La Polar - Nueva Polar
Transcription
La Polar - Nueva Polar
Equity Research Chile Retailers, Apparel Company Note 20 May 2013 La Polar Rising from the ashes: the new (& improved) La Polar Rating We are staying on the sidelines for now, initiating coverage with a neutral 12m Price Target CLP218.00/US$0.45 We are initiating coverage on Chilean department store operator La Polar with a PT Price CLP184.00/US$0.38 of CLP218, which represents 19% upside to current levels. While La Polar is firmly RIC: LAPOLAR.SA, BBG: NUEVAPOL CI out of crisis mode, the retailer faces tough competition (Falabella, Paris, Ripley) and an adverse regulatory environment. So, though we believe in the new management Neutral Trading Data and Return Forecasts agreement with the consumer protection agency to end its class action lawsuit. 52-wk range CLP416.15-165.04/US$0.82-0.35 Market cap. CLP184bn/US$382m Shares o/s (m) 998.6 Free float 100% Avg. daily volume('000 Shares) 1,953 Avg. daily value (CLP m) 369.5 Forecast price appreciation +18.5% Forecast dividend yield 0.0% Forecast stock return +18.5% Overhaul of proprietary brands should drive 15% SSS growth in 2013 Stock Performance (CLP) team and the turnaround plan, execution risk is keeping us on the side lines, for now. Out of bankruptcy and fully funded for growth After a high profile credit card & accounting scandal nearly drove the company out of business in mid-2011, La Polar’s new leadership i) raised US$280mn in equity to fund its business plan; ii) restructured its debt (to less than half, in PV); and iii) reached an La Polar’s new apparel & design team wasted no time in giving the retailer’s proprietary brands a major (and much needed) face lift. Store renovations (US$40mn in capex over two years) should also help get more customers through the door. As a result, we expect 15% SSS growth in 2013. 4,000.0 150 3,500.0 120 3,000.0 2,500.0 90 2,000.0 60 1,500.0 rd apparel, more proprietary brands (50% margins) and less 3 party brands (30%). La Stock Price (CLP) 20-Feb-13 0 Rel. IPSA Polar has also made mayor changes to its sourcing process, which has already reduced direct costs for proprietary apparel brands by roughly 20%. Quarterly results this year could be a catalyst for the stock We value La Polar using a blended PT based on a DCF and multiples analysis. Looking at the comps (Hites & Ripley), La Polar does not look cheap, but in our view a 10 yr DCF better captures the full impact of the turnaround story. Execution will be key, so hitting targets in quarterly results this year could be a catalyst for the stock. Valuation RoIC (EBIT) % EV/EBITDA P/E Net dividend yield % 12/2011 NM NM NM NM 12/2012 (10.6) (7.8) 1.1 0.0 12/2013E (4.2) (95.0) (11.5) 0.0 12/2014E 6.8 14.1 17.5 0.0 12/2015E 11.8 8.8 12.7 2.6 Financials (CLPmn) Revenues EBITDA Net Income EPS (CLP) Net DPS (CLP) Net (debt) / cash 12/2011 NM NM NM NM NM NM 12/2012 381,910 (51,391) 187,528 187.79 0.00 (193,460) 12/2013E 439,914 (3,952) (15,967) (15.99) 0.00 (191,844) 12/2014E 554,894 26,946 10,520 10.54 0.00 (196,782) 12/2015E 636,887 44,234 14,442 14.46 4.82 (206,267) Isabel Darrigrandi Chile - BTG Pactual [email protected] +562 2490 5093 Alonso Aramburu New York – BTG Pactual US Capital LLC [email protected] +1 646 924 2471 Fabio Monteiro Brazil – Banco BTG Pactual S.A. [email protected] +55 11 3383 2006 Source: Company reports, Bovespa, BTG Pactual S.A. estimates. / Valuations: based on the last share price of the year; (E) based on a share price of CLP184.00, on 17 May 2013. ANALYST CERTIFICATION AND REQUIRED DISCLOSURES BEGIN ON PAGE 42 Banco BTG Pactual S.A. does and seeks to do business with companies covered in its research reports. As a result, investors should be aware that the firm may have a conflict of interest that could affect the objectivity of this report. Investors should consider this report as only a single factor in making their investment decision. 20-May-13 20-Nov-12 20-Aug-12 20-Feb-12 20-May-12 20-Nov-11 20-Aug-11 20-Feb-11 Price Target (CLP) 20-May-11 20-Nov-10 margins: i.e. more apparel (30%-50% margins), and less electronics (15%). Within 0.0 20-Aug-10 Management plans to improve the product mix to favor those with higher gross retail 30 500.0 20-May-10 New product mix & improved sourcing to boost retail gross margins by 300 bps 1,000.0 La Polar 20 May 2013 Table of contents Investment highlights 3 Retail sector valuation multiples 7 Investment thesis – pros 9 Investment thesis – cons 20 Valuation 23 Ownership structure 25 Company overview 26 Brief history 26 Appendix 35 The new board of directors 35 The new management team 36 Lawsuits 37 New brands 38 Example of a re-launched brand – Zibel 40 page 2 La Polar 20 May 2013 Investment highlights La Polar, in our view, is well out of crisis mode and firmly positioned to continue executing on its turnaround strategy. We estimate that in 2013, La Polar’s Chile operation will once again be in positive Ebitda territory as we expect i) improvements to the product offering and stores layouts to drive 15% SSS growth; ii) changes in the sourcing process to increase retail gross margins by 300 bps; and iii) a gross loan book which we expect will increase by over 25%, as the last restrictions to the credit operation finally were lifted in late 2012. On a consolidated basis, including Colombia, La Polar should be able to reach a 5% Ebitda margin by 2014. When the company first went into bankruptcy in mid-2011, urgent steps needed to be taken if La Polar was going to remain a going concern. One by one, these “to do’s” have been checked off the list: i) The board of directors was replaced and new management was hired; ii) A viable business plan was developed; iii) An agreement with creditors was reached to restructure the debt, including a grace period to delay amortizations; iv) Roughly US$280mn was raised in cash through a new equity offering to finance the capex and working capital requirements in the turnaround strategy; v) An agreement with the Chilean consumer protection agency was reached which capped the company’s legal liabilities, with regards to the consumer class action lawsuit, at US$40mn. Once the immediate crisis was addressed, La Polar was able to focus on reviving its core business: retail sales. One of the first steps was to completely revamp the apparel department. A professional, 25 person design team was hired, higher margin proprietary brands were updated and reenergized, purchasing budgets were reoriented to favor a better product mix. The sourcing process was also brought into st the 21 century, with industry standard best practices like using spec sheets, which allows the company to not only receive comparable quotes from a larger number of manufacturers, but also to hold the manufacturer accountable for the product delivered. The summer season (which just ended in March) was the first to fully capture all of these, and other, changes. As a result, we expect La Polar to easily deliver double digit same store sales growth in 1Q13. Looking forward, La Polar still has a lot of low hanging fruit that it can easily pick, in our view. Most of the company’s department stores were neglected for years under the previous administration, so the investment plan includes roughly US$40mn to renovate over 60% of the stores in Chile in the next two years. We think the renovations will make a major difference in luring customers through the door. Also, the company is no longer hamstrung by the loan caps and other restrictions the page 3 La Polar 20 May 2013 page 4 regulators had placed on its credit card operation in Chile, so La Polar should be able to take advantage of pent up demand from existing customers. La Polar also now has sufficient cash, in our view, to grow its credit card customer base and loan book back to the point where it is closer in line with the rest of the industry. Given that La Polar is a turnaround story, the stock faces significant execution risk. Chile has a crowded retail market with several large, world-class department store players –including Falabella, Cencosud (Paris and Johnson) and Ripley– each with a proven retail track record and an established credit card operation. Then there are smaller players, such as Hites, that primarily target consumers in the lower to middle income segments, not to mention competition from various specialty store chains, like Forus. In the past, La Polar focused almost exclusively on low to mid income customers. If La Polar is going to achieve the goals set forth in the “Aconcagua Plan” (management’s target for 2014), the company needs to take at least some market share away from these incumbent players. Table 1: La Polar’s Chile operation – BTG Pactual forecast compared to the Aconcagua Plan Retail revenue (CLP$bn) Sales (UF)/sqm/month BTG Pactual BTG Pactual Aconcagua 2012A 2013E 2014E 2014E 294 338 400 6.7 7.5 8.6 437 10.0 Sales (USD$)/sqm/month 320 358 412 480 Retail gross margin 22% 25% 27% 30.0% Financial revenues/retail revenues 20% 19% 19% 30.0% (Retail + Credit SG&A)/retail revenue 40% 34% 31% 30% Provision/gross loans 12% 12% 12% 12% -13.7% 1.7% 8.5% 10.0% (Retail + Credit Ebitda) /retail revenue Source: La Polar. BTG Pactual. An even bigger challenge, in our view, will be growing the credit card operation, given the current adverse regulatory environment and the increasing competition from banks. Most other department stores in Chile are seeing the percentage of retail sales realized with their proprietary credit cards, contract. We do think that La Polar has pent up demand that should fuel growth, at least initially. La Polar has the same number of active credit cards as Hites, for example, even though La Polar has 40 stores compared to 14 for Hites. While we do expect La Polar to grow its loan portfolio, we do not think it will likely grow as fast as management’s plan. In fact, the biggest difference between our forecast and the Aconcagua Plan is the credit card operation. We keep financial revenue to roughly 20% of retail revenue while the Aconcagua Plan has financial revenue ramping up to 30% of retail revenue by 2014. According to our estimates, this would require more working capital (to increase credit card receivables) than what La Polar could currently fund, unless it went back to the capital markets. If management were to surprise to the upside on its retail operating metrics (sales growth per square meter, retail gross margins), then the company may generate La Polar 20 May 2013 page 5 more cash than what we are forecasting, which it could then be used to grow its loan book more aggressively. Valuing La Polar is tricky because it truly is a moving target: while it the company is just coming out of bankruptcy and is still in the red in terms of its income statement and cash flows, the company is fully-funded and equipped, in our view, to execute an ambitious turnaround plan. Our 10-year DCF, which we believe captures the longterm picture, suggests that La Polar is undervalued by 25%. However, from a multiples perspective, the stock looks much less compelling. Table 2: Blended price target Upside Current price 184 Blended price target 218 18.5% DCF 230 25.0% 2015E P/E multiple 208 12.9% 2015E EV/Ebitda multiple 216 17.1% Source: BTG Pactual. Table 3: WACC sensitivity 230 2.0% 12.6% 125 12.1% 142 11.6% 161 11.1% 182 10.6% 205 10.1% 231 9.6% 261 9.1% 294 8.6% 333 Source: BTG Pactual. Using both methodologies, we arrive at a blended price target of CLP218, which implies 18.5% upside. However, given the significant