The broadest portfolio of logistics services in Brazil. Institutional Presentation 1Q16

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1 The broadest portfolio of logistics services in Brazil Institutional Presentation 1Q16

2 The History Company foundation and diversification of services Consolidation of Integrated Logistics Services New business and increase of activities General Cargo Passenger Transportation Concessions Creation of CS Brasil (Concessions) Acquisition Dedicated Services (SCHIO) Expansion Heavy Dealerships (Tocantins and Sergipe) Leasing Seminovos GTF segment Dedicated and customized services Acquisitions Dedicated Services (LUBIANI and GRANDE ABC) JSLG3 IPO Rent-a-car Quick The broadest portfolio of logistics services in Brazil 2

3 Network Branches in 20 states and 4 countries RR AP + 24,000 86, Own stores Employees Operating assets Distribution Centers across Brazil Intermodal Logistics Center 1 Dry Port and 1 REDEX Movida RAC Authorized Dealerships light vehicles Authorized Dealerships heavy vehicles Seminovos used light vehicles stores AC Chile AM RO Argentina MT PA MS Uruguay GO RS PR DF SC TO SP MA MG PI BA CE ES RJ RN PB PE AL SE 16 Seminovos used heavy vehicles stores Location of JSL Logística operations Performance in all national territory and Latin America 3

4 Business Units Participation of Net Revenue (LTM) 65% 23% 15% Note: In November 2015, we began a corporate restructuring process, with the transfer of assets and liabilities of JSL Locações S.A. (GTF) to other companies of the group through a partial spin-off. As a result, 2015 data are presented on a pro-forma basis for comparison purposes. 4

5 Business Units Logistics 65% 23% 15% 5

6 Logistics Participation in Gross Revenue from Services (LTM) Passenger Transportation General Cargo 13% Others 6% 1% Management and Outsourcing (Vehic./Mach./Equip.)* 24% R$4.176 billion 55% Dedicated Services * With adition of services / público / pesados 6

7 Logistics Coverage Multiple Segments 13% 12% 12% 11% 11% 9% Steel and Mining Public Food and beverage Pulp and Paper 9 other sector represent 31% Automotive Dispersed customer portfolio and high customer loyalty Municipal and intermunicipal transportation x Years of operation Low dependence, no customer exceeds 9% of gross revenues Note: % refering to gross revenue from services (last 12 months in 1Q16) 7

8 Logistics Evolution of Services Achievement Internal Expansion Verticalization Replicability C B D E Assets People A Services First activity in new customer Addition of new services Incorporation of resources involved in the activities Extension of the activities to other customer s plants and/or market Services Management of logistic center Storage Internal logistics Harvesting and loading Inbound Outbound Cross docking / milk run Urban distribution 8

9 Logistics Basic Business Model 1 Secure in Revenue 2 Strong Bargaining Power Contracts Period: 2 to 10 years Annual price readjustment Guaranteed minimum volume Penalty for cancelation Specifc assets: obligation of purchase in case of early termination Financing and acquisition of assets Capex pegged to contracts Scale gains in acquisition Service agility in product range Use of specific funding lines Business model provides security on revenue and competitive advantage in the acquisition of assets 9

10 Logistics (R$ Million) Net Revenue Recurring EBITDA Sale of assets Services EBITDA Margin on Net Revenue from Services 3,945 3, % 23.2% 22.8% 24.6% 7.4% 3,392 3, % % % Q15 1Q Q15 1Q16 The improvement made, mainly in 2014, had a positive impact on EBITDA margin during 2015 Note: Reported EBITDA was R$ 687 in 2014, R$ 835 in 2015, R$ 186 in 1Q15 and R$ 222 in 1Q16 10

11 Business Units Movida 65% 23% 15% 11

12 Movida Participation in Gross Revenue (1Q16) Daily car rental and mini leasing Car rentals companies with long contracts, minimum of 12 months (average 26 months) Sale of vehicles 40% 12% 49% STORES: 29 in Nov/13, 163 stores in mar/15 SEMINOVOS STORES: 0 in Nov/13 34 in mar/15 12

13 Movida Rational to get in the RAC Segment Activity based on providing services, proven competitive differentiatior proven of JSL Opening of new channel Individuals Scale is fundamental, involving signifcant amounts of operations of purchase and sales of vehicles JSL has great know-how Leverage in the great bargaining power already held by the company JSL is a large fleet owner Market with low competition, no innovation and without focus on customer service 13

