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____.
Registration Form – 2012 – CPFL ENERGIA S.A. Version: 2
Summary
Registration data |
|
General information |
2 |
Address |
4 |
Marketable securities |
5 |
Auditor |
6 |
Share registrer |
6 |
Investor Relations Officer or equivalent |
7 |
Shareholders’ Department |
8 |
Registration Form – 2012 – CPFL ENERGIA S.A. Version: 2
1 - General information
Company Name: | CPFL ENERGIA S.A. | |
Initial Company name: | 08/06/2002 | |
Type of participant: | Publicly quoted corporation | |
Previous | ||
company name: | Draft II Participações S.A | |
Date of Incorporation: | 03/20/1998 | |
CNPJ (Federal Tax ID): | 02.429.144/0001-93 | |
CVM CODE: | 1866-0 | |
Registration | ||
Date CVM: | 05/18/2000 | |
State of CVM | ||
Registration: | Active | |
Starting date | ||
of situation: | 05/18/2000 | |
Country: | Brasil | |
Country in which the | ||
marketable securities | ||
are held in custody: | Brasil | |
Foreign countries in | ||
which the marketable | ||
securities are accepted | ||
for trading | ||
Country | Date of admission | |
United States | 09/29/2004 | |
Sector of activity: | Holding ( Electric Energy) | |
Description of activity: | Holdings | |
Issuer’s Category: | Category A | |
Registration Date | ||
on actual category: | 01/01/2010 | |
Issuer’s Situation: | Operational | |
Starting date | ||
of situation: | 05/18/2000 | |
Type of share control: | Private Holding | |
Date of last change of | ||
share control: | 11/30/2009 |
2
Registration Form – 2012 – CPFL ENERGIA S.A. Version: 2
Date of last change of company year: | ||
Day/Month of | ||
year end: | 12/31 | |
Web address: | www.cpfl.com.br | |
Newspapers in which | ||
issuer discloses its information: | Name of paper Jornal in which issuer discloses its information | FU |
Valor Econômico | SP |
3
Registration Form – 2012 – CPFL ENERGIA S.A. Version: 2
2 - ADDRESS
4
Registration Form – 2012 – CPFL ENERGIA S.A. Version: 2
3 - MARKETABLE SECURITIES
Shares | Trading | Listing | ||||
Trading mkt | Managing body | Start date | End | Segment | Start date | End |
Bolsa | BM&FBOVESPA | 09/29/2004 | Novo Mercado 9/29/2004 | |||
Debentures | Trading | Listing | ||||
Trading mkt | Managing body | Start date | End | Segment | Start date | End |
Organized | ||||||
Market | CETIP | 05/18/2000 | Traditional | 05/19/2000 |
5
Registration Form – 2012 – CPFL ENERGIA S.A. Version: 2
4 - AUDITOR INFORMATION
Is there an auditor? | Yes | ||
CVM CODE: | 385-9 | ||
Type of Auditor: | Brazilian | ||
INDEPENDENT ACCOUNTANT: | Deloitte Touche Tomatsu Auditores Independentes | ||
CNPJ: | 49.928.567/0001-11 | ||
Service Provision Period: | 03/12/2012 | ||
PARTNER IN CHARGE | Service Provision Period | CPF (INDIVIDUAL TAX ID) | |
Marcelo Magalhães Fernandes | 03/12/2012 | 110.931.498-17 |
5 – SHARE REGISTRAR
Do you have service provider: | Yes |
Corporate Name: | Banco do Brasil |
CNPJ: | 00.000.000/0001-91 |
Service Provision Period: | 01/01/2011 |
Address: Rua Lélio Gama, 105 – 38º floor, Gecin, Centro, Rio de Janeiro, RJ, Brasil, ZIP CODE: 20031-080, Telephone (021) 38083551, FAX: (021) 38086088, e-mail: aescriturais@bb.com.br
6
Registration Form – 2012 – CPFL ENERGIA S.A. Version: 2
6 – INVESTOR RELATIONS OFFICER
NAME: Lorival Nogueira Luz Junior
Director of Investor Relations
CPF/CNPJ: 678.741.266-53
Address: Rodovia Engenheiro Miguel Noel Nascentes Burnier, 1755, Km 2,5, Parque São Quirino, Campinas, SP, Brasil, CEP 13088-140, Telephone (019) 3756-6083, Fax (019) 3756-6089, e-mail: lorival.luz@cpfl.com.br.
Start date of activity: 03/21/2011
End date of activity:
7
Registration Form – 2012 – CPFL ENERGIA S.A. Version: 2
7 – SHAREHOLDERS’ DEPARTMENT
Contact Eduardo Atsushi Takeiti
Start date of activity: 12/13/2011
End date of activity:
Address: Rodovia Engenheiro Miguel Noel Nascentes Burnier, 1755, Km 2,5, Parque São Quirino, Campinas, SP, Brasil, CEP 13088-140, Telephone (019) 3756-6083, Fax (019) 3756-6089, e-mail: eduardot@cpfl.com.br
8
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Table of Contents
Identification of Company | |
Capital Stock | 1 |
Cash dividend | 1 |
Parent Company Financial Statements | |
Balance Sheet Assets | 2 |
Balance Sheet Liabilities | 3 |
Income Statement | 4 |
Statement of Comprehensive Income | 4 |
Cash Flow Statements | 5 |
Statement of Changes in Shareholders´ Equity | |
01/01/2012 to 09/30/2012 | 6 |
01/01/2011 to 09/30/2011 | 6 |
Statements of Added Value | 7 |
Consolidated Financial Statements | |
Balance Sheet Assets | 8 |
Balance Sheet Liabilities | 9 |
Income Statement | 10 |
Statement of Comprehensive Income | 10 |
Cash Flow Statements | 11 |
Statement of Changes in Shareholders’ Equity | |
01/01/2012 to 09/30/2012 | 12 |
01/01/2011 to 09/30/2011 | 12 |
Statements of Added Value | 13 |
Comments on Performance | 14 |
Notes to Financial Statements | 23 |
Other relevant information | 91 |
Reports | |
Independent Auditors’ Report Unqualified | 96 |
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Identification of Company / Capital Stock
Number of Shares (in units) |
Closing date 09/30/2012 |
Paid in Capital | |
Common |
962,274,260 |
Preferred |
0 |
Total |
962,274,260 |
Treasury Stock | |
Common |
0 |
Preferred |
0 |
Total |
0 |
Identification of Company/ Cash dividend
Event |
Approval |
Type |
Beginning of Payment |
Type of Share |
Class of share |
Amount per Share (Reais/share) |
Board of Directors meeting |
08/08/2012 |
Dividend |
28/09/2012 |
ON (Common shares) |
|
0.66534 |
1
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
PARENT COMPANY INTERIM FINANCIAL STATEMENTS - BALANCE SHEET - ASSETS | |||
(in thousands of Brazilian reais – R$) | |||
|
|
|
|
Code |
Description |
Current Quarter 09/30/2012 |
Previous Year 12/31/2011 |
1 |
Total assets |
7,068,852 |
7,607,793 |
1.01 |
Current assets |
637,155 |
764,388 |
1.01.01 |
Cash and cash equivalents |
177,054 |
549,189 |
1.01.02 |
Financial Investments |
16,431 |
45,668 |
1.01.02.02 |
Financial Investments at amortized cost |
16,431 |
45,668 |
1.01.02.02.01 |
Held to maturity |
16,431 |
45,668 |
1.01.06 |
Recoverable taxes |
35,824 |
40,783 |
1.01.06.01 |
Current Recoverable taxes |
35,824 |
40,783 |
1.01.08 |
Other current assets |
407,846 |
128,748 |
1.01.08.03 |
Others |
407,846 |
128,748 |
1.01.08.03.01 |
Other Credits |
2,271 |
2,833 |
1.01.08.03.02 |
Dividends and interest on shareholders’ equity |
405,121 |
125,913 |
1.01.08.03.03 |
Derivative |
454 |
2 |
1.02 |
Noncurrent assets |
6,431,697 |
6,843,405 |
1.02.01 |
Noncurrent assets |
212,450 |
228,060 |
1.02.01.02 |
Financial Investments at amortized cost |
0 |
2,854 |
1.02.01.02.01 |
Held to maturity |
0 |
2,854 |
1.02.01.06 |
Deferred taxes |
185,432 |
193,874 |
1.02.01.06.02 |
Deferred taxes credits |
185,432 |
193,874 |
1.02.01.08 |
Related parties |
0 |
2,610 |
1.02.01.08.02 |
Subsidiaries |
0 |
2,610 |
1.02.01.09 |
Other noncurrent assets |
27,018 |
28,722 |
1.02.01.09.03 |
Escrow deposits |
12,403 |
11,744 |
1.02.01.09.05 |
Derivatives |
46 |
0 |
1.02.01.09.06 |
Other credits |
14,549 |
16,978 |
1.02.01.09.07 |
Advance for future capital increase |
20 |
0 |
1.02.02 |
Investments |
6,218,565 |
6,614,915 |
1.02.02.01 |
Permanent equity interests |
6,218,565 |
6,614,915 |
1.02.02.01.02 |
Investments in subsidiares |
6,218,565 |
6,614,915 |
1.02.03 |
Property, plant and equipment |
597 |
312 |
1.02.04 |
Intangible assets |
85 |
118 |
2
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
PARENT COMPANY INTERIM FINANCIAL STATEMENTS - BALANCE SHEET - LIABILITIES | |||
(in thousands of Brazilian reais – R$) | |||
|
|
|
|
Code |
Description |
Current Quarter 09/30/2012 |
Previous Year 12/31/2011 |
2 |
Total liabilities |
7,068,852 |
7,607,793 |
2.01 |
Current liabilities |
190,398 |
200,258 |
2.01.01 |
Social and Labor Obligations |
32 |
7 |
2.01.01.02 |
Labor Obligations |
32 |
7 |
2.01.01.02.01 |
Estimated Labor Obligation |
32 |
7 |
2.01.02 |
Suppliers |
990 |
1,618 |
2.01.02.01 |
National Suppliers |
990 |
1,618 |
2.01.03 |
Tax Obligations |
269 |
197 |
2.01.03.01 |
Federal Tax Obligations |
269 |
197 |
2.01.03.01.02 |
Others |
269 |
197 |
2.01.04 |
Loans and financing |
151,623 |
166,403 |
2.01.04.02 |
Debentures |
151,623 |
166,403 |
2.01.04.02.01 |
Interest on debentures |
1,623 |
16,403 |
2.01.04.02.02 |
Debentures |
150,000 |
150,000 |
2.01.05 |
Other Current liabilities |
37,484 |
32,033 |
2.01.05.02 |
Others |
37,484 |
32,033 |
2.01.05.02.01 |
Dividends and interest on shareholders´ equity |
18,880 |
15,575 |
2.01.05.02.05 |
Other payable |
18,604 |
16,458 |
2.02 |
Noncurrent liabilities |
187,792 |
340,378 |
2.02.01 |
Loans and financing |
150,000 |
300,000 |
2.02.01.02 |
Debentures |
150,000 |
300,000 |
2.02.02 |
Other Noncurrent liabilities |
25,436 |
28,665 |
2.02.02.02 |
Others |
25,436 |
28,665 |
2.02.02.02.03 |
Derivatives |
0 |
24 |
2.02.02.02.04 |
Other payable |
25,436 |
28,641 |
2.02.04 |
Provisons |
12,356 |
11,713 |
2.02.04.01 |
Civil, Labor, Social and Tax Provisions |
12,356 |
11,713 |
2.02.04.01.01 |
Tax Provisions |
12,356 |
11,713 |
2.03 |
Shareholders’ equity |
6,690,662 |
7,067,157 |
2.03.01 |
Capital |
4,793,424 |
4,793,424 |
2.03.02 |
Capital reserves |
226,951 |
229,955 |
2.03.04 |
Profit reserves |
495,185 |
1,253,655 |
2.03.04.01 |
Legal reserves |
495,185 |
495,185 |
2.03.04.08 |
Additional Proposed dividend |
0 |
758,470 |
2.03.05 |
Retained earnings |
337,274 |
0 |
2.03.08 |
Other Comprehensive Income |
837,828 |
790,123 |
3
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
PARENT COMPANY FINANCIAL STATEMENTS - INCOME STATEMENT
| |||||
(in thousands of Brazilian reais – R$) | |||||
|
|
|
|
|
|
Code |
Description |
Current year Third quarter |
Current year YTD |
Previous year Third quarter |
Previous year YTD |
|
|
quarter 07/01/2012 to 09/30/2012 |
01/01/2012 to 09/30/2012 |
quarter 07/01/2012 to 09/30/2012 |
01/01/2012 to 09/30/2012 |
3.01 |
Net revenues |
1 |
23 |
1 |
3 |
3.03 |
Operating income |
1 |
23 |
1 |
3 |
3.04 |
Operating income (expense) |
315,489 |
992,120 |
360,295 |
1,148,706 |
3.04.02 |
General and administrative |
-6,189 |
-18,016 |
-5,814 |
-21,954 |
3.04.05 |
Other |
-6 |
-36 |
-36,297 |
-108,892 |
3.04.06 |
Equity income |
321,684 |
1,010,172 |
402,406 |
1,279,552 |
3.05 |
Income before financial income and taxes |
315,490 |
992,143 |
360,296 |
1,148,709 |
3.06 |
Financial income / expense |
-4,372 |
-10,832 |
9,313 |
-10,444 |
3.06.01 |
Financial income |
4,754 |
20,229 |
23,730 |
30,754 |
3.06.02 |
Financial expense |
-9,126 |
-31,061 |
-14,417 |
-41,198 |
3.07 |
Income before taxes |
311,118 |
981,311 |
369,609 |
1,138,265 |
3.08 |
Income tax and social contribution |
2,697 |
-27,257 |
-890 |
-21,837 |
3.08.01 |
Current |
2,176 |
-18,815 |
-515 |
-15,265 |
3.08.02 |
Deferred |
521 |
-8,442 |
-375 |
-6,572 |
3.09 |
Net income from continuing operations |
313,815 |
954,054 |
368,719 |
1,116,428 |
3.11 |
Net income |
313,815 |
954,054 |
368,719 |
1,116,428 |
3.99 |
Earnings per share - (R$ / share) |
|
|
|
|
3.99.01 |
Basic earnings per share |
|
|
|
|
3.99.01.01 |
ON |
0.33000 |
0.99000 |
0.38000 |
1.16000 |
3.99.02 |
Diluted earnings per share |
|
|
|
|
3.99.02.01 |
ON |
0.32000 |
0.98000 |
0.38000 |
1.16000 |
PARENT COMPANY FINANCIAL STATEMENTS - STATEMENT OF COMPREHENSIVE INCOME | |||||
(in thousands of Brazilian reais – R$) | |||||
|
|
|
|
|
|
Code |
Description |
Current year Third quarter 07/01/2012 to 09/30/2012 |
Current year YTD 01/01/2012 to 09/30/2012 |
Previous year Third quarter 07/01/2011 to 09/30/2011 |
Previous year YTD 01/01/2011 to 09/30/2011 |
4.01 |
Net income |
313,815 |
954,054 |
368,719 |
1,116,428 |
4.02 |
Other comprehensive income |
45,792 |
69,144 |
1,305 |
27,370 |
4.03 |
Comprehensive income |
359,607 |
1,023,198 |
370,024 |
1,143,798 |
4
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
PARENT COMPANY FINANCIAL STATEMENTS - STATEMENTS OF CASH FLOW – INDIRECT METHOD | |||
(in thousands of Brazilian reais – R$) | |||
|
|
|
|
Code |
Description |
YTD current year 01/01/2012 to 09/30/2012 |
YTD previous year 01/01/2011 to 09/30/2011 |
6.01 |
Net cash from operating activities |
1,151,678 |
1,652,015 |
6.01.01 |
Cash generated from operations |
-3,398 |
-2,771 |
6.01.01.01 |
Net income, including income tax and social contribution |
981,311 |
1,138,265 |
6.01.01.02 |
Depreciation and amortization |
47 |
109,025 |
6.01.01.03 |
Interest and monetary and exchange restatement |
25,416 |
29,489 |
6.01.01.04 |
Equity in subsidiaries |
-1,010,172 |
-1,279,550 |
6.01.02 |
Variation on assets and liabilities |
1,155,076 |
1,654,786 |
6.01.02.01 |
Dividend and interest on shareholders’ equity received |
1,196,348 |
1,692,403 |
6.01.02.02 |
Recoverable taxes |
23,434 |
23,015 |
6.01.02.03 |
Escrow deposits |
-14 |
-42 |
6.01.02.04 |
Other operating assets |
3,110 |
8,280 |
6.01.02.05 |
Suppliers |
-628 |
-448 |
6.01.02.06 |
Other taxes and social contributions |
320 |
222 |
6.01.02.07 |
Interest on debts (paid) |
-45,080 |
-51,984 |
6.01.02.08 |
Income tax and social contribution paid |
-21,379 |
-15,653 |
6.01.02.09 |
Other operating liabilities |
-1,035 |
-1,007 |
6.02 |
Net cash in investing activities |
19,571 |
27,922 |
6.02.01 |
Acquisition of property, plant and equipment |
-411 |
0 |
6.02.02 |
Financial investments |
36,209 |
34,615 |
6.02.04 |
Intercompany loans with subsidiaries and associated companies |
2,799 |
-6,692 |
6.02.05 |
Capital increase in investments |
-19,006 |
0 |
6.02.06 |
Acquisition of intangible assets |
0 |
-1 |
6.02.07 |
Advance for future capital increase |
-20 |
0 |
6.03 |
Net cash in financing activities |
-1,543,384 |
-1,229,522 |
6.03.01 |
Payments of Loans, financing and debentures , net of derivatives |
-150,000 |
-121 |
6.03.02 |
Payments of dividend and interest on shareholders’ equity |
-1,393,384 |
-1,229,401 |
6.05 |
Increase (decrease) in cash and cash equivalents |
-372,135 |
450,415 |
6.05.01 |
Cash and cash equivalents at beginning of period |
549,189 |
110,958 |
6.05.02 |
Cash and cash equivalents at end of period |
177,054 |
561,373 |
5
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
PARENT COMPANY FINANCIAL STATEMENTS - STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FROM JANUARY 01, 2012 TO SEPTEMBER 30, 2012 (in thousands of Brazilian reais – R$) | |||||||
|
|
|
|
|
|
|
|
Code |
Description |
Capital |
Capital Reserves, options and treasury shares |
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders’ Equity Total |
5.01 |
Opening balance |
4,793,424 |
229,955 |
1,253,655 |
0 |
790,123 |
7,067,157 |
5.03 |
Adjusted balance |
4,793,424 |
229,955 |
1,253,655 |
0 |
790,123 |
7,067,157 |
5.04 |
Capital transactions within shareholders |
0 |
-3,004 |
-758,470 |
-638,219 |
0 |
-1,399,693 |
5.04.06 |
Interim Dividend |
0 |
0 |
640,239 |
-640,239 |
0 |
0 |
5.04.08 |
Business combinations CPFL Renováveis |
0 |
-3,004 |
0 |
0 |
0 |
-3,004 |
5.04.09 |
Dividend approved |
0 |
0 |
-1,398,709 |
0 |
0 |
-1,398,709 |
5.04.10 |
Prescribed dividend |
0 |
0 |
0 |
2,020 |
0 |
2,020 |
5.05 |
Total comprehensive income |
0 |
0 |
0 |
975,493 |
47,705 |
1,023,198 |
5.05.01 |
Net income / Loss for the period |
0 |
0 |
0 |
954,054 |
0 |
954,054 |
5.05.02 |
Other comprehensive income |
0 |
0 |
0 |
21,439 |
47,705 |
69,144 |
5.05.02.03 |
Equity on comprehensive income of subsidiaries |
0 |
0 |
0 |
21,439 |
47,705 |
69,144 |
5.07 |
Final balance |
4,793,424 |
226,951 |
495,185 |
337,274 |
837,828 |
6,690,662 |
PARENT COMPANY FINANCIAL STATEMENTS - STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FROM JANUARY 01, 2011 TO SEPTEMBER 30, 2011 (in thousands of Brazilian reais – R$) | |||||||
|
|
|
|
|
|
|
|
Code |
Description |
Capital |
Capital Reserves, options and treasury shares |
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders’ Equity Total |
5.01 |
Opening balance |
4,793,424 |
16 |
904,705 |
0 |
795,563 |
6,493,708 |
5.03 |
Adjusted balance |
4,793,424 |
16 |
904,705 |
0 |
795,563 |
6,493,708 |
5.04 |
Capital transactions within shareholders |
0 |
0 |
-486,040 |
-744,744 |
0 |
-1,230,784 |
5.04.06 |
Dividend |
0 |
0 |
747,709 |
-747,709 |
0 |
0 |
5.04.08 |
Prescribed dividend |
0 |
0 |
0 |
2,965 |
0 |
2,965 |
5.04.09 |
Dividend approved |
0 |
0 |
-1,233,749 |
0 |
0 |
-1,233,749 |
5.05 |
Total comprehensive income |
0 |
0 |
0 |
1,161,804 |
309,128 |
1,470,932 |
5.05.01 |
Net income / Loss for the period |
0 |
0 |
0 |
1,116,428 |
0 |
1,116,428 |
5.05.02 |
Other comprehensive income |
0 |
0 |
0 |
45,376 |
309,128 |
354,504 |
5.05.02.03 |
Equity on comprehensive income of subsidiaries |
0 |
0 |
0 |
45,376 |
309,128 |
354,504 |
5.07 |
Final balance |
4,793,424 |
16 |
418,665 |
417,060 |
1,104,691 |
6,733,856 |
6
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
PARENT COMPANY FINANCIAL STATEMENTS - STATEMENTS OF ADDED VALUE
| |||
(in thousands of Brazilian reais – R$) | |||
|
|
|
|
Code |
Description |
YTD current year 01/01/2012 to 09/30/2012 |
YTD previous year 01/01/2011 to 09/30/2011 |
7.01 |
Revenues |
25 |
3 |
7.01.01 |
Sales of goods, products and services |
25 |
3 |
7.02 |
Inputs |
-8,644 |
-17,611 |
7.02.02 |
Material-Energy-Outsourced services-Other |
-5,150 |
-14,016 |
7.02.04 |
Other |
-3,494 |
-3,595 |
7.03 |
Gross added value |
-8,619 |
-17,608 |
7.04 |
Retentions |
-46 |
-109,025 |
7.04.01 |
Depreciation and amortization |
-46 |
-134 |
7.04.02 |
Other |
0 |
-108,891 |
7.04.02.01 |
Intangible concession asset - amortization |
0 |
-108,891 |
7.05 |
Net added value generated |
-8,665 |
-126,633 |
7.06 |
Added value received in transfer |
1,040,332 |
1,319,699 |
7.06.01 |
Equity in subsidiaries |
1,010,172 |
1,279,552 |
7.06.02 |
Financial income |
30,160 |
40,147 |
7.07 |
Added Value to be Distributed |
1,031,667 |
1,193,066 |
7.08 |
Distribution of Added Value |
1,031,667 |
1,193,066 |
7.08.01 |
Personnel |
7,963 |
3,453 |
7.08.01.01 |
Direct Remuneration |
4,365 |
2,842 |
7.08.01.02 |
Benefits |
3,219 |
432 |
7.08.01.03 |
Government severance indemnity fund for employees-F.G.T.S. |
379 |
179 |
7.08.02 |
Taxes, Fees and Contributions |
38,799 |
31,924 |
7.08.02.01 |
Federal |
38,795 |
31,920 |
7.08.02.02 |
State |
4 |
4 |
7.08.03 |
Remuneration on third parties’ capital |
30,851 |
41,262 |
7.08.03.01 |
Interest |
30,761 |
41,188 |
7.08.03.02 |
Rental |
90 |
74 |
7.08.04 |
Remuneration on own capital |
954,054 |
1,116,427 |
7.08.04.02 |
Dividend |
640,239 |
747,708 |
7.08.04.03 |
Profit / loss for the period |
313,815 |
368,719 |
7
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
CONSOLIDATED INTERIM FINANCIAL STATEMENTS - BALANCE SHEET - ASSETS |
| ||
(in thousands of Brazilian reais – R$) |
|
| |
|
|
|
|
Code |
Description |
Current Quarter 09/30/2012 |
Previous Year 12/31/2011 |
1 |
Total assets |
30,644,866 |
27,413,057 |
1.01 |
Current assets |
5,574,492 |
5,363,055 |
1.01.01 |
Cash and cash equivalents |
2,664,101 |
2,699,837 |
1.01.02 |
Financial Investments |
39,664 |
47,521 |
1.01.02.01 |
Financial Investments at fair value |
23,233 |
0 |
1.01.02.02 |
Financial Investments at amortized cost |
16,431 |
47,521 |
1.01.02.02.01 |
Held to maturity |
16,431 |
47,521 |
1.01.03 |
Accounts receivable |
2,041,997 |
1,874,280 |
1.01.03.01 |
Consumers |
2,041,997 |
1,874,280 |
1.01.04 |
Materials and suppliers |
54,057 |
44,872 |
1.01.06 |
Recoverable taxes |
275,611 |
277,463 |
1.01.06.01 |
Current Recoverable taxes |
275,611 |
277,463 |
1.01.08 |
Other current assets |
499,062 |
419,082 |
1.01.08.03 |
Other |
499,062 |
419,082 |
1.01.08.03.01 |
Other credits |
483,693 |
409,938 |
1.01.08.03.02 |
Derivatives |
7,852 |
3,733 |
1.01.08.03.03 |
Leases |
6,687 |
4,581 |
1.01.08.03.04 |
Dividends and interest on shareholders’ equity |
830 |
830 |
1.02 |
Noncurrent assets |
25,070,374 |
22,050,002 |
1.02.01 |
Noncurrent assets |
6,116,883 |
4,830,487 |
1.02.01.02 |
Financial Investments at amortized cost |
0 |
109,964 |
1.02.01.02.01 |
Held to maturity |
0 |
109,964 |
1.02.01.03 |
Accounts receivable |
169,271 |
182,300 |
1.02.01.03.01 |
Consumers |
169,271 |
182,300 |
1.02.01.06 |
Deferred taxes |
1,287,411 |
1,176,535 |
1.02.01.06.02 |
Deferred taxes credits |
1,287,411 |
1,176,535 |
1.02.01.09 |
Other noncurrent assets |
4,660,201 |
3,361,688 |
1.02.01.09.03 |
Derivatives |
442,144 |
215,642 |
1.02.01.09.04 |
Escrow deposits |
1,257,214 |
1,128,616 |
1.02.01.09.05 |
Recoverable taxes |
216,274 |
216,715 |
1.02.01.09.06 |
Leases |
35,087 |
24,521 |
1.02.01.09.07 |
Financial asset of concession |
2,157,240 |
1,376,664 |
1.02.01.09.08 |
Private pension fund |
3,416 |
3,416 |
1.02.01.09.09 |
Investments at cost |
116,654 |
116,654 |
1.02.01.09.10 |
Other credits |
432,172 |
279,460 |
1.02.03 |
Property, plant and equipment |
9,439,624 |
8,292,076 |
1.02.03.01 |
Fixed assets - in service |
8,806,990 |
7,226,461 |
1.02.03.03 |
Fixed assets - in progress |
632,634 |
1,065,615 |
1.02.04 |
Intangible assets |
9,513,867 |
8,927,439 |
1.02.04.01 |
Intangible assets |
9,513,867 |
8,927,439 |
8
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
CONSOLIDATED INTERIM FINANCIAL STATEMENTS - BALANCE SHEET -LIABILITIES |
| ||
(in thousands of Brazilian reais – R$) |
|
| |
|
|
|
|
Code |
Description |
Current Quarter 09/30/2012 |
Previous Year 12/31/2011 |
2 |
Total liabilities |
30,644,867 |
27,413,057 |
2.01 |
Current liabilities |
5,105,725 |
4,499,437 |
2.01.01 |
Social and Labor Obligations |
96,326 |
70,771 |
2.01.01.02 |
Labor Obligations |
96,326 |
70,771 |
2.01.01.02.01 |
Estimated Labor Obligation |
96,326 |
70,771 |
2.01.02 |
Suppliers |
1,404,564 |
1,240,143 |
2.01.02.01 |
National Suppliers |
1,404,564 |
1,240,143 |
2.01.03 |
Tax Obligations |
488,894 |
483,028 |
2.01.03.01 |
Federal Tax Obligations |
247,088 |
182,510 |
2.01.03.01.01 |
Income tax and Social Contribution |
141,693 |
90,120 |
2.01.03.01.02 |
PIS (Tax on Revenue) |
11,422 |
12,446 |
2.01.03.01.03 |
COFINS (Tax on Revenue) |
66,056 |
59,429 |
2.01.03.01.04 |
Others |
27,917 |
20,515 |
2.01.03.02 |
State Tax Obligations |
241,806 |
300,518 |
2.01.04 |
Loans and financing |
2,291,758 |
1,653,053 |
2.01.04.01 |
Loans and financing |
1,573,209 |
1,038,316 |
2.01.04.01.01 |
Brazilian currency |
1,558,604 |
1,016,068 |
2.01.04.01.02 |
Foreign Currency |
14,605 |
22,248 |
2.01.04.02 |
Debentures |
718,549 |
614,737 |
2.01.04.02.01 |
Debentures |
549,035 |
531,185 |
2.01.04.02.02 |
Interest on debentures |
169,514 |
83,552 |
2.01.05 |
Other liabilities |
824,183 |
1,052,442 |
2.01.05.02 |
Others |
824,183 |
1,052,442 |
2.01.05.02.01 |
Dividends and interest on shareholders´ equity |
22,692 |
24,525 |
2.01.05.02.05 |
Private pension fund |
46,187 |
40,695 |
2.01.05.02.06 |
Regulatory charges |
125,072 |
145,146 |
2.01.05.02.07 |
Charge for the use of Public Utilities |
28,813 |
28,738 |
2.01.05.02.08 |
Other payable |
601,419 |
813,338 |
2.02 |
Noncurrent liabilities |
17,338,765 |
14,361,110 |
2.02.01 |
Loans and financing |
14,789,583 |
11,954,734 |
2.02.01.01 |
Loans and financing |
8,541,979 |
7,406,082 |
2.02.01.01.01 |
Brazilian currency |
6,184,329 |
5,677,756 |
2.02.01.01.02 |
Foreign Currency |
2,357,650 |
1,728,326 |
2.02.01.02 |
Debentures |
6,247,604 |
4,548,652 |
2.02.02 |
Other payable |
959,603 |
1,030,154 |
2.02.02.02 |
Other |
959,603 |
1,030,154 |
2.02.02.02.03 |
Derivatives |
0 |
24 |
2.02.02.02.04 |
Private pension fund |
355,539 |
414,629 |
2.02.02.02.05 |
Taxes and Contributions |
6,183 |
165 |
2.02.02.02.06 |
Charge for the use of Public Utilities |
457,733 |
440,926 |
2.02.02.02.07 |
Other payable |
134,330 |
174,410 |
2.02.02.02.08 |
Suppliers |
5,818 |
0 |
2.02.03 |
Deferred taxes |
1,232,440 |
1,038,101 |
2.02.03.01 |
Deferred Income tax and Social Contribution |
1,232,440 |
1,038,101 |
2.02.04 |
Provisions |
357,139 |
338,121 |
2.02.04.01 |
Civil, Labor, Social and Tax Provisions |
357,139 |
338,121 |
2.02.04.01.01 |
Tax Provisions |
260,777 |
248,760 |
2.02.04.01.02 |
Labor and tax provisions |
44,624 |
43,850 |
2.02.04.01.04 |
Civil provisions |
24,676 |
28,484 |
2.02.04.01.05 |
Others |
27,062 |
17,027 |
2.03 |
Shareholders´ equity - consolidated |
8,200,377 |
8,552,510 |
2.03.01 |
Capital |
4,793,424 |
4,793,424 |
2.03.02 |
Capital reserves |
226,951 |
229,956 |
2.03.04 |
Profit reserves |
495,185 |
1,253,655 |
2.03.04.01 |
Legal reserves |
495,185 |
495,185 |
2.03.04.08 |
Additional Proposed dividend |
0 |
758,470 |
2.03.05 |
Retained earnings |
337,274 |
0 |
2.03.08 |
Other comprehensive income |
837,828 |
790,123 |
2.03.09 |
Noncontrolling interest |
1,509,714 |
1,485,352 |
9
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
CONSOLIDATED FINANCIAL STATEMENTS - INCOME STATEMENT |
|||||
(in thousands of Brazilian reais – R$) |
|||||
Code |
Description |
Current year |
Current year |
Previous year |
Previous year |
3.01 |
Net revenues |
3,844,654 |
10,799,091 |
3,292,224 |
9,359,864 |
3.02 |
Cost of electric energy services |
-2,705,643 |
-7,539,178 |
-2,232,674 |
-6,223,783 |
3.02.01 |
Cost of electric energy |
-1,919,516 |
-5,467,866 |
-1,635,616 |
-4,578,729 |
3.02.02 |
Operating cost |
-394,789 |
-1,086,578 |
-282,157 |
-865,526 |
3.02.03 |
Services rendered to third parties |
-391,338 |
-984,734 |
-314,901 |
-779,528 |
3.03 |
Operating income |
1,139,011 |
3,259,913 |
1,059,550 |
3,136,081 |
3.04 |
Operating income (expense) |
-397,048 |
-1,022,856 |
-277,079 |
-862,564 |
3.04.01 |
Sales expenses |
-151,387 |
-343,676 |
-84,513 |
-262,714 |
3.04.02 |
General and administrative |
-142,038 |
-424,784 |
-135,628 |
-431,722 |
3.04.05 |
Others |
-103,623 |
-254,396 |
-56,938 |
-168,128 |
3.05 |
Income before financial income and taxes |
741,963 |
2,237,057 |
782,471 |
2,273,517 |
3.06 |
Financial income / expense |
-236,566 |
-689,498 |
-205,203 |
-518,358 |
3.06.01 |
Financial income |
157,749 |
427,985 |
220,146 |
471,584 |
3.06.02 |
Financial expense |
-394,315 |
-1,117,483 |
-425,349 |
-989,942 |
3.07 |
Income before taxes |
505,397 |
1,547,559 |
577,268 |
1,755,159 |
3.08 |
Income tax and social contribution |
-183,918 |
-569,254 |
-198,204 |
-616,137 |
3.08.01 |
Current |
-238,100 |
-679,672 |
-195,022 |
-556,290 |
3.08.02 |
Deferred |
54,182 |
110,418 |
-3,182 |
-59,847 |
3.09 |
Net income from continuing operations |
321,479 |
978,305 |
379,064 |
1,139,022 |
3.11 |
Net income |
321,479 |
978,305 |
379,064 |
1,139,022 |
3.11.01 |
Net income attributable to controlling shareholders |
313,815 |
954,054 |
368,718 |
1,116,428 |
3.11.02 |
Net income attributable to noncontrolling shareholders |
7,664 |
24,251 |
10,346 |
22,594 |
3.99 |
Earnings per share - (R$ / share) |
|
|
|
|
CONSOLIDATED FINANCIAL STATEMENTS - STATEMENT OF COMPREHENSIVE INCOME |
|
| |||
(in thousands of Brazilian reais – R$) |
|
| |||
Code |
Description |
Current year |
Current year |
Previous year |
Previous year |
4.01 |
Net income |
321,479 |
978,305 |
379,064 |
1,139,022 |
4.02 |
Other comprehensive income |
45,792 |
69,144 |
1,305 |
27,370 |
4.02.01 |
Gain on financial instruments - financial asset of concession |
69,254 |
104,465 |
1,978 |
41,470 |
4.02.02 |
Tax on financial instruments - financial asset of concession |
-23,462 |
-35,321 |
-673 |
-14,100 |
4.03 |
Comprehensive income |
367,271 |
1,047,449 |
380,369 |
1,166,392 |
4.03.01 |
Comprehensive income attributtable to controlling shareholders |
359,607 |
1,023,198 |
370,023 |
1,143,798 |
4.03.02 |
Comprehensive income attributable to non controlling shareholders |
7,664 |
24,251 |
10,346 |
22,594 |
10
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
CONSOLIDATED FINANCIAL STATEMENTS - STATEMENTS OF CASH FLOW – INDIRECT METHOD |
| ||
(in thousands of Brazilian reais – R$) |
|
| |
Code |
Description |
YTD current year |
YTD previous year |
6.01 |
Net cash from operating activities |
1,693,615 |
2,006,165 |
6.01.01 |
Cash generated from operations |
3,327,274 |
3,133,510 |
6.01.01.01 |
Net income, including income tax and social contribution |
1,547,559 |
1,755,159 |
6.01.01.02 |
Depreciation and amortization |
827,841 |
584,191 |
6.01.01.03 |
Reserve for tax, civil, labor and environmental risks |
31,125 |
17,976 |
6.01.01.04 |
Interest and monetary and exchange restatement |
950,435 |
834,243 |
6.01.01.05 |
Gain on pension plan |
-7,542 |
-67,056 |
6.01.01.06 |
Losses on disposal of noncurrent assets |
11,912 |
1,302 |
6.01.01.07 |
Deferred taxes - PIS and COFINS |
-33,659 |
7,695 |
6.01.01.08 |
Other |
-397 |
0 |
6.01.02 |
Variation on assets and liabilities |
-1,633,659 |
-1,127,345 |
6.01.02.01 |
Consumers, Concessionaires and Licensees |
-138,461 |
-25,473 |
6.01.02.02 |
Recoverable Taxes |
33,028 |
-1,111 |
6.01.02.03 |
Leases |
-919 |
-3,726 |
6.01.02.04 |
Escrow deposits |
-67,742 |
-137,348 |
6.01.02.05 |
Other operating assets |
-56,249 |
-65,696 |
6.01.02.06 |
Suppliers |
149,930 |
143,539 |
6.01.02.07 |
Taxes and social contributions paid |
-625,692 |
-550,050 |
6.01.02.08 |
Other taxes and social contributions |
-95,338 |
34,497 |
6.01.02.09 |
Employee Pension Plans |
-46,053 |
-50,964 |
6.01.02.10 |
Interest paid on debt |
-678,647 |
-549,373 |
6.01.02.11 |
Regulator charges |
-18,824 |
21,524 |
6.01.02.12 |
Reserve for tax, civil and labor risks paid |
-23,697 |
0 |
6.01.02.13 |
Other operating liabilities |
-64,995 |
56,836 |
6.02 |
Net cash in investing activities |
-2,757,142 |
-903,963 |
6.02.01 |
Acquisition of property, plant and equipment |
-874,117 |
-419,545 |
6.02.02 |
Marketable Securities, Deposits and Escrow Deposits |
2,330 |
39,485 |
6.02.03 |
Leases |
-6,575 |
5,623 |
6.02.04 |
Acquisition of intangible assets |
-1,056,065 |
-782,703 |
6.02.06 |
Acquisition of subsidiaries net of cash acquired |
-823,225 |
0 |
6.02.07 |
Increase Cash for Business Combinations |
0 |
253,177 |
6.02.08 |
Other |
510 |
0 |
6.03 |
Net cash in financing activities |
1,027,791 |
1,609,520 |
6.03.01 |
Loans, financing and debentures obtained |
3,536,983 |
4,831,782 |
6.03.02 |
Payments of Loans, financing and debentures , net of derivatives |
-1,095,321 |
-1,981,887 |
6.03.03 |
Dividend and interest on shareholders’ equity paid |
-1,413,871 |
-1,240,375 |
6.05 |
Increase (decrease) in cash and cash equivalents |
-35,736 |
2,711,722 |
6.05.01 |
Cash and cash equivalents at beginning of period |
2,699,837 |
1,562,897 |
6.05.02 |
Cash and cash equivalents at end of period |
2,664,101 |
4,274,619 |
11
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
CONSOLIDATED FINANCIAL STATEMENTS - STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FROM JANUARY 1, 2012 TO SEPTEMBER 30, 2012 | |||||||||
|
|
|
|
|
|
|
|
|
|
Code |
Description |
Capital |
Capital Reserves, options and treasury shares |
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders’ Equity Total |
Noncontrolling Shareholders’ Equity |
Consolidated Shareholders’ Equity |
5.01 |
Opening balance |
4,793,424 |
229,955 |
1,253,655 |
0 |
790,123 |
7,067,157 |
1,485,353 |
8,552,510 |
5.03 |
Adjusted opening balance |
4,793,424 |
229,955 |
1,253,655 |
0 |
790,123 |
7,067,157 |
1,485,353 |
8,552,510 |
5.04 |
Capital transactions within shareholders |
0 |
-3,004 |
-758,470 |
-638,219 |
0 |
-1,399,693 |
-163 |
-1,399,856 |
5.04.06 |
Dividend |
0 |
0 |
640,239 |
-640,239 |
0 |
0 |
0 |
0 |
5.04.08 |
Business combinations CPFL Renováveis |
0 |
-3,004 |
0 |
0 |
0 |
-3,004 |
4,480 |
1,476 |
5.04.09 |
Dividend approved |
0 |
0 |
-1,398,709 |
0 |
0 |
-1,398,709 |
-8,201 |
-1,406,910 |
5.04.10 |
Prescribed dividend |
0 |
0 |
0 |
2,020 |
0 |
2,020 |
0 |
2,020 |
5.04.11 |
Capital Increase Noncontrolling shareholders |
0 |
0 |
0 |
0 |
0 |
0 |
3,558 |
3,558 |
5.05 |
Total comprehensive income |
0 |
0 |
0 |
954,758 |
68,440 |
1,023,198 |
24,252 |
1,047,450 |
5.05.01 |
Net income |
0 |
0 |
0 |
954,054 |
0 |
954,054 |
24,252 |
978,306 |
5.05.02 |
Other comprehensive income |
0 |
0 |
0 |
704 |
68,440 |
69,144 |
0 |
69,144 |
5.05.02.01 |
Adjustment on financial instruments |
0 |
0 |
0 |
692 |
103,772 |
104,464 |
0 |
104,464 |
5.05.02.02 |
Tax on Adjustment on financial instruments |
0 |
0 |
0 |
12 |
-35,332 |
-35,320 |
0 |
-35,320 |
5.06 |
Internal changes of shareholders equity |
0 |
0 |
0 |
20,735 |
-20,735 |
0 |
273 |
273 |
5.06.04 |
Realization of Comprehensive Income - Deemed cost |
0 |
0 |
0 |
31,417 |
-31,417 |
0 |
0 |
0 |
5.06.05 |
Taxes on the Realization of Comprehensive Income - Deemed cost |
0 |
0 |
0 |
-10,682 |
10,682 |
0 |
0 |
0 |
5.06.06 |
Other transactions within noncontrolling shareholders |
0 |
0 |
0 |
0 |
0 |
0 |
273 |
273 |
5.07 |
Ending balance |
4,793,424 |
226,951 |
495,185 |
337,274 |
837,828 |
6,690,662 |
1,509,715 |
8,200,377 |
CONSOLIDATED FINANCIAL STATEMENTS - STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FROM JANUARY 1, 2011 TO SEPTEMBER 30, 2011
| |||||||||
Code |
Description |
Capital |
Capital |
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders´ |
Noncontrolling Shareholders’ Equity |
Consolidated Shareholders’ Equity |
5.01 |
Opening balance |
4,793,424 |
16 |
904,705 |
0 |
795,563 |
6,493,708 |
255,948 |
6,749,656 |
5.03 |
Adjusted opening balance |
4,793,424 |
16 |
904,705 |
0 |
795,563 |
6,493,708 |
255,948 |
6,749,656 |
5.04 |
Capital transactions within shareholders |
0 |
0 |
-486,040 |
-744,744 |
0 |
-1,230,784 |
-7,093 |
-1,237,877 |
5.04.06 |
Dividend |
0 |
0 |
747,709 |
-747,709 |
0 |
0 |
-7,093 |
-7,093 |
5.04.08 |
Prescribed dividend |
0 |
0 |
0 |
2,965 |
0 |
2,965 |
0 |
2,965 |
5.04.09 |
Dividend approved |
0 |
0 |
-1,233,749 |
0 |
0 |
-1,233,749 |
0 |
-1,233,749 |
5.05 |
Total comprehensive income |
0 |
0 |
0 |
1,142,258 |
328,674 |
1,470,932 |
1,114,563 |
2,585,495 |
5.05.01 |
Net income |
0 |
0 |
0 |
1,116,428 |
0 |
1,116,428 |
22,594 |
1,139,022 |
5.05.02 |
Other comprehensive income |
0 |
0 |
0 |
25,830 |
328,674 |
354,504 |
1,091,969 |
1,446,473 |
5.05.02.01 |
Adjustment of financial instruments |
0 |
0 |
0 |
102 |
41,368 |
41,470 |
0 |
41,470 |
5.05.02.02 |
Tax on Adjustment of financial instruments |
0 |
0 |
0 |
0 |
-14,100 |
-14,100 |
0 |
-14,100 |
5.05.02.06 |
Business combinations CPFL Renováveis |
0 |
0 |
0 |
25,728 |
301,406 |
327,134 |
1,091,969 |
1,419,103 |
5.06 |
Internal changes of shareholders equity |
0 |
0 |
0 |
19,546 |
-19,546 |
0 |
0 |
0 |
5.06.02 |
Realization of Comprehensive Income - Deemed cost |
0 |
0 |
0 |
29,614 |
-29,614 |
0 |
0 |
0 |
5.06.03 |
Taxes on the Realization of Comprehensive Income - Deemed cost |
0 |
0 |
0 |
-10,068 |
10,068 |
0 |
0 |
0 |
5.07 |
Ending balance |
4,793,424 |
16 |
418,665 |
417,060 |
1,104,691 |
6,733,856 |
1,363,418 |
8,097,274 |
12
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
CONSOLIDATED FINANCIAL STATEMENTS - STATEMENTS OF ADDED VALUE | |||
(in thousands of Brazilian reais – R$) |
| ||
|
|
|
|
Code |
Description |
YTD current year |
YTD previous year |
7.01 |
Revenues |
16,311,554 |
14,083,809 |
7.01.01 |
Sales of goods, products and services |
14,525,437 |
13,105,187 |
7.01.02 |
Other revenue |
981,550 |
778,153 |
7.01.02.01 |
Revenue from construction of infrastructure distribution |
981,550 |
778,153 |
7.01.03 |
Revenues related to the construction of own assets |
922,966 |
252,409 |
7.01.04 |
Allowance for doubtful accounts |
-118,399 |
-51,940 |
7.02 |
Inputs |
-8,629,371 |
-6,738,866 |
7.02.01 |
Cost of sales |
-6,072,411 |
-5,112,157 |
7.02.02 |
Material-Energy-Outsourced services-Other |
-1,417,086 |
-1,382,356 |
7.02.04 |
Other |
-1,139,874 |
-244,353 |
7.03 |
Gross added value |
7,682,183 |
7,344,943 |
7.04 |
Retentions |
-827,924 |
-613,091 |
7.04.01 |
Depreciation and amortization |
-617,836 |
-474,917 |
7.04.02 |
Other |
-210,088 |
-138,174 |
7.04.02.01 |
Intangible concession asset - amortization |
-210,088 |
-138,174 |
7.05 |
Net added value generated |
6,854,259 |
6,731,852 |
7.06 |
Added value received in transfer |
437,897 |
480,884 |
7.06.02 |
Financial income |
437,897 |
480,884 |
7.07 |
Added Value to be Distributed |
7,292,156 |
7,212,736 |
7.08 |
Distribution of Added Value |
7,292,156 |
7,212,736 |
7.08.01 |
Personnel |
468,587 |
439,953 |
7.08.01.01 |
Direct Remuneration |
319,743 |
306,484 |
7.08.01.02 |
Benefits |
121,043 |
109,495 |
7.08.01.03 |
Government severance indemnity fund for employees- F.G.T.S. |
27,801 |
23,974 |
7.08.02 |
Taxes, Fees and Contributions |
4,702,820 |
4,608,850 |
7.08.02.01 |
Federal |
2,352,695 |
2,396,119 |
7.08.02.02 |
State |
2,340,004 |
2,204,050 |
7.08.02.03 |
Municipal |
10,121 |
8,681 |
7.08.03 |
Remuneration on third parties’ capital |
1,142,444 |
1,024,911 |
7.08.03.01 |
Interest |
1,120,087 |
1,005,029 |
7.08.03.02 |
Rental |
22,357 |
19,882 |
7.08.04 |
Remuneration on own capital |
978,305 |
1,139,022 |
7.08.04.02 |
Dividend |
640,239 |
747,709 |
7.08.04.03 |
Profit / loss for the period |
338,066 |
391,313 |
13
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
COMMENTS ON PERFORMANCE |
The comments on performance are expressed in thousands of Brazilian reais, unless otherwise indicated.
