SAUD3

Odontoprev S.A. is a private dental care plan operator founded in 1987 by dental professionals, initially focused on serving corporate clients seeking dental plans with a higher degree of professionalism, quality, and technology. In 1998, control shifted to private equity funds, which drove its consolidation in the market and the adoption of corporate governance practices aligned with the supplemental healthcare sector in Brazil. From the late 1990s onward, the company began a continuous acquisition process, incorporating operators such as Unidont, Clidec, DentalCorp, Rede Dental, Care Plus Dental, Sepao, Prontodente, OdontoServ, ADCON, Odonto System, and Mogidonto, among others, which expanded its beneficiary base and regional presence. In 2006, it carried out its initial public offering, moving to a dispersed shareholding structure with shares traded on B3 under the ticker ODPV3, listed on the Novo Mercado corporate governance segment.

Odontoprev’s corporate history includes important milestones of association with major groups in the financial and supplemental health sectors. In 2009, it entered into an association agreement with Bradesco Dental, which was later merged and became a wholly owned subsidiary of the company until its full corporate integration in 2010. In 2010, it signed a memorandum of understanding with BB Seguros Participações and Bradesco Seguros to form a strategic alliance focused on distributing dental plans. In 2013, it structured the joint venture Brasildental Operadora de Planos Odontológicos S.A., in partnership with BB Seguros, for the development and commercialization of dental plans under the BB Dental brand, with exclusive distribution through Banco do Brasil’s channels for an initial period of 20 years. Also in 2014, Bradesco Saúde came to hold a direct interest corresponding to 50.01% of Odontoprev’s total share capital, consolidating a reference shareholder from the health insurance sector.

Odontoprev’s core activities are concentrated in the operation, administration, commercialization, and provision of private dental care plans for corporate and individual clients. The company is classified by the National Supplemental Health Agency (ANS) as an exclusively dental operator, in the tertiary “group dentistry” segment, operating predominantly as a risk-bearing manager for corporate group plans, association plans, and individual and family plans. The business model is based on monthly per capita remuneration from beneficiaries and on managing a large network of accredited dentists, supported by proprietary technology systems for eligibility control, virtual clinical records, auditing, risk management, and quality control. In addition to directly operating plans, the company also holds equity interests in related service businesses, such as practice management software, dental materials distribution, company-owned clinics, and imaging diagnostics.

Odontoprev’s and its subsidiaries’ products and services are organized into three main plan segments and a group of complementary activities. In prepaid group plans, the company fully assumes the cost of care, plan administration, and oral health management in exchange for a monthly premium per beneficiary. In postpaid group plans, the actuarial risk lies with the corporate client, while Odontoprev provides management, support, and administrative services, receiving a fixed monthly fee and reimbursement of care costs. In prepaid individual plans, it operates in a similar format to prepaid group plans, but targeting individuals. Business lines are further segmented internally into corporate, SME, and individual, according to portfolio size and beneficiary profile, which guides commercial and pricing strategies. Revenues classified as “other” include dental care in company-owned clinics, administrative and consulting services, distribution of dental materials to the accredited network, development of management software, dental insurance via a subsidiary in Mexico, use of artificial intelligence in clinical auditing, and dental imaging diagnostics.

Odontoprev maintains a diversified corporate structure to support its core dental plan operations. Key subsidiaries and affiliates include Odontoprev Serviços, focused on commercial advisory, consulting, and business management; Easy Software, specialized in developing and licensing software for dental practices, clinics, and dental operators; and Dental Partner, focused on wholesale and retail trade of dental products and equipment, as well as administrative and logistical support services. In the segment of direct provision of care services, highlights include Clidec and Boutique Dental, which operate networks of company-owned dental clinics, and Grupo Papaiz, focused on dental imaging diagnostics, whose operations were integrated through progressive acquisitions until full control in 2023. Brasildental, jointly controlled with BB Seguros, operates exclusively dental plans under the BB Dental brand, reinforcing Odontoprev’s presence in the banking channel.

Odontoprev’s geographic presence is nationwide, with an accredited network that, at the end of 2024, comprised around 27,000 dentists distributed across all Brazilian states, proportionally to the beneficiary base. This network is managed by a structure of field consultants, supervised by dentists in each region, and supported by in-house consultants based at the head office, with strong integration with information systems and CRM and workflow tools. Abroad, the company operates in Mexico through its subsidiaries Odontored Seguros Dentales and Oprev Administradora, responsible for the development, operation, administration, and commercialization of dental care plans and accident and illness insurance, in compliance with local regulations of the Ministry of Health and the National Insurance and Bonding Commission. This international presence broadens the scope of revenues, although the main focus remains on the Brazilian market.

The regulatory environment is a central element of Odontoprev’s activities. The company is subject to the Private Health Care Plans Law (Law No. 9,656/98) and to the supervision of ANS, which defines requirements for incorporation, operation, technical reserves, chart of accounts, adjustment criteria, and minimum coverage rules for dental plans. As an exclusively dental operator, Odontoprev registers all its plans with ANS and offers at least the mandatory coverage established in Normative Resolution No. 465. The company is classified in the tertiary dental segment, with less than 10% of care costs incurred in its own network, and is subject to prudential regulations that include independent auditing and publication of financial statements. Regulation also defines how premiums are adjusted: for exclusively dental group plans, adjustments must be reported to ANS, and for individual plans, they may be tied to official price indices.

On environmental, social, and governance aspects, Odontoprev adopts practices consistent with the less resource-intensive nature of its business model, while paying attention to specific obligations of its own clinics and diagnostic units. The company’s dental and radiology facilities follow guidelines from the National Health Surveillance Agency (ANVISA) and the National Environmental Council (CONAMA) for generation, handling, and disposal of healthcare service waste, through a Healthcare Waste Management Plan (PGRSS) and sustainability booklets disseminated to the accredited network. The company has a sustainability department responsible for measuring satisfaction among accredited dentists, beneficiaries, corporate clients, and employees, commissioning research institutes and turning results into management information for process improvement. In governance, its listing on B3’s Novo Mercado, under ticker ODPV3, reinforces the adoption of practices such as share capital composed only of common shares and greater transparency in its relationship with the capital markets.

Odontoprev’s commercial strategy combines proprietary distribution channels and partnerships with financial institutions and health operators, allowing it to reach different customer profiles. The company sells plans through an in-house sales team, a network of independent brokers, alliances with medical-hospital plans, affinity groups, credit card issuers, insurance companies, as well as Bradesco and Banco do Brasil channels, e-commerce, and call centers. Partnerships can range from simple joint distribution to models in which Odontoprev assumes the care risk, including co-responsibility agreements with Brasildental and Unimed BH. This multichannel structure aims to provide broad reach for corporate, SME, and individual dental plans, supporting the company’s relevance in Brazil’s supplemental dental health segment.