Private Company - GP Investments

Bradesco’s 2nd Brazil Investment Forum
• Company Overview
• Attractive Valuation
• Business Development
• Appendix
o
o
o
o
Shareholder Information
Update on Portfolio Cos.
Case Studies
Seasoned Team & Bios
2
• Company Overview
• Attractive Valuation
• Business Development
• Appendix
o
o
o
o
Shareholder Information
Update on Portfolio Cos.
Case Studies
Seasoned Team & Bios
3
Since 1993
22 years of history
History of Innovation and Success
Founding
the Firm
GPCPII
GPCPIII
Second
private
equity fund: total
commitments of
US$800 million
Third
private
equity fund: total
commitments of
US$250 million
GP Investments
was founded as
an asset manager
dedicated
to
private
equity
activities
1993 1994 1997
Management
Change
GPCPV
GPCPIV &
Perp. Bond
Antonio Bonchristiano
and
Fersen
Lambranho take over
control
of
GP
Investments as part of
a natural succession
plan
2001 2003
GPRE
Fourth private equity
fund:
total
commitments
of
US$1.3 billion
First
dedicated
real estate fund
Perpetual
bond
issuance of US$190
million
2005 2006 2007
2008 2010
2012 2013 2014
Follow on
Offer
GPCP
First
private
equity fund: total
commitments of
US$500 million
Fifth
private
equity fund: total
commitments of
US$1.1 billion
GP Tech
IPO
Only locally raised
private
equity
fund:
total
commitments of
R$130 million
IPO raised net
US$308 million
through a primary
offering for new
investments
Equity follow-on
offering
that
raised
US$232
million in primary
capital
Infrastructure
Beginning of dedicated
infrastructure practice
4
Shareholding Structure
Partners Holding:
o Conflict Resolution Rule
o Succession Rule
o Financing Young Shareholders
o Two Controlling Shareholders
Partners Holdings
Free Float
34%
66%
Voting & Non Voting Shares
Non Voting Shares
GP Investments
The only listed investment vehicle active in Brazil
Note: Quantitative data considers the number of shares as of February 9, 2014
5
Organizational Structure
US$1 billion raised for a
permanent capital base
Equity – US$640m
Capital Gains
+
Dividends
Debt – US$390m
GP INVESTMENTS
• Perpetual Bonds - $190m
• LT Bank Loan (2020) - $200m
Management
+
Performance Fees
Fund Management
Direct Investments
GP Asset
Management
Private Equity
Real Estate
GP Advisors
Infrastructure
Spice PE
BRZ
Investimentos
Par Corretora
6
People: Our Main Asset
Profile of our MD’s and Directors
Age
Years with GP
More than
15 years
0 - 4 years
37%
19%
More than 45
years
19%
13%
25%
31%
10 to 14
years
5 to 9 years
56%
30 to 39
years
40 to 44
years
Operating Experience
Background
No operating
experience
Economics
CEOs
13%
13%
44%
19%
44%
CFOs/
Directors
* Data comprises 16 Managing Directors, as of December, 2014
69%
Engineering
Business or
Law
7
Proven Investment Strategy
Active Management
Create value through active management and an operationallyoriented approach
Control or Joint-Control
Ensure influence and implementation of strategic, managerial and
operational change
EBITDA growth
Create value through revenue growth and margin expansion
Focus
Established Business
Mid-to-Large Size Companies
Domestic Economy
LatAm Strategy with Brazil Focus
Target
8
VALUE
Transforming Companies Through Value Creation
PUBLIC COMPANIES
PRIVATELY-HELD
COMPANIES
BR Properties
TIME
9
Extensive Investment Expertise – Value Creation Strategy
We have accumulated 22 years of a successful history and a unique track record developing
leading companies in various sectors
Value Creation Strategy*
Greenfield/
Start-up
7%
Turnaround
15%
Organic Growth
56%
Consolidation
22%
* Excludes technology investments
10
Deal Sourcing – A Competitive Advantage
The vast majority of the deals are sourced proprietarily thanks to GP’s proven track record and the
extensive network the team has built in the region
Transaction Source
Investment Strategy / Criteria
Family-owned
companies
Non-core assets from larger
companies
Organic
Growth
Consolidation
Turnaround
11
• Company Overview
• Attractive Valuation
• Business Development
• Appendix
o
o
o
o
Shareholder Information
Update on Portfolio Cos.
Case Studies
Seasoned Team & Bios
12
GP Investments’ Valuation
Investment Company
44%
Discount
on NAV
Stock Price: US$1.82
As of Apr 6, 2015
GP INVESTMENTS
Net Cash
Net Cash
Public
Companies
Market Cap
10% Liquidity
Discount
Private
Companies
Implied 91%
Discount
to FMV
Zero Market
Value
Asset Management Business
Fund Management
Direct Investments
GP Asset
Management
GP Advisors
Develop
New
Asset
Classes
Growth
in AUM
Private Equity
Real Estate
Infrastructure
Spice PE
BRZ
Investimentos
Par Corretora
13
NAV Breakdown
Portfolio Companies
Public Companies:
Target Price
(Sell Side): R$ 3.2
US$ 14 mm
US$ 22 mm
Target Price
(Sell Side): R$ 18.5
US$ 33 mm
US$ 32 mm
Target Price
(Sell Side): R$ 5.1
US$ 21 mm
US$ 28 mm
Stake at
NAV:
US$ 35 mm
US$ 57 mm
Acquisition Cost or DCF:
US$ 22 mm
US$81mm
US$ 38 mm
US$ 14 mm
US$ 4 mm
US$ 21 mm
US$ 35 mm
NAV: US$ 315.3 mm (74%)
Net Cash & Other Assets/Liabilities:
NAV: US$ 108.7 mm (26%)
NAV (@Dec31): US$424.0 mm (~ 44% Discount* versus Market Cap of US$228.8 mm)
Note: Market cap data and sell side coverage as of Apr 6, 2015
* Discount considering NAV of December adjusted for new number of shares outstanding as of Febuary 2015
14
GP Investments Portfolio is Essentially Private
4Q14 NAV Breakdown
Public companies
Public
Companies
24%
liquidity is much lower
Private
Companies
51%
Private companies’
NAV represents a
significant portion of
than the Ibovespa
GP’s market
average:
capitalization:
6% vs. 20%
US$214mm vs.
(avg. 30-days volume / free float)
Real Estate
US$228mm
Net Cash & Other
Assets/Liabilities
25%
* Market capitalization as of April 6, 2015
15
Current Portfolio is Resilient to a Potential Economic Downturn
Key Strength
Company
Competitive Advantage
• Brazil’s leading human resources and outsourcing service company, Allis is pursuing a
repositioning strategy focusing on greater value-added services based on field marketing
solutions
Operational
Improvements for B2B
Market
• Largest player in the market affiliating more than 20,000 professionals with extensive assistance
coverages
• Local, multi-unit business model operating in the large and growing infrastructure market
• Focused on business tourism (three and four-star brands) in areas with high economic activity
Presence in Markets
with Repressed
Demand
• Robust distribution platform in a segment with high growth potential
Real Estate Portfolio
Consumer Retail
Chains with Resilient
Business Model
Low Exposure to
Brazil
• Presence in resilient markets: non-triple A office and middle class residential
• Leading sporting goods retailer in a market that has relatively lower competition. Model
appealing to consumers from classes A to C
• Emotional connection with women from income classes B2 and C (mostly). Cultural habit of
prioritizing expenditure with beauty and hair care
• World’s most vertically integrated refractory producer, 65% of sales outside Brazil
16
Sale of Sascar to Groupe Michelin
On June 9, 2014, GP Investments announced the sale of 100% of Sascar to Groupe Michelin
Transaction
Overview
Investment
Thesis and Value
Added
Post-Investment
Developments
 Enterprise value of R$1.6 billion (approximately US$714 million at the
exchange rate at the time of the announcement)
 Gross cash-on-cash multiple of 2.2x and estimated gross IRR of 23% in US$
in about three years
 Opportunity to enter Brazil’s mobile resource management market that was
dynamic and promising, but significantly underserved
 Continued growth into fleet management segment, and development through
technological innovation and results-oriented culture
 Mr. Marcio Trigueiro and his team led the company through continued growth
into fleet management segment, improving profitability
 EBITDA for 2013 was R$114 million; CAGR from the date of GPCPV
acquisition was 35% and EBITDA margin rose significantly
Note: return figures are gross of taxes, fees and amounts held in escrow accounts
17
Sale of BR Towers to American Tower Corp.
On June 15, 2014, GP Investments announced the sale of 100% BR Towers to American Tower
Transaction
Overview
Investment
Thesis and Value
Added
Post-Investment
Developments
 Enterprise value of R$2.18 billion (approximately US$978 million at the
exchange rate at the time of the announcement)
 Gross cash-on-cash multiple of 2.3x and estimated gross IRR of 52% in US$
in about two years
 Tower market would face a considerable expansion during the coming years with
telcos having to meet 3G and 4G coverage goals
 Brazil’s infrastructure requirements met GP Investments’ expertise in sourcing
non-obvious deals and delivering growth
 BR Towers has delivered more than 300 BTS projects, in addition to managing
more than 4,000 towers from Oi and Vivo
 EBITDA consistently increased over the last quarters, reaching R$32 million in
4Q13, with an 78% margin
Note: return figures are gross of taxes, fees and amounts held in escrow accounts
18
18
Sound Operating Performance Confirms the Resilience of Our Portfolio
Sound operating performance reaffirms the hypothesis that our current portfolio is resilient to a
potential economic downturn, what is reflected in the premium valuation paid for Sascar and BR Towers
Operational improvements for B2B market
Presence in markets with repressed demand
NET REVENUES
NET REVENUES
In R$ million
In R$ million
CAGR
+23%
CQGR
+41%
286
41
230
208
32
152
2010
2011
2012
2013
In R$ million & %
2010
1Q13
2Q13
In R$ million & %
CAGR
+35%
3Q13
4Q13
80%
78%
CQGR
+44%
40%
37%
46
16
EBITDA & Margin
EBITDA & Margin
30%
15
73%
32%
68%
114
66
2011
26
84
2012
2013
32
11
11
1Q13
2Q13
3Q13
4Q13
Note: The acquisition of usage rights on 2,113 towers from Oi started contributing to revenues in August,
2013
19
Recent Transactions Have Unlocked Significant Value...
