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SUSTAINABLE EVOLUTION - Gerdau

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ANNUAL REPORT 2011<br />

<strong>SUSTAINABLE</strong> <strong>EVOLUTION</strong>


<strong>Gerdau</strong><br />

<strong>SUSTAINABLE</strong><br />

<strong>EVOLUTION</strong><br />

Throughout its 110 years, <strong>Gerdau</strong> has grown,<br />

diversified its business in the steel value chain, and<br />

developed a strong commitment to people and the<br />

environment. It has built its history on the foundation<br />

of integrity, consistency, and professionalism, always<br />

seeking to establish a direct relationship of mutual<br />

gains with its shareholders, customers, suppliers,<br />

employees, and communities.<br />

Producing and delivering solutions in steel is<br />

<strong>Gerdau</strong>’s passion and purpose. The company<br />

strives for excellence in all aspects of its business<br />

besides working in an agile and flexible way with<br />

a capacity to face adversity and take advantage of<br />

market opportunities. With an industrial presence in<br />

14 countries - in the Americas, Europe, and Asia - it<br />

values understanding and respecting the cultures of<br />

each region where it operates.<br />

Today <strong>Gerdau</strong> is the leader in the segment of long<br />

steel in the Americas and one of the largest suppliers<br />

of special long steel in the world. It has over 45,000<br />

employees and its operations add up to a an installed<br />

capacity of over 25 million metric tons of steel per<br />

year. It is the largest scrap recycler in Latin America<br />

and worldwide transforms millions of metric tons of<br />

this raw material into new steel products each year.<br />

The Company is listed on the stock exchanges of São<br />

Paulo, New York, Madrid and Lima and has more than<br />

140,000 shareholders.<br />

For the landmark of its 110<br />

years, the Company issued<br />

a commemorative seal with<br />

the image of the Pontas de<br />

Paris Nail Factory, which<br />

gave rise to the Company.


MEXICO<br />

GUATEMALA<br />

HONDURAS<br />

MISSION<br />

To create value for our customers,<br />

shareholders, employees, and communities<br />

by operating as a sustainable steel business.<br />

VISION<br />

COLOMBIA<br />

PERU<br />

BOLIVIA<br />

CHILE<br />

To be a global organization and a benchmark<br />

in any business we conduct.<br />

ARGENTINA<br />

VALUES<br />

UNITED STATES<br />

DOMINICAN REPUBLIC<br />

VENEZUELA<br />

URUGUAY<br />

BRAZIL<br />

CANADA<br />

Be the CUSTOMER’s choice<br />

SAFETY above all<br />

Respected, engaged and fulfilled EMPLOYEES<br />

Pursuing EXCELLENCE with SIMPLICITY<br />

Focus on RESULTS<br />

INTEGRITY with all stakeholders<br />

Economic, social and environmental SUSTAINABILITY<br />

UNITED KINGDOM<br />

GERMANY<br />

FRANCE<br />

SPAIN<br />

ITALY<br />

GERDAU AROUND THE WORLD<br />

61<br />

143<br />

4<br />

48<br />

4<br />

126<br />

3<br />

Steel mills<br />

Downstream operations<br />

Iron ore extraction areas<br />

Scrap collection and processing facilities *<br />

Power plants<br />

Retail facilities<br />

Private port terminals<br />

<strong>Gerdau</strong> headquarters<br />

Associated companies<br />

Joint ventures<br />

* Scrap collection and processing facilities, solid pig<br />

iron production facilities, and coal units.<br />

INDIA


KEY INDICATORS*<br />

Consolidated financial performance (R$ million)<br />

40,000<br />

30,000<br />

20,000<br />

10,000<br />

0<br />

35,407<br />

4,651<br />

2011<br />

EBITDA 1<br />

2,098<br />

31,393<br />

5,201<br />

2010<br />

1 Represents earnings before interest, taxes, depreciation and<br />

amortization, also known as generation of cash from operations.<br />

* The dollar exchange rate on December 31, 2011 was R$ 1.8758.<br />

2,457<br />

Net revenue Net income<br />

Financial margins 2011 2010<br />

Gross margin 14% 18%<br />

Net margin 6% 8%<br />

EBITDA margin 13% 17%<br />

Output and shipments 2011 2010<br />

Steel production (thousand metric tons) 19,623 17,852<br />

Rolled steel production<br />

(thousand metric tons)<br />

Consolidated shipments<br />

(thousand metric tons)<br />

16,419 14,782<br />

19,164 17,363<br />

Investiments 2011 2010<br />

Investments in fixed assets<br />

(R$ million)<br />

1,961 1,289<br />

Environmental management 2011 2010<br />

Reuse of by-products<br />

(% of total generated)<br />

78.3 78.0<br />

Investments (R$ million) 370.9 137.7<br />

Social responsibility projects 2011 2010<br />

Investiments (R$ million) 61.0 57.4<br />

Volunteer employees<br />

(% of applicable personnel)<br />

24.9 24.1<br />

Capital markets 2011 2010<br />

Metalúrgica <strong>Gerdau</strong> S.A.<br />

Dividends (R$ per share) 0.55 0.65<br />

Dividend yield (%) 2 3.1 2.4<br />

<strong>Gerdau</strong> S.A.<br />

ANNUAL REPORT GERDAU 2011<br />

Dividends (R$ per share) 0.35 0.44<br />

Dividend yield (%) 2 2.4 1.9<br />

2 Ratio of dividend paid per share to quotation on the last day of the year.


2<br />

TABLE OF CONTENTS<br />

Message from the Chairman of the Board<br />

Message from the CEO<br />

110 years of history<br />

Corporate governance<br />

Risk management<br />

Strategy and competitive advantage<br />

Business<br />

Performance of operations<br />

Finances<br />

Relationships<br />

Employees<br />

Customers<br />

Suppliers<br />

Shareholders<br />

Society<br />

Environment<br />

Environmental management<br />

Timeline<br />

Summarized financial statements<br />

Glossary<br />

Corporate information<br />

03<br />

04<br />

06<br />

08<br />

15<br />

16<br />

18<br />

19<br />

28<br />

32<br />

33<br />

37<br />

39<br />

40<br />

42<br />

44<br />

45<br />

48<br />

54<br />

64<br />

68<br />

HIGHLIGHTS<br />

ANNUAL REPORT GERDAU 2011<br />

▪ <strong>Gerdau</strong> completes 110 years of business operations,<br />

currently occupying a leading position in the long<br />

steel segment in the Americas and one of the largest<br />

suppliers of special long steel in the world.<br />

▪ The Company has defined as its strategy to sell<br />

part of its iron ore resources in Brazil and to continue<br />

investing toward self-sufficiency of this important raw<br />

material at its integrated mills in Brazil.<br />

▪ Investments continue to be made for beginning the<br />

production of flat steel in Brazil. The new rolling mill<br />

for hot rolled coils will start its operations by the end of<br />

2012 at <strong>Gerdau</strong> Açominas (MG).<br />

▪ <strong>Gerdau</strong> announces a project to expand the supply<br />

of special steels in Brazil and in the United States,<br />

as well as making significant investment in India.<br />

These initiatives are aimed at the segment of special<br />

bar quality (SBQ), which is sold primarily to the<br />

automotive supply chain.<br />

▪ The project to expand the Cosigua (RJ) mill began<br />

and a new rolling mill for wire rod and rolled rebar will<br />

be installed there. The equipment will be operational<br />

in 2013, with an initial installed capacity of 600,000<br />

metric tons per year, a volume that will be expand<br />

to 1.1 million metric tons a year during its second<br />

phase. With this investment, the rolling mill’s total<br />

annual capacity will increase from 1.5 million to 2.1<br />

million metric tons in 2013, and in the second phase<br />

will reach 2.6 million metric tons per year.<br />

▪ The public offering of shares of <strong>Gerdau</strong> S.A. is<br />

completed with the net proceeds of R$ 3.6 billion<br />

in cash resources for <strong>Gerdau</strong>. Of this total, R$ 2.1<br />

billion were used to make advance payment of debts.<br />

Because of this, there was a 27% reduction in net<br />

debt and an increase of 108% of cash in comparison<br />

between December 2011 and the same period in<br />

2010, which keeps the Company in a comfortable<br />

financial situation for years to come.


MESSAGE FROM THE<br />

CHAIRMAN OF THE BOARD<br />

Strategy of balancing profitability<br />

and growth with sustainability<br />

Each year, we have always worked hard to exceed<br />

our own levels of efficiency and competitiveness.<br />

The year 2011 was no different and it is the year that<br />

<strong>Gerdau</strong> completed 110 years of operations. We had<br />

a good financial and operational performance<br />

despite the instability of the global economic scenario,<br />

due mainly to the European economic crisis. We were<br />

able to adjust our operations to the swings in the<br />

markets where we operate, following our strategy of<br />

balancing profitability and growth with sustainability.<br />

TOWARD REACHING FULL SUSTAINABILITY<br />

The strength of our management structure, the<br />

continuous training of our teams, our top quality<br />

services to customers, investments for the<br />

preservation of the environment, and our deep<br />

involvement in strengthening the communities where<br />

we operate give us conviction that we are able to<br />

meet the expectations of our stakeholders based on a<br />

relationship of trust and mutual gains.<br />

At <strong>Gerdau</strong>, one of our values is economic, social,<br />

and environmental sustainability, which is<br />

substantiated by a long-term vision that seeks the<br />

perpetuity of our business. We therefore believe<br />

that the longevity of our Company must involve<br />

a conduct of professionalism and commitment<br />

to deliver value to our customers, shareholders,<br />

employees, communities, and suppliers. The practice<br />

of sustainability makes us more competitive and<br />

reaffirms our respect and our responsibility to future<br />

generations.<br />

More recently we began to reflect on the need to<br />

incorporate into sustainability the concepts related<br />

to culture and politics. When working in different<br />

countries, we believe that cultural sustainability,<br />

ANNUAL REPORT GERDAU 2011 3<br />

which is a full understanding and respect of cultures<br />

in the different regions where we operate, is essential<br />

to the long-term stability of our Company. And with<br />

this comes the increasingly stronger preference of<br />

our customers. Furthermore, we believe that political<br />

sustainability, through the engagement of different<br />

segments of society in building a long-term vision<br />

for the regions where we operate, has an extremely<br />

important role in improving the quality of life as a<br />

whole. With this we can seek to contribute to building<br />

a better future for society.<br />

VISION OF THE FUTURE<br />

The uncertainties of the economic scenario will make<br />

it more challenging to predict steel demand trends.<br />

However, considering the current panorama, the<br />

expectations for 2012 are positive and because of<br />

this we will continue investing to achieve increasing<br />

standards of excellence.<br />

Finally, I would like to thank the Board of Directors and<br />

<strong>Gerdau</strong> Executive Committee for their commitment<br />

and dedication, as well as all our teams that<br />

undoubtedly make <strong>Gerdau</strong> a better company.<br />

“The practice of sustainability makes us more<br />

competitive and reaffirms our respect and our<br />

responsibility to future generations.”<br />

Jorge <strong>Gerdau</strong> Johannpeter<br />

Chairman of the <strong>Gerdau</strong> Board of Directors


4<br />

MESSAGE FROM THE CEO<br />

Record shipments with<br />

higher demand for steel in<br />

the Americas<br />

The year 2011 represented a milestone for <strong>Gerdau</strong>:<br />

while we celebrate 110 years of doing business,<br />

we broke a record in shipments by reaching 19.2<br />

million metric tons – a volume 10% higher than 2010.<br />

This good performance was driven by a greater<br />

demand for long steel on the American continent<br />

despite the adversities caused by the slowdown of<br />

global economy and the European crisis.<br />

Consolidated net revenues, in turn, evolved 13% over<br />

2010, reaching R$ 35.4 billion. Consolidated steel<br />

production on the other hand grew 10% to 19.6 million<br />

metric tons. Consolidated generation of cash from<br />

operation (EBITDA) went to R$ 4.7 billion and net<br />

income of R$ 2.1 billion, both impacted by the strong<br />

pressure of the cost of raw materials, mainly iron ore,<br />

pig iron, coal, and scrap.<br />

Throughout the year, we intensified our work in order<br />

to reduce the cost of raw materials, increase the<br />

productivity of mills, and expand the product<br />

mix. We invested R$ 2 billion in mills and equipment<br />

(CAPEX), especially for entering into the flat steel<br />

sector in Brazil, which is scheduled to start in late<br />

2012, and for expanding our own production of<br />

iron ore. Thus, we continue having the goal of<br />

reaching self-sufficiency of this raw material in Brazil.<br />

Furthermore, studies for the commercial exploitation<br />

of surplus iron ore located in the state of Minas Gerais<br />

are underway.<br />

ANNUAL REPORT GERDAU 2011<br />

With a focus on the automotive industry, we<br />

announced significant investments to increase the<br />

supply of special steels in Brazil and in the United<br />

States, as well as to expand our presence in India<br />

– markets whose demand for vehicles has shown<br />

significant growth.<br />

For the landmark of its 110 years, <strong>Gerdau</strong> revised<br />

and updated its Vision, Mission, Values, and Code<br />

of Ethics at a global level in order to strengthen<br />

our corporate culture. Also as part of the<br />

celebrations we established a unique positioning<br />

of the brand and updated our logo’s design, which<br />

has undergone a subtle revitalization, making it<br />

lighter and more modern. This has strengthened<br />

<strong>Gerdau</strong>’s brand globally.<br />

Following the challenge of being an organization<br />

increasingly integrated, we started the first<br />

phase of deploying the <strong>Gerdau</strong> Template project<br />

in 2011, which will make it possible to use a<br />

single information technology system globally.<br />

At this first moment, the project, which includes<br />

SAP technology, was implemented in Mexico,<br />

Colombia, and Peru. In 2012, the next operations<br />

to receive the deployment are those located in the<br />

United States (not including special steel units), in<br />

Canada, Argentina, Chile, and Uruguay.<br />

The hard work and commitment of our more<br />

than 45,000 employees based on a relationship of<br />

respect and mutual gains were essential to reach<br />

our objectives. One example of this are the results<br />

of the 2011 Opinion Survey that evaluates the<br />

Company’s internal climate globally. For this year,<br />

the favorability index reached 75%, which is a level<br />

considered to be excellent in comparison with the<br />

world’s largest companies.


During the year we also strengthened our work<br />

with communities, not only through increasing<br />

social investments, but also with the active<br />

participation of approximately 9,500 volunteer<br />

employees who devote part of their time to<br />

transfer knowledge to various social organizations.<br />

As for the environment, <strong>Gerdau</strong> plays a key role<br />

by recycling millions of tons of scrap per year,<br />

removing obsolete materials from the cities and<br />

the countryside and turning them into steel, which<br />

also contributes to the generation of income<br />

for thousands of families. We also operate with<br />

advanced industrial technologies for the protection<br />

of the environment and have tried to widen the<br />

applications of our by-products in the steel industry<br />

and other segments of the economy.<br />

OUTLOOK<br />

The signals from the global steel market point to<br />

a growing demand in 2012 mainly in emerging<br />

countries such as China, Brazil, and India, which<br />

have shown good levels of economic growth.<br />

On the other hand, we will continue monitoring<br />

the situation of the European countries whose<br />

economies are facing a time of severe downturn.<br />

Faced with this scenario, we will keep working<br />

hard to continue <strong>Gerdau</strong>’s path of sustainable<br />

growth and development.<br />

ACKNOWLEDGEMENTS<br />

To conclude, I would like to thank the trust shown<br />

by our customers, shareholders, suppliers and<br />

communities. I would also like to give a special<br />

thanks to our employees for their daily dedication<br />

in overcoming challenges and achieving success.<br />

ANNUAL REPORT GERDAU 2011 5<br />

“In the year that <strong>Gerdau</strong> completed<br />

110 years of business operations, we<br />

saw record of shipments. Even against a<br />

backdrop of global economic uncertainty, we<br />

closed the year with a net revenue growth<br />

and reduction in expenses and debt.”<br />

André B. <strong>Gerdau</strong> Johannpeter<br />

<strong>Gerdau</strong> Chief Executive Officer


6<br />

110 YEARS OF HISTORY<br />

Centennial journey consolidates<br />

operations in the steel industry<br />

In 2011, <strong>Gerdau</strong> celebrated 110 years of existence<br />

consolidating its path of sustainable development<br />

in the steel industry. Ethical values, professional<br />

management, financial austerity, along with industrial<br />

and commercial competitiveness were the basis<br />

for the Company’s solid and consistent growth and<br />

today it is the leader in the segment of long steels<br />

in the Americas and one of the largest special steel<br />

supplier in the world. Celebrations were organized<br />

in all countries where it operates to celebrate this<br />

milestone, bringing together its more than 45,000<br />

employees.<br />

<strong>Gerdau</strong>’s history began in 1901 with the Pontas<br />

de Paris Nail Factory in Porto Alegre. The year of<br />

1948 marked the Company’s entrance into the steel<br />

industry with the acquisition of the Riograndense mill,<br />

also located in Porto Alegre, in order to ensure the<br />

Steel production (1948 - 2011)<br />

(in thousands of metric tons)<br />

3<br />

48<br />

11<br />

53<br />

21<br />

58<br />

62<br />

63<br />

144<br />

68<br />

503<br />

73<br />

950<br />

1,294<br />

ANNUAL REPORT GERDAU 2011<br />

supply of raw material for the production of nails. The<br />

new mill anticipated the minimill concept, a model<br />

based on the use of scrap and regional sales, which<br />

has kept its operating costs more competitive. (see<br />

“Timeline”).<br />

In the following decades, <strong>Gerdau</strong> continued expanding<br />

its operations to produce steel in Brazil through the<br />

construction and purchase of units in the main consumer<br />

centers as well as to expand its distribution network.<br />

The first step in its internationalization process<br />

occurred in Uruguay with the acquisition of Laisa<br />

in 1980. This move was followed with the purchase<br />

2,056<br />

2,878<br />

<strong>Gerdau</strong> has produced steel since 1948 and throughout its history has become the 10th largest producer<br />

78<br />

83<br />

88<br />

93<br />

3,661<br />

98<br />

12,343<br />

03<br />

19,599 19,623<br />

08<br />

11


of Courtice Steel located in the province of Ontario<br />

(Canada) in 1989. Over the following years, the<br />

expansion of business abroad resulted in entering into<br />

different countries, located in the Americas, Europe<br />

and Asia. With this the Company reached in 2011 the<br />

position of 10th largest steel producer in the world<br />

according to studies by the World Steel Association.<br />

Watch the video of the 110 years celebration on<br />

<strong>Gerdau</strong>’s website (www.gerdau.com.br/110years.html).<br />

RENEWED BRAND<br />

As part of the celebrations, <strong>Gerdau</strong> established a single<br />

global brand positioning and updated the design of its<br />

logo, which has undergone a subtle revitalization, and<br />

it has become lighter and more modern. The purpose<br />

of its new “One brand, One logo” positioning is to<br />

strengthen its brand globally. With this, there was a<br />

simplification of the brands in Brazil and the long steel<br />

and special steels operations located in North America,<br />

up until then called <strong>Gerdau</strong> Ameristeel and <strong>Gerdau</strong><br />

Macsteel, began to be called <strong>Gerdau</strong>. Descriptors were<br />

developed to differentiate the two business operations<br />

in North America, and the descriptor for the long steel<br />

operations, previously called <strong>Gerdau</strong> Ameristeel, began<br />

to be called <strong>Gerdau</strong> Long Steel North America. <strong>Gerdau</strong><br />

Special Steel North America is the descriptor of the<br />

company’s special steel operations in the United States<br />

formerly known as <strong>Gerdau</strong> Macsteel.<br />

<strong>Gerdau</strong>’s logo has undergone five changes during its<br />

110 year history. The first graphical representation of<br />

<strong>Gerdau</strong>’s brand was a stamp with a picture of a nail,<br />

ANNUAL REPORT GERDAU 2011 7<br />

which was widely used in promotional materials in<br />

the 40s, 50s, and 60s. Then in 1970, <strong>Gerdau</strong>’s first<br />

institutional logo was created in which the two letter<br />

Gs represented the Company’s spirit of cohesion and<br />

desire to grow. This version of the logo underwent a<br />

minor change in 1976 and, in the 1980s, the Company<br />

again changed its logo, which it had been using until<br />

early 2011.<br />

GERDAU CORPORATE CULTURE AND ETHICS<br />

In order to strengthen its corporate culture, <strong>Gerdau</strong><br />

revised and updated its Vision, Mission, and Values<br />

at a global level. The completion of this work was made<br />

based on interviews with members of the Board of<br />

Directors, <strong>Gerdau</strong>’s Executive Committee, and with the<br />

company’s main leaders. Moreover, another thousand<br />

leaders located in all operations of <strong>Gerdau</strong> around the<br />

world were involved through an online questionnaire,<br />

which established an even greater participatory<br />

process. With these inputs, it was also possible to<br />

develop a book with stories about the experiences that<br />

employees had in their daily work routines that reflect<br />

each one of the Company’s Values. This book entitled<br />

“Our culture unites us – lessons from our history” will be<br />

distributed to all of <strong>Gerdau</strong>’s operations in 2012.<br />

In addition, the Company launched its new Code<br />

of Ethics and promoted the training of more than<br />

45,000 employees in the countries where it operates.<br />

The new code reinforces <strong>Gerdau</strong>’s commitments and<br />

expected behavior with regard to each of the values,<br />

thus becoming an important instrument for maintaining<br />

these concepts and the Company’s longevity.<br />

At <strong>Gerdau</strong>, employees can send or register their<br />

questions and concerns related to ethics by the<br />

Ethics Channel that is available on the intranet or<br />

by an internal extension. All inquiries are treated<br />

confidentially. The new Code of Ethics is public and<br />

can be found on <strong>Gerdau</strong>’s website (www.gerdau.com.<br />

br/sobre-gerdau/governanca-corporativa-diretriz-etica.<br />

aspx). The Company also offers channels that seek to<br />

encourage the free expression of opinions, attitudes,<br />

and concerns of all stakeholders through which it has<br />

relationships by means of its website (www.gerdau/<br />

institucional/contatos.aspx).


