Notice to the Market – Acquisition of Plant in Janaúba – 03/06/2014

Notice to the Market

Minerva S.A. ("Minerva" or "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, informs its shareholders and the market in general that in this date was published in the newspaper Diário Oficial do Estado de São Paulo, the decision of the judge of the 16th Civil Court of São Paulo ratifying the proposal offered by the Company, for R$40 million, for the beef slaughtering and deboning plant located in the city of Janaúba, in the north of Minas Gerais State, in a judicial auction that offered the assets of the bankrupt estate of Frigorífico Kaiowa S.A.

The Janaúba plant will have slaughtering and deboning capacity of roughly 900 heads/day after investment. The Company estimates an annual revenue of about R$500 million and annual EBITDA between R$45 million and R$50 million.

Considering that the plant is currently closed, Minerva expects investments for operational modernization to range between R$10 million and R$15 million and working capital requirements to range between R$30 million and R$40 million.

This acquisition represents an excellent opportunity for the Company to increase its presence in the State of Minas Gerais, which is known for its good sanitary conditions and the second largest cattle herd in Brazil (estimated at 24 million head). The location of the plant is benefited by the large potential of offering of raw material, which comes from the north of Minas Gerais State.

This operation is part of Minerva‘s growth and geographical diversification strategy in South America, and is aimed at streamlining the production of industrial units in Brazil. It is worth noting that in November 2013, the Company announced the acquisition of two slaughtering plants from BRF S.A. located in the state of Mato Grosso, which are awaiting the approval by the Brazilian Antitrust Authority (CADE).

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