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Edited Transcript of OIBR4.SA earnings conference call or presentation 26-Mar-20 1:00pm GMT

Rio de Janeiro/RJ Apr 8, 2020 (Thomson StreetEvents) — Edited Transcript of Oi SA em Recuperacao Judicial earnings conference call or presentation Thursday, March 26, 2020 at 1:00:00pm GMT

Oi S.A. – Chief Financial & IR Officer and Member of Executive Board

Oi S.A. – CEO, COO & Member of Executive Board

ACA Inc. – Managing Partner

Banco BTG Pactual S.A., Research Division – Head of Research & Analysis and Brazil Strategist

* Frederico P. Mendes

Itaú Corretora de Valores S.A., Research Division – Sector Head, Telecommunications, Media & Technology

Good morning, ladies and gentlemen. Thank you for standing by, and welcome to Oi S.A. conference call to discuss the 4Q19 results. This event is also being broadcast simultaneously on the Internet, via webcast, which can be accessed on the Companys IR website, www.oi.com.br/ri, together with the respective presentation.

We would like to inform that during the Company’s presentation all participants will only be able to listen to the call. We will then begin the Q&A session, when further instructions will be given. (Operator Instructions)

This conference call may contain some forward-looking statements that are subject to known and unknown risks and uncertainties that could cause such expectations to not materialize or differ materially from those in the forward-looking statements. Such statements speak only as for the date they are made, and the company is under no obligation to update them in light of the new information or future developments.

I will turn now the conference over to Mr. Rodrigo Abreu, CEO. Please, Mr. Rodrigo, you may proceed.

Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [2]

Hi, everybody. Good morning, and welcome to Oi’s fourth quarter ’19 conference call. And for obvious reasons, this is not your typical call because we are not in the middle of any ordinary period, as we all know. So recently, the challenges of the new coronavirus pandemic are impacting the entire globe, and Brazil is no different. But we believe that in the middle of all of this, we have kept our focus and we continue to move forward. While at the same time, we have a conscience that Oi and the entire telecom system in — not only in Brazil but across the globe, is an important contributor to help us overcome the immediate challenges. And in our particular case, with our infrastructure, with our services, with our enormous commitment from the entire team, we believe we’re going to help make it pass.

But let’s talk about last quarter and also about last year results and how they reflect the execution of our strategic transformation plan.

So moving forward to Page 3. We can see that during the fourth quarter, we have several highlights that intensify the execution of our strategic plan and allowed us to go into 2020 with a very solid base. As stated before, we have 4 key pillars to executing our plan, and they’re represented here in the boxes in the chart.

The first pillar is the funding. And on the funding front, we know from the last call we had in the third quarter, that during the end of 2019 and beginning of 2020, we had several challenges. But broadly, we were able to overcome many of those challenges and successfully executed an enormous part of our funding challenges. We closed the Unitel deal, we received the PIS/COFINS tax credits, we received a surplus distribution from our pension funds, we were able to close BRL 2.5 billion in a bridge loan at the very end, very beginning of the year, we started our real estate sales process, and we still have several things to come. But in reality, looking backward, we believe that we achieved close to 80% of what we were planning to do in terms of funding.

The next pillar, obviously, is what we should do on a daily basis, is the operations. And on the operations, we believe we have very good operating metrics. And in terms of the highlights, we can obviously point to the very good performance of the FTTH, and we will talk about the details later. We can talk about the bridge showing that our mobility operations had during 2019. We can talk about the progress in B2B and in wholesale. And we can finally point to how we’re going to resolve the corporate decline, which, as you know, is a structural thing that will happen to our industry.

The third pillar is based on efficiency and simplification. As we had stated when we announced our strategic plan, we have several areas of initiatives: to reduce cost of the company, bring the company to a more lean operation, look at all of the different challenges we have to reduce cost and provide sustainability going forward.

And finally, the last pillar are the strategic options we have as a company. When we weave everything together in terms of funding, operations and efficiency, we have several strategic offerings going forward, and we also had several recent developments on the strategic fronts. As you know, at the very end of 2019, we have applied for a judicial recovery extension, and distribution recovery extension was granted to us. And this will allow us to hold a general creditors’ meeting in order to obtain some plan amendments to give the company more flexibility, with the GCM being expected for the second half of 2020.

We also started a market sounding process for understanding the value of our mobile operations and payment consolidation occurs in the market. We started looking at several different strategic options for value maximization in progress, looking at the fiber operation and how more — how can we receive more investment in the operation. And we also started a full regulatory campaign to help define the future impact of PLC, the new Brazilian telecom law, and how this will help us address many of the sustainability issues in the concession in the copper business.

So let’s look into the execution of those, starting with the operation and, in particular, as our first highlight, with fiber.

Moving on to the next page, Page 4. We can see that, obviously, we know fiber is at the core of the strategy. But the fiber project implementation, after the beginning last year, reached a cruise speed of around 400,000 homes passed and 100,000 homes connected per month, leading to great results in terms of operating metrics. As we’ve said, the plan we do, we looked at the homes passed and said that we would get to over 4.5 million homes passed at the end of ’19. And so we did. We got to 4.6 million homes passed. Looking forward to the fourth quarter 2020, we expect this number to go all the way up to north of 8 million homes passed already.

Next to the homes passed, the biggest metric that we have is, obviously, homes connected, which convert homes passed into subscribers. And the results here have been tremendous as well. We can see that we started the year with a very small number of under 100,000 subscribers, and we ended the year with close to 700,000 subscribers in fiber. And if this rhythm continues, we expect to get to the end of 2020 with close to 2 million homes connected and a take-up rate of close to 20%. This is absolutely in line with what we’ve said we would do in terms of our percentages for homes connected in the plan, which have a target of addressing 25% homes connected by the end of the 3-year plan period.

The next good operating metric that we are able to show as well regards the FTTH ARPU. Our plan cost, BRL 85 per user ARPU, and we were able to deliver this ARPU almost to the spot. We look at published ARPU of BRL 82.3 per subscriber, but when we do the pro forma adjustments for the promotions of the first month and the pro rata of the incoming customers, which, obviously, don’t have revenue for the entire month, given the big growth that we have experienced, obviously, this goes back to the income.

And finally, we look at the impacts on revenue. On the revenue front, all of that has led us to come from a very, very small revenue in 2018 to over BRL 100 million of revenue, BRL 132 million to be more precise, in the fourth quarter of 2019. And the detail that will actually help us in another part of the business, in addition to the residential, we can see that the revenue breakdown already shows a component of SMEs as part of the fiber revenues.

Finally, all of that was achieved at our cost guidelines. We have been able to implement the homes passed, the homes connected, expecting the cost guidelines that we have announced during our plan last year and even reducing these cost guidelines by a significant amount. We believe those are great operating metrics and the project barely started at the beginning of 2019, accelerated by June, and we can see that, in fact, now, we have a winner product going forward.

