Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____(Free Translation from the original issued in Portuguese) | ||
FEDERAL GOVERNMENT | ||
BRAZILIAN SECURITIES COMMISSION (CVM) | ||
QUARTERLY INFORMATION ITR | Brazilian Corporation Law | |
COMMERCIAL, INDUSTRIAL AND OTHER | Date: June 30, 2007 |
REGISTRATION WITH CVM SHOULD NOT BE CONSTRUED AS AN EVALUATION OF THE COMPANY. COMPANY MANAGEMENT IS RESPONSIBLE FOR THE INFORMATION PROVIDED. |
01.01 - IDENTIFICATION
1 - CVM CODE 01866-0 |
2 - COMPANY NAME CPFL ENERGIA S.A |
3 - CNPJ (Federal Tax ID) 02.429.144/0001-93 |
4 - NIRE (State Registration Number) 353.001.861.33 |
01.02 - HEAD OFFICE
1 - ADDRESS Rua Gomes de Carvalho, 1510 14º andar Conjunto 2 |
2 - DISTRICT Vila Olímpia |
||||
3 - ZIP CODE 04547-005 |
4 - CITY São Paulo |
5 - STATE SP |
|||
6 - AREA CODE 019 |
7 - TELEPHONE 3756-8018 |
8 - TELEPHONE - |
9 - TELEPHONE - |
10 - TELEX |
|
11 - AREA CODE 019 |
12 - FAX 3756-8392 |
13 - FAX - |
14 - FAX - |
||
15 - E-MAIL ri@cpfl.com.br |
01.03 - INVESTOR RELATIONS OFFICER (Company Mailing Address)
1- NAME José Antonio de Almeida Filippo |
||||
2 ADDRESS Rodovia Campinas Mogi-Mirim, 1755, Km 2,5 |
3 - DISTRICT Jardim Santana |
|||
4 - ZIP CODE 13088-900 |
5 - CITY Campinas |
6 - STATE SP |
||
7 - AREA CODE 019 |
8 - TELEPHONE 3756-8704 |
9 - TELEPHONE - |
10 - TELEPHONE - |
11 - TELEX |
12 - AREA CODE 019 |
13 - FAX 3756-8777 |
14 - FAX - |
15 - FAX - |
|
16 - E-MAIL jfilippo@cpfl.com.br |
01.04 ITR REFERENCE AND AUDITOR INFORMATION
CURRENT YEAR | CURRENT QUARTER | PREVIOUS QUARTER | |||||
1 - BEGINNING | 2. END | 3 - QUARTER | 4 - BEGINNING | 5 - END | 6 - QUARTER | 7 - BEGINNING | 8 - END |
01.01.2007 | 12.31.2007 | 2 | 04.01.2007 | 06.30.2007 | 1 | 01.01.2007 | 3.31.2007 |
09 - INDEPENDENT ACCOUNTANT KPMG Auditores Independentes |
10 - CVM CODE 00418-9 |
||||||
11. PARTNER IN CHARGE Jarib Brisola Duarte Fogaça |
12 - CPF (INDIVIDUAL TAX ID) 012.163.378-02 |
1
01.05 - CAPITAL STOCK
Number of Shares (in units) |
1 Current Quarter 06.30.2007 |
2 Previous Quarter 3.31.2007 |
3 Same Quarter of Last Year 06.30.2006 |
Paid-in Capital | |||
1 - Common | 479,756,730 | 479,756,730 | 479,756,730 |
2 - Preferred | 0 | 0 | 0 |
3 - Total | 479,756,730 | 479,756,730 | 479,756,730 |
Treasury Stock | |||
4 - Common | 0 | 0 | 0 |
5 - Preferred | 0 | 0 | 0 |
6 - Total | 0 | 0 | 0 |
01.06 - COMPANY PROFILE
1 - TYPE OF COMPANY Commercial, Industrial and Other |
2 - STATUS Operational |
3 - NATURE OF OWNERSHIP Private National |
4 - ACTIVITY CODE 3120 Administration and Participation Company - Electric Energy |
5 - MAIN ACTIVITY Holding |
6 - CONSOLIDATION TYPE Full |
7 TYPE OF REPORT OF INDEPENDENT AUDITORS Unqualified |
01.07 - COMPANIES NOT INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS
1 - ITEM | 2 - CNPJ (Federal Tax ID) | 3 - COMPANY NAME |
01.08 - CASH DIVIDENDS
1 ITEM | 2 EVENT | 3 APPROVAL | 4 TYPE |
5 - DATE OF PAYMENT |
6 - TYPE OF SHARE | 7 - AMOUNT PER SHARE |
01 | RCA | 02.12.2007 | Dividend | 04.27.2007 | ON | 1.5047421610 |
02 | RCA | 08.01.2007 | Dividend | ON | 1.7558375580 |
2
01.09 - SUBSCRIBED CAPITAL AND CHANGES IN THE CURRENT YEAR
1 - ITEM | 2 - DATE OF CHANGE | 3 - CAPITAL STOCK (IN THOUSANDS OF REAIS) |
4 - AMOUNT OF CHANGE (IN THOUSANDS OF REAIS) |
5 - NATURE OF CHANGE | 7 - NUMBER OF SHARES ISSUED (IN UNITS) |
8 -SHARE PRICE WHEN ISSUED (IN REAIS) |
01.10 - INVESTOR RELATIONS OFFICER
1- DATE 08.07.2007 |
2 SIGNATURE |
3
02.01 - BALANCE SHEET - ASSETS (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 06/30/2007 | 4 03/31/2007 |
1 | Total assets | 6,418,715 | 6,093,076 |
1.01 | Current assets | 1,020,999 | 770,375 |
1.01.01 | Cash and Banks | 11,971 | 5,821 |
1.01.02 | Credits | 1,006,472 | 761,998 |
1.01.02.01 | Accounts Receivable | 0 | 0 |
1.01.02.02 | Other receivables | 1,006,472 | 761,998 |
1.01.02.02.01 | Dividends and interest on shaherolders equity | 925,271 | 694,070 |
1.01.02.02.02 | Financial investments | 30,998 | 29,143 |
1.01.02.02.03 | Recoverable Taxes | 40,192 | 28,932 |
1.01.02.02.04 | Deffered taxes | 9,835 | 9,853 |
1.01.02.02.05 | Prepaid expenses | 176 | 0 |
1.01.03 | Material and Supplies | 0 | 0 |
1.01.04 | Other | 2,556 | 2,556 |
1.02 | Noncurrent assets | 5,397,716 | 5,322,701 |
1.02.01 | Long-term assets | 782,695 | 176,047 |
1.02.01.01 | Other receivables | 170,291 | 175,740 |
1.02.01.01.01 | Financial investments | 98,851 | 102,043 |
1.02.01.01.02 | Recoverable Taxes | 2,787 | 2,787 |
1.02.01.01.03 | Deferred Taxes | 68,653 | 70,910 |
1.02.01.02 | Related parties | 612,397 | 300 |
1.02.01.02.01 | Associated companies | 0 | 0 |
1.02.01.02.02 | Subsidiaries | 612.397 | 300 |
1.02.01.02.03 | Other related parties | 0 | 0 |
1.02.01.03 | Other | 7 | 7 |
1.02.01.03.01 | Escrow deposits | 7 | 7 |
1.02.01.03.02 | Other credits | 0 | 0 |
1.02.02 | Permanent Assets | 4,615,021 | 5,146,654 |
1.02.02.01 | Investments | 4,613,939 | 5,146,124 |
1.02.02.01.01 | Associated companies | 0 | 0 |
1.02.02.01.02 | Associated companies - Goodwill | 0 | 0 |
1.02.02.01.03 | Permanent equity interests | 3,214,567 | 3,722,908 |
1.02.02.01.04 | Permanent equity interests - Goodwill | 1,399,372 | 1,423,216 |
1.02.02.01.05 | Other investments | 0 | 0 |
1.02.02.02 | Property, plant and equipment | 452 | 472 |
1.02.02.03 | Intangible | 0 | 0 |
1.02.02.04 | Deferred charges | 630 | 58 |
4
02.02 - BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 06/30/2007 | 4 - 03/31/2007 |
2 | Total liabilities | 6,418,715 | 6,093,076 |
2.01 | Current liabilities | 1,302,198 | 730,018 |
2.01.01 | Loans and financing | 440,554 | 0 |
2.01.01.01 | Interest on debts | 1,804 | 0 |
2.01.01.02 | Loans and financing | 438,750 | 0 |
2.01.02 | Debentures | 0 | 0 |
2.01.03 | Suppliers | 1,539 | 2,080 |
2.01.04 | Taxes and Social Contributions Payable | 8,701 | 242 |
2.01.05 | Dividends and Interest on Equity | 850,333 | 726,750 |
2.01.06 | Reserves | 0 | 0 |
2.01.07 | Related parties | 0 | 0 |
2.01.08 | Other | 1,071 | 946 |
2.01.08.01 | Accrued liabilities | 128 | 10 |
2.01.08.02 | Other | 943 | 936 |
2.02 | Non-current liabilities | 250,240 | 23,853 |
2.02.01 | Long-term liabilities | 250,240 | 23,853 |
2.02.01.01 | Loans and financing | 176,714 | 0 |
2.02.01.01.01 | Interest on debts | 7,366 | 0 |
2.02.01.01.02 | Loans and financing | 169,348 | 0 |
2.02.01.02 | Debentures | 0 | 0 |
2.02.01.03 | Reserves | 31,025 | 23,853 |
2.02.01.03.01 | Reserve for Contingencies | 31,025 | 23,853 |
2.02.01.04 | Related parties | 0 | 0 |
2.02.01.05 | Advances | 0 | 0 |
2.02.01.06 | Other | 42,501 | 0 |
2.02.01.06.01 | Derivative contracts | 42,501 | 0 |
2.02.02 | Deferred income | 0 | 0 |
2.04 | Shareholders equity | 4,866,277 | 5,339,205 |
2.04.01 | Capital | 4,734,790 | 4,734,790 |
2.04.01.01 | Capital | 4,734,790 | 4,734,790 |
2.04.02 | Capital reserves | 16 | 16 |
2.04.03 | Revaluation reserves | 0 | 0 |
2.04.03.01 | Own assets | 0 | 0 |
2.04.03.02 | Subsidiary/associated companies | 0 | 0 |
2.04.04 | Profit reserves | 131,471 | 131,471 |
2.04.04.01 | Legal reserves | 131,471 | 131,471 |
2.04.04.02 | Statutory reserves | 0 | 0 |
2.04.04.03 | For contingencies | 0 | 0 |
2.04.04.04 | Unrealized profits | 0 | 0 |
2.04.04.05 | Profit retention | 0 | 0 |
2.04.04.06 | Special Reserve for undistributed dividends | 0 | 0 |
2.04.04.07 | Other Revenue Reserve | 0 | 0 |
2.04.05 | Retained Earnings | 0 | 472,928 |
5
03.01 - INCOME STATEMENT (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 04/01/2007 to 06/30/2007 |
4 - 01/01/2007 to 06/30/2007 |
5 04/01/2006 to 06/30/2006 |
6 - 01/01/2006 to 06/30/2006 |
3.01 | Operating revenues | 0 | 0 | 0 | 0 |
3.02 | Deductions from operating revenues | 0 | 0 | 0 | 0 |
3.03 | Net operating revenues | 0 | 0 | 0 | 0 |
3.04 | Cost of sales and/or services | 0 | 0 | 0 | 0 |
3.05 | Gross operating income | 0 | 0 | 0 | 0 |
3.06 | Operating expenses/income | 450,179 | 921,998 | 421,683 | 731,973 |
3.06.01 | Sales and Marketing | 0 | 0 | 0 | 0 |
3.06.02 | General and administrative | (4,075) | (10,007) | (3,801) | (6,861) |
3.06.03 | Financial | 14,355 | (3,838) | 90,795 | 85,305 |
3.06.03.01 | Financial income | 71,845 | 79,938 | 139,574 | 160,191 |
3.06.03.01.01 | Interest on shareholders´equity | 70,464 | 70,464 | 81,500 | 81,500 |
3.06.03.01.02 | Other financial income | 1,381 | 9,474 | 58,074 | 78,691 |
3.06.03.02 | Financial expenses | (57,490) | (83,776) | (48,779) | (74,886) |
3.06.03.02.01 | Goodwill amortization | (25,195) | (50,388) | (21,283) | (42,564) |
3.06.03.02.02 | Other financial expenses | (32,295) | (33,388) | (27,496) | (32,322) |
3.06.04 | Other operating income | 0 | 0 | 0 | 0 |
3.06.05 | Other operating expenses | 0 | 0 | 0 | 0 |
6
03.01 - INCOME STATEMENT (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 04/01/2007 to 06/30/2007 |
4 - 01/01/2007 to 06/30/2007 |
5 04/01/2006 to 06/30/2006 |
6 - 01/01/2006 to 06/30/2006 |
3.06.06 | Equity in subsidiaries | 439,899 | 935,843 | 334,689 | 653,529 |
3.06.06.01 | Companhia Paulista de Força e Luz | 193,431 | 406,848 | 178,494 | 320,300 |
3.06.06.04 | Companhia Piratininga de Força e Luz | 75,475 | 164,487 | 72,129 | 135,850 |
3.06.06.02 | CPFL Geração de Energia S.A. | 69,868 | 158,568 | 38,338 | 83,301 |
3.06.06.03 | CPFL Comercialização Brasil S.A. | 54,255 | 128,649 | 40,823 | 109,173 |
3.06.06.05 | Nova 4 Participações Ltda | 4,253 | (472) | 0 | 0 |
3.06.06.06 | CPFL Serra Ltda | 43,582 | 77,287 | 4,146 | 4,146 |
3.06.06.07 | CPFL Comercialização Cone Sul S.A. | 583 | 2,024 | 759 | 759 |
3.06.06.08 | Perácio Participações S.A. | (1.548) | (1.548) | 0 | 0 |
3.07 | Income (loss) from operations | 450,179 | 921,998 | 421,683 | 731,973 |
3.08 | Nonoperating income/expense | 1,337 | 3,200 | 0 | 0 |
3.08.01 | Income | 1,337 | 3,200 | 0 | 0 |
3.08.02 | Expenses | 0 | 0 | 0 | 0 |
3.09 | Income before taxes on income and minority interest | 451,516 | 925,198 | 421,683 | 731,973 |
3.10 | Income tax and social contribution | (9,330) | (9,898) | (27,195) | (29,855) |
3.10.01 | Social contribution | (1,651) | (1,651) | (6,141) | (6,611) |
3.10.02 | Income Tax | (7,679) | (8,247) | (21,054) | (23,244) |
3.11 | Deferred tax | (2,275) | (2,461) | (7,495) | (8,637) |
3.11.01 | Deferred Social Contribution | (725) | (751) | (2,633) | (2,834) |
3.11.02 | Deferred income tax | (1,550) | (1,710) | (4,862) | (5,803) |
3.12 | Statutory profit sharing/contributions | 0 | 0 | 0 | 0 |
3.12.01 | Profit sharing | 0 | 0 | 0 | 0 |
3.12.02 | Contributions | 0 | 0 | 0 | 0 |
3.13 | Reversal of interest on shareholders equity | (70,464) | (70,464) | (81,500) | (81,500) |
7
3.15 | Net income for the period | 369,447 | 842,375 | 305,493 | 611,981 |
SHARES OUTSTANDING EX-TREASURY STOCK (in units) | 479,756,730 | 479,756,730 | 479,756,730 | 479,756,730 | |
INCOME PER SHARE | 0.77007 | 1.75584 | 0.63677 | 1.27561 | |
LOSS PER SHARE |
8
04.01 NOTES TO THE INTERIM FINANCIAL STATEMENTS
(Amounts stated in thousands of Brazilian reais, except where otherwise indicated)
( 1 ) OPERATIONS | ||
CPFL Energia S.A. (CPFL Energia or Company) is a publicly quoted corporation incorporated for the principal purpose of acting as a holding company, participating in the capital of other companies primarily dedicated to electric energy distribution, generation and sales activities.The Company has direct and indirect interests in the following operational subsidiaries, allocated by line of business:
June 30, 2007 | March 31, 2007 | |||||||||
Subsidiary | Consolidation | Equity Interest - % | Equity Interest - % | |||||||
Method | Direct | Indirect (*) |
Direct | Indirect (*) |
||||||
Energy Distribution | ||||||||||
Companhia Paulista de Força e Luz | Full | 100.00 | - | 100.00 | - | |||||
Companhia Piratininga de Força e Luz | Full | 100.00 | - | 100.00 | - | |||||
Companhia Luz e Força Santa Cruz | Full | - | 99.99 | - | 99.99 | |||||
Rio Grande Energia S.A. | Full | - | 99.76 | - | 99.76 | |||||
Companhia Paulista de Energia Elétrica | Full | - | 93.20 | - | - | |||||
Companhia Jaguari de Energia | Full | - | 90.15 | - | - | |||||
Companhia Sul Paulista de Energia | Full | - | 87.80 | - | - | |||||
Companhia Luz e Força de Mococa | Full | - | 89.75 | - | - | |||||
Energy Generation | ||||||||||
CPFL Geração de Energia S.A. | Full | 100.00 | - | 100.00 | - | |||||
CPFL Sul Centrais Elétricas Ltda. | Full | - | 100.00 | - | 100.00 | |||||
CERAN - Companhia Energética Rio das Antas | Proportionate | - | 65.00 | - | 65.00 | |||||
BAESA - Energética Barra Grande S.A. | Proportionate | - | 25.01 | - | 25.01 | |||||
Foz do Chapecó Energia S.A. | Proportionate | - | 85.00 | - | 85.00 | |||||
Campos Novos Energia S.A. | Proportionate | - | 48.72 | - | 48.72 | |||||
Energy Commercialization | ||||||||||
CPFL Comercialização Brasil S.A. | Full | 100.00 | - | 100.00 | - | |||||
CPFL Comercialização Cone Sul S.A. | Full | - | 100.00 | 100.00 | - | |||||
Clion Assessoria e Comercialização de Energia | Full | - | 100.00 | - | 100.00 | |||||
Elétrica Ltda. | ||||||||||
Sul Geradora Participações S.A. | Full | - | 99.95 | - | 99.95 | |||||
CMS Comercializadora de Energia Ltda. | Full | - | 100.00 | - | - | |||||
Services | ||||||||||
CMS Energy, Equipamentos, Serviços, | Full | - | 89.81 | - | - | |||||
Indústria e Comércio S.A. | ||||||||||
Holdings | ||||||||||
Makelele Participações S.A. | Full | - | 100.00 | - | 100.00 | |||||
CPFL Serra Ltda. | Full | 100.00 | - | 100.00 | - | |||||
Nova 4 Participações Ltda. | Full | 100.00 | - | 100.00 | - | |||||
Perácio Participações S.A. | Full | 100.00 | - | - | - | |||||
CMS Energy Brasil S.A. | Full | - | 100.00 | - | - | |||||
Paulista Lajeado Energia S.A. (**) | Full | - | 59.93 | - | - | |||||
Companhia Jaguari Geração de Energia | Full | - | 90.15 | - | - |
(*) Refer to the interests held by direct subsidiaries.
(**) Refers to the interest held by indirect subsidiary Companhia Jaguari Geração de Energia.
9
( 2 ) PRESENTATION OF THE INTERIM FINANCIAL STATEMENTS | ||
The parent company's and consolidated interim financial statements have been prepared in accordance with principles, practices and criteria consistent with those adopted for preparing the prior years and interim financial statements of March 31, 2007 and should be analyzed together with those statements. These interim financial statements were prepared in accordance with generally accepted accounting principles in Brazil, rules with the Accounting Manual of the Public Electric Energy Service, as defined by ANEEL and the standards published by the Brazilian Securities Commission (CVM).
During the quarter, approval was granted for implementation of the last stage of the Corporate Reorganization, which segregates the corporate participations held by the subsidiary CPFL Paulista, pursuant to Law n° 10.848/2004, ANEEL Authorization Resolution n° 305/2005 and ANEEL order n° 669 of March 14, 2007. This process involved a reduction of the capital of the subsidiary CPFL Paulista, approved in the Extraordinary General Meeting held on March 14, 2007, with no cancellation of shares, through the return to the Company of the assets relating to the investment in RGE, amounting to a total of R$ 1,050,411. On the same date, the Company paid up the amount of this investment in the subsidiary CPFL Serra. These assets were registered using their book values, in accordance with the expert´s appraisal report as of December 31, 2006. RGE´s balances and transactions from January 1, 2007 are booked in the CPFL Serra financial statements.
In order to improve the information presented to the market, as supplementary information, the Cash Flow Statements and Added Value Statements of the parent company and consolidated are being presented for the six months ended June 30, 2007 and 2006 (notes 31 and 32, respectively).
The Cash Flow Statements were prepared in accordance with the criteria established by FAS 95 Statement of Cash Flows, with respect to the presentation format, within the context of registering the Company's financial statements with the Securities and Exchange Commission (SEC).
The Company and its subsidiaries made certain reclassifications in the Income Statement published in June 30, 2006, to provide a basis for comparison, basically as a result of the new classifications required by ANEEL, in accordance with ANEEL Order n° 3.073 as of December 28, 2006, which made changes to the Public Electric Energy Service Accounting Manual, as summarized below:
Item |
From |
To |
||
Fuel Consumption Account - CCC | Operating Expenses | Deduction from Operating Revenues | ||
Energy Development Account CDE | Operating Expenses | Deduction from Operating Revenues | ||
Research and Development and Energy | ||||
Efficiency Programs | Operating Expenses | Deduction from Operating Revenues |
Consolidation Principles
The consolidated interim financial statements includes the balances and transactions of the Company and its subsidiaries CPFL Paulista, CPFL Piratininga, CPFL Geração, CPFL Brasil, CPFL Serra, Perácio and Nova 4. The assets, liabilities and income balances were fully consolidated. Prior to consolidation into the Company's financial statements, the financial statements of CPFL Paulista (up December 31, 2006), CPFL Geração, CPFL Brasil, CPFL Serra, Perácio and Nova 4 were consolidated with those of their subsidiaries, fully or proportionally, according to the rules defined in CVM Instruction No. 247/96.
10
In compliance with the conditions described above, the portion relating to the non-controlling shareholders is stated separately in liabilities and income statements for the fiscal year.
All significant intercompany balances and transactions have been eliminated.
The accounting policies of parent companys subsidiaries are consistent with those of parent company. The main difference in accounting policies relates to the revaluation of property, plant and equipment recorded by the indirect subsidiary RGE, which is eliminated in the shareholders equity base for calculation of equity interest and, consequently, in consolidation.
In June 2006, the Company increased its participation in the subsidiary RGE, and now fully consolidates the financial statements. To assist comparison, Note 29 shows a summary of the main account headings of the statement of operations, consolidated pro-forma, showing the acquisition as if it had occurred in the first quarter of 2006.
( 3 ) REGULATORY ASSETS AND LIABILITIES | |
Consolidated | |||||||
Current | Non current | ||||||
June 30, | March 31, | June 30, | March 31, | ||||
2007 | 2007 | 2007 | 2007 | ||||
Assets | |||||||
Consumers, Concessionaires and Licensees (note 5) | |||||||
Extraordinary Tariff Adjustment (a) | 106,506 | 163,471 | 2,736 | - | |||
Free Energy (a) | 38,886 | 56,642 | 1,445 | 762 | |||
Tariff Review - Remuneration Base (b.1) | 12,731 | 19,582 | - | - | |||
Tariff Review Depreciation (b.1) | 38,086 | 48,362 | - | 1,109 | |||
Discounts on the TUSD and Irrigation (b.5) | 43,146 | 46,203 | 18,049 | 6,314 | |||
Tariff Adjustment - Other (b.2) | 1,155 | 1,668 | - | - | |||
240,510 | 335,928 | 22,230 | 8,185 | ||||
Deferred Costs Variations | |||||||
Parcel "A" (a) | 244,120 | 184,931 | 300,957 | 372,622 | |||
CVA (c) | 294,299 | 357,750 | 40,481 | 33,491 | |||
538,419 | 542,681 | 341,438 | 406,113 | ||||
Prepaid Expenses (note 9) | |||||||
Tariff adjustment Purchase Itaipu (b.2) | - | 934 | - | - | |||
Tariff adjustment Other (b.2) | 41,021 | 42,216 | - | 2,388 | |||
PIS and COFINS - Generators pass-through (b.2) | 6,085 | 8,032 | - | 284 | |||
Increase in PIS and COFINS (b.3) | 83.847 | 110,292 | - | 894 | |||
Energy Surpluses and Shortfalls (b.4) | 28,072 | 44,918 | 53,917 | 11,395 | |||
Low Income Consumers' Subsidy - Losses (d) | 41,884 | 37,633 | - | - | |||
200,909 | 244,025 | 53,917 | 14,961 |
11
Liabilities | ||||||||
Suppliers (note 17) | ||||||||
Free Energy (a) | (70,878) | (84,254) | (1,097) | - | ||||
Deferred Gains Variations | ||||||||
Parcel "A" (a) | (4,446) | (2,080) | (8,811) | (10,629) | ||||
CVA (c) | (213,548) | (255,245) | (86,828) | (41,012) | ||||
(217,994) | (257,325) | (95,639) | (51,641) | |||||
Other Accounts Payable (note 22) | ||||||||
PIS and COFINS - Generators pass-through (b.2) | (2,458) | (5,040) | - | - | ||||
Tariff Review - Return of consumer - IRT 2005 and 2006 | ||||||||
Recalculated | (75,935) | (98,635) | - | - | ||||
Tariff Adjustment - Other (b.2) | (819) | (1,197) | - | - | ||||
Increase in PIS and COFINS (b.3) | (107,462) | (104,547) | - | - | ||||
Low Income Consumers' Subsidy - Gains (d) | (7,091) | (6,984) | (444) | (250) | ||||
(193,765) | (216,403) | (444) | (250) | |||||
Total | 497,201 | 564,652 | 320,405 | 377,368 | ||||
a) Rationing
At the end of 2001, as a result of the Emergency Program for the Reduction of Electric Energy Consumption which remained in effect between June 2001 and February of 2002, an agreement was signed between the generators, power distributors and the Federal Government, called the "Overall Agreement for the Electric Energy Sector", which introduced, as a mechanism to reimburse the losses incurred by the electrical sector with this program, an Extraordinary Tariff Increase of 2.9% on electric power supply tariffs to residential consumers (except those considered to be a "low income consumer"), rural and public lighting and 7.9% for all other consumers.
The adjustment is being used by the subsidiary CPFL Paulista and has already been used by the subsidiaries CPFL Piratininga and CPFL Santa Cruz to offset the regulatory assets recorded in respect of Extraordinary Tariff Adjustment (RTE) and Free Energy. Deadlines of 72, 61 and 66 months were established for realization of the regulatory assets relating to RTE and Free Energy for the subsidiaries CPFL Paulista, CPFL Piratininga and Santa Cruz respectively. This asset is being realized through the income derived from the extraordinary tariff adjustment, up to December 2007, in the case of CPFL Paulista and terminated in January 2007, in the case of CPFL Piratininga. CPFL Piratininga and Santa Cruz started to offset Parcel A in February 2007, using a mechanism similar to the RTE system, over the time necessary to reach the amount recorded. In the case of CPFL Paulista, Parcel A will be offset as from January 2008.
