ABOUT THE CHANGE Banco BVA, and its owners, together with BRL Trust recently executed a formal MOU...

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BRL TRUST GLOBAL ASSET MANAGEMENT SUMMARY

Transcript of ABOUT THE CHANGE Banco BVA, and its owners, together with BRL Trust recently executed a formal MOU...

BRL TRUST GLOBAL ASSET MANAGEMENT SUMMARY

BRL TRUST IN

VESTIMEN

TOS

ABOUT THE CHANGE

Banco BVA, and its owners, together with BRL Trust recently executed a formal MOU to create one of Brazil’s largest middle market banks and leading asset management firms in Brazil.

Given the Brazilian middle market is still in its infancy the domestic and international investors do not have adequate access to Brazil’s middle market opportunities. This acquisition/partnership between these two companies will create BRL TRUST Asset Management to act as a much needed "bridge” opening these attractive, secure opportunities to the global investors while capturing yield along the way.

The International subsidiary BRL GLOBAL TRUST ASSET MANAGEMENT will operate its global headquarters out of New York City. Its focus will be on raising capital and developing managed and co-managed partnerships with non-Brazilian firms to focus on the Brazil middle market.

CORE BUSINESS OFFERING

BRL TRUST GLOBAL ASSET MANAGEMENT - Core Business Focus:

• Raising Global Assets Under Management (AUM)• Headquartered – New York City

• Creation of a Non-Bank Finance Company (NBFC)• Establishing an investment fund to provide

services• Focusing on top –tier, middle market

corporate loans• Revolving, Reoccurring CLO program

OWNERSHIP STRUCTURE

BRL TRUST INVESTIMENTOS D.T.V.M. (2)

• 51% OS Banco BVA S.A.

• 24% OS Mauricio Da Costa Ribeiro - Rodrigo Boccanera Gomes• 15% OS Benedito Ivo Lodo / Cleber da Silva Faria • 10% OS Executives

BRL TRUST ASSET MANAGEMENT (NEWCO) (3)

• 90% OS - BRL TRUST INVESTIMENTOS D.T.V.M• 10% OS - Executives

BRL TRUST GLOBAL ASSET MANAGEMENT (NEWCO)• % PS - BRL TRUST ASSET MANAGEMENT • % PS - XXXXXXX

(1) Private equity funds, FIDC, and REIT’s are commonly referred to in Brazil as Structured Funds .(2) All parties have just executed an MOU agreement. Iand have initiated the due diligence process. Future

shareholdings, subject to change, and Central Bank approval. (3) Newco under corporate formation procedures.

BRL TRUST GLOBAL ASSET MANAGEMENTAUM MANAGEMENT OPERATIONS

BRL TRUST INVESTIMENTOS - ORGANIZATION CHART

BRL TRUST ASSET MANAGEMENTMauricio Ribeiro/Rodrigo Gomes

BRL TRUST GLOBAL ASSET MANAGEMENT (BGA)

Stanley A

BRL GLOBAL/NEW OAK MANAGEMENT

Stanley A./Ron d’Vari/ MCR-RBG

FIRST BRAZIL FINANCE “FBF”

CLO MANAGEMENT DIVISION

AUM MANAGEMENT OPERATIONS

Stanley A.

David West Smith Third Party Partners

AB/BRL Co-Managed Fund

CLOSED END FUNDS

BVA BOND ISSUANCE

STANLEY ADWELL – CEO/Director

Mr. Adwell will be responsible for overall strategy and direction of the firm and will have day-to-day oversight of the business strategy, execution and partnership agreements in the U.S. with a direct reporting link to Brazil operations

With over 15 years as a proven International entrepreneur and multi-business owner with an emphasis on global market penetration, corporation development and implementation Mr. Adwell has been directly responsible for; capital raise, private investment and M&A with multi-country P&L experience. Mr. Adwell posses a proven track record for; business creation, corporate brand building, foreign market investment success. He is able to specialize in U.S. Corporate expansion into Brazil and Latin America while achieving profitable growth and the ability to successfully translate complex, big picture corporate strategies into local market execution with documented achievements leveraging his experience base for proven leadership, communication strategies, partnership building and flawless execution in a variety of industry sectors (i.e.; Finance, Energy, Telecommunications, Design-Build Commercial Real Estate and U.S. Homeland Defense)

Mr. Adwell has Consulted for, Acquired, Restructured, Reorganized and Merged his Homeland Security- Design/Engineering Company with a rival after 2 years of Gross Revenue surpassing $100M (prior to his involvement – $3-5M USD annually).