Analysis of Results
CPFL Energia (Parent Company)
Net income for this quarter was R$ 313,815 or 14.9% (R$ 54,904) lower than net income for in the same quarter of the previous year, mainly due to:
a) results of equity in subsidiaries, reduction of 11.6% (R$ 46,609), as shown below:
|
|
3rd quarter 2012 |
|
3rd quarter 2011 |
CPFL Paulista |
|
120,809 |
|
142,362 |
CPFL Piratininga |
|
34,087 |
|
57,463 |
RGE |
|
67,378 |
|
61,164 |
CPFL Santa Cruz |
|
4,659 |
|
8,564 |
CPFL Leste Paulista |
|
2,099 |
|
3,616 |
CPFL Jaguari |
|
2,328 |
|
3,840 |
CPFL Sul Paulista |
|
3,371 |
|
4,941 |
CPFL Mococa |
|
380 |
|
2,520 |
CPFL Geração |
|
78,758 |
|
79,448 |
CPFL Brasil |
|
33,839 |
|
28,602 |
CPFL Atende |
|
417 |
|
125 |
CPFL Planalto |
|
2,990 |
|
3,845 |
CPFL Serviços |
|
(157) |
|
2,940 |
CPFL Jaguariuna |
|
(24) |
|
(17) |
CPFL Jaguari Geração |
|
2,210 |
|
2,472 |
Nect |
|
1,491 |
|
523 |
CPFL Total |
|
1,162 |
|
- |
Total |
|
355,797 |
|
402,406 |
b) to financial income, a reduction of R$ 13.685, due mainly to the decline in earnings on financial investments (R$ 17.774), partially offset by the reduction in interest on debts, loans and financing (R$ 5.941) due to the decline in the CDI.
14
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
COMMENTS ON CONSOLIDATED PERFORMANCE
Consolidated | |||||||||||
|
3nd quarter |
|
Nine months | ||||||||
|
2012 |
|
2011 |
|
% |
|
2012 |
|
2011 |
|
% |
OPERATING REVENUES |
5,382,223 |
|
4,858,087 |
|
10.8% |
|
15,506,988 |
|
13,883,340 |
|
11.7% |
Electricity sales to final consumers (*) |
3,941,388 |
|
3,824,174 |
|
3.1% |
|
11,734,693 |
|
11,015,653 |
|
6.5% |
Electricity sales to wholesaler´s |
606,957 |
|
339,763 |
|
78.6% |
|
1,506,638 |
|
914,567 |
|
64.7% |
Revenue from construction of concession infrastructure |
390,499 |
|
314,135 |
|
24.3% |
|
981,550 |
|
778,153 |
|
26.1% |
Other operating revenues (*) |
443,379 |
|
380,015 |
|
16.7% |
|
1,284,108 |
|
1,174,968 |
|
9.3% |
Deductions from operating revenues |
(1,537,570) |
|
(1,565,864) |
|
-1.8% |
|
(4,707,897) |
|
(4,523,475) |
|
4.1% |
NET OPERATING REVENUE |
3,844,654 |
|
3,292,224 |
|
16.8% |
|
10,799,091 |
|
9,359,864 |
|
15.4% |
COST OF ELECTRIC ENERGY SERVICES |
(1,919,516) |
|
(1,635,616) |
|
17.4% |
|
(5,467,866) |
|
(4,578,729) |
|
19.4% |
Electricity purchased for resale |
(1,524,471) |
|
(1,278,806) |
|
19.2% |
|
(4,380,972) |
|
(3,609,063) |
|
21.4% |
Electricity network usage charges |
(395,045) |
|
(356,810) |
|
10.7% |
|
(1,086,893) |
|
(969,665) |
|
12.1% |
OPERATING COST/EXPENSE |
(1,183,175) |
|
(874,137) |
|
35.4% |
|
(3,094,168) |
|
(2,507,619) |
|
23.4% |
Personnel |
(169,647) |
|
(169,265) |
|
0.2% |
|
(500,846) |
|
(527,064) |
|
-5.0% |
Employee pension plans |
2,502 |
|
22,352 |
|
-88.8% |
|
7,542 |
|
67,056 |
|
-88.8% |
Materials |
(26,574) |
|
(27,864) |
|
-4.6% |
|
(71,543) |
|
(69,400) |
|
3.1% |
Outside Services |
(133,165) |
|
(110,738) |
|
20.3% |
|
(402,076) |
|
(367,760) |
|
9.3% |
Depreciation and Amortization |
(229,441) |
|
(149,902) |
|
53.1% |
|
(617,753) |
|
(446,017) |
|
38.5% |
Intangible of concession amortization |
(75,363) |
|
(46,148) |
|
63.3% |
|
(210,089) |
|
(138,174) |
|
52.0% |
Costs related to infrastructure construction |
(390,499) |
|
(314,135) |
|
24.3% |
|
(981,550) |
|
(778,153) |
|
26.1% |
Other |
(160,989) |
|
(78,438) |
|
105.2% |
|
(317,854) |
|
(248,107) |
|
28.1% |
INCOME FROM ELECTRIC ENERGY SERVICE |
741,963 |
|
782,471 |
|
-5.2% |
|
2,237,057 |
|
2,273,517 |
|
-1.6% |
FINANCIAL INCOME (EXPENSE) |
(236,566) |
|
(205,203) |
|
15.3% |
|
(689,498) |
|
(518,358) |
|
33.0% |
Income |
157,749 |
|
220,146 |
|
-28.3% |
|
427,985 |
|
471,584 |
|
-9.2% |
Expense |
(394,315) |
|
(425,349) |
|
-7.3% |
|
(1,117,483) |
|
(989,942) |
|
12.9% |
INCOME BEFORE TAXES |
505,397 |
|
577,268 |
|
-12.5% |
|
1,547,559 |
|
1,755,159 |
|
-11.8% |
Social Contribution |
(50,176) |
|
(52,966) |
|
-5.3% |
|
(153,845) |
|
(163,648) |
|
-6.0% |
Income Tax |
(133,742) |
|
(145,237) |
|
-7.9% |
|
(415,409) |
|
(452,488) |
|
-8.2% |
NET INCOME |
321,479 |
|
379,064 |
|
-15.2% |
|
978,305 |
|
1,139,022 |
|
-14.1% |
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to the shareholders of the company |
313,815 |
|
368,720 |
|
-14.9% |
|
954,054 |
|
1,116,428 |
|
-14.5% |
Net income attributable to the non controlling interests |
7,664 |
|
10,345 |
|
-25.9% |
|
24,252 |
|
22,594 |
|
7.3% |
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA |
1,044,264 |
|
956,168 |
|
9.2% |
|
3,057,356 |
|
2,790,652 |
|
9.6% |
|
|
|
|
|
|
|
|
|
|
|
|
(*) The reclassification of revenue from Network Usage Charge - TUSD was not taken into account in presentation of the Comments on consolidated Performance. |
| ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income for the Period and Adjusted EBITDA Reconciliation (**) |
|
|
|
|
|
|
|
|
|
|
|
NET INCOME |
321,479 |
|
379,064 |
|
|
|
978,305 |
|
1,139,022 |
|
|
Employee Pension Plans |
(2,502) |
|
(22,352) |
|
|
|
(7,542) |
|
(67,056) |
|
|
Depreciation and Amortization |
304,804 |
|
196,049 |
|
|
|
827,841 |
|
584,191 |
|
|
Financial Income (Expense) |
236,566 |
|
205,203 |
|
|
|
689,498 |
|
518,358 |
|
|
Social Contribution |
50,176 |
|
52,966 |
|
|
|
153,845 |
|
163,648 |
|
|
Income Tax |
133,742 |
|
145,237 |
|
|
|
415,409 |
|
452,488 |
|
|
EBITDA |
1,044,264 |
|
956,168 |
|
|
|
3,057,356 |
|
2,790,652 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(**) Information not reviewed by the independent auditors | |||||||||||
Gross Operating Revenue
Gross Operating Revenue in the 3rd quarter of 2012 was R$ 5,382,223, or 10.8% (R$ 524,136) higher than in the same period of the previous year.
The main factors in this change were:
· An increase of 3.1% (R$ 117,214) in the supply of electric energy, due to:
o an increase of 1.7% (R$ 64,123) in average tariffs charged, offset by a 0.6% (R$ 22,367) reduction in the quantity of energy sold;
o a R$ 75,022 increase in unbilled revenue resulting from the reduction in the number of billable days.
· An increase of 78.6% (R$ 267,194) in the energy supplied, resulting mainly from the effect of consolidation of CPFL Renováveis (R$ 176,876), the increase in sales in
15
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
the Electric Energy Commercialization Chamber – CCEE (R$80,203), due to the increase in the average selling price;
· An increase of 24.3% (R$ 76,364) in the revenue from construction of concession infrastructure, due to the higher level of investments;
· An increase of 16.7% (R$ 63,364) in other operating revenues, due mainly to the increase of R$ 32,791 in revenue resulting from the Tariff for the Use of the Distribution System – TUSD, due to migration of consumers to the free market and the increase of R$ 20,491 relating to the low-income subsidy reimbursed by funds from the CDE.
Ø Quantity of Energy Sold
There was a decrease of 0.6% in the quantity of energy billed to final consumers in the 3rd quarter of 2012.
The residential and commercial categories, which account for 51.2% of the energy billed to end users in the quarter, recorded growth of 2.4% and 2.9%, respectively, compared with the same quarter of the previous year. These increases were adversely impacted by the lower number of billable days (on average, 2.6 days less). Removing this factor, the growth of these classes would have been 5.0% and 6.9%, respectively. These categories benefit from the maintained high level of salaries and the still active labor market (increase in income and employment, access to credit, sales of electro-electronics, household electrical appliances and the retail trade).
The industrial category, which represents 33.4% of the total market, fell by 5.0% in comparison with the 3rd quarter of 2011 as a result of the migration of customers to the free market, and by the downturn in industrial growth in general in Brazil, which is due to the direct impact of the global economic slowdown.
There was an increase of 1.0% in the quantity of energy sold and transported within the concession area, which affects both the supply billed and collection of the TUSD, compared with the same period of the previous year. By category: there was an increase of 2.4% in the residential category, 2.8% in the commercial category, partially offset by the 2.4% drop in the rural category and 0.6% in other categories. There was no change in the figures for the industrial category.
Ø Tariffs
In the 3rd quarter of 2012, energy prices increased by an average of 1.7%, mainly due to the following tariff adjustments for each distributor’s subsidiaries:
Deductions from Operating Revenue
Deductions from Operating Revenue in the 3rd quarter of 2012 amounted to R$ 1,537,570, a decrease of 1.8% (R$ 28,294) in relation to the same quarter of 2011, largely due to:
· A reduction of 30.9% (R$ 58,049) in the sector charge "Fuel Consumption Account" ("CCC");
· An increase of 1.0% (R$ 7,847) in ICMS, mainly due to increased billing of energy supplied;
· An increase of 1.0% (R$ 4,074) in PIS and Cofins, resulting mainly from the increase in billed supply and other revenues, net of the effect of the accounting of tax credits on amortization of R$ 33,003. In 2011, PIS and COFINS tax credits on amortization were recorded under Depreciation and Amortization Expenses, and in 2012 are recorded as Deductions from Revenue for better accounting classification.
16
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
· An increase of 11.3% (R$ 14,805) in the sector charge "Energy Development Account" ("CDE").
Cost of Electric Energy
The cost of electric energy in the quarter totaled R$ 1,919,516, an increase of 17.4% (R$ 283,900) in relation to the same period of the previous year.
Ø Electricity purchased for Resale
Electricity purchased for resale in the quarter was R$ 1,524,471, an increase of 19.2% (R$ 245,665), explained by the increase of 2.5% in the amount of energy purchased and an increase in the average price of 16.3%. These increases reflect the greater exposure and variation in the settlement price “PLD” tariff readjustments and exchange rate variations in the purchase of Itaipu.
Ø Electricity Network Usage Charges
An increase of 10.7% (R$ 38,235) in electricity transmission and distribution network usage charges, mainly due to the Basic Network Charges (R$ 23,562) as a result of increases by transmission companies and Reserve Energy Charges (R$ 29,625), partially offset by a reduction in the System Service Charges – ESS (R$ 19,403).
A significant part of these increases in costs is not included in the distributors’ tariffs and they will be passed on in the next tariff readjustment (see further comments about the impact of regulatory assets and liabilities at the end of these Comments on Performance).
Operating Costs and Expenses
Not considering the cost of construction of the concession infrastructure, Operating Costs and Expenses in this quarter amounted to R$ 792,676, up 41.5% (R$ 232,674) on the same quarter of previous year. This was mainly due to:
· A reduction in revenue from Pension Plans of 88.8% (R$ 19,850) as a consequence of the results of the actuarial report for 2012;
· An increase of 20.3% (R$ 22,426) in Outsourced Services. Excluding the reversal of the provision made in 2011, relating to physical inventory services to comply with a regulatory requirement (ANEEL Resolution No. 367/09), including the same provision recorded in this quarter, totaling R$ 19,494, the increase would be 2,2% (R$ 2,933), explained mainly by the effect of consolidation of CPFL Renováveis (R$ 13,431), partially offset by the reduction in consultancy expenses (R$ 4,328) and a reduction in network and line maintenance expenses (R$ 2,728);
· An increase of 53.1% (R$ 79,539) in Depreciation and Amortization, mainly due to (i) the consolidation of CPFL Renováveis (R$ 52,817); (ii) reclassification of PIS and Cofins credits (R$ 20,722 see further details in Deductions from Operating Revenue); (iii) an increase in amortization and depreciation on new investments, offset partly by the alteration to depreciation rates stipulated by the regulatory agency in 2012 (R$6,000);
· An increase in the amortization of intangible concession assets of 63.3% (R$ 29,215), due mainly to the amortization of the intangible concession assets of CPFL Renováveis (R$ 31,475), generated in business combinations in 2011;
· An increase of 105.2% (R$ 82,551) in Other Expenses, resulting mainly from the Provision for Doubtful Accounts of R$ 60,729 and the write off of assets of R$ 16,537 in the distribution subsidiaries (note 14);
17
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Financial Income (Expense)
The Net Financial Income (Expense) in this quarter was an expense of R$ 236,566, compared with R$ 205,203 in the same period of 2011, an increase in net financial expense of 15.3% (R$ 31,363). This variation is mainly due to:
· A reduction in financial income of 28.3% (R$ 62,397), as a result of the decrease in earnings of financial investments (R$ 85,227) partially offset by the increase in: (i) financial restatement due to winning a law suit (R$ 6,976); and (ii) financial restatement of other assets;
· A reduction in financial expenses of 7.3% (R$ 31,034), primarily as a result of (i) a net reduction of R$ 61,001 in interest on debts, loans and financing, and monetary restatement and foreign exchange variations, compounded by an increase of R$ 81,557 resulting from the consolidation of CPFL Renováveis and by a reduction of R$ 142,558, due to the fall in CDI and TJLP rates in the quarter; (ii) an increase of R$ 5,892 in capitalized interest, mostly in the subsidiary CPFL Renováveis; partially offset by (iii) an increase in UBP expenses in the subsidiaries of CPFL Geração (R$ 9,117) and (iv) an increase in expenses relating to interest and fines on a network incorporation payment in the subsidiary CPFL Paulista (R$ 20,116).
Social Contribution and Income Tax
Taxes on income in the 3rd quarter of 2012 were R$ 183,918, 7.2% (R$ 14,285) lower than in the same quarter of 2011, mainly as a result of the decrease in Income Before Taxes.
Net Income and EBITDA
As a result of the above factors, the net income for the quarter was R$ 321,479, or 15.2% (R$ 57,585) lower than in the same period of 2011.
The EBITDA (net income for the quarter, excluding the effects of the private pension plan, depreciation, amortization, financial income (expense), equity adjustment, social contribution and income tax) for the 3rd quarter of 2012 was R$ 1,044,264, or 9.2% (R$ 88,097) higher that the EBITDA for the same period of 2011.
Regulatory Assets and Liabilities
The regulatory assets and liabilities are no longer recorded in the Company’s books, in accordance with the pronouncements issued by the Accounting Pronouncements Committee (CPC) and the International Financial Reporting Standards (IFRS). If they were recorded, they would represent a positive impact on the EBITDA of R$ 85 million in the 3rd quarter of 2012 (R$ 71 million in the same quarter of 2011) and on the adjusted Net Income in the 3rd quarter of 2012 of R$ 58 million (R$ 42 million in the same quarter of 2011). The amounts relating to the deferral of regulatory assets and liabilities will be passed on to the tariffs in the next tariff readjustment, through the financial components. The amounts relating to amortization of these are reflected in the tariffs of each period.
It is important to note that, as directed by Aneel, the above figures include preliminary amounts of the liability relating to the provisional tariff impact for the 3rd cycle of periodic tariff review of distributors CPFL Piratininga, CPFL Santa Cruz, CPFL Mococa, CPFL Jaguari, CPFL Leste Paulista and CPFL Sul Paulista (corresponding to a reduction of R$ 56 million in the EBITDA and R$ 37 million in Net Income). The application of this methodology should have occurred on October 23, 2011 for CPFL Piratininga and February 3, 2012 for the remaining distributors.
18
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
COMMENTS ON THE PERFORMANCE OF THE SUBSIDIARIES/ASSOCIATES |
Subsidiary: Companhia Paulista de Força e Luz - CPFL
The subsidiary Companhia Paulista de Força e Luz - CPFL is a publicly quoted corporation, and its individual comments on performance are provided in its Interim Financial Statements - ITR, at September 30, 2012, filed with the CVM – Comissão de Valores Mobiliários.
Subsidiary: CPFL Geração de Energia S.A.
The subsidiary CPFL Geração de Energia S/A is a publicly quoted corporation, and its individual comments on performance are provided in its Interim Financial Statements - ITR, at September 30, 2012, filed with the CVM – Comissão de Valores Mobiliários.
Subsidiary: Companhia Piratininga de Força e Luz
The subsidiary Companhia Piratininga de Força e Luz is a publicly quoted corporation, and its individual comments on performance are provided in its Interim Financial Statements - ITR, at September 30, 2012, filed with the CVM – Comissão de Valores Mobiliários.
Subsidiary: Rio Grande Energia S.A.
The subsidiary Rio Grande Energia S/A is a publicly quoted corporation, and its individual comments on performance are provided in its Interim Financial Statements - ITR, at September 30, 2012, filed with the CVM – Comissão de Valores Mobiliários.
19
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Subsidiary: CPFL COMERCIALIZAÇÃO BRASIL S.A.
Consolidated | ||||||||||||
3nd quarter |
Nine months | |||||||||||
2012 |
2011 |
% |
2012 |
2011 |
% | |||||||
OPERATING REVENUES |
577,870 |
500,717 |
15.4% |
1,464,861 |
1,339,384 |
9.4% | ||||||
Electricity sales to final consumers |
231,832 |
172,911 |
34.1% |
609,171 |
491,111 |
24.0% | ||||||
Electricity sales to wholesaler´s |
345,332 |
315,854 |
9.3% |
826,815 |
781,105 |
5.9% | ||||||
Other operating revenues |
706 |
11,952 |
-94.1% |
28,875 |
67,167 |
-57.0% | ||||||
Deductions from operating revenues |
(67,446) |
(58,312) |
15.7% |
(175,157) |
(157,568) |
11.2% | ||||||
NET OPERATING REVENUE |
510,424 |
442,405 |
15.4% |
1,289,704 |
1,181,816 |
9.1% | ||||||
COST OF ELECTRIC ENERGY SERVICES |
(433,756) |
(372,535) |
16.4% |
(1,085,193) |
(939,548) |
15.5% | ||||||
Electricity purchased for resale |
(433,756) |
(372,535) |
16.4% |
(1,085,193) |
(939,548) |
15.5% | ||||||
OPERATING COST/EXPENSE |
(10,757) |
(21,088) |
-49.0% |
(31,862) |
(65,453) |
-51.3% | ||||||
Personnel |
(4,849) |
(5,325) |
-8.9% |
(13,555) |
(16,914) |
-19.9% | ||||||
Materials |
(331) |
(885) |
-62.6% |
(783) |
(2,141) |
-63.4% | ||||||
Outside Services |
(2,889) |
(10,836) |
-73.3% |
(9,842) |
(30,979) |
-68.2% | ||||||
Depreciation and Amortization |
(1,000) |
(1,022) |
-2.2% |
(2,211) |
(3,103) |
-28.7% | ||||||
Other |
(1,688) |
(3,019) |
-44.1% |
(5,471) |
(12,316) |
-55.6% | ||||||
INCOME FROM ELECTRIC ENERGY SERVICE |
65,912 |
48,783 |
35.1% |
172,650 |
176,815 |
-2.4% | ||||||
FINANCIAL INCOME (EXPENSE) |
(17,104) |
(8,150) |
109.9% |
(72,015) |
(13,252) |
443.4% | ||||||
Income |
14,056 |
38,434 |
-63.4% |
31,089 |
49,117 |
-36.7% | ||||||
Expense |
(31,160) |
(46,585) |
-33.1% |
(103,104) |
(62,369) |
65.3% | ||||||
Equity in subsidiaries |
1,852 |
2,107 |
-12.1% |
4,389 |
2,107 |
108.3% | ||||||
INCOME BEFORE TAXES |
50,660 |
42,740 |
18.5% |
105,024 |
165,671 |
-36.6% | ||||||
Social Contribution |
(4,468) |
(3,774) |
18.4% |
(9,230) |
(14,780) |
-37.6% | ||||||
Income Tax |
(12,353) |
(10,364) |
19.2% |
(25,433) |
(40,826) |
-37.7% | ||||||
NET INCOME |
33,839 |
28,602 |
18.3% |
70,361 |
110,066 |
-36.1% | ||||||
Net income attributable to the shareholders of the company |
33,839 |
28,602 |
18.3% |
70,361 |
110,066 |
-36.1% | ||||||
Net income attributable to the non controlling interests |
(0) |
(0) |
-95.2% |
(0) |
(0) |
-79.3% | ||||||
EBITDA |
66,912 |
49,805 |
34.3% |
174,861 |
179,918 |
-2.8% | ||||||
Net Income for the Period and Adjusted EBITDA Reconciliation (*) |
|
|
|
|
|
|
|
|
|
|||
NET INCOME FOR THE PERIOD |
33,839 |
28,602 |
70,361 |
110,066 |
|
|||||||
Depreciation and Amortization |
1,000 |
1,022 |
2,211 |
3,103 |
|
|||||||
Financial Income (Expense) |
17,104 |
8,150 |
72,015 |
13,252 |
|
|||||||
Equity in subsidiaries |
(1,852) |
(2,107) |
(4,389) |
(2,107) |
|
|||||||
Social Contribution |
4,468 |
3,774 |
9,230 |
14,780 |
|
|||||||
Income Tax |
12,353 |
10,364 |
25,433 |
40,826 |
|
|||||||
Adjusted EBITDA |
66,912 |
49,805 |
174,861 |
179,918 |
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
(*) Information not reviewed by the independent auditors |
Gross Revenue
Gross Revenue in 3Q12 was R$ 577,870, an increase of R$ 77,153 (15.4%) in comparison with the same quarter of 2011. This increase is explained mainly by:
· R$ 15,376 as a positive effect on account of the reversal of the provision relating to the reimbursement of Pis/Cofins to free consumers;
· R$ 73,024 of an increase in revenue from energy sales due to the increase of 307 GWh in quantity sold and a 6.3% increase in the average selling price; and
· A R$ 10,612 reduction on account of the transfer during 2012 of revenues from accounts collection business and from construction / maintenance of assets for CPFL Total and CPFL Serviços, respectively.
20
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Cost of Electric Energy
The cost of electric energy in 3Q12 was R$ 433,756, an increase of R$ 61,221 (16.4%) in relation to the same quarter of 2011. This increase is explained mainly by the increase of 307 GWh in the quantity purchased and the 7.7% increase in the average purchase price.
Operating Costs and Expenses
Operating Costs and Expenses in 3Q12 were R$ 10,757, down R$ 10,331 (49%) from the same quarter of 2011. This reduction is explained mainly by the transfer in 2012 of expenses relating to accounts collection business for CPFL Total.
Financial Income (Expense)
The net financial income (expense) in 3Q12 was a net expense of R$ 17,104, an increase of R$ 8,954 on the same quarter in 2011. This increase is explained mainly by the fall in earnings on financial investments of R$ 30,408, partly offset by the R$ 14,930 reduction in charges/restatement of debentures due to the fall of the CDI in the quarter and by the increases in leasing revenue and energy pre-purchases of R$ 6,100.
Lucro Líquido do Período e EBITDA
Net Income in 3Q12 was R$ 33.839, an increase of R$ 5,237 (18.3%), compared with the same quarter of 2011.
The EBITDA (Net income before financial income (expense), income tax and social contribution, depreciation, amortization) for 3Q12 was R$ 66,912, 34.3% greater than that obtained for the same quarter of 2011, which was R$ 49,805 (information not reviewed by the Independent Auditors)
21
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
NOTES TO THE INTERIM FINANCIAL STATEMENTS
|
|||||||
| |||||||
CPFL Energia S.A. | |||||||
Balance Sheets as of September 30, 2012 and December 31, 2011 | |||||||
(in thousands of Brazilian Reais) | |||||||
Parent company |
Consolidated | ||||||
ASSETS |
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | |||
CURRENT ASSETS |
|||||||
Cash and cash equivalents (note 5) |
177,054 |
549,189 |
2,664,101 |
2,699,837 | |||
Consumers, Concessionaires and Licensees (note 6) |
- |
- |
2,041,997 |
1,874,280 | |||
Dividends and Interest on Shareholders´ Equity (note 12) |
405,121 |
125,913 |
830 |
830 | |||
Financial Investments (note 7) |
16,431 |
45,668 |
39,664 |
47,521 | |||
Recoverable Taxes (note 8) |
35,824 |
40,783 |
275,611 |
277,463 | |||
Derivatives (note 32) |
454 |
2 |
7,852 |
3,733 | |||
Materials and Supplies |
- |
- |
54,057 |
44,872 | |||
Leases |
- |
- |
6,687 |
4,581 | |||
Other credits (note 11) |
2,270 |
2,833 |
483,693 |
409,938 | |||
TOTAL CURRENT ASSETS |
637,154 |
764,388 |
5,574,492 |
5,363,054 | |||
NONCURRENT ASSETS |
|||||||
Consumers, Concessionaires and Licensees (note 6) |
- |
- |
169,271 |
182,300 | |||
Due from Related Parties |
- |
2,610 |
- |
- | |||
Escrow Deposits (note 21) |
12,403 |
11,744 |
1,257,214 |
1,128,616 | |||
Financial Investments (note 7) |
- |
2,854 |
- |
109,965 | |||
Recoverable Taxes (note 8) |
- |
- |
216,274 |
216,715 | |||
Derivatives (note 32) |
46 |
- |
442,144 |
215,642 | |||
Deferred Taxes Credits (note 9) |
185,432 |
193,874 |
1,287,411 |
1,176,535 | |||
Advance for future capital increase |
20 |
- |
- |
- | |||
Leases |
- |
- |
35,087 |
24,521 | |||
Financial asset of concession (note 10) |
- |
- |
2,157,240 |
1,376,664 | |||
Private pension fund (note 18) |
- |
- |
3,416 |
3,416 | |||
Investment at cost |
- |
- |
116,654 |
116,654 | |||
Other credits (note 11) |
14,548 |
16,978 |
432,172 |
279,461 | |||
Investments (note 12) |
6,218,565 |
6,614,915 |
- |
- | |||
Property, Plant and Equipment (note 13) |
597 |
312 |
9,439,624 |
8,292,076 | |||
Intangible assets (note 14) |
85 |
118 |
9,513,867 |
8,927,439 | |||
TOTAL NONCURRENT ASSETS |
6,431,697 |
6,843,405 |
25,070,374 |
22,050,004 | |||
TOTAL ASSETS |
7,068,852 |
7,607,793 |
30,644,866 |
27,413,057 |
The accompanying notes are an integral part of these interim financial statements.
22
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
| |||||||
| |||||||
CPFL Energia S.A. | |||||||
Balance Sheets as of September 30, 2012 and December 31, 2011 | |||||||
(in thousands of Brazilian Reais) | |||||||
Parent company |
Consolidated | ||||||
LIABILITIES AND SHAREHOLDERS' EQUITY |
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | |||
CURRENT LIABILITIES |
|||||||
Suppliers (note 15) |
990 |
1,618 |
1,404,564 |
1,240,143 | |||
Accrued Interest on Debts (note 16) |
- |
- |
144,696 |
141,902 | |||
Accrued Interest on Debentures (note 17) |
1,623 |
16,403 |
169,514 |
83,552 | |||
Loans and Financing (note 16) |
- |
- |
1,428,513 |
896,414 | |||
Debentures (note 17) |
150,000 |
150,000 |
549,035 |
531,185 | |||
Private pension fund (note 18) |
- |
- |
46,187 |
40,695 | |||
Regulatory charges (note 19) |
- |
- |
125,072 |
145,146 | |||
Taxes and Social Contributions Payable (note 20) |
269 |
196 |
488,894 |
483,028 | |||
Dividends and Interest on Equity |
18,880 |
15,575 |
22,692 |
24,524 | |||
Accrued liabilities related to personnel |
32 |
7 |
96,326 |
70,771 | |||
Public Utilities (note 22) |
- |
- |
28,813 |
28,738 | |||
Other accounts payable (note 23) |
18,603 |
16,457 |
601,420 |
813,338 | |||
TOTAL CURRENT LIABILITIES |
190,398 |
200,258 |
5,105,725 |
4,499,437 | |||
NONCURRENT LIABILITIES |
|||||||
Suppliers (note 15) |
- |
- |
5,818 |
- | |||
Accrued Interest on Debts (note 16) |
- |
- |
56,566 |
23,627 | |||
Loans and Financing (note 16) |
- |
- |
8,485,413 |
7,382,455 | |||
Debentures (note 17) |
150,000 |
300,000 |
6,247,604 |
4,548,651 | |||
Private pension fund (note 18) |
- |
- |
355,539 |
414,629 | |||
Taxes and Social Contributions Payable (note 20) |
- |
- |
6,183 |
165 | |||
Deferred taxes debits (note 9) |
- |
- |
1,232,440 |
1,038,101 | |||
Reserve for tax, civil and labor risks (note 21) |
12,356 |
11,713 |
357,139 |
338,121 | |||
Derivatives (note 32) |
- |
24 |
- |
24 | |||
Public Utilities (note 22) |
- |
- |
457,733 |
440,926 | |||
Other accounts payable (note 23) |
25,435 |
28,641 |
134,330 |
174,410 | |||
TOTAL NONCURRENT LIABILITIES |
187,791 |
340,378 |
17,338,765 |
14,361,110 | |||
SHAREHOLDERS' EQUITY (note 24) |
|||||||
Capital |
4,793,424 |
4,793,424 |
4,793,424 |
4,793,424 | |||
Capital Reserves |
226,951 |
229,956 |
226,951 |
229,956 | |||
Profit Reserves |
495,185 |
495,185 |
495,185 |
495,185 | |||
Dividend |
- |
758,470 |
- |
758,470 | |||
Other Comprehensive Income |
837,828 |
790,123 |
837,828 |
790,123 | |||
Retained earnings |
337,274 |
- |
337,274 |
- | |||
6,690,662 |
7,067,157 |
6,690,662 |
7,067,157 | ||||
Net equity attributable to noncontrolling shareholders |
- |
- |
1,509,714 |
1,485,352 | |||
TOTAL SHAREHOLDERS' EQUITY |
6,690,662 |
7,067,157 |
8,200,377 |
8,552,510 | |||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY |
7,068,852 |
7,607,793 |
30,644,866 |
27,413,057 |
The accompanying notes are an integral part of these interim financial statements.
23
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
| |||||||||||||||
| |||||||||||||||
CPFL Energia S.A. | |||||||||||||||
Statement of income for the periods ended on September 30, 2012 e de 2011 | |||||||||||||||
(in thousands of Brazilian Reais, except for Earnings per share) | |||||||||||||||
Parent company |
Consolidated | ||||||||||||||
2012 |
2011 |
2012 |
2011 | ||||||||||||
3rd quarter |
Nine |
3rd quarter |
Nine |
3rd quarter |
Nine |
3rd quarter |
Nine | ||||||||
NET OPERATING REVENUE (note 26) |
1 |
23 |
1 |
3 |
3,844,654 |
10,799,091 |
3,292,224 |
9,359,864 | |||||||
COST OF ELECTRIC ENERGY SERVICES |
|||||||||||||||
Cost of electric energy (note 27) |
- |
- |
- |
- |
(1,919,516) |
(5,467,866) |
(1,635,616) |
(4,578,729) | |||||||
Operating cost (note 28) |
- |
- |
- |
- |
(394,790) |
(1,086,578) |
(282,157) |
(865,526) | |||||||
Services rendered to third parties (note 28) |
- |
- |
- |
- |
(391,338) |
(984,734) |
(314,901) |
(779,529) | |||||||
|
|
|
|
|
|
|
| ||||||||
GROSS OPERATING INCOME |
1 |
23 |
1 |
3 |
1,139,011 |
3,259,913 |
1,059,550 |
3,136,081 | |||||||
Operating expenses (note 28) |
|||||||||||||||
Sales expenses |
- |
- |
- |
- |
(151,387) |
(343,676) |
(84,513) |
(262,714) | |||||||
General and administrative expenses |
(6,189) |
(18,016) |
(5,814) |
(21,954) |
(142,038) |
(424,784) |
(135,628) |
(431,722) | |||||||
Other Operating Expense |
(6) |
(36) |
(36,297) |
(108,892) |
(103,623) |
(254,396) |
(56,939) |
(168,128) | |||||||
|
|
|
|
|
|
|
| ||||||||
INCOME FROM ELECTRIC ENERGY SERVICE |
(6,194) |
(18,030) |
(42,110) |
(130,843) |
741,963 |
2,237,057 |
782,471 |
2,273,517 | |||||||
Equity in subsidiaries (note 12) |
321,684 |
1,010,172 |
402,406 |
1,279,552 |
- |
- |
- |
- | |||||||
FINANCIAL INCOME (EXPENSE) (note 29) |
|||||||||||||||
Income |
4,753 |
20,229 |
23,730 |
30,754 |
157,749 |
427,985 |
220,146 |
471,584 | |||||||
Expense |
(9,126) |
(31,060) |
(14,417) |
(41,198) |
(394,315) |
(1,117,483) |
(425,349) |
(989,942) | |||||||
(4,372) |
(10,831) |
9,313 |
(10,444) |
(236,566) |
(689,498) |
(205,203) |
(518,358) | ||||||||
INCOME BEFORE TAXES |
311,118 |
981,311 |
369,609 |
1,138,265 |
505,397 |
1,547,559 |
577,268 |
1,755,159 | |||||||
Social contribution (note 9) |
1,046 |
(5,908) |
312 |
(4,221) |
(50,176) |
(153,845) |
(52,966) |
(163,648) | |||||||
Income tax (note 9) |
1,651 |
(21,348) |
(1,203) |
(17,615) |
(133,742) |
(415,409) |
(145,237) |
(452,488) | |||||||
2,697 |
(27,257) |
(891) |
(21,837) |
(183,918) |
(569,254) |
(198,203) |
(616,136) | ||||||||
NET INCOME |
313,815 |
954,054 |
368,719 |
1,116,428 |
321,479 |
978,305 |
379,064 |
1,139,022 | |||||||
Net income attributable to controlling shareholders |
313,815 |
954,054 |
368,719 |
1,116,428 | |||||||||||
Net income attributable to noncontrolling shareholders |
7,664 |
24,252 |
10,346 |
22,594 | |||||||||||
Basic earnings per share attributable to controlling shareholders - R$ |
0.33 |
0.99 |
0.38 |
1.16 |
0.33 |
0.99 |
0.38 |
1.16 | |||||||
Diluted earnings per share attributable to controlling shareholders - R$ |
0.32 |
0.98 |
0.38 |
1.16 |
0.32 |
0.98 |
0.38 |
1.16 |
The accompanying notes are an integral part of these interim financial statements.
24
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
| ||||||||
| ||||||||
CPFL Energia S.A. | ||||||||
Statement of comprehensive income for the periods ended at September 30, 2012 and 2011 | ||||||||
(in thousands of Brazilian Reais) | ||||||||
Parent company | ||||||||
2012 |
2011 | |||||||
3rd quarter |
Nine months |
3rd quarter |
Nine months | |||||
Net income |
313,815 |
954,054 |
368,719 |
1,116,428 | ||||
Other comprehensive income on the Company´s investment on subsidiaries |
45,792 |
69,144 |
1,305 |
27,370 | ||||
Comprehensive income for the period - parent company |
359,607 |
1,023,198 |
370,024 |
1,143,798 | ||||
Consolidated | ||||||||
2012 |
2011 | |||||||
3rd quarter |
Nine months |
3rd quarter |
Nine months | |||||
Net income |
321,479 |
978,305 |
379,064 |
1,139,022 | ||||
Other comprehensive income |
||||||||
- Gain on financial instruments - Financial asset of concession |
69,254 |
104,465 |
1,978 |
41,470 | ||||
- Tax on financial instruments - Financial asset of concession |
(23,462) |
(35,321) |
(673) |
(14,100) | ||||
Comprehensive income for the period |
367,271 |
1,047,449 |
380,369 |
1,166,392 | ||||
Comprehensive income attributtable to controlling shareholders |
359,607 |
1,023,198 |
370,023 |
1,143,798 | ||||
Comprehensive income attributable to non controlling shareholders |
7,664 |
24,251 |
10,346 |
22,594 |
The accompanying notes are an integral part of these interim financial statements.
