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Banco Santander (Brasil) S.A. (BSBR)

Q1 2014 Earnings Call· Tue, Apr 29, 2014

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Transcript

Operator

Operator

Good afternoon, and thank you for waiting. Welcome to the conference call to discuss Banco Santander Brasil S.A.'s results of the first quarter of 2014. Present here are Mr. Carlos Galán, Vice President, Executive Officer, CFO; Oscar Rodriguez, Vice President Executive Officer, CRO; and Mr. Luiz Felipe Taunay, Head of Investor Relations. The live webcast of this call is available at Banco Santander's Investor Relations site, www.santander.com.br/ri, where the presentation is available for download. [Operator Instructions] Before proceeding, we wish to clarify that forward-looking statements may be made during the conference call relating to the business outlook of Banco Santander, operating and financial projections and targets based on the beliefs and such assumptions of the Executive board, as well on information currently available. Such forward-looking statements are not a guarantee of performance. They involve risks, uncertainties and assumptions, as they refer to future events and hence, depend on circumstances that may or may not occur. Investors must be aware that general economic conditions, industry conditions and other operational factors may affect the future performance of Banco Santander and may cause actual results to substantially differ from those in the forward-looking statements. I would now like to pass the call to Mr. Carlos Galán, Vice President, Executive Officer, CFO. Mr. Galán, you may proceed. Carlos Alberto López Galán: Thank you. Good afternoon, and thank you for attending Santander Brasil First Quarter 2014 Results Conference Call. Before I start our regular earnings presentation, I would like to make a few comments about the material fact released a few hours ago by Santander Group and Santander Brasil. As you know, Santander Group announced a voluntary offer in Brazil and in United States to acquire the minority interest, approximately 25%, in Santander Brasil. In the offer, Santander Brasil shareholders will receive 0.70 Santander Group…

Operator

Operator

[Operator Instructions] The first question comes from Tito Labarta with Deutsche Bank.

Tito Labarta - Deutsche Bank AG, Research Division

Analyst · Deutsche Bank

A couple of questions. Just first, do you expect any changes to your dividend policy with this tender offer from the Santander in Spain? Just wondering if we can expect any changes on that. And then the second question, just in terms of asset quality, saw a little bit of deterioration in the quarter, yet your provision charges did fall. So just want to get a sense of how you expect asset quality to evolve for the rest of the year? And then how you see your provision charges evolving with that? Carlos Alberto López Galán: Thank you, Tito, for your questions. Regarding the first one, the dividend policy, there is no change policy in the coming quarters. As you know, the target that we have defined is to build 50% of the IFRS result, which is more or less equivalent to 90% of the Brazilian GAAP result. And this is more or less the target that we have for 2014 and can tell you that we are going to follow-up for the quarters to come. Regarding the second question about the asset quality, I would transfer the voice to Oscar, our Chief Risk Officer.

Oscar Rodriguez Herrero

Analyst · Deutsche Bank

Tito, thank you for your question. In terms of asset quality, it is -- just, we've seen in the first quarter a slight deterioration in the indicators over 90 and a little bit stronger or more stronger in the 15 to 90 days. Well you have to consider -- our analysis shows that this operation has been strongly impacted by the characteristics of the first quarter that has some seasonal component. And it is also -- it has been also impacted by the lower production in the collections area due to the less number of working days. We believe that there are no significant changes in terms of the level of delinquency. And in terms of -- you mentioned also, you wanted to know about how do we see the year 2014. We'll continue to -- or we maintain what we said in our previous conference calls regarding last year in which the vantages continue to show a stability in general. And therefore, we maintain our view that the delinquencies should remain in comfortable levels. And this will continue to evolve with the credit growth and the evolution of the mix.

