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 – 2014 – CPFL Energia S.A. | Version: 1 |
Registration data
1. General information
2
2. Address
3
3. Marketable securities
4
4. Auditor information
5
5. Share register
6
6. Investor relations officer
7
7. Shareholders’ department
8
Registration Form – 2014 – CPFL Energia S.A. | Version: 1 |
a) 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 |
Date of last change of company year: | |
Day/Month of year end: | 12/31 |
Web address: | www.cpfl.com.br |
Placements were issuer disclose its information: |
Placement |
FU |
Diário Oficial do Estado de São Paulo |
SP |
Valor Econômico |
SP |
www.cpfl.com.br/ri |
SP |
www.portalneo1.net |
SP |
www.valor.com.br/valor-ri |
SP |
Registration Form – 2014 – CPFL Energia S.A. | Version: 1 |
b) Address
Company Address: Rua Gomes de Carvalho, 1510, 14º– Cj 2 Vila Olímpia, São Paulo, SP, Brazil, zip code: 04547-005
Telephone: (019) 3756-6083, Fax: (019) 3756-6089, E-mail: [email protected]
Company Mailing Address: Rodovia Engenheiro Miguel Noel Nascentes Burnier, 1755, Km 2,5, Parque São Quirino, Campinas, SP, Brasil, zip code 13088-140
Telephone (019) 3756-6083, Fax (019) 3756-6089, E-mail: [email protected]
Registration Form – 2014 – CPFL Energia S.A. | Version: 1 |
c) Marketable securities
Shares trading listing | |
Trading mkt | Bolsa |
Managing body | BM&FBOVESPA |
Start date | 09/29/2004 |
End date | |
Segment | Novo Mercado |
Start date | 9/29/2004 |
End date | |
Debentures trading listing | |
Trading mkt | Organized market |
Managing body | CETIP |
Start date | 05/18/2000 |
End date | |
Segment | Traditional |
Start date | 05/19/2000 |
End date |
Registration Form – 2014 – CPFL Energia S.A. | Version: 1 |
d) 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 | Marcelo Magalhães Fernandes |
Service provision period | 03/12/2012 |
CPF (individual tax ID) | 110.931.498-17 |
Registration Form – 2014 – CPFL Energia S.A. | Version: 1 |
e) Share register
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: [email protected]
Registration Form – 2014 – CPFL Energia S.A. | Version: 1 |
f) Investor relations officer
Name: | Gustavo Estrella |
Director of Investor Relations | |
CPF/CNPJ: | 037.234.097-09 |
Address: | |
Rodovia Engenheiro Miguel Noel Nascentes Burnier, 1755, Km 2,5, Parque São Quirino, Campinas, SP, Brasil, zip code 13088-140 | |
Telephone (019) 3756-6083, Fax (019) 3756-6089, e-mail: [email protected]. | |
Start date of activity: | 02/27/2013 |
End date of activity: |
Registration Form – 2014 – CPFL Energia S.A. | Version: 1 |
g) Shareholders’ department
Contact | Eduardo Atsushi Takeiti |
Start date of activity: | 12/13/2011 |
End date of activity: | 10/05/2014 |
Contact | Leandro José Cappa de Oliveira |
Start date of activity: | 10/06/2014 |
End date of activity: |
Address:
Rodovia Engenheiro Miguel Noel Nascentes Burnier, 1755, Km 2,5, Parque São Quirino, Campinas, SP, Brasil, zip code 13088-140
Telephone (019) 3756-6083, Fax (019) 3756-6089, e-mail: [email protected]
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Table of Contents
Identification of Company | |
Capital Stock | 1 |
Cash dividend | 2 |
Parent Company Financial Statements | |
Balance Sheet Assets | 3 |
Balance Sheet Liabilities | 4 |
Income Statement | 5 |
Statement of Comprehensive Income | 6 |
Cash Flow Statements | 7 |
Statement of Changes in Shareholders´ Equity | |
01/01/2014 to 12/31/2014 | 8 |
01/01/2013 to 12/31/2013 | 9 |
01/01/2012 to 12/31/2012 | 10 |
Statements of Added Value | 11 |
Consolidated Financial Statements | |
Balance Sheet Assets | 12 |
Balance Sheet Liabilities | 13 |
Income Statement | 14 |
Statement of Comprehensive Income | 15 |
Cash Flow Statements | 16 |
Statement of Changes in Shareholders’ Equity | |
01/01/2014 to 12/31/2014 | 17 |
01/01/2013 to 12/31/2013 | 18 |
01/01/2012 to 12/31/2012 | 19 |
Statements of Added Value | 20 |
Management report | 21 |
Notes to Financial Statements | 38 |
Reports | |
Independent Auditors’ Report Unqualified | 129 |
Report of the Audit Committee | 131 |
Management Declaration on Financial Statements | 132 |
Management Declaration on Independent Auditors’ Report | 133 |
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Number of Shares (in units) |
Closing date 12/31/2014 |
Paid in capital |
|
Common |
962,274,260 |
Preferred |
0 |
Total |
962,274,260 |
Treasury Stock |
0 |
Common |
0 |
Preferred |
0 |
Total |
0 |
1
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Identification of company
Event |
Approval |
Type |
Beginning of payment |
Type of share |
Class of share |
Amount per share (Reais/share) |
AGM |
04/29/2014 |
Dividend |
05/08/2014 |
ON (Common shares) |
|
0.59006 |
RCA |
08/27/2014 |
Dividend |
10/01/2014 |
ON (Common shares) |
|
0.43875 |
2
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
(in thousands of Brazilian reais – R$) |
|
|
| |
Code |
Description |
Current Year 12/31/2014 |
Previous Year 12/31/2013 |
Previous Year 12/31/2012 |
1 |
Total assets |
8,318,287 |
8,389,811 |
6,767,769 |
1.01 |
Current assets |
1,792,189 |
1,720,232 |
574,911 |
1.01.01 |
Cash and cash equivalents |
799,775 |
990,672 |
141,835 |
1.01.02 |
Financial Investments |
- |
- |
3,939 |
1.01.02.02 |
Financial Investments at amortized cost |
- |
- |
3,939 |
1.01.02.02.01 |
Held to maturity |
- |
- |
3,939 |
1.01.06 |
Recoverable taxes |
49,070 |
29,874 |
25,311 |
1.01.06.01 |
Current recoverable taxes |
49,070 |
29,874 |
25,311 |
1.01.08 |
Other current assets |
943,344 |
699,686 |
403,826 |
1.01.08.03 |
Others |
943,344 |
699,686 |
403,826 |
1.01.08.03.01 |
Other credits |
977 |
1,984 |
1,813 |
1.01.08.03.02 |
Dividends and interest on shareholders’ equity |
942,367 |
697,702 |
401,473 |
1.01.08.03.03 |
Derivative |
- |
- |
540 |
1.02 |
Noncurrent assets |
6,526,098 |
6,669,579 |
6,192,858 |
1.02.01 |
Noncurrent assets |
234,239 |
248,623 |
203,481 |
1.02.01.06 |
Deferred taxes |
150,628 |
165,798 |
177,411 |
1.02.01.06.02 |
Deferred taxes credits |
150,628 |
165,798 |
177,411 |
1.02.01.08 |
Related parties credits |
12,089 |
8,948 |
- |
1.02.01.08.02 |
Subsidiaries credits |
12,089 |
8,948 |
- |
1.02.01.09 |
Other noncurrent assets |
71,522 |
73,877 |
26,070 |
1.02.01.09.03 |
Escrow deposits |
546 |
91 |
12,579 |
1.02.01.09.05 |
Other credits |
15,819 |
14,389 |
13,365 |
1.02.01.09.06 |
Derivatives |
- |
- |
71 |
1.02.01.09.07 |
Advance for future capital increase |
55,157 |
59,397 |
55 |
1.02.02 |
Investments |
6,290,998 |
6,419,924 |
5,988,616 |
1.02.02.01 |
Permanent equity interests |
6,290,998 |
6,419,924 |
5,988,616 |
1.02.02.01.02 |
Investments in subsidiares |
6,290,998 |
6,419,924 |
5,988,616 |
1.02.03 |
Property, plant and equipment |
843 |
1,000 |
687 |
1.02.04 |
Intangible assets |
18 |
32 |
74 |
1.02.04.01 |
Intangible assets |
18 |
32 |
74 |
1.02.04.01.01 |
Concession agreement |
- |
- |
74 |
1.02.04.01.02 |
other Intangibles |
18 |
32 |
- |
3
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent Company Standard Financial Statements
(in thousands of Brazilian reais – R$) |
||||
Code |
Description |
Current Year 12/31/2014 |
Previous Year 12/31/2013 |
Previous Year 12/31/2012 |
2 |
Total liabilities |
8,318,287 |
8,389,811 |
6,767,769 |
2.01 |
Current liabilities |
1,338,488 |
46,245 |
195,160 |
2.01.01 |
Social and Labor Obligations |
- |
10 |
29 |
2.01.01.02 |
Labor Obligations |
- |
10 |
29 |
2.01.01.02.01 |
Estimated Labor Obligation |
- |
10 |
29 |
2.01.02 |
Suppliers |
790 |
1,127 |
1,283 |
2.01.02.01 |
National Suppliers |
790 |
1,127 |
1,283 |
2.01.03 |
Tax Obligations |
1,859 |
359 |
453 |
2.01.03.01 |
Federal Tax Obligations |
1,859 |
359 |
449 |
2.01.03.01.01 |
Income tax and Social Contribution |
1,628 |
12 |
- |
2.01.03.01.02 |
Social Integration Program - PIS |
1 |
- |
- |
2.01.03.01.03 |
Contribuições para Financiamento da Seguridade Social - COFINS |
3 |
47 |
47 |
2.01.03.01.04 |
Others Federal |
227 |
300 |
402 |
2.01.03.02 |
State Tax Obligations |
- |
- |
4 |
2.01.03.02.01 |
ICMS (Tax on Revenue) |
- |
- |
4 |
2.01.04 |
Loans and financing |
1,304,406 |
12,438 |
157,082 |
2.01.04.02 |
Debentures |
1,304,406 |
12,438 |
157,082 |
2.01.04.02.01 |
Interest on debentures |
15,020 |
12,438 |
7,082 |
2.01.04.02.02 |
Debentures |
1,289,386 |
- |
150,000 |
2.01.05 |
Other Current liabilities |
31,433 |
32,311 |
36,313 |
2.01.05.02 |
Others |
31,433 |
32,311 |
36,313 |
2.01.05.02.01 |
Dividends and interest on shareholders´ equity |
13,555 |
15,407 |
16,856 |
2.01.05.02.05 |
Other payable |
17,878 |
16,904 |
19,457 |
2.02 |
Noncurrent liabilities |
36,264 |
1,319,667 |
191,882 |
2.02.01 |
Loans and financing |
- |
1,287,912 |
150,000 |
2.02.01.02 |
Debentures |
- |
1,287,912 |
150,000 |
2.02.02 |
Other Noncurrent liabilities |
35,539 |
31,495 |
29,358 |
2.02.02.02 |
Others |
35,539 |
31,495 |
29,358 |
2.02.02.02.04 |
Other payable |
35,539 |
31,495 |
29,358 |
2.02.04 |
Provisons |
725 |
260 |
12,524 |
2.02.04.01 |
Civil, Labor, Social and Tax Provisions |
725 |
260 |
12,524 |
2.02.04.01.01 |
Tax Provisions |
- |
- |
12,517 |
2.02.04.01.02 |
Labor and tax provisions |
378 |
97 |
- |
2.02.04.01.04 |
Civil provisions |
347 |
163 |
7 |
2.03 |
Shareholders’ equity |
6,943,535 |
7,023,899 |
6,380,727 |
2.03.01 |
Capital |
4,793,424 |
4,793,424 |
4,793,424 |
2.03.02 |
Capital reserves |
468,082 |
287,630 |
228,322 |
2.03.04 |
Profit reserves |
1,536,136 |
1,545,178 |
1,339,286 |
2.03.04.01 |
Legal reserves |
650,811 |
603,352 |
556,481 |
2.03.04.02 |
Statutory reserves |
885,325 |
265,037 |
- |
2.03.04.08 |
Additional Proposed dividend |
- |
567,802 |
455,906 |
2.03.04.10 |
Reserve of retained earnings for investment |
- |
108,987 |
326,899 |
2.03.05 |
Retained earnings |
- |
- |
56,293 |
2.03.08 |
Other Comprehensive Income |
145,893 |
397,667 |
(36,598) |
2.03.08.01 |
Accumulated Comprehensive Income |
145,893 |
397,667 |
(36,598) |
4
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent Company Standard Financial Statements
(in thousands of Brazilian reais – R$) |
|
| ||
|
|
|
|
|
Code |
Description |
Current Year |
Previous Year |
Previous Year |
01/01/2014 to 12/31/2014 |
01/01/2013to 12/31/2013 |
01/01/2012 to 12/31/2012 | ||
3.01 |
Net revenues |
61 |
1,649 |
1,452 |
3.03 |
Operating income |
61 |
1,649 |
1,452 |
3.04 |
Operating income (expense) |
985,010 |
1,000,153 |
1,251,829 |
3.04.02 |
General and administrative |
(26,175) |
(22,626) |
(29,549) |
3.04.05 |
Other |
- |
- |
(36) |
3.04.06 |
Equity income |
1,011,185 |
1,022,779 |
1,281,414 |
3.05 |
Income before financial income and taxes |
985,071 |
1,001,802 |
1,253,281 |
3.06 |
Financial income / expense |
(25,464) |
(26,860) |
(22,084) |
3.06.01 |
Financial income |
117,855 |
57,637 |
15,301 |
3.06.02 |
Financial expense |
(143,319) |
(84,497) |
(37,385) |
3.07 |
Income before taxes |
959,607 |
974,942 |
1,231,197 |
3.08 |
Income tax and social contribution |
(10,430) |
(37,523) |
(54,945) |
3.08.01 |
Current |
(23,266) |
(25,910) |
(38,483) |
3.08.02 |
Deferred |
12,836 |
(11,613) |
(16,462) |
3.09 |
Net income from continuing operations |
949,177 |
937,419 |
1,176,252 |
3.11 |
Net income |
949,177 |
937,419 |
1,176,252 |
3.99.01.01 |
ON |
1 |
1 |
1 |
3.99.02.01 |
ON |
1 |
1 |
1 |
5
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent company Standard Financial Statements
(in thousands of Brazilian reais – R$) |
| |||
Code |
Description |
Current Year |
Previous Year |
Previous Year |
01/01/2014 to 12/31/2014 |
01/01/2013 to 12/31/2013 |
01/01/2012 to 12/31/2012 | ||
4.01 |
Net income of the year |
949,177 |
937,419 |
1,176,252 |
4.02 |
Other Comprehensive Income |
(225,720) |
460,226 |
(572,225) |
4.02.01 |
Equity on comprehensive income of the year of subsidiaries |
(225,720) |
460,226 |
(572,225) |
4.03 |
Comprehensive income of the year |
723,457 |
1,397,645 |
604,027 |
6
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent Company Standard Financial Statements
(in thousands of Brazilian reais – R$) |
|
|
| |
Code |
Description |
Current year |
Previous Year |
Previous Year |
6.01 |
Net cash from operating activities |
1,185,901 |
741,536 |
1,151,182 |
6.01.01 |
Cash generated (used) from operations |
91,513 |
33,695 |
(20,117) |
6.01.01.01 |
Net income, including income tax and social contribution |
959,607 |
974,942 |
1,231,197 |
6.01.01.02 |
Depreciation and amortization |
173 |
76 |
65 |
6.01.01.03 |
Reserve for contingencies |
640 |
267 |
7 |
6.01.01.04 |
Interest and monetary and exchange restatement |
142,278 |
81,189 |
30,028 |
6.01.01.06 |
Equity in subsidiaries |
(1,011,185) |
(1,022,779) |
(1,281,414) |
6.01.02 |
Variation on assets and liabilities |
1,094,388 |
707,841 |
1,171,299 |
6.01.02.01 |
Dividend and interest on shareholders’ equity received |
1,248,982 |
792,146 |
1,199,996 |
6.01.02.02 |
Recoverable taxes |
1,564 |
21,797 |
47,539 |
6.01.02.03 |
Escrow deposits |
(444) |
12,935 |
(28) |
6.01.02.05 |
Other operating assets |
(411) |
(1,196) |
4,747 |
6.01.02.06 |
Suppliers |
(336) |
(156) |
(336) |
6.01.02.07 |
Income tax and social contribution paid |
(21,463) |
(27,551) |
(39,976) |
6.01.02.08 |
Other taxes and social contributions |
(389) |
(147) |
699 |
6.01.02.09 |
Interest on debts (paid) |
(138,599) |
(76,561) |
(45,080) |
6.01.02.10 |
Other operating liabilities |
5,693 |
(435) |
3,738 |
6.01.02.11 |
Reserve for tax, civil and labor risks paid |
(209) |
(12,991) |
- |
6.02 |
Net cash in investing activities |
(389,988) |
(64,830) |
(15,202) |
6.02.02 |
Acquisition of property, plant and equipment |
- |
(345) |
(508) |
6.02.03 |
Financial investments |
- |
4,710 |
49,263 |
6.02.04 |
Intangible assets Additions |
(13) |
- |
- |
6.02.06 |
Advance for future capital increase |
(27,153) |
(59,342) |
(55) |
6.02.07 |
Intercompany loans with subsidiaries and associated companies |
(2,822) |
(8,290) |
2,799 |
6.02.08 |
Capital increase in investments |
(360,000) |
(1,563) |
(66,701) |
6.03 |
Net cash in financing activities |
(986,810) |
172,131 |
(1,543,334) |
6.03.01 |
Payments of Loans, financing and debentures , net of derivatives |
- |
(299,535) |
(149,827) |
6.03.02 |
Payments of dividend and interest on shareholders’ equity |
(986,810) |
(815,514) |
(1,393,507) |
6.03.04 |
Loans, financing and debentures obtained |
- |
1,287,180 |
- |
6.05 |
Increase (decrease) in cash and cash equivalents |
(190,897) |
848,837 |
(407,354) |
6.05.01 |
Cash and cash equivalents at beginning of period |
990,672 |
141,835 |
549,189 |
6.05.02 |
Cash and cash equivalents at end of period |
799,775 |
990,672 |
141,835 |
7
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent company Standard Financial Statements
(in thousands of Brazilian reais – R$) |
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
Code |
Description |
Capital |
Capital
Reserves, |
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders’ Equity Total |
5.01 |
Opening balance |
4,793,424 |
287,630 |
1,545,177 |
- |
397,668 |
7,023,899 |
5.03 |
Adjusted balance |
4,793,424 |
287,630 |
1,545,177 |
- |
397,668 |
7,023,899 |
5.04 |
Capital transactions within shareholders |
- |
180,452 |
(567,802) |
(416,472) |
- |
(803,822) |
5.04.08 |
Dividend approved |
- |
- |
(567,802) |
- |
- |
(567,802) |
5.04.09 |
Prescribed dividend |
- |
- |
- |
5,723 |
- |
5,723 |
5.04.10 |
Interim Dividend |
- |
- |
- |
(422,195) |
- |
(422,195) |
5.04.11 |
Capital increase in subsidiaries with no change in control |
- |
362 |
- |
- |
- |
362 |
5.04.12 |
Gain / loss on interest without change in control |
- |
(207) |
- |
- |
- |
(207) |
5.04.13 |
Business combination CPFL Renovaveis / DESA |
- |
180,297 |
- |
- |
- |
180,297 |
5.05 |
Total comprehensive income |
- |
- |
- |
949,177 |
(225,720) |
723,457 |
5.05.01 |
Net income / loss for the year |
- |
- |
- |
949,177 |
- |
949,177 |
5.05.02 |
Other comprehensive income |
- |
- |
- |
- |
(225,720) |
(225,720) |
5.05.02.03 |
Equity on comprehensive income of subsidiaries |
- |
- |
- |
- |
(225,720) |
(225,720) |
5.06 |
Internal changes in Shareholders' equity |
- |
- |
558,760 |
(532,705) |
(26,055) |
- |
5.06.01 |
Legal reserve |
- |
- |
47,459 |
(47,459) |
- |
- |
5.06.04 |
Statutory reserve in the year |
- |
- |
620,288 |
(620,288) |
- |
- |
5.06.05 |
Equity on comprehensive income of subsidiaries |
- |
- |
- |
26,055 |
(26,055) |
- |
5.06.08 |
Realization / reversal of retained earnings reserve |
- |
- |
(108,987) |
108,987 |
- |
- |
5.07 |
Ending Balances |
4,793,424 |
468,082 |
1,536,135 |
- |
145,893 |
6,943,534 |
8
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent Company Standard Financial Statements
(in thousands of Brazilian reais – R$) |
|
|
| ||||
|
|
|
|
|
|
|
|
Code |
Description |
Capital |
Capital Reserves, options and treasury shares |
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders’ Equity Total |
5.01 |
Opening Balances |
4,793,424 |
228,322 |
1,339,286 |
56,293 |
(36,596) |
6,380,729 |
5.03 |
Adjusted balance |
4,793,424 |
228,322 |
1,339,286 |
56,293 |
(36,596) |
6,380,729 |
5.04 |
Capital transactions with partners |
- |
59,308 |
111,896 |
(925,679) |
- |
(754,475) |
5.04.06 |
Dividends |
- |
- |
567,802 |
(567,802) |
- |
- |
5.04.08 |
Dividend prescribed |
- |
- |
- |
5,172 |
- |
5,172 |
5.04.09 |
Interim dividend |
- |
- |
- |
(363,049) |
- |
(363,049) |
5.04.10 |
Dividend approved |
- |
- |
(455,906) |
- |
- |
(455,906) |
5.04.11 |
Inicial public offer CPFL Renováveis |
- |
59,308 |
- |
- |
- |
59,308 |
5.05 |
Total Comprehensive Income |
- |
- |
- |
937,419 |
460,226 |
1,397,645 |
5.05.01 |
Net income / loss for the year |
- |
- |
- |
937,419 |
- |
937,419 |
5.05.02 |
Other Comprehensive Income |
- |
- |
- |
- |
460,226 |
460,226 |
5.05.02.03 |
Equity on comprehensive income of subsidiaries |
- |
- |
- |
- |
460,226 |
460,226 |
5.06 |
Internal changes in Shareholders' equity |
- |
- |
93,995 |
(68,033) |
(25,962) |
- |
5.06.01 |
Legal reserve |
- |
- |
46,871 |
(46,871) |
- |
- |
5.06.04 |
Statutory reserve in the year |
- |
- |
(61,863) |
61,863 |
- |
- |
5.06.05 |
Equity on comprehensive income of subsidiaries |
- |
- |
- |
25,962 |
(25,962) |
- |
5.06.07 |
Retained profits reserve for investment |
- |
- |
108,987 |
(108,987) |
- |
- |
5.07 |
Ending Balances |
4,793,424 |
287,630 |
1,545,177 |
- |
397,668 |
7,023,899 |
9
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent company Standard Financial Statements
(in thousands of Brazilian reais – R$) |
|
|
| ||||
Code |
Description |
Capital |
Capital Reserves, options and treasury shares |
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders’ Equity Total |
5.01 |
Opening Balances |
4,793,424 |
229,956 |
1,253,655 |
333,083 |
563,005 |
7,173,123 |
5.03 |
Adjusted balance |
4,793,424 |
229,956 |
1,253,655 |
333,083 |
563,005 |
7,173,123 |
5.04 |
Capital transactions with Partners |
- |
(1,634) |
(302,564) |
(1,092,225) |
- |
(1,396,423) |
5.04.08 |
Prescribed dividend |
- |
- |
- |
3,921 |
- |
3,921 |
5.04.09 |
Dividend proposed |
- |
- |
455,906 |
(455,906) |
- |
- |
5.04.10 |
Interim dividend |
- |
- |
- |
(640,240) |
- |
(640,240) |
5.04.11 |
Dividend approved |
- |
- |
(758,470) |
- |
- |
(758,470) |
5.04.12 |
Business combination CPFL Renonváveis |
- |
(1,634) |
- |
- |
- |
(1,634) |
5.05 |
Total Comprehensive Income |
- |
- |
- |
1,176,252 |
(572,225) |
604,027 |
5.05.01 |
Net income for the period |
- |
- |
- |
1,176,252 |
- |
1,176,252 |
5.05.02 |
Other Comprehensive Income |
- |
- |
- |
- |
(572,225) |
(572,225) |
5.05.02.03 |
Equity on comprehensive income of subsidiaries |
- |
- |
- |
- |
(572,225) |
(572,225) |
5.06 |
Internal changes in Shareholders' equity |
- |
- |
388,195 |
(360,817) |
(27,378) |
- |
5.06.01 |
Legal reserve |
- |
- |
61,296 |
(61,296) |
- |
- |
5.06.04 |
Equity on comprehensive income of subsidiaries |
- |
- |
- |
27,378 |
(27,378) |
- |
5.06.05 |
Retained profits reserve for investment |
- |
- |
326,899 |
(326,899) |
- |
- |
5.07 |
Ending Balances |
4,793,424 |
228,322 |
1,339,286 |
56,293 |
(36,598) |
6,380,727 |
10
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent Company Standard Financial Statements
(in thousands of Brazilian reais – R$) |
|
| ||
|
|
|
|
|
Code |
Description |
Current Year
|
Previous Year
|
Previous
Year |
7.01 |
Revenues |
81 |
2,162 |
2,108 |
7.01.01 |
Sales of goods, products and services |
78 |
1,817 |
1,600 |
7.01.03 |
Revenues related to the construction of own assets |
3 |
345 |
508 |
7.02 |
Inputs |
(7,701) |
(8,881) |
(12,700) |
7.02.02 |
Material-Energy-Outsourced services-Other |
(5,081) |
(5,690) |
(7,326) |
7.02.04 |
Other |
(2,620) |
(3,191) |
(5,374) |
7.03 |
Gross added value |
(7,620) |
(6,719) |
(10,592) |
7.04 |
Retentions |
(173) |
(75) |
(65) |
7.04.01 |
Depreciation and amortization |
(173) |
(75) |
(65) |
7.05 |
Net added value generated |
(7,793) |
(6,794) |
(10,657) |
7.06 |
Added value received in transfer |
1,141,740 |
1,095,519 |
1,315,809 |
7.06.01 |
Equity in subsidiaries |
1,011,185 |
1,022,779 |
1,281,414 |
7.06.02 |
Financial income |
130,555 |
72,740 |
34,395 |
7.07 |
Added Value to be Distributed |
1,133,947 |
1,088,725 |
1,305,152 |
7.08 |
Distribution of Added Value |
1,133,947 |
1,088,725 |
1,305,152 |
7.08.01 |
Personnel |
15,507 |
11,362 |
14,713 |
7.08.01.01 |
Direct Remuneration |
8,455 |
8,209 |
6,218 |
7.08.01.02 |
Benefits |
6,257 |
2,248 |
8,005 |
7.08.01.03 |
Government severance indemnity fund for employees-F.G.T.S. |
795 |
905 |
490 |
7.08.02 |
Taxes, Fees and Contributions |
25,807 |
55,343 |
76,986 |
7.08.02.01 |
Federal |
25,782 |
55,322 |
76,982 |
7.08.02.02 |
State |
25 |
21 |
4 |
7.08.03 |
Remuneration on third parties’ capital |
143,456 |
84,601 |
37,202 |
7.08.03.01 |
Interest |
143,318 |
84,475 |
37,081 |
7.08.03.02 |
Rental |
138 |
126 |
121 |
7.08.04 |
Remuneration on own capital |
949,177 |
937,419 |
1,176,251 |
7.08.04.02 |
Dividends |
281,430 |
843,424 |
1,089,948 |
7.08.04.03 |
Retained profit / loss for the period |
667,747 |
93,995 |
86,303 |
11
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
(in thousands of Brazilian reais – R$) |
|
|
| |
|
|
|
|
|
Code |
Description |
Current Year 12/31/2014 |
Previous Year 12/31/2013 |
Previous Year 12/31/2012 |
1 |
Total assets |
35,098,816 |
31,042,796 |
28,924,279 |
1.01 |
Current assets |
9,214,704 |
7,264,323 |
5,544,938 |
1.01.01 |
Cash and cash equivalents |
4,357,455 |
4,206,422 |
2,435,034 |
1.01.02 |
Financial Investments |
5,323 |
24,806 |
6,100 |
1.01.02.02 |
Financial Investments at amortized cost |
5,323 |
24,806 |
6,100 |
1.01.02.02.01 |
Held to maturity |
5,323 |
24,806 |
6,100 |
1.01.03 |
Accounts receivable |
2,251,124 |
2,007,789 |
2,205,024 |
1.01.03.01 |
Consumers |
2,251,124 |
2,007,789 |
2,205,024 |
1.01.04 |
Materials and suppliers |
18,506 |
21,625 |
36,826 |
1.01.06 |
Recoverable taxes |
329,638 |
262,433 |
250,987 |
1.01.06.01 |
Current Recoverable taxes |
329,638 |
262,433 |
250,987 |
1.01.08 |
Other current assets |
2,252,658 |
741,248 |
610,967 |
1.01.08.03 |
Other |
2,252,658 |
741,248 |
610,967 |
1.01.08.03.01 |
Other credits |
1,011,495 |
673,383 |
510,880 |
1.01.08.03.02 |
Derivatives |
23,260 |
1,842 |
870 |
1.01.08.03.03 |
Leases |
12,395 |
10,758 |
9,740 |
1.01.08.03.04 |
Dividends and interest on shareholders’ equity |
54,483 |
55,265 |
55,033 |
1.01.08.03.05 |
Financial asset of concession |
540,094 |
- |
34,444 |
1.01.08.03.06 |
Sector financial asset |
610,931 |
- |
- |
1.02 |
Noncurrent assets |
25,884,112 |
23,778,473 |
23,379,341 |
1.02.01 |
Noncurrent assets |
6,751,305 |
6,280,045 |
6,072,843 |
1.02.01.03 |
Accounts receivable |
123,405 |
153,854 |
161,658 |
1.02.01.03.01 |
Consumers |
123,405 |
153,854 |
161,658 |
1.02.01.06 |
Deferred taxes |
938,496 |
1,168,706 |
1,257,787 |
1.02.01.06.02 |
Deferred taxes credits |
938,496 |
1,168,706 |
1,257,787 |
1.02.01.08 |
Related parties |
100,666 |
86,655 |
- |
1.02.01.08.03 |
Credits with related parties |
100,666 |
86,655 |
- |
1.02.01.09 |
Other noncurrent assets |
5,588,738 |
4,870,830 |
4,653,398 |
1.02.01.09.03 |
Derivatives |
584,917 |
316,648 |
486,438 |
1.02.01.09.04 |
Escrow deposits |
1,162,477 |
1,143,179 |
1,125,339 |
1.02.01.09.05 |
Recoverable taxes |
144,383 |
173,362 |
206,653 |
1.02.01.09.06 |
Leases |
35,169 |
37,817 |
31,703 |
1.02.01.09.07 |
Financial asset of concession |
2,834,522 |
2,787,073 |
2,342,796 |
1.02.01.09.09 |
Investments at cost |
116,654 |
116,654 |
116,654 |
1.02.01.09.10 |
Other credits |
388,828 |
296,097 |
343,815 |
1.02.01.09.11 |
Sector financial asset |
321,788 |
- |
- |
1.02.02 |
Investments |
1,098,769 |
1,032,681 |
1,022,126 |
1.02.02.01 |
Permanent equity interests |
1,098,769 |
1,032,681 |
1,022,126 |
1.02.02.01.04 |
Other permanent equity interests |
1,098,769 |
1,032,681 |
1,022,126 |
1.02.03 |
Property, plant and equipment |
8,878,064 |
7,717,419 |
7,104,060 |
1.02.03.01 |
Fixed assets - in service |
8,489,976 |
6,748,593 |
6,469,688 |
1.02.03.03 |
Fixed assets - in progress |
388,088 |
968,826 |
634,372 |
1.02.04 |
Intangible assets |
9,155,974 |
8,748,328 |
9,180,312 |
1.02.04.01 |
Intangible assets |
9,155,974 |
8,748,328 |
9,180,312 |
12
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated Standard Financial Statements
(in thousands of Brazilian reais – R$) |
|
|
| |
|
|
|
|
|
Code |
Description |
Current Year 12/31/2014 |
Previous Year 12/31/2013 |
Previous Year 12/31/2012 |
2 |
Total liabilities |
35,098,816 |
31,042,796 |
28,924,279 |
2.01 |
Current liabilities |
7,417,104 |
4,905,531 |
4,969,447 |
2.01.01 |
Social and Labor Obligations |
70,251 |
67,633 |
71,725 |
2.01.01.02 |
Labor Obligations |
70,251 |
67,633 |
71,725 |
2.01.01.02.01 |
Estimated Labor Obligation |
70,251 |
67,633 |
71,725 |
2.01.02 |
Suppliers |
2,374,147 |
1,884,693 |
1,689,137 |
2.01.02.01 |
National Suppliers |
2,374,147 |
1,884,693 |
1,689,137 |
2.01.03 |
Tax Obligations |
436,267 |
318,063 |
430,472 |
2.01.03.01 |
Federal Tax Obligations |
166,527 |
196,884 |
255,154 |
2.01.03.01.01 |
Income tax and Social Contribution |
57,547 |
92,431 |
135,700 |
2.01.03.01.02 |
PIS (Tax on Revenue) |
15,096 |
14,256 |
13,438 |
2.01.03.01.03 |
COFINS (Tax on Revenue) |
69,701 |
64,778 |
75,992 |
2.01.03.01.04 |
Others Federal |
24,183 |
25,419 |
30,024 |
2.01.03.02 |
State Tax Obligations |
266,493 |
117,905 |
171,066 |
2.01.03.02.01 |
ICMS (Tax on Revenue) |
266,489 |
117,895 |
171,066 |
2.01.03.02.02 |
Others State |
4 |
10 |
- |
2.01.03.03 |
Municipal Tax Obligations |
3,247 |
3,274 |
4,252 |
2.01.03.03.01 |
Others Municipal |
3,247 |
3,274 |
4,252 |
2.01.04 |
Loans and financing |
3,526,208 |
1,837,462 |
1,962,301 |
2.01.04.01 |
Loans and financing |
1,191,025 |
1,640,456 |
1,557,327 |
2.01.04.01.01 |
Brazilian currency |
1,047,191 |
1,582,742 |
1,532,245 |
2.01.04.01.02 |
Foreign Currency |
143,834 |
57,714 |
25,082 |
2.01.04.02 |
Debentures |
2,335,183 |
197,006 |
404,974 |
2.01.04.02.01 |
Debentures |
2,042,075 |
34,872 |
310,149 |
2.01.04.02.02 |
Interest on debentures |
293,108 |
162,134 |
94,825 |
2.01.05 |
Other liabilities |
1,010,231 |
797,680 |
815,812 |
2.01.05.02 |
Others |
1,010,231 |
797,680 |
815,812 |
2.01.05.02.01 |
Dividends and interest on shareholders´ equity |
19,086 |
21,224 |
26,542 |
2.01.05.02.04 |
Derivatives |
38 |
- |
109 |
2.01.05.02.05 |
Post-employment benefit obligation |
85,374 |
76,810 |
51,675 |
2.01.05.02.06 |
Regulatory charges |
43,795 |
32,379 |
110,776 |
2.01.05.02.07 |
Public utility |
4,000 |
3,738 |
3,443 |
2.01.05.02.08 |
Other payable |
835,940 |
663,529 |
623,267 |
2.01.05.02.09 |
Sector financial liability |
21,998 |
- |
- |
2.02 |
Noncurrent liabilities |
18,297,200 |
17,338,547 |
16,063,703 |
2.02.01 |
Loans and financing |
15,623,751 |
15,183,936 |
13,510,730 |
2.02.01.01 |
Loans and financing |
9,487,351 |
7,589,540 |
7,720,467 |
2.02.01.01.01 |
Brazilian currency |
6,192,973 |
5,638,800 |
5,310,259 |
2.02.01.01.02 |
Foreign Currency |
3,294,378 |
1,950,740 |
2,410,208 |
2.02.01.02 |
Debentures |
6,136,400 |
7,594,396 |
5,790,263 |
2.02.01.02.01 |
Debentures |
6,136,400 |
7,562,219 |
5,790,263 |
2.02.01.02.02 |
Interest on debentures |
- |
32,177 |
- |
2.02.02 |
Other payable |
797,093 |
569,469 |
1,048,146 |
2.02.02.02 |
Other |
797,093 |
569,469 |
1,048,146 |
2.02.02.02.03 |
Derivatives |
13,317 |
2,950 |
336 |
2.02.02.02.04 |
Post-employment benefit obligation |
518,386 |
350,640 |
831,184 |
2.02.02.02.05 |
Taxes and Contributions |
- |
32,555 |
- |
2.02.02.02.06 |
Public utility |
80,992 |
79,438 |
76,371 |
2.02.02.02.07 |
Other payable |
183,766 |
103,886 |
135,788 |
2.02.02.02.08 |
Suppliers |
632 |
- |
4,467 |
2.02.03 |
Deferred taxes |
1,385,498 |
1,117,146 |
1,155,733 |
2.02.03.01 |
Deferred Income tax and Social Contribution |
1,385,498 |
1,117,146 |
1,155,733 |
2.02.04 |
Provisions |
490,858 |
467,996 |
349,094 |
2.02.04.01 |
Civil, Labor, Social and Tax Provisions |
490,858 |
467,996 |
349,094 |
2.02.04.01.01 |
Tax Provisions |
157,413 |
174,568 |
226,855 |
2.02.04.01.02 |
Labor and pension provisions |
124,261 |
119,707 |
68,205 |
2.02.04.01.04 |
Civil provisions |
172,564 |
149,735 |
26,972 |
2.02.04.01.05 |
Others |
36,620 |
23,986 |
27,062 |
2.03 |
Shareholders´ equity - consolidated |
9,384,512 |
8,798,718 |
7,891,129 |
2.03.01 |
Capital |
4,793,424 |
4,793,424 |
4,793,424 |
2.03.02 |
Capital reserves |
468,082 |
287,630 |
228,322 |
2.03.04 |
Profit reserves |
1,536,136 |
1,545,177 |
1,339,286 |
2.03.04.01 |
Legal reserves |
650,811 |
603,352 |
556,481 |
2.03.04.02 |
Statutory reserve |
885,325 |
265,037 |
- |
2.03.04.08 |
Additional Proposed dividend |
- |
567,801 |
455,906 |
2.03.04.10 |
Reserve of retained earnings for investment |
- |
108,987 |
326,899 |
2.03.05 |
Retained earnings |
- |
- |
56,293 |
2.03.08 |
Other comprehensive income |
145,892 |
397,668 |
(36,597) |
2.03.09 |
Shareholders Non-controlling interest |
2,440,978 |
1,774,819 |
1,510,401 |
13
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated Standard Financial Statements
(in thousands of Brazilian reais – R$) |
||||
Code |
Description |
Current Year
|
Previous
Year |
Previous
Year |
3.01 |
Net operating revenues |
17,305,942 |
14,633,856 |
14,890,875 |
3.02 |
Cost of electric energy services |
(13,261,541) |
(10,673,721) |
(10,986,376) |
3.02.01 |
Cost of electric energy |
(10,643,130) |
(8,196,687) |
(8,252,995) |
3.02.02 |
Operating cost |
(1,672,359) |
(1,467,516) |
(1,377,706) |
3.02.03 |
Services rendered to third parties |
(946,052) |
(1,009,518) |
(1,355,675) |
3.03 |
Gross Operating income |
4,044,401 |
3,960,135 |
3,904,499 |
3.04 |
Gross Operating income (expense) |
(1,444,643) |
(1,469,492) |
(1,448,728) |
3.04.01 |
Sales expenses |
(402,699) |
(376,597) |
(468,146) |
3.04.02 |
General and administrative |
(773,631) |
(928,614) |
(724,364) |
3.04.05 |
Others |
(327,997) |
(285,149) |
(376,898) |
3.04.06 |
Equity income |
59,684 |
120,868 |
120,680 |
3.05 |
Income before financial income and taxes |
2,599,758 |
2,490,643 |
2,455,771 |
3.06 |
Financial income / expense |
(1,089,454) |
(971,443) |
(577,773) |
3.06.01 |
Financial income |
890,436 |
699,208 |
706,963 |
3.06.02 |
Financial expense |
(1,979,890) |
(1,670,651) |
(1,284,736) |
3.07 |
Income before taxes |
1,510,304 |
1,519,200 |
1,877,998 |
3.08 |
Income tax and social contribution |
(623,861) |
(570,164) |
(670,936) |
3.08.01 |
Current |
(466,021) |
(521,981) |
(839,127) |
3.08.02 |
Deferred |
(157,840) |
(48,183) |
168,191 |
3.09 |
Net income from continuing operations |
886,443 |
949,036 |
1,207,062 |
3.11 |
Net income |
886,443 |
949,036 |
1,207,062 |
3.11.01 |
Net income attributable to controlling shareholders |
949,177 |
937,419 |
1,176,252 |
3.11.02 |
Net income attributable to noncontrolling shareholders |
(62,734) |
11,617 |
30,810 |
14
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated Standard Financial Statements
(in thousands of Brazilian reais – R$) |
| |||
Code |
Description |
Current Year
|
Previous Year
|
Previous
Year |
4.01 |
Consolidated net income |
886,443 |
949,036 |
1,207,062 |
4.02 |
Other comprehensive income |
(225,719) |
460,226 |
(572,225) |
4.02.03 |
Actuarial gain |
(225,719) |
460,226 |
(572,225) |
4.03 |
Consolidated comprehensive income |
660,724 |
1,409,262 |
634,837 |
4.03.01 |
Comprehensive income attributtable to controlling shareholders |
723,457 |
1,397,645 |
604,027 |
4.03.02 |
Comprehensive income attributable to non controlling shareholders |
(62,733) |
11,617 |
30,810 |
15
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated Standard Financial Statements
(in thousands of Brazilian reais – R$) |
||||
Code |
Description |
YTD Current
Year |
YTD previous
year |
YTD previous
year |
6.01 |
Net cash from operating activities |
1,592,573 |
2,517,546 |
1,989,302 |
6.01.01 |
Cash generated from operations |
4,462,978 |
4,226,977 |
3,945,148 |
6.01.01.01 |
Net income, including income tax and social contribution |
1,510,304 |
1,519,200 |
1,877,998 |
6.01.01.02 |
Depreciation and amortization |
1,159,964 |
1,055,230 |
978,926 |
6.01.01.03 |
Reserve for tax, civil, labor and environmental risks |
191,228 |
316,787 |
94,926 |
6.01.01.04 |
Interest and monetary and exchange restatement |
1,486,061 |
1,294,281 |
904,340 |
6.01.01.05 |
Losses on pension plan |
48,165 |
61,665 |
33,332 |
6.01.01.06 |
Losses on disposal of noncurrent assets |
20,726 |
7,248 |
54,579 |
6.01.01.07 |
Deferred taxes - PIS and COFINS |
24,946 |
28,328 |
(64,005) |
6.01.01.08 |
Other |
(2,431) |
(5,218) |
21,921 |
6.01.01.09 |
Allowance for doubtful accounts |
83,699 |
70,324 |
163,811 |
6.01.01.10 |
Equity income |
(59,684) |
(120,868) |
(120,680) |
6.01.02 |
Variation on assets and liabilities |
(2,870,405) |
(1,709,431) |
(1,955,846) |
6.01.02.01 |
Consumers, Concessionaires and Licensees |
(265,103) |
129,731 |
(435,899) |
6.01.02.02 |
Recoverable Taxes |
(134) |
42,176 |
51,772 |
6.01.02.03 |
Leases |
1,009 |
1,648 |
(3,969) |
6.01.02.04 |
Escrow deposits |
65,732 |
101,310 |
8,505 |
6.01.02.05 |
Sector financial asset |
(932,719) |
- |
- |
6.01.02.06 |
Receivables - Resources provided by the Energy Development Account - CDE / CCEE |
(352,379) |
(145,571) |
(24,972) |
6.01.02.07 |
Other operating assets |
(41,665) |
(30,725) |
(41,289) |
6.01.02.08 |
Suppliers |
470,982 |
191,089 |
388,975 |
6.01.02.09 |
Taxes and social contributions paid |
(552,070) |
(559,879) |
(768,578) |
6.01.02.10 |
Other taxes and social contributions |
193,357 |
(130,405) |
(149,121) |
6.01.02.11 |
Employee Pension Plans |
(118,897) |
(85,546) |
(79,450) |
6.01.02.12 |
Interest paid on debt |
(1,333,570) |
(1,093,465) |
(866,025) |
6.01.02.13 |
Regulator charges |
11,415 |
(78,397) |
(27,600) |
6.01.02.14 |
Other operating liabilities |
83,458 |
10,820 |
(23,841) |
6.01.02.15 |
Tax, civil and labor risks paid |
(188,000) |
(184,070) |
(64,084) |
6.01.02.16 |
Dividend and interest on equity received |
40,374 |
112,607 |
79,730 |
6.01.02.17 |
Sector financial liability |
21,998 |
- |
- |
6.01.02.18 |
Payable - Resources provided by the CDE |
25,807 |
9,246 |
- |
6.02 |
Net cash in investing activities |
(933,007) |
(1,694,539) |
(3,360,570) |
6.02.02 |
Acquisition of property, plant and equipment |
(345,049) |
(882,588) |
(1,027,109) |
6.02.03 |
Marketable Securities, Deposits and Escrow Deposits |
(7,839) |
41,392 |
(13,943) |
6.02.05 |
Acquisition of intangible assets |
(716,818) |
(852,248) |
(1,432,902) |
6.02.07 |
Sale of noncurrent assets |
43,024 |
80,945 |
- |
6.02.08 |
Acquisition of subsidiaries net of cash acquired |
- |
- |
(706,186) |
6.02.10 |
Other |
- |
(584) |
(7,954) |
6.02.11 |
Payment of payables of business combination |
- |
- |
(172,476) |
6.02.12 |
Intercompany loans with subsidiaries and associated companies |
949 |
(81,456) |
- |
6.02.13 |
Capital increase in existing investments |
(45,445) |
- |
- |
6.02.14 |
Business combination, net of acquired cash |
70,829 |
- |
- |
6.02.15 |
Return by the supplier of advances |
67,342 |
- |
- |
6.03 |
Net cash in financing activities |
(508,533) |
948,381 |
1,142,878 |
6.03.01 |
Loans, financing and debentures obtained |
3,186,384 |
5,958,322 |
4,286,812 |
6.03.02 |
Payments of Loans, financing , debentures and derivatives |
(2,679,399) |
(4,499,451) |
(1,737,088) |
6.03.03 |
Dividend and interest on shareholders’ equity paid |
(1,016,641) |
(838,990) |
(1,406,846) |
6.03.07 |
Subsidiary IPO |
- |
328,500 |
- |
6.03.08 |
Capital increase by noncontrolling shareholders |
1,123 |
- |
- |
6.05 |
Increase (decrease) in cash and cash equivalents |
151,033 |
1,771,388 |
(228,390) |
6.05.01 |
Cash and cash equivalents at beginning of period |
4,206,422 |
2,435,034 |
2,663,425 |
6.05.02 |
Cash and cash equivalents at end of period |
4,357,455 |
4,206,422 |
2,435,035 |
16
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated Standard Financial Statements
(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 |
Noncontrolling Shareholders’ Equity |
Consolidated Shareholders’ Equity |
5.01 |
Opening balance |
4,793,424 |
287,630 |
1,545,177 |
- |
397,668 |
7,023,899 |
1,774,818 |
8,798,717 |
5.03 |
Adjusted opening balance |
4,793,424 |
287,630 |
1,545,177 |
- |
397,668 |
7,023,899 |
1,774,818 |
8,798,717 |
5.04 |
Capital transactions within shareholders |
- |
180,452 |
(567,802) |
(416,472) |
- |
(803,822) |
728,926 |
(74,895) |
5.04.08 |
Prescribed dividends |
- |
- |
- |
5,723 |
- |
5,723 |
- |
5,723 |
5.04.09 |
Interim Dividends |
- |
- |
- |
(422,195) |
- |
(422,195) |
(2,382) |
(424,577) |
5.04.10 |
Dividend approved |
- |
- |
(567,802) |
- |
- |
(567,802) |
(27,156) |
(594,958) |
5.04.11 |
Redemption of capital reserve of non-controlling shareholders |
- |
- |
- |
- |
- |
- |
(2,189) |
(2,189) |
5.04.13 |
Capital increase in subsidiaries with no change in control |
- |
362 |
- |
- |
- |
362 |
760 |
1,123 |
5.04.14 |
Gain (loss) in participation with no change in control |
- |
(207) |
- |
- |
- |
(207) |
207 |
- |
5.04.15 |
Business combination CPFL Renováveis / DESA |
- |
180,297 |
- |
- |
- |
180,297 |
653,366 |
833,663 |
5.04.16 |
Business combination CPFL Renováveis / DESA - - effect of non-controlling of subsidiary |
- |
- |
- |
- |
- |
- |
106,320 |
106,320 |
5.05 |
Net income for the period |
- |
- |
- |
949,177 |
(225,720) |
723,457 |
(62,733) |
660,723 |
5.05.01 |
Other Comprehensive Income |
- |
- |
- |
949,177 |
- |
949,177 |
(62,733) |
886,443 |
5.05.02 |
Other comprehensive income: Actuarial Losses |
- |
- |
- |
- |
(225,720) |
(225,720) |
- |
(225,720) |
5.05.02.06 |
Internal changes of shareholders equity |
- |
- |
- |
- |
(225,720) |
(225,720) |
- |
(225,720) |
5.06 |
Internal changes of shareholders equity |
- |
- |
558,760 |
(532,705) |
(26,055) |
- |
(33) |
(33) |
5.06.01 |
Legal reserve |
- |
- |
47,459 |
(47,459) |
- |
- |
- |
- |
5.06.05 |
Statutory reserve for the period |
- |
- |
620,288 |
(620,288) |
- |
- |
- |
- |
5.06.06 |
Realization of deemed cost of fixed assets |
- |
- |
- |
39,478 |
(39,478) |
- |
- |
- |
5.06.07 |
Tax on deemed cost realization |
- |
- |
- |
(13,423) |
13,423 |
- |
- |
- |
5.06.08 |
Realization/reversal of earnings retained investment |
- |
- |
(108,987) |
108,987 |
- |
- |
- |
- |
5.06.09 |
Other movements non-controlling shareholders |
- |
- |
- |
- |
- |
- |
(33) |
(33) |
5.07 |
Ending balance |
4,793,424 |
468,082 |
1,536,135 |
- |
145,893 |
6,943,534 |
2,440,978 |
9,384,512 |
17
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated Standard Financial Statements
(in thousands of Brazilian reais – R$) | |||||||||
Code |
Description |
Capital |
Capital
|
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders´ equity |
Noncontrolling Shareholders’ Equity |
Consolidated Shareholders’ Equity |
5.01 |
Opening balance |
4,793,424 |
228,322 |
1,339,286 |
56,293 |
(36,598) |
6,380,727 |
1,510,401 |
7,891,128 |
5.03 |
Adjusted opening balance |
4,793,424 |
228,322 |
1,339,286 |
56,293 |
(36,598) |
6,380,727 |
1,510,401 |
7,891,128 |
5.04 |
Capital transactions within shareholders |
- |
59,308 |
111,896 |
(925,679) |
- |
(754,475) |
252,868 |
(501,607) |
5.04.06 |
Dividend |
- |
- |
567,802 |
(567,802) |
- |
- |
- |
- |
5.04.08 |
Prescribed dividend |
- |
- |
- |
5,172 |
- |
5,172 |
- |
5,172 |
5.04.09 |
Interim Dividend |
- |
- |
- |
(363,049) |
- |
(363,049) |
(2,301) |
(365,350) |
5.04.10 |
Dividend approved |
- |
- |
(455,906) |
- |
- |
(455,906) |
(17,589) |
(473,495) |
5.04.11 |
IPO CPFL Renováveis |
- |
59,308 |
- |
- |
- |
59,308 |
269,192 |
328,500 |
5.04.12 |
Capital increase noncontrolling shareholders in subsidiaries |
- |
- |
- |
- |
- |
- |
3,566 |
3,566 |
5.05 |
Total comprehensive income |
- |
- |
- |
937,419 |
460,226 |
1,397,645 |
11,617 |
1,409,262 |
5.05.01 |
Net income |
- |
- |
- |
937,419 |
- |
937,419 |
11,617 |
949,036 |
5.05.02 |
Other Comprehensive Income |
- |
- |
- |
- |
460,226 |
460,226 |
- |
460,226 |
5.05.02.06 |
Other Comprehensive Income: actuarial gain |
- |
- |
- |
- |
460,226 |
460,226 |
- |
460,226 |
5.06 |
Internal changes of shareholders equity |
- |
- |
93,995 |
(68,033) |
(25,962) |
- |
(65) |
(65) |
5.06.01 |
Legal reserve |
- |
- |
46,871 |
(46,871) |
- |
- |
- |
- |
5.06.04 |
Statutory reserve in the period |
- |
- |
(61,863) |
61,863 |
- |
- |
- |
- |
5.06.06 |
Realization of deemed cost of fixed assets, net of tax |
- |
- |
- |
25,962 |
(25,962) |
- |
- |
- |
5.06.07 |
Other transactions within noncontrolling shareholders |
- |
- |
- |
- |
- |
- |
(65) |
(65) |
5.06.08 |
Earnings retained for investment |
- |
- |
108,987 |
(108,987) |
- |
- |
- |
- |
5.07 |
Ending balance |
4,793,424 |
287,630 |
1,545,177 |
- |
397,666 |
7,023,897 |
1,774,821 |
8,798,718 |
18
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated Standard Financial Statements
(in thousands of Brazilian reais – R$) | |||||||||
Code |
Description |
Capital |
Capital
|
Profit Reserves |
Retained earnings |
Other comprehensive income |
Shareholders´ equity |
Noncontrolling Shareholders’ Equity |
Consolidated Shareholders’ Equity |
5.01 |
Opening balance |
4,793,424 |
229,956 |
1,253,655 |
333,083 |
563,005 |
7,173,123 |
1,485,352 |
8,658,475 |
5.03 |
Adjusted opening balance |
4,793,424 |
229,956 |
1,253,655 |
333,083 |
563,005 |
7,173,123 |
1,485,352 |
8,658,475 |
5.04 |
Capital transactions within shareholders |
- |
(1,634) |
(302,564) |
(1,092,225) |
- |
(1,396,423) |
(5,427) |
(1,401,850) |
5.04.08 |
Prescribed dividend |
- |
- |
- |
3,921 |
- |
3,921 |
- |
3,921 |
5.04.09 |
Dividend proposed |
- |
- |
455,906 |
(455,906) |
- |
- |
(5,875) |
(5,875) |
5.04.10 |
Interim Dividend |
- |
- |
- |
(640,240) |
- |
(640,240) |
- |
(640,240) |
5.04.11 |
Dividend approved |
- |
- |
(758,470) |
- |
- |
(758,470) |
(8,201) |
(766,671) |
5.04.12 |
Capital increase noncontrolling shareholders |
- |
- |
- |
- |
- |
- |
3,563 |
3,563 |
5.04.13 |
Business combinations CPFL Renováveis |
- |
(1,634) |
- |
- |
- |
(1,634) |
5,086 |
3,452 |
5.05 |
Total comprehensive income |
- |
- |
- |
1,176,252 |
(572,225) |
604,027 |
30,810 |
634,837 |
5.05.01 |
Net income |
- |
- |
- |
1,176,252 |
- |
1,176,252 |
30,810 |
1,207,062 |
5.05.02 |
Other Comprehensive Income |
- |
- |
- |
- |
(572,225) |
(572,225) |
- |
(572,225) |
5.05.02.06 |
Other Comprehensive Income: acturial loss |
- |
- |
- |
- |
(572,225) |
(572,225) |
- |
(572,225) |
5.06 |
Internal changes of shareholders equity |
- |
- |
388,195 |
(360,817) |
(27,378) |
- |
(334) |
(334) |
5.06.01 |
Legal reserve |
- |
- |
61,296 |
(61,296) |
- |
- |
- |
- |
5.06.04 |
Other changes of noncontrolling shareholders |
- |
- |
- |
- |
- |
- |
(334) |
(334) |
5.06.05 |
Reserve of retained earnings for investment |
- |
- |
326,899 |
(326,899) |
- |
- |
- |
- |
5.06.06 |
Realization of deemed cost of fixed assets, net of tax |
- |
- |
- |
27,378 |
(27,378) |
- |
- |
- |
5.07 |
Ending balance |
4,793,424 |
228,322 |
1,339,286 |
56,293 |
(36,598) |
6,380,727 |
1,510,401 |
7,891,128 |
19
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated Standard Financial Statements
(in thousands of Brazilian reais – R$) |
|
| ||
|
|
|
|
|
Code |
Description |
Current
Year |
Previous
Year |
Previous
Year |
7.01 |
Revenues |
23,057,172 |
20,202,380 |
22,177,037 |
7.01.01 |
Sales of goods, products and services |
21,851,381 |
18,334,968 |
19,897,228 |
7.01.02 |
Other revenue |
944,997 |
1,004,399 |
1,351,550 |
7.01.02.01 |
Revenue from construction of infrastructure distribution |
944,997 |
1,004,399 |
1,351,550 |
7.01.03 |
Revenues related to the construction of own assets |
344,492 |
933,337 |
1,092,070 |
7.01.04 |
Allowance for doubtful accounts |
(83,698) |
(70,324) |
(163,811) |
7.02 |
Inputs |
(14,092,481) |
(12,112,642) |
(12,656,301) |
7.02.01 |
Cost of sales |
(11,780,445) |
(9,125,580) |
(9,168,816) |
7.02.02 |
Material-Energy-Outsourced services-Other |
(1,866,059) |
(2,382,950) |
(1,934,351) |
7.02.04 |
Other |
(445,977) |
(604,112) |
(1,553,134) |
7.03 |
Gross added value |
8,964,691 |
8,089,738 |
9,520,736 |
7.04 |
Retentions |
(1,160,714) |
(1,057,264) |
(979,206) |
7.04.01 |
Depreciation and amortization |
(875,696) |
(760,287) |
(694,492) |
7.04.02 |
Other |
(285,018) |
(296,977) |
(284,714) |
7.04.02.01 |
Intangible concession asset - amortization |
(285,018) |
(296,977) |
(284,714) |
7.05 |
Net added value generated |
7,803,977 |
7,032,474 |
8,541,530 |
7.06 |
Added value received in transfer |
962,928 |
843,978 |
846,842 |
7.06.01 |
Equity result |
59,684 |
120,868 |
120,679 |
7.06.02 |
Financial income |
903,244 |
723,110 |
726,163 |
7.07 |
Added Value to be Distributed |
8,766,905 |
7,876,452 |
9,388,372 |
7.08 |
Distribution of Added Value |
8,766,905 |
7,876,452 |
9,388,372 |
7.08.01 |
Personnel |
814,979 |
748,258 |
700,364 |
7.08.01.01 |
Direct Remuneration |
500,471 |
460,477 |
429,458 |
7.08.01.02 |
Benefits |
275,322 |
251,652 |
227,454 |
7.08.01.03 |
Government severance indemnity fund for employees- F.G.T.S. |
39,186 |
36,129 |
43,452 |
7.08.02 |
Taxes, Fees and Contributions |
5,044,467 |
4,421,938 |
6,148,889 |
7.08.02.01 |
Federal |
1,916,922 |
1,625,798 |
2,954,321 |
7.08.02.02 |
State |
3,109,743 |
2,782,086 |
3,183,205 |
7.08.02.03 |
Municipal |
17,802 |
14,054 |
11,363 |
7.08.03 |
Remuneration on third parties’ capital |
2,021,016 |
1,757,220 |
1,332,057 |
7.08.03.01 |
Interest |
1,954,293 |
1,711,922 |
1,299,091 |
7.08.03.02 |
Rental |
46,929 |
45,297 |
29,425 |
7.08.03.03 |
other |
19,794 |
1 |
3,541 |
7.08.04 |
Remuneration on own capital |
886,443 |
949,036 |
1,207,062 |
7.08.04.02 |
Dividends |
208,673 |
836,452 |
1,093,869 |
7.08.04.03 |
Retained Earnings / Loss for the Period |
677,770 |
112,584 |
113,193 |
20
(Free Translation of the
original in Portuguese) Standard Financial
Statements – DFP – Date: December 31, 2014 -
CPFL Energia S. A
Management Report
Dear Shareholders,
In compliance with the law and the Bylaws of the company, the Management of CPFL Energia S.A. (CPFL Energia) hereby submits to you the Management Report and financial statements of the Company, along with the reports of the independent auditor and fiscal council for the fiscal year ended December 31, 2014. All comparisons herein are made with consolidated figures for fiscal year 2013, except when specified otherwise.
