Presentation - Strategic Plan - May 2013

7/30/2019 Presentation - Strategic Plan - May 2013

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Strategic Plan UpdateStrengthening the Business and Growth Model

May 17, 2013


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This presentation may contain certain statements that express the managements expectations, beliefs and

assumptions about future events or results. Such statements are not historical fact, being based on currently

available competitive, financial and economic data, and on current projections about the industries in which

BM&FBOVESPA works .

The verbs anticipate, believe, estimate, expect, forecast, plan, predict, project, target and other

such are intended to identify these forward-looking statements, which involve risks and uncertainties that could

cause actual results to differ materially from those projected in this presentation and do not guarantee any future

BM&FBOVESPA performance.

The factors that might affect performance include, but are not limited to: (i) market acceptance of BM&FBOVESPAservices; (ii) volatility related to (a) the Brazilian economy and securities markets and (b) the highly-competitive

industries in which BM&FBOVESPA operates ; (iii) changes in (a) domestic and foreign legislation and taxation and

(b) government policies related to the financial and securities markets; (iv) increasing competition from new

entrants to the Brazilian markets; (v) ability to keep up with rapid changes in technological environment, including

the implementation of enhanced functionality demanded by BM&FBOVESPA customers; (vi) ability to maintain an

ongoing process for introducing competitive new products and services, while maintaining the competitiveness of

existing ones; (vii) ability to attract new customers in domestic and foreign jurisdictions; (viii) ability to expand the

offer of BM&FBOVESPA products in foreign jurisdictions.

All forward-looking statements in this presentation are based on information and data available as of the date

they were made, and BM&FBOVESPA undertakes no obligation to update them in light of new information or

future development.

This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall

there be any sale of securities where such offer or sale would be unlawful prior to registration or qualification

under the securities law. No offering shall be made except by means of a prospectus meeting the requirements of

Brazilian Securities and Exchange Commission CVM Instruction 400 of 2003, as amended.

Forward Looking Statements


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Strategic DriversCompetitive differentiation, growth and diversification

REVENUE

GROWTH ANDDIVERSIFICATION

Build on growth opportunities in the Brazilian capital market

Foster greater sophistication among participants and investors

Promote volume growth and revenue diversification

OPERATINGEXCELLENCE

Expand services quality and differentiation through the development of platformsthat bring efficiency to BVMF and market participants

Assure market integrity

Remain focused on cost control

FOCUS ON THECUSTOMER

Deepen the relationship with clients (investors, brokers and issuers), by deliveringhigh quality services and products, ensuring that this relationship is BVMFsgreatest differential

Expand the range and quality of services and products offered

INSTITUTIONALSTRENGTHENING

Maintain the balance between growth in revenue and results, operational

excellence, service quality and market integrity Develop initiatives that contribute to the safety, reliability and strengthening of the

market

SHAREHOLDERRETURN

Payment of at least 80% of GAAP earnings as dividends (100% in 2012)

Share Buyback Program


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End customer Intermediaries Issuers Regulators

New

Integrated

Clearinghouse

Concluded In testing In development

Projects:developm

entofnew

platform

s

Re

lationship

in

terfaces

Financial

Derivatives and

Commodities

Fee StructureAccesses and

Processes

Product

Development

Customer

ServiceServices

Equities and

Equity

Derivatives

Fixed IncomeOTC

Derivatives

Registration and Trading Platforms

Ma

in

stakeholders

Focus on continuous enhancement

Shareholders /

Bondholders

Execution of the Strategic PlanStrengthening of the business model and the competitive differential


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Revisiting the Fee StructureDrivers and challenges

GOALS AND REQUIREMENTS THATHAVE DRIVEN BVMF IN REVISITING ITSFEE POLICY AND DEVELOPINGINCENTIVE PROGRAMS

Stimulate volume and revenue growth

Strengthen the relationship with

brokers and banks Deepen clients segmentation

Eliminate cross subsidies amongproducts and markets

Benchmark international practices

Create a differential for BVMF in therelationship with clients

Incentivize product development andgrowth

Ongoing and harmonized process

FIRST OUTCOME: CHANGES TO CASHEQUITIES FEE POLICY

Reduction of the trading fee / rebalancingof trading and post-trade fees

Elimination of cross subsidies

Sharing economies of scale

Volume Discounts for day traders

Incentives for higher volumes, for a largernumber of clients

Create a BVMF differential in therelationship with customers

Progressive trading fee reduction for thecash equities market based on volumegrowth

