BRF S.A.
(incorporated in the Federative Republic of Brazil)

OFFERS TO PURCHASE FOR CASH

Up to the Maximum Amount (as defined herein) of its

4.350% Senior Notes due 2026
issued by BRF GmbH and guaranteed by BRF S.A.
(CUSIP Nos.: 05583BAA7 / A08163AA4 / ISINs: US05583BAA70 / USA08163AA41)
and
4.875% Senior Notes due 2030
issued by BRF S.A.
(CUSIP Nos.: 10552T AG2 / P1905CJX9 / ISINs: US10552TAG22 / USP1905CJX94)

THE OFFERS (AS DEFINED HEREIN) WILL EXPIRE AT 5:00 P.M. (NEW YORK CITY TIME) ON OCTOBER 4, 2023 (SUCH TIME AND DATE, WITH RESPECT TO ANY OFFER, AS THE SAME MAY BE EXTENDED IN BRF’S SOLE DISCRETION, THE “EXPIRATION DATE”). TO BE ELIGIBLE TO RECEIVE THE APPLICABLE OFFER’S TOTAL CONSIDERATION (AS DEFINED HEREIN), HOLDERS OF THE 2026 NOTES AND THE 2030 NOTES (EACH, AS DEFINED HEREIN) MUST VALIDLY TENDER AND NOT VALIDLY WITHDRAW THEIR NOTES AT OR PRIOR TO 5:00 P.M. (NEW YORK CITY TIME) ON SEPTEMBER 19, 2023 (SUCH TIME AND DATE, WITH RESPECT TO ANY OFFER, AS THE SAME MAY BE EXTENDED IN BRF’S SOLE DISCRETION, THE “EARLY TENDER DATE”). HOLDERS OF 2026 NOTES AND 2030 NOTES VALIDLY TENDERING THEIR NOTES AFTER THE EARLY TENDER DATE AND ON OR PRIOR TO THE EXPIRATION DATE WILL ONLY BE ELIGIBLE TO RECEIVE THE APPLICABLE OFFER’S TENDER CONSIDERATION (AS DEFINED HEREIN), WHICH EQUALS THE APPLICABLE TOTAL CONSIDERATION LESS THE EARLY TENDER PREMIUM (AS DEFINED HEREIN). VALIDLY TENDERED 2026 NOTES AND 2030 NOTES MAY BE WITHDRAWN IN ACCORDANCE WITH THE TERMS OF THE OFFERS AT OR PRIOR TO 5:00 P.M. (NEW YORK CITY TIME) ON SEPTEMBER 19, 2023 (SUCH TIME AND DATE, WITH RESPECT TO ANY OFFER, AS THE SAME MAY BE EXTENDED, IN BRF’S SOLE DISCRETION, THE “WITHDRAWAL DATE”).


Title of Security


CUSIPs


ISINs

Principal Amount Outstanding

Acceptance Priority Level(1)


4.350% Senior Notes due 2026


05583BAA7/A08163AA4



US05583BAA70/ USA08163AA41


U.S.$499,282,000.00


1


4.875% Senior Notes due 2030


10552TAG2 / P1905CJX9



US10552TAG22 / USP1905CJX94


U.S.$588,307,000.00


2

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(1) We will accept 2026 Notes and 2030 Notes in the order of their respective Acceptance Priority Levels specified in the table above (each, an “Acceptance Priority Level,” with 1 being the highest Acceptance Priority Level and 2 being the lowest Acceptance Priority Level), upon the terms and subject to the conditions set forth in this Offer to Purchase.

To view copies of the Offer To Purchase documents please click on the documents below

Offer to Purchase

Launch Press Release

To obtain additional copies of the Offer to Purchase, please contact the Information Agent.

The Tender and Information Agent for the Offer is:

D.F. King & Co., Inc.

E-mail: brf@dfking.com

48 Wall Street, 22nd Floor
New York, New York 10005
United States
Banks and Brokers call: +1 (212) 269-5550
All others call toll free (U.S. only): +1 (866) 416-0577

Any questions or requests for assistance or additional copies of this Offer to Purchase and the Notice of Guaranteed Delivery may be directed to the Information and Tender Agent at its telephone number or address set forth above.

Any questions related to the terms of the Offers may be directed to the Dealer Managers. You may also contact your broker, dealer, commercial bank or trust company or other nominee for assistance concerning the Offers.

The Dealer Managers for the Offer are:

BofA Securities, Inc.

One Bryant Park
New York, New York 10036
United States of America
Attn: Liability Management
Collect: +1 (646) 855-8988
U.S. Toll Free: +1 (888) 292-0070

Santander US Capital Markets LLC

437 Madison Avenue
New York, New York 10022
United States of America
Attn: Liability Management
U.S. Toll Free: +1 (855) 404-3636
Fax: +1 212-407-0930
E-mail: DCMAmericas@santander.us