NOTICE TO THE MARKET
Fourth Issue of Simple Non-Convertible Unsecured Debentures
Barretos, June 12, 2013 – Minerva S.A. (“Company”) hereby informs its shareholders and the market in general that the Board of Directors‘ Meeting of June 11, 2013 approved the Company‘s fourth (4th) issue of simple non-convertible unsecured debentures with an additional personal guarantee, in a single series, in the total amount of three hundred million reais (R$300.000.000.00) (“Restricted Offering”).
A total of thirty thousand (30,000) debentures will be issued, with a nominal unit value of ten thousand reais (R$10,000.00), maturing on June 15, 2018 (“Nominal Unit Value” and “Debentures”, respectively). The Restricted Offering will be publicly distributed with restricted placement efforts, pursuant to Instruction 476 of January 16, 2009, as amended, issued by the Brazilian Securities and Exchange Commission (“CVM”), registration of the public distribution with the CVM and ANBIMA – Brazilian Association of Financial and Capital Market Entities being dispensed with.
The Nominal Unit Value of the Debentures will not be monetarily restated. The Nominal Unit Value of the Debentures (or balance of their Nominal Unit Value, if applicable) will be remunerated at one hundred percent (100%) of the accrued variation in the average daily one-day over extra-grupo Interbank Deposit Rate (DI), expressed as an annual percentage based on a year of two hundred and fifty-two (252) business days, calculated and disclosed on a daily basis by CETIP S.A. – Mercados Organizados in its daily bulletin on its webpage (http://www.cetip.com.br), plus a spread equivalent to one and seventy-five hundredths of a percent (1.75%) per year of two hundred and fifty-two (252) business days, to be paid semi-annually.
The proceeds from the Restricted Offering will be used to extend the profile of the Company‘s debt and/or reinforce its working capital. In accordance with our liability management policy, this issue will contribute to our ongoing objective of lowering the Company‘s cost of debt without altering the leverage ratios.
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