BM&F Bovespa : Earnings release

MARKET CAPITALIZATION

R$30.5 billion (Sep 30, 2016)

3Q16 SHARE COUNT

Weighted avrg: 1,787,403,276 End of period: 1,787,429,549

STOCK PERFORMANCE

Quarter to end of Sep´16: -6.1%

CONFERENCE CALL (English)

Date: November 14th, 2016. Time: 1p.m. (BrT) / 10a.m. (NYT) Brazil: +55 (11) 3193-1001

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Password: BMFBOVESPA

Live webcast and presentation:

www.ccall.com.br/bmfbovespa/3q16.htm

Weak performance in the BM&F segment led revenues to decline 6.3% in the quarter compared to 3Q15. Nonetheless, the Bovespa segment and revenues from other business grew in the quarter by 9.0% and 3.5% respectively;

3Q16 expenses were negatively impacted by extraordinary provisions for legal contingencies; adjusted expenses1 fell 5.0% year-over-year;

São Paulo, Brazil, November 11, 2016 - BM&FBOVESPA S.A. (ticker: BVMF3) today reported its third-quarter earnings for the period ending on September 30, 2016 (3Q16). In this quarter, lower volumes and revenues per contract (RPC) in BM&F segment drove revenue to a 6.3% decrease compared to the same period of the previous year (3Q15). 3Q16 expenses were impacted by extraordinary items, mainly related to provisions and the proposed business combination with Cetip2.

BM&FBOVESPA reaffirms its previously announced 2016 budget ranges: (i) adjusted expenses (OPEX) from R$640 million to R$670 million; and (ii) capital expenditures (CAPEX) from R$200 million to R$230 million.

Highlights of the 3Q16:

In the BM&F segment, average daily volume (ADV) and RPC decreased 11.7% and 12.9%,

respectively over 3Q15;

Average daily trading value (ADTV) in the Bovespa segment reached R$6.9 billion in 3Q16, an increase of 5.9% over the same period of the previous year, as a consequence of a higher average market capitalization;

Other revenues not tied to volumes grew 3.5% compared to 3Q15, mainly driven by an increase of 31.1% in the depository line;

Adjusted expenses reached R$155.5 million in 3Q16, a decrease of 5.0% over 3Q15;

Financial result reached R$221.5 million, 157.5% higher over 3Q15, reflecting higher average cash balance to fund the proposed combination with Cetip;

R$146.7 million in interest on capital, totaling 50% of 3Q16 IFRS net income;

Chief Executive Officer of BM&FBOVESPA, Edemir Pinto, said: "We are moving forward to implement the second phase of the new integrated BM&FBOVESPA Clearinghouse in the first quarter of 2017, which is the last major infrastructure project we are deploying for our clients and market participants and will extend to the equity market the capital efficiency brought by CORE and already available in the financial and commodities derivatives market. By concluding this strategic project, we will be able to shift our focus more heavily towards product and market development initiatives, in order to continue to address the demands received from our clients. While we wait for regulators to approve our business combination with CETIP, we have begun work, within the boundaries set by regulation, in planning some aspects of the integration. Our focus will be to bring together the teams in a way that preserves the cultures of both organizations, maintains the operating and technological excellence in delivering services for the market and regulators, enhances services offered to clients, and captures potential synergies".

Chief Financial and Investor Relations Officer, Daniel Sonder, commented: "Weak performance in the derivatives market coupled with some non-cash extraordinary expenses hurt our operational performance from an accounting perspective, which did not affect our financial robustness. At this point, we are waiting for the conclusion of the regulatory approval process of the transaction with Cetip and in order to meet the financial needs related to the settlement of the cash portion of this transaction we are retaining a large cash balance, which had a positive impact on our financial result this quarter and structuring a debt issuance. While the transaction with Cetip is not concluded we continue to deliver on key financial metrics, with diligent expense control, executing our projects and developing products and markets".

www.bmfbovespa.com.br/ir

*Attributable to BM&FBOVESPA shareholders.

1 Adjusted to (i) depreciation and amortization; (ii) stock grant plan costs - principal and payroll taxes - and stock option plan; (iii) transaction cost and planning of the proposed business combination with Cetip that is still pending regulatory approval; and (iv) transfer of fines, provisions and incentive programs to market participants.

