B2W – COMPANHIA DIGITAL Publicly-Held Company

CNPJ/ME 00.776.574/0006-60 NIRE 33.300.290.745

Minutes of the Board of Directors’ Meeting of B2W – Companhia Digital (“Company”) held on July 21, 2020. 1. Date, Time and Venue: On July 21, 2020, at 6 p.m. by conference call, as authorized by Paragraph Five of Article 13 of the Company’s Bylaws. 2. Call and Presence: The call notice requirement was waived in view of the attendance of the totality of the members of the Board of Directors. 3. Board: Chairwoman: Ms. Anna Christina Ramos Saicali; and Secretary: Mr. Fábio da Silva Abrate. 4. Resolutions: The members of the Board of Directors unanimously approved:

4.1. The increase of Company's corporate capital, within the authorized capital limit, in the amount of R$4,000,000,035.00 (four billion and thirty-five reais), through the private issuance of 34,782,609 new common shares, registered and without par value, at the issue price of R$115.00 (one hundred and fifteen reais) per share, fixed pursuant to article 170, paragraph 1, III, of Law 6,404/76, to be fully allocated to the corporate capital, these shares to be paid in national currency on the date of subscription (“Capital Increase”). 4.2. Regarding the proposal related to the Capital Increase: (i) The issue price was set based on the average quotation of the Company's shares in the last 7 trading sessions of B3 SA - Brasil, Bolsa, Balcão (“B3”), weighted by trading volume, in the period of July 13, 2020 to July 21, 2020, inclusive, with a discount of 1,29%, applied to encourage the adhesion of the Company's shareholders to the Capital Increase; (ii) Company's management is of the opinion that the shares market price in the stock exchange proved to be the most appropriate and objective criterion for the decision making by the Company's shareholders due to the current economic and market conditions, which are reflected in said quotation, as a result of the analysis and expectations of countless investors and of the market in general in relation to the Company;

(iii) In relation to the other criteria listed in article 170, paragraph 1, of Law 6,404/76, it is worth noting that: (a) the perspective of future profitability is necessarily based on a series of assumptions that have been strongly affected by the current situation, given the economic and market uncertainties, therefore, it is not, at this moment, the most appropriate criterion to be adopted; and (b) the net worth is determined based exclusively on an accounting criteria, not necessarily reflecting, at all times, the market's view of the Company's value;

(iv) The Capital Increase will allow the acceleration of the strategic plan of growth, including any strategic acquisitions, with the continued commitment of cash generation, as detailed in the attached presentation (“Annex I”).

(v) The dilution percentage for shareholders who do not subscribe to any shares during the period for exercising their preemptive rights will be 6,216863391%;

(vi) The new shares that will be issued will be entitled, under the same conditions as those already existing, to all rights granted to them, including dividends, interest on own capital and any capital remunerations that may be declared by the Company after the Capital Increase is homologated;

(vii) Shareholders holding shares of the Company on July 24, 2020 will have the preemptive right to subscribe 0,06628977891 (6,628977891%) share issued by the Company as a result of the Capital Increase for each share issued by the Company, and must exercise their respective rights within the 30-day term to be informed in a Notice to Shareholders, disclosed at the IPE Module of Empresas.NET System of CVM and B3, which will also detail the procedures for the exercise;

(viii) The full payment of the subscribed shares will be made in cash, in national currency, upon subscription. The shareholders must pay for 100% of the share price upon subscription;

(ix) The shareholders or assignees of preemptive rights shall express their interest on the reservation of any potential unsubscribed shares and of additional unsubscribed shares in the subscription bulletin. After the expiry of the period for exercising the preemptive right, any unsubscribed shares remaining unsubscribed will be apportioned among the shareholders who have expressed interest in the reserve of unsubscribed shares in the respective subscription bulletin, during a period to be disclosed through notice to shareholders, which will inform the number of unsubscribed shares. After such apportionment, in case there are still any unsubscribed shares remaining unsubscribed, such apportionment procedure will be repeated among the shareholders who express their interest in subscribing for additional unsubscribed shares;

(x) Lojas Americanas S.A., the controlling shareholder of the Company, has undertaken to exercise the preemptive right for the subscription of shares, in proportion to its participation in the capital of the Company, as well as to subscribe up to the total of any balance of shares not subscribed within the scope of the Capital Increase;

(xi) Considering that Lojas Americanas S.A. will subscribe all shares not subscribed by other shareholders, there will be no unsubscribed shares after the apportionment of unsubscribed shares and additional unsubscribed shares; and

(xii) After the end of the period for the subscription of shares and the additional subscription of shares, the Company's Board of Directors will meet to homologate the Capital Increase. 5. Conclusion: There being no further matters to address, the meeting was adjourned and these minutes were drawn up, read, approved and signed by all the Board members: Anna Christina Ramos Saicali (Chairwoman); Miguel Gomes Pereira Sarmiento Gutierrez; Jorge Felipe Lemann; Celso Alves Ferreira Louro; Luiz Carlos Di Sessa Filippetti; Mauro Muratório Not; and Paulo Antunes Veras.

