Apresentação do PowerPoint€¦ · Our portfolio of beneficiaries in the Affinity segment grew 61.8% in 2011, when compared with 2010, with 42.6% growth in our Affinity Health portfolio

4Q11 Earnings Release

OPERATIONAL AND FINANCIAL HIGHLIGHTS

Qualicorp S.A.

BOVESPA:QUAL3 Last Price

February 27, 2012

R$ 16.00 / share

Shares Outstanding

(02/27/12)

260,083,463 shares

Free Float

(02/27/12)

84,925,142 shares (32.7%)

Cash and Cash Equivalents

(12/31/11)

R$ 369.7 million3

Investor Relations Wilson Olivieri

CFO & IRO

Phone: +55 (11) 3191-4040

[email protected]

www.qualicorp.com.br

Conference Calls February 28, 2012 (Tuesday)

Portuguese Time: 8am ET / 10am Brasilia

Phone: +55 11 2188 0155

Code: Qualicorp

English Time: 10am ET / 12pm Brasilia

Phone: +1 412 317 6776

Code: Qualicorp

MAIN INDICATORS1

In fiscal year 2011 our net revenue and adjusted EBITDA grew

43.8%, and 44.4%, respectively, as compared to fiscal year 20101

Our total portfolio of beneficiaries, including Affinity, Corporate and

Other Segments grew 27.9% in 4Q11 as compared to 4Q10. The

growth was achieved as follows:

• Our portfolio of beneficiaries in the Affinity segment grew

61.8% in 4Q11 as compared to 4Q10.

• Our portfolio of beneficiaries of Corporate and other

Segments grew 14.3% in 4Q11 as compared to 4Q10.

Our total consolidated net revenue in 4Q11 grew 41.4% over 4Q10.

Our consolidated adjusted EBITDA in 4Q11 grew 37.1% over 4Q10.

Our Cash Earnings in 4Q11 grew 223.2% over 4Q10. Our Cash

Earnings consider adjustments for: (i) one-time extraordinary

expenses, (ii) amortization of some intangible assets, (iii) business

combination transactions, and (iv) amortization of deferred assets

related to acquisition of portfolios.

(1) Figures related to 2010 have been extracted from unaudited financial statements of pro forma Qualicorp S.A. For further

details refer to section 3.9 of our “Formulário de Referência” and Appendix IV included on this earnings release.

(2) Adjustments include administrative and selling one-time expenses with no cash effect.

(3) Does not include the investment made as a guarantee asset on Qualicorp Administradora de Benefícios S.A., according to

the 33rd normative instruction by the ANS, from October 5, 2009.

Sao Paulo, February 27, 2011. Qualicorp S.A. (Bovespa: QUAL3), one

of the leading full-service healthcare benefits administrator and health

management services provider in Brazil, announced today its

consolidated results for the fourth quarter of 2011 (4Q11) and for

2011. The Company’s financial and operating data are presented

based on consolidated numbers and in thousand of Reais (“BRL” or

“R$”), unless otherwise noted, pursuant to the Brazilian Corporate Law

and regulations of “Comissão de Valores Mobiliários – CVM”.

Income Statement 4Q11 4Q10

Inc (Dec)

4Q11/4Q10 2011 2010

Inc (Dec)

2011/2010

Net Revenues 191,706 135,536 41.4% 676,058 470,034 43.8%

COGS (50,300) (34,318) 46.6% (180,229) (119,798) 50.4%

Operating Expenses (125,190) (108,342) 15.6% (484,498) (323,032) 50.0%

Adjustments26,299 10,168 -38.1% 88,304 33,649 162.4%

Adjusted Operating Expenses (118,891) (98,174) 21.1% (396,194) (289,383) 36.9%

Adjusted EBITDA 63,190 46,083 37.1% 251,273 173,982 44.4%

Adjusted EBITDA Margin 33.0% 34.0% NA 37.2% 37.0% NA

Cash Earnings 56,028 17,338 223.2% 209,728 86,899 141.3%

Balance Sheet 2011 2010

Inc (Dec)

2011/2010

Equity 1,938,120 1,611,846 20.2%

Net Debt31,527 271,699 NA

Other 2011 2010

Inc (Dec)

2011/2010

Net Debt / Equity 0.00 x 0.17 x NA

Net Debt / Adjusted EBITDA LTM 0.01 x 1.56 x NA

1


BENEFICIARIES (MM)

CASH EARNINGS (R$ MM) ADJUSTED EBITDA (R$ MM)

NET REVENUE (R$ MM)

2


BENEFICIARIES (MM) NEW BENEFICIARIES IN 2011

BREAKDOWN

1 | Beneficiaries

The total number of beneficiaries in 2011 grew by 27.9% as compared to 2010, totaling a net increase of

approximately 829,000 beneficiaries. The total growth in our portfolio of beneficiaries in 2011 can be allocated to

(i) an increase of approximately 526,000 beneficiaries in the Affinity Segment (63.4% of total growth); and (ii) an

increase of approximately 303,000 beneficiaries in the Corporate and Other segment (36.6% of total growth).