1. Opening remarks
In 2014, the electricity sector witnessed another year of volatility and tremendous challenges. Scarce rainfall, among other factors, drove reservoirs to their lowest level ever after the end of the dry season, in November. Consequently, the National Electricity System Operator (ONS) continued to fully use the capacity of thermal plants and the short-term price (PLD) reached a record high, remaining for most of the year at the ceiling of R$822.83/MWh.
In addition to the impact on the cash flow of distributors, the higher PLD also had an adverse impact on demand for energy, since it discouraged a section of industry - which already suffered from the adverse macroeconomic scenario - from producing due to high energy costs. The combination of these effects led to a 3.4% decrease in industrial consumption during the year in the concession area of the eight distributors of the CPFL Energia group. On the other hand, the low voltage consumers continued to register significant growth in consumption, driven by high temperature early in the year and leading to increases of 7.0% and 7.9% in the residential and commercial segments, respectively, despite the water crisis, which curbed growth in the second half of the year. Consolidated consumption in the concession area increased 2.6% in 2014.
In the regulatory environment, progress was made on many fronts. Public hearing 54/2014 was concluded with the proposal to reduce the price ceiling of PLD to R$388.48/MWh, with the adoption of the Macaé thermal plant as reference, while also determining the increase in the PLD floor price to R$30.26/MWh. Moreover, costs of the System Service Charges (ESS) continued to be apportioned among energy consumers.
Discussions regarding the 4th cycle of tariff review of the distributors advanced with the opening of the second phase of Public Hearing 23/2014, which dealt with items such as Operating Costs, Other Revenues, Losses, General Procedures and others. It is worth noting the advances made by the regulatory agency, such as the proposal for recognition of addition remuneration for Special Obligations of distributors, among other initiatives.
The weighted average cost of capital (WACC) for the 4th cycle of tariff review was set at 8.09% and will be implemented for distribution concessionaires with review through December 2017. After said date, the historical series will be restated for companies with reviews as of January 2018, such as RGE and CPFL Paulista, both companies of the CPFL Energia group.
We should also celebrate the approval by the Securities and Exchange Commission of Brazil (CVM) in early December of the recognition of assets and liabilities that until 2013 were called “regulatory assets and liabilities” in the financial statements of electricity distributors. This measure, a long-held demand of the sector, will allow the recognition of differences between estimated energy purchase costs and sector charges in tariffs applied to consumers and the actual costs incurred in the period and which will be transferred to tariffs on the date of the annual adjustment of each distributor. This was only made possible by ANEEL’s approval, on November 25, 2014, through Dispatch no. 4,621, of an amendment to concession agreements, including a specific clause guaranteeing that the balance remaining of any insufficient payment or reimbursement of tariff due to termination of the concession, for any reason, will be indemnified and, consequently, allowed the recording of sectorial financial assets and liabilities.
21
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
However, we must highlight the need for further advance in regulatory issues in order to create the incentives for the electricity sector to resume investments.
In the Distribution operations, CPFL Energia closed 2014 with the Telemetering of all industrial and commercial customers of Group A (high voltage), which total 24,600 points that no longer require field teams to physically measure consumption for billing. The automated process increases the security of customer data, identifies possible frauds and enables the company to better use the time of its teams.
Conventional generation suffered from the effects of the Generation Scaling Factor (GSF), since the full dispatch of thermal power and the reserve energy displaces hydroelectric generation. Therefore, assured energy at plants participating in the Energy Reallocation Mechanism (MRE) was not reached, making it necessary for hydroelectric generators who had to meet their contracted energy obligations, to acquire energy. To mitigate volatility at the company’s generation operations and increase cash flow predictability, we recontracted energy from the Serra da Mesa Hydroelectric Plant (Semesa) plant in April of 2014, valid through the end of the right to explore this portion of energy by CPFL Geração in 2028.
In the renewable energy segment, the positive highlights were the conclusion of the acquisition of Rosa dos Ventos (which has authorization from ANEEL to explore the Canoa Quebrada and Lagoa do Mato wind farms), the commercial startup of the Atlântica and Macacos I wind farm complexes, which added 198.2 MW to the company’s generation portfolio. Considering also the association with Dobrevê Energia S.A. (DESA), which added 277.6 MW to current installed capacity, CPFL Renováveis now has installed capacity of 1,773 MW.
The Commercialization segment also posted significant results, driven by the strategy adopted over most of the year: due to the price pressures in the spot market, in the Commercialization segment we contracted more energy than our delivery commitments and sold the surplus in the spot market.
The year 2015 will once again require intense work, given the slowdown of the Brazilian economy and challenging hydrologic conditions. However, the consistent operating and financial results recorded by CPFL Energia make us confident that our solid and careful strategy has created value to shareholders and improved the services and products we offer our customers.
22
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
OWNERSHIP BREAKDOWN (simplified)
CPFL Energia is a holding company that owns stake in other companies:
Reference date: 12/31/2014
Notes:
(1) Controlling shareholders;
(2) Includes 0.1% of shares held by Camargo Corrêa S.A.;
(3) Includes 0.2% of shares held by pension funds Petros and Sistel;
2. Comments on the macroeconomic scenario
MACROECONOMIC SCENARIO
The global economic performance fell short of expectations in 2014. The International Monetary Fund (IMF), which at the start of the year had forecast growth of 4.0%, reduced its estimate 12 months later to 3.1%, which was close to the growth rate of 2012 and 2013. During this period, emerging economies failed to meet expectations: Brazil’s main commercial partner, China, continues to decelerate while Argentina, the largest client of Brazilian industry, does not show signs of recovering from the crisis scenario that started three years ago. Europe and Japan continue to grow only marginally, with renewed concerns about declining consumption that remains far from picking up.
Contrary to the performance of other regions, the U.S. economy posted solid performance. With growth of 2.4% in 2014 and expected to outperform its potential in the coming years, the United States registered positive labor market, consumption, consumer and business confidence indicators, with a significant resumption of investments. In this scenario, we hope the dynamism of the U.S. economy helps in the resumption of the virtuous growth cycle in 2015.
Brazil, however, is going through a severe crisis of confidence on the part of industry and consumers, led by macroeconomic uncertainties, coupled with credit restrictions, slower growth of income levels and investments, and negative industrial performance.
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(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
2015 is expected to be a year of adjustments and restrictions, with priority for inflation - which is expected to surpass the target ceiling for this year – and for inflation expectations. The effect of the adjustments package announced by the government should be felt by some key sectors of our production chain and by consumers, who will also face a stagnating labor market, with job cuts and falling income levels. This deceleration will possibly impact sales in the retail segment, whose growth in 2015 is expected be half the growth rate in 2014.
However, we can expect some positive contribution from the external sector since the depreciation of the Brazilian real should make the country’s exports more competitive in a scenario where global demand should continue to grow.
A more significant improvement in the economy is expected only in 2016, with an increase in confidence levels, fresh investments and improved domestic consumption.
REGULATORY ENVIRONMENT
The year 2014 was marked by the left trace of Provisional Measure (MP) 579/2012, enacted to reduce electricity prices. The MP resulted in an imbalance between tariff coverage and actual expenses incurred by distributors in terms of power costs. Due to the MP, many distributors were short on energy to meet the needs of their consumers and had to purchase energy in the spot market. The modest rainfall and consequent significant increase in spot market prices aggravated the problem.
To provide relief for the situation, Decree 8,221/2014 was published, which aims to fund the costs of involuntary exposure to the spot market and the supply from thermal power plants in connection with Electricity Commercialization Contracts in the Regulated Contracting Environment in the availability mode (CCEAR-D). The amounts received by distributors will be transferred, over the course of two years, to consumers based on the tariff processes of 2015.
In relation to the Tariff Review processes, in June 2014 ANEEL submitted for analysis the proposed methodology for the fourth cycle (between 2015 and 2018) through the first phase of Public Hearing 023/2014. The published documents indicate that this cycle of periodic review will probably maintain most of the current methodology, except the calculation method to be used by ANEEL in determining the Regulatory Remuneration Base (BRR), which was altered considerably. The second phase of this public hearing was restarted on December 11, 2014, for all topics except the Cost of Capital (WACC), which had only a single phase, and for BRR, whose new methodology to be proposed is still being analyzed by ANEEL. The entire revision of the methodology of the fourth tariff review cycle should be concluded in the first half of 2015.
In 2014, the main development at CPFL Geração was the renewal of the electricity agreement with FURNAS, which maintains the commercialization of the portion of energy and capacity of the Serra da Mesa HPP until April 16, 2028.
Other themes discussed in 2014 include: (i) postponement of the review of the physical guarantee of hydroelectric plants for 2015, which will take place after the conclusion of studies by the specific working group (MME Resolution no. 681/14); (ii) change in the maximum and minimum limits of PLD to R$ 388.48/MWh and R$ 30.26/MWh, respectively, (REH no. 1,832 of November 25, 2014); (iii) lawsuit filed by Santo Antônio Energia S.A. requesting that the plant availability factor be maintained at the reference value while in the ramp-up phase, which led to a specific action filed by members of the Brazilian Independent Electricity Producers Association (APINE) and another by the Brazilian Electricity Distributors Association (ABRADEE). (iv) due to the unfavorable water scenario, hydroelectric generators have been severely impacted in the Energy Reallocation Mechanism (MRE), due to the lower volume of energy allocated (GSF) and, consequently, APINE has been pressuring the National Electric Energy Agency (ANEEL) and the Ministry of Mines and Energy (MME) to correct the distortions in law and commercialization rules in order to mitigate such losses; (v) the numerous transmission auctions for which there were no bids, which forced ANEEL to reassess the Permitted Annual Revenue (RAP) of various projects, which was a good sign for investors; (vi) addition of solar power source in energy auctions, which was a long-held request of APINE.
24
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
The following regulations are particularly important: (i) MME Resolution no. 33/2014, which defined the auction date for Três Irmãos HPP; (ii) ANEEL Resolution (REN) no. 599/2014, which revoked Clause 14 of Electricity Commercialization Contracts in the Regulated Contracting Environment (CCEAR) by availability between 2005 and 2009; (iii) Provisional Presidential Decree no. 641/2014, which amended Law no. 10,848/2004, permitting the auction of energy from existing generation projects, with delivery beginning in the same or subsequent year to the auction and a supply period of at least 1 year and at most 15 years; (iv) MME Resolution no. 118/2014, defining the date of the A-0 auction as April 25, 2014, with supply starting on May 1, 2014, and ending on December 31, 2019; (v) MME Resolution no. 236/2014 regarding the 2014 Reserve Auction, which would be separated by source (solar, wind and biomass) for a supply period of 20 years; (vi) REN no. 614/2014, which consolidated the new criteria for assessing unavailability of generating units or energy import project connected to the National Interconnected System (SIN); (vii) REN no. 617/2014, which amended annexes to REN no. 412/2010 on procedures for registration, preparation, acceptance, analysis, selection and approval of basic project, and authorization for exploration of water potential without the characteristics of SHPPs; (viii) MME Resolution no. 471/2014, which put the Ten Year Plan for Electricity Expansion up for public hearing; (ix) MME Resolution no. 484/2014, revising the reference values for forced (TEIF) and planned (IP) unavailability of hydroelectric plants; (x) REN no. 624/2014, amending REN no. 559/2013 relating to the conditions for recalculating the Transmission System Usage Tariff (TUST) for generation stations; (xi) REN no. 633/2014, covering the methodology for defining maximum and minimum PLD prices; (xii) ANEEL Regulation no. 3,376/2014, approving the Regulatory Agenda for the two-year period from 2015 to 2016; (xiii) REN no. 637/2014, approving Rules for the Commercialization of Electricity applicable to the Accounting and Settlement System (SCL); (xiv) REN no. 638/2014, amending Normative Resolution no. 584/2013, which establishes the timeframes and conditions for seasonal adjustments and modulation of the physical guarantee of power generation plants, as well as seasonal adjustment of bound energy related to the Itaipu HPP.
Distribution Segment
Economic, financial, technical and commercial regulations highlights is presented as follows, by date of publication: (i) REN no. 598/2014 – Related to reversible generation assets, amending article 4, head paragraph, of Normative Resolution 596 of December 19, 2013; (ii) REN no. 599/2014 - Revokes Clause 14 of Electricity Commercialization Contracts in the Regulated Contracting Environment (CCEAR) for availability in New Energy Auctions (LEN) between 2005 and 2009; (iii) REN no. 601/2014 – Approves amendments to the Rules for Commercialization of Electricity applicable to the Accounting and Settlement System (SCL); (iv) REN no. 600/2014 – Includes amendments to Clause 14 of Reserve Energy Contracts of the 1st and 3rd Reserve Energy Auctions; (v) REN no. 602/2014 – Amends Normative Resolution 502 of August 7, 2012, and approves Revision 7 of Module 6 and Revision 5 of Module 8 of the Procedures for Electric Energy Distribution in the National Electricity System (PRODIST); (vi) REN no. 604/2014 – Approves Module 3 of Tariff Regulation Procedures (PRORET), which establishes the criteria and methodology for calculating Annual Tariff Increases of Distribution Concessionaires, and amends Normative Resolution 421 of November 30, 2010; (vii) REN no. 605/2014 – Approves the Accounting Manual for the Electricity Sector (MCSE) instituted by Normative Resolution 444 of October 26, 2001; (viii) REN no. 607/2014 – Amends sub-modules 7.1, 7.2, 7.3 and 8.3, approves sub-module 11.1 of Tariff Regulation Procedures (PRORET) and stipulates other measures; (ix) REN no. 608/2014 – Approves sub-module 12.3 of the Tariff Regulation Procedures (PRORET) and stipulates other measures; (x) REN no. 609/2014 – Amends Sub-module 3.1 of Tariff Regulation Procedures (PRORET), which establishes the General Procedures for the Annual Tariff Increases of Distribution Concessionaires, and Normative Resolution 255 of March 6, 2007;
25
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
(xi) REN no. 610/2014 – Regulates the modalities of electronic pre-payment and post-payment of electricity; (xii) REN no. 611/2014 – Establishes the criteria and conditions for recording electricity purchase and sale contracts and transfers of electricity and capacity, signed in the Free Contracting Environment (ACL), and stipulates other measures; (xiii) REN no. 612/2014 - Regardes tariff charges of the Energy Development Account (CDE) and the ACR-ACCOUNT, in accordance with Decree 8,221 of April 2, 2014; (xiv) REN no. 613/2014 - Regardes tariff charges of the Energy Development Account (CDE) and the ACR-ACCOUNT, in accordance with Decree 8,221 of April 2, 2014; (xv) REN no. 613/2014 – Amends paragraph 1 of article 8 and paragraph 1 of article 17 of Normative Resolution 337 of November 11, 2008, establishing criteria for allocation of surplus funds from the Reserve Energy Account (CONER); (xvi) REN no. 614/2014 – Consolidates the standards for the assessment of unavailability of generating units or energy import projects connected to the National Interconnected System (SIN), establishing new criteria for assessment and verifying guarantees, among other measures; (xvii) REN no. 616/2014 – Amends Normative Resolution 398 of March 23, 2010, which regulates Law 11,934, of March 5, 2009, regarding limits on human exposure to electric and magnetic fields originating from electrical generation, transmission and distribution installations, at a frequency of 60 Hz; (xviii) REN no. 617/2014 – Amends Annexes I and III to REN no. 412/2010; (xix) REN no. 619/2014 – Approves the Rules for the Electricity Commercialization applicable to the Accounting and Settlement System (SCL); (xx) REN no. 620/2014 – Amends articles 73, 107 and 108 of Normative Resolution 414 of September 9, 2010, and lays down transitory measures; (xxi) REN no. 621/2014 – Approves Sub-module 8.2 of Tariff Regulation Procedures (Proret), which establishes the criteria and methodology for calculating Annual Tariff Increases for Distribution Licensees; (xxii) REN no. 624/2014 – Amends Normative Resolution 559/2013 relating to conditions for recalculating the Transmission System Usage Tariff (TUST) for generation stations; (xxiii) REN no. 625/2014 – Appraisal and inspection of investments in electricity distribution systems to serve areas hosting the 2016 Rio Olympic and Paralympic Games under the responsibility of the distributor; (xxiv) REN no. 626/2014 – Amends Normative Resolution 547 of April 16, 2013, which establishes the commercial procedures for applying the tariff flags system; (xxv) REN no. 628/2014 – Approves Revision 5 to Module 2 and Revision 8 to Module 6 of the Procedures for Electricity Distribution in the National Electricity System (PRODIST) and amends Normative Resolution 395 of December 15, 2009; (xxvi) REN no. 629/2014 - Amends articles 7, 8 and 21 of Normative Resolution 581 of October 11, 2013; (xxvii) REN no. 630/2014 – Amends Normative Resolution 427 of February 22, 2011, which establishes the procedures for planning, creation, processing and management of the Fuel Consumption Account (CCC); (xxviii) REN no. 631/2014 – Establishes the criteria and procedures for revising the allocation of physical guarantee quotas and capacity of hydroelectric plants covered by Law 12,783 of January 11, 2013, to distribution concessionaires; (xxix) REN no. 632/2014 - Amends sub-module 6.7 of Tariff Regulation Procedures (PRORET); (xxx) REN no. 633/2014 - Amends article 3 of Resolution 682 of December 23, 2003 and article 3 of Normative Resolution 392 of December 15, 2009; (xxxi) REN no. 635/2014 – Approves the Procedures for Credentialing of Asset Valuation Companies and lays down other measures; (xxxii) REN no. 636/2014 – Amends Normative Resolution 417 of November 23, 2010, which establishes the parameters for the delegation of ANEEL’s powers to execute decentralized activities under a regime of associated management of public utilities; (xxxiii) REN no. 637/2014 - Approves Rules for the Commercialization of Electric Energy applicable to the Accounting and Settlement System (SCL); (xxxiv) REN no. 638/2014 – Amends Normative Resolution 584 of October 29, 2013, which establishes the timeframes and conditions for seasonal adjustments and modulation of the physical guarantee of electricity generation plants, as well as seasonal adjustments of bounded energy from the Itaipu Hydroelectric Power Plant (Itaipu HPP); (xxxv) REN no. 639/2014 – Amends sub-modules 8.3 and 11.1 of Tariff Regulation Procedures (PRORET), as well as Normative Resolution 167 of October 10, 2005; (xxxvi) REN no. 643/2014 – Amends Normative Resolution 443 of July 26, 2011, amends Normative Resolution 435 of May 24, 2011, approves Revision 1.1 to Sub-module 9.7 of the Tariff Regulation Procedures (PRORET), revokes Normative Resolution 491 of June 5, 2012, and lays down other measures;
26
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
(xxxvii) REN no. 644/2014 – Amends Normative Resolution 411 of September 28, 2010, which “approves the model for public notice to adjustment auctions for the purchase of electricity, delegating responsibility to the Electric Energy Comercialization Chamber (CCEE) and lays down other measures;” (xxxviii) REN no. 645/2014 – Amends the Internal Regulations approved by MME Resolution 349 of November 28, 1997; and (xxxix) Resolution 04/ANEEL/ANATEL – Approves the reference price for the sharing of power poles between energy distributors and telecommunications service providers, to be used in conflict resolution processes, and establishes rules for the use and occupation of Fixing Points.
ELECTRICITY TARIFFS AND PRICES
Distribution Segment
Annual Tariff Adjustments (RTA) in 2014:
CPFL Paulista
On April 7, 2014, via Ratification Resolution 1,701, ANEEL increased the electricity tariffs of CPFL Paulista by 17.18%, 14.56% of which related to economic tariff adjustments and 2.62% related to financial components independent of the Tariff Adjustment, corresponding to an average effect of 17.23% perceived by consumers. The new tariffs went into effect on April 8, 2014.
CPFL Piratininga
On October 21, 2014, via Ratification Resolution 1,810, ANEEL increased the electricity tariffs of CPFL Piratininga by 19.73%, 15.81% of which related to economic tariff adjustments and 3.92% related to financial components independent of the Tariff Adjustment, corresponding to an average effect of 22.43% perceived by consumers. This adjustment also included the reimbursement of the final installment of tariff recalculations resulting from the postponement of the Periodic Tariff Review of 2011. The new tariffs went into effect on October 23, 2014.
RGE
On June 17, 2014, via Ratification Resolution 1,739, ANEEL increased the electricity tariffs of RGE by 21.82%, 18.83% of which related to economic tariff adjustments and 2.99% related to financial components independent of the Tariff Adjustment, corresponding to an average effect of 22.77% perceived by consumers. The new tariffs went into effect on June 19, 2014.
CPFL Santa Cruz, CPFL Leste Paulista, CPFL Jaguari, CPFL Sul Paulista and CPFL Mococa
On January 30, 2014, ANEEL published in the Brazilian Federal Register, the 2014 Annual Tariff Adjustments for the distributors CPFL Santa Cruz, CPFL Leste Paulista, CPFL Jaguari, CPFL Sul Paulista and CPFL Mococa, as shown below:
Annual Tariff Adjustment (RTA) |
CPFL Santa Cruz |
CPFL Leste Paulista |
CPFL Jaguari |
CPFL Sul Paulista |
CPFL Mococa |
Resolution |
1,682 |
1,681 |
1,680 |
1,677 |
1,679 |
Economic RTA |
9.89% |
-4.74% |
1.17% |
-3.16% |
2.00% |
Financial Components |
4.96% |
-2.93% |
-4.90% |
-2.35% |
-4.07% |
Total TRI |
14.86% |
-7.67% |
-3.73% |
-5.51% |
-2.07% |
Average Effect |
26.00% |
-5.32% |
3.70% |
0.43% |
-9.53% |
The new tariffs went into effect on February 3, 2014.
27
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
Generation Segment
Electricity sale contracts of generators contain specific adjustment clauses, whose main index is the average annual variation measured by the IGP-M. Contracts signed in the Regulated Contracting Environment (ACR) are indexed to the IPCA, and bilateral contracts signed by Enercan use a combination of dollar and IGP-M indexes.
3. Operating Performance
ENERGY SALES
In 2014, sales to the captive market totaled 43,160 GWh, up 4.9% from 2013, while energy supplied to free clients, billed through the Distribution System Use Tariff (TUSD), fell 3.0% to 16,802 GWh as a result of the slowdown in economic activity, which impacted consumption by large industrial clients. As such, sales in the concession area, made through the distribution segment, increased by 2.6% to 59,962 GWh.
The company posted notable growth in residential and commercial segments, which together accounted for 44.3% of total consumption in the concession areas of the Group’s distributors:
· Residential and commercial segments: 7.0% and 7.9% increase, respectively, driven by high temperatures, particularly in early 2014, and the accumulated effects of increased employment and income, increased purchasing power among consumers and expansion of consumer credit in recent years, which led to an increase in consumer appliances in households.
· Industrial segment: down 3.4%, influenced by weak industrial production, resulting from decreased exports, unfavorable outlook among the business community, high inventory levels and an adverse domestic scenario, as well as infrastructure deficiencies.
Commercialization and generation sales (excluding related parties) came to 16,431 GWh, down 11.2% due to reduced sales by our Commercialization arm in bilateral contracts. In recent years, CPFL Brasil has been focusing its energy sales efforts on special clients that acquire energy from alternative sources. The number of free and special clients in the portfolio came to 290 in December 2014, versus 284 in December 2013.
PERFORMANCE IN THE ELECTRICITY DISTRIBUTION SEGMENT
The Group maintained its strategy of encouraging the dissemination and sharing of best management and operational practices at its distributors in an effort to increase operational efficiency and improve the quality of services provided to clients.
Below are the results posted by distributors in the main indicators that measure quality and reliability of power supply. The Equivalent Duration of Interruptions (DEC) measures the average duration, in hours, of interruptions suffered by consumers in the year, while the FEC (Equivalent Frequency of Interruptions) measures the average number of interruptions suffered per consumer per year.
2014 DEC and FEC Indicators (updated values) | ||||||||
Company |
CPFL Paulista |
CPFL Piratininga |
RGE |
CPFL Santa Cruz |
CPFL Leste Paulista |
CPFL Jaguari |
CPFL Sul Paulista |
CPFL Mococa |
Indicator | ||||||||
DEC |
6.92 |
6.98 |
18.77 |
6.75 |
8.4 |
5.36 |
9.55 |
6.76 |
FEC |
4.87 |
4.2 |
9.14 |
5.29 |
6.19 |
4.31 |
6.91 |
7.26 |
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(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
PERFORMANCE IN THE ELECTRICITY GENERATION SEGMENT
In 2014, CPFL Energia continued its expansion in the Generation segment, with a 9.3% increase in installed capacity, from 2,860 MW to 3,127 MW, considering its 51.6% stake in CPFL Renováveis in both periods, for purposes of comparison. This increase was driven by growth in CPFL Renováveis. In February 2014, the Company completed the acquisition of 100% of shares in Rosa dos Ventos Geração e Comercialização de Energia S.A. (Rosa dos Ventos), which holds authorization from ANEEL to explore the Canoa Quebrada (10.5 MW in installed capacity and operational since December 2008) and Lagoa do Mato (3.23 MW in installed capacity and operational since June 2009) wind farms. In March 2014, the Atlântica Complex of wind farms began operations, with 120 MW in installed capacity. The wind farms found at the Macacos I Complex, with a total of 78.2 MW in installed capacity, were deemed apt to operate by ANEEL as of May 2014. The joint venture between CPFL Renováveis and Dobrevê Energia S.A. (DESA) was concluded in September 2014, effective as of October 2014, adding 277.6 MW in installed operational capacity and 53.2 MW in installed capacity currently under construction.
4. Economic and Financial Performance
The Management’s comments on economic and financial performance and the operating results should be read together with the financial statements and notes to the financial statements.
Operating Revenues
Net operating revenues, excluding revenue from the construction of concession infrastructure, grew 20.0% (R$2,731 million), reaching a total of R$16,361 million, mainly due to the 21.0% increase in the Distribution segment (R$2,215 million), driven by tariff adjustments applied during the year and the recognition of the balance of sector financial assets, in accordance with CVM Resolution 732/14, in the amount of R$831 million. Other segments contributed with increases of 20.0%, 22.5% and 16.7%, respectively, in Conventional Generation (R$121 million), Generation from Renewable Sources (R$181 million) and Commercialization and Services (R$277 million).
It is important to note that a portion of sales by these generation projects is made to other CPFL Group companies and the corresponding revenue is eliminated in the consolidated report.
Operating Cash Flow - EBITDA
EBITDA is a non-accounting measurement calculated by Management as the sum of income, taxes, financial income/loss, depreciation and amortization. This measurement serves as an indicator of management performance and is monitored by the market. Management complied with the concepts of CVM Instruction 527 of October 4, 2012, while calculating this non-accounting measurement.
29
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
Reconciliation of Net Income and EBITDA | ||
|
2014 |
2013 |
Net Income |
886,443 |
949,036 |
Depreciation and Amortization |
1,161,145 |
1,056,469 |
Financial Income/Loss |
1,089,454 |
971,443 |
Social contribution |
168,989 |
156,756 |
Income tax |
454,871 |
413,408 |
EBITDA |
3,760,903 |
3,547,112 |
Operating cash flow, as measured by EBITDA, came to R$3,761 million, up 6.0% (R$214 million), mainly due to a 20.0% increase in net revenue, excluding income from construction of concession infrastructure, in the amount of R$2,731 million, and a portion of this increase was due to the recognition of the balance of financial sector assets (known as regulatory assets until 2013) (R$831 million). This effect was partially offset by the 29.8% increase in electricity costs (R$2,446 million), the decrease in equity income (R$61 million) and the variation in operating costs, including expenses with private pension fund, which lagged inflation (R$13 million).
Net Income
In 2014, Net Income came to R$886 million, down 6.6% (R$63 million), due to: (i) an increase in net financial expenses (R$118 million); (ii) an increase in depreciation and amortization (R$105 million), mainly due to the startup of new generation projects of CPFL Renováveis; and (iii) income tax and social contribution (R$54 million). These effects were partially offset by a 6.0% increase in EBITDA (R$214 million).
Allocation of Net Income from the Fiscal Year
The Company’s Bylaws require the distribution of at least 25% of net income adjusted according to law, as dividends to its shareholders. The proposal for allocation of net income from the fiscal year is shown below:
Thousands of R$ | ||
Net income of the fiscal year - Individual | 949,177 | |
Results from previous years | 26,055 | |
Prescribed dividend | 5,722 | |
Net income base for allocation | 980,954 | |
Legal reserve | (47,459) | |
Reversal of reserve of retained earnings for investment | 108,987 | |
Interim dividends | (422,195) | |
Statutory reserve - concession financial asset | (65,400 | |
Statutory reserve - strengthening of working capital | (554,888) |
30
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
For this fiscal year, considering that the Company has already distributed R$ 422 million in dividends (44.5% of net income from the fiscal year), which is higher than the mandatory minimum, and considering (i) the current adverse economic scenario, (ii) the unpredictable nature of the water situation and (iii) the uncertainties regarding market projections for distributors due to energy efficiency campaigns and extraordinary tariff increases, the Company’s Management proposes the allocation of R$ 555 million to the statutory reserve – strengthening of working capital.
Stock Dividend for Shareholders
To strengthen the Company’s capital structure, the Board of Executive Officers meeting held on March 16, 2015, recommended that the Board of Directors propose to the Shareholders Meeting the capitalization of the balance of the statutory reserve – strengthening of working capital, through the issue of new shares to shareholders. This proposal will be submitted for approval by the Extraordinary Shareholders Meeting called for April 29, 2015.
Debt
At the close of 2014, gross financial debt (including derivatives) came to R$18,555 million, up 11.1%. Cash and cash equivalents totaled R$4,357 million, up 3.6%. As such, net debt grew 13.6% to R$14,198 million.
The increase in financial debt was to support the strategic expansion of the Group’s business, such as financing for greenfield projects conducted by CPFL Renováveis. Furthermore, however, CPFL Energia adopts a pre-funding strategy whereby it anticipates funding of debt that matures in 18 to 24 months.
The nominal cost of debt increased 1.7 percentage points to 10.2% per year due to the hike in the Selic interest rate, while average debt term is 3.79 years.
5. Investments
In 2014, investments of R$ 1,062 million were made in business maintenance and expansion, of which R$ 702 million was directed to distribution, R$ 265 million to generation (R$ 251 million to CPFL Renováveis and R$ 14 million to conventional generation) and R$ 94 million to commercialization and services. In addition, we invested R$ 57 million in the construction of CPFL Transmissão’s transmission lines and, according to the requirements of IFRIC 12, it was recorded as “Financial Asset of Concession” in non current assets. CPFL Energia also recorded R$ 181 million in Special Obligations in the fiscal year, among other items financed by the consumer.
CPFL Energia’s investments in 2014 include:
31
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
6. Corporate Governance
The corporate governance model adopted by CPFL Energia ("CPFL" or "Company") and its subsidiaries is based on the principles of transparency, equity, accountability and corporate responsibility.
In 2014, CPFL marked 10 years since being listed on the BM&FBovespa and the New York Stock Exchange (“NYSE”). With more than 100 years of history in Brazil, the Company’s shares are listed on the Novo Mercado Special Listing Segment of the BM&FBovespa with Level III ADRs, a special segment for companies that comply with corporate governance best practices. All CPFL shares are common shares, entitling all shareholders the right to vote with 100% Tag Along rights guaranteed in case of sale of shareholding control.
CPFL’s Management is composed of the Board of Directors (Board), its decision-making authority, and the Board of Executive Officers, its executive body. The Board is responsible for defining the strategic business direction of the holding company and subsidiaries, and is composed of 7 external members, one of whom an Independent Member, whose term of office is 1 year and who are eligible for reelection.
The Bylaws of the Board establishes the procedures for evaluating the directors, under the leadership of the Chairman, their main duties and rights.
The Board set up three advisory committees (Management Processes, People Management and Related Parties), all coordinated by a director, which support the Board in its decisions and monitor relevant and strategic themes, such as people and risk management, monitoring of internal audits and analysis of transactions with Parties Related to controlling shareholders and handling of incidents recorded through complaint hotlines and ethical conduct channels.
To ensure that best practices permeate all activities of the Board and its relations with the Company while the Board members are focused on their decision-making functions, in 2006 the Company created the Board of Directors Advisory Council, which reports directly and solely to the Chairman of the Board.
This Advisory Council acts as the guardian of best practices to ensure compliance with Governance Guidelines; speed of communication between the Company and its Board members; quality and timeliness of information; integration and evaluation of members of the Board of Directors and the Audit Board; constant improvement of governance processes and institutional relations with government authorities and entities.
The Board of Executive Officers is made up of 1 Chief Executive Officer and 5 Vice Presidents, with terms of two years, eligible for reelection, responsible for executing the strategy of CPFL and its subsidiaries as defined by the Board of Directors in line with governance guidelines. To ensure alignment of governance practices, Executive Officers sit on the Boards of Directors of companies that make up the CPFL group and nominate their respective executive officers.
CPFL has a permanent Audit Board, made up of 5 members, that also exercises the duties of the Audit Committee, in line with Sarbanes-Oxley law (SOX) rulings applicable to foreign companies listed on U.S. stock exchanges.
The guidelines and documents on corporate governance are available at the Investor Relations website http://www.cpfl.com.br/ri.
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(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
7. Capital Markets
The shares of CPFL Energia, which currently has a free float of 30.5%, are listed both on the São Paulo Stock Exchange (BM&FBovespa) and the New York Stock Exchange (NYSE). In 2014, CPFL Energia shares appreciated 5.2% on the BM&FBovespa and depreciated 4.6% on the NYSE, closing the year at R$18.49 per share and US$13.57 per ADR, respectively. The average daily trading volume in 2014 was R$38.2 million, of which R$22.5 million on the BM&FBovespa and R$15.7 million on the NYSE, representing an increase of 5.8% over 2013. Number of trades on the BM&FBovespa increased 31.5%, from a daily average of 4,208 trades in 2013 to 5,535 in 2014.
8. Sustainability and Corporate Responsibility
CPFL Energia implements initiatives that seek to generate value for all stakeholders and to mitigate the impacts of its operations through management of economic, environmental and social risks associated with its business. Below are the highlights from the fiscal year:
Sustainability platform: CPFL Group’s sustainability management tool. Includes: a) Relevant topics considered critical for conducting business, defined in conjunction with stakeholders, to guide the company’s operations; b) Value drivers and initiatives related to the topics; c) Strategic, corporate and business segment indicators, with performance targets aimed at continuous improvement.
Sustainability Committee: main internal authority for sustainability governance, also responsible for monitoring the Platform. The Committee meets nine times a year.
Ethics Management and Development System (SGDE): in 2014, the Ethics Committee held 11 meetings to improve SGDE and address the demands received by the Ethics Channel. The Committee has already published 16 Guideline Summaries to provide guidance for decisions, attitudes and behavior of all its employees. The Code of Ethics is currently undergoing revision and awaiting final approval by the Board of Executive Officers and the Board of Directors before distribution to all employees by the end of 2015. In 2014, the Company set up 3 Local Ethics Committees at RGE, CPFL Renováveis and CPFL Paulista and Piratininga, in an effort to decentralize SGDE, bring the Ethics Committee closer to employees and promote its legitimacy while also empowering employees at their bases as a part of the strategy for disseminating ethics to all CPFL Group companies.
Human Resource Management: the company ended 2014 with 8,838 employees (8,391 in 2013), with turnover of 23.40% (20.90% in 2013). The Group companies maintained their management and training programs focused on developing strategic business skills, leadership succession, productivity and occupational health and safety. Average training hours per employee was 78.4 hours (76.69 in 2013), above the 2012 Sextant Survey average of 50 hours. Also, for the thirteenth consecutive year CPFL Energia was included in the “150 Best Places to Work in Brazil” ranking published by Guia Você S/A / Exame, with improvements in Knowledge Management, Electrician School and Talent Management.
Value Network: in 2014, a total of 51 suppliers participated in six bimonthly meetings, one training session on carbon management and two working groups on Pronas (National Program for Healthcare of the Disabled) and Pronatec (National Program for Vocational Courses). The Ethos Indicators were completed to arrive at a consolidated diagnosis of the Group, which resulted in a work plan focused on six strategic topics, three of which were covered in 2014: Employee Relations (Full-time, outsourced, temporary or part-time), Code of Conduct and Combatting corruption.
33
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
Community relations: (i) Culture – important partnerships, such as with Gesel – UFRJ and the Sustainable Planet Program, guided debates on the environment and new sources of energy in the country, which were presented in the Contemporary Invention program. These and other meetings were recorded, edited, released on social media and shown on TV Cultura and at www.cpflcultura.com.br. In addition to debates, free to the public and transmitted live, CPFL Cultura also organized free movie sessions in 2014 in honor of renowned directors, such as Woody Allen and Pedro Almodóvar, classical music concerts, and took the Art and Culture circuit to the interior region of São Paulo, which included concerts for children and exhibition of Brazilian films in partnership with the Cinesolar project, a travelling theater powered by solar power; (ii) Program for Revitalization of Philanthropic Hospitals - aims to improve the administrative performance of philanthropic hospitals and improve their services to the community. In 2014, the Company closed yet another cycle of the Program for Revitalization of Philanthropic Hospitals, which serves the regions of Campinas and São José do Rio Preto in the state of São Paulo. This phase saw the participation of 15 philanthropic hospitals, of which 4 received Gold certification, 7 Silver and 4 Bronze, representing an average improvement of 320% in the management of hospitals hosting the program. Furthermore, the Program contributed to a 77% decrease in overall delinquency among philanthropic hospitals between 2012 and 2014. Investments in 2014 came to R$342,000. Additionally, in 2014 the Company launched a new phase of the Program that will serve philanthropic hospitals in the regions of Barretos, Marília and Ribeirão Preto, all in São Paulo, for the next two years; (iii) Support to Municipal Councils for the Rights of Children and Adolescents – CMDCA (1% of Income Tax) - the Group companies allocated R$1.2 million to nine projects in nine cities in their concession area. These projects were selected based on criteria that considered the submission of documents proving the regular status of the Councils and their Funds, alignment of the project with the project notice published, the company’s causes and the availability of funds; (iv) Support to Municipal Councils for the Rights of the Elderly – CMDI (1% of Income Tax) - In 2014, CPFL transferred a total of R$1.2 million to three projects in three cities; (v) National Plan for Oncological Support – PRONON (1% of Income Tax) - in 2014, CPFL provided R$1.3 million to the Barretos Cancer Hospital. PRONON aims to capture and channel funds to prevent and fight cancer; (vi) National Program for Healthcare of the Disabled (PRONAS / PCD) - in 2014, CPFL supported two projects in Campinas for a total of R$933,000; (vii) Volunteer work – the new governance and management structure was defined, which consists of one management committee and 15 regional volunteer teams, in addition to the implementation of a statement of adherence to volunteer work and the definition of performance indicators. The number of employees participating in these actions tripled in 2014, from 97 to 426, benefitting 19 cities, 37 entities, nearly 3,330 people and mobilizing 141 local partners. (viii) Energy Efficiency (0.5% of net operating income) – more than R$57.5 million in investments, including R$34.2 million for projects aimed at underprivileged consumers, which resulted in the regularization of 1,570 customers, replacement of 8,910 refrigerators, 5,195 heat exchangers and 122,432 light bulbs with more efficient models, in addition to 1,695 internal electrical renovations and the installation of 4,300 solar heaters. The Company also conducted educational projects, CPFL nas Escolas and the Caravana RGE, at 907 municipal and state schools, training 85,884 students and 5,020 teachers in 107 cities at an investment of more than R$3.8 million. The Company also improved the efficiency of 296 public buildings and municipal and state schools through an investment of more than R$9.7 million; (ix) Electrician School – aims to train a group of skilled electricians and mitigate risks of a labor blackout. This is also a social investment as it offers free training for the labor market, while also training future employees before hiring them. As of 2014, we had trained 115 new electricians, 77 of whom were hired; and (x) SENAI Apprentice – program created in 2012 and maintained through investments in 2013 and 2014. The program trains students through the SENAI School and at the end of training, those that excelled in the course are hired. As of 2014, we had trained 74 youth and hired 37. CPFL also began a new partnership with SENAI to train 33 students from the community in the Power Disconnection and Reconnection course. Training will be completed in 2015, the year in which new partnerships will begin with SENAI using PRONATEC funds.
34
(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
Environmental management: (i) CPFL Energia’s 2013 inventory of Greenhouse Gas (GHG) emissions was awarded a gold medal by the Brazilian GHG Protocol Program; (ii) the company’s shares were once again included in the Dow Jones Sustainability Emerging Markets Index. CPFL Energia’s shares were also included, for the tenth consecutive year, in the Corporate Sustainability Index (ISE) of the BM&FBovespa for 2015; and (iii) each Group company implemented projects to mitigate the social and environmental impacts of its projects, including:
Electricity generation – Foz do Chapecó HPP - (i) a total of 300,000 fry were released into the reservoir, produced by the Águas do Chapecó Aquaculture Station in Santa Catarina, to repopulate the Uruguay River; (ii) on October 1, the company underwent its first External Audit of the Integrated Management System, which recommended the maintenance of certifications obtained by the company in 2013; (iii) the Biofábrica plant set up by the Company in Alpestre/RS delivered more than 9,000 seedlings (banana, sugarcane, pitaya and pineapple) for planting at demonstration units in communities surrounding the Plant. Biofábrica produces seedlings of the highest genetic quality at its laboratories to strengthen local family farming; (iv) agreements signed with three fishermen associations. Each member fisherman received funds to acquire a freezer and equipment; Ceran maintains an Integrated Management System at the company's headquarters and its plants (Monte Claro, Castro Alves and 14 de Julho). The system meets the requirements of the ISO 9001:2008, ISO 14001:2004 and OHSAS 18001:2007 standards; Companhia Energética Rio das Antas (Ceran) – maintains an Integrated Management System at its headquarters and its plants (Monte Claro, Castro Alves and 14 de Julho). The system meets the requirements of the ISO 9001:2008, ISO 14001:2004 and OHSAS 18001:2007 standards; Campos Novos HPP (Enercan) – (i) in 2014, ENERCAN supported a number of actions focused on the region’s development in the cultural, social and environmental and economic areas, supporting 67 projects and generating nearly 395 direct and indirect jobs, benefitting nearly 100,000 people. One example is the Environment Protectors Project, focused on environmental education, which includes a training program for two groups from the cities of Campos Novos and Abdon Batista in partnership with the Environmental Military Police of Santa Catarina, training young students to act as multipliers of environmental conservation; (ii) for the third consecutive year, ENERCAN implemented the Permanent Preservation Area Conservation Project together with people living near its reservoir at the Campos Novos HPP; and (iii) the company obtained approval from the state environment authority for its Environmental Plan for Conservation and Use of Reservoir Water and Surroundings (PCAU), which regulates the use of APP areas and the reservoir created by the plant; (iv) in December the Company received, from the Santa Catarina Environmental Foundation (FATMA), renewal of its Environmental Operating License, valid for the next ninety-six (96) months; Barra Grande HPP (BAESA) – (i) in 2014, the Social and Environmental Responsibility Program supported 48 projects in cities within the area of influence of the Barra Grande HEP, focused on income generation, the environment, culture, sports, public security and social development; (ii) implementation of the third edition of the Program to Encourage Conservation of the Permanent Preservation Area of the Reservoir, which recognizes actions by inhabitants of the region to preserve vegetation; (iii) in March, BAESA renewed its Operating License for one hundred twenty (120) months, with a decrease in the number of conditioning factors by 14, from 25 for the previous license to 11 for the current license; (iv) the company released its first batch of native fish into the reservoir that is part of the plant's ichthyofauna program, which envisages the release 130,000 fry in 2014, 2015 and 2016. At the event held in November, a total of 4,500 fry of three species (piracanjuva, gilded catfish and curimbatá) was released and students from the municipal school in Capão Alto/SC participated in the event, which was also witnessed by the Environmental Military Police, the Fire Department, the press and municipal authorities; (v) for the third consecutive year, BAESA received ODM Certification from the Nós Podemos Santa Catarina (Yes We Can Santa Catarina) movement for its work to defend the Millennium Development Goals.
· Energy distribution – (i) continuation of the Urban Road Arborization Program, donating seedlings to municipal authorities in the state of São Paulo; (ii) for environmental emergencies, distributors have agreements with a specialized company and have environmental insurance. For limited incidents, Advanced Stations and vehicles equipped with hydraulic devices carry environmental emergency kits for immediate use; (iii) CETESB (the environmental agency of the state of São Paulo) issued Operating Licenses for the electrical systems of CPFL Paulista, CPFL Leste Paulista and CPFL Sul Paulista, and Authorizations for the Maintenance of Safety Buffers for Rural Distribution Lines to seven of the group’s distributors in the state of São Paulo.
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(Free Translation of the original in Portuguese) Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A |
9. Independent Auditors
Deloitte Touche Tohmatsu Auditores Independentes (Deloitte) was hired by CPFL Energia to provide external audit services for the Company’s financial statements. In accordance with CVM Instruction 381/03, we inform that Deloitte did not provide, in 2014, any services not related to audit, whose fees were more than 5% of all fees received for this service.
In the fiscal year ended December 31, 2014, apart from the audit of financial statements and review of interim information, Deloitte provided the following audit services:
Percentage of | |||||||||
total audit | |||||||||
Nature | Agreement date | Term | Value | agreement | |||||
DIPJ review | 03/12/2012 | Calendar year 2014 | 167,614.89 | 2 | % | ||||
Review of the procedures related to the use of tax incentive | 02/28/2014 | 5 months | 29,306.13 | 0 | % | ||||
(IRPJ/CSLL) - Technological Innovation | |||||||||
Audit of financial items and parcel "A" account (CVA) | 03/12/2012 | Calendar year 2014 | 461,087.94 | 6 | % | ||||
Audit for the Regulatory Accounting Statements | 03/31/2014 | Average of 5 months | 497,690.01 | 6 | % | ||||
Assurance on compliance with financial covenants | 05/09/2014 | Calendar year 2014 | 345,971.10 | 4 | % | ||||
Accounting Reports | 03/12/2014 | 5 months | 245,625.03 | 3 | % | ||||
Due Diligence | 05/02/2014 | 3 months | 412,857.15 | 5 | % | ||||
Work of agreed procedures | 01/10/2014 | Average of 3 months | 31,716.09 | 0 | % | ||||
Report of Asset Control | 05/02/2014 | 1 month | 102,623.84 | 1 | % | ||||
2,294,492.18 | 28 | % |
As can be seen, the CPFL Energia did not hire Deloitte to provide non-audit services in fiscal year 2014.
As a policy, CPFL Energia does not hire independent auditors to provide non-audit services. The hiring of independent auditors, in accordance with the Bylaws, is recommended by the Fiscal Council, and the Board of Directors deliberates on the selection or removal of independent auditors.
The Management of CPFL Energia declares that all the services were provided strictly in accordance with the standards that deal with the independence of independent auditors in audit work and did not represent situations that could affect the independence and objectivity required by Deloitte to carry out external audit services.
10. Acknowledgements
The Management of CPFL Energia thanks its shareholders, customers, suppliers and communities in the areas of operations of its subsidiaries for their trust in the company in 2014. It also thanks, in a special way, its employees for their competence and dedication in meeting the objectives and targets set.
The Management
For more information on the performance of this and other companies of the CPFL Energia Group, visit www.cpfl.com.br/ir.
36
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Annual Social Report - 2014 / 2013 (*) |
|
Company: CPFL Energia S.A. Consolidated |
1 - Basis for Calculation |
2014 Value (R$ thousand) |
2013 Value (R$ thousand) | ||||
Net Revenues (NR) |
17,305,942 |
14,633,856 | ||||
Operating Result (OR) |
1,510,304 |
1,519,200 | ||||
Gross Payroll (GP) |
684,724 |
648,975 | ||||
2 - Internal Social Indicators |
Value (thousand) |
% of GP |
% of NR |
Value (thousand) |
% of GP |
% of NR |
Food |
60,796 |
8.88% |
0.35% |
54,505 |
8.40% |
0.37% |
Mandatory payroll taxes |
182,999 |
26.73% |
1.06% |
175,130 |
26.99% |
1.20% |
Private pension plan |
38,630 |
5.64% |
0.22% |
39,292 |
6.05% |
0.27% |
Health |
38,699 |
5.65% |
0.22% |
35,338 |
5.45% |
0.24% |
Occupational safety and health |
3,102 |
0.45% |
0.02% |
3,146 |
0.48% |
0.02% |
Education |
2,154 |
0.31% |
0.01% |
2,454 |
0.38% |
0.02% |
Culture |
0 |
0.00% |
0.00% |
0 |
0.00% |
0.00% |
Trainning and professional development |
7,685 |
1.12% |
0.04% |
10,801 |
1.66% |
0.07% |
Day-care / allowance |
969 |
0.14% |
0.01% |
951 |
0.15% |
0.01% |
Profit / income sharing |
62,283 |
9.10% |
0.36% |
35,295 |
5.44% |
0.24% |
Others |
6,787 |
0.99% |
0.04% |
5,811 |
0.90% |
0.04% |
Total - internal social indicators |
404,104 |
59.02% |
2.34% |
362,723 |
55.89% |
2.48% |
3 - External Social Indicators |
Value (thousand) |
% of OR |
% of NR |
Value (thousand) |
% of OR |
% of NR |
Education |
125 |
0.01% |
0.00% |
909 |
0.06% |
0.01% |
Culture |
8,723 |
0.58% |
0.05% |
11,992 |
0.79% |
0.08% |
Health and sanitation |
346 |
0.02% |
0.00% |
634 |
0.04% |
0.00% |
Sport |
1,373 |
0.09% |
0.01% |
1,553 |
0.10% |
0.01% |
War on hunger and malnutrition |
0 |
0.00% |
0.00% |
0 |
0.00% |
0.00% |
Others |
6,455 |
0.43% |
0.04% |
6,960 |
0.46% |
0.05% |
Total contributions to society |
17,022 |
1.13% |
0.10% |
22,048 |
1.45% |
0.15% |
Taxes (excluding payroll taxes) |
4,911,425 |
325.19% |
28.38% |
4,292,848 |
282.57% |
29.34% |
Total - external social indicators |
4,928,447 |
326.32% |
28.48% |
4,314,896 |
284.02% |
29.49% |
4 - Environmental Indicators |
Value (thousand) |
% of OR |
% of NR |
Value (thousand) |
% of OR |
% of NR |
Investments relalated to company production / operation |
31,837 |
2.11% |
0.18% |
37,407 |
2.46% |
0.26% |
Investments in external programs and/or projects |
57,625 |
3.82% |
0.33% |
59,047 |
3.89% |
0.40% |
Total environmental investments |
89,462 |
5.92% |
0.52% |
96,454 |
6.35% |
0.66% |
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 |
2014 |
2013 | ||||
Nº of employees at the end of period |
9,136 |
8,391 | ||||
Nº of employees hired during the period |
2,405 |
1,778 | ||||
Nº of outsourced employees |
ND |
ND | ||||
Nº of interns |
188 |
130 | ||||
Nº of employees above 45 years age |
2,107 |
2,011 | ||||
Nº of women working at the company |
2,146 |
1,969 | ||||
% of management position occupied by women |
9.94% |
14.29% | ||||
Nº of Afro-Brazilian employees working at the company |
1,684 |
1,340 | ||||
% of management position occupied by Afro-Brazilian employees |
1.17% |
2.22% | ||||
Nº of employees with disabilities |
289 |
273 | ||||
6 - Relevant information regarding the exercise of corporate citizenship |
2014 |
2013 | ||||
Ratio of the highest to the lowest compensation at company |
21.03 |
20.27 | ||||
Total number of work-related accidents |
54 |
31 | ||||
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 |
1,964,743 |
3,112 |
6,025 |
1,778,161 |
3,005 |
7,228 | |
% 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% |
5.8% |
100% |
100% |
10.3% | |
Total value-added to distribute (R$ 000): |
2,014 |
8,766,905 |
|
2,013 |
7,876,452 |
|
Value-Added Distribution (VAD): |
57.5% government 9.3% employees 8.7% shareholders |
56.1% government 9.5% employees 10.6% shareholders | ||||
7 - Other information |
|
|
|
|
|
|
Responsible: Sergio Luis Felice, phone: 55-19-3756-8018, [email protected] | ||||||
(*) Information not reviewed by the independent auditors |
37
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL ENERGIA S.A. | ||||||||
Balance Sheets as of December 31, 2014 and 2013 | ||||||||
(in thousands of Brazilian reais) |
Parent company |
Consolidated | |||||||
Assets |
Note |
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | |||
Current |
||||||||
Cash and cash equivalents |
5 |
799,775 |
990,672 |
4,357,455 |
4,206,422 | |||
Consumers, concessionaires and licensees |
6 |
- |
- |
2,251,124 |
2,007,789 | |||
Dividends and interest on shareholders´ equity receivable |
13 |
942,367 |
697,702 |
54,483 |
55,265 | |||
Financial investments |
- |
- |
5,324 |
24,806 | ||||
Recoverable taxes |
7 |
49,071 |
29,874 |
329,638 |
262,433 | |||
Derivatives |
35 |
- |
- |
23,260 |
1,842 | |||
Sector financial asset |
8 |
- |
- |
610,931 |
- | |||
Materials and supplies |
- |
- |
18,505 |
21,625 | ||||
Leases |
10 |
- |
- |
12,396 |
10,757 | |||
Financial asset of concession |
11 |
- |
- |
540,094 |
- | |||
Other credits |
12 |
976 |
1,984 |
1,011,495 |
673,383 | |||
Total current |
1,792,189 |
1,720,232 |
9,214,704 |
7,264,323 | ||||
Noncurrent |
||||||||
Consumers, concessionaires and licensees |
6 |
- |
- |
123,405 |
153,854 | |||
Loans to subsidiaries, associates and joint ventures |
32 |
12,089 |
8,948 |
100,666 |
86,655 | |||
Escrow deposits |
22 |
546 |
92 |
1,162,477 |
1,143,179 | |||
Recoverable taxes |
7 |
- |
- |
144,383 |
173,362 | |||
Sector financial asset |
8 |
- |
- |
321,788 |
- | |||
Derivatives |
35 |
- |
- |
584,917 |
316,648 | |||
Deferred taxes credits |
9 |
150,628 |
165,798 |
938,496 |
1,168,706 | |||
Advances for future capital increase |
13 |
55,157 |
59,397 |
- |
- | |||
Leases |
10 |
- |
- |
35,169 |
37,817 | |||
Financial asset of concession |
11 |
- |
- |
2,834,522 |
2,787,073 | |||
Investment at cost |
- |
- |
116,654 |
116,654 | ||||
Other credits |
12 |
15,818 |
14,389 |
388,828 |
296,096 | |||
Investment |
13 |
6,290,998 |
6,419,924 |
1,098,769 |
1,032,681 | |||
Property, plant and equipment |
14 |
843 |
1,000 |
8,878,064 |
7,717,419 | |||
Intangible assets |
15 |
18 |
32 |
9,155,973 |
8,748,328 | |||
Total noncurrent |
6,526,098 |
6,669,579 |
25,884,112 |
23,778,473 | ||||
Total assets |
8,318,287 |
8,389,811 |
35,098,816 |
31,042,796 |
The accompanying notes are an integral part of these financial statements.
