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Company Presentation

Br properties company presentation

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Page 1: Br properties   company presentation

1

Company Presentation

Page 2: Br properties   company presentation

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Disclaimer

► The material that follows is a presentation of general background information about BR Properties S.A. and its subsidiaries (“BRProperties” or “BRP” or the “Company”) prepared as of the date of the presentation by BR Properties.

► This information is in summary form and does not purport to be complete. It is not intended to be relied upon as advice to potential investors. Information contained in this material has not been independently verified. Certain information has been obtained from public sources. Information not obtained from public sources and contained herein was prepared solely based on information provided by the Company. No representation or warranty, either express or implied, is made concerning, and no reliance should beplaced on, the accuracy, fairness, or completeness of the information presented herein. This material has been prepared solely for informational purposes and is not to be construed as a solicitation or an offer to buy or sell any securities and should not be treated as giving investment advice. It is not targeted to the specific investment objectives, financial situation or particular needs of any recipient. It is not intended to provide the basis for any third party evaluation of any securities or any offering of them and should not be considered as a recommendation that any investor should subscribe for or purchase any securities

► Although BR Properties believes that the expectations and assumptions reflected in the forward-looking statements are reasonablybased on information currently available to BRP’s management, BR Properties cannot guarantee future results or events. BR Properties expressly disclaims a duty to update any of the forward-looking statement.

► Neither this material nor its content shall be deemed to constitute an offer of or an invitation, or solicitation of an offer to subscribe for or purchase any securities. The information contained herein is subject to change without notice and neither the Company past performance is not indicative of future results. Neither this presentation nor anything contained herein shall form the basis of any contract or commitment whatsoever.

► No person is authorized to give any information or to make any representation not contained in and not consistent with this material and, if given or made, such information or representation must not be relied upon as having been authorized by or on behalf of the Company.

► These materials are strictly confidential and are being submitted to selected recipients only. They may not be reproduced (in whole or in part), distributed or transmitted to any other person without the prior written consent of the Company. These materials are not intended for distribution to, or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation.

Page 3: Br properties   company presentation

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Company Overview

The largest and most complete commercial properties company in Brazil

Company Profile Segments of Activity

► Largest public commercial properties company in Brazil;

► BR Properties was founded in Dec/06 by an experienced team of executives, aiming at acquiring, managing, developing and leasing high quality commercial properties in Brazil;

► Company’s portfolio currently holds 93 properties, with 1.15 million sqm of GLA and estimated market value of approximately R$ 4.8 billion;

► 5 greenfield projects, with approximately 191.5 thousand sqm of gross leasable area (GLA);

► Fully integrated and experienced in-house teams: acquisitions, financing, legal and engineering;

► Pro active, value added investment strategy, “hands-on” approach;

► Market recognition: proven ability to source deals and execute transactions makes BR Properties the partner of choice for co-development and built-to-suit operations;

► Fully owned Property Management Company.

Office

Industrial

Retail

► Portfolio of Retail Properties

► Ed. Sta. Catarina

► DP Louveira

► Ventura Towers ► Ed. Manchete

► DP Araucária

Page 4: Br properties   company presentation

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Impressive success of post-IPO delivery of acquisitions plan

BR Properties has invested over R$ 1.7 bn after its IPO held in March/10, exceeding in 18% the total

target of acquisitions for 2010

GLA Evolution and Capital Invested (R$ mn)Strong execution track record

180

1.709

18194

157

260

340 19

477

CBOP Jacarandá

DP Louveira 3,4,5,6

RB 115 DP Louveira

8,9

Ed. Manchete

Ventura II BBP Topázio

FII Comercial

Progressivo

Total

1,159,756 sqm

Equity Research Coverage

730,402 sqm

Stock Liquidity

► Ability to source deals at attractive prices

► 11 acquisitions and 5 sales finalized in 2010

► Currently covered by 10 equity research analysts from the main top banks and brokerage firms

Mar-10 Jun-10 Sep-10 Dec-10

Budget

Actual

+18%

-

2

4

6

8

10

12

14

16

18

20

13,00

14,00

15,00

16,00

17,00

18,00

19,00

Sep-10 Oct-10 Nov-10 Dec-10

Volu

me (

R$ m

n)