Sharing future economies of scale

Benchmark international practices


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Additional costs for brokers (connectivity,trading screens and supervision tools)

Fragmentation of liquidity and possibledeterioration of the price discovery process

How to deliver an efficient pre-trade creditrisk process

Discussions about regulation and marketsupervision and the related additional costs

Competitive DifferentialInvesting to strengthen competitive differentiation

BVMF differentiates by offering afully integrated yet diversified

platform

while possible marketfragmentation raises questions and

will increase costs for brokersBVMF Revenues(% of 2012 total revenues)

8.7%Cash

equities

trading

28.9%Cash equities post-

trade

PUMA: state-of-the-art trading system forcash equities and derivatives (efficiency forparticipants)

Pre-trade credit risk (market integrity)

Competitive prices and growing feestructuresophistication

Active role in market supervision and in theenforcement of price discovery rules

Development of a new integratedclearinghouse and a new risk architecture(CORE) that will deliver capital efficiency tomarket participants

Fully integrated with market participantsand regulators

Back-office system (SINACOR) that isdominant among brokers

Beneficiary owner level model hasconsolidated

Additional costs for brokers (connectivity,back-office and other systems)

Capital allocation inefficiency for brokers

and investors Discussions about regulation and market

supervision and the related additional costs

Race to the bottom risk from competitionbetween clearinghouses


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Cost control and Return of Capital to ShareholdersCommitment to return of capital to shareholders

Returning most operating cash flow

to shareholders

Disciplined cost control

(R$ millions)

Intensive investment phase

(R$ millions)

544585 564

560-580

2010 2011 2012 2013E

268204

258

260-290

170-200

2010 2011 2012 2013E 2014E

CAGR (2010-2013E) of 1.6% vs. inflation of 5.8% p.a.1

1Expenses growth considering the mid-point budget for 2013 (BRL 570 million) and inflation CAGR (2010-2013) of the inflation is 5.8% p.a. Source: BCB Focus Bulletin (Nov. 30, 2012) -

estimated IPCA .

Capital return

(R$ millions)

1,612

Adj. Net

income

1,5461,586

1,074

Net

income

1,0481,145

1,145 912 1.074

435 606 16

1,579 1,5181,091

2010 2011 2012Total payout Buyback


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Financial HighlightsP/E analysis

Different earnings impact the P/E calculation and distort comparisons and market consensus

The reported adjusted net income reflects better the companys cash generation

1 Excludes the investment in associate (CME Group) accounted under the equity-method. 2Simulates the Interest on Capital amount that would be approved if

there was no goodwill tax benefit; 3Stock at R$13.79 (March 12 th, 2013).

EPS 2012 P/E3

Estimated GAAP EPS (A) 0.56 24.8

Earnings without goodwill = (A) x :1,142 0.64 21.7

Stock price discounted by goodwill NPV

(R$1.00 per share) / Earnings withoutgoodwill

0.64 20.1

Adjusted Earnings 0.84 16.5

15-20% impact on P/E multiple

Difference between GAAP EPS and

the EPS adjusted to non existence of

goodwill simulation

GAAP Book in 2012Current

Simulation without

goodwillR$ millions

EBT 1,511 1,511

Deferred Tax 539 -

Other taxes /credits (14) -

Total taxes 525 282

GAAP Net income 1,074 1,228 : 14.2%

Tax Book in 2012Current

Simulation

without goodwillR$ millions

EBT 1,511 1,511

(-) Goodwill amortization 1,586 -

(-) Interest on capital 90 680(2)

(=) Taxable earnings (165) 831

Tax (34%) (56) 282

Since 2009, the goodwill tax benefit has been recognized as deferred liability (being cashneutral), reducing the GAAP earnings


