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Minerva S.A. 3Q11 Earnings Release November 3rd, 2011 Web: www.minerva.ind.br/ri E-mail: ri@minerva.ind.br

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Barretos, November 3, 2011 – Minerva S.A. (BOVESPA: BEEF3; Bloomberg: BEEF3.BZ; Reuters: BEEF3.SA), a leader in the production and sale of fresh beef, live cattle and cattle byproducts in South America, with operations also in the beef, pork and poultry processing segments, announces today its results for the third quarter of 2011 (3Q11). Except where stated otherwise, the financial and operating information herein is presented in BRGAAP and Brazilian real (R$), in accordance with IFRS standards.

ü We continued with the expansion of our gross revenues, which have set a record of R$1.1 billion in the third quarter of 2011, 19.3% higher than the same period last year and 12.0% larger than the second quarter of 2011;

ü We expanded the utilization rate of our installed capacity to 78.2%, a growth of 1.5p.p. compared to the 76.7% recorded in the previous quarter;

ü Revenue from exports grew 22.3% on previous quarter with expansion of our market share to 24.7%, from 21.8%;

ü Sales in our domestic distribution network were up 41.9% compared to the third quarter last year, with commercialization of 3rd party products growing 68.0% in volume in the same period;

ü We announced the expansion of our distribution network in the domestic market through the inauguration of our first Distribution Center in northeast Brazil, in Fortaleza.

ü EBITDA came to R$90.9 million in 3Q11 with margin of 8.5% and R$322.2 million in the last 12 months ending on Sep 30th with margin of 8.5%;

ü Net result in the third quarter came in at R$15.5 million, reversing the loss recorded in the second quarter of 2011. Year to date, net result amounted to R$26.6 million;

ü We ended the third quarter with R$711.7 million in cash, increasing our liquidity to benefit from any eventual opportunities that might arise;

ü Continuing the deleveraging process, we successfully raised R$200 million through the issue of mandatorily convertible debentures into shares, inaugurating the segment of public issuances of such instruments in Brazil;

ü Our FX hedging policy showed to be precise and effective, reducing the impact of FX variation on our indebtedness. The net debt / EBITDA metric was 3.88x, a reduction of 0.11x in relation to the previous quarter;

ü We repurchased our subscription warrants (BEEF11), registering 95% adhesion from the warrant holders and avoiding a dilution of approximately 28% to our shareholders base.

Third Quarter 2011 Highlights

Minerva (BEEF3)

Stock quote on 1-Nov-11: R$4.80

Market Cap: R$508.4 million

105,909,718 Shares

Free Float – 32.5%

Conference Calls

Portuguese Friday, November 4, 2011

9:30 am (Brasilia) 7:30 am (US EDT)

Phone: +55 (11) 3127-4971 Code: Minerva

Replay: +55 (11) 3127-4999 Code: 93383960

English

Friday, November 4, 2011 11:30 am (Brasília) 9:30 am (US EDT)

Phone: +1 (412) 317-6776 Code: Minerva

Replay: +1 (412) 317-0088 Code: 10006363

IR Contact:

Fernando Galletti de Queiroz

CEO and IRO

Phone: (17) 3321-3355 ri@minerva.ind.br

3Q11 Results

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R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Slaughtering (1.000 heads) 447.4 432.0 3.6% 393.8 13.6% 1,613.0 1,480.8 8.9% Sales Volume (1.000 tonnes) 114.2 102.0 11.9% 97.2 17.5% 384.5 360.0 6.8% Gross Revenues 1.137.4 1.015.1 12.0% 953.6 19.3% 4,011.8 3,376.7 18.8% Domestic Market 484.1 481.0 0.6% 326.7 48.2% 1.752.9 1.106.0 58.5% Export Market 653.3 534.1 22.3% 626.9 4.2% 2.258.9 2.270.7 -0.5% Net Revenues 1.063.8 940.2 13.1% 909.9 16.9% 3.750.0 3.231.7 16.0% EBITDA 90.9 79.7 14.0% 66.6 36.5% 322.2* 239.9 34.3% EBITDA Margin 8.5% 8.5% 0.0 p.p. 7.3% 1.2 p.p. 8.5% 7.4% 0.9 p.p. Net Result 15.5 (3.4) n.a. 24.3 -36.5% 54.2 1.3 n.a. Net Margin 1.5 -0.4% 1.8 p.p. 2.7 -3.0 p.p. 1.4% 0.0% 1.4 p.p. Net Debt/EBITDA 3.88x 3.99x -0.11x 4.04x -0.35x 3.88x 4.04x -0.16x

(*) Pro-forma EBITDA includes PUL

Despite the beginning of the off-season, when cattle supply becomes scarce, cattle prices (quoted in arrobas, or@) maintained the downward trend in 3Q11. The ESALQ/BM&FBovespa indicator fell 0.9% from 2Q11, after having decreased 3.5% between 1Q11 and 2Q11.

The drought this year was much milder than last year, reducing its effects on the degradation of pastures. Moreover, the return of rainfall in mid-October should help rebuild the pastures and, consequently, cattle supply during next season.