The comparison between the value of GP Investments’ stake in Sascar and BR Towers over time with
the FMV based on the EV of the recent transactions shows the significant FMV growth trajectory.
Value of GP Investments Stake in Sascar Over Time
Value of GP Investments Stake in BR Towers Over Time
In US$ million
In US$ million
94
87
+132%
+148%
62
64
50
40
3Q13
51
35
4Q13
1Q14
2Q14
3Q13
4Q13
1Q14
2Q14
Note: 2Q14 FMV is based on the enterprise value of the purchase and sale agreement and is net of the companies’ estimates of net debt, transaction expenses and taxes, and
includes amounts held in escrow accounts.
20
...and Confirm the Thesis that Our Portfolio is Conservatively Valued
The combined result of the sale of the two assets confirms the hypothesis that our assets are
conservatively valued and that the real values of the assets are only fairly recognized at the time of a sale
Highlights
 The transactions of Sascar and BR Towers represented, together, an increase in GP Investments
NAV of US$64.5 million in the 1H14 (US$68.8 million if favorable FX effect is considered) or US$36.9
million if the amount that is expected to be held in escrow is not included
 The divestments of Sascar and BR Towers announced in June reaffirm the thesis that our porftolio is
resilient…
 … and confirms the hypothesis that our assets are conservatively valued and that their real values
are only fairly recognized at the time of their sale
• Even our public companies are essentially private and conservatively valued
• BHG’s take-private tender offer announced on August 8th, 2014 confirms the
thesis. Our partner that is funding the transaction offered a premium of 36% to the
latest closing price
Note: NAV increase calculation is net of the companies’ estimates of net debt, transaction expenses and taxes
21
• Company Overview
• Attractive Valuation
• Business Development
• Appendix
o
o
o
o
Shareholder Information
Update on Portfolio Cos.
Case Studies
Seasoned Team & Bios
22
Fund Management
A
Since its inception in 1993, GP Investment has invested in 53 companies and raised over US$5 billion from
investors around the world
GP INVESTMENTS
Develop
New
Asset
Classes
GP Asset
Management
1
Private Equity
2
Growth
in AUM
3
Real Estate
Infrastructure
•
Over US$5 billion raised in 6 private equity funds and one real estate fund, with US$1.2 billion of proprietary capital invested.
More than US$4 billion of capital returned to investors
•
New dedicated teams to develop asset management activities in segments that are familiar to us and where we have already
been highly successful
o
In the Real Estate space, where we intend to manage funds to capitalize on our track record with Gafisa, BRMalls and
BR Properties
o
Our team focused on Infrastructure will make the best possible use of the knowledge GP Investments gained from
investments such as Telemar/Oi, ALL and Equatorial, among others
Note: Returns as of June 30, 2014.
(1) Calculated by the average entrance and exit of each investment, weighted by the value of cash flows.
(2) Invested Capital does includes any fees or expenses related to the Fund
23
A
Fund Management
PRIVATE
EQUITY
• Largest track record of the region
• 6 private equity funds raised
• 53 deals in 15 industries
• 3 active funds
• US$880 million in AuM
• Seasoned investment team
REAL
ESTATE
• Experience translated into a combined
market cap of over US$7.5 billion in four
of the largest publicly traded companies
in the sector
• Experience in the infrastructure sector
translates into US$9.9 billion in market
value in some of the best and largest
Brazilian infrastructure companies
• R$14 billion invested in the RE market in
Brazil through four companies in the
main industry segments: residential,
office, retail and hospitality
• 7 deals executed in the sector
• Currently, GPRE, our first Real Estate
fund, has 22 projects in its portfolio with
US$1.4 billion in projected sales value
(“PSV”)
• 9 companies in current portfolio
• Talented team with industry experience
and vast network
Note: Combined market cap as of April 06, 2015
INFRASTRUCTURE
• Access to deal flow and dedicated
funding
• Dedicated team with deep industry
knowledge
• Team’s extensive sector experience
facilitates creation of strategic
partnerships
24
1
PRIVATE EQUITY: 53 Acquisitions in 15 industries
Consumer Goods
Diversified
42 deals
Kuala
Fratelli Vita
Mahler
Leitbom
Hypermarcas
Oil & Gas
San Antonio
Entertainment/
Restaurants
Hopi Hari
Fogo de Chão
Playcenter
Healthcare
Health
and Beauty
Treatments
HR Services
Tempo
Imbra
Beleza Natural
Real
Estate
4 deals
Real Estate /
Shopping Malls
Gafisa
BRMalls
BR Properties
Logistics
Infra
7 deals
ALL
FCA - Ferrovia Centro
Atlântica
Technology & Other
iG
Ibest
Mandic
Patagon
+ 13 Others
Industrial
Lupatech
Magnesita
EBAM
Retail
Submarino
Shoptime
OfficeNet
Sé Supermercados
Supermar
ABC Supermercados
Centauro
HR Services
Allis
Mobile Resource
Mobile Resource
Management
Sascar
Education
Estácio
Hotels
BHG
Tele
communications
Telemar
Geodex
Pegasus
BR Towers
Utilities
Equatorial
Currently in portfolio
Partially realized
Realized investment
25
1
PRIVATE EQUITY: Seasoned Investment Team
Team with the longest tenure (14 years on average) and experience in executing deals
Currently in
Portfolio
Companies
Fersen
Lambranho
Eduardo
Alcalay
Danilo
Gamboa
Thiago
Rodrigues
João
Junqueira
Rubens
Freitas
Octavio
Pereira Lopes
CEO
Chairman
Managing
Director /
Head of PE
Managing
Director
Managing
Director
Managing
Director
Managing
Director
Managing
Director
48
53
46
40
37
36
37
43
21
17
9
11
9
7
10
18
CEO
(Estácio)
--
CFO
(Magnesita)
CFO
(LBR)
CEO
(Magnesita)
(Equatorial)
BA: FGV
and USP
BA: USP
MBA: MIT
BA: USP
Antonio
Bonchristiano
Title at GP
Age
Years with GP
Former Associate
at GP
Operating
Experience
Education
No
CEO (Submarino) CEO (Lojas
CFO (Supermar) Americanas)
BA: University
BA: UFRJ
of
MSc: UFRJ
Oxford
OPMP: Harvard
CFO
(GP Investments)
BA: USP
BA: ITA
MBA: Wharton MBA: Harvard
BA: USP
MBA: Wharton
7 Investment Associates
Current position
26
1
PRIVATE EQUITY: Historical Returns
Top returns achieved through different economic cycles
Volatile Brazil
US$ (in millions)
Stable Brazil
GPCP I
GPCP II
GP Tec
GPCP III
GPCP IV
1994
1997
2001
2005
2007
2008
12
23
4
6
7
5
Total commitment
500.0
800.0
65.0
250.0
1,300.0
1,100.0
Invested capital
543.4
799.7
17.2
239.7
1,188.2
710.2
Current value
854.5
1,612.7
116.3
621.1
873.6
704.7
Amount distributed (US$ million)
854.5
1,612.7
116.3
571.0
678.9
311.3
Multiple of invested capital
1.6 x
2.0 x
6.8 x
2.6 x
0.7 x
1.0x
Average holding period
6.6 y
7.2 y
4.3 y
5.2y
5.9y
2.9y
Gross IRR (US$)
11.3%
10.6%
60.2%
41.7%
-6.9%
-0.2%
Gross IRR (R$)
22.7%
14.7%
55.3%
35.8%
-5.3%
8.3%
Vintage
# of deals
• Broader investment
strategy
• FX volatility
• No capital markets
activity
• Lack of strategic buyers
• Longer holding periods
Note: Returns as of December 31, 2014
(1)
Calculated by the average entrance and exit of each investment, weighted by the value of cash flows.
(2)
Invested Capital does includes any fees or expenses related to the Fund
(3)
BHG’s price per share considered at R$19
GPCP V
•
•
•
•
More focused investment strategy
Stable FX environment
Development of capital markets
Growing interest from long-term
and strategic investors
• Shorter holding periods
27
A
Fund Management
PRIVATE
EQUITY
• Largest track record of the region
• 6 private equity funds raised
• 53 deals in 15 industries
• 3 active funds
• US$880 billion in AuM
• Seasoned investment team
REAL
ESTATE
• Experience translated into a combined
market cap of over US$7.5 billion in four
of the largest publicly traded companies
in the sector
• Experience in the infrastructure sector
translates into US$9.9 billion in market
value in some of the best and largest
Brazilian infrastructure companies
• R$14 billion invested in the RE market in
Brazil through four companies in the
main industry segments: residential,
office, retail and hospitality
• 7 deals executed in the sector
• Currently, GPRE, our first Real Estate
fund, has 22 projects in its portfolio with
US$1.4 billion in projected sales value
(“PSV”)
• 9 companies in current portfolio
• Talented team with industry experience
and vast network
Note: Combined market cap as of April 06, 2015
INFRASTRUCTURE
• Access to deal flow and dedicated
funding
• Dedicated team with deep industry
knowledge
• Team’s extensive sector experience
facilitates creation of strategic
partnerships
28
2
Real Estate: Team with Vast Industry Experience
Dedicated Team
Track Record
Company
Sector
Residential
Shopping Malls
Commercial
Total Investments
Invested
Capital
(US$m)
78
63
49
190
Cash on
Cash
(US$)
6.3x
3.2x
2.6x
4.3x
Opportunity to Invest at the Asset Level
Gross
IRR
(US$)
Company
Title
Experience
Company
Education
Antonio
Ferreira
Managing
Director
Director
(16 years in
sector)
BA: USP
and FGV
Daniel Nader
Director
Director
BA: UNIP
MBA: Insper
Luis Mangini
Director
Director
BA: FAAP
MBA: FGV
Henry Semer
Associate
Business
Developer
BA: Unicamp
and FGV
Rafael Melo
Analyst
Investment
Consultant
BA: UNINOVE
Maria Amélia
Marques
Controller
Controller
BA: Mackenzie
Renata
Soares
Legal
Counsel
Legal Counsel
BA: Mackenzie
23.5%
46.6%
26.7%
24.7%
29
2
Real Estate (GPRE I – Development Fund)
As of December 31st, 2014, GPRE had invested or committed to invest R$376 million (~150% of the
total commitment*) since its inception
Highlights
Projects Divested
• First full divestment from a project in November: Gaia
• GPRE currently has 22 projects: 11 residential, 7 offices and 4 mixed
use
• 15 projects have been launched, with an average sales level of 70%
• R$2.7 billion of total PSV, R$1.4 billion to GPRE
• Current FMV of 1.8x C-o-C on more advanced projects and 1.6x in
total fund in US$ (majority of projects are at cost)
Gaia II: located in Jarinu - SP, was
the first logistics project to be
delivered and was successfully
divested
to
Global
Logistics
Properties.
