INVESTMENT
OPPORTUNITIES IN BRAZIL
AUGUST 2014
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CONTENTS
3
3
4
4
5
OVERVIEW AND TRENDS
Country overview
Growth Acceleration Program Phase 2
Special Government Procurement Policy
Tourism
7
7
11
18
20
22
23
24
ONGOING AND ANNOUNCED INVESTMENTS
Power
Transportation
Ports
Oil & Gas
Mining
Sanitation
Hospitals
25
25
26
RIO DE JANEIRO: BRAZIL'S LARGEST INVESTMENT HUB
Valuable recent data
Ongoing projects
27
CONTACT AND REFERENCES
31
VEIRANO ADVOGADOS
INVESTMENT OPPORTUNITIES IN BRAZIL
1
2
INVESTMENT OPPORTUNITIES IN BRAZIL
OVERVIEW AND TRENDS
COUNTRY OVERVIEW
th
th
Brazil is currently the world's 7 largest economy and is predicted to become the 5 largest over the coming
decade. Stable economic growth and relatively low inflation provide solid economic foundations for Brazil and
make it one of the most attractive investment markets in Latin America.
As an example, Brazil experienced record levels of foreign direct investment (FDI) in 2011 (US$ 66.7 billion),
1
th
2012 (US$ 65.2 billion) and 2013 (US$ 64.045 billion) . Specifically in 2013, Brazil was ranked 7 on the list of
2
3
top FDI host economies , positioned between Canada and Singapore .
Along the past 10 years, Brazil has experienced a 240% growth in FDI:
Foreign direct investiment (FDI) in Brazil
70
66
65
64
60
50
40
34
FDI (US$ billion)
30
20
48
45
% in GDP
25
18
15
18
10
3
1,9
1,9
2,8
3,4
1,7
1,9
3
2,9
2,9
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
0
Source: Central Bank of Brazil, Itaú BBA.
Excellent investment prospects are forecast for the near future, associated with:

The World Cup in 2014, which attracted relevant investments and may have helped raise Brazil's profile as
a tourist destination, as well as the Olympic Games in 2016, which continue to provide significant
investment opportunities;
 Phase 2 of the Federal Government's Growth Acceleration Program (“PAC 2”), which involves large-scale
public investment in priority projects;
 The auctioning of infrastructure assets such as railways, highways, ports and airports, as part of the
Government's Infrastructure and Logistics Investment Program, which provides new investment
opportunities to the private sector via concession contracts.
INVESTMENT OPPORTUNITIES IN BRAZIL
3
GROWTH ACCELERATION PROGRAM PHASE 2
The Federal Government originally launched the Growth Acceleration Program (“PAC”) in 2007 to increase
public investment in specific infrastructure projects, as well as to insure high growth rates without generating
inflationary pressures. Phase 2 of the program (“PAC 2”) was launched in 2011 and, similarly to the original, is
focused on increased investment in housing, sanitation, transport and energy projects.
The PAC 2 has encompassed to date:
4

Investments of approximately US$ 350.9 billion between 2011 and 2014 ;
5
6
 Investments in the energy (US$ 135 billion ), logistics (US$ 54.5 billion ), social and urban (US$ 189.5
7
billion ) sectors;
 Investment of 76.1% of the total budget allocated, with completion rate of 82.3% of the planned projects.
The 10 largest projecst of the PAC are:
Total investment
of approximately
US$ 17.5 billion
Hydroeletric
Power Plant Belo
Monte
Total investment
of approximately
US$ 14 billion
Rio de Janeiro
Petrochemical
Complex
Total investment
of approximately
US$ 13 billion
Hydroelectric
Power Plant Santo
Antonio
Total investment
of approximately
US$ 13 billion
Papa Terra Oil
Field
Hydroeletric
Power Plant Jirau
Andra 3 Nuclear
Power Plant
Total investment
of approximately
US$ 6 billion
Total investment
of approximately
US$ 6 billion
Total investment
of approximately
US$ 6 billion
Conversion of
Refinery Pres.
Getulio Vargas
Total investment
of approximately
US$ 4 billion
South Reach of
North-South
Railway
Total investment
of approximately
US$ 3.4 billion
Premium Refinery
Abreu e Lima
Refinery
Total investment
of approximately
US$ 20.5 billion
SPECIAL GOVERNMENT PROCUREMENT POLICY
Established by Law 12,462/2011, the Special Government Procurement Policy (“RDC”) will be applied in
specific projects, such as the World Cup, the Olympic Games and the necessary infrastructure to support both
events. The RDC also applies to projects listed in the PAC 2 and speeds up (simplifies) procurement by the
Federal Government.
Objectives of the RDC:

Increase efficiency in government procurement and competition among bidders;
 Promote the exchange of experience and technology in search of in search of cost efficiencies benefiting
the public sector;
 Encourage technological innovation;
 Ensure the equal treatment of bidders and selection of proposals most advantageous to the public interest.
4
INVESTMENT OPPORTUNITIES IN BRAZIL
TOURISM
Significant investment was made in tourism as a result of the recent World Cup, as evidenced in the following
chart that shows the recent increase in hotel capacity across the country.
Guest capacity (rooms) in major Brazilian cities
200
180
1%
3
160
13%
48%
11%
11%
38%
17%
4%
28%
14%
Increase (%)
16
140
120
Offer increase in
2014 (thousands)
100
23
80
Current offer
(thousands)
7
6
60
15
8
2
11
5
40
20
170
126
48
62
54
40
46
51
40
38
Brasília
Recife
Natal
0
São Paulo Rio de
Belo
Porto
Janeiro Horizonte Alegre
Salvador Fortaleza Curitiba
8
Between January and October 2013, tourism revenue in Brazil reached US$ 5.6 billion , the largest amount in
the country's history. The country hosted a record 6 million foreigners during this period.
9
Currently, the tourism industry represents 3.6% of the Brazilian GDP .
INVESTMENT OPPORTUNITIES IN BRAZIL
5
6
INVESTMENT OPPORTUNITIES IN BRAZIL
ONGOING AND ANNOUNCED INVESTMENTS
POWER
GENERATION
The National Agency of Electric Energy (ANEEL) usually promotes at least three auctions per year, where
interested generation companies bid for long-term power purchase agreements (“PPAs”) with Brazilian
distribution companies in connection with new power plant projects. These auctions are:

Back-up Auction - 20-year PPAs for wind farms and biomass-fueled thermoelectric power plants, aimed at
providing back-up energy for the Brazilian Interconnected Power Grid (“SIN”). Energy must be delivered
within one to three years from the auction date;
 Regular A-3 Auction - 20-year PPAs for wind farms, biomass and natural gas plants and 30-year PPAs for
small hydro plants to be auctioned. Other thermoelectric sources are allowed from time to time. Energy
must be delivered within three years from the auction date; and
 Regular A-5 Auction - 30-year PPAs for small and large hydro plants. Thermoelectric plants may be
allowed depending on availability of hydro plants to be auctioned. Energy must be delivered within five
years from the auction date.
Following these auctions, PPAs are entered into between power generators and the Energy Commercialization
Chamber (“CCEE”), in case of back-up auctions, or a pool of energy distributors, in case of regular auctions, for
the supply of energy under the relevant regulatory framework.
The Federal Government has announced that about 7 auctions for the supply of energy from new power
10
generation facilities will take place in 2014 , representing a total installed capacity of at least 6,000 MW of
11
new energy .
The first generation auction occurred on March for the Três Irmãos Hydroelectric Power Plant, in São Paulo.
An A-3 auction happened in July. For the second semester, two A-5 auctions, one A-3 auction, one A-1 auction
12
and one energy reserve auction are expected to take place .
Among those, the first ever power auction dedicated to energy from solar photovoltaic generation projects is
scheduled to happen on October. Winners will enter into 20-year term PPAs under back-up energy rules, as
referred above. The market has big expectations for this auction, which is expected to create a new era for the
solar power generation industry in Brazil.
As an incentive for the new projects, the National Bank for Economic and Social Development (BNDES) has
allocated sources of funds and defined new rules for financing of solar photovoltaic projects winning the
auction in October.
INVESTMENT OPPORTUNITIES IN BRAZIL
7
The financial conditions shall be those of BNDES Finem (financing for enterprises program) and Fundo Clima
(climate fund) programs, as according to the source of the funds. The financial cost shall be 0.1% per annum
(Fundo Clima) or according to TJLP (long-term interest rate). The long-term interest rate (Finem) and BNDE’S
basic remuneration shall be 0.9% (Fundo Clima) or 1% per annum (Finem). The risk fee shall be in the 0.42.87% per annum range, according to the bank’s risk assessment. In case the financing is granted by a bank
accredited by BNDES, the basic remuneration shall be negotiated directly between the client and the bank.
The source of funds, which can be a combination of sources, and funding participation from BNDES shall
consider percentage limits applicable to certain project components, as well as the nationalization index of its
equipment, pursuant to a special enrollment methodology created by the bank.
TRANSMISSION
At the beginning of 2014, ANEEL announced that the 2014 schedule for transmission line auctions would be
very intense and with expectations of R$ 10 billion of investments in the first semester alone.
The Belo Monte transmission line auction was held on February and the winning bidder was the consortium
composed by Chinese company State Grid Brazil Holding SA (51%) and Brazilian companies Eletronorte
(24.5%) and Furnas (24.5%), both controlled by Eletrobras. The Belo Monte transmission line is expected to
require an investment of R$ 5.1 billion for its construction.
13
ANEEL also plans an auction for a second Belo Monte transmission line that will reach Rio de Janeiro for the
second semester of 2014, although this may be postponed to next year.
14
A further auction is proposed for October for five transmission lots which previously received a no-show
from bidders in the auction held on May, but should involve a total investment of R$ 1 billion.
As a reference for participation in future actions, the following table outlines the main requirements to
participate in a sample of recent power generation and transmission sector auctions. In our experience, the
requirements tend to be similar every year.
Auction
Foreign companies /
consortium allowed
Technical
qualification
Minimum amount
of assets
Guarantees required
Leilão de Reserva 2011
Foreign companies with a
winning bid are required to
incorporate a local specific
purpose company to
receive the necessary
authorization to produce
energy.
A generation project declared
as technically qualified by
Public Energetic Research
Company (“EPE”); declaration
nominating a technical
representative to ANEEL; and
a timeline for implementation
of the investment (only for
engagements without
granting).
The company must have a minimum net
worth of 10% of the investments’ total
amount.
Guarantee of participation:
1% of the amount of investment, for
engagements without granting the
concession or authorization.
Closed: May 19, 2011
(No auction was held in
2012)
A consortium incorporated
by Brazilian and foreign
companies must always be
led by the Brazilian
company.
8
Note: An analysis of the
qualifications of the company
only occurs after the auction
and disclosure of the winning
bid.
For consortiums, each participant must
contribute to the minimum net worth
proportionate to their participation.
Performance guarantee:
5% of the investment amount declared
to the EPE.
Such guarantee must be formalized by
means of: cash bond; performance
bond; bank guarantee; or government
bond.
INVESTMENT OPPORTUNITIES IN BRAZIL
Auction
Foreign companies /
consortium allowed
Technical
qualification
Minimum amount
of assets
Guarantees required
Leilão A-3 2012
(Auction cancelled)
Foreign companies with a
winning bid are required to
incorporate a local specific
purpose company to
receive the necessary
authorization to produce
energy.
A generation project declared
as technically qualified by
Public Energetic Research
Company (“EPE”); declaration
nominating a technical
representative to ANEEL; and
a timeline for implementation
of the investment
The company must have a minimum net
worth of 10% of the investments’ total
amount.
For Sellers - Guarantee of participation:
1% of the amount of investment, for
engagements without granting the
concession or authorization and R$
2,000 for each energy lot, for
engagements with granting of
concession.
Leilão A-5 2013
Closed: August 29, 2013
Auction for energy from
new generation projects
(hydro, wind and solar)
Closed: November 18, 2013
Leilão A-5 2013
A consortium incorporated
by Brazilian and foreign
companies must always be
led by the Brazilian
company.
For consortiums, each participant must
contribute to the minimum net worth
proportionate to their participation.
For Buyers - Financial guarantee:
R$ 200 per power lot.
Note: An analysis of the
qualifications of the company
only occurs after the auction
and disclosure of the winning
bid.
Such guarantee must be formalized by
means of: cash bond; performance
bond; bank guarantee; or government
bond.
Closed: December 13, 2013
Leilão A-1 2013 for existing
generation plants
Both not specified as a
possibility in the public bid
notice.
Closed: December 17, 2013
The public bid notice does
not require a technical
representative to be named.
The only requirement is that
the participants must be
energy distributors (Buyers)
or holders of a concession or
authorization (Sellers).
No minimum amount of assets is required
in the public bid notice.
For Sellers - Guarantee of participation:
R$ 5,000 per power lot.
Such guarantee must be formalized by
means of: bank deposit; government
bond; surety bond; bank guarantee;
bank deposit certificate; investment
fund shares.
For Buyers - Guarantee of participation:
R$ 5,000 per power lot.
Such guarantee must be formalized by
means of: bank deposit; government
bond; surety bond; bank guarantee;
bank deposit certificate; investment
fund shares.
Various auctions for the
transmission of energy
Closed: December 3, 2012
Closed: May 10, 2013
Closed: July 12, 2013
Closed: November 14, 2013
Foreign companies with a
winning bid are required to
incorporate a local specific
purpose company to
receive the necessary
authorization to transmit
energy.
A consortium incorporated
by Brazilian and foreign
companies must always be
led by the Brazilian
company.
Good standing with CREA
(the Brazilian Engineering
Council).
Note: An analysis of the
qualifications of the company
only occurs after the auction
and disclosure of the winning
bid.
Depending on the amount of power
transmission covered, the company must
have a minimum net worth ranging
between:
1% of the investment foreseen by
ANEEL, which, depending on the
amount of power transmission covered,
will range between:
R$ 184,000,000 - R$ 14,100,000 (Dec 3);
R$ 18,400,000 - R$ 2,350,000 (Dec 3);
R$ 2,522,940 - R$ 207,749,010 (May 10);
R$ 230,000 - R$ 18,880,000 (May 10);
R$ 5,400,000 - R$ 34,600,000 (Jul 12);
R$ 2,350,000 - R$ 17,300,000 (Jul 12);
R$1,800,000 - R$ 156,600,000 (Nov 14).
R$ 180,000 - R$ 15,660,000 (Nov 14).
Such guarantee must be formalized by
means of: cash bond; performance
bond; bank guarantee; or government
bond.
Various auctions for the
transmission of energy
Closed: December 12, 2013
Closed: February 7, 2014
Foreign companies with a
winning bid are required to
incorporate a local specific
purpose company to
receive the necessary
authorization to transmit
energy.
A consortium incorporated
by Brazilian and foreign
companies must always be
led by the Brazilian
company.
INVESTMENT OPPORTUNITIES IN BRAZIL
Good standing with CREA
(the Brazilian Engineering
Council).
Note: An analysis of the
qualifications of the company
only occurs after the auction
and disclosure of the winning
bid.
The company must have a minimum net
worth:
ranging between
R$ 1,800,000 - R$ 16,300,000,
depending on the amount of power
transmission covered (Dec 12);
of R$ 240,000,000 (Feb 7).
5% of the investment foreseen by
ANEEL, which, depending on the
amount of power transmission covered
,will range between:
R$ 900,000 - R$ 8,150,000 (Dec 12);
R$120,000 - R$ 250,000,000 (Feb 7),
depending on the amount of power
transmission covered.
Such guarantee must be formalized by
means of: cash bond; performance
bond; bank guarantee; or government
bond.
9
FUTURE AUCTIONS OF EXISTING CONCESSIONS
In 2012, the Federal Government approved Provisional Measure 579, later converted into Law 12,783/2013,
which established new rules for the renewal of 20 existing energy concession contracts that are due to expire
between 2015 and 2017. In particular, the law changed the conditions of the contract renewals with the aim of
reducing energy tariffs and making the Brazilian industry more competitive.
Many of the concessionaires did not agree to the new conditions and therefore have declared that they do not
wish to renew their contracts. Therefore, upon expiry, the concessions that were not renewed are expected to
be auctioned and adjudicated to new concessionaires.
Currently, CESP, CEMIG and COPEL, the state-owned utility companies from the states of São Paulo, Minas
Gerais and Paraná, respectively, have not adhered to the rules and some of their generation concessions,
which are relevant in terms of installed capacity, are expected to expire and be reauctioned in the coming
years. However, it is expected that the companies are going to file lawsuits challenging the new legislation and
request the renewal of concessions under the conditions set forth in the prior legislation.
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INVESTMENT OPPORTUNITIES IN BRAZIL
TRANSPORTATION
In mid-2012, the Federal Government launched the Infrastructure and Logistics Investment Program, which
provides for investment in specific transport projects and exceeds the total of all transportation investments
made in the country in the past. A total of US$ 66.5 billion is set to be invested only in highways and railways,
with US$ 21 billion for 7,500 km of roads and US$ 45.5 billion for 10,000 km of railways.
HIGHWAYS
As shown in the diagram, 9 different areas were set to be auctioned in 2013, out of which concession
agreements have been executed for the following:

BR-101 BA - State of Bahia, April 2013;
BR-040 DF/GO/MG - State of Goiás, December 2013;
 BR-050 GO/MG - State of Minas Gerais, December 2013;
15
 BR-060/153/262 DF/GO/MG - Federal District and states of Goiás and Minas Gerais, January 2014 ; and
16
 BR-163 MS/MT - States of Mato Grosso do Sul and Mato Grosso, March 2014 .