execution risks and the tough comps, we prefer to remain neutral. Table 4: Comparable companies Company Share P/E EV / EBITDA price 2013E 2014E 2015E 2013E 2014E 2015E Chile Ripley 18.7x 19.9x 14.4x Hites 11.6x 10.4x NA 6.7x 6.1x NA Avg, ex La Polar 15.2x 15.1x 14.4x 9.9x 8.9x 9.4x NM 14.1x 8.8x NM 20.7x 15.0x NM 14.7x 9.4x 15.2x 15.9x 13.5x 9.9x 10.7x 9.1x La Polar - current price 184 La Polar - price target 218 Avg, w/La Polar's current price NM 17.5x 12.7x 13.0x 11.8x 9.4x Source: Bloomberg, BTG Pactual. The upside risk to our recommendation is that as management begins delivering on its operating targets, investor sentiment should improve. We expect that the company’s 1Q13 results, which are due to be published later this week, will show that management is executing the plan and delivering tangible results, particularly in its Chilean operation. Another possible catalyst for the stock is a possible prepayment of part of the junior bond. La Polar’s new bonds, from its debt restructuring, are expected to begin trading over the next few weeks. We think it is likely that La Polar will use the excess cash (almost CLP$13bn) from its equity offering to acquire, at a significant haircut, much of 2.5% 131 149 169 192 217 245 277 314 357 3.0% 138 157 179 203 230 260 296 337 385 3.5% 146 166 189 215 244 278 317 364 419 4.0% 155 176 201 229 261 299 343 396 460 La Polar 20 May 2013 its junior bond, reducing future financial (non-cash) expenses, improving the bottom line and making the company more attractive from a P/E perspective, as well. Taking out the junior bond would also make La Polar more attractive as a possible acquisition target, given that any acquirer would have to value that debt at a much lower discount rate. Another possible catalyst for the stock is Colombia. Under La Polar current plan, the Colombia operation –with only five stores— will not likely be cash flow positive for another couple of years. A JV or partnership with a larger player could provide La Polar with the means of reaching that goal much sooner (and free up cash for its Chilean operation). We understand that La Polar is undergoing a search at this time. page 6 La Polar 20 May 2013 page 7 Retail sector valuation multiples Table 5: BTG Pactual Retail Comps – P/E Company Ticker Market Cap P/E Net Income Growth Dividend yield (Local FX - mn) 2012E 2013E 2014E 2012E 2013E 2014E 2012E 2013E 2014E 9,513 25.7x 21.5x 16.7x 9% 20% 28% 3% 3% 3% Brazil Lojas Renner LREN3.BZ Marisa AMAR3.BZ 5,571 26.7x 18.5x 14.3x 17% 45% 29% 1% 1% 1% Hering HGTX3.BZ 6,856 21.3x 18.9x 16.4x 7% 12% 16% 4% 2% 4% LLIS3.BZ 1,572 31.5x 21.9x 17.3x -20% 44% 27% 1% 0% 1% Le Lis Blanc Arezzo ARZZ3.BZ 3,676 37.5x 31.0x 25.6x 7% 21% 21% 1% 1% 1% Lojas Americanas LAME4.BZ 16,714 44.2x 32.2x 23.8x 14% 38% 35% 0% 1% 1% Natura NATU3.BZ 21,674 23.9x 21.2x 18.5x 9% 13% 14% 5% 3% 4% Hypermarcas HYPE3.BZ 10,572 33.6x 21.4x 17.1x >100% 57% 25% 0% 0% 1% B2W BTOW3.BZ 1,698 NA NA NA NA NA NA 0% 0% 0% Pao de Acucar PCAR4.BZ 28,947 29.1x 22.0x 18.3x 20% 27% 20% 1% 1% 1% Magazine Luiza MGLU3.BZ 1,492 32.3x 11.4x 7.8x -7% NA 45% 0% 0% 0% Raia Drogasil RADL3.BZ 7,368 47.9x 33.7x 25.0x 2% 42% 35% 0% 0% 1% Brazil Pharma BPHA3.BZ 3,278 37.8x 22.3x 17.6x 3% 69% 27% 1% 1% 1% IMC IMCH3.BZ 2,104 71.8x 25.8x 16.8x NA NA 54% 0% 0% 0% Unicasa UCAS3.BZ 621 13.6x 13.9x 12.3x -26% 5% 13% 0% 2% 2% Technos TECN3.BZ 1,782 24.0x 20.5x 16.6x 5% 17% 24% 2% 1% 1% 33.4x 22.4x 17.6x 3% 32% 28% 1% 1% 2% Brazilian Companies Average (ex-B2W) Mexico Walmex WALMEXV.MM 644,593 27.7x 24.0x 21.0x -1% 25% 14% 0% 0% 0% Soriana SORIANA.MM 90,504 25.1x 24.6x 25.8x 1% 11% -5% 1% 0% 0% CHDRAUIB.MM 45,179 30.1x 21.9x 19.1x -9% 49% 15% NM 0% 0% CENCOSUD.CI 7,351,831 24.3x 21.2x 17.1x -6% 32% 24% 1% 1% 1% FALAB.CI 12,970,568 33.0x 24.6x 19.6x -7% 34% 25% 1% 1% 1% FORUS.CI 865,871 27.8x 24.6x 21.8x 10% 13% 13% 1% 1% 2% EXITO.CB 12,640,372 29.7x 26.0x 23.0x 12% 12% 13% -1% -1% -2% INRETC1.PE 2,365 39.8x 33.0x 25.4x 30% 22% 30% 0% 0% 0% LatAm (ex-Brazil) Companies Average 29.7x 25.0x 21.6x 4% 25% 16% NM 0% 0% BTG Pactual Coverage Average 33.1x 23.4x 19.1x 3% 29% 24% NM 1% 1% Chedraui Chile Cencosud Falabella Forus Colombia Almacenes Exito Peru InRetail Source: Bloomberg, BTG Pactual. La Polar 20 May 2013 Table 6: BTG Pactual Retail Comps – EV/Ebitda Company Target Upside (Local FX) EV / EBITDA page 8 EBITDA Growth FCF Yield 2012E 2013E 2014E 2012E 2013E 2014E 2012E 2013E 2014E 12.2x 9.8x 18% 21% 26% -1% 0% 3% Brazil Lojas Renner 87.00 14% 14.3x Marisa 37.00 23% 12.7x 9.6x 7.6x 19% 31% 23% -5% 1% 5% Hering 53.00 27% 15.8x 13.6x 11.3x 7% 14% 16% 3% 4% 7% Le Lis Blanc 12.00 31% 17.8x 10.7x 8.7x 9% 68% 22% 7% -1% 3% Arezzo 44.00 6% 26.8x 20.4x 15.7x 12% 30% 27% 1% 2% 3% Lojas Americanas 22.00 27% 13.4x 11.1x 9.1x 13% 22% 24% 5% 2% 2% Natura 59.00 17% 14.3x 12.5x 11.0x 16% 14% 13% 8% 4% 5% Hypermarcas 19.00 13% 14.9x 12.6x 10.7x 58% 19% 16% -1% 1% 3% -28% 18.00 66% 12.4x 10.1x 7.5x -14% 40% 47% 12% 44% Pao de Acucar 112.00 2% 11.5x 9.6x 8.3x 0% 15% 16% 2% 4% 4% Magazine Luiza 16.00 100% 9.5x 5.5x 4.9x -8% 55% 24% 37% 4% 7% Raia Drogasil 23.00 3% 22.7x 17.1x 13.9x 20% 34% 23% 0% 0% 3% Brazil Pharma 18.00 41% 19.1x 14.2x 10.7x 25% 52% 30% -9% 0% 9% IMC 31.00 24% 15.5x 10.7x 8.0x 5% 47% 34% -2% -1% 0% Unicasa 15.00 60% 9.1x 8.8x 7.3x -24% 7% 12% 4% 6% 10% Technos 31.00 34% 21.9x 17.7x 13.4x 1% 22% 28% 0% 2% 5% 16.0x 12.4x 10.0x 11% 30% 22% 3% 2% 5% B2W Brazilian Companies Average (ex-B2W) Mexico Walmex 43.00 18% 15.1x 13.3x 11.8x 3% 23% 13% 5% 5% 6% Soriana 53.00 5% 12.4x 11.6x 10.4x -3% 15% 10% 7% 7% 8% Chedraui 50.00 7% 11.9x 9.9x 8.9x 3% 28% 10% 3% 9% 10% Cencosud 3,200.00 22% 14.7x 11.2x 9.8x 6% 19% 13% -2% 4% 5% Falabella 6,350.00 18% 18.8x 15.2x 12.5x 1% 24% 21% 1% 2% 3% Forus 3,445.00 3% 20.5x 17.7x 15.7x 13% 16% 12% 2% 3% 3% 36,000.00 28% 12.6x 11.0x 9.5x 22% 9% 12% 4% 4% 5% 24.00 4% 16.5x 14.2x 11.2x 23% 31% 34% NA NA NA Chile Colombia Almacenes Exito Peru InRetail LatAm (ex-Brazil) Companies Average 15.3x 13.0x 11.2x 9% 21% 16% NA NA NA BTG Pactual Coverage Average 15.8x 12.6x 10.4x 10% 27% 20% NA NA NA Source: Bloomberg, BTG Pactual. La Polar 20 May 2013 Investment thesis – pros Corporate governance firmly in place One of the first orders of business for La Polar’s new board of directors was to ensure that a corporate governance structure was put into place to prevent a repeat of the fraud that nearly brought down the company in 2011. The position of controller was created with this goal in mind. The controller reports directly to the board, oversees the transparency of internal reporting practices, and conducts the internal audit. In the 2011 scandal, various board members claimed to not have known what was going on with regards to the unilateral debt restructurings. La Polar’s new board created various committees (retail, finance, audit, risk, Colombia and fraud prevention) to make sure that in the future there would be no excuse for not being informed. Each committee is composed of up to three board members and meets with management on a regularly scheduled basis. New, transparent provisioning methodology La Polar’s new management introduced a new provisioning methodology for its loan book based on widely accepted industry standards. The new methodology establishes tranches, starting with non-delinquent loans, and then bases the groups on length of delinquency (using 30-day intervals). As a loan passes from one tranche to the next, provisions are increased accordingly. At 91 days, roughly 90% of the loan has been provisioned. At 180 days, the entire loan and provision are written off as bad debt. Another important change is the greater transparency with regards to La Polar’s receivables and provisioning practices. In its quarterly report, the company now provides a clear and detailed breakdown of its loans and provisions by tranche so that investors can monitor, quarter by quarter, the health of the loan book. Healthy balance sheet should provide breathing room for turnaround La Polar, which was insolvent just a few months ago, today has a healthy balance sheet that in our view should give the company sufficient breathing room to execute its turnaround strategy and return to positive cash flows. La Polar recently raised CLP132.7bn (US$280mn) in cash in new equity and erased almost two thirds of its debt (CLP296bn), when measured in present value, thanks to a major debt restructuring. As a result, the company’s net debt to equity was 0.5x in 4Q12 with CLP91bn in positive equity (US$190mn). In our view, cash from the new equity should be sufficient to cover its working capital and capex needs, as well as the client reimbursements agreed to in the class action suit settlement. The new credit agreement provides a lenient amortization schedule and low, nominal interest rate expenses in the first few years. A more detailed account of the debt restructuring and the class action lawsuit settlement can be found on pg. 31. page 9 La Polar 20 May 2013 page 10 New, experienced management team and committed BOD Given the extent and pervasiveness of the fraud and/or mismanagement, La Polar’s board of directors decided early on to fire the entire top tier of executives at the company. The new management team is comprised of experienced professionals, primarily from the retail and finance industries. See appendix for details. As already stated, La Polar’s board of directors meets with management on a regular basis to monitor the company’s progress and to ensure that management follows the regulations and policies established to protect the interests of shareholders and clients. The BOD is made up of well-known business leaders and investors in Chile. Back to the company’s roots: focus on the retail business A central part of La Polar’s turnaround strategy is to make the retail business the company’s core business once again. Under the previous management, La Polar’s financial services division at one point came to represent roughly half of total revenue. In 2012, revenue from credit cards represented 19% of retail revenue (16% of total revenue). Management has stated that, going forward, financial services revenue should reach, but not exceed, 30% of retail revenue (or 23% of total revenue). According to La Polar’s management, customers with the La Polar store credit card purchase, on average, roughly four times more than customers without the card. Management therefore views the credit card as important for customer loyalty. Today, roughly 50% of La Polar’s retail sales are realized using the La Polar credit card. Spotlight on “soft goods” should help gross retail margins Like most department stores, La Polar’s products can be placed into two general categories: i) “soft goods”, which at La Polar primarily include apparel, footwear, accessories, cosmetics and toys; and ii) “hard goods”, which include home appliances & décor, electronics and computing. In Chile, retailers tend to sell home appliances and electronics (the bulk of the “hard goods” category) at low prices and with thin gross retail margins (in the teens or lower La Polar’s retail gross margins in Chile expected to improve, partly due to higher % of soft goods twenties, in the best cases). The retailers make up for the thin margins with the credit card revenue that they generate by providing financing for those large-ticket items. While a consumer may buy a flat screen TV in 12 installments, he or she is less likely to do the same with the purchase of a T-shirt or a dress, so soft goods sales cannot rely as much on