8<br />

CORPORATE<br />

GOVERNANCE<br />

Century-old values and a solid<br />

management structure are the<br />

basis of <strong>Gerdau</strong>’s actions<br />

<strong>Gerdau</strong> follows international standards of<br />

corporate governance and in all its operations<br />

uses the most modern management tools. This<br />

makes it possible to reach increasing levels of<br />

excellence and at the same time have the flexibility<br />

and agility to adapt to the fluctuations in the markets<br />

it operates. With 110 years of history, the Company<br />

guides its conduct by century-old values and strict<br />

ethical principles, fundamental to a relationship of<br />

transparency with its stakeholders and to continue<br />

its path of sustainable development.<br />

It has three publicly listed companies – <strong>Gerdau</strong><br />

S.A., Metalúrgica <strong>Gerdau</strong> S.A., and Empresa<br />

Siderúrgica Del Perú S.A.A. (Siderperu). The<br />

shares of Metalúrgica <strong>Gerdau</strong> S.A. are traded on<br />

BM&FBOVESPA (São Paulo) and those of Siderperu<br />

on the Lima Stock Exchange. <strong>Gerdau</strong> S.A., in turn, is<br />

traded in São Paulo, Madrid and New York. In order<br />

to be able to trade its shares in the United States,<br />

<strong>Gerdau</strong> S.A. has to meet the requirements of the<br />

Sarbanes-Oxley (SOx) Act, which establishes good<br />

corporate governance practices as well as a strict<br />

control over internal processes.<br />

GOVERNANCE STRUCTURE<br />

The long-term strategies of <strong>Gerdau</strong> S.A. are set by<br />

the Board of Directors, which is the body that monitors<br />

the implementation of the policies established by it<br />

and makes decisions about themes relevant to the<br />

ANNUAL REPORT GERDAU 2011<br />

scope of business and operations. It is also up to the<br />

Board of Directors to appoint members of the <strong>Gerdau</strong><br />

Executive Committee (CEG).<br />

The Board of Directors of <strong>Gerdau</strong> S.A. is composed<br />

of nine members including outside members, which<br />

hold between eight and ten meetings a year. The<br />

Board of Directors of Metalúrgica <strong>Gerdau</strong> S.A., in turn,<br />

consists of eleven members and nine of them are also<br />

part of the Board of Directors of <strong>Gerdau</strong> S.A. In both<br />

companies the term of office of each of its members is<br />

one year with the possibility of reelection.<br />

The members of the Board of Directors and<br />

of the Audit Committee are elected annually<br />

at the Ordinary General Meeting (OGM).<br />

The responsibilities of the Board of Directors<br />

include deciding on the accounts submitted by<br />

the administrators, as well as for analyzing,<br />

discussing, and voting on the financial statements,<br />

the allocation of net income, and the dividend<br />

distribution policy, among other items.<br />

Metalúrgica <strong>Gerdau</strong> S.A. and <strong>Gerdau</strong> S.A. have<br />

audit committees responsible for monitoring and<br />

inspecting the actions of the board members. In<br />

addition, these bodies issue opinions and provide<br />

advice on the Board of Directors’ report and the<br />

financial statements.<br />

<strong>Gerdau</strong>’s corporate management is the<br />

responsibility of the Board of Directors and the<br />

<strong>Gerdau</strong> Executive Committee (CEG) coordinates<br />

and oversees the Business Divisions and Functional<br />

Processes. Composed of a CEO, a COO, and five<br />

Executive Vice Presidents, the CEG carries out the<br />

policies determined by the Board of Directors. To<br />

do so, it has the support of committees established<br />

according to criteria of expertise.


INDEPENDENT AUDIT<br />

The financial statements of <strong>Gerdau</strong>’s publicly traded<br />

companies regularly undergo an external audit. The<br />

Company, in accordance with CVM Instruction No.<br />

381/2003, informs that its service provider in this<br />

area did not perform services not related to external<br />

CORPORATE GOVERNANCE STRUCTURE<br />

Support<br />

Committees<br />

Brazil<br />

Special<br />

Steel<br />

Shareholders’<br />

Meeting<br />

Board of<br />

Directors<br />

<strong>Gerdau</strong> Officers<br />

and Executive<br />

Committee<br />

Business<br />

Operations<br />

North<br />

America<br />

Board of<br />

Auditors<br />

ANNUAL REPORT GERDAU 2011 9<br />

auditing during the year 2011. <strong>Gerdau</strong>’s policy for<br />

the contracting of eventual services not related<br />

to external auditing by the independent auditor is<br />

based on the principles that preserve the auditor’s<br />

independence.<br />

Corporate Governance<br />

Committee, Strategy<br />

Committee and Compensation<br />

and Succession Committee<br />

Macroprocesses<br />

Latin<br />

America<br />

Read more about the <strong>Gerdau</strong> governance structure at<br />

www.gerdau.com.br/investidores/governanca-corporativa.aspx


10<br />

SUMMARIZED CORPORATE STRUCTURE<br />

94.2%<br />

<strong>Gerdau</strong><br />

América Latina<br />

Participações<br />

S.A.<br />

9.7% 63.4%<br />

<strong>Gerdau</strong><br />

Internacional<br />

Empreendimentos<br />

Ltda.<br />

49.0% 99.9%<br />

Indústrias<br />

Nacionales<br />

C. por A.<br />

Dominican Rep.<br />

99.2%<br />

Diaco S.A.<br />

Colombia<br />

100.0%<br />

Siderúrgica<br />

Zuliana, C.A.<br />

Venezuela<br />

49.0%<br />

Corsa<br />

Controladora<br />

S.A. de CV<br />

Mexico<br />

Sipar<br />

Aceros S.A.<br />

Argentina<br />

100.0%<br />

<strong>Gerdau</strong><br />

Laisa S.A.<br />

Uruguay<br />

100.0%<br />

<strong>Gerdau</strong><br />

Aza S.A.<br />

Chile<br />

100.0%<br />

Siderúrgica<br />

Tultitlán S.A.<br />

de CV<br />

Mexico<br />

30.0%<br />

86.7%<br />

Empresa<br />

Siderúrgica<br />

del Perú S.A.A.<br />

Peru<br />

Corporación<br />

Centroamericana<br />

del Acero, S.A.<br />

Guatemala<br />

26.9%<br />

94.0%<br />

<strong>Gerdau</strong><br />

Açominas S.A.<br />

Brazil<br />

100.0%<br />

<strong>Gerdau</strong><br />

Macsteel Inc.<br />

USA<br />

6.7%<br />

Metalúrgica<br />

<strong>Gerdau</strong> S.A.<br />

40.6%<br />

<strong>Gerdau</strong> S.A.<br />

93.3%<br />

<strong>Gerdau</strong><br />

Ameristeel Corp.<br />

USA<br />

50.0%<br />

Gallatin<br />

Steel Inc.<br />

USA<br />

94.0%<br />

<strong>Gerdau</strong> Aços<br />

Longos S.A.<br />

Brazil<br />

ANNUAL REPORT GERDAU 2011<br />

95.9%<br />

<strong>Gerdau</strong> Aços<br />

Especiais S.A.<br />

100.0%<br />

Corporación<br />

Sidenor, S.A.<br />

Spain<br />

100.0%<br />

Sidenor<br />

Industrial, S.A.<br />

Spain<br />

80.6%<br />

95.6%<br />

<strong>Gerdau</strong><br />

Comercial<br />

de Aços S.A.<br />

Brazil<br />

Kalyani<br />

<strong>Gerdau</strong> Steel Ltd.<br />

India<br />

Direct and indirect shareholdings on total share capital<br />

December 2011


GERDAU S.A. BOARD OF DIRECTORS<br />

Jorge <strong>Gerdau</strong> Johannpeter<br />

Chairman<br />

Frederico C. <strong>Gerdau</strong><br />

Johannpeter<br />

Vice Chairman<br />

Affonso Celso Pastore<br />

Board Member<br />

Germano H. <strong>Gerdau</strong><br />

Johannpeter<br />

Vice Chairman<br />

André B. <strong>Gerdau</strong><br />

Johannpeter<br />

Board Member<br />

Alfredo Huallem<br />

Board Member<br />

ANNUAL REPORT GERDAU 2011 11<br />

Klaus <strong>Gerdau</strong> Johannpeter<br />

Vice Chairman<br />

Claudio <strong>Gerdau</strong><br />

Johannpeter<br />

Board Member<br />

Oscar de Paula<br />

Bernardes Neto<br />

Board Member


12<br />

GERDAU EXECUTIVE COMMITTEE (CEG)<br />

1 - André B. <strong>Gerdau</strong> Johannpeter<br />

Chief Executive Officer (CEO) and President of the <strong>Gerdau</strong> Executive Committee (CEG)<br />

2 - Claudio <strong>Gerdau</strong> Johannpeter<br />

Chief Operating Officer (COO)<br />

3 - Expedito Luz<br />

Executive Vice President of Legal Affairs and Compliance<br />

4 - Manoel Vitor de Mendonça Filho<br />

Executive Vice President, Brazil Business Operation - Açominas and Long Steel Brazil<br />

5 - Ricardo Giuzeppe Mascheroni<br />

Executive Vice President, North America and Latin America Business Operation - North<br />

6 - Osvaldo Burgos Schirmer<br />

Executive Vice President, Finance, Auditing, and Investor Relations<br />

7 - Francisco Deppermann Fortes<br />

Executive Vice President of Human Resources,<br />

Management, and Organizational Development<br />

ANNUAL REPORT GERDAU 2011<br />

5 4 2<br />

1 6 7 3


CORPORATE MANAGEMENT*<br />

CORPORATE MANAGEMENT<br />

André Araujo Hofmeister | Director, Planning and Business Development<br />

Antonio José Bacelar Teixeira | Director, Logistics<br />

Antônio Marques de Almeida | Director, Brazil Shared Services<br />

Denise Casagrande da Rocha | Director, Personnel Development<br />

Dirceu Tarcisio Togni | Director, Industry and Engineering<br />

Enio Viterbo Junior | Director, Health, Safety and Environment<br />

Fernando Jimenez Boldrini | Director, <strong>Gerdau</strong> Shared Services<br />

Fladimir Batista Lopes Gauto | Director, Procurement<br />

Geraldo Toffanello | Director, Accounting<br />

Glen Anderson Beeby | Director, Information Technology<br />

Harley Lorentz Scardoelli | Director, Finance<br />

Hildo Alberto Baldasso | Director, Technical Engineering<br />

José Paulo Soares Martins | Director, <strong>Gerdau</strong> Institute<br />

Marcos Eduardo Faraco Wahrhaftig | Director, <strong>Gerdau</strong> Template Project<br />

Paulo Perlott Ramos | Director, Marketing, Sales and Metallics<br />

Paulo Augusto de Lima Torres | Director, Operational Planning<br />

Renato Gasparetto Jr. | Director, Corporate Communications and Public Affairs<br />

BUSINESS DIVISIONS MANAGEMENT<br />

BRAZIL<br />

Heitor L. Beninca Bergamini | Executive Director - Long Steel Brazil<br />

Rodrigo Belloc Soares | Executive Director - <strong>Gerdau</strong> Açominas<br />

Marcus Rocha Duarte | Director, Solid Fuels of Brazil Business Operation<br />

Paulo José Barros Rabelo | Director, Iron Ore of Brazil Business Operation<br />

Aloysio Antonio P. de Carvalho | Director, Planning & Management Technology - <strong>Gerdau</strong> Açominas<br />

Antônio Pinto Segreto | Industrial Director - <strong>Gerdau</strong> Açominas<br />

Carmine Sarao Neto | Director, Human Resources - <strong>Gerdau</strong> Açominas<br />

Daniel Antonio M. de Mesquita | Engineering Director - <strong>Gerdau</strong> Açominas<br />

Fernando José Dutra Parreira | Executive Director, Southern Brazil Business Operation - Long Steel Brazil<br />

José Carlos de Matos Silva | Sales Director - <strong>Gerdau</strong> Açominas<br />

José Eustaquio de Lima | Executive Director, Comercial <strong>Gerdau</strong> - Long Steel Brazil<br />

José Falcão Filho | Director, Metallics - Long Steel Brazil<br />

José Walnei G. de Almeida | Director, Direct Sales - Long Steel Brazil<br />

Luciana Domagala | Director, Human Resources - Long Steel Brazil & Special Steel Brazil<br />

Luiz Augusto Polacchini | Director, Logistics of Brazil Business Operation<br />

Marcelo Costa Nasser | Executive Director, Fabricated Reinforcing Steel Facilities - Long Steel Brazil<br />

Mario Sant’Anna Junior | Executive Director, Brazil Forestry Operation - Long Steel Brazil<br />

Nestor Mundstock | Executive Director, Cosigua mill - Long Steel Brazil<br />

Paulo Ricardo Tomazelli | Commercial Director - Long Steel Brazil<br />

ANNUAL REPORT GERDAU 2011 13<br />

* Updated in February, 2012


14<br />

CORPORATE MANAGEMENT*<br />

SPECIAL STEEL<br />

Mark Anthony Marcucci | Executive Director, Special Steel Business Division<br />

André Beaudry | Executive Director, Business Development (India)<br />

A.S. Mathur | Executive Director, Kalyani <strong>Gerdau</strong> (India)<br />

T. Mohan Babu | Chief Operating Officer, Kalyani <strong>Gerdau</strong> (India)<br />

Roberto de Barros Bezerra | Industrial Director, Kalyani <strong>Gerdau</strong> (India)<br />

Cesar Arroyo Garcia | Director, Human Resources, <strong>Gerdau</strong> Sidenor (Spain)<br />

Francisco Javier F. Retana | Industrial Director, <strong>Gerdau</strong> Sidenor (Spain)<br />

Gregorio Iparraguirre Campos | Commercial Director, <strong>Gerdau</strong> Sidenor (Spain)<br />

Hermenio Pinto Gonçalves | Industrial Director, Special Steel Brazil<br />

Joaquim Guilherme Bauer | Executive Director, Special Steel Brazil<br />

Jack Finlayson | President, <strong>Gerdau</strong> Special Steel North America (USA)<br />

John Kelleher | Vice President, Operations <strong>Gerdau</strong> Special Steel North America (USA)<br />

José Jainaga Gomez | General Director, <strong>Gerdau</strong> Sidenor (Spain)<br />

Ricardo Sendim Fioramonte | Commercial Director, Special Steel Brazil<br />

Robert Jeffrey Karmol | Controller, <strong>Gerdau</strong> Special Steel North America (USA)<br />

Rodrigo Ferreira de Souza | Financial Director, <strong>Gerdau</strong> Sidenor (Spain)<br />

Richard Mark Szink | Director, Sales & Marketing, <strong>Gerdau</strong> Special Steel North America (USA)<br />

LATIN AMERICA<br />

André Felipe Gueiros Reinaux | Executive Director, Latin America - North<br />

Hermann Von Mühlenbrock Soto | Executive Director, Latin America - South<br />

Renato Silva Bernardes | Executive Director, <strong>Gerdau</strong> Mexico<br />

Carlos Hamilton de O. Pimenta | Executive Director, Diaco (Colombia)<br />

José Padilla Bello | Executive Director, Sizuca (Venezuela)<br />

José Pedro Sintas | Executive Director, <strong>Gerdau</strong> Laisa (Uruguay)<br />

Luís Daniel Pécora Nova | Executive Director, Sipar <strong>Gerdau</strong> (Argentina)<br />

Samuel Nanes Venguer | Administrative, Financial and Institutional Relations Director, <strong>Gerdau</strong> Mexico<br />

NORTH AMERICA<br />

Guilherme <strong>Gerdau</strong> Johannpeter | President, <strong>Gerdau</strong> Long Steel North America<br />

André Pires de Oliveira Dias | Vice President of Finance, <strong>Gerdau</strong> Long Steel North America<br />

Carl Czarnik | Vice President of Human Resources, <strong>Gerdau</strong> Long Steel North America<br />

James Kerkvliet | Vice President of Sales and Marketing, <strong>Gerdau</strong> Long Steel North America<br />

Matthew C. Yeatman | Vice President of Metallics Raw Materials, <strong>Gerdau</strong> Long Steel North America<br />

Peter Campo | Vice President of Downstream Operations, <strong>Gerdau</strong> Long Steel North America<br />

Wang Chia Yuan | Vice President of Mill Operations, <strong>Gerdau</strong> Long Steel North America<br />

ANNUAL REPORT GERDAU 2011<br />

* Updated in February, 2012


RISK MANAGEMENT<br />

Strict internal control of<br />

processes ensures appropriate<br />

risk management<br />

<strong>Gerdau</strong> monitors in a structured manner all the possible<br />

risks of its business and its operations. This is done<br />

using a rigorous risk management system that is<br />

continually improved, which contributes to efficient<br />

management and generation of sustainable value for<br />

shareholders.<br />

MANAGING OPERATIONAL RISKS<br />

<strong>Gerdau</strong>’s internal audit is responsible for mapping<br />

operational risks and respective internal controls of<br />

the processes. Operational risks arise from failures,<br />

deficiencies, or inadequacy of internal processes,<br />

people, or technology environments. These risks<br />

can be related to the industrial process or to the<br />

management of the Company’s different areas,<br />

including the supply of raw materials and inputs,<br />

marketing & sales, information technology, logistics,<br />

and personnel management.<br />

These risks are assessed annually from the results<br />

of the audit work and Sarbanes-Oxley Certification<br />

tests, as well as interviews with senior management<br />

and information received from the managers of the<br />

processes. Based on this data, the Audit Plan is<br />

carried out for the following year, which involves<br />

identifying gaps in the processes as well as<br />

opportunities for improvements in controls and other<br />

mitigation measures.<br />

MANAGING BUSINESS RISKS<br />

<strong>Gerdau</strong> also rigorously monitors the business risks,<br />

which include issues related to competitiveness<br />

and the Company’s positioning in the steel market.<br />

ANNUAL REPORT GERDAU 2011 15<br />

The management of business risks is carried out by<br />

different decision-making forums that consider the<br />

benefits and risks linked to it. Furthermore, the various<br />

business indicators monitor not only results, but also<br />

factors that can impact the Company, many of which<br />

are flags of strategic and operational risks.<br />

The <strong>Gerdau</strong> Executive Committee (CEG) and<br />

its committees have the responsibility to identify,<br />

evaluate, and determine actions in relation to business<br />

risks that arise. The CEG, for example, manages<br />

strategic risks that involve the evaluation of credit<br />

availability in the international market, the emergence<br />

of new competitors, launching of new products,<br />

<strong>Gerdau</strong>’s reputation with its various stakeholders, and<br />

the needs of future investments. The compliance team<br />

in turn is responsible for staying continuously up-todate<br />

with the laws in each country where <strong>Gerdau</strong><br />

operates and to comply with all the current regulations<br />

and legal norms.<br />

RISK MANAGEMENT COMMITTEE<br />

The Risk Management Committee oversees<br />

managing the most relevant risks in a direct or<br />

indirect way.<br />

The themes supervised directly by the committee<br />

include the status of assessments on the controls<br />

under the Sarbanes-Oxley Act, the audit work on<br />

operational risks, the progress of complaints made<br />

through the ethics channel (respecting anonymity<br />

and confidentiality), compliance, and others. The<br />

approval of the Annual Audit Plan is also part of its<br />

responsibility.<br />

Indirect supervision is given to risks that are already<br />

regularly monitored by other decision-making forums.<br />

Periodically the body requests presentations on<br />

risk management from other processes as a way<br />

to assess the adequacy of risk control in different<br />

areas, trying to prove whether the risks that <strong>Gerdau</strong> is<br />

subject are being properly identified and managed.


