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Company
1. What is Gerdau's profile in the steel industry?
2. What is Gerdau's position in the world steel market?
3. What are Gerdau's most recent acquisitions?
4. In which countries does Gerdau operate?
5. What are Gerdau's social contributions to the communities where it operates?
6. What is Gerdau's relation with the environment?
Shareholders
1. What are the ticker symbols used for Gerdau shares and in which stock exchanges are these shares traded?
2. What are the rights of Gerdau shareholders?
3. Who is the depository agent for Gerdau shares?
4. What is the procedure to acquire and to sell Gerdau shares?
5. How to follow the evolution of Gerdau stock prices?
6. How many shares Gerdau has issued?
7. Who are the main Gerdau shareholders?
8. How does Gerdau payout dividends?
9. How changes are made on the shareholders registry?
10. How do investors receive information about their shareholders' position?
11. How do shareholders participate in a general shareholders meeting?
12. What are the addresses of the Banco Itaú S.A. branches shareholder services?
13. What are Depositary Receipts?
14. How is the procedure to contact the Investor Relations department?
15. What happened to the stock position of Gerdau S.A. and Açominas shareholders?
16. How will Açominas´ shareholders be provided service?
Company
1.What is Gerdau's profile in the steel industry?
The Gerdau Group is an active player in the consolidation process of the global steel sector. It is the 14th largest steel producer in the world and the leader in the segment of long steel in the Americas. It has 236 industrial and commercial units, as well as six joint ventures and two associated companies, which are located in Brazil, Argentina, Canada, Chile, Colombia, Dominican Republic, India, Mexico, Peru, Spain, United States, Uruguay, and Venezuela. It has a goal of having a strong market presence in all the countries where it operates. It supplies steel to the civil construction, industrial, and agribusiness sectors.
It continually invests in the training of its more than 35,000 professionals and in the development of the communities where it operates, supporting more than 800 social projects through its volunteer employees and in partnership with the agents of society.
It has an important role of environmental preservation because it recycles 10.4 million metric tons of scrap every year, transforming obsolete material into new products for society. Today it is one of the world's largest recyclers.
Its companies' shares are listed on the São Paulo, New York, Toronto, and Madrid stock market with a total daily average trading of US$ 60 million. The Gerdau Group has more than 113,000 shareholders.
The Group has overcome limits and barriers over the years. Its actions know no borders, aligning the global processes and operations in order to be effective and grow with profitability with a constant commitment to sustainable development.
2.What is Gerdau's position in the world steel market?
According to IISI, Gerdau was the 14th largest steel producer in the world in 2006 and the highest ranked Brazilian company.
Today Gerdau is the largest long steel producer in Latin America with a strong presence in the markets of North America, Spain, and India as well.
3.What are Gerdau's most recent acquisitions?
The Gerdau Group made two new acquisitions and closed two partnerships in the first half of 2007.
In March Gerdau signed a contract for the purchase of all the shares representing the capital of the holding company Feld Group, S.A. de C.V., with headquarters in Mexico City, Mexico. The Feld Group is the holding company of Siderúrgica Tultitlán, a plant that produces rebars and merchant bars in Mexico.
In May it formed a strategic alliance with steel products producer Industrias Nacionales, C. por A. (Inca), for US$ 42 million and this will give it a stake of 30.45% in the holding Multisteel Business Holdings Corp, which owns 98.57% of INCA's capital.
In June it signed a contract to acquire all the shares representing the capital of Siderúrgica Zuliana, C.A. (Sizuca), the third largest steel producer in Venezuela, for US$ 92.5 million, located in Ciudad Ojeda.
Also in June, the Gerdau Group closed a partnership with the Kalyani Group in India in order to operate a steel plant in Tadipatri in the southern part of the State of Andhra Pradesh. Both the Gerdau Group and Kalyani have a share of approximately 45% of the capital in the company SJK Steel Plant Limited. The investment to buy this stake was approximately US$ 71 million.
On July 10, 2007, the Gerdau Group signed an agreement to purchase the North American steel producer Chaparral Steel Company for US$ 4.22 billion. This steel producer is the second largest producer of structural steel in North America and is also a large producer of steel bars. The company has two mini mills located in Midlothian, Texas and in Dinwiddie County, Virginia. The acquisition reinforces the trend of diversifying into products of greater added value.
4.In which countries does Gerdau operate?
