2006 - Embraer A&I Meeting Corporate Overview


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2006 - Embraer A&I Meeting Corporate Overview

  1. 1. April 12, 2006 6th U.S. Analyst and Investor Meeting Maurício Botelho President & CEO
  2. 2. Forward Looking Statement •This presentation includes forward-looking statements or statements about events or circumstances which have not occurred. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends affecting our business and our future financial performance. These forward-looking statements are subject to risks, uncertainties and assumptions, including, among other things: general economic, political and business conditions, both in Brazil and in our market. The words “believes,” “may,” “will,” “estimates,” “continues,” “anticipates,” “intends,” “expects” and similar words are intended to identify forward-looking statements. We undertake no obligations to update publicly or revise any forward-looking statements because of new information, future events or other factors. In light of these risks and uncertainties, the forward- looking events and circumstances discussed in this presentation might not occur. Our actual results could differ substantially from those anticipated in our forward-looking statements.
  3. 3. Market Vision
  4. 4. Worldwide Defense Procurement Procurement by Region - 2005-2012 Total 2005 -2012 : US$ 1,5 trillion 0.0 50.0 100.0 150.0 200.0 250.0 2005 2006 2007 2008 2009 2010 2011 2012 US$billion Australasia Asia Pacific Latin America Africa Middle East East Europe West Europe North America Source: Frost & Sullivan 2004 Average growth of 2.6% between 2005-2012
  5. 5. US Military expenditures Source: Congressional Research Service * Iraq and Afghanistan operations not included 2006 US Dollars FY2005 FY2006 FY2007 FY2008 FY2009 FY2010 FY2011 Personnel 107.2 108.9 108.6 108.6 108.9 109.1 109.1 Operations & Maintenance 139.9 147.8 150.5 153.4 155.5 155.7 156.2 Acquisitions 79.7 78.0 89.7 97.3 98.9 102.4 106.9 Research & Development 70.2 69.4 65.4 63.8 68.0 63.3 53.8 Others 12.4 15.2 18.2 17.5 16.5 15.3 17.5 Total 409.5 419.3 432.5 440.6 447.8 445.7 443.5 US Department of Defense Budget * (US$ Billion) US Department of Defense Budget Acquisitions and P&D (US$ billion) 130 140 150 160 170 FY2005 FY2006 FY2007 FY2008 FY2009 FY2010 FY2011
  6. 6. US ISR Market US ISR Market Growth Trend (US$ billion) Source : Frost & Sullivan, 2003 US$ billion 2000 2002 2004 2006 2008 2010 2012 2014 60 50 40 30 20 10 Between 2005 and 2010 ISR systems will increase participation from 22% to 27% of total acquision and R&D spending of the U.S. DoD budget
  7. 7. Defense Market Evolving Scenario ! Restricted Budgetary scenario ! Different military threats prompt to warfare transformation ! Changing force structure ! Knowledge based, full- spectrum operations ! Reduction of human exposure to threat situations Information Superiority Armed Forces Transformation
  8. 8. Defense Market Trends !Information Superiority ! Shorter reaction times and shorter sensor to shooter cycles. ! Network centric approach instead of platform centric. ! Expansion of ISTAR (Intelligence, Surveillance, Target Acquisition and Reconnaissance Systems ! Expansion of advanced communication and network based systems !Armed Forces Transformation ! Higher mobility and flexibility ! Multi-forces integration ! Faster command cycles
  9. 9. Product Line
  10. 10. Defense Products and Market Segments Combat Transport Training Intelligence, Surveillance and Reconaissance Systems & Services
  11. 11. Super Tucano
  12. 12. Super Tucano ! High-performance evolution of the proven EMB 312 Tucano ! State-of-the-art systems and advanced avionics ! Optimized for basic, advanced training and operational applications in hostile environments ! Can operate from unprepared runways, during day or night ! The only aircraft in its class capable of employing diversified conventional and smart weapons.
