Brasil Telecom
Transcription
Brasil Telecom
Brasil Telecom LATAM´s Leading Internet Firm Agenda Acquisition of iG Transaction Summary and Fairness Opinion Acquisition of iG Internet Accomplishments material The acquisition of iG positions Brasil Telecom as: the largest Internet provider in Latin America among the 15 largest providers in the world Source: Pyramid Research ne t (C (A R) hi le ) Banda Larga Broadband C iu da d In te r En te l (B ra zil ) ) lo bo .c om an tv G (V e ne zu el a gi on al ) (R e L C U O L (R eg io B na l) (iB ras i es l T t + el B eco rT m ur bo AO ) al io n Re g Te rra Pr od ig y (M ex ic o) l Acesso Access Dial-up Comum B ra si Yesterday, Brasil Telecom published a announcing the acquisition of iG. iG fact iG is… Latin America´s largest Internet provider in terms of number of users Largest Internet audience in Brazil, with 1.3 million unique visitors/day The largest wireless access portal/provider in Brazil (1 million downloads/month) Wide portfolio of value-added services, innovating the market and generating growing revenues The Internet Access Provider First Brazilian portal to offer free Internet access and e-mail services. Leader in the “Portal” category (Source: Ibope NetRatings) The most used Internet provider by dial-up users in Brazil: 30% of the market. (Source: 15ª Ibope POP, Nov. 2003) Major Figures Unique visitors/Day (1) Active e-mail Accounts Paid Users (2) E-mail Accounts(2) New Users/day (2) Sources: WebTrends (daily average April 2004) iG (Apr. 2004) (1) (2) (2) 1.3 million 7.7 million 160 thousand Above 18 milion 13,900 Paid Services SuperiG – Broadband Internet provider. Reached 60 thousand subscribers in April 2004. SeliG – Largest wireless access portal/provider in Brazil, focusing on content and applications (games, chat, SMS etc). Reached 24 thousand unique visitors and 1 million downloads in March 2004. Has partnership agreements with nearly all mobile operators. hpG – Hosting services portal. Reached 1.8 million unique visitors in April 2004. Nominated by INFO magazine the best site in its category in terms of “differentiated services” and “quality”. Paid Services Acesso Aditivado & BIG Mail – Specialized services available through monthly subscription. Key offers include 24-hour technical support, premium email accounts, file storage for remote access, adult content and Internet connection accelerator. WiFiG – High-speed wireless service provider allowing mobile access in numerous places throughout Brazil, such as airports, hotels, cafés and restaurants. iG Shopping – Offers a number of Internetexclusive promotional services and benefits. Content Teenagers Men Women Adults Content and Services Broadband Access On line Diary Value-added Wi-fi Portal Web Search Engines Classified Ads (personal, services and goods) Commercial Shopping – 26 stores offering various products On-line Games – free access and downloads Entertainment Free Downloads – Games, ring tones and music Places of Interest – RJ´s city guide and five regional pages Information Pastime – more than 130 channels including Pets, Recipes, Cars and Sports News – Local and International from O Rio, BBC and NY Times newspapers, in Portuguese Free e-mail and hosting Basic Free Internet dial-up access Source: iG, Pyramid Research. Contribution to BrT´s Strategy Brasil Telecom iG Launch of Brasil Telecom Celular´s operations Selig is the largest wireless portal in Brazil Growth of broadband subscribers base SuperiG adds 60 thousand users to the portfolio BrT´s instant messaging platform iG adds 7.7 million active accounts Growth outside Region II 3.1 million clients, especially in RI and RIII Leverage for advanced IP services Voice over IP Video on Demand E-commerce TV Phone Vetor Games Music Video Chat Convergence Security Impact on BrT For every R$1 earned in iG, iBest and BrTurbo, approximately R$2 of traffic and broadband services are earned by Brasil Telecom These services have grown at a rate of 30% to 40%1 in recent years The largest Internet customer base in Latin America becomes the commercialization platform of these services. Around 5 million accesses Fonte: (1) Pyramid research iG + iBest iG and iBest