Our portfolio of beneficiaries in the Affinity segment grew 61.8% in 2011, when compared with 2010, with 42.6%

growth in our Affinity Health portfolio and 132.6% growth in our Affinity New Products portfolio. Aside from this,

89% of our portfolio in the Affinity segment grew organically, while 11% was generated by to the acquisition of

Newport’s portfolio.

Our portfolio of beneficiaries in the Corporate and Other segments grew 14.3% in 2011, when compared with

2010, with 59.5% growth in our Corporate portfolio, 4.5% decline in our TPA portfolio of lives, 26.4% growth in our

SME portfolio and 56.0% growth in our Health Management portfolio.

3


4Q11 2011 2010Inc (Dec)

2011/2010

Affinity Health Lives

Total Portfolio (BOP) 928,484 668,946 460,672 45.2%

New Lives Added 25,756 285,294 208,274 37.0%

Total Portfolio (EOP) 954,240 954,240 668,946 42.6%

Affinity New Products Lives

Total Portfolio (BOP) 408,036 181,651 142,701 27.3%

New Lives Added 14,406 240,791 38,950 518.2%

Total Portfolio (EOP) 422,442 422,442 181,651 132.6%

Affinity Portfolio 1,376,682 1,376,682 850,597 61.8%

Corporate 935,480 935,480 586,675 59.5%

TPA 1,414,399 1,414,399 1,480,863 -4.5%

Small/Medium Enterprises 48,327 48,327 38,220 26.4%

Health Management 29,951 29,951 19,203 56.0%

Corporate and Others Portfolio 2,428,157 2,428,157 2,124,961 14.3%

Total Portfolio 3,804,839 3,804,839 2,975,558 27.9%

Portfolio of lives evolution

4


3 | Operating Expenses

In 2011 our operating expenses increased by 50.0% primarily due to extraordinary expenses, including the

expenses incurred in preparation for the IPO and the one-time extraordinary bonus for services rendered by our

director of strategic affairs. Our operating expenses in 4Q11 increased 15.6% over the same period last year.

Our total operating net revenue of R$676.1 million in 2011 represented an increase of 43.8% as compared to 2010.

Net revenues in 4Q11 of R$191.7 million represented an increase of 41.4% over the same period last year.

The net revenue growth in the Affinity Segment is mainly supported by the entry of new beneficiaries in our portfolio

(organic growth) from sales through our distribution channels of own or third party brokers.

The net revenue growth in Corporate and Other segment is supported by the organic growth resulting from the

increase in the number of beneficiaries within this segment, and also from the inclusion of mass insurance products

through our recent acquisition of Praxisolutions Consultoria de Negócios e Corretora de Seguros Ltda, which

accounted for revenues of R$1.4 million in 4Q11.

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2011/2010

Affinity 174,335 122,494 42.3% 615,600 425,837 44.6%

% on Total Net Revenues 90.9% 90.4% NA 91.1% 90.6% NA

Corporate and Other 17,371 13,043 33.2% 60,458 44,197 36.8%

% on Total Net Revenues 9.1% 9.6% NA 8.9% 9.4% NA

TOTAL 191,706 135,537 41.4% 676,058 470,034 43.8%

2 | Operating Net Revenues

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2011/2010

Cost of Services (50,300) (34,318) 46.6% (180,229) (119,798) 50.4%

Total Costs of Services (R$ MM) (50,300) (34,318) 46.6% (180,229) (119,798) 50.4%

Total Adm. Expenses (66,433) (63,212) 5.1% (290,719) (181,301) 60.4%

Total Selling Expenses (45,837) (36,031) 27.2% (155,504) (119,329) 30.3%

Bad Debt (Uncollectible Receivables) (11,852) (8,199) 44.6% (35,185) (19,678) 78.8%

Other Operating Income (Expenses) (1,070) (902) 18.6% (3,090) (2,724) 13.4%

Total Operating Expenses (R$ MM) (125,192) (108,344) 15.6% (484,498) (323,032) 50.0%