On the next page, we can see that these results in terms of benchmarking already made our projects one of the largest fiber deployment globally, both in terms of speeds of the homes passed and in terms of new customer connections. If we look at the benchmark comparison with Q4 numbers, and we got 4 benchmarks here, 2 local and 2 in the United States market. We can see that the number of homes connected that we showed during fourth quarter was enormous compared to any player, both local as well as international.

And as a result of that, in all the first 72 cities where we have FTTH, we have showed a very consistent broadband revenue growth. And this is not only able to revert the trajectory in terms of broadband revenues, but to alleviate the trajectory of the loss of fixed voice revenue.

These results actually position us really well to address the revenue profile change we are experiencing. In the next page, we can start to look at how this profile change is behaving.

On the revenue side, obviously, we continue to see a big shift. And with the strong FTTH revenue growth, we are now at a 7.2% share of total residential net revenues in fiber. Obviously, the declining legacy continues, and it reflects not only the structural trends but also our revised approach to copper. We know that copper will structurally go down.

And in order to actually be very efficient when dealing with the decline, we have reviewed everything we are doing on copper, in particular, in terms of costs. We stopped selling proactively copper. And obviously, this may have an initial impact in terms of just keeping this decline at the very sub-base. But looking forward, it will bring much better revenues for us at a much more efficient approach.

When we look at the specific metrics, on the copper front, we know that copper is going down, and it continues to go down very fast. We can see that between the fourth quarter of ’18 and the fourth quarter ’19, we had a close to 26% decline in copper voice revenues and a close to 21% decline in copper broadband revenue. So structurally, copper is going down regardless of which service is being served on top of it.

Also, structurally, DTH is going down. Even if not as in an accelerated basis, copper, but structurally, it will go down. It went down probably less than the market, but still showed a decline of close to 3.5%, 3.3%, to be more precise, in the third quarter of ’19.

With all of that, we can see that the FTTH revenue is the path to actually compensate that in the mid- to long-term. And we had a great performance in FTTH revenue with a 700-plus percent growth. Although, obviously, with a much smaller customer base, the year-over-year growth in fiber revenues almost already offset the decline in copper broadband revenues, and this is going to happen anytime soon. And with the follow-up of the number of homes passed and homes connected, obviously, we expect that the FTTH will be the big single component that will be able to compensate the decline in legacy revenues.

As we have started in the last quarter, on the right-hand side, we present the entire profile of our residential revenues and how they have been changing. Obviously, we can see that on the gray bars, we faced a 19% combined decline of our legacy revenues. But on the green line, which represents the future, as stated, an apex increase in terms of revenue, and this represents not only a path to achieving or getting close to BRL 1 billion revenue this year, but looking to next year with a great potential of reversing this revenue trend.

Most likely, this year still impacted, obviously, the revenues, but — this year, 2020. But FTTH can shift this, and now we have confidence in making it happen with our current trends of FTTH’s performance.

To our second business component. Now let’s talk about the mobile performance in the next slide. So moving on to Page 7, you can see that mobile also had a great performance in 2019. Our mobility revenues reversed the trend presenting growth year-over-year, driven primarily by our robust results in postpaid. As we have been calling the attention to our performance, the full year 2019 postpaid share of net adds for Oi was the second best in the market with 31%, well ahead of very traditional players in the mobile space. This, obviously, led to a significant growth in our postpaid customer base, over 23% growth in our customer base, which also had a good quality coming into it. When we look at our postpaid FPD trends, the first payment default trends, we can see that we achieved this big growth while reducing the FPD trends and maintaining the stability of our bad debt. All of that’s translated into great postpaid revenue increase of close to 15%, and a much better revenue mix on mobile overall.

With all of these results, even with prepaid shrinking, and it’s shrinking pretty much for the entire market, we can see that we gained shares, both in prepaid as well as in postpaid. Gaining share in a mature market is something extraordinary difficult. And obviously, we know that this is a significant achievement for our mobile business. All in all, after all of this, we can see that we grew our mobile customer revenues even with the prepaid shrinking, as I already mentioned.

So now, next page, let’s look at B2B. Moving on to Page 8. We can see that our B2B revenues are also back to growth, especially due to the good performance on corporate sales of digital and IT solutions. As we have announced at the end of the year during our Q4, we relaunched our corporate operation, branding — rebranding it Oi Solutions. And the Oi Solutions have not only a very dedicated approach to the corporate segment, but an extensive portfolio review with the renewed emphasis on ICT and new solutions, in addition to a new organization that’s entirely focused on the corporate markets. We can see that this already started to show a very positive trend, starting with the corporate revenue trends, which presented growth; the corporate revenue mix, which presents a big increase in the IT component of the revenues, transforming us into a much more integrated player in the segment. And if we look at the IT net revenue trends, we can see that the trend not only accelerated, but continued to be at a very fast pace.

All of that led to a growth in corporate revenues of 17%, give or take, even while the SME revenues had a reduction of 25%. We know that the SMEs are still facing a turnaround in terms of our operation. It sets us for many of the same issues that the copper business presents. But this turnaround will be faced also with the help of FTTH. As in one of the previous charts, we already showed that we started to sell FTTH connections into SMEs as well.

All in all, we had growth in the total B2B revenues, albeit a small growth because of the SME decline. But we believe that it’s going to be possible, not only for us to continue to sustain this business, but still look for moderate growth in the near future.

Finally, the last component of our core business and one which is greatly based on fiber is wholesale. And we can see the wholesale results in the next page, Page 9. 2019 for wholesale was a transition year. It was a transition year where our strategy focused on the unregulated markets coming from a very high percentage of regulated revenue before. And we are now leveraging our infrastructure leadership and offerings for high-growth demand areas, which happens to be all unregulated. We see that the regulated revenues had a decline of 40%, the unregulated revenues remained stable, and our infrastructure rental revenues grew by over 20%.

When we look at the unregulated revenues, we know that this stability is due to a shift in profile of our approach to the market. In particular, to bringing renewed emphasis to the wholesale business, which, in the recent past, was not one of our primary focus of performance and attention in the markets. With our new portfolio, we expect the wholesale to face great opportunities in fiber to the ISP, fiber to the tower, fiber to the city. And also, when launching a franchise project to address the several different areas in the country where we will not be able to get directly retailer connections. And obviously, they represent a tremendous opportunity for us.

All in all, the wholesale revenues were relatively stable. And we consider the mediation impact adjustments of our one-off adjustments from previous contracts, we can see that we even grew a little bit. And the revenue mix is now going forward much more healthier than before.

Finally, let’s look at how we’re addressing the legacy challenges which come with the concession and everything that’s associated with our copper businesses.

On Page 10, we can see that when talking about the revenues, legacy will structurally go down, and now we know that this is a fact. So the only way we can address this is by looking at the cost reduction in the legacy businesses facing full on the current concession shortcomings. We know that most of the issues we currently have of reducing cost in the copper business are associated with how the concession actually imposes many obligations to us in serving fixed voice and, obviously, the impact it has in generating negative returns for us going forward.

