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Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

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Page 1: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Institutional Presentation

Page 2: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

About Plancorp Capital

2

ABOUT PLANCORP CAPITALFounded in 2003 to support the Capitalization and Expansion of Middle Marketcompanies and to manage the Wealth of Middle Market Entrepreneurs.

INVESTMENT BANKING SERVICES

Wide Range of IB Operations:

• Debt: Structured Debt, Convertible Bonds, Project Finance, Distress Finance, Real

Estate Backed Securities and other arrangements

• Equity: Venture Capital, Private Equity, M&A and IPO at Bovespa Mais (B3´s Miiddle

Market Segment)

• Merchant Bank: Proprietary Investments in "Club Deal" formats thru Equity or

Convertible Debt in companies and real estate projects

Broad knowledge and relationship with Capital Market Investors (Brazil and USA),resulting in celerity in fundraising and better matching of interests between investor andinvested. companies.

WEALTH ADVISORYAdvises entrepreneurs and their families in :

• Structuring and Management of Family Offices• Exclusive Investment Vehicles• On Shore and Off shore Capital Allocation• Full Monitoring of the Investment Portfolio

FINTECH – GIROPAGO RECEIVABLES PLATFORM

Plancorp Capital is an investor on Giropago, a on-line Receivables Platform for working capitalanticipation by receivables investment funds.

Page 3: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Plancorp Team

3

• JUAREZ SELEME

Civil Engineer (UFPR/BR)CSS (HARVARD/USA)MBA Finance & Capital Markets (IBMEC/BR).Securities Consultant accredited by Comissão de Valores Mobiliários (CVM).Executive Career at Accenture (RJ/BR) Nutrimental (PR/BR) and Electrolux (SP/BR).Founder of Brazilian Institute for Corporate Governance (IBGC) – Chapter PR.Senior Partner & CEO at Plancorp Capital.

• GUILHERME BAUMGARDT

Electrical Engineer (UFPR).MBA Finance and Controlling (FGV - PR)Career in Copel Geração S.A., Furnas Centrais Elétricas and Itaipu Binacional.Investment Bank Partner.

• MARCELO LUIZ BUSATO

Agronomist Engineer (UFPR)MBA in Business Management (PUC-PR)Executive Financial and Investment Manager career in Private Equity and Real EstateSecurities Administrator accredited by the Securities and Exchange Commission (CVM)Head M&A & Trade Finance.

• PAULO HENRI BLASER

Economist (USP)Executive Career at Ford, Banca Comercialle Italiana, Cia Suzano and Gazeta Group.Specialist in Project Finance at BNDES and other multilateral institutions.Project Finance Associate.

• ADRIANO MARCOVICI

Graduated in Law (UFPR). MBA Strategic Management and Finance (UNICENP-PR). MBA Tax Law (UFSC). MBA Management in Business Law (UNIFAE-PR). Executive Career as Legal and Administrative Director – Agribusiness Companies.Structurer and Advisor on Tax, Corporate and Estate Issues for Family Offices.Wealth Advisory Associate.

• NICOLAS DIAS SILVA

Economic Sciences - Graduating (UP).Certifications Anbima CPA-20 e CEA.Carreer at 4UM Investimentos.Wealth Advisory Analyst.

• ANDRÉ BORGES

Business Administrator (FAE Business School - PR).MBA Controllership (FAE Business School – PR).Career at Banco do Brasil and WS Network.Administrative and Financial Manager.

Page 4: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Business Platform

4

PLANCORPCAPITAL

Plancorp LtdaPlancorp Holdings

Corp. BVIPlancorp Realty

Ltda

Investment Banking Services & Wealth Advisory Merchant Banking Real Estate Investments

Page 5: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Offices

CURITIBA - PR

Rua General Mário Tourinho 1733, Sala 405Curitiba_PR 80.740-000Fone: 55 + 41 + [email protected]

OFFICES

SÃO PAULO - SP

Rua do Rocio 423, Sala 705São Paulo_SP 04.552-000Fone: 55 + 11 + [email protected]

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Page 6: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Investment Banking

Page 7: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Equity Capital Markets

PRIVATE EQUITY ADVISORY

Plancorp Capital has solid experience in assisting companies to be invested byPrivate Equity Funds:

• Strategic and Diversified Business Vision in Various Segments• Techniques for Maximizing Value of Companies and Projects• High Level Access to Private Equity Funds (BR and USA)• Fit between Fund Profile and Company Needs• Know How - Dynamics and Techniques for Negotiating with Funds • Know How - Legal and Fiscal Instruments to close Deals

