SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 6-K
 
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
 
For the month of May, 2015

(Commission File No. 001-33356),

 
Gafisa S.A.
(Translation of Registrant's name into English)
 


 
Av. Nações Unidas No. 8501, 19th floor
São Paulo, SP, 05425-070
Federative Republic of Brazil
(Address of principal executive office)



Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.

Form 20-F ___X___ Form 40-F ______



Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)


Yes ______ No ___X___

Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes ______ No ___X___

Indicate by check mark whether by furnishing the information contained in this Form,
the Registrant 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___

If “Yes” is marked, indicate below the file number assigned
to the registrant in connection with Rule 12g3-2(b): N/A


 
 

 

 

 

 

 

Gafisa S.A.

Quarterly information

March 31, 2015

(A free translation of the original report in Portuguese as published in

Brazil containing Quarterly Information (ITR) prepared in

accordance with accounting practices adopted in Brazil)

 

 

 


 
 

 

Report on the revision of quarterly information - ITR

 

To

Shareholders and Management of

Gafisa S.A.

São Paulo - SP

 

 

We have reviewed the individual and consolidated interim financial information from Gafisa S.A. (“Company”), contained within the Quarterly Information Report (ITR) for the quarter ended March 31st, 2015, including the balance sheet as of March 31st, 2015 and the related statement of income, comprehensive income, changes in equity and in cash flow for the three-month period then ended, including explanatory notes.

 

The Company’s management is responsible for the individual interim financial information in accordance with the Technical Pronouncement of the Accounting Pronouncements Committee (CPC) 21 – Interim Financial Reporting and the consolidated interim financial information in accordance with CPC 21 (R1) and Intermantional Accounting Standard IAS 34 – Interim Financial Reporting, which considers the Technical Orientation - OCPC 04 - Application of the Technical Interpretation ICPC 02 to the Brazilian Real Estate Development Entities, issued by the Accounting Pronouncements Committee (CPC) and approved by the Brazilian Securities Commission (CVM) and the Brazilian Federal Accounting Council (CFC), as well as for the presentation of these interim information in compliance with the standards issued by the CVM, applicable to the preparation of Quarterly Information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

 

 

Scope of review

We conducted our review according to the Brazilian and international review standards of interim financial information (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of inquiries, mainly of the people responsible for the financial and accounting matters, and the application of analytical and other review procedures. An interim review is substantially less in scope than an audit conducted in accordance with auditing standards. An interim review does not provide assurance that we would become aware of any or all significant matters that might be identified in an audit. Therefore, we did not express an audit opinion.

 

Conclusion from the individual and consolidated interim financial information prepared in accordance with CPC 21(R1)

Based on our review, we are not aware of any fact that could lead us to believe that the individual and consolidated interim financial information included in the Quarterly Information referred above was not prepared, in all material aspects, in accordance with CPC 21 (R1) applicable to the preparation of Quarterly Information -  ITR, and presented in accordance with the standards issued by the Brazilian Securities Commission - CVM.

Conclusion about the consolidated interim financial information prepared in accordance with IAS 34, which considers the Guideline OCPC 04 on the application of the Technical Interpretation ICPC 02 to the Brazilian Real Estate Development Entities, issued by the Committee for Accounting Pronouncements (CPC) and approved by the Brazilian Securities and Exchange Commission (CVM) and by the Federal Accounting Council (CFC)

Based on our review, we are not aware of any fact that makes us believe that the consolidated interim financial information included in the Quarterly Information referred above was not prepared, in all material aspects, in accordance with IAS 34, which considers Guidance OCPC 04 on the application of Technical Interpretation ICPC02 to the Brazilian Real Estate Development Entities, issued by the Committee for Accounting Pronouncements (CPC) and approved by the Brazilian Securities and Exchange Commission (CVM) and the Federal Accounting Council (CFC), applicable to the preparation of Quarterly Information and presented in accordance with the standards issued by the Brazilian Securities Commission - CVM.

 

 


 
 

 

 

Emphasis of matter

As described in Note 2, the individual  and consolidated interim financial information was prepared in accordance with accounting practices adopted in Brazil (CPC21 (R1)). The consolidated interim financial information prepared in accordance with IFRS applicable to the Brazilian Real Estate Development Entities (IAS34, for interim financial information), also considers the Technical Orientation - OCPC04, edited by the Accounting Pronouncements Committee (CPC). This Technical Orientation refers to the revenue recognition of this sector and involves matters related to the meaning and application of the concept of continuous transfer of the risks, benefits and control over real estate unit sales, as further described in Note 2. Our conclusion is not modified regarding this matter.

 

Other matters

 

Statements of value added

We have also reviewed the individual and consolidated statement of value added for the three-month period ended March 31, 2015, prepared under the responsibility of the Company’s management, the presentation of which in the interim financial information is required in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to Quarterly Information - ITR, and considered as supplemental information by the International Financial Reporting Standards (IFRS), which do not require the disclosure of the statement of value added. These statements have been submitted to the same review procedures previously described above and, based on our review, we are not aware of any fact that leads us to believe that they were not fairly stated, in all material respects, according to the individual and consolidated interim financial information taken as a whole.

 

 

São Paulo, May 7th, 2015

 

 

KPMG Auditores Independentes

CRC 2SP014428/O-6

Original report in Portuguese signed by

Giuseppe Masi

Accountant CRC 1SP176273/O-7

 

 

 

 


 
 

 

Company data

 

 

Capital Composition

1

Individual financial statements

 

 

Balance sheet - Assets

2

 

Balance sheet - Liabilities

3

 

Statement of income

4

 

Statement of comprehensive income (loss)

5

 

Statement of cash flows

6

 

Statements of changes in Equity

 

 

 

1/1/2015 to 3/31/2015

7

 

 

1/1/2014 to 3/31/2014

8

 

Statement of value added

9

Consolidated Financial Statements

 

 

Balance sheet - Assets

10

 

Balance sheet Liabilities

11

 

Statement of income

12

 

Statement of comprehensive income (loss)

13

 

Statement of cash flows

14

 

Statements of changes in Equity

 

 

 

1/1/2015 to 3/31/2015

15

 

 

1/1/2014 to 3/31/2014

16

 

Statement of value added

17

Comments on performance

18

Notes to interim financial information

57

Other information deemed relevant by the Company

95

Reports and statements

 

 

Report on review of interim financial information

98

 

Management statement of interim financial information

100

 

Management statement on the report on review of interim financial information

101

 

 

 

 

 

 


 
 

 

COMPANY DATA/ CAPITAL COMPOSITION

   

Number of shares

CURRENT QUARTER 3/31/2015

(in thousands)

Paid-in Capital

 

Commom

378,066

Preferred

-

Total

378,066

Treasury shares

 

Commom

10,807

Preferred

-

Total

10,807

 

 

 

1


 
 

 

INDIVIDUAL FINANCIAL STATEMENTS - BALANCE SHEET - ASSETS (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

ACTUAL QUARTER 3/31/2015

PRIOR YEAR 12/31/2014

1

Total Assets

6,428,780

6,477,381

1.01

Current Assets

2,428,994

2,477,653

1.01.01

Cash and cash equivalents

34,536

33,792

1.01.01.01

Cash and banks

20,803

24,501

1.01.01.02

Securities purchased under agreement to resell

13,733

9,291

1.01.02

Short-term investments

550,385

582,042

1.01.02.01

Short-term investments

550,385

582,042

1.01.03

Accounts receivable

735,530

748,910

1.01.03.01

Trade accounts receivable

735,530

748,910

1.01.03.01.01

Receivables from clients of developments

711,358

724,696

1.01.03.01.02

Receivables from clients of construction and services rendered

24,172

24,214

1.01.04

Inventories

967,383

932,681

1.01.04.01

Inventories to sell

967,383

932,681

1.01.07

Prepaid expenses

7,106

8,036

1.01.07.01

Prepaid expenses and others

7,106

8,036

1.01.08

Other current assets

134,054

172,192

1.01.08.01

Non current assets for sale

6,072

6,072

1.01.08.03

Other

127,982

166,120

1.01.08.03.01

Other accounts receivable and other

53,513

61,355

1.01.08.03.03

Receivables from related parties

74,469

104,765

1.02

Non current assets

3,999,786

3,999,728

1.02.01

Non current assets

964,772

916,283

1.02.01.03

Accounts receivable

300,417

275,531

1.02.01.03.01

Receivables from clients of developments

300,417

275,531

1.02.01.04

Inventories

504,842

487,735

1.02.01.09

Other non current assets

159,513

153,017

1.02.01.09.03

Other accounts receivable and other

89,602

84,897

1.02.01.09.04

Receivables from related parties

69,911

68,120

1.02.02

Investments

2,976,976

3,022,609

1.02.02.01

Interest in associates and affiliates

2,889,157

2,934,790

1.02.02.02

Interest in subsidiaries

87,819

87,819

1.02.02.02.01

Interest in subsidiaries - goodwill

87,819

87,819

1.02.03

Property and equipment

19,920

22,129

1.02.03.01

Operation property and equipment

19,920

22,129

1.02.04

Intangible assets

38,118

38,707

1.02.04.01

Intangible assets

38,118

38,707

 

 

 

2


 
 

 

INDIVIDUAL FINANCIAL STATEMENTS - BALANCE SHEET - LIABILITIES AND EQUITY (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

ACTUAL QUARTER 3/31/2015

PRIOR YEAR 12/31/2014

2

Total Liabilities

6,428,780

6,477,381

2.01

Current liabilities

1,875,459

1,973,022

2.01.01

Social and labor obligations

45,489

38,507

2.01.01.02

Labor obligations

45,489

38,507

2.01.01.02.01

Salaries, payroll charges and profit sharing

45,489

38,507

2.01.02

Suppliers

66,900

57,369

2.01.02.01

Local suppliers

66,900

57,369

2.01.03

Tax obligations

40,173

38,386

2.01.03.01

Federal tax obligations

40,173

38,386

2.01.04

Loans and financing

780,707

758,572

2.01.04.01

Loans and financing

450,831

443,802

2.01.04.02

Debentures

329,876

314,770

2.01.05

Other obligations

838,873

977,154

2.01.05.01

Payables to related parties

447,755

596,047

2.01.05.02

Other

391,118

381,107

2.01.05.02.04

Obligations for purchase of real estate and advances from customers

229,168

228,991

2.01.05.02.05

Other obligations

135,361

128,567

2.01.05.02.06

Payables to venture partners

6,081

6,081

2.01.05.02.07

Obligations assumed on the assignment of receivables

12,431

14,128

2.01.05.02.08

Derivative financial instruments

8,077

3,340

2.01.06

Provisions

103,317

103,034

2.01.06.01

Tax, labor and civel lawsuits

103,317

103,034

2.01.06.01.01

Tax lawsuits

218

218

2.01.06.01.02

Labor lawsuits

12,496

11,151

2.01.06.01.04

Civel lawsuits

90,603

91,665

2.02

Non current liabilities

1,486,369

1,449,014

2.02.01

Loans and financing

1,286,393

1,234,984

2.02.01.01

Loans and financing

744,681

750,272

2.02.01.01.01

Loans and financing in local currency

744,681

750,272

2.02.01.02

Debentures

541,712

484,712

2.02.02

Other obligations

98,014

121,098

2.02.02.02

Other

98,014

121,098

2.02.02.02.03

Obligations for purchase of real estate and advances from customers

56,159

74,022

2.02.02.02.04

Other liabilities

15,884

17,162

2.02.02.02.05

Payables to venture partners

4,713

4,713

2.02.02.02.06

Obligations assumed on the assignment of receivables

18,451

20,368

2.02.02.02.07

Derivative financial instruments

2,807

4,833

2.02.03

Deferred taxes

26,126

26,126

2.02.03.01

Deferred income tax and social contribution

26,126

26,126

2.02.04

Provisions

75,836

66,806

2.02.04.01

Tax, labor and civel lawsuits

75,836

66,806

2.02.04.01.02

Tax and labor lawsuits

38,429

34,352

2.02.04.01.04

Civel lawsuits

37,407

32,454

2.03

Equity

3,066,952

3,055,345

2.03.01

Capital

2,740,662

2,740,662

2.03.02

Capital Reserves

71,989

69,897

2.03.02.04

Granted options

143,206

141,114

2.03.02.07

Reserve for expenditure swith public offering

-71,217

-71,217

2.03.04

Income Reserve

222,650

244,786

2.03.04.01

Legal Reserve

31,593

31,593

2.03.04.02

Statutory Reserve

218,038

292,252

2.03.04.09

Treasury shares

-26,981

-79,059

2.03.05

Accumulated losses/profit

31,651

-

 

 

 

3


 
 

 

INDIVIDUAL FINANCIAL STATEMENTS - INCOME (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

YEAR TO DATE
1/1/2015 to 3/31/2015

YEAR TO DATE FROM PREVIOUS YEAR
1/1/2014 to 3/31/2014

3.01

Gross Sales and/or Services

270,401

236,110

3.01.01

Revenue from real estate development

297,181

259,656

3.01.03

Taxes on real estate sales and services

-26,780

-23,546

3.02

Cost of sales and/or services

-203,174

-165,407

3.02.01

Cost of real estate development

-203,174

-165,407

3.03

Gross profit

67,227

70,703

3.04

Operating expenses/income

-19,313

-100,453

3.04.01

Selling expenses

-11,523

-15,956

3.04.02

General and administrative expenses

-28,884

-31,501

3.04.05

Other operating expenses

-35,082

-21,622

3.04.05.01

Depreciation and amortization

-7,889

-10,136

3.04.05.02

Other operating expenses

-27,193

-11,486

3.04.06

Equity pick-up

56,176

-31,374

3.05

Income (loss) before financial results and income taxes

47,914

-29,750

3.06

Financial

-12,807

-7,471

3.06.01

Financial income

18,156

29,635

3.06.02

Financial expenses

-30,963

-37,106

3.07

Income before income taxes

35,107

-37,221

3.08

Income and social contribution taxes

-3,456

-2,568

3.08.01

Current

-3,456

-2,568

3.09

Income (loss) from continuing operation

31,651

-39,789

3.11

Income (loss) for the period

31,651

-39,789

3.99

Earnings per share

   

3.99.01

Basic earnings per share

   

3.99.01.01

ON

0.0862

-0.0977

3.99.02

Diluted earnings per share

   

3.99.02.01

ON

0.0856

-0.0977

 

 

 

4


 
 

 

INDIVIDUAL FINANCIAL STATEMENTS - COMPREHENSIVE INCOME (LOSS) (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

YEAR TO DATE
1/1/2015 to 3/31/2015

YEAR TO DATE FROM PREVIOUS YEAR
1/1/2014 to 3/31/2014

4.01

Income (loss) for the period

31,651

-39,789

4.03

Comprehensive income (loss) for the period

31,651

-39,789

 

 

 

5


 
 

 

INDIVIDUAL FINANCIAL STATEMENTS - CASH FLOWS - INDIRECT METHOD (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

YEAR TO DATE
1/1/2015 to 3/31/2015

YEAR TO DATE FROM PREVIOUS YEAR
1/1/2014 to 3/31/2014

6.01

Net cash from operating activities

-60,089

-61,172

6.01.01

Cash generated in the operations

38,269

54,813

6.01.01.01

Loss before income and social contribution taxes

35,107

-37,221

6.01.01.02

Equity pick-up

-56,176

31,374

6.01.01.03

Stock options expenses

2,091

3,570

6.01.01.04

Unrealized interest and finance charges, net

14,706

26,768

6.01.01.05

Financial instruments

2,756

186

6.01.01.06

Depreciation and amortization

7,889

10,136

6.01.01.07

Provision for legal claims

18,711

15,519

6.01.01.08

Provision for profit sharing

6,000

3,828

6.01.01.09

Warranty provision

7,244

-849

6.01.01.10

Decrease of permanent assets

142

247

6.01.01.11

Allowance for doubtful accounts

626

263

6.01.01.14

Provision for penalties due to delay in construction works

-827

992

6.01.02

Variation in Assets and Liabilities

-98,358

-115,985

6.01.02.01

Trade accounts receivable

-15,747

82,769

6.01.02.02

Properties for sale

-51,809

-92,183

6.01.02.03

Other accounts receivable

150

7,112

6.01.02.04

Prepaid expenses

930

3,278

6.01.02.05

Obligations for purchase of land and adv. from customers

-17,686

-16,730

6.01.02.06

Taxes and contributions

1,787

-11,104

6.01.02.07

Suppliers

9,531

5,852

6.01.02.08

Salaries and payable charges

983

-294

6.01.02.09

Transactions with related parties

-14,627

-3,792

6.01.02.10

Other obligations

-8,414

-12,213

6.01.02.11

Income tax and social contribution payable

-3,456

-78,680

6.02

Net cash from investing activities

25,921

416,142

6.02.01

Purchase of property and equipment and intangible assets

-5,234

-9,282

6.02.02

Redemption of short-term investments

-503

-6,817

6.02.03

Purchase of short-term investments

701,769

903,779

6.02.04

Increase in investments

-670,111

-474,163

6.02.05

Received dividends

-

2,625

6.03

Net cash from financing activities

34,912

-335,303

6.03.02

Increase in loans, financing and debentures

178,731

117,363

6.03.03

Payment of loans, financing and debentures

-119,893

-205,080

6.03.04

Repurchase of treasury shares

-22,135

-22,728

6.03.05

Paid dividends

-

-117,125

6.03.06

Obligation with investors

-1,791

-7,733

6.03.07

Payables to venture partners

-

-100,000

6.05

Net decrease of cash and cash equivalents

744

19,667

6.05.01

Cash and cash equivalents at the beginning of the period

33,792

39,032

6.05.02

Cash and cash equivalents at the end of the period

34,536

58,699

 

 

6


 
 

 

INDIVIDUAL STATEMENT OF CHANGES IN EQUITY FROM 1/1/2015 to 3/31/2015 (in thousands of Brazilian reais)

               

CODE

DESCRIPTION

Capital

Capital reserves, stock options and treasury shares

Profit reserves

Retained earnings

Other comprehensive income

Total Equity

5.01

Opening balance

2,740,662

-19,824

334,507

-

-

3,055,345

5.03

Opening adjusted balance

2,740,662

-19,824

334,507

-

-

3,055,345

5.04

Capital transactions with shareholders

-

54,170

-74,214

-

-

-20,044

5.04.03

Realization of granted options

-

2,091

-

-

-

2,091

5.04.04

Acquired treasury shares

-

-22,135

-

-

-

-22,135

5.04.08

Canceled treasury shares

-

74,214

-74,214

-

-

-

5.05

Total of comprehensive loss

-

-

-

31,651

-

31,651

5.05.01

Income for the period

-

-

-

31,651

-

31,651

5.07

Closing balance

2,740,662

34,346

260,293

31,651

-

3,066,952

 

 

 

7


 
 

 

INDIVIDUAL STATEMENT OF CHANGES IN EQUITY FROM 1/1/2014 to 3/31/2014 (in thousands of Brazilian reais)

               

CODE

DESCRIPTION

Capital

Capital reserves, stock options and treasury shares

Profit reserves

Retained earnings

Other comprehensive income

Total Equity

5.01

Opening balance

2,740,662

-18,687

468,749

-

-

3,190,724

5.03

Opening adjusted balance

2,740,662

-18,687

468,749

-

-

3,190,724

5.04

Capital transactions with shareholders

-

-44,579

-

-

-

-44,579

5.04.03

Realization of granted options

-

3,589

-

-

-

3,589

5.04.04

Acquired treasury shares

-

-48,168

-

-

-

-48,168

5.05

Total of comprehensive loss

-

-

-

-39,789

-

-39,789

5.05.01

Loss for the period

-

-

-

-39,789

-

-39,789

5.07

Closing balance

2,740,662

-63,266

468,749

-39,789

-

3,106,356

 

 

8


 
 

 

INDIVIDUAL STATEMENT OF VALUE ADDED (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

YEAR TO DATE
1/1/2015 to 3/31/2015

YEAR TO DATE FROM PREVIOUS YEAR
1/1/2014 to 3/31/2014

7.01

Revenues

297,181

259,656

7.01.01

Real estate development, sale and services

297,807

259,919

7.01.04

Allowance for doubtful accounts

-626

-263

7.02

Inputs acquired from third parties

-203,790

-158,022

7.02.01

Cost of Sales and/or Services

-178,212

-146,398

7.02.02

Materials, energy, outsourced labor and other

-25,578

-11,624

7.03

Gross added value

93,391

101,634

7.04

Retentions

-7,889

-10,136

7.04.01

Depreciation and amortization

-7,889

-10,136

7.05

Net added value produced by the Company

85,502

91,498

7.06

Added value received on transfer

74,332

-1,739

7.06.01

Equity pick-up

56,176

-31,374

7.06.02

Financial income

18,156

29,635

7.07

Total added value to be distributed

159,834

89,759

7.08

Added value distribution

159,834

89,759

7.08.01

Personnel and payroll charges

33,635

38,449

7.08.01.01

Direct compensation

33,635

38,449

7.08.02

Taxes and contributions

36,020

32,532

7.08.02.01

Taxes and contributions

36,020

32,532

7.08.03

Compensation – Interest

58,528

58,567

7.08.03.01

Compensation – Interest

58,528

58,567

7.08.04

Compensation – Company capital

31,651

-39,789

7.08.04.03

Retained losses

31,651

-39,789

 

 

 

9


 
 

 

CONSOLIDATED FINANCIAL STATEMENTS - BALANCE SHEET - ASSETS (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

ACTUAL QUARTER 3/31/2015

PRIOR YEAR 12/31/2014

1

Total Assets

7,333,898

7,205,852

1.01

Current Assets

4,805,799

4,691,211

1.01.01

Cash and cash equivalents

224,743

109,895

1.01.01.01

Cash and banks

83,829

85,059

1.01.01.02

Securities purchased under agreement to resell

41,771

24,836

1.01.01.03

Resources custody of third parties

99,143

-

1.01.02

Short-term investments

891,425

1,047,359

1.01.02.01

Short-term investments

891,425

1,047,359

1.01.02.01.02

Short-term investments

891,425

1,047,359

1.01.03

Accounts receivable

1,476,007

1,440,498

1.01.03.01

Trade accounts receivable

1,476,007

1,440,498

1.01.03.01.01

Receivables from clients of developments

1,418,894

1,400,490

1.01.03.01.02

Receivables from clients of construction and services rendered

57,113

40,008

1.01.04

Inventories

1,788,967

1,695,817

1.01.07

Prepaid expenses

15,322

15,442

1.01.07.01

Prepaid expenses and other

15,322

15,442

1.01.08

Other current assets

409,335

382,200

1.01.08.01

Non current assets for sale

113,489

110,563

1.01.08.03

Other

295,846

271,637

1.01.08.03.01

Other accounts receivable

124,268

128,905

1.01.08.03.02

Receivables from related parties

171,578

142,732

1.02

Non Current assets

2,528,099

2,514,641

1.02.01

Non current assets

1,407,504

1,420,654

1.02.01.03

Accounts receivable

417,746

384,821

1.02.01.03.01

Receivables from clients of developments

417,746

384,821

1.02.01.04

Inventories

768,789

816,525

1.02.01.09

Other non current assets

220,969

219,308

1.02.01.09.03

Other accounts receivable and other

114,489

112,241

1.02.01.09.04

Receivables from related parties

106,480

107,067

1.02.02

Investments

1,001,235

968,393

1.02.02.01

Interest in associates and affiliates

1,001,235

968,393

1.02.03

Property and equipment

44,641

48,691

1.02.03.01

Operation property and equipment

44,641

48,691

1.02.04

Intangible assets

74,719

76,903

1.02.04.01

Intangible assets

49,243

51,427

1.02.04.02

Goodwill

25,476

25,476

 

 

10


 
 

 

CONSOLIDATED FINANCIAL STATEMENTS - BALANCE SHEET - LIABILITIES AND EQUITY (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

ACTUAL QUARTER 3/31/2015

PRIOR YEAR 12/31/2014

2

Total Liabilities

7,333,898

7,205,852

2.01

Current liabilities

2,371,484

2,270,869

2.01.01

Social and labor obligations

72,244

65,039

2.01.01.02

Labor obligations

72,244

65,039

2.01.01.02.01

Salaries, payroll charges and profit sharing

72,244

65,039

2.01.02

Suppliers

102,391

95,131

2.01.03

Tax obligations

110,933

114,424

2.01.03.01

Federal tax obligations

110,933

114,424

2.01.04

Loans and financing

1,074,971

1,054,445

2.01.04.01

Loans and financing

546,115

550,058

2.01.04.01.01

In Local Currency

546,115

550,058

2.01.04.02

Debentures

528,856

504,387

2.01.05

Other obligations

907,628

838,796

2.01.05.01

Paybales to related parties

204,763

156,503

2.01.05.02

Other

702,865

682,293

2.01.05.02.04

Obligations for purchase of real estate and advances from customers

498,857

490,605

2.01.05.02.05

Payables to venture partners

8,717

6,317

2.01.05.02.06

Other obligations

165,453

157,896

2.01.05.02.07

Obligations assumed on assignment of receivables

21,761

24,135

2.01.05.02.08

Derivative financial instruments

8,077

3,340

2.01.06

Provisions

103,317

103,034

2.01.06.01

Tax, labor and civel lawsuits

103,317

103,034

2.01.06.01.01

Tax lawsuits

218

218

2.01.06.01.02

Labor lawsuits

12,496

11,151

2.01.06.01.04

Civel lawsuits

90,603

91,665

2.02

Non current liabilities

1,891,523

1,876,580

2.02.01

Loans and financing

1,562,982

1,532,079

2.02.01.01

Loans and financing

821,270

847,367

2.02.01.01.01

Loans and financing in local currency

821,270

847,367

2.02.01.02

Debentures

741,712

684,712

2.02.02

Other obligations

145,387

173,221

2.02.02.02

Other

145,387

173,221

2.02.02.02.03

Obligations for purchase of real estate and advances from customers

76,059

101,137

2.02.02.02.04

Other obligations

33,327

30,544

2.02.02.02.05

Payables to venture partners

4,713

4,713

2.02.02.02.06

Obligations assumed on assignment of receivables

28,481

31,994

2.02.02.02.07

Derivative financial instruments

2,807

4,833

2.02.03

Deferred taxes

39,164

34,740

2.02.04

Provisions

143,990

136,540

2.02.04.01

Tax, labor and civel lawsuits

143,990

136,540

2.02.04.01.01

Tax lawsuits

189

196

2.02.04.01.02

Labor lawsuits

72,504

70,167

2.02.04.01.04

Civel lawsuits

71,297

66,177

2.03

Equity

3,070,891

3,058,403

2.03.01

Capital

2,740,662

2,740,662

2.03.01.01

Capital

2,740,662

2,740,662

2.03.02

Capital Reserves

71,989

69,897

2.03.02.04

Granted options

143,206

141,114

2.03.02.07

Reserve for expenditures with public offering

-71,217

-71,217

2.03.04

Income Reserve

222,650

244,786

2.03.04.01

Legal Reserve

31,593

31,593

2.03.04.02

Statutory Reserve

218,038

292,252

2.03.04.09

Treasury shares

-26,981

-79,059

2.03.05

Retained earnings/accumulated losses

31,651

-

2.03.09

Non-controlling interest

3,939

3,058

 

 

 

 

 

 

11


 
 

 

CONSOLIDATED FINANCIAL STATEMENTS - INCOME (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

YEAR TO DATE
1/1/2015 to 3/31/2015

YEAR TO DATE FROM PREVIOUS YEAR
1/1/2014 to 3/31/2014

3.01

Gross Sales and/or Services

519,501

432,701

3.01.01

Revenue from real estate development

564,854

468,642

3.01.03

Taxes on real estate sales and services

-45,353

-35,941

3.02

Cost of sales and/or services

-370,301

-335,353

3.02.01

Cost of real estate development

-370,301

-335,353

3.03

Gross profit

149,200

97,348

3.04

Operating expenses/income

-97,223

-123,232

3.04.01

Selling expenses

-27,113

-30,782

3.04.02

General and administrative expenses

-43,668

-51,419

3.04.05

Other operating expenses

-45,224

-40,014

3.04.05.01

Depreciation and amortization

-11,669

-14,022

3.04.05.02

Other operating expenses

-33,555

-25,992

3.04.06

Equity pick-up

18,782

-1,017

3.05

Income (loss) before financial results and income taxes

51,977

-25,884

3.06

Financial

-8,216

-7,914

3.06.01

Financial income

32,612

44,196

3.06.02

Financial expenses

-40,828

-52,110

3.07

Income before income taxes

43,761

-33,798

3.08

Income and social contribution taxes

-12,160

-6,597

3.08.01

Current

-6,860

-7,064

3.08.02

Deferred

-5,300

467

3.09

Income (loss) from continuing operation

31,601

-40,395

3.11

Income (loss) for the period

31,601

-40,395

3.11.01

Income (loss) attributable to the Company

31,651

-39,789

3.11.02

Net income attributable to non-controlling interests

-50

-606

3.99

Earnings per share

   

3.99.01

Basic earnings per share

   

3.99.01.01

ON

0.0862

-0.0977

3.99.02

Diluted earnings per share

   

3.99.02.01

ON

0.0856

-0.0977

       

 

 

