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.  

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São Paulo, August 14, 2013 – CPFL Energia S.A. (BM&FBOVESPA: CPFE3 and NYSE: CPL), announces its 2Q13 results. The financial and operational information herein, unless otherwise indicated, is presented on a consolidated basis and is in accordance with the applicable legislation. Comparisons are relative to 2Q12, unless otherwise stated.

CPFL ENERGIA ANNOUNCES DIVIDENDS OF R$ 363 MILLION

Notes:

(1)     EBITDA (IFRS) is calculated from the sum of net income, taxes, financial result, depreciation/amortization and result of pension fund contributions;

(2)     EBITDA (IFRS + Proportional Consolidation for Generation) considers, besides the items mentioned on note (1) above,  the proportional consolidation of assets that  are now accounted by the equity method, due to changes in accounting standards (IFRS 11/CPC 19 (R2));

(3)     EBITDA (IFRS + Proportional Consolidation for Generation + Regulatory Assets & Liabilitites) considers, besides the items mentioned on note (2) above, the regulatory assets and liabilities;

(4)     Net Income (IFRS + Regulatory Assets & Liabilitites – Non-recurring) considers the regulatory assets and liabilities.

2Q13 HIGHLIGHTS

•  Total energy sales outwards the Group were up 7.7% 

•  Energy sales were up 2.6% in the concession area

•  Conclusion of the 3rd Tariff Review Cycle for all CPFL’s discos

•  Implementation of CPFL Renováveis’ IPO

•  Acquisition of Rosa dos Ventos wind farms (13.7 MW) in June 2013

•  Disbursement from sector fund (CDE), according  to decree 7,945/13, in the amount of R$ 125 million

•  Capex of R$ 498 million

•  Declared interim dividends  related to1H13, in the amount of R$ 363 million

•  AA+ credit rating maintained on national scale, with stable outlook, by Standard & Poor’s, for CPFL Energia

•  CPFL Brasil was chosen as the country’s best company in energy sector  by EXAME magazine’s Largest and Best Companies

•  In 2013 Abradee Awards, RGE  was chosen as the best distributor in Brazil with more than 500,000 customers and CPFL Leste Paulista was the best distributor in the country with up to 500,000 customers

•  CPFL Energia has been recognized by ISTOÉ Dinheiro magazine as one of the 50 Good Deeds’ Companies, in the Management category

INDEX

1) MESSAGE FROM THE CEO

The second quarter of 2013 was quite atypical for CPFL Energia. It is the first quarter that we are reporting results after all our distributors underwent the 3^rd periodic tariff review cycle. Together, they account for more than 60% of Group’s consolidated EBITDA. We were also affected by the result of our commercialization subsidiary CPFL Brasil, due to the reduction in self-dealing bilateral sales, the impact of the negative hydrological scenario and regulatory changes, including PM 579 and CNPE Resolution No. 3, which shrank margins in the segment.

We also had some atypical items which affected our results. The first of them was the adhesion of CPFL Paulista and CPFL Piratininga to the Special Installment Payment Program (PEP) for ICMS tax of the state of São Paulo. Both disputed the taxes levied on the acquisition of fuel and lubricants for operational vehicles, as well as the ICMS tax calculation methodology in the city of Santos (São Paulo state) by CPFL Piratininga. In these cases, the disputed amounts, plus fines and interest, reached R$ 231 million. In view of the unfavorable rulings for the companies from the courts in São Paulo, both subsidiaries chose to join the PEP program, incurring an expense of R$ 105.4 million, which represents a reduction of nearly 55% in the disputed amounts. Furthermore, we recorded under Legal and Judicial Expenses and Indemnities, the amount of R$ 230 million, mainly due to changes in the classification of risks arising from civil and labor claims from the Company’s litigations, so that the provisions better reflect Management’s current estimates. This estimate is made after analyses by its external legal counsel and is the result of continuous monitoring and risk control by the Company. Note that the accrual of this provision has no immediate impact on cash.

Nevertheless, we registered important progress in our operations: energy consumption increased 2.6%, led by the residential segment, reflecting real increase in income levels and extremely low unemployment rates. The industrial segment, which accounts for approximately 45% of our energy sales and which had been registering modest growth rates, recorded a surprising 2.7% increase. Total energy sales outside the group increased 7.7%, led by sales of CPFL Renováveis, which increased 63%, driven by the startup of various new projects and acquisitions. CPFL Brasil, our commercialization subsidiary, acquired 18 new clients in the quarter despite the more unfavorable business environment, expanding its portfolio to 280 clients.

Our net financial leverage in 2Q13 was 3.42x, based on the criteria governing our financial contracts. However, we were strongly affected by the abovementioned items, which negatively impacted EBITDA by R$ 277 million.

The strong expansion of CPFL Renováveis also pressured the Company’s consolidated leverage: in 2Q13, CPFL Renováveis reported financial leverage of 7.2x. This debt level reflects the funding for the construction of its greenfield assets and the acquisition of other assets, such as Bons Ventos and Ester. As a result, CPFL Renováveis has in its balance sheet debt for projects that are still non-operational, significantly impacting its net leverage and consolidated of the Group. However, it has a significant volume of projects under construction that will generate operating results in the near future – 328 MW by end 2013 and 254 MW by 2016 – which will substantially contribute to EBITDA growth and consequent financial deleverage. Note also the debt profile of CPFL Renováveis: its average debt term is above 6.8 years and average debt cost is below 7.6% p.a. and hence there is no pressure in the short term.

In addition, we remain focused on our cost cutting initiatives, particularly, Zero-Based Budget. Comparing manageable expenses (PMSO) in the first half, we were able to reduce expenses by more than R$ 90 million, in real terms, in two years. Note than in 2012 alone we reduced more than R$ 100 million in manageable costs compared to 2011.

We are also investing in our Tauron Project (smart grid), which will be a major advance in how we operate our network. We are installing some 25,000 smart meters for large clients, thus increasing system reliability and reducing costs. All this technology involves the installation of automatic switches, an electronic team assignment system, and integration of our collection and billing system - in other words, a series of measures to increase service efficiency and continuity indicators and reduction of costs.

Therefore, despite the results of this quarter, we are expanding business at top gear, particularly at CPFL Renováveis, where assets that will go operational in the short term will substantially contribute to results. Coupled with this, we are continuing our cost cutting initiatives, which brought results in the recent past and will help drive efficiency and productivity, increasing service quality and creating value for our shareholders and other stakeholders.

Wilson Ferreira Jr.

CEO of CPFL Energia

2) MACROECONOMIC CONTEXT

The prospects of a global economic recovery are frustrating market expectations, mainly due to lower expected growth in emerging countries. Recently, IMF reduced its forecasts for global GDP, reflecting the deterioration of expectations in BRIC’s.