Total (175,492) (142,662) 23.0% (664,727) (442,830) 50.1%

(+) One-time Administrative Expenses 6,299 10,168 -38.1% 86,900 33,649 158.3%

(+) One-time Selling Expenses - - NA 1,404 - NA

Total Recurring Operating Expenses (169,193) (132,494) 27.7% (576,423) (409,181) 40.9%

5


3.1. Cost of Services

3.2. Administrative Expenses

a) Refers to a financial ‘pass through’ incurred in connection with the agreements signed with professional

associations for the contracting and selling of affinity plans.

b) Includes office supplies, mailing expenses, reimbursement of membership, and other cost of services.

Reimbursement of membership refers to the expense of annual membership fees paid by Qualicorp

Administração e Serviços Ltda. and Qualicorp Administradora de Benefícios SA to associations, unions and

councils on behalf of the beneficiaries or members of the professional associations.

Our cost of services increased 50.4% in 2011 primarily due to the continued growth of our operations, which

require us to continuously attend our portfolio growth as well as new corporate demands. Our cost of services in

4Q11 increased 46.6% over the same period last year.

a) Includes office supplies, contributions and donations, mailing expenses, and other administrative expenses

b) These expenses are related in their entirety to “Non-cash Stock Option Plan Expense”, “One-time Extraordinary

Bonus”, and partially to “Expenses incurred in preparation for IPO” and “Others”, found in the section 4 of this

release.

Our recurring administrative expenses increased by 38.0% in 2011 primarily due to the adjustment of our

administrative structure in order to attend new company demands. Our administrative expenses in 4Q11 grew

13.3% over the same period last year.

4Q11 4Q10Inc (Dec)

4Q11/4Q112011 2010

Inc (Dec)

2011/2010

Personnel expenses (12,994) (9,079) 43.1% (45,246) (32,608) 38.8%

Third Party Services (8,454) (4,813) 75.6% (28,999) (15,893) 82.5%

Occupancy expenses (2,451) (1,390) 76.3% (7,752) (6,363) 21.8%

Royalties (a) (21,747) (14,828) 46.7% (77,246) (48,060) 60.7%

Others (b) (4,654) (4,039) 15.2% (18,976) (15,373) 23.4%

TOTAL (50,300) (34,318) 46.6% (180,229) (119,798) 50.4%

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2010/2011

Personnel expenses (15,201) (17,180) -11.5% (110,908) (43,728) 153.6%

Third Party services (7,904) (8,179) -3.4% (28,265) (24,697) 14.4%

Occupancy expenses (1,109) (714) 55.3% (3,947) (2,940) 34.3%

Depreciation and amortization (35,552) (32,717) 8.7% (129,772) (99,871) 29.9%

Others (a) (6,667) (4,422) 50.8% (17,827) (10,065) 77.1%

TOTAL (66,433) (63,212) 5.1% (290,719) (181,301) 60.4%

(+) One-time Administrative Expenses (b) 6,299 10,168 -38.1% 86,900 33,649 158.3%

Total Recurring Adm. Expenses (60,134) (53,044) 13.4% (203,819) (147,652) 38.0%

6


3.3. Selling Expenses

a) Includes office supplies, mailing expenses, and discounts granted.

b) These expenses are partially related to the “Expenses incurred in preparation for IPO”, found in the section 4 of

this release.

Our recurring selling expenses increased by 29.1% in 2011 primarily due to expenses incurred in connection with

marketing campaigns, direct advertising material or television media, sales campaigns, sponsorships and

commissions from third party insurance brokers where we have variable compensation agreements. Our recurring

selling expenses in 4Q11 increased 27.2% over the same period last year.

3.4. Bad Debt (Uncollectible Receivables)

Our bad debt expense increased 78.8% in 2011, when compared to 2010. 4Q11 is up by 44.6% over 4Q10.

In line with higher levels of uncollected debt experienced in the economy in Brazil, during 4Q11 we also

experienced an increase of bad debt or uncollectible receivables with our portfolio of beneficiaries.

