This document provides an investor presentation on BRMALLS, the largest shopping mall company in Brazil. It highlights that the Brazilian shopping mall industry offers strong growth potential as it remains underdeveloped compared to other markets. BRMALLS is highlighted as the largest and best operator in the sector, with the fastest growth and best key performance indicators. The presentation outlines BRMALLS' strategy to achieve R$1 billion in EBITDA by 2013 through acquisitions, greenfield developments, and same-store NOI growth, representing a 34.4% CAGR from 2010-2013. Acquisitions are projected to increase BRMALLS' GLA by 14% and NOI by 34% through 2013.
3. Highlights
Brazil Shopping Mall Industry Offers Strong Growth Potential
• Market highly underdeveloped and underpenetrated
• Fragmented industry
• Very limited downside given the economics of the business
BRMALLS is the Largest and the Best Operator in the Sector
• Solid and consistent track record
• Diversified growth strategy through Acquisitions and Developments
• By far the best key performance indicators
• Fastest growing company
BRMALLS Aims to Achieve an EBITDA of R$1 billion by 2013
• Represents a 34.4% CAGR ’10-13 compared to 81.0% CAGR ‘06-09
• No need for additional equity issuance
• Does not include any large acquisitions
3
5. Shopping Mall Industry
Brazilian Mall industry offers strong potential for growth and expansion
GLA per 1,000 inhabitants (m²) % of Retail Sales in Shopping Malls (2008)
2,180 65.7%
57.5%
51.3%
1,290
828 25.9%
17.2%
297
289 219 163
45
USA Canada Australia Portugal Spain France Germany Brazil
Canada USA Australia France Brazil
Source: ICSC 2008 Source: ICSC 2008
September 2009: 18.3%
5
6. Brazilian Shopping Mall Industry
Highly fragmented market of shopping malls offer significant room for consolidation
Market Share - Shopping Mall s Local Industry
Brazil USA
41.6%
78.6%
78.0% 79.0% 78.6%
86.6%
58.4%
4.3%
5.6%
22.0% 21.0% 21.4%
13.4% 11.5%
2006 2007 2008 2009 2009 2009
BRMALLS
Multiplan Top 3 Players
Top 3 Mall Players
Iguatemi
Others Others
6
7. High Demand for New Developments
Decreasing vacancy rates and high sales growth offer huge potential for
new developments
Shopping Malls Sales Growth vs. GLA Brazil’s Vacancy Rate – Year End
(05 – 09 CAGR)
11.8% 5.7%
8.8% 4.4%
4.0%
3.1%
2.9%
2.6%
2.0%
Shopping Malls Gross Leasable 2003 2004 2005 2006 2007 2008 2009
Sales Area
*Source: ABRASCE
7
10. Who we are
Largest Shopping Mall Company in Latin America National Presence
• 39 regional malls
• 4 malls under development and 5 malls under expansion
• Total GLA: 1,173.2 thousand sq. m (1.4 million sq. m after exp. and
development)
• Owned GLA: 600.4 thousand sq. m (728.2 thousand sq. m after exp.
and development)
• Bovespa’s Novo Mercado (BRML3) and ADR Level 1 (BRMSY)
Most Efficient Operator in the Sector
• Best EBITDA Margin: 83.4% x 66.5% of other firms in the sector
(9M10)
• Lowest Occupancy Cost : 9.5% x 11.6% of other firms in the
sector(9M10)
The Fastest Growing Company in the Sector
• Largest EBITDA growth since its foundation: EBITDA CAGR (2006 –
2009) of 77% x 29% of other players in the sector
• - EBITDA CAGR (9M10 x 9M07): 34.2% x 24.1% of other firms in
the sector
BRMALLS’ presence
10
11. Leading Player in the Sector in 4 Years
BRMALLS became the largest Brazilian shopping mall company in 4 years
Top Players GLA (m²) - Year End 2006 Top Players GLA (m²) - Current
1,173,179
373,480
292,200
270,752
237,303 544,703
200,800 433,175 423,281
365,938
11
12. Best Mall Operator in the Sector
BRMALLS has the best performance indicators in the sector
9M10 Occupancy Cost
9M10 NOI Margin*
(as % of tenants sales)
92.4%
13.3%
90.0%
11.5%
86.7% 86.6%
10.1%
9.5%
BRMALLS Multiplan Iguatemi Aliansce BRMALLS Multiplan Iguatemi Aliansce
9M10 EBITDA Margin* 9M10 Same Store Rent (% growth)
83.4%
77.0% 7.0%
6.5%
66.5% 6.2%
56.2%
4.9%
BRMALLS Multiplan Iguatemi Aliansce BRMALLS Multiplan Iguatemi Aliansce
* Under comparable basis.
