Corporate Presentation - Second Quarter 2014 - OTC Markets
←
→
Page content transcription
If your browser does not render page correctly, please read the page content below
Corporate Presentation
Second Quarter 2014
Sector Overview
South America: favorable environment for beef producers
Key Aspects Water Consumption and Availability
Appropriate weather conditions Water consumption Total Renewable Surface Water
Environment rich in natural resources (land, water and feedstock) (m3/kg) 1012 m3/year
18 15.9
Grass feed: competitive cost structure, lower dependence on grains,
16
hormones prohibited
14
Natural advantage on raising cattle in feedlots 12
Abundant labor force 10 8.2
Stable political environment and increasingly per capita income 8
5.3
6 3.9 4.2
Reliable animal-health conditions, constantly being improved 4 2.9 2.9 2.7 2.0
Potential to unlock future growth: Brazil and Paraguay still cannot export to 2
Pacific Block countries, which represent over 50% of total beef importing 0
nations Poultry Pork Beef Brazil Russia USA Canada China EU
Largest and fastest growing commercial herd in the world
Land Availability (million hectare) Brazilian Cattle Herd Evolution (million heads)
350 333 250
In Use Farmable Land 208
300 277 191
200
250
200 171 150 150
158 150
150 122 119
99 98 109
100 61 81
44 39 45 31 100
50 32 39 29
11 10
0 50
Brazil USA Russia Australia Argentina Canada China India Europe
0
1962
1965
1968
1971
1974
1977
1980
1983
1986
1989
1992
1995
1998
2001
2004
2007
2010
2013
Source: FAO, UNVESO-IHE and WBR Source: USDA 3Beef Supply: USA – structural changes are creating space to
other producing regions
Context Beef Market (‘000 ton carcass weight equivalent)
1. 2008: Farm Bill – US Government invested in biofuel production using corn 2014E
USA 2011 2012 2013 2014E
vs 2011
2. The increase in grain prices motivated farmers to switch to other crops
3. The level of cattle slaughtered increased and consequently there was a decrease Production 11,983 11,849 11,757 11,230 -6%
on the reposition level Import 933 1,007 1,021 1,055 +13%
4. Result: reduction in the American cattle herd to the lowest level since mid 50’s.
Export 1,263 1,113 1,172 1,141 -10%
USA is becoming a net importer of beef
Net 330 106 151 86
Cattle herd (‘000 heads) Calf production (‘000 heads)
140.000 48.000
46.000
130.000
44.000
120.000
42.000
110.000 40.000
38.000
100.000
36.000
90.000
34.000
80.000 32.000
1965
1968
1971
1974
1977
1980
1983
1986
1989
1992
1995
1998
2001
2004
2007
2010
2013
2010
1978
1980
1982
1984
1986
1988
1990
1992
1994
1996
1998
2000
2002
2004
2006
2008
2012
2014
Source: USDA 4Beef Supply: Other important producing regions are also
losing competitiveness
Australia Argentina Europe
Chronic problem of lack of water Political instability Reduction of agricultural subsidies
High labor cost Structural problem in beef exports Strong dependence on grains (feedlot)
Stable herd, with no expected growth (taxation), motivated farmers to switch to Reduction of beef consumption (crisis
High level of cows being slaughtered other crops effect)
indicates the reduction in the reposition Reduction of herd to the lowest level in Exports reduction due to credit constraint
level in the next years years
Slaughtering: Jan- May 13 –Jan-May 14: Strong dependence on exports
Total: +10% | Cows: +17%
Cattle Herd Evolution (million heads)
30 60 96
58 94
29
56
92
28 54 52,2
27,3 88,6
90
27 52
88
50
26 86
48
25 46 84
24 44 82
jan-00
jan-02
jan-04
jan-06
jan-08
jan-10
jan-12
jan-14
jan-00
jan-02
jan-04
jan-06
jan-08
jan-10
jan-12
jan-14
jan-00
jan-02
jan-04
jan-06
jan-08
jan-10
jan-12
jan-14