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2010/2011

Bad Debt (Uncollectible Receivables) (11,852) (8,199) 44.6% (35,185) (19,678) 78.8%

TOTAL (11,852) (8,199) 44.6% (35,185) (19,678) 78.8%

Selling Expenses 4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2010/2011

Personnel expenses (12,214) (8,760) 39.4% (43,328) (34,255) 26.5%

Third Party services (3,366) (4,441) -24.2% (9,682) (10,463) -7.5%

Occupancy expenses (1,064) (813) 30.9% (3,855) (3,461) 11.4%

Other selling expenses (4,893) (3,434) 42.5% (13,806) (7,004) 97.1%

Sales campaign (3,369) (1,364) 147.0% (8,671) (7,132) 21.6%

Sponsorships (4,222) (1,690) 149.8% (9,681) (5,358) 80.7%

Third-party commission (9,647) (7,711) 25.1% (29,203) (21,298) 37.1%

Publicity and advertising (5,642) (6,743) -16.3% (30,860) (24,821) 24.3%

Others (a) (1,420) (1,075) 32.1% (6,418) (5,537) 15.9%

TOTAL (45,837) (36,031) 27.2% (155,504) (119,329) 30.3%

(+) One-time Comercial Expenses (b) - - NA 1,404 - NA

Total Recurring Selling Expenses (45,837) (36,031) 27.2% (154,100) (119,329) 29.1%

7


3.5. Other Operating Income / (Expense)

Our other net expense in 2011 was higher by R$0.37 million when compared to 2010. For 4Q11,

other net expense was higher than the same period last year by R$0.17 million.

3.6. Financial Income (Expense)

Financial income resulted from two main sources: interest on financial investments and interest

and penalties on late payment of premiums from beneficiaries. Financial expenses refer primarily

to the debentures held with Bradesco bank.

The interest on debentures is paid every semester on February 25 and August 25, following the

“DI” rate, with a 2.75% spread y-o-y until December 29, 2011, and a 1.675% y-o-y spread

beginning December 30.

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2010/2011

Expenses related to provision for risks (1,255) (1,098) 14.3% (3,858) (3,887) -0.7%

Other income 185 196 -5.6% 768 1,163 -34.0%

TOTAL (1,070) (902) 18.6% (3,090) (2,724) 13.4%

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2010/2011

Financial income

Income from short-term investments 10,135 4,068 149.1% 31,100 10,046 209.6%

Interest and fine on late payment of health plans 6,124 3,080 98.8% 20,565 11,397 80.4%

Other income 301 70 330.0% 1,081 562 92.3%

Total 16,560 7,218 129.4% 52,746 22,005 139.7%

Financial expenses

Debentures Interest (12,237) (13,203) -7.3% (54,635) (46,912) 16.5%

Other financial expenses (3,725) (927) 301.8% (9,978) (4,293) 132.4%

Total (15,962) (14,130) 13.0% (64,613) (51,205) 26.2%

TOTAL 598 (6,912) -108.7% (11,867) (29,200) -59.4%

8


4. Generation of Operating Cash (EBITDA and Adjusted EBITDA) 1,2,3

Our fourth quarter Adjusted EBITDA increased 37.1% y-o-y, from R$46.1 million in 4Q10 to R$63.2 million in

4Q11. Our consolidated Adjusted EBITDA increased 44.4% in 2011, from R$174.0 million in 2010 to R$251.3

million in 2011, achieving a margin of 37.2% in 2011.

(1) EBITDA and Adjusted EBITDA are presented because management believes that they are significant indicators of financial performance.

According to the IFRS, EBITDA and the Adjusted EBITDA are not indicators of financial performance and shall not be considered as an

alternative to net profit, operational performance, operating cash flow, or as a liquidity indicator.

(2) EBITDA and Adjusted EBITDA consist of net income before income tax and social contribution, financial income, financial expense, and

depreciation and amortization. “Other adjustments” include items such as spending on acquisitions and associations; costs of corporate

restructuring and operational provisions for stock option plan; interest and penalties on late fees; and other non-cash adjustments.

(3) Figures related to 2010 have been extracted from unaudited financial information of pro forma Qualicorp S.A. financial statements. The

information related to 4Q10 are exclusively from Qualicorp S.A. For further details refer to section 3.9 of our Final Prospectus and Appendix

IV included on this earnings release.