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16. Company with Highest Liquidity
Avg. Daily Traded Volume – December 2010
Free Float (% of total shares)
(R$ million)
43.3 94%
14.7
9.7 37% 36%
25%
2.6
BRMALLS Multiplan Iguatemi Aliansce BRMALLS Multiplan Iguatemi Aliansce
16
17. National Presence
Number of Malls 39
Total GLA (m²) 1,173,179
Owned GLA (m²) 600,381
North Region
Northeast Region
Population: 15,313,000
Population: 53,477,000
Share of Brazilian Retail Sales: 5.0%
Share of Brazilian Retail Sales: 18.0%
YoY Total Sales Growth: 3.2%
YoY Total Sales Growth: 5.9%
% of Total GLA: 4.7%
% of Total GLA: 12.5%
% of NOI: 1.2%
% of NOI: 7.1%
Central-West Region
Population: 13,751,000
Share of Brazilian Retail Sales: 8.0%
Southeast Region
YoY Total Sales Growth: 5.6%
Population: 79,751,000
Share of Brazilian Retail Sales: 52.0%
% of Total GLA: 10.3% YoY Total Sales Growth: 5.6%
% of NOI: 7.2%
% of Total GLA: 59.9%
% of NOI: 77.3%
South Region
Population: 27,539,000
Share of Brazilian Retail Sales: 17.0%
YoY Total Sales Growth: 4.3%
% of Total GLA: 12.6%
% of NOI: 7.2%
17
18. Focus on the Middle Class
Share of Brazil´s % of Total % of
Total Population Number of Malls Owned GLA (m²) Owned GLA (m²) BRMALLS NOI
A
4.6% 3 34,264 5.7% 7.0%
B
28.4% 28 524,334 87.3% 87.8%
C/D
67.0% 8 41,783 7.0% 5.2%
39 600,381 100% 100%
*Source: IBGE 2008
A: > 15 minimum wages (> R$7,650)
B: >5 – 15 minimum wages ( > R$2,550 – R$7,650)
C: >3 – 5 minimum wages ( > R$1,530 – R$2,550)
D: 1-3 minimum wages ( > R$510 – R$1,530)
18
20. Our Mission
BRMALLS Aims to Achieve an EBITDA of R$1 billion
by 2013
• Considers R$250 million investment in acquisitions per year
• Assumes 2 greenfield projects being open each year
• Same-Mall NOI growth of 6% in real terms per year
• No need for additional equity issuance
• This represents a 34.4% CAGR ’10-13 compared to 81.0%
CAGR ‘06-09
20
21. Growth via Acquistions
Acquisitions can increase our GLA by 14% and NOI by 34% until 2013
GLA growth until 2013 through acquisitions NOI growth until 2013 through acquisitions
(m²) * (R$ million) *
25,000 609,310
25,000
27,056 674,406
25,000
27,056
79,200
27,056
593,238
455,111
2010 2011 2012 2013 Total 9M10 - 4Q10 - 2011 2012 2013 Total
annualized realized
* Estimates consider R$250 million in acquisitions on 2011, 2012 and 2013.