14 Movida Evolution of Vehicle Fleet (000) Rent a Car (RAC) Fleet Rental (GTF) Total Average Daily Utilization Rate Monthly Ticket GTF Vehicles RAC Vehicles R$ 94 R$ 96 65% 64% R$ 1,115 R$ 1, Q15 1Q16 1Q15 1Q16 1Q15 1Q16 Strategy fully underway 14

15 Movida (RAC + GTF) and Used-Vehicles (R$ Million) Net Revenue EBITDA Used-Vehicles RAC GTF EBITDA margin on Net Revenue from Services 1, % 38.7% 44.4% 34.4% % % % % Q15 1Q Q15 1Q16 Growth in Revenue and EBITDA reflects investments made in RAC Note: Total net revenue from services has elimination between RAC and GTF, totaling R$385 in 2014, R$632 in 2015, R$133 in 1Q15 and R$208 in 1Q16 15

16 Business Units Authorized Dealerships 65% 23% 15% 16

17 Authorized Dealerships Heavy Gurupi Araguaiana Heavy Palmas TO SE Aracaju Itabaiana Light - Original VW São José dos Campos Taubaté Mogi das Cruzes Arujá Caçapava Suzano Diadema São Bernardo do Campo Jacareí Timóteo Taubaté São Paulo (7) Light - Avante Ford São Paulo (1) Light Ponto Fiat Guarulhos São Paulo (3) RS SP RJ Heavy Garibaldi Eldorado Pelotas Caxias Heavy Pavuna Nova Friburgo São Leopoldo 17

18 Authorized Dealerships (R$ Million) Net Revenue Recurring EBITDA -17.4% Margin 2.3% 1.6% 1.6% -1.4% -43.2% 1,222 1, % % Q15 1Q Q15 1Q16 Despite the unfavorable market, JSL has demonstrated resilience 18

19 Business Units Leasing 65% 23% 15% 19

20 Leasing Rational to get in the Segment Greater ease in buying trucks to serve providers of JSL Replaced by newer trucks Possible increase in third-party Contributing to sales of asset Leasing more attractive to trucks on account of the residual value (company can keep the truck at the end of the contract) Gain scale provides increased bargaining power in purchasing vehicles Current status: 122 operations and 132 assets 20

21 Leasing (R$ Million) 2015 LTM 1Q15 1Q16 Net Revenue EBITDA (2.8) (0.5) (0.6) 1.6 Incipient segment, already showing good growth 21

22 JSL Consolidated: (R$ Million) Total Net Revenue 8.5% Recurring EBITDA EBITDA margin on Net Revenue from Services 18.7% 21.7% 22.9% 20.8% 22.0% 5,520 5, % 903 1, % 1,386 1, Q15 1Q Q15 1Q16 Improvement in operating margin even with the current economic scenario # Considers elimination between business Note: Reported EBITDA was R$ 869 in 2014, R$ 1,095 in 2015, R$ 249 in 1Q15 and R$ 292 in 1Q16 22

23 JSL Consolidated: (R$ Million) Recurring Net income Margin 1.8 % 0.9% 1.9 % 0.8% Q15 1Q16 Reduction due to the maintenance of the growth and the increase in the cash carring cost Note: Reported Net Income was R$ 47 in 2015, R$ 37 LTM based in 1Q16, R$ 21 in 1Q15 and R$ 11 in 1Q16. 23

24 JSL Consolidated - ROIC ROIC 9.3% ROIC 12.5% ROIC -1.0% - Consolidated ROIC: 9.3% Consolidated ROIC 0.5 p.p. above the cost of debt after taxes (8.8%) Considering mature contracts (+ 12 months), spread increases 4.3 p.p. 24

25 JSL Consolidated Free Cash Flow (R$ Million) Free Cash Flow before Growth and Interest JSL consolidated LTM Operating Cash Flow 1,126 1,160 2,177 2,461 Renewal Capex (470) (505) (727) (799) Cash Generated before Growth and Interest ,450 1,662 Capex and Sale of Assets Expansion (1,007) (1,447) (1,509) (1,573) Free Cash Flow to Firm (351) (792) (59) 89 Consistent Cash Flow Generation before capex for expansion 25

26 JSL Consolidated Debt (R$ Million) Net Debt + Suppliers Confirming 4, Suppliers confirming Debt/Asset ratio of 1.1X 5,246 2,718 - Light 4,402 Net Debt 2,528 - Heavy Net Debt + Suppliers Confirming Assets Leverage Indicators 1Q15 4Q15 1Q16 Covenants Net Debt / EBITDA-A 2.6x 2.0x 2.1x Max 3.0x Net Debt / EBITDA 4.0x 3.7x 3.9x N.A. EBITDA-A / Net interest expenses 4.3x 4.5x 4.6x Min 2.0x Net Debt + Suppliers Confirming / EBITDA-A 2.7x 2.4x 2.3x Max 3.0x Net Debt + Suppliers Confirming / EBITDA 4.2x 4.2x 4.4x N.A. EBITDA-A / Net interest expenses + Confirming Cost 3.9x 3.8x 3.9x Min 2.0x Profile of assets provides liquidity for debt management Despite of the investment for growth, the company leverage decreased 26

