institutional presentation v_final

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| Apresentação do Roadshow 1 As of September 30, 2012 Oct, 2012

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Page 1: Institutional presentation v_final

| Apresentação do Roadshow

1

As of September 30, 2012Oct, 2012

Page 2: Institutional presentation v_final

Disclaimer

Statements regarding the Company’s future business perspectives and projections of operational andfinancial results are merely estimates and projections, and as such they are subject to different risks anduncertainties, including, but not limited to, market conditions, domestic and foreign performance in generaland in the Company’s line of business.These risks and uncertainties cannot be controlled or sufficiently predicted by the Company managementand may significantly affect its perspectives, estimates, and projections. Statements on futureperspectives, estimates, and projections do not represent and should not be construed as a guarantee ofperformance. The operational information contained herein, as well as information not directly derived fromthe financial statements, have not been subject to a special review by the Company’s independentauditors and may involve premises and estimates adopted by the management.

2

Page 3: Institutional presentation v_final

| Company overview

Page 4: Institutional presentation v_final

.1 Platform of brands of reference

Arezzo&Co is the leading Company in the footwear an d accessories sector through its platform of Top of M ind brands

1

4

Page 5: Institutional presentation v_final

.2 Company overview

Arezzo&Co is the reference in the Brazilian retail sector and has a unique positioning combining growth with high cas h generation

1Leading company in the footwear and accessories sector with presence in all Brazilian states

Controlling shareholders are the reference in the sector

Development of collections with efficient supply chain

Asset light: high operational efficiency

Strong cash generation and high growth

8.6 million pairs of shoes(1)

525 thousand handbags(1)

2,697 points of sale

12% market share(2)

40 years of experience in the sector

Wide recognition

~11,500 models created per year

Lead time of 40 days

7 to 9 launches per year

89% outsourced production

ROIC of 31.9% in 3Q12

2,105 employees

Net revenues CAGR:

26.8% (2007- 3Q12)

Net Profit CAGR: 32.0% (2007- 2Q12)

Increased operating leverage

Notes:1. LTM as of September, 2012.2. Refers to the Brazilian women footwear market (source: Euromonitor, IBGE and Company estimates) . Estimated for 2011.

5

Page 6: Institutional presentation v_final

� Founded in 1972

� Focused on brand and product

� Consolidation of industrial business model located in Minas Gerais

� 1.5 mm pairs per yearand 2,000 employees

� Focus on retail

� R&D and production outsourcing on Vale dos Sinos -RS

� Franchises expansion

� Specific brands for each segment

� Expansion of distribution channels

� Efficient supply chain

First store

Fast Fashion concept

Launch of the first design with

national success

+

Schutz launch

Launch of new brands

Merger

Commercial operations centralized in São Paulo

Strategic Partnership(November 2007)

Industry Reference Foundation and structuring Industrial Era Corporate EraRetail Era

201270’s 80’s 90’s 00’s

Opening of the first shoe factoryOpening of the first shoe factory

Opening of the flagship store at Oscar FreireOpening of the flagship store at Oscar Freire

.3 Successful track record of entrepreneurshipThe right changes at the right time accelerated the Company's development

1

Consolidate leadership

position

Initial Public Offering (February 2011)

Page 7: Institutional presentation v_final

.4 Shareholder structure 1

Notes:1. Arezzo&Co capital stock is composed of 88,587,469 common shares, all nominative, book-entry shares with no par value.2. Including Stock Option Plan – Arezzo&Co’s executivesShareholder structure as of August, 2012. 7

Post-offering

52.6% 47.4%

Birman family Others

1Management²

0.3%

Float

47.1%

Page 8: Institutional presentation v_final

8

.5 Culture & Management: Arezzo towards 2154

Code of Ethics

� “Our behavior is a positive example for all activities and internal or external interactions; and we treat everyone with respect, equality and cooperation”

� “We properly protect the confidentiality of our information, documents, trademarks, intellectual property and cherish the proper use of our assets”

� “The Arezzo Group’s interests prevail over personal or third party interests and guide any decision-making in the company”

� “We act with fairness in our relationships with suppliers, franchisees and customers, eliminating any situation that may generate expectations of bias in the context of receipt of gifts and invitations”

� “Our suppliers are evaluated and contracted based on clear criteria and in line with our ethical standards and conduct”

� “We are committed to ensure a responsible environmental stewardship by ensuring and establishing high standards for the purposes of protecting the environment and conserving its resources”

� “We have a socially responsible conduct and do not use any resources for unethical or illegal purposes, or that violates local or international laws”

� “It is our duty to report any breach of the Code of Ethics irrespective of the public involved”

2010

2154

Meritocratic culture based on best practices makes Arezzo a company prepared to reach 2154

1

Page 9: Institutional presentation v_final

.6 Strong platform of brands

Strong platform of brands, aimed at specific target markets, enables the Company to capture growth from different income seg ments

1TrendyNewEasy to wearEclectic

FashionUp to dateBoldProvocative

16 - 60 years old 18 - 40 years old

R$ 285.00/pair

R$ 650.9 million R$ 317.2 million

PopFlat shoesAffordableColorful

12 - 60 years old

R$ 99.00/pair

R$ 31.3 million

DesignExclusivityIdentitySeduction

R$ 960.00/pair

R$ 4.4 million

20 - 45 years old

62.7% 30.6% 3.0% 0.4%

Brands profile

Female target market

Sales Volume 3

% Gross Revenues 4

Retail price point

Foundation 1972 1995 2008 2009

O

7

MB

13

O

2

O

19

F

300

MB

911

Notes:1. Points of sales (3Q12 LTM); O = Owned Stores; F = Franchised Stores; MB = Multi-brand Stores; EX = Exports – # multibrand stores2. % of each brand gross revenues (2011 LTM)3. (3Q12 LTM) gross revenues, does not include other revenues (not generated by the 4 brands)4. % total (3Q12 LTM) gross revenues