Logistics
Gaia II
The investment generated an IRR of
18.8%
and
a
cash-on-cash
multiple of 1.5x in R$
New Projects Added to GPRE in 4Q14
São Paulo
PSV: R$99 million
Launch: Dec-14
Committed Capital:
R$15 million
Stake GPRE: 42.5%
* The over-investment is possible because the fund is permitted to re-invest proceeds received during
its investment period and this gives it additional dry powder to pursue deals
Central da Barra
Residential
Residential
Ares da Praça
São Paulo
PSV: R$222 million
Launch: Dec-14
Committed Capital:
R$24 million
Stake GPRE: 33%
30
A
Fund Management
PRIVATE
EQUITY
• Largest track record of the region
• 6 private equity funds raised
• 53 deals in 15 industries
• 3 active funds
• US$880 million in AuM
• Seasoned investment team
REAL
ESTATE
• Experience translated into a combined
market cap of over US$7.5 billion in four
of the largest publicly traded companies
in the sector
• Experience in the infrastructure sector
translates into US$9.9 billion in market
value in some of the best and largest
Brazilian infrastructure companies
• R$14 billion invested in the RE market in
Brazil through four companies in the
main industry segments: residential,
office, retail and hospitality
• 7 deals executed in the sector
• Currently, GPRE, our first Real Estate
fund, has 22 projects in its portfolio with
US$1.4 billion in projected sales value
(“PSV”)
• 9 companies in current portfolio
• Talented team with industry experience
and vast network
Note: Combined market cap as of April 06, 2015
INFRASTRUCTURE
• Access to deal flow and dedicated
funding
• Dedicated team with deep industry
knowledge
• Team’s extensive sector experience
facilitates creation of strategic
partnerships
31
3
Infrastructure: Deep Industry Knowledge
Track Record
Company
Dedicated Team
Invested
Capital
(US$m)
Cash on
Cash
(US$)
Gross
IRR
(US$)
Transportation &
Logistics
12
0.9x
(2.0)%
Transportation &
Logistics
141
4.0x
16.4%
Communications
Infrastructure
235
Sector
Communications
Infrastructure
4
1.7x
1.7x
0.4x
(10.7)%
Energy
12*
34.1x
1,338.9%
Communications
Infrastructure
187*
2.3x**
52.2%**
3.0x
*Including co-investment of $8m in Equatorial and $97m in BR Towers
** Estimated figures, gross
Experience
Company
Education
Paulo Mattos
Managing
Director
Executive Vice
President
J.D.: USP
Ph.D: USP
Helcio Tokeshi
Managing
Director
Managing
Director
BE: USP
Masters:
Unicamp
Gustavo
Buffara
Director
Management
Consultancy
BA: FGV
MBA: IMD
Felipe Fingerl
Associate
Investment
Banking
BE: PUC Rio
Paula Pinho
Analyst
Investment
Management
BA: INSPER
Renan
Andrade
Analyst
Management
Consultancy
BA: UFRGS
13.8%
27
618
Title
6.1%
Communications
Infrastructure
Total Investments
Company
15.3%
32
3
Infrastructure : Deep Industry Knowledge
GP Investments’ infrastructure team has been working together for approximately two years. Since then, it
has analyzed more than 130 opportunities. The current pipeline remains robust
Highlights
Focused Investment Strategy
• Complete team with seasoned profissionals with large
experience and connections in the Brazilian infrastructure
sector
Operating
assets
Control or influential minority investments in
brownfield operating assets/companies with
limited development, construction and
environmental licensing risk
Cash flows at
acquisition
Target operating assets with demonstrated
cash flows that mitigate J-curve and
provide downside protection
Value creation
potential
Pursue assets in companies where GP
Infrastructure can enhance returns through
hands-on operational improvements
Corporate
counterparties
Primarily target assets owned by private
sector, not necessarily dependent on
government processes
Partner with
operators
Exclusive partnerships, where additive, with
select local and international operating
partners
• More than 30 opportunities analyzed only in 2014
• Important partneships developed along the years
• Robust pipeline of deals
• Focus on brownfield infrastructure
Recent Developments
• Creation of BR Towers in late 2012 was a
deal sourced and executed by the
infrastructure team. BR Towers became
one of the leading players in the
communication towers sector
• GP Investments was the only financial
sponsor that bid in the Galeão and
Guarulhos airports auctions in Nov. 2013
and Feb. 2012, respectively, in partnership
with experienced airport operators and a
construction company
33
Direct Investments
B
In addition to its asset management business, GP can use its balance sheet cash to invest in
proprietary ventures that can achieve both financial and strategic goals
GP INVESTMENTS
Develop
New
Asset
Classes
3
GP Asset
Management
4
5
Growth
in AUM
Private Equity
Real Estate
Infrastructure
•
GP Advisors focuses on private equity through both secondary investments and direct co-investments, concentrating on
emerging markets opportunities, so providing further products and business diversification for GP Investments. GP
Advisors manages the portfolio of Spice PE
•
BRZ Investimentos is one of the biggest independent asset management firms for institutional investors in Brazil, with 3 main
business units: long-term funds (private equity), fixed income funds and public equity funds.
•
Par Corretora was founded in 1973 as the exclusive broker of insurance products of Caixa Seguros. Most of Par Corretora’s
sales are generated through Caixa Econômica Federal’s nearly 3,900 branches in Brazil
34
4
GP Advisors: Overview
GP Advisors is a good lever for GP to diversify its activities, build a global platform, add new products to the
portfolio and manage another permanent pool of capital
OTHER INVESTORS
(FLOAT)
LARGEST SHAREHOLDER
100%
31.7%
MANAGEMENT
CONTRACT
•
GP Advisors is the business unit within GP Investments that focuses on private equity around the world
through both secondary investments and direct co-investments.
•
The investment team has global reach, but focus on Emerging Markets.
•
GP Advisors’ strategy is focused on developing and managing a diversified private equity portfolio for
clients.
•
The company currently has an agreement with Spice PE (Swiss Listed Vehicle) to manage its existing
portfolio, overseeing more than US$ 200 million of assets, and to develop its new strategy, focused on
investments in emerging markets
35
4
Spice PE: Overview
Spice Private Equity is a listed Switzerland-based investment company with US$203 million of NAV as
of December 31, 2014. Spice PE is managed by GP Advisors
Latest Developments
•
•
•
•
Investment Team
On December 31st, 2014, APEN closed the divestment of its entire
“legacy portfolio” to funds managed by Strategic Partners, the
secondary private equity and fund solutions division of Blackstone, which
will allow the company to concentrate on the pursuit of its new
emerging markets-focused investment strategy
The sale value of US$192mm (US$186.9mm after adjustments for
distributions) will be paid in 5 tranches every 9 months until year-end
2017 and represents a discount of 14% (in US$) to the book value (as of
30 June 2014)
The transaction also transferred US$ 95 million in loan obligation (as
of 30 June 2014), resulting in the full deleveraging of APEN Ltd
Company
Title
Years of
Relevant
Experience
David Salim
CEO
17
Guido Cornella
CFO
15
Meton Morais
Senior
Portfolio
Manager
13
Naoki Ohta
Senior
Portfolio
Manager
13
Emanuele
Bacchin
Associate
6
Liviu Borgovan
Group
Controller
8
As a result of the transaction, APEN Ltd changed its name to Spice
Private Equity Ltd and switch the reporting currency from CHF to USD
Portfolio Before Transaction
Portfolio After Transaction
10%
Prior Relevant
Experience
100%
90%
Emerging Markets
Legacy
Emerging Markets
36
5
BRZ Investimentos: Overview
BRZ Investimentos is one of the largest independent asset managers in Brazil
Awards
Segments
Wealth
Management
Public
Equities
7%
8%
Fixed
Income
Ranking - Participações Magazine (Oct/2012)**
21%
64%
Illiquid
Funds
Assets Under Management Evolution
(In R$ billion)
Ranking
R$ million
Share (%)
6m Growth (%)
1. BRZ Investimentos
2.905,65
99,00
102,25
2. Modal Adm. de Rec.
1.895,31
66,67
65,11
3. BTG Pactual Asset Mgmt
1.174,87
16,16
(37,44)
4. Caixa Economica Federal
964,06
3,61
(95,73)
+27%
4.6
2.3
2.4
2007
2008
4.3
4.5
4.5
2012
2013
2014
3.3
2.8
1.5
0.4
5. Planner Cor. De Valores
817,64
30,75
9,58
2004
* Segments data as of December 31, 2014
* Source: Participações Magazine, published on Oct 25th, 2012, with data as of Jun/2012
0.8
2005
2006
2009
2010
2011
37
5
BRZ Investimentos: Investment Structure and Team
Investment Structure
Investment Team
Agribusiness
PRIVATE
EQUITY
(R$2.9bn)
Years with GP +
BRZ
Education
Nelson Rozental
Director/
Chairman
17
BA: UFRJ
MSc: UFRJ
OPMP: Harvard
Ricardo Propheta
Director
12
BA: USP
Jaime Rangel
Portfolio
Manager
6
BA: Cândido
Mendes
MSc: IBMEC
Tomaz Moura
Portfolio
Manager
5
BA: USP
MBA: Harvard
José Antônio
Rosa Neto
Portfolio
Manager
3
BA: UFRJ
MBA: Harvard
André Silveira
Portfolio
Manager
7
BA: USP
Tiago Cunha
Portfolio
Manager
3
BA: USP
MSc: FGV
Antônio
Benevides
Portfolio
Manager
-
BA: UFF
MBA: IBMEC
Venture Capital
High Grade
High Yield
Fixed Income
Long Only
EQUITIES
(R$352mm)
Title
Infrastructure
Sustainability
FI/CREDIT
(R$943mm)
Company
Long Short
Arbitrage
WEALTH
MANAGEMENT
(R$346mm)
* Segments data as of December 31, 2014
Multi Strategy
38
6
Par: Overview
Par Corretora is the exclusive insurance broker of Caixa, the second largest bank in Brazil
Overview
•
Financial Highlights (R$ mm)
In September of 2013, GP Investments acquired from BRZ
Investimentos a minority stake of the total capital of Par Corretora
Net Sales
274
•
•
•
214
Par Corretora was founded in 1973 as the exclusive broker of
insurance products of Caixa Seguros
136
154
Most of Par Corretora’s sales are generated through Caixa
Econômica Federal’s nearly 3,900 branches in Brazil
2011
2012
On February 12, 2015, Par Corretora filed an application with the
CVM (Brazilian Securities and Exchange Commission) to be
registered as a public company
2013
2014
EBITDA
128
92
33
41
2011
2012
Sales Breakdown (% 2014 of Gross Sales)
5%
2013
2014
Life
6%
Mortgage
Net Income
11%
85
43%
10%
P&C
63
Credit
Insurance
Auto
25%
Other
24
9
2011
2012
2013
2014
3939
• Company Overview
• Attractive Valuation
• Business Development
• Appendix
o
o
o
o
Shareholder Information
Update on Portfolio Cos.
