SUDESTE PORT

November | 2013

MMX

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DISCLAIMER

This presentation does not purport to contain all of the information that a prospective or current investor may require or desire concerning the matters

referred to herein. Each investor must conduct and rely upon his/her or its own evaluation of such matters, including the merits and risks of making an

investment decision. This presentation is not intended to be, nor shall it be construed as, a complete description of the facts, risks or consequences regarding

an investment involving the Sudeste Port. All potential investors should perform their own independent investigations regarding any such investment. All

potential investors should consult their own qualified advisors concerning such an investment and the suitability relating to an investor’s ability to sustain a

total financial loss of such investment. This presentation speaks as of the date upon which it is presented and the information presented herein may change

after the date hereof.

Other than to the extent required by applicable law, neither MMX Mineração e Metálicos S.A. (“MMX”) nor any other person (including the Investors) shall be

deemed to make any representation or warranty, express or implied, with respect to the information contained in this presentation. To the maximum extent

permitted by applicable law, MMX disclaims any and all liability resulting from the reliance by any person on the information contained in this presentation or

related to any material fact not included in this presentation regarding the Sudeste Port, the MMXM11 or PORT11 securities or any other matter referenced

herein.

EAV Delaware LLC and IWL Holdings (Luxembourg) S.a.r.l. (the “Investors”), affiliates of Mubadala and Trafigura, respectively, participated in the preparation

of this presentation. The Investors and their affiliates disclaim any liability with regards to this presentation.

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DISCLAIMER (Cont’d)

This presentation includes “forward-looking statements”, as that term is defined in the Private Securities Litigation Reform Act of 1995, in Section 27A of the

Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934. All statements other than statements of historical facts are statements

that could be deemed forward-looking statements and are often characterized by the use of words such as “projects”, “expects”, “anticipates”, “intends”,

“plans”, “believes”, “estimates”, “may”, “will”, or “intends”, or by discussions or comments about our objectives, strategy, plans or intentions and results of

operations. Forward-looking statements include projections regarding our operating capacity, operating expenditures, capital expenditures and start-up dates.

By their nature, these forward-looking statements involve numerous assumptions, uncertainties and opportunities, both general and specific. The risk exists

that these statements may not be fulfilled or, even if they are fulfilled, the results or developments described in such statements may not be indicative of

results or developments in future periods. We caution participants of this presentation not to place undue reliance on these forward-looking statements as a

number of factors could cause future results to differ materially from these statements. Forward-looking statements may be influenced in particular by factors

such as the ability to obtain all required regulatory approvals on a timely basis or at all, exploration for mineral resources and reserves, difficulty in

converting geological resources into mineral reserves, and changes in economic, political and regulatory conditions. We caution that the foregoing list is not

exhaustive. When relying on forward-looking statements to make decisions, investors should carefully consider these factors as well as other uncertainties

and events. No party undertakes to update the forward-looking statements unless required by law. This presentation is neither an offer to sell (which can

only be made pursuant to definitive offering documents) nor a solicitation of an offer to buy any securities in the United States, or any other jurisdiction. The

securities referred to herein have not been registered in any jurisdiction, and in particular, will not be registered under the U.S. Securities Act of 1933, as

amended, or any applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from

such registration requirements. This presentation and its contents are proprietary information and may not be reproduced or otherwise disseminated in whole

or in part without MMX’s prior written consent.