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0.9 1.53.7

14.6

38.2

2009 2010 2011 2012 2013*

48.874.0

ADTV before

Market Maker

ADTV after

Market Maker*

18.6 28.548.7

115.9101.0

2009 2010 2011 2012 2013*

BM&FBOVESPA Product DevelopmentIncreased sophistication of market participants

The rapid growth of these products is the result of the increased sophistication of local Brazilian market

participants, combined with initiatives implemented by BM&FBOVESPA in recent years

ETFs

(ADTV in R$ millions)

Options Market Maker**


Real Estate Funds (FIIs)


Tesouro Direto

(Custody in R$ billions)

2.93.9

6.1

9.0 9.8

2009 2010 2011 2012 2013*

12.720.5

30.2 31.9

46.0

2009 2010 2011 2012 2013*

Securities Lending

(Open position in R$ billions)

Agribusiness Credit Bills (LCAs)

(Average amount registered in R$ billions)

3.6 20.0

40.0

2011 2012 2013*

65% market share in Mar13

* Tesouro Direto and LCAs updated until Mar13; the others are updated until Apr13. ** On average , 12 months before and 12 months after the introduction ofmarket makers (each market maker program was introduced on a specific date).

Fast growing products: BM&FBOVESPA developments and a more sophisticated market


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BM&FBOVESPA Product DevelopmentLooking forwardpriorities

Small and medium entities (SMEs) Create conditions for SMEs to access market: ongoing discussions with government and regulator to

revisit both tax and regulatory framework

Securities lending

Improvements in the securities lending platform (BTC) model

Attraction of more players (locals and foreigners) to this market

Interest rate future contracts

Build a culture of trading SELIC rates and then a culture of trading longer term rates in Brazil

Offer the market more alternatives that follow Brazilian monetary policy closer

ETFs

Launching of fixed income and international indices ETFs

OTC and fixed income

Focus of BVMF in the short- and medium-term


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BM&FBOVESPA Product DevelopmentUpdating the OTC and Fixed Income platforms

Certification phase (integrated test with the market) of NDFs in Calypso platform started in Feb13

Deployment in 1Q13

Developments that should be concluded over the next 18 months

Derivatives Fixed income

Registratio

n

NDFs

Swaps

Flexible options

Exotic derivatives

Continuous development of the Calypsoplatform and introduction of new features

LCAs (improvements)

LCIs and CDBs (adaptation of the platformpending regulatory approval)

Trading

-

Trading platform for government andcorporate bonds

Fixed income ETFs (pending regulatoryapproval)

Changes in the fee policy

Changes in the securities listing procedures

and rules


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Post-trade IntegrationBVMFs current post-trade environment

Clearing CCP of the following markets:

Equities and

corporate debt

Cash equities, ETFs and BDRs

Bonds

Derivatives on stocks and indices

Securities lending (BTC)

Derivatives Future contracts and options on interest rate futures, FX, inflation

indices, stock indices and agricultural, energy and metal commodities

OTC Derivatives (swaps and options)

FX Spot foreign exchange

Securities Government bonds (spot and repos)

BVMFs current post-trade infrastructure results from historical BOVESPA and BM&Fdevelopments and from the merger between the two exchanges


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Organization of the post-trade environment by types of assets/products

4 rulebooks and4 manualswith distinct operationalprocedures.

4 participant structureswith distinct operating andcapital requirements andeligibility criteria.

4 systems / processesfor transfers, for theallocation of trades andfor the management ofopen positions.

4 systems / processes forrisk management that donot consider all the effects ofrisk netting between thevarious products and assets,including those pledged ascollateral.

4 pools of collateral that do notcommunicate, preventing the

full use of pledged collateral.

4 settlement windows and4multilateral balances that arenot netted, demanding higherintraday liquidity fromparticipants and greaternumber of payment

transactions.

4 distinct environments / ITarchitectures which generatehigher operational risk, requireconstant maintenance efforts,and have an impact on productand feature launch deadlines,and on the deadlines for meetingregulatory demands.

4 registration systems forparticipants and customers.

