Material Fact – Share Repurchase Program


Pursuant to paragraph 4 of article 157 of Lei 6404/76, as amended, article 2 of CVM Instruction 358/02, as amended, and CVM Instruction 10 of February 14, 1980, as amended, Tegma Gestão Logística S.A. (“Tegma” or “Company”), an integrated logistics services provider and leader in the segment of new-vehicle transport for the automotive industry, hereby announces that:

At a meeting on December 22, 2008, the Board of Directors approved the Program to Repurchase the Company’s Shares to be held in treasury, and authorized the sale of shares acquired within this Program, under the following conditions:


The acquisition of common Tegma shares to be held in treasury for subsequent sale and/or cancellation, with no reduction in capital, and the sale of the shares acquired within the Program. Management believes these operations to be opportune and in the Company’s interest, given the price of the shares on the São Paulo Stock Exchange (BOVESPA) and the Company’s cash position.

Number of Shares in Circulation

22,782,109 (twenty two million, seven hundred eighty-two million, one hundred and nine) common shares, excluding those held by the controlling shareholders.

Number of Shares held in Treasury

Currently none.

Number of Shares to be Acquired

Up to 2,278,211 common shares, equivalent to 10% of the common shares in circulation.

Term for the Acquisition and/or Sale of the Shares Acquired within the Program

Up to 180 days as of today, i.e. until June 21, 2009.

Authorized Brokers

(a) J.P. Morgan Corretora de Câmbio e Valores Mobiliários S.A.
Adddress: Avenida Brigadeiro Faria Lima, nº 3729, 13º andar – parte – São Paulo/SP

(b) Ágora Corretora de Valores
Adddress:: Rua Leopoldo Couto Magalhães Jr, nº 758, 1º andar, Itaim Bibi – São Paulo/SP

São Bernardo do Campo, December 22, 2008.

Alexandre Augusto Brandão Investor Relations Officer

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