As of June 30, 2007 the subsidiary CPFL Paulista established a provision for losses on the realization of the Extraordinary Tariff Adjustment in the amount of R$ 110,334, set against accounts receivable, based on the projections of expected income by the subsidiary and taking into account market growth, estimated inflation, interest and regulatory aspects. The subsidiary CPFL Paulista recorded a provision for Free Energy losses of R$ 107,913, credited to the Consumers account and set against the Suppliers account.
In the case of the indirect subsidiary RGE, the Free Energy regulatory asset is derived from the allocation of its partial quota from Itaipu for the rationing program. As in the case of the RTE, the indirect subsidiary RGE and the subsidiary CPFL Geração as of June 30, 2007, have established an accumulated provision of R$ 11,774 for losses on realization of Free Energy.
12
The changes in balances related to RTE, Free Energy and Parcel A, for the quarter ended in June 30, 2007, net of the provision for losses, are as follows:
Consolidated | ||||||||
Free Energy | ||||||||
Parcel "A" | ||||||||
Description | RTE | Asset | Liability | Net | ||||
Balances as of March 31, 2007 | 163,471 | 57,404 | 84,254 | 544,844 | ||||
Addition due to company acquisitions | 5,249 | 2,977 | 4,531 | 1,241 | ||||
Monetary Restatement | 3,245 | 5,535 | 6,081 | 17,126 | ||||
Provision for losses | (8,901) | (6,640) | (6,405) | - | ||||
Realization | (53,822) | (18,945) | (16,486) | (31,391) | ||||
Balances as of June 30, 2007 | 109,242 | 40,331 | 71,975 | 531,820 | ||||
The amortization of Parcel A in the quarter referring to CPFL Piratininga and Santa Cruz is as follows:
Consolidated | |||||
2nd Quarter | |||||
Energy Purchased | 23,221 | ||||
System Service Charge | 1,324 | ||||
Fuel Consumption Account - CCC | 6,114 | ||||
RGR | 530 | ||||
Inspection Fee | 202 | ||||
Total | 31,391 | ||||
b) Review and Adjustment Tariff
b.1) Tariff Review of 2003 and 2004
CPFL Paulista
In April 2007, through Ratification Resolution n° 443, ANEEL amended the final result of the first periodic tariff review of the subsidiary CPFL Paulista approved in April 2005, adjusting the energy supply tariffs by 20.66%, due to a review of the calculation of the average depreciation percentage used in the 2003 tariff review of the subsidiary CPFL Paulista. The difference in income resulting from the change in the tariff adjustment from 20.29% to 20.66%, and of the Xe component of the X factor from 1.1352% to 1.2530% corresponds to a financial adjustment of R$ 44,868, which will be offset in the 2007 tariff adjustment for CPFL Paulista. This regulatory asset is recorded in the Consumers, Concessionaires and Licensees account Tariff Review Depreciation, including the effects of PIS and COFINS.
13
CPFL Piratininga
In October 2006, in answer to the application filed by Bandeirante Energia S.A. (Bandeirante) for reconsideration of the tariff review, ANEEL altered the CPFL Piratininga remuneration base amounts approved in October 2005, and consequently, the result of the first tariff review of October 2003, previously considered final, once more became provisional. Through this alteration, ANEEL decided that the electricity supply tariffs of the subsidiary CPFL Piratininga should be reset at 10.14% (the percentage of 9.67% had been considered final). It also set the provisional value of the Xe factor, which reflects productivity gains, at 0.8571%, to be applied as a reduction factor for the Parcel B manageable costs for subsequent annual tariff adjustments. The final percentage should be established on definition of the final percentage of the tariff adjustment.
To reflect the new provisional percentage approved by ANEEL, in September 2006, CPFL Piratininga recognized in September, 2006 a regulatory asset of R$ 26,970, including the effects of PIS and COFINS, in the Consumers, Concessionaires and Licensees Tariff Review Remuneration Base account, set against Revenue from Electricity Sales, and is recording the amortization of this asset.
Santa Cruz
In December 2005, ANEEL finally approved the result of the first February 2004 periodic tariff review of the indirect subsidiary Santa Cruz.
In accordance with the Resolution, the final rate of 15.95%, as against the periodic tariff adjustment of 10.23% granted in February 2004, resulted in deferral of R$ 5,468 of Parcel B, to be added cumulatively to Parcel B, in the 2005, 2006 and 2007 Tariff Adjustments, at February 3, 2004 prices, restated by the variation in the Consumer Price Index - IGP-M between the date of the Tariff Review (February 3, 2004) and the date of the tariff adjustments.
A final X Factor of 1.73% was also established, with an Xe component of 0.9907% to be applied as a reduction factor to Parcel B in adjustments subsequent to approval of the final result of the first periodic tariff review, through Ratification Resolution n° 260, of December 19, 2005.
As of June 30, 2007, the balance of R$ 1,888 recorded as Tariff Review Remuneration Base refers to adjustment of the accrual period to that date, although it will be received until January 2008.
b.2) Tariff Adjustments of 2006 and 2007
CPFL Paulista
In Ratification Resolution n° 445, of April 3, 2007, ANEEL set the Annual Tariff Adjustment (IRT) rate of the subsidiary CPFL Paulista at an average 7.06%, of which 2.60% refers to the annual economic tariff adjustment and 4.46% to the additional financial components. The main additional financial components are the Parcel A Amounts to be offset (CVA), the financial adjustments relating to the 2004 to 2006 tariff adjustment rates, energy surpluses and shortfalls, the PIS and COFINS increases, discounts on irrigation, collection of the Tariff for Use of the Distribution System (TUSD) and the tariff review effects mentioned in the previous item.
In order to review the PIS and COFINS amounts of the Generators, ANEEL recalculated the electricity cost of the first 2005 tariff adjustment. As the cost of electricity affects adjustment of the consumer tariff and calculation of CVA, the recalculation, which resulted in a reduction in the average energy price, generated a liability to be reimbursed to the consumers and an additional CVA asset. The CVA amounts approved by ANEEL in the 2007 Tariff Review Rate excluded the surpluses of the electricity contracts, in accordance with item 61 of ANEEL Technical Note n° 069 of March 22, 2007. Accordingly, these effects basically explain the adjustments performed on the 1st quarter of R$ 98,635 recorded in Other Accounts Payable and R$ 177,710 in Deferral of Tariff Costs, both set against Cost of Electricity (Note 25).
14
Also in connection with the events mentioned above, the subsidiary CPFL Paulista recorded on the first quarter of 2007 a reversal of R$ 10,910 in the PIS and COFINS - Generators pass-through regulatory asset and of R$ 15,834 in the Energy surpluses and shortfalls, estimated based on the methodology proposed in ANEEL Technical Note n° 151/2006.
Assets of R$ 14,854 were also recorded in the quarter for other financial components of the 2007 IRT, relating mainly to the Research and Development (P & D) and Energy Efficiency Program on the financial components of the 2004 to 2006 Tariff Review Rates, the Electricity for All (Luz para Todos) Program and others.
CPFL Piratininga
Through Ratification Resolution n° 386, of October 19, 2006, ANEEL set the IRT at an average percentage of 10.79%, consisting of 4.40% in relation to the annual tariff adjustment and 6.39% in relation to the additional financial components. The main additional financial components are the CVA, energy surpluses and shortfalls, the increase in PIS and COFINS, discounts on collection of the TUSD and the effects of the Tariff Review mentioned in the previous item.
ANEEL also took into consideration application of art. 109 of Law n° 11.196/2005, which ordered the refund by the generators, in 12 monthly installments as from November 2006, of the amount of R$ 7,764 received as a result of the effects of the PIS and COFINS increase passed on to consumers during the previous tariff period. Accordingly, the subsidiary CPFL Piratininga recorded the amount to be returned to consumers as an asset, set against Cost of Energy, as recorded in liabilities and set against supply income, and has, since that time, recorded amortization of the assets and liabilities in the accounts.
RGE
Through Ratification Resolution n° 452, of April 18, 2007, ANEEL set the IRT of the indirect subsidiary RGE, increasing the electricity tariffs by an average of 6.05%, comprising 3.77% in relation to the annual economic tariff adjustment and 2.28% in relation to the additional financial components. The main additional financial components are the CVA, energy surpluses and shortfalls, the increase in PIS and COFINS, discounts on irrigation, collection of the TUSD, R&D on financial components, the Light for All (Luz para Todos) Program and others.
Santa Cruz
Through Ratification Resolution n° 424, of January 30, 2007, ANEEL set the IRT of the indirect subsidiary Santa Cruz at an average of 5.71%, of which 4.56% refers to the annual tariff adjustment and 1.15% to the additional financial components.
The main financial components include the CVA, energy surpluses and shortfalls, the increase in PIS and COFINS, discounts on collection of the TUSD and others.
b.3) Increase in PIS and COFINS
Refers to the difference between the costs relating to PIS and COFINS calculated by applying the current legislation, and those incorporated in the tariff.
CPFL Paulista
In accordance with Ratification Resolution n° 445, of April 3, 2007, ANEEL finally approved the passing on to the tariff of a nominal amount of R$ 97,377 as realignment of tariffs with the PIS and COFINS costs, eliminating the amounts already taken into account in the 2005 tariff adjustment. A complementary posting of the remaining restated balance of R$ 72,983 was recorded in March, 2007 in the Prepaid Expenses account.
15
In view of the discussions in respect of the nature of this credit, the subsidiary CPFL Paulista conservatively opted to record a liability of the same amount, recorded in the account Other Accounts Payable, which will be monetarily restated based on the variation of the IGP-M.
CPFL Piratininga
In accordance with Ratification Resolution n° 386, of October 19, 2006, ANEEL approved passing on to the tariff the amount of R$ 34,263 as realignment of tariffs with the PIS and COFINS costs, eliminating the amounts already taken into consideration in the 2005 tariff adjustment. The amount of R$ 30,842 was recorded in September, 2006 in the Prepaid expenses account.
In view of the provisional nature of these amounts, and the discussions involving the nature of the credit, the subsidiary CPFL Piratininga conservatively opted to record a liability of the same amount in the Other Accounts Payable account, and records monetary restatement of the amount based on the variation of the IGP-M.
Santa Cruz
In accordance with Ratification Resolution n° 424, of January 30, 2007, ANEEL approved the passing on to the tariff of R$ 3,309 as realignment of tariffs with the PIS and COFINS costs, and recorded in December, 2006, this amount in the Prepaid Expenses account.
RGE
In accordance with Ratification Resolution n° 452, of April 18, 2007, ANEEL approved the passing on to the tariff of the amount of R$ 13,462 as realignment of tariffs with the PIS and COFINS costs, and recorded this amount in April 2007 in the "Prepaid Expenses" account.
b.4) Energy Surpluses or Shortfalls
The electricity distribution concessionaires are obliged to guarantee 100% of their energy and power market through contracts approved, registered and ratified by ANEEL. The distribution concessionaires are also guaranteed that costs or income derived from construction work or electricity shortfalls will be passed on to the tariffs, limited to 3% of the energy load requirement.
The constitution and amortization of the net energy surpluses or shortfalls of the distributors are recorded as Prepaid Expenses and credited to Cost of Electricity (note 25).
b.5) Discounts on the TUSD and Irrigation
The subsidiaries record regulatory assets, related to the special discounts applied on the TUSD from the supply of electricity from alternative sources, and on irrigation and aquaculture. The provisions and realization of the discounts on the TUSD and irrigation are recorded in Consumers, Concessionaires and Licensees and set against the Electricity Sales (Note 24) account.
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The following table shows the changes in the items described above, relating to Tariff Review and Adjustments, occurred during the quarter ended June 30, 2007:
Consolidated | ||||||||||||||||||||||||
Description | Tariff Review - Remuneration Base (b.1) |
Tariff Review - Depreciation (b.1) |
Tariff Adjustment - Itaipu Purchase (b.2) |
Tariff Adjustment - Other Asset and Liability (b.2) (1) | PIS and COFINS - Generators Pass-through (b.2) | Tariff Review - Return of consumer - IRT 2005 and 2006 Recalculated (b.2) |
Increase in PIS and COFINS (b.3) | Energy Surpluses or Shortfalls (b.4) | Discounts on the TUSD and irrigation (b.5) |
Total | ||||||||||||||
Asset (2) | Liability (3) | Asset | Liability | |||||||||||||||||||||
Balance as of March 31, 2007 | 19,582 | 49,471 | 934 | 45,075 | 8,316 | (5,040) | (98,635) | 111,186 | (104,547) | 56,313 | 52,517 | 135,172 | ||||||||||||
Addition due to company acquisitions | 2,419 | - | - | - | - | - | - | 1,675 | (2,558) | - | - | 1,536 | ||||||||||||
Constitution | 2,054 | - | - | 7,986 | 2,520 | - | - | 569 | - | 31,901 | 18,910 | 63,940 | ||||||||||||
Restatement | 10 | - | - | 231 | - | - | - | 40 | (357) | - | 41 | (35) | ||||||||||||
Amortization | (11,334) | (11,385) | (934) | (11,935) | (4,751) | 2,582 | 22,700 | (29,623) | - | (6,225) | (10,273) | (61,178) | ||||||||||||
Balance as of June 30, 2007 | 12,731 | 38,086 | - | 41,357 | 6,085 | (2,458) | (75,935) | 83,847 | (107,462) | 81,989 | 61,195 | 139,435 | ||||||||||||
(1) The effects of the provision were recorded in Operating Income R$ 7,856, Operating Expense, R$ 130. The effects of amortization were recorded in Operating Revenue R$ 11,545 and Operating Income / Expense deduction in the net amount R$ 390.
(2) The effects of amortization were recorded in Operating Revenue R$984 and Accounts Receivable R$3,767.
(3) The effects of amortization were recorded in Operating Revenue R$2,940 and Accounts Receivable (R$358).
c) Deferred Tariff Costs and Gains Variations (CVA)
Refer to the mechanism for compensation of the variations in unmanageable costs incurred by the electric power distribution concessionaires. These variations are calculated in accordance with the difference between the expenses effectively incurred and the expenses estimated at the time of composing the tariffs for the annual tariff adjustments.
The main following expenses are currently considered unmanageable costs:
Consolidated Changes |
||||||||||||
Balance as of March 31, 2007 | Addition due to company acquisitions |
Deferral | Amortization | Restatement | Balance as of June 30, 2007 | |||||||
Detailing: | ||||||||||||
ASSET | ||||||||||||
Energy Purchased | 334,953 | - | 30,802 | (80,203) | 5,383 | 290,935 | ||||||
System Service Charge | 21,410 | 6,022 | (1,957) | (7,566) | 5 | 17,914 | ||||||
Fuel Consumption Account CCC | 5,744 | - | - | (2,986) | 92 | 2,850 | ||||||
Energy Development Account - CDE | 29,134 | 131 | 1,746 | (8,468) | 538 | 23,081 | ||||||
Total | 391,241 | 6,153 | 30,591 | (99,223) | 6,018 | 334,780 | ||||||
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LIABILITY | ||||||||||||
Energy Purchased | (158,619) | (4,392) | (26,840) | 32,623 | (2,725) | (159,953) | ||||||
System Service Charge | (42,253) | (148) | (2,815) | 10,428 | (547) | (35,335) | ||||||
Fuel Consumption Account CCC | (95,302) | (2,914) | (11,423) | 7,902 | (3,351) | (105,088) | ||||||
Energy Development Account - CDE | (83) | - | - | 88 | (5) | - | ||||||
Total | (296,257) | (7,454) | (41,078) | 51,041 | (6,628) | (300,376) | ||||||
d) Low Income Consumers Subsidy
Law n° 10.438, of April 26, 2002 and Decree n° 4.336 of August 15, 2002 established new guidelines and criteria for classification of consumer units in the low-income residential sub-category. According to the legislation, this new criteria encompasses consumer units served by monophase circuits, with an average monthly consumption in the last 12 months of less than 80kWh, and consumer units with an average monthly consumption in the last 12 months of 80 to 220kWh, provided certain specific requirements are complied with, such as enrollment in Federal Government Social Programs.
As the subsidies granted to the consumers are to be offset in the ambit of the concessionaire itself, through the tariff charged to the other consumers of the market served, and as the introduction of this new criteria has an impact on the tariff levels, in addition to the principal of reasonable tariffs for the rest of the market, ANEEL established a new methodology for calculating the subsidy, which has been applied monthly since May 2002.
After ratification by ANEEL, the amounts calculated using this new methodology should be settled as follows:
The movements in the balances in the quarter as of June 30, 2007 are as follows:
Consolidated | ||||
Asset | Liability | |||
Balances as of March 31, 2007 | 37,633 | (7,234) | ||
Gain (losses) of Revenue | 6,645 | (617) | ||
Amortization Tariff Increase | - | 595 | ||
Receivables Approved by ANEEL | (2,344) | - | ||
Monetary Restatement | (50) | (279) | ||
Balances as of June 30, 2007 | 41,884 | (7,535) | ||
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( 4 ) CASH AND BANKS | |
Parent Company | Consolidated | |||||||
June 30, | March 31, | June 30, | March 31, | |||||
2007 | 2007 | 2007 | 2007 | |||||
Bank deposits | 6,459 | 1,794 | 301,465 | 396,177 | ||||
Short-term financial investments | 5,512 | 4,027 | 527,124 | 632,730 | ||||
Total | 11,971 | 5,821 | 828,589 | 1,028,907 | ||||
The short-term financial investments refer to operations with financial institutions under normal market conditions and rates, mainly remunerated based on the variation of the CDI, and are available for use in the operations of the Company and its subsidiaries.
( 5 ) CONSUMERS, CONCESSIONAIRES AND LICENSEES | |
The consolidated balance mainly refers to electricity sales activities as of June 30 and March 31, 2007, as follows:
Consolidated | |||||||||
Balances Coming due |
Past due | Total | |||||||
Up to 90 days |
More than 90 days |
June 30, 2007 |
March 31, 2007 |
||||||
Current | |||||||||
Consumer Classes | |||||||||
Residential | 237,799 | 166,809 | 25,821 | 430,429 | 423,243 | ||||
Industrial | 228,479 | 52,601 | 47,204 | 328,284 | 286,485 | ||||
Commercial | 122,288 | 47,153 | 32,998 | 202,439 | 177,290 | ||||
Rural | 30,228 | 7,415 | 2,323 | 39,966 | 34,839 | ||||
Public Administration | 25,819 | 3,710 | 3,835 | 33,364 | 34,830 | ||||
Public Lighting | 23,365 | 4,772 | 50,553 | 78,690 | 73,592 | ||||
Public Service | 32,028 | 6,583 | 9,199 | 47,810 | 45,328 | ||||
Billed | 700,006 | 289,043 | 171,933 | 1,160,982 | 1,075,607 | ||||
Unbilled | 421,388 | - | - | 421,388 | 474,743 | ||||
Financing of Consumers' Debts | 64,093 | 1,556 | 7,612 | 73,261 | 94,850 | ||||
Regulatory asset (note 3) | 240,510 | - | - | 240,510 | 335,928 | ||||
CCEE Transactions (a) | 8,923 | - | - | 8,923 | 14,212 | ||||
Concessionaires and Licensees (b) | 58,909 | - | 6 | 58,915 | 77,802 | ||||
Other | 63,677 | - | - | 63,677 | 47,196 | ||||
Total | 1,557,506 | 290,599 | 179,551 | 2,027,656 | 2,120,338 | ||||
Non current | |||||||||
Financing of Consumers' Debts | 126,501 | - | - | 126,501 | 99,824 | ||||
CCEE Transactions (a) | 41,362 | - | - | 41,362 | 41,361 | ||||
Regulatory Asset | 22,230 | - | - | 22,230 | 8,185 | ||||
Other | 251 | - | - | 251 | - | ||||
Total | 190,344 | - | - | 190,344 | 149,370 | ||||
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a) Electric Energy Trading Chamber (CCEE) transactions
The amounts refer to the accounting records of the Electric Energy Trading Chamber CCEE for the period September 2000 to June 2007. The amount receivable for energy sales as of June 30, 2007 mainly comprises: (i) legal adjustments, established as the result of suits brought by agents in the sector; (ii) lawsuits challenging the CCEE accounting for the period September 2000 to December 2002; (iii) provisional accounting entries established by the CCEE; (iv) amounts negotiated bilaterally pending settlement and (v) estimates made by the subsidiaries for periods not yet made available by the CCEE. The subsidiaries consider that there is no significant risk on the realization of these assets and consequently no provision were posted in the accounts.
b) Concessionaires and Licensees
Refers basically, to accounts receivable in respect of the supply of electricity to other Concessionaires and Licensees, mainly by the subsidiaries CPFL Geração and CPFL Brasil, and to certain transactions relating to the partial spin-off of Bandeirante by the subsidiary CPFL Piratininga. The amounts are being set off against accounts payable, through a settlement of accounts.
( 6 ) FINANCIAL INVESTMENTS |
In April 2005, through a Private Credit Agreement, the Company acquired the credit arising from the Purchase and Sale of Electricity Agreement between Companhia Energética de São Paulo (CESP) (seller) and CPFL Brasil (purchaser), referring to the supply of energy for a period of 8 years. The amounts handed over by the Company to CESP will be settled using the funds derived from the acquisition of energy produced by that company for CPFL Brasil.
As of June 30, 2007 the short-term balance is R$ 30,998 (R$ 29,143 as of March 31, 2007), and the long-term balance is R$ 98,851 (R$ 102,043 as of March 31, 2007). The operation is subject to interest of 17.5% p.a., plus the annual variation of the IGP-M, and is being amortized in monthly installments of amounts corresponding to the purchase of energy.
( 7 ) RECOVERABLE TAXES | |
Parent Company | Consolidated | |||||||
June 30, | March 31, | |||||||
June 30, 2007 | March 31, 2007 | 2007 | 2007 | |||||
Current | ||||||||
Social Contribution Prepayments - CSLL | - | - | 1,178 | 564 | ||||
Income Tax Prepayments - IRPJ | - | - | 1,284 | 1,039 | ||||
Social Contribution and Income Tax | 28,612 | 23,504 | 46,558 | 29,568 | ||||
Withholding Income Tax - IRRF | 11,507 | 4,833 | 37,731 | 40,117 | ||||
ICMS (State VAT) | - | - | 44,409 | 41,427 | ||||
PIS (Tax on Revenue) | - | - | 2,488 | 2,082 | ||||
COFINS (Tax on Revenue) | 9 | 8 | 8,594 | 7,745 | ||||
INSS (Social Security) | - | - | 2,304 | 1,377 | ||||
Other | 64 | 587 | 4,605 | 2,386 | ||||
Total | 40,192 | 28,932 | 149,151 | 126,305 | ||||
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Non current | ||||||||
Social Contribution Tax - CSLL | - | - | 24,198 | 23,580 | ||||
Income Tax - IRPJ | - | - | 698 | 7,410 | ||||
PIS (Tax on Revenue) | 2,787 | 2,787 | 2,975 | 2,975 | ||||
COFINS (Tax on Revenue) | - | - | 859 | 859 | ||||
ICMS (State VAT) | - | - | 67,392 | 61,238 | ||||
INSS (Social Security) | - | - | 585 | 92 | ||||
Total | 2,787 | 2,787 | 96,707 | 96,154 | ||||
( 8 ) ALLOWANCE FOR DOUBTFUL ACCOUNTS | ||
Consolidated | ||
Balance as of March 31, 2007 | (102,807) | |
Addition due to company acquisitions | (7,982) | |
Additional Allowance Recorded | (12,055) | |
Recovery of Revenue | 7,092 | |
Write-off of Accounts Receivable | 9,968 | |
Balance as of June 30, 2007 | (105,784) | |
The Allowance for Doubtful Accounts was established at an amount considered by Management of the subsidiaries sufficient to cover any losses on amounts receivable.
( 9 ) PREPAID EXPENSES | ||
Consolidated | ||||||||
Current | Non current | |||||||
June 30, | March 31, | June 30, | March 31, | |||||
2007 | 2007 | 2007 | 2007 | |||||
Regulatory Asset (note 3) | 200,909 | 244,025 | 53,917 | 14,961 | ||||
Other | 15,628 | 15,923 | 7,561 | 8,761 | ||||
Total | 216,537 | 259,948 | 61,478 | 23,722 | ||||
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( 10 ) DEFERRED TAXES |
10.1 Composition of the income tax and social contribution credits:
Parent Company | Consolidated | |||||||
June 30, | March 31, | June 30, | March 31, | |||||
2007 | 2007 | 2007 | 2007 | |||||
Social Contribution Credit on: | ||||||||
Tax Loss Carryforwards | 16,492 | 17,199 | 38,063 | 39,685 | ||||
Tax Benefit on Merged Goodwill | - | - | 170,905 | 166,905 | ||||
Temporarily Nondeductible Differences | 54 | 72 | 73,107 | 68,823 | ||||
Subtotal | 16,546 | 17,271 | 282,075 | 275,413 | ||||
Income Tax Credit on: | ||||||||
Tax Loss Carryforwards | 54,035 | 57,328 | 82,710 | 88,666 | ||||
Tax Benefit of Merged Goodwill | - | - | 532,687 | 522,581 | ||||
Temporarily Nondeductible Differences | 7,907 | 6,164 | 209,329 | 196,027 | ||||
Subtotal | 61,942 | 63,492 | 824,726 | 807,274 | ||||
Other | - | - | 947 | 1,606 | ||||
Total | 78,488 | 80,763 | 1,107,748 | 1,084,293 | ||||
Current | 9,835 | 9,853 | 172,372 | 170,247 | ||||
Non current | 68,653 | 70,910 | 935,376 | 914,046 | ||||
78,488 | 80,763 | 1,107,748 | 1,084,293 | |||||
The tax benefit for the merged goodwill is derived from the mergers of companies DOC 4 Participações S.A., Draft I Participações S.A., CPFL Missões and SEMESA, into CPFL Paulista, CPFL Piratininga, CPFL Serra and CPFL Geração, respectively. In the second quarter of 2007, the accounting balance also includes the tax benefit relating to the goodwill of CMS Participações Ltda merged into the companies Companhia Paulista de Energia Elétrica, Companhia Sul Paulista de Energia, Companhia Jaguari de Energia and Companhia Luz e Força de Mococa. The benefit is being realized proportionally to the amortization of the merged goodwill, in accordance with the net projected profit of the subsidiaries during the remaining term of the concession. In the quarter as of June 30, 2007, the annual amortization rates were 6.06%, 5.63%, 3.67%, 5.26% and 4.21%, respectively.
The projections of future results that guided and support the establishing of deferred tax credits of the Company and the subsidiaries were approved by the Boards of Directors and examined by the Audit Committees. For the quarter ended in June 30, 2007, management does not expect relevant changes on the projections disclosed on the financial statements as of December 31, 2006.
