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___
PUBLIC FEDERAL SERVICE | ||
CVM - SECURITIES EXCHANGE COMMISSION | ||
ITR - QUARTERLY INFORMATION Base Date - 09/30/2007 | Corporate Legislation | |
COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES |
REGISTRATION WITH THE CVM DOES NOT IMPLY ANY ANALYSIS OF THE COMPANY. COMPANY MANAGEMENT IS RESPONSIBLE FOR THE ACCURACY OF THE INFORMATION PROVIDED. |
01.01 - IDENTIFICATION
1 - CVM CODE 01444-3 |
2 - COMPANY'S NAME CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO |
3 -CNPJ 43.776.517/0001-80 |
4 - NIRE 35300016831 |
01.02 - HEAD-OFFICE
1 - FULL ADDRESS Rua Costa Carvalho, 300 |
2 - NEIGHBORHOOD OR DISTRICT Pinheiros |
|||
3 - ZIP CODE 05429-900 |
4 - CITY São Paulo |
5 - STATE SP | ||
6 - AREA CODE 11 |
7 - TELEPHONE 3388-8000 |
8 - TELEPHONE 3388-8200 |
9 - TELEPHONE 3388-8201 |
10 - TELEX |
11 - AREA CODE 11 |
12 - FAX 3813-0254 |
13 - FAX - |
14 - FAX - |
|
15 - E-MAIL sabesp@sabesp.com.br |
01.03 - INVESTOR RELATIONS OFFICER (Company's Mail Address)
1 - NAME Rui de Britto Álvares Affonso |
|||||
2 - FULL ADDRESS Rua Costa Carvalho, 300 |
3 - NEIGHBORHOOD OR DISTRICT Pinheiros |
||||
4 - ZIP CODE 05429-900 |
5 - CITY São Paulo |
6 - STATE SP | |||
7 - AREA CODE 11 |
8 - TELEPHONE 3388-8247 |
9 - TELEPHONE - |
10 - TELEPHONE - |
11 - TELEX |
|
12 - AREA CODE 11 |
13 - FAX 3815-4465 |
14 - FAX - |
15 - FAX - |
||
16 - E-MAIL raffonso@sabesp.com.br |
01.04 - REFERENCE / INDEPENDENT AUDITOR
CURRENT FISCAL YEAR | CURRENT QUARTER | PRIOR QUARTER | |||||
1 -BEGINNING | 2 - END | 3 - NUMBER | 4 -BEGINNING | 5 - END | 6 - NUMBER | 7 -BEGINNING | 8 - END |
01/01/2007 | 12/31/2007 | 3 | 07/01/2007 | 09/30/2007 | 2 | 04/01/2007 | 06/30/2007 |
9 - NAME/CORPORATE NAME OF THE AUDITOR Deloitte Touche Tohmatsu Auditores Independentes |
10 - CVM CODE 00385-9 |
||||||
11 - NAME OF RESPONSIBLE TECHNICIAN Marco Antonio Brandão Simurro |
12 - TAXPAYER ID OF RESP.TECH. 755.400.708-44 |
Page: 1
01.05 - CAPITAL COMPOSITION
NUMBER OF SHARES (thousand) |
1 - CURRENT QUARTER 09/30/2007 |
2 - PRIOR QUARTER 06/30/2007 |
3 - SAME QUARTER PRIOR YEAR 09/30/2006 |
Paid-up Capital | |||
1 - Common | 227,836 | 227,836 | 28,479,577 |
2 - Preferred | 0 | 0 | 0 |
3 - Total | 227,836 | 227,836 | 28,479,577 |
Treasury Stock | |||
4 - Common | 0 | 0 | 0 |
5 - Preferred | 0 | 0 | 0 |
6 - Total | 0 | 0 | 0 |
01.06 - CHARACTERISTICS OF THE COMPANY
1 - TYPE OF COMPANY Commercial, Industrial and Other Companies |
2 - SITUATION Operating |
3 - NATURE OF OWNERSHIP State-owned |
4 - ACTIVITY CODE 1160 - Sanitation, Water and Gas Services |
5 - MAIN ACTIVITY Capture, Treatment, Water Distribution; Collection, Treatment of Sewage |
6 - TYPE OF CONSOLIDATION Not Submitted |
7 - TYPE OF REPORT OF THE INDEPENDENT ACCOUNTANT Unqualified |
01.07 - COMPANIES EXCLUDED FROM THE CONSOLIDATED FINANCIAL STATEMENTS
1 - ITEM | 2 - CNPJ | 3 - COMPANY'S NAME |
01.08 - DIVIDENDS APPROVED AND/OR PAID DURING AND AFTER THE QUARTER
1 - ITEM | 2 - EVENT | 3 - DATE APPROVED |
4 - AMOUNT | 5 - DATE OF PAYMENT |
6 - TYPE OF SHARE |
7 - AMOUNT PER SHARE |
01 | RCA | 04/20/2006 | Interests on capital | 06/29/2007 | ON | 0.0045500000 |
02 | RCA | 12/14/2006 | Interests on capital | 06/29/2007 | ON | 0.0049600000 |
03 | RCA | 10/18/2007 | Interests on capital | ON | 1.1800000000 |
Page: 2
01.09 - SUBSCRIBED CAPITAL AND CHANGES IN THE CURRENT YEAR
1 - ITEM |
2 - DATE OF CHANGE | 3 - CAPITAL STOCK AMOUNT (In thousand Reais) |
4 - AMOUNT OF THE CHANGE (In thousand Reais) |
5 - NATURE OF THE CHANGE | 7 - NUMBER OF SHARES ISSUED (Thousand) |
8 - SHARE PRICE ON ISSUE DATE (Reais) |
01.10 - INVESTOR RELATIONS OFFICER
1 - Date 11/14/2007 |
2 - SIGNATURE |
Page: 3
02.01 - BALANCE SHEET - ASSETS (In thousands of reais)
1 - Code | 2 - Description | 3 - 09/30/2007 | 4 - 06/30/2007 |
1 | Total assets | 18,338,266 | 18,212,995 |
1.01 | Current assets | 2,124,252 | 2,102,825 |
1.01.01 | Cash | 445,515 | 511,301 |
1.01.01.01 | Cash, Banks and Fin. Invest. | 445,356 | 511,259 |
1.01.01.02 | Other cash items | 159 | 42 |
1.01.02 | Credits | 1,531,469 | 1,484,191 |
1.01.02.01 | Customers | 1,194,507 | 1,121,941 |
1.01.02.02 | Miscellaneous Credits | 336,962 | 362,250 |
1.01.02.02.01 | Accounts Receivable from Shareholders | 336,962 | 362,250 |
1.01.03 | Inventories | 39,898 | 39,874 |
1.01.03.01 | Storage Items for Operation | 39,898 | 39,874 |
1.01.04 | Others | 107,370 | 67,459 |
1.01.04.01 | Taxes and Contributions Recoverable | 31,077 | 8,287 |
1.01.04.02 | Deferred taxes and contributions | 23,239 | 16,098 |
1.01.04.03 | Other accounts receivable | 53,054 | 43,074 |
1.02 | Non-current Assets | 16,214,014 | 16,110,170 |
1.02.01 | Long term assets | 1,774,882 | 1,758,171 |
1.02.01.01 | Sundry credits | 1,774,882 | 1,758,171 |
1.02.01.01.01 | Customers | 280,473 | 276,224 |
1.02.01.01.02 | Accounts receivable from shareholders | 915,572 | 889,820 |
1.02.01.01.03 | Compensation for concession termination | 148,794 | 148,794 |
1.02.01.01.04 | Court deposits | 38,750 | 45,546 |
1.02.01.01.05 | Deferred taxes and contributions | 333,957 | 341,939 |
1.02.01.01.06 | Other accounts receivable | 57,336 | 55,848 |
1.02.01.02 | Receivables from related parties | 0 | 0 |
1.02.01.02.01 | With Affiliated Companies and Similar | 0 | 0 |
1.02.01.02.02 | From controlled companies | 0 | 0 |
1.02.01.02.03 | From other related parties | 0 | 0 |
1.02.01.03 | Others | 0 | 0 |
1.02.02 | Permanent assets | 14,439,132 | 14,351,999 |
1.02.02.01 | Investments | 720 | 720 |
1.02.02.01.01 | Affiliates/Similar | 0 | 0 |
1.02.02.01.02 | Affiliates/Similar - Goodwill | 0 | 0 |
1.02.02.01.03 | Subsidiaries | 0 | 0 |
1.02.02.01.04 | Subsidiaries - Goodwill | 0 | 0 |
1.02.02.01.05 | Other investments | 0 | 0 |
1.02.02.01.06 | Shares in other companies | 698 | 698 |
1.02.02.01.07 | Compulsory deposits - Eletrobrás | 22 | 22 |
1.02.02.02 | Property, plant & equipment | 13,944,287 | 13,855,676 |
1.02.02.02.01 | Property, plant & equipment | 11,823,259 | 11,845,583 |
1.02.02.02.02 | Work in progress | 2,121,028 | 2,010,093 |
1.02.02.03 | Intangible | 489,791 | 489,878 |
1.02.02.04 | Deferred assets | 4,334 | 5,725 |
1.02.02.04.01 | Organizational and reorganization expenses | 4,334 | 5,725 |
Page: 4
02.02 - BALANCE SHEET - LIABILITIES (In thousands of reais)
1 - Code | 2 - Description | 3 - 09/30/2007 | 4 - 06/30/2007 |
2 | Total liabilities | 18,338,266 | 18,212,995 |
2.01 | Current liabilities | 2,219,646 | 2,125,937 |
2.01.01 | Loans and credit facilities | 690,582 | 692,157 |
2.01.02 | Debentures | 38,925 | 296,539 |
2.01.02.01 | 6th issue debentures | 0 | 231,813 |
2.01.02.03 | Interest on debentures | 38,925 | 64,726 |
2.01.03 | Suppliers | 128,095 | 91,722 |
2.01.04 | Taxes, fees and contributions | 127,757 | 133,059 |
2.01.04.01 | Paes Program | 43,423 | 42,927 |
2.01.04.02 | Cofins and Pasep | 39,594 | 30,326 |
2.01.04.03 | Corporate Income Tax | 0 | 24,799 |
2.01.04.04 | Social Contribution | 0 | 9,633 |
2.01.04.05 | I.N.S.S. (Social Security) | 19,161 | 20,112 |
2.01.04.06 | Others | 25,579 | 5,262 |
2.01.05 | Dividends payable | 0 | 0 |
2.01.06 | Provisions | 62,386 | 39,568 |
2.01.06.01 | For Civil Contingencies | 629 | 296 |
2.01.06.02 | For contingencies with suppliers | 12,635 | 138 |
2.01.06.03 | For contingencies with customers | 4,031 | 1,019 |
2.01.06.04 | For labor claims | 38,896 | 38,115 |
2.01.06.05 | For environmental matters | 6,195 | 0 |
2.01.07 | Debt with related companies | 0 | 0 |
2.01.08 | Others | 1,171,901 | 872,892 |
2.01.08.01 | Salaries and payroll charges | 224,910 | 185,698 |
2.01.08.02 | Services | 146,414 | 143,479 |
2.01.08.03 | Interest on own capital payable | 646,286 | 396,435 |
2.01.08.04 | Deferred taxes and contributions | 74,376 | 75,843 |
2.01.08.05 | Amounts refundable | 72,093 | 64,702 |
2.01.08.06 | Other liabilities | 7,822 | 6,735 |
2.02 | Non-current Liabilities | 6,385,888 | 6,471,516 |
2.02.01 | Long-term liabilities | 6,385,888 | 6,471,516 |
2.02.01.01 | Loans and credit facilities | 3,552,976 | 3,657,282 |
2.02.01.02 | Debentures | 1,445,919 | 1,423,968 |
2.02.01.02.01 | 6th issue debentures | 413,114 | 402,992 |
2.02.01.02.02 | 7th issue debentures | 308,541 | 305,882 |
2.02.01.02.03 | 8th issue debentures | 724,264 | 715,094 |
2.02.01.03 | Provisions | 586,328 | 627,866 |
2.02.01.03.01 | For labor claims | 16,811 | 14,013 |
2.02.01.03.02 | Civil | 75,453 | 74,887 |
2.02.01.03.03 | For suppliers | 159,169 | 165,101 |
2.02.01.03.04 | For customers | 272,258 | 274,119 |
2.02.01.03.05 | For environmental matters | 35,733 | 74,959 |
Page: 5
02.02 - BALANCE SHEET - LIABILITIES (Thousand Reais)
1 - Code | 2 - Description | 3 - 09/30/2007 | 4 - 06/30/2007 |
2.02.01.03.06 | Tax | 26,904 | 24,787 |
2.02.01.04 | Debts with related companies | 0 | 0 |
2.02.01.05 | Advances for Future Capital Increase | 0 | 0 |
2.02.01.06 | Others | 800,665 | 762,400 |
2.02.01.06.01 | Deferred taxes and contributions | 153,808 | 152,273 |
2.02.01.06.02 | Paes Program | 206,262 | 214,642 |
2.02.01.06.03 | Social security liabilities | 354,263 | 343,249 |
2.02.01.06.04 | Indemnifications | 32,923 | 0 |
2.02.01.06.05 | Other accounts payable | 53,409 | 52,236 |
2.02.02 | Deferred income | 0 | 0 |
2.04 | Shareholders' equity | 9,732,732 | 9,615,542 |
2.04.01 | Paid-up capital | 3,403,688 | 3,403,688 |
2.04.02 | Capital reserves | 119,166 | 115,330 |
2.04.02.01 | Support for projects reserve | 103,386 | 99,550 |
2.04.02.02 | Incentive reserves | 15,780 | 15,780 |
2.04.03 | Revaluation Reserves | 2,361,714 | 2,383,910 |
2.04.03.01 | Own assets | 2,361,714 | 2,383,910 |
2.04.03.02 | Subsidiaries/Affiliates and Similar | 0 | 0 |
2.04.04 | Profit reserves | 3,080,605 | 3,080,605 |
2.04.04.01 | Legal | 254,219 | 254,219 |
2.04.04.02 | Statutory | 0 | 0 |
2.04.04.03 | For contingencies | 0 | 0 |
2.04.04.04 | Unrealized profits | 0 | 0 |
2.04.04.05 | Retained earnings | 0 | 0 |
2.04.04.06 | Special for undistributed dividends | 0 | 0 |
2.04.04.07 | Other profit reserves | 2,826,386 | 2,826,386 |
2.04.04.07.01 | Reserve for investments | 2,826,386 | 2,826,386 |
2.04.05 | Retained earnings/accumulated losses | 767,559 | 632,009 |
2.04.06 | Advances for Future Capital Increase | 0 | 0 |
Page: 6
03.01 - INCOME STATEMENT (Thousand Reais)
1 - Code | 2 - Description | 3 - 07/01/2007 To 09/30/2007 | 4 - 01/01/2007 to 09/30/2007 | 5 - 07/01/2006 to 09/30/2006 | 6 - 01/01/2006 to 09/30/2006 |
3.01 | Gross sales and/or services revenue | 1,612,065 | 4,758,996 | 1,505,829 | 4,384,650 |
3.02 | Gross revenue deductions | (120,241) | (354,747) | (114,987) | (335,806) |
3.03 | Net sales and/or services revenue | 1,491,824 | 4,404,249 | 1,390,842 | 4,048,844 |
3.04 | Cost of sales and/or services sold | (663,532) | (1,994,414) | (632,392) | (1,879,526) |
3.05 | Gross profit | 828,292 | 2,409,835 | 758,450 | 2,169,318 |
3.06 | Operating expenses/revenue | (369,237) | (1,031,781) | (436,671) | (1,096,989) |
3.06.01 | Selling | (163,117) | (466,257) | (190,523) | (463,388) |
3.06.02 | General and administrative | (88,119) | (286,821) | (93,026) | (242,297) |
3.06.03 | Financial | (118,001) | (278,703) | (153,122) | (391,304) |
3.06.03.01 | Financial income | 32,192 | 102,301 | 25,896 | 96,240 |
3.06.03.01.01 | Financial income | 32,401 | 102,670 | 26,011 | 96,635 |
3.06.03.01.02 | Foreign Exchange Variation Income | (209) | (369) | (115) | (395) |
3.06.03.02 | Financial expenses | (150,193) | (381,004) | (179,018) | (487,544) |
3.06.03.02.01 | Financial expenses | (185,644) | (537,596) | (181,647) | (568,193) |
3.06.03.02.02 | Foreign Exchange Variation Expenses | 35,451 | 156,592 | 2,629 | 80,649 |
3.06.04 | Other operating revenue | 0 | 0 | 0 | 0 |
3.06.05 | Other operating expenses | 0 | 0 | 0 | 0 |
3.06.06 | Equity result | 0 | 0 | 0 | 0 |
3.07 | Operating income | 459,055 | 1,378,054 | 321,779 | 1,072,329 |
3.08 | Non-operating income | (4,853) | (7,007) | 1,210 | 1,256 |
3.08.01 | Revenues | (990) | 2,217 | 5,476 | 7,910 |
3.08.02 | Expenses | (3,863) | (9,224) | (4,266) | (6,654) |
3.08.02.01 | Loss on disposal of fixed assets | (3,838) | (8,229) | (3,192) | (5,513) |
3.08.02.02 | Provision for Loss in Tax Incentives | (70) | (1,000) | (1,000) | (1,000) |
3.08.02.03 | Others | 45 | 5 | (74) | (141) |
3.09 | Income before taxes/interests | 454,202 | 1,371,047 | 322,989 | 1,073,585 |
3.10 | Provision for Income Tax and Social Contribution | (71,530) | (406,471) | (122,815) | (353,778) |
3.10.01 | Provision for Income Tax | (52,427) | (298,100) | (89,857) | (268,723) |
3.10.02 | Provision for Social Contribution | (19,103) | (108,371) | (32,958) | (85,055) |