On the other hand, the availability of feedlot cattle during the off-season in 2011 increased by about 15% from the previous year, confirming the results of our surveys during first half of the year. The cow retention phase that has extended over the past three years has driven calf production and, consequently, cattle supply. According to the Brazilian Institute of Geography and Statistics (IBGE), Brazil’s cattle supply reached a record 210 million heads in 2010. As stated by AgraFNP, a consultancy firm, the number of calves also have been increasing year by year, reaching roughly 50 million heads in 2010. Thus, we expect Brazil to enter a positive moment of the cattle cycle in the short term, marked by a scenario of abundant cattle supply at more moderate prices, which should reduce our costs and push up our margins.

On the demand side, beef consumption has not slackened. Inventories continue to be very tight in relation to demand, supporting prices on elevated levels. We also noticed some scarcity of beef in the market due to a slowdown in production by our competitors, increasing the average idle capacity in the sector. For its part, Minerva was able to expand its installed capacity utilization to 78.2%, from 76.7% in the second quarter of 2011, contributing

Main indicators

Message from Management

3Q11 Results

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to the dilution of fixed costs. This was the result of our strategy, executed in the first half of the year, of forward cattle purchases for delivery during the off-season.

The domestic market remains buoyant, essentially sustained by the upward social mobility of lower-income classes. Revenue from our domestic distribution network in the third quarter of 2011 grew 41.9% year over year, while the sale of 3rd party products, 68.0% in volume. Our One-Stop-Shop approach, by which we sell a complete range of perishable products, has earned the loyalty of a growing number of clients and strongly boosted consumption. In light of this, we plan to expand the coverage of our logistics structure in the domestic market and hence recently announced the inauguration of another Distribution Center, the first in northeast Brazil. As for Minerva Dawn Farms, the news is the barbecue steak, a result of our partnership with the Food Service segment for the development of new products, and which should be launched in the market in the coming weeks.

On the external front, our sales were up 22.3% compared to the second quarter. We managed to increased our market share to 24.7%, up 2.9 p.p. from the previous quarter. The highlight is the growing demand coming from the Middle East region. We also benefitted from the improved management of our commercial portfolio, which focused on more profitable markets. In addition, Japan signaled greater flexibility in meat imports from the U.S., opening up excellent opportunities for Brazil in other markets that import from the U.S. Added to this, the recent appreciation of the U.S. dollar also helped make Brazilian beef even more competitive.

The foot-and-mouth disease outbreak in Paraguay had a minor affect to our operations. We redistributed volumes to other plants, thereby improving the conditions for exports from Brazil. We have already adapted our commercial policy for the new scenario, operating with focus on the domestic market and with a more adequate structure.

Minerva’s expertise in risk management once again proved effective: our currency hedge policy was highly effective in hedging our foreign currency-denominated debt, thus cushioning the impact of the stronger dollar. The Beef Desk, which is the core of our risk management policy, continues to guide our decisions with the constant objective of maximizing the return from our operations and locking up our margins.

Despite the volatile conditions across the capital markets on account of the European sovereign debt crisis and the stagnation of the U.S. economy, we turned in a positive performance in the quarter. We successfully raised R$200 million from the issue of mandatorily convertible debentures into shares, accelerating our deleveraging process and launching the segment of public issuance of convertible instruments in Brazil. Our leverage, measured by the net debt/EBITDA ratio, decreased to 3.88x, despite the negative accounting effect of the foreign exchange variation, which attests to our focus and commitment to deleveraging. We also repurchased the outstanding subscription warrants, which had the adhesion of 95% of the warrant holders. The redemption of these instruments avoided an immediate dilution of the shareholder base, estimated at around 28%.

We believe that the protein industry will continue its consolidation process and we are well prepared to play a pivotal role in this scenario. We are always on the close lookout for potential opportunities, but our decisions will always be based on rational economic, financial and strategic precepts as we take the appropriate steps backed by an adequate capital structure.

Fernando Galletti de Queiroz, CEO

3Q11 Results

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Cattle Supply

The volume of feedlot cattle during the 2011 off-season increased by about 15% from the previous year, confirming the results of our surveys during the first half of the year. Moreover, the drought in the second half of 2010 impacted the fertility rate of cows, intensifying slaughter in 2011. The supply of semi-confined cattle also increased due to the increased use of animal feed supplements by producers. The introduction of this type of technology was evident during Minerva’s participation in the first edition of the Rally da Pecuária (Cattle Farming Rally), a national expedition to evaluate, directly on the field, the current situation of beef cattle raising in the country’s principal meat producing regions. This trend gained strength after 2010, when producers who invested in this type of production system recorded quite positive results.

In 3Q11, slaughter volume in Brazil decreased 2.3% from the prior quarter, chiefly due to the reduction in the pace of operations at the country’s main meatpackers, leaving the market even more concentrated, as shown in Figure 1. Though the scenario on the supply side continues to be challenging, our cattle origination strategies, which include forward cattle purchases and arbitrages between different regions, have ensured that the utilization rate of our installed capacity has remained well above the market average, increasing our market share.

Source: Agriculture and Cattle Farming Ministry, on 10/19/2011.

Our monitoring of the cattle supply in Brazil and the actions of producers has suggested that an inversion of the cattle cycle through the forced slaughter of breeding stocks is imminent. Data released by the IBGE and by AgraFNP show that the Brazilian herd has reached 210 million heads in 2010, and the amount of calves in the same year peaked 50 million heads. The increase of cattle inventories has direct influence on the price curve: right in the midst of the off-season, when cattle supply is scarce, the cattle prices (in arrobas) fell 0.9% from 2Q11, as Figure 2 shows.

