BRF S.A.: Announcement to the Market

SAO PAULO, May 15, 2013 /PRNewswire/ -- BRF S.A. ("BRF" - BM&FBovespa: BRFS3; NYSE: BRFS) announces that today it priced international offerings of (i) 10 (ten) year bonds in the aggregate amount of U.S.$500 million (the "USD Bonds") and (ii) 5 (five) year bonds in the aggregate amount of R$500 million (the "BRL Bonds" and, together with the USD Bonds, the "Bonds") (collectively, the "Offerings").

The USD Bonds, which will mature on May 22, 2023, will be issued with a coupon of 3.95% per year (yield to maturity 4.135%), payable semi-annually beginning on November 22, 2013.

The BRL Bonds, which will mature on May 22, 2018, will be issued with a coupon of 7.75% per year (yield to maturity 7.75%), payable semi-annually beginning on November 22, 2013.

The Bonds will be senior unsecured obligations of BRF and rank pari passu with other senior unsecured indebtedness of BRF.

BRF intends to use the proceeds of the Offerings to extend its debt maturity profile by refinancing short- and medium-term maturity indebtedness and for general corporate purposes.

The Bonds have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or the "Securities Act," and may not be offered or sold in the United States of America absent registration or an applicable exemption from registration requirements. The Bonds are being sold exclusively to qualified institutional investors, as defined under Rule 144A of the Securities Act, and to non-U.S. persons pursuant to Regulation S under the Securities Act. The Bonds have not been, and will not be, registered with the Brazilian Securities and Exchange Commission (Comissao de Valores Mobiliarios - CVM).  The Bonds may not be offered or sold in Brazil, except in circumstances that do not constitute a public offering or unauthorized distribution under Brazilian laws and regulations.  The Bonds are not being offered into Brazil. BRF intends to apply for listing of the Bonds on the Luxembourg Stock Exchange for trading on the Euro MTF Market, subject to approval by the same.

This announcement does not constitute an Offering to sell Bonds nor a request for Offerings to purchase the Bonds, nor shall any offer or sale of these Bonds take place in any state or jurisdiction in which such Offering is prohibited, under the securities laws of that state or jurisdiction.

CONTACT: Investor Relations Team, +55-11-2322-5061

SOURCE BRF S.A.



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