Letícia | Phone: 55 (21) 4009-0276 | E-mail: leticia@profarma.com.br
Market Maker: BTG Pactual | Phone: 55 (11) 3383-2384
Ticker: BM&FBOVESPA: PRMX3
Independent Auditors: KPMG
Thank you for your interest in Profarma. Please contact us if you have any other questions.
Innovation Information Forum: Federal programs, services and financing for en...MaRS Discovery District
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* Public Works and Government Services Canada Canadian Innovation Commercialization Program (CICP)
* National Research Council of Canada Industrial Research Assistance Program (NRC-IRAP)
* Foreign Affairs and International Trade Canada Going Global Innovation (GGI)
* Federal Economic Development Agency for Southern Ontario Investing in Business Innovation Program (IBI)
Accounting in Bulgaria - all you need to know!
The current review intends to give overall information on investment and doing business in Bulgaria, more specifically in Forwarding Industry. Presented data is actual as to July 2015, if other is not stated. However any actions are advised to be taken after additional consultation.
Reportaje bilingüe (inglés-español) sobre la evolución del flamenco y un compendio de nuevos grupos surgidos a partir de la matriz flamenca publicado en el número #16 de Babylon Magazine.
La definición de urgencia según la OMS es aquella patología cuya evolución es lenta y no necesariamente mortal, pero que debe ser atendida en máximo 6 horas. Así pues, para poder definir una urgencia es preciso que el paciente padezca una enfermedad, que sin el tratamiento adecuado evolucione en un periodo de tiempo más o menos amplio hasta comprometer su vida.
Innovation Information Forum: Federal programs, services and financing for en...MaRS Discovery District
Find out how the latest in federal government innovation and commercialization initiatives can help your business.
Hear from experts at the following departments and agencies to get up-to-date information on how their programs and services support innovation and entrepreneurship:
* Public Works and Government Services Canada Canadian Innovation Commercialization Program (CICP)
* National Research Council of Canada Industrial Research Assistance Program (NRC-IRAP)
* Foreign Affairs and International Trade Canada Going Global Innovation (GGI)
* Federal Economic Development Agency for Southern Ontario Investing in Business Innovation Program (IBI)
Accounting in Bulgaria - all you need to know!
The current review intends to give overall information on investment and doing business in Bulgaria, more specifically in Forwarding Industry. Presented data is actual as to July 2015, if other is not stated. However any actions are advised to be taken after additional consultation.
Reportaje bilingüe (inglés-español) sobre la evolución del flamenco y un compendio de nuevos grupos surgidos a partir de la matriz flamenca publicado en el número #16 de Babylon Magazine.
La definición de urgencia según la OMS es aquella patología cuya evolución es lenta y no necesariamente mortal, pero que debe ser atendida en máximo 6 horas. Así pues, para poder definir una urgencia es preciso que el paciente padezca una enfermedad, que sin el tratamiento adecuado evolucione en un periodo de tiempo más o menos amplio hasta comprometer su vida.
#AI is About to Reshape the Workplace & Your Organization's #DataStrategySteve Ardire
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Apotek Hjärtat, the second-largest actor on Sweden’s recently deregulated pharmacy market, sought to improve customer service and efficiency in stores to increase customer satisfaction and profitability. They engaged BearingPoint to develop and implement a store operations program for all of its more than 270 pharmacies.
Odoo Hospital Management System provides the benefits of streamlined operations, enhanced administration & control, superior patient care, strict cost control and improved profitability.
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This HMS is designed for multi specialty hospitals, to cover a wide range of hospital administration and management processes. It is an integrated end-to-end Hospital Management System that provides relevant information across the hospital to support effective decision making for patient care, hospital administration and critical financial accounting, in a seamless flow
Find the best PCD Pharma franchise in India. There are a considerable number of pharma firms in India that give various incentives and promotional support, as well as a variety of additional benefits, making the PCD Pharma opportunity the ideal one. Examine the top mentions in the list of 10 Best PCD pharma Companies in India.