27 JSL Consolidated Net Debt Structure 7.5% p.a. 9.4% p.a. TJLP IPCA 0.5% 6.9% Pre-fixed 5.7% p.a. 27.3% R$4.4 billion 65.2% 14.1% p.a. Linked to CDI Cost of Net Debt + Confirming Payable: 13.3% p.a. Cost of Net Debt + Confirming Payable after taxes: 8.8% p.a. 27

28 Evolution of Debt Amortization Schedule (R$ Million) Gross Debt Short-term Long-term 2,120 1, ,847 1, EBITDA-A LTM Liquidity Apr/16 to Mar/17 Apr/17 to Dec/ until 2025 Actual Cash liquidity covers debt amortization almost up to the end of

29 JSL Consolidated Guidance 2016 Guidance 2016 Realized 2015 R$ million Consolidated Logistics Movida (RAC + GTF) Consolidated Logistics Movida (RAC + GTF) Gross revenue from services 5,050 to 5,350 4,250 to 4, to 950 4,699 4, EBITDA¹ * 1,150 to 1, to to 400 1, Gross Capex* 1,700 to 2, to 300 1,450 to 1,650 2, ,423 Sale of assets* 1,300 to 1, to 400 1,100 to 1, Net Capex* 350 to to to 350 1, ¹ Recurring EBITDA, i.e., excludes non-recurring itens * The difference of the sum of Logistics and Movida to the Consolidated is the effect of JSL Concessionárias and Leasing 29

30 Corporate Governance Other members of Simões family Fernando Antônio Simões Voting Shares 7.1% 10.3% 56.2% 26.3% Total Common Shares: 207,000,000 Novo Mercado 100% common shares, 26.3% of wich in Free Float and 1.7% held in Treasury 100%Tag Along Financial and Procurement Committee Fiscal Council Code of Ethics Ethics and Compliance Committee 30

31 Awards and Certifications Received Exame Melhores & Maiores The best company in the transportation sector according to Exame Best and Biggers st place among the best providers of logistics services in Brazil, in the food & beverage, car & car parts, pulp & paper and steelworks industries. 2nd place among the best providers of logistics services in Brazil. Transporte Moderno Magazine The largest company in the cargo highway transportation sector. Fernando Antonio Simões elected personality of the year. Best Companies from Valor Carreira th in the 7,000 to 17,000 employees companies in the award Best in people management Época Negócios 360º Year Book th place in Transportation sector, for the third consecutive year Valor 1000 JSL placed 92 th among the Biggest companies in Brazil ABTI Certificate - Brazilian Association of International Carriers Transportation Category PERC 2015 Supply Chain Relationship Excellence Program Winner in the category: customer service: Services and logistics Supplier of the Year 2014 Hyundai Good practice implemented - VALE 31

32 Social and Environmental Responsability Other social and environmental projects supported by the Julio Simões Institute: Initiatives that minimize environmental impacts: Fleet renewal in up to three years Training on Economical Driving Lower fuel consumption Route optimization system Preventive maintenance of vehicles Proper waste disposal Emissions Control Efficient use of water Social responsibility practices ISO certification 32

33 THANK YOU SO MUCH! APPENDIX

34 New contract with automotive sector: R$ 350 million global Asset light operation, focused on management and intelligence 100% of internal logistics in Resende/RJ plant Capex: R$ 15 million Term: 60 months Seaport and Airport (imports and exports) TGX Line Imports Reception Storage Sequencing 1 Management of the Logistic Center a. Reception b. Verification c. Sequencing d. Transportation to the plant Inbound 2 Internal Plant Logistics a. Reception of parts b. Verification c. Sequencing d. Feeding of production lines e. Logistic planning f. Sorting of parts g. Pilot plant / prototype 3 SKD Operation a. Reception of semiknocked down parts b. Handling c. Verification d. Storage e. Packaging f. Container loading 4 CKD Operation a. Reception of parts and accessories b. Handling c. Verification d. Storage e. Packaging f. Container loading 34