38
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL ENERGIA S.A. | |||||||||
Balance Sheets as of December 31, 2014 and 2013 | |||||||||
(in thousands of Brazilian reais) | |||||||||
Parent company |
Consolidated | ||||||||
Liabilities and shareholders' equity |
Note |
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | ||||
Current |
|||||||||
Suppliers |
16 |
791 |
1,127 |
2,374,147 |
1,884,693 | ||||
Accrued interest on debts |
17 |
- |
- |
97,525 |
125,829 | ||||
Accrued interest on debentures |
18 |
15,020 |
12,438 |
293,108 |
162,134 | ||||
Loans and financing |
17 |
- |
- |
1,093,500 |
1,514,626 | ||||
Debentures |
18 |
1,289,386 |
- |
2,042,075 |
34,872 | ||||
Post-employment benefit obligation |
19 |
- |
- |
85,374 |
76,810 | ||||
Regulatory charges |
20 |
- |
- |
43,795 |
32,379 | ||||
Taxes and social contributions payable |
21 |
1,859 |
359 |
436,267 |
318,063 | ||||
Dividends and Interest on Equity |
13,555 |
15,407 |
19,086 |
21,224 | |||||
Accrued liabilities |
- |
10 |
70,252 |
67,633 | |||||
Derivatives |
35 |
- |
- |
38 |
- | ||||
Sector financial liability |
8 |
- |
- |
21,998 |
- | ||||
Public Utilities |
23 |
- |
- |
4,000 |
3,738 | ||||
Other accounts payable |
24 |
17,877 |
16,904 |
835,941 |
663,529 | ||||
Total current |
1,338,488 |
46,246 |
7,417,104 |
4,905,531 | |||||
Noncurrent |
|||||||||
Suppliers |
16 |
- |
- |
633 |
- | ||||
Accrued interest on debts |
17 |
- |
- |
60,717 |
43,396 | ||||
Accrued interest on debentures |
18 |
- |
- |
- |
32,177 | ||||
Loans and financing |
17 |
- |
- |
9,426,634 |
7,546,144 | ||||
Debentures |
18 |
- |
1,287,912 |
6,136,400 |
7,562,219 | ||||
Post-employment benefit obligation |
19 |
- |
- |
518,386 |
350,640 | ||||
Taxes and social contributions payable |
21 |
- |
- |
- |
32,555 | ||||
Deferred taxes debits |
9 |
- |
- |
1,385,498 |
1,117,146 | ||||
Reserve for tax, civil and labor risks |
22 |
725 |
260 |
490,858 |
467,996 | ||||
Derivatives |
35 |
- |
- |
13,317 |
2,950 | ||||
Public utilities |
23 |
- |
- |
80,992 |
79,438 | ||||
Other accounts payable |
24 |
35,540 |
31,495 |
183,766 |
103,886 | ||||
Total noncurrent |
36,264 |
1,319,667 |
18,297,200 |
17,338,547 | |||||
Shareholders' equity |
25 |
||||||||
Capital |
4,793,424 |
4,793,424 |
4,793,424 |
4,793,424 | |||||
Capital reserves |
468,082 |
287,630 |
468,082 |
287,630 | |||||
Profit reserves |
650,811 |
603,352 |
650,811 |
603,352 | |||||
Reserve of retained earnings for investment |
- |
108,987 |
- |
108,987 | |||||
Statutory reserve - financial asset of concession |
330,437 |
265,037 |
330,437 |
265,037 | |||||
Statutory reserve - working capital improvement |
554,888 |
- |
554,888 |
- | |||||
Dividend |
- |
567,802 |
- |
567,802 | |||||
Other comprehensive income |
145,893 |
397,668 |
145,893 |
397,668 | |||||
6,943,535 |
7,023,899 |
6,943,535 |
7,023,899 | ||||||
Net equity attributable to noncontrolling shareholders |
- |
- |
2,440,978 |
1,774,819 | |||||
Total shareholders' equity |
6,943,535 |
7,023,899 |
9,384,513 |
8,798,718 | |||||
Total liabilities and shareholders' equity |
8,318,287 |
8,389,811 |
35,098,816 |
31,042,796 |
The accompanying notes are an integral part of these financial statements.
39
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL ENERGIA S.A. | ||||||||
Statement of income for the years ended on December 31, 2014 and 2013 | ||||||||
(in thousands of Brazilian reais, except for Earnings per share) | ||||||||
Parent company |
Consolidated | |||||||
Statement of income |
Note |
2014 |
2013 |
|
2014 |
2013 | ||
Net operating revenue |
27 |
61 |
1,649 |
17,305,942 |
14,633,856 | |||
Cost of electric energy services |
||||||||
Cost of electric energy |
28 |
- |
- |
(10,643,130) |
(8,196,687) | |||
Operating cost |
29 |
- |
- |
(1,672,359) |
(1,467,516) | |||
Services rendered to third parties |
29 |
- |
- |
(946,052) |
(1,009,518) | |||
|
|
|
| |||||
Gross operating income |
61 |
1,649 |
4,044,401 |
3,960,135 | ||||
Operating expenses |
29 |
|||||||
Sales expenses |
- |
- |
(402,698) |
(376,597) | ||||
General and administrative expenses |
(26,175) |
(22,626) |
(773,630) |
(928,614) | ||||
Other operating expense |
- |
- |
(328,000) |
(285,148) | ||||
|
|
|
| |||||
Income from electric energy service |
(26,114) |
(20,977) |
2,540,073 |
2,369,775 | ||||
Interest in subsidiaries, associates and joint ventures |
13 |
1,011,185 |
1,022,779 |
59,684 |
120,868 | |||
Financial income (expense) |
30 |
|||||||
Income |
117,855 |
57,637 |
890,436 |
699,208 | ||||
Expense |
(143,319) |
(84,497) |
(1,979,890) |
(1,670,651) | ||||
(25,464) |
(26,860) |
(1,089,454) |
(971,443) | |||||
Income before taxes |
959,607 |
974,942 |
1,510,304 |
1,519,200 | ||||
Social contribution |
9 |
5,172 |
(8,257) |
(168,989) |
(156,756) | |||
Income tax |
9 |
(15,602) |
(29,267) |
(454,871) |
(413,408) | |||
(10,430) |
(37,523) |
(623,860) |
(570,164) | |||||
Net income |
949,177 |
937,419 |
886,443 |
949,036 | ||||
Net income attributable to controlling shareholders |
949,177 |
937,419 | ||||||
Net income/(loss) attributable to noncontrolling shareholders |
(62,733) |
11,618 | ||||||
Earnings per share attributable to controlling shareholders - basic |
26 |
0.99 |
0.97 |
0.99 |
0.97 | |||
Earnings per share attributable to controlling shareholders - diluted |
26 |
0.97 |
0.95 |
0.97 |
0.95 |
The accompanying notes are an integral part of these financial statements.
40
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Energia S.A. | ||||
Statement of comprehensive income for the years ended on December 31, 2104 and 2013 | ||||
(In thousands of Brazilian reais – R$) | ||||
Parent company | ||||
2014 |
2013 | |||
Net income |
949,177 |
937,419 | ||
Other comprehensive income: |
||||
Items that will not be reclassified subsequently to profit or loss: |
||||
Equity on comprehensive income of subsidiaries |
(225,720) |
460,226 | ||
Comprehensive income of the period - parent company |
723,457 |
1,397,645 | ||
Consolidated | ||||
2014 |
2013 | |||
Net income |
886,443 |
949,036 | ||
Other comprehensive income: |
||||
Items that will not be reclassified subsequently to profit or loss: |
||||
- Actuarial gain/(loss) |
(225,720) |
460,226 | ||
Comprehensive income of the period - consolidated |
660,724 |
1,409,262 | ||
Comprehensive income attributable to controlling shareholders |
723,457 |
1,397,645 | ||
Comprehensive income attributable to non controlling shareholders |
(62,733) |
11,618 |
The accompanying notes are an integral part of these financial statements.
41
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Energia S.A. | |||||||||||||||||||||||||||
Statement of changes in shareholders' equity for the period ended onDecember 31, 2014 and 2013 | |||||||||||||||||||||||||||
(in thousands of Brazilian Reais) | |||||||||||||||||||||||||||
Net equity attributable
to |
|||||||||||||||||||||||||||
Profit reserves |
Other comprehensive income |
||||||||||||||||||||||||||
|
|
|
|
Statutory reserve |
|
|
|
|
|
||||||||||||||||||
Capital |
Capital reserves |
Legal reserve |
Earnings retained for investment |
Financial asset of concession |
Working capital improvement |
Dividend |
Deemed Cost |
Post-employment benefit obligation |
Retained earnings |
Total |
Other comprehensive income |
Other equity |
Total Shareholders' equity | ||||||||||||||
Balance at December 31, 2012 |
4,793,424 |
228,322 |
556,481 |
326,899 |
- |
- |
455,906 |
535,627 |
(572,225) |
56,293 |
6,380,728 |
19,741 |
1,490,660 |
7,891,129 | |||||||||||||
Total comprehensive income |
|||||||||||||||||||||||||||
Net income for the year |
- |
- |
- |
- |
- |
- |
- |
- |
- |
937,419 |
937,419 |
- |
11,617 |
949,036 | |||||||||||||
Comprehensive income - Actuarial gain |
- |
- |
- |
- |
- |
- |
- |
- |
460,226 |
- |
460,226 |
- |
- |
460,226 | |||||||||||||
- |
|||||||||||||||||||||||||||
Internal changes of shareholders'equity |
- |
||||||||||||||||||||||||||
- Realization of deemed cost of fixed assets |
- |
- |
- |
- |
- |
- |
- |
(39,336) |
- |
39,336 |
- |
(1,895) |
1,895 |
- | |||||||||||||
- Tax on deemed cost realization |
- |
- |
- |
- |
- |
- |
- |
13,374 |
- |
(13,374) |
- |
644 |
(644) |
- | |||||||||||||
- Earnings retained for investment |
- |
- |
- |
108,987 |
- |
- |
- |
- |
- |
(108,987) |
- |
- |
- |
- | |||||||||||||
- Legal reserve |
- |
- |
46,871 |
- |
- |
- |
- |
- |
- |
(46,871) |
- |
- |
- |
- | |||||||||||||
- Transfer to statutory reserve |
- |
- |
- |
(326,899) |
326,899 |
- |
- |
- |
- |
- |
- |
- |
- |
- | |||||||||||||
- Statutory reserve for the year |
- |
- |
- |
- |
(61,863) |
- |
- |
- |
- |
61,863 |
- |
- |
- |
- | |||||||||||||
- Other changes in non-controlling shareholders |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
(68) |
(68) | |||||||||||||
- |
|||||||||||||||||||||||||||
Capital transactions with the shareholders |
- |
||||||||||||||||||||||||||
- Prescribed dividend |
- |
- |
- |
- |
- |
- |
- |
- |
- |
5,172 |
5,172 |
- |
- |
5,172 | |||||||||||||
- Interim dividend |
- |
- |
- |
- |
- |
- |
- |
- |
- |
(363,049) |
(363,049) |
- |
(2,301) |
(365,349) | |||||||||||||
- Additional dividend proposed |
- |
- |
- |
- |
- |
- |
567,802 |
- |
- |
(567,802) |
- |
- |
- |
- | |||||||||||||
- Additional dividend aproved |
- |
- |
- |
- |
- |
- |
(455,906) |
- |
- |
- |
(455,906) |
- |
(17,589) |
(473,495) | |||||||||||||
- Payment of capital by non-controlling shareholders in subsidiaries |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
3,566 |
3,566 | |||||||||||||
- IPO of CPFL Renováveis |
- |
59,308 |
- |
- |
- |
- |
- |
- |
- |
- |
59,308 |
- |
269,191 |
328,500 | |||||||||||||
Balance at December 31, 2013 |
4,793,424 |
287,630 |
603,352 |
108,987 |
265,036 |
- |
567,802 |
509,666 |
(111,998) |
- |
7,023,899 |
18,490 |
1,756,328 |
8,798,718 | |||||||||||||
Total comprehensive income |
|||||||||||||||||||||||||||
Net income for the year |
- |
- |
- |
- |
- |
- |
- |
- |
- |
949,177 |
949,177 |
- |
(62,733) |
886,443 | |||||||||||||
Comprehensive income - Actuarial loss |
- |
- |
- |
- |
- |
- |
- |
- |
(225,720) |
- |
(225,720) |
- |
- |
(225,720) | |||||||||||||
- |
- | ||||||||||||||||||||||||||
Internal changes of shareholders'equity |
- |
- | |||||||||||||||||||||||||
- Realization of deemed cost of fixed assets |
- |
- |
- |
- |
- |
- |
- |
(39,478) |
- |
39,478 |
- |
(2,254) |
2,254 |
- | |||||||||||||
- Tax on deemed cost realization |
- |
- |
- |
- |
- |
- |
- |
13,422 |
- |
(13,422) |
- |
766 |
(766) |
- | |||||||||||||
- Legal reserve |
- |
- |
47,459 |
- |
- |
- |
- |
- |
- |
(47,459) |
- |
- |
- |
- | |||||||||||||
- Realization/reversal of earnings retained investment |
- |
- |
- |
(108,987) |
- |
- |
- |
- |
- |
108,987 |
- |
- |
- |
- | |||||||||||||
- Statutory reserve for the year |
- |
- |
- |
- |
65,400 |
554,888 |
- |
- |
- |
(620,288) |
- |
- |
- |
- | |||||||||||||
- Other changes in non-controlling shareholders |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
(33) |
(33) | |||||||||||||
- |
- | ||||||||||||||||||||||||||
Capital transactions with the shareholders |
- |
- | |||||||||||||||||||||||||
- Prescribed dividend |
- |
- |
- |
- |
- |
- |
- |
- |
- |
5,722 |
5,722 |
- |
- |
5,722 | |||||||||||||
- Interim dividend |
- |
- |
- |
- |
- |
- |
- |
- |
- |
(422,195) |
(422,195) |
- |
(2,382) |
(424,576) | |||||||||||||
- Additional dividend proposed |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- | |||||||||||||
- Additional dividend aproved |
- |
- |
- |
- |
- |
- |
(567,802) |
- |
- |
- |
(567,802) |
- |
(27,156) |
(594,958) | |||||||||||||
- Redemption of capital reserve of non-controlling shareholders |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
(2,189) |
(2,189) | |||||||||||||
- Capital increase in subsidiaries with no change in control |
- |
362 |
- |
- |
- |
- |
- |
- |
- |
- |
362 |
- |
760 |
1,123 | |||||||||||||
- Gain (loss) in participation with no change in control |
- |
(207) |
- |
- |
- |
- |
- |
- |
- |
- |
(207) |
- |
207 |
- | |||||||||||||
- Business combination - CPFL Renováveis / DESA |
- |
180,297 |
- |
- |
- |
- |
- |
- |
- |
- |
180,297 |
- |
653,366 |
833,663 | |||||||||||||
- Business combination - CPFL Renováveis / DESA - effect of non-controlling of subsidiary |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
106,320 |
106,320 | |||||||||||||
- | |||||||||||||||||||||||||||
Balance at September 30, 2014 |
4,793,424 |
468,082 |
650,811 |
- |
330,437 |
554,888 |
- |
483,610 |
(337,718) |
- |
6,943,535 |
17,003 |
2,423,975 |
9,384,513 |
The accompanying notes are an integral part of these financial statements.
42
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Energia S.A. | |||||||
Statement of cash flow for the periods ended on December 31, 2014 and 2013 | |||||||
(In thousands of Brazilian reais – R$) | |||||||
Parent company |
Consolidated | ||||||
December 31, 2014 |
|
December 31, 2013 |
December 31, 2014 |
|
December 31, 2013 | ||
Income, before income tax and social contribution |
959,607 |
974,942 |
1,510,304 |
1,519,200 | |||
Adjustment to reconcile Income to cash provided by operating activities |
|||||||
Depreciation and amortization |
173 |
76 |
1,159,964 |
1,055,230 | |||
Reserve for tax, civil and labor risks |
640 |
267 |
191,228 |
316,787 | |||
Allowance for doubtful accounts |
- |
- |
83,699 |
70,324 | |||
Interest and monetary adjustment |
142,278 |
81,189 |
1,486,061 |
1,294,281 | |||
Post-employment benefit loss (gain) |
- |
- |
48,165 |
61,665 | |||
Interest in subsidiaries, associates and joint ventures |
(1,011,185) |
(1,022,779) |
(59,684) |
(120,868) | |||
Loss (gain) on the write-off of noncurrent assets |
- |
- |
20,726 |
7,248 | |||
Deferred taxes (PIS and COFINS) |
- |
- |
24,946 |
28,328 | |||
Other |
- |
- |
(2,431) |
(5,218) | |||
91,513 |
33,695 |
4,462,978 |
4,226,977 | ||||
Decrease (increase) In operating assets |
|||||||
Consumers, concessionaires and licensees |
- |
- |
(265,103) |
129,731 | |||
Dividend and interest on equity received |
1,248,982 |
792,146 |
40,374 |
112,607 | |||
Recoverable taxes |
1,564 |
21,797 |
(134) |
42,176 | |||
Lease |
- |
- |
1,009 |
1,648 | |||
Escrow deposits |
(444) |
12,935 |
65,732 |
101,310 | |||
Sector financial asset |
- |
- |
(932,719) |
- | |||
Resources provided by the Energy Development Account - CDE / CCEE |
- |
- |
(352,379) |
(145,571) | |||
Other operating assets |
(411) |
(1,196) |
(41,665) |
(30,725) | |||
Increase (decrease) In operating liabilities |
|||||||
Suppliers |
(336) |
(156) |
470,982 |
191,089 | |||
Other taxes and social contributions |
(389) |
(147) |
193,357 |
(130,405) | |||
Other liabilities with post-employment benefit obligation |
- |
- |
(118,897) |
(85,546) | |||
Regulatory charges |
- |
- |
11,415 |
(78,397) | |||
Tax, civil and labor risks paid |
(209) |
(12,991) |
(188,000) |
(184,070) | |||
Sector financial liability |
- |
- |
21,998 |
- | |||
Resources provided by the CDE - payable |
- |
- |
25,807 |
9,246 | |||
Other operating liabilities |
5,693 |
(435) |
83,458 |
10,820 | |||
Cash flows provided by operations |
1,345,963 |
845,648 |
3,478,213 |
4,170,890 | |||
Interests paid |
(138,599) |
(76,561) |
(1,333,570) |
(1,093,465) | |||
Income tax and social contribution paid |
(21,463) |
(27,551) |
(552,070) |
(559,879) | |||
Net cash from operating activities |
1,185,901 |
741,536 |
1,592,573 |
2,517,546 | |||
Investing activities |
|||||||
Price paid in business combination net of cash acquired |
- |
- |
(68,464) |
- | |||
Cash incorporated in business combination |
- |
- |
139,293 |
- | |||
Capital increase in investments |
(360,000) |
(1,563) |
(45,445) |
- | |||
Additions to property, plant and equipment |
- |
(345) |
(345,049) |
(882,588) | |||
Financial investments, pledges, funds and tied deposits |
- |
4,710 |
(7,839) |
41,392 | |||
Additions to intangible assets |
(13) |
- |
(716,818) |
(852,248) | |||
Sale of noncurrent assets |
- |
- |
43,024 |
80,945 | |||
Advance for future capital increase |
(27,153) |
(59,342) |
- |
- | |||
Loans to subsidiaries, associates and joint ventures |
(2,822) |
(8,290) |
949 |
(81,456) | |||
Return by the supplier of advances |
- |
- |
67,342 |
||||
Other |
- |
- |
- |
(584) | |||
Net cash flow from investing activities |
(389,988) |
(64,830) |
(933,007) |
(1,694,539) | |||
Financing activities |
|||||||
Subsidiary IPO |
- |
- |
- |
328,500 | |||
Capital increase by noncontrolling shareholders |
- |
- |
1,123 |
- | |||
Loans, financing and debentures obtained |
- |
1,287,180 |
3,186,384 |
5,958,322 | |||
Loans, financing, debentures and derivatives paid |
- |
(299,535) |
(2,679,399) |
(4,499,451) | |||
Dividend and interest on shareholders’ equity paid |
(986,811) |
(815,514) |
(1,016,641) |
(838,990) | |||
Net cash flow provided by (used in) financing activities |
(986,811) |
172,131 |
(508,533) |
948,381 | |||
Increase (decrease) in cash and cash equivalents |
(190,897) |
848,837 |
151,033 |
1,771,388 | |||
Opening balance of cash and cash equivalents |
990,672 |
141,835 |
4,206,422 |
2,435,034 | |||
Closing balance of cash and cash equivalents |
799,775 |
990,672 |
4,357,455 |
4,206,422 |
The accompanying notes are an integral part of these financial statements.
43
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Energia S.A. | |||||||
Added value statements of income for the periods ended on December 31, 2014 and 2013 | |||||||
(in thousands of Brazilian Reais) | |||||||
Parent company |
Consolidated | ||||||
2014 |
2013 |
2014 |
2013 | ||||
1. Revenues |
81 |
2,162 |
23,057,172 |
20,202,380 | |||
1.1 Operating revenues |
78 |
1,817 |
21,851,381 |
18,334,968 | |||
1.2 Revenue related to the construction of own assets |
3 |
345 |
344,492 |
933,337 | |||
1.3 Revenue from construction of concession infrastructure |
- |
- |
944,997 |
1,004,399 | |||
1.4 Allowance of doubtful accounts |
- |
- |
(83,699) |
(70,324) | |||
2. (-) Inputs |
(7,701) |
(8,881) |
(14,092,481) |
(12,112,643) | |||
2.1 Electricity purchased for resale |
- |
- |
(11,780,445) |
(9,125,580) | |||
2.2 Material |
(21) |
(320) |
(857,284) |
(1,276,079) | |||
2.3 Outsourced services |
(5,060) |
(5,370) |
(1,008,775) |
(1,106,872) | |||
2.4 Other |
(2,620) |
(3,191) |
(445,978) |
(604,112) | |||
3. Gross added value (1 + 2) |
(7,620) |
(6,719) |
8,964,691 |
8,089,737 | |||
4. Retentions |
(173) |
(76) |
(1,160,713) |
(1,057,261) | |||
4.1 Depreciation and amortization |
(173) |
(76) |
(875,696) |
(760,285) | |||
4.2 Amortization of intangible assets |
- |
- |
(285,018) |
(296,977) | |||
5. Net added value generated (3 + 4) |
(7,793) |
(6,794) |
7,803,977 |
7,032,475 | |||
6. Added value received in transfer |
1,141,740 |
1,095,519 |
962,928 |
843,976 | |||
6.1 Financial Income |
130,555 |
72,740 |
903,244 |
723,109 | |||
6.2 Interest in subsidiaries, associates and joint ventures |
1,011,185 |
1,022,779 |
59,684 |
120,868 | |||
7. Added value to be distributed (5 + 6) |
1,133,947 |
1,088,725 |
8,766,905 |
7,876,452 | |||
8. Distribution of added value |
|||||||
8.1 Personnel and charges |
15,507 |
11,362 |
814,979 |
748,258 | |||
8.1.1 Direct remuneration |
8,455 |
8,209 |
500,471 |
460,477 | |||
8.1.2 Benefits |
6,257 |
2,248 |
275,322 |
251,652 | |||
8.1.3 Government severance indemnity fund for employees - F.G.T.S. |
796 |
905 |
39,186 |
36,129 | |||
8.2 Taxes, fees and contributions |
25,807 |
55,343 |
5,044,467 |
4,421,938 | |||
8.2.1 Federal |
25,782 |
55,322 |
1,916,922 |
1,625,798 | |||
8.2.2 Estate |
24 |
20 |
3,109,743 |
2,782,086 | |||
8.2.3 Municipal |
- |
- |
17,802 |
14,053 | |||
8.3 Interest and rentals |
143,456 |
84,602 |
2,021,016 |
1,757,220 | |||
8.3.1 Interest |
143,318 |
84,475 |
1,954,293 |
1,711,922 | |||
8.3.2 Rental |
138 |
127 |
46,929 |
45,297 | |||
8.3.3 Other |
- |
- |
19,794 |
1 | |||
8.4 Interest on capital |
949,177 |
937,419 |
886,443 |
949,036 | |||
8.4.1 Dividend (included additional proposed) |
281,430 |
843,424 |
208,674 |
836,452 | |||
8.4.2 Retained earnings |
667,747 |
93,995 |
677,770 |
112,584 | |||
1,133,947 |
1,088,725 |
8,766,905 |
7,876,452 |
The accompanying notes are an integral part of these financial statements.
44
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL ENERGIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARS ENDED ON DECEMBER 31, 2014 AND 2013
(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 headquarters are located at Gomes de Carvalho street, 1510 - 14º floor- Room 142 - Vila Olímpia - São Paulo - SP - Brazil.
The Company has direct and indirect interests in the following operational subsidiaries and joint ventures (unaudited information on the concession area, number of consumers, energy production capacity and associated data):
Energy distribution |
Company Type |
Equity Interest |
Location (State) |
Number of municipalities |
Approximate number of consumers (in thousands) |
Concession term |
End of the concession | |||||||
Companhia Paulista de Força e Luz ("CPFL Paulista") |
Publicly-quoted corporation |
Direct
|
Interior of São Paulo |
234 |
4,128 |
30 years |
November 2027 | |||||||
Companhia Piratininga de Força e Luz ("CPFL Piratininga") |
Publicly-quoted corporation |
Direct
|
Interior of São Paulo |
27 |
1,620 |
30 years |
October 2028 | |||||||
Rio Grande Energia S.A. ("RGE") |
Publicly-quoted corporation |
Direct
|
Interior of Rio Grande do Sul |
255 |
1,415 |
30 years |
November 2027 | |||||||
Companhia Luz e Força Santa Cruz ("CPFL Santa Cruz") |
Private corporation |
Direct
|
Interior of São Paulo and Paraná |
27 |
202 |
16 years |
July 2015 | |||||||
Companhia Leste Paulista de Energia ("CPFL Leste Paulista") |
Private corporation |
Direct
|
Interior of São Paulo |
7 |
56 |
16 years |
July 2015 | |||||||
Companhia Jaguari de Energia ("CPFL Jaguari") |
Private corporation |
Direct
|
Interior of São Paulo |
2 |
38 |
16 years |
July 2015 | |||||||
Companhia Sul Paulista de Energia ("CPFL Sul Paulista") |
Private corporation |
Direct
|
Interior of São Paulo |
5 |
81 |
16 years |
July 2015 | |||||||
Companhia Luz e Força de Mococa ("CPFL Mococa") |
Private corporation |
Direct
|
Interior of São Paulo and Minas Gerais |
4 |
45 |
16 years |
July 2015 |
Installed power (MW) | ||||||||||||
Energy
generation |
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 (a) e 1 Thermal |
694 |
694 | ||||||
CERAN - Companhia
Energética Rio das Antas |
Private corporation |
Indirect |
Rio Grande do Sul |
3 Hydroelectric |
360 |
234 | ||||||
Foz do Chapecó
Energia S.A. |
Private corporation |
Indirect |
Santa Catarina
and |
1 Hydroelectric |
855 |
436 | ||||||
Campos Novos
Energia S.A. |
Private corporation |
Indirect |
Santa Catarina |
1 Hydroelectric |
880 |
429 | ||||||
BAESA -
Energética Barra Grande S.A. |
Publicly-quoted corporation |
Indirect |
Santa Catarina
and |
1 Hydroelectric |
690 |
173 | ||||||
Centrais
Elétricas da Paraíba S.A. |
Private corporation |
Indirect |
Paraíba |
2 Thermals |
342 |
195 | ||||||
Paulista Lajeado
Energia S.A. |
Private corporation |
Indirect |
Tocantins |
1 Hydroelectric |
903 |
63 | ||||||
CPFL Energias
Renováveis S.A. |
Publicly-quoted corporation |
Indirect |
(c) |
(c) |
(c) |
(c) | ||||||
CPFL Centrais Geradoras Ltda ("CPFL Centrais Geradoras") |
Limited company |
Direct
|
São Paulo |
9 SHPs |
24 |
24 |
Commercialization of energy |
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 Brasil Varejista S.A. ("CPFL Basil Varejista") |
Private corporation |
Energy commercialization |
Indirect
|
45
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Services |
Company Type |
Core activity |
Equity Interest | |||
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") |
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
| |||
CPFL Telecom S.A ("CPFL Telecom") |
Private corporation |
Telecommunication services |
Direct
| |||
CPFL Transmissão Piracicaba S.A ("CPFL Transmissão") |
Private corporation |
Energy transmission |
Indirect
| |||
CPFL Eficiência Energética S.A ("CPFL ESCO") (e) |
Private corporation |
Energy efficiency management(e) |
Direta
| |||
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") (d) |
Private corporation |
Venture capital company |
Indirect | |||
Sul Geradora Participações S.A. ("Sul Geradora") |
Private corporation |
Venture capital company |
Indirect
|
a) SHP – Small Hydropower Plant
b) Paulista Lajeado has a 7% participation in the installed power of Investco S.A.(5.94% share of its capital).
c) 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 December 31, 2014, CPFL Renováveis had a portfolio of 129 project, being 3,020.5 MW of installed capacity (1,769.0 MW operational), as follows:
· Hydropower generation: 48 SHP’s (571 MW) being 38 SHP’s operational (399 MW) and 10 SHP’s under developing (172 MW);
· Wind power generation: 73 projects (2,078.4 MW) being 33 projects operational (998,9 MW) and 40 projects under construction/developing (1.079,5 MW);
· Biomass power generation: 8 plants operational (370 MW);
· Solar energy generation: 1 solar plant operational (1.1 MW).
d) The joint venture Chapecoense fully consolidates the financial statements of its direct subsidiary, Foz de Chapecó
e) CPFL Eficiência Energética S.A. (“CPFL ESCO”), previously CPFL Participações S.A. was set up with the objective of providing services, mainly energy efficiency and quality consultancy and management, asset rental to generation plants, energy commercialization, research and development projects for energy-related programs and participation in the capital of other companies.
In relation to the concession term that end 2015, on 26 June, 2012, our subsidiaries filled a request for extension of the concession contracts, under the present conditions, reserving the right to review the request in the event of changes in the current contractual conditions. Our subsidiaries confirmed the request for extension on October 10, 2012. On January 17, 2014, ANEEL advised our subsidiaries that it is analyzing the applications for extension of the concessions and the final approval for such extension is within the Grantor responsibilities. By the date of approval of these financial statements, Management doesn’t know the terms of the extension. However, Management expects that the requests for extension will be approved, and if there is no extension, no significant effects are anticipated on the consolidated operations and the financial statements
46
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 2 ) PRESENTATION OF THE FINANCIAL STATEMENTS
2.1 Basis of presentation:
The individual (Parent Company) and consolidated financial statements were prepared, under International Financial Reporting Standards – IFRS, issued by the International Accounting Standard Board – IASB, and with generally accepted accounting principles in Brazil.
Accounting practices adopted in Brazil encompass those included in Brazilian corporate law and the technical pronouncements, guidelines and interpretations issued by the Accounting Pronouncements Committee (Comitê de Pronunciamentos Contábeis - CPC) and approved by the Brazilian Securities Commission (Comissão de Valores Mobiliários – CVM).
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 consolidated financial statements were authorized for issue by the Board of Directors on March 16, 2015.
2.2 Basis of measurement:
The 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, and iii) available-for-sale financial assets measured at fair value.
2.3 Use of estimates and judgments:
The preparation of the financial statements requires Company 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 accounting estimates are rarely the same as the actual results. Accordingly, Company Management reviews the estimates and assumptions on an ongoing basis, based on previous experience and other relevant factors. Adjustments resulting from reviews to accounting estimates are recorded in the period in which the estimates are reviewed and in any future periods affected.
Information about assumptions and estimate 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 subsequent periods is included in the following accounts:
· Note 6 – Consumers, concessionaires and licensees;
· Note 8 – Sector financial asset and liability;
· Note 9 – Deferred taxes credits and debits;
· Note 10 – Leases;
· Note 11 – Financial asset of concession;
· Note 12 – Other credits (Allowance for doubtful accounts);
· Note 14 – Property, plant and equipment and recognition of impairment losses;
· Note 15 – Intangible assets and recognition of impairment losses;
· Note 19 – Post-employment benefit obligation;
· Note 22 – Provisions for tax, civil and labor risks and escrow deposits;
· Note 24 – Other accounts payable (Provision to environmental costs)
· Note 27 – Net operating revenues;
· Note 28 – Cost of electric energy; and
47
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
· Note 35 – Financial instruments.
2.4 Functional currency and presentation currency:
The Company’s functional currency is the Brazilian Real, and the financial statements are presented in thousands of reais. Figures are rounded only after addition of the amounts. Consequently, when added, the amounts shown in thousands of reais may not tally with the rounded totals.
2.5 Basis of consolidation:
i. Business combinations
The Company measures goodwill as the fair value of the consideration transferred including the recorded amount of any non-controlling interest in the acquiree, less the recorded amount of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date.
ii. Subsidiaries and joint ventures:
The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Joint ventures are accounted for using the equity method of accounting from the moment joint control is established.
The accounting policies of subsidiaries, and joint ventures taken into consideration for consolidation and/or equity method of accounting, as applicable, are aligned with the Company's accounting policies.
The consolidated 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 our subsidiaries. Prior to consolidation in the Company's financial statements, the financial statements of the subsidiaries CPFL Geração, CPFL Brasil, CPFL Jaguari Geração and CPFL Renováveis are fully consolidated with those of their subsidiaries.
Intra-group balances and transactions, and any income and expenses derived from these transactions, are eliminated in preparing the consolidated financial statements. Unrealized gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Company’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.
In the case of subsidiaries, the portion related to non-controlling shareholders is stated in equity and stated after profit or loss and comprehensive income in each period presented.
Balances of joint ventures, as well our interest in each of them is described in note 13.8.
iii. Acquisition of non-controlling interest:
Accounted for as equity transaction (within the shareholders’ equity) and therefore no gain or goodwill is recognized as a result of such transaction.
2.6 Segment information:
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 Management to make decisions about resources to be allocated and assess the segment's 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 (“Services”); 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.
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2.7 Information on corporate interests:
The Company's interests in the direct and indirect subsidiaries and joint ventures are described in note 1. Except for (i) the companies ENERCAN, BAESA, Chapecoense and EPASA, which are accounted for using the equity method of accounting, and (ii) the investment recorded at cost by the subsidiary Paulista Lajeado in Investco S.A., all other entities are fully consolidated.
As of December 31, 2014 and 2013, the non-controlling interests stated in the financial statements refers to the interests held by third-parties in the subsidiaries CERAN, Paulista Lajeado and CPFL Renováveis and interests held by third-parties in CPFL Renováveis’ subsidiaries.
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 financial statements in accordance with generally accepted accounting principles in Brazil and as complementary information to the financial statements in accordance with IFRS, as the statement is neither provided for nor mandatory in accordance with IFRS.
( 3 ) SUMMARY OF THE SIGNIFICANT ACCOUNTING POLICIES
The main accounting policies used in preparing these individual and consolidated financial statements are set out below. These policies have been applied consistently to all periods presented.
3.1 Concession agreements:
ICPC 01 (R1) and IFRIC 12 – Concession Agreements establishes general guidelines for the recognition and measurement of obligations and rights related to concession agreements and applies to situations in which the granting power controls or regulates which services the concessionaire should provide with the infrastructure, to whom the services should be provided and at what price, and controls any significant residual interest in the infrastructure at the end of the concession period.
Considering these definitions having been attended, the infrastructure of distribution concessionaires is segregated at the time of construction in accordance with the CPC and IFRS standards, so that in the financial statements are record (i) an intangible asset corresponding to the right to operate the concession and collect from the users of public utilities, and (ii) a financial asset corresponding to the unconditional contractual right to receive cash (indemnity) by transferring control of the assets at the end of the concession.
The financial asset of the concession is measured based on its fair value, determined in accordance with the remuneration base for the concession assets, pursuant to the legislation in force established by the regulatory authority (ANEEL). It takes into consideration changes in the estimated cash flow, mainly based on factors such as new replacement price, and updated in accordance with the IGP-M. The financial asset is classified as available-for-sale, set against the financial income or expense accounts in profit or loss for the year (Note 4).
The remaining amount is recorded as intangible assets and relates to the right to charge consumers for electric energy distribution services, and is amortized in accordance with the consumption pattern that reflects the estimated economic benefit to the end of the concession.
Services related to the construction of infrastructure are recorded in accordance with CPC 17 (R1) and IAS 11 – Construction Contracts, against a financial asset corresponding to the amount subject to right to receive cash (indemnity). Residual amounts are classified as intangible assets and are amortized over the term of the concession in proportion to a curve that reflects the consumption pattern in relation to the economic benefits.
Considering that (i) the tariff model that does not provide for a profit margin for the infrastructure construction services, (ii) the way in which the subsidiaries manage the building the infrastructure by using a high level of outsourcing, and (iii) the fact that there is no provision for profit margin on construction in the Company‘s business plans, Management is of the opinion that the margins on this operation are irrelevant, and therefore no mark-up to the cost is considered in revenue. The revenue and construction costs are therefore presented in profit or loss for the year at the same amounts.
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3.2 Financial instruments:
- Financial assets
Financial assets are recognized initially on the date that they are originated or on trade date at which the Company or its subsidiaries become parties to the contractual provisions of the instrument. Derecognition of a financial asset occurs when the contractual rights to the cash flows from the asset expire or when the risks and rewards of ownership of the financial asset are transferred. The Company and its subsidiaries hold the following main financial assets:
i. Fair value through profit or loss: these are assets held for trading or designated as such upon initial recognition. The Company and its subsidiaries manage such assets and make purchase and sale decisions based on their fair value in accordance with their documented risk management and investment strategy. These financial assets are measured at fair value, and changes therein are recognized in profit or loss for the year.
ii. Held-to-maturity: these are assets that the Company and its subsidiaries have the positive intent and ability to hold to maturity. Held-to-maturity financial assets are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method, less any impairment losses.
iii. Loans and receivables: these are assets with fixed or determinable payments that are not quoted in an active market. Such assets are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method, less any impairment losses.
iv. Available-for-sale: these are non-derivative financial assets that are designated as available-for-sale or that are not classified in any of the previous categories. Subsequent to initial recognition, interest calculated using the effective interest method is recognized in profit or loss as part of the financial income. Changes to fair value of these financial assets are recognized in the other comprehensive income. The accumulated result in the other comprehensive income is transferred to profit or loss when the asset is realized.
- Financial liabilities
Financial liabilities are initially recognized on the date that they are originated or on the trade date at which the Company or its subsidiaries become a party to the contractual provisions of the instrument. The Company and its subsidiaries have the following main financial liabilities:
i. Measured at fair value through profit or loss: these are financial liabilities that are: (i) held for short-term trading, (ii) designated at fair value in order match the effects of recognition of income and expenses to obtain more relevant and consistent accounting information, or (iii) derivatives. These liabilities are recorded at fair value and any change in their fair value is subsequently recorded in profit or loss.
ii. Other financial liabilities (not measured at fair value through profit or loss): these are other financial liabilities not classified in the previous category. They are measured initially at fair value net of any transaction cost and subsequently measured at amortized cost using the effective interest method.
The Company accounts for guarantees when issued to non-controlled entities or when the financial guarantee is granted to joint ventures at a percentage higher than the Company's interest to cover commitments of joint ventures. Such financial guarantees are initially measured at fair value, by recording (i) a liability corresponding to the risk of non-payment of the debt, which is amortized against financial income simultaneously and in proportion with amortization of the debt, and (ii) an asset equivalent to the right to compensation by the guaranteed party or a prepaid expense under the guarantees, which is amortized by receipt of cash from other shareholders or at the effective interest rate over the term of the guarantee. After initial recognition, the liability related to the financial guarantee is assessed periodically at the higher of the amount determined in accordance with CPC 25 and IAS 37 and the amount initially recognized, less accumulated amortization.
Financial assets and liabilities are offset and the net amount presented when there is a legal right to offset the amounts and the intent to settle the asset and the liability simultaneously.
The financial instruments classifications are described on Note 35.
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Common shares are classified as equity. Additional costs directly attributable to share issues and share options are recognized as a deduction from equity, net of any tax effects.
3.3 Lease:
At the inception of an agreement is determined whether such arrangement is or contains a lease. A specific asset is the subject of a lease if fulfillment of the arrangement is dependent on the use of that specified asset. An arrangement conveys the right to use the asset if the arrangement conveys to the lessee the right to control the use of the underlying asset.
Leases in which substantially all the risks and rewards are with the lessor are classified as operating leases. Payments/receipts made under operating leases are recognized as expense/revenue in profit or loss on a straight-line basis, over the term of the lease.
Leases which involve not only the right to use assets, but also substantially transfer the risks and rewards to the lessee, are classified as finance leases.
In finance leases in which the Company or its subsidiaries act as lessee, the assets are capitalized to property, plant and equipment at the commencement of the lease against a liability measured at an amount equal to the lower of its fair value and the present value of the minimum future lease payments. Property, plant and equipment are depreciated over the shorter of the estimated useful life of the asset or the lease term.
For the financial leases the Company or its subsidiaries act as lessor, receivables from lessees are initially recorded based on the fair value of the asset leased.
In both cases, the financial income/expense is recognized in profit or loss over the term of the lease contract so as to produce an effective interest rate on the remaining balance of the investment/liability.
3.4 Property, plant and equipment:
Items of property, plant and equipment are measured at acquisition, construction or formation cost less accumulated depreciation and, if applicable, accumulated impairment losses. Cost also includes any other costs attributable to bringing the assets to the place and in a condition to operate as intended by Management, the cost of dismantling the items and restoring the site on which they are located and capitalized borrowing costs on qualifying assets.
The replacement cost of items of property, plant and equipment is recognized if it is probable that it will involve economic benefits for the subsidiaries and if the cost can be reliably measured, and the value of the replaced item is written off. Maintenance costs are recognized in profit or loss as they are incurred.
Depreciation is calculated on a straight-line basis, at annual rates of 2% to 20%, taking into consideration the estimated useful life of the assets, as instructed and defined by the Grantor.
Gains and losses derived from write off of an item of property, plant and equipment are determined by comparing the resources produced by disposal with the carrying amount of the asset, and are recognized net together with other operating income/expense.
Assets and facilities used in the regulated activities are tied to these services and may not be removed, disposed of, assigned or pledged in mortgage without the prior and express authorization of ANEEL. ANEEL regulates the release of Public Electric Energy Utility concession assets, granting prior authorization for release of assets of no use to the concession, but determines that the proceeds of the disposal be deposited in a tied bank account for use in the concession.
3.5 Intangible assets:
Includes rights related to non-physical assets such as goodwill and concession exploitation rights, software and rights-of-way.
Goodwill that arises on the acquisition of subsidiaries is measured at the difference between the fair value of the consideration transferred for acquisition of a business and the net fair value of the assets and liabilities of the subsidiary acquired.
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Goodwill is subsequently measured at cost less accumulated impairment losses. Goodwill and other intangible assets, if any, with indefinite useful lives are not subject to amortization and are tested annually for impairment.
Negative goodwill is recorded as gain in the income statement in the year of the business acquisition.
In the individual financial statements, fair value adjustments (added value) of net assets acquired in business combinations are included in the carrying amount of the investment and the amortization is stated in the individual statement of income under “income from equity in subsidiaries” in accordance with ICPC 09 (R2). In the consolidated financial statements the amount is stated as intangible and the amortization is classified in the consolidated statement of profit and loss as “amortization of intangible concession asset” under other operating expense.
Intangible assets corresponding to the right to operate concessions may have three origins, as follows:
i. Acquisitions through business combinations: the portion arising from business combinations that corresponds to the right to operate the concession is stated as an intangible asset. Such amounts are amortized over the remaining term of the concessions, on a straight-line basis or based on the net income curves projected for the concessionaires, as applicable.
ii. Investments in infrastructure (Application ICPC01 (R1) and IFRIC 12 – Concession agreements): under the electric energy distribution concession agreements with the subsidiaries, the intangible asset recorded corresponds to the concessionaires' right to charge the consumers for use of the concession infrastructure. Since the exploitation term is defined in the agreement, intangible assets with defined useful lives are amortized over the term of the concession in proportion to a curve that reflects the consumption pattern in relation to the economic benefits. For further information see note 3.1.
The infrastructure components are directly tied to the Company's operation and may not be removed, disposed of, assigned or pledged in mortgage without the prior and express authorization of ANEEL. In Resolution 20, of 3 February 1999, ANEEL authorizes public electric energy utilities concessionaires to release from their assets property and assets considered to be of no use to the concession, in accordance with articles 63 and 64 of Decree 41,019, of February 26, 1957, as amended by Decree 56,227 of April 30, 1965.
iii. Public utilities: upon certain generation concessions were granted the concessionaires assumed an obligation to pay the federal government for use of public assets. On the signing date of the respective agreements the Company’s subsidiaries recorded intangible assets and the corresponding liabilities, at fair value. The intangible assets, capitalized by interest incurred on the obligation until the start-up date, are amortized on a straight-line basis over the remaining term of each concession.
3.6 Impairment:
- Financial assets:
A financial asset not measured at fair value through profit or loss is reassessed at each reporting date to determine whether there is objective evidence that it is impaired. Impairment can occur after the initial recognition of the asset and have a negative effect on the estimated future cash flows.
The Company and its subsidiaries consider evidence of impairment of receivables and held-to-maturity investment securities for both specific asset and at a collective level for all significant securities. Receivables and held-to-maturity investment securities that are not individually significant are collectively assessed for impairment by grouping together the securities with similar risk characteristics.
In assessing collective impairment the Company uses historical trends of the probability of default, timing of recoveries and the amount of loss incurred, adjusted for Management's judgment as to whether the assumptions and current economic and credit conditions are such that the actual losses are likely to be higher or lower than suggested by historic trends.
An impairment loss of a financial asset is recognized as follows:
I. Amortized cost: as the difference between the carrying amount and the present value of the estimated future cash flows discounted at the asset’s original effective interest rate. Losses are recognized in profit or loss and shown in an allowance account against receivables. When a subsequent event indicates that the amount of impairment loss has decreased, this reduction is reversed to credit through profit or loss.
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II. Available-for-sale: as the difference between the acquisition cost, net of any principal repayment and amortization of the principal, and the current fair value, less any impairment loss previously recognized in profit or loss. Losses are recognized in profit or loss.
In the case of financial assets recorded at amortized cost and/or debt instruments classified as available-for-sale, if an increase (gain) is identified in subsequent periods, the impairment loss is reversed through profit or loss. However, any subsequent recovery in the fair value of an impaired equity instrument classified as available-for-sale is recognized in other comprehensive income.
- Non-financial assets
Non-financial assets that have indefinite useful lives, such as goodwill, are tested annually for impairment to assess whether the asset's carrying amount does not exceed its recoverable value. Other assets subject to amortization are tested for impairment whenever events or changes in circumstance indicate that the carrying amount may be impaired.
An impairment loss is recognized if the carrying amount of an asset exceeds its estimated recoverable amount, which is the greater of its value in use and its fair value less costs to sell.
The methods used to assess impairment include tests based on the asset's value in use. In such cases, the assets (e.g. goodwill, concession asset) are segregated and grouped together at the lowest level that generates identifiable cash inflows (the "cash generating unit", or CGU). If there is an indication of impairment, the loss is recognized in profit or loss. Except in the case of goodwill impairment which cannot be reversed in the subsequent period, impairment losses are reassessed annually for any possibility of reversals.
3.7 Provisions:
A provision is recognized if, as a result of a past event, there is a legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. When applicable, provisions are determined by discounting the expected future cash outflows at a rate that reflects current market assessment and the risks specific to the liability.
3.8 Employee benefits:
Certain subsidiaries have post-employment benefits including pension plans, recognized by the accrual method in accordance with CPC 33 (R1) and IAS 19 “Employee benefits” (as revised 2011), and are regarded as sponsors of these plans. Although the plans have particularities, they have the following characteristics:
i. Defined contribution plan: a post-employment benefit plan under which the Sponsor pays fixed contributions into a separate entity and will have no liability for the actuarial deficits of the plan. The obligations are recognized as an expense in profit or loss in the periods during which the services are rendered.
ii. Defined benefit plan: The net obligation is calculated as the difference between the present value of the actuarial obligation based on assumptions, biometric studies and interest rates in line with market rates, and the fair value of the plan assets as of the reporting date. The actuarial liability is calculated annually by independent actuaries, under the responsibility of Management, using the projected unit credit method. Actuarial gains and losses are recognized in Other Comprehensive Income when they occur. Net interest (income and expense are calculated by applying the discount rate in the beginning of the plan net liability or asset and the defined benefit obligation. When applicable, the cost of past services is recorded immediately in profit or loss.
If the plan records a surplus and it becomes necessary to recognize an asset, recognition is limited to the total of any unrecognized past service costs and the present value of future economic benefits available in the form of reimbursements or future reductions in contributions to the plan.
3.9 Dividends and Interest on shareholders’ equity:
Under Brazilian law, the Company is required to distribute a mandatory minimum annual dividend of 25% of net income adjusted in accordance with the Company´s bylaws. According to Brazilian and international accounting practices, CPC 24, IAS 10 and ICPC 08 (R1) a provision may only be made for the minimum mandatory dividend, and dividends declared but not yet approved are only recognized as a liability in the financial statements after approval by the competent body. They will therefore be held in equity, in the “additional dividend proposed” account, as they do not meet the present liability criteria at the reporting date.
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As established in the Company's bylaws and in accordance with current Corporate law, the Board of Directors is responsible for declaring an interim dividend and Interest on shareholders’ equity determined in a half-yearly balance sheet. An interim dividend and interest on shareholders’ equity declared at the base date of June 30 is only recorded as a liability in the Company's financial statement after the date of the Board's decision.
Interest on shareholders' equity is treated in the same way as dividends and is also stated in changes in shareholders’ equity. Withholding tax on interest on shareholders' equity is debited against shareholders’ equity when proposed by Management, as it fulfills the obligation criteria at that time.
3.10 Revenue recognition:
Operating income in the course of ordinary activities of the subsidiaries is measured at the fair value of the consideration received or receivable. Operating revenue is recognized when persuasive evidence exists that the most significant risks and rewards have been transferred to the buyer, when it is probable that the financial and economic rewards will flow to the entity, the associated costs can be reliably estimated, and the amount of the operating income can be reliably measured.
Revenue from distribution of electric energy is recognized when the energy is supplied. Unbilled revenue related to the monthly billing cycle is appropriated based on the actual amount of energy provided in the month and the annualized loss rate. Revenue from energy generation sales is accounted for based on the assured energy and at tariffs specified in the terms of the contract or the current market price, as applicable. Energy commercialization revenue is accounted for based on bilateral contracts with market agents and duly registered with the Electric Energy Commercialization Chamber - CCEE. No single consumer represents 10% or more of the Company’s net revenue.
Service revenue is recognized when the service is effectively provided, under a service agreement between the parties.
Revenue from construction contracts is recognized based on the percentage of completion method (“fixed-price”), and losses, if any, are recognized in profit or loss as incurred.
3.11 Income tax and Social contribution:
Income tax and Social contribution expense are calculated and recognized in accordance with the legislation in force and comprise current and deferred taxes. Income tax and social contribution are recorded in profit or loss except to the extent that they relate to items recorded directly in shareholders’ equity or other comprehensive income, or those taxes effects arising from business combinations.
Current taxes are the expected taxes payable or receivable/to be offset on the taxable income or loss. Deferred taxes are recorded for temporary differences between the carrying amounts of assets and liabilities for accounting purposes and the equivalent amounts used for taxes purposes and for taxes loss carryforwards.
The Company and certain subsidiaries recorded in their financial statements the effects of taxes loss carryforwards and deductible temporary differences, based on projections of future taxable profits, approved annually by the Boards of Directors and examined by the Fiscal Council. The subsidiaries also recognized taxes credits on merged goodwill, which are amortized in proportion to the individual projected net incomes for the remaining term of each concession agreement.
Deferred taxes assets and liabilities are offset if there is a legally enforceable right to offset current taxes liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity.
Deferred income tax and social contribution assets are reviewed at each reporting date and are reduced to the extent that they are no longer probable that the related taxes benefit will be realized.
3.12 Earnings per share:
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Basic earnings per share are calculated by dividing the profit or loss for the year attributable to the Company’s controlling shareholders by the weighted average number of shares outstanding during the year. Diluted earnings per share are calculated by dividing the profit or loss for the year attributable to the controlling shareholders, adjusted by the effects of instruments that potentially would have impacted the profit or loss for the year by the weighted average of the number of shares outstanding, adjusted by the effects of all dilutive potential convertible notes for the reporting periods, in accordance with CPC 41 and IAS 33.
3.13 Resources provided by CDE – Government grants:
Government grants are only recognized when it is reasonably certain that the amounts will be received by the Company. They are recorded in profit or loss for the periods in which the Company recognizes as income the discounts granted in relation to the low-income subsidy and other tariff discounts and as expense the costs of hydrological risk, involuntary exposure and ESS-Energy System Service charges.
The subsidies received through funds from the CDE (Notes 27 and 28) have the main purpose to offset discounts granted and expenses already incurred in order to provide immediate financial assistance to the distribution companies, in accordance with IAS 20 / CPC 07.
3.14 Sector financial asset and liability:
According to the tariff-pricing mechanism applicable to the distribution companies, the energy tariffs should be set at a price level (price-cap) that ensures the economic and financial equilibrium of the concession. Therefore, the concessionaires are authorized to charge from their consumers (after review and ratification by ANEEL) for: (i) The annual tariff increase; and (ii) every four or five years, according to each concession contract, the periodic review for purposes of reconciliation of part of Parcel B (controllable costs) and adjustment of Parcel A (non-controllable costs).
The distributors' revenue is mainly comprised of the sale of electric energy and for the delivery (transmission) of the electric energy via the distribution infrastructure (network). The distribution concessionaires' revenue is affected by the volume of energy delivered and the tariff. The electric energy tariff is comprised of two parcels which reflect a breakdown of the revenue:
· Parcel A (non-controllable costs): this parcel should be neutral in relation to the entity's performance, i.e., the costs incurred by the distributors, classifiable as Parcel A is fully passed through the consumer or borne by the Granting Authority ; and
· Parcel B (controllable costs) – comprised of capital expenditure on investments in infrastructure, operational costs and maintenance and remuneration to the providers of capital. It is this parcel that effectively affects the entity's performance, since it has no guarantee of tariff neutrality and thus involves an intrinsic business risk.
This tariff-pricing mechanism can cause temporal differences arising from the difference between the budgeted costs (Parcel A and other financial components) included in the tariff at the beginning of the tariff period and those actually incurred while it is in effect. This difference constitutes a right of the concessionaire to receive cash when the budgeted costs included in the tariff are lower than those effectively incurred, or an obligation to pay if the budgeted costs are higher than those effectively incurred.
On November 25, 2014, ANEEL approved an amendment to the distribution companies´ concession contracts, to include a specific clause that assures the compensation for outstanding balances (assets or liabilities) of any insufficient collection or reimbursement through the tariffs resulting from termination of the concession or from, for any reason will be indemnity.
On December 10, 2014, our eight distribution subsidiaries signed the amendments to the concession contracts. The amendments include a specific clause that assures the indemnification for outstanding balances (assets or liabilities) of any insufficient collection or reimbursement through the tariff resulting from termination of the concession, for any reason ("Sector financial asset and liability"). These contractual amendments assure from their signing date, the unconditional right (and impose the obligation) to receive (or deliver) cash or another financial instrument. This event (signing the contractual amendments) therefore eliminates any uncertainty to the realization of the asset and obligation of the liability. Accordingly, the Company and its distribution subsidiaries starts to recognize the components of Parcel A and other financial components, such as financial assets and liabilities with, against the item sector financial assets within and o
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operating revenue, in the Net Operating Revenue . After the initial recognition, the assets and liabilities balances are monetarily restated based on the variation in the SELIC or IPCA rates, based on to their respective underlying.
In accordance with CPC 23 / IAS 8, this was prospectively recorded from December 2014
3.15 Business combination
Business combinations are accounted for by applying the acquisition method. The consideration transferred in a business combination is measured at fair value, calculated as the sum of the fair values of the assets transferred by the acquirer, the liabilities incurred at the acquisition date to the former owner of the acquiree and the equity interests issued by the acquirer in exchange for control of the acquiree. Costs related to the acquisition are generally recognized in profit or loss, when incurred.
The non-controlling interests are initially be measured either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets. The measurement method is chosen on a transaction-by-transaction basis.
The excess of the consideration transferred over the fair value of the identifiable assets (including the intangible asset of operation of the concession) and net liabilities assumed at the acquisition date are recognized as goodwill. In the event that the fair value of the identifiable assets (including the intangible asset of operation of the concession) net liabilities assumed exceeds the consideration transferred, a bargain purchase is identified and the gain is recognized in the statement of income at the acquisition date.
3.16 New standards and interpretations adopted:
A number of IASB and CPC standards were issued or revised in 2014 and are mandatory for accounting periods beginning on or after January 1, 2014
a) Amendments to IAS 32 / CPC 39 - Offsetting of financial assets and liabilities
The amendments to IAS 32/CPC 39 clarify questions related to the requirements for offsetting of financial assets and liabilities and address inconsistencies in the previous standard for application of the offsetting criteria. The amendments clarify the meaning of "currently has a legal right to set-off" and "simultaneous realization and settlement".
The Company first applied these amendments, retrospectively, in the current financial year. However, as the Company and its subsidiaries have no financial assets and liabilities that qualify for offsetting, application of the amendments had no significant impact on the disclosures or amounts recognized in the financial statements.
b) Amendments to IFRS 10 / CPC 36 (R3), IFRS 12 / CPC 45 and IAS 27 / CPC 35 (R2) - Investment entities
The amendments to IFRS 10/CPC 36 (R3) define an investment entity and require an entity that reports and falls into this category to not consolidate its subsidiaries, but to measure them at fair value through profit or loss. To be classified as an investment entity, an entity shall: (i) obtains funds from one or more investors for the purpose of providing those investor(s) with investment management services; (ii) commits to its investor(s) that its business purpose is to invest funds solely for returns from capital appreciation, investment income, or both; and (iii) measures and evaluates the performance of substantially all of its investments on a fair value basis.
Changes were consequently made to IFRS 12/CPC 45 and IAS 27/CPC 35 (R2) to introduce new disclosure requirements for investment entities.