Gerdau operates in 13 countries: Argentina, Brazil, Canada, Chile, Colombia, Dominican Republic, India, Mexico, Peru, Spain, United States, Uruguay, and Venezuela.
5.What are Gerdau's social contributions to the communities where it operates?
The Gerdau Group supports community initiatives in all the countries where it operates. They are projects focused primarily on encouraging the diffusion of knowledge, which in turn maximizes the transforming capacity of people and generates an environment of growth near Gerdau Group operations.
Gerdau also invests so that the projects can become self-sustainable, or in other words, find ways of continuing their own actions, both financially and in terms of their management capacity. They are initiatives that do not only contribute to improving the quality of life of people, but also to forming citizens who are conscious of their social role and committed to the construction of an increasingly better country.
These initiatives are in line with Gerdau Group's social investment focus that gives priority to Education and Individual Action as means of community development.
The 2006 Annual Report, available on Gerdau's site, brings more information about our social investment numbers and projects.
6.What is Gerdau's relation with the environment?
Care and respect with the environment are an essential part of Gerdau Group's activities. The investments in the area added up to US$ 78.8 million in 2006, an amount 2.6% higher than 2005.
The Gerdau Group is one of the largest recyclers in the world, reusing over 10 million metric tons of scrap every year. Furthermore, its units use modern technologies for protecting the atmosphere and reusing water during the industrial process. It also finds creative ways to slowly increase the use of by-products (secondary products generated during the steel production process) by the steel sector or by other industries.
The company also develops environmental programs for children and young people through lectures, courses held in public schools or in environmental education centers created and maintained by the Gerdau Group.
Shareholders
1.What are the ticker symbols used for Gerdau shares and in which stock exchanges are these shares traded?
Gerdau has its shares traded in the following stock Exchanges:
BOVESPA (Bolsa de Valores de São Paulo) with the following ticker symbols
- GGBR3 - Gerdau S.A. - ordinary shares
- GGBR4 - Gerdau S.A. - preferred shares
- GOAU3 - Metalúrgica Gerdau S.A. - ordinary shares
- GOAU4 - Metalúrgica Gerdau S.A. - preferred shares
NYSE (New York Stock Exchange) with the ticker symbol
- GGB - Gerdau S.A. - ADRs representative of preferred shares
LATIBEX (Madrid Stock Exchange segment that joints Latin American companies quoted in Euro)
- XGGB - DR Program of preferred shares issued by the Company in Spain.
2.What are the rights of Gerdau shareholders?
Common stock owners have the right to vote at shareholders meetings and to receiving the 30% minimum dividend or interest over capital stock based on the adjusted net income of each period paid out on a quarterly basis.
Preferred stock owners, on the other hand, have the preference in receiving dividends or interest over capital stock which are also paid quarterly but do not have the right to vote.
Metalúrgica Gerdau S.A. and Gerdau S.A. common and preferred stocks owners have the right to 100% tag along.
The ADR program allows investors in the U.S. to hold stocks of non-U.S. based companies with the same rights (those of preferred stock) that the local Gerdau S.A. investors have.
Investors that hold DRs traded on the Latibex have the same rights (those of preferred stock) that the local Gerdau S.A. investors have.
3.Who is the depository agent for Gerdau shares?
Gerdau shares have book entry form with registered ownership. It means that it allows the shareholder to own shares without having physical stock certificates in their possession.
The depositary institution responsible for Gerdau shares is Banco Itaú S.A. It is responsible for the bookkeeping of the shares and of the records of shareholders, the update and tracking of payments of outlays and for the rights and to ensure the exercise of rights and receiving of amounts distributed by the Gerdau companies in Brazil.
It is also the responsibility of Banco Itaú to send to Gerdau S.A. and Metalúrgica Gerdau S.A. shareholders information regarding their positions by means of notices and summaries.
4.What is the procedure to acquire and to sell Gerdau shares?
In order to invest in stocks, the person interested should look for a stockbroker that is able to give him/her support and intermediate the negotiation on the stock market. In order to obtain a list of brokerage firms with contact information, go to the site of Bovespa - São Paulo Stock Exchange (www.bovespa.com.br) in the section MEMBERS.
If you are beginning to invest in stocks, we suggest you look through the Bovespa website (www.bovespa.com.br), which is full of useful information for beginner investors and it even has some online courses that will help you become familiarized with the stock market.