For China, 2Q13 data confirm the trend of a slowdown, in line with market expectations, with a GDP growth of 7.5% y-o-y. Recent economic activity data are also not very encouraging, being below prior periods in important indicators such as exports, industrial production and private investment. Thus, growth forecasts for the Chinese economy in 2013 are around 7.5%.

On the other hand, among developed countries, it is worth highlighting the recovery of the U.S. economy, with the fall in unemployment rate and the slight increase in industrial activity, leading to higher confidence. This positive trend, however, combined with the mere possibility of the withdrawal of government incentives to the financial system, led to a greater volatility in international financial markets during 2Q13, also incurring in the Brazilian currency devaluation and capital flight from BM&FBovespa Stock Exchange.

The influence of the external scenario and the troubled political outlook, due to popular riots, affected the performance of the Brazilian economy, in relation to the activity and the level of confidence, especially in the short term. Industrial production, according to IBGE data, is oscillating, with months of good performance interspersed with others of deceleration; for the year, industrial production shows a slight increase (1.9% in the year through June).

The total income, in turn, grows 3% in 2013, lower than the previous years. This indicator has been losing strength, influenced by higher inflation rates, caused mainly by the increase in food prices; however, there is a trend of recovery, given the lower inflation expected for the coming months. Still, labor market remains growing, which can be confirmed by the unemployment rate, kept at historically low levels (average monthly unemployment rate of 5.7% between January and May 2013). The retail sales grow at a slower pace than observed until the beginning of 2013, reaching 3.3% in 1H13, while sales of furniture and household appliances continue to grow at slightly higher rates (3.8% in the year to June).

Thus, even if the economic indicators shows positive results, the external troubled scenario and the mere slowdown in growth has strongly affected confidence of consumers, trade and industry, so that the latest forecasts for the Brazilian GDP growth are indicating lower rates.

*Forecasts.

Still, Brazilian GDP is expected to grow at a rate higher than the observed in 2012. Some factors corroborate this statement: (i) according to Anfavea, in 1H13, the production of vehicles increased by 16.4% and the production of trucks and buses recorded a high of 49.2% and (ii) investment continues to expand, which is evidenced by the expansion of the production of capital goods (13.8% in 1H13), especially with the recovery of construction industry, which accounts for about 45% of Brazilian Gross Fixed Capital Formation (investment) and is the major highlight in 1H13.

Good prospects for the construction industry, with significant multiplier effect on the economy and energy market

Despite the modest economic performance recently observed, some indicators ensure the maintenance of CPFL Energia optimism regarding the prospects of selling energy.

The construction industry has good prospects for 2013 and beyond. Example of this statement is the volume of monthly consultations and disbursements from BNDES to the segment.

Given its characteristics, the positive effects of construction industry have long range on the economic dynamism of a given country or region and hence on energy consumption.

From the point of view of the industry, it is important to note that the construction industry accounts for 22% of industrial GDP, besides composing 45% of the investment (Gross Fixed Capital Formation). This segment has been expanding for several years, with the number of companies operating growing, according to the IBGE, 75% between the years 2007 and 2011. For 2013, it is expected that the construction industry will grow 3.0%, according to Sinduscon-SP projections, driven by factors such as "Minha Casa Minha Vida" Program (which is 75% contracted by now, with expenditure of R$ 178 billion and 2.8 million houses built) and large sporting events.

Regarding retail sales, it is expected more dynamism on employment and income, since the construction industry is recognized as a major employer. According to the Ministry of Labor, the construction industry currently employs 2.8 million people, representing 32.6% of all labor employed in industry. Retail sales activity is also stimulated by "Minha Casa Melhor" Program, which offers loans to mortgagees of "Minha Casa Minha Vida" Program; in this case, it will be R$ 18.7 billion in credit to purchase furniture and household appliances with negative real interest rates (nominal 5% p.a.). Certainly, these factors will contribute in order to reach the expected growth of 5% in retail sales in 2013.¹

The expansion of construction industry still has positive effects on the residential segment. We have already being noting, for some time, the expansion above the historical average in the number of new homes built in the concession area of CPFL Energia. For the period 2013-2014, 632 new housing developments are planned in the regions served by CPFL Energia in the state of São Paulo, especially on the regions more distant from major centers (Northwest and Northeast regions of CPFL Paulista, CPFL Santa Cruz and CPFL Jaguariúna) where the growth rates of residential consumption are higher than the average of the state of São Paulo and of the Company, as shown in the graph below.

*Source: Secretaria de Energia de SP
**CPFL Santa Cruz, CPFL Jaguariúna and Northwest and Northeast regions of CPFL Paulista.

In industry, the performance, though timid, is higher than in 2012, featuring the automotive industry

According to IBGE, the Brazilian industrial production fell 2.6% in 2012. For 2013, LCA Consultores forecasts indicate an expansion of 2.3%. Among the most representative sectors in terms of energy consumption in the concession area of CPFL Energia, we should highlight, considering the expected positive performance: machinery and equipment (+10.4%), vehicles (+5.3%), metallurgy (2.9%) and rubber and plastic (2.5%).

Industrial production in Brazil

Source: IBGE / 2013 forecasts: LCA Consultores

Moreover, the industrial production in SP, in recent remarks, is growing in a higher pace than the national average.

*seasonally adjusted.

It is worth noting, in this context, the evolution of the automobile industry. Considering the energy consumption of a sample of consumers in CPFL Energia concession area, captive and free, that operates in this segment, we observe a cumulative growth of 6.6% through July.

Load of large consumers in automotive sector | MW average

Until 07/31/2013

It is worth recalling here the complexity of the automobile industry, which involves not only the activity of assembling vehicles, but also other relevant segments of the manufacturing industry. Thus, the dynamic in the production and sales of vehicles reaches 25% of the overall industry in different segments of activity, as shown in the diagram below.

Despite the slower pace of economic growth in the recent period, the automobile industry has been increasing its production. According to the latest data from Anfavea, the growth of total vehicle production in the 12 months ended in July 2013 was 12.7%; the inventory of vehicles in automakers, measured in number of days of sales, fell from 39 in June to 35 days in July, signaling the possibility of new resumption in production.

Vehicle production (thousands) – 12 month average

Source: Anfavea

In a nutshell, the performance of industrial sector does not show clear signs of recovery yet. However some relevant industrial activities are presenting significant growth, as the case of the automobile industry. This suggests that the performance of 2013 will exceed 2012, the year in which industrial production recorded a decrease.

3) ENERGY SALES

3.1) Sales within the Distributors’ Concession Area

In 2Q13, sales within the concession area, achieved by the distribution segment, totaled 14,485 GWh, an increase of 2.6%.

Note: Take into account changes in billing calendar in RGE in 2Q12.