As the Company is not an investment entity (applying the criteria defined by IFRS 10/CPC 36 (R3)), application of the amendments had no significant impact on the disclosures or amounts recognized in the financial statements).
c) IFRIC 21 / ICPC 19- Levies
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IFRIC 21 / ICPC 19 address accounting for liabilities for levies if the liability is within the scope of IAS 37. It also addresses accounting for a levy liability for which the amount and term are known.
The Company first applied these amendments, retrospectively, in the current financial year. However, application of the amendments had no significant impact on the disclosures or the amounts recognized in the financial statements.
d) Amendments to IAS 36 / CPC 01 (R1) - Recoverable amount disclosures for non-financial assets
The amendments to IAS 36/CPC 01 (R1) address the disclosure of information about the recoverable amount of assets if based on fair value less costs of decommissioning. These amendments exclude the requirements for disclosure of the recoverable amount of a cash generating unit to which an intangible asset with an indefinite useful life has been allocated if there has been no reduction in the recoverable amount or reversal of a reduction in the recoverable amount.
Additional disclosures were also introduced for when the recoverable amount of an asset is measured at fair value less disposal costs, including fair value hierarchy and appreciation assumptions used.
The application of the amendments had no significant impact on the disclosures or the amounts recognized in the financial statements of the Company once the recoverable amount of the assets are based on their values in use.
e) Amendments to IAS 39/CPC 38 – Novation of derivatives and continuation of hedge accounting
The amendments to IAS 39/CPC 38 (i) provide relief from the requirement to discontinue hedge accounting when a hedging instrument is novated and (ii) clarify that any change in the fair value of the derivative hedge instrument that occurs after the novation shall be included in the assessment and measurement of the effectiveness of the hedge.
The Company does not apply hedge accounting in its transactions and these amendments therefore had no impact on the disclosures or the amounts recognized in the financial statements.
f) Amendments to the IFRS - annual improvements to IFRS 2010-2012 cycle (applicable from July 1, 2014)
The following Improvements were established in these amendments:
f.1) Amendments to IFRS 2/CPC 10 (R1): (i) amend the definitions of "vesting condition" and "market condition"; and (ii) add a "performance condition" and a "service condition", both of which were previously incorporated within the definition of a vesting condition. These apply for share-based payment transactions from July 1, 2014;
f.2) Amendments to IFRS 3/CPC 15 (R1): clarify that contingent considerations classified as assets or liabilities should be remeasured to fair value at each reporting date, irrespective of whether they are a financial instrument or a non-financial asset or liability. Changes in fair value that are not measurement adjustments for the period should be recognized in profit or loss for the year. These apply for business combinations from July 1, 2014;
f.3) Amendments to IFRS 8/CPC 22: require the disclosure of judgments made by management in aggregation of operating segments, including a description of the segments that have been aggregated and the indicators considered in determining that the aggregated operating segments share"similar economic characteristics". The amendments also clarify that a reconciliation of the total of reportable segments assets to the Company’s assets is only required if a measure of segment assets is regularly used by the decision makers.
f.4) Amendments to the basis for conclusions of IFRS 13/CPC 46: the amendments clarify that short-term receivables and payables with no stated interest rate can still be measured at the invoice amount without discounting, where the effect of discounting is immaterial. As there is no initial effective date for these amendments, they are taken to be effective immediately;
f.5) Amendments to IAS 16/CPC 27 and IAS 38/CPC 04 (R1): these amendments eliminate inconsistencies in accounting for accumulated depreciation and amortization on revaluation of intangible assets and/or items of property, plant and equipment. They clarify that the gross carrying amount is adjusted in a manner consistent with revaluation of the asset and that the accumulated depreciation or amortization is the difference between the gross value of the asset and its value after accumulated impairment losses.
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f.6) Changes to IAS 24/CPC 5 (R1): these clarify that a management entity providing key management personnel services to the reporting entity is a related party of the reporting entity. Consequently, the Company has to disclose the amounts incurred, paid or payable to the group entity for the service, as transactions with related parties, set against the provision of services of key management personnel. However, it is not necessary to disclose the components of the consideration paid.
The application of the amendments had no significant impact on the disclosures or the amounts recognized in the financial statements of the Company.
g) Amendments to the IFRS - annual improvements to IFRS 2011-2013 cycle (applicable from July 1, 2014)
The following Improvements were established in these amendments:
g.1) Amendments to IFRS 3/CPC 15 (R1): these amendments clarify that IFRS 3/CPC 15 (R1) do not apply to all types of joint arrangement in the financial statements of the joint arrangement itself;
g.2) Amendments to IFRS 13/CPC 46; these amendments clarify that the scope of the exclusions for measurement of the fair value of financial assets and liabilities with offsetting positions includes all contracts that fall within the scope of or are recorded in accordance with IAS 39 or IFRS 9, even if the contracts do not meet the definition of financial assets or financial liabilities included in IAS 32;
g.3) Amendments to IAS 40/CPC 28. These clarify that IAS 40/CPC 28 and IFRS 3/CPC 15 (R1) are not mutually exclusive and application of both standards may be required. Consequently, a company acquiring investment property has to determine whether it meets the definition of investment property pursuant to IAS 40/CPC 28 and the definition of a business combination in the scope of IFRS 3.
The application of the amendments had no significant impact on the disclosures or the amounts recognized in the financial statements of the Company.
3.17 New standards and interpretations not yet adopted:
A number of new IFRS standards and amendments to the standards and interpretations were issued by the IASB and had not yet come into effect for the year ended December 31, 2014. Consequently, the Company has not adopted them:
a) IFRS 9 - Financial instruments
Established new requirements for classification and measurement of financial assets and liabilities. Financial assets are classified in two categories: (i) measured at fair value at initial recognition; and (ii) measured at amortized cost, based on the business model under which they are held and the characteristics of the contractual cash flows.
With regard to financial liabilities, the main alteration in relation to the requirements already set by IAS 39/CPC 38 requires any change in fair value of a financial liability designated at fair value through profit or loss attributable to changes in the liability's credit risk to be stated in other comprehensive income and not in profit or loss, unless such recognition results in incompatibility in profit or loss.
Adoption is scheduled from January 1, 2018, including the changes related to impairment, measurement and classification.
In relation to changes in financial assets, the distribution subsidiaries have relevant assets classified as available-for-sale, in accordance with the current requirements of IAS 39 / CPC 38. These assets represent the right to compensation at the end of the distribution subsidiaries' concession terms. These instruments are designated as available-for-sale as they are not classified in the other three categories established by IAS 39 / CPC 38 (loans and receivables, fair value through profit or loss and held-to-maturity).
If these instruments were to be classified in accordance with the new concepts of fair value or amortized cost, they would be designated and registered at "fair value through profit or loss". These financial assets correspond to the fair value of compensation at the end of the concession, and therefore fall into this category.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Based on a preliminary evaluation of initial adoption of these changes, the Company estimates that although it holds financial assets classified as available-for-sale, there will be no relevant impacts on its financial statements.
b) IFRS 14 - Regulatory deferral accounts
IFRS 14 establishes that rate-regulated entities may continue to recognize regulatory deferral accounts only in connection with their first-time adoption of IFRS, allowing first-time adopters to continue to apply their previous GAAP accounting policies in relation to regulatory assets and liabilities.
IFRS 14 is effective for the first annual financial statements of an entity prepared in accordance with IFRS for annual periods beginning on or after 1 January 2016.Earlier application is permitted.
As the Company and its subsidiaries are not first-time adopters of IFRS, there will be no impact on their financial statements.
c) IFRS 15 - Revenue from contracts with customers
IFRS 15 provides a single, straightforward model for accounting for contracts with customers, and when it comes into effect, will substitute the current guide for revenue recognition provided in IAS 18/CPC 30 (R1) – Revenue and IAS 11/CPC 17 (R1) - Construction contracts and related interpretations.
The standard establishes that an entity will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard introduces a five-step model for revenue recognition: (1) Identify the contract with the customer; (2) Identify the performance obligations in the contract; (3) Determine the transaction price; (4) Allocate the transaction price to the performance obligations in the contract and (5) Recognize revenue when (or as) the entity satisfies a performance obligation.
Under IFRS 15, an entity recognizes revenue when (or as) the entity satisfies a performance obligation, i.e., when the "control" over the goods and services in a certain operation is transferred to the customer, and will establish a greater level of detail in the disclosures.
The standard will be applicable for annual reporting periods beginning on or after 1 January 2017, and the Company is assessing the potentials impacts of adoption of this new pronouncement.
d) Amendments to IFRS 11/CPC 19 (R2) - Accounting for acquisition of an interest in a joint operation
The amendments to IFRS 11/CPC 19
(R2) provide instructions for accounting for an interest
in a joint
operation that constitute a "business" under the definition established in IFRS
3/CPC 15 (R1) – Business combinations.
The amendments established the relevant principles for accounting for a business combination in respect of testing for impairment of an asset to which the goodwill arising from acquisition of the business combination has been allocated. The same requirements should be applied in setting up a joint arrangement if, and only if, a business that existed previously benefits from the joint arrangement in the case of one of the participating parties. A business combination is also required to disclose the relevant information required by IFRS 3/CPC 15 (R1) and the other business combination standards.
These amendments apply prospectively to annual periods beginning on or after 1 January 2017. Based on a preliminary evaluation of initial adoption of these amendments, the Company estimates that there will be no relevant impacts on its financial statements.
e) Amendments to IAS 16/CPC 27 and IAS 38/CPC 04 (R1) - Clarification of acceptable methods of depreciation and amortization
The amendments to IAS 16/CPC 27 prohibit the use of the revenue based depreciation method.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The amendments to IAS 38/CPC 04 (R1) introduced the premise that revenue is an inappropriate basis for amortizing an intangible asset, except when: (i) the intangible asset is expressed as a measure of revenue; or (ii) when it can be demonstrated that revenue and the economic benefits of the intangible asset are highly correlated.
These amendments apply prospectively to annual periods beginning on or after 1 January 2016. The Company currently amortizes the intangible asset of concession based on the projected income curve of the concessionaires over the remaining term of the concession. These projections are reviewed annually. The balances of the subsidiary CPFL Renováveis are amortized over the remaining term of the exploration rights, by the straight-line method.
Considering these amendments, this method no longer will be permitted, and the Company will amortize some of its intangible assets prospectively and from 2016 using the straight-line method over the remaining term of the concessions. The preliminary and initial estimate of the impact is R$ 91,255 lower amortization between 2016 and 2021, generating higher net income, estimated at R$ 85,415. This effect will be offset against higher amortization between 2022 and 2036.
f) Amendment to IAS 19/CPC 33 (R1) - Defined Benefit Plans: Employee Contributions
These amendments apply to employees or third-party contributions to the defined benefit plans. The objective of the amendments is to simplify accounting for contributions that do not relate to the years of service of the employee, e.g. employee contributions that are calculated in accordance with a fixed percentage of the salary.
The amendments are effective for annual periods from July 1, 2014. Based on a preliminary analysis, the Company does not anticipate relevant impacts on its financial statements.
( 4 ) DETERMINATION OF FAIR VALUES
A number of the Group’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 purposes based on the following methods. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.
Accordingly, the Company measures fair value in accordance with IFRS 13/CPC 46, which define fair value as an estimate of the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions.
- 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 fair value 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.
- Financial instruments
Financial instruments measured at fair values were valued 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, when available, from the BM&FBOVESPA S.A – Bolsa de Valores, Mercadorias e Futuros (“BM&FBOVESPA”) and “Associação Brasileira das Entidades dos Mercados Financeiro e de Capitais – ANBIMA” (note 35), and also includes the debtor's credit rating.
Financial assets classified as available-for-sale refer to the right to compensation, 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, involves assessing the replacement price for the distribution infrastructure, in accordance with criteria established by the Grantor (“ANEEL”). 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.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The Law nº 12,783 on January 11, 2013, established that, for concession contracts that expire by 2017, calculation of the amount of compensation due on reversal of the assets will be based on the replacement value method, according to regulatory criteria to be established the granting authority. In the case of concessions terms that expire after 2017, Management believes that, compensation will be based at least on valuation of the assets using the new replacement value model, as under Law 12,783/13.
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 Grantor 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 accordance with the tariff review process.
( 5 ) CASH AND CASH EQUIVALENT
Parent company |
Consolidated | ||||||
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | ||||
Bank balances |
628 |
936 |
177,872 |
132,130 | |||
Short-term financial investments |
799,147 |
989,737 |
4,179,583 |
4,074,292 | |||
Overnight investment (a) |
- |
- |
84,512 |
46,809 | |||
Bank deposit certificates (b) |
- |
- |
557,018 |
377,556 | |||
Repurchase agreements with debentures (b) |
- |
- |
15,985 |
8,970 | |||
Investment funds (c) |
799,147 |
989,737 |
3,522,069 |
3,640,957 | |||
Total |
799,775 |
990,672 |
4,357,455 |
4,206,422 |
a) Current account balances, which earn daily interest by investment in repurchase agreements secured on debentures and interest of 20% of the variation in the Interbank Deposit Certificate - CDI.
b) Short-term investments in Bank Deposit Certificates and secured debentures with major financial institutions that operate in the Brazilian financial market, with daily liquidity, low credit risk and interest equivalent, on average, to 101% of the CDI.
c) Amounts invested in Exclusive Funds, with daily liquidity and interest equivalent, on average, to 101% of the Interbank Deposit Certificate - CDI, in investments subject to floating rates tied to the CDI linked to federal government bonds, CDBs, financial bills and secured debentures of major financial institutions, with low credit risk.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 6 ) CONSUMERS, CONCESSIONAIRES AND LICENSEES
In the consolidated financial statements, the balance derives mainly from the supply of electric energy. The following table shows the breakdown at December 31, 2014 and 2013:
Consolidated | |||||||||
Past due |
Total | ||||||||
Amounts coming due |
until 90 days |
> 90 days |
December 31, 2014 |
December 31, 2013 | |||||
Current |
|||||||||
Consumer classes |
|||||||||
Residential |
196,656 |
234,465 |
38,197 |
469,318 |
500,623 | ||||
Industrial |
85,161 |
51,311 |
34,600 |
171,072 |
179,953 | ||||
Commercial |
90,574 |
46,308 |
11,238 |
148,120 |
173,828 | ||||
Rural |
27,882 |
7,300 |
1,136 |
36,319 |
35,023 | ||||
Public administration |
38,606 |
8,052 |
418 |
47,076 |
33,906 | ||||
Public lighting |
31,633 |
5,541 |
7,976 |
45,151 |
38,134 | ||||
Public utilities |
43,547 |
5,100 |
131 |
48,777 |
41,182 | ||||
Billed |
514,060 |
358,077 |
93,696 |
965,833 |
1,002,649 | ||||
Unbilled |
705,318 |
- |
- |
705,318 |
627,852 | ||||
Financing of consumers' debts |
73,217 |
10,272 |
20,023 |
103,512 |
128,782 | ||||
Free energy |
388 |
- |
- |
388 |
4,161 | ||||
CCEE transactions |
227,986 |
- |
- |
227,986 |
21,313 | ||||
Concessionaires and licensees |
334,403 |
- |
- |
334,403 |
324,535 | ||||
Other |
18,271 |
- |
- |
18,272 |
24,254 | ||||
Total |
1,873,643 |
368,349 |
113,718 |
2,355,712 |
2,133,546 | ||||
Allowance for doubtful accounts |
(104,588) |
(125,758) | |||||||
Total |
2,251,124 |
2,007,789 | |||||||
Non current |
|||||||||
Financing of consumers' debts |
96,547 |
- |
- |
96,547 |
120,042 | ||||
Free energy |
4,139 |
- |
- |
4,139 |
- | ||||
CCEE transactions |
41,301 |
- |
- |
41,301 |
41,301 | ||||
Total |
141,988 |
- |
- |
141,988 |
161,343 | ||||
Allowance for doubtful accounts |
(18,583) |
(7,489) | |||||||
Total |
123,405 |
153,854 | |||||||
Financing of consumers' debts - Refers to the negotiation of overdue receivables from consumers, principally public utilities. Payment of some of these credits is guaranteed by the debtors, in the case of public entities, by pledging the bank accounts through which their ICMS (VAT) revenue is received. Allowances for doubtful accounts are based on best estimates of the subsidiaries' Managements for unsecured amounts.
Electric Energy Trading Chamber (CCEE) transactions - The amounts refer to the sale of electric energy on the short-term market. The noncurrent amount receivable mainly comprises: (i) adjustments of entries made by the CCEE in response to certain legal decisions (preliminary orders) in the accounting processes for the period from September 2000 to December 2002; and (ii) provisional accounting entries established by the CCEE. The subsidiaries consider that there is no significant risk on the realization of these assets and consequently no valuation allowance was recorded for these transactions.
Concessionaires and licensees - Refers basically to accounts receivable in respect of the supply of electric energy to other concessionaires and licensees, mainly by the subsidiaries CPFL Geração, CPFL Brasil and CPFL Renováveis.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Allowance for doubtful accounts
Changes in the allowance for doubtful accounts are shown below:
|
Consolidated | ||||
|
Consumers, concessionaires and licensees |
|
Other Credits (note 12) |
|
Total |
At December 31, 2012 |
(128,478) |
|
(22,000) |
|
(150,479) |
Allowance for doubtful accounts |
(111,768) |
|
3,999 |
|
(107,769) |
Recovery of revenue |
35,016 |
|
2,429 |
|
37,445 |
Write-off of accounts receivable and provisioned |
71,984 |
|
2,421 |
|
74,405 |
At December 31, 2013 |
(133,247) |
|
(13,152) |
|
(146,400) |
Allowance for doubtful accounts |
(129,482) |
|
(3,444) |
|
(132,925) |
Recovery of revenue |
49,363 |
|
(136) |
|
49,227 |
Write-off of accounts receivable and provisioned |
90,196 |
|
1,446 |
|
91,642 |
At December 31, 2014 |
(123,171) |
|
(15,285) |
|
(138,457) |
|
|
|
|
|
|
Current |
(104,588) |
|
(13,304) |
|
(117,892) |
Noncurrent |
(18,583) |
|
(1,981) |
|
(20,564) |
( 7 ) RECOVERABLE TAXES
Parent company |
Consolidated | ||||||
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | ||||
Current |
|||||||
Prepayments of social contribution - CSLL |
- |
393 |
21,951 |
3,054 | |||
Prepayments of income tax - IRPJ |
- |
1,301 |
32,030 |
5,767 | |||
IRRF on interest on equity |
20,594 |
14,091 |
21,044 |
14,537 | |||
Income tax and social contribution to be offset |
870 |
807 |
51,236 |
14,731 | |||
Withholding tax - IRRF |
21,530 |
13,218 |
88,249 |
106,627 | |||
ICMS to be offset |
- |
- |
66,641 |
77,559 | |||
Social Integration Program - PIS |
1,072 |
- |
7,527 |
6,783 | |||
Contribution for Social Security financing- COFINS |
5,005 |
42 |
38,098 |
30,123 | |||
National Social Security Institute - INSS |
- |
1 |
1,846 |
2,279 | |||
Other |
- |
20 |
1,015 |
972 | |||
Total |
49,071 |
29,874 |
329,638 |
262,433 | |||
Noncurrent |
|||||||
Social contribution to be offset - CSLL |
- |
- |
46,555 |
42,848 | |||
Income tax to be offset - IRPJ |
- |
- |
8,352 |
11,851 | |||
ICMS to be offset |
- |
- |
79,223 |
99,777 | |||
Social Integration Program - PIS |
- |
- |
1,576 |
3,073 | |||
Contribution for Social Security financing- COFINS |
- |
- |
7,305 |
14,116 | |||
Other |
- |
- |
1,372 |
1,698 | |||
Total |
- |
- |
144,383 |
173,362 | |||
Withholding tax - IRRF - The balance at December 31, 2014 relates mainly to the IRRF on financial investments.
Social contribution to be offset – CSLL – In noncurrent, the balance refers primarily to the final favorable decision in a lawsuit filed by the subsidiary CPFL Paulista. The subsidiary CPFL Paulista is awaiting the normal course of permission by the Federal tax authority in order to systematically offset the credit.
ICMS (VAT) to be offset – In noncurrent, the balance mainly refers to the credit recorded on acquisition of assets that result in the recognition of intangible assets and financial assets.
PIS and COFINS – In noncurrent, the balance refers basically to credits recognized by the indirect subsidiary CPFL Renováveis in relation to the acquisition of equipment, which will be realized by depreciation of the equipment.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 8 ) SECTOR FINANCIAL ASSET AND LIABILITY
See below a breakdown of the amounts of the Sector financial asset and liability (assets and/or liabilities):
Consolidated | ||
December 31, 2014 | ||
Parcel "A" |
||
CVA (*) |
||
CCC (**) |
58 | |
CDE |
53,198 | |
Eletric energy cost |
1,248,165 | |
EER (Energy reserve charge) |
(18,922) | |
ESS |
(603,321) | |
Proinfa |
9,249 | |
Basic network charges |
154,593 | |
Passthrough from Itaipu |
(309,727) | |
Transmission from Itaipu |
4,076 | |
Neutrality of the sector charges |
(12,338) | |
Overcontracting |
597,422 | |
Other financial components |
(211,735) | |
910,720 | ||
Current asset |
610,931 | |
Noncurrent asset |
321,788 | |
Current liability |
(21,998) | |
910,720 | ||
(*) Deferred tariff costs and gains variations from Parcel “A” items
(**) Fuel consumption account
As the sector assets and liabilities were recognized in December 2014, no financial income or expense was appropriated for the year ended December 31, 2014.
a) CVA:
Refers to the variations of the Parcel A account, in accordance with Note 3.14. The amounts recorded are monetarily adjusted by SELIC rate and are compensated in the subsequent adjustments.
b) Overcontracting:
Electric energy distribution concessionaires are obliged to guarantee 100% of their energy and market through contracts approved, registered and ratified by ANEEL, and are also assured that costs or income derived from overcontracting will be passed through the tariffs, up to 5% of the energy load requirement. These amounts are monetary adjusted by IPC-A (surpluses) and by SELIC (shortfalls) rates and are compensated in the subsequent tariff adjustments.
c) Tariff review / provisional procedure:
These are financial components granted to compensate any re-calculations of tariff processes by ANEEL so as to neutralize the effects on consumers.
d) Other financial components
Mainly refers to (i) exposure to price differences between sub-markets imposed on the distribution agents who entered into Agreements for commercialization of electric energy in the regulated environment - CCEAR and (ii) financial guarantees related to offsetting the cost of the prior raising of guarantees required from the distributors in order to conduct commercial transactions between sector agents.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 9 ) DEFERRED TAXES
9.1 Breakdown of tax credits and debits:
Parent company |
Consolidated | ||||||
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | ||||
Social contribution credit/(debit) |
|||||||
Tax losses carryforwards |
41,133 |
41,245 |
47,564 |
47,660 | |||
Tax benefit of merged goodwill |
- |
- |
107,359 |
121,820 | |||
Deductible temporary differences |
348 |
511 |
(290,367) |
(185,861) | |||
Subtotal |
41,481 |
41,756 |
(135,444) |
(16,381) | |||
Income tax credit / (debit) |
|||||||
Tax losses carryforwards |
108,182 |
123,429 |
126,085 |
141,113 | |||
Tax benefit of merged goodwill |
- |
- |
367,944 |
416,418 | |||
Deductible temporary differences |
966 |
612 |
(807,934) |
(519,615) | |||
Subtotal |
109,148 |
124,042 |
(313,906) |
37,917 | |||
PIS and COFINS credit/(debit) |
|||||||
Deductible temporary differences |
- |
- |
2,348 |
30,025 | |||
Total |
150,628 |
165,798 |
(447,002) |
51,560 | |||
Total tax credit |
150,628 |
165,798 |
938,496 |
1,168,706 | |||
Total tax debit |
- |
- |
(1,385,498) |
(1,117,146) |
9.2 Tax benefit of merged goodwill:
Refers to the tax credit calculated on the goodwill derived from the acquisition of subsidiaries, as shown in the following table, which had been incorporated and is recognized in accordance with CVM Instructions nº 319/99 and nº 349/01 and ICPC 09 (R2) - Individual Financial Statements, Separate Financial Statements, Consolidated Financial Statements and Application of the Equity Method. The benefit is realized proportionally to 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 concessions, as shown in note 15.
Consolidated | |||||||
December 31, 2014 |
December 31, 2013 | ||||||
Social contribution |
Income tax |
Social contribution |
Income tax | ||||
CPFL Paulista |
61,819 |
171,719 |
68,938 |
191,495 | |||
CPFL Piratininga |
14,691 |
50,417 |
16,148 |
55,414 | |||
RGE |
28,496 |
117,683 |
31,342 |
129,436 | |||
CPFL Santa Cruz |
869 |
2,733 |
1,757 |
5,525 | |||
CPFL Leste Paulista |
387 |
1,184 |
939 |
2,863 | |||
CPFL Sul Paulista |
603 |
1,892 |
1,386 |
4,332 | |||
CPFL Jaguari |
312 |
962 |
824 |
2,516 | |||
CPFL Mococa |
182 |
554 |
485 |
1,499 | |||
CPFL Geração |
- |
20,800 |
- |
23,282 | |||
CPFL Serviços |
- |
- |
- |
57 | |||
Total |
107,359 |
367,944 |
121,820 |
416,418 | |||
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
9.3 Accumulated balances on nondeductible temporary differences:
Consolidated | |||||||||||
December 31, 2014 |
December 31, 2013 | ||||||||||
Social contribution |
Income tax |
PIS/COFINS |
Social contribution |
Income tax |
PIS/COFINS | ||||||
Nondeductible temporary differences |
|||||||||||
Reserve for tax, civil and labor |
29,282 |
81,340 |
- |
29,969 |
83,241 |
- | |||||
Private pension fund |
1,900 |
5,277 |
- |
2,004 |
5,566 |
- | |||||
Allowance for doubtful accounts |
12,422 |
34,506 |
- |
13,379 |
37,163 |
- | |||||
Free energy provision |
6,210 |
17,251 |
- |
5,429 |
15,081 |
- | |||||
Research and development and energy efficiency programs |
11,821 |
32,836 |
- |
11,471 |
31,864 |
- | |||||
Reserves related to personnel |
3,303 |
9,176 |
- |
3,522 |
9,785 |
- | |||||
Depreciation rate difference |
7,087 |
19,685 |
- |
7,212 |
20,033 |
- | |||||
Recognition of the concession - adjustment of intangible assets (IFRS / CPC) |
(1,572) |
(4,368) |
- |
(1,798) |
(4,995) |
- | |||||
Recognition of the concession - financial adjustment (IFRS / CPC) |
(45,322) |
(125,895) |
(278) |
(36,093) |
(100,258) |
(22) | |||||
Regulatory assets and liabilities |
- |
- |
- |
17,067 |
47,407 |
18,549 | |||||
Tariff revision |
4,579 |
12,720 |
5,186 |
10,151 |
28,198 |
11,497 | |||||
Actuarial losses (IFRS / CPC) |
39,023 |
108,398 |
- |
33,178 |
92,464 |
- | |||||
Other adjustments (IFRS / CPC) |
8,613 |
23,788 |
- |
13,758 |
38,081 |
- | |||||
Accelerated depreciation |
(19) |
(54) |
- |
(9) |
(26) |
- | |||||
Other |
4,511 |
11,306 |
- |
7,496 |
17,324 |
- | |||||
Nondeductible temporary differences - comprehensive income: |
|||||||||||
Property, plant and equipment - deemed cost adjustments (IFRS/CPC) |
(61,792) |
(171,643) |
(2,559) |
(65,079) |
(180,774) |
- | |||||
Nondeductible temporary differences - Business combination - CPFL Renováveis |
- |
||||||||||
Deferred taxes - asset: |
|||||||||||
Fair value of property, plant and equipment (negative value added of assets) |
25,725 |
71,458 |
- |
27,050 |
75,138 |
- | |||||
Deferred taxes - liability: |
|||||||||||
Value added derived from determination of deemed cost |
(6,477) |
(17,992) |
- |
(6,970) |
(19,360) |
- | |||||
Value added of assets received from the former ERSA |
(89,882) |
(249,671) |
- |
(93,120) |
(258,667) |
- | |||||
Intangible asset - exploration right/authorization in indirect subsidiaries acquired |
(224,871) |
(624,642) |
- |
(155,471) |
(431,863) |
- | |||||
Other temporary differences |
(14,907) |
(41,410) |
- |
(9,006) |
(25,016) |
- | |||||
Total |
(290,367) |
(807,935) |
2,348 |
(185,861) |
(519,615) |
30,025 | |||||
9.4 Estimate of recovery:
The estimate of recovery of the deferred tax credits recorded in noncurrent assets, derived from temporary non-deductible differences and tax benefit of the merged goodwill and tax loss carry forwards, is based on the projections of future profit or loss, approved by the Board of Directors and reviewed by the Audit Committee, in accordance with the following table:
Expectation of recovery |
Parent company |
Consolidated | ||
2015 |
12,197 |
152,810 | ||
2016 |
21,018 |
121,938 | ||
2017 |
21,277 |
95,190 | ||
2018 |
17,297 |
77,681 | ||
2019 |
16,151 |
73,978 | ||
2020 to 2022 |
44,687 |
188,808 | ||
2023 to 2025 |
18,003 |
126,811 | ||
2026 to 2028 |
- |
63,568 | ||
2032 to 2034 |
- |
37,714 | ||
Total |
150,628 |
938,496 | ||
66
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
9.5 Reconciliation of the amounts of income tax and social contribution reported in the income statements for 2014 and 2013:
Parent company | |||||||
2014 |
2013 | ||||||
Social contribution |
Income tax |
Social contribution |
Income tax | ||||
Income before taxes |
959,607 |
959,607 |
974,942 |
974,942 | |||
Adjustments to reflect effective rate: |
|||||||
Equity in subsidiaries |
(1,011,185) |
(1,011,185) |
(1,022,779) |
(1,022,779) | |||
Amortization of intangible asset acquired |
(25,180) |
- |
(28,037) |
- | |||
Interest on shareholders' equity |
137,291 |
137,291 |
163,170 |
163,170 | |||
Other permanent additions (exclusion), net |
13,443 |
19,415 |
6,357 |
7,037 | |||
Calculation base |
73,977 |
105,129 |
93,654 |
122,370 | |||
Statutory rate |
9% |
25% |
9% |
25% | |||
Tax credit (debit) result |
(6,658) |
(26,282) |
(8,429) |
(30,593) | |||
Tax credit recorded (not recorded), net |
11,830 |
10,680 |
172 |
1,326 | |||
Total |
5,172 |
(15,602) |
(8,257) |
(29,267) | |||
Current |
(4,558) |
(18,708) |
(6,138) |
(19,772) | |||
Deferred |
9,730 |
3,106 |
(2,119) |
(9,495) | |||
Consolidated | |||||||
2014 |
2013 | ||||||
Social contribution |
Income tax |
Social contribution |
Income tax | ||||
Income before taxes |
1,510,304 |
1,510,304 |
1,519,200 |
1,519,200 | |||
Adjustments to reflect effective rate: |
|||||||
Equity in subsidiaries |
(59,684) |
(59,684) |
(120,868) |
(120,868) | |||
Amortization of intangible asset acquired |
93,116 |
119,477 |
101,886 |
131,161 | |||
Tax incentives - PIIT(*) |
(10,914) |
(10,914) |
(10,882) |
(10,882) | |||
Effect of presumed profit system |
17,467 |
(25,827) |
(42,151) |
(74,675) | |||
REFIS(**) Law 11919/09 art 4 |
- |
- |
(12,739) |
(12,739) | |||
Adjustment of excess and surplus revenue of reactive |
102,062 |
102,062 |
74,318 |
74,318 | |||
Tax incentive - exploitation profit |
- |
(71,380) |
- |
(53,200) | |||
Other permanent additions (exclusion), net |
56,652 |
(1,661) |
50,489 |
15,871 | |||
Calculation base |
1,709,002 |
1,562,376 |
1,559,254 |
1,468,187 | |||
Statutory rate |
9% |
25% |
9% |
25% | |||
Tax credit/(debit) result |
(153,810) |
(390,594) |
(140,333) |
(367,047) | |||
Tax credit (not recorded) recorded, net |
(15,179) |
(64,278) |
(16,422) |
(46,361) | |||
Total |
(168,989) |
(454,871) |
(156,756) |
(413,408) | |||
Current |
(135,421) |
(330,600) |
(147,107) |
(374,874) | |||
Deferred |
(33,568) |
(124,272) |
(9,648) |
(38,534) |
(*) Technologic innovation program
(**) Tax recovery program
Amortization of intangible asset acquired – Refers to the non-deductible portion of amortization of intangible assets derived from the acquisition of investees. These amounts are classified at the parent company under equity income, in closer conformity with ICPC 09 (R2) (Note 15).
Tax credit (not recorded) / recorded, net - the tax credit recorded corresponds to the amount of the tax credit on the tax loss carry forwards recorded as a result of review of the projections of future profit or loss. The amount of unrecorded credit corresponds to losses generated where there is not currently reasonable certainty that future taxable income will be sufficient to absorb it.
67
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Income tax and social contribution deferred recognized directly in equity (other comprehensive income) for the year 2014 and 2013 were as follows:
Consolidated | |||||||
2014 |
2013 | ||||||
Social contribution |
Income tax |
Social contribution |
Income tax | ||||
Actuarial loss |
247,040 |
247,040 |
(431,529) |
(431,529) | |||
Statutory rate |
9% |
25% |
9% |
25% | |||
Calculated tax |
22,234 |
61,760 |
(38,838) |
(107,882) | |||
Restriction on recording (reversal) of tax credits |
(16,590) |
(46,081) |
46,434 |
128,980 | |||
Recognized taxes in other comprehensive income |
5,644 |
15,679 |
7,596 |
21,098 | |||
In relation to the provisions introduced by Law 12,973/2014, involving changes in IRPJ, CSLL ,PIS and COFINS, effective from January 1, 2015, the subsidiary CPFL Geração has opted for early adoption. The other CPFL group entities, including CPFL Energia did not opt for early adoption, and for 2014, they continue to be subject to the Temporary Tax Regime - RTT, introduced by Law 11,941/2009
9.6 Unrecognized tax credits:
The parent company has unassessed tax loss and social contribution carryforwards amounting to R$ 106,586 that could be recognized in the future, in accordance with reviews of the annual projections of taxable income.
Some subsidiaries also have income tax and social contribution credits on tax loss carryforwards that were not recognized as it could not be reliable estimated whether future taxable income will be available against which they can be utilized. In December 31, 2014, the main subsidiaries that have such credits of Income Tax and Social Contribution are CPFL Renováveis (R$ 435,438), Sul Geradora (R$ 72,537) e CPFL Jaguari Geração (R$ 1,774). There is no prescriptive period for use of the tax loss carryforwards.
( 10 ) LEASES
Lessor activities to provide services and leases equipment relating to power self-produced, until October 31, 2014, were performed by the subsidiary CPFL Serviços, after that by the subsidiary CPFL Eficiência Energética S.A (Note 13) in which it is the lessor, and the main risks and rewards of ownership of the assets are transferred to the lessees.
The essence is to lease equipment of own power production in order to attend the customers who require higher consumption of electricity at peak hours (when tariffs are higher). In addition, the company offers maintenance and operation services.
The subsidiary constructs the power generation plant at the customer’s place. Since the equipment is operating, the customer makes monthly fixed payments; the revenue is recognized in the period of the lease contract based on the contract effective interest rate.
These investments are recorded at present value of the minimum lease payments receivable. These payments received are recorded as amortization of the minimum lease payments and the operating revenue is recorded in the profit or loss in accordance with the effective interest rate during the lease term.
The investments produced operating income during 2014 were R$ 10,683 (R$ 14,615 in 2013).
68
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated |
|||||||
December 31, 2014 |
December 31, 2013 |
||||||
Gross investment |
88,969 |
93,398 |
|||||
Financial income unrealized |
(41,403) |
(44,824) |
|||||
Present value of minimum lease payments receivable |
47,566 |
48,574 |
|||||
Current |
12,396 |
10,757 |
|||||
Noncurrent |
35,169 |
37,817 |
|||||
Gross investment |
Within 1 year |
1 to 5 years |
Over 5 years |
Total | |||
15,866 |
42,907 |
30,196 |
88,969 | ||||
Present value of minimum lease payments receivable |
12,396 |
24,387 |
10,782 |
47,566 |
At December 31, 2014, there are no (i) unsecured residual amounts that benefit the lessor; (ii) provisions for uncollectible minimum lease payments receivable; or (iii) contingent payments recognized as revenue during the period.
( 11 ) FINANCIAL ASSET OF CONCESSION LEASES
Distribuition |
Transmission |
Consolidated | |||
As of December 31, 2012 |
2,377,240 |
- |
2,377,240 | ||
Current |
34,444 |
- |
34,444 | ||
Noncurrent |
2,342,796 |
- |
2,342,796 | ||
Additions |
521,168 |
15,249 |
536,417 | ||
Spin-off generation activity on the distribuition |
(12,862) |
- |
(12,862) | ||
Change in the expectation of cash flow |
(66,851) |
- |
(66,851) | ||
Income from financial asset measured at amortized cost |
- |
231 |
231 | ||
Receipt |
(34,444) |
- |
(34,444) | ||
Disposal |
(12,659) |
- |
(12,659) | ||
As of December 31, 2013 (noncurrent) |
2,771,593 |
15,480 |
2,787,073 | ||
Additions |
435,852 |
59,576 |
495,428 | ||
Spin-off generation activity on the distribuition |
(5,542) |
- |
(5,542) | ||
Change in the expectation of cash flow |
104,642 |
- |
104,642 | ||
Income from financial asset measured at amortized cost |
- |
2,723 |
2,723 | ||
Disposal |
(9,708) |
- |
(9,708) | ||
As of December 31, 2014 |
3,296,837 |
77,779 |
3,374,616 | ||
Current |
540,094 |
- |
540,094 | ||
Noncurrent |
2,756,744 |
77,779 |
2,834,522 |
The amount refers to the financial asset corresponding to the right established in the concession contracts of the energy distributors (measured at fair value) and transmitters (measured at amortized cost) to receive cash (i) by compensation on reversal of the assets to the granting authority at the end of the concession, and (ii) the transmitter's right to receive cash throughout the concession through allowed annual income ("RAP"). For the subsidiaries CPFL Santa Cruz, CPFL Leste Paulista, CPFL Jaguari, CPFL Sul Paulista and CPFL Mococa. The amounts are fully classified in current assets in accordance with the maturity of the concession term (Note 1).
For the energy distribution, in accordance with the current tariff model, remuneration for this asset is recognized in profit or loss on billing to the consumers and it is realized on receipt of the electric energy bills. Additionally, the difference to adjust the balance to its expected cash flows is recorded against the financial income and/or expense account in profit or loss for the year, in accordance with the new replacement amount, “VNR” methodology, (financial income of R$ 104,642 in 2014, financial expense of R$ 66,851 in 2013).
For the energy transmitter, remuneration for this asset is recognized in accordance with the internal rate of return, which takes into account the investment made and the allowed annual income (“RAP”)to be received during the remaining term of the concession. Financial income of R$ 2,723 in relation to the concession revenue, set against other operating income, since this is a component of the allowed annual income to make the network available to ONS (National System Operator).
69
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
As mentioned in note 13, as a result of the corporate restructuring in June 2013, the generation assets of the subsidiaries CPFL Leste Paulista, CPFL Jaguari, CPFL Sul Paulista, and CPFL Mococa were spun off and transferred to CPFL Centrais Geradoras. The financial concession asset of R$ 12,862 related to the generation assets previously recorded for those subsidiaries was also transferred to the subsidiary CPFL Centrais Geradoras, forming part of the subsidiary's total fixed assets. As a complement to this transaction, the amount of R$ 5,542 was transferred in 2014 in relation to the spin-off of the generation assets. These changes had no effect on the consolidated financial statements.
( 12 ) OTHER CREDITS
Consolidated | |||||||
Current |
Noncurrent | ||||||
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | ||||
Advances - Fundação CESP |
11,569 |
9,113 |
- |
- | |||
Advances to suppliers |
15,934 |
17,159 |
- |
- | |||
Pledges, funds and tied deposits |
8,007 |
7,695 |
290,839 |
174,538 | |||
Orders in progress |
262,076 |
273,496 |
- |
- | |||
Outside services |
12,787 |
6,929 |
- |
- | |||
Advance to energy purchase agreements |
515 |
14,614 |
32,119 |
30,981 | |||
Collection agreements |
73,076 |
61,771 |
- |
- | |||
Prepaid expenses |
43,185 |
39,207 |
9,630 |
1,359 | |||
Receivables from resources provided by the energy development account - CDE/CCEE |
522,922 |
170,543 |
- |
- | |||
Receivables - business combination |
- |
- |
13,950 |
13,950 | |||
Advances to employees |
10,945 |
11,097 |
- |
- | |||
Allowance for doubtful accounts (nota 6) |
(13,304) |
(12,930) |
(1,981) |
(221) | |||
Other |
63,782 |
74,689 |
44,270 |
75,488 | |||
Total |
1,011,495 |
673,383 |
388,828 |
296,096 | |||
Pledges, funds and tied deposits: collateral offered to guarantee CCEE operations and short-term cash investments required by the subsidiaries’ loans contracts.
Orders in progress: encompasses costs and revenue related to ongoing decommissioning or disposal of intangible assets and the service costs related to expenditure on projects in progress under the Energy Efficiency and Research and Development programs, introduced by resolutions 300/2008 and 316/2008 applied until October 2012 and amended by resolution 504/2012 . On termination of the respective projects, balances are amortized against the respective liability recorded in Other Accounts Payable (note 24).
Advance to energy purchase agreements: refers to prepayments of energy purchases by the subsidiaries, which will be liquidated on delivery of the energy to be supplied.
Collection agreements: refers to (i) agreements between the distributors and municipality and companies for collection through the electric energy bills and subsequent pass-through of amounts related to public lighting, newspapers, healthcare, residential insurance, etc.; e (ii) receipts by CPFL Total, to be passed on subsequently to the customers who use the collection services provided by that subsidiary.
Receivables from Resources provided by the Energy Development Account – CDE/CCEE: refer to: (i) low income subsidies totaling R$ 18,549 (R$ 11,808 in December 31, 2013); and (ii) other tariff discounts granted to consumers amounting to R$ 504,373 (R$ 70,254 in December 31, 2013). In December 31, 2013 was also recorded a amounting of R$ 88,481 mainly related to involuntary exposure and CCEAR account - Electric Energy Sales in the Regulated Environment Agreement.
70
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 13 ) INVESTMENTS
Parent company |
Consolidated | ||||||
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | ||||
Permanent equity interests - equity method |
|||||||
By equity method of the subsidiary |
5,420,845 |
5,430,352 |
1,085,835 |
1,018,565 | |||
Added value on assets, net |
864,098 |
983,518 |
12,934 |
14,116 | |||
Goodwill |
6,054 |
6,054 |
- |
- | |||
Total |
6,290,998 |
6,419,924 |
1,098,769 |
1,032,681 |
13.1 Permanent equity interests – equity method:
The main information on the investments in direct permanent equity interests is as follows:
December 31, 2014 |
December 31, 2014 |
December 31, 2013 |
2014 |
2013 | |||||||||||||
Investment |
Number of shares (thousand) |
Total assets |
Capital |
Shareholders' equity |
Profit or loss for the period |
Shareholders equity interest |
Equity in subsidiaries | ||||||||||
CPFL Paulista |
241,264 |
8,151,388 |
241,264 |
728,213 |
502,719 |
728,213 |
1,186,113 |
502,719 |
620,412 | ||||||||
CPFL Piratininga |
53,081,259 |
3,046,725 |
156,610 |
479,686 |
187,715 |
479,686 |
384,609 |
187,715 |
82,985 | ||||||||
CPFL Santa Cruz |
371,772 |
405,633 |
67,580 |
132,353 |
49,052 |
132,353 |
100,369 |
49,052 |
(143) | ||||||||
CPFL Leste Paulista |
892,772 |
160,609 |
25,392 |
38,066 |
7,173 |
38,066 |
60,578 |
7,173 |
6,826 | ||||||||
CPFL Sul Paulista |
454,958 |
171,218 |
22,751 |
44,375 |
11,351 |
44,375 |
51,432 |
11,351 |
6,743 | ||||||||
CPFL Jaguari |
209,294 |
147,823 |
17,292 |
25,627 |
2,027 |
25,627 |
23,261 |
2,027 |
(6,631) | ||||||||
CPFL Mococa |
117,199 |
110,319 |
14,002 |
26,260 |
10,248 |
26,260 |
34,145 |
10,248 |
15,482 | ||||||||
RGE |
807,169 |
3,714,531 |
934,472 |
1,300,685 |
177,672 |
1,300,685 |
1,254,557 |
177,672 |
126,851 | ||||||||
CPFL Geração |
205,487,717 |
5,861,890 |
1,039,619 |
2,035,286 |
16,499 |
2,035,286 |
2,116,833 |
16,499 |
239,561 | ||||||||
CPFL Jaguari Geração (*) |
40,108 |
38,740 |
40,108 |
34,685 |
(4,657) |
34,685 |
48,356 |
(4,657) |
8,962 | ||||||||
CPFL Brasil |
2,999 |
587,924 |
2,999 |
65,508 |
136,876 |
65,508 |
35,246 |
136,876 |
36,426 | ||||||||
CPFL Planalto (*) |
630 |
1,726 |
630 |
1,633 |
2,238 |
1,633 |
(115) |
2,238 |
(702) | ||||||||
CPFL Serviços |
1,528,988 |
116,148 |
21,096 |
23,013 |
5,719 |
23,013 |
77,078 |
5,719 |
7,445 | ||||||||
CPFL Atende (*) |
13,991 |
22,742 |
13,991 |
17,496 |
6,849 |
17,496 |
13,746 |
6,849 |
624 | ||||||||
Nect (*) |
2,059 |
21,316 |
2,059 |
9,458 |
10,812 |
9,458 |
5,999 |
10,812 |
5,796 | ||||||||
CPFL Total (*) |
19,005 |
51,291 |
19,005 |
24,417 |
10,327 |
24,417 |
20,893 |
10,327 |
3,226 | ||||||||
CPFL Jaguariuna (*) |
189,660 |
2,694 |
2,966 |
2,553 |
1 |
2,553 |
2,512 |
1 |
325 | ||||||||
CPFL Telecom |
9,377 |
117,603 |
9,377 |
(293) |
(8,339) |
(293) |
(1,311) |
(8,339) |
(1,313) | ||||||||
CPFL Centrais Geradoras (*) |
20,430 |
25,451 |
20,430 |
22,439 |
4,720 |
22,439 |
16,041 |
4,720 |
1,065 | ||||||||
CPFL ESCO (a) |
48,164 |
415,900 |
408,164 |
409,385 |
1,602 |
409,385 |
10 |
1,602 |
- | ||||||||
Subtotal - By shareholders' equity of the subsidiary |
5,420,845 |
5,430,352 |
1,130,604 |
1,153,940 | |||||||||||||
Amortization of added value on assets |
- |
- |
(119,419) |
(131,161) | |||||||||||||
Total |
5,420,845 |
5,430,352 |
1,011,185 |
1,022,779 | |||||||||||||
(*) numebr of quotas | |||||||||||||||||
(a) Until October 27, 2014 denominated CPFL Participações |
Fair value adjustments (added value) of net assets acquired in business combinations are classified under Investments in the parent company’s balance sheet. Amortization of the fair value adjustments (added value) of net assets of R$ 119,419 (R$131,161 in 2013) is classified in the parent company’s income statement under “income from equity in subsidiaries”, in conformity with ICPC 09 (R2).
The changes in investments in subsidiaries, in the parent company, in the years of 2014 and 2013 are shown below:
Investment |
Investment as of December 31, 2013 |
Capital increase /payment of capital |
Equity in subsidiary (profit or loss) |
Equity in subsidiary (Other comprehensive income) |
|
Movement of capital in subsidiaries without a change in control |
Dividend and Interest on shareholders’ equity receivable |
Corporate restructuring |
Investment as of December 31, 2014 | |||||||
CPFL Paulista |
1,186,113 |
- |
502,719 |
(188,402) |
- |
(772,217) |
- |
728,213 | ||||||||
CPFL Piratininga |
384,609 |
50,000 |
187,715 |
(22,353) |
- |
(120,285) |
- |
479,686 | ||||||||
CPFL Santa Cruz |
100,369 |
- |
49,052 |
- |
- |
(17,068) |
- |
132,353 | ||||||||
CPFL Leste Paulista |
60,578 |
- |
7,173 |
- |
- |
(28,695) |
(989) |
38,066 | ||||||||
CPFL Sul Paulista |
51,432 |
- |
11,351 |
- |
- |
(16,973) |
(1,435) |
44,375 | ||||||||
CPFL Jaguari |
23,261 |
- |
2,027 |
- |
- |
1,251 |
(912) |
25,627 | ||||||||
CPFL Mococa |
34,145 |
- |
10,248 |
- |
- |
(16,014) |
(2,119) |
26,260 | ||||||||
RGE |
1,254,557 |
- |
177,672 |
(15,118) |
- |
(116,426) |
- |
1,300,685 | ||||||||
CPFL Geração |
2,116,833 |
- |
16,499 |
155 |
180,452 |
(278,653) |
- |
2,035,286 | ||||||||
CPFL Jaguari Geração |
48,356 |
- |
(4,657) |
- |
- |
(9,014) |
- |
34,685 | ||||||||
CPFL Brasil |
35,246 |
- |
136,876 |
- |
- |
(106,614) |
- |
65,508 | ||||||||
CPFL Planalto |
(115) |
- |
2,238 |
- |
- |
(490) |
- |
1,633 | ||||||||
CPFL Serviços |
77,078 |
- |
5,719 |
- |
- |
(11,631) |
(48,154) |
23,013 | ||||||||
CPFL Atende |
13,746 |
- |
6,849 |
- |
- |
(3,098) |
- |
17,496 | ||||||||
Nect |
5,999 |
- |
10,812 |
- |
- |
(7,353) |
- |
9,458 | ||||||||
CPFL Total |
20,893 |
- |
10,327 |
- |
- |
(6,803) |
- |
24,417 | ||||||||
CPFL Jaguariuna |
2,512 |
40 |
1 |
- |
- |
- |
- |
2,553 | ||||||||
CPFL Telecom |
(1,311) |
9,357 |
(8,339) |
- |
- |
- |
- |
(293) | ||||||||
CPFL Centrais Geradoras |
16,041 |
- |
4,720 |
- |
- |
(3,776) |
5,454 |
22,439 | ||||||||
CPFL ESCO (a) |
10 |
360,000 |
1,602 |
- |
- |
(380) |
48,154 |
409,385 | ||||||||
5,430,352 |
419,397 |
1,130,604 |
(225,720) |
180,452 |
(1,514,240) |
- |
5,420,845 | |||||||||
(a) Until October 27, 2014 denominated CPFL Participações |
71
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Investment |
Investment as of December 31, 2012 |
Capital increase /payment of capital |
Equity in subsidiary (profit or loss) |
Equity in subsidiary (Other comprehensive income) |
Changes in Shareholders’ Equity |
Dividend and Interest on shareholders’ equity receivable |
Corporate restructuring |
Other |
Investment as of December 31, 2013 | |||||||||
CPFL Paulista |
418,421 |
- |
620,412 |
308,784 |
- |
(161,504) |
- |
- |
1,186,113 | |||||||||
CPFL Piratininga |
215,944 |
- |
82,985 |
122,403 |
- |
(36,722) |
- |
- |
384,609 | |||||||||
CPFL Santa Cruz |
107,664 |
- |
(143) |
- |
- |
(7,156) |
- |
4 |
100,369 | |||||||||
CPFL Leste Paulista |
67,149 |
- |
6,826 |
- |
- |
(11,522) |
(1,971) |
96 |
60,578 | |||||||||
CPFL Sul Paulista |
68,867 |
- |
6,743 |
- |
- |
(17,264) |
(7,090) |
176 |
51,432 | |||||||||
CPFL Jaguari |
43,952 |
- |
(6,631) |
- |
- |
(12,145) |
(1,920) |
4 |
23,261 | |||||||||
CPFL Mococa |
38,345 |
- |
15,482 |
- |
- |
(17,242) |
(2,443) |
3 |
34,145 | |||||||||
RGE |
1,289,756 |
- |
126,851 |
23,010 |
- |
(185,060) |
- |
- |
1,254,557 | |||||||||
CPFL Geração |
2,534,388 |
- |
239,561 |
6,029 |
59,308 |
(532,152) |
(190,300) |
- |
2,116,833 | |||||||||
CPFL Jaguari Geração |
48,102 |
- |
8,962 |
- |
- |
(8,709) |
- |
- |
48,356 | |||||||||
CPFL Brasil |
(81,923) |
- |
36,426 |
- |
- |
(109,557) |
190,300 |
- |
35,246 | |||||||||
CPFL Planalto |
587 |
- |
(702) |
- |
- |
- |
- |
- |
(115) | |||||||||
CPFL Serviços |
73,056 |
- |
7,445 |
- |
- |
(3,422) |
- |
- |
77,078 | |||||||||
CPFL Atende |
15,187 |
- |
624 |
- |
- |
(2,066) |
- |
- |
13,746 | |||||||||
Nect |
4,646 |
- |
5,796 |
- |
- |
(4,443) |
- |
- |
5,999 | |||||||||
CPFL Total |
21,555 |
- |
3,226 |
- |
- |
(3,888) |
- |
- |
20,893 | |||||||||
CPFL Jaguariuna |
2,187 |
- |
325 |
- |
- |
- |
- |
- |
2,512 | |||||||||
CPFL Telecom |
2 |
- |
(1,313) |
- |
- |
- |
- |
- |
(1,311) | |||||||||
CPFL Centrais Geradoras |
- |
1,553 |
1,065 |
- |
- |
- |
13,424 |
- |
16,041 | |||||||||
CPFL Participações |
- |
10 |
- |
- |
- |
- |
- |
- |
10 | |||||||||
4,867,886 |
1,563 |
1,153,940 |
460,226 |
59,308 |
(1,112,851) |
- |
283 |
5,430,352 | ||||||||||
In the financial statements, the investment balances correspond to the interest in the joint ventures accounted for by the equity method:
Investment in joint ventures |
December 31, 2014 |
December 31, 2013 |
2014 |
2013 | ||||
Shareholders equity interest |
Equity in subsidiaries | |||||||
Baesa |
163,662 |
153,175 |
10,583 |
4,618 | ||||
Enercan |
415,952 |
391,728 |
49,040 |
67,640 | ||||
Chapecoense |
399,979 |
390,822 |
21,285 |
60,809 | ||||
EPASA |
106,243 |
82,839 |
(20,041) |
(10,961) | ||||
Added value on assets, net |
12,934 |
14,116 |
(1,182) |
(1,238) | ||||
1,098,769 |
1,032,681 |
59,684 |
120,868 | |||||
13.2 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.
In the consolidated financial statements these amounts are classified under Intangible Assets (Note 15).
13.3 Dividends and Interest on shareholders’ equity receivable:
On 31 December 2014 and 2013, the Company has the following amounts receivable from subsidiaries below, relating to dividends and interest on shareholders’ equity
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Parent company | |||||||||||
Dividends |
|
Interest on shareholders´ equity |
|
Total | |||||||
Investment |
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | |||||
CPFL Paulista |
755,625 |
389,872 |
10,570 |
34,879 |
766,195 |
424,752 | |||||
CPFL Piratininga |
- |
117,816 |
- |
11,267 |
- |
129,083 | |||||
CPFL Santa Cruz |
14,000 |
19,764 |
- |
3,916 |
14,000 |
23,681 | |||||
CPFL Leste Paulista |
- |
10,323 |
- |
940 |
- |
11,263 | |||||
CPFL Sul Paulista |
- |
21,095 |
- |
2,165 |
- |
23,260 | |||||
CPFL Jaguari |
- |
11,422 |
- |
723 |
- |
12,145 | |||||
CPFL Mococa |
- |
15,919 |
- |
1,166 |
- |
17,085 | |||||
RGE |
82,117 |
- |
50,077 |
25,039 |
132,194 |
25,039 | |||||
CPFL Jaguari Geração |
4,039 |
4,709 |
- |
- |
4,039 |
4,709 | |||||
CPFL Planalto |
- |
5,101 |
- |
- |
- |
5,101 | |||||
CPFL Serviços |
17,182 |
9,080 |
4,583 |
1,601 |
21,765 |
10,681 | |||||
CPFL Atende |
- |
1,389 |
- |
624 |
- |
2,013 | |||||
Nect |
3,793 |
7,696 |
- |
- |
3,793 |
7,696 | |||||
CPFL Total |
- |
792 |
- |
404 |
- |
1,196 | |||||
CPFL ESCO (a) |
380 |
- |
- |
- |
380 |
- | |||||
877,136 |
614,978 |
65,231 |
82,725 |
942,367 |
697,702 | ||||||
(a) Until October 27, 2014 denominated CPFL Participações |
After decisions by the Annual and Extraordinary General Meeting (AGMs/EGMs) of its subsidiaries, in the first half-year the Company recognized R$ 886,149 as dividends and interest on shareholders’ equity receivable for 2014. The subsidiaries also declared interim dividends of R$ 607,118, in relation to the first half-year of 2014. After approval by the Board of Directors in August 2014, these amounts were recognized as receivables. In December 31, 2014, the Company recorded a receivable of R$ 380 as minimum mandatory dividend of the subsidiary CPFL ESCO.
Of the amounts recorded as receivables, R$ 1,248,982 was paid to the Company by the subsidiaries.
In December 31, 2014 the balance of dividends and interest on shareholders’ equity receivable is R$ 54,483 (R$ 55,265 in December 31, 2013) refers to the joint ventures and associates (Note 3).
13.4 Corporate restructuring 2013 and 2014 - CPFL Centrais Geradoras, CPFL Leste Paulista, CPFL Sul Paulista, CPFL Jaguari and CPFL Mococa:
On July 31, 2013, to comply the Decree 7,805/12 and Law 12,783/13 in relation to deverticalization of generation operation contained in distributors companies, the Company put into effect the corporate restructuring which resulted in the spin-off of the generation assets of the distributors CPFL Leste Paulista, CPFL Jaguari, CPFL Sul Paulista and CPFL Mococa, which were transferred to CPFL Centrais Geradoras and the Company holds 100% of the capital of the direct subsidiary CPFL Centrais Geradoras.
