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Material Fact

Recife, December 23, 2013 - Ser Educacional S.A (BM&FBOVESPA: SEER3), the largest private post-secondary educational institution in the Northeast and North of Brazil, pursuant to Article 157, paragraph 4 of Law 6404 of December 15, 1976, as amended ("Corporate Law"), and CVM Instruction 358 of January 3, 2002, as amended, hereby announces that, on December 20, 2013, it was signed a Memorandum of Understanding for the exclusive negotiation of the acquisition, by the Company, of all the quotas representing the capital stock of União de Ensino Superior do Pará - UNESPA, the sponsoring institution of UNAMA - UNIVERSIDADE DA AMAZÔNIA, headquartered in Belém (Pará state), and Instituto Santareno de Ensino Superior - ISES ("Companies"), the sponsoring institution of FIT - Faculdades Integradas do Tapajós, headquartered in Santarém (Pará state), subject to due diligence and compliance with certain conditions precedent normally associated with this type of transaction. The total value of the acquisition of the quotas, when concluded, will be approximately R$152 million.

The Companies have around 10,000 undergraduate and 2,000 graduate students in the state of Pará. The acquisition seeks to further strengthen Ser Educacional‘s position in the North of Brazil, expanding its existing activities in Belém, where the Company is already present with 2,000 students at the Faculdade Maurício de Nassau - Belém, and will also add one more strong brand to the Company‘s portfolio - UNAMA, which will be added to the existing brands Uninassau, Maurício de Nassau and Joaquim Nabuco.

The Company will keep the market informed of any subsequent material facts, especially regarding compliance (or not) with the conditions precedent and the execution of the respective quota purchase agreement, if applicable and pursuant to the prevailing legislation.

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IR Contact:

Natasha Nakagawa
Investor Relations Officer
Phone.: +55 (81) 3413 4615