Operator

Operator

The next question comes from Saul Martinez of JPMorgan. Saul Martinez - JP Morgan Chase & Co, Research Division: I have maybe a little bit of an uncomfortable question. But a number of investors I've communicated with have been upset or bothered by the transaction, feeling that value's been destroyed since the IPO, and now they're being asked to be bought out at what amounts to fairly depressed levels in their minds. And one of the common notions that is being -- that has been thrown out there, at least to most people I've spoken to, is that maybe Santander hasn't have the right incentive to produce results or to improve results in Brazil in light of the transaction. I'm curious how you would respond to that sentiment. Carlos Alberto López Galán: Thank you, Saul, for your question. There are different obsticalities [ph] from one transaction. We've seen that view compared with when we made the IPO, the timing and the moment it was completely different. Bear in mind that when we made the IPO, for instance the BOVESPA index was about 70,000 -- about 70,000 level. And the multiples for all the industry, they were above, for instance be [ph] 13%. So now the reality is different at the moment for Brazil and for the multiples for the industry and for the equity is different and based on this reality that this proposal made. Now I think that you have to consider in the reality and the environment, and nowadays we have with Brazil, with a franchise and with their financial industry. I think that the incentives for the Santander Brasil to deploy capital to improve as much as possible, they are going to maintain before and after this transaction. And I think that there are -- the view…

Operator

Operator

[Operator Instructions] The next question comes from Jose Barria with Bank of America.

Jose Barria - BofA Merrill Lynch, Research Division

Analyst · Bank of America

I just have a question or, I guess, more clarification with regards to the value of the transaction that was announced. It says here in the release that investors will receive 70 -- 0.70 shares of the Group, the Spanish group for each share or ADR or the local or basically the equivalent of BRL 15.3 per share on the local. I'm just curious between now and closing what happens in terms of the value of the shares of the Santander Spain move. In essence, what's fixed here, the 0.70 or the 15.3, it just wasn't clear. And second, what exchange rate will you be using for the conversion of the ADRs? Is it the exchange rate that was as of today at the announcement or the completion of the close? Carlos Alberto López Galán: Well, thank you, Jose. In order to be more accurate I would prefer to ask those questions to the parent company. But they are -- I'm going to try to give you the view that we have about this transaction. First, the 0.7% Santander Group stock is there. The equation has changed for Santander Brasil. And secondly, they are -- all this pro-sale [ph] is subject to legal requirements and legal approvals. As I mentioned, it's going to take -- our expectation is to execute at the end of September or October, so it means that in the 4Q. And basically, they are -- that we are expect approvals from the shareholder meetings in either Santander Brasil and Santander Group in Spain. They are a defined calendar that is shown in the site and you can review. And once again, the exchange rate conversion is defined. It's already defined. And it's based on the prices quoted yesterday with the exchange rate quoted in euro [ph] reals closed yesterday. So it's already defined, and it's already defined til the execution of this transaction.

Jose Barria - BofA Merrill Lynch, Research Division

Analyst · Bank of America

I see. Okay. And then following up on a question that was made earlier. We -- can you just give us an indication of more or less what the expected dividend payments, as per the usual policy, would be from now until October in terms of dividends per share? Carlos Alberto López Galán: Well, as I mentioned, before, there is no change in the dividend policy and it's going to follow the same pattern that we have seen until now. Nothing is going to change. And the idea, as I mentioned, is to distribute 50% of IFRS results, which is more or less equivalent to 90% of the Brazilian results. This event or this offer is not going to change the policy, and we are going to maintain the same volume and the same criteria in the quarters to come.

Jose Barria - BofA Merrill Lynch, Research Division

Analyst · Bank of America

Okay. And just lastly, following up to you on the first answer, you said the fixed portion of the offer was the 0.7% group's -- shares of the group per share of the local. Is there any circumstance under which that would change given the many potential material change in the value of the Santander Spain shares or -- I mean, what are your thoughts on that? Carlos Alberto López Galán: I am not the best person here to answer that question but we will or would, of course. We don't see any material event. But as this singular processes always that you have to comply every single step legal, internally and from regulators. But we don't see in the near horizon a material event in order to suspend or to change the offer. But when again, I would prefer that this answer should be answered by the parent company. Once again, something that's important to mention is that this offer is voluntary. It's not, I would say, constrained to a minimum acceptance. And so basically, it will depend on the number of minority shareholders that they are going to tender the volume of the transaction. But as I mentioned, there are not restrictions and it's open a voluntary for the minority shareholders.