IPO ADVISORY – BOVESPA MAIS

Plancorp Capital advises companies to IPO in B3´s Middle Market Segment :

• Corporate Governance Implementation• Strategic Planning and Business Plan• Formal Presentation and Valuation• Source and Selection of Legal Services and Underwriting Banks• Due Dilligence and Legal Preparation• CVM Registration and BOVESPA MAIS Listing.• Offering Prospectus Preparation• Road Show Brazil and Foreign Investors• IPO

7

MERGERS & ACQUISITIONS ( M&A)

Plancorp Capital advises clients in all phases for the successful conclusion of M&Aoperations:

• Approach and Presentation Protocol • Business Valuation• Deal Negotiation and Structuring • Memorandum of Understanding (MOU) Development • Due Diligence Monitoring • Support in the Preparation of Buy-Sell Agreement and other Related Instruments• Operation Conclusion and Resourse Transfer

MERCHANT BANKING

Proprietary Investments, operating in a "Club Deal" format thru Equity or Convertible Debt in companies and real estate projects.

SPECIAL BUSINESS MODELS AND FINTECHS

• Middle Market Operational Businesses with Financial Return Potential• Special Business Models• Fintechs

REAL ESTATE CASH GENERATING ASSETS

• In the commercial sector, focused on Strip and Open Malls• In the Logistic sector focused on Medium Scale Warehouses for logistic operations

Page 8: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Debt Capital Markets

STRUCTURED DEBT

Capital Raising through Structured Long-Term Debt in the modals:

• Simple and Convertible Bonds. • Credit Notes.• Real State Credit Certificates• Structured Loans In General

SECURITIZATION

Capital Raising through Securitization of Receivables in the modalities:

• Real Estate Receivables Certificates

• Agribusiness Receivables Certificates

• Financial Receivables Certificates

PROJECT FINANCE

Capital Raising in through self-financing projects thru Development Banks &Financial Institutions in Brazil and abroad.

BNDES / BRDE DEG/KFWBASA FMOFINEP EXIMBANKMIGA/IFC JBICBID OTHERS

OTHER REAL ESTATE OPERATIONS

• BUILD TO SUIT

Structuring of financial solutions to financing commercial projects on a Build-to-Suit basis.Custom built for corporate renters.

• DEVELOPMENT OF COMERCIAL ENTERPRISES THROUGH CRIs

Funding of commercial development projects and commercial real estate acquisitionthrough Real Estate Receivables Certificates (CRI’s).

• REAL ESTATE DIVESTMENT THROUGH REAL ESTATE INVESTMENT FUNDS OR CRIs(Real estate investment certificates)

Real State Fund- Strucutring of Real Estate Investment Fund to provide liquidity, lowering real

estate carrying expenses and taxes.

Securitization - Securitization of sale-lease back operation credits, generating free cash flow

for the client and other fiscal advantages

Sale Lease Back – Sale of Corporate Real Estate to Investors and Lease it Back to free capital

for the client

Buy Lease - Purchase of assets to lease according order of corporate clients.

• DISTRESS FINANCE

• Evaluation and Trading of Bad Debts Portfolios• Evaluation, Homologation and Negotiation of Federal and State Debt Certificates• Negotiation and Sale of Debts from Banks and Financial Institutions for Investment Funds

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Page 9: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Wealth Advisory

Page 10: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Our Value Proposition

Plancorp Capital Wealth Advisory´s Divison advises its clients in:

• Structuring and Management of Family Offices• Exclusive Investment Vehicles• Asset Engineering (Tax, Accounting, Contracts and Estate)• Liquid and Non Liquid Asset Allocation in Brazil and Off Shore

Plancorp Capital Management Platform provides:

• Consolidation of Net Assets of various Financial Institutions• Consolidated portfolio risk management through proprietary systems• Continuous review of the compatibility of investments (suitability)• Independence from the Financial Institutions

Allocation process is carried out in an Open Architecture format through the best Invesment Brokers in the Market.

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Page 11: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Family Office

Corporate Legal Model - Family Business Model Analysis and Planning: Holdings, Trusts, Foundations,Funds, SPEs and SCPs: On and Off Shore.

Managemente Model - Family Office Management Model Analysis and Planning: Functions, HierarchicalStructure and Operational Dynamics

Fiscal Model - Tax Model Analysis and Planning

Analysis and Controlling Model (Iliquid Assets) - ROIC (Return on Invested Capital), ROE (Return onEquity) and ROA (Return on Assets), EVA (Economic Value Added) and Others.