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10.2 - Temporary nondeductible differences balance:
Consolidated | ||||||||
June 30, 2007 | March 31, 2007 | |||||||
Social | Social | |||||||
Contribution | Income Tax | Contribution | Income Tax | |||||
Tax (CSLL) | (IRPJ) | Tax (CSLL) | (IRPJ) | |||||
Reserve for Contingencies | 15,849 | 49,532 | 15,314 | 45,874 | ||||
Pension Plan Expenses | 6,420 | 18,828 | 6,977 | 20,377 | ||||
Allowance for Doubtful Accounts | 9,257 | 25,713 | 9,503 | 26,398 | ||||
Provision for losses on the realization of RTE | 8,652 | 24,030 | 7,199 | 19,995 | ||||
Research and Development and Energy Efficiency Programs | 13,575 | 37,706 | 12,499 | 34,720 | ||||
Profit Sharing | 1,733 | 5,498 | 3,809 | 11,260 | ||||
Differences in Revaluation Rates | 11,257 | 31,271 | 10,632 | 29,535 | ||||
Other | 6,364 | 16,751 | 2,890 | 7,868 | ||||
Total | 73,107 | 209,329 | 68,823 | 196,027 | ||||
10.3 - Reconciliation of the amounts of income tax and social contribution reported in the income statements for the quarters and six-month period ended in June 30, 2007 and 2006:
Consolidated | ||||||||
CSLL | ||||||||
2007 | 2006 | |||||||
2nd Quarter | 1st Half | 2nd Quarter | 1st Half | |||||
Income before CSLL | 567,534 | 1,244,611 | 488,677 | 983,714 | ||||
Adjustments to Reflect Effective Rate: | ||||||||
- Goodwill Amortization | 17,802 | 35,604 | 15,024 | 31,210 | ||||
- CMC Realization | 4,576 | 9,042 | 4,393 | 9,908 | ||||
- Received Dividends | (87) | (87) | (4,590) | (4,590) | ||||
- Depreciation of Parcel of Assets Revaluation | (2,555) | (6,944) | 4,259 | 7,742 | ||||
- Other Additions (Deductions), Net | (9,543) | 17,367 | (6,700) | (1,648) | ||||
Calculation base | 577,727 | 1,299,593 | 501,063 | 1,026,336 | ||||
Statutory Tax Rate |
9% | 9% | 9% | 9% | ||||
Tax Debit Result | (51,995) | (116,963) | (45,096) | (92,370) | ||||
23
Consolidated |
||||||||
IRPJ | ||||||||
2007 | 2006 | |||||||
2nd Quarter | 1st Half | 2nd Quarter | 1st Half | |||||
Income before IRPJ | 567,534 | 1,244,611 | 488,677 | 983,714 | ||||
Adjustments to Reflect Effective Rate: | ||||||||
- Goodwill Amortization | 34,517 | 68,947 | 34,361 | 68,722 | ||||
- Received Dividends | (87) | (87) | (4,590) | (4,590) | ||||
- Depreciation of Parcel of Assets Revaluation | (2,555) | (6,944) | 4,259 | 7,742 | ||||
- Other Additions (Deductions), Net | (15,509) | (5,342) | (3,034) | (3,372) | ||||
Calculation base | 583,900 | 1,301,185 | 519,673 | 1,052,216 | ||||
Statutory Tax Rate |
25% | 25% | 25% | 25% | ||||
Tax Debit Result | (145,975) | (325,296) | (129,918) | (263,054) | ||||
- Tax Credit Allocated | - | 40,234 | - | - | ||||
Total | (145,975) | (285,062) | (129,918) | (263,054) | ||||
( 11 ) OTHER CREDITS |
Consolidated | ||||||||
Current | Non current | |||||||
June 30, | March 31, | June 30, | March 31, | |||||
2007 | 2007 | 2007 | 2007 | |||||
Receivables from CESP | 19,899 | 21,172 | 39,445 | 41,986 | ||||
Receivables from BAESA | 18,421 | 18,421 | - | - | ||||
Advances - Fundação CESP | 4,159 | 4,773 | - | - | ||||
Pledges, Funds and Tied Deposits | 3,447 | 5,571 | 84,345 | 74,889 | ||||
Orders in Progress | 13,282 | 9,985 | - | - | ||||
Services Rendered to Third Parties | 18,210 | 15,675 | - | - | ||||
Reimbursement RGR | 3,276 | 3,035 | 707 | 707 | ||||
Advance Energy Purchase Agreements | 29,288 | 2,808 | 1,909 | 1,600 | ||||
Other | 38,263 | 28,413 | 6,819 | 4,626 | ||||
Total | 148,245 | 109,853 | 133,225 | 123,808 | ||||
The credits receivable from BAESA refer to the differentiated rights in favor of the subsidiary CPFL Geração, derived from the use of different prices in billing energy sold by the shareholders in the period November 1, 2005 to December 31, 2006, giving rise to different contributions of the shareholding companies in the formation of BAESA's income (expense). This credit is to be offset at the time of the planned corporate restructuring of BAESA.
( 12 ) RELATED PARTIES |
Parent Company |
||||
June 30, | March 31, | |||
2007 | 2007 | |||
Nova 4 | 203,087 | 300 | ||
Perácio | 409,310 | - | ||
Total | 612,397 | 300 | ||
24
The Company made an advance for future capital increase - AFAC to the subsidiary Nova 4 in the quarter, by assuming debts and derivatives of R$ 214,912, less the right to receive the dividend of R$ 12,183 and a transfer of R$ 58 in cash.
In order to facilitate the acquisition of 100% of the capital of CMS Energy Brasil S.A., the Company made an advance for future capital increase of R$ 409,310 in its subsidiary Perácio.
( 13 ) INVESTMENTS |
13.1 - Permanent Equity Interests:
Parent Company | Consolidated | |||||||
June 30, | March 31, | June 30, | March 31, | |||||
2007 | 2007 | 2007 | 2007 | |||||
Permanent Equity Interests | 3,214,567 | 3,722,908 | - | - | ||||
Goodwill / Negative Goodwill | 1,399,372 | 1,423,216 | 2,203,374 | 2,041,557 | ||||
Leased Assets | - | - | 734,385 | 739,236 | ||||
Other Investments | - | - | 115,044 | 2,082 | ||||
Total | 4,613,939 | 5,146,124 | 3,052,803 | 2,782,875 | ||||
Other - As a result of the acquisition of CMS Energy Brasil S.A, the Company now holds, through the indirect subsidiary Paulista Lajeado Energia S.A., 5.84% of the total capital of Investco S.A., in the form of 25,829 Common shares and 16,412 preferred shares. This investment is recorded in accordance with the cost method.
The principal information on the investments in Direct Permanent Equity Interests is as follows:
June 30,2007 | June 30, 2007 | March 31, 2007 | 2nd Quarter 2007 |
2nd Quarter 2006 |
||||||||||||||
Investment | Number of Shares held (a) | Share of Capital - % | Capital | Shareholders Equity | Net Income (b) | Shareholders Equity Interest | Equity in Subsidiaries | |||||||||||
CPFL Paulista | 1,000 | 100% | 1,000 | 506,275 | 193,431 | 506,275 | 719,692 | 193,431 | 178,494 | |||||||||
CPFL Piratininga | 53,031,259 | 100% | 47,418 | 230,538 | 75,475 | 230,538 | 319,550 | 75,475 | 72,129 | |||||||||
CPFL Geração | 205,487,716 | 100% | 1,039,618 | 1,114,590 | 69,868 | 1,114,590 | 1,203,290 | 69,868 | 38,338 | |||||||||
CPFL Brasil | 2,999 | 100% | 2,999 | 3,090 | 54,255 | 3,090 | 74,941 | 54,255 | 40,823 | |||||||||
CPFL Serra | 1,333,569 | 100% | 1,333,569 | 1,363,617 | 43,583 | 1,363,617 | 1,404,722 | 43,583 | 4,146 | |||||||||
CPFL Cone Sul (c) | 373 | 100% | 373 | - | 582 | - | 6,961 | 582 | 759 | |||||||||
Nova 4 | 1 | 100% | 1 | (1,995) | 4,253 | (1,995) | (6,248) | 4,253 | - | |||||||||
Perácio | - | 100% | - | (1,548) | (1,548) | (1,548) | - | (1,548) | - | |||||||||
Total | 3,214,567 | 3,722,908 | 439,899 | 334,689 | ||||||||||||||
(a) | CPFL Serra and Nova 4 expressed in quotas |
(b) | Net Income refers to 2nd Quarter 2007. |
(c) | Direct investment held up to April 2007. |
The changes in the balance of equity interests are as follows:
CPFL | CPFL | CPFL | CPFL Brasil | CPFL Serra | CPFL Cone | Nova 4 | Perácio | Total | ||||||||||
Paulista | Piratininga | Geração | Sul | |||||||||||||||
Permanent Equity Interests - As of March 31, 2007 | 719,692 | 319,550 | 1,203,290 | 74,941 | 1,404,722 | 6,961 | (6,248) | - | 3,722,908 | |||||||||
Capital Reduction | - | - | - | - | (7,400) | (5,000) | - | - | (12,400) | |||||||||
Intermediate Dividend | (380,103) | (156,995) | (122,342) | (128,649) | (77,288) | - | - | - | (865,377) | |||||||||
Interest on Shareholders Equity | (26,745) | (7,492) | (36,226) | - | - | - | - | - | (70,463) | |||||||||
Equity in subsidiaries | 193,431 | 75,475 | 69,868 | 54,255 | 43,583 | 582 | 4,253 | (1,548) | 439,899 | |||||||||
Investment transfer | - | - | - | 2,543 | - | (2,543) | - | - | - | |||||||||
Permanent Equity Interests - As of June 30, 2007 | 506,275 | 230,538 | 1,114,590 | 3,090 | 1,363,617 | - | (1,995) | (1,548) | 3,214,567 | |||||||||
25
a) CPFL Paulista
Corporate Reorganization
An Extraordinary General Meeting (EGM) held on March 14, 2007 approved the transfer of the share control of RGE, in the form of a reduction in the capital of the subsidiary CPFL Paulista, with no cancellation of shares, through the return to the Company of 67.0686% of RGE's capital, amounting to R$ 1,050,411. On the same date, the Company paid up this investment in the subsidiary CPFL Serra. The transfer, also approved in the same EGM, was in compliance with ANEEL Authorization Resolution n° 305, of September 5, 2005 and ANEEL Order n° 669 of March 14, 2007, in relation to the need for corporate segregation laid down in Law 10.848, of March 15, 2004. These assets were appraised at book values, in accordance with an expert appraisal report, as of December 31, 2006. All RGE's balances and transactions, as from January 1, 2007, are shown in the financial statements of the subsidiary CPFL Serra.
Reversal of Dividends
The Company capitalized in March, 2007 R$ 100,642 in the subsidiary CPFL Paulista, by a reversal of dividends, without issuing new shares, in order to separate the corporate participation of the indirect subsidiary RGE.
b) CPFL Serra
The subsidiary CPFL Serra decreased its capital in the quarter by R$ 7,400, returned in full to the Company.
Merger of the indirect subsidiary CPFL Serra by RGE
As approved by ANEEL in Order n° 669, of March 14, 2007, the Company will propose to a General Stockholders' Meeting a merger by the subsidiary RGE of its parent company CPFL Serra, succeeding it for all purposes of rights and obligations. The main objectives of the merger are optimization of operating, administrative and tax costs through simplification of the corporate structure.
c) Cone Sul
The subsidiary CPFL Cone Sul decreased its capital by R$ 5,000, returned in full to the Company.
In order to simplify the corporate structure and provide more transparency for the results of the energy sales segment, the Company also contributed capital to the subsidiary CPFL Brasil by transferring all the capital shares of the subsidiary CPFL Cone Sul, amounting to R$ 2,543, which as from May 2007 is fully controlled by CPFL Brasil.
d) Perácio
In June 2007, the Company acquired 100% of the capital of Perácio, for the amount of R$ 12. Perácio is now the parent company of CMS Energy.
26
e) CMS Energy Brasil S.A.
On June 18, 2007, through its subsidiary Perácio, the Company acquired 94,810,080 common shares and 94,810,080 preferred shares, representing 100% of the capital of CMS Energy Brasil S.A. This transaction was approved by ANEEL in June 2007 and the purchase price was R$ 407,710, generating goodwill of R$ 138,560. CMS Energy Brasil acts as a holding company, and has interests in the following companies:
Company | Segment | % | ||
Companhia Paulista de Energia Elétrica | Distribution | 93.20 | ||
Companhia Sul Paulista de Energia | Distribution | 87.80 | ||
Companhia Luz e Força de Mococa | Distribution | 89.75 | ||
Companhia Jaguari de Energia | Distribution | 90.15 | ||
CMS Energy, Equipamentos, Serviços, Indústria e | ||||
Comércio S.A. | Service | 89.81 | ||
CMS Comercializadora de Energia Ltda | Commercialization | 100.00 | ||
Companhia Jaguari de Energia | Holding | 90.15 | ||
Paulista Lajeado Energia S.A. (*) | Holding | 59.93 |
(*) Refers to the investment held by our subsidiary Companhia Jaguari Geração de Energia.
27
13.2 Goodwill and Negative Goodwill:
Consolidated | ||||||||||||
June 30, 2007 | March 31, 2007 |
|||||||||||
Historical | Accumulated | Net Value | Net Value | Amortization | ||||||||
Investor | Investee | Cost | Amortization | Rate - 2007 | ||||||||
CPFL Energia | CPFL Paulista | (12,828) | - | (12,828) | (12,828) | - | ||||||
CPFL Energia | CPFL Paulista | 1,074,026 | (183,842) | 890,184 | 906,460 | 6.06% | ||||||
CPFL Energia | CPFL Paulista | 304,861 | (28,535) | 276,326 | 281,411 | 6.06% | ||||||
CPFL Energia | CPFL Piratininga | 154,827 | (14,281) | 140,546 | 142,977 | 5.63% | ||||||
CPFL Energia | CPFL Geração | 54,555 | (6,362) | 48,193 | 49,030 | 6.17% | ||||||
CPFL Energia | CPFL Serra | 58,329 | (1,281) | 57,048 | 57,612 | 3.67% | ||||||
CPFL Energia | CPFL Serra | (109) | - | (109) | (109) | - | ||||||
CPFL Energia | CPFL Cone Sul | - | - | - | (1,337) | - | ||||||
CPFL Energia | Perácio | 12 | - | 12 | - | - | ||||||
CPFL Brasil | Clion | 98 | (22) | 76 | 78 | 10.00% | ||||||
CPFL Geração | Foz do Chapecó | 7,319 | - | 7,319 | 7,319 | - | ||||||
CPFL Geração | ENERCAN | 10,233 | (168) | 10,065 | 10,191 | 4.10% | ||||||
CPFL Geração | Barra Grande | 3,081 | (334) | 2,747 | 2,802 | 7.18% | ||||||
CPFL Serra | RGE | 764,758 | (278,660) | 486,098 | 490,904 | 3.67% | ||||||
Nova 4 | Santa Cruz | 111,367 | (8,660) | 102,707 | 107,037 | 15.55% | ||||||
Semesa | Makelele | 10 | - | 10 | 10 | - | ||||||
Perácio | CMS Energy | 138,560 | - | 138,560 | - | - | ||||||
Companhia Paulista | ||||||||||||
CMS Energy | de Energia Elétrica | 8,444 | (2,388) | 6,056 | - | - | ||||||
Companhia Sul | ||||||||||||
CMS Energy | Paulista de Energia | 20,026 | (5,714) | 14,312 | - | - | ||||||
Companhia Jaguari | ||||||||||||
CMS Energy | de Energia | 20,941 | (5,950) | 14,991 | - | - | ||||||
Companhia Luz e | ||||||||||||
CMS Energy | Força de Mococa | 21,130 | (5,844) | 15,286 | - | - | ||||||
Companhia Paulista | Companhia Luz e | |||||||||||
de Energia Elétrica | Força de Mococa | 14,478 | (8,703) | 5,775 | ||||||||
Total | 2,754,118 | (550,744) | 2,203,374 | 2,041,557 | ||||||||
The goodwill arising from acquisition of the equity interests is amortized in proportion to the net income curves projected for the remaining term of the concession contract, these rates are subject to periodic review.
As CMS Energy was acquired in June, the amortization relating to the companies of that group will affect the Company's financial statements as from July 2007.
28
13.3 Interest on Shareholders Equity and Dividend:
Parent Company |
||||
June 30, | March 31, | |||
2007 | 2007 | |||
Dividend Receivable | ||||
CPFL Paulista | 380,103 | 294,175 | ||
CPFL Piratininga | 156,995 | 162,041 | ||
CPFL Geração | 122,342 | 73,689 | ||
CPFL Brasil | 128,649 | 78,264 | ||
CPFL Serra | 77,288 | 33,179 | ||
CPFL Cone Sul | - | 1,297 | ||
Subtotal | 865,377 | 642,645 | ||
Receivable Interest on Shareholders | ||||
Equity | ||||
CPFL Paulista | 22,733 | 44,396 | ||
CPFL Piratininga | 6,369 | 7,029 | ||
CPFL Geração | 30,792 | - | ||
Subtotal | 59,894 | 51,425 | ||
Total | 925,271 | 694,070 | ||
In the second quarter of 2007, the Company received dividends and interest on capital of R$ 706,253, including a dividend from Nova 4, in relation to the advance for capital increase - AFAC mentioned in Note 12. The subsidiaries also declared an interim dividend and interest on capital (net of Withholding income tax - IRRF) of R$ 925,271 in the quarter.
13.4 - Leased Assets:
In consolidated, the leased assets refer principally to the assets of the Serra da Mesa Plant, owned by the subsidiary CPFL Geração and leased to FURNAS. These assets are depreciated over their estimated useful life at annual rates defined by ANEEL, and in accordance with general conditions of the concession agreement held by FURNAS.
29
( 14 ) PROPERTY, PLANT AND EQUIPMENT |
Consolidated | ||||||||
June 30, 2007 | March 31, 2007 |
|||||||
Historical | Accumulated | |||||||
In Service | Cost | Depreciation | Net Value | Net Value | ||||
- Distribution | 7,250,138 | (3,714,128) | 3,536,010 | 3,376,203 | ||||
- Generation | 1,497,663 | (135,268) | 1,362,395 | 691,546 | ||||
- Commercialization | 205,573 | (75,249) | 130,324 | 108,012 | ||||
- Administration | 223,545 | (141,436) | 82,109 | 72,875 | ||||
9,176,919 | (4,066,081) | 5,110,838 | 4,248,636 | |||||
In Progress | ||||||||
- Distribution | 304,150 | - | 304,150 | 252,754 | ||||
- Generation | 596,926 | - | 596,926 | 1,123,969 | ||||
- Commercialization | 9,838 | - | 9,838 | 6,573 | ||||
- Administration | 19,380 | - | 19,380 | 18,477 | ||||
930,294 | - | 930,294 | 1,401,773 | |||||
Subtotal | 10,107,213 | (4,066,081) | 6,041,132 | 5,650,409 | ||||
Other Assets not linked to the Concession | 1,552,756 | (835,080) | 717,676 | 722,060 | ||||
Total Property, Plant and Equipment | 11,659,969 | (4,901,161) | 6,758,808 | 6,372,469 | ||||
Special Obligations linked to the Concession | (871,105) | (816,277) | ||||||
Net Property, Plant and Equipment | 5,887,703 | 5,556,192 | ||||||
The average depreciation rate of the assets is approximately 5.0% p.a. for the distributors and 2.6% p.a. for the generators.
Special obligations linked to the Concession - These are the amounts received from the consumers and donations not conditional on any return and subsidies for investments intended to meet requests for energy supply in the distribution operations. In accordance the procedures laid down in ANEEL Order n° 234, of October 31, 2006, Official Circular n° 1,314, of June 27, 2007, establishes that the effects of the quotas for reintegration of the values of assets formed with funds from the Special Obligations will only be eliminated in the accounting results, by amortization of these obligations, as from the second Tariff Review cycle, irrespective of the date of formation.
30
( 15 ) INTEREST, LOANS AND FINANCING |
Consolidated | ||||||||||||||||
June 30, 2007 | March 31, 2007 | |||||||||||||||
Interest Current and Non current |
Principal | Total | Interest Current and Non current |
Principal | Total | |||||||||||
Current | Non current | Current | Non current | |||||||||||||
LOCAL CURRENCY | ||||||||||||||||
BNDES - Power Increases (PCH's) | 203 | 4,768 | 30,539 | 35,510 | 170 | 4,408 | 23,618 | 28,196 | ||||||||
BNDES - Investment | 4,083 | 214,946 | 1,341,217 | 1,560,246 | 3,158 | 205,742 | 1,219,127 | 1,428,027 | ||||||||
BNDES - Parcel "A", RTE and Free Energy | 1,624 | 302,593 | 1,182 | 305,399 | 291 | 341,877 | 50,572 | 392,740 | ||||||||
Furnas Centrais Elétricas S.A. | - | 4,865 | 132,866 | 137,731 | - | - | 131,424 | 131,424 | ||||||||
Financial Institutions | 35,660 | 587,077 | 143,936 | 766,673 | 25,484 | 150,775 | 144,890 | 321,149 | ||||||||
Other | 545 | 30,708 | 21,968 | 53,221 | 656 | 31,032 | 21,591 | 53,279 | ||||||||
Subtotal | 42,115 | 1,144,957 | 1,671,708 | 2,858,780 | 29,759 | 733,834 | 1,591,222 | 2,354,815 | ||||||||
FOREIGN CURRENCY | ||||||||||||||||
IDB | 728 | 3,304 | 67,105 | 71,137 | 812 | 3,453 | 71,474 | 75,739 | ||||||||
Financial Institutions | 18,231 | 212,533 | 536,741 | 767,505 | 15,679 | 167,785 | 549,459 | 732,923 | ||||||||
Subtotal | 18,959 | 215,837 | 603,846 | 838,642 | 16,491 | 171,238 | 620,933 | 808,662 | ||||||||
Total | 61,074 | 1,360,794 | 2,275,554 | 3,697,422 | 46,250 | 905,072 | 2,212,155 | 3,163,477 | ||||||||
31
Consolidated | ||||||||||
LOCAL CURRENCY | June 30, 2007 | March 31, 2007 | Remuneration | Amortization | Collateral | |||||
BNDES - Power Increases (PCH's) | ||||||||||
CPFL Geração | 6,221 | 6,817 | TJLP + 3,5%p.a. | 84 monthly installments from February 2003 | Guarantee of CPFL Paulista | |||||
CPFL Geração | 333 | 391 | UMBND + 3,5% p.a. | 84 monthly installments from February 2003 | Guarantee of CPFL Paulista | |||||
CPFL Geração | 3,364 | 3,627 | TJLP + 4%p.a. | 72 monthly installments from September 2004 | Guarantee of CPFL Energia | |||||
CPFL Geração | 451 | 521 | UMBND + 4% p.a. | 72 monthly installments from September 2004 | Guarantee of CPFL Energia | |||||
CPFL Geração | 7,904 | 7,210 | TJLP + 4,3% p.a. | 75 monthly installments from September 2007 | Guarantee of CPFL Energia | |||||
CPFL Geração | 7,209 | 6,623 | TJLP + 4,3% p.a. | 36 monthly installments from July 2008 | Guarantee of CPFL Energia | |||||
CPFL Geração | 99 | - | TJLP + 3,1% p.a. | 36 monthly installments from July 2008 | Guarantee of CPFL Energia | |||||
CPFL Geração | 9,929 | 3,007 | TJLP + 3,1% p.a. s | 72 monthly installments from July 2008 | Guarantee of CPFL Energia | |||||
BNDES - Investment | ||||||||||
CPFL Paulista - FINEM I | 5,093 | 6,784 | TJLP + 3,25% p.a. | 78 monthly installments from October 2000 and October 2001 | Revenue | |||||
CPFL Paulista - FINEM II | 221,651 | 237,267 | TJLP + 5,4% p.a. | 48 monthly installments from January 2007 | Guarantee of CPFL Energia and receivables | |||||
CPFL Paulista - FINEM III | 71,754 | - | TJLP + 3,3% p.a. | 72 monthly installments from January 2008 | Guarantee of CPFL Energia and receivables | |||||
RGE - FINEM I | 143,745 | 125,065 | TJLP + 3,5% a 5,0% p.a. | monthly installments from October 2000 to December 2012 | Revenue collection/Promissory Notes/Reserve Account | |||||
RGE - FINEM II | 6,416 | 7,932 | UMBNDES + 4,5% p.a (1) | 36 monthly installments from February 2006 | Revenue collection/reserve account | |||||
CPFL Piratininga - FINEM I | 82,533 | 88,349 | TJLP + 5,4%p.a. | 48 monthly installments from January 2007 | Guarantee of CPFL Energia and receivables | |||||
CPFL Piratininga - FINEM II | 87,721 | - | TJLP + 3,3% p.a. | 72 monthly installments from January 2008 | Guarantee of CPFL Energia and receivables | |||||
BAESA | 174,379 | 178,114 | TJLP + 3,125%p.a. | 144 monthly installments from September 2006 and November 2006 | Letters of Credit | |||||
BAESA | 39,562 | 42,914 | UMBND + 3,125% p.a. | 144 monthly installments from November 2006 | Letters of Credit | |||||
ENERCAN | 387,812 | 399,079 | TJLP + 4%p.a. | 144 monthly installments from April 2007 | Letters of Credit | |||||
ENERCAN | 25,733 | 28,399 | UMBND + 4% p.a. | 144 monthly installments from April 2007 | Letters of Credit | |||||
CERAN | 270,990 | 268,291 | TJLP + 5%p.a. | 120 monthly installments from December 2005 | Guarantee of CPFL Energia | |||||
CERAN | 28,684 | 30,202 | UMBND + 5% p.a. | 120 monthly installments from December 2007 | Guarantee of CPFL Energia | |||||
CERAN | 14,173 | 15,631 | UMBND + 5% p.a. (2) | 120 monthly installments from February 2006 | Guarantee of CPFL Energia | |||||
BNDES - Parcel "A", RTE and Free Energy | ||||||||||
CPFL Paulista - RTE | - | 13,413 | Selic + 1% p.a. | 62 monthly installments from March 2002 | Receivables | |||||
CPFL Paulista - Parcel "A" | 298,223 | 344,676 | Selic + 1% p.a. | 13 monthly installments from May 2007 | Receivables | |||||
RGE - Free Energy | 1,919 | 2,597 | Selic + 1% p.a. | 60 monthly installments from March 2003 | Receivables | |||||
CPFL Piratininga - Parcel "A" | - | 27,276 | Selic + 1% p.a. | 9 monthly installments from September 2006 | Receivables | |||||
Santa Cruz - RTE | 735 | 2,909 | Selic + 1% p.a. | 65 monthly installments from March 2002 | Revenue | |||||
CMS Energy - RTE | 3,140 | - | Selic + 1% p.a. | 79 monthly installments from March 2002 | Receivables | |||||
CPFL Geração - Free Energy | 1,382 | 1,869 | Selic + 1% p.a. | 60 monthly installments from March 2003 | Guarantee of CPFL Paulista | |||||
Furnas Centrais Elétricas S.A. | ||||||||||
CPFL Geração | 137,731 | 131,424 | IGP-M + 10% p.a. | 24 monthly installments from August 2008 | Energy produced by plant | |||||
Financial Institutions | ||||||||||
Parent company | ||||||||||
BB Banco de Investimento | 214,629 | - | 101,9% CDI | 1 installment in December 2007 | Promissory notes | |||||
Citibank | 225,925 | - | 101,9% CDI | 1 installment in December 2007 | Promissory notes | |||||
CPFL Paulista | ||||||||||
Banco do Brasil - Law 8727 | 49,617 | 50,828 | Variação do IGPM + 7,42% p.a. | 240 monthly installments from May 1994 | Receivables | |||||
RGE | ||||||||||
Banco Itaú BBA | 103,846 | 100,753 | 106.0% of CDI (109.0% of Dec,2006) | 1 installment in March 2011 | No guarantee | |||||
Banco Santander I | 2,638 | 5,288 | 105.0% of CDI (CDI + 2,0% p.a. of Dec,2006) | Promissory notes | ||||||
7 quarterly installments from January 2006 | ||||||||||
Banco Santander II | 54,560 | 52,957 | 104.5% of CDI | 1 installment in January 2008 | No guarantee | |||||
Banco ABN AMRO Real | 78,699 | 76,014 | 107.5% of CDI | 02 installment in January 2008 and 01 installment in February 2008 | No guarantee | |||||
Banco do Brasil - Law 8727 | 36,383 | 35,309 | 105% of CDI | 1 installment in January 2008 | No guarantee | |||||
CPFL Brasil | ||||||||||
BNDES | 376 | - | TJLP + 2,84% p.a. | 36 monthly installments from May 2009 | Linked to the related asset | |||||
Other | ||||||||||
CPFL Paulista | ||||||||||
ELETROBRÁS | 7,646 | 8,333 | RGR + rate variable of 6% to 9% p.a. | Monthly installments up to July 2016 | Revenue/Promissory notes | |||||
Other | 6,809 | 7,011 | ||||||||
RGE | ||||||||||
FINEP | 1,483 | 1,602 | TJLP + 4.0% p.a. | 48 monthly installments from July 2006 | Receivables | |||||
ELETROBRÁS | 5,127 | 5,451 | RGR + rate variable of 6% to 6.5% p.a. | 120 monthly installment from August 2004 | Receivables/Promissory notes | |||||
Other | 18,314 | 18,275 | ||||||||
CPFL Piratininga | ||||||||||
ELETROBRÁS | 3,951 | 4,601 | 5% p.a. | Various | Promissory notes/Receivables | |||||
Outros | 758 | 779 | ||||||||
Santa Cruz | ||||||||||
ELETROBRÁS | 7,296 | 7,227 | 5% p.a. | 100 to 120 monthly installments from december 2002 | Revenues | |||||
CMS Energy | ||||||||||
ELETROBRÁS | 1,837 | - | 5% and 9% p.a. | Various | Revenues | |||||
Total Local Currency | 2,858,780 | 2,354,815 | ||||||||
FOREIGN CURRENCY | ||||||||||
IDB - Enercan | 71,137 | 75,739 | US$ + Libor + 3.5% p.a. | 49 quarterly installments from June 2007 | Guarantee of CPFL Energia | |||||
Financial Institutions | ||||||||||
Parent Company | ||||||||||
Banco do Brasil | 176,714 | - | Yen + 5.7778% p.a. (3) | 1 installment in September 2009 | No guarantee | |||||
Nova 4 | ||||||||||
Banco do Brasil | - | 193,531 | Yen + 5.7778% p.a. (3) | Debt transferred to the company through debt assumption | No guarantee | |||||
CPFL Paulista | ||||||||||
Debt Conversion Bond | 11,611 | 13,805 | US$ + 6-month Libor + 0.875% p.a. | 17 semiannual installments from April 2004 | Revenue/Government SP guaranteed | |||||
New Money Bond | 1,225 | 1,655 | US$ + 6-month Libor + 0.875% p.a. | 17 semiannual installments from April 2001 | Revenue/Government SP guaranteed | |||||
FLIRB | 1,243 | 1,679 | US$ + 6-month Libor + 0.8125% p.a. | 13 semiannual installments from April 2003 | Revenue/Government SP guaranteed | |||||
C-Bond | 14,561 | 16,942 | US$ + 8% p.a. | 21 semiannual installments from April 2004 | Revenue/Government SP guaranteed | |||||
Discount Bond | 17,018 | 18,391 | US$ + 6-month Libor + 0.8125% p.a. | 1 installment in April 2024 | Escrow deposits and revenue/ Gov.SP guarantee | |||||
PAR-Bond | 24,372 | 26,340 | US$ + 6% p.a. | 1 installment in April 2024 | Escrow deposits and revenue/ Gov.SP guarantee | |||||
Banco do Brasil | 140,623 | 154,005 | Yen + 5.7778% p.a. (4) | 1 installment in September 2009 | No guarantee | |||||
CPFL Piratininga | ||||||||||
Banco Itaú BBA | - | 83,263 | US$ + 5.7849% p.a. (5) | 1 installment in March 2008 - Settled in June 07 | No guarantee | |||||
CPFL Geração | ||||||||||
Banco do Brasil | 267,734 | 214,080 | Yen + 2.5% up tp 5.8% p.a. (6) | 1 installment in March 2008 and April 2010 | Guarantee of CPFL Energia | |||||
ENERCAN | ||||||||||
Banco Itaú BBA | 1,791 | 9,232 | US$ + Libor + 14.5 p.a (7) | 1 installment in July 2007 | No guarantee | |||||
Ceran | ||||||||||
Banco Santander | 24,295 | - | Yen + 1,75% p.a. (2) | 1 installment in July 2007 | No guarantee | |||||
Banco Bradesco | 18,283 | - | US$ + 6.5% p.a (8) | 1 installment in August 2007 | No guarantee | |||||
Foz de Chapecó | ||||||||||
Banco Bradesco | 68,035 | - | US$ + 6.5% p.a. (9) | 1 installment in December 2007 | No guarantee | |||||
Total Foreign Currency | 838,642 | 808,662 | ||||||||
Total | 3,697,422 | 3,163,477 | ||||||||
32
The Company and its subsidiaries hold swap operations converting the operation cost from exchange currency variation to interest tax rates in reais, corresponding to:
(1) 135.7% of CDI | (4) 103.5% of CDI | (7) 109.5% of CDI |
(2) 138.43% of CDI | (5) 103.25% and 103.7% of CDI | (8) 108% of CDI |
(3) 103.5% of CDI | (6) 103.25% up to 104.5% of CDI | (9) 104.6% of CDI |
Main funding:
Local Currency
BNDES Investment (FINEM III) - The subsidiary CPFL Paulista obtained approval for financing of R$ 156,543 from the Banco Nacional de Desenvolvimento Econômico e Social (BNDES) in 2007, part of a FINEM credit line, to be invested in the expansion and modernization of the Electricity System. The subsidiary CPFL Paulista received the amount of R$ 71,587 in the quarter and the remaining balance of R$ 84,956 is scheduled for release by December 2007. The interest will be paid on September 15 and December 15, 2007. As from January 15, 2008 the payments will be made monthly.
