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Transcript
CLAVE, Sociedad Calificadora de Riesgo, C.A.
Contacts:
Otto Rivero (0212) 905.6383
Risk Assessment Report.
Summary page / Descriptive Report.
Caracas, March 2012.
F.V.I. Fondo de Valores Inmobiliarios, S.A.C.A.
Type of Title
Unsecured Obligations
Emission Nº
2012-I
Amount
Denomination
Bs.500,000,000.00
Bolivars
Period
Between
1 and 5 Years
Emission approved by Special Shareholders Assembly held on April 8, 2011.
Category Sub-Category Date of Report
March 26,2012
A
A3
Most Recent Finance. Report
At 12/31/11 (Not audited)
Next Revision
In six (6) months
Definition of Category A: “Corresponds to instruments with a very good capacity of capital and
interest payment, in the terms and period specified at the time of the emission. This capacity is
not seen as significantly affected due to possible changes in the issuer, the economic sector
where it operates and in the economy as a whole”.
Definition of Sub Category A3: “It is about instruments that offer a low risk to the investor.
They have a suitable capacity of payment, of capital and interest, in the agreed terms and
period specified. According to the qualifier, only in extreme cases, such as possible changes in
the emitting institution, the economic sector to which he belongs or in the performance of the
economy in general, could slightly increase the risk of the instrument under consideration”.
(Illegible Signature)
Otto Rivero
For the qualifying Junta :
(Illegible Signature)
Sarino Russo
(Illegible Signature)
Cesar Mendoza
Basis of the qualification:
●
The perspective of growth of the environment where the Issuer operates is limited. As of
the fourth trimester of 2010 the initial recessive cycle that started during the second quarter of
2009 is reverted. During 2012 the expansion of the public expenditures associated to electoral
surroundings, will favor private consumption, and the economic growth of the country, which
would favor the recurring activities of the Issuer in the short term.
●
The operational margin calculated, on the basis of the recurring activities of the Issuer
(renting, services and parking lots) maintains quite solid levels, staying around 35,6% in the
FY11 (37.7% in the first trimester of the FY12). When including the non recurring operations,
this margin is located in 32,8% in FY11 (42.6% in the first trimester of the FY12). The
operating margin has benefited from the reorganization of the operations in Venezuela,
after concluding all the works of importance undertaken.
●
In FY11, the net back-to-back, financial debt was reduced by 13.8% in real terms
(expressed in constant bolivars of December 2011) when passing from Bs. 1.452, 9 million
on 09/30/10, to Bs. 1,251.9 on 09/30/11. During the first trimester of the FY12, the
previously mentioned debt increases 4.9% in real terms. The financial load has benefited
from the beginning of the FY08 with the reduction of interest prevailing in the market.
●
In FY11 the net cover of interests was lowered to 1,88x (2,97x in the FY1O) as a
consequence of a fall of the recurring income and a smaller volume of real estate sales.
During the first trimester of the FY12 the cover recovers up to 2,86x (1,94x in the first
trimester of the FY11), favored by the larger income generated by the sale of buildings and a
smaller financial load in real terms, as a result of the recent emission of debt in the capitals
market, in favorable conditions. The expected income growth due to rentals derived from
the incorporation of new rent generating assets and the optimization of the cost of the
debt, will contribute to the support of the interests cover.
● During the first trimester of FY12 the greater generation of cash flow associated to sale
of real estate favored the recovery of the liquidity indicators. The cash balances, cash
equivalents and temporary investments maintained by FVI to 31/12/11 for a total of Bs.
665.2 million; cover 1,65X of the short term financial debt. It is expected that the income
generated by the disincorporation of assets in the offices segment continue favoring the
short term cash flow of the company and the levels of liquidity of the Issuer.
●
Soon after the present emission of unsecured obligations, the Issuer will conclude a
process of disincorporation of assets in the offices business as part of the strategy of
concentration in the commercial centers business. The funds originating from these
disinvestments will be dedicated to the reduction of the financial debt, taking into account
that the macroeconomic perspective is not favorable for a robust growth of the renting
income of the commercial premises, which could compensate the rent income that is
sacrificed in the process.
