bcr investor presentation - cmvm

BCR Investor Presentation

April 2015

Disclaimer

The information contained herein (“Information”) has been prepared by Brisa – Concessão Rodoviária, S.A. ("BCR") and, according to its nature, it is not provisional and not intended to give

any forward-looking statements, estimates or future projections and should be read accordingly. The Information is publicly disclosed under the applicable rules and regulations and may be

freely used under the condition that BCR renders no representation, warranty or undertaking, express or implied, with respect to, and no reliance should be placed on, the fairness,

accuracy, completeness or correctness thereof. Neither BCR nor any of its affiliates, subsidiaries, directors, representatives, employees and/or advisors shall be held liable or responsible

for any direct or indirect damages whatsoever that may occur or that may arise from any use of the Information or otherwise arising in connection with this presentation or as a result of

any use or manipulation, modification or alteration, update, revision or correction, whether intentional or not, of the Information.

All data referred in this document must be reported to the document’s date. Therefore, considering the nature and objective of the disclosure of the Information, BCR shall not be under

any obligation to update said Information, nor shall it be under any obligation to make any prior announcement of any amendment or modification thereof and therefore the Information

may not be used in the future in connection with any offer (public or private) in relation to securities issued by BCR. Any decision to purchase, subscribe, exchange or otherwise trade any

securities in any offering launched by BCR or on its behalf should be made solely on the basis of the information to be contained in the relevant prospectus, base prospectus or offering

memorandum to be made available in due course in relation to any such offering in accordance with the applicable rules and regulations.

The contents of this presentation have not been verified by Barclays Bank PLC, BCP, BESi, CaixaBI, Santander or Société Générale (the “Joint Bookrunners”). Accordingly, no representation

or warranty, express or implied, is made or given by or on behalf of any of the Joint Bookrunners (and their shareholders, directors, officers or employees) or any other person as to the

accuracy, completeness or fairness of the information or opinions contained in this presentation.

The Joint Bookrunners are acting for BCR in connection with the proposed transaction and for no one else and will not be responsible to anyone other than BCR for providing the protections

afforded to clients of the Joint Bookrunners , nor for providing advice in relation to the proposed offering or any other matter referred to herein. Any prospective purchaser of the

securities in BCR is recommended to seek its own independent financial advice. The Joint Bookrunners have not authorised the contents of, or any part of, this document.

The Information is provided for general purposes only and is not intended to constitute professional advice. Furthermore, the Information does not constitute or form part of and should not

be construed as, an offer (public or private) to sell, issue, advertise, market, invite to subscribe, submit to investment gathering procedures or the solicitation of an offer (public or private)

to buy or acquire securities of BCR or any of its affiliates in any jurisdiction or an inducement to enter into investment activity in any jurisdiction.

Use of data contained herein in its original format shall contain a quote as to the source of the information and/or a reference of where it was taken from.

BRISA Concessão Rodoviária, S.A.

Head-Office: Quinta da Torre da Aguilha, Edifício BRISA, São Domingos de Rana

Share capital: EUR 75 000 000

Registered in the Commerce Registry Office of Cascais under register and corporate tax number 502790024

Transaction Overview

Brisa Group & BCR Structure

FY 2014 Results

Wrap-up & Main Targets for 2015

Appendix


BCR new issue of senior notes.

EUR 300 million, 10 years

New Issue will be launched in parallel with a cash tender offer for the 4.5%

Dec-16 Euro bond(Barclays is acting as Offeror)

Description

Transaction TimetableTransaction Timetable

4

Tender Announcement Friday, 17 April

New Issue Announcement Monday, 20 April

Tender Expiry Friday, 24 April

Tender Acceptance Tuesday, 28 April

Tender Settlement (expected) Wednesday, 29 April

New Issue Settlement Thursday, 30 April


Rationale

� Smoothen and extend it’s maturity profile

� Increase debt duration, also minimising cost of carry, taking advantage of current market conditions on the new

issue

The transaction allows BCR to:

M/L term debt amortization profile (current)

Current

0

100

200

300

400

500

600

700

2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032

millionEur

EIB Bonds

5

Current

After transaction (*)

(*) For illustrative purposes only


Key Terms & Conditions for the new issue

Issuer: Brisa – Concessão Rodoviária, S.A.