9

R$ 180.00/pair

MB

768

O

24

F

16

MB

1,601

Dis

trib

utio

n ch

anne

l1 POS 1

% gross rev.2

73% 12%14% 1% 65%26% 41%

EX

30

1%

EX

119

8%

EX

70

14% 7% 79%59%

Page 10: Institutional presentation v_final

.7 Multiple distribution channels1

10

480

270

22761²

1,038

Flexible platform through three distribution channe ls with differentiated strategies, maximizing the Company's profitability

Gross Revenue Breakdown – (R$ mn)¹

Gross Revenues per Channel

52 owned stores being 7 Flagship stores

Reach about 1,200 cities and 2,329 multi-brands

316 franchises in more than 160 cities

Broad distribution in every Brazilian

state

Franchises Multi-brands Owned stores Others Total

Notes:1. (3Q12 LTM) gross revenues2. Considers external market and other revenues in the domestic market

46% 26% 22% 6% 100%

Page 11: Institutional presentation v_final

| Business model

Page 12: Institutional presentation v_final

Management

BRANDS OF REFERENCE

Customer focus: we are at the forefront of Brazilian women fashion and design

Multi-channelSourcing & LogisticsCommunication &

Marketing

SEASONED MANAGEMENT TEAM WITH PERFORMANCE BASED INCENTIVES

NATIONWIDE DISTRIBUTION STRATEGY

EFFICIENTSUPPLY CHAIN

SOLID MARKETING AND COMMUNICATION PROGRAM

ABILITY TO INNOVATE

R&D

1 2 3 4 5

12

Unique business model in Brazil 2

Page 13: Institutional presentation v_final

.1 Ability to Innovate

We produce 7 to 9 collections per year2I. Research

Creation: 11,500 SKUs / year

II. Development III. Sourcing IV. Delivery

Arezzo&Co fulfills the various aspirations of women , delivering on average 5 new models per day, allowing for consistent desire-driv en purchases

Available for selection: 63% of SKUs created /

year

13

Stores:52% of SKUs created / year

Creation

Launch Orders

Production

Delivery

Normal sale

Discount sale

Winter I Winter II Winter III Summer I Summer II Summer III Summer IV

Activities JAN FEV MAR APR MAY JUN JUL AUG SEP O CT NOV DEC

Page 14: Institutional presentation v_final

.2 Broad media plan2

14

The brand has an integrated and expressive communic ation strategy, from the creation of campaigns to the point of sales

Strong presence in printed media

150 inserts in printed media in 300 pages in 2011 ( 45 million readers)78 exhibition in fashion editorials in 1Q12

Digital communication

Presence in eletronic media and television

+1000 exhibition on TV e 620 exhibition in cinema i n 2011+ 40 million impact

Demi Moore

Seasonal showroom in Los Angeles near the

Red Carpet

Season

CRM – VIP sales

In-store events – PA

Stylists Fashion Advisors

Celebrity Endorsement Marketing Events

115 k Facebook fans: leader in

interactions

30 k monthly access to Schutz’s Blog

549k accesses to site/month

Average navigation time: 8 minutes

51 k Twitter followers : category leader

Gisele Bündchen Blake Lively

Page 15: Institutional presentation v_final

.2 Communication & marketing program reflected in every aspect of the storesStores constantly modified to incorporate the conce pt of each new collection, creating desire-driven purchases

2

All visual communication at stores is monitored and updated simultaneously throughout Brazil for each new collection

Flagship storesStore layout & visual merchandising

15

POS materials (catalogs, packaging, among others)

Page 16: Institutional presentation v_final

.2 Atmosphere of stores: differentiated concepts for each brand2

16

Summer – Flagship Oscar FreireSummer – Flagship Oscar Freire

Winter – Flagship Oscar FreireWinter – Flagship Oscar Freire Video WallVideo Wall

ClosetCloset EssentialEssential

Niches and lighting Niches and lighting

� Jaquets and accessories� Campaigns and marketing actions� Preeminence for products� Differentiated products

Visual merchandising:� Updates at low cost investment� Brings relevant information from

each collection to stores’ level� 3 main updates per year

Chameleon project: constant modification to incorporate the new collection’s concept

� Exposure of a large variety of products

� Selling area inventory: lower necessity of area for storage

� Atmosphere of a jewelry store� Private shop experience� Focus on exclusivity, design and

highly selected materials

Wall displayWall display

CombosCombos

StorageStorage

Each theme is disposed in different nichesEach theme is disposed in different niches

AcessoriesAcessories

Sophisticated lightingSophisticated lighting

Distinguished storefrontDistinguished storefront Special collectionsSpecial collections

Page 17: Institutional presentation v_final

.3 Flexible production process…2

17

Arezzo’s size allows for large scale purchases from each supplier

Production speed, flexibility and scalability to en sure Arezzo&Co’sexpected growth based on asset light model

Gains of scale

Joint purchasesCertification and auditing of suppliers

In-house certification and auditing ensure quality and punctuality (ISO 9001 certification in 2008)

Negotiation of raw material jointly with local suppliers

Consolidation and improvement of distribution in na tional scale

Reception: 100,000 units / day

Storage: 100,000 units / day

Picking: 150,000 units / day

Replacement of milky run strategy

12

34

5

Distribution: 200,000 units / day4

Sourcing Model

Owned factory with capacity to produce 1.2 million pairsannually and strong relationship with Vale dos Sinosproduction cluster as the outsourcing represents 85% of total production

New Distribution Center

Page 18: Institutional presentation v_final

.3 …leveraged by a multichannel distribution strategy…

Arezzo&Co follows a detailed process in defining the o pportunity pipeline. This multichannel distribution strategy has been consoli dated throughout the Company’s history:

18

1972 1975 1987 2000 2008 2010 2011

Inauguration of the

new Anacapri store

format

Founding of the

Arezzo brand

1st Store

1st Arezzo

Franchise

Arezzo reaches

200 franchises

GTM Schutz: focus on

mono-brand storesFlagship store

strategy for Schutz

1st Arezzo Flagship

store

2

Page 19: Institutional presentation v_final

.4 ...through owned stores…

Capturing value from the chain while developing ret ail know how and brands’ visibility

2Greater brand awareness coupled with operational ef ficienciesFlagship Stores

19

� Clustering higher productivity stores in main areas (mainly SP and RJ) improving operational efficiency and profitability:

� Direct costumers interaction develops retail competences which are also reflected at franchised stores

� Flagship stores ensure greater visibility and reinforce brand imageArezzo – Ipanema / RJArezzo – Ipanema / RJ

Schutz – Iguatemi / SPSchutz – Iguatemi / SP

Arezzo – Cid. Jardim / SPArezzo – Cid. Jardim / SP

R$ 3,292 MR$ 3,292 M

R$ 5,249 MR$ 5,249 MO

wned

FranchiseAnnual Average

Sales per Store 2011

Total sales area and # of stores (sq m)

Schutz – Oscar Freire / SPSchutz – Oscar Freire / SP

88% 91% 81%77%

80% 75% 75%

12%9%

19%

23%

20%25% 25%

2007 2008 2009 2010 2011 2Q12 3Q12

Flagship

Standard store

610

21

29

4550

52

# stores

1,044

1,3692,067

2,967

4,6864,754 4,754

Page 20: Institutional presentation v_final

� Intense retail training

� Ongoing support: average of 6 stores/ consultant and average of 22 visits per store/ year

� Strong relationship with and ongoing support to franchisee

� IT integration with our franchises amount to more than 80%

� As mono-brand stores, franchises reinforce the branding in each city they are located

24 or more franchises

1 franchise

2 franchises

3 franchises

43%

11%

31%

15%

20

.4 …with efficient management of the franchise network...

Model allows rapid expansion with little invested c apital by Arezzo&Co and high profitability to franchisees

Successful Partnership: “Win – Win” Franchise Concentration per Operator

Average payback of 39 months2

100% of on-time payments

96% satisfaction of franchises1

Excellency in Franchising Award in the last 8 years (ABF)

Best Franchise in Brazil (2005) and in the sector for 7 years since 2004

(# of Franchisees by # of Franchises)

Notes: FY2011 data

1. 96% of the current franchisees indicated they would be interested in opening a

franchise if they did not already have one

2. Annual sales of R$ 2,330 thousand + average initial investment of R$ 600 thousand

+ working capital of R$ 414 thousand

Page 21: Institutional presentation v_final

To get to know the profile of consumers

To manage performance indicators of

both the store and the team

To optimize supply and

stock management

…to sell more, have no overstock … and achieve goals!

1 2 3

The use of technology to support the management process...

.4 … information technology, people management...

Information technology and people management applie d to retail in order to support improvements on the whole managing process

21

A holistic approach for sales training teams in the various fronts of the retail operation

Training Tools

• Product• Fashion and trends• Sales technique• Store operations• Visual merchandising• Sales systems• Integration New operators• Management Training• Sales Conventions• Sales Incentives (motivational)

� Over BRL 1M invested in training in the first half of 2012

� 20% Retail turnover in Company Owned Stores during the first half of 2012

� Over BRL 1M invested in training in the first half of 2012

� 20% Retail turnover in Company Owned Stores during the first half of 2012

2

Page 22: Institutional presentation v_final

.4 ...and of the multi-brand stores2

Multi-brand stores

22

Multi-brand stores’ Gross Revenue¹ (R$ mn) Improved distribution and brand visibility

� Greater brand capillarity� Presence in over 1,200 cities� Rapid expansion at low investment and risk� Main Focus: share of wallet� Owner’s loyalty� Important sales channel for smaller cities� Sales team optimization: internal team and commissioned

sales representatives

Multi-brand stores widen the distribution capillari ty and the brands’ visibility, resulting in a strong retail footprint

Notes:1. Domestic market only

# Store1,783

2,329

234

2011

83

3Q12

Gross Revenue1

(R$ mn)188

2010 3Q11

69

Page 23: Institutional presentation v_final

.4 Large capillarity and scale of store chainMono-brand store chain with high capillarity, reach ing more than 160 cities and well-positioned among the retail compani es

2

23

Size and average sales per mono-brand stores - 2011

BrandAverage size

(m2)Net Revenue/ m2

(R$ 000s)Total

Stores 1,2

61 354 328

133 244 432

1,904 9 167

1,031 7 336

2.513 8 145

263 17 104

5

300 franchises + 19 owned stores (i) + 911 multi-brand clients

(i) 4 outlets

16 franchises + 24 owned stores (ii) +1,601 multi-brand clients

(ii)1 outlet

Points of sale (3Q12)

TOTAL

7 owned stores768 multi-brand clients

2 owned store +13 multi-brand clients

316 franchises + 52 owned stores + 2.329 multi-brand clients= 2,697 points of sales

Source: IBGE, Companies’ Reports; number of stores according to latest data provided by the CompaniesNotes:1. Considers only monobrand stores of Arezzo and Schutz;2. For Hering, considers only Hering Store chain stores;3. 2008 data;4. Net Revenue (assuming that sales taxes and deduction = 30% of gross revenues);5. Considers Arezzo + Schutz, except for outlets, handbags’ stores and Schutz franchise;