●
Recently FVI concluded the Tolon II project of housing and commerce. This project is
the last important work undertaken by the Issuer in Venezuela and consists of 5,500 m2 of
commercial area and 11,870 m2 of residential area. The Issuer is negotiating the partial sale
of the commercial business of Tolon II, that will represent an important source of short term
resources, favoring as well, a greater generation of rent income. At the same time, FVI is
negotiating the acquisition of a new commercial center in the interior of the country that
would allow extending the portfolio of rent generating assets to the Issuer.
PROCESSING AND SOURCES OF THE INFORMATION.
The analyzed results of the three first months of the present fiscal year which end on the 31
of December of 2011 correspond to not audited financial statements, whereas the results
analyzed to the closing of fiscal years 2011, 2010, 2009, 2008 and 2007 finalized on
September 30, correspond to the audited financial statements of the Issuer, adjusted to the
effects of inflation by means of the General Level of Prices method. The auditors are KPMG
Alcaraz Cabrera Vázquez. The information of the economic activity and the sector, in which
the Issuer operates, comes from financial institutions and specialized consulting companies.
INFLUENCES FROM THE SECTOR AND THE contracts of renting of the commercial
ECONOMY.
premises include a fixed component and a
variable one (based on sales). The terms
DESCRIPTION OF THE BUSINESS.
oscillate between 3 and 5 years.
FONDO DE VALORES INMOBILIARIOS,
The profitable net area of investments in
S.A.C.A. (FVI) is a financial and real estate
offices to the 31/12/11 is detailed next:
company dedicated to invest, promote and
Rental Area (M2) and Occupation (%)
to manage the rent of spaces in
Total
Rented
Occupation
Office
Buildings
commercial, entertainment and offices
3,867
3,867
100
San Ignacio Center
premises. The areas of business of the FVI 3M
4,289
4,289
100
are: 1) Renting of own buildings: HP
3,401
3,401
100
1,867
1,867
100
commercial premises, offices, and deposits; Provincial A and B
1,811
665
37
2) Administration of parking spaces in Mene Grande
804
0
0
commercial centers and office buildings; 3) IASA
16,038
14,089
88
Total
Services of intermediation and real estate
administration, rent of advertising spaces in
commercial centers; 4) Sale of buildings It´s worth emphasizing that FVI must
assume the costs of condominium of the
developed or acquired by the FVI.
vacated buildings. The office rent contracts
Income in Thousands of Constant Bs at December 2011
Kind of Business
FY11
FY10
FY09
FY08 are in fixed rates, in bolivars, adjusted to
235,523
257,045
257,507
233,078 the Consumer´s price index. FVI maintains a
Rents
24,062
28,441
37,512
40,257
Parking Lots
strategy of disinvestment in the offices
50,257
43,789
56,601
60,716
Services
309,843
329,275
351,620
334,051 segment, process that will be concluded in
Subt. Recur. Income
267,570
616,970
257,186
232,847,
Sale of Real Estate
the next 3 years and which includes the sale
577,413
946,245
608,806
566,898
Total Income
of CSI, 3M, HP, Mene Grande and Provincial
Source: Audited Financial Statements
Towers; with the intention of focusing in
The FVI concentrates in two subsidiaries the High End Commercial Centers business,
the handling and development of their where FVI has participation (Tolon I and II,
main types of building. In Inmuebles y San Ignacio and Paseo El Hatillo-La
Valores Caracas (INVACA) it concentrates Lagunita).
the offer of commercial centers. The offer
FVI has culminated three important works
of buildings destined to office is
recently. First, in El Rosal urbanization of
concentrated In Latinamerican Office
Caracas is the Galipan Enterprise Center.
