CREATED AFTER THE MERGER OF THE BRAZILIAN COMPANIES PERDIGÃO AND SADIA, ANNOUNCED IN 2009 AND COMPLETED IN 2012.
BRF S.A., a publicly-traded company since 1980, is subject to the requirements of the Corporations Law and the rules and regulations of the Brazilian Securities Exchange Commission (CVM). Both companies that comprised BRF (Perdigão and Sadia) were family businesses that grew and expanded, becoming major players in the food market in Brazil and, later, abroad, with products reaching more than 150 countries.
The Company also traded on the New York Stock Exchange (NYSE - ADR level III).
BRF AND SADIA ASSOCIATION
BRF received Administrative Council for Economic Defense (Cade) approval on July 13, 2011. The business depended on compliance with a Performance Commitment Term (TCD) to sell a series of assets comprised of ten processed food and four ration factories, two swine and two poultry slaughterhouses, 12 poultry (hens) farms, two bird incubators and eight distribution centers.
The term also required the sale of the Rezende, Wilson, Texas, Tekitos, Patitas, Escolha Saudável, Light Elegant, Fiesta, Freski, Confiança, Doriana and Delicata brands. Additionally, BRF agreed to temporarily suspend the Perdigão and Batavo brands in some product categories. Based on an analysis of the 2010 results, the sale of assets and brands complies with the requirements of the Administrative Council for Economic Defense (Cade), and resulted in revenues of 1.7 billion reals, at a volume of 456 thousand tons of in natura, elaborated and processed products, commemorative products and margarines.
In December 2011, these assets were traded with Marfrig, with the transfer of assets agreement signed on March 20, 2012. In exchange, BRF will receive the totality of shareholder interests in Quickfood S.A., with headquarters in Argentina (which will be restructured to comply with the signed agreement), equal to 90.05% of capital stock, and an additional payment of 350 million reals.
In 2012, the transfer of units to Marfrig, resulting from the Performance Commitment Term (TCD) agreed upon with the Administrative Council for Economic Defense (Cade) for the Sadia and Perdigão merger approval process, was concluded.
Several organizational changes highlighted the company in 2013. A new Board of
Directors was elected, departments were reorganized and a matrix structure was adopted. BRF’s leadership team now included a global CEO, a Brazil CEO and an international CEO. The vice-presidency of marketing and innovation was also created, which was aligned with the new operational model, oriented to the consumer, the client and the market, and offering new products with cutting edge technology.
We also undertook the structuring of a new strategic plan, BRF-17 - a milestone that defines the company‘s direction. Furthermore, an agreement was announced for transferring cattle operations to Minerva S.A. in exchange for shareholder participation in this company. This agreement was approved by Cade on August, 20, 2014.
On September 3, 2014, BRF entered into a binding memorandum of understanding with Lactalis, a company controlled by Parmalat S.p.A., an Italian publicly held company pertaining to the Groupe Lactalis S.A., or "Groupe Lactalis," for the sale of its dairy division, including: (i) manufacturing facilities located in the cities of Bom Conselho (PE), Carambeí (PR), Ravena (MG), Concórdia (SC), Teutônia (RS), Itumbiara (GO), Terenos (MS), Ijuí (RS), Três de Maio I (RS), Três de Maio II (RS) and Santa Rosa (RS), and (ii) related assets and trademarks (Batavo, Elegê, Cotochés, Santa Rosa and DoBon) dedicated to such segment. The transaction closed on July 1, 2015 for a total consideration of US$697.8 million.
On June 30, 2016, we approved the establishment of our subsidiary One Foods Holding Ltd. ("OneFoods"), formerly known as Sadia Halal, dedicated to the production, distribution and sale of halal products. Such restructuring process will contemplate the transfer of several assets related to the production and distribution of halal products, including: (i) grain storage facilities, feed mills, agreements with outgrowers (outsourced farmers), hatcheries and eight slaughtering and processing plants in Brazil; (ii) one processing plant in United Arab Emirates; (iii) the equity participation in FFM Further Processing SDN BHD and (iv) the equity participation held by us in certain distribution companies based in Saudi Arabia, Qatar, United Arab Emirates, Sultanate of Oman and Kuwait.These assets were transferred to SHB Comércio e Indústria de Alimentos S.A. ("SHB"), a controlling shareholder of OneFoods, or directly to OneFoods. We will also transfer or license to OneFoods some brands that we use in some halal markets. We are analyzing strategic alternatives for the expansion of our halal business in our current markets as well as in those not currently served by us, as well as alternatives for the capitalization of OneFoods. OneFoods, based in Dubai, United Arab Emirates, started operations on January 2, 2017.