MATERIAL FACT

SUL AMÉRICA S.A. ("Company"), (BM&FBovespa: SULA11), in compliance with the provisions of Brazilian Securities Commission (Comissão de Valores Mobiliários - "CVM") Instruction no. 358 of January 3, 2002 and of article 7§1 of CVM Instruction no. 471 of August 8, 2008 ("CVM Instruction 471"), hereby informs its shareholders and the market in general that on February 28th, 2014 filed with the Brazilian Financial and Capital Markets Association (Associação Brasileira das Entidades dos Mercados Financeiro e de Capitais - "ANBIMA") an application for registration of a public offering of simple unsecured non-convertible debentures under the Company's second debenture issue ("Issue" and "Offering", respectively) pursuant to the simplified procedure for registration of public offerings of securities provided for in CVM Instruction 471 and in the agreement made between ANBIMA and the CVM on August 20, 2008, as amended on January 25, 2010.

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Rio de Janeiro, February 28, 2014.

Arthur Farme d'Amoed Neto
Investor Relations Officer

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