Financed, Designed, Engineered and Built over 3 Million SF - (900,000m2) of critical facility, raised floor commercial buildings.

Personally raised over $18M USD in private investment capital via an IPO to lead the acquisition of 22 Internet Service Providers throughout the South Eastern United States.

Owned and/or managed offices in; Sao Paulo - Rio de Janeiro, Brazil; Tampa and Miami, Florida; Mexico City, Mexico.DAVID WEST SMITH – In-Country Manager

• 29 years of experience in asset management, advisory, academics, and management

• Served at BlackRock as the head of structured finance portfolio management and member of Investment Strategy Group, Fixed Income, Alternatives, and New Products Management Committees

• At BlackRock, co-managed $60 billion in fixed income assets, of which managed $16 billion directly and headed all high profile structured portfolio advisory efforts

• At State Street Research, managed $27 billion as a member of a three person Bond Policy Committee and managed $14 billion of RMBS/ABS/CMB/CDO directly

• Ron has taught at UCLA, Brandeis and Boston University. He served on board of Boston Security Analyst Society and holds B.S., MS, MBA, and PhD degrees from University of California Los Angeles (UCLA). CFA charter holder.

ALLIANCE BERNSTEIN– Risk Management/Solutions Director

• 20 years of experience in financial services in roles spanning risk management, fixed income trading and middle office.

• Burhance's team develops proprietary models to value and analyze complex securities across all asset classes, and also specializes in analyzing pools of whole loan collateral, including residential, commercial and consumer credits. His clients include leading banks, insurance companies, asset management firms as well as global regulatory bodies.

• Prior to New Oak he was Head of Risk and Analytics for State Street Corporation and its hedge fund administration unit, International Fund Services.. At State Street, Mr. Burhance's team analyzed and provided risk reporting on over $2 trillion across asset classes, but specialized in OTC derivative and fixed income modeling.

• His clients included several of the largest hedge funds, as well as leading institutional investors. He held roles in emerging markets trading, risk management and middle office at several other leading firms, including Lehman Brothers, Citigroup and UBS

BRL TRUST GLOBAL ASSET MANAGEMENT - Overview

BRL TRUST INVESTIMENTOS origination, vehicle structuring, established analytics and research capabilities will enable BRL TRUST GLOBAL ASSET MANAGEMENT to immediately communicate to the market and capture the attention of the U.S. investment firms which will attract significant, wide spread visibility and confidence across our entire operation platform.

BRL TRUST GLOBAL ASSET MANAGEMENT will achieve this position by establishing core partnerships with in the U.S. market for all investors to begin to depend on for their shaken confidence as a result of the global economy, and more importantly meet the current strict, emerging market investment parameter.

It is essential that U.S. investors obtain confidence for their investments abroad where investment assurance is typically achieved through the standard Global Ratings Agencies. We will direct their focus on Brazil’s Middle Market where we will be required to provide substantial advance due diligence in order to gain these major investors confidence and respect by leveraging our selected partners unmatched credibility for; research data, analytics, advanced modeling providing (which takes into consideration the U.S.’s strict investment criteria abroad) and overall investment experience.

We are finalizing partnership agreements with the some of the most powerful asset managers research driven companies with proven technology platforms in the U.S., and around the globe.

BRL TRUST INVESTIMENTOS, after the merger will become the “Gold Standard” as Brazil’s premier, investment firm.

