Bond Novanor 7.125% ( USG6710EAL41 ) in USD

Issuer Novanor
Market price refresh price now   100 %  ▲ 
Country  Brazil
ISIN code  USG6710EAL41 ( in USD )
Interest rate 7.125% per year ( payment 2 times a year) - Bond is in default, payments are suspended
Maturity 25/06/2042



Prospectus brochure of the bond Novonor USG6710EAL41 en USD 7.125%, maturity 25/06/2042


Minimal amount 200 000 USD
Total amount 850 000 000 USD
Cusip G6710EAL4
Standard & Poor's ( S&P ) rating N/A
Moody's rating N/A
Next Coupon 26/06/2026 ( In 139 days )
Detailed description Novonor is a Brazilian conglomerate, formerly known as Odebrecht, which underwent a significant rebranding and restructuring following extensive corruption scandals, and now operates in diverse sectors such as engineering, construction, and energy.

The Bond issued by Novanor ( Brazil ) , in USD, with the ISIN code USG6710EAL41, pays a coupon of 7.125% per year.
The coupons are paid 2 times per year and the Bond maturity is 25/06/2042








LUXEMBOURG LISTING PARTICULARS


U.S.$400,000,000
Odebrecht Finance Ltd.
(incorporated with limited liability in the Cayman Islands)
7.125% Notes due 2042
Unconditionally and Irrevocably Guaranteed by
Construtora Norberto Odebrecht S.A.
(incorporated in the Federative Republic of Brazil)
______________
Odebrecht Finance Ltd., or the issuer, is offering U.S.$400,000,000 aggregate principal amount of its 7.125% notes due
2042, or the notes, bearing interest at 7.125% per annum. The notes will mature on June 26, 2042. Interest on the notes will
accrue from June 26, 2012 and will be payable on June 26 and December 26 of each year, commencing on December 26, 2012.
The issuer or Construtora Norberto Odebrecht S.A., or CNO, may, at its option, redeem the notes, in whole or in part,
at any time prior to December 26, 2041, by paying a "make whole" redemption price equal to the greater of (1) 100% of the
principal amount of the notes to be redeemed and (2) the applicable "make whole" amount described under "Terms and
Conditions--Redemption and Repurchase--Optional Redemption prior to December 26, 2041," in each case plus any interest
accrued but not paid and additional amounts, if any, to but excluding the date of redemption. See "Terms and Conditions--
Redemption and Repurchase--Optional Redemption prior to December 26, 2041." The issuer or CNO may also, at its option,
redeem the notes, in whole or in part, on December 26, 2041 or at any time thereafter, by paying 100% of the principal amount of
the notes to be redeemed plus any interest accrued but not paid and additional amounts, if any, to but excluding the date of
redemption. See "Terms and Conditions--Redemption and Repurchase--Optional Redemption on December 26, 2041 or
thereafter." The notes may also be redeemed, in whole but not in part, at 100% of their principal amount plus accrued interest
and additional amounts, if any, at any time upon the occurrence of specified events relating to Cayman Islands or Brazilian tax
law, as set forth in this offering memorandum. See "Terms and Conditions--Redemption and Repurchase--Optional Tax
Redemption."
If a specified Change of Control event as described herein occurs, unless the issuer has exercised its option to redeem the
notes, CNO will be required to offer to purchase the notes at the price described in this offering memorandum. See "Terms and
Conditions--Covenants--Repurchase of Notes upon a Change of Control."
CNO has unconditionally and irrevocably guaranteed the full and punctual payment of principal, interest and all other
amounts that may become due and payable in respect of the notes. The guaranty will rank equally with the other unsecured,
unsubordinated indebtedness of CNO. The issuer is a wholly-owned subsidiary of Odebrecht S.A., CNO's parent company, and
is not a subsidiary of CNO. CNO is a wholly-owned subsidiary of Odebrecht S.A.
We have applied to list the notes on the Official List of the Luxembourg Stock Exchange and to trade the notes on the Euro
MTF Market of that exchange. See "Listing and General Information."
Investing in the notes involves risks. See "Risk Factors" beginning on page 14.
Price: 98.479% plus accrued interest, if any, from June 26, 2012
The notes (including the guaranty) have not been registered under the U.S. Securities Act of 1933, as amended, or the
Securities Act. The notes may not be offered or sold within the United States or to U.S. persons, except to qualified institutional
buyers in reliance on the exemption from registration provided by Rule 144A and to certain non-U.S. persons in offshore
transactions in reliance on Regulation S. You are hereby notified that sellers of the notes may be relying on the exemption from
the provisions of Section 5 of the Securities Act provided by Rule 144A. For more information about restrictions on transfer of
the notes, see "Transfer Restrictions."
Delivery of the notes was made to investors in book-entry form through The Depository Trust Company, or DTC, for the
accounts of its participants, including Euroclear Bank S.A./N.V., as operator of the Euroclear System, and Clearstream Banking,
société anonyme, on June 26, 2012.