16<br />

STRATEGY AND<br />

COMPETITIVE<br />

ADVANTAGE<br />

Continuous search for new<br />

levels of profitability and<br />

sustainable growth<br />

<strong>Gerdau</strong> in 2011 continued working to extend the levels<br />

of efficiency of its operations driven by the strategy<br />

of striving to reach higher levels of profitability<br />

and growth with sustainability. To increase the<br />

competitiveness of the business, one of the pillars<br />

of its strategy has been efforts to reduce costs and<br />

increase our own supply of iron ore and coal, which<br />

are key raw materials in the steelmaking process.<br />

Furthermore, studies for the commercial exploitation<br />

of surplus iron ore located in Minas Gerais are<br />

underway.<br />

To be relevant in markets where it operates is another<br />

of <strong>Gerdau</strong>’s strategic pillars. The Company also<br />

believes that geographic diversification is fundamental<br />

for its continual growth process. In this sense, its<br />

presence in India, where in 2012 it will start up a<br />

rolling mill for special steels and rebars and a sintering<br />

facility, consists of one of its biggest challenges. In an<br />

GERDAU STRATEGY<br />

Relevance<br />

in the markets<br />

Profitability<br />

and<br />

Growth with Sustainability<br />

Business<br />

competitiveness<br />

Integrated Organization<br />

ANNUAL REPORT GERDAU 2011<br />

effort to consolidate itself as a player in all segments<br />

of the steel industry, <strong>Gerdau</strong> has been investing to<br />

start up production of flat steel in Brazil by the end<br />

of 2012 with the manufacturing of hot rolled coils at<br />

<strong>Gerdau</strong> Açominas (MG).<br />

UNIQUE FEATURES OF GERDAU MANAGEMENT<br />

<strong>Gerdau</strong> Business System<br />

One of <strong>Gerdau</strong>’s main competitive advantages<br />

is its ability to enhance and disseminate its best<br />

practices in a way that is standardize and fast to their<br />

teams in the different countries where it operates.<br />

This work, which covers all areas of the Company, is<br />

accomplished through the <strong>Gerdau</strong> Business System<br />

(GBS), a system that consolidates different practices<br />

developed in-house or as benchmarks outside the<br />

Company.<br />

Because it is an open system and is constantly being<br />

improved, GBS identifies, evaluates, and incorporates<br />

new practices that have shown significant results<br />

in operations. It also facilitates spreading <strong>Gerdau</strong>’s<br />

corporate culture, contributing to the Company’s<br />

complete integration.<br />

In 2011, an experiment was conducted to simplify<br />

the system in order to accelerate the deployment of<br />

priorities practices and to make it increasingly focused<br />

on business needs.<br />

Player<br />

in all segments<br />

Geographic<br />

diversification


Shared Services <strong>Gerdau</strong><br />

Since 2006, the Company has had the Shared<br />

Services <strong>Gerdau</strong> (SSG), which is a service center<br />

that brings together all the operational processes<br />

common to the <strong>Gerdau</strong> units in Brazil such as<br />

Accounting Services, Indirect Taxes Management,<br />

Financial Services, Planning and Management<br />

of Services, Management of Registrations, and<br />

Employee Support and Services. The role of the<br />

SSG is to make it possible to streamline resources<br />

and services as well as to simplify and standardize<br />

processes, reducing costs and providing more agility<br />

and operational productivity.<br />

In 2011, Shared Services <strong>Gerdau</strong> was recognized by<br />

the Group for the Study of Shared Services Centers<br />

(GESC) as a reference services center in Brazil. As<br />

a result of successful experience in Brazil, <strong>Gerdau</strong><br />

will expand the service to its other operations in 2012<br />

through three centers located in Brazil, Mexico, and<br />

the United States. The center in Brazil will continue<br />

giving support to the operations in the country, the one<br />

in Mexico will focus on operations in Latin America<br />

and Spain, and the one in the United States will meet<br />

the demands of operations of long and special steels<br />

in North America.<br />

ANNUAL REPORT GERDAU 2011 17<br />

<strong>Gerdau</strong> Template<br />

Following the challenge of being an organization<br />

increasingly integrated, <strong>Gerdau</strong> started the first<br />

phase of deploying the <strong>Gerdau</strong> Template in 2011,<br />

which will make it possible to apply a single<br />

information technology system in the countries<br />

where it operates, using SAP technology. This<br />

will enable greater efficiency, security, and agility in<br />

the collection and sharing of information and in the<br />

integration of new units.<br />

The initiative includes the participation of a permanent<br />

team consisting of about 250 employees and the<br />

support of several specialized consultants. The first<br />

phase of the project was completed in 2011 with the<br />

deployment of the system in Mexico, Colombia, and<br />

Peru. During this process, 151,000 data related to<br />

suppliers, customers, products, and materials were<br />

reviewed and uploaded into the new system. In<br />

addition to this, about 50,000 tests were performed.<br />

Two thousand people received training and of those,<br />

135 have become multipliers, which means that they<br />

are responsible for training and supporting employees<br />

who use the system in their respective countries. In<br />

2012 the operations located in the United States (not<br />

including special steel units), Canada, Argentina,<br />

Chile, and Uruguay will have the new system.<br />

The <strong>Gerdau</strong> Template deployed in Mexico, Colombia (photo), and Peru will enable greater efficiency in collecting and sharing information


Business<br />

<strong>Gerdau</strong> continues to invest to increase its own production<br />

of iron ore from its mines located in Miguel Burnier<br />

(photo), Várzea do Lopes, and Gongo Soco (MG)


PERFORMANCE OF<br />

OPERATIONS<br />

Greater global demand drives<br />

record shipments in 2011<br />

The expansion of world demand for steel and<br />

<strong>Gerdau</strong>’s commercial efforts allowed the company to<br />

break the record in shipments in 2011. It sold 19.2<br />

million metric tons during the year, representing a<br />

growth of 10% compared to the previous year. This<br />

good performance was driven by increased demand<br />

from the automotive and energy industry in the United<br />

States and Canada, and by the construction in Brazil<br />

and other Latin American countries.<br />

Consolidated steel production also broke a record.<br />

It progressed 10% over 2010, totaling 19.6 million<br />

metric tons with expansion in volumes produced in<br />

all regions where the Company operates. Important<br />

investments were made during the year for the<br />

expansion of installed capacity and modernization<br />

of industrial mills totaling R$ 2 billion in 2011. The<br />

biggest investments have been for the production of<br />

flat steel in Brazil, scheduled to start by the end of<br />

2012, to increase our own production of iron ore.<br />

Shipments per Business Division<br />

19.2 million metric tons<br />

Latin America<br />

15.3%<br />

Does not include<br />

operations<br />

in Brazil<br />

Special Steel<br />

13.8%<br />

Includes special steel<br />

operations in Brazil,<br />

Spain and the US<br />

Note: The above information does not include data from<br />

affiliated companies and jointly-owned subsidiaries.<br />

Brazil<br />

36.9%<br />

Does not include<br />

special steel<br />

operations in Brazil<br />

North America<br />

34.0%<br />

Does not include<br />

Mexico and special<br />

steel mills in the<br />

United States<br />

ANNUAL REPORT GERDAU 2011<br />

“In the year that <strong>Gerdau</strong> completed 110<br />

years, we continue investing in order to<br />

ensure excellence in all operations. We<br />

have also worked with a focus on reducing<br />

costs and achieving new synergies<br />

between the units. Over the next five<br />

years, we will invest R$ 10.3 billion with a<br />

special focus on entering into the flat steel<br />

production market in Brazil, expanding the<br />

special steel installed capacity in Brazil<br />

and the United States, and increasing our<br />

presence in India. We will also continue<br />

our project to sell the surplus of iron ore<br />

with the goal of achieving self-sufficiency<br />

of this important raw material in Brazil.”<br />

Claudio <strong>Gerdau</strong> Johannpeter<br />

<strong>Gerdau</strong> Chief Operating Officer (COO)<br />

19


20 ANNUAL REPORT GERDAU 2011<br />

OUTLOOK | WORLD<br />

▪ The World Steel Association estimates<br />

indicate that global steel consumption is<br />

expected to grow 5.4% in 2012 driven<br />

mainly by demand from emerging markets<br />

(BRIC, Middle East, and North Africa). The<br />

Company also believes that the United<br />

States will continue in its recovery period<br />

and is following carefully the evolution of the<br />

economic crisis in Europe.<br />

▪ About 70% of consumption for 2012 should<br />

occur in developing economies where<br />

<strong>Gerdau</strong> has a large portion of its operations.<br />

▪ According to this scenario, <strong>Gerdau</strong> is fully<br />

prepared to meet the future needs of steel<br />

in countries where it operates. In 2012, the<br />

Company will continue investing to add value<br />

to its products, increase the installed capacity<br />

in relevant markets, improve operational<br />

excellence of its units, reduce costs, and<br />

achieve new synergies between operations.<br />

▪ Investments of R$ 10.3 billion are scheduled<br />

for the next five years (2012 - 2016).<br />

BRAZIL (except special steel mills)<br />

<strong>Gerdau</strong> reported a good shipments performance<br />

in 2011 in Brazil especially in the area of construction.<br />

The shipments volume reached 7.1 million metric<br />

tons, a 6% growth over 2010, and steel production<br />

in turn reached 7.6 million metric tons, up 9% from a<br />

year earlier.<br />

Despite increases in the levels of production volume<br />

and shipments, the level of business profitability<br />

was impacted by the pressure of raw material costs,<br />

unfavorable exchange rates, and expansion of direct<br />

and indirect imports of steel.<br />

Under “Brazil”, <strong>Gerdau</strong> reports all its activities in the<br />

country except for the special steel segment, whose<br />

information is provided separately. In the Brazilian<br />

market, the Company operates with 11 steel mills, 4<br />

downstream operations, 40 fabricated reinforcing steel<br />

facilities, 4 flat steel service centers, 7 scrap collection<br />

and processing facilities, and 4 iron ore extraction<br />

areas. In each state of the country, the Company<br />

has at least one Comercial <strong>Gerdau</strong> unit, which is a<br />

distributor of flat and long steel. In total there are 82<br />

distribution branches.<br />

<strong>Gerdau</strong> steel was used for the construction of the Rio Negro bridge,<br />

the second largest cable-stayed bridge in the world over river water


During the year, <strong>Gerdau</strong> intensified its work to<br />

reduce the cost of raw materials, increase the<br />

productivity of its mills, and expand its product<br />

mix. In relation to our own production of iron ore, the<br />

Company continues with the goal of achieving selfsufficiency<br />

of this raw material in Brazil. Furthermore,<br />

studies for the commercial exploitation of surplus iron<br />

ore located in Minas Gerais are underway.<br />

In 2011, <strong>Gerdau</strong> continued with its investments for<br />

the start of production of flat steel in Brazil, especially<br />

the installation of a hot rolled coil mill at <strong>Gerdau</strong><br />

Açominas (see table “<strong>Gerdau</strong> will start production of<br />

flat steel in Brazil”).<br />

GERDAU WILL START PRODUCTION OF FLAT STEEL IN BRAZIL<br />

In late 2012, <strong>Gerdau</strong> will begin producing flat<br />

steel products in Brazil, expanding the product<br />

range offered to its customers. In the first stage<br />

of the investment, a new rolling mill for hot rolled<br />

coils will start up operations aimed to meet<br />

the needs of the construction industry (steel<br />

The new rolling mill for hot rolled coils will start its operations by the end of 2012<br />

ANNUAL REPORT GERDAU 2011<br />

To meet the needs of the civil construction consumer<br />

market, the Company expanded the installed capacity<br />

of the structural shapes rolling mill in 2011, which is<br />

also located in <strong>Gerdau</strong> Açominas, to 700,000 metric<br />

tons per year. Considering the prospect of continued<br />

growth in demand, the Company has already initiated<br />

studies to expand to 1 million metric tons the annual<br />

production capacity of structural shapes, which are<br />

used in construction, the oil industry, as well as for<br />

machinery and equipment.<br />

Throughout the year, <strong>Gerdau</strong> also provided steel<br />

for the construction of soccer stadiums for the 2014<br />

World Cup and major infrastructure building projects<br />

construction), oil, shipbuilding, machinery, and<br />

implements. In the second stage, a heavy plate<br />

rolling mill will begin its operations. Both pieces of<br />

equipment will be located at <strong>Gerdau</strong> Açominas in<br />

Ouro Branco (MG).<br />

21


22 ANNUAL REPORT GERDAU 2011<br />

for the country such as railways, wind power mills,<br />

bridges, ports, and highways, as well as the Federal<br />

Government’s My House, My Life program stimulating<br />

home ownership. In addition, it continued investing<br />

to add value to its clients in the civil construction<br />

sector. An example of this was the increase in the<br />

rebar fabricating capacity with the expansion and<br />

opening of new units. The fabricated reinforcing steel<br />

facilities system provides greater cost savings, quality,<br />

and speed in the execution of building projects.<br />

The Company has also announced investments in<br />

improvements to the Araçariguama (SP) rolling mill<br />

with the installation of a new line of <strong>Gerdau</strong> GG 50<br />

rebar in coils, which will start up operation in 2012.<br />

OUTLOOK | BRAZIL<br />

▪ The perspective for 2012 is for continued<br />

growth of the internal market where steel<br />

consumption is expected to reach 26.7<br />

million metric tons, which is an increase of<br />

7% over 2011 according to the Brazil Steel<br />

Institute.<br />

▪ <strong>Gerdau</strong> will continue to provide steel for<br />

the construction of soccer stadiums as well<br />

as infrastructure building projects such as<br />

Bus Rapid Transit (BRT), railways, wind<br />

power mills, ports, and highways. In 2012,<br />

the civil construction sector should be<br />

driven by the acceleration of the building<br />

projects for the World Cup in 2014 and by<br />

the continuity of Federal Government’s My<br />

House, My Life program.<br />

▪ Given these prospects, the Company is<br />

fully prepared to meet the demand for steel<br />

in Brazil considering its current installed<br />

capacity and planned investments.<br />

In addition, a new rolling mill for wire rod and rolled<br />

rebar will be installed at the Cosigua (RJ) mill, which<br />

will begin operations in 2013, initially with an installed<br />

capacity of 600,000 metric tons per year, a volume<br />

that will be increased to 1.1 million metric tons a<br />

year in a second stage. The expansion project also<br />

includes the installation in Rio de Janeiro of a new<br />

rebar fabricated reinforcing steel facility for civil<br />

construction and another subsidiary of Comercial<br />

<strong>Gerdau</strong> focused on selling steel products.<br />

LATIN AMERICA (does not include operations in Brazil)<br />

<strong>Gerdau</strong> ended the year with increased shipments<br />

and production in Latin America, which is a market<br />

that showed a significant recovery in 2011 despite<br />

the high level of imports and high pressure from<br />

costs. The consolidated volume of shipments in Latin<br />

America was 2.6 million metric tons in 2011, 19%<br />

more than the previous year with the highest growth<br />

taking place in Colombia, Argentina, and Chile. In<br />

the same period, steel production reached 1.7 million<br />

metric tons, an increase of 15% compared to 2010.<br />

<strong>Gerdau</strong> made several investments in order to<br />

keep up with the growing demand for steel in the<br />

region. A new fabricated reinforcing steel facility<br />

was inaugurated in Mexico, and it is <strong>Gerdau</strong>’s first<br />

in the country. The unit is geared to meet the civil<br />

construction industry in the region.<br />

A new welded wire mesh factory was installed<br />

in Guatemala, which is also dedicated to civil<br />

construction. Also, a new drawing mill and rolling mill<br />

for rebars and light merchant bars is scheduled to<br />

start up operations in 2012, strengthening our service<br />

capacity in the domestic market and neighboring<br />

countries. The new mill will have an annual installed<br />

capacity of 200,000 metric tons.


<strong>Gerdau</strong> opened its first fabricated reinforcing steel facility in Mexico, geared to meet the demand of civil construction of the region<br />

In the Dominican Republic, the Company opened<br />

a new rolling mill with a capacity of 400,000 metric<br />

tons for rebars and light merchant bars in 2011. As a<br />

result, <strong>Gerdau</strong> became the sole producer of structural<br />

shapes in the Caribbean region.<br />

In Venezuela, several operational improvements<br />

were made as well as technical and managerial<br />

training of employees. As a result, there was an<br />

increase of 50% in production with the expansion of<br />

service capacity and volume of deliveries for the civil<br />

construction market.<br />

In Colombia, <strong>Gerdau</strong> took up its activities again at<br />

its Duitama unit that has a rebar rolling mill with an<br />

annual production capacity of 90,000 metric tons.<br />

It also made several investments for technological<br />

upgrading of the Yumbo mill, which resumed<br />

operations in early 2012 to better meet the growing<br />

demand for long steel in the country. The mill, whose<br />

production is geared to meet the civil construction<br />

industry, has an annual installed capacity of 240<br />

metric tons.<br />

OUTLOOK | LATIN AMERICA<br />

ANNUAL REPORT GERDAU 2011<br />

Investments are also planned to increase the capacity<br />

of the mills and plants of Tocancipá and Tuta in 2012,<br />

adding 80,000 metric tons to their annual installed<br />

capacity in Colombia. Furthermore, a port terminal<br />

will be inaugurated in the country for shipment of coal<br />

and coke, which are important raw materials for steel<br />

production. The port will serve mainly the markets of<br />

Brazil, Mexico, and the United States.<br />

▪ A strong recovery in the civil construction<br />

and infrastructure sectors should keep<br />

demand for steel strong in 2012.<br />

▪ According to the World Steel Association,<br />

the countries of Latin America (except Brazil)<br />

should reach a steel consumption of 41.7<br />

million metric tons in 2012, which is an<br />

increase of 5% over the previous year.<br />

23


24 ANNUAL REPORT GERDAU 2011<br />

In Peru, a project is being studied to expand the<br />

capacity of the rolling mill Siderperu. The improvement<br />

of the port logistics structure and of the mill’s<br />

environmental protection technologies are also<br />

scheduled for 2012. This year completed the fiveyear<br />

period of commitments made by <strong>Gerdau</strong> in the<br />

purchase of Siderperu with the Peruvian State. The<br />

fulfillment of this commitment was endorsed by audit<br />

firms of recognized prestige and has been supervised<br />

and approved by the Agency for Promoting Private<br />

Investments (ProInversión).<br />

In Chile, investments were made in a new dust removal<br />

system in the Colina mill. In addition, studies are<br />

underway to expand the Company’s installed capacity.<br />

NORTH AMERICA (does not include Mexico and<br />

special steel mills in the United States)<br />

The growing recovery in the economy of the United<br />

States and Canada has had a positive impact on<br />

the performance of <strong>Gerdau</strong>’s shipments in the<br />

region. Moreover, the constant work of management<br />

to increase productivity and reduce costs, along with<br />

investments in modernization of units has increased the<br />

Company’s competitiveness.<br />

During the year, 6.5 million metric tons of steel were<br />

sold, which is 14% more compared to 2010 mostly due<br />

to the increase in demand for long steel products from<br />

the manufacturing and oil & gas industries in the region,<br />

as well as due to the increase of exports from the United<br />

States. Steel production reached 7 million metric tons –<br />

12% higher from a year earlier.<br />

<strong>Gerdau</strong> has a large industrial presence in North America with 20 steel mills, 12 downstream operations, 48 fabricated reinforcing steel facilities,<br />

and 22 scrap collection and processing facilities


<strong>Gerdau</strong> has a large industrial presence in the region:<br />

20 mills, 12 downstream operations, 48 fabricated<br />

reinforcing steel facilities, and 22 scrap collection<br />

and processing units. This makes it possible for us to<br />

serve our customers with unique advantages such as<br />

agility and a broad product mix.<br />

In the coming years, the Company will continue<br />

investing to increase the competitiveness of its<br />

units. The annual installed capacity of the Midlothian<br />

mill in Texas, <strong>Gerdau</strong>’s main unit in North America, will<br />

evolve to 1.8 million metric tons of steel. The installed<br />

capacity of rebars will also be expanded in the same<br />

unit to 550,000 metric tons per year. Both initiatives<br />

will start operations in 2014. Furthermore, a new<br />

reheating furnace will be commissioned at the Calvert<br />

City (Kentucky) mill at the end of 2012.<br />

In 2012, the Company will also initiate the deployment<br />

of the <strong>Gerdau</strong> Template, a project to ensure the use<br />

of a single information technology system through<br />

the SAP platform in all of <strong>Gerdau</strong>’s operations (see<br />

“Strategy and Competitive Advantage” section).<br />

OUTLOOK | NORTH AMERICA<br />

▪ The perspective for 2012 is a recovery<br />

of the economies of North America driven<br />

primarily by the continued recovery in the<br />

manufacturing industry and of the oil & gas,<br />

energy, and agriculture sectors.<br />

▪ The World Steel Association predicts that<br />

steel consumption in the United States is<br />

expected to grow 5% in 2012, reaching 93.8<br />

million metric tons. In Canada, the growth<br />

forecast is 5% in steel consumption, reaching<br />

14.7 million metric tons.<br />

ANNUAL REPORT GERDAU 2011<br />

<strong>Gerdau</strong> provided steel for the construction of the Freedom Towers<br />