FIRST BRAZIL FINANCE - The Process

BRL TRUST GLOBAL ASSET MANAGEMENT PORTALTailored and Integrated Turn-Key, Front To Back Office Solutions and Services

BRL TRUST GLOBAL ASSET MANAGEMENT PORTAL

Front Office: Decision support infrastructure, portfolio management, up-to-date portfolio risk analytics & reporting, trade order management and execution, valuation, asset liability management and relative value analysis tools

Middle Office: Corporate Loan and Trade Portfolio capture, processing, services, interface with depository and custodial services, collateral management, counterparty management, performance attribution and benchmark comparison

Back Office: Investor reporting, integration with third party administrators, performance attribution

SolutionsQuantitative, fundamental valuation and risk analysis of fixed income, structured products, derivatives, & equities globally including;

Valuation of hard -to-value assets including residential, commercial, consumer, equipment, project finance loans and structured products

Principal loss and timing analysis, support GAAP, statuary accounting analysis, OTTI estimation, FAS 157 valuation

Restructuring and asset recovery, litigation advisory related to structured products, financial institutions, specialty finance companies

Cash flow forecasting, sensitivity analysis, stress testing , scenario analysis, relative hedge analysis, economic/rating agency/statutory capital

FIRST BRAZIL GLOBAL FINANCE – Raising Assets Under Management (AUM)

Ways BRL TRUST GLOBAL ASSET MANAGEMENT will raise Assets Under Management (AUM)

Via Credit Facilities - CLO Issuance – and others i.e. closed trusts (luxembourg, asia)

Partner Facilities - meaning for example corporate or industry specific credit finance managed accounts

Asset Manager JV’s - Private or Co Labeled product

Insurance company and large corporate separate account vehicles

T/R Supply Chain Finance

PRINCIPLE OBJECTIVES

BRL TRUST GLOBAL ASSET MANAGEMENTA Leading Management, Structuring, Non-Bank

Finance Company

Deep and Broad Origination

Network

Proven and Respected Brazilian

Administration and Operations

Extensive Brazilian and International

Asset Management Capabilities

BRL TRUST GLOBAL ASSET MANAGEMENTNon-Bank Finance Operations (FBF)

BRL TRUST INVESTIMENTOS - ORGANIZATION CHART

BRL TRUST ASSET MANAGEMENTMauricio Ribeiro/Rodrigo Gomes

BRL TRUST GLOBAL ASSET MANAGEMENT (BGA)

Stanley A

BRL GLOBAL/NEW OAK MANAGEMENT

Stanley A./Ron d’Vari/ MCR-RBG

FIRST BRAZIL FINANCE “FBF”

+ 3

CLO MANAGEMENT DIVISION

+2

ASSETS UNDER MANAGEMENT

Stanley A.

David West Smith

+1

Third Party Partners

+1

AB/BRL Co-Managed Fund

+3

CLOSED END FUNDS

+2

BVA BOND ISSUANCE

+1

STANLEY ADWELL – CEO/Director

Mr. Adwell will be responsible for overall strategy and direction of the firm and will have day-to-day oversight of the business strategy, execution and partnership agreements in the U.S. with a direct reporting link to Brazil operations

With over 15 years as a proven International entrepreneur and multi-business owner with an emphasis on global market penetration, corporation development and implementation Mr. Adwell has been directly responsible for; capital raise, private investment and M&A with multi-country P&L experience. Mr. Adwell posses a proven track record for; business creation, corporate brand building, foreign market investment success. He is able to specialize in U.S. Corporate expansion into Brazil and Latin America while achieving profitable growth and the ability to successfully translate complex, big picture corporate strategies into local market execution with documented achievements leveraging his experience base for proven leadership, communication strategies, partnership building and flawless execution in a variety of industry sectors (i.e.; Finance, Energy, Telecommunications, Design-Build Commercial Real Estate and U.S. Homeland Defense)

Mr. Adwell has Consulted for, Acquired, Restructured, Reorganized and Merged his Homeland Security- Design/Engineering Company with a rival after 2 years of Gross Revenue surpassing $100M (prior to his involvement – $3-5M USD annually).

