Filing Details

1	NAMES OF REPORTING PERSONS
	Solus Alternative Asset Management LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) ☐
	(b) ☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			N/A
		6	SHARED VOTING POWER
			371,261,320 Common Shares1 14,133,586 Preferred Shares2
		7	SOLE DISPOSITIVE POWER
			N/A
		8	SHARED DISPOSITIVE POWER
			371,261,320 Common Shares1 14,133,586 Preferred Shares2
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	371,261,320 Common Shares1 14,133,586 Preferred Shares2
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.40% of Common Shares1 8.96% of Preferred Shares2
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA

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¹ The 371,261,320 Common Shares beneficially owned consist of 74,252,264 American Depositary Shares, each representing five (5) Common Shares (the “Common Share ADSs”).

² The 14,133,586 Preferred Shares beneficially owned consist of 14,133,586 American Depositary Shares, each representing one (1) Preferred Share (the “Preferred Share ADSs”).

1	NAMES OF REPORTING PERSONS
	Solus GP LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) ☐
	(b) ☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			N/A
		6	SHARED VOTING POWER
			371,261,320 Common Shares1 14,133,586 Preferred Shares2
		7	SOLE DISPOSITIVE POWER
			N/A
		8	SHARED DISPOSITIVE POWER
			371,261,320 Common Shares1 14,133,586 Preferred Shares2
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	371,261,320 Common Shares1 14,133,586 Preferred Shares2
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.40 % of Common Shares1 8.96 % of Preferred Shares2
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

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¹ The 371,261,320 Common Shares beneficially owned consist of 74,252,264 Common Share ADSs.

² The 14,133,586 Preferred Shares beneficially owned consist of 14,133,586 Preferred Share ADSs.

1	NAMES OF REPORTING PERSONS
	Christopher Pucillo
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) ☐
	(b) ☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			N/A
		6	SHARED VOTING POWER
			371,261,320 Common Shares1 14,133,586 Preferred Shares2
		7	SOLE DISPOSITIVE POWER
			N/A
		8	SHARED DISPOSITIVE POWER
			371,261,320 Common Shares1 14,133,586 Preferred Shares2
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	371,261,320 Common Shares1 14,133,586 Preferred Shares2
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.40 % of Common Shares1 8.96 % of Preferred Shares2
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

¹ The 371,261,320 Common Shares beneficially owned consist of 74,252,264 Common Share ADSs.

² The 14,133,586 Preferred Shares beneficially owned consist of 14,133,586 Preferred Share ADSs.

Item 1(a).

Name of Issuer:

Oi S.A. – In Judicial Reorganization (the “Issuer”)

Item 1(b).

Address of Issuer’s Principal Executive Offices:

Rua Humberto de Campos 425, 8th floor, Leblon, 22430-190 Rio de Janeiro, RJ, Federative Republic of Brazil

Item 2(a).

Name of Person Filing:

This statement is filed by:

The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.

Item 2(b).

Address of Principal Business Office or, if None, Residence:

410 Park Avenue, 11th Floor, New York, NY 10022

Item 2(c).

Citizenship:

Item 2(d).

Title of Class of Securities:

Common Shares, without par value (the “Common Shares”), and Preferred Shares, without par value (the “Preferred Shares”).

Item 2(e).

CUSIP Number:

The Common Shares have no CUSIP Number. The ISIN Number is BROIBRACNOR1.

The Preferred Shares have no CUSIP Number. The ISIN Number is BROIBRACNPR8.

Item 3.

If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:

Item 4.

Ownership.

The percentages used herein and in the rest of this Schedule 13G as of December 31, 2019 are calculated based upon 5,796,478,000 Common Shares (including Common Shares represented by Common Share ADSs) and 157,727,241 Preferred Shares (including Preferred Shares represented by Preferred Share ADSs) issued and outstanding as reported in the Issuer’s Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission on December 3, 2019.

(c)

(i)

Sole power to vote or direct the vote: N/A

The Common Shares reported herein are held through an aggregate of 74,252,264 Common Share ADSs (each of which represents five (5) Common Shares). The Preferred Shares reported herein are held through an aggregate of 14,133,586 American Depositary Shares (each of which represents one (1) Preferred Share).

Each Reporting Person hereby expressly disclaims beneficial ownership in the securities reported in this Schedule 13G and membership in a “group” as that term is described in Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended.

Item 5.

Ownership of Five Percent or Less of a Class.

N/A

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

As of December 31, 2019, the Funds managed on a discretionary basis by the Reporting Persons had the right to receive or the power to direct the receipt of dividends or the proceeds from the sale of the reported securities. One such account, a Delaware limited liability company, had the right to receive or the power to direct the receipt of dividends or the proceeds from the sale of more than 5% of the Common Shares, and another such account, SOLA LTD, had the right to receive or the power to direct the receipt of dividends or the proceeds from the sale of more than 5% of the Preferred Shares.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

N/A

Item 8.

Identification and Classification of Members of the Group.

N/A

Item 9.

Notice of Dissolution of Group.

N/A

Item 10.

Certification.

The Reporting Persons hereby make the following certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

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