Post-trade IntegrationProject to integrate the clearinghouses


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Government

bonds

Corporate fixed

income

Interbank spot

foreign exchange

Futures, options,

forwards

Securities lending

OTC

derivatives

Other products

and assets

Equities, ETFs,

BDRs

Organization of thepost-tradeenvironment byprocess instead ofproduct type

Rationalization andstandardization ofrules, procedures,

requirements anddocumentation

Establishment of asingle settlementwindow for allmarkets

Development of an

integrated risk modeland single pool ofcollateral

Completemodernization andsimplification of thetechnological

infrastructure

Integration of the clearinghouses

Rules and Manuals

Structure of market participants

Participants and customer registration

Allocation and transfer

Position control

Clearing and settlement

Risk management

Pool of collateral

Post-trade IntegrationProject to integrate the clearinghouses


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More efficiency in capital allocation

Integrated Risk Calculation System - CORE (CloseOut Risk Evaluation);

Integrated portfolio risk calculation, encompassing traded assets and derivatives, including OTCcontracts, as well as pledged collateral;

Integrated and robust modeling of market, liquidityand cash flow risks for the differentassets/derivatives/collateral in the portfolio;

Risk netting between the various assets and contracts that has similar risk factors:

Examples:

Futures versus options;

Futures versus swaps;

Options with different maturity dates;

Short position in BTC versus equities deposited as collateral;

Short position in equity options versus equities deposited as collateral;

CORE has the potential to become the new international benchmark in terms of risk managementin CCPs

Key Benefits for the Market

Post-trade IntegrationKey benefits


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RTC System

(Real Time Clearing)Participant

and Account

Registration

Pricing

Instruments

registration

Fees

Settlement

SPB and CSD

CORE

Collateral

Management

Taxation

Risk

Management

Calculation of financial

values for settlement

Capture and registration

Allocation and Give-Up

Positioning

Interfaces with other

systemsInformation

Services

Mark-to-market

New processes and systems architecture

Post-trade IntegrationNew system infrastructure


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Post-trade IntegrationBVMF proposal for IPN certification

Certification phases

iCADX Official Certification Phase 1: Connectivity with the iCADX certification environment

Phase 2: iCADX screens

IPN Free Certification

Phase 3: Connectivity with the IPN/CORE certification environment

Phase 4: Allocation, give-up and position consultation screens

Phase 5: Position control and settlement screens

Phase 6: iCADX, price and instrument messages and files

Phase 7: Allocation, give-up, position consultation, and settlement messages and files

Phase 8: Collateral screens and messages

Phase 9: Risk management and position transfer calculation and functions

Phase 10: Fee and tax files and messages

Phase 11: Integrated settlement and risk processes

IPN Official Certification

Phase 12: Monitored execution of the integrated processes scripts


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Post-trade IntegrationBVMF proposal for IPN certification


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JointDevelopment

Over 1.4 MMhours invested

Knowledge

Transfer

New technology,

New Processes

Extensive

Testing

Market LegacyCompatibility

SeamlessTransition

BM&FBOVESPA IT DevelopmentsBuilding a world-class IT platform

PUMA Trading System is a state-of-the-art system deployed in the derivatives market in2H11 and in the equities market in April 2013

Focus

Commitment

Project Management


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New Control Center room: redesigned processes,

time-to-market solving problems (marketsurveillance and trading support together) andquality services for clients


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What does PUMA add to BVMF and the market?

Performance and Capacity

Supporting the growthof the Brazilian market

Attraction of new global

players (HFTs) Allows the expansion of

market-makerprograms

Multi-asset / market

Delivering synergies formarket participants andinvestors

Leverage BVMFscapacity to offer newand complementaryproducts / markets

Features

Fully adapted to thecharacteristics of theBrazilian market

Automation of processand controls

Meets the needs ofdifferent marketparticipants /clients

Availability and Controls

More stability andavailability to themarket

Price discovering rules(auctions)

Price variation limits(dynamic / static)

& l


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Increasing competitive differentiation for derivative andcash equity markets

Latency

BM&F Segment (derivatives) BOVESPA Segment (equities)