Joint Bookrunners and Joint Lead Managers
Credit Suisse
Itaú BBA
J.P. Morgan
Santander
The date of this offering memorandum is July 4, 2012.








TABLE OF CONTENTS







ENFORCEMENT OF CIVIL LIABILITIES ........... v
MANAGEMENT'S DISCUSSION AND
PRESENTATION OF FINANCIAL AND
ANALYSIS OF FINANCIAL CONDITION
OTHER INFORMATION .................................. vii
AND RESULTS OF OPERATIONS OF CNO .. 31
FORWARD-LOOKING STATEMENTS ................ x
BUSINESS ............................................................. 49
EXCHANGE RATES ............................................. xii
THE ISSUER .......................................................... 64
SUMMARY ............................................................. 1
MANAGEMENT ................................................... 65
THE OFFERING ...................................................... 8
PRINCIPAL SHAREHOLDERS ........................... 68
SUMMARY FINANCIAL AND OTHER
RELATED PARTY TRANSACTIONS ................. 69
INFORMATION OF CNO ................................. 11
TERMS AND CONDITIONS ................................ 70
RISK FACTORS .................................................... 14
TAXATION ........................................................... 91
USE OF PROCEEDS ............................................. 24
PLAN OF DISTRIBUTION ................................... 96
CAPITALIZATION ............................................... 25
NOTICE TO CANADIAN RESIDENTS ............. 102
SELECTED FINANCIAL AND OTHER
TRANSFER RESTRICTIONS ............................. 104
INFORMATION OF CNO ................................. 26
VALIDITY OF NOTES ....................................... 106

INDEPENDENT AUDITORS ............................. 106
LISTING AND GENERAL INFORMATION ..... 107
INDEX TO FINANCIAL STATEMENTS ........... F-1

APPENDIX A-- SUMMARY OF CERTAIN
DIFFERENCES BETWEEN BRAZILIAN
GAAP AND U.S. GAAP .................................. A-1
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Unless otherwise indicated or the context otherwise requires, all references in this offering memorandum to
"Construtora Norberto Odebrecht S.A.," "CNO," "our company," "we," "our," "ours," "us" or similar terms refer to
Construtora Norberto Odebrecht S.A., and all references to "Odebrecht Finance" or the "issuer" refer to Odebrecht
Finance Ltd., the issuer of the notes and a wholly-owned subsidiary of Odebrecht S.A., or Odebrecht. The term
"Brazil" refers to the Federative Republic of Brazil, and the phrase "Brazilian government" refers to the federal
government of Brazil.
We, having made all reasonable inquiries, confirm that the information contained in this offering
memorandum with regard to us is true and accurate in all material respects, that the opinions and intentions
expressed in this offering memorandum are honestly held, and that there are no other facts the omission of which
would make this offering memorandum as a whole or any of such information or the expression of any such
opinions or intentions misleading in any material respect. We accept responsibility accordingly.
____________________________
This offering memorandum does not constitute an offer to sell, or a solicitation of an offer to buy, any
note offered hereby by any person in any jurisdiction in which it is unlawful for such person to make an offer
or solicitation. Neither the delivery of this offering memorandum nor any sale made hereunder shall under
any circumstances imply that there has been no change in our affairs or that the information set forth in this
offering memorandum is correct as of any date subsequent to the date of this offering memorandum.
____________________________
This offering memorandum has been prepared by us solely for use in connection with the proposed offering
of the notes. We, as well as Credit Suisse Securities (USA) LLC, Itau BBA USA Securities, Inc., J.P. Morgan
Securities LLC and Santander Investment Securities Inc., or the initial purchasers, reserve the right to reject any
offer to purchase, in whole or in part, for any reason, or to sell less than all of the notes offered by this offering
memorandum.

