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 – 2017 – CPFL Energia S.A. Version: 2
Registration data
1 | . | General information | 2 |
2 | . | Address | 3 |
3 | . | Securities | 4 |
4 | . | Auditor information | 5 |
5 | . | Share register | 6 |
6 | . | Investor relations officer | 7 |
7 | . | Shareholders’ department | 8 |
1
Registration Form – 2017 – CPFL Energia S.A. Version: 2
1. General information
Company name: | CPFL ENERGIA S.A. |
Date of adoption of company name: | 08/06/2002 |
Type: | publicly-held Corporation |
Previous company name: | Draft II Participações S.A |
Date of incorporation: | 03/20/1998 |
CNPJ (Corporate Taxpayer ID): | 02.429.144/0001-93 |
CVM code: | 1866-0 |
CVM registration date: | 05/18/2000 |
CVM registration status: | Active |
Status starting date: | 05/18/2000 |
Country: | Brazil |
Country in which the securities | |
Are held in custody: | Brazil |
Other countries in which the securities can be traded |
Country | Date of admission |
United States | 09/29/2004 |
Sector of activity: | Holding company (Electric Energy) |
Description of activity: | Holding company |
Issuer’s category: | Category A |
Date of registration in the current category: | 01/01/2010 |
Issuer’s status: | Operating |
Status starting date: | 05/18/2000 |
Type of ownership control: | Private Holding |
Date of last change in ownership control: | 11/30/2009 |
Date of last change of fiscal year: | |
Month/day of the end of fiscal year: | 12/31 |
Issuer´s web address: | www.cpfl.com.br |
Newspaper or media where issuer discloses its information: |
Newspaper or media |
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 |
2
Registration Form – 2017 – CPFL Energia S.A. Version: 2
2. Address
Mail Address: Rodovia Engenheiro Miguel Noel Nascentes Burnier, 1755, Km 2,5, Parque São Quirino, Campinas, SP, Brazil, zip code 13088-140
Telephone (019) 3756-6083, Fax (019) 3756-6089, E-mail: [email protected]
Registered Office 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]
3
Registration Form – 2017 – CPFL Energia S.A. Version: 2
3. Securities
Share trading | |
Trading mkt | Stock exchange |
Managing entity | BM&FBOVESPA |
Start date | 09/29/2004 |
End date | |
Trading segment | New Market |
Start date | 9/29/2004 |
End date |
Debenture trading | |
Trading mkt | Organized market |
Managing entity | CETIP |
Start date | 05/18/2000 |
End date | |
Trading segment | Traditional |
Start date | 05/19/2000 |
End date |
4
Registration Form – 2017 – CPFL Energia S.A. Version: 2
4. Auditor information
Does the issuer have an auditor? | Yes |
CVM code: | 385-9 |
Type of auditor: | Brazilian firm |
Independent auditor: | Deloitte Touche Tomatsu Auditores Independentes |
CNPJ (Corporate Taxpayer ID): | 49.928.567/0001-11 |
Period of service: | 03/12/2012 to 03/28/2017 |
Partner in charge | Marcelo Magalhães Fernandes |
Period of service | 03/12/2012 to 03/28/2017 |
CPF (Individual Taxpayer ID) | 110.931.498-17 |
Does the issuer have an auditor? | Yes |
CVM code: | 418-9 |
Type of auditor: | Brazilian firm |
Independent auditor: | KPMG Auditores Independentes |
CNPJ (Corporate Taxpayer ID): | 57.755.217/0011-09 |
Period of service: | 03/29/2017 |
Partner in charge | Marcio José dos Santos |
Period of service | 03/29/2017 |
CPF (Individual Taxpayer ID) | 253.206.858-23 |
5
Registration Form – 2017 – CPFL Energia S.A. Version: 2
5. Share register
Does the company have a service provider: | Yes |
Corporate name: | Banco do Brasil |
CNPJ: | 00.000.000/0001-91 |
Period of service: | 01/01/2011 |
Address:
Rua Lélio Gama, 105 – 38º floor, Gecin, Centro, Rio de Janeiro, RJ, Brazil, zip code: 20031-080, Telephone (021) 38083551, Fax: (021) 38086088, e-mail: [email protected]
6
Registration Form – 2017 – CPFL Energia S.A. Version: 2
6. Investor relations officer
Name: | Gustavo Estrella |
Investor Relations Officer | |
CPF/CNPJ: | 037.234.097-09 |
Address:
Rodovia Engenheiro Miguel Noel Nascentes Burnier, 1755, Km 2,5, Parque São Quirino, Campinas, SP, Brazil, zip code 13088-140
Telephone (019) 3756-6083, Fax (019) 3756-6089, email: [email protected].
Date when the officer assumed the position: 02/27/2013
Date when the officer left the position:
7
Registration Form – 2017 – CPFL Energia S.A. Version: 2
7. Shareholders’ department
Contact | Leandro José Cappa de Oliveira |
Date when the officer assumed the position: | 10/06/2014 |
Date when the officer left the position: |
Address:
Rodovia Engenheiro Miguel Noel Nascentes Burnier, 1755, Km 2,5, Parque São Quirino, Campinas, SP, Brazil, zip code 13088-140
Telephone (019) 3756-6083, email: [email protected]
8
(Free Translation of the original in Portuguese)
Standard Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
Table of Contents | |
Company Data | |
Capital Composition | 1 |
Cash dividend | 2 |
Individual financial statements | |
Statement of Financial Position - Assets | 3 |
Statement of Financial Position - Liabilities and Equity | 4 |
Statement of Income | 5 |
Statement of Comprehensive Income | 6 |
Statement of Cash Flows – Indirect Method | 7 |
Statement of Changes in Equity | |
01/01/2017 to 03/31/2017 | 8 |
01/01/2016 to 03/31/2016 | 9 |
Statements of Value Added | 10 |
Consolidated Interim Financial Statements | |
Statement of Financial Position - Assets | 11 |
Statement of Financial Position - Liabilities and Equity | 12 |
Statement of Income | 13 |
Statement of Comprehensive Income | 14 |
Statement of Cash Flows - Indirect Method | 15 |
Statement of Changes in Equity | |
01/01/2017 to 03/31/2017 | 16 |
01/01/2016 to 03/31/2016 | 17 |
Statements of Value Added | 18 |
Comments on performance | 19 |
Notes to Interim financial statements | 28 |
Other relevant information | 83 |
Reports | |
Independent Auditor’s Report - Unqualified | 85 |
Number of Shares (In units) |
Closing Date 03/31/2017 |
Paid-in capital |
|
Common |
1,017,914,746 |
Preferred |
0 |
Total |
1,017,914,746 |
Treasury Stock |
0 |
Common |
0 |
Preferred |
0 |
Total |
0 |
1
Company Data
Event |
Approval |
Description |
Beginning of payment |
Type of share |
Class of share |
Amount per share (Reais/share) |
|
|
|
|
|
|
|
2
(in thousands of Brazilian reais - R$) |
|
| |
Code |
Description |
Current quarter 03/31/2017 |
Prior year 12/31/2016 |
1 |
Total assets |
8,930,867 |
8,908,964 |
1.01 |
Current assets |
554,519 |
791,016 |
1.01.01 |
Cash and cash equivalents |
15,661 |
64,973 |
1.01.06 |
Taxes recoverable |
84,938 |
82,836 |
1.01.06.01 |
Current taxes recoverable |
84,938 |
82,836 |
1.01.08 |
Other current assets |
453,920 |
643,207 |
1.01.08.03 |
Others |
453,920 |
643,207 |
1.01.08.03.01 |
Other receivables |
457 |
229 |
1.01.08.03.04 |
Dividends and interest on capital |
453,463 |
642,978 |
1.02 |
Noncurrent assets |
8,376,348 |
8,117,948 |
1.02.01 |
Long-term assets |
211,132 |
250,625 |
1.02.01.06 |
Deferred taxes |
179,619 |
171,073 |
1.02.01.06.02 |
Deferred tax assets |
179,619 |
171,073 |
1.02.01.08 |
Receivables from related parties |
23,220 |
52,582 |
1.02.01.08.02 |
Receivables from subsidiaries |
23,220 |
52,582 |
1.02.01.09 |
Other noncurrent assets |
8,293 |
26,970 |
1.02.01.09.04 |
Escrow deposits |
357 |
710 |
1.02.01.09.10 |
Other receivables |
7,936 |
26,260 |
1.02.02 |
Investments |
8,164,039 |
7,866,100 |
1.02.02.01 |
Permanet equity interests |
8,164,039 |
7,866,100 |
1.02.02.01.02 |
Investments in subsidiaries |
8,164,039 |
7,866,100 |
1.02.03 |
Property, plant and equipment |
1,146 |
1,199 |
1.02.03.01 |
Property, plant and equipment in service |
1,146 |
1,199 |
1.02.04 |
Intangible assets |
31 |
24 |
1.02.04.01 |
Intangible assets |
31 |
24 |
3
Individual Financial Statements
Statement of Financial Position – Liabilities and Equity
(In thousands of Brazilian reais - R$) |
|||
Code |
Description |
Current quarter 03/31/2017 |
Prior year 12/31/2016 |
2 |
Total liabilities |
8,930,867 |
8,908,964 |
2.01 |
Current liabilities |
62,620 |
255,755 |
2.01.02 |
Trade payables |
1,874 |
3,760 |
2.01.02.01 |
Domestic trade payables |
1,874 |
3,760 |
2.01.03 |
Taxes payable |
1,589 |
454 |
2.01.03.01 |
Federal taxes payable |
1,589 |
453 |
2.01.03.01.02 |
PIS (Tax on revenue) |
20 |
15 |
2.01.03.01.03 |
COFINS (Tax on revenue) |
128 |
90 |
2.01.03.01.04 |
Other federal taxes |
1,441 |
348 |
2.01.03.03 |
Municipal taxes payable |
- |
1 |
2.01.03.03.01 |
Other municipal taxes payable |
- |
1 |
2.01.04 |
Borrowings |
37,549 |
15,334 |
2.01.04.02 |
Debentures |
37,549 |
15,334 |
2.01.04.02.02 |
Interest on debentures |
37,549 |
15,334 |
2.01.05 |
Other payables |
21,608 |
236,207 |
2.01.05.02 |
Others |
21,608 |
236,207 |
2.01.05.02.01 |
Dividend and interest on capital payable |
5,546 |
218,630 |
2.01.05.02.07 |
Other payables |
16,062 |
17,577 |
2.02 |
Noncurrent liabilities |
660,161 |
683,188 |
2.02.01 |
Borrowings |
612,934 |
612,251 |
2.02.01.02 |
Debentures |
612,934 |
612,251 |
2.02.01.02.01 |
Debentures |
612,934 |
612,251 |
2.02.02 |
Other payables |
46,374 |
69,929 |
2.02.02.02 |
Others |
46,374 |
69,929 |
2.02.02.02.05 |
Allowance for investment losses |
13,893 |
19,301 |
2.02.02.02.08 |
Other payables |
32,481 |
50,628 |
2.02.04 |
Provisions |
853 |
1,008 |
2.02.04.01 |
Provision for tax, social security, labor and civil risks |
853 |
1,008 |
2.02.04.01.02 |
Provision for social security and labor risks |
389 |
467 |
2.02.04.01.04 |
Provision for civil risks |
464 |
541 |
2.03 |
Equity |
8,208,086 |
7,970,021 |
2.03.01 |
Share capital |
5,741,284 |
5,741,284 |
2.03.02 |
Capital reserves |
468,014 |
468,014 |
2.03.04 |
Earnings reserves |
2,014,216 |
1,995,356 |
2.03.04.01 |
Legal reserve |
739,102 |
739,103 |
2.03.04.02 |
Statutory reserve |
1,275,114 |
1,248,433 |
2.03.04.08 |
Additional dividend proposed |
- |
7,820 |
2.03.05 |
Retained earnings/accumulated losses |
225,615 |
- |
2.03.08 |
Other comprehensinve income |
(241,043) |
(234,633) |
2.03.08.01 |
Accumulated comprehensive income |
(241,043) |
(234,633) |
4
Individual Financial Statements
(In thousands of Brazilian reais - R$) |
|||
|
|
YTD current year 01/01/2017 to 03/31/2017 |
YTD prior year 01/01/2016 to 03/31/2016 |
3.01 |
Net operating revenue |
- |
1,713 |
3.03 |
Gross profit |
- |
1,713 |
3.04 |
Operating expenses/income |
254,680 |
273,791 |
3.04.02 |
General and administrative expenses |
(17,167) |
(8,044) |
3.04.06 |
Share of profit (loss) of investees |
271,847 |
281,835 |
3.05 |
Profit before finance income (costs) and taxes |
254,680 |
275,504 |
3.06 |
Finance income (costs) |
(17,340) |
(10,440) |
3.06.01 |
Finance income |
5,765 |
9,160 |
3.06.02 |
Finance costs |
(23,105) |
(19,600) |
3.07 |
Profit before taxes |
237,340 |
265,064 |
3.08 |
Income tax and social contribution |
8,546 |
6,285 |
3.08.01 |
Current |
- |
(21,943) |
3.08.02 |
Deferred |
8,546 |
28,228 |
3.09 |
Profit for the period from continuing operations |
245,886 |
271,349 |
3.11 |
Profit for the period |
245,886 |
271,349 |
5
Individual Financial Statements
(In thousands of Brazilian reais - R$) |
|||
Code |
Description |
YTD current year 01/01/2017 to 03/31/2017 |
YTD prior 01/01/2016 to 03/31/2016 |
4.01 |
Profit for the period |
245,886 |
271,349 |
4.02 |
Other comprehensive income |
- |
(1,327) |
4.02.01 |
Comprehensive income for the period of subsidiaries |
- |
(1,327) |
4.03 |
Total comprehensive income for the period |
245,886 |
270,022 |
6
Individual Financial Statements
(In thousands of Brazilian reais - R$) |
|||
Code |
Description |
YTD current year 01/01/2017 to 03/31/2017 |
YTD prior year 01/01/2016 to 03/31/2016 |
6.01 |
Net cash from operating activities |
173,279 |
242,860 |
6.01.01 |
Cash generated from operations |
(12,121) |
(1,402) |
6.01.01.01 |
Profit for the period before income tax and social contribution |
237,339 |
265,063 |
6.01.01.02 |
Depreciation and amortization |
54 |
46 |
6.01.01.03 |
Interest on debts, inflation adjustment and exchange rate changes |
22,329 |
15,595 |
6.01.01.04 |
Share of profit (loss) of investees |
(271,847) |
(281,835) |
6.01.01.05 |
Provision for tax, civil and labor risks |
4 |
(271) |
6.01.02 |
Changes in assets and liabilities |
185,400 |
244,262 |
6.01.02.01 |
Dividend and interest on capital received |
189,515 |
300,000 |
6.01.02.02 |
Taxes recoverable |
(1,979) |
(219) |
6.01.02.03 |
Escrow deposits |
364 |
(91) |
6.01.02.04 |
Other operating assets |
18,096 |
(128) |
6.01.02.05 |
Trade payables |
(1,886) |
(112) |
6.01.02.06 |
Other taxes and social contributions |
1,135 |
1,110 |
6.01.02.07 |
Interest paid on debts and debentures |
- |
(38,857) |
6.01.02.08 |
Income tax and social contribution paid |
- |
(14,225) |
6.01.02.09 |
Other operating liabilities |
(19,661) |
(3,044) |
6.01.02.10 |
Tax, civil and labor risks paid |
(184) |
(172) |
6.02 |
Net cash from investing activities |
(1,688) |
(117,461) |
6.02.02 |
Securities |
- |
(199) |
6.02.04 |
Intragroup loans |
29,820 |
(106,742) |
6.02.07 |
Purchases of intangible assets |
(8) |
- |
6.02.08 |
Advance for future capital increases |
(31,500) |
(10,520) |
6.03 |
Net cash from financing activities |
(220,904) |
(521,700) |
6.03.01 |
Repayment of principal of borrowings and debentures, net of derivatives |
- |
(586,637) |
6.03.02 |
Dividend and interest on capital paid |
(220,904) |
(49) |
6.03.04 |
Settlement of derivatives |
- |
64,986 |
6.05 |
Increase (decrease) in cash and cash equivalents |
(49,313) |
(396,301) |
6.05.01 |
Cash and cash equivalents at the beginning of the period |
64,974 |
424,192 |
6.05.02 |
Cash and cash equivalents at the end of the period |
15,661 |
27,891 |
7
Individual Financial Statements
(In thousands of Brazilian reais - R$) |
|||||||
Code |
Description |
Share capital |
Capital reserves, options granted and treasury shares |
Earnings reserves |
Retained earnings or accumulated losses |
Other comprehensive income |
Equity |
5.01 |
Opening balances |
5,741,284 |
468,014 |
1,995,355 |
- |
(234,632) |
7,970,021 |
5.03 |
Adjusted opening balances |
5,741,284 |
468,014 |
1,995,355 |
- |
(234,632) |
7,970,021 |
5.04 |
Capital transactions with owners |
- |
- |
(7,820) |
- |
- |
(7,820) |
5.04.06 |
Dividends |
- |
- |
(7,820) |
- |
- |
(7,820) |
5.05 |
Total comprehensive income |
- |
- |
- |
245,886 |
- |
245,886 |
5.05.01 |
Profit for the period |
- |
- |
- |
245,886 |
- |
245,886 |
5.06 |
Internal changes in equity |
- |
- |
26,680 |
(20,269) |
(6,411) |
- |
5.06.04 |
Share of profit (loss) on comprehensive income of subsidiaries and associates |
- |
- |
- |
6,411 |
(6,411) |
- |
5.06.05 |
Changes in statutory reserve in the period |
- |
- |
26,680 |
(26,680) |
- |
- |
5.07 |
Closing balances |
5,741,284 |
468,014 |
2,014,215 |
225,617 |
(241,043) |
8,208,087 |
8
Individual Financial Statements
(In thousands of Brazilian reais - R$) |
|||||||
Code |
Description |
Share capital |
Capital reserves, options granted and treasury shares |
Earnings reserves |
Retained earnings or accumulated losses |
Other comprehensive income |
Equity |
5.01 |
Opening balances |
5,348,312 |
468,082 |
1,672,481 |
- |
185,320 |
7,674,195 |
5.03 |
Adjusted opening balances |
5,348,312 |
468,082 |
1,672,481 |
- |
185,320 |
7,674,195 |
5.05 |
Total comprehensive income |
- |
- |
- |
271,349 |
(1,327) |
270,022 |
5.05.01 |
Profit for the period |
- |
- |
- |
271,349 |
- |
271,349 |
5.05.02 |
Other comprehensive infome |
- |
- |
- |
- |
(1,327) |
(1,327) |
5.06 |
Internal changes in equity |
- |
- |
55,094 |
(48,637) |
(6,457) |
- |
5.06.04 |
Share of profit (loss) on comprehensive income of subsidiaries and associates |
- |
- |
- |
6,457 |
(6,457) |
- |
5.06.05 |
Changes in statutory reserve in the period |
- |
- |
55,094 |
(55,094) |
- |
- |
5.07 |
Closing balances |
5,348,312 |
468,082 |
1,727,575 |
222,712 |
177,536 |
7,944,217 |
9
Individual Financial Statements
(In thousands of Brazilian reais - R$) |
|
| |
|
|
|
|
Code |
Description |
YTD current year 01/01/2017 to 03/31/2017 |
YTD prior year 01/01/2016 to 03/31/2016 |
7.01 |
Revenues |
8 |
1,887 |
7.01.01 |
Sales of goods and services |
- |
1,887 |
7.01.03 |
Revenues related to construction of own assets |
8 |
- |
7.02 |
Inputs purchased from third parties |
(2,804) |
(2,101) |
7.02.02 |
Materials, energy, third-party services and others |
(2,201) |
(1,882) |
7.02.04 |
Others |
(603) |
(219) |
7.03 |
Gross value added |
(2,796) |
(214) |
7.04 |
Retentions |
(54) |
(46) |
7.04.01 |
Depreciation and amortization |
(54) |
(46) |
7.05 |
Wealth created by the company |
(2,850) |
(260) |
7.06 |
Wealth received in transfer |
277,916 |
291,472 |
7.06.01 |
Share of profit (loss) of investees |
271,847 |
281,835 |
7.06.02 |
Finance income |
6,069 |
9,637 |
7.07 |
Total wealth for distribution |
275,066 |
291,212 |
7.08 |
Wealth distributed |
275,066 |
291,212 |
7.08.01 |
Personnel and charges |
12,076 |
5,008 |
7.08.01.01 |
Salaries and wages |
8,824 |
2,654 |
7.08.01.02 |
Benefits |
2,485 |
2,055 |
7.08.01.03 |
FGTS (Severance Pay Fund) |
767 |
299 |
7.08.02 |
Taxes, fees and contributions |
(6,069) |
(4,320) |
7.08.02.01 |
Federal |
(6,074) |
(4,326) |
7.08.02.02 |
State |
5 |
6 |
7.08.03 |
Lenders and lessors |
23,173 |
19,175 |
7.08.03.01 |
Interest |
22,975 |
19,163 |
7.08.03.02 |
Rentals |
198 |
12 |
7.08.04 |
Shareholders |
245,886 |
271,349 |
7.08.04.03 |
Retained earnings / Loss for the period |
245,886 |
271,349 |
10
(In thousands of Brazilian reais - R$) |
|
| |
|
|
|
|
Code |
Description |
Current quarter 03/31/2017 |
Prior year 12/31/2016 |
1 |
Total assets |
41,732,324 |
42,170,992 |
1.01 |
Current assets |
10,562,550 |
11,379,187 |
1.01.01 |
Cash and cash equivalents |
4,877,813 |
6,164,997 |
1.01.02 |
Financial investments |
450 |
449 |
1.01.02.02 |
Financial investments at amortized cost |
450 |
449 |
1.01.02.02.01 |
Held-to-maturity securities |
450 |
449 |
1.01.03 |
Trade receivables |
4,065,465 |
3,765,893 |
1.01.03.01 |
Consumers |
4,065,465 |
3,765,893 |
1.01.06 |
Taxes recoverable |
423,054 |
403,848 |
1.01.06.01 |
Current taxes recoverable |
423,054 |
403,848 |
1.01.08 |
Other current assets |
1,195,768 |
1,044,000 |
1.01.08.03 |
Others |
1,195,768 |
1,044,000 |
1.01.08.03.01 |
Other receivables |
911,796 |
777,450 |
1.01.08.03.02 |
Derivatives |
197,741 |
163,241 |
1.01.08.03.04 |
Dividends and interest on capital |
75,395 |
92,609 |
1.01.08.03.05 |
Concession financial asset |
10,836 |
10,700 |
1.02 |
Noncurrent assets |
31,169,774 |
30,791,805 |
1.02.01 |
Long-term assets |
9,078,840 |
8,809,442 |
1.02.01.03 |
Trade receivables |
204,417 |
203,185 |
1.02.01.03.01 |
Consumers |
204,417 |
203,185 |
1.02.01.06 |
Deferred taxes |
935,471 |
922,858 |
1.02.01.06.02 |
Deferred tax assets |
935,471 |
922,858 |
1.02.01.08 |
Receivables from related parties |
9,236 |
47,632 |
1.02.01.08.03 |
Receivables from controlling shareholders |
9,236 |
47,632 |
1.02.01.09 |
Other noncurrent assets |
7,929,716 |
7,635,767 |
1.02.01.09.03 |
Derivatives |
440,011 |
641,357 |
1.02.01.09.04 |
Escrow deposits |
769,646 |
550,072 |
1.02.01.09.05 |
Taxes recoverable |
205,938 |
198,286 |
1.02.01.09.07 |
Concession financial asset |
5,601,969 |
5,363,144 |
1.02.01.09.09 |
Investments at cost |
116,654 |
116,654 |
1.02.01.09.10 |
Other receivables |
795,498 |
766,254 |
1.02.02 |
Investments |
1,487,245 |
1,493,752 |
1.02.02.01 |
Permanent equity interests |
1,487,245 |
1,493,752 |
1.02.02.01.04 |
Investments in subsidiaries |
1,487,245 |
1,493,752 |
1.02.03 |
Property, plant and equipment |
9,880,291 |
9,712,998 |
1.02.03.01 |
Property, plant and equipment in service |
9,608,068 |
9,462,696 |
1.02.03.03 |
Property, plant and equipment in progress |
272,223 |
250,302 |
1.02.04 |
Intangible assets |
10,723,398 |
10,775,613 |
1.02.04.01 |
Intangible assets |
10,723,398 |
10,775,613 |
11
Consolidated Financial Statements
(In thousands of Brazilian reais - R$) |
|
| |
|
|
|
|
Code |
Description |
Current quarter 03/31/2017 |
Prior year 12/31/2016 |
2 |
Total liabilities |
41,732,324 |
42,170,992 |
2.01 |
Current liabilities |
10,160,412 |
9,018,493 |
2.01.01 |
Social and labor obligations |
127,680 |
131,707 |
2.01.01.02 |
Labor obligations |
127,680 |
131,707 |
2.01.01.02.01 |
Estimated payroll |
127,680 |
131,707 |
2.01.02 |
Trade payables |
2,232,236 |
2,728,131 |
2.01.02.01 |
Domestic trade payables |
2,232,236 |
2,728,131 |
2.01.03 |
Taxes payable |
785,682 |
681,544 |
2.01.03.01 |
Federal taxes payable |
318,845 |
260,607 |
2.01.03.01.01 |
Income tax and social contribution payable |
99,340 |
57,227 |
2.01.03.01.02 |
PIS (Tax on revenue) |
31,327 |
28,759 |
2.01.03.01.03 |
COFINS (Tax on revenue) |
138,892 |
126,939 |
2.01.03.01.04 |
Other federal taxes |
49,286 |
47,682 |
2.01.03.02 |
State taxes payable |
462,688 |
416,102 |
2.01.03.02.01 |
ICMS (Tax on revenue) |
462,688 |
416,096 |
2.01.03.02.02 |
Other state taxes |
- |
6 |
2.01.03.03 |
Municipal taxes payable |
4,149 |
4,835 |
2.01.03.03.01 |
Other municipal taxes |
4,149 |
4,835 |
2.01.04 |
Borrowings |
4,384,541 |
3,422,923 |
2.01.04.01 |
Borrowings |
2,940,104 |
1,875,648 |
2.01.04.01.01 |
Local currency |
1,174,228 |
1,260,527 |
2.01.04.01.02 |
Foreign currency |
1,765,876 |
615,121 |
2.01.04.02 |
Debentures |
1,444,437 |
1,547,275 |
2.01.04.02.01 |
Debentures |
1,119,268 |
1,242,095 |
2.01.04.02.02 |
Interest on debentures |
325,169 |
305,180 |
2.01.05 |
Other payables |
2,630,273 |
2,054,188 |
2.01.05.02 |
Others |
2,630,273 |
2,054,188 |
2.01.05.02.01 |
Dividend and interest on capital payable |
19,970 |
232,851 |
2.01.05.02.04 |
Derivatives |
7,581 |
6,055 |
2.01.05.02.05 |
Sector financial liability |
1,316,071 |
597,515 |
2.01.05.02.06 |
Use of public asset |
10,857 |
10,857 |
2.01.05.02.07 |
Other payables |
892,000 |
807,623 |
2.01.05.02.08 |
Regulatory charges |
339,778 |
366,078 |
2.01.05.02.09 |
Private pension plan |
44,016 |
33,209 |
2.02 |
Noncurrent liabilities |
20,978,688 |
22,779,831 |
2.02.01 |
Borrowings |
16,945,442 |
18,621,065 |
2.02.01.01 |
Borrowings |
9,366,225 |
11,168,393 |
2.02.01.01.01 |
Local currency |
6,123,955 |
6,293,533 |
2.02.01.01.02 |
Foreign currency |
3,242,270 |
4,874,860 |
2.02.01.02 |
Debentures |
7,579,217 |
7,452,672 |
2.02.01.02.01 |
Debentures |
7,546,014 |
7,423,519 |
2.02.01.02.02 |
Interest on debentures |
33,203 |
29,153 |
2.02.02 |
Other payables |
1,909,041 |
2,001,356 |
2.02.02.02 |
Others |
1,909,041 |
2,001,356 |
2.02.02.02.03 |
Trade payables |
130,767 |
129,781 |
2.02.02.02.04 |
Private pension plan |
1,011,715 |
1,019,233 |
2.02.02.02.05 |
Derivatives |
165,825 |
112,207 |
2.02.02.02.06 |
Sector financial liability |
209,384 |
317,406 |
2.02.02.02.07 |
Use of public asset |
87,404 |
86,624 |
2.02.02.02.08 |
Other payables |
278,850 |
309,292 |
2.02.02.02.09 |
Federal taxes payable |
25,096 |
26,813 |
2.02.03 |
Deferred taxes |
1,286,396 |
1,324,134 |
2.02.03.01 |
Deferred income tax and social contribution |
1,286,396 |
1,324,134 |
2.02.04 |
Provisions |
837,809 |
833,276 |
2.02.04.01 |
Provision for tax, social security, labor and civil risks |
837,809 |
833,276 |
2.02.04.01.01 |
Provision for tax risks |
302,749 |
288,389 |
2.02.04.01.02 |
Provision for social and labor risks |
221,458 |
222,001 |
2.02.04.01.04 |
Provision for civil risks |
228,972 |
236,915 |
2.02.04.01.05 |
Others |
84,630 |
85,971 |
2.03 |
Consolidated equity |
10,593,224 |
10,372,668 |
2.03.01 |
Share capital |
5,741,284 |
5,741,284 |
2.03.02 |
Capital reserves |
468,014 |
468,015 |
2.03.04 |
Earnings reserves |
2,014,216 |
1,995,355 |
2.03.04.01 |
Legal reserve |
739,102 |
739,102 |
2.03.04.02 |
Statutory reserve |
1,275,114 |
1,248,433 |
2.03.04.08 |
Additional dividend proposed |
- |
7,820 |
2.03.05 |
Retained earnings/accumulated losses |
225,616 |
- |
2.03.08 |
Other comprehensinve income |
(241,043) |
(234,634) |
2.03.09 |
Noncontrolling interests |
2,385,137 |
2,402,648 |
12
Consolidated Financial Statements
(In thousands of Brazilian reais - R$) |
|
| |
|
|
|
|
Code |
Description |
YTD current year 01/01/2017 to 03/31/2017 |
YTD prior 01/01/2016 to 03/31/2016 |
3.01 |
Net operating revenue |
5,538,779 |
4,336,769 |
3.02 |
Cost of electric energy services |
(4,305,648) |
(3,269,610) |
3.02.01 |
Cost of electric energy |
(3,220,654) |
(2,528,021) |
3.02.02 |
Cost of operation |
(669,727) |
(524,053) |
3.02.03 |
Cost of services rendered to third parties |
(415,267) |
(217,536) |
3.03 |
Gross profit |
1,233,131 |
979,779 |
3.04 |
Operating expenses/income |
(413,950) |
(340,503) |
3.04.01 |
Selling expenses |
(149,218) |
(127,356) |
3.04.02 |
General and administrative expenses |
(261,565) |
(205,091) |
3.04.05 |
Other operating expenses |
(82,876) |
(71,537) |
3.04.06 |
Share of profit (loss) of investees |
79,709 |
63,481 |
3.05 |
Profit before finance income (costs) and taxes |
819,181 |
639,276 |
3.06 |
Finance income (costs) |
(436,138) |
(319,027) |
3.06.01 |
Finance income |
280,711 |
312,332 |
3.06.02 |
Finance costs |
(716,849) |
(631,359) |
3.07 |
Profit before taxes |
383,043 |
407,629 |
3.08 |
Income tax and social contribution |
(150,922) |
(175,182) |
3.08.01 |
Current |
(202,520) |
(285,077) |
3.08.02 |
Deferred |
51,598 |
109,895 |
3.09 |
Profit from continuing operations |
232,121 |
232,447 |
3.11 |
Consolidated profit for the period |
232,121 |
232,447 |
3.11.01 |
Attributable to owners of the Company |
245,886 |
271,349 |
3.11.02 |
Attributable to noncontrolling interests |
(13,765) |
(38,902) |
13
Consolidated Financial Statements
(In thousands of Brazilian reais - R$) |
|
| |
|
|
|
|
Code |
Description |
YTD current year 01/01/2017 to 03/31/2017 |
YTD prior year 01/01/2016 to 03/31/2016 |
4.01 |
Consolidated profit for the period |
232,121 |
232,446 |
4.02 |
Other comprehensive income |
- |
(1,326) |
4.02.01 |
Actuarial gains (losses) |
- |
(1,326) |
4.03 |
Consolidated comprehensive income for the period |
232,121 |
231,120 |
4.03.01 |
Attributable to owners of the Company |
245,886 |
270,022 |
4.03.02 |
Attributable to noncontrolling interests |
(13,765) |
(38,902) |
14
Consolidated Financial Statements
(In thousands of Brazilian reais - R$) |
|
| |
|
|
|
|
Code |
Description |
YTD current year 01/01/2017 to 03/31/2017 |
YTD prior year 01/01/2016 to 03/31/2016 |
6.01 |
Net cash from operating activities |
272,288 |
348,302 |
6.01.01 |
Cash generated from operations |
1,418,071 |
1,200,504 |
6.01.01.01 |
Profit for the period before income tax and social contribution |
383,043 |
407,629 |
6.01.01.02 |
Depreciation and amortization |
376,718 |
307,968 |
6.01.01.03 |
Provision for tax, civil and labor risks |
46,675 |
84,639 |
6.01.01.04 |
Interest on debts, inflation adjustment and exchange rate changes |
592,962 |
387,300 |
6.01.01.05 |
Pension plan expense (income) |
28,831 |
13,913 |
6.01.01.06 |
Loss (gain) on disposal of noncurrent assets |
23,020 |
8,304 |
6.01.01.07 |
Deferred taxes (PIS and COFINS) |
1,247 |
8,180 |
6.01.01.08 |
Others |
(1,412) |
- |
6.01.01.09 |
Allowance for doubtful debts |
46,696 |
46,051 |
6.01.01.10 |
Share of profit (loss) of investees |
(79,709) |
(63,480) |
6.01.02 |
Changes in assets and liabilities |
(1,145,783) |
(852,202) |
6.01.02.01 |
Consumers, concessionaries and licensees |
(347,285) |
(603,890) |
6.01.02.02 |
Taxes recoverable |
(16,784) |
(9,948) |
6.01.02.04 |
Escrow deposits |
(206,335) |
746,730 |
6.01.02.05 |
Sectorial financial asset |
20,486 |
1,173,238 |
6.01.02.06 |
Receivables - CDE/CCEE |
(70,265) |
(183,776) |
6.01.02.07 |
Concession financial assets (transmission companies) |
(39,636) |
(4,321) |
6.01.02.08 |
Other operating assets |
(85,564) |
4,947 |
6.01.02.09 |
Dividend and interest on capital received |
84,150 |
- |
6.01.02.11 |
Trade payables |
(479,421) |
(1,287,216) |
6.01.02.12 |
Other taxes and social contributions |
44,109 |
(123,495) |
6.01.02.13 |
Other liabilities with private pension plan |
(25,499) |
(21,779) |
6.01.02.14 |
Regulatory charges |
(41,786) |
(118,564) |
6.01.02.15 |
Tax, civil and labor risks paid |
(60,668) |
(67,775) |
6.01.02.16 |
Sector financial liability |
562,875 |
121,352 |
6.01.02.17 |
Payables - amounts provided by the CDE |
(7,545) |
(25,164) |
6.01.02.18 |
Other operating liabilities |
132,880 |
86,650 |
6.01.02.19 |
Interest paid on debts and debentures |
(457,262) |
(446,517) |
6.01.02.20 |
Income tax and social contribution paid |
(152,233) |
(92,674) |
6.02 |
Net cash from investing activities |
(677,755) |
(468,595) |
6.02.02 |
Purchases of property, plant and equipment |
(294,813) |
(236,880) |
6.02.03 |
Securities, pledges and restricted deposits |
(51,359) |
(23,471) |
6.02.04 |
Purchases of intangible assets |
(347,506) |
(209,007) |
6.02.05 |
Sale of noncurrent assets |
- |
753 |
6.02.06 |
Intragroup loans |
15,923 |
10 |
6.03 |
Net cash from financing activities |
(881,717) |
(1,156,715) |
6.03.01 |
Borrowings and debentures raised |
801,737 |
417,188 |
6.03.02 |
Repayment of principal of borrowings and debentures, net of derivatives |
(1,410,704) |
(1,524,704) |
6.03.03 |
Settlement of derivatives |
(68,761) |
(28,310) |
6.03.04 |
Payment of business combination |
(2,514) |
(16,191) |
6.03.05 |
Dividend and interest on capital paid |
(224,437) |
(4,698) |
6.03.07 |
Loan agreements with the parent company |
22,962 |
- |
6.05 |
Increase (decrease) in cash and cash equivalents |
(1,287,184) |
(1,277,008) |
6.05.01 |
Cash and cash equivalents at the beginning of the period |
6,164,997 |
5,682,802 |
6.05.02 |
Cash and cash equivalents at the end of the period |
4,877,813 |
4,405,794 |
15
Consolidated Financial Statements
(In thousands of Brazilian reais - R$) |
|||||||||
Code |
Description |
Share capital |
Capital reserves, options granted and treasury shares |
Earnings reserves |
Retained earnings or accumulated losses |
Other comprehensive income |
Equity |
Noncontrolling interests |
Consolidated equity |
5.01 |
Opening balances |
5,741,284 |
468,014 |
1,995,355 |
- |
(234,632) |
7,970,021 |
2,402,647 |
10,372,668 |
5.03 |
Adjusted opening balances |
5,741,284 |
468,014 |
1,995,355 |
- |
(234,632) |
7,970,021 |
2,402,647 |
10,372,668 |
5.04 |
Capital transactions with owners |
- |
- |
(7,820) |
- |
- |
(7,820) |
(3,737) |
(11,557) |
5.04.06 |
Dvidends |
- |
- |
(7,820) |
- |
- |
(7,820) |
- |
(7,820) |
5.04.09 |
Dividends distributed to noncontrolling interests |
- |
- |
- |
- |
- |
- |
- |
(3,737) |
5.05 |
Total comprehensive income |
- |
- |
- |
245,886 |
- |
245,886 |
(13,765) |
232,121 |
5.05.01 |
Profit for the period |
- |
- |
- |
245,886 |
- |
245,886 |
(13,765) |
232,121 |
5.06 |
Internal changes in equity |
- |
- |
26,680 |
(20,269) |
(6,411) |
- |
(8) |
(8) |
5.06.04 |
Share of profit (loss) on comprehensive income of subsidiaries and associates |
- |
- |
- |
6,411 |
(6,411) |
- |
- |
- |
5.06.05 |
Changes in statutory reserve in the period |
- |
- |
26,680 |
(26,680) |
- |
- |
- |
- |
5.06.09 |
Other changes in noncontrolling interests |
- |
- |
- |
- |
- |
- |
(8) |
(8) |
5.07 |
Closing balances |
5,741,284 |
468,014 |
2,014,215 |
225,617 |
(241,043) |
8,208,087 |
2,385,137 |
10,593,224 |
16
Consolidated Financial Statements
(In thousands of Brazilian reais - R$) |
|||||||||
Code |
Description |
Share capital |
Capital reserves, options granted and treasury shares |
Earnings reserves |
Retained earnings |
Other comprehensive income |
Equity |
Noncontrolling interests |
Consolidated equity |
5.01 |
Opening balances |
5,348,312 |
468,082 |
1,672,481 |
- |
185,320 |
7,674,195 |
2,455,943 |
10,130,138 |
5.03 |
Adjusted opening balances |
5,348,312 |
468,082 |
1,672,481 |
- |
185,320 |
7,674,195 |
2,455,943 |
10,130,138 |
5.04 |
Capital transactions with owners |
- |
- |
- |
- |
- |
- |
(3,377) |
(3,377) |
5.04.08 |
Additional dividend approved |
- |
- |
- |
- |
- |
- |
(3,377) |
(3,377) |
5.05 |
Total comprehensive income |
- |
- |
- |
271,349 |
(1,327) |
270,022 |
(38,902) |
231,120 |
5.05.01 |
Profit for the period |
- |
- |
- |
271,349 |
- |
271,349 |
(38,902) |
232,447 |
5.05.02 |
Other comprehensive income |
- |
- |
- |
- |
(1,327) |
(1,327) |
- |
(1,327) |
5.06 |
Internal changes in equity |
- |
- |
55,094 |
(48,637) |
(6,457) |
- |
- |
- |
5.06.05 |
Changes in statutory reserve in the period |
- |
- |
55,094 |
(55,094) |
- |
- |
- |
- |
5.06.06 |
Realization of deemed cost of property, plant and equipment |
- |
- |
- |
9,784 |
(9,784) |
- |
- |
- |
5.06.07 |
Tax effects on realization of deemed cost |
- |
- |
- |
(3,327) |
3,327 |
- |
- |
- |
5.07 |
Closing balances |
5,348,312 |
468,082 |
1,727,575 |
222,712 |
177,536 |
7,944,217 |
2,413,664 |
10,357,881 |
17
Consolidated Interim Financial Statements
(In thousands of Brazilian reais - R$) |
|||
Code |
Description |
YTD current year 01/01/2017 to 03/31/2017 |
YTD prior 01/01/2016 to 03/31/2016 |
7.01 |
Revenues |
8,896,526 |
7,773,904 |
7.01.01 |
Sales of goods and services |
8,179,148 |
7,352,192 |
7.01.02 |
Other revenues |
416,039 |
217,134 |
7.01.02.01 |
Revenue from construction of concession infrastructure |
416,039 |
217,134 |
7.01.03 |
Revenues related to construction of own assets |
348,035 |
250,629 |
7.01.04 |
Allowance for doubtful debts |
(46,696) |
(46,051) |
7.02 |
Inputs purchased from third parties |
(4,679,612) |
(3,554,865) |
7.02.01 |
Cost of sales |
(3,586,020) |
(2,805,031) |
7.02.02 |
Materials, energy, third-party services and others |
(903,503) |
(622,458) |
7.02.04 |
Others |
(190,089) |
(127,376) |
7.03 |
Gross value added |
4,216,914 |
4,219,039 |
7.04 |
Retentions |
(377,397) |
(308,625) |
7.04.01 |
Depreciation and amortization |
(305,281) |
(246,737) |
7.04.02 |
Others |
(72,116) |
(61,888) |
7.04.02.01 |
Amortization of concession intangible assets |
(72,116) |
(61,888) |
7.05 |
Wealth created by the company |
3,839,517 |
3,910,414 |
7.06 |
Wealth received in transfer |
377,753 |
398,026 |
7.06.02 |
Finance income |
298,044 |
334,546 |
7.06.03 |
Others |
79,709 |
63,480 |
7.07 |
Total wealth for disbribution |
4,217,270 |
4,308,440 |
7.08 |
Wealth distributed |
4,217,270 |
4,308,440 |
7.08.01 |
Personnel and charges |
349,210 |
235,212 |
7.08.01.01 |
Salaries and wages |
217,816 |
144,395 |
7.08.01.02 |
Benefits |
113,770 |
77,724 |
7.08.01.03 |
FGTS (Severance Pay Fund) |
17,624 |
13,093 |
7.08.02 |
Taxes, fees and contributions |
2,877,814 |
3,178,742 |
7.08.02.01 |
Federal |
1,404,262 |
1,848,703 |
7.08.02.02 |
State |
1,468,374 |
1,326,061 |
7.08.02.03 |
Municipal |
5,178 |
3,978 |
7.08.03 |
Lenders and lessors |
758,125 |
662,040 |
7.08.03.01 |
Interest |
738,422 |
647,916 |
7.08.03.02 |
Rentals |
19,703 |
14,124 |
7.08.04 |
Shareholders |
232,121 |
232,446 |
7.08.04.03 |
Retained earnings / Loss for the period |
232,121 |
232,446 |
18
The comments on performance are expressed in thousands of Reais, unless otherwise stated.
