Itr 3Q13 V1,0

Interim Financial Information Usinas Siderrgicas de Minas Gerais S.A.
USIMINAS
September 30th, 2013 with independent auditors review report
Edifcio Phelps Offices Towers Rua Antnio de Albuquerque, 156 11 Andar - Savassi 30112-010 - Belo Horizonte, MG, Brasil
Tel: (5531) 3232-2100 Fax: (5531) 3232-2106 ey.com.br
A free translation from Portuguese into English of report on review of quarterly information (ITR)
Report on review of quarterly information (ITR)

The Shareholders, Board of Directors and Officers
Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Belo Horizonte MG Introduction We have reviewed the accompanying individual and consolidated interim financial information of Usinas Siderrgicas de Minas Gerais S.A. - USIMINAS (Company) contained in the Quarterly Information Form (ITR) for the quarter ended September 30, 2013, comprising the balance sheet at September 30, 2013, and the related statements of income and comprehensive income for the three and nine month periods then ended, and the statements of changes in equity and cash flows for the none month period then ended including the explanatory notes. Management is responsible for the preparation of the individual interim financial information in accordance with Accounting Pronouncement CPC 21 (R1) Demonstrao Intermediria, issued by the Brazilian Financial Accounting Standards Board (CPC) and for the consolidated interim financial information in accordance with CPC 21 (R1) and IAS 34 Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), as well as for the fair presentation of this information in conformity with specific rules issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of quarterly information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review. Scope of review We conducted our review in accordance with Brazilian and International Standards on Review Engagements (NBC TR 2410 - Reviso de Informaes Intermedirias Executada pelo Auditor da Entidade, and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Uma empresa-membro da Ernst & Young Global Limited
Conclusion on individual interim financial information Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual interim financial information included in the quarterly information referred to above is not fairly presented, in all material respects, in accordance with CPC 21(R1) applicable to the preparation of quarterly information (ITR), consistently with the rules issued by the Brazilian Securities and Exchange Commission (CVM). Conclusion on consolidated interim financial information Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim financial information included in the quarterly information referred to above is not fairly presented, in all material respects, in accordance with CPC 21 (R1) and IAS 34 applicable to the preparation of quarterly information (ITR), consistently with the rules issued by the Brazilian Securities and Exchange Commission (CVM). Other matters Interim statements of value added We have also reviewed the individual and consolidated statements of value added (SVA) for the nine month period ended September 30, 2013, prepared under the responsibility of the Companys management. The presentation of interim financial information is required in accordance with CVM Standards applicable to the preparation of quarterly information (ITR), and as supplementary information by IFRS, which do not require SVA presentation. These statements have been subject to the same review procedures described above and, based on our review nothing has come to our attention that causes us to believe that they were not prepared, in all material respects, consistently with the individual e consolidated interim financial information taken as a whole.
Audited financial statements for prior periods and interim financial information reviewed by other independent auditors The audit of the individual and consolidated balance sheets at December 31, 2012, and the review of individual and consolidated interim financial information for the period ended September 30, 2012, originally prepared prior to the adjustments described in Note 3.2, were performed under the responsibility of other independent auditors who issued a unqualified and unmodified independent auditors report and review report on February 18, 2013 and October 30, 2012, respectively. As part of our review of interim financial information for the period ended September 30, 2013: (i) we examined the adjustments corresponding to the balance sheets at December 31, 2012, which in our opinion were correct and properly allocated in all material respects; (ii) we reviewed the adjustments corresponding to interim financial statements in 2012 and nothing has come to our attention that causes us to believe that those adjustments were not fairly presented, in all material respects. We were not engaged to audit, review or apply any other type of procedure to the information relating to the balance sheets at December 31, 2012, or other interim accounting information relating to the period ended September 30, 2012, and therefore we do not express an opinion or any form of assurance on the overall financial information. Belo Horizonte, October 29, 2013. ERNST & YOUNG TERCO Auditores Independentes S.S. CRC 2SP015199/O-6
Rogrio Xavier Magalhes Accountant CRC-1MG080613/O-1
Usinas Siderrgicas de Minas Gerais S.A. ITR Interim Financial Information

09/30/2013
Contents
Company data Composition of capital..................................................................................................... 1
Individual financial statements Balance sheet - Assets ................................................................................................... 2 Balance sheet - Liabilities ............................................................................................... 3 Statement of income ....................................................................................................... 4 Statement of comprehensive income .............................................................................. 5 Statement of cash flows .................................................................................................. 6 Statement of changes in equity ....................................................................................... 7 Statement of value added ............................................................................................... 9
Consolidated financial statements Balance sheet - Assets ................................................................................................... 10 Balance sheet - Liabilities ............................................................................................... 11 Statement of income ....................................................................................................... 12 Statement of comprehensive income .............................................................................. 13 Statement of cash flows .................................................................................................. 14 Statement of changes in equity ....................................................................................... 15 Statement of value added ............................................................................................... 17
Explanatory notes ........................................................................................................... 18 Comments on the consolidated perfomance ................................................................... 66 Other information considered relevant ............................................................................ 85

Company Data / Composition of Capital September 30th, 2013 (In thousands of reais)
Number of shares (Units) Paid-up Capital Common Preferred Total In Treasury Common Preferred Total Current Quarter 09/30/2013
505,260,684 508,525,506 1,013,786,190 2,526,656 24,060,356 26,587,012
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A free translation from Portuguese into English of Quarterly Information

Individual Financial Statements Balance sheet - Assets (In thousands of reais)
Current quarter 9/30/2013 29,075,603 5,383,677 459,011 1,126 1,126 1,126 1,200,334 1,200,334 3,201,057 522,149 132,826 132,826 389,323 162,814 67,778 8,514 150,217 23,691,926 1,902,437 22,300 22,300 1,234,265 1,234,265 68,652 577,220 398,536 290 6,707 100,922 59,405 11,360 8,289,622 8,289,622 146,089 7,362,476 781,057 13,351,880 11,878,979 1,472,901 147,987 Prior year 12/31/2012 29,667,154 5,829,216 1,251,103 9,137 9,137 9,137 949,368 949,368 2,985,220 634,388 634,388 369,678 129,936 5,120 22,440 107,214 23,837,938 1,935,331 23,176 23,176 1,058,842 1,058,842 69,862 783,451 391,956 290 8,020 281,356 70,063 31,766 7,780,318 7,780,318 143,040 6,938,944 698,334 13,974,626 12,478,158 1,496,468 147,663
Account code 1 1.01 1.01.01 1.01.02 1.01.02.01 1.01.02.01.03 1.01.03 1.01.03.01 1.01.04 1.01.08 1.01.08.01 1.01.08.01.01 1.01.08.03 1 .01.08.03.01 1.01.08.03.02 1.01.08.03.03 1.01.08.03.04 1.01.08.03.05 1.02 1.02.01 1.02.01.03 1.02.01.03.02 1.02.01.06 1.02.01.06.01 1.02.01.08 1.02.01.09 1.02.01.09.03 1.02.01.09.04 1.02.01.09.05 1.02.01.09.06 1.02.01.09.07 1.02.01.09.08 1.02.02 1.02.02.01 1.02.02.01.01 1.02.02.01.02 1.02.02.01.03 1.02.03 1.02.03.01 1.02.03.03 1.02.04
Account description Total assets Current assets Cash and cash equivalents Short-term investments Short-term investments at fair value Marketable securities Accounts receivable Trade accounts receivable Inventories Other current assets Noncurrent assets for sale Assets available for sale Other Taxes recoverable Dividends receivable Advances to suppliers Financial instruments Other Noncurrent assets Long-term receivables Accounts receivable Other accounts receivable Deferred taxes Deferred income and social contribution taxes Receivables from related parties Other noncurrent assets Judicial deposits Tax incentive deposits PP&E for sale Financial instruments Taxes recoverable Other Investments Equity investments Investment in affiliates Investments in subsidiaries Investments in jointly held subsidiaries Property plant and equipment (PP&E) PP&E in use Construction in progress Intangible assets
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Individual Financial Statements Balance sheet - Liabilities (In thousands of reais)
Account code 2 2.01 2.01.01 2.01.02 2.01.03 2.01.04 2.01.04.01 2.01.04.02 2.01.05 2.01.05.01 2.01.05.02 2.01.05.02.01 2.01.05.02.04 2.01.05.02.05 2.01.05.02.06 2.01.05.02.07 2.02 2.02.01 2.02.01.01 2.02.01.02 2.02.02 2.02.02.01 2.02.02.02 2.02.02.02.03 2.02.02.02.04 2.02.02.02.05 2.02.04 2.02.04.01 2.02.04.02 2.02.04.02.03 2.02.04.02.04 2.03 2.03.01 2.03.02 2.03.04 2.03.04.01 2.03.04.10 2.03.05 2.03.06 2.03.06.01 2.03.06.02 2.03.06.03 2.03.06.04 2.03.06.05 2.03.06.06 Current quarter 9/30/2013 29,075,603 4,400,037 220,213 1,883,724 129,894 1,200,699 1,185,253 15,446 965,507 719,552 245,955 606 157,108 24,732 44,875 18,634 8,075,038 6,314,735 5,316,972 997,763 98,461 46,503 51,958 32,426 3,555 15,977 1,661,842 240,032 1,421,810 1,421,810 16,600,528 12,150,000 307,841 3,871,383 699,587 3,171,796 (106,698) 378,002 871,258 (672,298) 182,173 (3,131) Prior year 12/31/2012 29,667,154 4,690,077 185,127 1,833,050 76,082 1,551,357 1,293,693 257,664 1,044,461 794,316 250,145 915 165,209 31,107 42,209 10,705 8,368,648 6,563,581 6,563,581 140,763 41,444 99,319 30,737 15,056 53,526 1,664,304 246,075 1,418,229 21,417 1,396,812 16,608,429 12,150,000 219,684 3,871,384 699,587 3,171,797 367,361 871,258 (592,487) 194,530 (104) (121,597) 15,761
Account description Total liabilities Current liabilities Social and labor obligations Trade accounts payable Tax obligations Loans and financing Loans and financing Debentures Other liabilities Liabilities with realted parties Other Dividends interest on equity payable Accounts payable Tax installments Financial instruments Advances from customers Noncurrent liabilities Loans and financing Loans and financing Debentures Other liabilities Liabilities with related parties Other Tax installments Financial instruments Other accounts payable Provisions Civil, labor and social security provisions Other provisions Provisions for environmental liabilities and decommissioning Provision for pension benefits Equity Realized capital Capital reserves Income reserves Legal reserve Investment and working capital Retained earnings (accumulated losses) Equity adjustments P&L from capital transaction Actuarial gains (losses) on pension benefits PP&E adjustment (IAS 29) Accumulated translation adjustments Cash flow hedge reserve Other
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. Individual financial statements Statement of income (In thousands of reais)
Accumulated in current year 1/1/2013 to 9/30/2013 8,513,302 (8,117,218) 396,084 97,329 (113,665) (290,010) 227,969 (212,263) 485,298 505,845 (20,547) 493,413 (824,933) (331,520) 188,970 188,970 (142,550) (142,550) Accumulated in prior year 1/1/2012 to 9/30/2012 8,514,140 (8,676,200) (162,060) 149,405 (114,031) (187,494) 183,135 (202,352) 470,147 440,202 29,945 (12,655) (670,702) (683,357) 367,545 (54) 367,599 (315,812) (315,812)
Account code 3.01 3.02 3.03 3.04 3.04.01 3.04.02 3.04.04 3.04.05 3.04.06 3.04.06.01 3.04.06.02 3.04.06.03 3.05 3.06 3.07 3.08 3.08.01 3.08.02 3.09 3.11 3.99 3.99.01 3.99.01.01 3.99.01.02 3.99.02 3.99.02.01 3.99.02.02
Account description Revenue from sale of products and/or services Cost of goods sold and/or services rendered Gross profit Operating income/expenses Selling expenses General and administrative expenses Other operating income Other operating expenses Equity pickup In affiliates and subsidiaries Capital deficiency Unearned income in transactions with subsidiaries and affiliates Income before financial income (expenses) and taxes Financial income (expenses) Income before income taxes Income and social contribution taxes Current taxes Deferred taxes Net income from continued operations Income/loss for the period Earnings per share (Reais/Share) Basic earnings per share ON PN Diluted earnings per share ON PN
Current quarter 7/1/2013 to 9/30/2013 2,951,935 (2,718,815) 233,120 16,595 (29,290) (92,019) 79,459 (90,720) 149,165 157,656 (8,491) 249,715 (148,750) 100,965 (30,425) (30,425) 70,540 70,540
Same quarter of prior year 7/1/2012 to 9/30/2012 2,920,071 (3,021,614) (101,543) (27,416) (42,429) (78,329) 57,033 (119,907) 156,216 149,602 6,614 (128,959) (158,360) (287,319) 144,068 144,068 (143,251) (143,251)
0.08000 0.08000 0.08000 0.08000
(0.14000) (0.14000) (0.14000) (0.14000)
(0.15000) (0.14000) (0.15000) (0.14000)
(0.32000) (0.32000) 0.32000 0.32000
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Usinas Siderrgicas de Minas Gerais S.A. - USIMINAS

Individual financial statements Statement of comprehensive income (In thousands of reais)
Accumulated in current year 1/1/2013 to 9/30/2013
(142,550) 38,759 (79,811) 104 118,466 (103,791)
Account code
4.01 4.02 4.02.01 4.02.02 4.02.03 4.03
Account description
Net income for the period Other comprehensive income Actuarial gains (losses) on retirement benefits Foreign exchange variation at foreign subsidiary and other changes Cash flow hedge at Company Comprehensive income for the period
Current quarter 7/1/2013 to 9/30/2013

70,540 (8,877) (12,007)
Same quarter in prior year 7/1/2012 to 9/30/2012

(143,251) (23,747) (41,621) 49 17,825 (166,998)
Accumulated in prior year 1/1/2012 to 9/30/2012