You must (1) comply with all applicable laws and regulations in force in any jurisdiction in connection with
the possession or distribution of this offering memorandum and the purchase, offer or sale of the notes, and
(2) obtain any required consent, approval or permission for the purchase, offer or sale by you of the notes under the
laws and regulations applicable to you in force in any jurisdiction to which you are subject or in which you make
such purchases, offers or sales, and neither we nor the initial purchasers have any responsibility therefor. See
"Transfer Restrictions" for information concerning some of the transfer restrictions applicable to the notes.

You acknowledge that:
·
you have been afforded an opportunity to request from us, and to review, all additional
information considered by you to be necessary to verify the accuracy of, or to supplement, the
information contained in this offering memorandum;
·
you have not relied on the initial purchasers or any person affiliated with the initial purchasers in
connection with your investigation of the accuracy of such information or your investment
decision; and
·
no person has been authorized to give any information or to make any representation concerning
us or the notes other than those as set forth in this offering memorandum. If given or made, any
such other information or representation should not be relied upon as having been authorized by us
or the initial purchasers.
In making an investment decision, you must rely on your own examination of our business and the terms of
this offering, including the merits and risks involved. The notes have not been recommended by any federal or state
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securities commission or regulatory authority. Furthermore, these authorities have not confirmed the accuracy or
determined the adequacy of this offering memorandum. Any representation to the contrary is a criminal offense.
The offering is being made in reliance upon an exemption from registration under the Securities Act, for an
offer and sale of securities that does not involve a public offering. The notes are subject to restrictions on
transferability and resale and may not be transferred or resold except as permitted under the Securities Act and
applicable state securities laws, pursuant to registration or exemption therefrom. In making your purchase, you will
be deemed to have made certain acknowledgments, representations and agreements set forth in this offering
memorandum under the caption "Transfer Restrictions." You should be aware that you may be required to bear the
financial risks of this investment for an indefinite period of time.
This offering memorandum may only be used for the purposes for which it has been prepared. The initial
purchasers are not making any representation or warranty as to the accuracy or completeness of the information
contained in this offering memorandum, and nothing contained in this offering memorandum is, or shall be relied
upon as, a promise or representation, whether as to the past or the future.
No invitation, whether directly or indirectly, may be made to the public in the Cayman Islands to subscribe
for the notes unless at the time of invitation, the issuer is listed on the Cayman Islands stock exchange.
The Luxembourg Stock Exchange takes no responsibility for the contents of this offering memorandum,
makes no representations as to its accuracy or completeness and expressly disclaims any liability whatsoever for any
loss howsoever arising from or in reliance upon the whole or any part of the contents of this offering memorandum.
This offering memorandum constitutes a prospectus for the purpose of Luxembourg law dated July 10, 2005 on
Prospectuses for Securities.
____________________________
See "Risk Factors" for a description of certain factors relating to an investment in the notes, including
information about our business. None of us, the initial purchasers or any of our or their representatives is making
any representation to you regarding the legality of an investment by you under applicable legal investment or similar
laws. You should consult with your own advisors as to legal, tax, business, financial and related aspects of a
purchase of the notes.
Notwithstanding anything in this document to the contrary, except as reasonably necessary to comply with
applicable securities laws, you (and each of your employees, representatives or other agents) may disclose to any
and all persons, without limitation of any kind, the U.S. federal income tax treatment and tax structure of this
offering and all materials of any kind (including opinions or other tax analyses) that are provided to you relating to