Sto

ck P

rice

Moving Avg. (30d)

Stock Price

► Significant increase in stock liquidity within few months after IPO

Page 5: Br properties   company presentation

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GLA by Property Type (sqm)

Portfolio: Breakdown and Tenant Base

Market Value of the Portfolio (R$ mn)

A top-notch portfolio comprised of office buildings, warehouses, and retail properties located in

the most dynamic regions of Brazil

BR Properties tenant base entails some of the best known Companies

in the country, spanning wide industry diversification

► Over 180 high quality tenants

Main Tenants Tenant Breakdown by Industry

Consumer

Goods

Logistics

Financial

Services

Technology

Industrial

Energy

Other

ConsultingPublishing Telecom

57%

34%

9%

Off ice

Warehouse

Retail

25%

66%

9%

Off ice

Warehouse

Retail

Page 6: Br properties   company presentation

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Approximately 1.15 million sqm of gross leasable area acquired in 4 years

4Q07 Today

2007 2008 2009

Market Value

GLA

1,150,799 sqm

2010

3Q072Q07 1Q08 2Q08 3Q08 4Q08 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10

IPO

Private

Placement

Private

Placement

March, 2011

Stabilized Vacancy: 1.5%

Delinquency: 0.0%

Initial

Funding

4Q10

Portfolio: Fast growth with low vacancy level

Perpetual

Bond

82

R$ 4.7 bi

511339 105 91 14 - -

22-

600295

865340 492

+1.072

Page 7: Br properties   company presentation

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Portfolio: Recent Acquisitions

Our recent acquisitions were in line with our strategy to acquire properties of exceptional quality,

leased to large tenants, and located in the main economic regions of Brazil

Ventura Towers II

Location: Rio de Janeiro / RJ

GLA: 21,493 sqm

CAPEX: R$ 340 mn

Owned: 41%

Edifício Manchete

Location: Rio de Janeiro / RJ

GLA: 26,439 sqm

CAPEX: R$ 260 mn

Owned: 100%

Comercial Progressivo II Real Estate Investment Fund

Location: Diverse - 13 States

GLA: 122,146 sqm

CAPEX: R$ 477 mn

Owned: 100%

Page 8: Br properties   company presentation

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Portfolio: Geographic Presence

BR Properties’ portfolio is present in 13 states, covering all 5 regions of Brazil

Office

Warehouse

BRPR

Retail

N° of existing properties: 93

Office: 38

Warehouse: 25

Retail: 30

Total GLA of the properties: 1,150,799 sqm

Office: 289,045 sqm

Warehouse: 760,868 sqm

Retail: 100,886 sqm

States Total GLA %

São Paulo 883,812 76.8%

Rio de Janeiro 146,264 12.7%

Paraná 63,120 5.5%

Minas Gerais 18,630 1.6%

Bahia 7,607 0.7%

Pernambuco 6,238 0.5%

Alagoas 4,678 0.4%

Maranhão 4,663 0.4%

Espírito Santo 3,989 0.3%

Pará 3,418 0.3%

Distrito Federal 2,989 0.3%

Goiás 2,814 0.2%

Ceará 2,577 0.2%

TOTAL 1,150,799 100%

Page 9: Br properties   company presentation

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Portfolio: Developments

The Company currently holds 5 greenfield projects, that once finalized, will add 191 thousand sqm of