Analysis and Controlling Model (Liquid Assets)

• Analysis of Historical Performance of Net Assets vs Return Rates and BenchMarks vs Risk and FamilyProfile

• Integrated Management System for the Liquid Assets Portfolio (Open Platform)

• Benchmarks of Fixed Income, Variable Income and Investment Funds in Brazil and abroad

Succession Model

• Familiar Succession Planning

• Patrimonial Protection, Usufructs, Donations and Testament

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Page 12: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Exclusive Investment Vehicles

Managed Investment Portfolio (MIP)

For investments starting at R$ 3MM, Plancorp Capital offers Managed InvestmentPortfolio, taking into account criteria established by the client and reviewing and adjustingaccording to the evolutionary scenario of the client and economy. Plancorp Capitalremains as a Formal Consultant for the Managed Portfolio.

Exclusive Hedge Fund

For investments starting at R$ 7MM, Plancorp Capital offers an Exclusive Hedge Fund,which enables integrated Family Office operation in liquid markets in Brazil and abroad,with full optimization of the investment portfolio from the tax and succession point ofview. Plancorp Capital remains the Formal Consultant of the Investment Fund inaccordance with the Regulation.

Other Exclusive Funds

Funds of Funds (FIC), Stock Markets (FIA), Fixed Income (FRF), Pension Plans (PGBL, VGBL)and Offshore (FIE), Private Equity (FIP), Real Estate (FII), Receivables (FIDC) can bestructured according to clients' needs.

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Page 13: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Liquid and Iliquid Investments in Brazil & Off Shore

BRAZILIAN CAPITAL MARKET GLOBAL CAPITAL MARKETS

According to the specific, family and risk profile, Plancorp Capital evaluates the Portfolio of Liquid and Iliquid Investments and the existing Investment Platforms to recommendadjustments that maximize profitability and minimize the costs and expenses involved in the maintenance of this Portfolio in Brazil and Offshore, according to the agreed risk level.

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REAL ESTATE ASSETS

COMPANIES

Page 14: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

14

Plancorp Capital was an exclusive financial advisor for

In capitalization through the Sale of Distressed Receivables acquired by

Transaction value

R$ 53,871,815.00

(Fifty-three million, eight hundred and seventy-one thousand, eight hundred

and fifteen Reais)

May 2019

Plancorp Capital was an exclusive financial advisor for

In structuring and capitalization through the Sale of Credit Rights

acquired by

Transaction value

R$ 11,486,118.60

(Eleven million, four hundred and eighty-six thousand, one hundred and

eighteen Reais)

November 2019

Plancorp Capital was an exclusive financial advisor for

In structuring and raising funds with

Transaction value

R$ 162,843,330.73

(One hundred and sixty-two million, eight hundred and forty-three

thousand, three hundred and thirty Reais)

July 2018

Plancorp Capital was an exclusive financial advisor for

In capitalization through the Sale of Real Estate Receivables acquired by

Transaction value

R$ 5,415,698.52

(Five million, four hundred and fifteen thousand, six hundred and ninety-

eight Reais)

October 2018

Page 15: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

15

Plancorp Capital was an exclusive financial advisor for

In the issue of bank credit notes with

Transaction value

R$ 5,000,000.00

(Five million Reais)

November 2017

Plancorp Capital was an exclusive financial advisor for

Medium Term Credit Notes Acquired by Private Credit Fund

Transaction value

R$ 26,000,000.00

(Twenty-six million Reais)

May 2015

Plancorp Capital was an exclusive financial advisor for

In the capitalization through Structured Debt with Ballast in

Receivables invested by

Transaction value

R$ 1,500,000.00

(One million, five hundred thousand Reais)

January 2016

Plancorp Capital was an exclusive financial advisor for

On the sale of all its shares to

November 2016

Page 16: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

16

Plancorp Capital was an exclusive financial advisor for

Convertible Bond Issue subscribed and invested By

Transaction value

R$ 86,499,999.00

(Eighty-six milliion, four hundred and ninety-nine thousand and ninety hundred and ninety-nine Reais)

May 2015

Plancorp Capital was an exclusive financial advisor for

Structured Bank Notes acquired by

Transaction value

R$ 3,672,614.00

(Three million six hundred and seventy-two thousand, six hundred

and fourteen Reais)

October 2013

Plancorp Capital developed Business Valuation for

November 2013

Plancorp Capital was an exclusive financial advisor for

Structured Bank Notes acquired by

Transaction value

R$ 1,000,000.00

(One million Reais)

