Corporate presentation

Investor Relations
Corporate
presentation
August 2012
Brazilian Telecommunications Market
Oi: Profile, Footprint and Strategy
Operational and Financial Results
Attachments
1
BRAZIL SNAPSHOT
Income Classes
Land Area
2005
• 8.5 Mn Km2 (80% of the size of Europe)
Population
• 191 Mn inhabitants (5th largest)
• 57 Mn households (84% urban)
2011
Income*
A/B
15%
22%
R$ 2,907
C
34%
54%
R$ 1,450
51%
24%
R$ 792
6th largest economy in the world
• GDP: US$ 2.5 Trillion (2011)
• Currency – US$ 1.00 = R$ 1.88 (Dec/11)
D/E
Strong expansion in GDP per capita combined with record low unemployment
rate have resulted in a significant shift in income classes
* Average income per household
Source: PNAD, O Observador – OPSOS2011, IBGE
2
BRAZIL’S IMPORTANCE IN THE WORLD ECONOMY GROWS AND
TELECOM IS KEY TO FURTHER DEVELOPMENT OF THE COUNTRY
Where we were
Where we are
GDP, current prices,
trillions of US$, 2007
GDP, current prices,
trillions of US$, 2011
14
USA
4.4
Japan
15.1
USA
China
7
5.9
China
3.5
Japan
Germany
3.3
Germany
3.6
England
2.8
France
2.8
France
2.6
Brazil
2.5
England
2.5
Italy
2.1
Spain
1.4
Italy
2.2
Canada
1.4
Russia
1.9
Brazil
1.4
India
1.8
3
THERE IS POTENTIAL TO INCREASE PENETRATION AND
INTEGRATION OF TELECOM SERVICES IN BRAZIL
Dec/11
Fixed voice penetration
Lines/homes
Mobile penetration
Lines/ population
77%
125%
70%
88%
121%
106%
100%
Broadband penetration
Accesses/ homes
30%
137%
Pay TV penetration
Subscribers/ homes
23%
42%
48%
75%
82%
Source: Anatel, Pyramid
87%
61%
4
BRAZILIAN TELECOM SECTOR EVOLUTION
1998
PREPRIVATIZATION
• State – owned
monopoly
• Lack of Investments
• Low quality of services
• Huge pent-up demand
• Incipient Internet
2003
2008
2012
POSTPRIVATIZATION
FOCUS ON
COMPETITION
CURRENT
SCENARIO
• Multiple players
• Focus on universal
competition and quality
of services
• Expansion of fixed and
mobile services
• GSM Launch
• Broadband start-up
• Consolidation
• Mature fixed; mobile
and broadband as
growth drivers
• Convergence in early
stages
• Launch of 3G (2008)
• Expansion of Pay-TV
(Cable TV and DTH)
• Tough competition
• Mature Mobile
services: multiple chip
is a market trend (on
net-calls)
• Pay-TV and broadband
as growth drivers
• 3G services is a reality
• Convergent Players
5
BRAZILIAN TELECOM INDUSTRY
MATURE LOCAL FIXED VOICE
• Accesses losses (FMS in accesses)
• Lower traffic per terminal (FMS in traffic)
• More competitive market in high-end and SME (new
entrants)
CONTINUED EXPANSIONS IN THE MOBILE DATA MARKET
WITH STRONG COMPETITION
Brazilian Market (Jun/12)
Access (million)
Fixed
Broadband
Pay TV
15
Wireline
18
43
• Market evolution, mainly in the pre-paid (naked sim-card)
market based in the multiple chip trend
• ARPU for the industry has been reduced
• Different business models
256
BROADBAND AND PAY TV WITH STRONG GROWTH
• Fierce competition in areas that concentrate high-end clients
• Continuous expansion and falling ARPU
• Penetration:
• Fixed Broadband: 31% of households
• Pay TV: 25% of households
Mobile
CAGR (03-11):
 Broadband: 39%
 Mobile: 23%
 Wireline: 1%
 Pay-TV: 17%
Source: ANATEL, Teleco and Team analysis; FMS - Fixed to Mobile 6
Substitution; SME - Small & Medium Enterprises
BRAZILIAN TELECOM INDUSTRY: MOBILE MARKET
MOBILE MARKET*
(MILLION)
242.2
202.9
174.0
150.6
44.1
256.1
46.9
35.8
30.4
27.9
122.7
2008
143.6
2009
167.1
2010
Pre-paid
Includes 3G (mini-modem and data package)
Source: Teleco, Anatel and Team analysis
198.2
209.2
2011
Jun/12
• Naked sim-cards continues as a national
trend
• Penetration rate reached 130% in Jun.12
• Multiple chip is a market trend (on net-calls)
• Pre-Paid: represents 82% of the total access
Post-paid
7
BRAZILIAN TELECOM INDUSTRY: BROADBAND
MARKET
Fixed Broadband
BROADBAND MARKET
(MILLION)
30.1
24.3
12.2
19.8
7.9
16.0
12.1
• Broadband: Strong growth in accesses
• Fixed broadband penetration: 31% of
households (18.0 MM access)
• ADSL corresponded to 64% of total
fixed broadband accesses and 43% of
the total (fixed + mobile) in Dec/11.
