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 August, 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
June 30, 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)
|
|
|
Company data |
|
Capital Composition |
1 |
Individual financial statements |
|
Balance sheet - Assets |
2 |
Balance sheet – Liabilities |
3 |
Statement of income |
5 |
Statement of comprehensive income (loss) |
6 |
Statement of cash flows |
7 |
Statements of changes in Equity |
|
01/01/2015 to 06/30/2015 |
9 |
01/01/2014 to 06/30/2014 |
10 |
Statement of value added |
11 |
Consolidated Financial Statements |
|
Balance sheet - Assets |
12 |
Balance sheet – Liabilities |
13 |
Statement of income |
15 |
Statement of comprehensive income (loss) |
17 |
Statement of cash flows |
18 |
Statements of changes in Equity |
|
01/01/2015 to 06/30/2015 |
20 |
01/01/2014 to 06/30/2014 |
21 |
Statement of value added |
22 |
Comments on performance |
23 |
Notes to interim financial information |
63 |
Other information deemed relevant by the Company |
101 |
Reports and statements |
|
Report on review of interim financial information |
104 |
Management statement of interim financial information |
106 |
Management statement on the report on review of interim financial information |
107 |
COMPANY DATA / CAPITAL COMPOSITION
Number of Shares
(in thousands) |
CURRENT QUARTER
6/30/2015 |
Paid-in Capital |
Common |
378,066 |
Preferred |
0 |
Total |
378,066 |
Treasury shares |
Common |
10,075 |
Preferred |
0 |
Total |
10,075 |
|
|
1
INDIVIDUAL FINANCIAL STATEMENTS - BALANCE SHEET -
ASSETS (in thousands of Brazilian Reais) |
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER 6/30/2015 |
PRIOR YEAR 31/12/2014 |
1 |
Total Assets
|
6,484,008 |
6,477,381 |
1.01 |
Current Assets
|
2,247,646 |
2,477,653 |
1.01.01 |
Cash and cash
equivalents |
33,044 |
33,792 |
1.01.01.01 |
Cash and banks
|
28,080 |
24,501 |
1.01.01.02 |
Short-term
investments |
4,964 |
9,291 |
1.01.02 |
Short-term
investments |
375,781 |
582,042 |
1.01.02.01 |
Fair
value of short-term investments |
375,781 |
582,042 |
1.01.03 |
Accounts
receivable |
738,117 |
748,910 |
1.01.03.01 |
Trade accounts
receivable |
738,117 |
748,910 |
1.01.03.01.01 |
Receivables from clients of developments
|
718,717 |
724,696 |
1.01.03.01.02 |
Receivables from clients of construction and
services rendered |
19,400 |
24,214 |
1.01.04 |
Inventories
|
958,107 |
932,681 |
1.01.04.01 |
Properties for
sale |
958,107 |
932,681 |
1.01.07 |
Prepaid expenses
|
3,698 |
8,036 |
1.01.07.01 |
Prepaid expenses
and others |
3,698 |
8,036 |
1.01.08 |
Other current
assets |
138,899 |
172,192 |
1.01.08.01 |
Non
current assets for sale |
6,072 |
6,072 |
1.01.08.03 |
Other
|
132,827 |
166,120 |
1.01.08.03.01 |
Other
accounts receivable and others |
62,124 |
61,355 |
1.01.08.03.03 |
Receivables from
related parties |
70,703 |
104,765 |
1.02 |
Non current
assets |
4,236,362 |
3,999,728 |
1.02.01 |
Non current
assets |
1,025,612 |
916,283 |
1.02.01.03 |
Accounts
receivable |
321,113 |
275,531 |
1.02.01.03.01 |
Receivables from clients of developments
|
321,113 |
275,531 |
1.02.01.04 |
Inventories
|
536,420 |
487,735 |
1.02.01.09 |
Other non current
assets |
168,079 |
153,017 |
1.02.01.09.03 |
Other
accounts receivable and others |
96,472 |
84,897 |
1.02.01.09.04 |
Receivables from
related parties |
71,607 |
68,120 |
1.02.02 |
Investments
|
3,152,750 |
3,022,609 |
1.02.02.01 |
Interest in associates and affiliates |
3,064,931 |
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 |
21,799 |
22,129 |
1.02.03.01 |
Operation
property and equipment |
21,799 |
22,129 |
1.02.04 |
Intangible assets
|
36,201 |
38,707 |
1.02.04.01 |
Intangible assets
|
36,201 |
38,707 |
2
INDIVIDUAL FINANCIAL STATEMENTS - BALANCE SHEET -
LIABILITIES AND EQUITY (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER 6/30/2015 |
PRIOR YEAR 31/12/2014 |
2 |
Total Liabilities
|
6,484,008 |
6,477,381 |
2.01 |
Current
liabilities |
1,979,526 |
1,973,022 |
2.01.01 |
Social and labor
obligations |
32,337 |
38,507 |
2.01.01.02 |
Labor obligations
|
32,337 |
38,507 |
2.01.01.02.01 |
Salaries, payroll charges and profit sharing
|
32,337 |
38,507 |
2.01.02 |
Suppliers
|
58,149 |
57,369 |
2.01.02.01 |
Local suppliers
|
58,149 |
57,369 |
2.01.03 |
Tax obligations
|
37,596 |
38,386 |
2.01.03.01 |
Federal tax
obligations |
37,596 |
38,386 |
2.01.04 |
Loans and
financing |
762,740 |
758,572 |
2.01.04.01 |
Loans and
financing |
493,797 |
443,802 |
2.01.04.02 |
Debentures
|
268,943 |
314,770 |
2.01.05 |
Other obligations
|
981,218 |
977,154 |
2.01.05.01 |
Payables to
related parties |
668,027 |
596,047 |
2.01.05.02 |
Other
|
313,191 |
381,107 |
2.01.05.02.04 |
Obligations for purchase of properties and advances
from customers |
164,382 |
228,991 |
2.01.05.02.05 |
Other obligations
|
122,231 |
128,567 |
2.01.05.02.06 |
Payables to
venture partners |
4,865 |
6,081 |
2.01.05.02.07 |
Obligations assumed on the assignment of receivables
|
10,987 |
14,128 |
2.01.05.02.08 |
Derivative financial instruments |
10,726 |
3,340 |
2.01.06 |
Provisions
|
107,486 |
103,034 |
2.01.06.01 |
Tax,
labor and civel lawsuits |
107,486 |
103,034 |
2.01.06.01.01 |
Tax lawsuits
|
218 |
218 |
2.01.06.01.02 |
Labor lawsuits
|
13,552 |
11,151 |
2.01.06.01.04 |
Civel lawsuits
|
93,716 |
91,665 |
2.02 |
Non current
liabilities |
1,406,601 |
1,449,014 |
2.02.01 |
Loans and
financing |
1,171,814 |
1,234,984 |
2.02.01.01 |
Loans and
financing |
603,225 |
750,272 |
2.02.01.01.01 |
Loans
and financing in local currency |
603,225 |
750,272 |
2.02.01.02 |
Debentures
|
568,589 |
484,712 |
2.02.02 |
Other obligations
|
131,489 |
121,098 |
2.02.02.02 |
Other
|
131,489 |
121,098 |
2.02.02.02.03 |
Obligations for purchase of properties and advances
from customers |
98,249 |
74,022 |
2.02.02.02.04 |
Other liabilities
|
14,837 |
17,162 |
2.02.02.02.05 |
Payables to
venture partners |
2,280 |
4,713 |
2.02.02.02.06 |
Obligations assumed on the assignment of receivables
|
15,176 |
20,368 |
2.02.02.02.07 |
Derivative financial instruments |
947 |
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
|
77,172 |
66,806 |
2.02.04.01 |
Tax,
labor and civel lawsuits |
77,172 |
66,806 |
2.02.04.01.02 |
Tax and labor
lawsuits |
41,680 |
34,352 |
3
INDIVIDUAL FINANCIAL STATEMENTS - BALANCE SHEET -
LIABILITIES AND EQUITY (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER 6/30/2015 |
PRIOR YEAR 31/12/2014 |
2.02.04.01.04 |
Civel lawsuits
|
35,492 |
32,454 |
2.03 |
Equity
|
3,097,881 |
3,055,345 |
2.03.01 |
Capital
|
2,740,662 |
2,740,662 |
2.03.02 |
Capital Reserves
|
48,667 |
-9,162 |
2.03.02.04 |
Granted options
|
145,055 |
141,114 |
2.03.02.05 |
Treasury shares
|
-25,171 |
-79,059 |
2.03.02.07 |
Reserve for expenditures with public offering
|
-71,217 |
-71,217 |
2.03.04 |
Income Reserve
|
248,415 |
323,845 |
2.03.04.01 |
Legal Reserve
|
31,593 |
31,593 |
2.03.04.02 |
Statutory Reserve
|
216,822 |
292,252 |
2.03.05 |
Accumulated
losses/profit |
60,137 |
0 |
4
INDIVIDUAL FINANCIAL STATEMENTS - INCOME - (in
thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER 04/01/2015 to
06/30/2015 |
YEAR TO DATE 01/01/2015 to
06/30/2015 |
SAME QUARTER FROM PREVIOUS YEAR 04/01/2014 to
06/30/2014 |
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2014 to
06/30/2014 |
3.01 |
Gross
Sales and/or Services |
282,207 |
552,608 |
280,968 |
517,078 |
3.01.01 |
Revenue from real estate development |
309,310 |
606,491 |
310,764 |
570,420 |
3.01.03 |
Taxes
on real estate sales and services |
-27,103 |
-53,883 |
-29,796 |
-53,342 |
3.02 |
Cost
of sales and/or services |
-206,149 |
-409,323 |
-186,605 |
-352,012 |
3.02.01 |
Cost
of real estate development |
-206,149 |
-409,323 |
-186,605 |
-352,012 |
3.03 |
Gross profit
|
76,058 |
143,285 |
94,363 |
165,066 |
3.04 |
Operating
expenses/income |
-41,039 |
-60,353 |
-86,193 |
-186,646 |
3.04.01 |
Selling expenses
|
-19,468 |
-30,991 |
-22,348 |
-38,304 |
3.04.02 |
General and
administrative expenses |
-27,466 |
-56,350 |
-31,085 |
-62,586 |
3.04.05 |
Other operating
expenses |
-28,098 |
-63,181 |
-35,870 |
-57,492 |
3.04.05.01 |
Depreciation and
amortization |
-7,508 |
-15,397 |
-10,581 |
-20,717 |
3.04.05.02 |
Other operating
expenses |
-20,590 |
-47,784 |
-25,289 |
-36,775 |
3.04.06 |
Equity pick-up
|
33,993 |
90,169 |
3,110 |
-28,264 |
3.05 |
Income
(loss) before financial results and income taxes |
35,019 |
82,932 |
8,170 |
-21,580 |
3.06 |
Financial
|
-9,988 |
-22,795 |
-6,662 |
-14,133 |
3.06.01 |
Financial income
|
17,276 |
35,432 |
22,002 |
51,637 |
3.06.02 |
Financial
expenses |
-27,264 |
-58,227 |
-28,664 |
-65,770 |
3.07 |
Income before
income taxes |
25,031 |
60,137 |
1,508 |
-35,713 |
3.08 |
Income
and social contribution taxes |
3,456 |
0 |
-2,359 |
-4,927 |
3.08.01 |
Current
|
3,456 |
0 |
-2,359 |
-4,927 |
3.09 |
Income
(loss) from continuing operation |
28,487 |
60,137 |
-851 |
-40,640 |
3.11 |
Income
(loss) for the period |
28,487 |
60,137 |
-851 |
-40,640 |
3.99.01.01 |
