Brasil Brokers announces its 4Q08 results

Brasil Brokers announces its 4Q08 results Rio de Janeiro, March 16, 2009. Brasil Brokers Participações S.A. (Bovespa: BBRK3), a real estate brokerage and consulting firm with a strong presence in Brazil s major real estate markets, today announces its results for the fourth quarter of 2008 (4Q08) and the full year 2008. The Company s consolidated financial statements are prepared in accordance with generally accepted accounting principles in Brazil (BR GAAP), pursuant to Brazilian Corporate Law and the regulations of the Securities and Exchange Commission of Brazil (CVM). 4Q08 Conference Call Portuguese March 17, 2009 11:00 am (Brasília time) 10:00 am (NY time) Phone: +55 (11) 2188-0188 Replay: +55 (11) 2188-0188 Code: Brasil Brokers English March 17, 2009 3:00 pm (Brasília time) 2:00 pm (NY time) Phone: +1 (973) 935-8893 Replay: +1 (706) 645-9291 Code: 85615999 IR Contact Álvaro Soares CFO and IRO 4Q08 Highlights Contracted sales in 2008 totaled R$ 9.4 billion, of which R$ 1.7 billion were in 4Q08 alone. A total of 48,092 units were sold in the year and 9,386 in 4Q08, of which 4,835 (51.5% of the total) were priced up to R$ 150,000; Conclusion of the organic growth plan for 2008 with the opening of 5 more branches, in the cities of Porto Alegre (RS), Capão da Canoa (RS), Brasília (DF), Goiânia (GO) and Rio Verde (GO), reaching 97 operating branches; In December 2008, Brasil Brokers revalued the balances payable on the acquisitions made in 2008, which resulted in the total payable in 2009 and 2010 reduced to R$24.0 million. Bruno Di Filippi IR Analyst Phone: +55 (21) 3433-9550 Email: ri@brbrokers.com.br www.brbrokers.com.br 1

History and Operations Brasil Brokers was constituted on January 16, 2007 and commenced operations on June 11, 2007, when it had acquired controlling interest in 16 companies in the real estate brokerage sector (except for Niterói Administradora, in which it holds 50% interest). Of these 16 companies, seven have operating histories, and nine are newly formed companies that received 100% of the operations and nearly 100% of the assets, including goodwill and brand equity, of companies founded at least three years ago that enjoy strong brand recognition in their respective markets. As of December 31, 2008, after consolidating the operations of DelForte and IPrice in São Paulo, and of Basimóvel and Américas in Rio de Janeiro, the following 23 subsidiaries were in operation, with results already included in our financial statements: Primaz, Gribel, Niterói Administradora, Brito e Amoedo, Ética, DelForte & IPrice, Pactual, Avance, Noblesse, Basimóvel & Américas, Abreu, Sardenberg, Tropical, Chão&Teto, Jairo Rocha, JGM, Frema, Rede Morar, Redentora, Marcos Koenigkan, Global, Pointer and Triumphe. Abyara Brokers is also operational, though its results will be consolidated only in 1Q09. The revenues and expenses of our subsidiaries involve real estate brokerage and consulting activities. Areas of Operation The map shows the locations in which the Company operated on December 31, 2008: Belém Manaus Natal Recife Salvador Porto Velho Goiânia Belo Horizonte Distrito Federal Vitória Campo Grande Rio de Janeiro São Paulo Florianópolis Porto Alegre 2

Organic Expansion in 4Q08 Concluding the expansion plan for 2008, 5 more branches were opened in 4Q08, bringing the total branches opened in the year to 30. Noblesse expanded its operations by opening a branch in Porto Alegre and another in Capão da Canoa (RS). A new Avance store opened in Goiânia (GO). A Tropical branch opened in Rio Verde (GO). A JGM branch opened in Brasília (DF). 3