ADJUSTED EBITDA (R$ MM)

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2010/2011

Net Income 8,818 (19,067) -146% (33,670) (22,776) 47.8%

(+) Taxes 7,996 5,031 59% 33,134 20,778 59.5%

(+) Depreciation and Amortization 35,552 32,703 9% 129,772 99,858 30.0%

(+) Financial Expense 15,962 14,682 9% 64,613 51,758 24.8%

(-) Financial Income 16,560 7,774 113% 52,746 22,561 133.8%

EBITDA 51,768 25,575 102% 141,103 127,057 11.1%

EBITDA Margin 27.0% 18.9% 20.9% 27.0%

One-time extraordinary bonus - - NA 46,212 - NA

Expenses incurred with Societary and Operational reestructuring - 885 NA - 1,861 NA

Expenses incurred in preparation for IPO 241 (100) NA 10,627 1,721 NA

Non-cash Stock Option Plan Expense 4,744 12,690 -62.6% 22,696 23,334 -2.7%

Interest and fine on late payment of health plans 6,125 3,635 68.5% 20,565 11,953 72.0%

Other 312 3,398 -90.8% 10,070 8,056 25.0%

Adjusted EBITDA 63,190 46,083 37.1% 251,273 173,982 44.4%

Adjusted EBITDA Margin 33.0% 34.0% 37.2% 37.0%

9


5. Cash Earnings

Our Cash Earnings consider the adjustments resulting from extraordinary expenses, as described above, as well

as the adjustment of amortization of certain intangible assets related to the implementation of IFRS on the

business combination transaction and the amortization of deferred assets related the portfolio acquisitions.

CASH EARNINGS (R$ MM)

a) These expenses are related to “One-time Extraordinary Bonus”, “Non-cash Stock Option Plan Expense”,

“Expenses incurred in preparation for IPO” and partially to “Others”, as per the section 4 of this release.

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2011/2010

Net Income 8,818 (19,067) -146.2% (33,670) (22,776) 47.8%

Total one-time expense (a) 7,380 18,109 -59.2% 92,772 36,491 154.2%

Amortization Clients Relationship 14,637 14,189 3.2% 57,204 56,756 0.8%

Tax Effect Goodwill Amortization 16,587 966 NA 66,348 3,864 NA

Portfolio Acquisition Amortization 8,606 3,141 174.0% 27,074 12,564 115.5%

TOTAL 56,028 17,338 223.2% 209,728 86,899 141.3%

10


6. Capital Expenditures

CAPEX IN IT (R$ MM) TOTAL CAPEX (R$ MM) 1

(1) Excludes expenses related to portfolio acquisitions and exclusivity contracts

(2) Does not include the investment made as a guarantee asset on Qualicorp Administradora de Benefícios S.A., according to the

33rd normative instruction by the ANS, from October 5, 2009.

.

7. Capital Structure

2011 2010Inc (Dec)

2011/2010

Current Debt 75,622 56,719 33.3%

Long Term Debt 295,574 354,074 -16.5%

TOTAL 371,196 410,793 -9.6%

Cash and cash equivalents(2) 369,668 139,094 165.8%

TOTAL NET DEBT 1,527 271,699 -99.4%

11


Forward-looking statements

This release may contain forward-looking statements concerning the

business outlook, estimates of operating and financial results and growth

prospects of Qualicorp S.A. These statements are based exclusively on the

expectations of the management of Qualicorp S.A. regarding the prospects of

the business and its continued ability to access capital markets to finance its

business plan. These forward-looking statements are highly sensitive to

changes in the capital markets, government regulations, competitive

pressures, the performance of the industry and the Brazilian economy and

other factors, as well as to the risk factors highlighted in documents

previously filed by Qualicorp S.A., and therefore are subject to change

without prior notice.

12


Appendix I – Income Statement

4Q11 4Q10Inc (Dec)

4Q11/4Q102011 2010

Inc (Dec)

2011/2010

NET OPERATING REVENUE 191,706 135,536 41.4% 676,058 470,034 43.8%

Cost of Services (50,300) (34,318) 46.6% (180,229) (119,798) 50.4%

GROSS PROFIT 141,406 101,218 39.7% 495,829 350,236 41.6%

Operanting Income (expenses) (125,190) (108,342) 15.6% (484,498) (323,032) 50.0%

Administrative expenses (66,433) (63,341) 4.9% (290,719) (181,301) 60.4%

Selling expenses (45,835) (35,909) 27.6% (155,504) (119,329) 30.3%

Losses on uncollectible receivables (11,852) (8,198) 44.6% (35,185) (19,678) 78.8%

