Companhia de Saneamento de Minas Gerais

COMPANHIA DE SANEAMENTO DE MINAS GERAIS - COPASA MG

PUBLICLY HELD COMPANY Company Registry (NIRE) 313.000.363-75
Corporate Taxpayer ID (CNPJ/MF): 17.281.106/0001-03

MATERIAL FACT

Companhia de Saneamento de Minas Gerais - COPASA MG ("Company"), pursuant to paragraph 4 of Article 157 of Law 6,404/76 and CVM Rule 358/02, hereby announces to its shareholders and the market in general that, following the resolutions taken at the Extraordinary Shareholders' Meeting held on November 9, 2011, which approved the contracting of a long-term financing operation, the Board of Directors approved, at meeting held on January 9, 2012
("RCA"), the 6th issue of simple, non-convertible and unsecured debentures of
the Company in up to two series ("Debentures") for public distribution with limited placement efforts, pursuant to CVM Rule 476/09, on a firm guarantee basis ("Offer").
The Offer is directed exclusively to qualified investors, in compliance with items I and II of Article 4 of CVM Rule 476/09, thus being automatically exempt from registration with the Brazilian Securities and Exchange Commission - CVM, pursuant to Article 6 of CVM Rule 476/09, neither will it be registered with the Brazilian Association of Financial and Capital Market Entities - ANBIMA, since it consists of a public distribution with limited placement efforts.
As of February 15, 2012 ("Issue Date"), four hundred (400) debentures with a nominal unit value of one million reais (R$1,000,000.00), totaling four hundred million reais (R$400,000,000.00), will be issued, and the number of Debentures to be issued in each series will be defined via the "communicating vessels" system after the completion of the bookbuilding process to be carried out by the coordinators of the Offer, except that one (1) of the series may not to be issued.
The Debentures of the 1st Series will mature in five (5) years as from the Issue Date, i.e. February 15, 2017, while the Debentures of the 2nd series will mature in seven (7) years as from the Issue Date, i.e. February 15, 2019.

Companhia de Saneamento de Minas Gerais

The remuneration of the Debentures of the 1st Series and of the Debentures of the 2nd Series will be defined by the coordinators of the Offer after the bookbuilding process is completed, provided that within the limits set forth by the Board of Directors and envisaged in the minutes of the Board of Directors' Meeting.
BB - Banco de Investimento S.A. and HSBC Corretora de Títulos de Valores
Mobiliários S.A. have been hired to act as coordinators of the Offer.
The Debentures will be registered for public distribution on the primary market through the Securities Distribution System (SDT) and for trading on the secondary market through the National Debenture System (SND), both managed and operated by CETIP S.A. - Mercados Organizados.
This material fact is exclusively informative in nature, in accordance with the prevailing legislation, and should not be construed as an offer to sell the Debentures.
More information about the Company and its businesses is available on the
Company's website (www.copasa.com.br).
Belo Horizonte, January 12, 2012.
Paula Vasques Bittencourt
Financial Chief and Investor Relations Officer

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Material Fact - Copasa announces 6nd Issue of Debentures