TABLE OF CONTENTS

2DEBT RESTRUCTURING

3PORT ECONOMICS

1ROYALTY BONDS

4GENERAL BONDHOLDER MEETING

4

5

EXECUTIVE SUMMARY

MMXM11 amendment required to facilitate transaction closing

Secures completion of the Port, expected to start operations in Q3 2014 (first royalty cash flow expected in 2015)

Increases port capacity thereby enhancing Brazilian infrastructure and unlocking Minas Gerais production

Investors aligned with bond economics as they will hold 34% upon completion

Positive Impact from Investors’ Involvement:Positive Impact from Investors’ Involvement:

Transaction Update:Transaction Update:

Investors and MMX are working on completing CPs: closing expected in December, 2013

Master Amendment Agreement already executed with subordinated lenders

Commercial terms of the renegotiation of the senior debt agreed in principle: senior lenders have imposed new

cash waterfall requiring the amendment of MMXM11 terms

The debt restructuring and the indenture of PORT11 are still subject to BNDES board approval

1ROYALTY BONDS

MMXM11 / PORT11ECONOMICS

Price is expected to be the NPV of future

royalty cash flows resulting from the

completed port and Investors’ involvement

US$5 per tonne adjusted by PPI, recorded

since September 2010

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CURRENT MMXM11CURRENT MMXM11 AMENDED MMXM11 / PORT11AMENDED MMXM11 / PORT11

Bonds value significantly impaired if the

Port is not completed (current price

supported by the Investors’ involvement)

US$5 per tonne adjusted by PPI

No visibility on first royalty cash flow First royalty cash flow expected in 2015

Additional volumes and trading activity via Port could generate additional cash flowAdditional volumes and trading activity via Port could generate additional cash flow

Anticipated opportunities to lower OPEX under new managementAnticipated opportunities to lower OPEX under new management

POTENTIAL UPSIDE FOR HOLDERS OF AMENDED MMXM11 / PORT11

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INDENTURE

Item Current MMXM11 AMENDED MMXM11 / PORT11

Form Nominative, book-entry registered Nominative, book-entry registered, and convertible

Maturity Perpetual Perpetual

Termination AmountAppraisal report prepared by an independent first-tier financial institution chosen by Free-Float

Appraisal report prepared by an independent first-tier financial institution chosen by Free-Float

Trigger for Royalty Payment

Triggered when there is “Sufficient Gross Profit”No defined formula of Gross Profit

Triggered when Cash Available for Royalties>0Defined formula for calculation of Cash Available for RoyaltiesPossibility of annual review by PORT11 holders

Royalties(1) US$ 5 / ton adjusted by PPI US$ 5 / ton adjusted by PPI

PPI U.S Producer Price Index unspecified U.S Producer Price Index for Finished Goods

Reference Date for PPI adjustment

May 2011, as per MMX accounting records September 2010

Cumulativeness Yes Yes

Cash Sweep for Royalty Payment

No Yes for accrued and unpaid royalties

Default Interest (in case of Trigger)

1% per month 1% per month

Collateral The Securities are unsecured The Securities are unsecured

Mandatory Redemption Securities are not subject to mandatory redemption Securities are not subject to mandatory redemption

Note: (1) US$5.50 as of December 31, 2013. 9

AMENDED MMXM11 / PORT11 CASH WATERFALL

1- Port revenues + dividends from trading activities.2- PIS/COFINS (net of refunds), ISS and cash provisions for IRPJ and CSLL.3- EB refers to Eike Batista.

-

-

-

-

-

-

MAINTENANCE CAPEX

REVENUES1

APPLICABLE TAXES2

CASH OPERATING EXPENSES

CASH FLOW FOR SENIOR DEBT PAYMENT

INTEREST / AMORT. SENIOR DEBT

CASH AVAILABLE FOR ROYALTIES

ROYALTIES, EXCL. EB3 DEFERRED ROYALTIES

CASH FLOW FOR SUBORDINATED DEBT PAYMENT

CASH PROVISIONS FOR CONTINGENCIES AND OTHER OBLIGATIONS

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CASH COST FROM OPERATIONS

-

-

SERVICE RESERVE ACCOUNT FOR BNDES AND CESCE DEBT

AMENDED MMXM11 / PORT11 ATTRIBUTES

1

2

3

Royalties will be senior in payment to any subordinated debt, dividends, share repurchase and cash distribution to equity

holders, and junior to Senior Debt. Thus, PortCo cannot distribute dividends while there is still accrued royalties to be paid