6.0
Mobile Broadband
4.6
2.1
10.0
11.4
2008
2009
13.8
2010
Fixed Broadband
17.9
16.4
2011
Mar/12
• Mobile broadband becomes an alternative
for broadband access
• 84% growth in the last 12 months
• 51% of total mobile broadband in jun/12
were 3G (mini-modem) users
Mobile Broadband
1) Mobile broadband includes 3G (mini-modem) and M2M
Source: Teleco, Anatel and Team analysis
8
BRAZILIAN TELECOM INDUSTRY: PAY-TV
PAY-TV MARKET
(MILLION)
14.5
12.7
0.2
Pay TV
0.2
9.8
8.4
7.5
0.3
0.4
2.8
4.5
3.8
4.3
5.0
5.5
2008
2009
2010
2011
6.3
0.4
2.1
Cable
*Others: MMDS and UHF
Source: Teleco, Anatel and Team analysis
DTH
7.0
5.9
• Pay-TV: Strong growth in accesses
• Penetration: 25%
• DTH represents for 83% of net
additions in the 2Q12
• Pay-TV: More growth opportunities in
classes C and D due to lower households
penetration
Jun/12
Others*
9
COMPETITION: MAIN TELECOM GROUPS IN BRAZIL
Economic Group
Vehicle
Service
Clients mkt share
Revenue mkt share
Fixed
43%
Mobile
19%
Fixed Broadband
30%
Pay TV
3%
Fixed
25%
Mobile
30%
Fixed Broadband
21%
Pay TV
5%
Embratel
Fixed*
20%
Claro
Mobile
25%
Net/Embratel
Fixed Broadband
29%
Net/Embratel
Pay TV
54%
Tim
~Pure Mobile
Mobile
27%
14%
Nextel
Pure Mobile
Mobile
-
4%
Sky
Pure Pay TV
Pay TV
31%
5%
Fixed*
7%
Fixed Broadband
11%
Pay TV
2%
Fixed*
5%
Mobile
-
Fully Integrated
Telefônica
Telmex / AMX
GVT
Others
Integrated
~Pure Fixed
Fixed Broadband
9%
Pay TV
5%
Jun/12
22%
26%
24%
3%
2%
*information based on Mar/12
Source: Teleco
10
Brazilian Telecommunications Market
Oi: Profile, Footprint and Strategy
Operational and Financial Results
Attachments
11
CORPORATE SIMPLIFICATION
• 3 listed companies
• 7 share classes
• Complex capital structure
• 1 listed company
• 2 share classes
• Capital structure improvement
TNL
•
•
TNLP3
TNLP4
TMAR
•
•
•
TMAR3
TMAR5
TMAR6
BRT
•
•
BRTO3
BRTO4
COMMON
PREFERRED
TmarPart
56.4%
TmarPart
-
Direct
controllers
12.1%
Direct
controllers
39.1%
Free-float
31.5%
Free-float
60.9%
OI S.A.
