Sadia and Perdigao

1. Sadia and Perdigao A Brasilian Food Superpower

2. Mandate How should Perdigao approach the merger with Sadia Valuation Strategic Rationale Moving Forward

3. Recommendation Offer a swap ratio of 0.27 shares per Common Sadia share Offer swap ratio of 0.22 per NC and Preferred share Will result in first year accretion of $1.81

4. Rationale

5. Post-Merger Snapshot • Perdigao (Now) • Brazil Foods SA (Post-Merger) • EBITDA of • Player if the agribusiness • Select product segments • EBITDA of • Dominate leader in Market • Compete across varied product segments • Take advantage of scale

6. Brazil: Growth in Agribusiness There is a growing Food industry with a focus on scale

7. The Benefits of the Merger A merger would create a leading company for Brazil

8. Why is ‘Now’ the Ideal Time? Now is the ideal time to merge to have the best return

9. The Decision to Merge Become Market Leader Capitalize on Scale Merge Now Sadia in a weak position

10. Valuation

11. Valuation Overview

12. Sadia Standalone Interest expenses creates a drag on Sadia earnings

13. Sadia Standalone – Cash Flow Sadia will be hard pressed to finance debt repayments

14. Valuation – Sadia WACC Sadia WACC estimated to be roughly 10.8%

15. Valuation – Sadia DCF D&A assumption is adjusted to reflect lower capital spending

16. Valuation – Swap Ratio Total Share issuance of roughly 160 million

17. Proforma Very accretive deal for all shareholders

18. Proforma Debt Very accretive deal for all shareholders

19. Proforma Cash Flow Merged company will be able to support debt repayment

20. Implementation

21. Implementation

22. Timeline Regulators are the deal breaker

23. Derivative Major unpredictable fluctuations in inflation and currency rates are protected

24. Regulatory spin off Targeting domestic will satisfy regulators

25. Ownership Structure Existing Perdigao shareholders will own 56% of the Merged Company

26. Conclusion Thank you