3.11 | Deferred income tax | (471) | 6,045 | 4,060 | 5,470 |
3.11.01 | Deferred income tax | (346) | 4,445 | 2,985 | 13,365 |
3.11.02 | Deferred social contribution | (125) | 1,600 | 1,075 | (7,895) |
3.12 | Statutory corporate interests/contributions | 0 | 0 | (8,780) | (26,341) |
3.12.01 | Corporate interests | 0 | 0 | 0 | 0 |
3.12.02 | Contributions | 0 | 0 | (8,780) | (26,341) |
3.12.02.01 | Extraordinary item | 0 | 0 | (8,780) | (26,341) |
3.13 | Reversal of interest on own capital | 0 | 0 | 0 | 0 |
3.15 | Profit/Loss for the Year | 382,201 | 970,621 | 195,454 | 698,936 |
Number of Shares, Ex-Treasury Shares (Thou) | 227,836 | 227,836 | 28,479,577 | 28,479,577 | |
PROFIT PER SHARE | 1.67753 | 4.26017 | 0.00686 | 0.02454 | |
LOSS PER SHARE |
Page: 7
PUBLIC FEDERAL SERVICE | ||
CVM - SECURITIES EXCHANGE COMMISSION | Corporate Law | |
ITR - QUARTERLY INFORMATION | Base Date: 09/30/2007 | |
COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES |
01444-3 CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO 43.776.517/0001-80 |
04.01 - EXPLANATORY NOTES |
(Amounts in thousands of Brazilian reais-R$, unless otherwise stated)
1. OPERATIONS
Companhia de Saneamento Básico do Estado de São Paulo - SABESP (the Company) is engaged in the operation of public water and sewage systems in the State of São Paulo, providing water and sewage services to a broad range of residential, commercial, industrial and government customers. The Company also provides water on a wholesale basis to certain municipalities in the São Paulo Metropolitan Region that do not have water production systems.
With the enactment of Law 12292 on March 2nd, 2006, the Company was authorized to provide water and sewage services outside the State of São Paulo, including in other countries, either directly or through national or international consortia, being also able to have equity interest in other State owned or mixed capital companies, as well as to set up subsidiaries.
The Companys shares are listed on the São Paulo Stock Exchange (BOVESPA) in the New Market segment since April, 2002, and on the New York Stock Exchange - NYSE, in the form of ADRs (American Depositary Receipts) since May, 2002.
The Company provides water and sewage services in 366 municipalities in the State of São Paulo, mostly through concession contracts valid for a period of 30 years. Of 174 concessions expired and to expire up to December 31, 2007, 50 concessions were renewed for additional 30 years. Under the same contractual conditions, 2 concessions expiring up to December, 2007 and 14 expiring between 2008 and 2030 were renewed before their expiration date, totaling 66 new contracts. There still are contracts under negotiation with 122 municipalities. Between 2008 and 2037, 136 concessions will expire and 42 juridical relations with municipalities where the Company operates without a determinate period of time. Management expects that all these juridical relations will result in new contracts or extensions, ruling out the risk of discontinuity of municipal water and sewage service provision. As of September 30, 2007 the book value of the property, plant and equipment used in the 122 municipalities under negotiation was R$1.76 billion, and the revenue from these concessions for the period ended September 30, 2007 was R$652 million.
The Company does not hold a formal concession to provide water and sewage services in the City of São Paulo, which accounts for 56.4% of the sales and services rendered. In Santos, a municipality located in the Santos Coastal Area, which also has a large population, the Company operates under a public deed of authorization, like in some other municipalities in the Santos Coastal Area and in the Ribeira Valley, where the Company started operating after the merger of companies that formed SABESP.
On January 5, 2007 the Law nr. 11,445 was enacted establishing the regulatory framework of basic sanitation with the national guidelines and the fundamental principles to the rendering of services, like the social control, the transparency, the integration command of the sanitation infrastructure, the management of hydro resources, as well as the command for the articulation of the industry with the public policies of urban and regional development, housing, combat and eradication of poverty, health promotion and environmental protection, among other related ones. The regulatory mark seeks also the improvement to the quality of life with efficiency and the economic sustainability, making possible the adoption of gradual and progressive solutions coherent to the users payment capability.
Page: 8
As benefits to the Company, the law:
The information about area of concession, number of municipalities, volume of water and other related data disclosed in this report that do not arise from the accounting and/or financial statements are not revised by the independent auditors.
2. PRESENTATION OF FINANCIAL STATEMENTS
The Companys financial statements, which are used as the basis for determining income taxes and mandatory minimum dividends calculations, have been prepared in accordance with accounting practices adopted in Brazil, which are based on the Brazilian Corporate Law (Law No. 6,404/76 and amendments), the rules and regulations of the Brazilian Securities Commission - CVM and the accounting standards issued by the Brazilian Institute of Independent Auditors - IBRACON.
The Quarterly Information (ITR) were prepared according to principles, practices and criteria consistent with those adopted in the preparation of financial statements of December 31, 2006 and must be read together with them.
The financial statements for the third quarter and from January to September, 2006 were reclassified for purposes of better presentation and maintenance of comparison as described below:
- Expenses on water meter reading and delivery of bills, collection of water bills and indemnification for damages to third parties, in the amount of R$12,013 in the third quarter of 2006 (R$31,029 from January to September 2006) have been reclassified from costs of sales and services to selling expenses in the amount of R$2,721 in the third quarter of 2006 (R$7,667 from January to September 2006) and to administrative expenses in the amount of R$9,292 in the third quarter of 2006 (R$23,362 from January to September 2006).
Page: 9
3. CUSTOMERS
(a) Summary of customer accounts receivable
Sept/07 | Jun/07 | |||
Private-sector customers: | ||||
General customers and special customers (i) (ii) | 679,389 | 646,315 | ||
Agreements (iii) | 204,556 | 206,317 | ||
883,945 | 852,632 | |||
Government Entities: | ||||
Municipal | 519,297 | 495,338 | ||
Federal | 26,023 | 25,624 | ||
Agreements (iii) | 76,761 | 79,245 | ||
622,081 | 600,207 | |||
Wholesale customers - municipal authorities: (iv) | ||||
- Guarulhos | 377,101 | 364,529 | ||
- Mauá | 128,989 | 123,718 | ||
- Mogi das Cruzes | 13,793 | 11,078 | ||
- Santo André | 318,110 | 307,910 | ||
- São Caetano do Sul | 4,327 | 4,361 | ||
- Diadema | 96,277 | 91,852 | ||
938,597 | 903,448 | |||
Unbilled amounts | 298,930 | 264,490 | ||
Subtotal | 2,743,553 | 2,620,777 | ||
Allowance for doubtful accounts | (1,268,573) | (1,222,612) | ||
Total customers | 1,474,980 | 1,398,165 | ||
Current portion | 1,194,507 | 1,121,941 | ||
Non current portion (v) | 280,473 | 276,224 |
(i) General customers - residential and small and medium-sized businesses.
(ii) Special customers - large consumers, commercial industries, plants, condominiums and special billing consumers (industrial waste, wells, etc.)
Page: 10
(iii) Agreements - renegotiation into installments of past due debts, added by monetary indexation and interests, with maturity dates between 6 and 12 months, except the agreements with municipal City Halls, with maturity dates up to 2011.
(iv) Wholesale customers - municipal authorities - Accounts receivable from wholesale customers relate to the wholesale of treated water to certain municipalities, which are responsible for distribution, billing and collection with the final customers, some of these municipalities judicially contest the tariffs charged by Sabesp and do not pay the amounts in dispute. Based on the collection history, these amounts are classified as non current assets, as per the roll-forward below:
Sept/07 | Jun/07 | |||
Balance at beginning of period | 903,448 | 869,016 | ||
Billings for services provided | 73,688 | 70,934 | ||
Collections - current year services | (37,174) | (35,034) | ||
Collections - prior year services | (1,365) | (1,468) | ||
Balance at end of period | 938,597 | 903,448 | ||
Current portion | 50,722 | 47,286 | ||
Non current portion | 887,875 | 856,162 |
Some Municipal City Halls judicially question the tariffs practiced by SABESP.
(v) The non current portion comprises the accounts receivable past due and renegotiated with the customers and past due amounts of wholesale supply to municipal authorities, and it is recorded net of the allowance for doubtful accounts in the amount of R$699,274 on September 30, 2007 (R$673,222 on June 30, 2007).
(b) Customer accounts receivable aging summary
Sept/07 | Jun/07 | |||
Current | 774,060 | 693,743 | ||
Past due: | ||||
Up to 30 days | 130,491 | 130,704 | ||
From 31 to 60 days | 69,761 | 80,909 | ||
From 61 to 90 days | 53,003 | 58,676 | ||
From 91 to 120 days | 48,278 | 46,597 | ||
From 121 to 180 days | 91,488 | 88,602 | ||
From 181 to 360 days | 175,455 | 175,023 | ||
For more than 360 days | 1,401,017 | 1,346,523 | ||
Total | 2,743,553 | 2,620,777 | ||
Page: 11
(c) Allowance for doubtful accounts
(i) The amount of the supplement to the provision may be presented as follows:
3rd Qtr/07 | 2nd Qtr/07 | |||
Balance at beginning of period | 1,222,612 | 1,176,645 | ||
Private-sector customers/government entities | 19,909 | 19,490 | ||
Wholesale customers | 26,052 | 26,477 | ||
Additions in the period | 45,961 | 45,967 | ||
Balance | 1,268,573 | 1,222,612 | ||
Current portion | 569,299 | 549,390 | ||
Non current portion | 699,274 | 673,222 | ||
(ii) In the income |
The Company recorded probable losses in accounts receivable verified in the third quarter of 2007, in the amount of R$ 82,088 (R$ 213,374 of January to September of 2007), directly to the income for the period, recorded in Selling Expenses. In the third quarter of 2006, these losses were of R$ 114,169 (R$ 238,287 of January to September of 2006).
3rd Qtr/07 | Jan a Sept/07 | 3rd Qtr/06 | Jan a Sept/06 | |||||
Provisions (over five thousand reais) | (52,276) | (172,120) | (82,591) | (178,688) | ||||
Recoveries (over five thousand reais) | 6,315 | 26,704 | 4,916 | 29,872 | ||||
Direct write-offs (less than five thousand reais) | (61,460) | (159,970) | (55,142) | (144,575) | ||||
Recoveries (less than five thousand reais) | 25,333 | 74,012 | 18,648 | 55,104 | ||||
Expenses (note 17) | (82,088) | (231,374) | (114,169) | (238,287) | ||||
Management believes that the allowance for doubtful accounts is sufficient to absorb probable losses in customer accounts receivable.
4. RELATED-PARTY TRANSACTIONS
The Company is a party to a number of transactions with its majority shareholder, the State of São Paulo Government (GESP), and its related agencies.
(a) Accounts receivable, interest on capital and operating revenue from the State of Sao Paulo Government
Page: 12
Sept/07 | Jun/07 | |||
Accounts Receivable | ||||
Current: | ||||
Water and sewage services (i) | 272,987 | 299,619 | ||
Water and sewage services - GESP Agreement (iii) and (iv) | 63,975 | 62,631 | ||
Total current | 336,962 | 362,250 | ||
Non current portion: | ||||
Water and sewage services - GESP Agreement (iii) and (iv) | 68,868 | 67,416 | ||
Reimbursement for pension benefits paid (ii) | 846,704 | 822,404 | ||
Total Non current portion | 915,572 | 889,820 | ||
Total receivables from controlling shareholder | 1,252,534 | 1,252,070 | ||
Water and sewage services | 405,830 | 429,666 | ||
Reimbursement for pension benefits paid | 846,704 | 822,404 | ||
1,252,534 | 1,252,070 | |||
Interest on shareholders equity | 531,481 | 396,361 | ||
Operating Revenues | ||||
Gross revenue from sales and services | 3rd Qtr/07 | 2nd Qtr/07 | ||
Water sales | 46,462 | 43,392 | ||
Sewage services | 38,790 | 35,953 | ||
Collections | (104,739) | (36,319) |
(i) Water and sewage services
The Company provides water and sewage services to the State of São Paulo Government and its related agencies under terms and conditions that management believes are equal to those with third parties, except for the settlement of amounts outstanding, as described further below in items (iii) and (iv).