5,4705,566

5,394

5,735

5,515

5,081 5,0965,184

5,063

3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q11 2Q11 3Q11

Figure 1 – Slaughter Volume in Brazil (in 1,000 heads)

Industry Overview

3Q11 Results

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Source: CEPEA/ESALQ

Paraguay has been successfully tackling the foot-and-mouth disease outbreak discovered during the third quarter, controlling its borders and eradicating the disease focuses on a fast and effective way. Minerva’s facility in Paraguay has already restructured its commercial policy to adapt itself to the new situation, shifting its operations towards the domestic market and with a structure well suited for the new scenario.

In Uruguay, the slaughtering volume during the third quarter was 6.1% higher than a year ago, a result of the recovery after the drought of 2009/10. Moreover, the specialization in high-value market niches has been gaining territory left by the Argentineans, constituting a well adequate strategy for Uruguay and especially for Frigorifico Minerva/PUL. Given the excellent perspectives, we inaugurated a slaughtering room for 1,400 head/day capacity, representing one of the most modern and advanced slaughtering facilities in the world.

Source: INAC Source: SENACSA

Export Market

No one can deny the competitive strength of Brazil’s cattle raising system, which is essentially based on extensive ranching system, combined with the natural wealth of our continent. In addition to this structural factor, the recent appreciation of the U.S. dollar has made Brazilian beef even more competitive. Nevertheless, the different phases of the cattle rearing cycle in which each producer around the world is currently in should favor Brazil’s position as a leading beef player in the coming years.

78.575.0

77.681.6

90.1

106.2 104.3100.5 99.7

3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q11 2Q11 3Q11

Figure 2 – Cattle Prices

612571

615579

643

408

574514

570

433

2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q11 2Q11 3Q11

Figure 3 – Slaughter Volume in Uruguay (in 1,000 heads)

302 302

352

409366

328295

319277

3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q11 2Q11 3Q11

Figure 4 – Slaughter Volume in Paraguay (in 1,000 heads)

3Q11 Results

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Brazil is experiencing a unique moment in the global livestock scenario: the latest data from the IBGE show that the country’s cattle supply reached the mark of 210 million heads, about 2.1% higher than in 2009. This means that the phase of retention of females has contributed to a strong expansion of Brazil’s cattle supply, boosting expectations of abundant cattle supply in the short and medium terms. Moreover, the severe drought affecting the United States has accelerated the slaughtering of breeding stock in that country, prompting cattle scarcity in the coming years. Nevertheless, despite recent increases in grain prices due to profit taking by investment funds in commodity markets, physical inventories are tight in relation to demand, with no significant room for further decline. Thus, the margins of U.S. feedlot operators continue heavily pressured, forcing many of them to switch from cattle ranching to agriculture. Proof of this process is that, according to USDA data, the U.S. cattle supply is at its lowest level in over 50 years.

A major restriction in production consequently leads to price increases: Figure 5 shows the average fresh beef price in the international market, which reached US$5,200/ton on average in the third quarter of 2011.

Moreover, we observed a strong increase in demand coming from the Middle Eastern countries, mainly as a result of the Ramadan, according to Figure 6.

Source: SECEX

Adding to this scenario, Japan signaled greater flexibility in meat imports from the U.S., which opened up excellent opportunities for Brazil in other markets that import from the U.S.

Figures 7 and 8 show the monthly trend in the volume and average price of Brazil's beef exports.

274 190 198 209 203

1,120

899 9671,059 1,055

4,081 4,732 4,878 5,071 5,199

3Q10 4Q10 1Q11 2Q11 3Q11

Figure 5 - Fresh Beef Export Revenues and Volumes

Volume('000 tonnes)

Revenue (US$ million)

Avg. Price (US$)

Russia 20.9%

Iran 16.6%

Egypt 11.6%Hong Kong 8.3%

Venezuela 7.2%

Chile 5.3%

Netherlands 5.0%

Italy 4.5%

Others 20.6%

Figure 6 - 3Q11 Main Destinations

3Q11 Results

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Source: SECEX

Domestic Market

The domestic market continues to deliver solid figures, led by significant increases in income levels. According to research conducted by the Getulio Vargas Foundation (FGV) and published by the Brazilian Central Bank, classes A, B and C represented 45% of the country’s population in 2003. In 2011, this segment had expanded to 66% and is expected to reach 72% in 2014. Thus, we notice a consistent increase in the number of consumers, which increases the demand for protein considerably.

According to a study by Nielsen, the consumption segment grew 3.7% in the first half of 2011 over the same period in 2010. The study also pointed to the exceptional growth registered by the northeast region. Much attention has been given to class C, but in the case of the northeast region, classes D and E accounted for 53% of the consumption growth in terms of value. And it was precisely based on this strong consumption that Minerva announced the inauguration of its new Distribution Center in Fortaleza, Ceará.

Slaughter Volume

In 3Q11, slaughter volume increased 3.6% from 2Q11 to 447,400 head of cattle. Despite the reduction in the operational pace of a few competitors, Minerva was able to expand its installed capacity to 78.2%, from 76.7% in the second quarter, which helped to dilute its fixed costs. This was possible thanks to our cattle purchase strategy, especially through forward cattle purchases for future delivery in 1H11.

