Tereos Internacional SA : Notice to the Market - Conclusion of the Capital Increase

São Paulo, August 7th, 2012 NOTICE TO THE MARKET Conclusion of the Capital Increase in the Amount of R$369.6 million, 100% Subscribed

TEREOS INTERNACIONAL S.A. ("Tereos Internacional" or "Company"), a publicly-traded company (BM&FBOVESPA: "TERI3"), hereby informs its shareholders and the market in general, the conclusion of the capital increase as per the Notice to Shareholders released on June 15, 2012, as follows:

The second period for the apportionment for subscription of remainder shares in the Company's capital increase was concluded on August 3, 2012, achieving the maximum amount proposed by the Board of Directors. The capital increase was concluded with 100% of the shares subscribed, with a subscription of 76.1% by the controlling shareholder.

The Board of Directors met today and ratified the capital increase. 142,141,217 shares were subscribed for at the issuance price of R$2.60 per share, for a total amount of R$369,567,164.20. With this, the Company's share capital becomes R$2,807,005,993.88, representing 817,720,079 common shares.

The new shares issued will be traded on the BM&FBOVESPA from August 8th, 2012.

With the end of the capital increase, and the conclusion of the corporate restructuring announced on July 10, the shares in free float represent 29.3% of the Company's share capital, fully complying with the BM&FBOVESPA Novo Mercado rules.

The funds obtained from the capital increase will be used to expand the Company's operations as follows: (i) starch operations in Brazil; (ii) joint venture with Wilmar for the production of starch and sweeteners in China; and (iii) the diversification of the European starch operations.

FOR FURTHER INFORMATION, PLEASE CONTACT

Marcus E. Thieme

Investors Relations Officer

Felipe F. Mendes

Investors Relations Manager Tel: [phone] [e-mail]

Important Information
This communication is for informational purposes only and is not an offer of securities or invitation to subscribe for or purchase any securities of Tereos Internacional S.A. The securities mentioned in this communication have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act.
This communication contains certain forward-looking statements. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to Tereos Internacional S.A., are intended to identify forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and

Av. Brigadeiro Faria Lima, 201

11th floor Room 111 and 112

Pinheiros São Paulo SP Phone: [phone]

Zipcode 05426 - 100 Fax: [phone]

operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations. Undue reliance should not be placed on such statements. Forward-looking statements speak only for the date they are made, and we undertake no obligation to update any of them in the light of new information or future events.

Av. Brigadeiro Faria Lima, 201

11th floor Room 111 and 112

Pinheiros São Paulo SP Phone: [phone]

Zipcode 05426 - 100 Fax: [phone]