Properties. As of 31/12/11, the profitable
This project developed by LOP, consists of
net area of the investments in commercial
43,000 m2 of offices. The building is 100%
centers is detailed next:
sold. The second is the development of
INVACA – Rental Area (M2) and Occupation (%)
offices at Paseo El Hatillo-La Lagunita,
Total
Rented
Occupation
Commercial Centers
which complements the commercial center,
Area
23,846
23,047
97 and
Tolon
has a construction area of
18,304
17,164
94
Paseo El Hatillo LL
approximately 6,000 mts2, 100% sold. The
8,043
7,523
94
San Ignacio Center
50,143
47,760
95 third work is the housing and commerce
Total
The average percentage occupation of the project Tolon II, developed by INVACA
commercial centers has stayed stable with through its 100% owned branch, Carotal
Corporation; which consists of a 5,500 m2
respect to the closing of FY1O (98%). The
Commercial area and a residential area of
11,870 m2. 100% of the residential area has
been sold and the commercial area is at
present being negotiated with interested
parties. The project was concluded during the
Fourth trimester of 2010.
SITUATION OF THE ECONOMY AND THE
SECTOR
Average price of oil
Venezuelan Basket
US$/Barrel
2011
101.06
2010
71.9
2009
57.0
2008
86.8
After reaching a historical maximum of US$
130/barrel in July 2008, the price of the
Venezuelan basket of crude fell to US$ 32 in
December of the same year, product of the
global economic crisis that untied the
bankruptcy of the USA global company of
financial services, Lehman Brothers. The steep
fall of the prices of petroleum and the later
exhaustion of the accumulated resources by
the Venezuelan Government, triggered the
recessive phase of the local economy as of the
second trimester of 2009.
Real Sector of the Economy-Consumption & Inflation
2011
2010
2009
2008
Real Variation %
Total GDP
4.2
-1.5
-3.2
5.3
Oil GDP
0.6
0.1
-7.4
2.9
Non Oil GDP
4.5
-1.6
-1.7
5.7
Construction GDP
4.8
-7.0
-0.2
10.5
Private Consum.
4.0
-1.9
-2.9
6.3
Variation CPI
27.6
27.2 -25.1 30.9
The sustained recovery of petroleum prices in
2010, that allowed, together with the official
exchange rate devaluation, at the beginning of
the year, to increase public expenditures
significantly, was insufficient to reverse the
contractive tendency during the three first
trimesters of the year. The lower productivity of
the nationalized companies, was joined by the
electrical rationing, that in general affected
commerce and industry, plus the closing of
the permutation parallel dollar market with
the consequent delays in the provision of raw
materials and imported goods.
The strong increase of the oil prices in 2011
together with the new devaluation of the
official exchange rate at the beginning of the
year, again allowed to the Government an
important increase in the public expenditures.
The expansion of the economy was
maintained throughout 2011, although the
difficulties maintaining public expenditures to
invigorate the economy, still persist, coupled
with the low investment of the private sector
and the difficulties for obtaining raw materials
for industrial production.
The fall of the real GDP in 2009 and 2010 was
closely related to the fall of the aggregate
internal demand, whose main component is
private consumption, which has constituted
the fundamental motor of the economic
growth. In 2011, with the increase in
government
expenditures,
population
occupied in the public sector grew significantly
as well as the real wages, which had
decreased during the last three years. Equal
behavior was registered in the private sector
and in this way; consumption has recovered in
the present year.
Average Interest*
Rate (%)
Active
90 Days Term
Spread
2011
17.45
14.73
2.72
2010
17.93
14.79
3.14
2009
20.31
15.58
4.73
2008
22.77
16.55
6.22
In 2008 the BCV took measures to control
consumption, and therefore the inflation,
increasing the passive interest rates to a
minimum of 13% and the active ones to a
maximum of 33%. Besides the reductions
applied to the maximum active rate on the
part of the BCV in April of 2009 (32%) and
June of 2009 (29%), the little credit demand,
characteristic of the recessive cycles,
contributed to the reduction of the active
interest rates and “spread” in 2009 and 2010.
The tendency has continued in 2011 when the
credit portfolio of the banks has grown timidly
in response to the recovery of the economic
activity.