12


 
 

 

CONSOLIDATED FINANCIAL STATEMENTS - COMPREHENSIVE INCOME (LOSS) (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

YEAR TO DATE
1/1/2015 to 3/31/2015

YEAR TO DATE FROM PREVIOUS YEAR
1/1/2014 to 3/31/2014

4.01

Income (loss) for the period

31,601

-40,395

4.03

Consolidated comprehensive income (loss) for the period

31,601

-40,395

4.03.01

Income (loss) attributable to Gafisa

31,651

-39,789

4.03.02

Net income attributable to the noncontrolling interests

-50

-606

 

 

 

 

13


 
 

 

CONSOLIDATED FINANCIAL STATEMENTS - CASH FLOWS - INDIRECT METHOD (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

YEAR TO DATE
1/1/2015 to 3/31/2015

YEAR TO DATE FROM PREVIOUS YEAR
1/1/2014 to 3/31/2014

6.01

Net cash from operating activities

-51,127

-54,109

6.01.01

Cash generated in the operations

88,294

30,655

6.01.01.01

Loss before income and social contribution taxes

43,761

-33,798

6.01.01.02

Stock options expenses

2,618

3,589

6.01.01.03

Unrealized interest and finance charges, net

16,414

23,956

6.01.01.04

Depreciation and amortization

11,669

14,022

6.01.01.05

Write-off of property and equipment, net

216

1,715

6.01.01.06

Provision for legal claims

26,070

26,149

6.01.01.07

Warranty provision

6,925

-3,478

6.01.01.08

Provision for profit sharing

2,914

4,789

6.01.01.09

Allowance for doubtful accounts

317

-4,586

6.01.01.10

Provision for realization of non-financial assets – properties for sale

-

-2,294

6.01.01.11

Provision for penalties due to delay in construction works

-2,079

-612

6.01.01.12

Financial instruments

2,756

186

6.01.01.13

Equity pick-up

-18,782

1,017

6.01.01.15

Write-off of investment

-4,505

-

6.01.02

Variation in Assets and Liabilities

-139,421

-84,764

6.01.02.01

Trade accounts receivable

-65,295

178,657

6.01.02.02

Properties for sale

-57,683

-77,087

6.01.02.03

Other accounts receivable

10,231

8,236

6.01.02.04

Transactions with related parties

1,514

-58,011

6.01.02.05

Prepaid expenses

120

4,857

6.01.02.06

Suppliers

7,259

59,194

6.01.02.07

Obligations for purchase of land and adv. from customers

-16,820

-45,335

6.01.02.08

Taxes and contributions

-3,491

-26,272

6.01.02.09

Salaries and payable charges

4,289

-864

6.01.02.10

Other obligations

-7,385

-43,457

6.01.02.11

Income tax and social contribution paid

-12,160

-84,682

6.02

Net cash from investing activities

150,108

419,622

6.02.01

Purchase of property and equipment and intangible assets

-5,651

-12,738

6.02.02

Redemption of short-term investments

1,180,350

1,115,783

6.02.03

Short-term investments obtained

-1,024,416

-680,534

6.02.04

Investments increase

-175

-5,514

6.02.05

Received dividends

-

2,625

6.03

Net cash from financing activities

15,867

-391,205

6.03.02

Loans and financing obtained

200,321

175,391

6.03.03

Payment of loans and financing

-165,306

-315,039

6.03.04

Paid dividends

-

-117,125

6.03.06

Payables to venture partners

2,400

-100,464

6.03.07

Loans with related parties

587

-11,240

6.03.08

Purchase of treasury shares

-22,135

-22,728

6.05

Net increase of cash and cash equivalents

114,848

-25,692

6.05.01

Cash and cash equivalents at the beginning of the period

109,895

215,194

6.05.02

Cash and cash equivalents at the end of the period

224,743

189,502

 

 

14


 
 

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FROM 1/1/2015 TO 3/31/2015 (in thousands of Brazilian reais)

                   

CODE

DESCRIPTION

Capital

Capital reserves, stock options and treasury shares

Profit reserves

Retained earnings

Other comprehensive income

Total Shareholders equity

Non Controlling interest

Total equity Consolidated

5.01

Opening balance

2,740,662

-19,824

334,507

-

-

3,055,345

3,058

3,058,403

5.03

Opening adjusted balance

2,740,662

-19,824

334,507

-

-

3,055,345

3,058

3,058,403

5.04

Capital transactions with shareholders

-

54,170

-74,214

-

-

-20,044

931

-19,113

5.04.01

Increase capital

-

-

-

-

-

-

931

931

5.04.03

Realization of granted options

-

2,091

-

-

-

2,091

-

2,091

5.04.04

Acquired treasury shares

-

-22,135

-

-

-

-22,135

-

-22,135

5.04.08

Canceled treasury shares

-

74,214

-74,214

-

-

-

-

-

5.05

Total of comprehensive income (loss)

-

-

-

31,651

-

31,651

-50

31,601

5.05.01

Income (loss) for the period

-

-

-

31,651

-

31,651

-50

31,601

5.07

Closing balance

2,740,662

34,346

260,293

31,651

-

3,066,952

3,939

3,070,891

 

 

 

15


 
 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FROM 1/1/2014 TO 3/31/2014 (in thousands of Brazilian reais)

                   

CODE

DESCRIPTION

Capital

Capital reserves, stock options and treasury shares

Profit reserves

Retained earnings

Other comprehensive income

Total Shareholders equity

Non Controlling interest

Total equity Consolidated

5.01

Opening balance

2,740,662

-18,687

468,749

-

-

3,190,724

23,759

3,214,483

5.03

Opening adjusted balance

2,740,662

-18,687

468,749

-

-

3,190,724

23,759

3,214,483

5.04

Capital transactions with shareholders

-

-44,579

-

-

-

-44,579

-

-44,579

5.04.03

Realization of granted options

-

3,589

-

-

-

3,589

-

3,589

5.04.04

Acquired treasury shares

-

-48,168

-

-

-

-48,168

-

-48,168

5.05

Total of comprehensive income (loss)

-

-

-

-39,789

-

-39,789

-606

-40,395

5.05.01

Income (loss) for the period

-

-

-

-39,789

-

-39,789

-606

-40,395

5.07

Closing balance

2,740,662

-63,266

468,749

-39,789

-

3,106,356

23,153

3,129,509

 

 

 

 

16


 
 

 

CONSOLIDATED STATEMENT OF VALUE ADDED (in thousands of Brazilian Reais)

       

CODE

DESCRIPTION

YEAR TO DATE
1/1/2015 to 3/31/2015

YEAR TO DATE FROM PREVIOUS YEAR
1/1/2014 to 3/31/2014

7.01

Revenues

569,359

468,642

7.01.01

Real estate development, sale and services

560,333

438,604

7.01.04

Allowance for doubtful accounts

9,026

30,038

7.02

Inputs acquired from third parties

-384,576

-329,298

7.02.01

Cost of sales and/or services

-340,199

-300,608

7.02.02

Materials, energy, outsourced labor and other

-44,377

-28,690

7.03

Gross added value

184,783

139,344

7.04

Retentions

-11,669

-14,022

7.04.01

Depreciation and amortization

-11,669

-14,022

7.05

Net added value produced by the Company

173,114

125,322

7.06

Added value received on transfer

51,394

43,179

7.06.01

Equity pick-up

18,782

-1,017

7.06.02

Financial income

32,612

44,196

7.07

Total added value to be distributed

224,508

168,501

7.08

Added value distribution

224,508

168,501

7.08.01

Personnel and payroll charges

50,376

53,491

7.08.01.01

Direct compensation

50,376

53,491

7.08.02

Taxes and contributions

67,803

63,750

7.08.02.01

Taxes and contributions

67,803

63,750

7.08.03

Compensation – Interest

74,678

91,049

7.08.03.01

Interest

74,678

86,855

7.08.03.02

Interest

-

4,194

7.08.04

Compensation – Company capital

31,651

-39,789

7.08.04.03

Retained losses

31,651

-39,789

 

 

17


 
 

FOR IMMEDIATE RELEASE - São Paulo, May 7, 2015 – Gafisa S.A. (Bovespa: GFSA3; NYSE: GFA), one of Brazil’s leading homebuilders, today reported financial results for the first quarter ended March 31, 2015.

 

1Q15 Conference Call

May 8, 2015

> 9:00 am US EST
In English (simultaneous translation
from Portuguese)
+ 1-516-3001066 US EST
Code: Gafisa

>  10:00 am Brasília Time
In Portuguese
Telephones:
+55-11-3728-5971 (Brazil)
Code: Gafisa

Replay:

+55-11-3127-4999 (Brazil)
Código: 54383195
+55-11-3127-4999 (USA)
Code: 72019378
IR Website: www.gafisa.com.br/ri

IR Contacts

Danilo Cabrera
Mariana Suarez

Phone: +55 11 3025-9242 / 9978
Email: ri@gafisa.com.br
IR Website:
www.gafisa.com.br/ri

Media Relations

Máquina da Notícia  - Comunicação Integrada

Fernando Kadaoka

Phone: +55 11 3147-7498
Fax: +55 11 3147-7900

E-mail: fernando.kadaoka@maquina.inf.br

Shares

GFSA3 – Bovespa
GFA – NYSE
Total shares outstanding: : 378.066.1621
Average daily trading volume (90 days²):
R$9.0 million
(1) Including 10.806.616 treasury shares

(2) Until March 31, 2015

 

 

 

GAFISA RELEASES
1Q15 RESULTS

MANAGEMENT COMMENTS AND HIGHLIGHTS

 

The first quarter of 2015 marked a turning point in Gafisa’s profitability. We are pleased to report that consolidated net income totaled R$31.6 million, of which the Tenda segment contributed R$11.4 million thanks to the increasing contribution of more profitable projects launched under the New Model. The Gafisa segment achieved net income of R$20.2 million, driven by the sale of inventory, cost reductions and equity income from Alphaville. This achievement is the result of the successful execution of our turnaround plan, which is based on three strategic pillars: improved operating efficiency, risk management and capital discipline.

The results are aligned with the Company’s strategy of improving operating performance and increasing profitability, despite challenges in the broader operating environment. These include  interest rate, inflation and exchange rate movements which are directly impacting both consumer and investor confidence. 

Within this context, we would like to highlight a substantial year-over-year increase in margin due to the solid performance of Gafisa’s and Tenda’s projects. The consolidated adjusted gross margin reached 34.5% in the first quarter, which is approximately 4 percentage points higher than the previous year. The Gafisa segment maintained stable results, with an adjusted gross margin of 36.9% in the quarter. At the same time, the increasing contribution of newer and more profitable projects launched under the New Model within Tenda led the segment to record an adjusted gross margin of 30.0%, which is considerably higher than 1Q14.

In keeping with the shift to a more conservative strategy amid greater risk aversion in the market, the Gafisa segment launched only one project during the quarter. Instead, we focused our efforts on reducing inventory levels, which accounted for approximately 92% of net pre-sales of R$179.8 million in the quarter. It is also worth highlighting strong delivery volumes in the Gafisa segment during the period: totaling 1,847 units and R$569.5 million in PSV, which equates to almost half of full year 2014 deliveries. The result benefited the level of transfers, which reached R$198.0 million, but negatively impacted cancellations, which reached R$124.8 million in 1Q15.

We ended the first quarter having achieved a 9.8%, or R$2.1 billion, reduction in inventory in the Gafisa segment. As a result, just 12.6% relates to completed projects. Of this amount, 44%, or R$115 million, pertains to discontinued locations. The performance of inventory sales contributed to the sales speed, which was 8.0% in 1Q15.

18


 
 

 

Amid the likely continuation of current economic conditions, we expect to take a conservative approach to launch activity throughout the remainder of the year. We will seek to balance the placement of new products in the market, prioritizing those with more liquidity, in order to achieve satisfactory sales and profitability levels.

Turning to the Tenda segment, we entered into 2015 with the intention of winding-down our remaining legacy projects. Accordingly, there are only 2 construction sites where work remains underway, and these should be delivered in the coming months. Our focus is on increasing the segment’s scale through higher launch volumes under the New Model. In 1Q15, 6 projects/phases were launched, totaling R$238.3 million, located in the states of São Paulo, Rio de Janeiro, Bahia and Pernambuco.

One of the most important highlights of the quarter in the Tenda segment was the strong level of sales speed achieved. The first quarter result of 23.3% reflected greater product availability after two quarters with high volume of launches, strong demand in the low income segment and the strong reduction in the volume of dissolutions observed during the period. As a result, net pre-sales increased significantly, totaling R$243.5 million, the highest level since the 4Q10.

Tenda delivered 6 projects during the quarter, representing 1,687 units and R$216.3 million in PSV, of which 50% (739 units, or R$102.3 million) were under the New Model.

The Tenda segment’s solid operating performance positively impacted its financial result, with adjusted gross income reaching R$53.8 million in 1Q15. The adjusted gross margin remained in the range of 28-30%, as it has since 2Q14.

Tenda has continued its efforts to achieve greater economies of scale by increasing launches and implementing strategies designed to ensure strong sales speed. The evolution in recent operating results in the last three quarters reinforces our confidence in the New Model.

On a consolidated basis, Gafisa and Tenda launched R$313.6 million in 1Q15, with net pre-sales of R$423.3 million. Adjusted gross profit was R$179.3 million, with margin of 34.5% in the quarter.

We are focused on achieving greater efficiency and productivity over the course of the business cycle, both in Gafisa and Tenda. In terms of selling and administrative expenses, the Gafisa segment achieved a 16.5% reduction on a year-over-year basis and a 21.7% decline compared with the fourth quarter of 2014. In the Tenda segment, the decrease was 9.6% y-o-y and 21.6% compared to 4Q14.

As a result of these initiatives, consolidated net income for the quarter was a positive result of R$31.6 million, consisting of net income of R$20.2 million from Gafisa and R$11.4 million at Tenda.

At the end of March 2015, the Net Debt / Shareholder’s Equity ratio reached 50.0%, slightly higher than the 47.1% registered in the previous quarter. Excluding financing for projects, the Net Debt / Shareholder’s Equity ratio was negative 15.7%. In the 1Q15, due to a higher volume of landbank acquisitions at Tenda, the Company recorded operating cash generation of R$15.1 million, with cash consumption of R$69.8 million.

Work related to the potential separation of the Gafisa and Tenda business units is continuing, with the goal of meeting the conditions deemed necessary for implementation of the plan. Since the beginning of 2014, a number of steps have already been completed, while some of the actions are still underway, including, for example, defining the appropriate capital structure for each of the business units. Taking into consideration that this is a necessary step in the separation process, it is still not possible to determine when the potential separation will be concluded, with the possibility that it could extend into 2016.

 

19


 
 

 

Finally, we would like to highlight our satisfaction with the evolution of the business cycles at both Gafisa and Tenda. In recent years, both companies have strengthened and improved their operating and financial cycles, positioning them well for the challenges facing the sector in 2015. The Company has maintained its focus on achieving superior operating performance and continues to be guided, at all times, by capital discipline, the achievement of higher profitability and the generation of value for its shareholders and other stakeholders.

 

 

 

 

 

Sandro Gamba

Chief Executive Officer – Gafisa S.A.

Rodrigo Osmo

Chief Executive Officer – Tenda S.A.

 

20


 
 

 

MAIN CONSOLIDATED FIGURES

Table 1. Operating and Financial Highlights – (R$000, and % Company)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Launches

313,581

241,549

30%

535,379

-41%

Launches, Units

1,950

1,660

17%

1,866

5%

Net Pre-sales

423,344

303,888

39%

239,323

77%

Pre-sales, Units

1,908

1,215

57%

767

149%

Pre-sales of Launches

59,716

150,409

-60%

58,171

3%

Sales over Supply (SoS)

12.8%

8.9%

390 bps

7.5%

530 bps

Delivered projects (PSV)

785,748

726,213

8%

557,508

41%

Delivered projects, Units

3,534

3,036

16%

1,796

97%

Net Revenue

519,501

649,276

-20%

432,701

20%

Adjusted Gross Profit1

179,302

196,068

-9%

132,093

36%

Adjusted Gross Margin1

34.5%

30.2%

430 bps

30.5%

400 bps

Adjusted EBITDA2

96,363

71,725

34%

26,470

264%

Adjusted EBITDA Margin2

18.6%

11.0%

750 bps

6.1%

1,250 bps

Net Income (Loss)

31,651

8,045

293%

(39,791)

180%

Backlog Revenues

930,601

1,025,195

-9%

1,641,262

-43%

Backlog Results3

367,567

396,444

-7%

593,755

-38%

Backlog Margin3

39.5%

38.7%

83 bps

36.2%

332 bps

Net Debt + Investor Obligations

1,535,215

1,440,300

7%

1,403,824

9%

Cash and cash equivalents

1,116,168

1,157,254

-4%

1,563,226

-29%

Shareholders’ Equity

3,066,952

3,055,345

0%

3,106,358

-1%

Shareholders’ Equity + Minority

3,070,891

3,058,403

0%

3,129,511

-2%

Total Assets

7,333,898

7,205,851

2%

7,618,111

-4%

(Net Debt + Obligations) / (SE + Minority)

50.0%

47.1%

290 bps

44.9%

513 bps

1) Adjusted by capitalized interests.

2) Adjusted by expenses with stock option plans (non-cash), minority. Consolidated EBITDA considers the equity income from Alphaville.

3) Backlog results net of PIS/COFINS taxes – 3.65%, and excluding the impact of PVA (Present Value Adjustment) method according to Law 11,638

 

 

 

21


 
 

 

FINANCIAL RESULTS

·         Net revenue recognized by the “PoC” method was R$340.1 million in the Gafisa segment and R$179.4 million in the Tenda segment. This resulted in consolidated revenue of R$519.5 million in the first quarter, an increase of 20.1% year on year, and a reduction of 20.0% from the previous quarter.

·         Adjusted gross profit for 1Q15 was R$149.2 million, up from R$97.3 million in 1Q14 and stable from the R$150.6 million in the previous quarter. Adjusted gross margin reached 34.5% versus 30.5% in the prior-year period and 30.2% in the 4Q14. Gafisa’s contribution was an adjusted gross profit of R$125.5 million, with an adjusted gross margin of 36.9%, while Tenda’s contribution was an adjusted gross profit of R$53.8 million, with a margin of 30.0% in 1Q15.

·         Adjusted EBITDA was R$96.4 million in 1Q15, with margin of 18.6%, an increase of 12.4 p.p. y-o-y and of 750 bps q-o-q. The Gafisa segment reported adjusted EBITDA of R$58.3 million, while the Tenda segment’s adjusted EBITDA was positive R$21.1 million. Please note that consolidated adjusted EBITDA includes Alphaville equity income, while the Gafisa segment’s adjusted EBITDA is net of this effect.

·         The Company reported positive net income of R$31.6 million in the first quarter. Gafisa reported a net profit of R$20.2 million, while Tenda reported a profit of R$11.4 million.

·         Operating cash generation reached R$15.1 million in the 1Q15. In the period, net cash consumption of R$69.8 million was recorded.

OPERATING RESULTS

·         Launches totaled R$313.6 million in the 1Q15, encompassing 7 projects in the states of São Paulo, Rio de Janeiro, Bahia and Pernambuco, compared to R$241.5 million in 4Q14. The Gafisa segment accounted for 24% of the first quarter launches, while the Tenda segment accounted for the remaining 76%.

·         Net pre-sales totaled R$423.3 million in the 1Q15, of which R$179.8 million related to Gafisa and R$243.5 million to Tenda. The result is well above net pre-sales totaling R$239.3 million in the 1Q14. Consolidated sales from launches in the quarter represented 14.1% of the total, while sales from inventory comprised the remaining 85.9%.

·         Consolidated sales over supply (SoS) reached 12.8% in 1Q15, compared to 8.9% in 4Q14 and 7.5% in 1Q14. Over the past 12 months, Gafisa’s SoS was 27.9%, while Tenda’s was 42.2%.

·         Consolidated inventory at market value decreased R$249.7 million in the quarter, reaching R$2.9 billion. Gafisa’s inventory totaled R$2.1 billion and Tenda’s inventory totaled R$803.5 million.

·         Throughout the first quarter, the Company delivered 15 projects/phases, totaling 3,534 units, representing R$785.7 million in PSV. The Gafisa segment delivered 1,847 units, while the Tenda segment delivered the remaining 1,687 units.

      

 

 

22


 
 

 

ANALYSIS OF RESULTS

GAFISA SEGMENT

Results Benefited from Growth in Revenues and Consistent Gross Margin, Reduction in Selling, General and Administrative Expenses and the contribution of Alphaville Results

Table 2. Gafisa Segment – Operating and Financial Highlights – (R$000, and % Gafisa)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Launches

75,227

-

-

289,145

-74%

Net pre-sales

179,807

177,294

1%

187,555

-4%

Net pre-sales of Launches

14,436

57,770

-75%

37,915

-62%

Sales over Supply (SoS)

8.0%

7.2%

80 bps

7.9%

10 bps

Delivered projects (Units)

1,847

1,412

31%

524

252%

Net Revenue

340,058

490,947

-31%

326,750

4%

Adjusted Gross Profit1

125,502

150,806

-17%

116,530

8%

Adjusted Gross Margin1

36.9%

30.7%

620 bps

35.7%

120 bps

Adjusted EBITDA2

58,289

81,843

-29%

54,810

6%

Adjusted EBITDA Margin2

17.1%

16.7%

47 bps

16.8%

30 bps

Net Income (Loss)

20,205

36,819

-45%

(2,331)

967%

Backlog Revenues

742,154

894,344

-17%

1,429,230

-48%

Backlog Results3

294,093

356,254

-17%

526,273

-44%

Backlog Margin3

39.6%

39.8%

-20 bps

36.8%

280 bps

1) Adjusted by capitalized interests.

2) Adjusted by expenses with stock option plans (non-cash), minority. EBITDA from Gafisa segment does not consider the equity income from Alphaville.

3) Backlog results net of PIS/COFINS taxes – 3.65%, and excluding the impact of PVA (Present Value Adjustment) method according to Law 11,638.

 

Solid first quarter revenue performance reflects strong revenues from inventory sales, which represented 92.0% of net sales in the first quarter. In addition, equity income at Alphaville increased to R$16.9 million, versus a result of R$6.4 million which was not recorded in 4Q14. Another point worth highlighting is the reduction in selling, general and administrative expenses, which were 16.5% less than 1Q14 and 21.7% less than 4Q14. This reflects ongoing efforts in the Gafisa segment to increase efficiencies and improve cost management.

The adjusted gross margin ended the quarter at 36.9%, returning to the average levels presented in previous quarters, due to the absence of non-recurring items that impacted the gross margin in the previous quarter. These profitability levels ratify the equilibrium and stability of the gross margin in the Gafisa segment, observed since the beginning of 2013, and the solid performance of its projects, resulting from the continuous evolution of the Company's business cycle.

Net Income

Net income for the period was R$20.2 million, compared to a loss of R$2.3 million in the year ago period. Excluding the R$17.0 million in equity income from Alphaville, the Gafisa segment’s net income in the 1Q15 was R$3.2 million, higher than R$ 1.1 million recorded in 1Q14.

Table 3 – Gafisa Segment – Net Income (R$ Million)

Gafisa Segment (R$ 000)

1Q15

4Q14

1Q14

Adjusted Gross Profit

125.5

150.8

116.5

Adjusted Gross Margin

36.9%

30.7%

35.7%

Net Profit

20.2

36.8

(2.3)

Equity Income from Alphaville¹

17.0

20.7

(3.4)

Net Profit Ex-Alphaville

3.2

16.1

1.1

 

 

23


 
 

TENDA SEGMENT

Higher Volume of New Model Projects and Consolidation of Operational Cycle Resulted in Increased Revenues and Profitability

Table 4. Tenda Segment – Operating and Financial Highlights – (R$000, and % Tenda)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Launches

238,354

241,549

-1%

181,445

31%

Net pre-sales

243,537

126,594

92%

51,767

370%

Net pre-sales of Launches

45,280

92,638

-51%

20,256

124%

Sales over Supply (SoS)

23.3%

13.3%

1,000 bps

6.4%

1,690 bps

Delivered projects (Units)

1,687

1,624

4%

1,272

33%

Net Revenue

179,443

158,329

13%

105,951

69%

Adjusted Gross Profit1

53,800

45,262

19%

15,563

246%

Adjusted Gross Margin1

30.0%

28.6%

140 bps

14.7%

1,530 bps

Adjusted EBITDA2

21,114

(30,856)

168%

(24,913)

185%

Adjusted EBITDA Margin2

11.8%

-19.5%

3,125 bps

-23.5%

3,530 bps

Net Income (Loss)

11,446

(28,774)

140%

(37,460)

131%

Backlog Revenues

188,447

130,851

44%

212,031

-11%

Backlog Results3

73,474

40,190

83%

67,482

9%

Backlog Margin3

39.0%

30.7%

829 bps

31.8%

720 bps

1) Adjusted by capitalized interests.

2) Adjusted by expenses with stock option plans (non-cash), minority. Tenda does not hold equity in Alphaville.

3) Backlog results net of PIS/COFINS taxes – 3.65%, and excluding the impact of PVA (Present Value Adjustment) method according to Law 11,638.

 

The first quarter of the year was marked by the continued evolution of Tenda’s operational cycle, supported by an increase in the number of launches in the segment and higher net sales, as a result of the significant reduction in cancellations since the implementation of changes in the sales process (August/2014). As a result, the financial results of the Tenda segment improved significantly.

There was a strong increase in adjusted gross profit in the quarter, reaching R$53.8 million in 1Q15. In addition, the adjusted gross margin remained stable between 28 - 30%, which is in line with the range observed since the second quarter of 2014. This reflects the operational consolidation of projects executed under the New Model, which have demonstrated improved performance and profitability, as well as the decreasing contribution of legacy projects in the Tenda segment's revenue mix.

Furthermore, as observed in recent quarters, adjustments to the expense structure also benefited the quarter’s results. General and administrative expenses decreased 22.1% compared to the prior year, mainly due to the reduced operational complexity of the segment, the reduction in the number of legacy projects and reversal of the remaining bonus provision for 2014. Importantly, the Tenda segment achieved better cost management despite an increase in the number of launches and gross sales of 31.5% and 22.4%, respectively.

 

 

 

24


 
 

Net Income

As a result of the above cost reductions and the increased contribution of more profitable projects launched under the New Mode, Tenda returned to profitability for the first time since 2Q11 (this excludes the 4Q13, which was impacted by the sale of stake in Alphaville). The Tenda segment achieved net income of R$11.4 million in 1Q15, compared with net losses of R$28.8 million in 4Q14 and R$37.5 million in 1Q14.

 

Table 5 – Tenda Segment – Net Income (R$ Million)

Tenda Segment (R$ 000)

1Q15

4Q14

1Q14

Adjusted Gross Profit

53.8

45.3

15.6

Adjusted Gross Margin

30.0%

28.6%

14.7%

Net Profit

11.4

(28.8)

(37.5)

 

 

 

25


 
 

RECENT EVENTS

UPDATED STATUS OF THE SPIN-OFF PROCESS AND RECENT DEVELOPMENTS

Since an evaluation of the potential separation of the GafIsa and Tenda business units commenced in February 2014, a variety of activities have been executed in order to make the two business units independent of one another, from both an operational perspective as well as a capital structure perspective. We highlight the following actions that have already been completed: (i) separation of the administrative structures, with implementation of the changes required to processes and systems, (ii) definition of policies and corporate governance, (iii) preparation of Tenda for having its shares traded in the market, and (iv) performance of due diligence and studies of the various impacts the separation could have on operational, organizational, financial and market-related aspects of the Companies. 

Definition of the capital structure is one of the processes that is still ongoing, and the Company continues to work with financial institutions in order to achieve the conditions deemed necessary for the capital structure model, considering the business cycles of each of the business units.

As communicated in a Material Fact released to the market on April 29, these discussions are ongoing and are taking longer than had been expected initially. As a result, considering that this definition is a necessary step in the separation process, it is not yet possible to determine when the potential separation will be concluded with precision, and it is possible that the process could extend into 2016.

Additionally, in the same Material Fact, the Company informed the market that it had been contacted by groups interested in evaluating the potential acquisition of an equity stake in Gafisa and Tenda, either together or separately. At this time, no proposals have been accepted or any contracts entered into by the Companies, with the exception of confidentiality agreements due to requests for information by the interested parties involved in these studies. The Administrations of Gafisa and Tenda, in accordance with their fiduciary responsibilities, will evaluate any proposals that could result in the creation of value for the Companies and will communicate to their shareholders and the market in general any evolution in these discussions through presentation of a formal proposal.

These discussions have no impact on the work related to the potential separation of Gafisa and Tenda, the continuity of the Companies’ business plans and current initiatives targeting the creation of value already in progress, which seek to maximize shareholder returns while improving financial performance.

Reaffirming our commitment to our shareholders, since the end of 2013, through the variety of buyback programs offered during the period, we have acquired 63.2 million shares. Of this amount, 57.5 million, representing 15.2% of total shares issued by the Company, have already been cancelled. In 1Q15, through the old buyback program, the Company acquired 10.9 million shares, which amounted to disbursements of R$22.1 million. Furthermore, the Company started a new share buyback program, which began in February of this year, with a limit of up to 27 million common shares. When added to the 10.8 million shares currently held in treasury, the total corresponds to approximately 10% of the total common shares issued by the Company.