5Demand: Emerging economies have delivered the highest
growth rates in recent years
Beef Consumption (‘000 mt cwe(1)) Beef Imports - China/Hong Kong (thousand tons)
Region 2000 2013 2013 vs 2000
Asia 10,207 13,372 31%
Middle East 749 964 29% China Hong Kong
575
Americas (ex North America) 10,837 13,218 22% 550
473
Africa 1,699 1,936 14% 412
Oceania 805 912 13% 241
CIS 3,659 3,901 7% 88 89 90 118 154 154 152 99
71 70 71 79 79
16 19 32 26 14 9 10 12 6 23 40 29
European Union 8,157 7,602 -7%
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014*
North America 15,819 14,492 -8%
Source: USDA | (1) CWE: carcass weight equivalent *Preliminary data | Source: USDA
Beef Exports Volume (2014E x 2013) Highlights
13.9% South America has consolidated as an important beef exporter
platform:
9.8%
Brazil, Paraguay and Uruguay leading the growth
7.4% 7.5%
Competitive costs
Australia: drought effect
-2.6% -2.1% -1.6%
USA: drought and competitiveness
EU
USA
Australia
Argentina
Brazil
Uruguay
Paraguay
Source: USDA 6Brazilian beef packers are benefiting from a positive
cattle cycle momentum
Cattle-breeding cycle Female slaughtering vs breeding margin
Phase 1: Disposal of Females
Decrease of the breeding profitability, results in an increase in the
supply of females for slaughter, creating a market imbalance
Female Slaughtering Breeding Margin
50% 3,0%
Phase 1
2,5%
Cheap
Rise in cattle Calves Female 45%
2,0%
prices Slaughtering
1,5%
Rise in cattle Drop in cattle 40%
prices prices 1,0%
Reduction 0,5%
Female 35%
in calf
retention
production 0,0%
Phase 2
Expensive
30% -0,5%
calves
Dec-07
Dec-12
Mar-04
Mar-09
Mar-14
Jan-03
Jun-05
Jun-10
Sep-06
Sep-11
Phase 2: Retention of Females
Reduction of females results in decreased calf production and reduced
cattle supply in the near future
Source: Minerva and CEPEA
7Brazilian Cattle Cycle
Slaughtering breakdown Breeding Margin vs SELIC Rate (Local interest rate)
Oxes Cows + Heifers SELIC (% p.m.) Breeding Margin (% p.m.)
2,5%
75%
2,0%
65%
1,5%
55%
1,0%
45%
0,5%
35%
0,0%
25%
-0,5%
May-02
Apr-09
Mar-07
Dec-07
May-11
Aug-08
Mar-14
Oct-03
Jun-04
Oct-12
Jun-13
Jan-01
Jan-03
Nov-05
Jan-10
Sep-01
Feb-05
Jul-06
Sep-10
Feb-12
Jan-03
Mar-04
Dec-07
Mar-09
Dec-12
Mar-14
Jun-05
Jun-10
Sep-06
Sep-11
Female Slaughtering and Calf Production (Million heads) Calf Price (R$/head)
1100
Female Slaughtering Calf Production
53.4 1000
25 50.3 51.7 55,0
47.1 46.5 46.5 47.0 50,0 900
20 44.8 45.0 44.0 44.3
45,0
14.5 800
15 13.2 12.4 13.1
12.1 11.2 11.6 40,0
10.5 10.5 10.6 700
10 35,0
7.7
30,0 600
5
25,0
500
Apr-12
Apr-11
Apr-13
Apr-14
Jan-11
Oct-11
Jan-12
Oct-12
Jan-13
Oct-13
Jan-14
Jul-11
Jul-12
Jul-13
Jul-14
0 20,0
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
Source: Slaughtering – IBGE | Calf Price: CEPEA
8Productivity: Brazil stands out among major players
Brazil vs World Productivity / zootechnical indexes
Performance Where 1997 2013(1) Var Indicators Where 1997 2013(1) Var
Brazil 144.7 208.0 44% Brazil 49.6% 55.0% 5.4 pp
Cattle herd (‘000 heads) Birth rate
World 1,038.4 1,033.5 -1% World 68.5% 62.2% -6.3 pp
Brazil 29.5 41.6 41% Brazil 20.6% 20.2% -0.4 pp
Slaughtering (‘000 heads) Slaughter tax
World 231.4 237.9 3% World 22.2% 23.1% 0.9 pp
Brazil 6.1 9.7 60% Brazil 206.0 233.8 14%
Production (‘000 cwt(4)) Carcass weight
World 51.8 58.6 13% World 225.0 246.4 9%
Brazil 0.2 1.8 700%
Exports (‘000 cwt(4))
World 5.8 9.2 57%
@ / ha / year Considerations
4,0 3,9 Strong productivity increase, but still far from potential
3,7
3,6
3,5 3,5 3,5 3,6 3,6
3,5
Agriculture expansion = opportunity
3,3
3,1 Technologies: feedlot (10% of slaughtering), IATF(2) (10%
3,0