GLA to the portfolio

Cidade Jardim Panamérica Park II

Type: Office AAA

Location: São Paulo / SP

Delivery Date: Jun / 2012

GLA: 6,792 sqm

Estimated Rent (R$/sqm): R$ 125.00

Owned: 50%Pre-certified Building

Type: Office

Location: São Paulo / SP

Delivery Date: Dec / 2012

GLA: 14,502 sqm

Estimated Rent (R$/sqm): R$ 48.00

Owned: 50%Pre-certified Building

Souza Aranha

Type: Office

Location: São Paulo / SP

Delivery Date: Dec / 2012

GLA: 2,019 sqm

Estimated Rent (R$/sqm): R$ 57.00

Owned: 50%

Pre-certified

Building

Tech Park SJC

Type: Warehouse

Location: São José dos Campos / SP

Delivery Date: N / D

GLA: 125,000 sqm

Estimated Rent (R$/sqm): R$ 13.00

Owned: 100%

Type: Warehouse

Location: Louveira / SP

Delivery Date: Mar / 2012

GLA: 43,138 sqm

Estimated Rent (R$/sqm): R$ 18.50

Owned: 100%

DP Louveira 7

Page 10: Br properties   company presentation

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A unique vehicle, exposed exclusively to Brazilian commercial real estate, extremely well

positioned to benefit from the bullish fundamentals of the sector in Brazil

1

2

34

5

Favorable

Macro-Economic

Scenario

Attractive Sector

Dynamics

Unique Business Model

Broad Growth Potential:

Natural Industry

Consolidator

World-Class

Sponsorship

and Tier 1

Management Team

Investment Case

Page 11: Br properties   company presentation

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NTN-B (% aa.)

Real GDP Growth (%)

► Lower interest Rates

► Increased credit availability

► Increasing demand for industrial and distribution space

Unemployment Rate (%)¹

Favorable Macro-Economic Conditions

Industrial Production Growth (%)¹

1

Growing industrial production and GDP, declining unemployment rates and single-digit interest

rates are fueling sectors exposed to domestic market

Source: Santander and Brazilian Central BankNote:1 Adjusted Seasonally

► Emerging middle class► Pent-up demand for commercial properties

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011E

5.95%

5%

6%

7%

8%

9%

10%

11%

12%

2007 2008 2009 2010

2,7%

0,1%

8,3%

3,1% 2,8%

5,9%

2,9%

-7,2%

10,5%

4,2%

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011E

2,7%

1,1%

5,7%

3,2%4,0%

6,1%

5,1%

-0,2%

7,5%

4,5%

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011E

11,7%

12,3%11,5%

9,9%

10,0%9,3%

7,9%

8,1%

6,7%

7,1%

Page 12: Br properties   company presentation

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Effects of the Nominal

Interest Rate Increase

(SELIC vs. TR)

Expected Positive Effects of the Growth

of Inflation Indexes

(TR vs. IPCA vs. BRPR Inflation basket)

Source: Santander research and Central Bank

Favorable Macro-Economic Conditions1

► The potential increase in the nominal interest rate until the end of the year would result in a slight increase in the

TR, main index that readjusts our financing contracts

► The inflation increase, on the other hand, would have a positive effect on the Company’s results, given that

100% of our lease contracts are indexed to inflation rates

► Our cash reserves are invested exclusively in bank notes indexed to the Brazilian inter-bank rate (CDI), which

would cause an increase in our financial revenues with the forecast increase in the SELIC rate

0,69%1,69%

5,90%6,31%

8,30%

0,0%

2,0%

4,0%

6,0%

8,0%

10,0%

12,0%

2010 2011e

TR

IPCA (CPI)

Avg. Basket Inflation pass

through 2011

10,75%

12,50%

0,69%1,69%

0,0%

2,0%

4,0%

6,0%

8,0%

10,0%

12,0%

14,0%

2010 2011e

Forecast SELIC

TR

Page 13: Br properties   company presentation

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Low vacancy combined with steady demand and short supply in the near term allow for solid

growth potential in the commercial properties sector

Attractive Sector Dynamics2

Source: CBRE and BRPR

Net Absorption (in ´000 sqm) in SP + RJ New Inventory (in ´000 sqm) in SP + RJ

Rental Rate (in R$/sqm/month) in SP + RJ Vacancy Rate (in %) in SP + RJ

120130

0

20

40

60

80

100

120

140

2005 2006 2007 2008 2009 2010

São Paulo Rio de Janeiro

3,9

2,0

0

2

4

6

8

10

12

14

16

18

2005 2006 2007 2008 2009 2010

São Paulo Rio de Janeiro

117

88

0

50

100

150

200

250

2005 2006 2007 2008 2009 2010

São Paulo Rio de Janeiro

267

129

0

50

100

150

200

250

300

350

400

450

2005 2006 2007 2008 2009 2010

São Paulo Rio de Janeiro

Page 14: Br properties   company presentation

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BR Properties benefits from its strong expertise to add value throughout the whole Real Estate

investment chain…

Unique Business Model3

Pro-active

Deal Sourcing

Value Creation

Selective

Developments

Divestment

Lease / Property

Management

Retrofit

Conservative

Use of Leverage

Page 15: Br properties   company presentation

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Lease Contract Characteristics

