INTERNATIONAL MEAL COMPANY HOLDINGS S.A.

Corporate Taxpayers' 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 6404, of December 15, 1976, Instruction 358 of the Brazilian Securities and Exchange Commission ("CVM"), of January 3, 2002 ("ICVM358"), and Official Letter BM&FBOVESPA S.A./GAE 1.942-13 ("Official Letter"), hereby informs its shareholders and the market in general that:

Today it concluded negotiations on a possible partnership between IMC Holdings S.A. and Raízen
Combustíveis S.A, which was the subject of a Material Fact disclosed on May 2, 2013.
As disclosed at the time, the negotiations were preliminary and non-binding and did not lead to a favorable conclusion.
The Company also declares that it will continue seeking alternatives, always with the purpose of creating shareholder value, and that it will keep the market fully informed in line with its commitment to transparency and in accordance with its Policy of Disclosure of Material Acts or Facts and Confidentiality.
São Paulo, July 23, 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:

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