Operating Performance The following tables show the Company s operating results for 4Q08 and 2008, excluding the numbers of Abyara Brokers. Though it was acquired at the end of 3Q08, its numbers will be consolidated only in 1Q09. Operating Highlights (1) 4Q07 4Q08 Chg (%) 2008 PSV (R$ thousand) (2) 3,257,485 3,915,738 20.2% 16,643,804 Launched Units 11,103 19,097 72.0% 72,655 Contracted Sales (R$ thousand) 1,777,261 1,688,179-5.0% 9,388,256 Sold Units 9,424 9,386-0.4% 48,092 (1) As described in the table on page 10, the number of operational subsidiaries varied in the course of the quarter. (2) Total PSV from developments launched by Brasil Brokers, on an exclusive or partnership basis. PSV (R$ MM) Launched Units 3.257 3.916 19.097 11.103 4Q07 4Q08 4Q07 4Q08 Contracted Sales (R$ MM) Sold Units 9.424 9.386 1.777 1.688 4Q07 4Q08 4Q07 4Q08 Sales by Market Segment 4

In 4Q08, contracted sales from residential and commercial units totaled R$1,615 million (1), of which R$352 million came from the resale of units and R$1,263 million from launched units. In 2008, contracted sales totaled R$ 9,388 million, with R$ 1,731 million coming from resale activities. R$2,404 MM 9.2% 16.6% 74.2% R$2,713 MM R$2,583 MM 3.9% 8.4% 19.2% 17.8% 76.9% 73.8% R$1,688 MM 4.4% 20.8% 74.8% 1Q08 2Q08 3Q08 4Q08 Primary Market Secondary Market Others (2) (1) Contracted Sales from residential and commercial units exclude the contracted sales of Primaz and lands. (2) Other is composed by contracted sales of Primaz and lands. 2008 Contracted Sales R$9.388 MM 6.6% 18.4% 75.0% Primary Market Secondary Market Others 5

Sales by State Primary Market In 4Q08, contracted sales from residential and commercial units totaled R$1,263 million (1), and in the whole of 2008, R$ 7,040 million (1). GO 4% 2008 Primary Market RS PE 3% AM3% 3% MG 5% PA 4% Others 8% BA 10% GO 5% 4Q08 Primary Market MG 5% AM 5% PE 3% RS PA 2% 2% Others 3% BA 12% SP 40% RJ 15% SP 50% RJ 18% Secondary Market In 4Q08, property resale totaled R$352 million (1), and in the year 2008, R$ 1,731 million (1). 2008 Secondary Market SP 8% GO 7% MG 3% ES 2% Others 6% 4Q08 Secondary Market SP 8% GO 7% MG ES 2% 1% Others 6% RS 13% RS 15% RJ 61% RJ 61% (1) Excludes contracted sales from Primaz and lands. 6

Sales by Income Segment Primary Market Of the total of R$7,040 million (1) in contracted sales in the Primary Market, 9.5% came from properties in the economic segment (up to R$100,000), 19.0% from the mid-low segment (R$100,000 to R$150,000), 41.6% from the middle segment (R$150,000 to R$350,000), 18.5% from the mid-high segment (R$350,000 to R$650,000) and 11.4% from the high segment (more than R$650,000). The share of contracted sales from properties costing up to R$150,000 was 28.5% in 2008, while the share from properties priced up to R$350,000 was 70.1%. Mid-High (R$350k - R$650k) 18% 2008 Primary Market High (above R$650k) 11% Economic (up to R$100k) 10% Mid-Low (R$100k - R$150k) 19% Mid-High (R$350k- R$650k) 14% 4Q08 Primary Market High (above R$650 k) 6% Economic (up to R$100k) 9% Mid-Low (R$100k - R$150k) 19% Middle (R$150k - R$350k) 42% Middle (R$150k- R$350k) 52% 7

Secondary Market Of the total of R$1,731 million (1) in contracted sales in 2008, 15.5% came from properties in the economic segment (up to R$100,000), 14.4% from the mid-low segment (R$100,000 and R$150,000), 38.3% from the middle segment (R$150,000 to R$350,000), 17.9% from the midhigh segment (R$350,000 to R$650,000) and 14.0% from the high segment (more than R$650,000). The share of contracted sales from the resale of properties costing up to R$150,000 was 29.8% and from the resale of properties costing up to R$350,000, was 68.1%. Mid-High (R$350k - R$650k) 18% 2008 Secondary Market High (above R$650 k) 14% Economic (up to R$100k) 16% Mid-Low (R$100k - R$150k) 14% 4Q08 Secondary Market Mid-High (R$350k- R$650k) 22% High (above R$650k) 5% Economic (up to R$100k) 15% Mid-Low (R$100k - R$150k) 15% Middle (R$150k - R$350k) 38% Middle (R$150k- R$350k) 43% (1) Excludes contracted sales from Primaz and lands. Other Operating Information The following table presents other operating information from the subsidiaries on December 31, 2008. Region Sales Force Sales Point Employees Southeast 5,243 490 538 Northeast 712 126 108 South 522 92 87 Middle West 506 70 168 North 302 40 61 TOTAL 7,285 818 962 8