70

2520

10-15~1 ~1


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PUMA Trading Systemnumber of trades in BOVESPA Segment (equities)

PUMA Trading Systemnumber of trades in BM&F Segment (derivatives)

-

50.000

100.000

150.000

200.000

jan-10 abr-10 jul-10 out-10 jan-11 abr-11 jul-11 out-11 jan-12 abr-12 jul-12 out-12 jan-13 abr-13

# of trds # of trds - tranch1 USDP # of trds - tranch II (USDP + AGRO)

# of trds - tranch III (USDP + AGRO + FINA) # of trds - PUMA Last 22 days average

400.000

600.000

800.000

1.000.000

1.200.000

1.400.000

1.600.000

Jan-12 Mar-12 May-12 Jul-12 Sep-12 Nov-12 Jan-13 Mar-13 May-13

# of trds - MegaBolsa # of trds - tranch I # of trds - tranch II # of trds - PUMA Last 22 days average

BM&FBOVESPA IT D l


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BM&FBOVESPA IT DevelopmentsData Center

BM&FBOVESPAClients


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APPENDIX


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Source: Ministry of Labor and Employment, IBGE , Valor 1000 and STRATUS research.

Number of companies by size

Segment to be developed

with a strong presence and

focus on EDUCATIONAL

MEDIUM and LONG TERM.

3 thd

Between

15 and 20 thd

More than 3

million

Valor Econmico Magazine, The Thousand Largest Companies

701 companies not listed, with net revenue of R $553 bn

More than a thousand employees

Annual revenues over R$400 mn

250-1,000 employees

Annual revenues over R$20-400 mn

Up to 250 employees

Annual revenues below R$20 mn

Brazilian companies that have not yet

accessed the capital markets have higher

revenues than in other countries with an

alternative investment market. This is our

initial focus SHORT TERM.

Brazilian Market Opportunities

1Q13 s 1Q12 Hi hli hts


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Total revenue:R$580.6 million+3.6%

Bovespa seg.: R$256.2 million, -2.8%

BM&F seg. R$221.8 million, +10.0%

Negatively impacted by fewer business days

Net revenue:R$521.0 million, +3.6%

Adjusted expenses:R$124.0 million, -1.1%

Operating income: R$348.2 million, +3.4%

EBITDA: R$412.4 million,+4.1% (EBITDA margin of79.2% in 1Q13)

Adjusted net income:R$394.6 million, -3.6%

Adjusted EPS:R$0.204,-3.8%

Payout:R$213.6 million in 1Q13, R$0.111 per share(80% of GAAP net income)

Bovespa segment:

ADTV: +5.0%

Margin: -3.4%

BM&F segment:

ADV: +11.5%

RPC: +3.4%

High growth products

Securities Lending: record of average open interestpositions (R$44.7 billion); +31.5%

Tesouro Direto: +24.5% of assets under custody

FIIs (real estate funds): strong growth of volumes (R$38.8million in 1Q13) and number of investors (102.7 thousand)

LCA (agribusiness credit bills): consistent increase of averageassets under custody (R$40.0 billion)

MAIN PROJECTS AND HIGHLIGHTS

1Q13 vs. 1Q12 HighlightsVolumes growth and strict cost control

FINANCIAL HIGHLIGHTS OPERATIONAL HIGHLIGHTS

1Excludes stock options plan, depreciation, provisions and tax on dividends from CME Group.2Excludes deferred liability recognized in correlation with temporary differences from amortization

of goodwill for tax purposes, the impact of the stock options plan, the investment in associate (CME

Group) accounted under the equity method of accounting, net of taxes related to dividends andtaxes paid overseas to be compensated.

3IPN/CORE implementation requires the authorization of the regulators.

PUMA Trading System:equities module deployed in Apr13

Clearinghouses Integration:tests starting in Jul13

OTC Platform:certification process for registration of NDFs startedin 1Q13

Pricing:changes in pricing policy of cash equities announced onMarch 05, 2013

Public Offerings:resumption of shares public offerings exceedingR$15 billion from January to Apr13.

