On June 29, 2009, Cielo (the then VisaNet) made its initial public share offering (IPO) in a secondary placement in which the selling shareholders were the institutions: Columbus Holdings S.A. (Bradesco), BB Banco de Investimento S.A. (Banco do Brasil), Banco Santander S.A., Santander Investimentos em Participações S.A., Visa International Service Association, bankrupt estate of Banco Santos S.A., HSBC Bank Brasil S.A. – Banco Múltiplo, Panamericano Administradora de Cartões de Crédito Ltda., Banco Fininvest S.A., Bemge Administradora de Cartões de Crédito Ltda., Banestado Administradora de Cartões de Crédito Ltda., Banco Itaubank S.A., Unicard Banco Múltiplo S.A., Cartão BRB S.A., Financeira Alfa S.A. Crédito, Financiamento e Investimento and Banco Rural S.A.

Cielo's shares started trading at R$15.00, on the BM&Fbovespa's Novo Mercado, initially under ticker VNET3 and, as from December 18, 2009, under ticker CIEL3. The Company's shares are included in the notional portfolio for the Special Corporate Governance Stock Index (IGC), the Special Tag Along Stock Index (ITAG), the Financial Index (IFNC), the Bovespa Index (Ibovespa), the Brazil Index 50 (IBrx-50) and the Brazil Index (IBrx) (portfolio valid for the four months between May/10–August/10). Of the total 1,364.8 million shares making up its capital stock, 578.4 million are in free float, representing approximately 42%.


In the five months since the first day of trading to December 30, 2009, shares in Cielo were traded in 100% of the floor trading sessions, and the traded volume in the period between July to December 2009 reached 1.1 billion CIEL3 shares, in 841,800 trades, with an average daily trading volume of R$ 147.7 million (1.7% of free float capitalization). Taking a base as the IPO issue price of R$15.00, shares appreciated 2.3% in the little more than five months of trading in 2009 (+3.8% including dividend payments), compared with the Bovespa Index gain of 31.5%.

On December 30, 2009, the Company's market value was R$20.9 billion, with a market value of outstanding shares of R$8.8 billion. Other indicators are shown in the following table.


Index: base 100 = 06/29/09
(share prices adjusted for dividend payments)








With the aim of fulfilling the demand for the options exercised as granted in the Stock Option Plan offered to its managers and executives, a Share Buyback Program was approved at a Board meeting on November 23, 2009, of shares issued by the Company. The Program, lasting 180 days, allowed for the acquisition of a maximum of six million ordinary shares. The brokers authorized to act as intermediaries in the share buyback were Bradesco S.A. CTVM and Votorantim CTVM Ltda.

The Program closed on May 21, 2010 and a total of 4,720,300 ordinary shares were purchased at an average price of R$15.55/share.






Cielo adopts "Policies for Information Disclosure and Trading of Securities" and follows a "Code of Ethics" that establishes norms of conduct in relationships with all interested parties, which includes shareholders and investors.

To form closer relationships with the same, we created an area of Investor Relations (IR), with the objective of total transparency and preserving the fairness in disclosure of information to the capital markets. The IR area has a site on the Internet at: www.cielo.com.br/ri, with constantly updated information, and its team can be accessed by means of the electronic email address: ri@cielo.com.br to answer questions and provide information to analysts, investors and all interested parties.

Cielo's Investor Relations area holds meetings with market analysts and investors, as well as taking part in national and international teleconferences releasing results. The IR department periodically holds public meetings with the Association of Capital Markets Analysts and Investment Professionals in São Paulo (APIMEC-SP), the last of which was held in November 2009. Cielo is currently covered by 19 local and international brokers.


Capital Markets


Price on 30/12/2009 (R$) 15.34
Net income in 2009 (R$ million)
1,534
Total number of share capital on 30/12/2009 (million)
1,365
Earnings per share in 2009 (R$) 1.12
Historic Price/Earnings (P/E) on 30/12/2009 13.7
Market Value on 30/12/2009 (R$ million) 20,939
(+) Value of net debt on 30/12/2009
(305)
Net Value of the company on 30/12/2009
20,634
Adjusted EBITDA earned during 2009 (R$ million) 2,451
Historic enterprise value/EBITDA (EV/EBITDA) on 30/12/2009 8.4
   



The Company's Bylaws stipulate a minimum dividend distribution of 50% of adjusted net income. However, the Company has historically adopted a policy to distribute dividends and interest on equity equivalent to 80%-90% of net income (unadjusted), whenever there is the cash available and the financial balance is preserved.

From 2010, the dividends and/or interest on equity will be paid every six months in March and September, based on the results reported in the second half of the previous year and the first half of the current year, respectively.



At a meeting of the Board of Directors held on December 22, 2009, the launching of a Level I American Depositary Receipts (ADR) program was approved for trading on the U.S. Over the Counter (OTC) market, as was the hiring of Deutsche Bank Trust Company Americas as our depository bank. Each ADR is equivalent to one ordinary share and is traded under ticker CIOXY.

The program did not represent an increase in share capital or the issuance of any new shares and was designed to provide the potential advantages of increased share liquidity, the increased external visibility of the Company, with the possibilities associated with an appreciation in share prices.

At the beginning of 2010, Cielo received approval to trade its ADRs from Brazil's Securities and Exchange Commission (CVM) and the U.S. Securities and Exchange Commission (SEC) and more than 3.1 million ADRs were issued in the first quarter of 2010 for trading on the OTC market in the U.S.



Dividends and Interest on Equity (IOE)


Period Type Date of payment. Value per share (R$) Total value (R$ '000)
2006 Dividends  04/28/2006 19.5811 263,921
   Dividends  08/30/2006 24.3736 328,851
2007 Dividends  04/18/2007 23.975 323,473
   Dividends  08/31/2007 0.5576 376,181
2008 Dividends  05/05/2008 0.7400 508,670
   Dividends  05/05/2008 0.4800 331,909
Dividends  08/29/2008 0.7600 528,061
2009 Dividends  02/27/2009 0.3978 542,984
   Dividends  06/22/2009 0.2441 333,199
   Dividends  08/31/2009 0.2406 328,332
2010 Dividends  03/31/2010 0.5213 709,142
  IOE  03/31/2010 0.0072 9,741