Synergy Program In order to integrate the operations of the subsidiaries, we created the Synergy Program, whose key objectives are increasing revenues and business efficiency, reducing operating costs and standardizing processes and systems. The program is organized into fronts, and the status of activities of each front is given below: FRONTS KEY ACHIEVEMENTS IN 2008 PLANS FOR 2009 Finance and Accounting - Standardization of accounting practices. - Centralization of accounts processing. Management Processes and Systems - SAP implemented in the 25 subsidiaries of Brasil Brokers; - Standard Operating Model - resales and launches; - Installation of the Process and System Committee; - Standard Operating Procedure for Sales; - Standardization of the Resale Module. - Implementation of Shared Services Center; - National Telephone Services Agreement; - Implementation of the Unique Sales System; Resales Module and Launch Module. Human Resources - Training of 309 managers under the"sale Force Management Training Program" ; - More than 245,000 training hours for the sale force; - Management model - establishment of targets and performance-based compensation; - National Employees and Brokers Database; - Installation of Human Resources Committee; - Implementation of Performance Management System for managers at Head Office and Subsidiaries; - Implementation of Profit Sharing Plan for managers and nonmanagement staff; - Launch of Brasil Brokers' 1st Sales Incentive Campaign; - Sales Force Development Model; - Implementation of Corporate Newsletter for Sales Force; - Creation of BBRK Social Responsibility Program. Marketing - Communication Campaigns and Events of Brasil Brokers - developer clients, staff and end consumers; - Installation of Marketing Committee; - Standardization of Communication of Subsidiaries according to the standard adopted by the head office, in all the points of contact with Clients; - Standardization of websites: - Concept and model/product to be adopted by Group companies; - Selection of supplier who will develop the sites. - Standardization of the Subsidiaries' brands and standardization of communication in all channels. Primary Market - Identification of the best operating and sales force organization practices; - Merger of DelForte and Iprice; - Merger of Basimóvel and Américas; - Business Model - Properties under Construction (remainder). - Merger of Gribel and Pactual; - Implementation of Operating Standards for Launch Sales. Secondary Market - Preparation of the best operating and sales force organization practices; - Expansion of sales system to resales - Zeus; - Implementations: - Operating Standards; - Best operating and sales force organization practices; New Products / Services Business Opportunities - Identification of the best operating practices - real estate financing; - Implementation of real estate financing promotion structure in 4 Subsidiaries; - Installation of Real Estate Financing Committee. - Cross-compensation model among Subsidiaries. - Dissemination of the best operating practices - real estate financing; - Continuation of the implementation of the real estate financing promotion structure in other Subsidiaries. - Process of business origination and control of results; - Implementation of revenue generating projects. 9

Financial Performance This section presents the Company s results for 4Q08 and 2008. Operations of Subsidiaries in the Period As mentioned earlier, there may be some delay between the acquisition of Brasil Brokers subsidiaries and the booking of their results in the Company s financial statements. The table below shows the evolution of the subsidiaries operations during the course of 2008. The results of Triumphe (BA) were consolidated in 4Q08, but the results of Abyara Brokers were not, because of the nature of acquisition. Brokers 16 Pre IPO Companies Jairo Rocha Frema Rede Morar JGM Redentora Marcos Koenigkan Global Pointer Triumphe Abyara Brokers 1 st Quarter 2008 2 nd Quarter 2008 3 rd Quarter 2008 4 th Quarter 2008 Total Month 12 12 12 12 10 9 7 7 7 3 0 Operating Subsidiaries 20 24 24 25 100% Operating 19 21 24 25 Parcial Start 1 3 0 0 10