(ii) Reimbursement for pension and benefits paid.
Reimbursement for pension and benefits paid represents supplementary pension and leave benefit paid by the Company to former employees of State Government-owned companies which merged to form SABESP. These amounts should be reimbursed to the Company by the State Government, as the primary obligor, in conformity with Law No. 200/74. At September 30 and June 30, 2007, 2,651 and 2,666 retirees, respectively, received supplementary pension payments, being that in the quarters ended on September 30 and June 30, 2007 the Company paid R$ 24,300 and R$ 24,407, respectively. On September 30 and June 30, 2007 there were 144 active employees that will be allowed to these benefits at occasion of their retirement.
Page: 13
(iii) GESP Agreement
On December 11, 2001, the Company entered into an agreement with the State of São Paulo Government, through the State Department of Finance and the State Department of Water and Energy - DAEE, having the State Department of Water Resources, Sanitation and Works as intervening party, under which the State Government, by force of Law no 200/74, acknowledged to be responsible for the benefit arising out of supplementation of retirement and pension payments and agreed to pay amounts it owed to the Company in respect of water and sewage services. The value to date of the Agreement was R$678,830, of which R$320,623 refer to supplemental retirement and pension benefits in the period from March 1986 until November 2001, and R$358,207 refer to water supply and sewage collection services invoiced and due from 1985 until December 1, 2001.
Considering the strategic importance of Taiaçupeba, Jundiaí, Biritiba, Paraitinga and Ponte Nova reservoirs, for ensuring the volume of water of the Alto Tietê System to be maintained, the Water and Electric Power Department - DAEE intends to transfer these properties to the Company to reduce the amounts owed to the Company. The reservoirs evaluation works has been completed and approved by the Board of Directors of the Company, which works indicated an amount of R$300,880 (base date - June, 2002), as shown in the respective report. There is a public civil action at the Court of Justice of the State of São Paulo involving the transfer of these reservoirs. The Companys legal counsels assess the risk of loss from the lawsuit as probable, which would prevent the transfer of the respective reservoirs as partial amortization of the balance receivable.
Based on official notice no. 53/2005 of the State Capital Defense Council - CODEC, dated March 21, 2005, negotiations have restarted between the Company and the State Government with a view to restate the debt for supplementary retirement and pension benefits, under the terms defined in the GESP agreement, including amounts due after November, 2001. These negotiations shall result in a second amendment to the Agreement between the State Government and Sabesp. The Company shall retain Fundação Instituto de Pesquisas Contábeis, Atuariais e Financeiras, USP - FIPECAFI to validate the actual values to be reimbursed by the State Government, taking into account the legal advice provided by the General Office of the State Attorney.
Once the amounts and any monetary adjustment criterion are established, SABESP will be able to take applicable actions in order to start the process of receiving of the amounts due by the Government of the State of Sao Paulo.
It is not possible to determine the net effects on the balance sheet resulting from such negotiation. Management does not expect to incur significant net losses relating to any differences between the amounts recorded as due from the State Government and the amounts actually paid by Sabesp.
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The balances for water and sewage services were included in the 1st amendment, as described below (iv).
(iv) First Amendment to GESP Agreement
On March 22, 2004, the Company and the State Government amended the terms of the original GESP Agreement, thereby (1) consolidating and acknowledging amounts due from the State Government for water and sewage services through, monetarily adjusted through February 2004; (2) formally providing for the offset of amounts due from the State Government against interest on shareholders equity declared by the Company and any other debt owed to the State Government at December 31, 2003, which were monetarily adjusted through February 2004; and (3) defining the payment terms of the remaining obligations of the State Government for water and sewage services.
Under the terms of the Amendment, the State Government acknowledged amounts due to the Company for water and sewage services provided through February 2004, in the amount of R$581,779, including monetary adjustments based on the Reference Rate (TR) at the end of each fiscal year through February 2004. The Company acknowledged amounts due to the State Government with respect to interest on shareholders equity of R$518,732, including (1) amounts declared and paid relating to years prior to 2003 (R$126,967), (2) monetary adjustments on these amounts based on the annual change in the Consumer Prices Index (IPC/FIPE) through February 2004 (R$31,098); and (3) amounts declared and paid relating to 2003 (R$360,667).
The Company and the State Government have agreed to the reciprocal offset of R$ 404,889 (monetarily adjusted through February 2004). The remaining balance of R$ 176,890 as of February 29, 2004 will be payable in monthly installments from May 2005 through April 2009, which will be subject to monthly monetary adjustment at the Expanded Consumer Price Index (IPCA/IBGE), plus interest of 0.5% .
The State Government did not pay the installments due from April to September, 2007.
The Amendment to the GESP Agreement does not provide for amounts owed by the State Government for supplementary retirement and pension plan benefits, paid by the Company on behalf of the State Government. Such amounts continue to be subject to the terms of the original GESP Agreement.
Management believes that the amounts owed by the State Government shall be received and it is not estimated that losses will be incurred with such accounts receivable.
(b) Cash and cash equivalents
The Companys balance of cash and short-term investments accounts with financial institutions controlled by the State Government was R$404,143 and R$478,863 at September 30 and June 30, 2007, respectively. The financial income from such investments was R$39,643 and R$39,628 in the periods ended September 30, 2007 and 2006, respectively. The Company must, by force of State Decree, invest its excess resources together with financial institutions controlled by the State.
Page: 15
(c) Arrangements to use certain reservoirs
The Company uses the Guarapiranga and Billings reservoirs and a portion of some of the reservoirs of the Alto Tietê System, which are owned by the State Department of Water and Energy - DAEE; in case these reservoirs were not available for the Companys use, there could have been the need to obtain water in more distant locations. The Company does not pay any fees with respect to the use of these reservoirs, but is responsible for maintaining and funding the operating costs of these reservoirs.
(d) Contracts with reduced Fare for State and Municipal Public Entities that adhere to the Program of Rational Use of Water
The Company has entered into contracts with public entities related to the Government of the State and to the municipalities involving approximately 7,100 real estates that are benefited with a 25% tariff reduction for water and sewage services. The contract provides for the implantation of the program of rational use of water, which considers the reduction in water consumption.
(e) Guarantees
The Government of the State of São Paulo extends guarantees for some loans and financings of the Company and it does not charge any fee related to them.
(f) Transaction between the parties
Management is doing its best efforts to keep in permanent basis the payments of the State with regards to transactions between the parties.
5. INDEMNIFICATIONS RECEIVABLE
Indemnifications receivable is a non-current asset represented by amounts receivable from the municipalities of Diadema and Maua as indemnification for the unilateral withdrawal of the concessions of water and sewage services from the Company in 1995. On September 30 and June 30, 2007, this asset amounted to R$148,794.
In view of these concession contracts, the Company invested I the construction of water and sewage systems in those municipalities to meet their commitments of concession service. Due to the unilateral breach of the concessions of Maua and Diadema, the municipalities assumed the responsibility to provide water and sewage services in those areas. At that moment, the Company reclassified the balances of property, plant and equipment related to the assets used in those municipalities to non-current assets (indemnifications receivable), and recorded non indemnification costs to reflect the assets at their estimated recoverable amounts, contractually agreed upon as indemnification by the Company before the relevant authorities. The residual value of the property, plant and equipment items related to the municipality of Diadema, written-off for accounting purposes in December 1996 was R$75,231, and the balance of indemnification and other credits receivable from the municipality was R$62,876 on September 30, 2007. The residual value of the property, plant and equipment items related to the Municipality of Maua, written off in the fiscal year of 1999 was R$103,763 and the balance of indemnification receivable from the municipality was R$85,918 on September 30, 2007.
Page: 16
The Companys rights to the recovery of these amounts are being disputed by the municipalities and no amount has been received up to the date.
Sabesp filed judicial demands to collect the amounts due by the municipalities. With regards to Diadema, the first court level judge decided against Sabesp, against which there was an appeal in November 2000. On December 1, 2005 a partial acceptance to Sabesps appeal was granted to declare the validity of the agreement entered into with the municipality of Diadema. On October 11, 2006 the City Hall filed special and extraordinary appeals, and on November 21, 2006 the decision allowing the Company to present its responses to the referred appeals was published, which has been done on December 6, 2006. The appeals were rejected by the President of the Court of Justice on March 27, 2007 and against this decision the municipality filed new interlocutory appeal. The appeal of the Municipality to the STF was accepted only with the purpose to determine the judgment of the extraordinary appeal that had been rejected.
With regards to Mauá, a first court level decision was given requiring that the Municipality pay an amount of R$ 153.2 million as compensation for the loss of profits. This decision was appealed by Mauá on April 15, 2005 and it is still pending a decision by the Court of Justice. On July 4, 2006, the sentence was converted into a diligence comprised by an expert clarification about the amount attributed for indemnification purposes, which has not yet been provided by the expert.
Based on the legal counsel opinion, Management continues to affirm that the Company has legal right to receive the amounts corresponding to the indemnification and it continues to monitor the situation of the legal proceedings. However, the ultimate amounts to be received, if any, will most likely be subject to a final court decision.
Page: 17
6. PROPERTY, PLANT & EQUIPMENT
Sept/07 | Jun/07 | |||||||
Restated | Accumulated | |||||||
Cost | Depreciation/ | Net | Net | |||||
In use | ||||||||
Water systems: | ||||||||
Land | 943,019 | - | 943,019 | 943,041 | ||||
Buildings | 2,760,120 | (1,505,290) | 1,254,830 | 1,274,535 | ||||
Connections | 917,830 | (375,725) | 542,105 | 526,268 | ||||
Water meters | 285,883 | (147,117) | 138,766 | 134,336 | ||||
Networks | 3,430,998 | (1,074,921) | 2,356,077 | 2,391,858 | ||||
Equipment | 249,007 | (168,947) | 80,060 | 84,078 | ||||
Others | 595,975 | (302,894) | 293,081 | 293,192 | ||||
Sub total | 9,182,832 | (3,574,894) | 5,607,938 | 5,647,308 | ||||
Sewage system: | ||||||||
Land | 347,050 | - | 347,050 | 347,010 | ||||
Buildings | 1,604,539 | (630,632) | 973,907 | 980,519 | ||||
Connections | 925,014 | (381,050) | 543,964 | 534,364 | ||||
Networks | 5,154,353 | (1,222,607) | 3,931,746 | 3,904,331 | ||||
Equipment | 399,925 | (358,380) | 41,545 | 48,457 | ||||
Others | 130,329 | (68,790) | 61,539 | 65,903 | ||||
Sub total | 8,561,210 | (2,661,459) | 5,899,751 | 5,880,584 | ||||
General use: | ||||||||
Land | 107,707 | - | 107,707 | 107,707 | ||||
Buildings | 138,240 | (103,155) | 35,085 | 34,957 | ||||
Transportation equipment | 137,319 | (129,924) | 7,395 | 7,843 | ||||
Furniture, fixtures and equipment | 318,072 | (179,167) | 138,905 | 140,706 | ||||
Loan for use of land | 20,556 | - | 20,556 | 20,556 | ||||
Loan for use of assets | 8,457 | (2,535) | 5,922 | 5,922 | ||||
Sub total | 730,351 | (414,781) | 315,570 | 317,691 | ||||
Total in use | 18,474,393 | (6,651,134) | 11,823,259 | 11,845,583 | ||||
Construction in progress: | ||||||||
Water systems | 704,441 | - | 704,441 | 648,532 | ||||
Sewage systems | 1,411,901 | - | 1,411,901 | 1,355,779 | ||||
Others | 4,686 | - | 4,686 | 5,782 | ||||
Total construction in progress | 2,121,028 | - | 2,121,028 | 2,010,093 | ||||
General Total | 20,595,421 | (6,651,134) | 13,944,287 | 13,855,676 | ||||
Page: 18
The property, plant and equipment in operation represents the items involved in the service rendering of water supply and sewage collection in 350 municipalities. In the other municipalities (those negotiated by financial-economic appraisal), Sabesp holds the possession of the items.
(a) Depreciations
The depreciation is calculated at the following annual rates:
Structures (buildings and structures) - 4% connections (residential connections) - 5%; networks (interceptors and networks) - 2%; equipment (information technology - 20%; machinery and other equipment - 10%); hydrometers - 10%; transportation equipment - 20%, furniture, fixtures and equipment - 10% and other fixed assets - between 2% and 20%. When applicable, the depreciation rates are adjusted to take into consideration the change in the remaining estimated economic life of the assets to the extent they are replaced.
(b) Disposals of property, plant and equipment
The Company has written-off, in the third quarter, 2007 and from January to September, 2007, items of fixed assets in the amount of R$4,057 and R$8,448, respectively (in the third quarter and from January to September, 2006 - R$4,470 and R$7,972, respectively), resulting in total loss the amount of R$3,838 and R$8,229 (in the third quarter and from January to September, 2006 - R$3,192 and R$5,513), related to the group of operating fixed assets, caused by obsolescence, thefts and disposal.
(c) Capitalization of interests and financial charges
The Company capitalized interests and monetary variation, including foreign currency exchange variation, to property, plant and equipment in the amount of (R$2,222) in the third quarter of 2007 (in the third quarter of 2006 - R$ 9,211), during the period in witch the related assets were under construction.
(d) Construction in progress
Disbursements from the fourth quarter of 2007 to 2012, related to construction works already contracted are estimated to be approximately R$1,470,000 (unaudited).
(e) Expropriations
As a result of the implementation of priority projects related to the water and sewage systems it was necessary to expropriate or establish rights of way through third-party properties, all in conformity with the relevant legislation. The owners of these properties will be compensated either through negotiated settlements or judicial arbitration. Disbursements to be effected as from the fourth quarter of 2007 are estimated to be approximately R$472,000 (unaudited). The related assets acquired as a result of these negotiations are recorded as property, plant and equipment when the expropriation is complete. The total amount paid relating to expropriations of property, plant and equipment in the third quarter of 2007 was R$780 (R$663 - in the third quarter of 2006).
Page: 19
(f) Assets in guarantee
At September 30, 2007, the Company had assets in the amount of R$249,034 provided as guarantee under the Special Tax Debt Refinancing Program - PAES (Note 10).
Additionally, three of the Companys real estates, in the amount of R$ 60,539 have been pledged as guarantee for financing together with the International Bank for Reconstruction and Development - Bird.
(g) Non-operating assets
The Company had R$26,478 at September 30 and June 30, 2007 referring to other non-operating assets given as free leases, comprised primarily of lands surrounding reservoirs.