BOVESPA Segment Performance


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1Q13 vs. 1Q12: + 5.0%

12.3% increase of foreign investors ADTV, due tovolatility and high frequency trades (HFTs)

Turnover velocity growth hit 71.7%

1Q13 vs. 1Q12: -3.4%

Decrease in the options margin (market maker) andderivatives participation in the total volume

TRADING MARGIN (in basis point - bps)

Market 1Q13 1Q12

Cash market 5.352 5.333

Derivatives on single stocks 13.141 14.290

Forward 12.999 13.020

Options 13.196 14.673

Total BOVESPA 5.706 5.909

AVERAGE DAILY TRADING VALUE (ADTV)

BOVESPA Segment PerformanceSolid volumes level and turnover velocity growth

ADTV BY GROUP OF INVESTORS

AVERAGE MARKET CAP. AND TURNOVER VELOCITY

(in R$ billions)

BM&F Segment Performance


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0.4 0.3 0.20.6

0.3

1.3

(78%)

1.9

(86%) 1.6

( 90%)

1.4

(71%)1.8

(84%)

1.7

2.3

1.81.9 2.1

1Q12 2Q12 3Q12 4Q12 1Q13

1st-3rd Maturity 4th-5th Maturity

1Q13 vs. 1Q12

ADV:+11.5%, reflecting 22.2% increase in the ADV ofBrazilian real-denominated interest rate contracts

RPC:+3.4%, due to:

Brazilian real-denominated interest rate contractstrading in longer maturities

Appreciation of the FX rate (US$/R$) - FX and US$interest rate contracts

Decrease of HFTs participation in the ADV

29

INTEREST RATE IN R$ CONTRACTS TOTAL REVENUE

(Revenue in R$ millions)

AVERAGE DAILY VOLUME (ADV) AND RPC (R$)

BM&F Segment PerformanceHigh growth of interest rate in R$ contracts

ADV AND RPC EVOLUTION

INTEREST RATES IN R$ - VOLUMES BY MATURITY

(ADV in millions of contracts and RPC in R$)

(ADV in millions of contracts)

Revenue Breakdown in 1Q13


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38.2%: Financial/Commodity Derivatives

39.2%: Cash Equities9.1%: Trading

30.1%: Post-Trading

4.9%: Derivatives on Stocks and Indices

Total RevenueR$580.6 million

4.7%: Depository, Custody and Back-Office

4.2%: Securities Lending

2.9%: Vendors

2.3%: Trading Access (Brokers)

2.0%: Listing

1.6%: Others

17.7%: Other Revenues

30

Revenue Breakdown in 1Q13Diversified revenue sources as a differential

REVENUE BREAKDOWN

Revenue breakdown for cash equities (trade + post-trade) do not reflect the pricing policy changes announced in

Mar-13, into effect only In Apr-13:

i) Reduction of trading fees to 0.5 bps from 0.7 bps for all investors

ii) Post-trade fees increase to 2.0 bps from 1.8 bps for institutional investors and day traders

9.1%

30.1%

4.9%38.2%

17.7%

1Q13 Expenses


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Expenses:

R$172.8

million

ADJUSTED EXPENSES (1Q13 vs. 1Q12): -1.1%

Adjusted Personnel: +5.7%, , basically due to theeffects of annual union bargain in Aug12

Data processing: -7.1%, due to expenses reductionwith IT outsourcing and lower maintenance costs withlegacy platforms

Marketing: repriorization of marketing campaigns

31

1Q13 ExpensesFocus on cost control and operational efficiency

ADJUSTED EXPENSESTOTAL EXPENSES BREAKDOWN

(in R$ millions)

*Include expenses with maintenance in general, taxes adjusted by the dividends from CME Group,

board and committee members compensation and others (excluding provisions).

125.4 124.0

4,0

(1.8)

1.0

(0.6)(2.2)

(1.8)

1Q12 Adj.

Exp.

Personnel Data proc. Third Party Commun. Marketing Others* 1Q13 Adj.

Exp.