In 2Q13, sales to the captive market totaled 10,091 GWh, a decrease of 0.7%. The energy volume, in GWh, consumed by free customers in the distributors’ concession areas, billed through the Distribution System Usage Tariff (TUSD), reached 4,394 GWh in 2Q13, an increase of 11.1%, reflecting the migration of customers from captive market to the free market.

Note: The tables of sales within the concession area by distributor are attached to this report in item 13.10. Take into account changes in billing calendar in RGE in 2Q12.

Noteworthy in 2Q13, in the concession area:

·          Residential segment (25.9% of sales): up by 4.2%, favored by the good performance of total income observed throughout the year, despite a lower growth rate of labor income, driven by rising inflation in food and smaller increases in real wages. Anyway, the labor market remains growing, which can be confirmed by the unemployment rate, kept at historically low levels.

·          Industrial segment (44.4% of sales): expansion of 2.7%, reflecting the industrial production, still susceptible to the effects of the global economic slowdown and the fall in confidence levels.

·          Commercial segment (15.7% of sales): up by 2.3%. Despite the recent slowdown in income growth rate, sales in retail trade and in furniture and household appliances sector have kept expanding in the year, ratifying the positive results of this segment.

3.1.1) Sales by Class – Concession Area

3.1.2) Sales to the Captive Market

Note: The tables with captive market sales by distributor are attached to this report in item 13.11. Take into account changes in billing calendar in RGE in 2Q12.

The decrease in sales to captive market is mainly due to the migration of industrial and commercial customers to the free market, in addition to trends in sales already mentioned in section 3.1 above.

3.1.3) TUSD

3.2) Commercialization and Generation Sales – Excluding Related Parties

Based on pro forma amounts, in which the proportional consolidation of generation assets is reconsidered for management analysis, sales in commercialization and generation segments grew 30.1% to 4,936 GWh in 2Q13.

Note: Excludes sales to related parties and in the CCEE. Take into account proportional consolidation of jointly-controlled companies: Foz do Chapecó, Baesa, Enercan and Epasa. Take into account the provision adjustment of +13 GWh in 2Q13 and +8 GWh in 2Q12.

This variation is due to the following factors: (i) increase in sales of CPFL Renováveis mainly due to the start-up of Santa Clara and Bons Ventos wind farms and SHPP Salto Goes; (ii) energy generation of EPASA, dispatched in 2Q13 for energy safety reasons; (iii) increase in sales to free customers in the commercialization segment, due to the increase in the number of customers in portfolio (from 208 in 2Q12 to 280 in 2Q13), reflecting the strategy of national activity in this segment; and (iv) the replacement of intra-group bilateral contracts for sales outside the group.

4) INFORMATION ON INTEREST IN COMPANIES AND CRITERIA OF FINANCIAL STATEMENTS CONSOLIDATION

The interests directly or indirectly held by CPFL Energia in its subsidiaries and jointly-owned entities are described bellow. Except for: (i) the jointly-owned entities ENERCAN, BAESA, Foz do Chapecó and EPASA, that, as from January 1, 2013 (and for comparative purpose for the balances of 2012) are no longer proportionally consolidated in the Company’s financial statements, being their assets, liabilities and results accounted for using the equity method of accounting, and (ii) the investment in Investco S.A. recorded at cost by the subsidiary Paulista Lajeado, the other units are fully consolidated.

As of June 30, 2013 and 2012, and December 31, 2012, the participation of non-controlling interests stated in the consolidated statements refers to the third-party interests in the subsidiaries Ceran, Paulista Lajeado and CPFL Renováveis.

Notes:

(1)       Does not include the 24 MW of installed capacity equivalent to the 9 Small Hydroelectric Power Plants of the distribution companies: Companhia Leste Paulista de Energia (CPFL Leste Paulista), Companhia Sul Paulista de Energia (CPFL Sul Paulista), Companhia Jaguari de Energia (CPFL Jaguari) and Companhia Luz e Força Mococa (CPFL Mococa);

(2)       Due to changes in the accounting standards, these companies are treated as joint arrangements and as from January 1, 2013 (and for comparative purpose for the balances of 2012) are no longer proportionally consolidated in the Company’s financial statements. Their assets, liabilities and results are accounted for using the equity method of accounting;

(3)       Paulista Lajeado has a 7% stake in the installed capacity of Investco S.A..

Notes:

(1)     Former Chumpitaz Serviços S.A.;

(2)     Former CPFL Bio Anicuns S.A.;

(3)     Former CPFL Bio Itapaci S.A..

4.1) Consolidation of CPFL Renováveis Financial Statements

On June 30, 2013, CPFL Energia indirectly held 63.0% of CPFL Renováveis, through its subsidiary CPFL Geração.

CPFL Renováveis has been fully consolidated (100%, line by line), in CPFL Energia’s financial statements since August 1, 2011, and the interest held by the non-controlling shareholders has been mentioned bellow the net income line (in the Financial Statements), as “Non-Controlling Shareholders’ Interest”, and in the Shareholders Equity (in the Balance Sheet) in the line with the same name.

5) ECONOMIC-FINANCIAL PERFORMANCE

Notes:

(1)    Disregard construction revenues;

(2)    EBITDA (IFRS) is calculated from the sum of net income, taxes, financial result and depreciation/amortization;

(3)    EBITDA (IFRS + Regulatory Assets & Liabilitites) considers, besides the items mentioned above, the regulatory assets and liabilities;

(4)    Net Income (IFRS + Regulatory Assets & Liabilitites – Non-recurring) considers the regulatory assets and liabilities.

5.1) Operating Revenue

Gross operating revenue (IFRS + Conventional Generation Proportional Consolidation + Construction Revenue) in 2Q13 reached R$ 4,826 million, representing a reduction of 5.0% (R$ 256 million). Excluding the revenue from building the infrastructure of the concession (which does not affect the results because of the related cost, in the same amount), gross operating revenue (IFRS + Conventional Generation Proportional Consolidation) would have amounted to 4,567 million, a reduction of 4.1% (R$ 194 million).

The fall in gross operating revenue was mainly caused by the following factors:

·         Average negative tariff adjustment of -16.4% in the distribution companies, for the period between 2Q12 and 2Q13, in the amount of R$ 466 million due to tariff revision and readjustments and PM 579/2012 (converted into 12,783 law in January 2013), in which, ANEEL approved the result of the extraordinary tariff revision (RTE) of 2013, applied to the consumption from January 24, 2013, onwards. In this extraordinary review electricity quotas from generating plants that renewed their concession contracts were incorporated. The total energy coming from these plants was divided into quotas for the distributors. The effects of RGR and CCC extinctions, CDE reduction and reduction of transmission costs were also included;

·         Reduction of 0.7% in the sales volume to the captive market, in the amount of R$ 31 million (market + mix);

·         Gross revenue of free clients’ TUSD reduction of R$ 59 million;

Partially compensated by:

·         Increase of R$ 114 million in Revenue Others;

·         Additional gross revenue from CPFL Renováveis, in the amount of R$ 37 million. Part of these projects sales is made to companies within the Group, being the corresponding revenue eliminated in the CPFL Energia consolidation. The additional revenue of CPFL Renováveis, net of PIS and Cofins taxes and eliminations, was R$ 34 million;

·        Increase in the revenue from the Conventional Generation Segment, in the amount of R$ 46 million;

·        Increase in the revenue from the Commercialization and Services Segment, in the amount of R$ 163 million (R$ 148 million net of taxes);

·        Other effects (R$ 2 million).