(315,812) (104,297) (95,898) 808 (9,207) (420,109)
3,130 61,663
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Individual financial statements Statement of Cash flows (In thousands of reais)
Accumulated in current year 1/1/2013 to 9/30/2013 37,675 746,930 (142,550) 687,381 181,580 686,116 (32,888) (485,298) 7,151 (188,970) 2,674 31,734 (272,434) 8,011 (260,781) (229,667) 217,522 1,210 (23,110) 114,016 50,674 7,929 (69,705) 53,812 (127,662) (14,683) (436,821) (436,821) (189,926) 33,404 (354,513) (42,212) 178,294 (4,899) (624,764) 1,322,935 (1,910,623) (11,885) (25,181) (10) (15,077) (792,092) 1,251,103 459,011 Accumulated in prior year 1/1/2012 to 9/30/2012 1,581,051 134,332 (315,812) 462,350 180,579 618,852 (2,986) (470,147) 2,934 (367,599) 89,279 (63,118) 1,785,676 106,930 (322,504) 856,198 283,896 (26,953) 37,567 20,985 546,211 3,888 361,897 4,489 (124,100) 37,172 (338,957) (338,903) (54) (671,461) 3,486 (788,524) (44,167) 161,279 (3,535) (817,018) 277,076 (955,142) (23,615) (33,789) (81,548) 10,342 102,914 363,586 466,500
Account code 6.01 6.01.01 6.01.01.01 6.01.01.02 6.01.01.03 6.01.01.04 6.01.01.05 6.01.01.07 6.01.01.08 6.01.01.09 6.01.01.10 6.01.01.11 6.01.02 6.01.02.01 6.01.02.02 6.01.02.03 6.01.02.04 6.01.02.05 6.01.02.06 6.01.02.07 6.01.02.08 6.01.02.09 6.01.02.10 6.01.02.11 6.01.02.12 6.01.02.13 6.01.03 6.01.03.01 6.01.03.02 6.02 6.02.01 6.02.02 6.02.03 6.02.04 6.02.05 6.02.06 6.03 6.03.01 6.03.02 6.03.03 6.03.04 6.03.05 6.04 6.05 6.05.01 6.05.02
Account description Net cash from operating activities Cash from operations Net income (loss) for the year Net monetary/ foreign exchange variations and charges Interest expenses Depreciation and amortization Gain (loss) from sale of PP&E items Equity pickup Stock option plan Income and social contribution taxes - deferred Setting-up (reversal) of provisions Actuarial gains (losses) Changes in assets and liabilities Marketable securities Customers Inventories Taxes recoverable Amounts receivable from related parties Judicial deposits Other (increases) decreases in assets Suppliers, contractors and shipping Advances from customers Amounts payable to related parties Taxes payable Actuarial liability payment Other increases (decreases) in liabilities Other Interest paid Income and social contribution taxes paid Net cash used in investing activities Amount received from disposal of PP&E items Acquisition of PP&E items Acquisition of intangible assets Dividends received Amount paid for acquisition of subsidiaries Acquisition of software Net cash from financing activities Loans/ financing raised and debentures Repayment of loans and financing Payment of tax installments Settlement of swap transactions Dividends and interest on equity Foreign exchange variation on cash and cash equivalents Increase (decrease) in cash and cash equivalents Opening balance of cash and cash equivalents Closing balance of cash and cash equivalents
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Individual financial statements Statement of changes in equity 01/01/2013 to 09/30/2013 (In thousands of reais)
Capital reserves, options granted and treasury shares 219,685 219,685 88,156 7,151 81,005 307,841
Account code 5.01 5.03 5.04 5.04.03 5.04.08 5.04.09 5.04.10 5.05 5.05.01 5.05.02 5.05.02.06 5.05.02.07 5.05.02.08 5.06 5.06.01 5.07
Accounts description Opening balances Adjusted opening balances Capital transactions with shareholders Stock options recognized Unclaimed dividends Realization of IAS 29 adjustment of PP&E items Changes in equity holding that do not result in loss or acquisition of control Total comprehensive income Net income for the period Other comprehensive income Actuarial gains (losses) on pension benefits Foreign exchange variation at foreign affiliate and other changes Cash flow hedge at parent company Internal changes in equity Setting up of reserves Closing balances
Paid in capital 12,150,000 12,150,000 12,150,000
Income reserve 3,871,383 3,871,383 3,871,383
Retained earnings (accumulated losses) 20,091 1,069 299 18,723 (142,550) (142,550) 15,761 15,761 (106,698)
Other comprehensive income 367,361 367,361 (12,357) (12,357) 38,759 38,759 (79,811) 104 118,466 (15,761) (15,761) 378,002
Equity 16,608,429 16,608,429 95,890 8,220 299 6,366 81,005 (103,791) (142,550) 38,759 (79,811) 104 118,466 16,600,528
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Individual financial statements Statement of changes in equity 1/1/2012 to 9/30/2012 (In thousands of reais)
Capital reserves, options granted and treasury shares 2,274 2,274 2,934 2,934 5,208
Account code 5.01 5.03 5.04 5.04.03 5.04.07 5.04.08 5.05 5.05.01 5.05.02 5.05.02.06 5.05.02.07 5.05.02.08 5.05.02.09 5.07
Account description Opening balances Adjusted opening balances Capital transactions with shareholders Stock options recognized Interest on equity Unclaimed dividends Total comprehensive income Net income for the period Other comprehensive income Realization of IAS 29 adjustment of PP&E items Cash flow hedge at parent company Actuarial gains (losses) on pension benefits Foreign exchange variation at foreign affiliate and other changes Closing balances
Paid-in capital 12,150,000 12,150,000 12,150,000
Income reserve 4,517,043 4,517,043 (26,221) (26,221) 4,490,822
Accumulated income (losses) 2,450 1,541 909 (302,644) (315,812) 13,168 13,168 (300,194)
Other comprehensive income 614,476 614,476 (117,465) (117,465) (13,168) (9,207) (95,898) 808 497,011
Equity 17,283,793 17,283,793 (20,837) 4,475 (26,221) 909 (420,109) (315,812) (104,297) (9,207) (95,898) 808 16,842,847
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Individual financial statements - Statement of value added (In thousands of reais)
Accumulated in current year 1/1/2013 to 9/30/2013 11,440,916 11,372,189 78,117 (9,390) (8,867,484) (8,448,791) (418,693) 2,573,432 (686,116) (686,116) 1,887,316 590,451 485,298 136,887 (31,734) (31,734) 2,477,767 2,477,767 712,957 571,649 90,059 51,249 945,540 382,075 520,698 42,767 961,820 656,475 305,345 89,133 216,212 (142,550) (142,550) Accumulated in prior year 1/1/2012 to 9/30/2012 11,240,537 11,220,318 23,736 (3,517) (10,194,949) (9,698,961) (495,988) 1,045,588 (618,852) (618,852) 426,736 674,355 470,147 141,090 63,118 63,118 1,101,091 1,101,091 818,715 690,525 67,495 60,695 (213,604) 75,554 (316,956) 27,798 811,792 447,022 364,770 359,943 4,827 (315,812) (315,812)
Account code 7.01 7.01.01 7.01.02 7.01.04 7.02 7.02.01 7.02.02 7.03 7.04 7.04.01 7.05 7.06 7.06.01 7.06.02 7.06.03 7.06.03.01 7.07 7.08 7.08.01 7.08.01.01 7.08.01.02 7.08.01.03 7.08.02 7.08.02.01 7.08.02.02 7.08.02.03 7.08.03 7.08.03.01 7.08.03.03 7.08.03.03.01 7.08.03.03.02 7.08.04 7.08.04.03
Account description Revenues Sales of goods, products and services Other income Provision/ reversal of tax credits Loan losses Inputs acquired from third parties Cost of products, goods and services sold Materials, energy, third-party services and other Gross value added Retentions Depreciation, amortization and depletion Net value added produced by the entity Value added received in transfer Equity pickup Financial income (expenses) Other Actuarial gains (losses) Total value added to be distributed Distribution of value added Personnel Direct remuneration Benefits FGTS Taxes, charges and contributions Federal State Municipal Remuneration of third-party capital Interest Other Foreign exchange variation, net Other Equity remuneration Retained earnings/ accumulated losses for the period
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Consolidated Financial Statements Balance sheet - Assets (In thousands of reais)
Account code 1 1.01 1.01.01 1.01.02 1.01.02.01 1.01.02.01.03 1.01.03 1.01.03.01 1.01.04 1.01.08 1.01.08.01 1.01.08.01.01 1.01.08.03 1.01.08.03.01 1.01.08.03.02 1.01.08.03.03 1.01.08.03.04 1.01.08.03.05 1.02 1.02.01 1.02.01.06 1.02.01.06.01 1.02.01.08 1.02.01.09 1.02.01.09.04 1.02.01.09.05 1.02.01.09.06 1.02.01.09.07 1.02.02 1.02.02.01 1.02.02.01.01 1.02.02.01.04 1.02.03 1.02.03.01 1.02.03.03 1.02.04 Current quarter 9/30/2013 32,025,448 10,436,995 2,302,788 1,686,913 1,686,913 1,686,913 1,756,348 1,756,348 3,902,708 788,238 250,721 250,721 537,517 295,127 14,595 17,010 171,687 39,098 21,588,453 2,413,390 1,697,479 1,697,479 20,451 695,460 424,186 105,652 115,427 50,195 1,290,488 1,290,488 478,905 811,583 15,492,114 13,202,328 2,289,786 2,392,461 Prior year 12/31/2012 32,605,145 10,706,114 3,123,318 1,537,558 1,537,558 1,537,558 1,568,105 1,568,105 3,767,984 709,149 709,149 485,093 12,134 33,178 128,651 50,093 21,899,031 2,450,695 1,513,879 1,513,879 19,636 917,180 430,531 286,508 131,583 68,558 1,182,052 1,182,052 453,062 728,990 15,852,506 13,651,283 2,201,223 2,413,778
Account description Total assets Current assets Cash and cash equivalents Short-term investments Short-term investments at fair value Marketable securities Accounts receivable Trade accounts receivable Inventories Other current assets Noncurrent assets for sale Assets available for sale Other Taxes recoverable Dividends receivable Advances to suppliers Other accounts receivable Financial instruments Non-current assets Long-term receivables Deferred taxes Income and social contribution taxes - deferred Receivables from related parties Other noncurrent assets Judicial deposits Financial instruments Taxes recoverable Other Investments Equity investments Investment in affiliates Other equity investments Property and equipment Property and equipment in operation Construction in progress Intangible assets
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Consolidated Financial Statements Balance sheet - Liabilities (In thousands of reais)
Current quarter 9/30/2013 32,025,448 5,121,401 318,850 2,445,170 176,937 1,260,584 1,245,138 15,446 814,360 133,417 680,943 2,788 25,766 44,875 167,054 259,453 181,007 105,500 105,500 105,500 8,193,489 6,169,692 5,171,929 997,763 230,027 230,027 42,848 120,002 64,219 2,958 1,793,770 296,949 1,496,821 75,011 1,421,810 18,710,558 12,150,000 307,841 3,871,383 699,587 3,171,796 (106,698) 378,002 871,258 (672,298) 182,173 (3,131) 2,110,030 Prior year 12/31/2012 32,605,145 5,401,055 279,233 2,280,432 198,029 1,658,487 1,400,823 257,664 984,874 204,920 779,954 26,635 32,103 42,209 279,297 227,703 172,007 8,691,017 6,339,267 6,339,267 597,977 597,977 41,483 323,790 227,704 5,000 1,753,773 279,258 1,474,515 77,703 1,396,812 18,513,073 12,150,000 219,684 3,871,384 699,587 3,171,797 367,361 871,258 (592,487) 194,530 (104) (121,597) 15,761 1,904,644
Account code 2 2.01 2.01.01 2.01.02 2.01.03 2.01.04 2.01.04.01 2.01.04.02 2.01.05 2.01.05.01 2.01.05.02 2.01.05.02.01 2.01.05.02.04 2.01.05.02.05 2.01.05.02.06 2.01.05.02.07 2.01.05.02.08 2.01.07 2.01.07.01 2.01.07.01.01 2.02 2.02.01 2.02.01.01 2.02.01.02 2.02.02 2.02.02.02 2.02.02.02.03 2.02.02.02.04 2.02.02.02.05 2.02.02.02.06 2.02.04 2.02.04.01 2.02.04.02 2.02.04.02.03 2.02.04.02.04 2.03 2.03.01 2.03.02 2.03.04 2.03.04.01 2.03.04.10 2.03.05 2.03.06 2.03.06.01 2.03.06.02 2.03.06.03 2.03.06.04 2.03.06.05 2.03.06.06 2.03.09
Account description Total liabilities Current liabilities Social and labor liabilities Suppliers Tax liabilities Loans and financing Loans and financing Debentures Other liabilities Payables to related parties Other Dividends and interest on equity payable Taxes in installments Financial instruments Advances from customers Accounts payable from acquisition of investments Accounts payable Liabilities on noncurrent assets for sale and discontinued items Liabilities on noncurrent assets for sale Liabilities for assets available for sale Noncurrent liabilities Loans and financing Loans and financing Debentures Other liabilities Other Taxes in installments Financial instruments Accounts payable from acquisition of investments Other Provisions Tax, social security, labor and civil provisions Other provisions Provisions for environmental liabilities and decommissioning Provisions for pension benefits Consolidated equity Realized capital Capital reserves Income reserves Legal reserve Investment and working capital Retained earnings (accumulated losses) Equity adjustments P&L from capital transaction Actuarial gains (losses) on pension benefits PP&E adjustment (IAS 29) Accumulated translation adjustments Cash flow hedge reserve Other Non-controlling shareholders equity
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Consolidated financial statements Statement of income (In thousands of reais)
Accumulated in Same quarter in prior year current year 1/7/2012 to 1/1/2013 to 9/30/2012 9/30/2013 9,636,874 3,389,734 (8,598,009) (3,298,976) 1,038,865 90,758 (560,572) (217,891) (252,765) (96,871) (424,790) (124,358) 234,593 63,779 (244,001) (124,604) 126,391 64,163 478,293 (127,133) (630,027) (116,420) (151,734) (243,553) 121,523 118,702 (86,226) (30,957) 207,749 149,659 (30,211) (124,851) (30,211) (124,851) (142,550) (143,251) 112,339 18,400 Accumulated in prior year 1/1/2012 to 9/30/2012 9,503,464 (9,141,668) 361,796 (526,082) (273,996) (343,505) 201,511 (230,701) 120,609 (164,286) (383,223) (547,509) 299,346 (116,450) 415,796 (248,163) (248,163) (315,812) 67,649
Account code 3.01 3.02 3.03 3.04 3.04.01 3.04.02 3.04.04 3.04.05 3.04.06 3.05 3.06 3.07 3.08 3.08.01 3.08.02 3.09 3.11 3.11.01 3.11.02 3.99 3.99.01 3.99.01.01 3.99.01.02 3.99.02 3.99.02.01 3.99.02.02
Account description Revenue from sale of products and/or services Cost of goods sold and/or services rendered Gross profit Operating income/expenses Selling expenses General and administrative expenses Other operating income Other operating expenses Equity pickup Income before financial income (expenses) and taxes Financial income (expenses) Income before income taxes Income and social contribution taxes Current taxes Deferred taxes Net income from continued operations Consolidated income/ loss for the period Allocated to parent company shareholders Allocated to noncontrolling shareholders Earnings per share (Reais/Share) Basic earnings per share ON PN Diluted earnings per share ON PN
Current quarter 7/1/2013 to 9/30/2013 3,197,724 (2,742,261) 455,463 (181,048) (71,005) (136,018) 82,790 (104,890) 48,075 274,415 (117,566) 156,849 (42,241) (19,825) (22,416) 114,608 114,608 70,540 44,068
0.08000 0.08000 0.08000 0.08000
(0.14000) (0.14000) (0.14000) (0.14000)
(0.15000) (0.14000) (0.15000) (0.14000)
(0.32000) (0.32000) (0.32000) (0.32000)
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Consolidated financial statements Statement of comprehensive income (In thousands of reais)
Accumulated in current year 1/1/2013 to 9/30/2013 (30,211) 38,759 (79,811) 104 118,466 8,548 (103,791) 112,339
Account code 4.01 4.02 4.02.01 4.02.02 4.02.03 4.03 4.03.01 4.03.02
Account description Consolidated net income/ loss for the period Other comprehensive income Actuarial gains (losses) on pension benefits Foreign exchange variation at foreign affiliate and other changes Hedge accounting Comprehensive income for the period Allocated to parent company shareholders Allocated to noncontrolling shareholders
Current quarter 7/1/2013 to 9/30/2013 114,608 (8,877) (12,007) 3,130 105,731 61,663 44,068
Same quarter in prior year 7/1/2012 to 9/30/2012 (124,851) (23,747) (41,622) 49 17,826 (148,598) (166,998) 18,400
Accumulated in prior year 1/1/2012 to 9/30/2012 (248,163) (104,297) (95,898) 808 (9,207) (352,460) (420,109) 67,649
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Consolidated financial statements Statement of Cash flows (In thousands of reais)
Accumulated in current year 1/1/2013 to 9/30/2013 548,420 1,324,715 (30,211) 641,333 208,765 780,397 (33,275) (126,391) 7,151 (207,749) 52,961 31,734 (183,112) (149,355) (198,058) (148,554) 181,364 (12,838) (815) 65,807 164,738 (71,503) (112,243) 47,232 (127,662) 178,775 (593,183) (463,391) (129,792) (816,375) (152,144) (665,521) 35,207 (42,212) 16,009 (7,714) (537,498) 1,338,283 (2,024,260) (12,645) 3,402 (63,250) 220,972 (15,077) (820,530) 3,123,318 2,302,788
Account code 6.01 6.01.01 6.01.01.01 6.01.01.02 6.01.01.03 6.01.01.04 6.01.01.05 6.01.01.07 6.01.01.08 6.01.01.09 6.01.01.10 6.01.01.11 6.01.02 6.01.02.01 6.01.02.02 6.01.02.03 6.01.02.04 6.01.02.05 6.01.02.06 6.01.02.07 6.01.02.08 6.01.02.09 6.01.02.10 6.01.02.11 6.01.02.12 6.01.02.13 6.01.03 6.01.03.01 6.01.03.02 6.02 6.02.01 6.02.02 6.02.03 6.02.04 6.02.05 6.02.06 6.03 6.03.01 6.03.02 6.03.03 6.03.04 6.03.05 6.03.06 6.04 6.05 6.05.01 6.05.02
Account description Net cash from operating activities Cash from operations Net income (loss) for the year Charges and monetary/ foreign exchange variations Interest expenses Depreciation and amortization Gain (loss) from sale of PP&E items Equity pickup Stock option plan Income and social contribution taxes - deferred Setting-up (reversal) of provisions Actuarial gains (losses) Changes in assets and liabilities Marketable securities Trade accounts receivable Inventories Taxes recoverable Judicial deposits Amounts receivable from related parties Other (increases) decreases in assets Suppliers, contractors and shipping Amounts payable to related parties Advances from customers Taxes payable Actuarial liability Other increases (decreases) in liabilities Other Interest paid Income and social contribution taxes paid Net cash used in investing activities Amount received/ paid for disposal (acquisition) of investments Acquisition of PP&E items Amount received from disposal of PP&E items Additions to intangible assets Dividends received Acquisition of software Net cash from financing activities Loans/ financing raised and debentures Repayment of loans and financing Payment of tax installments Settlement of swap transactions Dividends and interest on equity paid Capital increase Foreign exchange variation on cash and cash equivalents Increase (decrease) in cash and cash equivalents Opening balance of cash and cash equivalents Closing balance of cash and cash equivalents
Accumulated in prior year 1/1/2012 to 9/30/2012 2,035,774 561,613 (248,163) 401,438 227,798 702,390 (3,148) (120,609) 2,934 (415,796) 77,887 (63,118) 2,024,979 391,268 (417,564) 789,208 168,783 28,827 (16,731) 101,575 855,234 6,056 65,930 (5,015) (124,100) 181,508 (550,818) (359,983) (190,835) (1,331,803) (140,615) (1,268,338) 10,640 (48,330) 114,840 (765,887) 382,680 (1,012,849) (24,342) (17,297) (94,079) 10,342 (51,574) 2,842,422 2,790,848
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Consolidated financial statements Statement of changes in equity - 01/01/2013 to 09/30/2013 (In thousands of reais)
Capital reserves, options granted and treasury shares 219,685 219,685 88,156 7,151 81,005 307,841
Account code 5.01 5.03 5.04 5.04.01 5.04.03 5.04.06 5.04.08 5.04.09 5.04.10 5.05 5.05.01 5.05.02 5.05.02.06 5.05.02.07 5.05.02.08 5.06 5.06.01 5.07
Account description Opening balances Adjusted opening balances Capital transactions with shareholders Capital increase Stock options recognized Dividends Unclaimed dividends Realization of IAS 29 adjustment of PP&E items Changes in equity holding that do not result in loss or acquisition of control Total comprehensive income Net income for the period Other comprehensive income Actuarial gains (losses) on pension benefits Foreign exchange variation at foreign affiliate and other changes Cash flow hedge at parent company Internal changes in equity Setting up of reserves Closing balances
Paid-in capital 12,150,000 12,150,000 12,150,000
Income reserves 3,871,383 3,871,383 3,871,383
Accumulated income (losses) 20,091 1,069 299 18,723 (142,550) (142,550) 15,761 15,761 (106,698)
Other comprehensive income 367,361 367,361 (12,357) (12,357) 38,759 38,759 (79,811) 104 118,466 (15,761) (15,761) 378,002
Equity 16,608,429 16,608,429 95,890 8,220 299 6,366 81,005 (103,791) (142,550) 38,759 (79,811) 104 118,466 16,600,528
Non-controlling shareholders 1,904,644 1,904,644 93,034 105,250 (46,933) 34,717 112,339 112,339 13 13 2,110,030
Consolidated equity 18,513,073 18,513,073 188,924 105,250 8,220 (46,933) 299 6,366 115,722 8,548 (30,211) 38,759 (79,811) 104 118,466 13 13 18,710,558
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Consolidated financial statements Statement of changes in equity - 01/01/2012 to 09/30/2012 (In thousands of reais)
Capital reserves, options granted and treasury shares 2,274 2,274 2,934 2,934 5,208
Account code 5.01 5.03 5.04 5.04.03 5.04.07 5.04.08 5.05 5.05.01 5.05.02 5.05.02.06 5.05.02.07 5.05.02.08 5.05.02.09 5.07
Account description Opening balances Adjusted opening balances Capital transactions with shareholders Stock options recognized Interest on equity Unclaimed dividends Total comprehensive income Net income for the period Other comprehensive income Realization of IAS 29 adjustment of PP&E items Cash flow hedge at parent company Actuarial gains (losses) on pension benefits Foreign exchange variation at foreign affiliate and other changes Closing balances
Paid-in capital 12,150,000 12,150,000 12,150,000
Income reserves 4,517,043 4,517,043 (26,221) (26,221) 4,490,822
Accumulated income (losses) 2,450 1,541 909 (302,644) (315,812) 13,168 13,168 (300,194)
Other comprehensive income 614,476 614,476 (117,465) (117,465) (13,168) (9,207) (95,898) 808 497,011
Equity 17,283,793 17,283,793 (20,837) 4,475 (26,221) 909 (420,109) (315,812) (104,297) (9,207) (95,898) 808 16,842,847
Non-controlling shareholders 1,730,412 1,730,412 67,649 67,649 1,798,061
Consolidated equity 19,014,205 19,014,205 (20,837) 4,475 (26,221) 909 (352,460) (248,163) (104,297) (9,207) (95,898) 808 18,640,908
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Consolidated financial statements - Statement of value added (In thousands of reais)
Account code 7.01 7.01.01 7.01.02 7.01.04 7.02 7.02.01 7.02.02 7.02.03 7.03 7.04 7.04.01 7.05 7.06 7.06.01 7.06.02 7.06.03 7.06.03.01 7.07 7.08 7.08.01 7.08.01.01 7.08.01.02 7.08.01.03 7.08.02 7.08.02.01 7.08.02.02 7.08.02.03 7.08.03 7.08.03.01 7.08.03.03 7.08.03.03.01 7.08.03.03.02 7.08.04 7.08.04.03 7.08.04.04 Accumulated in prior year 1/1/2013 to 9/30/2013 12,826,197 12,758,158 79,730 (11,691) (9,675,690) (8,981,456) (698,570) 4,336 3,150,507 (780,397) (780,397) 2,370,110 336,564 126,391 241,907 (31,734) (31,734) 2,706,674 2,706,674 1,360,128 1,158,556 126,822 74,750 504,823 323,852 125,915 55,056 871,934 754,717 117,217 135,537 (18,320) (30,211) (142,550) 112,339 Accumulated in prior year 1/1/2012 to 9/30/2012 12,462,842 12,442,666 24,864 (4,688) (11,009,411) (10,188,060) (821,351) 1,453,431 (702,390) (702,390) 751,041 494,749 120,609 311,022 63,118 63,118 1,245,790 1,245,790 1,420,390 1,305,684 23,859 90,847 (620,682) (45,475) (611,100) 35,893 694,245 541,661 152,584 180,612 (28,028) (248,163) (315,812) 67,649
Account description Revenues Sales of goods, products and services Other income Provision/ reversal of tax credits Doubtful accounts Inputs acquired from third parties Cost of products, goods and services sold Materials, energy, third-party services and other Loss/recovery of asset values Gross value added Retentions Depreciation, amortization and depletion Net value added produced by the entity Value added received in transfer Equity pickup Financial income (expenses) Other Actuarial gains and losses Total value added to be distributed Distribution of value added Personnel Direct remuneration Benefits FGTS Taxes, charges and contributions Federal State Municipal Remuneration of third-party capital Interest Other Foreign exchange variation, net Other Equity remuneration Retained earnings/ accumulated losses for the period Holding Noncontrolling shareholders in retained earnings
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A free translation from Portuguese into English of Interim Financial Information
Operations
Usinas Siderrgicas de Minas Gerais S.A. USIMINAS (USIMINAS, Usiminas, Parent Company or Company) is headquartered in Belo Horizonte, state of Minas Gerais (MG) and is engaged in the exploration of the steel industry and related industries. The Company produces flat-rolled steel at the Intendente Cmara plant and Jos Bonifcio de Andrada e Silva plant, located in Ipatinga (Minas Gerais) and Cubato (So Paulo), respectively, designated to the domestic market and export. The Company, through its subsidiaries, jointly-controlled subsidiaries and affiliates (collectively, Usiminas Companies), maintains several service and distribution centers in various regions of Brazil, in addition to the Cubato and Praia Mole ports located in the states of So Paulo and Esprito Santo, respectively, as strategic points for the shipping of its production. The Company's shares are listed for trading on the So Paulo Stock Exchange (BM&FBOVESPA) under the tickers USIM3 and USIM5. In order to expand its business activity, the Company holds, directly or indirectly, interest in subsidiaries, jointly controlled subsidiaries and affiliates, whose main activities are described below: (a) Subsidiaries Automotiva Usiminas S.A. (Automotiva Usiminas) with head office in Pouso Alegre (MG), it is engaged in the manufacturing and trading of stamped steel parts. Automotiva Usiminas is under transfer process as described in Note 13. Cosipa Commercial Ltd. (Cosipa Commercial) with head office in the Cayman Islands, was established in April 2006, in order to optimize the fund raising abroad. Cosipa Overseas Ltd. (Cosipa Overseas) with head office in the Cayman Islands, was established in February 1994, with the goal to optimize the Company's foreign trade operations, in order to facilitate purchases of imported raw materials and the export of steel products, in addition to serve as means to raise funds abroad to finance the Companys investments.
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Minerao Usiminas S.A. (Minerao Usiminas or MUSA) with head office in Belo Horizonte (MG), it is a partnership between the Company (70%) and the Sumitomo Group (30%), whose main business purpose is the extraction and processing of iron ore as pellet feed and sinter feed and lump iron ore. Most of its production, which is extracted from mines in the Serra Azul region, in the state iron quadrangle, is designated for the consumption of the Company's steel plants. MUSA also holds 50% stake in the jointly controlled Modal Terminal de Granis Ltda. (Modal), headquartered in Itana (MG), whose business purpose is the operation of road and rail freight terminals, storage and handling of ore and steel products and road cargo transport. It also holds 22.2% interest in the affiliate Terminal de Cargas Sarzedo Ltda. (Terminal Sarzedo) with headquarters in Sarzedo (MG), whose main activities comprise cargo storage, bus/rail terminal operation, storage and related services. In addition, it fully controls Usiminas Participaes e Logstica S.A. (UPL) with head office in So Paulo, capital city, is exclusively engaged in directly holding shares and other marketable securities of MRS Logstica S.A. Rios Unidos Logstica e Transporte de Ao Ltda. (Rios Unidos) Established in Guarulhos (SP), it is primarily engaged in providing road cargo transportation services. Solues em Ao Usiminas S.A. (Solues Usiminas) headquartered in Belo Horizonte (MG), it has 14 industrial units, strategically located throughout Brazil, whose main business purpose is the transformation of steel products, in addition to operate as a distribution center. Solues Usiminas provides the market with differentiated and higher value added products, concentrating on small and mediumsized customer service. It comprises the Company (68.88%); Metal One (20%) and others (11.12%). Usiminas Commercial Ltd. (Usiminas Commercial) Established in 2006, it is engaged in raising funds abroad for the Company. Usiminas Europa A/S (Usiminas Europa) Established in 2005 and headquartered in Copenhagen, Denmark, it is primarily engaged in investments in wholly owned subsidiaries Usiminas Galvanized Steel ApS ("Usiminas Galvanized") and Usiminas Eletrogalvanized Steel ApS (Usiminas Eletrogalvanized), whose main activity is to encourage sales of galvanized steel and electrogalvanized steel produced by the Company, respectively, to foreign customers. Usiminas International Ltd. (Usiminas International) Headquartered in the Principality of Luxembourg and established in 2001, its business purpose is to hold the Company's overseas investments.
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Usiminas Mecnica S.A. (Usiminas Mecnica) Headquartered in Ipatinga (MG), it is primarily engaged in the manufacture of equipment and installation for production segments of steel, oil, petrochemical, hydroelectric, mining, rail transport, cement, pulp and paper, recovery of parts, rollers, heavy industry cylinders, stamping and cutting of plates for serial automotive parts, stationary crane dumping buckets and environmental control. (b) Jointly controlled entities Unigal Usiminas Ltda. (Unigal) Headquartered in Belo Horizonte (MG), it is a joint venture established in 1998 by the Company (70%) and Nippon Steel & Sumitomo Metal Corporation (30%), with the purpose of transforming cold-rolled coils in hot-dip galvanized coils, mainly for the car industry. Unigal, whose factory is located in Ipatinga (MG), has an installed galvanising capacity of 1,030 tons of steel p.a. (unreviewed). Fasal Trading Brasil S.A. (Fasal Trading Brasil) Established on November 30, 2009 and headquartered in Belo Horizonte (MG), it is engaged in the sale of steel and metal products, providing related services, as well as holding interest in other companies, domestic or foreign, performing activities that relate or complement the activities thereof. The Company holds 50% of its capital. Usiroll Usiminas Court Tecnologia em Acabamento Superficial Ltda. (Usiroll) Headquartered in Ipatinga (MG), it is engaged in providing services, especially plating cylinder and rolled steel. The Company holds 50% of its capital. (c) Investments in affiliate companies Codeme Engenharia S.A. (Codeme) Headquartered in Betim (MG), it is engaged in manufacturing and assemblying steel constructions, industrial buildings, commercial warehouses and multiple floor buildings. Codeme has plants in Betim (MG) and in Taubat (SP). Metform S.A. (Metform) - Headquartered in Betim (MG), it is engaged in the manufacturing of steel tiles, steel decks and galvanized accessories, with or without painting. Metform has plants in Betim (MG) and in Taubat (SP). MRS Logstica S.A. (MRS) Headquartered in Rio de Janeiro, MRS provides railway transportation and logistics services in the southeastern region of Brazil. The Company's interest in MRS represents a strategic investment for the optimization of the supply of raw materials, finished products supply and third-party cargo transportation, mainly related to the operation of the Company's port terminals.
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Interim financial information