Improving profitability for small businessBen Wann
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Affordable Stationery Printing Services in Jaipur | Navpack n PrintNavpack & Print
Looking for professional printing services in Jaipur? Navpack n Print offers high-quality and affordable stationery printing for all your business needs. Stand out with custom stationery designs and fast turnaround times. Contact us today for a quote!
"𝑩𝑬𝑮𝑼𝑵 𝑾𝑰𝑻𝑯 𝑻𝑱 𝑰𝑺 𝑯𝑨𝑳𝑭 𝑫𝑶𝑵𝑬"
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𝐓𝐉 𝐂𝐨𝐦𝐬 provides unlimited package services including such as Event organizing, Event planning, Event production, Manpower, PR marketing, Design 2D/3D, VIP protocols, Interpreter agency, etc.
Sports events - Golf competitions/billiards competitions/company sports events: dynamic and challenging
⭐ 𝐅𝐞𝐚𝐭𝐮𝐫𝐞𝐝 𝐩𝐫𝐨𝐣𝐞𝐜𝐭𝐬:
➢ 2024 BAEKHYUN [Lonsdaleite] IN HO CHI MINH
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➢CHILDREN ART EXHIBITION 2024: BEYOND BARRIERS
➢ WOW K-Music Festival 2023
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"𝐄𝐯𝐞𝐫𝐲 𝐞𝐯𝐞𝐧𝐭 𝐢𝐬 𝐚 𝐬𝐭𝐨𝐫𝐲, 𝐚 𝐬𝐩𝐞𝐜𝐢𝐚𝐥 𝐣𝐨𝐮𝐫𝐧𝐞𝐲. 𝐖𝐞 𝐚𝐥𝐰𝐚𝐲𝐬 𝐛𝐞𝐥𝐢𝐞𝐯𝐞 𝐭𝐡𝐚𝐭 𝐬𝐡𝐨𝐫𝐭𝐥𝐲 𝐲𝐨𝐮 𝐰𝐢𝐥𝐥 𝐛𝐞 𝐚 𝐩𝐚𝐫𝐭 𝐨𝐟 𝐨𝐮𝐫 𝐬𝐭𝐨𝐫𝐢𝐞𝐬."
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Cultivating and maintaining discipline within teams is a critical differentiator for successful organisations.
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Memorandum Of Association Constitution of Company.pptseri bangash
www.seribangash.com
A Memorandum of Association (MOA) is a legal document that outlines the fundamental principles and objectives upon which a company operates. It serves as the company's charter or constitution and defines the scope of its activities. Here's a detailed note on the MOA:
Contents of Memorandum of Association:
Name Clause: This clause states the name of the company, which should end with words like "Limited" or "Ltd." for a public limited company and "Private Limited" or "Pvt. Ltd." for a private limited company.
https://seribangash.com/article-of-association-is-legal-doc-of-company/
Registered Office Clause: It specifies the location where the company's registered office is situated. This office is where all official communications and notices are sent.
Objective Clause: This clause delineates the main objectives for which the company is formed. It's important to define these objectives clearly, as the company cannot undertake activities beyond those mentioned in this clause.
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Liability Clause: It outlines the extent of liability of the company's members. In the case of companies limited by shares, the liability of members is limited to the amount unpaid on their shares. For companies limited by guarantee, members' liability is limited to the amount they undertake to contribute if the company is wound up.
https://seribangash.com/promotors-is-person-conceived-formation-company/
Capital Clause: This clause specifies the authorized capital of the company, i.e., the maximum amount of share capital the company is authorized to issue. It also mentions the division of this capital into shares and their respective nominal value.
Association Clause: It simply states that the subscribers wish to form a company and agree to become members of it, in accordance with the terms of the MOA.
Importance of Memorandum of Association:
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Constitutional Document: It serves as the company's constitutional document, defining its scope, powers, and limitations.