•
•
OIBR3
OIBR4
12
CURRENT OWNERSHIP STRUCTURE
PT
12.1%
AG Tel
19.3%
LF Tel
19.3%
FATL
11.5%
BNDES
13.1%
Previ
9.7%
Funcef
7.5%
Petros
7.5%
100%
Telemar Participações
(TmarPart)
17.7%
Oi S.A. (OIBR)
OI S.A. (Bovespa: OIBR4/OIBR3 & NYSE:OIBR / OIBR.C)
Shares**
Capital Mn
shares
Other
TmarPart
FreeFloat
Controlling*
%
%
%
ON
514,757,934
56.4
12.1
31.5
PN
1,125,269,709
0.0
39.1
60.9
Total
1,640,027,643
17.7
30.6
51.7
100%
Telemar Norte Leste
*Includes minorities stakes of,PT, AG, LF, FATL, BNDES and Pension Funds
** ex-treasury
Listed company
13
Competitive differentials
Broad Infrastructure
Lidership in covergence
• 4,505 municipalities covered by fixed
network
• 178 thousand of Km of Optic Fibers
• Oi has 6 thousand cellular towers connected
to its Fiber
• Oi covers ~80% of Brazilian households
• 10 years of experience in convergence: in
Brazil, Oi pioneered convergent Telecom
offers that changed the market
Proven Execution Capacity
• Anticipation of universalization targets in 2001
• Launch of Oi Mobile in region 1, being the fourth entrant, reaching leadership in market share after 3
years
• Reaches 20% market share in the city of SP in 2 years
• Integration with BrT done in around 1 year, capturing more than R$1 billion in synergies
14
BROAD INFRASTRUCTURE
GLOBAL
NATIONAL
23,000 Km
155,000 Km
Globenet submarine
cables
interconnecting the
Americas
National backbone
Largest coverage
area in Brazil
REGIONAL
• Present in all
Brazilian states
and +5,500
municipalities
• 30,000 km of
LOCAL
Largest public WiFi
network in Brazil
Over 4,500 sites
covered by satellite
metropolitan rings
One of the largest and most diversified Telecom networks in the world
Source: Oi, Anatel, Atlas Brasileiro de Telecomunicações 2011; Teleco; press
15
UNIQUE POSITION HARD TO BE REPLICATED
NATIONWIDE PRESENCE + FULL BUNDLE
• Unique last mile capillarity to meet growing
demand in Brazilian social mobility
• Company in the best position to take
advantage on governmental digital inclusion
programs
Only company
able to offer
bundles across
the entire
country*
* Except SP B2C
• North and Northeast regions grew 14% and
15% in past 3 years (Brazil grew 10%): Oi has
a leadership position in the regions that
grow the most
16
CHANGE IN APPROACH FROM PRODUCT TO SEGMENT
PRODUCT
Fixed
Voice
Broad
band
SEGMENTS
Mobile
Pay TV
RESIDENTIAL
PERSONAL
MOBILITY
CORPORATE
AND BUSINESS
Leverage largest
residential customer
base in Brazil
Increase
competitiveness to
attend fair share of
the market
Maintain leadership
position in the
segment and enter
new markets (SP &
IT)
17
CHANGE IN APPROACH FROM PRODUCT TO SEGMENT
SEGMENTS
RESIDENTIAL
PERSONAL
MOBILITY
CORPORATE
AND BUSINESS
Residential RGU’s
Personal Mobility RGU’s
Business / Corporate RGU’s
(Million)
(Million)
(Million)
43.3
18.4
17.8
18.0
0.4
3.8
0.4
4.4
0.5
4.8
14.2
13.0
12.7
2010
2011
Jun/12
Pay TV
Fixed broadband
Fixed line
37.5
4.9
32.6
2010
Pre-Paid
5.3
38.0
2011
45.2
5.8
7.4
7.8
8.4
1.8
2.2
2.6
0.5
0.5
0.5
5.0
5.1
5.2
2010
2011
Jun/12
39.4
Jun/12
Post-paid
Pay TV
Fixed broadband
Fixed line
18
WE HAVE A STRATEGY FOCUSED IN SEVEN KEY
INICIATIVES
PERSONAL
MOBILITY
RESIDENTIAL
•1 Leverage the largest
residential base in
Brazil
•2 Grow presence in
prepaid and leverage
differentials
1a
• Consolidate leadership
position in fixed
broadband
•3 Capture fair share of
high-end post-paid
customers
1b
• Complete Residential
Bundle with TV offer
•4 Capture measure data
growth
CORPORATE
AND BUSINESS
•5 Regain historical
presence in SME