ON |
0.07750 |
0.16370 |
-0.00210 |
-0.1002 |
3.99.02.01 |
ON |
0.07697 |
0.16250 |
-0.00210 |
-0.1002 |
5
INDIVIDUAL FINANCIAL STATEMENTS - COMPREHENSIVE
INCOME (LOSS) - (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER
04/01/2015 to 06/30/2015 |
YEAR TO DATE
01/01/2015 to 06/30/2015 |
EQUAL QUARTER FROM PREVIOUS YEAR 04/01/2014 to
06/30/2014 |
YEAR
TO DATE FROM PREVIOUS YEAR 01/01/2014 to 06/30/2014 |
4.01
|
Income
(loss) for the period |
28,487 |
60,137 |
-851 |
-40,640 |
4.03
|
Comprehensive income (loss) for the period
|
28,487 |
60,137 |
-851 |
-40,640 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
INDIVIDUAL FINANCIAL STATEMENTS - CASH FLOWS -
INDIRECT METHOD - (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2015 to
06/30/2015 |
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2014 to
06/30/2014 |
6.01 |
Net
cash from operating activities |
-74,260 |
-144,334 |
6.01.01 |
Cash
generated in the operations |
89,918 |
114,027 |
6.01.01.01 |
Income
(loss) before income and social contribution taxes
|
60,137 |
-35,713 |
6.01.01.02 |
Equity pick-up
|
-90,169 |
28,264 |
6.01.01.03 |
Stock options
expenses |
3,940 |
24,379 |
6.01.01.04 |
Unrealized interest and finance charges, net
|
31,077 |
42,070 |
6.01.01.05 |
Financial
instruments |
4,346 |
-245 |
6.01.01.06 |
Depreciation and
amortization |
15,397 |
20,717 |
6.01.01.07 |
Provision for
legal claims |
42,532 |
26,272 |
6.01.01.08 |
Provision for
profit sharing |
12,000 |
7,142 |
6.01.01.09 |
Warranty
provision |
10,065 |
-8,000 |
6.01.01.10 |
Write-off of property and equipment,
net |
142 |
246 |
6.01.01.11 |
Allowance for
doubtful accounts |
313 |
312 |
6.01.01.14 |
Provision for penalties due to delay in construction
works |
138 |
1,883 |
6.01.01.15 |
Write-off of investments |
0 |
6,700 |
6.01.02 |
Variation in assets and liabilities |
-164,178 |
-258,361 |
6.01.02.01 |
Trade accounts
receivable |
-43,435 |
79,325 |
6.01.02.02 |
Properties for
sale |
-74,111 |
-107,782 |
6.01.02.03 |
Other accounts
receivable |
-8,436 |
-34,481 |
6.01.02.04 |
Prepaid expenses
|
4,338 |
6,387 |
6.01.02.05 |
Obligations for purchase of properties and adv. from
customers |
-40,382 |
-34,186 |
6.01.02.06 |
Taxes and
contributions |
-790 |
-8,823 |
6.01.02.07 |
Suppliers
|
780 |
-5,796 |
6.01.02.08 |
Salaries and
payable charges |
-18,171 |
-33,234 |
6.01.02.09 |
Transactions with
related parties |
63,402 |
-5,849 |
6.01.02.10 |
Other obligations
|
-47,373 |
-32,883 |
6.01.02.11 |
Income
tax and social contribution payable |
0 |
-81,039 |
6.02 |
Net
cash from investing activities |
192,269 |
709,593 |
6.02.01 |
Purchase of property and equipment and intangible
assets |
-12,703 |
-22,322 |
6.02.02 |
Increase in
investments |
-1,289 |
-10,321 |
6.02.03 |
Redemption of short-term investments |
1,202,776 |
2,030,197 |
6.02.04 |
Purchase of short-term investments |
-996,515 |
-1,329,530 |
6.02.05 |
Dividends
received |
0 |
41,569 |
6.03 |
Net
cash from financing activities |
-118,757 |
-584,632 |
6.03.02 |
Increase in loans, financing and debentures
|
302,564 |
250,187 |
6.03.03 |
Payment of loans, financing and debentures
|
-392,644 |
-586,212 |
6.03.04 |
Repurchase of
treasury shares |
-22,135 |
-28,626 |
6.03.05 |
Dividends and interest on equity paid |
0 |
-117,122 |
6.03.06 |
Loan transactions
with related parties |
-3,487 |
-4,674 |
7
INDIVIDUAL FINANCIAL STATEMENTS - CASH FLOWS -
INDIRECT METHOD - (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2015 to
06/30/2015 |
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2014 to
06/30/2014 |
6.03.07 |
Obligation with
investors |
-3,649 |
-105,094 |
6.03.08 |
Selling of treasury shares |
1,810 |
13,480 |
6.03.09 |
Net
result in selling of treasury shares |
-1,216 |
-6,571 |
6.05 |
Net
increase (decrease)x of cash and cash equivalents |
-748 |
-19,373 |
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 |
33,044 |
19,659 |
8
INDIVIDUAL STATEMENT OF CHANGES IN EQUITY FROM
01/01/2015 TO 06/30/2015 (in thousands of Brazilian reais)
|
CODE
|
DESCRIPTION
|
Capital |
Capital reserves, stock options and treasury
shares |
Profit reserves |
Retained earnings |
Others comprehensive income |
Total Equity |
5.01 |
Opening
balance |
2,740,662 |
-9,162 |
323,845 |
0 |
0 |
3,055,345 |
5.03 |
Opening adjusted
balance |
2,740,662 |
-9,162 |
323,845 |
0 |
0 |
3,055,345 |
5.04 |
Capital
transactions with shareholders |
0 |
57,829 |
-75,430 |
0 |
0 |
-17,601 |
5.04.03 |
Realization of
granted options |
0 |
3,940 |
0 |
0 |
0 |
3,940 |
5.04.04 |
Repurchase of
treasury shares |
0 |
-22,135 |
0 |
0 |
0 |
-22,135 |
5.04.05 |
Selling of
treasury shares |
0 |
1,810 |
-1,216 |
0 |
0 |
594 |
5.04.08 |
Cancelation of
treasury shares |
0 |
74,214 |
-74,214 |
0 |
0 |
0 |
5.05 |
Total
of comprehensive income (loss) |
0 |
0 |
0 |
60,137 |
0 |
60,137 |
5.05.01 |
Net
income (loss) for the period |
0 |
0 |
0 |
60,137 |
0 |
60,137 |
5.07 |
Closing
balance |
2,740,662 |
48,667 |
248,415 |
60,137 |
0 |
3,097,881 |
9
INDIVIDUAL STATEMENT OF CHANGES IN EQUITY FROM
01/01/2014 TO 06/30/2014 (in thousands of Brazilian reais)
|
CODE
|
DESCRIPTION
|
Capital |
Capital reserves, stock options and treasury
shares |
Profit
reserves |
Retained
earnings |
Others
comprehensive income |
Total
Equity |
5.01 |
Opening balance
|
2,740,662 |
-18,687 |
468,749 |
0 |
0 |
3,190,724 |
5.03 |
Opening adjusted
balance |
2,740,662 |
-18,687 |
468,749 |
0 |
0 |
3,190,724 |
5.04 |
Capital
transactions with shareholders |
0 |
-33,902 |
0 |
0 |
0 |
-33,902 |
5.04.03 |
Realization of
granted options |
0 |
10,542 |
0 |
0 |
0 |
10,542 |
5.04.04 |
Repurchase of
treasury shares |
0 |
-51,353 |
0 |
0 |
0 |
-51,353 |
5.04.05 |
Selling of
treasury shares |
0 |
6,909 |
0 |
0 |
0 |
6,909 |
5.05 |
Total of
comprehensive loss |
0 |
0 |
0 |
-40,640 |
0 |
-40,640 |
5.05.01 |
Loss for the
period |
0 |
0 |
0 |
-40,640 |
0 |
-40,640 |
5.07 |
Closing balance
|
2,740,662 |
-52,589 |
468,749 |
-40,640 |
0 |
3,116,182 |
|
|
|
|
|
|
|
|
10
INDIVIDUAL STATEMENT OF VALUE ADDED (in thousands of
Brazilian Reais) |
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2015 to
06/30/2015 |
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2014 to
06/30/2014 |
7.01 |
Revenues
|
606,490 |
570,419 |
7.01.01 |
Real
estate development, sale and services |
606,803 |
570,731 |
7.01.04 |
Allowance for
doubtful accounts |
-313 |
-312 |
7.02 |
Inputs
acquired from third parties |
-406,994 |
-343,312 |
7.02.01 |
Cost
of Sales and/or Services |
-355,548 |
-308,721 |
7.02.02 |
Materials, energy, outsourced labor and other
|
-51,446 |
-34,591 |
7.03 |
Gross added value
|
199,496 |
227,107 |
7.04 |
Retentions
|
-15,397 |
-20,717 |
7.04.01 |
Depreciation and
amortization |
-15,397 |
-20,717 |
7.05 |
Net
added value produced by the Company |
184,099 |
206,390 |
7.06 |
Added
value received on transfer |
125,601 |
23,373 |
7.06.01 |
Equity pick-up
|
90,169 |
-28,264 |
7.06.02 |
Financial income
|
35,432 |
51,637 |
7.07 |
Total
added value to be distributed |
309,700 |
229,763 |
7.08 |
Added value
distribution |
309,700 |
229,763 |
7.08.01 |
Personnel and
payroll charges |
67,646 |
85,771 |
7.08.02 |
Taxes and
contributions |
65,426 |
71,226 |
7.08.03 |
Compensation –
Interest |
116,491 |
113,406 |
7.08.04 |
Compensation –
Company capital |
60,137 |
-40,640 |
7.08.04.03 |
Retained losses
|
60,137 |
-40,640 |
11
CONSOLIDATED FINANCIAL STATEMENTS - BALANCE SHEET -
ASSETS (in thousands of Brazilian Reais) |
CODE
|
DESCRIPTION
|
ACTUAL QUARTER
6/30/2015 |
PRIOR YEAR
31/12/2014 |
1 |
Total Assets
|
7,072,546 |
7,205,852 |
1.01 |
Current Assets
|
4,417,677 |
4,691,211 |
1.01.01 |
Cash and cash
equivalents |
154,229 |
109,895 |
1.01.01.01 |
Cash and banks
|
138,839 |
85,059 |
1.01.01.02 |
Short-term
investments |
15,390 |
24,836 |
1.01.02 |
Short-term
investments |
722,584 |
1,047,359 |
1.01.02.01 |
Fair
value of short-term investments |
722,584 |
1,047,359 |
1.01.03 |
Accounts
receivable |
1,464,279 |
1,440,498 |
1.01.03.01 |
Trade accounts
receivable |
1,464,279 |
1,440,498 |
1.01.03.01.01 |
Receivables from clients of developments
|
1,423,554 |
1,400,490 |
1.01.03.01.02 |
Receivables from clients of construction and
services rendered |
40,725 |
40,008 |
1.01.04 |
Inventories
|
1,620,297 |
1,695,817 |
1.01.07 |
Prepaid expenses
|
10,293 |
15,442 |
1.01.07.01 |
Prepaid expenses
and other |
10,293 |
15,442 |
1.01.08 |
Other current
assets |
445,995 |
382,200 |
1.01.08.01 |
Non
current assets for sale |
123,526 |
110,563 |
1.01.08.03 |
Other
|
322,469 |
271,637 |
1.01.08.03.01 |
Other accounts
receivable |
137,204 |
128,905 |
1.01.08.03.02 |
Receivables from
related parties |
185,265 |
142,732 |
1.02 |
Non Current
assets |
2,654,869 |
2,514,641 |
1.02.01 |
Non current
assets |
1,567,191 |
1,420,654 |
1.02.01.03 |
Accounts
receivable |
450,243 |
384,821 |
1.02.01.03.01 |
Receivables from clients of developments
|
450,243 |
384,821 |
1.02.01.04 |
Inventories
|
895,500 |
816,525 |
1.02.01.09 |
Others non
