Microsoft Word - Fato Relevante Follow-up TCD (MOU) v 4 26-12-2014 IOCHPE‐MAXION S.A. Companhia Aberta de Capital Autorizado CNPJ/MF nº 61.156.113/0001‐75 NIRE 35.300.014.022 RELEVANT FACT

IOCHPE‐MAXION S.A. ("Company"), pursuant to §4th of article 157 of Law nº 6,404, dated December 15, 1976, as amended ("Law of Corporations"), and to the Instruction nº 358/02 of the Brazilian Securities Commission ("CVM", for its Portuguese acronym), in connection with the relevant fact dated April 30, 2014, hereby informs its shareholders and the market as follows:

1. As per the Term of Compromise and Performance ("TCD") entered into, on April 30,
2014, by the Company with the Brazilian Antitrust Authority ("CADE"), in connection with concentration act nº 08012.011603/2011‐71, the Company and MKM Rodas Ltda. ("Buyer"), on the present date, entered into a memorandum of understanding, which purpose is the sale to the Buyer by Maxion Wheels do Brasil Ltda. (formerly known as Hayes Lemmerz Indústria de Rodas S.A.), an indirect subsidiary of the Company, of certain assets intended for the production of steel wheels for light vehicles and for commercial vehicles as indicated in the TCD (the "Sale").
2. The Sale will be notified to CADE pursuant to the applicable legislation and its implementation is subject to the approval of such authority.
3. The assets subject matter of the Sale will be made available to the Buyer for its use at a location external to the Company.
4. It is hereby restated that the Sale does not involve the sale or transfer of contracts or orders from customers of the Company or of Maxion Wheels do Brasil Ltda., the conditions of which will continue to be fully complied with, reassuring the continuous and normal supply to their customers.
5. The Company will continue to keep the market informed of any issues related to the fulfilment of the TCD and reinforces its commitment to cooperate with CADE until the complete fulfillment of all of its assumed obligations.
São Paulo, December 29, 2014.
Oscar Antônio Fontoura Becker

Chief Financial Officer

Luis Fernando C. de Abreu Investor Relations Executive Officer

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