25
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
|
||||||||||||||||||||||
|
||||||||||||||||||||||
CPFL Energia S.A. |
||||||||||||||||||||||
Statement of changes in shareholders' equity for the nine month period ended on September 30, 2012 |
||||||||||||||||||||||
( thousands of Brazilian Reais ) |
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|||||||||||||||||||||
|
Other Comprehensive Income |
Total |
|
|||||||||||||||||||
|
Capital |
Capital |
Legal |
Deemed |
Financial |
Retained |
Total |
Noncontrolling |
Shareholders' |
|
||||||||||||
|
|
Reserve |
reserve |
Dividends |
cost |
instruments |
earnings |
shareholders' |
equity |
|
||||||||||||
|
|
|
||||||||||||||||||||
Balance as of December 31, 2011 |
4,793,424 |
229,956 |
495,185 |
758,470 |
563,005 |
227,118 |
- |
7,067,157 |
1,485,352 |
8,552,510 |
|
|||||||||||
|
|
|||||||||||||||||||||
Capital increase by noncontrolling shareholders |
- |
- |
- |
- |
- |
- |
- |
- |
3,558 |
3,558 |
|
|||||||||||
|
|
|||||||||||||||||||||
Net income for the period |
- |
- |
- |
- |
- |
- |
954,054 |
954,054 |
24,252 |
978,305 |
|
|||||||||||
Approval of dividends proposed |
- |
- |
- |
(1,398,709) |
- |
- |
- |
(1,398,709) |
(8,201) |
(1,406,910) |
|
|||||||||||
Prescribed dividend |
- |
- |
- |
- |
- |
- |
2,020 |
2,020 |
- |
2,020 |
|
|||||||||||
|
|
|||||||||||||||||||||
Changes in Other Comprehensive Income: |
- |
|
||||||||||||||||||||
- Gain (loss) on financial instruments |
- |
- |
- |
- |
- |
104,499 |
(34) |
104,465 |
- |
104,465 |
|
|||||||||||
- Tax on financial instruments |
- |
- |
- |
- |
- |
(35,332) |
11 |
(35,321) |
- |
(35,321) |
|
|||||||||||
- Realization of financial instruments |
- |
- |
- |
- |
- |
(727) |
727 |
- |
- |
- |
|
|||||||||||
- Realization of deemed cost of fixed assets |
- |
- |
- |
- |
(31,417) |
- |
31,417 |
- |
- |
- |
|
|||||||||||
- Tax on deemed cost realization |
- |
- |
- |
- |
10,682 |
- |
(10,682) |
- |
- |
- |
|
|||||||||||
|
- |
|
||||||||||||||||||||
Business combination - CPFL Renováveis |
- |
(3,005) |
- |
- |
- |
- |
- |
(3,005) |
4,480 |
1,475 |
|
|||||||||||
|
|
|||||||||||||||||||||
Allocation of Income |
- |
|
||||||||||||||||||||
- Interim Dividend |
- |
- |
- |
640,239 |
- |
- |
(640,239) |
- |
- |
- |
|
|||||||||||
|
|
|||||||||||||||||||||
Other changes in noncontrolling shareholders |
- |
- |
- |
- |
- |
- |
- |
- |
274 |
274 |
|
|||||||||||
|
|
|||||||||||||||||||||
|
|
|||||||||||||||||||||
Balance as of September 30, 2012 |
4,793,424 |
226,951 |
495,185 |
- |
542,270 |
295,558 |
337,274 |
6,690,662 |
1,509,714 |
8,200,377 |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
CPFL Energia S.A. |
||||||||||||||||||||||
Statement of changes in shareholders' equity for the nine month period ended on September 30, 2011 |
||||||||||||||||||||||
( thousands of Brazilian Reais ) |
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||||||||
|
Other Comprehensive Income |
Total |
| |||||||||||||||||||
|
Capital |
Capital |
Legal |
Deemed |
Financial |
Business |
Retained |
Total |
Noncontrolling |
Shareholders' |
| |||||||||||
|
|
Reserve |
reserve |
Dividends |
cost |
instruments |
combination |
earnings |
shareholders' |
equity |
| |||||||||||
|
|
| ||||||||||||||||||||
Balance as of December 31, 2010 |
4,793,424 |
16 |
418,665 |
486,040 |
609,732 |
185,831 |
- |
- |
6,493,708 |
255,948 |
6,749,656 |
| ||||||||||
|
| |||||||||||||||||||||
Net income for the period |
- |
- |
- |
- |
- |
- |
- |
1,116,428 |
1,116,428 |
22,594 |
1,139,022 |
| ||||||||||
Approval of dividends proposed |
- |
- |
- |
(1,233,749) |
- |
- |
- |
- |
(1,233,749) |
(3,596) |
(1,237,345) |
| ||||||||||
|
| |||||||||||||||||||||
Changes in Other Comprehensive Income: |
| |||||||||||||||||||||
- Gain (loss) on financial instruments |
- |
- |
- |
- |
- |
41,470 |
- |
- |
41,470 |
- |
41,470 |
| ||||||||||
- Tax on financial instruments |
- |
- |
- |
- |
- |
(14,100) |
- |
- |
(14,100) |
- |
(14,100) |
| ||||||||||
- Realization of financial instruments |
- |
- |
- |
- |
- |
(102) |
- |
102 |
- |
- |
- |
| ||||||||||
- Realization of deemed cost of fixed assets |
- |
- |
- |
- |
(29,614) |
- |
- |
29,614 |
- |
- |
- |
| ||||||||||
- Tax on deemed cost realization |
- |
- |
- |
- |
10,068 |
- |
- |
(10,068) |
- |
- |
- |
| ||||||||||
|
| |||||||||||||||||||||
Business combination - CPFL Renováveis |
- |
- |
- |
- |
(25,728) |
- |
327,134 |
25,728 |
327,134 |
1,091,969 |
1,419,103 |
| ||||||||||
|
| |||||||||||||||||||||
Allocation of Income |
- |
| ||||||||||||||||||||
- Interim Dividend |
- |
- |
- |
747,709 |
- |
- |
- |
(747,709) |
- |
(3,498) |
(3,498) |
| ||||||||||
- Prescribed dividend |
- |
- |
- |
- |
- |
- |
- |
2,965 |
2,965 |
- |
2,965 |
| ||||||||||
|
| |||||||||||||||||||||
Balance as of September 30, 2011 |
4,793,424 |
16 |
418,665 |
- |
564,458 |
213,099 |
327,134 |
417,060 |
6,733,856 |
1,363,418 |
8,097,274 |
| ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these interim financial statements.
26
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
|
|||||||||||
|
|||||||||||
CPFL Energia S.A. |
|||||||||||
Statement of Cash Flow | |||||||||||
(thousands of Brazilian Reais) | |||||||||||
|
|
|
|
|
|
|
|
|
|
| |
|
Parent company |
Consolidated |
| ||||||||
|
2012 |
2011 |
2012 |
2011 |
| ||||||
|
Nine months |
Nine months |
Nine months |
Nine months |
| ||||||
|
| ||||||||||
|
OPERATING CASH FLOW |
| |||||||||
|
Income for the periods, before income tax and social contribution |
981,311 |
1,138,265 |
1,547,559 |
1,755,159 |
| |||||
|
ADJUSTMENT TO RECONCILE INCOME TO CASH PROVIDED BY OPERATING ACTIVITIES |
| |||||||||
|
Depreciation and amortization |
47 |
109,025 |
827,841 |
584,191 |
| |||||
|
Reserve for tax, civil, labor and environmental risks |
- |
- |
31,125 |
17,976 |
| |||||
|
Interest and monetary restatement |
25,416 |
29,489 |
950,435 |
834,243 |
| |||||
|
Pension plan costs |
- |
- |
(7,542) |
(67,056) |
| |||||
|
Equity in subsidiaries |
(1,010,172) |
(1,279,550) |
- |
- |
| |||||
|
Losses on the write-off of noncurrent assets |
- |
- |
11,912 |
1,302 |
| |||||
|
Deferred taxes (PIS and COFINS) |
- |
- |
(33,659) |
7,695 |
| |||||
|
Other |
- |
- |
(397) |
- |
| |||||
|
| ||||||||||
|
REDUCTION (INCREASE) IN OPERATING ASSETS |
| |||||||||
|
Consumers, concessionaires and licensees |
- |
- |
(138,461) |
(25,473) |
| |||||
|
Dividend and interest on equity received |
1,196,348 |
1,692,403 |
- |
- |
| |||||
|
Recoverable taxes |
23,434 |
23,015 |
33,028 |
(1,111) |
| |||||
|
Lease |
- |
- |
(919) |
(3,726) |
| |||||
|
Escrow deposits |
(14) |
(42) |
(67,742) |
(137,348) |
| |||||
|
Other operating assets |
3,110 |
8,280 |
(56,249) |
(65,696) |
| |||||
|
| ||||||||||
|
INCREASE (DECREASE) IN OPERATING LIABILITIES |
| |||||||||
|
Suppliers |
(628) |
(448) |
149,930 |
143,539 |
| |||||
|
Taxes and social contributions paid |
(21,379) |
(15,653) |
(625,692) |
(550,050) |
| |||||
|
Other taxes and social contributions |
320 |
222 |
(95,338) |
34,497 |
| |||||
|
Other liabilities with employee pension plans |
- |
- |
(46,053) |
(50,964) |
| |||||
|
Payments of interest on debts |
(45,080) |
(51,984) |
(678,647) |
(549,373) |
| |||||
|
Regulatory charges |
- |
- |
(18,824) |
21,524 |
| |||||
|
Reserve for tax, civil and labor risks paid |
- |
- |
(23,697) |
- |
| |||||
|
Other operating liabilities |
(1,035) |
(1,007) |
(64,995) |
56,836 |
| |||||
|
CASH FLOWS PROVIDED BY OPERATIONS |
1,151,678 |
1,652,015 |
1,693,615 |
2,006,165 |
| |||||
|
| ||||||||||
|
FINANCING ACTIVITIES |
| |||||||||
|
Acquisition of subsidiaries net of cash acquired |
- |
- |
(823,225) |
- |
| |||||
|
Capital increase in investments |
(19,006) |
- |
- |
- |
| |||||
|
Increase Cash for Business Combinations |
- |
- |
- |
253,177 |
| |||||
|
Increase in property, plant and equipment |
(411) |
- |
(874,117) |
(419,545) |
| |||||
|
Financial investments, Pledges, funds and tied deposits |
36,209 |
34,615 |
2,330 |
39,485 |
| |||||
|
Lease |
- |
- |
(6,575) |
5,623 |
| |||||
|
Additions to intangible assets |
- |
(1) |
(1,056,065) |
(782,703) |
| |||||
|
Advance for future capital increase |
(20) |
- |
- |
- |
| |||||
|
Intercompany loans with subsidiaries and associated companies |
2,799 |
(6,692) |
- |
- |
| |||||
|
Other |
- |
- |
510 |
- |
| |||||
|
|
| |||||||||
|
GENERATION (UTILIZATION) OF CASH IN INVESTMENTS |
19,571 |
27,922 |
(2,757,142) |
(903,963) |
| |||||
|
| ||||||||||
|
FINANCING ACTIVITIES |
| |||||||||
|
Loans, financing and debentures obtained |
- |
- |
3,536,983 |
4,831,782 |
| |||||
|
Payments of Loans, financing and debentures, net of derivatives |
(150,000) |
(121) |
(1,095,321) |
(1,981,887) |
| |||||
|
Payments of dividend and interest on shareholders´ equity |
(1,393,384) |
(1,229,401) |
(1,413,871) |
(1,240,375) |
| |||||
|
| ||||||||||
|
(UTILIZATION) GENERATION OF CASH IN FINANCING |
(1,543,384) |
(1,229,522) |
1,027,791 |
1,609,520 |
| |||||
|
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
(372,135) |
450,415 |
(35,736) |
2,711,722 |
| |||||
|
OPENING BALANCE OF CASH AND CASH EQUIVALENTS |
549,189 |
110,958 |
2,699,837 |
1,562,897 |
| |||||
|
| ||||||||||
|
CLOSING BALANCE OF CASH AND CASH EQUIVALENTS |
177,054 |
561,373 |
2,664,101 |
4,274,619 |
| |||||
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these interim financial statements.
27
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
| |||||||
| |||||||
CPFL Energia S.A. | |||||||
Added Value Statements for the periods ended on September 30, 2012 and 2011 | |||||||
(in thousands of Brazilian Reais) | |||||||
Parent company |
Consolidated | ||||||
2012 |
2011 |
2012 |
2011 | ||||
Nine months |
Nine months |
Nine months |
Nine months | ||||
1. Revenues |
25 |
3 |
16,311,554 |
14,083,809 | |||
1.1 Operating revenues |
25 |
3 |
14,525,437 |
13,105,187 | |||
1.2 Revenues related to the construction of own assets |
- |
- |
922,967 |
252,409 | |||
1.3 Revenue from infrastructure construction |
- |
- |
981,550 |
778,153 | |||
1.4 Allowance of doubtful accounts |
- |
- |
(118,399) |
(51,940) | |||
2. (-) Inputs |
(8,644) |
(17,611) |
(8,629,371) |
(6,738,866) | |||
2.1 Electricity Purchased for Resale |
- |
- |
(6,072,411) |
(5,112,157) | |||
2.2 Material |
(325) |
(46) |
(666,582) |
(604,434) | |||
2.3 Outsourced Services |
(4,824) |
(13,970) |
(750,504) |
(777,922) | |||
2.4 Other |
(3,494) |
(3,595) |
(1,139,874) |
(244,353) | |||
3. Gross added value (1 + 2) |
(8,619) |
(17,608) |
7,682,183 |
7,344,943 | |||
4. Retentions |
(47) |
(109,025) |
(827,924) |
(613,091) | |||
4.1 Depreciation and amortization |
(47) |
(134) |
(617,836) |
(474,917) | |||
4.2 Amortization of intangible assets |
- |
(108,892) |
(210,089) |
(138,174) | |||
5. Net added value generated (3 + 4) |
(8,665) |
(126,633) |
6,854,259 |
6,731,852 | |||
6. Added value received in transfer |
1,040,332 |
1,319,700 |
437,897 |
480,884 | |||
6.1 Financial Income |
30,160 |
40,148 |
437,897 |
480,884 | |||
6.2 Equity in Subsidiaries |
1,010,172 |
1,279,552 |
0 |
- | |||
7. Added value to be distributed (5 + 6) |
1,031,667 |
1,193,066 |
7,292,156 |
7,212,736 | |||
8. Distribution of added value |
1,031,667 |
1,193,066 |
7,292,156 |
7,212,736 | |||
8.1 Personnel and Charges |
7,963 |
3,453 |
468,587 |
439,953 | |||
8.1.1 Direct Remuneration |
4,365 |
2,842 |
319,743 |
306,484 | |||
8.1.2 Benefits |
3,219 |
432 |
121,043 |
109,495 | |||
8.1.3 Government severance indemnity fund for employees - F.G.T.S. |
379 |
178 |
27,801 |
23,974 | |||
8.2 Taxes, Fees and Contributions |
38,799 |
31,924 |
4,702,820 |
4,608,850 | |||
8.2.1 Federal |
38,795 |
31,920 |
2,352,695 |
2,396,119 | |||
8.2.2 State |
4 |
4 |
2,340,004 |
2,204,050 | |||
8.2.3 Municipal |
- |
- |
10,121 |
8,681 | |||
8.3 Interest and Rentals |
30,851 |
41,262 |
1,142,444 |
1,024,911 | |||
8.3.1 Interest |
30,761 |
41,188 |
1,120,087 |
1,005,029 | |||
8.3.2 Rental |
90 |
74 |
22,358 |
19,882 | |||
8.4 Interest on capital |
954,054 |
1,116,428 |
978,305 |
1,139,022 | |||
8.4.1 Dividend |
640,239 |
747,709 |
640,239 |
747,709 | |||
8.4.2 Retained Earnings |
313,815 |
368,719 |
338,066 |
391,313 |
The accompanying notes are an integral part of these interim financial statements.
28
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
CPFL ENERGIA S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS
AT SEPTEMBER 30, 2012
(Amounts stated in thousands of Brazilian reais, except where otherwise indicated)
( 1 ) OPERATIONS
CPFL Energia S.A. (“CPFL Energia” or “Company”) is a publicly quoted corporation incorporated for the principal purpose of acting as a holding company, participating in the capital of other companies primarily dedicated to electric energy distribution, generation, and sales activities in Brazil.
The Company’s headquarter is located at Rua Gomes de Carvalho, 1510 - 14º floor - Room 142 - Vila Olímpia - São Paulo - SP - Brasil.
The Company has direct and indirect interests in the following operational subsidiaries (information on the concession area, number of consumers, energy production capacity and associated data are not reviewed by the independent auditors):
Energy distribution |
Company Type |
Equity Interest |
Location (State) |
Number of municipalities |
Approximate number of consumers |
Concession term |
End of the concession | |||||||
Companhia Paulista de Força e Luz ("CPFL Paulista") |
Publicly-quoted corporation |
Direct |
Interior of S. Paulo |
234 |
3,862 |
30 years |
November 2027 | |||||||
Companhia Piratininga de Força e Luz ("CPFL Piratininga") |
Publicly-quoted corporation |
Direct |
Interior and coast of S. Paulo |
27 |
1,520 |
30 years |
October 2028 | |||||||
Rio Grande Energia S.A. ("RGE") |
Publicly-quoted corporation |
Direct |
Interior of Rio Grande do Sul |
253 |
1,345 |
30 years |
November 2027 | |||||||
Companhia Luz e Força Santa Cruz ("CPFL Santa Cruz") |
Private corporation |
Direct |
Interior of São Paulo and Paraná |
27 |
190 |
20 years |
July 2015 | |||||||
Companhia Leste Paulista de Energia ("CPFL Leste Paulista") |
Private corporation |
Direct |
Interior of S. Paulo |
7 |
53 |
16 years |
July 2015 | |||||||
Companhia Jaguari de Energia ("CPFL Jaguari") |
Private corporation |
Direct |
Interior of S. Paulo |
2 |
35 |
16 years |
July 2015 | |||||||
Companhia Sul Paulista de Energia ("CPFL Sul Paulista") |
Private corporation |
Direct |
Interior of S. Paulo |
5 |
77 |
16 years |
July 2015 | |||||||
Companhia Luz e Força de Mococa ("CPFL Mococa") |
Private corporation |
Direct |
Interior of São Paulo and Minas Gerais |
4 |
43 |
16 years |
July 2015 |
Installed power | ||||||||||||
Energy generation (conventional and renewable sources) |
Company Type |
Equity Interest |
Location (State) |
Number of plants / type of energy |
Total |
CPFL participation | ||||||
CPFL Geração de Energia S.A. |
Publicly-quoted corporation |
Direct |
São Paulo, Goiás and Minas Gerais |
1 Hydroelectric, 2 SHPs(*) and 1 Thermal |
695 MW |
695 MW | ||||||
Foz do Chapecó Energia S.A. |
Private corporation |
Indirect |
Santa Catarina and |
1 Hydroelectric |
855 MW |
436 MW | ||||||
Campos Novos Energia S.A. |
Private corporation |
Indirect |
Santa Catarina |
1 Hydroelectric |
880 MW |
429 MW | ||||||
CERAN - Companhia Energética Rio das Antas ("CERAN") |
Private corporation |
Indirect |
Rio Grande do Sul |
3 Hydroelectric |
360 MW |
234 MW | ||||||
BAESA - Energética Barra Grande S.A. ("BAESA") |
Publicly-quoted corporation |
Indirect |
Santa Catarina and |
1 Hydroelectric |
690 MW |
173 MW | ||||||
Centrais Elétricas da Paraíba S.A. ("EPASA") |
Private corporation |
Indirect |
Paraíba |
2 Thermals |
342 MW |
180 MW | ||||||
Paulista Lajeado Energia S.A. |
Private corporation |
Indirect |
São Paulo |
1 Hydroelectric |
903 MW |
63 MW | ||||||
CPFL Energias Renováveis S.A. |
Publicly-quoted corporation |
Indirect |
(***) |
(***) |
(***) |
(***) |
29
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Commercialization of Energy and Services |
Company Type |
Core activity |
Equity Interest | |
CPFL Comercialização Brasil S.A. ("CPFL Brasil") |
Private corporation |
Energy commercialization |
Direct | |
Clion Assessoria e Comercialização de Energia Elétrica Ltda. |
Limited company |
Commercialization and provision of energy services |
Indirect | |
CPFL Comercialização Cone Sul S.A. ("CPFL Cone Sul") |
Private corporation |
Energy commercialization |
Indirect | |
CPFL Planalto Ltda. ("CPFL Planalto") |
Limited company |
Energy commercialization |
Direct | |
CPFL Serviços, Equipamentos, Industria e Comércio S.A. |
Private corporation |
Manufacturing, commercialization, rental and maintenance of electro-mechanical equipment and service provision |
Direct | |
NECT Serviços Administrativos Ltda ("Nect") (a) |
Limited company |
Provision of administrative services |
Direct | |
CPFL Atende Centro de Contatos e Atendimento Ltda. ("CPFL Atende") |
Limited company |
Provision of telephone answering services |
Direct | |
CPFL Total Serviços Administrativos Ltda. ("CPFL Total") |
Limited company |
Billing and collection services |
Direct and indirect | |
CPFL Telecom S.A |
Private corporation |
Telecommunication services |
Direct | |
(a) Former Chumpitaz |
||||
(b) Former Bio Itapaci - see note 12 |
||||
Other |
Company Type |
Core activity |
Equity Interest | |
CPFL Jaguariúna Participações Ltda ("CPFL Jaguariuna") |
Limited company |
Venture capital company |
Direct | |
CPFL Jaguari de Geração de Energia Ltda ("Jaguari Geração") |
Limited company |
Venture capital company |
Direct | |
Chapecoense Geração S.A. ("Chapecoense") |
Private corporation |
Venture capital company |
Indirect | |
Sul Geradora Participações S.A. |
Private corporation |
Venture capital company |
Indirect |
(*) SHP – Small Hydropower Plant
(**) Paulista Lajeado has a 7% participation in the installed power of Investco S.A.
(***) CPFL Renováveis has operations in São Paulo, Minas Gerais, Mato Grosso, Santa Catarina, Ceará, Rio Grande do Norte, Paraná and Rio Grande do Sul states and its main activities are: (i) holding investments in renewable generation sources; (ii) identification, development, and exploitation of generation potential sources; and (iii) commercialization of electric energy. At September 30, 2012, CPFL Renováveis had a portfolio of 1,694.4 MW installed capacity (our share 1,067.5 MW), as follows:
· Hydropower generation: 34 SHP’s operational (306.7 MW) and 1 SHP under construction (20 MW);
· Wind power generation: 15 projects operational (555.5 MW) and 18 projects under construction (482.2 MW);
· Biomass power generation: 5 plants operations (230 MW) and 2 under construction (100 MW).
( 2 ) PRESENTATION OF THE INTERIM FINANCIAL STATEMENTS
2.1 Basis of preparation
The interim financial statements were prepared in accordance with the accounting policies adopted in Brazil, following the guidelines issued by the Brazilian Committee on Accounting Pronouncements (Comitê de Pronunciamentos Contábeis - CPC), specially CPC 21(R1) Demonstração Intermediária and diverge from of the Separate Financial Statements which, under IFRSs, must account for investments in subsidiaries, associates, and joint ventures at cost or fair value.
30
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The consolidated interim financial statements were prepared in accordance with the Accounting Policies Adopted in Brazil and with the International Financial Reporting Standards – IFRS, issued by the International Accounting Standard Board – IASB and are being presented in accordance with CPC 21(R1) and IAS 34 requirements.
The Company also follows the guidelines of the Accounting Manual of the Brazilian Electricity Sector and the standards laid down by the National Electric Energy Agency (Agência Nacional de Energia Elétrica – ANEEL), when these are not in conflict with the accounting policies adopted in Brazil and/or IFRS.
The accounting policies adopted in preparing these Interim Financial Statements are consistent with those adopted in December 31, 2011, and should be read together with those statements.
These Interim Financial Statements were authorized for issue by the Board of Directors on October 26, 2012.
2.2 Basis of measurement
The interim financial statements have been prepared on the historic cost basis except for the following material items recorded in the balance sheets: i) derivative financial instruments measured at fair value, ii) financial instruments measured at fair value through profit or loss, iii) available-for-sale financial assets measured at fair value, and iv) actuarial assets, recognition of which is limited to the present value of the economic benefits available in the form of reimbursements or future reductions in contributions to the plan.
2.3 Use of estimates and judgments
Preparation of the interim financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses.
By definition, the results of accounting estimates are rarely the same as the actual results. Accordingly, Company Management revise the estimates and assumptions on an ongoing basis. Adjustments derived from revisions of accounting estimates are recognized in the period in which the estimates are revised and applied prospectively.
The main accounting balances related to assumptions and estimates that are subject to a greater degree of uncertainty and involve the risk of resulting in a material adjustment if these assumptions and estimates suffer significant changes in future periods are included in the following notes:
· Note 6 – Consumers, concessionaire and licensees (Allowance for doubtful accounts);
· Note 9 – Deferred tax credits and debits;
· Note 10 – Financial asset of concession;
· Note 11 – Other Credits (Allowance for doubtful accounts);
· Note 13 – Property, plant and equipment;
· Note 14 – Intangible assets;
· Note 18 – Private Pension Fund;
· Note 21 – Reserve for tax, civil and labor risks and escrow deposits;
· Note 26 – Net operating revenues;
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
· Note 32 – Financial instruments; and
· Leasing
2.4 Functional currency and presentation currency
The individual and consolidated interim financial statements are presented in thousands of Brazilian reais, which is the Company's functional currency. Certain figures have been subject to rounding adjustments. Accordingly, figures shown as totals in certain tables may not tally due to rounding.
2.5 Basis of consolidation
(i) Business combinations
The Company measures goodwill as the fair value of the consideration transferred including the recognized amount of any non-controlling interest in the acquiree, less the net recognized amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date.
(ii) Subsidiaries and jointly-owned entities
The financial statements of subsidiaries and jointly-controlled entities (joint ventures) are included in the consolidated financial statements from the date that total or joint control commences until the date that control ceases.
A jointly controlled operation is a venture directly or indirectly controlled together with other investors, established by contractual agreement and requiring unanimous consent for strategic financial and operating decisions.
The accounting policies of subsidiaries and jointly controlled entities are aligned with the Company's accounting policies for consolidation purposes.
The individual interim financial statements of the parent of subsidiaries and jointly controlled entities and associates is accounted by the equity method of accounting.
The consolidated interim financial statements include the balances and transactions of the Company and its subsidiaries. The balances and transactions of assets, liabilities, income and expenses have been fully consolidated for subsidiaries and proportionately consolidated for the jointly-controlled entities. Before the consolidation of the Company´s Financial Statements, CPFL Geração, CPFL Brasil, CPFL Jaguari Geração and CPFL Renováveis financial statements are fully consolidated with their subsidiaries or proportionally consolidated, for the jointly controlled entities.
Intra-group balances and transactions, and any income and expenses derived from these transactions, are eliminated in the consolidated financial statements. Unrealized gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of CPFL Energia's interest in the investee. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.
Observing the conditions described above, the amount related to non-controlling interests is shown in shareholders' equity and after the statement of income for each period presented.
(iii) Acquisition of non-controlling interest
Accounted for as transactions between equity holders and therefore no goodwill is recognized as a result of such transactions.
2.6 Segment information
32
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
An operating segment is a component of the Company (i) that engages in operating activities from which it may earn revenues and incur expenses, (ii) whose operating results are regularly reviewed by decision makers to allocate resources and assess the segments´ performance, and (iii) for which discrete financial information is available.
Company Management bases strategic decisions on reports, segmenting the business into (i) electric energy distribution activities (“Distribution”); (ii) electric energy generation activities from conventional sources (“Generation”); (iii) electric energy generation activities from renewable sources (“Renewables”); (iv) energy commercialization (“Commercialization”); (v) service activities; and (vi) other activities not listed in the previous items.
Presentation of the operating segments includes items directly attributable to them, such as allocations required, including intangible assets.
2.7 Information on corporate interests
The interests directly or indirectly held by the Company in the subsidiaries and jointly-controlled entities are described in Note 1. Except for the (i) jointly-controlled entities ENERCAN, BAESA, Foz do Chapecó and EPASA, which are consolidated proportionately, and (ii) the investment in Investco S.A. recorded at cost by the subsidiary Paulista Lajeado, the other subsidiaries are fully consolidated.
As of September 30, 2012 and 2011 and as of December 31, 2011, the non-controlling interests stated in the consolidated statements refers to the third-party interests in the subsidiaries CERAN, Paulista Lajeado and CPFL Renováveis.
2.8 Value added statements:
The Company prepared individual and consolidated value added statements (“DVA”) in conformity with technical pronouncement CPC 09 - Value Added Statement, and these are presented as an integral part of the interim financial statements.
( 3 ) SUMMARY OF THE SIGNIFICANT ACCOUNTING POLICIES
Interim Financial Statements of the Company and of its subsidiaries are prepared based on the same accounting policies set out on notes 3.1 to 3.14 presented in our consolidated financial statements as of December 31, 2011.
( 4 ) DETERMINATION OF FAIR VALUES
A number of the Company´s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Fair values have been determined for measurement and / or disclosure based on the following methods. When applicable, further information about the assumptions made in determining fair values is disclosed in the specific notes of the purposed to that asset or liability.
- Property, plant and equipment and intangible assets
The fair value of property, plant and equipment and intangible assets recognized as a result of a business combination is based on market values. The market value of property is the estimated amount for which a property could be exchanged on the date of valuation between knowledgeable and willing parties under normal market conditions. The fair value of items of property, plant and equipment is based on the market approach and cost approaches using quoted market prices for similar items when available and replacement cost when appropriate. The fair value of intangible assets is based on price quotations in an active market. When no active market exists, the fair value is the price that the Company would have paid for the asset on the purchase date, in an arm’s length transaction, wherein the parties had each acted knowledgeably and willingly on the basis on best available information.
33
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
- Financial instruments
Financial instruments measured at fair values were recognized based on quoted prices in an active market, or, if such prices were not available, assessed using pricing models, applied individually for each transaction, taking into consideration the future payment flows, based on the conditions contracted, discounted to present value at market interest rate curves, based on information obtained from the BM&FBovespa S.A. and ANDIMA (note 32a).
Financial assets classified as available-for-sale refer to the right to indemnification, to be paid by the Federal Government regarding the assets of the distribution concessionaires when the concession contract is over. The methodology adopted for marking these assets to market is based on the tariff review process for distributors. This review, conducted every four or five years according to each concessionaire, consists of revaluation of the distribution infrastructure at market price. This valuation basis is used for pricing the tariff, which is increased annually up to the next tariff review, based on the parameter of the main inflation indices.
Provisional Measure 579 of September 11, 2012 (regulated by Decree No. 7805, on September 14, 2012) established that, for those concession contracts for which the concessions expire by 2017, the amount of the indemnification on reversal of the assets will be based on the replacement value method, according to criteria to be established in a regulation issued by the granting authority. For the concessions term that expire after 2017, the Company Management believes that, in a similar manner as established by MP 5679, the indemnification will be based at least on the valuation of the assets using the replacement value model. For full details on the impacts relating to the MP, see note 35.
Accordingly, at the time of the tariff review, each concessionaire adjusts the position of the financial asset base for compensation at the amounts ratified by the regulatory authority and uses the General Market Price Index - IGP-M as best estimate for adjusting the original base to the fair value at subsequent dates, in conformity with the Tariff Review process.
( 5 ) CASH AND CASH EQUIVALENTS
Parent company |
Consolidated | ||||||
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | ||||
Bank deposits |
4,240 |
723 |
107,926 |
147,126 | |||
Short-term financial investments |
172,814 |
548,466 |
2,556,175 |
2,552,710 | |||
Total |
177,054 |
549,189 |
2,664,101 |
2,699,837 |
Short-term financial investments are short-term transactions with institutions operating in the Brazilian financial market, with daily liquidity, low credit risk and average interest of 100% of the Interbank deposit rate (CDI).
( 6 ) CONSUMERS, CONCESSIONÁIRES AND LICENSEES
In the consolidated financial statements, the balance derives mainly from the supply of electric energy. The following table shows the breakdown at September 30, 2012 and December 31, 2011:
34
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | ||||||||||
Amounts |
Past due |
Total | ||||||||
coming due |
until 90 days |
> 90 days |
September 30, 2012 |
December 31, 2011 | ||||||
Current |
||||||||||
Consumer classes |
||||||||||
Residential |
341,542 |
237,398 |
36,498 |
615,438 |
573,936 | |||||
Industrial |
117,239 |
57,649 |
36,250 |
211,138 |
227,474 | |||||
Commercial |
127,750 |
46,166 |
15,294 |
189,210 |
195,270 | |||||
Rural |
40,471 |
7,853 |
1,422 |
49,746 |
43,612 | |||||
Public administration |
32,144 |
8,112 |
852 |
41,108 |
34,601 | |||||
Public lighting |
30,155 |
5,622 |
13,620 |
49,397 |
42,270 | |||||
Public utilities |
39,549 |
13,335 |
2,450 |
55,334 |
41,560 | |||||
Billed |
728,850 |
376,135 |
106,386 |
1,211,371 |
1,158,723 | |||||
Unbilled |
470,291 |
- |
- |
470,291 |
427,661 | |||||
Financing of Consumers' Debts |
74,812 |
12,896 |
44,433 |
132,141 |
136,882 | |||||
Free energy |
3,764 |
- |
- |
3,764 |
3,674 | |||||
CCEE transactions |
79,086 |
- |
- |
79,086 |
17,961 | |||||
Concessionaires and Licensees |
241,716 |
- |
- |
241,716 |
207,204 | |||||
Allowance for doubtful accounts |
- |
- |
(105,299) |
(105,299) |
(85,318) | |||||
Other |
8,927 |
- |
- |
8,927 |
7,493 | |||||
Total |
1,607,447 |
389,032 |
45,520 |
2,041,997 |
1,874,280 | |||||
Noncurrent |
||||||||||
Financing of Consumers' Debts |
127,382 |
- |
- |
127,382 |
140,999 | |||||
CCEE transactions |
41,301 |
- |
- |
41,301 |
41,301 | |||||
Concessionaires and Licensees |
588 |
- |
- |
588 |
- | |||||
Total |
169,271 |
- |
- |
169,271 |
182,300 |
Allowance for doubtful accounts
Changes in the allowance for doubtful accounts are shown below:
Consolidated | |
September 30, 2012 | |
As of December 31,2011 |
(85,318) |
Valuation allowance recognized |
(134,800) |
Recovery of revenue |
16,401 |
Write-off of accounts receivable |
65,889 |
As of September 30, 2012 |
(137,829) |
Valluation allowance for Consumers, Concessionaires and Licensees |
(105,299) |
Valluation allowance for Others Credits (note 11) |
(32,529) |
( 7 ) FINANCIAL INVESTMENTS
The parent company balance refers to a Private Credit Agreement that the Company acquired in 2005 related to the credit arising from the Purchase and Sale of Electric Energy Agreement between Companhia Energética de São Paulo (“CESP”) (seller) and CPFL Brasil (purchaser), referring to the supply of energy for a period of 8 years. The amounts handed over by the Company to CESP would be settled by CPFL Brasil using the funds derived from the acquisition of energy produced by that company.
In the consolidated financial statements, the balance refers mainly to the parent company balance and financial investments of the indirect subsidiary CPFL Renováveis.
( 8 ) RECOVERABLE TAXES
35
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Parent company |
Consolidated | ||||||
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | ||||
Current |
|||||||
Prepayments of social contribution - CSLL |
925 |
441 |
5,233 |
7,347 | |||
Prepayments of income tax - IRPJ |
1,640 |
- |
7,299 |
1,349 | |||
IRRF on interest on equity |
16,528 |
30,891 |
16,982 |
31,345 | |||
Income tax and social contribution |
11,486 |
1,894 |
30,470 |
20,557 | |||
Withholding tax - IRRF |
5,176 |
7,487 |
68,573 |
105,635 | |||
ICMS |
- |
- |
84,733 |
69,329 | |||
Social Integration Program - PIS |
- |
- |
11,403 |
7,546 | |||
Contribution for Social Security financing- COFINS |
42 |
42 |
47,092 |
30,136 | |||
National Social Security Institute - INSS |
1 |
1 |
3,084 |
2,123 | |||
Other |
26 |
26 |
741 |
2,096 | |||
Total |
35,824 |
40,783 |
275,611 |
277,463 | |||
Noncurrent |
|||||||
Social contribution - CSLL |
- |
- |
38,520 |
36,277 | |||
Income tax - IRPJ |
- |
- |
2,703 |
1,001 | |||
ICMS |
- |
- |
128,105 |
112,423 | |||
Social Integration Program - PIS |
- |
- |
8,186 |
11,757 | |||
Contribution for Social Security financing- COFINS |
- |
- |
37,347 |
53,843 | |||
National Social Security Institute - INSS |
- |
- |
1,339 |
1,339 | |||
Other |
- |
- |
74 |
74 | |||
Total |
- |
- |
216,274 |
216,715 |
( 9 ) DEFERRED TAXES
9.1- Breakdown of tax credits and debits:
Parent company |
Consolidated | ||||||
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | ||||
Social contribution credit/(debit) |
|||||||
Tax losses carryforwards |
46,270 |
48,352 |
58,754 |
56,436 | |||
Tax benefit of merged goodwill |
- |
- |
165,457 |
169,062 | |||
Temporarily non-deductible differences |
1,728 |
1,684 |
(236,656) |
(212,305) | |||
Subtotal |
47,998 |
50,035 |
(12,444) |
13,194 | |||
Income tax credit / (debit) |
|||||||
Tax losses carryforwards |
136,254 |
143,281 |
149,282 |
165,736 | |||
Tax benefit of merged goodwill |
- |
- |
551,162 |
565,106 | |||
Temporarily non-deductible differences |
1,179 |
557 |
(662,933) |
(599,330) | |||
Subtotal |
137,433 |
143,839 |
37,511 |
131,512 | |||
PIS and COFINS credit / (debit) |
|||||||
Temporarily non-deductible differences |
- |
- |
29,904 |
(6,272) | |||
Total |
185,432 |
193,874 |
54,971 |
138,434 | |||
Total tax credit |
185,432 |
193,874 |
1,287,411 |
1,176,535 | |||
Total tax debit |
- |
- |
(1,232,440) |
(1,038,101) |
Deferred tax recovery recorded on noncurrent assets are based on future profitability, approved by the Board of Directors and appreciated by Fiscal Council. It’s composition is described in the Financial Statements of December 31, 2011.
36
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
9.2 - Tax benefit of merged goodwill:
Refers to the tax credit calculated on the merged goodwill on acquisition of subsidiaries, as shown below, which were merged and are recorded in accordance with CVM Instructions nº 319/99 and nº 349/01 and ICPC 09 – Individual, Separate and Consolidated Financial Statements and Application of the Equity Method. The benefit is realized in proportion to tax amortization of the merged goodwill that gave rise to it, in accordance with the projected net income of the subsidiaries during the remaining term of the concession, as shown in Note 14.
Consolidated | |||||||
September 30, 2012 |
December 31, 2011 | ||||||
Social contribution |
Income tax |
Social contribution |
Income tax | ||||
CPFL Paulista |
79,367 |
220,463 |
85,709 |
238,079 | |||
CPFL Piratininga |
18,098 |
62,103 |
19,404 |
66,584 | |||
RGE |
35,129 |
145,076 |
37,714 |
155,750 | |||
CPFL Santa Cruz |
2,878 |
9,049 |
3,545 |
11,148 | |||
CPFL Leste Paulista |
1,625 |
4,948 |
2,024 |
6,155 | |||
CPFL Sul Paulista |
2,349 |
7,329 |
2,944 |
9,183 | |||
CPFL Jaguari |
1,410 |
4,285 |
1,745 |
5,289 | |||
CPFL Mococa |
885 |
2,747 |
1,121 |
3,483 | |||
CPFL Geração |
- |
26,252 |
- |
28,167 | |||
CPFL Serviços |
216 |
553 |
306 |
847 | |||
CPFL Renováveis |
23,500 |
68,358 |
14,552 |
40,421 | |||
Total |
165,457 |
551,162 |
169,062 |
565,106 |
9.3 - Accumulated balances on temporarily non-deductible differences:
Consolidated | |||||||||||
September 30, 2012 |
December 31, 2011 | ||||||||||
Social contribution |
Income tax |
PIS/COFINS |
Social contribution |
Income tax |
PIS/COFINS | ||||||
Temporarily non-deductible differences: |
|||||||||||
Reserve for tax, civil and labor risks |
20,602 |
58,121 |
- |
19,246 |
54,009 |
- | |||||
Revision tariff - basic pay |
15,757 |
43,768 |
17,845 |
2,628 |
7,301 |
2,977 | |||||
Private pension fund |
1,595 |
5,427 |
- |
2,218 |
7,159 |
- | |||||
Allowance for doubtful accounts |
11,046 |
30,722 |
- |
7,656 |
21,306 |
- | |||||
Free energy provision |
4,772 |
13,258 |
- |
4,365 |
12,128 |
- | |||||
Research and Development and Energy Efficiency Programs |
12,682 |
35,230 |
- |
12,642 |
35,118 |
- | |||||
Reserves related to personnel |
1,581 |
4,379 |
- |
2,842 |
7,886 |
- | |||||
Depreciation rate difference |
7,740 |
21,499 |
- |
8,315 |
23,096 |
- | |||||
Losses on investments |
804 |
2,235 |
- |
804 |
2,235 |
- | |||||
Financial instruments (IFRS / CPC) |
302 |
838 |
- |
376 |
1,045 |
- | |||||
Recognition of the concession - adjustment of intangible assets (IFRS / CPC) |
(2,079) |
(5,775) |
- |
(2,248) |
(6,244) |
- | |||||
Reversal of regulatory assets and liabilities (IFRS / CPC) |
7,066 |
19,629 |
8,513 |
(9,789) |
(27,191) |
(11,086) | |||||
Actuarial losses on the transition of accounting practices (IFRS/CPC) |
26,237 |
73,171 |
- |
26,162 |
72,964 |
- | |||||
Other adjustments on the transition of accounting practices (IFRS/CPC) |
22,160 |
61,446 |
- |
18,595 |
51,652 |
- | |||||
Business Combination CPFL Renováveis |
(255,843) |
(711,763) |
2,516 |
(198,379) |
(560,279) |
- | |||||
Accelerated depreciation |
(2,027) |
(5,630) |
- |
(807) |
(2,243) |
- | |||||
Other |
8,718 |
17,675 |
1,030 |
3,595 |
7,749 |
1,838 | |||||
Temporarily non-deductible differences - comprehensive income: |
|||||||||||
Recognition of the concession - financial adjustment (IFRS / CPC) |
(40,235) |
(111,764) |
- |
(30,938) |
(85,938) |
- | |||||
Property, plant and equipment - deemed cost adjustments (IFRS/CPC) |
(77,533) |
(215,397) |
- |
(79,590) |
(221,082) |
- | |||||
Total |
(236,656) |
(662,933) |
29,904 |
(212,305) |
(599,330) |
(6,272) |
The temporary difference related to Business Combination CPFL Renováveis mainly refers to the difference between the added value of intangible related to the concessions and their related tax basis.
9.4 - Reconciliation of the amounts of income tax and social contribution reported in the third quarter and nine months periods ended September 30, 2012 and 2011:
37
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Parent company | |||||||||||||||
Social contribution |
Income tax | ||||||||||||||
2012 |
2011 |
2012 |
2011 | ||||||||||||
3rd quarter |
|
Nine months |
3rd quarter |
|
Nine months |
3rd quarter |
|
Nine months |
3rd quarter |
|
Nine months | ||||
Income before taxes |
311,118 |
981,311 |
369,609 |
1,138,265 |
311,118 |
981,311 |
369,609 |
1,138,265 | |||||||
Adjustments to reflect effective rate: |
|||||||||||||||
Equity in subsidiaries |
(321,684) |
(1,010,172) |
(402,406) |
(1,279,552) |
(321,684) |
(1,010,172) |
(402,406) |
(1,279,552) | |||||||
Amortization of intangible asset acquired |
(7,141) |
(21,423) |
28,641 |
85,922 |
- |
- |
36,297 |
108,892 | |||||||
Interest of shareholdrs' equity |
- |
107,366 |
- |
101,560 |
- |
107,366 |
- |
101,560 | |||||||
Other permanent additions, net |
1,678 |
4,164 |
690 |
701 |
1,834 |
4,760 |
1,310 |
1,346 | |||||||
Calculation base |
(16,030) |
61,245 |
(3,465) |
46,896 |
(8,732) |
83,264 |
4,812 |
70,511 | |||||||
Statutory rate |
9% |
9% |
9% |
9% |
25% |
25% |
25% |
25% | |||||||
Tax credit / (debit) result |
1,443 |
(5,512) |
312 |
(4,221) |
2,183 |
(20,816) |
(1,203) |
(17,628) | |||||||
Tax credit not recorded |
(396) |
(396) |
- |
- |
(532) |
(532) |
- |
12 | |||||||
Total |
1,046 |
(5,908) |
312 |
(4,221) |
1,651 |
(21,348) |
(1,203) |
(17,615) | |||||||
Current |
925 |
(3,932) |
260 |
(2,918) |
1,252 |
(14,882) |
(775) |
(12,347) | |||||||
Deferred |
121 |
(1,976) |
52 |
(1,303) |
399 |
(6,466) |
(427) |
(5,268) | |||||||
Consolidated | |||||||||||||||
Social contribution |
Income tax | ||||||||||||||
2012 |
2011 |
2012 |
2011 | ||||||||||||
3rd quarter |
|
Nine months |
3rd quarter |
|
Nine months |
3rd quarter |
|
Nine months |
3rd quarter |
|
Nine months | ||||
Income before taxes |
505,397 |
1,547,559 |
577,268 |
1,755,159 |
505,397 |
1,547,559 |
577,268 |
1,755,159 | |||||||
Adjustments to reflect effective rate: |
|||||||||||||||
Amortization of intangible asset acquired |
58,584 |
159,753 |
28,778 |
86,059 |
66,049 |
182,147 |
36,735 |
109,937 | |||||||
Realization CMC |
1,498 |
5,538 |
2,514 |
7,670 |
- |
- |
- |
- | |||||||
Tax incentives - PIIT |
(3,883) |
(6,781) |
(5,864) |
(8,013) |
(3,883) |
(6,781) |
(5,864) |
(8,013) | |||||||
Effect of presumed profit system |
(43,811) |
(108,185) |
(20,475) |
(34,687) |
(44,765) |
(127,241) |
(24,104) |
(40,482) | |||||||
Adjustment of excess and surplus revenue of reactive |
6,480 |
23,857 |
- |
- |
6,480 |
23,857 |
- |
- | |||||||
Other permanent additions / (exclusions), net |
(20,497) |
(6,067) |
6,279 |
11,437 |
(44,758) |
(41,605) |
(2,878) |
(7,112) | |||||||
Calculation base |
503,769 |
1,615,674 |
588,498 |
1,817,623 |
484,520 |
1,577,936 |
581,157 |
1,809,488 | |||||||
Statutory rate |
9% |
9% |
9% |
9% |
25% |
25% |
25% |
25% | |||||||
Tax credit / (debit) result |
(45,339) |
(145,411) |
(52,965) |
(163,586) |
(121,130) |
(394,484) |
(145,289) |
(452,372) | |||||||
Tax credit recorded/(not recorded) |
(4,837) |
(8,434) |
(1) |
(62) |
(12,612) |
(20,925) |
52 |
(116) | |||||||
Total |
(50,176) |
(153,845) |
(52,966) |
(163,648) |
(133,742) |
(415,409) |
(145,237) |
(452,488) | |||||||
|
|||||||||||||||
Current |
(65,463) |
(184,334) |
(52,181) |
(147,416) |
(172,636) |
(495,338) |
(142,841) |
(408,874) | |||||||
Deferred |
15,287 |
30,489 |
(785) |
(16,232) |
38,894 |
79,929 |
(2,396) |
(43,614) |
( 10 ) FINANCIAL ASSET OF CONCESSION
Consolidated | |
As of December 31, 2011 |
1,376,664 |
Additions |
379,957 |
Effect of change in amortization rates |
300,235 |
Change in the fair value |
104,465 |
Disposal |
(4,081) |
As of September 30, 2012 |
2,157,240 |
The balance refers to the fair value of the financial asset in relation to the right established in the energy distributors’ concession agreements to receive payment on reversal of the assets to Grantor at the end of the concession.