current assets |
221,448 |
219,308 |
1.02.01.09.03 |
Others
accounts receivable and others |
119,793 |
112,241 |
1.02.01.09.04 |
Receivables from
related parties |
101,655 |
107,067 |
1.02.02 |
Investments
|
963,989 |
968,393 |
1.02.02.01 |
Interest in associates and affiliates |
963,989 |
968,393 |
1.02.03 |
Property and
equipment |
46,219 |
48,691 |
1.02.03.01 |
Operation
property and equipment |
46,219 |
48,691 |
1.02.04 |
Intangible assets
|
77,470 |
76,903 |
1.02.04.01 |
Intangible assets
|
51,994 |
51,427 |
1.02.04.02 |
Goodwill
|
25,476 |
25,476 |
|
|
|
|
12
CONSOLIDATED FINANCIAL STATEMENTS - BALANCE SHEET -
LIABILITIES AND EQUITY (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER
6/30/2015 |
PRIOR YEAR
31/12/2014 |
2 |
Total Liabilities
|
7,072,546 |
7,205,852 |
2.01 |
Current
liabilities |
2,198,587 |
2,270,869 |
2.01.01 |
Social and labor
obligations |
59,680 |
65,039 |
2.01.01.02 |
Labor obligations
|
59,680 |
65,039 |
2.01.01.02.01 |
Salaries, payroll charges and profit sharing
|
59,680 |
65,039 |
2.01.02 |
Suppliers
|
109,017 |
95,131 |
2.01.03 |
Tax obligations
|
107,483 |
114,424 |
2.01.03.01 |
Federal tax
obligations |
107,483 |
114,424 |
2.01.04 |
Loans and
financing |
1,066,751 |
1,054,445 |
2.01.04.01 |
Loans and
financing |
590,323 |
550,058 |
2.01.04.01.01 |
In Local Currency
|
590,323 |
550,058 |
2.01.04.02 |
Debentures
|
476,428 |
504,387 |
2.01.05 |
Other obligations
|
748,170 |
838,796 |
2.01.05.01 |
Paybales to
related parties |
174,806 |
156,503 |
2.01.05.02 |
Other
|
573,364 |
682,293 |
2.01.05.02.04 |
Obligations for purchase of properties and advances
from customers |
386,192 |
490,605 |
2.01.05.02.05 |
Payables to
venture partners |
5,016 |
6,317 |
2.01.05.02.06 |
Other obligations
|
151,182 |
157,896 |
2.01.05.02.07 |
Obligations assumed on assignment of receivables
|
20,248 |
24,135 |
2.01.05.02.08 |
Derivative financial instruments |
10,726 |
3,340 |
2.01.06 |
Provisions
|
107,486 |
103,034 |
2.01.06.01 |
Tax,
labor and civel lawsuits |
107,486 |
103,034 |
2.01.06.01.01 |
Tax lawsuits
|
218 |
218 |
2.01.06.01.02 |
Labor lawsuits
|
13,552 |
11,151 |
2.01.06.01.04 |
Civel lawsuits
|
93,716 |
91,665 |
2.02 |
Non current
liabilities |
1,774,467 |
1,876,580 |
2.02.01 |
Loans and
financing |
1,366,049 |
1,532,079 |
2.02.01.01 |
Loans and
financing |
697,460 |
847,367 |
2.02.01.01.01 |
Loans
and financing in local currency |
697,460 |
847,367 |
2.02.01.02 |
Debentures
|
668,589 |
684,712 |
2.02.02 |
Other obligations
|
236,129 |
173,221 |
2.02.02.02 |
Other
|
236,129 |
173,221 |
2.02.02.02.03 |
Obligations for purchase of properties and advances
from customers |
175,649 |
101,137 |
2.02.02.02.04 |
Other obligations
|
33,332 |
30,544 |
2.02.02.02.05 |
Payables to
venture partners |
2,280 |
4,713 |
2.02.02.02.06 |
Obligations assumed on assignment of receivables
|
23,921 |
31,994 |
2.02.02.02.07 |
Derivative financial instruments |
947 |
4,833 |
2.02.03 |
Deferred taxes
|
33,081 |
34,740 |
2.02.03.01 |
Deferred income tax and social contribution
|
33,081 |
34,740 |
2.02.04 |
Provisions
|
139,208 |
136,540 |
13
CONSOLIDATED FINANCIAL STATEMENTS - BALANCE SHEET -
LIABILITIES AND EQUITY (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER
6/30/2015 |
PRIOR YEAR
31/12/2014 |
2.02.04.01 |
Tax,
labor and civel lawsuits |
139,208 |
136,540 |
2.02.04.01.01 |
Tax lawsuits
|
196 |
196 |
2.02.04.01.02 |
Labor lawsuits
|
74,395 |
70,167 |
2.02.04.01.04 |
Civel lawsuits
|
64,617 |
66,177 |
2.03 |
Equity
|
3,099,492 |
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
|
48,667 |
-9,162 |
2.03.02.04 |
Granted options
|
145,055 |
141,114 |
2.03.02.05 |
Treasury shares
|
-25,171 |
-79,059 |
2.03.02.07 |
Reserve for expenditures with public offering
|
-71,217 |
-71,217 |
2.03.04 |
Income Reserve
|
248,415 |
323,845 |
2.03.04.01 |
Legal Reserve
|
31,593 |
31,593 |
2.03.04.02 |
Statutory Reserve
|
216,822 |
292,252 |
2.03.05 |
Retained
earnings/accumulated losses |
60,137 |
0 |
2.03.09 |
Non-controlling
interest |
1,611 |
3,058 |
14
CONSOLIDATED FINANCIAL STATEMENTS - INCOME - (in
thousands of Brazilian Reais) |
CODE
|
DESCRIPTION
|
ACTUAL QUARTER 04/01/2015 to
06/30/2015 |
YEAR TO DATE 01/01/2015 to
06/30/2015 |
SAME QUARTER FROM PREVIOUS YEAR 04/01/2014 to
06/30/2014 |
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2014 to
06/30/2014 |
3.01 |
Net
Sales and/or Services |
591,529 |
1,111,030 |
574,830 |
1,007,531 |
3.01.01 |
Revenue from real estate development |
642,927 |
1,207,781 |
624,029 |
1,092,671 |
3.01.03 |
Taxes
on real estate sales and services |
-51,398 |
-96,751 |
-49,199 |
-85,140 |
3.02 |
Cost
of sales and/or services |
-432,986 |
-803,287 |
-409,926 |
-745,279 |
3.02.01 |
Cost
of real estate development |
-432,986 |
-803,287 |
-409,926 |
-745,279 |
3.03 |
Gross profit
|
158,543 |
307,743 |
164,904 |
262,252 |
3.04 |
Operating
expenses/income |
-141,499 |
-238,722 |
-152,215 |
-275,447 |
3.04.01 |
Selling expenses
|
-40,635 |
-67,748 |
-43,093 |
-73,875 |
3.04.02 |
General and
administrative expenses |
-49,070 |
-92,738 |
-56,418 |
-107,837 |
3.04.05 |
Other operating
expenses |
-44,612 |
-89,836 |
-55,296 |
-95,310 |
3.04.05.01 |
Depreciation and
amortization |
-11,561 |
-23,230 |
-15,977 |
-29,999 |
3.04.05.02 |
Other operating
expenses |
-33,051 |
-66,606 |
-39,319 |
-65,311 |
3.04.06 |
Equity pick-up
|
-7,182 |
11,600 |
2,592 |
1,575 |
3.05 |
Income
(loss) before financial results and income taxes |
17,044 |
69,021 |
12,689 |
-13,195 |
3.06 |
Financial
|
2,685 |
-5,531 |
-3,072 |
-10,986 |
3.06.01 |
Financial income
|
44,270 |
76,882 |
37,965 |
82,161 |
3.06.02 |
Financial
expenses |
-41,585 |
-82,413 |
-41,037 |
-93,147 |
3.07 |
Income before
income taxes |
19,729 |
63,490 |
9,617 |
-24,181 |
3.08 |
Income
and social contribution taxes |
5,754 |
-6,406 |
-11,672 |
-18,269 |
3.08.01 |
Current
|
-372 |
-7,232 |
-9,810 |
-16,874 |
3.08.02 |
Deferred
|
6,126 |
826 |
-1,862 |
-1,395 |
3.09 |
Income
(loss) from continuing operation |
25,483 |
57,084 |
-2,055 |
-42,450 |
3.11 |
Income
(loss) for the period |
25,483 |
57,084 |
-2,055 |
-42,450 |
3.11.01
|
Income
(loss) attributable to the Company |
28,487 |
60,137 |
-851 |
-40,640 |
15
CONSOLIDATED FINANCIAL STATEMENTS - INCOME - (in
thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER
04/01/2015 to 06/30/2015 |
YEAR TO DATE
01/01/2015 to 06/30/2015 |
SAME
QUARTER FROM PREVIOUS YEAR 04/01/2014 to 06/30/2014 |
YEAR
TO DATE FROM PREVIOUS YEAR 01/01/2014 to 06/30/2014 |
3.11.02 |
Net
income attributable to non-controlling interests |
-3,004 |
-3,053 |
-1,204 |
-1,810 |
3.99 |
Earnings per Share – (Reais / Share) |
|
|
|
|
3.99.01 |
Basic Earnings
per Share |
|
|
|
|
3.99.01.01 |
ON |
0.07750 |
0.16370 |
-0.00210 |
-0.10020 |
3.99.02 |
Diluted Earnings
per Share |
|
|
|
|
3.99.02.01 |
ON |
0.07697 |
0.16250 |
-0.00210 |
-0.10020 |
16
CONSOLIDATED FINANCIAL STATEMENTS - COMPREHENSIVE
INCOME (LOSS) - (in thousands of Brazilian Reais) |
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER
04/01/2015 to 06/30/2015 |
YEAR TO DATE
01/01/2015 to 06/30/2015 |
SAME
QUARTER FROM PREVIOUS YEAR 04/01/2014 to 06/30/2014 |
YEAR
TO DATE FROM PREVIOUS YEAR 01/01/2014 to 06/30/2014 |
4.01
|
Consolidated Income (loss) for the period
|
25,483 |
57,084 |
-2,055 |
-42,450 |
4.03
|
Consolidated comprehensive income (loss) for the
period |
25,483 |
57,084 |
-2,055 |
-42,450 |
4.03.01
|
Income
(loss) attributable to Gafisa |
28,487 |
60,137 |
-851 |
-40,640 |
4.03.02
|
Net
income attributable to the noncontrolling interests |
-3,004 |
-3,053 |
-1,204 |
-1,810 |
|
|
|
|
|
|
17
CONSOLIDATED FINANCIAL STATEMENTS - CASH FLOWS -
INDIRECT METHOD - (in thousands of Brazilian Reais) |
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2015 to
06/30/2015 |
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2014 to
06/30/2014 |
6.01 |
Net
cash from operating activities |
-45,845 |
-40,042 |
6.01.01 |
Cash
generated in the operations |
199,853 |
154,886 |
6.01.01.01 |
Income
(loss) before income and social contribution taxes |
63,490 |
-24,181 |
6.01.01.02 |
Stock options
expenses |
5,001 |
24,405 |
6.01.01.03 |
Unrealized interest and finance charges, net
|
37,663 |
70,624 |
6.01.01.04 |
Depreciation and
amortization |
23,230 |
29,999 |
6.01.01.05 |
Write-off of property and equipment, net
|
1,058 |
2,197 |
6.01.01.06 |
Provision for
legal claims |
55,488 |
51,796 |
6.01.01.07 |
Warranty
provision |
8,829 |
-10,957 |
6.01.01.08 |
Provision for
profit sharing |
12,038 |
16,425 |
6.01.01.09 |
Allowance for
doubtful accounts |
-805 |
-3,306 |
6.01.01.10 |
Provision for realization of non-financial assets –
properties for sale |
4,375 |
379 |
6.01.01.11 |
Provision for penalties due to delay in construction
works |
-943 |
-675 |
6.01.01.12 |
Financial
instruments |
4,346 |
-245 |
6.01.01.13 |
Equity pick-up
|
-11,600 |
-1,575 |
6.01.01.15 |
Write-off of investments |
-2,317 |
0 |
6.01.02 |
Variation in Assets and Liabilities |