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(in R$ millions) 1Q13 1Q12 Change1Q13/1Q12

4Q12 Change1Q13/4Q12

Net Income 521.0 502.8 3.6% 499.2 4.4%

Expenses (172.8) (166.2) 4.0% (256.0) -32.5%

Operating Income 348.2 336.7 3.4% 243.1 43.2%

Operating margin 66.8% 67.0% -12 bps 48.7% 1,812 bpsFinancial Income 37.1 65.5 -43.4% 43.1 -13.9%

EBT 422.5 439.7 -3.9% 318.4 32.7%

Net Income* 267.0 280.4 -4.8% 217.3 22.9%

Adjusted Net Income 394.6 409.2 -3.6% 379.4 4.0%

Adjusted EPS (in R$) 0.204 0.212 -3.8% 0.196 3.8%Adjusted Expenses (124.0) (125.4) -1.1% (174.2) -28.8%

Financial Statements Summary

SUMMARY OF INCOME STATEMENT (CONSOLIDATED)

* Attributable to BM&FBOVESPA shareholders.

Financial Highlights


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3333

1,207

1,443

1,166

1,191

1,041

383

340

343

346

348

354

363

390

350

440

1,714

1,979

2,100

1,964

2,341

3,658

4,125

3,999

3,851

4,169

1Q12

2Q12

3Q12

4Q12

1Q13

Market participants cash collateral and others*

Restricted funds

Subsidiaries**

Available funds

Net financial income was R$37.1 million, 43.4% drop

from 1Q13 Finance results fell 29.1%, reflecting lower interest

rates

Finance expenses increased 15.0%, mainly due to thedepreciation of R$ against US$

In 1Q13, investments amounted R$41.8 millionCapex budget ranges:

2013: between R$260290 million

2014: between R$170200 million

In May 09, the Board of Directors approved R$213.6million, comprising R$163.6 million in dividends andR$50.0 million in interest on capital

R$0.111 per share (80% of GAAP net income)

Payment on June 7, 2013 based on shareholders positionon May 21, 2013.

*Includes collaterals pledged by participants in the form of cash, receivables and rights in securities under custody, as well as payouts still undisbursed. **Includes third party collaterals and restricted funds at

BM&FBOVESPA Settlement Bank (Banco BM&FBOVESPA). 33

Cash position in 1Q13 hit R$2.3 billion, considering:

R$388.7 million in dividends related to the 2012,paid in Apr13

Resumption of the shares buyback program inApr13, when 3.1 million shares was purchased,totaling R$41.2 million

Financial HighlightsStrong cash position and high payout

(In R$ millions)

CASH AND FINANCIAL INVESTMENTS FINANCIAL RESULTS

CAPEX

PAYOUT


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Growth trend of Brazilian Real-denominated

interest rate contracts Institutional and foreign investors were the

groups with higher growth in trading thesecontracts, indicating greater sophistication andincreasing risk exposure

Trading in longer maturities contracts aregrowing faster

DERIVATIVES

EQUITIES

2.42

70.0%

2.372.33

64.2%63.8%

Avg. Mkt.Cap.

Turnover

Velocity

(ADTV in R$ bn, mkt. cap. in R$ tri, Ibovespa in points and turnover velocity in %)Volume growth to a level higher than R$7 billion,despite adverse market conditions

Low growth of market capitalization Average Ibovespa 13% below the 2010 level

Turnover Velocity above 70%

Foreign and institutional investors, HFTs andproducts development (ETFs, option andsecurities lending) driving the turnover velocityincrease

2.48

71.7%

34

(in thousands)

Growth History

ADVInterest Rate in R$ by type of investor

2819

5263

34

8587

43

116

81

46

82

110

56

80

Institutionals Foreigns Financial institutions

1Q09 1Q10 1Q11 1Q12 1Q13

6.5 6.5 7.3 7.5

67,25861,207 59,601 58,813

2

4

6

8

10

3 0 . 0 0 0

35.000

4 0 . 0 0 0

4 5 . 0 0 0

5 0 . 0 0 0

5 5 . 0 0 0

60.000

6 5 . 0 0 0

2010 2011 2012 1T13

ADTV (R$ billion) Ibovespa (Average)