(USA), a project to rebuild the World Trade Center<br />

SPECIAL STEEL (includes mills in Brazil, Spain, the<br />

United States and India)<br />

In 2011, the growing demand from the automotive<br />

sector in Brazil and the United States brought<br />

about a 6% increase in shipments of special steel<br />

at <strong>Gerdau</strong> in comparison with the previous year,<br />

reaching 2.9 million metric tons. In the same period,<br />

steel production reached 3.4 million metric tons, an<br />

increase of 5%. Against this backdrop of growth in<br />

shipments, <strong>Gerdau</strong> announced new investments in<br />

its special steel units in Brazil and the United States<br />

(see table “<strong>Gerdau</strong> invests to increase its production<br />

capacity of special steel”).<br />

In Brazil, the Brazilian automotive sector posted<br />

shipments of 3.4 million vehicles in the period,<br />

keeping in line with the 2010 volume according to<br />

the National Association of Vehicle Manufacturers<br />

(Anfavea). Thus, the Brazilian market remained the<br />

4th largest in the world in vehicles sold. Due to the<br />

anticipated growth in coming years, new vehicle mills<br />

will be installed in the country and existing companies<br />

in this market will expand, thus creating an increased<br />

demand for special steels.<br />

25


26 ANNUAL REPORT GERDAU 2011<br />

In the markets of the United States, Canada, and<br />

Mexico, the production of vehicles (passenger and<br />

light commercial vehicles) recorded 13 million units,<br />

which increased 10% compared to 2010. Motivated<br />

by the good performance of the market, new car<br />

manufacturers are also coming to the United States,<br />

and the level of nationalization of the automotive<br />

components also continues to expand.<br />

The production of <strong>Gerdau</strong>’s special steel is directed to the<br />

segment of special bar quality (SBQ), which primarily serves<br />

the automotive supply chain<br />

As for Europe, the number of light, medium, and<br />

heavy commercial vehicles evolved to 1.9 million<br />

units, which is 10% higher than in 2010 according to<br />

the European Automobile Manufacturers’ Association<br />

(ACEA). To cope with the economic instability of<br />

the region, the Company continued its efforts to<br />

reduce costs, increase productivity, and diversify the<br />

markets served.<br />

OUTLOOK | SPECIAL STEEL<br />

▪ The prospects for 2012 are positive for the<br />

special steel market in Brazil, the United States,<br />

and India.<br />

▪ In Brazil, according to the National Association<br />

of Vehicle Manufacturers (Anfavea), it is<br />

estimated that vehicle production will grow 2%<br />

in 2012, thus keeping the high demand levels<br />

already recorded in the last years.<br />

▪ In the United States, demand for steel should<br />

also remain at high levels mainly due to the<br />

need to renew the fleet of vehicles and the good<br />

moment being experienced by the oil & gas<br />

industry. For the market of medium and heavy<br />

commercial vehicles, which carry more steel<br />

in their composition, the estimates indicate a<br />

growth of 10% in production in 2012. In relation<br />

to the market for light vehicles (light commercial<br />

and passenger vehicles), the estimate is an 8%<br />

growth in production.<br />

▪ As regards to Europe, the prospects for<br />

the production of light, medium, and heavy<br />

commercial vehicles are of decreasing in 2012.<br />

▪ In India, the prospects for production of vehicles<br />

(passenger, light and medium commercial<br />

vehicles, motorcycles, and tricycles) point to a<br />

growth of up to 13% in 2012 compared with 2011<br />

according to the Society of Indian Automobile<br />

Manufacturers (SIAM).


<strong>Gerdau</strong>, one of the largest suppliers of<br />

special steel in the world, is making significant<br />

investments to expand the supply of special<br />

steels in Brazil and the United States, as well<br />

as expand its presence in India. Its production<br />

is aimed at the segment of special bar quality<br />

(SBQ), which is sold primarily to the automotive<br />

supply chain.<br />

In Brazil, an expansion of the Pindamonhangaba<br />

(SP) mill is scheduled with the installation of a<br />

new special steel rolling mill, continuous casting,<br />

and a reheating furnace. With this, the annual<br />

installed capacity of the mill will grow from its<br />

current 700,000 metric tons of rolled products to<br />

1.2 million metric tons. In the Mogi das Cruzes<br />

(SP) mill, the rolling capacity will be increased<br />

from 216,000 metric tons to 276,000 metric<br />

tons per year. Both investments should start up<br />

operations by the end of 2012.<br />

ANNUAL REPORT GERDAU 2011<br />

GERDAU INVESTS TO INCREASE ITS PRODUCTION CAPACITY OF SPECIAL STEEL<br />

A program is underway in the United States to<br />

expand the mill in Monroe (Michigan), which<br />

should be completed by the second half of 2013.<br />

The initiative includes the installation of a new<br />

continuous casting system, as well as a new<br />

reheating furnace of the walking beam type and<br />

four rolling stands. <strong>Gerdau</strong>’s other special steel<br />

mills in the United States located in Fort Smith<br />

(Arkansas), Jackson (Michigan), and St. Paul<br />

(Minnesota) will also receive investments to<br />

better serve customers of the automotive and<br />

industrial sector.<br />

In India, <strong>Gerdau</strong> will start up rolling mill operations<br />

in 2012 for special steels and rebars along with<br />

sintering, besides continuing with the installation<br />

of a coke mill and carrying out projects in the area<br />

of power generation.<br />

New special steel rolling mill, continuous casting, and reheating furnace will be installed in the Pindamonhangaba mill (SP)<br />

27


28 ANNUAL REPORT GERDAU 2011<br />

FINANCES<br />

Greater demand for steel<br />

boosts net revenue<br />

NET REVENUE<br />

<strong>Gerdau</strong>’s record in shipments in 2011 resulted in a<br />

13% increase in its consolidated net revenue, which<br />

reached R$ 35.4 billion.<br />

OPERATING EXPENSES<br />

In 2011, the cost of shipments in consolidated terms<br />

totaled R$ 30.3 billion, 17% above that recorded in<br />

2010. This increase reflects a higher shipments<br />

volume and rising costs of key raw materials.<br />

The expenses with shipments increased in<br />

accordance with the higher shipments volume while<br />

general and administrative expenses remained in line<br />

with those of the year 2010 even with the expansion<br />

of the economic activity because of the Company’s<br />

Consolidated statement of income - summarized*<br />

<strong>Gerdau</strong> S.A. and subsidiaries (R$ millions)<br />

* Years ended on December 31, 2011 and 2010<br />

Source of net revenue<br />

R$ 35.4 billion<br />

Special Steel<br />

21.2%<br />

Includes special steel<br />

operations in Brazil,<br />

Spain and the US<br />

North America<br />

30.5%<br />

Does not include Mexico<br />

and special steel mills<br />

in the United States<br />

Note: The information above does not include data from<br />

affiliated companies and jointly owned subsidiaries<br />

Brazil<br />

35.9%<br />

Does not include<br />

special steel<br />

operations in Brazil<br />

Latin America<br />

12.4%<br />

Does not include<br />

operations in Brazil<br />

2011 2010 % 2011/2010<br />

Net shipments 35,407 31,393 13%<br />

Cost of shipments (30,298) (25,873) 17%<br />

Gross profit 5,109 5,520 -7%<br />

Selling, general, and administrative expenses (2,402) (2,358) 2%<br />

Reversal (Losses) by the non-recoverability of assets and restructuring<br />

costs<br />

- 336 -<br />

Other income/operating expenses and result from equity in earnings 172 146 18%<br />

Income before financial income and taxes 2,879 3,644 -21%<br />

Financial income (528) (685) -23%<br />

Income before taxes 2,351 2,959 -21%<br />

Income tax and social contribution (253) (502) -50%<br />

Net income for period 2,098 2,457 -15%


Composition of consolidated EBITDA *<br />

(R$ million)<br />

* Includes the results of affiliated companies and jointly owned subsidiaries according to the equity method.<br />

efforts to reduce costs. With this, the share of<br />

the selling, general, and administrative expenses<br />

compared to net revenue decreased from 8% in 2010<br />

to 7% in 2011.<br />

EBITDA<br />

The EBITDA, also known as generation of cash from<br />

operations, was R$ 4.7 billion in 2011, a reduction of<br />

11% compared to 2010 primarily due to higher costs<br />

of raw materials. As a consequence, the EBITDA<br />

margin was also impacted, going from 17% last year<br />

to 13% in 2011.<br />

Despite the drop of the EBITDA, there was an<br />

increase of 49% in the generation of cash from<br />

operations of the North America Business Operation<br />

(does not include mills producing special steels),<br />

mainly because of higher shipments volumes.<br />

FINANCIAL RESULT<br />

The financial result was negative R$ 528 million<br />

against a R$ 685 million loss the previous year,<br />

which was due mainly to the public offering of shares<br />

held in April 2011. This offer caused a reduction in<br />

indebtedness, and increased financial resources<br />

(see details on the public offering of shares in the<br />

“Shareholders” section).<br />

EBITDA<br />

R$ 4.7 billion<br />

Brazil<br />

Does not include special<br />

steel operations in Brazil<br />

ANNUAL REPORT GERDAU 2011<br />

2011 2010 % 2011/2010<br />

Net income 2,098 2,457 -15%<br />

Net financial income 528 685 -23%<br />

Provision for income tax and social contributions 253 502 -50%<br />

Depreciation and amortization 1,772 1,893 -6%<br />

Reversal/losses by assets write-offs - (336) -<br />

EBITDA 4,651 5,201 -11%<br />

EBITDA Margin 13% 17%<br />

1,153<br />

437<br />

1,177<br />

1,884<br />

North<br />

America<br />

Does not include Mexico<br />

and special steel mills<br />

in the United States<br />

2011 2010<br />

1,284<br />

419<br />

789<br />

2,709<br />

Latin America<br />

Does not include<br />

operations in Brazil<br />

Special Steel<br />

Includes special steel<br />

operations in Brazil,<br />

Spain and the US<br />

Note: Includes the results of affiliated companies and jointly owned<br />

subsidiaries according to the equity method<br />

29


30 ANNUAL REPORT GERDAU 2011<br />

Net income<br />

(R$ million)<br />

NET INCOME<br />

During the year, <strong>Gerdau</strong>’s consolidated net income<br />

reached R$ 2.1 billion against R$ 2.5 billion in<br />

2010 due mainly to lower operating income. The<br />

reversal/loss for the non-recoverability of assets and<br />

restructuring costs that occurred in 2010 totaling<br />

R$ 208 million, net of taxes, also contributed to this<br />

reduction.<br />

VALUE ADDED BREAKDOWN<br />

The value added of <strong>Gerdau</strong> companies in<br />

consolidated terms reached R$ 9.8 billion in 2011,<br />

which is a 5% increase on the previous year. This<br />

good performance is a result of revenues from<br />

products and services net of discounts, which reached<br />

R$ 37 billion in the year, net of costs.<br />

R$ 27.2 billion related to raw materials and consumer<br />

goods, outsourced services, depreciation and<br />

amortization, equity in earnings, and financial income,<br />

among other items.<br />

FINANCIAL LIABILITIES<br />

In 2011, the level of indebtedness showed<br />

improvement to the previous year. One of the main<br />

factors that influenced this performance was the<br />

public offering of shares, which resulted in a net inflow<br />

of R$ 3.6 billion in resources for the Company.<br />

2011 2010 % 2011/2010<br />

Income before taxes * 2,351 2,959 -21%<br />

Income tax and social contribution (253) (502) -50%<br />

Consolidated net income * 2,098 2,457 -15%<br />

* Includes the results of affiliated companies and jointly owned subsidiaries according to the equity method.<br />