-245,698 |
-194,928 |
6.01.02.01 |
Trade accounts
receivable |
-78,034 |
179,022 |
6.01.02.02 |
Properties for
sale |
-43,117 |
-81,378 |
6.01.02.03 |
Other accounts
receivable |
-11,403 |
-2,398 |
6.01.02.04 |
Transactions with
related parties |
-10,022 |
-51,270 |
6.01.02.05 |
Prepaid expenses
|
5,150 |
8,964 |
6.01.02.06 |
Suppliers
|
13,886 |
-1,479 |
6.01.02.07 |
Obligations for purchase of properties and adv. from
customers |
-29,902 |
-53,554 |
6.01.02.08 |
Taxes and
contributions |
-6,941 |
-31,088 |
6.01.02.09 |
Salaries and
payable charges |
-17,397 |
-45,826 |
6.01.02.10 |
Other obligations
|
-61,512 |
-31,239 |
6.01.02.11 |
Income
tax and social contribution paid |
-6,406 |
-84,682 |
6.02 |
Net
cash from investing activities |
301,430 |
694,084 |
6.02.01 |
Purchase of property and equipment and intangible
assets |
-22,383 |
-35,128 |
6.02.02 |
Redemption of short-term investments |
2,133,082 |
2,544,749 |
6.02.03 |
Purchase of short-term investments |
-1,808,307 |
-1,880,258 |
6.02.04 |
Investments
|
-962 |
4,420 |
6.02.05 |
Dividends
received |
0 |
60,301 |
6.03 |
Net
cash from financing activities |
-211,251 |
-734,147 |
6.03.02 |
Increase in loans,
financing and debentures |
382,672 |
378,913 |
6.03.03 |
Payment of loans and financing |
-574,060 |
-835,878 |
6.03.04 |
Dividends and interest on equity paid |
0 |
-117,122 |
6.03.06 |
Payables to
venture partners |
-3,734 |
-109,018 |
18
CONSOLIDATED FINANCIAL STATEMENTS - CASH FLOWS -
INDIRECT METHOD - (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2015 to
06/30/2015 |
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2014 to
06/30/2014 |
6.03.07 |
Loan
transactions with related parties |
5,412 |
-6,598 |
6.03.08 |
Repurchase of
treasury shares |
-22,135 |
-51,353 |
6.03.09 |
Selling of
treasury shares |
1,810 |
13,480 |
6.03.10 |
Net
result in selling of treasury shares |
-1,216 |
-6,571 |
6.05 |
Net
increase (decrease) of cash and cash equivalents |
44,334 |
-80,105 |
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 |
154,229 |
135,089 |
19
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FROM
01/01/2015 TO 06/30/2015 (in thousands of Brazilian reais)
|
CODE
|
DESCRIPTION
|
Capital
|
Capital reserves, stock options and treasury shares
|
Profit reserves |
Retained
earnings |
Others
comprehensive income |
Total
Shareholders equity |
Non Controlling
interest |
Total equity
Consolidated |
5.01 |
Opening balance
|
2,740,662 |
-9,162 |
323,845 |
0 |
0 |
3,055,345 |
3,058 |
3,058,403 |
5.03 |
Opening adjusted
balance |
2,740,662 |
-9,162 |
323,845 |
0 |
0 |
3,055,345 |
3,058 |
3,058,403 |
5.04 |
Capital
transactions with shareholders |
0 |
57,829 |
-75,430 |
0 |
0 |
-17,601 |
1,606 |
-15,995 |
5.04.01 |
Capital increase
|
0 |
0 |
0 |
0 |
0 |
0 |
1,606 |
1,606 |
5.04.03 |
Realization of
granted options |
0 |
3,940 |
0 |
0 |
0 |
3,940 |
0 |
3,940 |
5.04.04 |
Repurchase of
treasury shares |
0 |
-22,135 |
0 |
0 |
0 |
-22,135 |
0 |
-22,135 |
5.04.05 |
Selling of
treasury shares |
0 |
1,810 |
-1,216 |
0 |
0 |
594 |
0 |
594 |
5.04.08 |
Cancelation of
treasury shares |
0 |
74,214 |
-74,214 |
0 |
0 |
0 |
0 |
0 |
5.05 |
Total
of comprehensive income (loss) |
0 |
0 |
0 |
60,137 |
0 |
60,137 |
-3,053 |
57,084 |
5.05.01 |
Net
income (loss) for the period |
0 |
0 |
0 |
60,137 |
0 |
60,137 |
-3,053 |
57,084 |
5.07 |
Closing
balance |
2,740,662 |
48,667 |
248,415 |
60,137 |
0 |
3,097,881 |
1,611 |
3,099,492 |
20
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FROM
01/01/2014 TO 06/30/2014 (in thousands of Brazilian reais)
|
CODE
|
DESCRIPTION
|
Capital
|
Capital reserves, stock options and treasury shares
|
Profit reserves |
Retained
earnings |
Others
comprehensive income |
Total
Shareholders equity |
Non Controlling
interest |
Total equity
Consolidated |
5.01 |
Opening balance
|
2,740,662 |
-18,687 |
468,749 |
0 |
0 |
3,190,724 |
23,759 |
3,214,483 |
5.03 |
Opening adjusted
balance |
2,740,662 |
-18,687 |
468,749 |
0 |
0 |
3,190,724 |
23,759 |
3,214,483 |
5.04 |
Capital
transactions with shareholders |
0 |
-33,902 |
0 |
0 |
0 |
-33,902 |
0 |
-33,902 |
5.04.03 |
Realization of
granted options |
0 |
10,542 |
0 |
0 |
0 |
10,542 |
0 |
10,542 |
5.04.04 |
Repurchase of
treasury shares |
0 |
-51,353 |
0 |
0 |
0 |
-51,353 |
0 |
-51,353 |
5.04.05 |
Selling of
treasury shares |
0 |
6,909 |
0 |
0 |
0 |
6,909 |
0 |
6,909 |
5.05 |
Total
of comprehensive income (loss) |
0 |
0 |
0 |
-40,640 |
0 |
-40,640 |
-1,810 |
-42,450 |
5.05.01 |
Income
(loss) for the period |
0 |
0 |
0 |
-40,640 |
0 |
-40,640 |
-1,810 |
-42,450 |
5.07 |
Closing balance
|
2,740,662 |
-52,589 |
468,749 |
-40,640 |
0 |
3,116,182 |
21,949 |
3,138,131 |
21
CONSOLIDATED STATEMENT OF VALUE ADDED (in thousands
of Brazilian Reais) |
|
CODE
|
DESCRIPTION
|
YEAR TO DATE
01/01/2015 to 06/30/2015 |
YEAR
TO DATE FROM PREVIOUS YEAR 01/01/2014 to 06/30/2014 |
7.01 |
Revenues
|
1,210,097 |
1,092,671 |
7.01.01 |
Real
estate development, sale and services |
1,186,968 |
1,061,801 |
7.01.04 |
Allowance for
doubtful accounts |
23,129 |
30,870 |
7.02 |
Inputs
acquired from third parties |
-813,494 |
-773,089 |
7.02.01 |
Cost
of sales and/or services |
-731,342 |
-670,178 |
7.02.02 |
Materials, energy, outsourced labor and other
|
-82,152 |
-102,911 |
7.03 |
Gross added value
|
396,603 |
319,582 |
7.04 |
Retentions
|
-23,230 |
-29,999 |
7.04.01 |
Depreciation and
amortization |
-23,230 |
-29,999 |
7.05 |
Net
added value produced by the Company |
373,373 |
289,583 |
7.06 |
Added
value received on transfer |
88,482 |
83,736 |
7.06.01 |
Equity pick-up
|
11,600 |
1,575 |
7.06.02 |
Financial income
|
76,882 |
82,161 |
7.07 |
Total
added value to be distributed |
461,855 |
373,319 |
7.08 |
Added value
distribution |
461,855 |
373,319 |
7.08.01 |
Personnel and
payroll charges |
115,343 |
116,138 |
7.08.02 |
Taxes and
contributions |
125,420 |
122,220 |
7.08.03 |
Compensation –
Interest |
160,955 |
175,601 |
7.08.03.01 |
Interest
|
160,955 |
175,601 |
7.08.04 |
Compensation –
Company capital |
60,137 |
-40,640 |
7.08.04.03 |
Retained losses
|
60,137 |
-40,640 |
22
FOR IMMEDIATE
RELEASE - São Paulo, August 7, 2015 – Gafisa S.A. (Bovespa:
GFSA3; NYSE: GFA), one of Brazil’s leading homebuilders, today reported
financial results for the second quarter ended June 30, 2015.
August 10, 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:
54100222 +55-11-3127-4999 (USA) Code:
80924629 IR Website: www.gafisa.com.br/ri
Danilo Cabrera Mariana
Suarez Phone: +55 11 3025-9242 / 9978 Email:
ri@gafisa.com.br IR Website: www.gafisa.com.br/ri
Máquina da Notícia - Comunicação
Integrada Giovanna Bambicini Phone: +55 11
3147-7414 Fax: +55 11 3147-7900 E-mail:
gafisa@grupomaquina.com
GFSA3 – Bovespa GFA – NYSE Total shares
outstanding: : 378.066.1621 Average daily
trading volume (90 days²): R$8.9 million (1) Including
10.074.707 treasury shares (2) Until June 30,
2015
|
GAFISA RELEASES 2Q15 RESULTS
MANAGEMENT COMMENTS AND HIGHLIGHTS
The first half of
2015 brought Gafisa another step closer to solid levels of profitability.
We are pleased to report that consolidated net income totaled R$60.1
million in the first six months of the year, reversing a loss of R$ 40.6
million recorded in the same period last year. In the second quarter
specifically, consolidated net income was R$28.5 million. The Tenda
segment accounted for R$20.0 million of the total, maintaining the
previous quarter’s performance to end the first half of 2015 with net
income of R$ 31.4 million. Tenda’s performance reflects its consolidation
and the growing participation of new projects launched under its current
business model. The Gafisa segment, in turn, recorded net income of R$8.5
million in the quarter and R$28.7 million in 1H15, as a result of targeted
efforts to sell inventory and reduce the level of SG&A.
These results are
aligned with the Company’s strategy of improving operating performance and
increasing its profitability levels, despite the current market
environment. In a period marked by a challenging macroeconomic conditions,
the Company’s two brands faced very different operating environments. The
performance of the Gafisa segment reflects difficult conditions in the
middle and upper income markets, due to interest rate, inflation and
exchange rate movements which are directly impacting both consumer and
investor confidence. On the other hand, the Tenda segment’s performance
remains supported by strong demand from the low income segment.
In this context,
we would like to highlight the positive performance achieved by both
Gafisa and Tenda’s projects in the quarter, which contributed to the
Company’s consolidated results. The consolidated adjusted gross margin
reached 33.9% in the quarter. The Gafisa segment is maintaining stable
profitability levels in its projects, with an adjusted gross margin of
36.5% in the quarter. At the same time, the consolidation of the New Model
within Tenda led the segment to record an adjusted gross margin of 30.1%.