In January of 2010 the devaluation of the
Bolivar and the adoption of a type of dual
change, was announced by the National
Executive, setting down a first level in Bs. 2.60
per US dollar, destined to the transactions
considered
of
high-priority
(familiar
remittances, students, foods, health, sports,
others), public imports and payment of
external debt, and a second level in Bs. 4.30
per dollar, called “oil dollar”, which includes
to the rest of the economic sectors. In May of
2010
the
Government
closed
the
“permutation” market and in the following
month of June, the BCV implemented a
System of Transactions with Titles in Foreign
Currencies (SITME), through which the
juridical persons can acquire up to a monthly
maximum of US$ 350,000 for the importation
of goods and services, and the natural
persons for familiar remittances, studies
abroad, consumptions during trips abroad
and other concepts. The type of implicit
change average of this mechanism is of Bs.
5.30 per dollar. In force starting on January 1º
of 2011, the Executive announced the
unification of the type of dual change for
currencies administered by CADIVI at the
level of Bs. 4.30 per dollar.
For the period 2012 -2013, a positive
performance in world-wide economic growth,
(even though threats of recession by the crisis
of the European debt and the possible
deceleration of the economic growth of China
do exist) with the consequent strengthening
of the oil demand, is expected. That, together
with the restrictions in supply, will maintain
the high level of oil prices that is observed at
the moment. With the high fiscal expenditures
expected for 2012, due to it being electoral
year, a growth of around 4% is expected. For
the short and medium term, it is expected
that recovery of the private consumption will
be maintained, although the inflationary
pressures will continue, which combined with
the weakness of the labor market could affect
the potential of this growth negatively.
On the other hand, the prices of office spaces
have undergone an important increase during
the last five years, due to the increased
demand that took place with the increase of
the economic activity and the low inventories.
This demand has gone mainly towards rent,
since the present tendency of the companies
is not to immobilize capital in nonproductive
assets. The supply of offices as much for rent
as for sale has not increased significantly due
to the little investment in new construction
projects by the private sector, which have
been discouraged by the high inflation, price
control of rents, high local interest rates, and
overvaluation of the exchange rate, among
others. Finally, the purchase on the part of the
Venezuelan State of the main cement
producing companies of the country during
2009, and the steel products manufacturers in
2008 and 2010, as well as the regulation of
the main construction raw materials has
additionally limited the growth of the supply
and delayed the execution of ongoing
projects. The number of transaction of
commercial premises in the metropolitan area
of Caracas has presented a cyclical behavior,
with a tendency to fall; therefore the prices of
commercial premises have undergone an
important increase. It is worthwhile to
emphasize that the decrease in the number of
operations in the segment of commercial
premises in the last years has been
determined by the reorientation of the
commercial centers to the renting market.
The Ministry of the Popular Power for Public
Works and Housing, emitted Resolution N°
110, published in Official Gazette N° 39,197
dated June 11 o of 2009, according to which
the collection of quotas, or percentages, based
on the Consumer Prices Index (IPC) in real
estate projects is prohibited and, it can be
presumed, will impact negatively in the
activities of the construction sector.
Additionally, the expropriations of real estate
projects undertaken by the Government and
then intensified in 2010 will have an adverse
effect in the number of companies that are
dedicated to this activity.
POSITION OF THE COMPANY IN THE SECTOR
The Commercial Centers where the FVI has
participation (Tolon I and II, San Ignacio and
Paseo El Hatillo-La Lagunita) serve mainly the
population segments with the greater
spending power. That is the reason why they
were less affected by the recessive cycle of the
economy. During 2011 the number of visits to
the main commercial centers of FVI increased
by 9.3% and the increase in sales in bolivars of
the renters was 34.5%; greater than the
inflation of 27.60%.
Comm. Center
Tolon
Paseo El Hatillo
San Ignacio
INVACA – Number of Visits
2011
2010
7,201,513
6,663,634
5,229,468
4,848,295
10,017,615 9,031,096
Variation
8.1%
7.9%
10.9%
INVACA – Sales by Premises (Thousands of Bs)
Commercial Center
2011
2010
Variation
701,702 544,148
29.0%
Tolon
363,506 255,663
42.2%
Paseo El Hatillo
104,702 64,029
63.4%
San Ignacio
FVI has exported its “know how” through
agreements of strategic alliances in the
development and operation of “High End”
Commercial Centers for the Caribbean Region,
having closed agreements in the Dominican
Republic and the Island of Saint Maarten.