Service Revenue Gross service revenue from Brasil Brokers subsidiaries, consisting of brokerage commissions, totaled R$ 232.5 million in 2008, generating an average commission of 2.5% from the contracted sales of R$ 9.4 billion. In 4Q08, gross revenue was R$ 42.6 million, representing average commission of 2.5%. After deducting sales taxes, net revenue in 2008 came to R$ 205.7 million, with R$ 34.9 million in 4Q08, representing a 7% decline from the R$ 37.6 million in 4Q07. Net Revenue (R$ MM) 37.6 34.9 4Q07 4Q08 2008 Net Revenue by Region 4Q08 Net Revenue by Region Others 44% SP 33% Others 38% SP 38% RJ 23% RJ 24% 11

Accounting Adjustments relating to Law 11,638/IFRS In compliance with Law 11.638 and IFRS norms, the Company made the following adjustments to its financial results of 2008: CPC 01 Impairment Negative adjustment of R$9.2 million in the result, relating to the estimated irrecoverable goodwill from the investment in Abyara Brokers; CPC 04 Deferred Expenses Negative adjustment of R$1.1 million relating to the writeoff of pre-operating expenses relating to the acquisitions in 2008; CPC 12 Adjustment to Present Value Negative adjustment of R$0.9 million relating to the provision for a reduction in Accounts Receivable. The adjustment to present value for Accounts Payable had already been booked on a monthly basis throughout the year, amounting to a total negative adjustment of R$2.3 million in 2008. 12

Cost of Services and Operating Expenses The cost of services in 2008 totaled R$28 million, representing 13.6% of net revenue. General and administrative expenses, including management remuneration, totaled R$128.9 million. In 2008, we consolidated non-recurring expenses relating to fees paid to financial and legal advisors for the acquisition of Abyara Brokers, audit and due diligence fees for the acquisitions of subsidiaries and company restructuring expenses relating to the cost reduction plan launched in October. Moreover, we allocated expenses relating to the accounting adjustments required by Law 11.638 and the IFRS norms. The following table shows the impact of these expenses in the amounts booked. General and administrative expenses, after the adjustments, totaled R$112.1 million in 2008. Total Costs and Expenses - Accounting Adjustments (R$MM) 2008 Services Costs (28.0) G&A Expenses and Fees (117.7) Operating Adjustments 6.5 Non-recurring Expenses 5.3 Restructuring Expenses 1.2 Adjusted G&A Expenses (111.3) Others Operating Expenses (11.2) Accounts Adjustments 10.3 Impairment 9.2 Deferred Write Off 1.1 Others Adjusted Operating Expenses (0.8) Total Adjusted Operating Expenses (112.1) 13

Adjusted Net Income Adjusted net income in 2008 was R$ 58.3 million, with a net margin of 28.4%. As a result of the changes in the global economic scenario, which significantly affected Brazil s real estate industry in 4Q08, adjusted net income in the quarter was negative at R$ 7.4 million, corresponding to adjusted net margin of -21.4%. The adjustment in net income excludes the financial expenses booked in the period on account of the adjustment to present value of accounts payable and receivable, asset impairment, write-off of deferred expenses (all in accordance with Law 11.638/IFRS), amortization of goodwill from the acquisitions made, as well as non-recurring and restructuring expenses booked in the holding company and the subsidiaries. Reconciliation (R$ MM) 4Q07 (2) 4Q08 2008 Net Income (3.6) (23.7) 26.5 Future Earnings Adjustment - (1.9) 3.2 Impairment - 9.2 9.2 Pre Operating Spending Write-Off - 1.1 1.1 Goodwill Amortization - 2.0 11.8 Restructuring Expenses - 1.2 1.2 Non-recurring Expenses 23.0 4.6 5.3 Adjusted Net Income (1) 19.4 (7.4) 58.3 Adjusted Net Margin 52% -21% 28% (1) Adjusted Net Income is not an account method, consist in the period net profit less the goodwill amortization, present value adjustment and non-recurring expenses. (2) 4Q07 pro forma and combined Net Income 14