Other operating income (expenses), net (1,070) (894) 19.7% (3,090) (2,724) 13.4%

16,216 (7,124) -327.6% 11,331 27,204 -58.3%

Financial income 16,560 7,774 113.0% 52,746 22,005 139.7%

Financial expenses (15,962) (14,682) 8.7% (64,613) (51,205) 26.2%

16,814 (14,032) -219.8% (536) (1,996) -73.1%

INCOME TAX AND SOCIAL CONTRIBUTION (7,996) (5,035) 58.8% (33,134) (20,780) 59.5%

Current (2,020) - NA (20,021) (56,630) -64.6%

Deferred (5,976) (5,035) 18.7% (13,113) 35,850 -136.6%

NET (LOSS) INCOME FOR PERIOD 8,818 (19,067) -146.2% (33,670) (22,776) NA

Attributable to

Controlling interest 8,818 (19,067) -146.2% (33,898) (22,776) 48.8%

Noncontrolling interest - - NA 228 - NA

Controlling interest 8,818 (19,067) -146.2% (33,670) (22,776) 47.8%

EARNINGS PER SHARE - R$

Continuing operations:

Basic (Reais per share) 0.0341 (0.0737) 0 (0.1373) (0.0881) 0

INCOME FROM OPERATIONS BEFORE FINANCIAL

INCOME (EXPENSES)

INCOME BEFORE INCOME TAX SOCIAL

CONTRIBUTION

13


Appendix II – Balance Sheet

2011 2010Inc (Dec)

2011/2010

CURRENT ASSETS

Cash and cash equivalents 369,668 139,094 165.8%

Short-term investments 12,233 6,521 87.6%

Trade receivables 49,028 16,085 204.8%

Other assets 31,876 15,691 103.1%

Other financial assets 29,446 12,388 137.7%

Other non-financial assets 2,430 3,303 -26.4%

Related Parties -

Total current assets 464,700 177,391 162.0%

NONCURRENT ASSETS

Long-term assets

Trade receivables 947 421 124.9%

Deferred income tax and social contribution 273,645 17,200 NA

Other assets 3,913 4,315 -9.3%

Other financial assets 3,913 4,315 -9.3%

Total long-term assets 278,505 21,936 NA

Investments 66 66 0.2%

Property, plant and equipment 18,833 9,400 100.3%

Intangible assets

Goodwill 1,030,147 1,298,601 -20.7%

Others intangible assets 1,063,057 945,737 12.4%

Total noncurrent assets 2,390,607 2,275,740 5.0%

TOTAL ASSETS 2,855,307 2,453,131 16.4%

CURRENT LIABILITIES

Debentures 75,622 56,719 33.3%

Taxes payable 19,243 9,561 101.3%

Premiums to be transferred 36,127 8,764 312.2%

Financial transfers payable 8,151 4,384 85.9%

Payroll and related taxes 21,843 17,876 22.2%

Transferable prepayments 42,317 28,268 49.7%

Related parties - 1,221 NA

Other payables 81,621 26,909 203.3%

Total current liabilities 284,925 153,702 85.4%

NONCURRENT LIABILITIES

Debentures 295,574 354,074 -16.5%

4,487 0 NA

269,477 288,446 -6.6%

Provision for risks 51,006 44,537 14.5%

Deferred income 5,818 526 1006.1%

Others 29 0 NA

Total noncurrent liabilities 626,391 687,583 -8.9%

EQUITY

Capital 1,809,341 1,466,630 23.4%

Capital reserves 40,505 17,192 135.6%

Earnings reserves 145,044 145,044 0.0%

Accumulated losses (50,918) (17,020) 199.2%

Total equity majority shareholder 1,943,972 1,611,846 20.6%

Noncontrolling interest in subsidiaries 19 - 0,0%

Total equity 1,943,991 1,611,846 20.6%

TOTAL LIABILITIES AND EQUITY 2,855,307 2,453,131 16.4%

Income tax and social contribution

Deferred income tax and social

14


Appendix III – Cash Flow Statement

2011 2010Inc (Dec)