Financed, Designed, Engineered and Built over 3 Million SF - (900,000m2) of critical facility, raised floor commercial buildings.

Personally raised over $18M USD in private investment capital via an IPO to lead the acquisition of 22 Internet Service Providers throughout the South Eastern United States.

Owned and/or managed offices in; Sao Paulo - Rio de Janeiro, Brazil; Tampa and Miami, Florida; Mexico City, Mexico.

RON D’VARI – COO/Director

• 29 years of experience in asset management, advisory, academics, and management

• Served at BlackRock as the head of structured finance portfolio management and member of Investment Strategy Group, Fixed Income, Alternatives, and New Products Management Committees

• At BlackRock, co-managed $60 billion in fixed income assets, of which managed $16 billion directly and headed all high profile structured portfolio advisory efforts

• At State Street Research, managed $27 billion as a member of a three person Bond Policy Committee and managed $14 billion of RMBS/ABS/CMB/CDO directly

• Ron has taught at UCLA, Brandeis and Boston University. He served on board of Boston Security Analyst Society and holds B.S., MS, MBA, and PhD degrees from University of California Los Angeles (UCLA). CFA charter holder.

CHAD BURHANCE – Risk Management/Solutions Director

• 20 years of experience in financial services in roles spanning risk management, fixed income trading and middle office.

• Burhance's team develops proprietary models to value and analyze complex securities across all asset classes, and also specializes in analyzing pools of whole loan collateral, including residential, commercial and consumer credits. His clients include leading banks, insurance companies, asset management firms as well as global regulatory bodies.

• Prior to New Oak he was Head of Risk and Analytics for State Street Corporation and its hedge fund administration unit, International Fund Services.. At State Street, Mr. Burhance's team analyzed and provided risk reporting on over $2 trillion across asset classes, but specialized in OTC derivative and fixed income modeling.

• His clients included several of the largest hedge funds, as well as leading institutional investors. He held roles in emerging markets trading, risk management and middle office at several other leading firms, including Lehman Brothers, Citigroup and UBS

BRL GLOBAL ASSET MANAGEMENT – EXECUTIVE SUMMARY

A Unique Opportunity To Provide Non-Bank Finance Options to Brazilian Market

“First Brazil Finance” (FBF) will establish a new entity utilizing current portfolio management, origination, underwriting, pricing, and operation that combines the proven track record of experienced management. New Oak Management and BRL’s extensive platforms, infrastructure, technology and risk management oversight in their respective markets will enable investors to gain immediate confidence and capitalize on opportunities in rapidly growing, middle market Brazilian shorter maturity and collateralized corporate loans.

First Brazil Finance (FBF) Advanced, highly focused Brazilian middle market collateralized finance platform through the use of extensive mid-tier

bank relationships and private origination network, advanced technology for integration of origination, underwriting, portfolio management and operations

Focus solely on short maturity, well-underwritten, highly collateralized corporate loans

Experienced management leveraging BRL Trust and select asset management oversight and infrastructure, knowledge process outsourcing, and operational scale ability of the new entity

Proprietary credit and data tracking software utilized in the origination, underwriting, risk-based pricing, ongoing monitoring, and risk management

Scalable variable cost model benefiting from an established, proven platform and the risk management experience of New Oak Capital Advisors and BRL Trust

FBF-I Growth Strategy Will seek additional preferred, mezzanine and warehouse financing capital over the next 12 months and beyond

BRL GLOBAL ASSET MANAGEMENT - FIRST BRAZIL FINANCE - Competitive Advantage

ADVANTAGES

Unique Brazilian Trade Receivable and Asset-Based Lending Access

Proprietary AB Credit Underwriting, Pricing, Surveillance and Reporting Technology

Proven Underwriting, Structuring, and Management Platform

A joint venture of BRL TRUST GLOBAL ASSET MANAGEMENT and New Oak Capital Advisors to capture growth opportunities in short-duration, asset-based finance originated in Brazil and focused on the middle market client base of BRL Trust Asset Management and Banco BVA.