The net equity of the distribution subsidiaries spun-off, as of July 31, 2013, was R$13,424.
In 204, complementing this operation, an additional amount of R$ 5,828 was spun-off in relation to generation assets and registered in the property, plant and equipment of the subsidiary CPFL Centrais Geradoras (Note 14), set against the outflow of the financial asset of concession of R$ 5,542 (Note 11) and the intangible asset of R$ 286 (note 15) of the distribution subsidiaries.
This restructuration between the subsidiaries had no impact on Parent Company or consolidated financial statement.
13.5 Corporate restructuring – CPFL Serviços and CPFL ESCO:
A corporate restructuring took place on October 31, 2014 as a result of spin-off of the assets of CPFL Serviços, related to the provision of rental, maintenance and operating services for the diesel oil energy generation plants, signed with free consumers, denominated "auto-production". These assets were spun off from the subsidiary CPFL Serviços to the subsidiary CPFL ESCO.
The net equity of the subsidiary CPFL Serviços spun-off at October 31, 2014 was R$ 48,154, as a result of this transaction.
The restructuring between the subsidiaries had no impact on the Company's individual or consolidated financial statements, since it wasn´t a business combination, as there wasn’t a change in control.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
13.6 IPO of CPFL Renováveis - 2013:
The initial public offer of 28 million common shares, second offer of 43.9 million common shares and complementary offer of 1.2 common shares of the subsidiary CPFL Renováveis, were completed on August, 2013. A total of 73.1 million shares were offered, amounting a total of R$ 914,686. The operation raised a gross amount (i) of R$ 364,687 with the initial and complementary offer; and (ii) R$ 549,999 with the second offer. Fund-raising costs of R$ 36,187 were incurred in the transaction.
As a result of the transaction, the indirect interest in CPFL Renováveis was reduced from 63% to 58.84% on August 31, 2013, by the subsidiary CPFL Geração, and a positive impact of R$ 59,308 related to the change in the interest was accounted for as an equity transaction in accordance with ICPC 09 (R2) / IFRS10 and recorded directly in the shareholder’s equity, in a capital reserve account.
13.7 Business combinations
13.7.1 Rosa dos Ventos Geração e Comercialização de Energia S.A. – (“RDV”):
On June 18, 2013, the subsidiary CPFL Renováveis signed a contract for acquisition of 100% of the assets of the Canoa Quebrada windfarms, with installed capacity of 10.5 MW, and Lagoa do Mato, with installed capacity of 3.2 MW, located on the coast of Ceará State. Both are operating commercially, and there is a contract with Eletrobrás, through PROINFA (Incentive Program for Alternative Sources of Electric Energy) for all the energy generated by these farms (physical information and energetic capacity measures unaudited).
On February 28, 2014 was concluded the Rosa dos Ventos acquisition, by the total price of R$103,358, which includes: (i) the amount of R$ 70,269 paid to the seller; and (ii) price adjustment of R$634;and (iii) assumption of Rosa dos Ventos’ net debt of R$32,428.
Additional information about acquisition
a) Considerations
|
Rosa dos Ventos |
|
February 28, 2014 |
Consideration transferred: |
|
Transferred cash directly to shareholders |
70,296 |
Price adjustment paid to the sellers accordingly to contractual clause |
634 |
Total consideration |
70,930 |
b) Assets acquired and liabilities recognized on the acquisition date
The total amount of the considerations transferred (paid) was allocated at fair value to the assets acquired and liabilities assumed, including the intangible assets related to the right to operate the authorization, which will be amortized over the remaining period of the authorization tied to operation of the wind farms. The average term for Rosa dos Ventos is estimated at 18 years. Consequently, as the total amount paid was allocated to identified assets and liabilities, no residual amount was allocated to goodwill for this transaction.
The allocation of the amount paid is based on economic/financial valuation report. The subsidiary's management does not expect the amount allocated as the right to operate the acquisition to be tax-deductible and has therefore recorded deferred income tax and social contribution for the difference between the amount allocated to the assets and liabilities and their corresponding tax bases.
74
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The accounting for the Rosa dos Ventos acquisition was concluded. We show below the assets acquired and the liabilities assumed of Rosa do Ventos at fair value:
Rosa dos | |
Ventos | |
February 28, 2014 | |
Current assets |
|
Cash and cash equivalents |
2,466 |
Other current assets |
6,231 |
Noncurrent assets |
|
Fiduciary investments |
4,223 |
Property, plant and equipment |
50,102 |
Intangible |
67,741 |
Deferred taxes |
570 |
Other noncurrent asset |
307 |
Current liabilities |
3,797 |
Noncurrent liabilities |
|
Loans, Financings and Debentures |
32,934 |
Deferred taxes on exploitation rights |
23,032 |
Allowance for demobilization |
947 |
Net assets acquired |
70,930 |
Consideration transferred |
70,930 |
c) Outflow of net cash on acquisition of the subsidiary
|
Rosa dos Ventos |
|
February 28, 2014 |
Consideration paid in cash |
70,930 |
Less: Balance of cash and cash equivalent acquired |
(2,466) |
Acquisition net cash |
68,464 |
d) Financial information on the net operating revenue and net income of the subsidiary acquired included in the 2014 consolidated financial statements:
|
Net operating revenue |
Net income | |
|
2014 |
2014 | |
Rosa dos Ventos - from March 1, 2014 to December 31, 2014. |
15,166 |
7,711 |
The Company's financial statement for 2014 includes 10 (ten) months of operations of the subsidiary Rosa dos Ventos.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
13.7.2 Acquistion of Dobrevê Energia S.A. - (“DESA”):
On February 2014, the subsidiaries CPFL Renováveis and CPFL Geração signed an association agreement, whereby CPFL Renováveis merged WF2 Holding S.A. (“WF2”), wholly owner of the DESA’s shares on the acquisition date. Arrow - Fundo de Investimentos e Participações (“FIP Arrow”) held all shares of WF2. On October 1, 2014, after all the preliminary conditions have been fulfilled, the acquisition was concluded, as follows.
The shareholders of both CPFL Renováveis, and FIP Arrow approved the Protocol and Justification for Merger and the Termination of the Association Agreement in Extraordinary General Meetings which the approvals come into effect on October 1, 2014. Therefore, on October 1, 2014, FIP Arrow contributed in CPFL Renováveis the net assets of WF2 as a capital increase, in turn CPFL Renováveis issued to FIP Arrow 61,752,782 new ordinary shares, whereby FIP Arrow became a shareholder of CPFL Renováveis, with an interest of 12.27%.
After the capital increase, the subsidiary CPFL Renováveis merged with WF2, which is now terminated, and CPFL Renováveis, now holds 100% of WF2's interest in DESA. Consequently, DESA is now controlled by CPFL Renováveis.
The exchange ratio of the shares of 100% of WF2 by 12.27% of CPFL Renováveis (after the new ordinary shares issued) was freely negotiated and agreed by the parties and reflects the best valuation of WF2 and CPFL Renováveis
This association resulted in a business combination in accordance with CPC 15 (R) – Combinação de Negócios and IFRS 3 (R) – Business Combinations, as CPFL Renováveis obtained the control of DESA by issuing new shares.
Due this shares issuance, the Shareholders’ Equity of CPFL Renováveis increased by R$ 833,633, which represents their respective fair value. The fair value of the shared issued was determined based on the income approach.
As a result of this transaction, the Company’s interest in CPFL Renováveis, through CPFL Geração, was diluted from 58.83% to 51.61% and the carrying amount of the controlling and non-controlling interest were adjusted to reflect the change in the relative interest in CPFL Renováveis (R$ 180,297 in its equity interest from non-controlling to controlling shareholders). This was recognized as an equity transaction, in accordance with ICPC 09 (R2) and IFRS 10, i.e. a transaction with the partners as owners, and accounted for directly in Shareholders’ Equity in the capital reserve, as follows:
Before capital increase |
After capital increase |
||||||||||||||
Shareholders' equity attributable to: |
Number of shares |
Shareholders' equity percentage (1) |
Interest |
Number of shares |
Shareholders' equity percentage (2) |
Interest |
Interest increase | ||||||||
CPFL Energia - controlling shareholder |
259,748,799 |
58.83% |
2,037,289 |
259,748,799 |
51.61% |
2,217,587 |
180,297 | ||||||||
Non-controlling shareholder |
181,781,079 |
41.17% |
1,425,781 |
243,533,861 |
48.39% |
2,079,146 |
653,366 | ||||||||
441,529,878 |
100% |
3,463,070 |
503,282,660 |
100% |
4,296,733 |
833,663 | |||||||||
(1) |
Interest on September 30, 2014 | ||||||||||||||
(2) |
Interest on October 1, 2014 |
Additional information about the acquisition (WF2 acquisition)
a) Assets acquired and liabilities recognized on the acquisition date
On the acquisition date, the total consideration transferred (fair value of the shares issued by CPFL Renováveis) was allocated to the assets acquired and liabilities assumed, including the intangible assets related to the right to operate the authorization, which will be amortized over the remaining period of the authorization tied to operation of the wind farms and SHPs. The average term is estimated at 25 years. Consequently, as the total consideration transferred was allocated to identified assets and liabilities assumed, no residual amount was allocated to goodwill for this transaction.
The subsidiary's management does not expect the amount allocated as the right to operate the acquisition to be tax-deductible and has therefore recorded deferred income tax and social contribution for the difference between the amount allocated to the assets and liabilities and their corresponding tax bases.
The initial accounting for the acquisition of WF2 was provisionally determined at the end of the base period for the consolidated financial statements, based on Management’s analysis, until the economic-financial valuation is finalized by an independent advisor.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The fair value of the assets and liabilities and allocation of the price paid are shown below.
WF2 | ||
consolidated | ||
October 1, 2014 | ||
Current asset |
||
Cash and cash equivalents |
139,293 | |
Other current assets |
32,274 | |
Noncurrent assets |
||
Property, plant and equipment |
1,295,476 | |
Intangible |
7,937 | |
Intangible - exploitation right |
784,459 | |
Other noncurrent assets |
98,264 | |
Current liabilities |
||
Loans, financings and debentures |
102,996 | |
Other current liabilities |
106,097 | |
Noncurrent liabilities |
||
Loans, financings and debentures |
871,987 | |
Deferred taxes |
280,234 | |
Other noncurrent liabilities |
56,406 | |
Net assets acquired |
939,983 | |
Goodwill on acquisition |
||
Consideration transferred: |
833,663 | |
(+) Noncontrolling shareholders interest |
106,320 | |
(-) Fair value of net assets acquired |
939,983 | |
Goodwill |
- |
The fair values shown above are provisional and confirmation of the amounts is pending on receipt of the economic-financial assessment report, currently being prepared by an independent assessor:
R$ | |
Property, plant and equipment |
1,295,476 |
Intangible |
7,937 |
Intangible - exploitation right |
784,459 |
Deferred taxes |
280,234 |
Other noncurrent liabilities |
56,406 |
(+) Noncontrolling shareholders interest |
106,320 |
The Management expected the economic/financial assessment report abovementioned will be ended by April, 2015.
Also, no adjustments of the fair values of assets and liabilities were recognized between the acquisition date and the base date for the consolidated financial statements.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
b) Income of net cash on the association
No cash payment was made, considering that the acquisition happened by the share exchange, only the cash of WF2 (R$139,293) was incorporated.
c) Financial information on the net operating revenue and net income of the subsidiary acquired included in the consolidated financial statements in 2014
Net operating revenue |
Net income | ||
2014 |
2014 | ||
Consolidated DESA - from October 1, 2014 to December 31, 2014. |
48,036 |
|
1,880 |
The Company's consolidated information for 2014 includes 3 (three) months of operations of DESA.
d) Non-controlling interests
Non-controlling interests, consisting of 40% of the participation of third parties in Ludesa Energética S.A., WF2's subsidiary, and totaling R$ 106,320, was recognized in the consolidated financial statements on the acquisition date, based on its fair value. This participation was assessed at fair value using the income approach method.
13.7.3 Combined financial information on the net operating income and profit (loss) for the 2014 if the acquisitions had occurred on January 1, 2014.
|
Net operating revenue |
Net income (loss) | |||
|
2014 |
|
2014 | ||
Consolidated CPFL Energia - historical |
17,305,942 |
|
886,443 | ||
Consolidated pro forma adjustment (i) |
104,038 |
|
(46,106) | ||
Total |
17,409,980 |
|
840,337 |
(i) The pro forma adjustments to the net operating income took into account the addition of the net operating income of the subsidiaries Rosa dos Ventos and WF2 for the period in which they were not controlled and consequently not consolidated by the Company.
The pro forma adjustments of the net profit (loss) take into account: (i) addition of the profit or loss of the subsidiaries Rosa dos Ventos and WF2 for the period in which they were not controlled by the Company; (ii) inclusion of amortization of the exploration right, net of tax effects, if the acquisition had occurred on January 1, 2014; (iii) exclusion of the effects of non-recurring consultancy expenses in relation to the association with WF2; and (iv) inclusion of the financial effects of the debentures issued by WF2 to acquire DESA’ noncontrolling shareholders.
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(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
13.8 Non-controlling shareholders and joint ventures:
Disclosure of interests in subsidiaries, as per IFRS 12 and CPC 45, is as follows:
13.8.1 Changes in the interest of non-controlling shareholders:
CERAN |
CPFL Renováveis |
Paulista Lajeado |
Total | ||||
At December 31, 2012 |
205,091 |
1,227,955 |
77,355 |
1,510,401 | |||
Equity interests and voting capital |
35.00% |
37.00% |
40.07% |
||||
Net equity attributable to noncontrolling shareholders |
24,380 |
(19,851) |
7,088 |
11,617 | |||
Initial public offering - IPO |
- |
269,192 |
- |
269,192 | |||
Dividends |
(13,140) |
- |
(6,750) |
(19,890) | |||
Other movements |
- |
3,566 |
(69) |
3,497 | |||
At December 31, 2013 |
216,331 |
1,480,864 |
77,624 |
1,774,819 | |||
Equity interests and voting capital |
35.00% |
41.16% |
40.07% |
||||
Net equity attributable to noncontrolling shareholders |
13,145 |
(72,782) |
(3,097) |
(62,733) | |||
Business combination |
- |
759,686 |
- |
759,686 | |||
Dividends |
(15,022) |
(7,417) |
(7,099) |
(29,538) | |||
Other movements |
- |
(1,254) |
(1) |
(1,255) | |||
At December 31, 2014 |
214,454 |
2,159,096 |
67,427 |
2,440,978 | |||
Equity interests and voting capital |
35.00% |
48.39% |
(*) |
40.07% |
* Noncontrolling shareholders interests were 41.16% to February 28, 2014, 41.17% from March to September 2014 and 48.39% from October 1, 2014.
On October 1, 2014, the indirect subsidiary CPFL Renováveis acquired control of WF2 (holder of all the shares issued by DESA), with a total effect of R$ 759,686 on the participation of minority interests. The effect is due to the increased participation of minority interests due to acquisition of the control of WF2 (R$ 653,366) and registration at fair value of the participation of minority interests in Ludesa Energética S.A., indirect subsidiary of WF2 (R$ 106,320). For further information, see Note 13.7.2.
79
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
13.8.2 Summarized financial information for each of the Company's subsidiaries listing the interest of non-controlling shareholders:
The summarized financial information at December 31, 2014 and 2013 of subsidiaries in which non-controlling interests are as follows:
December 31, 2014 |
December 31, 2013 | |||||||||||
|
CERAN |
CPFL Renováveis |
Paulista Lajeado |
CERAN |
CPFL Renováveis |
Paulista Lajeado | ||||||
Current assets |
138,684 |
1,166,223 |
13,756 |
110,430 |
1,040,470 |
26,529 | ||||||
Cash and cash equivalents |
84,201 |
828,411 |
328 |
73,686 |
731,055 |
14,657 | ||||||
Noncurrent assets |
1,040,545 |
10,469,653 |
116,751 |
1,090,695 |
8,454,767 |
116,739 | ||||||
Current liabilities |
129,255 |
1,019,960 |
35,315 |
96,831 |
1,082,806 |
24,241 | ||||||
Financial liabilities |
108,355 |
786,660 |
9,388 |
64,921 |
986,721 |
1,577 | ||||||
Noncurrent liabilities |
437,249 |
6,273,418 |
- |
486,207 |
4,834,189 |
- | ||||||
Financial liabilities |
437,249 |
4,972,544 |
- |
486,207 |
3,842,990 |
- | ||||||
Shareholders' equity |
612,726 |
4,342,498 |
95,192 |
618,087 |
3,578,242 |
119,027 | ||||||
Controlling shareholders´ interest |
612,726 |
4,230,497 |
95,192 |
618,087 |
3,564,362 |
119,027 | ||||||
Non-controlling shareholders´ interest |
- |
112,001 |
- |
- |
13,880 |
- | ||||||
2014 |
2013 | |||||||||||
CERAN |
CPFL Renováveis |
Paulista Lajeado |
CERAN |
CPFL Renováveis |
Paulista Lajeado | |||||||
Net operating revenue |
327,066 |
1,247,627 |
42,771 |
270,511 |
1,018,612 |
65,641 | ||||||
Depreciation and amortization |
(50,017) |
(432,267) |
(6) |
(47,050) |
(348,355) |
(6) | ||||||
Interest income |
11,604 |
87,131 |
656 |
5,928 |
46,793 |
615 | ||||||
Interest expense |
(40,441) |
(418,141) |
- |
(44,957) |
(305,051) |
- | ||||||
Social contribution and income tax |
(18,880) |
(33,645) |
(2,691) |
(34,884) |
(10,607) |
(8,044) | ||||||
Net income (loss) |
37,558 |
(167,362) |
(7,728) |
69,657 |
(55,017) |
17,693 | ||||||
Net income (loss) attributable to controlling shareholders |
37,558 |
(168,771) |
(7,728) |
69,657 |
(54,947) |
17,693 | ||||||
Net income (loss) attributable to noncontrolling shareholders |
- |
1,410 |
- |
- |
(70) |
- |
13.8.3 Joint venture:
Summarized financial information of the joint venture at December 31, 2014 and 2013 are as follows:
December 31, 2014 |
December 31, 2014 | |||||||||||||||
Joint venture |
Enercan |
Baesa |
Chapecoense |
Epasa |
Enercan |
Baesa |
Chapecoense |
Epasa | ||||||||
Current assets |
143,213 |
71,178 |
252,223 |
337,891 |
97,961 |
58,980 |
144,018 |
171,387 | ||||||||
Cash and cash equivalents |
45,329 |
19,178 |
154,554 |
96,588 |
21,483 |
36,010 |
44,924 |
19,173 | ||||||||
Noncurrent assets |
1,238,047 |
1,210,974 |
3,090,190 |
637,190 |
1,296,035 |
1,267,818 |
3,200,402 |
644,508 | ||||||||
Current liabilities |
149,088 |
138,909 |
374,374 |
480,948 |
136,414 |
131,196 |
274,679 |
279,753 | ||||||||
Financial liabilities |
91,723 |
130,122 |
313,222 |
345,657 |
88,969 |
125,372 |
206,968 |
158,049 | ||||||||
Noncurrent liabilities |
378,465 |
488,751 |
2,183,767 |
308,168 |
453,592 |
583,045 |
2,303,424 |
374,763 | ||||||||
Financial liabilities |
338,297 |
479,329 |
2,183,155 |
307,622 |
416,513 |
573,781 |
2,295,940 |
374,696 | ||||||||
Shareholders' equity |
853,707 |
654,492 |
784,272 |
185,965 |
803,990 |
612,557 |
766,317 |
161,379 | ||||||||
2014 |
2013 | |||||||||||||||
Joint venture |
Enercan |
Baesa |
Chapecoense |
Epasa |
Enercan |
Baesa |
Chapecoense |
Epasa | ||||||||
Net operating revenue |
492,921 |
395,440 |
820,500 |
1,220,511 |
465,617 |
277,940 |
669,126 |
585,535 | ||||||||
Depreciation and amortization |
(53,674) |
(50,554) |
(130,988) |
(32,339) |
(50,370) |
(51,736) |
(133,035) |
(32,298) | ||||||||
Interest income |
14,295 |
6,345 |
26,208 |
2,368 |
14,480 |
4,386 |
12,049 |
972 | ||||||||
Interest expense |
(40,572) |
(32,933) |
(135,463) |
(34,983) |
(45,363) |
(39,658) |
(140,427) |
(37,609) | ||||||||
Social contribution and income tax |
(50,112) |
(20,982) |
(21,751) |
16,862 |
(69,620) |
(9,433) |
(60,844) |
10,750 | ||||||||
Net income (loss) |
100,650 |
42,321 |
41,735 |
(34,271) |
138,832 |
18,462 |
119,233 |
(20,778) | ||||||||
Equity Interests and voting capital |
48.72% |
25.01% |
51.00% |
57,13% (*) |
48.72% |
25.01% |
51.00% |
52.75% | ||||||||
*Until February 28, 2014, direct subsidiary CPFL Geração interest was 52.75% |
Although CPFL Energia indirectly holds interest of more than 50% in Epasa and Chapecoense, CPFL Energia indirectly jointly controls these investments jointly with other shareholders. Analysis of the classification of the type of investment is based on the Shareholders' Agreement for each venture.
The loans obtained from the BNDES by the joint ventures ENERCAN, BAESA and Foz do Chapecó establish restrictions on payment of dividends to our subsidiary CPFL Geração in excess of the mandatory minimum of 25% without the prior consent of the BNDES.
80
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
13.8.4 Joint venture operations:
Through its fully-owned subsidiary CPFL Geração, the Company holds part of the assets of the Serra da Mesa hydropower plant, located on the Tocantins River, in Goias State. The concession and operation of the hydropower plant belong to Furnas Centrais Elétricas S.A. In order to maintain these assets operating jointly with Furnas, it´s assured to CPFL Geração 51.54% of the installed power of 1,275 MW (657 MW) and the guaranteed mean energy of 671 MW (mean 345.4 MW) until 2028 (physical information and energetic capacity measures not reviewed by the independent auditors).
13.9 Capital increase in the joint venture Epasa:
At an Extraordinary General Meeting (EGM) of the joint venture EPASA held on January 31, 2014, it was approved a capital increase of R$ 65,000. An amount of R$ 34,288 was subscribed and paid up by the subsidiary CPFL Geração in proportion to its interest in EPASA's capital.
As per corporate law legislation, the other shareholders have the option to exercise the preference to subscribe shares to be issued within 30 days of signing of the Notice to Shareholders, published on February 1, 2014. At the same EGM, the subsidiary CPFL Geração stated its interest in subscribing the remaining shares, in case the other shareholders do not exercise the right to preference within the stipulated period. After this period, the shareholders Eletricidade do Brasil S.A. and OZ&M Incorporação e Participação Ltda. partially exercised the share subscription rights granted to them, subscribing and paying up the amounts of R$ 14,000 and R$ 1,000, respectively.
In accordance with the Notice to Shareholders, Eletricidade do Brasil S.A. expressed its interest in subscribing the remaining shares, within the period stipulated in the Notice to Shareholders published on March 12, 2014. On March 21, 2014, Eletricidade do Brasil S.A and the subsidiary CPFL Geração, paid up the remaining shares, at R$ 4,556 and R$ 11,157, respectively. Through the subsidiary CPFL Geração, the Company now holds 57.13% of the capital of the joint venture EPASA. The change of R$ 2,002 in corporate interest was registered in the investment and income of the subsidiary CPFL Geração, and consequently, also of the Company.
The other shareholders are assured by the Shareholders Agreement of the right to exercise the option to purchase any remaining shares within 12 months from the date on which the remaining shares are paid up, in order to recompose their diluted interest.
13.10 Advance to future capital increase:
In December 31, 2014 the advance to future capital increase refers to the subsidiaries: (i) CPFL Paulista (R$ 12,493); (ii) CPFL Piratininga (R$ 15,511) (iii) CPFL Jaguariuna (R$ 110) and (iv) CPFL Telecom (R$ 27,043).
81
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 14 ) PROPERTY, PLANT AND EQUIPMENT
Consolidated | |||||||||||||||
Land |
Reservoirs, dams and water mains |
Buildings, construction and improvements |
Machinery and equipment |
Vehicles |
Furniture and fittings |
In progress |
Total | ||||||||
As of December 31, 2012 |
110,609 |
1,116,551 |
1,312,422 |
3,908,751 |
5,370 |
15,986 |
634,372 |
7,104,060 | |||||||
Cost |
117,394 |
1,459,396 |
1,677,795 |
5,044,085 |
10,772 |
23,956 |
634,372 |
8,967,768 | |||||||
Accumulated depreciation |
(6,786) |
(342,845) |
(365,372) |
(1,135,334) |
(5,402) |
(7,969) |
- |
(1,863,708) | |||||||
Additions |
- |
926 |
2,551 |
1,000 |
373 |
38 |
926,029 |
930,916 | |||||||
Disposals |
- |
- |
- |
(1,071) |
(847) |
(24) |
(153) |
(2,095) | |||||||
Provision to environmental costs |
- |
- |
(17,747) |
- |
- |
- |
- |
(17,747) | |||||||
Transfers |
4,203 |
13,988 |
172,530 |
373,362 |
19,531 |
543 |
(584,156) |
- | |||||||
Transfers to/from other assets - cost |
(15) |
440 |
(200) |
15,946 |
17 |
117 |
422 |
16,727 | |||||||
Reclassification of cost |
1,286 |
(104,176) |
(119,373) |
230,290 |
3 |
(343) |
(7,687) |
||||||||
Depreciation |
(4,089) |
(43,995) |
(71,159) |
(206,087) |
(2,379) |
(2,961) |
- |
(330,670) | |||||||
Disposal of depreciation |
- |
- |
- |
103 |
527 |
15 |
- |
645 | |||||||
Reclassification and transfers to/from other assets - depreciation |
- |
(947) |
38,524 |
(35,808) |
22 |
377 |
- |
2,169 | |||||||
Spin-off generation activity on the distribuition - cost (note 13) |
3,953 |
5,420 |
3,070 |
7,443 |
83 |
(10) |
- |
19,959 | |||||||
Spin-off generation activity on the distribuition - depreciation (note 13) |
- |
(1,680) |
(2,225) |
(2,595) |
(38) |
(6) |
- |
(6,544) | |||||||
As of December 31, 2013 |
115,946 |
986,527 |
1,318,394 |
4,291,334 |
22,661 |
13,731 |
968,826 |
7,717,419 | |||||||
Cost |
126,820 |
1,375,993 |
1,718,629 |
5,671,053 |
29,928 |
24,277 |
968,826 |
9,915,527 | |||||||
Accumulated depreciation |
(10,874) |
(389,466) |
(400,235) |
(1,379,719) |
(7,267) |
(10,545) |
- |
(2,198,107) | |||||||
Additions |
- |
375 |
372 |
6,739 |
- |
88 |
330,900 |
338,475 | |||||||
Disposals |
(1,772) |
- |
(12,723) |
(14,719) |
(1,804) |
(582) |
(71,760) |
(103,359) | |||||||
Provision to environmental costs |
- |
- |
9,193 |
- |
- |
- |
- |
9,193 | |||||||
Transfers, net |
500 |
(3,674) |
156,986 |
997,610 |
14,862 |
(92) |
(1,166,193) |
- | |||||||
Transfers to/from other assets - cost |
(23) |
163 |
(7,467) |
(5,284) |
- |
(103) |
(3,716) |
(16,430) | |||||||
Depreciation |
(3,981) |
(61,923) |
(54,392) |
(293,464) |
(4,511) |
(2,280) |
- |
(420,551) | |||||||
Disposal of depreciation |
- |
- |
- |
404 |
1,026 |
482 |
- |
1,911 | |||||||
Business combination |
48,644 |
180,642 |
70,343 |
715,585 |
93 |
240 |
330,030 |
1,345,577 | |||||||
Spin-off generation activity on the distribuition - cost (note 13) |
- |
- |
460 |
6,089 |
- |
204 |
- |
6,754 | |||||||
Spin-off generation activity on the distribuition - depreciation (note 13) |
- |
- |
(32) |
(866) |
- |
(28) |
- |
(926) | |||||||
As of December 31, 2014 |
159,314 |
1,102,110 |
1,481,136 |
5,703,428 |
32,328 |
11,660 |
388,088 |
8,878,064 | |||||||
Cost |
174,169 |
1,553,404 |
1,939,485 |
7,392,044 |
43,081 |
22,462 |
388,088 |
11,512,733 | |||||||
Accumulated depreciation |
(14,855) |
(451,295) |
(458,349) |
(1,688,616) |
(10,753) |
(10,802) |
- |
(2,634,669) | |||||||
Average depreciation rate 2014 |
3.86% |
2.99% |
2.85% |
4.44% |
14.29% |
11.25% |
|||||||||
Average depreciation rate 2013 |
3.86% |
3.16% |
2.75% |
3.91% |
14.23% |
10.46% |
82
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
In the financial statements, the figure for construction in progress refers mainly to works in progress of the operating subsidiaries and/or those under development, especially CPFL Renováveis’ projects, which has construction in progress of R$ 262, 225, in December 31, 2014. In 2014, of the amount of R$ 71,760 shown as disposal of construction in progress, R$ 67,342 refers to the return by suppliers of the advances made by CPFL Renováveis before December 31, 2013, due to termination of the equipment supply contract.
In 2013, the subsidiary CPFL Renováveis completed the review of the property, plant and equipment subsidiary ledger of the subsidiary Bons Ventos (“BVP”), as a result of which it reclassified buildings and improvements to machinery and equipment, both shown in the line "reclassification of cost". The reclassification did not result in changes in the depreciation expense, as the useful lives of these assets were correctly applied.
In accordance with CPC 20 (R1) / IAS 23, the interest on loans and financing taken out by the subsidiaries to finance the construction is capitalized during the construction phase. During 2014, R$ 4,236 was capitalized in the financial statements (R$ 48,339 in 2013). For further details on interest capitalized see note 30.
In the consolidated, depreciation expenses are registered in income statement at “depreciation and amortization” (note 29).
At December 31, 2014, the total amount of fixed assets pledged as collateral for loans and financing, as mentioned in Note 17, was approximately R$ 3,656,329, mainly relating to the subsidiary CPFL Renováveis (R$ 3,625,028).
14.1 Impairment testing: For all the reporting years the Company evaluates whether there are indicators of impairment of its assets that would require an impairment test. The evaluation was based on external and internal information sources, taking into account variations in interest rates, changes in market conditions and other factors.
The result of the assessment indicated no signs of impairment of these assets in any of the reporting periods and therefore no impairment losses were recognized.
( 15 ) INTANGIBLE ASSETS
Consolidated | |||||||||||||
Goodwill |
Concession right |
Other intangibles |
Total | ||||||||||
Acquired in business combinations |
Distribution infrastructure - operational |
Distribution infrastructure - in progress |
Public utilities |
||||||||||
As of December 31, 2012 |
6,115 |
4,611,347 |
3,816,428 |
633,313 |
33,001 |
80,108 |
9,180,312 | ||||||
Cost |
6,152 |
6,815,774 |
9,183,730 |
633,313 |
38,679 |
156,661 |
16,834,309 | ||||||
Accumulated amortization |
(37) |
(2,204,427) |
(5,367,301) |
- |
(5,678) |
(76,553) |
(7,653,996) | ||||||
Additions |
- |
- |
- |
853,649 |
- |
7,444 |
861,093 | ||||||
Amortization |
- |
(296,978) |
(413,994) |
- |
(1,419) |
(14,196) |
(726,587) | ||||||
Transfer - intangible assets |
- |
- |
412,930 |
(412,930) |
- |
- | |||||||
Transfer - financial asset |
- |
- |
(22,499) |
(498,669) |
- |
- |
(521,169) | ||||||
Disposal and transfer - other assets |
- |
(1,989) |
(29,115) |
(1,232) |
- |
(12,433) |
(44,769) | ||||||
Spin-off generation activity on the distribuition (note 13) |
- |
- |
(553) |
- |
- |
- |
(553) | ||||||
As of December 31, 2013 |
6,115 |
4,312,381 |
3,763,197 |
574,131 |
31,582 |
60,922 |
8,748,328 | ||||||
Cost |
6,152 |
6,811,237 |
9,310,710 |
574,131 |
35,840 |
156,023 |
16,894,093 | ||||||
Accumulated amortization |
(37) |
(2,498,856) |
(5,547,513) |
- |
(4,258) |
(95,100) |
(8,145,764) | ||||||
Additions |
- |
- |
- |
709,811 |
- |
18,887 |
728,698 | ||||||
Amortization |
- |
(285,018) |
(440,689) |
- |
(1,419) |
(13,166) |
(740,292) | ||||||
Transfer - intangible assets |
- |
- |
433,440 |
(433,440) |
- |
- |
- | ||||||
Transfer - financial asset |
- |
- |
235 |
(436,087) |
- |
- |
(435,852) | ||||||
Disposal and transfer - other assets |
- |
- |
(21,279) |
159 |
- |
16,357 |
(4,763) | ||||||
Business combination |
- |
856,650 |
- |
- |
- |
3,488 |
860,138 | ||||||
Spin-off generation activity on the distribuition (note 13) |
- |
- |
(299) |
- |
- |
13 |
(286) | ||||||
As of December 31, 2014 |
6,115 |
4,884,012 |
3,734,606 |
414,574 |
30,162 |
86,503 |
9,155,973 | ||||||
Cost |
6,152 |
7,670,434 |
9,526,355 |
414,574 |
35,840 |
195,577 |
17,848,932 | ||||||
Accumulated amortization |
(37) |
(2,786,422) |
(5,791,748) |
- |
(5,678) |
(109,074) |
(8,692,959) |
In the consolidated Income Statement the amortization of intangibles is recorded under the following headings: (i) “depreciation and amortization” for the amortization of the intangible assets related to distribution infrastructure, public utilities and other intangible assets; and (ii) “amortization of intangible concession asset” for amortization of the intangible asset acquired through business combination (note 29).
83
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
In accordance with CPC 20 (R1) and IAS 23, the interest on loans taken out by the subsidiaries is capitalized to qualifying intangible assets. During 2014 R$ 8,044 was capitalized in the consolidated financial statement (R$ 8,845 in 2013) at a rate of 7.50% p.a. (8.32% p.a. in 2013).
15.1 Intangible asset acquired in business combinations:
The following table shows the breakdown of the intangible asset of exploitation rights of the concession acquired in business combinations:
Consolidated | |||||||||||
December 31, 2014 |
December 31, 2013 |
Annual amortization rate | |||||||||
Historic cost |
Accumulated amortization |
Net value |
Net value |
December 31, 2014 |
December 31, 2013 | ||||||
Intangible asset - acquired in business combinations |
|||||||||||
Intangible asset acquired, not merged |
|||||||||||
Parent company |
|||||||||||
CPFL Paulista |
304,861 |
(172,465) |
132,397 |
147,933 |
5.10% |
6.03% | |||||
CPFL Piratininga |
39,065 |
(20,694) |
18,371 |
20,192 |
4.66% |
4.85% | |||||
RGE |
3,150 |
(1,386) |
1,764 |
1,943 |
5.70% |
5.86% | |||||
CPFL Geração |
54,555 |
(29,046) |
25,509 |
28,170 |
4.88% |
4.83% | |||||
CPFL Santa Cruz |
9 |
(8) |
1 |
3 |
16.22% |
16.40% | |||||
CPFL Leste Paulista |
3,333 |
(2,820) |
513 |
1,091 |
17.36% |
17.45% | |||||
CPFL Sul Paulista |
7,288 |
(6,132) |
1,156 |
2,434 |
17.53% |
16.94% | |||||
CPFL Jaguari |
5,213 |
(4,500) |
713 |
1,710 |
19.13% |
16.49% | |||||
CPFL Mococa |
9,110 |
(8,069) |
1,041 |
2,638 |
17.53% |
18.96% | |||||
CPFL Jaguari Geração |
7,896 |
(2,810) |
5,086 |
5,616 |
6.71% |
7.07% | |||||
434,480 |
(247,930) |
186,550 |
211,730 |
||||||||
Subsidiaries |
|||||||||||
CPFL Renováveis |
3,993,342 |
(415,016) |
3,578,326 |
2,850,857 |
4.11% |
4.11% | |||||
Outros |
15,096 |
(14,175) |
921 |
1,083 |
|||||||
4,008,438 |
(429,191) |
3,579,246 |
2,851,940 |
||||||||
Subtotal |
4,442,918 |
(677,121) |
3,765,797 |
3,063,670 |
|||||||
Intangible asset acquired and merged – deductible |
|||||||||||
Subsidiaries |
|||||||||||
RGE |
1,120,266 |
(818,702) |
301,564 |
321,225 |
1.75% |
1.89% | |||||
CPFL Geração |
426,450 |
(287,347) |
139,103 |
155,698 |
3.89% |
3.66% | |||||
Subtotal |
1,546,716 |
(1,106,049) |
440,667 |
476,923 |
|||||||
Intangible asset acquired and merged – reassessed |
|||||||||||
Parent company |
|||||||||||
CPFL Paulista |
1,074,026 |
(643,640) |
430,386 |
479,952 |
4.61% |
5.39% | |||||
CPFL Piratininga |
115,762 |
(61,322) |
54,439 |
59,836 |
4.66% |
4.85% | |||||
RGE |
310,128 |
(142,488) |
167,640 |
184,700 |
5.50% |
5.65% | |||||
CPFL Santa Cruz |
61,685 |
(55,631) |
6,054 |
12,241 |
10.03% |
10.14% | |||||
CPFL Leste Paulista |
27,034 |
(24,325) |
2,709 |
6,615 |
14.45% |
14.47% | |||||
CPFL Sul Paulista |
38,168 |
(33,984) |
4,184 |
9,662 |
14.35% |
14.02% | |||||
CPFL Mococa |
15,124 |
(13,858) |
1,266 |
3,390 |
14.05% |
14.85% | |||||
CPFL Jaguari |
23,600 |
(21,404) |
2,195 |
5,813 |
15.33% |
14.28% | |||||
CPFL Jaguari Geração |
15,275 |
(6,600) |
8,675 |
9,578 |
5.91% |
6.23% | |||||
Subtotal |
1,680,801 |
(1,003,252) |
677,548 |
771,788 |
|||||||
Total |
7,670,434 |
(2,786,422) |
4,884,012 |
4,312,381 |
|||||||
The intangible asset acquired in business combinations associated to the right to operate the concessions comprises:
· Intangible asset acquired, not merged
Relates basically to the intangible asset of acquisition of the shares held by non-controlling interests prior to adoption of CPC 15 and IFRS 3.
· Intangible asset acquired and merged - Deductible
Intangible asset on the acquisition of the subsidiaries that was merged with the respective net equities, without application of CVM Instructions nº 319/99 and nº 349/01, that is, without segregation of the amount of the tax benefit.
· Intangible asset acquired and merged – Reassessed
In order to comply with ANEEL instructions and avoid the intangible asset amortization resulting from the merger of a parent company causing a negative impact on dividends paid to the non-controlling shareholders, the subsidiaries applied the concepts of CVM Instructions nº 319/99 and nº 349/01 to the intangible acquisition asset. A reserve was therefore recorded to adjust the intangible asset, set against the special equity reserves for intangible asset on the merger of each subsidiary, so that the effect on the equity reflects the tax benefit of the merged intangible asset. These changes affected the Company's investment in the subsidiaries, and in order to adjust this, a non-deductible intangible asset was recorded for tax purposes.
84
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
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.
15.2 Impairment test:
For all the reporting years the Company evaluates whether there are indicators of impairment of its assets that would require an impairment test. The evaluation was based on external and internal information sources, taking into account variations in interest rates, changes in market conditions, the profitability of its operations and other factors.
The result of the assessment indicated no signs of impairment of these assets in any of the reporting years and there is no impairment loss to be recognized.
( 16 ) SUPPLIERS
Consolidated | |||
December 31, 2014 |
December 31, 2013 | ||
Current |
|||
System service charges |
- |
61,880 | |
Energy purchased |
1,895,742 |
1,300,598 | |
Electricity network usage charges |
125,860 |
91,603 | |
Materials and services |
250,416 |
338,524 | |
Free energy |
102,129 |
92,088 | |
Total |
2,374,147 |
1,884,693 | |
Noncurrent |
|||
Materials and services |
633 |
- |
( 17 ) ACCRUED INTEREST ON LOANS AND FINANCING AND LOANS AND FINANCING
Consolidated | |||||||||||||||
December 31, 2014 |
December 31, 2013 | ||||||||||||||
Interest - current and noncurrent |
Principal |
|
Total |
Interest - current and noncurrent |
Principal |
|
Total | ||||||||
Current |
Noncurrent |
Current |
Noncurrent |
||||||||||||
Measured at cost |
|||||||||||||||
Brazilian currency |
|||||||||||||||
Power increases |
- |
- |
- |
- |
6 |
1,229 |
- |
1,235 | |||||||
Investment |
10,463 |
619,704 |
4,696,171 |
5,326,338 |
24,555 |
872,818 |
4,071,441 |
4,968,814 | |||||||
Property income |
14 |
631 |
3,649 |
4,294 |
27 |
1,364 |
5,717 |
7,108 | |||||||
Financial institutions |
128,887 |
239,799 |
1,434,168 |
1,802,855 |
128,752 |
560,121 |
1,520,231 |
2,209,104 | |||||||
Other |
709 |
108,918 |
14,223 |
123,851 |
674 |
40,658 |
19,063 |
60,395 | |||||||
Total at Cost |
140,074 |
969,053 |
6,148,211 |
7,257,338 |
154,013 |
1,476,190 |
5,616,452 |
7,246,656 | |||||||
Measured at fair value |
|||||||||||||||
Foreign currency |
|||||||||||||||
Financial institutions |
18,168 |
125,511 |
3,353,468 |
3,497,147 |
15,213 |
42,307 |
1,906,739 |
1,964,259 | |||||||
Mark to market |
- |
155 |
(56,153) |
(55,998) |
- |
194 |
44,001 |
44,195 | |||||||
Total at fair value |
18,168 |
125,667 |
3,297,315 |
3,441,149 |
15,213 |
42,501 |
1,950,740 |
2,008,454 | |||||||
Fundraising |
- |
(1,219) |
(18,891) |
(20,110) |
- |
(4,066) |
(21,048) |
(25,114) | |||||||
Total |
158,241 |
1,093,500 |
9,426,634 |
10,678,376 |
169,226 |
1,514,626 |
7,546,144 |
9,229,996 | |||||||
85
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated |
||||||||||
Measured at amortized cost |
December 31, 2014 |
December 31, 2013 |
Annual interest |
Amortization |
Collateral | |||||
Brazilian currency |
||||||||||
Power increases |
||||||||||
CPFL Renováveis |
||||||||||
BNDES |
- |
1,235 |
TJLP + 3.1% to 4.3% |
75 monthly installments from September 2007 |
CPFL Energia guarantee and Promissory Note | |||||
Investment |
||||||||||
CPFL Paulista |
||||||||||
FINEM IV |
- |
64,103 |
TJLP + 3.28% to 3.4% |
60 monthly installments from January 2010 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
103,617 |
137,195 |
TJLP + 2.12% to 3.3% |
72 monthly installments from February 2012 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
7,130 |
8,874 |
Fixed rate 8% |
90 monthly installments from August 2011 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
45,937 |
53,481 |
Fixed rate 5.5% |
96 monthly installments from February 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
245,445 |
284,373 |
TJLP + 2.06% to 3.08% |
72 monthly installments from January 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
11,917 |
12,684 |
Fixed rate 2.5% |
114 monthly installments from June 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
218,640 |
204,849 |
Fixed rate 2.5% |
96 monthly installments from December 2014 |
CPFL Energia guarantee and receivables | |||||
FINAME |
42,260 |
50,706 |
Fixed rate 4.5% |
96 monthly installments from January 2012 |
CPFL Energia guarantee | |||||
CPFL Piratininga |
||||||||||
FINEM III |
- |
26,719 |
TJLP + 3.28% to 3.4% |
60 monthly installments from January 2010 |
CPFL Energia guarantee and receivables | |||||
FINEM IV |
55,807 |
73,892 |
TJLP + 2.12% to 3.3% |
72 monthly installments from February 2012 |
CPFL Energia guarantee and receivables | |||||
FINEM IV |
2,299 |
2,861 |
Fixed rate 8% |
90 monthly installments from August 2011 |
CPFL Energia guarantee and receivables | |||||
FINEM IV |
23,889 |
27,812 |
Fixed rate 5.5% |
96 monthly installments from February 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
71,737 |
80,513 |
TJLP + 2.06% to 3.08% |
72 monthly installments from January 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
3,130 |
3,288 |
Fixed rate 2.5% |
114 monthly installments from June 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
54,409 |
48,237 |
Fixed rate 2.5% |
96 monthly installments from December 2014 |
CPFL Energia guarantee and receivables | |||||
FINAME |
20,039 |
24,044 |
Fixed rate 4.5% |
96 monthly installments from January 2012 |
CPFL Energia guarantee | |||||
RGE |
||||||||||
FINEM IV |
- |
40,805 |
TJLP + 3.28 to 3.4% |
60 monthly installments from January 2010 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
62,721 |
83,046 |
TJLP + 2.12 to 3.3% |
72 monthly installments from February 2012 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
17,622 |
20,516 |
Fixed rate 5.5% |
96 monthly installments from February 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
131,125 |
157,318 |
TJLP + 2.06% to 3.08% |
72 monthly installments from January 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
1,261 |
1,420 |
Fixed rate 2.5% |
114 monthly installments from June 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
80,396 |
73,013 |
Fixed rate 2.5% |
96 monthly installments from December 2014 |
CPFL Energia guarantee and receivables | |||||
FINAME |
10,056 |
12,065 |
Fixed rate 4.5% |
96 monthly installments from January 2012 |
CPFL Energia guarantee | |||||
FINAME |
287 |
345 |
Fixed rate 10.0% |
90 monthly installments from May 2012 |
Fiduciary alienation of assets | |||||
CPFLSanta Cruz |
||||||||||
Bank credit note - Unibanco |
929 |
3,159 |
TJLP + 2.9% |
54 monthly installments from December 2010 |
CPFL Energia guarantee and receivables | |||||
FINEM |
11,317 |
- |
Fixed rate 6% |
111 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
3,334 |
- |
SELIC + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
7,596 |
- |
TJLP + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
CPFL Leste Paulista |
||||||||||
Bank credit note - Unibanco |
1,286 |
2,688 |
TJLP + 2.9% |
54 monthly installments from June 2011 |
CPFL Energia guarantee and receivables | |||||
FINEM |
2,904 |
- |
Fixed rate 6% |
111 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
1,179 |
- |
SELIC + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
2,685 |
- |
TJLP + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
CPFL Sul Paulista |
||||||||||
Bank credit note - Unibanco |
1,393 |
2,911 |
TJLP + 2.9% |
54 monthly installments from June 2011 |
CPFL Energia guarantee and receivables | |||||
FINEM |
1,968 |
- |
Fixed rate 6% |
111 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
1,553 |
- |
SELIC + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
3,545 |
- |
TJLP + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
CPFL Jaguari |
||||||||||
Bank credit note - Unibanco |
455 |
1,547 |
TJLP + 2.9% |
54 monthly installments from December 2010 |
CPFL Energia guarantee and receivables | |||||
Bank credit note - Santander |
1,968 |
2,136 |
TJLP + 3.1% |
96 monthly installments from June 2014 |
CPFL Energia guarantee | |||||
Bank credit note - Santander |
635 |
607 |
UMBNDES + 2.1% |
96 monthly installments from June 2014 |
CPFL Energia guarantee | |||||
FINEM |
2,775 |
- |
Fixed rate 6% |
111 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
1,104 |
- |
SELIC + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
2,516 |
- |
TJLP + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
CPFL Mococa |
||||||||||
Bank credit note - Unibanco |
608 |
1,824 |
TJLP + 2.9% |
54 monthly installments from January 2011 |
CPFL Energia guarantee and receivables | |||||
Bank credit note - Santander |
2,532 |
2,747 |
TJLP + 3.1% |
96 monthly installments from June 2014 |
CPFL Energia guarantee | |||||
Bank credit note - Santander |
2,067 |
1,358 |
UMBNDES +1.99% to 2.1% |
96 monthly installments from June 2014 |
CPFL Energia guarantee | |||||
Bank credit note - Santander |
4,335 |
2,305 |
TJLP + 2.99% |
96 monthly installments from October 2015 |
CPFL Energia guarantee | |||||
CPFL Serviços |
||||||||||
FINAME |
1,675 |
1,701 |
Fixed rate 2.5% to 5.5% |
96 monthly installments from August 2014 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
FINAME |
357 |
- |
Fixed rate 6% |
72 monthly installments from April 2016 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
FINAME |
1,272 |
1,258 |
Fixed rate 6% to 10% |
90 monthly installments from November 2012 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
FINAME |
14,806 |
11,699 |
Fixed rate 2.5% to 5.5% |
114 monthly installments from February 2013 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
FINAME |
74 |
87 |
TJLP + 4.2% |
90 monthly installments from November 2012 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
FINAME |
2,860 |
- |
Fixed rate 6% |
90 monthly installments from November 2014 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
FINAME |
7,017 |
- |
Fixed rate 6% |
96 monthly installments from June 2016 |
CPFL Energia guarantee and equipment fiduciary alienation | |||||
CERAN |
||||||||||
BNDES |
360,217 |
409,365 |
TJLP + 3.69% to 5% |
168 monthly installments from December 2005 |
Pledge of shares, credit and concession rights and revenue and CPFL Energia guarantee | |||||
BNDES |
54,604 |
54,956 |
UMBNDES + 5% (1) |
168 monthly installments from February 2006 |
Pledge of shares, credit and concession rights and revenue and CPFL Energia guarantee | |||||
CPFL Transmissão |
||||||||||
FINAME |
17,736 |
4,667 |
Fixed rate 3.0% |
96 monthly installments from July 2015 |
CPFL Energia guarantee | |||||
CPFL Telecom |
||||||||||
FINAME |
7,588 |
- |
Fixed rate 6.0% |
60 monthly installments from December 2016 |
CPFL Energia guarantee | |||||
FINEM |
6,187 |
- |
SELIC + 3.12% |
60 monthly installments from December 2016 |
CPFL Energia guarantee | |||||
FINEM |
21,349 |
- |
TJLP + 2.12% to 3.12% |
60 monthly installments from December 2016 |
CPFL Energia guarantee | |||||
86
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Renováveis |
||||||||||
FINEM I |
321,088 |
352,830 |
TJLP + 1.95% |
168 monthly installments from October 2009 |
PCH Holding a joint debtor, Letters of guarantee | |||||
FINEM II |
28,605 |
31,997 |
TJLP + 1.90%. |
144 monthly installments from June 2011 |
CPFL Energia guarantee, fiduciary alienation of assets and joint fiduciary assignment of credit rights | |||||
FINEM III |
565,890 |
605,263 |
TJLP + 1.72% |
192 monthly installments from May 2013 |
CPFL Energia guarantee, plegde of shares, fiduciary alienation of assets and joint fiduciary assignment of credit rights | |||||
FINEM V |
101,723 |
113,106 |
TJLP + 2.8% to 3.4% |
143 monthly installments from December 2011 |
PCH Holding 2 and CPFL Renováveis debtor solidarity. | |||||
FINEM VI |
84,176 |
76,673 |
TJLP + 2.05% |
192 monthly installments from October 2013 |
CPFL Renováveis pledge of shares, pledge of receivables | |||||
FINEM VII |
176,252 |
194,041 |
TJLP - 1.92 % |
156 monthly installments from October 2010 |
Pledge of shares, fiduciary alienation and equipment fiduciary alienation | |||||
FINEM VIII |
79,124 |
50,811 |
TJLP + 2.02% |
192 monthly installments from January 2014 |
Pledge of shares and Reserve Account of
SPE | |||||
FINEM IX |
39,581 |
46,994 |
TJLP + 2.15% |
120 monthly installments from May 2010 |
Pledge of shares, fiduciary alienation and equipment fiduciary alienation | |||||
FINEM X |
827 |
1,108 |
TJLP |
84 monthly installments from October 2010 |
Pledge of shares, fiduciary alienation and equipment fiduciary alienation | |||||
FINEM XI |
126,670 |
138,101 |
TJLP + 1.87% to 1.9% |
168 monthly installments from January 2012 |
CPFL Energia guarantee, fiduciary alienation of assets and joint fiduciary assignment of credit rights | |||||
FINEM XII |
357,620 |
336,782 |
TJLP + 2.18% |
192 monthly installments from July 2014 |
CPFL Energia guarantee, fiduciary alienation of assets, joint fiduciary assignment of credit rights and pledge of shares | |||||
FINEM XIII |
315,596 |
- |
TJLP + 2.02% to 2.18% |
192 monthly installments from November 2014 |
Pledge of shares and equipaments, fiduciary alienation. | |||||
FINEM XIV |
19,707 |
- |
TJLP + 3.50% |
120 monthly installments from June 2007 |
(i)Fiduciary assignments of assets and credit rigths (ii) pledge of grantor rights - ANEEL and shares. | |||||
FINEM XV |
35,392 |
- |
TJLP + 3.44% |
Monthly installments until March 2023 |
(i)Fiduciary assignments of assets (ii) pledge of grantor rights - ANEEL and shares. | |||||
FINEM XV |
10,581 |
- |
Fixed rate 5.50% |
Monthly installments until January 2020 |
(i)Fiduciary assignments of assets (ii) pledge of grantor rights - ANEEL and shares. | |||||
FINEM XVI |
146,812 |
- |
TJLP + 2.18% |
Monthly installments until February 2030 |
(i)Fiduciary assignments of assets and credit rigths (ii) pledge of grantor rights - ANEEL and shares and reserve account | |||||
FINEM XVI |
378,728 |
- |
TJLP + 2.18% |
Monthly installments until December 2028 |
(i)Fiduciary assignments of assets and credit rigths (ii) pledge of grantor rights - ANEEL and shares and reserve account | |||||
FINAME I |
163,476 |
190,396 |
Fixed rate 5.5% |
108 monthly installments from January 2012 |
CPFL Energia guarantee, fiduciary alienation of assets and fiduciary assignment of credit rights | |||||
FINAME II |
26,081 |
31,168 |
Fixed rate 4.5% |
102 monthly installments from June 2011 |
CPFL Energia guarantee, fiduciary alienation of assets and fiduciary assignment of credit rights | |||||
FINAME III |
115,681 |
129,659 |
Fixed rate 2.5% |
108 monthly installments from January 2014 |
Pledge of CPFL Renováveis shares | |||||
FINEP I |
2,382 |
2,506 |
Fixed rate 3.5% |
61 monthly installments from October 2014 |
Bank Garantee | |||||
FINEP II |
10,366 |
- |
TJLP - 1,00% |
85 monthly installments from June 2017 |
Bank Garantee | |||||
FINEP III |
6,945 |
- |
TJLP + 3,00% |
73 monthly installments from July 2015 |
Bank Garantee | |||||
BNB I |
117,516 |
133,192 |
Fixed rate 9.5% to 10% |
168 monthly installments from January 2009 |
Fiduciary alienation | |||||
BNB II |
172,430 |
175,695 |
Fixed rate 10% (f) |
222 monthly installments from May 2010 |
CPFL Energia guarantee | |||||
BNB III |
32,591 |
- |
Fixed rate 9.5% |
228 monthly installments from July 2009 |
CPFL Energia guarantee, fiduciary alienation of assets and joint fiduciary assignment of credit rights | |||||
NIB |
74,197 |
79,109 |
IGPM + 8.63% |
Interest and principal quarterly paid until September 2023 |
No guarantee | |||||
Bridge BNDES II |
- |
84,507 |
TJLP + 3.02 % |
1 installment in February 2014 |
Pledge of SPE shares | |||||
Bridge BNDES III |
- |
194,242 |
TJLP + 3.02 % |
1 installment in February 2014 |
Pledge of SPE shares | |||||
Bridge BNDES IV |
49,492 |
- |
TJLP + 2,40% |
1 installment in January 2016 |
Bank Garantee | |||||
CPFL Brasil |
||||||||||
FINEP |
2,657 |
3,461 |
Fixed rate 5% |
81 monthly installments from August 2011 |
Receivables | |||||
Purchase of assets |
||||||||||
CPFL Serviços |
||||||||||
FINAME |
- |
146 |
TJLP + 2.15% |
36 monthly installments from March 2011 |
Fiduciary alienation of assets | |||||
FINAME |
- |
4,911 |
Fixed rate 2.5% to 8.7% |
96 monthly installments from April 2012 |
Fiduciary alienation of assets and CPFL Energia guarantee | |||||
FINAME |
- |
2,051 |
TJLP + 1.72% |
60 monthly installments from May 2012 |
CPFL Energia guarantee | |||||
CPFL ESCO |
||||||||||
FINAME |
4,135 |
- |
Fixed rate 4.5% to 8.7% |
96 monthly installments from March 2012 |
Fiduciary alienation of assets and CPFL Energia guarantee | |||||
FINAME |
158 |
- |
Fixed rate 6% |
72 monthly installments from October 2016 |
CPFL Energia guarantee | |||||
Financial institutions |
||||||||||
CPFL Paulista |
||||||||||
Banco do Brasil - Law 8727 |
- |
4,648 |
IGP-M + 7.42% |
240 monthly installments from May 1994 |
Receivables (CPFL Paulista and São Paulo Government) | |||||
Banco do Brasil - Working capital |
105,500 |
105,124 |
107% of CDI |
1 installment in April 2015 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (a) |
73,758 |
133,334 |
98.50% of CDI |
4 annual installments from July 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (b) |
- |
95,704 |
99.00% of CDI |
2 annual installments from March 2013 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (d) |
291,036 |
261,334 |
104.90% of CDI |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
CPFL Piratininga |
||||||||||
Banco do Brasil - Working capital (a) |
6,784 |
12,263 |
98.5% of CDI |
4 annual installments from July 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (b) |
- |
12,282 |
99.0% of CDI |
2 annual installments from March 2013 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (d) |
51,222 |
45,995 |
104.90% of CDI |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
RGE |
||||||||||
Banco do Brasil - Working capital (a) |
31,894 |
57,656 |
98.5% of CDI |
4 annual installments from July 2012 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (b) |
- |
35,338 |
99.0% of CDI |
2 annual installments from March 2013 |
CPFL Energia guarantee | |||||
CPFL Santa Cruz |
||||||||||
Banco do Brasil - Working capital (b) |
- |
4,340 |
99.0% of CDI |
2 annual installments from March 2013 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (d) |
38,417 |
34,496 |
104.90% of CDI |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
8,083 |
- |
CDI + 0,27% |
12 semiannual installments from June 2015 |
CPFL Energia guarantee | |||||
CPFL Leste Paulista |
||||||||||
Banco do Brasil - Working capital (b) |
- |
11,156 |
99.0% of CDI |
2 annual installments from March 2013 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
7,419 |
8,140 |
100.0% of CDI |
14 semiannual installments from December 2012 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
25,666 |
- |
CDI + 0.1% |
12 semiannual installments from October 2014 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
7,969 |
- |
CDI + 0.27% |
12 semiannual installments from March 2015 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
10,307 |
- |
CDI + 0,27% |
12 semiannual installments from June 2015 |
CPFL Energia guarantee | |||||
CPFL Sul Paulista |
||||||||||
Banco do Brasil - Working capital (b) |
- |
5,982 |
99.0% of CDI |
2 annual installments from March 2013 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (d) |
24,447 |
21,952 |
104.90% of CDI |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
4,036 |
- |
CDI + 0,27% |
12 semiannual installments from June 2015 |
CPFL Energia guarantee | |||||
CPFL Jaguari |
||||||||||
Banco do Brasil - Working capital (b) |
- |
3,755 |
99.0% of CDI |
2 annual installments from March 2013 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (d) |
3,376 |
3,031 |
104.90% of CDI |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
15,064 |
16,615 |
100.0% of CDI |
14 Semi-annual installments from December 2012 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
13,836 |
- |
CDI + 0.1% |
12 semiannual installments from October 2014 |
CPFL Energia guarantee |
87
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Mococa |
||||||||||
Banco do Brasil - Working capital (b) |
- |
1,908 |
99.0% of CDI |
2 annual installments from March 2013 |
CPFL Energia guarantee | |||||
Banco do Brasil - Working capital (d) |
22,119 |
19,861 |
104.90% of CDI |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
4,888 |
5,392 |
100.0% of CDI |
14 Semi-annual installments from December 2012 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
15,519 |
- |
CDI + 0.27% |
12 semiannual installments from March 2015 |
CPFL Energia guarantee | |||||
CPFL Serviços |
||||||||||
Banco IBM - Working capital |
6,316 |
7,325 |
CDI + 0.10% |
11 semiannual installments from June 2013 |
CPFL Energia guarantee | |||||
CPFL Geração |
||||||||||
Banco do Brasil - Working capital |
637,635 |
628,828 |
107.0% of CDI |
1 installment in March 2019 |
CPFL Energia guarantee | |||||
CPFL Renováveis |
||||||||||
Banco Safra |
- |
27,713 |
CDI+ 0.4% |
Annual installment until 2014 |
No guarantee | |||||
HSBC (e) |
322,336 |
350,329 |
CDI + 0.5% |
8 annual installment from June 2013 |
Shares alienation | |||||
Banco do Brasil |
36,739 |
- |
Fixed rate 10,00% |
132 montly installment from June 2010 |
Shareholders support, pledge of shares, of grantor rights and of credit rights, insurance, bank guarantee and civil liability | |||||
Banco do Brasil - Promissory Note |
- |
144,428 |
108.5% of CDI |
1 installment in January 2014 |
Shares alienation | |||||
Banco Itaú - Promissory Note |
- |
150,175 |
105% of CDI |
Semi-annual until June 2014 |
No guarantee | |||||
CPFL Telecom |
||||||||||
Banco IBM - Working capital |
38,489 |
- |
CDI + 0.18% |
12 semiannual installments from August 2014 |
CPFL Energia guarantee | |||||
Other |
||||||||||
Eletrobrás |
||||||||||
CPFL Paulista |
5,414 |
6,918 |
RGR + 6% to 6.5% |
monthly installments from August 2006 |
Receivables and promissory notes | |||||
CPFL Piratininga |
239 |
390 |
RGR + 6% |
monthly installments from August 2006 |
Receivables and promissory notes | |||||
RGE |
9,746 |
11,834 |
RGR + 6% |
monthly installments from August 2006 |
Receivables and promissory notes | |||||
CPFL Santa Cruz |
1,601 |
2,173 |
RGR + 6% |
monthly installments from January 2007 |
Receivables and promissory notes | |||||
CPFL Leste Paulista |
747 |
961 |
RGR + 6% |
monthly installments from February 2008 |
Receivables and promissory notes | |||||
CPFL Sul Paulista |
808 |
1,072 |
RGR + 6% |
monthly installments from August 2007 |
Receivables and promissory notes | |||||
CPFL Jaguari |
41 |
58 |
RGR + 6% |
monthly installments from June 2007 |
Receivables and promissory notes | |||||
CPFL Mococa |
222 |
275 |
RGR + 6% |
monthly installments from January 2008 |
Receivables and promissory notes | |||||
Other |
105,034 |
36,713 |
||||||||
Subtotal Brazilian Currency - Cost |
7,257,338 |
7,246,656 |
||||||||
Foreign Currency |
||||||||||
Measured at fair value |
||||||||||
Financial Institutions |
||||||||||
CPFL Paulista |
||||||||||
Bank of America Merrill Lynch |
270,248 |
238,318 |
US$ + 3.69 % (3) |
1 installment in July 2016 |
CPFL Energia guarantee and promissory notes | |||||
Bank of America Merrill Lynch |
399,887 |
352,685 |
US$ + Libor 3 months + 1.48% (3) |
1 installment in July 2016 |
CPFL Energia guarantee and promissory notes | |||||
Bank of America Merrill Lynch |
119,561 |
- |
US$+Libor 3 months+1.70% (4) |
1 installment in September 2018 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Tokyo-Mitsubishi (b) |
132,887 |
- |
US$+Libor 3 months+0.80% (3) |
4 semiannual installments from September 2017 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
133,585 |
117,821 |
US$ + Libor 6 months + 1.77% (2) |
1 installment in September 2016 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
132,962 |
- |
US$+Libor 3 months + 1.35% (4) |
1 installment in March 2019 |
CPFL Energia guarantee and promissory notes | |||||
Mizuho Bank (c) |
199,235 |
- |
US$+Libor 3 months+1.55% (3) |
3 semiannual installments from March 2018 |
CPFL Energia guarantee and promissory notes | |||||
Morgan Stanley |
133,601 |
117,843 |
US$ + Libor 6 months + 1.75% (2) |
1 installment in September 2016 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
64,958 |
57,299 |
US$ + 3.3125% (3) |
1 installment in July 2016 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
106,383 |
- |
US$ + 2,28% a 2,32% (3) |
1 installment in December 2017 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Piratininga |
||||||||||
Citibank |
21,401 |
18,878 |
US$ + Libor 6 months + 1.69%(2) |
1 installment in August 2016 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
167,050 |
- |
US$ + Libor 6 monthss + 1.14% (2) |
1 installment in January 2017 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
132,962 |
- |
US$ + Libor 3 months + 1.35% (4) |
1 installment in March 2019 |
CPFL Energia guarantee and promissory notes | |||||
Santander |
120,585 |
106,348 |
US$ + 2.58% (3) |
1 installment in July 2016 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
84,843 |
74,840 |
US$ + 3.3125% (3) |
1 installment in July 2016 |
CPFL Energia guarantee and promissory notes | |||||
Sumitomo (b) |
133,259 |
- |
US$ + Libor 3 months + 1.35% (3) |
1 installment in April 2018 |
CPFL Energia guarantee and promissory notes | |||||
RGE |
||||||||||
Bank of Tokyo-Mitsubishi |
47,908 |
42,252 |
US$ + Libor 3 months + 0.82%(3) |
1 installment in April 2018 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Tokyo-Mitsubishi |
218,046 |
192,298 |
US$ + Libor 3 months + 0.83%(3) |
1 installment in May 2018 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
39,912 |
- |
US$ + Libor 3 months + 1.25%(4) |
2 annual installments from May 2018 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
186,593 |
164,567 |
US$ + Libor 6 months + 1.45% (3) |
1 installment in April 2017 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
126,126 |
111,235 |
US$ + 2.64% (3) |
1 installment in July 2016 |
CPFL Energia guarantee and promissory notes | |||||
HSBC |
36,223 |
- |
US$ + Libor 3 months + 1,30% (4) |
1 installment in October 2017 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Santa Cruz |
||||||||||
J.P. Morgan |
25,864 |
22,813 |
US$ + 2.38% (2) |
1 installment in July 2015 |
CPFL Energia guarantee and promissory notes | |||||
Santander |
23,590 |
20,805 |
USD + 2.544% (3) |
1 installment in June 2016 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Leste Paulista |
||||||||||
Citibank |
- |
11,226 |
US$ + Libor 6 months + 1.52%(2) |
1 installment in September 2014 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
32,926 |
29,037 |
US$ + 2.695% (2) |
1 installment in July 2015 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Sul Paulista |
||||||||||
Citibank |
- |
11,226 |
US$ + Libor 6 months + 1.52%(2) |
1 installment in September 2014 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
13,578 |
11,977 |
US$ + 2.38% (2) |
1 installment in July 2015 |
CPFL Energia guarantee and promissory notes | |||||
Santander |
25,949 |
22,885 |
US$ + 2.544% (3) |
1 installment in June 2016 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
13,829 |
12,195 |
US$ + 2.695% (2) |
1 installment in July 2015 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Jaguari |
||||||||||
Citibank |
- |
10,284 |
US$ + Libor 6 months + 1.57%(2) |
1 installment in August 2014 |
CPFL Energia guarantee and promissory notes | |||||
Santander |
36,564 |
32,247 |
US$ + 2.544% (3) |
1 installment in June 2016 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
17,122 |
15,099 |
US$ + 2.695% (2) |
1 installment in July 2015 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Mococa |
||||||||||
Citibank |
- |
9,822 |
US$ + Libor 6 months + 1.52%(2) |
1 installment in September 2014 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
14,488 |
12,776 |
US$ + 2.695% (2) |
1 installment in July 2015 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Geração |
||||||||||
Citibank |
- |
147,482 |
US$ + Libor 6 months + 1.69% (2) |
1 installment in August 2016 |
CPFL Energia guarantee and promissory notes | |||||
HSBC |
265,779 |
- |
US$+Libor 3 months + 1.30% (3) |
1 installment in March 2017 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Serviços |
||||||||||
J.P. Morgan |
10,040 |
- |
US$ + 1,75% (2) |
1 installment in October 2016 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Telecom |
||||||||||
Banco Itaú |
9,202 |
- |
US$ + 2,35% (3) |
1 installment in November 2015 |
CPFL Energia guarantee and promissory notes | |||||
Mark to market |
(55,998) |
44,195 |
||||||||
Total Foreign Currency - fair value |
3,441,149 |
2,008,454 |
||||||||
Fundraising costs(*) |
(20,110) |
(25,114) |
||||||||
Total - Consolidated |
10,678,376 |
9,229,996 |
88
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The subsdiaries hold swaps converting the operating cost of currency variation to interest tax variation in reais, corresponding to : | |
(1) 143,85% of CDI |
(3) 104,1% to 109% of CDI |
(2) 99% to 104% of CDI |
(4) 109,1% to 110% of CDI |
Efective rate: | |
(a) 106% to 106,99% of CDI |
(d) 109,47% of CDI |
(b) 107% to 107,99% of CDI |
(e) CDI + 0,73% |
(c) 108,49% of CDI |
(f) Fixed rate 10,57% |
(*) In accordance with CPC 08/IAS 39, this refers to the fundraising costs attributable to issuance of the respective debts.
