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4Q12 Earnings Presentation

February 20
th
, 2013
S
S
s
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This presentation may contain certain statements that express the management's expectations, beliefs and
assumptions about future events or results. Such statements are not historical fact, being based on currently
available competitive, financial and economic data, and on current projections about the industries
BM&FBOVESPA works in.
The verbs "anticipate," "believe," "estimate," "expect," "forecast," "plan," "predict," "project," "target" and other
similar verbs are intended to identify these forward-looking statements, which involve risks and uncertainties that
could cause actual results to differ materially from those projected in this presentation and do not guarantee any
future BM&FBOVESPA performance.

The factors that might affect performance include, but are not limited to: (i) market acceptance of BM&FBOVESPA
services; (ii) volatility related to (a) the Brazilian economy and securities markets and (b) the highly-competitive
industries in which BM&FBOVESPA operates; (iii) changes in (a) domestic and foreign legislation and taxation and
(b) government policies related to the financial and securities markets; (iv) increasing competition from new
entrants to the Brazilian markets; (v) ability to keep up with rapid changes in technological environment, including
the implementation of enhanced functionality demanded by BM&FBOVESPA customers; (vi) ability to maintain an
ongoing process for introducing competitive new products and services, while maintaining the competitiveness of
existing ones; (vii) ability to attract new customers in domestic and foreign jurisdictions; (viii) ability to expand the
offer of BM&FBOVESPA products in foreign jurisdictions.
All forward-looking statements in this presentation are based on information and data available as of the date
they were made, and BM&FBOVESPA undertakes no obligation to update them in light of new information or
future development.
This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall
there be any sale of securities where such offer or sale would be unlawful prior to registration or qualification
under the securities law. No offering shall be made except by means of a prospectus meeting the requirements of
the Brazilian Securities Commission CVM Instruction 400 of 2003, as amended.
Forward Looking Statements
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4Q12 vs. 4Q11 Highlights
Volumes growth and strict cost control
FINANCIAL HIGHLIGHTS
OPERATIONAL HIGHLIGHTS
Gross Revenue:
R$544.1 million, +4.2%
BOVESPA Seg.: R$238.5 million, +6.6%
BM&F Seg.: R$205.3 million, +15.9%
Net Revenue:
R$499.2 million, +5.9%
Adjusted Expenses¹:
R$174.2 million, +6.3%
2012
: R$563.5 million (close to the low range of the
announced guidance)
Operating Income:
R$243.1 million, +35.4%
Adj. Net Income²:
R$379.4 million, +7.6%
Adjusted EPS:
R$0.196, +7.4%
Payout: recommendation of a distribution of
R$388.7 million in 4Q12, totaling R$1,074.3 million
in 2012 - R$0.56 per share (100% GAAP net
income)
BOVESPA Segment:
ADTV: +9.4%
Margin: stable
BM&F Segment:
ADV: +15.4%
RPC: +4.1%
High growth products
ETFs: +61.9% in average daily value
Tesouro Direto: +38.6% of assets under custody
FIIs: strong growth of volumes (R$29.0 million
in
4Q12) and number of investors (97.1 thousand)
LCA: consistent growth of assets under custody
(R$36.5 billion)
2012/2013 MAIN PROJECTS
Clearinghouses' Integration
3
: presentation of IPN to market
PUMA Trading SystemTM: progress in delivering the equities module
OTC Platform: certification phase with market participant
Pricing Structure: studies regarding pricing differentiation and
incentive programs
New Data Center: construction started
1
Excludes stock options plan, depreciation, provisions, tax on dividends from CME Group and the guarantee fund transferred to BSM.
2
Excludes deferred liability recognized in correlation with temporary differences
from amortization of goodwill for tax purposes, the impact of the stock options plan, the investment in associate (CME Group) accounted under the equity method of accounting, net of taxes related to dividends,
taxes paid overseas to be compensated, the guarantee fund transferred to BSM in 4Q11 and provision related to health care insurance net of taxes in 4Q12.
3
IPN/CORE implementation requires the authorization of
the regulators.