Form of Notes: Reg S / Dematerialised book-entry notes

Status: Senior and Secured Notes

Issuer Ratings: Baa3 (stable) by Moody’s / BBB (stable) by Fitch

Currency: EUR

Size: 300,000,000Size: 300,000,000

Tenor: 10-years

Listing and Trading: Luxembourg Stock Exchange (Regulated Market)

Governing Law: Portuguese Law

Documentation: EMTN

Clearing: Interbolsa, Euroclear, Clearstream

Denominations: EUR 100,000 + EUR 100,000

Joint Bookrunners: Barclays, BESI, CaixaBI, MBCP, Santander GBM, SGCIB

6



FY 2014 Results


Appendix

Brisa Group

Brisa Auto-estradas(Parent company)

BCR Brisa Concessão

Rodoviária(100%)

BrisalConcession

(70%)

DouroConcession

(100%)

AtlânticoConcession

(50%)

Litoral OesteConcession

(15%)

BrisaO&M

(100%)

Via Verde(60%)

BrisaI&T

(100%)

BrisaEngenharia

(100%)

Organisational chart (simplified for illustrative purposes)

8

(50%)(15%)

Baixo TejoConcession

(30%)

NWP(100%)

BCR> Strong financial profile

> Ring-fenced

> CTA, covenant and security package

Other concessions> Amortising long-term project finance

> Non recourse to Parent Co.

> NWP is the only fully consolidated

project

Rated debt:Bonds + EIB + Bank debt

Project FinanceProject Finance

(100%) (100%)

Controlauto(60%)

M-Call(100%)

Service Companies> O&M expertise

> Funded through Brisa (almost no

debt)

BCR is Brisa’s main asset

BCR Structure

Brisa transferred its Main Concession to Brisa Concessão Rodoviária (“BCR”)

and its operation and maintenance activities to Brisa O&M in December 2010

Greater ratings stability and predictability

� BCR is ring-fenced from the remainder of the Brisa group

� Strong financial profile

Higher visibility of assets and cash-flow

� Clearer portfolio management approach, giving visibility over the

Brisa:Parent Co

Main ConcessionO&M Co

Otherconcessions

Old Structure

BCR Ring-fencing

9

� Clearer portfolio management approach, giving visibility over the

value of each business

Higher business unit efficiency

� Better definition of priorities and objectives for each business and

increased level of specific and central skills

Improved concession agreement management

� Maximization of the economic and financial potential, splitting the

assets from the servicing companies which do not revert to the

State at the end of the Concession

� Focus on operation and relationship with the Grantor

New Structure

Brisa:Parent Co

Otherconcessions

BCRMain Concession

Brisa O&M

O&M agreement

BCR is ring-fenced from the remainder of the group

Concession Agreement

Term � 31st December 2035

Network

� 1 124 km, 11 motorways

� Fully built since 2007

� Only 22 km to be built (link to the new Lisbon airport)

� Includes the main road corridors with the highest importance in

the Portuguese motorway structure

General overview of the Concession Agreement

Tariffs

� Annual automatic increase of:

- 100% of CPI, 8.5% of the increase reverts to EP

(State)

� 93% of the Main Concession is tolled, leaving access to

the Lisbon and Porto metropolitan areas free of charge

(under terms of concession agreement)

� Average toll rates are 0.07 € per km, one of the lowest

rates in Europe

The backbone of the Portuguese road systemA clear and stable contract with the State

BCR

10

Rating

“The upgrade to Baa3 (from Ba1) reflects the positive

traffic trends observed on BCR's motorway network, which

should be supportive of the company's deleveraging over

the medium term and will result in financial ratios

commensurate with an investment grade rating.”

“Also supportive of the investment grade rating is BCR's

liquidity and the company's prudent financial policies

regarding management of upcoming debt maturities.”

Rating Reports

Baa3 (Stable) BBB (Stable)

“Fitch Ratings has revised Portuguese toll road operator Brisa Concessao

Rodoviaria's (BCR) Outlook to Stable, from Negative, and affirmed its Long-

term secured ratings at 'BBB'.”

“The rating action reflects sustained traffic improvement in FY14 and our view

that traffic stabilisation will allow BCR to

remain compliant with the deleveraging process outlined in its creditor-

protective financial covenant package.”

“Fitch expects BCR's leverage to remain below 5.75x (marginally up from 5.38x

Moody’s Fitch

BCR Baa3 BBB

PortugueseRepublic

Ba1 BB+

regarding management of upcoming debt maturities.”