Here in this chart, we have tried to graphically depict what is Oi’s concession time line and how it has behaved over 2 different periods over time. The first one was at the very beginning of the concession, a period where a lot of investments were done to meet the regulatory demands. The second one was a period of a fast growth and a lot of returns in terms of capturing the growth of the market, in particular, not only the voice market, but the copper broadband markets.

But this second stage was also marked by a maturity and a decline of the concession results due to a number of things, including increased competition, the arrival of new technologies and the decline of copper as a viable technology; the change in the customers’ consumption profile; and in particular, especially towards the end of the period, due to a lack of adequate regulatory evolution, including heavy obligations, heavy fines, heavy SLAs, payphones and the like, which put the concession at a marked disadvantage and in an unsustainable return position going forward.

And finally, the third period is the period we’re now currently in. And it started at some point around 2016, and we can see that the concession returns are no longer sustainable because there is a deep imbalance between revenues, cost, CapEx obligations and cash needs.

So what did we do to address this? Because as we saw, pretty much all of the components of our core businesses in terms of fiber, as well as mobile, are having very good operating metrics. How can we actually apply the same logic and reverse the negative results in copper in the concession here?

We are looking at 3 different things. And the first thing is a project I’m going to comment in the next page about, which we call de-averaging, which is really analyzing the problem in its many individual components, and not just looking at the average results of the combined copper revenues and costs.

The second is a very, very proactive approach to regulatory action, and we know that with the approval of PLC 79 last year, we have a very good first step into helping to address the regulatory issues with the concession. But we still need to regulate the ANATEL series to regulate the PLC, and this is going to be done during this year. So we are interacting in a very proactive way with the regulator in order to provide our contributions on how we can turn this issue with the concession forward.

And finally, we are adopting a number of operational efficiency plans to mitigate the negative NPV impact generated by the concession operation today.

So on the next page, we can see what is the de-averaging that we are talking about. This de-averaging means that detailed big data analysis of all of the revenue and cost elements of the concession, including an approach of its very granular level of the individual central offices station throughout the country.

Throughout the country, we have almost 18,000 central offices and stations. And when we analyze them individually, understanding which revenue they generate, how many customers we have in each, what is the individual maintenance cost of each, what are the obligations we have in each, we can actually split this 18,000 central offices and stations into different groups, which are, A, a profitable group where, obviously, we have to still selectively invest in protect to our customer base, to preserve cash as best as possible. The second and third group which are not profitable, but can be optimized. In the second group, we have interrupted all of the proactive sales of copper to reduce the running cost going forward. And to the extent possible, also optimizing maintenance cost. And the last group, which is a group that’s intrinsically unprofitable because of a critical lack of scale, we have to adopt a carrier of last resort mechanism in sync with regulatory evolution because we believe it doesn’t make sense for the company to continue to have obligations in areas where there are multiple alternatives to providing service to cover for diverse needs of the entire consumer base.

So with all of that, we know it’s not an easy project, but we are investing a lot in it because we believe that the potential cash cost savings of this approach will be in the range of BRL 500 million in the short to medium term and closer to BRL 1 billion in the medium to long term.

To allow for all of that, we need to be very efficient with our CapEx, very efficient with our operation, very efficient with our cash, very efficient with our financial metrics because we are still in the middle of a transition period for our numbers and our financial metrics. Gladly, we are seeing and we are presenting and demonstrating that the operating metrics have been viewed.

When we talk about the financial metrics and the CapEx investments and the cash results, I would like to talk — to turn over the word to Camille, our CFO, and she’s going to lead us to the next slide to talk about CapEx, cash and our financial results. Camille?


Camille Loyo Faria, Oi S.A. – Chief Financial & IR Officer and Member of Executive Board [3]


Thank you, Rodrigo. Good morning, everyone. Thanks for being on our call. Going to our CapEx on Slide 12, we close 2019 with BRL 7.8 billion in CapEx. This was a 29% growth with respect to 2018. This increase was driven by our strong fiber deployment that we believe we talked about in the previous slides throughout the year. Fiber investments represented 39% of our total CapEx in the year of 2019.

On the other products, we managed to leverage on our capillarity and existing infrastructure and also to optimize CapEx and reduce CapEx across all other products, except for B2B, which presented a slight BRL 166 million increase necessary to support corporate revenue growth that we also saw on the previous slides.

Our plan for 2020 is to optimize our CapEx even further, reaching a total of BRL 7 billion. But more importantly, we are increasing not only the percentage, but also the total amount dedicated to our continued fiber deployment.

Oi is already present in 2,200 cities with its fiber transmission network, covering roughly 55 million homes. This enables us to significantly accelerate our FTTH deployment. With our reuse model, we are able to be much more efficient in terms of time-to-market in new cities. We reached FTTH presence in 80 cities (sic) [86 cities] already in the end of 2019, and plans to be in an additional 44 new cities in 2020, with presence in all states of the country, except for São Paulo as our strategic plan.

Moving to Slide 13. We’re going to talk a little bit about our funding strategy and cash position. As Rodrigo mentioned, the recent successful execution of our short-term selling strategy enable the company to migrate to a much more comfortable cash position in early 2020, which allows us to fully focus on the execution of our strategic plan for this year. Although we closed our official 2019 balance sheet with a BRL 2.3 billion cash position, which is close to what we consider the minimum level for us to comfortably operate, this was due to the slight delay in the closing of the sale of Unitel, which we have been planning for end of 2019, and then ended up occurring right after the end of the year on January 24. We received $760 million in the closing of Unitel on January 24. And already, received 2 of the 6 remaining $40 million monthly installment in February and in March, and expect to continue to receive the 4 remaining installments until the end of July.

In early 2020, we also disbursed the additional BRL 2.5 billion credit line, the bridge loan, allowed in our JR plan. And sold a piece of real estate in Botafogo for BRL 120 million (sic) [BRL 121 million]. With the January Unitel proceeds and these 2 other transactions, our pro forma cash position would have been BRL 8 billion. Our debt position increased to BRL 18.2 billion during the quarter, and this was mainly through natural movement in our debt, interest accrual, FX variation, and the fair value amortization. And our net debt reached BRL 15.9 billion in the quarter without, let’s say, the pro forma cash adjustment.

Having said that, we continue on our funding strategy with the short-term expected capital in the sale of mobile towers, which we are on track and expect to be able to announce in early April. The sale of the data centers, which we are in the middle of the process, with the announcement still expected for 2020. And the real estate efforts, which we expect to generate another BRL 300 million over the next few months.

We continue to use the PIS/COFINS tax credits, which we already mentioned in our last earnings call, and we continue to use it at a pace of around BRL 100 million a month. And we already started to receive the monthly payments of the announced Fistel surplus for a total of BRL 669 million. And we are receiving the monthly installments at a pace of BRL 19 million a month, and that already started in December and keeps ongoing.