BNDES (FINEM II) The subsidiary CPFL Piratininga obtained approval for financing of R$ 121,574 from the BNDES in 2007, part of a FINEM credit line, to be invested in the expansion and modernization of the Electricity System. The subsidiary CPFL Piratininga received the amount of R$ 87,516 in the quarter and the remaining balance of R$ 34,058 is scheduled for release by December 2007. The interest will be paid on September 15 and December 15, 2007. As from January 15, 2008 the payments will be made monthly.
Banco Citibank S.A. e BB Banco de Investimento S.A the Company signed a public distribution agreement with Banco Citibank S.A. (Lead Coordinator) together with BB Banco de Investimento S.A. (Coordinator) for the issue of 40 promissory notes, with a nominal par value of R$ 11,250 each. A total of 39 commercial registered book-entry promissory notes was subscribed and paid up, in a single series, amounting to R$ 438,750, invested in the acquisition of CMS Energy Brasil S.A. The maturity will be on December 12, 2007.
Foreign Currency
Banco do Brasil In the second quarter of 2007, the subsidiary CPFL Geração contracted a credit line from the Banco do Brasil, in order to honor short-term commitments of R$ 80,000.
Banco Bradesco Foz do Chapecó contracted a short-term loan of R$ 80,000 (R$ 68,000 in proportion to the participation of the subsidiary CPFL Geração) in the quarter in order to finance construction of the Foz do Chapecó plant until the funds already approved by the BNDES are released.
RESTRICTIVE COVENANTS
The BNDES - FINEM III loan restricts the subsidiary CPFL Paulista on payment of dividends and interest on capital totaling more than the minimum mandatory dividend laid down by law without the approval of the BNDES and the lead bank in the transaction (Banco do Brasil); full compliance with the restrictive covenants established in the agreement; and maintenance of certain financial ratios with preestablished parameters, as follows:
a) Net financial indebtedness divided by EBITDA maximum of 3.0 from 2007 to 2013;
b) Net financial indebtedness divided by the sum of net financial indebtedness and net equity maximum of 0.80 in 2007 and 2008 and maximum of 0.75 from 2009 to 2013.
33
The BNDES - FINEM II loan restricts the subsidiary CPFL Piratininga on payment of dividends and interest on capital totaling more than the minimum mandatory dividend laid down by law without the approval of the BNDES and the lead bank in the transaction (Banco do Brasil); full compliance with the restrictive covenants established in the agreement; and maintenance of certain financial ratios with preestablished parameters, as follows:
a) Net financial indebtedness divided by EBITDA maximum of 2.5 in 2007, 3.0 in 2008 and maximum of 2.5 from 2009 to 2013;
b) Net financial indebtedness divided by the sum of net indebtedness and net equity maximum of 0.8 from 2007 to 2013.
Other loan and financing agreements are subject to certain restrictive covenants, including clauses that require the Company and its subsidiaries to maintain certain financial ratios within predefined parameters. Details of such restrictive covenants are presented on the financial statements as of December 31, 2006. The management of the Company and its subsidiaries monitor these indices systematically and constantly to guarantee that the contractual conditions are complied with. In the opinion of the management of the Company, these restrictive covenants and clauses are being adequately complied with.
( 16 ) DEBENTURES |
Consolidated | |||||||||||||||||||||||
Balances as of | |||||||||||||||||||||||
June 30, 2007 | March 31, 2007 | ||||||||||||||||||||||
Issued | Remuneration | Amortization Conditions | Collateral | Interest | Current | Non current | Total | Interest | Current | Non curre | Total | ||||||||||||
CPFL Paulista | |||||||||||||||||||||||
2nd Issue | |||||||||||||||||||||||
1st serie | 11,968 | 109% of the CDI | July 1, 2009. | Unsecured | 7,793 | - | 119,680 | 127,473 | 3,890 | - | 119,680 | 123,570 | |||||||||||
2nd series | 13,032 | IGP-M + 9.8% p.a. | July 1, 2009. | Unsecured | 14,096 | - | 146,265 | 160,361 | 10,409 | - | 145,701 | 156,110 | |||||||||||
3rd Issue | |||||||||||||||||||||||
1st serie | 64,000 | 104.4 of CDI | 1st installment in December 1, 2011, 2nd installment in December 1, 2012 and 3rd installment in December 1,2013. | Guarantee of CPFL Energia | |||||||||||||||||||
5,724 | - | 640,000 | 645,724 | 26,693 | - | 640,000 | 666,693 | ||||||||||||||||
CPFL Piratininga | 27,613 | - | 905,945 | 933,558 | 40,992 | - | 905,381 | 946,373 | |||||||||||||||
1st Issue | |||||||||||||||||||||||
Unique serie | 40,000 | 104% of the CDI | 50% on January 1, 2010 and remainder on January 1, 2011. | Guarantee of CPFL Energia | 24,816 | - | 400,000 | 424,816 | 12,395 | - | 400,000 | 412,395 | |||||||||||
RGE | |||||||||||||||||||||||
2nd Issue | |||||||||||||||||||||||
1st serie | 2,620 | IGP-M + 9.6% p.a. | 1 installment in April 2011 | Unsecured | 677 | - | 26,200 | 26,877 | 3,680 | - | 26,200 | 29,880 | |||||||||||
2nd serie | 20,380 | 106.0% of CDI | 1 installment in April 2009 | Unsecured | 6,153 | - | 203,800 | 209,953 | 13,406 | - | 203,800 | 217,206 | |||||||||||
6,830 | - | 230,000 | 236,830 | 17,086 | - | 230,000 | 247,086 | ||||||||||||||||
CPFL Geração | |||||||||||||||||||||||
Guarantee of CPFL Energia, Receivables and CPFL Geração common nominal shares | |||||||||||||||||||||||
1st Issue | 69,189 | TJLP + 4 to 5% p.a. | Semiannual with settlement in June 2009 | 2,318 | 143,242 | 157,567 | 303,127 | 11,848 | 136,415 | 230,622 | 378,885 | ||||||||||||
Baesa | |||||||||||||||||||||||
1st Issue | 9,000 | 105% of the CDI | Quarterly with settlement in August 2016. | Letters of Guarantee | 3,810 | - | 26,500 | 30,310 | 3,066 | - | 27,597 | 30,663 | |||||||||||
2nd Issue | 9,000 | IGP-M + 9.55% p.a. | Annually with settlement in August 2016. | Letters of Guarantee | 1,418 | - | 9,866 | 11,284 | 1,142 | - | 10,275 | 11,417 | |||||||||||
5,228 | - | 36,366 | 41,594 | 4,208 | - | 37,872 | 42,080 | ||||||||||||||||
66,805 | 143,242 | 1,729,878 | 1,939,925 | 86,529 | 136,415 | 1,803,875 | 2,026,819 | ||||||||||||||||
RESTRICTIVE COVENANTS
The debentures are subject to certain restrictive covenants, including clauses that require the subsidiaries to comply with certain financial ratios within pre-established parameters. Details of such restrictive covenants are presented on the financial statements as of December 31, 2006. In the opinion of Management of the subsidiary such restrictive and clauses are keeping adequately.
34
( 17 ) SUPPLIERS |
Consolidated | ||||
June 30, | March 31, | |||
Current | 2007 | 2007 | ||
System Service Charges | 4,402 | 4,920 | ||
Energy Purchased | 526,616 | 491,463 | ||
Electricity Network Usage Charges | 88,713 | 77,878 | ||
Materials and Services | 112,439 | 94,382 | ||
Co-Generators | 21,134 | 4,289 | ||
Regulatory Liability (note 3) | 70,878 | 84,254 | ||
Other | 11,996 | 10,796 | ||
Total | 836,178 | 767,982 | ||
Non current | ||||
Regulatory Liability (note 3) | 1,097 | - | ||
( 18 ) TAXES AND SOCIAL CONTRIBUTIONS PAYABLE |
Consolidated | ||||||||
Current | Non current | |||||||
June 30, | March 31, | June 30, | March 31, | |||||
2007 | 2007 | 2007 | 2007 | |||||
ICMS (State VAT) | 303,168 | 300,177 | - | - | ||||
PIS (Tax on Revenue) | 12,805 | 14,535 | 54 | 100 | ||||
COFINS (Tax on Revenue) | 55,398 | 64,944 | 816 | 461 | ||||
IRPJ (Corporate Income Tax) | 133,130 | 116,011 | 11,015 | 11,975 | ||||
CSLL (Social Contribution Tax) | 36,873 | 41,178 | 3,719 | 4,310 | ||||
IRRF (Withholding tax on equity interest) | 10,570 | - | - | - | ||||
Other | 17,284 | 14,999 | - | - | ||||
Total | 569,228 | 551,844 | 15,604 | 16,846 | ||||
( 19 ) EMPLOYEE PENSION PLANS |
The subsidiaries CPFL Paulista, CPFL Piratininga and CPFL Geração, through Fundação CESP, and the indirect subsidiary RGE, through Fundação CEEE de Seguridade Social - ELETROCEEE, and the indirect subsidiary Santa Cruz, through FUNSEJEM Fundação Senador José Ermínio de Moraes, sponsor supplementary retirement and pension plans for their employees. The main characteristics of these plans are as follows:
I CPFL Paulista
A Proportional Supplementary Defined Benefit (BSPS) and a Mixed Benefit Plan are currently in effect for the employees of the subsidiary CPFL Paulista.
At the time of modification of the Pension Plan in September 1997, the subsidiary recognized an obligation to pay in respect of the plan deficit determined at the time by the external actuaries of the Fundação CESP. This deficit will be liquidated in 260 installments, amortized monthly, plus interest of 6% p.a. and restatement based on the IGP-DI (FGV). Through the contractual addendum celebrated with Fundação CESP in July 25, 2006, the obligation will be settled in 175 monthly installments and 14 annualy installments, maturing in July 31, 2020. The balance of the liability, as of June 30, 2007 is R$ 569,034 (R$ 572,017 as of March 31, 2007).
35
II CPFL Piratininga
As a result of the split-off of Bandeirante Energia S.A. (the Subsidiarys predecessor), the subsidiary CPFL Piratininga assumed the responsibility for the actuarial liabilities for its retired employees up to the date of the split-off, as well as the responsibilities relating to the active employees transferred to CPFL Piratininga.
A Proportional Supplementary Defined Benefit (BSPS) and a Mixed Benefit Plan are currently in effect for the employees of CPFL Piratininga.
In September 1997, through a contractual instrument of adjustment of reserves to be amortized, Eletropaulo Metropolitana El São Paulo S.A. (the predecessor of Bandeirante) recognized an obligation to pay referring to the plan deficit determined at the time by the external actuaries of the Fundação CESP, to be liquidated in 260 installments, amortized on a monthly basis, plus interest of 6% p.a. and restatement based on the IGP-DI (FGV). Through the contractual addendum celebrated with Fundação CESP in July 25, 2006, the obligation will be settled in 183 monthly installments and 15 annualy installments, maturing in March 1, 2021.The balance of the liability, which is restated annually in line with the evolution of the actuarial deficit calculated in accordance with the criteria of the Supplementary Pensions Department as of June 30, 2007 is R$ 159,317 (R$ 160,021 as of March 31, 2007).
III RGE
A defined benefit type plan, with a benefit level equal to 100% of the adjusted average of the most recent salaries, including the presumed Social Security benefit, with a Segregated Net Asset administered by ELETROCEEE. Only those employed prior to the spin-off from CEEE to RGE are entitled to this benefit.
IV SANTA CRUZ
In July 2001, the subsidiary Santa Cruz joined FUNSEJEM, a not-for-profit private welfare fund for employees of Votorantim Group companies, offering them all the opportunity to participate. In accordance with the fund's regulations, the subsidiary Santa Cruz contributes to FUNSEJEM the same amount as the employees, in accordance with the employees' remuneration levels (defined contribution). Voluntary contributions may also be made to FUNSEJEM.
V CPFL Geração
A Proportional Supplementary Defined Benefit (BSPS) and a Mixed Benefit Plan are currently in effect for the employees of CPFL Geração.
With the modification of the Pension Plan, in September 1997, at that time maintained by CPFL Paulista, the subsidiary recognized an obligation to pay referring to the plan deficit determined at the time by the external actuaries of the Fundação CESP. The deficit is being liquidated in 260 monthly installments, plus interest of 6% p.a. and monetary restatement based on the IGP-DI (FGV). Through the contractual addendum celebrated with Fundação CESP in July 25, 2006, the obligation will be settled in 178 monthly installments and 14 annualy installments, maturing in October 31, 2020.The balance of the liability, which is restated annually in line with the evolution of the actuarial deficit calculated in accordance with the criteria of the Supplementary Pensions Department as of June 30, 2007 is R$ 11,491 (R$ 11,548 as of March 31, 2007).
36
The movements occurred in the quarter, in the net actuarial liabilities are as follows:
June 30, 2007 | |||||||||
CPFL | CPFL | CPFL | |||||||
Paulista | Piratininga | RGE | Geração | Consolidated | |||||
Net actuarial liability at the beginning of the quarter | 610,730 | 163,024 | (1,716) | 11,388 | 783,426 | ||||
Income recognized in income statement | (9,005) | (1,604) | (1,743) | (229) | (12,581) | ||||
Sponsor's Contributions during the period | (14,746) | (4,133) | 14 | (307) | (19,172) | ||||
Net actuarial liability at the end of the period | 586,979 | 157,287 | (3,445) | 10,852 | 751,673 | ||||
Other contributions | 8,895 | 338 | 31,111 | 214 | 40,558 | ||||
TOTAL | 595,874 | 157,625 | 27,666 | 11,066 | 792,231 | ||||
Current | 58,801 | 17,919 | 4,476 | 1,462 | 82,658 | ||||
Non current | 537,073 | 139,706 | 23,190 | 9,604 | 709,573 | ||||
595,874 | 157,625 | 27,666 | 11,066 | 792,231 | |||||
The expenses (income) recognized are as follows:
2nd Quarter 2007 | ||||||||||
CPFL | CPFL | CPFL | ||||||||
Paulista | Piratininga | RGE | Geração | Consolidated | ||||||
Cost of service | 262 | 1,022 | 225 | 22 | 1,531 | |||||
Interest on actuarial liabilities | 64,878 | 16,272 | 2,831 | 1,363 | 85,344 | |||||
Expected return on assets | (74,137) | (18,424) | (3,834) | (1,614) | (98,009) | |||||
Unrecognized cost of past service | - | 3 | - | - | 3 | |||||
Unrecognized actuarial gains | - | - | (965) | - | (965) | |||||
Subtotal | (8,997) | (1,127) | (1,743) | (229) | (12,096) | |||||
Expected contributions from participants | (8) | (477) | - | - | (485) | |||||
Total | (9,005) | (1,604) | (1,743) | (229) | (12,581) | |||||
2nd Quarter 2006 | ||||||||||
CPFL | CPFL | CPFL | ||||||||
Paulista | Piratininga | RGE | Geração | Consolidated | ||||||
Cost of service | 229 | 1,139 | 158 | 16 | 1,542 | |||||
Interest on acturial liabilities | 65,594 | 16,136 | 2,486 | 1,408 | 85,624 | |||||
Expected return on assets | (67,253) | (16,813) | (3,067) | (1,471) | (88,604) | |||||
Unrecognized cost of past service | - | 3 | - | - | 3 | |||||
Unrecognized actuarial - gains | - | - | (422) | - | (422) | |||||
Increase liabilities due to adoption of CMV No. 371 | 4,044 | 8,196 | 495 | 81 | 12,816 | |||||
Subtotal | 2,614 | 8,661 | (350) | 34 | 10,959 | |||||
Expected contributions from participants | (6) | (513) | (10) | - | (529) | |||||
Total | 2,608 | 8,148 | (360) | 34 | 10,430 | |||||
In the income statement, the expenses and (income) were recorded under the following captions:
2nd Quarter 2007 | ||||||||||
CPFL | CPFL | CPFL | ||||||||
Paulista | Piratininga | RGE | Geração | Consolidated | ||||||
Operating Cost | (9,005) | (1,604) | (1,743) | 13 | (12,339) | |||||
Operating Expenses | - | - | - | (242) | (242) | |||||
Total | (9,005) | (1,604) | (1,743) | (229) | (12,581) | |||||
37
2nd Quarter 2006 | |||||||||
CPFL | CPFL | CPFL | |||||||
Paulista | Piratininga | RGE | Geração | Consolidated | |||||
Operating Cost | (1,436) | (49) | (360) | 12 | (1,833) | ||||
Operating Expenses | - | - | - | (59) | (59) | ||||
Extraordinary Item net of Tax Effects | 2,669 | 5,410 | - | 61 | 8,140 | ||||
Taxation of Extraordinary Item | 1,375 | 2,787 | - | 20 | 4,182 | ||||
Total | 2,608 | 8,148 | (360) | 34 | 10,430 | ||||
The extraordinary item recorded in 2006, refers to the plan deficit as of December 31, 2001, on adoption of CVM No. 371, which was deferred and amortized in subsequent years, and finalized as of December 31, 2006.
( 20 ) REGULATORY CHARGES |
Consolidated | ||||
June 30, | March | |||
2007 | 31,2007 | |||
Global Reverse Fund - RGR | 4,471 | 4,498 | ||
ANEEL Inspection Fee | 1,903 | 1,733 | ||
Fuel Consumption Account - CCC | 33,601 | 29,809 | ||
Energy Development Account - CDE | 30,855 | 30,728 | ||
Total | 70,830 | 66,768 | ||
( 21 ) RESERVE FOR CONTINGENCIES |
Consolidated | |||||||||||||||
June 30, 2007 | March 31, 2007 | ||||||||||||||
Reserve for contingencies - Gross | Escrow Deposits related to Contingencies (1) | Reserve for Contingencies, net |
Other deposits, Judicial (2) | Reserve for contingencies - Gross | Escrow Deposits related to Contingencies (1) | Reserve for Contingencies, net |
Other deposits, Judicial (2) | ||||||||
Labor | |||||||||||||||
Various | 68,581 | 50,101 | 18,480 | 23,966 | 65,446 | 43,483 | 21,963 | 22,709 | |||||||
Civil | |||||||||||||||
General Damages | 15,386 | 13,299 | 2,087 | 14,176 | 18,791 | 15,522 | 3,269 | 9,526 | |||||||
Tariff Increase | 17,422 | 3,016 | 14,406 | 7,903 | 18,849 | 11,387 | 7,462 | 5,287 | |||||||
Energy Purchased | 40,809 | 28,167 | 12,642 | - | 40,809 | 28,167 | 12,642 | - | |||||||
Other | 8,200 | 7,077 | 1,123 | 11,752 | 6,059 | 6,059 | - | 484 | |||||||
81,817 | 51,559 | 30,258 | 33,831 | 84,508 | 61,135 | 23,373 | 15,297 | ||||||||
Tax | |||||||||||||||
FINSOCIAL | 18,083 | 18,083 | - | 33,440 | 18,011 | 18,011 | - | 33,307 | |||||||
Increase on basis - PIS and COFINS | 2,917 | - | 2,917 | 301 | 894 | - | 894 | 301 | |||||||
Interest on Shareholders Equity - PIS | |||||||||||||||
and COFINS | 33,922 | - | 33,922 | - | 26,750 | - | 26,750 | - | |||||||
Income Tax | 47,646 | 27,684 | 19,962 | 1,935 | 45,760 | 25,714 | 20,046 | 1,325 | |||||||
Other | 7,499 | 2,995 | 4,504 | 12,091 | 3,329 | - | 3,329 | 19,579 | |||||||
110,067 | 48,762 | 61,305 | 47,767 | 94,744 | 43,725 | 51,019 | 54,512 | ||||||||
Total | 260,465 | 150,422 | 110,043 | 105,564 | 244,698 | 148,343 | 96,355 | 92,518 | |||||||
The changes in the balances in the quarter ended June 30, 2007, are as follows:
38
Consolidated | |||||||||||||
March 31, 2007 |
Added due to acquisition of company | Addition | Reversal | Payment | Monetary Restatement |
June 30, 2007 |
|||||||
Labor | 65,446 | 1,788 | 4,176 | (364) | (2,465) | - | 68,581 | ||||||
Civil | 84,508 | 1,160 | 10,204 | (2,592) | (11,463) | - | 81,817 | ||||||
Tax | 94,744 | 6,205 | 8,542 | (365) | (2) | 943 | 110,067 | ||||||
Reserve for Contingencies - | |||||||||||||
Gross | 244,698 | 9,153 | 22,922 | (3,321) | (13,930) | 943 | 260,465 | ||||||
Escrow Deposits (1) + (2) | 240,861 | 5,815 | 39,385 | (19,520) | (13,203) | 2,648 | 255,986 | ||||||
The reserves for contingencies were based on appraisal of the risks of losing litigation to which the Company and its subsidiaries are parties, where a loss is probable in the opinion of the legal advisers and the management of the Company and its subsidiaries. Details of the reserves for contingencies are presented on the financial statements as of December 31, 2006.
a) Possible Losses: The Company and its subsidiaries are parties to other suits in which, management, supported by its legal advisers, believes that the chances of a successful outcome are possible, due to a solid defensive base in these cases. These questions do not yet indicate a trend in the decisions of the courts or any other decision in similar proceedings considered probable or remote, and therefore no provision has been established for these. As of June 30, 2007, the claims relating to possible losses were as follows: (i) R$ 203,938 for labor suits (R$ 173,035 as of March 31, 2007); (ii) R$ 490,382 for civil suits, mainly for civil suits for personal injuries, environmental damages and tariff increases (R$ 455,756 as of March 31, 2007); and (iii) R$ 425,598 in respect of tax suits, relating basically to Income Tax, ICMS, FINSOCIAL and PIS and COFINS (R$ 347,993 as of March 31, 2007).