Lease contracts in place allow for stable, predictable cash flows, while creating a very low vacancy

risk scenario and considerable upside potential in revenues

Expiration Schedule (% revenues) Market Re-alignment Schedule (% revenues)

► Annual Inflation Readjustments

► 100% of lease contracts are indexed to inflation

► Triple Net Contracts

► Tenant is responsible for all operating property costs

► Costs include: taxes, insurance, and maintenance expenses

► 3 Year Market Re-alignment

► Lessor can mark the leases to market every 3rd year of the

contract, independent of lease term

► Bank Guarantees on Leases

► Standard practice in Brazil

► Protects against delinquencies from smaller tenants

► Tenant Delinquency

► Delinquency exceeding 30 days, lessor has right to break

the contract and remove the tenant

► Average office lease term: 3-5 years

► Average warehouse lease term: 5-10 years

Inflation Readjustment IndicesMain Characteristics

3

73%

24%

3%

IGP-M

IPCA

Other

3%7% 25%

65%

2011 2012 2013 >2013

51%

16%

27%

6%

2011 2012 2013 >2013

Page 16: Br properties   company presentation

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3 Unique Business Model: Portfolio Recycling

Sales

Ed. Athenas

Acquisition Value R$ 27.0 mn

Acquisition Date Aug/07

Sale Value R$ 34.5 mn

Sale Date Jan/11

Holding Period 40 months

IRR 20%

ROE 70%

Ed. Isabella Plaza (units 31 and 32)

Acquisition Value R$ 3.13 mn

Acquisition Date Aug/2007

Sale Value R$ 4,20 mn

Sale Date Dec/2010

Holding Period 39 months

IRR 25.9%

Ed. Number One (unit 121)

Acquisition Value R$ 466,775

Acquisition Date Aug/2007

Sale Value R$ 650,000

Sale Date Dec/2010

Holding Period 39 months

IRR 33.5%

Ed. Joaquim Floriano

Acquisition Value R$ 17.4 mn

Acquisition Date Aug/07

Sale Value R$ 22.4 mn

Sale Date Mar/11

Holding Period 42 months

IRR 19%

ROE 73%

4Q10

1Q11

Page 17: Br properties   company presentation

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Fragmented Industry (in terms of GLA – sqm) Acquisition Pipeline (R$ mn)

Ample market fragmentation and lack of professional competitors creates a unique environment

for market consolidators

Broad Growth Potential: Natural Industry Consolidator4

Total Acquisition Pipeline R$2,566R$4,783Current Portfolio

Organized

Companies

9%

Addressable Market * : 36.3 MM sqm

Non – Organized

Market

91%

BRProperties

10 Organized

Companies

34%

66%

* Does not include retail properties

1.181

221

1.402

801

363

1.164

- - -

1.982

584

2.566

In Negotiation Under Analysis Total

Off ice Industrial Retail Total

Page 18: Br properties   company presentation

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Ownership Structure and Share Performance

BR Properties current ownership structure is highly fragmented, with no controlling shareholder,

no shareholders agreement, and over 99% of its shares in free float

5

GP Investments7,3% Wellington

Management5,4%

BlackRock5,1%

Laugar S.A.4,2%

Silverpeak1,3%

Management0,9%

Other75,9%

39,31%

(7,00%)

-30%

-20%

-10%

0%

10%

20%

30%

40%

50%

60%

BRPR3

Ibovespa

* As of May 11th, 2011

Number of shares: 139,753,919

Market Value: R$ 2.5 billion

Average Daily Vol. (30d): R$ 12.2 million

Page 19: Br properties   company presentation

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Management Team Biography

Claudio Bruni

CEO

Mr. Bruni’s whole career was dedicated to real estate development and management. From 1979 to 1989, Mr. Bruni worked for

Multiplan, Brazil’s largest real estate developer, where he was in charge of market research, construction management, commercial

and residential planning, and development. From 1983 to 1985, Mr. Bruni was the Managing Director of Renasce, Brazil’s first

shopping center management company, a joint venture of Multiplan and Brazilian investment bank Bozano, Simonsen.