Royalties will be senior in payment to any subordinated debt, dividends, share repurchase and cash distribution to equity

holders, and junior to Senior Debt. Thus, PortCo cannot distribute dividends while there is still accrued royalties to be paid

For the purpose of the calculation of “Cash Available for Royalties”, no senior debt other than the current debt facilities

will be considered. PortCo shall have the ability to refinance the BNDES debt

For the purpose of the calculation of “Cash Available for Royalties”, no senior debt other than the current debt facilities

will be considered. PortCo shall have the ability to refinance the BNDES debt

Port operated as a profit centerPort operated as a profit center

All Southeast Brazilian iron ore trading activities of shareholders to be conducted via the PortAll Southeast Brazilian iron ore trading activities of shareholders to be conducted via the Port

The PortCo governance structure among MMX and Investors contemplates:The PortCo governance structure among MMX and Investors contemplates:

Key AttributesKey Attributes

Related party transactions are subject to arm’s length terms, and, depending on the size of the transaction,

fairness opinions may be sought by non related party shareholders

Related party transactions are subject to arm’s length terms, and, depending on the size of the transaction,

fairness opinions may be sought by non related party shareholders

4 EB’s right to receive payments deferred until 2018 (except if there is excess cash available)EB’s right to receive payments deferred until 2018 (except if there is excess cash available)

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EXCHANGE OFFER TRANSACTION

FLOW TO HOLDERS OF PORT11(100% OF FREE FLOAT ACCEPT EXCHANGE OFFER)

FLOW TO HOLDERS OF PORT11(100% OF FREE FLOAT ACCEPT EXCHANGE OFFER)EXCHANGE OFFEREXCHANGE OFFER

PORT11MMXM11

EB / Investors Free Float

FIP-IE

67%

PORT11 SECURITY

33%

PortCo

$$$$

$$

$$

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Creation of a FIP-IE to hold the PORT11 securitiesCreation of a FIP-IE to hold the PORT11 securities

Launch of an exchange offer (post-deal closing) so that MMXM11

holders can migrate to PORT11, through quotas of the FIP-IE

Launch of an exchange offer (post-deal closing) so that MMXM11

holders can migrate to PORT11, through quotas of the FIP-IE

MMX, Trafigura and Mubadala are analyzing and will keep investors

informed about alternative structure for investors not currently

allowed to hold FIP-IE quotas, whereby an affiliate of the Port would

become listed and issue PORT11 or equivalent securities

Intent is to provide MMXM11 holdout investors with same economics

as PORT11 holders

In any case, for MMXM11 holders that continue to hold MMXM11,

PortCo will grant a guarantee of the PORT11 royalty payments that

will apply in the event of MMX bankruptcy

In case of any increased tax cost of the holdout structure, such

increased cost will be split among all holders of PORT11

MMX, Trafigura and Mubadala are analyzing and will keep investors

informed about alternative structure for investors not currently

allowed to hold FIP-IE quotas, whereby an affiliate of the Port would

become listed and issue PORT11 or equivalent securities

Intent is to provide MMXM11 holdout investors with same economics

as PORT11 holders

In any case, for MMXM11 holders that continue to hold MMXM11,

PortCo will grant a guarantee of the PORT11 royalty payments that

will apply in the event of MMX bankruptcy

In case of any increased tax cost of the holdout structure, such

increased cost will be split among all holders of PORT11

FIP-IE BENEFITS

GovernanceGovernance

FIP-IE will comply with governance requirements provided for by

article 1, paragraph 8, of Law 11,478/2007, as amended

FIP-IE will comply with governance requirements provided for by

article 1, paragraph 8, of Law 11,478/2007, as amended

FIP-IE manager to represent all bond holders in any PORT11 related

matter

FIP-IE manager to represent all bond holders in any PORT11 related

matter

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STRONG AND COMMITTED PARTNERS