2 Pending regulatory approvals from the Brazilian Securities and Exchange Commision (CVM), Central Bank of Brazil (BACEN) and Antitrust Authority (CADE).

REVENUES

Total revenues: BM&FBOVESPA posted total revenue of R$621.3 million, 6.3% lower than in 3Q15. This performance was a result of a decrease in BM&F segment revenue, which was partially offset by an increase of Bovespa segment revenue and revenues not tied to volumes traded.

Revenues from trading and post-trading in the derivatives and equities markets together represented 76.2% of total revenues in 3Q16, reaching R$473.3 million, a 9.1% decrease year-over-year.

BM&F segment - trading, clearing and settlement: reached R$240.6 million (38.7% of total revenue), down 21.6% compared to 3Q15, explained by an 11.7% reduction in the ADV coupled with an average RPC that was 12.9% lower (see performance by segment section).

Bovespa segment - trading, clearing and settlement: totaled R$241.8 million (38.9% of total revenues), a 9.0% increase over 3Q15. Trading and post-trading (transactions) revenues reached R$237.3 million in 3Q16, 8.0% higher compared to the same period of the previous year, mainly due to an increase of 5.9% in the ADTV (see performance by segment section).

The derivatives markets were the main sources of revenue for the Company (41.8% of total revenues), with financial and commodity derivatives in the BM&F segment accounting for 38.0% and options/forwards on single stocks and indices in the Bovespa segment generating the other 3.8%. In addition, USD-linked revenues accounted for 22.3% of the Company's total revenue.

3Q16 Revenues Breakdown3 (% of total revenues)

Other revenues: revenues not tied to volumes reached R$138.9 million in 3Q16 (22.4% of total revenues), a 3.5% increase year-over-year. The highlights were:

Securities lending: reached R$30.2 million (4.9% of total revenues), 6.8% higher than 3Q15, explained mainly by a 4.8% increase in the average financial value of open interest positions in the securities lending platform.

Depository, custody and back office: totaled R$47.4 million (7.6% of total revenues), a 31.1% increase over 3Q15, as a result of 57.7% growth in revenues from Tesouro Direto, which reached R$18.7 million in 3Q16, and adjustments of certain depository services' prices by inflation in Jan'16.

Market data (vendors): revenues from market data sales amounted to R$24.6 million (4.0% of total revenues), down 19.2% over 3Q15, explained by: (i) a decrease in the number of users and migration of clients to lower cost market data packages; and (ii) the appreciation of the Brazilian Real against the US Dollar, since 66.0% of this revenue line was denominated in US Dollars in 3Q16.

Net Revenues: net revenues decreased 6.5% year-over-year, reaching R$559.1 million in 3Q16.

EXPENSES

Expenses: totaled R$446.1 million in 3Q16. The 104.8% growth compared to 3Q15 is mainly explained by extraordinary expenses, with no cash impact, related to provisions for legal contingencies.

Adjusted expenses: reached R$155.5 million in 3Q16, a 5.0% decrease year-over-year. In the nine months to Sep'16 adjusted expenses reached R$446.5 million, flat compared to the same period of the previous year.

3 The revenues breakdown showed in the chart includes the revenues lines "others" for the Bovespa segment and "foreign exchange" and "securities" for the BM&F segment, as reported in the audited financial statements note 20, within other revenues not tied to volumes traded.

Reconciliation of adjusted expenses (in R$ millions)

Personnel: totaled R$105.2 million in 3Q16, a drop of 1.1% year-over-year. The annual wage adjustment of 8.6%, applied from Aug'16 over the entire payroll and the increase of 8.6% in stock grant expenses4, were offset by other items, notably, the R$6.7 million increase in capitalized personnel expenses related to ongoing technology projects, mainly, the development of the equities phase of the BM&FBOVESPA Clearinghouse.

Adjusted personnel: decreased 3.3% year-over-year to R$84.1 million. The annual salary adjustment applied in Aug'16 was offset by an increase in capitalized personnel expenses, as mentioned above.

Reconciliation of adjusted personnel (in R$ millions)

Data processing: totaled R$36.9 million, 21.3% higher compared to 3Q15, mainly explained by: (i) IT maintenance contracts adjustments; and (ii) the impact of the appreciation of the US Dollar against the Brazilian Real between Jan'15 and Dec'15, given that a cash flow hedge5 was set up for a portion of the contracts denominated in foreign currency in those months.