GDP³: 18%A&C¹: 17%

GDP³: 55%A&C¹: 57%

GDP³: 15%A&C¹: 15%

GDP³: 7%A&C¹: 7%

GDP³: 5%A&C¹: 4%

57

sq m

85

sq m80

sq m

Points of sale – average size : new stores are increasing

network average size

2010 2011 new stores 2012 new stores

Page 24: Institutional presentation v_final

Arezzo and Ana CapriSchutz and Alexandre

BirmanIndustrial Supply Chain Strategy and IT Financial

Alexandre Birman Cisso Klaus Marcio Jung Thiago BorgesKurt Richter

HR

Raquel Carneiro

Marco Coelho

Internal Auditing

Anderson Birman

Claudia Narciso

.5 Seasoned and professional management team2

Anderson Birman

Years at Arezzo

40

17

5

14

11

8

9

30

3

Years of experience

40

17

13

24

32

28

47

41

13

NameTitle

Anderson BirmanCEO

Alexandre BirmanCOO

Thiago Borges CFO and Investor Relations Officer

Claudia NarcisoDirector – R&D

Kurt RitchterDirector – Strategy and IT

Marcio Jung Director – Supply Chain

Cisso KlausDirector – Industrial

Marco CoelhoDirector – Internal Auditing

Raquel CarneiroDirector – HR

Highly qualified management team

24

� Stock option plan for key executives

� Performance based compensation package for all employees

� Independent business units for each brand but unified officers (Industrial, Logistics, Financial and HR) for the whole company

Page 25: Institutional presentation v_final

.6 Corporate governance

Board is composed by 8 members being 4 appointed by controlling shareholders2

Name Experience Name Experi ence

Title Title

Anderson BirmanChairman of the Board

Arezzo’s CEO since its foundation, with over 40 years ofexperience in the industry

Alexandre BirmanVice-Chairman of the Board

Arezzo’s COO and founder of Schutz, with 17 years ofexperience in the industry

Pedro FariaBoard Member

Tarpon’s partner since 2003, member of the Board of Directors ofDirecional Engenharia, Omega Energia Renovável, Cremer andComgás

Eduardo MufarejBoard Member

Tarpon’s partner since 2004, member of the Board of Directors ofTarpon, Omega Energia Renovável and Coteminas

José Murilo CarvalhoBoard Member

President of the Attorney’s Association of Minas Gerais,Board Member of the Brazilian Bar Association

José BolonhaBoard Member

Founder and CEO of “Ethos Desenvolvimento Humano eOrganizacional“; Board member of the Inter-American Economicand Social Council (UN, WHO)

Guilherme A. FerreiraIndependent Board Member

CEO of Bahema Participações, board member of Pão deAçúcar, Banco Signatura Lazard, Eternit, Tavex and RioBravo Investimentos

25

Artur N. GrynbaumIndependent Board Member

CEO of Grupo Boticário (largest franchise company in Brazil) and Vice-President at Abihpec (Brazilian Association of Industries in the field of Personal Hygiene, Perfumes, and Cosmetics )

Ana Luiza Franco* (Coordinator)

Audit Committee

Pedro Faria (Coordinator) José Bolonha (Coordinator)

Committees

Strategy Committee People Committee

Board of directors

Members:

Jose Murilo and Guilherme A. Ferreira

Members:

Anderson Birman, Alexandre Birman, Guilherme A.Ferreira and Arthur N. Grynbaum

Members:

Pedro Faria and Alexandre Birman

*Mrs Franco is former partner at Machado Meyer Law firm in Brazil and currently acts as member for corporate risk and audit committees in various relevant companies in the country.

Page 26: Institutional presentation v_final

| Market Overview and| Sourcing and Industry Characteristics

Page 27: Institutional presentation v_final

.1 Social upward mobility driving internal consumptionIncome growth and job creation lead to rapid social upward mobility and increasing internal consumption

3

27

2003

44 (24%)

29 (15%)

40 (20%)

16 (8%)

47 (27%)

49 (28%)

+18 mi(2003-14E)

+47 mi(2003-14E)

2014E2009

31 (16%)20 (11%)13 (8%)

66 (37%)95(50%)

113 (56%)

...Resulting in a significant rise of consumer good s consumption, including Footwear and Apparel(Consumption growth as a result of the upward mobility in social classes; indexed 100 = class D/E)

Source: IBGE, FGV, LCA, Bain & Co., BCG, Roland Berger, IPC Maps

Classes A/B: monthly income above R$4,808 | Class C: monthly income between R$1,115 and R$4,408 | Class D: monthly income between R$768 and R$1,115 | Class E: monthly income below R$768

Class

D/EClass

CClass

BClass

A

Food, Drinks and Cigarettes

Electronicsand Furniture

Footwear and Apparel

Prescription/OTC drugs

Hygiene and Personal Care

5.4x

10.1x

12.6x

9.3x

11.2x

Footwear and apparel have the largest growth potential

3.3x

4.4x

5.4x

4.3x

5.3x

1.7x

1.9x

2.3x

1.9x

2.3x

1.0x

1.0x

1.0x

1.0x

1.0x

Class C

Class A/B

Class D

Class E

Brazil experiences an accelerated process of social upward migration... (Millions of people)

Footwear and apparel consumption potential index: 4,8%

Page 28: Institutional presentation v_final

5%

8% 9%

11% 12%

2007 2008 2009 2010 2011

28

.2 Brazilian footwear market overview 3

Total footwear market (R$ bn)

Arezzo&Co has a significant stake of the women footwe ar market and has consistently increased its market share

Arezzo&Co’s market share 1

Source: IBOPE Inteligência (Pyxis), Satra, World Bank, ABICALÇADOS, IEMI, MTE, MDIC, / SECEX, IBGENote: 1.Based on Euromonitor research and IBOPE Inteligência (Pyxis). Estimated Arezzo&Co market share, including Company’s handbags and considering only total footwear market

Women footwear

Total footwear

2011

CAGR (03-11): + 7.7%

11.6

30.4

Page 29: Institutional presentation v_final

29

.3 Brazilian handbags market overview 3Arezzo&Co also has a relevant position within the fas t growing handbag market in Brazil