The Company will keep its shareholders and the market informed of any developments related to the subjects mentioned above.

 

 

 

26


 
 

Gafisa Segment

Focuses on residential developments within the upper, upper-middle, and middle-income segments, with average unit prices above R$250,000.00..

Operating Results

Launches and Pre-Sales

First quarter 2015 launches reached R$75.2 million, representing 1 project/phase located in the city of Jundiaí, São Paulo state. Sales of this project started in March, and the sales speed reached 19.2%.

 

 

The Gafisa segment’s 1Q15 gross pre-sales totaled R$304.6 million. Dissolutions reached R$124.8 million and net pre-sales reached R$179.8 million in the quarter. It is worth noting that even though only one project was launched during the previous two quarters, in 1Q15, the SoS of the Gafisa segment was slightly higher than the previous year, due to improved performance in the sale of inventory. 

 

The Company continues to concentrate its efforts on the sale of remaining units. As a result, approximately 92.0% of net sales during the period related to projects launched up to the end of 2012, resulting in an improvement in the inventory profile of the Gafisa segment.

 

 

 

 

 

 

 

Table 6. Gafisa Segment – Launches and Pre-sales (R$000)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Launches

75,227

-

-

289,145

-74%

Pre-Sales

179,807

177,294

1%

187,555

-4%

 

 

 

27


 
 

Sales over Supply (SoS)

 

The sales velocity was 8.0% in 1Q15, slightly above the 7.2% recorded in 4Q14 and in line with 7.9% of the previous year. On a last 12 months basis, Gafisa’s SoS reached 27.9%.

 

 

 

Dissolutions

Uncertain economic conditions continued into the start of 2015 and directly impacted consumer confidence and the level of dissolutions in the first quarter. In the Gafisa segment, due to this challenging operating environment, the level of dissolutions increased in 1Q15, reaching R$124.8 million compared to R$84.9 million in 4Q14 and R$80.4 million in 1Q14. It is also worth noting that this higher level of dissolutions was also impacted by the increased volume of deliveries in the quarter, with 1,847 units, totaling R$569.5 million in PSV. 

 

During the last three years, the Company has been working on initiatives to achieve a higher quality of credit analysis in its sales. In doing so, the Company hopes to reduce the level of dissolutions throughout the construction and delivery cycle. Assertiveness in the credit review process at the time of the sale has generated greater efficiency in the process of transferring Gafisa customers to financial institutions, despite deteriorating macroeconomic conditions, especially from the second half of 2014.

 

 

 

In 1Q15, 255 Gafisa units were cancelled, and 102 units derived from dissolutions and returned to inventory were already resold in the period.

 

Inventory

Gafisa is maintaining its focus on inventory reduction initiatives. Projects launched in previous years represented about 92.0% of net sales in the period. The market value of Gafisa segment inventory reached R$2.1 billion in the 1Q15, 9.8% lower when compared to R$2.3 billion in the previous quarter. Finished units outside of core markets accounted for R$115.0 million, or 5.6% of total inventory.

 

 

 

28


 
 

Table 7. Gafisa Segment – Inventory at Market Value (R$000)

 

Inventories BoP 3Q14

Launches

Dissolutions

Pre-Sales

Adjusts + Other

Inventories BoP 4Q14

% Q/Q

São Paulo

1,560,182

75,227

100,311

(220,950)

(47,419)

1,467,350

-6%

Rio de Janeiro

591,949

-

15,371

(58,711)

(60,357)

488,251

-18%

Other Markets

143,066

-

9,124

(24,951)

(12,204)

115,036

-20%

Total

2,295,197

75,227

124,805

(304,612)

(119,979)

2,070,637

-10%

* The period adjustments are a reflection of updates related to the project scope, release date and inflationary update in the period.

 

During the same period, finished units comprised R$261.7 million, or 12.6% of total inventory. Inventory from projects launched outside core markets, currently exclusively comprised of finished units, represent
R$115.0 million, down 55.2% when compared to the R$256.9 million recorded last year. The Company has seen more consistent sales velocity in these markets over the past few quarters, and believes that between the end of 2015 and beginning of 2016 it will have monetized a large portion of its inventory in non-core markets.

 

It is worth noting that the largest share of Gafisa’s inventory, approximately 68% or R$1.4 billion, is concentrated in projects that are to be delivered from early 2016 onwards. This will account for the sale of inventory in the coming quarters, rather than finished units.

 

Table 8. Gafisa Segment – Inventory at Market Value – Construction Status (R$000)

 

Not Initiated

Up to 30% built

30% to 70% built

More than 70% built

Finished units¹

Total 4Q14

São Paulo

61,733

86,373

1,110,665

108,800

99,779

1,467,350

Rio de Janeiro

-

43,677

140,064

257,665

46,846

488,251

Other Markets

-

-

-

-

115,036

115,036

Total

61,733

130,049

1,250,730

366,465

261,661

2,070,637

1)      Inventory at market value includes projects in partnership. This indicator is not comparable to the accounting inventory, due to the implementation of new accounting practices on behalf of CPCs 18, 19 and 36.

 

 

 

29


 
 

Landbank

Gafisa segment landbank, with a PSV of approximately R$6.1 billion, is comprised of 33 different projects/ phases, amounting to nearly 11.3 thousand units, 78% located in São Paulo and 22% in Rio de Janeiro. The largest portion of land acquired through swap agreements is in Rio de Janeiro, thereby impacting the total amount of land acquired through swaps, which reached 57% in the first quarter.

Table 9. Gafisa Segment – Landbank (R$000)

 

PSV

(% Gafisa)

%Swap
Total

%Swap

Units

%Swap Financial

Potential Units
(% Gafisa)

Potential Units
(100%)

São Paulo

4,802,512

42.4%

41.6%

0.8%

9,649

10,258

Rio de Janeiro

1,315,335

89.0%

89.0%

0.0%

1,651

2,051

Total

6,117,847

56.8%

56.2%

0.6%

11,300

12,309

Table 10. Gafisa Segment – Changes in the Landbank (4Q14 x 1Q15 - R$000)

 

Initial Landbank

Land Acquisition

Launches

Adjusts

Final Landbank

São Paulo

4,875,918

-

75,227

1,821

4,802,512

Rio de Janeiro

1,301,089

-

-

14,245

1,315,335

Total

6,177,007

-

75,227

16,066

6,117,847

 

The adjustments of the quarter reflect updates related to project scope, expected launch date and inflationary adjustments to landbank during the period.

 

Gafisa Vendas

During 1Q15, Gafisa Vendas – the Company’s independent sales unit, with operations in São Paulo and Rio de Janeiro - accounted for 69% of gross sales of the quarter. Gafisa Vendas currently has a team of 467 highly trained, dedicated consultants, combined with an online sales force.

 

Delivered Projects

During 1Q15, Gafisa delivered 9 projects/phases and 1,847 units and R$569.5 million in PSV. In this quarter, Gafisa delivered its last project in non-core markets.

 

Currently, Gafisa has 36 projects under construction, all of them on schedule to set out in the Company’s business plan.

 

Transfers

Over the past few years, the Company has been taking steps to refine and improve the performance of its receivables / transfer process, in an attempt to achieve better performance in the return on invested capital. Currently, our guideline is to transfer 90% of eligible units up to 90 days after the delivery of the project. In accordance with this policy, transfers reached R$198.0 million in PSV in the first quarter.

Table 11. Gafisa Segment – Delivered Project

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

PSV Transferred ¹

198,014

270,214

-27%

231,807

-145%

Delivered Projects

9

8

13%

4

125%

Delivered Units

1,847

1,412

31%

524

252%

Delivered PSV²

569,459

520,005

10%

458,420

24%

1) PSV refers to potential sales value of the units transferred to financial institutions.

2) PSV = Potential sales value of delivered units.

 

30


 
 

Financial Results

Revenues

Net revenues for the Gafisa segment in 1Q15 totaled R$340.1 million, up 4.1% versus 1Q14 and decrease, due to seasonality effects, of 30.7%. The expansion compared to the 1Q14 is the effect of the higher concentration of inventory sales, due to the lower volume of launches in the last two quarters.

 

In 1Q15, approximately 99.2% of Gafisa segment revenues were derived from projects located in Rio de Janeiro/São Paulo, while 0.8% were derived from projects in non-core markets. The table below provides additional details.

 

Table 12. Gafisa Segment – Revenue Recognition (R$000)

 

 

1Q15

 

 

 

1Q14

 

 

Launches

Pre-sales

% Sales

Revenue

% Revenue

Pre-sales

% Sales

Revenue

% Revenue

2015

14,436

8.0%

-

0.0%

-

0.0%

-

0.0%

2014

59,353

33.0%

41,343

12.2%

37,915

20.2%

-

0.0%

2013

27,125

15.1%

58,455

17.2%

51,495

27.5%

25,220

7.7%

≤ 2012

78,893

43.9%

240,260

70.7%

98,146

52.3%

301,530

92.3%

Total

179,807

100.0%

340,058

100.0%

187,555

100.0%

326,750

100.0%

SP + RJ

163,980

91.2%

337,414

99.2%

162,615

86.7%

309,448

94.7%

Other Markets

15,827

8.8%

2,643

0.8%

24,940

13.3%

17,302

5.3%

 

Gross Profit & Margin

Gross profit for the Gafisa segment in 1Q15 was R$98.1 million compared to the R$101.1 million in 1Q14, and R$88.9 million in the prior year period. Gross margin for the quarter was 28.9%. Excluding financial impacts, the adjusted gross margin reached 36.9% in 1Q15 compared to 30.7% in the 4Q14 and 35.7% in the prior year. In the 1Q15, excluding the non-recurring effects recorded in the last quarter of 2014, the Gafisa segment adjusted gross margin was 36.9%, signaling the maintenance of consistent and balanced levels of operational profitability since the beginning of 2013. This is a result of the strategic consolidation in the metropolitan regions of São Paulo and Rio de Janeiro and the completion of older projects in other non-core markets.

 

The table below contains more details on the breakdown of Gafisa’s gross margin in 1Q15.

 

Table 13. Gafisa Segment – Gross Margin (R$000)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Net Revenue

340,058

490,947

-31%

326,750

4%

Gross Profit

98,147

101,114

-3%

88,890

10%

Gross Margin

28.9%

20.6%

830 bps

27.2%

170 bps

(-) Financial Costs

(27,355)

(49,692)

-45%

(27,640)

-1%

Adjusted Gross Profit

125,502

150,806

-17%

116,530

8%

Adjusted Gross Margin

36.9%

30.7%

620 bps

35.7%

120 bps

                 

 

Table 14. Gafisa Segment – Gross Margin Composition (R$000)

 

SP + RJ

Other Markets

1Q15

Net Revenue

337,414

2,643

340,058

Adjusted Gross Profit

125,130

372

125,502

Adjusted Gross Margin

37.1%

14.1%

36.9%

         

 

31


 
 

 

Selling, General and Administrative Expenses (SG&A)

SG&A expenses totaled R$43.0 million in the 1Q15, a decrease of 16.5% y-o-y and of 21.7% q-o-q.

 

Selling expenses decreased 25.8% y-o-y, reflecting the lower volume of launches, and went down by 45.7% q-o-q, due to the partial recognition of expenses related to 3Q14 launches, which were concentrated at the end of period and recorded in the subsequent period. 

 

The segment’s general and administrative expenses reached R$28.9 million in 1Q15, in line with the previous quarter and a y-o-y reduction of 11.0% compared to 1Q14, mainly due to the reduction in Personnel expenses.

 

The reduction in the level of SG&A expenses in the Gafisa segment reflects the Company's commitment to improve operational efficiency and achieve costs and expenses that are appropriate for the current point of the business cycle and business outlook.

 

Table 15. Gafisa Segment – SG&A Expenses (R$000)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Selling Expenses

14,092

25,930

-46%

18,995

-26%

G&A Expenses

28,887

28,947

0%

32,449

-11%

Total SG&A Expenses

42,979

54,877

-22%

51,444

-16%

Launches

75,227

-

-

289,145

-74%

Net Pre-Sales

179,807

177,294

1%

187,555

-4%

Net Revenue

340,058

490,947

-31%

326,750

4%

             

 

The Other Operating Revenues/Expenses line totaled R$28.5 million, an increase of 23.0% compared to the 4Q14, and a decrease of 43.0% compared to the previous year. This increase reflects the higher level of litigation expenses related to increased deliveries of older projects held in 2012, 2013 and 2014.

 

The table below contains more details on the breakdown of this expense.

 

Table 16. Gafisa Segment – Other Operating Revenues/ Expenses (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Litigation expenses

(19,965)

(21,450)

-7%

(16,002)

25%

Expenses w/ upgrading the balance of the stock options program for AUSA shares

-

(3,816)

-

-

-

Other

(8,556)

2,072

-513%

(3,946)

117%

Total

(28,521)

(23,194)

23%

(19,948)

43%

 

Strong deliveries over the past two years, including delayed projects in other markets, were instrumental in the increase of the contingency level. Given Gafisa’s narrowed footprint to São Paulo and Rio de Janeiro and the delivery of outstanding legacy projects in other markets, the Company expects to record a reduction in this potential liability over the course of the coming years.

 

Adjusted EBITDA

Adjusted EBITDA for the Gafisa segment totaled R$58.3 million in 1Q15, up 6.3% compared to R$54.8 million in the prior year period, but a seasonal reduction compared to R$81.8 million recorded in 4Q14. Y-o-Y, 1Q15 EBITDA was impacted by the following factors: (i) increase in revenues; (ii) decrease of R$8.5 million in the level of SG&A Expenses; and (iii) addition of R$8.6 million in expenses related to contingencies, recognized on Other Revenues/Expenses. It is worth noting that adjusted EBITDA for the Gafisa segment does not include equity income from Alphaville.

 

32


 
 

 

The adjusted EBITDA margin, using the same criteria, presented a slight expansion, reaching 17.1%, compared with a margin of 16.8% in the previous year, and 16.7% in 4Q14.

 

Table 17. Gafisa Segment – Adjusted EBITDA (R$000)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Net (Loss) Profit

20,205

36,819

-45%

(2,331)

967%

(+) Financial Results

9,744

(9,065)

207%

7,824

25%

(+) Income taxes

7,350

(11,072)

166%

4,022

83%

(+) Depreciation & Amortization

8,279

33,346

-75%

11,206

-26%

(+) Capitalized interests

27,355

49,692

-45%

27,640

-1%

(+) Expense w Stock Option Plan

2,090

2,087

0%

3,570

-41%

(+) Minority Shareholders

228

774

-71%

(548)

142%

(-) Alphaville Effect Result

(16,960)

(20,738)

-18%

(3,427)

395%

Adjusted EBITDA

58,289

81,843

-29%

54,810

6%

Net Revenue

340,058

490,947

-31%

326,750

4%

Adjusted EBITDA Margin

17.1%

16.7%

47 bps

16.8%

30 bps

1) EBITDA is adjusted by expenses associated with stock option plans, as this is a non-cash expense.

 

 

Backlog of Revenues and Results

The backlog of results to be recognized under the PoC method was R$294.1 million in 1Q15. The consolidated margin for the quarter was 39.6%, an increase of 280 bps compared to the result posted last year.

 

Table 18. Gafisa Segment – Results to be recognized (REF) (R$000)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Revenues to be recognized

742,154

894,344

-17%

1,429,230

-48%

Costs to be recognized (units sold)

(448,061)

(538,090)

-17%

(902,957)

-50%

Results to be recognized

294,093

356,254

-17%

526,273

-44%

Backlog Margin

39.6%

39.8%

-20 bps

36.8%

280 bps

 

 

 

33


 
 

Tenda Segment

 Focuses on affordable residential developments, classified within the Range II of Minha Casa, Minha Vida Program.500.

 

Operating Results

Launches and Sales

First quarter launches totaled R$238.3 million and included 6 projects/phases in the states of São Paulo, Rio de Janeiro, Bahia and Pernambuco. The brand accounted for 76% of launches in the quarter.

 

 

 

During 1Q15, gross sales reached R$299.9 million, dissolutions were R$56.3 million, totaling net pre-sales of R$243.5 million. The result is much higher than the same period of the previous year and the best result in terms of net pre-sales since the 4Q10.

Sales from units launched during 1Q15 accounted for 18.6% of total sales.


Table 19. Tenda Segment – Launches and Pre-sales (R$000)

 

1Q15

4Q14

Q/Q (%)

1Q14

Y/Y (%)

Launches

238,354

241,549

-1%

181,445

31%

PresSales

243,537

126,594

92%

51,767

370%

 

 

 

34


 
 

Sales over Supply (SoS)

In 1Q15, sales velocity (sales over supply) was 23.3%, and considering the last 12 months, Tenda SoS ended 1Q15 at 42.2%.

 

 

Below is a breakdown on Tenda SoS, divided between legacy and New Model throughout 1Q15.

 

Tabela 20. SoS Gross Revenue (Ex-Dissolutions)

 

1Q14

2Q14

3Q14

4Q14

1Q15

New Model

29.8%

32.2%

20.3%

22.0%

32.7%

Legacy

30.9%

35.8%

28.3%

17.5%

20.1%

Total

30.5%

34.3%

24.4%

20.2%

28.6%

Tabela 21. SoS Net Revenue

 

1Q14

2Q14

3Q14

4Q14

1Q15

New Model

18.8%

25.3%

11.8%

18.8%

30.9%

Legacy

-1.6%

17.7%

-2.0%

5.0%

7.0%

Total

6.4%

20.8%

4.8%

13.3%

23.3%

 

 

Dissolutions

The level of dissolutions in the Tenda segment totaled R$56.3 million in 1Q15, a decrease of 15.0% from 4Q14 and of 70.8% compared to 1Q14.

 

 

 

As expected, the amendment to the process of recognizing new sales in August 2014 reduced the level of dissolutions during the period. Approximately 77.6% of the dissolutions in the period were related to old projects.

 

 

Table 22. PSV Dissolutions – Tenda Segment (R$ thousand and % of gross sales by model)

 

1Q14

% GS

2Q14

% GS

3Q14

% GS

4Q14

% GS

1Q15

% GS

New Model

34,715

36.8%

24,977

21.5%

31,640

42.1%

18,003

14.3%

12,594

4.2%

Legacy Projects

158,450

105.2%

92,637

50.6%

114,697

107.1%

48,281

71.7%

43,737

14.6%

Total

193,164

78.9%

117,614

39.3%

146,337

80.3%

66,285

34.4%

56,332

18.8%

 

 

35


 
 

Table 23. Tenda Segment – Net Pre-sales by Market (R$ million)

 

 

1Q12

2Q12

3Q12

4Q12

1Q13

2Q13

3Q13

4Q13

1Q14

2Q14

3Q14

4Q14

1Q15

New Model

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Sales

-

-

-

-

13.6

57.0

59.7

84.5

94.3

116.3

75.2

125.6

232.6

Dissolutions

-

-

-

-

-

(2.1)

(7.4)

(6.3)

(34.2)

(25.1)

(31.6)

(18.0)

(12.6)

Net Sales

-

-

-

-

13.6

54.9

52.3

78.2

60.2

91.2

43.5

107.6

220.0

Legacy Projects

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Sales

249.1

344.9

293.8

287.9

225.6

270.7

223.9

154.2

150.6

183.0

107.1

67.3

67.3

Dissolutions

(339.6)

(329.1)

(263.7)

(317.6)

(232.5)

(155.7)

(126.0)

(68.8)

(159.0)

(92.5)

(114.7)

(48.3)

(43.7)

Net Sales

(90.4)

15.7

30.0

(29.7)

(6.9)

115.0

97.9

85.4

(8.4)

90.6

(7.6)

19.0

23.5

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

Dissolutions (Units)

3,157

2,984

2,202

2,509

1,700

1,172

924

491

1,270

820

948

428

367

Gross Sales

249.1

344.9

293.8

287.9

239.3

327.7

283.6

238.7

244.9

299.3

182.2

192.9

299.9

Dissolutions

(339.6)

(329.1)

(263.7)

(317.6)

(232.5)

(157.8)

(133.5)

(75.1)

(193.2)

(117.6)

(146.3)

(66.3)

(56.3)

Net Sales

(90.4)

15.7

30.0

(29.7)

6.8

169.8

150.1

163.6

51.8

181.7

35.9

126.6

243.5

Total (R$)

(90.4)

15.7

30.0

(29.7)

6.8

169.8

150.1

163.6

51.8

181.7

35.9

126.6

243.5

MCMV

(95.7)

21.5

8.0

(3.6)

36.2

142.6

119.2

122.4

57.2

151.4

39.0

116.7

217.7

Out of MCMV

6.3

(5.7)

22.1

(26.0)

(29.4)

29.2

30.9

41.2

(5.4)

30.3

(3.1)

9.9

25.8

 

Tenda remains focused on the completion and delivery of legacy projects, and is dissolving contracts with ineligible clients, so as to sell the units to new qualified customers.

 

Tenda had 367 units cancelled and returned to inventory in the first quarter, and another 106 units already in inventory after dissolutions were resold to qualified customers during the same period. The sale and transfer process plays an important role in the New Tenda Business Model. It is expected that within a period of up to 90 days, the effective sale and transfer process will be complete.

 

Tenda Segment Transfers

In the 1Q15, 1,387 units were transferred to financial institutions, representing R$174.0 million in net pre-sales.

 

Table 24. Tenda Segment – PSV Transferred – Tenda (R$000)

 

1Q13

2Q13

3Q13

4Q13

1Q14

2Q14

3Q14

4Q14

1Q15

New Model

-

26,609

52,466

42,921

49,776

69,563

59,736

67,621

114,939

Legacy Projects

274,358

249,699

230,613

145,038

139,721

154,155

100,361

74,773

59,110

PSV transferred1

274,358

276,308

283,079

187,959

189,497

223,717

160,097

142,393

174,049

1) PSV transferred refers to the conclusion of the transfer operation.

 

Tenda Segment Delivered Projects

 

During 1Q15, Tenda delivered 6 projects/phases and 1,687 units, reaching a PSV of R$216.3 million. It is worth noting that from Tenda’s legacy projects, there are only two remaining construction sites, with 900 remaining units to be delivered in the next months.

 

Inventory

 

The market value of Tenda inventory was R$803.5 million at the end of the 1Q15, down 3.0% when compared to R$828.7 million at the end of 4Q14, even taking into consideration the large volume of launches in the quarter. Inventory related to the remaining units for the Tenda segment totaled R$311.8 million or 38.8% of the total, down 14.6% over 4Q14 and 37.0% as compared to the prior year period. During the quarter, inventory comprising units within the Minha Casa Minha Vida program totaled R$628.9 million, or 78.3% of total inventory, while units outside the program totaled R$174.6 million in the 1Q15, up 6.8% q-o-q due to a revision in the pricing policy of some projects outside MCMV, and down 32.9% y-o-y.

 

36


 
 

 

Table 25. Tenda Segment – Inventory at Market Value (R$000) – by Region

 

Inventories FP 4Q14

Launches

Dissolutions

Pre-Sales

Price Adjustment + Others

Inventories FP 1Q15

% Q/Q

São Paulo

217,194

114,273

16,124

(108,325)

(368)

238,898

10%

Rio Grande do Sul

26,601

-

7,259

(9,122)

(4,934)

19,805

-26%

Rio de Janeiro

227,920

33,660

5,769

(65,152)

(777)

201,420

-12%

Bahia

121,101

51,181

2,611

(48,831)

3,198

129,260

7%

Pernambuco

32,818

39,240

1,790

(22,608)

1,363

52,603

60%

Minas Gerais

118,514

-

18,583

(36,987)

(5,211)

94,900

-20%

Others

84,517

-

4,195

(8,845)

(13,258)

66,609

-21%

Total Tenda

828,665

238,354

56,332

(299,869)

(19,988)

803,495

-3%

MCMV

665,152

238,354

24,069

(241,759)

(56,907)

628,909

-5%

Out of MCMV

163,514

-

32,262

(58,109)

36,919

174,586

7%

¹ The quarter adjustments reflect updates related to project scope, expected launch date and inflationary adjustments to landbank during the period..

 

Table 26. Tenda Segment – Inventory at Market Value (R$000) – Construction Status

 

Not Initiated

Up to 30%
built

30% to 70% built

More than 70% built

Finished Units¹

Total 1Q15

New Model - MCMV

122,068

194,328

103,065

71,040

1,159

491,661

Legacy – MCMV

-

-

56,348

8,415

72,485

137,248

Legacy – Out of MCMV

-

-

-

26,281

148,305

174,586

Total Tenda

122,068

194,328

159,413

105,736

221,949

803,495

1) Inventory at market value includes projects in partnership. This indicator is not comparable to the accounting inventory, due to the implementation of new accounting practices on behalf of CPC’s 18, 19 and 36.

 

Tenda Segment Landbank

 

Tenda segment landbank, with a PSV of approximately R$4.1 billion, is comprised of 112 different projects/phases, of which 16% are located in São Paulo, 13% in Rio Grande do Sul, 28% in Rio de Janeiro, 5% in Minas Gerais, 31% in Bahia and 7% in Pernambuco. Altogether these amount to more than 30 thousand units.

 

Table 27. Tenda Segment – Landbank (R$000)

 

PSV

(% Tenda)

% Swap
Total

% Swap Units

% Swap Financial

Potential Units
(% Tenda)

Potential Units
(100%)

São Paulo

663,898

0%

0%

0%

4,292

4,292

Rio Grande do Sul

518,399

15%

15%

2%

3,660

3,860

Rio de Janeiro

1,136,324

9%

9%

0%

7,943

8,023

Bahia

1,278,855

11%

11%

0%

10,120

10,420

Pernambuco

285,985

26%

26%

0%

2,190

2,240

Minas Gerais

191,035

56%

56%

0%

1,190

1,272

Total

4,074,495

13%

13%

0%

29,396

30,107

 

 

37


 
 

 

Table 28. Tenda Segment – Changes in the Landbank (4Q14 x 1Q15 - R$000)

 

Initial
Landbank

Land Acquisition

Dissolutions

Adjusts

Final
Landbank

São Paulo

665,129

90,708

114,273

22,334

663,898

Rio Grande do Sul

461,128

61,864

-

(4,593)

518,399

Rio de Janeiro

1,091,156

72,716

33,660

6,112

1,136,324

Bahia

1,249,572

82,982

51,181

(2,519)

1,278,855

Pernambuco

324,361

-

39,240

864

285,985

Minas Gerais

163,540

27,495

-

0

191,035

Total

3,954,886

335,765

238,354

22,198

4,074,495

 

 

In 1Q15, the Company acquired 12 new land plots with potential PSV of R$335.8 million, representing an acquisition cost of R$24.5 million, of which 94% was paid for in cash and 6% in swap agreements.

 

New Model Update and Turnaround

 

Tenda starts 2015 keeping the growth pace of its New Business Model launches, which is based on three pillars: operational efficiency, risk management, and capital discipline.

 

Currently, the Company continues to operate in six macro regions: São Paulo, Rio de Janeiro, Belo Horizonte, Porto Alegre, Salvador and Recife, with a total of 27 projects and a launched PSV of R$1,165.5 million to date. Below is a brief description of the performance of these projects, except for projects launched at the end of 1Q15.

 

It is worth noting that the Tenda segment has delivered 7 projects, totaling 2,459 units and R$313.9 million in PSV, all of them reaching the performance and profitability drivers established for the New Model.

 

 

 

Table 29. Tenda – New Model Monitoring 2013, 2014 and 2015

 

Novo Horizonte

Vila Cantuária

Itaim Paulista

Verde Vida F1

Jaraguá

Viva Mais

Campo Limpo

Launch

mar/13

mar/13

may/13

jul/13

aug/13

nov/13

dec/13

State

SP

BA

SP

BA

SP

RJ

SP

Units

580

440

240

339

260

300

300

Total PSV (R$000)

67.8

45.9

33.1

37.9

40.9

40.4

48.0

Sales

580

436

239

332

258

290

299

% Sales

100%

99%

100%

98%

99%

97%

100%

SoS Avg (Month)

14%

6%

8%

5%

12%

6%

10%

Transferred

580

431

239

313

258

205

297

% Transferred (Sales)

100%

99%

100%

94%

100%

71%

99%

Work Progress

100%

100%

100%

100%

100%

100%

100%

 

 

38


 
 

 

 

Verde Vida F2

Pq. Rio Maravilha

Candeias

Pq das Flores

Palácio Imperial

Vila Florida

Rio da Prata

Recanto Abrantes

Monte Alegre

Pq. Santo André

Res. das Palmeiras

Terra Brasilis

Vila Atlântica

Reserva das Árvores

Launch

fev/14

mar/14

mar/14

apr/14

may/14

mai/14

aug/14

sep/14

oct/14

nov/14

dec/14

dec/14

dec/14

dez/14

State

BA

RJ

PE

SP

RJ

MG

RJ

BA

SP

SP

SP

BA

BA

RJ

Units

340

440

432

100

259

432

312

340

200

160

260

300

240

500

Total PSV (R$ 000)

42.4

63.8

58.8

16.4

38.6

60.4

49.6

41.7

31.0

28.8

41.6

36.8

30.6

72.8

Sales

322

294

314

96

70

229

139

184

131

87

233

101

78

132

% Sales

95%

67%

73%

96%

27%

53%

45%

54%

66%

54%

90%

34%

33%

26%

SoS Avg (Month)

5%

5%

6%

9%

3%

5%

6%

9%

12%

12%

25%

11%

11%

9%

Transferred

273

216

230

94

23

156

87

111

90

45

175

50

0

3

% Transferred (Sales)

85%

73%

73%

98%

33%

68%

63%

60%

69%

52%

75%

50%

0%

2%

Work Progress

94%

92%

48%

99%

4%

6%

61%

52%

82%

42%

17%

1%

12%

18%

 

 

Res. das Orquídeas

Vera Cruz

Campo de Aviação 1

Jardins Itaquera

Laranjeiras

Viena F1

Launch

jan/15

feb/15

feb/15

mar/15

mar/15

mar/15

State

SP

RJ

PE

SP

SP

BA

Units

280

220

304

200

220

440

Total PSV (R$ 000)

46.9

33.7

39.2

33.7

33.6

51.2

Sales

160

4

48

 -

 -

% Sales

57%

2%

16%

 -

 -

 -

SoS Avg (Month)

22%

1%

15%

 -

 -

 -

Transferred

77

0

24

 -

 -

 -

% Transferred (Sales)

48%

0%

50%

 -

 -

 -

Work Progress

3%

2%

2%

 -

 -

 

The run-off of legacy projects is on schedule and expected to be concluded in 2015, with all remaining units to be delivered within the next months.