2,8 2,8 of herd), ILP-F (3) (potential: 40 mi ha)
2,6
2,5
2,5 2,4
2,3 2,3
2,0
Source: ABIEC / USDA / FAO / IFNP / MAPA / Scot Consultoria
1,5 (1) 2013: Estimates
2004
2008
1997
1998
1999
2000
2001
2002
2003
2005
2006
2007
2009
2010
2011
2012
2013
(2) IATF: Artificial insemination on fixed time
(3) ILP-F: Integration of farmer-livestock-forest
(4) cwt: carcass weight equivalent tonnes 9The Company
Minerva at a Glance
Second largest beef exporter in Brazil and Uruguay and Geographical diversification
largest beef producer in Paraguay. Premium beef exporter – Production facilities strategically located across South America
from Uruguay – Exports to more than 100 countries
Leadership in export of live cattle Product Diversification
57 years of experience in the sector, – Investments in value-added products: ready to
with outstanding relationship and credibility eat line (MFF)
with suppliers Supply diversification
IFC: 3.0% of the Company’s equity and Beef Desk and Choice Meeting
long term financing agreement
Efficient working capital
management with reduction in the Strong liquidity position: R$ 1.9bn in
cash conversion cycle cash (as of Jun/14)
Solid operating performance Focus on reducing leverage:
Net Debt/EBITDA of 3.43x as of Jun/14
Individual strategies for different businesses: Growth strategy bounded by leverage objectives
commodities and value-added products ROIC of 21.0% in 2Q14
Average capacity utilization rate: 75.8% in 2Q14
11Consistent Growth
2000 2005 2007 2014
Brazil Brazil Brazil Brazil
Paraguay
Uruguay
Industrial Units
GDP per capita: US$ 3,498 GDP per capita: US$ 4,743 GDP per capita: US$ 7,197 GDP per capita: US$ 10,284
Beef consumption: 36.0 kg Beef consumption: 36.0kg Beef consumption : 36.8kg Beef consumption : 47.0kg
2 Plants 3 Plants 5 Plants 11 Plants in Brazil
2 Plants in Paraguay
2 Distribution centers 3 Distribution centers 2 Plant in Uruguay
1 Processing Plant – MFF
1 International office 5 International offices
13 Distribution centers
8 International offices
Source: Minerva and IBGE
12Gross Revenue Breakdown – 2Q14
Export Domestic Market
68% 32%
Gross Revenue Evolution (R$ million)
CAGR : 19% 6,364.7
5,180.6
32%
4,450.4
3,828.0 33%
3,161.2 41%
37%
32%
68%
67%
59%
68% 63%
LTM2Q10 LTM2Q11 LTM2Q12 LTM2Q13 LTM2Q14
Export Domestic Market 13Geographical Diversification: Strategically Located
Operational Assets
Capacity
Highest installed capacity utilization in the sector: 75.8% in 2Q14 Slaughtering Deboning
Unit Region
Pulverization of sanitary risks: Plants located across different states capacity* capacity*
in Brazil, Paraguay and Uruguay Barretos SP 840 1,677
Current deboning capacity = 1.2x higher than slaughtering capacity
José Bonifácio SP 1,000 1,392
Palmeiras de Goiás GO 2,000 2,532
Batayporã MS 900 1,266
Araguaína TO 800 1,899
Brazil Goianésia GO 500 791
Rolim de Moura RO 1,500 1,582
Campina Verde MG 840 689
Melo (Pul) Uruguay 1,400 949
Assunção (Friasa) Paraguay 700 823
Assunção (Frigomerc) Paraguay 1,000 1,266
Janaúba MG 900 900
Carrasco (Montevideo) Uruguay 900 900
Paraguay
Total After Recent Acquisitions 13,280 16,666
Várzea Grande MT 1,500 1,100
Mirassol D’Oeste MT 1,100 1,100
Uruguay
Total After BRF (1) 15,880 18,866
* Head/day
(1) Subject to approval by CADE
14Domestic market and distribution: focus on the small and
medium retailer
Distribution Centers Domestic Customer Base (number of clients – ‘000)
38.8
32.2
26.7
Brazil: Brazil 16.5
Araguaína – TO 8.7
Araraquara - SP
Belo Horizonte - MG
Brasília - DF 2010 2011 2012 2013 Jun 14
Fortaleza - CE
Itajaí - SC
Palmeiras de Goiás - GO
Rolim de Moura – RO
Small and medium retailer: 42%