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BOVESPA Segment Performance
Growth in volumes, turnover velocity and market capitalization
4Q12 vs. 4Q11:
ADTV: +9.4%, due to an increase of:
Average Market Capitalization (+7.8%)
Turnover Velocity (+122 bps), mainly
impacted by an increase in volatility and the
removal of the 2% IOF tax in Dec'11
Margin: stable
EVOLUTION OF INVESTOR´S PARTICIPATION IN ADTV AND
MARGIN
(in R$ billions)
HFTs PARTICIPATION
AVERAGE MARKET CAP. AND TURNOVER VELOCITY
(in R$ millions)
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9%
11%
3%
6%
6%
23%
5%
7%
2%
8%
10%
6%
4%
2%
15%
6%
13%
7%
22%
4%
51%
64%
79%
68%
67%
4Q11
1Q12
2Q12
3Q12
4Q12
1st Maturity
2nd Maturity
3rd Maturity
4th Maturity
5th Maturity
BM&F Segment Performance
High growth in Interest Rate Contracts in R$
4Q12 vs. 4Q11:
ADV: +15.4%, reflecting an increase of +27.2% in
ADV of Interest Rates contracts in R$
RPC: +4.1%, due to the:
·
Longer maturities in Interest Rate contracts in R$
·
FX depreciation (R$/US$) ­ FX and Interest Rate
contracts in US$
·
Decrease of HFTs participation in the ADV
ADV AND RPC EVOLUTION
HFT: ADV AND MARKET PARTICIPATION
INTEREST RATES IN R$ - VOLUMES BY MATURITY (%)
(in thousands of contracts)
(in millions of contracts)
1.5
1.7
2.3
1.8
1.9
0.5
0.5
0.5
0.5
0.5
0.2
0.1
0.2
0.1
0.1
0.3
0.3
0.3
0.4
0.3
2.5
2.7
3.4
2.7
2.8
1.157
1.172
1.133
1.269
1.205
4Q11
1Q12
2Q12
3Q12
4Q12
Int. Rate BRL
FX
Indices
Others
RPC (R$)
58%
78%
86%
90%
71%
50.9
46.5
64.8
58.3
53.1
119.9
129.5
136.9
73.8
45.5
145.8
134.8
192.5
209.1
208.8
25.2
101.8
10.1
0.9
0.1
341.8
412.5
404.4
342.2
307.4
7.3%
8.0%
6.3%
6.7%
5.7%
4Q11
1Q12
2Q12
3Q12
4Q12
Equities
FX
Mini contracts
Others
% in Overall Volume
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37.0%: Financial/Commodity Derivatives
37.6%: Cash Equities
8.7%: Trading
28.9%: Post-Trading
4.8%: Derivatives on Stocks and Indices
5.1%: Depository, Custody and Back-Office
3.4%: Securities Lending
3.0%: Vendors
2.5%: Trading Access (Brokers)
2.0%: Listing
4.6%: Others
Revenue Breakdown in 4Q12
Diversified revenue sources as a differential
REVENUE BREAKDOWN
Gross Revenue:
R$544.1 million
20.6%: Other Revenues
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ADJUSTED EXPENSES
Expenses:
R$256.0
million
TOTAL EXPENSES BREAKDOWN
(in R$ millions)
Adjusted Expenses: +6.3% vs. 4Q11
Adjusted Personnel: +5.4% vs. 4Q11, basically due to the
effects of annual union bargain in Aug'12
Data Processing: -12% vs. 4Q11, due to expenses reduction
with IT outsourcing and lower maintenance costs with legacy
platforms
Marketing: repriorization of Marketing actions
Others: reflects mainly the R$15 million transfer to BSM,
announced in 3Q12
*Includes expenses with maintenance in general, taxes adjusted by the dividends from CME Group,
board and committee members compensation and others.
4Q12 Expenses
Focus on cost control and operational efficiency
*
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PROVISION FOR PERSONNEL
TAXES AND CONTRIBUTIONS
OTHERS: TRANSFER TO BSM
+5.4%
+34.2%
Increase of Tax on Dividends from the
CME Group
: dividends received from
the CME Group reached R$60.7 million
in 4Q12, versus R$8.9 million in 4Q11.