Based on the opinion of their legal advisers, the Managements of the Company and of its subsidiaries consider that there are no significant contingent risks that are not covered by adequate provisions in the Interim Financial Statements, or that might result in the significant impact on future earnings.
39
( 22 )OTHER ACCOUNTS PAYABLE | ||
Consolidated | ||||||||
Current | Non current | |||||||
June 30, | March 31, | June 30, | March 31, | |||||
2007 | 2007 | 2007 | 2007 | |||||
Consumers and Concessionaires | 56,400 | 53,463 | - | - | ||||
Regulatory Liability (note 3) | 193,765 | 216,403 | 444 | 250 | ||||
Energy Efficiency Program - PEE | 47,442 | 38,150 | 52,843 | 53,277 | ||||
Research & Development - P&D | 35,981 | 30,580 | 40,058 | 40,457 | ||||
National Scientific and Technological Development | ||||||||
Fund - FNDCT | 26,870 | 26,531 | 3,884 | 5,364 | ||||
Energy Research Company - EPE | 13,687 | 13,434 | 1,325 | 2,176 | ||||
Fund for Reversal | - | - | 17,751 | 17,750 | ||||
Advances | 38,741 | 4,932 | - | - | ||||
Interest on Compulsory Loan | 4,334 | 5,811 | - | - | ||||
Emergency Charges (ECE/EAEE) | 6,746 | 6,815 | - | - | ||||
Provision for Environmental Expenses | 1,101 | - | 7,247 | 12,929 | ||||
Payroll | 9,108 | 4,688 | - | - | ||||
Profit sharing | 16,170 | 28,371 | - | - | ||||
Other | 50,072 | 29,358 | 6,800 | 7,194 | ||||
Total | 500,417 | 458,536 | 130,352 | 139,397 | ||||
( 23 ) SHAREHOLDERS EQUITY |
The participation of the shareholders in the Equity of the Company as of June 30, 2007 and March 31, 2007 are distributed as follows:
Total Shares | ||||||||
June 30, 2007 | March 31, 2007 | |||||||
Common | Interest | Common | Interest | |||||
Shareholders | Shares | % | Shares | % | ||||
VBC Energia S.A. | 139,002,671 | 28.97 | 139,002,673 | 28.97 | ||||
521 Participações S.A. | 149,230,373 | 31.11 | 149,230,373 | 31.11 | ||||
Bonaire Participações S.A. | 60,713,511 | 12.65 | 60,713,511 | 12.65 | ||||
BNDES Participações S.A. | 24,789,436 | 5.17 | 24,789,436 | 5.17 | ||||
Brumado Holdings S.A. | 28,420,052 | 5.92 | 28,420,052 | 5.92 | ||||
Board Members | 12 | 0.00 | 11 | 0.00 | ||||
Executive Officers | 30,795 | 0.01 | 29,657 | 0.01 | ||||
Other Shareholders | 77,569,880 | 16.17 | 77,571,017 | 16.17 | ||||
Total | 479,756,730 | 100.00 | 479,756,730 | 100.00 | ||||
40
Interest on Shareholders Equity and Dividend
Parent Company | ||||
June 30, 2007 | March 31, 2007 | |||
Interest on Shareholders Equity Payable | ||||
Other Shareholders | 450 | 453 | ||
Subtotal | 450 | 453 | ||
Dividend Payable | ||||
VBC Energia S.A. | 244,066 | 209,163 | ||
521 Participações S.A. | 262,024 | 224,553 | ||
Bonaire Participações S.A. | 106,603 | 91,358 | ||
BNDES Participações S.A. | 43,526 | 37,302 | ||
Other Shareholders | 193,664 | 163,921 | ||
Subtotal | 849,883 | 726,297 | ||
Total | 850,333 | 726,750 | ||
23.1 Payment of Dividend
The Company paid a dividend of R$ 718,792 in the quarter in respect of the dividends declared and provided as of December 31, 2006. Additionally, in accordance with the bylaws, Management approved the declaration of an interim dividend of R$ 842,375, equivalent to R$ 1.755837558 per share, in respect of the results for the first half year of 2007.
41
( 24 ) OPERATING REVENUES |
Consolidated | ||||||||
2007 | 2006 | |||||||
Revenue from Eletric Energy Operations | 2nd Quarter | 1st Half | 2nd Quarter | 1st Half | ||||
Consumer class | ||||||||
Residential | 1,123,370 | 2,251,479 | 952,349 | 1,880,135 | ||||
Industrial | 1,026,854 | 1,947,404 | 894,634 | 1,673,222 | ||||
Commercial | 627,497 | 1,251,498 | 514,894 | 1,026,091 | ||||
Rural | 112,428 | 214,823 | 86,208 | 162,428 | ||||
Public Administration | 91,390 | 171,011 | 76,004 | 140,202 | ||||
Public Lighting | 68,162 | 134,507 | 58,977 | 116,050 | ||||
Public Services | 113,945 | 217,618 | 95,227 | 181,359 | ||||
Billed | 3,163,646 | 6,188,340 | 2,678,293 | 5,179,487 | ||||
Unbilled (Net) | (62,892) | (33,159) | (1,749) | 46,903 | ||||
Emergency Charges - ECE/EAEE | 20 | 30 | 21 | 3,039 | ||||
Realization of Extraordinary Tariff Adjustment (note 3 a) | (53,822) | (109,737) | (66,216) | (130,762) | ||||
Realization of Free Energy (note 3 a) | (17,916) | (37,640) | (25,616) | (49,580) | ||||
Tariff Review - Remuneration Base (note 3 b.1) | 2,054 | 4,064 | - | - | ||||
Realization of Tariff Review - Remuneration Base (note 3 b.1) | (11,334) | (21,992) | 28,954 | 64,831 | ||||
Tariff Review - Depreciation (note 3 b.1) | - | 6,310 | 2,593 | 5,158 | ||||
Realization of Tariff Review - Depreciation (note 3 b.1) | (11,385) | (11,385) | - | - | ||||
2005 Tariff Adjustment -Purchase of electric energy from Itaipu (note 3 b.2) | - | - | 678 | 15,152 | ||||
Realization of 2005 Tariff Adjustment -Purchase of electric energy from Itaipu (note 3 b.2) | (934) | (13,052) | (9,021) | (9,021) | ||||
Tariff Adjustment -Other (note 3.b.2) | 7,856 | 25,015 | - | 1,863 | ||||
Realization of Tariff Adjustment -Other (note 3.b.2) | (11,545) | (12,009) | (831) | (1,328) | ||||
PIS and COFINS - Generators Pass-Through (note 3 b.2) | 2,520 | (7,972) | 356 | (32,513) | ||||
Realization PIS and COFINS - Generators Pass-Through (note 3 b.2) | 1,956 | 11,976 | 3,395 | (1,991) | ||||
Discount of Tariff Adjustment TUSD and Irrigation (note 3.b.5) | 18,910 | 33,690 | 8,391 | 18,023 | ||||
Realizationof discount of Tariff Adjustment TUSD and Irrigation (note 3.b.5) | (10,273) | (13,673) | (2,436) | (3,376) | ||||
ELECTRICITY SALES TO FINAL CONSUMERS | 3,016,861 | 6,008,806 | 2,616,812 | 5,105,885 | ||||
Furnas Centrais Elétricas S.A. | 74,499 | 148,214 | 71,765 | 128,632 | ||||
Other Concessionaires and Licensees | 75,878 | 119,502 | 44,448 | 102,573 | ||||
Current Electric Energy | 3,123 | 17,386 | 5,275 | 6,378 | ||||
ELECTRICITY SALES TO WHOLESALER | 153,500 | 285,102 | 121,488 | 237,583 | ||||
Revenue due to Network Usage Charge - TUSD | 200,301 | 398,830 | 166,931 | 320,871 | ||||
Low Income Consumer´s Subsidy (note 3 d) | 6,623 | 503 | 4,763 | 9,799 | ||||
Other Revenue and Income | 32,302 | 58,074 | 27,957 | 53,191 | ||||
OTHER OPERATING REVENUES | 239,226 | 457,407 | 199,651 | 383,861 | ||||
Total | 3,409,587 | 6,751,315 | 2,937,951 | 5,727,329 | ||||
2007 | 2006 | |||||||
Revenue from Eletric Energy Operations - Consolidated - GWh (*) | 2nd Quarter | 1st Half | 2nd Quarter | 1st Half | ||||
Consumer class | ||||||||
Residential | 2,635 | 5,322 | 2,320 | 4,589 | ||||
Industrial | 4,087 | 7,962 | 4,075 | 7,981 | ||||
Commercial | 1,624 | 3,286 | 1,384 | 2,837 | ||||
Rural | 587 | 1,132 | 459 | 867 | ||||
Public Administration | 251 | 474 | 216 | 410 | ||||
Public Lighting | 314 | 625 | 283 | 559 | ||||
Public Services | 401 | 784 | 359 | 716 | ||||
Billed | 9,899 | 19,585 | 9,096 | 17,959 | ||||
Own Consumption | 7 | 14 | 6 | 13 | ||||
Electric Energy distributed | 9,906 | 19,599 | 9,102 | 17,972 | ||||
Furnas Centrais Elétricas S.A. | 754 | 1,501 | 755 | 1,501 | ||||
Other Concessionaires and Licensees | 1,110 | 1,785 | 836 | 1,931 | ||||
Current Electric Energy | 537 | 1,193 | 361 | 572 | ||||
ELECTRICITY SALES TO WHOLESALER | 2,401 | 4,479 | 1,952 | 4,004 | ||||
42
June 30, | June 30, | |||
Number of consumers (*) | 2007 | 2006 | ||
Consumer class | ||||
Residential | 5,146,147 | 4,869,604 | ||
Industrial | 83,061 | 81,282 | ||
Commercial | 465,381 | 445,943 | ||
Rural | 248,651 | 235,230 | ||
Public Administration | 38,785 | 36,250 | ||
Public Lighting | 3,280 | 2,139 | ||
Public Services | 5,951 | 5,574 | ||
TOTAL | 5,991,256 | 5,676,022 | ||
(*) Not reviewed by the auditors.
( 25 ) COST OF ELECTRIC ENERGY |
Consolidated | ||||||||
2007 | 2006 | |||||||
Electricity Purchased for Resale | 2nd Quarter | 1st Half | 2nd Quarter | 1st Half | ||||
Energy Purchased in Restricted Framework - ACR | ||||||||
Itaipu Binacional | 254,533 | 508,595 | 220,981 | 436,371 | ||||
Furnas Centrais Elétricas S.A. | 21,876 | 42,658 | 14,027 | 27,827 | ||||
CESP - Cia Energética de São Paulo | 7,752 | 16,996 | 5,603 | 11,733 | ||||
Cia de Geração de Energia Elétrica do Tietê | 7,498 | 15,405 | 7,902 | 14,771 | ||||
Duke Energy Inter. Ger. Paranapanema S.A. | 25,879 | 56,715 | 19,439 | 41,922 | ||||
Tractebel Energia S.A. | 249,256 | 500,526 | 187,227 | 369,478 | ||||
Petróleo Brasileiro S.A. Petrobrás | 43,637 | 87,737 | 45,022 | 98,537 | ||||
EMAE - Empresa Metropolitana de Águas e Energia | 434 | 945 | 282 | 595 | ||||
Cia Estadual Energia Elétrica - CEEE | 1,416 | 3,183 | 894 | 1,941 | ||||
AES Uruguaiana Ltda. | 35,905 | 72,536 | 22,950 | 49,045 | ||||
Câmara de Comercialização de Energia Elétrica - CCEE | 3,926 | 4,626 | 3,625 | 4,020 | ||||
Other | 73,058 | 144,490 | 41,272 | 84,621 | ||||
725,170 | 1,454,412 | 569,224 | 1,140,861 | |||||
Energy Purchased in the Free Market - ACL | 335,667 | 627,884 | 338,149 | 646,153 | ||||
1,060,837 | 2,082,296 | 907,373 | 1,787,014 | |||||
Deferral/Amortization liquid effect - CVA | 58,346 | (84,125) | (5,369) | (37,131) | ||||
Surplus of Energy (note 3 b.4) | (25,676) | (45,863) | (7,084) | (275) | ||||
Tarif Adjustments of 2006 and 2007 (note 3 b.2) | (22,700) | 75,935 | - | - | ||||
PIS and COFINS - Generators Pass-Through (note 3 b.2) | - | - | - | (30,722) | ||||
Credit of PIS and COFINS | (96,417) | (182,670) | (81,657) | (156,760) | ||||
Subtotal | 974,390 | 1,845,573 | 813,263 | 1,562,126 | ||||
Electricity Network Usage Charge | ||||||||
Basic Network Charges | 155,452 | 310,785 | 134,683 | 265,632 | ||||
Charges for Transmission from Itaipu | 16,712 | 32,103 | 16,243 | 32,146 | ||||
Connection Charges | 15,042 | 27,268 | 8,327 | 15,474 | ||||
System Service Charges - ESS | 737 | 9,423 | 1,244 | 4,653 | ||||
187,943 | 379,579 | 160,497 | 317,905 | |||||
Deferral and Amortization liquid effect - CVA | 3,234 | 8,216 | 49,842 | 96,420 | ||||
Credit of PIS and COFINS | (16,179) | (32,804) | (18,879) | (37,496) | ||||
Subtotal | 174,998 | 354,991 | 191,460 | 376,829 | ||||
Total | 1,149,388 | 2,200,564 | 1,004,723 | 1,938,955 | ||||
43
Consolidated | ||||||||
2007 | 2006 | |||||||
Electricity Purchased for Resale - GWh (*) | 2nd Quarter | 1st Half | 2nd Quarter | 1st Half | ||||
Energy Purchased in Restricted Framework - ACR | ||||||||
Itaipu Binacional | 2,742 | 5,432 | 2,654 | 5,223 | ||||
Furnas Centrais Elétricas S.A. | 297 | 585 | 196 | 400 | ||||
CESP - Cia Energética de São Paulo | 106 | 234 | 78 | 169 | ||||
Cia de Geração de Energia Elétrica do Tietê | 86 | 179 | 94 | 173 | ||||
Duke Energy Inter. Ger. Paranapanema S.A. | 267 | 590 | 205 | 446 | ||||
Tractebel Energia S.A. | 2,000 | 4,076 | 1,568 | 3,096 | ||||
Petróleo Brasileiro S.A. Petrobrás | 381 | 770 | 393 | 836 | ||||
EMAE - Empresa Metropolitana de Águas e Energia | 6 | 14 | 3 | 8 | ||||
Cia Estadual Energia Elétrica - CEEE | 19 | 45 | 13 | 28 | ||||
AES Uruguaiana Ltda. | 270 | 590 | 198 | 413 | ||||
Câmara de Comercialização de Energia Elétrica - CCEE | 83 | 207 | 408 | 513 | ||||
Other | 695 | 1,415 | 420 | 812 | ||||
6,952 | 14,137 | 6,230 | 12,117 | |||||
Energy Purchased in the Free Market - ACL | 4,797 | 9,669 | 5,097 | 10,440 | ||||
11,749 | 23,806 | 11,327 | 22,557 | |||||
(*) Not reviewed by the auditors
44
( 26 ) OPERATING EXPENSES |
Parent company | ||||||||
2007 | 2006 | |||||||
General and Administrative Expenses | 2nd Quarter | 1st Half | 2nd Quarter | 1st Half | ||||
Personnel | 492 | 747 | 243 | 438 | ||||
Materials | 14 | 32 | 21 | 28 | ||||
Outside Services | 2,178 | 6,869 | 2,426 | 4,495 | ||||
Leases and Rentals | 14 | 86 | - | - | ||||
Depreciation and Amortization | 25 | 50 | - | - | ||||
Publicity and Advertising | 849 | 1,259 | 799 | 1,125 | ||||
Legal, Judicial and Indemnities | 128 | 209 | 51 | 216 | ||||
Other | 375 | 755 | 261 | 559 | ||||
Total | 4,075 | 10,007 | 3,801 | 6,861 | ||||
Consolidated | ||||||||
2007 | 2006 | |||||||
Sales and Marketing Expenses | 2nd Quarter | 1st Half | 2nd Quarter | 1st Half | ||||
Personnel | 14,039 | 26,266 | 10,387 | 22,381 | ||||
Materials | 608 | 1,043 | 2,228 | 3,253 | ||||
Outside Services | 13,898 | 27,639 | 14,835 | 27,939 | ||||
Allowance for Doubtful Accounts | 4,963 | 16,769 | 14,934 | 31,787 | ||||
Depreciation and Amortization | 2,337 | 4,541 | 1,654 | 3,126 | ||||
Collection Tariffs and Services | 11,897 | 22,603 | 12,075 | 23,426 | ||||
Other | 3,514 | 7,111 | 3,812 | 5,682 | ||||
Total | 51,256 | 105,972 | 59,925 | 117,594 | ||||
General and Administrative Expenses | ||||||||
Personnel | 27,682 | 52,179 | 19,883 | 46,654 | ||||
Materials | 1,220 | 2,125 | 1,039 | 2,271 | ||||
Outside Services | 33,890 | 66,285 | 23,910 | 52,110 | ||||
Leases and Rentals | 1,031 | 2,003 | 932 | 1,964 | ||||
Depreciation and Amortization | 4,904 | 9,166 | 4,774 | 9,682 | ||||
Publicity and Advertising | 1,580 | 2,690 | 2,095 | 3,627 | ||||
Legal, Judicial and Indemnities | 14,466 | 14,586 | 4,792 | 4,499 | ||||
Donations, Contributions and Subsidies | 853 | 1,816 | 954 | 2,126 | ||||
Other | 3,387 | 9,098 | 2,330 | 8,056 | ||||
Total | 89,013 | 159,948 | 60,709 | 130,989 | ||||
Other Operating Expenses | ||||||||
Inspection Fee | 5,055 | 9,906 | 4,435 | 8,599 | ||||
RTE and Free Energy Losses (note 3 a) | 9,136 | 9,390 | 179 | 518 | ||||
Other Operating Expenses | 1 | 4 | 36 | 114 | ||||
Total | 14,192 | 19,300 | 4,650 | 9,231 | ||||
Goodwill Amortization | 8,166 | 16,330 | 2,931 | 5,450 | ||||
Total Operating Expenses | 162,627 | 301,550 | 128,215 | 263,264 | ||||
45
( 27 ) FINANCIAL INCOME (EXPENSE) |
Parent company | ||||||||
2007 | 2006 | |||||||
Financial Income | 2nd Quarter | 1st Half | 2nd Quarter | 1st Half | ||||
Income from Short-term Financial Investments | 6,026 | 12,479 | 11,546 | 30,352 | ||||
Interest on Prepaid Income and Social Contribution | ||||||||
Taxes | 989 | 1,727 | 975 | 2,255 | ||||
Monetary and Exchange Variations | 111 | 111 | 47,176 | 47,707 | ||||
Interest on Intercompany Loans | - | - | 252 | 252 | ||||
Dividends received from noncontrolling investments | 87 | 87 | 4,590 | 4,590 | ||||
PIS and COFINS of Interest on Equity | (6,518) | (6,518) | (7,539) | (7,539) | ||||
Other | 686 | 1,588 | 1,074 | 1,074 | ||||
Subtotal | 1,381 | 9,474 | 58,074 | 78,691 | ||||
Interest on shareholder´s equity | 70,464 | 70,464 | 81,500 | 81,500 | ||||
TOTAL | 71,845 | 79,938 | 139,574 | 160,191 | ||||
Financial Expense | ||||||||
Debt Charges | (2,989) | (2,998) | (135) | (135) | ||||
Banking Expenses | (2,530) | (2,784) | (2,250) | (2,584) | ||||
Monetary and Exchange Variations | (26,119) | (26,306) | (24,511) | (29,002) | ||||
Other | (657) | (1,300) | (600) | (601) | ||||
Subotal | (32,295) | (33,388) | (27,496) | (32,322) | ||||
Goodwill Amortization | (25,195) | (50,388) | (21,283) | (42,564) | ||||
Total | (57,490) | (83,776) | (48,779) | (74,886) | ||||
Net financial expenses | 14,355 | (3,838) | 90,795 | 85,305 | ||||
Consolidated | ||||||||
2007 | 2006 | |||||||
Financial Income | 2nd Quarter | 1st Half | 2nd Quarter | 1st Half | ||||
Income from Short-term Financial Investments | 23,900 | 50,188 | 35,017 | 84,122 | ||||
Late Payments Charges | 25,793 | 51,462 | 22,424 | 43,257 | ||||
Interest on Prepaid Income and Social Contribution | ||||||||
Taxes | 1,952 | 4,288 | 3,387 | 10,896 | ||||
Monetary and Exchange Variations | (3,382) | (3,256) | 48,350 | 40,906 | ||||
Remuneration Interest - CVA and Parcel "A" | 16,516 | 40,852 | 30,993 | 60,349 | ||||
Discount on purchase of ICMS credit | 3,038 | 6,327 | 3,508 | 7,133 | ||||
Interest of Realization of Extraordinary Tariff | ||||||||
Adjustment (note 3 a) | 3,245 | 12,114 | 10,776 | 34,241 | ||||
Dividends received from noncontrolling investments | 87 | 87 | 4,590 | 4,590 | ||||
PIS and COFINS - increase on basis | - | - | 1,525 | 11,372 | ||||
PIS and COFINS of Interest on Equity | (6,518) | (6,518) | (8,423) | (8,423) | ||||
Other | 11,880 | 23,111 | 9,599 | 17,510 | ||||
Total | 76,511 | 178,655 | 161,746 | 305,953 | ||||
Financial Expense | ||||||||
Debt Charges | (133,730) | (255,732) | (137,989) | (276,034) | ||||
Banking Expenses | (23,395) | (43,454) | (17,890) | (34,658) | ||||
Monetary and Exchange Variations | (29,793) | (52,822) | (46,956) | (75,746) | ||||
Other | (11,221) | (20,891) | (14,364) | (22,595) | ||||
Subotal | (198,139) | (372,899) | (217,199) | (409,033) | ||||
Goodwill Amortization | (34,517) | (68,947) | (34,361) | (68,722) | ||||
Total | (232,656) | (441,846) | (251,560) | (477,755) | ||||
Net financial expenses | (156,145) | (263,191) | (89,814) | (171,802) | ||||
46
( 28 ) FINANCIAL INSTRUMENTS AND OPERATING RISKS |
28.1 Risk considerations
The business of the Company and its subsidiaries comprises principally generation, sale and distribution of electric energy. As public service concessionaires, the operations and tariffs of its principal subsidiaries are regulated by ANEEL.
The principal market risk factors that affect business are related basically to fluctuations in exchange rates and interest, credit, energy shortages, and prepayments of debts. The Company and its subsidiaries manage these risks in such a way as to minimize them through the compensation mechanism (CVA), contracting swap operations, adopting collection policies, obtaining guarantees and cutting off supplies to defaulting customers and monitoring contractual obligations.
28.2 Valuation of financial intruments
The Company and its subsidiaries maintain operating and financial policies and strategies aimed at ensuring the liquidity, security and profitability of their assets. As a result, control and follow-up procedures are in place on the transactions and balances of financial instruments, for the purpose of monitoring the risks and current rates in relation to those used in the market.
As of June 30, 2007, the principal financial asset and liability instruments of the Company and its subsidiaries are as follows:
47
The book values of the main financial instruments for the Company and its subsidiaries compared with the market funding amounts as of June 30, 2007 and March 31, 2007, are as follows:
48
Parent Company | ||||||||
June 30, 2007 | March 31, 2007 | |||||||
Book Value | Fair Value | Book Value | Fair Value | |||||
Loans and Financing | 617,268 | 619,303 | - | - | ||||
Derivatives | 42,501 | 42,593 | - | - | ||||
Total | 659,769 | 661,896 | - | - | ||||
Consolidated |
||||||||
June 30, 2007 | March 31, 2007 | |||||||
Book Value | Fair Value | Book Value | Fair Value | |||||
Loans and Financing | 3,697,422 | 3,733,046 | 3,163,477 | 3,207,137 | ||||
Debentures | 1,939,925 | 2,026,986 | 2,026,819 | 2,109,601 | ||||
Derivatives | 132,753 | 131,059 | 70,475 | 29,604 | ||||
Total | 5,770,100 | 5,891,091 | 5,260,771 | 5,346,342 | ||||
The estimated of the market value of these financial instruments for the Company and its subsidiaries were based on models that discount future cash flows to present value, comparison with similar transactions contracted on dates close to the end of the quarter and comparisons with average market parameters. In cases where there are no similar transactions in the market, principally related to the loan linked to the regulatory assets and credits receivable from CESP, the subsidiaries assumed that the market value corresponds to the respective book value.
49
( 29 ) PRO-FORMA FINANCIAL STATEMENTS |
As mentioned in Note 1, in June 2006 the Company increased its participation in the subsidiary RGE, fully consolidating RGE's financial statements. Accordingly, as this affects the comparability of the Company's statements of operations, we present below the pro-forma statements of operations for the period of 3 and 6 months ended in June 30, 2007 and 2006, showing the effects of this acquisition.
2007 | 2006 (*) | |||||||
2nd Quarter | 1st Half | 2nd Quarter | 1st Half | |||||
Net Operating Revenue | 2,224,201 | 4,377,395 | 1,956,850 | 3,889,392 | ||||
Cost of Electric Energy Services | (1,335,570) | (2,562,879) | (1,228,525) | (2,417,752) | ||||
Gross Earnings | 888,631 | 1,814,516 | 728,325 | 1,471,640 | ||||
Operating Expenses | (162,627) | (301,550) | (133,718) | (280,040) | ||||
Gross Operanting Income | 726,004 | 1,512,966 | 594,607 | 1,191,600 | ||||
Financial Income (Expense) | (156,145) | (263,191) | (94,211) | (180,955) | ||||
Nonoperating Income | (2,325) | (5,164) | (2,675) | (4,890) | ||||
Accrued IR and CSLL | (197,970) | (402,025) | (178,324) | (363,966) | ||||
Extraordinary Item Net of Tax Effects | - | - | (8,140) | (16,279) | ||||
Non-controlling shareholders' interest | (117) | (211) | (72) | (129) | ||||
Net Income | 369,447 | 842,375 | 311,185 | 625,381 | ||||
(*) Not reviewed by the auditors. |
( 30 ) SUBSEQUENT EVENTS |
Foz do Chapecó Corporate Reorganization
ANEEL Authorization Resolution No. 879, of April 17, 2007, authorized corporate reorganization of Foz do Chapecó Energia S.A. (FCE), consisting of the entry of Chapecoense Geração S.A. (Chapecoense) as a shareholder of FCE, changing the share structure as shown below:
FCE shareholders | Current Participation (%) |
Intended Participation (%) |
CPFL Geração | 85 | 51 |
CEEE | 15 | 9 |
Chapecoense | - | 40 |
TOTAL | 100 | 100 |
The corporate reorganization approved by FCE in an Extraordinary General Meeting held on July 16, 2007 was implemented by: i) a capital increase of R$ 184,362, of which R$ 74,679 was contributed by Chapecoense in the form of transfer of the assets held in the Foz do Chapecó Consortium and cash funds; ii) capitalization of the advance of R$ 109,683 for future capital increase made by CPFL Geração and CEEE; and iii) the termination of Consórcio Foz do Chapecó and FCE holds the concession for the Foz do Chapecó Hydropower Plant, as shown below:
50
It is important to enphasize that the restructuring does not change the subsidiary CPFL Geração's participation in the project. The 51% interest, which was indirect, is now direct.