In accordance with CPC 38 and 39 and IAS 32 and 39, the Company and its subsidiaries classified their loans and financing, as segregated in the tables above, as (i) other financial liabilities (or measured at amortized cost), and (ii) financial liabilities measured at fair value through profit and loss.
The objective of classification of financial liabilities on loans and financing measured at fair value is to compare the effects of recognition of income and expense derived from marking derivatives to market, tied to the loans and financing, in order to obtain more relevant and consistent accounting information. At December 31, 2014, the total balance of the loans and financing measured at fair value was R$ 3,441,149 (R$ 2,008,454 at December 31, 2013).
Changes in the fair values of these loans and financing are recognized in the financial income/expense of the subsidiaries. Accumulated gains of R$ 55,998 (losses of R$ 44,195 at December 31, 2013) on marking the loans and financing to market, less the losses of R$ 25,382 (gain of R$ 18,080 at December 31, 2013) of marking to market the derivative financial instruments contracted as a hedge against foreign exchange variations (note 35), resulted in a total net gain of R$ 30,616 (losses of R$ 26,114 as December 31, 2013).
The maturities of the principal long-term balances of loans and financing are scheduled as follows:
Maturity |
Consolidated |
2016 |
2,177,991 |
2017 |
1,581,937 |
2018 |
1,654,242 |
2019 |
1,642,385 |
2020 |
515,495 |
2021 a 2025 |
1,359,618 |
2026 a 2030 |
551,119 |
Subtotal |
9,482,787 |
Mark to Market |
(56,154) |
Total |
9,426,634 |
The main financial rates applicable for our loans and financing their related breakdown in local and foreign currency, after taking into consideration the effects of the derivative instruments, are as shown below:
Accumulated variation |
Consolidated | |||||||
Index |
December 31, 2014 |
December 31, 2013 |
December 31, 2014 |
December 31, 2013 | ||||
IGP-M |
3.69 |
5.53 |
0.69 |
0.91 | ||||
UMBND |
13.27 |
17.80 |
0.53 |
0.62 | ||||
TJLP |
5.00 |
5.00 |
36.50 |
39.03 | ||||
CDI |
10.81 |
8.02 |
49.26 |
45.42 | ||||
Outros |
13.01 |
14.03 | ||||||
100.00 |
100.00 |
89
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Brazilian currency | ||||||||||||
R$ thousand |
| |||||||||||
Company |
Bank / credit line |
Total approved |
2014 released |
Released net of fundraising costs |
Interest |
Destination of the resources | ||||||
Investment |
||||||||||||
CPFL Paulista |
FINEM VI (a) (b) |
790,000 |
26,969 |
26,969 |
Monthly |
Subsidiary's investment plan | ||||||
CPFL Piratininga |
FINEM V (a) (b) |
220,000 |
12,442 |
12,442 |
Monthly |
Subsidiary's investment plan | ||||||
RGE |
FINEM VI (a) (b) |
274,997 |
8,354 |
8,354 |
Monthly |
Subsidiary's investment plan | ||||||
CPFL Santa Cruz |
FINEM (b) |
25,360 |
21,891 |
21,891 |
Monthly |
Subsidiary's investment plan | ||||||
CPFL Leste Paulista |
FINEM (b) |
13,045 |
6,655 |
6,655 |
Monthly |
Subsidiary's investment plan | ||||||
CPFL Sul Paulista |
FINEM (b) |
12,280 |
6,945 |
6,945 |
Monthly |
Subsidiary's investment plan | ||||||
CPFL Jaguari |
FINEM (b) |
10,398 |
6,288 |
6,288 |
Monthly |
Subsidiary's investment plan | ||||||
CPFL Mococa |
CCB Santander (b) |
6,119 |
2,523 |
1,631 |
Monthly |
Subsidiary's investment plan | ||||||
CPFL Serviços |
FINAME (b) |
15,140 |
15,140 |
15,140 |
Monthly |
Acquisition of electrical equipment and vehicules | ||||||
CPFL Transmissão |
FINAME (b) |
23,824 |
13,054 |
13,054 |
Monthly |
Acquisition of electrical equipment | ||||||
CPFL Telecom |
FINAME e FINEM (b) |
95,333 |
34,918 |
34,632 |
Quarterly during grace and monthly after grace |
Subsidiary's investment plan | ||||||
CPFL Renováveis |
BNB II (b) |
(c) |
(c) |
(c) |
(c) |
(c) | ||||||
CPFL Renováveis |
FINEM XIII |
379,948 |
314,991 |
314,991 |
Monthly |
Subsidiary's investment plan | ||||||
CPFL Renováveis |
FINEM XIV, FINEM XV, FINEM XVI, BNDES bridge IV (b), FINEP III (b) |
(e) |
(e) |
(e) |
Bridge BNDES IV: January 2016; Others: monthly |
Subsidiary's investment plan (SHPs e wind power) | ||||||
CPFL Renováveis |
FINEM VI |
85,244 |
9,667 |
9,667 |
Monthly |
SPHs development | ||||||
CPFL Renováveis |
FINEM XII |
289,954 |
22,758 |
22,758 |
Monthly |
Windfarm development | ||||||
CPFL Renováveis |
FINAME III |
207,000 |
31,543 |
31,543 |
Monthly |
Power plant development | ||||||
CPFL Renováveis |
FINEP II (b) |
88,095 |
10,348 |
10,234 |
Monthly |
Subsidiary's investment plan (technological innovation) | ||||||
Financial institutions |
||||||||||||
CPFL Santa Cruz |
Banco IBM (b) |
8,006 |
8,006 |
8,006 |
Semiannual |
Reinforce working capital | ||||||
CPFL Leste Paulista |
Banco IBM (b) |
43,955 |
43,955 |
43,955 |
Semiannual |
Reinforce working capital | ||||||
CPFL Sul Paulista |
Banco IBM (b) |
3,997 |
3,997 |
3,997 |
Semiannual |
Reinforce working capital | ||||||
CPFL Jaguari |
Banco IBM (b) |
13,986 |
13,986 |
13,986 |
Semiannual |
Reinforce working capital | ||||||
CPFL Mococa |
Banco IBM (b) |
15,000 |
15,000 |
15,000 |
Semiannual |
Reinforce working capital | ||||||
CPFL Telecom |
Banco IBM (b) |
37,989 |
37,989 |
37,989 |
Semiannual |
Reinforce working capital | ||||||
CPFL Renováveis |
Banco do Brasil - Promissory Note (b) |
138,000 |
138,000 |
138,000 |
(d) |
(d) | ||||||
CPFL Renováveis |
Banco do Brasil |
(e) |
(e) |
(e) |
Monthly |
Subsidiary's investment plan (SHPs) |
Foreign currency | ||||||||||||
R$ thousand |
| |||||||||||
Company |
Bank / credit line |
Total approved |
2014 released |
Released net of fundraising costs |
Interest |
Destination of the resources | ||||||
Financial institutions |
||||||||||||
CPFL Paulista |
Bank of America Merrill Lynch - Law 4131/62 |
106,020 |
106,020 |
106,020 |
Quartely |
Extend the debt profile | ||||||
CPFL Paulista |
Banco Tokyo-Mitsubishi - Law 4131/62 |
117,400 |
117,400 |
116,226 |
Quartely |
Extend the debt profile | ||||||
CPFL Paulista |
Citibank - Law 4131/62 |
117,250 |
117,250 |
117,250 |
Quartely |
Extend the debt profile | ||||||
CPFL Paulista |
Mizuho Bank - Law 4131/62 |
174,900 |
174,900 |
173,413 |
Quartely |
Extend the debt profile | ||||||
CPFL Paulista |
JP Morgan - Law 4131/62 |
104,570 |
104,570 |
104,570 |
Semmiannual |
Extend the debt profile | ||||||
CPFL Piratininga |
Citibank - Law 4131/62 |
151,875 |
151,875 |
151,875 |
Semmiannual |
Extend the debt profile | ||||||
CPFL Piratininga |
Citibank - Law 4131/62 |
117,250 |
117,250 |
117,250 |
Quartely |
Extend the debt profile | ||||||
CPFL Piratininga |
Sumitomo - Law 4131/62 |
110,275 |
110,275 |
109,448 |
Quartely |
Reinforce working capital | ||||||
RGE |
Citibank - Law 4131/62 |
33,285 |
33,285 |
33,285 |
Quartely |
Reinforce working capital | ||||||
RGE |
HSBC - Law 4131/62 |
32,715 |
32,715 |
32,715 |
Quartely |
Extend the debt profile | ||||||
CPFL Geração |
HSBC - Law 4131/62 |
232,520 |
232,520 |
232,520 |
Quartely |
Extend the debt profile | ||||||
CPFL Serviços |
J.P. Morgan (b) |
9,000 |
9,000 |
9,000 |
Semmiannual |
Reinforce working capital | ||||||
CPFL Telecom |
Banco Itaú (b) |
9,000 |
9,000 |
9,000 |
Wih the principal |
Reinforce working capital | ||||||
(a)The
outstanding balance was cancelled |
Prepayment
CPFL Geração – Citibank - The maturity of the subsidiary CPFL Geração's foreign currency debt to Citibank, originally scheduled for August 2016, was settled in 2014.
BNDES:
Financing from the BNDES restricts the subsidiaries CPFL Paulista, CPFL Piratininga, and RGE to: (i) not paying dividends and interest on shareholders’ equity totaling more than the minimum mandatory dividend laid down by law without complying with all the contractual obligations; (ii) full compliance with the restrictive conditions established in the agreement; and (iii) maintaining certain financial ratios within pre-established parameters, calculated annually:
CPFL Paulista, CPFL Piratininga and RGE
Maintaining, by the subsidiaries, the follow index
· Net indebtedness divided by EBITDA – maximum of 3.5;
· Net indebtedness divided by the sum of net indebtedness and Shareholder’s Equity – maximum of 0.90.
90
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Geração
The loans from the BNDES raised by the indirect subsidiary CERAN establish:
· Maintaining the debt coverage ratio at 1.3 during the amortization period;
· Restrictions on the payment of dividends to the subsidiary CPFL Geração higher than the minimum mandatory dividend of 25% without the prior agreement of the BNDES.
CPFL Telecom
Maintaining, by the Company, the following index:
· Maintaining Net Equity / (Net Equity + Net Bank Debt) of more than 0.28; and
· Maintaining Net Bank Debt / Adjusted EBITDA of less than 3.75.
CPFL Renováveis
FINEM I and FINEM VI
· Maintaining the debt coverage ratio “ICSD” (cash balance for the previous year + cash generation for the current year) / debt service charge for the current year) at 1.2.
· Own capitalization ratio of 25% or more.
In December 2014, the subsidiary obtained a waiver from the BNDES for determination of the ICSD for the current year.
FINEM II and FINAME II
· Restrictions on the dividends distribution if a debt service coverage ratio of 1.0 or more and general indebtedness ratio of 0.8 or less is not maintained.
FINEM III
· Maintaining Shareholders’ Equity/(Shareholders’ Equity + Net Bank Debts) of more than 0.28, determined in the Company's annual consolidated financial statements;
· Maintaining a Net Bank Debt/EBITDA ratio of 3.75 or less, determined in the Company's annual consolidated financial statements.
An addendum to the agreement was signed in 2014 in order to change the limit of the financial ratio, Net Debt/EBITDA (determined for CPFL Energia) from 4.00 to 3.75, and the calculation methodology.
FINEM V
· Maintaining the debt coverage ratio at 1.2;
· Maintaining the own capitalization ratio at 30% or more.
In December 2014, the subsidiary obtained a waiver from the Banco do Brasil for determination of the ICSD for the year ended December 31, 2014.
FINEM VII and X
· Maintaining the annual debt coverage ratio at 1.2.
· Distribution of dividends restricted to the Total Liabilities ratio divided by Shareholders’ Equity ex-Dividend of less than 2.33.
91
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
FINEM VIII and FINAME III
· Maintaining a Debt Service Coverage Ratio of 1.2 or more;
· Maintaining a Net Indebtedness/EBITDA ratio of 7.5 or less in 2013, 6.0 in 2014, 5.6 in 2015, 4.6 in 2016 and 3.75 in 2017 onward, determined in the consolidated financial statements of CPFL Renováveis;
· Maintaining a Shareholders' Equity/(Shareholder’s Equity + Net Debt) ratio of 0.41 or more in 2013 to 2016 and 0.45 in 2017 onward, determined in the consolidated financial statements of CPFL Renováveis
In December 2014, the subsidiaries Bio Alvorada e Bio Coopcana obtained a waiver from BNDES for determination of the ICSD and for the Net Indebtedness/EBITDA ratio that was a CPFL Renováveis commitment for the year ended December 31, 2014.
FINEM IX and FINEM XIII
· Maintaining the Debt Service Coverage Ratio at 1.3 or more;
FINEM XI and FINAME I
· Maintaining a Net Bank Debt/EBITDA ratio of 4.0 or less, determined in the Company's annual consolidated financial statements.
On December 30, 2014, the Company obtained a waiver from the BNDES for determination of the Net Bank Debt/EBITDA for FINEM XI and FINEM I for the year ended December 31, 2014.
FINEM XII
· Maintaining the Debt Service Coverage Ratio of the Campo dos Ventos II Energias Renovaveis S.A., SPE Macacos Energia S.A., Costa Branca Energia S.A., SPE Juremas Energia S.A. and SPE Pedra Preta Energia S.A. indirect subsidiaries at 1.3 or more after amortization starts;
· Maintaining the Consolidated Debt Service Coverage Ratio at 1.3 or more, determined in the consolidated financial statements of Eólica Holding S.A., after amortization starts;
FINEM XIV
· Maintaining the half-yearly equity ratio (ICP), defined by the ratio of net equity to total assets, at 30% or more of the total investment in the project, and the debt coverage ratio at 1.3 or more during the amortization period.
FINEM XV
· Maintaining the quarterly equity ratio (ICP) at 25% (twenty-five percent) or more, defined by the ratio of Net Equity to Total Assets;
· Maintaining the quarterly debt coverage ratio at 1.2 or more during the amortization period.
FINEM XVI
· Maintaining the debt coverage ratio at 1.20 or more during the amortization period. Maintaining the annual consolidated debt coverage ratio at 1.3 or more, determined in the consolidated financial statements of Desa Eólicas S.A..
HSBC
· From 2014, there is the obligation to maintain the ratio of Net Debt and EBITDA less than 4.50 in June 2014, 4.25 in December 2014, 4.0 in June 2015 and 3.50 after that until discharge.
92
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
NIB
· Maintaining the half-yearly debt coverage ratio at 1.2.
· Maintaining a Total Debt and Shareholders’ Equity ratio of 30% or more;
· Maintaining the Financing Term Coverage ratio at 1.7 or more;
Banco do Brasil
· Maintaining the annual debt coverage ratio at 1.2 or more during the amortization period.
Banco do Brasil(*) – Working Capital – CPFL Paulista, CPFL Piratininga and RGE
Maintaining, by the Company, the following index:
· Net indebtedness divided by EBITDA - maximum of 3.75; and
· EBITDA divided by Financial Income (Expense) - minimum of 2.25.
(*) Only for the debts contracted in 2010, whose amounts at December 31, 2014 are R$ 73,758 for CPFL Paulista, R$ 6,784 for CPFL Piratininga and R$ 31,894 for RGE.
Foreign currency loans - Bank of America, J.P Morgan, Citibank, Morgan Stanley, Scotiabank, Bank of Tokyo, Santander, Sumitomo, Mizuho and HSBC (Law 4.131)
The foreign currency loans held by Law 4.131 are subject to certain restrictive conditions, and include clauses that require the Company to maintain certain financial ratios within pre-established parameters, calculated semi-annually.
The ratios required are as follows: (i) Net indebtedness divided by EBITDA – maximum of 3.75 and (ii) EBITDA divided by Financial Income (Expense) – minimum of 2.25.
For purposes of determining covenants, the definition of EBITDA, in the Company, takes into consideration inclusion of the account consolidation based on the interest in the subsidiaries, associates and joint ventures (for both EBITDA assets and liabilities).
Other loan and financing agreements of the direct and indirect subsidiaries are subject to early settlement in the event of changes in the Company’s structure or in the corporate structure of the subsidiaries that result in the loss of the share control or of control over Management of the Company by the Company’s current shareholders, unless at least one of the shareholders (Camargo Corrêa and Previ) remains directly or indirectly in the block of control by the Company.
Furthermore, failure to comply with the obligations or restrictions mentioned could result in default in relation to other contractual obligations (cross default), depending on each loan and financing agreement.
The Management of the Company and its subsidiaries monitor these ratios systematically and constantly to ensure that the contractual conditions are complied with. In the opinion of the Management, these restrictive covenants and clauses are being adequately complied with at December 31, 2014.
93
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 18 ) ACCRUED INTEREST ON DEBENTURES AND DEBENTURES
Consolidated | |||||||||||||||||
December 31, 2014 |
December 31, 2013 | ||||||||||||||||
Current and noncurrent interest |
Current |
Noncurrent |
Total |
Current and noncurrent interest |
Current |
Noncurrent |
Total | ||||||||||
Parent Company |
|||||||||||||||||
4th Issue |
Single series |
15,020 |
1,290,000 |
- |
1,305,020 |
12,438 |
- |
1,290,000 |
1,302,438 | ||||||||
15,020 |
1,290,000 |
- |
1,305,020 |
12,438 |
- |
1,290,000 |
1,302,438 | ||||||||||
CPFL Paulista |
|||||||||||||||||
6th Issue |
Single series |
38,673 |
- |
660,000 |
698,673 |
31,674 |
- |
660,000 |
691,674 | ||||||||
7th Issue |
Single series |
24,291 |
- |
505,000 |
529,291 |
20,173 |
- |
505,000 |
525,173 | ||||||||
62,964 |
- |
1,165,000 |
1,227,964 |
51,847 |
- |
1,165,000 |
1,216,847 | ||||||||||
CPFL Piratininga |
|||||||||||||||||
3rd Issue |
Single series |
7,571 |
260,000 |
- |
267,571 |
6,331 |
- |
260,000 |
266,331 | ||||||||
6th Issue |
Single series |
6,446 |
- |
110,000 |
116,446 |
5,279 |
- |
110,000 |
115,279 | ||||||||
7th Issue |
Single series |
11,304 |
235,000 |
246,304 |
9,388 |
235,000 |
244,388 | ||||||||||
25,320 |
260,000 |
345,000 |
630,320 |
20,998 |
- |
605,000 |
625,998 | ||||||||||
RGE |
|||||||||||||||||
6th Issue |
Single series |
29,298 |
- |
500,000 |
529,298 |
23,995 |
- |
500,000 |
523,995 | ||||||||
7th Issue |
Single series |
8,177 |
- |
170,000 |
178,177 |
6,791 |
- |
170,000 |
176,791 | ||||||||
37,475 |
- |
670,000 |
707,475 |
30,786 |
- |
670,000 |
700,786 | ||||||||||
CPFL Santa Cruz |
|||||||||||||||||
1st Issue |
Single series |
480 |
- |
65,000 |
65,480 |
416 |
- |
65,000 |
65,416 | ||||||||
CPFL Brasil |
|||||||||||||||||
2nd Issue |
Single series |
2,346 |
- |
228,000 |
230,346 |
1,948 |
- |
228,000 |
229,948 | ||||||||
CPFL Geração |
|||||||||||||||||
3rd Issue |
Single series |
7,687 |
264,000 |
- |
271,687 |
6,429 |
- |
264,000 |
270,429 | ||||||||
4th Issue |
Single series |
- |
- |
- |
- |
5,809 |
- |
680,000 |
685,809 | ||||||||
5th Issue |
Single series |
11,236 |
- |
1,092,000 |
1,103,236 |
9,329 |
- |
1,092,000 |
1,101,329 | ||||||||
6th Issue |
Single series |
19,446 |
- |
460,000 |
479,446 |
16,254 |
- |
460,000 |
476,254 | ||||||||
7th Issue |
Single series |
13,739 |
- |
635,000 |
648,739 |
- |
- |
- |
- | ||||||||
8th Issue |
Single series |
2,903 |
- |
72,390 |
75,293 |
- |
- |
- |
- | ||||||||
55,012 |
264,000 |
2,259,390 |
2,578,401 |
37,821 |
- |
2,496,000 |
2,533,821 | ||||||||||
CPFL Renováveis |
|||||||||||||||||
1st Issue - SIIF |
1st to 12nd series |
798 |
36,640 |
476,329 |
513,767 |
814 |
34,872 |
489,858 |
525,544 | ||||||||
1st Issue - PCH Holding 2 |
Single series |
57,991 |
8,701 |
149,492 |
216,184 |
32,177 |
- |
158,193 |
190,370 | ||||||||
1st Issue - Renováveis |
Single series |
5,795 |
21,500 |
408,500 |
435,795 |
5,065 |
- |
430,000 |
435,065 | ||||||||
2nd Issue - Renováveis |
Single series |
9,603 |
- |
300,000 |
309,603 |
- |
- |
- |
- | ||||||||
1st Issue - WF2 (a) |
Single series |
2,984 |
30,000 |
- |
32,984 |
- |
- |
- |
- | ||||||||
2nd Issue - WF2 (a) |
Single series |
10,582 |
132,000 |
- |
142,582 |
- |
- |
- |
- | ||||||||
1st Issue - DESA (a) |
Single series |
716 |
- |
35,000 |
35,716 |
- |
- |
- |
- | ||||||||
2nd Issue - DESA (a) |
Single series |
6,022 |
- |
65,000 |
71,022 |
- |
- |
- |
- | ||||||||
94,491 |
228,841 |
1,434,321 |
1,757,653 |
38,056 |
34,872 |
1,078,051 |
1,150,979 | ||||||||||
Fund raising costs(*) |
- |
(766) |
(30,311) |
(31,077) |
- |
- |
(34,832) |
(34,832) | |||||||||
Total |
293,108 |
2,042,075 |
6,136,400 |
8,471,583 |
194,311 |
34,872 |
7,562,219 |
7,791,402 | |||||||||
(*) In accordance with CPC 08/IAS 39, this refers to the fundraising costs attributable to issuance of the respective debts.
94
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated | ||||||||||
Issued |
Annual Remuneration |
Annual Effective rate |
Amortization Conditions |
Collateral | ||||||
Parent Company |
||||||||||
4th Issue |
Single series |
129.000 |
CDI + 0.40% |
CDI + 0.51% |
1 installment in May 2015 |
Unsecured | ||||
CPFL Paulista |
||||||||||
6th Issue |
Single series |
660 |
CDI + 0.8% (2) |
CDI + 0.87% |
3 annual installments from July 2017 |
CPFL Energia guarantee | ||||
7th Issue |
Single series |
50,500 |
CDI + 0.83% (3) |
CDI + 0.89% |
4 annual installments from February 2018 |
CPFL Energia guarantee | ||||
CPFL Piratininga |
||||||||||
3rd Issue |
Single series |
260 |
107% of CDI |
108.23% of CDI |
1 installment in April 2015 |
CPFL Energia guarantee | ||||
6th Issue |
Single series |
110 |
CDI + 0.8% (2) |
CDI + 0.91% |
3 annual installments from July 2017 |
CPFL Energia guarantee | ||||
7th Issue |
Single series |
23,500 |
CDI + 0.83% (2) |
CDI + 0.89% |
4 annual installments from February 2018 |
CPFL Energia guarantee | ||||
RGE |
||||||||||
6th Issue |
Single series |
500 |
CDI + 0.8% (2) |
CDI + 0.88% |
3 annual installments from July 2017 |
CPFL Energia guarantee | ||||
7th Issue |
Single series |
17,000 |
CDI + 0.83% (3) |
CDI + 0.88% |
4 annual installments from February 2018 |
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 |
2,280 |
CDI + 1.4% |
CDI + 1.48% |
2 annual instalments from June 2017 |
CPFL Energia guarantee | ||||
CPFL Geração |
||||||||||
3rd Issue |
Single series |
264 |
107% of CDI |
108.23% of CDI |
1 installment in April 2015 |
CPFL Energia guarantee | ||||
4th Issue |
Single series |
6.800 |
CDI + 1.4% |
CDI + 1.49% |
2 annual instalments from June 2017 |
CPFL Energia guarantee | ||||
5th Issue |
Single series |
10,920 |
CDI + 1.4% |
CDI + 1.48% |
2 annual instalments from June 2017 |
CPFL Energia guarantee | ||||
6th Issue |
Single series |
46,000 |
CDI + 0.75% (1) |
CDI + 0.75% |
3 annual instalments from August 2018 |
CPFL Energia guarantee | ||||
7th Issue |
Single series |
63,500 |
CDI + 1.06% |
CDI + 1.11% |
1 installment in April 2019 |
CPFL Energia guarantee | ||||
8th Issue |
Single series |
1 |
IPCA + 5.86% (1) |
103.33% of CDI |
1 installment in April 2019 |
CPFL Energia guarantee | ||||
CPFL Renováveis |
||||||||||
1st Issue - SIIF |
1st to 12nd Series |
432,299,666 |
TJLP + 1% |
TJLP + 1% + 0.6% |
39 semi-annual installments from 2009 |
Fiduciary alienation | ||||
1st Issue - PCH Holding 2 |
Single series |
1,581 |
CDI + 1.6% |
CDI + 1.8% |
9 annual installments from June 2015 |
CPFL Renováveis guarantee | ||||
1st Issue - Renováveis |
Single series |
43,000 |
CDI + 1.7% |
CDI + 1.82% |
Annual installments from May 2015 |
BVP and PCH Holding fiduciary assigment of dividends | ||||
2st Issue - Renováveis |
Single series |
300,000 |
114.0% of CDI |
115.43% of CDI |
5 annual instalments from June 2017 |
Unsecured | ||||
1st Issue - WF2 (a) |
Single series |
12 |
CDI + 1.5% |
CDI + 1.5% |
1 installment in March 2015 |
Unsecured | ||||
2nd Issue - WF2 (a) |
Single series |
20 |
CDI + 2% |
CDI + 2% |
1 installment in November de 2015 |
Unsecured | ||||
1st Issue - DESA (a) |
Single series |
20 |
CDI + 1.75% |
CDI + 1.75% |
3 semi-annual installments from May de 2016 |
Unsecured | ||||
2nd Issue - DESA (a) |
Single series |
65 |
CDI + 1.34% |
CDI + 1.34% |
3 semi-annual installments from April de 2018 |
Unsecured | ||||
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) 100.15% to 106.9% of CDI |
(3) 108% to 108.1% of CDI |
|||||||||
(2) 107% to 107.9% of CDI |
The maturities of the long-term balance of debentures are scheduled as follows:
Maturity |
Consolidated | |
2016 |
105,841 | |
2017 |
1,204,809 | |
2018 |
1,664,194 | |
2019 |
1,800,175 | |
2020 |
608,371 | |
2021 a 2025 |
661,183 | |
2026 a 2030 |
91,827 | |
Total |
6,136,400 | |
R$ thousand |
| |||||||||||
Company |
|
Issued |
2014 released |
Released net of fundraising costs |
Interest |
Destination of the resources | ||||||
CPFL Geração |
7th Issue |
63,500 |
635,000 |
633,440 |
Semiannual |
Extend the debt profile | ||||||
CPFL Geração |
8th Issue |
1 |
70,000 |
68,873 |
Annual |
Subsidiary's investment plan | ||||||
CPFL Renováveis |
2nd Issue |
300,000 |
300,000 |
298,700 |
Semiannual |
Reinforce working capital and subsidiary's investment plan | ||||||
CPFL Renováveis |
1st and 2nd issue - WF2 and 1st and 2nd issue - DESA |
(a) |
(a) |
(a) |
(a) |
Investment acquisition, business development, investment plan and reinforce working capital | ||||||
(a) In October 1, 2014, as result of acquisition of WF2 e Dobrevê Energia S/A, the Company incorporated the 1st and 2nd issue. |
The 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 main ratios are as follows:
95
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Paulista (6th and 7th issues), CPFL Piratininga (3rd, 6th and 7th issues), RGE (6th and 7th issues), CPFL Geração (3rd, 5th, 6th, 7th and 8th issues), CPFL Brasil and CPFL Santa Cruz
Maintaining, by the Company, of the following ratios:
· Net indebtedness divided by EBITDA – maximum of 3.75;
· EBITDA divided by Financial Income (Expense) - minimum of 2.25;
For purposes of determining covenants, the definition of EBITDA, in the Company, takes into consideration inclusion of account consolidation based on the interest in the subsidiaries, associates and joint ventures (for both EBITDA assets and liabilities).
CPFL Renováveis
The outstanding debentures are subject of clauses that requires of subsidiary CPFL Renováveis to maintain the follow index:
1st Issue of CPFL Renováveis
· Operating debt coverage ratio - minimum of 1.00;
· Debt service coverage ratio - minimum of 1.05;
· Net indebtedness divided by EBITDA – maximum of 7.5 in 2013, 6.0 in 2014, 5.6 in 2015, 4.6 in 2016 and 3.75 from 2017;
· EBITDA divided by Net financial expense- minimum of 1.75.
2nd Issue of CPFL Renováveis
· Maintaining a Net Debt/EBITDA ratio of 6.0 or less in 2014, 5.6 in 2015, 4.6 in 2016 and 3.75 from 2017. The ratios will be measured annually.
1 st issue of indirectly controlled entity PCH Holding 2 S.A:
· Maintaining the Debt Service Coverage ration of the subsidiary Santa Luzia at 1.2 or more from September 2014.
· Maintaining a Net Debt/EBITDA ratio of 7.5 or less in 2013, 6.0 in 2014, 5.6 in 2015, 4.6 in 2016 and 3.75 from 2017.
2nd issue – Dobrevê Energia S/A (DESA):
· Maintaining a net debt/dividends ratio of 5.5 or less in 2014, 5.5 in 2015, 4.0 in 2016, 3.5 in 2017 and 3.5 in 2018.
Various debentures of subsidiaries and joint ventures are subject to early settlement in the event of changes in the Company’s structure or in the corporate structure of the subsidiaries that result in the loss of the share control or of control over Management of the Company by the Company’s current shareholders.
Failure to comply with the restrictions mentioned could result in default in relation to other contractual obligations (cross default), depending on each agreement.
The Management of the Company and subsidiaries monitors constantly and systematically those index, for the conditions be fulfilled. In the opinion of the Management of the Company and its subsidiaries, these restrictive covenants and clauses are adequately complied with at December 31, 2014.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 19 ) POST-EMPLOYMENT BENEFIT OBLIGATION
The subsidiaries sponsor supplementary retirement and pension plans for their employees. The main characteristics of these plans are as follows:
19.1 Characteristics:
- CPFL Paulista:
The plan currently in force for the employees of the subsidiary CPFL Paulista through Fundação CESP is a Mixed Benefit Plan, with the following characteristics:
i. Defined Benefit Plan (“BD”) – in force until October 31, 1997 – a defined benefit plan, which grants a Proportional Supplementary Defined Benefit (“BSPS”), in the form of a lifetime income convertible into a pension, to participants enrolled prior to October 31, 1997, the amount being defined in proportion to the accumulated past service time up to that date, based on compliance with the regulatory requirements for granting. The total responsibility for coverage of actuarial deficits of this plan falls to the subsidiary.
ii. Mixed model, as from November 1, 1997, which covers:
· benefits for risk (disability and death), under a defined benefit plan, in which the subsidiary assumes responsibility for Plan’s actuarial deficit, and
· scheduled retirement, under a variable contribution plan, consisting of a benefit plan, which is a defined contribution plan up to the granting of the income, and does not generate any actuarial liability for the subsidiary CPFL Paulista. The benefit plan only becomes a defined benefit plan, consequently generating actuarial responsibility for the subsidiary, after the granting of a lifetime income, convertible or not into a pension.
Additionally, subsidiary’s Managers may opt for a Free Benefit Generator Plan – PGBL (defined contribution), operated by either Banco do Brasil or Bradesco .
- CPFL Piratininga:
As a result of the spin-off of Bandeirante Energia S.A. (CPFL Piratininga’s predecessor), the subsidiary CPFL Piratininga assumed the responsibility for the actuarial liabilities for its retired and discharged employees up to the date of the spin-off, as well as the responsibilities relating to the active employees transferred to CPFL Piratininga.
On April 2, 1998, the Supplementary Welfare Office – “SPC”, approved the restructuring of the retirement plan previously maintained by Bandeirante, creating a "Proportional Supplementary Defined Benefit Plan – BSPS”, and a "Mixed Benefit Plan", with the following characteristics:
i. Defined Benefit Plan (“BD”) - in force until March 31, 1998 – a defined-benefit plan, which concedes a Proportional Supplementary Defined Benefit (BSPS), in the form of a lifetime income convertible into a pension to participants registered up to March 31, 1998, to an amount calculated in proportion to the accumulated past service time up to that date, based on compliance with the regulatory requirements for granting. In the event of death while working or the onset of a disability, the benefits incorporate the entire past service time. CPFL Piratininga has full responsibility for covering the actuarial deficits of this Plan.
ii. Defined Benefit Plan - in force after March 31, 1998 – defined-benefit type plan, which concedes a lifetime income convertible into a pension based on the past service time accumulated after March 31, 1998, based on 70% of the average actual monthly salary for the last 36 months of active service. In the event of death while working or the onset of a disability, the benefits incorporate the entire past service time. The responsibility for covering the actuarial deficits of this Plan is equally divided between CPFL Piratininga and the participants.
iii. Variable Contribution Plan – implemented together with the Defined Benefit plan effective after March 31, 1998. This is a defined-benefit type pension plan up to the granting of the income, and generates no actuarial liability for CPFL Piratininga. The pension plan only becomes a Defined Benefit type plan after the concession of the lifetime income, convertible (or not) into a pension, and accordingly starts to generate actuarial liabilities for the subsidiary.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Additionally, subsidiary’s Managers may opt for a Free Benefit Generator Plan – PGBL (defined contribution), operated by either Banco do Brasil or Bradesco.
- RGE:
A defined benefit type plan, with a benefit level equal to 100% of the adjusted average of the most recent salaries, less the presumed Social Security benefit, with a Segregated Net Asset management by ELETROCEEE. Only those whose work contracts were transferred from CEEE to RGE are entitled to this benefit. A defined benefit private pension plan was set up in January 2006 with Bradesco Vida e Previdência for employees admitted from 1997.
- CPFL Santa Cruz:
The benefits plan of the subsidiary CPFL Santa Cruz, managed by BB Previdência - Fundo de Pensão do Banco do Brasil, is a defined contribution plan.
- CPFL Leste Paulista, CPFL Sul Paulista, CPFL Mococa and CPFL Jaguari:
In December 2005, the companies joined the CMSPREV private pension plan, managed by IHPREV Pension Fund. The plan is structured as a defined contribution plan.
- CPFL Geração:
The employees of the subsidiary CPFL Geração belong to the same pension plan as CPFL Paulista.
Managers may opt for a Free Benefit Generator Plan – PGBL (defined contribution), operated by either Banco do Brasil or Bradesco.
19.2 Changes in the defined benefit plans:
December 31, 2014 | |||||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Total liability | |||||
Present value of defined benefit obligation |
3,820,563 |
986,972 |
88,621 |
279,283 |
5,175,439 | ||||
Fair value of plan's assets |
(3,315,422) |
(913,589) |
(85,360) |
(273,019) |
(4,587,390) | ||||
Present value of liabilities , net |
505,141 |
73,383 |
|
3,261 |
|
6,264 |
|
588,049 | |
December 31, 2013 | |||||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Total liability | |||||
Present value of defined benefit obligation |
3,599,853 |
919,441 |
82,167 |
245,371 |
4,846,832 | ||||
Fair value of plan's assets |
(3,235,768) |
(874,546) |
(83,309) |
(242,325) |
(4,435,948) | ||||
Present value of liabilities (fair value of assets) , net |
364,085 |
44,895 |
(1,142) |
3,046 |
410,884 | ||||
Effect of the limit on the assets to be accounted for (asset ceiling) |
- |
- |
1,142 |
- |
1,142 | ||||
Net actuarial liabilities recognized on balance sheet |
364,085 |
44,895 |
- |
3,046 |
412,025 | ||||
The changes in present value of the defined benefit obligations and the fair values of the plan assets are as follows:
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Total liabilities | |||||
Fair value of acturial liabilities at December 31, 2012 |
4,431,699 |
1,159,779 |
101,714 |
298,014 |
5,991,206 | ||||
Gross current service cost |
1,485 |
6,099 |
167 |
359 |
8,110 | ||||
Interest on actuarial obligation |
380,340 |
99,150 |
8,740 |
25,727 |
513,957 | ||||
Participants' contributions transferred during the year |
60 |
1,582 |
12 |
927 |
2,581 | ||||
Actuarial loss (gain) with changes of financial assumptions |
(912,671) |
(282,757) |
(21,728) |
(63,034) |
(1,280,190) | ||||
Benefits paid during the year |
(301,060) |
(64,412) |
(6,738) |
(16,622) |
(388,832) | ||||
Fair value of acturial liabilities at December 31, 2013 |
3,599,853 |
919,441 |
82,167 |
245,371 |
4,846,832 | ||||
Gross current service cost |
1,160 |
3,937 |
152 |
(43) |
5,206 | ||||
Interest on actuarial obligation |
404,925 |
104,090 |
9,250 |
27,748 |
546,013 | ||||
Participants' contributions transferred during the year |
14 |
1,700 |
- |
783 |
2,497 | ||||
Actuarial loss (gain): changes of demographic assumptions |
35,892 |
10,484 |
1,113 |
4,379 |
51,868 | ||||
Actuarial loss (gain): changes of financial assumptions |
89,187 |
16,695 |
3,089 |
19,387 |
128,358 | ||||
Benefits paid during the year |
(310,468) |
(69,375) |
(7,150) |
(18,342) |
(405,335) | ||||
Fair value of acturial liabilities at December 31, 2014 |
3,820,563 |
986,972 |
88,621 |
279,283 |
5,175,439 | ||||
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Total assets | |||||
Fair value of acturial assets at December 31, 2012 |
(3,774,468) |
(985,557) |
(93,360) |
(271,878) |
(5,125,263) | ||||
Expected return during the year |
(337,591) |
(89,686) |
(8,560) |
(24,698) |
(460,535) | ||||
Participants' contributions transferred during the year |
(60) |
(1,582) |
(12) |
(927) |
(2,581) | ||||
Sponsors' contributions |
(56,266) |
(18,243) |
(1,208) |
(8,336) |
(84,053) | ||||
Actuarial loss (gain) |
631,557 |
156,110 |
13,093 |
46,892 |
847,652 | ||||
Benefits paid during the year |
301,060 |
64,412 |
6,738 |
16,622 |
388,832 | ||||
Fair value of acturial assets at December 31, 2013 |
(3,235,768) |
(874,546) |
(83,309) |
(242,325) |
(4,435,948) | ||||
Expected return during the year |
(365,720) |
(100,048) |
(9,459) |
(27,961) |
(503,188) | ||||
Participants' contributions transferred during the year |
(14) |
(1,700) |
- |
(783) |
(2,497) | ||||
Sponsors' contributions |
(85,024) |
(24,930) |
(1,809) |
(7,421) |
(119,184) | ||||
Actuarial loss (gain) |
60,636 |
18,260 |
2,067 |
(12,871) |
68,092 | ||||
Benefits paid during the year |
310,468 |
69,375 |
7,150 |
18,342 |
405,335 | ||||
Fair value of acturial assets at December 31, 2014 |
(3,315,422) |
(913,589) |
(85,360) |
(273,019) |
(4,587,390) | ||||
19.3 Changes in the assets and liabilities recognized:
The changes in net liabilities are as follows:
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Total | |||||
Net actuarial liabilities at of December 31, 2012 |
657,231 |
174,222 |
8,353 |
26,136 |
865,942 | ||||
Expense (income) recognized in income statement |
44,234 |
15,562 |
481 |
1,388 |
61,665 | ||||
Sponsors' contributions transferred during the year |
(56,266) |
(18,243) |
(1,207) |
(8,336) |
(84,052) | ||||
Actuarial loss (gain) with changes of financial assumptions |
(281,114) |
(126,646) |
(7,627) |
(16,142) |
(431,529) | ||||
Net actuarial liabilities at of December 31, 2013 |
364,085 |
44,895 |
- |
3,046 |
412,025 | ||||
Other contributions |
14,458 |
394 |
69 |
504 |
15,425 | ||||
Total liability |
378,543 |
45,289 |
69 |
3,550 |
427,450 | ||||
Current |
76,810 | ||||||||
Noncurrent |
350,640 | ||||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Total | |||||
Net actuarial liabilities at of December 31, 2013 |
364,085 |
44,895 |
- |
3,046 |
412,025 | ||||
Expense (income) recognized in income statement |
40,365 |
7,979 |
77 |
(256) |
48,165 | ||||
Sponsors' contributions transferred during the year |
(85,024) |
(24,930) |
(1,809) |
(7,421) |
(119,184) | ||||
Actuarial loss (gain): changes of demographic assumptions |
35,892 |
10,484 |
1,113 |
4,379 |
51,868 | ||||
Actuarial loss (gain): changes of financial assumptions |
149,823 |
34,955 |
3,880 |
6,515 |
195,174 | ||||
Net actuarial liabilities at of December 31, 2014 |
505,140 |
73,383 |
3,261 |
6,264 |
588,048 | ||||
Other contributions |
15,171 |
456 |
65 |
20 |
15,712 | ||||
Total liability |
520,311 |
73,839 |
3,326 |
6,284 |
603,760 | ||||
Current |
85,374 | ||||||||
Noncurrent |
518,386 |
19.4 Estimated contributions and benefits:
The estimated contributions to the plans for 2015 are shown below:
2015 | |
CPFL Paulista |
89,275 |
CPFL Piratininga |
26,177 |
CPFL Geração |
1,899 |
RGE |
7,792 |
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The estimated benefits to be paid by Fundação CESP and ELTROCEEE for the next 10 years are shown below:
Expected benefits payment (to be paid by Fundação CESP and ELETROCEEE) | |||||||||||
2015 |
2016 |
2017 |
2018 |
2019 to 2024 |
Total | ||||||
CPFL Paulista |
305,800 |
320,045 |
334,684 |
349,550 |
2,397,175 |
3,707,254 | |||||
CPFL Piratininga |
65,866 |
69,163 |
72,980 |
77,122 |
570,573 |
855,704 | |||||
CPFL Geração |
7,034 |
7,324 |
7,697 |
8,003 |
55,227 |
85,285 | |||||
RGE |
19,392 |
20,907 |
22,520 |
23,696 |
169,538 |
256,053 |
At December 31, 2014, the average duration of the defined benefit obligation was 9.2 years for CPFL Paulista, 10.8 years for CPFL Piratininga, 9.3 years for CPFL Geração and 10.2 years for RGE.
19.5 Recognition of income and expense for defined benefit pension plans:
The actuarial estimate of the expense and/or revenue to be recognized in 2015 and the expense recognized in 2014 is as follows:
2015 Estimated | |||||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Consolidated | |||||
Service cost |
1,270 |
3,880 |
188 |
(31) |
5,307 | ||||
Interest on actuarial obligations |
420,314 |
109,333 |
9,753 |
30,895 |
570,295 | ||||
Expected return on plan assets |
(367,541) |
(102,525) |
(9,488) |
(30,670) |
(510,224) | ||||
Total expense (income) |
54,043 |
10,688 |
453 |
194 |
65,378 | ||||
2014 Realized | |||||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Consolidated | |||||
Service cost |
1,160 |
3,937 |
152 |
(43) |
5,206 | ||||
Interest on actuarial obligations |
404,925 |
104,090 |
9,250 |
27,748 |
546,013 | ||||
Expected return on plan assets |
(365,720) |
(100,048) |
(9,459) |
(27,961) |
(503,188) | ||||
Effect of the limit on the assets to be accounted for |
- |
- |
134 |
- |
134 | ||||
Total expense (income) |
40,365 |
7,979 |
77 |
(256) |
48,165 | ||||
The main assumptions taken into consideration in the actuarial valuations for the two years presented were as follow:
December 31, 2014 |
December 31, 2013 | ||
Nominal discount rate for actuarial liabilities: |
11.46% p.a. |
11.72% p.a. | |
Nominal return rate on plan assets: |
11.46% p.a. |
11.72% p.a. | |
Estimated rate of nominal salary increase: |
8.15% p.a. |
7.10% p.a. | |
Estimated rate of nominal benefits increase: |
0.0% a .a. |
0.0% p .a. | |
Estimated long-term inflation rate (basis for establishing nominal rates above) |
5.00% p.a. |
5.00% p.a. | |
General biometric mortality table: |
AT-2000 (-10) |
AT-83 | |
Biometric table for the onset of disability: |
Low light |
Mercer Disability | |
Expected turnover rate: |
ExpR_2012* |
0.3 / (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 | |
(*) FUNCESP experimence, with uniform aggravation of 15% between the ages of 30 and 40, and null from 45 years of age |
19.6 Plan assets:
The following tables show the allocation (by asset segment) of the assets of the CPFL group pension plans, at December 31, 2014 and 2013 managed by Fundação CESP and ELETROCEEE. It also shows the distribution of the collateral resources established as a target for 2015, in the light of the macroeconomic scenario in December 2014.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Assets managed by the plans as follows:
Assets managed by Fundação CESP |
Assets managed by ELETROCEEE | |||||||||||||||||||||||
CPFL Paulista e CPFL Geração |
CPFL Piratininga |
RGE | ||||||||||||||||||||||
Quoted in an active market |
Not quoted in an active market |
Quoted in an active market |
Not quoted in an active market |
Quoted in an active market |
Not quoted in an active market | |||||||||||||||||||
2014 |
2013 |
2014 |
2013 |
2014 |
2013 |
2014 |
2013 |
2014 |
2013 |
2014 |
2013 | |||||||||||||
Fixed rate |
75% |
73% |
- |
- |
78% |
73% |
- |
- |
61% |
61% |
- |
- | ||||||||||||
Government bonds |
65% |
63% |
- |
- |
65% |
63% |
- |
- |
42% |
40% |
- |
- | ||||||||||||
Corporate bonds (financial institutions) |
5% |
6% |
- |
- |
9% |
6% |
- |
- |
5% |
5% |
- |
- | ||||||||||||
Corporate bonds (non financial institutions) |
1% |
2% |
- |
- |
2% |
2% |
- |
- |
8% |
8% |
- |
- | ||||||||||||
Multimarket funds |
2% |
2% |
- |
- |
2% |
2% |
- |
- |
6% |
8% |
- |
- | ||||||||||||
Other fixed income investments |
2% |
1% |
- |
- |
- |
1% |
- |
- |
- |
- |
- |
- | ||||||||||||
Variable income |
18% |
21% |
- |
- |
18% |
21% |
- |
- |
23% |
24% |
- |
- | ||||||||||||
CPFL Energia´s shares |
6% |
8% |
- |
- |
5% |
8% |
- |
- |
- |
- |
- |
- | ||||||||||||
Investment funds - shares |
12% |
13% |
- |
- |
13% |
13% |
- |
- |
23% |
24% |
- |
- | ||||||||||||
Structured investments |
- |
- |
- |
- |
- |
- |
- |
- |
14% |
14% |
- |
- | ||||||||||||
Equity funds |
- |
- |
- |
- |
- |
- |
- |
- |
12% |
12% |
- |
- | ||||||||||||
Real state funds |
- |
- |
- |
- |
- |
- |
- |
- |
1% |
1% |
- |
- | ||||||||||||
Multimarket funds |
- |
- |
- |
- |
- |
- |
- |
- |
1% |
1% |
- |
- | ||||||||||||
Real estate |
- |
- |
4% |
3% |
- |
- |
2% |
3% |
- |
- |
1% |
1% | ||||||||||||
Loans to participants |
- |
- |
2% |
2% |
- |
- |
2% |
2% |
- |
- |
1% |
1% | ||||||||||||
Other assets |
- |
- |
1% |
1% |
- |
- |
- |
1% |
- |
- |
- |
- | ||||||||||||
Escrow deposits and othes |
- |
- |
1% |
1% |
- |
- |
- |
1% |
- |
- |
- |
- | ||||||||||||
93% |
94% |
7% |
6% |
96% |
94% |
4% |
6% |
98% |
98% |
2% |
2% | |||||||||||||
The plan assets do not include any properties occupied by the Company. The fair value of the shares stated on the line "Shares of CPFL Energia" in the assets managed by Fundação CESP is R$ 288,061 in December 31, 2014 (R$ 378,225 in December 31, 2013).