Source: IBOPE Inteligência (Pyxis), Satra, World Bank, ABICALÇADOS, IEMI, MTE, MDIC, / SECEX, IBGE

Total handbags market (R$ bn)

Women handbags

Total handbags

2011

CAGR (03-11): + 10.7%

3.3

4.2

Total addressable market (R$ bn)

78%

22%

Footwear

Handbags14.9

Arezzo&Co current sell out breakdown (R$ mn)Breakdown based on Schutz and Arezzo owned stores

� Consolidated (including handbags and shoes)

market share: 10%

� Opportunity to consolidate handbag leading position

90%

10%

Calçados

Bolsas195.9

Page 30: Institutional presentation v_final

Pairs (millions) Production World share

China 12,597 62.4%

Índia 2,060 10.2%

Brazil 894 4.4%

Vietnam 760 3,8%

Indonesia 658 3.3%

Pakistan 292 1.4%

Brazil is the third biggest footwear producer, with production mostly destined to supply the domestic market. Competitive costs, mini mum production and lead time to better serve the Brazilian fast fashion demand

.4 Footwear Industry - Global Overview and competitive advantages

30

Pairs (millions) Consumption World share

China 2,700 15.2%

USA 2,335 13.4%

India 2,034 11.7%

Brazil 780 4,5%

Japan 693 4.0%

Indonesia 627 3.6%

BRAZILLead time: 40 daysMinimum/model: 800 pairsMinimum/construction: 4,000 pairsProduction cap. (pairs) 894 millionCost (w/o tax): USD 21/pairCost (w/tax): USD 27/pair

CHINA (different clusters)Lead time: 120 to 150 daysMinimum/model: 5,000 pairsMinimum/construction: 20,000 pairsProduction cap. (pairs): 12,000 millionCost (FOB): USD 16-18/pairCost (DDP): USD 42-45/pair

INDIALead time: 160 daysMinimum/model: 5,000 pairsMinimum/construction: 20,000 pairsProduction cap. (pairs): 2,060 millionCost (FOB): USD 15/pairCost (DDP): USD 23/pair

ITALYLead time: 70 daysMinimum/model: 800 pairsMinimum/construction: 4,000 pairsProduction cap. (pairs): 202 millionCost (FOB): USD 35/pairCost (DDP): USD 49/pair

VIETNAMLead time: 120 to 150 daysMinimum/model: 2,000 pairsMinimum/construction: 8,000 pairsProduction cap. (pairs): 760millionCost (FOB): USD 18/pairCost (DDP): USD 26/pair

3

Page 31: Institutional presentation v_final

Brazil is recognized by the quality and high speciali zation within different and complex categories of shoes. The industry has been qualitat ively developed in order to add value to products and thus increase its competitive advantages over Asian suppliers

.5 Footwear Industry - Global footwear offering

31

Global Footwear Offering: the higher and more centralized the country is in the pyramid, the more focused it is in fashion, creation, design, luxury market , marketing and distribution management, with smaller production scale

Equipment assembly

Manufacturing operation

Manufacturer with

own design and mostly local brand

Manufacturer with

own design and global brand

Global Brands

� Receive product and process specifications, as well as components and raw material

� Assembly activities only

� Usually don’t produce;� Creation + own brand management� Design and product specification� Mostly internationally outsourced� Supply chain management� Totally decide over marketing and commercialization

Val

ue a

dded

+

-

France

ItalySpain

TaiwanBrazil

Mexico

China India

Thailand Vietnam Other global suppliers

Minimum volumes(production)

++

Indonesia

B

A

C

D

E

Industry segmentation vs. value creation:

3

Page 32: Institutional presentation v_final

.6 Arezzo&Co sourcing: Brazilian competitive advantages

Vale dos Sinos region offer strong competitive advan tages, a combination of production capacity, production flexibility, skille d labor and strong structure to support incentives for innovation and strengthening of industry’s competitiveness

Source: Abicalçados, 2012 / ASSINTECAL / FAO / AICSUL.

� Brazil is the world ’s third largestfootwear producer

� The world ’s largest cattle: 13% ofthe market

� RS: 1 third (BRL 1 billion) of

Brazilian revenue in leather industry

� Vale dos Sinos: one of the world ’s

largest footwear manufacturing hubs

� 1,700 companies and entities: components,footwear, machinery, tanneries, trade entities,research and teaching institutions

� Abundant skilled and specialized labor

� Production flexibility:

volume X variety X speed

32

Production (million pairs)

Jobs (thousands)

819

338

Production (million pairs)

Jobs (thousands)

270

138

Production (million pairs)

Jobs (thousands)

216

110

BRAZIL

SOUTHERN REGION

VALE DOS SINOS

Vale dos Sinos: 26% of Brazilian footwear production

3

Page 33: Institutional presentation v_final

South

.7 Arezzo&Co Sourcing: CompetitiveAdvantages

Arezzo&Co is a leader in the Brazilian leather fashion footwear sector, with great growth potential through domestic sourcing

Source: Abicalçados, 2012 / ASSINTECAL / FAO / AICSUL./ Arezzo&Co

Women’s leather footwear production:

(million of pairs)

33

Vale dos Sinos’ component manufacturing:

� 31% of Brazilian companies in the category

# ofcompanies

27

197

46

152

83

Outsole complements

Upper complements

Packaging

Tools, dies/moulds

Chemicals

Segment # ofcompanies

78

33

47

37

134

Upper materials

Insoles

Footwear production chemicals

Leather production chemicals

Heels, outsoles and high heels

Segment

Components: - Micro: 38%- Small: 40%- Medium: 44%- Large: 60%

Tanneries: 34%

Distribution of components and tanneries per region :