“Improved traffic trends coupled with continued

operational efficiencies have led to a reduction in BCR's

leverage. The company's financial leverage on the basis of

net debt/ EBITDA decreased to 5.98x as of end-June 2014,

of end-June 2014, which was below the trigger level of

6.25x.”

(Credit Opinion – 14 Nov 2014)

“Fitch expects BCR's leverage to remain below 5.75x (marginally up from 5.38x

in FY14 due to potential dividend

distributions) over the next three years and progressively to decline

thereafter.”

“BCR has now posted five consecutive quarterly growth, with FY14 volumes

increasing 4.5%. This growth, which was largely above its European peers',

reflected a base effect (i.e. comparison with low traffic of previous years) but

also the stabilisation of the country's economic performance (GDP growth at

0.9% in 2014) and domestic consumption.”

(Credit Opinion – 25 Feb 2015)

Since November 2014, BCR is back to Investment Grade by both Moody’s and Fitch

11



FY 2014 Results


Appendix

FY2014 results

Toll revenues increased by 5.5% � More than one year of sustained positive traffic growth

� 4.5% traffic increase driven by a robust organic traffic

Operating expenditures better than guidance� Opex increased by 0.7%

Strong cash flow generation

� (vs. toll revenues guidance of >3.0%)

� (vs. opex guidance of

<1.0%)

YE 2014 results highlights

Excellent results, strong cash flow generation and enhanced liquidity

Strong cash flow generation� EBITDA margin of 73.5%, higher than in 2013 (72.1%)

� EBITDA – CAPEX of €315.2 million

� Net Debt (nominal) decreased by €194 million

Enhanced liquidity position & lower cost of debt� €300 million,3.875% coupon Bond issued in April

� €225 million, 6.25% coupon Bond repaid in December

� Cash position of €339 million at YE 2014

� (vs. EBITDA-CAPEX

guidance >€275 million)

13

Macroeconomic context

GDP / Private Consumption quarterly growth (YoY)

2013

GDP = -1.4%

P. Consumption = -1.4%

2014

GDP = 0.9%P. Consumption = 2.1%

2015

GDP = 2.2%*P.Con.= 2.3%*

2.7%GDP Private

* Universidade Católica forecast

*

FY2014 results

14Sixth consecutive quarter with positive YoY growth

* *

-3.8%

-2.1%

-1.0%

1.6%

1.0% 0.9% 1.1%0.7%

2.1%

-4.0%

-2.0%

-0.9%

1.4%

2.1%1.7%

2.7%

1.9%2.4%

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1

GDP Private

Consumption

**

3Q 13

4Q 13

VKM growth

15 350

16 082

20 061

19 062

4Q13 to 4Q14

4Q12 to 4Q13

2H 13

+6.5%

+1.2%

+4.5%

2Q 14

1Q 14

Quarterly ADT (Average Daily Traffic) / VKM growth

FY2014 results

Positive growth across all network

1Q 14

2Q 14

YE 2014 ADT per motorway

14 669

4Q

13 364

1Q4Q

14 321

15 101

3Q

15 350

14 669

2Q

13 210

1H 14

A1 A2 A3 A4 A5 A6 A9 A10 A12 A13 A14 TOTAL

ADT 27 739 12 460 15 769 24 541 59 409 4 182 15 560 5 184 17 004 3 526 3 857 16 230

% change 3.9% 6.2% 5.8% 4.2% 1.7% 8.6% 3.1% 5.6% 3.7% 6.4% 3.2% 4.5%

+5.2%

+4.5%

3Q 14

4Q 14 +4.6%

15

2.4%

6.5%5.2%

4.6%

4.4%

4.0% 3.5%

5.0%4.1%

Organic Growth (YoY) Total Growth (YoY)

ADT quarterly YoY growth

FY2014 results

-8.9%

-4.0%

-0.6%

1.2%

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

-10.1%

-3.5%

-0.3%

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

2013 2014 2013 2014

Impacted bycalendar effects

Steady positive growth 16

Traffic

Traffic & Toll Revenue (YoY)