This is a free translation of a certified copy of the minutes drawn up in the Company's

appropriate Book.

Fábio da Silva Abrate

Secretary

1

Accelerating Growthand Gaining Market ShareJuly 21, 2020

22

Our Path to Massive Value Creation

OUR EVOLUTIONClient-Centric Model

OUR NEXT JOURNEYExponential Growth

OUR REVOLUTIONValue Creation

Building B2W to Create a Powerful and Differentiated Value Proposition to Address the Large and Fast-Growing eCommerce Opportunity in Brazil.

Significant Investment

Model Transformation

Growth & Cash Generation

Transforming B2W from eCommerce to an Integrated Digital Commerce Platform to Better Serve Buyers and Sellers with Everything…Anytime…Anywhere.

Developing & Expanding New Categories to Drive Growth, Profitability & Network Effects Across Our Digital Commerce Ecosystem and the Americanas Universe.

Our evolution

44

B2W Evolution

1999

2018

2011Platform integration

2006merge

2005acquisition

2020-2022Everything.Anytime.Anywhere.

To be even more relevant in theday-to-day lifeof clients

2013-2016Accelerated growth focused on the customer

• 10 acquisitionsin technology• 3 acquisitionsin logistics • Be close tothe customer

2017-2019Cash generation

• Hybrid model• Marketplace growth

Be even more relevant in the

day-to-day life of the customer

We Built a Powerful & Differentiated Value Proposition Through Innovation, Acquisitions & STRONG EXECUTION

55

Assortment#SellersMarketplace GMV

+ R$9.4 billion in GMV + 42,100 New Sellers + 26.8 million New Items

R$ 11.6 bn

2016 2019

R$ 2.2 bn

2016 2019

2.7 mm

29.5 mm

2016 2019

4,700

46,800

Marketplace Revolution

74%CAGR

115%CAGR

122%CAGR

66

CASH GENERATIONPROFITABILITYGROWTH

+ R$6.3 billion in GMV + 370 BPS in EBITDA Margin + R$1.8 billion in Cash Flow

R$ 18.8 Bn

2016 2019

R$ 12.5 Bn

2016 2019

5.3%

9.0%

2016 2019

(-1,625) MM

+190 MM

Strong Execution

(1)

(1) Incorporating the CPC 47/IFRS 15 and CPC 48/IFRS 9 effects.

77

...Driving Huge Shareholder Return

R$ 9,8501/01/2017

R$ 3.5 BN01/01/2017

+ R$59.1Billion

+1,110%Market CapBTOW3

R$ 119.2307/21/2020

R$ 62.6 BN07/21/2020

ACTIVE CLIENTS(jun/20)

19.3 MM

NET NEW CUSTOMER(jun/20 vs Jun/19)

+5.1 MM

APP DOWNLOADS(1H20)

29.5 MM

MAU (jun/20)

29.9 MM

TRAFFIC(1H20)

+1.7 BN VISITS

TRAFFIC GROWTH(1H20)

+75%

...And Growth Acceleration in 2020

Growth.

Profitability.

Cash Flow.

Source: Similar Web | Adobe | App Annie 8

Our revolution

A Powerful Online Commerce Platform...

TRAFFIC

ASSORTMENT

CU

STO

MER

S

B2W PLATFORM

E-COMMERCE (1P)

MARKETPLACE (3P)

PAYMENTS AND CREDIT

BIT SERVICES (IT)

B2WFULFILLMENT

SELLERS

Powerful. Business Platform

Connected.People, Business, Products and Services

Network.Premier Choice for Sellers with Powerful Network Effects

10

1111

Partner Portal

Analog

Seller

Advertising ERP &

Backoffice

Pricing Digital

Security

Content

Largest brands on internet

Growth Enablers (tech)

Logistics & O2O

Financial Services/

Payments

Means of Integration

…Connecting & Empowering Sellers With New Capabilities

Working Capital Fintech

...Revolutionizing Client Experiences

More Choices. Continuously increasing the offering of products and

services with focus in high frequency categories.

Everyday Engagement. Improving and expanding our availability, becoming

even more relevant in the daily lives of the customers.

