Family business in Latin America: facts and fgures The importance of the top 36 The top 3 The top 3 family businesses in industry sectors countries Latin America Of the world’s 7 Consumer products 15 Brazil 500 Generate Realize Employ largest family US$439.3b a market more than 2.2 businesses in revenues capitalization of million employees 6 15 (9.8% of Latin US$254b (0.7% of Latin Retail and Mexico America’s GDP) 7.2% America’s workforce) wholesale

(36) 72.2% are Are, on average, of these companies publicly listed 6 5 years old Asset Chile companies 78.4 are located in management Latin America

Source: Global Family Business Index, University of St. Gallen, Center for Family Business.

Some interesting anniversaries

Anniversary Company Family Industry Headquarters Country Source: Global Family Business Index, 110 CEMEX SAB de CV Zambrano Building materials Monterrey Mexico University of St. Gallen, Center for Family Business. 80 Cosan Ltd. Mello Conglomerate São Paulo Brazil 75 Companhia Siderurgica Nacional Steinbruch Iron and steel São Paulo Brazil The largest family businesses in Latin America 60 Xignux SA de CV Garza Herrera and Conglomerate San Pedro Garza García Mexico Garza Garza The top 10 generated approximately US$281.9b of Latin America’s US$4.8t GDP in 2014 and employ approximately 1.2 million people. The largest family business by revenue is América Móvil SAB de CV with US$56.4b. The largest family business by number of employees is Source: Global Family Business Index, University of St. Gallen, Center for Family Business. Fomento Económico Mexicano, SAB de CV with 246,150 employees.

Rank 1 2 3 4 5 Rank 6 7 8 9 10 Company name América Movil JBS SA Odebrecht Group Itaú Unibanco Cencosud SA Company name Fomento Económico CEMEX SAB de CV S.A.C.I. Grupo Bimbo Metalúrgica Gerdau SAB de CV Holding SA Mexicano, SAB de Falabella SAB de CV SA CV Revenues (2015, Revenues (2015, * indicates * indicates 2014) in 2014) in US$b 56.4 46.9 45.8* 44.4 19.8 18.1 14.1 12.8 12.6 11 US$b

Number of employees (2015, Number of employees * indicates 2014) 195,480 140,000 168,000 90,320 154,600 (2015, * indicates 2014) 246,150 43,000 97,300 128,580 45,000*

Family Slim Batista Odebrecht and Gradin Moreira Salles, Paulmann Family Garza and Sada Zambrano Solari Servitje Gerdau Johannpeter Setubal and Vilela Family shareholding or voting 97%* 42.3% 82% 51%* 58.2% Family shareholding or >50% 33% 43.2% 61.1% 76.2% rights (latter indicated by *) voting rights (latter indicated by *) Publicly listed company Yes Yes No Yes Yes Publicly listed company Yes Yes Yes Yes Yes Country Mexico Brazil Brazil Brazil Chile Country Mexico Mexico Chile Mexico Brazil

Source: Global Family Business Index, University of St. Gallen, Center for Family Business. The data has been collated before 31 March 2016. Note: we defne companies as family businesses when they are either public companies with a minimum shareholding or voting power of the owner family of 32%, or private companies with a minimum shareholding of the owner family of 50%. 128 | EY Family Business Yearbook 2016 EY Family Business Yearbook 2016 | 129 Changes in leadership Some recent M&A deals involving Latin American family businesses Antofagasta PLC Ignacio Madridejos Fernández is President of CEMEX in the US. Jaime Gerardo Elizondo Chapa is now President of CEMEX Europe. Antofagasta replaces CEO with former Codelco CFO Arriagada — January 2016 Organización Soriana SAB de CV This new region now integrates all operations of CEMEX in Europe 9 April 2016 including Spain and Croatia. Jaime Muguiro Domínguez is now Mexico The Mexican retailer acquired 160 stores from Controladora Comercial Mexicana SAB de CV for US$2.6b, Antofagasta PLC, the US$6b copper miner controlled by Chile’s President of CEMEX South, Central America and the Caribbean and bolstering its position as the country’s second-largest retail chain behind Wal-Mart de Mexico SAB. The purchase richest family, replaced retiring industry veteran Diego Hernandez Joaquín Miguel Estrada Suárez is President of CEMEX Asia, Middle boosted Soriana’s share of the Mexican retail chain market to 22% from around 14% before the acquisition. This with a new CEO as it attempts to weather the slump in metal prices East and Africa. The former Asia region now includes CEMEX´s compares with Wal-Mart’s share of the market, which is more than 50%, according to estimates from Soriana by cutting costs. The appointment of Ivan Arriagada, 52, who has Middle East and Africa operations. and investment banks. The acquisition strengthens Soriana’s presence in central Mexico, especially in and headed the company’s Antofagasta Minerals unit since 2015, is around the Mexican capital. effective immediately. He’s previously worked at Codelco as CFO, Banco Santander SA at BHP Billiton Ltd., and spent almost 20 years with Royal Dutch December 2015 Camargo Correa SA Santander Brazil appoints new president — September 2015 Shell Plc. Brazil Camargo Correa SA, the holding company of the billionaire Camargo sisters, sold the maker of Havaianas fip- Ana Botín, Executive Chairman of Banco Santander SA, has CEMEX SAB de CV fops to J&F Investimentos SA for US$718m. J&F, a holding company that controls the world’s largest meat appointed Sergio Rial to replace Jesus Zabalza as CEO of its exporter, JBS SA, acquired control of Alpargatas SA, the publicly traded company that includes Havaianas among Mexican company changed management structure — January Brazilian operation. Before joining Brazil’s sixth-biggest bank by its brands. The industrial conglomerate is controlled by three Camargo heiresses, Regina, Renata and Rosana, 2016 assets, Rial led Marfrig Global Foods SA, one of the world’s largest who together own a fortune worth more than US$5b. The group now has operations in 22 countries and has more On 1 January 2016, the global building materials company applied beef companies, with businesses including Keystone Foods in the than 50,000 employees. Most of the company’s net revenue comes from the construction and cement sectors. changes to its senior level organization. All of the executives named US. He also served on the board of ABN AMRO Bank NV. below were former Executive Committee members that have December 2015 Industrias Peñoles SA de CV had signifcant international operating management experience. Mexico Spanish minerals miner Minerales y Productos Derivados SA, also known as Grupo Minersa, announced the Juan Romero Torres is now President of CEMEX Mexico, whereas acquisition of the remaining 49% interest in local mining joint venture, SA Sulquisa, for US$28.4m. Sulquisa was established as a joint venture between Grupo Minersa and Mexican peer Industrias Peñoles SAB de CV in 1978, with the former owning a 51% stake. Grupo Minersa is now the sole owner of Sulquisa, which specializes in the extraction and commercialization of natural anhydrous sodium sulphate.