such tax treatment and tax structure. For this purpose, "tax structure" is limited to facts relevant to the U.S. federal
income tax treatment of this offering.
____________________________
NOTICE TO NEW HAMPSHIRE RESIDENTS
NEITHER THE FACT THAT A REGISTRATION STATEMENT, OR AN APPLICATION FOR A
LICENSE HAS BEEN FILED UNDER CHAPTER 421-B WITH THE STATE OF NEW HAMPSHIRE
NOR THE FACT THAT A SECURITY IS EFFECTIVELY REGISTERED OR A PERSON IS LICENSED
IN THE STATE OF NEW HAMPSHIRE CONSTITUTES A FINDING BY THE SECRETARY OF STATE
OF NEW HAMPSHIRE THAT ANY DOCUMENT FILED UNDER RSA 421-B IS TRUE, COMPLETE
AND NOT MISLEADING. NEITHER ANY SUCH FACT NOR THE FACT THAT AN EXEMPTION OR
EXCEPTION IS AVAILABLE FOR A SECURITY OR A TRANSACTION MEANS THAT THE
SECRETARY OF STATE HAS PASSED IN ANY WAY UPON THE MERITS OR QUALIFICATIONS OF,
OR RECOMMENDED OR GIVEN APPROVAL TO, ANY PERSON, SECURITY OR TRANSACTION. IT
IS UNLAWFUL TO MAKE, OR CAUSE TO BE MADE, TO ANY PROSPECTIVE PURCHASER,
CUSTOMER, OR CLIENT ANY REPRESENTATION INCONSISTENT WITH THE PROVISIONS OF
THIS PARAGRAPH.
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____________________________
Additional Information
While any notes remain outstanding, we will make available, upon request, to any holder and any
prospective purchaser of notes the information required pursuant to Rule 144A(d)(4)(i) under the Securities Act,
during any period in which we are not subject to Section 13 or 15(d) of the Securities Exchange Act of 1934, as
amended, or the Exchange Act.
We have applied to list the notes on the Official List of the Luxembourg Stock Exchange and to trade the
notes on the Euro MTF market. See "Listing and General Information." We will comply with any undertakings that
we give from time to time to the Luxembourg Stock Exchange in connection with the notes, and we will furnish to
the Luxembourg Stock Exchange all such information required in connection with the listing of the notes.
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ENFORCEMENT OF CIVIL LIABILITIES
Cayman Islands
Odebrecht Finance is an exempted limited liability company incorporated under the laws of the Cayman
Islands. Odebrecht Finance has been incorporated in the Cayman Islands because of certain benefits associated with
being a Cayman Islands company, such as political and economic stability, an effective judicial system, a favorable
tax system, the absence of exchange control or currency restrictions and the availability of professional and support
services.
However, the Cayman Islands has a less developed body of securities laws as compared to the United
States and certain other jurisdictions and provides significantly lesser protections for investors. All of Odebrecht
Finance's directors and officers are nationals and/or residents of countries other than the United States, and all or a
substantial portion of Odebrecht Finance's or such persons' assets are located outside the United States. As a result,
it may be difficult for investors to effect service of process within the United States upon Odebrecht Finance or such
persons or to enforce against them, judgments obtained in U.S. courts, including judgments predicated upon the civil
liability provisions of the securities laws of the United States or any state thereof.
There is no statutory enforcement in the Cayman Islands of judgments obtained in England, New York or
Brazil. However, the courts of the Cayman Islands will recognize a foreign judgment as the basis for a claim at
common law in the Cayman Islands by an action commenced on the foreign judgment debt in the Grand Court of the
Cayman Islands, provided such judgment is rendered by a foreign court or competent jurisdiction, imposes on the
judgment debtor a liability to pay a liquidated sum for which the judgment has been given, is final, is not in respect
of taxes, a fine or a penalty and was not obtained in a manner and is not of a kind the enforcement of which is
contrary to natural justice or the public policy of the Cayman Islands.
Brazil
Brazilian law provides that a final conclusive judgment of non-Brazilian courts for the payment of money
rendered thereby may be enforced in Brazil, subject to certain requirements described below. A judgment against
either us or the issuer obtained outside Brazil would be enforceable in Brazil against us or the issuer without
reconsideration of the merits, upon confirmation of that judgment by the Brazilian Superior Court of Justice
(Superior Tribunal de Justiça), or STJ. That confirmation, generally, will occur if the foreign judgment:
·
fulfills all formalities required for our enforceability under the laws of the non-Brazilian courts;
·
is issued by a competent court after proper service of process on the parties, which service must
comply with Brazilian law if made in Brazil, or after sufficient evidence of the parties' absence has