Case Studies
Seasoned Team & Bios
40
Shareholder Information
Listed Vehicle
Market Information
Ticker:
Luxembourg
Ticker:
Bovespa
Number of Shares
Outstanding:
Number of Fully
Diluted Shares:
Ticker:
Perpetual Bond
Portfolio Ownership (as of December 31, 2014)
Funds’
Stake
Coinvestors’
Stake
Total Stake
under GP’s
Control
GP
Investments’
Stake*
GP Investments’
# of Shares
(if listed)
21.4%
3.6%
25.0%
10.2%
Magnesita
III: 3.6%
IV: 16.6%
18.3%
38.8%
San Antonio
IV: 40.7%
V: 17.5%
38.4%
Allis
77.5%
BHG
Company
GPIX LX
GPIV33
135,298,651
175,414,296
GPIXLX10
Note: All data as of December 31, 2014
¹ Includes GP’s direct stakes of 0.3% in Magnesita
Debt / Funds
Perpetual Bond
~ US$160 million
16.3 mm
Cost
10% a.a
7.1%¹
20.3 mm
Maturity
Perpetual
96.6%
20.1 %
-
Long-term Bank
Loan
~ US$109 million
-
77.5%
23.8%
-
Cost
CDI + 2.735%
27.1%
3.1%
30.2%
8.3%
5.2 mm
Maturity
2020
LBR
16.0%
-
16.0%
4.9%
-
GP Funds
EBAM
80.3%
-
80.3%
33.3%
-
GPCPIII
GP Stake
US$250 m
(47.7%)
Centauro
20.2%
10.0%
30.2%
8.1%
-
GPCPIV
GP Stake
US$1,267 m
(31.6%)
Beleza Natural
33.7%
-
33.7%
14.0%
-
GPCPV
GP Stake
US$1,052 m
(43.1%)
Spice PE
-
-
31.7%
31.7%
1.7 mm
Par Corretora
-
-
24.0%
18.0%
BRZ
-
-
83.1%
83.1%
Tempo
-
41
NAV Breakdown (4Q14)
Value of
Investment
Value of Investments*
US$ million
Residual
Acquisition Value
Multiple of
Invested Capital
14.2
103.2
0.1
31.6
40.9
0.8
20.5
5.2
3.9
34.7
39.1
0.9
101.0
188.4
0.5
Decem ber 31, 2014
Publicly-traded Companies
Magnesita
BHG
(1)
(1)
Tempo
(1)
Spice PE(1)
Publicly-Traded Companies
Privately-held Companies/Investments
BRZ Investimentos
(2)
4.1
32.9
0.1
13.7
17.7
0.8
34.5
29.6
1.2
EBAM (3)
38.0
35.2
1.1
Centauro (3)
80.5
59.9
1.3
Beleza Natural (3)
21.1
13.0
1.6
22.4
25.5
0.9
Privately-Held Companies
214.3
213.8
1.0
Total Companies
315.3
402.2
0.8
Allis
(3)
Real Estate Investments
Par Corretora
(4)
(5)
Other Investments
Assets and Liabilities
Cash and Cash Equivalents
Financial Investments
215.6
85.8
Other Assets
145.4
Liabilities
-338.1
Assets and Liabilities
108.7
NAV (Shareholders' Equity)
424.0
*The value of the investments represents GP Investments’ direct and indirect stake in each company within the portfolio
(1) The value of the investment is based on the company’s market capitalization as of December 31, 2014, with a 10% liquidity discount.
(2) The investment in BRZ Investimentos is a direct stake and is therefore consolidated in GP Investments' balance sheet. BRZ's valuation shown above is based on its shareholders' equity as of December 31, 2014.
(3) Discounted cash flow methodology, adjusted by the foreign exchange rate as of December 31, 2014.
(4) Value of the investment is based on the acquisition value for some of the fund’s projects and on DCF methodology for others, according to GPRE’s policies described in the 1Q13 Earnings Release, both adjusted by the exchange rate as
of December 31, 2014.
(5) Value of the investment is based on the acquisition value adjusted by the exchange rate as of December 31, 2014.
42
Contact Information
IR Contacts
Gustavo Pecorari
Texto
[email protected]
Heloy Rudge
[email protected]
Contact: +55 11 3556 5505
Sell-Side Contacts
Texto
Bradesco
Rafael Frade
+55 11 2178-4056
[email protected]
Credit Suisse
Victor Schabbel
+55 11 3701-6337
[email protected]
Itau BBA
Alexandre Spada
+55 11 3073-3004
[email protected]
Nau Securities
Pedro Baptista
+44 (20) 7947 5510
[email protected]
43
• Company Overview
• Attractive Valuation
• Business Development
• Appendix
o
o
o
o
Shareholder Information
Update on Portfolio Cos.
Case Studies
Seasoned Team & Bios
44
Portfolio Companies
Sector
Year of
Investment
GP Funds’
FMV
GP Funds’
Stake*
GP Investments
Indirect FMV
GP Investments
Indirect Stake
Insurance Services
Jan/2007
US$43.0 million
25.0 %
US$20.5 million
10.2 %
Industrial
Aug/2007
US$40.0 million
38.8 %
US$13.5 million
7.1 %
Oil and Gas
Aug/2007
-
96.6 %
-
20.1 %
HR Services
Dec/2007
US$44.8 million
77.5 %
US$13.7 million
23.8 %
Hospitality
Jan/2008
US$102.6 million
30.2%
US$31.6 million
8.3 %
Consumer Goods
Apr/2008
-
16.0 %
-
4.9 %
Aggregates
Feb/2012
US$91.8 million
80.3 %
US$38.0 million
33.3 %
Retail
Nov/2012
US$201.9 million
30.2 %
US$80.5 million
8.1 %
Beauty
Treatment
July/2013
US$50.6 million
33.7 %
US$21.1 million
14.0 %
Company
Note: Data as of December 31, 2014
*Includes co-investors
45
Portfolio Update: Centauro (Private Company)
Centauro is the undisputed leader of Sporting Goods Retail in Brazil, with nearly 230 stores
• Nationwide presence of stores (23 out of 26 states) and significant brand awareness
• Over 5x larger than second largest competitor
• Company stores are important anchors for shopping malls
Focus on both top-line and profitability growth
Results following our Investment Case
• Increase sales per sqm and margins:
 Enhance the in-store customer experience
 Increase operational efficiency in terms of personnel and
processes
 Optimize the allocation of shop space among categories
 Ensure product availability
• Expand sales base: Opportunity to grow in (i) existing shopping
malls, (ii) new shopping malls under development and (iii) Ecommerce
Net Revenue (R$mm)
+20.4%
2,092
1,737
+14.6%
445
492
493
1Q14
2Q14
3Q14
669
4Q14
2013Y 2014Y
• 2014 year-on-year SSS presented a growth of over 12%
while the e-commerce operation expanded by more than
80%
Regular Mall Store Openings
Online Store: renewed focus
on E-Commerce
• Fourth quarter sales were strong due to a successful Black
Friday in November and a strong Christmas in December
46
Portfolio Update: Beleza Natural (Private Company)
Beleza Natural is a beauty institute chain, focusing on Class C consumers and specializing in solutions for curly
hair
Company Overview:
• 21 years of experience in treating hairs of
African Brazilian (“negras e pardas”) women
• Number of stores:
13 at acquisition
26 in 2014, being:

14 in Rio de Janeiro

4 in Minas Gerais

3 in São Paulo

3 in Bahia

2 in Espirito Santo
What Beleza Natural Offers:
Job to be
done
End Result
• Net Revenues: R$216 million (2014)
• CAGR of 31% since‘ 2001
• Number of treatments: ~1.3mm / year
• Product line: in addition to the Super
Relaxante treatment, Beleza Natural has a
full line-up of hair products (~44% of
revenues)
FROM
• Address a typical concern of african
brazilian women with tightly-curly
hair (“cabelo crespo”): (i) improve
the look, by reducing hair volume
and (ii) reduce the effort required to
maintained
• A typical customer expects curly
hairs (“cabelo cacheado”), less
volume, more flexibility and a more
hydrated hair
“Tightly-Curled”
How the job gets done?