Of this total, R$ 2.1 billion was used to advance<br />

payment of debts, which contributed to a 27%<br />

reduction in net debt (gross debt less available<br />

cash, cash equivalents, and investments) and a<br />

108% increase in cash, which keeps <strong>Gerdau</strong> in a<br />

comfortable financial situation for years to come.<br />

As a result, the net debt that was R$ 12.5 billion in<br />

Value added breakdown<br />

R$ 9.8 billion<br />

6.3%<br />

Dividends and<br />

interest on<br />

shareholder’s equity<br />

15.2%<br />

Profits<br />

reinvested<br />

10.1%<br />

Interest on<br />

financing<br />

41.9%<br />

Salaries benefits,<br />

profit sharing<br />

and training<br />

26.5%<br />

Taxes<br />

and social<br />

contributions


December 2010 dropped to R$ 9.1 billion at year-end<br />

of 2011, while cash (available cash, cash equivalents,<br />

and investments) totaled R$ 4.6 billion, and 22% of<br />

this amount was held by <strong>Gerdau</strong> companies abroad,<br />

mainly in US dollars.<br />

On December 31, 2011, 49% of the Company’s gross<br />

debt (loans and financing and debentures) was in<br />

Indebtedness<br />

(R$ million)<br />

ANNUAL REPORT GERDAU 2011<br />

foreign currency contracted by the subsidiaries in<br />

Brazil, 28% in different currencies contracted by<br />

subsidiaries abroad, and 23% in reais. Of the total<br />

gross debt, 87% was long-term and 13% short-term.<br />

The relationship between net debt and EBITDA reached<br />

2.0 times in December 2011 against 2.4 in December<br />

2010. The relationship between gross debt and EBITDA,<br />

in turn, reached 2.9 times versus 2.8 times.<br />

31/12/2011 31/12/2010<br />

Short term 1,757 1,693<br />

Local currency (Brazil) 821 703<br />

Foreign currency (Brazil) 243 169<br />

Companies abroad 693 821<br />

Long term 11,927 12,977<br />

Local currency (Brazil) 2,383 2,623<br />

Foreign currency (Brazil) 6,462 5,656<br />

Companies abroad 3,082 4,698<br />

Gross debt 13,684 14,670<br />

Cash, cash equivalents, and financial investments 4,578 2,204<br />

Net debt 9,106 12,466<br />

31


Relationships<br />

100% of the employees at the Cotia (São Paulo)<br />

unit participated in programs that encourage<br />

innovation, creativity, and teamwork


EMPLOYEES<br />

Incentives to overcome challenges<br />

and autonomy contribute to<br />

increased competitiveness<br />

<strong>Gerdau</strong> respects, values, and invests in its more<br />

than 45,000 employees. It stimulates overcoming<br />

challenges, entrepreneurship, and autonomy,<br />

providing opportunities for developing a work<br />

environment where people feel more engaged and<br />

fulfilled. Upon completing 110 years, the Company<br />

reinforced the spread of its corporate culture by<br />

updating at a global level its Values, Code of<br />

Ethics, Mission, and Vision, which are critical to its<br />

sustainability, making it even more cohesive and<br />

integrated (see chapter “110 Years of History”).<br />

HEALTH AND SAFETY<br />

People’s safety is a fundamental value for <strong>Gerdau</strong>.<br />

Because of this, no emergency situation or production<br />

results justify the lack of safety of its employees and<br />

contractors. That is why the Total Safety System was<br />

created, which is a comprehensive and rigorous set<br />

of practices that involves continuous investment in<br />

technologies, equipment, and overall management<br />

systems in this area. During the year, these<br />

investments reached R$ 71 million, up 45% over 2010.<br />

As a result of the Company’s continuous efforts<br />

and investments, the frequency rate of accidents<br />

per million hours worked (international index that<br />

measures the occurrence of accidents in the<br />

workplace) was reduced from 2.3 in 2010 to 1.6 in<br />

2011. This index is well below the industry average,<br />

whose most recent number available is<br />

2.3 according to the World Steel Association.<br />

In recognition of its safety practices, <strong>Gerdau</strong> received<br />

the Safety and Health Excellence Recognition<br />

for the second time in 2011, which is an important<br />

award granted by the World Steel Association.<br />

The project called “The Path of the Liquid Steel”<br />

Accident frequency rate*<br />

Accident frequency rate*<br />

2.79<br />

2011<br />

1.6<br />

2011<br />

0.97<br />

3.83<br />

ANNUAL REPORT GERDAU 2011<br />

*Lost-time accident frequency rates per million hours worked,<br />

including employees and service providers. The data also includes<br />

restricted work and change of function (OSHA recordable treated<br />

as LT accidents).<br />

Investments in<br />

occupational<br />

safety and<br />

health<br />

(R$ million)<br />

2.3<br />

2010<br />

2010<br />

1.28<br />

5.13<br />

2.9<br />

2009<br />

2009<br />

1.20<br />

Companies acquired less than 5 years ago<br />

Companies acquired more than 5 years ago<br />

71.0<br />

2011<br />

49.1<br />

2010<br />

39.9<br />

2009<br />

33


34 ANNUAL REPORT GERDAU 2011<br />

seeks to ensure safe procedures for personnel and<br />

equipment during the processes of melting, refining,<br />

and transporting steel. The initiative is part of a set<br />

of procedures to identify and assess the main risks<br />

of the production process, establishing strict control<br />

standards to eliminate them in all its units.<br />

The project “Path of the Liquid Steel” received the award<br />

Safety and Health Recognition of the World Steel Association<br />

<strong>Gerdau</strong> values safe behavior and therefore honors<br />

employees and units with the best results. Among<br />

the highlights is the performance of Barão de Cocais<br />

(MG) mill.<br />

INTERNAL CLIMATE<br />

The results of the Opinion Survey, which evaluates<br />

<strong>Gerdau</strong>’s internal climate at a global level, had<br />

a favorability index of 75% that reflects the good<br />

relationship between the Company and its employees<br />

and is in line with the previous year’s performance.<br />

According to the Hay Group, which is recognized<br />

internationally in the area of internal climate<br />

management, the satisfaction of working in <strong>Gerdau</strong><br />

is among the highest in the world. The rate of<br />

participation in the survey reached 96%.<br />

TRAINING<br />

In 2011, <strong>Gerdau</strong> invested R$ 32.1 million in training<br />

its staff, which is 52% more than in 2010. In total, the<br />

activities involved 2.3 million hours of training, which<br />

corresponds on average to 49.7 hours of training per<br />

employee.<br />

One of the highlights of this area is the <strong>Gerdau</strong><br />

Business Program (GBP), an MBA tailor-made for the<br />

Company’s needs for training high-performance global<br />

leaders. During the year, the Company began its third<br />

GBP class in which <strong>Gerdau</strong> executives participate<br />

during a two-year period in modules in world-renown<br />

educational institutes such as Insper in Brazil, Insead<br />

in France, and Duke University in the United States.<br />

FUTURE GERDAU TRAINEES<br />

The Future <strong>Gerdau</strong> Trainee program seeks to attract,<br />

develop, and retain talents with higher potential and<br />

aligned with the Company’s corporate culture. The<br />

intention is that they take on leadership positions in<br />

the Company in the future. In 2011, more than 24,000<br />

people participated in the selection process,<br />

which included interactive stages to provide greater<br />

exposure of the candidates and this way make a<br />

more thorough evaluation of their profile. In total, 152<br />

young people were admitted and started to work at<br />

<strong>Gerdau</strong> units in nine countries: Brazil, Canada, Chile,<br />

Colombia, United States, Mexico, Peru, Dominican<br />

Republic, and Venezuela.<br />

SUCESSORS<br />

To prepare fully trained professionals, <strong>Gerdau</strong> created<br />

the People Development Committees, which have<br />

as their main objective to discuss and define the<br />

succession of executive positions in the Organization.<br />

Debates about career and succession are conducted<br />

by leaders of different areas. Throughout the year, 435<br />

People Development Committees were held in the<br />

various countries where <strong>Gerdau</strong> operates.<br />

Training and development 2011 2010<br />

Investments (R$ million) 32.1 21.1<br />

Number of training hours per employee 53.4 49.7


COMPENSATION AND BENEFITS<br />

<strong>Gerdau</strong> adopts a compensation policy that seeks<br />

to enhance the commitment and outstanding<br />

performance of its employees. Besides the fixed<br />

salary, they receive variable remuneration based upon<br />

the achievement of individual goals, of the teams, and<br />

of the operations.<br />

The Company also offers a benefit plan to its<br />

employees and their families that includes a defined<br />

contribution private pension plan, life insurance,<br />

health insurance, dental care, college scholarship,<br />

and a nutrition allowance for children up to 12 months,<br />

among others. These benefits are aligned with<br />

<strong>Gerdau</strong>’s needs in the various regions of the world<br />

where it operates.<br />

LABOR UNION AGREEMENTS<br />

<strong>Gerdau</strong>’s relationship with the unions is guided by<br />

the pursuit of common interests and mutual gains.<br />

To this end, the negotiations are conducted in a<br />

transparent manner taking into account respect for<br />

labor demands and the sustainability of the Company<br />

in the long run. In 2011, <strong>Gerdau</strong> closed 16 labor<br />

agreements in Brazil, Canada, Chile, Spain, the<br />

United States, Mexico, and Peru.<br />

EMPLOYEE COMMUNICATIONS<br />

<strong>Gerdau</strong> establishes an open and permanent<br />

dialog with its employees through an employee<br />

communications global system that contributes<br />

to spreading <strong>Gerdau</strong>’s corporate culture. Among<br />

the main channels of communication is <strong>Gerdau</strong><br />

Connection, a biannual magazine sent to the homes<br />

of all the Company’s employees that cover topics such<br />

as products, the steel market, sustainability, safety,<br />

and management practices. In addition, employees<br />

can read news about the Company at the blog <strong>Gerdau</strong><br />

Connection, which publishes an average of two<br />

articles a week and is available on the Intranet.<br />

In 2011, <strong>Gerdau</strong> continued its quarterly meetings<br />

through conference calls, bringing together over a<br />

thousand leaders around the world who are led by<br />

the Chief Executive Officer (CEO) and the Chief<br />

Profit sharing<br />

(R$ million)<br />

ANNUAL REPORT GERDAU 2011<br />

585.7<br />

2011<br />

511.3<br />

2010<br />

Benefits (R$ million) 2011 2010<br />

Meals 71.7 52.3<br />

Transportation 68.6 52.0<br />

Health Insurance 299.0 265.8<br />

Private Pension Plan 137.3 147.9<br />

Operating Officer (COO). At these meetings the<br />

leaders discuss the global economic scenario and<br />

prospects for the business, as well as the Company’s<br />

challenges and priorities for the months ahead.<br />

MANAGEMENT FOCUSED ON THE OPERATOR<br />

<strong>Gerdau</strong> is continually developing initiatives to<br />

increase the autonomy and responsibility of its<br />

teams. One of these is the program Management<br />

Focused on the Operator (MFO) whereby the<br />

managerial activities of the cells are shared with the<br />

operators. Thus, in addition to carrying out their usual<br />

activities, they also take annual turns to take control of<br />

processes such as quality, costs, maintenance, safety,<br />

and environment.<br />

As the employees are developed, MFO increases<br />

the productivity of the processes and the quality<br />

of final products. All this reflects positively on<br />

business results.<br />

KNOWLEDGE MANAGEMENT<br />

The Knowledge Management portal is one of<br />

<strong>Gerdau</strong>’s unique management tools that aims to<br />

maximize the knowledge existing in the Company<br />

by increasing the operational efficiency of the<br />

35


36 ANNUAL REPORT GERDAU 2011<br />

mills. One of the main channels of interaction of<br />

the portal are Practice Communities that facilitate<br />

communication between employees from different<br />

countries through a virtual network for sharing best<br />

practices.<br />

Thus, it is possible from any location to request<br />

assistance from specialists in different countries<br />

for the development of problem solving. Practice<br />

Communities today bring together more than 3,400<br />

professionals from 89 facilities in 13 countries. The<br />

year 2011 closed with 34 communities in operation<br />

and approximately 10,800 documents and news<br />

being accessed.<br />

SIX SIGMA<br />

Since 2000 <strong>Gerdau</strong> has used the Six Sigma<br />

methodology to leverage results quickly and<br />

consistently and to reach more challenging goals. This<br />

methodology consists of carrying out improvement<br />

projects using quality and statistic tools by specially<br />

trained professionals. In 2011, 98 projects were<br />

completed, which brought a financial return of<br />

approximately US$ 160 million. Currently <strong>Gerdau</strong><br />

develops Six Sigma projects at units in Argentina,<br />

Brazil, Canada, Chile, and the United States.<br />

STIMULUS TO INNOVATION AND CREATIVITY ARE A STRONG FOCUS AT GERDAU<br />

<strong>Gerdau</strong> seeks creative solutions to ensure greater<br />

competitiveness for its operations. To do so it<br />

develops participatory programs such as Quality<br />

Improvement Story (QIS) and Ideas Program to<br />

stimulate autonomy, creativity, innovation, and<br />

teamwork among its employees. In 2011, four mills<br />

in Brazil and four in Colombia reached 100% of<br />

their employees to be involved in these programs.<br />

Worldwide, <strong>Gerdau</strong> has more than 11,500<br />

employees participating.<br />

In QIS, teams of three to seven people offer<br />

solutions by means of methodologies and<br />

management tools to problems encountered in<br />

their daily tasks. In 2011, 6,179 professionals<br />

participated in 410 projects, which helped generate<br />

earnings of US$ 176 million for <strong>Gerdau</strong>. Every year<br />

the solutions that bring more return to the business<br />

are presented at the Global Meeting of the Quality<br />

Improvement Story at which time the teams that<br />

have achieved more significant results around the<br />

world are recognized.<br />

In the Ideas Program, on the other hand,<br />

employees present either individually or in groups<br />

innovative solutions to their managers related to<br />

daily tasks. In 2011, this initiative recorded the<br />

participation of 7,108 employees. There were<br />

59,725 ideas registered with 30,107 of them<br />

implemented throughout the year. As a result,<br />

<strong>Gerdau</strong> achieved earnings of US$ 14 million.<br />

The Global Meeting of the Quality Improvement Story brings together the best projects to solve problems faced in the daily tasks of the business


CUSTOMERS<br />

Superior quality in everything<br />

we do ensures excellent<br />

customer service<br />

Being the customer’s choice is one of <strong>Gerdau</strong>’s<br />

values. That’s why the Company is always seeking<br />

to achieve the highest quality in everything it does<br />

and to develop innovative solutions to meet the<br />

specific needs of each one of its more than 120,000<br />

customers in all market segments and geographic<br />

regions where it operates. It also works to help them<br />

be more competitive based on a relationship of mutual<br />

respect, trust, and a long-term win-win vision. <strong>Gerdau</strong><br />

continuously invests in training a team of highly skilled<br />

professionals, which has 258 employees with master’s<br />

degrees and 21 with doctorate degrees.<br />

It also has a large and qualified sales team, which<br />

allows greater proximity to customers, making the<br />

service more responsive and effective. This effort<br />

of differentiated customer service brought about the<br />

positive results obtained in the opinion survey<br />

conducted with approximately 7,600 customers in<br />

2011, which showed a high level of satisfaction and<br />

preference, especially in commercial and technical<br />

service items, product quality, and logistics.<br />

The Company also works continuously to monitor<br />

and anticipate the needs of its customers. To do so,<br />

it has four research and development centers<br />

– two in Brazil, one in the United States, and one<br />

in Spain – mainly focused to meet the needs of<br />

the automotive industry. In Spain, for example,<br />

the Research and Development Center of <strong>Gerdau</strong><br />

Sidenor is participating in the Etorgai project, which<br />

is a public-private initiative of industrial research<br />

for strategic sectors that seeks to develop a type<br />

of nano-alloyed steel for the automotive chain. The<br />

objective is to improve mechanical properties such as<br />

resistance, tenacity, and useful life so that in the future<br />

nano-alloyed steel can also be applied in the segment<br />

ANNUAL REPORT GERDAU 2011<br />

of renewable energies. The research involves the<br />

participation of 55 persons, of which 25 are part of the<br />

<strong>Gerdau</strong> Sidenor team.<br />

In several countries where it operates, <strong>Gerdau</strong> also<br />

conducts seminars and training courses for improving<br />

the qualification of its customers. Throughout 2011,<br />

for example, it developed the program “The World of<br />

Special Steels” that sought to enhance the technical<br />

knowledge of its customers on applications and<br />

specifications of products in this segment. Among<br />

the topics discussed during the talks were the<br />

manufacturing processes of steel for mechanical<br />

purposes, its mechanical properties, thermal<br />

treatments, as well as the application and selection of<br />

products. The theoretical content was complemented<br />

with the technical visits of the participants to <strong>Gerdau</strong>’s<br />

special steel mills in Brazil.<br />

Following the concept of sustainability, the Company<br />

also develops programs to encourage excellence in<br />

management and entrepreneurship with small and<br />

medium customers (see table “<strong>Gerdau</strong> invests in the<br />

development of its customers”), thus reinforcing the<br />

steel supply chain. With its broad product line, <strong>Gerdau</strong><br />

has been supplying steel for significant projects in<br />

several countries. In Brazil, for example, <strong>Gerdau</strong> steel<br />

is part of the construction and modernization of eight<br />

soccer stadiums for the 2014 FIFA World Cup and<br />

major infrastructure projects for the country such as<br />

railways, wind power mills ports, and roads. In the<br />

United States, <strong>Gerdau</strong> steel has also been used for<br />

building the Freedom Towers, a project for rebuilding<br />

the World Trade Center, among other ventures.<br />

In 2011, <strong>Gerdau</strong> was the first steel producer in Brazil<br />

to receive the Falcão Bauer Environmental Seal for<br />

agricultural products. The Company had already been<br />

the first steel manufacturer in the country to have civil<br />

construction products certified by the environmental<br />

seal, helping its clients obtain environmental<br />

certifications for projects developed with <strong>Gerdau</strong> steel.<br />

In total, more than 30 products from <strong>Gerdau</strong> have<br />

received certification.<br />

37


38 ANNUAL REPORT GERDAU 2011<br />

GERDAU INVESTS IN THE DEVELOPMENT OF ITS CUSTOMERS<br />

In 2011, <strong>Gerdau</strong> intensified its programs to<br />

encourage excellence in management and<br />

entrepreneurship of micro and small customers.<br />

Courses were developed in Brazil for developing<br />

micro and small metalworking shops, and in<br />

Colombia the focus of these initiatives was on the<br />

network of distributors. In Chile, on the other hand,<br />

the initiatives sought to leverage the business of<br />

small and medium metallurgy companies.<br />

In Brazil, the Company also developed three new special<br />

steel products in 2011. One of them is patina-bound<br />

steel for the local manufacturing of fasteners for steel<br />

structures, which were previously imported. Among the<br />

benefits of this new product is its corrosion resistance,<br />

which is up to three times greater than that of common<br />

steel. <strong>Gerdau</strong> also developed a steel micro-alloyed<br />

to niobium for automotive fasteners, which means a<br />

significant reduction in supply chain costs, and the<br />

SAE4145 steel for fasteners used in wind towers.<br />

During the year, the quality of <strong>Gerdau</strong>’s products and<br />

services were recognized through various awards.<br />

In the special steel segment, it was awarded by the<br />

Sogefi Group, one of the leading manufacturers of<br />

stabilizer bars and automotive suspension springs in the<br />

world, as a supplier with the best performance in South<br />

America with an emphasis on product quality, punctuality<br />

The courses and consulting services given to these<br />

customers seek to encourage management skills,<br />

innovation, and total quality, which contribute to<br />

their increased productivity and competitiveness.<br />

During the year more than 6,000 hours of training<br />

were given, benefiting 121 companies. As a result,<br />

these companies recorded an average increase of<br />

34% in their volumes of purchasing steel products<br />

compared to 2010.<br />

Training for small and medium metalworking shops in Brazil seeks to encourage management skills, innovation, and total quality<br />

with deliveries, and partnership in developing new<br />

business. It also received the Supplier Performance<br />

Award from Meadville Forging Company, a leading<br />

forging company in the United States, for the quality of<br />

its products and customer service.<br />

In Brazil, <strong>Gerdau</strong>’s long steel products were awarded<br />

by the Magazine “Revenda” as Best Product of the<br />

Year in the categories of rebars and nails. <strong>Gerdau</strong> also<br />

was recognized with the Anamaco Award for suppliers<br />

with the best performance in the construction industry,<br />

which awarded <strong>Gerdau</strong> in the categories of rebars, nails,<br />

fences/trusses and annealed wire, along with the Pini<br />

Award in the category of rebar. In the agricultural sector, it<br />

was featured in the Top List with its products oval-shaped<br />

wire and barbed wire, as well as in the Top of Mind Rural<br />

and Magazine “Rural” for its wires and fences.


SUPPLIERS<br />

Long-term relationship and search<br />

for mutual gains with suppliers<br />

<strong>Gerdau</strong> believes that the development and<br />

sustainability of its business are directly linked to<br />

being able to build lasting relationships with its<br />

chain of suppliers.<br />

This is done by having a relationship that is direct,<br />

transparent, and with mutual gains resulting in greater<br />

competitiveness and better quality of customer service<br />

by the Company.<br />

To achieve this, <strong>Gerdau</strong> continued in 2011 to hold<br />

global negotiating tables involving employees<br />

from all operations of the Company in order to get<br />

economies of scale, productivity, and efficiency in the<br />

purchase of supplies and equipment. This initiative<br />

enables greater market knowledge of key materials<br />

in the manufacturing process and expands the<br />

synergies between <strong>Gerdau</strong>’s operations around the<br />

world, as well as generates business opportunities<br />

GERDAU ENCOURAGES THE COMPETITIVENESS OF SUPPLIERS<br />

Since 2007, <strong>Gerdau</strong> has supported the training<br />

of micro, small, and medium companies with<br />

the belief that it plays a key role in the business<br />

chain of steel. This work is done by means of<br />

the Supplier Development Program, which is<br />

an initiative that grows every year. In 2011, the<br />

program was launched in Argentina and Peru<br />

and was expanded to seven other states in<br />

Brazil beyond Rio Grande do Sul, where the<br />

initiative was carried out four years ago. During<br />

the year, 21,000 hours of consulting and training<br />

were developed benefiting 291 companies that<br />

generate more than 2,000 direct jobs. As a result<br />

ANNUAL REPORT GERDAU 2011<br />

for its suppliers in different countries and regions<br />

streamlines its logistics of deliveries.<br />

At the same time, <strong>Gerdau</strong> gives preference to<br />

hiring suppliers that share its policy of respect for<br />

people and the environment. Besides requiring strict<br />

compliance with the laws in each country where it<br />

operates, the Company also performs periodic audits<br />

to ensure compliance of their suppliers to their levels<br />

of excellence.<br />

Because steel scrap is one of its main raw materials<br />

for steel production, <strong>Gerdau</strong> is dedicated to improving<br />

its supply chain in various countries. In 2011, aiming<br />

to develop and integrate these micro and small<br />

suppliers into the Company’s business, technical and<br />

managerial training programs were promoted for more<br />

than 75 companies and scrap cooperatives in Brazil,<br />

Chile, Colombia, Peru, and Uruguay, which resulted in<br />

an increase of 32% on sales of scrap to <strong>Gerdau</strong> when<br />

comparing the years 2011 and 2010. The training<br />

programs pass on to the suppliers good practices<br />

in management, quality, and occupational health<br />

and safety. Moreover, the importance of achieving<br />

sustainable practices in the social and environmental<br />

area is reinforced. In 2012 the initiative will also be<br />

done in Mexico and Venezuela.<br />

of the initiative, the business volume between<br />

<strong>Gerdau</strong> and the micro and small participating<br />

companies grew 8% compared to 2010.<br />

The program seeks to train organizations on<br />

issues related to excellence and sustainability<br />

of their business, as well as on the evolution<br />

of its management performance in the main<br />

competitive dimensions. In 2012, the initiative will<br />

be expanded to Colombia and Mexico and will<br />

involve, among all participating countries, a total<br />

of 450 micro, small, and medium companies.<br />

39


40 ANNUAL REPORT GERDAU 2011<br />

SHAREHOLDERS<br />

Good governance practices<br />

ensure sustainable performance<br />

in the capital market<br />

With 65 years of experience in capital markets,<br />

<strong>Gerdau</strong> has more than 140,000 shareholders<br />

worldwide. Throughout this period it has established a<br />

sustainable performance in the capital market based<br />

on financial strength and good corporate governance<br />

practices. Currently <strong>Gerdau</strong> has three publicly traded<br />

companies: Metalúrgica <strong>Gerdau</strong> S.A., <strong>Gerdau</strong> S.A.,<br />

and Empresa Siderúrgica del Perú S.A.A. (Siderperu).<br />

In 2011, these companies totaled US$ 48 billion in<br />

trading volume on the stock exchanges of São Paulo,<br />

New York, Madrid, and Lima.<br />

SUPPLY OF CAPITAL<br />

A public offering of shares was completed in the<br />

year that resulted in a net inflow of R$ 3.6 billion in<br />

the Company’s cash resources. Of this total, R$ 2.1<br />

billion were used to make advance payment of debts.<br />

Because of this, there was a 27% reduction in net<br />

debt and an increase of 108% of cash comparing<br />

December 2011 with the same period in 2010,<br />

which keeps the Company in a comfortable financial<br />

situation for years to come.<br />

The operation involved a primary offering of common<br />

and preferred shares of <strong>Gerdau</strong> S.A., worth R$ 3.7<br />

billion, and a secondary offering of <strong>Gerdau</strong> S.A.’s<br />

preferred shares held by Metalúrgica <strong>Gerdau</strong> S.A.<br />

and <strong>Gerdau</strong> BG Participações S.A., amounting to<br />

R$ 1.3 billion.<br />

There were 68.03 million common shares and 134.83<br />

million preferred shares issued of <strong>Gerdau</strong> S.A. to carry<br />

out the primary offering. In the secondary offering, 69<br />

million preferred shares held by Metalúrgica <strong>Gerdau</strong><br />

S.A. and by BG Participações S.A. were sold.<br />

LEVEL OF INVESTMENT<br />

<strong>Gerdau</strong>’s improved liquidity position and capital<br />

structure contributed so that the rating agencies<br />

Standard & Poor’s and Fitch Ratings maintained<br />

an investment grade rating of BBB- in 2011. In<br />

addition, Moody’s agency assigned to the Company<br />

an investment grade of Baa3 with a stable outlook.<br />

As a result, <strong>Gerdau</strong> received an investment grade<br />

by all three most known risk rating agencies in the<br />

capital market, which demonstrates the market’s<br />

confidence in the Company’s management.<br />

IMPROVEMENT OF PRACTICES<br />

In 2011, the companies Metalúrgica <strong>Gerdau</strong> S.A.<br />

and <strong>Gerdau</strong> S.A. voluntarily joined Abrasca Code<br />

of Self-Regulation and Good Practices of Public<br />

Companies. The objective of the code is to encourage<br />

the adoption and use of a set of principles, rules, and<br />

recommendations that help to ensure a standard of<br />

good corporate governance.<br />

<strong>Gerdau</strong> S.A. also follows the strict corporate<br />

governance standards determined by the Sarbanes-<br />

Oxley (SOx) Act because the company’s shares are<br />

traded on the New York Stock Exchange through<br />

ADRs - American Depositary Receipts.<br />

SHAREHOLDER COMPENSATION<br />

<strong>Gerdau</strong>’s three publicly listed companies –<br />

Metalúrgica <strong>Gerdau</strong> S.A., <strong>Gerdau</strong> S.A., and Empresa<br />

Siderúrgica del Perú S.A.A. (Siderperu) – have clear<br />

compensation policies in line with the parameters of<br />

the market. Metalúrgica <strong>Gerdau</strong> S.A. and <strong>Gerdau</strong><br />

S.A. pay dividends and/or interest every three months<br />

on capital of at least 30% of adjusted net income<br />

for the year in accordance with Brazilian accounting<br />

practices. This percentage is higher than the level of<br />

25% set by corporate law. Empresa Siderúrgica del<br />

Perú S.A.A. (Siderperu) in turn pays dividends of up to<br />

33% of its adjusted net income.<br />

In 2011 shareholders of Metalúrgica <strong>Gerdau</strong><br />

S.A. received dividends of R$ 224 million, which<br />

corresponds to R$ 0.55 per share. The compensation<br />

for those owning <strong>Gerdau</strong> S.A. shares reached R$ 597<br />

million, which corresponds to R$ 0.35 per share.