credit card income. As a result, Chilean department store retailers do not generally discount soft goods as deeply. Apparel, footwear and accessories, therefore, generally have a gross retail margin in the range of 30% to 50%, depending on whether or not the product is a non-exclusive, third-party brand or proprietary brand. In 2010, La Polar’s sales mix of soft and hard goods was approximately 51% and 49%. La Polar’s new management has already increased the share of soft goods revenue to 55%, which has already improved the company’s overall gross margin 2012A 2013E 2014E Retail gross margin 22% 25% 27% La Polar 20 May 2013 (and reduced its reliance on the riskier hard goods + financing business model). Maintaining this mix should contribute to better margins in the future. Chart 1: 2010 revenue mix 49% soft goods Chart 2: 2012 revenue mix 45% 51% hard goods Source: La Polar, BTG Pactual. soft goods 55% hard goods Source: La Polar, BTG Pactual. Expect stronger growth and better margins from proprietary brands As already mentioned, most department stores in Chile have a mix of i) proprietary brands; ii) exclusively licensed brands; and ii) non-exclusive, third-party brands. Within apparel/footwear/accessories, when we talk about “non-exclusive, third-party brands” we refer to international staples, such as Nike or Levi’s, which are available at most large department store chains. These brands are usually sourced locally, either through a licensee, or directly through the local or regional branch of the multinational brand. From the perspective of the department store chains, these international brands generally provide the lowest direct gross retail margins. Proprietary brands and exclusively licensed brands (depending on the terms of the license) generally provide better retail gross margins. In 2010, La Polar’s apparel revenue mix was roughly 43% proprietary/exclusive brands and 57% non-exclusive, third-party brands. As already mentioned, for the Chilean department store industry as a whole, proprietary brands have, on average, higher retail gross margins (roughly 50%) than third-party brands (+/-30%). Retail gross margins for La Polar’s proprietary brands in 2010 were roughly 40%, lower than the industry standard. La Polar’s strategy with its proprietary brands, therefore, has two components: i) reverse the revenue mix so that proprietary brands represent 55% and non-exclusive third-party brands, 45%, of apparel sales; and ii) increase its proprietary brands’ gross retail margins from 40% to 50%. page 11 La Polar 20 May 2013 Chart 3: 2010 apparel revenue mix 57% proprietary 43% third party Source: La Polar, BTG Pactual. page 12 Chart 4: Aconcagua plan - apparel revenue mix 45% proprietary 55% third party Source: La Polar, BTG Pactual. In order to improve sales for its proprietary brands, La Polar completely overhauled Old design team: 3 people its apparel department. To start with, La Polar’s in-house design team, under the prior New design team: 25 people management, was made up of three people. Andres Molina, who was hired by Lecaros as Apparel Manager in late 2011, beefed up the design team, hiring 25 experienced apparel designers poached from other Chilean retailers, and organized them into four different groups: women’s, men, kids and home. The next step was to take stock of the company’s brands. The first assessment was that the company had too many brands and was prioritizing none of them. By eliminating some lower-margin, underperforming brands, La Polar would be able to focus its purchasing budget on fewer brands, better exhibit those brands on the retail floor, and set up strategic advertising/marketing alliances with its top third-party brand Old Polar: too many brands, prioritizing none of them New Polar: focus purchasing budget on fewer brands, better exhibit those brands in the store, set up strategic alliances partners, all of which should improve sales. Apart from the proprietary brands that La Polar had developed in-house over the years, La Polar also had exclusive licenses with international brand owners. In some cases, as with Soviet and Fiorucci, these licenses gave La Polar authority to use the brand on products that La Polar designed and sourced directly, in exchange for a Eliminate international brands with highest royalties and worst sales track record Eliminate numerous in-house brands with little or no traction royalty payment. Given the nature of these agreements, these brands had the potential to deliver gross retail margins similar to those of proprietary brands (+/50%). The first brands that La Polar eliminated, therefore, were the international brands that had the highest royalties, lowest margins and worst sales track record. The company also eliminated several in-house brands that had little or no traction. In parallel to this, La Polar’s new apparel department determined that many of the company’s brands lacked a well-defined identity. As a result, the sourcing team had been free to make interpretations, resulting in an inconsistent product offering. La Polar’s new apparel team, therefore, put together a map of Chile’s three largest department stores’ primary proprietary/exclusive brands, based on the gender, style, budget and age group of each brand’s target customer. The brands were also evaluated on a spectrum, with “fashion/trendy” at one end and “basics/perennial” at the other. Map out La Polar’s & competitors’ key brands - Strategically define and re-launch existing brands - Identify unattended segments and create brands to address those opportunities La Polar 20 May 2013 The map helped La Polar determine i) how to best strategically position and re-launch its top proprietary/licensed brands and ii) that the company needed to create a couple of new brands to compete effectively with the country’s leading department stores. With a clear view of the competitive landscape, La Polar’s design team went back and precisely redefined each of the company’s key proprietary/licensed brands, drawing up a manual for each one, with its identity, customer focus and strategy. The brands were then grouped as either: i) low-to-mid-priced brands with more emphasis on basics (Icono, Extralindas, Unanyme, Lisa, M&M, Chess and Ozono) or ii) mid-tohigh-priced brands with basics and fashion (Portman Club, Beverly Hills Polo Club, Soviet, Fiorucci, Zibel, Lotto, Body Glove, Carven). The company also launched two new brands. Alma was created to go head-to-head with Tatienne, Umbrale and University Club, locally. Alma’s international “mirror” brands include Free People, Rapsodia and Anthropologie. La Polar also created Mila Jeans, a new brand inspired by international names such as Lucky Brand, Abercrombie & Fitch, and American Eagle, on the international front, and was created to compete against Lois and Robert Lewis, locally. See appendix for more on these two brands. The design cycle for each collection was also completely redefined, following industry best practices that included sample trips to the U.S. and Europe, to make sure that each of La Polar’s collections anticipates international trends that are relevant to the brand. The commercial department, which is kept in the loop from the beginning of the process, provides feedback to the design team for each collection. page 13 La Polar 20 May 2013 page 14 XL Contemporary Table 7: La Polar’s brand map – women’s wear Women's Wear Falabella Paris Ripley La Polar Basics & Fashion Basement Alaniz Marquis Zibel Prices: Low/Medium Ziben Woman Fashion Mango Prices: High Warehouse Full figured women Stefano Cocci Viaressa Stefano Cocci Woman VSS Woman Newport Rainforest Basics Zibel Woman Prices: Low Sportswear Lifestyle Greenfield Third-party, exclusivde brands Esprit Laura Ashley Prices: High Elle Prices: Medium/High Extra Lindas Aziz Unanyme Tatienne Alma Umbrale Wados Prices: Medium/High Dimensión Azul Calvin Klein Benetton Basics & Fashion Donna Erre Regatta University Club Third-party, non-exclusive brands Brigitte Naux Guess Wados Fashion Wados Saville Row Sybilla Opposite Index Icono Jeans Sybilla Foster Barbados Icono Semi-basics & Fashion Americanino Prices: Low/Medium Fiorucci Teens / Young Women Prices: Medium/High Jeans Lee Lee Lee Lee Third party, non-exclusive brands Ellus Ellus Ellus Ellus Efesis Efesis Efesis Efesis Wados Wados Wados Wados Wrangler Wrangler Wrangler Wrangler Levis Levis Levis Levis Lifestyle - Fashion Soviet Mossimo Prices: Medium/High Lifestyle Lois Robert Lewis Mila Semi-basics & Fashion Prices: Medium/High International, exclusivde brands Desigual Fashion Top Shop Pepe Jeans Free People Prices: High Surf Doo Australia Aussie Body Glove Billabong Rip Curl O'Neill O'Neill Maui Girl Roxy Maui Girl Source: La Polar, BTG Pactual. This brand map is not a comprehensive list of all of each store’s brands. La Polar 20 May 2013 page 15 More basics in the mix should also improve retail sales and margins The new apparel team also determined that La Polar’s apparel offering was too heavily weighted towards fashion/trend products and too light on basics. The mix was roughly 29% basics and 71% fashion, compared to 45% basics and 55% fashion for the rest of the industry, according to their estimates. The problem with this mix was twofold, according to La Polar’s new apparel manager, Andres Molina. The fashion/trend product is generally a higher-cost item than a “basic”. The apparel mix, therefore, contributed to La Polar’s higher-than-average costs. The previous management tried to make up for this with higher initial price points, which contributed to La Polar’s brands being less competitive compared to its peers. Ultimately, La Polar’s apparel margins would suffer anyway when inventory had to be liquidated at end-of-season sales. The other problem was that La Polar’s basics did not offer enough “depth”, or number UNIQLO: example of “basics” with “depth” of units per product, in a sufficient variety of sizes and colors. As a result, popular basic items would sell out early, and the opportunity to realize additional sales was lost. In our view, La Polar’s apparel sales and margins should improve as the company improves the mix with a deeper, more extensive offering of basics. Better sourcing should boost gross retail margins In the past, La Polar committed several errors when it came to its sourcing practices. The company used to source at least part of its proprietary brands locally, using a third-party trader who then outsourced the manufacturing to Asia. Also in the past, the sourcing team did not put together comprehensive “spec sheets” for its designs, which made it difficult to i) obtain quotes from more than a handful of manufacturers and ii) compare the quotes once received. Spec sheets include the technical details of the product (i.e. fabric weight, etc.). Even minor variations can have a significant impact on the quality and cost of the product. Today, La Polar sources 100% of its proprietary brands abroad, primarily in Asia. The The new sourcing strategy has already reduced sourcing process now uses spec sheets, which allow the company to not only receive La Polar’s direct costs by 20% for proprietary comparable quotes from a larger number of manufacturers, but also to hold the apparel brands. manufacturer accountable. La Polar can now more easily track whether specifications are met during the production process before the final products are shipped. The current management also introduced two primary seasons with three to four collection purchasing windows