Moving to Slide 14, let’s look at our OpEx. Operational efficiency and digitalization initiatives already started producing cost savings. We managed to optimize all cost lines in fourth quarter 2019 with respect to fourth quarter 2018, except for marketing costs, with a BRL 19 million increase necessary to support our growth, mainly in fiber and mobile. Our EBITDA reached BRL 4.51 billion in 2019, BRL 1 billion in the quarter. BRL 4.5 billion being the bottom of our guidance, as we have anticipated in our — that’s within our guidance, and we had anticipated in our third quarter ’19 release.

With that, I turn the presentation back to our CEO.


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [4]


Thank you, Camille. Well, we talked about our funding pillar. We talked about the operating metrics. We talked about the results that those operating metrics generated and the financial results. So now let’s talk about on Page 15, our third pillar of the plan execution, which is efficiency and simplification. And in the fourth quarter, we picked up many initiatives, as we said we would and, as stated before, in 2 different areas of efficiency and simplification.

Starting with sales, marketing and customer service. We continued on our portfolio simplification, reduced the legacy portfolio, and accelerated the digital sales channels as part of the initiatives. And this continues to have an estimated impact in 2020 annualized numbers of between BRL 150 million and BRL 200 million a year.

In particular here, I’d like to highlight, as I already mentioned, the complete interruption of the proactive selling of copper services. In the first moment, while this reduces, obviously, the number of copper users and pretty much accentuates the decline in the copper customer base, it generates value for us because it reduces dramatically the cost in terms of copper sales. And in the end, this will provide value to the company in terms of cash preservation.

On the second area, process and organization, we continued with our ongoing simplification efforts, and organization changes are being implemented. Tomorrow we announced slight changes in our organizational structure with a dedicated focus on transformation and digital, with a dedicated focus on wholesale and franchises and with the simplification of our structure overall.

Through a review of the company’s processes and the implementation of a centralized automation initiative, we expect as well to have in 2020 an annualized impact again between BRL 100 million and BRL 150 million.

On the business support front, we kicked off many different initiatives, including the implementation of CSC for common support functions across all companies, not only Oi, but as well our service companies, Serede, [WEConnect] and BTCC call center. We started a supply chain efficiency project at the very beginning of 2020, and we expect significant results from it in the mid- to long term. We’ve started back office reductions through automation and extension of BPO contracts, and we also kicked off many energy efficiency initiatives, including a recent contract for self-generation.

All of that, again, looking at 2020, we have an estimated annualized impact of between BRL 150 million and BRL 300 million.

On IT, we already reduced or interrupted most of our IT legacy projects, and this has a rate of reduction in new IT projects over the last quarter of more than 50%, with significant cash savings, and as well a way to point to a new IT stack for the fiber operations, which is leaner, simpler and more efficient. We also elevated our digital initiative to the company-wide effort, as I already mentioned, to the dedicated units as part of our operating structure.

Finally, on network and operations, we continued optimizing and decommissioning legacy networks. And in particular, here, the de-averaging approach will help us tremendously to reduce operating costs in the field and decommission of legacy equipments.

All of that has led to a metric that starts to show progress, and we provided several different metrics, selected metrics on the right-hand side, where you can see the progress in many of those fronts, including the percentage of our fiber in broadband activations, which grew 60%; the percentage of our residential base in flat rate in terms of portfolio simplification, which had a reduction of 30% — an improvement of 30%, sorry; the call volume in human customer service, which had a reduction of minus 20%; the percentage of digital invoices that had an increase in 14 percentage points; bad debt went down as a percentage of revenues; the energy costs that have been reduced; the percentage of agile IT, which has increased significantly; the percentage of repairs by FTTH customer base, that went down; the fiber technical support to digital channels, that has increased tremendously.

And here, a curiosity: out of the last two weeks, when we initiated this coronavirus crisis, the downloads of our virtual technician through our mobile app have increased by 200%, reaching levels of close to 200,000 downloads. And the percentage of repeated technical calls also continues to go down.

So all in all, we continue to present very good operating metrics to — that demonstrate that we are making progress in terms of cost reduction.

But before closing, we really need to talk about the current pricing scenario. We know it is expected for us to talk about it. In the next page, we can give you a view of how we’re facing it at the current moment.

So moving on to Page 16. We know that for all of us, this is an unprecedented business scenario. It quickly escalated to a global pandemic crisis. It provided shutdowns, it provided fear, and overall, it provided a great level of uncertainty, and we know this uncertainty needs to be addressed.

In the face of the global pandemics, what we did 2 weeks ago — or over 2 weeks ago, is we quickly established a crisis response team. So we have a crisis room. We have a crisis committee, and we are focusing both on ensuring the full business continuity for the operations of the company as well as a formal process to monitor, analyze and respond the potential impact with appropriate contingency plans in all fronts.

And here, I’d like to highlight 2 very different fronts in which we are taking those measures. The first one is obviously on operations and business continuity. And above all, our key priorities when we established all of this crisis monitoring and committee was and is in our people.

We obviously are very concerned about the safety of our people. We have taken all of the different measures to be able to protect our team, to protect our employees, to protect our partners. We have provided adequate support to our field teams, which we know are part of an essential service in the middle of this crisis. We have taken measures to adequate our call center operations. We have initiated company-wide home office asset that has now more than 70%, 7-0 percent, of our employees are working remotely in a record time. And this has been our key priority, and it should be and should continue to be our key priority going forward.

But obviously, in addition to that, we also have a great attention to our network and field operations to our infrastructure, which we know is going to be critical to help us all support the great challenges that all companies and people have during this time.

In terms of our network, I’m glad to mention that we operated very quickly to engage into monitoring of the demands on our network, to very quickly activate new circuits in our backbone. And so far, we have not only been able to maintain the quality of our network, but we have been able to contribute to the stability of the connections in all of our services.

We have also looked at the business support. We have also looked at our customer care operations. And in particular, we have communicated very extensively, both internally and externally.

Finally, on the operations and business continuity, and I know that this may be a question that many investors have, is what is happening to our commercial operations, both in terms of sales and revenues. And here, we believe that the telecom sector, fortunately, is on the right side of the demand curve, I mean, in the middle of this crisis, our services are more necessary than ever. And we can see this in increased retention and demand for fiber connections, for example, both from individuals and residential fiber connections as well as from companies and enterprises trying to establish remote work operations.

Obviously, we also know that there may be an impact here in terms of the ability today of many other low-income customers. We know that there will be challenges in terms of continuing sales operations, in particular, with the restriction of movements for a short period of time going forward. But we have quickly reestablished the priorities of our operation to maintain and sustain the rate of our commercial operations to as close to normality as possible, in particular, on the fiber operations, and we have been able to do that so far.

On the mobile front. Now obviously, the mobile front suffers in terms of sales because of the closing of stores and the restriction of movement. But in reality, there’s a reduction in terms of mobile sales also come with a corresponding reduction in churn as pretty much the market is stable.