Deductions from the gross operating revenue were R$ 1,176 million, representing a decrease of 24.1 % (R$ 373 million), due to the decreases:

            (i)        of 7.1% in ICMS tax (R$ 82 million);

           (ii)        of 73.4% in CDE sector charge (R$ 107 million);

          (iii)        of 20.9% in the value related to the R&D and energy efficiency program (R$ 8 million);

         (iv)        in the Global Reversal Reserve - RGR (R$ 28 million); and

          (v)        in CCC sector charge (R$ 161 million).

Partially compensated by Proinfa’s increase of 31.7% (R$ 6 million) and 1.6% in PIS/COFINS taxes (R$ 6 million).

In 2Q13, the subsidiary CPFL Piratininga had a non-recurring expense due to the adhesion to the Special Installment Payment Program (PEP) for ICMS tax of the State of São Paulo. The Company was involved in a process that questioned the ICMS tax calculation methodology for the energy supply in the city of Santos/SP, in a total amount (including principal, fine and interests) of R$ 159 million. In view of the unfavorable rulings from the courts in São Paulo and the opportunity offered by PEP to conclude the lawsuit, which involved fines and interests reductions around 75% and 60%, respectively, Management decided to join the program, reducing the total disputed amount to R$ 73 million. The amount related to principal (R$ 32 million) were recognized under Deductions from Revenues (included in item (i) above), while fines and interests (R$ 41 million) in Financial Expenses.

Net operating revenue (IFRS + Conventional Generation Proportional Consolidation + Construction Revenue) reached R$ 3,650 million in 2Q13, representing an increase of 3.3% (R$ 117 million). Excluding the revenue from building the infrastructure of the concession, net operating revenue (IFRS + Conventional Generation Proportional Consolidation) would have amounted to R$ 3,391 million, an increase of 5.6% (R$ 179 million).

5.2) Cost of Electric Energy

The Decree No 7,945 promoted some changes on energy contracting and on the Energy Development Account (CDE), wich is a sector charge. In relation to contracting of energy, Decree 7945 (i) reduced the minimum term from three years to one, as from the start of the energy supply, for commercialization contracts for electric energy provided by existing ventures and (ii) increased the pass-through of the distributors’  electric energy acquisition costs to the final consumers from one hundred and three to one hundred and five percent of the total amount of electric energy contracted in relation to the distributor’s annual supply load.

The Decree amended the objectives of the CDE, and introduced the pass-through of CDE funds to the distribution concessionaires in relation to the following costs:

            (i)                exposure in the short-term market of the hydroelectric power plants contracted under a system of physical guarantee of electric energy and power quotas, due to inadequate allocation of generation in the scope of the Energy Relocation Mechanism – MRE (Hydrological Risk);

           (ii)               exposure of the distributors in the short-term market, due to insufficient contractual support for the load distributed, in relation to the amount of replacement not recontracted as a result of non-participation in the extension of the electric energy generation concessions (Involuntary exposure);

          (iii)                the additional cost related to activation of thermoelectric plants without respecting the order of merit by decision of the Electrical Sector Monitoring Committee – CMSE (ESS – Energy Security);

         (iv)                and the full or partial amount of the accumulated positive balance in the CVA (compensation mechanism) account, for the system service charge and energy purchased for resale (CVA ESS and Energy).

The cost of electric energy (IFRS + Conventional Generation Proportional Consolidation), comprising the purchase of electricity for resale and charges for the use of the distribution and transmission system, amounted to R$ 1,998 million in 2Q13, representing an increase of 6.1% (R$ 115 million).

·      The cost of electric power purchased for resale in 2Q13 was R$ 1,782 million, representing an increase of 15.8% (R$ 243 million), due to the following effects:

         (i)        Increase in the cost of energy purchased through auction in the regulated environment and bilateral contracts (R$ 233 million), caused by the increases of 2.8% (270 GWh) in the volume of purchased energy; and 14.9% in the average purchase price;

        (ii)       Increase in the cost of short-term energy purchase (R$ 68 million) due to the increase of 150.7% in the average purchase price, partially compensated by decrease of 20.2% (245 GWh) in the quantity of the energy purchased. In part, this increase is cause by the exposure to the Energy Reallocation Mechanism (“MRE”) – Generation Scaling Factor (GSF) - (R$ 3 million) and purchase energy for Alvorada TPP and Coopcana TPP, from CPFL Renováveis, to meet their contractual obligations in the power purchase agreements (R$ 17 million) – Non-recurring; 

       (iii)       Increase in the cost of energy from Itaipu (R$ 27 million), mainly due to the 9.1% increase in the average purchase price;

      (iv)       Increase in the PROINFA cost (R$ 4 million), due to the 9.9% increase in the average purchase price, partially offset by the decrease of 3.0% (7 GWh) in the volume of purchased energy.

Partially compensated by:

       (v)       Resources from the CDE in the amount of R$ 63 million, according to the Decree No 7,945;

      (vi)       Increase in PIS and Cofins tax credits, generated from the energy purchase (R$ 25 million);

·         Charges for the use of the transmission and distribution system reached R$ 344 million in 2Q13, a 37.0% decrease (R$ 128 million), due to the following factors:

                (i)            Resources from the CDE in the amount of R$ 61 million, according to the Decree No 7,945;

               (ii)            Decrease of 46,3% in the basic network charges (R$ 128 million), mainly due to the decreases of 50.4% (R$ 66 million) in CPFL Paulista, of 44.7% in RGE (R$ 21 million) and 57.9% (R$ 38 million) in CPFL Piratininga due to the MP 579/2012 (converted into Law No 12,783 in January 2013), which caused a reduction in the transmission costs;

          (iii)                Decrease of 62.8% in Itaipu charges (R$ 15 million);

         (iv)                 Decrease of 45.5% in the conection charges (R$ 9 million).