In order to decide at what moment to buy or sell shares, we suggest you seek help from security analysts who work for brokerage firms. The job of these professionals is to analyze the economic fundamentals of the companies, the national and international macroeconomic conditions, along with other factors that could influence the results of the companies. Based on this analysis they are capable of giving their opinion about the best moment to buy or sell shares.
Gerdau's web site (www.gerdau.com.br/ri/ing) also has tools that may help you such as Quotations History, Key Ratios, Investment Simulator, among others.
Furthermore, we would like to remind you that stocks are considered a risky or variable income investment, and losses or gains may occur in different degrees depending on the variation of the prices of the shares purchased. For this reason, it is not recommended for people with a conservative risk profile, that is, those who are averse to running risks.
These shares can be held by:
The stockbrokerage in which they have been bought will be fully responsible for the payment of dividends and interest over capital stock as well as for the information necessary to file the income statement or;
The entry book system of Banco Itaú S.A., responsible for the remittance of data at no cost to the customer. In this case the shareholders will have the benefit of the automatic credit of dividends to their checking account of choice.
5.How to follow the evolution of Gerdau stock prices?
In order to track the prices of Gerdau stock investors may use the services available at the site of the company (please note that these quotes are delayed 15 minutes). Services available are the ticker tape and the charts.
6.How many shares Gerdau has issued?
Gerdau has 667.6 million shares, 436.0 million are preferred and 231.6 million are ordinary or common stock.
Metalúrgica Gerdau S.A. has 187.1 million shares, 124.8 million of which are preferred shares and the balance are ordinary or common stock.
7.Who are the main Gerdau shareholders?
Positon held on 06/30/2008 - Metalúrgica Gerdau S.A. and Gerdau S.A., respectively.
8.How does Gerdau payout dividends?
Since 1977, Gerdau used to pay twice a year a minimum dividend of 30% of the adjusted net income. In March 31st, 2003 the Boards of Gerdau S.A. and Metalúrgica Gerdau S.A. approved a new policy for dividend and interest over capital stock payout regarding the periodicity in which they are made to shareholders. Now, the payments will be made on a quarterly basis using the same procedures for calculation. In Gerdau Açominas, the payment started to be made on a quarterly basis since March, 2004.
9.How changes are made on the shareholders registry?
The shareholder will get regular information regarding its position and rights through the mail. So that this service is effectively used, shareholders must keep their records updated with the depositary agent, the Banco Itaú.
Any changes made to the registry must be requested through one of Banco Itaú branches' shareholders services. This information will only be given to the person who presents the required identification documents.
10.How do investors receive information about their shareholders' position?
A shareholder's position may be requested at the Shareholders' Services Center or at any Banco Itaú branch office. This information will be furnished only to:
The shareholder in person, by producing the proper identification; or
An attorney, also by producing the proper documentation and identification.
If the registry at Itaú do not show any shares in a particular account, it may be due to the fact that these shares may have already been sold or transferred and are in the custody of the Stock Exchange/CBLC. If this is the case, the shareholder should contact his/her broker immediately.
To obtain additional information or clarification about the shareholding situation, the shareholder may contact de Shareholders Department:
» Gerdau - Shareholders Dept.
» Address: Av. Farrapos, 1811 - Floresta 90.220-005 - Porto Alegre - RS
» The Contact Us service in the website
» E-mail: acionistas@gerdau.com.br
» Telephone: +55 (51) 3323 2211
For further information on stock holdings, shareholders of Gerdau Açominas S.A., Gerdau Aços Longos S.A., Gerdau Aços Especiais S.A., Gerdau Comercial de Aços S.A. and Gerdau América do Sul Participações S.A. should contact the Shareholders Dept. mentioned above or the Shareholders Dept. in Belo Horizonte, at:
» Gerdau Açominas - Shareholders Dept.
» Address: Rodovia MG 443 - Km 7 - 36420-000 - Ouro Branco - MG
» Telephone: +55 (31) 3749 5329
» Fax: +55 (31) 3749 3164
11.How do shareholders participate in a general shareholders meeting?
The General Shareholders Meeting must take place every four months after the closing the quarter's numbers, to get the approval for the quarter's accounts, the destination of profits, and electing of the board.
All shareholders can participate, but only the holders of ordinary shares have the right to vote.
The edicts for calling in assemblies are published in selected newspapers and on Gerdau's website. In order to receive a notice of this event, the shareholder must register with the "e-mail alert" service on Gerdau's website.