Protection of Members: It protects the interests of the company's members by clearly defining the objectives and limiting their liability.
External Communication: It provides clarity to external parties, such as investors, creditors, and regulatory authorities, regarding the company's objectives and powers.
https://seribangash.com/difference-public-and-private-company-law/
Binding Authority: The company and its members are bound by the provisions of the MOA. Any action taken beyond its scope may be considered ultra vires (beyond the powers) of the company and therefore void.
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Falcon stands out as a top-tier P2P Invoice Discounting platform in India, bridging esteemed blue-chip companies and eager investors. Our goal is to transform the investment landscape in India by establishing a comprehensive destination for borrowers and investors with diverse profiles and needs, all while minimizing risk. What sets Falcon apart is the elimination of intermediaries such as commercial banks and depository institutions, allowing investors to enjoy higher yields.
3. Profarma makes herein statements about future events that are subject to risks and uncertainties. Such statements are based on the beliefs and estimations of the
Company’s Management and information to which it currently has access. Statements about future events include information regarding our present intentions,
beliefs or expectations, as well as those of the members of the Company’s Board of Directors and Executive Officers’ Committee. The qualifications in relation to
statements and forward-looking information also include information regarding potential or presumed operating results, as well as statements that are preceded or
followed by or include the words "believe", "may", "will", "continue", "expect", "forecast", "intend", "plan", "estimate" or similar expressions. The forward-looking
statements and information are not guarantees of performance. They are subject to risks, uncertainties and beliefs because they refer to future events, thus
depending on circumstances that may or may not materialize. Future results and creation of value for shareholders may differ to a material degree from those
expressed or suggested by statements in relation to the future. Many of the factors that determine such results and amounts are beyond Profarma’s ability to control
or predict matters.
3
4. Period Highlights
Gross
Revenues
Increase
Net Profit Ebitda
Increase Increase
Growth of Arpmed
Generic Acquisition
Sales
Prodiet
Positive Revenues
Cash and Ebitda
Generation Margin
Increase
4
7. ArpMed | Company Overview
Established in 1998, ArpMed focuses on special, higher value-added pharmaceuticals by means of two
complementary business units that provide services for industries dealing with specialties.
Business Units:
Sales Synergy Services and Consulting
Distinct Features:
• It is possible to reduce the number of steps in the distribution process (Manufacturer–Points of Sale–Client), thus speeding
it up, reducing costs and increasing margins;
• Supply can be optimized through an automatic replenishment policy;
• Delivery at home or doctors’ offices provides comfort and convenience for clients;
• All the steps in the logistics process comply with the regulations of ANVISA [Brazilian National Health Surveillance Agency
• Each unit sold is tracked;
• The Company’s relationship with laboratories and nutrition industry companies provides a solid basis to increase volumes
and launch new high value-added products.
Management, logistics, sale and marketing solutions for special, niche high-cost cold-chain products or Rx
products that need to be repositioned or require market information
7
8. ArpMed | Company Overview
The Company:
• ArpMed already serves several Brazilian and international laboratories.
• It focuses on the segment of high-priced prescription medication (average ticket upwards of R$600.00).
• It specializes in products that require specific procedures, and follow-up and support services.
• It has a sound product portfolio, comprising fertility, ophthalmology and oncology products; breast implants; hearing aids
and diabetes medicines among others.
• It has a tradition in providing ancillary services for the industry and is, therefore, a solution to manage the channel as a
whole and serves as a reference for laboratories.
• 53% of its gross revenues come from sales with ancillary services.
• New contracts are being negotiated.
Suppliers:
• Laboratories need a logistics partner able to offer a different system from that used for conventional products.
• Even though profitable, the distribution of these products is a complex process due to the volume (low amounts: 2,000-
5,000 products for the whole country), the careful handling required by the product, the dispersal of users, and the follow-up
and tracking processes involved.