Profit or loss analysis
CPFL Energia (Parent)
This quarter, the decrease in profit was R$ 25,463 when compared with the same period of the prior year (R$ 245,886 in 2017 and R$ 271,349 in 2016) mainly due to the decrease in profit of investees and increase in general administrative expenses.
19
COMMENTS ON THE CONSOLIDATED PERFORMANCE
Consolidated | ||||||
1st Quarter | ||||||
2017 |
2016 |
Variation | ||||
Gross operating revenue |
8,730,385 |
7,585,647 |
15.1% | |||
Electricity sales to final consumers (*) |
6,821,851 |
6,463,078 |
5.6% | |||
Electricity sales to wholesalers (*) |
950,802 |
748,256 |
27.1% | |||
Revenue from concession infrastructure construction |
416,039 |
217,134 |
91.6% | |||
Other operating revenues (*) |
1,106,695 |
889,432 |
24.4% | |||
Sector financial assets and liabilities |
(565,003) |
(732,253) |
-22.8% | |||
Deductions from operating revenue |
(3,191,606) |
(3,248,878) |
-1.8% | |||
Net operating revenue |
5,538,779 |
4,336,769 |
27.7% | |||
Cost of electric energy |
(3,220,654) |
(2,528,021) |
27.4% | |||
Electricity purchased for resale |
(3,018,384) |
(2,165,933) |
39.4% | |||
Network usage charge |
(202,270) |
(362,089) |
-44.1% | |||
Operating costs and expenses |
(1,578,654) |
(1,145,572) |
37.8% | |||
Personnel |
(332,483) |
(244,967) |
35.7% | |||
Private pension entity |
(28,831) |
(13,913) |
107.2% | |||
Materials |
(55,095) |
(39,785) |
38.5% | |||
Third-party services |
(185,253) |
(149,220) |
24.1% | |||
Depreciation and amortization |
(304,323) |
(246,081) |
23.7% | |||
Amortization of concession intangible asset |
(72,116) |
(61,887) |
16.5% | |||
Cost of concession infrastructure construction |
(414,627) |
(217,035) |
91.0% | |||
Others |
(185,924) |
(172,685) |
7.7% | |||
Income from electric energy services |
739,472 |
663,175 |
11.5% | |||
Finance income (costs) |
(436,138) |
(319,027) |
36.7% | |||
Finance income |
280,711 |
312,332 |
-10.1% | |||
Finance costs |
(716,850) |
(631,359) |
13.5% | |||
Share of profit (loss) of investees |
79,709 |
63,480 |
25.6% | |||
Profit before taxes |
383,043 |
407,629 |
-6.0% | |||
Social contribution |
(40,575) |
(47,166) |
-14.0% | |||
Income tax |
(110,347) |
(128,016) |
-13.8% | |||
Profit for the period |
232,121 |
232,446 |
-0.1% | |||
Profit for the period attributable to owners of the Company |
245,886 |
271,349 |
-9.4% | |||
Profit for the perioid attributable to noncontrolling interests |
(13,765) |
(38,902) |
-64.6% | |||
EBITDA |
1,195,765 |
1,034,769 |
15.6% | |||
Reconciliation of Profit for the Period and EBITDA |
|
|
|
|
|
|
Profit for the Period |
232,121 |
232,446 |
| |||
Depreciation and amortization |
376,440 |
307,968 |
| |||
Amortization of fair value adjustment of assets |
145 |
145 |
| |||
Finance income (costs) |
436,138 |
319,027 |
| |||
Social contribution |
40,575 |
47,166 |
| |||
Income tax |
110,347 |
128,016 |
| |||
EBITDA |
1,195,765 |
1,034,769 |
| |||
|
|
|
|
|
|
|
(*) For purposes of presentation of the comments on performance, the reclassification of revenue from network usage charge - TUSD to captive consumer was not made.
20
Gross operating revenue
Gross operating revenue for the 1st quarter of 2017 was R$ 8,730,385, an increase of 15.1% (R$ 1,144,738) compared with the same period of the prior year.
The main factors of this variation were:
· Increase of 5.6% (R$ 358,773) in the supply of electric energy, justified by the beginning of consolidation of RGE Sul (R$ 1,164,248), increase of 1.5% (R$ 96,828) in the amount of energy sold, offset by the decrease in average tariffs of 13.8% (R$ 902,303), mainly from the decrease in revenue from tariff flags, which, in the first quarter of 2016, was predominantly “red” and negative effect of the Annual Tariff Adjustment (RTA) and Periodic Tariff Adjustment (RTP);
· Increase of 27.1% (R$ 202,546) in the energy supply, mainly due to:
o Increase of 21.4% (R$ 100,706) in other concessionaires and licensees, basically due to the increase in the amount sold of 26.1% (R$ 122,926), partially offset by the decrease in the average price of 3.7% (R$ 22,220);
o Increase of 57.5% (R$ 89,360) in sale of spot market energy in CCEE (Electric Energy Trading Chamber), basically due to the volume sold of 141.4% (R$ 219,609) and beginning of consolidation of RGE Sul (R$ 12,006), offset by the decrease in average price of 37.9% (R$ 142,255);
o Increase of 10.2% (R$ 12,480) in Furnas due to price adjustment.
· Increase of 22.8% (R$ 167,251) in sector financial asset and liability, due to a lower liability set up in the period, basically for (i) set up of cost of energy and ESS and CDE charges, Neutrality and Overcontracting, associated to (ii) amortization of approved assets and liabilities, partially offset by the effects of the beginning of consolidation of RGE Sul (R$ 116,648).
· Increase of 24.4% (R$ 217,264) in other operating revenues, basically due to (i) beginning of consolidation of RGE Sul (R$ 193,840), (ii) low income subsidies and tariff discounts using amounts from the Energy Development Account (“CDE”) (R$ 61,637), offset by the decreases in the adjustment of the concession financial asset (R$ 46,596).
Ø Amount of energy sold
In the 1st quarter of 2017, the amount of energy billed to captive consumers in the period, including other licensees and excluding the acquisition of RGE Sul, presented a decrease of 5.3% when compared with the same quarter of the prior year.
The comments below regarding the performance by consumption class do not consider the acquisition of RGE Sul:
· The consumption of the residential class represents 43.2% of the total market supplied by distributors. Despite the negative performance of income mass, which, in the accumulated of 12 months (until February 2017) recorded a fall of 2.8%, consumption recorded an increase of 1.5% in the 1st quarter of 2017, in relation to the same period of the prior year, due to the temperature effect and, mainly, due to the vegetation growth.
· The commercial class, which represents 21.0% of the total market supplied by distributors, presented a drop of 10.4% in the 1st quarter of 2017 in relation to the same period of the prior year. The result partly reflects the behavior of income mass indexes and trade sales in the country (both in the accumulated of 12 months until February 2017), with a drop of 2.8% and 5.4%, respectively, but mainly due to the effect of change of clients to the free market.
· The industrial class, which represents 14.2% of the total market supplied by distributors, reported a fall of 23.4% in the 1st quarter of 2017 in relation to the same period of the prior year. Such performance is a direct consequence of the poor performance of the country’s industrial activity, which in the 12-month accumulated (until February 2017), recorded a fall of 4.7% and mainly due to the effect of changes of clients to the free market.
· The other consumption classes (rural, public administration, public utilities and licensees) participate with 21.6% of the total market supplied by distributors. Such classes presented a growth of 2.5% in the 1st quarter of 2017 in relation to the same period of the prior year. This performance reflects the growth in consumption of classes: (i) rural, due to lower rainfall in the first quarter in relation to the same period of the prior year, entailing greater irrigation for the rural activity and (ii) Licensees, which mainly supply to residential consumers.
21
· Regarding the amount of energy sold and transported in the concession area, which impacts both the billed supply (captive market) and the TUSD collection (free market), there was a stagnation of 0.1% when compared with the same period of the prior year. The variation by class presented an increase of 1.5% in the residential class, a fall of 0.7% in the commercial class and a fall of 2.2% in the industrial class. Regarding other classes, there was a growth of 4.0%.
Considering the acquisition of RGE Sul in November 2016, the amount of energy billed to captive consumers in the period, including other licensees in the 1st quarter of 2017, posted a growth of 14.5% when compared with the same quarter of the prior year.
Regarding the amount of energy sold and transported in the concession area, which impacts both the billed supply (captive market) and the TUSD collection (free market), there was a growth of 18.1% when compared with the same period of the prior year. The variation by class presented an increase of 20.2% in the residential class, 13.9% in the commercial class, 10.0% in the industrial class and 38.5% in other classes.
Ø Tariffs
In the 1st quarter of 2017, energy supply tariffs decreased on average 13.8%. This occurred mainly due to the effects of the annual tariff adjustments and periodic tariff review, as follows:
Periodic Tariff Review (“RTP”) and Annual Tariff Review (“RTA”) | ||||||||||
2017 |
2016 | |||||||||
Distributor |
Month |
RTA |
Consumer perception (a) |
RTA / RTP |
Consumer perception (a) | |||||
CPFL Paulista |
April (b) |
-0.80% |
-10.50% |
9.89% |
7.55% | |||||
CPFL Piratininga |
October |
(c) |
(c) |
-12.54% |
-24.21% | |||||
RGE |
June |
(c) |
(c) |
-1.48% |
-7.51% | |||||
RGE Sul |
April (b) |
-0.20% |
-6.43% |
3.94% |
-0.34% | |||||
CPFL Santa Cruz |
March |
-2.44% |
-8.42% |
22.51% |
7.15% | |||||
CPFL Leste Paulista |
March |
-1.20% |
-4.15% |
21.04% |
13.32% | |||||
CPFL Jaguari |
March |
-0.74% |
-2.56% |
29.46% |
13.25% | |||||
CPFL Sul Paulista |
March |
-3.12% |
-10.73% |
24.35% |
12.82% | |||||
CPFL Mococa |
March |
-0.95% |
-3.28% |
16.57% |
9.02% |
(a) represents the average effect perceived by the consumer, as a result of the elimination from the tariff base of financial components that had been added in the prior tariff adjustment (information not reviewed by the independent auditors).
(b) As described in Note 35.4, in April 2107, the subsidiaries CPFL Paulista and RGE Sul had their tariffs adjusted.
(c) The respective adjustments for 2017 have not occurred yet.
Deductions from operating revenue
22
Deductions from operating revenue in the 1st quarter of 2017 were R$ 3,191,606, a decrease of 1.8% (R$ 57,272) in relation to the same quarter of 2016, which mainly occurred due to:
· Decrease of 23.4% (R$ 294,093) in sector charges, basically due to a decrease (i) in the recognition of effects of tariff flags and others (R$ 319,589), (ii) decrease in Energy Development Account – CDE (R$ 130,090) from the new quota for the year 2017, offset by the increase (i) beginning of consolidation of RGE Sul (R$ 135,195) and (ii) Proinfa (R$ 18,806);
· Increase of 10.7% (R$ 142,181) on ICMS, mainly due to the beginning of consolidation of RGE Sul (R$ 314,438), offset by a decrease in billed supply;
· Increase of 14.1% (R$ 93,997) on PIS and COFINS, mainly due to the beginning of consolidation of RGE Sul (R$ 127,612), offset by a decrease in the basis for calculation of these taxes (energy supply).
Cost of electric energy
The cost of electric energy this quarter amounted to R$ 3,220,654 an increase of 27.4% (R$ 692,633) in relation to the same period of the prior year, mainly justified by:
· Increase of 39.4% (R$ 852,451) in electric energy purchased for resale, due to:
o increase due to the beginning of consolidation of RGE Sul (R$ 419,167)
o increase of 16.4% (R$ 265,269) in the amount of energy purchased;
o increase of 13.3% (R$ 251,252) in average price due to the increase in the difference settlement price (PLD), mainly offset by:
o decrease of 15.2% (R$ 83,236) in energy purchased from Itaipu mainly due to a tariff decrease;
· Decrease of 44.1% (R$ 159,819) in transmission and distribution system usage charges, basically due to a decrease in the system service charge – ESS (R$ 197,942), offset by the increase due to the beginning of consolidation of RGE Sul (R$ 37,801).
Operating costs and expenses
Disregarding the cost of construction of the concession infrastructure, Operating Costs and Expenses this quarter amounted to R$ 1,164,027, an increase of 25.4% (R$ 235,490) compared with the same period of the prior years. This variation is mainly due to:
· Personnel: increase of 35.7% (R$ 87,516), mainly due to (i) beginning of consolidation of RGE Sul (R$ 41,508) and (ii) effects of the collective labor agreement and increase in the number of employees;
· Private pension entity: increase of 107.2% (R$ 14,919) due to the recognition of the impact of the actuarial report of 2017;
· Materials: increase of 38,5% (R$ 15,310), basically due to (i) beginning of consolidation of RGE Sul (R$ 8,723), (ii) maintenance of fleet (R$ 4,450) and (iii) replacement of material for the maintenance of lines and networks (R$ 2,614);
· Third-party services: increase of 24.1% (R$ 36,033), basically due to the beginning of consolidation of RGE Sul (R$ 31,132);
· Depreciation and amortization: increase of 23.7% (R$ 58,243), basically due to (i) beginning of consolidation of RGE Sul (R$ 35,958) and (ii) increase of R$ 16,710 in the subsidiary CPFL Renováveis mainly due to the effects of companies entering operation in the period;
· Amortization of the concession intangible asset: increase of 16.5% (R$ 10,229) mainly due to the beginning of consolidation of RGE Sul (R$ 9,404);
· Other expenses: increase of 7.7% (R$ 13,240), mainly due to (i) beginning of consolidation of RGE Sul (R$ 23,210), (ii) write-off the concession financial asset update (R$ 2,944), (iii) recovery of expenses (R$ 2,612), (iv) loss on disposal and retirement of assets (R$ 2,519), (v) amortization of GSF premium GSF (R$ 1,115), offset by decreases in (i) legal expenses (R$ 13,467), (ii) expenses with allowance for doubtful debts (R$ 7,382).
Finance income (costs)
Net finance result this quarter presented costs of R$ 436,138, compared with R$ 319,027 in the same period of 2016, an increase in net finance costs of 36.7% (R$ 117,111). Such variation is basically due to:
· Decrease in finance income of 10.1% (R$ 31,620), basically from decreases in (i) sector financial asset updates (R$ 51,287) and (ii) adjustment for inflation and exchange rate changes (R$ 23,679), partially offset by increase in (i) financial investment earnings (R$ 22,546) and (ii) beginning of consolidation of RGE Sul (R$ 21,772);
23
· Increase in finance costs of 13.5% (R$ 85,491), mainly from (i) beginning of consolidation of RGE Sul (R$ 49,570), (ii) debt charges and adjustment for inflation and exchange rate changes (R$ 40,171).
Share of profit (loss) of investees
The variation in share of profit (loss) of investees refers to the effect of the share of profit (loss) of joint ventures, as follows:
|
|
1st Quarter 2017 |
|
1st Quarter 2016 |
Epasa |
|
19,032 |
|
15,324 |
Baesa |
|
1,282 |
|
7,185 |
Enercan |
|
34,151 |
|
22,672 |
Chapecoense |
|
25,389 |
|
18,443 |
Amortization of fair value adjustment of asset |
|
(145) |
(145) | |
Total |
|
79,709 |
|
63,480 |
· Enercan: increase of R$ 11,479 mainly due to (i) increase in revenue from energy sale of R$ 3,445 basically due to sale contract adjustments, (ii) decrease in cost of energy purchased of R$ 5.571, basically reflecting the decrease in average settlement price and (iii) decrease in other expenses of R$ 1,856, basically due to decrease in the financial compensation fee for the use of water resources;
· Chapecoense: increase of R$ 6,946 mainly due to the decrease in finance costs of R$ 7,034, due to the decrease in Use of Public Assets.
Social Contribution and Income Tax
Expenses on taxes on profit in the 1° quarter of 2017 were R$ 150,922, a decrease of 13.8% (R$ 24,260) in relation to the one recorded in the same quarter of 2016, which reflects mainly the effects of variation in Profit Before Taxes.
Profit for the Period and EBITDA
Due to the factors described above, the profit for this quarter was R$ 232,121, 0.1% (R$ 326) lower than the one of the same period of 2016.
EBITDA (Earnings before depreciation, amortization, finance income and costs, and income tax and social contribution) for the 1st quarter of 2017 was R$ 1,195,765, 15.6% (R$ 160,997) higher than the one determined in the same period of 2016.
24
COMMENT ON THE PERFORMANCE OF SUBSIDIARIES/ASSOCIATES
Subsidiary/Associate: Companhia Paulista de Força e Luz - CPFL
The subsidiary Companhia Paulista de Força e Luz - CPFL is a publicly-held corporation, and the comment on its performance is included in its Quarterly Financial Information - ITR as of March 31, 2017 filed with the Brazilian Securities and Exchange Commission (CVM).
Subsidiary/Associate: CPFL Geração de Energia S.A.
The subsidiary CPFL Geração de Energia S/A is a publicly-held corporation, and the comments on its individual and consolidated performance is included in its Quarterly Financial Information – ITR as of March 31, 2017 filed with the Brazilian Securities and Exchange Commission (CVM).
Subsidiary/Associate: Companhia Piratininga de Força e Luz
The subsidiary Companhia Piratininga de Força e Luz is a publicly-held corporation, and the comments on its performance is included in its Quarterly Financial Information – ITR as of March 31, 2017 filed with the Brazilian Securities and Exchange Commission (CVM).
Subsidiary/Associate: Rio Grande Energia S.A.
The subsidiary Rio Grande Energia S.A. is a publicly-held corporation, and the comment on its performance is included in its Quarterly Financial Information – ITR as of March 31, 2017 filed with the Brazilian Securities and Exchange Commission (CVM).
Subsidiary/Associate: RGE Sul Distribuidora de Energia S.A.
The subsidiary RGE Sul Distribuidora de Energia S.A is a publicly-held corporation, and the comment on its performance is included in its Quarterly Financial Information – ITR as of March 31, 2017 filed with the Brazilian Securities and Exchange Commission (CVM).
25
Subsidiary: CPFL Comercialização Brasil S.A.
Consolidated | ||||||
1st Quarter | ||||||
2017 |
2016 |
Variation | ||||
Gross operating revenue |
703,672 |
488,388 |
44.1% | |||
Electricity sales to final consumers |
436,533 |
315,769 |
38.2% | |||
Electricity sales to wholesalers |
267,136 |
172,589 |
54.8% | |||
Other operating revenues |
2 |
30 |
-92.7% | |||
Deductions from operating revenue |
(84,129) |
(57,287) |
46.9% | |||
Net operating revenue |
619,543 |
431,101 |
43.7% | |||
Cost of electric energy |
(569,201) |
(406,116) |
40.2% | |||
Electricity purchased for resale |
(569,175) |
(406,118) |
40.2% | |||
Network usage charge |
(25) |
1 |
-2252.2% | |||
Operating expenses |
(11,633) |
(9,677) |
20.2% | |||
Personnel |
(7,742) |
(5,491) |
41.0% | |||
Materials |
(34) |
(60) |
-42.8% | |||
Third-party services |
(2,076) |
(1,525) |
36.2% | |||
Depreciation/amortization |
(907) |
(969) |
-6.4% | |||
Others |
(873) |
(1,632) |
-46.5% | |||
Income from electric energy services |
38,709 |
15,308 |
152.9% | |||
Finance income (costs) |
(11,199) |
1,355 |
-926.2% | |||
Finance income |
7,051 |
9,656 |
-27.0% | |||
Finance costs |
(18,250) |
(8,300) |
119.9% | |||
Profit before taxes |
27,510 |
16,663 |
65.1% | |||
Social contribution |
(2,522) |
(1,500) |
68.1% | |||
Income tax |
(7,018) |
(4,137) |
69.6% | |||
Profit for the period |
17,970 |
11,026 |
63.0% | |||
Profit for the period attributable to owners of the Company |
17,970 |
11,026 |
63.0% | |||
EBITDA |
39,616 |
16,277 |
143.4% | |||
Reconciliation of Profit for the Period and EBITDA (*) |
|
|
|
|
|
|
Profit for the Period |
17,970 |
11,026 |
| |||
Depreciation and amortization |
907 |
969 |
| |||
Finance income (costs) |
11,199 |
(1,355) |
| |||
Social contribution |
2,522 |
1,500 |
| |||
Income tax |
7,018 |
4,137 |
| |||
EBITDA |
39,616 |
16,277 |
| |||
|
|
|
|
|
|
|
(*) information not reviewed by the independent auditors. |
Gross Operating Revenue
The gross operating revenue of the 1st quarter of 2017 was R$ 703,672, an increase of R$ 215,284 (44.1%) in relation to the same quarter of 2016, mainly explained by the (i) increase in the amount of energy sold to free consumers and concessionaires (1.433 GWh – R$ 249,461); (ii) gain in operations of CCEE due to an increase in the amount of energy traded (41 GWh – R$ 8,633); partially offset by (iii) a decrease in the average price used in sales in the period (R$ 45,009).
26
Cost of Electric Energy
Cost of electric energy of the 1st quarter of 2017 was R$ 569,201, an increase of R$ 163,085 (40.2%) in relation to the same quarter of 2016, basically explained by bilateral contracts: increase in volume purchased (1.477 GWh - R$ 207,183) with decrease in average price of 11.6% (R$ 47,106).
Finance Income (Costs)
The finance result determined in the 1st quarter of 2017 was a finance cost of R$ 11,199, a decrease of R$ 12,554 in relation to the same quarter of 2016, mainly explained by the 3rd issue of debentures in the 4th quarter of 2016, which generated an additional finance cost of R$ 13,124.
Profit for the Period and EBITDA
The result determined in the 1st quarter of 2017 was a profit of R$ 17,970, an increase of R$ 6,944 (63.0%) when compared with the same quarter of 2016.
EBITDA (Earnings before finance result, income tax and social contribution and depreciation and amortization) for the 1st quarter of 2017 was R$ 39.616, an increase of 143.4% when compared with the same quarter of 2016, which was R$ 16,277 (information not reviewed by the Independent Auditors).
27
The accompanying notes are an integral part of these interim financial statements.
28
(*) Comprises the effects of note 2.8
The accompanying notes are an integral part of these financial statements
30
(*) Includes the effects of note 2.8
The accompanying notes are an integral part of these interim financial statements.
34
CPFL ENERGIA S.A.
NOTES TO THE INTERIM FINANCIAL STATEMENTS
AT MARCH 31, 2017
(Amounts in thousands of Brazilian reais – R$, unless otherwise stated)
( 1 ) OPERATIONS
CPFL Energia S.A. (“CPFL Energia” or “Company”) is a publicly-held corporation incorporated for the principal purpose of operating as a holding company, with equity interests in other companies primarily engaged in electric energy distribution, generation and commercialization activities in Brazil.
The Company’s registered office is located at Rua Gomes de Carvalho, 1510 – 14th floor - Office 142 - Vila Olímpia - São Paulo - SP - Brazil.
