You are on page 1of 24

3rd Brazil Agriculture Trip Deutsche Bank 3 Bank

April 2008

Disclaimer Forward-Looking Statements


This presentation may contain certain forward-looking statements and information relating to p y g g BrasilAgro - Companhia Brasileira de Propriedades Agrcolas (BrasilAgro or the Company) that reflect the current views and/or expectations of the Company and its management with p p g , , y respect to its business plan. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like believe, anticipate, expect, envisage, will y , y p g j likely result, or any other words or phrases of similar meaning. Such statements are subject to a number of significant risks, uncertainties and assumptions. We caution that a number of important factors could cause actual results to differ materially from the plans, objectives, p , p p y , expectations, estimates and intentions expressed in this presentation. In any event, neither the Company nor any of its affiliates, directors, officers, agents or employees shall be liable before any third party (including investors) for any investment or business decision made or action p y taken in reliance on the information and statements contained in this presentation or for any consequential, special or similar damages. The Company does not intend to provide eventual holders of shares with any revised forward-looking statements of analysis of the differences y g between any forward-looking statements and actual results. This presentation and its contents are proprietary information and may not be reproduced or otherwise disseminated in whole or in part without BrasilAgros prior written consent.

Introduction to BrasilAgro

BrasilAgro
Company created by an experienced team to take advantage of opportunities in the p y y p g pp Brazilian agricultural market
Revenue stream from agricultural production Capital i f C it l gains from purchase, development and sale of properties h d l t d l f ti BrasilAgro aims to introduce Cresuds successful business model in Brazil, leveraging on the experience of its management team and founding shareholders in real estate and agribusiness sector

Value Creatio on

Developtment of p agribusiness

Real Estate Business Time

Founders
The founding shareholders participate in a set of companies with a track record of successful enterprises:
Cresud (CRESY)
One of the largest holders of farmland in Argentina: 17 g g properties located in one of the most fertile areas in the world Producer of soybean, corn, wheat, sunflower, beef and milk Value drivers: agricultural activities and complementary rural real estate operations Listed on the Buenos Aires Stock Exchange since 1960 and on the NASDAQ since 1997

Mr. Elie Horn (Cape Town LLC)


Mr. Elie Horn is Chairman of the Board, CEO and , controlling shareholder of Cyrela Brazil Realty S.A. (Cyrela) Cyrela (CYRE3) is one of the most recognized and largest player in Brazils commercial and residential g p y real estate markets Cyrela has built a track record of sound investment and steady growth Cyrela s Cyrelas market cap. of approx US$5 4 billion(1) cap approx. US$5,4
Source: Public Reports issued by Cyrela Brasil Realty S.A.

Track record of successful l d appreciation results T k d f f l land i ti lt (US$mn)


3 farms sold with 45% profitability

Gain on Sale Book Value of Properties

3 farms sold with 75% profitability

Tarpon Investiment Group p p


7,3

5,4
2 farms sold with 204% profitability 2 farms sold with 42% profitability 2 farms sold with 69% profitability 1 farms sold with 160% profitability

Created in 2002, Tarpon is one of the largest Brazilian Equity managers Tarpon is an investment manager dedicated to providing investors with a superior long term return in alternative equity investments

1,9 4,5

11,8 1,6 2,3 23

6,5
2 farms sold with 71% profitability

9,7 3,2 3,2 FY 2005 2,0 20 FY 2006 FY 2007

Over R$2.3 billion (US$1.2 billion) under management


( ) Tarpon s Tarpons market cap of approx US$501 8 million(1) cap. approx. US$501,8

0,6 0,8 FY 2004

FY 2001

FY 2002

FY 2003

(1) As of April 10th 2008 (Bloomberg)

Offering Summary and Shareholding Structure


Company Exchange / Market Ticker Market Cap BrasilAgro - Companhia Brasileira de Propriedades Agrcolas (BrasilAgro) Bovespa (Novo Mercado) AGRO3 R$654 million (~US$387 million) ( US$387

Tarpon(2), Elie Horn(3)


7,76%

Cresud

12,62%

79,62%

Know-how and Experienced p Management

Paran Consultora de Investimentos S.A. (4)