Foz do Chapecó Assignment of credit from the BNDES
In a meeting held on July 3, 2007, the Board of Directors of the BNDES authorized the assignment of credits amounting to R$ 1,655,838 to the subsidiary Foz do Chapecó, for allocation to the construction works on the Foz do Chapecó
Hydropower Plant.
51
( 31 ) CASH FLOW |
Parent Company | Consolidated | ||||||
June 30, | June 30, | June 30, | June 30, | ||||
2007 | 2006 | 2007 | 2006 | ||||
OPERATING CASH FLOW | |||||||
Income for the period | 842,375 | 611,981 | 842,375 | 611,981 | |||
Adjustments to reconcile net income to cash derived | |||||||
from operations | |||||||
Non-controlling shareholders' interest | - | - | 211 | 30 | |||
Monetary restatement of rationing regulatory assets | - | - | (44,226) | (72,475) | |||
Provision for losses on rationing regulatory assets | - | - | 9,390 | 518 | |||
2003 Tariff review | - | - | 26,711 | (71,386) | |||
2005 and 2006 Tariff adjustment | - | - | (2,046) | (7,953) | |||
Other regulatory assets | - | - | 59,961 | 8,319 | |||
Low income consumers subsidy | - | - | (503) | (9,799) | |||
Depreciation and amortization | 50,438 | 42,564 | 269,509 | 229,964 | |||
Reserve for contingencies | 7,807 | 8,123 | 265 | 11,525 | |||
Interest and monetary restatement | (28,310) | (15,571) | (16,356) | (12,561) | |||
Unrealized losses (gains) on derivative contracts | (22,295) | 10,981 | 57,995 | (10,873) | |||
Pension plan costs | - | - | (24,706) | 19,603 | |||
Equity in subsidiaries | (935,842) | (653,529) | - | - | |||
Loss (gain) on the write-off of permanent assets and investm | (3,199) | - | 4,817 | 4,272 | |||
Deferred taxes - assets and liabilities | 2,460 | 8,637 | 14,021 | 59,899 | |||
Research and development and energy efficiency programs | - | - | (7,844) | 34,760 | |||
Other | - | - | 17,393 | (10,852) | |||
REDUCTION (INCREASE) IN OPERATING ASSETS | |||||||
Consumers, concessionaires and licensees | - | - | 121,409 | 174,343 | |||
Dividend and interest on equity received | 735,783 | 515,494 | - | - | |||
Recoverable taxes | (967) | 15,043 | 49,840 | (26,645) | |||
Financial Investments | (1,392) | 111,335 | (38,318) | 196,020 | |||
Deferred tariff costs variations | - | - | 2,011 | 100,120 | |||
Deferred Charges | - | (1,504) | 1,143 | (1,447) | |||
Escrow deposits | - | - | (20,667) | (35,045) | |||
Other operating assets | (2,382) | (2) | (45,487) | 62,016 | |||
INCREASE (DECREASE) IN OPERATING LIABILITIES | |||||||
Suppliers | (4,848) | (350) | (53,006) | (131,062) | |||
Taxes and social contributions payable | 8,410 | (1,560) | 16,419 | (22,242) | |||
Deferred tariff gains variations | - | - | 72,536 | (53,976) | |||
Other liabilities with employee pension plans | - | - | (43,454) | (53,784) | |||
Interest on debts - accrued and paid | 2,848 | 49 | (47,677) | (20,028) | |||
Interest on debts - incorporated interest | - | - | 21,774 | 37,175 | |||
Regulatory charges | - | - | (36,235) | 30,981 | |||
Related parties | - | - | (459) | 16,218 | |||
Other operating liabilities | 117 | 807 | 24,942 | 9,994 | |||
CASH FLOWS PROVIDED BY OPERATIONS | 651,003 | 652,498 | 1,231,738 | 1,067,610 | |||
INVESTMENTS ACTIVITIES | |||||||
Acquisition of investments | (12) | (414,957) | (377,437) | (400,445) | |||
Decrease in investments on subsidiaries | 12,400 | - | - | - | |||
Increase in property, plant and equipment | (10) | - | (549,338) | (362,500) | |||
Financial investments | - | - | (4,098) | - | |||
Redemption of financial investments | 14,986 | 12,471 | 15,799 | 10,110 | |||
Advance energy purchase agreements | - | - | 1,321 | (1,331) | |||
Increase in special obligations | - | - | 30,963 | 19,191 | |||
Additions (reduction) to deferred charges | (354) | - | (8,648) | (3,898) | |||
Sale of permanent assets | 2,631 | - | 31,392 | 3,289 | |||
Advances for future capital increase | (409,368) | - | - | - | |||
UTILIZATION OF CASH IN INVESTMENTS | (379,727) | (402,486) | (860,046) | (735,584) | |||
FINANCING ACTIVITIES | |||||||
Loans, financing and debentures obtained | 466,250 | 96,000 | 1,062,240 | 870,674 | |||
Payments of loan and debentures | (34,500) | - | (554,788) | (1,063,373) | |||
Dividend and interest on equity paid | (718,840) | (479,246) | (719,123) | (479,246) | |||
Sales of treasury shares | - | 24 | - | 24 | |||
UTILIZATION OF CASH IN FINANCING | (287,090) | (383,222) | (211,671) | (671,921) | |||
(DECREASE) INCREASE IN CASH AND CASH EQUIVALEN | (15,814) | (133,210) | 160,021 | (339,895) | |||
OPENING BALANCE OF CASH AND CASH EQUIVALENTS | 25,429 | 138,072 | 540,364 | 678,780 | |||
CLOSING BALANCE OF CASH AND CASH | |||||||
EQUIVALENTS | 9,615 | 4,862 | 700,385 | 338,885 | |||
SUPPLEMENTARY INFORMATION | |||||||
Social contribution and income tax paid | - | - | 324,907 | 163,793 | |||
Interest paid | 137 | - | 222,151 | 57,256 | |||
Transactions with no cash effects | |||||||
Advances for future capital increase through assumption | |||||||
of debts of subsidiary | 202,729 | - | - | - | |||
202,866 | - | 547,058 | 221,049 | ||||
CASH AND CASH EQUIVALENTS | June 30, 2007 |
December, 2006 |
June 30, 2006 |
December, 2005 |
|||
PARENT COMPANY | |||||||
Balance according to Corporation Law | 11,971 | 26,393 | 4,907 | 249,452 | |||
Reclassification - FAS 95 (1) | (2,356) | (964) | (45) | (111,380) | |||
Adjusted balance | 9,615 | 25,429 | 4,862 | 138,072 | |||
Consolidated | |||||||
Balance according to Corporation Law | 828,589 | 630,250 | 478,211 | 1,029,241 | |||
Reclassification - FAS 95 (1) | (128,204) | (89,886) | (139,326) | (350,461) | |||
Adjusted balance | 700,385 | 540,364 | 338,885 | 678,780 | |||
52
( 32 ) ADDED VALUE STATEMENTS |
Parent Company | Consolidated | |||||||
June 30, 2006 | June 30, 2006 | |||||||
June 30, 2007 | (*) | June 30, 2007 | (*) | |||||
1 - Revenues | 3,200 | - | 6,719,992 | 5,691,376 | ||||
1.1 Operating Revenues | - | - | 6,751,315 | 5,727,329 | ||||
1.2 Provision for losses on the Realization of Regulatory Assets | - | - | (9,390) | (518) | ||||
1.3 Allowance for Doubtful Accounts | - | - | (16,769) | (31,787) | ||||
1.4 Nonoperating Income (Expense) | 3,200 | - | (5,164) | (3,648) | ||||
2- | ( - ) Inputs | (9,128) | (6,413) | (2,704,128) | (2,384,526) | |||
2.1 - Electricity Purchased for Resale | - | - | (2,416,038) | (2,133,211) | ||||
2.2 - Outsourced Services | (6,869) | (4,495) | (154,836) | (134,294) | ||||
2.3 - Material | (32) | (28) | (23,108) | (24,053) | ||||
2.4 - Other | (2,227) | (1,890) | (106,908) | (89,956) | ||||
2.5 - Cost of Service Rendered | - | - | (3,238) | (3,012) | ||||
3- | Gross Added Value (1 + 2) | (5,928) | (6,413) | 4,015,864 | 3,306,850 | |||
4- | Retentions | (50,437) | (42,564) | (276,339) | (232,996) | |||
4.1 - Depreciation and Amortization | (50) | - | (191,062) | (158,824) | ||||
4.2 - Goodwill Amortization | (50,387) | (42,564) | (85,277) | (74,172) | ||||
5- | Net Added Value Generated (3 + 4) | (56,365) | (48,977) | 3,739,525 | 3,073,854 | |||
6- | Added Value Received in Transfer | 951,834 | 739,761 | 184,962 | 302,974 | |||
6.1 - Financial Income | 15,992 | 86,232 | 185,173 | 303,004 | ||||
6.2 - Equity in Subsidiaries | 935,842 | 653,529 | - | - | ||||
6.3 - Non-Controlling Shareholder's Equity | - | - | (211) | (30) | ||||
7- | Added Value to be Distributed (5 + 6) | 895,469 | 690,784 | 3,924,487 | 3,376,828 | |||
8- | Distribution of Added Value | |||||||
8.1 - Personnel and Charges | 651 | 384 | 141,413 | 179,492 | ||||
8.2 - Taxes, Fees and Contributions | 21,757 | 48,669 | 2,605,155 | 2,206,088 | ||||
8.3 - Interest and Rentals | 30,686 | 29,750 | 335,544 | 379,267 | ||||
8.4 - Dividend | 842,375 | 611,981 | 842,375 | 611,981 | ||||
8.5 - Retained Income for the Year | - | - | - | - | ||||
895,469 | 690,784 | 3,924,487 | 3,376,828 | |||||
(*) Not reviewed by the auditors. |
53
05.01 COMMENTS ON PERFORMANCE OF THE QUARTER
Analysis of Results CPFL Energia (parent company)
In the 2nd quarter of 2007, the Net Income was R$ 369,447, an increase of 20.9% (R$ 63,954) compared to the same quarter the previous year, due basically to the improvement in the results of corporate participations, as follows:
June 30, 2007 | June 30, 2006 | |||
CPFL Paulista | 193,431 | 178,494 | ||
CPFL Piratininga | 75,475 | 72,129 | ||
CPFL Geração | 69,868 | 38,338 | ||
CPFL Brasil | 54,255 | 40,823 | ||
CPFL Serra | 43,583 | - |
||
CPFL Cone Sul | 582 | - | ||
Nova 4 | 4,253 | - | ||
Perácio | (1,548) | - | ||
Total | 439,899 | 334,689 | ||
The income of RGE for the quarter were recorded directly in CPFL Serra due to the segregation of the corporate equity, as mentioned in Note 2. In 2006, this income was recorded in CPFL Paulista.
54
06.01 - CONSOLIDATED BALANCE SHEET - ASSETS (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 06/30/2007 | 4 - 03/31/2007 |
1 | Total assets | 14,982,089 | 14,602,195 |
1.01 | Current assets | 4,021,861 | 4,305,155 |
1.01.01 | Cash and banks | 828,589 | 1,028,907 |
1.01.02 | Credits | 2,274,393 | 2,343,226 |
1.01.02.01 | Accounts Receivable | 1,921,872 | 2,017,531 |
1.01.02.01.01 | Consumers, concessionaires and licensees | 2,027,656 | 2,120,338 |
1.01.02.01.02 | Allowance for doubtful accounts | (105,784) | (102,807) |
1.01.02.02 | Other receivables | 352,521 | 325,695 |
1.01.02.02.01 | Dividends and interest on shareholders equity | 0 | 0 |
1.01.02.02.02 | Financial Investments | 30,998 | 29,143 |
1.01.02.02.03 | Recoverable taxes | 149,151 | 126,305 |
1.01.02.02.04 | Deferred taxes | 172,372 | 170,247 |
1.01.03 | Materials and Suppliers | 15,678 | 20,540 |
1.01.04 | Other | 903,201 | 912,482 |
1.01.04.01 | Deferred Tariff Costs Variations | 538,419 | 542,681 |
1.01.04.02 | Prepaid Expenses | 216,537 | 259,948 |
1.01.04.03 | Other Credits | 148,245 | 109,853 |
1.02 | Noncurrent assets | 10,960,228 | 10,297,040 |
1.02.01 | Long-term assets | 1,962,983 | 1,907,774 |
1.02.01.01 | Other receivables | 1,321,278 | 1,261,613 |
1.02.01.01.01 | Consumers, concessionaires and licensees | 190,344 | 149,370 |
1.02.01.01.02 | Financial Investments | 98,851 | 102,043 |
1.02.01.01.03 | Recoverable taxes | 96,707 | 96,154 |
1.02.01.01.04 | Deferred taxes | 935,376 | 914,046 |
1.02.01.02 | Related parties | 0 | 0 |
1.02.01.02.01 | Associated companies | 0 | 0 |
1.02.01.02.02 | Subsidiaries | 0 | 0 |
1.02.01.02.03 | Other related parties | 0 | 0 |
1.02.01.03 | Other | 641,705 | 646,161 |
1.02.01.03.01 | Escrow deposits | 105,564 | 92,518 |
1.02.01.03.02 | Deferred Tariff Costs Variations | 341,438 | 406,113 |
1.02.01.03.03 | Prepaid Expenses | 61,478 | 23,722 |
1.02.01.03.04 | Other Credits | 133,225 | 123,808 |
1.02.02 | Permanent assets | 8,997,245 | 8,389,266 |
1.02.02.01 | Investments | 3,052,803 | 2,782,875 |
1.02.02.01.01 | Associated companies | 0 | 0 |
1.02.02.01.02 | Associated companies - Goodwill | 0 | 0 |
1.02.02.01.03 | Permanent equity interests | 0 | 0 |
1.02.02.01.04 | Permanent equity interests - Goodwill | 2,203,374 | 2,041,557 |
1.02.02.01.05 | Other investments | 849,429 | 741,318 |
1.02.02.02 | Property, plant and equipment | 5,887,703 | 5,556,192 |
1.02.02.02.01 | Property, plant and equipment | 6,758,808 | 6,372,469 |
1.02.02.02.02 | (-) Special obligation linked to the concession | (871,105) | (816,277) |
1.02.02.03 | Intangible | 0 | 0 |
1.03.02.04 | Deferred charges | 56,739 | 50,199 |
55
06.02 - CONSOLIDATED BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 06/30/2007 | 4 - 03/31/2007 |
2 | Total liabilities | 14,982,089 | 14,602,195 |
2.01 | Current liabilities | 4,825,634 | 4,121,624 |
2.01.01 | Loans and financing | 1,406,319 | 921,525 |
2.01.01.01 | Accrued interest on debts | 45,525 | 16,453 |
2.01.01.02 | Loans and financing | 1,360,794 | 905,072 |
2.01.02 | Debentures | 210,047 | 222,944 |
2.01.02.01 | Accrued interest on debentures | 66,805 | 86,529 |
2.01.02.02 | Debentures | 143,242 | 136,415 |
2.01.03 | Suppliers | 836,178 | 767,982 |
2.01.04 | Taxes and social contributions payable | 569,228 | 551,844 |
2.01.05 | Dividends and interest on shareholders equity | 862,246 | 732,444 |
2.01.06 | Reserves | 0 | 0 |
2.01.07 | Due to related parties | 0 | 0 |
2.01.08 | Other | 941,616 | 924,885 |
2.01.08.01 | Employee pension plans | 82,658 | 83,623 |
2.01.08.02 | Regulatory charges | 70,830 | 66,768 |
2.01.08.03 | Accrued liabilities | 48,037 | 35,861 |
2.01.08.04 | Deferred tariff gains variations | 217,994 | 257,325 |
2.01.08.05 | Derivative contracts | 21,680 | 22,772 |
2.01.08.06 | Other accounts payable | 500,417 | 458,536 |
2.02 | Non-Current Liabilities | 5,194,362 | 5,139,238 |
2.02.01 | Long- Term Liabilities | 5,194,362 | 5,139,238 |
2.02.01.01 | Loans and financing | 2,291,103 | 2,241,952 |
2.02.01.01.01 | Accrued Interest on debts | 15,549 | 29,797 |
2.02.01.01.02 | Loans and financing | 2,275,554 | 2,212,155 |
2.02.01.02 | Debentures | 1,729,878 | 1,803,875 |
2.02.01.03 | Reserves | 110,043 | 96,355 |
2.02.01.03.01 | Reserve for Contingencies | 110,043 | 96,355 |
2.02.01.04 | Related parties | 0 | 0 |
2.02.01.05 | Advance for Future Capital Increase | 0 | 0 |
2.02.01.06 | Other | 1,063,338 | 997,056 |
2.02.01.06.01 | Employee pension plans | 709,573 | 741,469 |
2.02.01.06.02 | Taxes and social contributions payable | 15,604 | 16,846 |
2.02.01.06.03 | Deferred Tariff gains variations | 95,639 | 51,641 |
2.02.01.06.04 | Derivative contracts | 111,073 | 47,703 |
2.02.01.06.05 | Suppliers | 1,097 | 0 |
2.02.01.06.06 | Other | 130,352 | 139,397 |
2.02.02 | Deferred income | 0 | 0 |
2.03 | Non-controlling shareholders interest | 95,816 | 2,128 |
2.04 | Shareholders equity | 4,866,277 | 5,339,205 |
2.04.01 | Capital | 4,734,790 | 4,734,790 |
56
2.04.02 | Capital reserves | 16 | 16 |
2.04.03 | Revaluation reserves | 0 | 0 |
2.04.03.01 | Own assets | 0 | 0 |
2.04.03.02 | Subsidiary/associated companies | 0 | 0 |
2.04.04 | Profit reserves | 131,471 | 131,471 |
2.04.04.01 | Legal reserves | 131,471 | 131,471 |
2.04.04.02 | Statutory reserves | 0 | 0 |
2.04.04.03 | For contingencies | 0 | 0 |
2.04.04.04 | Unrealized profits | 0 | 0 |
2.04.04.05 | Profit retention | 0 | 0 |
2.04.04.06 | Special reserve for undistributed dividends | 0 | 0 |
2.04.04.07 | Other revenue reserves | 0 | 0 |
2.04.05 | Retained earnings | 0 | 472,928 |
2.04.06 | Advance for Future Capital Increase | 0 | 0 |
57
07.01 - CONSOLIDATED INCOME STATEMENT (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 - 04/01/2007 to 06/30/2007 | 4 - 01/01/2007 to 06/30/2007 | 5 - 04/01/2006 to 06/30/2006 | 6 - 01/01/2006 to 06/30/2006 |
3.01 | Operating revenues | 3,409,587 | 6,751,315 | 2,937,951 | 5,727,329 |
3.02 | Deductions from operating revenues | (1,185,386) | (2,373,920) | (1,056,047) | (2,023,619) |
3.02.01 | ICMS | (616,096) | (1,210,483) | (525,469) | (1,019,502) |
3.02.02 | PIS | (60,030) | (114,936) | (48,250) | (90,649) |
3.02.03 | COFINS | (271,163) | (524,417) | (222,428) | (417,653) |
3.03.04 | ISS | (298) | (574) | (293) | (520) |
3.03.05 | Global Reversal Reserve - RGR | (12,678) | (24,999) | (10,419) | (20,388) |
3.03.06 | Fuel Consumption Account - CCC | (104,801) | (255,048) | (138,601) | (259,308) |
3.03.07 | Energy Development Account - CDE | (98,918) | (194,279) | (91,784) | (173,231) |
3.03.08 | Research and Development and Energy Efficiency Programs | (21,381) | (49,153) | (18,782) | (39,329) |
3.03.09 | Emergency Charges (ECE/EAEE) | (21) | (31) | (21) | (3,039) |
3.03 | Net operating revenues | 2,224,201 | 4,377,395 | 1,881,904 | 3,703,710 |
3.04 | Cost of Electricity Energy Services | (1,335,570) | (2,562,879) | (1,173,091) | (2,281,282) |
3.04.01 | Electricity purchased for resale | (974,390) | (1,845,573) | (813,263) | (1,562,126) |
3.04.02 | Electricity network usage charges | (174,998) | (354,991) | (191,460) | (376,829) |
3.04.03 | Personnel | (64,687) | (125,025) | (56,526) | (125,106) |
3.04.04 | Employee pension plans | 12,339 | 24,680 | 1,833 | 3,612 |
3.04.05 | Material | (9,804) | (19,137) | (8,772) | (17,760) |
3.04.06 | Outsourced services | (29,122) | (56,621) | (26,265) | (50,141) |
3.04.07 | Depreciation and amortization | (87,551) | (170,217) | (72,927) | (142,984) |
3.04.08 | Other | (5,359) | (12,326) | (3,038) | (6,150) |
3.04.09 | Services rendered to third parties | (1,998) | (3,669) | (2,673) | (3,798) |
3.05 | Gross operating income | 888,631 | 1,814,516 | 708,813 | 1,422,428 |
3.06 | Operating Expenses/Income | (318,772) | (564,741) | (218,029) | (435,066) |
3.06.01 | Sales and Marketing | (51,256) | (105,972) | (59,925) | (117,594) |
3.06.02 | General and administrative | (89,013) | (159,948) | (60,709) | (130,989) |
58
07.01 - CONSOLIDATED INCOME STATEMENT (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 - 04/01/2007 to 06/30//2007 | 4 - 01/01/2007 to 06/30/2007 | 5 - 04/01/2006 to 06/30/2006 | 6 - 01/01/2006 to 06/30/2006 |
3.06.03 | Financial | (156,145) | (263,191) | (89,814) | (171,802) |
3.06.03.01 | Financial income | 76,511 | 178,655 | 161,746 | 305,953 |
3.06.03.02 | Financial expenses | (232,656) | (441,846) | (251,560) | (477,755) |
3.06.03.02.01 | Goodwill amortization | (34,517) | (68,947) | (34,361) | (68,722) |
3.06.03.02.02 | Other | (198,139) | (372,899) | (217,199) | (409,033) |
3.06.04 | Other operating income | 0 | 0 | 0 | 0 |
3.06.05 | Other operating expense | (22,358) | (35,630) | (7,581) | (14,681) |
3.06.05.01 | Merged goodwill amortization | (8,166) | (16,330) | (2,931) | (5,450) |
3.06.05.02 | Other | (14,192) | (19,300) | (4,650) | (9,231) |
3.06.06 | Equity in subsidiaries | 0 | 0 | 0 | 0 |
3.07 | Income from operations | 569,859 | 1,249,775 | 490,784 | 987,362 |
3.08 | Nonoperating income (expense) | (2,325) | (5,164) | (2,107) | (3,648) |
3.08.01 | Income | 2,700 | 6,005 | 985 | 1,844 |
3.08.02 | Expenses | (5,025) | (11,169) | (3,092) | (5,492) |
3.09 | Income before taxes on income and minority interest | 567,534 | 1,244,611 | 488,677 | 983,714 |
3.10 | Income tax and social contribution | (186,888) | (380,744) | (146,522) | (304,609) |
3.10.01 | Social contribution | (49,403) | (99,987) | (36,858) | (78,653) |
3.10.02 | Income tax | (137,485) | (280,757) | (109,664) | (225,956) |
3.11 | Deferred income tax and social contribution | (11,082) | (21,281) | (28,492) | (50,815) |
3.11.01 | Deferred Social contribution | (2,592) | (16,976) | (8,238) | (13,717) |
3.11.02 | Deferred Income tax | (8,490) | (4,305) | (20,254) | (37,098) |
3.12 | Statutory profit sharing/contributions | 0 | 0 | (8,140) | (16,279) |
3.12.01 | Profit sharing | 0 | 0 | 0 | 0 |
3.12.02 | Contributions | 0 | 0 | (8,140) | (16,279) |
3.12.02.01 | Extraordinary item net of tax effects | 0 | 0 | (8,140) | (16,279) |
3.13 | Reversal of interest on shareholders equity | 0 | 0 | 0 | 0 |
59
07.01 - CONSOLIDATED INCOME STATEMENT (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 - 04/01/2007 to 06/30/2007 | 4 - 01/01/2007 to 06/30/2007 | 5 - 01/01/2006 to 06/30/2006 | 6 - 01/01/2006 to 06/30/2006 |
3.14 | Non-controlling shareholder's interest | (117) | (211) | (30) | (30) |
3.15 | Net income (loss) for the period | 369,447 | 842,375 | 305,493 | 611,981 |
SHARES OUTSTANDING EX-TREASURY STOCK (in units) | 479,756,730 | 479,756,730 | 479,756,730 | 479,756,730 | |
EARNINGS PER SHARE (reais) | 0.77007 | 1.75584 | 0.63677 | 1.27561 | |
LOSSES PER SHARE |
60
08.01 COMMENTS ON CONSOLIDATED PERFORMANCE OF THE QUARTER
Analysis of Results CPFL Energia Consolidated
This analysis of results is expressed in thousands of Brazilian reais, except when indicated otherwise.
