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  • Message from Kieppe | Changes in Odebrecht S.A. macrostructure

    DATA: 12/18/2019

    Dear members,

    As Kieppe’s agent, parent company of Odebrecht S.A., hereby, I inform you on the current status of Group and the alterations to the macrostructure of Odebrecht S.A. decided on this date, 12.16.2019, at a Kieppe’s meeting in Salvador (BA).

    The negotiations with the main creditors of the Court Supervised Reorganization (“CSO”) of Odebrecht S.A. and other 19 non-operational holdings of their corporate structure progressed constructively. Therefore, we have the legitimate expectation that the approval of the plan occurs in the next weeks.

    With the expected approval of the plan and later ratification by the Justice, we conclude an essential cycle for Odebrecht’s survival, which shall reach financial stability through a holding with no debts and no guarantees granted to their operating companies. These companies shall have levels of leverage and debt paying off capacity compatible with their cash generation and earnings potential, without the support from the controlling shareholder, either by means of contributions or the issuance of financial guarantees.

    In this new context, once the final stages of the court supervised reorganization plan are approved, Odebrecht S.A. shall focus on the important plan execution phase to be approved by their creditors, focusing on the priorities aligned with strategic direction, and presented on December 13th, at the annual meeting of Odebrecht S.A. held in São Paulo, with the attendance of shareholders, directors, leaders and teams of the operating and auxiliary companies, and the holding company.

    This is the Strategic Direction:

    1- Braskem value recovery and value creation at Atvos and Ocyan;

    2- Completion of OEC’s financial restructuring and acceleration of the ability to obtain new projects in Brazil and abroad;

    3- Completion of assets divestments in OTP and OLI;

    4- Conclusion of OR’s financial restructuring and resumption of growth, focusing on São Paulo and Bahia real estate markets;

    5- Restructuring of the Odebrecht S.A. holding’s macrostructure, further adjusting its size to be both austere and efficient in its increasingly strategic and less operational role.

    In order to overcome these priorities, Kieppe decided today, at the Salvador meeting, to implement the following changes to Odebrecht S.A.’s macrostructure, which shall be formalized in the necessary articles of association in progress:

    – José Mauro Carneiro da Cunha shall be the Chairman of the Board of Directors of Odebrecht S.A. (“PCA-ODB”), replacing Ruy Sampaio;

    – Ruy Sampaio shall be the CEO of Odebrecht S.A. (“DP-ODB”), replacing Luciano Guidolin;

    – Luciano Guidolin shall focus on his role of director in the boards of directors of operating companies and companies controlled by Odebrecht.

    My thanks to José Mauro for his confidence in taking on such important challenge, which is a historic milestone in Odebrecht’s 75 years of existence. For the first time in our history, we have an independent director holding the position of PCA-ODB. This is another demonstration of the controlling shareholder’s commitment to independence and professionalization of Odebrecht Group management.

    My thanks to Ruy Sampaio for his willingness to take on this mission in the Group. I am convinced that Ruy, with his proven experience and expertise especially in financial and strategic matters, is the right person to act as DP-ODB in this new moment of Odebrecht S.A ..

    In particular, I am grateful to Luciano Guidolin, who with resilience and competence has been able to build the conditions for turning the page of financial restructuring so necessary to allow us to concentrate on the challenge that is now, and more than ever, the essence of our culture and that encourages our pride on being part of Odebrecht; our ability to serve customers and communities with excellence, delivering quality, efficient works, products, and services. Luciano’s mission is to contribute to the Business for the successful implementation of the Reorganization Plan, as soon as approved, anticipating the generation of results that shall put us on the path for the Group’s growth and perpetuity.

    Many thanks to each of you, members, who contributed with dedication and competence to your Action Programs, which allowed us to arrive, at the end of 2019, with the basis prepared for the beginning of a new cycle. You shall be the protagonists of the Group’s resumption of growth from 2020, taking advantage and developing new business opportunities in Brazil and in other countries where we operate.

    It is up to our renewed generation of leaders and their teams in every Business to prove once again our entrepreneurial spirit with winning customers and demonstrating our recognized ability to make and deliver.

    I am convinced that with this determination and confidence to face the challenges, united by the practice of our corporate culture and always acting with ethics, integrity and transparency, we shall succeed in this new journey.

    I count on you. I am sure that together, by contributing to the formation and integration of the more than 47% of young people under 35 who are members of our Group, we shall be creating the new intangible foundation towards SURVIVING, GROWING and PERPETUATING.

    May 2030 Vision, to be built and unveiled by you in the next semester, pursuant to commitment agreed at the meeting on the last December 13th, mark the beginning of this new cycle.

    Happy Holidays, and a 2020 full of health and achievements.

    Regards,

    Emilio Odebrecht

    Kieppe

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