Annual Report Individual TABLE OF CONTENTS INTRODUCTION 01. Brisa 2009 02 Brisa Profile 03 Chairman’s Statement 04 Main indicators 06 Macro economic overview 07 BRISA CONCESSION 02. Brisa Concession 8 03. FINANCIAL REPORT 12 04. CORPORATE GOVERNANCE 14 0. Table of Contents 0. Table FINAL NOTE 40 05. 09 | 06. INDIVIDUAL FINANCIAL STATEMENTS AND NOTES 41 | Annual Report 1 07. TRAFFIC STATISTICS 189 01. INTRODUCTION | Brisa 2009 | 1. JANUARY 6. JUNE Consortium led by Brisa (30%) wins the Baixo Tejo Brisa enters a promissory purchase/sale contract for 10% Concession tender. This concession is to be located in of the share capital of Douro Litoral Concession. The sale Lisbon’s metropolitan area and will have total length of 68 price was fixed at nominal value. As result, Brisa’s stake in km, 17 km of which subject to tolls. It was awarded for 30 this concession was reduced to 45%. years. Estimated investment is of 278 million euros. 7. JULY 2. FEBRUARY Brisa appoints Dr. Daniel Amaral as its first Ombudsman, Consortium in which Brisa holds a 15% stake was following the entry into force of a new Code of Ethics. awarded Litoral Oeste Concession, valid for a period of 30 years. The concession will be located on the west (“Oeste”) region and will have a total length of 112 km, 8. SEPTEMBER 19 km subject to tolls. According to respective proposal, Improvement works and pavement reinforcement of the investment will total 459 million euros. platform of viaduct over River Trancão, on the sub-stretch Lisbon / Alverca of the A1 Motorway are concluded. 3. MARCH 1. Introduction Brisa's General Assembly of Shareholders approved 09 | 9. NOVEMBER Accounts and a dividend payout of € 0.31 per share. Brisa holds its 8th Investors’ Day. Brisa issues Sustainability Report, audited by external agency and rated GRI A+ Third Party Checked according | Annual Report 10. DECEMBER 2 to Global Reporting Initiative indicators. ELOS Consortium, co-led by Brisa (16.5%) wins the High Speed Railway Concession linking Poceirão to Caia. The 4. APRIL concession includes construction and maintenance (except Brisa pays dividend of € 0.31 per share. for the operation of the rolling stock). It was granted for a period of 40 years and will involve a total investment of approximately 1 650 million euros. 5. MAY Brisa acquires to Companhia de Concessões Rodoviárias (CCR) a 10% stake this company held in US Northwest Parkway concession, for the amount of 29 million US dollars. As result, Brisa now holds 100% of the concession. | Brisa Profile | Brisa Auto-estradas is one of the largest motorway Portugal, the Bloomberg European 500 - an index operators in the world and the biggest transport including the 500 European companies with largest infrastructures company in Portugal. market capitalization; and the FTSE4 Good, the European reference index for social responsibility. Created 38 years ago, back in 1972, Brisa holds six road concessions in Portugal, namely Brisa, Atlântico, Brisal, Corporate re-organization Douro Litoral, Baixo Tejo and Litoral Oeste, comprising a Brisa is undergoing a corporate re-organization aimed at total of 23 motorways and covering 1705 km. Brisa changing the Group into a holding. This operation will concession stands out amongst its peers as it stretches start by moving Brisa concession to a different company, throughout 1106 km, spread along 11 motorways that cover the whole country from north to south and east to since it is still included in the parent company. Corporate west. debt will then be transferred to this new company, allowing a better distribution of assets and liabilities. Abroad, Brisa is present in the United States, controlling Northwest Parkway concession in the United States; it Likewise, all operation and maintenance activities were operates in Brazil through CCR that holds seven road transferred to one company - Brisa O&M. This company concessions (1 571 km) and an underground railway with a 40-year know-how in motorway maintenance and concession, specifically Line 4 of the São Paulo management, will provide maintenance and operation Underground; it also operates in the Netherlands, where it services to all road concessions of the Group. The goal is is active in electronic toll systems. to improve efficiency and rationalize means while ensuring the high quality standards that make the Brisa Group a In support of its operations, Brisa holds a number of road major motorway operator. services businesses, including Brisa Operação e Manutenção, which provides assistance to all domestic concessionaires. Via Verde is one of Brisa's most Structure following reorganization1 prominent service – an electronic payment system which In operational terms, this reorganization will result in a debits the corresponding toll to the distance travelled greater asset visibility, which in turn will bring greater directly to the road user's bank account. This innovating efficiency to the different business units. From the financial automatic payment service has contributed to more 1. Introduction point of view, the ring fencing of Brisa concession will comfortable, easier and safer road mobility. 