In keeping with
the shift to a more conservative strategy amid greater risk aversion in
the market, the Gafisa segment launched two projects during the quarter.
We would like to highlight once again the focus on reducing inventory
levels, which accounted for approximately 72% of net pre-sales totaling
R$242.2 million in the quarter. It is also worth noting strong delivery
volumes in the Gafisa segment during the period: totaling 1,498 units and
R$777.3 million in PSV. In the first half of 2015, 14 projects/phases were
delivered, representing 3,345 units and R$1.3 billion in PSV. The level of
cancellations, which reached R$115.6 million in 2Q15, reflected the impact
of Brazil’s current economic stagnation against Gafisa’s strong volume of
deliveries. |
23
We ended the second
quarter with R$2.1 billion in inventory in the Gafisa segment, with just 19.8%
related to completed projects. This percentage was impacted by the volume of
deliveries of corporate units and R$105.4 million of units located in
discontinued markets, resulting in a decrease of 52% y-o-y and 8% from the
previous quarter. The performance of inventory sales once again contributed to
the effective sales speed, which was 10.5% in 2Q15, and higher y-o-y.
Amid the continuation
of current economic conditions, we expect to take a conservative approach to
launch activity throughout the second half 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 an adequate sales and profitability.
In the lower income
segment, Tenda was able to sustain positive results and reported net income for
the second consecutive quarter. These results reflect the increased operational
scale of the New Model and the greater level of efficiency and management of
both the financial and operational cycles.
In regards to the
expansion of Tenda’s operating volume, 6 projects/phases were launched in 2Q15,
accounting for R$229.4 million. The projects/phases are located in the states of
São Paulo, Rio de Janeiro, Rio Grande do Sul, Bahia and Pernambuco.
The highlight of the
quarter was the strong speed of sales result, which reached 28.2%. This is due
to greater product availability after three consecutive quarters of high launch
volumes, strong demand in the low income segment and a significant reduction in
the volume of dissolutions observed during the period. As a result, net
pre-sales increased significantly, totaling R$289.9 million, the highest level
since the 4Q10.
The Tenda segment
delivered 5 projects during the quarter, representing 1,240 units and accounting
for R$177.2 million in PSV, of which 77% (980 units, or R$137.2 million) were
under the New Model. In the 6M15, the segment delivered R$239.5 million, with
61% relating to the New Model.
Tenda’s solid operating
performance positively impacted its financial results, with adjusted gross
income reaching R$73.3 million in 2Q15. 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 a strong speed of sales. Sustainable
operating results over the last three quarters reinforces our confidence in the
New Model.
On a consolidated
basis, Gafisa and Tenda launched R$482.0 million in 2Q15 and R$795.5 million in
6M15, with net pre-sales of R$532.1 million and R$955.5 million, respectively.
Adjusted gross profit was R$200.4 million, with a margin of 33.9% in the
quarter; over the first six months, adjusted gross profit was R$379.7
million.
A substantial reduction
in the volume of old projects and the adaptation to current market conditions
led Gafisa to concentrate on achieving greater stability in its cost and expense
structure. Selling and administrative expenses were R$89.7 million, down 9.9% on
a year-over-year basis. Year-to-date, these expenses totaled R$160.5 million,
down 11.7% from 6M14, attesting to the Company’s commitment to streamlining its
cost structure.
As a result of these
initiatives, consolidated net income totaled R$28.5 million in the quarter and
R$60.1 million in the 6M15.
At the end of the 6M15,
the Net Debt / Shareholder’s Equity ratio reached 50.4%, consistent with the
previous quarter. Excluding financing for projects, the Net Debt / Shareholder’s
Equity ratio was negative 11.7%. In the quarter, consolidated operating cash
generation reached R$13.1 million, also in line with the previous quarter.
The Company ended the
2Q15 with a net cash burn of R$28.1 million, totaling a cash burn of R$97.8
million in the first half. This level of cash burn came as a result of higher
disbursements related to Tenda’s land bank in 1Q15 and a slightly lower volume
of transfers in the Gafisa segment compared to that of the previous quarter, due
to the higher volume of corporate projects delivered in the second
half.
24
The process of
separating the Gafisa and Tenda business units is moving forward. Since the
beginning of 2014, a number of steps have already been completed, while some of
the actions are still underway. These include defining the appropriate capital
structure for each of the business units. Considering that this is the most
crucial 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, as we have previously announced.
Finally, we would like
to highlight our satisfaction with the evolution of the business cycles at both
Gafisa and Tenda in this first half of 2015. In recent years, both companies
have strengthened and improved their operating and financial cycles, positioning
them well for the challenges facing the sector and region in 2015. The company
remains focused 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. |
25
MAIN
CONSOLIDATED FIGURES
Table 1. Operating and
Financial Highlights – (R$000 and % Company)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Launches |
481,951 |
313,581 |
54% |
413,744 |
16% |
795,532 |
949,123 |
-16% |
Launches, Units |
2,231 |
1,950 |
14% |
1,089 |
105% |
4,181 |
2,955 |
41% |
Net Pre-sales |
532,131 |
423,344 |
26% |
433,018 |
23% |
955,475 |
672,341 |
42% |
Pre-sales,
Units |
2,395 |
1,908 |
26% |
1,628 |
47% |
4,303 |
2,395 |
80% |
Pre-sales of
Launches |
108,001 |
59,716 |
81% |
158,633 |
-32% |
167,717 |
216,804 |
-23% |
Sales over Supply
(SoS) |
15.9% |
12.8% |
310
bps |
12.6% |
330 bps |
25.4% |
18.2% |
720
bps |
Delivered projects
(PSV) |
954,460 |
785,748 |
21% |
678,171 |
41% |
1,740,208 |
1,235,679 |
41% |
Delivered projects,
Units |
2,738 |
3,534 |
-22% |
3,689 |
-26% |
6,272 |
5,485 |
14% |
Net Revenue |
591,529 |
519,501 |
14% |
574,830 |
3% |
1,111,030 |
1,007,531 |
10% |
Adjusted Gross
Profit1 |
200,386 |
179,302 |
12% |
205,261 |
-2% |
379,688 |
337,354 |
12% |
Adjusted Gross
Margin1 |
33.9% |
34.5% |
-60
bps |
35.7% |
-180 bps |
34.2% |
33.5% |
70
bps |
Adjusted
EBITDA2 |
72,831 |
96,363 |
-24% |
89,838 |
-19% |
169,194 |
116,308 |
45% |
Adjusted EBITDA
Margin2 |
12.3% |
18.6% |
-630
bps |
15.6% |
-330 bps |
15.2% |
11.5% |
370
bps |
Net Income
(Loss) |
28,487 |
31,651 |
-10% |
(851) |
3.447% |
60,137 |
(40,640) |
248% |
Backlog
Revenues |
901,383 |
930,601
|
-3% |
1,506,001 |
-40% |
901,383 |
1,506,001 |
-40% |
Backlog
Results3 |
364,238 |
367,567
|
-1% |
531,924 |
-32% |
364,238 |
531,924 |
-32% |
Backlog
Margin3 |
40.4% |
39.5% |
90 bps |
35.3% |
510 bps |
40.4% |
35.3% |
510
bps |
Net Debt + Investor
Obligations |
1,563,283 |
1,535,215 |
2% |
1,408,283 |
11% |
1,563,283 |
1,408,283 |
11% |
Cash and cash
equivalents |
876,813 |
1,116,168
|
-21% |
1,279,568 |
-31% |
876,813 |
1,279,568 |
-31% |
Shareholders’
Equity |
3,097,881 |
3,066,952 |
1% |
3,116,182 |
-1% |
3,097,881 |
3,116,182 |
-1% |
Shareholders’ Equity +
Minority |
3,099,492 |
3,070,891 |
1% |
3,138,131 |
-1% |
3,099,492 |
3,138,131 |
-1% |
Total Assets |
7,072,546 |
7,333,898
|
-3% |
7,288,403 |
-3% |
7,072,546 |
7,288,403 |
-3% |
(Net Debt + Obligations) /
(SE + Minority) |
50.4% |
50.0% |
40
bps |
44.9% |
550 bps |
50.4% |
44.9% |
550
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
26
FINANCIAL RESULTS
· |
Net revenue recognized by the “PoC” method was R$348.4 million in the Gafisa segment and R$243.1 million in the Tenda segment. This resulted in consolidated revenue of R$591.5 million in the second quarter, up 2.9% year on year, and 13.9% from the previous quarter. In 6M15, consolidated net revenue reached R$1.1 billion, an increase of 10.3% compared to 6M14. |
· |
Adjusted gross profit for 2Q15 was R$200.4 million, up from R$179.3 million in 1Q15 and in line with R$205.3 million in the previous year. Adjusted gross margin reached 33.9% compared to 35.7% in the prior-year period and 34.5% in the 1Q15. Gafisa’s contribution was an adjusted gross profit of R$127.1 million, with an adjusted gross margin of 36.5%, while Tenda’s contribution was an adjusted gross profit of R$73.3 million, with a margin of 30.1% in 2Q15. In the first half, adjusted gross profit totaled R$379.7 million, versus R$337.4 million in the previous year, with an adjusted gross margin of 34.2%. |
· |
Adjusted EBITDA was R$72.8 million in 2Q15, with a margin of 12.3%. The Gafisa segment reported adjusted EBITDA of R$52.4 million, while the Tenda segment’s adjusted EBITDA was R$15.2 million. In 6M15 consolidated adjusted EBITDA was R$169.2 million, an increase of 45% from R$116.3 million in 6M14. 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$28.5 million in the second quarter. Gafisa reported a net profit of R$8.5 million, while Tenda reported a profit of R$20.0 million. In the first six months, net income reached R$60.1 million. |
· |
Operating cash generation totaled R$13.1 million in the 2Q15, closing the period with R$19.4 million. Net cash consumption of R$28.1 million was recorded in 2Q15, with accumulated consumption of R$97.8 million during 6M15. |
OPERATING RESULTS
· |
Launches totaled R$482.0 million in the 2Q15, comprising 8 projects in the states of São Paulo, Rio de Janeiro, Rio Grande do Sul, Bahia and Pernambuco. This launch volume was an increase over the R$313.6 million launched in 1Q15. The Gafisa segment accounted for 52% of the first quarter launches, while the Tenda segment accounted for the remaining 48%. The volume launched in the first half of the year totaled R$795.5 million. |
· |
Net pre-sales totaled R$532.1 million in 2Q15, of which R$242.2 million related to Gafisa and R$289.9 million related to Tenda. The result is well above net pre-sales totaling R$433.0 million in the 2Q14. Consolidated sales from launches in the quarter represented 19.3% of the total, while sales from inventory comprised the remaining 80.7%. During 6M15, the Company had reached R$955.5 million in net pre- sales. |
· |
Consolidated sales over supply (SoS) reached 15.9% in 2Q15, compared to 12.8% in 1Q15 and 12.6% y-o-y. On a trailing 12-month basis, Gafisa’s SoS was 27.7%, while Tenda’s SoS was 48.5%. |
· |
Consolidated inventory at market value decreased R$60.7 million in the quarter to a value of R$2.8 billion. Gafisa’s inventory totaled R$2.1 billion while Tenda’s inventory totaled R$738.4 million. |
· |
Throughout the second quarter, the Company delivered 10 projects/phases, totaling 2,738 units, accounting for R$954.5 million in PSV. The Gafisa segment delivered 1,498 units, while the Tenda segment delivered the remaining 1,240 units. Over the past six months, 25 projects / phases and 6,272 units were delivered, accounting for 1.7 billion in PSV. |
27
ANALYSIS
OF RESULTS
GAFISA
SEGMENT
Consistent Gross Margin and Reduction in General and
Administrative Expenses
Table 2. Gafisa Segment
– Operating and Financial Highlights – (R$000, and % Gafisa)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Launches |
252,585 |
75,227 |
236% |
314,733 |
-20% |
327,812 |
668,667 |
-51% |
Net pre-sales |
242,185 |
179,807 |
35% |
251,290 |
-4% |
421,992 |
438,845 |
-4% |
Net pre-sales of
Launches |
66,973 |
14,436 |
364% |
116,334 |
-42% |
81,409 |
154,249 |
-47% |
Sales over Supply
(SoS) |
10.5% |
8.0% |
250 bps |
9.8% |
70 bps |
16.9% |
15.9% |
100
bps |
Delivered projects
(Units) |
1,498 |
1,847 |
-19% |
1,504 |
0% |
3,345 |
2,028 |
65% |
Net Revenue |
348,392 |
340,058 |
2% |
397,907 |
-12% |
688,450 |
724,657 |
-5% |
Adjusted Gross
Profit1 |
127,101 |
125,502 |
1% |
151,456 |
-16% |
252,603 |
267,976 |
-6% |
Adjusted Gross
Margin1 |
36.5% |
36.9% |
-40 bps |
38.1% |
160 bps |
36.7% |
37.0% |
-30 bps |
Adjusted
EBITDA2 |
52,400 |
58,289 |
-10% |
83,353 |
-37% |
110,689 |
138,163 |
-20% |
Adjusted EBITDA
Margin2 |
15.0% |
17.1% |
-210 bps |
20.9% |
-590 bps |
16.1% |
19.1% |
-480
bps |
Net Income
(Loss) |
8,452 |
20,205 |
-58% |
17,132 |
-51% |
28,657 |
14,801 |
94% |
Backlog
Revenues |
664,074 |
742,154 |
-11% |
1,298,089 |
-49% |
664,074 |
1,298,089 |
-49% |
Backlog
Results3 |
265,190 |
294,093 |
-10% |
470,361 |
-44% |
265,190 |
470,361 |
-44% |
Backlog
Margin3 |
39.9% |
39.6% |
30 bps |
36.2% |
370 bps |
39.9% |
36.2% |
370
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 second quarter
topline performance reflects maintenance in the level of revenues, supported by
inventory sales, which represented 72.3% of net sales in the second quarter and
80.7% in 6M15. Another point worth highlighting is the reduction in selling,
general and administrative expenses, which were 4.9% lower q-o-q and 12.5% lower
y-o-y. This reflects ongoing efforts in the Gafisa segment to increase
efficiencies and improve cost management.
