BRFS BRF SA

FORM 6-K
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934

dated June 2, 2015

Commission File Number 1-15148

BRF S.A.
(Exact Name as Specified in its Charter)

N/A
 (Translation of Registrant’s Name)

1400 R. Hungria, 5th Floor
Jd América-01455000-São Paulo – SP, Brazil
 (Address of principal executive offices) (Zip code)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x   Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(1):                   

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7):                   

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o   No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.

*             *             *

This material includes certain forward-looking statements that are based principally on current expectations and on projections of future events and financial trends that currently affect or might affect the Company’s business, and are not guarantees of future performance.  These forward-looking statements are based on management’s expectations, which involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the Company’s control and any of which could cause actual financial condition and results of operations to differ materially fom those set out in the Company’s forward-looking statements.  You are cautioned not to put undue reliance on such forward-looking statements.  The Company undertakes no obligation, and expressly disclaims any obligation, to update or revise any forward-looking statements.  The risks and uncertainties relating to the forward-looking statements in this Report on Form 6-K, including Exhibit 1 hereto, include those described under the captions “Forward-Looking Statements” and “Item 3. Key Information — D. Risk Factors” in the Company’s annual report on Form 20-F for the year ended December 31, 2012.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

EXHIBIT INDEX

BRF S.A.

Publicly-held Company

CNPJ 01.838.723/0001-27

NIRE 42300034240

CVM 1629-2

MINUTES OF BOARD OF DIRECTORS’ EXTRAORDINARY MEETING HELD ON MAY 19, 2015

1.         DATE, TIME AND PLACE: On May 19, 2015, at 7:00 p.m., virtually held pursuant to Paragraph Two of Article 17 of the Bylaws.

2.        BOARD: The meeting had Mr. Abilio dos Santos Diniz as its Chairman and Mrs. Ana Luísa Rovai Hieaux as its Secretary.

3.        CALL OF MEETING AND ATTENDANCE: The call of meeting was made under the Company’s Bylaws, being attended by Messrs. Abilio dos Santos Diniz, Marco Geovanne Tobias da Silva, Vicente Falconi Campos, Walter Fontana Filho, Luiz Fernando Furlan, José Carlos Reis de Magalhães Neto, Manoel Cordeiro Silva Filho, Paulo Guilherme Farah Correa, Henri Philippe Reichstul.

4.        AGENDA: Approve the commencement of: (i) an offer by Sadia Overseas Ltd. to purchase for cash (the “2017 Notes Tender Offer”) any and all outstanding 6.875% Senior Notes due 2017 issued by Sadia Overseas Ltd. (the “2017 Notes”), (ii) an offer by BFF International Limited to purchase for cash (the “2020 Notes Tender Offer”) any and all outstanding 7.250% Senior Notes due 2020 (the “2020 Notes”) issued by BFF International Limited and (iii) an offer by BRF S.A. to purchase for cash (the “2022 Notes Tender Offer” and together with the 2017 Notes Tender Offer and the 2020 Notes Tender Offer, the “Tender Offers”) any and all outstanding 5.875% Senior Notes due 2022 (the “2022 Notes” and together with the 2017 Notes and 2020 Notes, the “Notes”) issued by BRF S.A.

5.        RESOLUTIONS: Upon commencing the meeting, verifying the attendance quorum and convening this meeting, the members of the Board of Directors approved, by unanimous vote and without reservations, the Tender Offers starting on May 20, 2015, in the estimated amount of US$500,000,000 (five hundred million dollars). The Executive Board of the Company and its subsidiaries are hereby authorized to take all actions and execute all documents necessary to implement the Tender Offers.

6.        DOCUMENTS FILED AT COMPANY’S HEAD OFFICE: The documents related to the matters on the agenda that support the resolutions held by the Board of Directors and/ or the information provided during the meeting are filed at the Company's head office.

7.        CLOSING: There not being anything further, the Chairman declared the meeting closed, the minutes were drawn-up as a summary, which was read, found to be compliant and signed by all of the present members. São Paulo, May 19, 2015. Signatures: Board: Mr. Abilio dos Santos Diniz – Chairman; Mrs. Ana Luísa Rovai Hieaux – Secretary. Directors: Messrs. Abilio dos Santos Diniz, Marco Geovanne Tobias da Silva, Vicente Falconi Campos, Walter Fontana Filho, Luiz Fernando Furlan, José Carlos Reis de Magalhães Neto, Manoel Cordeiro Silva Filho, Paulo Guilherme Farah Correa, Henri Philippe Reichstul.

_____________________________

Ana Luísa Rovai Hieaux

Secretary