The Company has direct and indirect interests in the following subsidiaries and joint ventures (information on the concession area, number of consumers, energy production capacity and related data are not audited by the independent auditors):
Energy distribution |
Company type |
Equity interest |
Location (state) |
Number of municipalities |
Approximate number of consumers (in thousands) |
Concession period |
End of the concession | |||||||
Companhia Paulista de Força e Luz ("CPFL Paulista") |
Publicly-held corporation |
Direct |
Interior of São Paulo |
234 |
4,324 |
30 years |
November 2027 | |||||||
Companhia Piratininga de Força e Luz ("CPFL Piratininga") |
Publicly-held corporation |
Direct |
Interior and coast of São Paulo |
27 |
1,702 |
30 years |
October 2028 | |||||||
Rio Grande Energia S.A. ("RGE") |
Publicly-held corporation |
Direct |
Interior of Rio Grande do Sul |
255 |
1,466 |
30 years |
November 2027 | |||||||
RGE Sul Distribuidora de Energia S.A. ("RGE Sul") |
Publicly-held corporation |
Indirect |
Interior of Rio Grande do Sul |
118 |
1,324 |
30 years |
November 2027 | |||||||
Companhia Luz e Força Santa Cruz ("CPFL Santa Cruz") |
Privately-held corporation |
Direct |
Interior of São Paulo and Paraná |
27 |
210 |
30 years |
July 2045 | |||||||
Companhia Leste Paulista de Energia ("CPFL Leste Paulista") |
Privately-held corporation |
Direct |
Interior of São Paulo |
7 |
58 |
30 years |
July 2045 | |||||||
Companhia Jaguari de Energia ("CPFL Jaguari") |
Privately-held corporation |
Direct |
Interior of São Paulo |
2 |
41 |
30 years |
July 2045 | |||||||
Companhia Sul Paulista de Energia ("CPFL Sul Paulista") |
Privately-held corporation |
Direct |
Interior of São Paulo |
5 |
85 |
30 years |
July 2045 | |||||||
Companhia Luz e Força de Mococa ("CPFL Mococa") |
Privately-held corporation |
Direct |
Interior of São Paulo and Minas Gerais |
4 |
47 |
30 years |
July 2045 |
Installed power (MW) | ||||||||||||
Energy generation |
Company type |
Equity interest |
Location (state) |
Number of plants / type of energy |
Total |
CPFL share | ||||||
CPFL Geração de Energia S.A. |
Publicly-held corporation |
Direct |
São Paulo and Goiás |
3 Hydropower plants (a) |
1,295 |
688 | ||||||
CERAN - Companhia Energética Rio das Antas |
Privately-held corporation |
Indirect |
Rio Grande do Sul |
3 Hydropower plants |
360 |
234 | ||||||
Foz do Chapecó Energia S.A. |
Privately-held corporation |
Indirect |
Santa Catarina and |
1 Hydropower plant |
855 |
436 | ||||||
Campos Novos Energia S.A. |
Privately-held corporation |
Indirect |
Santa Catarina |
1 Hydropower plant |
880 |
429 | ||||||
BAESA - Energética Barra Grande S.A. |
Publicly-held corporation |
Indirect |
Santa Catarina and |
1 Hydropower plant |
690 |
173 | ||||||
Centrais Elétricas da Paraíba S.A. |
Privately-held corporation |
Indirect |
Paraíba |
2 Thermal plants |
342 |
182 | ||||||
Paulista Lajeado Energia S.A. |
Privately-held corporation |
Indirect |
Tocantins |
1 Hydropower plant |
903 |
63 | ||||||
CPFL Energias Renováveis S.A. |
Publicly-held corporation |
Indirect |
(c) |
(c) |
(c) |
(c) | ||||||
CPFL Centrais Geradoras Ltda ("CPFL Centrais Geradoras") |
Limited liability company |
Direct |
São Paulo and Minas Gerais |
6 small hydropower plants |
4 |
4 |
Energy commercialization |
Company type |
Core activity |
Equity interest | |||
CPFL Comercialização Brasil S.A. ("CPFL Brasil") |
Privately-held corporation |
Energy commercialization |
Direct | |||
Clion Assessoria e Comercialização de Energia Elétrica Ltda. |
Limited liability company |
Commercialization and provision of energy services |
Indirect | |||
CPFL Comercialização Cone Sul S.A. ("CPFL Cone Sul") |
Privately-held corporation |
Energy commercialization |
Indirect | |||
CPFL Planalto Ltda. ("CPFL Planalto") |
Limited liability company |
Energy commercialization |
Direct | |||
CPFL Brasil Varejista S.A. ("CPFL Brasil Varejista") |
Privately-held corporation |
Energy commercialization |
Indirect |
35
Provision of services |
Company type |
Core activity |
Equity interest | |||
CPFL Serviços, Equipamentos, Industria e Comércio S.A. |
Privately-held corporation |
Manufacturing, commercialization, rental and maintenance of electro-mechanical equipment and service provision |
Direct | |||
NECT Serviços Administrativos Ltda ("Nect") |
Limited liability company |
Provision of administrative services |
Direct | |||
CPFL Atende Centro de Contatos e Atendimento Ltda. ("CPFL Atende") |
Limited liability company |
Provision of call center services |
Direct | |||
CPFL Total Serviços Administrativos Ltda. ("CPFL Total") |
Limited liability company |
Collection services |
Direct | |||
CPFL Eficiência Energética S.A ("CPFL ESCO") |
Privately-held corporation |
Energy efficiency management |
Direct | |||
TI Nect Serviços de Informática Ltda. ("Authi") |
Limited liability company |
Provision of IT services |
Direct | |||
CPFL GD S.A ("CPFL GD") |
Privately-held corporation |
Provision of maintenance services for energy generation companies |
Indirect |
Others |
Company type |
Core activity |
Equity interest | |||
CPFL Jaguariúna Participações Ltda ("CPFL Jaguariuna") |
Limited liability company |
Holding company |
Direct | |||
CPFL Jaguari de Geração de Energia Ltda ("Jaguari Geração") |
Limited liability company |
Holding company |
Direct | |||
Chapecoense Geração S.A. ("Chapecoense") (d) |
Privately-held corporation |
Holding company |
Indirect | |||
Sul Geradora Participações S.A. ("Sul Geradora") |
Privately-held corporation |
Holding company |
Indirect | |||
CPFL Telecom S.A ("CPFL Telecom") |
Privately-held corporation |
Telecommunication services |
Direct | |||
CPFL Transmissão Piracicaba S.A ("CPFL Transmissão Piracicaba") |
Privately-held corporation |
Energy transmission services |
Indirect | |||
CPFL Transmissora Morro Agudo S.A ("CPFL Transmissão Morro Agudo") |
Privately-held corporation |
Energy transmission services |
Indirect |
a) CPFL Geração has 51.54% of the assured energy and power of the Serra da Mesa hydropower plant, which concession is owned by Furnas. The plants Carioba and Cariobinha are inactive while they await the position of the Ministry of Mines and Energy on the early termination of their concession and are not included in the table.
b) Paulista Lajeado holds a 7% interest in the installed power of Investco S.A. (5.94% interest in total capital).
c) CPFL Renováveis has operations in the states of São Paulo, Minas Gerais, Mato Grosso, Santa Catarina, Ceará, Rio Grande do Norte, Paraná and Rio Grande do Sul and its main activities are: (i) holding investments in companies of the renewable energy segment; (ii) identification, development, and exploration of generation potentials; and (iii) sale of electric energy. At March 31, 2017, CPFL Renováveis had a portfolio of 126 projects of 2,904.1 MW of installed capacity (2,054.3 MW in operation).
· Hydropower generation: 47 SHP’s (555.3 MW) with 39 SHPs in operation (423 MW) and 8 SHPs under development (132.3 MW);
· Wind power generation: 70 projects (1,977.7 MW) with 43 projects in operation (1,260.2 MW) and 27 projects under construction/development (717.5 MW);
· Biomass power generation: 8 plants in operation (370.0 MW);
· Solar power generation: 1 solar plant in operation (1.1 MW).
d) The joint venture Chapecoense has as its direct subsidiary Foz do Chapecó and fully consolidates its financial statements.
( 2 ) PRESENTATION OF THE INTERIM FINANCIAL INFORMATION
2.1 Basis of presentation
This interim individual (Parent Company) and consolidated financial information has been prepared and is being presented in accordance with the International Accounting Standard IAS 34 - Interim Financial Reporting, issued by the International Accounting Standard Board – IASB, and also based on standards issued by the Brazilian Securities and Exchange Commission (CVM), applicable to the preparation of Quarterly Financial Information (ITR), in accordance with Technical Pronouncement CPC 21 (R1) - Interim Financial Reporting.
The Company and its subsidiaries also follows the guidelines of the Accounting Manual of the Brazilian Electricity Sector and the standards laid down by the Brazilian Electricity Regulatory Agency (Agência Nacional de Energia Elétrica – ANEEL), when these do not conflict with the accounting practices adopted in Brazil and/or with international Financial Reporting.
36
The accounting practices and criteria adopted in preparing this individual and consolidated interim financial information are consistent with those adopted in preparing the financial statements at December 31, 2016, and therefore should be read together.
Management states that all significant information specific to interim financial information is disclosed and corresponds to the information used in managing the Company and its subsidiaries.
The interim financial information was approved by Management and authorized for issue on May 4, 2017.
2.2 Basis of measurement
The interim financial information has been prepared on the historical cost basis except for the following items recorded in the statements of financial position: 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. The classification of the fair value measurement in the level 1, 2 or 3 categories (depending on the degree of observance of the variables used) is presented in note 32 – Financial Instruments.
2.3 Use of estimates and judgments
The preparation of the interim financial information requires the Company’s management and its subsidiaries 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, the Company’s management and its subsidiaries reviews the estimates and assumptions on an ongoing basis, based on previous experience and other relevant factors. Adjustments resulting from revisions to accounting estimates are recognized in the period in which the estimates are revised and applied on a prospective basis.
The main accounts that require the adoption of estimates and assumptions, which are subject to a greater degree of uncertainty and may result in a material adjustment if these estimates and assumptions suffer significant changes in subsequent periods, are:
2.4 Functional currency and presentation currency
The Company’s and its subsidiaries functional currency is the Brazilian Real, and the individual and consolidated interim financial information is being presented in thousands of reais. Figures are rounded only after sum-up of the amounts. Consequently, when summed up, the amounts stated in thousands of reais may not tally with the rounded totals.
2.5 Segment information
An operating segment is a component of the Company (i) that engages in operating activities from which it earns revenues and incurs 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 individual financial information is available.
The Company’s and its subsidiaries officers use reports to make strategic decisions, segmenting the business into: (i) electric energy distribution activities (“Distribution”); (ii) electric energy generation from conventional sources activities (“Generation”); (iii) electric energy generation activities from renewable sources (“Renewables”); (iv) energy commercialization activities (“Commercialization”); (v) service activities (“Services”); and (vi) other activities not listed in the previous items.
37
The presentation of the operating segments includes items directly attributable to them, as well as any allocations required, including intangible assets, see note 29 for further details.
2.6 Information on equity interests
The Company's equity interests in direct and indirect subsidiaries and joint ventures are described in note 1. Except for (i) the companies ENERCAN, BAESA, Chapecoense and EPASA, which use the equity method of accounting, and (ii) the investment measured at cost by the subsidiary Paulista Lajeado in Investco S.A., all other entities are fully consolidated.
At March 31, 2017 and December 31, 2016, and for the quarters ended March 31, 2017 and 2016, the noncontrolling interests in the consolidated balances refer to interests held by third parties in subsidiaries CERAN, Paulista Lajeado and CPFL Renováveis.
2.7 Statement of value added
The Company has prepared the individual and consolidated statements of value added (“DVA”) in conformity with technical pronouncement CPC 09 - Statement of Value Added, which are presented as an integral part of the interim financial information in accordance with accounting practices adopted in Brazil and as supplementary information to the interim financial information in accordance with IFRS, as this statement is neither provided for nor required by IFRS.
2.8 Restatements in the 1st quarter of 2016 interim financial information
As mentioned in note 2.8 to the financial statements at December 31, 2016, the Company and its electricity distribution subsidiaries, for a better presentation of their operating and financial performance, concluded that the adjustment of the expected cash flow of the indemnifiable financial asset of the concession of each distribution company, previously presented in the line item of finance income, within finance income (costs), should be more properly classified in the group of operating income, together with the other income related to their core activity. This allocation reflects more accurately the electricity distribution business model and allows a better presentation regarding its performance.
According to the guidance in CPC 23 / IAS 8 – Accounting Policies, Changes in Accounting Estimates and Errors, the Company and its subsidiaries changed their accounting policy previously adopted to an accounting policy that better reflects the business performance of the Company and its subsidiaries (for the reasons mentioned above) and, therefore, made the retrospective reclassifications in their corresponding information submitted for comparative purposes corresponding to the statements of profit or loss and value added, in relation to those originally issued on April 29, 2016.
The reclassifications made do not change the total assets, equity and profit for the period, or the statement of cash flows.
The statements of profit or loss and value added, for comparability purposes, are presented below:
38
Statement of profit or loss for the period
Consolidated | ||||||
Reconciliation of statement of profit or loss |
1st quarter 2016 |
Reclassifications |
1st quarter 2016 (Restated) | |||
Net operating revenue |
4,249,389 |
87,380 |
4,336,769 | |||
Cost of electric energy services |
||||||
Cost of electric energy |
(2,528,021) |
- |
(2,528,021) | |||
Cost of operation |
(524,053) |
(524,053) | ||||
Cost of services rendered to third parties |
(217,536) |
- |
(217,536) | |||
Gross profit |
979,779 |
87,380 |
1,067,159 | |||
Operating expenses |
||||||
Selling expenses |
(127,356) |
- |
(127,356) | |||
General and administrative expenses |
(205,091) |
- |
(205,091) | |||
Other operating expenses |
(71,537) |
- |
(71,537) | |||
Income from electric energy services |
575,796 |
87,380 |
663,176 | |||
Equity interests in subsidiaries, associates and joint ventures |
63,480 |
63,480 | ||||
Finance income (costs) |
||||||
Finance income |
404,849 |
(92,517) |
312,332 | |||
Finance costs |
(636,496) |
5,137 |
(631,359) | |||
(231,647) |
(87,380) |
(319,027) | ||||
Profit before taxes |
407,629 |
- |
407,629 | |||
Social contribution |
(47,166) |
- |
(47,166) | |||
Income tax |
(128,016) |
- |
(128,016) | |||
(175,182) |
- |
(175,182) | ||||
Profit for the period |
232,446 |
- |
232,446 |
Statement of value added for the period
Consolidated | ||||||
1st quarter 2016 |
Reclassifications |
1st quarter 2016 (Restated) | ||||
1 - Revenues |
7,702,844 |
87,380 |
7,790,224 | |||
1.1 Operating revenues |
7,281,132 |
87,380 |
7,368,512 | |||
1.2 Revenue related to construction of own assets |
250,629 |
250,629 | ||||
1.3 Revenue from construction of concession infrastructure |
217,134 |
217,134 | ||||
1.4 Allowance for doubtful debts |
(46,051) |
(46,051) | ||||
2 - (-) Inputs purchased from third parties |
(3,571,185) |
- |
(3,571,185) | |||
3 - Gross value added (1+2) |
4,131,659 |
87,380 |
4,219,039 | |||
4 - Retentions |
(308,625) |
- |
(308,625) | |||
5 - Wealth created by the company (3+4) |
3,823,034 |
87,380 |
3,910,414 | |||
6 - Wealth received in transfer |
490,543 |
(92,517) |
398,026 | |||
6.1 Finance income |
427,063 |
(92,517) |
334,546 | |||
6.2 Share of profit (loss) of investees |
63,480 |
63,480 | ||||
7 - Total wealth for distribution (5+6) |
4,313,577 |
(5,137) |
4,308,440 | |||
8 - Wealth distributed |
||||||
8.1 Personnel and charges |
235,211 |
- |
235,211 | |||
8.2 Taxes, fees and contributions |
3,178,742 |
- |
3,178,742 | |||
8.3 Lenders and lessors |
667,177 |
(5,137) |
662,040 | |||
8.3.1 Interest |
653,053 |
(5,137) |
647,916 | |||
8.3.2 Rentals |
14,124 |
14,124 | ||||
8.4 Shareholders |
232,446 |
- |
232,446 | |||
4,313,577 |
(5,137) |
4,308,440 | ||||
39
( 3 ) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The interim financial information of the Company and its subsidiaries has been prepared based on the same accounting policies described in notes 3.1 to 3.18, disclosed in the financial statements for the year ended December 31, 2016.
( 4 ) FAIR VALUE MEASUREMENT
A number of the Company’s and its subsidiaries accounting policies and disclosures require the fair value measurement, 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, additional information on the assumptions made in the fair value measurement is disclosed in the notes specific to that asset or liability.
Accordingly, the Company and its subsidiaries measures fair value in accordance with IFRS 13 / CPC 46, which defines the fair value as the price estimate for which an unforced transaction for the sale of the asset or transfer of the liability would occur between market participants under current market conditions at the measurement date.
- 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 of these assets is the estimated value for which an asset could be exchanged on the valuation date between knowledgeable interested parties in an unforced transaction between market participants at the measurement date. 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 value are valued based on quoted prices in an active market, or, if such prices are not available, they are assessed using pricing models, applied individually to each transaction, taking into consideration future payment flows, based on the contractual conditions, discounted to present value at rates obtained from market interest curves, having as a basis, whenever available, information obtained from the websites of 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 32) and also includes the debtor's credit risk rate.
Financial assets classified as available-for-sale refer to the right to compensation, to be paid by the Federal Government when the distribution concessionaires’ assets are handed over at the end of the concession period. The methodology adopted for fair value measurement of these assets is based on the tariff review process for distributors. This process, conducted every four or five years according to each concessionaire, involves assessing the replacement price of the distribution infrastructure, in accordance with criteria established by the granting authority (“ANEEL”). This valuation basis is used for pricing the tariff, which is adjusted annually up to the next tariff review, based on the parameter of the main inflation indices.
Accordingly, at the time of the tariff review, each distribution concessionaire adjusts the position of the financial asset base for compensation at the amounts ratified by the granting authority and uses the Extended Consumer Price Index (“IPCA”) as the best estimate to adjust the original base to the adjusted value at subsequent dates, in accordance with the tariff review process.
( 5 ) CASH AND CASH EQUIVALENTS
Parent company |
Consolidated | ||||||
31/03/2017 |
31/12/2016 |
31/03/2017 |
31/12/2016 | ||||
Bank balances |
2,068 |
426 |
78,319 |
170,884 | |||
Short-term financial investments |
13,593 |
64,548 |
4,799,494 |
5,994,112 | |||
Overnight investment (a) |
13,255 |
64,541 |
22,545 |
95,034 | |||
Bank certificates of deposit (b) |
- |
- |
2,104,755 |
2,357,187 | |||
Repurchase agreements secured on debentures (b) |
- |
- |
2,741 |
58,616 | |||
Investment funds (c) |
338 |
6 |
2,669,453 |
3,483,273 | |||
Total |
15,661 |
64,973 |
4,877,813 |
6,164,997 |
a) Bank account balances, which earn daily interest by investment in repurchase agreements secured on debentures and interest of 15% of the variation in the Interbank Certificate of Deposit (CDI).
b) Short-term investments in Bank Certificates of Deposit (CDB) and secured debentures with major financial institutions that operate in the Brazilian financial market, with daily liquidity, short term maturity, low credit risk and interest equivalent, on average, to 101.6% of the CDI.
40
c) Exclusive Fund investments, with daily liquidity and interest equivalent, on average, to 99.7% of the CDI, 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 and short term maturity.
( 6 ) CONSUMERS, CONCESSIONAIRES AND LICENSEES
The consolidated balance includes mainly activities from the supply of electric energy, broken down as follows at March 31, 2017 and December 31, 2016:
Consolidated |
|
|
|
|||||||
Amounts |
Past due |
Total | ||||||||
coming due |
until 90 days |
> 90 days |
31/03/2017 |
31/12/2016 | ||||||
Current |
||||||||||
Consumer classes |
||||||||||
Residential |
688,413 |
462,977 |
79,855 |
1,231,245 |
932,380 | |||||
Industrial |
247,922 |
84,825 |
84,306 |
417,052 |
386,826 | |||||
Commercial |
263,386 |
98,628 |
50,967 |
412,981 |
317,111 | |||||
Rural |
70,584 |
22,384 |
6,109 |
99,077 |
97,444 | |||||
Public administration |
70,488 |
14,998 |
15,474 |
100,960 |
94,348 | |||||
Public lighting |
55,220 |
5,604 |
3,655 |
64,479 |
73,142 | |||||
Public utilities |
79,443 |
5,820 |
8,101 |
93,364 |
97,503 | |||||
Billed |
1,475,456 |
695,236 |
248,467 |
2,419,158 |
1,998,754 | |||||
Unbilled |
1,082,597 |
- |
- |
1,082,597 |
1,095,188 | |||||
Financing of consumers' debts |
209,826 |
15,716 |
33,527 |
190,453 |
170,982 | |||||
CCEE transactions |
187,998 |
1,505 |
3,149 |
192,652 |
289,761 | |||||
Concessionaires and licensees |
349,985 |
4,558 |
7,679 |
362,222 |
390,333 | |||||
Others |
48,061 |
- |
- |
48,053 |
39,974 | |||||
3,353,923 |
717,015 |
292,822 |
4,295,135 |
3,984,991 | ||||||
Allowance for doubtful debts |
(229,670) |
(219,098) | ||||||||
Total |
4,065,465 |
3,765,893 | ||||||||
Noncurrent |
||||||||||
Financing of consumers' debts |
195,634 |
- |
- |
195,634 |
198,875 | |||||
Free energy |
5,601 |
- |
- |
5,601 |
5,436 | |||||
CCEE transactions |
41,301 |
- |
- |
41,301 |
41,301 | |||||
242,536 |
- |
- |
242,536 |
245,612 | ||||||
Allowance for doubtful debts |
(38,120) |
(42,427) | ||||||||
Total |
204,416 |
203,185 |
Allowance for doubtful debts
Movements in the allowance for doubtful debts are shown below:
Consumers, concessionaires and licensees |
Other |
Total | |||
At December 31, 2016 |
(261,525) |
(27,992) |
(289,517) | ||
Allowance - (recognition) reversal |
(70,625) |
(344) |
(70,969) | ||
Recovery of revenue |
24,275 |
- |
24,275 | ||
Write-off of accrued receivables |
40,085 |
471 |
40,556 | ||
At March 31, 2017 |
(267,790) |
(27,865) |
(295,655) | ||
Current |
(229,670) |
(27,865) |
(257,535) | ||
Noncurrent |
(38,120) |
- |
(38,120) |
41
( 7 ) TAXES RECOVERABLE
Parent company |
Consolidated | ||||||
3/31/2017 |
12/31/2016 |
3/31/2017 |
12/31/2016 | ||||
Current |
|||||||
Prepayments of social contribution - CSLL |
- |
5,508 |
3,799 |
14,141 | |||
Prepayments of income tax - IRPJ |
- |
2,282 |
7,780 |
35,534 | |||
Withholding income tax - IRRF on interest on capital |
3,126 |
3,126 |
3,126 |
3,642 | |||
Income tax and social contribution to be offset |
54,176 |
45,457 |
135,383 |
94,268 | |||
Withholding income tax - IRRF |
27,315 |
26,150 |
122,197 |
115,189 | |||
State VAT - ICMS to be offset |
- |
- |
92,118 |
82,090 | |||
Social Integration Program - PIS |
53 |
52 |
8,799 |
9,062 | |||
Contribution for Social Security financing - COFINS |
269 |
262 |
39,928 |
39,984 | |||
National Social Security Institute - INSS |
- |
- |
6,697 |
6,374 | |||
Others |
- |
- |
3,228 |
3,564 | |||
Total |
84,938 |
82,836 |
423,054 |
403,848 | |||
Noncurrent |
|||||||
Social contribution to be offset - CSLL |
- |
- |
56,333 |
55,498 | |||
Income tax to be offset - IRPJ |
- |
- |
10,038 |
10,037 | |||
State VAT - ICMS to be offset |
- |
- |
129,420 |
122,415 | |||
Social Integration Program - PIS |
- |
- |
812 |
800 | |||
Contribution for Social Security Funding - COFINS |
- |
- |
3,740 |
3,687 | |||
Others |
- |
- |
5,595 |
5,849 | |||
Total |
- |
- |
205,938 |
198,286 |
42
( 8 ) SECTOR FINANCIAL ASSET AND LIABILITY
The breakdown of the balances of sector financial asset and liability and the movement for the period are as follows:
Consolidated | |||||||||||||||||||
As at December 31, 2016 |
Operating revenue |
Finance income or cost |
Receipt |
As at March 31, 2017 | |||||||||||||||
Granted |
Approved |
Total |
Constitution |
Realization |
Inflation adjustment |
Tariff flag |
Granted |
Approved |
Total | ||||||||||
Parcel "A" |
(762,573) |
190,369 |
(572,203) |
(346,402) |
(281,255) |
(20,566) |
(18,359) |
(1,097,303) |
(141,481) |
(1,238,784) | |||||||||
CVA (*) |
|||||||||||||||||||
CDE (**) |
(342,161) |
(70,301) |
(412,462) |
(165,290) |
(41,251) |
(12,968) |
- |
(496,009) |
(135,962) |
(631,971) | |||||||||
Electric energy cost |
(506,490) |
(239,777) |
(746,267) |
117,038 |
150,046 |
(27,020) |
(18,063) |
(388,011) |
(136,255) |
(524,266) | |||||||||
ESS and EER (***) |
(406,568) |
(124,411) |
(530,979) |
(318,212) |
73,268 |
(16,518) |
(152) |
(689,972) |
(102,620) |
(792,592) | |||||||||
Proinfa |
3,492 |
31,414 |
34,906 |
(17,614) |
(14,581) |
1,462 |
- |
(12,893) |
17,066 |
4,173 | |||||||||
Basic network charges |
27,527 |
9,660 |
37,187 |
17,626 |
(7,600) |
992 |
- |
38,636 |
9,569 |
48,205 | |||||||||
Pass-through from Itaipu |
147,012 |
442,911 |
589,923 |
26,475 |
(387,084) |
25,499 |
- |
135,798 |
119,016 |
254,814 | |||||||||
Transmission from Itaipu |
7,646 |
7,281 |
14,927 |
1,629 |
(4,473) |
439 |
- |
8,886 |
3,636 |
12,522 | |||||||||
Neutrality of industry charges |
142,091 |
164,375 |
306,466 |
(431) |
(93,552) |
2,330 |
- |
140,407 |
74,406 |
214,813 | |||||||||
Overcontracting |
164,878 |
(30,782) |
134,096 |
(7,625) |
43,973 |
5,218 |
(144) |
165,855 |
9,663 |
175,518 | |||||||||
Other financial components |
(182,958) |
(159,759) |
(342,717) |
(582) |
63,237 |
(6,610) |
- |
(185,241) |
(101,431) |
(286,671) | |||||||||
Refunds due to court injunctions (note 25.3) |
(76,615) |
(132,410) |
(209,025) |
(2,731) |
34,642 |
(2,060) |
- |
(84,163) |
(95,011) |
(179,174) | |||||||||
Others |
(106,343) |
(27,349) |
(133,692) |
2,149 |
28,595 |
(4,550) |
- |
(101,078) |
(6,420) |
(107,497) | |||||||||
Total |
(945,530) |
30,612 |
(914,918) |
(346,984) |
(218,018) |
(27,176) |
(18,359) |
(1,282,544) |
(242,912) |
(1,525,455) | |||||||||
Current liabilities |
(597,515) |
(1,316,071) | |||||||||||||||||
Noncurrent liabilities |
(317,406) |
(209,384) |
(*) Deferred tariff costs and gains variations from Parcel “A” items
(**) Energy Development Account – CDE
(***) System Service Charge (ESS) and Reserve Energy Charge (EER)
The details of the nature of each sector financial asset and liability are provided in Note 8 to the financial statements at December 31, 2016.
( 9 ) DEFERRED TAX ASSETS AND LIABILITIES
9.1 Breakdown of tax assets and liabilities
Parent company |
Consolidated | ||||||
3/31/2017 |
12/31/2016 |
3/31/2017 |
12/31/2016 | ||||
Social contribution credit (debit) |
|||||||
Income tax and social contribution losses |
45,951 |
42,841 |
112,205 |
123,389 | |||
Tax benefit of merged goodwill |
- |
- |
84,433 |
86,377 | |||
Nondeductible temporary differences |
1,136 |
1,125 |
(304,699) |
(332,750) | |||
Subtotal |
47,087 |
43,966 |
(108,061) |
(122,984) | |||
Income tax credit (debit) |
|||||||
Income tax and social contribution losses |
129,378 |
123,980 |
324,161 |
358,683 | |||
Tax benefit of merged goodwill |
- |
- |
289,177 |
295,987 | |||
Nondeductible temporary differences |
3,155 |
3,126 |
(845,375) |
(923,383) | |||
Subtotal |
132,533 |
127,106 |
(232,037) |
(268,713) | |||
PIS and COFINS credit (debit) |
|||||||
Nondeductible temporary differences |
- |
- |
(10,827) |
(9,580) | |||
Total |
179,619 |
171,073 |
(350,926) |
(401,276) | |||
Total tax asset |
179,619 |
171,073 |
935,471 |
922,858 | |||
Total tax liability |
- |
- |
(1,286,397) |
(1,324,134) |
The expected recovery of the deferred tax assets recorded in noncurrent assets, arising from nondeductible temporary differences, tax benefit of merged goodwill and income tax and social contribution losses, the breakdown of which is described in the financial statements at December 31, 2016, is based on the projections of future profits, approved by the Board of Directors and reviewed by the Supervisory Board. To reflect adequately the effective rate of the taxes on profit, deferred tax assets are recognized monthly on any losses for companies that have positive projections, in accordance with such studies.
43
9.2 Tax benefit of merged intangible asset
Refers to the tax credit calculated on the intangible assets derived from the acquisition of subsidiaries, as shown in the following table, which were merged and are recognized in accordance with the concepts of CVM Instructions No. 319/1999 and No. 349/2001 and ICPC 09 (R2) - Individual Financial Statements, Separate Financial Statements, Consolidated Financial Statements and Application of the Equity Method. The benefit is being realized in proportion to the tax amortization of the merged intangible assets that originated them as per CPC 27 and CPC 04 (R1) - Clarification of acceptable methods of depreciation and amortization, over the remaining concession period, as shown in note 14.
Consolidated | |||||||
3/31/2017 |
12/31/2016 | ||||||
Social contribution |
Income tax |
Social contribution |
Income tax | ||||
CPFL Paulista |
49,341 |
137,058 |
50,497 |
140,270 | |||
CPFL Piratininga |
11,992 |
41,155 |
12,251 |
42,044 | |||
RGE |
23,100 |
95,399 |
23,629 |
97,584 | |||
CPFL Geração |
- |
15,565 |
- |
16,090 | |||
Total |
84,433 |
289,177 |
86,377 |
295,987 |
9.3 Accumulated balances on nondeductible temporary differences
Consolidated | |||||||||||
3/31/2017 |
12/31/2016 | ||||||||||
Social contribution |
Income tax |
PIS/COFINS |
Social contribution |
Income tax |
PIS/COFINS | ||||||
Nondeductible temporary differences |
|||||||||||
Provision for tax, civil and labor risks |
45,451 |
126,252 |
- |
45,065 |
125,182 |
- | |||||
Private pension fund |
1,863 |
5,175 |
- |
1,711 |
4,753 |
- | |||||
Allowance for doubtful debts |
26,983 |
74,951 |
- |
26,543 |
73,729 |
- | |||||
Free energy supply |
7,921 |
22,003 |
- |
7,718 |
21,440 |
- | |||||
Research and development and energy efficiency programs |
18,859 |
52,386 |
- |
17,474 |
48,538 |
- | |||||
Personnel-related provisions |
4,265 |
11,846 |
- |
3,422 |
9,506 |
- | |||||
Depreciation rate difference |
6,054 |
16,817 |
- |
6,200 |
17,223 |
- | |||||
Derivatives |
(31,145) |
(86,513) |
- |
(54,368) |
(151,023) |
- | |||||
Recognition of concession - adjustment of intangible asset (IFRS/CPC) |
(8,303) |
(23,063) |
- |
(8,355) |
(23,208) |
- | |||||
Recognition of concession - adjustment of financial asset (IFRS/CPC) |
(108,504) |
(300,259) |
(7,582) |
(104,080) |
(287,990) |
(6,157) | |||||
Actuarial losses (IFRS/CPC) |
25,487 |
70,797 |
- |
25,390 |
70,527 |
- | |||||
Other adjustments (IFRS/CPC) |
(8,821) |
(24,502) |
- |
(10,022) |
(27,838) |
- | |||||
Accelerated depreciation |
(87) |
(242) |
- |
(73) |
(204) |
- | |||||
Others |
4,908 |
13,443 |
(3,245) |
4,491 |
12,281 |
(3,423) | |||||
Nondeductible temporary differences - accumulated comprehensive income: |
|||||||||||
Property, plant and equipment - adjustment of deemed cost (IFRS/CPC) |
(54,413) |
(151,146) |
- |
(55,223) |
(153,398) |
- | |||||
Actuarial losses (IFRS/CPC) |
49,698 |
138,051 |
- |
49,698 |
138,051 |
- | |||||
Nondeductible temporary differences - Business combination - CPFL Renováveis |
|||||||||||
Deferred taxes - asset: |
|||||||||||
Fair value of property, plant and equipment (negative value added of assets) |
22,402 |
62,227 |
- |
22,771 |
63,252 |
- | |||||
Deferred taxes - liability: |
|||||||||||
Fair value of property, plant and equipment (value added of assets) |
(27,057) |
(75,157) |
- |
(27,472) |
(76,310) |
- | |||||
Value added derived from determination of deemed cost |
(66,964) |
(186,010) |
- |
(78,443) |
(217,897) |
- | |||||
Intangible asset - exploration right/authorization in indirect subsidiaries acquired |
(191,470) |
(531,862) |
- |
(183,443) |
(509,563) |
- | |||||
Other temporary differences |
(21,827) |
(60,569) |
- |
(21,754) |
(60,435) |
- | |||||
Total |
(304,699) |
(845,375) |
(10,827) |
(332,750) |
(923,383) |
(9,580) |
44
9.4 Reconciliation of the income tax and social contribution amounts recognized in the statements of profit or loss for the quarters ended March 31, 2017 and 2016:
Parent company | |||||||
1st quarter 2017 |
1st quarter 2016 | ||||||
Social contribution |
Income tax |
Social contribution |
Income tax | ||||
Profit before taxes |
237,339 |
237,339 |
265,063 |
265,063 | |||
Reconciliation to reflect effective rate: |
|||||||
Share of profit (loss) of investees |
(271,847) |
(271,847) |
(281,835) |
(281,835) | |||
Amortization of intangible asset acquired |
(3,382) |
- |
(3,382) |
- | |||
Other permanent additions (exclusions), net |
3,222 |
12,802 |
(1,703) |
(501) | |||
Tax base |
(34,668) |
(21,706) |
(21,856) |
(17,272) | |||
Statutory rate |
9% |
25% |
9% |
25% | |||
Total |
3,120 |
5,426 |
1,967 |
4,318 | |||
Current |
- |
- |
(5,542) |
(16,401) | |||
Deferred |
3,120 |
5,426 |
7,509 |
20,719 |
Consolidated | |||||||
1st quarter 2017 |
1st quarter 2016 | ||||||
Social contribution |
Income tax |
Social contribution |
Income tax | ||||
Profit before taxes |
383,043 |
383,043 |
407,629 |
407,629 | |||
Reconciliation to reflect effective rate: |
|||||||
Share of profit (loss) of investees |
(79,709) |
(79,709) |
(63,480) |
(63,480) | |||
Amortization of intangible asset acquired |
12,162 |
15,689 |
12,162 |
15,689 | |||
Effect of presumed profit regime |
(48,719) |
(63,623) |
12,194 |
2,062 | |||
Adjustment of revenue from excess demand and excess reactive power |
30,250 |
30,250 |
31,231 |
31,231 | |||
Tax incentive - operating profit |
- |
(6,501) |
- |
(5,044) | |||
Other permanent additions (exclusions), net |
4,023 |
13,395 |
(9,453) |
(9,526) | |||
Tax base |
301,050 |
292,544 |
390,283 |
378,560 | |||
Statutory rate |
9% |
25% |
9% |
25% | |||
Tax credit (debit) |
(27,095) |
(73,136) |
(35,125) |
(94,640) | |||
Recognized (unrecognized) tax credit, net |
(13,481) |
(37,212) |
(12,041) |
(33,376) | |||
Total |
(40,576) |
(110,347) |
(47,166) |
(128,016) | |||
Current |
(55,497) |
(147,023) |
(78,522) |
(206,555) | |||
Deferred |
14,922 |
36,676 |
31,356 |
78,538 |
( 10 ) CONCESSION FINANCIAL ASSET
Distribution |
Transmission |
Consolidated | |||
As at December 31, 2016 |
5,193,511 |
180,333 |
5,373,844 | ||
Current |
- |
10,700 |
10,700 | ||
Noncurrent |
5,193,511 |
169,633 |
5,363,144 | ||
Additions |
155,263 |
37,605 |
192,868 | ||
Adjustment of expected cash flow |
48,923 |
- |
48,923 | ||
Adjustment - financial asset measured at amortized cost |
- |
6,060 |
6,060 | ||
Cash receipt - RAP |
- |
(2,618) |
(2,618) | ||
Disposals |
(6,272) |
- |
(6,272) | ||
As at March 31, 2017 |
5,391,425 |
221,380 |
5,612,805 | ||
Current |
- |
10,836 |
10,836 | ||
Noncurrent |
5,391,425 |
210,544 |
5,601,969 |
45
The balance refers to the financial asset corresponding to the right established in the concession agreements of the energy distribution (measured at fair value) and transmission (measured at amortized cost) companies to receive cash (i) through compensation at the time assets are handed over to the granting authority at the end of the concession, and (ii) the transmission companies’ right to receive cash over the concession period through allowed annual revenue ("RAP").