Distribution of Dividends<br />

(R$ million)<br />

50<br />

40<br />

30<br />

20<br />

41%<br />

37%<br />

30%<br />

25%<br />

For the fifth consecutive year, <strong>Gerdau</strong> S.A. and<br />

Metalúrgica <strong>Gerdau</strong> S.A. are among the 38 member<br />

companies of the Business Sustainability Index<br />

(ISE) from BM&FBovespa. The ISE brings together<br />

companies recognized for their commitment to<br />

sustainable development and socially responsible<br />

practices, and that also insert the topic into their<br />

strategies.<br />

Moreover, the <strong>Gerdau</strong> companies are part of the main<br />

index of BM&FBOVESPA, Ibovespa, in which <strong>Gerdau</strong><br />

S.A. has the tenth highest liquidity among companies<br />

that make up this indicator. They are also listed on the<br />

Special Corporate Governance Stock Index (IGC),<br />

the Share Index with Differentiated Tag Along Rights<br />

(ITAG), on the Brazil Index 50 (IBrX50), the Index<br />

of Basic Materials (IMAT), and the Industrial Sector<br />

Index (INDX).<br />

RECOGNITION OF CAPITAL MARKET<br />

During the year, <strong>Gerdau</strong> won the Latin Finance Deal<br />

of the Year award in the category Best Follow-On<br />

Equity Issue granted by the publication Latin Finance<br />

that considered the public offering of shares held by<br />

<strong>Gerdau</strong> as the most successful operation of its kind<br />

held in Latin America during the year 2011.<br />

Furthermore, it was one of the winners of the 15th<br />

Anefac-Fipecafi-Serasa - Transparency Trophy related<br />

to financial statements for 2010. It was the 12th time<br />

in a row that <strong>Gerdau</strong> was ranked among the top<br />

ten companies with the best financial statements.<br />

The award is aimed at companies headquartered in<br />

Brazil with operations in the areas of trade, industry,<br />

Metalúrgica <strong>Gerdau</strong> S.A. (Payout)<br />

33% 33%<br />

30%<br />

25%<br />

ANNUAL REPORT GERDAU 2011<br />

Minimum Dividend<br />

<strong>Gerdau</strong> S.A. (Payout) Compulsory Dividend (Law S/A)<br />

32% 32%<br />

30%<br />

25%<br />

2009 2010 2011<br />

and services, beside the 50 largest state-owned<br />

companies.<br />

In addition, <strong>Gerdau</strong> and its professionals were<br />

highlighted in nine categories in the ranking of the<br />

Institutional Investor Magazine - 2011 Latin America<br />

Executive Team. The publication recognizes every<br />

year the top Chief Executive Officers (CEOs), Chief<br />

Financial Officers (CFOs), and investor relations<br />

professionals from Latin America based on a survey<br />

made with analysts and fund managers.<br />

The company also received the IR Magazine Brazil<br />

Award - Honorable Mention for the area of investor<br />

relations in the segment of individual investors.<br />

The award recognizes the excellence of companies<br />

and investor relations (IR) professionals in their<br />

communication with their shareholders and IR<br />

practices in Brazil. The winners are chosen by<br />

a survey carried out by the Brazilian Institute of<br />

Economics of Getúlio Vargas Foundation – FGV.<br />

AGILITY AND TRANSPARENCY IN<br />

COMMUNICATION WITH SHAREHOLDERS<br />

Shareholders and analysts of the stock market are<br />

informed about the performance of <strong>Gerdau</strong>’s business<br />

through a communication system that is efficient<br />

and easy to access. In this sense, one of the<br />

highlights is the Company’s website (www.gerdau.<br />

com/investidores) that provides specific information<br />

for individual shareholders and institutional investors<br />

in Portuguese, English, and Spanish. In addition,<br />

<strong>Gerdau</strong> holds conferences and presentations in<br />

various markets worldwide.<br />

41


42 ANNUAL REPORT GERDAU 2011<br />

SOCIETY<br />

Sustainable development<br />

of communities and the<br />

business chain<br />

<strong>Gerdau</strong> believes that the strengthening of<br />

communities is critical to the growth of its business<br />

and sustainable development of the regions<br />

close to its units. That is why it stimulates local<br />

business chains of steel, mainly by encouraging the<br />

growth of micro and small companies and it supports<br />

ENTREPRENEURIAL EDUCATION PROJECTS BENEFIT STUDENTS<br />

<strong>Gerdau</strong> believes that entrepreneurial attitudes<br />

can contribute to creating jobs and improving<br />

people’s quality of life. One example of this is<br />

its partnership with Junior Achievement that<br />

benefited more than 13,000 students in 238<br />

schools in 2011. The programs were offered<br />

in Brazil, Argentina, Uruguay, Peru, Colombia,<br />

Mexico, and the Dominican Republic with the<br />

participation of 595 volunteers from <strong>Gerdau</strong>.<br />

Junior Achievement is the largest and oldest<br />

organization of practical education in business,<br />

economics, and entrepreneurship in the world.<br />

In 2012, <strong>Gerdau</strong> will also begin to support<br />

The JA Job Shadow Program is developed by <strong>Gerdau</strong> employees in various countries<br />

social programs relevant to the communities where it<br />

operates.<br />

Besides the investments in this area, which totaled<br />

R$ 61 million in 2011, the company involves its<br />

employees in doing volunteer work, as well as<br />

mobilizing different segments of society, multiplying<br />

the results of their actions by bringing together the<br />

knowledge and skills of those involved. All of these<br />

activities receive orientation from the <strong>Gerdau</strong> Institute,<br />

which is responsible for the Company’s policies and<br />

guidelines for social responsibility and are guided by<br />

specific focus of activity: education, management &<br />

quality, and providing emergency assistance.<br />

projects from this entity in the United States,<br />

Spain and Venezuela.<br />

One of the projects developed by employees<br />

of <strong>Gerdau</strong> that can be highlighted is the JA Job<br />

Shadow Program. The initiative provides students<br />

the opportunity to follow in the footsteps of an<br />

executive during his/her entire workday. This<br />

way young people acquire a realistic view of<br />

the business world while also learning how the<br />

knowledge acquired in the classroom can be<br />

applied in professional life.


ANNUAL REPORT GERDAU 2011<br />

GERDAU SUPPORTS THE MODERNIZATION OF PUBLIC MANAGEMENT IN BRAZIL<br />

<strong>Gerdau</strong> seeks to contribute with the development<br />

of society by actively participating in programs of<br />

public interest. That is why the Company supports<br />

the initiatives of the Competitive Brazil Movement<br />

(MBC), which aims to provide greater efficiency and<br />

more productivity to the government in Brazil. The<br />

Modernizing Public Management Program (PMGP),<br />

for example, accounts for returns of R$ 188.00 for<br />

every R$ 1.00 invested. This means that the gains<br />

of the ten Brazilian states and eight municipalities<br />

benefited by this program reach, considering five<br />

years of work, an annual efficiency of more than<br />

R$ 14.2 billion. These results are obtained without<br />

raising taxes or interrupting services,<br />

In 2011, <strong>Gerdau</strong> continued in its internationalization<br />

efforts and dissemination of best practices<br />

of social responsibility in order to strengthen<br />

concepts on socially responsible management and<br />

to stimulate a reflection on the challenge of the<br />

Company in the insertion of the topic into its strategy<br />

and business. Throughout the year, 50 workshops<br />

on social responsibility were carried out involving<br />

944 executives in Brazil, the United States, Peru,<br />

Colombia, Mexico, and the Dominican Republic.<br />

Furthermore, another nine <strong>Gerdau</strong> Institute<br />

committees were created: five in Spain, two in Mexico,<br />

one in Colombia, and one in the Dominican Republic,<br />

which are added to the 48 committees already in<br />

place in Argentina, Brazil, Canada, Chile, the United<br />

States, Peru, and Uruguay. The committees have the<br />

active participation of employees from different areas<br />

of the Company who have the autonomy to coordinate<br />

in each of the Company’s units the budget and<br />

initiatives to be supported in the communities.<br />

Through the <strong>Gerdau</strong> Volunteer Program (PVG), the<br />

Company encourages its employees to pursue<br />

volunteer activities in society. During the year,<br />

approximately 9,500 employees served as volunteers<br />

in social projects, which is a number 21% higher than<br />

the one recorded in 2010.<br />

but only through improved management and<br />

increased productivity, which turns into benefits for<br />

society. The MBC is also committed to improving<br />

the business environment in Brazil. That is why it<br />

develops a number of actions to take management<br />

tools and concepts to micro and small companies.<br />

One of the most effective channels of this strategy<br />

is the MPE Brazil, a Competitiveness Award for<br />

Micro and Small Company that was attended by<br />

over 58,000 companies in its 2011 edition. In Rio<br />

Grande do Sul where <strong>Gerdau</strong>’s headquarters are<br />

located, work has also been developed in the area<br />

of public administration through the Rio Grande do<br />

Sul Quality and Productivity Program (PGQP).<br />

In North America, for example, <strong>Gerdau</strong> employees<br />

support the United Way, which is one of the largest<br />

charity institutions in the world, through the donation<br />

of funds or volunteer hours. For every dollar donated<br />

by employees, the Company invests the same<br />

amount to meet the demands of the communities<br />

in areas close to the Company’s mills. Founded in<br />

1876, United Way supports social projects that benefit<br />

communities in 42 countries mainly in the areas of<br />

health, education, and income generation.<br />

Programs to encourage excellence in<br />

management and entrepreneurship stand out in<br />

the business chain. In 2011, these initiatives were<br />

intensified through partnerships with major institutions<br />

such as the Brazilian Service to Support Micro and<br />

Small Enterprises (SEBRAE), Deutsche Gesellschaft<br />

für Internationale zusammenarbeit (GIZ), and<br />

Corporación de Fomento de la Producción de Chile<br />

(Corfo) – read more about this topic in the chapters<br />

“Customers” and “Suppliers”.<br />

In Brazil another highlight in 2011 was to support the<br />

remodeling of the Church of Our Lady of Conception<br />

located in Conselheiro Lafaiete (MG), whose baroque<br />

construction dates back to 1733.<br />

43


Environment<br />

<strong>Gerdau</strong> inaugurated its new dust removal<br />

system for air protection in the Cearense<br />

(Ceará) mill and replaced the existing one


ENVIRONMENTAL<br />

MANAGEMENT<br />

Efficient management<br />

system keeps the<br />

environment protected<br />

<strong>Gerdau</strong> is continually working to reduce the impact<br />

of its activities on the environment. That is why it<br />

follows stringent practices to protect nature, invests in<br />

new industrial technologies, and seeks to rationalize<br />

the use of natural resources and inputs. In 2011,<br />

R$ 370.9 million was allocated for the protection<br />

of the environment with a special highlight to the<br />

modernization projects of the dust removal systems<br />

in mills in Brazil, Chile, Colombia, and the United<br />

States. The dust removal systems captures with<br />

high efficiency the solid particles generated in the<br />

steelmaking process.<br />

Through the Environmental Management System<br />

(EMS), a set of processes aligned with ISO<br />

14001 standard, the Company monitors under an<br />

environmental point of view, the entire steel production<br />

ANNUAL REPORT GERDAU 2011<br />

cycle, from obtaining the raw material until the final<br />

delivery of the product, including the allocation of<br />

by-products. Currently, 47 industrial mills of <strong>Gerdau</strong>,<br />

which represents 87% of the total, have the ISO<br />

14001 certification.<br />

SCRAP<br />

As the largest recycler in Latin America, <strong>Gerdau</strong><br />

transforms more than 15 million tons of scrap steel<br />

every year. More than 75% of <strong>Gerdau</strong>’s production<br />

is made from electric steel mills whose main raw<br />

material is scrap, while the world average is only 28%.<br />

The use of scrap for the steel production process<br />

contributes to the preservation of the environment<br />

because it reduces the consumption of energy and<br />

other supplies such as iron ore and coke, and, as a<br />

result, reduces emissions of CO . 2<br />

ENERGY<br />

<strong>Gerdau</strong> continuously invests in expanding its energy<br />

efficiency through the improvement and optimization<br />

of industrial processes. It is also expanding the use of<br />

natural gas in its operations, which is already used in<br />

more than 90% of <strong>Gerdau</strong>’s units worldwide.<br />

GERDAU LAUNCHES A PROJECT TO RECYCLE THOUSANDS OF VEHICLES IN BRAZIL<br />

<strong>Gerdau</strong> has begun a pioneering project<br />

to recycle thousands of vehicles<br />

confiscated decades ago by the State of<br />

Rio Grande do Sul. Besides contributing<br />

to the protection of the environment, this<br />

initiative plays an important economic<br />

and social role since it reduces the costs<br />

that the government has to store the<br />

cars and creates job opportunities. In<br />

2012, the project will be expanded to<br />

other regions of the country.<br />

This initiative should be expanded to other regions of Brazil in 2012<br />

45


46 ANNUAL REPORT GERDAU 2011<br />

Furthermore, an expansion of the capacity of its<br />

own energy production is scheduled through the<br />

construction of new hydroelectric mills in Brazil. At the<br />

same time, the Company is working on increasing the<br />

energy generation by reusing the by-products from the<br />

production process of its mills.<br />

AIR<br />

<strong>Gerdau</strong>’s industrial mills are equipped with modern<br />

atmosphere protection systems, which are the dust<br />

removal systems. They are equipment that capture<br />

with high efficiency solid particles generated in the<br />

production of steel, which are later reused by other<br />

industry segments.<br />

The use of scrap as the main raw material for steel<br />

production in most mills contributes to reaching high<br />

energy efficiency, which makes it possible to reduce<br />

CO in the atmosphere by 70% in comparison with the<br />

2<br />

world average for this sector.<br />

BY-PRODUCTS<br />

<strong>Gerdau</strong> seeks intelligent and sustainable alternatives<br />

for the use of by-products generated during the<br />

steel production. This is done through several<br />

initiatives such as identifying recycling opportunities<br />

in the production process of steel itself, developing<br />

research partnerships with universities, research<br />

institutions, and industries, as well as making internal<br />

improvements in the processing of by-products to<br />

facilitate recycling.<br />

In 2011, <strong>Gerdau</strong> increased the level of reuse of its byproducts,<br />

contributing to the conservation of natural<br />

resources. The reuse rate of these materials, which<br />

considers the volume of waste reused by different<br />

segments of economy and the steel industry itself,<br />

reached 78.3%.<br />

During the year, one of the highlights was the<br />

beginning of recycling 100% of the dust collected<br />

<strong>Gerdau</strong> recycles 100% of the dust collected by the dust removal system of the mills in São Paulo and Rio de Janeiro


y the dust removal systems of the electric melt<br />

shops of the mills located in São Paulo and Rio de<br />

Janeiro. During the process, all of the zinc contained<br />

in the dust is reused and the rest is transformed into<br />

products for construction. In 2012, feasibility studies<br />

were initiated to extend this project to other industrial<br />

mills located in Brazil. Moreover, <strong>Gerdau</strong>’s mills in the<br />

United States, Canada and Spain also have initiatives<br />

for the reuse of melt shop dust.<br />

The entire process of transportation, storage, and<br />

selling of by-products meets legal requirements and of<br />

the <strong>Gerdau</strong>’s Environmental Management System.<br />

<strong>SUSTAINABLE</strong> PRODUCTS<br />

In Brazil, <strong>Gerdau</strong>’s products for construction are<br />

certified by the Falcão Bauer Environmental Seal.<br />

In addition to ensuring compliance to prerequisites of<br />

sustainability, the seal facilitates achieving, through<br />

contractors, environmental certifications for its projects<br />

developed with <strong>Gerdau</strong> steel.<br />

Sustainable building is also a growing market in<br />

Chile, and <strong>Gerdau</strong> has participated actively in this<br />

process. <strong>Gerdau</strong> steel produced in the country meets<br />

the necessary requirements, including the use of<br />

recyclable material and local manufacturing, so that<br />

builders receive environmental certifications for their<br />

building projects.<br />

BIODIVERSITY<br />

<strong>Gerdau</strong> contributes to preserving biodiversity in the<br />

regions where its units are located. Currently, of the<br />

19,500 acres owned by the Company, 5,800 represent<br />

areas of legal reserves or permanent preservation.<br />

Another 7,600 hectares corresponds to voluntarily<br />

preserved forests.<br />

<strong>Gerdau</strong> also invests in various projects of planting<br />

native flora. In 2011, 103,000 seedlings of different<br />

species were planted in the vicinity of its units<br />

worldwide, contributing to maintaining and expanding<br />

reserves located in their mills.<br />

Water recirculation rate (%)<br />

97.1%<br />

2011<br />

ANNUAL REPORT GERDAU 2011<br />

97.6%<br />

2010<br />

2009<br />

97.3%<br />

WATER<br />

<strong>Gerdau</strong> has a high level of water reuse. In 2011,<br />

97.1% of the water used in the manufacturing process<br />

was treated and reused internally, totaling 2 billion<br />

cubic meters. The small amount of water that is not<br />

reused corresponds mainly to evaporative losses. On<br />

average, <strong>Gerdau</strong> consumes 3.8 cubic meters of water<br />

per ton of steel produced, of which all are virtually<br />

reused.<br />

ENVIRONMENTAL EDUCATION<br />

<strong>Gerdau</strong> continually holds lectures, gives training,<br />

and holds environmental awareness campaigns for<br />

employees. In 2011 these activities involved 27,600<br />

people totaling 67,800 hours of training.<br />

In addition, <strong>Gerdau</strong> launched the 1 st Germinate Prize<br />

of Environmental Education in 2011. The project had<br />

the participation of public and private schools where<br />

<strong>Gerdau</strong> Açominas steel mill is located, totaling 69<br />

entries. Of this total, four of them were selected and<br />

will be developed with resources from <strong>Gerdau</strong> in 2012.<br />

Employees and teachers of the winning schools will<br />

be trained in environmental education and the projects<br />

will be monitored by <strong>Gerdau</strong> employees that are part<br />

of the Germinate Program, which aims to educate<br />

citizens qualified for solving socio-environmental<br />

problems.<br />

47


48 ANNUAL REPORT GERDAU 2011<br />

TIMELINE<br />

João <strong>Gerdau</strong> businesses branch<br />

into two separate areas: Hugo runs<br />

the nail factory and his brother<br />

Walter assumes responsibility for<br />

the <strong>Gerdau</strong> Furniture Factory, both<br />

in Porto Alegre (state of Rio<br />

Grande do Sul, Brazil). In 1930,<br />

Hugo and Walter <strong>Gerdau</strong> take<br />

part in the creation of the State<br />

Center for the Manufacturing<br />

Industry, future Federation of<br />

Industries of the State.<br />

João <strong>Gerdau</strong> and his son Hugo<br />

lay the foundations of <strong>Gerdau</strong><br />

with the Pontas de Paris Nail<br />

Factory in Porto Alegre (state<br />

of Rio Grande do Sul, Brazil).<br />

The Nail Factory<br />

is expanded with<br />

construction of a new mills<br />

in Passo Fundo (state of<br />

Rio Grande do Sul, Brazil),<br />

active until 1964<br />

Hugo <strong>Gerdau</strong> becomes a<br />

founding member of the<br />

Cia. Geral de Indústrias<br />

(state of Rio Grande do<br />

Sul, Brazil), which later<br />

becomes Fogões Geral.<br />

He later assumes control of<br />

the company and in 1947<br />

leaves the business.<br />

Learn about the important facts that<br />

marked <strong>Gerdau</strong>’s history<br />

The Nail Factory – today<br />

Metalúrgica <strong>Gerdau</strong> S.A.<br />

– becomes a public c<br />

ompany and begins<br />

trading on the Porto<br />

Alegre stock exchange.<br />

1907 1933 1947<br />

1901 1914 1946<br />

Curt Johannpeter,<br />

son-in-law of Hugo,<br />

takes the helm of<br />

the company and<br />

oversees a decisive<br />

phase of business<br />

expansion.