In this regard, here, I’d like to highlight something that all of our — the operators in Brazil, all of the 4 large operators and the additional operators in the Brazilian telecommunications ecosystem have done. For a moment, we have tough competition in second plan. We have joint forces. We are working together on a daily basis to guarantee that the Brazilian telecommunication system is, in fact, at relief during this moment of crisis, and we have launched a joint campaign to support all of the different requirements in terms of communication needs during this crisis in the next weeks that we’re going to have to face together.

The second component of response is obviously the strategic response. And we know that while it’s absolutely critical for us to maintain our operations and business continuity, we also have to analyze what does this mean for us in terms of strategy, in terms of the financial analysis and in terms of regulatory and institutional actions.

Here, the fact is that we have again joined forces, and we will make sure that we have the appropriate regulatory and institutional actions in place, including declaring the telecom sector, an essential sector, to the country. And this will allow us to have relief in several different areas all the way from regulatory obligations as well as potentially some relief in terms of financial response to the crisis that all investments have.

So all in all, we know that there’s still much to be assessed in the middle of this crisis. It’s very hard to tell what will be the exact impacts to every operation, into every component of the operation, but we’re certainly working very diligently to face it. And we are preparing our contingency plans to be able to address this as best as possible, and we believe so far we have been able to do that.

So on the next page, let’s then turn to a close. On Page ’17, we can see that, as a summary, we continue to execute diligently on our strategic plan. We put a strategic plan in place in the middle of 2019, and we have focused relentlessly on its pillars, with funding, with operations, with efficiency and simplification. And now with the next big focus on our strategic options going forward.

Just as a heads up, we believe that we will have our general creditors’ meeting in the second half of this year. The courts have already approved a period of no more than 180 plus 60 days to hold the GCM, so we are working very diligently to finalize our proposal for the GCM, which should be presented to the market. In this proposed plan, without any question, we bring the company a lot of flexibility and that’s going to make everybody better off in order to accelerate the execution of our plan and maximize the value creation, both for shareholders and product holders.

We continue with our market accounting process for the mobile business during the first quarter, and we have received — as adequately communicated to the market our first nonbinding manifestations of interested parties. And we are now looking also as properly communicated to the market, capital structure alternatives to accelerate our fiber projects. We know that these are not easy times, but we have been keeping our focus. We have been keeping our dedication, we have a dedicated team, we have great assets, and we also have the companies that we are doing the right thing and that we’re going to continue to successfully execute our plans.

So that’s it for the initial summary. And I believe that now we can go to our questions-and-answer session. Thank you, everybody.


Questions and Answers


Operator [1]


(Operator Instructions) Our first question is from Fred Mendes from Bradesco BBI.


Frederico P. Mendes, Banco Bradesco BBI S.A., Research Division – Research Analyst [2]


I have 2 questions here on my side. The first one, you mentioned that today, you have an overall gross debt of BRL 18 million, give or take. Just wondering how much of that is in U.S. dollar terms and what is the hedge for it? That would be my first question.

And also in the presentation, you did mention about a CapEx of BRL 7 billion for 2020, a part of it is related to copper. So just wondering, do you see room to deliver even a lower CapEx than that? Of course, if you do so, the mobile operations, you should have a lower CapEx. But just wondering, especially related to the CapEx of the copper, what exactly is that? Is it basically regulatory CapEx and if you see room for lower CapEx on that front?


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [3]


And let me pass over to Camille to talk about debt, and then I’ll talk to you about our CapEx.


Camille Loyo Faria, Oi S.A. – Chief Financial & IR Officer and Member of Executive Board [4]


Thank you, Fred. Today, we have basically 3 parts of debt, denominated in U.S. dollar. We have our outstanding 2025 bonds. We have our debt with the ECAs. And that was in December, right? As of January, we also have the BRL 2.5 billion bridge loan, which is denominated in reais but follows U.S. dollar variance. I’ll give you the participation of those lines in the total debt in a while, while I talk about our hedging strategy. So today, we are protected in terms of the cash flows for 2020, both in terms of interest as well as OpEx that we have denominated in U.S. dollars. And what we’ve done is we’ve established a natural hedge for the cash flows of 2020 by limiting a percentage of the Unitel proceeds outside of the country in U.S. dollars. So we are fully hedged in terms of outgoing cash flow in U.S. dollars for 2020.

With respect to that to our balance sheet, unfortunately, we will see some balance sheet volatility due to FX — to the real devaluation. But I think it’s important to remember that we don’t have any short-term amortizations of our debt denominated in foreign currency. So that is just — for now, it’s just an accounting effect. We don’t have any cash effect by not having hedged our balance sheet.


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [5]


Thank you, Camille. And Fred, let me talk about CapEx. Obviously, we can see that we did have an increase in CapEx last year as compared to what we were originally seeing. So we went up all the way to BRL 7.8 billion, and this increase in CapEx was primarily to kick start our fiber plan. We saw a great opportunity to accelerate our fiber plan and to get a much better run rate to go into 2020. And we did that, we seized the opportunity, we were able to really increase the speed of homes passed, home connection, and now we are at cruise speeds. So we took this chance, and we knew that it would be a little bit of a sacrifice in terms of cash. But it would be of extreme importance to our strategic plan going forward, and so we did it.

When we look at 2020, going back to the BRL 7 billion, it’s part of the original plan. And obviously, what changes here is the profile of the CapEx. So fiber continues to increase as a total percentage of our CapEx and will be the primary component for the next several years. And businesses may even accelerate during the year.

When we look at obviously mobile, we do have a mobile CapEx there as part of the plan because we need to continue sustaining the value and approaching the opportune areas in our mobile space, in particular with refarming. And we have announced that, so it’s obviously something there that we will manage with a lot of care and attention. But it’s something that can — and has been generating very good results to us.

And when we look at the other components of CapEx, in particular, you mentioned copper and corporate, what’s happening with copper and corporate there. The first one, when we talk about copper, obviously, we want and are working very hard to reduce as much as possible our copper CapEx. But unfortunately, as I mentioned during the concession explanation, there is still a significant amount of regulatory CapEx.

And this regulatory CapEx goes to maintaining fiber networks; to maintaining payphones, believe it or not, yes, we still maintain and have to replace a number of payphones; to maintaining central office switches, even in areas where it doesn’t make any sense in terms of returns. And obviously, we need to continue to do that because of the regulatory obligations. And this is an area where obviously we’re working and trying to work with ANATEL as well to be able to not only significantly diminish that but to do that, not only with our own operational assets, but to be that base as well as some regulatory relief because it doesn’t make sense to keep addressing a significant amount of CapEx to a business that is dying that doesn’t even serve, in many cases, a social function anymore.

When we look at corporate — obviously, corporate is an area of focus for us going forward. And when we see this CapEx increasing here, it’s because, obviously, as you know, corporate, the corporate segment has multiyear contracts. We’re talking about a 5-year contract, 6-year contracts, 4-year contracts. And in reality, if you are growing, this obviously consumes CapEx at the beginning and brings significant results and return on investment going forward. So that’s the only reason why it’s not a significant increase. It’s pretty much a stable level of CapEx for the Corporate segment this year.

