, pursuant to the terms

described above, of Share Lots transferred to the Conversion Account; (ii) the deposit of shares owned by it before the Issuer Agent for the purpose of issuing the corresponding Units; (iii) the issuance of the respective Units by the Issuer Agent; and (iv) credit, by the Issuer Agent, of these Units in the custody account held by the requesting shareholders with BM&FBOVESPA. The shares transferred to the Conversion Account at BM&FBOVESPA that do not correspond to Share Lots shall be disregarded for Conversion purposes and for consequent issuance of the corresponding Units, in respect to the part that is unable to form Share Lots. Shares transferred to the Conversion Account at BM&FBOVESPA that already correspond to Share Multiples shall be disregarded for purposes of Conversion and shall be transferred directly to the Units Program Account for issuance of the corresponding Units on the Units Credit Date for each Request Period. Any remaining shares in the Conversion Account shall be returned to the requesting shareholder's custody account on the Operationalization Date of each Request Period. C. General Provisions Additionally, both the request for issuance of Units through the transfer of Share Multiples to the Units Program Account as well as the request for Conversion of shares through the request for transfer of Share Lots to the Conversion Account shall constitute waiver by the shareholder of the withdrawal rights resulting from the Meetings, referred to at the end of this Notice of Material Fact. Holders of Units may, except during any suspension period that may be established by the Company's Board of Directors, pursuant to the Bylaws, request cancellation of Units through their respective custody agents, until 12:00 pm of any day on which BM&FBOVESPA is open for trading. The custody agent shall transfer the Units to the Units Program Account and send the electronic order or corresponding document to the Issuer Agent, informing the number of Units deposited for cancellation purposes, with the same deadlines and hours applicable for issuance of the Units described above. The request for transfer of Units to the Units Program Account shall constitute an irrevocable manifestation of will by the holder to authorize: (a) the return of the Units to the Issuer Agent to effect its cancellation; (b) the cancellation of the respective Units; and (c) the credit of the shares comprising the Units in the custody account held by the shareholder with BM&FBOVESPA, to be carried out by the Issuer Agent. At no time may the Units comprised by shares that are liened, encumbered or burdened be canceled. As described above, the procedures for requesting issuance of Units and Conversion shall be made by shareholders through their custody agents. Shareholders registered in the Company's Share Register with the Company's bookkeeping agent, who wish to apply for issuance of Units and Conversion, shall arrange their registration with a Custody Agent of their choice, which shall be in charge of arranging the Conversion of shares and formation of Units with BM&FBOVESPA, at its request, as described earlier

in this Notice of Material Fact. There shall be no process for conversion of shares outside the BM&FBOVESPA environment. Withdrawal Right As informed by the documents supporting the Meetings call notices and by the Notice to the Market released by the Company on November 13, 2013, the preferred shareholders that have not voted in favor of replacing the advantages granted to the preferred shares, as well as the common and/or preferred shareholders that have not voted in favor of including the new activity in the corporate purpose of the Company, may exercise their withdrawal rights in respect of the common shares and/or the preferred shares they held at the opening of the trading session on November 1, 2013 and which ownership they hold uninterruptedly until the effective exercise of the withdrawal right. The refund amount per share is R$6.158755087 and shareholders may exercise their withdrawal right from the date hereof until February 7, 2014. Further details are available in the Notice to Shareholders on the subject disclosed by the Company also on this date. The Company shall keep its shareholders and the market updated on any new relevant information on the topics discussed in this Notice of Material Fact.

So Paulo, January 7, 2014. Antonio Sergio Alfano Investor Relations Officer