The Board of Directors meeting of October 29th, 2013 approved the issue and disclosure of the interim financial information contained in the Company and Consolidated Quarterly Information Form (ITR).
Presentation of the interim financial information and summary of significant accounting policies
The significant accounting policies applied in this interim financial information are consistent with the policies described in note 3 of the Companys financial statements for year ended December 31st, 2012, filed with the Brazilian Securities and Exchange Commission (CVM). The accounting policies were uniformly applied in the presented period, except for the adoption of IFRS 11 - Joint Arrangements, as mentioned in item 3.2 below. Accounting information is presented in thousands of reais (R$ thousand), unless otherwise stated. 3.1 Basis for preparation of the financial statements (a) Individual interim financial information - Company The individual interim financial information of USIMINAS, presented herein under the heading Company, was prepared in accordance with CPC 21 (R1), Interim Financial Reporting, consistent with the CVM Rules. (b) Interim financial information - Consolidated The consolidated interim financial information, presented herein under the heading Company, was prepared in accordance with CPC 21(R1) and IAS 34, Interim Financial Reporting, and IAS 34 Interim Financial Reporting" consistent with the CVM Rules. This interim financial information is to be read jointly with Company financial statements for the year ended December 31, 2012.
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3.2
Accounting standards, amendments and interpretations In the nine month period ended September 30, 2013, no new standards, amendments and interpretations of standards were issued, in addition to those of the Company's financial statements at year ended December 31, 2012 disclosed in Note 3.24. In addition, no changes in relation to expected and disclosed impacts were observed in these financial statements that could affect the interim financial statements of such period. The Company adopted, as from 2013, the IFRS 11 Joint Arrangements, issued in May 2011, and included it as an amendment to the wording of CPC 19 (R2) Joint arrangements". Accordingly, since the proportionate consolidation method is no longer allowed, the Company ceased to proportionally consolidate the jointly controlled subsidiaries Fasal Trading Brasil, Unigal e Usiroll, in addition the subsidiary Minerao Usiminas ceased to proportionally consolidate its jointly controlled entity Modal. Accordingly, as from January 1, 2013, stakes in Fasal Trading Brasil (50%), Unigal (70%), Usiroll (50%) e Modal (50%) are being accounted for by the equity pickup method. For comparison purposes, the consolidated balances at December 31, 2012 and September 30, 2012 have been adjusted observing the change of accounting practice, as follows: (a) Balance sheet
Balances previously disclosed Assets Current assets Non-current assets Long-term receivables Investment Fixed assets Intangible assets Total assets Liabilities and equity Current liabilities Non-current liabilities Net equity Total liabilities and equity 12/31/2012 Balances after amendments to CPC19 (R2)
Amendments to CPC 19 (R2)
10,780,645 21,993,574 2,444,744 453,062 16,653,120 2,442,648 32,774,219
(74,531) (94,543) 5,951 728,990 (800,614) (28,870) (169,074)
10,706,114 21,899,031 2,450,695 1,182,052 15,852,506 2,413,778 32,605,145
5,402,921 8,858,225 18,513,073 32,774,219
(1,866) (167,208) (169,074)
5,401,055 8,691,017 18,513,073 32,605,145
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(b) Statement of income

Balances previously disclosed Net revenue from sales and services Cost of products and services Operating income (expenses) Financial income Equity pickup IR and CSLL provision Net income (loss) for the period 9,501,270 (9,004,041) (652,372) (395,941) 45,634 257,287 (248,163) Amendments to CPC 19 (R2) 2,194 (137,627) 5,681 12,718 74,975 42,059 9/30/2012 Balances after amendments to CPC19 (R2) 9,503,464 (9,141,668) (646,691) (383,223) 120,609 299,346 (248,163)
(c) Cash flow statement

Balances previously disclosed 2,210,753 (1,446,863) (798,991) Amendments to CPC 19 (R2) (174,979) 115,060 33,104 9/30/2012 Balances after amendments to CPC19 (R2) 2,035,774 (1,331,803) (765,887)
Net cash from operating activities Net cash used in investing activities Net cash from (used in) financing activities Foreign exchange variation on cash and cash equivalents Increase (decrease) in cash and cash equivalents Opening balance of cash and cash equivalents Closing balance of cash and cash equivalents
10,342 (24,759) 2,901,312 2,876,553
(26,815) (58,890) (85,705)
10,342 (51,574) 2,842,422 2,790,848
(d) Statement of value added

9/30/2012 Balances previously disclosed Revenue Inputs Depreciation Value added received in transfer Total unpaid value added to be distributed Personnel Taxes fees and contributions Remuneration of third-party capital Equity remuneration Payment of value added 12,457,952 (10,870,051) (726,838) 425,367 1,286,430 1,402,840 (580,803) 712,556 (248,163) 1,286,430
Amendments CPC 19 Balances after amendments to
(R2) 4,890 (139,360) 24,448 69,382 (40,640) 17,550 (39,879) (18,311) (40,640)
CPC19 (R2) 12,462,842 (11,009,411) (702,390) 494,749 1,245,790 1,420,390 (620,682) 694,245 (248,163) 1,245,790
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Financial risk management

At September 30th, 2013, no significant changes in policies and in the financial risk management related to those disclosed in the Company financial statements for the year ended December 31st, 2012. The information related to: (a) cash flow of financial instruments; (b) assets and liabilities pegged to exchange rate variations; (c) opening of loans and financings and debentures by currency and interest rate; (d) financial leverage index; (e) classification and transfer between levels of hierarchy of assets and liabilities measured at fair value; and (f) the fair value of loans and borrowings and other financial assets and liabilities had no significant changes in relation to the disclosed in the Company financial statements at December 31st, 2012 and, therefore, Management decided not to repeat the disclosure in the interim financial information at September 30th, 2013. 4.1 Sensitivity analysis table The financial market quotation used in the sensitivity analysis of derivative financial instruments, were provided by financial institutions and financial information providers of (Broadcast, Bloomberg, BM&F). These quotes were used in the calculation of the future values of swaps transactions for a scenario rated as probable by Management. Additionally, the Scenarios II and III were calculated with 25% and 50% deterioration, rates, respectively, in the risk variable considered probable by Management. (a) Sensitivity analysis currency risk and interest rate of derivative financial instruments (i) Company
Gain (loss) 9/30/2013 Transaction Risk Increase in Interbank Deposit Certificate (CDI) Decrease in zinc price Decrease in LIBOR Probable Scenario I Scenario II Scenario III
Interest rate swap Commodities swap Interest swap
(556) (677) (8,677)
(598) (5,007) (9,713)
(804) (9,337) (10,750) Gain/(loss) 12/31/2012
Transaction Interest rate swap Interest rate swap Commodities swap Interest rate swap
Risk Increase in CDI Decrease in LIBOR Decrease in zinc price Increase in US$
Probable Scenario I 15,723 (32,335) 640 2,953
Scenario II 13,532 (34,227) (803) (79,955)
Scenario III 11,365 (36,119) (2,247) (162,862)
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(ii) Consolidated
Gain/(loss) 9/30/2013 Transaction Interest rate swap Commodities swap Interest rate swap Risk Increase in CDI Decrease in zinc price Decrease in LIBOR Probable scenario I 384 (677) (8,677) Scenario II 151 (5,007) (9,713) Scenario III (253) (9,337) (10,750) Gain/(loss) 12/31/2012 Transaction Interest rate swaps Interest rate swaps Commodities swaps Interest rate swaps Risk Increase in CDI Decrease in LIBOR Decrease in zinc Increase in US$ Probable scenario I 14,863 (32,335) 640 2,953 Scenario II 12,037 (34,227) (803) (79,955) Scenario III 9,234 (36,119) (2,247) (162,862)
(b)
Sensitivity analysis - currency risk of assets and liabilities in foreign currency The following amounts represent the actual balance of assets and liabilities contracted in foreign currency and outstanding at year-end. Scenarios II and III were calculated with 25% and 50% deterioration, rates, respectively, in the risk variable considered probable by Management. The currency used in the sensitivity analysis and respective scenarios are described below:
9/30/2013 Probable scenario I 2.2300 3.0181 0.0227
Currency Dollar EUR JPY
Scenario II 2.7875 3.7726 0.0284
Scenario III 3.3450 4.5272 0.0340
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(i) Company
12/31/2012 9/30/2013 Probable scenario I 144,379 2,903 147,282
Transaction Trade accounts receivable Banks Short-term investments Total
Currency USD USD USD
Balance 392,510 48,647 27,663 468,820
Balance 144,379 2,903 147,282
Scenario II 180,474 3,629 184,103
Scenario III 216,569 4,355 220,924
Trade accounts payable Loan and financing pegged to US$ Loans and financing pegged to EUR Loans and financing pegged to JPY Accounts payable for investment acquisition Total
USD USD EUR JPY USD
(741,560) (2,341,716) (29,541) (1,582,454) (98,909) (4,794,180)
(706,337) (1,615,000) (21,792) (1,507,930) (72,319) (3,923,378)
(706,337) (1,615,000) (21,792) (1,507,930) (72,319) (3,923,378)
(882,921) (2,018,750) (27,240) (1,884,913) (90,399) (4,904,223)
(1,059,506) (2,422,500) (32,688) (2,261,895) (108,479) (5,885,068)
Total net
(4,325,360)
(3,776,096)
(3,776,096)
(4,720,120)
(5,664,144)
Effect in relation to probable scenario I
(944,024)
(1,888,048)
(ii) Consolidated
12/31/2012 9/30/2013 Probable scenario I 137,753 31,345 1,756,883 1,925,981
Transaction Trade accounts receivable Bank checking accounts Marketable securities Total
Currency USD USD USD
Balance 452,114 58,440 1,643,190 2,153,744
Balance 137,753 31,345 1,756,883 1,925,981
Scenario II 223,724 39,181 2,196,104 2,459,009
Scenario III 268,469 47,018 2,635,325 2,950,812
Trade accounts payable Loan and financing pegged to US$ Loans and financing pegged to EUR Loans and financing pegged to JPY Accounts payable for investment acquisition Total
USD USD EUR JPY USD
(762,854) (3,621,388) (29,541) (2,852) (455,407) (4,872,042)
(713,002) (2,969,114) (21,792) (2,085) (323,672) (4,029,665)
(713,002) (2,969,114) (21,792) (2,085) (323,672) (4,029,665)
(891,253) (3,711,393) (27,240) (2,606) (404,590) (5,037,082)
(1,069,503) (4,453,671) (32,688) (3,128) (485,508) (6,044,498)
Total net
(2,718,298)
(2,103,684)
(2,103,684)
(2,578,073)
(3,093,686)
Effect in relation to probable scenario I
(525,922)
(1,051,841)
At September 30, 2013, by means of the net liability exposure presented, the Company conservatively performed calculations for risk scenarios II and III considering the depreciation of the Brazilian real against foreign currencies.
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At September 30, 2013, considering the foreign exchange appreciation of 5% against real, the impact on the income of this variation on assets and liabilities contracted in foreign currency would represent an expense of R$188,805 in the Company and R$105,184 under Consolidated. Foreign exchange exposures in the Company and Consolidated, described above, are partially offset by the derivative financial instruments presented in note 5.
Financial derivative instruments

The Usminas Group participate in Swap transactions in order to protect and manage the risks inherent to foreign currency variation, interest rates, prices, among others. These operations aim to reduce currency exposure and the sudden changes in commodities prices (mainly aluminum, nickel, copper and zinc). The Group do not contract financial instruments for speculative purposes. Operations with derivative financial instruments are summarized below: (a) Company
(i) (ii)
Transaction settled in advance due to the early amortization of the corresponding prepayment contract as described in Note 16 Contracted operations and settled during the period
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(b)
Consolidated
(i) (ii)
Transaction settled in advance due to the early amortization of the corresponding prepayment contract as described in Note 16 Contracted operations and settled during the period
The determination and recognition of the market value of derivative financial instruments (swaps) of the Company are based on the future cash flow calculation taking into consideration contractual conditions, which are adjusted to present value based on market curves obtained through indexes provided by Bloomberg, BM&F and CETIP. Following are the accounting balances of derivative financial instruments operations:
Company 9/30/2013 Current assets Non-current assets Current liabilities Noncurrent liabilities 100,922 (44,875) (3,555) 52,492 12/31/2012 22,440 281,356 (42,209) (15,056) 246,531 9/30/2013 39,098 105,652 (44,875) (120,002) (20,127) Consolidated 12/31/2012 50,093 286,508 (42,209) (323,790) (29,398)
Company 9/30/2013 Cost of goods sold and/or services rendered (3,008) 9/30/2012 438 9/30/2013 (3,008)
Consolidated 9/30/2012 438
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Other operating income (expenses), net Financial income (expenses)
(216,212) (219,220)
18,732 (4,827) 14,343
18,320 15,312
18,732 28,028 47,198
c)
Hedging activities cash flow hedge (hedge accounting) On August 1st, 2011, the Company designated some prepayment of exports to hedge currency risk arising from highly probable future transactions (exports) and decided to discontinue hedge accounting of these exports as from October 1st, 2012. Following are export prepayment transactions designated as hedging instrument:
Company and Consolidated Principal balance Nominal US$ thousand Credit Suisse Union (HSBC) Maturity 9/30/2013 22,300 22,300 22,300 12/31/2012 61,305 732,476 793,781 438,954 354,827
10,000 2013 and 2014 10,000 2012 to 2015
In current liabilities In noncurrent liabilities
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Hedge accounting recognition in equity is demonstrated below:

Company and Consolidated 9/30/2013 Opening balance recognized in equity Amount reversed in the period Income before income taxes Tax on deferred profit (34%) Final balance recognized in equity (184,238) 179,495 (4,743) 1,612 (3,131) 12/31/2012 (217,781) 33,543 (184,238) 62,641 (121,597)
In order to improve its debt profile, on March 28th, 2013, the Company settled US$368,442 thousand of prepayment transactions, of which US$245,000 thousand refer to operations whose original maturities extended up to 2015. As a result of this settlement, the Company recognized R$174,752 as financial loss, which was reversed from accumulated balance of hedge accounting recorded in equity. Out of this total, R$116,419 refers to the settlement of operations whose original maturities extended up to 2015.
Cash and cash equivalents

Cash and cash equivalents include cash, bank deposits and high-liquidity short-term investments with original maturities of up to three months, and subject to insignificant risk of changes in market value, as under:
Company 12/31/2012 Fair value through profit and loss 1,146,932 1,146,932
9/30/2013 Fair value through profit and loss 378,208 378,208
Loans and receivables Bank checking accounts Bank checking accounts abroad Bank deposit certificates CDBs Offshore time deposits 77,900 2,903 80,803
Total 77,900 2,903 378,208 459,011
Loans and receivables 27,861 48,647 27,663 104,171
Total 27,861 48,647 1,146,932 27,663 1,251,103 Consolidated
9/30/2013 Loans Fair value and through receivables profit or loss Bank checking accounts Bank checking accounts abroad Bank deposit certificates CDBs Offshore time deposits 98,612 31,345 71,631 201,588 2,101,200 2,101,200 Loans Fair value and through receivables profit or loss 79,006 58,440 114,769 252,215 2,871,103 2,871,103
12/31/2012
Total 98,612 31,345 2,101,200 71,631 2,302,788
Total 79,006 58,440 2,871,103 114,769 3,123,318
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The short-term investments in CDBs have immediate liquidity and bear interest linked to the average variation of 102% of interbank deposit certificate (CDI). The fair value of the CDBs is based on CDI percentages. The CDI rates are obtained at the Clearing House for Private Sector Securities (CETIP). At September 30, 2013, Usiminas Group had no overdraft facility.
Marketable securities
The marketable securities include financial assets with redemption of up to 90 days as from the original date of investments and investments abroad that require specific procedures to enter Brazil, as under:
Company Loans and receivables 9/30/2013 12/31/2012 Other marketable securities 1,126 1,126 9,137 9,137 Consolidated Loans and receivables 9/30/2013 12/31/2012 Offshore time deposits Other marketable securities 1,685,252 1,661 1,686,913 1,528,421 9,137 1,537,558
The short-term investments are remunerated at fixed interest plus exchange variation. None of these financial assets is expired or impaired.
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Trade accounts payable

Changes in the balance of trade accounts receivable were not significant in comparison with the information disclosed in the Companys financial statements at December 31st, 2012; therefore, management decided not to repeat them in the interim financial information at September 30th, 2013.
9/30/2013 Trade accounts receivable - domestic Trade accounts receivable - foreign Allowance for doubtful accounts Trade accounts receivable, net Receivables from related parties in Brazil Receivables from related parties abroad 964,775 95,233 (107,261) 952,747 198,441 49,146 247,587 1,200,334 Company 12/31/2012 607,049 142,854 (98,382) 651,521 48,191 249,656 297,847 949,368 9/30/2013 1,659,893 129,833 (126,331) 1,663,395 85,033 7,920 92,953 1,756,348, Consolidated 12/31/2012 1,228,402 298,815 (116,786) 1,410,431 4,375 153,299 157,674 1,568,105
Trade accounts receivable are not of a financing nature and are initially values and recorded at fair value.
Inventories
9/30/2013 Finished goods Goods in process Raw materials Supplied and spare products Imports in transit Other 771,113 1,021,838 424,653 565,980 232,112 185,361 3,201,057 Company 12/31/2012 799,618 953,396 511,677 603,674 35,654 81,201 2,985,220 9/30/2013 963,485 1,041,756 799,940 626,081 232,264 239,182 3,902,708 Consolidated 12/31/2012 1,017,748 999,910 875,478 699,048 42,150 133,650 3,767,984
On September 30th, 2013, the Company had a provision for reduction at the market value, obsolescence and other adjustments of inventory items in the amount of R$28,221 (R$42,052 at December 31st, 2012). In Consolidated, this provision amounted to R$32,920 (R$45,328 at December 31st, 2012). The matching entry of the above-mentioned provision was recorded under the heading "Cost of goods and/or services sold" in the statement of operations. On September 30th, 2013, the decrease of such provision generated a positive effect on the cost of goods and/or services sold in the amount of R$13,831 (R$31,945 expense at September 30th, 2012). In Consolidated, this effect totaled a revenue of R$12,408 (R$22,805 as expense at September 30th, 2012). At September 30th, 2013, the Company recorded inventories amounting to R$16,208 (R$15,547 at December 31st, 2012) as guarantee of legal proceedings.
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10
Taxes recoverable
The recoverable taxes comprise tax credits and tax advances. The Company periodically monitors the evolution of accumulated tax credits, aiming to be used in the short-term use. Breakdown thereof is as follows:
Company 9/30/2013 Current Withholding Income Tax (IRRF) Social Contribution Tax on Net Profit (CSLL) Contribution Tax on Gross Revenue for Social Integration Program (PIS) Contribution Tax on Gross Revenue for Social Security Financing (COFINS) State VAT (ICMS) IPI Export Credit - Reintegra Other 35,518 22 5,181 23,863 80,504 5,642 11,188 896 162,814 11,710 59,405 Noncurrent 47,695 Current 6,093 776 24,124 111,409 185,747 2,680 37,626 1,223 369,678 11,710 70,063 12/31/2012 Non-current 276 1,270 56,807
Consolidated
Current Withholding Income Tax (IRRF) Social Contribution Tax on Net Profit (CSLL) Contribution Tax on Gross Revenue for Social Integration Program (PIS) Contribution Tax on Gross Revenue for Social Security Financing (COFINS) State VAT (ICMS) Federal VAT (IPI) Export Credit - Reintegra Other 44,935 3,382 6,184 28,627 161,050 34,072 11,188 5,689 295,127
9/30/2013 Noncurrent 147 678 102,737 11,865 115,427
12/31/2012 Current 15,006 4,269 33,652 105,330 252,908 29,835 37,626 6,467 485,093 11,865 131,583 Non-current 572 2,637 116,509
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11
Income and social contribution taxes

(a) Income taxes Income and social contribution taxes on income differ from the theoretical value that would be obtained by using the nominal rates of these taxes, applicable to book income before taxation due to adjustments provided by the Brazilian tax law, as under:
Company 9/30/2013 Income before income taxes Nominal rates Taxes on profit calculated at nominal rates Adjustments to the calculation of taxes on effective profit: Equity pickup (25% and 9%) Interest on equity (25% and 9%) Permanent exclusions (additions) (25% and 9%) Tax incentive Non-taxable profit of subsidiaries - abroad Other Income and social contribution taxes computed 171,986 (55,707) (40,040) 14 188,970 159,850 (16,531) (8,115) 367,545 42,973 23,005 (41,889) 917 46,950 (2,023) 121,523 41,007 (21,164) 3,029 88,733 1,588 299,346 (331,520) 34% 112,717 9/30/2012 (683,357) 34% 232,341 9/30/2013 (151,734) 34% 51,590
Consolidated
9/30/2012 (547,509) 34% 186,153
Current taxes Deferred taxes Income and social contribution taxes in P&L
188,970 188,970
(54) 367,599 367,545
(86,226) 207,749 121,523
(116,450) 415,796 299,346
The differences between the assets and liabilities tax bases included in the accounting records and prepared in accordance with International Financial Reporting Standards (IFRS) and Brazilian FASB (CPC), were recognized as temporary differences for the accounting purpose of deferred income tax return as a matching entry of expense (or income) in the P&L. There are no current tax items presented in the equity of these financial statements.
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(b) Deferred income and social contribution taxes The net deferred income and social contribution taxes for the nine-month period ended September 30th, 2013, are as follows:
Company Balance at December 31, 2012 Set up (reversal) of deferred in P&L, net Set up of deferred in the comprehensive income (actuarial liabilities) Reversal of deferred in comprehensive income (hedge accounting) IAS 29 effect Automotiva - Transfer Other Balance at September 30, 2013 1,058,842 188,970 (61,028) 41,115 6,366 1,234,265 Assets Consolidated 1,513,879 207,749 (61,028) 41,115 6,366 (10,577) (25) 1,697,479
Deferred tax assets and liabilities breakdown as follows:

Company 9/30/2013 12/31/2012 9/30/2013 Consolidated 12/31/2012
Tax credits on income taxes and social contribution losses Tax credits on temporary differences Tax liabilities on temporary differences Balance at September 30, 2013
889,611 737,055 (392,401) 1,234,265
886,014 688,028 (515,200) 1,058,842
969,995 1,142,805 (415,321) 1,697,479
966,114 1,122,190 (574,425) 1,513,879
These long-term deferred income and social contribution taxes are expected to be realized according to future taxable income estimated based on projections approved by Company management and in accordance with accounting practices adopted in Brazil. The projections are subject to factors that may vary in relation to actual data. At September 30, 2013, expected tax realization is as follows:
Company 2013 2014 2015 2016 2017 onwards Assets Liabilities Net assets 1,782 118,018 132,980 133,856 1,240,030 1,626,666 (392,401) Consolidated 73,518 238,539 214,955 216,304 1,369,484 2,112,800 (415,321)
1,234,265
1,697,479
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Since the tax base for income and social contribution tax on net profit is not solely based on the book income that can be generated, but also on the tax and corporate structure of the Company, the existence of nontaxable revenue, nondeductible expenses, tax exemptions and incentives, and many other variables, means there is no direct correlation between the Companys net income (loss) and result of both income and social contribution taxes. As such, expected use of tax credits should not be regarded as the sole indication of future profits or losses of Usiminas Companies. Income tax losses and temporary differences of the period were incorporated to the expected realization of future taxable income.
12
Judicial deposits
The breakdown of judicial deposits balance did not change significantly in relation to the Companys financial statements as at December 31st, 2012 and, therefore, the management decided not to repeat these in the interim financial information at September 30th, 2013. The changes in judicial deposits in the nine-month period ended September 30th, 2013 are as under:
Company Balance at December 31, 2012 before offsetting of provision for contingencies Additions Interest/ restatements Payments Reversals Balance transferred from Automotiva Usiminas see note 13 Other Consolidated
714,991 18,872 25,804 (769) (20,796) (758) 737,344
792,146 69,281 28,459 (770) (84,130) (9,714) (1,114) 794,158
Restricted deposits contingencies and taxes paid in installments Balance at September 30 , 2013
th
(338,808) 398,536
(369,972) 424,186
Additionally, at September 30th, 2013, the Company has chattels or real properties, pledged bank guarantees and insurance offered as guarantee in legal proceedings amounting to R$1,755,461 and in Consolidated amounting to R$2,085,686.
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13
Investments
(a) Changes in investments The changes in judicial deposits in the nine-month period ended September 30th, 2013 are as under: (i) Company
Additions 12/31/2012 (Write-offs) Interest on equity Profit unrealized and dividends in inventories
Equity pickup
Other (i)
9/30/2013
Subsidiaries Automotiva Usiminas Cosipa Commercial Cosipa Overseas Minerao Usiminas Rios Unidos Solues Usiminas Usiminas Commercial Usiminas Europa Usiminas International Usiminas Mecnica UPL 118,970 21,263 19,021 3,623,069 9,459 765,555 24,857 1,588,086 34,667 552,926 51,278 272,947 16,464 6,616 (3,778) 245,752 (7,697) 12,215 15,809 138,664 (1,158) (12,013) 5,681 (675) (99,175) (9,802) (2,453) (1,932) (19,085) 470 (132,827) (16) 27,879 15,243 4,042,593 1,762 748,883 40,666 1,726,750 33,509 541,367 54,506
Goodwill in subsidiaries
129,793 6,938,944
272,947
416,555
(112,105)
(20,547)
(475) (133,318)
129,318 7,362,476
Jointly controlled subsidiaries Fasal Trading Brasil Unigal Usiroll 10,078 680,713 7,543 698,334 (87) 81,986 824 82,723 9,991 762,699 8,367 781,057
Affiliates Codeme Metform MRS 45,593 10,955 7,028 4,519 1,197 851 (2,704) (1,052) (275) 321 192 47,729 11,292 7,604
Goodwill in affiliates
79,464 143,040 7,780,318
272,947
6,567 505,845
(4,031) (116,136)
(20,547)
513 (132,805)
79,464 146,089 8,289,622
(i) The amount of R$132,827 refers to transfer of Automotiva Usiminas investment to Assets held for sale, as per item (b) below.
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(ii) Consolidated
Additions (write-offs) Interest on equity and dividends
12/31/2012
Equity pickup
Other
9/30/2013
Jointly controlled subsidiaries Fasal Trading Brasil Modal Unigal Usiroll Goodwill in jointly controlled subsidiaries 10,078 2,636 680,713 7,543 (87) 1,170 81,986 824 (1,300) 9,991 2,506 762,699 8,367
28,020
28,020
728,990
83,893
(1,300)
811,583
Affiliates Codeme Metform MRS Terminal Paraopeba Terminal Sarzedo Other 45,593 10,955 287,047 3,262 2,916 881 (881) 4,519 1,197 34,763 2,059 (40) (2,704) (1,052) (11,225) (2,189) 2 321 192 47,729 11,292 310,585 881 2,251 2,878
Goodwill in affiliates
103,289
103,289
453,062
42,498
(17,170)
515
478,905
Total
1,182,052
126,391
(18,470)
515
1,290,488
(b)
Sale of subsidiary On June 14th, 2013, the Company entered into a Purchase and Sale Agreement (Agreement) with Aethra Sistemas Automotivos S.A. ("Aethra") providing for transfer of 100% interest held by the Company in Automotiva Usiminas S.A. (Automotiva ") to Aethra, by the amount of R$210,000 ("Sale Price"), to be paid cash upon the closing of the purchase and sale operation, based on the balance sheet at March 31st, 2013. The Sale Price may be adjusted in case of differences found between the balances of March 31st, 2013 and the one determined on the closing date of the purchase and sale operation. The closing of the purchase and sale operation referred to above is conditioned to the fulfillment of certain contractual conditions, including approval of the Administrative Council for Economic Defense (CADE). The sale of Automotiva is in line with the Company's strategy to prioritize, in its business portfolio, the business transaction directly related to its core activities, in order to maximize your competitive positioning.
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In accordance with CPC 31 - Noncurrent Assets Held for Sale and Discontinued Operations - the Company presented the amount of its investment in Automotiva as noncurrent assets held for sale on its individual balance sheet at September 30th, 2013. On the consolidated financial statements, the assets are presented as Noncurrent assets held for sale" and the liabilities under "Liabilities over noncurrent assets for sale". The transaction was not considered as discontinued operation and therefore it is included in the consolidated statements of operations. (c) Capital increase in MUSA At September 26, 2013 a capital increase in Minerao Usiminas S.A. was performed. The Company capitalized the land of its property at Itagua Rio de Janeiro amounting to R$ 245,583, and shareholders of Serra Azul Iron Ore LLC, Sumitomo Corporation do Brasil S.A., companies of the Sumitomo Corporation Group, provided R$220,972, with R$105,250 intended for capital and R$ 115,722 intended for the formation of a capital reserve at MUSA.
14
Property, plant and equipment

The breakdown of property, plant and equipment (PP&E) did not change significantly in relation to the Companys financial statements as at December 31st, 2012 and, therefore, the management decided not to repeat this disclosure in the interim financial information at September 30th, 2013. Changes in PP&E for the nine-month period ended September 30th, 2013 are as follows:
Company Balances at December 31, 2012 Additions Write-offs Depreciation Interest and monetary restatement - capitalized Transfers to intangible assets Write-off of advances Balance transferred from Automotiva, see Note 13 Balances at September 30, 2013 13,974,626 354,513 (197,676) (677,057) 6,280 (4,484) (104,322) 13,351,880 Consolidated 15,852,506 665,521 (7,147) (748,365) 9,031 (4,938) (117,490) (157,004) 15,492,114
At September 30th, 2013, additions to PP&E in the amount of R$665,521 mainly refer to coke plant No. 2 (R$128,134), pickling activities No. 3 (R$28,940), Thick Plate Rollers (R$73,126) and friable project of Minerao Usiminas (R$186,083).
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15
Intangible assets
The breakdown of intangible assets, mainly represented by mining rights, did not change significantly in relation to the Companys financial statements as at December 31st, 2012 and, therefore, the management decided not to repeat this disclosure in the interim financial information at September 30th, 2013. . Following are the changes in intangible assets for the nine-month period at September 30, 2013 can be stated as follows:
Company Consolidated 2,413,778 7,714 (32,032) 4,938 (1,937) 2,392,461
Balance at December 31, 2012 Additions Amortization Transfer of PP&E Balance transferred from Automotiva Usiminas see note 13 Balance at September 30, 2013
147,663 4,899 (9,059) 4,484 147,987
16
Loans, financing and debentures

(a) Loans and financing On March, 2013, aiming to improve its debt profile, the Company settled in advance certain prepayment transactions of exports, which resulted in R$494,345. Additionally, in August 2013, the Company prepaid the amount of R$249,000 referring to working capital transactions. Except for the above-mentioned advanced settlement, the breakdown of loans and financing did not change significantly in relation to the Companys financial statements as at December 31, 2012 and, therefore, the management decided not to repeat this disclosure in the interim financial information at September 30, 2013.
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Changes in loans and financing are stated as follows:

Company Balance at December 31, 2012 Inflow of loans and financing Provisioned charges Monetary variation Exchange variation Amortization of charges Amortization of principal Deferral of commissions Balance transferred from Automotiva see note 13 Balance at September 30, 2013 7,857,274 322,935 154,075 134,793 74,618 (386,303) (1,660,623) 5,456 6,502,225 Consolidated 7,740,090 338,283 181,260 136,372 258,804 (412,873) (1,774,260) 5,456 (56,065) 6,417,067
Current liabilities Non-current liabilities
1,185,253 5,316,972
1,245,138 5,171,929
(b)
Maturing in the long term Amounts recorded in non-current liabilities are as follows, as per maturity year:
Company 09/30/2013 12/31/2012 09/30/2013 Consolidated 12/31/2012
2014 2015 2016 2017 2018 to 2023
67,397 1,276,254 1,558,412 733,566 1,681,343 5,316,972
1,500,682 1,349,316 1,551,161 608,226 1,554,196 6,563,581
70,158 1,285,536 1,485,137 740,314 1,590,784 5,171,929
1,526,989 1,366,644 1,441,145 636,110 1,368,379 6,339,267
(c)
Debentures At January 30, 2013, as approved by the Companys Board of Directors, the Company distributed simple debentures, unsecured and nonconvertible into shares, through a public offer of marketable securities distributed with restricted efforts, pursuant to CVM Ruling No. 476/2009 totaling R$ 1,000,000, with six-year maturity and a 1% rate p.a. + 100% of CDI rate. In addition, on February 1st, 2013, the Company amortized R$250,000 related to the latest installment of the debentures distributed in 2008.
EY | 41
Following are changes in debentures:

Company and consolidated
December 31, 2012 Addition Provisioned charges and other Monetary variation Amortization of charges Amortization of principal Balance at September 30, 2013 Current liabilities Non-current liabilities
257,664 1,000,000 20,844 34,785 (50,084) (250,000) 1,013,209 15,446 997,763
(d)
Other significant information on loans and financing (i) Covenants At September 30, 2013, the Company has loans and financing with certain contractual conditions, which require compliance with covenants based on certain financial indices, as under:

Consolidated Interest Coverage Ratio Ability to pay the interest on loans and financing in relation to EBITDA; Total Debt to EBITDA and Net Debt to EBITDA ability to pay the debt in relation to EBITDA; Total Capitalization Ratio relationship between equity and third-party capital;
The indices described are calculated on a Companys consolidated. The Companys non-compliance with these requirements could generate a maturity anticipation of obligations recorded under noncurrent liabilities with domestic and foreign creditors. There are no mandatory measurement indices at September 30, 2013. (ii) Revolving credit line On March 25, 2013, the management decided to cancel the Revolving Credit Facility, contracted on July 28, 2011, totaling US$750 million with 5-year maturity.
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17
Provision for tax, social security, labor and civil

At September 30, 2013, the information related to the progress of processes, expectations of success and active contingencies, did not change significantly in relation to the Companys financial statements at December 31, 2012. Thus, management decided not to repeat this disclosure in this interim financial information. (a) Provision for tax, social security, labor and civil Following is the breakdown of provisions for contingencies:
Company 09/30/2013 Contingencies ICMS / Service Tax (ISS) IR and CSLL National Institute for Social Security (INSS) Labor Civil Other Judicial deposits Net balance Contingencies Judicial deposits 12/31/2012 Net balance
7,233 16,800 (16,800)
7,233 -
16,503
(16,503)
44,114 193,425 116,493 7,834 385,899
(6,017) (112,102) (10,568) (380) (145,867)
38,097 81,323 105,925 7,454 240,032
43,194 170,712 136,013 9,748 376,170
(5,805) (97,734) (10,053) (130,095)
37,389 72,978 125,960 9,748 246,075
Consolidated 09/30/2013 Contingencies ICMS / ISS IR and CSLL INSS PIS / COFINS Labor Civil Other 7,307 33,876 44,142 14,551 241,750 121,420 10,934 473,980 (26,701) (6,045) (14,089) (116,147) (10,568) (3,481) (177,031) Judicial deposits Net balance 7,307 7,175 38,097 462 125,603 110,852 7,453 296,949 33,276 43,222 12,335 203,435 138,091 17,574 447,933 (26,405) (5,833) (11,873) (109,317) (10,060) (5,187) (168,675) 6,871 37,389 462 94,118 128,031 12,387 279,258 Contingencies Judicial deposits 12/31/2012 Net balance
The Company also has judicial deposits, recorded in noncurrent assets, for which there are no related provisions for contingencies (Note 12).
EY | 43
Following are changes in provisions for contingencies:

Company Balance at December 31 , 2012 before offsetting judicial deposits Additions Interest/restatements Amortizations/write-offs Reversals Balance transferred from Automotiva see note 13
st
Consolidated
376,170 44,293 31,214 (56,532) (9,246) 385,899
447,933 76,985 33,933 (59,931) (13,168) (11,771) 473,981 (177,032)
(-) Offset of judicial deposits
(145,867)
Balance at September 30, 2013
240,032
296,949
Provisions were set up to cover probable losses in administrative and legal proceedings of tax, labor and civil nature, in amounts considered sufficient by management, based on the opinion and assessment of its internal and external legal counsel. (b) Possible contingencies The Company and its subsidiaries are parties to proceedings, not provisioned, which the management rated as possible losses in the amount of R$3,942,887 at September 30, 2013 (December 31, 2012 R$ 3,520,581). In the nine-month period ended September 30, 2013, Usiminas companies were party to new proceedings, which the management rated as possible losses based on the opinion of its legal advisors: R$177,255 of ICMS, R$7,169 of ISS, R$50,198 of labor proceedings and others.
18
Post-employment benefit obligations

At September 30, 2013, no changes in the nature and conditions of post-employment benefit obligations as described in note 26 to the Companys financial statements for year ended December 31, 2012. The values of expenses prospects for 2013 were adjusted according to the information updated by the benefit plan administrator.
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The figures and information of retirement benefit obligations are demonstrated below:
Company and Consolidated 09/30/2013 Obligations recorded in the balance sheet with Retirement plan benefits Post-employment benefits - health 1,343,145 78,665 1,322,845 73,967 12/31/2012
1,421,810
1,396,812
Company and Consolidated 09/30/2013 09/30/2012 Income (expenses) recognized in the income statement Retirement plan benefits Post-employment benefits - health (27,036) (4,698) (31,734) 44,601 (2,523) 42,078
Following are the changes in actuarial gain and losses recognized in other comprehensive income:
Company and consolidated (592,487) (72,388) (91,681) 84,258 (672,298)
Balance at December 31, 2012 Actuarial gain (losses) recognized directly in other comprehensive income Actuarial gains (losses) of debts contracted and directly recognized in other comprehensive income - CPC 33 (R1) and IFRIC 14 Reduction (increase) in assets (asset ceiling) in other comprehensive income Paragraph 58 CPC 33 (R1) and IAS 19 Balance at September 30, 2013
Changes in post-employment benefit obligations In line with CPC 33 (R1) and IAS 19, the actuarial study carried out by independent actuarial agents at December 31st, 2012, presented a liability of R$1,396,812. The actuarial study referred to will be reviewed at December 31st, 2013. Following are the changes in retirement benefits obligations:
Company and Consolidated Balance at December 31, 2012 Amortization Amounts recognized in P&L Actuarial losses directly recognized in other comprehensive income Balance at September 30, 2013 1,396,812 (127,662) 31,734 120,926 1,421,810
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19
Equity
(a) Capital At September 30, 2013 and December 31, 2012, the Company's capital totaled R$12,150,000, comprising 1,013,786,190 shares, and is demonstrated below:
Common December 31, 2012 Total former treasury stock 502,734,030 484,379,356 85,794 987,199,180 Preferred Class A Preferred Class B Total
Treasury stock
2,526,654
24,060,356
26,587,010
Total shares
505,260,684
508,439,712
85,794
1,013,786,190
Conversion of shares
190
(190)
September 30, 2013 Total shares 505,260,684 508,439,902 85,604 1,013,786,190
Treasury stock
2,526,656
24,060,356
26,587,012
Total former treasury stock
502,734,028
484,379,546
85,604
987,199,178
At September 30, 2013, no changes in the nature and conditions of capital as described in note 27 (b) to the Companys financial statements for year ended December 31st, 2012. Thus, management decided not to repeat this disclosure in this interim financial information. (b) Reserves At September 30, 2013, no changes in the nature and conditions of reserves as described in note 27 (c) to the Companys financial statements for year ended December 31, 2012. Thus, management decided not to repeat this disclosure in this interim financial information. (c) Dividends and interest on equity The changes in dividends and interest on equity payable are shown below:
Company Balance at December 31, 2012 Dividend paid Dividends declared Prescribed dividends Balance at September 30, 2013
915 (10) (299) 606
Consolidated
26,635 (63,250) 39,702 (299) 2,788
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20
Business segment information

The management defines operating segments of the Usiminas companies based on reports used for strategic decision making, reviewed by the Board of Directors. The Board of Directors analyzes its business, segmenting it under the perspective of the products marketed. The revenue generated by reported operating segments is mostly a result the manufacturing and marketing of steel products and related services. As mentioned in note 3.2-"standards, amendments and interpretations of standards"- as from 2013, the Company ceased to consolidate jointly controlled subsidiaries Unigal, Fasal Trading Brazil and Usiroll in the Company and Modal in the subsidiary Minerao Usiminas. Reconciliation of consolidated balances are included in the column "Eliminations and adjustments. For purposes of preparation and presentation of the information by business segment, the management decided to keep the proportional consolidation of jointly controlled subsidiaries, as historically presented. 20.1 Information on operating profit (loss) before financial income, assets and liabilities by reportable segment
09/30/2013 Mining and logistics Revenue Cost of goods sold and/or services rendered Gross profit (loss) Operating (expenses) /revenues Selling expenses General and administrative expenses Other (expenses) and revenues Operating income (loss) Assets Total assets include: Investments in affiliates (except goodwill) Additions to noncurrent assets (except financial instruments and deferred tax assets) Current and noncurrent liabilities 306,115 66,688 2,812 375,615 375,615 753,654 (302,708) 450,946 (82,516) (49,832) (36,385) 3,701 368,430 6,447,145 Steel 8,511,991 (7,969,845) 542,146 (409,409) (114,295) (296,170) 1,056 132,737 29,181,007 Steel transformation 1,852,122 (1,670,014) 182,108 (145,999) (74,802) (60,928) (10,269) 36,109 1,718,692 Capital assets 770,013 (734,033) 35,980 (52,506) (12,137) (41,858) 1,489 (16,526) 969,518 Eliminations Subtotal and adjustments 11,887,780 (10,676,600) 1,211,180 (690,430) (251,066) (435,341) (4,023) 520,750 38,316,362 (2,250,906) 2,078,591 (172,315) 3,467 (1,699) 10,551 (5,385) (168,848) (6,290,914) Total 9,636,874 (8,598,009) 1,038,865 (686,963) (252,765) (424,790) (9,408) 351,902 32,025,448
523,032
652,199
72,753
14,911
1,262,895
(519,498)
743,397
527,807
12,558,747
455,021
424,841
13,966,416
(651,526)
13,314,890
EY | 47
09/30/2012 Mining and logistics 606,548 (233,936) 372,612 (131,502) (74,958) (43,401) (13,143) 241,110 Steel 8,625,459 (8,581,010) 44,449 (329,569) (114,031) (195,188) (20,350) (285,120) Steel transformation 1,569,523 (1,423,213) 146,310 (153,567) (71,154) (68,519) (13,894) (7,257) Capital assets 760,859 (760,570) 289 (37,734) (12,612) (48,381) 23,259 (37,445) Eliminations Subtotal and adjustments 11,562,389 (2,058,925) (10,998,729) 563,660 (652,372) (272,755) (355,489) (24,128) (88,712) 1,857,061 (201,864) 5,681 (1,241) 11,984 (5,062) (196,183) Total 9,503,464 (9,141,668) 361,796 (646,691) (273,996) (343,505) (29,190) (284,895)
Revenue Cost of goods sold and/or services rendered Gross profit Operating (Expenses) /revenues Selling expenses General and administrative expenses Other (expenses) and revenues Operating income (loss)
Sales between segments have been carried out as sales between independent parties. The turnover is dispersed, and the Company and subsidiaries do not have customers that individually representing more than 10% of turnover.
21
Expenses by nature
Company 09/30/2013 Depreciation and amortization Expenses with benefits to employees Stock option plan Raw materials and store and supplies Distribution costs Third-party services Revenues (expenses) with contingencies, net Result on sale of PP&E, intangible assets and Investment Other income (expenses) 32,887 (148,303) (8,505,187) Cost of goods sold and/or services rendered Selling expenses General and administrative expenses Other operating income (expenses), net (8,117,218) (113,665) (290,010) 15,706 (8,505,187) 2,986 (222,909) (8,996,942) (8,676,200) (114,031) (187,494) (19,217) (8,996,942) 33,275 (481,271) (9,284,972) (8,598,009) (252,765) (424,790) (9,408) (9,284,972) 3,148 (522,365) (9,788,359) (9,141,668) (273,996) (343,505) (29,190) (9,788,359) (686,116) (867,670) (8,220) (6,000,979) (50,363) (741,376) (35,047) 09/30/2012 (618,852) (884,074) (1,144) (6,172,066) (48,130) (933,012) (119,741) 09/30/2013 (780,397) (1,581,681) (8,220) (5,423,520) (135,445) (862,355) (45,358) Consolidated 09/30/2012 (702,390) (1,572,082) (1,144) (5,839,465) (150,232) (901,566) (102,263)
Since January 1, 2013 the Company management decided to transfer costs of certain support activities (Information Technology, Procurement and Human Resources Department) allocated in steel plants from the heading " Cost of goods sold and/or services rendered" to "General and administrative expenses, in order to improve the management and control of these expenses, making them comparable to those of other companies.
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22
Financial income (expenses)