per season, in order to more efficiently manage inventories. The new sourcing strategy has already reduced La Polar’s direct costs by 20% for proprietary apparel brands. Established network of 40 stores, located throughout Chile La Polar has 40 department stores, totaling roughly 161,000 square meters of selling space, located throughout Chile. Of the total stores, 12 are located in shopping malls and another eight are in power centers, next to a supermarket. The rest are mostly located in or near the centers of the cities and towns, on high-traffic streets. La Polar La Polar 20 May 2013 page 16 has 15 stores in the Santiago Metropolitan area, mostly in middle- and lower-income neighborhoods. Figure 1: Store locations - Chile Figure 2: Store locations - Santiago . Iquique Copiapó Coquimbo La Serena Valparaíso Viña del Mar El Belloto San Antonio Rancagua San Fernando Los Ángeles Concepción Bío Bío Chillán Puerto Montt Valdivia Antofagasta Calama Colina Plaza Norte Ovalle Panamericana Los Andes Puente Ahumada Estación Central Santiago Curicó Talca Linares La Reina Las Rejas La Florida Gran Avenida Maipú El Bosque Osorno San Bernardo Puente Alto Mall Plaza Sur Punta Arenas . Source: La Polar, BTG Pactual. Source: La Polar, BTG Pactual. Store remodeling in Chile should help draw in new customers La Polar aims to invest roughly US$40mn in 2013-14 to renovate 17 stores in Chile (100,000 square meters of selling space). In our view, the initiative to update the stores should help draw in more customers. The clean, contemporary layout, with distinct brand “corners”, aims to replicate best practices already used by Falabella, Paris and Ripley. Table 8: La Polar store renovations Remodeling schedule # stores March - July 2 June - October 1 July - November 6 Total renovations completed by 2013 YE 9 1H14 8 Total renovations completed by 2014 YE Source: La Polar, BTG Pactual. 17 La Polar 20 May 2013 Figure 3: Estacion Central store before remodeling Figure 4: Estacion Central store after remodeling Source: La Polar, BTG Pactual. Source: La Polar, BTG Pactual. Operating leverage from leases should help margins as sales increase La Polar leases all of its stores. Shopping mall operators in Chile generally charge their tenants the higher of i) a fixed fee in UF (the inflation adjusted currency linked to the CLP) or ii) a variable fee based on a percentage of the store’s revenue. La Polar’s stores currently pay a fixed lease in UF in all of the company’s shopping mall stores. Given that this fixed amount was negotiated, for all of the stores, before the 2011 crisis, when La Polar had significantly higher sales per square meter, the delta with regards to the variable lease should leave ample room for operating leverage as the company increases its sales over the coming years. Colombia, the new frontier La Polar currently has five department stores in Colombia, with fully-funded plans to open another nine by the end of 2015. La Polar is also evaluating another nine mall development projects in Colombia that may present further growth opportunities. When La Polar’s new management took over in mid-2011, the company had a relatively clean slate in Colombia, given its short history and relatively few stores (four at the time). The new administration, therefore, decided to directly target high-to-midincome customers going forward. La Polar hired Francisco Martinez, formerly commercial director of Falabella Chile, to move to Colombia and lead the operation. The first store that the new management opened was located in a posh neighborhood in the city of Bucaramanga, in the Cacique mall. The Bucaramanga store was designed with management’s new, more upscale and contemporary format. page 17 La Polar 20 May 2013 Table 9: La Polar’s stores in Colombia Store City Date Bogota Oct-10 Medellin Aug-11 Centro Mayor Carabobo Medellin Los Molinos Bogota Floresta Cacique Table 10: Colombia store launch schedule Bucaramanga Source: La Polar, BTG Pactual. Oct-11 Nov-11 Nov-12 City Date Yopal 4Q13 Palmira 4Q13 Cali 1Q14 Barranquilla 2Q14 Bogota 4Q14 Cali 4Q14 To be determined 2Q15 To be determined 4Q15 To be determined 4Q15 page 18 Colombia – locations of current and future stores Barranquilla Bucaramanga Bogotá Medellín Yopal Cali Source: La Polar, BTG Pactual. La Polar’s current 3-year capex budget for Colombia is currently US$100mn, to launch nine new stores and remodel the four stores that new management inherited from the previous administration. Management estimates that the Colombia subsidiary will breakeven with nine or ten stores in operation. It is our understanding that La Polar has begun looking for a partner with financial muscle, retail expertise, and local knowledge to accelerate its growth plans in Colombia. We understand that an investment bank has been hired to facilitate the search and evaluation process. Given that La Polar’s senior bond, to be issued in the next few weeks, will be secured with shares of the Colombia subsidiary, La Polar would likely have to initiate a capital increase at the subsidiary level for a new partner to come in. Figure 5: The Cacique mall Figure 6: La Polar’s first store in Colombia designed by new management Source: La Polar, BTG Pactual. Source: La Polar, BTG Pactual. La Polar may repurchase part of its debt at a significant haircut La Polar is evaluating the option of using up to CLP12.7bn from its equity increase to repurchase part of the junior bond from its debt restructuring. In the equity offering prospectus, La Polar stated that any cash raised in excess of CLP120bn could be used for debt prepayment. The junior bond is expected to begin trading in the next few weeks. The junior bond will be structured as a no-interest, inflation-adjusted bullet La Polar 20 May 2013 page 19 due in 2032 with a face value of CLP249bn. The present value of this bond is estimated at roughly CLP18bn. Given IFRS accounting rules, La Polar must recognize a financial expense for the junior bond that will increase each year as the due date slowly approaches, even though there is no immediate cash outlay. Buying back the bond would reduce La Polar’s financial expenses. In addition, the junior bond, if left intact, would act as a poison pill for any would-be suitors, given that its present value would likely increase if La Polar were acquired by a company with a lower cost of capital. By eliminating the junior bond, La Polar is a more likely acquisition target than if it is left in place, in our view. See page 31 for more details on the debt restructuring. Positive outlook for consumer should support retail sales Our macroeconomics team has a generally positive midterm outlook for both Chile and Colombia. Short-term, our macro team expects to see stronger GDP and private consumption growth in Chile than in Colombia due to lower unemployment, higher wage growth and consumer credit availability. Consumer confidence surveys in Chile continue to score on the “optimistic” side of the scale. Table 11: Real GDP growth, YoY Table 12: Inflation (eop), YoY 2010 2011 2012 2013 2014 Chile 6.1% 6.0% 5.6% 5.4% 4.8% Colombia 4.0% 6.6% 4.0% 3.9% 4.6% Source: BTG Pactual. 2010 2011 2012 2013 2014 Chile 3.0% 4.4% 1.5% 2.4% 3.2% Colombia 3.2% 3.7% 2.4% 2.4% 2.8% Source: BTG Pactual. Private consumption in Colombia, on the other hand, is showing signs of a slowdown in 2013, though our team expects growth to accelerate in 2014. Table 13: Unemployment, % Chile Colombia Source: BTG Pactual. Table 14: Private consumption growth, YoY 2010 2011 2012 2013 2014 8.2% 7.1% 6.4% 6.5% 6.8% 11.8% 10.9% 10.2% 10.3% 10.1% Chile Colombia Source: BTG Pactual. 2010 2011 2012 2013 2014 10.8% 8.9% 6.1% 6.4% 5.0% 5.0% 5.9% 4.3% 3.7% 5.2% La Polar 20 May 2013 page 20 Investment thesis – cons La Polar faces tough competition from entrenched local players La Polar’s business plan seeks to rebuild a company in what is an already crowded and very competitive department store market (m2 per capita penetration in Chile is the highest in Latam). La Polar is also targeting a higher-income customer (versus the mid-to-low-income customer it targeted in the past) that is already served by Falabella, Ripley and Paris (Cencosud), as well as local and international specialty store retailers such as H&M, which opened its first store in Chile (at the Costanera Center) this year. While we believe that La Polar has ample space to improve its operating performance in the initial stages of its turnaround strategy – driven by improved purchasing and merchandising functions, a better product mix and store renovations – the longerterm plan to achieve a strong competitive position and take market share away from incumbent players involves significant execution risks, in our view. One of La Polar’s main competitive strengths is the strategic location of its 40 stores in Chile. However, many of those stores are also next to, or near, a Falabella, Paris or Ripley, even in the mid-to-lower-income neighborhoods. All three of these department store chains have proven business models that have produced mostly consistent good results in recent years. These competitors are also larger than La Polar, which translates into i) better economies of scale and ii) stronger balance sheets. The cost of capital advantage can be particularly relevant in the funding of the financial retail operation. In addition, on the mid-to-lower-end of the spectrum, La Polar continues to face competition from Hites and Johnson’s (Johnson’s was recently acquired by Cencosud). Chart 5: Department stores Chile – number of stores (2012) 90 Chart 6: Department stores Chile – square meters of selling space (2012) 377,190 400,000 78 75 300,000 60 45 40 38 40 253,595 252,042 200,000 161,000 30 14 15 0 86,994 100,000 0 Falabella Source: BTG Pactual. Paris + Johnson Ripley La Polar Hites Falabella Source: BTG Pactual. Paris + Johnson Ripley La Polar Hites La Polar 20 May 2013 Chart 7: Department stores Chile – sqm/store (2012) 7,500 6,674 6,000 Chart 8: Department stores Chile – UF/sqm/month (2012) 18.0 6,301 6,214 4,836 16.1 15.0 12.0 4,025 4,500 page 21 8.7 9.0 3,000 9.9 6.7 7.0 La Polar Hites 6.0 1,500 3.0 0 0.0 Falabella Paris + Johnson Ripley La Polar Hites Falabella Paris + Johnson Ripley Source: BTG Pactual. Source: BTG Pactual. Chart 9: Department stores Chile – Retail revenue, CLPmn (2012) Chart 10: Department stores Chile – Retail gross margin (2012) 1,200,000 1,107,247 1,000,000 45% 886,075 800,000 30% 673,876 29.0% 27.2% 26.4% 600,000 400,000 26.4% 22.1% 15% 293,754 165,406 200,000 0% 0 Falabella Paris + Johnson Ripley La Polar Hites Falabella Paris + Johnson Ripley La Polar Hites Source: BTG Pactual. Source: BTG Pactual. Chart 11: Department stores Chile – Active credit cards, millions (2012) Chart 12: Department stores Chile – provisions/gross loans (2012) 2.5 15% 2.2 2.0 1.6 1.5 12.0% 11.6% Ripley La Polar 12.5% 10% 6.9% 1.1 1.0 0.5 0.5 0.5 La Polar Hites 0.0 5% 4.6% 0% Falabella Source: BTG Pactual. Paris + Johnson Ripley Falabella Source: BTG Pactual. Paris + Johnson Hites La Polar 20 May 2013 Challenging environment to grow retail credit card business La Polar’s turnaround strategy aims to grow its credit card business by i) increasing credit to existing customers with good credit histories and ii) issuing cards to new, higher-income customers. As part of the fallout from the 2011 crisis, regulators placed numerous restrictions on La Polar’s credit card operation. La Polar was prohibited from issuing credit cards to new customers, and regulators set