Integrated Experience.Delivering fast and wherever the customer desires,

expanding the O2O (online to Offline) initiatives.

12

NetworkLargest network of pick-up points

(9,000 Pick-up Points)

2h deliveryAmericanas

(4,000 Americanas &Seller Stores)

Disrupting the Consumer’s Experience

1h pick upAmericanas

(1,700 Stores)

…Pioneering the Convenience of Online-to-Offline (O2O)

Infinite100% availability &

assisted sales(1,700 Stores)

PhygitalStores Fully Integrated

to the Digital

Americanas Seller

13

1414

Platform

Same Day Deliveries +30%

Fulfillment Centers 20

HUBs 200

Ship From Store Locations 4,000

Total Storage Area (m²) 700,000

Vehicles & Bikes(100% Asset Light)

22,000

B2W Entrega(% of Seller Base) 96.0%

Fulfillment Centers

100% Postal Codes Served

37

2

2

1

3

1

…All Powered by Our Market Disrupting Logistics Platform

Unlockingthe PowerOf Integrated Physical& Digital.

(1)

(1) 2Q20

1

1515

…And A Powerful Fintech and Mobile Platformwith A Growing Ecosystem of Mobile Solutions

+9.7 MMdownloads

• POS + ERP mobile first

• Autonomous store technology• No queues, no checkouts, just “Grab & Go”• 3 Stores (RJ & SP)

• Crowdshipping platform• +700 cities In all states• 17K couriers

• Cashier less journey• Self-service shopping• Frictionless

+40features

...Creating A Powerful Combination

Everything.

Anytime.

Anywhere.

16

Our next journey

Capital Raise Amount: R$ 4.0 Bn

Expansion & Monetization of Our Powerful Engine…

Funding Our Aggressive Growth Plans

1. Organic Growth & Expansion

2. Key Strategic Partnerships

3. Selective Strategic Acquisitions

• Underpenetrated Categories

• New Product Segments

• Emerging Channels

• Disruptive Technologies & Apps

…to Continue Our Revolutionof Digital Commerce in Brazil

Net Cash Position:

R$ 0.3 Bnmar/20

R$ 115.0 per share

34,782,609 shares

Share Price:

New Shares:

R$ 4.3 Bnmar/20 (Pro-Forma)

18

35%

20%17%

5%

Unlocking Numerous High-Growth Opportunities

B2W Competitor 1 Competitor 2 Competitor 3

1. Growth in Underpenetrated & New Categories

FashionGroceryBeautyFurnitureDrugstorePetshop...

R$ 20 Bn

R$ 4 Bn

FashionGroceryFurnitureDrugstorePetshop

USA

R$ 9 Bn

R$ 40 Bn

R$ 4 Bn

BR

4,0%

0,2%2,8%

8,8%

1,5%2,6%

21,1%

3,5%

13,5%14,9%

11,6%16,1%

R$ 15 Bn

Beauty and Personal care

Potential in Key Categories(2): R$ 92 BN

Top of Mind(1)

eCommerce Platform…

Participation of e-commerce in USA and Brazil

…with Plenty Room for Growth

Note: (1) Source: Top of Mind: Pesquisa Ilumeo, Sep/19(2) Euromonitor: Potential BR considering USA online penetration 19

2. Expansion Through Key Strategic Partnerships

1,300stores

Convenience

6,000stores

Mall Stores

1,900stores

12,000Stores in Partnership

Retail Store Technology

1,000Locations

Fast Food

Expanding Our ReachMall Stores

• New Categories

• New Sectors

• New Store Locations

• New Store Integrations

• New Experiences400Locations

Grocery

20

3. Strategic Acquisitions to Enter, Disrupt & Grow New Segments

Fully Integrated to Americanas Universe.

Acquired January 2020

Extending Our Reach & Assortment into Grocery Powerful New Mobile Consumer Experience

600+

Stores Integrated

...and Growing

21

2222

Remembering: Our Path to Massive Value Creation

OUR EVOLUTIONClient-Centric Model

OUR NEXT JOURNEYExponential Growth

OUR REVOLUTIONValue Creation

Building B2W to Create a Powerful and Differentiated Value Proposition to Address the Large and Fast-Growing eCommerce Opportunity in Brazil.

Significant Investment

Model Transformation

Growth & Cash Generation

Transforming B2W from eCommerce to an Integrated Digital Commerce Platform to Better Serve Buyers and Sellers with Everything…Anytime…Anywhere.

Developing & Expanding New Categories to Drive Growth, Profitability & Network Effects Across Our Digital Commerce Ecosystem and the Americanas Universe.