Information (Consolidated - R$ thousands) | Three-month period ended June | Six-month period ended June | ||||||||||
2007 | 2006 | Variation | 2007 | 2006 | Variation | |||||||
GROSS REVENUE | 3,409,587 | 2,937,951 | 16.1% | 6,751,315 | 5,727,329 | 17.9% | ||||||
Electricity sales to final Consumers | 3,016,861 | 2,616,812 | 15.3% | 6,008,806 | 5,105,885 | 17.7% | ||||||
Electricity sales to Wholesaler | 153,500 | 121,488 | 26.3% | 285,102 | 237,583 | 20.0% | ||||||
Other Operating Revenues | 239,226 | 199,651 | 19.8% | 457,407 | 383,861 | 19.2% | ||||||
DEDUCTION FROM OPERATING REVENUE | (1,185,386) | (1,056,047) | 12.2% | (2,373,920) | (2,023,619) | 17.3% | ||||||
NET OPERATING REVENUE | 2,224,201 | 1,881,904 | 18.2% | 4,377,395 | 3,703,710 | 18.2% | ||||||
ENERGY COST | (1,149,388) | (1,004,723) | 14.4% | (2,200,564) | (1,938,955) | 13.5% | ||||||
Electricity Purchased for resale | (974,390) | (813,263) | 19.8% | (1,845,573) | (1,562,126) | 18.1% | ||||||
Electricity Network Usage Charges | (174,998) | (191,460) | -8.6% | (354,991) | (376,829) | -5.8% | ||||||
OPERATING COST/EXPENSE | (348,809) | (296,583) | 17.6% | (663,865) | (605,591) | 9.6% | ||||||
Personnel | (106,615) | (87,920) | 21.3% | (203,952) | (195,477) | 4.3% | ||||||
Employee Pension Plan | 12,581 | 1,892 | 565.0% | 25,164 | 3,730 | 574.6% | ||||||
Material | (12,156) | (13,461) | -9.7% | (23,356) | (24,868) | -6.1% | ||||||
Outsourced Services | (78,015) | (65,576) | 19.0% | (152,358) | (131,452) | 15.9% | ||||||
Depreciation and Amortization | (94,953) | (79,457) | 19.5% | (184,232) | (155,991) | 18.1% | ||||||
Merged Goodwill Amortization | (8,166) | (2,931) | 178.6% | (16,330) | (5,450) | 199.6% | ||||||
Other | (61,485) | (49,130) | 25.1% | (108,801) | (96,083) | 13.2% | ||||||
INCOME FROM ELECTRIC UTILITY SERVICES | 726,004 | 580,598 | 25.0% | 1,512,966 | 1,159,164 | 30.5% | ||||||
FINANCIAL INCOME (EXPENSE) | (156,145) | (89,814) | 73.9% | (263,191) | (171,802) | 53.2% | ||||||
Income | 76,511 | 161,746 | -52.7% | 178,655 | 305,953 | -41.6% | ||||||
Expenses | (232,656) | (251,560) | -7.5% | (441,846) | (477,755) | -7.5% | ||||||
OPERATING INCOME | 569,859 | 490,784 | 16.1% | 1,249,775 | 987,362 | 26.6% | ||||||
NON-OPERATING INCOME (EXPENSE) | (2,325) | (2,107) | 10.3% | (5,164) | (3,648) | 41.6% | ||||||
Income | 2,700 | 985 | 174.1% | 6,005 | 1,844 | 225.7% | ||||||
Expenses | (5,025) | (3,092) | 62.5% | (11,169) | (5,492) | 103.4% | ||||||
INCOME BEFORE TAX | 567,534 | 488,677 | 16.1% | 1,244,611 | 983,714 | 26.5% | ||||||
Social Contribution | (51,995) | (45,096) | 15.3% | (116,963) | (92,370) | 26.6% | ||||||
Income Tax | (145,975) | (129,918) | 12.4% | (285,062) | (263,054) | 8.4% | ||||||
INCOME BEFORE EXTRAORDINARY ITEMS, | ||||||||||||
MINORITY INTEREST AND REVERSALS | 369,564 | 313,663 | 17.8% | 842,586 | 628,290 | 34.1% | ||||||
Extraordinary Item net of taxes | - | (8,140) | -100.0% | - | (16,279) | -100.0% | ||||||
Minority interest | (117) | (30) | 0.0% | (211) | (30) | 0.0% | ||||||
NET INCOME FOR THE PERIOD | 369,447 | 305,493 | 20.9% | 842,375 | 611,981 | 37.6% | ||||||
EBITDA | 814,100 | 658,957 | 23.5% | 1,682,989 | 1,313,197 | 28.2% | ||||||
Net Income for the Period and EBITDA Reconciliation (*) | ||||||||
NET INCOME FOR THE PERIOD | 369,447 | 305,493 | 842,375 | 611,981 | ||||
Employee Pension Plan | (12,581) | (1,892) | (25,164) | (3,730) | ||||
Depreciation and Amortization | 94,953 | 79,457 | 184,232 | 155,991 | ||||
Merged goodwill amortization | 8,166 | 2,931 | 16,330 | 5,450 | ||||
Financial Income (Expense) | 156,145 | 89,814 | 263,191 | 171,802 | ||||
Social Contribution | 51,995 | 45,096 | 116,963 | 92,370 | ||||
Income Tax | 145,975 | 129,918 | 285,062 | 263,054 | ||||
Extraordinary Item | - | 8,140 | - | 16,279 | ||||
EBITDA | 814,100 | 658,957 | 1,682,989 | 1,313,197 | ||||
(*)information not reviewed by the Independent Auditors |
61
For a comparative analysis of the results for the periods, the following factors should be taken into consideration:
In June 2006, CPFL Energia acquired 100% of the shares and quotas of the companies CPFL Serra Ltda, CPFL Comercialização Cone Sul S.A. and CPFL Missões Ltda. As a result of these acquisitions, the Company now indirectly holds an additional interest of 32.69% and 32.7538%, respectively, in RGE and Sul Geradora and these have been fully consolidated in the Company Statements as from June.
Additionally, in December 2006, CPFL Energia acquired 99.99% of the shares of Santa Cruz, and in February 2007, ENERCAN started operations.
As there were no similar events in the second quarter of 2006, these facts should be taken into consideration in a comparative analysis of the results for the periods.
Gross Operating Revenue
The Gross Operating Revenue in the second quarter of 2007 was R$ 3,409,587, growth of 16.1% (R$ 471,636) compared with the same period of the previous year.
The main factors that contributed to this change were:
i. An increase of 10.8% in the amount of energy sold to end users and other concessionaires and license holders (bilateral agreements), of which 5.8% refers to the acquisitions of RGE and Santa Cruz;
ii. Impacts of the 2006 CPFL Piratininga Tariff
Adjustment of 10.79%; and the 2007 tariff adjustments of CPFL Paulista and RGE, of 7.6% and 6,05% respectively;
iii. Increase of 20.0% (R$ 33,370) in the income from the TUSD, mainly due to the migration of industrial customers to the Free
Market.
Quantity of Energy Sold
The increase of 10.8% in the amount of energy sold resulted from the increases of 8.8% (6.3% refers to the acquisitions of RGE and Santa Cruz) in sales to end users and 32.7% in sales to other concessionaires and license holders (bilateral agreements).
The increase in the sales to end users was mainly influenced by the good performance of the residential, commercial and rural classes, with growth of 13.5%, 17.3% and 28.0% respectively, and the increase in sales to other concessionaires and license holders (bilateral agreements) is due basically to the good performance of the energy sales segment.
The growth in the concession areas of CPFL Energia, which impacted both the supply billed and the charging of TUSD, increased by 7.8% in the second quarter of 2007, compared with the same period of the previous year. Taking into account the effects of the acquisitions of RGE and Santa Cruz, the increase was 14.1% .
62
Deductions from Operating Revenue
Deductions from Operating Revenue in the second quarter of 2007 amounted to R$ 1,185,386, an increase of 12.2% (R$ 129,339) in relation to the same quarter of 2006, mainly due to the increase in Gross Revenue and the reduction in the CCC charges.
Cost of Electricity
In the second quarter of 2007, the Cost of Electricity was R$ 1,149,388, an increase of 14.4% (R$ 144,665) compared to the same quarter of the previous year, due mainly to:
i. The increase in the average price of energy purchased;
ii. The increase
of 3.7% in the amount of energy purchased.
Although there was an increase of 10.8% in the amount of energy sold, the increase in the amount of energy purchased was 3.7% . The main reasons for this difference are as follows:
iii. In the second quarter of 2006, largely due to the drought in the South, the generators bought energy through the MRE (Reallocation of Energy Mechanism). This accounted for 2.7% of the total energy purchased in the second quarter of
2006, and had a small impact on the cost of energy due to the low price under this mechanism;
iv. The operational startup of ENERCAN, causing a reduction of 3.5% in the energy purchased in the quarter in relation to the same period of 2006.
Operating Costs and Expenses
The Operating Costs and Expenses in the quarter amounted to R$ 348,809, an increase of 17.6% (R$ 52,226) compared with the same period of the previous year. This increase was mainly due to:
Manageable Operating Expenses
These comprise costs for Personnel, Materials, Outsourced Services and Other costs, totaling R$ 258,271 in the second quarter of 2007, an increase of 19.5% (R$ 42,184) in relation to the same quarter of 2006. This increase was largely due to the following factors:
i. Personnel: the increase of 21.3% (R$ 18,695) refers mainly to ENERCAN and the acquisitions of RGE and Santa Cruz (R$ 9,540), and also to the salary adjustment of the employees.
ii. Materials, Outsourced Services and Other
Expense: increase of 18.3% (R$ 23,489), mainly due to ENERCAN and the acquisitions of RGE and Santa Cruz (R$ 10,955), a provision for loss by RTE (R$ 8,901), and the increase in Outsourced Services (R$ 6,186), largely due to expenditure on
maintenance of asset sand informatics.
63
Private Pension Plan
The Private Pension Plan recorded income of R$ 12,581 (R$ 10,689 more than in the same period of 2006). This variation was mainly due to the impacts on the expected nominal rate of return on the plan assets, as defined in the Actuarial Report prepared in December 2006.
Depreciation and Amortization
The increase of 19.5% (R$ 15,496) refers mainly to ENERCAN and the acquisitions of RGE and Santa Cruz (R$ 12,387).
Financial Income (Expense)
The Net Financial Result recorded expense 73.9% (R$ 66,331) higher than in the same quarter of 2006, due principally to:
i. A reduction of R$ 22,008 in the interest on the Deferred Tariff Costs - CVA regulatory assets, Parcel A and RTE as a result of the amortization of these assets and the variations in the SELIC rate;
ii. Financial income of R$ 24,917 was
recorded in the second quarter of 2006, in hedge transactions made by CPFL Energia for the acquisition of RGE;
iii. Financial expense of R$ 22,799 in hedge transactions made in the quarter by CPFL Energia for the acquisition of CMS Energy.
Social Contribution and Income Tax
The taxes on income in the second quarter of 2007 amounted to R$ 197,970, 13.1% (R$ 22,956) higher than in the same quarter of 2006, largely due to the increase in the pre-tax profit.
Net Income and EBITDA
As a result of the above factors, the net income for the quarter was R$ 369,447, 20.9% (R$ 63,954) higher than in the same period of 2006.
The adjusted EBITDA (net income for the quarter, eliminating the effects of the private pension plan, depreciation, amortization, financial income (expense), equity accounting, social contribution, income tax and extraordinary item) for the second quarter of 2007 was R$ 814,100, 23.5% (R$ 155,143) higher than the EBITDA recorded in the same period of 2006.
The effects of the operational startup of ENERCAN and the acquisitions of RGE and Santa Cruz contributed with increases in EBITDA of R$ 35,716 (2.5%), R$ 25,839 (4.9%) and R$ 12,993 (1.7%), respectively, (information not reviewed by the Independent Auditors).
64
09.01 INVESTMENTS IN SUBSIDIARIES AND/OR ASSOCIATED COMPANIES
1 - ITEM | 2 - NAME OF SUBSIDIARY/ASSOCIATED COMPANY | 3 - CNPJ (Federal Tax ID) | 4 - CLASSIFICATION | 5 - EQUITY IN CAPITAL OF INVESTEE - % | 6 - SHAREHOLDERS' EQUITY - % | |
7 - TYPE OF COMPANY | 8 - NUMBER OF SHARES HELD IN CURRENT QUARTER (in units) |
9 - NUMBER OF SHARES HELD IN PREVIOUS QUARTER (in units) |
||||
01 | COMPANHIA PAULISTA DE FORÇA E LUZ - CPFL | 33.050.196/0001-88 | PUBLIC SUBSIDIARY | 100.00 | 42.39 | |
COMMERCIAL, INDUSTRIAL AND OTHER | 999,996 | 999,991 | ||||
02 | CPFL GERAÇÃO DE ENERGIA S/A | 03.953.509/0001-47 | PUBLIC SUBSIDIARY | 100.00 | 24.53 | |
COMMERCIAL, INDUSTRIAL AND OTHER | 205,487,715,785 | 205,487,715,785 | ||||
03 | CPFL COMERCIALIZAÇÃO BRASIL S/A | 04.973.790/0001-42 | CLOSED SUBSIDIARY | 100.00 | 2.71 | |
COMMERCIAL, INDUSTRIAL AND OTHER | 2,998,565 | 455,996 | ||||
04 | COMPANHIA PIRATININGA DE FORÇA E LUZ | 04.172.213/0001-51 | PUBLIC SUBSIDIARY | 100.00 | 10.98 | |
COMMERCIAL, INDUSTRIAL AND OTHER | 53,031,258,896 | 53.031.258.891 | ||||
05 | CPFL SERRA LTDA | 02.150.256/0001-00 | PUBLIC SUBSIDIARY | 100.00 | 30.78 | |
COMMERCIAL, INDUSTRIAL AND OTHER | 1,333,569,099 | 1,340,969,099 | ||||
06 | RIO GRANDE ENERGIA S/A | 02.016.439/0001-38 | PUBLIC SUBSIDIARY | 99.76 | 29.00 | |
COMMERCIAL, INDUSTRIAL AND OTHER | 804,776,417 | 804,776,417 |
65
15.01 INVESTMENTS
(Not reviewed by independent auditors)
Our principal capital expenditure in the last years have been for the maintenance and upgrading of our distribution network and generation projects. The following table sets forth our capital expenditure for the 6 month-period ended June 30, 2007, as well as the three years ended December 31, 2006, 2005 and 2004.
In million of R$ | ||||||||
Year Ended December 31, | ||||||||
Six Months | 2006 | 2005 | 2004 | |||||
Distribution: | ||||||||
CPFL Paulista | 165 | 245 | 189 | 131 | ||||
CPFL Piratininga | 77 | 131 | 86 | 64 | ||||
RGE | 97 | 151 | 93 | 66 | ||||
Santa Cruz | 5 | - | - | - | ||||
Total distribution | 344 | 527 | 368 | 261 | ||||
Generation: | 202 | 266 | 255 | 343 | ||||
Commercialization: | ||||||||
CPFL Brasil | 3 | 4 | 4 | 2 | ||||
Total | 549 | 797 | 627 | 606 | ||||
We plan to make capital expenditures totaling approximately R$ 971 million in 2007 and approximately R$ 747 million in 2008. Of total budgeted capital expenditure over this period, R$ 1,398 million is planned to be for distribution activities, R$ 302 million for generation segment, R$ 2 million parent company and R$ 16 million for commercialization.
66
16.01 OTHER IMPORTANT INFORMATION ON THE COMPANY (*)
Additional information Novo Mercado
Position of the shareholders of CPFL Energia S/A with more than 5% of the shares holding voting rights, as of June 30, 2007:
Common | Interest - % | |||
Shareholders | Shares | |||
VBC Energia S.A. | 139,002,671 | 28.97% | ||
521 Participações S.A. | 149,230,373 | 31.11% | ||
Bonaire Participações S.A. | 60,713,511 | 12.65% | ||
Brumado Holdings S.A. | 28,420,052 | 5.92% | ||
BNDES Participações S.A. | 24,789,436 | 5.17% | ||
Other shareholders | 77,600,687 | 16.18% | ||
Total | 479,756,730 | 100.00% | ||
Quantity and characteristic of securities held by the Controlling Shareholders, Executive Officers, Board of Directors, Fiscal Council and Free Float, as of June 30, 2007 and 2006:
June 30, 2007 | June 30, 2006 | |||||||
Common | Common | |||||||
Shareholders | Shares | % | Shares | % | ||||
Controlling Shareholders | 349,784,397 | 72.91% | 394,617,582 | 82.25% | ||||
Administrator | ||||||||
Executive Officers | 30,795 | 0.01% | 43,436 | 0.01% | ||||
Board of Directors | 3,112 | 0.00% | 13 | 0.00% | ||||
Fiscal Council | - | 0.00% | - | 0.00% | ||||
Other Shareholders Free Float | 129,938,426 | 27.07% | 85,095,699 | 17.74% | ||||
Total | 479,756,730 | 100.00% | 479,756,730 | 100.00% | ||||
67
Shareholders composition of VBC Energia S/A with more than 5% of common shares (voting right), up to the individuals level, as of June 30, 2007.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
(a) | Votorantim Energia Ltda | 1,100,652 | 30.31% | 47,018 | 33.34% | 1,147,670 | 30.42% |
(b) | Atila Holdings S/A | 1,100,652 | 30.31% | 47,021 | 33.33% | 1,147,673 | 30.42% |
(c) | Camargo Corrêa Energia S.A. | 1,100,652 | 30.30% | 47,018 | 33.33% | 1,147,670 | 30.42% |
Other Shareholders | 329,899 | 9.08% | 4 | 0.00% | 329,903 | 8.74% | |
Total | 3,631,855 | 100.00% | 141,061 | 100.00% | 3,772,916 | 100.00% |
(a) Votorantim Energia Ltda
Shareholders | Quotas | % | |
(d) | Votorantim Investimentos Industriais S.A. | 228,617,352 | 70.28% |
(e) | Cia Brasileira de Alumínio | 70,827,862 | 21.77% |
(f) | Santa Cruz Geração de Energia S.A. | 25,855,977 | 7.95% |
Total | 325,301,191 | 100.00% |
(b) Atila Holdings S.A.
Shareholders | Quotas | % | |
(d) | Votorantim Investimentos Industriais S.A. | 43,888,284 | 50.00% |
(g) | Camargo Corrêa S.A. | 43,888,284 | 50.00% |
Total | 87,776,568 | 100.00% |
(c) Camargo Corrêa Energia S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
(g) |
Camargo Corrêa S.A. |
518,860 | 100.00% | 518,851 | 100.00% | 1,037,711 | 100.00% |
Other Shareholders | 0 |
0.00% | 9 | 0.00% | 9 | 0.00% | |
Total | 518,860 | 100.00% | 518,860 | 100.00% | 1,037,720 | 100.00% |
68
(d) Votorantim Investimentos Industriais S.A.
Shareholders |
Common Shares |
% | |
(h) |
Votorantim Participações S.A. | 11,165,582,998 | 100.00% |
Other Shareholders | 2 | 0.00% | |
Total | 11,165,583,000 | 100.00% |
(e) Companhia Brasileira de Alumínio
Shareholders | Common Shares |
% | |
(d) |
Votorantim Investimentos Industriais S.A. | 765,534,496 | 99.76% |
Other Shareholders | 1,874,557 | 0.24% | |
Total | 767,409,053 | 100.00% |
(f) Santa Cruz Geração de Energia S.A.
Shareholders | Common Shares |
% | |
(e) |
Companhia Brasileira de Alumínio | 42,105,504 | 100.00% |
Other Shareholders | 6 | 0.00% | |
Total | 42,105,510 | 100.00% |
(g) Camargo Corrêa S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
(i) | Participações Morro Vermelho S.A. | 48,937 | 99.98% | 93,099 | 100.00% | 142,036 | 99.99% |
Other Shareholders | 9 | 0.02% | 1 | 0.00% | 10 | 0.01% | |
Total | 48,946 | 100.00% | 93,100 | 100.00% | 142,046 | 100.00% |
(h) Votorantim Participações S.A.
Shareholders | Common Shares |
% | |
(j) |
Hejoassu Administração S.A. | 5,304,772,480 | 98.59% |
Other Shareholders | 76,106,493 | 1.41% | |
Total | 5,380,878,973 | 100.00% |
69
(i) Participações Morro Vermelho S.A.
Shareholders | Common Shares |
% |
Rosana Camargo Arruda Botelho | 4,882,646 | 33.34% |
Renata Camargo Nascimento | 4,882,646 | 33.33% |
Regina Camargo Pires Oliveira Dias | 4,882,644 | 33.33% |
Other Shareholders | 191 | 0.00% |
Total | 14,648,127 | 100.00% |
(j) Hejoassu Administração S.A.
Shareholders | Common Shares |
% | |
(k) |
JEMF Participações S.A. | 400,000 | 25.00% |
(l) |
AEM Participações S.A. | 400,000 | 25.00% |
(m) |
ERMAN Participações S.A. | 400,000 | 25.00% |
(n) |
MRC Participações S.A. | 400,000 | 25.00% |
Total | 1,600,000 | 100.00% |
(k) JEMF Participações S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
José Ermírio de Moraes Neto | 228,243,033 | 33.33% | 0 | 0.00% | 228,243,033 | 33.33% | |
José Roberto Ermírio Moraes | 228,243,033 | 33.33% | 0 | 0.00% | 228,243,033 | 33.33% | |
Neide Helena de Moraes | 228,243,034 | 33.34% | 0 | 0.00% | 228,243,034 | 33.34% | |
(l) | AEM Participações S.A. | 0 | 0.00% | 300 | 33.34% | 300 | 0.00% |
(m) | ERMAN Participações S.A. | 0 | 0.00% | 300 | 33.33% | 300 | 0.00% |
(n) | MRC Participações S.A. | 0 | 0.00% | 300 | 33.33% | 300 | 0.00% |
Total | 684,729,100 | 100.00% | 900 | 100.00% | 684,730,000 | 100.00% |
(l) AEM Participações S.A.
Shareholders |
Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
Antonio Ermírio de Moraes detains the voting rights, corresponding to the totality of his common shares |
684,729,100 | 100.00% | 0 | 0.00% | 684,729,100 | 100.00% | |
(k) |
JEMF Participações S.A. | 0 | 0.00% | 300 | 33.34% | 300 | 0.00% |
(m) |
ERMAN Participações S.A. | 0 | 0.00% | 300 | 33.33% | 300 | 0.00% |
(n) |
MRC Participações S.A. | 0 | 0.00% | 300 | 33.33% | 300 | 0.00% |
Total | 684,729,100 | 100.00% | 900 | 100.00% | 684,730,000 | 100.00% |
70
(m) ERMAN Participações S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
Ermírio Pereira de Moraes detains the voting rights, corresponding to the totality of his common shares |
684,729,100 | 100.00% | 0 | 0.00% | 684,729,100 | 100.00% | |
(k) | JEMF Participações S.A. | 0 | 0.00% | 300 | 33.34% | 300 | 0.00% |
(l) | AEM Participações S.A. | 0 | 0.00% | 300 | 33.33% | 300 | 0.00% |
(n) | MRC Participações S.A. | 0 | 0.00% | 300 | 33.33% | 300 | 0.00% |
Total | 684,729,100 | 100.00% | 900 | 100.00% | 684,730,000 | 100.00% |
(n) MRC Participações S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
Maria Helena Moraes Scripilliti detains the voting rights, corresponding to the totality of her common shares |
684,729,100 | 100.00% | 0 | 0.00% | 684,729,100 | 100.00% | |
(k) | JEMF Participações S.A. | 0 | 0.00% | 300 | 33.34% | 300 | 0.00% |
(m) | ERMAN Participações S.A. | 0 | 0.00% | 300 | 33.33% | 300 | 0.00% |
(i) | AEM Participações S.A. | 0 | 0.00% | 300 | 33.33% | 300 | 0.00% |
Total | 684,729,100 | 100.00% | 900 | 100.00% | 684,730,000 | 100.00% |
Shareholders composition of 521 Participações S.A. with more than 5% of common shares (voting right), up to the individuals level, as of June 30, 2007.
Shareholders | Common Shares |
% |
Fundo de Investimento Financeiro BB Renda Fixa IV | 377,592 | 15.70% |
Fundo Mutuo de Investimento em Ações BB - Carteira Livre I | 2,027,402 | 84.30% |
Other Shareholders | 6 | 0.00% |
Total | 2,405,000 | 100.00% |
71
Shareholders composition of Bonaire Participações S.A. with more than 5% of common shares (voting right), up to the individuals level, as of June 30, 2007.
Shareholders | Common Shares |
% |
Energia Fundo de Investimento em Participações | 66,728,872 | 100.00% |
Other Shareholders | 6 |
0.00% |
Total | 66,728,878 | 100.00% |
Shareholders composition of BRUMADO HOLDINGS S.A. with more than 5% of common shares (voting right), up to the individuals level, as of June 30, 2007.
Shareholders | Common Shares |
% | |
(a) |
Antares Holding Ltda | 980,492,792 | 100.00% |
Total | 980,492,792 | 100.00% |
(a) Antares Holding Ltda
Shareholders | Common Shares |
% |
Bradespar S.A. | 274,546,567 | 100.00% |
Other Shareholders | 1 | 0.00% |
Total | 274,546,568 | 100.00% |
(b) Bradespar S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
(c) | Cidade de Deus Cia Cial de Participações | 22,441,612 | 36.59% | 150,480 | 0.13% | 22,592,092 | 12.92% |
Fundação Bradesco | 9,089,652 | 14.82% | 1,449,492 | 1.28% | 10,539,144 | 6.03% | |
Hedging Griffo (Fundos) | 3,161,990 | 5.16% | 8,816,134 | 7.77% | 11,978,124 | 6.85% | |
(d) | NCF Participações S.A. |
8,573,756 | 13.98% | 0 | 0.00% | 8,573,756 | 4.90% |
Fundo de Pensões do Banco Espirito Santo | 5,950,000 | 9.70% | 0 | 0.00% | 5,950,000 | 3.40% | |
BlackRock, Inc. | 0 | 0.00% | 6,270,600 | 5.52% | 6,270,600 | 3.59% | |
Other Shareholders | 12,115,242 | 19.75% | 96,825,742 | 85.30% | 108,940,984 | 62.31% | |
Total | 61,332,252 | 100.00% | 113,512,448 | 100.00% | 174,844,700 | 100.00% |
72
(c) Cidade de Deus Cia Cial de Participações
Shareholders | Common Shares |
% | |
(e) |
Nova Cidade de Deus Participações S.A. | 2,574,939,991 | 44.78% |
Fundação Bradesco | 1,903,839,616 | 33.11% | |
Lia Maria Aguiar | 417,744,408 | 7.26% | |
Lina Maria Aguiar | 488,038,330 | 8.48% | |
Other Shareholders | 366,156,434 | 6.37% | |
Total | 5,750,718,779 | 100.00% |
(d) NCF Participações S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
Fundação Bradesco | 14,331,333 | 25.10% | 50,828,750 | 100.00% | 65,160,083 | 60.38% | |
(c) | Cidade de Deus Cia Cial de Participações | 41,979,583 | 73.54% | 0 | 0.00% | 41,979,583 | 38.90% |
(e) | Nova Cidade de Deus Participações S.A. | 777,000 | 1.36% | 0 | 0.00% | 777,000 | 0.72% |
Total | 57,087,916 | 100.00% | 50,828,750 | 100.00% | 107,916,666 | 100.00% |
(e) Nova Cidade de Deus Participações S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % | |
Fundação Bradesco | 101,082,737 | 46.30% | 231,332,928 | 98.35% | 332,415,665 | 73.29% | |
(f) |
Elo Participações e investimentos S.A. | 117,230,771 | 53.70% | 0 | 0.00% | 117,230,771 | 25.85% |
Caixa Beneficiente Fund. do Bradesco | 0 | 0% | 3,885,487 | 1.65% | 3,885,487 | 0.86% | |
Total | 218,313,508 | 100.00% | 235,218,415 | 100.00% | 453,531,923 | 100.00% |
(f) Elo Participações e Investimentos S.A.
Shareholders | Common Shares |
% | Preferred Shares |
% | TOTAL | % |
Lázaro de Mello Brandão | 9,188,513 | 5.92% | 0 | 0.00% | 9,188,513 | 4.12% |
Other Shareholders | 145,894,884 | 94.08% | 67,859,087 | 100.00% | 213,753,971 | 95.88% |
Total | 155,083,397 | 100.00% | 67,859,087 | 100.00% | 222,942,484 | 100.00% |
73
Shareholders composition of BNDES S.A. wiith more than 5% of common shares (voting right), up to the individuals level, as of June 30, 2007.
Shareholders | Common Shares |
% |
Banco Nacional de Desenv.Econômico e Social ( 1 ) | 1 | 100.00% |
Total | 1 | 100.00% |
( 1 ) State agency Brazilian Federal.
The quantity of shares are expressed in units
Commitment to arbitrage
The Company is committed to arbitrage in the Market Chamber of Arbitrage, in accordance with the Arbitration Clause in Article 44 of the Companys By-Laws.