51.8

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Jan-

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Mar

-11

Apr-

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-11

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Figure 7 - Fresh Beef Export Volumes

Volume ('000)

4.84 4.85 4.92 5.08 5.32 4.94 5.04 5.27 5.27

8.11 8.09 8.17 8.05 8.59 7.84 7.88 8.42 9.22

Jan-

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Mar

-11

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-11

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Figure 8 - Fresh Beef Avg. Price

US$/Kg R$/Kg

Minerva – Analysis of Results

3Q11 Results

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Consolidated Gross Revenue

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Gross Revenues 1,137.4 1,015.1 12.0% 953.6 19.3% 4,011.8 3,376.7 18.8% Beef Division 905.7 819.8 10.5% 695.8 30.2% 3,188.7 2,521.4 26.5% Others 231.7 195.3 18.3% 257.8 -10.1% 823.1 855.3 -3.7%

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Domestic Market 484.1 481.0 0.6% 326.7 48.2% 1,752.9 1,106.0 58.5%

% Gross Revenues 42.6% 47.4% -4.8 p.p. 34.3% 8.3 p.p. 43.7% 32.8% 10.9 p.p. Beef Division 390.9 362.7 7.8% 278.8 40.2% 1,438.6 945.2 52.2% Others 93.2 118.3 -21.2% 47.9 94.6% 314.3 160.8 95.5%

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Export Market 653.3 534.1 22.3% 626.9 4.2% 2,258.9 2,270.7 -0.5%

% Gross Revenues 57.4% 52.6% 4.8 p.p. 65.7% -8.3 p.p. 56.3% 67.2% -10.9 p.p. Beef Division 514.8 457.1 12.6% 417.0 23.5% 1,750.0 1,576.2 11.0% Others 138.5 77.1 79.6% 209.9 -34.0% 508.8 694.5 -26.7%

Gross revenue totaled R$1,137.4 million, up 12.0% and 19.3% from 2Q11 and 3Q10, respectively. The domestic market accounted for 42.6% of total sales while exports accounted for 57.4%. Exports increased substantially by 22.3% over 2Q11. Figures 11 and 12 show the sales breakdown in 2Q11 and 3Q11.

69.9%71.0%

72.5%

76.7%78.2%

3Q10 4Q10 1Q11 2Q11 3Q11

Figure 10 - Capacity Utilization Rates (%)

3Q11 Results

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EM – Export Market, DM – Domestic Market

In addition to the increase in sales, Minerva’s market share in the export of fresh beef (US$ FOB) during the third quarter of 2011 reached 24.7%, 2.9p.p. higher than the figure recorded in the previous quarter, as shown in Figure 13.

Source: Secex

Beef Division

The Beef Division, which includes fresh beef, processed beef and beef byproducts, posted gross revenue growth of 30.2% and 10.5% over 3Q10 and 2Q11, respectively. This was due to the strong 40.2% growth in revenue from domestic sales compared with the same period last year. Exports grew 23.4% from 3Q10.

Below is a complete detailing of the beef division:

Beef DM 35.7%

Others DM

11.7%

Beef EM 45.0%

Others EM 7.6%

Figure 11 - 2Q11 Consolidated Gross Revenues (%)

Beef DM 34.4%

Others DM 8.2%

Beef EM 45.3%

Others EM 12.2%

Figure 12 - 3Q11 Consolidated Gross Revenues (%)

1,058.5 1,054.5230.9 260.9

21.8%

24.7%

2Q11 3Q11

Figure 13 - Market share (based on revenues in US$)

Brasil Minerva Share Minerva (%)

3Q11 Results

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Gross Revenues (R$ million) 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Fresh Beef – EM 479.4 427.6 12.1% 397.8 20.5% 1,640.6 1,490.1 10.1% Processed Beef – EM 4.8 2.1 128.3% 0.0 N.A. 9.8 20.2 -51.4% Others – EM 30.7 27.4 11.9% 19.3 59.0% 99.6 65.9 51.2% Sub-Total – EM 514.8 457.1 12.6% 417.0 23.4% 1,750.0 1,576.2 11.0% Fresh Beef – DM 338.7 307.2 10.2% 242.9 39.4% 1,235.3 797.5 54.9% Processed Beef – DM 4.0 5.0 -21.2% 0.2 N.A. 19.3 9.2 109.7% Others – DM 48.3 50.5 -4.4% 35.8 35.0% 184.0 138.5 32.9% Sub-Total – DM 390.9 362.7 7.8% 278.8 40.2% 1,438.6 945.2 52.2% Total 905.7 819.8 10.5% 695.9 30.2% 3,188.7 2,521.4 26.5%

Volume (‘000 tonnes) 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.% Fresh Beef – EM 56.2 50.7 10.8% 52.6 7.0% 186.3 201.6 -7.6% Processed Beef – EM 0.5 0.2 130.7% 0.0 N.A. 1.1 1.9 -44.5% Others – EM 5.9 4.2 39.7% 4.3 35.7% 17.6 13.2 33.5% Sub-Total – EM 62.6 55.2 13.5% 56.9 10.1% 204.9 216.7 -5.4% Fresh Beef – DM 42.3 39.1 8.3% 34.3 23.4% 149.8 118.6 26.3% Processed Beef – DM 0.6 0.7 -20.7% 0.0 N.A. 2.7 1.1 158.3% Others – DM 8.6 7.0 22.9% 6.0 44.0% 27.0 23.6 14.6% Sub-Total – DM 51.6 46.9 10.1% 40.3 27.8% 179.6 143.3 25.3% Total 114.2 102.0 11.9% 97.2 17.5% 384.5 360.0 6.8%

