Marfrig Global Foods : Results of the final settlement of the Cash Tender Offers

MARFRIG GLOBAL FOODS S.A.

Public Company

Taxpayer ID (CNPJ/MF): 03.853.896/0001-40

(BM&FBOVESPA: MRFG3)

NOTICE TO THE MARKET

São Paulo, May 24, 2019 - Marfrig Global Foods S.A. (BM&FBovespa: MRFG3 and Level 1

ADR: MRTTY - "Marfrig" or "Company"), in accordance with Instruction 358 of the Securities and Exchange Commission of Brazil (CVM) dated January 3, 2002, and complementing the notice to the market released by the Company on April 26, 2019 and on May 10, 2019 ("Offers Notice"), hereby announces to the market and its shareholders the results of the partial settlement of the cash tender offers to the respective holders ("Holders") of any and all (i) 11.250% Senior Notes due 2021 ("2021 Senior Notes") issued on Sep. 20, 2013 by Marfrig Holdings ("2021 Tender Offer"); and (ii) 8.000% senior notes due 2023 ("2023 Senior Notes" and, jointly with the 2021 Senior Notes, the "Senior Notes") issued on Jun 8, 2016 by Marfrig Holdings ("2023 Tender Offer," and, jointly with the 2021 Tender Offer, the "Offers").

The Offers expired at 11:59 p.m. (New York City time) on May 23, 2019 ("Expiration Date"). Until said date, Senior Notes with aggregate principal of US$ 560,200,000 were validly offered and tendered, with said Senior Notes accepted for acquisition in accordance with the terms of the Offers, as detailed below: (i) US$ 6,288,000 in aggregate principal of the 2021 Senior Notes, or approximately 22.62% of the outstanding 2021 Senior Notes; and (ii) US$ 553,912,000 in aggregate principal of the 2023 Senior Notes, or approximately 55.39% of the outstanding 2023 Senior Notes.

This notice to the market is released for disclosure purposes only, in accordance with applicable legislation. This notice to the market does not constitute marketing material and should not be interpreted as advertising an offer to sell or soliciting any offer to buy securities issued by the Company, Marfrig Holdings or Marfrig Overseas. This notice to the market is not for distribution in or into or to any person located or resident in the United States, its territories

IR CONTACTS

Av. Queiroz Filho, 1560 - Bloco 5 (torre Sabiá) - 3º andar (sala 301) - Vila Hamburguesa - São Paulo - SP - CEP: 05319-000

Telephone: [phone]

www.marfrig.com.br/ri

e-mail: [e-mail]

and possessions, any state of the United States or the District of Columbia or in any jurisdiction where it is unlawful to release, publish or distribute this announcement.

Marco Antonio Spada

Chief Financial and Investor Relations Officer

Marfrig Global Foods S.A.

IR CONTACTS

Av. Queiroz Filho, 1560 - Bloco 5 (torre Sabiá) - 3º andar (sala 301) - Vila Hamburguesa - São Paulo - SP - CEP: 05319-000

Telephone: [phone]

www.marfrig.com.br/ri

e-mail: [e-mail]