Operator

Operator

The next question comes from Bruno Chemmer with Bradesco. Carlos Firetti - Bradesco S.A. Corretora de Títulos e Valores Mobiliários, Research Division: This is Carlos Firetti actually. I have a question regarding the process for the offer. You said there is no minimum participation in the offer. But before the offer, actually this view must be approved by the Shareholders Meeting with minimum votes from minority shareholders or not? Carlos Alberto López Galán: Well, in order to give you more clarity from Santander Brasil perspective, what we are going to do is their independent board members, they are going to ask for a independent appraisal. There is one appraisal with the exchange and they can call or they can suggest to have a new appraisal. After that, they are going to call for the Shareholders Meeting and there is not a constraint or restriction about the number of acceptance or the quorum of the Shareholders Meeting in order to accept the transaction. I don't know if I answered your question. Carlos Firetti - Bradesco S.A. Corretora de Títulos e Valores Mobiliários, Research Division: Yes, basically, Santander can vote to approve the offer or only the minority shareholders will vote on it? Carlos Alberto López Galán: Well, Carlos, if you prefer in order to confirm that, I prefer to check with our legal department to confirm that, and I can clarify to everyone this issue. Carlos Firetti - Bradesco S.A. Corretora de Títulos e Valores Mobiliários, Research Division: Okay. Because on my understanding, you guys are listed on the Level 2 Corporate Governance from BOVESPA, and I was looking through the rules. And actually, there are rules that say the offer must be approved by Shareholders Meeting. It's not clear for me if there is a minimum acceptance or minimum floating level on this meeting but it, for me, seems strange that Santander can -- could vote on it, but that's on... Carlos Alberto López Galán: Yes. You're right. You're right. As I mentioned, with the board members that only independent, they are going to face and work on this transaction to suggest to the Shareholders Meeting. They're suggesting the final suggestion in the Shareholders Meeting. I understand as well that the minority -- but what I'm not clear if there is a minimum acceptance. As far as I know, it's not a limit of acceptance. And yes, I've seen that the minority, they are only the one that they can vote in the Shareholder Meeting. But once again, I would prefer to confirm once that the legal -- with the support of our Legal Department.

Operator

Operator

The next question comes from Regina Sanchez with Itaú. Regina Longo Sanchez - Itaú Corretora de Valores S.A., Research Division: I also have 2 questions. I mean, the first one is related to this offer, meaning that Santander I mean have confidence in its Brazilian subsidiary and its long-term growth potential. I mean, do you think it also includes this sort of approach of some of the parts considering maybe hidden values that there are in the Brazil operations, especially the one's related to credit card business, the acquiring business, the means of payment, considering the recent acquisition of GetNet? Do you think that, that might also have been motivated? And maybe do you see opportunity of unlock this value after the offer for Santander Brasil minorities? And then I have a second question. Carlos Alberto López Galán: Thank you, Regina. I would say that it's not just one part of the bank. The offer looks at the franchise as a whole. And part of the offer is because the parent company understands that the franchise worth much more at this price today in the markets. So to unlock these values is that basically the rationale behind this offer. And, of course, when you see a different parts of the bank, there are some of them that they have more value than other. But the most important thing is that the entire institution, the entire franchise, that clearly, the parent company understands that it is undervalued. And that's why the offering has a 24% premium or above the stock price closed yesterday. Regina Longo Sanchez - Itaú Corretora de Valores S.A., Research Division: Okay. And my second question is when -- you were also internally analyzing what -- where was the minimal return on risk-adjusted capital. I mean, internally and…

Operator

Operator

[Operator Instructions] As we have no further questions, the Q&A session is over, and I wish to hand over to Mr. Carlos Galán for his concluding remarks. Carlos Alberto López Galán: Once again, thank you for your attendance and for your time. As I mentioned, the pending answers will be delivered to all of you. If you have further questions, we'll be glad to support you and to help you through our Investor Relations department. Thank you, anyway, and we will contact you as soon as you want. Thank you.

Operator

Operator

Banco Santander's conference call has come to an end. We thank you for your participation. Have a nice day. Thank you.