Their purpose encompasses the recovery, operation, maintenance, monitoring, conservation and improvement
of the highways.
Source: National Logistics & Planning Company (EPL), Ministry of Finance of Brazil
INVESTMENT OPPORTUNITIES IN BRAZIL
11
New auctions were announced to take place in 2014 for further highway lots. A total of 2,625 km representing
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a total investment of R$ 17.8 billion will be auctioned , out of which 2,282 km will include duplication works:





BR-101 RJ - Renewal of the concession agreement that includes the Rio-Niteroi bridge (13.2 km);
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BR-163/230 MT/PA - 976 km ;
BR-364/060 MT/GO - 703.7 km;
BR-364 GO/MG - 439.2 km; and
BR-476/153/282/480 PR/SC - 493.3 km.
After 2014, the Government also plans an auction of the following highway lots:


GO 020, GO 060 and GO 070 - State of Goiás, by the state's regulatory agency. The concessions are
proposed to be delivered by way of a Public-Private Partnership (PPP) concession that will include
19
duplication works and other restoration works that have not yet been specified ; and
MT 010/249/235/170/338/325 - State of Mato Grosso, amounting to approximately 800 km of
20
21
highways . The concessions will include duplication, expansion and maintenance .
In February 2013, the Government issued Provisional Measure 606, later converted into Law 12,837/2013,
aimed at making highway and railway concessions more attractive to investors. The package of changes
introduced involves:

Subsidized interest rates in financing;
Increased term of concession;
 Increased amortization periods for any financing undertaken; and
 Reductions in security requirements for granting concessions and financing.

According to government sources, these measures could increase the real rate of return from 5.5% to 7.2% for
highway concessionaires.
RAILWAYS
There are 12 auctions announced to take place in the near future for the construction of railways under a
Public-Private Partnership (PPP) regime.
These bids are separated into two different groups:
Group 1






12
Açailândia-Vila do Conde - States of Maranhão and Pará;
Access to the Santos Port - State of São Paulo;
Estrela d'Oeste-Panorama-Maracaju - Connecting the states of Mato Grosso do Sul and São Paulo;
Ferroanel SP / Tramo Norte - State of São Paulo;
Ferroanel SP / Tramo Sul - State of São Paulo; and
Lucas do Rio Verde-Uruaçu - States of Mato Grosso and Goiás.
INVESTMENT OPPORTUNITIES IN BRAZIL
Group 2






Belo Horizonte-Salvador - States of Minas Gerais and Bahia;
Maracaju-Mafra - States of Mato Grosso do Sul, Paraná and Santa Catarina;
Rio de Janeiro-Campos-Vitória - States of Rio de Janeiro and Espírito Santo;
Salvador-Recife - States of Bahia and Pernambuco;
São Paulo-Mafra-Rio Grande - States of São Paulo, Santa Catarina and Rio Grande do Sul; and
Uruaçu-Corinto-Campos - States of Goiás, Minas Gerais and Rio de Janeiro.
Source: National Logistics & Planning Company (EPL), Ministry of Finance of Brazil
22
Of these projects, auctions are expected to take place in 2014 for the construction of the following railways :









Açailândia-Vila do Conde - Transport of iron ore, general cargo, soy oil, soy, sugar, corn and ethanol,
among others (457 km);
Anápolis-Estrela D'Oeste-Panorama-Dourados - Transportation of grains and sugarcane (1,300 km);
Belo Horizonte-Salvador - 1,350 km;
Lucas do Rio Verde-Campinorte-Palmas-Anápolis Railway - Transport of soy, corn and other grains. The
auction is expected to take place on the first semester of 2014 (1,920 km);
Maracaju-Eng Bley-Paranaguá - 989 km;
Rio-Campos-Vitória - 551 km;
Salvador-Recife - 893 km;
São Paulo-Mafra-Rio Grande - General cargo transportation (1,667 km); and
Uruaçu-Corinto-Campos - 1,706 km.
INVESTMENT OPPORTUNITIES IN BRAZIL
13
HIGH SPEED TRAIN (TAV)
The auction for the development and operation of a high-speed train railway connection and train service
between Rio de Janeiro and Campinas (through São Paulo) was set to take place in September 2013, but the
Federal Government postponed the bidding schedule indefinitely. The project is estimated to involve an
amount of US$ 17.5 billion, and the high speed train, covering the distance of 511 km between these cities, was
intended to be operating by 2020. There are various questions about the feasibility of the project in the
current Brazilian political environment.
Source: National Terrestrial Transportation Agency (ANTT),
Ministry of Finance of Brazil
The following table outlines the main requirements of various recent rail tender protocols which can be used
as a guide as to the likely requirements for future projects.
Auction
Foreign companies /
consortium allowed
Technical qualification
Minimum amount
of assets
Guarantees required
High Speed Train
(Rio de Janeiro-Campinas)
Yes for both.
Evidence of experience in high
speed trains and technical
capability to implement the
project.
Minimum net worth of
R$ 1,500,000,000.
Minimum amount of R$ 77,000,000.
Declaration identifying the
tenderer’s technical
representatives, evidencing
their experience and capability
to implement the project.
Minimum net worth of
R$ 100,000,000.
Declaration identifying the
tenderer’s technical
representatives, evidencing
their experience and capability
to implement the project.
Minimum net worth of
R$ 400,000,000.
Declaration identifying the
tenderer’s technical
representatives, evidencing
their experience and capability
to implement the project.
Minimum net worth of
R$ 350,000,000.
Closing date:
postponed indefinitely
Maintenance, Supervision,
Enhancement and Additional Services
regarding roads BR-050/GO/MG and
BR-262/ES/MG, in the states of
Minas Gerais and Goiás.
Yes for both.
For consortiums, each
participant must contribute to
the minimum net worth
proportionate to their
participation.
Formalized by means of: cash bond;
performance bond; bank guarantee;
or government bond.
Minimum amount of R$ 60,000,000.
For consortiums, each of the
members must hold this
minimum net worth.
Formalized by means of: cash bond;
performance bond; bank guarantee;
or government bond.
Closed: September 13, 2013
Maintenance, Supervision,
Enhancement and Additional Services
regarding road BR-040 in the state of
Minas Gerais.
Yes for both.
Closed: January 28, 2013
Maintenance, Supervision,
Enhancement and Additional Services
regarding road BR-116 in the Federal
District and the state of Minas Gerais.
Closed: January 28, 2013
14
Yes for both.
Minimum amount of R$ 80,000,000.
For consortiums, each of the
members must hold this
minimum net worth.
Formalized by means of: cash bond;
performance bond; bank guarantee;
or government bond.
Minimum amount of R$ 80,000,000.
For consortiums, each of the
members must hold this
minimum net worth.
Formalized by means of: cash bond;
performance bond; bank guarantee;
or government bond.
INVESTMENT OPPORTUNITIES IN BRAZIL
Auction
Foreign companies /
consortium allowed
Technical qualification
Minimum amount
of assets
Guarantees required
Maintenance, Supervision,
Enhancement and Additional Services
regarding road BR-101 in the state of
Bahia.
Yes for both.
Declaration identifying the
tenderer’s technical
representatives, evidencing
their experience and capability
to implement the project.
Minimum net worth of
R$ 461,000,000.
Minimum amount of R$
172,000,000.
For consortiums, each of the
members must hold this
minimum net worth.
Formalized by means of: cash bond;
performance bond; bank guarantee;
or government bond.
Declaration identifying the
tenderer’s technical
representatives, evidencing
their experience and capability
to implement the project.
Minimum net worth of
R$ 569,000,000.
Minimum amount of R$
188,000,000.
For consortiums, each of the
members must hold this
minimum net worth.
Formalized by means of: cash bond;
performance bond; bank guarantee;
or government bond.
Declaration identifying the
tenderer’s technical
representatives, evidencing
their experience and capability
to implement the project.
Minimum net worth of
R$ 715,000,000.
Minimum amount of R$
229,000,000.
For consortiums, each of the
members must hold this
minimum net worth
Formalized by means of: cash bond;
performance bond; bank guarantee;
or government bond.
Declaration indicating the
technical representatives,
evidencing their experience
and capability to implement
the project.
Minimum net worth of
R$ 460,000,000.
Minimum amount of R$
147,000,000.
For consortiums, each of the
members must hold this
minimum net worth.
Formalized by means of: cash bond;
performance bond; bank guarantee;
or government bond.
Contract signed:
January 10, 2014
Maintenance, Supervision,
Enhancement and Additional Services
regarding road BR-163 in the state of
Mato Grosso do Sul.
Yes for both.
Contract signed:
February 20, 2014
Maintenance, Supervision,
Enhancement and Additional Services
regarding road BR 060/153/262 in
the Federal District and the states of
Goiás and Minas Gerais.
Yes for both.
Contract signed:
January 31, 2014
Maintenance, Supervision,
Enhancement and Additional Services
regarding road BR-163 in the state of
Mato Grosso.
Yes for both.
Contract signed:
January 31, 2014
AIRPORTS
In December 2012, Brazilian President Dilma Rousseff continued with the Logistics Investment Program,
encompassing a number of actions to improve the quality of airport infrastructure across the country. The
main measures comprised by this program were the concessions of two airports – Galeão, in Rio de Janeiro,
and Confins, in Minas Gerais – and the creation of a public services company to offer planning, consulting,
management, operational support and personnel training services concerning airport operation. Additionally,
the Federal Government plans to invest US$ 3.65 billion in regional aviation, with the goal of improving over
270 regional airport facilities.
The Galeão airport, located in the city of Rio de Janeiro, was auctioned on November 2013. The winning bid by
the Consortium Aeroportos do Futuro was R$ 19 billion for a concession period of 25 years, 293.91% above the
initial value of R$ 4.828 billion fixed by the Government. Consortium Aeroportos do Futuro includes in its
composition the operators of airports in Singapore, Zurich and Munich. The consortium is composed of
Odebrecht TransPort Airports SA (60%) and Excellent BV (40%), a holding of the Singaporean airport
operator Changpi.
The Confins airport, located in the state of Minas Gerais, was auctioned and the winning bid offered by the
Consortium Aerobrasil was R$ 1.82 billion for a concession period of 30 years, an increase of 66% from the
initial value of R$ 1.096 billion fixed by the Government. Consortium Aerobrasil is formed by Companhia de
Participações em Concessões (75%), Zurich Airport International AG (24%) and Munich Airport International
Beteiligungs GMBH (1%). Companhia de Participações em Concessões (CPC) is controlled by Brazilian
infrastructure concession group CCR.
INVESTMENT OPPORTUNITIES IN BRAZIL
15
Source: National Civil Aviation Agency (ANAC), Ministry of Finance of Brazil
According to the model adopted by the Government, Infraero must join with the winning consortium to
23
construct and operate the airport .
24
25
The concession agreements for Galeão and Confins were executed on April 2014. There will be a transition
period in which Infraero continues to manage the airports, accompanied by the concessionaire, within the first
120 days. After this period, according to the National Civil Aviation Agency (ANAC), the concessionaire will
manage the airports together with the Federal Union for another three months, with a possible extension of
another three months. Only then, the concessionaire will take over all airport operations.
During 2012, other similar relevant auctions were held for the following international airports:

Governador André Franco Montoro - City of Guarulhos, state of São Paulo;
Viracopos - City of Campinas, state of São Paulo; and
 Presidente Juscelino Kubitschek - Brasília, Federal District.

The auction for the expansion, maintenance and operation of these three airports occurred simultaneously on
26
the São Paulo Stock Exchange (BM&FBOVESPA) in February 2012 .
The Guarulhos airport concession was granted to the Invepar consortium, composed of Invepar Investimentos
e Participações em Infraestrutura SA and Airport Company South Africa (ACSA), for the amount of US$ 8.1
billion. The US$ 1.91 billion concession amount for the Viracopos airport was awarded to the Aeroportos Brasil
consortium, formed by Triunfo Participações e Investimentos, UTC Participações and Egis Airport Operation.
Lastly, the Brasília airport concession was granted to the Inframerica Aeroportos consortium, composed of
Infravix Participações SA and Corporacion America), for the amount of US$ 2.25 billion.
16
INVESTMENT OPPORTUNITIES IN BRAZIL
A relevant aspect of the auctions held so far is the fact that the winning bidders must form a special purpose
vehicle for the operation of the airports, with a shareholding of up to 49% held by Infraero, the state-owned
company formerly in charge of the federal airports. As a result, Infraero is entitled to certain veto rights on key
matters concerning the administration of the airports, such as the execution of transactions involving certain
amounts, sale or disposition of assets, amendment of by-laws etc.
In addition, 270 regional small and medium-sized airports are scheduled to be auctioned in 2014 and after,
representing an investment of R$ 7.3 billion. Here is a breakdown by region:





Central-West - 31 airports, R$ 0.9 billion investment;
North - 67 airports, R$ 1.7 billion investment;
Northeast - 64 airports, R$ 2.1 billion investment;
South - 43 airports, R$ 1 billion investment; and
Southeast - 65 airports, R$ 1.6 billion investment.
The following table outlines the main requirements of various recent airport tender protocols which can be
used as a guide as to the likely requirements for future projects.
Auction
Foreign companies /
consortium allowed
Technical qualification
Minimum amount
of assets
Guarantees required
Concession for the expansion,
maintenance and operation of
Governador André Franco Montoro
(Guarulhos), Viracopos (Campinas),
and Presidente Juscelino Kubitschek
(Brasília) airports.
Yes for both.
5-years’ experience in airport
operations and minimum
processing of:
Bidding company must declare
that it owns sufficient financial
resources to comply with the
investment obligations
necessary to achieve the
concession objectives.
R$ 37,342,000 for the Brasília
airport;
Closed: February 2, 2012
Concession for the expansion,
maintenance and operation of
Aeroporto Internacional Antônio
Carlos Jobim - Galeão (Rio de
Janeiro) and Aeroporto Internacional
Tancredo Neves - Confins (Belo
Horizonte) airports.
A company that
participates in a consortium
is not allowed to
participate in another
consortium or
independently.
Yes for both.
A company that
participates in a consortium
is not allowed to
participate in another
consortium or
independently.
Closed: November 22, 2013
INVESTMENT OPPORTUNITIES IN BRAZIL
5 million passengers a year,
calculated on the basis of the
sum of passengers on board,
landed and in connections, in
at least one of the last 10 (ten)
years.
5-years’ experience in airport
operations, and minimum
processing of:
12 million passengers a year for
Confins; and
22 million passengers a year
for Galeão, calculated on the
basis of the sum of passengers
on board, landed and in
connections, in at least one of
the last 5 (five) years.
R$ 90,887,000 for the Viracopos
airport; and
R$ 123,879,000 for the Guarulhos
airport.
Formalized by either: cash bond;
government bond; performance
bond; or bank guarantee.
Bidding company must declare
that it owns sufficient financial
resources to comply with the
investment obligations
necessary to achieve the
concession objectives.
R$51,169,860 for the Confins airport;
and
R$129,530,710 for the Galeão airport.
The winning consortium must
incorporate a Specific Purpose Entity
(SPE) to perform the concession
agreement.
17
PORTS
The Federal Government plans to attract US$ 27 billion in private sector investments over the next few years
to modernize Brazil's ports and to reform the country's 20-year-old ports regulatory framework under Law
12,815/2013 and Decree 8,033/2013.
The purpose of the new regulatory framework is to improve the country's logistics infrastructure, adapting it to
standards of international efficiency and modernizing the old-fashioned and obsolete legislation that had
previously been in place.
Source: National Logistics & Planning Company (EPL), Ministry of Finance of Brazil
Auctions are planned to take place in blocks. The first auction block will include at least 7 terminals in the
Santos Port (state of São Paulo), and the Belém Complex (state of Pará), which were expected to be auctioned
in the first semester of 2013 but were delayed to 2014. The reason for the delay was the release of the Federal
Audit Court's reports confirming that studies undertaken by the Government were incomplete and fixing 19
conditions for approval prior to the auctions taking place. The main conditions require:


A price cap on tariffs; and
Re-evaluation of costs to calculate the indemnification amount to be paid to the current operators.
In total, the Federal Audit Court approved further studies for 29 terminals, subject to complying with the
specified conditions.
18
INVESTMENT OPPORTUNITIES IN BRAZIL
After the conditions are met, the bid documents undergo a new period of public exhibition held at the Federal
Audit Court, not yet scheduled. The Government expects the Federal Audit Court to approve the studies for
27
the Santos Port and the Belém Complex and publish the auction rules and conditions in 2014 .
Among the 159 terminals that the Government intends to auction, 42 are new and the remainders are existing
areas with concession agreements that have either expired or will mature by 2017. The winning tenderers will
be those that provide the lowest transportation price for the largest load.
According to the Government's investment plan, the ports concession agreements and ports facilities lease
agreements will have a 25-year term, renewable only once for an equal period of time. The projects are to be
28
grouped into four blocks :

Block 1 - Santos, in the state of São Paulo (7 terminals), and Belém, in the state of Pará (2 terminals);
 Block 2 - Paranaguá, Salvador, São Sebastião and Aratu;
 Block 3 - Suape, Recife, Cabedelo, Fortaleza, Maceió, Itaqui and Macapá; and
 Block 4 - Manaus, Imbituba, Itaguaí, Itajaí, Niterói, Porto Alegre, Rio de Janeiro, Rio Grande, São Francisco
do Sul and Vitória.
In order to illustrate the amount of investment being made, following are some of the many projects to be
implemented in the Paranaguá Port, in the state of Paraná:





Export Corridor Refurbishing - Refurbishment of existing equipment that carries soy, corn, sugar and wheat
to the ships. These changes will increase the port's capacity by at least one third. The tender invitation is
expected to be published soon;
Access Revitalization - New accesses to the patio for loading and unloading holding trucks, and
improvements to urban streets of Paranaguá to make them suitable for heavy vehicles. Auctions will
requiring investments of approximately US$ 2.5 million;
New Operational System - Implementation of a new system that will require investments around US$ 3.4
million;
Dredging for Deepening - Dredging to enable the port to receive larger ships. This project has already
secured environmental clearance, and awaits a decision from the Government regarding its inclusion in its
new dredging plan, which has already reserved US$ 430 million for Paranaguá; and
Maintenance Dredging - A US$ 65 million project to maintain access levels in the port, which is currently
awaiting environmental clearance.
While auctions for the above public ports are being restructured, the Government has already held auctions
and granted authorizations for 13 private ports, amounting to investments of R$ 6 billion.
INVESTMENT OPPORTUNITIES IN BRAZIL
19
OIL AND GAS
Following the discoveries made in the pre-salt layer in 2008, the Federal Government decided to rethink the
contractual-regulatory regime for exploration and production activities in the pre-salt area. This caused the
National Agency of Petroleum, Natural Gas and Biofuels (ANP) to withhold any concession bid rounds for
almost 5 years, during which the industry became stagnant after growing over 300% in the previous decade.
th
On May 2013, the ANP held the 11 Bid Round for concessions of blocks for oil and gas exploration and
production. A total of US$ 4.4 billion was raised with signing bonuses. The commitments assumed, including
minimum investments, have reached approximately US$ 3.5 billion, breaking the previous record for funds
collected.
The regional diversification of the offered areas caused the ANP, for the first time, to offer blocks in states
where oil production has been insignificant or virtually nonexistent. The attractiveness of these areas resulted
from studies undertaken by the agency, which involved an investment of almost R$ 800 million since 2007.
The granted blocks are located in the following states: Amapá, Pará, Maranhão, Piauí, Ceará, Rio Grande do
Norte, Paraíba, Pernambuco, Alagoas, Sergipe, Bahia and Espírito Santo.
th
A significant number of small, medium and large companies took part in the 11 Bid Round. A total of 39
companies from 12 countries made bids at the auction and 30 of them were the selected winners, attesting to
the competition for the areas while ensuring avoidance of sectorial concentration.
Also in 2013, the Government held the first bid round for pre-salt areas in the Libra field of the Santos basin
under a new Production Sharing Regime. The winning consortium for the Libra field was formed by Petrobras,
Shell Brazil, the French company Total and the Chinese companies CNPC and CNOOC, with estimated 8-12
billion barrels of reserves recoverable oil (i.e. what can be commercially removed from underground).
According to the special bid commission, the shares will be divided into 40% for Petrobras, 20% for Shell
Brazil, 20% to Total, 10% to CNPC and 10% to CNOOC.
The consortium was the only one to bid, and won while offering a minimum of 41.65% of profit of oil, which is
the volume that exceeds operating costs and royalties. The consortium will pay a signing bonus of R$ 15 billion
and a minimum exploration program of approximately R$ 610.9 billion.
nd
The 12 Bid Round for concessions of blocks for oil and gas exploration and production also took place in 2013,
offeering 240 exploration blocks, distributed in seven sedimentary basins, being:

110 exploration blocks in new frontier areas in the basins of Acre, Parecis, São Francisco, Paraná and
Parnaíba; and
 130 exploratory blocks in the mature basins of Recôncavo and Sergipe-Alagoas.
Petrobras offered its highest bid for a block located in the Reconcavo basin, in the amount of R$ 15.2 million.
The blocks that were auctioned but not purchased will be offered again in future Bid Rounds.
The basins of Paraná and the Reconcavo were the most disputed exploration sites which helped to increase
the amounts offered in the auction. The Reconcavo, along with the basins of Sergipe-Alagoas and San
Francisco, were identified as having the biggest potential for the discovery of shale gas.
20
INVESTMENT OPPORTUNITIES IN BRAZIL
nd
The 12 Bid Round was focused on areas of onshore exploration of natural gas, and for the first time offered
opportunities for shale gas exploration, a type of gas that uses the technique of hydraulic fracturing to release
th
the gas trapped in rocks (conventional gas is released in the reservoirs). Unlike the 11 Bid Round, this auction
attracted only a few companies, most of which were Brazilian.
Shale gas has been found by the ANP in the Parnaíba and São Francisco basins. The ANP advises that shale
gas and the technology used to extract it, which has already been used extensively by the Brazilian oil industry,
make it possible to explore these areas at only one third of the cost of natural gas exploration. More
specifically, the cost of natural gas exploration is US$ 16 per cubic meter, while the exploration of shale gas
costs US$ 5 or US$ 6 per cubic meter.
The following table, provided for guidance purposes, outlines the requirements of these previous bidding
rounds.
Auction
st
1 Bid Round under Production
Sharing Agreement Regime
Closed: September 9, 2013
Participation fee:
R$ 2.067.400
th
Foreign companies /
consortium allowed
Technical qualification
Minimum amount
of assets
Guarantees required
Yes for both.
Evidenced experience in
exploration and production of
oil and gas. The company may
request technical qualification
as operating or non-operating
company.
The minimum net worth ranges
between R$ 277,000,000 and
R$ 554,000,000, depending on
the type of operating or nonoperating company.
R$ 156.109.000.
Evidenced experience
exploration and production of
oil and gas. The company may
request technical qualification
as operating or non-operating
company.
The minimum net worth ranges
between R$ 1,900,000 and
R$107,000,000, depending on
the type of operating or nonoperating company.
Ranges between R$ 524,000
and R$ 106,000 depending on
the block to which the proposal
is presented by the company, in
the form of a letter of credit.
Foreign companies with a winning bid
are required to incorporate a Brazilian
subsidiary to receive the concession.
For foreign companies, a
performance guarantee is also
required.
Also, Petrobras will be sole operator
and therefore have a minimum stake
of 30% in all contracts, as well as the
new State company, Sal Petróleo SA
(PPPSA).
11 Bid Round
Yes for both.
Closed: March 26, 2013
Foreign companies with a winning bid
are required to incorporate a Brazilian
subsidiary to receive the concession.
For Foreign Companies, a
performance guarantee is also
required.
th
12 Bid Round
Yes for both.
Closed: October 28, 2013
Foreign companies are not required
to submit documents to prove tax
and labor requirements are satisfied.
Evidenced experience in the
field of exploration and
production of oil and gas. The
company may request technical
qualification as operating or
non-operating company.
The minimum net worth ranges
between R$ 107,000,000 and
R$ 1,900, depending on the
type of operating or nonoperating company.
Ranges between R$ 2,415,000
and R$ 116,000 depending on
the block to which the proposal
is presented by the company, in
the form of a letter of credit.
Petrobras published its strategic plan for 2014 through to 2030, which provides that, by 2017, 1 million barrels
of oil will be produced per day in the pre-salt areas only. To reach this estimate, Petrobras will focus on the
exploration and production sectors. A total of US$ 236.7 billion will be invested, of which US$ 207.1 billion will
be for implementation projects. The exploration and production sector will receive US$ 147.5 billion, with a
focus on developing the pre-salt areas for eventual sale via transfers of rights.
Petrobras also estimated production, in Brazil and abroad, of an average of 4 million barrels per day in the
29
30
period from 2020 to 2030 , as it plans to acquire new exploration rights on additional areas . The fuel sector
will also be highlighted, as it will benefit from investments in the order of US$ 64.8 billion for the extension of a
refining park, operational improvements, and petrochemical, among others.
INVESTMENT OPPORTUNITIES IN BRAZIL
21
MINING
The Mining Code (Decree 227/67) establishes a system for bestowal/grant and oversight of concessions
based on bureaucratic and centralized procedures. Under the code, the bestowal/grant of a concession is a
“bound act” in which mining rights are obtained by fulfilling certain regulatory requirements – this prevents the
granting authority from exercising its discretion to raise technical issues or societal interests that prevent the
bestowal/grant.
With the goal of improving the regulatory system, a new regime is under discussion by the Federal
Government. Highlights of this new mining regime include:

Draft bill containing transitional rules aimed at safeguarding legally constituted arrangements and ensuring
that the transition to the new regulatory system does not harm stakeholders;
 Public offer of areas by means of public bidding and contracts process, to expand opportunities for access
and to replace the current procedure of “availability areas” of complex operation; and
 Creation of a national council on mineral policy, an advisory body to the President tasked with the
formulation and implementation of mining policy.
The new mining regulation is still in discussion and while it is expected to be approved in 2014 after the
presidential elections happening in October, it is not yet in force.
22
INVESTMENT OPPORTUNITIES IN BRAZIL
SANITATION
31
Law 11,445/2007 requires the Federal Government to draft a National Sanitation Plan . Hence, the Ministry of
Cities drafted the Pact for Basic Sanitation in 2008, which constitutes the first stage of a participative process
for the drafting of such plan.
During 2008 and 2009, the Ministry invested in studies required to inform the drafting of the plan. These
studies are set out in the document “Panorama of Basic Sanitation in Brazil”, which includes a preliminary
version of the National Sanitation Plan. Finally, in 2012, public consultation took place and a total of 649
different contributions were received by 108 different institutions and persons, with 42.6% of all contributions
being incorporated into the plan. The Interministerial Ordinance 571 was published on December 2013,
32
implementing the National Sanitation Plan (Plansab) .
The Plansab provides that universal sanitation – water supply and sewage collection and treatment – will be
achieved in the entire country by 2033. The Government expects 93% of all urban areas in Brazil to have a
sewage collection and treatment system, and expects that all cities have water supply services by 2023. The
Government has invested, on average, R$ 8-9 billion per year on sewage. However, in order to reach the goal
of universal sanitation by 2030, this investment needs to double.
According to the Trata Brasil Institute, R$ 313.2 billion would be required to achieve universal sanitation.
Moreover, the study shows that the existence of a sanitation system in a region increases the values of real
estate by 13.6% on average. The Ministry of Cities expects R$ 300 billion to be invested by federal agents until
33
2033. The Plansab further includes investments of other agents in the amount of R$ 208.5 billion .
As significant investment is required to achieve universal sanitation by 2030, the Government is currently
investigating the possibility of joining forces with the private sector through Public-Private Partnerships (PPPs)
with Municipal or State Governments. Investment in sanitation is not only a public service, but could also
34
represent a profitable business that would be attractive to the private sector .
The first sanitation PPP was undertaken in the city of Jaguaribe, in the state of Bahia, and the contract was
35
executed in 2006 with the Special Purpose Entity Concessionária Jaguaribe, controlled by the Odebrecht
Group. The total value of the contract is R$ 240 million, and the private partner is responsible for the
36
construction and operation of the sewage system for 183 months .
Upcoming sanitation projects include the following:

The City of Jaú, in the state of São Paulo, undertook public consultation in May 2014 on the bid document
for a proposed project involving the construction, operation and maintenance of a water supply and sewage
37
treatment system ;
 The City of Santo André, in the state of São Paulo, will enter into a PPP for the operation of a water
treatment station. The bid document has not been released as yet, but should be published in the coming
38
months . City Hall expects the station to supply 25% of the city's demand. The Government approved the
investment of R$89 million for the project;
 In May 2013, the state of Rondonia held a Procedure for the Expression of Interest for the gathering of
39
information for an upcoming PPP to implement a basic sanitation system .
INVESTMENT OPPORTUNITIES IN BRAZIL
23
HOSPITALS
As part of an ongoing effort to improve hospitals and health related facilities, various projects are currently
proposed including:

Hospital complex in Brasilia - The administrative concession is for the construction, purchase of equipment
and furniture and management support services for a 20-year term.
 PPP Logística de Medicamentos - PPP in the state of São Paulo for the development of logistics and
distribution processes for medication and health products. The administrative concession is offered by the
Secretary of the State of São Paulo Health for 20 years and includes building infrastructure, distribution and
technology infrastructure. The value of the contract is estimated to be R$ 150 million. Bid documents have
been publicly released, but a deadline for submitting bids has not yet been specified.
 Military hospital in Brasília - Feasibility studies are proposed for an administrative concession for the
construction, purchase of equipment and management support services for a military hospital. A date for
the delivery of bids is not yet known.
Foreigners are prevented by law from operating hospitals and rendering medical and health services.
Therefore, the PPPs for hospitals in Brazil concern the construction and administration of the hospital's
buildings and facilities.
24
INVESTMENT OPPORTUNITIES IN BRAZIL
RIO DE JANEIRO: BRAZIL'S LARGEST INVESTMENT HUB
VALUABLE RECENT DATA
The state of Rio de Janeiro, according to recent data, has the largest amount of investment per kilometer in the
world. The state's privileged location allows access to 50% of Brazil's GDP within a radius of 500 km, and the
per capita income has more than doubled since 2000.
Energy
ITC




Largest oil producer in Brazil
HQ of Petrobras, regulatory agencies and
research institutions
 Clusters of energy and pre-salt R&D
 3 of the best O&G engineering courses
5 of the best engineering courses in Brazil
Largest number of IT professionals
 Cluster of R&Ds, incubators and science parks
 Center of media and broadcasting for 2014
World Cup and 2016 Olympic Games
Creative Industries
Hospitality
Industry



HQ of the largest media
company in Latin America
 Cultural, arts and intelligence
hub of the country
 85% of national film box
office produced in Rio
Main tourist destination
 Reference in lifestyle
 Host of major world events
5 industrial districts
 Largest steel industry center
 New industrial areas
Source: Rio Negócios - Investment Promotion Agency of Rio de Janeiro
40
Specifically with respect to the oil and gas industry, Rio is responsible for 81% and 45% of Brazil's total oil
41
and gas proven reserves, respectively, as well as 85% and 50% of Brazil's total oil and gas production,
respectively. The state is host to major headquarters of the key decision-makers and players in the sector,
such as Petrobras, the National Agency of Petroleum, Natural Gas and Biofuels (ANP) and the Brazil Institute
of Oil, Gas and Biofuels (IBP).
Furthermore, Rio de Janeiro is a hub for research and development excellence, as it hosts major universities
offering high quality oil and gas industry-focused undergraduate and post-graduate courses, as well as the
headquarters of several companies' research and development centers, including Petrobras (CENPES), which
provides a qualified workforce to the oil and gas supply chain. Moreover, the city of Rio was one of only two
Brazilian cities to be rated “Investment Grade” by Moody's and has retained such grading since 2011.
INVESTMENT OPPORTUNITIES IN BRAZIL
25
ONGOING PROJECTS
A diverse range of projects are currently underway in the state of Rio de Janeiro, including:









Açu port complex shipyard - US$ 1.5 billion for construction;
Brazilian Navy submarine shipyard (Prosub) - US$ 1 billion for construction;
Bus Rapid Transit system(BRT) - US$ 1.4 billion for construction;
Rio de Janeiro Petrochemical Complex (COMPERJ) - US$ 12.5 billion for construction of refining unit;
PSA Peugeot Citröen factory - US$ 850 million for extension of the current factory;
Renault-Nissan factory - US$ 1.3 billion for implementation in the city of Resende;
Rio port area redevelopment - US$ 700 million for the “Porto Maravilha” revitalization project;
Subway line 4 (Metrô Rio) - US$ 2.1 billion for construction;
“Sudeste” port - US$ 1 billion for construction upstate Rio de Janeiro.
Also, works to complete the Metropolitan Ring Road are underway and will see the COMPERJ in Itaboraí linked
with the Port of Itaguaí, bypassing the metropolitan area. Significant development opportunities are forecast
for transportation and logistics hubs in the surrounding areas.
26
INVESTMENT OPPORTUNITIES IN BRAZIL
CONTACT AND REFERENCES
This summary of opportunities for investment in Brazil is subject to further updates as the details of upcoming
auctions become known. We will be pleased to provide you with answers and additional information on the
opportunities mentioned herein, as well as future ones.
For further information, please contact:
Ana Carolina Barretto
Partner
ana.barretto@veirano.com.br
+55 11 2313 5822
Specialised in project development and finance, focusing
mainly on the energy and infrastructure sector, Ana Carolina
leads the firm's Projects practice in São Paulo.
She represents sponsors, lenders, EPC contractors and
equipment suppliers in a number of energy and
infrastructure projects in Brazil, including power plants,
shipyards, industrial facilities, mining and logistics projects.
Ana holds a law degree from Pontifícia Universidade Católica
(PUC-Rio), an M.Juris degree and an M.St in Legal Research
degree (hons), both from the University of Oxford, where
she was a full Chevening/FCO scholar.
INVESTMENT OPPORTUNITIES IN BRAZIL
27
SOURCES


