Super
Relaxante
TO
• The cornerstone of the hair
treatment offered by BN is the
“Super-Relaxante” – a chemical
formula developped in house
• The product must be applied
monthly by BN (even though most
customers only do it 3-4x / year)
4Q14 HIGHLIGHTS:
• Revenues grew by 31% in the quarter over
3Q14 and by 46% when compared to 2013,
driven by the opening of eight new stores,
carry-over and maturation of stores opened
in 2013 and a 5.6% increase in same-store
sales
Other
support
products
• To
improve
results,
and
complement the Super Relaxante
application, customers are expected
to use daily at home other products
sold by BN
“Curly”
47
Portfolio Update: EBAM (Private Company)
Large infrastructure investments planned for the coming years
Production Capacity
 More than 4mm tons per year
 7 Operating Units:







Bragança Paulista - SP
Brasília – DF
Manaus - AM
Nova Petrópolis – RS
Porto Alegre – MG
Porto Feliz - SP
Serobrita - RJ
Multiple Growth Drivers
Olympic
Games
Oil &
Gas
Transpor
-tation
•
Potential investments of ~ US$14 bn
•
R$299 bn will be destined for the production
and exploration of the pre-salt
•
R$50 bn for the road system expansion
•
R$130 bn for railroads, including high speed lines
•
R$16 bn for Brazilian airports reform
•
Construction of Hydropower on platform systems, of
71 Eolic Energy Centers and of R$37 bn on
transmission lines
•
R$5.5 bn in electric energy connections
•
R$13 bn in water supply networks construction
•
R$12 bn in for water resources investments
•
Total investment: R$280 bn
•
Construction of 2 million new houses in
the second phase
Energy
 3 Greenfield Projects:



Goiânia - GO: one crushed rock
mineral prospect
Porto Alegre - RS: 13 rock and
sand mineral prospects
Rio de Janeiro - RJ: 3 rock and
sand mineral prospects
PAC
MCMV
48
Portfolio Update: Allis (Private Company)
Net Revenues evolution*
R$ mm
+13%
207
2011
298
302
2013
2014
235
2012
EBITDA evolution
R$ mm
• Net revenue expansion of 1.4% in 2014, of which R$79mm
came in the fourth quarter, representing 26% of yearly
revenues
+335%
29.2
22.8
16.4
• Allis has now a revised positioning and service offering, with
increased focus on greater value-added services based on field
marketing solutions
0.2
2011
• Allis has been consistently improving its commercial
activity and adding profitable contracts. The company has
been reporting positive cash flow, allowing it to constantly
reduce its net debt
2012
2013
2014
*Excludes the Facilities Management unit, which was fully divested by the company in 2012
49
Portfolio Update: Magnesita (Public Company)

Magnesita continued to show sustained topline growth in 4Q14 despite weak fundamentals in the global steel industry, mainly Brazil
and Europe, and deteriorating macroeconomic conditions in Brazil.

Magnesita posted net revenue growth above the market average as the strategy of increasing market share in non-core markets
started to bear fruit. Net revenue grew 8.1% overall in 2014, reaching R$2.87 billion
Net Revenues (R$ million)
EBITDA and EBITDA Margin (R$ million)
23%
2,872
+3%
20%
19%
2,656
18%
2,454
2,387
2,276
545
2,319
15%
14%
462
1,927
360
2008
2009
14%
427
2010
2011
2012
2013
2014
2008
2009
395
387
2013
2014
355
2010
2011
2012
50
Portfolio Update: BHG (Public Company)
Impressive Growth
Contracted Rooms
• Since 2009, BHG already
increased its number of
rooms by 83%
• Considering management
contracts
signed
and
hotels under construction,
BHG will grow the number
of managed rooms by
another 61% until 2018
12,632
Managed Rooms
5,177
9,131
9,477
4,954
5,387
5,655
6,704
5,603
1,501
2,353
3,151
3,737
3,744
3,822
2009
2010
2011
2012
2013
2014
Owned Rooms
14,324
15,216
3,553
3,250
3,676
8,691
13,490
2015
2016
2017
2018
* Estimates are based on the number of rooms already contracted
• BHG has been able to consistently improve net
revenues and EBITDA
Net Revenues
320.5
(R$ million)
121.8
177.4
225.8
251.8
2012
2013
• In 2014, in addition to the effect of the FIFA World
Cup, which drove revenues up significantly in cities
that hosted matches in June and July, BHG acquired
three new hotels in São Paulo and Rio de Janeiro
Profitable Growth
2010
• BHG’s accelerated growth
did not come at the
expenses of profitability
2011
2014
87.3
EBITDA
(R$ million)
33.4
8.8
2010
Note: Managed rooms figures consider 1,432 room in condominium
49.6
55.9
2011
2012
2013
2014
• Because the market is still very fragmented (~ 92% of
hotels are not operated by hotel chains), the
opportunity to keep consolidating the market is
still very sizeable
• Tender offer announced in August, 2014 continues
to proceed normally
51
Tempo Reaffirms the Thesis that Our Portfolio is Resilient
Tempo implemented a series of operational improvements that have paved the way to successful exits. The
remaining business is resilient and the company can now focus on its most profitable and fastest-growing
units
Important landmarks of
recent years:
•
•
•
Increase in the
Assistance unit’s
profitability
Merger of Health
Service unit into
Qualicorp
Sale of risk units that
reduced business
complexity
Health
Services
15
N/A
Merger with
Qualicorp.
N/A
Sold for R$133m
13
-6
Dental Plans
3
Health
Insurance
6
3
N/A
-11
Assistance
Homecare
10
36
-11
50
70
15
6
9
7
-7
•
EBITDA of remaining
units increased by 200%
since 2011
+200%
Remaining Units
EBITDA
Client portfolio sold
for R$30m
21
2011
43
2012
59
63
2013
2014
Remaining units are
resilient and have
been growing strongly
52
Tempo’s Recent Transactions Have Unlocked Significant Value...
The comparison between the value of GP Investments’ stake in Tempo over time with the illustrative FMV proforma for the recent transactions shows the significant FMV upside potential.
Unlocking Tempo’s Value
Value of GP Investments Stake Over Time
In R$ million, unless otherwise noted
In US$ million
Tempo's Market Cap. as of Nov. 4th, 2013*
FMV of GP Investments Stake in US$**
(82)
Enterprise Value
345
EV/EBITDA Multiple
33
18
(+) 3Q13 Net Debt/(Cash)
3Q13 LTM EBITDA of All Units
+29%
427
26
52
22
6.6x
18
1Q14 LTM EBITDA of Remaining Units
57
EV/EBITDA Multiple
6.6x
Enterprise Value
378
(-) 1Q14 Net Debt/(Cash)***
(83)
Tempo's Implied Equity Value (A)
461
Est. Proceeds from Asset Sales/Associations (B)
301
FMV of GP Investments Stake in US$** (A + B)
33
* Date prior to the announcement of the sale of the Health Insurance client
portfolio.
** For comparative purposes, based on 1Q14 exchange rate of R$2.263. Equity
value considers a 10% liquidity discount.
*** Excludes cash from asset sales/associations
3Q13
4Q13
1Q14
FMV Pro
Forma
Based on Tempo's market capitalization at the
quarter's end with a 10% liquidity discount
53
...and Confirm the Hypothesis that Our Portfolio is Essentially Private
The combined result of the sale of the three business units confirms the hypothesis that our assets are
conservatively valued and that the real values of the assets are only fairly recognized at the time of a sale
Highlights
 All units were sold in the private market at multiples higher than those Tempo had been trading at
 Over R$300 million in cash proceeds raised as result of the sale of the 3 business units
 Transactions show how conservatively the values of some of the assets are being recorded on
our balance sheet
There is a clear opportunity for the realization of additional gains
as GP Investments continues to exit the company
Tempo is well-positioned to deliver good results, replicating other success stories from GPCPIII
54
• Company Overview
• Attractive Valuation
• Business Development
• Appendix
o
o
o
o
Shareholder Information
Update on Portfolio Cos.
Case Studies
Seasoned Team & Bios
55
Recent Exit: Sascar
Before GP
• 4th largest company in vehicle monitoring services
• 175,000 vehicles monitored
• Focused on location and recovery of stolen vehicles
Investment Date
C-o-C (US$)*
2.2x
US$99.3mn
IRR (US$)*
23%
GPCP V Stake
43.9%
C-o-C (R$)*
3.5x
Divestment Date
Sep-14
IRR (R$)*
40%
GPCP V Inv
Mar-11
Net Revenues (R$ mm)
Under GP’s Management
• GP bought a control stake the company in 2011 for a total of
R$170.8mn (approx. US$104mn)
• New management team led by CEO Marcio Trigueiro, a partner of
GP Investments, executed a strategy based on organic and
inorganic growth and the implementation of a results-oriented and
meritocratic organizational culture
286
208
230
152
• Expanded the company’s focus into fleet and cargo management
• Became leading fleet management and cargo tracking services firm,
monitoring more than 230,000 vehicles
2010
• Net Revenues and EBITDA annual growth of 23% and 35%,
respectively, since 2010
2011
2012
2013
EBITDA and EBITDA Margin (R$ mm)
40%
37%
Upon Divestment
• Sascar’s exit in 2014 generated US$192mn in proceeds to GPCP V
plus ~US$31mm held in escrow, resulting in a 2.2x C-o-C and a
gross IRR of 23% in US$ - in about 3 years (equivalent to 3.5x C-oC and 40% gross IRR in local currency**)
30%
32%
114
84
66
46
2010
*Considering first installment of US$159mm distributed in September; second installment of US$31mm related to working
capital adjustments distributed in November; and amounts held in escrow to be released in the next five years.
2011
2012
2013
56
Recent Exit: BR Towers
Description & Sourcing
Investment Date
• GP sourced deal through strong relationship with Vivo/Telefonica,
the largest telecommunications company in Brazil
• GP established BR Towers in 2012 after buying 2,000 towers from
Vivo/Telefonica. GP’s creativity and agility were crucial to secure
the deal at attractive terms
GPCP V Inv
C-o-C (US$)*
2.3x
US$87.6mn
IRR (US$)*
52%
GPCP V Stake
39.8%
C-o-C (R$)*
3.0X
Divestment Date
Nov-14
IRR (R$)*
72%
Oct-12
Net Revenues (R$ mn)
Value-Add Achievements
• Secured equity from GIC and Banco Bradesco alongside
GPCP V investment
• Structured US$125mn in financing for the acquisition of towers from
Vivo/Telefônica. Hired top-tier senior management team
• Accelerated co-location on towers
• Added 4,000+ towers and rooftops from Vivo/Telefônica and Oi and
delivered 300+ built-to-suit sites
41
32
15
16
1Q13
2Q13
4Q13
EBITDA and EBITDA Margin (R$ mn)
Attractive Exit
• BR Towers became leading player in towers sites management
sector after only one year
• GP capitalized on demand from international buyers for high quality
towers assets
• American Towers Corporation acquired 100% of shares in
June 2014
• Enterprise Value of R$2.2 billion (~US$978m)
• 2.3x gross MoIC and 52% gross IRR (US$) / 3.0x gross MoIC
and 72% gross IRR (R$)
3Q13
80%
73%
68%
78%
32
26
11
11
1Q13
2Q13
3Q13
4Q13
Note: The acquisition of usage rights on 2,113 towers from Oi started contributing to revenues in
August, 2013
*Considers first installment of US$159mm distributed in November, plus tower cash flow adjustments and amounts held in escrow, which
should be distributed in the next couple of years.
