rbce brazilian market entry strategies

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October 2013 BRAZILIAN MARKET ENTRY STRATEGIES

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4 key points when designing your strategy to enter the Brazilian market, Brazilian market entry strategy, UKTI Mission to Brazil, RBCE (Ricardo Belotti Consultoria Empresarial)

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Page 1: RBCE brazilian market entry strategies

October 2013

BRAZILIAN MARKET ENTRY STRATEGIES

Page 2: RBCE brazilian market entry strategies

M&A | Strategy Consulting | Ventures

helping CEOs and their teams achieve a winning performance and develop their businesses!

16YEARS

SELECTED CLIENTS

Page 3: RBCE brazilian market entry strategies

Healthcare Products and Services Distribution NASDAQ: HSIC

Brazilian Market Entry Strategy

PharmaceuticalsChina

Brazilian Market Entry Strategic Partnership

BeveragesCanada

Brazilian Distribution Strategy Advisory

BeveragesUnited Kingdom

Brazilian Distribution Strategy Advisory

clients sector / country projects type

SELECTED INTERNATIONAL CLIENTS

Page 4: RBCE brazilian market entry strategies

4

WHAT TO CONSIDER WHEN DESIGNING YOUR STRATEGY

Brazil’s Diversity and Size

Cost of Doing Business and Informality

Taxation

M&A Challenges

Page 5: RBCE brazilian market entry strategies

5

Hig

her

Ris

k

Hig

her

Retu

rns

Hig

her F

lexib

ilityMARKET ENTRY MODES

Greenfield

Acquisition

Majority JVs

50/50

Minority JVs

Licensing / Franchising

Distributor / Agent

Page 6: RBCE brazilian market entry strategies

6

Diversity

Page 7: RBCE brazilian market entry strategies

7

COST OF DOING BUSINESS

2013 Other Latin

AmericaOECD China Brazil

Procedures to start a business, number 9 5 13 13

Time to start a business, days 53 12 33 119

Time to pay taxes, hours per year 367 176 338 2,600

Cost to export* 1,268 1,028 580 2,215

Cost to import* 1,612 1,080 615 2,275

Time to resolves insolvency, years 3.1 1.7 1.7 4.0* In $ per containerSource: World Bank

Page 8: RBCE brazilian market entry strategies

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INFORMALITY

Examples– Tax Evasion: Retail / Distribution– Bribes: Orthopedic Implants– Cartel: Infrastructure

Some Progress– Electronic tax transaction records

making it harder to avoid taxes

CRITICAL FOR BUSINESS

MODEL AND STRATEGY

CONSIDERATIONS

Page 9: RBCE brazilian market entry strategies

9

WHY M&A DEALS FAIL IN BRAZIL

Adapted from multiple sources

MAIN DUE DILLIGENCE ISSUES NORMALLY IDENTIFIED

Material tax, environmental and labor risks and contingencies

Informality in the operations (e.g. unrecorded transactions, owner: “the

company is 95% clean”)

Owners personal interests included in the company’s interests (and vice-

versa)

“Outsourced” or unregistered employees

Inadequate accounting practices controls and reconciliations =

triggering significant accounting adjustments and tax risks

Inadequate cash management

MANY SOLUTIONS AVAILABLE TO ELIMINATE OR MITIGATE RISK

Escrow

Alternative Transaction Structures

Asset DealsDON’T UNDERESTIMATE

THE NEED TO DEEP DIVE INTO THESE

ISSUES

Page 10: RBCE brazilian market entry strategies

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IMPORTATION VSLOCAL MANUFACTURE

Started in Brazil in 1999Initially only importingPlan was to open 50 stores in 3 years

After 14 years has only 41 storesMixed local/imported linesPrices 11% to 90% higher than in EuropePositioned as a Premium Brand

Page 11: RBCE brazilian market entry strategies

11

ENTRY STRATEGIES FOR BRAZIL:4 KEY POINTS

Understand regional differences and your target market Don’t underestimate

the cost and time of doing business in your

Business Plan

Taxation can make or break your business

model

Consider alternative structures to make your M&A deals work

Page 12: RBCE brazilian market entry strategies

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Business Developmen

tStepping inEntry

Planning

Market ScreeningEntry Strategy

Planning

Acquisition,Joint Venture,

Strategic PartnershipTransaction

Advisory

Post-Merger Integration (PMO)

Investment Monitoring

Greenfield Project Planning and

Execution Advisory

PartnershipBusiness

Development Advisory

WHERE WE CAN HELP

Page 13: RBCE brazilian market entry strategies

DRAFT FOR DISCUSSION 13

M&A | Strategy Consulting | Ventures

OUR TEAM

Ricardo BelottiPartner

Phone: + 55 11 99981-2947

E-mail: [email protected]

Curriculum Vitae• Partner and Founder at RBCE

since 1997.