Adjusted Net Income (R$ MM) 19.4 (7.4) 4Q07 (2) 4Q08 (2) O 4Q07 lucro líquido Combined do 4T07 pro refere-se forma amounts ao lucro combinado pró-forma Adjusted EBITDA (1) Adjusted EBITDA in 2008 was R$65.5 million, representing adjusted EBITDA margin of 31.9%. In 4Q08, adjusted EBITDA was negative at R$4.4 million, with a negative margin of 12.8%. Reconciliation (R$ MM) 4Q07 (2) 4Q08 2008 Adjusted Net Income 19.4 (7.4) 58.3 Financial Results (5.2) (1.7) (21.4) Income Tax and Social Contribution 4.4 4.0 26.3 Non Operating Result (0.3) 0.2 - Depreciation and Amortization 0.2 0.5 2.2 Minority Interest - (0.0) 0.1 Adjusted EBITDA (1) 18.5 (4.4) 65.5 Adjusted EBITDA Margin 49.3% -12.8% 31.9% (1) Adjusted EBITDA consists of income before net financial result, income tax and social contribution tax, depreciation and amortization and non-operating income. Adjusted EBITDA is not a measure in accordance with generally accepted accounting principles in Brazil (BR GAAP), does not represent cash flow for the periods presented, and should not be considered a substitute for net income as an indicator of operating performance, or as a substitute for cash flow as an indicator of liquidity. Adjusted EBITDA does not have a standardized meaning and our definition of Adjusted EBITDA may not be comparable to that used by other companies. (2) 4Q07 Combined pro forma amounts. 15

Estimates for Payment of Acquisitions and Goodwill Amortization As mentioned in 3Q08, the payments for acquiring our subsidiaries are calculated according to the net income of each of these, following a preset schedule (earn-out structure). With the changes in the global economic scenario, which significantly affected Brazil s real estate industry in the last quarter of 2008 and the projections for 2009, amounts payable were adjusted to reflect both the results of 2008 and the new projections for the periods to be considered in 2009 while setting the acquisition price, with the base scenarios on the date of acquisition no longer being used. The following table gives the revised and consolidated payment schedule as on December 31, 2008. Jairo Rocha, Frema and Rede Morar have already completed the base period for pricing, having booked the results from January to December 2008. Payments - Cash (R$ MM) 2009 2010E Total Cash* Jairo Rocha 3.3-3.3 JGM - - - Marcos Koegnikan - - - Frema 5.1 2.7 7.8 Redentora - - - Pointer - - - Rede Morar - - - Global - - - Abyara Brokers - - - Triumphe - - - TOTAL 8.3 2.7 11.1 Payments - Company Shares (R$ MM) 2009 2010E Total Shares* Jairo Rocha 3.3-3.3 JGM - - - Marcos Koegnikan - - - Frema 6.2 2.7 8.9 Redentora - - - Pointer - - - Rede Morar - - - Global - - - Abyara Brokers - - - Triumphe 0.7-0.7 TOTAL 10.2 2.7 12.9 TOTAL 18.5 5.4 24.0 *The total value of companies acquisition indebtedness is the same number from the balance quarter according to 11.638/07 law, that brings the liabilities to the present value. 16

Of the 5,031,200 shares held in treasury post-ipo, 1,771,966 have so far been used to pay the initial installments for the acquisitions. After 416,500 shares were required in 4Q08 through the share buyback program, there are 3,675,734 shares in treasury. Pursuant to IFRS norms, amortization of goodwill on investments will no longer be calculated in the Company s financial statements. Instead, an impairment test will be conducted at the end of each period to value goodwill. Income and Social Contribution Taxes Income tax and social contribution tax on net income totaled R$ 26.2 million in 2008, with R$ 4.0 million relating to 4Q08. Of the year s total, R$ 24.2 million pertains to taxes of subsidiaries, equivalent to 11.0% of their gross revenue. Cash and cash equivalents Cash and cash equivalents at the end of 2008 were R$ 53 million. These amounts refer basically to investments in bank deposit certificates and fixed income funds, with yield ranging from 100% to 103.3% of the CDI rate. The Company has no exposure to derivatives or any other instruments with variable exchange rates or variable yields. Operating cash flow in 2008 was a positive result of R$29.2 million, thanks to the cash generated from operations, amounting to R$52.7 million and the increase of R$23.5 million in working capital requirements. Cash flow from investments was R$353 million, with R$298 million relating to the acquisition of subsidiaries, of which R$ 214.6 million correspond to the acquisition of Abyara Brokers, R$23 million to the organic expansion and consolidation of our operations, and the remaining R$1.9 million to repurchase the Company s shares under the share buyback program announced in September 2008. 2007 2008 Cash Flow (R$ MM) Operating Activities (10.9) 29.2 Investment Activities (6.8) (352.7) Financial Activities 305.5 88.8 Cash and Cash Equivalents in the end of the period 287.8 53.1 17