As mentioned in Note 14, ANEEL reviewed in 2012 the amortization rates for the electricity sector assets. The new rates came into effect on January 1, 2012 and on average, increased the useful life of the electric energy distribution assets.
Management believes that this fact changed the contractual conditions of concession related to reimbursement of investments performed in the infrastructure linked to the services rendered.
Therefore, based on the new useful lives specified by the regulatory body, the Company recalculated the financial asset at January 1, 2012, which corresponds to the amount subject to indemnification at the end of the concession, which will be recovered directly from the Grantor and as a result, the amount of R$ 300,235 was recognized as an increment to the asset, set against the intangible concession asset to adequate the portion which will be recovered through services rendered (sale of energy).
38
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Under the current tariff model, interest on the asset is recognized in profit or loss on billing the consumers and realized on receipt of the electric energy bills. The difference in relation to the adjustment to fair value is recognized in Other Comprehensive Income.
Write-offs in 2012 include the amount of R$ 952 relating to write-downs resulting from physical inventories carried out due to the implementation of the Electricity Sector Equity Control Manual – MCPSE (Resolution No 367 of June 2, 2009) in the subsidiaries CPFL Piratininga, CPFL Santa Cruz, CPFL Jaguari, CPFL Leste Paulista, CPFL Sul Paulista e CPFL Mococa, recorded in the quarter as Other Financial Expenses (note 14).
( 11 ) OTHER CREDITS
Consolidated | ||||||||
Current |
Noncurrent | |||||||
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | |||||
Receivables - consortia |
27 |
27 |
- |
- | ||||
Advances - Fundação CESP |
17,977 |
15,518 |
- |
- | ||||
Advances to suppliers |
20,973 |
37,951 |
- |
- | ||||
Pledges, funds and tied deposits |
1,431 |
1,548 |
265,559 |
115,517 | ||||
Fund tied to foreign currency loans |
- |
- |
33,868 |
29,774 | ||||
Orders in progress |
212,033 |
156,524 |
- |
- | ||||
Outside Services |
11,766 |
10,962 |
- |
- | ||||
Reimbursement RGR |
3,701 |
4,590 |
- |
1,909 | ||||
Advance to energy purchase agreements |
51,658 |
44,399 |
41,961 |
58,620 | ||||
Collection agreements |
59,119 |
57,377 |
- |
- | ||||
Prepaid expenses |
47,936 |
5,695 |
520 |
1,355 | ||||
Receivables - Business Combination |
- |
- |
23,950 |
13,950 | ||||
Advances to employees |
15,592 |
4,751 |
- |
- | ||||
Other |
41,480 |
70,596 |
66,315 |
58,337 | ||||
Total |
483,693 |
409,938 |
432,172 |
279,461 |
At September 30, the Other Credits balance is net of the allowance for doubtful accounts of R$ 32,529 related to the accounts of Outside Services, Collection agreements and Others.
( 12 ) INVESTMENTS
Parent company | |||
September 30, 2012 |
December 31, 2011 | ||
Permanent equity interests - equity method |
|||
By shareholders' equity of the subsidiary |
5,063,720 |
5,357,729 | |
Value-added of assets, net |
1,148,791 |
1,251,131 | |
Goodwill |
6,054 |
6,054 | |
Total |
6,218,565 |
6,614,915 |
12.1 - Permanent Equity Interests – equity method:
39
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The main information on the investments in direct permanent equity interests is as follows:
September 30, 2012 |
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | |||||||||||||
Investiment |
Number of shares (thousand) |
Total assets |
Capital |
Shareholders' Equity |
Profit or loss for the period |
Shareholders Equity Interest |
Equity in Subsidiaries | ||||||||||
CPFL Paulista |
177,909 |
6,690,447 |
177,909 |
741,976 |
390,025 |
741,976 |
897,984 |
390,025 |
447,510 | ||||||||
CPFL Piratininga |
53,031,259 |
2,553,114 |
92,183 |
319,245 |
129,215 |
319,245 |
388,980 |
129,215 |
248,272 | ||||||||
CPFL Santa Cruz |
371,772 |
297,270 |
60,169 |
110,888 |
21,543 |
110,888 |
116,634 |
21,544 |
23,675 | ||||||||
CPFL Leste Paulista |
895,733 |
169,838 |
23,975 |
67,134 |
6,215 |
67,134 |
68,587 |
6,215 |
10,142 | ||||||||
CPFL Sul Paulista |
463,482 |
150,266 |
24,866 |
61,949 |
9,852 |
61,949 |
64,465 |
9,852 |
13,266 | ||||||||
CPFL Jaguari |
212,126 |
122,741 |
16,428 |
41,450 |
6,613 |
41,450 |
43,430 |
6,613 |
10,661 | ||||||||
CPFL Mococa |
121,761 |
91,820 |
15,945 |
35,631 |
2,913 |
35,631 |
37,634 |
2,913 |
5,423 | ||||||||
RGE |
807,168 |
3,274,140 |
901,787 |
1,226,706 |
207,774 |
1,226,706 |
1,267,268 |
207,774 |
176,350 | ||||||||
CPFL Geração |
205,487,716 |
4,537,563 |
1,039,618 |
2,461,009 |
233,561 |
2,461,009 |
2,483,750 |
235,254 |
210,525 | ||||||||
CPFL Jaguari Geração (*) |
40,108 |
44,589 |
40,108 |
44,593 |
6,675 |
44,593 |
47,909 |
6,675 |
6,922 | ||||||||
CPFL Brasil |
11,998 |
1,640,407 |
11,999 |
83,520 |
70,361 |
(106,780) |
(112,633) |
71,673 |
110,066 | ||||||||
CPFL Planalto (*) |
630 |
12,176 |
630 |
3,621 |
8,091 |
3,621 |
8,225 |
8,091 |
10,387 | ||||||||
CPFL Serviços |
1,482,334 |
56,371 |
19,966 |
25,174 |
7,743 |
25,174 |
25,330 |
7,743 |
4,454 | ||||||||
CPFL Atende (*) |
1 |
21,799 |
13,991 |
14,409 |
1,939 |
14,409 |
14,329 |
1,939 |
1,060 | ||||||||
Nect (*) |
2,059 |
12,797 |
2,059 |
3,640 |
4,744 |
3,640 |
3,859 |
4,744 |
927 | ||||||||
CPFL Total (*) |
19,005 |
30,933 |
19,005 |
21,202 |
4,380 |
11,157 |
- |
2,305 |
- | ||||||||
CPFL Jaguariuna (*) |
189,620 |
2,501 |
2,926 |
1,913 |
(65) |
1,913 |
1,977 |
(65) |
(88) | ||||||||
CPFL Telecom |
19,900 |
6 |
20 |
6 |
- |
6 |
- |
- |
- | ||||||||
Subtotal - By shareholders' equity of the subsidiary |
5,063,720 |
5,357,729 |
1,112,512 |
1,279,552 | |||||||||||||
Amortization of added value on assets |
- |
- |
- |
- |
- |
- |
- |
(102,340) |
- | ||||||||
Total |
5,063,720 |
5,357,729 |
1,010,172 |
1,279,552 | |||||||||||||
(*) Number of quotes |
The amounts related to the subsidiaries CPFL Geração and CPFL Brasil were adjusted for equity purposes, due to the effects of CPFL Renováveis business combination (note 12.4).
The added value on net assets acquired in business combinations are classified, in the parent company balance sheet, under Investments. From the 3rd quarter onwards, in the parent company income statement, the amortization of added value of assets (R$ 102,340 in the period of nine months and R$ 34,113 in the third quarter) is recorded under “income from equity in subsidiaries” in better conformity with ICPC 09.
Changes on investments in subsidiaries are as follows:
Investment |
Investment as of December 31, 2011 |
Capital increase /payment of capital |
|
Equity in subsidiary (profit or loss) |
|
Equity in subsidiary (Other comprehensive income) |
|
Capital reserve |
|
Dividend and Interest on shareholders´s equity |
|
Investment as of September 30, 2012 | ||
CPFL Paulista |
897,984 |
- |
390,025 |
29,103 |
- |
(575,136) |
741,976 | |||||||
CPFL Piratininga |
388,980 |
- |
129,215 |
12,812 |
- |
(211,761) |
319,245 | |||||||
CPFL Santa Cruz |
116,634 |
- |
21,544 |
5,531 |
- |
(32,821) |
110,888 | |||||||
CPFL Leste Paulista |
68,587 |
- |
6,215 |
3,250 |
- |
(10,919) |
67,134 | |||||||
CPFL Sul Paulista |
64,465 |
- |
9,852 |
2,668 |
- |
(15,037) |
61,949 | |||||||
CPFL Jaguari |
43,430 |
- |
6,613 |
1,451 |
- |
(10,044) |
41,450 | |||||||
CPFL Mococa |
37,634 |
- |
2,913 |
1,350 |
- |
(6,266) |
35,631 | |||||||
RGE |
1,267,268 |
- |
207,774 |
12,979 |
- |
(261,315) |
1,226,706 | |||||||
CPFL Geração |
2,483,750 |
- |
235,254 |
- |
(1,693) |
(256,302) |
2,461,009 | |||||||
CPFL Jaguari Geração |
47,909 |
- |
6,675 |
- |
- |
(9,991) |
44,593 | |||||||
CPFL Brasil |
(112,633) |
9,000 |
71,673 |
- |
(1,312) |
(73,508) |
(106,780) | |||||||
CPFL Planalto |
8,225 |
- |
8,091 |
- |
- |
(12,696) |
3,621 | |||||||
CPFL Serviços |
25,330 |
- |
7,743 |
- |
- |
(7,900) |
25,174 | |||||||
CPFL Atende |
14,329 |
- |
1,939 |
- |
- |
(1,859) |
14,409 | |||||||
Nect |
3,859 |
- |
4,744 |
- |
- |
(4,963) |
3,640 | |||||||
CPFL Total |
- |
10,000 |
2,305 |
- |
- |
(1,142) |
11,157 | |||||||
CPFL Jaguariuna |
1,977 |
- |
(65) |
- |
- |
- |
1,913 | |||||||
CPFL Telecom |
- |
6 |
- |
- |
- |
- |
6 | |||||||
5,357,729 |
19,006 |
1,112,512 |
69,144 |
(3,005) |
(1,491,661) |
5,063,720 |
12.1.1 – Corporate restructuring of Bio Itapaci (CPFL Telecom)
The Board of Directors’ meeting on June 27, 2012, approved the acquisition by CPFL Energia of 100% of the shares representing the total capital of CPFL Bio Itapaci held by the subsidiary CPFL Brasil.
40
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Also in June 2012, the corporate name of CPFL Bio Itapaci was changed to CPFL Telecom S.A., and the corporate purpose became the provision and exploration of services in the area of telecommunications and participation in the capital of other companies with similar business activities.
As this transaction was between companies under the same control, it is not within the scope of application of CPC 15/IFRS 3 and it was recorded at cost. This transaction did not generate any gain or loss.
12.2 – Added value and goodwill
Net adjustment to fair value (added value), upon Business Combination refers mainly to the right to the concession, acquired through business combinations. The goodwill relates mainly to the acquisition of investments, based on projections of future income.
The amounts have been presented in intangible assets in the consolidated financial statements (note 14).
12.3 – Dividends and Interest on shareholders’ equity receivable
Parent company | |||||||||||
Dividends |
Interest on Shareholders´ Equity |
Total | |||||||||
Investment |
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | |||||
CPFL Paulista |
254,294 |
- |
12,683 |
- |
266,978 |
- | |||||
CPFL Piratininga |
88,211 |
- |
5,879 |
- |
94,090 |
- | |||||
CPFL Santa Cruz |
14,481 |
- |
2,043 |
- |
16,524 |
- | |||||
CPFL Sul Paulista |
5,153 |
6,996 |
1,130 |
1,130 |
6,282 |
8,126 | |||||
CPFL Jaguari |
- |
6,891 |
- |
790 |
- |
7,682 | |||||
RGE |
- |
76,413 |
- |
30,044 |
- |
106,457 | |||||
CPFL Planalto |
5,101 |
- |
- |
- |
5,101 |
- | |||||
CPFL Serviços |
10,787 |
3,648 |
646 |
- |
11,433 |
3,648 | |||||
CPFL Atende |
1,102 |
- |
357 |
- |
1,459 |
- | |||||
Nect |
3,253 |
- |
- |
- |
3,253 |
- | |||||
382,383 |
93,949 |
22,738 |
31,964 |
405,121 |
125,913 |
After resolution of the Annual General Meeting (AGM/EGM) of its subsidiaries, the Company recorded in the first semester, dividends and interest on equity receivable of R$ 740,789 for 2011. Additionally, the subsidiaries declared interim interest on shareholders’ equity of R$ 107,366 (R$ 91,261 net of income tax withheld at source) and R$ 643,506 as interim dividends of during the period based on the profits of the first semester of 2012. As a result of the Board of Directors’ approval in June and August 2012, respectively, these amounts were recorded as dividend and interest on shareholders´ equity receivable.
From the amounts recorded as accounts receivable, R$ 1,196,348 has been received by the Company.
12.4 – Business combinations – 2011
12.4.1 – CPFL Renováveis corporate restructuring
In April 2011, with the objective of consolidating experience in the renewable energy sector and increasing synergies, the Company signed an agreement with the shareholders of ERSA Energia Renováveis S.A (“ERSA”) to merge renewable energy assets and projects held in its subsidiaries (in the case of CPFL, assets of the subsidiaries CPFL Geração and CPFL Brasil). After a series of planned restructurings, fully detailed in Financial Statements as of December 31, 2011, CPFL Geração and CPFL Brasil have joined the shareholders of ERSA as majority shareholders, resulting in the creation of CPFL Energias Renováveis S.A.
According the shareholders’ agreement of CPFL Renováveis, in the event the indirect subsidiary fails to go public in an initial public offering (IPO) within 2 years of the date of signing of the agreement, up to August 24, 2013, all of the non-controlling shareholders of CPFL Renováveis, individually, are entitled to sell their shares to CPFL Energia or to any third party(ies) nominated by CPFL Energia, and CPFL Energia has the obligation to buy them, paying in cash, shares issued by CPFL Energia or a combination of cash and shares.
41
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
12.5 – Business combinations – 2012
Atlântica I Parque Eólico S.A., Atlântica II Parque Eólico S.A., Atlântica IV Parque Eólico S.A. e Atlântica V Parque Eólico S.A. (“Atlântica Complex”)
In January 2012, the indirect subsidiary CPFL Renováveis signed a share purchase agreement with Cobra Instalaciones Y Servicios S.A., with the objective of acquiring 100% of the shares in Atlântica I Parque Eólico S.A., Atlântica II Parque Eólico S.A., Atlântica IV Parque Eólico S.A. and Atlântica V Parque Eólico S.A.. These companies hold authorizations to generate electric energy from wind power under the Independent Producer System, for a period of 35 years, by installation of their respective wind power plants, with joint installed power of 120 MW (physical information not reviewed by the indenpendent auditors).
ANEEL has approved transfer of the control of the Atlântica Complex to CPFL Renováveis, as published on March 26, 2012. The amount of R$ 24,528 was paid to the sellers in March 2012.
Bons Ventos Geradora de Energia S.A.
According to an Announcement to the Market, published on June 19, 2012, the indirect subsidiary CPFL Renováveis acquired the total capital stock of BVP S.A., a subsidiary of Bons Ventos Geradora de Energia S.A. (“Bons Ventos”). The total price of the acquisition was R$ 1,095,291, involving: (i) the payment to the sellers of the amount of R$ 445,124; (ii) the assumption of net debt in the amount of R$ 439,191; and (iii) R$ 127,548 for settlement of debentures issued by Bons Ventos Geradora de Energia S.A. Furthermore, the subsidiary added, as an adjustment to the purchase price, the amount of R$ 83.428.
Bons Ventos has an authorization granted by ANEEL to exploit the Taíba Albatroz, Bons Ventos, Enacel and Canoa Quebrada wind power plants, with installed capacity of 157,5 MW. These wind power plants are located in the State of Ceará and are in full commercial operation. All the energy has been contracted to Eletrobrás for twenty years, under the PROINFA Program (Programa de Incentivo às Fontes Alternativas de Energia Elétrica) (physical information not reviewed by the independent auditors).
As per the Material Fact published on June 19, 2012, ANEEL has approved transfer of the control of BVP to the CPFL Renováveis.
Usina Ester (SPE Lacenas) - concluded in October 2012.
In March 2012, the subsidiary CPFL Renováveis acquired 100% of the biomass electric energy and steam generation assets of SPE Lacenas Participações Ltda., a subsidiary of Usina Açucareira Ester (“Usina Ester”). Around 7 MW average of co-generation energy from Usina Ester were commercialized in the 2007 alternative sources auction (LFA), for a period of 15 years and at an average selling price of R$ 177 per MWh (as at January 2012). The remaining 2.8 MW of energy will be sold on the free market (physical information and energy capacity data not reviewed by the independent auditors).
42
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The transfer of control of SPE Lacenas to the subsidiary was conditional upon approval from ANEEL, which was obtained and the acquisition was concluded on October 18, 2012 (note 34).
The total acquisition price of the assets after the adjustments provided for in the contract R$ 111,500, comprising: (i) R$ 55,244 paid by the buyer to the sellers; and (ii) assumption of a net debt of R$ 56,256 shown in the balance sheet of the acquired company.
a) Additional information on the acquisition of the subsidiaries Atlântica Complex and BVP (estimated).
Atlântica Complex |
Bons Ventos |
Lacenas | |||
March |
June 19, 2012 |
September 30, 2012 (*) | |||
(Estimated) | |||||
Cash and cash equivalents transferred as consideration by the acquirer: |
|||||
Cash transferred or to be transferred to sellers |
24,000 |
445,124 |
55,244 | ||
Cash tranferred directly to BVP to debt payment and sellers expenses |
- |
127,548 |
- | ||
Price adjustment paid to sellers according to contractual obligations |
528 |
83,428 |
- | ||
Total transferred consideration (paid) |
24,528 |
656,100 |
55,244 | ||
(*) Transaction completed in October 2012 |
b) Assets acquired and liabilities recognized on the acquisition date
With regard to the acquisitions, all the consideration transferred (paid) was allocated to assets acquired and liabilities assumed at their fair values, including the intangible assets associated with the authorized exploration rights, and will be amortized over the remaining terms of the authorizations linked to exploration of the ventures purchased. Consequently, as the whole amount paid was allocated to identified assets and liabilities, no residual amount was allocated to goodwill for this transaction.
The initial accounting for the acquisitions of Atlântica Complex and Bons Ventos was determined provisionally at February 29, 2012 and May 31, 2012, respectively, based on a financial and economic assessment report prepared by specialists hired by the subsidiary’s Management and on analyses carried out by Management itself. However, the necessary market appraisals and other calculations had not been finalized by the date on which these interim financial statements were prepared and consequently, the allocations were only determined provisionally, based on Management’s best estimate of these values. On conclusion of the accounting for this business combination, the allocation of the amount paid between assets and liabilities may undergo changes. After the initial recognition of the acquisition of Atlântica Complex, the initial accounting was adjusted by a reclassification of R$ 24 million from the intangible asset of concession exploration rights and property, plant and equipment (and respective tax impacts).
The Management of CPFL Renováveis does not expect the amount allocated as the right to exploit these acquisitions to be deductible for tax purposes on the acquisition date, and has therefore recorded deferred income tax and social contribution in relation to the difference between the amounts allocated and the tax bases of these assets.
43
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Atlântica Complex |
Bons Ventos |
Lacenas | ||||
March |
June 19, 2012 |
September | ||||
(Estimated) | ||||||
Current assets: |
||||||
Cash and cash equivalents |
186 |
28,092 |
- | |||
Receivables |
- |
16,232 |
- | |||
Taxes recovarable |
- |
5,116 |
- | |||
Prepaid expenses |
121 |
848 |
- | |||
Other Current Assets |
37 |
1,023 |
- | |||
Noncurrent assets: |
||||||
Pledges, funds and tied deposits |
- |
38,752 |
- | |||
Deferred taxes |
- |
57,121 |
- | |||
Other credits |
10,000 |
- | ||||
Fixed Assets |
23,007 |
571,495 |
100,591 | |||
Liabilities: |
||||||
Suppliers |
54 |
14,430 |
- | |||
Loans and debentures |
- |
39,324 |
7,418 | |||
Tax and labour liabilities |
5 |
4,571 |
- | |||
Consumers prepayment |
- |
17,553 |
880 | |||
Other liabilities |
- |
603 |
- | |||
Noncurrent liabilities: |
||||||
Loans and debentures |
- |
455,239 |
48,838 | |||
Suppliers |
- |
5,818 |
- | |||
Deferred taxes |
- |
7,675 |
- | |||
Reserve for disposal of assets and environmental liabilities |
- |
14,144 |
- | |||
Acquired net assets |
23,292 |
169,322 |
43,455 | |||
(*) Transaction completed in October 2012 |
c) Determination of intangible assets (exploration rights)
Atlântica Complex |
Bons Ventos |
Lacenas | |||
March |
June 19, 2012 |
September | |||
(Estimated) | |||||
Consideration transferred / to be transferred (paid) |
24,528 |
656,100 |
55,244 | ||
Less: Fair value of identifiable acquired net assets |
(23,292) |
(169,322) |
(43,455) | ||
Amount allocated as a right of exploitation |
1,236 |
486,778 |
11,789 | ||
Tax effects |
637 |
250,765 |
6,073 | ||
Amount allocated to right of exploitation after tax effects |
1,873 |
737,543 |
17,862 | ||
(*) Transaction completed in October 2012 |
The exploration rights will be amortized over the remaining term of the authorizations to exploit the ventures, over an estimated average term of 23 years for the Atlântica Complex, 21 years for Bons Ventos and 20 years for Lacenas (Usina Ester).
d) Net cash outflow on acquisition of the subsidiaries
44
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
|
Atlântica Complex |
Bons Ventos |
Lacenas | ||
|
March |
June 19, 2012 |
September 30, 2012 (*) | ||
|
(Estimated) | ||||
Cash consideration |
24,528 |
656,100 |
55,244 | ||
Less: acquired cash and cash equivalents |
(186) |
(28,092) |
- | ||
Net cash of acquisition |
24,342 |
628,008 |
55,244 | ||
(*) Transaction completed in October 2012 |
e) Impact of the acquisitions in 2012 on the profit and loss
The acquisition of Atlântica Complex was completed on March 26, 2012, with the opening balance sheet as at February 29, 2012. The interim financial statements on September 30, 2012 therefore include seven months of this indirect subsidiary’s operations.
The acquisition of Bons Ventos was completed on June 19, 2012, with the opening balance sheet as at May 31, 2012. As such, the consolidated interim financial statements for the nine month period ended in September 30, 2012 included four month’s operation of this indirect subsidiary.
The acquisition of SPE Lacenas was not concluded as at September 30, 2012. As such, the operations of SPE Lacenas had no impact to be recorded in the consolidated interim financial statements for the nine month period ended in September 30, 2012.
The net operating revenue and profit for the period, from the acquisition date, were fully consolidated in CPFL Renováveis and correspond to R$ 56,605 and R$ 16,486, respectively.
The net operating revenue and net income of CPFL Renováveis and CPFL Energia, if the acquisition had occurred on January 1, 2012, would be impacted in R$ 57,463 and R$ (25,901). In relation to Atlântica Complex, there would not have been any impact, since it is under construction.
( 13 ) PROPERTY, PLANT AND EQUIPMENT
Consolidated | |||||||||||||||||||
Land |
Reservoirs, dams and water mains |
Buildings, construction and improvements |
Machinery and equipment |
Vehicles |
Furniture and fittings |
In progress |
Property, plant and equipment |
ANEEL reimbursement |
Property, plant and equipment net | ||||||||||
As of December 31, 2011 |
246,853 |
1,577,892 |
2,316,149 |
3,066,271 |
3,509 |
15,785 |
1,065,615 |
8,292,075 |
- |
8,292,076 | |||||||||
Cost |
250,757 |
1,926,694 |
2,757,021 |
4,006,964 |
8,799 |
21,657 |
1,065,615 |
10,037,507 |
- |
10,037,507 | |||||||||
Accumulated depreciation |
(3,903) |
(348,802) |
(440,873) |
(940,692) |
(5,290) |
(5,873) |
- |
(1,745,431) |
- |
(1,745,431) | |||||||||
- |
- |
- | |||||||||||||||||
Additions |
- |
1,521 |
1,101 |
7,807 |
79 |
203 |
914,132 |
924,843 |
(6,452) |
918,391 | |||||||||
Disposals |
(19) |
(2,104) |
(10,989) |
(6,291) |
(548) |
(291) |
1,973 |
(18,269) |
- |
(18,269) | |||||||||
Reversion of provision to environmental costs |
- |
(66,773) |
- |
- |
188 |
- |
(188) |
(66,773) |
- |
(66,773) | |||||||||
Transfers |
(26,962) |
673,914 |
(769,948) |
1,469,684 |
2,685 |
9,413 |
(1,358,785) |
- |
- |
- | |||||||||
Transfers - other assets |
- |
- |
- |
- |
- |
- |
(6,876) |
(6,876) |
- |
(6,876) | |||||||||
Reclassification of cost |
- |
217,453 |
(333,674) |
115,337 |
14 |
870 |
- |
- |
- |
- | |||||||||
Depreciation |
(11,608) |
(73,520) |
(46,411) |
(153,511) |
(938) |
(1,397) |
- |
(287,384) |
165 |
(287,219) | |||||||||
Disposal of depreciation |
- |
(14,025) |
49,829 |
(21,914) |
388 |
(487) |
- |
13,791 |
- |
13,791 | |||||||||
Reclassification of depreciation |
- |
(71,624) |
92,615 |
(20,620) |
(13) |
(358) |
- |
- |
- |
- | |||||||||
Business Combination |
60 |
- |
158,036 |
419,535 |
- |
108 |
16,763 |
594,502 |
- |
594,502 | |||||||||
As of September 30, 2012 |
208,325 |
2,242,734 |
1,456,707 |
4,876,299 |
5,364 |
23,847 |
632,634 |
9,445,909 |
(6,286) |
9,439,624 | |||||||||
Cost |
223,835 |
2,750,705 |
1,822,778 |
6,090,647 |
11,217 |
32,009 |
632,634 |
11,563,825 |
(6,452) |
11,557,375 | |||||||||
Accumulated depreciation |
(15,510) |
(507,971) |
(366,071) |
(1,214,349) |
(5,853) |
(8,162) |
- |
(2,117,916) |
165 |
(2,117,750) | |||||||||
Average depreciation rate |
3.86% |
2.83% |
2.99% |
4.15% |
16.16% |
6.50% |
45
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
On February 4, 2012, with Resolution no 474, ANEEL established new annual depreciation rates for the operational assets granted in the electricity sector. The new rates substitute those of the Electricity Sector Equity Control Manual – MCPSE, approved by Resolution no 367 of June 2, 2009, and came into effect on January 1, 2012. This resulted in a reduction in the useful life of the generation assets, and in conformity with CPC 23, the Company changed the depreciation of property, plant and equipment prospectively as from that date, resulting in an incremental in depreciation expense in the period of R$ 6,884.
In conformity with CPC 20, the interest on the loans taken out by the subsidiaries to finance the construction is capitalized during the construction phase. For further details of construction assets and fund raising costs, see note 29.
As a result of reconciliation of the assets base for implementation of the Equity Control Manual, determined by ANEEL Resolution nº 367/2009, certain assets were reclassified, as shown under transfers and reclassification of depreciation.
As a consequence of its practice of reviewing and updating provisions, the indirect subsidiary CPFL Renováveis revised its estimates of expenditure on social and environmental costs and, as a result, made a reversal in the period of R$ 66,773, against property, plant and equipment, where the provision had originally been made.
( 14 ) INTANGIBLE ASSETS
Consolidated | |||||||||||||
Concession right |
|||||||||||||
Goodwill |
Acquired in business combinations |
Distribution infrastructure - operational |
Distribution infrastructure - in progress |
Public utilities |
Other intangible assets |
TOTAL | |||||||
Intangible asset at December 31, 2011 |
6,115 |
4,120,388 |
3,584,408 |
730,807 |
382,570 |
103,150 |
8,927,439 | ||||||
Cost |
6,152 |
6,016,243 |
8,975,287 |
730,807 |
407,286 |
174,390 |
16,310,165 | ||||||
Amortization Accumulated |
(37) |
(1,895,854) |
(5,390,879) |
- |
(24,716) |
(71,239) |
(7,382,725) | ||||||
Additions |
- |
749,973 |
- |
1,052,856 |
- |
14,801 |
1,817,630 | ||||||
Amortization |
- |
(210,089) |
(287,596) |
- |
(29,086) |
(15,459) |
(542,230) | ||||||
Transfer - intangible assets |
- |
- |
713,997 |
(713,997) |
- |
- |
- | ||||||
Transfer - financial asset |
- |
- |
(300,235) |
(379,957) |
- |
- |
(680,193) | ||||||
Transfer - other assets |
- |
- |
7,025 |
- |
- |
733 |
7,757 | ||||||
Disposals |
- |
- |
(16,537) |
- |
- |
- |
(16,537) | ||||||
Intangible asset at September 30, 2012 |
6,115 |
4,660,272 |
3,701,062 |
689,708 |
353,484 |
103,226 |
9,513,867 | ||||||
Cost |
6,152 |
6,765,975 |
9,355,989 |
689,708 |
383,671 |
190,883 |
17,392,378 | ||||||
Amortization Accumulated |
(37) |
(2,105,702) |
(5,654,927) |
- |
(30,187) |
(87,657) |
(7,878,510) |
At September 30, 2012, from the total intangible assets acquired through business combinations, R$ 749,973 relate to CPFL Renováveis, due to acquisition of indirect subsidiary Atlântica Complex and Bons Ventos (note 12).
As mentioned in Note 10, as a result of ANEEL’s review of the useful life of electric energy distribution assets, the distributors’ intangible concession asset amortization changed effective date from January 1, 2012. Additionally to the effects described in note 10, related to transfer from intangible assets to financial asset, on average, the useful life of these assets increased. Consequently, and in conformity with CPC 23, the Company changed the amortization of the intangible asset prospectively as from that date, resulting in a decrease of R$ 42,287 in amortization expense in the period.
As a result of the implementation of the Electricity Sector Equity Control Manual – MCPSE, (Resolution no 367 of June 2, 2009), subsidiaries CPFL Piratininga, CPFL Santa Cruz, CPFL Jaguari, CPFL Leste Paulista, CPFL Sul Paulista and CPFL Mococa carried out physical inventories which resulted in write-downs in the quarter of assets of R$ 16,537, recorded as Other Operating Expenses. The write-offs relating to the portion of the respective financial assets are described in note 10.
46
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
In the consolidated financial statements, the amounts of amortization are recorded in the income statement, under the following headings: (i) “Depreciation and amortization” (R$ 348,678) for amortization of the intangible assets relating to Distribution Infrastructure, Use of Public Utilities and Other Intangible Assets; and (ii) “Intangible of concession amortization” (R$ 210,089) for the amortization of the intangible asset Acquired through Business Combination (note 28).
In conformity with CPC 20, the interest on the loans taken out by the subsidiaries is capitalized to qualifying intangible assets. For further details of construction assets and fund raising costs, see note 29.
14.1 Intangible asset acquired in business combinations
The following table shows the breakdown of the intangible asset of the right to exploit the concession acquired in business combinations:
47
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | |||||||||||
September 30, 2012 |
December 31, 2011 |
Annual amortization rate | |||||||||
Historic cost |
Accumulated amortization |
Net value |
Net value |
2012 |
2011 | ||||||
Intangible asset - acquired in business combinations |
|||||||||||
Intangible asset acquired, not merged |
|||||||||||
Parent company |
|||||||||||
CPFL Paulista |
304,861 |
(133,947) |
170,914 |
184,743 |
6.05% |
6.33% | |||||
CPFL Piratininga |
39,065 |
(16,434) |
22,631 |
24,264 |
5.58% |
5.99% | |||||
RGE |
3,150 |
(968) |
2,182 |
2,345 |
6.90% |
6.81% | |||||
CPFL Geração |
54,555 |
(23,045) |
31,510 |
33,659 |
5.28% |
5.63% | |||||
CPFL Santa Cruz |
9 |
(4) |
5 |
6 |
16.25% |
21.17% | |||||
CPFL Leste Paulista |
3,333 |
(1,525) |
1,808 |
2,212 |
16.16% |
20.30% | |||||
CPFL Sul Paulista |
7,288 |
(3,294) |
3,994 |
4,973 |
17.90% |
18.98% | |||||
CPFL Jaguari |
5,213 |
(2,456) |
2,757 |
3,320 |
14.40% |
22.68% | |||||
CPFL Mococa |
9,110 |
(4,328) |
4,781 |
6,031 |
18.29% |
19.87% | |||||
CPFL Jaguari Geração |
7,896 |
(1,571) |
6,325 |
6,777 |
7.64% |
8.17% | |||||
434,480 |
(187,573) |
246,907 |
268,331 |
||||||||
Subsidiaries |
|||||||||||
ENERCAN |
10,233 |
(3,504) |
6,729 |
7,210 |
6.27% |
6.90% | |||||
Barra Grande |
3,081 |
(1,323) |
1,758 |
1,884 |
5.49% |
5.98% | |||||
Chapecoense |
7,376 |
(646) |
6,730 |
7,075 |
6.06% |
4.08% | |||||
EPASA |
499 |
(37) |
462 |
479 |
4.76% |
3.85% | |||||
CPFL Renováveis |
3,068,312 |
(97,369) |
2,970,943 |
2,299,807 |
3.10% |
3.82% | |||||
Others |
14,478 |
(12,493) |
1,985 |
2,527 |
4.99% |
4.99% | |||||
3,103,978 |
(115,372) |
2,988,606 |
2,318,983 |
||||||||
Subtotal |
3,538,458 |
(302,944) |
3,235,514 |
2,587,314 |
|||||||
Intangible asset acquired and merged – Deductible |
|||||||||||
Subsidiaries |
|||||||||||
RGE |
1,120,266 |
(772,953) |
347,313 |
361,908 |
1.74% |
1.68% | |||||
CPFL Geração |
426,450 |
(250,889) |
175,561 |
188,367 |
4.00% |
4.25% | |||||
Subtotal |
1,546,716 |
(1,023,842) |
522,874 |
550,274 |
|||||||
Intangible asset acquired and merged – Reassessed |
|||||||||||
Parent company |
|||||||||||
CPFL Paulista |
1,074,026 |
(521,471) |
552,555 |
596,709 |
5.48% |
5.75% | |||||
CPFL Piratininga |
115,762 |
(48,700) |
67,062 |
71,903 |
5.58% |
5.99% | |||||
RGE |
310,128 |
(102,726) |
207,402 |
222,894 |
6.69% |
6.58% | |||||
CPFL Santa Cruz |
61,685 |
(41,637) |
20,048 |
24,698 |
10.05% |
13.10% | |||||
CPFL Leste Paulista |
27,034 |
(15,566) |
11,468 |
14,289 |
13.91% |
15.59% | |||||
CPFL Sul Paulista |
38,168 |
(21,768) |
16,401 |
20,557 |
14.52% |
15.16% | |||||
CPFL Mococa |
15,124 |
(8,938) |
6,186 |
7,838 |
14.56% |
15.34% | |||||
CPFL Jaguari |
23,600 |
(13,625) |
9,975 |
12,354 |
13.44% |
16.72% | |||||
CPFL Jaguari Geração |
15,275 |
(4,487) |
10,787 |
11,559 |
6.73% |
7.20% | |||||
Others |
- |
- |
- |
- |
|||||||
Subtotal |
1,680,801 |
(778,917) |
901,884 |
982,800 |
|||||||
Total |
6,765,975 |
(2,105,702) |
4,660,272 |
4,120,388 |
For the balances relating to the subsidiary CPFL Renováveis, amortization is recorded for the remaining terms of the respective exploration authorizations, using the straight line method. For the other balances, the amortization rates for intangible assets acquired through business combination are based on the projected income curves of the concessionaires for the remainder of the concession term, and these projections are reviewed annually.