TRAFIGURATRAFIGURAMUBADALAMUBADALA

Investment and development company wholly owned by

the Government of Abu Dhabi, United Arab Emirates

C. $55bn of AuM

Strong long-term credit rating: Aa3/AA/AA

3rd largest physical oil trader and 2nd largest non-ferrous

metals trader

Turnover of $120bn, profits in excess of $1bn, $41bn

financial lines available

Stable, resilient and profitable business model based on

physical arbitrage, supported by industrial assets ($4.6bn

book value)

Large portfolio of hard commodities assets

Owner of one of the largest single-site aluminium smelters

in the world (EMAL)

Recently signed a merger between EMAL and DUBAL

Recent acquisition of mining assets in Africa

Portfolio of oil & gas assets via Mubadala Petroleum

Leading position in physical trading market with:

– 103 mn Metric tonnes of oil and oil products and

– 35 mn Metric tonnes of non-ferrous and bulk traded in

2012

STRONG

FINANCIAL

PARTNERS

STRONG

FINANCIAL

PARTNERS

COMMODITY

KNOWLEDGE

COMMODITY

KNOWLEDGE

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2DEBT RESTRUCTURING

REQUIRED DEBT RESTRUCTURING

Debt restructuring of Port required by senior lenders and fundamental to Investors’

investment proposition

− Under pre-restructuring case, Port company would be unable to meet debt

amortization requirements

Anticipated that additional US$550mn of CAPEX will be required to make Port operational

Completion of Port requires:

− Successful debt restructuring

− Equity injection by the Investors, together with the release of committed and undrawn

debt (BNDES)

Trading subsidiary should resort to trade finance lines in the course of its operations16

� Approximately US$1.1 bn will be held on PortCo at the closing

� Existing mine debt is transferred to PortCo and will be subordinated to Senior Lenders and PORT11 holders

� BNDES restructuring commercially agreed in principle. Board approval expected by the first week of December

SUMMARY UPDATE ON DEBT RENEGOTIATION

� Master Amendment Agreement signed with subordinated lenders (i.e. Itaú and Bradesco)

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Additional 2 year grace period

Final maturity extended to 2029

Additional US$242 mn to finance company CAPEX, already contracted with BNDES and Bradesco

Additional 2 year grace period

Final maturity extended to 2023

Additional US$67 mn to finance company CAPEX

New maturity extended to June 2029

New grace period: June 2018

ANTICIPATED DEBT RESTRUCTURING

Port Debt ProfilePort Debt Profile

BNDESBNDES

Other Senior LendersOther Senior Lenders

Other debtOther debt

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3PORT ECONOMICS

SIGNIFICANT POTENTIALFOR THE SUDESTE PORT

Targeted production capacities:

� Comisa: up to 24.0 mtpy

� Gerdau: 18.0 mtpy

� Ferrous: 15.0 mtpy

� MUSA: 12.0 mtpy

� Somisa: 9.5 mtpy

� Serra Azul: 7.0 mtpy

� Pau de Vinho: 6.0 mtpy

� Arcelor Mittal: 3.2 mtpy

� Minerita: 3.2 mtpy

Source: Brasil Mineral Magazine 2013 and company estimates.

MMX

With Vale and CSN Ports running close to full capacity, Sudeste Port is the only alternative for many mining companies

Existing take-or-pay agreement with Sudeste Port

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PORT ECONOMICS:KEY ASSUMPTIONS

CAPEX� Total expansion CAPEX of US$ 550 mn

Depreciation

� Current PP&E (US$1,682 mn) and future CAPEX: 15 year depreciation period

Port Costs

� Costs are split between Fixed and Variable

� Total fixed costs increases depending on the minimum volume of the Port (from US$9.5 mn (2.5m tonnes) to US$37.9 mn (50m tonnes)