(h) Revaluation
Property, plant and equipment items were revaluated in 1990 and 1991 and have been depreciated at annual rates which take into consideration the estimated remaining economic useful lives of the assets as determined in the respective valuation reports that, as a rule, fall within the ranges of the above presented rates.
As permitted by CVM Instruction 197/93, the Company did not record a provision for the tax effects (deferred taxes) on the surplus of the revaluation of property, plant and equipment carried out in 1990 and 1991. Had the income tax and social contribution on the revaluation reserve been accounted for, the unrealized amount at September 30, 2007 would be R$408,052 (R$438,042 in September 30, 2006). The amount of R$65,785 was realized in the period from January to September, 2007 (January to September, 2006 - R$70,070).
(i) Totally depreciated assets
On September 30 and June 30, 2007 the gross accounting value of the totally depreciated assets which are still in use is R$594,196 and R$585,829, respectively.
7. INTANGIBLE ASSETS
As of the year 1999, the negotiations related to new concessions started to become operational, considering the financial and economic result of the business, defined in appraisal report issued by independent experts.
Page: 20
The amount defined in the respective contracting instrument, after the celebration of the deal together with the municipality, with the realization by means of underwriting stock of the Company or in cash, it is registered under this line item and amortized over the concession period (normally on a 30-year term). On September 30 and June 30, 2007 there was no pending amount related to these payments to the municipalities.
The net disclosed amount refers to the assumption of the following municipalities:
Sept/2007 | Jun/2007 | |||||||
Restated | Accumulated | |||||||
Cost | Depreciation | Net | Net | |||||
Agudos | 7,689 | (2,096) | 5,593 | 5,639 | ||||
Bom Sucesso do Itararé | 349 | (33) | 316 | 320 | ||||
Campo Limpo Paulista | 12,019 | (3,095) | 8,924 | 8,903 | ||||
Conchas | 3,189 | (559) | 2,630 | 2,656 | ||||
Duartina | 1,525 | (328) | 1,197 | 1,210 | ||||
Estância de Serra Negra | 14,129 | (1,783) | 12,346 | 11,731 | ||||
Itapira | 14,729 | (1,330) | 13,399 | 13,399 | ||||
Itararé | 5,691 | (1,566) | 4,125 | 4,096 | ||||
Marabá Paulista | 462 | (94) | 368 | 356 | ||||
Miguelópolis | 4,268 | (1,191) | 3,077 | 2,994 | ||||
Osasco | 273,136 | (66,770) | 206,366 | 207,744 | ||||
Paraguaçu Paulista | 14,270 | (4,064) | 10,206 | 10,246 | ||||
Paulistânia | 154 | (32) | 122 | 123 | ||||
Sandovalina | 2,376 | (73) | 2,303 | 206 | ||||
Santa Maria da Serra | 1,105 | (255) | 850 | 858 | ||||
São Bernardo do Campo | 237,459 | (29,037) | 208,422 | 210,411 | ||||
Várzea Paulista | 12,723 | (3,176) | 9,547 | 8,986 | ||||
Total | 605,273 | (115,482) | 489,791 | 489,878 | ||||
The amortization of the intangible assets is performed during the term of the concession contracts of the assumed municipalities.
For the third quarter of 2007 and 2006, amortization expenses related to the intangible concession rights were R$ 5,038 and R$ 5,026, respectively. The amortization expenses for next five years is estimated in approximately R$ 20,350 per year (information not revised by the independent auditors).
Page: 21
8. LOANS AND FINANCING
(i) Loans and financing balances
Sept/07 | Jun/07 | |||||||||||||||||||
Non Current |
Non Current |
Annual | ||||||||||||||||||
Current | Total | Current | Total | Final | Interest | Adjustment to | ||||||||||||||
Maturity | Rate | Inflation | Guarantees | |||||||||||||||||
Local currency | ||||||||||||||||||||
State of S.Paulo | ||||||||||||||||||||
União Federal / | Government and Own | |||||||||||||||||||
Banco do Brasil | 232,649 | 1,700,062 | 1,932,711 | 227,025 | 1,754,314 | 1,981,339 | 2014 | 8.5% | UPR | Funds | ||||||||||
Debentures 6th | CDI+1.75% | |||||||||||||||||||
Issue | - | 413,114 | 413,114 | 231,813 | 402,992 | 634,805 | 2010 | and 11% | IGP-M | - | ||||||||||
Debentures 7th | CDI+1.5% | |||||||||||||||||||
Issue | - | 308,541 | 308,541 | - | 305,882 | 305,882 | 2010 | and 10.8% | IGP-M | - | ||||||||||
Debentures 8th | CDI+1.5% | |||||||||||||||||||
Issue | - | 724,264 | 724,264 | - | 715,094 | 715,094 | 2011 | and 10.75% | IGP-M | - | ||||||||||
CEF | 56,098 | 487,027 | 543,125 | 54,569 | 494,489 | 549,058 | 2007/2022 | 5 % to 9.5% | UPR | Own Funds | ||||||||||
FIDC - SABESP I | 55,556 | 138,889 | 194,445 | 55,556 | 152,778 | 208,334 | 2011 | CDI+0.7% | - | Own Funds | ||||||||||
3% + TJLP | ||||||||||||||||||||
BNDES | 37,885 | 158,421 | 196,306 | 37,863 | 167,790 | 205,653 | 2013 | limit 6% | - | Own Funds | ||||||||||
12% / CDI / | ||||||||||||||||||||
Others | 3,187 | 20,069 | 23,256 | 3,094 | 21,347 | 24,441 | 2009/2011 | TJLP+6% | UPR | - | ||||||||||
Accrued interest | ||||||||||||||||||||
and financial | ||||||||||||||||||||
charges | 72,556 | 30,839 | 103,395 | 96,255 | 28,544 | 124,799 | ||||||||||||||
Total local | ||||||||||||||||||||
currency | 457,931 | 3,981,226 | 4,439,157 | 706,175 | 4,043,230 | 4,749,405 | ||||||||||||||
Foreign currency | ||||||||||||||||||||
BID | Currency | |||||||||||||||||||
US$ 436,379 | basket var + | |||||||||||||||||||
thousand | 65,462 | 736,995 | 802,457 | 79,540 | 754,302 | 833,842 | 2007/2025 | 3% to 7.7% | US$ | Federal Government | ||||||||||
Eurobonds | ||||||||||||||||||||
US$ 238,052 | 12% and | |||||||||||||||||||
thousand | 180,308 | 257,446 | 437,754 | 188,868 | 269,668 | 458,536 | 2008/2016 | 7.5% | US$ | - | ||||||||||
JBIC | ||||||||||||||||||||
Yen 1,449,855 | 1.8% and | |||||||||||||||||||
thousand | - | 23,228 | 23,228 | - | 14,050 | 14,050 | 2029 | 2.5% | Yene | Federal Government | ||||||||||
Accrued interests | ||||||||||||||||||||
and financial | ||||||||||||||||||||
charges | 25,806 | - | 25,806 | 14,113 | - | 14,113 | ||||||||||||||
Total foreign | ||||||||||||||||||||
currency | 271,576 | 1,017,669 | 1,289,245 | 282,521 | 1,038,020 | 1,320,541 | ||||||||||||||
Total | 729,507 | 4,998,895 | 5,728,402 | 988,696 | 5,081,250 | 6,069,946 | ||||||||||||||
As of September 30, 2007 the Company did not have balances of short-term loans and financing.
Exchange rate as September 30, 2007: USD 1.8389; Yen 0.016021
UPR: Standard Reference Unit - TJLP : Long Term Interest Rate
CURRENCY BASKET VARIATION: Value referring to the BID and BIRD account
CDI: Interbanking Deposit Certificate - IGP-M: General Market Prices Index
(ii) On September 01, 2007 the Company settled the 6th issue of debentures, 1st series
(iii) Settlement schedule of loans and financing
Page: 22
The total debt volume to be paid up to the end of 2007 is R$176,019, R$46,036 being the amount denominated in US dollar and the amount of R$129,983 refers to amounts payable of interests and principal of loans denominated in reais.
2013 | ||||||||||||||||
INSTITUTION | 2007 | 2008 | 2009 | 2010 | 2011 | 2012 | Onward | TOTAL | ||||||||
Local currency | ||||||||||||||||
União Federal/Banco do Brasil | 56,327 | 237,630 | 258,645 | 281,518 | 306,414 | 333,511 | 458,666 | 1,932,711 | ||||||||
Caixa Econômica Federal - CEF | 13,627 | 56,998 | 60,507 | 64,968 | 70,333 | 76,029 | 200,663 | 543,125 | ||||||||
Debentures | - | - | 761,240 | 310,415 | 374,264 | - | - | 1,445,919 | ||||||||
FIDC - SABESP I | 13,889 | 55,556 | 55,556 | 55,556 | 13,889 | - | - | 194,446 | ||||||||
BNDES | 9,471 | 37,885 | 37,885 | 37,885 | 37,885 | 31,948 | 3,345 | 196,304 | ||||||||
Others | 787 | 4,189 | 6,721 | 6,031 | 5,528 | - | - | 23,256 | ||||||||
Accrued interest and financial charges | 35,882 | 39,758 | 12,336 | 12,336 | 3,084 | - | - | 103,396 | ||||||||
Total Domestic | 129,983 | 432,016 | 1,192,890 | 768,709 | 811,397 | 441,488 | 662,674 | 4,439,157 | ||||||||
Foreign currency | ||||||||||||||||
BID | 23,914 | 65,979 | 65,979 | 65,979 | 65,979 | 65,979 | 448,648 | 802,457 | ||||||||
Eurobonds | - | 180,308 | - | - | - | - | 257,446 | 437,754 | ||||||||
JBIC | - | - | - | - | 628 | 1,256 | 21,344 | 23,228 | ||||||||
Accrued interest and financial charges | 22,122 | 3,684 | - | - | - | - | - | 25,806 | ||||||||
Total Foreign | 46,036 | 249,971 | 65,979 | 65,979 | 66,607 | 67,235 | 727,438 | 1,289,245 | ||||||||
Grand Total | 176,019 | 681,987 | 1,258,869 | 834,688 | 878,004 | 508,723 | 1,390,112 | 5,728,402 | ||||||||
(iv) Short-term debt structure
One of the Companys main goals is to reduce its foreign currency debt exposure, therefore minimizing costs and volatility over income.
(v) Covenants
At September 30, 2007 the Company was in compliance with all financial covenants.
Page: 23
9. TAXES AND CONTRIBUTIONS
(a) Deferred
Sept/07 | Jun/07 | |||
In current assets (i) | ||||
Deferred income tax | 17,087 | 11,837 | ||
Deferred social contribution | 6,152 | 4,261 | ||
23,239 | 16,098 | |||
In non-current assets (ii) | ||||
Deferred income tax | 243,851 | 249,720 | ||
Deferred social contribution | 90,106 | 92,219 | ||
333,957 | 341,939 | |||
In current liabilities (iii) | ||||
Deferred PASEP | 21,351 | 22,265 | ||
Deferred COFINS | 53,025 | 53,578 | ||
74,376 | 75,843 | |||
In long-term liabilities (iv) | ||||
Deferred income tax | 64,636 | 64,909 | ||
Deferred social contribution | 18,760 | 18,858 | ||
Deferred PASEP | 18,599 | 17,672 | ||
Deferred COFINS | 51,813 | 50,834 | ||
153,808 | 152,273 | |||
Jan to | ||||||||
3rd Qtr/07 | Sept/07 | 3rd Qtr/06 | Jan to Sept/06 | |||||
In income | ||||||||
Income tax | (52,427) | (298,100) | (89,857) | (268,723) | ||||
Deferred income tax | (346) | 4,445 | 2,985 | 13,365 | ||||
(52,773) | (293,655) | (86,872) | (255,358) | |||||
In income | ||||||||
Social contribution | (19,103) | (108,371) | (32,958) | (85,055) | ||||
Deferred social contribution | (125) | 1,600 | 1,075 | (7,895) | ||||
(19,228) | (106,771) | (31,883) | (92,950) | |||||
(i) In Current Assets
Mainly calculated on temporary differences in the amount of R$68,351 (June/2007 - R$47,348).
(ii) In non-current assets
Page: 24
Mainly calculated on temporary differences in the amount of R$975,404 (June/2007 - R$998,881) related to income tax and R$1,001,174 (June/2007 - R$1,024,651) related to social contribution.
(iii) In current liabilities
Substantially calculated on amounts invoiced to government agencies, being the calculation of the liability and the set up of the provision made when the service was provided, and the settlement when the invoices were collected.
(iv) In Current Assets liabilities
- Income tax and social contribution
Substantially calculated based on temporary differences in the amount of R$258,546 (June/2007 - R$259,635) relating to income tax and R$208,440 (June/2007 - R$209,529) relating to social contribution.
- Pasep and Cofins
Substantially calculated on amounts invoiced to government agencies, being the calculation of the liability and the set up of the provision made when the service was provided, and the settlement when the invoices were collected.
(b) Reconciliation of the effective tax rate
The amount recorded as income tax and social contribution expenses in the quarterly information is reconciled from the nominal rates provided by law, as shown below:
Jan to | Jan to | |||||||
3rd Qtr/07 | Sept/07 | 3rd Qtr/06 | Sept/06 | |||||
Income before taxes on income | 454,202 | 1,371,047 | 322,989 | 1,073,585 | ||||
Statutory rate | 34% | 34% | 34% | 34% | ||||
Tax expense at statutory rate | (154,429) | (466,156) | (109,816) | (365,019) | ||||
Permanent differences | ||||||||
Realization of revaluation reserve | (7,547) | (22,367) | (8,114) | (23,824) | ||||
Interest on shareholders equity | 91,408 | 91,408 | - | 44,058 | ||||
Other differences | (1,433) | (3,311) | (825) | (3,523) | ||||
Income and social contribution taxes | (72,001) | (400,426) | (118,755) | (348,308) | ||||
Current income tax and social contribution | (71,530) | (406,471) | (122,815) | (353,778) | ||||
Deferred income tax and social contribution | (471) | 6,045 | 4,060 | 5,470 | ||||
Effective rate | 16% | 29% | 37% | 32% |
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10. PAES PROGRAM - SPECIAL TAX DEBT REFINANCING PROGRAM
The Company applied for enrollment in the Special Tax Debt Refinancing Program - PAES, on July 15, 2003, in accordance with Law No. 10,684, of May 30, 2003, including certain tax liabilities related to COFINS and PASEP subject of a legal action challenging the application of Law No. 9,718/98, and consolidated the previously outstanding balance of the Tax Recovery Program - REFIS. The total amount included in Paes was R$ 316,953.