Components: - Micro: 4%- Small: 4%- Medium: 5%- Large: 7%

Tanneries: 12%

Components: - Micro: 1%- Small: 3%- Medium: 3%

Tanneries: 10%

Components: - Micro: 3%- Small: 2%- Medium: 4%

Tanneries: 4%

Components: - Micro: 54%- Small: 51%- Medium: 41%- Large: 33%

Tanneries: 41%

Southeast Northeast Midlewest North

Women’s leather footwear

Leather footwear

Brazilian footwear

160

237

819

Brazilian footwear

Leather footwear

Women’s leather footwear

� Nearly 70% of Brazil’s leather footwear production

3

Page 34: Institutional presentation v_final

Trends and style

DesignTechnical

DesignEngineering Samples Showroom

Logistics and distribution Store

Raw material price negotiations Scheduling + Manufacturer negotiation

1 2 3 4 5 6 7

.8 Arezzo&Co Sourcing Process and supply chain management

Sourcing process and supply chain management focuse d on ensuring flexibility, speed and cost control in the creation of new produ cts

34

Arezzo&Co sourcing process:

Coordinated management of production chain associat ed with Investments in product engineering: specifi c know how

Arezzo&CoRaw

materialsFinished products

Cost control

Engineering folder

�Cost management efficiency

�Quality standard guarantee

�Efficient lead time

�Flexibility

Chemichals and textile

Components

3

Page 35: Institutional presentation v_final

.9 Understanding shoes

Spike rivet (2 parts)

Buckle (2 parts)Anklet (8 parts)

Toecap (2 parts)

Half sole (3 parts)

Upper (11 parts)

Assembly insole (11 parts)

High Heel (7 parts)

Heel (2 parts)

Outsole (3 parts)

SKU

MODEL

CONSTRUCTION

10%

35%

70%

Reuse from collection to collection:

Packaging (10 parts)

A non-complex shoe has 61 raw materials managed by the industrial unit. R&D optimization ensures greater management of costs and deadlines.

35

3

Page 36: Institutional presentation v_final

| Value Drivers Update

Page 37: Institutional presentation v_final

.1 Solid growth fundamentals4Key drivers of growth

37

Store productivity increaseand additional upsides

Expand distribution footprint� Store openings in 2011 – 38 out of 38

� Store openings in 2012E – increase from 40 to 58

� Same store expansion in 2011 and 2012 – 922 out of 1,000 sq m already expanded

� Store remodeling: Schutz new store format significantly improving sales productivity

� Same store sales of 6.8% (sell out - owned stores) and 14.2% (sell in – franchises)

� IT integration between our franchises: about 80% of our stores network in the same platform

� Gross margin expansion: 100bps in 2011

� EBITDA margin expansion: 60bps in 2011

� Net income CAGR reached 47% (2005-2011) and net margin rose by 7p.p. in the same period

Increase operationalefficiencies and margins

Schutz – LeblonDate of expansion: Nov/11

44m²109m²

148%

+198%

Sales Increase post-expansion 1

Before After

44m²110m²

Schutz – Iguatemi SPDate of renovation: Apr/12

34m²70m²

106% 150%

Schutz – HigienópolisDate of renovation: Aug/11

+107%

Sales Increase1

+115%

Sales Increase1

Before After Before After¹Period studied: end of the renovation until jun/12 compared to the same period the previous year

Page 38: Institutional presentation v_final

.2 What’s new for 2012

GTM Arezzo

Expanding Footprint

Key drivers of growth

� Opening of 58 stores in 2012:• 11 owned stores• 47 franchises

� Webcommerce: Schutz and Anacapri started marketing a wide range of models to Brazil

38

� Brand assessment:

• Reevaluation of Arezzo’s current distribution and supply model in Brazil

• Solid planning of brand growth for the next years

� Consistent sales growth since 2010

� Focus on new store format

� Widening distribution platform for franchises

AnacapriConsolidation

Alexandre BirmanInternationalization

� Concentration on brand’s strengthening

� Structuring brand’s internationalization out of NY

2010

2.6

21.6

5.8 9.2

2011 3Q11 3Q12

Anacapri Gross Revenue(R$ million)

4

Page 39: Institutional presentation v_final

.3 2013 Expansion Plan

2013 pipeline expansion is committed to the opening of 53 new stores with 15% growth in total sales area

54

338

2012

60

385

2013

392

445

# Owned stores

# Franchises

+13%

647

39

4

Page 40: Institutional presentation v_final

| 3Q12 Financial Highlights

Page 41: Institutional presentation v_final

.1 Operational and financial highlights5Gross Revenues per Channel (R$ mn) – Domestic Market

41

Notes:1. Other: Growth of 103.4% in 3Q12 and of 122.6% in 9M12.

SSS Sell -out (owned stores ) 0.4%

11.6%SSS Sell -in (franchises )

6.8%

14.2%

9.6%

15.6%

9.9%

11.9%

121.0 151.1

300.4 360.5 69.2

83.2

177.1

212.9

34.6 63.0

93.3

167.7

2.0 4.2

4.8

10.7

3Q11 3Q12 9M11 9M12

Franchise Multi -brand Owned Stores Others¹

24.9%

81.8%

575.5

32.8%

751. 8

20.1%

20.0%

79.6%

30.6%

20.3%226.9

301.4

Page 42: Institutional presentation v_final

5

42

.2 Operational and financial highlights

Key highlights

Strong Gross Revenue growth, especially in the Schutz brand that increased by 67.5% in 3Q12 comparing to 3Q11

3Q12 ended with 368 store chain and Sales area expansion of 24% year-over-year

3Q12 Net Revenue increased by 30.6% year-over-year

Number of Stores (R$ mn) and Total Area (sq m - ‘000)CAGR 07-12 (3Q12 LTM) : 26.8%Net Revenues (R$ mn)