The office spaces currently managed by FVI are
located mainly in the Chacao Municipality. The
rented spaces are distributed between the
energy sector, services and technology.
ANALYSIS OF THE FINANCIAL STATEMENTS.
The numbers mentioned next correspond to
the financial statements adjusted by inflation,
expressed in constant bolivars of December 31
of 2011.
PROFITABILITY.
Indexes (%)
Gross margin*
Operating margin*
Operating margin
Net margin
ROE
ROA
Dic 11
59.4
37.7
42.6
15.2
9.9
4.0
Sep 11
Sep 10
Sep 09
60.0
35.6
32.8
8.9
3.1
1.2
62.1
40.0
33.1
8.1
4.7
1.6
64.7
39.5
50.2
13.6
5.0
1.3
(*)Recurring operations; does not include income and costs
due to Real Estate and Investments sold.
After the income from recurring operations of
the Issuer (renting, parking and services) grew
continuously in constant bolivars during ten
consecutive fiscal years, in FYIO and FY11
these incomes have diminished to an average
rate of 6% per annum. In the first trimester of
FYI2, the reduction has been of 7.4% with
respect to the same quarter of the previous
exercise. The aging of the existing commercial
centers, the disinvestments in the services
segment (franchises and entertainment) and,
more recently, in parking and office spaces,
have contributed to such behavior.
During FY08 the non-recurring Income
maintained an increasing tendency, product of
the disinvestment process initiated by FVI in
the offices segment since FY07, in order to
concentrate in the of commercial centers
business. During that exercise offices in
Towers CSI, Roygar and Regelfall are sold,
whose income represented 41.00% of total
Income. During FY09 office spaces in Towers
HP, 3M, CSI, and Provincial are sold.
During FY1O office spaces in Towers CSI and
HP, were sold as well as delivery of projects
executed for sale such as Galipan Center and
PEHLL take place. During FY11 the sales in
Galipan center, PEHLL, CSI and HP continued.
It is estimated that during the term of the
Unsecured Obligations, the disinvestment plan
of office spaces will generate cash surpluses
which will be applied partially to the reduction
of the financial debt.
The operating margin calculated with base in
the recurring operations of the Issuer has
diminished, as a result of the reduction of
recurring income since FYIO. Although the
reduction of these incomes has been reflected
in a decrease of all the yield indicators,
nevertheless they continue being widely
positive.
DEBT.
Indexes (%)
Liability/Patrimony
Liability/Assets
Current Cash/Liabi
Debt
Finac/Liabilities
Net F.D./Income
Dic 11
Sep 11
Sep 10
Sep 09
1.35
0.54
0.28
1.38
0.55
0.39
1.85
0.62
0.32
2.61
0.70
0.29
0.75
0.95
0.74
2.52
0.74
1.76
0.75
3.07
Between FY04 and FY08 the Issuer had a
continuous increment of its levels of leverage
measured through the Liabilities/Patrimony
relation, which was the result from the
indebtedness with which investment in
securities and the development of real estate
projects were financed. At the closing of FY09
the net financial debt fell by 20.0%, favored by
the cancellation of short term loans .
In FYIO the net back-to-back financial debt was
increased 42.3% in nominal terms when
passing from Bs. 762.4 million at 09/30/09, to
Bs. 1.084.8 million at 09/30/10. The increase
was of 11.2% in real terms. In FY11 the amount
of debt shown above, was increased 20.8% in
nominal terms when passing to Bs. 1.062.9
million at 30/09/11, showing a reduction of
3.8% in real terms. During the first trimester
of FYI2 the net back-to-back financial debt
raises 2% in nominal terms to be located in
Bs. 1.083.8 million, equivalent to a reduction
in real terms of 3.9%. The financial load has
benefited since FY08 with the reduction of
the prevailing interest rates in the market.
Financial Debt (Thousands of Constant Bs)
Balance Entries
Dic 11
Sep 11 Sep 10 Sep 09
Bank Loans
358
137
298
281
Current Portion
0
47
27
325
Fin. Obligs. PC
46
471
375
339
Financial Debt PC
403
655
700
946
L.T. Loans
262
205
366
751
Fin. Obligs L.T.