been given, as required by applicable law;
·
is not subject to appeal;
·
is authenticated by the Brazilian consulate in the location of the non-Brazilian court;
·
is translated into Portuguese by a certified translator; and
·
does not violate Brazilian public policy, good morals or national sovereignty.
Notwithstanding the foregoing, no assurance can be given that such ratification would be obtained, that the
process described above could be conducted in a timely manner or that a Brazilian court would enforce a monetary
judgment for violation of the U.S. securities laws with respect to the notes.
We have also been advised that civil actions may be brought before Brazilian courts in connection with this
offering memorandum based solely on the federal securities laws of the United States and that Brazilian courts may
enforce such liabilities in such actions against us (provided that provisions of the federal securities laws of the
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United States do not contravene Brazilian public policy, good morals or national sovereignty). We have been
further advised that a plaintiff, whether Brazilian or non-Brazilian, who resides outside Brazil or is outside Brazil
during the course of the litigation in Brazil and who does not own real property in Brazil must post a bond to
guaranty the payment of the defendant's legal fees and court expenses, except in case of collection claims based on
an instrument (which do not include the notes issued hereunder) that may be enforced in Brazilian courts without the
previous review of its merit (título executivo extrajudicial) or counterclaims as established under Article 836 of the
Brazilian Code of Civil Procedure.
The confirmation process may be time consuming and may also give rise to difficulties in enforcing the
foreign judgment in Brazil. Accordingly, we cannot assure you that confirmation would be obtained, that the
confirmation process would be conducted in a timely manner or that a Brazilian court would enforce a monetary
judgment for violation of the securities laws of countries other than Brazil.
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PRESENTATION OF FINANCIAL AND OTHER INFORMATION
All references herein to the "real," "reais" or "R$" are to the Brazilian real, the official currency of Brazil.
All references to "U.S. dollars," "dollars" or "U.S.$" are to U.S. dollars.
Solely for the convenience of the reader, we have translated some amounts included in "Summary--
Summary Financial and Other Information of CNO," "Capitalization," "Selected Financial and Other Information of
CNO" and elsewhere in this offering memorandum from reais into U.S. dollars using the selling rate as reported by
the Central Bank of Brazil (Banco Central do Brasil), or the Central Bank, at March 31, 2012 of R$1.8221 per U.S.
dollar. These translations should not be considered representations that any such amounts have been, could have
been or could be converted into U.S. dollars at that or at any other exchange rate. Such translations should not be
construed as representations that the real amounts represent or have been or could be converted into U.S. dollars as
of that or any other date. See "Exchange Rates."
Financial Statements
CNO Financial Statements
We maintain our books and records in reais.
We prepare our consolidated financial statements in accordance with accounting practices adopted in
Brazil, or Brazilian GAAP, which are based on:
·
Brazilian Law No. 6,404/76, as amended by Brazilian Law No. 9,457/97, Brazilian Law
No. 10,303/01, Brazilian Law No. 11,638/07 and by Provisional Measure No. 449/08, which we refer
to collectively as the Brazilian Corporate Law;
·
the rules and regulations of the Brazilian Securities Commission (Comissão de Valores Mobiliários),
or the CVM;
·
the accounting standards issued by the Brazilian Institute of Independent Auditors (Instituto dos
Auditores Independentes do Brasil), or IBRACON, and the Brazilian Federal Accounting Council
(Conselho Federal de Contabilidade), or the CFC; and
·
for our audited consolidated financial statements at and for the years ended December 31, 2011 and
2010, and for our condensed interim consolidated financial statements at March 31, 2012 and for the
three-month periods ended March 31, 2012 and 2011, the accounting standards issued by the Brazilian
Accounting Standards Committee (Comitê de Pronunciamentos Contábeis - CPC), or the CPC,
applicable to financial statements at and for the fiscal year ended December 31, 2010 and onwards,
which we adopted and, as required by the CPC, also applied retrospectively by re-presenting our
audited consolidated financial statements at and for the year ended December 31, 2009.