35 Management and Outsourcing of fleets with service Example: Laboratory 2. Transportation of biological materials to hospitals, clinics and laboratories 3. Residential pick-up of medical exams with car and driver 4. Rental of vehicles for sales force 7. Chartering 6. Transportation of biological materials from countryside 1.Transportation of materials from warehouse to laboratory 5.Transportation of client s operational equipment Tracking of the fleet via satellite 35

36 Dedicated Services, Fleet Management and Outsourcing and Passengers Transportation Mining Loading of Ore Transport and satellite monitoring center Rental of vehicle with driver at the client s disposal Highway maintenance Watering of roads Passenger Trasnportation Machine Fueling Transport of ore Selective collection Industrial cleaning Lifting of loads Waste management Waggon loading 36

37 New Contracts Negotiated in 1H15 Highlight of the new contracts negotiated Characteristics of the new contracts Overall revenue of R$853 million 78% negotiated with existing clients (cross selling) 68% in Dedicated Services and 32% Management and Outsourcing Terms of up to 6 years Capex of approximately R$156 million Global Revenue (R$ mm) CONSOLIDATED % DEDICATED SERVICES 577 Logístics 31% MANAGEMENT AND OUTSOURCING (light vehicles with the addition of service, public and heavy) 268 Movida 1% MANAGEMENT AND OUTSOURCING (with small addition of service) 8 IRR sensibility analysis Average term (months) IRR sensibility due to the residual value variation Estimated Residual value variation: 51.4% 56.4% 61.4% 66.4% 71.4% Residual value variation in p.p.: -10 p.p. -5 p.p. +5 p.p. +10 p.p. IRR value variation: 16.0% 17.4% 18.7% 19.9% 21.2% IRR value variation in p.p.: -2.7 p.p p.p p.p p.p. EBITDA Margin Residual Value Unleveraged Nominal IRR 24.9% 61.4% 18.7% 19.4% 33.4% 45.3% 75.8% 59.8% 71.1% Gross Gross Revenue from Services (R$ million), (R$ Average million), Monthly Average Revenue Monthly per car (R$) Revenue and Fleet (units) per car of Movida (R$) and Fleet (units) of Movida (Rent a Car) +76% cars added (RAC) in 1S15 Units 14, Units 25,212 1,738 1, * Projection assuming the average ticket and the average utilization rate remained flat (LTM based on June / 2015) Average Operational Fleet Average Monthly Revenue per car LTM (based on 06/30/15) LTM Jun/2015 End of Period Fleet Average Monthly Revenue per car Annualized with LTM average ticket and average occupancy rate LTM Gross Revenue From Services (base jun/15) Incremental revenue if kept the volume and price * In this additional projected revenue was not included the R$853 million volume of new service providing agreements. 37

38 Current Moment Net Revenue¹: R$6.1 bi EBITDA³: R$1,138 mi Net Income³: R$39 mi Logistics Operations Fragmented and disorganized market Great opportunity of organic consolidation Industry necessity is just beginning Net Revenue¹: R$4.0 bi Assets²: 47,969 Branches²: EBITDA³: R$874 mi CS BRASIL Development opportunity of structured services Net Revenue¹: R$929 mi Stores²: 36 EBITDA³: R$8 mi Independent but complementary Net Revenue from services¹: R$706 mi Assets²: 53,467 Stores 4 : 163 EBITDA³: R$257 mi RAC (Movida Rent a Car Ltda) Net Revenue from services¹: R$513 mi Assets²: 36,536 GTF (JSL Locações Ltda) Net Revenue from services¹: R$207 mi Assets²: 16,931 Movida Seminovos Net Revenue¹: R$717 mi Net Revenue¹: R$ 9 mi Incipient operation Security in granting of credit High potential Synergy with other activities Focus on used trucks and cars Fleet Urban mobility Provision of structured public services Little competition Lack of service Innovation Abundant credit Price dispute We use DNA to serve ¹ Base LTM ² Base mar/16 ³ Recurring, exclude non recurring items 38

39 Recurrent exercise of deleveraging Free Cash Flow before Growth and Interest JSL consolidated LTM Desconsidering New operations in R$ million Cenário No sem growth investimento Scenariode expansão Recurring EBITDA¹ 1,138 1,068 Net Debt * EBITDA LTM Leverage index (EBITDA) EBITDA-A LTM Leverage index (EBITDA-A) Others 1,323 Operating Cash Flow 2,461 Cash Generated before Growth and Interest 1,662 Capex and sale of Assets Expansion (1,573) Free Cash Flow to Firm 89 1,270 2,338 1,539 1Q15 3,864 1, , Q16 2,821 1, , * Excludes confirming payable (Automakers) Without growth 3,864 1Q15 Net Debt (-) 1,539 Cash generated (+) 495 Interests in the period (12.8%) ¹Recurring EBITDA excluding non-recurring expenses 2,821 1Q16 Net Debt Strong deleverage before growth impact 22% Net debt/ebitda-a from 1.8x in 1Q15 to 1.4x in 1Q16 22% Net debt/ebitda from 3.4x in 1Q15 to 2.6x in 1Q16 39