3M 13 6M 13 9M 13 12M 13 3M 14 6M 14 9M 14 12M 14

AADT (organic) -10.3% -6.7% -4.2% -2.2% 4.0% 3.7% 4.2% 4.2%

Calendar effect 2.0% 1.1% 0.9% 0.3% -2.8% 0.3% 0.3% 0.3%

Shadow tolls -0.3% -0.5% -0.6% -0.5% 0.0% 0.0% 0.0% 0.0%

Competition1 -0.2% -0.2% -0.2% -0.2% 0.0% 0.0% 0.0% 0.0%

Like-for-like -8.8% -6.3% -4.1% -2.6% 1.2% 4.0% 4.5% 4.5%

Mix effect -0.5% -0.4% -0.1% 0.0% 0.5% 0.4% 0.4% 0.4%

Tariff increase 1.6% 1.7% 1.7% 1.7% 0.0% 0.0% 0.0% 0.0%

FY2014 results

� Traffic increase of 4.5% in 2014, which compares to a decrease of 2.6% in 2013

� Toll revenue increased 5.5% in 2014, improving from a 1.2% decrease in the same period of the previous year

� Traffic performance significantly above BCR’s guidance for 2014

Revenue

Organic traffic growth is driving the revenue recovery 17

Tariff increase 1.6% 1.7% 1.7% 1.7% 0.0% 0.0% 0.0% 0.0%

Others (leap year, etc) -1.0% -0.5% -0.3% -0.2% -0.4% -0.3% 0.2% 0.5%

Total -8.6% -5.5% -2.7% -1.2% 1.3% 4.3% 5.1% 5.5%1 Incl. CRIL, AEDL and AEBT

million euros 2013 2014 yoy change

New junctions 0.6 0.3 -41%

Widening works 10.6 5.9 -44%

Major repairs1 12.7 15.6 23%

Other (equipment, supervision, etc.) 5.0 5.1 3%

CAPEX detail

FY2014 results

Capex remained at low levels in 2014

� Capex is mainly related to major maintenance and some widening works in two sub-

stretches

Total 28.9 26.9 -7%

1 Under the framework of IFRIC12, major repairs are provision costs, not CAPEX

18

Toll revenues increased significantly above BCR’s revised guidance

Opex change in line with guidance despite higher increase in revenues


Operating income 439.6 465.5 5.9%

Toll revenues 427.5 451.1 5.5%

Service areas 8.6 8.9 3.7%

Other operating revenues 3.5 5.5 59.1%

Operating expenses -122.7 -123.5 0.7%

EBITDA- CAPEX

FY2014 results

EBITDA margin higher than in 2013 and 2012

despite higher increase in revenuesOperating expenses -122.7 -123.5 0.7%

Supplies and services -120.2 -120.9 0.6%

Personnel costs -1.4 -1.5 5.3%

Other operating expenses -1.1 -1.1 -0.9%

EBITDA 316.9 342.1 7.9%

EBITDA Margin 72.1% 73.5% 1.4pp

Capex 28.9 26.9 -7%

EBITDA - Capex 288.0 315.2 9.4%

EBITDA increased 8% to €342 million 19


Net financial results -124.9 -118.9 -5.2%

Financial income 4.8 4.2 -12.7%

Financial expenses 130.2 123.1 -5.5%

Interest expenses 104.0 98.4 -5.3%

IFRIC12 6.0 8.0 33.1%

Other financial expenses 20.2 16.6 -17.6%

Financial results

FY2014 results

Net financial results benefitting from lower leverage and improving market conditions

� Lower financial expenses mainly due to

� lower gross debt

� lower interest rates

� lower banking fees (on committed credit lines)

…and this despite:• the negative carry effect in 2014 due to the Bond issued in April

• increase in IFRIC12 financial expenses

Other financial expenses 20.2 16.6 -17.6%

Investment income 0.5 0.0 -

20

In April, BCR issued a €300 million bond with a 3.875% coupon.In Dec, BCR redeemed the € 225 million retail bond which had a 6.25% coupon.

million euros YE 12 YE 13 Change YE 14 Change

Bonds 1 788 1 408 -380 1 483 +75

EIB 702 663 -39 624 -39

Bank facilities 36 82 +46 52 -30

Total 2 526 2 153 -373 2 159 +6

Cash 310 139 -171 339 +200

Debt Structure (nominal)

FY2014 results

� BCR’s net debt decreased by €202 million in 2013 and by €194 million in 2014

� BCR further mitigated its refinancing risk – next significant redemption (Dec2016) already being addressed

� Drawings under the Bank facilities remain low, thus leaving additional availableliquidity at high levels

