GFSA3

Gafisa S.A. is a publicly traded real estate developer and construction company, with common shares listed on B3 under the ticker GFSA3, and a track record dating back to 1954, when it was founded in Rio de Janeiro as Gomes de Almeida Fernandes Engenharia e Construições Ltda. Originally focused on developing high-end projects, the company expanded its operations to São Paulo in the 1960s, a period in which it launched some of the first commercial buildings in Rio de Janeiro, with designs by architects such as Oscar Niemeyer and Sabino Barroso. In the following decades, it took part in introducing innovative concepts to the Brazilian real estate market, such as the Hotel-Residence model and the landscape concept in developments. In 1996, after a partnership between GP Investimentos and the partners of the original company, Inhaúma Participações S.A. was structured, later renamed Gafisa S.A., formalizing the corporate structure that would become one of the leading brands in the national real estate sector.

Over the 2000s, Gafisa consolidated its presence in the capital markets and expanded its role in real estate development. In 2006, it carried out its initial public offering and joined B3’s Novo Mercado segment, with an increase in share dispersion. In the same period, it entered into an agreement to acquire full ownership of Alphaville Urbanismo, a company focused on high-end residential gated communities, and created FIT Residencial, focused on affordable housing projects. The company also became the first Brazilian real estate firm to be listed simultaneously on the then Bovespa and on the NYSE with Level III ADRs. Over the following years, it executed acquisitions and corporate mergers, including transactions involving Construtora Tenda and Shertis Empreendimentos, as well as portfolio rebalancing cycles and restructurings that culminated in the separation of low-income-focused operations and the reaffirmation of Gafisa as a platform dedicated to higher value-added projects.

Gafisa’s business model is centered on the development and construction of residential projects, currently focused on the luxury and ultra-high-end segment in prime locations in the cities of São Paulo and Rio de Janeiro. The company and its subsidiaries operate along four main fronts: development and incorporation of real estate projects of various types; acquisition and disposal of properties; execution of construction works and engineering services; and development of marketing strategies for its own and third-party projects. Revenue comes mainly from the development and sale of autonomous residential units, complemented, to a lesser extent, by construction services for third parties and the sale of residential lots and some remaining commercial buildings. The company adopts a vertically integrated development model, under which it controls the stages of land acquisition, project development, regulatory approvals, construction and sales.

In terms of portfolio, Gafisa has undergone a strategic migration to the high-luxury segment, prioritizing residential products aimed at high-income buyers and concentrating launches in neighborhoods such as Jardins and Itaim Bibi in São Paulo, and Leblon and Ipanema in Rio de Janeiro. The company’s inventory consists predominantly of high-end projects, with this segment accounting for a growing share of the general sales value (VGV) in inventory and a relative reduction in mid-range and upper-mid-range units. In 2024, projects delivered totaled approximately R$ 1.2 billion in VGV, while in the first quarter of 2025 delivered VGV reached R$ 225 million, with gross sales of R$ 237 million. The company also highlights projects classified as transformational, such as Allard Oscar Freire in São Paulo, with architecture inspired by Brazilian modernism and delivery scheduled for 2028, and Tom Delfim Moreira in Rio de Janeiro, conceived as a gallery building featuring works by contemporary artists.

Gafisa’s geographic footprint is heavily concentrated in the metropolitan regions of São Paulo and Rio de Janeiro, markets the company identifies as relevant both in terms of their share of national GDP and the concentration of high-income individuals. In 2025, its VGV inventory was mostly allocated in these two states, with São Paulo accounting for the largest share and Rio de Janeiro representing a relevant portion, while other states have only marginal weight. Operations are supported by a workforce mainly based in these two markets, reflecting the strategy of concentrating on regions with steady demand for luxury residential products, limited land supply and greater pricing power.

Gafisa’s operating structure involves a development process that begins with land sourcing and acquisition, based on market research and economic-financial feasibility analysis. The company predominantly uses physical or financial land swap structures for acquisitions, which reduces cash outlays and can support returns on invested capital, while not excluding cash purchases when deemed strategic. The subsequent stages include development of architectural designs with independent firms, product definition, sales planning, budgeting and financial modeling, as well as obtaining the necessary permits and approvals at the municipal and state levels. Construction is carried out using standardized techniques, quality control certified under ISO 9001:2015, and the adoption of construction technologies such as drywall, prestressed slabs and concrete walls, combining in-house execution with the engagement of specialized contractors.

The regulatory environment in which Gafisa operates is determined mainly by federal legislation on real estate development, the Civil Code, and municipal and state zoning and environmental regulations. The development and incorporation of projects is governed by Law 4,591, which regulates condominiums and real estate developments, requiring registration of the development at the real estate registry, formalization of purchase and sale agreements, compliance with advertising requirements, and the developer’s liability for delivering the works. Additionally, the Consumer Defense Code may apply to relationships with unit buyers. Project approval and execution of works depend on the issuance of construction permits and licenses by city governments, as well as obtaining documents such as the Habite-se (occupancy permit) and the Fire Department’s inspection certificate, attesting compliance with technical and safety requirements. In this context, the company has internal procedures to ensure that its projects comply with zoning, land-use and environmental protection rules.

From a governance and ESG standpoint, Gafisa is part of B3’s Novo Mercado segment, which establishes enhanced governance practices, such as issuing only common shares and higher levels of transparency. GFSA3 shares are also included in B3’s Corporate Sustainability Index (ISE), an indicator comprising companies with policies and practices aligned with sustainability and ESG management criteria, although the specific details of these initiatives are not described exhaustively. In its operations, the company adopts certified quality management systems and policies to control construction processes, and maintains structural guarantees for delivered projects, in line with sector standards such as those defined by Secovi for warranty periods for systems and installations. The customer base is highly diversified, with no material revenue concentration in any single buyer, a typical feature of residential developers focused on retail sales of units to individuals.

From an economic-financial standpoint, the company highlights a recent cycle of projects focused on margin improvement and cost discipline. Gafisa’s internal indicators show an improvement in margin to be recognized between 2023 and the 12-month period ended March 2025, as well as an increase in sales velocity over supply, suggesting higher inventory absorption. The company reports efforts to reduce fixed costs and their share of revenue, and tracks metrics such as VGV delivered and gross sales as references for operating performance. These moves are part of its strategy to position itself as a high-luxury pure player in São Paulo and Rio de Janeiro, with a portfolio concentrated in higher-ticket, high value-added residential projects, while maintaining GFSA3 shares as an instrument for accessing capital in the Brazilian market.