•6 Make Oi relevant
player in SP corporate
•7 Position Oi as
important ICT provider
1c
• Maintain leadership in convergence
Structural Enablers
•
Reinforce the organization
•
Improve network capacity and coverage
•
Aggressively expand channel expansion
•
Improve service quality in customer service and field service operations
Source: Pyramid, IDC
19
Aggressive Commercial activity
Residential
Mobility
• Convergent offering of unlimited fixed and mobile
pre-paid services (unlimited calls from ‘Oi Fixo’ and
‘Oi Cartão’ for just R$ 29.90 per month)
• ‘Oi Smartphone’ plans: Integrated and unlimited
voice, internet, SMS and Oi WiFi services, and
aggressive discounts for smartphones
• ‘Oi Internet Total’: access
anywhere via fixed and 3G network
and wi-fi. Already represents 10% of
high speed broadband sales;
• Subsidized mini-modem for new ‘Oi Velox 3G’ clients
• ‘Oi TV Mais HD Package’, with 78 paid channels for R$
39.90/month (in the first 3 months). Most appealing
entry-level package with HD of the market
• Unlimited calls to any Oi and local ‘Oi Fixo’ for 30 days
for just R$14.90
New offerings and plans for residential and mobility
clients leverage quarterly sales
20
The reduction of TRADITIONAL TELECOM FRONTIERS,
BRINGS OPPORTUNITIES AND Oi is ALREADY CAPTURING THEM
Internet
Over the top
IT
Telecom
(2012)
(2012)
(2011)
(2011)
FEMTOCELL
LTE
(2012)
Media
FIBRA
IPTV
Financial services
(2012)
(2009) (2012)
(2011)
21
Brazilian Telecommunications Market
Oi: Profile, Footprint and Strategy
Operational and Financial Results
Attachments
22
REVENUE GENERATING UNITS (RGUS)
2Q12 x 1Q12
TOTAL REVENUE GENERATING UNITS – RGUS
(THOUSAND)
69.693
64,083
827
7,355
37,496
771
7,848
43,263
65,939
825
7,783
39,260
70,826
Residential
72,334
757
8,112
729
8,370
44,106
45,198
The wireline client base decreased at a slower
pace while broadband and pay TV accelerated,
resulting in growth of the base and reverting
the downward trend.
Personal Mobility
Acceleration of post-paid growth and focus on
greater profitability of the pre-paid base
18,404
17,810
18,072
17,850
18,037
2010
2011
Jun/11
Mar/12
Jun/12
Residential
Personal Mobility
Business / Corporate
Business / Corporate
Maintenance of growth pace within the
segment
Others
23
Residential CLIENT BASE
2Q12 x 1Q12
RESIDENTIAL - RGUs
(THOUSAND)
Convergence
18,404
17,810
18,072
17,850
18,037
402
351
358
396
487
4,412
4,128
4,614
4,806
3,841
Through bundled solutions, the Company
remains focused on increasing the residential
base with more than one product. The total
residences with more than one Oi
product/service grew 2.7 pp, totaling 6,529
thousand and representing more than 50% of
total households
Sales Channels and Portfolio
14,161
2010
13,046
2011
Fixed Line
13,585
Jun/11
12,841
Mar/12
Fixed broadband
12,744
Jun/12
In line with the strategy of strengthening the
channels, growth of Oi-owned stores and
franchises, as well as the change in the
commission system for partners, contributed
to the result.
Pay TV
24
Personal mobile CLIENT BASE
2Q12 x 1Q12
PERSONAL MOBILITY - RGUs
(THOUSAND)
43,263
37,496
5,285
39,260
45,198
5,570
5,791
38,536
39,407
4,823
4,891
32,605
44,106
Post-paid
37,978
34,437
The sales performance of post-paid plans
stems from the addition of more benefits to
the offers and the strengthening of sales
channels, which started in 3Q11 and advanced
in 2012. These are already bearing fruits. We
highlight that in the first half of 2012 Oi was
the market leader in terms of post-paid net
additions in Brazil.