Avg. Price – EM (US$/kg) 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.% Fresh Beef – EM 5.21 5.30 -1.7% 4.32 20.5% 5.34 4.18 27.8% Processed Beef – EM 5.44 5.66 -3.9% 0.0 N.A. 5.54 5.90 -6.1% Others – EM 3.20 4.11 -22.2% 2.55 25.2% 3.43 2.82 21.4% Total 5.02 5.21 -3.6% 4.19 19.9% 5.18 4.11 25.9% Avg. FX Rate (Source:BACEN) 1.64 1.59 2.9% 1.75 -6.5% 1.65 1.77 -6.8% Avg. Price – EM (R$/kg) 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.% Fresh Beef – EM 8.53 8.43 1.2% 7.57 12.7% 8.81 7.39 19.2%

Processed Beef – EM 8.91 9.00 -1.1% 0.00 N.A. 9.14 10.45 -12.5% Others – EM 5.23 6.53 -19.9% 4.47 17.1% 5.66 5.00 13.2% Total 8.22 8.28 -0.7% 7.33 12.1% 8.54 7.27 17.4%

Avg. Price – DM (R$/kg) 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.% Fresh Beef – DM 8.00 7.86 1.8% 7.08 13.0% 8.25 6.72 22.7%

Processed Beef – DM 6.87 6.91 -0.6% 8.49 -19.1% 7.03 8.66 -18.8% Others – DM 5.58 7.18 -22.2% 5.95 -6.3% 6.81 5.87 15.9% Total 7.58 7.74 -2.1% 6.91 9.7% 8.01 6.60 21.4%

EM – Export Market, DM – Domestic Market

3Q11 Results

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Others Division

This segment recorded revenue of R$231.7 million in 3Q11, up 18.6% from the prior quarter. The Others Division continued to present an exceptional result in the domestic market, growing 94.6% from 3Q10.

Revenue from our domestic distribution chain, included in the Others segment, grew 41% in 3Q11 over the same period last year. We remain focused on our One-Stop-Shop strategy, which has earned the loyalty of a growing number of clients, besides rationalizing our logistics structure. In 3Q11, the sales volume of third-party products increased 68% from 2010, showing the strong domestic consumption.

Minerva Dawn Farms, our processed food plant, also has set revenue and sales records month after month. We have developed a number of new products, in line with the exponential demand from the Food Service market in Brazil. Our latest development was the barbecue steak, which should be launched in the market in the coming weeks.

Exports from the Others segment grew 79.6%, primarily driven by the exceptional recovery in live cattle exports. We had a stunning performance in the exports to the Middle East, mainly due to the Ramadan celebrations. We also had a good result from the exports to the Caribbean, increasing our market share in that region.

Due to the economic instability in Italy, the largest buyer of Brazilian leather, we changed our strategy and focused our efforts in two distinct niches: the wholesale in the domestic market and the automotive industry in the exports. We rationalized our operations transforming many fixed costs in variable, obtaining a higher operational flexibility with reduction in idleness. Therefore, we expanded our arbitrage possibilities between the markets of green and industrialized hides (wet blue and semi-finished). We achieved, as a result, profitability levels above market averages. Moreover, we increased our production yields by exploring sales of a lesser quantity of hides with higher area, received excellent feedbacks from our customers. The FX rates also favored in the recomposition of margins, increasing the competitiveness of the Brazilian leather in the international market.

Consolidated Net Revenue

Net revenue in 3Q11 came to a record R$1,063.8 million, up 13.1% and 16.9% from 2Q11 and 3Q10, respectively.

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Gross Revenues 1,137.3 1,015.1 12.0% 953.5 19.3% 4,011.8 3,376.7 18.8%

Sales Taxes and Deductions (73.5) (74.9) -1.8% (43.6) 68.5% (261.8) (145.0) 80.6% Net Revenues 1,063.8 940.2 13.1% 909.9 16.9% 3,750.0 3,231.7 16.0% % Gross Revenues 93.5% 92.6% 0.9 p.p. 95.4% -1.9 p.p. 93.5% 95.7% -2.2 p.p.

Cost of Goods Sold (COGS) and Gross Profit

COGS totaled R$909.3 million at the close of 3Q11, corresponding to 85.5% of net revenue and resulting in gross profit of R$154.4 million in the quarter. Gross margin stood at 14.5%.

3Q11 Results

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R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Net Revenues 1,063.8 940.2 13.1% 909.9 16.9% 3,750.0 3,231.7 16.0% COGS (909.3) (797.1) 14.1% (726.8) 25.1% (3,187.9) (2,584.6) 23.3% % Net Revenues 85.5% 84.8% 0.7 p.p. 79.9% 5.6 p.p. 85.0% 80.0% 5.0 p.p. Gross Profit 154.4 143.1 7.9% 183.1 -15.7% 562.0 647.1 -13.1% Gross Margin 14.5% 15.2% -0.7 p.p 20.1% 5.6 p.p. 15.0% 20.0% -5.0 p.p.

SG&A Expenses

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Selling Expenses (60.0) (56.2) 6.7% (106.6) -43.8% (250.6) (356.3) -29.7% % Net Revenues 5.6% 6.0% -0.4 p.p. 11.7% -6.1 p.p. 6.7% 11.0% -4.3 p.p. G&A Expenses (34.4) (28.8) 19.3% (20.0) 72.3% (98.0) (78.1) 25.0% % Net Revenues 3.2% 3.1% 0.1 p.p. 2.2% 1.0 p.p. 2.6% 2.4% 0.2 p.p.