          (v)                 Decrease of 14.4% in the charges of use of the distribution system (R$ 2 million)

      Partially offset by:

            (i)                  Increase of 259.7% in the system service usage charges – ESS (R$ 59 million), mainly due to the increases of R$ 19 million in CPFL Paulista, R$ 9 million in CPFL Piratininga; R$ 9 million in RGE, and R$ 3 million in CPFL Santa Cruz. Moreover, there was a non-recurring effect of R$ 13 million, which R$ 8 million in Conventional Generation segment and R$ 5 million in CPFL Renováveis concerning the Services of the System Charges (ESS) provision intended exclusively to reimburse the thermoelectric generators. According to Resolution #3, from March, 2013, National Energy Policy Committee (CNPE) defined the addition of counter risk mechanisms in the computer models. From 04/01/2013 until the development of the new computer model (predicted for 09/01/2013), 50% of the cost associated to de thermoelectric plants dispatch out of merit order will have to be rationed among all the markets agents, including generators;

           (ii)                 Increase  in the energy reserve charges (R$ 12 million);

          (iii)                Decrease in PIS and Cofins tax credits, generated from the tax charges (R$ 15 million);

5.3) Operating Costs and Expenses

Operating costs and expenses (IFRS + Conventional Generation Proportional Consolidation + Construction Cost) were R$ 1,346 million in 2Q13, registering an increase of 30.2% (R$ 312 million), due to the following factors:

·      Reduction of 19.4% (R$ 63 million) in the cost of building the infrastructure of the concession (which does not affect the results because of the related revenue, in the same amount). This item, which reached R$ 259 million in 2Q13, has its counterpart in the “operating revenue”;

·         The Private Pension Fund item, which represented a revenue of R$ 3 million in 2Q12, due to the change in practice and impact of the revision of CPC 33 - Employee benefits, now being adopted as of January 1, 2013, has come to represent an expense of R$ 8 million in 2Q12. In 2Q13, this expense increased to R$ 21 million, resulting in a negative variation of R$ 12 million. This variation is due to the expected estimated impact on actuarial assets and liabilities, according to CVM Deliberations Nos. 371/00 and 600/09, as shown in the Actuarial Report;

·      Depreciation and Amortization, which represented a net increase of 3.0% (R$ 9 million), mainly due to the following factors:

          (i)            Additional of CPFL Renováveis, in the amount of R$ 28 million;

Partially offset by:

         (ii)           Reduction in the Distribution Segment, in the amount of R$ 15 million, mainly due to the following factors:

ü The recording effect, in the amount of R$ 22 million, of PIS and Cofins tax credits on the depreciation and amortization. These credits were registered in the “depreciation and amortization” expenses line and, in 2Q12, they were registered in the “deductions from the operating revenue” line for better accounting purposes;

ü Increase of R$ 7 million due to the increase in amortization of the distribution infrastructure intangible due to new investments;

          (iii)                Reduction of 25.9% in the Conventional Generation Segment, in the amount of R$ 21 million, due to  the non-recurring accounting adjustments related to the re-calculation of the UBP and depreciation of the generation plants (R$ 21 million)

·      The PMSO item, that reached R$ 771 million in 2Q13, compared to R$ 400 million in 2Q12, registering an increase of 93.0% (R$ 372 million), mainly due to the following factors (that need to be excluded for comparison purposes with the 2Q12):

         (i)            In 2Q13, there was an impact on Legal and Judicial Expenses and Indemnities in the amount of R$230 million, mainly due to changes in the classification of risks arising from civil and labor claims from the Company’s litigations, so that the provisions better reflect Management’s current estimates. This estimate is made after analyses by its external legal counsel and is the result of continuous monitoring and risk control by the Company. Note that the accrual of this provision has no immediate impact on cash;

        (ii)            Also in 2Q13, CPFL Paulista and CPFL Piratininga had a non-recurring expense due to adhesion to the Installment Special Program (PEP) for ICMS tax of the State of São Paulo. Both disputed the taxes levied on the acquisition of fuel and lubricants for operational vehicles. In view of the unfavorable rulings for the companies from the courts in São Paulo and the opportunity offered by PEP to conclude the lawsuit, which involved fines and interests reductions around 75% and 60%, respectively, Management decided to join the program, incurring in an expense of R$ 32 million. The amounts related to principal (R$ 8 million for CPFL Paulista and R$ 7 million for CPFL Piratininga) were recognized under Other Expenses, while fines and interests (R$ 17 million) in Financial Expenses.

       (iii)            Non-recurring  increase related to the assets maintaining in EPASA (R$ 9 million);

      (iv)            Non-recurring  increase related to the physical inventory of assets, due to the implementation of the Manual for the Equity Control in the Power Sector (MCPSE) in 2Q12 (R$ 7 million);

       (v)            Additional PMSO of CPFL Renováveis (R$ 8 million);

      (vi)            Additional PMSO related to the expansion of the activities of CPFL Serviços, CPFL Atende, CPFL Total and Nect (R$ 7 million);

     (vii)            Additional expenses of materials relating to the purchase of fuel oil by Epasa, due to the dispatch of the thermoelectric facilities (R$ 63 million);

    (viii)            Assets write off in distribution companies (R$ 15 million);

      (ix)            Allowance for doubtful accounts (R$ 4 million).

Disregarding the mentioned effects, the 2Q13 PMSO would be R$ 327 million, compared to R$ 301 million in 2Q12, an increase of 8.9% (R$ 27 million).

Following the main aspects that explain PMSO variation, after the elimination of the effects mentioned:

    (i)        Expense with Material, that recorded an increase of 42.7% (R$ 7 million), due mainly to the increase of lines and wires maintenance (R$ 3.1 million) in CPFL Paulista;

   (ii)        Services expenses increased 10.7% (10 million) mainly caused by:

ü  RGE (R$ 3 million), mainly for the increase in the following expenses: communication services, call center, car pool and lines and wires transmissions maintenance;

ü  CPFL Paulista (R$ 5 million), mainly for the increase in the following expenses: hardware and software maintenance and lines and wires transmissions maintenance.

  (iii)        Other operational costs/expenses, that recorded an increase of 29.3% (R$ 13 million), mainly due to the increase:

ü     In CPFL Geração (R$ 3 million), mainly related to higher expenses with CFURH (Financial Compensation for the Usage of Hydric Resources) due to the higher volume of generated energy;

Partially offset by:

 (iv)        Personnel expenses, that recorded a decrease of 1.8% (R$ 3 million)

5.4) Regulatory Assets and Liabilities

The regulatory assets and liabilities, which are no longer registered, in accordance with the pronouncements issued by the Accounting Pronouncements Committee (CPC) and the international practices (IFRS), represented a receivable of R$ 26 million in 2Q13 and of R$ 126 million in 2Q12 (impact in EBITDA). The amounts related to the deferral of the regulatory assets and liabilities will be passed through the tariffs in the next tariff readjustment, through the financial components. The amounts related to the amortization are reflected in the tariffs of each period.

5.5) EBITDA

2Q13 EBITDA  (IFRS + Conventional Generation Proportional Consolidation) reached R$ 601 million, registering a decrease of 34.8% (R$ 320 million).