40 Concept of EBITDA-Added (EBITDA-A) Contract Record (illustrative) year 0 -BRL100,000 Asset Acquisition Free Cash Flow (illustrative) IRR=~15%; NPV=~BRL14,000 Segment of Services +Net Revenue from Services = BRL165,000/year Segment of Asset Sale + BRL72, Operating Costs = BRL 137,000/year (+/-) Taxes 34% Year Financial Statements (BRL) Net Revenues from services 165, , , ,000 (+)Sale of the operating asset 72,000 (=) Net revenue 165, , , ,000 (-)Cost of Asset Sold (72,000) (-)Operating Costs (137,000) (137,000) (137,000) (137,000) (-)Depreciation (7,000) (7,000) (7,000) (7,000) (=)EBIT 21,000 21,000 21,000 21,000 (-/+)Taxes (7,140) (7,140) (7,140) (7,140) (=)Net Profit 13,860 13,860 13,860 13,860 Fixed Assets (BRL) Fixed Assets 100, , , , ,000 (-)Cumulated Depreciation (7,000) (14,000) (21,000) (28,000) (-)Asset Sale (72,000) (=)Net Fixed Assets 100,000 93,000 86,000 79,000 0 Year EBITDA and EBITDA-A(BRL) (=)EBIT 21,000 21,000 21,000 21,000 (+)Depreciation (non cash expense) 7,000 7,000 7,000 7,000 (=)EBITDA 28,000 28,000 28,000 28,000 (+)Cost of Asset Sold (non cash expense) 72,000 (=)EBITDA-A 28,000 28,000 28, ,000 EBITDA-Added ( EBITDA-A ) represents EBITDA plus the residual accounting cost of Asset Sales, which is non-cash, since it represents merely an accounting entry at the time of Sale of Assets. Thus, the Company's management believes that EBITDA-A is a better measure of the financial performance of the business. 40

41 ROIC Exercise that simulates all operations at mature stage (more than 12 months of revenue) J S L - L og ís tic a R OIC - L T M 2016/03/31 (R $ m illion) J S L C ons olidated* Movida (R AC + G T F ) J S L C onc es s ionárias J S L L og ís tic a Operations with 12 m onths of R evenue Other Operations Other Operations (s im ulation) T otal Net R evenue 6, , , , , ,089.6 Net R evenue from S ervices 5, , , , ,789.9 E B IT margin 10.0% 12.5% -0.4% 11.2% 12.1% 2.2% 12.1% 12.1% 1.4x 0.3x (=) Net Operating Profit L es s T axes (NOPL AT ) - A (=) Inves ted C apital - B (exc ludes the effec t of goodwill)¹ 4, , , , , , ,335.1 R OIC - A/B 9.3% 12.5% -1.0% 9.3% 13.1% 0.5% 13.1% 13.1% (=) Inves ted C apital + S uppliers confirm ing - B (excludes the effect of g oodwill) 5, , , , , , ,398.1 R OIC - A/C 8.5% 9.3% -1.0% 9.1% 12.7% 0.5% 13.1% 12.8% * Represents the consolidation of the financial results of JSL Logística, JSL Concessionárias, Movida and JSL Leasing, exluding inter-company transactions ¹ As recommended by the audit, the ROIC became to disregard the effect of goodwill on Invested Capital 41

42 Some of the statements contained herein constitute additional information that has not been audited or reviewed by the auditors and is based on Management s current opinion and prognoses. Consequently, there may be material differences between said statements and the Company s actual future results, performance and events. Actual results, performance and events may differ substantially from those expressed or implied by said statements as a result of various factors, including the general and economic situation in Brazil and other countries; interest, inflation and exchange rates; changes in laws and regulations; and general competitive factors (at global, regional or national level). Consequently, Management accepts no responsibility for the conformity or accuracy of the additional information in this report that has not been audited or reviewed by the auditors. Said information should be examined and interpreted in an independent manner by shareholders and market agents who should carry out their own analyses and reach their own conclusions regarding the results disclosed herein. JSL S.A. Investor Relations Tel: +55 (11) ri@jsl.com.br

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