Pre-paid
2010
2011
Pre-paid
Jun/11
Mar/12
Post-paid
Jun/12
The new plan structure brings a clearer
communication for the consumer and is part of
a more aggressive position in the prepaid
market to leverage sales and revenue.
25
Business / corporate CLIENT BASE
2Q12 x 1Q12
BUSINESS / CORPORATE - RGUs
(THOUSAND)
7,848
7,783
2,242
2,280
523
513
7,355
1,806
512
Business
8,112
8,370
2,385
2,596
535
526
• Mobile line sales grew 36%
• Mobile data activation grew 54%
• Investment in training the teams and new
regional offices
• Increase sales consultants specialized in Oi’s
entire service portfolio to 4,300 people
Corporate
5,037
5,083
4,989
5,192
5,249
2010
2011
Jun/11
Mar/12
Jun/12
Fixed line
Broadband
Mobile
• Fixed data grew 5%
• Mobility grew 10%
• Expansion of the IT and Communications
product portfolio
• The beginning of the execution of a specific
plan for SP market
• The redesign of the client service model
26
CONSOLIDATED NET REVENUE
2Q12 x 1Q12
CONSOLIDATED NET REVEUES*
(R$ MILLION)
29,479
890
8,620
8,021
More complete pay TV and broadband offers
help build the wireline clients’ loyalty through
bundles, reflecting directly on ARPU
improvement and, as consequence, reversal of
the historical downward trend for Residencial
revenues.
27,907
746
8,470
Personal Mobility
8,190
7,077
6,802
6,909
155
2,111
2,106
2,429
145
2,070
2,229
2,466
1Q12
2Q12
11,949
10,501
197
2,122
2,089
2,669
2010
2011
2Q11
Residential
Residential
Personal Mobility
Business / Corporate
The performance were manly due to the
upturn revenues from SMS and 3G services
and outgoing calls, thanks to growth of the
client base, partially offset by lower network
usage, due to decline in MTR.
Other Services
* The pro-forma results amount to the old TNL data as if the takeovers had occurred on January 1, 2011
27
CONSOLIDATED EBITDA
2Q12 x 1Q12
CONSOLIDATED EBITDA*
(R$ MILLION)
The performance basically results from the
combination of three factors:
• Accelerated RGUs growth in all business
segments
• Net Revenue growth, driven by the
reversal of the historical downward trend
in the residential segment
• Stable costs and expenses, which remained
at an appropriate level for the Company’s
moment within the strategic plan.
10,295
8,766
2,476
2,012
2,141
2010
2011
2Q11
1Q12
2Q12
34.9%
31.4%
35.0%
29.6%
31.0%
These results are in line with Oi’s long-term
strategy, announced at Oi Investor Day.
EBITDA Margin
* The pro-forma results amount to the old TNL data as if the takeovers had occurred on January 1, 2011
28
Net Income
NET INCOME
(R$ MILLION)
Following the approval of the corporate
reorganization on February 27th, 2012, the
shareholders of TNL, Coari and TMAR became
shareholders of Oi S.A., as TNL and Coari were
374
extinguished and TMAR became a wholly-owned
346
subsidiary of Oi S.A. Therefore, the numbers
presented herein represent Oi S.A. (the remaining
Company and new name of Brasil Telecom S.A.) at the
end of June 2012. However, in order to make for
64
easier understanding, we are presenting the
consolidated pro-forma results for the first quarter of
2Q11
1Q12
2Q12
2012 and fourth quarter of 2011, equivalent to the
former TNL’s figures, with the exception of Net
Income, as if the mergers had taken place on January
Net income as the basis for payment of
dividends. Oi S.A. now includes all of
shareholders of the group
1st, 2011.