57
Recent Exit: Estácio
Business Description
Investment Date
• Founded in 1970, Estácio is one of the leading private postsecondary educational institutions in Latin America, with over
313,000 students
• The company focuses on middle- and lower middle-income
students and its 77 campuses are strategically located close to the
homes and/or workplaces of the target public
GPCP IV Inv
C-o-C (US$)
2.3x
US$153.6mn
IRR (US$)
19%
20%
C-o-C (R$)*
3.1X
IRR (R$)*
25%
May-08
GPCP IV Stake
Divestment Date
Sep-13
Net Revenues (R$ mm)
Value-Add Achievements
• Since 2008, when GPCP IV acquired a 20% stake in Estácio, GP
Investments had a very active role in the company's management
and conducted a very successful operational turnaround process
• Team led by Mr. Eduardo Alcalay, GP Investments’ current head of
PE and former CEO of Estácio from 2009 to 2012
• Implementation of results-oriented culture and a new business
model based on top quality educational programs, efficient
centralization processes and a meritocratic environment
• Five years after the acquisition, the student base grew by 58% and
EBITDA and EBITDA margin expanded by 303% and
67%, respectively
• Estácio constantly improved its financial and operational
performance, creating substantial value to its shareholders and
delivering best-in-class educational programs for the students
1,731
1,383
980
1,009
1,016
2008
2009
2010
1,148
2011
*Considering the FX rate of the date of the transaction
2013
EBITDA (R$ mm)
320
Attractive Exit
• The exit was completed through four block trades executed from
January to September 2013
• Overall, the investment in Estácio generated a total of US$360.2
million in proceeds over US$153.6 million
• 2.3x gross MoIC and 19% gross IRR (US$) / 3.1x gross MoIC and
25% gross IRR (R$)*
2012
210
76
2008
123
95
92
2009
2010
2011
2012
2013
58
Case Study: Turning Around a Distressed Asset
Investment Date
C-o-C (US$)
Jul-05
GPCP III Inv
GPCP III Stake
Divestment Date
34.1x
US$3.1mn
IRR (US$)
1,338.9%
16%
C-o-C (R$)*
28.3x
Feb-08
IRR (R$)*
1,197.6%
ENTRY PHASE: TURNAROUND
• Investment made in July 2005
• New management team: Octavio P. Lopes, MD of GP
Investments, became the CEO
• Implementation of zero-based budget and aggressive variable
compensation, linked to operational measures
• Under GP’s management, net debt to EBITDA was reduced from
5.2x in 2004 to 1.9x in 2005, with longer maturities
EXTRACTING VALUE AND EXIT PHASE
• 2006: Boost in EBITDA, as a result of the regulatory tariff
revision process. The management team was crucial in
negotiating the calculation method for the new RAB
(Regulatory Asset Base) with the regulator
• Aggressive cost cutting measures (headcount, G&A) and
improved collection process
• 2006: Equatorial was taken public as the most efficient
player in the industry. GP exited in three tranches: (i) IPO, (ii)
block trade in Jan '07, (iii) sale of remaining stake to a local
investment fund
$379
• 2006: Management team addition – Experienced Regulatory
Director, former Aneel staff
$341
11.8x
• 2007: Fully divested from Equatorial
$189
5.2x
$70
$85
2.0x
1.9x
0.3x
2003
2004
2005
EBITDA R$ million
2006
2007
Net Debt/ EBITDA
59
Case Study: Consolidation in the Shopping Mall Sector
Investment Date
GPCP III Inv
Oct-06
C-o-C (US$)
3.2x
US$62.5mn
IRR (US$)
47%
23%
C-o-C (R$)*
2.8X
IRR (R$)*
40%
GPCP III Stake
Divestment Date
Jan-10
ENTRY PHASE: PLAN TO CONSOLDATE
• Investment Date: Oct 2006
• GP Investments brought Sam Zell’s Equity Intl. Group (one of
the largest US RE investors) in as a partner and
main co-investor
• GP Investments appointed one of its partners the CEO of
BRMalls to execute the planned M&A strategy
• The company implemented an aggressive acquisition strategy,
increasing ownership from 7 to 32 malls
CAPTURING SYNERGIES AND CONTINUOUS
CONSOLIDATION
• In two years, GP transformed the fifth-largest shopping mall
operator in Brazil into the largest in Latin America
• BRMalls has full or partial ownership of 34 malls (over 1 million
square meters of GLA), and is probably the most profitable in its
sector in the world
• Six months after the initial investment, BRMalls went public in a
100% primary offering. Later, the company raised capital via two
follow-on offerings
• In January 2010, GP Investments fully divested from BRMalls
through the public equity market
Market Share – Shopping Malls’ Local Industry
BEFORE GP INVESTMENTS
• Investment Date: Oct 2006. BRMalls was the fifth player in the
industry where the top three held 13% of the market
76%
80%
80%
86%
77%
Multiplan
$431
68%
64%
58%
52%
$34
$42
2004
2005
BRMalls
$316
$245
$141
$58
2006
Fragmented
Iguatemi
2007
EBITDA R$ million
2008
2009
EBITDA Margin
2010
4%
5%
5%
2006
5%
6%
12%
2010
60
Case Study: Organic Growth
GPVP I Inv
Source: Company information
IRR (R$)*
26%
2009
2008
2007
1.1
2006
0.9
2005
0.7
0.9
2004
1.7
2003
2001
1998
0.4
2000
0.2
0.5
1999
0.2
0.5
2.3
2.0
EBITDA (R$ mn)
1,050
EBITDA CAGR 97 - 09 = 49%
1,101
849
48%
587 42% 45%
2009
2008
2007
2006
2005
2004
37% 42%
34%
32% 27%
23% 26% 24%
223 233 347 458
5% 18%
91 125 123
40
9
2003
ALL is currently Latin America’s largest independent rail-based logistics
operator, with a core service area which accounted for more than 80% of
Brazil’s GDP. It covers part of São Paulo state, Mato Grosso State, Mato
Grosso do Sul State and the southernmost states of Brazil, including a rail
network that extends 29,000 kilometers of rail tracks. ALL’s rail network is
currently among the best in the world
6.9x
Dec-09
2000
•
C-o-C (R$)*
REV CAGR 97 - 09 = 24%
1999
ALL Today
51%
2.3
1998
•
16%
Revenues (R$ bn)
1997
•
IRR (US$)
GPCP I Stake
1997
•
In 1996, ALL was formed through the merger of privatized railroad
companies in Brazil and Argentina and several acquisitions under GP’s
management. GP supported the utilization of aggressive variable
compensation, and proven management tools such as EVA, TQM and
Six Sigma
GP was instrumental in defining a strategic vision for ALL as an intermodal
logistics company with door-to-door capabilities, negotiating the
acquisitions of railroads in Argentina, truck-based operations and
Brasil Ferrovias
In 2007, 11 years after the privatization, ALL recorded net revenues of R$2
billion, EBITDA of R$849 million and an EBITDA margin of 42%, growing
organically and through key acquisitions. The company’s headcount was
reduced from approx. 12,000 employees before the privatization to 6,580
company-wide employees, including the existing three railroads and the
truck-based operations
In 2004, GP led the successful IPO of ALL, which raised R$500 million for
the company. After 13 years in the company, GP divested from ALL
through a series of block trades. The last block was executed in 2009 and
the price was 383% higher than the IPO
US$62.5mn
Divestment Date
Under GP’s Management
•
4.0x
2002
Prior to the privatization, Ferrovia Sul had revenues of approx. R$174
million, EBITDA of R$9 million and an EBITDA margin of 5%, with approx.
12,000 employees
C-o-C (US$)
Jul-96
2002
•
Investment Date
2001
Before GP
EBITDA Margin
61
Case Study: International Expansion
Before GP
Investment Date
• Fogo de Chão opened its first restaurant in 1979, and had nine
restaurants in 2006 when GP Investments and co-investors
acquired an initial 35% stake
• In 2011 GP Investments and co-investors acquired the remaining
65% stake, fully financing the acquisition through a new debt facility
GPVP III Inv
Under GP’s Management
• GP Investments saw a clear opportunity for Fogo do Chão to ramp
up its growth strategy in both Brazil and the US
• GP Investments oversaw the implementation of best management
practices, helping the company to successfully execute its
aggressive growth plans
C-o-C (US$)
3.4x
US$32.0mn
IRR (US$)
24%
20%
C-o-C (R$)*
3.2x
IRR (R$)*
22%
Aug-06
GPCP III Stake
Divestment Date
May-12
Revenues (US$ million))
EBITDA Rev 06 - 11 = 19%
194
169
151
153
2008
2009
129
96
• While ensuring it maintained its market-leading EBITDA margins
among peers in both the US and Brazil
• Since its initial investment in 2006, revenues grew at a CAGR of
15% while EBITDA grew at an 11% CAGR
2006
2007
• In 2011, Fogo resumed its growth strategy of opening 3-4 new
restaurants per year, helping the company achieve record results
for the year
• Fogo de Chão more than doubled its size by opening 16 new
restaurants in a six year period
• In May 2012, GP Investments announced the signing of an
agreement to sell 100% of the company to Thomas H. Lee Partners,
L.P., a leading private equity firm headquartered in North America,
for an Enterprise Value of US$400 million
2010
2011
EBITDA (US$ million))
EBITDA CAGR 06 - 11 = 11%
54
34%
32
37
41
29%
27%
2007
2008
40
26%
45
26%
28%
Fogo de Chão Today
• Fogo de Chão currently has 30 restaurants, 21 in the US and nine
in Brazil, and is well prepared for a continued growth cycle
2006
2009
2010
2011
EBITDA Margin
Source: Company information
62
Case Study: A Faster-than-normal PE Case
Investment Date
Before GP
GPVP IV Inv
• Farmasa was a traditional family-owned pharmaceutical company
established for over 50 years and with a portfolio of more than 80
brands. In 2007, the company presented R$259 million in net
revenues, R$32 million EBITDA and 12% EBITDA margin
Divestment Date
C-o-C (US$)
2.4x
US$239.7mn
IRR (US$)
56%
50%
C-o-C (R$)*
2.3x
IRR (R$)*
55%
Nov-07
GPCP IV Stake
Nov-09
Revenues (US$ million)
Under GP’s Management
• In 2007, GP Investments acquired a 50% joint-control stake in
Farmasa, a traditional, high-growth OTC pharmaceutical company.
