Itaúsa - Who we are
Itaúsa was founded to
centralize the financial and strategic decisions of a group of companies
and give them better conditions to expand. Itaúsa operates in the financial and industrial areas and also manages large
institutions of a social nature.
The history of the Group began with the first investment bank to be
founded in Brazil. It was called Banco Federal Itaú de Investimentos
S.A. and was created on May 6, 1966, shortly after the Brazilian Central
Bank gave permission for this kind of activity. It was a limited
liability listed company which would take stakes or make loans in the
medium and long term to provide fixed or variable capital by investing
its own resources, as well as in the raising, intermediation and
investment of resources of third parties, and other activities which the
monetary authorities had given approval to.
In November 1970, it changed its official name to Banco Itaú de
Investimento S.A. and in May 1973 to Banco Itaú Português de
Investimento S.A. It expanded its operations into the specific areas of
investment banking. At the same time it accumulated a large equity
portfolio and became a substantial shareholder in a number of Itaú´s
financing institutions. As these institutions grew, it became a complex
task for Banco Itaú Português de Investimento S.A. to maintain its
bipolar approach to its operations, both as the holding company of the
group and as an investment bank.
As a result, it reformulated its objectives and ceased its investment
bank activities in order to become the leading company within the
Instituições Financeiras Itaú, a holding company which at that time
grouped more than 50 companies. Approval was given at the General
Meeting held on December 9, 1974 for the name to be changed to
Investimentos Itaú S.A. The business objective was to provide support to
private Brazilian companies in which it had a capital share.
At a General Meeting held on April 30, 1991, the official name was
changed to Itaúsa - Investimentos Itaú S.A. The name Itaúsa -
Investimentos Itaú was adopted from 1991, thereby incorporating the
"Itaúsa" tag which the market valued.
The main companies which Itaúsa controls are leaders in their business areas: Itaú Unibanco
Holding S.A. and its subsidiaries Itaú Unibanco and Banco Itaú BBA in the financial segment and Duratex, Itautec and Elekeiroz, leaders in their respective industrial areas.
As a listed pure holding company, Itaúsa concentrates all its financial
and strategic decisions on providing the companies within the Group with
the best condition to operate and expand their business. As a result,
the subsidiaries have achieved high levels of productivity, employee
training and technological breakthroughs to constantly improve the
products and services they offer to the market.
This model also ensures that the principles which guide the holding
company are also practiced by the Group companies. Appreciating human
capital, ethics in business and value creation for the shareholders are
the unquestionable values which direct the work of Itaúsa and its subsidiaries.
The way in which Itaúsa develops and manages each of its businesses was
reflected in the results of the Conglemerate obtained in
4Q2012. From January to December of 2012, shareholders´ equity amounted
to R$ 32.7 billion and it had assets of R$ 364.0 billion. Net income in the
period came to R$ 5.0 billion with a return on average shareholders´
equity of 15.4% (values in IFRS).
For the ninth consecutive year, Itaúsa
was selected to make up the portfolio of Dow Jones Sustainability World
Index (DJSI), the main sustainability index in the world. In its
2012/2013 edition, the portfolio is made up by 340 companies of 30
countries, of which only nine are Brazilian companies - among which are
Itaú Unibanco Holding S.A., Redecard S.A., and Duratex S.A. Other
highlights of Itaúsa activities are as follows:
• Leader in Financial Services, for the sixth consecutive year;
• Highest score of the sector in twelve criteria: Anti-crime
and fraud policies; Branding; Customer Relationship Management (CRM); Engagement with strategic audiences; Supply management; Business risks and opportunities;
Environmental Policy; Controversial issues; Financial inclusion;
Development of human capital; Labor practices and human rights
indicators; and Talent retention and attraction.
DJSI is made up by companies recognized as capable of creating value to
stockholders in the long term. The index considers particularly the
quality of management, with the integration of economic value with
factors such as transparency, corporate governance and environmental and
social responsibility as a way of assuring the business continuity. The
inclusion in the Dow Jones Sustainability shows Itaúsa’s long-term
commitment to sustainable growth, focused on creating value to
stockholders and the society.