29
Capex
2Q12 x 1Q12
CAPEX
(R$ MILLION)
Network and 4G
Capex grew 25% vs. 1Q12 mainly due to the
expansion of the broadband network and 3G
coverage and the acquisition of the 4G license
4,959
783
286
3,090
616
226
3,890
2,248
2010
Network
2011
1,042
1,091
136
52
855
183
99
809
2Q11
1Q12
IT Services
1,360
431
67
862
2Q12
Others
30
indebtedness
GROSS DEBT
(R$ MILLION)
NET DEBT
(R$ MILLION)
32,845
29,920
7,667
29,719
4,579
24,979
3,979
31,737
3,240
23,535
5,087
22,253
2010
25,140
2011
Long Term
18,711
28,866
28,497
Mar/12
Jun/12
16,326
16,207
2011
Jun/11
17,472
19,892
Jun/11
2010
Mar/12
Jun/12
Short Term
31
Debt Pro forma
TOTAL DEBT PROFILE
(After hedge)
Interest
GROSS DEBT AMORTIZATION
(R$ billion)
Currency
31,737
1,764
3,007
3,564
Foreign,
1.8%
CDI,
Others, 42%
42%
BRL,
98.2%
TJLP,
16%
Gross
Debt
2012
2013
2014
2,269
2015
4,180
16,953
2016
2017
onwards
FUNDING SOURCES
(R$ billion)
Balanced debt profile, with average term
and cost of 5.1 years and 103.5% of CDI,
respectively, and post-hedge foreign
exchange exposure of 1.8%
31,737
1,026
10,175
8,185
1,575
2,275
6,052
4,502
Gross Borrowing Bonds
Debt Costs and
Hedge
Debentures
Asia
Europe/ National CommerAsia
Develop- Cial Banks
32
ment Bank
Guidance & Dividend Policies
Dividend Policy
Guidance
(R$ billion)
PARAMETERS
2012
2015
Revenue Generating Units (RGU) million
74.9
106.8
Residential
19.8
25.7
Personal Mobility
45.8
67.8
Business/Corporate
9.3
13.3
Net Revenue - R$ billion
28.9
38.6
EBITDA – R$ billion
8.8
12.8
Capex – R$ billion
6.0
6.0
Net Debt – R$ billion
24.9
28.4
2012-2015: TOTAL AMOUNT OF R$ 8 BI
R$3 Bln already paid (May and August/12)
3
2012
2
2
2013E
2014E
1
2015E
Covenants
• Net Debt /EBITDA: 3.0x
• Net debt includes payment of dividends of the
fiscal year
• EBITDA registered in the year prior to the year
of dividend payment
Thanks to these results, the company reaffirms its confidence and reiterates the guidance
and dividend policies announced at the Investors Day
33
Brazilian Telecommunications Market
Oi: Profile, Footprint and Strategy
Operational and Financial Results
Attachments
34
BROAD INFRASTRUCTURE SIGNIFICANTLY SUPERIOR
TO THE COMPETITION
Municipalities Covered by Fixed
Network by Operator
Thousands of Km of Optic Fibers
by Operator
Oi has 6
thousand cellular
7x
towers connected to
its Fiber
3x
4,505
5x
168
Oi covers ~80% of
Brazilian households
124
51
34
644
134
Telefônica América
Móvil
118
GVT
América Telefônica
Móvil
GVT
35
FIXED INCOME: BONDS AND RATINGS
BONDS
~R$ 9.1 billion in
the international
capital market
Issue
Feb/12
Sep/11
Sep/10
Apr/09
Dec/10
Maturity
Feb/22
Sep/16
Oct/20
Apr/19
Dec/17
Amount (R$ Mn)
US$1,500
BRL 1,100
US$ 1,787
US$142
EUR 750
Coupon (% annual)
5.75%
9.75%
5.50%
9.50%
5.12%
Yield (% annual) - issued
5.75%
9.875%
5.50%
9.625%
5.33%
Yield (% annual) - current
5.28%
8.43%
5.00%
5.29%
4.26%
RATINGS
Oi´s soundness is
reflected in the ratings
awarded by the world’s
leading risk assessment