Transaction with Cetip: amounted to R$7.2 million in 3Q16, composed of extraordinary expenses connected to the proposed business combination with Cetip, R$0.7 million in transaction costs6 and R$6.5 million in expenses related to planning of the business integration7, which will happen after regulatory approval.

Others: totaled R$246.2 million and includes: (i) extraordinary expenses of R$183.9 million in provisions related to a lawsuit whose prospect of defeat was assessed as probable, (previously classified as possible), after the decision was upheld, on appeal, against the Company8; and (ii) R$47.4 million in provisions for success fees to legal advisors that, from 3Q16 onwards, are made for lawsuits whose prospect of defeat are assessed as possible or remote. With regard to the amount, this is an extraordinary impact and aims to better report on the Company's balance sheet cash disbursements that may occur in the future.

Operating income: totaled R$113.0 million. Excluding extraordinary items connected to: (i) extraordinary provisions related to lawsuits and (ii) the proposed business combination with Cetip, this line would have totaled R$351.5 million.

Cash and cash equivalents: short- and long-term cash, cash equivalents and financial investments as of September 30, 2016 amounted to R$10,717.3 million9, including R$1,681.8 million in third party cash (mainly related to cash collateral pledged to the Company's clearinghouses). BM&FBOVESPA's own cash totaled R$8,499.5 million and is comprised of: (i) between R$2.0 billion and R$2.5 billion cash which makes up the Company's usual liquidity requirements to run the business (including R$982.2 million in restricted financial resources formally tied to the clearinghouses' safeguard structure); and (ii) unrestricted available cash which will be used to fund the proposed transaction with Cetip (including proceeds from the sale of CME Group shares, amounting to R$5,487.7 million10, before tax).

Indebtedness: at the end of 3Q16, the Company had R$2,020.1 million in gross debt outstanding (including principal and accrued interest), composed of US$612.0 million senior unsecured notes issued in Jul'10 (2020 Notes). Since the end of Mar'16, the principal amount of the 2020 Notes has been

4 Stock grant expenses totaled R$21.0 million and were composed of: (i) R$11.7 million in principal and (ii) R$9.3 million in payroll tax provision to be paid upon the delivery of shares to the beneficiaries.

5 The Company allocated part of its cash position in foreign currency to hedge firm payment commitments assumed with suppliers and service providers from changes in the BRL vs USD exchange rate. For the commitments whose payment occurred in 2015, the hedge was set up, mainly, in Jan'15 and for the commitments whose payment occurs in 2016, the hedge was set up, mainly, in Dec'15. Therefore, the expenses related to those commitments recognized in 3Q15 were referenced on the exchange rate of Jan'15, while those commitments recognized in 3Q16 were referenced in the exchange rate of Dec'15 and were impacted by the depreciation of the BRL versus USD between Jan'15 and Dec'15. In the Financial Statements see note 4.d - Cash Flow Hedge.

6 Includes expenses with legal publications, auditors, appraisers, and lawyers, among other professionals engaged as advisors for the transanction.

7 Includes expenses with consulting services hired to help the integration planning of the proposed combination with Cetip which is subject to regulatory approvals.

8 Reported in the financial statement, note 14, and in the Reference Form, item 4.3.II.2.1.

9 Does not include the amount related to the shares of Bolsa Mexicana de Valores, Bolsa de Comercio de Santiago and Bolsa de Va lores de Colombia owned by BM&FBOVESPA, which are treated as a financial investment and amounted to R$203.1 million at the end of Sep'16.

10 Total pretax proceeds from sales executed in Sep'15 (R$1,201.3 million) and Apr'16 (R$4,286.4 million).

hedged by swaps against changes in the Brazilian Real vs US Dollar exchange rate. Additionally, in Sep'16, the Company entered into NDFs (non- deliverable forwards) to hedge for FX certain future interest payments for the 2020 Notes.

Financial Result: reached R$221.5 million in 3Q16, 157.5% above the previous year's third quarter:

Financial income: totaled R$325.1 million, 83.9% higher in 3Q16, mainly explained by a higher average financial investments balance, which includes proceeds from the sale of CME Group shares, in Sep'15 and Apr'16.