  13. 13. ISR Systems
  14. 14. ISR Systems EMBRAER offers cost effective solutions for the Intelligence, Surveillance and Reconnaissance Market EMB 145 AGSEMB 145 AGS AirborneAirborne GroundGround SurveillanceSurveillance EMB 145 MPEMB 145 MP MaritimeMaritime PatrolPatrol EMB 145 AEW&CEMB 145 AEW&C ISR Intelligence – Surveillance – Reconnaissance
  15. 15. EMB 145 AEW&C ! The EMB 145 AEW&C (Airborne Early Warning & Control) is the most advanced Airborne Early Warning & Control System in operation today. ! It is fitted with an advanced electronic scanning radar capable of detecting air targets at long distances while controling the airspace
  16. 16. EMB 145 RS/AGS ! An advanced asset capable of providing real-time imagery and electronic intelligence over ground objectives ! It features an advanced Synthetic Aperture Radar (SAR), for day or night, and all-weather radar imagery of the ground over large areas, plus other sophisticated sensors
  17. 17. P-99 ! New generation Maritime Patrol and Anti-Submarine Warfare aircraft ! Features maritime and ground surveillance radar, Electro-Optics, Acoustics and Electronic Surveillance sensors
  18. 18. Brazilian Air Force Amazon Surveillance System • R-99A - EMB 145 AEW&C - Airborne Early Warning & Control • R-99B - EMB 145 RS - Remote Sensing and Ground Surveillance.
  19. 19. Transport Derivatives
  20. 20. Transport Derivatives GreeceBelgium India Colombia Brazil Brazil Ecuador Nigeria
  21. 21. Embraer New Capital Structure
  22. 22. Main Benefits to the Company • Financing of the Company’s expansion programs through the equity capital markets and the use of convertible instruments • The current capital structure does not allow the Company to issue new shares without additional capital injection by the current controlling shareholders which for different reasons is unfeasible , thus limiting the Company’s flexibility for financing its growth in the equity capital markets • Creation of an acquisition currency for potential expansions in the international markets • The enhancement of the Company’s valuation multiples and increase in liquidity in both the domestic and international markets would allow for potential expansion through acquisitions • The increase in liquidity and better market perception of the Company would reflect positively on its share price in the stock exchange • The improvement in Company’s corporate governance and transparency, in addition to the possible listing in the “Novo Mercado”, could create additional demand for the stock from institutional investors including the local pension funds
  23. 23. MechanismMechanism DescriptionDescription • The maximum allowed votes per shareholder or group of shareholders acting as one, including brokers acting on behalf of one or more ADS holders, limited to 5% of the total shares of the Company • The mechanism above will affect only the shareholders’ political rights (e.g., voting rights), not being applicable to economic rights Number of valid votes per shareholder or group of shareholders acting in a concerted manner limited to 5% of the total shares of the Company • Shareholders who acquire or become holders of more than 35% of the Company’s capital would be required to launch a delisting tender offer, under conditions established in Embraer´s bylaws, and Brazilian laws • The tender offer is conditioned upon the Brazilian Government authorization, subject to suspension of voting rights • Percentage ownership must be disclosed whenever a shareholder reaches a 5% threshold and every 5% increment thereafter • The total number of foreign votes limited to 40% (forty percent) of total valid votes in each General Shareholders` Meeting, corresponding to 2/3 of total votes of Brazilian Shareholders • The CFO will monitor the Company’s ownership and the compliance of the shareholders` protection mechanisms to disclose potential violations of the company’s bylaws Mandatory delisting tender offer Voting rights limitation to foreign shareholders Mandatory ownership disclosure Monitoring Committee to follow changes in ownership Shareholders Protection Mechanisms
  24. 24. New Capital Structure 738.611.820 Common (Voting) Shares * Includes Bozano Company and Bozano Holdings ** Includes Dassault Aviation, EADS, Safran and Thales BOZANO GROUP* 11.1% PREVI (PENSION FUND) 16.4% SISTEL (PENSION FUND) 7.4% BNDESPAR 6.3% BRAZILIAN GOVERNMENT 0.3% OTHERS BOVESPA 11.7% OTHERS NYSE 39.3% EUROPEAN GROUP** 7.5%