High Growth Products


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12.720.5

30.2 31.944.7

2009 2010 2011 2012 2013*

0.9 1.53.7

14.6

38.8

2009 2010 2011 2012 2013*

2.93.9

6.1

9.0 9.8

2009 2010 2011 2012 2013*

48.873.4

ADTV before

Market Maker

ADTV after

Market Maker*

18.6 28.548.7

115.998.0

2009 2010 2011 2012 2013*

Securities LendingReal Estate Funds (FIIs)Options with Market Maker

(Average open interest for the period - in R$ billions)

Initiatives to develop and stimulate higher volumes in certain products

Performance shows that the initiatives are being well received by the market

Gross Revenue (1Q13): ~R$44.1 million (7.6% of total gross revenue)

ETFs Brazilian Treasury Direct - Tesouro Direto Agribusiness Credit Bills


+50.6%


(ADTV in R$ millions) (Custody in R$ billions)

High Growth ProductsGrowing sophistication of market participants

BM&FBOVESPA has a 65%market shareof the amount registered in the market(Mar-13).

CAGR(09-13):

+154.1%

CAGR (09-13):

+37.0%

CAGR (09-13):

+51.5%

CAGR (09-13):

+35.5%

*Updated to Mar. 31, 2013.

(Amount registered in R$ billions)

Financial Statements


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Financial StatementsBalance sheet summary (consolidated)

(in R$ millions) 3/31/2013 12/31/2012 (in R$ millions) 3/31/2013 12/31/2012

Current assets 4,011.7 3,536.3 Current liabilities 1,566.0 1,660.6

Cash and cash equivalents 32.8 43.6 Collateral for transactions 981.8 1,134.2

Financial investments 3,705.5 3,233.4 Others 584.3 526.4

Others 273.5 259.3 Non-current liabilities 3,203.1 3,072.6

Non-current assets 20,446.8 20,610.8 Foreign debt issues 1,224.3 1,242.2

Long-term receivables 659.2 808.9 Deferred Inc. Tax and Social Contrib. 1,878.6 1,739.6

Financial investments 430.8 573.6 Others 100.2 90.7

Others 228.4 235.2 Net equity 19,689.4 19,413.9

Investments 2,900.8 2,928.8 Capital stock 2,540.2 2,540.2

Property and equipment 355.0 361.0 Capital reserve 16,042.7 16,037.4

Intangible assets 16,531.9 16,512.2 Others 1,090.8 820.3

Goodwill 16,064.3 16,064.3 Minority shareholdings 15.7 16.0

Total Assets 24,458.5 24,147.1 Liabilities and Net Equity 24,458.5 24,147.1

LIABILITIES AND SH. EQUITYASSETS

Financial Statements


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Financial StatementsAdjusted net income and adjusted expenses reconciliation



Total Expenses 172.8 166.2 4.0% 256.0 -32.5%

Depreciation (27.1) (21.9) 23.6% (23.8) 14.0%

Stock options plan (7.9) (8.4) -6.1% (7.9) -0.6%

Tax on dividends from the CME Group (4.6) (9.8) -52.7% (18.2) -74.6%

Provisions (9.3) (0.7) 1,155.8% (31.9) -71.1%

Adjusted Expenses 124.0 125.4 -1.1% 174.2 -28.8%



Net Income* 267.0 280.4 -4.8% 217.3 22.9%

Stock options plan 7.9 8.4 -6.1% 7.9 -0.6%

Deferred Liabilities 138.9 134.8 3.1% 134.8 3.1%

Equity method investment (net of taxes) (32.5) (27.8) 17.2% (14.0) 132.9%

Recoverable taxes paid overseas 13.4 13.4 0.0% 15.2 -11.9%

Provisions - Health Plan (net of taxes) - - - 18.2 -Adjusted net income 394.6 409.2 -3.6% 379.4 4.0%

ADJUSTED NET INCOME RECONCILIATION

ADJUSTED EXPENSES RECONCILIATION

* Attributable to BM&FBOVESPA shareholders.


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www.bmfBOVESPA.com.br

Investor Relations Department+55 (11) 2565-4729 / 4418 / 4834 / 4007 / [email protected]

Presentation - Strategic Plan - May 2013

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