Steel production begins with<br />

Riograndense – known as Usina<br />

Farrapos (UFA) – in Porto Alegre<br />

(state of Rio Grande do Sul,<br />

Brazil), with forward-thinking<br />

conception of the minimill, a model<br />

based on the use of scrap and<br />

regional sales, enabling more<br />

competitive operational costs.<br />

The second Riograndense<br />

unit starts up operation in<br />

Sapucaia do Sul (RS). The<br />

mill was also known as Rio<br />

dos Sinos mill.<br />

The <strong>Gerdau</strong><br />

Foundation is<br />

created, with health,<br />

education, housing<br />

and social assistance<br />

programs, reinforcing<br />

the culture of social<br />

responsibility within<br />

the organization.<br />

Germano, Klaus, Jorge,<br />

and Frederico <strong>Gerdau</strong><br />

Johannpeter, the sons of<br />

Curt Johannpeter, take<br />

on leadership positions<br />

in the Company.<br />

The São Judas<br />

Tadeu Wire Factory<br />

is set up in São<br />

Paulo (state<br />

of São Paulo,<br />

Brazil), marking<br />

the company’s<br />

expansion into the<br />

Brazilian southeast.<br />

ANNUAL REPORT GERDAU 2011<br />

<strong>Gerdau</strong> acquires the<br />

Açonorte steel mill<br />

(state of Pernambuco,<br />

Brazil), whose facilities<br />

were being transferred<br />

from Tição (in the city<br />

of Iguarassu) to the<br />

industrial district of<br />

Curado (in the city of<br />

Recife).<br />

1948 1963<br />

1967 1969<br />

1957 1964 1970<br />

Siderúrgica<br />

Riograndense<br />

publicly launches<br />

shares on the Rio<br />

de Janeiro and<br />

São Paulo stock<br />

exchanges.<br />

49


50 ANNUAL REPORT GERDAU 2011<br />

Steel distribution activities start with<br />

the first Comercial <strong>Gerdau</strong> in the<br />

state of São Paulo (Brazil).<br />

<strong>Gerdau</strong> assumes control of the Guaíra<br />

mill, a steel production pioneer in the<br />

state of Paraná (Brazil).<br />

Construction of Cosigua mill<br />

(RJ) begins in the Industrial<br />

District of Santa Cruz, which<br />

was completed in record time of<br />

14 months. The project had the<br />

participation of Thyssen ATH and<br />

was financed by the World Bank<br />

through the International Finance<br />

Corporation (IFC), among others.<br />

Beginning of internationalization<br />

with the acquisition of Laisa<br />

in Uruguay.<br />

Cosigua begins to have its<br />

shares traded on the Stock<br />

Exchanges in São Paulo and<br />

Rio de Janeiro.<br />

Operation begins at<br />

the Cearense mill in<br />

Maracanaú (state of<br />

Ceará, Brazil).<br />

Second <strong>Gerdau</strong><br />

mill in the state of<br />

Paraná (Brazil) begins<br />

operation, in Araucária.<br />

Cosigua shares<br />

are publicly<br />

released,<br />

which earns<br />

the company<br />

over 60 thousand<br />

new shareholders.<br />

<strong>Gerdau</strong> wins its first<br />

privatization auction in<br />

Brazil and acquires the<br />

Barão de Cocais steel<br />

mill (state of Minas<br />

Gerais, Brazil).<br />

1971 1980 1988<br />

1982 1984 1989<br />

<strong>Gerdau</strong> acquires<br />

Usiba (state of<br />

Bahia, Brazil) at a<br />

privatization auction.<br />

<strong>Gerdau</strong> enters North<br />

America with the<br />

acquisition of Courtice<br />

Steel, now <strong>Gerdau</strong><br />

Ameristeel Cambridge, in<br />

Ontario (Canada).


<strong>Gerdau</strong> acquires<br />

Siderúrgica Pains,<br />

currently Divinópolis mill.<br />

The Company acquires AzA in Chile<br />

and Aços Finos Piratini (state of Rio<br />

Grande do Sul, Brazil).<br />

The <strong>Gerdau</strong> GG 50 rebar, a<br />

<strong>Gerdau</strong> flagship product in<br />

Brazil, is released.<br />

<strong>Gerdau</strong> acquires<br />

MRM, in the<br />

province of<br />

Manitoba, Canada.<br />

Acquisition of part<br />

of the capital stock of<br />

Sipar rolling mill in<br />

Argentina. In 2005,<br />

<strong>Gerdau</strong> takes a<br />

controlling stake.<br />

1994 1995 1998 1999<br />

1992 1997<br />

<strong>Gerdau</strong> becomes a partner<br />

of Açominas with a small<br />

ownership stake.<br />

ANNUAL REPORT GERDAU 2011<br />

<strong>Gerdau</strong> acquires control of<br />

Ameristeel, marking its arrival<br />

in the United States.<br />

<strong>Gerdau</strong> S.A., a public<br />

company in Brazil, is listed<br />

on New York Stock<br />

Exchange (NYSE).<br />

51


52 ANNUAL REPORT GERDAU 2011<br />

<strong>Gerdau</strong> celebrates 100 years<br />

in business, with installed steel<br />

production capacity of 8.4<br />

million metric tons per year.<br />

<strong>Gerdau</strong> takes a controlling<br />

stake in <strong>Gerdau</strong> Açominas<br />

(state of Minas Gerais,<br />

Brazil), its largest mill.<br />

<strong>Gerdau</strong> acquires the<br />

Cartersville mill (United States).<br />

2001<br />

2002<br />

The merger of <strong>Gerdau</strong><br />

and Co-Steel, in North<br />

America, creates<br />

<strong>Gerdau</strong> Ameristeel.<br />

Diaco (Colombia) and<br />

North Star Steel (United<br />

States) are acquired.<br />

2004<br />

2005<br />

<strong>Gerdau</strong> goes into Europe,<br />

acquiring 40% of Sidenor.<br />

As a result of this<br />

acquisition, the Company<br />

takes an indirect stake in<br />

Aços Villares (Brazil).<br />

The <strong>Gerdau</strong> Institute,<br />

responsible for coordinating<br />

the organization’s social<br />

responsibility policies and<br />

guidelines, is created.<br />

André B. <strong>Gerdau</strong> Johannpeter takes over as Chief<br />

Executive Officer (CEO) and Claudio <strong>Gerdau</strong><br />

Johannpeter becomes Chief Operating Officer (COO).<br />

<strong>Gerdau</strong> acquires Chaparral Steel, one of the<br />

largest producers of structural shapes in the<br />

United States, thus marking the greatest<br />

acquisition in the history of the Company.<br />

The Company enters Mexico (Siderúrgica<br />

Tultitlán) and Venezuela (Siderúrgica Zuliana).<br />

The Organization also acquires a stake in the<br />

Dominican Republic (Industrias Nacionales - Inca)<br />

and in Aceros Corsa (Mexico); signs agreement for<br />

purchase of Macsteel (United States), and starts<br />

the Kalyani <strong>Gerdau</strong> joint venture (India).<br />

<strong>Gerdau</strong> Açominas (state of Minas Gerais,<br />

Brazil) increases its production capacity by<br />

50% to 4.5 million metric tons per year.<br />

2006<br />

<strong>Gerdau</strong> acquires Siderperu (Peru),<br />

Sheffield Steel (United States),<br />

Callaway Building Products (United<br />

States) and GSB (Spain).<br />

The Company announces its<br />

joint venture Pacific Coast<br />

Steel (United States).<br />

<strong>Gerdau</strong> São Paulo mill state<br />

of São Paulo, Brazil)<br />

commences operations.<br />

2007


<strong>Gerdau</strong> enters Central America, with a<br />

30% stake in Corporación Centroamericana<br />

del Acero, in Guatemala.<br />

The Company acquires a 50.9%<br />

stake in Cleary Holdings (Colombia),<br />

a metallurgical coke producer and<br />

holder of coking coal reserves.<br />

<strong>Gerdau</strong> takes over Macsteel<br />

operations (United States).<br />

The Várzea do Lopes mine (state of<br />

Minas Gerais, Brazil) is initiated.<br />

The Company›s entering into<br />

the flat steel sector in<br />

Brazil is disclosed.<br />

Company announces new<br />

investments in India.<br />

<strong>Gerdau</strong> invests to expand its<br />

own production of iron ore.<br />

ANNUAL REPORT GERDAU 2011<br />

<strong>Gerdau</strong> acquires Tamco (United States), a leading<br />

producer of rebars on the west coast of the United States,<br />

with production capacity of 500,000 metric tons per year.<br />

<strong>Gerdau</strong> gains 100% ownership of <strong>Gerdau</strong><br />

Ameristeel, with the acquisition of approximately<br />

34% of the company’s minority shares. As a result,<br />

the company shares are no longer traded on the<br />

Toronto and New York stock exchanges.<br />

An additional stake of 49.1% is acquired in<br />

Cleary Holdings (Colombia), granting <strong>Gerdau</strong><br />

100% ownership of the company’s capital.<br />

<strong>Gerdau</strong> incorporates Aços Villares, a special steel<br />

producer in Brazil, in which the Company already<br />

had an 87% direct and indirect stake.<br />

2008 2010<br />

2009 2011<br />

<strong>Gerdau</strong> completes 110 years of activity, reaching<br />

an annual production capacity of 25 million<br />

metric tons and revitalizes its logo’s design.<br />

The Mission, Vision, Values, and Code of<br />

Ethics are revised and unified at a global level,<br />

strengthening <strong>Gerdau</strong>’s corporate culture.<br />

<strong>Gerdau</strong> begins studies for commercial exploration of part<br />

of its iron ore resources located in Minas Gerais.<br />

The first phase for implementing the <strong>Gerdau</strong><br />

Template is completed, which aims to deploy a<br />

single system of information technology using SAP<br />

in all countries where the Company operates.<br />

<strong>Gerdau</strong> announces investments to<br />

increase the installed capacity in special<br />

steel mills in Brazil and the United States.<br />

53


54<br />

SUMMARIZED<br />

FINANCIAL<br />

STATEMENTS<br />

<strong>Gerdau</strong> S.A and Metalúrgica <strong>Gerdau</strong> S.A.<br />

As of December 31, 2011 and 2010<br />

GERDAU S.A. AND SUBSIDIARIES<br />

- CONSOLIDATED BALANCE SHEETS<br />

CURRENT ASSETS<br />

ANNUAL REPORT GERDAU 2011<br />

As of December 31, 2011 and 2010<br />

(In thousands of Brazilian reais)<br />

2011 2010<br />

Cash and cash equivalents 1,476,599 1,061,034<br />

Short-term investments held for trading 3,095,359 1,105,902<br />

Short-term investments available for sale 6,290 9,559<br />

Trade accounts receivable - net 3,602,748 3,153,027<br />

Inventories 8,059,427 6,797,785<br />

Tax credits 815,983 586,056<br />

Unrealized gains with financial instruments 140 783<br />

Other current assets 262,603 231,798<br />

NON-CURRENT ASSETS<br />

17,319,149 12,945,944<br />

Long-term investments - 26,797<br />

Tax credits 389,035 401,222<br />

Deferred income taxes 1,547,967 1,579,011<br />

Related parties 111,955 35,037<br />

Unrealized gains with financial instruments - 5,529<br />

Judicial deposits 713,480 493,502<br />

Other non-current assets 201,989 177,143<br />

Prepaid pension cost 533,740 437,072<br />

Advance for capital increase in jointly-controlled entity 65,254 -<br />

Investments in associates and jointly-controlled entities 1,355,291 1,264,520<br />

Other investments 19,366 19,002<br />

Goodwill 9,155,789 8,158,098<br />

Other intangibles 1,273,708 1,176,823<br />

Propriety, plant and equipment, net 17,295,071 16,171,560<br />

32,662,645 29,945,316<br />

TOTAL ASSETS 49,981,794 42,891,260


CURRENT LIABILITIES<br />

ANNUAL REPORT GERDAU 2011 55<br />

2011 2010<br />

Trade accounts payable 3,212,163 1,783,274<br />

Short-term debt 1,715,305 1,577,968<br />

Debentures 41,688 115,069<br />

Taxes payable 591,983 524,967<br />

Payroll and related liabilities 617,432 475,237<br />

Dividends payable 136,391 90,289<br />

Unrealized losses on financial instruments 314 -<br />

Environmental liabilities 31,798 29,191<br />

Other current liabilities 429,927 425,905<br />

NON-CURRENT LIABILITIES<br />

6,777,001 5,021,900<br />

Long-term debt 11,182,290 12,360,056<br />

Debentures 744,245 616,902<br />

Related parties 6 722<br />

Deferred income tax 1,858,725 2,270,849<br />

Unrealized losses on financial instruments 5,013 92,476<br />

Provision for tax, civil, and labor liabilities 907,718 645,375<br />

Environmental liabilities 36,621 42,902<br />

Employee benefits 1,089,784 834,471<br />

Put options on non-controlling interest 533,544 516,706<br />

Other non-current liabilities 327,044 341,286<br />

EQUITY<br />

16,684,990 17,721,745<br />

Capital 19,249,181 15,651,352<br />

Treasury stock -237,199 -161,405<br />

Legal reserve 407,615 307,329<br />

Stock option 36,339 22,700<br />

Other reserves -701,399 -1,884,002<br />

Retained earnings 6,242,932 5,534,468<br />

EQUITY ATTRIBUTABLE TO THE EQUITY HOLDERS OF PARENT 24,997,469 19,470,442<br />

NON-CONTROLLING INTERESTS 1,522,334 677,173<br />

EQUITY 26,519,803 20,147,615<br />

TOTAL LIABILITIES AND EQUITY 49,981,794 42,891,260


56<br />

GERDAU S.A. AND SUBSIDIARIES<br />

CONSOLIDATED STATEMENTS OF INCOME<br />

ANNUAL REPORT GERDAU 2011<br />

As of December 31, 2011 and 2010<br />

(In thousands of Brazilian reais)<br />

2011 2010<br />

NET SALES 35,406,780 31,393,209<br />

Cost of sales -30,298,232 -25,873,476<br />

GROSS PROFIT 5,108,548 5,519,733<br />

Selling expenses -603,747 -551,547<br />

General and administrative expenses -1,797,937 -1,805,914<br />

Reversal of impairment of assets - 336,346<br />

Other operating income 195,015 207,320<br />

Other operating expenses -85,533 -100,840<br />

Equity in earnings of unconsolidated companies 62,662 39,454<br />

INCOME BEFORE FINANCIAL INCOME AND TAXES 2,879,008 3,644,552<br />

Financial income 455,802 295,563<br />

Financial expenses -970,457 -1,097,633<br />

Exchange variations, net 51,757 104,364<br />

Gains and losses on financial instruments, net -65,438 12,392<br />

INCOME BEFORE TAXES 2,350,672 2,959,238<br />

Income and social contribution taxes<br />

Current -519,843 -642,306<br />

Deferred 266,747 140,447<br />

NET INCOME 2,097,576 2,457,379<br />

ATTRIBUTABLE TO:<br />

Owners of the parent 2,005,727 2,142,488<br />

Non-controlling interests 91,849 314,891<br />

2,097,576 2,457,379<br />

Basic earnings per share – preferred and common 1,22 1,50<br />

Diluted earnings per share – preferred and common 1,22 1,50


GERDAU S.A. AND SUBSIDIARIES<br />

CONSOLIDATED STATEMENTS OF CASH FLOWS<br />

Cash flows from operating activities<br />

ANNUAL REPORT GERDAU 2011 57<br />

As of December 31, 2011 and 2010<br />

(In thousands of Brazilian reais)<br />

2011 2010<br />

Net income for the year 2,097,576 2,457,379<br />

Adjustments to reconcile net income for the year to net cash provided by<br />

operating activities:<br />

Depreciation and amortization 1,771,881 1,893,074<br />

Reversal of impairment of assets - -336,346<br />

Equity in earnings of unconsolidated companies -62,662 -39,454<br />

Exchange variation, net -51,757 -104,364<br />

Losses (gains) on financial instruments, net 65,438 -12,392<br />

Post-employment benefits 15,882 82,611<br />

Stock-based compensation 13,974 18,629<br />

Income tax 253,096 501,859<br />

Losses (Gains) on disposal of property, plant and equipment and investments 21,006 -20,532<br />

Gains on available for sale securities -28,073 -<br />

Allowance for doubtful accounts 42,980 16,018<br />

Provision for tax, labor, and civil claims 261,024 199,092<br />

Interest income on investments -265,766 -174,622<br />

Interest expense on loans 828,106 919,594<br />

Interest on loans with related parties -4,388 -<br />

Provision for net realisable value adjustment in inventory 56,999 50,526<br />

Reversal of net realisable value adjustment in inventory -122,877 -50,634<br />

Changes in assets and liabilities<br />

4,892,439 5,400,438<br />

Increase in trade accounts receivable -203,041 -660,891<br />

Increase in inventories -681,604 -1,160,419<br />

Increase in trade accounts payable 1,121,433 110,358<br />

(Increase) Decrease in other receivables -415,192 176,403<br />

Decrease in other payables -127,854 -168,962<br />

Distributions from jointly-controlled entities 61,150 68,647<br />

Purchases of trading securities -6,113,717 -712,204<br />

Proceeds from maturities and sales of trading securities 4,384,832 2,423,597<br />

Cash provided by operating activities 2,918,446 5,476,967<br />

Interest paid on loans and financing -726,360 -796,799<br />

Income and social contribution taxes paid -482,068 -541,048<br />

Net cash provided by operating activities 1,710,018 4,139,120


58<br />

Cash flows from investing activities<br />

ANNUAL REPORT GERDAU 2011<br />

2011 2010<br />

Additions to property, plant and equipment -1,961,379 -1,288,769<br />

Proceeds from sales of property, plant and equipment,<br />

investments and other intangibles<br />

11,473 19,269<br />

Additions of other intangible -141,666 -94,598<br />

Advance for capital increase in jointly-controlled entity -74,785 -<br />

Payments for business acquisitions, net of cash of acquired entities - -283,110<br />

Purchases of available for sale securities -723,285 -1,371,835<br />

Proceeds from sales of available for sale securities 778,484 1,415,981<br />

Net cash used in investing activities -2,111,158 -1,603,062<br />

Cash flows from financing activities<br />

Capital increase 3,874,329 -<br />

Purchase of treasury shares -78,094 -38,705<br />

Dividends and interest on capital paid -550,706 -1,018,488<br />

Payment of loans and financing fees -25,530 -4,562<br />

Payment for interest increase in subsidiaries - -2,908,969<br />

Proceeds from loans and financing 1,378,637 3,885,937<br />

Repayment of loans and financing -3,781,247 -3,453,158<br />

Intercompany loans, net -90,325 39,344<br />

Net cash provided by /(used in) financing activities 727,064 -3,498,601<br />

Exchange variation on cash and cash equivalents 89,641 -68,367<br />

Increase (Decrease) in cash and cash equivalents 415,565 -1,030,910<br />

Cash and cash equivalents at beginning of year 1,061,034 2,091,944<br />

Cash and cash equivalents at end of year 1,476,599 1,061,034


METALÚRGICA GERDAU S.A. AND SUBSIDIARIES<br />

CONSOLIDATED BALANCE SHEETS<br />

CURRENT ASSETS<br />

ANNUAL REPORT GERDAU 2011 59<br />

As of December 31, 2011 and 2010<br />

(In thousands of Brazilian reais)<br />

2011 2010<br />

Cash and cash equivalents 1,477,020 1,062,247<br />

Short-term investments held for trading 3,095,359 1,110,804<br />

Short-term investments available for sale 6,290 9,559<br />

Trade accounts receivable - net 3,602,748 3,153,025<br />

Inventories 8,059,427 6,797,785<br />

Tax credits 829,617 602,509<br />

Unrealized gains with financial instruments 140 783<br />

Other current assets 264,966 235,429<br />

NON-CURRENT ASSETS<br />

17,335,567 12,972,141<br />

Long-term investments - 26,797<br />

Tax credits 389,035 401,222<br />

Deferred income taxes 1,658,416 1,683,813<br />

Related parties 82,088 33,981<br />

Unrealized gains on financial instruments - 5,529<br />

Judicial deposits 713,963 493,751<br />

Other non-current assets 201,954 177,870<br />

Prepaid pension cost 533,740 437,205<br />

Advance for capital increase in jointly-controlled entity 65,254 -<br />

Investments in associates and jointly-controlled entities 1,355,291 1,264,520<br />