Following is a summary of financial income (expenses):
Company 09/30/2013 Financial income Customers interest Income from financial investments Monetary effects Restatements of judicial deposits Interest in tax credits Realization of adjustment to present value of trade accounts receivable Other financial income 6,917 13,453 26,843 25,804 815 57,684 5,371 136,887 Financial expenses Interest on financing and taxes paid in installments Income from swap transactions Monetary effects Interest, commissions and late payment interest Tax on Financial Transactions (IOF) Interest on contingent liabilities Realization of adjustment to present value of trade accounts payable Commissions on financing and other Realization of hedge accounting Credit assignment Other financial expenses (173,925) (216,212) (148,258) (479) (1,116) (31,214) (45,501) (46,273) (179,496) (30,213) (872,687) Foreign exchange gains and losses, net (89,133) (824,933) (172,226) (4,827) (161,723) (10,614) (2,494) (23,825) (52,391) (16,657) (7,092) (451,849) (359,943) (670,702) (205,914) 18,320 (159,095) (2,641) (2,290) (33,933) (64,890) (46,286) (179,496) (28,975) (31,197) (736,397) (135,537) (630,027) (195,053) 28,028 (171,693) (15,043) (3,744) (25,943) (79,441) (16,657) (22,266) (11,821) (513,633) (180,612) (383,223) 8,964 7,848 15,724 28,927 5,919 66,149 7,559 141,090 10,386 53,887 85,341 27,146 850 57,828 6,469 241,907 14,037 92,014 101,099 29,451 5,991 66,149 2,281 311,022 09/30/2012 09/30/2013 Consolidated 09/30/2012
Net foreign exchange gains and losses arise from the following transactions contracted in foreign currency: checking account, short-term investments, customers, loans and financing, in addition to trade accounts payable. The Company reassessed the interpretation and accounting of interest and monetary effects of financial investments and loans and financing indexed by CDI and TJLP. Since 2011 the portion related to Amplified Consumer Price Index (IPCA) was segregated from income on financial investments and from interest on loans and financing, and it was included in Monetary effects, which are included in the Financial result.
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23
Earnings (loss) per share

Basic and diluted The basic and diluted earnings (loss) per share are calculated by dividing the profit (loss) attributable to Companys shareholders by the weighted average number of outstanding common and preferred shares, excluding common shares purchased by the Company and held as treasury stock. The Company did not have items convertible into shares. The Stock Option Plan (Note 25) does not income potential common and preferred shares for dilution purposes.
Company and Consolidated Common Basic and diluted Basic and diluted numerator Net earnings (loss) available to shareholders Basic and diluted denominator Weighted average of shares, excluding treasury stock Loss per share in R$ basic and diluted Preferred 09/30/2013 Total Common Preferred 09/30/2012 Total
(72,594)
(69,956)
(142,550)
(160,828)
(154,984)
(315,812)
502,734,030
484,465,150
987,199,180
502,734,030
484,465,150
987,199,180
(0.14)
(0.14)
(0.32)
(0.32)
24
Transactions with related parties

The Companys shareholding position breaks down as under:
09/30/2013 Shareholder/members Nippon Usiminas Co. Ltd. (Nippon Usiminas) (i) Ternium Investments S.A.R.L. (i) Caixa de Previdncia dos Funcionrios do Banco do Brasil Companhia Siderrgica Nacional (CSN) Previdncia Usiminas (i) Nippon Steel & Sumitomo Metal Corporation (i) Confab Industrial S.A (Confab) (i) Prosid Investments S.C.A (Prosid)(i) Siderar S.A.I.C. (Siderar) (i) Mitsubishi Corporation do Brasil S/A (i) Metal One Corporation (i) Usiminas treasury stock Other shareholders/members Total Common shares/units of interest Number 119,969,788 84,741,296 52,769,592 43,038,802 34,109,762 27,347,796 25,000,000 20,000,000 10,000,000 7,449,544 759,248 2,526,656 77,548,200 505,260,684 % 23.74 16.77 10.44 8.52 6.75 5.41 4.95 3.96 1.98 1.47 0.15 0.50 15.36 100.00 Preferred Shares/units of interest Number 2,830,832 6,748,050 79,793,800 307,926 24,060,356 394,784,542 508,525,506 % 0.56 1.33 15.69 0.06 4.73 77.63 100.00 Total Number 122,800,620 84,741,296 59,517,642 122,832,602 34,109,762 27,655,722 25,000,000 20,000,000 10,000,000 7,449,544 759,248 26,587,012 472,332,742 1,013,786,190 % 12.11 8.36 5.87 12.12 3.36 2.73 2.47 1.97 0.99 0.73 0.07 2.62 46.60 100.00
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12/31/2012 Shareholder/members Common shares/units of interest Number Nippon Usiminas Co. Ltd. (Nippon Usiminas) (i) Ternium Investments S.A.R.L. (i) Caixa de Previdncia dos Funcionrios do Banco do Brasil Companhia Siderrgica Nacional (CSN) Previdncia Usiminas (i) Nippon Steel & Sumitomo Metal Corporation (i) Confab (i) Prosid (i) Siderar (i) Metal One Corporation (i) Mitsubishi Corporation do Brasil S.A. (i) Usiminas treasury stock Other shareholders/members Total 119,969,788 84,741,296 53,034,392 43,038,800 34,109,762 27,347,796 25,000,000 20,000,000 10,000,000 759,248 7,449,544 2,526,654 77,283,404 505,260,684 % 23.74 16.77 10.50 8.52 6.75 5.41 4.95 3.96 1.98 0.15 1.47 0.50 15.30 100.00 Preferred Shares/units of interest Number 2,830,832 6,695,350 79,793,800 307,926 24,060,356 394,837,242 508,525,506 % 0.56 1.32 15.69 0.06 4.73 77.64 100.00 Total Number 122,800,620 84,741,296 59,729,742 122,832,600 34,109,762 27,655,722 25,000,000 20,000,000 10,000,000 759,248 7,449,544 26,587,010 472,120,646 1,013,786,190 % 12.11 8.36 5.89 12.12 3.36 2.73 2.47 1.97 0.99 0.07 0.73 2.63 46.57 100.00
(i) Controlling shareholders, through shareholders agreement.
On January 17, 2012, Techint Group, NSC, Nippon Usiminas Co. Ltd. (NU), Metal One Corporation (Metal One), Mitsubishi Corporation do Brasil S.A. (Mitsubishi) and Previdncia Usiminas (former Caixa dos Empregados da Usiminas) entered into an Amended and Consolidated Agreement of Usinas Siderrgicas de Minas Gerais S.A. USIMINAS. The New Shareholders' Agreement shall govern relations between the parties thereto as shareholders and members of the controlling group of Usiminas until November 6, 2031. The main balances and transactions with related parties are as follows:
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(a) Current assets

Company 09/30/2013 Trade accounts receivable Controlling shareholders Confab Mitsubishi Previdncia Usiminas Siderar Subsidiaries Automotiva Usiminas Cosipa Overseas Minerao Usiminas Rios Unidos Solues Usiminas Usiminas Eletrogalvanized Usiminas Galvanized Usiminas Mecnica UPL Jointly controlled subsidiaries Fasal Trading Brasil Unigal Usiroll Affiliates Codeme Metform MRS Other related parties Metal One Corporation Ternium Procurement Ternium Internacional Spain 247,587 67,778 9 31,621 11 12,237 297,847 129,936 5 2,382 2,042 2,666 292 944 169 297 1,818 41 41 10,032 1,431 167,391 9,367 39,023 1,621 4,821 59,999 6,500 8,785 15,995 3,571 92,986 734 23,601 106,004 25,831 16,585 8,999 58,689 59,999 1,952 1,212 1,415 8,909 336 11,675 8 756 332 2,546 12,587 313 Dividend receivable Trade accounts receivable Dividends receivable 12/31/2012
Other
Other
12,190
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Consolidated 09/30/2013 Trade accounts receivable Dividends receivable Trade accounts receivable Dividends receivable 31/12/2012
Other
Other
Controlling shareholders Confab Previdncia Usiminas Mitsubishi Siderar Non-controlling shareholders Sumitomo Corporation do Brasil Jointly controlled subsidiaries Fasal Trading Brasil Unigal Usiroll Subsidiaries Codeme Metform MRS Terminal Sarzedo Other related parties Metal One Corporation Ternium Internacional Ternium Internacional Espaa Ternium Mxico Ternium Procurement
11.675 8 7.920
332 -
2.546 14.212
384 313 -
2.833 41
41
2.382 2.042 66.047
2.666 11.929
881 -
944 169 675
12.134
4.348 -
92.953
14.595
9 1.222
691 41.288 42.821 54.287 157.674
12.134
5 5.050
Accounts receivable from related parties are primarily due to sales operations and mature within 30 days. Accounts receivable are unsecured and are subject to interest. At September 30, 2013 and December 31, 2012, no provisions were set up for accounts receivable from related parties. Other accounts receivable from related parties mainly refer to checking accounts. (b) Noncurrent assets - receivables from related parties
Company 12/31/2012 5,626 Consolidated 12/31/2012 5,626
09/30/2013 Controlling shareholders Previdncia Usiminas (i) Subsidiaries Usiminas Mecnica (ii) Affiliates Usiroll (iii) 5,401
09/30/2013 5,401
48,201
50,226
15,050 68,652
14,010 69,862
15,050 20,451
14,010 19,636
(i) Refers to actuarial deficit. (ii) Refers to actuarial deficit and the sale of PP&E. (iii) Refers to advances due to unbilled services .
EY | 53
(c) Current liabilities

Company 09/30/2013 Related party liabilities Suppliers Controlling shareholders Mitsubishi Nippon Steel & Sumitomo Metal Corporation Nippon Usiminas (i) Previdncia Usiminas (ii) Siderar Subsidiaries Automotiva Usiminas Cosipa Commercial Minerao Usiminas Rios Unidos Solues Usiminas Usiminas Commercial Usiminas Eletrogalvanized Usiminas Mecnica Jointly controlled subsidiaries Unigal Usiroll Affiliates Metform MRS 843 4 4,125 19,805 83,529 798 65,707 717 493 576,198 7,480 13,991 16,236 7,509 9,166 193 500,303 5,873 14,602 46,319 39,498 1,248 21,569 15,337 2 4,292 353 107,623 92,118 852 611 3,589 100,847 Other Loans and financing Related party liabilities Suppliers Other Loans and financing 12/31/2012
714,907
4,645
124,298
729,961
64,355
123,664
(i) USD loans subject to charges ranging from 0.83% to 2.35% p.a. + Libor. (ii) Refers to contributions made to the retirement plan.
EY | 54
Consolidated 09/30/2013 Related party liabilities Related party liabilities Suppliers Controlling shareholders Confab Mitsubishi Nippon Steel & Sumitomo Metal Corporation Nippon Usiminas (i) Previdncia Usiminas (ii) Siderar 505 15,337 2 505 446 4,292 107,623 92,118 32 852 695 3,589 100,847 Other Loans and financing Suppliers Other Dividends payable Loans and financing 12/31/2012
Noncontrolling shareholders Serra Azul Iron Ore LLC Sumitomo Corporation do Brasil 8 24,524 629 -
Jointly controlled subsidiaries Modal Unigal Usiroll 448 83,529 798 660 65,707 717 -
Affiliates Metform MRS Terminal Sarzedo 48 4,473 610 22,416 4 10,689 2,196 27,661 -
106,263
27,154
107,623
172,123
32,797
25,153
100,847
(i) USD loans subject to charges ranging from 0.83% to 2.35% p.a. + Libor. (ii) Refers to contributions made to the retirement plan.
The liabilities with related parties classified as suppliers are mainly due to purchases maturing up to 45 days, in addition to credit assignment with Minerao Usiminas. Liabilities with related parties are not subject to interest.
EY | 55
(d) Non-current liabilities

Company Loans and financing 09/30/2013 Related party liabilities Loans and financing 12/31/2012 Related party liabilities 09/30/2013 Loans and financing Consolidated 12/31/2012 Loans and financing
Controlling shareholders Nippon Usiminas (i) Subsidiaries Cosipa Commercial (ii) Usiminas Commercial (iii) Usiminas Eletrogalvanized Usiminas Galvanized Usiminas International 517,104 974,151 16,055 29,850 598 540,816 1,018,821 14,321 26,624 499 237,277 315,700 237,277 315,700
1,728,532
46,503
1,875,337
41,444
237,277
315,700
(i) USD loans subject to charges ranging from 0.83% to 2.35% p.a. + Libor. (ii) Loans in yen (JPY) subject to charges of 4.275% p.a. (iii) Loans in yen (JPY) subject to charges of 4.1165% p.a.
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(e) Purchase and sale

Company Selling expenses 09/30/2013 Controlling shareholders Confab Mitsubishi Nippon Steel & Sumitomo Metal Corporation Siderar Non-controlling shareholders CSN Sumitomo Subsidiaries Automotiva Usiminas Cosipa Overseas Minerao Usiminas Rios Unidos Solues Usiminas Usiminas Eletrogalvanized Usiminas Galvanized Usiminas Mecnica Jointly controlled subsidiaries Fasal Trading Brasil Modal Unigal Usiroll Affiliates Codeme Metform MRS Terminal Sarzedo Other related parties Nippon Steel Engineering Metal One Corporation Ternium Internacional Ternium Internacional El Salvador Ternium Internacional Spain Ternium Internacional S.A. Montevideo Ternium Internacional Nicaragua Ternium Internacional San Jose Ternium Procurement 6 272 88,451 309 181 1,994 2,650,327 622 65,211 82,776 2,971,069 1,411 35 1,483,917 16,118 1,650,816 6 272 88,451 309 181 1,994 529,322 622 110,537 5,206 463 170,260 763,031 1,411 35 703,981 16,118 907,199 28,995 16,848 361 35,006 15,541 173 313 88,827 3,535 335 156,109 29,477 16,848 30,114 35,029 15,541 2,022 405 229,652 12,927 3,535 1,003 283,568 12,794 692 39 498 387,201 6,923 746 359,390 7,756 1,852 39 5,194 2,432 387,201 6,923 2,084 359,390 7,756 69,734 74,484 1,858,120 82,055 127,307 63,304 61,571 255,755 2,943 1,376,376 145,001 318,365 219,843 6,291 828,121 34,495 18,668 78,698 5,998 594,751 42,317 19,874 222,936 48,321 121,332 1,272 29,997 64 48,321 235,456 1,758 391,084 265 27,538 4,605 791 166,669 5,961 235,456 1,758 391,118 27,000 27,538 4,605 791 166,669 5,961 09/30/2012 09/30/2013 Purchases 09/30/2012 Selling expenses 09/30/2013 09/30/2012 09/30/2013 Consolidated Purchases 09/30/2012
Purchase and sale transactions between the related parties are presented in item (h).
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(f) Operating and financial income

09/30/2013 Controlling shareholders Confab Mitsubishi Nippon Usiminas Previdncia Usiminas Siderar (i) Non-controlling shareholders CSN Subsidiaries Automotiva Usiminas Cosipa Commercial Cosipa Overseas Minerao Usiminas Rios Unidos Solues Usiminas Usiminas Commercial Usiminas Europa Usiminas Eletrogalvanized Usiminas Galvanized Usiminas International Usiminas Mecnica Jointly controlled subsidiaries Fasal Trading Brasil (i) Modal Usiroll Affiliates Codeme (i) Metform (i) MRS Other related parties Exiros(i) Ternium Investments Ternium Internacional Spain Company 09/30/2012 09/30/2013 Consolidated 09/30/2012
4,598 (37,743) 435 (732)
1,537 (705) (90,612) 632 (21)
4,598 (37,743) 435 (732)
1,537 (705) (90,612) 632 (21)
(410)
(410)
142 5,371 (1,021) 7,161 429 (1,203) 10,983
7,976 6,291 (51) 4,674
(21) (61,437) 920 4,594 (1,964) (113,100) 8 (29,846) (16,760) 5,642
1,087
844
(423) (3) 1,332
1,087
844
(423) (3) 1,332
321 190 (507)
10,400 2,833 (217)
321 190 (1,182)
10,400 2,833 (217)
(4,194) (149) 362 5,264
(287,621)
(4,194) (149) 362 (36,163)
(75,657)
(i) These refer to comission on sales brokerage.
Financial income (expenses) with related parties substantially refers to charges on loans and financing above described in items (c) and (d).
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(g) Key management personnel compensation Following is the key management personnel compensation paid and payable, which includes Companys Executive Board, Board of Directors and Supervisory Board:
Company and Consolidated
09/30/2013 09/30/2012
Management fees Payroll charges Retirement plans Stock option plan (i)
19,927 4,362 101 3,162 27,552
20,090 4,690 227 1,144 26,151
(i) Corresponds to the cost effectiveness accounted for in the Stock Option Plan, as described in Note 25, related to the portion designated to the Executive Board. At September 30, 2013 and 2012, no option was exercised.
(h) Nature of operations with related parties The main Companys operations with related parties are summarized below: Sale of products to Confab designated for the production of large diameter pipes, in addition to industrial equipment. Mitsubishi's Purchase of equipment for the hot strip mill No. 2 of the Cubato plant. Purchase of services from Nippon Steel & Sumitomo Metal Corporation, which includes providing advanced industrial technology, technical assistance services and employee training. Sale of products to Siderar and payment of commissions on the sale of rolled products abroad. Sale of products to Automotiva Usiminas to be used in the stamping of parts for the car industry. Purchase of iron ore from Minerao Usiminas to be used in Ipatinga and Cubato plants. Credit assignment operation with Minerao Usiminas invoices related to the supply of iron ore. Purchase from Rios Unidos of road cargo transportation services of steel products and sundry materials. Sale of products to Usiminas Solues for processing and distribution. In addition, Solues Usiminas provides technical services in the iron and steel industry to the customers of Usiminas companies.
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Sale of products to Usiminas Eletrogalvanized and Usiminas Galvanized, to foster trade with foreign customers. Sale of products to Usiminas Mecnica and purchase of services, such as the industrialization of steel products and equipment . Purchase from Unigal of hot-dip galvanized steel sheets and cold-rolled steel sheets and coils. Purchase from Usiroll of texturing services and chrome plating of cylinders used in laminations. Purchase of rail services from MRS for iron ore transportation. Purchase from Modal and Terminal Sarzedo of ore storage and loading services. Sale of products to Ternium Mxico, Ternium Procurement, Ternium Internacional, Ternium Internacional Espaa, Ternium Internacional El Salvador, Ternium Internacional S.A. Montevideo, Ternium Internacional S.A. Nicaragua and Ternium Internacional San Jos. Payment of commissions for Exiros regarding agency in raw material purchases. Purchases of hot-dip galvanized coils from Metal One Corporation.
Additionally, subsidiary Minerao Usiminas sells iron ore and purchases port services with CSN. Other transactions with related parties are substantially contracted at market conditions, considering prices and time limits.
25
Stock option plan

The Company has a Stock Option Plan of Companys shares. This plan is administered by the Companys Board of Directors, advised by the Human Resources Committee, observing the limitations provided for by the Plan. There were no changes in the Plans characteristics and guidelines with regard to the financial statements as at December 31, 2012. At September 30, 2013, the Plan had 2 programs in force: 2011Program, released on October 3, 2011 and 2012 Program, launched on November 28, 2012.
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(a) Main characteristics of the programs For the two stock option programs of preferred shares (USIM5) in force, 6,166,414 basic options and 485,900 stock dividends were granted thereto, totaling 6,652,314 options granted to participants eligible to the Company Option Plan through a Stock Option Agreement. The main characteristics the 2012 and 2011 Programs can be summarized as under: Grace period: 3 years (33% after the 1st year, 33% after 2nd year and 33% after the 3rd year); Option of designating up to 50% of the variable compensation to purchase Usiminas shares. On the other hand, the Company grants stock dividends; Maximum period to exercise options: 7 years.
(b) Fair value on Options Following are the fair value at the grant date and main assumptions used in accordance with the option pricing model of Black & Sholes:
Program 2011
1st year Fair value on grant date Share price Exercise price Share price volatility Grace period (3 years) Dividends estimates Return rate free of risk Adjusted effective period R$ 4.83 R$ 11.45 R$ 11.98 50.70% 33% after 1 year 2.94% 11.62% p.a. 4 years
st
nd
year
3 year R$ 5.27 R$ 11.45 R$ 11.98 50.70% 33% after 3rd year 2.94% 11.69% p.a. 5 years
rd
R$ 5.07 R$ 11.45 R$ 11.98 50.70% 33% after 2 year 2.94% 11.65% p.a. 4.5 years
nd
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Program 2012
1 Fair value on grant date Share price Exercise price Share price volatility Grace period (3 years) Dividends estimates Return rate free of risk Adjusted effective period
st
year
2nd year R$ 4.32 R$ 10.38 R$ 10.58 37.95% 33% after 2 year 0.63% 8.75% p.a. 4.5 years
nd
3rd year R$4.61 R$ 10.38 R$ 10.58 37.95% 33% after 3rd year 0.63% 8.87% p.a. 5 years
R$ 4.06 R$ 10.38 R$ 10.58 37.95% 33% after 1 year 0.63% 8.63% p.a. 4 years
st
For the 2011 Program, whose grant occurred on October 3, 2011, the exercise price was determined based on the daily weighted average quotation of September 2011. For the 2012 Program, whose grant occurred on November 28, 2012, the exercise price was determined based on the daily weighted average quotation of September 2012. The estimated share price volatility is based on the adjusted historical volatility of 36 months prior to the grant date. The fair value of the options granted is accounted for as expense over the grace period. The total number of outstanding options and the weighted exercise price average of options is shown below:
09/30/2013 Program 2012 Weighted average exercise price Outstanding options at beginning of year Options granted over the year Cancelled options over the year R$ 10.58 3,660,561 (358,254) Program 2011 R$ 11.98 1,604,880 (225,048) 3,660,561 Program 2012 R$ 10.58 12/31/2012 Program 2011 R$ 11.98 2,991,753 (1,386,873)
Outstanding options at end of year
3,302,307
1,379,832
3,660,561
1,604,880
At September 30, 2013 and December 31, 2012, no option was exercised. The impact on P&L of the above-mentioned Stock Option Plan resulted in a total expense of R$8,220 at September 30, 2013 (September 30, 2012 - R$4,475), the amount of which was accounted for in the statement of operations. Of this amount, R$1.069 were reversed to Retained earnings (accumulated losses) account due to the cancellation of these options; therefore, the impact on equity totaled R$7,151. Plan expenses expected for 2013, considering that all contractual assumptions remain unaltered, total R$9,100.
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26
Explanatory notes presented in the annual financial statements that are not presented in this interim financial information
Pursuant to Official Circular CVM/SNC/SEP/N 003/2011, the Company presented notes considered relevant within the context of "Basic Conceptual Pronouncement - Conceptual Framework for the Preparation and Presentation of Financial Statements. All information whose omission or distortion could influence the economic decisions of users was properly disclosed in this interim financial information, which should be read jointly with the financial statements as at December 31, 2012. We indicate below the exact location of the explanatory notes whose information has not been repeated in this interim financial information due to redundancy or relevance: Note 4 - Significant accounting estimates and judgments Note 7 - Financial instruments by category Note 8 - Credit quality of financial assets Note 18 - Impairment of nonfinancial assets; Note 21 Debentures; Note 22 Taxes payable; Note 23 Taxes paid in installments; Note 25 - Provision for environmental remediation costs; Note 29 Revenue; Note 31 - Expenses with benefits to employees; Note 32 - Other operating income (expenses); Note 35 Commitments; Note 38 Insurance coverage.
27
Statements of cash flows