Some of the oldest family businesses among the top 36 in Latin America September 2015 Femsa Comercio, SA de CV Mexico Femsa Comercio SA de CV, the Mexico-based operator of a chain of convenience stores that offer beer, bread, Grupo BAL, SA Industrias S.A.C.I. Falabella Metalúrgica Gerdau SA Globo Comunicação snacks, and soft drink products and is a subsidiary of Fomento Económico Mexicano SAB de CV, acquired a 60% Company de CV Peñoles de CV e Participações SA stake in Socofar SA, the Chile-based operator of a pharmacy store chain and the distributor of pharmaceutical products, for a consideration of US$598.8m. The acquisition was funded from cash on hand. The acquisition Founded expanded Femsa Comercio’s drugstore business and growth prospects in South America by establishing a solid 1887 1887 1889 1901 1925 base from which to expand across the region. The acquisition also provided Femsa Comercio with capabilities in the operation of stand-alone beauty store retail banners, pharmaceutical distribution to third-party clients, and Gonzalez Baillères Solari Gerdau Johannpeter Marinho Family the production of generic and bioequivalent pharmaceuticals. Baillères July 2015 Gerdau SA Diversifed Mining and Retail Steel production Mass media Industry chemicals Brazil The listed Brazil-based steel producing company acquired minority stakes in Gerdau Açominas SA, Gerdau Aços Especiais SA, Gerdau Aços Longos SA and Gerdau América Latina Participações from ArcelorMittal Netherlands Headquartered Mexico City Mexico City Santiago Porto Alegre Rio de Janeiro BV and Itaú Unibanco Holding SA for a total consideration of US$629m. The acquisition unifed the interests of all the Gerdau companies. The deal will further consolidate the earnings of Gerdau companies and will facilitate Country Mexico Mexico Chile Brazil Brazil access to capital markets. Gerdau now holds a stake of more than 99% in each of the companies.

July 2015 Gol Linhas Aéreas Inteligentes SA Source: EY research based on Dun & Bradstreet; EMIS Intelligence; Factiva; OneSource. Brazil Leading US carrier Delta Air Lines Inc. along with Gol Linhas Aéreas SA’s controlling shareholder, Brazilian investment fund Fundo de Investimento em Participações Volluto, have signed a defnitive agreement to invest US$56m and US$90m respectively in GOL’s newly issued preferred shares. In addition, Delta assured GOL of a third-party term loan worth nearly US$300m.

Selected obituaries We take this opportunity to remember some of the famous family entrepreneurs who died in the last year.

21 November 2015 widow of Mendel Steinbruch, Steinbruch is also survived by 11 October 2015 Riggs García-Mansilla, his two Cartagena, Colombia. During 11 October 2015 its automobile operations in Dorothea Steinbruch, the one of the founders of Brazilian her daughter, Elisabeth, who is Lucio García-Mansilla, founder children, Dr. Alexandra Riggs his time as the President of Waldemar de Oliveira Verdi, 1949 and expanded to the former billionaire whose family textile business Vicunha Group, on the board at Banco Fibra. of Decameron Resorts, died García-Mansilla and Lucio Riggs this international hotel chain, Founder and President fnancing and property sectors controls steelmaker Companhia whose current CEO is their aged 71. He died in New York García-Mansilla. Mr. Garcia- the company grew to include of the board of Brazilian in recent years. Siderurgica Nacional and son Ricardo. Their second son from complications following Mansilla was born in Argentina 44 resorts in 11 countries conglomerate Grupo Rodobens, lender Banco Fibra SA, died Benjamin is CEO of Companhia heart surgery. He is survived and raised in Uruguay. In 1987, throughout Latin America, the died aged 97. The Rodobens aged 85. Steinbruch was the Siderurgica Nacional. by his wife of 45 years, Jane he founded the Decameron Caribbean and Africa. group, initially trading under Group of Hotels & Resorts in the Casa Verdi brand, launched 130 | EY Family Business Yearbook 2016 EY Family Business Yearbook 2016 | 131