What we have been doing as well is an overall CapEx efficiency project in terms of reducing the cost base on negotiations and supply chain efficiency, and this will be applied to everything we do. And we have been also obviously privileging on the Corporate side, CapEx projects that have shorter returns. Obviously, the overall return on investment is the key priority in terms of analysis. But the shorter returns have been privileged in terms of our focus, retention, dedication to closing Corporate projects.

I’m sure this responds to your questions, Fred.


Camille Loyo Faria, Oi S.A. – Chief Financial & IR Officer and Member of Executive Board [6]


Rodrigo, just to complement my previous question. As of December, the figure that you see in our presentation, 52% of the 18-point-something billion are denominated in foreign currencies, 18.7 — BRL 18.2 billion, sorry.


Frederico P. Mendes, Banco Bradesco BBI S.A., Research Division – Research Analyst [7]


Sorry, Camille. 52%, right?


Camille Loyo Faria, Oi S.A. – Chief Financial & IR Officer and Member of Executive Board [8]


52%, 5-2, correct.


Operator [9]


Our next question is from Susana from Itaú.


Susana Salaru, Itaú Corretora de Valores S.A., Research Division – Sector Head, Telecommunications, Media & Technology [10]


Our first question is related to the FTTH take-up. We saw that the most recent cohorts are actually being much more efficient in terms of take-up than the oldest cohort. What are the factors that are actually justifying this pickup in the take-up rate. Is it the different competition, different region? Or is there some kind of commercial activity? That would be our first question.

And the second question is related to the capital optimization, the reduction from BRL 7.8 billion to BRL 7 billion in 2020. The optimization was because you were able to renegotiate the contracts with these lenders? Or you are being — you are actually reducing the scope of the CapEx that you are going to use in 2020?


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [11]


Thank you, Susana. So to your 2 points on the FTTH take-up. And you’re right, our most recent cohorts have presented a great improvement in terms of the initial take-up rates. And this is due to a number of factors but, in particular, because we are on a fast learning curve here. Obviously, for us to address the take-up rates of our deployments, there are several components, including where do we lay up our fiber — lay out the fiber originally? How do we do it? What type of approach do we do? What type of units do we approach? What type of sales channels do we use? Do we go with door-to-door in different areas? Or do we go with tele-sales in other areas and so on, so forth.

So in reality, there’s multiple things here to fine-tune when actually moving toward the deployment of fiber. Now we have been pretty much fine-tuning all of these. So it’s natural that our most recent cohorts, actually not only present a much better commercial efficiency, a much better precision in terms of where we’re laying fiber and how we’re actually addressing our addressable targets and with the awareness of the broadband fiber as a viable product for customers as well. We have been seeing that just that the awareness of the product has helped increase the take-up rate as well. So it’s not a single factor. It’s a combination of all of the factors.

But the most important thing is that this has been a consistent trend. So for every new cohort that we actually are reaching, better numbers.

And when we look at the older cohorts, what we are doing as well, and this is showing in our numbers in terms of the cruise speeds. We get back to the old cohorts, and we also fine-tune our commercial operation in the old cohorts as well. So we can see that not only we’re able to be more efficient in the new places where we’re laying fiber, but we can go back to the areas where we already have fiber to address these areas with all of the new learnings from the areas where we have been having very good results. So I mean we’re very confident that when we talk about the 25% penetration in 3 years, that we’re going to get there. I have no question that we’re going to get there.

As to your CapEx question, as I mentioned, Susana, the BRL 7.8 billion was an exceptional year in terms of CapEx deployment because we have an opportunity to accelerate our fiber deployment. If we were to go according to the original plan, that was going at the beginning of the year, we would have ended 2019 with close to 3.5 million homes passed. We are able to accelerate that by over 1 million homes passed. And so that was what required initially, an increase in the fiber CapEx. Because if you look at all of the other CapEx components, they still have not been reduced. So it’s not that we’re going to do less CapEx in terms of fiber this year because the CapEx is going down, but we’re going to do less of pretty much everything else, and we’re going to maintain or even increase our fiber CapEx. And so the BRL 7 billion is not a concern for us in terms of how much we need to invest to be able to fulfill our strategic plan.

Obviously, and this is an observation that it depends, obviously, on a number of things in terms of scenario going forward. We know that depending on how well we go with the different engagement of the regulatory action or the averaging approach on the copper and the concession initiatives as well, we may be able to further reduce, for instance, our regulatory CapEx or legacy CapEx to be able to maintain our envelope more efficient than ever.

And the one thing we have been doing here as well in terms of reduction, you mentioned really the negotiations with suppliers and the likes, even though when we look at the BRL 7 billion to BRL 7.8 billion, the key component is not a renegotiation. But the key thing is that everything we’re doing in fiber, we’re not only doing it with a better learning curve on the deployment and on the sales. But we’re also doing it with a better learning curve on the cost components of the CapEx. So right now, for instance, we’re already operating with a much lower rate of cost per home connected and cost per home passed.


Operator [12]


Our next question is from Marcelo Santos from Bank of JPMorgan.


Marcelo Peev dos Santos, JP Morgan Chase & Co, Research Division – Senior Analyst [13]


I have 2 questions. First, like, is it possible for you to explore a bit more difference in the impact of COVID-19 on the sale of mobile and the fiber? I mean you mentioned that mobile would suffer because the stores are closed. But somehow, you mentioned the fiber, you will be able to keep the deployment. So what are the differences that caused the different behavior? If you could expand a bit more on this?

And the second question would be about the partnership with Mob. I don’t know, in fact, how to spell to — on the wholesale to address regions that you wouldn’t address. When you do this kind of partnership, what could you share about the economics, like how much of the revenues cost and CapEx centrally stay with you versus the parter or kind of returns you get? I mean any color would be interesting.


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [14]


Thank you, Marcelo. On the first question, in terms of the impact of this whole pandemic on sales, it’s different because of the different sales channels. So obviously, when we look at mobile, the key mobile sales channels, our stores are our own stores, our partner stores and our, what we call, the small retail, which are pretty much representative, and stands and booths and small stores, and they all depend on traffic. They all depend on people moving and coming and going. And obviously, this represents the vast majority of mobile sales because of the requirement of getting the SIM card. And obviously, the SIM card requires, for the most part, a physical dislocation, given that even though digital sales and e-commerce and mobile is growing. But the logistics cost of that, if we consider that just sending a SIM card to the home of the consumer, has a much higher cost than originally would be involved into a physical store sales.

Obviously, the physical stores, the physical points of sale have a disproportionate participation in terms of mobile sales. When you interrupt the traffic and you interrupt the people going out and when you actually close stores because we have — at this point, we have 100% of our own stores closed. And this is obviously for the protection of our own team, but also because in many areas, there are restrictions for retail to be open. So it’s natural that we have a much higher impact on mobile than on fiber.