8
9. ArpMed | Flow of Operations
Patients
Laboratories
Structure Doctors and
- Cold Chain Clinics
- Experienced Pharmaceutical Team
- Approved packaging process
- Process complying with the standards in effect
- Regular internal and independent audit
Receipt Storage Distribution
9
10. ArpMed | Specialties and Operational highlights
Specialties Operational Highlights Geographical Coverage
• Plastic Surgery (breast implants) • 121,000 orders in 2011
• Average ticket upwards of R$600.00
• Dermatology
• 260 sold items
• Endocrinology (hormones and insuline)
• About 170 employees
• Gynecology
• Ophthalmology Sales
Sales through Own Call Center - % Sales with Ancillary Services - %
• Orthopedics
• Rheumatology 46% 47% 53%
Others 54% W/o W/
Through Service Service
Call Center
10
11. ArpMed | Drives for the Transaction
• One of the leading companies in direct sale of specialty and high-cost medications
Leadership • Strong presence in the Southeast Region, and competing for leadership in São Paulo and Rio de
Janeiro and
• Present in several states through a network of partner companies
• A 24% year-over-year increase in 2011
Growth
• Planned growth in existing markets
Potential
• New markets
• Increased amount of purchases, which allows improving the relationship with manufacturers
Synergy
• Synergies in the administrative and operational areas
• Mr. Guilherme Porto and Mr. Guilherme Rocha have each over 10 years’ experience in the
Experience industry and
• Both executive management and the consolidated management structure will be strengthened.
11
12. ArpMed | Acquisition Model
Acquisition of an 80% stake in Arpmed’s total capital stock.
Payment Schedule
Primary Offer:
• 40% paid on Execution Date
• 30% paid one year after the Execution Date
• 30% paid two years after the Execution Date
Secondary Offer:
• 50% paid on Execution Date
• 50% paid 12 monthly installments from the Execution Date.
Earn-out:
• Payment of an additional secondary offer in the first three years, based on EBITDA and the Cash Cycle.
Contingency Cover and Description of Guarantees
Contingency Coverand
• ArpMed’s current shareholders will be liable for all contingencies arising from taxable events prior to the Execution Date.
Description of Guarantees:
• Capital Stock Adjustment via Subscription Bonus, Escrow Account and Retained Payments.
12
13. ArpMed | Sinergy Gains
Operational Efficiency Relationship with
Manufacturers
New Business
New Segments
Opportunities
13
16. Financial Numbers | 2Q12 Results
Gross Profit and Revenues from Services Operating Expenses - SGA
to Suppliers
8.4%
12.4% 7.5% 7.5%
10.7% 10.2%
64.5
61.1
49.5
42.0
37,8
27.4
45.0 52.8
42.9
2Q11 1Q12 2Q12 2Q11 1Q12 2Q12
Gross Profit
Revenues from Services to Suppliers (R$ million and % Net Revenues)
Gross Profit Margin(%)
16
17. Financial Numbers | 2Q12 Results
Ebitda and Ebitda Margin Net Financial Expenses
1.4%
4.1% 1.3% 0.9%
3.2%
2.5%
31.2 10.5
8.8
20.7 7.2
20.2
2Q11 1Q12 2Q12 2Q11 1Q12 2Q12
(R$ million and % Net Revenues)
17
18. Financial Numbers | 2Q12 Results
Net Profit Cash Cycle
1.4% 1.2% 1.6%
2Q11 1Q12 2Q12
12.4
9.5 9.5 Cash Cycle - Days * 60.4 54.6 59.1
Accounts Receivable (1) 39.4 50.7 47.4
Inventories (2) 53.1 49.7 48.9
Accounts Payable (3) 32.0 45.8 37.1
* Average
(1) Average of Gross Revenues in the Quarter
(2) Average of COGS in the Quarter
2Q11 1Q12 2Q12 (3) Average of COGS in the Quarter
(R$ million and % Net Revenues)
18