Selling expenses totaled R$60 million in 3Q11, up 6.7% from the prior quarter and down 43.8% from 3Q10. The increase over the second quarter reflects the growth in exports, which push up logistics costs. Selling expenses as a percentage of net revenue contracted by 0.4 p.p. and 6.1 p.p. from 2Q11 and 3Q10, respectively. The reduction is due to the increase in international beef prices and the increased share of domestic sales in the company’s revenues.

General and administrative expenses totaled R$34.4 million and remained stable in percentage terms.

EBITDA

EBITDA came to R$90.9 million in 3Q11, up 14.0% and 36.2% from 2Q11 and 3Q10, respectively. EBITDA margin stood at 8.5%, up 0.1 p.p. from the prior quarter and 1.2 p.p. from the same quarter last year. The expansion in the margin compared with the previous year mainly reflects the result of our strategy of obtaining synergies from acquisitions and our strategic information management through the decisions taken by the Beef Desk. Pro-forma EBITDA in the last 12 months, which includes PUL’s operations in the fourth quarter of 2010, totaled R$322.2 million, up 34.3% from the same period last year.

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

Net Result 15.5 (3.4) n.a. 24.3 -36.5% 56.4 1.1 n.a. (+) Income and Deferred Taxes (88.8) 2.1 n.a. 9.7 n.a. (183.0) 16.7 n.a. (+) Net Financial Result 133.8 69.4 92.8% 20.2 n.a. 363.3 184.2 97.3% (+) Depreciation and Amortization 10.7 10.4 2.9% 7.8 38.2% 39.9 33.6 18.7% (+) Non-recurring Expenses 19.7 1.2 n.a. 4.6 n.a. 39.3 4.5 n.a. (+) Non-controlling interest 90.9 79.7 14.0% 66.6 36.2% 322.2* 239.9 34.3% EBITDA 8.5% 8.5% 0.1p.p. 7.3% 1.2p.p. 8.6% 7.4% 1.2p.p.

*PUL’s pro-forma figures

Below is a breakdown of EBITDA in the past 12 months ended September 30, 2011:

3Q11 Results

13

R$ Million 3Q11

EBITDA 71.2

(+) Repurchase of Subscription Warrants (BEEF11) 18.1

(+) Other Non-recurring Expenses 1.6

Adjusted EBITDA 90.9

EBITDA Margin 8.5%

EBIT (Operating Income)

EBIT, or operating income before financial expenses and taxes, was R$80.1 million in 3Q11, increasing by 15.6% from 2Q11 and 36.2% from 3Q10.

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3Q11 12M 3Q10 Var.%

EBITDA 90.9 79.7 14.0% 66.6 36.5% 322.2 239.9 34.2% Depreciation (10.7) (10.4) 2.9% (7.8) 38.2% (39.9) (33.6) 18.7% EBIT 80.1 69.3 15.6% 58.8 36.2% 282.3 206.3 36.8% EBIT Margin 7.5% 7.4% 0.2p.p. 6.5% 1.1p.p. 7.5% 6.4% 1.1p.p.

*PUL’s pro-forma figures

Financial Result

Financial expenses net of revenues and foreign exchange variation totaled R$133.8 million negative. Despite the negative impact of foreign exchange variation on debt, we were able to diminish the loss due to the mark-to-market of the derivative instruments to hedge our debt.

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3T11 12M 3T10 Var.%

Financial Expenses (13.3) (92.4) -85.6% (67.1) -80.2% (300.8) (224.2) 34.2% Financial Income 10.7 8.1 31.6% 9.4 14.1% 46.8 33.3 40.6% FX Variation (131.2) 14.8 n.a. 37.6 n.a.. (109.4) 6.7 n.a. Net Financial Result (133.8) (69.4) 92.8% (20.2) n.a. (363.3) (184.2) 97.3% % Net Revenues -12.6% -7.4% - 5.2 p.p. -2.9% -9.7 p.p. -9.7% -5.7% -4.0 p.p.

The following table gives a detailed overview of our financial result in the 3Q11:

R$ Million 3Q11

Loans interests and fees (56.2) Financial Income 10.7 Mark to Market 42.7 FX Variation (131.2) Net Financial Result (133.8)

3Q11 Results

14

Net Income

Net income totaled R$15.5 million in the quarter, a significant improvement from the net loss of R$3.4 million in 2Q11. In the last 12 months, the net income recorded R$54.2 million.

R$ Million 3Q11 2Q11 Var.% 3Q10 Var.% 12M 3T11 12M 3T10 Var.%

Net (Loss) Income 15.5 (3.4) n.a. 24.3 -36.5% 54.2 1.1 n.a. Net Margin (%) 1.5% -0.4% 1.8 p.p. 2.7% -1.2 p.p. 1.5% 0.0% 1.5 p.p.

We closed 3Q11 with cash of R$711.7 million. Our debt profile remains quite lengthened, as shown by Figure 14. Of the Company’s total debt, 55.7% is denominated in U.S. dollar, in line with our sales mix in the domestic and export markets.

In August 2011 we raised R$200 million through the issue of debentures mandatorily convertible into shares. Given the nature and equity characteristic of this instrument, as well as the principle of “essence rather than the form” adopted by the IFRS, besides the Orientation Opinion No.37/11 set by CVM (Brazilian Securities Commission), these debentures were classified under Shareholders’ Equity. At the end of August 2011, we held an auction at the BM&FBovespa to buy back our subscription warrants (BEEF11) issued in October 2009. A total of 95% of our warrant holders joined the buyback program, preventing a dilution of 28% in the shareholder base.