BRL GLOBAL ASSET MANAGEMENT - FIRST BRAZIL FINANCE FUND - I

A Single Purpose Special Purpose Vehicle (“FBF-I”) is being established to develop (‐ originate, underwrite, and finance)or acquire an existing qualified Corporate Loans and Trade Receivable portfolios.

Operating Management and FBF-I Brazilian Middle Market entity focused primarily on Collateralized Corporate Loans Investment Opportunities A dedicated Brazilian management company (“FBF”) is being established with direct help and oversight from BRL Trust,

New Oak Capital Advisors and founding investors.

Portfolios will be originated, evaluated and priced first by FBF and then independently underwritten by New Oak Capital Asset Management and administered by BRL Trust Asset Management, if funded.

The management team of FBF via New Oak and BRL TRUST GLOBAL ASSET MANAGEMENT will have well-regarded and proven asset-backed portfolio management, risk management, small and medium size enterprise finance, secured structured credit and capital markets operational expertise.

FBF will identify and evaluate select middle market collateralized corporate loans and middle market collateralized corporate loan portfolios currently generating in excess of $500 million of annual volume. These assets will be acquired upon closing of this financing.

Through its long standing relationship with global banks, insurance companies and rating agencies, the entity will seek ‐to leverage each portfolio via senior and mezzanine loans and enhance it with insurance wrap product to partially, or fully protect the individual corporate loans.

FIRST BRAZIL FINANCE - The Opportunity

FBF – INSTITUTIONAL-STYLE MANAGED SUPPLY CHAIN FINANCING GROWTH FUND OPPORTUNITYThe Link between trade receivable and Small-to-Medium Enterprises In Brazil

Financing Issues Facing SME's In Brazil Due to fast growth and limitation to affordable bank lines of credit, there is a growing demand for short term finance SME’s firms have limited access to financing through securitizations or multi-borrowers vehicles due to scale requirements The significant fixed costs, volumes, and transparency required to appeal to institutional investors—rule out most small

companies from accessing this market Pooling assets into a combined portfolio is not viable for small firms themselves because it poses significant operating costs and

capital market expertise

Trade Receivable Company Solution: Discounting companies trade receivables and collateralized corporate loans with a formal company will be well received in the

Brazilian middle market Diversifying funding sources creates a much lower reliance on banks by well qualified SME’s Improving asset and liability management by matching expected cash flows with debt repayments To grow, institutionally managed trade receivable firms can fund their receivable portfolios in structured vehicles to reach higher

creditworthiness and lower cost of financing

Opportunity: In fast growing economies, trade receivable firms themselves are SMEs and are not generally part of a financial group and lack

sophistication to leverage their capital Smaller SMEs main sources of financing are bank credit lines but few highly creditworthy ones can issue bonds in the capital

markets There is a large and growing need for more institutional-style managed trade receivable firms in and hence the thesis behind FBF

FIRST BRAZIL FINANCE - The Process

Building relationships, customized value-add asset management solutions, transparency tools and advice to help clients achieve their goals and execution/operational efficiencies with Managed or Co-Manage JV’s

Investment Advisory Level I:

Comprehensive portfolio strategy, management and operational review, evaluation, risk management, due diligence and advice

Portfolio or specific fund due diligence; risk measures, scenario analysis, drawdown, performance analysis and attribution

Level II: Asset allocation, asset liability management, liability-driven investments, portfolio construction &

optimization

Level III: Ongoing asset management advisory services Customized Solutions: Portfolio re-composition, separate accounts, funds of one, fund of funds, commingled

funds Fixed Income – Short duration, Core, Core+, Long Duration, Immunization, Equity – Quant Equity (US, Non-US, Global), Alternatives - Structured Products, Long/Short Global Quant Equity, Asset-based Lending, Specialty

Finance

All advisory will be distinguished by thoughtful and in-depth ongoing risk assessment, valuation, performance monitoring and attribution for broad array of fixed income, equity, and alternative asset types and strategies including esoteric.

BRL TRUST GLOBAL ASSET MANAGEMENT SUMMARY