Focus on strengthening market integrity;
BSM (BM&FBOVESPA Market Supervision)
acts in market surveillance and self-
regulation of all markets managed by
BVMF, pursuant to CVM rule 461/07;
Transfer of R$15 million to BSM previously
announced with the earnings results of
3Q12 and within the adjusted budget for
2012;
Goal: Funding of BSM´s activities over
2013.
(in R$ millions)
(in R$ millions)
(in R$ millions)
Other Expenses
Extraordinary expenses in 4Q12
Non-cash provision of R$27.5 million
related to the Company´s health plan;
The provision is related to the potential
liabilities generated by indirect subsidies
(difference between the average cost of the
plan negotiated by the Company and the
estimated average cost to individuals);
Employees who contributed to the plan
between 2002-2009 have the right to
maintain their status as beneficiary in the
event of severance or retirement, as long as
they bear the insurance costs;
The amount provisioned follows the CPC33 /
IAS 19 ­ Employee Benefits.
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CASH AND FINANCIAL INVESTMENTS
FINANCIAL INCOME
ADJUSTED NET INCOME (4Q12)
Financial Results of R$43.1 million, fall of 32.7% over 4Q11
Financial Income decreased 23.8% , reflecting lower interest
rates
Financial Expenses had a slightly increase of 1.8%
INVESTMENTS
Investments of R$134.2 million in 4Q12
In 2012, investments totaled R$258.4 million, within the budget
range previously announced (R$230 ­ 260 million)
Investment Budgets:
2013: between R$260 ­ 290 million
2014: between R$170 ­ 200 million
PAYOUT
On Feb. 19, 2013, the Board proposed a distribution of R$388.7
million in dividends to be paid in Apr. 30, 2013.
The payout in 2012 totaled R$1,074.3 million, the equivalent to
R$0.5565 per share and 100% of GAAP net income.
Credits from interest on shareholder´s equity of R$90 million
deliberated in Nov'12 decreased tax charges.
+7.6%
Financial Highlights
Strong cash position and high payout
(in R$ millions)
(in R$ millions)
*Includes expenses with depreciation and provisions.
**Includes collaterals pledged by participants in the form of cash, receivables and rights in securities under custody, as well as payouts still undisbursed.
***Includes third party collaterals and restricted funds at BM&F Settlement Bank (Banco BM&F).
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History of Growth
(ADTV in R$ billions, mkt cap in R$ trillions and turnover velocity in %)
2.42
69.8%
2.37
2.33
1.83
64.2%
63.8%
66.6%
Mkt Cap
Turnover
Velocity
ADTV
The 2009-12 CAGR of 11.1% reflects growth in
market capitalization and turnover velocity
Market Capitalization
The 27.8% growth between 2009-10 was followed by
a roughly flat period (distinguished performance
among sectors and reduced number of public
offerings)
Turnover Velocity
Foreign and local institutional investors, HFT and
products development
(ETFs, options and securities
lending) drove turnover velocity growth
EQUITIES
DERIVATIVES
(ADV in thousands of contracts, RPC in R$)
1,191
RPC
1,106
1,134
1,365
ADV
The 2009-12 CAGR of 24.0% was driven by the
growth of trading in interest rate contracts in
BRL, reflecting structural changes and volatility
RPC
The recent recovery in RPC is explained by a
combination of trading in longer maturity
interest rate contracts in BRL and the Brazilian
Real's depreciation
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Securities Lending
Real Estate Funds (FIIs)
High Growth Products
Growing sophistication of market participants
Options Market
(Open Interest in R$ billions)
Initiatives to develop and incentivize volume growth in some products;
Performance shows that the initiatives are being well received by the market.