caps on loans for existing customers, for example. The final restrictions were only lifted in late 2012, so we expect to see growth from pent-up demand in 2013. Additionally, La Polar aims to launch a Visa or Mastercard branded card in 2013, which should help reach more customers, especially within the mid-to-higher-income segments. However, La Polar faces several challenges. The department store credit card market is already crowded with large players: Falabella has 2.2mn active credit card customers; Cencosud (Paris & Johnson) has 1.6mn; Ripley, 1.1mn. The retail credit industry as a whole is also facing increasing competition from banks. In fact, usage of store credit cards in department stores has been declining in recent years: from 62% to 57% for Falabella and 55% to 51% for Paris between 2009 and 2012. The regulatory environment has also become more difficult for retail credit card operators, in large part due to the 2011 La Polar scandal. After news broke that La Polar had unilaterally renegotiated loans, authorities passed the Ley Dicom, a “clean slate” law that erased, on a one-time basis, the credit history of all the consumers in Chile that had defaults of up to CLP2.5mn (roughly US$5,000). This perdonazo, or “forgiveness” (which did not erase the debt, just the default credit history), was meant to give consumers an opportunity to start afresh, since the Dicom credit bureau data base can be accessed by anyone, including employers. However, the measure also increased the credit risk for banks and retailers with credit businesses. As a result, retailers were forced to tighten lending criteria. Another challenge is the debate surrounding a new cap on interest rates. In Chile, the government imposes a maximum rate that loan providers may charge. This maximum interest rate depends on several factors, including the currency denomination, the duration, and the size of the loan. Most of the consumer credit provided by the retail industry is currently subject to a maximum interest rate of roughly 50% per year. The government has stated that it intends to reduce this maximum rate to 35%, phased in over time. The legislation regarding the interest rate caps has been modified a couple of times already and may not go into effect until 2014. However, since retailers charge, on average, higher interest rates than banks in Chile, it is highly likely, in our view, that the retail sector will be more negatively impacted by the new legislation. More recently, regulators have argued that it is illegal for department stores to increase credit card fees without prior approval from the customer. Other regulatory changes may be implemented in the coming months, such as a consolidated credit database. page 22 La Polar 20 May 2013 page 23 FX fluctuations could hurt margins Given that virtually all of La Polar’s merchandise is imported in U.S. dollar denominated purchases, a strong Chilean peso generally translates into better gross margins. A weakening of the Chilean peso against the U.S. dollar, therefore, would likely dampen gross margins. Financial risk from credit card operation While we think it is highly unlikely that La Polar will repeat the mistakes of its prior management with regards to its loan book, external factors (such as a downturn in the economy and a significant increase in unemployment) could result in higher delinquency rates for the retail credit card industry overall. In such a scenario, retailers with a higher percentage of lower income customers, like La Polar, may be more exposed than department store operators with a greater share of high income customers. Valuation We value La Polar with a blended price target based on our DCF and our multiplebased analysis. Table 15: Price target calculation 230 33% 77 2015E P/E 14.4x 209 33% 70 2015E EV/Ebitda 9.4x 216 33% 72 2014E-23E DCF 218 Blended price target 183 Share price 19% Upside Source: Bloomberg, La Polar, BTG Pactual. In our view, Ripley and Hites are the closest comparable companies to La Polar. Average daily trading volume Falabella and Cencosud are multi-format retail operations (supermarket, home improvement, as well as department store), with a very different revenue mix. Also, both deserve a significant liquidity premium to La Polar, in our view. Hites’s business model is retail + retail credit, with a similar customer base as La Polar (at least historically). But Hites has a much smaller footprint in terms of number of stores (14 compared to La Polar’s 40). Also, in April the Chilean consumer protection agency Sernac presented Hites with a class action lawsuit (for allegedly charging illegal fees to its credit card customers) and its stock is down over 20% since. La Polar has already resolved its lawsuit with Sernac and we have no reason to expect a new dispute. Ripley and La Polar both have 40 stores and La Polar’s business plan aims to target a similar client base as Ripley’s, so we view Ripley as a better comp. Cencosud Falabella Ripley La Polar Hites USD$mn 21.2 10.7 2.6 1.7 1.0 La Polar 20 May 2013 page 24 Table 16: Comparable retail company multiples Company Share P/E EV / EBITDA price 2013E 2014E 2015E 2013E 2014E 2015E Chile Ripley 18.7x 19.9x 14.4x 13.0x 11.8x 9.4x Hites 11.6x 10.4x NA 6.7x 6.1x NA Avg, ex La Polar 15.2x 15.1x 14.4x 9.9x 8.9x 9.4x La Polar - current price 184 NM 17.5x 12.7x NM 14.1x 8.8x La Polar - price target 218 NM 20.7x 15.0x NM 14.7x 9.4x 15.2x 15.9x 13.5x 9.9x 10.7x 9.1x Avg, w/La Polar's current price Source: Bloomberg, BTG Pactual. Our DCF is based on our forecast for the company’s consolidated operations in CLP. We estimate a 10.6% WACC in CLP. Our pre tax cost of debt is based on the weighted average discount rates used to value La Polar’s restructured debt. Table 17: Free cash flow (CLPmn) EBIT (-) taxes Table 18: WACC 2012 2013 (58,516) (11,682) - - 2014 2015 18,796 34,511 - (6,902) (+) depreciation 9,865 7,730 8,150 9,723 (-) capex (8,333) (23,348) (33,987) (16,667) (+/-) change in WC 26,591 (60,497) (40,861) (25,316) (30,393) (87,797) (47,901) (4,651) FCFF Source: La Polar, BTG Pactual. Risk free rate Expected return on the market Beta Cost of capital Pretax cost of debt Tax rate Cost of debt MV Equity MV Debt WACC per operation 2014-23 contribution WACC - consolidated Chile 5.1% 5.0% 1.0 Colombia 5.5% 5.0% 1.0 10.3% 13.8% 20.0% 11.0% 48.8% 51.2% 10.7% 91.0% 10.7% 13.8% 30.0% 9.7% 48.8% 51.2% 10.2% 9.0% 10.6% Source: La Polar, BTG Pactual. If La Polar successfully executes on its business plan, its WACC should decrease, in our view, unlocking additional equity value. Table 19: DCF valuation DCF - Perpetuity Based NPV of cash flow 2014-2023 Perpetuity growth Perpetuity EV @ 10.63% Net Debt 2013E Equity Value Share Value (ChP/share) Upside Source: BTG Pactual. 142,138 3.0% 211,315 353,453 124,243 229,210 230 25.4% Table 20: WACC sensitivity 230 2.0% 12.6% 125 12.1% 142 11.6% 161 11.1% 182 10.6% 205 10.1% 231 9.6% 261 9.1% 294 8.6% 333 Source: BTG Pactual. 2.5% 131 149 169 192 217 245 277 314 357 3.0% 138 157 179 203 230 260 296 337 385 3.5% 146 166 189 215 244 278 317 364 419 4.0% 155 176 201 229 261 299 343 396 460 La Polar 20 May 2013 Ownership structure La Polar does not have a controlling shareholder. In the 2012 equity raise, foreign institutional investors acquired a roughly 25% stake in the company. Chart 13: La Polar ownership structure, as of March 2013 25% 50% 10% 7% 3% 5% Foreign institutional investors Alvaro Saieh * AFP Habitat Moneda Asset Management Sociedad de Rentas Massu Individual minority investors Source: Superintendencia de Valores y Seguros (SVS), BTG Pactual. * Owned through CorpSeguros and CorpVida insurance companies. page 25 La Polar 20 May 2013 Company overview La Polar is the fourth largest department store operator in Chile, with 40 locations totaling roughly 161,000 square meters of selling space. In addition, the company has five department stores in Colombia. In both Chile and Colombia, La Polar provides credit to customers through its credit card operation. In terms of department store sales, the company has about a 9% market share in Chile. Brief history La Polar´s origins can be traced back to a tailor shop that opened for business circa 1920 near Santiago’s main railroad station. By the 1950’s, the company had evolved into a general merchandise store, and by the 1980’s, the company began to adopt a department store format and open new locations in Santiago. La Polar first began to offer financing to customers, through a proprietary store credit card, in 1989. By 1990, the company had a dozen stores in Chile and 350,000 credit card holders. In 1997, the company’s finances began to deteriorate. Chile suffered an economic crisis, and La Polar, unable to navigate the turbulence, saw sales drop, credit card default rates rise, and cash flow dry up. Unable to pay suppliers, the company’s inventory levels plummeted, and by the end of 1998, sales were down by roughly 80% YoY, virtually paralyzing the operation. In January 1999, with La Polar in bankruptcy court, the private equity firm Southern Cross Group acquired 100% of the company’s fixed assets and brands, restructured the debt, and re-launched the company as Comercial Siglo XXI S.A., while maintaining the La Polar store brand. At the same time, Southern Cross replaced the top management and recapitalized the company. Julian Moreno was the only top executive from the prior administration that stayed on, reportedly due to his expertise in consumer credit. Pablo Alcalde, who had worked in both the finance and retail industries in Chile, was named CEO. By the end of August 1999, La Polar was back up and running. Between 2000 and 2003, La Polar’s sales, Ebitda, and net income grew at a CAGR of 20%, 30% and 58%, respectively. In that period, the company opened 10 new stores, more than doubling the square meters of selling space, for a total of 22 stores (twelve in the Santiago Metropolitan area) with an average selling space of between 5,000 and 6,000 square meters each. La Polar doubled its share of Chile’s retail market by year-end 2003, consolidating its position as the fourth largest department store retail chain in Chile. page 26 La Polar 20 May 2013 Table 21: Financial highlights (2000-03) page 27 Table 22: Operating highlights (2000-03) 2000-03 2000-03 (CLPmn) Revenue 2000 78,456 2001 2002 93,828 118,703 2003 137,066 53% 20% 27% 15% 7,320 9,575 13,809 16,145 74% 31% 44% 17% Ebitda mgn 9% 10% 12% 12% Net income 2,139 3,586 5,238 8,407 YoY 347% 68% 46% 61% 3% 4% 4% 6% YoY Ebitda YoY Net mgn 2000 CAGR 20% 2001 2002 2003 SQM 34,300 40,000 47,000 55,000 YoY 31% 17% 18% 17% CAGR 17% 30% Credit cards 485,000 660,000 1,014,000 1,273,000 71% YoY 58% Source: La Polar, BTG Pactual. 