2Q15 adjusted gross
margin ended at 36.5%, in line with the average levels reported in previous
quarters and marginally lower y-o-y, due to a higher recognition of swaps in the
period. These profitability levels support the stability of the gross margin in
the Gafisa segment, and also highlight the solid performance of the Gafisa
segment projects, resulting from the continuous evolution of the Company's
business cycle.
Net
Income
Net income for the
period was R$8.5 million, compared to R$17.1 million in the 2Q14. This decrease
is due to a a slight reduction in gross margin, a higher volume of other
operating expenses, and the lower contribution of AUSA equity income. 6M15 net
income reached R$28.7 million compared to R$14.8 million in 6M14. Excluding the
R$5.2 million in equity income from Alphaville, the Gafisa segment’s net income
in 2Q15 was R$3.3 million, compared to R$8.7 million recorded in 2Q14. In 6M15,
net income was R$6.5 million, compared to R$9.8 million in the previous
year.
Table 3 – Gafisa Segment
– Net Income (R$ Million)
Gafisa Segment (R$
000) |
2Q15 |
1Q15 |
2Q14 |
6M15 |
6M14 |
Adjusted Gross Profit
|
127.1 |
125.5 |
151.5 |
252,6 |
268,0 |
Adjusted Gross
Margin |
36.5% |
36.9% |
38.1% |
36.7% |
37% |
Net Profit |
8.5 |
20.2 |
17.1 |
28.7 |
14.8 |
Equity Income from
Alphaville¹ |
5.2 |
17.0 |
8.4 |
22.2 |
5.0 |
Net Profit
Ex-Alphaville |
3.3 |
3.2 |
8.7 |
6.5 |
9.8 |
28
TENDA
SEGMENT
Evolution
in Revenue Levels and Increased Profitability Anchored in Operational
Consolidation of the New Model
Table 4. Tenda Segment –
Operating and Financial Highlights – (R$000 and % Tenda)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Launches |
229,366 |
238,354 |
-4% |
99,011 |
132% |
467,720 |
280,456 |
67% |
Net pre-sales |
289,946 |
243,537 |
19% |
181,728 |
60% |
533,483 |
233,495 |
129% |
Net pre-sales of
Launches |
41,028 |
45,280 |
-9% |
42,299 |
-3% |
86,308 |
62,555 |
38% |
Sales over Supply
(SoS) |
28.2% |
23.3% |
490 bps |
20.8% |
740 bps |
41.9% |
25.2% |
1670
bps |
Delivered projects
(Units) |
1,240 |
1,687 |
-27% |
2,185 |
-43% |
2,927 |
3,457 |
-15% |
Net Revenue |
243,137 |
179,443 |
35% |
176,923 |
37% |
422,580 |
282,874 |
49% |
Adjusted Gross
Profit1 |
73,285 |
53,800 |
36% |
53,805 |
36% |
127,085 |
69,368 |
83% |
Adjusted Gross
Margin1 |
30.1% |
30.0% |
10 bps |
30.4% |
-30 bps |
30.1% |
24.5% |
560
bps |
Adjusted
EBITDA2 |
15,221 |
21,114 |
-28% |
(1,907) |
898% |
36,335 |
(26,820) |
235% |
Adjusted EBITDA
Margin2 |
6.3% |
11.8% |
-550 bps |
-1.1% |
740 bps |
8.6% |
-9.5% |
1,810
bps |
Net Income
(Loss) |
20,035 |
11,446 |
75% |
(17,983) |
211% |
31,481 |
(55,443) |
157% |
Backlog
Revenues |
237,309 |
188,447 |
26% |
207,912 |
14% |
237,309 |
207,912 |
14% |
Backlog
Results3 |
99,048 |
73,474 |
35% |
61,563 |
61% |
99,048 |
61,563 |
61% |
Backlog
Margin3 |
41.7% |
39.0% |
270 bps |
29.6% |
1,210 bps |
41.7% |
29.6% |
1,210
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 second quarter of
the year marked another step towards the consolidation of Tenda’s operational
cycle, supported by an increase in the number of launches in the segment and a
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.
Tenda recorded a strong
increase in adjusted gross profit in the quarter, reaching R$73.3 million in
2Q15. In addition, the adjusted gross margin remained stable between 28 - 30%,
which is in line with the range observed since 2Q14. This reflects the
operational consolidation of projects executed under the New Model, which has
demonstrated improved performance and profitability, combined with the
decreasing contribution of legacy projects in the segment's revenue
mix.
Furthermore, as
observed in sequential quarters, adjustments in the cost and expense structure
to Tenda’s business cycle positively impacted the quarter’s results. General and
administrative expenses decreased by 13.6% compared to the prior year.
Importantly, the Tenda segment achieved a reduction in selling expenses despite
an increase in the number of launches and gross sales, of 131.7% and 14.8%,
respectively, versus the year-ago period.
Net
Income
In 2Q15 the Tenda
segment achieved net income of R$20.0 million, substantially higher than net
income of R$11.4 million in 1Q15 and a net loss of R$18.0 million in 2Q14. In
6M15, net income was R$31.4 million, compared to a net loss of R$55.4 million in
the previous year, reflecting the improved operating and financial performance
of the Tenda segment. Table 5 – Tenda Segment – Net Income (R$
Million)
Tenda Segment (R$
million) |
2Q15 |
1Q15 |
2Q14 |
6M15 |
6M14 |
Adjusted Gross Profit
|
73.3 |
53.8 |
53.8 |
127.1 |
69.4 |
Adjusted Gross
Margin |
30.1% |
30.0% |
30.4% |
30.1% |
24.5% |
Net Profit |
20.0 |
11.4 |
(18.0) |
31.4 |
(55.4) |
29
RECENT
EVENTS
UPDATED
STATUS OF THE SPIN-OFF PROCESS AND RECENT DEVELOPMENTS
In the 2Q15, the
Company progressed with the evaluation of the potential separation of the Gafisa
and Tenda business units. Since commencing the spin-off process 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 necessary changes required to processes
and systems, (ii) definition of policies and corporate governance, (iii)
preparation for Tenda’s shares to be traded on 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 two
Companies.
Over the last quarter,
the Company advanced the separation procedures related to Information Technology
(IT), one of the last remaining joint administrative structures. Currently,
besides the IT area, the only business units operating on a joint basis are
those that will split at the time of the official separation. These business
units include Investor Relations, Corporate Legal, Internal Audit and Internal
Controls.
Definition of the
appropriate capital structure is one main processes that is still ongoing. The
Company continues to work with financial institutions in order to achieve the
conditions deemed necessary for the desired capital structure model, which takes
into consideration the business cycles of each of the business units.
As previously
communicated in a Material Fact released to the market on April 29, these
discussions are ongoing and are taking longer than had been initially expected.
As a result, and considering that the achievement of an appropriate capital
structure is a necessary step in the separation process, it is not yet possible
to determine when the potential separation will be concluded, 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. During the last quarter,
there has been no change in this subject.
The Administrations of
Gafisa and Tenda, in accordance with their fiduciary duties, 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.
The Company will keep
its shareholders and the market informed of any developments related to the
subjects mentioned above.
30
GAFISA SEGMENT
Focuses on
residential developments within the upper, upper-middle, and middle-income
segments, with average unit prices above R$250,000..
Operating
Results
Launches
and Pre-Sales
Second quarter 2015
launches totaled R$252.6 million, representing 2 projects/phases located in the
city of São Paulo. The sales speed of these launches reached 24.4%. In the first
6M15, the Gafisa segment totaled R$ 327.8 million in launches, representing
41.2% of consolidated launches.
The Gafisa segment’s
2Q15 gross pre-sales totaled R$357.8 million. Dissolutions reached R$115.6
million and net pre-sales reached R$242.2 million, an increase of 34.7% compared
to 1Q15 and stable compared to the previous year. In the first half of the year,
the volume of dissolutions was R$ 240.5 million and net sales ended the 6M15 at
R$422.0 million. In the quarter, the sales over supply (SoS) of the Gafisa
segment was 10.5%, higher than that of 1Q15 and the previous year.
The Company continues
to concentrate its efforts on the sale of remaining units. As a result,
approximately 53.0% of net sales during the period related to projects launched
through 2013, resulting in an improvement in the inventory profile of the Gafisa
segment.
31
Table 6. Gafisa Segment
– Launches and Pre-sales (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Launches |
252,585 |
75,227 |
236% |
314,733 |
-20% |
327,812 |
668,667 |
-51% |
Pre-Sales |
242,185 |
179,807 |
35% |
251,290 |
-4% |
421,992 |
438,845 |
-4% |
Sales
over Supply (SoS)
The sales velocity was
10.5% in 2Q15, above the 8.0% recorded in 1Q15 and above 9.8% in the previous
year. On a trailing 12 month basis, Gafisa’s SoS reached 27.7%.