On fiber, even though we have a door-to-door sales channel, and it is an effective channel. We also have a much, much higher number of sales, both in digital sales as well as in telephone sales, call center sales. Obviously, as this is something that you need to actually communicate to somebody and schedule an installation and understand the product, it is an indirect sale, which does not require physical presence, and so it’s a lot less impacted by the overall restrictions we have on mobility in our seats.

In addition to that, obviously, we have been seeing that not only that, but when we look at the mobile sector, the mobile sector is really well penetrated, as we know. And many of the sales now are being conversions from prepaid to postpaid, and a little bit of competitive movement from side to side. So we’ve been able to gain share last year, even though the market, as a whole, has shrunk. And when we look at the period of crisis, it’s not that people are not having access to mobile phones. They do. It’s just that there is a lot less movement between operators, a lot less churn, a lot less migration from carrier to carrier.

In the case of broadband, we still have a significant unfulfilled demand. And actually, this is what actually makes for the great opportunity we have an FTTH. A gigantic number of customers still have very low-speed broadband at home, based on copper, based on old technology. And when — especially in a time where we have the need to stay at home and the need to be connected, the demand increases, it’s kind of — it boils down to many different factors. But the demand in broadband is increasing significantly.

So even with all of the restrictions we have in terms of door-to-door sales and all of that, we do have an increasing demand that pretty much compensate for this restriction in some of our sales channels to the fiber.

As well as for the partnership with Mob, Mob Telecom. Mob Telecom is a significant player in the so-called group of independent internet service providers in Brazil. And when we know that the opportunity for FTTH and for fiber is much, much bigger than what our plan entails, even for the next 3 to 4 years. So we have said that we want to cover into the year 60 million homes passed, but we see 40 million homes viable. We knew that we should be able to address the remaining areas where we do not provide retail service directly, at least at the very beginning. We knew that there should be ways to address those in partnership with the local ISPs. And by doing that, we kick off a franchise project, which will pretty much have 2 types of model and the Mob partnership is the first model we have.

The 2 models, first one is a model where we get an existing ISP with an established brand, such as Mob Telecom, and we do a partnership to help them grow in terms of the basic infrastructure. So we provide the backbone capacity, we provide data connectivity, we provide access to our locations then co-hosting of facilities. And they obviously, we do the last mile, and they continue to expand on the businesses. By doing that, they’re able to use and associate their image, their services to our infrastructure. And we have created a news of our brands to do that, which is with old fiber. And in addition to that, they’re able to actually have better services operations by using cash, by using a number of other resources that they wouldn’t have access to if they were alone.

But they still retain those brands. And they still repaying most of the operation locally. In those types of partnerships, and those are just initial estimates, initial guidelines, Marcelo, we believe that we will be able to get something around to 15%, 20% of the results of those partnerships. So it’s significant because it’s an area where, otherwise, we will get a lot less.

The second model of franchise is one which we are still to kick off. And as I mentioned to you, we have now created a dedicated units to wholesale and franchises. We expect the second model to be a model where the Oi brand will be much more important. And the Oi supports the local players will be much more important, with a lot more components in place provided by Oi including customer care, including the standardization of portfolio. And so it would be more akin to a traditional franchise. And those models, we expect to have a higher percentage of our revenue but obviously, a higher percentage of cost. But you will be annoyed ally branded franchise model. So those are the 2 models, we have kicked off the first partnership with Mob, we expect to kick off several different other targets in the time to come.


Operator [15]


Our next question is from Guido Rosas from Goldman Sachs.


Guido Rosas, [16]


A couple of questions here, just regarding the RJ plan meeting date. I know that there is 180 days plus 90 days — or 60 days of legal period. Just in terms of when do you actually expect this to take place, I understand there is a maximum time line that is provided by law, but any kind of idea on timing and what base case could be? I appreciate it.

Another thing, also on the COVID impact of CapEx deployment, particularly with respect to fiber, do you think that, that’s another area of the business that could be potentially affected?

And then also on the asset demobilization that you guys had mentioned tower sales for the second quarter. Is there a number of towers that you could provide as potentially being discussed or the size of the portfolio would be that you potentially look to sell?


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [17]


Thank you, Guido. Well, let me ask Camille to address the first question about the RJ plan and the time lines that we’re seeing at this point, and then I’ll come back and talk about the COVID impact on the CapEx deployment, and we can talk about the noncore assets as well.


Camille Loyo Faria, Oi S.A. – Chief Financial & IR Officer and Member of Executive Board [18]


Thank you, Rodrigo. Thanks for your question, Guido. So regarding the creditors’ meeting, you’re right, the 180 days plus 60 days is the maximum time that the judge has allowed us to have before we call the creditors’ meeting. The company is working to call the creditors’ meeting as soon as possible. We don’t intend to use the higher amount that was signaled by the judge. But of course, we want to be very careful to be fully prepared for the creditors’ meeting. So we should see the company seeking to anticipate the creditors’ meeting, not to use the entire 240 days, 180 to file for the document and 60 days to have the credit to hold the creditors’ meeting. We are working as hard as we can to anticipate that, but we will do that very carefully in order to be able that we are fully prepared.

Let me address the third point, and then I will give it back on Rodrigo so he can talk about CapEx. We are not giving out guidance on the number of towers and cash proceeds expected from single transactions. The guidance that we are giving out and we are maintaining is that, including tower sales, data centers and the pieces of real estate that we intend to sell until end of July, including the 2 pieces of real estate that we already sold, the one in the south that was announced in December and the one in Botafogo that we announced and already received, which amount for roughly BRL 200 million. So including the 2 pieces of real estate, towers and data centers, we expect to raise around — between BRL 1 billion and BRL 1.5 billion — closer to BRL 1.5 billion.


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [19]


Thank you, Camille. And Guido, to your question on the COVID impact on CapEx deployment, this is, in reality, something that we addressed head-on at the very beginning of the crisis. So far, we have been able to maintain almost normality in it. Obviously, there are some restrictions to movements of technicians between cities and there is a little bit more difficult for instance to find hotels and restaurants and all of that has an impact.

But so far, because telecoms were declared an essential service, this was instrumental in actually removing some of the restrictions that we have in terms of mobility. So even though in certain areas, for instance, even though a general movement is prohibited, we do have our technicians being able to go back into work and to continue with their services because of fiber installation, fiber maintenance, et cetera, is actually a priority.

And because of that, so far, we have no major impact. What we have done is we did analyze what would happen if the crisis gets worse and if we get some limitations to our CapEx deployment, in particular, with fiber. And the team actually did a tremendous job here because the operations teams created simulator where we have a pretty detailed simulator, analyzing what is the impact of the trend is in the workplace — in the workforce and the field workforce. And so we have several different scenarios in terms of what happens if we go from the status we are currently on in terms of the percentage of technicians that are actually being able to work, to a much higher percentage.

Right now, we’re at a very, very low single digits, okay? So it’s minimal to no impact. But what would happen if we went all the way to 20% restrictions? What would happen if we went all the way up to 30% restrictions? What would happen if we go all the way up to 50% of our field force not being able to work? And then we simulated what would this represent in terms of impact, both in terms of homes passed and homes connected.