1,057
839 1,192 1,529
Financial Debt LT
1,319 1,044 1,557 2,280
Total Finan. Debt
1,723 1,698 2,258 3,226
Cash and equiv.
224
127
279
79
Temporary Inv.
441
117
311 1,280
Net Finan. Debt
1,058 1,455 1,667 1,867
The financial debt of the Issuer in real terms
has been reduced in significant terms at the
closing of FY11, showing a slight increase at
12/31/11. The funds originating from the
emission will be used to partially restructure
the debts due in years 2012 and 2013.
SOLVENCY AND LIQUIDITY.
Indexes (%)
Interest Cover
Adjusted Cover*
Liquidity
Acid Test
Cash &Temp
Inv/Finan Debt
Dic 11
Sep 11
Sep 10
Sep 09
2.86
0.81
1.73
1.42
1.88
1.29
1.04
0.52
2.97
1.49
1.11
0.85
2.83
1.45
1.49
1.47
1.65
0.37
0.84
1.44
During the first trimester of FY12 the greater
generation of associated cash flow on real
estate sales favored the recovery of the
liquidity indicators. The balances in cash,
temporary equivalents of cash and
investments maintained by FVI at 12/31/11,
for a total of Bs 665,2 million, cover 1.65X of
the short term financial debt. It is expected
that the income generated by the
disincorporation of assets in the offices
segment will continue favoring the cash flow
of the company and the levels of liquidity of
the Issuer.
The expansion process of the company by
means of the incorporation of new assets
(Tolon Commercial Center, San Ignacio Center,
C.C. Paseo El Hatillo-La Lagunita), demanded
substantial investments, in its majority
originating from financial loans and unsecured
general obligations. The main productive
assets in terms of income generating capacity,
property of the FVI, maintain high levels of
occupation.
In FY11 the net cover of interests lowered to
1,88x (2,97x in FYIO) product of a fall of
recurring income and a smaller volume of
buildings sales. During the first trimester of
FYl2 the cover is recuperated to 2,86x (1, 94x
in the first trimester of FY11), favored by the
greater income generated by the sale of
buildings and a smaller financial load in real
terms, resulting from the recent emission of
debt in the capitals market in favorable
conditions.
Until FY11 the recurring operations (renting,
services and parking) managed to cover the
totality of net financial interests. During the
first trimester of FYl2 this cover declines due
to a reduction of the income from interests, as
a result of an accounting reclassification of
income from interests. The growth of income
expected from renting, product of the
incorporation of new rent generating assets
and the optimization of the cost of the debt
will contribute to the support of the interests
cover.
The funds originating from disinvestments in
the offices segment will be dedicated to the
reduction of financial debt, taking into
account that the macroeconomic perspectives
are not favorable for a robust growth of
income from renting of commercial premises
that could compensate the recurrent income
that is sacrificed in the process.
EFFICIENCY.
Indexes (times)
Sales/Tot Asset
Sales/Fixed Assets
Dic 11
Sep 11
Sep 10
Sep 09
0.26
0.81
0.14
0.40
0.19
0.63
0.10
0.36
The dynamism of the real estate activity has
favored the maintenance of high levels of
occupation in the buildings property of FVI.
The composition of the real estate portfolio
(offices for the corporate segment, especially
multinational oil companies and banks, as well
as premises in “High End” commercial
centers), combined with the disinvestment
process of buildings pertaining to the offices
segment, has favored the behavior of this
indicator (See Description of the Business).
SENSITIVITY BEFORE CHANGES IN ECONOMIC
POLICY.
As a result of the exchange control established
in the country as of January of 2003, the FVI
management initiated a process of
cancellation of liabilities in foreign currency. In
this sense part of this debt was recognized by
the foreign exchange administrative office
(CADIVI), as well as the conversion into
bolivars of another part and cancellation of
liabilities by means of the application of its
own resources in foreign currency.
Historically, the Issuer has maintained a net
active position in foreign currency. On the
other hand, the Issuer maintains investments
in portfolios denominated in bolivars whose
valuation fluctuates mainly according to the
exchange rate of the Bolivar, mainly against
the American dollar. This scheme of
investment combined with the active position
in foreign currency, allows it to obtain positive
results in cases of devaluation of the type of
official exchange rate.