Dissolutions
The weak economic
conditions during the first half of 2015 directly affected consumer confidence
and, accordingly, the level of dissolutions. This scenario has persisted since
the end of 2014. Due to the challenging operating environment, the level of
dissolutions in the Gafisa segment reached R$115.6 million in 2Q15, a decrease
compared to R$124.8 million in 1Q15 and R$119.9 million in the previous year. It
is also worth noting that the level of dissolutions in 6M15 has also been
impacted by the increased volume of deliveries in the quarter. 1,498 units were
delivered in this 2Q15, corresponding to R$777.3 million in PSV; in the first
half of the year deliveries totaled 3,165 units and R$1.3 billion in
PSV.
Over 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. A
comprehensive approach 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. This progress has occurred despite deteriorating
macroeconomic conditions, especially from the second half of 2014.
In 2Q15, 486 Gafisa
units were cancelled and 253 units were already resold in the period.
32
Inventory
Gafisa is maintaining
its focus on inventory reduction initiatives. Projects launched until 2014
represented 72.3% of net sales in the period. In 6M15, inventory as a percentage
of sales reached 80.7%. The market value of the Gafisa segment inventory
remained stable compared at R$2.1 billion compared to the previous quarter.
Finished units outside of core markets accounted for R$105.4 million, or 5.1% of
total inventory.
Table 7. Gafisa Segment
– Inventory at Market Value (R$000)
|
Inventories BoP 1Q15 |
Launches |
Dissolutions |
Gross Sales |
Adjustments1 |
Inventories BoP 2Q15 |
% Q/Q |
São Paulo |
1,467,350 |
252,585 |
90,578 |
301,659 |
26,210 |
1,482,644 |
1.0% |
Rio de Janeiro |
488,251 |
- |
19,680 |
43,308 |
22,334 |
496,985 |
-0.3% |
Other Markets |
115,036 |
- |
5,389 |
12,864 |
2,126 |
105,435 |
-8.3% |
Total |
2,070,637 |
252,585 |
115,647 |
357,832 |
6,001 |
2,075,036 |
0.2% |
* 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$410.7 million, or 19.8% of total inventory. Inventory
from projects launched outside core markets, currently exclusively comprised of
finished units, represent
R$105.4 million, down 52.3% when compared to the
R$220.9 million recorded last year and down 8.3% from 1Q15. The Company
estimates that by early 2016, it will have monetized a large portion of its
inventory in non-core markets, based on the sales rate observed in these markets
over the past few quarters.
The inventory of
completed units increased as a result of more deliveries of corporate projects
during the quarter, representing approximately R$474.7 million or 61.1% of PSV
delivered. The increase was due to lower liquidity levels for these types of
projects.
It is worth noting that
the largest share of Gafisa’s inventory, approximately 59% or R$1.2 billion, is
concentrated in projects that are to be delivered in the second quarter of 2016.
This will be reflected in 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 2Q15 |
São Paulo |
253,797 |
- |
920,704 |
221,013 |
87,130 |
1,482,644 |
Rio de Janeiro |
- |
41,492 |
113,277 |
114,049 |
218,141 |
486,958 |
Other Markets |
- |
- |
- |
- |
105,435 |
105,435 |
Total |
253,797 |
41,492 |
1,033,980 |
335,062 |
410,705 |
2,075,036 |
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.
33
Landbank
The Gafisa segment land
bank, with a PSV of approximately R$5.9 billion, is comprised of 30 potential
projects/ phases, amounting to nearly 10.8 thousand units, of which 77% are
located in São Paulo and 23% in Rio de Janeiro. The largest portion of land acquired through swap
agreements is in Rio de Janeiro, impacting the total percentage of land
acquired, which reached 59%.
Table 9. Gafisa Segment
– Landbank (R$000)
|
PSV
(% Gafisa) |
%Swap Total |
%Swap
Units |
%Swap Financial |
Potential Units (% Gafisa) |
Potential Units (100%) |
São Paulo |
4,532,063 |
45.9% |
45.0% |
0.9% |
9,063
|
11,117 |
Rio de Janeiro |
1,339,778 |
84.2% |
84.2% |
0.0% |
1,741 |
2,142 |
Total |
5,871,842 |
58.6% |
58.0% |
0.6% |
10,805 |
13,259 |
Table 10. Gafisa Segment
– Changes in the Landbank (1Q15 x 2Q15 - R$000)
|
Initial Landbank |
Land Acquisition |
Launches |
Dissolutions |
Adjustments |
Final Landbank |
São Paulo |
4,802,512 |
- |
252,585 |
- |
(17,863) |
4,532,063 |
Rio de Janeiro |
1,315,335 |
85,872 |
- |
(58,370) |
(3,058) |
1,339,778
|
Total |
6,117,847 |
85,872 |
252,585 |
(58,370) |
(20,922) |
5,871,842 |
The adjustments of the
quarter reflect updates related to project scope, expected launch date, and
inflationary adjustments to the land bank during the period.
Gafisa
Vendas
During 6M15, Gafisa
Vendas, the Company’s independent sales unit, with operations in São Paulo and
Rio de Janeiro, accounted for 63% of gross sales of the quarter. Gafisa Vendas
currently has a team of 700 highly trained, dedicated consultants, in addition
to an online sales force.
Delivered
Projects
During 2Q15, Gafisa
delivered 5 projects/phases totaling 1,498 units and accounting for R$777.3
million in PSV. In 6M15, 14 projects / phases were delivered, representing 3,345
units and R$ 1.3 billion in PSV.
Currently, Gafisa has
30 projects under construction, all of them on schedule in regards to the
Company’s business plan.
Transfers
Over the past few
years, the Company has been taking steps to improve the performance of its
receivables / transfer process, in an attempt to achieve higher rates of return
on invested capital. Currently, our plan 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$169.8 million in PSV in the second quarter.
Of second quarter
deliveries, of R$777.3 million, 61.1% comprised corporate projects. Financing
arrangements for corporate projects differ from that of residential projects,
resulting in a smaller contribution to transfer volumes, which impacted cash
generation in the quarter.
34
Table 11. Gafisa Segment
– Delivered Project
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
PSV Transferred
¹ |
169,829 |
198,014
|
-14% |
210,677 |
-19% |
367,843 |
442,753 |
-17% |
Delivered
Projects |
5 |
9 |
0% |
8 |
-38% |
14 |
12 |
-17% |
Delivered Units |
1,498 |
1,847 |
-19% |
1,504 |
0% |
3,345 |
2,038 |
65% |
Delivered PSV² |
777,258 |
569,459 |
36% |
454,880 |
71% |
1,346,717 |
913,300 |
47% |
1) PSV refers to
potential sales value of the units transferred to financial
institutions.
2) PSV = Potential sales
value of delivered units.
Financial
Results
Revenues
2Q15 net revenues for
the Gafisa segment totaled R$348.4 million, an increase of 2.5% q-o-q and a
decrease of 12.4% y-o-y. The decrease compared to the 2Q14 is related to
projects whose construction works are more advanced.
In 2Q15, approximately
99.6% of Gafisa segment revenues were derived from projects located in Rio de
Janeiro/São Paulo, while 0.4% were derived from projects in non-core markets.
The table below provides additional details.
Table 12. Gafisa Segment
– Revenue Recognition (R$000)
|
|
2Q15 |
|
|
|
2Q14 |
|
|
Launches |
Pre-sales |
% Sales |
Revenue |
% Revenue |
Pre-sales |
% Sales |
Revenue |
% Revenue |
2015 |
66,973 |
27.7% |
- |
0% |
- |
- |
- |
- |
2014 |
57,530 |
23.8% |
54,173 |
15.5% |
116,334 |
46.3% |
5,711 |
1.4% |
2013 |
39,878 |
16.5% |
76,279 |
21.9% |
11,977 |
4.8% |
63,529 |
16.0% |
≤ 2012 |
77,804 |
32.1% |
217,939 |
62.6% |
122,979 |
48.9% |
328,667 |
82.6% |
Total |
242,185 |
100% |
348,391 |
100% |
251,290 |
100% |
397,907 |
100% |
SP + RJ |
234,710 |
96.9% |
346,948 |
99.6% |
216,338 |
86.1% |
388,504 |
97.6% |
Other Markets |
7,475 |
3.1% |
1,443 |
0.4% |
34,952 |
13.9% |
9,402 |
2.4% |
Gross
Profit & Margin
Gross profit for the
Gafisa segment in 2Q15 was R$90.3 million, compared to the R$98.1 million in
1Q15, and R$119.1 million in the prior year period. The second quarter gross
margin of 25.9% was impacted by an R$11.0 million increase in revenue from
projects comprising a higher number of swapped units. In keeping with accounting rules, the gross margin on these projects is lower initially, before normalizing
over time.
Excluding financial
impacts, the adjusted gross margin reached 36.5% in 2Q15 compared to 36.9% in
the 1Q15 and 38.1% in the prior year, reaffirming the maintenance in the levels
of profitability in the Gafisa segment. 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
2Q15.
35
Table 13. Gafisa Segment
– Gross Margin (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Net Revenue |
348,392 |
340,058 |
2% |
397,907 |
-12% |
688,450 |
724,657 |
-5% |
Gross Profit |
90,268 |
98,147 |
-8% |
119,135 |
-24% |
188,415 |
208,025 |
-9% |
Gross Margin |
25.9% |
28.9% |
-300
bps |
29.9% |
-400
bps |
27.4% |
28.7% |
130
bps |
(-) Financial
Costs |
(36,833) |
(27,355) |
35% |
(32,321) |
14% |
(64,188) |
(59,961) |
7% |
Adjusted Gross
Profit |
127,101 |
125,502 |
1% |
151,456 |
-16% |
252,603 |
267,986 |
-6% |
Adjusted Gross Margin |
36.5% |
36.9% |
-40 bps |
38.1% |
-160 bps |
36.7% |
37.0% |
-30
bps |
Table 14. Gafisa Segment
– Gross Margin Composition (R$000)
|
SP + RJ |
Other Markets |
2Q15 |
Net Revenue |
346,948 |
1,443 |
348,391 |
Adjusted Gross
Profit |
127,144 |
(43) |
127,101 |
Adjusted Gross
Margin |
36.6% |
-3.0% |
36.5% |
|
|
|
|
Selling,
General and Administrative Expenses (SG&A)
SG&A expenses
totaled R$50.4 million in the 2Q15, a decrease of 15.7% y-o-y and an increase of
17.4% q-o-q. This came as a result of a higher level of selling expenses due to
the higher volume of launches compared to 1Q15 and the additional marketing
effort required in the current market scenario. In the first half, these
expenses totaled R$93.4 million, 16.1% below the R$111.3 million the previous
year.
Selling expenses
decreased 19.2% compared to 2Q14 and increased by 63.0% from 1Q15, also due to
the partial recognition of expenses related to the launch held at the end of
1Q15, which were recorded in 2Q15. For the first half of the year, selling
expenses decreased by 21.8% compared to the same period last year.
The segment’s general
and administrative expenses reached R$27.5 million in 2Q15, a decrease of 4.9%
compared to the previous quarter and 12.5% y-o-y. In 6M15, general and
administrative expenses reached R$56.4 million compared to R$63.9 million in
6M14.
The reduction in the
level of SG&A expenses in the Gafisa segment reflects the Company's
commitment to improve operational efficiency and achieve a level of costs and
expenses that are appropriate for the current status of the business cycle and
business outlook.
Table 15. Gafisa Segment
– SG&A Expenses (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Selling
Expenses |
22,976 |
14,092 |
63% |
28,425 |
-19% |
37,068 |
47,420 |
-22% |
G&A
Expenses |
27,466 |
28,887 |
-5% |
31,406 |
-13% |
56,351 |
63,855 |
-12% |
Total SG&A
Expenses |
50,442 |
42,979 |
17% |
59,831 |
-16% |
93,419
|
111,275 |
-16% |
Launches |
252,585 |
75,227 |
236% |
314,733 |
-20% |
327,812 |
668,667 |
-51% |
Net Pre-Sales |
242,185 |
179,807 |
35% |
251,290 |
-4% |
421,992 |
438,845 |
-4% |
Net Revenue |
348,392 |
340,058 |
2% |
397,907 |
-12% |
688,450 |
724,657 |
-5% |
|
|
|
|
|
|
|
|
|
|
Other Operating
Revenues/Expenses reached R$21.4 million in 2Q15, a decrease of 25.0% compared
to the 1Q15, and a decrease of 12.2% compared to the previous year.