( 15 ) SUPPLIERS
48
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | ||||
September 30, 2012 |
December 31, 2011 | |||
Current |
||||
System Service Charges |
21,885 |
33,794 | ||
Energy purchased |
879,287 |
730,790 | ||
Electricity Network Usage Charges |
177,408 |
150,013 | ||
Materials and Services |
242,299 |
247,085 | ||
Free Energy |
83,654 |
78,432 | ||
Other |
30 |
30 | ||
Total |
1,404,564 |
1,240,143 | ||
Non current |
||||
Materials and Services |
5,818 |
- | ||
Total |
5,818 |
- |
( 16 ) INTEREST ON DEBTS, LOANS AND FINANCING
Consolidated | ||||||||||||||||
September 30, 2012 |
December 31, 2011 | |||||||||||||||
Interest - Current and Noncurrent |
Principal |
|
Total |
Interest - Current and Noncurrent |
Principal |
|
Total | |||||||||
Current |
Noncurrent |
Current |
Noncurrent |
|||||||||||||
Measured at cost |
||||||||||||||||
Brazilian currency |
||||||||||||||||
BNDES - Power increases |
18 |
3,690 |
2,035 |
5,743 |
34 |
3,690 |
4,802 |
8,526 | ||||||||
BNDES/BNB - Investment |
23,734 |
624,127 |
4,666,765 |
5,314,626 |
25,262 |
551,737 |
4,213,425 |
4,790,423 | ||||||||
BNDES - Property income |
64 |
2,571 |
7,598 |
10,233 |
49 |
2,039 |
5,042 |
7,130 | ||||||||
BNDES - Working capital |
233 |
64,710 |
0 |
64,943 |
687 |
111,129 |
36,928 |
148,743 | ||||||||
Financial Institutions |
163,982 |
719,779 |
1,426,531 |
2,310,293 |
119,574 |
211,558 |
1,365,605 |
1,696,738 | ||||||||
Other |
782 |
11,480 |
24,833 |
37,094 |
782 |
13,154 |
28,327 |
42,263 | ||||||||
Subtotal |
188,813 |
1,426,356 |
6,127,762 |
7,742,932 |
146,388 |
893,307 |
5,654,129 |
6,693,824 | ||||||||
Foreign currency |
||||||||||||||||
Financial Institutions |
1,018 |
2,157 |
45,231 |
48,406 |
444 |
3,107 |
42,769 |
46,320 | ||||||||
Total at Cost |
189,832 |
1,428,513 |
6,172,993 |
7,791,338 |
146,832 |
896,414 |
5,696,898 |
6,740,144 | ||||||||
Measured at fair value |
||||||||||||||||
Foreign currency |
||||||||||||||||
Financial Institutions |
11,430 |
- |
2,312,419 |
2,323,849 |
18,697 |
- |
1,685,557 |
1,704,254 | ||||||||
Total at fair value |
11,430 |
- |
2,312,419 |
2,323,849 |
18,697 |
- |
1,685,557 |
1,704,254 | ||||||||
Total |
201,262 |
1,428,513 |
8,485,413 |
10,115,187 |
165,530 |
896,414 |
7,382,455 |
8,444,398 |
49
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated |
||||||||||
Measured at amortized cost |
September 30, 2012 |
December 31, 2011 |
Annual interest |
Amortization |
Collateral | |||||
Brazilian currency |
||||||||||
BNDES - Power increases |
||||||||||
CPFL Renováveis |
5,743 |
8,526 |
TJLP + 3.1% to 4.3% |
72 to 75 monthly installments from september 2007 to july 2008 |
CPFL Energia guarantee and Promissory Note | |||||
BNDES/BNB/FINEP/NIB - Investment |
||||||||||
CPFL Paulista - FINEM III |
33,599 |
53,807 |
TJLP + 3.3% |
72 monthly installments from january 2008 |
CPFL Energia guarantee, receivables and Promissory Note | |||||
CPFL Paulista - FINEM IV |
144,191 |
192,429 |
TJLP + 3.28% to 3.4% |
60 monthly installments from january 2010 |
CPFL Energia guarantee and receivables | |||||
CPFL Paulista - FINEM V |
178,984 |
199,692 |
TJLP + 2.12% to 3.3% |
72 monthly installments from february 2012 |
CPFL Energia guarantee and receivables | |||||
CPFL Paulista - FINEM V |
71,962 |
64,873 |
Fixed rate 5.5% to 8.0% |
114 monthly installments from august 2011 |
CPFL Energia guarantee and receivables | |||||
CPFL Paulista - FINAME |
61,254 |
67,613 |
Fixed rate 4.5% |
96 monthly installments from january 2012 |
CPFL Energia guarantee | |||||
CPFL Piratininga - FINEM II |
19,960 |
31,963 |
TJLP + 3.3% |
72 monthly installments from january 2008 |
CPFL Energia guarantee, receivables and Promissory Note | |||||
CPFL Piratininga - FINEM III |
60,099 |
80,207 |
TJLP + 3.28% to 3.4% |
60 monthly installments from january 2010 |
CPFL Energia guarantee and receivables | |||||
CPFL Piratininga - FINEM IV |
96,371 |
109,734 |
TJLP + 2.12% to 3.3% |
72 monthly installments from february 2012 |
CPFL Energia guarantee and receivables | |||||
CPFL Piratininga - FINEM IV |
35,261 |
35,611 |
Fixed rate 5.5% to 8.0% |
114 monthly installments from august 2011 |
CPFL Energia guarantee and receivables | |||||
CPFL Piratininga - FINAME |
29,046 |
32,062 |
Fixed rate 4.5% |
96 monthly installments from january 2012 |
CPFL Energia guarantee | |||||
RGE - FINEM III |
5,601 |
22,429 |
TJLP + 5.0% |
60 monthly installments from january 2008 |
Receivables / CPFL Energia guarantee | |||||
RGE - FINEM IV |
91,785 |
122,492 |
TJLP + 3.28 to 3.4% |
60 monthly installments from january 2010 |
Receivables / CPFL Energia guarantee | |||||
RGE - FINEM V |
108,322 |
109,962 |
TJLP + 2.12 to 3.3% |
72 monthly installments from february 2012 |
Receivables / CPFL Energia guarantee | |||||
RGE - FINEM V |
23,382 |
23,308 |
Fixed rate 5.5% |
96 monthly installments from february 2013 |
Receivables / CPFL Energia guarantee | |||||
RGE - FINAME |
14,994 |
16,089 |
Fixed rate 4.5% to 10% |
96 monthly installments from january 2012 |
CPFL Energia guarantee, Tied to the asset acquired | |||||
CPFL Santa Cruz |
6,144 |
8,007 |
TJLP + 2% to 2.9% |
59 monthly installments from july 2010 |
CPFL Energia guarantee and receivables | |||||
CPFL Leste Paulista |
4,440 |
5,497 |
TJLP + 2.90% |
54 monthly installments from june 2011 |
CPFL Energia guarantee and receivables | |||||
CPFL Sul Paulista |
4,808 |
5,952 |
TJLP + 2.90% |
54 monthly installments from june 2011 |
CPFL Energia guarantee and receivables | |||||
CPFL Jaguari |
2,911 |
3,732 |
TJLP + 2.90% |
54 monthly installments from december 2010 |
CPFL Energia guarantee and receivables | |||||
CPFL Jaguari |
2,138 |
- |
TJLP + 3.10% |
96 monthly installments from june 2014 |
CPFL Energia guarantee | |||||
CPFL Jaguari |
531 |
- |
UMBNDES + 2.1% |
96 monthly installments from june 2014 |
CPFL Energia guarantee | |||||
CPFL Mococa |
3,343 |
4,258 |
TJLP + 2.90% |
54 monthly installments from january 2011 |
CPFL Energia guarantee and receivables | |||||
CPFL Mococa |
2,751 |
- |
TJLP + 3.10% |
96 monthly installments from june 2014 |
CPFL Energia guarantee | |||||
CPFL Mococa |
682 |
- |
UMBNDES + 2.1% |
96 monthly installments from june 2014 |
CPFL Energia guarantee | |||||
CPFL Serviços - FINAME A |
1,593 |
- |
Fixed rate 5.5% to 10% |
117 monthly installments from november 2012 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
CPFL Serviços - FINAME B |
86 |
- |
TJLP + 4.20% |
90 monthly installments from november 2012 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
BAESA |
92,695 |
104,649 |
TJLP + 3.125% to 4.125% |
144 monthly installments from september 2006 |
Pledge of shares, credit rights and revenue | |||||
BAESA |
22,740 |
23,356 |
UMBNDES + 3.125% (1) |
144 monthly installments from november 2006 |
Pledge of shares, credit rights and revenue | |||||
ENERCAN |
215,407 |
240,780 |
TJLP + 4% |
144 monthly installments from april 2007 |
Letters of guarantee | |||||
ENERCAN |
15,338 |
15,685 |
UMBNDES + 4% |
144 monthly installments from april 2007 |
Letters of guarantee | |||||
CERAN |
470,753 |
508,179 |
TJLP + 3.69% to 5% |
168 monthly installments from december 2005 |
No guarantee | |||||
CERAN |
55,346 |
55,288 |
UMBNDES + 5% (1) |
168 monthly installments from february 2006 |
No guarantee | |||||
Foz do Chapecó |
998,745 |
1,044,312 |
TJLP + 2.49% to 2.95% |
192 monthly installments from october 2011 |
Pledge of shares, credit and concession rights and revenue and CPFL Energia guarantee | |||||
CPFL Renováveis - FINEM I |
392,501 |
416,677 |
TJLP + 1.95% |
168 monthly installments from october 2009 to July 2011 |
PCH Holding a joint debtor, Letters of guarantee | |||||
CPFL Renovaveis - FINEM II |
36,238 |
38,818 |
TJLP + 1.90 % |
144 monthly installments from june 2011 |
CPFL Energia guarantee, fiduciary alienation of assets and joint fiduciary assignment of credit rights | |||||
CPFL Renováveis - FINEM III |
755,699 |
426,119 |
TJLP + 1,72% to 1.9% |
156 to 192 monthly installments from January 2012 to may 2013 |
CPFL Energia guarantee, plegde of shares, fiduciary alienation of assets and joint fiduciary assignment of credit rights | |||||
CPFL Renováveis - FINEM IV |
- |
5,374 |
TJLP + 3.5 % |
46 monthly installments from April 2011 |
CPFL Energia guarantee, pledge of receivables | |||||
CPFL Renováveis - FINEM V |
127,331 |
136,002 |
TJLP + 2.8% to 3.4% |
143 monthly installments from december 2011 |
PCH Holding 2 and CPFL Renewable debtor solidarity. | |||||
CPFL Renováveis - FINEM VI |
51,408 |
- |
TJLP + 2.05 % |
176 to 194 monthly installments from October 2013 and April 2015 |
CPFL Renováveis pledge of shares, pledge of receivables | |||||
CPFL Renováveis - FINEM VII |
223,927 |
- |
TJLP + 1.92 % |
156 monthly installments from october 2010 to september 2023 |
Pledge of shares. Fiduciary alienation. Equipment fiduciary alienation | |||||
CPFL Renováveis - FINAME I |
201,630 |
179,188 |
Fixed rate 5.5% |
102 to 108 monthly installments from january 2012 to august 2020 |
CPFL Energia guarantee, fiduciary alienation of assets and joint fiduciary assignment of credit rights | |||||
CPFL Renováveis - FINAME II |
33,804 |
37,356 |
Fixed rate 4.5% |
102 installments from june 2011 |
CPFL Energia guarantee, fiduciary alienation of assets and fiduciary assignment of credit rights | |||||
CPFL Renováveis - BNB |
146,556 |
152,136 |
Fixed rate 9.5% to 10% p.a. |
168 monthly installments from may 2009 |
Fiduciary alienation | |||||
CPFL Renováveis - BNB |
183,455 |
- |
Fixed rate 10% p.a. |
222 monthly installments from may 2010 |
CPFL Energia guarantee | |||||
CPFL Renováveis - NIB |
74,370 |
- |
IGPM + 8.63% p.a. |
1 installments from july 2012 |
No guarantee | |||||
Epasa - FINEM |
98,949 |
102,782 |
TJLP + 1.82 % |
152 monthly installments from January 2012 |
CPFL Energia guarantee | |||||
Epasa - BNB |
109,202 |
109,137 |
Fixed rate 10% |
132 monthly installments from january 2013 |
CPFL Energia guarantee, receivables, pledge of concession rights and liquidity fund in a reserve account | |||||
CPFL Brasil - FINEP |
4,291 |
4,868 |
5% Fixed rate |
81 monthly installments from august 2011 |
Receivables | |||||
BNDES - Other |
||||||||||
CPFL Brasil - Purchase of assets |
4,938 |
3,624 |
TJLP + 1.72% to 2.84% |
88 monthly installments from january 2010 |
Fiduciary alienation of assets and CPFL Energia guarantee | |||||
CPFL Brasil - Purchase of assets |
5,295 |
3,508 |
Fixed rate 4.5% to 8.70% |
125 monthly installments from march 2012 |
Fiduciary alienation of assets and CPFL Energia guarantee | |||||
CPFL Piratininga - Working capital |
9,155 |
29,784 |
TJLP + 5.0% (2) |
24 monthly installments from february 2011 |
No guarantee | |||||
CPFL Piratininga - Working capital |
27,682 |
48,492 |
TJLP + 5.0% (2) |
24 monthly installments from october 2011 |
Promissory Note | |||||
CPFL Geração - FINEM - Working capital |
21,017 |
42,077 |
TJLP + 4.95% |
24 monthly installments from july 2011 |
CPFL Energia guarantee | |||||
CPFL Geração - FINAME - Working capital |
7,090 |
28,389 |
TJLP + 4.95% (2) |
23 monthly installments from february 2011 |
CPFL Energia guarantee | |||||
Financial Institutions |
||||||||||
CPFL Paulista |
||||||||||
Banco do Brasil - Law 8727 |
19,853 |
26,589 |
IGP-M + 7.42% |
240 monthly installments from may 1994 |
Receivables (CPFL Paulista and São Paulo Government) | |||||
Banco do Brasil - Working capital |
107,093 |
105,435 |
107% of CDI |
1 installment in April 2015 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (*) |
179,055 |
224,124 |
98.50% of CDI |
4 annual installments from July 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (**) |
171,670 |
160,528 |
99.00% of CDI |
2 annual installments from march 2013. |
CPFL Energia guarantee | |||||
CPFL Piratininga |
||||||||||
Banco do Brasil - Working capital (*) |
16,468 |
20,613 |
98.5% of CDI |
4 annual installments from july 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (**) |
22,158 |
20,671 |
99.0% of CDI |
2 annual installments from march 2013 |
CPFL Energia guarantee | |||||
RGE |
||||||||||
Banco do Brasil - Working capital (*) |
169,824 |
266,046 |
98.5% of CDI |
4 annual installments from july 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (**) |
61,397 |
59,438 |
99.0% of CDI |
2 annual installments from march 2013 |
CPFL Energia guarantee | |||||
CPFL Santa Cruz |
||||||||||
Banco do Brasil - Working capital (*) |
9,879 |
18,551 |
98.5% of CDI |
2 annual installments from july 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (**) |
7,729 |
7,113 |
99.0% of CDI |
2 annual installments from march 2013 |
CPFL Energia guarantee | |||||
CPFL Leste Paulista |
||||||||||
Banco do Brasil - Working capital (*) |
10,157 |
19,073 |
98.5% of CDI |
2 annual installments from july 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (**) |
20,323 |
18,576 |
99.0% of CDI |
2 annual installments from march 2013 |
CPFL Energia guarantee | |||||
Banco IBM S/A (***) |
8,860 |
- |
100.0% of CDI |
14 Semi-annual installments from December 2012 |
CPFL Energia guarantee | |||||
CPFL Sul Paulista |
||||||||||
Banco do Brasil - Working capital (*) |
6,112 |
11,479 |
98.5% of CDI |
2 annual installments from july 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (**) |
10,730 |
9,948 |
99.0% of CDI |
2 annual installments from march 2013 |
CPFL Energia guarantee | |||||
CPFL Jaguari |
||||||||||
Banco do Brasil - Working capital (*) |
1,080 |
2,029 |
98.5% of CDI |
2 annual installments from july 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working Capital (**) |
6,763 |
6,298 |
99.0% of CDI |
2 annual installments from march 2013 |
CPFL Energia guarantee | |||||
Banco IBM S/A (***) |
19,153 |
- |
100.0% of CDI |
14 Semi-annual installments from December 2012 |
CPFL Energia guarantee | |||||
CPFL Mococa |
||||||||||
Banco do Brasil - Working capital (*) |
5,125 |
9,623 |
98.5% of CDI |
2 annual installments from july 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (**) |
3,392 |
3,114 |
99.0% of CDI |
2 annual installments from march 2013 |
CPFL Energia guarantee | |||||
Banco IBM S/A |
6,215 |
- |
100.0% of CDI |
14 Semi-annual installments from December 2012 |
CPFL Energia guarantee | |||||
CPFL Geração |
||||||||||
Banco do Brasil - Working capital |
639,013 |
628,632 |
107.0% of CDI |
1 installment in april 2015 |
CPFL Energia guarantee | |||||
Foz do Chapecó |
||||||||||
Banco Alfa |
- |
3,911 |
111.45% of CDI |
1 installment in january 2012 |
No guarantee | |||||
CPFL Renovaveis |
||||||||||
Banco Safra |
76,256 |
74,947 |
CDI+ 0.4% |
annual installment 2014 |
No guarantee | |||||
HSBC |
406,456 |
- |
CDI + 0.5% |
8 annual installment from June 2013 |
Shares alienation | |||||
Banco do Brasil - Working capital |
325,535 |
- |
108.5% of DI |
1 installment in November 2012 |
No guarantee | |||||
Other |
||||||||||
Eletrobrás |
||||||||||
CPFL Paulista |
8,726 |
9,046 |
RGR + 6.0% to 6.5% |
monthly installments from august 2006 |
Receivables and promissory notes | |||||
CPFL Piratininga |
593 |
707 |
RGR + 6% |
monthly installments from august 2006 |
Receivables and promissory notes | |||||
RGE |
14,690 |
16,264 |
RGR + 6% |
monthly installments from august 2006 |
Receivables and promissory notes | |||||
CPFL Santa Cruz |
2,950 |
3,381 |
RGR + 6% |
monthly installments from july 2010 |
Receivables and promissory notes | |||||
CPFL Leste Paulista |
881 |
986 |
RGR + 6% |
monthly installments from february 2008 |
Receivables and promissory notes | |||||
CPFL Sul Paulista |
1,432 |
1,629 |
RGR + 6% |
monthly installments from august 2007 |
Receivables and promissory notes | |||||
CPFL Jaguari |
81 |
93 |
RGR + 6% |
monthly installments from june 2007 |
Receivables and promissory notes | |||||
CPFL Mococa |
347 |
383 |
RGR + 6% |
monthly installments from january 2008 |
Receivables and promissory notes | |||||
Other |
7,395 |
9,774 |
||||||||
Subtotal Brazilian Currency - Cost |
7,742,932 |
6,693,824 |
50
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Foreign Currency |
||||||||||
Financial institutions |
||||||||||
CPFL Paulista (4) |
||||||||||
Debt Conversion Bond |
- |
1,119 |
US$ + Libor 6 months + 0.875% |
17 semiannual installments from April 2004 |
Revenue/Government SP guaranteed | |||||
C-Bond |
4,475 |
5,064 |
US$ + 8% FIXED |
21 semiannual installments from April 2004 |
Revenue/Government SP guaranteed | |||||
Discount Bond |
17,839 |
16,403 |
US$ + Libor 6 months + 0.8125% |
1 installment in April 2024 |
Revenue/Government SP guaranteed | |||||
PAR-Bond |
26,092 |
23,734 |
US$ + 6% FIXED |
1 installment in April 2024 |
Revenue/Government SP guaranteed | |||||
Subtotal Foreign Currency - Cost |
48,406 |
46,320 |
||||||||
Total Measured at cost |
7,791,338 |
6,740,144 |
||||||||
Foreign Currency |
||||||||||
Measured at fair value |
||||||||||
Financial Institutions |
||||||||||
CPFL Paulista |
||||||||||
BNP Paribas |
214,335 |
195,602 |
US$ + 2.78% (3) |
1 installment in june 2014 |
CPFL Energia guarantee and promissory notes | |||||
J.P.Morgan |
104,452 |
95,259 |
US$ + 2.74% (3) |
1 installment in july 2014 |
CPFL Energia guarantee and promissory notes | |||||
J.P.Morgan |
103,846 |
94,364 |
US$ + 2.55% (3) |
1 installment in august 2014 |
CPFL Energia guarantee and promissory notes | |||||
Morgan Stanley |
103,810 |
95,086 |
US$ + Libor 6 months + 1.75% (3) |
1 installment in september 2016 |
CPFL Energia guarantee and promissory notes | |||||
Bank of America |
310,637 |
282,012 |
US$ + 2,33% (3) |
1 installment in july 2014 |
CPFL Energia guarantee and promissory notes | |||||
Bank of America |
218,366 |
196,645 |
US$ + 3,69 % (3) |
1 installment in july 2016 |
CPFL Energia guarantee and promissory notes | |||||
Societe Generale |
46,860 |
42,106 |
US$ + 3.55% (3) |
1 installment in august 2016 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
103,876 |
95,165 |
US$ + Libor 6 months + 1.77% (3) |
1 installment in september 2016 |
CPFL Energia guarantee and promissory notes | |||||
HSBC |
49,493 |
44,782 |
US$ + 2,37%(3) |
1 installment in september 2014 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Nova Scotia |
50,636 |
- |
US$ + 3,3125% (3) |
1 installment in july 2016 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Piratininga |
||||||||||
BNP Paribas |
62,463 |
56,862 |
USD + 2.62% (3) |
1 installment in july 2014 |
CPFL Energia guarantee and promissory notes | |||||
J.P.Morgan |
207,551 |
188,538 |
USD + 2.52% (3) |
1 installment in august 2014 |
CPFL Energia guarantee and promissory notes | |||||
Societe Generale |
61,486 |
55,249 |
USD + 3.55% (3) |
1 installment in august 2016 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
16,596 |
15,190 |
US$ + Libor 6 months + 1.69%(3) |
1 installment in august 2016 |
CPFL Energia guarantee and promissory notes | |||||
Sumitomo |
103,671 |
94,845 |
US$ + Libor 6 months + 1.75%(3)(***) |
1 installment in august 2016 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Nova Scotia |
66,137 |
- |
US$ + 3.3125% (3) |
1 installment in july 2016 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Geração |
||||||||||
Citibank |
129,610 |
118,524 |
US$ + Libor 6 months + 1.69%(3) |
1 installment in august 2016 |
CPFL Energia guarantee and promissory notes | |||||
RGE |
||||||||||
Citibank |
144,794 |
- |
US$ + Libor |
1 installment in april 2017 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
97,745 |
- |
US$ + 2.64% (3) |
1 installment in july 2016 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Santa Cruz |
||||||||||
J.P. Morgan |
19,946 |
- |
US$ + 2.38% (3) |
1 installment in july 2015 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Leste Paulista |
||||||||||
Citibank - Law 4131 |
9,739 |
8,972 |
US$ + Libor 6 months + 1.52%(3) |
1 installment in september 2014 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Nova Scotia |
25,250 |
- |
US$ + 2.695% (3) |
1 installment in july 2015 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Sul Paulista |
||||||||||
Citibank - Law 4131 |
9,748 |
8,972 |
US$ + Libor 6 months + 1.52%(3) |
1 installment in september 2014 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
10,479 |
- |
US$ + 2.38% (3) |
1 installment in july 2015 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Nova Scotia |
10,613 |
- |
US$ + 2.695% (3) |
1 installment in july 2015 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Jaguari |
||||||||||
Citibank - Lei 4131 |
8,943 |
8,233 |
US$ + Libor 6 months + 1.57%(3) |
1 installment in august 2014 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Nova Scotia |
13,133 |
- |
US$ + 2.695% (3) |
1 installment in july 2015 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Mococa |
||||||||||
Citibank - Law 4131 |
8,523 |
7,849 |
US$ + Libor 6 months + 1.52%(3) |
1 installment in september 2014 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Nova Scotia |
11,110 |
- |
US$ + 2.695% (3) |
1 installment in july 2015 |
CPFL Energia guarantee and promissory notes | |||||
Total Foreign Currency - fair value |
2,323,849 |
1,704,254 |
||||||||
Total - Consolidated |
10,115,187 |
8,444,398 |
||||||||
The subsdiaries hold swaps converting the operating cost of currency variation to interest tax variation in reais, corresponding to : |
||||||||||
(1) 143.9% of CDI |
(3) 95.50% up 106.85% of CDI |
|||||||||
(2) 106% up 106.5% of CDI |
(5) 108 % of CDI |
|||||||||
(4)As certain assets are dollar indexed, a partial swap of R$ 23,343 was contracted, converting the currency variation to 102.5% of the CDI. |
||||||||||
(*) Efective rate: |
||||||||||
(**) Efective rate: |
||||||||||
(***) Efective rate: |
||||||||||
CPFL Piratininga - 98.65% of CDI + 0.10% |
||||||||||
CPFL Leste Paulista - 100% of CDI |
In conformity with CPCs 38 and 39, the Company and its subsidiaries classified their debts, as segregated in the tables above, as (i) financial liabilities not measured at fair value (or measured at amortized cost), and (ii) financial liabilities measured at fair value through profit and loss.
The objective of classifying the financial liabilities as fair value through profit and loss is to offset the effects of recognition of income and expense derived from marking hedge derivatives to market, tied to the debts, in order to obtain more relevant and consistent accounting information. At September 30, 2012, the total balance of the debt measured at fair value was R$ 2,323,849 (R$ 1,704,254 at December 31, 2011), and the corresponding amounts at the amortized cost are as follows:
51
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
September 30, 2012 | ||||||||
Value at cost |
Measured at fair value recorded | |||||||
Foreign currency |
Interest - current and noncurrent |
|
||||||
Measured at fair value |
Noncurrent |
Total |
||||||
CPFL Paulista |
||||||||
BNP Paribas |
1,493 |
207,918 |
209,411 |
214,335 | ||||
J.P.Morgan |
634 |
101,555 |
102,189 |
104,452 | ||||
J.P.Morgan |
424 |
101,555 |
101,979 |
103,846 | ||||
Morgan Stanley |
75 |
101,555 |
101,630 |
103,810 | ||||
Bank of America |
1,558 |
304,665 |
306,223 |
310,637 | ||||
Bank of America |
1,645 |
203,110 |
204,755 |
218,366 | ||||
Societe Generale |
260 |
43,923 |
44,182 |
46,860 | ||||
Citibank |
62 |
101,555 |
101,617 |
103,876 | ||||
HSBC |
29 |
48,746 |
48,775 |
49,493 | ||||
Bank of Nova Scotia |
360 |
48,906 |
49,266 |
50,636 | ||||
|
6,539 |
1,263,488 |
1,270,027 |
1,306,312 | ||||
CPFL Piratininga |
|
|
|
| ||||
BNP Paribas |
275 |
60,933 |
61,208 |
62,463 | ||||
J.P.Morgan |
839 |
203,110 |
203,949 |
207,551 | ||||
Societe Generale |
341 |
57,632 |
57,973 |
61,486 | ||||
Citibank |
36 |
16,249 |
16,285 |
16,596 | ||||
Sumitomo |
215 |
101,241 |
101,456 |
103,671 | ||||
Bank of Nova Scotia |
470 |
63,878 |
64,348 |
66,137 | ||||
|
2,176 |
503,043 |
505,219 |
517,904 | ||||
RGE |
||||||||
Citibank |
1,412 |
142,177 |
143,589 |
144,794 | ||||
J.P.Morgan |
552 |
95,264 |
95,816 |
97,745 | ||||
1,964 |
237,441 |
239,405 |
242,539 | |||||
CPFL Geração |
||||||||
Citibank |
280 |
126,943 |
127,223 |
129,610 | ||||
CPFL Santa Cruz |
||||||||
J.P. Morgan |
110 |
19,553 |
19,663 |
19,946 | ||||
CPFL Leste Paulista |
||||||||
Citibank |
8 |
9,679 |
9,686 |
9,739 | ||||
Bank of Nova Scotia |
113 |
24,848 |
24,962 |
25,250 | ||||
121 |
34,527 |
34,648 |
34,989 | |||||
CPFL Sul Paulista |
||||||||
Citibank |
- |
9,679 |
9,679 |
9,748 | ||||
JPMorgan |
58 |
10,265 |
10,323 |
10,479 | ||||
Bank of Nova Scotia |
48 |
10,436 |
10,484 |
10,613 | ||||
105 |
30,380 |
30,486 |
30,840 | |||||
CPFL Jaguari |
|
|
|
| ||||
Citibank |
19 |
8,856 |
8,874 |
8,943 | ||||
Bank of Nova Scotia |
59 |
12,921 |
12,980 |
13,133 | ||||
|
78 |
21,777 |
21,854 |
22,076 | ||||
CPFL Mococa |
|
|
|
| ||||
Citibank |
7 |
8,469 |
8,476 |
8,523 | ||||
Bank of Nova Scotia |
50 |
10,933 |
10,983 |
11,110 | ||||
|
57 |
19,402 |
19,459 |
19,633 | ||||
Total |
11,430 |
2,256,554 |
2,267,984 |
2,323,849 |
The changes in the fair values of these debts are recognized in the financial income (expense) of its subsidiaries. The losses of R$ 55,865 (R$ 7,359 at December 31, 2011) obtained by marking the debts to fair value together with the effects of R$ 42,401 (loss of R$ 1,241 at December 31, 2011) of marking to market the derivative financial instruments contracted to protect against exchange rate variations (Note 32), resulting in a total loss of R$ 13,464 (R$ 8,600 at December 31, 2011).
52
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Main fund-raising in the year:
Brazilian currency
BNDES/BNB – Investment:
FINAME I (CPFL Renováveis) – In 2010, the subsidiary CPFL Brasil obtained approval for financing from the BNDES of R$ 398,547, which would be used for the indirect subsidiaries CPFL Bio Formosa, CPFL Bio Pedra, CPFL Bio Ipê and CPFL Bio Buriti. As a result of the corporate restructuring in 2011, described in note 12, these debts have been recorded in the subsidiary CPFL Renováveis since August 1, 2011. The amount of R$ 48,366 was released in 2012 and the amount of R$ 45,638 is scheduled for release by December 2012.
FINEM III (CPFL Renováveis) – In 2010, the subsidiary CPFL Geração obtained approval for financing from the BNDES of R$ 574,098, which would be used for the indirect subsidiaries Santa Clara I to VI and Eurus VI. As a result of the corporate restructuring in 2011, described in note 12, these debts have been recorded in the subsidiary CPFL Renováveis since August 1, 2011. The amount of R$ 289,507 was released in 2012 and the amount of R$ 1,240 is scheduled for release by April 2013.
FINEM VI - CPFL Renováveis (Salto Goes) - In 2012, the BNDES approved financing of up to R$ 85.244 to be used in the construction of a SHP. The amount of R$ 50,653 was released in 2012 and the balance of R$ 34,591 is scheduled for release by April 2013. The financing is to be amortized as from October 2013, with a term of 19 months.
FINEM VII, BNB Banco do Nordeste do Brasil and NIB Nordic Investment Bank - CPFL Renováveis (Bons Ventos) – The indirect subsidiary, Bons Ventos, acquired within the context of the business combination described in note 12, had these transactions with BNDES, BNB and NIB, which were consolidated in the Company’s financial statements as from June 2012.
Financial institutions:
Banco IBM S/A (CPFL Leste Paulista, CPFL Mococa and CPFL Jaguari) – In 2012, the subsidiaries obtained approval for financing from Banco IBM of R$ 33,889. The purpose of this financing is to reinforce working capital and the entire approved amount was released in 2012.
HSBC - CPFL Renováveis – In June 2012, a financing operation was carried out between the indirect subsidiary Turbina 15 and Banco HSBC, for the purposes of investment to acquire BVP, through the subsidiary issuing redeemable preferred shares. In this transaction, Banco HSBC paid in R$ 400,000 (R$ 395,805 net of costs). The preferred shares issued by Turbina 15 have annual redemption from June 2013 to June 2020 and pay calculated dividends half-yearly, based on CDI + 0.5% p.a.
Banco do Brasil - Working Capital and Promissory Notes (CPFL Renováveis) - In 2012, the indirect subsidiaries Atlântica I, Atlântica II, Atlântica IV, Atlântica V, Alvorada and Coopcana signed financing agreements with Banco do Brasil, the funds are to be used in the construction of four wind farms and two biomass power plants, as follows: (i) working capital, of R$ 79,490, which was released on signing of the agreement and settled in July 2012, and (ii) promissory notes, totaling R$ 320,000 which were released on signing of the agreement, with settlement scheduled for November 2012.
Foreign currency
Financial institutions
Banco Citibank (RGE) – In April 2012, the subsidiary contracted foreign currency loans of R$ 128,590, to reinforce working capital. The interest will be paid half-yearly.
Banco Scotiabank (CPFL Paulista, CPFL Piratininga, CPFL Leste Paulista, CPFL Sul Paulista, CPFL Jaguari, CPFL Mococa) – The subsidiaries obtained approval for foreign currency financing of R$ 172,500, to reinforce working capital, and the full amount was released in 2012. The interest will be paid half-yearly.
53
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Banco J.P. Morgan (RGE, CPFL Sul Paulista and CPFL Santa Cruz) – The subsidiaries obtained approval for financing of R$ 124,910, the purpose of which was to reinforce working capital, and the full amount was released in 2012. The interest will be paid half-yearly.
The maturities of the principal long-term balances of loans and financing are scheduled as follows:
Maturity |
Consolidated |
From October 1, 2013 |
191,956 |
2014 |
1,943,471 |
2015 |
1,394,100 |
2016 |
1,473,534 |
2017 |
658,526 |
After 2017 |
2,767,962 |
Subtotal |
8,429,548 |
Mark-to-market |
55,865 |
Total |
8,485,413 |
RESTRICTIVE COVENANTS
The loan and financing agreements are subject to certain restrictive covenants, containing clauses that, among other conditions, require the Company and/or their subsidiaries to maintain certain financial ratios within pre-established parameters. The loans contracted in 2012 have restrictive covenants that are related to the following financial ratios:
Citibank
The foreign currency financing received by the subsidiary RGE in 2012 from Citibank includes clauses that require the Company to maintain certain financial ratios within pre-established parameters:
· Net indebtedness divided by EBITDA - maximum of 3.75;
· EBITDA divided by Financial Income (Expense) – minimum of 2.25.
JP Morgan
The foreign currency financing received by the subsidiaries RGE, CPFL Sul Paulista and CPFL Santa Cruz in 2012 includes clauses that require the Company to maintain certain financial ratios within pre-established parameters:
· Net indebtedness divided by EBITDA - maximum of 3.75;
· EBITDA divided by Financial Income (Expense) – minimum of 2.25.
Scotiabank
54
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The foreign currency financing received by the subsidiaries CPFL Paulista, CPFL Piratininga, CPFL Leste Paulista, CPFL Sul Paulista, CPFL Jaguari and CPFL Mococa in 2012 includes clauses that require the Company to maintain certain financial ratios within pre-established parameters:
· Net indebtedness divided by EBITDA - maximum of 3.75;
· EBITDA divided by Financial Income (Expense) – minimum of 2.25.
FINEM VII, BNB and NIB (Bons Ventos) and FINEM VI (Salto Goes) - CPFL Renováveis
· Debt coverage ratio of 1.2 during the amortization period;
· Own capitalization ratio of 25% or more during the amortization period.
Banco do Brasil – working capital
In 2012, amendments were made to working capital financing agreements signed with Banco do Brasil by the subsidiaries CPFL Paulista, CPFL Piratininga, RGE, CPFL Sul Paulista and CPFL Leste Paulista, with the respective restrictive covenants to be calculated on the basis of the Company’s financial ratios. The new covenants are:
· Net indebtedness divided by EBITDA - maximum of 3.75;
· EBITDA divided by Financial Income (Expense) – minimum of 2.25.
Details of the restrictive covenants for the remaining loans and financing are presented in the financial statements as of December 31, 2011.
The Management of the Company and its subsidiaries monitor these indices systematically and constantly to ensure that the contractual conditions are complied with. In the opinion of Management of the Company and its subsidiaries, all restrictive covenants and clauses are adequately complied with as of September 30, 2012.
55
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
( 17 ) DEBENTURES, INTEREST ON DEBENTURES
Consolidated | |||||||||||||||||
September 30, 2012 |
December 31, 2011 | ||||||||||||||||
Interest |
Current |
Noncurrent |
Total |
Interest |
Current |
Noncurrent |
Total | ||||||||||
Parent Company |
|||||||||||||||||
3rd Issue |
Single series |
1,623 |
150,000 |
150,000 |
301,623 |
16,403 |
150,000 |
300,000 |
466,403 | ||||||||
CPFL Paulista |
|||||||||||||||||
3rd Issue |
Single series |
11,289 |
213,333 |
213,333 |
437,956 |
3,846 |
213,333 |
213,333 |
430,513 | ||||||||
5th Issue |
Single series |
14,375 |
- |
482,635 |
497,010 |
4,704 |
- |
482,363 |
487,067 | ||||||||
6th Issue |
Single series |
13,529 |
- |
657,717 |
671,246 |
- |
- |
- |
- | ||||||||
39,194 |
213,333 |
1,353,685 |
1,606,212 |
8,551 |
213,333 |
695,696 |
917,580 | ||||||||||
CPFL Piratininga |
|||||||||||||||||
3rd Issue |
Single series |
11,163 |
- |
259,325 |
270,488 |
7,310 |
- |
259,129 |
266,439 | ||||||||
5th Issue |
Single series |
4,752 |
- |
159,504 |
164,256 |
1,555 |
- |
159,405 |
160,960 | ||||||||
6th Issue |
Single series |
2,255 |
- |
109,454 |
111,709 |
- |
- |
- |
- | ||||||||
18,170 |
- |
528,284 |
546,453 |
8,865 |
- |
418,534 |
427,399 | ||||||||||
RGE |
|||||||||||||||||
3rd Issue |
1st Series |
1,823 |
33,333 |
33,333 |
68,490 |
609 |
33,333 |
33,333 |
67,275 | ||||||||
2nd Series |
1,899 |
46,667 |
46,667 |
95,233 |
7,950 |
46,667 |
46,667 |
101,284 | |||||||||
3rd Series |
346 |
13,333 |
13,333 |
27,012 |
1,848 |
13,333 |
13,333 |
28,514 | |||||||||
4th Series |
1,439 |
16,667 |
16,667 |
34,772 |
1,226 |
16,667 |
16,667 |
34,560 | |||||||||
5th Series |
1,439 |
16,667 |
16,667 |
34,772 |
1,226 |
16,667 |
16,667 |
34,560 | |||||||||
5th Issue |
Single series |
2,079 |
- |
68,034 |
70,113 |
680 |
- |
69,699 |
70,379 | ||||||||
6th Issue |
Single series |
10,249 |
- |
499,957 |
510,206 |
- |
- |
- |
- | ||||||||
19,274 |
126,667 |
694,658 |
840,599 |
13,539 |
126,667 |
196,366 |
336,572 | ||||||||||
CPFL Santa Cruz |
|||||||||||||||||
1st Issue |
Single series |
1,828 |
- |
64,730 |
66,558 |
454 |
- |
64,694 |
65,148 | ||||||||
CPFL Brasil |
|||||||||||||||||
2nd Issue |
Single series |
39,648 |
- |
1,316,089 |
1,355,737 |
12,940 |
- |
1,315,580 |
1,328,520 | ||||||||
CPFL Geração |
|||||||||||||||||
3rd Issuance |
Single series |
11,334 |
- |
263,336 |
274,670 |
7,423 |
- |
263,137 |
270,560 | ||||||||
4th Issuance |
Single series |
20,425 |
- |
677,812 |
698,237 |
6,666 |
- |
677,527 |
684,193 | ||||||||
31,759 |
- |
941,148 |
972,907 |
14,089 |
- |
940,664 |
954,753 | ||||||||||
EPASA |
|||||||||||||||||
3rd Issuance |
Single series |
387 |
16,947 |
49,879 |
67,213 |
3,670 |
5,480 |
62,364 |
71,514 | ||||||||
BAESA |
|||||||||||||||||
1st Issue |
1st Series |
183 |
3,139 |
9,417 |
12,739 |
299 |
3,150 |
11,812 |
15,261 | ||||||||
2nd Series |
150 |
2,595 |
7,786 |
10,531 |
245 |
2,584 |
9,691 |
12,520 | |||||||||
333 |
5,734 |
17,203 |
23,270 |
544 |
5,734 |
21,503 |
27,781 | ||||||||||
Enercan |
|||||||||||||||||
1st Issue |
1st Series |
160 |
3,616 |
44,297 |
48,073 |
281 |
3,616 |
47,009 |
50,906 | ||||||||
CPFL Renováveis |
|||||||||||||||||
1st Issuance - SIIF |
1st to 12th Series |
2,197 |
32,738 |
491,513 |
526,448 |
4,214 |
26,355 |
486,241 |
516,810 | ||||||||
1st Issuance - PCH Holding 2 |
Single series |
- |
- |
169,315 |
169,315 |
- |
- |
- |
- | ||||||||
1st Issuance - Renovaveis |
Single series |
14,942 |
- |
426,803 |
441,745 |
- |
- |
- |
- | ||||||||
17,139 |
32,738 |
1,087,631 |
1,137,508 |
4,214 |
26,355 |
486,241 |
516,810 | ||||||||||
Total |
169,514 |
549,035 |
6,247,604 |
6,966,153 |
83,552 |
531,185 |
4,548,651 |
5,163,388 | |||||||||
56
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Issued |
Annual Remuneration |
Annual Effective rate |
Amortization Conditions |
Collateral | ||||||
Parent Company |
||||||||||
3rd Issue |
Single series |
45,000 |
CDI + 0.45% (1) |
CDI + 0.53% |
3 annual installments from September 2012 |
Unsecured | ||||
CPFL Paulista |
||||||||||
3rd Issue |
Single series |
64,000 |
104.4% of CDI |
104.4% CDI + 0.05% |
3 annual installments from December 2011 |
CPFL Energia guarantee | ||||
5th Issue |
Single series |
4,840 |
CDI +1.3% |
CDI + 1.4% |
1 single installment in June 2016 |
CPFL Energia guarantee | ||||
6th Issue |
Single series |
660 |
CDI + 0.8% |
CDI + 0.87% |
3 annual installments from July 2017 |
CPFL Energia guarantee | ||||
CPFL Piratininga |
||||||||||
3rd Issue |
Single series |
260 |
107% of CDI |
107% CDI + 0.67% |
1 single installment in April 2015 |
CPFL Energia guarantee | ||||
5th Issue |
Single series |
1,600 |
CDI + 1.3% |
CDI + 1.41% |
1 single installment in June 2016 |
CPFL Energia guarantee | ||||
6th Issue |
Single series |
110 |
CDI + 0.8% |
CDI + 0.91% |
3 annual installments from July 2017 |
CPFL Energia guarantee | ||||
RGE |
||||||||||
3rd Issue |
1st Series |
1 |
CDI + 0.6% (2) |
CDI + 0.71% |
3 annual installments from December 2011 |
CPFL Energia guarantee | ||||
2nd Series |
1 |
CDI + 0.6% (3) |
CDI + 0.71% |
3 annual installments from December 2011 |
CPFL Energia guarantee | |||||
3rd Series |
1 |
CDI + 0.6% (4) |
CDI + 0.71% |
3 annual installments from December 2011 |
CPFL Energia guarantee | |||||
4th Series |
1 |
CDI + 0.6% (5) |
CDI + 0.84% |
3 annual installments from December 2011 |
CPFL Energia guarantee | |||||
5th Series |
1 |
CDI + 0.6% (5) |
CDI + 0.84% |
3 annual installments from December 2011 |
CPFL Energia guarantee | |||||
5th Issue |
Single series |
700 |
CDI + 1.3% |
CDI + 1.43% |
1 single installment in June 2016 |
CPFL Energia guarantee | ||||
6th Issue |
Single series |
500 |
CDI + 0.8% |
CDI + 0.88% |
3 annual installments from July 2017 |
CPFL Energia guarantee | ||||
CPFL Santa Cruz |
||||||||||
1st Issue |
Single series |
650 |
CDI + 1.4% |
CDI + 1.52% |
2 annual instalments from June 2017 |
CPFL Energia guarantee | ||||
CPFL Brasil |
||||||||||
2nd Issue |
Single series |
13,200 |
CDI + 1.4% |
CDI + 1.48% |
2 annual instalments from June 2017 |
CPFL Energia guarantee | ||||
CPFL Geração |
||||||||||
3rd Issuance |
Single series |
264 |
107% of CDI |
107% of CDI + 0.67% |
1 installment in April 2015 |
CPFL Energia guarantee | ||||
4th Issuance |
Single series |
6,800 |
CDI + 1.4% p.a. |
CDI + 1.49% |
2 annual instalments from June 2017 |
CPFL Energia guarantee | ||||
EPASA |
||||||||||
3rd Issuance |
Single series |
130 |
113.5% of CDI |
113.5% + 0.189% |
48 monthly installments from September 2012 |
CPFL Energia guarantee (70%) | ||||
BAESA |
||||||||||
1st Issue |
1st Series |
9,000 |
CDI + 1.3% |
100% of CDI + 0.43% |
Quarterly with settlement in August 2016 |
CPFL Energia guarantee | ||||
2nd Series |
8,100 |
CDI + 1.3% |
106% of CDI + 0.12% |
Annual with settlement in August 2016 |
CPFL Energia guarantee | |||||
Enercan |
||||||||||
1st Issue |
1st Series |
110 |
100% of CDI + 1.25% p.a |
111.1% of CDI |
Quarterly with settlement in December 2025 |
Unsecured | ||||
CPFL Renováveis |
||||||||||
1st Issuance - SIIF |
1st to 12th Series |
528,649,076 |
TJLP + 1% |
TJLP + 1% + 0.22% |
39 consecutive semi-annual installments from 2009 |
Fiduciary alienation | ||||
1st Issuance - PCH Holding 2 |
Single series |
1,581 |
CDI + 1.6% |
CDI + 1.6% |
9 annual installments from 2015 to 2023 and monthly interest from June 2015 |
CPFL Renováveis guarantee | ||||
1st Issuance - Renovaveis |
Single series |
43,000 |
CDI + 1.7% |
CDI + 1.7% |
Annual installments from May 2015 and interest semi-annual installments from November 2012 |
BVP and PCH Holding fiduciary assigment of dividends | ||||
The Company and its subsidiaries hold swaps that convert the prefixed component of interest on the operation to interest rate variation in reais, corresponding to: |
||||||||||
(1) 104.4% of CDI |
(3) 104.85% of CDI |
(5) 104.87% of CDI |
||||||||
(2) 105.07% of CDI |
(4) 104.9% of CDI |
The maturities of the long-term balance of debentures are schedule as follows:
Maturity |
Consolidated | |
From October 1, 2013 |
362,090 | |
2014 |
208,178 | |
2015 |
623,532 | |
2016 |
1,312,642 | |
2017 |
1,346,194 | |
After 2017 |
2,394,967 | |
Total |
6,247,604 |
Amounts raised in the period
57
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
CPFL Renováveis
· 1th issuance – PCH Holding
In January 2012, the indirect subsidiary PCH Holding 2 S.A., subsidiary of CPFL Renováveis, issued debentures not convertible into shares, of R$ 158,193 (R$ 156,010 net of issue costs), maturing in 2023, to finance the acquisition of PCH Santa Luzia. The interest will be paid monthly from June 2015 and the principal will be paid in nine consecutive annual installments, starting in June 2015.
· 1st issuance – CPFL Renováveis
In May 2012, the subsidiary CPFL Renováveis issued debentures not convertible into shares, of R$ 430,000 (R$ 426,327 net of issue costs), maturing in 2022, to finance the acquisition of Bons Ventos. The interest will be paid semi-annually from November 2012 and the principal will be paid in nine consecutive annual installments, starting in May 2015.
CPFL Paulista, CPFL Piratininga e RGE
· 6th issuance
In July 2012, a single series of unsecured debentures, not convertible into shares, was issued and subscribed, totaling R$ 1,270,000 (R$ 1,265,301 net of issuance costs), as detailed below. The funds will be used to refinance debts maturing in 2012 and 2013 and to reinforce working capital. The debentures will be guaranteed by the Company.
Subsidiary |
Quantity |
Unit nominal value |
Total issuance |
Net of issuance costs |
Issuance date |
Interest |
Maturity | |||||||
CPFL Paulista |
660 |
1,000 |
660,000 |
657,661 |
July 3, 2012 |
100% of DI + 0.80% |
July 3, 2019 | |||||||
CPFL Piratininga |
110 |
1,000 |
110,000 |
109,441 |
July 3, 2012 |
100% of DI + 0.80% |
July 3, 2019 | |||||||
RGE |
500 |
1,000 |
500,000 |
498,199 |
July 3, 2012 |
100% of DI + 0.80% |
July 3, 2019 | |||||||
1,270,000 |
1,265,301 |
RESTRICTIVE COVENANTS
CPFL Renováveis
The debentures issued in 2012 by the indirect subsidiary PCH Holding 2 S.A. are subject to restrictive covenants in relation to changes in the corporate structure of the company itself or of the subsidiary CPFL Renováveis. There are also restrictive covenants that require the following financial ratios to be maintained:
· Consolidated leverage ratio of 80% or less;
· Ratio of debt coverage ratio of 1.15 or more.
CPFL Paulista and RGE
The 6th issuance of debentures by CPFL Paulista and RGE is subject to restrictive covenants that require the Company to maintain certain financial ratios within pre-established parameters :
· Net indebtedness divided by EBITDA - maximum of 3.75;
· EBITDA divided by Financial Income (Expense) – minimum of 2.25.
CPFL Piratininga
· 3rd issuance
58
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
In 2012, amendments were made to the third issuance of CPFL Piratininga debentures, with the respective restrictive covenants to be calculated on the basis of the Company’s financial ratios. The new covenants are:
· Net indebtedness divided by EBITDA - maximum of 3.75;
· EBITDA divided by Financial Income (Expense) – minimum of 2.25.
· 6th issuance
The 6th issuance is subject to restrictive covenants that require the Company to maintain certain financial ratios within pre-established parameters:
· Net indebtedness divided by EBITDA - maximum of 3.75;
· EBITDA divided by Financial Income (Expense) – minimum of 2.25.
CPFL Geração
· 3rd issuance
In 2012, amendments were made to the third issuance of CPFL Geração debentures, with the respective restrictive covenants changed to:
· EBITDA divided by Financial Income (Expense) – from minimum of 2.00 to minimum of 2.25.