And when we look at then the most critical scenario — obviously, the most critical scenario that would take place for a duration of close to 2 to 3 months. This is a simulation. Even in the most critical scenario, we would have, I guess, an impact. I wouldn’t give you the precise number, but we will have a small impact in terms of the total number of homes passed at the end of the year. But we would pretty much preserve the ability to perform the homes connected.

So right now, honestly, the directionally speaking, even with more restrictions to come, because we are an essential service, we don’t see the CapEx deployment being significantly impacted in terms of operating capacity by the COVID crisis.


Operator [20]


We have another question from Alvin Chew, Foreign Capital Company (sic) [Asian Capital Alliance].


Alvin Chew, ACA Inc. – Managing Partner [21]


I think my first question has already been answered previously. So I’ll just proceed on to the second question, which is I would like ask management to comment on the sales process for its mobile units. Can you provide — please provide us with an update on the status and as well as would likely timing, if possible?


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [22]


Thank you, Alvin. Well, as we have announced in the market at the last quarter at the end of the year, we initiated a markup, what we call the market summing process, which was not a formal set of process. But as we know — as you know, as we have communicated before, we have retained a financial adviser with Bank of America Merrill Lynch to help us organize not only what would be the assets that we have in terms of interest in the market but what will be of the initial demonstrations of interest in terms of indications of value and indications of interest and competition for the assets. So this is what Bank of America has been doing. They organized this market summing by talking to the several different advisers of different interested parties.

During this last couple of months, the world exchanged of public information, so again, not to avoid — not complying with any regulatory restriction given that, obviously, we’re talking about the potential interest of our competitors. We have organized information in exchange of public information in terms of what will be the basic information required to provide an estimate of input or nonbinding inputs to our assets. We have received that those, as you remember, not only we announced publicly that we have received more than one manifestation of interest on nonbinding manifestations of interest proposals from interested parties.

Now we’re doing our own analysis with our adviser in terms of what would be the next steps. And I mean, assuming that everything proceeds, given that we are able to get close to what we believe is something that could generate significant value for the company, for the shareholders, we will proceed to the second phase, which would be a more formal phase wherein the end, we could get to a point of receiving binding proposals.

Obviously, all of that is also connected to the general creditors’ meeting that Camille talked about because in the end, for us to be able to formally separate our mobile units if, again, we get to a point that we believe selling it would make sense for shareholders based on the value that we’re discussing. This would have to be done in the form of what we call in Brazil, a UPI, an independent production units, which is a legal entity, part of any RJ process. And the key characteristics of these UPI of this — or IPU in English, is that it would not carry any attachments, any obligations of the RJ proceedings that we are currently attached to, in particular, in terms of the future obligations towards the plan. And this is part of our inputs to general creditors’ meeting that will take place to give the company’s flexibility to consider the possibility of doing best in a way that maximizes value.

So in summary, we will continue with the current processes. It may eventually, again, convert into a process of receiving binding offers. These binding offers and the proposal to separate the mobile in the form of a UPI would have to be subject to the general creditors’ meeting approval, then based on that, a potential transaction could take place.


Operator [23]


Our next question is from Carlos Sequeira from BTG Pactual.


Carlos Eduardo Palhares Sequeira, Banco BTG Pactual S.A., Research Division – Head of Research & Analysis and Brazil Strategist [24]


My question is on — well, we just saw this week Provisional Measure 899 being approved — or being voted and approval by the Senate. And my understanding is that this measure create conditions for individuals and corporations to negotiate and restructure their debt with the federal government. And in Oi’s specific case, there is all this debate and discussion involving its debts against ANATEL. So my question is, how do you see this provisional measure helping negotiations or improving chances that you reach an agreement with ANATEL on all these, imbroglio related to the fines are there please?


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [25]


Carlos, thank you for the question. And indeed, we did not mention during the call, but indeed, the MP 899 was finally approved. It had been approved at the Lower House last week, and it was approved in the Senate last night. And obviously, it is a positive approval, we believe, because it gives us yet another option to address our issues with the ANATEL — past ANATEL debt.

And in reality, it’s an additional option, as I mentioned, because what happened was that in the original discussion with ANATEL, as you remember, as everybody remember, there was a big discussion from the part of ANATEL about its — their credits should be in the RJ or not. According to our thesis, there was no question that it should be part of RJ. And so we have decided, so it was judged. ANATEL appealed. It was upheld. So we won in the second instance.

And for all practical purposes, we know that the ANATEL credits are part of the RJ could continue to be part of the RJ. Nonetheless, we believe that it’s interesting to have options to discuss alternative courses of action in terms of how to treat the ANATEL debt. And this is part of a scenario of modernizing not only the discussion of public debt, but the judicial recovery law.

There are several initiatives to address that. The first one is MP 899, which allows for the negotiation, bilateral negotiation of the credits, and the ANATEL credits would fall in this category, so we could renegotiate the credit with the AGU and actually, pretty much back to a point where we would have an equivalent fair value reduction to what can be obtained in an RJ proceeding, which, by the way, is what we currently have.

And there yet a second avenue, which is already being discussed, in addition to the MP 899, remember in that the MP 899, the key characteristic is that it allows for a 50% reduction in the total debt and 84 months of payment going forward.

There’s a second alternative to that, which is in the form of PL, a law, a project, which is the PL 6229. And the PL 6229, actually, brings yet another chance alternative, it could be a third alternative to how to treat the ANATEL credits. And this would allow 4 RJ companies renegotiation that can go up to 70% of haircut in the total debt and 120 months for the negotiation of those credits.

So we believe that the more alternatives we have, the better because in the end, we can decide if it’s worth for us. The fair value is our approximate, and we believe they can be. We can decide to actually go into an area that would be an alternative that could give us more certainty going forward — legal certainty going forward.

But in the end, it’s great to have alternatives. We believe that the current alternative that we have, which is both MP 899 and continuing with the ANATEL credits as part of the RJ, are already well reflected in our current numbers. So there will be no concern going forward. Actually, it’s just potential improvements.


Operator [26]


That concludes our Q&A session. I would like to turn the floor over to the company for the final remarks.


Rodrigo Modesto de Abreu, Oi S.A. – CEO, COO & Member of Executive Board [27]


Well, again, thank you, everybody. We know that this is not just any ordinary time, as we highlighted at the beginning of the call. We know that this will require from all of us, a lot of focus, a lot of effort, a lot of the tension in terms of not only continuing to execute what we said we would execute. But at the same time, planning for contingencies and addressing the most relevant challenges that this whole crisis has brought upon us. But we believe that, obviously, we continue to execute well on our plan. We believe that all in all, we will maintain our focus in all the relevant areas that we have communicated. And I reinforce our confidence that we have in order to be able to be well succeeded with the execution of the whole plan as originally stated.

Thank you for being with us, and now we’ll talk to you in our next quarterly call.


Operator [28]


This concludes Oi S.A. conference call. We would like to thank you for your participation, and have as well a nice day.

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