COTRIL ALIMENTOS S.A. OCTOBER 2008 Beef Industry in Brazil - Overview Overview Heads of Cattle Slaughtered in Brazil (millions) With 169 million heads, Brazil has the largest commercial cattle inventory in the world, considering that India does not commercialize cattle due to its religious beliefs 30.4 30.7 Brazil is currently the largest beef and veal exporter in the world, with exports totaling 2.19 million tons (28.8% of worldwide exports) in 2007, according to the USDA CAGR = 7.5% Cattle prices in Brazil have increased from lower growth rates of inventory and as a result of higher than average cow slaughtering between 2003 and 2006, as well as from higher costs in 2008 19.9 – Average cattle prices in the state of São Paulo increased from R$53 per live arroba weight in Dec 2006 to R$90 per live arroba weight in Aug 2007 Source: IBGE, USDA, CEPEA Note: 1 live arroba = 30 kilograms and 1 dead arroba = 15 kilograms 21.6 16.8 17.1 18.4 14.9 14.9 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 Heads of Cattle in the 50 Largest Feedlots of Brazil (‘000) 153.1 169.9 According to Assocon estimates, a total of 3 million heads of cattle were fattened in feedlots in 2007 128.0 1,705.6 1,257.1 101.7 934.0 801.6 78.6 666.1 438.0 1970 25.9 Source: IBGE as of September 12, 2008 Heads of Cattle in Brazil (millions) 118.1 28.0 1975 Source: IBGE as of September 12, 2008 1980 1985 1995 2006 2002 524.7 2003 2004 2005 2006 2007 2008E Source: Top Beefpoint research of feedlots 2 Beef Industry in Brazil - Location and Density Cattle Herd Density The Southern region has seen land value increases because of agricultural activities Cattle herds are migrating from the Southern to the Northern parts of the country – Increased importance of plant location due to high logistic costs 1995 Cattle herd breakdown by region (2006) – Total: 169 mm heads North Northeast Southeast South Middle-West 18.4% 15.3% 20.6% 14.1% 31.6% 2006 3 Beef Industry in Brazil - Volumes and Revenues Gross Value of Brazilian Beef Production (R$ billion) Brazilian Beef Exports (US$ mm) 47.4 4,425 32.8 32.4 3,923 CAGR = 27.1% 3,060 2,526 1,590 2006 2007 2008E Source: CNA 1,049 1,144 2001 2002 2003 2004 2005 2006 2007 Source: ABIEC Top 4 Beef Companies in Brazil (numbers in R$mm, unless otherwise indicated) Market share in the Brazilian beef market Beef capacity (heads/day) 51,400¹ 12,650 21,100 5,500 Net Revenues 07 14,142 6,400 3,340 1,463 EBITDA 07 591 864 380 121 % Margin 07 4.2% 13.5% 11.4% 8.2% % Exports 07 39.1% 47.0% 49.8% 76.6% Location of plants AC, GO, MT, MS, MG, RO, SP, PR / USA / Argentina / Australia GO, MT, MS, MG, BA, PR, SP / Uruguay RO, MT, MS, GO, SP, RJ, RS / Chile / Argentina / Uruguay SP, GO, MS, TO Paraguay Top-4 beef companies 20% Others 80% Source: Companies’ filings, USDA, SECEX, news run ¹ Does not consider National Beef, Smithfield Beef and Grupo Tasman 4 Beef Chain Overview Early Breeding Pasture Growing Feedlot 1 year 1 year 75 days 1 day When cattle arrive at a feedlot, they typically are separated into herds and live in pens that allow about 7 to 8 square meters of room per animal. Cattle usually spend 75 days in a feedlot, during which they are fed a scientifically formulated ration and have constant access to water Once cattle have reached 17 live arrobas weight, they are typically considered “finished” and are transported to packing plants for slaughter When cattle arrive at packing plants, the animals are slaughtered and processed within the most exigent standards of sanitary control The process is oriented for quality excellence in food production for consumption As calves reach 6 to 10 months of age, they are weaned from their mothers. Weaned male calves (steers) often graze until about one year old (yearlings) and then are sold to a cattle feeder who will prepare the animal for the feedlot Calves reach approximately 6 live arrobas weight These are mostly ranches and farms where cattle graze on