4a2fbcd9-dec3-4183-a779-c015465b59e9.pdf



SOMOS EDUCAÇÃO S.A. CNPJ/MF nº 02.541.982/0001-54 NIRE 35.300.175.832

Publicly Held Company


MATERIAL FACT


SOMOS Educação S.A. ("Company"), in compliance with CVM Instruction No. 358 and CVM Instruction No. 567, hereby informs its shareholders and the market in general that its Board of Directors, at a meeting held today, approved the Company's Second Share Buyback Program ("Second Share Buyback Program"), under the following conditions:


  • The purpose of the Second Share Buyback Program is to allow the Company to repurchase shares to fulfill its obligations under the Stock-Based Compensation Plan (as well as any additional grant of shares or other stock option plans that may be approved).


  • The Second Share Buyback Program will contemplate the acquisition of up to 5,225,152 common shares, all book-entry shares and without face value.


  • The term of the Second Share Buyback Program will be of 12 (twelve) months from March 29, 2016 (inclusive), until March 28, 2017, and the Board OF Officers will be responsible to define the dates on which the buybacks will be effectively executed (any acquisition of shares will be made pursuant to legal and regulatory blackout periods).


  • The Company has, on this date: (i) 62.665.169 free float shares (according to the definition set forth in CVM Instruction No. 567); and (ii) 154.076 shares are held in treasury;


  • The buyback transactions will be carried out through the following financial institutions: (i) Itaú Corretora de Valores S.A.; (ii) Bradesco S.A. - Corretora de Títulos e Valores Mobiliários; (iii) Merrill Lynch S.A. Corretora de Títulos e Valores Mobiliários; and (iv) Credit Suisse (Brasil) S.A. Corretora de Títulos e Valores Mobiliários.


São Paulo, March 29, 2016.


Daniel Cordeiro Amaral

Chief Financial and Investor Relations Officer

Abril Educação SA issued this content on 29 March 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 30 March 2016 00:44:32 UTC

Original Document: http://ri.abrileducacao.com.br/english/Notices/Documents/Material Fact_2nd share buyback program.pdf