The debt is being paid in 120 months, R$10,814 being the amount paid in the 3rd quarter, 2007 (R$10,690 in the 2nd quarter, 2007) and R$2,930 was provisioned in the 3rd quarter, 2007 and R$9,412 in the period from January to September, 2007 (R$4,111 in the 3rd quarter, 2006 and R$14,028 in the period from January to September, 2006) related to interests.
The assets pledged as guarantee under in the previous Refis Program, in the amount of R$ 249,034 continue to secure amounts under the Paes Program.
11. PENSION AND HEALTH BENEFIT PLANS
The Company sponsors the Fundação Sabesp de Seguridade Social - Sabesprev, an entity organized in August 1990 with the main purpose of managing Sabesps complementary pension and health benefit plans.
(a) Social Security Benefits
The monthly contributions related to the post-retirement program - defined benefit correspond to 2.10% of the Company and 2.30% from the participants.
The contribution of the participants presented above is the average, since the value of the discount varies according to the salary range, between 1% and 8.5% .
In order to meet the provisions of CVM Resolution No. 371, of December 13, 2000, below is a description of the amounts of pension and retirement benefits granted and payable to which the employees will be entitled after service time.
At December 31, 2006, based on independent actuarial reports, Sabesp had a net actuarial liability of R$321,212, representing the difference between the present value of the Companys benefit obligations to the participating employees, retired employees and pensioners, and the assets in guarantee.
The Company has elected to recognize the liability over five years beginning in 2002. The actuarial liability as of September 30, 2007, in the amount of R$354,263 (June/2007 - R$343,249), has been recorded in non current portion liabilities.
Page: 26
For the year 2007, the expense estimate is R$55,924 out of which R$44,451 has been recognized, in the period from January to September, 2007 (R$44,958 in the period from January to September, 2006) as follows:
3rd Qtr/07 | Jan to Sept/07 | 3rd Qtr/06 | Jan to Sept/06 | |||||
Transfer to Sabesprev | 3,842 | 11,399 | 3,712 | 11,128 | ||||
Actuarial liability recorded | 11,014 | 33,052 | 11,269 | 33,830 | ||||
Total recorded | 14,856 | 44,451 | 14,981 | 44,958 |
(b) Assistance Plan:
The health benefit program, which is comprised of optional health benefit plans, free-election, is also funded by contributions from the sponsor and the participating employers, which were the following in the period:
Company: average of 7.60% on the payroll;
Participating employees: 3.21% of base salary and bonus, corresponding to 2.40% of the gross payroll, on average.
12. PROFIT SHARING
Based on the negotiations performed in May 2007 between the Company and the entities representing the functional class, the Profit Sharing Plan was agreed upon, considering the period from January to December, 2007, with the distribution of the amount corresponding up to one payroll, according to the results achieved, with payment expected to 2008.
In the semester ended on September 30, 2007 the amount of R$ 42,511 was accrued in the line item Salaries and Payroll Charges, in current liabilities, referring to six months of the period from January to December, 2007.
Page: 27
13. PROVISIONS FOR CONTINGENCIES
Jun/07 | Additions | Exclusions | Interests, | Sept/07 | ||||||
Restatements | ||||||||||
and | ||||||||||
Reversals | ||||||||||
Customer claims (i) | 286,609 | 4,274 | - | 461 | 291,344 | |||||
Contractor claims (ii) | 165,239 | 2,164 | (1,940) | 7,538 | 173,001 | |||||
Other civil claims (iii) | 75,183 | 6,988 | (6,537) | 448 | 76,082 | |||||
Tax claims (iv) | 25,243 | 1,373 | (18) | 762 | 27,360 | |||||
Labor claims (v) | 52,128 | 2,676 | (743) | 1,646 | 55,707 | |||||
Environmental claims (vi) | 74,959 | 301 | (33,851) | 519 | 41,928 | |||||
Subtotal | 679,361 | 17,776 | (43,089) | 11,374 | 665,422 | |||||
Escrow Deposits | (11,927) | (8,262) | 3,481 | - | (16,708) | |||||
Total | 667,434 | 9,514 | (39,608) | 11,374 | 648,714 | |||||
Management, based on an analysis conducted together with its legal counsel, recorded a provision considered sufficient to cover probable losses on lawsuits. Amounts related to lawsuits in the stage of judgment execution include R$62,386 (June 2007 - R$39,568), net of escrow deposits in the amount of R$5,966 (June 2007 - R$ 7,781), in current liabilities, under the caption Provisions, and R$586,328 (June 2007 - R$627,866), net of escrow deposits in the amount of R$10,742 (June 2007 - R$4,146), in noncurrent liabilities under the caption Provisions.
(i) Customer claims - approximately 1,130 claims from customers have been filed by commercial customers claiming that their tariffs should be equal to those of other categories of consumers and, consequently, claim the refund of amounts imposed and charged by the Company. The Company has obtained final decisions, both favorable and adverse, in several different court levels, and has recorded provisions for cases whose risk of loss has been assessed as probable.
(ii) Contractor claims - Filed by certain construction service contractors alleging underpayment of monetary adjustments, withholding of amounts relating to the effects of the Real Plan and monetary losses from economic-financial unbalance in the applicable contract. These lawsuits are in progress in several different court levels, and provisions are recorded for cases with probable chance of loss.
(iii) Other civil claims - Refer to claims for indemnifications for material damages, pain and suffering and loss of profits caused to third parties, in several different court levels, provisioned when classified as of probable loss.
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(iv) Tax claims - the provisions for contingencies of tax nature refer mainly to questions related to the collection of taxes, questioned by reason of divergence of interpretation of the legislation by the legal counsels of the Company.
(v) Labor claims - the Company is party to several labor claims, related to overtime pay, health hazard and risk, prior notice period, job deviation, salary parity and others, most of the amounts involved being under provisional or definite execution, in several court levels, thus being classified as of probable loss and, consequently, duly provisioned.
(vi) Environmental claims - refer to various administrative and judicial processes filed by public entities, including by the Companhia de Tecnologia de Saneamento Ambiental - Cetesb, the General Attorneys Office of the State of Sao Paulo and others, seeking to impose fines and penalties for environmental damages allegedly caused by the Company.
The Company entered into an agreement with the Public Prosecution Office of the State of Sao Paulo, referring to the public environmental civil action involving the Municipality of Paraguaçu Paulista as to (a) the fulfillment of the obligation of not doing, which consists of not discharging or not permitting the sewage to be discharged without proper treatment into River Alegre or any other river in the Municipality of Paraguaçu Paulista; (b) the fulfillment of the obligation of doing, which consists of implementing a sewage treatment system by doing the necessary works for the proper sewage treatment and, further, (c) the payment of an indemnification for damages already caused to the environment, in the estimated amount of R$34.1 million beginning on January 2008. The payment will be in the form of works for the municipality, such as works to stop erosive processes, implementation of the Complexo do Grande Lago and Pequeno Lago projects, implementation of the Municipal Water Park, among others. As of September 30, 2007 the amount of R$34.1 million referring to this indemnification was reclassified to the caption Indemnifications, with R$1.2 million in current liabilities and R$32.9 million in noncurrent liabilities.
Lawsuits with possible risk of loss
The Company is a party to lawsuits and administrative proceedings relating to environmental, tax, civil and labor matters, which are assessed by its legal advisors to be of possible likelihood of loss and which are not provisioned. The aggregate amount referring to such proceedings is approximately R$2,030,100 as of September 30, 2007 (Jun/2007 - R$2,032,500).
Page: 29
14. SHAREHOLDERS EQUITY
(a) Authorized Capital
The Company is authorized to increase its capital stock up to the limit of R$ 4,100,000, divided into common shares, all recorded with no par value.
Shares Grouping
The Shareholders Meeting held on April 30, 2007 approved the proposal to effectuate the reverse share split. The shares started being grouped in the proportion of 125 (one hundred and twenty-five) shares for 1 (one) share, and, as of June 4, 2007 they started to be negotiated in Reais per share. The capital stock started being represented by 227,836,623 registered common book-entry shares, with no par value, remaining unchanged the amount of Sabesps capital stock.
Simultaneously to the reverse share split, the American Depositary Receipts (ADRs) started being negotiated in the proportion of 1 (one) ADR per each 2 (two) shares.
(b) Subscribed and paid-up capital
Subscribed and paid-in capital is represented by 227,836,623 registered common shares without par value, distributed as follows:
Sept/07 | Jun/07 | |||||||
Shareholders | Number of shares | % | Number of shares | % | ||||
Secretaria da Fazenda | 114,508,086 | 50.26 | 114,508,087 | 50.26 | ||||
Companhia Brasileira de Liquidação e Custódia | 62,783,081 | 27.56 | 62,711,173 | 27.52 | ||||
The Bank Of New York ADR | ||||||||
Department (Equivalent to stock) (*) | 50,319,556 | 22.08 | 50,389,316 | 22.12 | ||||
Other | 225,900 | 0.10 | 228,047 | 0.10 | ||||
227,836,623 | 100.00 | 227,836,623 | 100.00 | |||||
(*) Each ADR equals 2 shares
(c) Distribution of earnings
Shareholders are entitled to a mandatory minimum dividend distribution of 25% of adjusted net income, calculated in conformity with Brazilian Corporate Law.
Interests on shareholders equity declared in 2006, in the amount of R$270,841, were paid on June 29, 2007, net of withholding income tax.
Page: 30
On October 18, 2007, the Board of Directors approved the proposal for interest on capital payment for the period from January to September 2007, in the amount of R$268,847, which will be paid up to 60 days after the Annual Shareholders Meeting of 2008, net of withholding income tax.
(d) Capital reserve
Capital reserve comprises fiscal incentives and donations from governmental entities and private entities.
(e) Revaluation reserve
As provided by CVM Instruction No. 197/93, the Company elected not to recognize income tax and social contribution on the revaluation reserve of property, plant and equipment carried out until 1991.
The reserve has been realized with a corresponding entry to retained earnings, to the same proportion of the depreciation and write-off of the assets to which it is related.
(f) Changes in Retained Earnings Account
Sept/07 | Jun/07 | |||
Previous Balance | 632,009 | 314,723 | ||
Realization of Revaluation Reserve | 22,196 | 21,746 | ||
Result of the Period | 382,201 | 295,540 | ||
Interests on capital | (268,847) | - | ||
Current Balance | 767,559 | 632,009 | ||
(g) Reserve for Investments
The reserve for investments has been specifically set up from the portion corresponding to own resources that will be intended to the enhancement of the water supply and sewage sanitation systems,
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15. FINANCIAL INSTRUMENTS
(a) Market value of financial instruments
The determination of the market value of financial instruments is performed on an annual by basis Company Management.
(b) Credit risk concentration
A significant portion of sales is made to a geographically dispersed customer base. In relation to those clients, credit risk is mitigated due to the large portfolio and to the control procedures which monitor this risk.
The doubtful account are properly covered by provision to face eventual losses in their realization
(c) Foreign Currency
Transactions in foreign currency consist of borrowings to specific improvement works and expansion of the Companys water supply and sewage collection and treatment services.
16. OPERATING REVENUES
3rd Qtr/07 | Jan to Sept/07 | 3rd Qtr/06 | Jan to Sept/06 | |||||
Sao Paulo Metropolitan Region | 1,223,252 | 3,610,301 | 1,126,784 | 3,318,706 | ||||
Regional systems (i) | 388,813 | 1,148,695 | 379,045 | 1,065,944 | ||||
Total | 1,612,065 | 4,758,996 | 1,505,829 | 4,384,650 | ||||
(i) It comprises the municipalities operated in the country side and coastal line of the State of Sao Paulo.
Page: 32
17. OPERATING COSTS AND EXPENSES
Jan to | Jan to | |||||||
3rd Qtr/07 | Sept/07 | 3rd Qtr/06 | Sept/06 | |||||
Cost of sales and services: | ||||||||
Payroll and related and charges | (246,266) | (722,886) | (229,946) | (707,233) | ||||
General supplies | (29,014) | (90,848) | (27,785) | (81,831) | ||||
Treatment supplies | (25,897) | (90,892) | (24,496) | (83,726) | ||||
Outside services | (85,839) | (255,891) | (79,926) | (219,200) | ||||
Electric power | (117,469) | (359,141) | (114,969) | (328,899) | ||||
General expenses | (8,400) | (21,215) | (8,195) | (23,158) | ||||
Depreciation and amortization | (150,647) | (453,541) | (147,075) | (435,479) | ||||
(663,532) | (1,994,414) | (632,392) | (1,879,526) | |||||
Selling expenses: | ||||||||
Salaries and Payroll Charges | (40,286) | (118,219) | (38,019) | (117,006) | ||||
General supplies | (1,153) | (3,817) | (1,410) | (3,755) | ||||
Outside services | (23,281) | (64,880) | (21,361) | (58,432) | ||||
Electric power | (187) | (563) | (180) | (581) | ||||
General expenses | (14,848) | (43,680) | (14,717) | (43,266) | ||||
Depreciation and amortization | (1,274) | (3,724) | (667) | (2,061) | ||||
Bad debt expense, net of recoveries - 3(c) | (82,088) | (231,374) | (114,169) | (238,287) | ||||
(163,117) | (466,257) | (190,523) | (463,388) | |||||
Administrative expenses: | ||||||||
Salaries and Payroll Charges | (35,648) | (102,786) | (31,609) | (94,995) | ||||
General supplies | (1,045) | (3,544) | (1,077) | (3,176) | ||||
Outside services | 777 | (49,498) | (18,262) | (55,162) | ||||
Electric power | (295) | (966) | (323) | (875) | ||||
General expenses | (39,344) | (93,212) | (30,740) | (52,089) | ||||
Depreciation and amortization | (3,829) | (11,444) | (3,751) | (11,799) | ||||
Tax expenses | (8,735) | (25,371) | (7,264) | (24,201) | ||||
(88,119) | (286,821) | (93,026) | (242,297) | |||||
Costs, selling and administrative expenses: | ||||||||
Salaries and Payroll Charges | (322,200) | (943,891) | (299,574) | (919,234) | ||||
General supplies | (31,212) | (98,209) | (30,272) | (88,762) | ||||
Treatment supplies | (25,897) | (90,892) | (24,496) | (83,726) | ||||
Outside services | (108,343) | (370,269) | (119,549) | (332,794) | ||||
Electric power | (117,951) | (360,670) | (115,472) | (330,355) | ||||
General expenses | (62,592) | (158,107) | (53,652) | (118,513) | ||||
Depreciation and amortization | (155,750) | (468,709) | (151,493) | (449,339) | ||||
Tax expenses | (8,735) | (25,371) | (7,264) | (24,201) | ||||
Bad debt expense, net of recoveries | (82,088) | (231,374) | (114,169) | (238,287) | ||||
(914,768) | (2,747,492) | (915,941) | (2,585,211) | |||||
Page: 33
Jan to | Jan to | |||||||
3rd Qtr/07 | Sept/07 | 3rd Qtr/06 | Sept/06 | |||||
Financial expenses: | ||||||||
Interest and other charges on loans and | ||||||||
financing - local currency | (111,722) | (344,585) | (127,588) | (397,073) | ||||
Interest and other charges on loans and | ||||||||
financing - foreign currency | (16,518) | (51,218) | (22,180) | (69,612) | ||||
Interest on shareholders equity | (268,847) | (268,847) | - | (129,582) | ||||
Interest on shareholders equity (reversal) | 268,847 | 268,847 | - | 129,582 | ||||
Other expenses on loans and financing | - | - | (1) | (6) | ||||
Income tax on remittances abroad | (1,468) | (4,777) | (2,144) | (6,596) | ||||
Other financial expenses | (12,038) | (43,013) | (8,143) | (26,595) | ||||
Monetary variations on loans and financing | (29,814) | (64,244) | (22,316) | (60,547) | ||||
Other monetary and foreign exchange | ||||||||
variations | (2,709) | (7,202) | (126) | (671) | ||||
Provisions | (11,375) | (22,557) | 851 | (7,093) | ||||
(185,644) | (537,596) | (181,647) | (568,193) | |||||
Financial income: | ||||||||
Monerary Variation Income | 8,668 | 25,768 | 4,624 | 22,020 | ||||
Income from financial investments | 11,267 | 39,643 | 11,983 | 39,628 | ||||
Sale of third parties shares | - | - | 141 | 141 | ||||
Interest | 12,460 | 37,250 | 9,212 | 34,789 | ||||
Others | 6 | 9 | 51 | 57 | ||||
32,401 | 102,670 | 26,011 | 96,635 | |||||
Financial expenses, before foreign exchange | ||||||||
variations | (153,243) | (434,926) | (155,636) | (471,558) | ||||
Foreign Exchange, net | ||||||||
Exchange variations on loans and financing | 35,538 | 156,679 | 2,629 | 80,649 | ||||
Other Foreign Exchange Variations | (87) | (87) | - | - | ||||
Foreign Exchange Income | (209) | (369) | (115) | (395) | ||||
35,242 | 156,223 | 2,514 | 80,254 | |||||
Financial result, net | (118,001) | (278,703) | (153,122) | (391,304) | ||||
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18. CASH FLOW
The statement of cash flows reflects the Companys operating, investing and financing activities derived from accounting records prepared in accordance with Brazilian Corporate Law and has been presented in accordance with International Accounting Standards (IAS) No. 7 - Cash Flow Statements.