(a) Supplementary information
Company 09/30/2013 Investment transaction with no cash effect 272,947
On September 26, 2013, as described in Note13 (c), the Company made a capital investment in Minerao Usiminas S.A. through transfer of the land located in Itagua RJ. The increase in the Companys investments related to this transfer, which did not have any cash effect, was R$191,942, additionally to the amount of R$ 81,005 referring to changes in shareholding interest that do not result in loss or acquisition of control.
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28
Subsequent event
(a) Public offer for the purchase of debt securities At October 1, 2013, by means of Notice to the Market, the Company informed its shareholders and the general public that its subsidiaries in Denmark started a public offer for purchase of debt securities by their subsidiaries Cosipa Commercial Ltd. and Usiminas Commercial Ltd. issued in 2006 and 2008 maturing in 2016 and 2018 (Debt Securities), respectively, observing the total amount of up to US$400 million. This public offer is subject to certain conditions and is exclusively for the holders of said securities, taking plance in the market of New York, USA, expiring on November 11, 2013. (b) Disposal of subsidiary On October 23, 2013, it was published in the Dirio Oficial da Unio the approval from CADE, with no restrictions the disposal transaction of 100% of shares held by the Company in the subsidiary Automotiva Usiminas to Aethra, as of presented in Note 13 (b).The closing of this operation is conditioned to the fulfillment of certain contractual conditions precedent to this approval.
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Board of Directors
Paulo Penido Pinto Marques CEO Alcides Jos Morgante Director Daniel Agustn Novegil Director Jos Oscar Costa de Andrade Director Eiji Hashimoto Director Roberto Caiuby Vidigal Director Alosio Macrio Ferreira de Souza Director Fumihiko Wada Director Marcelo Gasparino da Silva Director in Office Rita Rebelo Horta de Assis Fonseca Director
Tax Committee
Paulo Frank Coelho da Rocha Chairman of the Supervisory Board Jnio Carlos Macedo Director Masato Ninomiya Director Lcio de Lima Pires Director Telma Suzana Mezia Director
Executive Board
Julin Alberto Eguren CEO Marcelo Rodolfo Chara Industrial Vice-President Ronald Seckelmann Vice-Presidente of Finance and Investor Relations Paolo Felice Bassetti Subsidiaries Vice-Presient Rmel Erwin de Souza Director Vice-CEO of Technology and Quality Srgio Leite de Andrade Business Vice-President Nobuhiro Yamamoto Corporate Planning Vice-President
Marcos Aurlio Alves Accounting Manager Accountant in Charge CRC-MG 34.381/O
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Public Disclosure - Belo Horizonte, October 30th, 2013. Usinas Siderrgicas de Minas Gerais S.A. - Usiminas (BM&FBOVESPA: USIM3, USIM5 e USIM6; OTC: USDMY and USNZY; Latibex: XUSIO and XUSI) today releases its third quarter results of fiscal year 2013 (3Q13). Operational and financial information of the Company, except where otherwise stated, are presented based on consolidated figures, in Brazilian Real, according to International Financial Reporting Standards (IFRS). All comparisons made in this release take into consideration the second quarter of 2013 (2Q13), except where stated otherwise.
Release of the 3Q13 Results

In the period, the main highlights were the following: Domestic sales volume remained at a high level, reaching 1.5 million txons; Iron ore sales were 1.8 million, 34% higher than in the 2Q13, historical record; Consolidated net revenue was R$3.2 billion, stable in relation to the 2Q13; Consolidated gross profit reached R$455.5 million, 21% higher than in the 2Q13; The net debt/EBITDA ratio reached 2.3 times; Consolidated adjusted EBITDA was R$537.6 million, higher by 22% than in the 2Q13; Total investments were R$237.9 million.
Main Highlights R$ million - Consolidated Steel Sales Volume (000 t) Iron Ore Sales Volume (000 t) Net Revenue COGS Gross Profit (Loss) Net Income (Loss) EBITDA (Instruction CVM 527) EBITDA Margin (Instruction CVM 527) Adjusted EBITDA Adjusted EBITDA Margin Investments (Capex) Cash Position 3Q13 1,565 1,830 3,198 (2,742) 455 115 534 16.7% 538 16.8% 238 3,990 2Q13 1,572 1,366 3,244 (2,868) 376 (22) 428 13.2% 441 13.6% 261 4,689 3Q12 1,749 1,142 3,390 (3,299) 91 (125) 133 3.9% 150 4.4% 369 4,775 Chg. 3Q13/2Q13 0% 34% -1% -4% 21% 25% 400 bps 22% 300 bps -9% -15% 9M13 4,728 4,542 9,637 (8,598) 1,039 (30) 1,259 13.1% 1,292 13.4% 673 3,990 9M12 5,149 4,369 9,503 (9,142) 362 (248) 538 5.7% 572 6.0% 1,280 4,689 Chg. 9M13/9M12 -8% 4% 1% -6% 187% -88% 134% 700 bps 126% 700 bps -47% -15%
Market Data 09/30/13
Index
Consolidated Results Performance of the Business Units: - Mining - Steel - Steel Processing - Capital Goods Highlights Subsequent Events to the Closing of the Quarter Capital Markets Balance Sheet, Income Statement and Cash Flow
BM&FBOVESPA: USIM5 R$10.52/share USIM3 R$10.55/share USA/OTC: USNZY US$4.70/ADR Latibex: XUSI 3.55/share XUSIO 3.50/share 3Q13 Results
66
Economic Scenario
The global economy recorded growth of 2.5% in the first half of 2013, according to the IMF International Monetary Fund. The developed economies recovery and the lower growth in the emerging countries are among the main changes in the global growth dynamics mentioned by the IMF. The institute revised expected global economic growth downward from 3.2% to 2.9% in 2013. In the United States, in spite of the negative impacts of the fiscal tightening and the impasse about the debt limit ceiling during the 3Q13, the economy is maintaining a consistent pace of recovery. The IMF expects a GDP growth of 1.6% for 2013, which could lead to the withdrawal of monetary stimulus by the Federal Reserve, with important impacts in the international capital flows and in the foreign exchange markets. In China, the transition to a 7.5% growth rate, perceived by Chinese Authorities as being more balanced and sustainable, was confirmed with the 2Q13 data and with industrial production indicators in the following months. In Japan, policies that combine fiscal and monetary stimulus sustain a production increase and as well as the Japanese exports, which have led the IMF to project an economic growth of 2% for 2013. In the Euro Zone, confidence indicators suggest that economic activity has stabilized in the region and is growing in the main economies of the block, with a highlight to Germany and France. The IMF has reviewed the projections of a retraction in GDP in the Euro Zone from 0.6% to 0.4% in 2013. The economic scenario in Latin America remains without significant improvements. The forecast is that activity will remain at a moderate level due to the weak recovery of the export markets in the region and the moderate Chinese demand for commodities produced in Latin America. In spite of this, average growth of 2.7% is expected in 2013. In Brazil, industrial production performance was weak, declining 2.4% in July and remaining stable in August, frustrating expectations of a consistent recovery in industrial activity. Nevertheless, consumer and industrial confidence indicators recovered over the 3Q13, but remain at lower levels compared to the 2012 average and to the 1 st half of this year. In spite of weak growth in industrial production in the January-August 2013 period, the performance of the main steel consuming sectors was positive, mainly in the capital goods production, which accumulated growth of 13.5% in the year, as well as 2.3% in durable goods and 1.6% in the industry in general. According to the IMF, the Brazilian economy should grow 2.5% in 2013, in line with the banks and consultants forecasts in the Central Bank Focus Report. In the 3Q13, exchange rate volatility is worthy of mention, in function of the signals of a possible monetary policy changes in the United States. Deterioration in Brazilian foreign accounts, lower growth in GDP and expectation of moderate Brazilian commodities prices served to heighten these impacts in the devaluation of the Real against the Dollar, which showed an average exchange rate of R$2.29, above the average rate in the 2Q13 of R$2.07, although the final exchange rates at the end of the 3Q13 and the 2Q13 were nearly stable.
3Q13 Results
67
Economic and Financial Performance Comments on Consolidated Results
Net Revenue
Net revenue in the 3Q13 was stable at R$3.2 billion compared to the 2Q13. Domestic market represented 94% of the total net revenue.
Net Revenue Breakdown

Domestic Market Exports Total 3Q13 94% 6% 100% 2Q13 92% 8% 100% 3Q12 79% 21% 100% 9M13 90% 10% 100% 9M12 80% 20% 100%
Cost of Goods Sold (COGS)

In the 3Q13, COGS totaled R$2.7 billion, a reduction of 4.4% in relation to the 2Q13, even though with the increased sales volume by the Mining Unit. Gross margin of 14.2% in the 3Q13 was 260 basis points above that accounted for in the 2Q13, which was 11.6%, as per the chart below:
Gross Margin
3Q13 14.2% 2Q13 11.6% 3Q12 2.7% 9M13 10.8% 9M12 3.8%
Operating Expense and Revenue

In the 3Q13, sales expenses were 20.1% lower, mainly in function of the decrease in the exports. General and administrative expenses were 7.2% lower, mainly impacted by the reduction in expenses with labor, as a result of the adjustments in the work force, and third party services. Total operating expenses in the 3Q13 were R$229.1 million, compared with R$234.2 million in the 2Q13, mainly due to the reduction in the SG&A expenses and the positive impact of a revenue of R$30.0 million generated by an agreement in favor of Usiminas, as a result of energy tariffs referred to prior periods, partially compensated by the increase of provision for contingencies of R$22.4 million. In this manner, the Companys operating margin showed the following performance:
EBIT Margin
3Q13 7.0% 2Q13 4.4% 3Q12 -5.7% 9M13 3.7% 9M12 -3.0%
3Q13 Results
68
Adjusted EBITDA
Adjusted EBITDA is calculated from net profit (loss), reversing profit (loss) from discontinued operations, income tax and social contribution, financial result, depreciation, amortization and depletion, and equity in the results of Associate, Joint Subsidiary and Subsidiary Companies. The adjusted EBITDA includes the proportional participation of 70% of Unigal, comparable with the figures reported in 2012.
EBITDA
Consolidated (R$ thousand) Net Income (Loss) Income Tax / Social Contribution Financial Result Depreciation, Amortization and Depletion EBITDA -Instruction CVM 527 Equity in the Results of Associate and Subsidiary Companies Joint Subsidiary Companies proportional EBITDA Adjusted EBITDA 3Q13 114,608 42,241 117,566 260,067 534,482 (48,075) 51,144 537,551 2Q13 (22,124) (87,710) 276,311 261,847 428,324 (24,477) 37,425 441,272 9M13 (30,211) (121,523) 630,027 780,397 1,258,690 (126,391) 160,014 1,292,313 9M12 (248,163) (299,346) 383,223 702,390 538,104 (120,609) 154,200 571,695
Adjusted EBITDA in the 3Q13 reached R$537.6 million, 21.8% higher than in the 2Q13, which was R$441.3 million. Adjusted EBITDA margin in the 3Q13 increased 320 basis points, reaching 16.8%, mainly due to the better performance in the Steel Unit, highlighting the increased sales volume in the domestic market, better average sales prices and reduction of operating expenses. The gross profit grew by 21.1%. The margins are shown below:
Adjusted EBITDA Margin

3Q13 16.8% 2Q13 13.6% 3Q12 4.4% 9M13 13.4% 9M12 6.0%
Financial Result
In the 3Q13, net financial expenses were R$117.6 million, against R$276.3 million in the 2Q13. This result can mainly be attributed to lower devaluation of the Real in the period of only 0.65%. The financial income and expenses increased due to higher interest amount (IPCA variation, a Brazilian inflation index, is excluded from the nominal interest amount and accounted for on inflationary variation).
Financial Result - Consolidated

R$ thousand Currency Exchange Variation Swap Operations Market Cap. Inflationary Variation Financial Income Financial Expenses FINANCIAL RESULT 3Q13 (4,426) 1,839 (14,011) 74,399 (175,367) 2Q13 (185,756) 6,665 (16,175) 45,149 (126,194) 3Q12 (7,677) 8,290 (24,032) 64,396 (157,397) Chg. 3Q13/2Q13 -98% -72% -13% 65% 39% -57% 9M13 (146,552) 29,335 (73,754) 156,566 (595,622) 9M12 (195,843) 43,259 (70,594) 209,923 (369,968) Var. 9M13/9M12 -25% -32% 4% -25% 61% 64%
(117,566) (276,311) (116,420)
(630,027) (383,223)
3Q13 Results
69
Equity in the Results of Associate and Subsidiary Companies

Equity in the results of associate and subsidiary companies was R$48.1 million in the 3Q13, against R$24.5 million, showing an increase of 96.4% compared to the 2Q13, mainly due to greater contribution of Unigal in the period.
Net Profit (Loss)

The Company presented net profit of R$114.6 million in the 3Q13, against a loss of R$22.1 million in the 2Q13, improving the result by R$136.7 million comparing the two quarters, mainly as a result of an increase in the operating profit caused by the better performance in the Steel and the Mining Units and the lower net financial expenses, since the devaluation of the Real at the end of each quarter was only 0.65%.
Investments (CAPEX)
Investments totaled R$237.9 million in the 3Q13, lower by 8.7% compared to those in the 2Q13, in line with the Companys strategy to optimize CAPEX. Out of the total investments in this period, approximately 72% was applied to the Steel Unit, 24% to the Mining Unit and 4% to the Steel Processing Unit.
Indebtedness
Total consolidated debt was R$7.5 billion on 09/30/13, against R$8.0 billion on 06/30/13, showing a 6% reduction, mainly due to the voluntary debt prepayment in the 3Q13 of a debt of R$249.0 million, in order to reduce financial expenses and improve debt profile. Net consolidated debt increased 7.0% in the period, going from R$3.3 billion on 06/30/13 to R$3.5 billion on 09/30/13. On 09/30/13, debt composition by maturity was 17.2% in the short term and 82.8% in the long term. Composition by currency was 60.1% in local currency and 39.9% in foreign currency. The net debt/EBITDA ratio was 2.3 times on 09/30/13. The following chart shows the consolidated debt by index:
Loans and Financing by Index - Consolidated R$ thousand Local Currency TJLP CDI Others Foreign Currency (*) Total Debt Cash and Cash Equivalents Net Debt 30-Sep-13 Short Term 828,477 208,582 583,972 35,923 457,873 1,286,350 Long Term 3,677,422 616,188 2,998,411 62,823 2,535,118 6,212,540 TOTAL 4,505,899 824,770 3,582,383 98,746 2,992,991 7,498,890 3,989,701 3,509,189 % 60% 40% 100% 30-Jun-13 TOTAL 4,804,608 862,441 3,830,019 112,148 3,211,059 8,015,667 4,735,738 3,279,929 Chg. sep13/jun13 -6% -4% -6% -12% -7% -6% -16% 7%
(*) 99% of total foreign currency is US dollars denominated
3Q13 Results
70
The graph below shows the consolidated debt profile and the cash position in R$ million, as of 09/30/13:
Performance of the Business Units

Intercompany transactions are on an arms-length basis (market prices and conditions).
Usiminas - Business Units
Mining
Minerao Usiminas
Steel
Ipatinga Mill Cubato Mill Unigal
Steel Processing
Solues Usiminas Automotiva Usiminas Metform and Codeme stake
Capital Goods
Usiminas Mecnica
Income Statement per Business Units - Non Audited

R$ million Mining
3Q13 2Q13 223 191 33 (90) 133 (24) 109 119 53.4%
Steel*
3Q13 2,949 2,758 191 (2,672) 276 (135) 141 376 13% 2Q13 2,898 2,683 215 (2,707) 190 (141) 50 289 10%
Steel Processing
3Q13 667 662 5 (604) 63 (49) 14 28 4% 2Q13 639 634 5 (570) 68 (49) 19 33 5%
Capital Goods
3Q13 246 246 0 (235) 10 (16) (6) 0 0% 2Q13 265 265 0 (249) 16 (22) (6) 1 0%
Adjustment
3Q13 (946) (946) 0 896 (50) 1 (49) (6) 2Q13 (780) (780) 0 749 (31) 1 (30) (1) -
Consolidated
3Q13 3,198 3,003 196 (2,742) 456 (229) 227 538 17% 2Q13 3,244 2,992 252 (2,868) 376 (234) 142 441 14%
Net Revenue Domestic Market Exports COGS Gross Profit Operating Income (Expenses) EBIT Adjusted EBITDA Adj.EBITDA Margin
* Consolidates 70% of Unigal
283 283 0 (127) 156 (29) 126 139 49%
3Q13 Results
71
Income Statement per Business Units - Non Audited

R$ million Mining
9M13 9M12 607 456 150 (234) 373 (132) 241 267 44%
Steel*
9M13 8,512 7,664 848 (7,970) 542 (409) 133 843 10% 9M12 8,625 6,866 1,759 (8,581) 44 (330) (285) 358 4%
Steel Processing
9M13 1,852 1,835 18 (1,670) 182 (146) 36 77 4% 9M12 1,570 1,544 26 (1,423) 146 (154) (7) 31 2%
Capital Goods
9M13 770 770 0 (734) 36 (53) (17) 3 0% 9M12 761 759 2 (761) 0 (38) (37) (19) -2%
Adjustment
9M13 (2,251) (2,251) 0 2,079 (172) 3 (169) (33) 9M12 (2,059) (1,995) (64) 1,857 (202) 6 (196) (66) -
Consolidated
9M13 9,637 8,698 939 (8,598) 1,039 (687) 352 1,292 13% 9M12 9,503 7,629 1,874 (9,142) 362 (647) (285) 572 6%
Net Revenue Domestic Market Export Market COGS Gross Profit Operating Income (Expenses) EBIT Adjusted EBITDA Adj.EBITDA Margin
* Consolidates 70% of Unigal
754 680 74 (303) 451 (83) 368 402 53%
I) M I N I N G
Minerao Usiminas - MUSA
Minerao Usiminas is located in the region of Serra Azul/MG and holds mining assets with potential mineable reserves estimated at 2.6 billion tons and retro area of 850 thousand square meters at the port terminal in the Itagua region in Rio de Janeiro state. MUSA and Usiminas further hold a stake in MRS Logstica with 20% of its voting capital and take part in the control group. The total capital in MUSA is comprised 70% by Usiminas and 30% by Sumitomo Corporation.
Operational and Sales Performance

In the 3Q13, production volume was 1.2 million tons, 25.1% below that of the 2Q13, in line with the Companys strategy to control its working capital. Sales volume in the 3Q13 reached 1.8 million tons, historical record, 33.9% above that of the 2Q13, due to higher demand in the domestic market. Iron ore volume destined to the Ipatinga and Cubato plants was 1.0 million tons, 4.9% above that of the 2Q13. Production and sales volumes are shown in the following chart:
Iron Ore Thousand tons
3Q13 1,213 787 0 1,043 1,830
2Q13 1,621 206 166 994 1,366
3Q12 1,785 47 324 776 1,147
Chg. 3Q13/2Q13 -25% 282% -100% 5% 34%
9M13 4,483 1,040 331 3,170 4,542
9M12
Production Sales - Third Parties - Domestic Market Sales - Exports Sales to Usiminas Total Sales
Chg. 9M13/9M1 2 5,156 -13% 429 845 3,109 142% -61% 2% 4%
4,383
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Comments on the Business Unit Result Mining

Net revenue of the Mining Unit accounted for in the 3Q13 was R$282.5 million, showing an increase of 26.6%, when compared to the 2Q13, which was R$223.2 million. That was due to the increase in the sales volume and the positive effect of the average appreciation of dollar in the period. Nevertheless, considering the base period for sales pricing of the main contracts in the Mining, there was a decline in the average price in its iron ore sales. In the 3Q13, cost of goods sold COGS totaled R$127.0 million, 40.8% higher in relation to the 2Q13, mainly in function of greater sales volume. Gross profit was R$155.6 million in the 3Q13, against R$133.0 million in the 2Q13, and gross margin was 55.1% against 59.6% in the previous quarter, as a result of the increase in the COGS not compensated by the increase in the net revenue. Operating expenses in the 3Q13 were R$29.3 million, while in the 2Q13 were R$23.9 million, showing a growth of 22.7% due to the increase of provision for contingencies. In the 3Q13, adjusted EBITDA was R$138.9 million, 16.0% higher than in the 2Q13, which was R$119.7 million, corresponding to a margin of 49.2%.
Investments (CAPEX)
Investments in the 3Q13 reached R$56.1 million, 46.2% below the invested amount in the 2Q13, which was R$104.2 million, mainly related to the final phase of the Friables Project. Capital Increase Minerao Usiminas: On 09/26/13, in accordance with the Shareholder Agreement signed by Usiminas and the Sumitomo Group, a capital increase in Minerao Usiminas was concluded. Usiminas capitalized the land of its property at Itagua, Rio de Janeiro, amounting to R$245.6 million, and Serra Azul Iron Ore LLC and Sumitomo Corporation do Brasil S.A., companies of the Sumitomo Corporation Group, remitted R$220.1 million (US$100.0 million) which R$105.3 million were allocated to social capital and R$115.7 million to capital reserves at Minerao Usiminas.
Stake in MRS Logstica