São Paulo – SP
Paraguay
Uberlândia – MG Food Service: 38%
Viana – ES
Paraguay: Others: 20%
Asunción
Fresh Beef Average Price (R$/kg)
13 Distribution centers: 11 in Brazil and 2 in Paraguay
“One-stop-shop”: resale of third party products (animal protein, fish, French 9.5
7.8 7.4 7.9 7.7
fries and frozen vegetables) 6.0
Focus on small and medium retailers
Prompt service (less than 24 hours)
Extensive distribution network : 1.6 thousand cities and 38.8 thousand clients
1Q12 1Q13 1Q14
Third party product sales grew 22% (CAGR) in the last 5 years
Minerva Average Players
Source: Minerva and other peers’ financial reports 15Exports focused on emerging countries
Highlights
Primary focus on emerging markets exporting to more than 100
Russia
countries
Niche markets such as exports of organic beef to USA and Europe USA China
(USDA approved) Lebanon
Iran
Specialty meats (including kosher and halal) to Middle East and Russia Algeria Saudi
Colombia
Commercial structure: 8 international offices (Americas, Europe, Arabia
Middle East and Africa )
Minerva plans to open an office in China in the next months
Chile
Sales through three different channels: Industry | Food service |Retail
International commercial offices
Minerva’s exports by destination (% revenues)
LTM2Q13 LTM2Q14
Asia Asia
10,2% CIS 12,5% CIS
29,0% 19,2%
Americas
Americas
17,3%
16,5%
Middle
East
Middle
Africa 17,6% Africa East
14,9% NAFTA 16,7% NAFTA 19,8%
EU EU
2,6% 2,9%
9,2% 11,6%
Source: Minerva 16Financial and Operational Highlights
Conservative Financial Strategy
Risk management strategy set to mitigate the financial impacts caused by different risk factors
Reduction of cash flow volatility: goal is to fix margins
Consistent operational cash flow generation
Increased liquidity: R$ 1.9 bn in cash as of Jun/14
Minimum cash policy equivalent to 2 months of cattle purchase
Efficient working capital management: benchmark cash conversion cycle in the industry
Operating Cash Flow (R$ million) Cash Conversion Cycle (# days)
475
417 12-Month
Average 19
301 15
12
9
142
2011 2012 2013 LTM2Q14 2011 2012 2013 LTM2Q14
Source: Minerva 18The Beef Desk Successful Approach
Cattle Production Market Commercial Commercial
Treasury
Purchase Logistics Risk Domestic Exports
Market
Research Participants:
CEO
CFO
Commercial Officer
Industrial Officer
Choice
Meeting Beef Desk
Slaughtering Sales Mix Basis Carry Long/Short
schedule DM/EM Arbitrage Arbitrage Play
Commodities Commercial PP&C Inventory Cash Flow FX Risk
Management Strategy Strategy Management Management Management:
Financial products Sales Mix DM/EM Slaughtering/deboning Quantity of products Liquidity cushion Hedging of flows
Farmers relationship Mix of products Production schedule Quality of products Liability management
Forward purchase deals
19Financial Performance
Net Revenues (R$ million) EBITDA (R$ million) and EBITDA Margin (%)
10.5% 10.2% 9.9%
8.5%
1,656
1,323
940 1,077 164
113 134
80
2Q11 2Q12 2Q13 2Q14 2Q11 2Q12 2Q13 2Q14
ROIC (%) Net Debt/EBITDA (x)
21.0%
18.3%
16.5%
14.1%
3.99 3.99
3.31 3.43
2Q11 2Q12 2Q13 2Q14 2Q11 2Q12 2Q13 2Q14
ROIC: EBITDA LTM/(Total asset – Cash – (Current Liability – Short term debt) Source: Minerva 20Operating Performance
Highlights
Minerva keeps being benchmark on utilization rate of the sector
Consistent growth of productivity indicators
Operational benchmark in the sector
Capacity (head/day) and Utilization rate (%) Net Revenue by Employee (R$ ‘000)
78% 75% 80% 76%
70%
549
503
441
12,380
423
11,480 11,480 11,480 399
9,540
21 2011 2012 2013 2Q13 2Q14 2011 2012 2013 LTM2Q13 LTM2Q14
21Operating Cash Flow
R$ Million 2Q14 2Q13 1Q14 LTM2Q14