36% 54% 38% 26% Source: La Polar, BTG Pactual. During those first years under Southern Cross’ ownership, La Polar also expanded its financial business. In late 2001, La Polar launched its first insurance products. The next year, La Polar began to sign agreements with third-party shops and service providers to extend the reach of its credit card. By the end of 2003, the company had nearly 1.3mn credit card customers. The company launched its e-commerce website in 2002. In September 2003, La Polar went public, issuing 41,329,093 shares (20% of the company’s equity) for CLP520 each on the Santiago Stock Exchange. The equity offering raised a total of US32mn, which was to be used to expand operations in the north of Chile, with the goal of reaching a total of 30 stores by 2006. The capital raise, together with the company’s first (of many) securitized bond offering the year before, significantly reduced leverage. By end-2003, Southern Cross’ stake in La Polar was 53.9%. In the years that followed the IPO, La Polar continued to open stores, issue credit cards to new clients, grow its financial and insurance businesses, and introduce new brands. The company also continued to securitize a portion of its accounts receivables through new bond offerings. Table 23: Operating highlights (2004-10) 2004-10 2004 2005 2006 2007 2008 2009 2010 CAGR Stores 24 26 33 35 40 40 43 10% YoY 9% 8% 27% 6% 14% 0% 8% SQM 70,000 81,000 110,750 130,000 153,000 153,000 154,100 YoY 27% 16% 37% 17% 18% 0% 1% 1.7 1.9 2.2 2.5 2.7 2.8 NA 34% 12% 16% 13% 8% 4% NA Credit cards, active (mn) NA NA NA NA 1.6 1.7 1.7 YoY NA NA NA NA NA 1% 3% Credit cards, issued (mn) YoY Source: La Polar, BTG Pactual. 14% La Polar 20 May 2013 page 28 Between 2004 and 2010, La Polar launched new proprietary brands, including a brand aimed at teens called Icono (2005) and a brand for heavyset women called Extra Lindas (2008). The company also received the exclusive license to sell several international brands in Chile, including Body Glove, Beverly Hills Polo Club and Soviet, among others. In 2005, the company paid its first stock bonus to employees and inaugurated a new 58,500 square meter distribution center. In October 2006, Southern Cross sold its controlling stake in La Polar through a public auction in the Santiago Stock Exchange. Norberto Morita, a founding partner of Southern Cross, stayed on as chairman of the board at La Polar, and Raul Sotomayor, a partner at Southern Cross, also remained as a director. In 2007, the company launched a new corporate logo and made significant adjustments to its capital structure. La Polar successfully completed an offering of 15.9mn shares for US$70mn, with the purpose of financing the company’s future growth and setting up a compensation plan (with 10% of the shares). That year, the company also issued its fourth securitized bond, for a total of US$40mn, and its first corporate bond, a 10-year note for UF7mn (US$250mn). With the Chilean economy booming from 2004-07 (average annual real GDP growth of 6.0%), La Polar reported sustained double-digit revenue, Ebitda, and net income growth. Its net accounts receivables tripled in that four-year period, reflecting the expansion of its credit card division. Table 24: Financial highlights (2004-10) (CLPmn) Revenue YoY Ebitda YoY 2004 2005 2006 2007 Chilean GAAP IFRS 2009 2009 2008 2004-10 2010 180,807 240,210 303,071 379,386 445,534 440,876 472,541 540,190 32% 33% 26% 25% 17% -1% 6% 14% 23,570 33,516 44,541 64,118 89,956 71,268 83,750 69,445 46% 42% 33% 44% 40% -21% -7% -17% Ebitda mgn 13% 14% 15% 17% 20% 16% 18% 13% Net income 13,784 19,209 27,055 33,573 37,556 45,744 48,148 29,767 64% 39% 41% 24% 12% 22% 28% -38% 8% 8% 9% 9% 8% 10% 10% 6% YoY Net mgn Source: La Polar, BTG Pactual. Financials stated in Chilean GAAP up to 2009. In 2010 LaPolar begins to report in IFRS (and restates 2009). But as the global subprime credit crisis gained momentum in the second half of 2008, Chile’s economy began to feel the repercussions. Real GDP growth slowed from 5.2% the year before to 3.3%, average inflation for 2008 was nearly 9%, the CLP depreciated 22% against the USD by year-end, and unemployment began to rise. In 2008, La Polar’s top line and net income decelerated sharply, but on the balance sheet, net accounts receivable grew by over 55% YoY for the second year in a row. After significantly outperforming the IPSA index from 2005-07, La Polar’s stock underperformed in 2008. CAGR 20% 20% 14% La Polar 20 May 2013 Chart 15: La Polar’s stock price compared to the IPSA Index 150% 150 100% 100 50% 50 0% Share price - CLP (LHS) Share count - mns (RHS) Source: Bloomberg, BTG Pactual. La Polar Source: Bloomberg, BTG Pactual. In 2009, Chile’s macro environment deteriorated even further. The economy contracted by 1% in real terms, the specter of deflation raised its head, and unemployment averaged 9.7% for the year. For the first time in a decade, La Polar’s top line and Ebitda contracted. The stock, however, resumed its upward trend, as investors likely anticipated a quick recovery in Chile’s economy, which would favor cyclical names like La Polar. That same year, the company issued its first commercial paper for CLP30bn and issued its fifth securitized bond for CLP34.5bn. In November of that year, the company raised CLP67.4bn in another share offering and announced plans to enter Colombia in 2010, with six stores in three years. Also in 2009, Norberto Morita and Raul Sotomayor, of Southern Cross, stepped down from the board of directors. Pablo Alcalde, CEO of La Polar since 1999, resigned in order to replace Morita as chairman of the board. Nicolas Ramirez, the commercial director, was promoted from the ranks to replace Alcalde as the new CEO. In 2010, the company issued a second corporate bond, a 21-year note for UF5mn, classified as A- by Feller Rate and A by Fitch Ratings. The funds were used to restructure debt. The company also issued CLP30bn in commercial paper. The fraud that triggered the 2011 La Polar crisis On January 19, Ramirez resigned his post as CEO, citing “health issues”. He was replaced by interim CEO Martin Gonzalez, who, until then, was the commercial director at La Polar. On April 29, La Polar elected new members to its board of directors, including Fernando Tisne, one of the founders and partners of Moneda Asset Management. In late May 2011, Chile’s Consumer Protection Agency (Sernac) presented a class action lawsuit that alleged that La Polar’s clients had been victims of unilateral debt restructurings. According to the press, immediately after learning about the Sernac lawsuit, Tisne reportedly asked Alcalde to call an extraordinary meeting of the BOD. After several meetings and conferring with management, on June 9 La Polar’s BOD informed the Chilean securities regulatory authority (Superintendencia de Valores y IPSA Index Dec-10 Jun-10 Dec-09 Jun-09 Dec-08 -50% Jun-08 Dec-10 Jun-10 Dec-09 Jun-09 Dec-08 Jun-08 Dec-07 Jun-07 Dec-06 Jun-06 0 Dec-05 0 200% 200 Dec-07 1,000 250 Jun-07 2,000 250% Dec-06 3,000 300 Dec-05 4,000 Jun-06 Chart 14: La Polar historical stock performance page 29 La Polar 20 May 2013 Seguros, SVS) and the market that management had engaged, without the board’s approval or knowledge, in credit practices that violated the company’s policies. The credit practices in question consisted of taking past-due consumer loans and credit card debt, applying penalties and commissions that the client had not agreed to, and restating those loans as brand new loans. Again, all of this was done without the client’s consent. The unilaterally “renegotiated” loans would then appear on La Polar’s balance sheet as new, larger loans. The alleged practice would have generated non-cash credit card revenue, inflated net receivables, and hidden losses given that these loans, in reality, should have been recognized as delinquent. Many of these credit card loans were unilaterally renegotiated more than once. When the news hit the ticker, La Polar’s stock lost over 70% of its value in one day, with further declines in the following days and months. Alcalde resigned as chairman on June 10 (and later stepped down as a director in July). Over the next few days, La Polar’s board hired new auditors to determine the true state of the loan book, among other measures. Chart 16: La Polar’s stock price and share count 4,000 1,200 3,500 1,000 3,000 800 2,500 2,000 600 1,500 400 1,000 200 500 0 0 Share price - CLP (LHS) Shares outstanding- mns (RHS) Source: Bloomberg, BTG Pactual. On June 17, the board informed the SVS that, according to revised estimates, La Polar’s provision for bad debt for CLP118bn should be increased to CLP538bn in order to properly reflect the true standing of the loan book. Recognizing a CLP420bn loss would, in effect, push the company into bankruptcy. The first steps toward a turnaround On June 19, La Polar’s shareholders and creditors agreed to ask Cesar Barros, a Stanford Ph.D. in Economics, with years of experience in banking and finance, to step in as the new chairman of the board. Barros had previous experience with largescale turnarounds. When the ISA virus devastated salmon fisheries in the south of Chile, Barros was appointed president of the Chilean Salmon Industry Association page 30 La Polar 20 May 2013 (SalmonChile), and he successfully helped the group restructure its debts and return to profitability. On July 8, La Polar’s shareholders elected a new board of directors, keeping Barros as chairman. Tisne, who reportedly played a major role in uncovering the fraud, was asked to say on as a director, at least for the transition period. At the same shareholders’ meeting, Barros informed that the following measures had been taken: i) 15 top executives had been fired; ii) the company had hired a law firm to file civil lawsuits against six former executives on behalf of shareholders; iii) the company was in discussions with the consumer protection agency to find a solution to the class action lawsuit; iv) the company was actively collaborating with investigators from the securities authority; v) Deloitte had been hired to determine the true value of the loan book; and vi) Ernst & Young was hired to conduct an extensive audit of the company’s financial statements. On July 28, the board announced that it had entered into formal negotiations with its creditors, which primarily included local banks and pension funds, in order to restructure the company’s debt. La Polar’s restructuring proposal was accepted by its creditors in November. Liquidation of La Polar’s assets would have only recovered roughly 7% of the debt owed by La Polar to its creditors, so keeping the company a going concern was a strong argument in La Polar’s favor. On July 29, respected retail industry veteran Patricio Lecaros was named CEO. Lecaros worked at Ripley for 14 years, rising up to the rank of commercial vice president. Among many other accomplishments, Lecaros led the initiative to launch Ripley’s operations in Peru. Lecaros was CEO of Ripley Peru for five years. In the following months, La Polar also hired an external consultant and Ph.D. in Finance, Eduardo Walker, to study the impact on customers of the company’s irregular credit practices. Walker’s investigation concluded that, of the over one million customers whose debt was unilaterally restructured, roughly 80% of those clients had not paid enough to cover the initial purchase. In other words, those clients had not made excess payments with regards to penalties and commissions. The investigation concluded that roughly 140,000 clients had overpaid as a result of the unilateral restructurings. Accomplishments since the early days of the crisis Debt restructuring On November 7, 2011, La Polar reached an agreement with its creditors to restructure the company’s debt. The agreement was contingent on La Polar raising at least CLP120bn (US$250mn) in cash in new equity. In the creditors’ agreement, all of the outstanding unsecured debt (bank debt, commercial paper & corporate bonds) would be combined and reissued as a senior bond and a junior bond. The senior, or A bond, would represent 44% of the unsecured debt, and the junior, or B bond, would represent the other 56%. The securitized bonds (Patrimonio Separado 27, or PS 27) would be kept apart, given that they had been