JBS N.V. Announces the Expiration and Results of Its Registered Exchange Offers

Amstelveen, Netherlands, Jan. 12, 2026 (GLOBE NEWSWIRE) -- JBS N.V. (the "Company," "JBS," "we" or "us") (NYSE:JBS, B3: JBSS32)), together with JBS USA Foods Group Holdings, Inc. and JBS USA Food Company Holdings (collectively, the "Co-Issuers"), announced today the expiration and results of its previously announced offers to exchange (the "Exchange Offers") any and all of the outstanding Old Notes (as defined below) for an equal principal amount of new notes (the "New Notes") in a transaction registered under the U.S. Securities Act of 1933, as amended (the "Securities Act").

The Exchange Offers expired at 5:00 p.m., New York City time, on January 12, 2026 (the "Expiration Date"). As of the Expiration Date, the aggregate principal amount of each series of the Old Notes set forth in the table below had been validly tendered and not validly withdrawn. The Co-Issuers have accepted for exchange all such tendered Old Notes in the Exchange Offers.

Upon the settlement of the Exchange Offers, holders of Old Notes who validly tendered and did not validly withdraw such Old Notes prior to the Expiration Date will receive an equivalent principal amount of New Notes of the applicable series. JBS expects that such settlement will occur on or about January 14, 2026.

The terms of the New Notes are identical in all material respects to the terms of the corresponding series of Old Notes, except that the New Notes have been registered under the Securities Act, will not be subject to transfer restrictions or registration rights, and the New Notes will bear different CUSIP numbers from the Old Notes of the corresponding series. None of the Co-Issuers will receive proceeds from the Exchange Offers.   The Co-Issuer will issue the New Notes under the same indentures that govern the applicable series of Old Notes. The Exchange Offers do not represent a new financing transaction.

The Exchange Offers have been registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), pursuant to an effective registration statement on Form F-4 filed with the Securities and Exchange Commission. The Exchange Offers were made pursuant to the terms and subject to the conditions set forth in a prospectus dated December 11, 2025, which has been filed with the Securities and Exchange Commission and forms a part of the Registration Statement.

THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO EXCHANGE, OR A SOLICITATION OF AN OFFER TO EXCHANGE, ANY SECURITIES DESCRIBED HEREIN.

Important Notice Regarding Forward-Looking Statements:

This press release contains certain forward-looking statements. Statements that are not historical facts, including statements about our perspectives and expectations, are forward-looking statements. The words "expect," "believe," "estimate," "intend," "plan" and similar expressions, when related to JBS N.V. and its subsidiaries, indicate forward-looking statements. These statements reflect the current view of management and are subject to various risks and uncertainties. Actual results could differ materially from those expressed in, or implied or projected by these forward-looking statements as a result of these risks and uncertainties, many of which are difficult to predict and beyond JBS N.V.'s control. JBS N.V.'s forward-looking statements in this press release speak only as of the date hereof, and JBS N.V. undertakes no obligation to update any such statement after the date of this press release, whether as a result of new information, future developments or otherwise, except as may be required by applicable law.

D.F. King & Co., Inc., as Exchange Agent

28 Liberty Street, 53rd Floor

New York, NY 10005

Attn: Michael Horthman

Email: [email protected]

Toll Free: (877) 283-0318

Banks and Brokers Call: (646) 759-4548

By Facsimile Transmission (eligible institutions only): (212) 709-3328

For Information or Confirmation by Telephone: (212) 232-3233