Debt At the end of 2008, total debt and financing was R$10.7 million, of which R$10.3 million refers to a working capital loan taken by our subsidiary Abyara Brokers, which was consolidated in proportion to our interest in its capital. This loan was entirely transferred to another company, without any effect on Brasil Brokers, during the partial split-off of the subsidiary s real estate assets and debt, as disclosed in the material fact on February 18, 2009. At the end of 2008, the balance payable for the acquisitions was R$24.0 million. This amount includes the adjustments according to Law 11.638/07, whereby the company s liabilities are calculated at the present value using a discount rate of 12.75% p.a. The Company has no liabilities based on derivative operations or pegged to exchange rates. 18

Financial Data RESULTS (R$ thousand) 4Q08 2008 PSV 3,915,738 16,643,804 Contracted Sales 1,688,179 9,388,256 Gross Revenue 42,645 232,472 (-) Dicounts and Rebates (4,397) (8,353) (-) Sales Taxes (3,398) (18,466) Net Revenue 34,851 205,653 Cost of Services and Personnel Expenses (36,286) (127,638) Cost of Services (7,060) (28,038) G&A (29,226) (99,600) Depreciation (693) (1,926) Financial Results (454) (156) Revenues 893 2,170 Expenses (1,346) (2,325) Operating Result (2,582) 75,934 Non operating Result (162) - Adjusted EBITDA (348) 79,103 Result before Taxes (2,743) 75,934 Income Taxes and Social Contribution Provisions (4,005) (24,167) Subsidiaries Net Income (6,749) 51,767 Subsidiaries Net Margin -19.4% 25.2% Holding Adjusted Expenses (4,098) (13,554) Depreciation 154 (255) Holding Financial Revenue 4,078 18,310 Investments Amortization (2,007) (11,740) Income Taxes and Social Contribution Provisions-Holding - (2,115) Holding Adjusted Results (1,873) (9,354) Minority Equity 3 (149) Holding non-recurring Expenses (15,041) (15,743) Net Income (23,660) 26,521 Net Margin -67.9% 12.9% Investments Amortization (2,007) (11,740) Adjusted Present Value Liabilities (11.638/07) 1,936 (3,226) Adjusted Net Income (7,446) (58,318) Adjusted Net Margin -21.4% 28.4% Adjusted EBITDA (4,447) 65,549 Adjusted EBITDA Margin -12.8% 31.9% 19

Balance Sheet on December 31, 2008 - Assets (R$ thousand) A S S E T S Holding Consolidated Current Assets Cash, Cash Equivalents 37,299 53,081 Accounts Receivable - 47,503 Advance from suppliers - 410 Tax to Recover 3,958 5,527 Loans and other Credits with Related Parties - - - Prepaid Expenses 3 1,373 Other Current Assets 17 2,549 Total Current Assets 41,277 110,443 Noncurrent Assets Long Term Assets Accounts Receivable from Clients - 1,895 Available lots for sales - 65,418 Related parties 5,587 408 Advance for future Capital Increase 5,668 - Other Credits 56 235 Investments in Controled Companies 112,735 - Goodwill Investments 2,927 25,711 Property 239,248 239,248 Others 1,489 2,491 Deferred - - 356,399 267,450 Total Noncurrent Assets 367,710 335,406 Total Assets 408,987 445,849 20