In the horizon of the obligations object of the
present qualification, the cover of interests
projected by the FVI Management is
adequate. Nevertheless, it could be
jeopardized as a consequence of a greater fall
of private consumption as a result of poor
performance of the economic activity, with
the consequent impact on the variable
component of the renting canons. Another
risk associated with the flow of income of the
Issuer, constitutes a probable loss of value of
the assets, which could affect the income
derived from the disinvestment program in
the offices segment advanced by the Issuer.
The totality of the present debt of FVI is
denominated in Bolivars. An increase of 50
percentage points in the average active
interest rates would reduce the cover of
interests projected by FVI to levels still
considered comfortable.
EXPANSION and GROWTH.
In accordance with its present business
strategy, the FVI is in a process of
disinvestment in the offices segment, a
process that will extend during the next 3
years and that includes the sale of CSI, 3M,
HP, Menegrande and Provincial office
buildings, and that will constitute an
important source of income for the Issuer. The
efforts of the Issuer are concentrated in the
commercial centers business. At the moment,
FVI has concluded the Tolon project of
housing and commerce, developed by INVACA
through their 100% owned affiliate, CarutaI
Corporation. This project is the last important
work undertaken by FVI in Venezuela and
consists of 5,500 m2 of commercial area and
11,870 m2 of residential area.
GUARANTEES AND DEFENSES.
The Unsecured General Obligations N° 2012-1,
object of the present qualification, will not
have any type of guarantee or defense with
respect to the payment of interests and
capital that will grant the investor any
additional protection different from the
solvency of the Issuer.
ADMINISTRATION AND PROPERTY.
Fondo de Valores Inmobiliarios was founded
on March 1992, by Luis Emilio Velutini and a
group of investors related to some
Venezuelan financial institutions, dedicating
itself in one first stage to the investment,
development and administration of a portfolio
of real estate assets, specifically in the
commercial premises and offices, under the
figure of long term leases.
In the middle of 1996 a private shares offer
for US$ 56 million was placed and the
Argentine
company
Inversiones
y
Representaciones, S.A. (IRSA), is also
incorporated as a shareholder, which later
sells its participation in 2001 after a program
of reorganization of their operations. During
1997, the company issued a public offer of
class B shares, equivalent to US$ 100 million
and in January of 1998, managed to complete
the ADR'S program Level I.
During 2002 the subscription of shares on the
part of the EIP company with a capital
contribution of more than Bs. 51.0 million. EIP
is a part of Equity Group Investment, formed
by a group of companies dedicated to the
handling of investments in the real estate
market of the United States of America and
other regions, with combined assets of more
than US$ 38,000 million.
IMPACT OF THE EMISSION.
The shareholders of the company at 12-31-11
are:
The funds from the placement of General
Shareholder
% Participation
Unsecured Obligations N° 2012-1 by an
Class “A” Shareholders
amount of Bs. 500.000.000, 00 and term of up
Venezuela Invest Ltd
12.13
to 5 years, will be used to reprogram
Others
1.06
maturities of financial debt of the Issuer in
Total Class “A”
13.19
years 2012 and 2013.
Class “B” Shareholders
Bank of New York (ADR)
Caja Venezolana de Valores
Others
Total Class “B”
Total
71.87
2.36
12.57
86.81
100.00
The current Board of directors of FVI is
composed by the following members:
Name
Luis Emilio Velutini U.
Luis Emilio Velutini U.
Horacio J. Velutini Sosa
Luis Garcia Montoya
Luis Delgado Lugo
Carlos Acosta
Pedro Lopez
Luis Carlos Serra Carmona
Alvar Nelson Ortiz
Tulio Guillermo Chacon
Luis Andres Guerrero Rosales
Jose Vicente Melo Lopez
Armando Capriles Capriles
Office
President
Principal Directors
Substitute Directors
WARNING: The present Opinion does not imply recommendation
to buy, to sell or to maintain the securities described, nor implies
a guarantee of payment of the title, but an evaluation on the
probability that opportunely the capital of the same and their
yields will be cancelled.