Minerao Usiminas holds a stake in MRS through its subsidiary UPL Usiminas Participaes e Logstica S.A. MRS Logstica is a concession that controls, operates and monitors the Brazilian Southeastern Federal Railroad Network (Malha Sudeste da Rede Ferroviria Federal ). The Company operates in the railway transportation, connecting the states of Rio de Janeiro, Minas Gerais and So Paulo and its core business is transporting with integrated logistics cargo in general, such as iron ore, finished steel products, cement, bauxite, agricultural products, pet coke and containers. MRS Logstica totaled 42.9 million tons transported in the 3Q13, showing an increase of 10.2% in relation to the 2Q13. The increase is mainly a consequence of greater transportation of iron ore, coal, coke and agricultural products in this period.
II)
STEEL
Global and Brazilian Steel Industries

According to the World Steel Association WSA, global crude steel production of 1.051 million tons in the first 8 months of 2013 was 2.3% higher than in the same period of 2012. The growth was driven by production in China, which advanced 7.8% in 2013, while in most of the other countries, there was a decline in production. This allowed China to expand its global 3Q13 Results 73
market share in crude steel from 47% in 2012 to 50% this year. In 2013, China assumed the first place as the largest flat steel exporter in the world, in the top of Japan. The set of factors that contribute to the poor results of global steel do not sign that this scenario could change in the short term. Signs that the Chinese government intends to reduce its excess of steel production capacity in the country has yet to be seen. Without any significant increase in the steel demand, profit margins in the world steel industry should continue to be under pressure in the short and medium terms. The WSA forecast is for steel consumption to reach 1,475 million tons, with growth of 3.1% over 2012. In the developed countries, the forecast is for a consumption decrease of 1.7% and, in the emerging countries, a growth of 4.9%, mainly driven by an increase in the Chinese consumption of 6.0%. The Brazilian flat steel market consumed 4.0 million tons in the 3Q13, an increase of 5% in relation to the 2Q13, due to higher consumption in the following segments: Distribution Channels by 10%, Civil Construction by 9%, Home Appliances by 5% and Automotive Industry by 3%, being 85% of the volume supplied by local plants and 15% by imports. According to data from INDA Steel Distributors National Association, sales performed well in the period, with growth of 10% compared with the 2Q13 and 13% in relation to the 3Q12. Inventories in the Distributors are at 1.1 million tons, equivalent to 2.7 months turnover.
Prodution - Ipatinga e Cubato Plant

In the 3Q13, crude steel production at the Ipatinga and Cubato plants was 1.8 million tons, an increase of 1.9% over that of the 2Q13.
Production (Crude Steel) Thousand tons Ipatinga Mill Cubato Mill Total 3Q13 998 784 1,782 2Q13 994 755 1,749 3Q12 980 857 1,837 Chg. 3Q13/2Q13 0% 4% 2% 9M13 2,929 2,264 5,193 9M12 2,883 2,471 5,354 Var. 9M13/9M12 2% -8% -3%
Sales
Total sales in the 3Q13 remained nearly stable at 1.6 million tons of steel, with an increase in the sales in the domestic market by 1.8% compared to the 2Q13, with a relevant growth of 7.6% of cold rolled steel sales. On the other hand, exports in the 3Q13 declined by 22.4% in relation to the 2Q13, in line with the Companys strategy to focus on the domestic market. Sales mix recorded by market was 92.9% domestic and 7.1% exports.
Steel Sales (thousand tons)
1,749 1,731 28% 30% 1,591 23% 1,572 9% 1,565 7%
72%
70%
77%
91%
93%
3Q12
4Q12 Exports
1Q13
2Q13 Domestic Market
3Q13
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Sales Volume Breakdown

Thousand tons Total Sales Heavy Plates Hot Rolled Cold Rolled Electrogalvanized Hot Dip Galvanized Processed Products Slabs Domestic Market Heavy Plates Hot Coils Cold Coils Electrogalvanized Hot Dip Galvanized Processed Products Slabs Exports Heavy Plates Hot Rolled Cold Rolled Electrogalvanized Hot Dip Galvanized Processed Products Slabs 3Q13 1,565 354 531 377 31 200 30 41 1,453 331 502 366 26 176 27 27 112 23 30 12 5 25 2 14 100% 23% 34% 24% 2% 13% 2% 3% 93% 21% 32% 23% 2% 11% 2% 2% 7% 1% 2% 1% 0% 2% 0% 1% 2Q13 1,572 353 543 358 30 196 47 45 1,428 326 508 340 25 173 41 14 144 27 34 18 5 23 6 31 100% 22% 35% 23% 2% 12% 3% 3% 91% 21% 32% 22% 2% 11% 3% 1% 9% 2% 2% 1% 0% 1% 0% 2% 3Q12 1,749 394 503 386 35 188 46 197 1,262 281 402 299 31 169 42 38 486 113 101 87 4 19 4 159 100% 23% 29% 22% 2% 11% 3% 11% 72% 16% 23% 17% 2% 10% 2% 2% 28% 6% 6% 5% 0% 1% 0% 9% Chg. 3Q13/2Q13 0% 0% -2% 5% 3% 2% -36% -7% 2% 1% -1% 8% 3% 1% -33% 93% -22% -13% -13% -36% 5% 8% -60% -53% 9M13 4,728 981 1,647 1,095 93 594 112 206 4,108 895 1,441 1,003 78 526 99 66 620 86 206 92 14 68 13 140 100% 21% 35% 23% 2% 13% 2% 4% 87% 19% 30% 21% 2% 11% 2% 1% 13% 2% 4% 2% 0% 1% 0% 3% 9M12 5,149 1,156 1,508 1,103 111 506 122 643 3,835 877 1,281 910 95 452 114 107 1,314 279 228 193 16 54 8 536 100% 22% 29% 21% 2% 10% 2% 12% 74% 17% 25% 18% 2% 9% 2% 2% 26% 5% 4% 4% 0% 1% 0% 5% Chg. 9M13/9M12 -8% -15% 9% -1% -17% 17% -8% -68% 7% 2% 13% 10% -18% 16% -14% -38% -53% -69% -9% -52% -9% 25% 72% -74%
Below are the export main destinations:

Exports - Main Markets 3Q13
Argentina 3% 4% 4% 6% 7% 6% 35% China Taiwan Chile Singapore USA Mexico 17% 19% South Korea Others 5% 4% 14% 1% 7% 9% 17% 25% 19%
Exports - Main Markets 9M13

Argentina China Taiwan Chile Singapore USA Mexico South Korea Others
Comments on the Results of the Business Unit - Steel

The Steel Unit registered net revenue of R$2.9 billion in the 3Q13, 1.8% higher than in the 2Q13, mainly due to the increase in the total average price by 2.3%. In the 3Q13, Cost of Goods Sold COGS was R$2.7 billion, 1.3% lower than in the 2Q13. COGS per ton decreased 0.8% compared with the previous quarter, mainly due to cost cutting initiatives and higher productivity, partially compensated by the foreign exchange devaluation which impacted the costs of coal, coke and iron ore, that are negotiated in dollar. In the 3Q13, sales expenses were 29.4% lower than in the 2Q13, due to lower export volume. General and administrative expenses were lower by 5.3%, mainly impacted by the decline in labor expense, as a result of the adjustments in work force, and third party services. Total operating expenses accounted for in the 3Q13 were R$135.3 million, against R$140.5 million in the 2Q13, showing a reduction of 3.7%, mainly due to the decrease in the SG&A expenses and the positive impact of a revenue of R$30.0 million generated by an agreement in favor of 3Q13 Results 75
Usiminas, as a result of energy tariffs referred to prior periods, partially compensated by the increase of provision for contingencies of R$22.4 million. Adjusted EBITDA was R$376.3 million in the 3Q13, 30.3% higher than in the 2Q13, mainly due to the increase in the sales volume in the domestic market, better sales prices and reduction of operating expenses.
Investments (CAPEX)
The investments in the 3Q13 totaled R$172.3 million, mainly for maintenance CAPEX and technological update in the plants, the new Pickling Line #3 in Cubato and the Coke Plant #2 revamp in Ipatinga. The new Pickling Line adds value and technology content to the steel products portfolio. It started up hot run tests at the end of August and is expected to enter into commercial operation in November of this year. The revamp of the Coke Plant intends to increase our own coke production and is forecast to start up in the 4Q14.
III)
STEEL PROCESSING
Solues Usiminas - SU
Solues Usiminas operates in the distribution, services and small-diameter tubes markets nationwide, offering to its customers high-value added products. The Company has a processing capacity of more than 2 million tons of steel per year in its 10 industrial facilities strategically distributed in the States of Rio Grande do Sul, So Paulo, Minas Gerais, Esprito Santo, Bahia and Pernambuco. It serves several economic segments, such as Automotive, Autoparts, Civil Construction, Distribution, Electro-electronics, Machinery and Equipment and Household Appliances, among others. Sales of the Distribution, Services/Just-in-Time and Small Diameter Tubes business units were responsible for 53%, 38% and 9% of total volume sold accumulated in 2013, respectively. Net revenue in the 3Q13 was R$575.0 million, 6.5% higher than in the 2Q13, mainly in function of better average prices of 4.5% and higher sales volume of 2.0%.
Automotiva Usiminas
Automotiva Usiminas is a company in the autoparts segment in Brazil which produces parts and painted cabins in their final color, starting from the development of raw material to the final product, going through the processes of forming, welding, painting and assemblying. Net revenue in the 3Q13 was R$85.4 million, 4.1% lower than in the 2Q13, mainly due to lower volume of services provided. In the 2Q13, Usiminas entered into an Agreement with Aethra Sistemas Automotivos S.A., for the amount of R$210 million (enterprise value) to transfer 100% of its shares, transaction aligned with the Companys strategy to focus on its core business, in order to maximize its competitive positioning. On 10/23/13, it was published on Dirio Oficial da Unio (Brasillian Federal Register) that such transaction was approved without any restriction by CADE (Brazilian Antitrust Regulator). The transaction conclusion is subjected to certain conditions precedent to the referred approval.
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Comments of the Business Unit Results Steel Processing

Net revenue in the 3Q13 totaled R$667.3 million, 4.5% higher than in the 2Q13, due to better average prices of 4.5% and higher sales volume of 2.0% in Solues Usiminas. In the 3Q13, cost of goods sold was R$604.1 million, higher by 5.9% compared to the 2Q13, mainly as a result of greater sales volume of Solues Usiminas. Operating expenses remained stable in the 3Q13. In the 3Q13, adjusted EBITDA totaled R$27.6 million, 16.3% lower than in the 2Q13. Adjusted EBITDA margin was 4.1%, recording a decrease of 110 basis points when compared to the previous quarter.
IV)
CAPITAL GOODS
Usiminas Mecnica S.A.

Usiminas Mecnica is a capital goods company, which operates in the following business areas: Steel Structures, Shipbuilding and Offshore, Oil and Gas, Industrial Equipment, Industrial Assembly and Foundry and Railcars.
Highlight
In the 3Q13, the main contracts signed were: with Vale, for improving the Cau plant; with Integra consortium, for supplying structural components for the FPSOs P67 and P70; with CSN, for modernization of a degassing furnace (RH); and with Usiminas, for revamping of the Coke Plant #2.
Comments on the Business Unit Results - Capital Goods

Net revenue in the 3Q13 was R$245.5 million, 7.4% lower than in the 2Q13, mainly due to the conclusion of railcar projects, partially compensated by the increment in revenues coming from the assembly and equipment segments. Gross profit in the 3Q13 was R$10.3 million, R$5.5 million less than in the 2Q13, mainly due to higher costs with current projects in its portfolio. Adjusted EBITDA in the 3Q13 was R$0.5 million, against R$0.8 million in the 2Q13.
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Consolidated Highlights
Transparency Trophy: Usiminas was distinguished as one of the most transparent companies in Brazil, among the ten publicly traded companies with sales above R$5 billion, receiving the Transparency Trophy ANEFAC 2013. The judging panel evaluated the 2012 financial statements in essential technical criteria, such as compliance to accounting principles, Opinion of the external auditors, general presentation and disclosure of relevant aspects of the companies in addition to what is required by law. JAC Motors do Brazil: On 07/31/13, Usiminas formalized its partnership with JAC Motors do Brasil, the Chinese carmaker, making it the first exclusive supplier of steel sheet to the companys stamping department, from January 2015 on. JAC Motors opened its doors in Brazil in 2011 with 50 dealerships all over the country and a modern parts distribution center. Located in the Camaari Industrial Park in Bahia, the new plant will receive investments of around R$900 million with a production capacity of 100,000 vehicles per annum, in addition to generating around 3,500 direct and 10,000 indirect jobs. PINI Award: Usiminas Mecnica was elected the Best Supplier of Metallic Structures in Brazil for the 8th consecutive year, receiving the PINI Award for the Companys performance in developing and offering innovative solutions for the civil construction market. The advantages of using steel structures are versatility, exact dimensions and lighter components, making construction simpler, faster and cheaper. Heavy Plates Certification for Pre-Salt: On 08/22/13, Petrobrs certified the new Usiminas steel grade API X65 for Sour Service to be used in pipelines for oil exploration in pre-salt fields. This product was developed by Usiminas in a joint effort with Petrobrs and TenarisConfab. This grade of heavy plate has a local content certification of 99.2%.
Subsequent Events to the Closing of the Quarter

Anti-dumping: On 10/02/13, final anti-dumping rights for up to 5 years were approved against imports of Heavy Plates originating from China, Ukraine, South Korea and South Africa, in the form of specific rights that vary between US$135.08 and US$261.79 per ton, depending on their origin, by Camex Resolution nr. 77. Exclusivity in Supplying for FIAT PE: Solues Usiminas in Suape unit was elected as the exclusive Service Center of FIATs new Plant in Goiana (PE). Solues Usiminass team in Pernambuco will be responsible for processing different types of coils such as rolls, steel plates, regular and irregular blanks. To serve FIATs demand, there will be investments in equipments, creation of jobs and ISO/TS 16949 certification (automotive market). The forecast to start operations is January 2015. Public offering for purchase of debt instruments between controlled companies: The Company informed its shareholders and the general public that its companies in Denmark started a Tender Offer for purchasing of debt securities issued by Cosipa Commercial Ltd. and Usiminas Commercial Ltd. issued in 2006 and 2008 maturing in 2016 and 2018 (Debt Securities), respectively, observing the total amount of up to US$400 million. This public offer is subject to certain conditions and is exclusively for the holders of said securities, taking place in the market of New York, USA, expiring on 11/11/13.
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Automotiva Usiminas transaction approval by CADE: On 10/23/13, it was published on Dirio Oficial da Unio (Brazilian Federal Register) that the acquisition of 100% of the Automotiva Usiminas shares by Aethra Sistemas Automotivos S.A. was approved by CADE (Brazilian Antitrust Regulator). The transaction conclusion is subjected to certain conditions precedent to the referred approval.
Capital Markets
Performance on BM&FBOVESPA
Usiminas Common shares (USIM3) closed the 3Q13 quoted at R$10.55 and its Preferred shares (USIM5) at R$10.52. USIM3 appreciated 37.9% in value in the quarter and USIM5 41.6%. In the same period, the Ibovespa appreciated 10.3%.
Usiminas Performance Summary - BM&FBOVESPA (USIM5) 3Q13

Number of Deals Daily Average Traded - thousand shares Daily Average Financial Volume - R$ million Daily Average Maximum Minimum Closing Market Capitalization - R$ million 941,702 14,488 546,249 8,404 5,021 77 10.96 6.55 10.52 10,665
2Q13
795,843 12,632 435,811 6,918 4,021 64 11.39 7.43 7.43 7,532
Chg. 3Q13/2Q13
18% 15% 25% 21% 25% 21% -4% -12% 42% 42%
3Q12
939,208 14,908 696,660 11,058 5,991 95 12.96 5.57 10.12 10,260
Chg. 2313/3Q12
0% -3% -22% -24% -16% -19% -15% 18% 4% 4%
Foreign Stock Markets

OTC New York Usiminas has American Depositary Receipts (ADRs) traded on the over-the-counter market: USDMY is backed by common shares and USNZY backed by Class A preferred shares. On 09/30/2013, greater liquidity USNZY ADRs were quoted at US$4.70 and appreciated 37.0% in the quarter. Latibex Madrid Usiminas shares are traded on the LATIBEX the Madrid Stock Market: XUSI as preferred shares and XUSIO as common shares. On 09/30/2013, XUSI closed quoted at 3.55, having appreciated 26.8% and XUSIO shares closed at 3.50, an appreciation of 22.4% in the quarter.
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For further information:

GERNCIA GERAL DE RELAES COM INVESTIDORES
Cristina Morgan C. Drumond Leonardo Karam Rosa Diogo Dias Gonalves Renata Moura Terra
cristina.drumond@usiminas.com leonardo.rosa@usiminas.com diogo.goncalves@usiminas.com renata.terra@usiminas.com
31-3499-8772 31-3499-8550 31-3499-8710 31-3499-8619
Imprensa favor entrar em contato atravs do e-mail imprensa@usiminas.com
Visit the Investor Relations site: www.usiminas.com/ri or access by mobile phone: m.usiminas.com/ri
3Q13 Conference Call - Date 10/30/2013

In Portuguese - Simultaneous Translation into English
New York time: at 09:00 a.m. Braslia time: at 11:00 a.m. Dial-in Numbers: Dial-in Numbers: USA: (1 786) 924 6977 Brazil: (55 11) 2104 8901 / 4688 6361 Other Countries: (1 855) 281 6021 Audio replay available at (55 11) 4688 6312 Pincode for replay: 6467677# - English Pincode for replay: 2820861# - Portuguese Audio of the conference call will be transmitted live via Internet
See the slide presentation on our website: www.usiminas.com/ri
Statements contained in this release, relative to the business outlook of the Company, forecasts of operating and financial income and references to growth prospects are mere forecasts and were based on the expectations of Management in relation to future performance. These expectations are highly dependent on market conduct, the economic situation in Brazil, its industry and international markets and, therefore, are subject to change.
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Balance Sheet - Assets - Consolidated | IFRS - R$ thousand Assets Current Assets Cash and Cash Equivalents Trade Accounts Receivable Taxes Recoverable Inventories Advances to suppliers Financial Instruments Non Current Assets for Sale Other Securities Receivables Non-Current Assets Long-Term Receivable Deferred Income Tax & Social Contrb'n Deposits at Law Accounts Receiv. Affiliated Companies Taxes Recoverable Financial Instruments Others Investments Property, Plant and Equipment Intangible Total Assets 30-Sep-13 10,436,995 3,989,701 1,756,348 295,127 3,902,708 17,010 39,098 250,721 186,282 21,588,453 2,413,390 1,697,479 424,186 20,451 115,427 105,652 50,195 1,290,488 15,492,114 2,392,461 32,025,448 30-Jun-13 10,560,101 4,735,738 1,287,603 299,230 3,732,125 12,238 39,328 245,385 208,454 21,628,209 2,472,409 1,712,369 474,229 20,094 122,268 94,097 49,352 1,242,421 15,514,786 2,398,593 32,188,310
Balance Sheet - Liabilities and Shareholders' Equity - Consolidated | IFRS - R$ thousand Liabilities and Shareholders' Equity 30-Sep-13 30-Jun-13 Current Liabilities Loans and Financing and Taxes Payable in Installments Suppliers, Subcontractors and Freight Wages and social charges Taxes and taxes payables Related Companies Financial Instruments Liabilities on Non Current Assets for Sale Dividends Payable Customers Advances Others Long-Term Liabilities Loans and Financing and Taxes Payable in Installments Actuarial Liability Provision for Contingencies Financial Instruments Environmental protection provision Others Shareholders' Equity Capital Reserves & Revenues from Fiscal Year Non-controlling shareholders participation Total Liabilities and Shareholders' Equity 3Q13 Results 5,121,401 1,286,350 2,445,170 318,850 176,937 133,417 44,875 105,500 2,788 167,054 440,460 8,193,489 6,212,540 1,421,810 296,949 120,002 75,011 67,177 18,710,558 12,150,000 4,450,528 2,110,030 32,025,448 5,245,901 1,516,271 2,322,020 303,422 167,593 191,686 44,893 104,541 611 167,091 427,773 8,528,736 6,499,396 1,435,740 279,777 111,300 73,466 129,057 18,413,673 12,150,000 4,303,057 1,960,616 32,188,310 81
Income Statement - Consolidated | IFRS