· Net indebtedness divided by EBITDA - no changes compared to December 31, 2011.
The other debentures are subject to certain restrictive covenants and include clauses that require the Company and its subsidiaries to maintain certain financial ratios within pre-established parameters. The details of these restrictive covenants are set forth in the December 31, 2011 financial statements.
The Management of the Company and its subsidiaries monitor these ratios systematically and constantly to ensure that the conditions are complied with.
In the opinion of the managements of the subsidiaries, these restrictive conditions and clauses are adequately complied with as of September 30, 2012.
( 18 ) PRIVATE PENSION PLANS
The subsidiaries sponsor supplementary retirement and pension plans for their employees. The main characteristics of these plans are as follows:
I – CPFL Paulista
The plan in force for the employees of the subsidiary CPFL Paulista, through Fundação CESP, was a Defined Plan (Proportional Paid-Up Supplementary Benefit Plan) until October 31, 1997, and after this date, a Mixed Benefit Variable Contribution Plan for programmed retirement and a Defined Benefit Plan for death and disability.
With the amendment of the Pension Plan in October 1997, the subsidiary recognized an obligation related to pay in respect of the plan deficit determined at the time by the external actuaries of Fundação CESP. This deficit would be settled in 260 installments (240 monthly installments and 20 annual installments), maturing in October 2017, plus interest of 6% p.a. and restatement based on the IGP-DI (FGV). Under the addendum to the agreement with Fundação CESP dated January 17, 2008, the payment terms were changed to 238 monthly payments and 19 annual installments, in relation to the base date of December 31, 2007, with final maturity on October 31, 2027. The balance of the obligation as of September 30, 2012 is R$ 469,772 (R$ 452,756 as of December 31, 2011). At the end of each year, after the appraisal by external actuaries, the balance of the debt is adjusted to reflect the equilibrium of the equity of the Fundação CESP Pension Plans. The contract amount differs from the accounting records of the subsidiary, which are in conformity with CPC 33.
59
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Additionally, managers may opt for a Free Benefit Generator Plan – PGBL (Defined Contribution), operated by either Banco do Brasil or Bradesco.
II – CPFL Piratininga
The plans currently in effect for the employees of the subsidiary CPFL Piratininga, through Fundação CESP, are a Defined Plan (Proportional Paid-Up Supplementary Benefit Plan) up to March 31, 1998, and after this date, a Benefit Plan and a variable contribution.
In September 1997, through a contractual instrument of adjustment of reserves to be amortized, Eletropaulo Metropolitana Eletricidade São Paulo S.A. (the predecessor of Bandeirante) recognized an obligation to pay in respect of the plan deficit determined at the time by the external actuaries of Fundação CESP, to be liquidated in 260 installments (240 monthly installments and 20 annual installments), plus interest of 6% p.a. and restatement based on the IGP-DI (FGV). Under the Contractual Amendment, signed with Fundação CESP on January 17, 2008, the payment terms were amended to 221 monthly payments and 18 annual installments, in relation to the base date of December 31, 2007, with final maturity on May 31, 2026. The balance of the obligation as of September 30, 2012 is R$ 130,900 (R$ 126,669 as of December 31, 2011). At the end of each year, after the appraisal by external actuaries, the balance of the debt is adjusted to reflect the equilibrium of the equity of the Fundação CESP Pension Plans. The contract amount differs from the accounting entries made by the subsidiary, which are in conformity with CPC 33.
Additionally, managers may opt for a Free Benefit Generator Plan – PGBL (Defined Contribution), operated by either Banco do Brasil or Bradesco.
III – RGE
A defined benefit plan, with a benefit that equals to 100% of the adjusted average of the most recent salaries, less the presumed Social Security benefit, with a Segregated Net Asset managed by ELETROCEEE. Only the employees whose work contracts were transferred from CEEE to RGE are entitled to this benefit. A defined contribution pension plan was set up in January 2006 with Bradesco Vida e Previdência for employees hired after 1997.
IV – CPFL Santa Cruz
The benefits plan of the subsidiary CPFL Santa Cruz, administered by BB Previdência - Fundo de Pensão do Banco do Brasil, is a defined contribution plan.
V - CPFL Leste Paulista, CPFL Sul Paulista, CPFL Mococa e CPFL Jaguari
In December 2005, the companies joined the CMSPREV private pension plan, managed by IHPREV Pension Fund. The plan is a defined contribution plan.
VI – CPFL Geração
The employees of the subsidiary CPFL Geração belong to the same pension plan as CPFL Paulista.
With the modification of the Retirement Plan, at that point maintained by CPFL Paulista, in October 1997, an obligation was recognized as payable by the subsidiary CPFL Geração, in relation to the plan deficit calculated by the external actuaries of Fundação CESP, to be amortized in 260 installments (240 monthly and 20 annual installments), until October 2017, plus interest of 6% p.a. and restatement at the IGP-DI rate (FGV). Under the Contractual Amendment, signed with Fundação CESP on January 17, 2008, the payment terms were amended to 238 monthly installments and 19 annual installments, as of December 31, 2007, with final maturity on October 31, 2027. The balance of the obligation at September 30, 2012 is R$ 9,309 (R$ 8,972 as of December 31, 2011). At the end of each year, after the appraisal by external actuaries, the balance of the debt is adjusted to reflect the equilibrium of the equity of the Fundação CESP Pension Plans. The contract amount differs from the carrying amount recorded by the subsidiary, which is in conformity with CPC 33.
60
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Managers may opt for a Free Benefit Generator Plan – PGBL (defined contribution), operated by either Banco do Brasil or Bradesco.
VII – Changes in the defined benefit plans
Changes occurred in the period related to the net actuarial liability according to CPC 33 as shown as follows:
September 30, 2012 | |||||||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
Total liability |
RGE |
Total Asset | ||||||
Actuarial liabilities /(assets) on January 1, 2012 |
352,422 |
77,982 |
7,899 |
438,303 |
(3,416) |
(3,416) | |||||
Expense (income) recognized in income statement |
(7,482) |
(2,454) |
(1,079) |
(11,015) |
3,469 |
3,469 | |||||
Sponsors' contributions transferred during the period |
(32,580) |
(10,019) |
(406) |
(43,005) |
(3,469) |
(3,469) | |||||
Actuarial liabilities /(assets) at the end of the period |
312,361 |
65,509 |
6,414 |
384,283 |
(3,416) |
(3,416) | |||||
Other contributions |
14,142 |
318 |
(69) |
14,391 |
- |
- | |||||
Subtotal |
326,503 |
65,827 |
6,345 |
398,675 |
(3,416) |
(3,416) | |||||
Other contributions RGE |
- |
- |
- |
3,052 |
|||||||
Actuarial liabilities /(assets) on September 30, 2012 |
326,503 |
65,827 |
6,345 |
401,726 |
|||||||
Current |
46,187 |
||||||||||
Noncurrent |
355,539 |
(3,416) |
Incomes recognized as operating cost in the actuarial report are shown below:
Nine months 2012 | |||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
Consolidated | ||||
Service cost |
891 |
3,261 |
108 |
4,260 | |||
Interest on actuarial obligations |
262,506 |
66,609 |
5,748 |
334,863 | |||
Expected return on plan assets |
(270,879) |
(72,324) |
(6,735) |
(349,938) | |||
Amortization of unrecognized actuarial gains |
- |
- |
(200) |
(200) | |||
Total income |
(7,482) |
(2,454) |
(1,079) |
(11,015) | |||
Nine months 2011 | |||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
Consolidated | ||||
Service cost |
783 |
2,835 |
102 |
3,720 | |||
Interest on actuarial obligations |
228,549 |
58,446 |
5,005 |
292,000 | |||
Expected return on plan assets |
(277,008) |
(73,416) |
(6,528) |
(356,952) | |||
Amortization of unrecognized actuarial gains |
(3,550) |
(1,833) |
(441) |
(5,824) | |||
Total income |
(51,226) |
(13,968) |
(1,862) |
(67,056) |
Since the changes in the RGE plan indicate the need to recognize an asset, and the amount to be recognized is restricted to the present value of the economic rewards available at the time, recognition in 2012 refers to the contributions in the period. The final amount to be recognized will be determined on preparation of the actuarial report, after analysis of the possibility of recovery of the asset at the end of the year.
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The principal assumptions considered in the actuarial calculations, based on the actuarial report prepared for December 31, 2011 and 2010 were:
CPFL Paulista, CPFL Piratininga and CPFL Geração |
RGE | ||||||
2011 |
2010 |
2011 |
2010 | ||||
Nominal discount rate for actuarial liabilities: |
10.35% p.a. |
10.24% p.a. |
10.35% p.a. |
10.24% p.a. | |||
Nominal Return Rate on Assets: |
(*) |
(**) |
10.24% p.a. |
11.28% p.a. | |||
Estimated Rate of nominal salary increase: |
6.69% p.a. |
6.08% p.a. |
6.69% p.a. |
6.08% p.a. | |||
Estimated Rate of nominal benefits increase: |
0.0% p.a. |
0.0% p.a. |
0.0% p.a. |
0.0% p.a. | |||
Estimated long-term inflation rate (basis for establishing |
|||||||
nominal rates above) |
4.6% p.a. |
4.0% p.a. |
4.6% p.a. |
4.0% p.a. | |||
General biometric mortality table: |
AT-83 |
AT-83 |
AT-83 |
AT-83 | |||
Biometric table for the onset of disability: |
MERCER TABLE |
MERCER TABLE |
Light-Average |
Light-Average | |||
Expected turnover rate: |
0.30 / (Service time + 1) |
0.30 / (Service time + 1) |
0.30 / (Service time + 1) |
0.30 / (Service time + 1) | |||
Likelihood of reaching retirement age: |
100% when a beneficiary of the Plan first becomes eligible |
100% when a beneficiary of the Plan first becomes eligible |
100% when a beneficiary of the Plan first becomes eligible |
100% when a beneficiary of the Plan first becomes eligible | |||
(*) CPFL Paulista and CPFL Geração 11.51% p.a, and CPFL Piratininga 11.72% p.a. |
|||||||
(**) CPFL Paulista and CPFL Geração 12.73% p.a. and CPFL Piratininga 12.71% p.a. |
( 19 ) REGULATORY CHARGES
Consolidated | |||
September 30, 2012 |
December 31, 2011 | ||
Fee for the Use of Water Resources |
4,854 |
3,591 | |
Global Reverse Fund - "RGR" |
23,713 |
28,060 | |
ANEEL Inspection Fee |
2,631 |
2,495 | |
Fuel Consumption Account - "CCC" |
43,252 |
65,121 | |
Energy Development Account - "CDE" |
50,622 |
45,879 | |
Total |
125,072 |
145,146 |
( 20 ) TAXES AND CONTRIBUTIONS PAYABLE
62
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | |||
September 30, 2012 |
December 31, 2011 | ||
Current |
|||
ICMS (State VAT) |
241,806 |
300,518 | |
PIS (Tax on Revenue) |
11,422 |
12,446 | |
COFINS (Tax on Revenue) |
66,056 |
59,429 | |
IRPJ (Corporate Income Tax) |
107,456 |
71,531 | |
CSLL (Social Contribution Tax) |
34,238 |
18,589 | |
Other |
27,917 |
20,515 | |
Total |
488,894 |
483,028 | |
Noncurrent |
|||
PIS (Tax on Revenue) |
1,103 |
- | |
COFINS (Tax on Revenue) |
5,080 |
165 | |
Total |
6,183 |
165 |
( 21 ) RESERVE FOR TAX, CIVIL AND LABOR RISKS AND ESCROW DEPOSITS
Consolidated | |||||||
September 30, 2012 |
December 31, 2011 | ||||||
Reserve for tax, civil and labor risks |
Escrow Deposits |
Reserve for tax, civil and labor risks |
Escrow Deposits | ||||
Labor |
|||||||
Various |
44,624 |
221,658 |
43,850 |
191,221 | |||
Civil |
|||||||
General Damages |
9,976 |
126,073 |
13,114 |
95,429 | |||
Tariff Increase |
8,004 |
44,862 |
8,948 |
31,242 | |||
Other |
6,696 |
448 |
6,423 |
448 | |||
24,676 |
171,383 |
28,485 |
127,119 | ||||
Tax |
|||||||
FINSOCIAL |
18,968 |
54,074 |
18,930 |
53,964 | |||
Income Tax |
88,898 |
696,456 |
82,061 |
660,222 | |||
Interest on Shareholders’ Equity - PIS and COFINS |
12,356 |
12,356 |
11,713 |
11,713 | |||
PIS and COFINS - Non-Cumulative Method |
94,039 |
- |
91,477 |
- | |||
Other |
46,515 |
85,028 |
44,580 |
68,370 | |||
260,777 |
847,915 |
248,761 |
794,268 | ||||
Various |
27,062 |
16,259 |
17,027 |
16,008 | |||
Total |
357,139 |
1,257,214 |
338,121 |
1,128,616 |
The change in the balances related to reserve for tax, civil and labor risks and escrow deposits are shown below:
63
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | |||||||||||||
December 31, 2011 |
Addition |
Reversal |
Payment |
Monetary Restatement |
Business combination |
September 30, 2012 | |||||||
Labor |
43,850 |
9,933 |
(1,035) |
(8,124) |
- |
- |
44,624 | ||||||
Civil |
28,485 |
13,917 |
(2,152) |
(15,573) |
- |
- |
24,676 | ||||||
Tax |
248,761 |
7,959 |
(1,406) |
- |
5,463 |
- |
260,777 | ||||||
Other |
17,027 |
35 |
- |
- |
- |
10,000 |
27,062 | ||||||
Reserve for tax, civil and labor risks |
338,121 |
31,845 |
(4,593) |
(23,697) |
5,463 |
10,000 |
357,139 | ||||||
Escrow Deposits |
1,128,616 |
117,650 |
(13,071) |
(17,817) |
41,837 |
- |
1,257,214 |
The reserve for tax, civil and labor risks were based on assessment of the risks of losing litigation to which the Company and its subsidiaries are parties, where a loss is probable in the opinion of the legal advisers and the management of the Company and its subsidiaries.
Details of the nature of the reserve for tax, civil and labor risks and escrow deposits are presented in the financial statements as of December 31, 2011.
Possible Losses - The Company and its subsidiaries are parties to other processes and risks in which management, supported by its legal advisers, believes that the chances of a successful outcome are possible, due to a solid defensive base in these cases. These questions do not yet indicate a trend in the decisions of the courts or any other decision in similar proceedings considered probable or remote, and therefore no provision has been established for these. As of September 30, 2012, the claims relating to possible losses were as follows: (i) R$ 356,730 for labor suits (R$ 340,833 as of December 31, 2011), mainly for workplace accidents, hazard pay, overtime, etc.; (ii) R$ 548,722 for civil suits, mainly for suits for personal injuries, environmental damages and tariff increases (R$ 553,648 as of December 31, 2011); and (iii) R$ 1,075,564 in respect of tax suits, relating basically to Income Tax, ICMS, FINSOCIAL and PIS and COFINS (R$ 967,952 as of December 31, 2011).
Based on the opinion of their legal advisers, Management of the Company and of its subsidiaries consider that there are no significant contingent risks that are not covered by adequate provisions in the Interim Financial Statements, or that might result in a significant impact on future earnings.
( 22 ) CHARGES FOR THE USE OF PUBLIC UTILITIES
Consolidated | ||||||||
Companies |
September 30, 2012 |
December 31, 2011 |
Number of remaining installments |
Interest rates | ||||
CERAN |
79,291 |
75,472 |
282 |
IGP-M + 9.6%p.a. | ||||
ENERCAN |
12,595 |
10,782 |
272 |
IGP-M + 8%p.a. | ||||
BAESA |
59,180 |
57,734 |
284 |
IGP-M + 8%p.a. | ||||
Foz do Chapecó |
335,480 |
325,676 |
290 |
IGP-M/IPC-A + 5.3%p.a. | ||||
TOTAL |
486,546 |
469,664 |
||||||
Current |
28,813 |
28,738 |
||||||
Noncurrent |
457,733 |
440,926 |
( 23 ) OTHER ACCOUNTS PAYABLE
64
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | |||||||
Current |
Noncurrent | ||||||
September 30, 2012 |
December 31, 2011 |
September 30, 2012 |
December 31, 2011 | ||||
Consumers and Concessionaires |
38,123 |
66,284 |
- |
- | |||
Energy Efficiency Program - PEE |
158,613 |
122,601 |
13,013 |
4,369 | |||
Research & Development - P&D |
158,457 |
139,247 |
22,895 |
22,370 | |||
National Scientific and Technological Development Fund - FNDCT |
3,437 |
4,014 |
- |
- | |||
Energy Research Company - EPE |
1,226 |
1,648 |
- |
- | |||
Fund for Reversal |
- |
- |
17,750 |
17,750 | |||
Advances |
43,724 |
74,292 |
33 |
2,812 | |||
Provision for environmental expenditure |
7,954 |
35,617 |
47,711 |
80,272 | |||
Payroll |
11,210 |
14,609 |
- |
- | |||
Profit sharing |
32,878 |
42,058 |
1,473 |
5,366 | |||
Collections agreement |
73,439 |
70,096 |
- |
- | |||
Guarantees |
- |
- |
25,435 |
26,605 | |||
Business combination |
10,851 |
174,136 |
- |
- | |||
Other |
61,508 |
68,736 |
6,019 |
14,866 | |||
Total |
601,420 |
813,338 |
134,330 |
174,410 |
( 24 ) SHAREHOLDERS’ EQUITY
The shareholders’ interest in the Company’s equity as of September 30, 2012 and December 31, 2011 are shown below:
Number of shares | ||||||||
September 30, 2012 |
December 31, 2011 | |||||||
Shareholders |
Common Shares |
Interest % |
Common Shares |
Interest % | ||||
VBC Energia S.A. |
245,897,460 |
25.55 |
245,897,454 |
25.55 | ||||
BB Carteira Livre I FIA |
298,467,462 |
31.02 |
298,467,458 |
31.02 | ||||
Energia São Paulo FIP |
115,118,250 |
11.96 |
102,756,048 |
10.68 | ||||
Bonaire Participações S.A. |
6,308,790 |
0.66 |
18,670,990 |
1.94 | ||||
BNDES Participações S.A. |
81,053,460 |
8.42 |
81,053,460 |
8.42 | ||||
Brumado Holdings S.A. |
34,502,100 |
3.59 |
34,502,100 |
3.59 | ||||
Antares Holding LTDA |
16,039,720 |
1.67 |
16,039,720 |
1.67 | ||||
Board of Directors |
- |
- |
212 |
0.00 | ||||
Executive officers |
50,350 |
0.01 |
49,980 |
0.01 | ||||
Other |
164,836,668 |
17.13 |
164,836,838 |
17.13 | ||||
Total |
962,274,260 |
100.00 |
962,274,260 |
100.00 |
Details of items included in shareholders’ equity are described in financial statements of December 31, 2011.
24.1 - Dividends
The Annual General Meeting (AGM/EGM) held on April 12, 2012, the Company declared dividends of R$758,470, related to the second semester of 2011. Additionally, in accordance with the Bylaws and based on the income for the first semester of 2012, Management approved on August 6, 2012 the declaration of an interim dividend of R$ 640,239, attributing the amount of R$ 0.665340 to each share.
In 2012, up to September 30, the Company paid dividends of R$ 1,393,384.
( 25 ) EARNINGS PER SHARE
65
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Earnings per share – basic and diluted
Calculation of the basic and diluted earnings per share at September 30, 2012 and 2011 was based on the net profit attributable to controlling shareholders and the average weighted number of common shares outstanding during the presented periods. For the diluted earnings per share, it was considered the dilutive effects of instruments convertible into shares, as shown below:
Parent Company CPFL Energia | |||||||
2012 |
2011 | ||||||
3rd quarter |
9 month |
3rd quarter |
9 month | ||||
Basic earnings per share |
|||||||
Numerator |
|||||||
Net income attributable to the Controlling Shareholders |
313,815 |
954,054 |
368,719 |
1,116,428 | |||
Denominator |
|||||||
Weighted average number of common shares held by Shareholders |
962,274,260 |
962,274,260 |
962,274,260 |
962,274,260 | |||
Basic earnings per share |
0.33 |
0.99 |
0.38 |
1.16 | |||
Diluted earnings per share |
|||||||
Numerator |
|||||||
Net income attributable to the Controlling Shareholders |
313,815 |
954,054 |
368,719 |
1,116,428 | |||
Dilutive effect of convertible debentures of subsidiary CPFL Renováveis (*) |
(5,984) |
(9,263) |
- |
- | |||
Net income attributable to the Controlling Shareholders |
307,831 |
944,791 |
368,719 |
1,116,428 | |||
Denominator |
|||||||
Weighted average number of common shares held by Shareholders |
962,274,260 |
962,274,260 |
962,274,260 |
962,274,260 | |||
Diluted earnings per share |
0.32 |
0.98 |
0.38 |
1.16 | |||
(*) Proportional to the interest on the subsidiary (63%) |
In the second quarter 2011, the common shares in the Company were grouped, at a proportion of 10 (ten) to 1 (one), with simultaneous splitting of each grouped share, at a proportion of 1 (one) to 20 (twenty), allowing a period of 60 days for the shareholders to adjust their stock positions on the BM&FBovespa S.A.
The resulting shares were allocated and distributed to the holders of the shares on July 4, 2011 and the fractions of shares of the shareholders who opted not to adjust their positions were identified, separated and grouped by whole numbers, and sold by auction on the BM&FBovespa.
The dilutive effect of the numerator in the calculation of diluted earnings per share takes into account the dilutive effects of the debentures convertible into shares issued by subsidiaries of the subsidiary CPFL Renováveis. The effects were calculated based on the assumption that these debentures would in fact be converted and, common shares of the subsidiaries at the beginning of the financial period.
( 26 ) NET OPERATING REVENUE
66
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | |||||||
2012 |
2011 | ||||||
Revenue from Eletric Energy Operations |
3rd quarter |
Nine months |
3rd quarter |
Nine months | |||
Consumer class |
|||||||
Residential |
1,609,272 |
4,879,772 |
1,542,989 |
4,428,415 | |||
Industrial |
1,041,645 |
3,021,481 |
1,096,644 |
3,075,734 | |||
Commercial |
791,510 |
2,475,956 |
760,974 |
2,276,814 | |||
Rural |
125,855 |
359,708 |
123,316 |
328,478 | |||
Public Administration |
109,246 |
328,970 |
108,119 |
311,462 | |||
Public Lighting |
87,195 |
256,198 |
86,155 |
245,204 | |||
Public Services |
135,289 |
404,231 |
134,417 |
379,396 | |||
(-) Adjustment of excess and surplus revenue of reactive |
(5,165) |
(17,920) |
- |
- | |||
Billed |
3,894,847 |
11,708,397 |
3,852,614 |
11,045,504 | |||
Unbilled (Net) |
46,541 |
26,295 |
(28,480) |
(29,889) | |||
Emergency Charges - ECE/EAEE |
- |
1 |
40 |
37 | |||
Reclassification to Network Usage Charge - TUSD - Captive Consumers |
(1,707,476) |
(5,589,081) |
(1,830,053) |
(5,284,654) | |||
Electricity sales to final consumers |
2,233,912 |
6,145,611 |
1,994,121 |
5,730,999 | |||
Furnas Centrais Elétricas S.A. |
102,461 |
305,202 |
97,488 |
289,331 | |||
Other Concessionaires and Licensees |
402,776 |
997,495 |
220,758 |
558,524 | |||
Current Electric Energy |
101,720 |
203,940 |
21,517 |
66,711 | |||
Electricity sales to wholesaler´s |
606,957 |
1,506,638 |
339,763 |
914,567 | |||
Revenue due to Network Usage Charge - TUSD - Captive Consumers |
1,707,476 |
5,589,081 |
1,830,053 |
5,284,654 | |||
Revenue due to Network Usage Charge - TUSD - Free Consumers |
358,097 |
1,048,302 |
325,305 |
988,077 | |||
(-) Adjustment of revenue surplus and excess responsive |
(1,315) |
(5,937) |
- |
- | |||
Revenue from construction of concession infrastructure |
390,499 |
981,550 |
314,135 |
778,153 | |||
Other Revenue and Income |
86,597 |
241,742 |
54,709 |
186,891 | |||
Other operating revenues |
2,541,354 |
7,854,739 |
2,524,203 |
7,237,774 | |||
Total gross revenues |
5,382,223 |
15,506,988 |
4,858,087 |
13,883,340 | |||
|
|
|
| ||||
Deductions from operating revenues |
|||||||
ICMS |
(772,326) |
(2,337,245) |
(764,479) |
(2,201,410) | |||
PIS |
(72,689) |
(214,019) |
(72,076) |
(209,905) | |||
COFINS |
(335,568) |
(985,790) |
(332,107) |
(967,041) | |||
ISS |
(1,032) |
(3,805) |
(1,457) |
(3,797) | |||
Global Reversal Reserve - RGR |
(21,366) |
(75,352) |
(21,759) |
(47,686) | |||
Fuel Consumption Account - CCC |
(129,756) |
(485,810) |
(187,806) |
(544,173) | |||
Energy Development Account - CDE |
(146,016) |
(437,812) |
(131,211) |
(393,633) | |||
Research and Development and Energy Efficiency Programs |
(38,549) |
(112,294) |
(38,703) |
(107,093) | |||
PROINFA |
(20,248) |
(55,691) |
(16,225) |
(48,695) | |||
Emergency Charges - ECE/EAEE |
(0) |
(1) |
(40) |
(38) | |||
IPI |
(19) |
(79) |
- |
(6) | |||
|
(1,537,570) |
(4,707,897) |
(1,565,864) |
(4,523,475) | |||
Net revenue |
3,844,654 |
10,799,091 |
3,292,224 |
9,359,864 |
In accordance with ANEEL’s Order nº 4.722 of December 18, 2009, concerning the basic procedures for preparation of the financial statements, the energy distribution subsidiaries reclassified part of the amount related to revenue from under the heading “Supply of Electric Energy”, Commercialization activities, to “Other Operating Income”, Distribution activities, with the title “Income from the tariff for the use of the distribution system – TUSD captive consumer”.
67
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | |||||||
2012 |
2011 | ||||||
Revenue from Eletric Energy Operations - in GWh (*) |
3rd quarter |
Nine months |
3rd quarter |
Nine months | |||
Consumer class |
|||||||
Residential |
3,530 |
10,757 |
3,449 |
10,164 | |||
Industrial |
3,614 |
10,701 |
3,799 |
11,011 | |||
Commercial |
2,002 |
6,397 |
1,945 |
6,032 | |||
Rural |
537 |
1,527 |
547 |
1,449 | |||
Public Administration |
288 |
890 |
287 |
857 | |||
Public Lighting |
385 |
1,139 |
385 |
1,120 | |||
Public Services |
457 |
1,397 |
466 |
1,357 | |||
Billed |
10,815 |
32,808 |
10,877 |
31,990 | |||
Own comsuption |
7 |
24 |
8 |
25 | |||
Electricity sales to final consumers |
10,822 |
32,832 |
10,885 |
32,015 | |||
Furnas Centrais Elétricas S.A. |
763 |
2,272 |
763 |
2,263 | |||
Other Concessionaires and Licensees |
2,611 |
7,139 |
1,742 |
4,925 | |||
Current Electric Energy |
1,114 |
2,038 |
2,324 |
3,448 | |||
Electricity sales to wholesaler´s |
4,488 |
11,448 |
4,829 |
10,637 | |||
(*) Information not reviewed by the independent auditors |
Consolidated | |||
Number of consumers (*) |
September 30, 2012 |
September 30, 2011 | |
Consumer class |
|||
Residential |
6,259,471 |
6,030,418 | |
Industrial |
59,240 |
60,938 | |
Commercial |
495,662 |
501,606 | |
Rural |
244,174 |
241,351 | |
Public Administration |
48,224 |
46,458 | |
Public Lighting |
9,038 |
8,461 | |
Public Services |
7,671 |
7,351 | |
Total |
7,123,480 |
6,896,583 | |
(*) Information not reviewed by the independent auditors |
The tariff regulation procedure (Proret), approved by ANEEL Normative Resolution n° 463 of November 22, 2011, determined that income received as a result of excess demand and excess reactive power, from the contractual tariff review date for the 3rd periodic tariff review, should be accounted for as Special Obligations and will be amortized from the next tariff review.
In accordance with ANEEL Order nº 4.991, of December 29, 2011, relating to the basic procedures for preparation of the financial statements, the subsidiaries CPFL Piratininga, CPFL Santa Cruz, CPFL Leste Paulista, CPFL Sul Paulista, CPFL Jaguari e CPFL Mococa adjusted income from adjustment of excess and surplus revenue of reactive, reducing the accounts of “Electric energy supply” and “Tariff for the Use of the Distribution System – TUSD free consumers” against the item reducer of intangible assets (“Special Obligations”). The amount of R$ 23,857 recognized was calculated from the date that should have occurred, up to the date scheduled for the subsidiary’s tariff review, to September 30, 2012.
On February 7, 2012, the Brazilian Association of Electric Energy Distributors (Associação Brasileira de Distribuidores de Energia Elétrica - ABRADEE) succeeded in suspending the effects of Resolution 463, whereby the request for advance final relief was granted and the order to account for income from excess demand and excess reactive as special obligations was suspended. The suspensive effect applied for by ANEEL in its interlocutory appeal was granted in June 2012 and the advance relief originally granted in favor of ABRADEE was suspended. The subsidiaries are awaiting the court’s decision on the final treatment of this income, and at September 30, 2012, these amounts are still recorded under Special Obligations, according to CPC 25.
68
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The details of the tariff adjustments for the distributors are as follows:
2012 |
2011 | |||||||||
Company |
Month |
Total adjustment |
Effect perceived by consumers (*) |
Total adjustment |
Effect perceived by consumers (*) | |||||
CPFL Paulista |
April |
3.71% |
2.89% |
7.38% |
7.23% | |||||
CPFL Piratininga |
October |
(**) |
(**) |
(**) |
(**) | |||||
RGE |
June |
11.51% |
3.38% |
17.21% |
6.74% | |||||
CPFL Santa Cruz |
February |
(**) |
(**) |
23.61% |
15.38% | |||||
CPFL Leste Paulista |
February |
(**) |
(**) |
7.76% |
16.44% | |||||
CPFL Jaguari |
February |
(**) |
(**) |
5.47% |
6.62% | |||||
CPFL Sul Paulista |
February |
(**) |
(**) |
8.02% |
7.11% | |||||
CPFL Mococa |
February |
(**) |
(**) |
9.50% |
9.77% |
(*) Represents the average effect perceived by consumers, as a result of elimination from the tariff base of financial components added in the annual adjustment for the previous year.
(**) The tariff review of the subsidiary CPFL Piratininga was scheduled to have occurred on October 23, 2011. However, in light of the methodology applicable for the third cycle of tariff review, ANEEL, by means of Ratifying Resolution No. 1,223, published on October 24, 2011, in the Official Gazette of the Federal Executive, decided to maintain the current tariffs ratified in the 2010 tariff adjustment until the application of the new methodology for the third cycle of tariff reviews. See note 35 on Tariff Review and Adjustment.
On January 31, 2012, with Authorization Resolutions 1,253, 1,254, 1,255, 1,256 and 1,258, ANEEL extended the effective term of the supply tariffs and TUSD of the subsidiaries CPFL Santa Cruz, CPFL Leste Paulista, CPFL Jaguari, CPFL Sul Paulista and CPFL Mococa, respectively, until the final processing of the tariff review.
( 27 ) COST OF ELECTRIC ENERGY
69
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | |||||||
2012 |
2011 | ||||||
Electricity Purchased for Resale |
3rd quarter |
Nine months |
3rd quarter |
Nine months | |||
Itaipu Binacional |
296,321 |
836,182 |
241,578 |
711,750 | |||
Current Electric Energy |
136,369 |
512,684 |
29,520 |
114,727 | |||
PROINFA |
52,994 |
164,551 |
42,353 |
127,092 | |||
Energy purchased of bilateral contracts and through action in the regulated market |
1,193,250 |
3,308,497 |
1,090,495 |
3,018,670 | |||
Credit of PIS and COFINS |
(154,463) |
(440,942) |
(125,140) |
(363,176) | |||
Subtotal |
1,524,471 |
4,380,972 |
1,278,806 |
3,609,063 | |||
Electricity Network Usage Charge |
|||||||
Basic Network Charges |
296,547 |
858,706 |
272,985 |
757,470 | |||
Transmission from Itaipu |
25,226 |
71,493 |
23,396 |
66,832 | |||
Connection Charges |
19,997 |
58,946 |
18,985 |
52,814 | |||
Charges of Use of the Distribution System |
16,883 |
41,773 |
10,770 |
29,603 | |||
System Service Charges - "ESS" |
33,569 |
85,575 |
52,972 |
141,623 | |||
Reserve Energy charges - "EER" |
42,041 |
78,351 |
12,416 |
18,396 | |||
Credit of PIS and COFINS |
(39,218) |
(107,951) |
(34,714) |
(97,074) | |||
Subtotal |
395,045 |
1,086,893 |
356,810 |
969,665 | |||
Total |
1,919,516 |
5,467,866 |
1,635,616 |
4,578,729 |
Consolidated | |||||||
2012 |
2011 | ||||||
Electricity Purchased for Resale - in GWh (*) |
3rd quarter |
Nine months |
3rd quarter |
Nine months | |||
Itaipu Binacional |
2,750 |
8,078 |
2,743 |
8,125 | |||
Current Electric Energy |
1,184 |
6,782 |
1,066 |
3,504 | |||
PROINFA |
206 |
706 |
237 |
587 | |||
Energy purchased of bilateral contracts and through action in the regulated market |
8,990 |
24,780 |
8,762 |
25,235 | |||
Total |
13,130 |
40,346 |
12,808 |
37,451 | |||
(*) Information not reviewed by the independent auditors |
70
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
( 28 ) OPERATING COSTS AND EXPENSES
Parenth company | |||||||||||
3rd quarter | |||||||||||
Operating Expenses | |||||||||||
General |
Other |
Total | |||||||||
2012 |
2011 |
2012 |
2011 |
2012 |
2011 | ||||||
Personnel |
3,388 |
2,161 |
- |
- |
3,388 |
2,161 | |||||
Materials |
4 |
15 |
- |
- |
4 |
15 | |||||
Outside Services |
1,664 |
2,567 |
- |
- |
1,664 |
2,567 | |||||
Depreciation and Amortization |
13 |
45 |
- |
- |
13 |
45 | |||||
Others: |
1,120 |
1,027 |
6 |
36,297 |
1,126 |
37,324 | |||||
Leases and Rentals |
31 |
29 |
- |
- |
31 |
29 | |||||
Publicity and Advertising |
779 |
608 |
- |
- |
779 |
608 | |||||
Legal, Judicial and Indemnities |
51 |
102 |
- |
- |
51 |
102 | |||||
Donations, Contributions and Subsidies |
209 |
121 |
- |
- |
209 |
121 | |||||
Intangible of concession amortization |
- |
- |
- |
36,297 |
- |
36,297 | |||||
Others |
50 |
168 |
6 |
- |
56 |
168 | |||||
Total |
6,189 |
5,814 |
6 |
36,297 |
6,195 |
42,111 | |||||
Parenth company | |||||||||||
Nine months | |||||||||||
Operating Expenses | |||||||||||
General |
Other |
Total | |||||||||
2012 |
2011 |
2012 |
2011 |
2012 |
2011 | ||||||
Personnel |
9,268 |
4,132 |
- |
- |
9,268 |
4,132 | |||||
Materials |
7 |
46 |
- |
- |
7 |
46 | |||||
Outside Services |
4,731 |
13,970 |
- |
- |
4,731 |
13,970 | |||||
Depreciation and Amortization |
47 |
134 |
- |
- |
47 |
134 | |||||
Other: |
3,964 |
3,673 |
36 |
108,892 |
4,000 |
112,565 | |||||
Leases and Rentals |
90 |
74 |
- |
- |
90 |
74 | |||||
Publicity and Advertising |
2,615 |
2,369 |
- |
- |
2,615 |
2,369 | |||||
Legal, Judicial and Indemnities |
698 |
454 |
- |
- |
698 |
454 | |||||
Donations, Contributions and Subsidies |
434 |
344 |
- |
- |
434 |
344 | |||||
Intangible of concession amortization |
- |
- |
- |
108,892 |
- |
108,892 | |||||
Others |
127 |
432 |
36 |
- |
164 |
432 | |||||
Total |
18,016 |
21,954 |
36 |
108,892 |
18,053 |
130,846 |
71
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | |||||||||||||||||||||||
3rd quarter | |||||||||||||||||||||||
Services Rendered to Third Parties |
Operating Expenses |
Total | |||||||||||||||||||||
Operating costs |
Sales |
General |
Other |
||||||||||||||||||||
2012 |
2011 |
2012 |
2011 |
2012 |
2011 |
2012 |
2011 |
2012 |
2011 |
2012 |
2011 | ||||||||||||
Personnel |
104,067 |
95,207 |
16 |
(5) |
25,835 |
25,508 |
39,729 |
48,554 |
- |
- |
169,647 |
169,265 | |||||||||||
Employee Pension Plans |
(2,502) |
(22,352) |
- |
- |
- |
- |
- |
- |
- |
- |
(2,502) |
(22,352) | |||||||||||
Materials |
23,273 |
18,857 |
346 |
489 |
825 |
1,872 |
2,130 |
6,647 |
- |
- |
26,574 |
27,864 | |||||||||||
Outside Services |
41,900 |
34,351 |
480 |
286 |
26,727 |
24,183 |
64,058 |
51,918 |
- |
- |
133,165 |
110,738 | |||||||||||
Depreciation and Amortization |
208,709 |
131,806 |
- |
- |
8,279 |
8,237 |
12,452 |
9,859 |
- |
- |
229,441 |
149,902 | |||||||||||
Costs related to infrastructure construction |
- |
- |
390,499 |
314,135 |
- |
- |
- |
- |
- |
- |
390,499 |
314,135 | |||||||||||
Others: |
19,342 |
24,289 |
(4) |
(5) |
89,721 |
24,712 |
23,669 |
18,650 |
103,623 |
56,939 |
236,351 |
124,585 | |||||||||||
Collection charges |
- |
- |
- |
- |
12,479 |
9,644 |
- |
- |
- |
- |
12,479 |
9,644 | |||||||||||
Allowance for doubtful accounts |
- |
- |
- |
- |
75,251 |
14,522 |
- |
- |
- |
- |
75,251 |
14,522 | |||||||||||
Leases and Rentals |
9,037 |
8,963 |
- |
- |
13 |
30 |
1,722 |
(2,473) |
- |
- |
10,772 |
6,520 | |||||||||||
Publicity and Advertising |
58 |
286 |
- |
- |
1 |
124 |
5,437 |
1,945 |
- |
- |
5,496 |
2,355 | |||||||||||
Legal, Judicial and Indemnities |
9 |
(86) |
- |
- |
- |
- |
9,968 |
11,347 |
- |
- |
9,977 |
11,262 | |||||||||||
Donations, Contributions and Subsidies |
237 |
65 |
- |
- |
1,620 |
- |
582 |
2,743 |
- |
- |
2,439 |
2,808 | |||||||||||
Financial compensation for using water resources |
6,921 |
11,789 |
- |
- |
- |
- |
- |
- |
- |
- |
6,921 |
11,789 | |||||||||||
Inspection fee |
- |
- |
- |
- |
- |
- |
- |
- |
8,237 |
7,178 |
8,237 |
7,178 | |||||||||||
Intangible of concession amortization |
- |
- |
- |
- |
- |
- |
- |
- |
75,363 |
46,148 |
75,363 |
46,148 | |||||||||||
Others |
3,081 |
3,271 |
(4) |
(5) |
357 |
392 |
5,959 |
5,087 |
20,023 |
3,614 |
29,417 |
12,359 | |||||||||||
Total |
394,790 |
282,157 |
391,338 |
314,901 |
151,387 |
84,513 |
142,038 |
135,628 |
103,623 |
56,939 |
1,183,175 |
874,137 | |||||||||||
Consolidated | |||||||||||||||||||||||
Nine months | |||||||||||||||||||||||
Services Rendered to Third Parties |
Operating Expenses |
Total | |||||||||||||||||||||
Operating costs |
Sales |
General |
Other |
||||||||||||||||||||
2012 |
2011 |
2012 |
2011 |
2012 |
2011 |
2012 |
2011 |
2012 |
2011 |
2012 |
2011 | ||||||||||||
Personnel |
295,692 |
323,372 |
23 |
(4) |
75,202 |
76,229 |
129,929 |
127,468 |
- |
- |
500,846 |
527,064 | |||||||||||
Employee Pension Plans |
(7,542) |
(67,056) |
- |
- |
- |
- |
- |
- |
- |
- |
(7,542) |
(67,056) | |||||||||||
Materials |
60,324 |
47,679 |
1,433 |
895 |
2,137 |
3,770 |
7,649 |
17,057 |
- |
- |
71,543 |
69,400 | |||||||||||
Outside Services |
126,847 |
114,998 |
1,741 |
491 |
81,300 |
76,845 |
192,187 |
175,425 |
- |
- |
402,076 |
367,760 | |||||||||||
Depreciation and Amortization |
565,265 |
395,343 |
- |
- |
24,789 |
24,692 |
27,699 |
25,982 |
- |
- |
617,753 |
446,017 | |||||||||||
Costs related to infrastructure construction |
- |
- |
981,550 |
778,153 |
- |
- |
- |
- |
- |
- |
981,550 |
778,153 | |||||||||||
Others |
45,991 |
51,190 |
(13) |
(5) |
160,248 |
81,179 |
67,320 |
85,789 |
254,396 |
168,128 |
527,943 |
386,281 | |||||||||||
Collection charges |
- |
- |
- |
- |
36,564 |
27,822 |
- |
- |
- |
- |
36,564 |
27,822 | |||||||||||
Allowance for doubtful accounts |
- |
- |
- |
- |
118,399 |
51,940 |
- |
- |
- |
- |
118,399 |
51,940 | |||||||||||
Leases and Rentals |
20,646 |
11,840 |
- |
- |
77 |
113 |
7,288 |
6,662 |
- |
- |
28,012 |
18,615 | |||||||||||
Publicity and Advertising |
97 |
623 |
- |
- |
14 |
209 |
13,289 |
7,993 |
- |
- |
13,400 |
8,825 | |||||||||||
Legal, Judicial and Indemnities |
50 |
53 |
- |
- |
- |
- |
32,523 |
44,107 |
- |
- |
32,573 |
44,160 | |||||||||||
Donations, Contributions and Subsidies |
968 |
75 |
- |
- |
4,318 |
- |
1,808 |
7,773 |
- |
- |
7,095 |
7,848 | |||||||||||
Financial compensation for using water resources |
14,064 |
30,883 |
- |
- |
- |
- |
- |
- |
- |
- |
14,064 |
30,883 | |||||||||||
Inspection fee |
- |
- |
- |
- |
- |
- |
- |
- |
24,172 |
21,305 |
24,172 |
21,305 | |||||||||||
Intangible of concession amortization |
- |
- |
- |
- |
- |
- |
- |
- |
210,089 |
138,174 |
210,089 |
138,174 | |||||||||||
Others |
10,165 |
7,716 |
(13) |
(5) |
876 |
1,094 |
12,411 |
19,254 |
20,136 |
8,649 |
43,576 |
36,708 | |||||||||||
Total |
1,086,578 |
865,526 |
984,734 |
779,529 |
343,676 |
262,714 |
424,784 |
431,722 |
254,396 |
168,128 |
3,094,168 |
2,507,619 |
( 29 ) FINANCIAL INCOME AND EXPENSES
Parent company |
Consolidated | |||||||||||||||
2012 |
2011 |
2012 |
2011 | |||||||||||||
3rd quarter |
Nine months |
3rd quarter |
Nine months |
3rd quarter |
Nine months |
3rd quarter |
Nine months | |||||||||
Financial Income |
||||||||||||||||
Income from Financial Investments |
3,172 |
23,596 |
20,946 |
31,898 |
55,629 |
165,237 |
140,856 |
233,087 | ||||||||
Arrears of interest and fines |
- |
13 |
- |
- |
39,929 |
118,403 |
37,830 |
120,295 | ||||||||
Restatement of tax credits |
387 |
2,333 |
18 |
18 |
1,767 |
7,545 |
962 |
3,803 | ||||||||
Restatement of Escrow Deposits |
248 |
645 |
283 |
712 |
12,404 |
41,837 |
16,067 |
44,538 | ||||||||
Monetary and Exchange Restatement |
- |
- |
- |
- |
16,799 |
41,758 |
14,536 |
43,320 | ||||||||
Discount on purchase of ICMS credit |
- |
- |
- |
- |
4,978 |
11,997 |
3,233 |
9,487 | ||||||||
PIS and COFINS on interest on shareholders´ equity |
- |
(9,931) |
- |
(9,394) |
- |
(9,931) |
- |
(9,394) | ||||||||
Other |
947 |
3,573 |
2,483 |
7,519 |
26,244 |
51,140 |
6,661 |
26,446 | ||||||||
Total |
4,753 |
20,229 |
23,730 |
30,754 |
157,749 |
427,985 |
220,146 |
471,584 | ||||||||
Financial Expense |
||||||||||||||||
Debt Charges |
(8,628) |
(30,784) |
(14,568) |
(40,701) |
(319,206) |
(915,759) |
(333,214) |
(804,913) | ||||||||
Monetary and Exchange Variations |
(199) |
52 |
300 |
(262) |
(23,820) |
(107,077) |
(70,813) |
(106,235) | ||||||||
(-) Capitalized borrowing costs |
- |
- |
- |
- |
13,733 |
37,930 |
7,841 |
27,162 | ||||||||
Public utilities |
- |
- |
- |
- |
(18,193) |
(43,906) |
(9,076) |
(42,993) | ||||||||
Other |
(299) |
(329) |
(148) |
(235) |
(46,829) |
(88,671) |
(20,086) |
(62,963) | ||||||||
Total |
(9,126) |
(31,060) |
(14,417) |
(41,198) |
(394,315) |
(1,117,483) |
(425,349) |
(989,942) | ||||||||
Net financial income (expense) |
(4,372) |
(10,831) |
9,313 |
(10,444) |
(236,566) |
(689,498) |
(205,203) |
(518,358) |
Interest is capitalized at a rate of 8.24% p.a. in 2012 and 9.95% p.a. in 2011 for qualifying assets, in accordance with CPC 20.