2011/2010

CASH FLOW FROM OPERATING ACTIVITIES

(536) (4,971) NA

Adjusts 221,111 66,317 233.4%

Depreciation and Amortization 129,772 34,754 NA

Result from selling Imobilized Assets and others 40 (59) NA

Stock Option Program 23,313 23,334 NA

Payments to executives under stock option plan - (10,145) NA

Financial Expenses 64,320 17,393 NA

Provision for Risks 3,666 1,040 NA

Adjusted profit (loss) 220,575 61,346 259.6%

Origin Cash provided by operating activities (3,180) (1,312) 142.4%

Cash provided by operating activities 217,395 60,034 262.1%

Interest paid on taxes and trade payables (55,801) (57) NA

Income tax and social contribution paid (23,195) (18,882) NA

Net cash provided by operating activities 138,399 41,095 236.8%

CASH FLOW FROM INVESTING ACTIVITIES - - 0.0%

Increase in short-term investments (4,662) (6,410) NA

Investments in intangible assets (168,501) - NA

Purchase of property, plant and equipment (13,423) (1,180) NA

Amount paid in acquisition (Medlink), less cash acquired (435) - NA

Non-Controlling participation 19 - NA

Amount paid in acquisition (Praxis), less cash acquired (23,534) - NA

Acquisition of intangible - (1,299,574) NA

Net cash used in investing activities (210,536) (1,307,164) -83.9%

CASH FLOW FROM FINANCING ACTIVITIES

Payment of debentures (40,000) 301,158 NA

Receipt by the issuance of shares 342,711 1,104,004 NA

Cash provided by (used in) financing activities 302,711 1,405,162 -78.5%

INCREASE IN CASH AND CASH EQUIVALENTS, NET 230,574 139,093 65.8%

Cash and cash equivalents at beginning of period 139,094 1 NA

Cash and cash equivalents at end of period 369,668 139,094 165.8%

Profit (losses) before income tax and social contribution

15


Appendix IV – Income Statement 2010 “Pro Forma”

(1) t refers to Qualicorp's results from January 1st 2010 to March 31st.

(2) It refers to Qualicorp's results from April 1st 2010 to June 30th 2010.

(3) It refers to Qualicorp's results from July 1st 2010 to September 30th 2010.

(4) It refers to Qualicorp's results from October 1st 2010 to December 31st 2010.

(5) It refers to Qualicorp's results from January 1st 2010 to December 31st 2010.

Total Pro

Forma

Qualicorp

Part.

03/31/2010(1)

Total Pro

Forma

Qualicorp

Part.

06/30/2010(2)

Total Pro

Forma

Qualicorp

Part.

09/30/2010(3)

Qualicorp

Part.

10/31/2010

Qualicorp

Part.

11/30/2010

Qualicorp

Part.

12/31/2010

Total Pro

Forma

Qualicorp Part.

12/31/2010(4)

Total Pro

Forma

Qualicorp Part.

12/31/2010(5)

NET OPERATING REVENUE 96,988 111,050 126,458 45,399 45,305 44,834 135,538 470,034

Cost of Services (25,324) (27,498) (32,658) (11,053) (11,627) (11,638) (34,318) (119,798)

Income (expenses) operation

Administrative expenses (35,825) (40,937) (41,327) (8,375) (8,478) (46,359) (63,212) (181,301)

Selling expenses (26,752) (24,866) (31,682) (10,440) (11,428) (14,161) (36,029) (119,329)

Losses on uncollectible receivables (2,742) (3,779) (4,958) (1,659) (1,462) (5,078) (8,199) (19,678)

Other operating income (expenses), net - - - - - - - -

Outras (despesas) receitas operacionais líquidas 111 (1,383) (550) (88) (516) (298) (902) (2,724)

INCOME FROM OPERATIONS BEFORE

FINANCIAL INCOME (EXPENSES)6,456 12,587 15,283 13,784 11,794 (32,700) (7,122) 27,204

Financial income 3,818 4,250 6,719 2,376 2,406 2,436 7,218 22,005

Financial expenses (11,548) (11,809) (13,719) (4,692) (4,573) (4,865) (14,130) (51,205)

INCOME BEFORE INCOME TAX SOCIAL

CONTRIBUTION(1,274) 5,028 8,283 11,468 9,627 (35,129) (14,034) (1,996)

INCOME TAX AND SOCIAL CONTRIBUTION (2,450) (4,038) (9,259) (6,110) (4,421) 5,498 (5,033) (20,780)

Current (11,078) (14,457) - - - (31,095) (31,095) (56,630)

Deferred 8,628 10,419 (9,259) (6,110) (4,421) 36,593 26,062 35,850

- - - - -

NET INCOME FOR THE YEAR (3,724) 991 (976) 5,358 5,206 (29,631) (19,067) (22,776)

Qualicorp Buyout(4)

16


A. Acquisition of Praxisolutions Consultoria de Negócios

e Corretora de Seguros Ltda.

On July 26, 2011, the Company, through its direct subsidiary Qualicorp Corretora de Seguros S.A.,

signed a “Stock Purchase and Other Agreements” for the acquisition of 80% capital share of

PraxiSolutions Consultoria de Negócios e Corretora de Seguros Ltda. (“Praxis”) for R$24 million.