 

39


 
 

Financial Result

Revenues

Tenda’s net revenue in 1Q15 totaled R$179.4 million, an increase of 13.3% compared with the previous quarter, due to the increased volume of net sales as a result of the lower level of dissolutions in the period. As shown in the table below, revenues from new projects, which have increased as a portion of total revenues, accounted for 71.8% of Tenda’s revenues in 1Q15, while revenues from older projects accounted for the remaining 28.2%.

Table 30. Tenda – Pre-Sales and Recognized Revenues (R$000)

 

 

1Q15

 

 

 

1Q14

 

 

Launches

Pre-Sales

% Sales

Revenue

% Revenue

Pre-Sales

% Sales

Revenue

% Revenue

2015

45,280

19%

7,864

16%

-

-

-

-

2014

167,696

69%

91,592

51%

20,256

39.1%

-

-

2013

7,033

3%

29,471

16%

40,255

77.8%

58,245

55.0%

≤ 2012

23,528

10%

50,516

28%

-8,744

-16.9%

44,215

41.7%

Landbank Sale

-

0%

-

0%

-

-

3,491

3.3%

Total

243,537

100%

179,443

100%

51,767

100.0%

105,951

100.0%

Legacy

23,528

10%

50,516

28%

-8,744

-16.9%

47,706

45.0%

New Model

220,009

90%

128,927

72%

60,511

116.9%

58,245

55.0%

 

Gross Profit & Margin

Gross profit in 1Q15 reached R$51.1 million, compared to R$49.5 million in 4Q14, and well above the R$8.5 million in the year ago quarter. Gross margin for the quarter reached 28.5%, compared to 31.3% in 4Q14 and 8.0% in the prior-year period. The year-over-year improvement in gross margin is due to the increased participation of projects launched under the New Business Model, which are more profitable, on Tenda’s revenue levels, as has been observed in recent quarters.  Both the reduction in volume of older projects, with only two projects still under development (to be delivered in the coming months), and the increase in the number of projects launched under the New Model, contributed to the consolidation of results. 

The adjusted gross margin ended the 1Q15 at 30.0%, up from the 28.6% recorded in the previous quarter, and substantially higher y-o-y.

Below is Tenda’s gross margin breakdown in 1Q15. It is worth noting that the gross margin for the first projects under Tenda’s New Business Model also benefits from the use of older landbank, resulting in increased profitability.

Table 31. Tenda – Gross Margin (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Net Revenue

179,443

158,329

13%

105,951

69%

Gross Profit

51,053

49,533

3%

8,458

504%

Gross Margin

28.5%

31.3%

-280 bps

8.0%

2,050 bps

(-) Financial Costs

(2,747)

4,271

-164%

(7,105)

-61%

Adjusted Gross Profit

53,800

45,262

19%

15,563

246%

Adjusted Gross Margin

30.0%

28.6%

140 bps

14.7%

1,530 bps

 

 

40


 
 

Selling, General and Administrative Expenses (SG&A)

During 1Q15, selling, general and administrative expenses totaled R$27.8 million, a 21.6% decrease compared to R$35.4 million in 4Q14, and of 9.6% y-o-y.

 

Selling expenses totaled R$13.0 million in 1Q15, a 10.5% increase y-o-y and 16.1% rise q-o-q, due to the ongoing expansion in launches volume and gross sales of the Tenda segment.

 

Regarding G&A expenses, there was a reduction of 22.1% compared to 1Q14 and 39.0% compared to 4Q14, reaching R$14.8 million, mainly as a result of the reversal of the residual balance of the Profit Sharing provision of R$5.6 million, which was accrued during 2014 and reversed in 1Q15.

 

Since the beginning of 2013, another step taken by the Tenda segment to improve its operational and financial cycle is a reduction in the cost structure to a level more compatible with the current stage of the Company’s business model, in order to achieve better profitability.

 

Table 32. Tenda – SG&A Expenses (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Selling Expenses

13,021

11,212

16%

11,787

10%

General & Admin Expenses

14,783

24,235

-39%

18,970

-22%

Total SG&A Expenses

27,804

35,447

-22%

30,757

-10%

Launches

238,354

241,549

-1%

181,445

31%

Net Pre-Sales

243,537

126,594

92%

51,767

370%

Net Revenue

179,443

158,329

13%

105,951

69%

 

 

The Other Operating Revenues/ Expenses line totaled an expense of R$5.0 million, a decrease of 80.3% compared to the 4Q14, and of 16.7% compared to the previous year. It is worth noting that in 4Q14, this line was impacted by a R$14.0 million revision related to judicial deposits. The table below contains more details on the breakdown of this expense.

 

 

Table 33. Tenda Segment – Other Revenues/Operating Expenses (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Litigation Expenses

(6,105)

(14,331)

-57%

(10,146)

-40%

Other

1,071

(11,199)

110%

4,102

-74%

Total

(5,034)

(25,530)

-80%

(6,044)

-17%

 

Over the past two years, the strong volume of deliveries related to delayed projects resulted in increased contingencies in the Tenda segment. With the last legacy projects planned to be delivered over the next months, and the increased contribution of New Model projects demonstrating strong operational performance, the Company expects to see a reduction in the volume of such expenses over the coming years.

 

 

41


 
 

Adjusted EBITDA

Adjusted EBITDA was positive R$21.1 million in 1Q15, compared to negative R$24.9 million last year and negative R$30.9 million in 4Q14.

 

The increasing participation of projects under the New Model in Tenda’s revenue mix, due to the conclusion of old projects and increase in launches since 2013, has resulted in better gross margins in recent quarters. Combined with the better performance of and efficiencies in Tenda’s cost structure, the result was a significant increase in 1Q15 EBITDA in the Tenda segment.

 

Adjusted EBITDA margin reached 11.8% in 1Q15.

 

Table 34. Tenda – Adjusted EBITDA (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Net (Loss) Profit

11,446

(28,774)

140%

(37,460)

131%

(+) Financial Results

(1,528)

(1,031)

48%

90

-1,798%

(+) Income taxes

4,810

(1,085)

543%

2,575

87%

(+) Depreciation & Amortization

3,390

4,191

-19%

2,816

20%

(+) Capitalized interests

2,747

(4,271)

164%

7,105

-61%

(+) Expenses with Stock Option Plan

527

526

0%

19

2,674%

(+) Minority Shareholders

(278)

(412)

-32%

(58)

379%

Adjusted EBITDA

21,114

(30,856)

168%

(24,913)

185%

Net Revenue

179,443

158,329

13%

105,951

69%

Adjusted EBITDA Margin

11.8%

-19.5%

3,125 bps

-23.5%

3,528 bps

11) EBITDA is adjusted by expenses associated with stock option plans, as this is a non-cash expense.

2) Tenda does not hold equity interest in Alphaville. In 4Q13, the result of the sale of the participation in Alphaville was excluded, which was allocated to Tenda.

 

 

Backlog of Revenues and Results

The backlog of results to be recognized under the PoC method was R$73.5 million in 1Q15. The consolidated margin for the quarter was 39.0%.

 

Table 35. Results to be recognized (REF) (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Revenues to be recognized

188,447

130,851

44%

212,031

-11%

Costs to be recognized (units sold)

(114,973)

(90,661)

27%

(144,550)

-20%

Results to be Recognized

73,474

40,190

83%

67,482

9%

Backlog Margin

39.0%

30.7%

829 bps

31.8%

720 bps

 

 

42


 
 

Balance Sheet and Consolidated Financial Results

Cash and Cash Equivalents

On March 31, 2015, cash and cash equivalents, and securities, totaled R$1.1 billion.

 

Accounts Receivable

At the end of the 1Q15, total consolidated accounts receivable decreased 24.5% y-o-y to R$2.8 billion, and was 1.8% below the R$2.9 billion recorded in the 4Q14.

Gafisa and Tenda segments have approximately R$540.8 million in accounts receivable from finished units, out of which R$232.4 million is currently being transferred to financial institutions.

Table 36. Total Receivables (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Receivables from developments (off balance sheet)

965,855

1,064,033

-9%

1,703,437

-43%

Receivables from PoC – ST (on balance sheet)

1,476,007

1,440,498

2%

1,721,676

-14%

Receivables from PoC – LT (on balance sheet)

417,746

384,821

9%

332,120

26%

Total

2,837,861

2,889,352

-2%

3,757,233

-24%

Notes: ST – Short term | LT- Long term | PoC – Percentage of Completion Method.

Receivables from developments: accounts receivable not yet recognized according to PoC and BRGAAP.

Receivables from PoC: accounts receivable already recognized according to PoC and BRGAAP.

 

Cash Generation

 

The Company’s operating cash generation reached R$15.1 million in 1Q15. The Gafisa segment contributed with  cash generation of R$44.6 million, anchored by greater efficiency in its operational cycle and the Company’s good performance in transferring/receiving process of units sold to financing agents (R$198.0 million was transferred during the period). The Tenda segment, even taking into consideration good sales speed and performance in its transfer process, with R$107.8 million transferred during the period, had its operating cash impacted by a higher cash disbursement related to the need to realign its landbank. As a result, it reported operating cash consumption of R$29.5 million.

                                                                             

While consolidated operating cash generation reached R$15.1 million, the Company ended 1Q15 with operating cash consumption of R$69.8 million. It is worth highlighting that this result does not include the R$22.1 million

used in the share buyback program during the quarter.

 

Table 37. Cash Generation (R$000)

 

1Q14

2Q14

3Q14

4Q14

1Q15

Availabilities

1,563,226

1,279,568

1,463,425

1,157,254

1,116,169

Change in Availabilities(1)

(460,937)

(283,658)

183,857

(306,200)

(41,085)

Total Debt + Investor Obligations

2,967,050

2,687,851

2,848,249

2,597,554

2,651,383

Change in Total Debt + Inventor Obligations (2)

(216,158)

(279,199)

160,399

(250,695)

53,829

Other Investments

329,524

332,711

332,711

426,509

208,740

Change in Other Investments (3)

265,284

3,187

-

93,798

25,162

Cash Generation in the period (1) - (2) + (3)

20,505

(1,273)

23,488

38,293

(69,753)

Cash Generation Final

20,505

19,233

42,721

81,014

(69,753)

 

 

43


 
 

 

Liquidity

 

At the end of March 2015, the Company’s Net Debt/Equity ratio reached 50.0%, slightly higher than the 47.1% in the previous quarter. Excluding project finance, the Net Debt/Equity ratio was negative 15.7%.

 

The Company's consolidated gross debt reached R$2.6 billion at the end of 1Q15, in line with the 4Q14 and 10.6% lower than the R$2.9 billion at the end of 1Q14. In the 1Q15, the Company amortized R$177.4 million in debt, of which R$155.1 million was project finance and R$22.3 million was corporate debt. Throughout the year there were disbursements of R$153.1 million, allowing for a net amortization in the quarter of R$24.3 million. It is worth noting that since the end of 2013, after the settlement of the sale of the 70% stake in Alphaville, the Company recorded net amortization of R$1.1 billion of its debt.

 

Table 38. Debt and Investor Obligations (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Debentures – FGTS (A)

914,209

891,650

3%

985,084

-7%

Debentures – Working Capital (B)

356,359

297,449

20%

473,333

-25%

Project Financing SFH – (C)

1,103,283

1,128,514

-2%

1,011,377

9%

Working Capital (D)

264,102

268,911

-2%

474,041

-44%

Total (A)+(B)+(C)+(D) = (E)

2,637,953

2,586,524

2%

2,943,835

-10%

Investor Obligations (F)

13,430

11,030

22%

23,215

-42%

Total Debt (E)+(F) = (G)

2,651,383

2,597,554

2%

2,967,050

-11%

Cash and Availabilities (H)

1,116,168

1,157,254

-4%

1,563,226

-29%

Net Debt (G)-(H) = (I)

1,535,215

1,440,300

7%

1,403,824

9%

Equity + Minority Shareholders (J)

3,070,891

3,058,403

0%

3,129,511

-2%

(Net Debt) / (Equity) (I)/(J) = (K)

50.0%

47.1%

290 bps

44.9%

513 bps

(Net Debt – Proj Fin) / Equity (I)-((A)+(C))/(J) = (L)

-15.7%

-19.0%

325 bps

-18.9%

323 bps

 

The Company ended the first quarter of 2015 with R$1.1 billion in total debt due in the short term. It should be noted, however, that 70.7% of this volume relates to debt linked to the Company's projects. Currently, the average cost of consolidated debt is 12.84% p.y, or 102.4% of the CDI.

 

Table 39. Debt Maturity (R$000)

(R$ 000)

Average Cost (y.y.)

Total

Until Mar/16

Until Mar/17

Until Mar/18

Until Mar/19

After Mar/19

Debentures - FGTS (A)

TR + 9.25% - 9.8205%

914,209

364,986

349,556

199,667

-

-

Debentures – Working Capital (B)

CDI + 1.90% - 1.95% / IPCA + 7.96% - 8.22%

356,359

163,870

26,496

63,942

83,238

18,813

Project Financing SFH (C)

TR + 8.30% - 12.00% / 117.0% CDI / 12.87%

1,103,283

401,210

474,826

164,992

62,255

-

Working Capital (D)

CDI + 2.20% / 117.9% CDI

264,102

144,905

98,095

21,102

-

-

Total (A)+(B)+(C)+(D) = (E)

 

2,637,953

1,074,971

948,973

449,703

145,493

18,813

Investor Obligations (F)

CDI + 0.59%

13,430

8,717

3,573

1,140

-

-

Total Debt (E)+(F) = (G)

 

2,651,383

1,083,688

952,546

450,843

145,493

18,813

% Total Maturity per period

-

41%

36%

17%

5%

1%

Volume of maturity of Project finance as % of total debt
((A)+ (C))/ (G)

-

71%

87%

81%

43%

0%

Volume of maturity of Corporate debt as % of total debt
((B)+(D) + (F))/ (G)

-

29%

13%

19%

57%

100%

Ratio Corporate Debt / Mortgages

24% / 76%

-

-

-

-

-

 

 

44


 
 

Financial Result                                

 

Revenue

 

On a consolidated basis, net revenue in the 1Q15 totaled R$519.5 million, down 20.0% over the 4Q14 and up 20.1% from the prior-year quarter. In the quarter, the Gafisa segment represented 65.5% of consolidated revenues, while Tenda accounted for 34.5%.

 

Gross Profit & Margin

 

Gross profit in 1Q15 was R$149.2 million, compared to R$150.6 million in 4Q14, and R$97.3 million in the prior year quarter. Gross margin for the quarter reached 28.7%, up 6.2 p.p. over the previous year and 5.2 p.p. from 4Q14. Adjusted gross profit reached R$179.3 million, with a margin of 34.5%, compared to 30.2% in the 4Q14 and 30.5% in the previous year. The return of the gross margin to prior quarter levels following 4Q14 non-recurring impacts, combined with the increased contribution of New Model projects at Tenda, accounted for the improvement in the consolidated adjusted gross margin.

 

The gross margin has improved during the last two years as Gafisa and Tenda legacy projects are concluded, reducing their impact on the Company’s results. At the same time, projects launched in core markets and under the Tenda segment’s New Model, which are more profitable, had a larger contribution to the Company’s consolidated results over recent quarters.

 

Table 40. Gafisa Group – Gross Margin (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Net Revenue

519,501

649,276

-20%

432,701

20%

Gross Profit

149,200

150,647

-1%

97,348

53%

Gross Margin

28.7%

23.2%

550 bps

22.5%

620 bps

(-) Financial Costs

(30,102)

(45,421)

-34%

(34,745)

-13%

Adjusted Gross Profit

179,302

196,068

-9%

132,093

36%

Adjusted Gross Margin

34.5%

30.2%

430 bps

30.5%

399 bps

 

Selling, General and Administrative Expenses (SG&A)

 

SG&A expenses totaled R$70.8 million in 1Q15, down 13.9% y-o-y. Compared with 4Q14, there was a decrease of 21.6%.

 

Table 41. Gafisa Group – SG&A Expenses (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Selling Expenses

27,113

37,142

-27%

30,782

-12%

General and Admin Expenses

43,670

53,182

-18%

51,419

-15%

Total SG&A Expenses

70,783

90,324

-22%

82,201

-14%

Launches

313,581

241,549

30%

535,379

-41%

Net Pre-Sales

423,344

303,888

39%

239,323

77%

Net Revenue

519,501

649,276

-20%

432,701

20%

 

Given the substantial decrease in the volume of legacy projects and current market conditions, the Company is seeking to streamline its cost and expense structure and SG&A. In the coming quarters, the Company is looking to improve productivity and increase the efficiency and assertiveness of its operations.

 

 

45


 
 

The Other Operating Revenues/ Expenses line totaled an expense of R$33.6 million, down 31.1% compared to the 4Q14, and up 29.1% compared to the previous year.

 

The table below contains more details on the breakdown of this expense.

 

Table 42. Gafisa Group – Other Operating Revenues/ Expenses (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Litigation expenses

(26,070)

(35,781)

-27%

(26,148)

0%

Expenses w/ upgrading the balance of the stock options program for AUSA shares

-

(3,816)

-

-

-

Other

(7,485)

(9,127)

-18%

156

-4,898%

Total

(33,555)

(48,724)

-31%

(25,992)

29%

 

 

Consolidated Adjusted EBITDA

 

Consolidated adjusted EBITDA, including Alphaville equity income, totaled R$96.4 million in the 1Q15, up from R$71.7 million in 4Q14 and the R$26.5 million in the prior-year period. Consolidated adjusted EBITDA margin using the same criteria was 18.6%, compared with a 6.1% margin reported in the previous year and 11.0% reported in 4Q14.

 

Table 43. Gafisa Group – Consolidated Adjusted EBITDA (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Net (Loss) Profit

31,651

8,045

293%

(39,791)

180%

(+) Financial Results

8,216

(10,096)

181%

7,914

4%

(+) Income taxes

12,160

(12,157)

200%

6,597

84%

(+) Depreciation & Amortization

11,669

37,537

-69%

14,022

-17%

(+) Capitalized interests

30,102

45,421

-34%

34,745

-13%

(+) Expenses with Stock Option Plan

2,617

2,613

0%

3,589

-27%

(+) Minority Shareholders

(50)

362

-114%

(606)

-92%

Adjusted EBITDA

96,363

71,725

34%

26,470

264%

Net Revenue

519,501

649,276

-20%

432,701

20%

Adjusted EBITDA Margin

18.6%

11.0%

750 bps

6.1%

1,250 bps

1) EBITDA adjusted by expenses associated with stock option plans. as this is a non-cash expense.

2) Consolidated EBITDA considers the equity income from Alphaville.

 

Depreciation and Amortization

 

Depreciation and amortization in the 1Q15 reached R$11.7 million, a reduction of 16.8%, compared to R$14.0 million recorded in the 1Q14, due to the higher expense from sales booth depreciation in the period. When compared to 4Q14, there was a reduction of 75.2%, due to the following factors: (i) non-recurring impact of R$ 14.5 million recorded in 4Q14, related to goodwill amortization due to the full incorporation of a subsidiary; and (ii) higher expense with sales booth depreciation in 4Q14.

 

46


 
 

Financial Results

 

Net financial result was negative R$8.2 million in the 1Q15, in line with the net financial result of negative R$7.9 million in 1Q14 and lower than the net financial result of positive R$10.1 million in the 4Q14, due to the non-recurring effect related to the full incorporation of a subsidiary. Financial revenues totaled R$32.6 million, a 26.2% y-o-y decrease due to the lower cash volume registered in the period. Financial expenses reached R$40.8 million, compared to R$52.1 million in 1Q14, impacted by the decrease in the level of gross indebtness in the period.

 

Taxes

 

Income taxes, social contribution and deferred taxes for 1Q15 amounted to a credit of R$12.2 million, due to the Company’s improved financial performance in the period.

 

Net Income

 

Gafisa Group ended the 1Q15 with a net profit of R$31.6 million. Excluding the equity income from Alphaville, the Company recorded net income of R$14.7 million in the quarter, compared to a net loss of R$36.4 million recorded in 1Q14 and of R$12.7 million in 4Q14.

 

Table 44. Consolidated – Net Income (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Net Revenue

519,501

649,276

-20%

432,701

20%

Gross Profit

149,200

150,647

-1%

97,348

53%

Gross Margin

28.7%

23.2%

550 bps

22.5%

620 bps

Adjusted Gross Profit1

179,302

196,068

-9%

132,093

35.7%

Adjusted Gross Margin1

34.5%

30.2%

430 bps

30.5%

399 bps

Adjusted EBITDA2

96,363

71,725

34%

26,470

264%

Adjusted EBITDA Margin

18.6%

11.0%

750 bps

6.1%

1,250 bps

Net Income (ex- the sale of AUSA)

31,651

8,045

293%

(39,791)

-180%

( - ) Alphaville Equity Income

(16,960)

(20,738)

-18%

3,427

595%

Net Income (ex- AUSA
Sale and Equity Income)

14,691

(12,693)

216%

(36,364)

140%

1) Adjusted by capitalized interests;

2) EBITDA adjusted by expenses associated with stock option plans. as this is a non-cash expense;

3) Consolidated EBITDA includes the effect of Alphaville equity income.

 

Backlog of Revenues and Results

 

The backlog of results to be recognized under the PoC method reached R$367.6 million in the 1Q15. The consolidated margin for the quarter was 39.5%.

 

Table 45. Gafisa Group – Results to be recognized (REF) (R$000)

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Revenues to be recognized

930,601

1,025,195

-9%

1,641,262

-43%

Costs to be recognized (units sold)

(563,034)

(628,751)

-10%

(1,047,507)

-46%

Results to be Recognized

367,567

396,444

-7%

593,755

-38%

Backlog Margin

39.5%

38.7%

83 bps

36.2%

332 bps

 

 

47


 
 

Alphaville net revenues reached R$ 240 million in 1Q15

 

São Paulo, May 7th, 2015 – Alphaville Urbanismo SA releases its results for the 1st quarter of the year.

      

Financial Results

 

In the first quarter of 2015, net revenues were R$ 240 million, 58.7% above the same period of 2014.

 

 

 

1Q15

1Q14

Net revenue

240

151

58.7%

Net profit

35

-9

N/A

Net margin

15%

-6%

 

 

Net profit in the first quarter of 2015 was R$ 35 million, representing an increase of R$ 44 million considering 1Q14.

 

 


 

For further information, please contact our Investor Relations team at ri@alphaville.com.br or +55 11 3038-7164

 

 

48


 
 

 

Financial Statements Gafisa Segment

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Net Revenue

340,058

490,947

-31%

326,750

4%

Operating Costs

(241,911)

(389,833)

-38%

(237,860)

2%

Gross Profit

98,147

101,114

-3%

88,890

10%

Gross Margin

28.9%

20.6%

827 bps

27.2%

166 bps

Operating Expenses

(60,622)

(83,658)

-28%

(79,923)

-24%

Selling Expenses

(14,092)

(25,930)

-46%

(18,995)

-26%

General and Administrative Expenses

(28,885)

(28,947)

0%

(32,449)

-11%

Other Operating Revenues/Expenses

(28,521)

(23,194)

23%

(15,991)

78%

Depreciation and Amortization

(8,279)

(33,346)

-75%

(11,206)

-26%

Equity income

19,157

27,759

-31%

(1,282)

1,594%

Operational Result

37,527

17,456

115%

8,967

318%

Financial Income

19,277

22,218

-13%

31,160

-38%

Financial Expenses

(29,021)

(13,153)

121%

(38,984)

-26%

Net Income Before Taxes on Income

27,783

26,521

5%

1,143

2,331%

Deferred Taxes

(2,012)

(1,315)

53%

(292)

589%

Income Tax and Social Contribution

(5,338)

12,387

143%

(3,730)

43%

Net Income After Taxes on Income

20,433

37,593

-46%

(2,879)

810%

Minority Shareholders

228

774

-71%

(548)

142%

Net Result

20,205

36,819

-45%

(2,331)

967%

 

 

 

49


 
 

 

Financial Statements Tenda Segment

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Net Revenue

179,443

158,329

13%

105,951

69%

Operating Costs

(128,390)

(108,796)

18%

(97,493)

32%

Gross Profit

51,053

49,533

3%

8,458

504%

Gross Margin

28.5%

31.3%

-283 bps

8.0%

2,047 bps

Operating Expenses

(36,603)

(80,835)

-55%

(43,311)

-15%

Selling Expenses

(13,021)

(11,212)

16%

(11,787)

10%

General and Administrative Expenses

(14,783)

(24,235)

-39%

(18,970)

-22%

Other Operating Revenues/Expenses

(5,034)

(25,530)

-80%

(10,003)

-50%

Depreciation and Amortization

(3,390)

(4,191)

-19%

(2,816)

20%

Equity pickup

(375)

(15,667)

-98%

265

-242%

Operational Result

14,450

(31,302)

146%

(34,853)

141%

Financial Income

13,335

15,942

-16%

13,036

2%

Financial Expenses

(11,807)

(14,911)

-21%

(13,126)

-10%

Net Income Before Taxes on Income

15,978

(30,271)

153%

(34,943)

146%

Deferred Taxes

(3,288)

1,851

-278%

759

-533%

Income Tax and Social Contribution

(1,522)

(766)

99%

(3,334)

-54%

Net Income After Taxes on Income

11,168

(29,186)

138%

(37,518)

130%

Minority Shareholders

(278)

(412)

-33%

(58)

379%

Net Result

11,446

(28,774)

140%

(37,460)

131%

 

 

 

50


 
 

 

Consolidated Financial Statements

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Net Revenue

519,501

649,276

-20%

432,701

20%

Operating Costs

(370,301)

(498,629)

-26%

(335,353)

10%

Gross Profit

149,200

150,647

-1%

97,348

53%

Gross Margin

28.7%

23.2%

552 bps

22.5%

622 bps

Operating Expenses

(97,225)

(164,493)

-41%

(123,234)

-21%

Selling Expenses

(27,113)

(37,142)

-27%

(30,782)

-12%

General and Administrative Expenses

(43,668)

(53,182)

-18%

(51,419)

-15%

Other Operating Revenues/Expenses

(33,555)

(48,724)

-31%

(25,994)

29%

Depreciation and Amortization

(11,669)

(37,537)

-69%

(14,022)

-17%

Equity pickup

18,782

12,092

55%

(1,017)

1,947%

Operational Result

51,977

(13,846)

475%

(25,886)

301%

Financial Income

32,612

38,160

-15%

44,196

-26%

Financial Expenses

(40,828)

(28,064)

45%

(52,110)

-22%

Net Income Before Taxes on Income

43,761

(3,750)

1,267%

(33,800)

229%

Deferred Taxes

(5,300)

536

-1,089%

467

-1,235%

Income Tax and Social Contribution

(6,860)

11,621

-159%

(7,064)

3%

Net Income After Taxes on Income

31,601

8,407

276%

(40,397)

178%

Minority Shareholders

(50)

362

-114%

(606)

92%

Net Result

31,651

8,045

293%

(39,791)

180%

           

 

 

51


 
 

Balance Sheet Gafisa Segment

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Current Assets

 

 

 

 

 

Cash and cash equivalents

680,412

662,682

3%

968,514

-30%

Receivables from clients

1,074,721

1,126,045

-5%

1,259,692

-15%

Properties for sale

1,225,675

1,144,604

7%

972,509

26%

Other accounts receivable

199,545

179,103

11%

215,806

-8%

Deferred selling expenses

8,584

9,711

-12%

23,206

-63%

Land for sale

6,074

6,074

0%

7,342

-17%

 

3,195,011

3,128,219

2%

3,447,069

-3%

 

 

 

 

 

 

Long-term Assets

 

 

 

 

 