(1) As of Apr 10th 2008 (Bloomberg) (2) Part of the investment made through Tarpon Agro LLC. (2) Part of the investment made through Cape Town LLC. (4) Controlled by Tarpon BR and Cresud controllers

Brazil Agriculture Sector

Scenario
Global Soybean Exports
( ) Million Ton(1)

Land Appreciation per Region


(last 12 months)(3)

120.0 Others South America (ex-Brazil) Brazil Argentina 80.0 U.S.A.

40.0

Average: +24.6% +24 6%


1T08: +11.4%

Average: +21.3%
1T08: +5.1%

0.0 05/06

06/07

07/08

08/09

09/10

10/11

11/12

12/13

13/14

14/15

15/16

16/17

Soybean Historical Price


In US$ cts / Bushel(2)
1700 1500 1300 1100 900 700 500 02/26/07 03/26/07 04/26/07 05/26/07 06/26/07 07/26/07 08/26/07 09/26/07 10/26/07 11/26/07 12/26/07 01/26/08 02/26/08 03/26/08

Average: +23.6%
1T08: -

Average: +16.4%
1T08: -4.6

Average: +13.7%
1T08: +4.8%

Source:(1)USDA, (2) Bloomberg, (3) FNP

Brazil has excellent natural conditions for agriculture


Climatic Factors
Excellent weather conditions with:

Landmass and Expansion Capacity of farmland


Largest reserves of unused farmable land
Potential area of agricultural expansion (mn ha)(1)
10
Irrigated Dry land

Stable temperature Regular rainfall

388 25

50 4
Perennials

90

Abundant solar energy Production season lasts entire year

299

Total land Total land available for exploited for agriculture agriculture

Pasture

Cropland

Total land available for agriculture

Average monthly temperature (centigrade)

30

Cerrados (2) C d

25 20 15 10 5 0 -5 -10 Sep Oct Nov Dec Jan Feb Mar Mato Grosso Apr Mai Jun Parana Jul Aug

Corn Belt
Source: Calculated using data from Joint Agricultural Weather Facility, USDA and NOAA.

(1) Source: Mapa, Embrapa as cited in Warnken (1999). (2) Cerrados (scrubland region in Brazil's Midwest).

Strategy

10

BrasilAgro Strategy
Acquire large areas of undeveloped farmland with appreciation potential Distressed and/or conversion strategy for developing properties Sale of properties after development Investment portfolio diversification through different locations p g and agricultural projects Minimize potential risk effects (climate, prices, regions, etc) Lower risk, without decreasing expected returns Productivity directly related to technology investments State-of-the Art Agriculture Mechanization Soil correction Selected seeds Aiming to achieve highest productivity and land appreciation Long and successful track record of agricultural development Expertise in Brazils real estate market Knowledge of financial markets with extensive experience in risk management

Real Estate Approach

Portfolio Strategy

Proven Management Practices

11

Farm Acquisitions and Business Plan Update

12

Business Plan Update


Projects
Grain
Total area: 60,817 ha Potential production area: 45 145 ha 45,145 Location: Piau and Bahia

Cattle
Total area: 37,799 ha Potential production area: 28 000 ha 28,000 Location: Bahia Potentially convert to grains

Sugarcane
Total area: 21,388 ha Potetial production area: 15,535 ha Location: Gois, Mato Grosso and Mato Grosso do Sul

Forestry
Total area: 19,935 ha Potential production area: 16,000 ha Location: Minas Gerais In stage of developing strategic partnership
13

Grain Project
Cremaq Farm and Jatob Farm
Location: Baixa Grande do Ribeiro, PI Jaborandi, BA Total area : 60,817 ha Potential production area : 45,145 ha

MA

CE PI PE

RN PB

TO BA

AL SE

GO

Cremaq Jatob
MG

14

Sugarcane Project
So Pedro Farm, Engenho Farm, Alto Taquari Farm and Araucria Farm
Location: Chapado do Cu, GO Maracaju, MS Alto Taquari, MT Mineiros, GO Total area : 21,388 ha Potential production area : 15,535 ha