Target for 2015 | ||||||
Fundação CESP |
Fundação ELETROCEEE | |||||
CPFL Paulista e CPFL Geração |
CPFL Piratinga |
RGE | ||||
Fixed income investments |
70.2% |
73.2% |
65.0% | |||
Variable income investments |
22.2% |
20.3% |
20.0% | |||
Real state |
3.4% |
1.6% |
1.0% | |||
Loans |
1.5% |
2.0% |
1.0% | |||
Structured investments |
2.2% |
2.3% |
13.0% | |||
Investments abroad |
0.5% |
0.6% |
0.0% | |||
100.0% |
100.0% |
100.0% | ||||
The allocation target for 2015 was based on the recommendations for allocation of assets made at the end of 2014 by Fundação CESP and ELETROCEEE, in its Investment Policy. This target may change at any time during 2015, in the light of changes in the macroeconomic situation or in the return on assets, among other factors.
The asset management aims to maximize the return on investments, while seeking to minimize the risks of an actuarial deficit. Investments are therefore always made bearing in mind the liabilities that have to be honored. One of the main tools used by Fundação CESP to achieve its management objectives is ALM (Asset Liability Management – Joint Management of Assets and Liabilities), performed at least once a year, for a horizon of more than 10 years. This tool also assists in studying the liquidity of the pension plans, taking into consideration the benefit payment flow in relation to liquid assets. ELETROCEEE uses the same tool.
The basis for determining the assumptions of estimated general return on the assets is supported by ALM. The main assumptions are macroeconomic projections for calculating the anticipated long-term profitability, taking into account the current benefit plan portfolios. ALM processes the ideal average long-term allocation of the plans’ assets and the estimated profitability in the long term is based on this allocation and on the assumptions of the assets’ profitability.
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Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
19.7 Sensitivity analysis:
The significant actuarial assumptions for determining the defined benefit obligation are discount rate, anticipated salary increase and mortality. The following sensitivity analyses were based on reasonably possible changes in the assumptions at the end of the reporting period, with the other assumptions remaining constant.
The sensitivity analysis may not represent the actual change in the defined benefit liability, as it is improbable that the change would occur to isolated assumptions, as certain assumptions may be correlated.
Furthermore, in the presentation of the sensitivity analysis, the present value of the defined benefit obligation was calculate using the projected unit credit method at the end of the reporting period, the same method used to calculate the defined benefit obligation recognized in the balance sheet.
See below the effects on the defined benefit obligation if the discount rate were 0.25 percentage points higher (lower) and if life expectancy were to increase (decrease) in one year for men and women:
Assumption |
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Total | |||||
Defined benefit obligation |
3,820,563 |
986,972 |
88,621 |
279,283 |
5,175,439 |
Assumption |
Assumptions report (A) |
Increase / (Decrease) (B) |
Intended (A+B) |
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
Increase (decrease) of total defined benefit plan obligation | ||||||||
Nominal discount (p.a.) |
11.46% |
-0.25% |
11.21% |
88,503 |
27,097 |
2,093 |
7,184 |
124,877 | ||||||||
0.25% |
11.71% |
(84,949) |
(25,851) |
(2,007) |
(6,872) |
(119,679) | ||||||||||
Life expectancy (years) |
AT-2000(-10) |
-1 ano |
(55.623) |
(12,248) |
(979) |
(3,891) |
(72,741) | |||||||||
+1 ano |
80.819 |
15,228 |
2,115 |
4,038 |
102,200 |
19.8 Investment risk:
The major part of the resources of the Company’s benefit plans is invested in the fixed income segment and, within this segment, the greater part of the funds is invested in federal government bonds, indexed to the IGP, which is the index for adjustment of the actuarial liabilities of the Company’s plans (defined benefit plans), match between assets e liabilities.
Management of the Company’s benefit plans is monitored by the Investment and Pension Management Committee, which includes representatives of active and retired employees, as well as members appointed by the Company. Among the duties of the Committee are the analysis and approval of investment recommendations made by the Fundação CESP investment managers, which happens quarterly, at least.
In addition to controlling market risks by the unplanned divergence methodology, as required by law, Fundação CESP uses the following tools to control market risks in the fixed income and variable income segments: VaR, Tracking Risk, Tracking Error and Stress Test.
Fundação CESP's Investment Policy imposes additional restrictions (along those established by law) which define the percentage of diversification for investments in assets issued or underwritten by the same legal entity.
( 20 ) REGULATORY CHARGES
102
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Consolidated | |||
December 31, 2014 |
December 31, 2013 | ||
Fee for the use of water resources |
1,676 |
1,590 | |
Global reverse fund - RGR |
15,993 |
15,983 | |
ANEEL inspection fee |
1,553 |
1,869 | |
Energy development account - CDE |
24,570 |
12,937 | |
FUST and FUNTEL |
2 |
- | |
Total |
43,795 |
32,379 |
( 21 ) TAXES AND SOCIAL CONTRIBUTIONS PAYABLE
|
Consolidated |
|
|
|
December 31, |
December 31, | |
Current |
|
|
|
ICMS (State VAT) |
266,489 |
|
117,895 |
PIS (tax on revenue) |
15,096 |
|
10,156 |
COFINS (tax on revenue) |
69,701 |
|
45,892 |
IRPJ (corporate income tax) |
35,304 |
|
62,771 |
CSLL (social contribution tax) |
22,242 |
|
29,659 |
PIS (REFIS) |
- |
|
4,100 |
COFINS (REFIS) |
- |
|
18,886 |
Other |
27,434 |
|
28,704 |
Total |
436,267 |
|
318,063 |
|
|
|
|
Noncurrent |
|
|
|
PIS (REFIS) |
- |
|
5,807 |
COFINS (REFIS) |
- |
|
26,748 |
Total |
- |
|
32,555 |
|
|
|
|
Tax Recovery Program - REFIS - Law 11,941/2009
Law 12,865/13 was published on October, 2013, reopening the period for enrollment in the Tax Recovery Program - REFIS, the subsidiaries CPFL Paulista and CPFL Piratininga acceded to the program for reduction and financing of federal taxes in relation to tax suits - PIS and COFINS on Sector Charges - CCC/CDE - non-cumulative system of the total amount of R$ 57,465, obtaining a discount on interest and fines of R$ 36,823, recorded in financial income (note 29).
In June 2014, Law 12,966 was introduced establishing the option of settling 70% of the balance of installment payments in process with own tax loss carry forwards or between holding companies and subsidiaries.
In November 2014, the subsidiaries CPFL Paulista and CPFL Piratininga settled the total balance of R$ 40,006 thousand, R$ 12,001 by financial settlement and R$ 28,005 with deferred tax loss carry forwards of CPFL Energia.
103
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 22 ) PROVISION FOR TAX, CIVIL AND LABOR RISKS AND ESCROW DEPOSITS
|
Consolidated | ||||||
|
December 31, 2014 |
|
December 31, 2013 | ||||
|
Provision for |
Escrow |
|
Provision for |
Escrow | ||
Labor |
|
|
|
|
|
|
|
Various |
124,261 |
|
82,857 |
|
119,707 |
|
80,516 |
|
|
|
|
|
|
|
|
Civil |
|
|
|
|
|
|
|
Various |
172,564 |
|
120,696 |
|
149,735 |
|
174,961 |
|
|
|
|
|
|
|
|
Tax |
|
|
|
|
|
|
|
FINSOCIAL |
27,585 |
|
77,576 |
|
25,682 |
|
73,633 |
Income tax |
120,054 |
|
829,589 |
|
128,332 |
|
779,899 |
Other |
9,774 |
|
51,755 |
|
20,555 |
|
33,785 |
|
157,413 |
|
958,920 |
|
174,568 |
|
887,318 |
|
|
|
|
|
|
|
|
Other |
36,620 |
|
4 |
|
23,985 |
|
384 |
|
|
|
|
|
|
|
|
Total |
490,858 |
|
1,162,477 |
|
467,996 |
|
1,143,179 |
|
|
|
|
|
|
|
|
The changes in the provisions for tax, civil and labor risks are shown below:
|
Consolidated | ||||||||||||
|
December 31, |
|
Addition |
|
Reversal |
|
Payment |
|
Monetary |
Business |
|
December 31, | |
Labor |
119,707 |
|
81,992 |
|
(35,513) |
|
(57,453) |
|
15,528 |
|
- |
|
124,261 |
Civil |
149,735 |
|
126,363 |
|
(35,322) |
|
(105,917) |
|
22,703 |
|
15,001 |
|
172,564 |
Tax |
174,568 |
|
8,223 |
|
(27,665) |
|
(7,712) |
|
10,000 |
|
- |
|
157,413 |
Other |
23,985 |
|
39,427 |
|
(10,000) |
|
(16,918) |
|
126 |
|
- |
|
36,620 |
|
467,996 |
|
256,005 |
|
(108,500) |
|
(188,000) |
|
48,356 |
|
15,001 |
|
490,858 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The provision 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.
The principal pending issues relating to litigation, legal cases and tax assessments are summarized below:
i. Labor: the main labor suits relate to claims filed by former employees or unions for additional salary payments (overtime, salary parity, severance payments and other claims).
ii. Civil:
Bodily injury: mainly refer to claims for indemnities relating to accidents in the subsidiaries' electrical grids, damage to consumers, vehicle accidents, etc.
Tariff increase: corresponds to various claims by industrial consumers as a result of tariff increases imposed by DNAEE Ordinances 38 and 45, on February 27 and March 4, 1986, when the “Plano Cruzado” economic plan price freeze was in effect.
iii. Tax:
FINSOCIAL: relates to legal challenges of the subsidiary CPFL Paulista of the rate increase and collection of FINSOCIAL during the period June 1989 to October 1991.
Income tax: the provision of R$ 120,094 (R$ 108,782 at December 31, 2013) recognized by the subsidiary CPFL Piratininga refers to the lawsuit in relation to the tax deductibility of CSLL in determination of corporate income tax - IRPJ.
Other – tax: refers to other suits in progress at the judicial and administrative levels resulting from of the subsidiaries' operations, in relation to INSS, FGTS and SAT tax issues.
104
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Possible losses
The Company and its subsidiaries are parties to other suits in which Management, supported by its external legal advisers, believes that the chances of a successful outcome are possible, due to a solid defensive position in these cases. It is not yet possible to predict the outcome of the courts’ decisions or any other decisions in similar proceedings considered probable or remote. Consequently, no provision has been established for these. The claims relating to possible losses, at December 31, 2014, were as follows: (i) R$ 459,303 labor (R$ 244,277 at December 31, 2013) related mainly to workplace accidents, risk premium, overtime, etc; (ii) R$ 481,575 civil (R$ 413,850 at December 31, 2013) are related mainly to bodily injury, environmental impacts and tariff increases; and (iii) R$ 3,216,981 tax (R$ 2,704,881 at December 31, 2013), related mainly to ICMS, FINSOCIAL, PIS and COFINS and Income taxes, being one of the main claims the deductibility of the expense recognized in 1997 in relation to the commitment assumed for the pension plan of the employees of the subsidiary CPFL Paulista with Fundação CESP estimated amounting R$ 1,008,733, for which CPFL Paulista has a linked escrow deposit of R$ 703,073 and (iv) R$ 37,739 regulatory at December 31, 2014 (R$ 27,628 at December 31, 2013).
In the possible regulatory loss mainly included the collection of the system service charge - ESS, established in the CNPE Resolution 03 of March 6, 2013. In relation to which, through the Brazilian Association of Independent Electric Energy Producers - APINE and the Brazilian Association for Generation of Clean Energy - ABRAGEL, the Company's subsidiaries and joint ventures obtained an injunction suspending collection of the charge. The Company's legal counsel classified the risk of loss as possible. The total amount of the risk is R$ 18,465, manly related to for the indirect subsidiaries CPFL Renováveis (R$ 12,642), Ceran (R$ 4,679), and Paulista Lajeado (R$ 1,106).
Escrow deposits: income tax: of the total amount of R$ 829,589, R$ 703,073 (R$ 648,861 at December 31, 2013) refers to the discussion of the deductibility for federal tax purposes of expense recognized in 1997 in respect of the commitment made by the subsidiary CPFL Paulista to the employees’ pension plan in relation to Fundação CESP, in function of the renegotiation of the debt in that exercise. On consulting the Brazilian Federal tax authority, the subsidiary obtained a favorable reply in Note MF/SRF/COSIT/GAB nº 157, of April 9, 1998, and took advantage of the tax deductibility of the expense, thereby generating a tax loss for that year. As a result of that procedure, the subsidiary was assessed by the tax inspectors and, as a result of that procedure, the subsidiary was assessed by the tax inspectors. This discussion was responsible for some other unfavorable court decisions and the subsidiary offered escrow deposits in guarantee. Based on the updated position of the legal counsel in charge of the case and Management’s opinion the risk of loss is classified as possible.
Based on the opinion of their external legal advisers, Management of the Company and its subsidiaries consider that the registered amounts represent current forecast.
( 23 ) PUBLIC UTILITIES
|
|
Consolidated | |||
Company |
|
December 31, |
December 31, |
Number
of | |
CERAN |
|
84,992 |
|
83,176 |
255 |
|
|
|
|
|
|
Current |
|
4,000 |
|
3,738 |
|
Non current |
|
80,992 |
|
79,438 |
|
105
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 24 ) OTHER ACCOUNTS PAYABLE
|
|
|
|
|
|
|
|
|
|
|
Consolidated | ||||||
|
|
Current |
|
Noncurrent | ||||
|
|
December 31, |
December 31, |
December 31, |
December 31, | |||
Consumers and concessionaires |
|
49,710 |
|
43,804 |
|
- |
|
- |
Energy efficiency program - PEE |
|
267,123 |
|
218,419 |
|
13,370 |
|
11,537 |
Research & Development - P&D |
|
105,125 |
|
164,180 |
|
12,389 |
|
4,842 |
National scientific and technological development fund - FNDCT |
|
1,469 |
|
1,966 |
|
- |
|
- |
Energy research company - EPE |
|
734 |
|
982 |
|
- |
|
- |
Fund of reversal |
|
- |
|
- |
|
17,750 |
|
17,750 |
Advances |
|
85,683 |
|
34,879 |
|
23,849 |
|
- |
Provision for socio-environmental costs and decommissioning of assets |
|
- |
|
- |
|
49,938 |
|
34,471 |
Payroll |
|
12,232 |
|
17,639 |
|
- |
|
- |
Profit sharing |
|
55,659 |
|
36,601 |
|
7,413 |
|
4,171 |
Collections agreement |
|
91,889 |
|
73,240 |
|
- |
|
- |
Guarantees |
|
- |
|
- |
|
31,479 |
|
29,133 |
Advance CDE |
|
35,053 |
|
9,246 |
|
- |
|
- |
Business combination |
|
70,419 |
|
10,477 |
|
16,152 |
|
- |
Other |
|
60,844 |
|
52,095 |
|
11,425 |
|
1,981 |
Total |
|
835,941 |
|
663,529 |
|
183,766 |
|
103,886 |
|
|
|
|
|
|
|
|
|
Consumers and concessionaires: refers to liabilities in connection with bills paid twice and adjustments of billing to be offset or returned to consumers as well the participation of consumers in the “Programa de Universalização” program.
Research and Development and Energy Efficiency Programs: the subsidiaries recognize liabilities relating to amounts already billed in tariffs (1% of Net Operating Revenue), but not yet invested in the Research and Development and Energy Efficiency Programs. These amounts are subject to monthly restatement at the SELIC rate, to realization.
Advances: refer mainly to advances from customers in relation to advance billing by the subsidiary CPFL Renováveis, before of the energy or service has actually been provided or delivered.
Provision for socio-environmental costs and decommissioning of assets: refers mainly to reserve recorded by CPFL Renováveis in relation to socio-environmental licenses as a result of events that have already occurred and obligations to remove assets arising from contractual and legal requirements related to leasing of land on which the wind farms are located. Such costs are reserved for against fixed assets and will be depreciated over the remaining useful life of the asset.
Profit-sharing: mainly comprised by:
i. in accordance with a collective labor agreement, the Company and its subsidiaries introduced an employee profit-sharing program, based on achievement of operating and financial targets established in advance;
ii. Long-term incentive program: In July 2012, the Company’s Board of Directors approved the long-term incentive program for executives, consisting of a plan to grant phantom stock options and awards in funds, in accordance with the appreciation of the Company’s shares in relation to an amount calculated.
The plan does not cater for share distribution to the executives and only uses them for purposes of monitoring the targets laid down in the Company's long-term strategic plan, also approved by the Board of Directors.
The plan will run from 2012 to 2018 and certain Company executives who are exercising their duties on the grant date will be eligible. The grant is annual and the vesting period for conversion into premiums will be from the second, third or fourth year after the grant date, with an option for 1/3 of the shares per year. Any failure to meet expectations in a conversion may be accumulated in subsequent vesting, up to the limit of the respective grant.
The program provides for partial realization, if a minimum of 80% of the estimates of the strategic plan is reached, involving reduction of the award to the percentage reached, as well as the possibility of exceeding them, with a ceiling of 150% in accordance with the same criteria.
Business acquisition: Refers to the amounts recorded by the subsidiary CPFL Renováveis, mainly in relation to the acquisition of minority interests amounting R$ 71,490. This amount is derived from the merger of WF2 (Note 13) on October 1, 2014. Before WF2’ acquisition by CPFL Renvováveis the acquired signed an agreement for the purchase of shares and other covenants from the noncontrolling shareholders of DESA, holders of 21.14% of the voting and total capital by that time, by this agreement, the non-controlling shareholders of DESA undertake to dispose of all their shares by the total amount of R$ 203,000, and under the terms and subject to the conditions established in the agreement. The remaining amount of R$ 71,490 outstanding at December 31, 2014 will be realized in five quarterly installments, the last of which is comes due on January 29, 2016. The amount of each quarterly installment will be corrected at the CDI rate on a pro rata basis, +1.2% a year, on a pro rata basis.
106
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 25 ) SHAREHOLDER’S EQUITY
The shareholders’ interest in the Company’s equity as of December 31, 2014 and 2013 are shown below:
|
|
Number of shares | ||||||
|
|
December 31, 2014 |
|
December 31, 2013 | ||||
Shareholders |
|
Common shares |
|
Interest % |
|
Common shares |
|
Interest % |
BB Carteira Livre I FIA |
|
288,569,602 |
|
29.99 |
|
288,569,602 |
|
29.99 |
Caixa de Previdência dos Funcionários do Banco do Brasil - Previ |
|
477,700 |
|
0.05 |
|
487,700 |
|
0.05 |
Camargo Correa S.A. |
|
837,860 |
|
0.09 |
|
837,860 |
|
0.09 |
ESC Energia S.A. |
|
234,092,930 |
|
24.33 |
|
234,092,930 |
|
24.33 |
Bonaire Participações S.A. |
|
1,200,000 |
|
0.12 |
|
6,308,790 |
|
0.66 |
Energia São Paulo FIA |
|
141,929,430 |
|
14.75 |
|
136,820,640 |
|
14.22 |
Fundação Petrobras de Seguridade Social - Petros |
|
1,759,900 |
|
0.18 |
|
1,759,900 |
|
0.18 |
Fundação Sistel de Seguridade Social |
|
19,500 |
|
0.00 |
|
19,500 |
|
0.00 |
BNDES Participações S.A. |
|
64,842,768 |
|
6.74 |
|
64,842,768 |
|
6.74 |
Antares Holdings Ltda. |
|
16,039,720 |
|
1.67 |
|
16,039,720 |
|
1.67 |
Brumado Holdings Ltda. |
|
34,502,100 |
|
3.59 |
|
34,502,100 |
|
3.59 |
Members of the Board of Directors |
|
800 |
|
0.00 |
|
- |
|
- |
Members of Executive Board |
|
102,300 |
|
0.01 |
|
102,350 |
|
0.01 |
Other shareholders |
|
177,899,650 |
|
18.49 |
|
177,890,400 |
|
18.49 |
Total |
|
962,274,260 |
|
100.00 |
|
962,274,260 |
|
100.00 |
|
|
|
|
|
|
|
|
|
25.1 Change in capital - controlling shareholder group:
On June 28, 2014, the shareholder Bonaire Participações S.A. issued a Notice to Shareholders to communicate the approval of a reduction of R$ 206,541 in its capital, with no cancellation of shares. The shareholders were reimbursed as follows: (i) R$ 171,339 in cash, (ii) R$ 35,202 by delivery of 5,108,790 (five million, one hundred and eight thousand seven hundred and ninety) Company´s common shares not tied to the Company's shareholders' agreement, which were held by Bonaire.
25.2 Capital reserves:
Refers basically to: (i) R$
228,322 related to the CPFL Renováveis business combination in 2011,
(ii) effect of the public offer of shares, in 2013, in the subsidiary CPFL
Renováveis, as mentioned in note 13, amounting to R$ 59,308, as a result of the
dilution in the indirect interest in CPFL Renováveis, (iii) effect of DESA
acquisition through the issuance of shares of CPFL Renováveis, in 2014, as
mentioned in note 13, amounting R$ 180,297, and (iv) other transactions between
shareholders without changes in control,
R$ 155. In accordance
with ICP 09 (R2) and IFRS 10 / CPC 36, these effects were accounted for as
transactions between shareholders and recorded directly in Company Shareholder’s
Equity.
25.3 Profit reserves:
Is comprised of:
i. Legal reserve, amounting to R$ 605,811.
ii. Statutory reserve – financial asset of concession: the distribution subsidiaries record profit or loss the change in the expected cash flow from the financial asset of concession, however the financial realization will occur at the end of the concession, through the indemnification of the concession, by the Granting Authority. As result, the Company retains statutory reserve – financial asset of concession of the amounts, supported by article 194 of Law 6404/76, until the receipt the financial asset. This statutory reserve amounts R$ 330,437 as of December 31, 2014.
iii. Earnings retained for investment: On December 31, 2013, the Company retained R$108,987 for investments. In August 2014, it was noted that this reserve was no longer required for the purpose for which it was intended and the amount was realized in August 31, 2014 and comprised the basis for distribution of an interim dividend.
107
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
25.4 Other comprehensive income:
The accumulated comprehensive income is comprised of:
a) Deemed cost: Relates to recognition of the added value of the deemed cost of the generators' property, plant and equipment, of R$ 483,610;
b) Post-employment benefit obligation: The amount of R$ 337,718 refers to the effects recorded directly in the comprehensive income, according to IAS 19 / CPC 33 (R2).
25.5 Dividends
The Annual and Extraordinary General Meeting held on April 29, 2014 approved the allocation of net income for the year for 2013 and declared dividends of R$ 930,851, of which R$ 363,049 relate to the interim dividend declared of June 2013, plus an additional dividend of R$ 567,802.
In accordance with the by-laws and based on the income for the first half-year of 2014, the Board of Directors on August 27, 2014, approved the declaration of an interim dividend of R$ 422,195, attributing the amount of R$ 0, 438746730 to each share paid on October 1, 2014.
The Company paid R$ 986,811 in 2014 basically in respect of the dividends declared at December 31, 2013 and June 30, 2014.
25.6 Allocation of net income for the year:
The Company’s by-laws assure shareholders of a minimum dividend of 25% of net income, adjusted in accordance with the law.
The proposed allocation of net income is shown below:
|
R$ |
Net income - Parent company |
949,177 |
Realization of comprehensive income |
26,055 |
Prescribed dividend |
5,722 |
Net income base for allocation |
980,954 |
Legal reserve |
(47,459) |
Earnings retained for investment |
108,987 |
Interim dividend |
(422,195) |
Statutory reserve - financial asset of concession |
(65,400) |
Statutory reserve - working capital improvement |
(554,888) |
Since the amount of R$ 422,195 (44.5% of net income of the year), more than the obligatory dividend, has already been distributed as dividends for the year, and in view of (i) the current adverse economic scenario, (ii) the unpredictability of the hydrological situation and (iii) the uncertainties about the market projections of the distributors due to the energy efficiency campaigns and extraordinary tariff increases, Company Management proposes allocation of R$ 554,888 to the statutory - working capital improvement.
( 26 ) EARNINGS PER SHARE
Earnings per share – basic and diluted
Calculation of the basic and diluted earnings per share for the years ended December 31, 2014 and 2013 was based on the net income attributable to controlling shareholders and the average weighted number of common shares outstanding during the years. For the diluted earnings per share, it was considered the dilutive effects of instruments convertible into shares, as shown below:
108
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
|
|
2014 |
|
2013 |
Numerator |
|
|
|
|
Net income attributable to controlling shareholders |
|
949,177 |
|
937,419 |
Denominator |
|
|
|
|
Weighted average shares outstanding during the year |
|
962,274,260 |
|
962,274,260 |
Net income per share - basic |
|
0.99 |
|
0.97 |
|
|
|
|
|
Numerator |
|
|
|
|
Net income attributable to controlling shareholders |
|
949,177 |
|
937,419 |
Dilutive effect of convertible debentures of subsidiary CPFL Renováveis (*) |
|
(17,265) |
|
(25,016) |
Net income attributable to the Controlling Shareholders |
|
931,912 |
|
912,403 |
|
|
|
|
|
Denominator |
|
|
|
|
Weighted average shares outstanding during the year |
|
962,274,260 |
|
962,274,260 |
Net income per share - diluted |
|
0.97 |
|
0.95 |
(*)Proportional to the percentage of the Company's interest in the subsidiary in each period presented |
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 indirectly subsidiary CPFL Renováveis. Calculation of the effects was based on the assumption that these debentures would have been converted into common shares of each subsidiary at the beginning of the year. The share-based payments granted at the subsidiary CPFL Renováveis shares have anti-dilutive impact at each year.
( 27 ) OPERATING REVENUE
|
|
Consolidated | ||||||||||
|
|
Number of consumers (*) |
|
In GWh (*) |
|
R$ thousand | ||||||
Revenue from eletric energy operations |
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
2014 |
|
2013 |
Consumer class |
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
6,732,715 |
|
6,523,553 |
|
16,501 |
|
15,426 |
|
6,533,590 |
|
5,710,050 |
Industrial |
|
56,920 |
|
58,565 |
|
14,144 |
|
14,691 |
|
3,871,868 |
|
3,605,079 |
Commercial |
|
483,204 |
|
491,057 |
|
9,437 |
|
8,837 |
|
3,471,225 |
|
2,956,069 |
Rural |
|
243,275 |
|
245,687 |
|
2,326 |
|
2,081 |
|
496,790 |
|
415,075 |
Public Administration |
|
50,538 |
|
49,443 |
|
1,295 |
|
1,234 |
|
476,557 |
|
407,094 |
Public Lighting |
|
9,917 |
|
9,596 |
|
1,622 |
|
1,586 |
|
315,072 |
|
284,346 |
Public Services |
|
8,155 |
|
7,961 |
|
1,861 |
|
1,820 |
|
566,719 |
|
486,609 |
(-) Adjustment of excess and surplus revenue of reactive |
|
- |
|
- |
|
- |
|
- |
|
(84,017) |
|
(59,731) |
Billed |
|
7,584,724 |
|
7,385,862 |
|
47,187 |
|
45,675 |
|
15,647,804 |
|
13,804,591 |
Own comsuption |
|
- |
|
- |
|
34 |
|
34 |
|
- |
|
- |
Unbilled (net) |
|
- |
|
- |
|
- |
|
- |
|
63,142 |
|
73,536 |
Emergency charges - ECE/EAEE |
|
- |
|
- |
|
- |
|
- |
|
2 |
|
(254) |
Reclassification to network usage charge - TUSD - captive consumers |
|
- |
|
- |
|
- |
|
- |
|
(5,464,570) |
|
(5,287,096) |
Electricity sales to final consumers |
|
7,584,724 |
|
7,385,862 |
|
47,221 |
|
45,709 |
|
10,246,379 |
|
8,590,776 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Furnas Centrais Elétricas S.A. |
|
|
|
|
|
3,026 |
|
3,026 |
|
477,775 |
|
441,961 |
Other concessionaires and licensees |
|
|
|
|
|
9,628 |
|
10,918 |
|
1,690,711 |
|
1,874,482 |
Current electric energy |
|
|
|
|
|
2,334 |
|
1,031 |
|
976,377 |
|
205,976 |
Electricity sales to wholesaler´s |
|
|
|
|
|
14,987 |
|
14,975 |
|
3,144,864 |
|
2,522,419 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue due to network usage charge - TUSD - captive consumers |
|
|
|
|
|
|
|
|
|
5,464,570 |
|
5,287,096 |
Revenue due to network usage charge - TUSD - free consumers |
|
|
|
|
|
|
|
|
|
990,815 |
|
965,737 |
(-) Adjustment of revenue surplus and excess responsive |
|
|
|
|
|
|
|
|
|
(18,045) |
|
(14,587) |
Revenue from construction of concession infrastructure |
|
|
|
|
|
|
|
|
|
944,997 |
|
1,004,399 |
Sector financial asset and liability (Note 8) |
|
|
|
|
|
|
|
|
|
910,720 |
|
- |
Resources provided by the energy development account - CDE |
|
|
|
|
|
|
|
|
|
771,018 |
|
627,832 |
Other revenue and income |
|
|
|
|
|
|
|
|
|
341,061 |
|
355,694 |
Other operating revenues |
|
|
|
|
|
|
|
|
|
9,405,136 |
|
8,226,172 |
Total gross revenues |
|
|
|
|
|
|
|
|
|
22,796,379 |
|
19,339,367 |
Deductions from operating revenues |
|
|
|
|
|
|
|
|
|
|
|
|
ICMS |
|
|
|
|
|
|
|
|
|
(3,106,928) |
|
(2,777,486) |
PIS |
|
|
|
|
|
|
|
|
|
(335,937) |
|
(271,301) |
COFINS |
|
|
|
|
|
|
|
|
|
(1,547,783) |
|
(1,247,439) |
ISS |
|
|
|
|
|
|
|
|
|
(7,583) |
|
(5,545) |
Global reversal reserve - RGR |
|
|
|
|
|
|
|
|
|
(2,362) |
|
(3,791) |
Fuel consumption account - CCC |
|
|
|
|
|
|
|
|
|
- |
|
(34,432) |
Energy development account - CDE |
|
|
|
|
|
|
|
|
|
(271,577) |
|
(155,249) |
Research and development and energy efficiency programs |
|
|
|
|
|
|
|
|
|
(117,683) |
|
(111,243) |
PROINFA |
|
|
|
|
|
|
|
|
|
(100,569) |
|
(99,244) |
Emergency charges - ECE/EAEE |
|
|
|
|
|
|
|
|
|
(2) |
|
253 |
IPI |
|
|
|
|
|
|
|
|
|
(10) |
|
(34) |
FUST e FUNTEL |
|
|
|
|
|
|
|
|
|
(2) |
|
- |
|
|
|
|
|
|
|
|
|
|
(5,490,436) |
|
(4,705,511) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net revenue |
|
|
|
|
|
|
|
|
|
17,305,942 |
|
14,633,856 |
(*) Information not reviewed by the independent auditors |
|
|
|
|
|
|
|
|
|
|
|
|
109
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
In accordance with ANEEL’s Order nº 4,097 of December 30, 2010, 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 “Electricity sales to final consumers”, Commercialization activities, to “Other operating revenues”, Distribution activities, with the title “Revenue due to Network Usage Charge - TUSD captive consumers”.
27.1 Adjust of revenue of excess and surplus revenue of reactive:
The tariff regulation procedure (Proret), approved by ANEEL Normative Resolution n° 463 of November 22, 2011, determined that revenue 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 distributors subsidiaries adjusted revenue of excess and surplus revenue of reactive, reducing the accounts of “Electricity sales to final consumers” and “Revenue due to Network Usage Charge - TUSD free consumers” against the item reducing of intangible assets (“Special Obligations”).
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 December 31, 2014, these amounts are still recorded under Special Obligations, according to CPC 25 and IAS 37, net disclosed in intangible assets of concession.
27.2 Periodic tariff revision (“RTP”) e Annual adjustment (“RTA”):
|
|
|
|
2014 |
|
2013 | ||||
Distributor |
|
Month |
|
Annual Tariff |
Effect |
Annual Tariff |
Effect | |||
CPFL Paulista |
|
April |
|
17.18% |
|
17.23% |
|
5.48% |
|
6.18% |
CPFL Piratininga |
|
October |
|
19.73% |
|
22.43% |
|
7.42% |
|
6.91% |
RGE |
|
June |
|
21.82% |
|
22.77% |
|
-10.32% |
|
-10.64% |
CPFL Santa Cruz |
|
February |
|
14.86% |
|
26.00% |
|
9.32% |
|
-0.94% |
CPFL Leste Paulista |
|
February |
|
-7.67% |
|
-5.32% |
|
6.48% |
|
3.36% |
CPFL Jaguari |
|
February |
|
-3.73% |
|
3.70% |
|
2.71% |
|
2.68% |
CPFL Sul Paulista |
|
February |
|
-5.51% |
|
0.43% |
|
2.27% |
|
2.21% |
CPFL Mococa |
|
February |
|
-2.07% |
|
-9.53% |
|
7.00% |
|
5.10% |
a) Represents the average effect perceived by consumers, in accordance with ANEEL resolutions, as a result of elimination from the tariff base of financial components added in the annual adjustment for the previous year (unaudited).
27.3 Extraordinary Tariff Review (“RTE”):
In order to encompass the effects Law 12,783 of January, 2013 – Extension of the concessions and other topics of interest, ANEEL ratified the result of the 2013 Extraordinary Tariff Review (“RTE”), applied for consumption from January 24, 2013. The extraordinary review encompassed the electric energy quotas of the generation plants that renewed their concession contracts. The total energy produced by these plants was divided into quotas for the distributors. The effects of the elimination of the Global Reversal Reserve - RGR and Fuel Consumption Account - CCC, the reduction in the Energy Development Account - CDE and the decrease in the transmission costs were also computed. This RTE has no impact on the net profit or loss.
110
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
ANEEL ratified the result of the 2013 extraordinary review for the distribution subsidiaries with the following resolutions. The average effects for the distributors’ consumers were:
Distributor |
|
Resolution n° |
|
Effect |
CPFL Paulista |
|
1,433 |
|
-20.42% |
CPFL Piratininga |
|
1,424 |
|
-26.70% |
RGE |
|
1,411 |
|
-22.81% |
CPFL Santa Cruz |
|
1,452 |
|
-23.72% |
CPFL Leste Paulista |
|
1,450 |
|
-25.33% |
CPFL Jaguari |
|
1,451 |
|
-24.38% |
CPFL Sul Paulista |
|
1,449 |
|
-26.42% |
CPFL Mococa |
|
1,453 |
|
-23.83% |
(*) Unaudited information
27.4 Resources provided by the Energy Development Account - CDE:
Law 12,783 determined that the resources related to the low income subsidy, as well as other tariff discounts should be fully subsidized by resources from the CDE. Income of R$ 771,018 was recorded in 2014 (R$ 627,832 in 2013), being R$ 78,028 for the low income subsidy (R$ 69,231 in 2013) and R$ 692,990 for other tariff discounts (R$ 558,600 in 2013), set against accounts receivable – Resources provided by the Energy Development Account – CDE/CCEE (note 12) and accounts payable – CDE (note 24).
( 28 ) COST OF ELECTRIC ENERGY
|
Consolidated | ||||||
|
GWh (*) |
|
R$ thousand | ||||
Electricity purchased for resale |
2014 |
|
2013 |
|
2014 |
|
2013 |
Itaipu Binacional |
10,417 |
|
10,719 |
|
1,383,604 |
|
1,298,210 |
Current electric energy |
5,074 |
|
2,974 |
|
3,018,523 |
|
726,936 |
PROINFA |
1,043 |
|
1,019 |
|
264,068 |
|
233,152 |
Energy purchased of bilateral contracts and through action in the regulated market |
42,345 |
|
42,980 |
|
8,837,459 |
|
6,786,524 |
Resources provided by the energy development account - CDE/CCEE |
|
|
- |
|
(2,340,912) |
|
(827,578) |
Credit of PIS and COFINS |
- |
|
- |
|
(1,005,106) |
|
(748,526) |
Subtotal |
58,879 |
|
57,692 |
|
10,157,635 |
|
7,468,718 |
|
|
|
|
|
|
|
|
Electricity network usage charge |
|
|
|
|
|
|
|
Basic network charges |
|
|
|
|
727,341 |
|
559,631 |
Transmission from Itaipu |
|
|
|
|
37,896 |
|
34,716 |
Connection charges |
|
|
|
|
44,834 |
|
44,470 |
Charges of use of the distribution system |
|
|
|
|
33,147 |
|
29,542 |
System service charges - ESS |
|
|
|
|
(326,248) |
|
554,865 |
Reserve energy charges |
|
|
|
|
10,898 |
|
33,194 |
Resources provided by the energy development account - CDE |
|
|
|
|
(1) |
|
(458,792) |
Credit of PIS and COFINS |
|
|
|
|
(42,372) |
|
(69,655) |
Subtotal |
|
|
|
|
485,495 |
|
727,969 |
|
|
|
|
|
|
|
|
Total |
|
|
|
|
10,643,130 |
|
8,196,687 |
(*) Unaudited information
Resources provided by the CDE – Law 12,783/2013, Decrees 7,945/2013, 8,203/2014, 8,221/2014 and Order 3,998/2014:
Due to the unfavorable hydropower conditions from the end of 2012, including the low levels of water reserves at the hydroelectric power plants, the output of the thermal plants was set at the highest level. In view of this and considering the concessionaires’ exposure in the short-term market, due largely to allocation of the physical energy and power guarantee quotas and repeal of the plants’ authorization by ANEEL, the energy cost of the distributors increased significantly in 2012, 2013 and 2014.
As a result of this scenario and as the distribution concessionaires do not have control over these costs, on March 7, 2013, the Brazilian government issued Decree 7,945, amended by Decree 8,203/14 and further by Decree 8,221/14, which made certain changes in the contracting of energy and the objectives of the Energy Development Account - CDE charge:
111
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
i. pass-through of CDE funds to the distribution concessionaires in relation to the exposure in the hydrologic risk, involuntary exposure, ESS – Energy Security, CVA ESS and Energy for the year of 2013 and January 2014;
ii. pass-through to the distribution concessionaires of costs related to involuntary exposure and output of the thermoelectric plants through the Electric Energy Commercialization Chamber - CCEE from February 2014 to December 2014. Additionally, Order 3,998 of September 30, 2014 included the hydrological risk of the renewed energy quotas as involuntary exposure, from July 2014
A total amount of R$ 2,340,913 was recognized in 2014 as a result of these regulations (R$ 1,286,370 in 2013).
The effects of these items were registered as a reduction of the cost of electric energy under CDE/CCEE contribution against other credits under Accounts receivable - CDE/CCEE contribution (Note 12), in accordance with IAS 20 Accounting for Government Grants and Disclosure of Government Assistance / CPC 07 Government Grants and Assistance.
In addition to the CDE contributions, the distribution subsidiaries received, via the CCEE, the financial excess of the Energy Reserve Account - CONER, regulated by REN 613/2014. The amount of R$ 437,297 is recorded under "System service charge – ESS" in 2014.
In the tariff review of April 2013 for the subsidiary CPFL Paulista, through Order 1144/2013, ANEEL granted full coverage of the positive balances of CVA calculated on energy purchased and the ESS charge for 2012, as well as positive amounts of the CVA for energy purchased in the availability auction, in the accrual period of January 2013. In the tariff review of October 2013 for the subsidiary CPFL Piratininga, through Order 1638/2013, ANEEL granted partially coverage of the positive amounts of the CVA calculated on energy purchased and the ESS charge for October 2012 to October 2013.
The resources provided by the CDE recognized in 2014 and 2013 are shown in the following table, per distributor controlled by the Company:
|
2014 | ||||||||||||
|
Electricity purchased for resale |
|
Electricity network usage charge |
|
| ||||||||
|
Involuntary exposure |
|
Quotas and |
Electricity purchased - |
Electricity purchased - |
System service |
System service |
Total | |||||
CPFL Paulista |
849,901 |
|
(6,241) |
|
229,335 |
|
- |
|
6 |
|
- |
|
1,073,001 |
CPFL Piratininga |
391,476 |
|
(357) |
|
354,079 |
|
- |
|
2 |
|
- |
|
745,200 |
CPFL Santa Cruz |
66,403 |
|
13 |
|
20,344 |
|
- |
|
- |
|
- |
|
86,760 |
CPFL Leste Paulista |
6,580 |
|
4 |
|
(4) |
|
- |
|
(10) |
|
- |
|
6,570 |
CPFL Sul Palista |
6 |
|
5 |
|
11 |
|
- |
|
- |
|
- |
|
22 |
CPFL Jaguari |
(1,539) |
|
(48) |
|
2,001 |
|
- |
|
- |
|
- |
|
414 |
CPFL Mococa |
- |
|
2 |
|
- |
|
- |
|
- |
|
- |
|
2 |
RGE |
428,054 |
|
(98) |
|
986 |
|
- |
|
3 |
|
- |
|
428,945 |
Total |
1,740,881 |
|
(6,720) |
|
606,752 |
|
- |
|
1 |
|
- |
|
2,340,913 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 | ||||||||||||
|
Electricity purchased for resale |
|
Electricity network usage charge |
|
| ||||||||
|
Involuntary exposure |
|
Quotas and |
Electricity purchased - |
Electricity purchased - |
System service |
System service |
Total | |||||
CPFL Paulista |
161,087 |
|
10,868 |
|
- |
|
327,252 |
|
217,464 |
|
44,207 |
|
760,878 |
CPFL Piratininga |
76,735 |
|
395 |
|
- |
|
167,901 |
|
88,166 |
|
(122) |
|
333,076 |
CPFL Santa Cruz |
8,689 |
|
(28) |
|
- |
|
15,514 |
|
16,082 |
|
(5,323) |
|
34,934 |
CPFL Leste Paulista |
1,092 |
|
(6) |
|
- |
|
- |
|
6,487 |
|
- |
|
7,573 |
CPFL Sul Palista |
- |
|
(11) |
|
- |
|
- |
|
3,621 |
|
- |
|
3,610 |
CPFL Jaguari |
2,537 |
|
98 |
|
- |
|
- |
|
4,631 |
|
- |
|
7,267 |
CPFL Mococa |
- |
|
(6) |
|
- |
|
- |
|
2,717 |
|
- |
|
2,711 |
RGE |
53,593 |
|
(287) |
|
- |
|
2,153 |
|
72,310 |
|
8,553 |
|
136,321 |
Total |
303,734 |
|
11,023 |
|
- |
|
512,821 |
|
411,476 |
|
47,316 |
|
1,286,370 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
112
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 29 ) OPERATING COSTS AND EXPENSES COST OF ELECTRIC ENERGY
|
Parent Company | ||
|
Operating expense | ||
|
General | ||
|
2014 |
|
2013 |
Personnel |
18,142 |
|
13,867 |
Materials |
28 |
|
22 |
Outside services |
5,050 |
|
5,323 |
Depreciation and amortization |
173 |
|
76 |
Other |
2,783 |
|
3,338 |
Leases and rentals |
138 |
|
127 |
Publicity and advertising |
237 |
|
1,291 |
Legal, judicial and indemnities |
865 |
|
1,081 |
Donations, contributions and subsidies |
813 |
|
617 |
Other |
729 |
|
222 |
Total |
26,175 |
|
22,626 |
|
|
|
|
|
Consolidated | ||||||||||||||||||||||
|
|
|
|
|
|
Operating expenses |
|
|
|
| |||||||||||||
|
Operating costs |
|
Services rendered to third parties |
|
Sales |
|
General |
Other |
|
Total | |||||||||||||
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
2014 |
|
2013 |
|
2014 |
|
2013 |
Personnel |
528,056 |
|
425,349 |
|
2 |
|
- |
|
110,759 |
|
106,111 |
|
213,654 |
|
192,142 |
|
- |
|
- |
|
852,471 |
|
723,602 |
Employee pension plans |
48,165 |
|
61,665 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
48,165 |
|
61,665 |
Materials |
102,959 |
|
92,562 |
|
1,286 |
|
2,661 |
|
4,658 |
|
4,117 |
|
8,925 |
|
6,806 |
|
- |
|
- |
|
117,827 |
|
106,145 |
Outside services |
172,422 |
|
178,809 |
|
2,511 |
|
2,464 |
|
109,264 |
|
100,301 |
|
241,826 |
|
205,450 |
|
- |
|
- |
|
526,022 |
|
487,024 |
Depreciation and amortization |
767,117 |
|
664,601 |
|
- |
|
- |
|
32,049 |
|
33,689 |
|
75,779 |
|
59,964 |
|
- |
|
- |
|
874,946 |
|
758,253 |
Costs related to infrastructure construction |
- |
|
- |
|
942,267 |
|
1,004,399 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
942,267 |
|
1,004,399 |
Other |
53,640 |
|
44,531 |
|
(13) |
|
(6) |
|
145,968 |
|
132,379 |
|
233,446 |
|
464,253 |
|
328,000 |
|
285,148 |
|
761,041 |
|
926,304 |
Collection charges |
264 |
|
- |
|
- |
|
- |
|
54,070 |
|
52,372 |
|
- |
|
- |
|
- |
|
- |
|
54,334 |
|
52,372 |
Allowance for doubtful accounts |
- |
|
- |
|
- |
|
- |
|
83,699 |
|
70,324 |
|
- |
|
- |
|
- |
|
- |
|
83,699 |
|
70,324 |
Leases and rentals |
29,331 |
|
26,181 |
|
- |
|
- |
|
- |
|
11 |
|
15,627 |
|
12,390 |
|
- |
|
- |
|
44,958 |
|
38,582 |
Publicity and advertising |
736 |
|
871 |
|
- |
|
- |
|
127 |
|
212 |
|
17,262 |
|
13,179 |
|
- |
|
- |
|
18,125 |
|
14,262 |
Legal, judicial and indemnities |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
192,464 |
|
429,883 |
|
- |
|
- |
|
192,464 |
|
429,883 |
Donations, contributions, subsidies and penaulties |
- |
|
- |
|
- |
|
- |
|
6,579 |
|
8,003 |
|
4,204 |
|
3,935 |
|
- |
|
- |
|
10,783 |
|
11,938 |
Inspection fee |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
20,894 |
|
27,422 |
|
20,894 |
|
27,422 |
Loss (gain) on disposal and decommissioning and other on noncurrent assets |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
20,726 |
|
(39,253) |
|
20,726 |
|
(39,253) |
Intangible of concession amortization |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
285,018 |
|
296,977 |
|
285,018 |
|
296,977 |
Financial compensation for water resources utilization |
14,835 |
|
10,515 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
14,835 |
|
10,515 |
Other |
8,474 |
|
6,963 |
|
(13) |
|
(6) |
|
1,493 |
|
1,457 |
|
3,889 |
|
4,866 |
|
1,361 |
|
2 |
|
15,204 |
|
13,282 |
|
1,672,359 |
|
1,467,516 |
|
946,052 |
|
1,009,518 |
|
402,698 |
|
376,597 |
|
773,630 |
|
928,614 |
|
328,000 |
|
285,148 |
|
4,122,739 |
|
4,067,393 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
113
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 30 ) FINANCIAL INCOME AND EXPENSES
|
Parent company |
|
Consolidated | ||||
|
2014 |
|
2013 |
|
2014 |
|
2013 |
Financial income |
|
|
|
|
|
|
|
Income from financial investments |
116,487 |
|
67,544 |
|
430,714 |
|
316,617 |
Arrears of interest and fines |
- |
|
5 |
|
146,992 |
|
143,429 |
Restatement of tax credits |
6,878 |
|
1,221 |
|
25,309 |
|
8,425 |
Restatement of escrow deposits |
15 |
|
448 |
|
74,500 |
|
118,406 |
Monetary and exchange adjustment |
- |
|
- |
|
49,144 |
|
43,615 |
Adjustment to expected cash flow (note 11) |
- |
|
- |
|
104,642 |
|
- |
Discount on purchase of ICMS credit |
- |
|
- |
|
17,382 |
|
21,446 |
PIS and COFINS on insterest on shareholders' equity |
(12,699) |
|
(15,093) |
|
(12,809) |
|
(15,368) |
Other |
7,175 |
|
3,512 |
|
54,563 |
|
62,637 |
Total |
117,855 |
|
57,637 |
|
890,436 |
|
699,208 |
|
|
|
|
|
|
|
|
Financial expense |
|
|
|
|
|
|
|
Debt charges |
(143,039) |
|
(83,614) |
|
(1,542,593) |
|
(1,291,762) |
Monetary and exchange variations |
(34) |
|
(607) |
|
(247,591) |
|
(182,022) |
Adjustment to expected cash flow (note 11) |
- |
|
- |
|
- |
|
(66,851) |
(-) Capitalized borrowing costs |
- |
|
- |
|
12,269 |
|
57,184 |
Public utilities |
- |
|
- |
|
(10,649) |
|
(11,690) |
Other |
(247) |
|
(277) |
|
(191,325) |
|
(175,511) |
Total |
(143,319) |
|
(84,497) |
|
(1,979,890) |
|
(1,670,651) |
|
|
|
|
|
|
|
|
Net financial income (expense) |
(25,464) |
|
(26,860) |
|
(1,089,454) |
|
(971,443) |
|
|
|
|
|
|
|
|
Interest was capitalized at an
average rate of 8.12% p.a. in 2014 (8.24% p.a. in 2013) on qualifying assets, in
accordance with CPC 20(R1) and IAS 23.
In the expense of monetary and exchange variations includes the effects of gains of R$ 160,052 (R$ 211,282 in 2013) on derivative instruments (note 35).
( 31 ) SEGMENT INFORMATION
The Company’s operating segments are based on the internal financial information and management structure and are separated by type of business: electric energy distribution, conventional generation, renewable generation, commercialization and services rendered.
Profit or loss, assets and liabilities per segment include items directly attributable to the segment, as well as those that can be allocated on a reasonable basis, if applicable. Average prices used between segments are based on similar market transactions. Note 1 show the subsidiaries in accordance with their areas of operation and provides further information about each subsidiary and its business area.
114
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The segregated information by operating segment is shown below, in accordance with the criteria established by Company Management:
|
Distribution |
|
Generation |
|
Generation |
|
Commercialization |
|
Services |
|
Other (*) |
|
Elimination |
|
Total |
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net revenue |
13,658,786 |
|
722,623 |
|
982,613 |
|
1,790,822 |
|
151,037 |
|
61 |
|
- |
|
17,305,942 |
(-) Intersegment revenues |
19,668 |
|
467,761 |
|
397,630 |
|
387,788 |
|
193,483 |
|
- |
|
(1,466,329) |
|
- |
Income from electric energy service |
1,602,519 |
|
482,214 |
|
231,280 |
|
205,108 |
|
45,072 |
|
(26,119) |
|
- |
|
2,540,073 |
Financial income |
552,918 |
|
84,884 |
|
98,991 |
|
29,543 |
|
6,380 |
|
117,720 |
|
- |
|
890,436 |
Financial expense |
(849,774) |
|
(482,671) |
|
(464,713) |
|
(29,104) |
|
(10,221) |
|
(143,407) |
|
- |
|
(1,979,890) |
Income (loss) before taxes |
1,305,663 |
|
144,112 |
|
(134,442) |
|
205,547 |
|
41,230 |
|
(51,806) |
|
- |
|
1,510,304 |
Income tax and social contribution |
(461,264) |
|
(36,291) |
|
(33,645) |
|
(69,543) |
|
(12,687) |
|
(10,430) |
|
- |
|
(623,860) |
Net income (loss) |
844,400 |
|
107,820 |
|
(168,087) |
|
136,003 |
|
28,543 |
|
(62,236) |
|
- |
|
886,443 |
Total assets (**) |
16,724,269 |
|
4,414,196 |
|
11,601,754 |
|
507,960 |
|
828,184 |
|
1,022,454 |
|
- |
|
35,098,816 |
Capital expenditures and other intangible assets |
702,386 |
|
14,419 |
|
250,803 |
|
3,531 |
|
90,707 |
|
22 |
|
|
|
1,061,868 |
Depreciation and amortization |
(577,753) |
|
(136,447) |
|
(432,267) |
|
(4,471) |
|
(8,760) |
|
(265) |
|
- |
|
(1,159,964) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net revenue |
11,563,700 |
|
601,980 |
|
802,011 |
|
1,579,893 |
|
84,622 |
|
1,649 |
|
- |
|
14,633,856 |
(-) Intersegment revenues |
15,354 |
|
323,658 |
|
281,913 |
|
264,891 |
|
116,184 |
|
- |
|
(1,002,001) |
|
- |
Income from electric energy service |
1,550,951 |
|
559,784 |
|
214,750 |
|
52,060 |
|
13,333 |
|
(21,103) |
|
- |
|
2,369,775 |
Financial income |
504,463 |
|
40,005 |
|
55,083 |
|
27,665 |
|
13,876 |
|
58,115 |
|
- |
|
699,208 |
Financial expense |
(906,153) |
|
(338,783) |
|
(314,243) |
|
(22,601) |
|
(4,358) |
|
(84,513) |
|
- |
|
(1,670,651) |
Income (loss) before taxes |
1,149,261 |
|
381,874 |
|
(44,410) |
|
57,123 |
|
22,852 |
|
(47,500) |
|
- |
|
1,519,200 |
Income tax and social contribution |
(423,712) |
|
(69,937) |
|
(10,607) |
|
(21,399) |
|
(6,881) |
|
(37,627) |
|
- |
|
(570,164) |
Net income (loss) |
725,549 |
|
311,937 |
|
(55,017) |
|
35,724 |
|
15,970 |
|
(85,127) |
|
- |
|
949,036 |
Total assets (**) |
15,263,417 |
|
4,515,880 |
|
9,470,564 |
|
342,516 |
|
243,612 |
|
1,206,806 |
|
- |
|
31,042,796 |
Capital expenditures and other intangible assets |
844,804 |
|
9,744 |
|
827,704 |
|
3,593 |
|
48,646 |
|
345 |
|
- |
|
1,734,836 |
Depreciation and amortization |
(564,538) |
|
(133,514) |
|
(348,355) |
|
(4,106) |
|
(4,632) |
|
(86) |
|
- |
|
(1,055,231) |
(*) Other – refers basically to the assets and transactions which are not related to any of the identified segments.
(**) Intangible assets (net of amortization) were allocated to their respective segments.
( 32 ) RELATED PARTIES TRANSACTIONS
The Company’s controlling shareholders are as follows:
· ESC 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.
· Energia São Paulo Fundo de Investimento em Ações
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 Ações.
· 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 interests in operating subsidiaries are described in note 1.
Controlling shareholders, subsidiaries and associated companies, joint ventures under common control and that in some way exercise significant influence over the Company are considered to be related parties.
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 its subsidiaries also have an Exclusive Investment Fund, managed, by BB DTVM, among others.
b) Loans and financing and debentures: relate to funds raised from the Banco do Brasil in accordance with notes 17 and 18. The Company also guarantees certain loans raised by its subsidiaries, as mentioned in notes 17 and 18.
c) Other financial transactions: the amounts in relation to Banco do Brasil are bank costs and collection expenses.
d) Purchase and sale of energy and charges: refers to energy purchased or sold by distribution, commercialization and generation subsidiaries through short or long-term agreements and tariffs for the use of the distribution system (TUSD). Such transactions, in the free Market, are carried out under conditions regarded by the Company as similar to market conditions at the time of the negotiation, in accordance with internal policies established in advance by Company Management. In the regulated market, the prices charged are set by mechanisms established by the Grantor.
115
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
e) Intangible assets, property, plant and equipment, materials and service: 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.
f) Advances: advances for investments in research and development.
g) Intercompany loan: relates to (i) contracts with the jointly controlled entity EPASA, under contractual conditions of 113.5% of the CDI, maturing in January 2017; (ii) contracts with the non-controlling shareholder of the subsidiary CPFL Renováveis, with maturity by November 2015 with annual interest of 8% + IGP-M.
Certain subsidiaries have supplementary retirement plan maintained with Fundação CESP and offered to the employees of the subsidiaries. These plans hold investments in Company’s shares (note 19).
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 subsidiaries CPFL Paulista, CPFL Piratininga and CPFL Geração renegotiated with the joint ventures BAESA, ENERCAN and Foz do Chapecó the original maturities of June to December 2014 for the energy purchase invoices to January 2015.