• Has 33 years of corporate finance and, M&A, Private Equity, asset management, privatization processes and project finance.

• Has an MBA degree by INSEAD with specialization in negotiation at Stanford and bachelor degree in Business Administration at Fundação Getulio Vargas.

Experience in Transactions

Previously to opening his own consulting boutique, Ricardo was a partner at Brasilpar, one of the first private equity firms in Brazil. In his projects, he had the opportunity to advise over 100 transactions for clients such as:

• CSN

• Masa Vetco

• Petrom – Petroquimica Mogi das Cruzes

• Redetrel

• Bunge

• Henry Schein

• Among Others

Page 14: RBCE brazilian market entry strategies

DRAFT FOR DISCUSSION 14

M&A | Strategy Consulting | Ventures

OUR TEAM

Pedro BelottiPartner

Phone: + 55 11 99850-6000

E-mail: [email protected]

Curriculum Vitae• Partner at RBCE since June 2013.

• Has 11 years of professional experience in the health care industry doing Global Business Development.

• His last position was Director of International Business Operations, responsible for strategy management and M&A coordination for International Dental Group, also a member of the corporate strategic planning team.

• Has a Masters in Finance degree at London Business School with specializations at GVLaw and Harvard Law School

Experience in Transactions

Pedro Belotti has a solid experience in finance and management, working in several successful projects such as:

• market entry and business development in Brazil,

• acquisition of family owned businesses across the globe,

• post-merger integration of companies in Italy and England,

• sales force restructurings and commission plan changes,

• implementation of balanced scorecards,

• implementation of business intelligence systems.

• Previously, Pedro was European Marketing Manager and before that Financial Planning, Analysis and Treasury Supervisor.

Page 15: RBCE brazilian market entry strategies

DRAFT FOR DISCUSSION 15

M&A | Strategy Consulting | Ventures

OUR TEAM

João BelottiPartner

Phone: + 55 11 99222-1342

E-mail: [email protected]

Curriculum Vitae• Partner at RBCE since Nov 2011.

• Has 8 years of professional experience in the fields of financial modeling, valuation, mergers and acquisitions, corporate finance and restructuring.

• Previously, has worked for 2 years at Ernst & Young Transaction and Advisory Services, where participated in more than 50 valuation projects.

• Has a bachelor degree in Economics at the University of São Paulo and specialization in recovery and turnaround management at Insper.

Experience in Transactions

Joao has experience in various sectors and participated in the coordination of valuation projects, restructuring, M&A, data gathering, operational and strategic analysis. In his projects, he had the opportunity to advise clients such as:

• Petrom – Petroquimica Mogi das Cruzes

• Wellstream

• Redetrel

• Grant’s

• General Electric

• Thyssen Krupp

• Among Others

Page 16: RBCE brazilian market entry strategies

DRAFT FOR DISCUSSION 16

M&A | Strategy Consulting | Ventures

OUR TEAM

Rafael MastrocolaPartner

Phone: + 55 11 96037-1324

E-mail: [email protected]

Curriculum Vitae• Partner at RBCE since Mar 2013.

• Has 8 years of professional experience in the fields of equity capital markets, banking and asset management.

• Previously, has worked for 3 years at Banco Santander, where participated in most of the Initial Public Offerings during Bovespa’s IPO boom years (2006-2011).

• Has a bachelor degree in Economics at Ibmec-SP and specialization in M&A at Insper.

Experience in Transactions

Rafael previously has worked for Citygroup, Merrill Lynch and Santander as Equity Research Sales, where he gained experience in various sectors and participated in more than 20 Initial Public Offerings and Follow – Ons.

He also worked for a short period of time as Manager of Investor Relations at Principia Capital Management, a local hedge fund focused on quantitative investing. Has experience with many of the methods of business valuation and strategic analysis

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THANK YOU!