Our financial information contained in this offering memorandum has been derived from our records and
financial statements, and includes our:

·
condensed interim consolidated financial statements at March 31, 2012 and for the three-month
periods ended March 31, 2012 and 2011, and the notes thereto, prepared in accordance with Brazilian
GAAP, which have been subjected to a review by our independent auditors, as stated in their review
report included elsewhere in this offering memorandum;
·
consolidated financial statements at and for the years ended December 31, 2011 and 2010, and the
notes thereto, prepared in accordance with Brazilian GAAP, which have been audited by our
independent auditors, as stated in their report included elsewhere in this offering memorandum; and
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·
consolidated financial statements at and for the years ended December 31, 2010 and 2009, and the
notes thereto, prepared in accordance with Brazilian GAAP, which have been audited by our
independent auditors, as stated in their report included elsewhere in this offering memorandum.
Our consolidated financial statements at and for the year ended December 31, 2010 are the first annual
consolidated financial statements of our company to be prepared in accordance with CPC Nos. 37 and 43. We have
re-presented our consolidated financial statements at and for the year ended December 31, 2009 included in our
audited consolidated financial statements at and for the years ended December 31, 2010 and 2009 in accordance
with such CPC standards, as we consider January 1, 2009 to be the transition date for the adoption of such CPC
standards. The main impacts of the adoption of the CPC Nos. 37 and 43 are described in note 24 to our financial
statements at and for the years ended December 31, 2010 and 2009 included elsewhere in the offering memorandum.
No reconciliation between Brazilian GAAP used to prepare our financial statements included elsewhere in
this offering memorandum has been prepared for this offering memorandum or for any other purpose. There can be
no assurance that a reconciliation would not identify material quantitative differences as well as disclosures and
presentation differences between the financial statements included in this offering memorandum.
Brazilian GAAP differs in certain significant respects from accounting practices adopted in the United
States, or U.S. GAAP, and IFRS. Such differences might be material to the financial statements included in this
offering memorandum prepared in accordance with Brazilian GAAP. For a discussion of certain differences between
Brazilian GAAP and U.S. GAAP, see "Appendix A--Summary of Certain Differences Between Brazilian GAAP
and U.S. GAAP." We have made no attempt to identify or quantify the impact of those differences. In making an
investment decision, investors must rely upon their own examination of us, the terms of the offering and the
financial information included herein. Potential investors should consult their own professional advisors for an
understanding of the differences between Brazilian GAAP and U.S. GAAP or IFRS, and how those differences
might affect the financial information included herein.
Odebrecht Finance Ltd. Financial Statements
Odebrecht Finance was incorporated on January 30, 2007 and maintains its books and records in U.S.
dollars. The financial information contained in this offering memorandum includes its:
· interim financial statements at March 31, 2012 and for the three-month periods ended March 31, 2012
and 2011, prepared in accordance with Brazilian GAAP, which have been subjected to a review by its
independent auditors, as stated in their review report included elsewhere in this offering memorandum;
· financial statements at and for the years ended December 31, 2011 and 2010, prepared in accordance
with Brazilian GAAP, which have been audited by its independent auditors, as stated in their report
included elsewhere in this offering memorandum; and
· financial statements at and for the years ended December 31, 2010 and 2009, prepared in accordance
with Brazilian GAAP, which have been audited by its independent auditors, as stated in their report
included elsewhere in this offering memorandum.
Odebrecht Finance's financial statements at and for the year ended December 31, 2010 are the first annual
financial statements of Odebrecht Finance to be prepared in accordance with CPC Nos. 37 and 43. Odebrecht
Finance has re-presented its financial statements at and for the year ended December 31, 2009 included in its audited
financial statements at and for the years ended December 31, 2010 and 2009 in accordance with such CPC
standards, as Odebrecht Finance considers January 1, 2009 to be the transition date for the adoption of such CPC
standards.
The review report included in the financial statements at March 31, 2012 and for the three-month periods
ended March 31, 2012 and 2011 and the audit reports included in the financial statements at and for the years ended
December 31, 2011 and 2010 and at and for the years ended December 31, 2010 and 2009 contain explanatory
paragraphs regarding Odebrecht Finance's deficit in stockholders' equity and negative working capital requiring
additional long-term funds to cover its commitments, which are currently guaranteed by its shareholder.
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Rounding
We have made rounding adjustments to reach some of the figures included in this offering memorandum.
As a result, numerical figures shown as totals in some tables may not be an arithmetic aggregation of the figures that
preceded them.
Market Share and Other Information
We make statements in this offering memorandum about our market share in the construction industry in
Brazil and elsewhere. We have made these statements on the basis of information obtained from third party sources
that we believe are reliable. We are responsible for the correct extraction and reproduction of the information from
third party sources that we use in this offering memorandum. We derive information regarding our competitive
position in the construction industry and other information from Valor Econômico, a Brazilian business newspaper,
McGraw-Hill Construction Engineering News-Record, or ENR, a leading construction industry web site, and other
third party sources and reports that we believe are reasonably reliable. Although we have no reason to believe that
any of this information is inaccurate in any material respect, neither we nor the initial purchasers have independently
verified the construction capacity, market share, market size or similar data provided by third parties or derived from
industry or general publications.
In this offering memorandum, all references to:
·
"km" are to kilometers; and
·
"MW" are to megawatts. Megawatts are units of power with one megawatt being equal to one million
watts.
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