( 30 ) SEGMENT INFORMATION
The Company’s operating segments are based on the internal financial information and management structure and are separated by business segment: electric energy distribution, conventional and renewable energy generation, commercialization and services rendered.
72
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Since January 1, 2012, Company management has analyzed the services segment separately and the 2011 information is therefore presented for purposes of comparison.
Profit or loss, assets and liabilities per segment include items directly attributable to a segment, as well as those that can be allocated on a reasonable basis, if applicable. Average prices between segments are established based on similar market transactions. Note 1 shows the subsidiaries in accordance with their areas of operation and provides further information about each subsidiary and its business area.
The segregated information by operating segment is shown below, in accordance with the criteria established by Company management:
Distribution |
Generation |
Commercialization |
Services |
Other (*) |
Elimination |
Total | |||||||
Nine months 2012 |
|||||||||||||
Net revenue |
9,007,727 |
890,394 |
864,392 |
36,555 |
23 |
- |
10,799,091 | ||||||
(-) Intersegment revenues |
15,222 |
781,806 |
450,833 |
91,205 |
- |
(1,339,066) |
- | ||||||
Income from electric energy service |
1,225,366 |
820,949 |
182,595 |
26,239 |
(18,093) |
- |
2,237,057 | ||||||
Financial income |
299,871 |
74,633 |
31,584 |
1,909 |
19,988 |
- |
427,985 | ||||||
Financial expense |
(478,108) |
(505,027) |
(103,110) |
(176) |
(31,063) |
- |
(1,117,483) | ||||||
Income before taxes |
1,047,128 |
390,555 |
111,069 |
27,972 |
(29,168) |
- |
1,547,559 | ||||||
Income tax and social contribution |
371,702 |
125,434 |
35,695 |
9,166 |
27,257 |
- |
569,254 | ||||||
Net Income |
675,426 |
265,121 |
75,373 |
18,806 |
(56,424) |
- |
978,305 | ||||||
Total Assets (**) |
14,435,341 |
15,179,730 |
474,000 |
109,705 |
446,090 |
- |
30,644,866 | ||||||
Capital Expenditures and other intangible assets |
1,041,271 |
871,893 |
5,016 |
11,591 |
411 |
1,930,182 | |||||||
Depreciation and Amortization |
403,219 |
419,627 |
2,217 |
2,725 |
54 |
- |
827,841 | ||||||
Nine months 2011 (***) |
|||||||||||||
Net revenue |
8,132,457 |
474,505 |
734,058 |
18,842 |
3 |
- |
9,359,864 | ||||||
(-) Intersegment revenues |
12,193 |
676,291 |
472,059 |
47,832 |
- |
(1,208,375) |
- | ||||||
Income from electric energy service |
1,440,053 |
655,845 |
187,840 |
12,902 |
(23,123) |
- |
2,273,517 | ||||||
Financial income |
311,874 |
82,486 |
48,208 |
274 |
28,741 |
- |
471,584 | ||||||
Financial expense |
(478,827) |
(406,352) |
(59,444) |
(3,155) |
(42,164) |
- |
(989,942) | ||||||
Income before taxes |
1,273,100 |
331,979 |
176,604 |
10,022 |
(36,546) |
- |
1,755,159 | ||||||
Income tax and social contribution |
443,075 |
91,109 |
56,536 |
3,580 |
21,837 |
- |
616,136 | ||||||
Net Income |
830,026 |
240,870 |
120,068 |
6,443 |
(58,383) |
- |
1,139,022 | ||||||
Total Assets (**) |
12,850,341 |
13,181,524 |
455,029 |
60,383 |
865,780 |
- |
27,413,057 | ||||||
Capital Expenditures and other intangible assets |
741,186 |
448,574 |
10,377 |
2,073 |
38 |
- |
1,202,248 | ||||||
Depreciation and Amortization |
374,082 |
204,857 |
3,108 |
1,181 |
963 |
- |
584,191 |
Since August 1, 2011, as a result of the association with ERSA and acquisition of CPFL Renováveis, described in Note 12, Management has analyzed these operations separately, and a new operating segment was therefore created to segregate the activities related to renewable energies:
Distribution |
Generation |
Renewable |
Commercialization |
Services |
Other (*) |
Elimination |
Total | ||||||||
Nine months 2012 |
|||||||||||||||
Net revenue |
9,007,727 |
503,697 |
386,698 |
864,392 |
36,555 |
23 |
- |
10,799,091 | |||||||
(-) Intersegment revenues |
15,222 |
629,974 |
151,832 |
450,833 |
91,205 |
- |
(1,339,066) |
- | |||||||
Income from electric energy service |
1,225,366 |
682,924 |
138,025 |
182,595 |
26,239 |
(18,093) |
- |
2,237,057 | |||||||
Financial income |
299,871 |
33,187 |
41,446 |
31,584 |
1,909 |
19,988 |
- |
427,985 | |||||||
Financial expense |
(478,108) |
(335,599) |
(169,428) |
(103,110) |
(176) |
(31,063) |
- |
(1,117,483) | |||||||
Income before taxes |
1,047,128 |
380,511 |
10,043 |
111,069 |
27,972 |
(29,168) |
- |
1,547,559 | |||||||
Income tax and social contribution |
371,702 |
123,805 |
1,628 |
35,695 |
9,166 |
27,257 |
- |
569,254 | |||||||
Net Income |
675,426 |
256,706 |
8,415 |
75,373 |
18,806 |
(56,424) |
- |
978,305 | |||||||
Total Assets (**) |
14,435,341 |
6,494,876 |
8,684,855 |
474,000 |
109,705 |
446,090 |
- |
30,644,866 | |||||||
Capital Expenditures and other intangible assets |
1,041,271 |
10,363 |
861,530 |
5,016 |
11,591 |
411 |
- |
1,930,182 | |||||||
Depreciation and Amortization |
403,219 |
218,797 |
200,830 |
2,217 |
2,725 |
54 |
- |
827,841 |
(*) Other: Refers basically to the CPFL Energia figures after eliminations of balances with related parties.
(**) The intangible assets created in an acquisition and recorded in CPFL Energia was allocated to the respective segments.
(***) For the total assets, balances refer to December 31, 2011.
( 31 ) TRANSACTIONS WITH RELATED PARTIES
The Company’s controlling shareholders are as follows:
· VBC Energia S.A.
Controlled by the Camargo Corrêa group, with operations in a number of segments, such as construction, cement, footwear, textiles, aluminum and highway concessions, among others.
73
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
· Energia São Paulo Fundo de Investimento em Participações, controlled by the following pension funds: (a) Fundação CESP, (b) Fundação SISTEL de Seguridade Social, (c) Fundação Petrobras de Seguridade Social - PETROS, and (d) Fundação SABESP de Seguridade Social - SABESPREV.
· Bonaire Participações S.A.
Company controlled by Energia São Paulo Fundo de Investimento em Participações.
· Fundo BB Carteira Livre I - Fundo de Investimento em Ações
Fund controlled by PREVI - Caixa de Previdência dos Funcionários do Banco do Brasil.
The direct and indirect participations in operating subsidiaries are described in Note 1.
Controlling shareholders, subsidiaries and associated companies, jointly controlled corporations and entities under common control and that in some way exercise significant influence over the Company are considered to be related parties.
Balances and transactions involving related parties are shown in tables 31.1 and 31.2.
The main transactions are listed below:
a) Bank deposits and short-term investments – refer mainly to bank deposits and short-term financial investments with the Banco do Brasil, as mentioned in Note 5. The Company and of its subsidiaries also has an Exclusive Investment Fund, managed, among others, by BB DTVM, which charges management fees under normal market conditions for such management.
b) Loans and Financing and Debentures – relate to funds raised from the Banco do Brasil in accordance with Notes 16 and 17, contracted under the normal market conditions at the time. The Company also guarantees certain loans raised by its subsidiaries, as mentioned in Notes 16 and 17.
c) Other Financial Transactions – the amounts in relation to Banco do Brasil are bank costs and collection expenses. The balance recorded in liabilities comprises basically the rights over the payroll processing of certain subsidiaries, negotiated with Banco do Brasil, which are appropriated as income in the statement of operations over the term of the contract. JBS S.A. transactions refer to ICMS credit acquisition.
d) Intangible assets, Property, plant and equipment, Materials and Service Provision – refer to the acquisition of equipment, cables and other materials for use in distribution and generation, and contracting of services such as construction and information technology consultancy.
e) Energy sales to the free market– refers basically to energy sales to free consumers, through short or long-term contracts made under conditions regarded by the Company as being market conditions at the time of the negotiation, in accordance with internal policies established in advance by Company management.
f) Energy purchased in the free market – refers basically to energy purchased by the commercialization and generation subsidiaries through short or long-term agreements in accordance with policies established in advance by Company management.
g) Other revenue – refers basically to revenue from rental of use of the distribution system for telephone services.
h) Purchase and sale of energy in the regulated market - The subsidiaries that are public distribution service concessionaires charge tariffs for the use of the distribution system (TUSD) and sell energy to related parties in their respective concession areas (captive consumers). The amounts charged are established in accordance with prices regulated by the regulatory agency. These distributors also purchase energy, and our power generation companies sell energy from related parties, mainly involving long-term agreements, in conformity with the rules established by the sector (principally by auction); these prices are also regulated and approved by ANEEL.
74
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Certain subsidiaries have supplementary retirement plan maintained with Fundação CESP and offered to the employees of the subsidiaries, as mentioned in Note 18.
To ensure that commercial transactions with related parties are conducted under normal market conditions, the Company set up a “Related Parties Committee”, comprising representatives of the controlling shareholders, responsible for analyzing the main transactions with related parties.
The total remuneration of key management personnel in 2012, in accordance with CVM Decision nº 560/2008, was R$ 19,908. This amount comprises R$ 19,206 in respect of short-term benefits, R$ 702 for post-employment benefits, and refers to the amount recorded by the accrual method.
31.1) Transactions between related parties involving controlling shareholders, entities under common control or with significant influence:
|
Consolidated | ||||||||||
| |||||||||||
|
ASSETS |
LIABILITIES |
REVENUE |
EXPENSE | |||||||
September |
September |
3rd quarter 2012 |
Nine months |
3rd quarter 2012 |
Nine months | ||||||
Bank deposits and short-term investments |
| ||||||||||
Banco do Brasil S.A. |
187,685 |
- |
2,977 |
6,557 |
- |
- | |||||
|
| ||||||||||
Loans and Financing, Debentures and Derivatives contracts (*) |
| ||||||||||
Banco do Brasil S.A. |
- |
1,773,501 |
- |
- |
68,573 |
221,515 | |||||
|
| ||||||||||
Other financial transactions |
| ||||||||||
Banco do Brasil S.A. |
- |
1,640 |
408 |
1,217 |
1,461 |
4,354 | |||||
JBS S/A |
- |
- |
1,953 |
3,940 |
- |
- | |||||
|
| ||||||||||
Energy sales in the free market |
| ||||||||||
Tavex Brasil S.A. |
- |
- |
5,309 |
14,533 |
- |
- | |||||
Camargo Corrêa Cimentos S.A. |
615 |
- |
2,090 |
5,658 |
- |
- | |||||
Petrobras |
291 |
- |
910 |
910 |
- |
- | |||||
Vale Energia S.A. |
6,381 |
- |
19,568 |
61,166 |
- |
|
- | ||||
NC Energia S.A. |
1,649 |
- |
5,057 |
16,462 |
- |
- | |||||
Energy purchases in the free market |
| ||||||||||
Petrobras |
- |
- |
- |
- |
1,081 |
34,010 | |||||
Vale S.A. |
- |
- |
- |
- |
5,753 |
16,860 | |||||
| |||||||||||
Intangible assets, Property, plant and equipment, Materials and Service Provision |
| ||||||||||
Brasil Telecom S.A. |
- |
|
125 |
|
- |
|
- |
|
198 |
|
750 |
TOTVS S.A |
- |
90 |
- |
- |
203 |
1,211 | |||||
Concessionária do Sistema Anhanguera - Bandeirante |
- |
- |
- |
- |
3 |
12 | |||||
JBS S/A |
- |
- |
11 |
43 |
- |
- | |||||
InterCement Brasil S.A |
- |
- |
- |
1,526 |
- |
- | |||||
Petrobras |
- |
- |
12 |
21 |
- |
- | |||||
HM 16 Empreendimento Imobiliário SPE Ltda. |
- |
- |
- |
12 |
- |
- | |||||
Construções e Comércio Camargo Corrêa S.A. |
- |
437 |
- |
- |
873 |
873 | |||||
Telemar Norte Leste |
- |
- |
- |
- |
- |
1 | |||||
Oi / Telemar |
- |
1 |
- |
- |
4 |
11 | |||||
Itaúsa |
- |
3 |
- |
- |
11 |
14 | |||||
Banco do Brasil S.A. |
- |
2 |
- |
- |
104 |
683 | |||||
Indústrias Romi S.A. |
- |
- |
- |
40 |
- |
- | |||||
Recanto dos Sonhos Empreendimento Imobiliário SPE |
- |
- |
- |
33 |
- |
- | |||||
LUPATECH |
- |
- |
- |
- |
- |
1 | |||||
Other revenue |
|||||||||||
Brasil Telecom S.A. |
2,009 |
- |
3,013 |
9,038 |
- |
- | |||||
Telemar Norte Leste |
- |
- |
1 |
6 |
- |
- | |||||
|
| ||||||||||
| |||||||||||
(*) Amortized cost |
31.2) Transactions between related parties involving subsidiaries and jointly-owned subsidiaries:
75
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Parent company | ||||||||||||
ASSETS |
LIABILITIES |
REVENUE |
EXPENSE | |||||||||
Companies |
September |
September |
3rd quarter 2012 |
Nine months |
3rd quarter 2012 |
Nine months | ||||||
Intercompany allocation of expense |
||||||||||||
Companhia Paulista de Força e Luz |
426 |
2,034 |
- |
- |
- |
- | ||||||
Companhia Piratininga de Força e Luz |
- |
501 |
- |
- |
- |
- | ||||||
CPFL Comercialização Brasil S/A |
190 |
- |
- |
- |
- |
- | ||||||
Companhia Luz e Força Santa Cruz |
341 |
- |
- |
- |
- |
- | ||||||
Companhia Leste Paulista de Energia |
7 |
- |
- |
- |
- |
- | ||||||
Companhia Jaguari de Energia |
29 |
- |
- |
- |
- |
- | ||||||
Companhia Luz e Força de Mococa |
28 |
- |
- |
- |
- |
- | ||||||
Rio Grande Energia S/A |
532 |
- |
- |
- |
- |
- | ||||||
CPFL Geração Energia S/A |
17 |
- |
- |
- |
- |
- | ||||||
Leasing and rental |
||||||||||||
Companhia Paulista de Força e Luz |
- |
- |
- |
- |
1 |
2 | ||||||
Intercompany loans |
||||||||||||
Companhia Leste Paulista de Energia |
- |
- |
33 |
239 |
- |
- | ||||||
Companhia Jaguari de Energia |
- |
- |
- |
3 |
- |
- | ||||||
Dividends and Interest on shareholders |
||||||||||||
CPFL Planalto Ltda. |
5,101 |
- |
- |
- |
- |
- | ||||||
Companhia Paulista de Força e Luz |
266,978 |
- |
- |
- |
- |
- | ||||||
Companhia Piratininga de Força e Luz |
94,090 |
- |
- |
- |
- |
- | ||||||
Companhia Luz e Força Santa Cruz |
16,524 |
- |
- |
- |
- |
- | ||||||
Companhia Sul Paulista de Energia |
6,282 |
- |
- |
- |
- |
- | ||||||
CPFL Serv.Equi.Ind.Com.S/A |
11,433 |
- |
- |
- |
- |
- | ||||||
CPFL Atende Cent.Cont. At |
1,459 |
- |
- |
- |
- |
- | ||||||
Nect Serviços Adm Ltda |
3,253 |
- |
- |
- |
- |
- | ||||||
Advance for future capital increase |
||||||||||||
CPFL Jaguariúna S/A |
20 |
- |
- |
- |
- |
- |
( 32 ) FINANCIAL INSTRUMENTS
The main financial instruments, classified in accordance with the group’s accounting practices, are:
Financial assets - Measured at amortized cost
76
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | ||||
Loans and receivables |
September 30, 2012 |
December 31, 2011 | ||
Consumers, Concessionaires and Licensees (note 6) |
2,211,268 |
2,056,580 | ||
Leases |
41,774 |
29,102 | ||
Others (note 11) |
||||
Receivables from shareholders - BAESA |
27 |
27 | ||
Pledges, Funds and Tied Deposits |
266,989 |
117,065 | ||
Fund Tied to Foreign Currency Loans |
33,868 |
29,774 | ||
Services Rendered to Third Parties |
11,766 |
10,962 | ||
Reimbursement RGR |
3,701 |
6,499 | ||
Collection Agreements |
59,119 |
57,377 | ||
2,628,511 |
2,307,386 | |||
Consolidated | ||||
Held to maturity |
September 30, 2012 |
December 31, 2011 | ||
Financial investments (note 7) |
16,431 |
120,578 | ||
16,431 |
120,578 | |||
Financial assets - Measured at fair value |
||||
Consolidated | ||||
Measured at fair value through profit or loss |
September 30, 2012 |
December 31, 2011 | ||
Cash and cash equivalent (note 5) |
2,664,101 |
2,699,837 | ||
Derivatives (note 32) |
449,997 |
219,375 | ||
Financial investments (note 7) |
23,232 |
36,908 | ||
3,137,330 |
2,956,119 | |||
Consolidated | ||||
Available for sale |
September 30, 2012 |
December 31, 2011 | ||
Financial asset of concession (note 10) |
2,157,240 |
1,376,664 |
Financial liabilities - Measured at amortized cost
77
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | ||||
September 30, 2012 |
December 31, 2011 | |||
Suppliers (note 15) |
1,410,382 |
1,240,143 | ||
Loans and financing - Principal and interest (note 16) |
7,791,338 |
6,740,144 | ||
Debentures - Principal and interest (note 17) |
6,966,153 |
5,163,388 | ||
Regulatory Charges (note 19) |
125,072 |
145,146 | ||
Other (note 23) |
||||
Consumers, Concessionaires and Licensees |
38,123 |
66,284 | ||
National Scientific and Technological Development Fund - FNDCT |
3,437 |
4,014 | ||
Energy Research Company - EPE |
1,226 |
1,648 | ||
Collection Agreements |
73,439 |
70,096 | ||
Reversal Fund |
17,750 |
17,750 | ||
Business combination |
10,851 |
174,136 | ||
Public Utilities (note 22) |
486,546 |
469,664 | ||
16,924,316 |
14,092,414 |
Financial liabilities - Measured at fair value through profit or loss
Consolidated | ||||
Measured at fair value through profit or loss |
September 30, 2012 |
December 31, 2011 | ||
Held for trade |
||||
Derivatives |
- |
24 | ||
Initial recognition |
||||
Loans and financing - certain debts (note 16) |
2,323,849 |
1,704,254 | ||
2,323,849 |
1,704,279 |
a) Valuation of Financial Instruments
As described in note 4, the fair value of a security corresponds to its maturity value (redemption value) marked to present value by the discount factor (relating to the maturity date of the security) obtained from the market interest graph, in Brazilian reais.
CPC 40 requires classification at three levels of hierarchy for measurement of the fair value of financial instruments, based on observable and unobservable information in relation to valuation of a financial instrument at the measurement date.
CPC 40 also defines observable information as market data obtained from independent sources and unobservable information that reflects market assumptions.
The three levels of fair value are:
· Level 1: quoted prices in an active market for identical instruments;
· Level 2: observable information other than quoted prices in an active market that are observable for the asset or liability, directly (i.e. as prices) or indirectly (i.e. derived from prices);
78
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
· Level 3: inputs for the instruments that are not based on observable market data (unobservable inputs).
The classification in accordance with the fair value hierarchy of the Company’s financial instruments, measured at fair value, is as follows:
Consolidated | ||||||||||||
September 30, 2012 |
December 31, 2011 | |||||||||||
Level 1 |
Level 2 |
Level 3 |
Level 1 |
Level 2 |
Level 3 | |||||||
Cash and cash equivalents (note 5) |
2,664,101 |
- |
- |
2,699,837 |
- |
- | ||||||
Derivatives |
- |
449,997 |
- |
- |
219,350 |
- | ||||||
Loans and financing - certain debts (note 16) |
- |
(2,323,849) |
- |
- |
(1,704,254) |
- | ||||||
Financial investments (note 7) |
23,232 |
- |
- |
36,908 |
- |
- | ||||||
Financial asset of concession (note 10) |
- |
- |
2,157,240 |
- |
- |
1,376,664 | ||||||
Total |
2,687,333 |
(1,873,852) |
2,157,240 |
2,736,745 |
(1,484,904) |
1,376,664 |
Since the distribution subsidiaries have classified their financial concession assets as available-for-sale the relevant factors for measurement at fair value are not publicly observable. The fair value hierarchy classification is therefore level 3. The changes between years and the respective gains (losses) in the accumulated comprehensive income are disclosed in Note 10.
The comparative information on marking to market the other financial instruments measured at amortized cost is described below:
· It is assumed that the remaining financial instruments such as accounts receivable from consumers, concessionaires and licensees and accounts payable to suppliers, among others, are already close to the respective market values.
· At September 30, 2012 and December 31, 2011, the market values of the financial instruments obtained by the methodology described in Note 4, are as follows:
Parent company | ||||||||
September 30, 2012 |
December 31, 2011 | |||||||
Accounting balance |
Fair Value |
Accounting balance |
Fair Value | |||||
Debentures (note 17) |
(301,623) |
(303,466) |
(466,403) |
(469,551) | ||||
Total |
(301,623) |
(303,466) |
(466,403) |
(469,551) | ||||
Consolidated | ||||||||
September 30, 2012 |
December 31, 2011 | |||||||
Accounting balance |
Fair Value |
Accounting balance |
Fair Value | |||||
Loans and financing (note 16) |
(7,791,338) |
(7,705,681) |
(6,740,144) |
(6,554,672) | ||||
Debentures (note 17) |
(6,966,153) |
(7,189,191) |
(5,163,388) |
(5,350,263) | ||||
Total |
(14,757,491) |
(14,894,871) |
(11,903,532) |
(11,904,935) |
We consider that there are no relevant differences between the carrying value and the fair value of other financial assets and liabilities, considering their respective terms to maturity.
b) Derivatives
As previously mentioned, the Company and its subsidiaries use derivatives as a hedge against the risks of variations in exchange and interest rates, without any speculative purposes. The Company and its subsidiaries have exchange rate hedge compatible with the net exposure to exchange risks, including all the assets and liabilities tied to exchange variation.
79
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The hedge instruments contracted by the Company and its subsidiaries are currency or interest rate swaps with no leverage component, margin call requirements or daily or periodical adjustments. As the terms of the majority of the derivatives contracted by the subsidiaries (Note 16) are fully aligned with the debt protected, and in order to obtain more relevant and consistent accounting information through the recognition of income and expenses, these debts were recognized, for accounting purposes, at fair value. Other debts with different terms from the derivatives contracted as a hedge continue to be recorded at amortized cost. Furthermore, the Company and its subsidiaries do not use hedge accounting for derivative operations.
As of September 30, 2012, the Company and its subsidiaries had the following swap operations:
80
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Market values (accounting balance) |
||||||||||||||||
Company / strategy / counterparts |
Asset |
Market values, net |
Values at cost, net |
Gain (Loss) on marking to market |
Currecy / index |
Maturity range |
Notional |
Negotiation market | ||||||||
Derivatives for protection of debts designated at fair value |
||||||||||||||||
Exchange rate hedge: |
||||||||||||||||
CPFL Paulista |
||||||||||||||||
BNP Paribas |
51,388 |
51,388 |
46,626 |
4,761 |
dollar |
June 2014 |
160,000 |
Over the counter | ||||||||
J.P.Morgan |
25,029 |
25,029 |
22,716 |
2,313 |
dollar |
July 2014 |
78,250 |
Over the counter | ||||||||
J.P.Morgan |
26,452 |
26,452 |
24,453 |
1,999 |
dollar |
Aug 2014 |
76,700 |
Over the counter | ||||||||
Morgan Stanley |
17,277 |
17,277 |
15,994 |
1,283 |
dollar |
Sep 2016 |
85,475 |
Over the counter | ||||||||
Bank of America |
72,931 |
72,931 |
67,822 |
5,109 |
dollar |
July 2014 |
235,050 |
Over the counter | ||||||||
Bank of America |
55,969 |
55,969 |
45,676 |
10,293 |
dollar |
July 2016 |
156,700 |
Over the counter | ||||||||
Societe Generale |
12,612 |
12,612 |
10,630 |
1,982 |
dollar |
Aug 2016 |
33,172 |
Over the counter | ||||||||
Citibank |
17,164 |
17,164 |
15,753 |
1,412 |
dollar |
Sep 2016 |
85,750 |
Over the counter | ||||||||
HSBC |
8,660 |
8,660 |
7,675 |
985 |
dollar |
Sep 2014 |
41,049 |
Over the counter | ||||||||
Scotia Bank |
125 |
125 |
(569) |
694 |
dollar |
Jan 2013 |
49,000 |
Over the counter | ||||||||
Subtotal |
287,608 |
287,608 |
256,777 |
30,830 |
||||||||||||
CPFL Piratininga |
||||||||||||||||
BNP Paribas |
15,928 |
15,928 |
14,690 |
1,238 |
dollar |
July 2014 |
45,990 |
Over the counter | ||||||||
J.P.Morgan |
52,786 |
52,786 |
48,897 |
3,889 |
dollar |
Aug 2014 |
153,400 |
Over the counter | ||||||||
Bank of America |
23,603 |
23,603 |
21,110 |
2,493 |
dollar |
Aug 2016 |
80,250 |
Over the counter | ||||||||
Societe Generale |
16,549 |
16,549 |
13,949 |
2,600 |
dollar |
Aug 2016 |
43,527 |
Over the counter | ||||||||
Citibank |
3,542 |
3,542 |
3,368 |
174 |
dollar |
Aug 2016 |
12,840 |
Over the counter | ||||||||
Scotia Bank |
163 |
163 |
(743) |
906 |
dollar |
July 2016 |
64,000 |
Over the counter | ||||||||
Subtotal |
112,571 |
112,571 |
101,271 |
11,300 |
||||||||||||
CPFL Sul Paulista |
||||||||||||||||
Citibank |
1,731 |
1,731 |
1,667 |
64 |
dollar |
Sep 2014 |
8,000 |
Over the counter | ||||||||
J.P.Morgan |
(296) |
(296) |
(361) |
65 |
dollar |
July 2015 |
10,500 |
Over the counter | ||||||||
Scotia Bank |
(89) |
(89) |
(149) |
60 |
dollar |
July 2015 |
10,500 |
Over the counter | ||||||||
CPFL Santa Cruz |
||||||||||||||||
J.P.Morgan |
(579) |
(579) |
(688) |
109 |
dollar |
July 2015 |
20,000 |
Over the counter | ||||||||
CPFL Leste Paulista |
||||||||||||||||
Citibank |
1,724 |
1,724 |
1,667 |
57 |
dollar |
Sep 2014 |
8,000 |
Over the counter | ||||||||
Scotia Bank |
(232) |
(232) |
(355) |
124 |
dollar |
July 2015 |
25,000 |
Over the counter | ||||||||
CPFL Mococa |
||||||||||||||||
Citibank |
1,509 |
1,509 |
1,459 |
50 |
dollar |
Sep 2014 |
7,000 |
Over the counter | ||||||||
Scotia Bank |
(102) |
(102) |
(156) |
54 |
dollar |
July 2015 |
11,000 |
Over the counter | ||||||||
CPFL Jaguari |
||||||||||||||||
Citibank |
1,904 |
1,904 |
1,834 |
70 |
dollar |
Aug 2014 |
7,000 |
Over the counter | ||||||||
Scotia Bank |
(117) |
(117) |
(185) |
68 |
dollar |
July 2015 |
13,000 |
Over the counter | ||||||||
CPFL Geração |
||||||||||||||||
Citibank |
28,366 |
28,366 |
26,633 |
1,733 |
dollar |
Aug 2016 |
100,000 |
Over the counter | ||||||||
RGE |
||||||||||||||||
J.P.Morgan |
153 |
153 |
(151) |
304 |
dollar |
July 2016 |
94,410 |
Over the counter | ||||||||
Citibank |
7,814 |
7,814 |
10,300 |
(2,486) |
dollar |
Apr 2017 |
128,590 |
Over the counter | ||||||||
Subtotal |
441,964 |
441,964 |
399,563 |
42,401 |
||||||||||||
Derivatives for protection of debts not designated at fair value |
||||||||||||||||
Exchange rate hedge: |
||||||||||||||||
CPFL Paulista |
||||||||||||||||
Itaú |
1,709 |
1,709 |
1,715 |
(6) |
dollar |
Oct 2012 |
19,783 |
Over the counter | ||||||||
CPFL Geração |
||||||||||||||||
HSBC |
5,232 |
5,232 |
4,903 |
329 |
dollar |
Oct 2012 to Dec 2012 |
48,676 |
Over the counter | ||||||||
Hedge interest rate variation (1): |
||||||||||||||||
CPFL Energia |
||||||||||||||||
Citibank |
500 |
500 |
29 |
471 |
CDI + spread |
Sep 2014 |
300,000 |
Over the counter | ||||||||
RGE |
||||||||||||||||
Santander |
428 |
428 |
128 |
300 |
CDI + spread |
Dec 2013 |
186,667 |
Over the counter | ||||||||
Citibank |
148 |
148 |
48 |
100 |
CDI + spread |
Dec 2013 |
66,667 |
Over the counter | ||||||||
Hedge interest rate variation (2): |
||||||||||||||||
CPFL Piratininga |
||||||||||||||||
HSBC |
6 |
6 |
6 |
- |
TJLP |
Jan 2013 |
4,558 |
Over the counter | ||||||||
Santander |
4 |
4 |
5 |
(1) |
TJLP |
Jan 2013 |
4,560 |
Over the counter | ||||||||
CPFL Geração |
||||||||||||||||
HSBC |
6 |
6 |
7 |
(1) |
TJLP |
Dec 2012 |
7,064 |
Over the counter | ||||||||
Subtotal |
8,033 |
8,033 |
6,841 |
1,192 |
||||||||||||
Total |
449,997 |
449,997 |
406,404 |
43,593 |
||||||||||||
Current |
7,852 |
|||||||||||||||
Non-current |
442,144 |
|||||||||||||||
Total |
449,997 |
|||||||||||||||
For further details of terms and information about debts and debentures, see Notes 16 and 17 | ||||||||||||||||
(1) The interest rate hedge swaps have half-yearly validity, so the notional value reduces in accordance with amortization of the debt. | ||||||||||||||||
(2) The interest rate hedge swaps have monthly validity, so the notional value reduces in accordance with amortization of the debt. |
81
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
As mentioned above, certain subsidiaries opted to mark to market debts for which they hold fully tied derivatives instruments, resulting in a loss of R$ 55,865 as of September 30, 2012 (Note 16).
The Company and its subsidiaries have recorded gains and losses on their derivatives. However, as these derivatives are used as a hedge, these gains and losses minimized the impact of variations in exchange and interest rates on the protected indebtedness. For quarters and nine months ended September 30, 2012 and 2011, the derivatives resulted in the following impacts on the consolidated result:
Gain (Loss) | ||||||||||||
2012 |
2011 |
| ||||||||||
Company |
Hedged risk / transaction |
Account |
3rd quarter |
Nine months |
3rd quarter |
Nine months | ||||||
CPFL Energia |
Interest rate variation |
Swap of interest rate |
129 |
243 |
70 |
135 | ||||||
CPFL Energia |
Mark to Market |
Adjustment to fair value |
(80) |
452 |
(654) |
(586) | ||||||
CPFL Paulista |
Exchange variation |
Swap of currency |
(45,870) |
59,364 |
233,386 |
185,764 | ||||||
CPFL Paulista |
Mark to Market |
Adjustment to fair value |
26,954 |
31,845 |
(3,673) |
(2,333) | ||||||
CPFL Piratininga |
Interest rate variation |
Swap of interest rate |
66 |
164 |
146 |
(245) | ||||||
CPFL Piratininga |
Exchange variation |
Swap of currency |
(16,707) |
20,728 |
61,295 |
61,295 | ||||||
CPFL Piratininga |
Mark to Market |
Adjustment to fair value |
7,661 |
11,430 |
(5,075) |
(5,083) | ||||||
RGE |
Interest rate variation |
Swap of interest rate |
153 |
354 |
34 |
156 | ||||||
RGE |
Exchange variation |
Swap of currency |
(6,099) |
10,149 |
- |
- | ||||||
RGE |
Mark to Market |
Adjustment to fair value |
2,886 |
(2,172) |
363 |
205 | ||||||
CPFL Geração |
Interest rate variation |
Swap of interest rate |
55 |
141 |
(191) |
(425) | ||||||
CPFL Geração |
Exchange variation |
Swap of currency |
(6,982) |
8,228 |
23,463 |
14,581 | ||||||
CPFL Geração |
Mark to Market |
Adjustment to fair value |
1,625 |
2,568 |
(827) |
1,693 | ||||||
CPFL Santa Cruz |
Exchange variation |
Swap of currency |
(688) |
(688) |
- |
- | ||||||
CPFL Santa Cruz |
Mark to Market |
Adjustment to fair value |
109 |
109 |
- |
- | ||||||
CPFL Leste Paulista |
Exchange variation |
Swap of currency |
(731) |
44 |
806 |
806 | ||||||
CPFL Leste Paulista |
Mark to Market |
Adjustment to fair value |
194 |
179 |
(138) |
(138) | ||||||
CPFL Sul Paulista |
Exchange variation |
Swap of currency |
(886) |
(111) |
806 |
806 | ||||||
CPFL Sul Paulista |
Mark to Market |
Adjustment to fair value |
202 |
212 |
(138) |
(138) | ||||||
CPFL Jaguari |
Exchange variation |
Swap of currency |
(520) |
203 |
1,029 |
1,029 | ||||||
CPFL Jaguari |
Mark to Market |
Adjustment to fair value |
140 |
126 |
(118) |
(118) | ||||||
CPFL Mococa |
Exchange variation |
Swap of currency |
(485) |
193 |
706 |
706 | ||||||
CPFL Mococa |
Mark to Market |
Adjustment to fair value |
116 |
103 |
(121) |
(121) | ||||||
(38,757) |
143,863 |
311,169 |
257,989 |
c) Sensitivity Analysis
In compliance with CVM Instruction n° 475/08, the Company and its subsidiaries performed sensitivity analyses of the main risks to which their financial instruments (including derivatives) are exposed, mainly comprising variations in exchange and interest rates, as shown below:
Variation in exchange rates
If the level of exchange exposure at September 30, 2012 is maintained, the simulation of the consolidated effects by type of financial instrument for three different scenarios would be:
Consolidated | ||||||||||
Instruments |
Exposure |
Risk |
Brazilian real depreciation |
Brazilian real depreciation |
Brazilian real depreciation | |||||
Financial asset instruments |
33,868 |
dollar apprec. |
1,655 |
8,467 |
16,934 | |||||
Financial liability instruments |
(2,465,995) |
dollar apprec. |
(120,470) |
(616,499) |
(1,232,997) | |||||
Derivatives - Plain Vanilla Swap |
2,407,091 |
dollar apprec. |
117,593 |
601,773 |
1,203,546 | |||||
(25,036) |
(1,223) |
(6,259) |
(12,518) | |||||||
Total |
(25,036) |
(1,223) |
(6,259) |
(12,518) | ||||||
* In accordance with exchange graphs contained in information provided by the BM&F |
||||||||||
**In compliance with CVM Instruction 475/08, the percentage of exchange depreciation are related to exchange rate as of September 30, 2012 |
Variation in interest rates
If (i) the scenario of exposure of the financial instruments indexed to variable interest rates at September 30, 2012 were to be maintained, and (ii) the respective accumulated annual indexes in the last 12 months, as of that date, were to remain stable (CDI 9.55% p.a.; IGP-M 8.07% p.a.; TJLP 5.87% p.a.), the effects on the consolidated financial statements for the next company year would be a net financial expense R$ 1,070,740. In the event of fluctuations in the indexes in accordance with the three scenarios described, the effect on the net financial expense would as follows:
82
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Consolidated | ||||||||||
Instruments |
Exposure |
Risk |
Scenario I* |
Raising index by 25%** |
Raising index by 50%** | |||||
Financial asset instruments |
3,204,346 |
CDI increase |
(70,175) |
76,504 |
153,008 | |||||
Financial liability instruments |
(8,912,667) |
CDI increase |
195,187 |
(212,790) |
(425,580) | |||||
Derivatives - Plain Vanilla Swap |
(2,479,773) |
CDI increase |
54,307 |
(59,205) |
(118,409) | |||||
(8,188,094) |
179,319 |
(195,491) |
(390,982) | |||||||
Financial asset instruments |
1,503 |
IGP-M increase |
(41) |
30 |
61 | |||||
Financial liability instruments |
(824,920) |
IGP-M increase |
22,273 |
(16,643) |
(33,286) | |||||
(823,417) |
22,232 |
(16,612) |
(33,225) | |||||||
Financial liability instruments |
(4,310,202) |
TJLP increase |
15,948 |
(63,252) |
(126,504) | |||||
Derivatives - Plain Vanilla Swap |
522,679 |
TJLP increase |
(1,934) |
7,670 |
15,341 | |||||
(3,787,523) |
14,014 |
(55,582) |
(111,164) | |||||||
(12,799,035) |
215,565 |
(267,685) |
(535,370) | |||||||
* The CDI, IGP-M and TJLP indexes considered of 7.36%, 5.37% and 5.5%, respectively, were obtained from information available in the market. |
||||||||||
** In compliance with CVM Instruction 475/08, the percentage of raising index are related to information as of September 30, 2012 |
Financial concession asset
The Company adopts the assumptions that the value of the financial concession asset is determined at fair value, based on the remuneration of the assets as established by ANEEL.
As described in note 4, Provisional Measure 579 of 11/09/2012 established that, for those concession contracts that will expire by 2017, the amount of the indemnification on reversal of the assets will be based on the replacement value method. For the remaining concessions, although the methodology has not yet been defined, the Company’s Management estimates that, under remote circumstances, indemnification for the undepreciated portion of the assets could be based on the historic cost and not at the amount based on the respective fair value.
Accordingly, if this remote scenario occurs, it would involve derecognition of the portion of the financial concession asset (portion relating to the fair value recognized), recorded in the accumulated comprehensive income (in shareholders' equity) in the amount of R$ 295,558 (net of tax effects).
( 33 ) RISK MANAGEMENT
Risk management structure:
The Board of Directors is responsible for directing the way the business is run, which includes supervising the monitoring of business risks, exercised by means of the corporate risk management model used by the Company. The responsibilities of the Executive Board are to develop the mechanisms for measuring the impact of the exposure and probability of its occurrence, supervising the implementation of risk mitigation measures and informing the Board of Directors. It is assisted in this process by: i) the Corporate Risk Management Committee, whose mission is to assist in identifying the main business risks, analyzing measurement of the impact and probability and assessing the mitigation measures used; ii) the Risk Management, Internal Control and Consolidated Processes Division, responsible for developing the Group’s Corporate Risk Management model in respect of strategy (policy, direction and risk maps), processes (planning, measurement, monitoring and reporting), systems and governance.
83
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The risk management policies are established to identify, analyze and treats the risks faced by the Company and its subsidiaries, and includes reviewing the model adopted whenever necessary to reflect changes in market conditions and in the Group's activities, with a view to developing an environment of disciplined and constructive control.
In its supervisory role, the Board of Directors of the Group also counts on the support of the Management Procedures Committee to provide guidance for the Internal Auditing work and in preparing proposals for improvements. The Internal Auditing team conducts both periodic and ad hoc reviews in order to ensure alignment of the procedures to directives and strategies set by the shareholders and management.
The Fiscal Council’s responsibilities include certifying that management has the means to identify and prevent, through the use of an appropriated information system, (a) the main risks to which the Company is exposed, (b) the probability that these will materialize and (c) the measures and plans adopted. The main market risk factors affecting the businesses are as follows:
Exchange rate risk: This risk derives from the possibility of the subsidiaries incurring losses and cash constraints on account of fluctuations in currency exchange rates, increasing the balances of foreign currency denominated liabilities. The exposure in relation to raising funds in foreign currency is largely covered by contracting swap operations, which allow the Company and its subsidiaries to exchange the original risks of the operation for the cost of the variation in the CDI. The quantification of this risk is presented in Note 32(c). The operations of the Company’s subsidiaries are also exposed to exchange variations on the purchase of electric energy from Itaipu. The compensation mechanism - CVA protects the companies against possible losses. However, the compensation only comes into effect through consumption and the consequent billing of energy after the next tariff adjustment in which such losses have been considered.
Interest Rate Risk: This risk derives from the possibility of the Company and its subsidiaries incurring losses due to fluctuations in interest rates that increase financial expenses on loans, financing and debentures. The subsidiaries have tried to increase the proportion of pre-indexed loans or loans tied to indexes with lower rates and little fluctuation in the short and long term. The quantification of this risk is presented in Note 32(c).
Credit Risk: This risk arises from the possibility of the subsidiaries incurring losses resulting from difficulties in collecting amounts billed to customers. This risk is evaluated by the subsidiaries as low, as it is spread over the number of customers and in view of the collection policy and cancellation of supply to defaulting consumers.
Risk of Energy Shortages: The energy sold by the Company is primarily generated by hydropower plants. A prolonged period of low rainfall, together with an unforeseen increase in demand, could result in a reduction in the volume of water in the power plants’ reservoirs, compromising the recovery of their volume, and resulting in losses due to the increase in the cost of purchasing energy or a reduction in revenue due to the introduction of another rationing program, as in 2001. According to the Annual Energy Operation Plan – PEN of 2011, drawn up by the Operador Nacional do Sistema Elétrico (National Electricity System Operator), the risk of any energy deficit is very low for 2012, and the likelihood of another energy rationing program is remote.
Risk of Acceleration of Debts: The company and its subsidiaries have loan agreements, financing and debentures with restrictive clauses (covenants) normally applicable to these kinds of arrangement, involving compliance with economic and financial ratios, cash generation, etc. These covenants are monitored appropriately and do not restrict the capacity to operate normally.