agencies
Agency
Global Scale
Local
Foreign
Currency
Currency
Domestic
Scale
Fitch
BBB
BBB
AAA(bra)
Moody’s
Baa2
Baa2
Aaabr
S&P
BBB-
BBB-
brAAA
36
Financials
Operational
MAIN HIGHLIGHTS
Oi S.A. Pro-Forma
2Q12
1Q12
2Q11
2011
2010
Revenue Generating Unit (‘000)
72,334
70,826
65,939
69,680
63,956
Residential (‘000)
18,037
17,850
18,072
17,796
18,277
Personal Mobility(‘000)
45,198
44,106
39,260
43,264
37,757
Business / Corporate(‘000)
8,370
8,112
7,783
7,848
7,094
729
757
825
771
827
Net Revenue (R$ million)
6,909
6,802
7,077
27,907
29,479
EBITDA (R$ million)
2,141
2,012
2,476
8.766
10,295
EBITDA margin (%)
31.0%
29.6%
35.0%
31.4%
34.9%
Net Debt (R$ million)
23,535
17,472
16,207
16,326
18,711
Available Cash (R$ million)
8,202
15,373
8,772
13,393
11,209
Capex (R$ million)
1,360
1,091
1,042
4,959
3,090
Others (‘000)
37
Oi’s shareholders
ON
% extreasury
PN
% extreasury
TOTAL
% extreasury
Telemar Participações
290,549,788
56.4%
-
-
290,549,788
17.7%
Portugal Telecom
36,367,992
7.1%
218,668,046
19.4%
255,036,038
15.6%
Andrade Gutierrez
-
-
76,090,214
6.8%
76,090,214
4.6%
La Fonte
-
-
76,090,366
6.8%
76,090,366
4.6%
20,072,379
3.9%
38,582,008
3.4%
58,654,387
3.6%
Petros
204,547
0.04%
2,096,861
0.2%
2,301,408
0.1%
Funcef
471,434
0.1%
4,345,650
0.4%
4,817,084
0.3%
BNDES
4,952,568
1.0%
24,163,249
2.1%
29,115,817
1.8%
Outros
162,139,226
31.5%
685,233,315
60.9%
847,372,541
51.7%
TOTAL (ex-treasury)
514,757,934
100%
1,125,269,709
100%
1,640,027,643
100%
Treasury
84,250,695
72,808,066
157,058,761
TOTAL
599,008,629
1,198,077,775
1,797,086,404
Oi S.A.
Previ
38
Portugal telecom ownership structure in OI
35%
Portugal
Telecom
12.1%
AG
19.3%
35%
Fundação
Atlântico
11.5%
LF
19.3%
BNDES /
Pension Funds
37.8%
100%
15.6%
Telemar
Participações
17.7%
Oi S.A.
PT economic interest in Oi
Through AG
2.8%
Through LF
2.8%
Through TmarPart
2.1%
Direct in Oi
15.6%
Total
23.3%
39
AG ownership structure in OI
Portugal
Telecom
12.1%
AG
19.3%
Fundação
Atlântico
11.5%
LF
19.3%
BNDES /
Pension Funds
37.8%
100%
4.6%
Telemar
Participações
17.7%
Oi S.A.
AG economic interest in Oi
Through TmarPart
3.4%
Direct in Oi
4.6%
Total
8.1%
40
LF ownership structure in OI
Portugal
Telecom
12.1%
AG
19.3%
Fundação
Atlântico
11.5%
LF
19.3%
BNDES /
Pension Funds
37.8%
100%
Telemar
Participações
17.7%
Oi S.A.
4.6%
LF economic interest in Oi
Through TmarPart
3.4%
Direct in Oi
4.6%
Total
8.1%
41
BNDES ownership structure in OI
Portugal
Telecom
12.1%
AG
19.3%
LF
19.3%
Fundação
Atlântico
11.5%
BNDES
13.1%
Previ
9.7%
Funcef
7.5%
Petros
7.5%
100%
1.8%
Telemar
Participações
17.7%
Oi S.A.
BNDES economic interest in Oi
Through TmarPart
2.3%
Direct in Oi
1.8%
Total
4.1%
42
Previ ownership structure in OI
Portugal
Telecom
12.1%
AG
19.3%
LF
19.3%
Fundação
Atlântico
11.5%
BNDES
13.1%
Previ
9.7%
Petros
7.5%
Funcef
7.5%
100%
3.6%
Telemar
Participações
Previ economic interest in Oi
Through TmarPart
1.7%
Direct in Oi
3.6%
Total
5.3%
17.7%
Oi S.A.