Area CAGR 07- 12 (3Q12): 12.7%

188.9246.7 193.8

367.1412.1

571.5678.9

3Q11 3Q12 2007 2008 2009 2010 2011

30.6%

89.4%

12.3%

38.7%

275 316208 227 242 267 289

3652

6 10 21 29 45

19.3

11.7 13.3 14.9

17.6

21.4

3Q11 3Q12 2007 2008 2009 2010 2011

Owned Stores Franchises Total Area

311+42

24.2%

+38

13.2%12.5%

17.7%

368

263

+23214

237296

+26+33

23.9

334

21.9%

18.8%

Page 43: Institutional presentation v_final

35.5 42.7

84.6 92.0

18.8%17.3% 17.6%

15.1%

3Q11 3Q12 9M11 9M12

20.0%8.8%

5Gross Profit (R$ mn) and Gross Margin (%)

43

.3 Operational and financial highlights

Net Income (R$ mn) and Net Margin (%)

EBITDA (R$ mn) and EBITDA Margin (%)

25.9 28.6

64.7 65.2

13.7%

11.6%

13.5%

10.7%

3Q11 3Q12 9M11 9M12

Net Income Net Margin

10.2% 0.8%

78.9

107.0

201.1

41.8%43.4% 41.9%

43.5%

3Q11 3Q12 9M11 9M12

35.6%

31.4%

264.2

Page 44: Institutional presentation v_final

44

5 .4 Operational and financial highlights

Cash Conversion Cycle (R$ thousand)

Cash Flows From Operating Activities (R$ thousand)

Capex (R$ million)

¹ Days of COGs

² Days of Net Revenues

Sumary of investments 3Q11 3Q12 Growth or spread (%)

9M11 9M12 Growth or spread (%)

Total Capex 9,611 16,479 71.5% 16,927 48,278 185.2%

Stores - expansion and reforming 7,879 10,306 30.8% 12,218 31,299 156.2%

Corporate 1,455 5,399 271.1% 3,981 15,727 295.1%

Others 277 774 179.4% 728 1,252 72.0%

Cash flows from operating activies 3Q11 3Q12Growth or

spread9M11 9M12

Growth or spread

Income before income taxes 38,854 42,289 3,435 90,520 91,620 1,100 Depreciation and amortization 1,050 2,043 993 2,890 5,209 2,319 Others (1,680) (1,032) 648 (7,943) (6,679) 1,264

Decrease (increase) in current assets / liabilities (38,949) (36,065) 2,884 (28,200) (9,546) 18,654

Trade accounts receivable (51,314) (50,566) 748 (27,418) (21,771) 5,647 Inventories (3,983) (17,341) (13,358) (22,820) (26,028) (3,208) Suppliers 12,778 21,837 9,059 21,306 27,879 6,573 Change in other current assets and liabilities 3,570 10,005 6,435 732 10,374 9,642

Change in other non current assets and liabilities (946) (757) 189 (2,119) (2,385) (266)

Tax and contributions (6,363) (10,166) (3,803) (14,703) (21,818) (7,115)

Net cash generated by operating activities (8,034) (3,688) 4,346 40,445 56,401 15,956

#days (R$'000) #days (R$'000)

110 181.780 105 218.631 -5

Inventory¹ 68 71.941 65 82.543 -3

Accounts Receivable² 89 159.889 91 201.253 2

(-) Accounts Payable¹ 47 50.050 51 65.165 4

Cash Conversion Cycle3Q11 3Q12 Change

(in days)

Page 45: Institutional presentation v_final

45

5 .4 Operational and financial highlights

Indebtedness (R$ thousand)

Indebtedness totaled R$55.2 million in 3Q12 versus R$51.1 million in 2Q12

Long-term debt relevance stood at 44.5% in 3Q12 ver sus50.0% in 2Q12

Indebtedness policy remained conservative, with low weighted-average cost of Company's total debt

Indebtedness 3Q11 2Q12 3Q12

Cash 178,999 205,819 175,605

Total indebtedness 35,065 51,117 55,199

Short term 16,270 25,548 30,626

As % of total debt 46.4% 50.0% 55.5%

Long term 18,795 25,569 24,573

As % of total debt 53.6% 50.0% 44.5%

Net debt (143,934) (154,702) (120,406)

EBITDA LTM 115,562 118,007 125,128

Net debt /EBITDA LTM -1.2x -1.3x -1.0x

Page 46: Institutional presentation v_final

46

Appendix

Page 47: Institutional presentation v_final

47

.1 Key performance indicatorsAMain financial Indicators 3Q11 3Q12

Growth or spread (%)

9M11 9M12 Growth or spread (%)

Net revenue 188,901 246,655 30.6% 479,736 607,484 26.6%

(-) COGS (109,976) (139,606) 26.9% (278,658) (343,327) 23.2%

Gross profit 78,925 107,049 35.6% 201,078 264,157 31.4%Gross margin 41.8% 43.4% 1.6 p.p. 41.9% 43.5% 1.6 p.p.

(-) SG&A (44,440) (66,436) 49.5% (119,409) (177,408) 48.6%

% of Revenues 23.5% 26.9% 3.4 p.p. 24.9% 29.2% 4.3 p.p.(-) Selling expenses (31,756) (48,631) 53.1% (83,006) (123,783) 49.1%

(-) Owned stores (10,898) (20,092) 84.4% (30,544) (54,134) 77.2%(-) Sales, logistics and supply (20,858) (28,539) 36.8% (52,462) (69,649) 32.8%

(-) General and administrative expenses (11,871) (15,303) 28.9% (34,171) (41,111) 20.3%(-) Other operating revenues (expenses)¹ 237 (459) n/a 658 (7,305) n/a(-) Depreciation and amortization (1,050) (2,043) 94.6% (2,890) (5,209) 80.2%

EBITDA 35,535 42,656 20.0% 84,559 91,958 8.8%Ebitda Margin 18.8% 17.3% -1.5 p.p. 17.6% 15.1% -2.5 p.p.