The net debt/EBITDA ratio ended the quarter at 3.88x. Despite the negative accounting effect from foreign exchange variation on our debt, we reduced our leverage by 0.11x.

Below are the details of our debt:

711.7

200.9

82.7 93.3126.3

60.5

338.1

167.8113.8

29.076.3

8.8

688.5

15.3

Cash 4Q11 1Q12 2Q12 3Q12 4Q12 2013 2014 2015 2016 2017 2018 2019 After 2019

Figure 14 - Short Term Debt Profile (R$ million)

Capital Structure

3Q11 Results

15

R$ Million 3Q11 2Q11 Var. % 3Q10 Var. % Short Term Debt 503.2 403.0 24.9% 101.4 396.3% % Short Term Debt 25.1% 21.1% 4.0p.p. 7.0% 18.1p.p. Local Currency 234.8 222.5 5.5% 31.2 652.6% Foreign Currency 268.3 180.5 48.6% 70.2 282.2% Long Term Debt 1,498.0 1,503.4 -0.4% 1,339.9 11.8% % Long Term Debt 74.9% 78.9% -4.7p.p. 93.0% -18.8p.p. Local Currency 651.4 710.6 -8.3% 529.8 23.0% Foreign Currency 846.5 793.1 6.7% 810.1 4.5% Total Debt 2,001.2 1,906.7 5.0% 1,441.3 38.8% Local Currency 886.3 933.1 -5.0% 561.0 58.0% Foreign Currency 1,114.9 973.6 14.5% 880.3 26.7% (Cash and Cash Equivalents) (711.7) (613.6) 16% (472.7) 50.6% Net Debt 1,251.6* 1,258.0* -0.5% 968.6 29.2% Net Debt/Pro-forma EBITDA 3.88x 3.99x -0.11x 4.04x -0.16x

(*) Adjusted to treasury stock and subordinated quotas of FDIC

In 3Q11, investments totaled R$63.7 million, of which:

• R$12.8 million were invested in the expansion of our operations; • R$14.1 million were allocated in maintenance; • R$9.9 million as a result of conversion adjustments in foreign investments (PUL) due to non-cash foreign

exchange variation;

LOCAL CURRENCY FOREIGN CURRENCY 3Q11 2Q11 3Q11 2Q11

3Q11 - 47,374 3Q11 - 58,519 4Q11 161,506 124,882 4Q11 39,433 20,400 1Q12 15,783 16,060 1Q12 66,911 67,548 2Q12 33,648 34,162 2Q12 59,623 34,019 3Q12 23,949 69,374 3Q12 102,386 52,580 4Q12 57,421 21,150 4Q12 3,087 - 2013 322,226 349,396 2013 15,873 41,289 2014 99,799 100,896 2014 67,972 60,635 2015 96,895 94,706 2015 16,918 13,809 2016 28,961 28,961 2016 - - 2017 15,395 15,395 2017 60,860 51,059 2018 8,814 8,812 2018 - - 2019 6,580 6,580 2019 681,885 573,721 2020 6,580 6,580 2020 - - 2021 6,421 6,421 2021 - - 2022 2,339 2,339 2022 - - Total 886,317 933,085 Total 1,114,947 973,580

Investments

3Q11 Results

16

• R$26.9 million due to the fair value of assets acquired from third parties (Campina Verde) also without cash impact.

Minerva S.A. is one of the leading producers and sellers of beef, leather, live cattle exports and cattle byproducts in South America, and one of Brazil’s three largest exporters in the industry in terms of gross sales revenue, exporting to some 100 countries. Minerva also produces beef, pork and poultry products. Minerva has daily slaughter capacity of 10,340 head of cattle and beef deboning capacity of 2,040 tons. With a presence in the Brazilian states of São Paulo, Rondônia, Goiás, Tocantins, Mato Grosso do Sul and Minas Gerais, as well as in Paraguay and Uruguay, Minerva operates ten slaughter and deboning plants, one tannery and ten distribution centers. In the 12 months ended June 30, 2011, the Company recorded net sales revenue of R$3.8 billion, up 19.3% on the same period a year earlier.

Relationship with the Auditors

In accordance with CVM Instruction 381/03, we inform that our auditors have not provided services other than those related to the external audit in fiscal year 2010 and the quarter ended September 30, 2011.

Statement from Management

In compliance with CVM Instructions, Management declares that it has discussed, revised and agreed with the individual and consolidated accounting information related to the quarter ended September 30, 2011, and the opinions expressed in the independent auditors’ review report, hereby authorizing their disclosure.