Net (Loss) Income 18.5 -196.3 69.1 -35.5
Net income adjustments 86.8 321.7 50.5 542.0
(+/-) Variation in working capital needs -4.1 63.5 -298.7 -205.1
Operating cash flow 101.3 188.9 -179.1 301.3
Biological assets adjustments 88.2 - - 88.2
Adjusted operating cash flow 189.5 188.9 -179.1 389.5
Changes in Working Capital – Highlights:
Biological assets: -R$88.2 million (additional volume of 58 thousand heads)
Acquisition of part of BRF’s cattle
Dairy cattle exports to Asia
Purchase of cattle in partnership for feedlot operations
Suppliers: R$62.8 million, partial reversal of the impact occurred in 1Q14 (cattle in the spot market)
22Capital Structure – Jun/14
Net debt/EBITDA: 3.43x
Cash position: R$1.9 billion (R$1.6 billion, excluding repurchase of Bonds)
Short term debt: 19% of total debt
At the close of 2Q14, approximately 73% of total debt was exposed to dollar variation
Debt amortization schedule (R$ million) – Jun/14
1,907.3
1,525.5
649.3
431.0
242.9 268.0 224.1 299.8
182.6 153.0
84.4 41.8 70.1 23.2 22.5
Cash 3Q14 4Q14 1Q15 2Q15 2015 2016 2017 2018 2019 2020 2021 2022 2023 ... ∞
23Capital Structure
Debt Excluding Perpetual Bonds
R$ Million 2Q14
Net debt(1) 2,248.8
LTM 2Q14 EBITDA 655.5
LTM Net debt/EBITDA (x) 3.43
Adjusted EBITDA 640.5
LTM Net debt/Adjusted EBITDA (x) 3.51
Net debt excluding Perpetual Bond 1,585.4
LTM 2Q14 EBITDA 655.5
Net debt excluding Perpetual Bond/LTM EBITDA (x) 2.42
Adjusted EBITDA 640.5
Net debt excluding Perpetual Bond/LTM Adjusted EBITDA (x) 2.48
(1) Includes FDIC subordinated quotas and excludes the payment of Janaúba plant
24Investment Plan
Minerva’s Investment Plan
Six new distribution centers
shop strategy
Brazil
Strengthening of the one-stop-
Increased exposure to new markets
Opening of 2
DCs in 2013
Colombia Streamlining of operations
Slaughtering and deboning plant Access to new regions
Sector under consolidation
Fragmented market with attractive Expansion to Mato Grosso State
acquisition opportunities Acquisition of 2
Geographical diversification
High cattle quality slaughtering
Attractive cattle prices due to the plants in Mato
Healthy institutional relations with the U.S. competitive environment
can represent good export opportunities
Grosso (1) and 1
Concentration of capacity may plant in
require the sale of assets in the Uruguay
region
Paraguay
Slaughtering and deboning plant
Low-cost structure
Cattle breed of high quality Planned expansion of the processed product
line
Qualified labor Ongoing
Uruguay The MFF plant has been designed with investments
Higher cattle herd growth in Latin
Slaughtering and deboning plant additional capacity for future expansion
America in the last ten years expected to
through the acquisition of equipment
Improved social conditions Is the only country in South America officially increase
declared free of the foot-and-mouth disease with Expansion in the coming years may production
Export center to Russia and Chile increase the processing capacity by 2,000
vaccination and authorized to export fresh beef to capacity to
(important consumer markets) tonnes/month
the U.S. 3,300
Focus on niche segments (organic beef) tonnes/month
High domestic demand for beef in 2015
Cattle breed of high quality
(1) Subject to CADE’s approval 26Recent Developments
Acquisition of BRF’s Plants (Brazil)
Agreement between Minerva and BRF
Acquisition of two slaughtering plants in Mato Grosso
State, which has the largest cattle herd in Brazil. Still
depend on CADE’s approval
Brazil Total slaughtering capacity: 2,600 head/day,
increasing current capacity by 23%
BRF will receive 29 million shares, equivalent to