pasture or start receiving grain to supplement their diets. Once most cattle reach approximately 12 live arrobas weight, they are taken to a feedlot Note: 1 live arroba weight equals approximately 30 kilograms and 1 dead arroba weight equals approximately 15 kilograms Slaughterhouses Meat Packing Sales Domestic & Export Markets Final products are sold in domestic and export markets, where retailers and foodservice operators sell beef products in supermarkets and restaurants 5 Cotril Alimentos Overview “Integrate the beef chain, attending the most required quality standards with social and environmental responsability” Highlights Shareholders Structure Cotril Alimentos is made up of the following operations: feedlots, slaughterhouse/meat packing and sales/distribution Cotril Alimentos is the largest Brazilian feedlot operator and has approximately 650,000¹ heads of cattle distributed throughout more than 560 farms Cotril Group 64% – Partnership with Schering-Plough (Intervet) for sanitary control of its cattle inventory – Largest single supplier of cattle to beef companies in the state of Goiás Operational assets Capital Feedlot fixed capacity is expected to reach 210,000 heads of cattle in 2008, consolidating Cotril´s #1 position in Brazil – Considering an estimated 3x turnover, Cotril Alimentos will be able to fatten approximately 600,000 heads of cattle on its feedlots Integrated beef chain Cattle Feed Early Breeding Pasture Growing Feedlot Slaughterhouses Meat Packing Sales Domestic & Export Markets In December 2007, Cotril’s slaughterhouse in the city of Inhumas (close to Goiânia) started its operations; – Currently has a total capacity of 1.200 animals/day – International standard of quality: This allows them to export to “General List” countries, including the European Union; also licensed to export to Middle East countries 36% To be incorporated in Cotril Alimentos by the end of 2008 Note: ¹ As of July 2008. It includes animals in pasture and feedlots 6 Cotril’s Cattle Herd Tocantins Mato Grosso ► Heads of cattle: 168,514 ► Heads of cattle: 39,050 – Pasture Growing: 28,058 – Pasture Growing: 147,095 – Feedlots: 10,992 – Feedlots: 21,419 ► # of farms: 124 ► # of farms: 21 Goiás RO Rondônia ► Heads of cattle: 420,771 TO MT ► Heads of cattle: 19,064 – Pasture Growing: 15,427 – Feedlots: 3,637 GO MG – Pasture Growing: 293,149 – Feedlots: 127,622 ► # of farms: 367 Minas Gerais ► # of farms: 13 ► Heads of cattle: 3,838 Total Heads of Cattle (thousand) – Pasture Growing: 3,838 – Feedlots: 0 ► # of farms: 43 552 484 594 616 602 630 628 664 661 656 656 668 671 656 651 507 391 Jul-08 Jun-08 May-08 Apr-08 Mar-08 Feb-08 Jan-08 Dec-07 Nov-07 Oct-07 Sep-07 Aug-07 Jul-07 Jun-07 May-07 Apr-07 Mar-07 Feb-07 340 Heads of cattle: 651,237 Male: 570,755 Female: 80,482 (approximately 15,000 heads of cattle on early breeding operations) Number of farms: 568 Leased: 535 Owned: 33 7 Largest Feedlot Operator in Latin America 5 Capacity Unit Name 2007 2008E 1 Mara Rosa 50,000 50,000 2 Nerópolis 25,000 15,000 3 Jussara 15,000 45,000 4 Cariri 15,000 25,000 5 Campinaçú 10,000 15,000 6 Mineiros 0 15,000 7 Água Boa 0 30,000 8 Comodoro Total 0 15,000 115,000 210,000 180,000 160,000 140,000 120,000 100,000 80,000 60,000 40,000 20,000 - MT GO Jul-07 Aug-07 Sep-07 3 TO 4 8 MT 7 6 Animal Production for Slaughtering Jun-07 TO Oct-07 Nov-07 Dec-07 2 1 5 3 2 GO Average Number of Animals in the Feedlots Jan-08 Feb-08 Mar-08 Apr-08 May-08 Jun-08 Jul-08 Aug-08 8 Slaughterhouse Operation Overview Strategically located in the city of Inhumas (GO), close to the main cattle suppliers and 60 Km from Goiânia Total capacity of 1.200 animals/day – Under the company’s business plan total meat production derived from the meat packing plants will reach full capacity by 2011 Due to Cotril’s integrated operations, slaughterhouses are expected to work at full capacity – From 2009 the feedlot operation will be responsible for