About Minerva S.A

3Q11 Results

17

ANNEX 1 – CONSOLIDATED INCOME STATEMENT

3Q11 2Q11 3Q10 12M3Q11 Export Sales 653,277 534,134 626,860 1,752,933

Domestic Sales 484,075 480,979 326,706 2,258,851 Gross Sales Revenues 1,137,352 1,015,113 953,566 4,011,784

Deductions and discounts (73,534) (74,903) (43,628) (261,819)

Net Sales Revenues 1,063,818 940,210 909,938 3,749,965

Cost of Goods Sold (909,385) (797,090) (726,833) (3,186,309)

Gross Profit 154,433 143,120 183,105 563,656

Selling Expenses (59,976) (56,187) (106,630) (250,566)

General and Administrative Expenses (34,413) (28,843) (19,969) (98,010) Financial Expenses (13,308) (92,352) (67,120) (300,788) Income Expenses 10,704 8,131 9,382 46,817 Exchange Rate (131,240) 14,805 37,569 (109,371) Others Operating Revenues (Expenses) 434 10,005 (2,094) 19,439 Operating Revenue (Expenses) (227,799) (144,441) (148,862) (692,479)

Operating Income (73,366) (1,321) 34,243 (128,823)

Profit Before Income Tax (73,366) (1,321) 34,243 (128,823)

Corporate Taxation - Current 832 - (5,324) 4,632 Corporate Taxation - Deferred 87,997 (2,103) (4,366) 178,417 Net Income 15,463 (3,424) 24,553 54,226

Net income attributed to controlling shareholders

18,772 (1,500) 24,469 60,405

Net income attributed to non-controlling shareholders (3,309) (1,924) 84 (6,179)

3Q11 Results

18

ANNEX 2 – CONSOLIDATED BALANCE SHEET

Assets 3Q11 2Q11 3Q10

Current Assets

Cash and Cash Equivalents 711,669 613,572 478,728 Clients 245,685 178,921 137,904 Inventories 229,542 221,053 305,440 Taxes Recoverable 400,624 386,739 344,276 Others Credits 107,140 96,107 42,669 Biological Assets 39,558 37,621 - Total Current Assets 1,734,218 1,534,013 1,303,017 Non-current Assets Related Parties 7,079 12,057 22,111 Taxes Recoverable 109,040 109,047 68,607 Deferred Taxes 205,149 114,792 3,445 Other Credits 14,743 14,425 31,454 Judicial Deposits 8,926 5,610 12,859 Subtotal I 344,937 255,931 138,476 Fixed Assets 1,101,826 1,049,034 876,906 Intangibles 243,571 243,623 15,696 Subtotal II 1,345,397 1,292,657 892,602

Total non-current Assets 1,690,334 1,548,588 1,031,078 Total Assets 3,424,552 3,082,601 2,334,095

Liabilities 3Q11 2Q11 3T10

Current Liabilities

Loans and Financing 503,238 402,962 101,401 Trade Accounts Payable to Suppliers 343,179 289,653 188,354 Payroll and Tax Payable 55,738 51,594 47,185 Others Liabilities 41,284 61,449 20,426 Total Current Liabilities 943,439 805,658 357,366 Non-current Liabilities Long Term Liabilities Loans and Financing 1,498,023 1,503,701 1,339,893 Deferred Taxes 48,786 51,217 47,469 Payroll and Tax Payable 18,099 21,872 24,245 Provision for contingencies 61,762 60,102 2,479 Related Parties 34,038 25,910 - Deferred Liabilities Tax 74,095 73,294 51,539 Total Non-Current Liabilities 1,734,803 1,736,096 1,465,625 Capital Stock 251,645 251,645 251,635 Treasury Stock (24,342) (21,737) (7,887) Capital Reserves 369,549 184,617 184,472 Revaluation Reserves 76,363 77,003 79,072 Balance sheet conversion adjustments (22,019) (30,417) (5,712) Profits Reserve 31,375 31,375 7 Retained Earnings 33,524 13,783 6,947 Shareholders’ Equity 716,095 506,269 508,534

Non-controlling interest 30,215 34,578 2,570

Total Liabilities and Shareholders’ Equity 3,424,552 3,082,601 2,334,095

3Q11 Results

19

ANNEX 3 – CONSOLIDATED CASH FLOW STATEMENT

Cash Flow 3Q11 2Q11

Net Income (Loss) 15,463 (3,424) Adjustments to reconcile net income (loss) and cash from operating activities:

Depreciation and Amortization 10,738 10,433 Net income attributed to non-controlling shareholders 3,309 1,924 Value Biological Assets (2,195) (2,675) Increase in deferred taxes – temporary differences - - Equity accounting (89,010) 1,175 Financial charges 49,831 43,872 Foreign Exchange Variation – Not Realized 82,819 (16,712) Contingency allowances (3,773) (11,174) Receivable from customers (78,115) (113,171) Inventories (8,489) (74,203) Biological Assets 258 31,836 Taxes recoverable (13,878) (21,622) Trade accounts payable 53,526 80,652 Labor and tax obligations 1,713 1,899 Deposits in Court (3,316) 9,471 Accounts Payable 268 72,608 Variation Minority Equity (8,263) (133) Net Cash Flow from operating Activities 10,986 10,756 Interest Expenses (41,331) (39,851) Cash Flow from operating Activities (30,345) (29,095) Cash Flow from Investment Activities Acquisition of Controlling Interest minus Cash - - Intangible 229 (199) Additions to investments (63,707) (37,237) Net Cash Flow from operating Activities (63,478) (37,436) Net Cash From Financing Activities Loans and Financings 113,885 161,034 Amortization of Loans and Financings (110,335) (42,350) Paid-in Capital 184,587 - Treasury Stock (2,855) 1,589 Payable related parties 6,638 16,799 Net Cash From Financing Activities 191,920 137,072 Net cash / cash equivalent decrease 98,097 70,541 Cash and Cash equivalents Beginning of Period 613,572 543,031 End of Period 711,669 613,572 Net cash / cash equivalent decrease 98,097 70,541