From 1986 to 1994 Mr. Bruni co-partnered in Visor, a real estate development company dedicated to low income residential

housing, where he helped develop 4,000 residential units, generating revenues of US$128 million.

In 1988, Mr. Bruni founded Deico, Brazil´s largest independent real estate services company, where he was the CEO until

December of 2006. Mr. Bruni served as Executive Vice-President of ABRASCE, Brazil’s shopping center association for 3 years.

Mr. Bruni served as a member of the Retail and Commercial Development Council of the Urban Land Institute.

Claudio Bruni is a civil engineer, with a graduate degree from The Polytechnic School of Engineering at the University of São Paulo

(class of 1978). Industry Experience: 31 Years

Martin Jaco

CIO

Mr. Jaco started his career in Andrade Gutierrez and Metodo Engenharia and joined CB Richard Ellis in 1996 with the objective of

developing the investment consultancy operations of the company in Brazil. Mr. Jaco had direct responsibility and involvement in all

investment activities of the company in the country in the last 10 years, especially in advising investments for institutional investors,

pension funds, property companies and foreign institutions.

Martin Jaco graduated as a civil engineer from the Polytechnic School of Engineering at the University of São Paulo, Brazil, MBA

from the College of Estate Management, Reading University, UK and a Postgraduate Diploma in Project Management from the

Royal Institute of Chartered Surveyors, UK. Industry Experience: 17 Years

Marco Antônio Cordeiro

COO

Mr. Cordeiro was in charge of construction and project management at Schahin Cury and Metodo Engenharia (general contractors)

for 15 years. While at Deico, Mr. Cordeiro was in charge of planning, market studies, feasibility analysis and appraisals. Mr.

Cordeiro has also been in charge of the consulting division, advising the vast majority of Brazilian pension funds. Mr. Cordeiro has

assisted pension funds in over US$350 million of real estate transactions in the last 2 years.

Marco Cordeiro is a civil engineer, with a graduate degree from the Polytechnic School of Engineering at the University of São

Paulo and specialization at the Business School of Fundação Getúlio Vargas. Industry Experience: 30 Years

Pedro Daltro

CFO

Mr. Daltro started his career in Banco Marka as a Corporate Finance Manager and a Deputy Director. Later, he worked as a VP in

the Credit Risk Management department of Citigroup and Treasurer and Financial Manager in Gafisa, the second largest real estate

developer in Brazil. After Gafisa, he went back to Citigroup as Director of the Public Sector, Infrastructure and Real Estate division.

Pedro Daltro has a bachelor´s degree in Business Administration from Unifacs, Brazil, and MBA from the Owen Graduate School of

Management, Vanderbilt University, U.S. Industry Experience: 16 Years

BR Properties is managed by a team of seasoned professionals, highly motivated and fully aligned

with stockholders through long term stock options plans

5

Page 20: Br properties   company presentation

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1Q11 Financial Highlights

EBITDA (R$ mn) and EBITDA Margin (%)

Net Revenues (R$ mn)

1Q10 1Q11

35.267

77.777

121%

1Q10 1Q11

29.515

69.861

137%

84%

90%

Page 21: Br properties   company presentation

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1Q11 Net Debt (R$ mn)

Solid Balance Sheet

1Q11 Debt Profile (Index)

1Q11 Debt Service Schedule (R$ mn)