In 2008, only seven months after the acquisition, GP led the merger
between Farmasa and Hypermarcas at a very attractive valuation of
2x the original investment. The transaction created the largest
Brazilian OTC pharmaceutical laboratory. GP and Farmasa
founders shared the control of Hypermarcas, along with two other
groups that originally controlled the company
• Hypermarcas expanded its presence in diverse market segments
due to several acquisitions in an accelerated pace. In 2009
Hypermarcas was already one of the largest consumer goods
company in Brazil, reporting R$2 billion in net revenues, R$505
million EBITDA and 26% EBITDA margin
• After GP’s divestment in 2009, the founders of Farmasa remained
shareholders of Hypermarcas, reaping the benefits of the
continuous increase of the company’s value
3,160
REV CAGR 07 – 09 = 53%
2,025
1,333
837
2007
2008
2009
2010
EBITDA (US$ million)
735
EBITDA CAGR 07 - 09 = 56%
505
351
Hypermarcas Today
206
• Hypermarcas is currently one of the most diversified consumer
goods company in the segments in which it operates in Brazil,
holding more than 150 brands in its portfolio
25%
26%
26%
23%
2007
2008
2009
2010
EBITDA Margin
Source: Company information
63
Case Study: Unlocking Value
Before GP
• Gafisa was a company established for over 40 years, with a strong
image of reliability and a valuable land bank limited to Rio de
Janeiro and São Paulo.
Investment Date
GPVP II Inv
• GP’s initial focus was to strengthen Gafisa’s management team and
balance sheet, reducing the company’s total debt level and
dependence on bank credit. Additionally, GP created Gafisa’s
stock option plan and instituted an aggressive variable
compensation model.
Source: Company information
IRR (US$)
24%
71%
C-o-C (R$)*
11.3x
IRR (R$)*
32%
Jun-07
Revenues (R$ million)
1,172
REV CAGR 98 - 10 = 24%
744
331
57
1998
1999
2000
447
462
513
2003
2004
2005
205
137
33
2001
2002
2006
2007
EBITDA (R$ million)
EBITDA CAGR 00 - 10 = 55%
138
19%
15%
17%
13%
Gafisa Today
• Gafisa is currently one of the country’s leading homebuilders,
operating throughout Brazil and specialized in high-quality
residential projects for all income segments. The company is one of
Brazil’s most geographically-diversified homebuilders, operating in
120 cities within 23 states through the brands Gafisa, Tenda and
AlphaVille.
US$77.8mn
GPCP II Stake
• Gafisa achieved an outstanding performance in its sector, with
revenues growing by more than 19x between 1997 and 2006,
supporting a significant increase in profitability.
• Gafisa was the second Brazilian company in the sector to tap the
capital markets. The company’s IPO in 2006 valued GP’s
investment by 5x. In 2007, Gafisa successfully performed a followon offering, being the first Brazilian homebuilder to list on NYSE.
6.3x
Divestment Date
Under GP’s Management
• GP transformed Gafisa, a distressed company going through a
severe liquidity crisis in 1997, into a leading player in the real estate
sector, with a non-replicable land bank across the country and
highly qualified management team.
C-o-C (US$)
Dez-97
13%
76
69
63
7%
15%
97
11%
2006
2007
59
27
10
2000
2001
2002
2003
2004
2005
EBITDA Margin
64
• Company Overview
• Attractive Valuation
• Business Development
• Appendix
o
o
o
o
Shareholder Information
Update on Portfolio Cos.
Case Studies
Seasoned Team & Bios
65
GP Investments’ Leadership Team
GP
INVESTMENTS
CEO: Antonio Bonchristiano
Chairman: Fersen Lambranho
Antonio
Bonchristiano
Fersen
Lambranho
Title
CEO
Chairman
Age
48
53
Years with GP
/ Portfolio Cos.
21
17
Operating
Experience
Background
GP Advisors
CEO: David Salim
Dedicated
Professionals: 6
BRZ
Investimentos
MDs: Nelson
Rozental /
Ricardo Propheta
Investment
Professionals: 34
GP Asset
Management
Private Equity
Real Estate
Head: Eduardo
Alcalay
Investment
Professionals: 15
Head: Antonio
Ferreira
Dedicated
Professionals: 7
Education
CEO (Submarino) CEO (Lojas
CFO (Supermar) Americanas)
Politics,
Philosophy
and Economics
Engineering
BA: UFRJ
BA: University
MSc: UFRJ
Of Oxford
OPMP: Harvard
Infrastructure
Head: Paulo
Mattos
Investment
Professionals: 7
66
Seasoned Team: 15 People Dedicated only to Private Equity…
Team with long tenure (average of 14 years) and experience in executing deals.
Currently in
Portfolio
Companies
Fersen
Lambranho
Eduardo
Alcalay
Danilo
Gamboa
Thiago
Rodrigues
João
Junqueira
Rubens
Freitas
Octavio
Pereira Lopes
CEO
Chairman
Managing
Director /
Head of PE
Managing
Director
Managing
Director
Managing
Director
Managing
Director
Managing
Director
48
53
46
40
37
36
37
43
21
17
9
11
9
7
10
18
CEO
(Estácio)
--
CFO
(Magnesita)
CFO
(LBR)
CEO
(Magnesita)
(Equatorial)
BA: FGV
and USP
BA: USP
MBA: MIT
BA: USP
Antonio
Bonchristiano
Title at GP
Age
Years with GP
Former Associate
at GP
Operating
Experience
Education
No
CEO (Submarino) CEO (Lojas
CFO (Supermar) Americanas)
BA: University
BA: UFRJ
of
MSc: UFRJ
Oxford
OPMP: Harvard
CFO
(GP Investments)
BA: USP
BA: ITA
MBA: Wharton MBA: Harvard
BA: USP
MBA: Wharton
7
7 Investment
Investment Associates
Associates
Current position
Note: average of 14 years considers Fersen and Antonio’s years with GP / Portfolio Companies
67
…and more than 40 People Dedicated to other businesses
Real Estate
BRZ Investimentos
Infrastructure
Antonio
Ferreira
Daniel
Nader
Paulo
Mattos
Helcio
Tokeshi
Nelson
Rozental
Ricardo
Propheta
Title
Managing
Director
Director
Managing
Director
Managing
Director
Director/
Chairman
Managing
Director
Age
43
38
40
49
61
35
Years with GP
/ Portfolio Cos.
4
4
2
1
17
12
EVP Business
Strategy (Oi)
BNDES
Executive Director
(EBP)
Executive
Director
(BNDESPar)
GP
Investments
Operating
Experience
Real Estate
Director
Development Officer (Cushman &
(Gafisa)
Wakefield)
Background
Engineering
Engineering
Law
Economics
Engineering
Engineering
Education
BA: USP
BA: UNIP
MBA: Insper
BA: USP
Ph.D: USP
BA: USP
Ph.D: USP
BA:UFRJ
MSc: UFRJ
OPMP: Harvard
BA: USP
30 Investment Associates (4 Real Estate, 4 Infrastructure, 22 BRZ Investimentos)
68
Investment Team Bios [1/3]
Antonio Carlos A. Ribeiro Bonchristiano
Mr. Bonchristiano is a member of the board and CEO of GP Investments. He joined GP Investments in 1993 and has been a Managing Director since 1995. Prior to
joining GP Investments, Mr. Bonchristiano was a Partner at Johnston Associates Inc., a finance consultancy based in London, and worked for Salomon Brothers Inc. in
London and New York. Currently, he serves as a member of the boards of directors of AMBEV, San Antonio International, GP Advisors, and Spice PE. Mr. Bonchristiano
is also on the board of several non-profit organizations, including: Fundação Bienal and Fundação Estudar in São Paulo, Brazil and John Carter Brown Library in
Providence, RI, USA. Previously, he served as a member of the boards of directors of Allis, BHG, Estácio, BR Properties, LAHotels, Sé Supermercados, ALL, Kuala,
CEMAR, ABC Supermercados, Gafisa, Hopi Hari, Submarino, Equatorial, Geodex Commumication, Trio Assessoria (holding Sascar), BR Malls, Tempo, Magnesita
Refratários, and Playcenter. He was also previously the Chief Financial Officer of SuperMar Supermercados and Founder and Chief Executive Officer of Submarino. He
was further vice-chairman of the board of directors of BR Properties, director of Geodex Communication, Contax Participações and IRO of ABC Supermarkets and GP
Investments, Ltd.. Mr. Bonchristiano holds a bachelor’s degree in Politics, Philosophy, and Economics from the University of Oxford.
Fersen Lamas Lambranho
Mr. Lambranho is is a member of the board and Chairman of GP Investments. He joined the firm in 1998 and became a managing director in 1999. Prior to joining GP,
Mr. Lambranho was CEO of Lojas Americanas, where he worked for 12 years and was a board member from 1998 to 2003. Currently, he is Chairman of the Board of
Magnesita. He has served as chairman of the boards of Oi, Contax, Gafisa and ABC Supermercados. Mr. Lambranho serves on the boards of Centauro, BRZ
Investimentos and GP Advisors. He previously served on the board of BRMalls, San Antonio, Allis, Estácio, Tele Norte Leste Participações, São Carlos
Empreendimentos e Participações, Playcenter, Shoptime, Farmasa, BR Properties and Americanas.com. He is a board member of several non-profit entities, such as
Fundação Bienal de São Paulo e COPPEAD-UFRJ. Mr. Lambranho holds a bachelor’s degree in civil engineering from the Universidade Federal do Rio de Janeiro and
a Msc degree in business administration from COPPEAD-UFRJ. He also completed the Owner President Management Program at the Harvard Business School.