21
22. Greenfield and Expansion Projects
New developments will increase our GLA by 29% and NOI by 47% until 2013
GLA growth until 2013 through developments NOI growth until 2013 through developments
(m²) * (R$ million) *
54,565 764,076
58,387 56,312 668,795
57,885 71,000
593,238
54,873
31,500
455,111
2010 2011 2012 2013 Total 9M10 - 4Q10 - 2011 2012 2013 Total
annualized realized
Summary of already announced projects (5 expansions and 4 greenfield projects):
Stabilized NOI Owned GLA Average Ownership Total GLA
R$146,8million 127,771 m² 61.9% 206,176 m²
* Estimates consider two greenfield projects to be announced opening in 2013.
22
23. Recently Opened Greenfields
Mall Information:
• Total GLA (m²): 16,431
• Owned GLA (m²): 11,502
• Stores: 120
•Leasing Status: 100%
• Opening Date: October 5th
• NOI : R$ 8 million
• Total CAPEX : R$ 49
million
• IRR: 19% (real,
unleveraged)
• Cash on Cash : 22%
23
24. Recently Opened Greenfields
Mall Information:
• Total GLA (m²): 29,042
• Owned GLA (m²): 20,924
• Stores: 184
•Opening Date : November 24th
• Stab. NOI : R$ 29.2 million
• Total CAPEX : R$ 173 million
• CAPEX Status : 62%
• IRR: 16.5% (real, unleveraged)
• Cash on Cash : 19.1%
24
25. Greenfields Under Development
Mall Information:
•Landbank (m²): 25,000
• Total GLA (m²): 29,207
•Owned GLA (m²): 14,311
• Leasing Status: 88.2%
• Expected Opening: 2Q11
• Stab. NOI: R$ 13.2 million
Regional Information:
• Population: 1.0 million
• Consumption potential:
R$3.6 billion per year
25
26. Greenfields Under Development
Mall Information:
• Landbank (m²): 112,000
• Total GLA (m²): 41,942
• Owned GLA (m²): 25,165
• Construction Status: 27%
• Leasing Status: 63.8%
• Expected Opening: 4Q11
• Stabilized NOI: R$31.3 million
• IRR (real and unleveraged): 18%
Regional Information:
• Population: 750 thousand
• Consumption potential:
R$1.5 billion per year
26
27. Greenfields Under Development
Mall Information:
• Total GLA (m²): 36,188
• Owned GLA (m²): 21,713
• Construction Status: 12%
• Leasing Status: 56.7%
• Expected Opening: 2Q12
• Stabilized NOI: R$21.6 million
• IRR (real and unleveraged): 19.3%
Regional Information:
• Population: 2.4 million
• Consumption potential:
R$3.0 billion per year
27
28. Greenfields Under Development
Mall Information:
• Total GLA (m²): 42,586
• Owned GLA (m²): 25,552
• Expected Opening: 2Q12
• Stabilized NOI: R$28.7 million
• IRR (real and unleveraged): 17.1%
Regional Information:
• Population: 750 thousand
• Consumption potential:
R$4.2 billion per year
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29. Recently Opened Expansions
Maceió Shopping
• Total GLA: 9,819 m²
• Owned GLA: 2,455 m²
• Inauguration: 2Q10
West Shopping