Net income 25,945 28,586 10.2% 64,712 65,201 0.8%Net margin 13.7% 11.6% -2.1 p.p. 13.5% 10.7% -2.8 p.p.

Working capital² - % of revenues 25.0% 24.3% -0.7 p.p. 25.0% 24.3% -0.7 p.p.Invested capital³ - % of revenues 27.9% 32.8% 4.9 p.p. 27.9% 32.8% 4.9 p.p.

Total debt 35,065 55,199 57.4% 35,065 55,199 n/aNet debt (143,934) (120,406) -16.3% (143,934) (120,406) n/a

Net debt/EBITDA LTM -1.2 X -1.0 X n/a -1.2 X -1.0 X n/a

4

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48

.2 Balance Sheet - IFRSAAssets 3Q11 2Q12 3Q12

Current assets 423,739 441,382 475,879 Cash and cash equivalents 6,229 4,799 8,373

Short-term investments 172,770 201,020 167,232

Trade accounts receivables 159,889 150,687 201,253

Inventories 71,941 65,718 82,543

Taxes recoverable 3,647 7,393 3,971

Other receivables 9,263 11,765 12,507

Non current assets 72,282 105,507 120,042 Long-term assets 22,816 16,135 17,437

Financial investments 78 98 98

Taxes recoverable 3,170 360 360

Deferred income and social contribution taxes 13,646 8,705 9,392

Other receivables 5,922 6,972 7,587

Property, plant and equipment 24,901 47,693 56,788

Intangible assets 24,565 41,679 45,817

Total assets 496,021 546,889 595,921

Liabilities 3Q11 2Q12 3Q12

Current liabilities 97,635 107,458 134,590 Loans and financing 16,270 25,548 30,626 Trade accounts payable 50,050 43,328 65,165 Dividends and interest on equity capital payable - 9,701 - Other liabilities 31,315 28,881 38,799

Non-current liabilities 25,697 29,984 29,025 Loans and financing 18,795 25,569 24,573 Related parties 894 975 979 Other liabilities 6,008 3,440 3,473

Equity 372,689 409,447 432,306 Capital 40,917 105,917 106,857 Capital reserve 237,723 172,830 173,149 Income reserves 37,779 105,407 98,421 Retained Earnings 56,270 25,293 53,879

Total liabilities and shareholders’ equity 496,021 546,889 595,921

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49

.3 Income Statement - IFRSAIncome statement - IFRS 3Q11 3Q12

Growth or spread (%)

9M11 9M12 Growth or spread (%)

Net operating revenue 188,901 246,655 30.6% 479,736 607,484 26.6%Cost of sales and services (109,976) (139,606) 26.9% (278,658) (343,327) 23.2%

Gross profit 78,925 107,049 35.6% 201,078 264,157 31.4%

Operating income (expenses): (44,440) (66,436) 49.5% (119,409) (177,408) 48.6% Selling (32,203) (49,714) 54.4% (84,203) (126,532) 50.3% Administrative and general (12,474) (16,263) 30.4% (35,864) (43,571) 21.5% Other operating income, net 237 (459) n/a 658 (7,305) n/a

Income before financial results 34,485 40,613 17.8% 81,669 86,749 6.2%

Financial income (expenses) 4,369 1,676 -61.6% 8,851 4,871 -45.0%

Income before income taxes 38,854 42,289 8.8% 90,520 91,620 1.2%

Income and social contribution taxes (12,909) (13,703) 6.2% (25,808) (26,419) 2.4%Current (12,936) (14,390) 11.2% (20,201) (25,799) 27.7%Deferred 27 687 2444.4% (5,607) (620) -88.9%

Net income for the year 25,945 28,586 10.2% 64,712 65,201 0.8%

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50

.4 Cash Flow Statement - IFRSACash Flow Statement - IFRS 3Q11 3Q12 9M11 9M12

Cash flows from operating activities

Income before income and social contribution taxes 38,854 42,289 90,520 91,620 Adjustments to reconcile to net cash generated by operating activities (630) 1,011 (5,053) (1,470)

Depreciation and amortization 1,050 2,043 2,890 5,209 Financial Investments (4,921) (2,927) (11,806) (9,531) Interest and FX variation 2,806 (310) 3,793 504 Other 435 2,205 70 2,348

Decrease (increase) in assets (55,214) (65,848) (50,119) (43,650) Trade accounts receivable (51,314) (50,566) (27,418) (21,771) Inventories (3,983) (17,341) (22,820) (26,028) Taxes recoverable 2,549 3,421 4,975 6,217 Variation in other current assets (1,952) (974) (2,610) (1,039) Judicial deposits (514) (388) (2,246) (1,029)

(Decrease) increase in liabilities 15,319 29,026 19,800 31,719 Trade accounts payable 12,778 21,837 21,306 27,879 Labor liabilities 3,766 4,656 1,153 5,925 Tax and social liabilities (1,106) 545 (3,066) (3,802) Change in other liabilities (119) 1,988 407 1,717

Paid incomes and social contribution taxes (6,363) (10,166) (14,703) (21,818)

Net cash generated by operating activities (8,034) (3,688) 40,445 56,401

Net cash used in investing activities 18,606 20,235 (172,871) (47,972)

Net cash used in financing activities with third pa rties (17) 4,392 (15,496) 16,036

Net cash used in financing activities with sharehol ders (7,587) (17,365) 146,147 (31,620)

Increase (decrease) in cash and cash equivalents 2,968 3,574 (1,775) (7,155)

Increase (decrease) in cash and cash equivalents 2,968 3,574 (1,775) (7,155)

Page 51: Institutional presentation v_final

51

IR Contacts

� Thiago Borges

� Daniel Maia

Phone: +55 11 [email protected]

CFO and IR Officer

IR Manager