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Notice to the Market - Issuance of New Notes

Notice to the Market

Issuance of New Notes

Barretos (SP), January 11, 2013 - Minerva S.A. ("Company"), one of the leaders in South America in the production and sale of fresh beef, live cattle and cattle byproducts, with operations also in the beef, pork and poultry processing segments, hereby informs its shareholders and the market in general that the Company’s Board of Directors has approved: the issuance of debt securities by its subsidiary Minerva Luxembourg S.A. ("Issuer"), whose final terms and conditions will be defined according to market conditions and ratified in a meeting of the Company’s Board of Directors, which will be held in due course, and the provision for the early repurchase of debt securities issued abroad by the Company’s subsidiaries, with maturities scheduled in 2017, 2019 and 2022, which are currently outstanding on the international market ("Early Repurchase Provision").

The New Notes will be placed on the international market and offered solely to qualified institutional investors resident and domiciled in the United States of America, based on regulations issued by the Securities and Exchange Commission, specifically "Rule 144A", and, in other countries, except Brazil and the United States of America, based on "Regulation S". The proceeds of the new offering will be used for the early repurchase of debt securities with maturities scheduled in 2017, 2019

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Phone : +55 (11) 3074-2444
E-mail: ri@minerva.com.br

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