TO

MT

GO

MG MS

So Pedro Engenho Alto Taquari Alt T i Araucria

SP

15

Cattle / Grain Project


Chaparral Farm
Location: Correntina, BA Total area : 37,799 ha Potential production area : 28,000 ha

MA

CE PI PE

RN PB

TO BA

AL SE

GO MG

Chaparral

16

Forestry Project
Nova Buriti Farm
Location: Januria/MG Total area : 19,935 ha Potential production area : 16,000 ha

BA

GO

MG ES

SP RJ

Nova Buriti

PR

17

Property Portfolio and Committed Capital


Properties So Pedro Farm Cremaq Farm Engenho Farm Jatob Farm (2) Alto Taquari Farm Araucria Farm (2) Chaparral Farm Nova Buriti Farm Acquisition Date Sep-06 Oct-06 Dec-06 Mar-07
Aug-07/Under analysis(3)

Location Chapado do Cu/GO Baixa Grande Ribeiro/PI Maracaju/MS Jaborandi/BA Alto Taquari/MT Mineiros/GO Correntina/BA Januria/MG Total

Area (Hectare) 2.443 32.375 2.022 28.442 5.266 11.657 37.799 19.935 139.939

Agreed Price (R$ Million) R$ 9,9 R$ 42,2 R$ 10,1 R$ 31,8 $ R$ 34,0 R$ 67,5 R$ 47,1 R$ 18,9 R$ 261,5
(1)

Price R$/ha (R$ thousand) R$ 4,1 R$ 1,3 R$ 5,0 R$ 1,1 $ R$ 6,5 R$ 5,8 R$ 1,2 R$ 0,9

Installments 3 3 2 4 2 3 2 2

Project Sugar Cane Grains Sugar Cane Grains and Cotton Sugar Cane Sugar Cane Cattle/Grains Forestry

Apr-07 Nov-07 Dec-07

(1) (2) (3)

Deduct R$7.5 million in case the buyers doesn't obtain a license to install sugar mill Price and area refer only to BrasilAgro's percentage 3.673 hectares subject to compliance by the sellers with certain conditions precedent.

Capital Total Not Concluded

Financing

Of the IPO proceeds of R$ 552.62 million, R$ 261,5 million or around 47% has already been allocated to the announced acquisitions1.

250,0

24,2

Concluded

Paid

200,0

261,5
150,0

137,5 237,3
Payable

100,0

50,0

99,8

0,0

In 04/10/2008
1 This figure does not include investments committed to land conversion and project implementation.

18

Forecast: Cultivated Area


For its 104,718 hectares of arable land, the Company plans to present the following land-use profiles at the end of each year (1):

140.0 120.0 100.0 80.0 60.0 104.7 40.0 20.0 0.0 Total Area 10.5 9.5 7.0 07/08 18.6 11.8 3.0 6.0 10.1 08/09 35.2 35 2

Non arable Non-arable Area

Arable Area
32.4 28.8 22.6 17.1 17 1 12.0 13.0 09/10 Cotton 3.4 34 16.0 14.4 0.9 10/11 Sugarcane

28.5

34.5

33.8 14.6 9.6 16.0 15.5 15.2 13/14 Pasture Soy

37.4 9.1 13.8 16.0 15.5 13.0 14/15

39.6 3.6 19.4 16,0 16 0 15.5 10.6 15/16

40.8 0.1 20.5 16,0 16 0 15.5 11.9 16/17


Harvest Year

26.1 7.6 16.0 15.5 5.9 11/12 Forestry

20.1 7.1 16.0 16 0 15.5 11.2 12/13 Corn

Arable land = BrasilAgro operations and /or leased to third parties

(1) Estimated

19

Partnerships
BRENCO B ili Renewable Energy Company Brazilian R bl E C
It consists of the celebration of the strategic alliance in which BrasilAgro will assist BRENCO in the mapping, identification, negotiation, acquisition and/or lease of rural properties aimed at sugarcane planting and construction of ethanol plants plants. Within a partnership context, BrasilAgro should have the right to sell BRENCO up to 8,000 8 000 hectares of sugarcane for each operating unit installed, in compliance with the price-setting criteria stipulated by So Paulos CONSECANA. The effective implementation of the strategic alliance with BRENCO still depends on the agreement and formalization of its definite terms. BrasilAgro also acquired a 49.99% stake in Tarpon Ethanol LLC, which represents 1,24% of BRENCO shares. f BRENCOs h