For energy distribution companies, according to the current tariff model, the remuneration for this asset is recognized in profit or loss upon billing to consumers and the realization occurs upon receipt of the electric energy bills. Moreover, the difference to adjust the balance to the expected cash flow receipts at fair value (new replacement value - “VNR” - note 4) is recognized as a balancing item to the operating income account (note 25) in the statement of profit or loss for the period (R$ 48,923 in the 1st quarter of 2017and R$ 87,380 in the 1st quarter of 2016).
For energy transmission companies, the remuneration for this asset is recognized according to the internal rate of return, which takes into account the investment made, the allowed annual revenue (“RAP”) to be received over the concession period, and the compensation to be received at the time assets are handed over to the granting authority. The adjustment of R$ 6,060 is recognized against other operating revenues and income (R$ 3,428 in the 1st quarter of 2016).
( 11 ) OTHER RECEIVABLES
Consolidated | |||||||
Current |
Noncurrent | ||||||
3/31/2017 |
12/31/2016 |
3/31/2017 |
12/31/2016 | ||||
Advances - Fundação CESP |
7,862 |
7,533 |
- |
- | |||
Advances to suppliers |
19,900 |
15,787 |
- |
- | |||
Pledges, funds and restricted deposits |
123,083 |
106,925 |
578,001 |
533,719 | |||
Orders in progress |
214,564 |
203,344 |
- |
- | |||
Services rendered to third parties |
9,457 |
9,385 |
- |
- | |||
Energy pre-purchase agreements |
13,521 |
- |
28,043 |
27,302 | |||
Collection agreements |
780 |
1,273 |
- |
- | |||
Prepaid expenses |
73,648 |
65,668 |
23,830 |
20,942 | |||
GSF Renegotiation |
12,639 |
12,722 |
26,041 |
28,935 | |||
Receivables - Eletrobras |
283,817 |
213,552 |
- |
- | |||
Advances to employees |
32,076 |
15,940 |
- |
- | |||
Leases |
18,798 |
19,281 |
49,194 |
50,541 | |||
Others |
129,965 |
153,764 |
90,390 |
104,815 | |||
(-) Allowance for doubtful debts (note 6) |
(27,865) |
(27,992) |
- |
- | |||
Total |
912,245 |
797,181 |
795,499 |
766,253 |
Receivables – Eletrobras: refer to: (i) low-income subsidies amounting to R$ 20,597 (R$ 17,239 at December 31, 2016), (ii) other tariff discounts granted to consumers amounting to R$ 245,915 (R$ 164,396 at December 31, 2016), and (iii) tariff discounts – court injunctions amounting to R$ 17,305 (R$ 31,917 at December 31, 2016) - note 25.3.1.
In the 1st quarter of 2017, the subsidiaries offset the receivables relating to the Eletrobrás account with the payables relating to the Energy Development Account (CDE) (note 19) amounting to R$ 102,641, of which (i) R$ 32,912 based on an injunction obtained in May 2015, and (ii) R$ 69,729 authorized by Order No. 1,576/2016.
( 12 ) INVESTMENTS
Parent company |
Consolidated | ||||||
3/31/2017 |
12/31/2016 |
3/31/2017 |
12/31/2016 | ||||
Permanent equity interests - equity method |
|||||||
By equity method of the subsidiary |
6,105,511 |
5,811,894 |
1,476,171 |
1,482,533 | |||
Fair value of assets, net |
676,954 |
692,632 |
11,075 |
11,219 | |||
Advance for future capital increases |
1,375,520 |
1,355,520 |
- |
- | |||
Goodwill |
6,054 |
6,054 |
- |
- | |||
Total |
8,164,039 |
7,866,100 |
1,487,245 |
1,493,753 |
46
12.1Permanent equity interests – equity method
The main information on investments in direct permanent equity interests is as follows:
3/31/2017 |
3/31/2017 |
12/31/2016 |
1st quarter 2017 |
1st quarter 2016 | ||||||||||||||
Investment |
Number of shares (thousand) |
Total assets |
Issued capital |
Equity |
Profit or loss for the period |
Share of equity of investees |
Share of profit (loss) of investees | |||||||||||
CPFL Paulista |
880,653 |
8,868,556 |
905,948 |
1,115,668 |
52,268 |
1,115,668 |
1,063,400 |
52,268 |
104,295 | |||||||||
CPFL Piratininga |
53,096,770 |
3,771,497 |
235,556 |
387,117 |
31,363 |
387,117 |
355,755 |
31,363 |
68,383 | |||||||||
CPFL Santa Cruz |
371,772 |
442,375 |
74,862 |
149,840 |
9,321 |
149,840 |
140,520 |
9,321 |
6,514 | |||||||||
CPFL Leste Paulista |
892,772 |
171,062 |
29,212 |
55,414 |
2,561 |
55,414 |
52,853 |
2,561 |
686 | |||||||||
CPFL Sul Paulista |
454,958 |
198,994 |
28,492 |
61,102 |
2,207 |
61,102 |
58,895 |
2,207 |
1,926 | |||||||||
CPFL Jaguari |
209,294 |
139,728 |
20,632 |
29,863 |
(392) |
29,863 |
30,255 |
(392) |
3,746 | |||||||||
CPFL Mococa |
117,199 |
115,764 |
16,004 |
35,789 |
1,965 |
35,789 |
33,824 |
1,965 |
1,613 | |||||||||
RGE |
1,019,790 |
4,215,081 |
1,213,180 |
1,653,875 |
39,555 |
1,653,875 |
1,614,320 |
39,555 |
49,149 | |||||||||
CPFL Geração |
205,492,020 |
6,678,296 |
1,043,922 |
2,253,056 |
94,672 |
2,253,056 |
2,158,384 |
94,672 |
46,463 | |||||||||
CPFL Jaguari Geração (*) |
40,108 |
48,060 |
40,108 |
46,275 |
1,176 |
46,275 |
45,099 |
1,176 |
221 | |||||||||
CPFL Brasil |
2,999 |
889,327 |
2,999 |
127,024 |
17,970 |
127,024 |
109,054 |
17,970 |
11,026 | |||||||||
CPFL Planalto (*) |
630 |
3,137 |
630 |
2,957 |
856 |
2,957 |
2,101 |
856 |
486 | |||||||||
CPFL Serviços |
1,509,882 |
193,992 |
50,143 |
112,919 |
(5,049) |
112,919 |
97,968 |
(5,049) |
(1,752) | |||||||||
CPFL Atende (*) |
13,991 |
25,462 |
13,991 |
18,989 |
1,839 |
18,989 |
17,150 |
1,839 |
1,759 | |||||||||
Nect (*) |
2,059 |
21,926 |
2,059 |
13,328 |
3,034 |
13,328 |
10,295 |
3,034 |
1,814 | |||||||||
CPFL Total (*) |
19,005 |
34,977 |
19,005 |
32,399 |
4,829 |
32,399 |
27,570 |
4,829 |
2,372 | |||||||||
CPFL Jaguariuna (*) |
3,156 |
1,686,452 |
3,156 |
1,685,231 |
29,071 |
1,285,231 |
1,256,161 |
29,071 |
(22) | |||||||||
CPFL Telecom |
55,420 |
51,522 |
55,420 |
(13,893) |
(6,092) |
(13,893) |
(19,302) |
(6,092) |
(6,926) | |||||||||
CPFL Centrais Geradoras (*) |
16,128 |
16,827 |
16,128 |
15,755 |
295 |
15,755 |
15,459 |
295 |
(405) | |||||||||
CPFL ESCO |
48,164 |
101,796 |
48,164 |
62,968 |
1,426 |
62,968 |
61,543 |
1,426 |
2,440 | |||||||||
AUTHI (*) |
2,610 |
28,220 |
2,610 |
21,461 |
4,651 |
21,461 |
16,810 |
4,651 |
3,725 | |||||||||
Subtotal - by subsidiary's equity |
7,467,137 |
7,148,112 |
287,526 |
297,513 | ||||||||||||||
Amortization of fair value adjustment of assets |
- |
- |
(15,678) |
(15,678) | ||||||||||||||
Total |
7,467,137 |
7,148,112 |
271,847 |
281,835 | ||||||||||||||
Investment |
6,105,511 |
5,811,894 |
||||||||||||||||
Advance for future capital increases |
1,375,520 |
1,355,520 |
||||||||||||||||
Allowance for investment losses |
(13,893) |
(19,302) |
(*) number of quotas
Fair value adjustments (value added) of net assets acquired in business combinations are classified in the parent’s statement of profit or loss in the group of Investments. In the parent company’s statement of profit or loss, the amortization of the fair value adjustments (value added) of net assets of R$ 15,678 (R$ 15,678 in the 1st quarter of 2016) is classified in line item “share of profit (loss) of investees”, in conformity with ICPC 09 (R2).
At March 31, 2017, the balances of advance for future capital increase comprised advances to the following subsidiaries: (i) R$ 1,299,520 to CPFL Jaguariúna, (ii) R$ 76,000 to CPFL Serviços; and (iii) R$ 40,500 to CPFL Telecom (allowance for investment loss).
The movements, in the parent company, of the balances of investments in subsidiaries are as follows:
Investment |
Investment at 12/31/2016 |
Share of profit (loss) of investees |
Advance for future capital increases |
Investment at 3/31/2017 | ||||
CPFL Paulista |
1,063,400 |
52,268 |
- |
1,115,668 | ||||
CPFL Piratininga |
355,755 |
|
31,363 |
- |
387,117 | |||
CPFL Santa Cruz |
140,520 |
9,321 |
- |
149,840 | ||||
CPFL Leste Paulista |
52,853 |
2,561 |
- |
55,414 | ||||
CPFL Sul Paulista |
58,895 |
2,207 |
- |
61,102 | ||||
CPFL Jaguari |
30,255 |
(392) |
- |
29,863 | ||||
CPFL Mococa |
33,824 |
1,965 |
- |
35,789 | ||||
RGE |
1,614,320 |
39,555 |
- |
1,653,875 | ||||
CPFL Geração |
2,158,384 |
94,672 |
- |
2,253,056 | ||||
CPFL Jaguari Geração |
45,099 |
1,176 |
- |
46,275 | ||||
CPFL Brasil |
109,054 |
17,970 |
- |
127,024 | ||||
CPFL Planalto |
2,101 |
856 |
- |
2,957 | ||||
CPFL Serviços |
97,968 |
(5,049) |
20,000 |
112,919 | ||||
CPFL Atende |
17,150 |
1,839 |
- |
18,989 | ||||
Nect |
10,295 |
3,034 |
- |
13,328 | ||||
CPFL Total |
27,570 |
4,829 |
- |
32,399 | ||||
CPFL Jaguariuna |
1,256,161 |
29,071 |
- |
1,285,231 | ||||
CPFL Telecom |
(19,302) |
(6,092) |
11,500 |
(13,893) | ||||
CPFL Centrais Geradoras |
15,459 |
295 |
- |
15,755 | ||||
CPFL ESCO |
61,543 |
1,426 |
- |
62,968 | ||||
AUTHI |
16,810 |
4,651 |
21,461 | |||||
7,148,112 |
287,526 |
31,500 |
7,467,137 |
In the consolidated, the investment balances refer to interests in joint ventures accounted for using the equity method:
47
3/31/2017 |
12/31/2016 |
1st quarter 2017 |
1st quarter 2016 | |||||
Investments in joint ventures |
Share of equity |
Share of profit (loss) | ||||||
Baesa |
177,196 |
175,914 |
1,282 |
7,185 | ||||
Enercan |
596,852 |
562,701 |
34,151 |
22,672 | ||||
Chapecoense |
476,342 |
537,170 |
25,388 |
18,443 | ||||
EPASA |
225,781 |
206,749 |
19,032 |
15,324 | ||||
Fair value adjustments of assets, net |
11,075 |
11,219 |
(145) |
(145) | ||||
1,487,245 |
1,493,753 |
79,709 |
63,480 |
12.2Fair value adjustments and goodwill
Fair value adjustments (value added) refer basically to the right to the concession acquired through business combinations. The goodwill refers basically to acquisitions of investments and is based on projections of future profits.
In the consolidated interim financial information, these amounts are classified as Intangible Assets (note 14).
12.3Dividends and interest on capital receivable
At March 31, 2017 and December 31, 2016, the Company has the following amounts receivable from the subsidiaries below, relating to dividends and interest on capital:
Parent company | |||||||||||
Dividend |
Interest on capital |
Total | |||||||||
Subsidiary |
3/31/2017 |
12/31/2016 |
3/31/2017 |
12/31/2016 |
3/31/2017 |
12/31/2016 | |||||
CPFL Piratininga |
72,080 |
72,080 |
- |
- |
72,080 |
72,080 | |||||
CPFL Sul Paulista |
8,641 |
8,641 |
1,986 |
1,986 |
10,627 |
10,627 | |||||
CPFL Jaguari |
6,115 |
6,115 |
- |
- |
6,115 |
6,115 | |||||
RGE |
- |
24,672 |
- |
- |
- |
24,672 | |||||
CPFL Geração |
277,086 |
396,086 |
- |
- |
277,086 |
396,086 | |||||
CPFL Jaguari Geração |
1,664 |
1,664 |
- |
- |
1,664 |
1,664 | |||||
CPFL Brasil |
58,350 |
86,020 |
1,650 |
1,650 |
60,000 |
87,671 | |||||
CPFL Atende |
- |
1,953 |
- |
554 |
- |
2,507 | |||||
Nect Serviços |
- |
5,600 |
- |
- |
- |
5,600 | |||||
CPFL ESCO |
9,565 |
9,565 |
16,325 |
16,325 |
25,890 |
25,891 | |||||
AUTHI |
- |
10,064 |
- |
- |
- |
10,064 | |||||
433,501 |
622,463 |
19,961 |
20,515 |
453,463 |
642,978 |
The consolidated balance includes dividends and interest on capital receivable amounting to R$ 75,395 at March 31, 2017 (R$ 73,328 at December 31, 2016) related basically to joint ventures.
12.4Noncontrolling interests and joint ventures
The disclosure of interests in subsidiaries, in accordance with IFRS 12 and CPC 45, is as follows:
12.4.1 Movements in noncontrolling interests
CERAN |
CPFL Renováveis |
Paulista Lajeado |
Total | |||||
At December 31, 2016 |
263,719 |
2,060,963 |
77,966 |
2,402,648 | ||||
Equity interest and voting capital |
35.00% |
48.40% |
40.07% |
|||||
Equity attributable to noncontrolling interests |
10,985 |
(25,598) |
847 |
(13,765) | ||||
Dividends |
- |
(2,524) |
(1,213) |
(3,737) | ||||
Other movements |
- |
- |
(8) |
(8) | ||||
At March 31, 2017 |
274,705 |
2,032,841 |
77,592 |
2,385,137 | ||||
Equity interest and voting capital |
35.00% |
48.40% |
40.07% |
48
12.4.2 Summarized financial information on subsidiaries that have noncontrolling interests
The summarized financial information on subsidiaries that have noncontrolling interests at March 31, 2017 and December 31, 2016 and the quarters ended March 31, 2017 and 2016 is as follows:
3/31/2017 |
12/31/2016 | |||||||||||
|
CERAN |
CPFL Renováveis |
Paulista Lajeado |
CERAN |
CPFL Renováveis |
Paulista Lajeado | ||||||
Current assets |
327,226 |
1,207,712 |
38,657 |
288,538 |
1,398,797 |
39,429 | ||||||
Cash and cash equivalents |
275,871 |
731,682 |
24,830 |
238,241 |
908,982 |
24,688 | ||||||
Noncurrent assets |
915,489 |
11,287,985 |
122,413 |
927,948 |
11,066,086 |
122,991 | ||||||
Current liabilities |
132,588 |
1,397,062 |
43,709 |
121,646 |
1,313,466 |
10,799 | ||||||
Borrowings and debentures |
60,900 |
926,414 |
35,729 |
60,162 |
889,981 |
324 | ||||||
Other financial liabilities |
17,365 |
92,038 |
1,005 |
20,800 |
85,523 |
1,056 | ||||||
Noncurrent liabilities |
325,256 |
6,718,015 |
241 |
341,356 |
6,713,610 |
36,404 | ||||||
Borrowings and debentures |
237,852 |
5,532,693 |
- |
254,732 |
5,517,890 |
36,167 | ||||||
Other financial liabilities |
87,404 |
633 |
- |
86,624 |
633 |
- | ||||||
Equity |
784,871 |
4,380,620 |
117,121 |
753,484 |
4,437,807 |
115,217 | ||||||
Equity attributable to owners of the Company |
784,871 |
4,268,264 |
117,121 |
753,484 |
4,324,589 |
115,217 | ||||||
Equity attributable to noncontrolling interests |
- |
112,356 |
- |
- |
113,218 |
- | ||||||
1st quarter 2017 |
1st quarter 2016 | |||||||||||
CERAN |
CPFL Renováveis |
Paulista Lajeado |
CERAN |
CPFL Renováveis |
Paulista Lajeado | |||||||
Net operating revenue |
74,883 |
(370,933) |
9,522 |
76,730 |
278,746 |
7,593 | ||||||
Operating costs and expenses |
(14,833) |
(134,463) |
(5,841) |
(14,520) |
(111,030) |
(7,008) | ||||||
Depreciation and amortization |
(11,153) |
(150,833) |
(1) |
(11,310) |
(133,297) |
(1) | ||||||
Interest income |
8,881 |
36,385 |
736 |
6,324 |
26,459 |
885 | ||||||
Interest expense |
(7,977) |
(150,878) |
(353) |
(7,469) |
(138,924) |
(409) | ||||||
Income tax expense |
(16,160) |
(12,146) |
(614) |
(16,833) |
(7,221) |
262 | ||||||
Profit (loss) for the period |
31,386 |
(54,664) |
2,115 |
32,305 |
(105,897) |
134 | ||||||
Attributable to owners of the Company |
31,386 |
(56,325) |
2,115 |
32,305 |
(107,796) |
134 | ||||||
Attributable to noncontrolling interests |
- |
1,662 |
- |
- |
1,899 |
- |
12.4.3 Joint ventures
The summarized financial information on joint ventures at March 31, 2017 and December 31, 2016 and the quarters ended March 31, 2017 and 2016 is as follows:
3/31/2017 |
12/31/2016 | |||||||||||||||
Enercan |
Baesa |
Chapecoense |
Epasa |
Enercan |
Baesa |
Chapecoense |
Epasa | |||||||||
Current assets |
494,645 |
51,742 |
428,705 |
266,878 |
405,874 |
54,703 |
577,296 |
257,082 | ||||||||
Cash and cash equivalents |
375,459 |
21,370 |
220,437 |
94,575 |
288,956 |
18,946 |
280,083 |
85,709 | ||||||||
Noncurrent assets |
1,160,824 |
1,102,799 |
2,850,001 |
547,204 |
1,174,869 |
1,117,120 |
2,892,371 |
562,462 | ||||||||
Current liabilities |
218,974 |
115,368 |
345,327 |
137,359 |
196,760 |
116,192 |
391,402 |
172,401 | ||||||||
Borrowings and debentures |
85,161 |
87,077 |
138,096 |
35,596 |
87,560 |
87,032 |
137,753 |
35,555 | ||||||||
Other financial liabilities |
6,518 |
22,323 |
82,270 |
65,503 |
7,848 |
24,119 |
78,372 |
62,762 | ||||||||
Noncurrent liabilities |
211,507 |
330,556 |
1,999,374 |
253,461 |
229,085 |
352,142 |
2,024,989 |
259,559 | ||||||||
Borrowings and debentures |
134,216 |
39,865 |
1,263,568 |
210,563 |
153,020 |
63,196 |
1,292,239 |
218,891 | ||||||||
Other financial liabilities |
26,344 |
278,031 |
733,529 |
25,394 |
26,254 |
276,600 |
730,494 |
28,686 | ||||||||
Equity |
1,224,989 |
708,617 |
934,004 |
423,262 |
1,154,897 |
703,489 |
1,053,275 |
387,584 | ||||||||
1st quarter 2017 |
1st quarter 2016 | |||||||||||||||
Enercan |
Baesa |
Chapecoense |
Epasa |
Enercan |
Baesa |
Chapecoense |
Epasa | |||||||||
Net operating revenue |
143,373 |
53,089 |
203,703 |
166,659 |
137,284 |
73,344 |
191,257 |
138,129 | ||||||||
Operating costs and expenses |
(28,865) |
(24,077) |
(45,205) |
(110,083) |
(42,523) |
3,307 |
(37,510) |
(82,846) | ||||||||
Depreciation and amortization |
(13,355) |
(12,661) |
(31,710) |
(8,148) |
(13,435) |
(13,450) |
(32,006) |
(8,183) | ||||||||
Interest income |
11,857 |
1,560 |
7,769 |
2,599 |
7,276 |
4,027 |
9,009 |
3,350 | ||||||||
Interest expense |
(6,971) |
(3,883) |
(29,340) |
(5,029) |
(9,964) |
(5,195) |
(31,995) |
(6,370) | ||||||||
Income tax expense |
(36,101) |
(2,635) |
(31,195) |
(7,968) |
(23,966) |
(14,810) |
(18,941) |
(12,123) | ||||||||
Profit (loss) for the period |
70,092 |
5,128 |
49,781 |
35,678 |
46,533 |
28,735 |
36,163 |
28,730 | ||||||||
Equity interest and voting capital |
48.72% |
25.01% |
51.00% |
53.34% |
48.72% |
25.01% |
51.00% |
53.34% | ||||||||
Even holding more than 50% in Epasa and Chapecoense, the subsidiary CPFL Geração controls these investments jointly with other shareholders. The analysis of the classification of the type of investment is based on the Shareholders' Agreement of each joint venture.
The borrowings from the BNDES obtained by the joint ventures ENERCAN, BAESA and Chapecoense establish restrictions on the payment of dividend to subsidiary CPFL Geração above the minimum mandatory dividend of 25% without the prior consent of the BNDES.
12.4.4 Joint operation
Through its wholly-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 the right to operate the hydropower plant are held by Furnas Centrais Elétricas S.A. In order to maintain these assets operating jointly with Furnas (jointly operation), CPFL Geração was assured 51.54% of the installed power of 1,275 MW (657 MW) and the assured energy of mean 671 MW (mean 345.4 MW) until 2028 (information on energy capacity measurements not reviewed by the independent auditors).
49
12.5Business combination - Acquisition of AES Sul Distribuidora Gaúcha de Energia S.A. (“AES Sul”)
As presented in the note 13.4.1 of financial statements for the year ended at December 31, 2016, the Company acquired, on October 31, 2016, 100% of the shares of AES Sul Distribuidora Gaúcha de Energia S.A. (“AES Sul”), currently RGE Sul, through its wholly-owned subsidiary CPFL Jaguariúna Ltda., shares until then held by AES Guaíba II Empreendimentos Ltda. (“seller”), indirect wholly-owned subsidiary of The AES Corporation.
The acquisition was made under the conditions disclosed in the Note and the fair values were determined provisionally for the financial statements, based on Management analyses. Confirmation of the fair values was pending completion of the economic-financial assessment report prepared by an independent assessor. Accordingly, no adjustment to the fair values of assets and liabilities was recognized in the reporting period for the interim financial statements at March 31, 2017.
There were no other business combinations in the first quarter of 2017.
50
( 13 ) PROPERTY, PLANT AND EQUIPMENT
Consolidated | |||||||||||||||
Land |
Reservoirs, dams and water mains |
Buildings, construction and improvements |
Machinery and equipment |
Vehicles |
Furniture and fittings |
In progress |
Total | ||||||||
As at December 31, 2016 |
176,145 |
1,394,162 |
1,153,220 |
6,655,391 |
76,217 |
7,562 |
250,302 |
9,712,998 | |||||||
Historical cost |
206,330 |
2,060,191 |
1,652,934 |
9,066,408 |
106,920 |
21,507 |
250,302 |
13,364,592 | |||||||
Accumulated depreciation |
(30,185) |
(666,028) |
(499,714) |
(2,411,017) |
(30,704) |
(13,945) |
- |
(3,651,594) | |||||||
Additions |
- |
- |
- |
85 |
- |
- |
314,217 |
314,302 | |||||||
Disposals |
- |
- |
- |
(14) |
(85) |
(38) |
(7) |
(143) | |||||||
Transfers |
24 |
85 |
8,760 |
275,235 |
8,108 |
185 |
(292,397) |
- | |||||||
Transfers from/to other assets - cost |
- |
- |
(416) |
(794) |
(145) |
127 |
108 |
(1,118) | |||||||
Depreciation |
(2,010) |
(19,706) |
(16,000) |
(103,404) |
(4,312) |
(402) |
- |
(145,835) | |||||||
Write-off of depreciation |
- |
- |
23 |
45 |
5 |
- |
- |
72 | |||||||
Transfers from/to other assets - depreciation |
7 |
- |
10 |
- |
9 |
(9) |
- |
16 | |||||||
As at March 31, 2017 |
174,166 |
1,374,541 |
1,145,597 |
6,826,544 |
79,796 |
7,425 |
272,223 |
9,880,291 | |||||||
Historical cost |
206,354 |
2,060,275 |
1,661,278 |
9,340,943 |
114,798 |
21,780 |
272,223 |
13,677,651 | |||||||
Accumulated depreciation |
(32,189) |
(685,734) |
(515,682) |
(2,514,399) |
(35,002) |
(14,355) |
- |
(3,797,360) | |||||||
Average depreciation rate |
3.86% |
3.69% |
3.30% |
4.19% |
14.31% |
10.01% |
The balance of construction in progress, in consolidated, refers mainly to works in progress of the operating and/or under development subsidiaries, especially for the projects of CPFL Renováveis, which has construction in progress of R$ 241,140 at March 31, 2017 (R$ 182,181 at December 31, 2016).
In conformity with CPC 20 (R1) and IAS 23, the interest on borrowings taken by subsidiaries to finance the works is capitalized during the construction phase. In the consolidated, in the 1st quarter of 2017, R$ 19,503 were capitalized at a rate of 11.18% (R$ 10,528, at a rate of 11.49%, in the 1st quarter of 2016) (note 28).
In the consolidated, the depreciation amounts are recognized in the statement of profit or loss in line item “Depreciation and amortization” (note 26).
51
( 14 ) INTANGIBLE ASSETS
Consolidated | |||||||||||||
Goodwill |
Concession right |
Other intangible assets |
Total | ||||||||||
Acquired in business combinations |
Distribution infrastructure - operational |
Distribution infrastructure - in progress |
Use of public asset |
||||||||||
As at December 31, 2016 |
6,115 |
4,466,516 |
5,550,502 |
666,008 |
27,324 |
59,147 |
10,775,613 | ||||||
Historical cost |
6,152 |
7,602,941 |
11,987,109 |
666,008 |
35,840 |
183,138 |
20,481,188 | ||||||
Accumulated amortization |
(37) |
(3,136,425) |
(6,436,607) |
- |
(8,516) |
(123,990) |
(9,705,575) | ||||||
Additions |
- |
- |
- |
351,320 |
- |
840 |
352,160 | ||||||
Amortization |
- |
(72,116) |
(156,492) |
- |
(355) |
(2,320) |
(231,283) | ||||||
Transfer - intangible assets |
- |
- |
154,243 |
(154,243) |
- |
- |
- | ||||||
Transfer - financial asset |
- |
- |
(1,034) |
(154,228) |
- |
- |
(155,262) | ||||||
Disposal and transfer - other assets |
- |
- |
(10,402) |
(8,577) |
- |
1,150 |
(17,829) | ||||||
As at March 31, 2017 |
6,115 |
4,394,400 |
5,536,818 |
700,279 |
26,969 |
58,817 |
10,723,398 | ||||||
Historical cost |
6,152 |
7,602,941 |
14,185,035 |
700,279 |
35,840 |
185,167 |
22,715,414 | ||||||
Accumulated amortization |
(37) |
(3,208,541) |
(8,648,217) |
- |
(8,871) |
(126,350) |
(11,992,016) |
In conformity with CPC 20 (R1) and IAS 23, the interest on borrowings taken by subsidiaries is capitalized for qualifying intangible assets. In the consolidated, for the 1st quarter of 2017, R$ 4,654 were capitalized at a rate of 8.33% p.a. (R$ 2,266 at a rate of 7.57% in the 1st quarter of 2016,) (note 29).
In the consolidated, the amortization of intangible assets is recognized in the statement of profit or loss in the following line items: (i) “depreciation and amortization” for amortization of distribution infrastructure intangible assets, use of public asset and other intangible assets; and (ii) “amortization of concession intangible asset” for amortization of the intangible asset acquired in business combination (note 26).
14.1 Intangible asset acquired in business combinations
The breakdown of the intangible asset related to the right to operate the concessions acquired in business combinations is as follows:
52
|
Consolidated | ||||||||||
3/31/2017 |
12/31/2016 |
Annual amortization rate | |||||||||
Historical cost |
Accumulated amortization |
Net value |
Net value |
2017 |
2016 | ||||||
Intangible asset - acquired in business combinations |
|||||||||||
Intangible asset acquired, not merged |
|||||||||||
Parent company |
|||||||||||
CPFL Paulista |
304,861 |
(199,514) |
105,347 |
107,843 |
3.28% |
3.28% | |||||
CPFL Piratininga |
39,065 |
(24,069) |
14,995 |
15,319 |
3.31% |
3.31% | |||||
RGE |
3,150 |
(1,727) |
1,423 |
1,457 |
4.24% |
4.24% | |||||
CPFL Geração |
54,555 |
(34,104) |
20,450 |
20,912 |
3.38% |
3.38% | |||||
CPFL Jaguari Geração |
7,896 |
(3,649) |
4,247 |
4,314 |
3.41% |
3.41% | |||||
409,527 |
(263,064) |
146,463 |
149,845 |
||||||||
Subsidiaries |
|||||||||||
CPFL Renováveis |
3,717,093 |
(760,690) |
2,956,403 |
2,995,028 |
4.16% |
5.39% | |||||
RGE Sul |
101,055 |
(3,828) |
97,227 |
99,524 |
9.09% |
9.09% | |||||
RGE |
618 |
(156) |
462 |
473 |
7.06% |
7.06% | |||||
3,818,766 |
(764,674) |
3,054,092 |
3,095,025 |
||||||||
Subtotal |
4,228,294 |
(1,027,738) |
3,200,554 |
3,244,869 |
|||||||
Intangible asset acquired and merged – Deductible |
|||||||||||
Subsidiaries |
|||||||||||
RGE |
1,120,266 |
(868,249) |
252,018 |
257,924 |
2.11% |
2.11% | |||||
RGE Sul |
312,741 |
(11,866) |
300,875 |
307,982 |
9.09% |
9.09% | |||||
CPFL Geração |
426,450 |
(315,989) |
110,461 |
112,953 |
2.34% |
2.34% | |||||
Subtotal |
1,859,457 |
(1,196,103) |
663,354 |
678,859 |
|||||||
Intangible asset acquired and merged – Reassessed |
|||||||||||
Parent company |
|||||||||||
CPFL Paulista |
1,074,026 |
(730,512) |
343,514 |
351,565 |
3.00% |
3.00% | |||||
CPFL Piratininga |
115,762 |
(71,325) |
44,436 |
45,395 |
3.31% |
3.31% | |||||
RGE |
310,128 |
(174,830) |
135,298 |
138,469 |
4.09% |
4.09% | |||||
CPFL Jaguari Geração |
15,275 |
(8,032) |
7,243 |
7,358 |
3.01% |
3.01% | |||||
Subtotal |
1,515,190 |
(984,699) |
530,491 |
542,787 |
|||||||
Total |
7,602,941 |
(3,208,541) |
4,394,400 |
4,466,516 |
( 15 ) TRADE PAYABLES
|
Consolidated | |||
3/31/2017 |
12/31/2016 | |||
Current |
||||
System service charges |
27,035 |
59,935 | ||
Energy purchased |
1,631,278 |
1,868,950 | ||
Electricity network usage charges |
120,968 |
121,884 | ||
Materials and services |
317,062 |
545,468 | ||
Free energy |
135,893 |
131,893 | ||
Total |
2,232,237 |
2,728,130 | ||
Noncurrent |
||||
Energy purchased |
130,135 |
129,148 | ||
Materials and services |
633 |
633 | ||
Total |
130,767 |
129,781 |
53
( 16 ) INTEREST ON DEBTS AND BORROWINGS
Consolidated | ||||||||||||||||
3/31/2017 |
12/31/2016 | |||||||||||||||
Interest - Current and noncurrent |
Principal |
|
Total |
Interest - Current and noncurrent |
Principal |
|
Total | |||||||||
Current |
Noncurrent |
Current |
Noncurrent |
|||||||||||||
Measured at cost |
||||||||||||||||
Local currency |
||||||||||||||||
Investment |
17,655 |
766,645 |
4,539,374 |
5,323,674 |
17,827 |
842,015 |
4,606,227 |
5,466,069 | ||||||||
Rental assets |
27 |
1,102 |
3,670 |
4,799 |
38 |
1,034 |
3,955 |
5,028 | ||||||||
Financial Institutions |
218,522 |
293,886 |
1,419,971 |
1,932,379 |
234,096 |
255,355 |
1,517,251 |
2,006,702 | ||||||||
Others |
- |
18,985 |
38,624 |
57,608 |
50 |
59,756 |
42,370 |
102,176 | ||||||||
Total at cost |
236,204 |
1,080,619 |
6,001,639 |
7,318,461 |
252,011 |
1,158,159 |
6,169,803 |
7,579,974 | ||||||||
Measured at fair value |
||||||||||||||||
Foreign currency |
||||||||||||||||
Financial Institutions |
16,870 |
1,745,467 |
3,238,752 |
5,001,089 |
22,062 |
595,101 |
4,922,463 |
5,539,626 | ||||||||
Mark to market |
- |
3,816 |
14,656 |
18,472 |
- |
(1,764) |
(35,651) |
(37,415) | ||||||||
Total at fair value |
16,870 |
1,749,283 |
3,253,408 |
5,019,561 |
22,062 |
593,337 |
4,886,812 |
5,502,211 | ||||||||
Borrowing costs * |
- |
(3,530) |
(28,163) |
(31,693) |
- |
(5,213) |
(32,930) |
(38,143) | ||||||||
Total |
253,074 |
2,826,371 |
9,226,883 |
12,306,329 |
274,073 |
1,746,284 |
11,023,685 |
13,044,041 |
(*) In accordance with CPC 38/IAS 39, this refers to the borrowing costs directly attributable to the issuance of the respective debts.