Other investments 19,560 19,196<br />

Goodwill 9,247,802 8,251,454<br />

Other intangibles 1,273,708 1,176,823<br />

Propriety, plant and equipment, net 17,295,833 16,172,403<br />

32,836,644 30,144,564<br />

TOTAL ASSETS 50,172,211 43,116,705


60<br />

CURRENT LIABILITIES<br />

ANNUAL REPORT GERDAU 2011<br />

2011 2010<br />

Trade accounts payable 3,212,278 1,783,390<br />

Short-term debt 1,715,305 1,577,968<br />

Debentures 45,475 105,897<br />

Taxes payable 594,532 526,732<br />

Payroll and related liabilities 617,432 476,136<br />

Dividends payable 124,894 84,323<br />

Environmental liabilities 31,798 29,191<br />

Unrealized losses on financial instruments 314 -<br />

Other current liabilities 431,900 428,001<br />

NON-CURRENT LIABILITIES<br />

6,773,928 5,011,638<br />

Long-term debt 11,182,290 12,360,056<br />

Debentures 2,040,970 1,919,705<br />

Deferred income tax 1,907,493 2,320,237<br />

Unrealized losses on financial instruments 5,013 92,476<br />

Provision for tax, civil, and labor liabilities 909,116 646,535<br />

Environmental liabilities 36,621 42,902<br />

Employee benefits 1,089,784 834,471<br />

Put options on non-controlling interest 1,348,963 1,256,740<br />

Other non-current liabilities 327,045 342,016<br />

EQUITY<br />

18,847,295 19,815,138<br />

Capital 6,881,998 6,881,998<br />

Treasury stock -69,861 -69,861<br />

Other reserves 76,141 172,187<br />

Retained earnings 2,504,820 1,683,083<br />

Accumulated comprehensive income -353,044 -837,690<br />

EQUITY ATTRIBUTABLE TO THE EQUITY HOLDERS OF PARENT 9,040,054 7,829,717<br />

NON-CONTROLLING INTERESTS 15,510,934 10,460,212<br />

EQUITY 24,550,988 18,289,929<br />

TOTAL LIABILITY AND EQUITY 50,172,211 43,116,705


METALÚRGICA GERDAU S.A. AND SUBSIDIARIES<br />

CONSOLIDATED STATEMENT OF INCOME<br />

ANNUAL REPORT GERDAU 2011 61<br />

As of December 31, 2011 and 2010<br />

(In thousands of Brazilian reais)<br />

2011 2010<br />

NET SALES 35,406,780 31,393,209<br />

Cost of sales -30,298,231 -25,873,476<br />

GROSS PROFIT 5,108,549 5,519,733<br />

Selling expenses -603,747 -551,547<br />

General and administrative expenses -1,819,196 -1,833,931<br />

Reversal of impairment of assets - 336,346<br />

Other operating income 209,487 196,370<br />

Other operating expenses -89,284 -101,300<br />

Equity in earnings of unconsolidated companies 62,662 39,454<br />

INCOME BEFORE FINANCIAL INCOME AND TAXES 2,868,471 3,605,125<br />

Financial income 457,042 298,279<br />

Financial expenses -1,131,756 -1,253,236<br />

Exchange variations, net 51,754 104,364<br />

Gains and losses on financial instruments, net -65,438 12,392<br />

INCOME BEFORE TAXES 2,180,073 2,766,924<br />

Income tax and social contribution taxes<br />

Current -526,394 -643,673<br />

Deferred 325,970 165,917<br />

NET INCOME 1,979,649 2,289,168<br />

ATTRIBUTED TO:<br />

Owners of the parent 760,522 895,684<br />

Non-controlling interests 1,219,127 1,393,484<br />

1,979,649 2,289,168<br />

Basic earnings per share – common and preferred 1,87 2,20<br />

Diluted earnings per share – common and preferred 1,87 2,20


62<br />

METALÚRGICA GERDAU S.A. AND SUBSIDIARIES<br />

CONSOLIDATED STATEMENTS OF CASH FLOWS<br />

Cash flows from operating activities<br />

ANNUAL REPORT GERDAU 2011<br />

As of December 31, 2011 and 2010<br />

(In thousands of Brazilian reais)<br />

2011 2010<br />

Net income for the year 1,979,649 2,289,168<br />

Adjustments to reconcile net income for the year to net cash provided by<br />

operating activities:<br />

Depreciation and amortization 1,771,964 1,893,159<br />

Reversal of impairment of assets - -336,346<br />

Equity in earnings of unconsolidated companies -62,662 -39,454<br />

Exchange variation, net -51,754 -104,364<br />

Losses (Gains) on financial instruments, net 65,438 -12,392<br />

Post-employment benefits 16,637 92,165<br />

Stock-based compensation 13,974 18,629<br />

Income tax 200,424 477,756<br />

Losses (Gains) on disposal of property, plant and equipment and investments 21,978 -20,383<br />

Gains on available for sale securities -28,073 -<br />

Allowance for doubtful accounts 42,980 16,018<br />

Provision for tax, labor, and civil claims 261,263 199,463<br />

Interest income on investments -266,275 -175,155<br />

Interest expense on loans 989,482 1,073,137<br />

Interest on loans with associated companies -3,712 -<br />

Provision for net realisable value adjustment in inventory 56,999 50,526<br />

Reversal of net realisable value adjustment in inventory -122,877 -50,634<br />

4,885,435 5,371,293<br />

Changes in assets and liabilities<br />

Increase in trade accounts receivable -203,041 -660,891<br />

Increase in inventories -681,604 -1,160,419<br />

Increase in trade accounts payable 1,121,447 110,521<br />

(Increase) Decrease in other receivables -422,642 195,515<br />

Decrease in other payables -126,120 -184,296<br />

Distributions from jointly-controlled entities 61,150 68,647<br />

Purchases of trading securities -6,113,717 -712,204<br />

Proceeds from maturities and sales of trading securities 4,387,297 2,425,062<br />

Cash provided by operating activities 2,908,205 5,453,228<br />

Interest paid on loans and financing -715,237 -793,235<br />

Income and social contribution taxes paid -482,272 -542,708<br />

Net cash provided by operating activities 1,710,696 4,117,285


Cash flows from investing activities<br />

ANNUAL REPORT GERDAU 2011 63<br />

2011 2010<br />

Additions to property, plant and equipment -1,961,379 -1,288,769<br />

Proceeds from sales of property, plant and equipment, investments and other<br />

intangibles<br />

11,473 19,269<br />

Additions to other intangibles -141,666 -94,598<br />

Advance for capital increase in jointly-controlled entity -74,785 -<br />

Payments for business acquisitions, net of cash of acquired entities - -283,110<br />

Purchases of available for sale securities -723,285 -1,371,835<br />

Proceeds from sales of available for sale securities 778,484 1,416,107<br />

Net cash used in investing activities -2,111,158 -1,602,936<br />

Cash flows from financing activities<br />

Effects of capital increase in subsidiaries 2,623,134 -<br />

Proceeds from preferred shares of subsidiaries 1,291,529 -<br />

Purchase of treasury shares -78,094 -40,578<br />

Dividends and interest on capital paid -543,083 -897,397<br />

Payment of loans and financing fees -25,530 -4,562<br />

Proceeds from loans and financing 1,342,587 3,834,706<br />

Repayment of loans and financing -3,824,276 -3,506,831<br />

Intercompany loans, net -60,665 39,748<br />

Payment for interest increase in subsidiaries - -2,908,969<br />

Net cash provided by /(used in) financing activities 725,602 -3,483,883<br />

Exchange variation on cash and cash equivalents 89,633 -68,361<br />

Increase (Decrease) in cash and cash equivalents 414,773 -1,037,895<br />

Cash and cash equivalents at beginning of the year 1,062,247 2,100,142<br />

Cash and cash equivalents at end of the year 1,477,020 1,062,247


64<br />

GLOSSARY<br />

A<br />

ABRASCA (Brazilian Association of Listed<br />

Companies) – a nonprofit civil society organization<br />

founded in 1971 in São Paulo, bringing together<br />

companies legally registered in Brazil as publicly<br />

traded companies.<br />

Adjusted net income – net income after deduction of<br />

legal reserves. It is the basis for calculating dividends<br />

to be paid to shareholders.<br />

ADR – Tacronym for American Depositary Receipt.<br />

Security that represents shares of non-U.S.<br />

companies issued and traded on the capital market of<br />

the United States.<br />

B<br />

Billet – steel product of a square or rectangular<br />

section produced by continuous casting or by<br />

laminating larger sections. It is raw material for rolling<br />

long products.<br />

Blast furnace – oven with large dimensions, coated<br />

with refractory bricks, used in integrated mills to<br />

produce pig iron from iron ore.<br />

Bovespa Level 1 Corporate Governance – set<br />

of conduct standards for companies, directors and<br />

controlling entities, through which they commit<br />

primarily to improving provision of information to the<br />

market and to a broad ownership base.<br />

By-product – secondary product of an industrial<br />

process, which may or may not be desirable.<br />

C<br />

Cash generation – see EBITDA.<br />

ANNUAL REPORT GERDAU 2011<br />

Coke – a carbon rich fuel used as a reducer of iron<br />

ore in blast furnaces. It is derived from mineral coal.<br />

Coke Mill – area of the steel mill where coke is made<br />

from coal.<br />

Common share – securities representing the smallest<br />

portion of capital stock in a corporation, and which<br />

give the holder voting rights.<br />

Compliance – obedience to laws and adherence to<br />

standards that govern a particular industry.<br />

Continuous casting – process that continually<br />

produces billets or slabs from liquid steel poured into<br />

a mold.<br />

Corporate governance – system whereby companies<br />

are managed and monitored, involving relations<br />

between shareholders, Board of Directors, Executive<br />

Board, independent auditors, and Board of Auditors.<br />

The purpose of good corporate governance practices<br />

is to increase the value of the company, facilitate its<br />

access to capital and contribute to its sustainability<br />

(definition of the Brazilian Institute of Corporate<br />

Governance).<br />

Corporate Sustainability Index – a portfolio of<br />

the Bolsa de Valores de Sao Paulo (BOVESPA)<br />

composed of companies known for being committed<br />

to social responsibility and corporate sustainability.<br />

D<br />

Debenture – debt securities issued by a corporation<br />

to raise funds to be invested or to finance working<br />

capital.<br />

Dividend – amount distributed to shareholders in<br />

cash, based on the number of shares held. Results<br />

from profits obtained by a company in the current<br />

fiscal year or in past fiscal years.<br />

Dividend yield – this indicator measures the financial<br />

return of a share in the form of dividends and/or<br />

interest on capital. It is the ratio of dividends and/or


interest on shareholders’ equity per share to the price<br />

of the stock at the end of a specific period.<br />

Dust removal system – set of measures adopted<br />

to control dust at the place where it is generated. It<br />

involves hoods for capture, piping, fans, and filters.<br />

E<br />

EBITDA – earnings before interest, taxes,<br />

depreciation and amortization. Also known as<br />

generation of cash from operations.<br />

EBITDA margin – equal to EBITDA divided by net<br />

revenue, expressed in percentage. The percentage<br />

represents the total of each monetary unit of net<br />

revenue that resulted in EBITDA.<br />

Electric arc furnaces – steelmaking equipment<br />

in which the metallic load (scrap + solid pig iron) is<br />

melted using energy resulting from an electrodegenerated<br />

electric arc.<br />

F<br />

Falcão Bauer Seal – Certification of the Falcão Bauer<br />

Quality Institute launched in November 2007 with the<br />

objective of checking and ensuring the sustainability<br />

of products.<br />

Financial liabilities – covers the quotas representing<br />

underwriting liabilities whose payment is independent<br />

of budget authorization.<br />

Fixed assets – a component of the balance sheet<br />

composed of the sum of tangible assets used in the<br />

company’s operating activities and that should not<br />

be converted into cash or consumed in the course of<br />

the company’s operations (e.g. buildings, machinery,<br />

equipment, land, etc.).<br />

Flat steel – classification of steel products that<br />

includes plates and strips. Flat steels are used on<br />

external parts of automobiles, household appliances,<br />

etc.<br />

G<br />

ANNUAL REPORT GERDAU 2011 65<br />

<strong>Gerdau</strong> Business System (GBS) – one of the<br />

Company’s main competitive advantages is the <strong>Gerdau</strong><br />

Business System (GBS), which consolidates and<br />

transfers best management and operational practices,<br />

through standardized procedures, to all its units in<br />

different countries, along with encouraging continuous<br />

improvement based on different practices developed<br />

internally or from references external to the Company.<br />

Gross debt – bank loans plus debentures issued by<br />

the company.<br />

H<br />

Heavy Plate – steel flat rolled product, normally<br />

rectangular with nominal thickness bigger than 5<br />

mm. It can be produced directly in the form of plates<br />

or from hot cutting of coils of heavy plates(nominal<br />

thickness bigger than 5 mm).<br />

Hot rolled coils – flat-rolled steel products produced<br />

in the shape of coils, which can be classified as coils<br />

of hot-rolled thin plates (with a nominal thickness of<br />

up to 5 mm) and of hot-rolled heavy plates (with a<br />

nominal thickness greater than 5 mm ) according to<br />

ABNT.<br />

I<br />

Investment grade – risk rating from specialized<br />

agencies, conferred upon companies or countries<br />

evaluated as capable of honoring their commitments.<br />

Iron ore – raw material for the production of pig iron<br />

and sponge iron, the form in which iron is found in<br />

nature.<br />

ISO 14001 – standard developed by the International<br />

Organization for Standardization (ISO) that specifies<br />

the requirements related to an organization’s<br />

environmental management system.


66<br />

J<br />

Joint venture – the joint investment of two companies<br />

in a third company.<br />

L<br />

Liquidity – greater or lesser ease in trading a<br />

security, converting it to cash.<br />

Long steel – classification of steel products in which<br />

one dimension (the length) prevails over the others.<br />

Includes bars, shapes, wire rod, rebar, structural<br />

shapes and wire. This is <strong>Gerdau</strong>’s primary product line.<br />

Lost time accident – an accident that prevents the<br />

employee from returning to work, to his normal duties,<br />

on the day immediately following the accident, in the<br />

normal working hours, or that results in death, partial<br />

permanent disability, total or total temporary disability.<br />

M<br />

MBA – Master of Business administration. Postgraduate<br />

course geared to education of executives.<br />

Melt shop – area of a mill where raw materials such as<br />

scrap and pig iron are processed and made into steel.<br />

Minimill – mill built to meet the demand of a given<br />

region and using local resources and raw materials.<br />

Minority shareholder – individual or group holding<br />

a number of shares that is not sufficient to control<br />

the company.<br />

N<br />

Net debt – gross debt minus cash on hand and<br />

financial investments.<br />

Net income – final result achieved in a certain period,<br />

after all income and expenses are recorded.<br />

ANNUAL REPORT GERDAU 2011<br />

Net margin – equal to net income divided by net<br />

revenue. Expressed as a percentage. The percentage<br />

represents the total of each monetary unit of net<br />

revenue that resulted in net income. It is expressed as a<br />

percentage. The percentage represents the total of each<br />

monetary unit of net revenue that resulted in net income.<br />

P<br />

Preferred share – securities representing the<br />

smallest portion of capital stock in a corporation,<br />

providing privileges in terms of dividend distribution<br />

and/or reimbursement of capital in the case of<br />

dissolution. In general, preferred stock holders do<br />

not enjoy voting rights.<br />

R<br />

Rating – mechanism for classifying the creditworthiness<br />

of a company, a country, a security, or a structured<br />

transaction, which provides potential lenders with an<br />

independent opinion regarding the credit risk of the object<br />

analyzed.<br />

Rebar – long ribbed steel bar, used as structural<br />

reinforcement in civil construction of roads, bridges,<br />

buildings, etc.<br />

Rolling – mechanical shaping process carried out<br />

cold or hot to modify shape and dimensions in the<br />

cross-section of the initial material, usually from the<br />

melt shop.<br />

S<br />

Sarbanes-Oxley – law approved by the U.S. congress<br />

to protect investors against the possibility of accounting<br />

fraud at corporations. The rules and applications<br />

amend and supplement the laws in effect for public<br />

companies that trade shares on U.S. stock exchanges.<br />

Sintering – process that consists of agglomerating iron<br />

ore in a mix with approximately 5% of a finely divided<br />

carbon. This mix is heated, causing alloying of ore


particles and results in a uniform and porous product,<br />

called sinter, which is used as load in a blast furnace.<br />

Slab – steel product of the sector of flat steels, basis<br />

for the production of plates and strips.<br />

Special steel (long) – its production process<br />

ensures the specific physical and metallurgical<br />

characteristics required by special applications,<br />

such as automotive, petrochemical, tools, and<br />

machinery and equipment industries.<br />

Steel – iron and carbon alloy (up to 1.5%) that can<br />

also contain other chemical elements, aimed at the<br />

improvement of its properties.<br />

Structural shape – group of steel products including<br />

I and H profiles, wide-flange beams and sheet pile.<br />

Used in construction of buildings, industrial facilities,<br />

bridge reinforcements, etc.<br />

T<br />

Tag along – right that guarantees minority<br />

shareholders the same conditions offered to<br />

controlling shareholders, in the case of sale of<br />

company control.<br />

Trainee – recent college graduate who undergoes an<br />

accelerated program to assume future positions in the<br />

company.<br />

Truss – triangular frame produced in ca-60 grooved<br />

steel, used in pre-fabricated slabs for buildings,<br />

bridges and viaducts, spacers for slabs and floors and<br />

other applications.<br />

V<br />

Value added breakdown – this figure derives from<br />

the revenue generated by products and services, net<br />

of discounts granted, subtracting the costs related to<br />

raw materials, consumer goods, outsourced services,<br />

depreciation, amortization, equity income, and<br />

financial income, among others.<br />

W<br />

ANNUAL REPORT GERDAU 2011 67<br />

Wire rod – steel product of a small circular crosssection<br />

obtained in the rolling process. Wire rod is<br />

normally drawn and used in the production of wire,<br />

screws, and nails.


68<br />

Corporate information<br />

<strong>Gerdau</strong><br />

Av. Farrapos, 1811<br />

Porto Alegre – RS – Brazil<br />

CEP 90.220-005<br />

Tel.: 55 (51) 3323-2000<br />

www.gerdau.com<br />

Shareholders Relations<br />

Av. Farrapos, 1811<br />

Porto Alegre – RS – Brazil<br />

CEP 90.220-005<br />

acionistas@gerdau.com.br<br />

Tel.: 0800 702-2001<br />

Tel.: 55 (51) 3323-2211<br />

Fax: 55 (51) 3323-2281<br />

Depositary Bank in Brazil<br />

Itaú Corretora de Valores S.A.<br />

investfone@itau.com.br<br />

Tel.: (11) 5029.7780<br />

Depositary Bank Overseas<br />

The Bank of New York Mellon<br />

shrrelations@bnymellon.com<br />

Tel.: +1 888 BNY ADRS (From the United States)<br />

Tel.: +1 201 680-6825 (Outside the United States)<br />

Investor and Analyst Service<br />

Av. Farrapos, 1811<br />

Porto Alegre - RS - Brazil<br />

CEP 90.220-005<br />

inform@gerdau.com.br<br />

Tel.: 55 (51) 3323-2703<br />

Fax: 55 (51) 3323-2281<br />

Independent Auditor<br />

Deloitte Touche Tohmatsu<br />

Credits<br />

Coordination<br />

<strong>Gerdau</strong> Corporate Communications and<br />

Public Affairs<br />

ANNUAL REPORT GERDAU 2011<br />

Editing and production supervision<br />

<strong>Gerdau</strong> Corporate Communications and Public Affairs<br />

and Odin Art & Communication<br />

Concept<br />

<strong>Gerdau</strong> Corporate Communications<br />

and Public Affairs<br />

Graphic Design<br />

Néktar Design<br />

Printing<br />

Gráfica Impresul<br />

Paper and ink<br />

Duo Design 300g (cover) and Couché Matte 150g<br />

(content), produced by Cia. Suzano through the<br />

cultivation of planted forests certified by Forest<br />

Stewardship Council (FSC). Printed with soy-based<br />

inks.<br />

Circulation<br />

600 copies in Brazilian Portuguese, 300 in English,<br />

and 300 in Spanish.<br />

Photo credits and illustrations<br />

<strong>Gerdau</strong> image bank (p. 6, 12, 34), Bruno Magalhães/<br />

Agência Nitro (p. 10), Chico Batata (p. 20),<br />

Claudia Hurtado (p. 23), Cia Group Eventos (p.<br />

36), Emmanuelle Bernard (p. 10), Foguinho/<br />

Save The Image (p. 38, 45), Gentil Barreira (p.<br />

44), Ivson Miranda (p. 3, 5, 10, 12, 19, 21, 27, 44,<br />

46), Istockphoto/Christopher Penler (p. 24), Leo<br />

Drummond (p. 18), Mathias Cramer (p. 6), MP Fotos/<br />

Eduardo Simões (p. 24), Nicolas Bright (p. 42), Produ-<br />

Video Eventos (p. 26).<br />

We would like to thank all of those who contributed by<br />

supplying information and images for this publication.<br />

<strong>Gerdau</strong> believes in the importance of seeking<br />

continuous improvement in all its processes, products,<br />

and services. As such, we would like to hear your<br />

opinion about the 2011 annual report. Evaluate its<br />

scope, relevance, quality of information, and graphic<br />

presentation. Your opinion is very important to us.<br />

Access our website<br />

www.gerdau.com.br/relatoriogerdau/2011 and<br />

answer the opinion survey or send an email to<br />

gerdau@gerdau.com with suggestions on aspects<br />

which can be improved. We thank you in advance<br />

for your participation.


www.gerdau.com<br />

ARGENTINA<br />

www.sipargerdau.com<br />

BRAZIL<br />

www.gerdau.com.br<br />

CANADA<br />

www.gerdau.com/longsteel<br />

CHILE<br />

www.gerdauaza.cl<br />

COLOMBIA<br />

www.diaco.com.co<br />

DOMINICAN REPUBLIC<br />

www.industriasnacionales.com<br />

GUATEMALA<br />

www.acerosdeguatemala.com<br />

INDIA<br />

www.kalyanigroup.com<br />

MEXICO<br />

www.gerdau.com.mx<br />

PERU<br />

www.sider.com.pe<br />

SPAIN<br />

www.gerdau.es<br />

UNITED STATES<br />

www.gerdau.com/longsteel<br />

www.gerdau.com/specialsteel<br />

URUGUAY<br />

www.gerdaulaisa.com.uy<br />

VENEZUELA<br />

www.sizuca.com.ve

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