09 | imply a larger financial flexibility and a more solid credit standing, as result of the separation of assets and Present in the capital market for over a decade, Brisa is listed on Euronext Lisbon and part of its main index, the liabilities. PSI 20. Its market capitalization at the end of 2009 | Annual Report reached 4 200 million euros. As of the date of this report, Brisa O&M was already set 3 up and the transfer of Brisa concession into a specific Brisa is also part of Euronext 100 – an index made up of company is now under way, as well as the separation of the largest companies in France, Holland, Belgium and assets and liabilities. MOTORWAY CONCESSIONS | BRISA | ATLÃNTICO | BRISAL | DOURO | AEBT | AELO ROAD SERVICES | BOM | BIT | VVP | MCALL | CONTROLAUTO | INFRASTRUCTURES BUSINESS AREAS | BEG | ELOS | ASTERION | TIIC | INTERNATIONAL | CCR | NWP | MOVENIENCE | | Chairman’s Statement | The global economic and financial crisis severely affected Cutback efforts were also extended to investment, which the real economy. The majority of world economies totalled 115 million euros in 2009, quite below initial suffered an unprecedented downturn and Portugal was estimates and 2008’s figures. These efforts enabled to no exception. An extremely difficult macroeconomic contain debt and provided for a consistent generation of environment led to the worst recession of the past two free cash flow. decades, with a negative GDP growth 2.7%. Stock exchange valuation and stronger sustainability In such a difficult background, Brisa sought to take On the capital markets, Brisa stock recovered against the advantage of every challenge and opportunity it could sharp losses experienced by markets in 2008. Brisa share seize and managed to achieve the financial and operating price climbed by 34.2%, corresponding to a value per 1. Introduction goals it had set forth in the beginning of 2009 - which had share of € 7.18 at 31 December 2010, slightly been considered over optimistic by most financial market 09 | outperforming the Portuguese PSI20 index. agents. The company’s achievements were not limited to the work Financial goals were met developed at economic and financial levels, but included a | Annual Report Notwithstanding the difficult and uncertain environment, broader vision of sustainable growth. Brisa made 4 Brisa took on and achieved ambitious financial objectives, significant progress in this field, particularly at notably the preservation of cash flow. environmental and social levels, underpinned by its commitment to the five quantitative environmental goals Despite the drop in traffic on Brisa concession network by which make up Brisa's eco efficiency indicator. On the approximately 2% - lower than initially forecasted and social front, the company put a “Code of Ethics” into below Portuguese GDP’s downturn, the company kept practice, created an irregularities disclosure system and EBITDA at the same level of the previous year. This was appointed its first Ombudsman. possible thanks to a tight control of operating expenses, which were cut down by 4.3% in 2009. In like-for-like terms, without considering the impact from the change in Douro Litoral concession’s consolidation method, the real fall in operating costs was even higher, hovering around 6%. Net income grew by 6.4%, which is on par with the EBITDA levels referred to above, and it will allow to distribute a dividend per share of 31 cents, equivalent to that of the previous year. Assets portfolio expansion Corporate Reorganization While working to obtain efficiency gains at operational Brisa concluded the renegotiation of its concession level and optimize investment, Brisa added three new contract in December 2008, which allowed it to start the assets to its portfolio. reorganization of its corporate structure in 2009. The purpose of this reorganization is to make way for the In the road sector, in consortium with other companies, creation of value by means of an improved financial Brisa participated in five tenders launched by the structure and greater operating efficiency. Portuguese Government and was awarded (pending official approval as yet) two new road concessions – Baixo Brisa’s corporate reorganization involves the change of the Tejo and Litoral Oeste – for a 30 year period and with a existing listed company into a business holding, total length of respectively 68 km and 112 km. transferring Brisa concession, including respective assets 1. Introduction and liabilities, onto a specific vehicle, in line with the 09 | In the railway infrastructures sector, the Elos consortium present structure of remaining concessions. Within the co-led by Brisa won the construction and management of scope of this reorganization, all maintenance and the high speed train railway section between Poceirão and operation activities will be transferred to a new company Caia, with a total length of 165 km.