12.What are the addresses of the Banco Itaú S.A. branches shareholder services?
Banco Itaú S.A.
Brasília - DF
SCS Quadra 3 – Edif. D´Angela, 30, Bloco A, Sobreloja - Centro
CEP 70300-500
Phone: +55 61 316 4850
Mrs. Constancia Maria S. de Oliveira
Belo Horizonte - MG
AV. João Pinheiro, 195, Subsolo - Centro
CEP 30130-180
Phone: +55 31 3249 3524
Mrs. Jussara Maria Miranda de Souza
Curitiba - PR
R. João Negrão, 65, Sobreloja - Centro
CEP 80010-200
Phone: +55 41 3320 4128
Mrs. Marcia Regina de N. Machado
Porto Alegre - RS
R. Sete de Setembro, 746 Térreo - Centro
CEP 90010-190
Phone: +55 51 3210 9150
Mrs. Sandra Ferreira da Silva
Rio de Janeiro - RJ
R. Sete de Setembro, 99 Subsolo - Centro
CEP 20050-005
Phone: +55 21 2508 8086
Mrs. Monica Lopes Carvalho Rodrigues
São Paulo - SP
R. Boa Vista, 176 1º SUBSOLO - Centro
CEP 01014-000
Phone: +55 11 3247 3139
Mrs. Claudia A. Germano Vasconcellos
Salvador - BA
AV. Estados Unidos (Ed. Sesquicentenário),50 2º AND - Comércio
CEP 40010-120
Phone: +55 71 3319 8010
Mr. Watson Carlos Passos Barreto
Shareholder Support Center - Investfone
Phone: +55 11 5029-7780
Gerdau Group
Porto Alegre - RS
Av. Farrapos, 1811
CEP 90220-005
Phone: +55 51 3323-2211
Mr. Darci J. Gambin
Gerdau Açominas
Ouro Branco - MG
Rodovia MG 443 - Km 7
CEP: 36420-000
Telephone: +55 31 3749-5329
Mrs. Efigênia Utsch de Matos
13.What are Depositary Receipts?
ADRs are receipts held by an American bank that represent shares of a foreign company. Also called American depositary shares, they are traded in U.S. capital markets. It is through ADRs that investors can invest their capital domestically in foreign companies.
Gerdau has Level II ADRs registered at the NYSE (New York Stock Exchange), which gives it more visibility in the American market.
The Level II ADR program requires the company to fully register according to the Securities Act and also to divulge all of the information required by the Securities Exchange Act of 1934.
The Bank of New York is Gerdau's depository bank, whose responsibility is to maintain the registry, the emission/cancellation of ADRs, and the payment of dividends or interest on capital to the holders of these titles. The depository bank also provides Gerdau with detailed information about its ADRs movements, as well as tendencies and developments in the North American market.
DRs are receipts held by a bank that represent shares of a foreign company. Also called depositary shares, they are traded in foreign capital markets. It is through DRs that investors can invest their capital domestically in foreign companies.
Gerdau has DRs registered in the Madrid Stock Exchange (Latibex), which gives it more visibility in the European market.
The Depositary Institution of the Gerdau's DRs is the SCL (Servicio de Compensación y Liquidación Valores) and the Custodian Institution is the CBLC (Companhia Brasileira de Liquidação e Custódia S.A.). These instituiotions have the responsibility to maintain the registry, the emission/cancellation of DRs, and the payment of dividends or interest on capital to the holders of these titles. The depository bank also provides Gerdau with detailed information about its DRs movements, as well as tendencies and developments in the market.
14.How is the procedure to contact the Investor Relations department?
To obtain additional information, beyond those available in the Investor Relations area of the web site, the Gerdau Investor Relations team may be contacted through the following means:
The Contact Us service in the website
E-mail:inform@gerdau.com.br
Telephone: +55 (51) 3323 2703
E-mail Alert System in the website
Address: Av. Farrapos, 1811 - Floresta 90.220-005 - Porto Alegre - RS - Brasil
15.What happened to the stock position of Gerdau S.A. and Açominas shareholders?
The integration of the companies operations didn´t alter stock positions of the former shareholders of Gerdau S.A. and Açominas.
16.How will Açominas´ shareholders be provided service?
Banco Itaú S.A., which is the depositary institution of the stocks, will continue to provide services to Açominas shareholders, at the addresses mentioned in question 12.
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