Explanatory | Jan to | Jan to | ||||||||
Notes | 3rd Qtr/07 | Sept/07 | 3rd Qtr/06 | Sept/06 | ||||||
Cash flow from operating activities: | ||||||||||
Net income for the period | 382,201 | 970,621 | 195,454 | 698,936 | ||||||
Adjustments to reconcile net income: | ||||||||||
Deferred Taxes and Contributions | 909 | (2,540) | (2,240) | (5,427) | ||||||
Provisions for Contingencies | 40,187 | 116,965 | 26,191 | 51,747 | ||||||
Reversal of provision for losses | (6) | (50) | (6,595) | (6,595) | ||||||
Other provisions | 66 | 155 | - | - | ||||||
Social Security Obligations | 14,856 | 44,450 | 14,981 | 44,958 | ||||||
Write-off of Fixes Assets | 6(b) | 3,838 | 8,229 | 3,192 | 5,513 | |||||
Write-off of Deferred Assets | - | 1,276 | 2,637 | 3,500 | ||||||
Investments Write-off | - | - | 21 | 21 | ||||||
Gain from the sale of fixed assets | 219 | 219 | (4,371) | (5,378) | ||||||
Depreciation and Amortization | 17 | 155,750 | 468,709 | 151,493 | 449,339 | |||||
Interests calculated on Loans and Financings | ||||||||||
Payable | 129,659 | 400,531 | 151,913 | 473,282 | ||||||
Monetary and Foreign Exchange Variations on | ||||||||||
loans and financings. | 17 | (5,724) | (92,435) | 19,687 | (20,102) | |||||
Interests and Monetary Variation Expenses | 10 | 2,930 | 9,412 | 4,111 | 14,028 | |||||
Interests and Monetary Variation Income | (4,025) | (11,936) | (2,788) | (9,699) | ||||||
Allowance for Doubtful Accounts | 3(c(ii)) e 17 | 82,088 | 231,374 | 114,169 | 238,287 | |||||
Changes in Working Capital: | 802,948 | 2,144,980 | 667,855 | 1,932,410 | ||||||
Customers Accounts Receivable | ||||||||||
Accounts Receivable from Shareholders | (128,602) | (236,974) | (27,500) | (244,879) | ||||||
Transactions with Related Parties. | 26,631 | 60,303 | (128,872) | (31,788) | ||||||
Inventories | (18) | 9,041 | (970) | 3,065 | ||||||
Taxes Recoverable | (22,790) | 505 | 3,312 | 847 | ||||||
Other Accounts Receivable | (10,714) | (31,224) | (9,827) | (27,237) | ||||||
Change in Non-current Assets | ||||||||||
Accounts Receivable from Customers | (29,637) | (60,343) | (21,060) | (107,242) | ||||||
Accounts Receivable from Shareholders | (24,300) | (72,249) | (23,919) | (70,162) | ||||||
Judicial Deposits | 2,853 | 350 | 5,989 | (877) | ||||||
Other Accounts Receivable | (1,027) | (3,759) | (1,769) | (17,728) | ||||||
Change in Current Liabilities: | ||||||||||
Suppliers | 40,703 | (30,649) | (18,839) | 5,757 | ||||||
Salaries, provisions and social contributions | 39,212 | 47,205 | 12,514 | 119,433 | ||||||
Interests on Shareholders Equity Payable | 1 | 1 | - | - | ||||||
Taxes and Contributions Payable | (16,612) | (11,385) | (17,755) | (200) |
Page: 35
Explanatory | Jan to | Jan to | ||||||||
Notes | 3rd Qtr/07 | Sept/07 | 3rd Qtr/06 | Sept/06 | ||||||
Services Collected | 2,935 | (6,539) | 30,858 | 7,848 | ||||||
Other Obligations | 7,330 | (145) | 1,440 | 3,484 | ||||||
Contingencies | (20,055) | (94,549) | (9,680) | (29,680) | ||||||
Pension Fund | 11 | (3,842) | (11,399) | (3,712) | (11,128) | |||||
Change in non-current liabilities | ||||||||||
Other Obligations | 1,107 | 1,784 | 1,109 | 3,398 | ||||||
Cash Flow from Operating Activities | 666,123 | 1,704,954 | 459,174 | 1,535,321 | ||||||
Cash Flow from Investment Activities: | ||||||||||
Acquisition of fixed asset items | (244,704) | (550,290) | (171,252) | (510,406) | ||||||
Increase in intangibles | (4,951) | (9,662) | (2,895) | (9,592) | ||||||
Sale of Fixed Asset Items | - | - | 5,649 | 7,837 | ||||||
Increase in Deferred Asset | - | - | (2,665) | (2,720) | ||||||
Net Cash invested in investment activities | (249,655) | (559,952) | (171,163) | (514,881) | ||||||
Cash Flow from financing activities | ||||||||||
Loans and Financing - Long Term: | ||||||||||
Funding | 30,128 | 155,570 | 46,791 | 367,319 | ||||||
Payments | (493,385) | (1,049,182) | (270,765) | (1,109,728) | ||||||
Payment of interest on shareholders equity | (18,997) | (134,081) | (615) | (158,770) | ||||||
Net cash applied in financing activities | (482,254) | (1,027,693) | (224,589) | (901,179) | ||||||
Increase (decrease) in cash & cash equivalents | (65,786) | 117,309 | 63,422 | 119,261 | ||||||
Cash & Cash equivalents in the beginning of the | ||||||||||
year | 511,301 | 328,206 | 336,012 | 280,173 | ||||||
Cash & Cash equivalents at the end of the year | 445,515 | 445,515 | 399,434 | 399,434 | ||||||
Change in cash & cash equivalents | (65,786) | 117,309 | 63,422 | 119,261 | ||||||
Supplementary cash flow information: | ||||||||||
Interests and fees paid on loans and financings | 147,879 | 430,345 | 154,380 | 500,625 | ||||||
Capitalized interests and financial charges | 6(c) | (2,222) | (12,811) | 9,211 | 2,382 | |||||
Income Tax and Social Contribution paid | 126,414 | 396,330 | 131,262 | 314,455 | ||||||
Fixed Assets received in donations | 3,836 | 12,476 | 3,864 | 25,804 | ||||||
Cofins and Pasep paid | 110,950 | 350,826 | 106,833 | 326,262 | ||||||
Paraguaçu Paulista Agreement | 13(vi) | 34,071 | 34,071 |
Page: 36
19. SUBSEQUENT EVENTS
On November 14, 2007, the Company and the Municipality of Sao Paulo (the Parties) entered into an Agreement to establish conditions to ensure the stability of public basic and environmental sanitation services in the City of Sao Paulo. The main points of this Agreement are:
1. The Parties agree to establish basic and environmental sanitation measures that supplement the actions of the Municipality of Sao Paulo, investing in the implementation and continuity of programs, such as Programa Corrego Limpo and Programa de Uso Racional de Agua - PURA, whose objective is to ensure water consumption reduction in public units, thus ensuring water supply and quality of life for the population.
2. From the date of signing of the Agreement, the total amounts paid by the Municipality of Sao Paulo to SABESP, referring to direct administration entities, independent government agencies and foundations, net of taxes, will be allocated to fund investments in basic and environmental sanitation of the Municipality;
3. The Municipality agrees to resume the payment of the bills and invoices for current consumption issued by Sabesp, from the date of signing of this Agreement;
4. The Parties will conclude in up to 90 days the necessary understanding to resolve their financial matters and prepare the drafts of the Cooperation Agreement, Metropolitan Program Contract and Bill in order to obtain legislative authorization for the execution of said documents;
5. The Parties and the State shall conclude in up to 90 days, from the execution of the Agreement, the terms and conditions of the Cooperation Agreement and the Metropolitan Program Contract, aiming at the stability of the provision by Sabesp of basic and environmental sanitation services in the Municipality;
6. After the Bill is submitted to the House of Representatives, the Parties will sign the document for resolution of their financial matters. A discount of R$120 million on the debts owed by the Municipality can be granted, subject to negotiation. These debts will be paid without financial charges arising from interest, fine and monetary adjustment.
7. The Parties will require the discontinuation of the collection lawsuits filed by Sabesp, with court costs being borne by Sabesp, and each Party being liable for its attorneys fees.
The approval of the Municipal Bill, which is an essential condition for the execution of the Cooperation Agreement to be signed between the Municipality and the State, and the Metropolitan Program Contract to be signed between Sabesp and the Municipality, is not totally under control of the Parties.
Page: 37
The effects of the Agreement signed hereunder on the Interim Financial Statements of the Company are not fully quantified at this time and shall be determined by the end of 2007.
On November 13, 2007, the State Legislature approved Supplementary Bill No. 48/2007, which is pending Governors sanction to be signed into law. This bill provides for the creation of the Sanitation and Energy Regulatory Agency of the State of Sao Paulo (Arsesp) that shall be responsible for regulating energy, gas and sanitation services under the responsibility of the State or that have been transferred to the State by municipalities or the federal government.
Page: 38
05.01 - COMMENTS ON THE COMPANYS PERFORMANCE IN THE QUARTER |
1. Growth of 17% in the EBITDA and EBITDA Margin reaches 49,1% in the 3Q07.
3rd Qtr/06 | 3rd Qtr/07 | Variation | ||
R$ | % | |||
(+)Gross operating revenues | 1,505.9 | 1,612.0 | 106.1 | 7.0 |
(-) COFINS e PASEP | 115.0 | 120.2 | 5.2 | 4.5 |
(=)Net operating revenues | 1,390.9 | 1,491.8 | 100.9 | 7.3 |
(-) Costs and expenses | 916.0 | 914.8 | (1.2) | (0.1) |
(=)Income before financial expenses (EBIT*) | 474.9 | 577.0 | 102.1 | 21.5 |
(+)Depreciation and amortization | 151.5 | 155.8 | 4.3 | 2.8 |
(=)EBITDA** | 626.4 | 732.8 | 106.4 | 17.0 |
EBITDA Margin % | 45.0 | 49.1 | ||
Net income | 195.5 | 382.2 | 186.7 | 95,5 |
Net income per one thousand shares in R$ (***) | 0.86 | 1.68 |
Jan - Sept/06 | Jan - Sept/07 | Variation | ||
R$ | % | |||
(+)Gross operating revenues | 4,384.6 | 4,578.9 | 374.3 | 8.5 |
(-) COFINS e PASEP | 335.8 | 354.7 | 18.9 | 5.6 |
(=)Net operating revenues | 4,048.8 | 4,404.2 | 355.4 | 8.8 |
(-) Costs and expenses | 2,585.2 | 2,747.5 | 162.3 | 6.3 |
(=)Income before financial expenses (EBIT*) | 1,463.6 | 1,656.7 | 193.1 | 13.2 |
(+)Depreciation and amortization | 449.4 | 468.7 | 19.3 | 4.3 |
(=)EBITDA | 1,913.0 | 2,125.4 | 212.4 | 11.1 |
EBITDA Margin % | 47.2 | 48.3 | ||
Net income | 698.9 | 970.6 | 271.7 | 38.9 |
Net income per one thousand shares in R$ (***) | 3.07 | 4.26 |
(*) Income before interests and taxes
(**) Income before interests, taxes, depreciation and amortization.
(***) The net earnings per share consider the reverse share split in all periods presented in order to allow comparison.
In the 3Q07 the net operating revenues totaled R$1.5 billion, a 7.3% growth in relation to the same period last year. The costs and expenses in the amount of R$914.8 million were 0.1% lower than 3Q06.
The result before financial expenses presented an increase of 21.5%, from R$474.9 million in the 3Q06 to R$577.0 million in the 3Q07. The EBITDA increased from R$626.4 million in the 3Q06 to R$732.8 million in the 3Q07, with 17.0% increase and margin from 45.0% to 49.1% .
Page: 39
Net income reached R$382.2 million, 95.5% higher to R$195.5 million achieved in the 3Q06.
2. Gross Operating Revenue
The gross operating revenue was R$1.6 billion, with R$106.1 million or 7.0% increase in relation to the 3Q06. The main factors for this growth were:
3. Volume invoiced
The following tables demonstrate the volumes of water and sewage invoiced, according to the category of use and region in the 3Q06 and 3Q07 and in the first nine months of 2006 and 2007.