Receivables from clients

384,928

358,721

7%

309,318

24%

Properties for sale

572,410

590,030

-3%

515,780

11%

Financial Instruments

0

0

0%

0

0%

Other

163,184

157,644

4%

220,577

-26%

 

1,120,522

1,106,395

-1%

1,045,675

7%

Intangible

59,949

62,687

-4%

61,332

-2%

Investments

1,947,616

1,912,233

2%

2,061,910

-6%

 

 

 

 

 

 

Total Assets

6,323,098

6,209,534

2%

6,615,987

-4%

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Loans and financing

537,032

530,851

1%

479,409

12%

Debentures

329,876

314,770

5%

382,234

-14%

Obligations for purchase of land and clients

274,886

279,987

-2%

315,003

-13%

Materials and service suppliers

81,459

71,670

14%

80,811

1%

Taxes and contributions

65,117

68,911

-6%

52,841

23%

Investor Obligations

8,717

9,935

-12%

12,421

-30%

Other

393,962

339,413

10%

388,434

1%

 

1,692,267

1,615,537

3%

1,711,153

-1%

 

 

 

 

 

 

Long-term Liabilities

 

 

 

 

 

Loans and financings

796,607

817,641

-3%

838,017

-5%

Debentures

541,712

484,712

12%

656,982

-18%

Obligations for purchase of land and clients

61,234

80,069

-24%

69,222

-12%

Deferred taxes

27,560

26,809

3%

45,132

-39%

Provision for contingencies

75.190

60,718

24%

67,367

-12%

Investor Obligations

4,713

7,145

-34%

10,794

-56%

Other

65,951

59,445

11%

88,747

-25%

 

1,560,927

1,536,539

2%

1,776,261

-12%

 

 

 

 

 

 

Shareholders' Equity

 

 

 

 

 

Shareholders' Equity

3,066,949

3,055,344

0%

3,106,356

-1%

 Minority Shareholders

2,954

2,114

40%

22,216

-87%

 

3,069,903

3,057,458

0%

3,128,572

-2%

Total Liabilities and Shareholders' Equity

6,323,097

6,209,534

2%

6,615,987

-4%

 

 

52


 
 

Balance Sheet Tenda Segment

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Current Assets

 

 

 

 

 

Cash and cash equivalents

435,756

494,572

-12%

594,712

-27%

Receivables from clients

401,285

314,453

28%

461,984

-13%

Properties for sale

563,291

551,213

2%

526,490

7%

Other accounts receivable

117,337

114,352

3%

126,842

-7%

Prepaid expenses

-

-

0%

7.125

-

Land for sale

107,415

104,489

3%

103,675

4%

 

1,625,084

1,579,079

3%

1,820,828

-11%

Long-term Assets

 

 

 

 

 

Receivables from clients

32,818

26,100

26%

22,802

44%

Properties for sale

196,378

226,495

-13%

137,394

43%

Financial Instruments

-

-

0%

-

0%

Other

72,751

76,629

-5%

83,012

-12%

 

301,947

329,224

-8%

243,208

24%

Intangible

33,935

37,431

-9%

35,314

-4%

Investments

188,315

179,455

5%

208,193

-10%

 

 

 

 

 

 

Total Assets

2,149,281

2,125,189

1%

2,307,543

-7%

Current Liabilities

 

 

 

 

 

Loans and financing

9,084

19,207

-53%

81,049

-89%

Debentures

198,979

189,617

5%

219,201

-9%

Obligations for purchase of land and clients

223,977

210,618

6%

45,197

396%

Materials and service suppliers

20,932

23,461

-11%

25,694

-19%

Taxes and contributions

71,763

71,251

1%

59,894

20%

Other

168,783

157,581

7%

350,550

-52%

 

693,518

671,735

3%

781,585

-11%

Long-term Liabilities

 

 

 

 

 

Loans and financings

24,663

29,726

-17%

86,943

-72%

Debentures

200,000

200,000

0%

200,000

0%

Obligations for purchase of land and clients

14,824

21,068

-30%

13,593

9%

Deferred taxes

11,603

7,931

46%

8,872

31%

Provision for contingencies

68,154

69,734

-2%

57,630

18%

Other

29.935

42.649

-30%

66.584

-55%

 

349,179

371,108

-6%

433,622

-19%

Shareholders' Equity

 

 

 

 

 

Shareholders' Equity

1,070,450

1,058,477

5%

1,067,782

4%

Minority Shareholders

36,134

23,869

51%

24,554

47%

 

1,106,584

1,082,346

2%

1,092,336

1%

Total Liabilities and Shareholders' Equity

2,149,281

2,125,189

1%

2,307,543

-7%

 

 

 

53


 
 

Consolidated Balance Sheets

 

1Q15

4Q14

Q/Q(%)

1Q14

Y/Y(%)

Current Assets

 

 

 

 

 

Cash and cash equivalents

1,116,168

1,157,254

-4%

1,563,226

-29%

Receivables from clients

1,476,007

1,440,498

2%

1,721,676

-14%

Properties for sale

1,788,967

1,695,817

5%

1,498,999

19%

Other accounts receivable

295,846

271,319

9%

176,493

68%

Prepaid expenses and others

15,322

15,441

-1%

30,331

-49%

Land for sale

113,489

110,563

3%

111,017

2%

 

4,805,799

4,690,892

2%

5,101,742

-6%

 

 

 

 

 

 

Long-term Assets

 

 

 

 

 

Receivables from clients

417,746

384,821

9%

332,120

26%

Properties for sale

768,789

816,525

-6%

653,174

18%

Other

220,969

219,308

1%

288,631

-23%

 

1,407,504

1,420,654

-2%

1,273,925

9%

Intangible

119,360

125,594

-5%

139,726

-15%

Investments

1,001,235

968,711

3%

1,102,718

-9%

 

 

 

 

 

 

Total Assets

7,333,898

7,205,851

2%

7,618,111

-4%

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Loans and financing

546,115

550,058

-1%

560,458

-3%

Debentures

528,856

504,387

5%

601,435

-12%

Obligations for purchase of land and clients

498,857

490,605

2%

360,200

38%

Materials and service suppliers

102,391

95,131

8%

138,536

-26%

Taxes and contributions

110,933

114,424

-3%

112,735

-2%

Investor Obligations

8,717

6,317

38%

12,421

-30%

Other

575,615

509,945

13%

540,850

6%

 

2,371,484

2,270,867

4%

2,326,682

2%

 

 

 

 

 

 

Long-term Liabilities

 

 

 

 

 

Loans and financings

821,270

847,367

-3%

924,960

-11%

Debentures

741,712

684,712

8%

856,982

-13%

Obligations for purchase of land and clients

76,059

101,137

-25%

82,815

-8%

Deferred taxes

39,164

34,740

13%

54,004

-27%

Provision for contingencies

143,990

83,479

72%

124,997

15%

Investor Obligations

4,713

4,713

0%

10,794

-56%

Other

64,615

120,433

-46%

107,366

-40%

 

1,891,523

1,876,581

1%

2,161,918

-13%

 

 

 

 

 

 

Shareholders' Equity

 

 

 

 

 

Shareholders' Equity

3,066,952

3,055,345

0%

3,106,358

-1%

Minority Shareholders

3,939

3,058

29%

23,153

-83%

 

3,070,891

3,058,403

0%

3,129,511

-2%

Liabilities and Shareholders' Equity

7,333,898

7,205,851

2%

7,618,111

-4%

 

 

54


 
 

Cash Flow

 

1Q15

1Q14

Income Before Taxes on Income

43,761

(33,798)

Expenses (income) not affecting working capital

44,533

64,453

Depreciation and amortization

11,669

14,022

Impairment allowance

-

(2,294)

Expense on stock option plan

2,618

3,589

Penalty fee over delayed projects

(2,079)

(612)

Unrealized interest and charges. net

16,414

23,956

Equity pickup

(18,782)

1,017

Disposal of fixed asset

216

1,715

Warranty provision

6,925

(3,478)

Provision for contingencies

26,070

26,149

Profit sharing provision

2,914

4,789

Allowance (reversal) for doubtful debts

317

(4,586)

Profit / Loss from financial instruments

2,756

186

Clients

(65,295)

178,657

Properties for sale

(57,683)

(77,087)

Other receivables

10,231

8,236

Deferred selling expenses and pre-paid expenses

120

4,857

Obligations on land purchases

(16,820)

(45,335)

Taxes and contributions

(3,491)

(26,272)

Accounts payable

7,259

59,194

Salaries. payroll charges and bonus provision

4,289

(864)

Other accounts payable

(7,385)

(43,455)

Current account operations

1,514

(58,011)

Paid taxes

(12,160)

(84,682)

Cash used in operating activities

(51,127)

(54,107)

Investments activities

 

 

Purchase of property and equipment

(5,651)

(12,738)

Redemption of securities. restricted securities and loans

1,180,350

1,115,783

Investments in marketable securities. restricted securities

(1,024,416)

(680,534)

Investments increase

(175)

(5,514)

Dividends receivables

-

2,625

Cash used in investing activities

150,108

419,622

Financing activities

 

 

Contributions from venture partners

2,400

(100,464)

Increase in loans and financing

200,321

175,391

Repayment of loans and financing

(165,306)

(315,039)

Stock repurchase

(22,135)

(22,728)

Dividend payments

-

(117,125)

Mutual Operations

587

(11,240)

Net cash provided by financing activities

15,867

(391,205)

Net increase (decrease) in cash and cash equivalents

114,848

(25,690)

At the beginning of the period

109,895

215,193

At the end of the period

224,743

189,503

Net increase (decrease) in cash and cash equivalents

114,848

(25,690)

 

 

55


 
 

About Gafisa

Gafisa is one Brazil’s leading residential and commercial properties development and construction companies. Founded over 60 years ago, the Company is dedicated to  growth and innovation oriented to enhancing the  well-being, comfort and safety of an increasing number of households. More than 15 million square meters have been built, and approximately 1,100 projects  delivered under the Gafisa brand - more than any other company in Brazil.   Recognized as one of the foremost professionally managed homebuilders, Gafisa’s brand is also one of the most respected, signifying both quality and consistency. In addition to serving the  upper-middle and upper class segments  through the Gafisa brand, the Company also focuses on low income developments through its Tenda brand. And,, it participates through its  30% interest in Alphaville, a leading urban developer, in the national development and  sale of residential lots.  Gafisa S.A. is a Corporation traded on the Novo Mercado of the BM&FBOVESPA (BOVESPA:GFSA3) and is the only Brazilian homebuilder listed on the New York Stock Exchange (NYSE:GFA) with an ADR Level III, which ensures best practices in terms of transparency and corporate governance.

 

This release contains forward-looking statements about the business prospects, estimates for operating and financial results and Gafisa’s growth prospects. These are merely projections and, as such, are based exclusively on the expectations of management concerning the future of the business and its continued access to capital to fund the Company’s business plan. Such forward-looking statements depend, substantially, on changes in market conditions, government regulations, competitive pressures, the performance of the Brazilian economy and the industry, among other factors; therefore, they are subject to change without prior notice.

 

56


 
 

(A free translation from the original in Portuguese into English)

Gafisa S.A.

Explanatory notes to the individual and consolidated quarterly information
March 31, 2015
(Values expressed in Thousand of Reais, except when otherwise indicated)

 

1.    Operations

 

Gafisa S.A. ("Gafisa" or "Company") is a publicly traded company with headquarters in Brazil. The Company’s registered office is at Avenida das Nações Unidas, 8.501, 19th floor, São Paulo, São Paulo. The Company commenced operations in 1997 with the objectives of: (i) promoting and managing all forms of real estate ventures on its own behalf and on behalf of third parties, (in the latter case, as construction company and proxy); (ii) selling and purchasing real estate properties; (iii) providing civil construction and civil engineering services; (iv) developing and implementing marketing strategies related to its own and third party real estate ventures; and (v) investing in other companies who share similar objectives.

 

The Company enters real estate development projects with third parties through specific purpose partnerships (“Sociedades de Propósito Específico” or– “SPEs”) or through the formation of consortia and condominiums. SPEs, condominiums and consortia operate solely in the real estate industry and are linked to specific ventures. Controlled entities substantially share the managerial and operating structures and the corporate, managerial and operating costs with the Company.

 

On April 29, 2015, continuing the material fact of February 7, 2014, the Company disclosed a new material fact, informing to its shareholders and general market that the works for the actual separation of the business units of Gafisa and Tenda Continuation in progress, aiming to reach the conditions considered as enough to its implementation.

 

However, due to the capital structure, definition process is still under progress, and being this definition a necessary step in the separation process, it is still not possible to clarify the deadline for completion of potential separation, with the possibility that the process extends until 2016.

 

 

57


 
 

(A free translation from the original in Portuguese into English)

 

Gafisa S.A.

Explanatory notes to the individual and consolidated quarterly information

March 31, 2015

(Values expressed in Thousand of Reais, except when otherwise indicated)

 

2.    Presentation of quarterly information and summary of significant accounting practices

 

2.1.    Basis of presentation and preparation of individual and consolidated quarterly information

 

On May 07, 2015, the Board of Directors of the Company approved the individual and consolidated quarterly information of the Company and authorized its disclosure.

 

The individual quarterly information, identified as Company, and consolidated quarterly information were prepared and are being presented based on the technical pronouncement CPC 21(R1) – Interim Financial Reporting, using the same accounting practices, judgments, estimates and assumptions adopted in the presentation and preparation of the financial statements for the year ended December 31, 2014. Therefore, the corresponding quarterly information shall be read together with the financial statements as of December 31, 2014.

 

The individual quarterly information, identified as “Company” was prepared according to the accounting practices adopted in Brazil and the standards issued by the Accounting Pronouncements Committee (CPCs) and is disclosed together with the consolidated quarterly information.

 

The individual quarterly information of the Company is not deemed in compliance with the IFRS, once it considers the interests capitalization over the qualified assets of the invested in the separate quarterly information of the controlling company. Because there is no difference between net equity and the consolidated income attributable to shareholders of controlling Company, as the consolidated financial statements prepared in accordance with International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB) and the accounting practices adopted in Brazil, and the net equity and the income of the controlling company according to the individual information prepared according to the accounting practices adopted in Brazil, the Company choses to present this individual and consolidated information in a single set.

 

The quarterly information of the Company was prepared and is being presented according to the accounting practices adopted in Brazil, including, including the pronouncements issued by the Accounting Pronouncements Committee (CPCs), countersigned by Securities Commission (CVM) and according to the International Financial Reporting Standards (IFRS) issued by the

International Accounting Standards Board (IASB).

 

Specifically, the consolidated quarterly information is in compliance with the International Financial Reporting Standards (IFRS) applicable to the real estate development entities in Brazil, including the Guideline OCPC 04 – Application of Technical Interpretation ICPC 02 to Brazilian real estate development entities, in relation to the treatment of the revenue recognition for this industry and involves issues related to application of the concept of continuous transfer of risks, benefits and control over the real estate units sales.

 

 

 

58


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

2.    Presentation of quarterly information and summary of significant accounting practices--Continued

 

2.1.    Basis of presentation and preparation of individual and consolidated quarterly information--Continued

 

 

The quarterly information was prepared in the regular course of business. Management makes an assessment of the Company's ability to continue its activities during the preparation of financial statements. The Company is in compliance with respect to the all debt covenants at the issue date of this quarterly information.

All amounts reported in the accompanying quarterly information are in thousands of Reais, except as otherwise stated.

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 2 to the individual and consolidated financial statements as of December 31, 2014.

 

2.1.1.    Consolidated Quarterly Information

 

The accounting practices were uniformly adopted in all subsidiaries included in the consolidated quarterly information and the fiscal year of these companies is the same of the Company. See further details on these subsidiaries and jointly-controlled investees in Note 9.

The other explanations related to this note were not subject to material changes in relation to the disclosures in Note 2.1.1 to the individual and consolidated financial statements as of December 31, 2014.

 

3. Pronouncements (new or revised) and interpretation adopted from January 1, 2015 and new and revised standards and interpretation already issued and not yet adopted.

 

There are no other standards and interpretations issued and not yet adopted that could, in the opinion of Management, produce significant impact on profit or loss for the period or equity reported by the Company.

 

The explanations regarding the pronouncement and interpretation revisions and issues did not have significant changes in relation to those reported in Note 3 to the financial statements as of December 31, 2014.

 

 

59


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

4.    Cash and cash equivalents and short-term investments

 

4.1.    Cash and cash equivalents

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Cash and Banks

20,803

24,501

83,829

85,059

Securities purchased under resale agreements

13,733

9,291

41,771

24,836

Funds held in trust by third parties (a)

-

-

99,143

-

Total Cash and cash equivalents

(Note 21.i.d and 21.ii.a)

34,536

33,792

224,743

109,895

 

(a)     Amount held in trust by Itaú Corretora de Valores S.A., for settlement, on April 1, 2015, of the twelveth installment of interests related to the first placement of debentures of the subsidiary Tenda and the total paid amount was R$99,143 (Note 32 (i)).

 

 

The explanation related to this note was not subject to significant changes in relation to those reported in Note 4.1 to the financial statements as of December 31, 2014.

 

4.2.    Short-term investments

 

Company

Consolidated

 

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Fixed-income investment funds

86,251

183,150

138,686

326,977

Government bonds (LFT)

191,847

43,640

308,477

77,911

Securities purchased under resale agreements

80,718

201,957

130,196

361,226

Bank certificates of deposit

58,479

47,702

125,717

103,219

Restricted cash in guarantees to loans

125,824

98,828

126,391

104,039

Restricted credits

7,266

6,765

61,958

73,987

Total Securities

(Note 21,i,d and 21,ii,a)

550,385

582,042

891,425

1,047,359

           

 

The explanation related to this note was not subject to significant changes in relation to those reported in Note 4.2 to the financial statements as of December 31, 2014.

 

 

 

5.         Trade accounts receivable of development and services

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Real estate development and sales

1,039,831

1,022,938

1,967,397

1,919,846

( - ) Allowance for doubtful accounts and cancelled contracts

(6,242)

(5,616)

(100,867)

(109,893)

( - ) Present value adjustments

(21,814)

(17,095)

(29,890)

(24,642)

Services and construction and other receivables

24,172

24,214

57,113

40,008

 

1,035,947

1,024,441

1,893,753

1,825,319

 

 

 

 

Current

735,530

748,910

1,476,007

1,440,498

Noncurrent

300,417

275,531

417,746

384,821

 

 

 

60


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

5.         Accounts receivable of incorporation and services provided--Continued

 

The current and non-current portions have the following maturities:

 

 

Company

Consolidated

Maturity

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

2015

565,609

771,621

1,338,113

1,575,033

2016

339,099

146,607

443,792

187,719

2017

85,035

63,382

146,625

112,191

2018

16,287

14,291

22,178

18,969

2019 on forward

57,973

51,251

73,802

65,942

 

1,064,003

1,047,152

2,024,510

1,959,854

( - ) Present value adjustment

(21,814)

(17,095)

(29,890)

(24,642)

( - ) Provision for bad debt and terminations

(6,242)

(5,616)

(100,867)

(109,893)

 

1,035,947

1,024,441

1,893,753

1,825,319

 

During the period ended March 31, 2015, the changes in the allowance for doubtful accounts and cancelled contracts are summarized as follows:

 

 

Company

 

 

 

 

Balance on December 31, 2014

(5,616)

 

Additions (Note 23)

(626)

 

Balance on 30 de March of 2015

(6,242)

 

 

 

Consolidated

 

Accounts Receivables

Real Estate for sale

(Note 6)

Net balance

 

 

 

Balance on December 31, 2014

(109,893)

52,309

(57,584)

Additions (Note 23)

(626)

-

(626)

Write-offs (Note 23)

9,652

(9,343)

309

Balance on March 31, 2015

(100,867)

42,966

(57,901)

 

The explanation related to this note was not subject to significant changes in relation to those reported in Note 5 to the financial statements as of December 31, 2014.

 

6.    Properties for sale

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Land

807,013

761,061

1,369,475

1,311,847

( - ) Adjustment to present value

(5,036)

(4,907)

(5,550)

(5,503)

Property under construction

576,686

550,982

901,775

905,190

Real estate cost in the recognition of the provision for cancelled contracts - Note 5

-

-

42,966

52,309

Completed units

101,322

121,040

261,399

260,808

( - ) Provision for impairment of properties for sale

(7,760)

(7,760)

(12,309)

(12,309)

 

1,472,225

1,420,416

2,557,756

2,512,342

 

 

 

 

Current

967,383

932,681

1,788,967

1,695,817

Noncurrent

504,842

487,735

768,789

816,525

 

There was no change in the provision for realization of properties for sale in the period ended March 31, 2015.

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 6 to the financial statements as of December 31, 2014.

 

61


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

 

 

7.    Other Accounts Receivables

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Advance payment to suppliers

3,760

1,848

6,612

5,082

Recoverable taxes (IRRF, PIS, COFINS, among others)

19,140

20,830

75,984

76,000

Judicial deposit (Note 17)

120,153

123,510

151,050

154,939

Other

62

64

5,111

5,125

 

 

 

 

 

143,115

146,252

238,757

241,146

 

 

 

 

Current portion

53,513

61,355

124,268

128,905

Noncurrent portion

89,602

84,897

114,489

112,241

 

8.    Non-current assets held for sale

 

8.1 Land available for sale

      

       The changes in land available for sale are summarized as follows:

 

 

Consolidated

 

Cost

Provision for impairment

Net balance

 

 

 

 

Balance on December 31, 2014

161,737

(51,174)

110,563

Additions

2,926

-

2,926

Balance on March 31, 2015

164,663

(51,174)

113,489

 

 

 

Gafisa and SPEs

32,928

(26,854)

6,074

Tenda and SPEs

131,735

(24,320)

107,415

 

 

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 8.1 to the financial statements as of December 31, 2014.

 

62


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

9.    Investments in ownership interests

 

(i)      Ownership interests

 

(a)    Information on subsidiaries and jointly-controlled investees

 

 

 

 

 

 

 

 

 

 

 

Company

Consolidated

 

 

Interest - %

Asset total

Liabilities total

Net equity and adv, payment for future capital increase

Profit (loss) of the period

Investments

Equity accounting

Investments

Equity accounting

Direct invested

 

03/31/2015

12/31/2014

03/31/2015

03/31/2015

03/31/2015

12/31/2014

 

03/31/2015

03/31/2014

03/31/2015

12/31/2014

03/31/2015

03/31/2014

03/31/2015

12/31/2014

03/31/2015

03/31/2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Construtora Tenda S/A

-

100%

100%

2,149,281

1,070,833

1,078,448

1,058,477

 

11,446

(37,460)

1,070,450

1,058,477

11,446

(37,460)

-

-

-

-

Alphaville Urbanismo S.A

-

30%

30%

2,225,440

1,608,424

617,016

561,664

 

35,242

9,413

185,472

168,499

16,973

(1,143)

185,472

168,499

16,973

(3,427)

Gafisa SPE 26 Emp. Imob. Ltda.

-

100%

100%

175,745

7,472

168,273

167,946

 

327

4,029

168,273

167,946

327

-

-

-

-

-

Gafisa SPE-89 Emp. Imob. Ltda.

-

100%

100%

82,528

14,337

68,190

66,561

 

1,629

(3,328)

68,190

66,561

1,629

(3,328)

-

-

-

-

Gafisa SPE-51 Emp. Imob. Ltda.

-

100%

100%

51,531

4,978

46,553

58,028

 

309

(131)

46,553

58,028

309

(131)

-

-

-

-

Gafisa SPE 72 Emp. Imob. Ltda.

-

100%

100%

54,789

10,770

44,019

44,102

 

(83)

658

44,019

44,102

(83)

658

-

-

-

-

Gafisa SPE-116 Emp. Imob. Ltda.

(a)

50%

50%

85,437

3,749

81,688

78,620

 

3,068

(2,312)

40,844

39,310

1,534

(1,156)

40,844

39,310

1,534

(1,156)

Gafisa SPE- 130 Emp. Imob. Ltda

-

100%

100%

60,375

22,038

38,337

37,255

 

1,082

(256)

38,337

37,255

1,082

(256)

-

-

-

-

Gafisa SPE - 121 Emp. Imob. Ltda.

-

100%

100%

126,378

90,212

36,167

26,746

 

9,420

3,675

36,167

26,746

9,420

3,675

-

-

-

-

Manhattan Square Em. Im. Res. 02 Ltda

-

100%

100%

35,474

76

35,398

35,398

 

-

-

35,398

35,398

-

-

-

-

-

-

SPE Parque Ecoville Emp. Imob. Ltda

-

100%

100%

85,025

50,105

34,920

36,673

 

(1,753)

(1,523)

34,920

36,673

(1,753)

(1,523)

-

-

-

-

Varandas Grand Park Em. Im. Ltda

(a)

50%

50%

139,205

78,118

61,087

56,761

 

1,175

5,159

30,543

28,380

718

2,806

30,543

28,380

718

2,806

Gafisa SPE-107 Emp. Imob. Ltda.

-

100%

100%

32,399

3,209

29,191

29,194

 

(4)

3

29,191

29,194

(4)

3

-

-

-

-

Sitio Jatiuca Emp. Imob. SPE Ltda

(a)

50%

50%

61,062

4,854

56,208

55,654

 

554

642

28,104

27,827

277

321

28,104

27,827

277

321

Gafisa SPE-41 Emp. Imob. Ltda.

-

100%

100%

27,467

1,017

26,450

26,387

 

63

134

26,450

26,387

63

134

-

-

-

-

Verdes Pracas Incorp. Imob. SPE Ltda.

-

100%

100%

26,384

147

26,237

26,230

 

7

228

26,237

26,230

7

228

-

-

-

-

Parque Arvores Empr. Imob. Ltda.

(a)

50%

50%

54,173

3,095

51,078

39,599

 

271

640

25,539

24,502

1,000

320

25,539

24,502

1,000

320

Gafisa SPE-111 Emp. Imob. Ltda.

-

100%

100%

94,899

69,752

25,148

21,588

 

3,559

5,246

25,148

21,588

3,559

5,246

-

-

-

-

Gafisa and Ivo Rizzo SPE-47 Ltda

(a)

80%

80%

31,458

34

31,424

31,442

 

(28)

(1)

25,140

25,153

(22)

(1)

25,140

25,153

(22)

(1)

Gafisa SPE-110 Emp. Imob. Ltda.

-

100%

100%

45,939

23,371

22,568

24,115

 

(1,547)

3,412

22,568

24,115

(1,547)

3,412

-

-

-

-

Gafisa SPE - 123 Emp. Imob. Ltda.

-

100%

100%

116,994

94,448

22,547

23,600

 

(1,053)

2,665

22,547

23,600

(1,053)

2,665

-

-

-

-

Gafisa SPE-112 Emp. Imob. Ltda.

-

100%

100%

23,969

2,231

21,739

21,742

 

(3)

489

21,739

21,742

(3)

489

-

-

-

-

Maraville Gafsa SPE Emp. Imob. Ltda.

-

100%

100%

57,902

39,106

18,795

18,776

 

20

1,559

18,795

18,776

20

1,559

-

-

-

-

Edsp 88 Participações S.A.

-

100%

100%

33,433

14,734

18,700

18,746

 

(46)

(472)

18,700

18,746

(46)

(472)

-

-

-

-

Manhattan Square Em. Im. Com. 02 Ltda

-

100%

100%

18,024

68

17,956

17,956

 

-

-

17,956

17,956

-

-

-

-

-

-

Gafisa SPE 46 Emp. Imob. Ltda.

-

100%

100%

18,094

520

17,574

17,466

 

109

206

17,574

17,466

109

124

-

-

-

124

Gafisa SPE 30 Emp. Imob. Ltda.

-

100%

100%

63,773

47,593

16,180

16,140

 

40

26

16,180

16,140

40

26

-

-

-

-

Gafisa SPE-106 Emp. Imob. Ltda.

-

100%

100%

17,257

1,618

15,639

15,642

 

(4)

(1,321)

15,639

15,642

(4)

(1,321)

-

-

-

-

Gafisa SPE-92 Emp. Imob. Ltda.

-

100%

100%

16,655

1,030

15,625

15,547

 

78

(36)

15,625

15,547

78

(36)

-

-

-

-

Diodon Participações Ltda

-

100%

100%

15,267

-

15,267

15,080

 

295

28

15,375

15,080

295

28

-

-

-

-

Fit 13 Spe Empr. Imob. Ltda.

(a)

50%

50%

37,092

6,599

30,493

31,476

 

(984)

194

15,246

15,738

(492)

97

-

-

-

-

Gafisa SPE 33 Emp. Imob. Ltda.

-

100%

100%

14,333

-

14,333

14,267

 

66

29

14,333

14,267

66

29

-

-

-

-

Gafisa SPE 71 Emp. Imob. Ltda.

(a)

100%

100%

15,815

1,751

14,065

14,242

 

(177)

478

14,065

14,242

(177)

382

-

-

-

382

Gafisa SPE - 122 Emp. Imob. Ltda.

-

100%

100%

39,756

27,101

12,655

10,125

 

2,530

(49)

12,655

10,125

2,530

(49)

-

-

-

-

Gafisa SPE 65 Emp. Imob. Ltda.

