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Brazil’s CCR Announces Agreement to Acquire ViaOeste
São Paulo, Brazil, October 25, 2004 – Companhia de Concessões Rodoviárias – CCR (Bovespa: CCRO3), the largest toll road concessionaire in Latin America and the first company to list on the Novo Mercado of the São Paulo Stock Exchange (Bovespa), today announced that it has entered into an agreement to acquire “Concessionária de Rodovias do Oeste do São Paulo S.A. – ViaOeste.” Subject to adjustments under the purchase agreement, CCR will pay R$485 million plus interest accrued at the SELIC rate during a 180 day period beginning October 22. The acquisition and subsequent payment are subject to agreement by the regulatory and granting authorities as well as approval by ViaOeste’s senior lenders; and, administration will be transferred to CCR once full payment has been made. However, CCR will appoint a representative to work with the ViaOeste’s Board of Directors immediately. CCR expects the transaction to be completed by the end of its second quarter 2005. The value of this transaction represents an EV/EBITDA multiple of 3.75x, considering ViaOeste’s performance in the last 12 months. ViaOeste manages 155.3km of roads and has a market share of 6.85 percent. Commenting on the transaction Renato Alves Vale, CCR’s CEO said: “The acquisition of ViaOeste follows CCR’s recent financing transaction for this exact purpose. It confirms our commitment to our growth strategy which calls for acquiring existing concessionaires and bidding for new concessions at the State of São Paulo and Federal levels. ViaOeste will make a great addition to our organization and we are looking forward to working with the great team they have put together over the years.”
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Summary of ViaOeste Financials (*) pro-forma information, consider CCR’s Concession Cost accounting treatment.
(Pro forma - R$ milhões) 2003 2002 1S04
P&L Net revenues 265,1 218,5 150,1 Total Costs (139,4) (121,7) (80,5) EBITDA (1) 166,5 129,3 93,8
EBITDA Margin 62,8% 59,2% 62,5% Net financial expenses (10,7) (113,6) (26,2) Net profit (Loss) 86,8 (11,3) 24,6 BALANCE SHEET Fixed assets 513,7 487,9 531,8 Total asset 572,8 543,2 602,1 Shareholders equity 231,7 150,6 256,4 Total liability 572,8 543,2 602,7 Net debt 252,2 316,9 239,7 Traffic equivalent vehicles – 000’s 55.285 53.960 27.261
Note: (1) Consider: Costs D&A + Adm. Expenses D&A + Prepaid Expenses related to Granting Authority Payments. (*) Pro-forma sources: ViaOeste’s Financial Statements, due diligence and CCR.
Safe Harbor Statement
Statements that are not historical facts, including statements about CCR's beliefs and expectations, are forward looking statements. These statements are based on current facts, estimates and projections, and therefore no undue reliance should be placed on them. Such expectations depend on changes in market conditions, the performance of the Brazilian economy, the political and social environment in the country, the Brazilian government actions, the industry and its competition, our granting authorities, the outcome of pending litigation, as well as conditions in the international capital markets, and, therefore, are subject to change without prior notice. Statements speak only as of the date they are made and CCR undertakes no obligation to update publicly any of them in light of new information of future events. CCR provides a detailed discussion of risk factors in its filings with the Comissão de Valores Mobiliários (CVM), the Brazilian Securities Commission.
About Companhia de Concessões Rodoviárias (CCR) Companhia de Concessões Rodoviárias – CCR is the largest operator of toll roads in Latin America managing concessionaires in Brazil with a highway network of 1,290 km, representing in fiscal year 2003, 14 percent and 35 percent, respectively, of the length and revenues of privatized highways in the country. CCR’s growth strategy for providing increasing returns to shareholders over time is based on maximizing the potential of its existing concessionaires, expanding and diversifying its toll road network mainly by continuing to be the most active participant in Brazil’s large-scale road privatization program, and developing related business activities. CCR became a publicly traded company on February 1, 2002, and was the first company to list on the Novo Mercado of the São Paulo Stock Exchange (Bovespa). CCR’s only class of shares trades on the Novo Mercado under the stock symbol CCR03. Additional information is available on the Company’s website at http://www.ccrnet.com.br Company and agency investor relations contacts
In Brazil:
Companhia de Concessões Rodoviárias
Arthur Piotto Filho
T. +55 (11) 3048-5932 [email protected]
Eduardo Camargo
T. +55 (11) 3048-5965 [email protected]
In the United States:
Breakstone & Ruth
Alexander Fudukidis – Investor Relations
T. (646) 536-7012 [email protected]
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