5.6) Financial Result

The 2Q13 net financial expense (IFRS + Conventional Generation Proportional Consolidation) was of R$ 456 million, an increase of 123.4% (R$ 252 million) compared to the net financial expense of R$ 204 million reported in 2Q12.

The items explaining these changes are as follows:

·         Financial Revenues: decrease of R$ 70 million, from R$ 161 million in 2Q12 to R$ 91 million in 2Q13, mainly due to the following factors:

ü     Increase in the income from financial investments (R$ 13 million), due to the higher cash balance;

ü     Increase in the financial revenues others (R$ 10 million).

Partially offset by:

ü     Reduction of Financial Revenue in the Distribution Companies due to the adjustment for distributors’ financial asset  (CPFL Paulista, CPFL Piratininga, RGE, CPFL Santa Cruz, CPFL Leste Paulista, CPFL Sul Paulista, CPFL Jaguari and CPFL Mococa) (R$ 63 million) – R$ 31 million non recurring

ü     Reduction in the additions and delay fines, tax credits and monetary update (R$ 15 million);

ü     Reduction in the updates of judicial deposits (R$ 11 million), mainly due to the reduction in the indexes used to update these items;

ü     Reduction of Financial Revenue from CPFL Renováveis, in the amount of R$ 3 million.

·         Financial Expenses: increase of 49.6% (R$ 181 million), from R$ 365 million in 2Q12 to R$ 546 million in 2Q13, mainly due to the following factors:

         (i)        Adjustment for distributors’ financial asset (expense) (CPFL Paulista, CPFL Piratininga, RGE, CPFL Santa Cruz, CPFL Leste Paulista, CPFL Sul Paulista, CPFL Jaguari and CPFL Mococa) (R$ 100 million) – non-recurring 

        (ii)       Non recurring effects (R$ 59 million) due to the adhesion of CPFL Piratininga (R$ 49 million) and CPFL Paulista (R$ 10 million) to the Special Installment Payment Program (PEP) for ICMS tax of the state of São Paulo. Both disputed the taxes levied on the acquisition of fuel and lubricants for operational vehicles, as well as the ICMS tax calculation methodology in the city of Santos (São Paulo state) by CPFL Piratininga, as explained in the items Operational Revenues and Operating Costs and Expenses.

       (iii)        Financial expenses from CPFL Renováveis, in the amount of R$ 24 million, mainly due to:

·         The acquisitions of Bons Ventos wind farms (157.5 MW) in June 2012, and the assets of biomass cogeneration of Ester thermoelectric facility (40 MW) in October 2012;

·         The beginning of operations of Bio Ipê and Bio Pedra thermoelectric facilities in May 2012; 

·         The beginning of operations of Santa Clara wind farms (188 MW) in July 2012.

·         The beginning of operations Salto Goes SPP (20 MW) and Tanquinho Solar PP (1 MWp) Jin uly 2012.

      (iv)        Increase of debt of charge (R$ 4 million)

Partially offset by:

       (v)        Reduction in Other financial expenses (R$ 5 million)

5.7) Net Income

Net income (IFRS + Conventional Generation Proportional Consolidation) in 2Q13 was - R$ 134 million. This result reflects mainly: (i) the increase in Legal and Judicial Expenses and other contingencies; (ii) the implementation of periodic tariff revisions in the Distribution segment and (iii) the adjustment for distributors’ financial asset (Distribution segment).

6) DEBT

6.1) Financial Debt (Including Hedge)

CPFL Energia’s financial debt (including hedge) reached R$ 18,162 million in 2Q13, increase of R$ 4,749 million, or 35.4%, compared to 2Q12. This increase in net debt is mainly a reflection of:

·         the consolidation of 100% of the debt of CPFL Renováveis (principal + charges), which has added around R$ 690 million to the consolidated indebtedness of CPFL Energia. Part of these funds, around R$ 51 million, was assumed through the acquisition of Ester cogeneration assets in the period. The remaining amount, which totaled around R$ 639 million, occurred through funding for the payment of this acquisition, as well as for the construction of several greenfield projects;

·         the increase in indebtedness due to the funding, net of amortizations, in the amount of R$ 3,769 million, in CPFL Energia (Holding) and the other Group companies (conventional generation, distribution and commercialization segments);

·         the increase in the other charges and monetary and exchange rate updates (net of hedge) in the period, in the amount of R$ 290 million.

The main contributing funding and amortizations to the variation in the balance of financial debt described above were:

·         CPFL Renováveis: funding, net of amortizations, in the amount of R$ 639 million, and debt assumption in the amount of R$ 51 million:

+      Promissory notes issuances by Atlântica Wind Complex (R$ 230 million) and CPFL Renováveis (R$ 150 million);

+      Funding of BNDES financing for CPFL Renováveis, in the amount of R$ 92 million;

+      Funding of BNDES financing for Salto Góes Small Hydroelectric Power Plant, in the amount of R$ 19 million;

+      Funding of BNDES financing for Coopcana and Alvorada Thermoelectric Power Plants, in the amount of R$ 98 million;

+      Funding of BNDES financing for Atlântica Wind Complex, in the amount of R$ 264 million;

+      Funding of BNDES financing for Macacos I Wind Complex (Macacos, Pedra Preta, Costa Branca e Juremas), in the amount of R$ 176 million;

+      Bank note issuance by Campo dos Ventos II Wind Farm, in the amount of R$ 35 million;

-      Amortization of working capital related to Coopcana and Alvorada Thermoelectric Power Plants and Atlântica Wind Complex, in the amount of R$ 79 million;

-      Promissory notes amortization by Atlântica Wind Complex, in the amount of R$ 92 million;

-      Amortizations of BNDES financing for CPFL Renováveis (source CPFL), in the amount of R$ 54 million;

-      Amortizations of BNDES financing for CPFL Renováveis (source ERSA), in the amount of R$ 49 million;

-      Amortizations for Jantus, in the amount of R$ 38 million, related to BNB financing;

-      Amortizations for Bons Ventos, in the amount of R$ 35 million, of which R$ 21 million are related to BNDES financing, R$ 7 million are related to BNB financing and R$ 7 million are related to NIB (Nordic Investment Bank) financing;

-      Amortization related to the operation with redeemable preferred shares of T-15 Energia (CPFL Renováveis’ controlled company) to the acquisition of Bons Ventos, in the amount of R$ 56 million;

-      Amortization related to the operation with redeemable shares (Alto Irani and Plano Alto Small Hydro Power Plants), in the amount of R$ 22 million;

+      Indebtedness from the acquisition of Ester Thermoelectric Power Plant by CPFL Renováveis, in the amount of R$ 51 million, related to BNDES financing.

