TCSA3

Tecnisa S.A. is a Brazilian real estate developer primarily focused on the residential market. Its common shares are traded on B3 under the ticker TCSA3, in the Novo Mercado listing segment. The group’s origins date back to 1977, with the founding of Tecnisa Engenharia e Comércio Ltda. by Meyer Joseph Nigri in São Paulo, initially focused on engineering and civil construction. Over the following decades, the company built a growth track record based on the development of real estate projects and an integrated business model. In 2006, its corporate structure was reorganized with the creation of Tecnisa S.A. as a corporation (sociedade anônima) and the merger of Tecnisa Holding Ltda., concentrating the group’s real estate activities. In 2007, the company obtained registration as a publicly held company with the CVM and carried out its initial public offering, with its shares then listed on the former BM&FBOVESPA, now B3.

Since the IPO, Tecnisa has directed funds raised in the capital markets to an expansion plan supported by diversification across income segments and geographic expansion. In addition to strengthening its presence in the state of São Paulo, it began operating in markets such as Brasília and Curitiba and in specific projects in states including Amazonas, Bahia, Ceará and Goiás, often through partnerships with local developers and construction companies. Throughout its history, the company has launched and delivered 272 projects, totaling more than 47 thousand units and 7.3 million square meters of built area, with accumulated Gross Sales Value (Valor Geral de Vendas – VGV) since 2007 of more than R$ 18 billion in nominal terms. At different times, the company’s capital was reinforced by follow-on share offerings used for land acquisition, project development and rebalancing of the capital structure.

Tecnisa’s business model is structured as a holding company operating through Special Purpose Entities (SPEs) and Joint Ventures (Sociedades em Conta de Participação – SCPs), which hold specific real estate projects. The company operates in an integrated manner in virtually all stages of development: land bank formation, feasibility analysis, project development, licensing, construction, sales and after-sales. Revenue is generated mainly from the sale of properties developed by the company and, to a lesser extent, from the provision of construction services and real estate sales and advisory services. In 2022, 2023 and 2024, most of net operating revenue was associated with property sales, accounting for more than 95% of net revenue in those years, reinforcing Tecnisa’s predominantly development-focused profile.

From a portfolio perspective, Tecnisa operates across multiple product segments, covering affordable residential, mid-income, high-income and commercial projects. Historically, the company has sought differentiation through product concepts and engineering solutions, and in 2009 it created the Tecnisa Flex brand, aimed at the mid- and lower-middle-income segments, with residential units in more affordable price ranges. In 2024, it marked its structured return to the affordable housing segment with the launch of the Tencasa brand, focused on projects under the Minha Casa Minha Vida federal housing program, in partnership with Plano & Plano, in which Tencasa holds a minority stake in the projects. Despite this product-line diversification, the company’s most recent launches have been concentrated in mid- to high-income residential developments in the São Paulo Metropolitan Area, maintaining its focus on segments that best match its accumulated experience.

Geographically, Tecnisa’s operations are currently highly concentrated in the São Paulo property market, especially in the São Paulo Metropolitan Area, which management considers the most dynamic market in the country in terms of liquidity and depth of demand. After an expansion cycle into other states between the IPO and the mid-2010s, the company revised its strategy during the real estate downturn and redefined its focus on São Paulo and a few selected markets, prioritizing established neighborhoods and projects with greater sales predictability. Operations remain limited to Brazil, with no development activities or revenue generation abroad, and results are influenced by conditions in the Brazilian real estate market, domestic interest rates and the availability of mortgage credit.

One of the milestones in Tecnisa’s recent history is the development of the master-planned neighborhood Jardim das Perdizes, in the western zone of the city of São Paulo, conceived as a mixed-use project with residential towers, a corporate building and a convenience center. In 2011, the company obtained approval to carry out infrastructure works, and in 2013 the first projects were launched. By the end of 2024, 19 towers had been launched, 13 of which already completed, totaling Gross Sales Value of around R$ 4.6 billion, 2,933 units and more than 426 thousand square meters of private floor area. The project is being developed through specific companies, in which Tecnisa holds a majority interest via Windsor Investimentos Imobiliários Ltda., in a significant partnership with the Hines group, which holds a substantial stake in the companies responsible for the master-planned neighborhood.

On the operating side, Tecnisa manages the full real estate development cycle. The process begins with land sourcing and acquisition, which may be carried out using own funds, financing or through swap agreements (in kind or financial), reducing the need for own capital and cash exposure. The company conducts market studies and analyzes documentation and technical, financial and regulatory feasibility before closing the acquisition. Projects are developed in partnership with architects and marketing professionals, especially in mid- and high-end developments, with attention to product features, materials and customization options. In the construction phase, Tecnisa acts as project manager, hiring contractors for labor-intensive execution, maintaining its own team for specific functions such as electrical and plumbing installations, and overseeing deadlines, costs and quality standards.

Tecnisa’s operations are subject to a broad set of urban planning, environmental and construction regulations. Each project depends on approvals from local governments regarding land use and occupancy, issuance of building permits and occupancy permits (habite-se), as well as environmental licensing when applicable, in accordance with federal legislation and CONAMA rules, as well as state and municipal regulations. Projects with higher potential impact may require licenses in multiple phases and specific studies, such as Environmental Impact Studies (Estudo de Impacto Ambiental) or Neighborhood Impact Studies (Estudo de Impacto de Vizinhança). The company states that, in its day-to-day operations, it maintains close relationships with public agencies to adapt projects to legal requirements, including authorizations for vegetation management, management of potentially contaminated areas and compliance with solid waste regulations. In São Paulo, it adopts procedures in line with CETESB guidelines for soil contamination assessment and issuance of environmental commitment terms when tree management is required.

From an environmental, social and governance standpoint, Tecnisa incorporates efficiency and sustainability initiatives mainly into its projects. At Jardim das Perdizes, urban drainage solutions were implemented with underground facilities for stormwater management, a greenhouse gas emissions inventory was conducted during the infrastructure phase, and technologies for energy conservation and rational use of water were adopted. The project has received certifications such as Procel Edifica, LEED and AQUA – Bairros, reflecting requirements related to energy performance, waste management and environmental quality. On its construction sites, the company reports practices aimed at reducing toxic inputs, harvesting rainwater when feasible, properly disposing of construction waste and controlling emissions. In corporate governance, listing on B3’s Novo Mercado entails adherence to high transparency standards and a shareholding structure based solely on common shares, placing Tecnisa, traded under TCSA3, among the universe of companies focused on good corporate governance practices in the Brazilian capital markets.