-

100%

100%

20,129

8,556

11,573

11,490

 

83

585

11,573

11,490

83

468

-

-

-

468

Alto Da Barra De Sao Miguel Em. Im. SPE Ltda

(a)

50%

50%

23,875

866

23,009

22,504

 

505

408

11,505

11,252

252

204

11,505

11,252

252

204

Parque Aguas Empr. Imob. Ltda.

(a)

50%

50%

24,824

1,913

22,911

17,046

 

(98)

1,830

11,456

11,589

(133)

915

11,456

11,589

(133)

915

Blue I SPE - Plan., Prom., Inc. and Venda Ltda.

-

100%

100%

11,247

401

10,846

10,862

 

(16)

(94)

10,846

10,862

(16)

(94)

-

-

-

-

Città Ville SPE Emp. Imob. Ltda.

-

50%

50%

24,096

2,974

21,121

21,126

 

(2)

(173)

10,561

10,563

(1)

(87)

-

-

-

-

Gafisa SPE - 120 Emp. Imob. Ltda.

-

100%

100%

36,189

25,663

10,526

8,682

 

1,844

1,943

10,526

8,682

1,844

1,943

-

-

-

-

Gafisa SPE 55 Emp. Imob. Ltda.

-

80%

80%

14,847

2,286

12,560

12,459

 

101

2,486

10,048

9,967

81

-

10,048

9,967

81

-

Gafisa SPE-113 Emp. Imob. Ltda.

(a)

60%

60%

73,961

58,180

15,781

17,122

 

(1,340)

451

9,469

10,273

(804)

271

9,469

10,273

(804)

271

Gafisa SPE 36 Emp. Imob. Ltda.

-

100%

100%

24,861

16,825

8,035

8,007

 

29

43

8,035

8,007

29

43

-

-

-

-

Gafisa SPE-81 Emp. Imob. Ltda.

-

100%

100%

68,253

60,242

8,012

6,032

 

1,980

1,412

8,012

6,032

1,980

1,412

-

-

-

-

Gafisa SPE-38 Emp. Imob. Ltda.

-

100%

100%

8,087

117

7,971

7,971

 

(1)

8

7,971

7,971

(1)

8

-

-

-

-

(*) It include companies with balance of investments lower than R$ 5,000.

 

 

63


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

9.   Investments in ownership interests--Continued

 

(i)      Ownership interests--Continued

 

(a)    Information on subsidiaries and jointly-controlled investees --Continued

 

 

 

 

 

 

 

 

 

 

 

Company

Consolidated

 

 

Interest - %

Asset total

Liabilities total

Net equity and adv. payment for future capital increase

Profit (loss) of the period

Investments

Equity accounting

Investments

Equity accounting

Direct invested

 

03/31/2015

12/31/2014

03/31/2015

03/31/2015

03/31/2015

12/31/2014

 

03/31/2015

03/31/2014

03/31/2015

12/31/2014

03/31/2015

03/31/2014

03/31/2015

12/31/2014

03/31/2015

03/31/2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Atins Emp. Imob.s Ltda.

(a)

50%

50%

26,690

10,955

15,735

15,402

 

2

343

7,868

7,701

1

171

7,868

7,701

1

-

Gafisa SPE-109 Emp. Imob. Ltda.

-

100%

100%

8,780

1,496

7,285

7,292

 

(7)

221

7,285

7,292

(7)

221

-

-

-

-

Aram Spe Empr. Imob. Ltda.

-

100%

100%

7,634

920

6,714

6,977

 

266

1,600

6,714

6,977

(264)

1,303

-

-

-

1,303

Gafisa SPE-37 Emp. Imob. Ltda.

-

100%

100%

7,635

925

6,710

6,693

 

16

38

6,710

6,693

16

38

-

-

-

-

Gafisa SPE-90 Emp. Imob. Ltda.

-

100%

100%

11,853

5,348

6,505

6,536

 

(32)

63

6,505

6,536

(32)

63

-

-

-

-

Gafisa SPE-85 Emp. Imob. Ltda.

(a)

80%

80%

42,679

35,252

7,426

7,739

 

(312)

408

5,941

6,191

(250)

326

5,941

6,191

(250)

326

Costa Maggiore Empr. Imob. Ltda.

(a)

50%

50%

14,068

2,263

11,805

11,989

 

163

340

5,903

5,994

262

293

5,903

5,994

262

293

Gafisa SPE-77 Empreendimentos Imobiliários Ltda.

-

65%

65%

24,907

16,466

8,441

6,039

 

189

(1,316)

5,487

3,925

1,562

(855)

-

-

-

-

Dubai Residencial Empr. Imob. Ltda.

(a)

50%

50%

11,307

505

10,802

11,061

 

(46)

755

5,401

5,531

2

377

5,401

5,531

2

377

Prime Empr. Imob. Ltda.

-

50%

50%

16,892

6,124

10,768

10,874

 

(69)

437

5,384

5,437

(149)

219

5,384

5,437

(149)

219

O Bosque Empr. Imob. Ltda.

(a)

60%

60%

8,664

243

8,421

8,453

 

(13)

(459)

5,053

5,072

(19)

(275)

5,053

5,072

(19)

(275)

Gafisa SPE-22 Emp. Imob. Ltda.

-

100%

100%

5,749

749

5,000

5,063

 

(62)

-

5,000

5,063

(62)

-

-

-

-

-

Adjustment OCPC01 - juros capitalizados

(b)

 

 

-

-

-

-

 

-

-

32,600

27,237

5,363

(505)

-

-

-

-

Other (*)

 

 

 

428,857

451,252

(22,399)

91,297

 

1,151

(36,253)

53,479

145,162

5,737

(8,321)

20,781

16,784

671

(1,204)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gafisa SPE 55 Emp. Imob. Ltda.

-

80%

80%

-

-

-

-

 

101

2,486

-

-

-

-

-

-

-

1,989

Saí Amarela S.A.

-

50%

50%

2,332

67

2,265

2,354

 

(102)

(26)

-

-

-

-

1,126

918

(51)

(13)

Gafisa SPE-51 Emp. Imob. Ltda.

-

60%

60%

2,851

1,084

1,768

3,954

 

768

63

-

-

-

-

1,061

2,372

461

38

Others (*)

-

 

 

1,044

84

959

934

 

12

11

-

-

-

-

429

417

87

(31)

Indirect jointly-controlled investees of Gafisa

-

 

 

6,227

1,235

4,992

7,242

 

779

2,534

-

-

-

-

2,616

3,707

497

1,983

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acedio SPE Emp. Imob. Ltda.

-

55%

55%

4,950

20

4,930

4,883

 

-

6

-

-

-

-

2,711

2,685

-

3

Maria Inês SPE Emp. Imob. Ltda.

-

60%

60%

21,345

398

20,947

20,914

 

34

38

-

-

-

-

12,568

12,548

20

23

Fit 02 SPE Emp. Imob. Ltda.

-

60%

60%

12,607

618

11,989

11,942

 

47

42

-

-

-

-

7,194

7,165

28

25

Fit Jardim Botânico SPE Emp. Imob. Ltda.

-

55%

55%

39,944

1,328

38,616

38,559

 

58

(162)

-

-

-

-

21,239

21,207

32

(89)

Fit 11 SPE Emp. Imob. Ltda.

-

70%

70%

48,615

16,794

31,821

29,604

 

(47)

(768)

-

-

-

-

22,274

20,723

(33)

(538)

Fit 31 SPE Emp. Imob. Ltda.

-

70%

70%

22,211

2,730

19,481

11,759

 

(678)

(336)

-

-

-

-

13,637

8,231

(475)

(235)

Fit 34 SPE Emp. Imob. Ltda.

-

70%

70%

33,570

1,389

32,181

31,746

 

438

444

-

-

-

-

22,527

22,221

306

311

Fit 03 SPE Emp. Imob. Ltda.

-

80%

80%

11,631

725

10,906

10,807

 

98

510

-

-

-

-

8,725

8,646

79

408

Fit Campolim SPE Emp. Imob. Ltda.

-

55%

55%

6,754

14

6,740

6,727

 

-

-

-

-

-

-

3,707

3,699

-

-

Fit 13 SPE Emp. Imob. Ltda.

-

50%

50%

37,092

6,599

30,493

31,476

 

(984)

194

-

-

-

-

17,397

18,399

(979)

194

Imbuí I SPE Emp. Imob. Ltda.

-

50%

50%

9,387

687

8,700

8,813

 

(112)

42

-

-

-

-

4,350

4,406

(56)

15

Città Ipitanga SPE Emp. Imob. Ltda.

-

50%

50%

12,696

1,095

11,599

11,703

 

(104)

(54)

-

-

-

-

5,800

5,852

(52)

(25)

Grand Park - Pq. dos Pássaros SPE Emp. Imob. Ltda.

-

50%

50%

44,587

3,211

41,376

26,453

 

1,644

804

-

-

-

-

20,688

18,646

822

410

Citta Itapua Emp. Imob. SPE Ltda.

-

50%

50%

14,089

1,851

12,238

12,431

 

8

(27)

-

-

-

-

6,119

6,215

4

(28)

SPE Franere Gafisa 08 Emp. Imob. Ltda.

-

50%

50%

61,453

22,697

38,756

37,618

 

(145)

413

-

-

-

-

19,378

18,809

(72)

207

Other

-

0%

0%

-

-

-

-

 

-

(507)

-

-

-

-

1

-

-

(416)

Indirect jointly-controlled investees of Tenda

-

 

 

380,931

60,156

320,773

295,435

 

257

639

-

-

-

-

188,315

179,452

(376)

265

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Subtotal

 

 

 

7,466,595

4,075,302

3,391,291

3,374,638

 

70,975

(29,727)

2,513,304

2,558,937

61,772

(26,536)

625,382

592,621

20,515

4,514

(*) It include companies with balance of investments lower than R$ 5,000.

 

 

64


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

 

9.   Investments in ownership interests--Continued

 

(i)      Ownership interests--Continued

 

(a)    Information on subsidiaries and jointly-controlled investees—Continued

 

 

 

 

 

 

 

 

 

 

 

Company

Consolidated

 

 

Interest - %

Asset total

Liabilities total

Net equity and adv. payment for future capital increase

Profit (loss) of the period

Investments

Equity accounting

Investments

Equity accounting

Direct invested

 

03/31/2015

12/31/2014

03/31/2015

03/31/2015

03/31/2015

12/31/2014

 

03/31/2015

03/31/2014

03/31/2015

12/31/2014

03/31/2015

03/31/2014

03/31/2015

12/31/2014

03/31/2015

03/31/2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill on acquisition of subsidiaries

(c)

 

 

 

 

 

 

 

 

 

25.476

25.476

-

-

-

-

-

-

Goodwill based on inventory surplus

-

 

 

 

 

 

 

 

 

 

62.343

62.343

-

-

-

-

-

-

Addition to remeasurement of investment in associate

(d)

 

 

 

 

 

 

 

 

 

375.853

375.853

-

-

375.853

375.853

-

-

Total Investments

 

 

 

 

 

 

 

 

 

 

2.976.976

3.022.609

61.772

(26.536)

1.001.235

968.393

20.515

4.514

(*) It include companies with balance of investments lower than R$ 5.000.

 

 

 

 

 

 

 

 

 

 

 

 

 

Company

Consolidated

 

Interest - %

Asset total

Liabilities total

Net equity and adv. payment for future capital increase

Profit (loss) of the period

Provision for overdrawn liabilities

Equity accounting

Provision for overdrawn liabilities

Equity accounting

Direct invested

03/31/2015

12/31/2014

03/31/2015

03/31/2015

03/31/2015

12/31/2014

 

03/31/2015

03/31/2014

03/31/2015

12/31/2014

03/31/2015

03/31/2014

03/31/2015

12/31/2014

03/31/2015

03/31/2014

Provision for net capital deficiency (e):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manhattan Residencial 01 Spe Ltda

50%

50%

51,302

121,391

(70,089)

(65,678)

 

(2,097)

(5,364)

(35,045)

(32,839)

(2,205)

(3,270)

(35,045)

(32,839)

(2,205)

(3,270)

Gafisa Vendas Interm. Imobiliaria Ltda

100%

100%

6,759

23,683

(16,924)

(15,604)

 

(1,320)

(1,297)

(16,924)

(15,604)

(1,320)

(1,297)

-

-

-

-

Gafisa SPE 69 Emp. Imob. Ltda.

100%

100%

557

7,530

(6,973)

(5,810)

 

(1,162)

(1,772)

(6,973)

(5,810)

(1,162)

(1,772)

-

-

-

-

Gafisa SPE-117 Emp. Imob. Ltda.

100%

100%

15,905

21,439

(5,534)

(5,144)

 

(390)

(421)

(5,534)

(5,144)

(390)

(421)

-

-

-

-

Others (*)

 

 

31,685

37,528

(5,842)

6,616

 

(531)

(204)

(5,788)

(6,525)

(519)

1,922

(9,148)

(42)

472

(2,261)

Total provision for capital deficiency

 

 

106,208

211,571

(105,362)

(85,620)

 

(5,500)

(9,058)

(70,264)

(65,922)

(5,596)

(4,838)

(44,193)

(32,881)

(1,733)

(5,531)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Income from equity method investments

 

 

 

 

 

 

 

 

 

 

 

56,176

(31,374)

 

 

18,782

(1,017)

 

(a)   Jointly controlled entities.

(b)   Charges of the parent company not appropriated to the profit or loss of subsidiaries, as required by paragraph 6 of OCPC01.

(c)   See composition in Note 11.

(d)   Amount related to the addition of the remeasurement of the portion of the remaining investment of 30% in the associate AUSA, in the amount of R$375,853.

(e)   Provision for capital deficiency is recorded in account “Other payables” (Note 16)

 

 

 

65


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

 

9.   Investments in ownership interests--Continued

 

(b)    Change in investments

 

 

 

 

 

 

 

Company

Consolidated

 

 

 

 

Balance on December 31, 2014

 

3,022,609

968,393

Income from equity method investments

 

61,772

20,515

Capital contribution (decrease)

 

(68,038)

17,629

Dividends received

 

(35,835)

-

Other Investments

 

(3,532)

(5,302)

Balance on March 31, 2015

 

2,976,976

1,001,235

 

 

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 9 to the financial statements as of December 31, 2014.

 

66


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

10.  Property and equipment

 

 

 

Company

Consolidated

 

Description

12/31/2014

Additions

Write-offs

100% deprecated items

03/31/2015

12/31/2014

Additions

Write-offs

100% deprecated items

03/31/2015

Cost

 

 

 

 

 

 

 

 

 

 

Hardware

11,732

939

-

(115)

12,556

22,333

949

-

(204)

23,078

Leasehold improvements and installations

9,049

78

-

-

9,127

24,516

143

-

(401)

24,258

Furniture and fixtures

679

-

-

-

679

5,453

43

-

-

5,496

Machinery and equipment

2,640

-

-

-

2,640

4,020

-

-

-

4,020

Molds

-

-

-

-

-

10,035

123

-

-

10,158

Sales stands

11,781

100

(142)

(1,060)

10,679

15,083

712

(216)

(1,060)

14,519

 

35,881

1,117

(142)

(1,175)

35,681

81,440

1,970

(216)

(1,665)

81,529

 

 

 

 

 

 

 

 

 

 

Accrued depreciation

 

 

 

 

 

 

 

 

 

 

Hardware

(6,047)

(612)

-

115

(6,544)

(11,457)

(1,142)

-

204

(12,395)

Leasehold improvements and installations

(4,171)

(516)

-

-

(4,687)

(12,225)

(1,530)

-

401

(13,354)

Furniture and fixtures

(218)

(17)

-

-

(235)

(3,115)

(138)

-

-

(3,253)

Machinery and equipment

(1,080)

(66)

-

-

(1,146)

(1,498)

(101)

-

-

(1,599)

Molds

-

-

-

-

-

(915)

(502)

-

-

(1,417)

Sales stands

(2,236)

(2,115)

142

1,060

(3,149)

(3,539)

(2,607)

216

1,060

(4,870)

 

(13,752)

(3,326)

142

1,175

(15,761)

(32,749)

(6,020)

216

1,665

(36,888)

 

 

 

 

 

 

 

 

 

 

 

 

22,129

(2,209)

-

-

19,920

48,691

(4,050)

-

-

44,641

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 10 to the financial statements as of December 31, 2014.

 

11.  Intangible Assets

 

 

 

Company

 

12/31/2014

 

 

 

03/31/2015

 

Balance

Additions

Write-offs/ amortization

100% amortized items

Balance

 

 

 

 

 

 

Software – Cost

76,535

3,160

-

(10,085)

69,610

Software – Depreciation

(42,624)

-

(3,771)

10,085)

(36,310)

Other

4,796

797

(775)

-

4,818

 

38,707

3,957

(4,546)

-

38,118

 

 

 

 

 

 

Consolidated

 

12/31/2014

 

 

 

03/31/2015

 

Balance

Additions

Write-offs/

amortization

100% amortized items

Balance

Goodwill

 

 

 

 

 

AUSA (Note 9)

25,476

-

-

-

25,476

Cipesa

40,687

-

-

-

40,687

Provision for impairment of goodwill

(40,687)

-

-

-

(40,687)

 

25,476

-

-

-

25,476

 

 

 

 

 

 

Software – Cost

101,581

3,228

-

(13,687)

91,122

Software – Depreciation

(58,555)

-

(4,845)

13,687

(49,713)

Other

8,401

797

(1,364)

-

7,834

 

51,427

4,025

(6,209)

-

49,243

 

 

 

 

 

 

76,903

4,025

(6,209)

-

74,719

           

 

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 11 to the financial statements as of December 31, 2014.

 

The Company evaluates the recovery of the carrying amount of goodwill at the end of each year. As of March 31, 2015, the Company did not identify any indication of impairment in the carrying amount of goodwill.

 

 

67


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

12.  Loans and financing

 

 

 

 

Company

Consolidated

Type

Maturity

Annual interest rate

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

 

 

National Housing System - SFH /SFI

April 2015 to February 2019

8.30% to 11.00% + TR

117% do CDI

12.87% Fixed

931,410

925,163

1,103,283

1,128,514

Certificate of Bank Credit - CCB

June 2015

to June 2017

117.9% do CDI

2.20% + CDI

13.20% Fixed

264,102

268,911

264,102

268,911

 

 

 

1,195,512

1,194,074

1,367,385

1,397,425

 

 

 

 

 

 

Current portion

 

 

450,831

443,802

546,115

550,058

Noncurrent portion

 

 

744,681

750,272

821,270

847,367

 

The maturities of the current and non-current installments are as follows:  

 

 

Company

 

Consolidated

Maturity

03/31/2015

12/31/2014

 

03/31/2015

12/31/2014

 

 

 

 

 

 

2015

282,394

443,802

 

345,563

550,058

2016

594,710

431,312

 

669,202

506,207

2017

237,236

235,752

 

264,165

252,605

2018

81,172

83,208

 

88,391

88,555

2019

-

-

 

64

-

 

1,195,512

1,194,074

 

1,367,385

1,397,425

 

The Company and its subsidiaries have restrictive covenants under certain loans and financing that limit their ability to perform certain actions, such as the issuance of debt, and that could require the early redemption or refinancing of loans if the Company does not fulfill such covenants. The ratio and minimum and maximum amounts required under such restrictive covenants as of March 31, 2015 and December 31, 2014 are disclosed in Note 13.

 

The following table shows the summary of financial expenses and charges and the capitalized rate in the accounts “properties for sale”.

 

 

 

Company

Consolidated

 

03/31/2015

03/31/2014

03/31/2015

03/31/2014

 

 

 

 

Total of financial charges of the period

61,678

49,631

70,237

59,271

Capitalized financial charges

(42,621)

(19,534)

(46,405)

(23,597)

 

 

 

 

Financial expenses (Note 25)

19,057

30,097

23,832

35,674

 

 

 

 

Financial charges included under “Properties for sale”:

 

 

 

 

 

 

 

 

 

Opening Balance

220,959

142,860

276,613

214,298

Capitalized financial charges

42,621

19,534

46,405

23,597

Charges allocated to income (Note 24)

(24,962)

(19,009)

(30,102)

(34,745)

 

 

 

 

Closing Balance

238,618

143,385

292,916

203,150

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 12 to the financial statements as of December 31, 2014.

 

 

68


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

13.  Debentures

 

 

 

 

 

Company

Consolidated

Program/placement

Principal - R$

Annual interest

Final Maturity

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

 

 

 

Seventh placement

525,000

TR + 9.8205%

December 2017

515,229

502,033

515,229

502,033

Eighth placement/first series

144,214

CDI + 1.95%

October 2015

152,661

147,640

152,661

147,640

Eighth placement/second series

11,573

IPCA + 7.96%

October 2016

16,034

15,185

16,034

15,185

Ninth placement (i)

130,000

CDI + 1.90%

July 2018

130,525

134,624

130,525

134,624

Tenth placement (ii)

55,000

IPCA + 8.22%

January 2020

57,139

-

57,139

-

First placement (Tenda)

380,000

TR + 9.25%

October 2016

-

-

398,980

389,617

 

 

 

 

871,588

799,482

1,270,568

1,189,099

 

 

 

 

 

 

 

 

Current portion

 

 

 

329,876

314,770

528,856

504,387

Non-current portion

 

 

 

541,712

484,712

741,712

684,712

               

 

 

(i)   On January 28, 2015, the Company made the payment in the amount of R$8,728 related to the interest payable of this placement.

 

(ii)  On December 10, 2014, the Board of Directors of the Company approved the placement for private distribution of the 10th placement, being the 2nd private placement of unconvertible debentures, with floating and secured guarantee, in sole series in the amount of R$55,000, fully paid on January 30, 2015 and with final maturity on January 20, 2020. The funds raised in the placement shall be used for developing select real estate ventures and its secured guarantee is represented by the collateral of the lands owned by the Company to be developed in future periods. The Face Value of the Placement shall be adjusted by the cumulative variation of the IPCA and on it interest of 8.22% p.a. shall be accrued.

 

The maturities of the current and non-current installments are as follows:

 

 

Company

Consolidated

Maturity

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

2015

329,467

314,770

528,447

504,387

2016

176,760

175,778

376,760

375,778

2017

244,690

244,690

244,690

244,690

2018

83,051

64,244

83,051

64,244

2019 on forward

37,620

-

37,620

-

 

871,588

799,482

1,270,568

1,189,099

 

 

69


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

13.  Debentures--Continued

 

The ratio and minimum and maximum amounts required under these restrictive covenants as of March 31, 2015 and December 31, 2014 are as follows:

 

 

03/31/2015

12/31/2014

Seventh placement

 

 

Total account receivable plus inventory required to be below zero or 2.0 times over net debt less venture debt (3)

-11.11 times

-9.33 times

Total debt less venture debt (3), less cash and cash equivalents and short-term investments (1), cannot exceed 75% of equity plus noncontrolling interests

-16.14%

-19.32%

Total account receivable plus unearned revenue plus total inventory of finished units required to be at least 1.5 times over net debt plus payable for purchase of properties plus unappropriated cost

2.01 times

2.10 times

 

 

 

Eighth placement - first and second series and Loans and Financing

 

 

Total account receivable plus inventory of finished units required to be below zero or 2.0 times over net debt less venture debt

-6.23 times

-5.32 times

Total debt less venture debt, less cash and cash equivalents and short-term investments (1), cannot exceed 75% of equity plus noncontrolling interests

-16.14%

-19.32%

 

 

 

Ninth placement

 

 

Total account receivable plus inventory required to be below zero or greater than 2.0 times over net debt

3.62 times

3.86 times

Net debt cannot exceed 100% of equity plus noncontrolling interests

49.56%

46.73%

 

 

 

Tenth placement

 

 

Total account receivable plus inventory required to be below zero or 2.0 times over net debt less venture debt (3)

-11.11 times

n/a

Total debt less venture debt (3), less cash and cash equivalents and short-term investments (1), cannot exceed 75% of equity plus noncontrolling interests

-16.14%

n/a

 

 

 

 

 

03/31/2015

12/31/2014

First placement – Tenda

 

 

Total accounts receivable plus inventory required to be either greater than or equal to 2.0 times net debt less debt with secured guarantee (3) or below zero, considering that TR(2) plus TE(4) is always above zero.

-3.43 times

-2.75 times

Net debt less debt with secured guarantee (3) shall not be in excess of 50% of equity.

-40.71%

-46.72%

Total account receivable plus unearned revenue plus total inventory of finished units required to be greater than 1.5 times the net debt plus payable for purchase of properties plus unappropriated cost or below zero

2.50 times

2.89 times

 

 

(1)   Available funds is referred to cash and cash equivalents and Securities.

(2)   Total of receivables, whenever mentioned, is related to the amount reflected in the Balance Sheet plus the installment not stated in the Balance Sheet

(3)   Debt of projects and debts with in real guarantee is referred to debts SFH, as well as sum of every agreement of loans disbursed, the funds of which are arising from SHF, as well as debt related to seventh issue.

(4)   Total of inventories.

 

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 13 to the financial statements as of December 31, 2014.

 

 

 

70


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

14.  Obligations assumed on assignment of receivables

 

The Company’s transactions of assignment of receivables portfolio  are as follows:

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Assignment of credit rights:

 

 

 

 

Obligation CCI jun/11

5,103

5,678

7,841

8,851

Obligation CCI dec/11

2,491

2,897

3,462

3,985

Obligation CCI jul/12

1,343

1,483

1,343

1,483

Obligation CCI nov/12

-

-

5,642

6,151

Obligation CCI dec/12

7,627

8,604

7,627

8,604

Obligation CCI nov/13

3,630

3,451

8,799

9,459

Obligation CCI nov/14

8,125

9,407

10,240

11,513

Obligation FIDC

2,563

2,976

5,288

6,083

 

 

 

 

 

 

30,882

34,496

50,242

56,129

 

 

 

 

Current portion

12,431

14,128

21,761

24,135

Non-current portion

18,451

20,368

28,481

31,994

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 14 to the financial statements as of December 31, 2014.

 

15.  Payables to venture partners

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Usufruct of shares

10,794

10,794

13,430

11,030

 

 

 

 

 

10,794

10,794

13,430

11,030

 

 

 

 

Current portion

6,081

6,081

8,717

6,317

Noncurrent portion

4,713

4,713

4,713

4,713

 

The maturities of current and non-current portions are as follows:

 

 

 

 

 

 

 

Company

 

Consolidated

 

03/31/2015

12/31/2014

 

03/31/2015

12/31/2014

 

 

 

 

 

 

2015

6,081

6,081

 

8,717

6,317

2016

3,573

3,573

 

3,573

3,573

2017

1,140

1,140

 

1,140

1,140

Total

10,794

10,794

 

13,430

11,030

 

 

       The other explanation related to this note was not subject to significant changes in relation to those reported in Note 15 to the financial statements as of December 31, 2014.

 

 

71


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

16.  Other payables

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Acquisition of interests

-

-

-

2,395

Provision for penalties for delay in construction works

2,714

3,541

5,584

7,663

Cancelled contract payable

12,994

10,557

29,813

27,607

Warranty provision

38,102

30,858

59,092

52,167

Deferred sales taxes (PIS and COFINS)

10,749

9,507

16,053

14,163

Provision for net capital deficiency (Note 9)

70,264

65,923

44,193

32,882

Long-term suppliers

5,834

6,158

7,541

12,117

Other liabilities

10,588

19,185

36,504

39,446

 

 

 

 

 

 

151,245

145,729

198,780

188,440

 

 

 

 

 

Current portion

135,361

128,567

165,453

157,896

Non-current portion

15,884

17,162

33,327

30,544

 

 

17.  Provisions for legal claims and commitments

                                                                                               

During the period ended March 31, 2015, the changes in the provisions are summarized as follows:

 

 

 

Company

Civil lawsuits

Tax proceedings

Labor claims

Total

Balance at December 31, 2014

124,175

218

45,447

169,840

Additional provision (Note 24)

11,545

20

7,146

18,711

Payments and reversal of provision not used

(7,710)

(20)

(1,668)

(9,398)

Balance at March 31, 2015

128,010

218

50,925

179,153

 

 

 

 

Current portion

90,603

218

12,496

103,317

Non-current portion

37,407

-

38,429

75,836

 

Consolidated

Civil lawsuits

Tax proceedings

Labor claims

Total

Balance at December 31, 2014

157,842

414

81,318

239,574

Additional provision (Note 24)

16,156

32

9,882

26,070

Payments and reversal of provision not used

(12,098)

(39)

(6,200)

(18,337)

Balance at March 31, 2015

161,900

407

85,000

247,307

 

 

 

 

Current portion

90,603

218

12,496

103,317

Non-current portion

71,297

189

72,504

143,990

 

 

(a)      Civil lawsuits, tax procceedings and labor claims

 

As of March 31, 2015, the Company and its subsidiaries have deposited in court the amount of R$120,153 (R$123,510 in 2014) in the Company’s statement , and R$151,050 (R$154,939 in 2014) in the consolidated statement (Note 7).