� Variable costs (per tonne) decreases depending on the minimum volume of the port (from US$3.4 per tonne (2.5m tonnes) to US$1.1 per tonne (50m tonnes)

Trading Costs

� Acquisition costs at 45 % of FOB prices

� Cost from mine to Road of 6.6 US$/t

� Cost of rail transportation of 12.2 US$/t

Working Capital

� Receivables (Port and Trading): 30 days

� Payables (Trading): 30 days

� Inventories (Trading): 20 days

Volumes

� MMX Mines (~7Mt until 2018), Major Miners (~22Mt in 2016 growing to 35Mt in 2019) and Small Miners (5-10Mt)

Tariffs

� Blended tariff: ~15 US$/t (gross of PIS/ COFINS, assuming sales mix of 2017)(1)

Royalties

� Payment occurs only when Cash Available for Royalties is positive (Revenues(2) - Applicable Taxes(3) - Cash Cost From Operation - Maintenance CAPEX - Cash Operating Expenses - Interest / Amort. Senior Debt -Service Reserve Account For BNDES And Cesce Debt -Cash Provisions For Contingencies And Other Obligations)

� Total of US$5.00(1) per tonne

Source: Company estimates.(1) Price shall be adjusted annually in accordance with the variation of the PPI recorded since September, 2010.(2) Port revenues + dividends from trading activities

21(3) PIS/COFINS (net of refunds), ISS and cash provisions for IRPJ and CSLL.

PORT ECONOMICS: PROJECTED FINANCIALS

The Issuer will commit to minimum TOP volumes for PORT11 over the 2013-2016 period

For the avoidance of doubt, royalties due for 2013 under MMXM11 will be accrued in PORT11

In $m, except if stated otherwise 2013E 2014E 2015E 2016E

Projected volumes (mt) 4.0 22.0 33.0

Minimum TOP volumes (mt) 31.9 36.8 36.8

P&L

Net revenues 43 271 441

Gross Profit 18 187 342

EBITDA (245) (21) 131

Cash-Flow

Cash flow available for debt service (345) 129 296

Debt drawdown 289 20 15

Debt repayments (13) (76) (155)

Dividends from Trading Co - 12 20

Royalties

Royalties due 170 200 204

Royalties accrued (end of period) 71 240 263 200

Royalties paid to all bondholders except EB (1) - (117) (177)

Net cash flow (69) (32) -

(1) EB's right to receive payment deferred until 2018 (except if there is excess cash available)22

4GENERAL BONDHOLDER MEETING

EXPECTED TIMELINE

Board of Directors’ Meeting of MMX

� Approve the merger of Porto Sudeste S.A. into MMX

Call notice of the General Shareholders’ Meeting of MMX

� Approve the merger of Porto Sudeste S.A. into MMX

Call notice of the General Meeting of MMXM11 Securities Holders

� Approve the amendment to the MMXM11 indenture.

General Shareholders’ Meeting of MMX

General Shareholders’ Meeting of Porto Sudeste S.A.

ClosingGeneral Meeting of MMXM11 Securities Holders

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CONCLUSION

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Secures completion of the Port, expected to start operations in Q3 2014 (first royalty cash flow expected in 2015)

Increases port capacity thereby enhancing Brazilian infrastructure and unlocking Minas Gerais production

Investors aligned with bond economics as they will hold 34% upon completion

Positive Impact from Investors’ Involvement:Positive Impact from Investors’ Involvement:

Transaction Update:Transaction Update:

Investors and MMX are working on completing CPs: closing expected in December, 2013

Master Amendment Agreement already executed with subordinated lenders

Commercial terms of the renegotiation of the senior debt agreed in principle: senior lenders have imposed new

cash waterfall requiring the amendment of MMXM11 terms

The debt restructuring and the indenture of PORT11 are still subject to BNDES board approval

MMXM11 amendment required to facilitate transaction closing

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