ETFs
Tesouro Direto
Agrobusiness Credit Bill
(ADTV in R$ millions)
CAGR: +150.5%
CAGR: +35.9%
CAGR: +84.0%
CAGR: +45.7%
+50.5%
(ADTV in R$ millions)
(ADTV in R$ millions)
(Custody ­ in R$ billions)
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(in R$ millions)
(in R$)
History of Growth
Business growth in results
INCREASE OF RETURN TO SHAREHOLDERS ­ ADJUSTED EARNINGS PER SHARE
REVENUES AND RESULTS GROWTH
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Cash flow: return to shareholders
(in R$ millions)
2011
2012
Var.
2012/2011
Net income
1,048 1,074
Adjustments ­ non-cash items
469
570
Working capital ¹ variation
7 60
Operating cash flow
1,524 1,704
11.8%
Investments (net of asset sales)
(210)
(257)
Received dividends
33
124
Post-investment cash flow
1,347 1,572
16.7%
Share buyback program (net of sales)
590 (8)
Dividends and interest on own capital
889 1,148
Interest / change in debt
69 76
Cash / financial investments variation
(200)
356
Destination of cash flow
1,347 1,572
CASH FLOW/ USE OF CASH FLOW
¹ Does not consider variation in financial investments and collaterals.
Individual Company Statements
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ADJUSTED EXPENSES
Disciplined cost management
R$ millions
2010
2011
2012
2013e
Adjusted expenses
543.9 584.5 563.5
570.0*
Depreciation and amortization
54.8 75.2 93.7
-
Stock option cost
30.9 53.6 32.3
-
Others
3.9 103.3 73.6
-
Tax on dividends from the CME Group
4.0
9.9
37.4
-
Provisions
(0.1)
1.1
36.2
-
Contribution to MRP
- 92.3
-
-
GAAP expenses
633.5 816.7 763.1
-
* Mid-point of the budget range for 2013
1
CAGR(2010-13) of the inflation is 5.8% a.a.
Source: BCB Focus Bulletin (November 30, 2012) estimated IPCA
2010 ­ 2013e: GAGR of 1.6%
1
Cash expenses are decreasing in real
terms as a result of a strict cost
control program through which the
Company is leveraging its operational
efficiency
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Financial Statements
Strong operating performance
(in R$ millions)
2012
2011
Var.
2012/2011
Net Revenue
2,064.8
1,904.7
8.4%
Total Expenses
(763.1)
(816.7)
-6.6%
Operating Income
1,301.7
1,088.0
19.6%
Financial Income
208.9
280.7
-25.6%
EBT
1,659.8
1,588.2
4.5%
Net income*
1,074.3
1,048.0
2.5%
Adjusted net income
1,612.1
1,545.6
4.3%
Adjusted earnings per share (in R$)
0.835
0.793
5.3%
Adjusted Expenses
(563.5)
(584.5)
-3.6%
SUMMARY OF INCOME STATEMENT (CONSOLIDATED)
* Attributable to BM&FBOVESPA shareholders.
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*
IPN/CORE implementation requires the authorization of the regulators.
INTENSE DELIVERY PHASE
4Q12
1Q13
2Q13
3Q13
4Q13
1Q14
2Q14
3Q14
4Q14
(...)
Migration of
PUMA Trading
SystemTM
(equities)
New integrated clearing house/ CORE*
New Data Center Construction
OTC Derivatives
Platform (Calypso)
Fixed income
trading
platform
Fee structure redesign and the introduction of incentive programs
Development of new products / markets: ETFs, market making programs for the options market; dual listings...
Securities
Registration
Platform
(...)
(...)
(...)
(...)
Start of migration to the
New Data Center
Main Projects
Deliveries made and programmed
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Operating
Leverage
Significant investments
in technology and search
for greater efficiency
(cost control)
Strengthening of
Regulatory and
Institutional
Structure
Focus on Clients:
Development of
Markets and Products
Falling Interest Rates
Strong need for
Investments to
promote growth
Investments
portfolios still
concentrated in high
liquidity fixed
income products
High Potential
Revenue
Growth
Sustainable Results
(Maximization of Shareholders' Return)
BM&FBOVESPA
Well positioned to capture and generate growth
External
Factors
BVMF
Strategic
Focus
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APPENDIX
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Income Tax and Social Contribution
In R$ millions
2012
Total Current Tax
(67.3)
Recognition of Taxes (CME Group´s
participation)
(60.2)
Other Taxes to be rebated
(3.4)
Current Tax (BM&FBOVESPA Settlement
Bank)
(3.7)
Total Deferred Tax
(518.2)
Differed Liability (fiscal benefit from
goodwill)
(539.1)
Reversion of fiscal credits*
20.9
(=) Income Tax and Social Contribution
(585.5)
Cash impact
*Includes the tax benefit from interest on capital of R$90 million declared in November 2012.