VOLUME INVOICED(1) OF WATER AND SEWAGE BY CATEGORY OF USE - millions of m3 | |||||||||
Water | Sewage | Water + Sewage | |||||||
By Category | 3rd Qtr/06 |
3rd Qtr/07 |
Var. % | 3rd Qtr/06 |
3rd Qtr/07 |
Var. % | 3rd Qtr/06 |
3rd Qtr/07 |
Var. % |
Residential | 326.5 | 329.5 | 0.9 | 258.2 | 263.0 | 1.9 | 584.7 | 592.5 | 1.3 |
Commercial | 37.0 | 37.6 | 1.6 | 34.0 | 34.5 | 1.5 | 71.0 | 72.1 | 1.5 |
Industrial | 8.7 | 8.8 | 1.1 | 8.0 | 8.5 | 6.3 | 16.7 | 17.3 | 3.6 |
Public | 11.9 | 11.9 | - | 9.6 | 9.5 | (1.0) | 21.5 | 21.4 | (0.5) |
Total retail | 384.1 | 387.8 | 1.0 | 309.8 | 315.5 | 1.8 | 693.9 | 703.3 | 1.4 |
Wholesale | 66.0 | 69.4 | 5.2 | - | 6.6 | - | 66.0 | 76.0 | 15.2 |
Grand Total | 450.1 | 457.2 | 1.6 | 309.8 | 322.1 | 4.0 | 759.9 | 779.3 | 2.6 |
VOLUME INVOICED(1) OF WATER AND SEWAGE BY CATEGORY OF USE - millions of m3 | |||||||||
Water | Sewage | Water + Sewage | |||||||
By Category | Jan - Sep/06 |
Jan - Sep/07 |
Var. % | Jan - Sep/06 |
Jan - Sep/07 |
Var. % | Jan - Sep/06 |
Jan - Sep/07 |
Var. % |
Residential | 983.2 | 998.4 | 1.5 | 773.0 | 793.4 | 2.6 | 1,756.2 | 1,791.8 | 2.0 |
Commercial | 110.7 | 112.9 | 2.0 | 101.2 | 103.3 | 2.1 | 211.9 | 216.2 | 2.0 |
Industrial | 26.0 | 26.2 | 0.8 | 24.2 | 25.1 | 3.7 | 50.2 | 51.3 | 2.2 |
Public | 35.0 | 35.5 | 1.4 | 28.0 | 28.3 | 1.1 | 63.0 | 63.8 | 1.3 |
Total retail | 1,154.9 | 1,173.0 | 1.6 | 926.4 | 950.1 | 2.6 | 2,081.3 | 2,123.1 | 2.0 |
Wholesale | 196.3 | 203.6 | 3.7 | - | 18.5 | - | 196.3 | 222.1 | 13.1 |
Grand Total | 1,351.2 | 1,376.6 | 1.9 | 926.4 | 968.6 | 4.6 | 2,277.6 | 2,345.2 | 3.0 |
Page: 40
VOLUME INVOICED(1) OF WATER AND SEWAGE BY CATEGORY OF USE - millions of m3 | |||||||||
Water | Sewage | Water + Sewage | |||||||
By Category | 3rd Qtr/06 |
3rd Qtr/07 |
Var. % | 3rd Qtr/06 |
3rd Qtr/07 |
Var. % | 3rd Qtr/06 |
3rd Qtr/07 |
Var. % |
Metropolitan | 257.6 | 260.2 | 1.0 | 211.4 | 215.9 | 2.1 | 469.0 | 476.1 | 1.5 |
Regional (2) | 126.5 | 127.6 | 0.9 | 98.4 | 99.6 | 1.2 | 224.9 | 227.2 | 1.0 |
Total retail | 384.1 | 387.8 | 1.0 | 309.8 | 315.5 | 1.8 | 693.9 | 703.3 | 1.4 |
Wholesale | 66.0 | 69.4 | 5.2 | - | 6.6 | - | 66.0 | 76.0 | 15.2 |
Grand Total | 450.1 | 457.2 | 1.6 | 309.8 | 322.1 | 4.0 | 759.9 | 779.3 | 2.6 |
VOLUME INVOICED(1) OF WATER AND SEWAGE BY CATEGORY OF USE - millions of m3 | |||||||||
Water | Sewage | Water + Sewage | |||||||
By Category | Jan - Sep/06 |
Jan - Sep/07 |
Var. % | Jan - Sep/06 |
Jan - Sep/07 |
Var. % | Jan - Sep/06 |
Jan - Sep/07 |
Var. % |
Metropolitan | 770.3 | 781.3 | 1.4 | 629.2 | 646.4 | 2.7 | 1,399.5 | 1,427.7 | 2.0 |
Regional (2) | 384.6 | 391.7 | 1.8 | 297.2 | 303.7 | 2.2 | 681.8 | 695.4 | 2.0 |
Total retail | 1,154.9 | 1,173.0 | 1.6 | 926.4 | 950.1 | 2.6 | 2,081.3 | 2,123.1 | 2.0 |
Wholesale | 196.3 | 203.6 | 3.7 | - | 18.5 | - | 196.3 | 222.1 | 13.1 |
Grand Total | 1,351.2 | 1,376.6 | 1.9 | 926.4 | 968.6 | 4.6 | 2,277.6 | 2,345.2 | 3.0 |
4. Costs, selling and administrative expenses:
In the 3Q07, the costs, administrative and selling expenses presented a decrease of R$1.2 million, or 0.1% in relation to 3Q06 in
COSTS AND EXPENSES | 3rd Qtr/06 |
3rd Qtr/07 |
Variation | Jan - Sep/06 |
Jan - Sep/07 |
Variation | ||
R$ | % | R$ | % | |||||
Payroll and related charges | 299.6 | 322.2 | 22.6 | 7.5 | 919.2 | 943.9 | 24.7 | 2.7 |
General Supplies | 30.3 | 31.2 | 0.9 | 3.0 | 88.8 | 98.2 | 9.4 | 10.6 |
Treatment supplies | 24.5 | 25.9 | 1.4 | 5.7 | 83.7 | 90.9 | 7.2 | 8.6 |
General Services | 119.5 | 108.3 | (11.2) | (9.4) | 332.8 | 370.3 | 37.5 | 11.3 |
Electric power | 115.5 | 118.0 | 2.5 | 2.2 | 330.3 | 360.6 | 30.3 | 9.2 |
General expenses | 53.6 | 62.6 | 9.0 | 16.8 | 118.5 | 158.1 | 39.6 | 33.4 |
Depreciation and amortization | 151.5 | 155.8 | 4.3 | 2.8 | 449.4 | 468.7 | 19.3 | 4.3 |
Bad debt expenses | 114.2 | 82.1 | (32.1) | (28.1) | 238.3 | 231.4 | (6.9) | (2.9) |
Tax expenses | 7.3 | 8.7 | 1.4 | 19.2 | 24.2 | 25.4 | 1.2 | 5.0 |
Costs, selling and administrative expenses | 916.0 | 914.8 | (1.2) | (0.1) | 2,585.2 | 2,747.5 | 162.03 | 6.3 |
Percentage on Net Revenue | 65.9 | 61.3 | 63.9 | 62.4 |
The main variances identified in the period were:
Page: 41
4.1. Salaries and Payroll Charges
In the 3Q07 the connections per employee ration improved 5.2% going from 667 in the 3Q06 to 702 in the 3Q07 and the number of employees from 17,303 to 16,880.
Comparing 3Q07 to 3Q06 there was an increase of R$22.6 million or 7.5% in salaries and payroll charges, going from R$229.6 million in the 3Q06 to R$322.2 million in the 3Q07, as a result of the following factors:
4.2. General Materials
In the 3Q07 there was an increase of R$0.9 million or 3.0% when compared with the same period year, going from R$30.3 million to R$31.2 million, mainly related to the maintenance of water residential connections.
4.3. Treatment Materials
Increase of R$1.4 million or 5.7%, going from R$24.5 million in the 3Q06 to R$25.9 million in the 3Q07.
The main variance was in the consumption of copper sulfate, from 98 to 287 tons, due to the proliferation of weeds. The proliferation of weeds results from natural causes, as increase of insulation and some nutrients, which favor their growth. The weeds, if not combated in the source, may cause problem of taste and smell.
4.4. Third Party Services
In the 3Q07, this item presented an decrease of R$11.2 million, or 9.4%, from R$119.5 million in the 3Q06 to R$108.3 million. The main factors that conditioned this performance were:
This decrease was partially offset by the following factors:
Page: 42
4.5. Electric Power
In the 3Q07 it presented an increase of R$2.5 million or 2.2%, going from R$115.5 million in the 3Q06 to R$118.0 million in the 3Q07, associated to the increase of 0.2% in the average consumption increase in prices, of 4.3% tariff adjustment (3.1% in the captive market and 10.4% in the free market). This increase was substantially lower to the tariff in view of the positive results of the management actions of the contracts of electric energy supply in the last period.
4.6. General Expenses
In the 3Q07, this item presented an increase of R$9.0 million or 16.8%, from R$53.6 million in the 3Q06 to R$62.6 million in the 3Q07, as described below:
Page: 43
4.7. Depreciation and Amortization
R$4.3 million or 2.8% increase, from R$ 151.5 million in the 3Q06 to R$155.8 million in the 3Q07, related to the transfer from work in progress to property, plant and equipment in operation.
4.8. Credits Write-off
Decrease of R$32.1 million or 28.1%, from R$114.2 million in the 3Q06 to R$82.1 million in the 3Q07, mainly due to the provisioning of invoices in the amount of R$29.8 million in the 3Q06.
4.9. Tax Expenses
In the 3Q7, the tax expenses item presented a increase of R$1.4 million or 19.2% in relation to the 3Q06, from R$7.3 million to R$8.7 million, mainly due to the payment of CPMF in the amount of R$1.5 million in function of the payment of principal and interests of the 6th and 7th issued of debentures, 1st series in September, 2007.
5. Financial Income and Expenses
5.1. Financial Expenses
In the 3Q7, these presented a decrease of R$6.1 million or 3.8%, according to the following table:
Financial | 3rd Qtr/06 | 3 rdQtr/07 | Variation | |
R$ | % | |||
Financial Expenses | ||||
Interests and charges on local currency loans and financing | 127.6 | 111.7 | (15.9) | (12.5) |
Interests and charges on foreign currency loans and financing | 22.2 | 16.5 | (5.7) | (25.7) |
Other financial expenses | 6.8 | 4.8 | (2.0) | (29.4) |
Provisions | 2.6 | 20.1 | 17.5 | 673.1 |
Total financial expenses | 159.2 | 153.1 | (6.1) | (3.8) |
Financial income | 21.4 | 23.7 | 2.3 | 10.7 |
Financial expenses, net of financial income | 137.8 | 129.4 | (8.4) | (6.1) |
Page: 44
With regards to the internal financings, the following factors may be highlighted:
As to the external financings, it may be highlighted:
Other financial expenses:
Decrease of R$2.0 million caused mainly by the drop in the TJLP in the periods under analysis where interests are accrued on PAES, in the amount of R$1.7 million..
Provisions:
R$17.5 million increase referring to interests and monetary adjustments of the judicial legal proceedings.
5.2 Financial Income
R$2.3 million or 10.7% increase due to interests calculated on the installment agreements made.
Page: 45
6. Monetary Variation Income and Expenses
Monetary variation | 3 rdQtr/06 | 3 rdQtr/07 | Variation | |
R$ | % | |||
Monetary variation on loans and financing | 14.7 | 7.9 | (6.8) | (46.3) |
Exchange variation on loans and financing | (2.6) | (35.5) | (32.9) | 1.265.4 |
Other Monetary variation | 7.7 | 24.7 | 17.0 | 220.8 |
Monetary variation expenses | 19.8 | (2.9) | (22.7) | (114.6) |
Monetary variation income | (4.5) | (8.5) | (4.0) | 88.9 |
Monetary/Foreign Exchange variation, net | 15.3 | (11.4) | (26.7) | (174.5) |
6.1. Monetary Variation Expenses
In the 3Q07, they presented a decrease of R$22.7 million due to:
Page: 46
6.2. Monetary Variation Income
R$4.0 million or 88.9% increase, referring to the adjustment of the Companys payment renegotiation agreements.
7. Non operating income
The non operating income presented a decrease of R$6.1 million, due mainly to the gain with the alienation of land in the amount of R$4.4 million.
8. Operating Indicators (*)
3rd Qtr/06 | 3rd Qtr/07 | Variation % | |
Water connections (1) | 6,575 | 6,728 | 2.3 |
Sewage connections (1) | 4,971 | 5,119 | 3.0 |
Population directly served with water (2) | 22,647 | 22,899 | 1.1 |
Population served with sewage collection (2) | 18,518 | 18,772 | 1.4 |
Number of employees | 17,303 | 16,880 | (2.4) |
Number of water and sewage connections per employee | 667 | 702 | 5.2 |
Water losses % | 31.9 | 30.3 |
(1) In thousands of units at the end of the period
(2) In millions of inhabitants at the end of the period. It does not include wholesale supply.