Cash 310 139 -171 339 +200

Net debt 2 216 2 014 -202 1 820 -194

Continuing deleveraging 21

M/L term debt amortization profile

FY2014 results

100

200

300

400

500

600

700

millionEur

� Following the bond issued in April, BCR has now enough funds and facilities to meet its forthcoming debt maturities and further smoothen its debt profile:

� €339 million in cash

� €270 million in credit lines (as of YE14)

� Strong free cash flow generation

� Less concentrated debt maturities

Smoother debt amortization profile 22

0

2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032

EIB Bonds

Trigger/Lock-up level:>6,5 up to 2H2013>6,25 in 2014

Default level:>8,0

Significant(and increasing)

6.00x

6.50x

7.00x

7.50x

8.00x

7.01

6.88

6.44

Net debt / EBITDA¹

FY2014 results

23

� Significant net debt reduction over the recent years (almost 18% in just twoyears)…

� …complemented with increasing EBITDA, allows for a significant Net Debt/EBITDAdecrease

1 Inputs for this ratio may slightly differ from reported figures due to the adjustments made in order to reflect the CTA ratio definitions

(and increasing) headroom to

lock-up

All ratios in compliance with significant headroom

7.01x 6.88x 6.44x 5.98x 5.38x5.00x

5.50x 5.98

2H2012 1H2013 2H2013 1H2014 2H2014



FY 2014 Results


Appendix

Wrap-up

Ring fenced structure

� Exposure to the Main Concession only, ring fenced from the rest of the Group

� Main Concession is a mature, stable asset, with high cash flow visibility and low business risk

� Common covenant package provides funders with greater protection

� Management team exclusively dedicated to BCR

� Protected ownership structure

Compelling investment proposition

� Unique traffic momentum – traffic levels already showing strong recovery after the financial

25

Improving operating

performance

� Unique traffic momentum – traffic levels already showing strong recovery after the financial

crisis

� Recovering macro-economic environment in Portugal

� # 1 player in Portugal with limited competing routes

� Best in class opex and capex performance

� Resilient cash-flow generation

Prudent financial

management

� Supportive credit rating: investment grade, with proven market access even in the worst

moment of the crisis

� Stable deleverage profile, with significant net debt reduction over the recent past

� Active financial management, with next significant redemption (Dec 2016) already being

addressed

Main targets for 2015 (as disclosed on YE14 Results Presentation - Feb 25th, 2015):

Toll revenues growth

Opex growth

EBITDA-CAPEX

> 3.0%

> €300 million

flat

Targets for 2015

26

Traffic continues to recover, strong cash flow generation and prudent financial management

EBITDA-CAPEX > €300 million

Additional information (estimate):

Traffic growth 1Q2015 (e)

ND/EBITDA for 1H2015 (e)

> 7.0%

c.5.50x, with € 184 million of

distributions in the 1H15



FY 2014 Results


Appendix


Operating income 439.6 465.5 5.9%

Operating expenses -122.7 -123.5 0.6%

EBITDA 316.9 342.1 7.9%

EBITDA Margin 72.1% 73.5% 1.4pp

Depreciation & prov. -154.5 -159.7 3.4%

Toll revenue increase comfortably above guidance

Opex change in line with guidance despite higher increase in revenues

EBITDA margin higher than in 2013 and 2012

Income Statements

Appendix

Improving cash flow generation and profitability

Depreciation & prov. -154.5 -159.7 3.4%

EBIT 162.4 182.3 12.3%

EBIT Margin 36.9% 39.2% 2.3pp

Net financial results -124.9 -118.9 -4.8%

Profit before tax 37.5 63.4 69.4%

Income tax -10.0 -21.6 117.8%

Net profit 27.5 41.8 52.0%

Financial results improved mainly due to lower leverage and better market conditions

28

Stable evolution:

� Current assets include €339 million in cash

million euros 2013 2014 % change

Assets 3 067 3 155 3%

Non-current 2 848 2 725 -4%

Current 168 378 125%

Deferred tax 50 52 4%

Equity 687 727 6%

Statements of Financial Position

Appendix

Strong balance sheet

� Debt increase translatedinto higher cash balance

Liabilities 2 380 2 428 2%

M/Long-term financial debt 1 750 1 956 12%

Short-term financial debt 362 182 -50%

Other 267 290 9%

29

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