secured with a portion of La Polar’s receivables. page 31 La Polar 20 May 2013 page 32 The goal of the creditors’ agreement was to not overburden La Polar with large amortization or interest expense payments in the first years of its turnaround. Therefore, the senior bond was structured as a 10-year note (due in 2022), denominated in Chilean pesos, with amortization of the principal beginning on January 31, 2015. Interest expense payments would begin on July 31, 2013. The junior bond was structured as a 20-year, no-interest bullet (due in 2032), denominated in UF, an inflation-adjusted currency based on the Chilean peso. The PS 27’s amortization payments are set to begin on January 31, 2018. The interest expense payments are scheduled to start on July 31, 2013. The interest expense rate will be the Chilean Central Bank 10-year note (BCP 10) plus 1%. Given Chile’s IFRS accounting rules, La Polar’s restructured debt needed to be accounted for at present value in 4Q12. The debt restructuring, therefore, generated CLP296bn in non-operating, non-recurring, non-cash financial income in that period, mostly from the reduction in value of the junior bond. Table 25: Debt pre-restructuring (CLPbn) Table 26: Debt post-restructuring (CLPbn) Bank debt Commercial paper Corporate bonds Unsecured debt Total debt Source: La Polar, BTG Pactual. Senior bond 195.8 % of debt 44% Junior bond 249.2 % of debt 56% 445 Subtotal 25 Securitzed bonds (PS 27) Secured debt Table 27: PV of restructured debt (CLPbn) Junior bond 18 18.1% discount rate Subtotal Subtotal 25 Subtotal 20 Total debt 470 Total debt 174 154 Securitized bonds (PS 27) - 9.6% discount rate Source: La Polar, BTG Pactual. La Polar estimated a discount rate for the senior and junior bonds by compiling a sample of bonds in the U.S. with similar characteristics (credit rating, amortization schedule, covenants), estimating their average spread over the U.S. 10-year Treasury, and applying that spread to the Chilean 10-year Central Bank note (BCP 10). 136 14.1% discount rate 445 Securitzed bonds (PS 27) 470 Senior bond Source: La Polar, BTG Pactual. La Polar 20 May 2013 Table 28: Senior, or B, bond (amortization) Amortization schedule 7/31/2013 1/31/2014 7/31/2014 1/31/2015 7/31/2015 1/31/2016 7/31/2016 1/31/2017 7/31/2017 1/31/2018 7/31/2018 1/31/2019 7/31/2019 1/31/2020 7/31/2020 1/31/2021 7/31/2021 1/31/2022 7/31/2022 Source: La Polar, BTG Pactual. 0.0% 0.0% 0.0% 0.5% 0.5% 1.0% 1.0% 1.5% 1.5% 2.0% 2.0% 5.0% 5.0% 5.0% 5.0% 10.0% 10.0% 25.0% 25.0% Table 29: Senior, or B, bond (interest) Interest expense 7/31/2013 1/31/2014 7/31/2014 1/31/2015 7/31/2015 1/31/2016 7/31/2016 1/31/2017 7/31/2017 1/31/2018 7/31/2018 1/31/2019 7/31/2019 1/31/2020 7/31/2020 1/31/2021 7/31/2021 1/31/2022 7/31/2022 4.0% 4.0% 4.0% 6.0% 6.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% Source: La Polar, BTG Pactual. The senior bond is secured by 100% of the shares of Empresas La Polar S.A.S., La Polar’s subsidiary in Colombia. The junior bond is secured with the loan book from the unilaterally restructured customer debt. Any sale of this loan book or payments received from those customers should be allocated 50% to the junior bond holders. Consumer protection agency class action suit On May 23, 2012 La Polar reached an agreement with Chile’s consumer protection agency (Servicio Nacional del Consumidor, or Sernac) to put an end to the class action lawsuit filed by Sernac against La Polar on behalf of La Polar clients who were allegedly victims of unilateral debt restructurings. In December 2012, Chile’s courts ratified the agreement. The agreement was based on the study realized by Eduardo Walker, the Ph.D. and consultant hired by La Polar to estimate the impact on clients of the unilateral restructurings. Walker calculated that roughly one million clients had their debts unilaterally restructured. Walker then recalculated the debt history for each of these clients in the following manner. The starting point was the debt each client owed La Polar the month before his or her debt was restructured for the first time. Walker then applied a below-market interest rate to calculate interest expenses (applied for a maximum period of ten months) and excluded all penalties, commissions and fees associated with the restructurings. If the client’s recalculated debt exceeded total payments made by the client, then Walker concluded that the client was still considered a net debtor. If the client’s payments exceeded the recalculated debt, then the client was a net creditor, entitled to a refund from La Polar. page 33 La Polar 20 May 2013 This methodology concluded that roughly 860,000 clients were net debtors and 140,000 clients were net creditors. Walker concluded that these net creditor clients were owed US$21mn in refunds. Of the net debtors, 520,000 clients had paid less than 10% of their original debt, pre-unilateral restructurings. Sernac, using Walker’s methodology with some adjustments, arrived at the conclusion that La Polar’s net creditor clients should receive CLP17.5bn in refunds plus CLP2.2bn as a bonus compensation (for a total of roughly US$41mn). Given that La Polar had already voluntarily compensated clients for CLP3.7bn, the remainder to be paid amounted to roughly CLP16bn (US$34mn). La Polar has provisioned roughly US$40mn to provide compensation to these clients, and it began to reimburse clients on January 14, 2013. Sernac also estimated that the net debtor clients’ debt should be reduced by CLP305.8bn (related to the interest expenses, penalties, fees and commissions tied to the restructurings as well as a bonus compensation applied toward debt reduction), which did not impact La Polar’s financial statements, as the company at this point had already increased provisions in excess of this amount. Equity raise In October 2012, La Polar successfully issued 750mn new shares for a total of CLP132.7bn, at an average price of CLP177 per share. The equity raise surpassed the CLP120bn stipulated in the creditors’ agreement. In the prospectus, La Polar stated that cash raised in excess of the CLP120bn could be used for prepayment of debt. page 34 La Polar 20 May 2013 Appendix La Polar’s new board of directors Cesar Barros – Chairman of the Board: PhD and MA in Economics, Stanford University. Agriculture Engineer, Pontificia Universidad Catolica de Chile. Georges de Bourguignon – Vice President: MBA, Harvard Business School. Business Administration & Economics degree, Pontificia Universidad Catolica de Chile. Alberto Marraccini – President of Directors’ Committee: Business Administration & Economics degree, Pontificia Universidad Catolica de Chile. Juan Pablo Vega – Director: MBA, Kellogg School of Management. Civil Engineer, Pontificia Universidad Catolica de Chile. Jorge Id – Director: MBA, University of Chicago. Business Administration & Economics degree, Universidad de Chile. Aldo Motta – Director: MBA, Emory University. Business Administration & Economics, Universidad Diego Portales. Bernardo Fontaine – Director: Business Administration & Economics degree, Pontificia Universidad Catolica de Chile. page 35 La Polar 20 May 2013 La Polar’s new management team Patricio Lecaros – CEO: Lecaros worked at Ripley for 14 years, rising up to the rank of commercial vice president. Among many other accomplishments, Lecaros led the initiative to launch Ripley’s operations in Peru. Lecaros was CEO of Ripley Peru for five years. He holds a Business Administration and Economics degree from Pontificia Universidad Catolica de Chile. Gino Manriquez – Controller: Manriquez has over 20 years of experience in finance, in Chile and abroad. Prior to joining La Polar, he worked at Chilean brokerage house LarrainVial for five years. He also held positions at Corpbanca and Dresdner Bank. He holds a Business Administration and Economics degree and MBA from Pontificia Universidad Catolica de Chile. Alvaro Araya – CFO: Araya worked at Chilean commodities company SQM for over 11 years. Before joining La Polar, he was the deputy finance officer at SQM. He holds a Business Administration and Economics degree from Pontificia Universidad Catolica de Chile and MBA from Emory University, in the U.S. Ricardo Rubio – CTO: Rubio has over 27 years of experience in corporate IT solutions. The past seven years he worked at the pharmaceutical retail chain Salcobrand. Andres Molina – Apparel Manager: Molina has 17 years of experience in the retail industry. Prior to joining La Polar, he worked in the Apparel divisions of Ripley and Hites. He holds a Business Administration and Economics degree from Universidad Diego Portales in Chile. Victor Wipe – Financial Retail Manager: Prior to joining La Polar, Wipe worked at BBVA and CMR Falabella (Falabella’s credit card business). He holds a Business Administration and Economics degree & MBA from Pontificia Universidad Catolica de Chile and completed a Corporate Management Program at IESE Business School, Spain. Jose Tomas Larrain – Planning Manager: Before joining La Polar, Larrain was deputy manager of Planning at Falabella Retail S.A. He holds an Engineering degree from Pontificia Universidad Catolica de Chile. Francisco Martinez – CEO Colombia: He joined La Polar in June 2012 from Falabella Chile, where he had been commercial director. He holds a Business Administration and Economics degree from the University of Chile. The team also includes: Carlos Arredondo, Logistics Manager; Marcelo Acosta, Sales Manager; Rodrigo Nazer, Marketing Manager; Rodrigo Karmy, Home & Electronics Manager; Maria Olivia Brito, Head of HR; and Andres Escabini, in-house counsel, among others. page 36 La Polar 20 May 2013 Lawsuits La Polar sued its former external accountants, PricewaterhouseCoopers Chile. La Polar is asking for CLP31bn in compensation for PwC’s alleged gross negligence in auditing La Polar’s financials before the scandal that unveiled the accounting fraud in 2011. La Polar currently has civil lawsuits outstanding against Pablo Alcalde, Julian Moreno, Maria Isabel Farah, Nicolas Ramirez, Pablo Fuenzalida and Ivan Dinamarca. page 37 La Polar 20 May 2013 New Brands La Polar defines the Alma brand with the following adjectives: feminine, romantic, original, charming, chic, versatile, relaxed and authentic. The brand favors natural, light, comfortable fabrics, with warm colors. The general esthetic is rustic, vintage. Age: 28 – 35 years old The brand targets university students, entrepreneurs and young professionals. Business segments: apparel, footwear, accessories, perfume, home Price range: mid to high Figure 7: Alma Figure 8: Mirror brands Source: La Polar, BTG Pactual. Source: La Polar, BTG Pactual. page 38 La Polar 20 May 2013 Mila Jeans La Polar defines the Mila Jeans brand with the following adjectives: youthful, classic, natural, spontaneous. The brand focus is on sportswear, basics mixed with items that make a fashion statement. Other adjectives that describe the esthetic: clean, informal, comfortable. Age: 18 – 25 years old The brand targets high school and university students. Business segments: apparel & footwear Price range: mid to high Figure 9: Mila Jeans Figure 10: Mirror brands Source: La Polar, BTG Pactual. Source: La Polar, BTG Pactual. page 39 La Polar 20 May 2013 Example of a re-launched brand – Zibel The following graphics show Zibel before (left) and after (right) La Polar’s new apparel team gave the brand a mayor makeover. Figure 11: Old Zibel Figure 12: New Zibel Source: La Polar, BTG Pactual. Source: La Polar, BTG