Filed pursuant to Rule 433
Registration Statement No. 333-181500
Relating to Preliminary Prospectus Supplement
dated September 5, 2012
FEDERATIVE REPUBLIC OF BRAZIL - FINAL PRICING TERMS
| Issuer | Federative Republic of Brazil | |
| Transaction | 2.625% Global Bonds due 2023 | |
| Ratings* | Baa2/BBB/BBB (Positive / Stable / Stable) | |
| Distribution | SEC Registered | |
| Amount Issued | US$1,250,000,000, Brazil reserves the right to increase the aggregate principal amount of the global bonds being offered by up to 10% or US$125,000,000, during Asian market hours on September 6, 2012 | |
| Gross Proceeds | US$1,243,200,000 | |
| Coupon | 2.625% 30/360-day count basis | |
| Maturity | January 5, 2023 | |
| Offering Price | 99.456% (plus accrued interest, if any, from September 12, 2012) | |
| Yield to Maturity | 2.686% | |
| Underwriting Fee | 0.25% | |
| Denominations (Min/Increments) | US$200,000/ US$1,000 | |
| Interest Payment Dates | January 5 and July 5 | |
| First Interest Payment Date | January 5, 2013 | |
| Optional Redemption | The global bonds may be redeemed at the option of Brazil in whole or in part by paying a redemption price equal to the principal amount of the global bonds plus a Make-Whole Amount at the Treasury Rate plus 15 basis points plus accrued interest on the principal amount of the global bonds to the date of redemption. | |
| Pricing Date | September 5, 2012 | |
| Settlement Date | September 12, 2012 (T+5) | |
| CUSIP / ISIN | 105756BU3 / US105756BU30 | |
| Listing | Euro MTF Market Luxembourg | |
| Joint Bookrunners | Banco BTG Pactual S.A. – Cayman Branch** Deutsche Bank Securities Inc. | |
| Co-Manager | BB Securities Limited** | |
| Underwriting Commitments | Banco BTG Pactual S.A. – Cayman Branch: US$618,750,000 Deutsche Bank Securities Inc.: US$618,750,000 BB Securities Limited: US$12,500,000 |
A preliminary prospectus supplement of Brazil accompanies the free-writing prospectus and is available from the SEC’s website at:
http://www.sec.gov/Archives/edgar/data/205317/000119312512380037/d406082d424b5.htm
The issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the Securities and Exchange Commission for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it from your sales representative at Banco BTG Pactual S.A. – Cayman Branch, calling collect at 1-212-293-4618 or at Deutsche Bank Securities Inc., calling toll free at 1-800-503-4611.
* A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
** Neither Banco BTG Pactual S.A. – Cayman Branch nor BB Securities Limited are broker-dealers registered with the SEC and therefore may not make sales of any global bonds in the United States or to U.S. persons except in compliance with applicable U.S. laws and regulations. To the extent that Banco BTG Pactual S.A. – Cayman Branch and BB Securities Limited intend to effect sales of the global bonds in the United States, they will do so only through BTG Pactual US Capital, LLC or Banco do Brasil Securities LLC, their respective selling agents, or one or more U.S. registered broker-dealers or otherwise as permitted by applicable U.S. law.
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