September 2014

Page 17: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

17

Plancorp Capital developed Business Valuation for

June 2013

Plancorp Capital developed Business Valuation for

October 2012

Plancorp Capital developed Business Valuation for

October 2012

Plancorp Capital acted as co-financial advisor for

In Revolving Trade Finance Facilty by

June 2013

Transaction value

R$ 30,000,000.00

(Thirty million Reais)

Page 18: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

18

Plancorp Capital was an exclusive financial advisor for

in Long Term Structured Finance Capital Raising with

Transaction value

R$ 211,130,000.00

(Two hundred and eleven million, one hundred and thirty thousand Reais)

September 2012

Plancorp Capital developed Business Valuation for

May 2011

Plancorp Capital made investmentsfor Real Estate Income in

SJP INDUSTRIAL PARK

Transaction value

R$ 5,000,000.00

(Five million Reais)

March 2012

Plancorp Capital developed Business Valuation for

May 2012

Page 19: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

19

Plancorp Capital was an exclusive financial advisor for

in the sale of its Development and Construction business for:

Transaction value

R$ 100,000,000.00

(One hundred million Reais)

October 2010

Plancorp Capital sold 100% of its equity interest in

For their remaining Shareholders

March 2010

Plancorp Capital was an exclusive financial advisor for

in Capitalization through Mortgage Backed Securities, acquired by

Transaction value

R$ 20,000,000.00

(Twenty million Reais)

July 2010

Plancorp Capital was an exclusive financial advisor for

in the Capitalization of Real Estate Projects through Convertible Bonds

subscribed by

August 2010

Transaction value

R$ 20,000,000.00

(Twenty million Reais)

Page 20: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

20

Plancorp Capital made a sale of its equity interest in

Fot the Holding

Transaction value

R$ 15,000,000.00(Fifteen milion Reais)

December 2009

Plancorp Capital developed Business Valuation for

February 2009

Plancorp Capital was an exclusive financial advisor for

in the capitalization through Credit Notes issued by

Transaction value

R$ 4,000,000.00

(Four million Reais)

June 2009

Plancorp Capital was an exclusive financial advisor for

in the capitalization by Credit Notes

Issued by

November 2009

Transaction value

R$ 4,000,000.00

(Four million Reais)

Page 21: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

21

Plancorp Capital developed Business Valuation for

January 2009

Plancorp Capital sold its equity interest in

to the holding

Transaction value

R$ 35,000,000.00

(Thirty-five million Reais)

October 2006

Plancorp Capital was an exclusive financial advisor for

in the association with

Joint Venture Real Estate Developments in the states of Paraná

and Santa Catarina

October 2007

Plancorp Capital was an exclusive financial advisor for

in the sale of its entire

stake in 5 (five) hotels to

September 2008

Transaction value

R$ 29,000,000.00

(Twenty-nine million Reais)

Page 22: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

22

Plancorp Capital was an exclusive financial advisor for

in Plant Expansion Capital Raising “FINAME” lines funding from BNDES

Transaction value

R$ 10,000,000.00

(Ten Million Reais)

August 2004

Plancorp Capital was an exclusive financial advisor for

in “Project Finance” Capital Raising for deployment of three hotels with the

Flag

Transaction value

R$ 29,000,000.00

(Twenty-nine million Reais)

March 2003

Plancorp Capital was an exclusive financial advisor for

In the sale of its entire stake in

Transaction value

R$ 48,000,000.00

(Forty-eight million Reais)

December 2003

Plancorp Capital was an exclusive financial advisor for

In Plant Expansion Capital Raising “FINAME” lines funding from BNDES

February 2004

Transaction value

R$ 25,000,000.00

(Twenty-five million Reais)

Page 23: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Tombstones Investment Banking

23

Plancorp Capital was an exclusive financial advisor for

in Industry Analysis and Economic-Financial modeling of credit products, which enabled the establishment of

the Bank in Brazil

June 2002

Page 24: Apresentação do PowerPointOctober 2013 Plancorp Capital developed Business Valuation for November 2013 Plancorp Capital was an exclusive financial advisor for Structured Bank Notes

Contact Info

Curitiba - PR

Rua General Mario Tourinho, 1733 Sala 405 BariguiCEP 80.740-000 Phone. +55 41 [email protected]

www.plancorp.com.br

São Paulo - SP

Rua do Rocio, 423 Sala 705Vila OlímpiaCEP 04.552-000Phone. +55 11 [email protected]

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Juarez [email protected]+55 41 9 9973 2147