Itaú Unibanco Holding
On September 24, Itaú Unibanco purchased,
through an auction of at Stock Exchange, 298,989,137 common shares
issued by Redecard, representing 44.4% of capital, as follows:
• The total acquisition shares made as from September 24 and up to the date of this report are equivalent to a investment of R$ 11.3 billion;
• With the aforementioned purchases, Itaú Unibanco's interest in Redecard reached 98.0%;
• Itaú Unibanco expects to conclude the purchase of 100% of minority interest by the end of 2012;
• On October 18, 2012, the Securities and Exchange Commission (CVM) cancelled Redecard’s register as a publicly-held company.
Redecard will continue as an independent company, acting in partnership
with other banks, with increased flexibility in pricing and synergies
arising from the integration. In addition, the combined use of the
infrastructures of Redecard and Itaú Unibanco will bring greater
flexibility and will expedite the operations both for payment products
offered to clients and for offers to merchants.
According to CPC 36 (R2) Consolidated Financial, changes in the interest
in a subsidiary not giving rise to a change in control are accounted for
as capital transactions, and any difference between the amount paid and
the amount corresponding to the non-controlling interest should be
directly recognized in stockholders’ equity; the effect on Itaúsa's
stockholders' equity was R$ 2,423 million.
At the end of September, Itaú announced one of the largest private
investments in favor of the Brazilian economy, in the amount of R$ 10.4
billion in technology, innovation and services to be made in the period
from 2012 to 2015, of which:
• R$ 2.7 billion in data processing systems;
• R$ 0.8 billion for acquisition of software;
• R$ 4.6 billion in system development; and
• R$ 2.3 billion in a new Data Center in Mogi Mirim (under
On October 23, 2012 Itaú Unibanco Holding announced the execution of a
"Share Purchase Agreement " with Experian, by which it commits itself to
sell to Experian its total ownership interest in Serasa. Experian will
pay R$ 1.7 billion to Itaú Unibanco, in cash, for 601,403 shares of
Serasa, which represent 16,14% of the company’s capital. Income in Itaú
Unibanco, arising from this sale, is estimated at R$ 1,5 billion (before
taxes) for the fourth quarter of 2012.
Itaú Unibanco constituted a new financial institution in partnership
with Banco BMG S.A. (70% controlled by Itaú Unibanco and 30% by BMG),
aiming at the offering, distribution and sale of payroll loans in Brazil.
This association was approved by the Administrative Council for Economic
Defense (CADE) in October and operations started in December 2012.
Duratex took another step in the
implementation of its strategy to expand the markets in which it
operates and announced, in September, the execution of a binding
proposal for the acquisition of Thermosystem Indústria Eletro Eletrônica
Ltda., specialized in the manufacturing of electronic showers and solar
heating systems. Thermosystem is an innovative company that launched the
first electronic shower in Brazil and has been growing in attributes
such as design, innovation and added value, which are much valued by
Duratex and are present in Deca and Hydra products. The amount
of the transaction is R$ 58 million
This operation should add up an annual production capacity of 1.5
million units of electronic showers and solar heating systems.
In 2012 Duratex operating performance,
measured by EBITDA, exceeded R$ 1 billion. This performance reflects the
strength of the brand and the correct decisions made in the past aiming
at expanding the production capacity. The amount of R$ 832 million,
equal to 82.0% of EBITDA, was invested in the year.
2012 the company invested R$ 38 million, of which R$ 18 million in the
30% expansion of the production capacity of the unsaturated polyester
resins plant in the Várzea Paulista site. The amount of R$ 20 million
was invested in productivity increase, security and environment
creation of an executive management specific to Research, Development
and Innovation will ensure a renewed portfolio by way of new projects.
In 2012, the company invested R$ 76 million,
of which R$ 66 million in research and development, mainly in the
development of products of the commercial and banking automation
segments, including hardware and software, and R$ 10 million in fixed
assets, and software.
The Computing portfolio has been updated, encompassing the latest
technology available, including Green IT, increasing performance and
reducing the product energy consumption. Two new desktop models were
launched for the corporate market, with advanced processing features, as
well as the Notebook W7730, for small and middle-market companies and
for the Personal Computing Segment. Five new models of high performance
and security servers were also launched.
At the end of the quarter, the product line comprised six desktop
platforms and All-in-Ones, six notebook and six server platforms.
RESULTS - Accumulated in Period
Net Income of the
of the Controlling Company
Return on Equity (ROE) (%)