Central Bankof Brazil (BCB)
Itaú BBA
Jornal do Comércio (business newspaper)
Ministry of Finance of Brazil
National Agency of Electric Energy (ANEEL)
National Agency of Petroleum, Natural Gas and Biofuels (ANP)
National Civil Aviation Agency (ANAC)
National Confederation of Industry (CNI)
National Logistics & Planning Company (EPL)
National Terrestrial Transportation Agency (ANTT)
National Whaterway Transportation Agency (ANTAQ)
O Globo (newspaper)
Petrobras
Portal Brasil
Rio Negócios - Investment Promotion Agency of Rio de Janeiro
The Federate Senate of Brazil
Valor Econômico (business newspaper)
Veja (magazine)
REFERENCES
1. Valor Econômico. http://www.valor.com.br/brasil/3406252/investimento-estrangeiro-direto-em-2013-
fica-acima-do-previsto-pelo-bc
2. O Globo. http://oglobo.globo.com/economia/brasil-cai-do-5-para-7-lugar-em-ranking-de-investimento-
estrangeiro-direto-11431120
3. UNCTAD. http://unctad.org/en/PublicationsLibrary/webdiaeia2014d1_en.pdf
4. PAC. http://www.pac.gov.br/pub/up/pac/9/3-PAC_9_exec_orc.pdf
5. Energia Business. http://energiabusiness.com.br/conteudo/governo-divulga-balanco-do-pac2-para-setorde-energia.html
6. ChinaGoAbroad.
http://www.chinagoabroad.com/sites/v2/files/article/attachment/Investment%20_Opportunities%20_i
n_Brazil-April%202013.pdf
7. ChinaGoAbroad.
http://www.chinagoabroad.com/sites/v2/files/article/attachment/Investment%20_Opportunities%20_i
n_Brazil-April%202013.pdf
8. Portal Brasil. http://www.brasil.gov.br/turismo/2013/12/turismo-ja-iguala-industria-automobilistica-ede-celulose-em-2013
9. Portal Brasil. http://www.brasil.gov.br/turismo/2013/12/turismo-ja-iguala-industria-automobilistica-ede-celulose-em-2013
10. MME. http://www.mme.gov.br/programas/leiloes_de_energia/menu/inicio.html
11. O Estado de S. Paulo. http://economia.estadao.com.br/noticias/economia-geral,governo-fara-7-leiloesde-energia-e-5-de-transmissao-em-2014,175518,0.htm
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INVESTMENT OPPORTUNITIES IN BRAZIL
12. G1. http://g1.globo.com/economia/noticia/2014/02/governo-preve-ate-mais-11-leiloes-de-energia-em-
2014.html
13. Folha de S. Paulo. http://www1.folha.uol.com.br/mercado/2014/05/1451952-leilao-de-transmissao-deenergia-tem-preco-de-venda-menor-que-esperado.shtml
14. Folha de S. Paulo. http://www1.folha.uol.com.br/mercado/2014/05/1451952-leilao-de-transmissao-deenergia-tem-preco-de-venda-menor-que-esperado.shtml
15. O Estado de S. Paulo. http://economia.estadao.com.br/noticias/negocios-geral,triunfo-assina-contratode-concessao-da-br-060153262,176892,0.htm
16. Estado de Minas.
http://www.em.com.br/app/noticia/economia/2014/03/12/internas_economia,507110/dilma-assinacontratos-de-concessao-da-br-040-e-br-163.shtml
17. G1. http://g1.globo.com/economia/noticia/2014/01/dilma-rousseff-anuncia-concessao-de-mais-cincotrechos-de-rodovias.html
18. Portal Brasil. http://www.brasil.gov.br/infraestrutura/2014/02/anunciadas-novas-concessoes-paratrechos-de-rodovias
19. Portal 730. http://portal730.com.br/politica/governo-descarta-concessao-de-rodovias-estaduais-ecobranca-de-pedagios-em-2014
20. Diário de Cuiabá. http://www.diariodecuiaba.com.br/detalhe.php?cod=448140
21. G1. http://g1.globo.com/mato-grosso/noticia/2014/04/governo-pretende-conceder-quase-800-km-deestradas-em-mato-grosso.html
22. IG Notícias. http://brasileconomico.ig.com.br/noticias/concessao-de-ferrovias-apresentaproblemas_136219.html
23. G1. http://g1.globo.com/economia/negocios/noticia/2013/11/governo-arrecada-r-208-bilhoes-comleilao-de-confins-e-do-galeao.html
24. Portal Brasil. http://www.brasil.gov.br/infraestrutura/2014/05/anac-publica-novas-tarifas-para-galeaoe-confins
25. Isto É Dinheiro. http://www.istoedinheiro.com.br/blogs-e-colunas/coluna/6_PODER
26. The BMF&BOVESPA is a private company that provides registration, clearing and settlement services for
the securities and derivatives markets. However, it also provides other services such as a managed
platform for public and private auctions, and they help with the structuring of the operation, as well as with
the actual real time auction. More information is available at http://www.bmfbovespa.com.br/ptbr/intros/intro-leiloes.aspx?idioma=pt-br.
27. G1. http://g1.globo.com/economia/noticia/2014/02/leilao-de-areas-em-portos-deve-ser-liberado-emmarco-diz-ministro.html
28. MDIC. http://investimentos.mdic.gov.br/public/arquivo/arq1354909842.pptx
29. Petrobras. http://www.petrobras.com.br/fatos-e-dados/planejamento-estrategico-horizonte-2030-asgrandes-escolhas-da-petrobras.htm
30. Petrobras.
http://www.investidorpetrobras.com.br/lumis/portal/file/fileDownload.jsp?fileId=8A78D68443E2C489
01446B7C97741E0E
31. Law 11,445 of January 5, 2007, article 50.
32. MMA.
http://www.mma.gov.br/port/conama/processos/AECBF8E2/Plansab_Versao_Conselhos_Nacionais_02
0520131.pdf
33. O Globo. http://oglobo.globo.com/pais/saneamento-investimento-tera-que-duplicar-para-que-governocumpra-meta-11918266
INVESTMENT OPPORTUNITIES IN BRAZIL
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34. Instituto Trata Brasil. http://www.tratabrasil.org.br/investimentos-em-saneamento-basico-podem-
incentivar-ppps-2
35. SEFAZ/BA. http://www.sefaz.ba.gov.br/administracao/ppp/projeto_emissariosub.htm
36. Odebrecht. http://www.odebrechtonline.com.br/materias/01001-01100/1057/
37. PPP Brasil. http://www.pppbrasil.com.br/portal/content/munic%C3%ADpio-de-jaú-inicia-consultapública-de-concessão-na-área-de-saneamento
38. Diário Regional. http://www.diarioregional.com.br/2014/03/26/sua-regiao/politica-abc/politica-santoandre/semasa-espera-que-ppp-arque-com-r-90-milhoes-de-emprestimo/
39. PPP Brasil. http://www.pppbrasil.com.br/portal/content/rondônia-publica-pmi-para-obter-estudos-deviabilidade-de-ppp-de-esgotamento-sanitário
40.ABPG. http://www.portalabpg.org.br/PDPetro/2/8042.pdf
41. Folha de S. Paulo. http://www1.folha.uol.com.br/fsp/mercado/35894-petroleo-muda-paisagem-do-nortedo-rj.shtml
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INVESTMENT OPPORTUNITIES IN BRAZIL
VEIRANO ADVOGADOS
Veirano Advogados is one of the leading and most renowned Brazilian business law firms, focused on
developing tailored solutions for multinational companies operating in strategic sectors of the economy.
OUR FIRM
Founded in 1972, Veirano Advogados is a full-service law firm providing a complete spectrum of legal services
to support business activities in both regulated and unregulated sectors. With approximately 300 attorneys
working in an integrated fashion, we handle both routine and complex multidisciplinary cases that require the
coordinated talents of professionals with diverse areas of expertise.
Our services range from providing assistance in M&A transactions, privatizations and company formation to
representing clients in disputes, from offering advice on tax issues and infrastructure projects to guiding
companies through the challenges inherent in highly regulated industries, to name a few examples of our
broad range of work. Our main goal is to identify needs and develop tailored solutions, enabling safe and
informed decision making – one client at a time.
At Veirano, we understand that our professionals are our equity in a globalized market. In order to build strong
client-service teams of specialists, we recruit Brazilian attorneys with multicultural backgrounds who have
received additional education and training in first-tier law schools and law firms in the US, Europe and Asia.
For over 40 years we have built strong relationships with leading companies in various industry sectors,
simplifying international relations and opening pathways for business in Brazil, from Brazil to the world and
from the world to Brazil. This is how we contribute to the success of our clients and collaborate for a strong
economy.
ALLIANCES & PARTNERSHIPS
Beyond our presence in Rio de Janeiro, São Paulo, Porto Alegre and Brasília, we enjoy solid relationships with
law firms in the various Brazilian states and maintain a wide network of partner law firms across more than
120 countries around the world. As a result, we provide seamless services wherever they are required.
We also participate in several international legal organizations, such as:
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Global Advertising Lawyers Alliance (GALA)
 Ius Laboris - Global HR Lawyers
 World Services Group (WSG)
INVESTMENT OPPORTUNITIES IN BRAZIL
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PRACTICE AREAS
Our expertise covers a broad range of legal services, with emphasis on the following practices and industries:
Law Practices
Industry-Oriented Practices
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Anticorruption, Corporate Integrity & Compliance
Antitrust & Competition
Banking & Finance
Commercial Contracts
Corporate & Mergers and Acquisitions
Corporate Immigration
Dispute Resolution
Environment
Government & Regulatory
Insolvency, Restructuring & Distressed Investing
Intellectual Property
International Trade / WTO
Labor & Employment
Private Equity & Capital Markets
Tax & Customs
White-Collar Crimes
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Aerospace, Naval & Defense
Electric Energy
Information Technology & Communications
Infrastructure & Projects
Insurance, Reinsurance & Pension Funds
Media & Entertainment
Mining
Oil, Gas & Biofuels
Real Estate
Shipping
CLIENT INDUSTRIES
For over 40 years we have built strong relationships with leading companies operating in many different
industry sectors, such as:
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Aerospace, Naval and Defense
Agribusiness
Automotive
Banks and Financial Services
Biofuels
Chemical and Petrochemical
Construction and Engineering
Consumer Goods
Education
Electric Energy
Health Care
Hospitality and Tourism
Information Technology
Infrastructure
Insurance and Complementary Welfare
International Bodies and NGOs
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Machines and Equipment
Media and Entertainment
Metallurgy and Siderurgy
Mining
Oil and Gas
Pharmaceutical and Cosmetics
Pulp and Paper
Real Estate
Services
Shipping
Sports and Leisure
Telecommunications
Transport and Logistics
Water and Sanitation
Wholesale and Retail
INVESTMENT OPPORTUNITIES IN BRAZIL
RECOGNITIONS & AWARDS
As the first Brazilian firm to receive the Chambers Client Service Law Firm of the Year award, our continuous
dedication to clients is consistently recognized by leading industry publications, in particular:
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Chambers Global 2014
Leading firm in 14 practice areas
37 leading individual recognitions
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Latin Lawyer 250 2014
Recommended firm with 22 practice areas
highlighted
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Chambers Latin America 2015
Leading firm in 26 practice areas
51 leading individual recognitions
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Legal 500 Latin America 2014
Recommended firm in 20 practice areas
4 leading lawyer recognitions
53 lawyer recommendations
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IFLR 1000 2015
Recommended firm in 5 practice areas
8 leading lawyer recognitions
2 rising star recognitions
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Who’s Who Legal Brazil 2014
39 lawyer recognitions
Some of our recent awards include:
Marine Money International - Editor’s Choice Deal of the Year 2013
Veirano Advogados advised DNB Bank and DNB Markets, as sole advisor, global coordinator, bookrunner and
MLA, in the US$584 million project finance & ECA deal for Technip Odebrecht PLSV CV. As part of the
transaction, the Firm also advised all lenders involved: Banco Itaú, Bank of Tokyo-Mitsubishi UFJ, HSBC,
Standard Chartered, SMBC, Credit Agricole, ABN AMRO, K-Sure, GIEK and Eksportkreditt.
Latin Lawyer - Project Finance Deal of the Year 2013
Veirano Advogados acted as Brazilian counsel to the lenders, agents and hedge providers in the US$1.2 billion
financing of the Chaglla hydropower plant in Peru, sponsored by the Odebrecht Group. Bound to be the
country’s second largest hydropower facility, it is one of the first project finance facilities of the BNDES for a
project located outside of Brazil.
Chambers Latin America - Lifetime Achievement 2012
Founding partner Ronaldo C. Veirano received the prestigious Chambers Lifetime Achievement award in
recognition for a longtime and productive career spanning more than 40 years of contributions to the Brazilian
legal market.
Latin Lawyer - Bankuptcy/Restructuring Deal of the Year 2012
Veirano Advogados advised Bank of New York Mellon, in its acting as trustee to the bondholders in the
acquisition of Brazilian power distributor Centrais Elétricas do Pará (CELPA) by Equatorial Energia through
judicial restructuring, the largest of its kind since Brazil’s new bankruptcy and restructuring law entered in to
force.
INVESTMENT OPPORTUNITIES IN BRAZIL
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CONTACT INFORMATION
For more information about Veirano Advogados, visit our web site or contact us anytime to discuss the current
legal needs of your business:
Rio de Janeiro
São Paulo
Av. Presidente Wilson, 231 - 23º andar
20030-021 - Rio de Janeiro RJ - BRASIL
t +55 21 3824 4747
f +55 21 2262 4147
Av. Brigadeiro Faria Lima, 3477 - 16º andar
04538-133 - São Paulo SP - BRASIL
t +55 11 2313 5700
f +55 11 2313 5990
Porto Alegre
Brasília
Rua Dona Laura, 320 - 13º andar
90430-090 - Porto Alegre RS - BRASIL
t +55 51 2121 7500
f +55 51 2121 7600
Scn. Qd 2. Bl. A - Ed. Corporate Financial Center
10º andar sl. 1001 - 70712-900 - Brasília DF - BRASIL
t +55 61 2106 6600
f +55 61 2106 6699
contact@veirano.com.br
veirano.com.br
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INVESTMENT OPPORTUNITIES IN BRAZIL
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veirano.com.br
Rio de Janeiro
São Paulo
Porto Alegre
Brasília