74
1 - Calculation Basis | 6 month-period ended June 2007(R$) | 6 month-period ended June 2006(R$) | ||||
Net Revenues (NR) | 4,377,395 | 3,703,710 | ||||
Operating Result (OR) | 1,249,775 | 987,362 | ||||
Gross Payroll (GP) | 210,543 | 211,640 | ||||
2 - Internal Social Indicators | Value (000) | % of GP | % of NR | Valor (000) | % of GP | % of NR |
Food | 14,096 | 6.70% | 0.32% | 12,692 | 6.00% | 0.34% |
Mandatory payroll taxes | 49,595 | 23.56% | 1.13% | 50,966 | 24.08% | 1.38% |
Private pension plan | 9,384 | 4.46% | 0.21% | 9,074 | 4.29% | 0.24% |
Health | 11,135 | 5.29% | 0.25% | 10,199 | 4.82% | 0.28% |
Occupational safety and health | 1,041 | 0.49% | 0.02% | 715 | 0.34% | 0.02% |
Education | 867 | 0.41% | 0.02% | 645 | 0.30% | 0.02% |
Culture | 0 | 0.00% | 0.00% | 0 | 0.00% | 0.00% |
Trainning and professional development | 2,813 | 1.34% | 0.06% | 3,579 | 1.69% | 0.10% |
Day-care / allowance | 370 | 0.18% | 0.01% | 303 | 0.14% | 0.01% |
Profit / income sharing | 14,401 | 6.84% | 0.33% | 17,024 | 8.04% | 0.46% |
Others | 1,997 | 0.95% | 0.05% | 1,345 | 0.64% | 0.04% |
Total - internal social indicators | 105,699 | 50.20% | 2.41% | 106,542 | 50.34% | 2.88% |
3 - External Social Indicators | Valor (000) | % of OR | % of NR | Valor (000) | % of OR | % of NR |
Education | 0 | 0.00% | 0.00% | 41 | 0.00% | 0.00% |
Culture | 3,306 | 0.26% | 0.08% | 8,049 | 0.82% | 0.22% |
Health and sanitation | 180 | 0.01% | 0.00% | 490 | 0.05% | 0.01% |
Sport | 0 | 0.00% | 0.00% | 0 | 0.00% | 0.00% |
Hunger and malnutrition | 0 | 0.00% | 0.00% | 0 | 0.00% | 0.00% |
Others | 538 | 0.04% | 0.01% | 716 | 0.07% | 0.02% |
Total contributions to society | 4,024 | 0.32% | 0.09% | 9,296 | 0.94% | 0.25% |
Taxes (excluding payroll taxes) | 2,388,105 | 191.08% | 54.56% | 2,145,798 | 217.33% | 57.94% |
Total - external social indicators | 2,392,129 | 191.40% | 54.65% | 2,155,094 | 218.27% | 58.19% |
4 - Environmental Indicators | Valor (000) | % of OR | % of NR | Valor (000) | % of OR | % of NR |
Investments relalated to company production / operation | 12,396 | 0.99% | 0.28% | 11,710 | 1.19% | 0.32% |
Investments in external programs and/or projects | 7,056 | 0.56% | 0.16% | 2,292 | 0.23% | 0.06% |
Total environmental investments | 19,452 | 1.56% | 0.44% | 14,002 | 1.42% | 0.38% |
Regarding the establishment of "annual targets" to minimize residues, the consumption in production / operation and increase efficiency in the use of natural resources, the company |
( ) do not have targets ( ) fulfill from 0 to 50% |
( ) fulfill from 51 to 75% (X) fulfill from 76 to 100% |
(x) do not have targets ( ) fulfill from 0 to 50% |
( ) fulfill from 51 to 75% ( ) fulfill from 76 to 100% |
5 - Staff Indicators | 6 month-period 2007 | 6 month-period 2006 |
Nº of employees at the end of period | 6,265 | 5,834 |
Nº of employees hired during the period | 123 | 169 |
Nº of outsourced employees | 6,797 | 6,138 |
Nº of interns | 168 | 141 |
Nº of employees above 45 years age | 1,549 | 1,213 |
Nº of women working at the company | 1,046 | 1,006 |
% of management position occupied by women | 9.22% | 19.20% |
Nº of Afro-Brazilian employees working at the company | 495 | 424 |
% of management position occupied by Afro-Brazilian employees | 0.97% | 0.50% |
Nº of employees with disabilities | 204 | 154 |
6 - Relevant information regarding the exercise of corporate citizenship | 1. Half 2007 | 1. Half 2006 |
Ratio of the highest to the lowest compensation at company | 73.54 | 73.04 |
Total number of work-related accidents | 4 | 6 |
Social and environmental projects developed by the company were | ( ) directors | (X) directors | ( ) all | ( ) directors | (X) directors | ( ) all |
decided upon by: | and managers | employees | and managers | employees | ||
( ) directors | ( ) all | (X) all + Cipa | ( ) directors | ( ) all | (X) all + Cipa | |
Health and safety standards at the workplace were decided upon by: | and managers | employees | and managers | employees | ||
Regarding the liberty to join a union, the right to a collective negotiation | ( ) does not | ( ) follows the | (X) motivates | ( ) will not | ( ) will follow | (X) will motivate |
and the internal representation of the employees, the company: | get involved | OIT rules | and follows OIT | get involved | the OIT rules | and follow OIT |
( ) directors | ( ) directors | (X) all | ( ) directors | ( ) directors | (X) all | |
The private pension plan contemplates: | and managers | employees | and managers | employees | ||
( ) directors | ( ) directors | (X) all | ( ) directors | ( ) directors | (X) all | |
The profit / income sharing contemplates: | and managers | employees | and managers | employees | ||
In the selection of suppliers, the same ethical standards and social / | ( ) are not | ( ) are | ( X ) are | ( ) will not be | ( ) will be | ( X ) will be |
environmental responsibilities adopted by the company: | considered | suggested | required | considered | suggested | required |
Regarding the participation of employees in voluntary work programs, the | ( ) does not | ( ) supports | (X) organizes | ( ) will not | ( ) will support | (X) will organize |
company: | get involved | and motivates | get involved | and motivate | ||
Total number of customer complaints and criticisms: | in the company | in Procon | in the Courts | in the company | in Procon | in the Courts |
421,782 | 1,969 | 3,245 | 428,412 | 2,069 | 4,241 | |
% of complaints and criticisms attended to or resolved: | in the company | in Procon | in the Courts | in the company | in Procon | in the Courts |
100% | 100% | 32.52% |
100% | 100% | 31,96% | |
Total value-added to distribute (R$ 000): | Six-month-period 2007: 3,924,487 | Six-month-period 2006: 3,376,828 | ||
66.39% government | 3.60% employees | 65.33% government | 5.32% employees | |
21.46% shareholders | 8.55% third parties | 18.12% shareholders | 11.23% third parties | |
Value-Added Distribution (VAD): | 0% retained | 0% retained |
7 - Other Information |
Item |
6- Relevant information regarding the exercise of corporate citizenship - Six-month-period |
% of complaints and criticisms attended to or resolved in the Justice, left blank for take three months to its solution |
Consolidated informations |
In the financial items were utilized the percentage of stock paticipation. For the other information, as number of employees and legal lawsuits, the informations were available in full numbers. |
Responsible: Antônio Carlos Bassalo, phone: 55-19-3756-8018, bassalo@cpfl.com.br |
(*) not reviewed by the auditors.
75
17.01 REPORT ON SPECIAL REVIEW-UNQUALIFIED
(Convenience Translation into English from the Original Previously Issued in Portuguese)
Independent auditors review report
To
The Shareholders and Directors CPFL Energia S.A.
São Paulo - SP
1 | We have reviewed the accompanying quarterly financial information (Informações Trimestrais - ITR) of CPFL Energia S.A. as of and for the three-month period ended June 30, 2007, comprising the balance sheet and consolidated balance
sheet of the Company and its subsidiaries, the statement of income and the consolidated statement of income and the performance reports and relevant information, prepared in conformity with accounting practices adopted in Brazil and regulations
issued by the Brazilian Securities Commission (Comissão de Valores Mobiliários CVM). The aforementioned financial statements are the responsibility of the Companys Management. |
2 | The quarterly financial information of the jointly-owned indirect subsidiary Campos Novos Energia S.A. as of and for the three-month period ended June 30, 2007 were reviewed by other independent auditors, whose unqualified special review report was
issued on July 19, 2007, but with an emphasis paragraph mentioning the existence of excess liabilities over current assets. The quarterly financial information as of March 31, 2007 was reviewed by the same auditors, who issued an unqualified report
on April 13, 2007, but with an emphasis paragraph drawing attention to the existence of excess current liabilities over current assets. CPFL Energia S.A. values its indirect interest in Campos Novos Energia S.A. by the equity method of accounting and consolidates this investment by the proportional consolidation method. On June 30, 2007, the balance of this investment is R$
214,003 thousand and the equity in income of subsidiaries and associated companies of this investment in the net income for this three-month period is a profit of R$ 16,583 thousand. The quarterly financial information of this indirect investee
included in the consolidated quarterly financial information as of June 30, 2007 presents proportional assets of R$ 789,495 thousand. Our report, as regards the amounts generated by this indirect investee during the three-month period ended June
30, 2007, is based exclusively on the special review report issued by the independent auditors of Campos Novos Energia S.A. |
3 | The quarterly financial information of the jointly-owned indirect subsidiary BAESA Energética Barra Grande S.A. as of and for the three-month period ended June 30, 2007 was reviewed by other independent auditors, who issued an
unqualified special review report on July 6, 2007. The balance sheet as of March 31, 2007 and the statement of income for the three-month period ended June 30, 2006 were reviewed by the same auditors, who issued their unqualified reports, on April
13, 2007 and July 14, 2006, respectively. CPFL Energia S.A. values its interest in BAESA Energética Barra Grande S.A. by the equity method of accounting and consolidates this investment by the proportional consolidation method. On June
30, 2007, the balance of this investment is R$ 115,026 thousand, and the equity in income of subsidiaries and associated companies of this investment in the net income for this three-month period is a profit of R$ 5,824 thousand. The
quarterly financial information of this indirect investee included in the consolidated quarterly financial information present proportional assets of R$ 391,851 thousand as of June 30, 2007. Our report, as regards the amounts generated by this
company during the mentioned three-month period, is based exclusively on the report of the review conducted by the independent auditors of BAESA Energética Barra Grande S.A. |
4 | The quarterly financial information of the indirect subsidiary CMS Energy Brasil S.A. and its subsidiaries as of and for the three-month period ended June 30, 2007 were reviewed by other independent auditors, whose unqualified special review report
was issued on July 20, 2007.
The quarterly financial information as of March 31, 2007 was reviewed by the same auditors, who issued an unqualified report on April 13, 2007, but containing an emphasis paragraph about the continuity of operations and possible adjustments that
could occur by virtue of the selling process of CMS Energy Brasil S.A. and its subsidiaries to CPFL Energia S.A. which process materialized on June 30, 2007. The statements of income of CMS Energy Brasil S.A. and its subsidiaries, as of and
for the three-month period ended June 30, 2006 were also reviewed by these auditors, who issued an unqualified report, on August 4, 2006. CPFL Energia S.A. values its indirect interest in CMS Energy Brasil S.A. by the equity method of accounting and
consolidates this investment by the full consolidation method. On June 30, 2007 the balance of this investment is R$ 269,150 thousand and the equity in income of subsidiaries and associated companies of this investment in the net income for this
three- month period is zero, since the effective date of the acquisition is June 30, 2007. The quarterly financial information of this indirect investee included in the consolidated quarterly financial information presents assets of R$ 461,047
thousand as of June 30, 2007. Our report, as regards the amounts generated by this company during the mentioned three-month period, is based exclusively on the report of the review conducted by the independent auditors of CMS Energy Brasil S.A. and
its subsidiaries. |
5 | Our review was conducted in accordance with specific Standards established by the Brazilian Institute of Independent Auditors (IBRACON - Instituto dos Auditores Independentes do Brasil) and the Federal Accounting Council (Conselho Federal de
Contabilidade), which consisted mainly of (a) inquiries of and discussions with persons responsible for the accounting, financial and operating areas of the Company and its subsidiaries about the main criteria adopted in preparing the quarterly
financial information, and (b) review of the information and subsequent events that have or may have relevant effects on the financial position and operations of the Company and its subsidiaries. |
6 | Based on our special review and the review reports issued by other independent auditors, we are not aware of any material changes that should be made to the quarterly financial information mentioned in paragraph 1 for it to be in conformity with
accounting practices adopted in Brazil and the regulations issued by the Brazilian Securities Commission (CVM), specifically applicable to the preparation of mandatory quarterly financial information. |
7 | As mentioned in Note 3 - item (b.1) to the quarterly financial information, on October 19, 2006, the Brazilian Electricity Agency (Agência Nacional de Energia Elétrica - ANEEL) altered, on a temporary basis, the percentage relating to
the periodical tariff review of 2003 of the subsidiary Companhia Piratininga de Força e Luz, from 9.67% to 10.14%. In view of the temporary nature of this tariff review, the same is subject to possible alterations with respect to its final
ratification. |
8 | The individual and consolidated balance sheets of March 31, 2007, which are presented for comparative purposes, were reviewed by other independent auditors, who issued an unqualified report thereon, dated April 24, 2007, containing an emphasis
paragraph similar to paragraph 7 above. The individual and consolidated statements of income, for the three- month and six-month periods ended June 30, 2006, which are presented for comparative purposes, were also reviewed by other independent
auditors, who issued an unqualified special review report thereon, dated July 25, 2006, containing an emphasis paragraph with respect to the alteration by ANEEL, on a definite basis, of the percentage relating to the periodical tariff review of 2003
of the subsidiary Companhia Paulista de Força e Luz and on account of the recognition of regulatory assets on the difference of the depreciation rate used that was pending ratification by ANEEL on that date and that was finally granted on
September 5, 2006. |
9 | Our special review was conducted with the objective of issuing a report on the quarterly financial information mentioned in paragraph one. The statements of cash flow and added value as of and for the three-month period ended June 30, 2007,
represent supplementary information to the figures of the quarterly financial information, which are not required by accounting practices adopted in Brazil and are presented to permit additional analysis. This supplementary information is submitted
to the same review procedures applied to the aforementioned quarterly financial information and is presented fairly, in all material respects, in relation to the quarterly financial information, taken as a whole. |
Campinas, July 23, 2007
KPMG Auditores Independentes
CRC 2SP014428/O-6
Jarib Brisola Duarte Fogaça
Accountant CRC 1SP125991/O-0
76
18.02 COMMENTS ON PERFORMANCE OF SUBSIDIARIES
Subsidiary: COMPANHIA PAULISTA DE FORÇA E LUZ - CPFL |
The subsidiary Companhia Paulista de Força e Luz is a public company and its Comments on the performance of this quarter is attached in the Interim Financial Statements as of June 30, 2007, filed at CVM (Brazilian Securities Commission).
77
18.02 COMMENTS ON PERFORMANCE OF SUBSIDIARIES
Subsidiary: CPFL GERAÇÃO DE ENERGIA S.A. |
The subsidiary CPFL Geração de Energia S.A. is a public company and its Comments on the performance of this quarter (the Company and Consolidated) is attached in the Interim Financial Statements as of June 30, 2007, filed at CVM (Brazilian Securities Commission).
78
CPFL COMERCIALIZAÇÃO BRASIL S/A
18.01 INCOME STATEMENT OF SUBSIDIARY (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 - 04/01/2007 to 06/30/2007 |
4 - 01/01/2007 to 06/30/2007 |
5 - 04/01/2006 to 06/30/2006 |
6 - 01/01/2006 to 06/30/2006 |
3.01 | Operating revenues | 460,627 | 909,061 | 441,324 | 891,282 |
3.02 | Deductions from operating revenues | (64,439) | (126,551) | (61,478) | (121,067) |
3.02.01 | ICMS | (22,691) | (43,475) | (20,807) | (39,018) |
3.02.02 | PIS | (7,418) | (14,768) | (7,224) | (14,589) |
3.02.03 | COFINS | (34,171) | (68,023) | (33,286) | (67,197) |
3.02.04 | ISS | (159) | (285) | (161) | (263) |
3.03 | Net operating revenues | 396,188 | 782,510 | 379,846 | 770,215 |
3.04 | Cost of sales and/or services | (312,509) | (583,183) | (316,983) | (603,542) |
3.04.01 | Cost of electric energy | (306,068) | (573,119) | (312,274) | (594,962) |
3.04.02 | Material | (729) | (849) | (658) | (1,330) |
3.04.03 | Outsourced services | (5,712) | (9,215) | (4,051) | (7,250) |
3.05 | Gross operating income | 83,679 | 199,327 | 62,863 | 166,673 |
3.06 | Operating Expenses/Income | (3,342) | (6,505) | (1,616) | (2,501) |
3.06.01 | Sales and Marketing | (4,313) | (8,580) | (3,736) | (7,316) |
3.06.02 | General and administrative | (72) | (112) | (5) | (24) |
3.06.03 | Financial | 1,043 | 2,187 | 2,125 | 4,839 |
3.06.03.01 | Financial income | 3,562 | 7,315 | 4,165 | 9,345 |
3.06.03.02 | Financial expenses | (2,519) | (5,128) | (2,040) | (4,506) |
3.06.03.02.01 | Goodwill from incorporation | (3) | (6) | (3) | (6) |
3.06.03.02.02 | Other | (2,516) | (5,122) | (2,037) | (4,500) |
3.06.04 | Other operating income | 0 | 0 | 0 | 0 |
3.06.05 | Other operating expense | 0 | 0 | 0 | 0 |
3.06.06 | Equity in subsidiaries | 0 | 0 | 0 | 0 |
79
CPFL COMERCIALIZAÇÃO BRASIL S/A
18.01 INCOME STATEMENT OF SUBSIDIARY (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 - 04/01/2007 to 06/30/2007 | 4 - 01/01/2007 to 06/30/2007 | 5 - 04/01/2006 to 06/30/2006 | 6 - 01/01/2006 to 06/30/2006 |
3.07 | Income from operations | 80,337 | 192,822 | 61,247 | 164,172 |
3.08 | Nonoperating income (expense) | 0 | 0 | 0 | 0 |
3.08.01 | Income | 0 | 0 | 0 | 0 |
3.08.02 | Expenses | 0 | 0 | 0 | 0 |
3.09 | Income before taxes on income and minority interest | 80,337 | 192,822 | 61,247 | 164,172 |
3.10 | Income tax and social contribution | (26,082) | (64,173) | (20,423) | (54,998) |
3.10.01 | Social contribution | (6,938) | (17,028) | (5,416) | (14,583) |
3.10.02 | Income tax | (19,144) | (47,145) | (15,007) | (40,415) |
3.11 | Deferred income tax and social contribution | 0 | 0 | 0 | 0 |
3.12 | Statutory profit sharing/contributions | 0 | 0 | (1) | (1) |
3.12.01 | Profit sharing | 0 | 0 | (1) | (1) |
3.12.02 | Contributions | 0 | 0 | 0 | 0 |
3.13 | Reversal of interest on shareholders equity | 0 | 0 | 0 | 0 |
3.15 | Net income (loss) for the period | 54,255 | 128,649 | 40,823 | 109,173 |
SHARES OUTSTANDING EX-TREASURY STOCK (in units) | 2,998,565 | 2,998,565 | 455,996 | 455,996 | |
EARNINGS PER SHARE | 18.09365 | 42.90352 | 89.52491 | 239.41657 | |
LOSS PER SHARE |
81
18.02 COMMENTS ON PERFORMANCE OF SUBSIDIARIES |
Subsidiary: CPFL COMERCIALIZAÇÃO BRASIL S.A. |
Gross Revenue
The Gross revenue for the 2nd quarter of 2007, which includes the operations of the subsidiaries CLION and Sul Geradora (beginning May 2007), was R$ 460,627, an increase of 4.4% in relation to the same quarter of 2006. A volume of 4,785 GWh was traded in the quarter, against 5,154 GWh in the same quarter of the previous year.
Net Income
Net income of R$ 54,255 was recorded in the 2nd quarter of 2007, an increase of 32.9% compared to the same quarter of 2006.
EBITDA (net income before financial income, income tax and social contribution, depreciation and amortization) for the 2nd quarter of 2007 was R$ 79,620, 34.6% higher than in the same quarter of 2006, which amounted to R$ 59,169 (information not reviewed by the Independent Auditors).
82
18.02 COMMENTS ON PERFORMANCE OF SUBSIDIARIES
Subsidiary: COMPANHIA PIRATININGA DE FORÇA E LUZ |
The subsidiary Companhia Piratininga de Força e Luz is a public company and its Comments on the performance of this quarter is attached in the Interim Financial Statements as of June 30, 2007, filed at CVM (Brazilian Securities Commission).
83
CPFL SERRA LTDA.
18.01 INCOME STATEMENT OF SUBSIDIARY (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 - 04/01/2007 to 06/30/2007 | 4 - 01/01/2007 to 06/30/2007 | 5 - 04/01/2006 to 06/30/2006 | 6 - 01/01/2006 to 06/30/2006 |
3.01 | Operating revenues | 0 | 0 | 0 | 0 |
3.02 | Deductions from operating revenues | 0 | 0 | 0 | 0 |
3.03 | Net operating revenues | 0 | 0 | 0 | 0 |
3.04 | Cost of sales and/or services | 0 | 0 | 0 | 0 |
3.05 | Gross operating income | 0 | 0 | 0 | 0 |
3.06 | Operating Expenses/Income | 43,872 | 77,868 | 4,152 | 4,152 |
3.06.01 | Sales and Marketing | 0 | 0 | 0 | 0 |
3.06.02 | General and administrative | (53) | (74) | 28 | 28 |
3.06.03 | Financial | (4,809) | (9,616) | 22 | 22 |
3.06.03.01 | Financial income | 0 | 0 | 22 | 22 |
3.06.03.02 | Financial expenses | (4,809) | (9,616) | 0 | 0 |
3.06.03.02.01 | Goodwill amortization | (4,808) | (9,615) | 0 | 0 |
3.06.03.02.02 | Other | (1) | (1) | 0 | 0 |
3.06.04 | Other operating income | 0 | 0 | 0 | 0 |
3.06.05 | Other operating expense | 0 | 0 | 0 | 0 |
3.06.06 | Equity in subsidiaries | 48,734 | 87,558 | 4,102 | 4,102 |
84
CPFL SERRA LTDA.
18.01 INCOME STATEMENT OF SUBSIDIARY (in thousands of Brazilian reais R$)
1 Code | 2 Description | 3 - 04/01/2007 to 06/30/2007 | 4 - 01/01/2007 to 06/30/2007 | 5 - 04/01/2006 to 06/30/2006 | 6 - 01/01/2006 to 06/30/2006 |
3.07 | Income from operations | 43,872 | 77,868 | 4,152 | 4,152 |
3.08 | Nonoperating income (expense) | 0 | 0 | 0 | 0 |
3.08.01 | Income | 0 | 0 | 0 | 0 |
3.08.02 | Expenses | 0 | 0 | 0 | 0 |
3.09 | Income before taxes on income and minority interest | 43,872 | 77,868 | 4,152 | 4,152 |
3.10 | Income tax and social contribution | 0 | (290) | (6) | (6) |
3.10.01 | Social contribution | 0 | (77) | (2) | (2) |
3.10.02 | Income tax | 0 | (213) | (4) | (4) |
3.11 | Deferred income tax and social contribution | (291) | (291) | 0 | 0 |
3.11.01 | Deferred social contribution | (77) | (77) | 0 | 0 |
3.11.02 | Deferred income tax | (214) | (214) | 0 | 0 |
3.12 | Statutory profit sharing/contributions | 0 | 0 | 0 | 0 |
3.12.01 | Profit sharing | 0 | 0 | 0 | 0 |
3.12.02 | Contributions | 0 | 0 | 0 | 0 |
3.13 | Reversal of interest on shareholders equity | 0 | 0 | 0 | 0 |
3.15 | Net income (loss) for the period | 43,581 | 77,287 | 4,146 | 4,146 |
SHARES OUTSTANDING EX-TREASURY STOCK (in units) | 1,333,569,100 | 1,333,569,100 | 1,340,969,100 | 1,340,969,100 | |
EARNINGS PER SHARE | 0.03268 | 0.05796 | 0.00309 | 0.00309 |
85
SUMMARY
Group | Table | Description | Page |
01 | 01 | IDENTIFICATION | 1 |
01 | 02 | HEAD OFFICE | 1 |
01 | 03 | INVESTOR RELATIONS OFFICER (Company Mailing Address) | 1 |
01 | 04 | ITR REFERENCE AND AUDITOR INFORMATION | 1 |
01 | 05 | CAPITAL STOCK | 2 |
01 | 06 | COMPANY PROFILE | 2 |
01 | 07 | COMPANIES NOT INCLUDED FROM THE CONSOLIDATED FINANCIAL STATEMENTS | 2 |
01 | 08 | CASH DIVIDENDS | 2 |
01 | 09 | SUBSCRIBED CAPITAL AND CHANGES IN THE CURRENT YEAR | 3 |
01 | 10 | INVESTOR RELATIONS OFFICER | 3 |
02 | 01 | BALANCE SHEET - ASSETS | 4 |
02 | 02 | BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY | 5 |
03 | 01 | INCOME STATEMENT | 6 |
04 | 01 | NOTES TO THE INTERIM FINANCE STATEMENTS | 9 |
05 | 01 | COMMENTS ON PERFORMANCE OF THE QUARTER | 54 |
06 | 01 | CONSOLIDATED BALANCE SHEET - ASSETS | 55 |
06 | 02 | CONSOLIDATED BALANCE SHEET - LIABILITIES & SHAREHOLDERS' EQUITY | 56 |
07 | 01 | CONSOLIDATED INCOME STATEMENT | 58 |
08 | 01 | COMMENTS ON CONSOLIDATED PERFORMANCE OF THE QUARTER | 61 |
09 | 01 | HOLDINGS IN SUBSIDIARIES AND/OR ASSOCIATED COMPANIES | 65 |
15 | 01 | INVESTMENTS | 66 |
16 | 01 | OTHER IMPORTANT INFORMATION ON THE COMPANY | 67 |
17 | 01 | REPORT ON SPECIAL REVIEW-UNQUALIFIED | 76 |
COMPANHIA PAULISTA DE FORÇA E LUZ - CPFL | |||
18 | 02 | COMMENTS ON PERFORMANCE OF SUBSIDIARIES | 79 |
CPFL GERAÇÃO DE ENERGIA S.A. | |||
18 | 02 | COMMENTS ON PERFORMANCE OF SUBSIDIARIES | 80 |
CPFL COMERCIALIZAÇÃO BRASIL LTDA | |||
18 | 02 | COMMENTS ON PERFORMANCE OF SUBSIDIARIES | 81 |
18 | 02 | INCOME STATEMENT OF SUBSIDIARIES | 83 |
COMPANHIA PIRATININGA DE FORÇA E LUZ | |||
18 | 02 | COMMENTS ON PERFORMANCE OF SUBSIDIARIES | 84 |
CPFL SERRA LTDA | |||
18 | 02 | INCOME STATEMENT OF SUBSIDIARIES | 85 |
86
CPFL ENERGIA S.A.
| ||
|
By: | /S/
JOSÉ ANTONIO DE ALMEIDA FILIPPO
|
Name: Title: |
José Antonio de Almeida Filippo
Chief Financial Officer and Head of Investor Relations
|
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.