 

   

Company

Consolidated

 

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

 

Civil lawsuits

 

81,243

88,378

99,726

106,731

Tax proceedings

 

12,311

12,311

12,350

12,350

Labor claims

 

26,599

22,821

38,974

35,858

 

120,153

123,510

151,050

154,939

 

 

72


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

17.  Provisions for legal claims and commitments --Continued

 

(i)      Lawsuits in which likelihood of loss is rated as possible

 

As of March 31, 2015, the Company and its subsidiaries are aware of other claims and civil, labor and tax risks. Based on the history of probable processes and the specific analysis of main claims, the measurement of claims with likelihood of loss considered possible amounted to R$581,482 (R$561,056 in 2014), based on average past outcomes adjusted to current estimates, for which the Company’s Management believes it is not necessary to recognize a provision for possible losses. The change in the period was caused by the higher volume of lawsuits with smaller amounts and review of the involved amounts.

 

   

Company

Consolidated

 

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

 

Civil lawsuits

 

239,241

233,371

451,088

441,083

Tax proceedings

 

44,977

38,053

60,608

53,586

Labor claims

 

43,512

42,355

69,786

66,387

 

327,730

313,779

581,482

561,056

 

(b)     Payables related to the completion of real estate ventures

 

There was no significant change in relation to the information disclosed in Note 17(i)(b) to the financial statements of December 31, 2014.

 

(c)      Others commitments

 

In addition to the commitments mentioned in Notes 6, 12 and 13, the Company has commitments related to the rental of 30 properties, where its facilities are located, at a the monthly cost of R$1,048 adjusted by the IGP-M/FGV variation. The rental term is from one to ten years and there is a fine in case of cancelled contracts corresponding to three months' rent or in proportion to the contract expiration time.

 

       The other explanation related to this note was not subject to significant changes in relation to those reported in Note 17 to the financial statements as of December 31, 2014.

 

 

18.  Payables for purchase of properties and advances from customers

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Payables for purchase of properties

124,260

127,123

327,475

331,436

Adjustment to present value

(5,202)

(5,077)

(5,670)

(5,619)

Advances from customers

 

 

 

 

Development and sales

10,592

12,939

20,753

21,236

Barter transaction - Land

155,677

168,028

232,358

244,689

 

 

 

 

 

 

285,327

303,013

574,916

591,742

 

 

 

 

 

Current portion

229,168

228,991

498,857

490,605

Non-current portion

56,159

74,022

76,059

101,137

 

73


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

19.  Equity

 

19.1.  Capital

 

As of March 31, 2015 and December 31, 2014, the Company's authorized and paid-in capital amounts to R$2,740,662, represented by 378,066,162 (408,066,162 as of December 31, 2014) registered common shares, without par value, of which 10,806,616 (29,881,286 as of December 31, 2014) were held in treasury.

 

According to the Company’s articles of incorporation, capital may be increased without the need of making amendment to it, upon resolution of the Board of Directors, which may set the conditions for issuance up to the limit of 600,000,000 (six hundred million) common shares.

 

On February 02, 2015, the Company created a repurchase programs of its common shares aimed at holding them in treasury and later selling or cancelling them, limiting the acquisition to 27,000,000 shares to be carried out within 365 days. On the same date, it also approved the cancellation of 30,000,000 common shares issued by the Company and held in treasury, without a capital decrease. In the period ended March 31, 2015, the Company acquired 10,925,330 shares in the total amount of R$22,135.

 

Treasury shares - 03/31/2015

Type

GFSA3

R$

%

R$ thousand

R$ thousand

Acquisition Date

Amount

Weighted average price

% - On outstanding shares

Market Value (*)

Carrying amount

20/11/2001

599,486

2.8880

0.14%

1,289

1,731

1st quarter of 2013

1,000,000

4.3316

0.23%

2,150

4,336

2nd quarter of 2013

9,000,000

3.9551

2.07%

19,350

35,634

4th quarter of 2013

8,500,000

3.6865

1.95%

18,275

31,369

1st quarter of 2014

14,900,000

3.2297

3.42%

32,035

48,168

2nd quarter of 2014 (transfer)

(4,169,157)

3.2168

-1.03%

(8,964)

(13,424)

2nd quarter of 2014

1,000,000

3.1843

0.25%

2,150

3,187

3º quarter of 2014 (transfer)

(1,294,238)

3.2135

-0.30%

(2,783)

(4,159)

3º quarter of 2014

752,900

2.9283

0.17%

1,619

2,206

4th quarter of 2014

27,085,334

2.0956

6.64%

58,233

61,704

4th quarter of 2014

(cancellations)

(27,493,039)

3.3351

-6.74%

(59,110)

(91,693)

1st quarter of 2015

10,925,330

2.0244

2.89%

23,489

22,135

1st quarter of 2015

(cancellations)

(30,000,000)

2.4738

-7.94%

(64,500)

(74,214)

 

10,806,616

2.4967

1.75%

23,233

26,981

(*)          Market value calculated based on the closing share price at March 31, 2015 (R$ 2.15), not considering the effect of any volatility.

 

 

74


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

19. Equity--Continued

 

19.1.  Capital--Continued

 

Treasury shares - 12/31/2014

Type

GFSA3

R$

%

R$ thousand

R$ thousand

Acquisition Date

Amount

Weighted average price

% - On outstanding shares

Market Value (*)

Carrying amount

20/11/2001

599,486

2.8880

0.14%

1,319

1,731

1st quarter of 2013

1,000,000

4.3316

0.23%

2,200

4,336

2nd quarter of 2013

9,000,000

3.9551

2.07%

19,800

35,634

4th quarter of 2013

8,500,000

3.6865

1.95%

18,700

31,369

1st quarter of 2014

14,900,000

3.2297

3.42%

32,780

48,168

2nd quarter of 2014 (transfer)

(4,169,157)

3.2168

-1.03%

(9,172)

(13,424)

2nd quarter of 2014

1,000,000

3.1843

0.25%

2,200

3,187

3º quarter of 2014 (transfer)

(1,294,238)

3.2135

-0.30%

(2,847)

(4,159)

3º quarter of 2014

752,900

2.9283

0.17%

1,656

2,206

4th quarter of 2014

27,085,334

2.0956

6.64%

59,588

61,704

4th quarter of 2014

(cancellations)

(27,493,039)

3.3351

-6.74%

(60,485)

(91,693)

 

29,881,286

2.6458

6.80%

65,739

79,059

(*)           Market value calculated based on the closing share price at December 31, 2015 (R $ 2.20), not considering the effect of any volatility.

 

The Company holds shares in treasury acquired in 2001 in order to guarantee the performance of legal claims.

 

The change in the number of outstanding shares is as follows:

 

 

Common shares - In thousands

Outstanding shares as of December 31, 2014

378,184

Repurchase of treasury shares

(10,925)

Outstanding shares as of March 31, 2015

367,259

 

 

Weighted average of outstanding shares

367,259

 

 

19.2.  Stock option plan

 

Expenses for granting stocks recorded under the account “General and administrative expenses” (Note 24) in the periods ended March 31, 2015 and 2014 are as follows:

 

 

03/31/2015

03/31/2014

 

 

Gafisa

2,091

3,570

Tenda

527

19

 

2,618

3,589

 

 

 

(i)    Gafisa

 

The Company has a total of five stock option plans comprising common shares, launched in 2010, 2011, 2012, 2013 and 2014 which follows the rules established in the Stock Option Plan of the Company.

 

75


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

19.  Equity--Continued

 

19.2.  Stock option plan

 

The granted options entitle their holders (employees) to purchase common shares of the Company’s capital, after periods that vary from one to five years of employment in the Company (essential condition to exercise the option), and expire ten years after the grant date.

 

In the period ended March 31, 2015, there was no change in the amount of outstanding stock options.

 

As of March 31, 2015, the stock options outstanding and exercisable are as follows:

           

Outstanding options

exercisable options

Number of options

Weighted average remaining contractual life (years)

Weighted average exercise price (R$)

Number of options

Weighted average exercise price (R$)

 

 

 

 

 

9,542,643

3,88

1,49

1,178,113

2,53

 

During the period ended March 31, 2015, the Company did not grant options in connection with its stock option plans comprising common shares (4,361,763 granted options in the year ended December 31, 2014).

 

(ii)    Tenda

 

Due to the acquisition by Gafisa of the total shares outstanding issued by Tenda, the stock option plans related to Tenda shares were transferred to Gafisa, responsible for share issuance. As of March 31, 2015 and December 31, 2014, the amount of R$14,965, related to the reserve for granting options of Tenda is recognized under the account “Related Parties” of the parent company Gafisa.

 

During the period ended March 31, 2015, Tenda did not granted options in connection with its stock option plans comprising common shares (42,259,687 granted options in the year ended December 31, 2014).

 

 

76


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

20.  Income tax and social contribution

 

(i)      Current income tax and social contribution

 

The reconciliation to the effective tax rate for the periods ended March 31, 2015 and of 2014 is as follows:

 

 

Consolidated

 

03/31/2015

03/31/2014

 

 

 

Income (loss) before income tax and social contribution, and statutory interest

43,761

(33,798)

Income tax benefit (expense) calculated at the applicable rate - 34 %

(14,878)

11,491

Net effect of subsidiaries taxed by presumed profit

(3,343)

1,685

Tax losses (tax loss carryforwards used)

(1,744)

(2,389)

Income from equity method investments

6,191

(347)

Stock option plan

(890)

(1,220)

Other permanent differences

(5,119)

(11,263)

Charges on payables to venture partners

355

898

Tax benefits recognized (not recognized

7,268

(5,452)

(12,160)

(6,597)

 

 

 

 

 

 

 

 

(

Tax expenses - current

(6,860)

(7,064)

Tax income (expenses) – deferred

(5,300)

467

 

(ii)   Deferred income tax and social contribution

 

As of March 31, 2015 and December 31 2014, deferred income tax and social contribution are from the following sources:

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

Assets

 

 

 

 

Provisions for legal claims

60,912

57,746

84,084

81,455

Temporary differences - PIS and COFINS deferred

10,339

9,754

16,400

14,960

Provision for realization of non-financial assets

2,638

2,638

12,678

12,793

Temporary differences - CPC adjustment

13,371

11,765

20,152

18,656

Other provisions

58,731

58,363

78,659

92,384

Income tax and social contribution loss carryforwards

78,015

79,499

301,861

301,598

Tax credits from downstream merger

28,165

28,165

28,165

28,165

Tax benefits not recognized

(5,795)

-

(269,490)

(276,758)

 

246,376

247,930

272,509

273,253

 

 

 

 

Liabilities

 

 

 

 

Negative goodwill

(92,385)

(92,385)

(92,385)

(92,385)

Temporary differences –CPC adjustment

(108,202)

(112,258)

(107,962)

(111,294)

Differences between income taxed on cash basis

and recorded on an accrual basis

(71,915)

(69,413)

(111,326)

(104,314)

 

(272,502)

(274,056)

(311,673)

(307,993)

 

 

 

 

Total net

(26,126)

(26,126)

(39,164)

(34,740)

 

 

 

77


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

20.  Income tax and social contribution--Continued

 

(ii)      Deferred income tax and social contribution --Continued

 

The Company has income tax and social contribution loss carryforwards for offset in the following amounts:

 

 

Company

 

03/31/2015

 

12/31/2014

 

Income tax

Social contribution

 

Total

 

Income tax

Social contribution

 

Total

Balance of income tax and social contribution loss carryforwards

229,456

229,456

 

 

233,820

233,820

 

Deferred tax asset (25%/9%)

57,364

20,651

78,015

 

58,455

21,044

79,499

Recognized deferred tax asset

53,103

19,117

72,220

 

58,455

21,044

79,499

Unrecognized deferred tax asset

4,261

1,534

5,795

 

-

-

-

 

 

 

Consolidated

 

03/31/2015

 

12/31/2014

 

Income tax

Social contribution

 

Total

 

Income tax

Social contribution

 

Total

Balance of income tax and social contribution loss carryforwards

887,826

887,826

 

 

887,052

887,052

 

Deferred tax asset (25%/9%)

221,957

79,904

301,861

 

221,763

79,835

301,598

Recognized deferred tax asset

53,103

19,117

72,220

 

58,455

21,044

79,499

Unrecognized deferred tax asset

168,854

60,787

229,641

 

163,308

58,791

222,099



 

Based on the estimate of projections for generation of future taxable profit of Gafisa, the estimated recovery of the Company’s balance of deferred income tax and social contribution assets is as follows:

 

 

Company

 

Tax loss and negative basis

 

Income tax and Social Contribution

 

 

 

 

2015

5,347

 

1,818

2016

3,193

 

1,086

2017

26,060

 

8,860

2018

19,030

 

6,470

2019 on forward

175,826

 

59,781

 

229,456

 

78,015

 

       The other explanation related to this note was not subject to significant changes in relation to those reported in Note 20 to the financial statements as of December 31, 2014.

 

 

78


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

21.  Financial Instruments

                                                   

The Company and its subsidiaries engage in operations involving financial instruments. These instruments are managed through operational strategies and internal controls aimed at providing liquidity, return and safety. The use of financial instruments with the objective of hedging is achieved through a periodical analysis of exposure to the risk that the management intends to cover (exchange, interest rate, etc.) which is submitted to the corresponding Management bodies for approval and performance of the proposed strategy. The control policy consists of continuously monitoring the contracted conditions in relation to the prevailing market conditions. The Company and its subsidiaries do not use derivatives or any other risky assets for speculative purposes. The result from these operations is consistent with the policies and strategies devised by Company management. However, the Company does not adopt the hedge accounting practice. The Company and its subsidiaries operations are subject to the following risk factors:

 

(i)     Risk considerations

 

a)    Credit risk

 

There was no significant change in relation to the credit risks disclosed in Note 21(i)(a) to the financial statements as of December 31, 2014.

 

b)    Derivative financial instruments

 

The Company adopts the policy of participating in operations involving derivative financial instruments with the objective of mitigating or eliminating currency, index and interest rate risks to its operations, when considered necessary.

 

The Company holds derivative instruments to mitigate the risk arising from its exposure to index and interest volatility recognized at their fair value in profit or loss for the year. Pursuant to its treasury policies, the Company does not own or issue derivative financial instruments other than for hedging purposes.

 

As of March 31, 2015, the Company had derivative contracts for hedging purposes in relation to interest fluctuations, with final maturity between June 2015 and January 2020. The derivative contracts are as follows:

 

 

 

79


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

 

21. Financial Instruments--Continued

 

(i)    Risk considerations --Continued

 

b)    Derivative financial instruments-Continued

 

 

 
   

Reais

Percentage

Term

Fair value of derivative instruments

   

 

 

 

 

 

Company

Swap agreements

(Fixed for CDI)

Nominal value

Original index rate

"Swap"

Beginning

End

03/31/2015

12/31/2014

 

 

 

 

 

 

 

 

 

Gafisa S/A

Banco Votorantim S.A.

82,500

Pre 13.7946%

CDI + 1.6344%

12/22/2014

06/22/2015

(188)

(208)

Gafisa S/A

Banco Votorantim S.A.

55,000

Pre 11.8752%

CDI + 0.2801%

06/22/2015

12/21/2015

(515)

(401)

Gafisa S/A

Banco Votorantim S.A.

55,000

Pre 14.2672%

CDI + 1.6344%

12/21/2015

06/20/2016

(251)

(160)

Gafisa S/A

Banco Votorantim S.A.

27,500

Pre 11.1136%

CDI + 0.2801%

06/20/2016

12/20/2016

(239)

(185)

Gafisa S/A

Banco Votorantim S.A.

27,500

Pre 15.1177%

CDI + 1.6344%

12/20/2016

06/20/2017

22

58

Gafisa S/A

Banco Votorantim S.A.

130,000

CDI + 1.90%

118% CDI

07/22/2014

07/26/2018

(1,128)

(941)

Gafisa S/A

Banco HSBC

194,000

Pre 12.8727%

120% CDI

09/29/2014

10/08/2018

(7,898)

(6,336)

Gafisa S/A

Banco Votorantim S.A. (a)

55,000

CDI + 8.22%

120% CDI

03/17/2015

01/20/2020

(687)

-

             

(10,884)

(8,173)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

(8,077)

(3,340)

 

 

 

 

 

Noncurrent

(2,807)

(4,833)

 

(a)      On March 17, 2015, the Company bought derivative swap transactions to mitigate the exposure to the fixed index of the tenth debentures placement, changing the position from IPCA + 8.22% p.a. to 120% of CDI (Note 13).

 

During the period ended March 31, 2015, the amount of R$2,756 (R$186 in 2014), in the Company’s statements and in the consolidated statements, which refers to net result of the interest swap transaction, was recognized in the “financial income (expenses)” line in the statement of operations for the year, allowing correlation between the impact of such transactions and interest rate fluctuation in the Company’s consolidated financial statements (Note 25).

 

The estimated fair value of derivative financial instruments contracted by the Company was determined based on information available in the market and specific valuation methodologies. However, considerable judgment was necessary for interpreting market data to produce the estimated fair value of each transaction, which may vary upon the financial settlement of transactions.

 

c)    Interest rate risk

 

There was no significant change in relation to the interest rate risks disclosed in Note 21(i)(c) to the financial statements as of December 31, 2014.

 

d)    Liquidity risk

 

There was no significant change in relation to the interest rate risks disclosed in Note 21(i)(d) to the financial statements as of December 31, 2014.

 

80


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

 

21.  Financial Instruments--Continued

 

(i)    Risk considerations --Continued

 

d)    Liquidity risk-Continued

 

The maturities of financial instruments, loans, financing, suppliers, payables to venture partners and debentures are as follows:

 

 

Company

As of March 31, 2015

Less than 1 year

1-3 years

4-5 years

More than 5 years

Total

Loans and financing (Note 12)

450,831

687,904

56,777

-

1,195,512

Debentures (Note 13)

329,876

439,849

101,863

-

871,588

Payables to venture partners (Note 15)

6,081

4,713

-

-

10,794

Suppliers

66,900

-

-

-

66,900

 

853,688

1,132,466

158,640

-

2,144,794

 

 

Company

As of December 31, 2014

Less than 1 year

1-3 years

4-5 years

More than 5 years

Total

Loans and financing (Note 12)

443,802

667,064

83,208

-

1,194,074

Debentures (Note 13)

314,770

420,468

64,244

-

799,482

Payables to venture partners (Note 15)

6,081

4,713

-

-

10,794

Suppliers

57,369

-

-

-

57,369

 

822,022

1,092,245

147,452

-

2,061,719

 

 

Consolidated

Year ended March 31, 2015

Less than 1 year

1-3 years

4-5 years

More than 5 years

Total

Loans and financing (Note 12)

546,115

759,015

62,255

-

1,367,385

Debentures (Note 13)

528,856

639,848

101,864

-

1,270,568

Payables to venture partners (Note 15)

8,717

4,713

-

-

13,430

Suppliers

102,391

-

-

-

102,391

 

1,186,079

1,403,576

164,119

-

2,753,774

 

 

Consolidated

Year ended December 31, 2014

Less than 1 year

1-3 years

4-5 years

More than 5 years

Total

Loans and financing (Note 12)

550,058

758,812

88,555

-

1,397,425

Debentures (Note 13)

504,387

620,468

64,244

-

1,189,099

Payables to venture partners (Note 15)

6,317

4,713

-

-

11,030

Suppliers

95,131

-

-

-

95,131

 

1,155,893

1,383,993

152,799

-

2,692,685

 

Fair value classification

 

The Company uses the same classification disclosed in Note 21(i)(d) to the financial statements as of December 31, 2014 to determine and disclose the fair value of financial instruments by the valuation technique.

 

The classification level of fair value for financial instruments measured at fair value through profit or loss of the Company, presented as of March 31, 2015 and December 31, 2014 is as follows:

 

81


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

21.  Financial Instruments--Continued

 

(i)    Risk considerations --Continued

 

d)    Liquidity risk-Continued

 

Fair value classification

 

 

Company

Consolidated

 

Fair value classification

As of March 31, 2015

Level 1

Level 2

Level 3

Level 1

Level 2

Level 3

 

 

 

 

 

 

 

Financial assets

 

 

 

 

 

 

Short-term investments (Note 4.2)

-

550,383

-

-

891,425

-

 

 

Company

Consolidated

 

Fair value classification

As of December 31, 2014

Level 1

Level 2

Level 3

Level 1

Level 2

Level 3

 

 

 

 

 

 

 

Financial assets

 

 

 

 

 

 

Short-term investments (Note 4.2)

-

582,042

-

-

1,047,359

-

 

In addition, the fair value of financial instruments liabilities is as follows:

 

 

Company

Consolidated

 

Fair value classification

As of March 31, 2015

Level 1

Level 2

Level 3

Level 1

Level 2

Level 3

 

 

 

 

 

 

 

Financial liabilities

 

 

 

 

 

 

Loans and financing (Note 21.ii.a)

-

1,178,871

-

-

1,343,123

-

Debentures (Note 21.ii.a)

-

879,882

-

-

1,268,289

-

Payables to venture partners (Note 21.ii.a)

-

12,633

-

-

12,633

-

Derivative financial instruments (Note 21.i.b)

-

10,884

-

-

10,884

-

 

 

Company

Consolidated

 

Fair value classification

As of December 31, 2014

Level 1

Level 2

Level 3

Level 1

Level 2

Level 3

 

 

 

 

 

 

 

Financial liabilities

 

 

 

 

 

 

Loans and financing (Note 21.ii.a)

-

1,184,202

-

-

1,333,399

-

Debentures (Note 21.ii.a)

-

802,948

-

-

802,948

-

Payables to venture partners (Note 21.ii.a)

-

12,304

-

-

12,304

-

Derivative financial instruments (Note 21.i.b)

-

8,173

-

-

8,173

-

 

During the period ended March 31, 2015 and the year ended December 31, 2014, there were no transfers between the Levels 1 and 2 fair value valuation, nor were there transfers between Levels 3 and 2.

 

There was no significant change in relation to the other information disclosed in Note 21(ii)(a) to the financial statements as of December 31, 2014.

 

 

82


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

21.  Financial Instruments--Continued

 

 (ii)   Fair value of financial instruments

 

a)    Fair value measurement

 

       The Company uses the same methods and assumptions disclosed in Note 21(ii)(a) to the financial statements as of December 31, 2014 in order to estimate the fair value for each financial instrument type for which the estimate of values is practicable.

 

       The most significant consolidated carrying amounts and fair values of financial assets and liabilities at March 31, 2015 and December 31, 2014 are as follows:

 

 

Company

 

03/31/2015

12/31/2014

 

Carrying amount

Fair value

Carrying amount

Fair value

 

 

 

 

Financial assets

 

 

 

 

Cash and cash equivalents (Note 4.1)

34,536

34,536

33,792

33,792

Short-term investments (Note 4.2)

550,385

550,385

582,042

582,042

Trade accounts receivable (Note 5)

1,035,947

1,035,947

1,024,441

1,024,441

 

 

 

 

 

Financial liabilities

 

 

 

 

Loans and financing (Note 12)

1,195,512

1,178,871

1,194,074

1,184,202

Debentures (Note 13)

871,588

879,882

799,482

802,948

Payables to venture partners (Note 15)

10,794

12,633

10,794

12,304

Derivative financial instruments (Note 21(i)(b))

10,884

10,884

8,173

8,173

Suppliers

66,900

66,900

57,369

57,369

 

 

Consolidated

 

03/31/2015

12/31/2014

 

Carrying amount

Fair value

Carrying amount

Fair value

 

 

 

 

Financial assets

 

 

 

 

Cash and cash equivalents (Note 4.1)

224,743

224,743

109,895

109,895

Short-term investments (Note 4.2)

891,425

891,425

1,047,359

1,047,359

Trade accounts receivable (Note 5)

1,893,753

1,893,753

1,825,319

1,825,319

 

 

 

 

 

Financial liabilities

 

 

 

 

Loans and financing (Note 12)

1,367,385

1,343,123

1,397,425

1,333,399

Debentures (Note 13)

1,270,568

1,268,289

1,189,099

802,948

Payables to venture partners (Note 15)

13,430

12,633

11,030

12,304

Derivative financial instruments (Note 21(i)(b))

10,884

10,884

8,173

8,173

Suppliers

102,391

102,391

95,131

95,131

 

b)    Risk of debt acceleration

 

       There was no significant change in relation to the other information disclosed in Note 21(ii)(b) to the financial statements as of December 31, 2014.

 

c)    Market risk

 

       There was no significant change in relation to the other information disclosed in Note 21(ii)(c) to the financial statements as of December 31, 2014.

 

 

83


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

21.  Financial Instruments-Continued

 

(iii)   Capital stock management

 

There was no significant change in relation to the other information disclosed in Note 21(iii) to the financial statements as of December 31, 2014.

 

The Company included in its net debt structure: loans and financing, debentures, obligations assumed on assignment of receivables and payables to venture partners less cash and cash equivalents and short-term investments:

 

 

 

Company

Consolidated

 

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Loans and financing (Note 12)

1,195,512

1,194,074

1,367,385

1,397,425

Debentures (Note 13)

871,588

799,482

1,270,568

1,189,099

Obligations assumed on assignment of receivables (Note 14)

30,882

34,496

50,242

56,129

Payables to venture partners (Note 15)

10,794

10,794

13,430

11,030

( - ) Cash and cash equivalents and

short-term investments (Note 4.1 e 4.2)

(584,921)

(615,834)

(1,116,168)

(1,157,254)

Net debt

1,523,855

1,423,012

1,585,457

1,496,429

Equity

3,066,952

3,055,345

3,070,891

3,058,403

Equity and net debt

4,590,807

4,478,357

4,656,348

4,554,832

 

 

 

 (iv) Sensitivity analysis

 

The sensitivity analysis of financial instruments for the period ended March 31, 2015 and year ended December 31, 2014, except swap contracts, which are analyzed through their due dates, aims to present the scenarios that may incur material losses on the Company’s profit or loss, as provided for by CVM, through Rule No. 475/08, in order to show a 25% and 50% increase/decrease in the risk variable considered.

 

As of March 31, 2015 and December 31, 2014, the Company has the following financial instruments:

 

a)   Short-term investments, loans and financing, and debentures linked to Interbank Deposit Certificates (CDI);

b)   Loans and financing and debentures linked to the Referential Rate (TR) and CDI, and debentures indexed to the CDI, IPCA and TR;

c)   Trade accounts receivable, linked to the National Civil Construction Index (INCC).

 

For the sensitivity analysis for the period ended March 31, 2015 and year ended December 31 2014, the Company considered the interest rates of investments, loans and accounts receivables, the Interbank Deposit Certificate rate (CDI) at 12.53% (11.51% in 2014), the  Reference Rate (TR) at 1.53% (0.52% in 2014), the National Construction Cost Index (NCCI) at 7.34% (6.95% in 2014), the Market Prices Indexes (IGP-M) at 3.15% (3.67% in 2014) and the Extended National Consumer Price Index (IPCA) at 8.13% (6.41% in 2014). The scenarios considered were as follows:

 

 

84


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

21.  Financial Instruments--Continued

 

(iv)   Sensitivity Analysis--Continued

 

Scenario I: 50% increase in the risk variables used for pricing

Scenario II: 25% increase in the risk variables used for pricing

Scenario III: 25% decrease in the risk variables used for pricing

Scenario IV: 50% decrease in the risk variables used for pricing

 

As of March 31, 2015:

 

   

Scenario

   

I

II

III

IV

Operation

Risk

50% Increase

25% Decrease

25% Decrease

50% Decrease

 

       

Short-term investments

Increase/decrease of CDI

48,514

24,257

(24,257)

(48,514)

Loans and financing

Increase/decrease of CDI

(32,704)

(16,352)

16,352

32,704

Debentures

Increase/decrease of CDI

(15,769)

(7,884)

7,884

15,769

Derivative financial instruments

Increase/decrease of CDI

(32,207)

(16,894)

18,415

38,851

 

 

 

 

 

Net effect of CDI variation

 

(32,166)

(16,873)

18,394

38,810

 

 

 

 

 

Loans and financing

Increase/decrease of TR

(5,325)

(2,663)

2,663

5,325

Debentures

Increase/decrease of TR

(6,882)

(3,441)

3,441

6,882

 

 

 

 

 

Net effect of TR variation

 

(12,207)

(6,104)

6,104

12,207

 

 

 

 

 

Debentures

Increase/decrease of IPCA

(2,750)

(1,375)

1,375

2,750

 

 

 

 

 

Net effect of IPCA variation

 

(2,750)

(1,375)

1,375

2,750

 

 

 

 

 

Accounts receivable

Increase/decrease of INCC

64,780

32,390

(32,390)

(64,780)

Properties for sale

Increase/decrease of INCC

65,078

32,539

(32,539)

(65,078)

 

 

 

 

 

Net effect of INCC variation

 

129,858

64,929

(64,929)

(129,858)

 

As of December 31, 2014:

 

   

Scenario

   

I

 

 

I

Operation

Risk

50% Increase

Operation

Risk

50% Increase

 

       

Short-term investments

Increase/decrease of CDI

51,528

25,764

(25,764)

(51,528)

Loans and financing

Increase/decrease of CDI

(31,786)

(15,893)

15,893

31,786

Debentures

Increase/decrease of CDI

(14,571)

(7,285)

7,285

14,571

Derivative financial instruments

Increase/decrease of CDI

(36,708)

(19,243)

21,282

44,892

 

 

 

 

 

Net effect of CDI variation

 

(31,537)

(16,657)

18,696

39,721

 

 

 

 

 

Loans and financing

Increase/decrease of TR

(1,851)

(925)

925

1,851

Debentures

Increase/decrease of TR

(2,321)

(1,160)

1,160

2,321

 

 

 

 

 

Net effect of TR variation

 

(4,172)

(2,085)

2,085

4,172

 

 

 

 

 

Debentures

Increase/decrease of IPCA

(457)

(229)

229

457

 

 

 

 

 

Net effect of IPCA variation

 

(457)

(229)

229

457

 

 

 

 

 

Accounts receivable

Increase/decrease of INCC

59,351

29,675

(29,675)

(59,351)

Properties for sale

Increase/decrease of INCC

58,774

29,387

(29,387)

(58,774)

 

 

 

 

 

Net effect of INCC variation

 

118,125

59,062

(59,062)

(118,125)

 

 

 

 

 

 

 

85


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

22.  Related Parties

 

22.1.  Balances with Related Parties

 

The balances between the Company and related companies are realized under conditions and prices established between the parties.