• Total GLA: 9,608 m²
• Owned GLA: 2,882 m²
• Inauguration: 2Q10
29
30. Expansions Under Development
Expansion:
• Total GLA (m²): 14,839
• Owned GLA (m²): 14,839
• Expected Opening : 2Q11
• Construction Status : 57%
• Leasing Status: 98.2%
Current Mall
• Total GLA: 31,635
• Owned GLA: 31,635
• Occupancy rate: 100%
• Late payments (30 days): 0.4%
• Monthly Sales (per m ²): R$1,000
• % of BRMALLS NOI: 6%
• LS: > 20%
• SSR: 12%
30
31. Expansions Under Development
Shopping Campo Grande
• Total GLA: 5,280 m²
• Owned GLA: 3,569 m²
• Inauguration: 4Q11
Plaza Shopping
• Total GLA: 11,123 m²
• Owned GLA: 11,123 m²
• Inauguration: 4Q12
31
32. Expansions Under Development
Top Shopping
• Total GLA: 15,366 m²
• Owned GLA: 7,668 m²
• Inauguration: 1Q13
Osasco Plaza Shopping
• Total GLA: 9,675 m²
• Owned GLA: 3,831 m²
• Inauguration: To be defined
32
33. Multi-Use Projects
Over R$165 million in revenues from multi-use projects expected over the next 6 years
2011
Sales %
Volume BRMALLS #
(R$ MM) (R$ MM) Towers
Tamboré 104.0 20.9 1
2012
Campo Grande 54.7 9.8 1 Sales %
Volume BRMALLS #
Goiânia 7.1 0.6 1 (R$ MM) (R$ MM) Towers
Tamboré 174.3 35.1 2
Total 165.8 31.3 3
Caxias do Sul 40.0 2.7
2013-2016
1
Piracicaba 39.8 1.4 2 Sales %
Volume BRMALLS #
NorteShopping 105.4 5.0 1 (R$ MM) (R$ MM) Towers
Fashion Mall 101.7 24.2 2
Top Shopping 21.7 0.1 1
Campinas 44.7 6.7 1
Independência 27.5 3.5 1
São Bernardo 80.0 8.6 5
Total 408.7 47.8 8
Tamboré 174.3 35.1 2
Granja Vianna 28.0 5.0 1
Top Shopping 43.5 2.0 2
Mooca Plaza 64.0 6.9 4
Total 536.2 88.5 17
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34. CAPEX Schedule
BRMALLS will disburse R$634 million with the announced projects over the next 2
years
Itaú-Unibanco
Bank
Santander Santander Bradesco
CAPEX Disbursement Schedule (R$ million)
CRI Project Finance Project Finance Project Finance
Type
205.5 1.5 936.3
12 years 10 years 10 years 12 years
Term
297.4
IGP-M + 7.75% 93.95% CDI IGP-M + 8.3% TR + 9.8%
Cost
129.4
302.5
% of CAPEX
77.8% 67.7% 58.4% 69%
Already 4Q10 2011 2012 2013 Total
disbursed
Amount
R$ 92.5 million R$ 32 million R$94.6 million R$115 million
Total Amount Financed: R$ 334.1 million
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35. Where We Expect to Be in 2013
New Developments and Acquisitions should increase our GLA by 42% and NOI by 81%
until 2013
GLA growth until 2013 (m²) * NOI growth until 2013 (R$ million) *
845,244 822,994
81,621 81,311
85,443 95,999
79,872
84,941
110,700
593,238
455,111
2010 2011 2012 2013 Total 9M10 - 4Q10 - 2011 2012 2013 Total
annualized realized
* Estimates consider R$250 milion in acquisitions on 2011, 2012 and 2013 and two greenfield projects to be announced opening in 2013.
