INTERNATIONAL MEAL COMPANY HOLDINGS S.A.

Corporate Taxpayer's ID (CNPJ/MF) 08.936.792/0001-12
Company Registry (NIRE) 35.300.343.531
Publicly-held Company

MATERIAL FACT INTERNATIONAL MEAL COMPANY HOLDINGS S.A. (BM&FBovespa: IMCH3) ("Company"), pursuant to Article 157, Paragraph 4 of Law nº 6,404 of December 15, 1976, Brazilian Securities Exchange Commission ("CVM") Rule nº 358 of January 3, 2002 ("ICVM358") and Official Letter BM&FBOVESPA S.A./GAE 1.942-13 ("Official Letter"), informs its shareholders and the market in general that:

On this date, through its subsidiaries Grupo Restaurantero del Centro S.A. de C.V. and Inversionistas en Restaurantes de Carnes y Cortes S. de R.L. de C.V., concluded the acquisition of rights over Gino's brand, besides 12 owned restaurants and 16 franchises located in Mexico.
Gino's chain perfectly fits into the Company's strategy of pursuing business with solid reputation and growth potential in captive markets. With 45-year history, Gino's chain focuses its operations in the Mexican and Italian food, which have perfect synergy with IMC's current central kitchen in Mexico, thus, diluting the fixed costs currently seen in that country.
With this announced acquisition, the Company reaches 52 stores in Mexico, which currently represents its second largest market and where IMC relies on a whole team to manage the restaurants.
The acquisition will be financed by local debt and the multiple paid by the Company was 6.5 x
EBITDA.
IMC points out that the amounts involved do not represent a material investment, under the terms of Article 247, Sole Paragraph of Law nº 6,404/76, reason that this acquisition was not purpose of resolution at the Shareholders' Meeting.
São Paulo, June 10, 2013.

INTERNATIONAL MEAL COMPANY HOLDINGS S.A.

Julio Cesar Millán
Chief Financial and Investor Relations Officer
For further information, please contact the Investor Relations Department:

Telephone: +55 (11) 3041-9653 E-mail: ri@internationalmealcompany.com Website: www.internationalmealcompany.com/ir
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