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Balanço Patrimonial
Em R$ milhões
(in R$ millions)
12/31/2012 12/31/2011
(in R$ millions)
12/31/2012 12/31/2011
Current assets
3,536.3
2,401.1 Current liabilities
1,660.6
1,929.9
Cash and cash equivalents
43.6
64.6 Collateral for transactions
1,134.2
1,501.0
Financial investments
3,233.3
2,128.7 Others
526.4
428.9
Others
259.3
207.8 Non-current liabilities
3,072.6
2,402.5
Non-current assets
20,610.8
21,188.8 Foreign debt issues
1,242.2
1,138.7
Long-term receivables
808.9
1,767.4 Deferred Inc. Tax and Social Contrib.
1,739.6
1,204.6
Financial investments
573.6
1,589.1 Others
90.8
59.2
Others
235.3
178.3 Net equity
19,413.8
19,257.5
Investments
2,928.8
2,710.1 Capital stock
2,540.2
2,540.2
Property and equipment
361.0
357.2 Capital reserve
16,037.4
16,033.9
Intangible assets
16,512.2
16,354.1 Others
820.3
666.9
Goodwill
16,064.3
16,064.3 Minority shareholdings
16.0
16.5
Total Assets
24,147.1
23,589.9 Liabilities and Net Equity
24,147.1
23,589.9
Financial Statements
Summary of Balance Sheet Summary (Consolidated)
LIABILITIES AND SH. EQUITY
ASSETS
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Reconciliação do Lucro Líquido Ajustado - 1T12
(in R$ millions)
4Q12
4Q11
Change
4Q12/4Q11
2012
2011
Change
2012/2011
Net Income*
217.3
191.1
13.7% 1,074.3 1,048.0
2.5%
Stock options plan
7.9
10.4
-23.9%
32.3
53.6
-39.8%
Deferred Liabilities
134.8
124.7
8.1%
539.1
498.3
8.2%
Equity method investment (net of taxes)
(14.0)
(128.9)
-89.2%
(111.9)
(209.6)
-46.6%
Recoverable taxes paid overseas
15.2
63.0
-75.9%
60.2
63.0
-4.4%
Contribution to MRP
-
92.3
-
-
92.3
-
Provisions - Health Plan (net of taxes)
18.2
-
-
18.2
-
-
Adjusted net income
379.4
352.7
7.6% 1,612.1 1,545.6
4.3%
(in R$ millions)
4Q12
4Q11
Change
4Q12/4Q11
2012
2011
Change
2012/2011
Total Expenses
(256.0)
(291.6)
-12.2%
(763.1)
(816.7)
-6.6%
Depreciation
23.8 22.1
7.4%
93.7
75.2
24.6%
Stock options plan
7.9
10.4
-23.9%
32.3
53.6
-39.8%
Tax on dividends from the CME Group
18.2 2.7
580.4%
37.4
9.9
278.3%
Provisions
31.9
0.2
-
36.2
1.1
-
Contribution to MRP
-
92.3
-
-
92.3
-
Adjusted Expenses
(174.2)
(163.9)
6.3%
(563.5)
(584.5)
-3.6%
Financial Statements
Profits and adjusted expenses reconciliation
ADJUSTED NET INCOME RECONCILIATION
ADJUSTED EXPENSES RECONCILIATION
* Attributable to BM&FBOVESPA shareholders.
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www.bmfBOVESPA.com.br/ir
BM&FBOVESPA ­ Investor Relations
+55 (11) 2565-4729 / 4418 / 4834 / 4728 / 4007
ri@bmfBOVESPA.com.br