Pactual. page 40 La Polar 20 May 2013 La Polar page 41 La Pol ar Income Statement (CLPmn) Revenue Operating expenses (ex depn) EBITDA (BTG Pactual) Depreciation Operating income (EBIT, BTG Pactual) Other income & associates Net Interest Abnormal items (pre-tax) Profit before tax Tax Profit after tax Abnormal items (post-tax) Minorities / pref dividends Net Income (local GAAP) Net Income (BTG Pactual) Tax rate (%) Per Share EPS (local GAAP) EPS (BTG Pactual) Net DPS BVPS Cash Flow (CLPmn) Net Income Depreciation Net change in working capital Other (operating) Net cash from operations Cash from investing activities Cash from financing activities Bal sheet chge in cash & equivalents Balance Sheet (CLPmn) Cash and equivalents Other current assets Total current assets Net tangible fixed assets Net intangible fixed assets Investments / other assets Total assets Trade payables & other ST liabilities Short term debt Total current liabilities Long term debt Other long term liabilities Total liabilities Equity & minority interests Total liabilities & equities 12/2008 445,534 (355,578) 89,956 (9,789) 80,167 (21,512) (13,401) 0 45,254 (7,698) 37,556 0 (188) 37,368 37,368 17 12/2008 169.38 169.38 46.00 1,027.91 12/2008 37,368 9,789 (113,864) (7,186) (73,892) (15,839) 68,505 (47,305) 12/2008 50,250 356,617 406,866 72,267 5,885 142,944 627,962 71,012 81,952 152,964 247,326 100 400,390 227,572 627,962 Company Profile: Financial ratios EBITDA margin Operating margin Net margin RoE RoIC EBITDA / net interest Net debt / EBITDA Total debt / EBITDA Net debt / (net debt + equity) La Polar is the fourth largest department store operator in Chile, with 40 locations totaling roughly 161,000 square meters of selling space. In addition, the company has five department stores in Colombia. In both Chile and Colombia, La Polar provides credit to customers through its credit card operation. In terms of department store sales, La Polar has about 9% market share in Chile. 12/2009 440,876 (370,523) 70,353 (9,471) 60,882 12,538 (19,920) 0 53,500 (7,756) 45,744 0 33 45,777 45,777 14 12/2009 184.39 184.39 45.32 1,303.53 12/2009 45,777 9,471 (132,177) 66,411 (10,518) (4,970) 15,805 25,333 12/2009 75,582 481,338 556,921 64,709 1,893 123,812 747,335 63,556 144,602 208,158 211,732 3,830 423,720 323,615 747,335 12/2010 540,190 (470,745) 69,445 (26,183) 43,262 (5,451) (3,458) 0 34,353 (4,586) 29,767 0 0 29,767 29,767 13 12/2010 119.90 119.90 56.00 1,424.90 12/2010 29,767 26,183 (5,517) (12,293) 38,140 (15,438) 123,959 5,301 12/2010 80,884 482,144 563,028 69,320 32,027 255,428 919,803 58,845 0 58,845 494,196 13,016 566,057 353,746 919,803 12/2011 NM NM NM NM NM NM NM NM NM NM NM NM NM NM NM NM 12/2011 NM NM NM NM 12/2011 NM NM NM NM NM NM NM NM 12/2011 NM NM NM NM NM NM NM NM NM NM NM NM NM NM NM 12/2012 381,910 (433,301) (51,391) (7,125) (58,516) 7,694 278,081 0 227,259 (39,730) 187,528 0 0 187,528 187,528 17 12/2012 187.79 187.79 0.00 91.24 12/2012 187,528 7,125 26,591 (34,425) 186,820 (117,704) 86,533 24,856 12/2012 144,913 181,645 326,558 70,553 0 42,466 439,577 112,898 15,861 128,759 177,599 42,106 348,463 91,114 439,577 12/2013E 439,914 (443,866) (3,952) (7,730) (11,682) (2,387) (5,998) 0 (20,067) 4,100 (15,967) 0 0 (15,967) (15,967) 0 12/2013E (15.99) (15.99) 0.00 75.25 12/2013E (15,967) 7,730 (60,497) 8,150 (60,584) (23,348) (1,616) (77,311) 12/2013E 67,602 229,000 296,602 86,172 0 29,719 412,493 99,756 11,617 111,373 180,227 45,746 337,346 75,147 412,493 12/2014E 554,894 (527,947) 26,946 (8,150) 18,796 (387) (9,270) 0 9,139 1,381 10,520 0 0 10,520 10,520 0 12/2014E 10.54 10.54 0.00 85.78 12/2014E 10,520 8,150 (40,861) 20,667 (1,523) (33,987) 4,938 (49,243) 12/2014E 18,359 286,400 304,759 112,009 0 31,072 447,840 116,295 13,573 129,868 183,208 49,096 362,173 85,667 447,840 12/2015E 636,887 (592,653) 44,234 (9,723) 34,511 (387) (16,071) 0 18,053 (3,611) 14,442 0 0 14,442 14,442 20 12/2015E 14.46 14.46 4.82 95.42 12/2015E 14,442 9,723 (25,316) 26,887 25,737 (16,667) 4,671 (10,424) 12/2015E 7,935 323,457 331,392 118,952 0 31,879 482,224 128,036 19,530 147,566 186,737 52,625 386,928 95,295 482,224 12/2011 NM NM NM NM NM NM NM NM NM 12/2012 -13.5% -15.3% 49.1% 78.8% -10.6% 0.2x -3.8x -3.8x 68.0% 12/2013E -0.9% -2.7% -3.6% -19.2% -4.2% -0.7x -48.5x -48.5x 71.9% 12/2014E 4.9% 3.4% 1.9% 13.1% 6.8% 2.9x 7.3x 7.3x 69.7% 12/2015E 6.9% 5.4% 2.3% 16.0% 11.8% 2.8x 4.7x 4.7x 68.4% Source: Company reports and BTG Pactual estimates. Valuations: based on the last share price of that year(E) based on share price as of 17 May 2013 La Polar 20 May 2013 page 42 Required Disclosures This report has been prepared by Celfin Capital S.A. Corredores de Bolsa. The figures contained in performance charts refer to the past; past performance is not a reliable indicator of future results. BTG Pactual Rating Buy Neutral Sell Definition Coverage *1 IB Services *2 Expected total return 10% above the company’s sector average. Expected total return between +10% and -10% the company’s sector average. Expected total return 10% below the company’s sector average. 46% 50% 49% 49% 5% 11% 1: Percentage of companies under coverage globally within the 12-month rating category. 2: Percentage of companies within the 12-month rating category for which investment banking (IB) services were provided within the past 12 months. Absolute return requirements Besides the abovementioned relative return requirements, the listed absolute return requirements must be followed: a) a Buy rated stock must have an expected total return above 15% b) a Neutral rated stock can not have an expected total return below -5% c) a stock with expected total return above 50% must be rated Buy Analyst Certification Each research analyst primarily responsible for the content of this investment research report, in whole or in part, certifies that: (i) all of the views expressed accurately reflect his or her personal views about those securities or issuers, and such recommendations were elaborated independently, including in relation to Banco BTG Pactual S.A., Celfin Capital Corredores de Bolsa S.A.. and/or its affiliates, as the case may be; (ii) no part of his or her compensation was, is, or will be, directly or indirectly, related to any specific recommendations or views contained herein or linked to the price of any of the securities discussed herein. Research analysts contributing to this report who are employed by a non-US Broker dealer are not registered/qualified as research analysts with FINRA and therefore are not subject to the restrictions contained in the FINRA rules on communications with a subject company, public appearances, and trading securities held by a research analyst account. Part of the analyst compensation comes from the profits of Banco BTG Pactual S.A. or Celfin Capital Corredores de Bolsa S.A. as a whole and/or its affiliates and, consequently, revenues arisen from transactions held by Banco BTG Pactual S.A., Celfin Capital Corredores de Bolsa S.A. and/or its affiliates. Statement of Risk The main risks to our investment thesis are: i) business plan execution risk, given that this is a turnaround story; ii) competitive and crowded retail and credit market; iii) increased regulatory restrictions for retail credit operators; iv) FX risk; v) weaker than expected consumption in the countries of operation; vi) deterioration of credit quality. Company Disclosures Company Name La Polar 18, 19, 20, 21, 22 Reuters LAPOLAR.SA 12-mo rating Neutral Price CLP184.00 Price date 17-5-2013 18. As of the end of the month immediately preceding the date of publication of this report, neither Celfin Capital Corredores de Bolsa S.A., Banco BTG Pactual S.A., nor its affiliates or subsidiaries beneficially own 1% or more of any class of common equity securities. 19. Neither Celfin Capital Corredores de Bolsa S.A., Banco BTG Pactual S.A. nor its affiliates or subsidiaries have managed or co-managed a public offering of securities for the company within the past 12 months. 20. Neither Celfin Capital Corredores de Bolsa S.A., Banco BTG Pactual S.A. nor its affiliates or subsidiaries engaged in market making activities in the subject company's securities at the time this research report was published. 21. Celfin Capital Corredores de Bolsa S.A., Banco BTG Pactual S.A. or its affiliates or subsidiaries have not received compensation for investment banking services from the companies in the past 12 months. 22. Celfin Capital Corredores de Bolsa S.A., Banco BTG Pactual S.A. or its affiliates or subsidiaries do not expect to receive or intends to seek compensation for investment banking services from the companies within the next 3 months. La Polar 20 May 2013 La Polar Stock Price (CLP) Price Target (CLP) 4000.0 3500.0 3000.0 2500.0 2000.0 1500.0 1000.0 Buy Neutral Sell No Rating Source: BTG Pactual and Economatica. Prices as of 17 May 2013 20-May-13 20-Feb-13 20-Nov-12 20-Aug-12 20-May-12 20-Feb-12 20-Nov-11 20-Aug-11 20-May-11 20-Feb-11 20-Nov-10 20-Aug-10 0.0 20-May-10 500.0 page 43 La Polar 20 May 2013 page 44 Global Disclaimer This report has been prepared by Celfin Capital Corredores de Bolsa S.A. (“Celfin S.A.”), a Chilean broker dealer registered with Superintendencia Valores Y Seguros (SVS) in Chile, and is based in opinions from Celfin S.A., Banco BTG Pactual S.A. and its affiliates. Celfin S.A.’s acquisition by Banco BTG Pactual S.A. (“BTG Pactual S.A.”), a Brazilian regulated bank, was approved by the Brazilian Central Bank on November 14th, 2012 and responsible for the distribution of this report in Chile and Peru. Bolsa y Renta S.A. Comisionista de Bolsa (“Bolsa y Renta S.A.”) is a Colombian broker dealer register with the Superintendencia Financeira de Colombia and is responsible for the distribution of this report in Colombia. 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Furthermore, this information is being made available on the basis that the recipient acknowledges and understands that the entities and securities to which it may relate have not been approved, licensed by or registered with the UAE Central Bank, Emirates Securities and Commodities Authority or the Dubai Financial Services Authority or any other relevant licensing authority or governmental agency in the UAE. The content of this report has not been approved by or filed with the UAE Central Bank or Dubai Financial Services Authority. United Arab Emirates Residents: This research report, and the information contained herein, does not constitute, and is not intended to constitute, a public offer of securities in the United Arab Emirates and accordingly should not be construed as such. The securities are only being offered to a limited number of sophisticated investors in the UAE who (a) are willing and able to conduct an independent investigation of the risks involved in an investment in such securities, and (b) upon their specific request. The securities have not been approved by or licensed or registered with the La Polar 20 May 2013 page 45 UAE Central Bank or any other relevant licensing authorities or governmental agencies in the UAE. This research report is for the use of the named addressee only and should not be given or shown to any other person (other than employees, agents or consultants in connection with the addressee's consideration thereof). No transaction will be concluded in the UAE and any enquiries regarding the securities should be made with BTG Pactual CTVM S.A. at +55 11 3383-2638, Avenida Brigadeiro Faria Lima, 3477, 14th floor, São Paulo, SP, Brazil, 04538-133.