35
37. Financial Highlights
Solid and consistent NOI growth…
NOI (R$ million)
25.9%
CAGR: 70.0%
362
320
288
254
172
74
2006 2007 2008 2009 9M09 9M10
37
38. Financial Highlights
...concentrated in managed malls, which represents over 90% of our NOI
Same Mall NOI (R$ million)
23.9% 115
24.4%
93
11.8%
9M09 9M10 Other Malls Managed Malls
38
41. Capital Structure
3Q10
Debt Indices (% of the total)1
Cash R$756.6 million Fixed (R$)
Average Yield 101.8%
0.0% IPCA
20.8%
Gross Debt R$1,541.2 million
TR
11 years
33.3%
Average Debt Duration
Average Debt Cost IGP-M + 7.63%
USD1
R$ 784.6 million
CDI
Net Debt 19.7%
3.1%
Net Debt / EBITDA 1.19x TJLP
1.0%
IGP-M
22.1%
2
Amortization Schedule (R$ million)
298.4
187.8 182.2 172.4 169.0
111.0 113.6
87.3 85.0 73.5
27.6 26.7 6.7
2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022
onwards
Notes:
1- Coupon hedge (5 years) of perpetual bond through a simple cash flow swap, exchanging our position from USD+9.75% to 109.3% of CDI for 3 years and 100.3% of CDI for 2 last years
2- Assumes payment of perpetual bond on 2022
41
42. Market Consensus
Average Estimates (R$ million)
Market Consensus (R$ million)
Including Acquisitions Excluding Acquisitions
2011 2012
2011 2011 Net Revenues 656 822
Net Revenues 682 Net Revenues 605
EBITDA 522 663
EBITDA 549 EBITDA 466
EBITDA Mg. 79.5% 80.6%
EBITDA Mg. 80.6% EBITDA Mg. 77.0%
FFO* 343 437
FFO* 341 FFO* 348
2012 2012
Growth 2011-2012
Net Revenues 846 Net Revenues 742
EBITDA 688 EBITDA 581 27.1% 27.3%
25.3%
EBITDA Mg. 81.2% EBITDA Mg. 78.2%
FFO* 437 FFO* 436
Net Revenues EBITDA AFFO
Analysts that includes acquisitions in their models: Citi, Itaú, Santander, Bradesco, Votorantim, BTG, Merrill Lynch, Goldman Sachs, Deutsche Bank and Raymond James
Analysts that excludes acquisitions in their models : UBS, Morgan Stanley, Credit Suisse, Banco Fator and Barclays Capital
*FFO estimates do not consider exchange variation and swap adjusted to market value
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44. Disclaimer
This material has been prepared solely for informational purposes and is not to be construed as a solicitation or an offer to buy or sell any securities and should not
be treated as giving investment advice. It is not targeted to the specific investment objectives, financial situation or particular needs of any recipient. No
representation or warranty, either express or implied, is made as to the accuracy, completeness or reliability of the information contained herein. It should not be
regarded by recipients as a substitute for the exercise of their own judgment. Any opinions or information expressed in this material are subject to change without
notice and BR Malls Participações S.A. (“BR Malls”) is not under any obligation to update or keep current the information contained herein.
This material is for distribution only to persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a) to (d)
("high net worth companies, unincorporated associations etc") of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv) are persons to whom
an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with
the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as
"relevant persons"). This material is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this material relates is available only to relevant persons and will be engaged in only with relevant persons.
You should consult your own legal, regulatory, tax, business, investment, financial and accounting advisers to the extent that you deem necessary, and you must
make your own investment, hedging of trading decision regarding the Transaction based upon your own judgment and advice from such advisers as you deem
necessary and not upon any view expressed in this material.
This material includes forward-looking statements subject to risks and uncertainties, which are based on current expectations and projections about future events
and trends that may affect BR Malls’ business, financial condition, results of operations, liquidity, prospects and/or the market value of our common shares and
GDSs. 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”, “estimate”, “intend”, “may”, “will”, “continue” or any other words or
phrases of similar meaning. These statements include projections and forecasts about general economic, political and social conditions in Brazil, as well as
information about competitive position, the regulatory environment, potential opportunities for growth and other matters. The statements were prepared on the
basis of management’s present knowledge and assumptions which management believes to be reasonable. For purposes of preparing these projections and
forecasts, management made certain assumptions about general business and economic conditions, the outcome of which neither management nor any other
person can predict with any certainty. These assumptions and the other assumptions upon which the projections are based are inherently subject to significant
uncertainties. Therefore, the projections are not necessarily an indication of our future performance. Neither BR Malls nor any other person assumes any
responsibility for their accuracy and, accordingly, none of such persons is making (and you should not infer otherwise) any representation about the likely existence
of any particular future set of facts or circumstances. Because of these uncertainties, the investors shall not take any investment decision based on these estimates
and forward-looking statements. BR Malls does not intend to provide future holders of GDSs or common shares with any revised projections or forecasts or analysis
of the differences between such projections and forecasts and its actual operating results.
44