54
Consolidated |
||||||||||
Measured at amortized cost |
3/31/2017 |
12/31/2016 |
Annual interest |
Amortization |
Collateral | |||||
Local currency |
||||||||||
Investment |
||||||||||
CPFL Paulista |
||||||||||
FINEM V |
28,622 |
37,078 |
TJLP + 2.12% to 3.3% (c) |
72 monthly installments from February 2012 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
3,201 |
3,638 |
Fixed rate 8% (c) |
90 monthly installments from August 2011 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
28,947 |
30,835 |
Fixed rate 5.5% (b) |
96 monthly installments from February 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
137,970 |
149,984 |
TJLP + 2.06% to 3.08% (e) (f) |
72 monthly installments from January 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
8,530 |
8,907 |
Fixed rate 2.5% (a) |
114 monthly installments from June 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
156,500 |
163,404 |
Fixed rate 2.5% (a) |
96 monthly installments from December 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM VII |
55,805 |
57,798 |
Fixed rate 6% (b) |
96 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINEM VII |
72,075 |
73,435 |
SELIC + 2.62% to 2.66% (h) |
72 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINEM VII |
126,752 |
132,622 |
TJLP + 2.12% to 2.66% (c) (d) |
72 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINAME |
23,243 |
25,356 |
Fixed rate 4.5% |
96 monthly installments from January 2012 |
CPFL Energia guarantee | |||||
CPFL Piratininga |
||||||||||
FINEM IV |
15,416 |
19,970 |
TJLP + 2.12% to 3.3% (c) |
72 monthly installments from February 2012 |
CPFL Energia guarantee and receivables | |||||
FINEM IV |
1,032 |
1,173 |
Fixed rate 8% (c) |
90 monthly installments from August 2011 |
CPFL Energia guarantee and receivables | |||||
FINEM IV |
15,053 |
16,035 |
Fixed rate 5.5% (b) |
96 monthly installments from February 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
40,325 |
43,836 |
TJLP + 2.06% to 3.08% (e) (f) |
72 monthly installments from January 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
2,240 |
2,339 |
Fixed rate 2.5% (a) |
114 monthly installments from June 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
38,945 |
40,664 |
Fixed rate 2.5% (a) |
96 monthly installments from December 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
40,849 |
41,620 |
SELIC + 2.62% to 2.66% (h) |
72 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
62,867 |
65,778 |
TJLP + 2.12% to 2.66% (c) (d) |
72 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
27,225 |
28,198 |
Fixed rate 6% (b) |
96 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINAME |
11,021 |
12,023 |
Fixed rate 4.5% |
96 monthly installments from January 2012 |
CPFL Energia guarantee | |||||
RGE |
||||||||||
FINEM V |
17,325 |
22,444 |
TJLP + 2.12% to 3.3% (c) |
72 monthly installments from February 2012 |
CPFL Energia guarantee and receivables | |||||
FINEM V |
11,104 |
11,828 |
Fixed rate 5.5% (b) |
96 monthly installments from February 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
73,708 |
80,126 |
TJLP + 2.06% to 3.08% (e) (f) |
72 monthly installments from January 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
903 |
942 |
Fixed rate 2.5% (a) |
114 monthly installments from June 2013 |
CPFL Energia guarantee and receivables | |||||
FINEM VI |
57,546 |
60,085 |
Fixed rate 2.5% (a) |
96 monthly installments from December 2014 |
CPFL Energia guarantee and receivables | |||||
FINEM VII |
38,081 |
39,442 |
Fixed rate 6% (b) |
96 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINEM VII |
64,052 |
65,261 |
SELIC + 2.62% to 2.66% (h) |
72 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINEM VII |
77,791 |
81,394 |
TJLP + 2.12% to 2.66% (d) |
72 monthly installments from April 2016 |
CPFL Energia guarantee and receivables | |||||
FINAME |
5,531 |
6,033 |
Fixed rate 4.5% |
96 monthly installments from January 2012 |
CPFL Energia guarantee | |||||
FINAME |
153 |
168 |
Fixed rate 10.0% |
90 monthly installments from May 2012 |
Liens on assets | |||||
FINAME |
545 |
579 |
Fixed rate 10.0% |
66 monthly installments from October 2015 |
Liens on assets | |||||
CPFLSanta Cruz |
||||||||||
FINEM |
8,791 |
9,094 |
Fixed rate 6% |
111 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
3,280 |
3,381 |
SELIC + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
5,725 |
6,062 |
TJLP + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
CPFL Leste Paulista |
||||||||||
FINEM |
3,284 |
3,397 |
Fixed rate 6% |
111 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
1,202 |
1,239 |
SELIC + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
2,101 |
2,224 |
TJLP + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
CPFL Sul Paulista |
||||||||||
FINEM |
2,332 |
2,412 |
Fixed rate 6% |
111 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
1,679 |
1,731 |
SELIC + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
2,949 |
3,122 |
TJLP + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
CPFL Jaguari |
||||||||||
CCB - Santander |
1,401 |
1,464 |
TJLP + 3.1% |
96 monthly installments from June 2014 |
CPFL Energia guarantee | |||||
CCB - Santander |
521 |
572 |
UMBNDES + 2.1% |
96 monthly installments from June 2014 |
CPFL Energia guarantee | |||||
FINEM |
2,342 |
2,422 |
Fixed rate 6% |
111 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
1,248 |
1,287 |
SELIC + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
FINEM |
2,192 |
2,321 |
TJLP + 2.19% |
72 monthly installments from April 2015 |
CPFL Energia guarantee | |||||
CPFL Mococa |
||||||||||
CCB - Santander |
1,803 |
1,883 |
TJLP + 3.1% |
96 monthly installments from June 2014 |
CPFL Energia guarantee | |||||
CCB - Santander |
670 |
736 |
UMBNDES + 2.1% |
96 monthly installments from June 2014 |
CPFL Energia guarantee | |||||
CCB - Santander |
1,298 |
1,413 |
UMBNDES +1.99% |
96 monthly installments from October 2015 |
CPFL Energia guarantee | |||||
CCB - Santander |
3,944 |
4,081 |
TJLP + 2.99% (f) |
96 monthly installments from October 2015 |
CPFL Energia guarantee | |||||
RGE SUL |
||||||||||
FINEP I |
10,364 |
7,757 |
Fixed rate 5% |
81 monthly installments from September 2013 |
Bank guarantee | |||||
FINEP II |
6,201 |
7,562 |
TJLP |
73 monthly installments from May 2016 |
Bank guarantee | |||||
CPFL Serviços |
||||||||||
FINAME |
1,245 |
1,297 |
Fixed rate 2.5% to 5.5% |
96 monthly installments from August 2014 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
298 |
313 |
Fixed rate 6% |
72 monthly installments from April 2016 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
619 |
668 |
Fixed rate 7.7% to 10% |
90 monthly installments from November 2012 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
10,852 |
11,292 |
Fixed rate 2.5% to 5.5% |
114 monthly installments from February 2013 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
43 |
47 |
TJLP + 4.2% |
90 monthly installments from November 2012 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
2,146 |
2,249 |
Fixed rate 6% |
90 monthly installments from October 2014 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
98 |
101 |
Fixed rate 6% |
96 monthly installments from July 2016 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
5,586 |
5,768 |
Fixed rate 6% |
114 monthly installments from June 2015 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
701 |
762 |
TJLP + 2.2% to 3.2% (c) |
56 monthly installments from July 2015 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
3,667 |
3,870 |
Fixed rate 9.5% to 10% (c) |
66 monthly installments from October 2015 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
1,511 |
1,589 |
Fixed rate 6% to 10% (e) |
66 monthly installments from April 2016 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
5,854 |
5,832 |
TJLP + 3.50% (e) |
48 monthly installments from July 2017 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
1,290 |
2,511 |
SELIC + 3.86% to 3.90% (k) |
48 monthly installments from July 2017 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
1,252 |
1,147 |
SELIC + 3.74% (d) |
36 monthly installments from November 2018 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
551 |
495 |
TJLP + 3.40% (h) |
36 monthly installments from November 2018 |
CPFL Energia guarantee and liens on equipment | |||||
CERAN |
||||||||||
BNDES |
254,527 |
266,484 |
TJLP + 3.69% to 5% |
168 monthly installments from December 2005 |
Pledge of shares, credit and concession rights, revenues and CPFL Energia guarantee | |||||
BNDES |
44,226 |
48,409 |
UMBNDES + 5% (1) |
168 monthly installments from February 2006 |
Pledge of shares, credit and concession rights, revenues and CPFL Energia guarantee | |||||
CPFL Transmissão |
||||||||||
FINAME |
16,222 |
16,871 |
Fixed rate 3.0% |
96 monthly installments from July 2015 |
CPFL Energia guarantee | |||||
CPFL Telecom |
||||||||||
FINAME |
7,070 |
7,448 |
Fixed rate 6.0% (b) |
60 monthly installments from December 2016 |
CPFL Energia guarantee | |||||
FINEM |
7,677 |
7,849 |
SELIC + 3.12% (h) |
60 monthly installments from December 2016 |
CPFL Energia guarantee | |||||
FINEM |
20,328 |
21,342 |
TJLP + 2.12% to 3.12% (c) |
60 monthly installments from December 2016 |
CPFL Energia guarantee | |||||
FINEM |
448 |
470 |
TJLP (l) |
60 monthly installments from December 2016 |
CPFL Energia guarantee |
55
CPFL Renováveis |
||||||||||
FINEM I |
255,022 |
262,224 |
TJLP + 1.95% |
168 monthly installments from October 2009 |
PCH Holding a joint and several debtor, letters of guarantee | |||||
FINEM II |
21,420 |
22,210 |
TJLP + 1.90%. |
144 monthly installments from June 2011 |
CPFL Energia guarantee, liens on assets and assignment of credit rights | |||||
FINEM III |
487,575 |
495,912 |
TJLP + 1.72% |
192 monthly installments from May 2013 |
CPFL Energia guarantee, pledge of shares, liens on assets, assignment of credit rights | |||||
FINEM V |
77,731 |
80,362 |
TJLP + 2.8% to 3.4% |
143 monthly installments from December 2011 |
PCH Holding 2 and CPFL Renováveis as joint and several debtors. | |||||
FINEM VI |
73,530 |
74,737 |
TJLP + 2.05% |
192 monthly installments from October 2013 |
Pledge of CPFL Renováveis shares, assignment of receivables | |||||
FINEM VII |
133,817 |
138,474 |
TJLP + 1.92 % |
156 monthly installments from October 2010 |
Pledge of shares, assignment of rights, liens on machinery and equipment | |||||
FINEM IX |
23,387 |
25,195 |
TJLP + 2.15% |
120 monthly installments from May 2010 |
Pledge of shares of subsidiary and liens on machinery and equipment | |||||
FINEM X |
154 |
230 |
TJLP |
84 monthly installments from October 2010 |
Pledge of shares, assignment of rights, liens on machinery and equipment | |||||
FINEM XI |
103,115 |
105,670 |
TJLP + 1.87% to 1.9% |
168 monthly installments from January 2012 |
CPFL Energia guarantee, pledge of shares, liens on assets, assignment of credit rights | |||||
FINEM XII |
312,446 |
317,289 |
TJLP + 2.18% |
192 monthly installments from July 2014 |
CPFL Energia guarantee, liens on assets, joint assignment of credit rights, pledge of shares | |||||
FINEM XIII |
313,609 |
318,257 |
TJLP + 2.02% to 2.18% |
192 monthly installments from November 2014 |
Pledge of shares and machinery and equipment of SPE , assignment of rights | |||||
FINEM XV |
26,306 |
27,305 |
TJLP + 3.44% |
139 monthly installments from September 2011 |
Assignment of receivables, pledge of grantor rights - ANEEL, pledge of shares | |||||
FINEM XVI |
5,897 |
6,418 |
Fixed rate 5.50% |
101 monthly installments from September 2011 |
Assignment of receivables, pledge of grantor rights - ANEEL, pledge of shares | |||||
FINEM XVII |
452,666 |
460,426 |
TJLP + 2.18% |
192 monthly installments from January 2013 |
Liens on machinery and equipment, assignment of receivables, pledge of grantor rights - ANEEL, pledge of shares and reserve account | |||||
FINEM XVIII |
12,583 |
13,763 |
Fixed rate 4.5% |
102 monthly installments from June 2011 |
CPFL Energia guarantee, liens on assets , assignment of credit rights | |||||
FINEM XIX |
29,092 |
29,559 |
TJLP + 2.02% |
192 monthly installments from January 2014 |
CPFL Energia guarantee, liens on assets, joint assignment of credit rights, pledge of shares | |||||
FINEM XX |
42,789 |
44,650 |
Fixed rate 2.5% |
108 monthly installments from January 2014 |
Pledge of CPFL Renováveis shares, | |||||
FINEM XXI |
39,645 |
40,281 |
TJLP + 2.02% |
192 monthly installments from January 2014 |
CPFL Energia guarantee, liens on assets, joint assignment of credit rights, pledge of shares | |||||
FINEM XXII |
37,644 |
39,281 |
Fixed rate 2.5% |
108 monthly installments from January 2014 |
Pledge of CPFL Renováveis shares, | |||||
FINEM XXIII |
1,585 |
1,729 |
Fixed rate 4.5% |
102 monthly installments from June 2011 |
CPFL Energia guarantee, liens on assets , assignment of credit rights | |||||
FINEM XXIV |
102,843 |
109,580 |
Fixed rate 5.5% |
108 monthly installments from January 2012 |
CPFL Energia guarantee, liens on assets, joint assignment of credit rights | |||||
FINEM XXV |
86,400 |
87,492 |
TJLP + 2.18% |
192 monthly installments from July 2016 |
Pledge of shares and grantor rights, liens on assets and assignment of credit rights | |||||
FINEM XXVI |
553,289 |
525,011 |
TJLP + 2.75% |
192 monthly installments from July 2017 |
Pledge of shares and grantor rights, liens on assets and assignment of credit rights | |||||
FINEM XXVII |
69,454 |
70,532 |
TJLP + 2,02% |
162 monthly installments from November 2016 |
Pledge of shares of the intervening parties, assignment of credit rights, pledge of incidental rights authorized by ANEEL and SPE Reserve Account | |||||
FINAME IV |
2,740 |
2,857 |
Fixed rate 2.5% |
96 monthly installments from February 2015 |
Pledge of CPFL Renováveis shares, | |||||
FINEP I |
1,274 |
1,397 |
Fixed rate 3.5% |
61 monthly installments from October 2014 |
Bank guarantee | |||||
FINEP II |
10,445 |
10,445 |
TJLP - 1.0% |
85 monthly installments from June 2017 |
Guarantee | |||||
FINEP III |
4,947 |
5,232 |
TJLP + 2.0% |
73 monthly installments from July 2015 |
Guarantee | |||||
BNB I |
97,983 |
100,323 |
Fixed rate 9.5% to 10% |
168 monthly installments from January 2009 |
Liens | |||||
BNB II |
156,627 |
158,364 |
Fixed rate 10% (J) |
222 monthly installments from May 2010 |
CPFL Energia guarantee | |||||
BNB III |
28,557 |
29,020 |
Fixed rate 9.5% |
228 monthly installments from July 2009 |
Guarantee, liens on assets, assignment of credit rights | |||||
NIB |
66,206 |
67,872 |
IGPM + 8.63% |
50 quarterly installments from June 2011 |
No guarantee | |||||
Purchase of assets |
||||||||||
CPFL ESCO |
||||||||||
FINAME |
2,762 |
2,923 |
Fixed rate 4.5% to 8.7% |
96 monthly installments from March 2012 |
CPFL Energia guarantee | |||||
FINAME |
95 |
99 |
Fixed rate 6% |
72 monthly installments from October 2016 |
CPFL Energia guarantee | |||||
FINAME |
219 |
234 |
TJLP + 2.70% |
48 monthly installments from August 2016 |
CPFL Energia guarantee | |||||
FINAME |
210 |
219 |
SELIC + 2.70% |
48 monthly installments from August 2016 |
CPFL Energia guarantee | |||||
FINAME |
118 |
121 |
Fixed rate 9.5% |
48 monthly installments from October 2016 |
CPFL Energia guarantee | |||||
FINAME |
640 |
678 |
Fixed rate 9.5% (e) |
48 monthly installments from February 2017 |
CPFL Energia guarantee and liens on equipment | |||||
FINAME |
756 |
753 |
TJLP + 3.50% (e) |
48 monthly installments from August 2017 |
CPFL Energia guarantee and liens on equipment | |||||
Financial institutions |
||||||||||
CPFL Paulista |
||||||||||
Banco do Brasil - Working capital |
392,520 |
380,403 |
104.90% of CDI (f) |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
CPFL Piratininga |
||||||||||
Banco do Brasil - Working capital |
- |
66,951 |
104.90% of CDI (f) |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
CPFL Santa Cruz |
||||||||||
Banco do Brasil - Working capital |
51,813 |
50,213 |
104.90% of CDI (f) |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
7,146 |
6,925 |
CDI + 0.27% (f) |
12 semiannual installments from June 2015 |
CPFL Energia guarantee | |||||
CPFL Leste Paulista |
||||||||||
Banco IBM - Working capital |
5,290 |
5,405 |
100.0% of CDI |
14 semiannual installments from December 2012 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
21,615 |
20,955 |
CDI + 0.1% |
12 semiannual installments from October 2014 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
15,273 |
15,658 |
CDI + 0.27% |
12 semiannual installments from March 2015 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
6,009 |
6,993 |
CDI + 1.33% (f) |
12 semiannual installments from January 2016 |
CPFL Energia guarantee | |||||
CPFL Sul Paulista |
||||||||||
Banco do Brasil - Working capital |
32,972 |
31,954 |
104.90% of CDI (f) |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
7,375 |
7,888 |
CDI + 0.27% to 1.33 (f) |
12 semiannual installments from June 2015 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
6,121 |
6,784 |
CDI + 1.27% (g) |
Semiannual installments from February 2017 |
CPFL Energia guarantee | |||||
CPFL Jaguari |
||||||||||
Banco do Brasil - Working capital |
4,553 |
4,413 |
104.90% of CDI (f) |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
11,061 |
10,726 |
100.0% of CDI |
14 semiannual installments from December 2012 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
11,652 |
11,297 |
CDI + 0.1% |
12 semiannual installments from October 2014 |
CPFL Energia guarantee | |||||
CPFL Mococa |
||||||||||
Banco do Brasil - Working capital |
29,832 |
28,911 |
104.90% of CDI (f) |
2 annual installments from July 2017 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
3,589 |
3,481 |
100.0% of CDI |
14 semiannual installments from December 2012 |
CPFL Energia guarantee | |||||
Banco IBM - Working capital |
11,998 |
13,296 |
CDI + 0.27% |
12 semiannual installments from March 2015 |
CPFL Energia guarantee | |||||
CPFL Serviços |
||||||||||
Banco IBM - Working capital |
3,582 |
3,473 |
CDI + 0.10% |
11 semiannual installments from June 2013 |
CPFL Energia guarantee | |||||
CPFL Geração |
||||||||||
Banco do Brasil - Working capital |
619,366 |
641,316 |
109.5% of CDI |
1 installment in March 2019 |
CPFL Energia guarantee | |||||
CPFL Renováveis |
||||||||||
HSBC |
258,268 |
250,363 |
CDI + 0.5% (i) |
8 annual installment from June 2013 |
Pledge of shares | |||||
Safra |
200,289 |
208,547 |
105% of CDI |
14 installments from August 2016 |
Redeemable preferred shares structure | |||||
Banco BBM - Bank credit note |
45,889 |
44,171 |
CDI + 3.40% |
1 installment in March 2018 |
No guarantee | |||||
Banco ABC - Bank credit note |
46,061 |
44,217 |
CDI + 3.80% |
1 installment in December 2017 |
No guarantee | |||||
Banco ABC - Promissory notes |
101,239 |
105,883 |
CDI + 3.80% |
Semiannual installments from February 2017 |
No guarantee | |||||
CPFL Telecom |
||||||||||
Banco IBM - Working capital |
27,798 |
31,449 |
CDI + 0.18% |
12 semiannual installments from August 2014 |
CPFL Energia guarantee |
56
CPFL Transmissão Morro Agudo |
||||||||||
Santander |
11,068 |
5,031 |
CDI + 1.60% (k) |
1 installment in March 2017 |
CPFL Energia guarantee | |||||
Others |
||||||||||
Eletrobrás |
||||||||||
CPFL Paulista |
2,763 |
2,960 |
RGR + 6% to 6.5% |
monthly installments from August 2006 |
Receivables and promissory notes | |||||
RGE |
5,204 |
5,851 |
RGR + 6% |
monthly installments from August 2006 |
Receivables and promissory notes | |||||
CPFL Santa Cruz |
372 |
508 |
RGR + 6% |
monthly installments from January 2007 |
Receivables and promissory notes | |||||
CPFL Leste Paulista |
264 |
338 |
RGR + 6% |
monthly installments from February 2008 |
Receivables and promissory notes | |||||
CPFL Sul Paulista |
213 |
303 |
RGR + 6% |
monthly installments from August 2007 |
Receivables and promissory notes | |||||
CPFL Jaguari |
3 |
9 |
RGR + 6% |
monthly installments from June 2007 |
Receivables and promissory notes | |||||
CPFL Mococa |
104 |
122 |
RGR + 6% |
monthly installments from January 2008 |
Receivables and promissory notes | |||||
RGE SUL |
26,947 |
25,946 |
Fixed rate 5% |
120 monthly installments from June 2012 |
Bank guarantee | |||||
Others |
21,738 |
66,141 |
||||||||
Subtotal local currency |
7,318,461 |
7,579,974 |
||||||||
Foreign currency |
||||||||||
Measured at fair value |
||||||||||
Financial institutions |
||||||||||
CPFL Paulista |
||||||||||
Bank of America Merrill Lynch (***) |
314,055 |
327,503 |
US$+Libor 3 months+1.35% (3) (f) |
1 installment in october 2018 |
CPFL Energia guarantee and promissory notes | |||||
Bank of America Merrill Lynch |
140,656 |
146,703 |
US$+Libor 3 months+1.70% (4) |
1 installment in September 2018 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Tokyo-Mitsubishi |
156,554 |
163,279 |
US$ + Libor 3 months + 0.88% (3) (g) |
1 installment in February 2020 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Tokyo-Mitsubishi |
156,385 |
163,106 |
US$+Libor 3 months+0.80% (3) (f) |
4 semiannual installments from September 2017 |
CPFL Energia guarantee and promissory notes | |||||
BNP Paribas |
67,334 |
68,663 |
Euro + 1.6350% (3) |
1 installment in January 2018 |
CPFL Energia guarantee and promissory notes | |||||
HSBC |
271,206 |
282,808 |
US$ + Libor 3 months + 1.30% (3) |
1 installment in January 2018 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
125,858 |
130,522 |
US$ + 2.28% to 2.32% (3) |
1 installment in December 2017 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
109,950 |
115,382 |
US$ + 2.36% to 2.39% (3) |
1 installment in January 2018 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
78,581 |
82,544 |
US$ + 2.74% (3) |
1 installment in January 2019 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
47,002 |
49,311 |
US$ + 2.2% (3) |
1 installment in February 2018 |
CPFL Energia guarantee and promissory notes | |||||
Bank of America Merrill Lynch |
470,163 |
490,334 |
US$ + Libor 3 months + 1.40% (3) |
1 installment in February 2018 |
CPFL Energia guarantee and promissory notes | |||||
Mizuho Bank |
234,423 |
244,484 |
US$+Libor 3 months+1.55% (3) (f) |
3 semiannual installments from March 2018 |
CPFL Energia guarantee and promissory notes | |||||
Syndicated transaction (**) - Bank of America Merrill Lynch, Citibank, HSBC and EDC-Export Development Canada |
209,095 |
218,104 |
US$ + Libor 3 months + 2.7% (4) |
5 semiannual installments from May 2019 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Piratininga |
||||||||||
BNP Paribas |
185,170 |
188,822 |
Euro + 1.6350% (3) |
1 installment in January 2018 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
196,091 |
204,486 |
US$ + Libor 3 months + 1.41% (3) |
2 annual installments from January 2019 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
156,501 |
163,225 |
US$ + Libor 3 months + 1.35% (4) |
1 installment in March 2019 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
51,715 |
54,235 |
US$ + 2.08% (3) |
1 installment in August 2017 |
CPFL Energia guarantee and promissory notes | |||||
Sumitomo |
156,986 |
163,712 |
US$ + Libor 3 months + 1.35% (3) (f) |
1 installment in April 2018 |
CPFL Energia guarantee and promissory notes | |||||
Syndicated transaction (**) - Bank of America Merrill Lynch, Citibank, HSBC and EDC-Export Development Canada |
209,095 |
218,104 |
US$ + Libor 3 months + 2.7% (4) |
5 semiannual installments from May 2019 |
CPFL Energia guarantee and promissory notes | |||||
RGE |
||||||||||
Bank of Tokyo-Mitsubishi |
56,439 |
58,852 |
US$ + Libor 3 months + 0.82%(3) |
1 installment in April 2018 |
CPFL Energia guarantee and promissory notes | |||||
Bank of Tokyo-Mitsubishi |
256,708 |
267,740 |
US$ + Libor 3 months + 0.83%(3) |
1 installment in May 2018 |
CPFL Energia guarantee and promissory notes | |||||
HSBC |
42,671 |
44,496 |
US$ + Libor 3 months + 1.30% (3) |
1 installment in October 2017 |
CPFL Energia guarantee and promissory notes | |||||
J.P. Morgan |
190,238 |
199,826 |
US$ + 2.78% (3) |
1 installment in February 2018 |
CPFL Energia guarantee and promissory notes | |||||
Syndicated transaction (**) - Bank of America Merrill Lynch, Citibank, HSBC and EDC-Export Development Canada |
209,095 |
218,104 |
US$ + Libor 3 months + 2.7% (4) |
5 semiannual installments from May 2019 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Santa Cruz |
||||||||||
Scotiabank |
15,736 |
16,556 |
US$ + 3.37% (4) (g) |
1 installment in July 2019 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Sul Paulista |
||||||||||
Scotiabank |
15,736 |
16,556 |
US$ + 3.37% (4) (g) |
1 installment in July 2019 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Leste Paulista |
||||||||||
Scotiabank |
15,736 |
16,556 |
US$ + 3.37% (4) (g) |
1 installment in July 2019 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Jaguari |
||||||||||
Scotiabank |
15,736 |
16,556 |
US$ + 3.37% (4) (g) |
1 installment in July 2019 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Geração |
||||||||||
HSBC |
- |
326,159 |
US$+Libor 3 months + 1.30% (3) |
1 installment in March 2017 |
CPFL Energia guarantee and promissory notes | |||||
CCB-China Construction Bank |
93,914 |
97,946 |
US$+Libor 3 months + 1.60% + 1.4% fee (4) |
1 installment in June 2019 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
111,726 |
117,550 |
US$ + 3.37% (4) (g) |
1 installment in July 2019 |
CPFL Energia guarantee and promissory notes | |||||
Citibank |
375,258 |
391,380 |
US$+Libor 3 months + 1.41% (3) (f) |
3 annual installments from September 2018 |
CPFL Energia guarantee and promissory notes | |||||
CCB-China Construction Bank |
31,280 |
32,624 |
US$ + 3.37% (4) (g) |
1 installment in September 2019 |
CPFL Energia guarantee and promissory notes | |||||
Scotiabank |
157,619 |
163,125 |
US$ + 3.13% (f) |
1 installment in December 2019 |
CPFL Energia guarantee | |||||
Paulista Lajeado |
||||||||||
Banco Itaú |
34,018 |
35,771 |
US$ + 3.196% (4) |
1 installment in March 2018 |
CPFL Energia guarantee and promissory notes | |||||
CPFL Brasil |
||||||||||
Scotiabank |
42,356 |
44,501 |
US$ + 2.779% (3) |
1 installment in August 2018 |
CPFL Energia guarantee and promissory notes | |||||
Mark to market |
18,472 |
(37,415) |
||||||||
Total in foreign currency - fair value |
5,019,561 |
5,502,211 |
||||||||
Borrowing costs (*) |
(31,693) |
(38,143) |
||||||||
Total - Consolidated |
12,306,329 |
13,044,041 |
||||||||
The subsidiaries hold swaps converting the operating cost of currency variation to interest rate variation in reais, corresponding to: |
||||||||||
(1) 143.85% of CDI |
(3) 99% to 109% of CDI |
|||||||||
(2) 95.20% of CDI |
(4) 109.1% to 119% of CDI |
|||||||||
Effective rate: |
||||||||||
(a) 30% to 40% of CDI |
(e) 80.1% to 90% of CDI |
(i) CDI + 0.73% |
||||||||
(b) 40.1% to 50% of CDI |
(f) 100.1% to 110% of CDI |
(J) Fixed rate 10.57% |
||||||||
(c) 60.1% to 70% of CDI |
(g) 110.1% to 120% of CDI |
(k) 130.01% to 140% of CDI |
||||||||
(d) 70.1% to 80% of CDI |
(h) 120.1% to 130% of CDI |
(l) 50.1% to 60% of CDI |
(*) In accordance with CPC 38/IAS 39, this refers to borrowing costs directly attributable to the issuance of the respective debts.
(**) Syndicated transaction – borrowings in foreign currency, having as counterpart a group of financial institutions.
As segregated in the tables above, in conformity with CPCs 38 and 39 and IASs 32 and 39, the Company and its subsidiaries classified their debts as (i) other financial liabilities (or measured at amortized cost), and (ii) financial liabilities measured at fair value through profit or loss.
57
The objective of the classification as financial liabilities of borrowings measured at fair value is to compare the effects of the recognition of income and expenses derived from marking to market of derivatives, tied to the borrowings, in order to obtain more relevant and consistent accounting information. At March 31, 2017, the balance of the borrowings measured at fair value was R$ 5,019,561 (R$ 5,502,211 at December 31, 2016).
Changes in the fair values of these borrowings are recognized in finance income/cost of the Company and its subsidiaries. At March 31, 2017, the accumulated losses obtained on the marking to market of the borrowings were R$ 18,472 (accumulated gains of R$ 37,415 at December 31, 2016), which reduced by the gains obtained on the marking to market of derivative financial instruments of R$ 51,567 (R$ 24,504 at December 31, 2016) contracted to hedge against changes in foreign exchange rates (note 32), resulted in a total net gain of R$ 33,095 (R$ 61,919 at December 31, 2016).
The maturities of the principal of borrowings recorded in noncurrent liabilities are scheduled as follows:
Maturity |
Consolidated |
From 1/4/2018 |
2,168,022 |
2019 |
2,742,213 |
2020 |
1,345,297 |
2021 |
699,621 |
2022 |
492,204 |
2023 to 2027 |
1,279,041 |
2028 to 2032 |
468,721 |
2033 to 2037 |
17,108 |
Subtotal |
9,212,227 |
Mark to market |
14,656 |
Total |
9,226,883 |
Main additions in the period:
R$ mil |
|
|||||||||||
Company |
Bank / Type |
Total approved |
Released in 2017 |
Released net of borrowing costs |
Interest |
Utilization | ||||||
Local currency |
||||||||||||
Investment: |
||||||||||||
CPFL Santa Cruz, CPFL Leste Paulista and CPFL Mococa |
FINAME (a) |
253 |
|
253 |
253 |
Quarterly |
Subsidiary's investment plan | |||||
CPFL Serviços |
FINAME (a) |
2,722 |
2,722 |
2,722 |
Quarterly |
Purchase of machinery and equipment | ||||||
CPFL Renováveis |
FINEM XXVI |
764,109 |
15,257 |
15,257 |
Monthly |
Subsidiary's investment plan | ||||||
767,084 |
18,232 |
18,232 |
(a) There is no restrictive financial covenant.
Restrictive covenants
The borrowing agreements are subject to certain restrictive covenants, including covenants that require the Company and/or its subsidiaries to maintain certain financial ratios within pre-established parameters. Moreover, these agreements contain restrictive non-financial covenants, which are complied with as per the last measurement period.
For the borrowings obtained, or with disbursement of amounts, in 2017, some of them have restrictive covenants related to financial indicators, as follows:
CPFL Renováveis - FINEM XXVI
58
The details of the restrictive covenants for the other debts are presented in the financial statements at December 31, 2016.
The Management of the Company and its subsidiaries monitors these ratios systematically and constantly to ensure that the covenants are complied with. In the opinion of the Company’s and its subsidiaries’ Management, all restrictive covenants and covenants whose indicators are measured semiannually and annually have been properly complied with, as per the last measurement period, that is, June 30, 2016 and December 31, 2016, respectively.