140

2.114

1.668

26

1.948 446

ST Debt Obligations for Acquisitions

LT Debt Total Debt Cash Net Debt

75%

2%

23%

TR

IGPM

CDI

118 144 131 118 103 87 64 38 24 182 0

68

128 128 157161 178

331

156154 141

26 14

2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022

Principal

Interest

Page 22: Br properties   company presentation

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Strategy Going Forward

► Maintain Loan to Value of roughly 50%

► Maintain diversification levels of our current portfolio

► Keep development at a level equal to or below 15% of our portfolio

► Maintain focus on key regions of the country

► Maintain our strategy of market consolidation, buying higher quality existing properties and taking advantage of a highly

fragmented sector

Page 23: Br properties   company presentation

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Appendix: São Paulo Office Market

Source: CBRE 4Q10 Market View Report

Total Stock

Submarkets Vacancy Rate

Asking Lease Rate

Range (Class A)

(%) (R$/ sq m/ month)

Downtown 2.7% R$ 14.00 - R$ 35.00*

Paulista 3.5% R$ 75.00 - R$ 120.00

Jardins 3.0% R$ 85.00 - R$ 160.00

Marginal 6.1% R$ 45.00 - R$ 110.00

Other 1.6% R$ 50.00 - R$ 70.00

Total Market 3.9% R$ 45.00 - R$ 160.00

Alphaville 17.9% R$ 30.00 - R$ 60.00

* There are no class A buildings in this submarket. Lease

rates apply to the best buildings in the area

Marginal35%

Other20%

Paulista16%

Jardins16%

Alphaville7%

Downtown6%

Page 24: Br properties   company presentation

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Appendix: Rio de Janeiro Office Market

Source: CBRE 4Q10 Market View Report

Total Stock

Downtown64%

Botafogo13%

Barra da Tijuca11%

Other5%

South Zone5%

Flamengo2%

Submarkets Vacancy Rate

Asking Lease Rate

Range (Class A)

(%) (R$/ sq m/ month)

Downtown 2.0% R$ 100.00 - R$ 180.00

Botafogo 0.9% R$ 110.00 - R$ 150.00

Flamengo 0.0% R$ 90.00 - R$ 130.00

Barra da Tijuca 1.8% R$ 80.00 - R$ 115.00

South Zone 3.2% R$ 120.00 - R$ 180.00

Other 5.5% R$ 60.00 - R$ 90.00

Total Market 2.0% R$ 60.00 - R$ 180.00

Page 25: Br properties   company presentation

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Appendix: São Paulo Industrial Market

Total Stock

Source: CBRE 4Q10 Market View Report

Submarkets Vacancy Rate

Asking Lease Rate

Range (Class A)

(%) (R$/ sq m/ month)

ABCD * 0.0% R$ 12.00 - R$ 18.00

Atibaia * 1.8% R$ 18.00 - R$ 20.00

Barueri 6.0% R$ 21.00 - R$ 25.00

Cajamar * 1.1% R$ 17.00 - R$ 20.00

Cotia/ Embu * 0.0% R$ 18.00 - R$ 22.00

Greater Campinas 4.3% R$ 15.00 - R$ 25.00

Guarulhos * 1.8% R$ 18.00 - R$ 24.00

Jundiaí * 8.1% R$ 13.00 - R$ 19.00

São Paulo 1.4% R$ 18.00 - R$ 25.00

Sorocaba * 40.2% R$ 16.00 - R$ 20.00

Vale do Paraíba * 22.8% R$ 14.00 - R$ 17.00

Total Market 5.6% R$ 12.00 - R$ 25.00

* The eight submarkets that comprised the "Others" region

in previous reports

Greater Campinas

34%

São Paulo11%Barueri

10%

Cajamar10%

Jundiaí10%

Cotia/ Embu7%

Vale do Paraíba

6%

Guarulhos3%

ABCD3%

Atibaia3%

Sorocaba3%

Page 26: Br properties   company presentation

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Contact

Investor Relations

Pedro Daltro

Chief Financial and Investor Relations Officer

Leonardo Fernandes

Investor Relations Manager

Marcos Haertel

Investor Relations Analyst

Phone: (55 11) 3201-1000

Email: [email protected]

www.brpr.com.br/ri