Banco do Estado do Rio Grande do Sul S.A. Announces the Early Tender Results of the Tender Offer for its 7.375% Subordinated Notes due 2022

SAO PAULO, Sept. 28, 2015 /PRNewswire/ --

BANCO DO ESTADO DO RIO GRANDE DO SUL S.A.
(incorporated in the Federative Republic of Brazil)

Offer to Purchase for Cash

Up to U.S.$275,000,000 of Banco do Estado do Rio Grande do Sul S.A.'s Outstanding 7.375% Subordinated Notes due 2022

(CUSIP: 05965B AA5 and P12445 AA3; ISIN: US05965BAA52 and USP12445AA33)

Banco do Estado do Rio Grande do Sul S.A. (the "Bank") hereby announces the early tender results of its offer to purchase for cash up to U.S.$275,000,000 (the "Tender Cap") of its outstanding 7.375% Subordinated Notes due 2022 (CUSIP: 05965BAA5 and P12445AA3; ISIN: US05965BAA52 and USP12445AA33) (the "Notes"), from holders thereof (each, a "Holder" and collectively, the "Holders"), at the price and upon the terms and subject to the conditions set forth in the Offer to Purchase dated September 14, 2015 (as it may be amended or supplemented from time to time, the "Offer to Purchase") and in the related Letter of Transmittal dated September 14, 2015 (as it may be amended or supplemented from time to time, the "Letter of Transmittal" and, together with the Offer to Purchase, the "Offer Documents"), which together constitute the Offer (the "Offer"), announced to the market on September 14, 2015.

The Bank hereby announces that on September 25, 2015, at 5:00 p.m. EDT (the "Early Tender Date"), it had received valid tenders from Holders of U.S.$248,960,000 in principal amount of Notes. The Bank will accept for purchase on the Early Settlement Date (as defined below) all Notes validly tendered (and not validly withdrawn or rejected) as of the Early Tender Date (the "Accepted Early Tender Notes"). The Total Consideration (as defined in the Offer to Purchase) payable under the Offer for the Accepted Early Tender Notes is U.S.$199,168,000. The Accepted Early Tender Notes represent 32.12% of the principal amount outstanding of Notes as of September 14, 2015.

In accordance with the Offer Documents, the Early Settlement Date for Notes validly tendered and accepted for purchase shall be on September 30, 2015 (the "Early Settlement Date").

D. F. King & Co., Inc. is acting as the tender agent (in such capacity, the "Tender Agent") and as the information agent (in such capacity, the "Information Agent") for the Offer. Deutsche Bank Securities Inc. is acting as Dealer Manager for the Offer (the "Dealer Manager").

This announcement does not constitute an offer to sell any securities or the solicitation of an offer to buy any securities, nor does it constitute an offer to purchase securities in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such offer under applicable securities or "blue sky" laws. 

This announcement has been issued by and is the sole responsibility of the Bank. In accordance with normal practice, the Dealer Managers express no opinion on the merits of the Offer, nor do they accept any responsibility for the accuracy or completeness of this announcement or any other document prepared in connection with the Offer.

Any questions or requests for assistance or for additional copies of the Offer to Purchase may be directed to the Information Agent at one of its telephone numbers above.  A Holder (or a beneficial owner that is not a Holder) may also contact the Dealer Manager at its telephone number set forth below or its broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offer.

The Offer to Purchase and the Letter of Transmittal shall be available online at www.dfking.com/banrisul until the consummation or termination of the Offer.

SOURCE Banco do Estado do Rio Grande do Sul S.A.