( 17 ) DEBENTURES AND INTEREST ON DEBENTURES
Consolidated | |||||||||||||||||
3/31/2017 |
12/31/2016 | ||||||||||||||||
Issue |
Current and noncurrent interest |
Current |
Noncurrent |
Total |
Current and noncurrent interest |
Current |
Noncurrent |
Total | |||||||||
Parent company |
|||||||||||||||||
5th Issue |
Single series |
40,284 |
- |
620,000 |
660,284 |
18,069 |
- |
620,000 |
638,069 | ||||||||
CPFL Paulista |
|||||||||||||||||
6th Issue |
Single series |
4,332 |
- |
264,000 |
268,332 |
47,079 |
198,000 |
462,000 |
707,079 | ||||||||
7th Issue |
Single series |
9,361 |
126,250 |
378,750 |
514,361 |
28,913 |
- |
505,000 |
533,913 | ||||||||
13,693 |
126,250 |
642,750 |
782,693 |
75,992 |
198,000 |
967,000 |
1,240,992 | ||||||||||
CPFL Piratininga |
|||||||||||||||||
6th Issue |
Single series |
722 |
- |
44,000 |
44,722 |
7,846 |
33,000 |
77,000 |
117,846 | ||||||||
7th Issue |
Single series |
4,356 |
58,750 |
176,250 |
239,356 |
13,455 |
- |
235,000 |
248,455 | ||||||||
8th issue |
2nd series |
1,350 |
- |
246,000 |
247,350 |
- |
- |
- |
- | ||||||||
8th issue |
1st series |
135 |
- |
60,072 |
60,207 |
- |
- |
- |
- | ||||||||
6,563 |
58,750 |
526,322 |
591,635 |
21,301 |
33,000 |
312,000 |
366,301 | ||||||||||
RGE |
|||||||||||||||||
6th Issue |
Single series |
1,561 |
- |
200,000 |
201,561 |
35,666 |
150,000 |
350,000 |
535,666 | ||||||||
7th Issue |
Single series |
3,151 |
42,500 |
127,500 |
173,151 |
9,733 |
- |
170,000 |
179,733 | ||||||||
8th issue |
2nd series |
2,128 |
- |
250,000 |
252,128 |
- |
- |
- |
- | ||||||||
8th issue |
1st series |
459 |
- |
130,327 |
130,786 |
- |
- |
- |
- | ||||||||
7,299 |
42,500 |
|
707,827 |
|
757,626 |
45,399 |
150,000 |
520,000 |
715,399 | ||||||||
RGE SUL |
|||||||||||||||||
4th Issue |
Single series |
71,471 |
- |
1,100,000 |
1,171,471 |
32,058 |
- |
1,100,000 |
1,132,058 | ||||||||
CPFL Santa Cruz |
|||||||||||||||||
1st Issue |
Single series |
2,775 |
32,500 |
32,500 |
67,775 |
550 |
32,500 |
32,500 |
65,550 | ||||||||
CPFL Brasil |
|||||||||||||||||
3rd Issue |
Single series |
25,989 |
- |
400,000 |
425,989 |
11,657 |
- |
400,000 |
411,657 | ||||||||
CPFL Geração |
|||||||||||||||||
5th Issue |
Single series |
50,460 |
546,000 |
546,000 |
1,142,460 |
12,969 |
546,000 |
546,000 |
1,104,969 | ||||||||
6th Issue |
Single series |
5,850 |
- |
460,000 |
465,850 |
23,228 |
- |
460,000 |
483,228 | ||||||||
7th Issue |
Single series |
37,915 |
- |
635,000 |
672,915 |
16,379 |
- |
635,000 |
651,379 | ||||||||
8th Issue |
Single series |
4,691 |
- |
86,393 |
91,084 |
3,369 |
- |
85,520 |
88,889 | ||||||||
9th Issue |
Single series |
1,218 |
- |
50,776 |
51,993 |
524 |
- |
50,278 |
50,802 | ||||||||
100,133 |
546,000 |
1,778,169 |
2,427,968 |
56,470 |
546,000 |
1,776,798 |
2,379,268 | ||||||||||
CPFL Renováveis |
|||||||||||||||||
1st Issue - SIIF |
1st to 12th series |
2,054 |
42,703 |
469,730 |
514,487 |
762 |
41,938 |
461,314 |
504,014 | ||||||||
1st Issue - PCH Holding 2 |
Single series |
657 |
8,701 |
132,092 |
141,450 |
644 |
8,700 |
132,091 |
141,435 | ||||||||
1st Issue - Renováveis |
Single series |
19,054 |
43,000 |
322,500 |
384,554 |
6,160 |
43,000 |
322,500 |
371,660 | ||||||||
2nd Issue - Renováveis |
Single series |
421 |
60,000 |
210,000 |
270,421 |
11,486 |
30,000 |
270,000 |
311,486 | ||||||||
3rd Issue - Renováveis |
Single series |
15,160 |
- |
296,000 |
311,160 |
4,444 |
- |
296,000 |
300,444 | ||||||||
4th Issue - Renováveis |
1st series |
344 |
- |
200,000 |
200,344 |
7,925 |
- |
200,000 |
207,925 | ||||||||
5th Issue - Renováveis |
Single series |
886 |
- |
100,000 |
100,886 |
- |
- |
- |
- | ||||||||
1st Issue - DESA |
Single series |
1,066 |
17,500 |
- |
18,566 |
425 |
17,500 |
- |
17,925 | ||||||||
2nd Issue - DESA |
Single series |
32,317 |
- |
65,000 |
97,317 |
29,153 |
- |
65,000 |
94,153 | ||||||||
1st Issue - Pedra Cheirosa I |
Single series |
8,925 |
52,200 |
- |
61,125 |
6,675 |
52,200 |
- |
58,875 | ||||||||
1st Issue - Pedra Cheirosa II |
Single series |
8,174 |
47,800 |
- |
55,974 |
6,114 |
47,800 |
- |
53,914 | ||||||||
1st Issue - Boa Vista II |
Single series |
8,550 |
50,000 |
- |
58,550 |
6,395 |
50,000 |
- |
56,395 | ||||||||
97,608 |
321,904 |
1,795,322 |
2,214,834 |
80,183 |
291,138 |
1,746,905 |
2,118,226 | ||||||||||
Borrowing costs (**) |
(7,442) |
(8,637) |
(56,876) |
(72,955) |
(7,346) |
(8,545) |
(51,684) |
(67,575) | |||||||||
358,372 |
1,119,269 |
7,546,014 |
9,023,653 |
334,333 |
1,242,095 |
7,423,519 |
8,999,946 | ||||||||||
(*) These debentures can be converted into shares and, therefore, are considered in the calculation of the dilutive effect for the earnings per share (note 24)
(**) In accordance with CPC 38/IAS 39, this refers to borrowing costs directly attributable to the issuance of the respective debts.
59
Issue |
Quantity issued |
Annual remuneration |
Annual effective rate |
Amortization conditions |
Collateral | |||||
Parent company |
||||||||||
5th Issue |
Single series |
62,000 |
114.5% of CDI |
120.65% of CDI |
2 annual installments from October 2019 |
No guarantee | ||||
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 |
||||||||||
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 | ||||
8th issue |
2nd series |
246,000 |
109.5% CDI |
109.5% CDI |
2 installments in February 2021 and February 2022 |
CPFL Energia guarantee | ||||
8th issue |
1st series |
60,000 |
IPCA + 5.2901% |
IPCA + 5.2901% |
2 installments in February 2021 and February 2022 |
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 | ||||
8th issue |
2nd series |
250,000 |
111.25% CDI |
111.25% CDI |
2 installments in February 2021 and February 2022 |
CPFL Energia guarantee | ||||
8th issue |
1st series |
130,000 |
IPCA+ 5.3473% |
IPCA+ 5.3473% |
2 installments in February 2021 and February 2022 |
CPFL Energia guarantee | ||||
RGE SUL |
||||||||||
4th Issue |
Single series |
110,000 |
114.50% of CDI |
120.65% of CDI |
2 annual installments from October 2019 |
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 |
||||||||||
3rd Issue |
Single series |
40,000 |
114.5% of CDI |
124.04%% of CDI |
2 annual installments from October 2019 |
CPFL Energia guarantee | ||||
CPFL Geração |
||||||||||
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 | ||||
9th Issue |
Single series |
50,000 |
IPCA+ 5.48% |
101.74% of CDI |
1 installment in October 2021 |
CPFL Energia guarantee | ||||
CPFL Renováveis |
||||||||||
1st Issue - SIIF |
1st to 12th series |
432,299,666 |
TJLP + 1% |
TJLP + 1% + 0.6% |
39 semi-annual installments from 2009 |
Liens | ||||
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 |
Assignment of dividends of BVP and PCH Holding | ||||
2nd Issue - Renováveis |
Single series |
300,000 |
114.0% of CDI |
115.43% of CDI |
5 annual instalments from June 2017 |
Unsecured | ||||
3rd Issue - Renováveis |
Single series |
29,600 |
117.25% of CDI |
120.64% of CDI |
1 installment in May 2020 |
Unsecured | ||||
4th Issue - Renováveis |
1st series |
20,000 |
126% CDI |
134.22% CDI |
3 annual installments from September 2019 |
CPFL Renováveis guarantee | ||||
5th Issue - Renováveis |
Single series |
100,000 |
129.5% CDI |
138.06% of CDI |
Principal and interest semi-annual instalments from June 2018 |
Dobrevê secured guarantee and letter of guarantee | ||||
1st Issue - DESA |
Single series |
20 |
CDI + 1.75% |
CDI + 1.75% |
3 semi-annual installments from May de 2016 |
Unsecured | ||||
2nd Issue - DESA |
Single series |
65 |
CDI + 1.34% |
CDI + 1.34% |
3 semi-annual installments from April de 2018 |
Unsecured | ||||
1st Issue - Pedra Cheirosa I |
Single series |
5,220 |
CDI + 2.85% |
CDI + 2.85% |
1 installment in September 2017 |
CPFL Renováveis guarantee | ||||
1st Issue - Pedra Cheirosa II |
Single series |
4,780 |
CDI + 2.85% |
CDI + 2.85% |
1 installment in September 2017 |
CPFL Renováveis guarantee | ||||
1st Issue - Boa Vista II |
Single series |
5,000 |
CDI + 2.85% |
CDI + 2.85% |
1 installment in September 2017 |
CPFL Renováveis guarantee | ||||
Borrowing costs (**) |
||||||||||
The 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 |
||||||||||
(2) 107% to 107.9% of CDI |
||||||||||
(3) 108% to 108.1% of CDI |
The maturities of the principal of debentures recognized in noncurrent liabilities are as follows:
Maturity |
Consolidated | |
From 4/1/2018 |
998,523 | |
2019 |
3,013,665 | |
2020 |
1,791,533 | |
2021 |
861,263 | |
2022 |
399,898 | |
2023 to 2027 |
439,253 | |
2028 to 2032 |
41,879 | |
Total |
7,546,014 |
60
Main additions in the period:
R$ thousand |
| |||||||||||
Company |
Issue |
Quantity issued |
Released in 2017 |
Released net of borrowing costs |
Interest |
Utilization | ||||||
CPFL Piratininga |
8th issue |
306,000 |
306,000 |
303,059 |
Semiannual |
Subsidiary's investment plan, debt refinancing and working capital improvement | ||||||
RGE |
8th issue |
380,000 |
380,000 |
376,605 |
Semiannual |
Subsidiary's investment plan, debt refinancing and working capital improvement | ||||||
CPFL Renováveis - parent company |
5th issue |
100,000,000 |
100,000 |
97,556 |
Semiannual |
Subsidiary's investment plan | ||||||
786,000 |
777,220 |
|||||||||||
RESTRICTIVE COVENANTS
The debenture agreements are subject to certain restrictive covenants, including covenants that require the Company and its subsidiaries to maintain certain financial ratios within pre-established parameters. Moreover, these agreements contain restrictive non-financial covenants, which are complied with as per the last measurement period.
Debentures issued in 2017 are subject to restrictive covenants, which require from Company or its subsidiaries to maintain financial ratios, as follows:
CPFL Piratininga and RGE
Maintenance, by the Company, of the following ratios:
CPFL Renováveis
The Management of the Company and its subsidiaries monitors these ratios systematically and constantly to ensure that the conditions are complied with. In the opinion of the Company’s and its subsidiaries’ Management, all restrictive covenants and covenants whose indicators are measured semiannually and annually have been properly complied with, as per the last measurement period, that is, June 30, 2016 and December 31, 2016, respectively.
( 18 ) PRIVATE PENSION PLAN
The subsidiaries have supplementary retirement and pension plans for their employees, the characteristics of which are described in note 19 to the financial statements for the year ended December 31, 2016.
18.1Movements in the defined benefit plans
The movements in net liability occurred in the period are as follows:
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
RGE Sul |
Total | ||||||
Net actuarial liability at December 31, 2016 |
800,445 |
139,958 |
18,954 |
4,972 |
74,830 |
1,039,158 | |||||
Expenses (income) recognized in the statement of profit or loss |
21,125 |
4,311 |
517 |
63 |
2,815 |
28,831 | |||||
Sponsors' contributions transferred during the period |
(15,822) |
(4,881) |
(168) |
(1,620) |
(1,736) |
(24,227) | |||||
Net actuarial liability at March 31, 2017 |
805,748 |
139,388 |
19,303 |
3,415 |
75,909 |
1,043,762 | |||||
Other contributions |
11,762 |
160 |
(10) |
57 |
- |
11,969 | |||||
Total liability |
817,510 |
139,548 |
19,293 |
3,472 |
75,909 |
1,055,731 | |||||
Current |
44,016 | ||||||||||
Noncurrent |
1,011,715 |
61
The income and expenses recognized as cost of the operation are shown below:
1st quarter 2017 | |||||||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
RGE Sul |
Consolidated | ||||||
Service cost |
177 |
788 |
18 |
68 |
722 |
1,773 | |||||
Interest on actuarial obligations |
119,153 |
31,890 |
2,858 |
9,349 |
12,732 |
175,982 | |||||
Expected return on plan assets |
(98,205) |
(28,367) |
(2,359) |
(9,354) |
(10,639) |
(148,924) | |||||
Total expense (income) |
21,125 |
4,311 |
517 |
63 |
2,815 |
28,831 | |||||
1st quarter 2016 | |||||||||||
CPFL Paulista |
CPFL Piratininga |
CPFL Geração |
RGE |
RGE Sul |
Consolidated | ||||||
Service cost |
190 |
627 |
17 |
5 |
- |
839 | |||||
Interest on actuarial obligations |
114,662 |
29,260 |
2,741 |
8,472 |
- |
155,135 | |||||
Expected return on plan assets |
(101,790) |
(29,223) |
(2,436) |
(8,872) |
- |
(142,321) | |||||
Effect of asset ceiling |
- |
- |
- |
260 |
- |
260 | |||||
Total expense (income) |
13,062 |
664 |
322 |
(135) |
- |
13,913 |
The main assumptions considered in the actuarial calculation, based on the actuarial reports prepared as of December 31, 2016 and 2015, were as follows:
CPFL Paulista, CPFL Geração and CPFL Piratininga |
RGE |
RGE Sul | ||||||||
12/31/2016 |
12/31/2015 |
12/31/2016 |
12/31/2015 |
12/31/2016 | ||||||
Nominal discount rate for actuarial liabilities: |
10,99% p.a. |
12,67% p.a. |
10,99% p.a. |
12,67% p.a. |
10,99% p.a. | |||||
Nominal return rate on plan assets: |
10,99% p.a. |
12,67% p.a. |
10,99% p.a. |
12,67% p.a. |
10,99% p.a. | |||||
Estimated rate of nominal salary increase: |
7,00% p.a. |
6,79% p.a. |
8,15% p.a. |
6,79% p.a. |
7,29% p.a. | |||||
Estimated rate of nominal benefits increase: |
5,00% p.a. |
5,00% p.a. |
5,00% p.a. |
5,00% p.a. |
5,00% p.a. | |||||
Estimated long-term inflation rate (basis for determining the nominal rates above) |
5,00% p.a. |
5,00% p.a. |
5,00% p.a. |
5,00% p.a. |
5,00% p.a. | |||||
General biometric mortality table: |
AT-2000 (-10) |
AT-2000 (-10) |
BR-EMS sb v.2015 |
AT-2000 (-10) |
AT-2000 | |||||
Biometric table for the onset of disability: |
Low Light |
Low Light |
Medium Light |
Low Light |
Medium Light | |||||
Expected turnover rate: |
ExpR_2012* |
ExpR_2012* |
Null |
ExpR_2012* |
Null | |||||
Likelihood of reaching retirement age: |
100% when a beneficiary of the plan first becomes eligible |
100% when a beneficiary of the plan first becomes eligible |
100% one year after when a beneficiary of the plan first becomes eligible |
100% when a beneficiary of the plan first becomes eligible |
100% one year after when a beneficiary of the plan first becomes eligible | |||||
(*) FUNCESP experience, with aggravation of 40% |
( 19 ) REGULATORY CHARGES
Consolidated | |||
3/31/2017 |
12/31/2016 | ||
Financial components and water resources |
995 |
1,385 | |
Global reversal reserve - RGR |
17,469 |
17,469 | |
ANEEL inspection fee |
2,058 |
2,044 | |
Energy development account - CDE |
282,676 |
309,117 | |
Tariff flags and others |
36,575 |
36,064 | |
Total |
339,777 |
366,078 |
Energy development account – CDE: refers to the (i) annual CDE quota for the year 2017 in the amount of R$ 138,135 (R$ 164,681 at December 31, 2016); (ii) quota intended for the refund of the amount contributed to the CDE account for the period from January 2013 to January 2014 totaling R$ 44,729 (R$ 44,622 at December 31, 2016); and (iii) quota intended for the refund of the amount contributed to the Regulated Contracting Environment (ACR) account for the period from February to December 2014, in the amount of R$ 99,814 (R$ 99,814 at December 31, 2016). The subsidiaries matched the payables relating to the CDE account with the receivables relating to the Eletrobras account (note 11) in the 1st quarter of 2017, in the amount of R$ 102,641 (R$ 34,481 in the 1st quarter of 2016).
62
( 20 ) TAXES, FEES AND CONTRIBUTIONS
|
Consolidated | |||
3/31/2017 |
12/31/2016 | |||
Current |
||||
ICMS (State VAT) |
462,689 |
416,096 | ||
PIS (tax on revenue) |
31,327 |
28,759 | ||
COFINS (tax on revenue) |
138,892 |
126,939 | ||
IRPJ (corporate income tax) |
73,447 |
42,793 | ||
CSLL (social contribution on net income) |
25,893 |
14,434 | ||
Others |
53,433 |
52,522 | ||
Total |
785,682 |
681,544 | ||
Noncurrent |
||||
PIS (tax on revenue) |
25,096 |
26,814 |
( 21 ) PROVISION FOR TAX, CIVIL AND LABOR RISKS AND ESCROW DEPOSITS
|
|
Consolidated | ||||||
|
|
3/31/2017 |
12/31/2016 | |||||
|
|
Provision for tax, civil and labor risks |
Escrow deposits |
Provision for tax, civil and labor risks |
Escrow deposits | |||
Labor |
221,458 |
113,088 |
222,001 |
110,147 | ||||
Civil |
228,972 |
104,585 |
236,915 |
114,214 | ||||
Tax | ||||||||
FINSOCIAL |
32,932 |
92,515 |
32,372 |
90,951 | ||||
Income Tax |
145,069 |
363,987 |
142,790 |
150,439 | ||||
Others |
124,748 |
85,292 |
113,227 |
84,091 | ||||
302,749 |
541,795 |
288,389 |
325,481 | |||||
Others |
84,629 |
10,178 |
85,971 |
229 | ||||
Total |
|
837,809 |
769,646 |
833,276 |
550,072 |
The movements in the provision for tax, civil, labor and other risks are shown below:
63
Consolidated | |||||||||||
12/31/2016 |
Additions |
Reversals |
Payments |
Inflation adjustment |
3/31/2017 | ||||||
Labor |
222,001 |
24,490 |
(4,972) |
(28,152) |
8,091 |
221,458 | |||||
Civil |
236,915 |
21,697 |
(5,073) |
(29,759) |
5,192 |
228,972 | |||||
Tax |
288,389 |
9,121 |
(1,216) |
(7) |
6,463 |
302,749 | |||||
Others |
85,971 |
- |
(59) |
(2,750) |
1,466 |
84,629 | |||||
Total |
833,276 |
55,307 |
(11,322) |
(60,668) |
21,213 |
837,809 | |||||
The provision for tax, civil and labor risks was based on the assessment of the risks of losses on lawsuits to which the Company and its subsidiaries are parties, where the likelihood of loss is probable in the opinion of the outside legal counselors and the Company’s and its subsidiaries’ management.
The details of the nature of the provision for tax, civil, labor and other risks and escrow deposits are presented in the Note 22 of the financial statements at December 31, 2016.
Possible losses:
The Company and its subsidiaries are involved in other lawsuits and risks for which Management, supported by the opinion of its outside legal counselors, believes that the likelihood of a favorable outcome is possible as there is a solid defense position for these cases and, therefore, no provision was recognized. It is not yet possible to predict the outcome of the courts’ decisions or any other decisions in similar proceedings considered as probable or remote.
The claims relating to possible losses at March 31, 2017 and December 31, 2016 were as follows:
Consolidated |
||||
3/31/2017 |
12/31/2016 |
Main claims | ||
Labor |
679,901 |
668,005 |
Work-related accidents, hazardous duty premium and overtime | |
Civil |
1,104,795 |
1,004,279 |
Personal injury, environmental impacts and increase in tariffs | |
Tax |
4,694,882 |
4,611,077 |
ICMS, FINSOCIAL, PIS and COFINS, and Income tax | |
Regulatory |
101,269 |
93,827 |
Technical, commercial and economic-financial supervisions | |
Total |
6,580,847 |
6,377,188 |
Tax – there is a discussion about the deductibility for income tax of the expense recognized in 1997 relating to the commitment assumed in regard to the pension plan of employees of the subsidiary CPFL Paulista with Fundação CESP in the estimated amount of R$ 1,156,907. In January 2016, the Company obtained court decisions that authorized the replacement of the escrow deposits related to these lawsuits with financial guarantees (letter of guarantee and performance bond), for which the withdrawals on behalf of the subsidiary occurred in 2016. There is an appeal by the Office of Attorney-General of the National Treasury in both cases, without suspensive effect, which is pending a decision of the Federal Regional Court. Concurrently, in February 2017, there was a decision for the refund of the amount related to interest incurred on part of the deposits withdrawn. Therefore, the subsidiary made an escrow deposit of R$ 206,874.
Regarding the labor risks, as described in note 22 to the financial statements for the year ended December 31, 2016, there is a discussion about the possibility of changing the inflation adjustment index used by the Labor Court, the status of such discussion has been unchanged since then and the risk remains as possible.
Based on the opinion of their outside legal counselors, the Company’s and its subsidiaries’ management believes that the amounts provided for reflect the current best estimate.
64
( 22 ) OTHER PAYABLES
Consolidated | |||||||
Current |
Noncurrent | ||||||
3/31/2017 |
12/31/2016 |
3/31/2017 |
12/31/2016 | ||||
Consumers and concessionaires |
67,077 |
73,864 |
45,038 |
44,711 | |||
Energy efficiency program - PEE |
272,493 |
257,622 |
64,370 |
58,798 | |||
Research & Development - P&D |
97,439 |
75,655 |
39,689 |
55,272 | |||
EPE / FNDCT / PROCEL |
16,766 |
12,928 |
- |
- | |||
Reversion fund |
- |
- |
17,750 |
17,750 | |||
Advances |
204,847 |
163,054 |
7,654 |
8,029 | |||
Tariff discounts - CDE |
1,346 |
8,891 |
- |
- | |||
Provision for environmental costs |
13,146 |
13,703 |
63,151 |
61,828 | |||
Payroll |
18,398 |
16,951 |
- |
- | |||
Profit sharing |
66,371 |
56,215 |
11,400 |
11,400 | |||
Collection agreements |
75,687 |
69,793 |
- |
- | |||
Guarantees |
- |
- |
25,993 |
44,140 | |||
Business combination |
7,076 |
9,492 |
- |
- | |||
Others |
51,354 |
49,455 |
3,805 |
7,364 | |||
Total |
892,000 |
807,623 |
278,850 |
309,292 |
( 23 ) EQUITY
The shareholders’ interest in the Company’s equity at March 31, 2017 and December 31, 2016 is shown below:
Number of shares | ||||
03/31/2017 | ||||
Shareholders |
Common shares |
Interest % | ||
State Grid Brazil Power Participações Ltda. |
322,078,613 |
31.64% | ||
ESC Energia S.A. |
234,086,204 |
23.00% | ||
Members of the Executive Board and Board of Directors |
23,750 |
0.00% | ||
Other shareholders |
461,726,179 |
45.36% | ||
Total |
1,017,914,746 |
100.00% | ||
Number of shares | ||||
12/31/2016 | ||||
Common shares |
Interest % | |||
Caixa de Previdência dos Funcionários do Banco do Brasil - Previ |
299,787,559 |
29.45% | ||
Camargo Correa S.A. |
5,897,311 |
0.58% | ||
ESC Energia S.A. |
234,086,204 |
23.00% | ||
Bonaire Participações S.A. |
1,249,386 |
0.12% | ||
Energia São Paulo FIA |
35,145,643 |
3.45% | ||
Fundação Petrobras de Seguridade Social - Petros |
28,056,260 |
2.76% | ||
Fundação Sistel de Seguridade Social |
37,070,292 |
3.64% | ||
Fundação Sabesp de Seguridade Social - Sabesprev |
696,561 |
0.07% | ||
Fundação CESP |
51,048,952 |
5.02% | ||
Members of the Executive Board |
34,250 |
0.00% | ||
BNDES Participações S.A. |
68,592,097 |
6.74% | ||
Antares Holdings Ltda. |
16,967,165 |
1.67% | ||
Brumado Holdings Ltda. |
36,497,075 |
3.59% | ||
Other shareholders |
202,785,991 |
19.92% | ||
Total |
1,017,914,746 |
100.00% |
65
On January 23, 2017, the Company received a correspondence from State Grid Brazil Power Participações Ltda. (“State Grid Brazil”) informing that on that date the Share Purchase Agreement dated September 2, 2016 between State Grid Brazil, Camargo Corrêa S.A., Caixa de Previdência dos Funcionários do Banco do Brasil – PREVI, Fundação CESP, Fundação Sistel de Seguridade Social, Fundação Petrobras de Seguridade Social – PETROS, Fundação SABESP de Seguridade Social — SABESPREV, and certain other parties, had been signed.
After finalizing the transaction, State Grid Brazil became the parent company of CPFL Energia with 54.64% (556,164,817 shares, direct or indirect) of the Company’s voting and total capital.
With the transaction, State Grid Brazil Power Participações Ltda. became the only controlling shareholder of the Company, and the Shareholders’ Agreement dated March 22, 2002 signed among the former shareholders was terminated.
The details of the items included in equity are described in the financial statements for the year ended December 31, 2016.
( 24 ) EARNINGS PER SHARE
Earnings per share – basic and diluted
The calculation of the basic and diluted earnings per share for the quarters ended March 31, 2017 and 2016 was based on the profit attributable to the controlling shareholders and the weighted average number of common shares outstanding during the reporting periods.
1st quarter 2017 |
1st quarter 2016 | |||
Numerator |
||||
Profit attributable to controlling shareholders |
245,886 |
271,349 | ||
Denominator |
||||
Weighted average number of shares held by shareholders |
1,017,914,746 |
1,017,914,746 | ||
Earnings per share - basic |
0.24 |
0.27 |
For the periods ended March 31, 2017 and 2016, the calculation of the earnings per share was not impacted by the dilutive effects of the debentures convertible into shares and by the share-based payment of the indirect subsidiary CPFL Renováveis and its subsidiaries.
66
( 25 ) NET OPERATING REVENUE
|
|
|
|
Consolidated |
|
|
|
|
|
| |
Number of Consumers (*) |
In GWh (*) |
R$ thousand | |||||||||
Revenue from eletric energy operations |
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 (Restated) | |||||
Consumer class |
|||||||||||
Residential |
8,210,466 |
6,940,139 |
5,129 |
4,265 |
3,177,388 |
2,829,092 | |||||
Industrial |
60,822 |
55,095 |
3,459 |
3,067 |
1,243,388 |
1,364,141 | |||||
Commercial |
547,263 |
469,606 |
2,829 |
2,455 |
1,526,521 |
1,499,215 | |||||
Rural |
355,693 |
246,192 |
1,099 |
512 |
329,769 |
187,433 | |||||
Public administration |
61,104 |
51,450 |
367 |
298 |
200,059 |
166,726 | |||||
Public lighting |
11,105 |
10,501 |
480 |
422 |
154,790 |
150,796 | |||||
Public services |
9,693 |
8,466 |
497 |
455 |
239,845 |
235,349 | |||||
(-) Adjustment of revenues from excess demand and excess reactive power |
- |
- |
- |
- |
(24,279) |
(17,739) | |||||
Billed |
9,256,146 |
7,781,449 |
13,860 |
11,475 |
6,847,482 |
6,415,014 | |||||
Own comsuption |
955 |
- |
9 |
8 |
- |
- | |||||
Unbilled (net) |
- |
- |
- |
- |
(25,630) |
48,064 | |||||
Other consumer charges / Emergency charges - ECE/EAEE |
- |
- |
- |
- |
(1) |
- | |||||
(-) Reclassification to Network Usage Charge - TUSD - Captive Consumers |
- |
- |
- |
- |
(2,591,482) |
(2,383,305) | |||||
Electricity sales to final consumers |
9,257,101 |
7,781,449 |
13,869 |
11,483 |
4,230,369 |
4,079,773 | |||||
Furnas Centrais Elétricas S.A. |
746 |
755 |
134,600 |
122,120 | |||||||
Other concessionaires and licensees |
3,217 |
2,551 |
571,552 |
470,846 | |||||||
(-) Reclassification to Network Usage Charge - TUSD - Captive Consumers |
- |
- |
(12,476) |
(13,440) | |||||||
Spot market energy |
1,421 |
549 |
244,650 |
155,290 | |||||||
Electricity sales to wholesalers |
5,385 |
3,854 |
938,326 |
734,815 | |||||||
Revenue due to Network Usage Charge - TUSD - Captive Consumers |
2,603,958 |
2,396,745 | |||||||||
Revenue due to Network Usage Charge - TUSD - Free Consumers |
526,309 |
458,552 | |||||||||
(-) Adjustment of revenues from excess demand and excess reactive power |
(6,797) |
(4,242) | |||||||||
Revenue from construction of concession infrastructure |
416,039 |
217,134 | |||||||||
Sector financial asset and liability (Note 8) |
(565,003) |
(732,253) | |||||||||
Concession financial asset - Adjustment of expected cash flow |
48,923 |
87,380 | |||||||||
Energy Development Account (CDE) – Low income, tariff discounts - court injunctions, and other tariff discounts |
423,974 |
253,124 | |||||||||
Other revenues and income |
114,287 |
94,618 | |||||||||
Other operating revenues |
3,561,690 |
2,771,058 | |||||||||
Total gross operating revenue |
8,730,385 |
7,585,647 | |||||||||
Deductions from operating revenue |
|||||||||||
ICMS |
(1,467,326) |
(1,325,145) | |||||||||
PIS |
(135,803) |
(119,027) | |||||||||
COFINS |
(625,490) |
(548,269) | |||||||||
ISS |
(2,922) |
(2,276) | |||||||||
Global reversal reserve - RGR |
(716) |
(681) | |||||||||
Energy development account - CDE |
(830,156) |
(842,417) | |||||||||
Research and development and energy efficiency |
(41,102) |
(33,179) | |||||||||
PROINFA |
(43,905) |
(20,363) | |||||||||
Tariff flags and others |
(36,603) |
(350,966) | |||||||||
IPI |
(43) |
(19) | |||||||||
FUST and FUNTEL |
(11) |
(8) | |||||||||
Others |
(7,531) |
(6,527) | |||||||||
(3,191,606) |
(3,248,878) | ||||||||||
Net operating revenue |
5,538,779 |
4,336,769 | |||||||||
(*) Information not reviewed by the independent auditors |
26.1 Adjustment of revenues from excess demand and excess reactive power
The information related to the recognition and historical data are described in note 27.1 to the financial statements for the year ended December 31, 2016.
67
26.2 Periodic tariff review (“RTP”) and Annual tariff adjustment (“RTA”)
2017 |
2016 | |||||||||
Subsidiary |
Month |
RTA |
Effect perceived by consumers (a) |
RTA / RTP |
Effect perceived by consumers (a) | |||||
CPFL Paulista |
April (b) |
-0.80% |
-10.50% |
9.89% |
7.55% | |||||
CPFL Piratininga |
October |
(c) |
(c) |
-12.54% |
-24.21% | |||||
RGE |
June |
(c) |
(c) |
-1.48% |
-7.51% | |||||
RGE Sul |
April (b) |
-0.20% |
-6.43% |
3.94% |
-0.34% | |||||
CPFL Santa Cruz |
March |
-2.44% |
-8.42% |
22.51% |
7.15% | |||||
CPFL Leste Paulista |
March |
-1.20% |
-4.15% |
21.04% |
13.32% | |||||
CPFL Jaguari |
March |
-0.74% |
-2.56% |
29.46% |
13.25% | |||||
CPFL Sul Paulista |
March |
-3.12% |
-10.73% |
24.35% |
12.82% | |||||
CPFL Mococa |
March |
-0.95% |
-3.28% |
16.57% |
9.02% |
(a) Represents the average effect perceived by the consumer, as a result of the elimination from the tariff base of financial components that had been added in the prior tariff adjustment (information not reviewed by the independent auditors).
(b) As described in note 34.1, in April 2017, the subsidiaries CPFL Paulista and RGE Sul had their tariff adjusted.
(c) The respective adjustments for 2017 have not occurred yet.
26.3 Energy Development Account (CDE) – Low income, other tariff subsidies and tariff discounts - injunctions
Law 12,783 from January 11, 2013 determined that the amounts related to low-income subsidies, as well as other tariff discounts, be fully subsidized by amounts from the CDE account.