together generate 3 billion minutes of traffic per month in regions I, II and III. 1,8 1,8 bln bln minutes/month minutes/month 1,3 1,3 bln bln minutes/month minutes/month BrT leverages its presence in Regions I and III + Subscribers´mix better equalized Brt gains strong positioning in all 3 Regions RI 41% RIII 43% R II 16% Interconnection in Brazil The estimated potential value for interconnection created by dial up access in 2004 is R$ 1,9 billion. The percentages of total traffic in Regions I, II e III are 32%, 28% e 40% respectively (Source: Pyramid) R$ 607 million Regional R$ 532 million R$ 760 million Interconnection Potential Revenue iG’s and iBest’s combined interconnection traffic has a potential value of R$ 900 million/year in the regions I and III Region I Region III Total iBest 159 112 271 In 2004 (R$ Million) iBest + iG iG 273 432 373 485 646 917 Possible Future Scenarios Maintenance of current scenario after 2006 Internet market leadership: Consolidation of the position in Internet dial up market Integration with broadband customer base Migration to paid Internet after 2006 Brasil Telecom has a strong brand, a solid customer base and scale to: offer paid Internet competitive price with the market´s most offer Internet content and services that retain customers and generate value-added services revenues Unbundling Competition in the broadband industry already exists through other communication networks, even without considering STFC Network unbundling. Brasil Telecom has requested Anatel to grant it access to Cable TV networks, making access outside Region II feasible. Broadband access is not, by itself, a differential Brasil Telecom is strengthening its segmented content and value-added services offers The key to conquer and retain the customer base is access integration (also outside Region II), content, value-added services and other communication services Competition Portal Content Dial-up Access Broad Band Mobile Services WiFi* √ √ √ √ √ √ Terra √ √ √ √ √ √ UOL √ √ √ √ √ Yahoo √ √ √ AOL √ √ √ MSN √ √ * Wireless Fidelity √ √ Transaction Summary and Fairness Opinion Transaction Summary Acquisition of 63% of iG´s total capital for US$ 100,7 million; BrT and BTP´s joint-stake of 72.45% at the end of the transaction Funds administered by Opportunity hold 27.55% of iG´s total capital. This stake is not being sold The offer, considering the amount offered to each share class, is equivalent to US$137,75 million for 100% of equity Contemplating Fairness cash of R$ 47 million or US$ 16,1 million Opinion prepared by NM Rothschild & Sons Rothschild undertook scenario analyses, sensitivity analyses, market multiples and comparable transactions Fairness Opinion does not consider operational synergies Evaluation Scenarios Fairness Opinion Range Offer Amount1 Scenario A Base Case 181 161 Revenues - 25% 142 128 WACC + 1% 149 166 WACC - 1% Base Case Scenario B 200 176 181 Revenues - 25% 167 150 WACC + 1% 187 168 WACC - 1% Multiples 204 226 198 EV/EBITDA 195 139 EV/Revenues 189 160 100 125 150 Source: Rothschild Note 1: Equivalent offer amount for 100% of equity (US$137,75 million) 175 200 225 250 Implicit Multiples Analysis 2003 A Scenario A Base case Revenues - 25% WACC - 1% WACC + 1% Scenario B Base case Revenues - 25% WACC - 1% WACC + 1% Rothschild Interval Maximum Minimum Market Multiples Median Transaction BrT/iG Implicit Multiples EV/Revenues 2004 E 2005 E 2003 A EV/EBITDA 2004 E 2005 E EV/Clients 2003 A 2,84x 2,18x 3,15x 2,59x 2,15x 1,65x 2,38x 1,96x 1,91x 1,53x 2,12x 1,75x 15,0x 11,5x 16,6x 13,7x 13,0x 10,0x 14,3x 11,8x 10,7x 8,6x 11,9x 9,8x $50 $38 $55 $45 3,24x 2,62x 3,59x 2,96x 2,45x 1,98x 2,71x 2,24x 2,18x 1,76x 2,42x 1,99x 17,1x 13,8x 18,9x 15,6x 14,8x 11,9x 16,4x 13,5x 12,2x 9,9x 13,5x 11,2x $57 $46 $63 $52 3,04x 2,06x 2,30x 1,56x 2,05x 1,45x 16,0x 10,9x 13,9x 9,4x 11,5x 8,1x $53 $36 3,18x 2,15x 1,79x 17,4x 11,5x 8,5x $440 2,24x 1,70x 1,51x 11,8x 10,2x 8,5x $39 Source: Rothschild Implicit EBITDA multiples and revenues from the evaluation are in line with market multiples Client multiples are not comparable since public companies from the sector have a higher ARPU than iG´s (i.e. since they provide paid services) End