Direcional Engenharia : Material Fact

DIRECIONAL ENGENHARIA S.A.

CNPJ/MF 16.614.075/0001-00

NIRE 313.000.258-37

MATERIAL FACT

A Direcional Engenharia S/A, B3: DIRR3 ("Companhia"), in compliance with the provisions of article 157, paragraph 4 of Law 6,404 of December 15, 1976, as amended, and of the CVM Instruction 358 of January 3, 2002, as amended, , the Company announces to its shareholders and to the market in general that the Company's Board of Directors approved, in meeting held on November 19, 2018 the 4th (forth) issuance of simple, non-convertible into shares debentures, on private placement issued, of unsecured type, amounting up to two-hundred, fifty-eight million Reais (R$258,000,000.00) ("Debenture"), will be linked to Certificates of Real Estate Receivables ("CRI") of the 175th series of the 1st Issuance of Ápice Securitizadora S.A. (CNPJ/MF sob o nº 12.130.744/0001-00), for public distribution in accordance with CVM Instruction 414 of December 30, 2004, as amended and CVM Instruction 400 of December 29, 2003, as amended ("CRI" and "Offering", respectively).

CRI and Offering and, as a consequence, the subscription and payment of the Debentures, are subject to the fulfillment of certain precedent conditions including, but not limited to, definitive registration by CVM.

The Company will keep its shareholders and the market in general informed about the conclusion of the Offering, as well as its terms and conditions, as soon as it is implemented

This material fact does not constitute a sale material or an offer, invitation or solicitation for the acquisition of CRI.

Belo Horizonte, November, 21st of 2018.

Carlos Wollenweber

CFO and IRO