The total remuneration of key management personnel in 2014, in accordance with CVM Decision nº 560/2008, was R$ 44,214 (R$ 33,680 in 2013). This amount comprises R$ 39,928 (R$ 36,382 in 2013) respect of short-term benefits, R$ 1,043 (R$ 973 in 2013) for post-employment benefits and an accrual of R$ 3,243 (reversal of accrual of R$ 3,675 in 2013) for other long-term benefits.
Transactions between related parties involving controlling shareholders, entities under common control or with significant influence and joint ventures:
116
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
|
Consolidated | ||||||||||||||
|
Asset |
|
Liability |
|
Income |
|
Expense | ||||||||
|
December 31, |
December 31, |
|
December 31, |
December 31, |
|
2014 |
|
2013 |
|
2014 |
|
2013 | ||
Bank deposits and short-term investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Banco do Brasil S.A. |
161,832 |
|
115,968 |
|
- |
|
- |
|
12,126 |
|
6,331 |
|
2 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing, debentures and derivatives contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Banco do Brasil S.A. |
- |
|
- |
|
1,322,926 |
|
1,638,769 |
|
- |
|
- |
|
174,673 |
|
88,646 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other financial transactions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Banco do Brasil S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
1,224 |
|
6,271 |
|
6,031 |
JBS S/A (*) |
- |
|
- |
|
- |
|
- |
|
- |
|
78 |
|
- |
|
- |
BAESA – Energética Barra Grande S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
3,228 |
|
- |
Foz do Chapecó Energia S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
6,262 |
|
1,277 |
ENERCAN - Campos Novos Energia S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
5,005 |
|
1,021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advances |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BAESA – Energética Barra Grande S.A. |
- |
|
- |
|
826 |
|
862 |
|
- |
|
- |
|
- |
|
- |
Foz do Chapecó Energia S.A. |
- |
|
- |
|
1,170 |
|
1,222 |
|
- |
|
- |
|
- |
|
- |
ENERCAN - Campos Novos Energia S.A. |
- |
|
- |
|
1,436 |
|
1,496 |
|
- |
|
- |
|
- |
|
- |
EPASA - Centrais Elétricas da Paraiba |
- |
|
- |
|
526 |
|
549 |
|
- |
|
- |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Energy purchase and sale and charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Afluente Transmissão de Energia Elétrica S.A. |
- |
|
- |
|
40 |
|
24 |
|
- |
|
- |
|
1,342 |
|
1,048 |
Arizona 1 Energia Renovável S.A |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
826 |
|
- |
Baguari I Geração de Energia Elétrica S.A. |
- |
|
- |
|
5 |
|
5 |
|
- |
|
- |
|
252 |
|
234 |
Braskem S.A. |
- |
|
- |
|
- |
|
- |
|
694 |
|
20,916 |
|
- |
|
- |
Caetite 2 Energia Renovável S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
757 |
|
636 |
Caetité 3 Energia Renovável S.A. |
- |
|
- |
|
- |
|
5 |
|
- |
|
- |
|
765 |
|
642 |
Calango 1 Energia Renovável S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
914 |
|
1,044 |
Calango 2 Energia Renovável S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
782 |
|
- |
Calango 3 Energia Renovável S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
914 |
|
- |
Calango 4 Energia Renovável S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
848 |
|
- |
Calango 5 Energia Renovável S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
901 |
|
- |
Companhia de Eletricidade do Estado da Bahia – COELBA |
833 |
|
728 |
|
- |
|
- |
|
12,606 |
|
12,427 |
|
- |
|
- |
Companhia Energética de Pernambuco - CELPE |
920 |
|
545 |
|
- |
|
- |
|
6,304 |
|
19,096 |
|
- |
|
- |
Companhia Energética do Rio Grande do Norte - COSERN |
280 |
|
223 |
|
- |
|
191 |
|
2,404 |
|
8,125 |
|
1,063 |
|
1,070 |
Eldorado Brasil Celulose S.A. |
- |
|
- |
|
- |
|
- |
|
1,050 |
|
- |
|
- |
|
- |
Energética Águas da Pedra S.A. |
- |
|
- |
|
117 |
|
120 |
|
- |
|
- |
|
3,959 |
|
3,746 |
Estaleiro Atlântico Sul S.A. |
- |
|
- |
|
- |
|
- |
|
7,584 |
|
6,106 |
|
- |
|
- |
Fras-le |
- |
|
- |
|
- |
|
- |
|
- |
|
6 |
|
- |
|
- |
Goiás Sul Geração de Enegia S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
155 |
|
145 |
Mel 2 Energia Renovável S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
617 |
|
523 |
MULTINER S/A |
- |
|
- |
|
- |
|
- |
|
- |
|
207 |
|
- |
|
- |
NC ENERGIA S.A. |
- |
|
- |
|
- |
|
- |
|
1,837 |
|
22,576 |
|
- |
|
- |
Raposo Tavares |
- |
|
- |
|
- |
|
- |
|
- |
|
21 |
|
- |
|
- |
Rio PCH I S.A. |
- |
|
- |
|
217 |
|
220 |
|
- |
|
- |
|
7,441 |
|
7,066 |
SE Narandiba S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
142 |
|
117 |
Serra do Facão Energia S.A. - SEFAC |
- |
|
- |
|
470 |
|
547 |
|
- |
|
- |
|
19,837 |
|
18,602 |
Tavex Brasil S.A |
- |
|
- |
|
- |
|
- |
|
8,087 |
|
11,368 |
|
- |
|
- |
ThyssenKrupp Companhia Siderúrgica do Atlântico |
- |
|
- |
|
188 |
|
178 |
|
557 |
|
346 |
|
7,056 |
|
6,280 |
Vale Energia S.A. |
7,371 |
|
6,960 |
|
- |
|
- |
|
87,077 |
|
89,671 |
|
- |
|
- |
VALE S.A. |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
7,483 |
|
1,419 |
BAESA – Energética Barra Grande S.A. |
- |
|
- |
|
89,202 |
|
29,568 |
|
- |
|
- |
|
101,263 |
|
75,951 |
Foz do Chapecó Energia S.A. |
1,430 |
|
- |
|
172,804 |
|
111,019 |
|
16,841 |
|
3,936 |
|
311,878 |
|
327,385 |
ENERCAN - Campos Novos Energia S.A. |
583 |
|
544 |
|
154,678 |
|
103,252 |
|
6,702 |
|
9,376 |
|
221,590 |
|
232,815 |
EPASA - Centrais Elétricas da Paraiba |
- |
|
2 |
|
28,632 |
|
17,094 |
|
24,363 |
|
75,781 |
|
214,978 |
|
107,348 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets, Property, plant and equipment, Materials and service |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Banco do Brasil S A |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
163 |
|
- |
Barrocão Empreendimento Imobiliário SPE Ltda. |
- |
|
|
|
- |
|
- |
|
- |
|
67 |
|
- |
|
- |
Boa Vista Empreendimento Imobiliário SPE Ltda. |
- |
|
2 |
|
- |
|
- |
|
- |
|
50 |
|
- |
|
- |
BRASKEM Qpar S.A. |
- |
|
- |
|
- |
|
- |
|
15 |
|
- |
|
- |
|
- |
CCDI 29 Empreendimento Imobiliário Ltda |
- |
|
- |
|
- |
|
- |
|
31,500 |
|
- |
|
- |
|
- |
Celesc - Centrais Elétricas Sta Catarina |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
1,078 |
Cia.de Saneamento Básico do Estado de São Paulo - SABESP |
11 |
|
85 |
|
35 |
|
36 |
|
50 |
|
1,002 |
|
4 |
|
27 |
Companhia Energética do Rio Grande do Norte - COSERN |
- |
|
- |
|
- |
|
- |
|
19 |
|
- |
|
- |
|
- |
Concessionária do Sistema Anhanguera - Bandeirante S.A. (*) |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
50 |
Embraer |
- |
|
- |
|
- |
|
- |
|
- |
|
36 |
|
- |
|
- |
Estaleiro Atlântico Sul S.A. |
- |
|
- |
|
- |
|
- |
|
12 |
|
- |
|
- |
|
- |
Ferrovia Centro-Atlântica S.A. |
- |
|
507 |
|
- |
|
- |
|
- |
|
1,526 |
|
- |
|
- |
HM 11 Empreendimento Imobiliário SPE Ltda |
- |
|
- |
|
- |
|
- |
|
- |
|
9 |
|
- |
|
- |
HM 12 Empreendimento Imobiliário SPE Ltda |
- |
|
- |
|
- |
|
- |
|
- |
|
9 |
|
- |
|
- |
HM 25 Empreendimento Imobiliário SPE Ltda. |
- |
|
- |
|
- |
|
- |
|
- |
|
63 |
|
- |
|
- |
HM Engenharia e Construções S.A. |
- |
|
- |
|
- |
|
- |
|
24 |
|
- |
|
- |
|
- |
Hortolândia 4A Empreendimento Imobiliário SPE Ltda |
- |
|
- |
|
- |
|
- |
|
- |
|
41 |
|
- |
|
- |
Indústrias Romi S.A. |
4 |
|
4 |
|
- |
|
- |
|
45 |
|
43 |
|
- |
|
- |
InterCement Brasil S.A |
- |
|
- |
|
- |
|
- |
|
60 |
|
53 |
|
|
|
|
Itaúsa |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
270 |
Jaguariúna III Empreendimento Imobiliário SPE Ltda. |
- |
|
- |
|
- |
|
- |
|
- |
|
56 |
|
- |
|
- |
LUPATECH |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
3 |
Randon |
- |
|
- |
|
76 |
|
- |
|
- |
|
- |
|
76 |
|
- |
Renovias Concessionária S.A. (*) |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
6 |
Rodovias Integradas do Oeste - SP Vias (*) |
- |
|
26 |
|
- |
|
28 |
|
- |
|
300 |
|
- |
|
- |
MRS Logística S.A |
119 |
|
- |
|
- |
|
- |
|
119 |
|
168 |
|
- |
|
- |
Petrobrás |
- |
|
9 |
|
- |
|
- |
|
- |
|
208 |
|
- |
|
- |
SAMM - Sociedade de Atividades em Multimídia Ltda.(*) |
- |
|
306 |
|
- |
|
- |
|
- |
|
627 |
|
- |
|
- |
TOTVS S.A. |
- |
|
- |
|
2 |
|
42 |
|
- |
|
- |
|
70 |
|
2,766 |
Ultrafértil S.A |
149 |
|
- |
|
- |
|
- |
|
226 |
|
- |
|
- |
|
- |
Vale Fertilizantes S.A |
18 |
|
- |
|
- |
|
- |
|
36 |
|
- |
|
- |
|
- |
BAESA – Energética Barra Grande S.A. |
- |
|
66 |
|
- |
|
- |
|
1,465 |
|
1,367 |
|
- |
|
- |
Foz do Chapecó Energia S.A. |
- |
|
- |
|
- |
|
- |
|
1,491 |
|
1,499 |
|
- |
|
- |
ENERCAN - Campos Novos Energia S.A. |
- |
|
- |
|
- |
|
- |
|
1,465 |
|
1,367 |
|
- |
|
- |
EPASA - Centrais Elétricas da Paraíba S.A. |
393 |
|
- |
|
- |
|
- |
|
715 |
|
5,185 |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intercompany loans |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EPASA - Centrais Elétricas da Paraíba S.A. |
94,385 |
|
86,655 |
|
- |
|
- |
|
10,629 |
|
5,585 |
|
- |
|
- |
Noncontrolling shareholder - CPFL Renováveis |
6,281 |
|
6,862 |
|
- |
|
- |
|
864 |
|
1,041 |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend and interest on shareholders´ equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BAESA – Energética Barra Grande S.A. |
96 |
|
48 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
Chapecoense Geração S.A. |
12,128 |
|
21,744 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
ENERCAN - Campos Novos Energia S.A. |
24,816 |
|
16,054 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
EPASA - Centrais Elétricas da Paraiba |
14,891 |
|
14,891 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(*) Related part until 2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
117
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 33 ) INSURANCE
The subsidiaries maintain insurance policies with coverage based on specialized advice and takes into account the nature and degree of risk. The amounts are considered sufficient to cover any significant losses on assets and/or responsibilities. The principal insurance policies in the financial statements are:
|
|
|
Consolidated |
|
|
Description |
Type of cover |
|
2014 |
|
2013 |
Non current assets |
Fire, lightning, explosion, machinery breakdown, electrical damage and engeneering risk |
6,810,183 |
|
6,241,881 | |
Transport |
National transport |
|
299,487 |
|
634,171 |
Stored Materials |
Fire, lightning, explosion and robbery |
|
170,300 |
|
262,883 |
Automobiles |
Comprehensive cover |
|
4,962 |
|
5,327 |
Civil Liability |
Electric energy distributors |
|
168,000 |
|
166,000 |
Personnel |
Group life and personal accidents |
|
193,020 |
|
163,597 |
Other |
Operational risks and other |
|
279,897 |
|
311,755 |
Total |
|
|
7,925,850 |
|
7,785,615 |
Information not examined by the independent auditors. |
|
|
|
|
( 34 ) RISK MANAGEMENT
The business of the Company and its subsidiaries mainly comprises the generation, commercialization and distribution of electric energy. As public utilities concessionaires, the operations and/or tariffs of its principal subsidiaries are regulated by ANEEL.
The Board of Directors is responsible for directing the way the business is run, which includes 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 Company’s Corporate Risk Management model in respect of strategy (policy, direction and risk maps), processes (planning, measurement, monitoring and reporting), systems and governance.
The risk management policies are established to identify, analyze and treat 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 Company's activities, with a view to developing an environment of disciplined and constructive control.
In its supervisory role, the Company’s Board of Directors 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 to incur in losses and cash constraints due to fluctuations in currency exchange rates, increasing the balances of liabilities denominated in foreign currency. 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 35. The Company’s subsidiaries’ operations are also exposed to exchange variations on the purchase of electric energy from Itaipu. The compensation mechanism - CVA protects the companies against possible losses.
118
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Interest rate risk: this risk derives from the possibility of the Company and its subsidiaries to incur in 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 35.
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 subsidiaries is primarily generated by hydropower plants. A prolonged period of low rainfall could result in a reduction in the volume of water in the power plants’ reservoirs, compromising the recovery of water levels and resulting in losses due to the increased cost of energy purchased or a reduction in revenue due to the introduction of comprehensive electric energy saving programs or other rationing programs, as in 2001. The hydrological situation in the Southeast, Mid-West and Northeast regions, are unfavorable on the beginning of 2015. Consequently, the current energy scenario for the Interconnected System requires attention and monitoring, especially during the wet season of these regions, which ends in April.
Risk of acceleration of debts: the Company has loans and financing agreements and debentures with restrictive clauses (covenants) normally applicable to these kinds of arrangement, involving compliance with economic and financial ratios. These covenants are monitored and do not restrict the capacity to operate normally, if met at the contractual intervals or if prior agreement is obtained from the creditors for failure to meet.
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 accordance 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 final 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.
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.
119
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 35 ) FINANCIAL INSTRUMENTS
The main financial
instruments, classified in accordance with the group’s accounting practices,
are:
|
|
|
|
|
|
|
|
|
Consolidated | ||||||
|
|
|
|
|
|
|
|
|
December 31, 2014 |
|
December 31, 2013 | ||||
|
Note |
|
Category |
|
Measurement |
|
Level (*) |
|
Accounting |
|
Fair value |
|
Accounting |
Fair value | |
Asset |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalent |
5 |
|
(a) |
|
(2) |
|
Level 1 |
|
2,593,650 |
|
2,593,650 |
|
2,105,618 |
|
2,105,618 |
Cash and cash equivalent |
5 |
|
(a) |
|
(2) |
|
Level 2 |
|
1,763,805 |
|
1,763,805 |
|
2,100,804 |
|
2,100,804 |
Financial investments |
|
|
(a) |
|
(2) |
|
Level 1 |
|
5,324 |
|
5,324 |
|
24,806 |
|
24,806 |
Derivatives |
35 |
|
(a) |
|
(2) |
|
Level 2 |
|
608,176 |
|
608,176 |
|
318,490 |
|
318,490 |
Financial asset of concession - distribution |
11 |
|
(b) |
|
(2) |
|
Level 3 |
|
3,296,837 |
|
3,296,837 |
|
2,771,593 |
|
2,771,593 |
|
|
|
|
|
|
|
|
|
8,267,792 |
|
8,267,792 |
|
7,321,312 |
|
7,321,312 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liability |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and financing - principal and interest |
17 |
|
(c) |
|
(1) |
|
Level 2 |
|
7,240,164 |
|
6,266,957 |
|
7,221,542 |
|
6,416,990 |
Loans and financing - principal and interest |
17 (**) |
|
(a) |
|
(2) |
|
Level 2 |
|
3,438,212 |
|
3,438,212 |
|
2,008,454 |
|
2,008,454 |
Debentures - principal and interest |
18 |
|
(c) |
|
(1) |
|
Level 2 |
|
8,471,583 |
|
7,997,074 |
|
7,791,402 |
|
7,859,140 |
Derivatives |
35 |
|
(a) |
|
(2) |
|
Level 2 |
|
13,354 |
|
13,354 |
|
2,950 |
|
2,950 |
|
|
|
|
|
|
|
|
|
19,163,313 |
|
17,715,598 |
|
17,024,348 |
|
16,287,534 |
(*) Refers to the hierarchy for determination of fair value | |||||||||||||||
(**) As a result of the initial designation of this financial liability, the financial statements showed a gain of R$ 100,193 in 2014 (gain of R$ 51,238 in 2013) | |||||||||||||||
Category: |
|
|
Measurement: |
|
|
|
|
|
|
|
|
|
|
|
|
(a) - Measured at fair value through profit or loss |
|
|
(1) - Measured at amortized cost |
|
|
|
|
|
|
|
|
|
| ||
(b) - Available for sale |
|
|
(2) - Mensured at fair value |
|
|
|
|
|
|
|
|
|
| ||
(c) - Other finance liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The financial instruments for which the recorded amounts approximate to their fair values at the date of these financial statements, due to the nature of these financial instruments, are:
· Financial assets: (i) consumers, concessionaires and licensees, (ii) leases, (iii) receivable from associates, subsidiaries and parent company, (iv) receivables from resources provided by CDE/CCEE, (v) financial asset of concession - transmission, (vi) pledges, funds and tied deposits, (vii) services rendered to third parties, (viii) Collection agreements, (ix) sector financial asset.
· Financial liabilities: (i) suppliers, (ii) regulatory charges, (iii) public utility, (iv) consumers and concessionaires, (v) Nacional scientific and technological development fund - FNDCT, (vi) energy research company - EPE, (vii) collection agreement, (viii) reversal fund, (ix) Business combination payable, (x) tariff discount CDE. (xi) sector financial liability.
As mentioned in note 4, the fair value of a security relates 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 (R1) and IFRS 7 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 (R1) and IFRS 7 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);
· Level 3: inputs for the instruments that are not based on observable market data.
Since the distribution subsidiaries have classified their financial asset of concession 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 and the respective gains (losses) in net income was of R$ 104,642, and the main assumptions used are described on note 11.
The Company recognizes in “Investments at cost” in the financial statements the 5.94% interest held by the indirect subsidiary Paulista Lajeado Energia S.A. in the total capital of Investco S.A. (“Investco”), in the form of 28,154,140 common shares and 18,593,070 preferred shares. Investco’s shares are not quoted on the stock exchange and the main objective of it operations is to generate electric energy for commercialization by the shareholders who hold the concession, the Company opted to recognize the investment at cost.
120
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The Company and its subsidiaries have the policy of using derivatives to reduce their risks of variations in exchange and interest rates, without any speculative purposes. The Company and its subsidiaries have exchange rate derivatives compatible with the exchange rate risks net exposure, including all the assets and liabilities tied to exchange rates.
The derivative instruments entered into 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 majority of the derivatives entered into by the subsidiaries have their terms fully aligned with the debts protected (note 17 and 18), and in order to obtain more relevant and consistent accounting information through the recognition of income and expenses, these debts were designated at fair value, for accounting purposes. Other debts with different terms from their respective derivatives contracted as a hedge continue to be recorded at amortized cost. Furthermore, the Company and its subsidiaries do not adopt hedge accounting for derivative operations.
121
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
At December 31, 2014, the Company and its subsidiaries had the following swap operations:
|
|
Market values (accouting balance) |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Company / strategy / counterparts |
|
Assets |
|
Liabilities |
|
Fair |
|
Values at |
Gain (loss) |
Currecy / index |
|
Maturity range |
|
Notional |
|
Negotiation | ||
Derivatives for protection of debts designated at fair value | ||||||||||||||||||
Exchange rate hedge |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Paulista |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bank of America Merrill Lynch |
|
110,899 |
|
- |
|
110,899 |
|
105,758 |
|
5,142 |
|
dollar |
|
July 2016 |
|
156,700 |
|
over the counter |
Citibank |
|
45,660 |
|
- |
|
45,660 |
|
45,302 |
|
358 |
|
dollar |
|
September 2016 |
|
85,750 |
|
over the counter |
Morgan Stanley |
|
45,844 |
|
- |
|
45,844 |
|
45,561 |
|
282 |
|
dollar |
|
September 2016 |
|
85,475 |
|
over the counter |
Scotiabank |
|
13,593 |
|
- |
|
13,593 |
|
13,317 |
|
276 |
|
dollar |
|
July 2016 |
|
49,000 |
|
over the counter |
Bank of America Merrill Lynch |
|
49,192 |
|
- |
|
49,192 |
|
51,537 |
|
(2,344) |
|
dollar |
|
July 2016 |
|
340,380 |
|
over the counter |
Citibank |
|
12,628 |
|
- |
|
12,628 |
|
14,786 |
|
(2,158) |
|
dollar |
|
March 2019 |
|
117,250 |
|
over the counter |
Bank of Tokyo-Mitsubishi |
|
11,489 |
|
- |
|
11,489 |
|
14,795 |
|
(3,306) |
|
dollar |
|
March 2019 |
|
117,400 |
|
over the counter |
Bank of America Merrill Lynch |
|
13,108 |
|
- |
|
13,108 |
|
13,396 |
|
(287) |
|
dollar |
|
September 2018 |
|
106,020 |
|
over the counter |
Bank of America Merrill Lynch |
|
15,636 |
|
- |
|
15,636 |
|
16,117 |
|
(481) |
|
dollar |
|
March 2019 |
|
116,600 |
|
over the counter |
J.P.Morgan |
|
7,816 |
|
- |
|
7,816 |
|
8,058 |
|
(242) |
|
dollar |
|
March 2019 |
|
58,300 |
|
over the counter |
J.P.Morgan |
|
73 |
|
- |
|
73 |
|
1,353 |
|
(1,280) |
|
dollar |
|
December 2017 |
|
51,470 |
|
over the counter |
J.P.Morgan |
|
- |
|
(1,482) |
|
(1,482) |
|
(140) |
|
(1,343) |
|
dollar |
|
December 2017 |
|
53,100 |
|
over the counter |
|
|
325,939 |
|
(1,482) |
|
324,457 |
|
329,840 |
|
(5,383) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Piratininga |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Citibank |
|
6,439 |
|
- |
|
6,439 |
|
8,246 |
|
(1,807) |
|
dollar |
|
January 2017 |
|
151,875 |
|
over the counter |
Citibank |
|
8,103 |
|
- |
|
8,103 |
|
8,081 |
|
22 |
|
dollar |
|
August 2016 |
|
12,840 |
|
over the counter |
Scotiabank |
|
17,753 |
|
- |
|
17,753 |
|
17,394 |
|
360 |
|
dollar |
|
July 2016 |
|
64,000 |
|
over the counter |
Santander |
|
13,771 |
|
- |
|
13,771 |
|
14,783 |
|
(1,012) |
|
dollar |
|
July 2016 |
|
100,000 |
|
over the counter |
Citibank |
|
12,628 |
|
- |
|
12,628 |
|
14,786 |
|
(2,158) |
|
dollar |
|
March 2019 |
|
117,250 |
|
over the counter |
HSBC |
|
9,607 |
|
- |
|
9,607 |
|
10,180 |
|
(573) |
|
dollar |
|
April 2018 |
|
55,138 |
|
over the counter |
J.P.Morgan |
|
9,646 |
|
- |
|
9,646 |
|
10,182 |
|
(536) |
|
dollar |
|
April 2018 |
|
55,138 |
|
over the counter |
|
|
77,947 |
|
- |
|
77,947 |
|
83,651 |
|
(5,703) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Santa Cruz |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
J.P.Morgan |
|
4,869 |
|
- |
|
4,869 |
|
4,805 |
|
64 |
|
dolar |
|
July 2015 |
|
20,000 |
|
over the counter |
Santander |
|
3,341 |
|
- |
|
3,341 |
|
3,553 |
|
(212) |
|
dolar |
|
June 2016 |
|
20,000 |
|
over the counter |
|
|
8,210 |
|
- |
|
8,210 |
|
8,358 |
|
(148) |
|
|
|
|
|
|
|
|
CPFL Leste Paulista |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Scotiabank |
|
6,622 |
|
- |
|
6,622 |
|
6,546 |
|
76 |
|
dollar |
|
July 2015 |
|
25,000 |
|
over the counter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Sul Paulista |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
J.P.Morgan |
|
2,556 |
|
- |
|
2,556 |
|
2,522 |
|
34 |
|
dollar |
|
July 2015 |
|
10,500 |
|
over the counter |
Scotiabank |
|
2,781 |
|
- |
|
2,781 |
|
2,749 |
|
32 |
|
dollar |
|
July 2015 |
|
10,500 |
|
over the counter |
Santander |
|
3,675 |
|
- |
|
3,675 |
|
3,908 |
|
(233) |
|
dollar |
|
June 2016 |
|
22,000 |
|
over the counter |
|
|
9,013 |
|
- |
|
9,013 |
|
9,180 |
|
(168) |
|
|
|
|
|
|
|
|
CPFL Jaguari |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Scotiabank |
|
3,443 |
|
- |
|
3,443 |
|
3,404 |
|
39 |
|
dollar |
|
July 2015 |
|
13,000 |
|
over the counter |
Santander |
|
5,179 |
|
- |
|
5,179 |
|
5,507 |
|
(328) |
|
dollar |
|
June 2016 |
|
31,000 |
|
over the counter |
|
|
8,622 |
|
- |
|
8,622 |
|
8,911 |
|
(289) |
|
|
|
|
|
|
|
|
CPFL Mococa |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Scotiabank |
|
2,914 |
|
- |
|
2,914 |
|
2,880 |
|
33 |
|
dollar |
|
July 2015 |
|
11,000 |
|
over the counter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Geração |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
HSBC |
|
29,470 |
|
- |
|
29,470 |
|
32,333 |
|
(2,863) |
|
dollar |
|
March 2017 |
|
232,520 |
|
over the counter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RGE |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Citibank |
|
53,250 |
|
- |
|
53,250 |
|
55,096 |
|
(1,846) |
|
dollar |
|
April 2017 |
|
128,590 |
|
over the counter |
J.P.Morgan |
|
26,764 |
|
- |
|
26,764 |
|
26,815 |
|
(50) |
|
dollar |
|
July 2016 |
|
94,410 |
|
over the counter |
Bank of Tokyo-Mitsubishi |
|
9,361 |
|
- |
|
9,361 |
|
10,850 |
|
(1,489) |
|
dollar |
|
April 2018 |
|
36,270 |
|
over the counter |
Bank of Tokyo-Mitsubishi |
|
41,575 |
|
- |
|
41,575 |
|
47,723 |
|
(6,148) |
|
dollar |
|
May 2018 |
|
168,346 |
|
over the counter |
Citibank |
|
5,358 |
|
- |
|
5,358 |
|
6,182 |
|
(824) |
|
dollar |
|
May 2019 |
|
33,285 |
|
over the counter |
HSBC |
|
2,394 |
|
- |
|
2,394 |
|
2,801 |
|
(407) |
|
dollar |
|
October 2017 |
|
32,715 |
|
over the counter |
|
|
138,702 |
|
- |
|
138,702 |
|
149,466 |
|
(10,765) |
|
|
|
|
|
|
|
|
CPFL Serviços |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
J.P.Morgan |
|
664 |
|
- |
|
664 |
|
830 |
|
(167) |
|
dollar |
|
October 2016 |
|
9,000 |
|
over the counter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Telecom |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Itaú |
|
74 |
|
- |
|
74 |
|
81 |
|
(7) |
|
dollar |
|
November 2015 |
|
9,000 |
|
over the counter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal |
|
608,176 |
|
(1,482) |
|
606,693 |
|
632,076 |
|
(25,382) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivatives for protection of debts not designated at fair value | ||||||||||||||||||
Exchange rate hedge |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Geração |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Votorantim |
|
- |
|
(1,040) |
|
(1,040) |
|
(196) |
|
(844) |
|
dollar |
|
from January 2015 to December 2016 |
57,424 |
|
over the counter | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange price index |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Geração |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Santander |
|
- |
|
(535) |
|
(535) |
|
(64) |
|
(472) |
|
IPCA |
|
April 2019 |
|
35,235 |
|
over the counter |
J.P.Morgan |
|
- |
|
(535) |
|
(535) |
|
(64) |
|
(472) |
|
IPCA |
|
April 2019 |
|
35,235 |
|
over the counter |
|
|
- |
|
(1,071) |
|
(1,071) |
|
(128) |
|
(943) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hedge interest rate variation (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Paulista |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bank of America Merrill Lynch |
|
- |
|
(2,751) |
|
(2,751) |
|
(73) |
|
(2,678) |
|
CDI |
|
July 2019 |
|
660,000 |
|
over the counter |
J.P.Morgan |
|
- |
|
(1,328) |
|
(1,328) |
|
(19) |
|
(1,309) |
|
CDI |
|
February 2021 |
|
300,000 |
|
over the counter |
Votorantin |
|
- |
|
(415) |
|
(415) |
|
(4) |
|
(412) |
|
CDI |
|
February 2021 |
|
100,000 |
|
over the counter |
Santander |
|
- |
|
(431) |
|
(431) |
|
(3) |
|
(428) |
|
CDI |
|
February 2021 |
|
105,000 |
|
over the counter |
|
|
- |
|
(4,925) |
|
(4,925) |
|
(98) |
|
(4,827) |
|
|
|
|
|
|
|
|
CPFL Piratininga |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
J.P.Morgan |
|
- |
|
(458) |
|
(458) |
|
(12) |
|
(446) |
|
CDI |
|
July 2019 |
|
110,000 |
|
over the counter |
Votorantim |
|
- |
|
(492) |
|
(492) |
|
2 |
|
(494) |
|
CDI |
|
February 2021 |
|
135,000 |
|
over the counter |
Santander |
|
- |
|
(351) |
|
(351) |
|
3 |
|
(354) |
|
CDI |
|
February 2021 |
|
100,000 |
|
over the counter |
|
|
- |
|
(1,301) |
|
(1,301) |
|
(7) |
|
(1,294) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RGE |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
HSBC |
|
- |
|
(2,084) |
|
(2,084) |
|
(55) |
|
(2,029) |
|
CDI |
|
July 2019 |
|
500,000 |
|
over the counter |
Votorantim |
|
- |
|
(784) |
|
(784) |
|
(14) |
|
(770) |
|
CDI |
|
February 2021 |
|
170,000 |
|
over the counter |
|
|
- |
|
(2,868) |
|
(2,868) |
|
(69) |
|
(2,799) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CPFL Geração |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Votorantim |
|
- |
|
(666) |
|
(666) |
|
79 |
|
(745) |
|
CDI |
|
August 2020 |
|
460,000 |
|
over the counter |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal |
|
- |
|
(11,872) |
|
(11,872) |
|
(419) |
|
(11,453) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
608,176 |
|
(13,354) |
|
594,821 |
|
631,656 |
|
(36,835) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
23,260 |
|
(38) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncurrent |
|
584,917 |
|
(13,317) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For further details of terms and information about debts and debentures, see notes 17 and 18 | ||||||||||||||||||
(¹) The interest rate hedge swaps have half-yearly validity, so the notional value reduces in accordance with amortization of the debt. | ||||||||||||||||||
122
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
As mentioned above, certain subsidiaries opted to mark to market debts for which they have fully tied derivative instruments (note 17).
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 debts. For the years 2014 and 2013, the derivatives resulted in the following impacts on the result:
|
|
|
|
Gain (loss) |
|
|
Company |
|
Hedged risk / transaction |
|
2014 |
|
2013 |
CPFL Energia |
|
Interest rate variation |
|
- |
|
323 |
CPFL Energia |
|
Mark to market |
|
- |
|
(469) |
CPFL Paulista |
|
Interest rate variation |
|
1 |
|
933 |
CPFL Paulista |
|
Exchange variation |
|
96,017 |
|
150,500 |
CPFL Paulista |
|
Mark to market |
|
(21,297) |
|
(38,759) |
CPFL Piratininga |
|
Interest rate variation |
|
51 |
|
303 |
CPFL Piratininga |
|
Exchange variation |
|
35,808 |
|
61,673 |
CPFL Piratininga |
|
Mark to market |
|
(6,124) |
|
(20,454) |
RGE |
|
Interest rate variation |
|
(28) |
|
798 |
RGE |
|
Exchange variation |
|
37,585 |
|
43,058 |
RGE |
|
Mark to market |
|
(7,170) |
|
(11,380) |
CPFL Geração |
|
Interest rate variation |
|
303 |
|
273 |
CPFL Geração |
|
Exchange variation |
|
21,650 |
|
18,428 |
CPFL Geração |
|
Mark to market |
|
(6,221) |
|
(4,344) |
CPFL Santa Cruz |
|
Exchange variation |
|
2,604 |
|
1,962 |
CPFL Santa Cruz |
|
Mark to market |
|
(115) |
|
(486) |
CPFL Leste Paulista |
|
Exchange variation |
|
1,453 |
|
3,435 |
CPFL Leste Paulista |
|
Mark to market |
|
(117) |
|
(462) |
CPFL Sul Paulista |
|
Exchange variation |
|
2,333 |
|
3,140 |
CPFL Sul Paulista |
|
Mark to market |
|
(163) |
|
(658) |
CPFL Jaguari |
|
Exchange variation |
|
2,146 |
|
2,398 |
CPFL Jaguari |
|
Mark to market |
|
(160) |
|
(595) |
CPFL Mococa |
|
Exchange variation |
|
427 |
|
1,966 |
CPFL Mococa |
|
Mark to market |
|
(70) |
|
(301) |
CPFL Serviços |
|
Exchange variation |
|
830 |
|
- |
CPFL Serviços |
|
Mark to market |
|
(167) |
|
- |
CPFL Telecom |
|
Exchange variation |
|
81 |
|
- |
CPFL Telecom |
|
Mark to market |
|
(6) |
|
- |
|
|
|
|
159,653 |
|
211,282 |
|
|
|
|
|
|
|
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:
If the risk exposure is considered active, the risk to be taken into account is a reduction in the pegged indexes, resulting in a negative impact on the income of the Company and its subsidiaries. Similarly, if the risk exposure is considered passive, the risk is of an increase in the pegged indexes and the consequent negative effect on income. The Company and its subsidiaries therefore quantify the risks in terms of the net exposure of the variables (dollar, CDI, IGP-M, IPCA and TJLP), as shown below:
123
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Considering the level of net exchange rate exposure at December 31, 2014 is maintained, the simulation of the effects by type of financial instrument for three different scenarios would be:
|
|
Consolidated | ||||||||
Instruments |
|
Exposure R$ thousand (1) |
Risk |
|
Exchange depreciation |
Exchange apreciation of |
Exchange apreciation
of | |||
Financial liability instruments |
|
(3,498,455) |
|
|
|
(367,336) |
|
599,111 |
|
1,565,559 |
Derivatives - plain vanilla swap |
|
3,570,114 |
|
|
|
374,861 |
|
(611,383) |
|
(1,597,627) |
|
|
71,659 |
|
drop in the dollar |
|
7,524 |
|
(12,272) |
|
(32,067) |
|
|
|
|
|
|
|
|
|
|
|
Total decrease (increase) |
|
71,659 |
|
|
|
7,524 |
|
(12,272) |
|
(32,067) |
(1) Exchange rate at December 31, 2014: R$ 2.66 |
|
|
|
|
|
|
|
|
|
|
(*) In accordance with exchange graphs contained in information provided by the BM&F. Exchange rate used: R$2,94 |
|
|
|
| ||||||
(**) In compliance with CVM Instruction 475/08, the percentage of exchange depreciation are related to the information provided by the BM&F. |
|
| ||||||||
As the net exposure is an asset, the risk is of a drop in the dollar and the exchange rate is therefore appreciated by 25% and 50% in relation to the probable dollar. |
|
| ||||||||
Assuming (i) the scenario of net exposure of the financial instruments indexed to variable interest rates at December 31, 2014 is maintained, and (ii) the respective accumulated annual indexes for 2014 remain stable (CDI 10.81% p.a; IGP-M 3.79% p.a.; TJLP 5.0% p.a.; IPCA 6.41% p.a.), the effects on 2014 financial statements would be a net financial expense of R$ R$ 1,098,178 (CDI R$ 873,130, IGP-M R$ 2,738 e TJLP R$ 222,015 and IPCA R$ 295). In the event of fluctuations in the indexes in accordance with the three scenarios described below, the effect on the net financial expense would as follows:
|
|
Consolidated | ||||||||
Instruments |
|
Exposure R$ thousand |
Risk |
|
Scenario I* |
|
Raising index by 25%** |
|
Raising index by 50%** | |
Financial asset instruments |
|
4,661,995 |
|
|
|
100,233 |
|
251,282 |
|
402,330 |
Financial liability instruments |
|
(9,693,073) |
|
|
|
(208,401) |
|
(522,457) |
|
(836,512) |
Derivatives - Plain Vanilla Swap |
|
(3,045,980) |
|
|
|
(65,489) |
|
(164,178) |
|
(262,868) |
|
|
(8,077,058) |
|
CDI apprec. |
|
(173,657) |
|
(435,353) |
|
(697,050) |
|
|
|
|
|
|
|
|
|
|
|
Financial liability instruments |
|
(74,197) |
|
IGP-M apprec. |
|
(1,684) |
|
(2,790) |
|
(3,895) |
|
|
|
|
|
|
|
|
|
|
|
Financial liability instruments |
|
(4,440,303) |
|
TJLP apprec. |
|
(22,202) |
|
(83,256) |
|
(144,310) |
|
|
|
|
|
|
|
|
|
|
|
Financial liability instruments |
|
(75,293) |
|
|
|
(866) |
|
(2,289) |
|
(3,712) |
Derivatives - plain vanilla swap |
|
70,688 |
|
|
|
813 |
|
2,149 |
|
3,485 |
|
|
(4,605) |
|
IPCA apprec. |
|
(53) |
|
(140) |
|
(227) |
|
|
|
|
|
|
|
|
|
|
|
Total decrease (increase) |
|
(12,596,162) |
|
|
|
(197,595) |
|
(521,539) |
|
(845,482) |
(*) The CDI, IGP-M, TJLP and IPCA indexes considered of 12.96%, 5.96%, 5,5% and 7.56%, respectively, were obtained from information available in the market. | ||||||||||
(**) In compliance with CVM Instruction 475/08, the percentage of raising index were applied to Scenario I indexes. |
|
|
The Company manages liquidity risk by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of its financial liabilities. The table below sets out details of the contractual maturities of the financial liabilities as at December 31, 2014, taking into account principal and interest, and is based on the undiscounted cash flow, considering the earliest date on which the Company and its subsidiaries have to settle their respective obligations.
|
|
|
|
Consolidated | ||||||||||||||
2014 |
|
Note |
|
Weighted average interest rates |
less than 1 month |
|
1-3 months |
|
3 months to 1 year |
1-3 years |
|
4-5 years |
|
more than 5 years |
Total | |||
Suppliers |
|
16 |
|
|
|
2,324,995 |
|
48,256 |
|
896 |
|
633 |
|
- |
|
- |
|
2,374,779 |
Loans and financing - principal and interest |
|
17 |
|
9.68% |
|
213,831 |
|
248,497 |
|
1,508,835 |
|
5,205,573 |
|
4,227,887 |
|
3,070,115 |
|
14,474,738 |
Derivatives |
|
35 |
|
|
|
3 |
|
3 |
|
31 |
|
2,485 |
|
6,364 |
|
4,467 |
|
13,354 |
Debentures - principal and interest |
|
18 |
|
12.49% |
|
74,417 |
|
135,191 |
|
2,764,083 |
|
2,800,423 |
|
4,402,183 |
|
1,600,049 |
|
11,776,346 |
Regulatory charges |
|
20 |
|
|
|
42,266 |
|
1,529 |
|
- |
|
- |
|
- |
|
- |
|
43,795 |
Public utility |
|
23 |
|
15.56% |
|
333 |
|
666 |
|
3,001 |
|
7,988 |
|
7,992 |
|
65,012 |
|
84,992 |
Other |
|
24 |
|
|
|
16,295 |
|
127,507 |
|
70,419 |
|
16,152 |
|
- |
|
17,750 |
|
248,123 |
Consumers and concessionaires |
|
|
|
|
|
15,062 |
|
34,648 |
|
- |
|
- |
|
- |
|
- |
|
49,710 |
National scientific and technological development fund - FNDCT |
|
822 |
|
647 |
|
- |
|
- |
|
- |
|
- |
|
1,469 | ||||
Energy research company - EPE |
|
|
|
|
|
410 |
|
323 |
|
- |
|
- |
|
- |
|
- |
|
734 |
Collections agreement |
|
|
|
|
|
- |
|
91,889 |
|
- |
|
- |
|
- |
|
- |
|
91,889 |
Fund for reversal |
|
|
|
|
|
- |
|
- |
|
- |
|
- |
|
- |
|
17,750 |
|
17,750 |
Bussines combination |
|
|
|
|
|
- |
|
- |
|
70,419 |
|
16,152 |
|
- |
|
- |
|
86,571 |
Total |
|
|
|
|
|
2,672,140 |
|
561,649 |
|
4,347,265 |
|
8,033,254 |
|
8,644,427 |
|
4,757,394 |
|
29,016,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
124
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
( 36 ) COMMITMENTS
The Company’s commitments in
relation to long-term energy purchase agreements and plant construction projects
are as of December 31, 2014, as follows:
Commitments at December 31, 2014 |
|
Duration |
|
less than 1 year |
|
1-3 years |
|
4-5 years |
|
more than 5 years |
Total | |
Energy purchase and system charge contracts (except Itaipu) |
Up to 35 years |
|
8,874,761 |
|
16,997,483 |
|
17,317,122 |
|
59,696,884 |
|
102,886,250 | |
Itaipu |
|
Up to 30 years |
|
1,687,268 |
|
3,544,257 |
|
3,526,339 |
|
16,558,434 |
|
25,316,299 |
Power plant constrution projets (a) |
|
Up to 12 years |
|
172,977 |
|
876,431 |
|
146 |
|
- |
|
1,049,554 |
Suppliers of materials and service |
|
Up to 19 years |
|
1,262,405 |
|
806,401 |
|
68,558 |
|
169,359 |
|
2,306,723 |
Total |
|
|
|
11,997,412 |
|
22,224,572 |
|
20,912,165 |
|
76,424,677 |
|
131,558,826 |
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) The power plant construction projects include commitments made basically to construction related to the subsidiaries in the renewable energy segment.
( 37 ) NON CASH TRANSACTION
|
|
Parent Company |
|
Consolidated | ||||
|
|
December |
|
December |
|
December |
|
December |
Transactions resulting from business combinations |
|
|
|
|
|
|
|
|
Loans, financing and debentures |
|
- |
|
- |
|
(1,009,877) |
|
- |
Property, plant and eqiupment acquired through business combination |
|
- |
|
- |
|
1,345,577 |
|
- |
Intangible asset acquired in business combination, net of tax effects |
|
- |
|
- |
|
852,201 |
|
- |
Deferred taxes on business combination |
|
|
|
|
|
(289,748) |
|
- |
Other net assets acquired through business combination |
|
- |
|
- |
|
6,440 |
|
- |
|
|
- |
|
- |
|
904,593 |
|
- |
Consideration paid with acquired cash |
|
- |
|
- |
|
(70,930) |
|
- |
Transferred consideration by stock issue |
|
- |
|
- |
|
(833,663) |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other transactions |
|
|
|
|
|
|
|
|
Capital increase in investees with advance for future capital increase |
|
59,397 |
|
- |
|
- |
|
- |
Advance for future capital increase in subsidiary |
|
28,005 |
|
- |
|
- |
|
- |
Provision (reversal) for socio-environmental costs capitalized in property, plant and equipment |
|
- |
|
- |
|
9,193 |
|
(17,747) |
Interest capitalized in property, plant and equipment |
|
- |
|
- |
|
4,225 |
|
48,328 |
Interest capitalized in intangible of the concession - distribution infraestruture |
|
- |
|
- |
|
8,044 |
|
8,845 |
Transfer from financial concession asset and intangible to property, plant and equipment as result of spin-off generation activity on the distribuition |
- |
|
- |
|
5,828 |
|
- | |
Transfer between property, plant and equipament and other assets |
|
- |
|
- |
|
16,430 |
|
18,896 |
Realization of noncontrolling's capital reserve against to receivables |
|
- |
|
- |
|
2,189 |
|
- |
( 38 ) RELEVANT FACT AND SUBSEQUENT EVENT
38.1 Annual Tariff Adjustment – CPFL Santa Cruz, CPFL Leste Paulista, CPFL Sul Paulista, CPFL Jaguari and CPFL Mococa
On February 3, 2015, ANEEL published the Resolutions fixing the tariff adjustments of the subsidiaries of CPFL Santa Cruz, CPFL Leste Paulista, CPFL Sul Paulista, CPFL Jaguari and CPFL Mococa as from that date. The details of the adjustments are shown below:
Distributors |
|
Resolution n° |
|
Annual Tariff |
Effect | |
CPFL Santa Cruz |
|
1,850 |
|
34.68% |
|
27.96% |
CPFL Leste Paulista |
|
1,852 |
|
20.80% |
|
24.89% |
CPFL Jaguari |
|
1,853 |
|
38.46% |
|
45.70% |
CPFL Sul Paulista |
|
1,851 |
|
24.88% |
|
28.38% |
CPFL Mococa |
|
1,849 |
|
23.34% |
|
29.28% |
(*) Information unaudited
125
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
38.2 Loans and financing
CPFL Energia
A meeting of the Board of Directors held on January 29, 2015 approved fundraising, in the Company, amounting to R$ 1,000,000, the funds will be used to extend the debt maturity.
The amount of R$ 500,000 had been released by the date these financial statements were approved for one year maturity.
On February 24, 2015, the Company prepaid the 4th debenture issue, the total balance in December 31, 2014 was R$ 1,304,406, with interests
CPFL Paulista, CPFL Piratininga e RGE
Investments
A meeting of the Board of Directors in December 2014 approved contracting financing from the BNDES and Banco Safra for: (i) the amount of R$ 427,716 for the subsidiary CPFL Paulista,; (ii) the amount of R$ 194,862 for the subsidiary CPFL Piratininga; and (iii) the amount of R$ 266,790 for the subsidiary RGE. These are part of a FINEM’s credit line to be used in the subsidiaries' investment plans. No amount has been released yet in relation to this credit line.
Financial institutions:
Between January 1 and the date on which these financial statements were approved, the following amounts were released in relation to the Law 4131 debt: (i) R$ 1,199,974 to the subsidiary CPFL Paulista, (ii) R$ 345,551 to the subsidiary CPFL Piratininga; (iii) R$ 271,949 to the subsidiary RGE, with final maturities to 2020. The funds raised will be used to extend the indebtedness and reinforce the working capital of the subsidiaries.
CPFL Renováveis
In January 2015, the subsidiary Mata Velha Energética S.A. issued its 1st promissory notes, amounting to R$ 50,000 maturing in July 2015. The objective is to reinforce working capital.
38.3 CPFL Transmissora Morro Agudo S.A.
The incorporation of CPFL Transmissora Morro Agudo S.A., a subsidiary of CPFL Geração, was approved in January 2015, with the objective of operating and exploiting electric energy transmission concessions, including construction, implementation, operation and maintenance of transmission facilities of the basic network of the Interlinked National System.
38.4 EPASA – change in the share interest
After the capital increase on January 31, 2014, described in Note 13.9, certain shareholders of the joint venture EPASA had their interest diluted. As per the actual Shareholders Agreement, these shareholders were entitled to repurchase shares in order to reconstitute their interests, and accordingly, on March 1, 2015, Eletricidade do Brasil S/A and OZ&M Incoporação e Participação Ltda. partially exercised this right until February 25, 2015, and bought 10,704,756 common shares from CPFL Geração, amounting R$ 10,455.
126
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Since this corporate transaction, the breakdown of the shares of the joint venture EPASA is as follows:
|
|
At December 31, 2014 |
|
At February 25, 2015 | ||||
Shareholder |
|
Shares |
|
Interest - % |
|
Shares |
|
Interest - % |
CPFL Geração de Energia S/A |
|
161,646,415 |
|
57.13 |
|
150,941,659 |
|
53.34 |
Eletricidade do Brasil S/A |
|
107,903,763 |
|
38.13 |
|
118,100,009 |
|
41.74 |
Aruanã Energia S/A |
|
6,960,800 |
|
2.46 |
|
6,960,800 |
|
2.46 |
OZ&M Incorporação, Participação Ltda |
|
6,450,767 |
|
2.28 |
|
6,959,277 |
|
2.46 |
Total |
|
282,961,745 |
|
100.00 |
|
282,961,745 |
|
100.00 |
|
|
|
|
|
|
|
|
|
38.5 Tariff flags
The Tariff Flag system was created by REN nº 547/13, and came into effect on January 1, 2015. This mechanism may reflect the actual cost of the electric energy generation conditions in Brazil, particularly in relation to thermal generation, ESS related to energy security, hydrological risk and involuntary exposure of the electric energy distributors. The green flag indicates favorable conditions and the tariff is not increased. The yellow flag indicates less favorable conditions and the red flag is used in more costly conditions, with increases of R$ 1.50 and R$ 3.00, respectively, (pre-taxes on sales) for every 100 kWh consumed. These amounts were increased on March 2, 2015 by REH nº 1.859/15, effective from March 1, 2015, to R$ 2.50 and R$ 5.50, respectively.
Additionally, Decree 8401/15 created the Tariff Flags Resources Centralization Account, administered by the CCEE. The net amount of the expenses covered by the flags mechanism and the income billed by the distributors will be reversed to this account and vice versa.
38.6 RTE
On February 27, 2015, ANEEL approved the result of the Extraordinary Tariff Review - RTE with the objective of re-establishing the tariff coverage of the electric energy distributors in view of the significant increase in the 2015 CDE quota and the cost of purchasing energy (tariff and exchange variations from Itaipu and auction of existing energy and adjustments). The tariffs resulting from this RTE will be effective from March 2, 2015 to the date of each distributor's next ordinary meeting. The impact for consumers in the distribution subsidiaries' concession areas are as follows:
|
|
Effect perceived by consumers (*) | ||||
Distributors |
|
Total |
|
Grupo A |
|
Grupo B |
CPFL Paulista |
|
31.77% |
|
40.05% |
|
27.27% |
CPFL Piratininga |
|
29.29% |
|
40.49% |
|
21.47% |
RGE |
|
35.47% |
|
43.36% |
|
33.04% |
CPFL Santa Cruz |
|
9.15% |
|
10.53% |
|
9.78% |
CPFL Leste Paulista |
|
19.09% |
|
24.74% |
|
17.55% |
CPFL Jaguari |
|
22.85% |
|
25.01% |
|
18.79% |
CPFL Sul Paulista |
|
21.29% |
|
37.67% |
|
13.86% |
CPFL Mococa |
|
16.25% |
|
23.83% |
|
13.97% |
(*) Unaudited information
This tariff event was approved without detriment to the Annual Tariff Adjustment - RTA or Periodic Tariff Review - RTP in 2015, in accordance with the distributors' concession agreements.
38.7 Share bonus for shareholders
Aiming reinforcement of the Company's capital structure, the Executive Board, in a meeting held on March 16, 2015, recommended to the Board of Directors to propose to the General Meeting the capitalization of the balance of the statutory reserve - working capital improvement by issuing new shares to the shareholders. This proposal will be submitted for approval of the Extraordinary General Meeting called for April 29, 2015.
127
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
Murilo Cesar L. S. Passos
Chairman
Renê Sanda
Vice Chairman
Claudio Borin Guedes Palaia
Francisco Caprino Neto
Deli Soares Pereira
Carlos Alberto Cardoso Moreira
Maria Helena dos Santos Fernandes de Santana
Members
Wilson P. Ferreira Junior
Chief Executive Officer
Gustavo Estrella
Vice-President for Finance
and Investor Relations
Hélio Viana Pereira
Vice-President for Operation
Luiz Eduardo Froes do Amaral Osorio
Vice-President for Institutional Relations
Carlos da Costa Parcias Júnior
Vice-President for Business Development
José Marcos Chaves de Melo
Vice-President for Administration
Sergio Luis Felice
Accounting Director
CRC.1SP192767/O-6
128
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
To the Board of Directors and Shareholders of
CPFL Energia S.A.
São Paulo - SP
Introduction
We have audited the accompanying individual and consolidated financial statements of CPFL Energia S.A. (“CPFL Energia” or “Company”), identified as Parent Company and Consolidated, respectively, which comprise the balance sheets as of December 31, 2014 and the related statements of income, comprehensive income, changes in shareholders' equity and cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes.
Management’s responsibility for the financial statements
Management is responsible for the preparation and fair presentation of the individual and consolidated financial statements in accordance with the accounting practices adopted in Brazil and in accordance with the International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB), as well as for such internal control as Management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Brazilian and International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement in the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting practices used and the reasonableness of accounting estimates made by Management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the individual and consolidated financial statements referred to above present fairly, in all material respects, the individual and consolidated financial position of CPFL Energia S.A. as of December 31, 2014, its individual and consolidated financial performance and its cash flows for the year then ended in accordance with the accounting practices adopted in Brazil and in accordance with the International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB).
Other matters
Statements of value added
We have also audited the individual and consolidated statements of value added (DVA) for the year ended December 31, 2014, prepared under Management's responsibility, the presentation of which is required by the Brazilian Corporate Law for publicly-traded companies, and provided as supplemental information for IFRSs which do not require the presentation of DVA. These statements were subject to the same auditing procedures described above and, in our opinion, are fairly presented, in all material respects, in relation to the financial statements taken as a whole.
129
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The accompanying financial statements have been translated into English for the convenience of readers outside Brazil.
Campinas, March 16, 2015
DELOITTE TOUCHE TOHMATSU |
Marcelo Magalhães Fernandes |
Auditores Independentes |
Engagement Partner |
130
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
The members of the Audit Committee of CPFL Energia S.A, in the exercise of their legal prerogatives, have reviewed the Management Report and the Financial Statements for 2014 and, in the light of the clarifications provided by the Company's Executive Board and the representative of the External Audit and based on the opinion of Deloitte Touche Tohmatsu Auditores Independentes, dated March 10, 2014, are of the opinion that these documents are fit to be reviewed and voted on by the Annual General Meeting of Shareholders, to be held on April 29, 2015.
São Paulo, March 25, 2015.
William Bezerra Cavalvanti Filho
President
Adalgiso Fragoso de Faria
Member
Marcelo de Andrade
Member
Martin Roberto Glogowsky
Member
Celene Carvalho de Jesus
Member
131
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
In accordance to the sections V and VI of article 25 of CVM Instruction 480, of December 07, 2009, the chief executive officer and directors of CPFL Energia S.A., a publicly quoted companion, whose headquarters are located at Gomes de Carvalho street, 1510 - 14º floor- Room 142 - Vila Olímpia - São Paulo - SP – Brasil, CNPJ (Federal Tax ID) 02.429.144/0001-93, have declared:
a) that reviewed, discussed and agree with the auditors’ opinion issued by Deloitte Touche Tohmatsu Auditores Independentes, related to CPFL Energia Financial Statements as of December 31, 2014;
b) that reviewed, discussed and agree with the CPFL Energia Financial Statements as of December 31, 2014.
Campinas, March 16, 2014.
Wilson P. Ferreira Junior |
||
Chief Executive Officer |
||
Gustavo Estrella |
||
Vice-President for Finance |
||
And Investor Relations |
||
José Marcos Chaves de Melo |
Hélio Viana Pereira | |
Vice-President for Administration |
Vice-President for Operation | |
Carlos da Costa Parcias Júnior |
Luiz Eduardo F. do Amaral Osorio | |
Vice-President for Business Development |
Vice-President for Institutional Relations |
132
(Free Translation of the original in Portuguese)
Standard Financial Statements – DFP – Date: December 31, 2014 - CPFL Energia S. A
In accordance to the sections V and VI of article 25 of CVM Instruction 480, of December 07, 2009, the chief executive officer and directors of CPFL Energia S.A., a publicly quoted companion, whose headquarters are located at Gomes de Carvalho street, 1510 - 14º floor- Room 142 - Vila Olímpia - São Paulo - SP – Brasil, CNPJ (Federal Tax ID) 02.429.144/0001-93, have declared:
c) that reviewed, discussed and agree with the auditors’ opinion issued by Deloitte Touche Tohmatsu Auditores Independentes, related to CPFL Energia Financial Statements as of December 31, 2014;
d) that reviewed, discussed and agree with the CPFL Energia Financial Statements as of December 31, 2014.
Campinas, March 16, 2014.
Wilson P. Ferreira Junior |
||
Chief Executive Officer |
||
Gustavo Estrella |
||
Vice-President for Finance |
||
And Investor Relations |
||
José Marcos Chaves de Melo |
Hélio Viana Pereira | |
Vice-President for Administration |
Vice-President for Operation | |
Carlos da Costa Parcias Júnior |
Luiz Eduardo F. do Amaral Osorio | |
Vice-President for Business Development |
Vice-President for Institutional Relations |
133
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: March 26, 2015
CPFL ENERGIA S.A. | ||
|
By: |
/S/ GUSTAVO ESTRELLA
|
Name: Title: |
Gustavo Estrella 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.