15.2% of the total capital
VDQ and BRF will enter into a 10 year Shareholders
BRF’s Plants
Agreement
Minerva and BRF will sign a supply agreement
Paraguay On June 26th 2014, CADE approved a 6 month Cattle
Slaughtering Agreement
Minerva will supply cattle to BRF, which will offer
Uruguay slaughtering and deboning services, including the
packaging, storage and offer of beef in its
production units
Then, Minerva will collect and distribute these
products
28Acquisition of Janaúba Plant (Brazil)
Highlights
Estimated capacity: 900 heads per day
Annual revenue estimated in R$500 million
Annual EBITDA projected between R$45/50 million
Brazil
Excellent location: north of Minas Gerais State – 2nd
biggest Brazil’s herd (24 million heads)
Great sanitary conditions
Janaúba Acquisition Value: R$ 40 million paid in April/14
Projected Investments: R$ 10/R$ 15 million
Paraguay Estimated Working Capital: R$ 30/R$ 40 million
Acquisition is part of Company's growth strategy
Uruguay Higher geographic diversification
Production rationality
Start up date: 3Q14
29Acquisition of Carrasco Plant (Uruguay)
Highlights
Transaction value: US$37 million
US$17 million: paid in April/14
US$10 million: May/15
Brazil
US$10 million: 1.7 million BEEF3 shares (2015)
Estimated capacity: 900 heads per day
Annual revenue estimated in US$140 million
Main export markets were the European Union, China,
Israel, South Korea and NAFTA countries
Minerva’s market share increased to 16% on UY exports
Paraguay
Renowned brand in the domestic market
Material synergy gains with our existing plant (Pul):
Uruguay administrative, cattle purchase and distribution channels
Carrasco
Acquisition is part of Company's growth strategy (Higher
geographic diversification)
Start up date: May 2nd, 2014
30Leverage after Acquisitions
Sensitivity Analysis
EBITDA Margin BRF bovinos Janaúba Consolidated Consolidated
Scenarios EBITDA(1) EBITDA(2) EBITDA(3) Net debt(4)/EBITDA
(R$ mm) (R$ mm) (R$ mm)
5.0% 59 25 740 3.1x
7.5% 89 38 782 2.9x
10.0% 118 50 824 2.8x
12.5% 148 63 866 2.6x
(1) Amounts estimated based on the revenue from BRF’s assets in 2012
(2) Based on the annual net revenue estimate of R$500 million for the Janaúba Plant
(3) Considering Minerva’s LTM2Q14 EBITDA of R$655.5 million
(4) Minerva’s net debt on June 30, 2014 considering the acquisition of Janaúba + R$35 million (working capital estimate for Janaúba)
31Corporate Governance
Shareholder Structure
Ticker: MRVSY
VDQ Holding Free Float
(1)
34.3% 65.7%
(1) In Oct/2013, IFC acquired 3.0% of the total capital (considering 143,973,903 outstanding shares ) 33Differentiated Corporate Governance
Board of Directors and Fiscal Council Highlights
Board of Directors Title The highest level of governance of
BM&FBOVESPA:
Edivar Vilela de Queiroz Chairman(1)
Antonio Vilela de Queiroz Vice-Chairman(1) 1 class of share → 100% voting shares
Tag along for 100% of shareholders (Brazilian Law: 80%)
Ibar Vilela de Queiroz Member(1)
Board of Directors: 38% independent members (Novo
Norberto Lanzara Giangrande Jr. Member(1) Mercado requires 20%)
1 independent member indicated by minority
Dorival Antonio Bianchi Member(2)
shareholders
José Luiz Rêgo Glaser Member(2) CEO is not member of the Board of Directors
Board Members ≠ Executive Officers
Alexandre Lahoz Mendonça de Barros Member(2)
Sep/13: IFC became a shareholder of Minerva
Roberto Rodrigues(3) Member(2) (4)
The highest level of governance in the
overt-the-counter market in the US
Fiscal Council Title
Benedito da Silva Ferreira Member(1) Aug/2013: migration to the OTCQX platform
Easier access through regulated brokers in the U.S.