·         Group’s Distributors: funding (BNDES and other financial institutions), net of amortizations, totaling R$ 2,250 million:

+      Debentures issuances by CPFL Paulista (6^th Issue of R$ 660 million and 7^th Issue of R$ 505 million), CPFL Piratininga (6^th Issue of R$ 110 million and 7^th Issue of R$ 235 million) and RGE (6^th Issue of R$ 500 million and 7^th Issue of R$ 170 million);

+      Funding of financing, through Law No. 4131/62, for CPFL Paulista (R$ 49 million), CPFL Piratininga (R$ 64 million), RGE (R$ 299 million), CPFL Santa Cruz (R$ 40 million), CPFL Leste Paulista (R$ 25 million), CPFL Sul Paulista (R$ 43 million), CPFL Jaguari (R$ 44 million) and CPFL Mococa (R$ 11 million);

+      Funding of working capital by CPFL Leste Paulista (R$ 2 million);

+      Funding, net of amortizations, of BNDES financing for Group’s Distributors, totaling R$ 374 million;

-      Amortizations of the principal of RGE (3^rd Issue of R$ 127 million) and CPFL Paulista’s debentures (3^rd Issue of R$ 427 million);

-      Amortizations of financing for CPFL Paulista (R$ 124 million), CPFL Piratininga (R$ 14 million), RGE (R$ 123 million), CPFL Santa Cruz (R$ 11 million), CPFL Leste Paulista (R$ 18 million), CPFL Sul Paulista (R$ 10 million), CPFL Jaguari (R$ 4 million) and CPFL Mococa (R$ 6 million);

-      Other amortizations, net of funding, in the amount of R$ 17 million.

·         CPFL Geração and CERAN: funding, net of amortizations, totaling R$ 1,455 million:

+      Debentures issuance by CPFL Geração (5^th Issue of R$ 1,092 million), due to corporate restructuring in CPFL Geração and CPFL Brasil; 

+      Promissory notes issuance by CPFL Geração (R$ 460 million);

-      Amortizations of BNDES financing for CPFL Geração (R$ 42 million) and CERAN (R$ 55 million).

·         CPFL Brasil and CPFL Serviços: amortizations, net of funding, totaling R$ 1,076 million:

+      Funding of working capital by CPFL Serviços (R$ 8 million);

+      Funding of BNDES financing for CPFL Serviços (R$ 20 million) and CPFL Brasil (R$ 1 million);

-      Amortization of the principal of CPFL Brasil’s debentures (2^nd Issue of R$ 1,092 million), due to corporate restructuring in CPFL Brasil and CPFL Geração; 

-      Amortizations of BNDES financing for CPFL Brasil (R$ 11 million);

-      Other amortizations, net of funding, in the amount of R$ 2 million.

·         CPFL Energia (Holding): funding, net of amortizations, totaling R$ 1,140 million:

+      Debentures issuance by CPFL Energia (4^th Issue of R$ 1,290 million);

-      Amortization of the principal of CPFL Energia’s debentures (3^rd Issue of R$ 150 million).

CPFL Energia adopts a pre-funding strategy, anticipating funding for maturing debt within 18 to 24 months. The latest funding for this purpose were conducted in February 2013 through the issuance of debentures, in the total amount of R$ 910 million. Therefore, the company was capable of reducing the nominal cost of its debt by approximately 2.4 percentage point, to 8.0% p.a.. Regarding its debt profile, considering the proportional consolidation of BAESA, ENERCAN, Foz do Chapecó and EPASA, the average term of debt is of 4.0 years.

Of the total indebtedness of R$ 18,162 million in 2Q13, R$ 15,146 million (83.4%) are considered long term and R$ 3,016 million (16.6%) are considered short term. In 2Q12, of the total of R$ 13,413 million, R$ 11,584 million (86.4%) are considered long term and R$ 1,829 million (13.6%) are considered short term.

The cash position at the end of 2Q13 has coverage ratio of 2.0x the amortizations of the next 12 months, enough to honor all amortization commitments until early 2015.

6.2) Total Debt (Financial Debt + Hedge + Debt with the Private Pension Fund)

Note: (*) Considering proportional consolidation of BAESA, ENERCAN, Foz do Chapecó and EPASA.

Total debt, comprising financial debt, hedge (asset/liability) and debt with the private pension fund, amounted to R$ 18,550 million in 2Q13, growth of 35.2%. The nominal average cost of debt fell from 10.4% p.a. in 2Q12 to 8.0% p.a. in 2Q13, due to the decrease in the CDI interbank rate (from 10.7% to 7.2%). (accrued rates in the last 12 months)

Note: PSI – Investment Support Program.

As a result of the funding operations and amortizations, considering the indexation after hedge, there was an increase in the portion tied to the CDI-pegged portion (from 66.9%, in 2Q12, to 69.9%, in 2Q13) and prefixed-PSI (from 5.0%, in 2Q12, to 6.1%, in 2Q13), and a decrease in the BNDES-TJLP-indexed portion (from 25.1%, in 2Q12, to 21.2%, in 2Q13) and in the portion tied to the IGP-M/IGP-DI (from 2.9%, in 2Q12, to 2.5%, in 2Q13).

The foreign-currency debt would have come to 15.4% of the total, if banking hedge operations had been excluded. Considering the contracted swap operations, which convert the indexation of debt in foreign-currency to the CDI, the effective foreign-currency debt is 0.2% (all of this possesses a natural hedge).

The portion of the debt tied to the IGP-M/IGP-DI is related mostly to the debt with the private pension fund.

Note: (*) Considering proportional consolidation of BAESA, ENERCAN, Foz do Chapecó and EPASA.

6.3) Net Debt and Leverage

Note: (*) Considering proportional consolidation of BAESA, ENERCAN, Foz do Chapecó and EPASA.

In 2Q13, net debt totaled R$ 12,743 million, an upturn of 11.2% or R$ 1,287 million, compared to net debt position at the end of 2Q12 in the amount of R$ 11,455 million. This increase is explained on the following factors:

·         Increase of R$ 4,749 million in the gross indebtedness, as described in the item 6.1;

·         Increase of R$ 3,461 million in the balance of the cash, from R$ 1,958 million in 2Q12 to R$ 5,420 million in 2Q13, mainly explained by:

          (i)        Cash generation of operating activities in the period: +R$ 2,535 million;

         (ii)        Payment of the acquisitions (Ester): -R$ 139 million;

        (iii)        Investments in the period: -R$ 2,223 million;

        (iv)        Net funding in the period: +R$ 4,403 million;

         (v)        Payment of dividends: -R$ 1,117 million;

        (vi)        Other movements: +R$ 2 million.

