Gafisa S.A.: Notice to Market

  Gafisa S.A.:Notice to Market

Business Wire

SÃO PAULO -- June 18, 2013

CONSTRUTORA TENDA S.A. (Bovespa, TEND3) (“Tenda”) and Gafisa S.A. (Bovespa:
GFSA3; NYSE: GFA) (“Gafisa”), Brazil’s leading diversified national
homebuilder, announced yesterday it has approved the issue of debentures, by
Tenda (the “Company”), to fund the purchase of the outstanding 20% stake in
Alphaville Urbanismo S.A. (“Alphaville”) which it did not already own.

The restricted public offering of 2,500 debentures with a principal amount of
R$250 million was approved during Tenda’s Board of Directors meeting held on
June 17, 2013.

The debentures will pay interest at a rate of 120% of CDI per annum, and will
mature up to 24 months from issue date of June 19, 2013. The debentures will
not be convertible into shares.

The Company will use the proceeds of the offering to complete the purchase of
the outstanding 20% stake in Alphaville. The difference between the debenture
issuance and the purchase price will be funded by own resources.

On June 7, 2013, Gafisa entered into an agreement with Alphaville’s founding
partners to complete the purchase of the outstanding 20% stake in Alphaville
for a total consideration of R$367 million. On the same date, Gafisa also
signed an agreement to sell a majority stake in Alphaville, valuing Alphaville
at an equity value of R$2.01 billion, to private equity firms Blackstone Real
Estate Advisors L.P. and Pátria Investimentos Ltda. The issue of debentures
will facilitate the conclusion of the sale transaction to Blackstone and
Patria, which resources will be used to pay off the above mentioned issuance.

The definitive terms and conditions of the debentures are set forth in the
Board of Directors minutes dated June 17, 2013, a copy of which was filed with
the U.S. Securities and Exchange Commission (SEC) and posted on Gafisa’s
website at

About Gafisa

Gafisa is a leading diversified national homebuilder serving all demographic
segments of the Brazilian market. Established over 59 years ago, we have
completed and sold more than 1,000 developments and built more than 12 million
square meters of housing, more than any other residential development company
in Brazil. Recognized as one of the foremost professionally managed
homebuilders, "Gafisa" is also one of the most respected and best-known brands
in the real estate market, recognized among potential homebuyers, brokers,
lenders, landowners, competitors, and investors for its quality, consistency,
and professionalism. Our pre-eminent brands include Tenda, serving the
affordable/entry-level housing segment, and Gafisa and Alphaville, which offer
a variety of residential options to the mid- to higher-income segments. Gafisa
S.A. is traded on the Novo Mercado of the BM&FBOVESPA (BOVESPA:GFSA3) and on
the New York Stock Exchange (NYSE:GFA).


André Bergstein
Chief Financial and Investor Relations Officer
Corporate Taxpayer’s ID (CNPJ/MF) No. 01.545.826/0001-07
Corporate Registry (NIRE) 35.300.147.952
Publicly-Held Company
Rodrigo Osmo
Investor Relations Officer
Corporate Taxpayer’s ID (CNPJ/MF) No. 71.476.527/0001-75
Corporate Registry (NIRE) 35.300.348.206
Publicly-Held Company
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