Balance Sheet on December 31, 2008 - Liabilities and Shareholders Equity (R$ thousand) LIABILITIES AND SHAREHOLDER'S EQUITY Holding Consolidated Current Liabilities Loans and Financing - 10,581 Suppliers 1,879 5,349 Wages and Burden Payable 872 7,184 Taxes and Contribution Payable 244 14,394 Advance from Clients - 187 Dividends Payable 3,873 3,873 Payable Accounts - Company Acquisition 18,529 18,529 Loans and other related parties payable 4,654 596 Usufruct of Results - 1,645 Other Accounts Payable 511 4,032 Total Current Liabilities 30,562 66,370 Noncurrent Liabilities Long Term Liabilities Loans and Financing - 136 Provisions for Contingencies - 2,556 Taxes Payable - 346 Payable Accounts - Company Acquisition 5,425 5,425 Investiment Provisions (Losses) 3,022 - Others accounts Payable - 927 Total Non Current Liabilities 8,447 9,390 Minoritary Interest 111 Shareholders' Equity Subscribed Capital 333,859 333,859 Capital Reserve 23,684 23,684 Accumulated Losses 12,435 12,435 Total Shareholders Equity 369,978 369,978 Total Liabilities and Shareholders' Equity 408,987 445,849 21

Result Statements Period of January 1 to December 31, 2008 Financial Statements Holding Consolidated Revenues of Services - 232,472 Dicounts and Rebates - (8,353) Taxes on Revenues - (18,466) Net Revenues - 205,653 Cost of services provided - (28,038) Gross Income - 177,615 Operating Costs and Expenses Administratives Expenses (16,900) (103,218) Management Remuneration (1,656) (14,525) Depreciation and Amortization (255) (2,165) Investments Amortizatization (11,740) (11,756) Financing Expenses (2,441) (4,766) Financing Income 20,751 22,921 Other Operating Revenues (Expenses) (10,741) (11,153) Equity income 51,618-28,636 (124,662) Operating Income 28,636 52,953 Income Before Tax 28,636 52,953 Income Tax (1,550) (19,199) Social contribution Tax (565) (7,084) Minority Interest - (149) Net Income for the period 26,521 26,521 22

Period of January 1 to December 31, 2008 CASH FLOW Holding Consolidated Net Income of the period from 01/01 to 12/31 26,521 26,521 Adjustments for reconciliation between losses and net operating revenue Depreciation 239 1,901 Amortization 16 271 Goodwill Investments Amortization 11,740 11,740 Equity Income (51,618) - Investiment Provisions (Losses) 3,022 - Credit Provisions (Losses) - 2,158 Provisions for contingencies - 904 Impairment 9,199 9,199 Adjusted Net Income (Loss) (881) 52,694 Variation between Assets and Liabilities Accounts Receivable - (25,912) Taxes to recover (2,844) (3,566) Accounts Receivable - related parties (3,900) 1,891 Other current assets (18) (3,297) Advance for future Capital Increase (4,963) - Others Long Term Assets (56) (1,657) Suppliers 140 1,589 Wages and Burden Payable 718 4,102 Taxes and Contribution to recover 80 6,751 Taxes and Contribution payable - 136 Advances from Clients - (42) Payable to related parties 4,165 (609) Usufruct of Results - (5,246) Other Current Liabilities 511 1,501 Others Long Term Liabilities - 885 (6,167) (23,474) Net Cash Used in Activities (7,048) 29,220 From Investment Activities Share buy back (1,938) (1,938) Available lots for sales - (65,418) Investments (62,454) - Dividends 11,954 - Fixed Assets (3,118) (22,419) Intangible Assets (1,468) (2,491) Intangible Assets (Payable Company Acquisition) (260,197) (260,453) Net Cash in Investment Activities (317,221) (352,719) From Financing Activities with Third Parties Loans and Financing - 9,669 Payable Company Acquisition 23,954 23,954 Net cash from financing activities with third parties 23,954 33,623 From Financing Activities with Shareholders Capital Increase 29,625 29,625 Capital Reserve - Goodwill share disposal 25,575 25,575 Minority Shareholders - (21) Net Cash From Financing Activities with Shareholders 55,200 55,179 Availability Increase (Losses) (245,115) (234,697) Cash and Equivalent in the Beggining of the Period 282,414 287,778 Cash and Equivalent in the end of the period 37,299 53,081 23