GAFISA S.A.
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(Name of Issuer)
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Common Shares and
American Depositary Shares (each American Depositary Share representing two (2) common shares of Gafisa S.A.) |
(Title of Class of Securities)
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362607103
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(CUSIP Number)
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June 12, 2013
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(Date of Event which Requires Filing of this Statement)
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CUSIP No.
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362607103
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1
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Names of Reporting Persons
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||
Polo Capital Gestão de Recursos Ltda.
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|||
2
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Check the appropriate box if a member of a Group (see instructions)
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(a) [ ]
(b) [ ] |
|||
3
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Sec Use Only
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||
4
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Citizenship or Place of Organization
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||
Brazil
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|||
Number of Shares Beneficially Owned by Each Reporting Person With:
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5
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Sole Voting Power
|
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0
|
|||
6
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Shared Voting Power
|
||
24,885,7051
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|||
7
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Sole Dispositive Power
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||
0
|
|||
8
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Shared Dispositive Power
|
||
24,885,705
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|||
9
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Aggregate Amount Beneficially Owned by Each Reporting Person
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||
24,885,705
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|||
10
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Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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||
[ ]
|
|||
11
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Percent of class represented by amount in row (9)
|
||
6.58%
|
|||
12
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Type of Reporting Person (See Instructions)
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||
OO
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CUSIP No.
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362607103
|
1
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Names of Reporting Persons
|
||
Polo Capital Internacional Gestão de Recursos Ltda.
|
|||
2
|
Check the appropriate box if a member of a Group (see instructions)
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||
(a) [ ]
(b) [ ] |
|||
3
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Sec Use Only
|
||
4
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Citizenship or Place of Organization
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||
Brazil
|
|||
Number of Shares Beneficially Owned by Each Reporting Person With:
|
5
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Sole Voting Power
|
|
0
|
|||
6
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Shared Voting Power
|
||
38,859,3812
|
|||
7
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Sole Dispositive Power
|
||
0
|
|||
8
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Shared Dispositive Power
|
||
38,859,381
|
|||
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
38,859,381
|
|||
10
|
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
||
[ ]
|
|||
11
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Percent of class represented by amount in row (9)
|
||
10.28%
|
|||
12
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Type of Reporting Person (See Instructions)
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||
OO
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CUSIP No.
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362607103
|
1
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Names of Reporting Persons
|
||
Claudio Jose Carvalho de Andrade
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|||
2
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Check the appropriate box if a member of a Group (see instructions)
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||
(a) [ ]
(b) [ ] |
|||
3
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Sec Use Only
|
||
4
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Citizenship or Place of Organization
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Brazil
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|||
Number of Shares Beneficially Owned by Each Reporting Person With:
|
5
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Sole Voting Power
|
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349,000
|
|||
6
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Shared Voting Power
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||
63,745,0863
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|||
7
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Sole Dispositive Power
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349,000
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|||
8
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Shared Dispositive Power
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63,745,086
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|||
9
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Aggregate Amount Beneficially Owned by Each Reporting Person
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||
64,094,086
|
|||
10
|
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
||
[ ]
|
|||
11
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Percent of class represented by amount in row (9)
|
||
16.95%
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|||
12
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Type of Reporting Person (See Instructions)
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IN
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CUSIP No.
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362607103
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1
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Names of Reporting Persons
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Polo Edge Fund
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|||
2
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Check the appropriate box if a member of a Group (see instructions)
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(a) [ ]
(b) [ ] |
|||
3
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Sec Use Only
|
||
4
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Citizenship or Place of Organization
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Cayman Islands
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|||
Number of Shares Beneficially Owned by Each Reporting Person With:
|
5
|
Sole Voting Power
|
|
0
|
|||
6
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Shared Voting Power
|
||
25,652,2604
|
|||
7
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Sole Dispositive Power
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||
0
|
|||
8
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Shared Dispositive Power
|
||
25,652,260
|
|||
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
25,652,260
|
|||
10
|
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
||
[ ]
|
|||
11
|
Percent of class represented by amount in row (9)
|
||
6.79%
|
|||
12
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Type of Reporting Person (See Instructions)
|
||
CO
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(a)
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Name of Person Filing:
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(b)
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Address of Principal Business Office or, if None, Residence:
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(c)
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Citizenship:
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(d)
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Title and Class of Securities:
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(e)
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CUSIP No.: 362607103
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Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
(a) | [_] | Broker or dealer registered under Section 15 of the Act; |
(b) | [_] | Bank as defined in Section 3(a)(6) of the Act; |
(c) | [_] | Insurance company as defined in Section 3(a)(19) of the Act; |
(d) | [_] | Investment company registered under Section 8 of the Investment Company Act of 1940; |
(e) | [_] | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
(f) | [_] | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
(g) | [_] | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
(h) | [_] | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
(i) | [_] | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; |
(j) | [_] | A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J); |
(k) | [_] | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____ |
(a)
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Amount beneficially owned:
|
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Polo Capital Gestão de Recursos Ltda. – 24,885,705 common shares
Polo Capital Internacional Gestão de Recursos Ltda. – 38,859,381 common shares
Claudio Jose Carvalho de Andrade – 64,094,086 common shares
Polo Edge Fund – 25,652,260 common shares
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(b)
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Percent of class:
|
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Polo Capital Gestão de Recursos Ltda. – 6.58%
Polo Capital Internacional Gestão de Recursos Ltda. – 10.28%
Claudio Jose Carvalho de Andrade – 16.95%
Polo Edge Fund – 6.79%
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(c)
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Number of shares as to which the person has:
|
||||
(i)
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Sole power to vote or to direct the vote
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Polo Capital Gestão de Recursos Ltda. – 0
Polo Capital Internacional Gestão de Recursos Ltda. – 0
Claudio Jose Carvalho de Andrade – 349,000
Polo Edge Fund – 0
|
,
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(ii)
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Shared power to vote or to direct the vote
|
Polo Capital Gestão de Recursos Ltda. – 24,885,705
Polo Capital Internacional Gestão de Recursos Ltda. – 38,859,381
Claudio Jose Carvalho de Andrade – 64,094,086
Polo Edge Fund – 25,652,260
|
,
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||
(iii)
|
Sole power to dispose or to direct the disposition of
|
Polo Capital Gestão de Recursos Ltda. – 0
Polo Capital Internacional Gestão de Recursos Ltda. – 0
Claudio Jose Carvalho de Andrade – 349,000
Polo Edge Fund – 0
|
,
|
||
(iv)
|
Shared power to dispose or to direct the disposition of
|
Polo Capital Gestão de Recursos Ltda. – 24,885,705
Polo Capital Internacional Gestão de Recursos Ltda. – 38,859,381
Claudio Jose Carvalho de Andrade – 63,745,086
Polo Edge Fund – 25,652,260
|
.
|
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Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. | Ownership of more than Five Percent on Behalf of Another Person. |
Item 7. | Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company or control person. |
Item 8. | Identification and classification of members of the group. |
Item 9. | Notice of Dissolution of Group. |
Item 10. | Certifications. |