In line with the criteria for calculation of financial covenants of loan agreements with financial institutions, net debt is adjusted according to the equivalent participation of CPFL Energia in each of the projects. Also, include in the calculation of adjusted EBITDA the effects of the CVA – "Account for the Compensation of the Variations of Parcel A" and the historic EBITDA of newly acquired projects, as Ester. As a result, adjusted net debt totaled R$ 12,572 million and adjusted EBITDA reached R$ 3,676 million, and the adjusted Net Debt / adjusted EBITDA at the end of 2Q13 reached 3.42x (still under review by the independent auditors on the date of this report). It is noteworthy that this leverage was heavily impacted by the fines and provisions recorded this quarter, in the amount of R$ 277 million, on our EBITDA. Considering the net debt without adjustment and the IFRS reported EBITDA accumulated in the last 12 months until the end of 2Q13 in the amount of R$ 3,590 million, the Company would report a net leverage of 3.55x.

7) INVESTMENTS

In 2Q13, R$ 498 million were invested in business maintenance and expansion, of which R$ 211 million in distribution, R$ 274 million in generation (R$ 271 million of CPFL Renováveis) and R$ 13 million in commercialization and services. As result, CPFL Energia’s investments totaled R$ 1,030 million in 1H13, of which R$ 444 million in distribution, R$ 571 million in generation (R$ 565 million of CPFL Renováveis) and R$ 15 million in commercialization and services.

Listed below are some of the main investments made by CPFL Energia in each segment:

         (i)      Distribution: strengthening and expanding the electricity system to keep pace with market growth, both in terms of energy sales and numbers of customers. Other allocations included electricity system maintenance and improvements, operational infrastructure, the upgrading of management and operational support systems, customer help services and research and development programs, among others;

        (ii)      Generation: chiefly focused on Alvorada and Coopcana Thermoelectric Power Plants, Campo dos Ventos II Wind Farm and Macacos I, Atlântica, Campo dos Ventos and São Benedito Wind Complexes, ongoing construction projects.

Note: (*) Considers 100% of CPFL Renováveis and CERAN and the proportional stake in the other generation projects.

8) DIVIDENDS

CPFL Energia has announced an intermediate dividend distribution, for 1H13, in the amount of R$ 363 million, equivalent to R$ 0.377282126 per share.

Shareholders owning shares on August 22, 2013 will be entitled to receive these dividends. Shares will be traded ex-dividend on the São Paulo Stock Exchange (BM&FBovespa S.A. Bolsa de Valores, Mercadorias e Futuros - BM&FBOVESPA) and New York Stock Exchange (NYSE) as of August 23, 2013.

Note: (1) Based on the average of the closing quotations in each half year period.

The 1H13 dividend yield, calculated on the average of the closing quotations in the period (R$ 21.11 per share) is 1.8% (3.9% in the last 12 months).

(*) Note: considering share price adjusted for reverse stock split and simultaneous stock split on June 29, 2011. Without dividends.

The declared amounts are in line with the Company’s dividend policy, which states that shareholders will receive at least 50% of adjusted half-yearly net income as dividends and/or interest on equity (IOE). CPFL Energia has presented a payout ratio close to 95% since its IPO, respecting the constitution of the legal reserve of 5%.

9) STOCK MARKET

9.1) Share Performance

CPFL Energia, which has a current free float of 30.5%, is listed on both the BM&FBOVESPA (Novo Mercado) and the NYSE (ADR Level III), segments with the highest levels of corporate governace.

The shares closed the period priced at R$ 20.71 per share and US$ 18.29 per ADR, respectively (closing price in 06/30/2013).

In 1H13, the shares depreciated 1.0% on the BM&FBOVESPA and 10.8% on the NYSE.

In the last 12 months, the shares depreciated 14.3% on the BM&FBOVESPA and 23.0% on the NYSE.

9.2) Average Daily Volume

The daily trading volume in 1H13 averaged R$ 39.4 million, of which R$ 22.5 million on the BM&FBOVESPA and R$ 16.9 million on the NYSE, 7.7% down on 2012. The number of trades on the BM&FBOVESPA increased by 36.9%, rising from a daily average of 3,081, in 2012, to 4,217, in 1H13.

Note: Considers the sum of the average daily volume on the BM&FBOVESPA and the NYSE.

9.3) Ratings

In May 2013, Standard & Poor's issued a report reaffirming its credit ratings for CPFL Energia. Therefore, the Company maintains the AA+ rating on the national scale, with stable perpective.

The following table shows the evolution of CPFL Energia’s corporate ratings:

Note: Close-of-period positions.

10) CORPORATE GOVERNANCE

CPFL Energia’s corporate governance model is based on four basic principles: transparency, equity, accountability and corporate responsibility, applied by all the companies in the Group.

CPFL Energia is listed on the segments of the highest governance level - the Novo Mercado of the BM&FBovespa and Level III ADRs on the New York Stock Exchange (NYSE). CPFL Energia’s capital stock is composed exclusively of common shares, and ensures 100% tag-along rights in the case of disposal of control.

The Board of Directors’ duties include defining the overall business guidelines and electing the Board of Executive Officers, among other responsibilities determined by the law and the Company’s Bylaws. Its rules were defined in the Board of Directors’ internal rules document. The Board is composed of one independent member and six members nominated by the controlling shareholders and all of them carry a one-year term of office, reelection being admitted. It normally meets once a month but may be convened whenever necessary. The Chairman and the Vice-Chairman are elected among the Board of Directors’ members and no member may serve on the Board of Executive Officers.

The Board of Directors constituted three committees and defined their competences in a sole Internal Rules. They are: the Human Resources Committee, Related Parties Committee and Management Processes Committee. Whenever necessary, ad hoc commissions are installed to advise the Board on such specific issues as: corporate governance, strategy, budgets, energy purchase, new operations and financial policies.

CPFL Energia maintains a permanent Fiscal Council comprising five members who also carry out the attributes of the Audit Committee foreseen in the Sarbanes Oxley Act and pursuant to the rules of the Securities and Exchange Commission (SEC). The Fiscal Council rules were defined in its internal rules document and in the Fiscal Council Guide.

The Board of Executive Officers is comprised of six Executive Officers, all with a two-year term of office, with reelection admitted. The Executive Officers represent the Company and manage its business in accordance with the lines of direction defined by the Board of Directors. The Chief Executive Officer is responsible for nominating the other statutory Executive Officers.

The guidelines and set of documents related to corporate governance are available at the Investor Relations website www.cpfl.com.br/ir.

11) CURRENT SHAREHOLDERS STRUCTURE – 06/30/2013

CPFL Energia is a holding company, whose results depend directly on those of its subsidiaries.

Notes:

(1) Controlling shareholders;

(2) Includes the 0.1% stake of Camargo Corrêa S.A.;

(3) Includes the 0.2% stake of Petros and Sistel pension funds;

(4) Termoparaíba and Termonordeste Thermoelectric Facilities;

(5) CPFL Energia owns a 63.0% indirect interest in CPFL Renováveis through CPFL Geração.

12) PERFORMANCE OF THE BUSINESS SEGMENTS

12.1) Distribution Segment

12.1.1) Economic-Financial Performance