R$ thousand Net Revenues Domestic Market Exports COGS Gross Profit Gross Margin Operating Income (Expenses) Selling Expenses General and Administrative Other Operating Income (expenses)
Reintegra (Brazilian Government Export Benefit) Net Cost of Actuarial Obligations Provision for Contigencies Energy Tariff Deal Other Operating Income (Expenses), Net
3Q13 3,197,724 3,002,073 195,651 (2,742,261) 455,463 14.2% (229,123) (71,005) (136,018) (22,100) 4,073 (10,578) (26,652) 30,000 (18,943) 226,340 7.0% (117,566) 124,212 (241,778) 48,075 156,849 (42,241) 114,608 3.5% 70,540 44,068 534,482 16.7% 537,551 16.8% 260,067
2Q13 3,244,441 2,992,474 251,967 (2,868,206) 376,235 11.6% (234,235) (88,879) (146,600) 1,244 3,492 (5,677) (4,267) 7,696 142,000 4.4% (276,311) 282,212 (558,523) 24,477 (109,834) 87,710 (22,124) -0.6% (59,476) 37,352 428,324 13.2% 441,272 13.6% 261,847
3Q12 3,389,734 2,683,024 706,710 (3,298,976) 90,758 2.7% (282,054) (96,871) (124,358) (60,825) 18,925 21,040 4,632 (105,422) (191,296) -5.7% (116,420) 101,445 (217,865) 64,163 (243,553) 118,702 (124,851) -3.7% (143,251) 18,400 132,654 3.9% 149,666 4.4% 259,787
Chg. 3Q13/2Q13 -1% 0% -22% -4% 21% 260 bps -2% -20% -7% 17% 86% 525% 59% 260 bps -57% -56% -57% 96% 410 bps 18% 25% 350 bps 22% 320 bps -1%
EBIT EBIT Margin Financial Result Financial Income Financial Expenses Equity in the Results of Associate and Subsidiary Companies Operating Profit (Loss) Income Tax / Social Contribution Net Income (Loss) Net Margin Attributable: Shareholders Minority Shareholders EBITDA (Instruction CVM 527) EBITDA Margin (Instruction CVM 527) Adjusted EBITDA - Joint Subsidiary Companies proportional EBITDA Adjusted EBITDA Margin Depreciation and Amortization
Income Statement - Consolidated | IFRS R$ thousand Net Revenues Domestic Market Exports COGS Gross Profit Gross Margin Operating Income (Expenses) Selling Expenses General and Administrative Other Operating Income (Expenses)
Reintegra (Brazilian Government Export Benefit) Net Cost of Actuarial Obligations Provision for Contigencies Energy Tariff Deal Other Operating Income (Expenses), Net Energy Tariff Deal
9M13 9,636,874 8,697,856 939,018 (8,598,009) 1,038,865 10.8% (686,963) (252,765) (424,790) (9,408) 20,843 (31,734) (44,985) 30,000 16,468 351,902 3.7% (630,027) 442,072 (1,072,099) 126,391 (151,734) 121,523 (30,211) -0.2% (142,550) 112,339 1,258,690 13.1% 1,292,313 13.4% 780,397
9M12 9,503,464 7,629,015 1,874,449 (9,141,668) 361,796 3.8% (646,691) (273,996) (343,505) (29,190) 53,606 63,118 (3,192) (142,722) (284,895) -3.0% (383,223) 485,446 (868,669) 120,609 (547,509) 299,346 (248,163) -2.6% (315,812) 67,649 538,104 5.7% 571,695 6.0% 702,390
EBIT Margin Financial Result Financial Income Financial Expenses Equity in the Results of Associate and Subsidiary Companies Operating Profit (Loss) Income Tax / Social Contribution Net Income (Loss) Net Margin Attributable: Shareholders Minority Shareholders EBITDA (Instruction CVM 527) EBITDA Margin (Instruction CVM 527) Adjusted EBITDA - Joint Subsidiary Companies proportional EBITDA Adjusted EBITDA Margin Depreciation and Amortization
Chg. 9M13/9M1 2 1% 14% -50% -6% 187% 700 bps 6% -8% 24% -68% -61% 1309% 660 bps 64% -9% 23% 5% -59% -88% 240 bps -55% 66% 134% 740 bps 126% 740 bps 11%
3Q13 Results
82
Cash Flow - Consolidated | IFRS R$ thousand Operating Activities Cash Flow Net Income (Loss) in the Period Financial Expenses and Monetary Var. / Net Exchge Var. Interest Expenses Depreciation and Amortization Losses/(gains) on sale of property, plant and equipment Equity in the Results of Subsidiaries/Associated Companies Difered Income Tax and Social Contribution Constitution (reversal) of Provisions Actuarial Gains and losses Stock Option Plan Total Increase/Decrease of Assets Securities In Accounts Receivables In Inventories In Recovery of Taxes In Judicial Deposits In Accounts Receiv. Affiliated Companies Others Total Increase (Decrease) of Liabilities Suppliers, contractors and freights Amounts Owed to Affiliated Companies Customers Advances Tax Payable Actuarial Liability payments Others Total Cash Generated from Operating Activities Interest Paid Income Tax and Social Contribution Net Cash Generated from Operating Activities Investments activities cash flow Amount paid on the acquisition of investments Fixed asset acquisition Fixed asset sale receipt Additions to / payments of Intangible Dividends Received Purchase of Software Net Cash Employed on Investments Activities Financial Activities Cash Flow Inflow of Loans, Financing and Debentures Payment of Loans, Financ. & Debent. Capital Contribution Taxes paid in installments Settlement of swap transactions Dividends and Interest on Capital Net Cash Generated from (Employed on) Financial Activities Exchange Variation on Cash and Cash Equivalents Net Increase (Decrease) of Cash and Cash Equivalents Cash and Cash Equivalents at the Beginning of the Period Cash and Cash Equivalents at the End of The Period RECONCILIATION WITH BALANCE SHEET Cash and cash equivalents at the beginning of the period Marketable securities at the beginning of the period Cash and cash equivalents at the beginning of the period Net increase (decrease) of cash and cash equivalentes Net increase (decrease) of marketable securities Cash and cash equivalents at the end of the period Marketable securities at the end of the period Cash and cash equivalents at the end of the period
3Q13 114,608 72,208 109,776 260,067 (1,066) (48,075) 22,416 (75,893) 10,578 2,282 466,901 26,178 (475,409) (119,470) 6,935 41,046 (357) 57,088 (463,989) 123,150 (58,269) (37) 13,027 (42,739) 48,784 83,916 86,828 (144,575) (19,499) (77,246) (55,044) (235,335) 1,323 (15,272) 13,057 (2,599) (293,870) 4,078 (543,505) 220,972 (2,380) (4,740) (25,212) (350,787) 2,044 (719,859) 3,022,647 2,302,788
2Q13 (22,124) 346,917 59,448 261,847 (1,063) (24,477) (92,315) 90,724 5,677 2,055 626,689 (160,928) 308,344 (82,466) 71,020 (37,917) (246) (14,746) 83,061 116,099 (18,818) (35,790) 42,622 (42,278) 85,347 147,182 856,932 (122,194) (11,142) 723,596 (49,143) (256,938) 32,416 (17,278) 1,781 (289,162) 20,916 (89,151) (2,535) (1,923) (37,473) (110,166) 11,323 335,591 2,687,056 3,022,647
3,022,647 1,713,091 4,735,738 (719,859) (26,178) 2,302,788 1,686,913 3,989,701
2,687,056 1,552,163 4,239,219 335,591 160,928 3,022,647 1,713,091 4,735,738
3Q13 Results
83
Cash Flow - Consolidated | IFRS R$ thousand Operating Activities Cash Flow Net Income (Loss) in the Period Financial Expenses and Monetary Var. / Net Exchge Var. Interest Expenses Depreciation and Amortization Losses/(gains) on sale of property, plant and equipment Equity in the Results of Subsidiaries/Associated Companies Difered Income Tax and Social Contribution Constitution (reversal) of Provisions Actuarial Gains and losses Stock Option Plan Total Increase/Decrease of Assets Securities In Accounts Receivables In Inventories In Recovery of Taxes In Judicial Deposits In Accounts Receiv. Affiliated Companies Others Total Increase (Decrease) of Liabilities Suppliers, contractors and freights Amounts Owed to Affiliated Companies Customers Advances Tax Payable Actuarial Liability payments Others Total Cash Generated from Operating Activities Interest Paid Income Tax and Social Contribution Net Cash Generated from Operating Activities Investments activities cash flow Amount paid on the acquisition of investments Fixed asset acquisition Fixed asset sale receipt Additions to / payments of Intangible Dividends Received Software Purchase Net Cash Employed on Investments Activities Financial Activities Cash Flow Inflow of Loans, Financing and Debentures Payment of Loans, Financ. & Debent. Capital Contribution Taxes paid in installments Settlement of swap transactions Dividends and Interest on Capital Net Cash Generated from (Employed on) Financial Activities Exchange Variation on Cash and Cash Equivalents Net Increase (Decrease) of Cash and Cash Equivalents Cash and Cash Equivalents at the Beginning of the Period Cash and Cash Equivalents at the End of The Period RECONCILIATION WITH BALANCE SHEET Cash and cash equivalents at the beginning of the period Marketable securities at the beginning of the period Cash and cash equivalents at the beginning of the period Net increase (decrease) of cash and cash equivalentes Net increase (decrease) of marketable securities Cash and cash equivalents at the end of the period Marketable securities at the end of the period Cash and cash equivalents at the end of the period
9M13 (30,211) 641,333 208,765 780,397 (33,275) (126,391) (207,749) 52,961 31,734 7,151 1,324,715 (149,355) (198,058) (148,554) 181,364 (12,838) (815) 65,807 (262,449) 164,738 (71,503) (112,243) 47,232 (127,662) 178,775 79,337 1,141,603 (463,391) (129,792) 548,420 (152,144) (665,521) 35,207 (42,212) 16,009 (7,714) (816,375) 1,338,283 (2,024,260) 220,972 (12,645) 3,402 (63,250) (537,498) (15,007) (820,530) 3,123,318 2,302,788
9M12 (248,163) 401,438 227,798 702,390 (3,148) (120,609) (415,796) 77,887 (63,118) 2,934 561,613 391,268 (417,564) 789,208 168,783 28,827 (16,731) 101,575 1,045,366 855,234 6,056 65,930 (5,015) (124,100) 181,508 979,613 2,586,592 (359,983) (190,835) 2,035,774 (140,615) (1,268,338) 10,640 (48,330) 114,840 (1,331,803) 382,680 (1,012,849) (24,342) (17,297) (94,079) (765,887) 10,342 (51,574) 2,842,422 2,790,848
3,123,318 1,537,558 4,660,876 (820,530) 149,355 2,302,788 1,686,913 3,989,701
2,842,422 2,289,383 5,131,805 (51,574) (391,268) 2,790,848 1,898,115 4,688,963
3Q13 Results
84
1 - Differentiated Corporate Governance Practices Level 1 In compliance with the Regulation of Differentiated Governance Practices Level 1, we present below all shareholdings position exceeding 5% of the companys shares, segregated by type and class, up to the individual level. USINAS SIDERRGICAS DE MINAS GERAIS S.A. USIMINAS - CNPJ 60.894.730/0001-05 SHARES IN UNITS BASE DATE : 09/30/2013
Common Shares Number Companhia Siderrgica Nacional Nippon Usiminas Co., Ltd. Previdncia Usiminas Nippon Steel & Sumitomo Metal Corporation Ternium Investments S.A.R.L. Prosid Investments S.C.A. Confab Industrial S.A. Usiminas S.A. (treasury shares) Caixa de Previdncia dos Funcionrios do Banco do Brasil Others Total 43,038,802 % 8.52 Preferred Shares "A" Number % Preferred Shares. "B" Number % Total Number 122,832,602 122,800,620 34,109,762 27,655,722 84,741,296 20,000,000 25,000,000 24,060,356 4.73 26,587,012 % 12.12 12.11 3.36 2.73 8.36 1.97 2.47 2.62
Shareholders
79,793,800 15.69 2,830,832 0.56
119,969,788 23.74 34,109,762 6.75 27,347,796 5.41
307,926
0.06
84,741,296 16.77 20,000,000 3.96 25,000,000 2,526,656 4.95 0.50
52.769,592 10.44 95, 756,992 18.96 505,260,684 100
6,748,050 508,439,902
1.32 85,604 85,604 100 100 100
59,517,642 490, 541,534 1,013,786,190
5.87 48.39 100
394, 698,938 77.64
EY | 85
COMPANHIA SIDERRGICA NACIONAL CNPJ n 33.042.730/0001-04 SHARES IN UNITS BASE DATE : 09/30/2013
Common Shares Shareholders Rio Iaco Participaes S.A. Vicunha Siderurgia S.A. Other Total Number 58,193,503 697,719,990 702,056,615 1,457,970,108 % 3.99 47.86 48.15 100 Preferred Shares Number % Total Number 58,193,503 697,719,990 702,056,615 1,457,970,108 % 3.99 47.86 48.15 100
RIO IACO PARTICIPAES S.A CNPJ n 06.990.482/0001-50 SHARES IN UNITS BASE DATE : 09/30/2013
Common Shares Shareholders Rio Purus Participaes S.A. Other Total Number 5,500,499 1 5,500,500 % 100 100 Preferred Shares Number % Total Number 5,500,499 1 5,500,500 % 100 100
VICUNHA SIDERURGIA S.A. CNPJ n 02.871.007/0001-04 SHARES IN UNITS BASE DATE : 09/30/2013
Common Shares Shareholders Vicunha Aos S.A. Other Total Number 580,634,272 6 580,634,278 % 100 100 Preferred Shares Number 468,298,605 468,298,605 % 100 100 Total Number 1,048,932,877 6 1,048,932,883 % 100 100
RIO PURUS PARTICIPAES S.A. CNPJ n 60.078.060/0001-59 SHARES IN UNITS BASE DATE : 09/30/2013
Shareholders Dorotha Steinbruch Other Total Common Shares Number 702,142,089 1,500 702,143,589 % 99.99 0.01 100 Preferred Shares Number 702,047,723 702,047,723 % 100 100 Total Number 702,142,089 702,049,223 1,404,191,312 % 50.01 49.99 100
EY | 86
VICUNHA AOS S.A. CNPJ n 04.213.131/0001-08 SHARES IN UNITS BASE DATE : 09/30/2013
Common Shares Shareholders Vicunha Steel S.A. Other Total Number 223,982,562 223,982,562 % 100 100 110,521,137 110,521,137 100 100 Preferred Shares Number % Total Number 223,982,562 110,521,137 334,503,699 % 66.96 33.04 100
VICUNHA STEEL S.A. CNPJ n 04.169.992/0001-36 SHARES IN UNITS BASE DATE : 09/30/2013
Common Shares Shareholders CFL Participaes S.A. Rio Purus Participaes S.A. Total Number 88,994,554 133,491,828 222,486,382 % 40 60 100 Preferred Shares Number % Total Number 88,994,554 133,491,828 222,486,382 % 40 60 100
CFL PARTICIPAES S.A. CNPJ n 60.078.045/0001-00 SHARES IN UNITS BASE DATE : 09/30/2013
Common Shares Shareholders Clarice Steinbruch Fbio Steinbruch Leo Steinbruch Total Number 327,839,545 327,838,303 327,838,304 983,516,152 % 33.34 33.33 33.33 100 Preferred Shares Number % Total Number 327,839,545 327,838,303 327,838,304 983,516,152 % 33.34 33.33 33.33 100
NIPPON USIMINAS CO., LTD. SHARES IN UNITS BASE DATE : 09/30/2013

Shareholders Nippon Steel & Sumitomo Corporation NSC (1) Total Common Shares Number % Preferred Shares Number % Total Number %
300,914 100.00 300,914 100.00
300,914 100.00 300,914 100.00
(1) NSSMC Nippon Steel & Sumitomo Corporation is a publicly held company listed on the Tokyo Stock Exchange Japan and the parent company of Nippon Steel Group the main business of which is steel production in addition rendering Engineering. Construction Chemistry Systems Technology and others services through different subsidiaries.
EY | 87
CONFAB INDUSTRIAL S.A. CNPJ 60.882.628/0001-90 SHARES IN UNITS DATA BASE : 09/30/2013
Common Shares Shareholders Siderca S.A.I.C.(1) Tenaris Investments S. rl. (2) Total Number 167,308,639 % 41.91 Preferred Shares Number % Total Number 167,308,639 % 41.91
231,901,398 58.09 399,210,037 100.00
231,901,398 58.09 399,210,037 100.00
(1) Siderca S.A.I.C. is an Argentine joint stock company and its main shareholders are Tenaris Investments S. rl., Luxembourg company, and Tenaris Global Services S.A., Uruguayan company, both jointly owned subsidiaries of Tenaris S.A., which hold approximately 97.49% and 2.50%, respectively, of the shares issued by Siderca S.A.I.C. (2) Tenaris Investments S. rl Luxembourg limited liability company, whose shareholder is Tenaris S.A, that holds 100.00% of its shares. Tenaris S.A. is a publicly held company, listed at New York Stock Exchange (NYSE) United States of America, at Buenos Aires Stock Exchange Argentina, at Milan Stock Exchange(MTA) Italy and at Mexico Stock Exchange Mexico. Tenaris S.A. is the parent company of Tenaris Group, which, through its different subsidiaries, has as main business the production and supply of steel pipes and services provision for the world energetic industry, as well as for certain industrial use. Tenaris S.A. is controlled by San Faustin S.A., Luxembourg joint stock company (San Faustin), which, indirectly holds, through its Luxembourg jointly owned subsidiary Techint Holdings S. r.l., approximately 60.5% of the shares issued by Tenaris S.A. Rocca & Partners Stichting Administratiekantoor Aandelen San Faustin, a Dutch private foundation (RP STAK), owns shares issued by San Faustin in sufficient number to control San Faustin. No person or group of persons controls RP STAK.
PROSID INVESTMENTS S.C.A. CNPJ 14.759.342/0001-02 09/30/2013 Prosid Investments S.C.A. has as its main shareholder Siderar S.A.I.C. with 99.99% of participation in the capital share.
EY | 88
SIDERAR S.A.I.C. CNPJ 05.722.544/0001-80 09/30/2013 Siderar S.A.I.C. is an Argentine publicly held joint stock company, listed at Buenos Aires Stock Exchange Argentina. Siderar S.A.I.C. has as its main shareholders Ternium Internacional Espaa, S.L.U., Spanish jointly owned subsidiary of Ternium S.A., which owns approximately 60.94% of the shares issued by Siderar S.A.I.C., and to Administracin Nacional de la Seguridad Social (ANSeS), Argentine government body, which owns approximately 26.03% of the shares issued by Siderar S.A.I.C. Ternium S.A. control is detailed below.
TERNIUM INVESTMENTS S. R.L. CNPJ 12.659.927/ 0001-17 09/30/2013 Ternium Investments S. r.l. is a Luxembourg limited liability company whose single partner is Ternium S.A. with 100% of participation in its capital share. Ternium S.A. is a publicly held company, listed at New York Stock Exchange (NYSE) United States of America. Ternium S.A. is the parent company of Ternium Group, which, through its different subsidiaries, has as main business the production of long and flat steel, with production centers located in Argentina, in Colombia, in the United States of America, in Guatemala and in Mexico. Ternium S.A. is controlled by San Faustin, which, indirectly holds, through its Luxembourg jointly owned subsidiary Techint Holdings S. r.l., approximately 62% of the shares issued by Ternium S.A. RP STAK owns shares issued by San Faustin in sufficient number to control San Faustin. No person or group of persons controls RP STAK.
EY | 89
In compliance with the Regulation of Differentiated Corporate Governance Practices Level 1 we present below the nature of marketable securities issued by the Company. owned directly or indirectly by the Controlling Shareholder, Officers Members of the Fiscal Council and of the Board of Directors. The table also presents the outstanding shares and their percentage in relation to the total number of shares issued.
Position at 09/30/2013 Common Shareholders Units % Preferred class A Units % Preferred class B Units % Total Units %
Controlling Shareholders Officers Board of Directors Executive Board Fiscal Council Treasury Shares Other shareholders Total Outstanding shares
329,377,434
65.19
3,138,758
0.62
332,516,192
32.8
36 4 1,000 2,526,656 173,355,554 505,260,684 173,356,554 0.5
162,033 21,343
0.03
162,069 21,347 1,000
0.02
24,060,356
4.73 94.62 100 94.62 85,604 85,604 85,604 100
26,587,012
2.62
34.31 481,057,312 100 508,439,902 34.31 481,057,412
654,498,470 64.56 100
100 1,013,786,190 100
654,499,470 64.56 Position at 09/30/2012
Common Shareholders Controlling Shareholders Officers Board of Directors Executive Board Fiscal Council Treasury Shares Other shareholders Total Outstanding shares 8 2 100 2,526,654 173,356,491 0.50 Units 329,377,429 % 65.19
Preferred class A Units 3,138,758 % 0.62
Preferred class B Units %
Total Units 332,516,187 % 32.80
162,003 9,247
0.03
162,011 9,249 100
0.02
24,060,356
4.73 94.62 86,574 100.00
26,587,010 654,511,633
2.62 64.56
34.31 481, 069,348
505,260,684 100.00 508,439,712 100.00 173,356,591 34.31 481,069,348 94.62
86,574 100.00 1,013,786,190 100.00 86,574 100.00 654,511,733 64.53
EY | 90

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Interim Financial Information Usinas Siderrgicas de Minas Gerais S.A.

Tel: (5531) 3232-2100 Fax: (5531) 3232-2106 ey.com.br

Report on review of quarterly information (ITR)

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Uma empresa-membro da Ernst & Young Global Limited

Uma empresa-membro da Ernst & Young Global Limited

Rogrio Xavier Magalhes Accountant CRC-1MG080613/O-1

Uma empresa-membro da Ernst & Young Global Limited

Usinas Siderrgicas de Minas Gerais S.A. ITR Interim Financial Information

Company data Composition of capital..................................................................................................... 1

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

505,260,684 508,525,506 1,013,786,190 2,526,656 24,060,356 26,587,012

A free translation from Portuguese into English of Quarterly Information

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

0.08000 0.08000 0.08000 0.08000

(0.14000) (0.14000) (0.14000) (0.14000)

(0.15000) (0.14000) (0.15000) (0.14000)

(0.32000) (0.32000) 0.32000 0.32000

Usinas Siderrgicas de Minas Gerais S.A. - USIMINAS

Current quarter 7/1/2013 to 9/30/2013

Same quarter in prior year 7/1/2012 to 9/30/2012

Accumulated in prior year 1/1/2012 to 9/30/2012

Usinas Siderrgicas de Minas Gerais S.A. - USIMINAS

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Paid in capital 12,150,000 12,150,000 12,150,000

Income reserve 3,871,383 3,871,383 3,871,383

Usinas Siderrgicas de Minas Gerais S.A. - USIMINAS

Paid-in capital 12,150,000 12,150,000 12,150,000

Income reserve 4,517,043 4,517,043 (26,221) (26,221) 4,490,822

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

0.08000 0.08000 0.08000 0.08000

(0.14000) (0.14000) (0.14000) (0.14000)

(0.15000) (0.14000) (0.15000) (0.14000)

(0.32000) (0.32000) (0.32000) (0.32000)

Usinas Siderrgicas de Minas Gerais S.A. - USIMINAS

Usinas Siderrgicas de Minas Gerais S.A. - USIMINAS

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

Paid-in capital 12,150,000 12,150,000 12,150,000

Income reserves 3,871,383 3,871,383 3,871,383

Usinas Siderrgicas de Minas Gerais S.A. - USIMINAS

Paid-in capital 12,150,000 12,150,000 12,150,000

Income reserves 4,517,043 4,517,043 (26,221) (26,221) 4,490,822

Non-controlling shareholders 1,730,412 1,730,412 67,649 67,649 1,798,061

Usinas Siderrgicas de Minas Gerais S.A. USIMINAS

A free translation from Portuguese into English of Interim Financial Information

Interim financial information

Amendments to CPC 19 (R2)

10,780,645 21,993,574 2,444,744 453,062 16,653,120 2,442,648 32,774,219

(74,531) (94,543) 5,951 728,990 (800,614) (28,870) (169,074)

10,706,114 21,899,031 2,450,695 1,182,052 15,852,506 2,413,778 32,605,145

5,402,921 8,858,225 18,513,073 32,774,219

(1,866) (167,208) (169,074)

5,401,055 8,691,017 18,513,073 32,605,145

(b) Statement of income

(c) Cash flow statement

10,342 (24,759) 2,901,312 2,876,553

(26,815) (58,890) (85,705)

10,342 (51,574) 2,842,422 2,790,848