Regulatory risk: The electric energy supplied tariffs charged to captive consumers by the distribution subsidiaries are fixed by ANEEL, at intervals established in the Concession Agreements entered into with the Federal Government and in conformity with the periodic tariff review methodology established for the tariff cycle. Once the methodology has been ratified, ANEEL establishes tariffs to be charged by the distributor to the end consumers. In accordance with Law 8.987/1995, the fixed tariffs should insure the economic and financial balance of the concession contract at the time of the tariff review, which could result in lower results than expected by the electric energy distributors, albeit offset in subsequent periods by other adjustments.
84
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Risk Management for Financial instruments: The Company and its subsidiaries maintain operating and financial policies and strategies to protect the liquidity, safety and profitability of their assets. They accordingly control and follow-up procedures are in place on the transactions and balances of financial instruments, for the purpose of monitoring the risks and current rates in relation to market conditions.
Risk management controls: In order to manage the risks inherent to the financial instruments and to monitor the procedures established by management, the Company and its subsidiaries use the MAPS software system to calculate the mark to market, stress testing and duration of the instruments, and assess the risks to which the Company and its subsidiaries are exposed. Historically, the financial instruments contracted by the Company and its subsidiaries supported by these tools have produced adequate risk mitigation results. It must be stressed that the Company and its subsidiaries routinely contract derivatives, always with the appropriate levels of approval, only in the event of exposure that management regards as a risk. The Company and its subsidiaries do not enter into transactions involving exotic or speculative derivatives. Furthermore, the Company meets the requirements of the Sarbanes-Oxley Law, and accordingly have internal control policies that aim for a strict control environment to minimize the exposure to risks.
( 34 ) REGULATORY ASSETS AND LIABILITIES
The Company has the following assets and liabilities for regulatory purposes, which are not recognized in the consolidated interim financial statements.
Consolidated | |||||||||||||||
September 30, 2012 |
June 30, 2012 |
March 31, 2012 |
December 31, 2011 |
September 30, 2011 |
June 30, 2011 |
March 31, 2011 |
December 31, 2010 | ||||||||
Assets |
|||||||||||||||
Consumers, Concessionaires and Licensees |
|||||||||||||||
Discounts TUSD (*) and Irrigation |
80,133 |
64,409 |
63,967 |
67,244 |
65,389 |
64,236 |
71,631 |
54,408 | |||||||
80,133 |
64,409 |
63,967 |
67,244 |
65,389 |
64,236 |
71,631 |
54,408 | ||||||||
Deferred Costs Variations |
|||||||||||||||
Parcel "A" |
- |
- |
- |
- |
- |
- |
- |
333 | |||||||
CVA (**) |
959,047 |
779,797 |
514,143 |
404,148 |
353,119 |
335,493 |
330,338 |
333,621 | |||||||
959,047 |
779,797 |
514,143 |
404,148 |
353,119 |
335,493 |
330,338 |
333,954 | ||||||||
Prepaid Expenses |
|||||||||||||||
Overcontracting |
13,425 |
15,968 |
22,716 |
27,364 |
24,668 |
6,585 |
8,898 |
23,860 | |||||||
Low income consumers' subsidy - Losses |
633 |
13,765 |
15,630 |
17,922 |
20,162 |
32,680 |
31,012 |
34,994 | |||||||
Neutrality of the sector charges |
420 |
525 |
406 |
224 |
933 |
1,160 |
381 |
- | |||||||
Tariff adjustment |
- |
- |
- |
467 |
935 |
1,402 |
5,194 |
- | |||||||
Other financial components |
92,369 |
94,756 |
90,067 |
53,180 |
45,037 |
44,435 |
50,190 |
67,515 | |||||||
106,848 |
125,014 |
128,819 |
99,157 |
91,735 |
86,262 |
95,675 |
126,369 | ||||||||
Liabilities |
|||||||||||||||
Deferred Gains Variations |
|||||||||||||||
Parcel "A" |
(1,409) |
(1,350) |
(1,234) |
(1,337) |
(1,386) |
(1,434) |
(1,478) |
(11,472) | |||||||
CVA (**) |
(643,889) |
(621,296) |
(561,097) |
(488,500) |
(452,172) |
(438,985) |
(402,013) |
(364,365) | |||||||
(645,299) |
(622,645) |
(562,331) |
(489,838) |
(453,558) |
(440,419) |
(403,491) |
(375,837) | ||||||||
Other Accounts Payable |
|||||||||||||||
Discounts TUSD and Irrigation (*) |
(948) |
(638) |
(48) |
(127) |
(522) |
(2,043) |
(2,063) |
(1,923) | |||||||
Overcontracting |
(47,815) |
(51,640) |
(71,060) |
(48,367) |
(65,857) |
(116,964) |
(127,195) |
(61,391) | |||||||
Low income consumers' subsidy - Gains |
(29,843) |
(28,484) |
(28,641) |
(17,010) |
(8,032) |
(6,426) |
(5,923) |
(6,280) | |||||||
Neutrality of the sector charges |
(108,117) |
(110,778) |
(97,299) |
(97,138) |
(91,375) |
(96,955) |
(111,800) |
(63,905) | |||||||
Tariff Review – Provisional Procedure |
(225,132) |
(162,122) |
(84,903) |
(32,181) |
- |
- |
- |
- | |||||||
Other financial components |
(4,824) |
(5,229) |
(9,903) |
(5,739) |
(8,395) |
(11,461) |
(13,817) |
(29,666) | |||||||
(416,680) |
(358,892) |
(291,855) |
(200,562) |
(174,181) |
(233,849) |
(260,798) |
(163,165) | ||||||||
Total net |
84,050 |
(12,317) |
(147,257) |
(119,851) |
(117,496) |
(188,276) |
(166,644) |
(24,272) | |||||||
(*) Network Usage Charge - TUSD |
|||||||||||||||
(**) Deferred Tariff Costs and Gains Variations from Parcel "A" itens - ("CVA") |
( 35 ) SUBSEQUENT EVENTS AND RELEVANT FACTS
85
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
35.1 – Loans and financing
The Meeting of the Board of Directors held in September 2012, approved the contracting of financing with the National Social and Economic Development Bank (“BNDES”), Banco do Brasil and Itaú BBA, of R$ 1,335,814 for the subsidiaries CPFL Paulista, CPFL Piratininga, RGE, CPFL Santa Cruz, CPFL Leste Paulista and CPFL Sul Paulista with a payment term of up to 10 years. The funds are to be used in the subsidiaries’ investment plans to 2013. The financing will be guaranteed by the Company.
35.2 – Tariff Review Processes
On July 12, 2012, ANEEL opened the Public Hearing nº 54/2012 to obtain information for the 2011 Periodic Tariff Review - RTP of the subsidiary CPFL Piratininga and proposed a total tariff repositioning of -5.04%, with -3.40% relating to the economic repositioning and -1.64% relating to the financial components. After analysis of the contributions from the agents, ANEEL formulated the final proposal, approved at the Board of Directors’ Meeting on October 2, 2012, with a total repositioning of -5.43%, with -4.45% relating to the economic repositioning and -0.98% relating to the financial components. This result was used as a basis for calculation of the 2012 Annual Tariff Readjustment.
On October 16, 2012 ANEEL’s Collegiate Board of Directors approved the 2012 Annual Tariff Review – RTA, of the subsidiary CPFL Piratininga. Tariffs were increased, on average, by 8.79% (eight point seventy nine per cent), with 7.71% (seven point seventy one per cent) relating to the economic increase and 1.08% (one point zero eight per cent) relating to the financial components. The 2012 RTA took into consideration the impact of 1/3 of the financial component of the 2011 RTP, which represents a reduction of 2.42%. If this effect had not been taken into account, the total increase of the 2012 RTA would have been 11.21%.
With the ratification of the 2011 RTP and the 2012 RTA, the average effect to be perceived by consumers is 5.50% (five point fifty percent) in relation to the tariffs ratified by the 2010 Annual Tariff Adjustment. The new tariffs will come into effect on October 23, 2012 and be effective to October 22, 2013.
35.3 – Provisional Measure (“MP”) No. 579/2012 – Extension of the concessions and other topics of interest
On September 11, 2012 the Federal Government published MP No. 579, (regulated by Decree No. 7805 on September 14, 2012) which addresses the extension of electric energy generation, transmission and distribution concessions, the concession contracts of which are affected by articles 19,17 and 22 of Law No 9,074/1995 on the reduction of sector charges, sliding-scale tariffs and other measures. In order to capture the effects of this reduction, ANEEL will conduct Extraordinary Tariff Reviews in all distributors on February 5th of next year, according to a timetable released by the Agency.
This MP eliminates the levy of two sector charges, in addition to reducing the CDE charge, with the intent to take these reductions into account in the tariffs as from the beginning of 2013.
Electric energy generation and distribution concession contracts may be extended, at the discretion of the granting authority, once only, for a term of up to thirty years, in order to ensure the continuity, efficiency of the service provided, affordable tariffs and fulfillment of economic and operational rationality criteria. Extension of the electric energy distribution concessions will depend upon express acceptance of the conditions established in the concession agreement or in the addenda thereto. The electric energy generation concessions will depend upon express acceptance of the following conditions: (i) remuneration by means of a tariff calculated by ANEEL for each hydroelectric power plant, (ii) allocation of quotas of physical guarantee of electric energy and of power from the hydroelectric power plant to the public utility concessionaires of electric energy distribution on the National Integrated Grid – SIM, to be defined by ANEEL, in accordance with a regulation by the granting authority; and (iii) fulfillment of the standards of service quality set by ANEEL.
86
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QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
The terms of indemnification to the distributors, if any, will only be known when the Granting Authority discloses the draft of the addendum to the concession agreements relating to public utilities. The amount of indemnification payable to generation concessionaires, which corresponds to the portions of the investments linked to reversible assets that have not yet been amortized or depreciated, will be determined based on the replacement value method, in accordance with criteria established in regulations by the granting authority.
The electric energy generation, transmission and distribution concessions that are not extended, as per the terms of this MP, will be offered for bidding, either by auction or tender, for terms of up to thirty years.
Among the companies controlled by CPFL Energia, the only ones directly impacted by this MP are the distributors CPFL Jaguari, CPFL Mococa, CPFL Leste Paulista, CPFL Sul Paulista and CPFL Santa Cruz, which have concession agreements with an expiry date of July, 2015. These subsidiaries filed for extension of the concessions on June 28, 2012 which were ratified on October 10, 2012, as a result of the changes introduced by MP nº 579, expressing interest in the early extension of the concessions. Although it is not possible at this time to determine the impacts that this MP will have on these distributors, since the terms of extension will only be known when the Granting Authority releases the draft of the Addendum to the Concession Agreement, the Management of the Company and its subsidiaries, in their best judgment, understand that the effects, if any, will not be significant.
The other distributors controlled by CPFL Energia have not been directly affected by this MP as the expiry dates of their concessions are in 2027 and 2028. Management expects that the effect, if any, will be practically passed on to consumers through tariff mechanisms, not significantly impacting the margins of these distributors.
Although the MP does not have a significant impact on the assets of the Company, there is, however, the prospect of a reduction in revenue from the generation and transmission assets and, consequently, a reduction in future profitability in the forthcoming auctions, agreements and negotiations in the free market.
With regard to the energy generation segments (conventional and renewable), the Company understands that the MP will not directly affect their businesses, taking into consideration that their concessions and exploration authorizations granted by ANEEL will only expire from 2027 onwards and, also, that their energy sales contacts were entered into by means of Proinfa, Energy Reserve and CCEAR bilateral agreements, the majority of which with 15, 20 and 30 year terms.
35.4 – Initial public offering– CPFL Renováveis
On March 08, 2012, the Board of Directors of the subsidiary CPFL Renováveis approved the hiring of investment banks and other advisors to initiate studies and valuations with a view to the possibility of conducting an initial public offering of the subsidiary’s shares. On October 4, 2012, the subsidiary filed a request with the CVM for the cancellation of the registration process of its intended initial public offering of shares (IPO) due to current market conditions.
35.5 – Memorandum of Understandings - Grupo Rede
87
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
As per the Material Fact dated October 11, 2012, the Company executed a Memorandum of Understandings with Equatorial Energia S.A. (“Equatorial”) and Jorge Queiroz de Moraes Junior (“Controlling Shareholder”), with the scope of granting an exclusivity right to the Company and Equatorial to proceed with a full evaluation of all entities controlled by Rede Energia S.A. (“Grupo Rede”), for the purpose of establishing, jointly with the Controlling Shareholder, the terms and conditions required for the financial and operational restructuring of Grupo Rede and its power distribution concessionaires, except Centrais Elétricas do Pará S.A. – CELPA, which could result in the acquisition of share control of Grupo Rede.
The effective conclusion of this acquisition is subject to the fulfillment of conditions precedent, including: (i) obtaining all approvals required from public authorities, certain creditors and investors in accordance with applicable legislation and existing shareholders’ agreements; (ii) the results of an audit to be conducted in Grupo Rede’s companies; (iii) the approval of the Recovery Plan to be presented to ANEEL relating to the concessionaires of Grupo Rede that are currently under intervention by ANEEL; and (iv) the execution of agreements with Grupo Rede’s creditors.
35.6 – Acquisition of SPE Lacenas (Usina Ester) – CPFL Renováveis
In an Announcement to the Market on October 18, 2012, the subsidiary CPFL Renováveis announced that it had concluded the transaction relating to the acquisition of assets of SPE Lacenas Participações Ltda., a subsidiary of Usina Ester, which holds an authorization granted by ANEEL to exploit energy from biomass produced by the crushing of sugarcane and with an installed capacity of 40.0 MW (note 12.5).
The total acquisition price of the assets after the adjustments under contract is described in note 12.5.
88
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
OTHER RELEVANT INFORMATION
Shareholders of CPFL Energia S/A holding more than 5% of the shares of the same type and class, as of September 30, 2012:
Shareholders |
Common shares |
Interest - % | ||
VBC Energia S.A. |
245,897,460 |
25.55 | ||
BB Carteira Livre I FIA |
298,467,462 |
31.02 | ||
Energia São Paulo FIP |
115,118,250 |
11.96 | ||
Bonaire Participações S.A. |
6,308,790 |
0.66 | ||
BNDES Participações S.A. |
81,053,460 |
8.42 | ||
Executive officers |
50,350 |
0.01 | ||
Other shareholders |
215,378,488 |
22.38 | ||
Total |
962,274,260 |
100.00 |
Quantity and characteristic of securities held by the Controlling Shareholders, Executive Officers, Board of Directors, Fiscal Council and Free Float, as of September 30, 2012 and 2011:
September 30, 2012 |
September 30, 2011 | |||||||
Shareholders |
Common shares |
Interest - % |
Common shares |
Interest - % | ||||
Controlling shareholders |
666,668,822 |
69.28 |
666,629,810 |
69.28 | ||||
Administrator |
||||||||
Executive officers |
50,350 |
0.01 |
49,980 |
0.01 | ||||
Board of directors |
- |
- |
212 |
0.00 | ||||
Fiscal Council Members |
- |
- |
- |
- | ||||
Other shareholders - free float |
295,555,088 |
30.71 |
295,594,258 |
30.72 | ||||
Total |
962,274,260 |
100.00 |
962,274,260 |
100.00 | ||||
Outstanding shares |
295,555,088 |
30.71 |
295,594,258 |
30.72 |
89
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Shareholders holding more than 5% of the shares of the same type and class, up to individual level, as of September 30, 2012:
1 - Entity: 1 CPFL ENERGIA S/A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
665,791,962 |
69.19% |
69.19% |
- |
0.00% |
0.00% |
665,791,962 |
69.19% |
1.1 VBC Energia S.A. |
245,897,460 |
25.55% |
25.55% |
|
0.00% |
0.00% |
245,897,460 |
25.55% |
1.2 Fundo Mútuo de Investimentos em Ações - BB Carteira Livre I |
298,467,462 |
31.02% |
31.02% |
|
0.00% |
0.00% |
298,467,462 |
31.02% |
1.3 Bonaire Participações S.A. |
6,308,790 |
0.66% |
0.66% |
|
0.00% |
0.00% |
6,308,790 |
0.66% |
1.4 Energia São Paulo FIP |
115,118,250 |
11.96% |
11.96% |
|
0.00% |
0.00% |
115,118,250 |
11.96% |
Noncontrolling shareholders |
296,482,298 |
30.81% |
30.81% |
- |
0.00% |
0.00% |
296,482,298 |
30.81% |
1.5 BNDES Participações S.A. |
81,053,460 |
8.42% |
8.42% |
|
0.00% |
0.00% |
81,053,460 |
8.42% |
1.6 Board of Directors |
- |
0.00% |
0.00% |
|
0.00% |
0.00% |
- |
0.00% |
1.7 Executive officers |
50,350 |
0.01% |
0.01% |
|
0.00% |
0.00% |
50,350 |
0.01% |
1.8 Other shareholders |
215,378,488 |
22.38% |
22.38% |
|
0.00% |
0.00% |
215,378,488 |
22.38% |
Total |
962,274,260 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
962,274,260 |
100.00% |
2 - Entity: 1.1 VBC ENERGIA S/A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
5,354,225 |
100.00% |
97.43% |
141,060 |
100.00% |
2.57% |
5,495,285 |
100.00% |
1.1.1 Átila Holdings S/A |
2,405,393 |
44.93% |
43.77% |
70,530 |
50.00% |
1.28% |
2,475,923 |
45.06% |
1.1.2 Camargo Corrêa Energia S.A. |
1,504,095 |
28.09% |
27.37% |
47,018 |
33.33% |
0.86% |
1,551,113 |
28.22% |
1.1.3 Camargo Corrêa S.A. |
1,056,630 |
19.73% |
19.23% |
23,512 |
16.67% |
0.43% |
1,080,142 |
19.66% |
1.1.4 Camargo Corrêa Investimento em Infra-Estrutura S.A. |
388,107 |
7.25% |
7.06% |
- |
0.00% |
0.00% |
388,107 |
7.06% |
Noncontrolling shareholders |
5 |
0.00% |
0.00% |
- |
0.00% |
0.00% |
5 |
0.00% |
1.1.4 Other shareholders |
5 |
0.00% |
0.00% |
- |
0.00% |
0.00% |
5 |
0.00% |
Total |
5,354,230 |
100.00% |
97.43% |
141,060 |
100.00% |
2.57% |
5,495,290 |
100.00% |
3 - Entity: 1.1.1 Átila Holdings S/A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
821,452,787 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
821,452,787 |
100.00% |
1.1.1.1 Construções e Comércio Camargo Corrêa S.A. |
380,575,180 |
46.33% |
46.33% |
|
0.00% |
0.00% |
380,575,180 |
46.33% |
1.1.1.2 Camargo Corrêa S.A |
440,877,607 |
53.67% |
53.67% |
|
0.00% |
0.00% |
440,877,607 |
53.67% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
|
|
0.00% |
0.00% |
|
0.00% |
0.00% |
- |
0.00% |
Total |
821,452,787 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
821,452,787 |
100.00% |
4 - Entity: 1.1.2 Camargo Corrêa Energia S.A. |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
2,357,982 |
100.00% |
77.41% |
688,220 |
100.00% |
22.59% |
3,046,202 |
100.00% |
1.1.2.1 Camargo Corrêa Investimento em Infra-Estrutura S.A. |
2,357,982 |
100.00% |
77.41% |
688,220 |
100.00% |
22.59% |
3,046,202 |
100.00% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
7 |
0.00% |
0.00% |
7 |
0.00% |
1.1.2.2 Other shareholders |
- |
0.00% |
0.00% |
7 |
0.00% |
0.00% |
7 |
0.00% |
Total |
2,357,982 |
100.00% |
77.41% |
688,227 |
100.00% |
22.59% |
3,046,209 |
100.00% |
5 - Entity: 1.1.3 Camargo Corrêa S.A. |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
48,941 |
99.99% |
34.45% |
93,099 |
100.00% |
65.54% |
142,040 |
100.00% |
1.1.3.1 Participações Morro Vermelho S.A. |
48,941 |
99.99% |
34.45% |
93,099 |
100.00% |
65.54% |
142,040 |
100.00% |
Noncontrolling shareholders |
5 |
0.01% |
0.00% |
1 |
0.00% |
0.00% |
6 |
0.00% |
1.1.3.2 Other shareholders |
5 |
0.01% |
0.00% |
1 |
0.00% |
0.00% |
6 |
0.00% |
Total |
48,946 |
100.00% |
34.46% |
93,100 |
100.00% |
65.54% |
142,046 |
100.00% |
6 - Entity: 1.1.1.1 Construções e Comércio Camargo Corrêa S.A. |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
363,933 |
100.00% |
80.57% |
87,772 |
99.99% |
19.43% |
451,705 |
99.99% |
1.1.1.1.1 Camargo Corrêa Construções e Participações S.A. |
363,933 |
100.00% |
80.57% |
87,772 |
99.99% |
19.43% |
451,705 |
99.99% |
Noncontrolling shareholders |
5 |
0.00% |
38.46% |
8 |
0.01% |
0.00% |
13 |
0.01% |
1.1.1.1.2 Other shareholders |
5 |
0.00% |
38.46% |
8 |
0.01% |
0.00% |
13 |
0.01% |
Total |
363,938 |
100.00% |
80.57% |
87,780 |
100.00% |
19.43% |
451,718 |
100.00% |
7 - Entity: 1.1.1.1.1 Camargo Corrêa Construções e Participações S.A. |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
2,749,756,288 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
2,749,756,288 |
100.00% |
1.1.1.1.1.1 Camargo Corrêa S.A. |
2,749,756,288 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
2,749,756,288 |
100.00% |
Noncontrolling shareholders |
6 |
0.00% |
0.00% |
- |
0.00% |
0.00% |
6 |
0.00% |
1.1.1.1.1.2 Other shareholders |
6 |
0.00% |
0.00% |
- |
0.00% |
0.00% |
6 |
0.00% |
Total |
2,749,756,294 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
2,749,756,294 |
100.00% |
90
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
8 - Entity: 1.1.2.1 Camargo Corrêa Investimento em Infra-Estrutura S.A. |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
861,502,274 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
861,502,274 |
100.00% |
1.1.2.1.1 Camargo Corrêa S.A. |
861,502,274 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
861,502,274 |
100.00% |
Noncontrolling shareholders |
7 |
0.00% |
0.00% |
- |
0.00% |
0.00% |
7 |
0.00% |
1.1.2.1.2 Other shareholders |
7 |
0.00% |
0.00% |
- |
0.00% |
0.00% |
7 |
0.00% |
Total |
861,502,281 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
861,502,281 |
100.00% |
09 - Entity: 1.1.3.1 Participações Morro Vermelho S.A. |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
2,249,994 |
100.00% |
33.33% |
4,500,000 |
100.00% |
66.67% |
6,749,994 |
99.99% |
1.1.3.1.1 RCABON Empreendimentos e Participações S.A |
749,998 |
33.33% |
11.11% |
- |
0.00% |
0.00% |
749,998 |
11.11% |
1.1.3.1.2 RCNON Empreendimentos e Participações S.A |
749,998 |
33.33% |
11.11% |
- |
0.00% |
0.00% |
749,998 |
11.11% |
1.1.3.1.3 RCPODON Empreendimentos e Participações S.A |
749,998 |
33.33% |
11.11% |
- |
0.00% |
0.00% |
749,998 |
11.11% |
1.1.3.1.4 RCABPN Empreendimentos e Participações S.A |
- |
0.00% |
0.00% |
1,498,080 |
33.29% |
22.19% |
1,498,080 |
22.19% |
1.1.3.1.5 RCNPN Empreendimentos e Participações S.A |
- |
0.00% |
0.00% |
1,498,080 |
33.29% |
22.19% |
1,498,080 |
22.19% |
1.1.3.1.6 RCPODPN Empreendimentos e Participações S.A |
- |
0.00% |
0.00% |
1,498,080 |
33.29% |
22.19% |
1,498,080 |
22.19% |
1.1.3.1.7 RRRPN Empreendimentos e Participações S.A |
- |
0.00% |
0.00% |
5,760 |
0.13% |
0.09% |
5,760 |
0.09% |
Noncontrolling shareholders |
6 |
0.01% |
0.00% |
- |
0.00% |
0.00% |
6 |
0.01% |
1.1.3.1.8 Other shareholders |
6 |
0.01% |
0.00% |
- |
0.00% |
0.00% |
6 |
0.01% |
Total |
2,250,000 |
100.00% |
33.33% |
4,500,000 |
100.00% |
66.67% |
6,750,000 |
100.00% |
10 - Entity: 1.1.3.1.1 RCABON Empreendimentos e Participações S.A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
749,850 |
100.00% |
99.98% |
40 |
26.67% |
0.01% |
749,890 |
99.99% |
1.1.3.1.1.1 Rosana Camargo de Arruda Botelho |
749,850 |
100.00% |
99.98% |
40 |
26.67% |
0.01% |
749,890 |
99.99% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
110 |
73.33% |
0.01% |
110 |
0.01% |
1.1.3.1.1.2 Other shareholders |
|
0.00% |
0.00% |
110 |
73.33% |
0.01% |
110 |
0.01% |
Total |
749,850 |
100.00% |
99.98% |
150 |
100.00% |
0.02% |
750,000 |
100.00% |
11 - Entity: 1.1.3.1.2 RCNON Empreendimentos e Participações S.A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
749,850 |
100.00% |
99.98% |
40 |
26.67% |
0.01% |
749,890 |
99.99% |
1.1.3.1.2.1 Renata de Camargo Nascimento |
749,850 |
100.00% |
99.98% |
40 |
26.67% |
0.01% |
749,890 |
99.99% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
110 |
73.33% |
0.01% |
110 |
0.01% |
1.1.3.1.2.2 Other shareholders |
|
0.00% |
0.00% |
110 |
73.33% |
0.01% |
110 |
0.01% |
Total |
749,850 |
100.00% |
99.98% |
150 |
100.00% |
0.01% |
750,000 |
100.00% |
12 - Entity: 1.1.3.1.3 RCPODON Empreendimentos e Participações S.A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
749,850 |
100.00% |
99.98% |
- |
0.00% |
0.00% |
749,850 |
99.98% |
1.1.3.1.3.1 Regina de Camargo Pires Oliveira Dias |
749,850 |
100.00% |
99.98% |
|
0.00% |
0.00% |
749,850 |
99.98% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
150 |
100.00% |
0.02% |
150 |
0.02% |
1.1.3.1.3.2 Other shareholders |
|
0.00% |
0.00% |
150 |
100.00% |
0.02% |
150 |
0.02% |
Total |
749,850 |
100.00% |
99.98% |
150 |
100.00% |
0.02% |
750,000 |
100.00% |
13 - Entity: 1.1.3.1.4 RCABPN Empreendimentos e Participações S.A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
1,499,890 |
99.99% |
99.99% |
- |
0.00% |
0.00% |
1,499,890 |
99.99% |
1.1.3.1.4.1 Rosana Camargo de Arruda Botelho |
1,499,890 |
99.99% |
99.99% |
|
0.00% |
0.00% |
1,499,890 |
99.99% |
Noncontrolling shareholders |
110 |
0.01% |
0.01% |
- |
0.00% |
0.00% |
110 |
0.01% |
1.1.3.1.4.2 Other shareholders |
110 |
0.01% |
0.01% |
|
0.00% |
0.00% |
110 |
0.01% |
Total |
1,500,000 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1,500,000 |
100.00% |
14 - Entity: 1.1.3.1.5 RCNPN Empreendimentos e Participações S.A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
1,499,890 |
99.99% |
99.99% |
- |
0.00% |
0.00% |
1,499,890 |
99.99% |
1.1.3.1.5.1 Renata de Camargo Nascimento |
1,499,890 |
99.99% |
99.99% |
|
0.00% |
0.00% |
1,499,890 |
99.99% |
Noncontrolling shareholders |
110 |
0.01% |
0.01% |
- |
0.00% |
0.00% |
110 |
0.01% |
1.1.3.1.5.2 Other shareholders |
110 |
0.01% |
0.01% |
|
0.00% |
0.00% |
110 |
0.01% |
Total |
1,500,000 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1,500,000 |
100.00% |
91
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
15 - Entity: 1.1.3.1.6 RCPODPN Empreendimentos e Participações S.A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
1,499,850 |
99.99% |
99.99% |
- |
0.00% |
0.00% |
1,499,850 |
99.99% |
1.1.3.1.6.1 Regina de Camargo Pires Oliveira Dias |
1,499,850 |
99.99% |
99.99% |
|
0.00% |
0.00% |
1,499,850 |
99.99% |
Noncontrolling shareholders |
150 |
0.01% |
0.01% |
- |
0.00% |
0.00% |
150 |
0.01% |
1.1.3.1.6.2 Other shareholders |
150 |
0.01% |
0.01% |
|
0.00% |
0.00% |
150 |
0.01% |
Total |
1,500,000 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1,500,000 |
100.00% |
16 - Entity: 1.1.3.1.7 RRRPN Empreendimentos e Participações S.A |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
5,940 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
5,940 |
100.00% |
1.1.3.1.7.1 Rosana Camargo de Arruda Botelho |
1,980 |
33.33% |
33.33% |
|
0.00% |
0.00% |
1,980 |
33.33% |
1.1.3.1.7.2 Renata de Camargo Nascimento |
1,980 |
33.33% |
33.33% |
|
0.00% |
0.00% |
1,980 |
33.33% |
1.1.3.1.7.3 Regina de Camargo Pires Oliveira Dias |
1,980 |
33.34% |
33.34% |
|
0.00% |
0.00% |
1,980 |
33.34% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
|
|
0.00% |
0.00% |
|
0.00% |
0.00% |
- |
0.00% |
Total |
5,940 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
5,940 |
100.00% |
17 - Entity: 1.2 Fundo Mútuo de Investimentos em Ações - BB Carteira Livre I |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
130,163,541 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
130,163,541 |
100.00% |
1.2.1 Caixa de Previdência dos Funcionários do Banco do Brasil - PREVI |
130,163,541 |
100.00% |
100.00% |
|
0.00% |
0.00% |
130,163,541 |
100.00% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
|
|
0.00% |
0.00% |
|
0.00% |
0.00% |
|
0.00% |
Total |
130,163,541 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
130,163,541 |
100.00% |
18 - Entity: 1.3 Bonaire Participações S.A. |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
66,728,872 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
66,728,872 |
100.00% |
1.3.1 Energia São Paulo Fundo de Investimento em Participações |
66,728,872 |
100.00% |
100.00% |
|
0.00% |
0.00% |
66,728,872 |
100.00% |
Noncontrolling shareholders |
6 |
0.00% |
0.00% |
- |
0.00% |
0.00% |
6 |
0.00% |
1.3.2 Other shareholders |
6 |
0.00% |
0.00% |
- |
0.00% |
0.00% |
6 |
0.00% |
Total |
66,728,878 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
66,728,878 |
100.00% |
19 - Entity: 1.3.1 Energia São Paulo Fundo de Investimento em Participações |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
796,479,768 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
796,479,768 |
100.00% |
1.3.1.1 Fundos de Investimento em Cotas de Fundo de Investimento em Participações 114 |
353,528,507 |
44.39% |
44.39% |
|
0.00% |
0.00% |
353,528,507 |
44.39% |
1.3.1.2 Fundação Petrobras de Seguridade Social - Petros |
181,405,069 |
22.78% |
22.78% |
|
0.00% |
0.00% |
181,405,069 |
22.78% |
1.3.1.3 Fundação Sabesp de Seguridade Social - Sabesprev |
4,823,881 |
0.61% |
0.61% |
|
0.00% |
0.00% |
4,823,881 |
0.61% |
1.3.1.4 Fundação Sistel de Seguridade Social |
256,722,311 |
32.23% |
32.23% |
|
0.00% |
0.00% |
256,722,311 |
32.23% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
|
|
0.00% |
0.00% |
|
0.00% |
0.00% |
- |
0.00% |
Total |
796,479,768 |
100% |
100% |
- |
- |
- |
796,479,768 |
100% |
20 - Entity: 1.3.1.1 Fundos de Investimento em Cotas de Fundo de Investimento em Participações 114 |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
353,528,507 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
353,528,507 |
100.00% |
1.3.1.1.1 Fundação CESP |
353,528,507 |
100.00% |
|
|
0.00% |
0.00% |
353,528,507 |
100.00% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
|
|
0.00% |
0.00% |
|
0.00% |
0.00% |
- |
0.00% |
Total |
353,528,507 |
100% |
100% |
|
0% |
0% |
353,528,507 |
100% |
21 - Entity: 1.5 BNDES Participações S.A. |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
Controlling shareholders |
1 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1 |
100.00% |
1.4.1 Banco Nacional de Desenv. Econômico e Social ( 1 ) |
1 |
100.00% |
100.00% |
|
0.00% |
0.00% |
1 |
100.00% |
Noncontrolling shareholders |
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
|
|
0.00% |
0.00% |
|
0.00% |
0.00% |
- |
0.00% |
Total |
1 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1 |
100.00% |
|
|
|
|
|
|
|
|
|
( 1 ) State agency - Federal Government |
| |||||||
Number of shares is expressed in units |
|
Commitment to arbitrage
The Company is committed to arbitration in the Market Arbitration Chamber, in accordance with the Arbitration Clause in Article 44 of the Company’s By-Laws.
92
(Free Translation of the original in Portuguese)
QUARTERLY INFORMATION – ITR – Date: September 30, 2012 - CPFL Energia S. A
Quartely Social Report (Nine Month) 2012 /2011 (*) |
||||||
Company: CPFL ENERGIA S.A. |
||||||
1 - Basis for Calculation |
Nine month of 2012 Value (R$ 000) |
Nine month of 2011 Value (R$ 000) | ||||
Net Revenues (NR) |
10,799,091 |
9,359,864 | ||||
Operating Result (OR) |
1,547,559 |
1,755,159 | ||||
Gross Payroll (GP) |
443,970 |
443,937 | ||||
2 - Internal Social Indicators |
Value (000) |
% of GP |
% of NR |
Value (000) |
% of GP |
% of NR |
Food |
36,294 |
8.17% |
0.34% |
34,947 |
7.87% |
0.37% |
Mandatory payroll taxes |
124,095 |
27.95% |
1.15% |
105,160 |
23.69% |
1.12% |
Private pension plan |
24,567 |
5.53% |
0.23% |
22,128 |
4.98% |
0.24% |
Health |
21,774 |
4.90% |
0.20% |
19,033 |
4.29% |
0.20% |
Occupational safety and health |
1,804 |
0.41% |
0.02% |
1,597 |
0.36% |
0.02% |
Education |
1,753 |
0.39% |
0.02% |
1,419 |
0.32% |
0.02% |
Culture |
0 |
0.00% |
0.00% |
0 |
0.00% |
0.00% |
Trainning and professional development |
7,928 |
1.79% |
0.07% |
6,663 |
1.50% |
0.07% |
Day-care / allowance |
684 |
0.15% |
0.01% |
655 |
0.15% |
0.01% |
Profit / income sharing |
35,357 |
7.96% |
0.33% |
31,184 |
7.02% |
0.33% |
Others |
4,809 |
1.08% |
0.04% |
3,134 |
0.71% |
0.03% |
Total - internal social indicators |
259,065 |
58.35% |
2.40% |
225,920 |
50.89% |
2.41% |
3 - External Social Indicators |
Value (000) |
% of OR |
% of NR |
Value (000) |
% of OR |
% of NR |
Education |
325 |
0.02% |
0.00% |
165 |
0.01% |
0.00% |
Culture |
10,591 |
0.68% |
0.10% |
8,397 |
0.48% |
0.09% |
Health and sanitation |
432 |
0.03% |
0.00% |
30 |
0.00% |
0.00% |
Sport |
896 |
0.06% |
0.01% |
165 |
0.01% |
0.00% |
War on hunger and malnutrition |
27 |
0.00% |
0.00% |
0 |
0.00% |
0.00% |
Others |
2,032 |
0.13% |
0.02% |
1,704 |
0.10% |
0.02% |
Total contributions to society |
14,303 |
0.92% |
0.13% |
10,461 |
0.60% |
0.11% |
Taxes (excluding payroll taxes) |
4,613,549 |
298.12% |
42.72% |
4,534,269 |
258.34% |
48.44% |
Total - external social indicators |
4,627,852 |
299.04% |
42.85% |
4,544,730 |
258.94% |
48.56% |
4 - Environmental Indicators |
Value (000) |
% of OR |
% of NR |
Value (000) |
% of OR |
% of NR |
Investments relalated to company production / operation |
30,763 |
1.99% |
0.28% |
30,369 |
1.73% |
0.32% |
Investments in external programs and/or projects |
44,089 |
2.85% |
0.41% |
37,506 |
2.14% |
0.40% |
Total environmental investments |
74,852 |
4.84% |
0.69% |
67,875 |
3.87% |
0.73% |
Regarding the establishment of "annual targets" to minimize residues, the consumption in production / operation and increase efficiency in the use of natural resources, the company: |
( ) do not have targets ( ) fulfill from 51 to 75% |
( ) do not have targets ( ) fulfill from 51 to 75% | ||||
5 - Staff Indicators |
Nine month of 2012 Value (R$ 000) |
Nine month of 2011 Value (R$ 000) | ||||
Nº of employees at the end of period |
8,651 |
8,286 | ||||
Nº of employees hired during the period |
1,718 |
1,356 | ||||
Nº of outsourced employees |
ND |
ND | ||||
Nº of interns |
214 |
277 | ||||
Nº of employees above 45 years age |
1,995 |
2,041 | ||||
Nº of women working at the company |
2,148 |
1,981 | ||||
% of management position occupied by women |
11.27% |
9.84% | ||||
Nº of Afro-Brazilian employees working at the company |
1,128 |
1,010 | ||||
% of management position occupied by Afro-Brazilian employees |
1.89% |
2.73% | ||||
Nº of employees with disabilities |
267 |
283 | ||||
6 - Relevant information regarding the exercise of corporate citizenship |
Nine month of 2012 Value (R$ 000) |
Nine month of 2011 Value (R$ 000) | ||||
Ratio of the highest to the lowest compensation at company |
22.14 |
80.03 | ||||
Total number of work-related accidents |
28 |
25 | ||||
Social and environmental projects developed by the company were decided upon by: |
( ) directors |
(X) directors |
( ) all |
( ) directors |
(X) directors |
( ) all |
Health and safety standards at the workplace were decided upon by: |
( ) directors |
( ) all |
(X) all + Cipa |
( ) directors |
( ) all |
(X) all + Cipa |
Regarding the liberty to join a union, the right to a collective negotiation and the internal representation of the employees, the company: |
( ) does not |
( ) follows the |
(X) motivates |
( ) does not |
( ) follows the |
(X) motivates |
The private pension plan contemplates: |
( ) directors |
( ) directors |
(X) all |
( ) directors |
( ) directors |
(X) all |
The profit / income sharing contemplates: |
( ) directors |
( ) directors |
(X) all |
( ) directors |
( ) directors |
(X) all |
In the selection of suppliers, the same ethical standards and social / environmental responsibilities adopted by the company: |
( ) are not |
( ) are |
(X) are |
( ) are not |
( ) are |
(X) are |
Regarding the participation of employees in voluntary work programs, the company: |
( ) does not |
( ) supports |
(X) organizes |
( ) does not |
( ) supports |
(X) organizes |
Total number of customer complaints and criticisms: |
in the company |
in Procon |
in the Courts |
in the company (**) |
in Procon (**) |
in the Courts |
780,974 |
1,681 |
5,002 |
826,460 |
1,419 |
3,220 | |
% of complaints and criticisms attended to or resolved: |
in the company |
in Procon |
in the Courts |
in the company |
in Procon |
in the Courts |
100% |
100% |
8.45% |
100% |
100% |
21.47% | |
Total value-added to distribute (R$ 000): |
Nine month of 2012 |
7,292,156 |
|
Nine month of 2011 |
7,212,736 |
|
Value-Added Distribution (VAD): |
64,5% government 6,4% employees 8,8% shareholders |
63,9% govenment 6,1% employees 10.4% shareholders | ||||
7 - Other information |
|
|
|
|
|
|
Consolidated information |
||||||
In the financial items were utilized the percentage of stock paticipation. For the other information, as number of employees and legal lawsuits, the informations were available in full numbers. | ||||||
Responsible: Antônio Carlos Bassalo, phone: 55-19-3756-8018, bassalo@cpfl.com.br |
||||||
(*) Information not reviewed by the independent auditors |
||||||
(**) Indicator adjusted due to standardization of criteria used for in the process of this information of the distribution subsidiaries. |
|
|
93
(Convenience Translation into English from the Original Previously Issued in Portuguese)
REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION
To the Board of Directors and Shareholders of
CPFL Energia S.A.
São Paulo - SP
Introduction
We have reviewed the accompanying individual and consolidated interim financial information of CPFL Energia S.A. (“CPFL Energia” or “Company”), identified as parent and consolidated, included in the Interim Financial Information Form (“ITR”), for the quarter ended September 30, 2012, which comprises the balance sheet as of September 30, 2012, and related statements of income and comprehensive income for the quarter and nine-month period then ended, and changes in shareholders' equity and cash flows for the nine-month period then ended, including the explanatory notes.
Management is responsible for the preparation of these individual interim financial information in accordance with technical pronouncement CPC 21 (R1) - Demonstração Intermediária (Interim Financial Reporting) and the consolidated interim financial information in accordance with technical pronouncement CPC 21 (R1) and IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board - IASB, as well as for the presentation of such information in accordance with the standards issued by the Brazilian Securities and Exchange Commission (“CVM”) applicable to the preparation of the Interim Financial Information (“ITR”). Our responsibility is to express a conclusion on this interim financial information based on our review.
Scope of review
We conducted our review in accordance with Brazilian and International standards on review of interim financial information statement (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with standards on auditing and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion on the individual interim financial information
Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual interim financial information included in the Interim Financial Information Form referred to above is not prepared, in all material respects, in accordance with technical pronouncement CPC 21 (R1) applicable to the preparation of Interim Financial Information (“ITR”) and presented in accordance with the standards issued by the Brazilian Exchange and Securities Commission (“CVM”).
95
Conclusion on the consolidated interim financial information
Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim financial information included in the Interim Financial Information Form referred to above is not prepared, in all material respects, in accordance with technical pronouncement CPC 21 (R1) and IAS 34 applicable to the preparation of Interim Financial Information (“ITR”) and presented in accordance with the standards issued by the Brazilian Securities Commission (“CVM”).
Other matters
Statements of Value Added
We have also reviewed the individual and consolidated interim Statements of Value Added (“DVA”) for the nine-month period ended September 30, 2012, prepared under Management's responsibility, the presentation of which is required by the standards issued by the Brazilian Securities Commission (“CVM”) applicable to the preparation of Interim Financial Information (“ITR”), and is considered as supplemental information for IFRS that does not require the presentation of DVA. These statements were subjected to the same review procedures described above and, based on our review, nothing has come to our attention that causes us to believe that they are not prepared consistently, in all material respects, with the individual and consolidated interim financial statements taken as a whole.
Review of individual and consolidated interim financial information for the quarter ended September 30, 2011, and audit of individual and consolidated financial statements for the year ended December 31, 2011
Information and amounts related to the quarter and nine-month period ended September 30, 2011, presented for comparative purposes, were reviewed by other independent auditors, who issued their report on November 7, 2011, which no modification. Information and amounts related to the year ended December 31, 2011, presented for comparative purposes, were audited by other independent auditors, who issued their report on February 24, 2012 and contained emphases of matters paragraph related to the measurement of investments in subsidiaries, associates and joint ventures by the equity method of accounting in the individual financial statements, which, for purposes of IFRS, would be measured at cost or fair value.
96
Other
The accompanying financial information has been translated into English for the convenience of readers outside Brazil.
Campinas, October 26, 2012
DELOITTE TOUCHE TOHMATSU |
Marcelo Magalhães Fernandes |
Auditores Independentes |
Engagement Partner |
|
|
The pages related to the Interim Financial Information (“ITR”) reviewed by us are marked for identification purpose only.
97
CPFL ENERGIA S.A. | ||
|
By: |
/S/ LORIVAL NOGUEIRA LUZ JUNIOR
|
Name: Title: |
Lorival Nogueira Luz Junior Chief Financial Officer and Head of Investor Relations |
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.