MBAC Announces Filing Under Companies' Creditors Arrangement Act in Connection With the Previously Announced Recapitalization Transaction - Seite 2

It is expected that holders of common shares of MBAC on the date the Recapitalization is completed will hold approximately 3.3% of the issued and outstanding common shares of MBAC. All existing options, warrants or other rights to purchase common shares of MBAC at the completion of the Recapitalization will be cancelled.

The Recapitalization will be subject to governmental, court, regulatory, stakeholder and third party approvals, as applicable, as well as the satisfaction or waiver of all the conditions of the A&R Support Agreement, and the Company can give no assurances that the Recapitalization will be completed. The A&R Support Agreement may also be terminated by either MBAC or Zaff in certain circumstances. Subject to the satisfaction of all necessary conditions, it is anticipated that the closing of the Recapitalization will occur by the end of October 2016.

The A&R Support Agreement will be filed by the Company on SEDAR and the description of the A&R Support Agreement contained in this press release is qualified by the full text of the A&R Support Agreement. Further details of the Recapitalization and the implementation process will be provided in due course as appropriate by MBAC.

In connection with the Recapitalization, on May 4, 2016, Itafós Mineração S.A., MBAC Fertilizantes S.A. and MBAC Desenvolvimento S.A. (collectively, the Brazilian Restructuring Entities), each a wholly-owned subsidiary of MBAC, filed an out-of-court consolidated restructuring procedure with the court of Arraias, State of Tocantins (the Brazilian Court) under applicable restructuring law in Brazil (the Brazil Proceeding). MBAC is an intervener in the Brazil Proceeding. On May 16, 2016, the Brazilian Court issued a decision which, among other things, granted a 180-day stay period and directed the publication of a public announcement to notify the Brazilian Restructuring Entities' unsecured creditors to object to the Brazil Proceeding within 30 days from the 20th day after the publication of the public announcement. The public notification to the Brazilian Restructuring Entities' unsecured creditors was made on June 1, 2016 and creditors were therefore entitled to file objections to the Brazil Proceedings until August 2, 2016.