The acquisition of Praxis is aligned with the Company’s strategy of investing in new business

opportunities, providing new products and services for current and future customers. Praxis is a

broker specialized in development and distribution of mass insurance such as life insurance,

capitalization, home insurance and financial protection, extended warranty and guarantee of basic

income.

B. Acquisition of Divicom portfolio

On April 18, 2011, the Company, through its subsidiaries, signed a contract of assignment and

transfer of rights and obligations, brokerage and other agreements with Divicom Administradora de

Benefícios Ltda. (“Divicom”) to acquire the rights of administration and selling certain contracts of

affinity segment, which as of the signing date had a portfolio of 60 thousand lives with estimated

monthly revenue of approximately R$1.2 million.

The transaction value of R$20 million (70% paid in cash and remaining 30% to be paid by the end of

12 months) will be adjusted one year after the contract was signed, according to certain pre-

negotiated terms, for certain changes in the acquired portfolio. The portfolio migration was completed

on October 24, 2011, with a total of 59.9 thousand migrated lives.

Additionally, there is an earn-out structure provided in the contract, where Divicom can receive up to

R$5 million, with R$2.5 MM 12 months after the migration is completed and R$2.5 million 24 months

after the migration is completed. These payments are conditioned to an annual goal of 36 thousand

new gross lives sold in each year. These payments can be adjusted proportionally depending on the

actual performance, but are limited to R$2.5 million per year.

Key Events in 2011 and Other Subsequent Events

17


C. Acquisition of the portfolio of Sociedades Newport Consultoria e

Corretora de Seguros Ltda. (“Newport”) and NWP Assessoria em Negócios

Comerciais e Corretagem de Seguros Ltda. (“NWP”)

On October 17, 2011, the Company through its direct subsidiary Qualicorp Corretora de Seguros

S.A. signed a “Contract of Assignment and Transfer of Rights and Other Agreements” for the

acquisition of 75% of Newport and NWP’s current portfolio.

Newport and NWP work as brokerage service providers of individual and corporate collective

healthcare insurance (medical and dental care), life insurance, car and home insurance and private

pension. For the period of July 2010 to August 2011 they generated gross revenue of

approximately R$6.5 million. At the time of acquisition, Newport and NWP’s portfolio of customers

consisted of approximately 83 thousand lives: 41 thousand in health insurance, 33 thousand in

dental care and 9 thousand in life insurance.

Newport and NWP will continue to work in their commercial functions in partnership with Qualicorp

and will have a co-brokerage of 25% of the current portfolio, as well as new customers that may

integrate Qualicorp portfolio due to the commercial effort from their operations.

For 75% of Newport and NWP’s revenue, Qualicorp will pay 12 equal installments, consecutive and

with no inflation adjustment, that will begin after the assignment is effective. After 12 months of

completing the transaction Qualicorp will have the possibility of exercising the option to purchase

the remaining 25% of the revenue.


18



D. Acquisition of the portfolio of Afinidade Administradora

and Equilibrar Corretora.

On December 22nd, 2011, the Company, through its subsidiaries, signed a contract of assignment and

transfer of rights and obligations, brokerage and other agreements with Afinidade Administradora de

Benefícios Ltda. (“Afinidade Administradora”) and Equilibrar Corretora de Seguros Ltda. (“Equilibrar

Corretora”). The Agreement is subject to the fulfillment of certain conditions and obligations arising

from the contracts related to the activities of (i) Benefits Administrator, as “Affinity Group Health Plans”

and (b) brokerage services, concluded between the Afinidade Administradora and Equilibrar Corretora

and the respective Affinity Groups and/or Health Plans Operators.

The company Afinidade Administradora operates in health and dental plans administration, focusing on

the “Affinity Group Health Plans” (Affinity Segment). The company Equilibrar Corretora operates in the

business of rendering of representative, agency, commission and brokerage services related to

insurance on key segments and health care plans (health and dental plans), as well as other

complementary brokerage services.

Afinidade Administradora manages approximately 30 thousand lives, with more than 80 million

premiums issued over the last 12 months. Afinidade Administradora represents approximately 40

entities administering and commercializing products from approximately 10 health plan operators on

their behalf. The Company operates primarily in Distrito Federal and also has operations in the states

of Rio de Janeiro, Minas Gerais, Ceará and Bahia.

Equilibrar Corretora will continue to operate all of its commercial functions in an exclusive partnership

with Qualicorp.

19

Documents

Apresentação do PowerPoint€¦ · Our portfolio of beneficiaries in the Affinity segment grew 61.8% in 2011, when compared with 2010, with 42.6% growth in our Affinity Health portfolio