Luiz Manoel Gomes Júnior Member(1)
Transparent trading and disclosure of higher quality
Luiz Claudio Fontes Member (3) Company’s commitment to increase ADR liquidity
(1) Indicated by VDQ
(2) Independent Member
(3) Mr. Rodrigues served as the Brazilian Minister of Agriculture, Livestock and Supply from 2003 to 2006
(4) Indicated by minority shareholders
34Disclaimer The material that follows is a confidential presentation of general background information about Minerva S.A. and its subsidiaries (collectively, “Minerva”) as of the date of the presentation. It is information in summary form and does not purport to be complete. By attending the meeting where this presentation is made, or by reading the presentation slides, you acknowledge and agree to be bound by the following limitations and restrictions. This presentation is strictly confidential to the recipient, may not be distributed to the press or any other person, and may not be reproduced in any form in whole or in part. Failure to comply with this restriction may constitute a violation of applicable securities laws. No representation or warranty, express or implied, is made concerning, and no reliance should be placed on, the accuracy, fairness, or completeness of this information. Neither Minerva nor any of its affiliates, advisors or representatives shall have any liability whatsoever (in negligence or otherwise) for any loss whatsoever arising from any use of this presentation or its contents or otherwise arising in connection with this presentation. This presentation does not constitute or form part of and should not be construed as, an offer to sell or issue or the solicitation of an offer to buy or acquire securities of Minerva or any of its subsidiaries in any jurisdiction or an inducement to enter into investment activity in any jurisdiction. Neither this presentation nor any part thereof, nor the fact of its distribution, shall form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. Any decision to purchase any securities in any offering should be made solely on the basis of the information to be contained in the relevant prospectus or final offering memorandum to be published in due course in relation to any such offering. This confidential presentation may contain certain forward-looking statements and information relating to Minerva that reflect the current views and/or expectations of Minerva and its management with respect to its performance, business and future events. The information, opinions and forward-looking statements contained in this presentation speak only as at the date of this presentation, and are subject to change without notice. Forward looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like “anticipate”, “believe”, “estimate”, “expect”, “forecast”, “plan”, “predict”, “project”, “target” or any other words or phrases of similar meaning. Such statements are subject to a number of risks, uncertainties and assumptions. We caution you that a number of important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in this presentation, including: market acceptance of Minerva’s products or services; volatility in the beef and cattle industry, the Brazilian economy and the financial markets; changes in legislation, accounting standards, taxation and government policies affecting the beef and cattle sector; ability to stay abreast of changes in technology; ability to continuously introduce competitive new products and services, while staying competitive in existing ones. Minerva cannot guarantee that these assumptions and expectations are accurate or will be realized. In no event, neither Minerva nor any of its affiliates, directors, officers, agents or employees, nor the selling shareholder, placement agents or underwriters, shall be liable before any third party (including investors) for any investment or business decision made or action taken in reliance on the information and statements contained in this presentation or for any consequential, special or similar damages. All forward-looking statements in this presentation are based on information and data available as of the date they were made, and Minerva undertakes no obligation to update them in light of new information or future developments. This presentation and its contents are proprietary information and may not be reproduced or otherwise disseminated in whole or in part without Minerva’s prior written consent. 35
Investor Relations
Eduardo Puzziello
Fernanda Naveiro
Kelly Barna
Email: ri@minervafoods.com
Phone: +55 11 3074-2444
www.minervafoods.com.br/irYou can also read
