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the Registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

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to the registrant in connection with Rule 12g3-2(b): N/A

MATERIAL FACT

CONSTRUTORA TENDA S.A. (Bovespa, TEND3) (“Tenda”) and GAFISA S.A. (Bovespa, GFFA3) (“Gafisa”) hereby discloses to its shareholders and the market that, in accordance to the meeting held today, the Board of Directors of Tenda approved the creation of a repurchase of shares program (“Program”), by Tenda, of common shares issued by its controlling company Gafisa, for maintenance in treasury and future disposal. Such approval was in accordance to Article 30, §1^st, “b”, of Law No. 6,404/76, CVM Instruction No. 10/80 (“ICVM 10”) and Article 17, (n)  of Tenda’s Bylaws. It will compete to Tenda’s Executive Board to define the opportunity and volume to be purchased.

In accordance to Article 8^th of ICVM 10, we hereby stipulate the following:

(i)                 Such Program has the purpose of applying, in an effective manner, the resources available in Tenda, with a profitability expectation in medium and long term;

(ii)               The amount of shares to be acquired in the scope of the Program shall not exceed 10,000,000 common shares issued by Gafisa which, together with the 599,486 common shares of Gafisa currently in treasury, correspond to 2.45% of the totality of outstanding common shares issued by Gafisa;

(iii)             The purchase will be realized upon debt of the account Capital Reserve of Tenda, which presented, on September 30, 2012, balance in the amount of R$335,860,786.92, in accordance to financial statements as of such date;

(iv)             The purchase of shares will be for the market value of Gafisa’s shares at BM&FBOVESPA S.A. – Bolsa de Valores, Mercadorias e Futuros, and will be intermediated by broker Itaú Corretora de Valores S.A., with headquarter located in the State Capital of São Paulo; and

(v)               The Program will be executed within 365 days, counted from the present date.

Upon definition of Article 5^th of ICVM 10 the amount of outstanding shares issued by Gafisa is 432,872,285, equivalent to the total amount of shares issued by Gafisa, observed that Gafisa has no controlling shareholder.

São Paulo, November 27, 2012