 

 

Company

Consolidated

Current Accounts

03/31/2015

12/31/2014

03/31/2015

12/31/2014

 

 

 

 

 

Assets

 

 

 

 

Current account:

 

 

 

 

SPEs Total

53,083

96,071

156,053

139,947

Condominium, consortium and third party work

15,525

2,785

15,525

2,785

Loans receivable

69,911

68,120

106,480

107,067

Dividends receivable

5,861

5,909

-

-

 

144,380

172,885

278,058

249,799

 

 

 

 

Current

74,469

104,765

171,578

142,732

Non-current

69,911

68,120

106,480

107,067

 

 

 

 

Liabilities

 

 

 

 

Checking Account:

 

 

 

 

Total SPEs and Tenda

(447,755)

(596,047)

(204,763)

(156,503)

 

(447,755)

(596,047)

(204,763)

(156,503)

 

 

 

 

 

Current portion

(447,755)

(596,047)

(204,763)

(156,503)

 

The composition, nature and conditions of the Company’s loans receivables are demonstrated below:

 

 

Company

 

 

 

03/31/2015

12/31/2014

Nature

Interest Rate

 

 

 

 

 

Engenho

18

17

 

 

Tembok Planej. E Desenv. Imob. Ltda. (Vistta Laguna)

10,034

9,891

Construction

12% p.a. + IGPM

Acquarelle Civilcorp Incorporações Ltda.

517

493

Construction

12% p.a. + IGPM

Manhattan Residencial I

50,569

49,358

Construction

10% p.a. + TR

Scena Laguna - Tembok Planej. e Desenv. Imob. Ltda.

8,773

8,361

Construction

12% p.a. + IGPM

Total Company

69,911

68,120

   

 

 

 

 

 

 

 

Company

 

 

 

03/31/2015

12/31/2014

Nature

03/31/2015

 

 

 

 

 

Engenho

18

17

Construction

12% p.a. + IGPM

Tembok Planej. E Desenv. Imob. Ltda. (Vistta Laguna)

10,034

9,891

Construction

12% p.a. + IGPM

Acquarelle - Civilcorp Incorporações Ltda.

517

493

Construction

12% p.a. + IGPM

Manhattan Residencial I

50,569

49,358

Construction

10% p.a. + TR

Scena Laguna - Tembok Planej. E Desenv. Imob. Ltda.

8,773

8,361

Construction

12% p.a. + IGPM

Fit Jardim Botanico SPE Emp. Imob. Ltda.

10,164

10,164

Construction

113.5% of 126.5% of CDI

Fit 09 SPE Emp. Imob. Ltda.

8,422

8,422

Construction

120% of 126.5% of CDI

Fit 19 SPE Emp. Imob. Ltda.

4,043

4,037

Construction

113.5% of 126.5% of CDI

Acedio SPE Emp. Imob. Ltda.

956

936

Construction

113.5% of 126.5% of CDI

Atua Construtora e Incorporadora S.A.

12,168

12,168

Construction

113.50% to 112% of CDI

Bild Desenvolvimento Imobiliário Ltda

-

2,471

Construction

IGPM + 12% interest p.a.

Other

816

749

Construction

Several

Total consolidated

106,480

107,067

 

 

 

86


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

22.  Related Parties--Continued

 

22.1.  Balances with related parties--Continued

 

In the period ended March 31, 2015, the recognized financial income from interest on loans amounted to R$2,133 (R$1,371 in 2014) in the Company’s statements and R$2,174 (R$1,486 in 2014) in the consolidated statements (Note 25).

 

Information regarding management transactions and compensation is described in Note 26.

 

The other explanation related to this note was not subject to significant changes in relation to those reported in Note 22 to the financial statements as of December 31, 2014.

 

22.2.  Endorsements, guarantees and sureties

 

The financial transactions of the special purpose entities of the Company are guaranteed by the endorsement or surety in proportion to the interest of the Company in the capital stock of such companies, in the amount of R$1,039,685 as of March 31, 2015 (R$973,808 in 2014).

 

 

23.  Net operating revenue

 

 

Company

Consolidated

 

03/31/2015

03/31/2014

03/31/2015

03/31/2014

Gross operating revenue

 

 

 

 

Real estate development, sale, barter transactions and construction services

297,807

259,919

555,828

438,604

(Recognition) Reversal of allowance for doubtful accounts and provision for cancelled contracts (Note 5)

(626)

(263)

9,026

30,038

Taxes on sale of real estate and services

(26,780)

(23,546)

(45,353)

(35,941)

Net operating revenue

270,401

236,110

519,501

432,701

 

 

87


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

24.  Costs and expenses by nature

 

These are represented by the following:

 

 

Company

Consolidated

 

 

03/31/2015

03/31/2014

03/31/2015

03/31/2014

Cost of real estate development and sale:

 

 

 

 

Construction cost

(116,316)

(106,387)

(227,823)

(202,484)

Land cost

(35,952)

(25,467)

(62,508)

(40,839)

Development cost

(10,999)

(9,202)

(24,697)

(24,301)

Capitalized financial charges (Note 12)

(24,962)

(19,009)

(30,102)

(34,745)

Maintenance / warranty

(14,945)

(5,342)

(15,828)

(7,532)

Provision for cancelled contracts (Note 5)

-

-

(9,343)

(25,452)

 

(203,174)

(165,407)

(370,301)

(335,353)

 

 

 

 

Commercial expenses:

 

 

 

 

Marketing expenses

(5,927)

(4,760)

(13,945)

(9,183)

Brokerage and sale commission

(3,406)

(5,730)

(8,014)

(11,055)

Customer Relationship Management expenses

(1,929)

(4,032)

(4,539)

(7,778)

Other

(261)

(1,434)

(615)

(2,766)

 

(11,523)

(15,956)

(27,113)

(30,782)

 

 

 

 

General and administrative expenses:

 

 

 

 

Salaries and payroll charges

(9,523)

(11,248)

(18,774)

(20,536)

Employee benefits

(1,195)

(1,079)

(1,955)

(1,864)

Travel and utilities

(299)

(369)

(608)

(555)

Services

(3,147)

(5,108)

(5,543)

(9,740)

Rents and condominium fees

(2,603)

(2,452)

(3,748)

(4,194)

IT

(4,170)

(3,702)

(7,379)

(5,829)

Stock option plan (Note 19.3)

(2,091)

(3,570)

(2,618)

(3,589)

Reserve for profit sharing (Note 26.iii)

(6,000)

(3,828)

(2,914)

(4,789)

Other

144

(145)

(129)

(323)

 

(28,884)

(31,501)

(43,668)

(51,419)

 

 

 

 

 

Other income (expenses), net:

 

 

 

 

Expenses with lawsuits (Note 17)

(18,711)

(15,519)

(26,070)

(26,148)

Equity pick-up in unincorporated venture (“SCP”)

-

4,839

-

-

Other

(8,482)

(806)

(7,485)

156

 

(27,193)

(11,486)

(33,555)

(25,992)

             

 

 

25.  Financial income (expenses)

 

 

Company

Consolidated

 

03/31/2014

03/31/2015

03/31/2014

03/31/2015

Financial income

 

 

 

 

Income from financial investments

15,504

25,227

28,320

37,410

Financial income on loans (Note 22)

2,133

1,371

2,174

1,486

Interest income

409

1,052

460

1,878

Other financial income

110

1,985

1,658

3,422

18,156

29,635

32,612

44,196

Financial expenses

 

 

 

 

Interest on funding, net of capitalization (Note 12)

(19,057)

(30,097)

(23,832)

(35,674)

Amortization of debenture cost

(983)

(937)

(983)

(937)

Payables to venture partners

(576)

-

(576)

(44)

Banking expenses

(862)

(1,866)

(1,207)

(1,730)

Derivative transactions (Note 21 (i) (b))

(2,756)

(186)

(2,756)

(186)

Discount in securitization transaction

(12)

(1,790)

(23)

(2,137)

Offered discount and other financial expenses

(6,717)

(2,230)

(11,451)

(11,402)

 

(30,963)

(37,106)

(40,828)

(52,110)

 

 

88


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

26.  Transactions with management and employees

 

(i)     Management compensation

 

The amounts recorded in the account “general and administrative expenses” for the period ended March 31, 2015 and 2014, related to the compensation of the Company’s key management personnel are as follows:

 

 

Management Compensation

 

Period ended March 31, 2015

Board of Directors

Statutory Board

Fiscal Council

 

 

 

 

Number of members

7

5

3

Annual fixed compensation (in R$)

423

921

50

Salary / Fees

423

825

50

Direct and indirect benefits

-

96

-

Monthly compensation (in R$)

141

307

17

Total compensation

423

921

50

Profit sharing

-

1,138

-

 

 

 

 

 

Management Compensation

 

Period ended March 31, 2014

Board of Directors

Statutory Board

Fiscal Council

 

 

 

 

Number of members

9

5

3

Annual fixed compensation (in R$)

478

1,011

45

Salary / Fees

463

900

45

Direct and indirect benefits

15

111

-

Monthly compensation (in R$)

159

337

15

Total compensation

478

1,011

45

Profit sharing

-

958

-

         

 

The maximum aggregate compensation of the Company’s management members for the year 2015 was established at R$13,228, as approved at the Annual Shareholders’ Meeting held on April 16, 2015.

 

On the same occasion the compensation limit of the Fiscal Council members for their next term of office that ends in the Annual Shareholders’ Meeting to be held in 2016 was approved at R$205.

 

(ii)    Commercial operations

 

For the period ended March 31, 2015, there were no sales of units to the management (R$1,513 for the period ended March 31, 2014) and the total receivables for the these transactions is R$4,439 (R$4,686 at December 31, 2014).

 

89


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

26.  Transactions with management and employees --Continued

 

(iii)   Profit sharing

 

In the period ended March 31, 2015, the Company recorded an expense for profit sharing amounting to R$6,000 in the Company’s statement (R$3,828 in 2014) and R$2,914 in the consolidated statement (R$4,789 in 2014) in the account “General and Administrative Expenses” (Note 24).

 

 

Company

Consolidated

 

03/31/2015

03/31/2014

03/31/2015

03/31/2014

 

 

 

 

 

Executive officers

1,138

958

2,607

958

Other employees

4,863

2,870

7,607

3,831

Reclassification at Tenda

 

 

(1,636)

 

Reversal at Tenda

-

-

(5,664)

-

 

6,000

3,828

2,914

4,789

 

Other explanation related to this note was not subject to significant changes in relation to those reported in Note 26 to the financial statements as of December 31, 2014.

 

27.  Insurance

 

For the period ended March 31, 2015, insurance contracts were not subject to significant changes in relation to those disclosed in Note 27 to the financial statements as of December 31, 2014.

 

28.  Earnings (loss) per share

 

The following table presents the calculation of basic and diluted earnings and loss per share, basic and diluted. Due to the losses for the period ended March 31, 2015, shares with dilutive potential are not considered, because the impact would be antidilutive.

 

 

 

 

 

03/31/2015

03/31/2014

Basic numerator

 

 

Proposed dividends and interest on capital

-

-

Undistributed earnings (loss)

31,651

(39,789)

Undistributed earnings (loss), available for the holders of common shares

31,651

(39,789)

 

 

 

Basic denominator (in thousands of shares)

 

 

Weighted average number of shares

367,259

407,150

 

 

 

Basic earnings (loss) per share in Reais

0.0862

(0.0977)

 

 

90


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

28.  Profit and loss per share --Continued

 

 

 

03/31/2015

03/31/2014

Diluted numerator

 

 

Proposed dividends and interest on capital

-

-

Undistributed earnings (loss)

-

-

Undistributed earnings (loss), available for the holders of common shares

31,651

(39,789)

 

31,651

(39,789)

 

Diluted denominator (in thousands of shares)

 

 

Weighted average number of shares

367,259

407,150

Stock options

2,491

-

Diluted weighted average number of shares

369,750

407,150

 

 

 

 

 

 

Diluted earnings (loss) per share in Reais

0.0856

(0.0977)

 

 

 

Other explanation related to this note was not subject to significant changes in relation to those reported in Note 28 to the financial statements as of December 31, 2015.

 

29.  Segment information

 

The following table presents the quarterly information for the Company’s business segments:

 

 

   

Consolidated

 

Gafisa S.A.

Tenda

03/31/2015

Net operating revenue

340,058

179,443

519,501

Operating costs

(241,911)

(128,390)

(370,301)

 

 

 

Gross profit

98,147

51,053

149,200

 

 

 

Selling expenses

(14,092)

(13,021)

(27,113)

General and administrative expenses

(28,885)

(14,783)

(43,668)

Depreciation and amortization

(8,279)

(3,390)

(11,669)

Financial expenses

(29,021)

(11,807)

(40,828)

Financial income

19,277

13,335

32,612

Tax expenses

(7,350)

(4,810)

(12,160)

 

 

 

Net profit (loss) for the period from continuing operations

20,205

11,446

31,651

 

 

 

Customers (short and long term)

1,459,650

434,103

1,893,753

Inventories (short and long term)

1,798,087

759,669

2,557,756

Other assets

1,926,880

955,509

2,882,389

 

 

 

Total assets

5,184,617

2,149,281

7,333,898

 

 

 

 

Total liabilities

3,220,310

1,042,697

4,263,007

 

 

91


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

29. Segment information--Continued

 

 

   

Consolidated

 

Gafisa S.A.

Tenda

03/31/2014

Net operating revenue

326,750

105,951

432,701

Operating costs

(237,860)

(97,493)

(335,353)

 

 

 

Gross profit

88,890

8,458

97,348

 

 

 

Selling expenses

(18,995)

(11,787)

(30,782)

General and administrative expenses

(32,449)

(18,970)

(51,419)

Depreciation and amortization

(11,206)

(2,816)

(14,022)

Financial expenses

(38,984)

(13,126)

(52,110)

Financial income

31,160

13,036

44,196

Tax expenses

(4,022)

(2,575)

(6,597)

 

 

 

Net profit (loss) for the period from continuing operations

(2,329)

(37,460)

(39,789)

 

 

 

Customers (short and long term)

1,569,010

484,786

2,053,796

Inventories (short and long term)

1,488,390

663,884

2,152,274

Other assets

2,253,220

1,158,873

3,412,093

 

 

 

Total assets

5,310,620

2,307,543

7,618,163

 

 

 

 

Total liabilities

3,273,346

1,215,208

4,488,554

 

Other explanation related to this note was not subject to significant changes in relation to those reported in Note 29 to the financial statements as of December 31, 2014.

 

30.  Real estate units under construction – information and commitments

 

Pursuant to paragraphs 20 and 21 of ICPC 02, The recognized revenue amounts and incurred costs are presented in the consolidated statement of operations, and the advances received in the heading “Payables for purchase of property and advances from customer”. The Company shows below information on the units under construction as of March 31, 2015:

 

 

 

Consolidated

 

 

03//312015

 

 

 

Unappropriated sales revenue of units sold

 

952,496

Unappropriated estimated cost of units sold

 

(554,763)

 

 

 

(i) unappropriated sales revenue of units sold

 

 

Ventures under construction:

 

 

Contracted sales revenue

 

3,215,441

Appropriated sales revenue

 

(2,262,945)

Unappropriated sales revenue (a)

 

952,496

 

(ii) Unappropriated estimated cost of units sold

 

 

Ventures under construction:

 

 

Estimated cost of units

 

(1,951,685)

Incurred cost of units

 

1,396,922

Unappropriated estimated cost (b)

 

(554,763)

 

 

92


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

30.  Real estate units under construction – information and commitments --Continued

 

(iii) Unappropriated estimated cos of units not yet sold

 

 

Ventures under construction:

 

 

Estimated cost of units

 

(1,171,595)

Incurred cost of units

 

495,803

Unappropriated estimated cost

 

(675,792)

 

 

(a)   The unapropriated sales revenue of units sold are measured by the face value of contracts, plus the contract adjustments and deducted from cancellations, net of the levied taxes and adjustment to present value, and do not include ventures that are subject to restriction due to a suspensive clause (legal period of 180 days in which the Company can cancel a development) and therefore is not appropriated to profit or loss.

(b)   The unappropriated estimated cost of units sold do not include financial charges, which are appropriated to properties for sale and profit or loss (cost of real estate sold) in proportion to the real estate units sold at the extent they are incurred, and also the warranty provision, which is appropriated to real estate units as the construction work progresses.

 

       Presented below is a table of the percentage of asset related to the Company’s ventures that are included in the structures of equity segregation of the purchase as of March 31, 2015.

 

 

03/31/2015

 

 

Total assets included in asset segregation structures from incorporation (*)

7,327,139

Total consolidated assets

7,333,898

Percentage

99.91%

 

 

(*)Total assets of the Company, except for the Gafisa Vendas subsidiary, a company that sells the ventures of Gafisa. Regarding the ventures of subsidiaries, the administration of the cash and cash equivalents and corporate debts are carried out through the National Corporate Taxpayers’ Registry (CNPJ) of the company and not separately by venture.

 

31.  Communication with regulatory bodies

 

Other explanation related to this note was not subject to significant changes in relation to those reported in Note 31 to the financial statements as of December 31,2014.

 

32.  Subsequent Events

 

(i)      Funds held in trust by third parties

 

On April 1st, 2015, the Company paid the twelfth installment of interest and the sixth installment of amortization related to the first debentures placement of the subsidiary Tenda, totaling R$99,143, with R$80,000 of principal and R$19,143 of interest.

 

93


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

Notes to the individual and consolidated quarterly information -Continued

March 31, 2015

(Amounts in thousands of Reais, except as otherwise stated)

 

32.  Subsequent Events --Continued

 

(ii)     General Shareholders Meeting

 

The company’s General Shareholders Meeting was conducted on April 16, 2015. The main resolutions were: (i) the approval of financial statements for the year ended December 31, 2015; (ii) the consignation that no dividends shall be distributed due to the registration of losses for 2015; (iii) the definition of the aggregate compensation amount to be distributed among the management and fiscal council members and  (iv) election of members to the Fiscal Council.

 

(iii)    Relevant Fact

 

In April 29, 2015, the Company disclosed a relevant fact informing its shareholders and the general Market that the works towards a potential separation of Gafisa and Tenda business units are still in progress, aiming at reaching conditions considered as efficient for implementation.

 

However, due to the ongoing definition process for the structure of capital, which is needed for the segregation process, we cannot yet define a deadline for the potential separation, with the possibility that the process may be extended until 2016.

 

In parallel to this process, the Management of the Companies were consulted by groups interested in studying a potential operation for acquisition of interests in Gafisa and Tenda, either together or separately. At the moment, there is no proposal or celebrated document by the Companies. Such dealings do not affect the progress of work related to the potential segregation of Gafisa and Tenda or the continuity of the business plans for the Companies and the current initiatives for adding value, seeking a positioning that maximizes the return to shareholders with increasing financial performance.

.

 

 

 

 

***

 

94


 
 

(A free translation from the original in Portuguese into English)

                                                                                                                                                                                                                                                        

Gafisa S.A.

 

 

Other information deemed relevant by the Company

 

1. SHAREHOLDERS HOLDING MORE THAN 5% OF THE VOTING CAPITAL AND TOTAL NUMBER OF OUTSTANDING SHARES

 
 
       
 

3/31/2015

 
 

Common shares

 

Shareholder

Shares

%

 
       

Treasury shares

10,806,616

2.86

 

FUNCEF – Fundação dos Economiários Federais

23,835,800

6.30

 

Polo

52,547,486

13.90

 

Outstanding shares

290,876,260

76.94

 
       

Total shares

378,066,162

100.00

 
       
       
       
 

3/31/2014

 
 

Common shares

 

Shareholder

Shares

%

 
       

Treasury shares

33,999,486

7.81

 

FUNCEF – Fundação dos Economiários Federais

30,472,246

7.00

 

Polo

23,835,800

5.47

 

Skagen Global

22,265,026

5.11

 

Orbis

22,228,676

5.10

 

Outstanding shares

302,757,967

69.51

 
       

Total shares

435,559,201

100.00

 

 

 

 
       

 

 

 

95


 
 

(A free translation from the original in Portuguese into English)

 

Gafisa S.A.

 

 

2. SHARES HELD BY PARENT COMPANIES, MANAGEMENT AND BOARD

     
 

3/31/2015

 

Common shares

 

Shares

%

   

Shareholders holding effective control of the Company

76,383,286

20.20

Board of Directors

592,609

0.16

Executive directors

1,534,445

0.41

Fiscal council

-

0.00

     

Executive control, board members, officers and fiscal council

78,510,340

20.77

   

Treasury shares

10,806,616

2.86

Outstanding shares in the market (*)

288,749,206

76.38

   

Total shares

378,066,162

100.00

   
     
 

3/31/2014

 

Common shares

 

Shares

%

   

Shareholders holding effective control of the Company

98,801,748

22.68

Board of Directors

670,558

0.15

Executive directors

2,959,426

0.68

Fiscal council

20

-

     

Executive control, board members, officers and fiscal council

102,431,752

23.51

   

Treasury shares

33,999,486

7.81

Outstanding shares in the market (*)

299,127,963

68.68

   

Total shares

435,559,201

100.00

     

(*) Excludes shares of effective control, management, board and in treasury.

 

 

96


 
 

(A free translation from the original in Portuguese into English)

 

Gafisa S.A.

 

 

Other relevant information

 

3.COMMITMENT CLAUSE

 

The Company, its shareholders, directors and board members undertake to settle, through arbitration, any and all disputes or controversies that may arise between them, related to or originating from, particularly, the application, validity, effectiveness, interpretation, breach and the effects thereof, of the provisions of Law No. 6,404/76, the Company's By-Laws, rules determined by the Brazilian Monetary Council (CMN), by the Central Bank of Brazil and by the Brazilian Securities Commission (CVM), as well as the other rules that apply to the operation of the capital market in general, in addition to those established in the New Market Listing Regulation, Participation in the New Market Contract and in the Arbitration Regulation of the Chamber of Market Arbitration.

 

 

 

97


 
 

(A free translation from the original in Portuguese into English)

 

Gafisa S.A.

 

 

Report on the revision of quarterly information - ITR

 

To

Shareholders and Management of

Gafisa S.A.

São Paulo - SP

 

 

We have reviewed the individual and consolidated interim financial information from Gafisa S.A. (“Company”), contained within the Quarterly Information Report (ITR) for the quarter ended March 31st, 2015, including the balance sheet as of March 31st, 2015 and the related statement of income, comprehensive income, changes in equity and in cash flow for the three-month period then ended, including explanatory notes.

 

The Company’s management is responsible for the individual interim financial information in accordance with the Technical Pronouncement of the Accounting Pronouncements Committee (CPC) 21 – Interim Financial Reporting and the consolidated interim financial information in accordance with CPC 21 (R1) and Intermantional Accounting Standard IAS 34 – Interim Financial Reporting, which considers the Technical Orientation - OCPC 04 - Application of the Technical Interpretation ICPC 02 to the Brazilian Real Estate Development Entities, issued by the Accounting Pronouncements Committee (CPC) and approved by the Brazilian Securities Commission (CVM) and the Brazilian Federal Accounting Council (CFC), as well as for the presentation of these interim information in compliance with the standards issued by the CVM, applicable to the preparation of Quarterly Information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

 

 

Scope of review

We conducted our review according to the Brazilian and international review standards of interim financial information (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of inquiries, mainly of the people responsible for the financial and accounting matters, and the application of analytical and other review procedures. An interim review is substantially less in scope than an audit conducted in accordance with auditing standards. An interim review does not provide assurance that we would become aware of any or all significant matters that might be identified in an audit. Therefore, we did not express an audit opinion.

 

Conclusion from the individual and consolidated interim financial information prepared in accordance with CPC 21(R1)

Based on our review, we are not aware of any fact that could lead us to believe that the individual and consolidated interim financial information included in the Quarterly Information referred above was not prepared, in all material aspects, in accordance with CPC 21 (R1) applicable to the preparation of Quarterly Information -  ITR, and presented in accordance with the standards issued by the Brazilian Securities Commission - CVM.

Conclusion about the consolidated interim financial information prepared in accordance with IAS 34, which considers the Guideline OCPC 04 on the application of the Technical Interpretation ICPC 02 to the Brazilian Real Estate Development Entities, issued by the Committee for Accounting Pronouncements (CPC) and approved by the Brazilian Securities and Exchange Commission (CVM) and by the Federal Accounting Council (CFC)

 

98


 
 

(A free translation from the original in Portuguese into English)

 

Gafisa S.A.

 

 

Based on our review, we are not aware of any fact that makes us believe that the consolidated interim financial information included in the Quarterly Information referred above was not prepared, in all material aspects, in accordance with IAS 34, which considers Guidance OCPC 04 on the application of Technical Interpretation ICPC02 to the Brazilian Real Estate Development Entities, issued by the Committee for Accounting Pronouncements (CPC) and approved by the Brazilian Securities and Exchange Commission (CVM) and the Federal Accounting Council (CFC), applicable to the preparation of Quarterly Information and presented in accordance with the standards issued by the Brazilian Securities Commission - CVM.

 

Emphasis of matter

As described in Note 2, the individual  and consolidated interim financial information was prepared in accordance with accounting practices adopted in Brazil (CPC21 (R1)). The consolidated interim financial information prepared in accordance with IFRS applicable to the Brazilian Real Estate Development Entities (IAS34, for interim financial information), also considers the Technical Orientation - OCPC04, edited by the Accounting Pronouncements Committee (CPC). This Technical Orientation refers to the revenue recognition of this sector and involves matters related to the meaning and application of the concept of continuous transfer of the risks, benefits and control over real estate unit sales, as further described in Note 2. Our conclusion is not modified regarding this matter.

 

Other matters

 

Statements of value added

We have also reviewed the individual and consolidated statement of value added for the three-month period ended March 31, 2015, prepared under the responsibility of the Company’s management, the presentation of which in the interim financial information is required in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to Quarterly Information - ITR, and considered as supplemental information by the International Financial Reporting Standards (IFRS), which do not require the disclosure of the statement of value added. These statements have been submitted to the same review procedures previously described above and, based on our review, we are not aware of any fact that leads us to believe that they were not fairly stated, in all material respects, according to the individual and consolidated interim financial information taken as a whole.

 

 

São Paulo, May 7th, 2015

 

 

KPMG Auditores Independentes

CRC 2SP014428/O-6

Original report in Portuguese signed by

Giuseppe Masi

Accountant CRC 1SP176273/O-7

 

99


 
 

(A free translation from the original in Portuguese into English)

 

Gafisa S.A.

 

 

Gafisa S.A

 

Reports and statements Management statement of interim financial

Information

 

 

Management statement of interim financial information

 

STATEMENT

 

Gafisa S.A. management, CNPJ 01.545.826/0001-07, located at Av. Nações Unidas, 8501, 19th floor, Pinheiros, São Paulo, states as per article 25 of CVM Instruction 480 issued in December 07, 2009:

 

i) Management has reviewed, discussed and agreed with the auditor’s conclusion expressed on the report on review interim financial Information for the period ended March 31, 2015; and

 

ii)  Management has reviewed and agreed with the interim information for the period ended March 31, 2015.

 

Sao Paulo, May 7, 2015.

 

GAFISA S.A.

 

Management

 

 

 

 

 

 

 

 

100


 
 

(A free translation from the original in Portuguese into English)

 

Gafisa S.A.

 

 

Gafisa S.A

 

Reports and Statements Management statement on the report on review of interim financial information

 

 

Management Statement on the Review Report

 

STATEMENT

 

Gafisa S.A. management, CNPJ 01.545.826/0001-07, located at Av. Nações Unidas, 8501, 19th floor, Pinheiros, São Paulo, states as per article 25 of CVM Instruction 480 issued in December 07, 2009:

 

i) Management has reviewed, discussed and agreed with the auditor’s conclusion expressed on the report on review interim financial Information for the period ended March 31, 2015; and

 

ii) Management has reviewed and agreed with the interim information for the period ended March 31, 2015.

 

Sao Paulo, May 7, 2015

 

GAFISA S.A.

 

Management

 

101

 

SIGNATURE

 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: May 22, 2015
 
Gafisa S.A.
 
By:
/s/ Sandro Gamba

 
Name:   Sandro Gamba
Title:     Chief Executive Officer
 

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