SAO PAULO, Aug. 10, 2017 /PRNewswire/ -- In compliance with
what is stated in article 157, clause 4, of Law Nº 6.404/1976, and
within the terms of CVM Instructions Nº 358/2002 and 567/2015, BRF
S.A. ("BRF" or the "Company" – B3: BRFS3; NYSE: BRFS) hereby
informs the public that its Board of Directors, at a meeting held
on this date, authorized the Company to sell, in operations to be
carried out at B3 S.A. Brasil,
Bolsa, Balcão ("B3"), an amount of up to the total of the
13,468,001 shares issued by it currently held in treasury ("Shares
Held in Treasury"). The Company points out that the aim of this
sale is to strengthen the Company's cash, reduce the levels of its
financial leverage, and allow the Company to comply with what is
stated in articles 7 and 9 of CVM Instruction Nº 567/2015.
Furthermore, the Board of Directors also authorized the Company
to contract with a top line financial institution ("Bank") Total
Return Swap instruments to be registered at the B3, in amounts
equivalent to those of the Shares Held in Treasury sold, with
periods of maturity of up to 18 (eighteen) months, with no
possibility of renewal ("Swap Contracts"). The Swap Contracts will
establish that the Company shall receive the variation of the price
related to the shares of its issue traded on the stock market (long
leg) and pay a percentage of the CDI/CDI + spread (short leg)
during its lifespan, with the Company´s exposure left
unaltered in relation to the shares previously held in treasury.
During the lifespan of the Swap Contracts, the marking to market
price will be registered on a monthly basis in the Company´s
Financial Statements, under the financial expenses item, and the
changes may result in relevant impacts (positive or negative) in
BRF´s net income. The Swap Contracts will establish the exclusively
financial mode of settlement and will not contain any forecast on
the exercise of the voting right of the shares issued by the
Company which may eventually be held by the Bank.
Further information on the operations which are the subject of
this Material Fact are available, as required by Appendix 30-XXXVI
of CVM Instruction Nº 480/2009, on the Company´s Investor Relations
page, as well as on the pages of the Brazilian Securities and
Exchange Commission – CVM and the B3, accessible via the
Internet.
São Paulo, August 10,
2017
Pedro de Andrade
Faria
Chief Executive Officer, Chief Financial
Officer and Director of Investor Relations
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SOURCE BRF S.A.