The Maeda Group


Partnership to explore agribusiness opportunities aimed at increasing the value of rural properties Partnership through the constitution of two subsidiaries
Real-Estate Company: dedicated to the

acquisition of properties. BrasilAgro will a a d a da 0% retain 90% and Maeda 10%


Operating Company: dedicated to crop

development and management. BrasilAgro will retain 75% and Maeda 25% The Operating Company will lease the Real Estate Companys properties to carry out Company s agricultural activities and sublease these properties to farmers

20

Corporate Structure
The corporate structure approved by the Board of Directors is similar to that adopted by most of the realestate companies in the country

So Pedro Farm Nova Buriti Farm

Fundo FIQ Agro

Imobiliria Cremaq
100% BrasilAgro

Imobiliria Engenho
100% BrasilAgro h Engenho Farm

Jaborandi Prop. Agrcolas SA


90% BrasilAgro J t b Farm Jatob F

Jaborandi Agrcola Ltda


75% BrasilAgro O t J t b Operator Jatob Farm

Tarpon Ethanol LLC


49.99% BrasilAgro

Imobiliria Araucria
75% BrasilAgro Araucria Fa m A a c ia Farm

Imobiliria Mogno
100% BrasilAgro Alto Taquari Farm

Imobiliria Cajueiro
100% BrasilAgro Chaparral Farm

Fundo FIM Guardian


100% BrasilAgro

C F Cremaq Farm

BRENCO
2,47% Tarpon Ethanol LLC

21

Incentive mechanisms aligned with minority shareholders


Founding Shareholders were g g granted, p p , proportionally to their p y pre-IPO ownership, two p, series of warrants
1st Series - Stock Based Remuneration
Size 20% of shares outstanding on a fully diluted basis

2nd Series - Anti Take Over Protection


20% of shares outstanding on a fully diluted basis

Strike price

Weighted average price of capital injections, adjusted by IPCA In the event that additional capital is issued, the underlying amount of shares will be adjusted to reflect 20% of shares outstanding, on a fully diluted basis 1/3 in year one, 1/3 in year two and 1/3 in year three, provided the founders maintain 80% of the initial ownership in BrasilAgro p g 15 years Transferable within founder After vesting, founders will be free to transfer the warrants In case of capital increase below IPO price adjusted by IPCA

At the price of Offer, in case of a mandatory tender offer In the event that additional capital is issued, the underlying amount of shares will be adjusted to reflect 20% of shares outstanding, on a fully-diluted basis No vesting 15 years and only in the event of a mandatory tender offer, provided founders maintain 80% of the initial ownership in BrasilAgro Non-transferable Transferable within founder

Anti-dilution protection Vesting period Exercise period

Transferability Preemptive p rights to minority shareholders

None
22

Management Consulting Contract


Paran Consultora de Investimentos S.A. Consulting services will be provided by Paran Consultora de Investimentos S.A., a joint venture between Tarpon BR and Consultores Asset Management Since 1994, Consultores Asset Management has provided Cresud with services similar to the ones Paran will provide BrasilAgro
Investments and divestitures in agricultural properties g p p
Consulting services

Technical assistance M&A Hedging Other Management fee: 1% of paid in capital (adjusted by IPCA), excluding capitalized profits M tf f id i it l ( dj t d b IPCA) l di it li d fit
(1) (2)

Compensation

Termination and penalty clause

Termination fee: R$4.3 million (approx. US$2 million), in the event of termination without cause No termination fee in case of willful misconduct or gross negligence

(1) 1% Management fee will be applied only to capital raised, either through a private or a public capital increase. (2) In case BrasilAgro issues additional capital, the management fee will equal the original management fee adjusted by IPCA + 1% of capital raised.

23

Contact

Carlos Aguiar Neto CFO and Investor Relations Officer Ana Paula Z. Ribeiro Investor R l ti I t Relations Phone: 55 (11) 3035-5374 e-mail: ri@brasil-agro.com

24

You might also like