In the 1st quarter of 2017, revenue of R$ 423,974 was recognized (R$ 253,124 in the 1st quarter of 2016), of which (i) R$ 28,034 related to low-income subsidy (R$ 23,710 in the 1st quarter of 2016), (ii) R$ 388,425 related to other tariff discounts (R$ 217,703 in the 1st quarter of 2016) and (iii) R$ 57,514 related to tariff discounts - injunctions. These items were recognized against other receivables, in line item Trade receivables - Eletrobrás (note 11) and other payables in line item Tariff discounts - CDE (note 22).
26.4Tariff flags
The system for applying the Tariff Flags is described in note 27.5 to the financial statements for the year ended December 31, 2016.
In the 1st quarter of 2017, ANEEL approved the tariff flags billed from December 2016 to January 2017 of the distribution subsidiaries. The amount billed in this period was R$ 23,187, of this amount R$ 17,900 were used to offset part of the sector financial asset and liability (note 8) and R$ 5,287 were passed on to the Centralizing Account for Tariff Flag Resources (CCRBT). R$ 36,490, related to tariff flag billed in February and March 2017 and not yet approved, are recorded in regulatory charges (nota 19).
26.5 Energy development account (“CDE”)
ANEEL, by means of Ratifying Resolutions (“RHE”) No. 2,202 of February 7, 2017, amended by RHE No. 2,204 of March 7, 2017, established the definitive annual quotas of CDE for the year 2017. These quotas comprise: (i) annual quota of the CDE – USAGE account; and (ii) quota of the CDE – Energy account, related to part of the CDE contributions received by the electric energy distribution concessionaires in the period from January 2013 to January 2014, which should be charged from consumers and passed on to the CDE Account in up to five from the RTE of 2015. Furthermore, by means of REH No. 2.004 of December 15, 2015, ANEEL established another quota intended for the amortization of the ACR Account, with payment and transfer to the CDE Account for the tariff period from October 2016 to September 2017.
68
( 26 ) COST OF ELECTRIC ENERGY
Consolidated | ||||||||
GWh (*) |
R$ thousand | |||||||
Electricity purchased for resale |
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 | ||||
Itaipu Binacional |
2,908 |
2,516 |
557,997 |
546,652 | ||||
Spot market energy / PROINFA |
962 |
548 |
91,725 |
7,366 | ||||
Energy purchased through auction in the regulated market and bilateral contracts |
15,498 |
11,864 |
2,671,971 |
1,831,475 | ||||
PIS and COFINS credit |
- |
- |
(303,309) |
(219,561) | ||||
Subtotal |
19,368 |
14,927 |
3,018,384 |
2,165,933 | ||||
Electricity network usage charge |
||||||||
Basic network charges |
247,875 |
201,489 | ||||||
Transmission from Itaipu |
14,893 |
12,493 | ||||||
Connection charges |
30,037 |
16,407 | ||||||
Charges for use of the distribution system |
11,286 |
9,335 | ||||||
System service charges - ESS |
(82,663) |
126,817 | ||||||
Reserve energy charges - EER |
- |
30,558 | ||||||
PIS and COFINS credit |
(19,158) |
(35,010) | ||||||
Subtotal |
202,270 |
362,089 | ||||||
Total |
3,220,654 |
2,528,021 |
(*) information not reviewed by the independent auditors.
69
( 27 ) OPERATING COSTS AND EXPENSES
|
Parent company | |||
|
Operating Expenses | |||
General and administrative | ||||
1st quarter 2017 |
1st quarter 2016 | |||
Personnel |
14,112 |
5,878 | ||
Materials |
36 |
26 | ||
Third party services |
2,158 |
1,855 | ||
Depreciation and amortization |
54 |
46 | ||
Others |
806 |
238 | ||
Leases and rentals |
198 |
12 | ||
Publicity and advertising |
209 |
21 | ||
Donations, contributions and subsidies |
15 |
- | ||
Others |
385 |
204 | ||
Total |
17,166 |
8,044 |
|
Consolidated | ||||||||||||||||||||||
|
|
|
Cost of services rendered to third parties |
Operating Expenses |
|
| |||||||||||||||||
Cost of operation |
Selling |
General and administrative |
Others |
Total | |||||||||||||||||||
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 | ||||||||||||
Personnel |
203,595 |
156,687 |
- |
- |
42,524 |
30,112 |
86,364 |
58,169 |
- |
- |
332,483 |
244,967 | |||||||||||
Private pension plans |
28,831 |
13,913 |
- |
- |
- |
- |
- |
- |
- |
- |
28,831 |
13,913 | |||||||||||
Materials |
48,611 |
36,077 |
139 |
127 |
2,594 |
1,270 |
3,751 |
2,311 |
- |
- |
55,095 |
39,785 | |||||||||||
Third party services |
67,335 |
64,656 |
504 |
377 |
43,638 |
33,444 |
73,776 |
50,744 |
- |
- |
185,253 |
149,220 | |||||||||||
Depreciation and amortization |
277,980 |
221,861 |
- |
- |
1,326 |
833 |
25,017 |
23,387 |
- |
- |
304,323 |
246,081 | |||||||||||
Cost of infrastructure construction |
- |
- |
414,627 |
217,035 |
- |
- |
- |
- |
- |
- |
414,627 |
217,035 | |||||||||||
Others |
43,374 |
30,859 |
(3) |
(2) |
59,136 |
61,699 |
72,656 |
70,480 |
82,877 |
71,537 |
258,040 |
234,572 | |||||||||||
Collection fees |
2,303 |
- |
- |
- |
16,518 |
14,916 |
- |
- |
- |
- |
18,821 |
14,916 | |||||||||||
Allowance for doubtful debts |
- |
- |
- |
- |
46,696 |
46,051 |
- |
- |
- |
- |
46,696 |
46,051 | |||||||||||
Leases and rentals |
12,354 |
8,973 |
- |
- |
28 |
- |
4,635 |
4,332 |
- |
- |
17,017 |
13,305 | |||||||||||
Publicity and advertising |
1 |
21 |
- |
- |
- |
12 |
2,884 |
2,340 |
- |
- |
2,885 |
2,372 | |||||||||||
Legal, judicial and indemnities |
- |
- |
- |
- |
- |
- |
55,119 |
59,566 |
- |
- |
55,119 |
59,566 | |||||||||||
Donations, contributions and |
25 |
1 |
- |
- |
2 |
- |
1,128 |
8 |
- |
- |
1,155 |
10 | |||||||||||
(Gain) loss on disposal, retirement |
2,944 |
- |
- |
- |
- |
- |
- |
- |
10,823 |
8,304 |
13,767 |
8,304 | |||||||||||
Amortization of concession intangible |
- |
- |
- |
- |
- |
- |
- |
- |
72,116 |
61,887 |
72,116 |
61,887 | |||||||||||
Financial compensation for use of |
2,265 |
3,590 |
- |
- |
- |
- |
- |
- |
- |
- |
2,265 |
3,590 | |||||||||||
Others |
23,483 |
18,275 |
(3) |
(2) |
(4,108) |
720 |
8,890 |
4,234 |
(62) |
1,345 |
28,200 |
24,572 | |||||||||||
Total |
669,727 |
524,053 |
415,267 |
217,536 |
149,218 |
127,356 |
261,564 |
205,091 |
82,877 |
71,537 |
1,578,653 |
1,145,572 | |||||||||||
70
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
( 28 ) FINANCE INCOME (COSTS)
Parent company |
Consolidated | ||||||
1st quarter 2017 |
1st quarter 2016 |
1st quarter 2017 |
1st quarter 2016 (Restated) | ||||
Finance income |
|||||||
Income from financial investments |
1,073 |
5,209 |
160,204 |
132,491 | |||
Late payment interest and fines |
1 |
1 |
73,435 |
57,340 | |||
Adjustment for inflation of tax credits |
1,198 |
1,162 |
2,526 |
2,509 | |||
Adjustment for inflation of escrow deposits |
10 |
10 |
13,237 |
8,663 | |||
Adjustment for inflation and exchange rate changes |
8 |
- |
30,406 |
54,669 | |||
Discount on purchase of ICMS credit |
- |
- |
2,922 |
6,625 | |||
Adjustments to the sector financial asset (note 8) |
- |
- |
- |
49,127 | |||
PIS and COFINS on other finance income |
(305) |
(478) |
(14,659) |
(21,161) | |||
Others |
3,780 |
3,257 |
12,641 |
22,069 | |||
Total |
5,764 |
9,160 |
280,711 |
312,332 | |||
Finance costs |
|||||||
Interest on debts |
(22,951) |
(7,174) |
(485,294) |
(430,790) | |||
Adjustment for inflation and exchange rate changes |
(23) |
(11,971) |
(183,606) |
(152,761) | |||
(-) Capitalized interest |
- |
- |
24,157 |
12,794 | |||
Adjustments to the sector financial liability (note 8) |
- |
- |
(27,175) |
(1,775) | |||
Use of public asset |
- |
- |
(3,386) |
(3,892) | |||
Others |
(132) |
(456) |
(41,544) |
(54,935) | |||
Total |
(23,106) |
(19,601) |
(716,850) |
(631,359) | |||
Finance income (cost), net |
(17,341) |
(10,440) |
(436,138) |
(319,027) |
Interest was capitalized at an average rate of 10.63% p.a. during the 1st quarter of 2017 (10.79% p.a. in the 1st quarter of 2016) on qualifying assets, in accordance with CPC 20 (R1) and IAS 23.
The line item Adjustment for inflation and exchange rate changes includes the effects of losses on financial instruments amounting to R$ 290,752 in the 1st quarter of 2017 (R$ 477,516 in the 1st quarter of 2016) (note 32).
( 29 ) SEGMENT INFORMATION
The segregation of the Company’s and its subsidiaries operating segments is based on the internal financial information and management structure and is made by type of business: electric energy distribution, electric energy generation (conventional and renewable sources), electric energy commercialization and services rendered activities.
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. Prices charged between segments are determined based on similar market transactions. Note 1 presents the subsidiaries according to their areas of operation and provides further information on each subsidiary and its business line and segment.
71
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
The information segregated by segment is presented below, according to the criteria established by the Company’s and its subsidiaries officers:
Distribution |
Generation |
Generation |
Commercialization |
Services |
Others (*) |
Elimination |
Total | ||||||||
1st quarter 2017 |
|||||||||||||||
Net operating revenue |
4,456,742 |
152,485 |
253,536 |
616,809 |
18,323 |
40,882 |
5,538,779 | ||||||||
(-) Intersegment revenues |
5,610 |
104,666 |
133,925 |
3,733 |
85,048 |
2,336 |
(335,319) |
- | |||||||
Cost of electric energy |
(2,713,296) |
(18,575) |
(51,191) |
(437,592) |
- |
- |
(3,220,654) | ||||||||
Operating costs and expenses |
(952,487) |
(23,597) |
(78,971) |
(8,995) |
(83,169) |
(54,995) |
(1,202,214) | ||||||||
(-) Intersegment costs and expenses |
(170,724) |
(5,036) |
(20,829) |
(133,405) |
(2,552) |
(2,772) |
335,319 |
- | |||||||
Depreciation and amortization |
(188,675) |
(30,665) |
(150,833) |
(907) |
(4,412) |
(947) |
(376,439) | ||||||||
Income from electric energy service |
437,171 |
179,279 |
85,637 |
39,643 |
13,237 |
(15,496) |
739,472 | ||||||||
Share of profit (loss) |
- |
79,709 |
- |
- |
- |
- |
79,709 | ||||||||
Finance income |
177,342 |
50,508 |
38,890 |
5,046 |
2,506 |
6,420 |
280,711 | ||||||||
Finance costs |
(358,958) |
(150,573) |
(162,541) |
(18,029) |
(1,153) |
(25,596) |
(716,850) | ||||||||
Profit (loss) before taxes |
255,554 |
158,924 |
(38,014) |
26,660 |
14,590 |
(34,672) |
383,043 | ||||||||
Income tax and social contribution |
(105,350) |
(27,325) |
(12,146) |
(9,670) |
(3,901) |
7,469 |
(150,922) | ||||||||
Profit (loss) for the period |
150,205 |
131,599 |
(50,160) |
16,990 |
10,689 |
(27,202) |
232,121 | ||||||||
Total assets (**) |
22,731,913 |
5,053,559 |
12,449,229 |
428,915 |
388,344 |
680,364 |
41,732,324 | ||||||||
Purchases of PP&E and intangible assets |
347,451 |
286 |
282,681 |
119 |
12,036 |
556 |
643,129 | ||||||||
1st quarter 2016 Restated (***) |
|||||||||||||||
Net operating revenue |
3,521,319 |
137,127 |
224,834 |
429,632 |
17,233 |
6,624 |
4,336,769 | ||||||||
(-) Intersegment revenues |
5,565 |
99,670 |
66,079 |
2,038 |
68,193 |
1,945 |
(243,490) |
- | |||||||
Cost of electric energy |
(2,135,973) |
(24,105) |
(31,370) |
(336,572) |
- |
- |
(2,528,021) | ||||||||
Operating costs and expenses |
(653,679) |
(24,347) |
(73,533) |
(7,243) |
(64,902) |
(13,900) |
(837,605) | ||||||||
(-) Intersegment costs and expenses |
(146,365) |
(2,955) |
(18,294) |
(71,084) |
(3,022) |
(1,770) |
243,490 |
- | |||||||
Depreciation and amortization |
(139,037) |
(30,797) |
(133,297) |
(969) |
(3,032) |
(836) |
(307,968) | ||||||||
Income from electric energy service |
451,829 |
154,592 |
34,420 |
15,801 |
14,471 |
(7,937) |
663,175 | ||||||||
Share of profit (loss) |
- |
63,480 |
- |
- |
- |
- |
63,480 | ||||||||
Finance income |
218,543 |
44,851 |
29,880 |
9,735 |
2,192 |
7,131 |
312,332 | ||||||||
Finance costs |
(309,554) |
(128,587) |
(163,959) |
(6,056) |
(1,421) |
(21,781) |
(631,359) | ||||||||
Profit (loss) before taxes |
360,818 |
134,336 |
(99,660) |
19,480 |
15,241 |
(22,587) |
407,629 | ||||||||
Income tax and social contribution |
(138,797) |
(24,741) |
(7,221) |
(5,724) |
(4,811) |
6,112 |
(175,182) | ||||||||
Profit (loss) for the year |
222,021 |
109,596 |
(106,881) |
13,756 |
10,430 |
(16,475) |
232,446 | ||||||||
Total assets (**) |
22,887,781 |
5,310,924 |
12,459,791 |
466,021 |
345,372 |
701,103 |
42,170,992 | ||||||||
Purchases of PP&E and other intangible assets |
208,070 |
2,781 |
227,168 |
892 |
6,028 |
945 |
445,884 |
(*) Others – refer basically to assets and transactions that are not related to any of the segments identified.
(**) The intangible assets, net of amortization, were allocated to the respective segments.
(***) For total assets, the balances refer to December 31, 2016.
( 30 ) RELATED PARTY TRANSACTIONS
The Company’s controlling shareholders are as follows:
· State Grid Brazil Power Participações Ltda
Indirect subsidiary of State Grid Corporation of China, a Chinese state-owned company primarily engaged in developing and operating businesses in the electric energy sector.
· ESC Energia S.A.
Subsidiary of State Grid Brazil Power Participações Ltda.
The direct and indirect interests in operating subsidiaries are described in note 1.
Controlling shareholders, subsidiaries, associates, joint ventures and entities under common control and that in some way exercise significant influence over the Company and its subsidiaries and associates were considered as related parties.
The main natures and transactions are described in note 32 to the financial statements for the year ended December 31, 2016.
To ensure that the trading transactions with related parties are conducted under usual market conditions, the Company and its subsidiaries set up a “Related Parties Committee”, comprising representatives of the controlling shareholders, of the Company and an independent member, which analyzes the main transactions with related parties.
The total compensation of key management personnel in the 1st quarter of 2017, as required by CVM Resolution 560/2008, was R$ 26,050 (R$ 12,632 in the 1st quarter of 2016). This amount is comprised by R$ 25,750 related to short-term benefits (R$ 11,976 in the 1st quarter of 2016) and R$ 300 to post-employment benefits (R$ 271 in the 1st quarter of 2016), and refers to the amount recognized on the accrual basis.
72
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
Transactions between related parties involving controlling shareholders, entities under common control or significant influence and joint ventures are as follows:
Consolidated | ||||||||
3/31/2017 |
1st quarter 2017 |
| ||||||
ASSETS |
|
LIABILITIES |
INCOME |
EXPENSES | ||||
Advances |
||||||||
BAESA – Energética Barra Grande S.A. |
- |
717 |
- |
- |
||||
Foz do Chapecó Energia S.A. |
- |
1,016 |
- |
- |
||||
ENERCAN - Campos Novos Energia S.A. |
- |
1,254 |
- |
- |
||||
EPASA - Centrais Elétricas da Paraiba |
- |
457 |
- |
- |
||||
Energy purchases and sales, and charges |
||||||||
Araraquara Transmissora de Energia S.A. |
- |
26 |
- |
380 |
||||
Atlantico - Concessionária de Transmissão de Energia Do Brasil S.A |
- |
- |
- |
58 |
||||
Catxere Transmissora de Energia S.A. |
- |
60 |
- |
881 |
||||
Expansion Transmissão de Energia Eletrica S.A |
- |
4 |
- |
2,742 |
||||
Expansion Transmissão Itumbiara Marimbondo S.A |
- |
279 |
- |
1,276 |
||||
Guaraciaba Transmissora de Energia (TP Sul ) S.A |
- |
194 |
- |
1,397 |
||||
Investico S.A |
- |
- |
- |
148 |
||||
Iracema Transmissora de Energia S.A |
- |
25 |
- |
365 |
||||
Itumbiara Transmissora de Energia S.A |
- |
232 |
- |
3,214 |
||||
Linha de Transmissão do Itatim S.A |
- |
53 |
- |
775 |
||||
Linhas de Transmissão de Montes Claros S.A |
- |
59 |
- |
406 |
||||
Luziania Niquelandia Transmissora S.A |
- |
- |
- |
52 |
||||
Marechal Rondon Transmissora de Energia S.A |
- |
72 |
- |
805 |
||||
Matrincha Transmissora de Energia (TP Norte) S.A |
- |
427 |
- |
2,685 |
||||
Poços de Caldas Transmissora de Energia S.A |
- |
42 |
- |
613 |
||||
Porto Primavera Transmissora de Energia S.A |
- |
94 |
- |
1,255 |
||||
Ribeirão Preto Transmissora de Energia S.A |
- |
33 |
- |
478 |
||||
Serra da Mesa Transmissora de Energia S.A |
- |
135 |
- |
1,942 |
||||
Serra Paracatu Transmissora de Energia S.A |
- |
39 |
- |
558 |
||||
BAESA – Energética Barra Grande S.A. |
- |
4,299 |
- |
10,200 |
||||
Foz do Chapecó Energia S.A. |
- |
36,514 |
- |
92,528 |
||||
ENERCAN - Campos Novos Energia S.A. |
834 |
50,381 |
2,174 |
69,793 |
||||
EPASA - Centrais Elétricas da Paraiba |
- |
17,479 |
- |
35,447 |
||||
Intangible assets, property, plant and equipment, materials and services rendered |
||||||||
Investico S.A |
- |
- |
- |
3,280 |
||||
BAESA – Energética Barra Grande S.A. |
219 |
- |
387 |
- |
||||
Foz do Chapecó Energia S.A. |
29 |
- |
292 |
- |
||||
ENERCAN - Campos Novos Energia S.A. |
152 |
- |
410 |
- |
||||
EPASA - Centrais Elétricas da Paraíba S.A. |
1,653 |
- |
53 |
- |
||||
Intragroup loans |
||||||||
EPASA - Centrais Elétricas da Paraíba S.A. |
- |
- |
327 |
- |
||||
Noncontrolling shareholders of CPFL Renováveis |
9,236 |
- |
212 |
- |
||||
Dividends and interest on capital |
||||||||
BAESA – Energética Barra Grande S.A. |
89 |
- |
- |
- |
||||
Chapecoense Geração S.A. |
31,396 |
- |
- |
- |
||||
ENERCAN - Campos Novos Energia S.A. |
40,983 |
- |
- |
- |
73
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
Consolidated | ||||||||
12/31/2016 |
1st quarter 2016 |
| ||||||
ASSETS |
|
LIABILITIES |
INCOME |
EXPENSES | ||||
Bank balances and short-term investments |
||||||||
Banco do Brasil S.A. |
48,985 |
- |
1,877 |
1 |
||||
Borrowings (*), Debentures (*) and Derivatives (*) |
||||||||
Banco do Brasil S.A. |
- |
4,257,562 |
960 |
106,754 |
||||
Banco BNP Paribas Brasil S.A |
5,126 |
- |
- |
15,633 |
||||
Other financial transactions |
||||||||
Banco do Brasil S.A. |
- |
962 |
308 |
1,206 |
||||
Advances |
||||||||
BAESA – Energética Barra Grande S.A. |
- |
726 |
- |
- |
||||
Foz do Chapecó Energia S.A. |
- |
1,025 |
- |
- |
||||
ENERCAN - Campos Novos Energia S.A. |
- |
1,269 |
- |
- |
||||
EPASA - Centrais Elétricas da Paraiba |
- |
462 |
- |
- |
||||
Energy purchases and sales, and charges |
||||||||
Afluente Transmissão de Energia Elétrica S.A. |
- |
53 |
- |
278 |
||||
Aliança Geração de Energia S.A |
- |
1,183 |
- |
12,756 |
||||
Arizona 1 Energia Renovável S.A |
- |
- |
- |
239 |
||||
Baguari I Geração de Energia Elétrica S.A. |
- |
6 |
- |
76 |
||||
BRF Brasil Foods |
- |
- |
3,258 |
- |
||||
Caetite 2 Energia Renovável S.A. |
- |
- |
- |
221 |
||||
Caetité 3 Energia Renovável S.A. |
- |
- |
- |
223 |
||||
Calango 1 Energia Renovável S.A. |
- |
- |
- |
267 |
||||
Calango 2 Energia Renovável S.A. |
- |
- |
- |
226 |
||||
Calango 3 Energia Renovável S.A. |
- |
- |
- |
266 |
||||
Calango 4 Energia Renovável S.A. |
- |
- |
- |
247 |
||||
Calango 5 Energia Renovável S.A. |
- |
- |
- |
263 |
||||
Companhia de Eletricidade do Estado da Bahia – COELBA |
743 |
121 |
3,177 |
- |
||||
Companhia Energética de Pernambuco - CELPE |
692 |
20 |
1,495 |
- |
||||
Companhia Energética do Rio Grande do Norte - COSERN |
267 |
- |
428 |
- |
||||
Companhia Hidrelétrica Teles Pires S.A. |
- |
1,416 |
- |
13,506 |
||||
ELEB Equipamentos Ltda |
- |
- |
797 |
- |
||||
Embraer |
- |
- |
3,165 |
- |
||||
Energética Águas da Pedra S.A. |
- |
112 |
1 |
1,199 |
||||
Estaleiro Atlântico Sul S.A. |
- |
- |
2,034 |
- |
||||
Goiás Sul Geração de Enegia S.A. |
- |
- |
- |
45 |
||||
Itapebi Geração de Energia S.A |
- |
- |
1 |
- |
||||
Mel 2 Energia Renovável S.A. |
- |
- |
- |
169 |
||||
NC ENERGIA S.A. |
451 |
2 |
3,417 |
- |
||||
Norte Energia S.A. |
1 |
4,585 |
- |
- |
||||
Rio PCH I S.A. |
- |
209 |
- |
2,279 |
||||
Samarco Mineração S.A. |
- |
- |
1 |
- |
||||
Santista Jeanswear S/A |
- |
- |
2,714 |
- |
||||
Santista Work Solution S/A |
- |
- |
342 |
- |
||||
SE Narandiba S.A. |
- |
2 |
- |
166 |
||||
Serra do Facão Energia S.A. - SEFAC |
- |
557 |
- |
5,868 |
||||
Termopernambuco S.A. |
- |
- |
3 |
- |
||||
ThyssenKrupp Companhia Siderúrgica do Atlântico |
- |
- |
7,468 |
1,627 |
||||
Vale Energia S.A. |
8,680 |
- |
25,492 |
- |
||||
BAESA – Energética Barra Grande S.A. |
- |
5,642 |
- |
19,098 |
||||
Foz do Chapecó Energia S.A. |
- |
35,018 |
- |
80,646 |
||||
ENERCAN - Campos Novos Energia S.A. |
387 |
50,526 |
1,937 |
65,321 |
||||
EPASA - Centrais Elétricas da Paraiba |
- |
12,418 |
- |
22,964 |
||||
Intangible assets, property, plant and equipment, materials and services rendered |
||||||||
Alpargatas S.A. |
168 |
- |
- |
- |
||||
Afluente Transmissão de Energia Elétrica S.A. |
- |
- |
- |
1 |
||||
Brasil veículos Companhia de Seguros |
- |
- |
1 |
- |
||||
Companhia de Saneamento Básico do Estado de São Paulo - SABESP |
4 |
42 |
153 |
- |
||||
Concessionária do Sistema Anhanguera - Bandeirante S.A. |
86 |
- |
- |
- |
||||
Estaleiro Atlântico Sul S.A. |
- |
- |
1 |
- |
||||
Indústrias Romi S.A. |
4 |
- |
13 |
- |
||||
Logum Logística S.A. |
26 |
- |
521 |
- |
||||
Tim Celular S.A. |
6 |
89 |
- |
- |
||||
TOTVS S.A. |
2 |
- |
8 |
|||||
BAESA – Energética Barra Grande S.A. |
56 |
- |
355 |
- |
||||
Foz do Chapecó Energia S.A. |
104 |
- |
388 |
- |
||||
ENERCAN - Campos Novos Energia S.A. |
74 |
- |
356 |
- |
||||
EPASA - Centrais Elétricas da Paraíba S.A. |
1,599 |
208 |
- |
|||||
Intragroup loans |
||||||||
EPASA - Centrais Elétricas da Paraíba S.A. |
38,078 |
- |
2,827 |
- |
||||
Acionistas não controladores da CPFL Renováveis |
9,067 |
- |
418 |
- |
||||
Dividends and interest on capital |
||||||||
BAESA – Energética Barra Grande S.A. |
89 |
- |
- |
- |
||||
Chapecoense Geração S.A. |
29,329 |
- |
- |
- |
||||
ENERCAN - Campos Novos Energia S.A. |
40,983 |
- |
- |
- |
||||
(*) The balances include the mark to market adjustments |
74
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
( 31 ) RISK MANAGEMENT
The risk management structure and the main risk factors that affect the Company’s business are disclosed in note 34 to the financial statements for the year ended December 31, 2016.
( 32 ) FINANCIAL INSTRUMENTS
The main financial instruments, classified in accordance with the Company’s and its subsidiaries accounting practices, are:
Consolidated | |||||||||||
3/31/2017 | |||||||||||
Note |
Category |
Measurement |
Level (*) |
Carrying amount |
|
Fair value | |||||
Assets |
|||||||||||
Cash and cash equivalents |
5 |
(a) |
(2) |
Level 1 |
3,737,328 |
3,737,328 | |||||
Cash and cash equivalents |
5 |
(a) |
(2) |
Level 2 |
1,140,485 |
1,140,485 | |||||
Securities |
(a) |
(2) |
Level 1 |
549 |
549 | ||||||
Derivatives |
32 |
(a) |
(2) |
Level 2 |
564,864 |
564,864 | |||||
Derivatives - Zero-cost collar |
32 |
(a) |
(2) |
Level 3 |
72,888 |
72,888 | |||||
Concession financial asset - Distribution |
10 |
(b) |
(2) |
Level 3 |
5,391,425 |
5,391,425 | |||||
10,907,539 |
10,907,539 | ||||||||||
Liabilities |
|||||||||||
Borrowings - Principal and interest |
16 |
(c) |
(1) |
Level 2 (***) |
7,298,183 |
6,619,219 | |||||
Borrowings - Principal and interest |
16 |
(a) |
(2) |
Level 2 (**) |
5,008,146 |
5,008,146 | |||||
Debentures - Principal and interest |
17 |
(c) |
(1) |
Level 2 (***) |
9,023,653 |
8,954,578 | |||||
Derivatives |
32 |
(a) |
(2) |
Level 2 |
173,406 |
173,406 | |||||
21,503,388 |
20,755,349 | ||||||||||
(*) Refers to the hierarchy for fair value measurement |
|||||||||||
(**) As a result of the initial designation of this financial liability, the consolidated balances reported a loss of R$ 55,887 in the first quarter of 2017 (a loss of R$ 108,897 in the first quarter 2016). | |||||||||||
(***) Only for disclosure purposes, in accordance with CPC 40 (R1) / IFRS 7 |
|||||||||||
Key |
|||||||||||
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 financial liabilities |
The financial instruments for which the carrying amounts approximate the fair values, due to their nature, at the end of the reporting period are:
· Financial assets: (i) consumers, concessionaires and licensees, (ii) leases, (iii) associates, subsidiaries and parent company, (iv) receivables – Eletrobras, (v) concession financial asset – transmission companies, (vi) pledges, funds and restricted deposits, (vii) services rendered to third parties, (viii) collection agreements and (ix) sector financial asset;
· Financial liabilities: (i) trade payables, (ii) regulatory charges, (iii) use of public asset, (iv) consumers and concessionaires, (v) FNDCT/EPE/PROCEL, (vi) collection agreement, (vii) reversal fund, (viii) payables for business combination, (ix) tariff discounts – CDE and (x) sector financial liability.
In addition, in the 1st quarter of 2017 there were no transfers between the fair value hierarchy levels.
a) Measurement of financial instruments
As mentioned in note 4, the fair value of a security corresponds to its maturity value (redemption value) adjusted to present value by the discount factor (relating to the maturity date of the security) obtained from the market interest curve, in Brazilian reais.
CPC 40 (R1) and IFRS 7 require the classification into a three-level hierarchy for fair value measurement of financial instruments, based on observable and unobservable inputs related to the measurement of a financial instrument at the measurement date.
CPC 40 (R1) and IFRS 7 also define observable inputs as market data obtained from independent sources and unobservable inputs as those that reflect market assumptions.
75
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
The three levels of the fair value hierarchy are:
Level 1: Quoted prices in an active market for identical instruments;
Level 2: Observable inputs 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: Instruments whose relevant factors are not observable market inputs.
As the distribution concessionaries classified the respective concession financial assets as available-for-sale, the relevant factors for fair value measurement are not publicly observable. Therefore, the fair value hierarchy classification is level 3. The movements and respective gains (losses) in profit for or loss for the 1st quarter of 2017 are R$ 48,923 (R$ 87,380 in the 1st quarter of 2016) and the main assumptions are described in note 10.
Additionally, the main assumptions used in the fair value measurement of the zero-cost collar derivative, the fair value hierarchy of which is Level 3, are disclosed in note 32 b.1.
The Company recognizes in the consolidated, in “Investments at cost”, the 5.94% interest held by the indirect subsidiary Paulista Lajeado Energia S.A. in the total capital of Investco S.A., comprising 28,154,140 common shares and 18,593,070 preferred shares. As this company does not have shares listed on the stock exchange and considering that the main objective of its operations is to generate electric energy that will be traded by the shareholders holding the concession, the Company elected to recognize the investment at cost.
b) Derivatives
The Company and its subsidiaries have the policy of using derivatives to hedge against the risks of fluctuations in exchange and interest rates, without any speculative purposes. The Company and its subsidiaries have currency hedges in a volume compatible with the net exchange exposure, including all assets and liabilities tied to exchange rate changes.
The hedging 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 periodic adjustments. Furthermore, in 2015 the subsidiary CPFL Geração contracted a zero-cost collar derivative (see item b.1 below).
As a large part of the derivatives entered into by the subsidiaries have their terms fully aligned with the hedged debts, and in order to obtain more relevant and consistent accounting information through the recognition of income and expenses, these debts were designated for the accounting recognition at fair value (note 16). Other debts that have terms different from the derivatives contracted as a hedge continue to be recognized at amortized cost. Furthermore, the Company and its subsidiaries do not adopt hedge accounting for transactions with derivative instruments.