(*) UNAUDITED
Page: 47
PUBLIC FEDERAL SERVICE | |
CVM - SECURITIES EXCHANGE COMMISSION | |
ITR - QUARTERLY INFORMATION Base Date - 09/30/2007 | Corporate Legislation |
COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES |
01.01 - IDENTIFICATION
1 - CVM CODE 01444-3 |
2 - COMPANY'S NAME CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO |
3 -CNPJ 43.776.517/0001-80 |
10.01 - CHARACTERISTICS OF THE PUBLIC OR PRIVATE ISSUE OF DEBENTURES
1 - ITEM | 01 |
2 - ORDER NUMBER | 6 |
3 - CVM REGISTRATION NUMBER | CVM/SRE/DEB/2004/032 |
4 - DATE OF REGISTRATION WITH CVM | 09/17/2004 |
5 - ISSUED SERIES | 2 |
6 - TYPE OF ISSUE | SIMPLE |
7 - NATURE OF ISSUE | PUBLIC |
8 - ISSUE DATE | 09/01/2004 |
9 - DUE DATE | 09/01/2009 |
10 - TYPE OF DEBENTURE | WITHOUT PREFERENCE |
11 - REMUNERATION CONDITIONS | IGPM + 11% |
12 - PREMIUM/DISCOUNT | |
13 - NOMINAL VALUE (reais) | 1,130.41 |
14 - AMOUNT ISSUED (Thousand of reais) | 212,818 |
15 - DEBENTURES ISSUED (Units) | 188,267 |
16 - OUTSTANDING SECURITIES (Units) | 188,267 |
17 - TREASURY DEBENTURES (Units) | 0 |
18 - SURRENDERED DEBENTURES (Units) | 0 |
19 - CONVERTED DEBENTURES (Number) | 0 |
20 - DEBENTURES TO PLACE (Number) | 0 |
21 - DATE OF LAST NEGOTIATION | |
22 - DATE OF NEXT EVENT | 09/01/2008 |
Page: 48
10.01 - CHARACTERISTICS OF THE PUBLIC OR PRIVATE ISSUE OF DEBENTURES
1 - ITEM | 02 |
2 - ORDER NUMBER | 6 |
3 - CVM REGISTRATION NUMBER | CVM/SRE/DEB/2004/033 |
4 - DATE OF REGISTRATION WITH CVM | 09/17/2004 |
5 - ISSUED SERIES | 3 |
6 - TYPE OF ISSUE | SIMPLE |
7 - NATURE OF ISSUE | PUBLIC |
8 - ISSUE DATE | 09/01/2004 |
9 - DUE DATE | 09/01/2010 |
10 - TYPE OF DEBENTURE | WITHOUT PREFERENCE |
11 - REMUNERATION CONDITIONS | IGPM + 11% |
12 - PREMIUM/DISCOUNT | |
13 - NOMINAL VALUE (reais) | 1,130.41 |
14 - AMOUNT ISSUED (Thousand of reais) | 203,383 |
15 - DEBENTURES ISSUED (Units) | 179,920 |
16 - OUTSTANDING SECURITIES (Units) | 179,920 |
17 - TREASURY DEBENTURES (Units) | 0 |
18 - SURRENDERED DEBENTURES (Units) | 0 |
19 - CONVERTED DEBENTURES (Number) | 0 |
20 - DEBENTURES TO PLACE (Number) | 0 |
21 - DATE OF LAST NEGOTIATION | |
22 - DATE OF NEXT EVENT | 09/01/2008 |
Page: 49
10.01 - CHARACTERISTICS OF THE PUBLIC OR PRIVATE ISSUE OF DEBENTURES
1 - ITEM | 03 |
2 - ORDER NUMBER | 7 |
3 - CVM REGISTRATION NUMBER | CVM/SRE/DEB/2005/006 |
4 - DATE OF REGISTRATION WITH CVM | 03/10/2005 |
5 - ISSUED SERIES | 1 |
6 - TYPE OF ISSUE | SIMPLE |
7 - NATURE OF ISSUE | PUBLIC |
8 - ISSUE DATE | 03/01/2005 |
9 - DUE DATE | 03/01/2009 |
10 - TYPE OF DEBENTURE | WITHOUT PREFERENCE |
11 - REMUNERATION CONDITIONS | DI + 1.5% |
12 - PREMIUM/DISCOUNT | |
13 - NOMINAL VALUE (reais) | 1,008.65 |
14 - AMOUNT ISSUED (Thousand of reais) | 201,730 |
15 - DEBENTURES ISSUED (Units) | 200,000 |
16 - OUTSTANDING SECURITIES (Units) | 200,000 |
17 - TREASURY DEBENTURES (Units) | 0 |
18 - SURRENDERED DEBENTURES (Units) | 0 |
19 - CONVERTED DEBENTURES (Number) | 0 |
20 - DEBENTURES TO PLACE (Number) | 0 |
21 - DATE OF LAST NEGOTIATION | |
22 - DATE OF NEXT EVENT | 03/01/2008 |
Page: 50
10.01 - CHARACTERISTICS OF THE PUBLIC OR PRIVATE ISSUE OF DEBENTURES
1 - ITEM | 04 |
2 - ORDER NUMBER | 7 |
3 - CVM REGISTRATION NUMBER | CVM/SRE/DEB/2005/007 |
4 - DATE OF REGISTRATION WITH CVM | 03/10/2005 |
5 - ISSUED SERIES | 2 |
6 - TYPE OF ISSUE | SIMPLE |
7 - NATURE OF ISSUE | PUBLIC |
8 - ISSUE DATE | 03/01/2005 |
9 - DUE DATE | 03/01/2010 |
10 - TYPE OF DEBENTURE | WITHOUT PREFERENCE |
11 - REMUNERATION CONDITIONS | IGPM + 10.8% |
12 - PREMIUM/DISCOUNT | |
13 - NOMINAL VALUE (reais) | 1,152.32 |
14 - AMOUNT ISSUED (Thousand of reais) | 115,232 |
15 - DEBENTURES ISSUED (Units) | 100,000 |
16 - OUTSTANDING SECURITIES (Units) | 100,000 |
17 - TREASURY DEBENTURES (Units) | 0 |
18 - SURRENDERED DEBENTURES (Units) | 0 |
19 - CONVERTED DEBENTURES (Number) | 0 |
20 - DEBENTURES TO PLACE (Number) | 0 |
21 - DATE OF LAST NEGOTIATION | |
22 - DATE OF NEXT EVENT | 03/01/2008 |
Page: 51
10.01 - CHARACTERISTICS OF THE PUBLIC OR PRIVATE ISSUE OF DEBENTURES
1 - ITEM | 05 |
2 - ORDER NUMBER | 8 |
3 - CVM REGISTRATION NUMBER | CVM/SRE/DEB/2005/032 |
4 - DATE OF REGISTRATION WITH CVM | 06/22/2005 |
5 - ISSUED SERIES | 1 |
6 - TYPE OF ISSUE | SIMPLE |
7 - NATURE OF ISSUE | PUBLIC |
8 - ISSUE DATE | 06/01/2005 |
9 - DUE DATE | 06/01/2009 |
10 - TYPE OF DEBENTURE | WITHOUT PREFERENCE |
11 - REMUNERATION CONDITIONS | DI + 1.5% |
12 - PREMIUM/DISCOUNT | |
13 - NOMINAL VALUE (reais) | 1,041.74 |
14 - AMOUNT ISSUED (Thousand of reais) | 364,609 |
15 - DEBENTURES ISSUED (Units) | 350,000 |
16 - OUTSTANDING SECURITIES (Units) | 350,000 |
17 - TREASURY DEBENTURES (Units) | 0 |
18 - SURRENDERED DEBENTURES (Units) | 0 |
19 - CONVERTED DEBENTURES (Number) | 0 |
20 - DEBENTURES TO PLACE (Number) | 0 |
21 - DATE OF LAST NEGOTIATION | |
22 - DATE OF NEXT EVENT | 12/01/2007 |
Page: 52
10.01 - CHARACTERISTICS OF THE PUBLIC OR PRIVATE ISSUE OF DEBENTURES
1 - ITEM | 06 |
2 - ORDER NUMBER | 8 |
3 - CVM REGISTRATION NUMBER | CVM/SRE/DEB/2005/033 |
4 - DATE OF REGISTRATION WITH CVM | 06/22/2005 |
5 - ISSUED SERIES | 2 |
6 - TYPE OF ISSUE | SIMPLE |
7 - NATURE OF ISSUE | PUBLIC |
8 - ISSUE DATE | 06/01/2005 |
9 - DUE DATE | 06/01/2011 |
10 - TYPE OF DEBENTURE | WITHOUT PREFERENCE |
11 - REMUNERATION CONDITIONS | IGPM + 10.75% |
12 - PREMIUM/DISCOUNT | |
13 - NOMINAL VALUE (reais) | 1,105.89 |
14 - AMOUNT ISSUED (Thousand of reais) | 387,061 |
15 - DEBENTURES ISSUED (Units) | 350,000 |
16 - OUTSTANDING SECURITIES (Units) | 350,000 |
17 - TREASURY DEBENTURES (Units) | 0 |
18 - SURRENDERED DEBENTURES (Units) | 0 |
19 - CONVERTED DEBENTURES (Number) | 0 |
20 - DEBENTURES TO PLACE (Number) | 0 |
21 - DATE OF LAST NEGOTIATION | |
22 - DATE OF NEXT EVENT | 06/01/2008 |
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PUBLIC FEDERAL SERVICE | ||
CVM - SECURITIES EXCHANGE COMMISSION | Corporate Law | |
ITR - QUARTERLY INFORMATION | Base Date: 09/30/2007 | |
COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES |
01444-3 CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO 43.776.517/0001-80 |
16.01 - OTHER INFORMATION DEEMED BY THE COMPANY TO BE RELEVANT SUPPLEMENTARY |
1. EVOLUTION OF SHAREHOLDER INTEREST BY THE CONTROLLING SHAREHOLDER, DIRECTORS AND EXECUTIVE OFFICERS FROM 09/30/2006 TO 09/30/2007
Position as of 09/30/2006 |
New members |
Changes in Common Shares |
Left the Company |
Position as of 09/30/2007 |
|||
Shareholders | Number of Shares | % | ON Shares | Number of Shares |
% | ||
Controlling shareholder | 14,313,511,867 | 50.26 | 114,508,086* | 50.26 | |||
Directors | 758,485 | 7 | 158,475** | (16) | 4,808* | ||
Executive Officers | |||||||
Members of the Audit Committee | 1 | 1*** | - | ||||
Outstanding shares | 14,165,307,475 | 49.74 | 113,323,729* | 49.74 | |||
Total shares | 28,479,577,827 | 100.0 | 7 | 158,476 | (16) | 227,836,623* | 100.0 |
2. STOCK POSITION AS OF 09/30/2007
Shareholders holding more than 5% of shares | Common Shares | % |
State of São Paulo Department of Finance | 114,508,086 | 50.26 |
Shareholders | Common Shares | % |
CONTROLLING SHAREHOLDER MANAGEMENT Board of Directors Board of Executive Officers Statutory Audit Committee TREASURY SHARES TOTAL OUTSTANDING SHARES |
114,508,086 4,808 - - - 227,836,623 113,323,729 |
50.26 100.0 49.74 |
3. BINDING ARBITRATION CLAUSE
The Company, its controlling shareholder, its Management, and the members of its Fiscal Council agree to resolve any and all disputes and controversies related to or arising from the Nwew Market Listing Regulation, the Contract for Participation in the New Market, the Binding Clauses, especially as to their application, validity, effectiveness, interpretation, violation and their effects, by means of arbitration conducted by the Market Arbitration Chamber, according to the terms of the Arbitration Regulation.
Page: 54
PUBLIC FEDERAL SERVICE | ||
CVM - SECURITIES EXCHANGE COMMISSION | Corporate Law | |
ITR - QUARTERLY INFORMATION | Base Date: 09/30/2007 | |
COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES |
01444-3 CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO 43.776.517/0001-80 |
17.01 - SPECIAL REVIEW REPORT |
(Convenience Translation into English from the Original Previously Issued in Portuguese)
INDEPENDENT ACCOUNTANTS REVIEW REPORT
To the Management and Shareholders of
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
São Paulo SP
1. We have performed a special review of the accompanying interim financial statements of Companhia de Saneamento Básico do Estado de São Paulo - SABESP (the Company), consisting of the balance sheet as of September 30, 2007, the related statements of income for the quarter and nine-month period then ended and
the performance report, all expressed in Brazilian reais and prepared in accordance with Brazilian accounting practices under the responsibility of the Companys management.
2. Our review was conducted in accordance with specific standards established by the Brazilian Institute of Independent Auditors (IBRACON), together with the Federal Accounting Council, and consisted principally of: (a) inquiries of and discussions with certain officials of the Company who have responsibility for accounting,
financial and operating matters about the criteria adopted in the preparation of the interim financial statements; and (b) review of the information and subsequent events that had or might have had material effects on the financial position and
results of operations of the Company.
3. Based on our special review, we are not aware of any material modifications that should be made to the interim financial statements referred to in paragraph 1 for them to be in conformity with Brazilian accounting practices and standards
established by the Brazilian Securities Commission (CVM), specifically applicable to the preparation of mandatory interim financial statements.
4. Our review was conducted for the purpose of issuing a review report on the interim financial statements referred to in paragraph 1 taken as a whole. The accompanying statements of cash flows for the quarters and nine-month periods ended September
30, 2007 and 2006 are presented for purposes of additional analysis and are not a required part of the basic interim financial statements. Such information has been subjected to the review procedures described in paragraph 2 and, based on our
special review, we are not aware of any material modifications that should be made for it to be fairly stated, in all material respects, in relation to the interim financial statements for the quarters and nine-month periods ended September 30, 2007
and 2006 taken as a whole.
5. As mentioned in note 5, the Company is negotiating with the State of São Paulo Government the reimbursement of the amounts paid by the Company for supplementary retirement and pension benefits and the future flow of these payments to be reimbursed by the State of São Paulo Government.
Page: 55
6. As mentioned in note 19, on November 14, 2007 the Company entered into an agreement with the São Paulo municipal government to establish basic and environmental sanitation measures that supplement the municipal governments actions.
The effects of commitments arising out of the agreement have not been fully determined by the Company, which will be made and recorded as of December 31, 2007.
7. We had previously reviewed the balance sheet as of June 30, 2007 and the statements of income for the quarter and nine-month period ended September 30, 2006, presented for comparative purposes, and issued unqualified review reports thereon, dated
August 9, 2007 and November 14, 2006, respectively, containing emphasis-of-matter paragraphs similar to the matter described in paragraph 5.
8. The accompanying interim financial statements have been translated into English for the convenience of readers outside Brazil.
São Paulo, November 14, 2007
DELOITTE TOUCHE TOHMATSU | Marco Antonio Brandão Simurro | |
Auditores Independentes | Engagement Partner |
Page: 56
01.01 - IDENTIFICATION
1 - CVM CODE | 2 - COMPANY'S NAME | 3 -CNPJ |
01444-3 | CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO | 43.776.517/0001-80 |
INDEX
Group | Table | Description | Page |
01 | 01 | IDENTIFICATION | 1 |
01 | 02 | HEAD QUARTER | 1 |
01 | 03 | INVESTOR RELATIONS OFFICER (Companys Mail Address) | 1 |
01 | 04 | ITR REFERENCE | 1 |
01 | 05 | BREAK-DOWN OF CAPITAL STOCK | 2 |
01 | 06 | CHARACTERISTICS OF THE COMPANY | 2 |
01 | 07 | COMPANIES NOT INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS | 2 |
01 | 08 | PROCEEDS IN CASH | 2 |
01 | 09 | AUTHORIZED CAPITAL STOCK AND CHANGES IN THE CURRENT FISCAL YEAR | 3 |
01 | 10 | DIRECTOR OF INVESTOR RELATIONS | 3 |
02 | 01 | BALANCE SHEET - ASSETS | 4 |
02 | 02 | BALANCE SHEET - LIABILITIES | 5 |
03 | 01 | PROFIT & LOSS STATEMENT | 7 |
04 | 01 | EXPLANATORY NOTES | 8 |
05 | 01 | COMMENTS ON THE COMPANYS PERFORMANCE IN THE QUARTER | 39 |
10 | 01 | CHARACTERISTICS OF THE PRIVATE AND PUBLIC ISSUE OF DEBENTURES | 48 |
16 | 01 | OTHER INFORMATION THAT THE COMPANY DEEMS RELEVANT | 54 |
17 | 01 | REPORT ON THE SPECIAL REVIEW | 55/56 |
Page: 57
Companhia de Saneamento Básico do Estado de São Paulo - SABESP |
||
By: |
/S/ Rui de Britto Álvares Affonso
|
|
Name: Rui de Britto Álvares Affonso
Title: Chief Financial Officer and Investor Relations Officer |
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.