Eduardo Alcalay
Mr. Alcalay joined GP in 2005 as a managing director, and is currently the Head of the firm’s Private Equity group since March 2012. Prior to joining the firm, he had
more than 15 years of investment banking experience. Between 2008 and 2012, he acted as the CEO of Estácio, previously a GP portfolio company, having led a
turnaround process and transforming it into the 2nd largest post-secondary education company in world, creating substantial value to shareholders. Mr Alcalay is
currently the chairman of the board of Estácio, and a member of the board of directors of Magnesita, Sascar and BHG. He holds a bachelor’s degree in business
administration from Fundação Getúlio Vargas and a bachelor’s degree in Law from the University of São Paulo.
Danilo Gamboa
Mr. Gamboa joined GP in 2004 and has been a managing director since 2006. Prior to joining the firm, he worked for Submarino and Gradus Management Consultants.
Currently Mr. Gamboa serves as a member of the board of directors of Allis. He was previously a board member of Fogo de Chão, Tempo, Submarino, LAHotels, ALL,
Leitbom, Hypermarcas and Gafisa. Mr. Gamboa holds a bachelor’s degree in industrial engineering from the University of São Paulo and an MBA from the MIT Sloan
School of Management.
69
Investment Team Bios [2/3]
Thiago Rodrigues
Mr. Rodrigues joined GP as an associate in 2006, became a managing director in August 2008 and is currently a member of the board of directors of Tempo and
Magnesita. He was CFO and investor relations officer at Magnesita from 2009 to 2010, having previously served as the CFO of GP Investments and as a member of the
board of directors of Allis and BR Properties. Prior to joining GP, Mr. Rodrigues worked for six years as a private equity associate at AIG Capital Partners, the emerging
markets private equity arm of the American International Group, Inc. He holds a bachelor’s degree in civil engineering from the University of São Paulo.
João Junqueira
Mr. Junqueira joined GP Investments as an associate in 2008, serving as CFO and investor relations officer of the company before returning to the investment team in
May of 2012 as a director. In 2014 he became a Managing Director of the company. He currently serves on the board of San Antonio Internacional and previously
served on the board of BHG. Prior to joining GP Investments Mr. Junqueira worked for six years as a strategy consultant for Accenture. He holds a bachelor’s degree in
materials engineering from the University of São Paulo and an MBA from the University of Pennsylvania, Wharton School of Business.
Rubens Freitas
Mr. Freitas joined GP Investments as an associate in 2006, became a Director in 2011 and a Managing Director in 2014. In 2009 and 2010 Mr. Freitas took on the roles
of sales director and CFO of Leitbom, a GP portfolio company at the time. Mr. Freitas currently is the chairman of BHG and a board member of Magnesita and EBAM.
Previously, he served on the boards of BR Properties, Gafisa, Telemar (currently Oi), Contax and Tempo Assist. Before joining GP Investments Mr. Freitas worked for
five years as a consultant at Roland Berger Strategy Consultants. He holds a bachelor’s degree in mechanical-aeronautical engineering from the Instituto Tecnológico
de Aeronáutica and an MBA with Distinction from Harvard Business School..
Antonio Ferreira
Mr. Ferreira joined GP Investments as a managing director of the real estate team in February 2011. Prior to joining GP Investments, he worked for 16 years for Gafisa
S.A., one of the largest homebuilders in Brazil, holding several positions in the company, including construction manager, development manager, new market director
and development officer. Mr. Ferreira holds a bachelor’s degree in Civil Engineering from the University of São Paulo and a degree in Business from Fundação Getulio
Vargas (CEAG-FGV).
Daniel Nader
Mr. Nader joined GP Investments as a director of the real estate team in October 2010. Prior to joining GP Investments, he worked at Cushman & Wakefield as a
director in the Investment and Capital Market department and at Qualipark Estacionamentos Ltda., as a Partner. Mr. Nader holds a bachelor’s degree in Production
Engineering from Universidade Paulista (UNIP) and an MBA from Insper São Paulo.
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Investment Team Bios [3/3]
Luis Mangini
Mr. Mangini joined GP Investments as the Engineering Director of real estate in September 2012. Prior to joining GP Investments, he worked as Engineering Director of
development and construction at Engelux, BKO and Gafisa. Mr. Mangini holds a bachelor’s degree in Civil Engineering from Universidade Paulista, a graduate degree in
Environmental Engineering from FAAP and an MBA from Fundação Getulio Vargas (EESP-FGV).
Paulo Todescan Lessa Mattos
Mr Mattos joined GP Investments in 2012 as a Managing Director and Head of the Infrastructure team. Prior to joining the Company, he was Executive Vice President of
Business Strategy, Wholesale and Regulatory Affairs at Oi S.A., Member of the Executive Committee, Member of the Institutional Relations Committee, Member of the
Financial Risk Committee, and Member of the Operations Committee. He also was Executive Superintendent, Chief of Staff, Member of the Credit Committee, and
President of the Management Committee at The Brazilian Development Bank - BNDES. In the beginning of his career, he was a partner lawyer of leading Brazilian law
firms specialized in M&A, Economic Regulation and Antitrust. He holds a J.D. and a Ph.D. in Law from University of São Paulo (USP), was Fulbright Scholar at Yale
University (USA), and is member of the Brazilian Center for Analysis and Planning - CEBRAP and Getulio Vargas Foundation - or FGV, leading think tanks specialized in
public policy and business. He is currently President of the Board of Directors of BR Towers.
Helcio Tokeshi
Mr. Tokeshi joined GP Investments in 2014 as a Managing Director of the Infrastructure team, together with Paulo Mattos. Prior to joining GP Investments, Mr. Tokeshi
was the Managing Director of the Brazilian Project Structuring Company ("EBP"), a joint venture between BNDES and eight private banks in Brazil, which serves as a
technical advisor for Municipal, State and the Federal government in Brazil. Prior to EBP, Mr. Tokeshi worked at the Ministry of Finance in Brazil where he was Head of
the Competition Agency (SEAE). He also worked at McKinsey & Co. in São Paulo and New York, and was an economist at the World Bank and at the Brazilian Center
for Analysis and Planning (CEBRAP). He also served on the Board of Directors of Caixa Economica Federal, Brasil Veículos and Energy Research Agency (EPE). Mr.
Tokeshi did his undergraduate at the University of São Paulo, a master’s from the State University of Campinas and pursued his doctoral studies at the University of
California at Berkeley, all three in economics.
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Team Bios
Mara Elisa Pedretti
Ms. Pedretti joined GP in 1997 as a trainee and since 2001 has been head of the firm’s legal department, becoming a managing director in August 2008. She serves on
the board of GP Advisors. Ms. Pedretti holds a bachelors’ degree in law (J.D), a post-graduate degree in corporate law from the Pontifícia Universidade Católica de São
Paulo, and an MBA in financial and capital markets from IBMEC (the Brazilian Capital Markets Institute).
Alvaro Lopes
Mr. Lopes is a member of the board and CFO & IRO of GP Investments. He joined the firm in May of 2012 and currently also serves on the boards of directors of GP
Advisors and Spice PE. Mr Lopes previously served as CFO of Genesis Investments and as an advisor to Bac Florida Bank. He was also CEO of Mercure Investments,
senior vice-president of Prudential/Wachovia Securities and CEO, COO and EVP of Banco Bozano, Simonsen SA and its affiliates. Mr. Lopes holds a bachelor´s degree
in economics and business administration from Faculdade de Ciências Políticas e Econômicas do Rio de Janeiro and an MBA from COPPEAD-UFRJ.
Raymon Trad
Mr. Trad joined GP in 2007, became the Investor Relations Director in 2010 and a managing director in 2015. Prior to that, he worked for four years as the Marketing &
Strategy Director of Caloi - a leading manufacturer of sports equipment in Latin America and today part of the Cannondale Sports Unlimited Group - and as the CEO of
the company’s subsidiary in the United States. Prior thereto, he worked for two years at EVM - a Brazilian private equity fund and Caloi’s controlling shareholder. Mr
Trad started his career at Santander Investment, having spent four years with the investment banking team in Brazil. Mr. Trad holds a bachelor’s degree in business
administration from Fundação Getúlio Vargas and an MBA from INSEAD.
Gustavo Pecorari
Mr. Pecorari joined GP as Manager of Corporate Development and Investor Relations in 2014. Previously, he worked as an Associate in the Investment Banking division
of Goldman Sachs in New York and Sao Paulo. He previously worked as an Investment Banking Analyst at Citigroup and as a Product Manager at Citibank’s Trade
Finance division. Mr. Pecorari holds an MBA with Honors from Columbia University and a bachelor´s degree in Business Administration from Fundacao Getulio Vargas.
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Bios of Managing Directors Currently in Portfolio Companies
Octavio Pereira Lopes
Mr. Pereira Lopes joined GP Investments in 1997 and has been a Managing Director and/or a Board Member since 2000. He is currently the Chief Executive Officer of
Magnesita Refratários. Between 2004 and 2007, Mr. Pereira Lopes was the CEO of Equatorial, one of GP’s portfolio companies at that time. He previously served as a
member of the board of directors of Magnesita, BHG, San Antonio, Tempo, Equatorial, CEMAR, Allis, Gafisa, Submarino, IBest, IHH, Fratelli Vita, Shoptime,
Webmotors, Mercado Eletrônico, Hopi Hari and Playcenter. Mr. Pereira Lopes holds a bachelor’s degree in Economics from the University of São Paulo and an MBA
from the Wharton School at the University of Pennsylvania, of which he is a member of the Latin American Executive Board.
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Disclaimer
The information contained herein is strictly confidential and may not be disclosed to the public. Moreover, it is presented in a summary form and does
not purport to be complete, contain all facts that may be relevant to you and it is not intended to be relied upon as an advice to potential investors. No
representation or warranty, express or implied, is made concerning such information, and no reliance should be placed on its accuracy, fairness or
completeness.
This presentation contains statements that are forward-looking and they are only estimations, not guarantees of future performance. Investors are
cautioned that any such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to
the operations and business environments.
This document does not constitute an offer or an invitation to enter into any kind of transaction with GP Investments, and shall not be considered a
legal, business or tax advice. Neither this presentation nor anything contained herein shall form the basis of any contract or commitment whatsoever.
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