43
Petros ownership structure in OI
Portugal
Telecom
12.1%
AG
19.3%
LF
19.3%
Fundação
Atlântico
11.5%
BNDES
13.1%
Previ
9.7%
Petros
7.5%
Funcef
7.5%
100%
0.1%
Telemar
Participações
Petros economic interest in Oi
Through TmarPart
1.3%
Direct in Oi
0.1%
Total
1.5%
17.7%
Oi S.A.
44
funcef ownership structure in OI
Portugal
Telecom
12.1%
AG
19.3%
LF
19.3%
Fundação
Atlântico
11.5%
BNDES
13.1%
Previ
9.7%
Petros
7.5%
Funcef
7.5%
100%
0.3%
Telemar
Participações
Funcef economic interest in Oi
Through TmarPart
1.3%
Direct in Oi
0.3%
Total
1.6%
17.7%
Oi S.A.
45
CORPORATE STRUCTURE – shareholders rights
BOARD MEMBERS
DIVIDENDS
•
•
All shares and ADR OIBR.C: right to receive a
minimum 25% of adjusted annual net income
Preferred Shares and ADR OIBR: minimum of 6%
of Capital divided by the total number of shares or
3% of Shareholders’ Equity divided by the total
number of shares, whichever higher
•
•
FISCAL COMMITTEE MEMBERS
TAG ALONG
•
•
Common shares have a tag along right
of 80% of the value paid upon acquisition of
control under existing Corporate Law
The Preferred shares do not have tag along rights
•
VOTING RIGHTS
•
•
Common shares have full rights to vote
at shareholder meetings
Preferred shares have right to vote only under
specific circumstances (a)
Minority shareholders (15% or more of the voting
shares) have the right to appoint one board
member (out of 17)
Preferred shareholders (10% or more of the total
capital) have the right to appoint one board
member (out of 17)
3 to 5 members, appointed by:
• Controlling Shareholder (Telemar
Participações) – 3 members
• Minority Shareholders (10% or more of the
voting shares) – 1 members
• Preferred Shareholders – 1 member
REDEMPTION RIGHTS
•
Shareholders have the right to redeem under
certain special circumstances (b)
(a) Approval of management service agreements with foreign entities related to the controlling shareholders; issuance of a new class or increase of an existing class of
preferred shares and/or change in the advantages and benefits of preferred shares or in the conditions for their redemption; full right to vote if the Company does not
pay dividends for three consecutive years. (b) Issuance by the Company of a new class or increase of an existing class of preferred shares; change in preference right of
shares or in the conditions for their redemption; reduction on statutory dividend; merger or spin-off of the company; participation of the Company in a group of
46
companies; change in corporate purpose
INVESTOR RELATIONS
IR Contacts
This presentation contains forward-looking
statements. Statements that are not historical
facts, including statements about our beliefs
and expectations, are forward-looking
statements and involve inherent risks and
uncertainties. These statements are based on
current plans, estimates and projections, and
therefore you should not place undue reliance
on them. Forward-looking statements speak
only as of the date they are made, and we
undertake no obligation to update publicly any
of them in light of new information or future
Bayard
Gontijo
55 21 3131-2972
bayard.gontijo@oi.net.br
Marcelo
Ferreira
55 21 3131-1314
marcelo.asferreira@oi.net.br
Cristiano
Grangeiro
55 21 3131-1629
cristiano.grangeiro@oi.net.br
Patricia
Frajhof
55 21 3131-1315
patricia.frajhof@oi.net.br
Matheus
Guimarães
55 21 3131-2871
matheus.guimaraes@oi.net.br
Michelle
Costa
55 21 3131-2918
michelle.costa@oi.net.br
Leonardo
Mantuano
55 21 3131-1316
leonardo.mantuano@oi.net.br
events.
Address:
R. Humberto de Campos, 425 – 7º andar
Leblon Rio de Janeiro - RJ
Visit our website: www.oi.com.br/ir
Twitter: www.twitter.com/oi_investors
47