providing almost 100% of the meat packing plant needs minimizing supply risk between the harvest (December through May) and in between harvest (June through November) periods of the year International standard of quality: allows for export to “General List” countries, including the European Union; also licensed to export to Middle East countries The products and carcass are cut and classified according to the client’s specific demands Innovative traceability system 9 Agricultural Production Cotril’s own agricultural production (harvest 2007/2008) was able to produce approximately 30% of its total feedlot consumption Unit Farm State Company Product Area (ha) Tons Market Value (R$) Nerópolis Cambará GO Alimentos Grass (Silage) 500 30,000 1,200,000 Jussara Canadá GO Alimentos Corn (Silage) – 1st Crop 3,000 180,000 14,400,000 Jussara Canadá GO Alimentos Corn (Grains) – 2nd Crop 3,000 21,600 8,640,000 Mara Rosa Sta. Luzia GO Alimentos Corn (Silage) 560 33,600 2,688,000 Mara Rosa Sta. Luzia GO Alimentos Corn (Grains) 300 2,160 864,000 Mara Rosa Sta. Luzia GO Alimentos Sorghum (Grains) 700 5,040 1,596,000 Mara Rosa Jatobá GO Alimentos Grass (Silage) 750 45,000 1,800,000 Cariri São Vicente TO Alimentos Corn (Silage) 1,200 72,000 5,760,000 Cariri Itália TO Alimentos Corn (Grains) 1,200 8,640 3,456,000 Campinaçú São José GO Alimentos Corn (Silage) 600 36,000 2,880,000 Campinaçú Bom Jesus GO HPA² Corn (Grains) 2,000 14,400 5,760,000 Campinaçú Bom Jesus GO HPA² Sorghum (Silage) 500 30,000 1,500,000 Água Boa Água Ba MT HPA² Corn (Silage) 720 43,200 3,456,000 Comodoro Comodoro MT HPA² Corn (Silage) – 1st Crop 460 27,600 2,208,000 Comodoro Comodoro MT HPA² Corn (Silage) – 2nd Crop 460 27,600 2,208,000 Barreiras NA BA HPA² Corn (Grains) 1,900 13,680 5,472,000 17,850 590,520 63,888,000 Cotril Total Production Cotril total production Total food consumption by feedlot operation in 2008¹ R$64mm R$198mm Cotril produces approximately 30% of its own food input needs, which provides an important competitive advantage ¹ Estimated food for fattening 560 thousand animals ² HPA: Henrique Pereira Ávila, who is one of Cotril Alimentos’s shareholders 10 PE Investment Impact on the Cotril Group Vision has been actively involved in providing finance and asset backed loans since 2006 to the Cotril Group, and in 2007 obtained a 36% equity stake in Cotril Alimentos S.A. As a long term equity investor with aligned interests, Vision has worked closely with the Avila family and the Cotril Group to provide financial, strategic and governance input for its operations. This has included: – Allocating a new CFO to the company and restructuring the financial business model and originating more efficient lines of financing for working capital – Developing alternative fiscal structures to reflect the importance of evolving from a more family oriented personal tax planning overlay into more robust corporate tax and company structures – Providing input at the strategic planning level through the installation of a Board of Directors – Introducing Strategic Partners to the Group to position the company for further growth – Preparing Cotril Alimentos for alternative capital raising events such as an IPO or listing through the implementation of new corporate governance and management controls, efforts to increase transparency, and inputting environmental and labor risk awareness and strategy 11 Ongoing Strategic Highlights Beef Chain Integration Strategic Location and Logistics Cotril Alimentos’s main strategic goal is to incorporate early breeding and pasture growing activities by the end of 2008. This objective is to integrate the complete beef chain of production, thus achieving an innovative vertical integration model for the beef chain in Brazil. Cotril will thus combine its cattle supply capacity from the feedlot operation with the slaughterhouses/meat packing units and sales activities. This will provide competitive edge through a