Financial expenses: amounted to R$103.6 million, 14.2% higher over 3Q15, mainly explained by: (i) R$62.8 million regarding transactions with derivatives to hedge the 2020 Notes11; and (ii) maintenance of stand-by facilities, available but not drawn, in connection with the transaction with Cetip.

Income tax and social contributions: totaled R$41.9 million in 3Q16. Current taxes and social contribution totaled R$5.9 million and includes R$2.5 million in taxes paid by the BM&FBOVESPA Bank, with cash impact. Deferred taxes reached R$35.9 million, with no cash impact, composed of R$135.3 million related to temporary differences from the amortization of goodwill for tax purposes in 3Q16 and by deferred taxes amounting to R$99.3 million (positive), mainly explained by the criation of tax related to provision expenses.

Net income (attributable to shareholders): totaled R$293.5 million in 3Q16, 85.4% lower over 3Q15. The comparison with the same period of the previous year is impacted by extraordinary items in both periods, in 3Q15, impacts related to the partial divestment in CME Group shares; and in 3Q16, extraordinary expenses related to provisions, as mentioned above.

Excluding extraordinary items that impacted the Company's results, the quarterly net income would have amounted to R$453.2 million

3Q16 extraordinary items (in R$ millions)

CAPEX: capital expenditures totaled R$49.2 million in 3Q16, of which R$43.3 million was invested in technology and infrastructure, particularly in the equities phase of the new integrated BM&FBOVESPA Clearinghouse. In the nine months of 2016, capital expenditures reached R$157.2 million. The 2016 CAPEX budget ranges from R$200 million to R$230 million.

Interest on Capital: on November 11, 2016, the Company's Board of Directors approved the distribution of R$146.7 million in interest on capital to be paid on December 2, 2016, based on the shareholders' position dated November 21, 2016, representing 50% of the IFRS net income in the quarter.

BM&F segment: ADV for the derivatives market reached 2.9 million contracts in 3Q16, a decrease of 11.7% in comparison with 3Q15. This performance is mainly explained by lower volumes in most groups of contracts, especially Interest rates in BRL contracts (-32.7%), which was partially offset by higher volumes of Mini contracts (+66.9%).

Average RPC reached R$1.247, down 12.9% year-over-year. This reduction is explained by: (i) higher participation of Mini contracts in the overall ADV, given that these contracts have a significantly lower average RPC; (ii) the appreciation of 4.7% of the BRL against USD, negatively impacting the RPC of contracts priced in this foreign currency, mainly the FX rates (-6.0%) and Interest rates in USD (-16.7%) contracts.

Bovespa segment: ADTV for equities reached R$6.9 billion in 3Q16, 5.9% higher compared with the same period of the previous year, reflecting a combination of a higher average market capitalization (+9.7%) with a lower turnover velocity, which reached 69.4% in 3Q16 versus 70.8% in 3Q15.

Trading and post-trading margins were close to flat, reaching 5.268 bps in 3Q16 versus 5.246 bps in 3Q15.

Other high growth products:

Tesouro Direto maintained its growth trend, with average assets under custody growing 86.4% year-over-year, to R$35.7 billion in 3Q16. The average number of investors reached 358.0 thousand in 3Q16, up 80.3% in the year-over-year comparison.

Merger between BM&FBOVESPA and Cetip: the business combination between BM&FBOVESPA and Cetip, approved by both companies' shareholders on May 20, is still awaiting regulatory approval from CVM, BACEN and CADE. This transaction, which will combine the talents and strengths of both companies, will result in the creation of a world-class infrastructure, with major systemic importance, boosting the security, soundness and efficiency of the Brazilian market. The Company has dedicated efforts to plan the business combination, respecting the ground rules set by the antitrust authorities, setting up work teams to assure that the integration steps are done in a manner to maintain the operating and technological excellence in delivering services for the market and regulators, improve the services offered to clients, as well as, capture potential synergies.

11 In Mar'16, the Company entered into swap transactions to hedge the 2020 Notes principal amount in foreign currency, switching the exchange variation risk to a short position in local interest rates. In Sep'16, the Company entered into NDFs (non-deliverable forwards) to hedge the 2020 Notes coupon from exchange variation. See Financial Statement Note 4.d - Fair value hedge and Cash flow hedge.