At March 31, 2017, the Company and its subsidiaries had the following swap transactions, all traded on the over-the-counter market:
76
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
Fair values (carrying amounts) |
||||||||||||||||
Company / strategy / counterparts |
Assets |
Liabilities |
Fair value, net |
Values at cost, net |
Gain (loss) on marking to market |
Currecy / index |
Maturity range |
Notional | ||||||||
Derivatives to hedge debts designated at fair value |
||||||||||||||||
Exchange rate hedge |
||||||||||||||||
CPFL Paulista |
||||||||||||||||
Bank of Tokyo-Mitsubishi |
38,449 |
- |
38,449 |
38,216 |
233 |
dollar |
03/2019 |
117,400 | ||||||||
Bank of America Merrill Lynch |
36,610 |
- |
36,610 |
34,433 |
2,177 |
dollar |
09/2018 |
106,020 | ||||||||
Bank of America Merrill Lynch |
41,475 |
- |
41,475 |
39,462 |
2,013 |
dollar |
03/2019 |
116,600 | ||||||||
J.P.Morgan |
20,737 |
- |
20,737 |
19,731 |
1,006 |
dollar |
03/2019 |
58,300 | ||||||||
J.P.Morgan |
9,431 |
- |
9,431 |
9,368 |
62 |
dollar |
12/2017 |
51,470 | ||||||||
J.P.Morgan |
7,978 |
- |
7,978 |
7,909 |
69 |
dollar |
12/2017 |
53,100 | ||||||||
J.P.Morgan |
3,628 |
- |
3,628 |
3,553 |
76 |
dollar |
01/2018 |
27,121 | ||||||||
Bradesco |
7,598 |
- |
7,598 |
7,150 |
448 |
dollar |
01/2018 |
54,214 | ||||||||
Bradesco |
32,872 |
- |
32,872 |
31,069 |
1,804 |
dollar |
01/2018 |
173,459 | ||||||||
J.P.Morgan |
9,112 |
- |
9,112 |
8,792 |
320 |
dollar |
01/2018 |
67,938 | ||||||||
J.P.Morgan |
9,578 |
- |
9,578 |
9,200 |
378 |
dollar |
01/2019 |
67,613 | ||||||||
BNP Paribas |
2,485 |
- |
2,485 |
1,814 |
672 |
euro |
01/2018 |
63,896 | ||||||||
Bank of Tokyo-Mitsubishi |
10,227 |
- |
10,227 |
12,027 |
(1,800) |
dollar |
02/2020 |
142,735 | ||||||||
J.P.Morgan |
5,342 |
- |
5,342 |
5,290 |
52 |
dollar |
02/2018 |
41,100 | ||||||||
Bank of America Merrill Lynch |
63,054 |
- |
63,054 |
58,712 |
4,342 |
dollar |
02/2018 |
405,300 | ||||||||
Bank of America Merrill Lynch |
- |
(21,401) |
(21,401) |
(24,126) |
2,725 |
dollar |
10/2018 |
329,500 | ||||||||
Bradesco |
- |
(5,999) |
(5,999) |
(7,475) |
1,476 |
dollar |
05/2021 |
59,032 | ||||||||
Bank of America Merrill Lynch |
- |
(5,487) |
(5,487) |
(7,453) |
1,965 |
dollar |
05/2021 |
59,032 | ||||||||
Citibank |
- |
(11,284) |
(11,284) |
(14,921) |
3,637 |
dollar |
05/2021 |
118,063 | ||||||||
298,575 |
(44,171) |
254,404 |
232,749 |
21,655 |
||||||||||||
CPFL Piratininga |
||||||||||||||||
Citibank |
39,325 |
- |
39,325 |
38,184 |
1,141 |
dollar |
03/2019 |
117,250 | ||||||||
Bradesco |
22,825 |
- |
22,825 |
21,997 |
829 |
dollar |
04/2018 |
55,138 | ||||||||
J.P.Morgan |
22,838 |
- |
22,838 |
22,000 |
839 |
dollar |
04/2018 |
55,138 | ||||||||
Citibank |
24,361 |
- |
24,361 |
22,748 |
1,613 |
dollar |
01/2020 |
169,838 | ||||||||
BNP Paribas |
6,835 |
- |
6,835 |
4,988 |
1,847 |
euro |
01/2018 |
175,714 | ||||||||
Scotiabank |
- |
(4,623) |
(4,623) |
(4,690) |
66 |
dollar |
08/2017 |
55,440 | ||||||||
Bradesco |
- |
(5,999) |
(5,999) |
(7,475) |
1,476 |
dollar |
05/2021 |
59,032 | ||||||||
Bank of America Merrill Lynch |
- |
(8,075) |
(8,075) |
(11,174) |
3,099 |
dollar |
05/2021 |
88,548 | ||||||||
Citibank |
- |
(8,504) |
(8,504) |
(11,192) |
2,688 |
dollar |
05/2021 |
88,548 | ||||||||
116,185 |
(27,201) |
88,983 |
75,387 |
13,596 |
||||||||||||
CPFL Geração |
||||||||||||||||
Bradesco |
- |
- |
- |
- |
- |
dollar |
03/2017 |
232,520 | ||||||||
Votorantim |
- |
(8,162) |
(8,162) |
(11,228) |
3,066 |
dollar |
06/2019 |
104,454 | ||||||||
Scotiabank |
- |
(8,322) |
(8,322) |
(8,537) |
215 |
dollar |
07/2019 |
117,036 | ||||||||
Bradesco |
- |
(424) |
(424) |
(1,503) |
1,079 |
dollar |
09/2019 |
32,636 | ||||||||
Citibank |
- |
(21,641) |
(21,641) |
(23,781) |
2,141 |
dollar |
09/2020 |
397,320 | ||||||||
Scotiabank |
- |
(23,858) |
(23,858) |
(23,397) |
(461) |
dollar |
12/2019 |
174,525 | ||||||||
- |
(62,407) |
(62,407) |
(68,446) |
6,040 |
||||||||||||
RGE |
||||||||||||||||
Bank of Tokyo-Mitsubishi |
19,525 |
- |
19,525 |
19,329 |
196 |
dollar |
04/2018 |
36,270 | ||||||||
Bank of Tokyo-Mitsubishi |
87,486 |
- |
87,486 |
86,466 |
1,020 |
dollar |
05/2018 |
168,346 | ||||||||
Bradesco |
9,452 |
- |
9,452 |
9,218 |
234 |
dollar |
10/2017 |
32,715 | ||||||||
J.P.Morgan |
17,043 |
- |
17,043 |
16,104 |
939 |
dollar |
02/2018 |
171,949 | ||||||||
Bradesco |
- |
(5,999) |
(5,999) |
(7,475) |
1,476 |
dollar |
05/2021 |
59,032 | ||||||||
Bank of America Merrill Lynch |
- |
(10,662) |
(10,662) |
(14,894) |
4,232 |
dollar |
05/2021 |
118,063 | ||||||||
Citibank |
- |
(5,725) |
(5,725) |
(7,463) |
1,738 |
dollar |
05/2021 |
59,032 | ||||||||
133,506 |
(22,386) |
111,120 |
101,285 |
9,835 |
||||||||||||
CPFL Jaguari |
||||||||||||||||
Scotiabank |
- |
(1,171) |
(1,171) |
(1,202) |
31 |
dollar |
07/2019 |
16,484 | ||||||||
CPFL Sul Paulista |
||||||||||||||||
Scotiabank |
- |
(1,171) |
(1,171) |
(1,202) |
31 |
dollar |
07/2019 |
16,484 | ||||||||
CPFL Leste Paulista |
||||||||||||||||
Scotiabank |
- |
(1,171) |
(1,171) |
(1,202) |
31 |
dollar |
07/2019 |
16,484 | ||||||||
CPFL Santa Cruz |
||||||||||||||||
Scotiabank |
- |
(1,171) |
(1,171) |
(1,202) |
31 |
dollar |
07/2019 |
16,484 | ||||||||
CPFL Paulista Lajeado |
||||||||||||||||
Itaú |
- |
(1,537) |
(1,015) |
(1,138) |
123 |
dollar |
03/2018 |
35,000 | ||||||||
CPFL Brasil |
||||||||||||||||
Itaú |
- |
(3,628) |
(3,628) |
(3,821) |
193 |
dollar |
08/2018 |
45,360 | ||||||||
Subtotal (a) |
548,265 |
(166,014) |
382,774 |
331,207 |
51,567 |
|||||||||||
Derivatives to hedge debts not designated at fair value |
||||||||||||||||
Exchange rate hedge |
||||||||||||||||
CPFL Geração |
||||||||||||||||
J.P.Morgan |
- |
(4,662) |
(4,662) |
(4,834) |
172 |
dollar |
12/2018 |
44,130 | ||||||||
Price index hedge |
||||||||||||||||
CPFL Geração |
||||||||||||||||
Santander |
5,808 |
- |
5,808 |
5,849 |
(42) |
IPCA |
04/2019 |
35,235 | ||||||||
J.P.Morgan |
6,582 |
- |
6,582 |
5,849 |
732 |
IPCA |
04/2019 |
35,235 | ||||||||
12,389 |
- |
12,389 |
11,699 |
691 |
||||||||||||
Interest rate hedge (1) |
||||||||||||||||
CPFL Paulista |
||||||||||||||||
Bank of America Merrill Lynch |
- |
- |
- |
- |
- |
CDI |
07/2019 |
660,000 | ||||||||
J.P.Morgan |
455 |
- |
455 |
(51) |
506 |
CDI |
02/2021 |
300,000 | ||||||||
Votorantim |
165 |
- |
165 |
(16) |
181 |
CDI |
02/2021 |
100,000 | ||||||||
Santander |
175 |
- |
175 |
(17) |
192 |
CDI |
02/2021 |
105,000 | ||||||||
795 |
- |
795 |
(84) |
878 |
||||||||||||
CPFL Piratininga |
||||||||||||||||
J.P.Morgan |
- |
- |
- |
- |
- |
CDI |
07/2019 |
110,000 | ||||||||
Votorantim |
255 |
- |
255 |
(19) |
274 |
CDI |
02/2021 |
135,000 | ||||||||
Santander |
195 |
- |
195 |
(14) |
209 |
CDI |
02/2021 |
100,000 | ||||||||
450 |
- |
450 |
(32) |
483 |
||||||||||||
RGE |
||||||||||||||||
Bradesco |
- |
- |
- |
- |
- |
CDI |
07/2019 |
500,000 | ||||||||
Votorantim |
243 |
- |
243 |
(30) |
273 |
CDI |
02/2021 |
170,000 | ||||||||
243 |
- |
243 |
(30) |
273 |
||||||||||||
CPFL Geração |
||||||||||||||||
Votorantim |
2,721 |
(2,730) |
(9) |
(12) |
2 |
CDI |
08/2020 |
460,000 | ||||||||
|
|
|
|
|
||||||||||||
Subtotal (b) |
16,598 |
(7,392) |
9,206 |
6,707 |
2,499 |
|||||||||||
Other derivatives (2) |
||||||||||||||||
CPFL Geração |
||||||||||||||||
Itaú |
25,457 |
- |
25,457 |
- |
25,457 |
dollar |
09/2020 |
26,627 | ||||||||
Votorantim |
21,219 |
- |
21,219 |
- |
21,219 |
dollar |
09/2020 |
26,627 | ||||||||
Santander |
26,212 |
- |
26,212 |
- |
26,212 |
dollar |
09/2020 |
33,060 | ||||||||
Subtotal (c) |
72,888 |
- |
72,888 |
- |
72,888 |
|||||||||||
Total (a+b+c) |
637,752 |
(173,406) |
464,868 |
337,914 |
126,955 |
|||||||||||
Current |
197,741 |
(7,581) |
||||||||||||||
Noncurrent |
440,011 |
(165,825) |
||||||||||||||
For further details on terms and information on debts and debentures, see notes 16 and 17 | ||||||||||||||||
(1) The interest rate hedge swaps have half-yearly validity, so the notional value reduces according to the amortization of the debt. | ||||||||||||||||
(2) Due to the characteristics of this derivative (zero-cost collar), the notional amount is presented in U.S. dollar |
77
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
As mentioned above, certain subsidiaries elected to mark to market debts for which they have fully tied derivative instruments (note 16).
The Company and its subsidiaries have recognized gains and losses on their derivatives. However, as these derivatives are used as a hedging instrument, these gains and losses minimized the impacts of fluctuations in exchange and interest rates on the hedged debts. For the quarters ended March 31, 2017 and 2016, the derivatives generated the following impacts on the consolidated profit or loss, recognized in the line item of Finance costs on adjustment for inflation and exchange rate changes:
Gain (Loss) | ||||||
Company |
Hedged risk / transaction |
1st quarter 2017 |
1st quarter 2016 | |||
CPFL Energia |
Exchange rate changes |
- |
(41,090) | |||
CPFL Energia |
Mark to market |
- |
1,778 | |||
CPFL Paulista |
Interest rate changes |
(157) |
770 | |||
CPFL Paulista |
Exchange rate changes |
(152,589) |
(298,086) | |||
CPFL Paulista |
Mark to market |
12,818 |
49,051 | |||
CPFL Piratininga |
Interest rate changes |
(65) |
(57) | |||
CPFL Piratininga |
Exchange rate changes |
(57,615) |
(119,524) | |||
CPFL Piratininga |
Mark to market |
5,315 |
16,678 | |||
RGE |
Interest rate changes |
(33) |
447 | |||
RGE |
Exchange rate changes |
(48,474) |
(88,105) | |||
RGE |
Mark to market |
4,702 |
22,202 | |||
CPFL Geração |
Interest rate changes |
(217) |
1,083 | |||
CPFL Geração |
Exchange rate changes |
(63,822) |
(37,693) | |||
CPFL Geração |
Mark to market |
18,947 |
33,654 | |||
CPFL Santa Cruz |
Exchange rate changes |
(1,102) |
(3,089) | |||
CPFL Santa Cruz |
Mark to market |
111 |
131 | |||
CPFL Leste Paulista |
Exchange rate changes |
(1,102) |
- | |||
CPFL Leste Paulista |
Mark to market |
111 |
- | |||
CPFL Sul Paulista |
Exchange rate changes |
(1,102) |
(3,397) | |||
CPFL Sul Paulista |
Mark to market |
111 |
144 | |||
CPFL Jaguari |
Exchange rate changes |
(1,102) |
(4,787) | |||
CPFL Jaguari |
Mark to market |
111 |
203 | |||
Paulista Lajeado Energia |
Exchange rate changes |
(2,405) |
(4,177) | |||
Paulista Lajeado Energia |
Mark to market |
(374) |
1,101 | |||
CPFL Brasil |
Exchange rate changes |
(3,007) |
(5,149) | |||
CPFL Brasil |
Mark to market |
188 |
1,585 | |||
CPFL Serviços |
Exchange rate changes |
- |
(1,348) | |||
CPFL Serviços |
Mark to market |
- |
157 | |||
(290,752) |
(477,516) | |||||
b.1) Zero-cost collar derivative transactions entered into by CPFL Geração
In 2015, the subsidiary CPFL Geração entered into a transaction involving put options and call options in US$, both having the same institution as counterpart, and that combined are featured as a transaction usually known as zero-cost collar. Entering into this transaction does not have any speculative purpose, inasmuch as it is aimed at minimizing any negative impacts on future revenue of the joint venture ENERCAN, which has electric energy sale agreements with annual adjustment of part of the tariff based on the dollar variation. In addition, according to Management’s view, the scenario in 2015 was favorable to enter into this type of financial instrument, considering the high volatility implicit in dollar options and the fact that there is no initial cost for this type of transaction.
The total amount contracted was US$ 111,817, with due dates between October 1, 2015 and September 30, 2020. At March 31, 2017, the total amount contracted was US$ 91,308, considering the options already settled until this date. The strike prices of the dollar options vary from R$ 4.20 to R$ 4.40 for put options and from R$ 5.40 to R$7.50 for call options.
78
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
These options were measured at fair value in a recurring manner, as required by IAS 39/CPC 38. The fair value of the options that are part of this transaction was calculated based on the following assumptions:
Valuation technique(s) and key information |
We used the Black Scholes Option Pricing Model, which aims to obtain the fair price of the options involving the following variables: value of the asset, strike price of the option, interest rate, term and volatility. |
Significant unobservable inputs |
Volatility determined based on the average market pricing calculations, future dollar and other variables applicable to this specific transaction, with average variation of 20.9%. |
Relationship between unobservable inputs and fair value (sensitivity) |
A slight rise in long-term volatility, analyzed separately, would result in an insignificant increase in fair value. If the volatility were 10% higher and all the other variables remained constant, the net carrying amount (asset) would increase by R$ 836, resulting in a net asset of R$ 73,724. |
The following table reconciles the opening and closing balances of the call and put options for the 1st quarter of 2017, as required by IFRS 13/CPC 46:
Consolidated | |||||
Assets |
Liabilities |
Net | |||
At December 31, 2016 |
57,715 |
- |
57,715 | ||
Fair value measurement |
15,173 |
- |
15,173 | ||
At March 31, 2017 |
72,888 |
- |
72,888 |
The fair value measurement of these financial instruments was recognized as finance income in the statement of profit or loss for the period, and no effects were recognized in other comprehensive income.
c) Sensitivity analysis
In compliance with CVM Instruction No. 475/2008, the Company and its subsidiaries performed sensitivity analyses of the main risks to which their financial instruments (including derivatives) are exposed, mainly comprising changes in exchange and interest rates.
When the risk exposure is considered asset, the risk to be taken into account is a reduction in the pegged indexes, due to a consequent negative impact on the Company’s and its subsidiaries’ profit or loss. Similarly, if the risk exposure is considered liability, the risk is of an increase in the pegged indexes and the consequent negative effect on the profit or loss. The Company and its subsidiaries therefore quantify the risks in terms of the net exposure of the variables (dollar, euro, CDI, IGP-M, IPCA, TJLP and SELIC), as shown below:
79
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
c.1) Changes in exchange rates
Considering that the net exchange rate exposure at March 31, 2017 is maintained, the simulation of the effects by type of financial instrument for three different scenarios would be:
Consolidated | ||||||||||
Decrease (increase) | ||||||||||
Instruments |
Exposure |
Risk |
Currency depreciation (b) |
Currency appreciation of 25% (c) |
Currency appreciation of 50% (c) | |||||
Financial liability instruments |
(4,813,771) |
(346,163) |
943,821 |
2,233,804 | ||||||
Derivatives - Plain Vanilla Swap |
4,904,865 |
352,713 |
(961,681) |
(2,276,076) | ||||||
91,094 |
dollar deprec. |
6,550 |
(17,860) |
(42,272) | ||||||
Financial liability instruments |
(252,504) |
(21,904) |
46,698 |
115,300 | ||||||
Derivatives - Plain Vanilla Swap |
255,806 |
22,191 |
(47,308) |
(116,808) | ||||||
3,302 |
dollar deprec. |
287 |
(610) |
(1,508) | ||||||
Total |
94,396 |
6,837 |
(18,470) |
(43,780) | ||||||
|
|
| ||||||||
Decrease (increase) | ||||||||||
Instrumentos |
Exposure |
Risk |
Currency depreciation (b) |
Currency appreciation of 25% (c) |
Currency appreciation of 50% (c) | |||||
Derivativos zero-cost collar |
86,313 |
(d) |
dollar apprec. |
(80,760) |
(109,745) |
(138,730) |
(a) The exchange rate considered at 3/31/2017 was R$ 3.12 per US$ 1.00 and R$ 3.35 per € 1.00.
(b) As per the exchange rate curves obtained from information made available by the BM&FBOVESPA, with the exchange rate being considered at R$ 3.35 and R$ 3.64, and the currency depreciation at 7.19% and 8.67%, for US$ and €, respectively.
(c) As required by CVM Instruction No. 475/2008, the percentage increases in the ratios applied refer to the information made available by the BM&FBOVESPA.
(d) Owing to the characteristics of this derivative (zero-cost collar), the notional amount is presented in US$.
As the net exchange exposure of the dollar and euro is an asset, the risk is a drop in the dollar and euro, therefore, the exchange rate is appreciated by 25% and 50% in relation to the probable exchange rate.
c.2) Changes in interest rates
Assuming that: (i) the scenario of net exposure of the financial instruments indexed to floating interest rates at March 31, 2017 is maintained, and (ii) the respective annual indexes accumulated in the last 12 months, for this base date, remain stable (CDI 12.13% p.a.; IGP-M 4.89% p.a.; TJLP 7.50% p.a.; IPCA 4.57% p.a. and SELIC 13.86% p.a.), the effects that would be recognized in the consolidated interim financial information for the next 12 months would be a net finance cost of R$ 1,494,253 (costs of CDI R$ 1,145,441, IGP-M R$ 3,237, TJLP R$ 335,929, and SELIC R$ 238,429, and finance income of IPCA R$ 228,783). In the event of fluctuations in the indexes according to the three scenarios defined, the amount of the net finance cost would be impacted by:
80
(Free Translation of the original in Portuguese)
Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
Consolidated | ||||||||||
Decrease (increase) | ||||||||||
Instruments |
Exposure |
Risk |
Scenario I (a) |
Raising/Drop index by 25% (b) |
Raising/Drop index by 50% (b) | |||||
Financial asset instruments |
5,602,842 |
(149,036) |
(16,388) |
116,259 | ||||||
Financial liability instruments |
(10,180,431) |
270,799 |
29,778 |
(211,244) | ||||||
Derivatives - Plain Vanilla Swap |
(4,861,785) |
129,323 |
14,221 |
(100,882) | ||||||
(9,439,374) |
CDI apprec. |
251,086 |
27,611 |
(195,867) | ||||||
Financial liability instruments |
(66,206) |
1,364 |
895 |
427 | ||||||
(66,206) |
IGP-M apprec. |
1,364 |
895 |
427 | ||||||
Financial liability instruments |
(4,479,057) |
22,395 |
(55,988) |
(134,372) | ||||||
(4,479,057) |
TJLP apprec. |
22,395 |
(55,988) |
(134,372) | ||||||
Financial liability instruments |
(334,071) |
1,269 |
4,769 |
8,268 | ||||||
Derivatives - Plain Vanilla Swap |
92,573 |
(352) |
(1,321) |
(2,291) | ||||||
Concession financial asset |
5,247,689 |
(19,941) |
(74,911) |
(129,880) | ||||||
5,006,191 |
IPCA deprec. |
(19,024) |
(71,463) |
(123,903) | ||||||
Financial liability instruments |
(194,814) |
8,143 |
3,429 |
(1,286) | ||||||
Sector financial asset and liability |
(1,525,455) |
63,764 |
26,848 |
(10,068) | ||||||
(1,720,269) |
SELIC apprec. |
71,907 |
30,277 |
(11,354) | ||||||
Total |
(10,698,715) |
327,728 |
(68,668) |
(465,069) | ||||||
(a) The CDI, IGP-M, TJLP, IPCA and SELIC indexes considered of: 9.47%, 2.83%, 7.00%, 4.19% and 9.68%, respectively, were obtained from information available in the market.
(b) As required by CVM Instruction 475/08, the p
(c) ercentages of increase or decrease were applied to the indexes in scenario I.
( 33 ) NON-CASH TRANSACTIONS
|
Consolidated | ||
|
3/31/2017 |
|
3/31/2016 |
Other transactions |
|
|
|
Interest capitalized in property, plant and equipment |
19,503 |
|
10,528 |
Interest capitalized in concession intangible asset - distribution infraestruture |
4,654 |
|
2,266 |
Transfers between property, plant and equipment and other assets |
1,102 |
|
- |
( 34 ) SIGNIFICANT FACT AND EVENTS AFTER THE REPORTING PERIOD
34.1Annual Tariff Adjustment - CPFL Paulista and RGE Sul
On April 4, 2017, ANEEL published Ratifying Resolution No. 2,217, which set the average tariff adjustment of the subsidiary CPFL Paulista, effective as of April 8, 2017, by -0.80%, of which +2.13% relating to the economic tariff adjustment and -2.93% to the related financial components. The total average effect to be perceived by consumers is -10.50%.
On April 13, 2017, ANEEL published Ratifying Resolution No. 2,218, which set the average tariff adjustment of the subsidiary RGE Sul, effective as of April 18, 2017, by -0.20%, of which +2.95% relating to the economic tariff adjustment and -3.15% to the related financial components. The total average effect to be perceived by consumers is -6.43%.
34.2Public Offering of Shares
As presented in the note 38.5 of financial statements at December 31, 2016, State Grid Brazil Power Participações will conduct a public offer for acquisition of all the common shares held by the remaining shareholders of CPFL (“Offer for Sale of Control”) an has also the intention of:
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Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
· conduct a unified public offer for acquisition of Company common shares aimed to cancel its listing as publicly-traded company with the CVM under the category “A” and its conversion to category “B” (“Offer for Conversion of Listing”) and withdraw the Company from the Special Listing Segment of BM&FBOVESPA named Novo Mercado (“Offer for Withdrawal from Novo Mercado);
· (i) the deposit agreement relating to the American depositary of the Company’s shares to be terminated, (ii) the Company to withdraw from the NYSE, and (iii) the Company’s listing as publicly-traded company in the United States to be canceled.
At March 27, 2017, the Company’s extraordinary general meeting decided on the (i) selection of Credit Suisse (Brasil) S.A. for determining the Company’s economic value; (ii) cancelation of the Company’s listing with CVM as issuer of securities registered under the category “A”, and their conversion into category “B”; and (iii) Company’s withdrawal from the Novo Mercado.
State Grid Brazil filled with CVM in February 22, 2017 requiring authorization for a Public Tender Offer for acquisition of CPFL Energia’s shares. Such request is currently under analysis by CVM.
34.3Adjustment for refunding the Reserve Energy Charge ("EER") of Angra III
ANEEL approved through REH No. 2,214 of March 28, 2017 the republication of the tariffs for the distribution subsidiaries, with the purpose of refunding the amount forecast for the Reserve Energy Charge (EER) of the energy generation company UTN Almirante Alvaro Alberto - Unit III (Angra III).
The tariffs resulting from this decision will be effective only in April 2017, however, as the reading period of each consuming unit does not coincide with the calendar month, this reduction will occur in the revenue amounts for April and May 2017, with its impact diluted between the two periods.
The average effect perceived by consumers will be: -15.28% for CPFL Paulista, -6.8% for CPFL Piratininga, -10.89% for RGE, -13.76% for RGE Sul, -13.41% for CPFL Santa Cruz, -16.49% for CPFL Jaguari, -14.81% for CPFL Leste Paulista, -14.71% for CPFL Mococa, and -14.29% for CPFL Sul Paulista.
The estimated impact of this adjustment is an average reduction of -12.85% in revenues of distribution subsidiaries in April 2017.
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Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
Shareholders of CPFL Energia S/A holding more than 5% of the shares of the same type and class, as of March 31, 2017:
Shareholders |
Common shares |
Interest - % | ||
ESC Energia S.A. |
322,078,613 |
31.64 | ||
State Grid Brazil Power Participações Ltda. |
234,086,204 |
23.00 | ||
Caixa de Previdência dos Funcionários do Banco do Brasil - Previ |
98,589,229 |
9.69 | ||
BNDES Participações S.A. |
68,592,097 |
6.74 | ||
Brumado Holdings Ltda. (*) |
36,497,075 |
3.59 | ||
Antares Holdings Ltda. (*) |
16,967,165 |
1.67 | ||
Other shareholders |
241,104,363 |
23.69 | ||
Total |
1,017,914,746 |
100.00 |
(*) Entities fully controlled by Bradespar S.A., which indirectly holds 5.25% of total shares common shares of CPFL Energia.
Quantity and characteristic of securities held by directly or indirectly Controlling Shareholders, Executive Officers, Board of Directors, Fiscal Council and Free Float, as of March 31, 2017 and December 31, 2016:
March 31, 2017 |
December 31, 2016 | |||||||
Shareholders |
Common shares |
Interest - % |
Common shares |
Interest - % | ||||
Controlling shareholders |
556,164,817 |
54.64 |
693,038,168 |
68.08 | ||||
Administrator |
- |
- |
- |
- | ||||
Members of the Executive Officers |
23,750 |
0.00 |
34,250 |
0.00 | ||||
Members of the Board of Directors |
- |
- |
- |
- | ||||
Fiscal Council Members |
- |
- |
- |
- | ||||
Other shareholders |
461,726,179 |
45.36 |
324,842,328 |
31.91 | ||||
Total |
1,017,914,746 |
100.00 |
1,017,914,746 |
100.00 | ||||
Outstanding shares - free float |
461,726,179 |
45.36 |
324,842,328 |
31.91 |
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Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
SHAREHOLDING STRUCTURE |
1st quarter of 2017 |
| |||||||||
CPFL ENERGIA S/A |
Per units shares |
Date of last change | |||||||||
# |
1 - SHAREHOLDERS OF THE COMPANY |
CNPJ or CPF |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
|
|
Controlling shareholders |
|
556,164,817 |
54.64% |
100.00% |
- |
0.00% |
0.00% |
556,164,817 |
54.64% |
|
1.1 |
Esc Energia S.A. |
15.146.011/0001-51 |
234,086,204 |
23.00% |
100.00% |
- |
0.00% |
0.00% |
234,086,204 |
23.00% |
January 23, 2017 |
1.2 |
State Grid Brazil Power Participações Ltda. |
26.002.119/0001-97 |
322,078,613 |
31.64% |
100.00% |
- |
0.00% |
0.00% |
322,078,613 |
31.64% |
January 23, 2017 |
|
Noncontrolling shareholders |
|
461,749,929 |
45.36% |
100.00% |
- |
0.00% |
0.00% |
461,749,929 |
45.36% |
|
1.3 |
Caixa de Previdência dos Funcionários do Banco do Brasil - Previ |
33.754.482/0001-24 |
98,589,229 |
9.69% |
100.00% |
- |
0.00% |
0.00% |
98,589,229 |
9.69% |
January 23, 2017 |
1.4 |
BNDES Participações S.A. |
00.383.281/0001-09 |
68,592,097 |
6.74% |
100.00% |
- |
0.00% |
0.00% |
68,592,097 |
6.74% |
April 29, 2016 |
1.5 |
Brumado Holdings Ltda. |
08.397.763/0001-20 |
36,497,075 |
3.59% |
100.00% |
- |
0.00% |
0.00% |
36,497,075 |
3.59% |
April 29, 2016 |
1.6 |
Antares Holdings Ltda. |
07.341.926/001-90 |
16,967,165 |
1.67% |
100.00% |
- |
0.00% |
0.00% |
16,967,165 |
1.67% |
April 29, 2016 |
1.7 |
Board of Directors |
|
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
April 29, 2016 |
1.8 |
Executive Officers |
|
23,750 |
0.00% |
100.00% |
- |
0.00% |
0.00% |
23,750 |
0.00% |
July 31, 2016 |
1.9 |
Other shareholders |
|
241,080,613 |
23.68% |
100.00% |
- |
0.00% |
0.00% |
241,080,613 |
23.68% |
|
|
Total |
|
1,017,914,746 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1,017,914,746 |
100.00% |
|
|
2 - Entity: 1.1 Esc Energia S.A. |
CNPJ or CPF |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
|
|
Controlling shareholders |
|
1,042,392,615 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1,042,392,615 |
100.00% |
|
1.1.1 |
State Grid Brazil Power Participações Ltda. |
26.002.119/0001-97 |
1,042,392,615 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1,042,392,615 |
100.00% |
January 23, 2017 |
|
Noncontrolling shareholders |
|
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
|
1.1.2 |
Other shareholders |
|
- |
0.00% |
0.00% |
- |
0.00% |
0.00% |
- |
0.00% |
|
|
Total |
|
1,042,392,615 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
1,042,392,615 |
100.00% |
|
|
3 - Entity: 1.5 Brumado Holdings Ltda. |
CNPJ or CPF |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
|
|
Controlling shareholders |
|
983,227,791 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
983,227,791 |
100.00% |
|
1.5.1 |
Antares Holdings Ltda. |
07.341.926/0001-90 |
983,227,791 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
983,227,791 |
100.00% |
September 30, 2015 |
|
Noncontrolling shareholders |
|
1 |
0.00% |
100.00% |
- |
0.00% |
0.00% |
1 |
0.00% |
|
1.5.2 |
Other shareholders |
|
1 |
0.00% |
100.00% |
- |
0.00% |
0.00% |
1 |
0.00% |
|
|
Total |
|
983,227,792 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
983,227,792 |
100.00% |
|
|
4 - Entity: 1.6 Antares Holdings Ltda. |
CNPJ or CPF |
Quotes/common shares |
% |
% Total |
Preferred shares |
% |
% Total |
TOTAL |
% Total |
|
|
Controlling shareholders |
|
326,999,999 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
326,999,999 |
100.00% |
|
1.6.1 |
Bradespar S.A. |
03.847.461/0001-92 |
326,999,999 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
326,999,999 |
100.00% |
September 30, 2015 |
|
Noncontrolling shareholders |
|
1 |
0.00% |
100.00% |
- |
0.00% |
0.00% |
1 |
0.00% |
|
1.6.2 |
Other shareholders |
|
1 |
0.00% |
100.00% |
- |
0.00% |
0.00% |
1 |
0.00% |
|
|
Total |
|
327,000,000 |
100.00% |
100.00% |
- |
0.00% |
0.00% |
327,000,000 |
100.00% |
|
The Company is committed to arbitration in the Market Arbitration Chamber, in accordance with the Arbitration Clause in Article 44 of the Company’s By-Laws.
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Standard Interim Financial Statements – ITR – Date: March 31, 2016 - CPFL Energia S. A
KPMG Auditores Independentes
Av. Barão de Itapura, 950 - 6º andar
13020-431 - Campinas/SP - Brasil
Caixa Postal 737 - CEP 13012-970 - Campinas/SP - Brasil
Phone +55 (19) 2129-8700, Fax +55 (19) 2129-8728
www.kpmg.com.br
Independent Auditors’ Report on Review of Interim Financial Information
To the Shareholders and Directors of
CPFL Energia S.A.
Campinas - SP
Introduction
We have reviewed the interim financial information, individual and consolidated, of CPFL Energia S.A. (“the Company”), included on Quarterly Information Form (Formulário de Informações Trimestrais – ITR), for the quarter ended March 31, 2017, which comprises the statement of financial position as of March 31, 2017 and the statements of profit or loss, other comprehensive income, changes in equity and cash flows for the three month period then ended, comprising the explanatory notes.
Management is responsible for the preparation of the interim financial information in accordance with CPC 21(R1) Technical Pronouncement – Interim Financial Information and international standard IAS 34 - Interim Financial Reporting, issued by International Accounting Standards Board - IASB, and for presentation of this interim financial information in accordance with the rules issued by Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of the interim financial information. Our responsibility is to express a conclusion on this interim financial information based on our review.
Scope of review
We conducted our review in accordance with the Brazilian and international standard on interim review (NBC TR 2410 - Revisão de Informações Intermediárias Executada pelo Auditor da Entidade and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with auditing standards and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual and consolidated interim financial information referred above is not prepared, in all material respects, in accordance with CPC 21(R1) and the IAS 34, issued by IASB, applicable to the preparation of the Quarterly Information and presented in accordance with the rules issued by Brazilian Securities and Exchange Commission (CVM).
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Other matters – Statements of Value Added
The individual and consolidated interim financial information, related to statements of value added (Demonstração do Valor Adicionado – DVA) for the three month period ended March 31, 2017, prepared under the responsibility of the Company's management, and presented as supplementary information for the purposes of IAS 34, were submitted to the same review procedures followed together with the review of the Company's interim financial information. In order to form our opinion, we evaluated whether these statements are reconciled to the interim financial information and to the accounting records, as applicable, and whether their form and content are in accordance with the criteria set on Technical Pronouncement CPC 09 - Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that the accompanying statements of value added are not prepared, in all material respects, in accordance with the individual and consolidated interim financial information taken as a whole.
Other matter relating to corresponding information
The corresponding figures related to individual and consolidated financial position for the year ended December 31, 2016, were previously audited by another auditor that issued an unmodified report on March 13, 2017. The individual and consolidated information of profit or loss, other comprehensive income, changes in equity and cash flows for the three month period ended March 31, 2016, disclosed for comparative purpose and restated due to the matters described on Note 2.8, were also reviewed by another auditor who expressed an unmodified report on May 4, 2017. The corresponding amounts related to the individual and consolidated statements of value added (DVA) for the three month period ended March 31, 2016 were submitted to the same review procedures by those auditors, and based on their review, nothing has come to their attention that causes them to believe that the DVA has not been prepared, in all material respects, in accordance with the individual and consolidated interim financial information taken as a whole.
Campinas, May 4, 2017
KPMG Auditores Independentes
CRC (Regional Accounting Council) 2SP014428/O-6
Original report in Portuguese signed by
Marcio José dos Santos
Accountant CRC 1SP252906/O-0
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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.