differentiated logistic and large scale driven operation, unique among the major Brazilians meat packers Cotril´s business units are located close to the Norte-Sul railroad (today up to Barrôlandia city in the state of Tocantins) playing an important role in future logistics efficiency. Once this railway is finalized, their products for export can then flow through the large northern ports (Belém, Itaqui) saving almost 3,700KM when considering the alternative of the Santos port in the State of São Paulo The company will be developing in essence a new business model for the beef sector (only achieved so far in Brazil by the major pork and poultry integrated producers, i.e. Sadia and Perdigão) that would minimize supply and quality risks throughout the chain Feedlot operations and meat packing plants are being concentrated in a logistic efficient distribution in order to minimize transportation costs. In the first year of slaughtering operation (beginning 2008) the average distance per animal between feedlots and meat packing plants will be approximately 88Km and, for the second year 94Km. This compares favorably to the distance of up to 350Km that competitors need to transport cattle Capital Raising Implementation of Management Controls A potential equity injection of US$ 100 million would help to accelerate the company’s growth in the following way Going forward Vision is helping Cotril Alimentos in its installation of management and financial controls systems, including SAP – US$ 60 million would be routed to the acquisition of calves. The remaining would be allocated as working capital in building up feed stocks in the confinements, allowing higher bargaining power in the acquisition of feed stocks during harvest season Terco Grant Thornton was recently hired to perform the first auditing of Cotril Alimentos as a stand alone company 12 Appendix 13 Cotril Group The group is formed by the following companies: Cotril Máquinas e Implementos Exclusive dealer for New Holland heavy duty construction equipment Ranked number 1 dealer, responsible for 30% of New Holland heavy equipment total sales Cotril Motors Exclusive dealer of Mitsubishi cars, pick-ups and SUVs in Goiâna Ranked 3rd largest Brazilian dealer Cotril was founded in 1965 and has become a diverse group of companies with strong performance in the mid-west region of Brazil. The Cotril Group has more than 800 employees across its five principal companies Cotril Rental Rent of heavy duty construction equipment Manufacturer’s integral support: New Holland, Randon, Terex, Roadbuilding and Proton Muller Cotril Agropecuária Concentrates the early breeding and pasture growing operations for cattle Founded back in March 1982, it is expected to produce approximately 560,000 heads of cattle for slaughtering in 2008 Cotril Alimentos Feedlot and slaughterhouse operations Expected to reach 200,000 heads of cattle capacity in 2008 14 Vision Brazil Investments Vision Brazil Investments Alternative Asset Management Company based in Brazil Assets Under Management Approximately USD 2.0 billion in assets under management in funds and USD 1.4 billion in equity value for its Private Equity investments Investor Base Purely institutional: pension funds, private equity and other long term focused investors Agribusiness Investments Currently holds in excess of USD 900 million of agricultural financing and equity in the following segments: Cattle / Beef, Sugar / Ethanol, Soy / Corn / Cotton and Timber Top private originator in Brazil of exchange tradable agricultural securities Agribusiness Investment Highlights Has developed outstanding relationships over the past years with the top agricultural producers in Brazil Partnership owned with a staff of 75 people and a network of more than 30 service providers in the agricultural sector (collateral control / monitoring, advisory), involving more than 1,000 people controlling / monitoring its investments 15