It is worth noting that
if the impact of R$ 13.9 million recorded in 2Q14 related to the provisioning of
Alphaville’s stock option plan is excluded, this item would have shown an
increase of 88.5% over the same period last year, totaling R$49.9 million in
6M15.
36
This increase reflects
the higher level of litigation expenses related to increased deliveries of older
projects held in 2012, 2013 and 2014.
The Company continues
to be more proactive and to mitigate risks associated with potential
contingencies. Taking such approach into consideration, this line had a R$ 11.5
million impact in 2Q15.
The table below
contains more details on the breakdown of this expense.
Table 16. Gafisa Segment
– Other Operating Revenues/ Expenses (R$000)
|
2Q15 |
1Q15 |
Q/Q(%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y(%) |
Litigation
expenses |
(24,622) |
(19,965) |
23% |
(10,667) |
131% |
(44,587) |
(26,669) |
67% |
Expenses w/ updating the
balance of the stock options program for AUSA shares |
- |
- |
- |
(13,863) |
- |
- |
(13,863) |
- |
Other |
3,244 |
(8,556) |
138% |
179 |
1.712% |
(5,312) |
192 |
-2,867% |
Total |
(21,378) |
(28,521) |
-25% |
(24,351) |
-12% |
(49,899) |
(40,340) |
24% |
A higher volume of
deliveries over the past three years, due to the delivery of delayed projects in
discontinued markets, led to an increase in the level of contingencies. The
Gafisa segment has since concentrated its operations only in the metropolitan
regions of São Paulo and Rio de Janeiro. This new strategic positioning,
combined with improved internal processes, is expected to result in fewer future
legal claims and a subsequent decrease in the amount of expenses related to
contingencies.
Adjusted
EBITDA
Adjusted EBITDA for the
Gafisa segment totaled R$52.4 million in 2Q15, a decrease of 37.1% compared to
R$83.4 million in the prior year period and down 10.1% compared to R$58.3
million recorded in 1Q15. Adjusted EBITDA for the period was R$110.7 million
compared to R$138.2 million in 1H14. Y-o-Y, 2Q15 EBITDA was impacted by the
following factors: (i) especially due to a decrease in revenues; (ii) slight
decrease in the level of gross margin; and (iii) the addition of R$14.0 million
in expenses related to contingencies, recognized as Other Revenues/Expenses. It
is worth noting that adjusted EBITDA for the Gafisa segment does not include
equity income from Alphaville.
The adjusted EBITDA
margin, using the same criteria, declined to 15.0%, compared with a margin of
20.9% in the previous year, and 17.1% in 1Q15. In 6M15, the EBITDA margin
reached 16.1% versus 19.1% the previous year.
Table 17. Gafisa Segment
– Adjusted EBITDA (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Net (Loss)
Profit |
8,452 |
20,205 |
-58% |
17,132 |
-51% |
28,656 |
14,801 |
94% |
(+) Financial
Results |
2,966 |
9,744 |
-70% |
4,405 |
-33% |
12,710 |
12,229 |
4% |
(+) Income
taxes |
278 |
7,350 |
-96% |
7,208 |
-96% |
7,628 |
11,230 |
-32% |
(+) Depreciation &
Amortization |
8,079 |
8,279 |
-2% |
11,311 |
-29% |
16,358 |
22,517 |
-27% |
(+) Capitalized
interests |
36,833 |
27,355 |
35% |
32,321 |
14% |
64,187 |
59,961 |
7% |
(+) Expense w Stock Option
Plan |
1,850 |
2,090 |
-11% |
20,809 |
-91% |
3,940 |
24,379 |
-84% |
(+) Minority
Shareholders |
(848) |
228 |
-472% |
(1,441) |
-41% |
(620) |
(1,989) |
-69% |
(-) Alphaville Effect
Result |
(5,210) |
(16,960) |
-69% |
(8,392) |
-38% |
(22,170) |
(4,965) |
242% |
Adjusted
EBITDA |
52,400 |
58,289 |
-10% |
83,353 |
-37% |
110,689 |
138,163 |
-16% |
Net Revenue |
348,392
|
340,058 |
2% |
397,907 |
-12% |
688,450 |
724,657 |
94% |
Adjusted EBITDA Margin
|
15.0% |
17.1% |
-210 bps |
20.9% |
-590 bps |
16.1% |
19.1% |
-230
bps |
1) EBITDA is adjusted by
expenses associated with stock option plans, as this is a non-cash
expense.
37
Backlog
of Revenues and Results
The backlog of results
to be recognized under the PoC method was R$265.2 million in 2Q15. The
consolidated margin for the quarter was 39.9%, an increase of 370 bps compared
to the result posted last year.
Table 18. Gafisa Segment
– Results to be recognized (REF) (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
Revenues to be
recognized |
664.074 |
742,154
|
-11% |
1,298,089 |
-49% |
Costs to be recognized (units
sold) |
(398.884) |
(448,061) |
-11% |
(827,728) |
-52% |
Results to be
recognized |
265.190
|
294,093 |
-10% |
470,361 |
-44% |
Backlog Margin |
39,9% |
39.6% |
30
bps |
36.2% |
370
bps |
38
TENDA
SEGMENT
Focuses on
affordable residential developments, classified within the Range II of Minha
Casa, Minha Vida Program.500.
Operating
Results
Launches
and Sales
Second quarter launches
totaled R$229.4 million and included 6 projects/phases in the states of São
Paulo, Rio de Janeiro, Rio Grande do Sul, Bahia and Pernambuco. The Tenda
segment accounted for 47.6% of launches in the quarter. In the first six months
of the year, launch volumes reached R$ 467.7 million.
During 2Q15, gross
sales reached R$343.7 million and dissolutions were R$53.8 million, totaling net
pre-sales of R$289.9 million, an increase of 19.1% compared to the previous
quarter and an increase of 59.6% y-o-y. In 6M15, the volume of dissolutions was
R$110.1 million and net pre-sales totaled R$533.5 million, 128.5% higher in
comparison to 6M14.
Sales from units
launched during 2Q15 accounted for 14.2% of total sales.
Table 19. Tenda Segment
– Launches and Pre-sales (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Launches |
229,366 |
238,354 |
-4% |
99,011 |
132% |
467,720 |
280,456 |
67% |
Pre-Sales |
289,946 |
243,537 |
19% |
181,728 |
60% |
533,483 |
233,495 |
129% |
39
Sales over Supply (SoS)
In 2Q15, sales velocity (sales over supply) was 28.2%, and on a trailing 12 month basis, Tenda SoS ended 2Q15 at 48.5%.
Below is a breakdown of Tenda SoS, broken down by both legacy and New Model projects throughout 2Q15.
Table 20. SoS Gross Revenue (Ex-Dissolutions)
|
2Q14 |
3Q14 |
4Q14 |
1Q15 |
2Q15 |
New Model |
32.2% |
20.3% |
22.0% |
32.7% |
37.4% |
Legacy Projects |
35.8% |
28.3% |
17.5% |
20.1% |
24.3% |
Total |
34.3% |
24.4% |
20.2% |
28.6% |
33.4% |
Table 21. SoS Net Revenue
|
2Q14 |
3Q14 |
4Q14 |
1Q15 |
2Q15 |
New Model |
25.3% |
11.8% |
18.8% |
30.9% |
35.2% |
Legacy Projects |
17.7% |
-2.0% |
5.0% |
7.0% |
12.0% |
Total |
20.8% |
4.8% |
13.3% |
23.3% |
28.2% |
Dissolutions
The level of dissolutions in the Tenda segment totaled R$53.8 million in 2Q15, down 4.6% from 1Q15 and down 54.3% compared to 2Q14.
As expected, the amendment in new sales processing, established in August 2014, reduced the level of dissolutions during the period. Approximately 71% of the dissolutions in the period were related to old projects.
Table 22. PSV Dissolutions – Tenda Segment (R$ thousand and % of gross sales by model)
|
2Q14 |
% GS |
3Q14 |
% GS |
4Q14 |
% GS |
1Q15 |
% GS |
2Q15 |
% GS |
New Model |
24,977 |
21.5% |
31,640 |
42.1% |
18,003 |
14.3% |
12,594 |
4.2% |
15,648 |
4.5% |
Legacy Projects |
92,637 |
50.6% |
114,697 |
107.1% |
48,281 |
71.7% |
43,737 |
14.6% |
38,115 |
11.1% |
Total |
117,614 |
39.3% |
146,337 |
80.3% |
66,285 |
34.4% |
56,332 |
18.8% |
53,763 |
15.6% |
40
Table 23. Tenda Segment – Net Pre-sales by Market (R$ million)
|
1Q12 |
2Q12 |
3Q12 |
4Q12 |
1Q13 |
2Q13 |
3Q13 |
4Q13 |
1Q14 |
2Q14 |
3Q14 |
4Q14 |
1Q15 |
2Q15 |
New Model |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Sales |
- |
- |
- |
- |
13.6 |
57.0 |
59.7 |
84.5 |
94.3 |
116.3 |
75.2 |
125.6 |
232.6 |
268,5 |
Dissolutions |
- |
- |
- |
- |
- |
(2.1) |
(7.4) |
(6.3) |
(34.2) |
(25.1) |
(31.6) |
(18.0) |
(12.6) |
(15,7) |
Net Sales |
- |
- |
- |
- |
13.6 |
54.9 |
52.3 |
78.2 |
60.2 |
91.2 |
43.5 |
107.6 |
220.0 |
252,8 |
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 |
75,2 |
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) |
(38,1) |
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 |
37,1 |
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dissolutions (Units) |
3.157 |
2.984 |
2.202 |
2.509 |
1.700 |
1.172 |
924 |
491 |
1.270 |
820 |
948 |
428 |
367 |
373 |
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 |
343,7 |
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) |
(53,8) |
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 |
289,9 |
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 |
289,9 |
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 |
260,0 |
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 |
29,9 |
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 373 units cancelled and returned to inventory in the second quarter, and 167 units which were already in inventory 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 2Q15, 2,019 units were transferred to financial institutions, representing R$254.0 million in net pre-sales.
Table 24. Tenda Segment – PSV Transferred – Tenda (R$000)
|
1Q13 |
2Q13 |
3Q13 |
4Q13 |
1Q14 |
2Q14 |
3Q14 |
4Q14 |
1Q15 |
2Q15 |
New Model |
- |
26,609 |
52,466 |
42,921 |
49,776 |
69,563 |
59,736 |
67,621 |
114,939 |
200,902 |
Legacy Projects |
274,358 |
249,699 |
230,613 |
145,038 |
139,721 |
154,155 |
100,361 |
74,773 |
59,110 |
53,112 |
PSV transferred1 |
274,358 |
276,308 |
283,079 |
187,959 |
189,497 |
223,717 |
160,097 |
142,393 |
174,049 |
254,014 |
1) PSV transferred refers to the conclusion of the transfer operation. 2) PSV = Potential sales volume of the units.
Tenda Segment Delivered Projects
During 2Q15, Tenda delivered 5 projects/phases and 1,240 units, reaching a PSV of R$177.2 million, ending 6M15 with 2,927 units delivered and a PSV of R$ 393.5 million. It is worth noting that there are only two remaining construction sites from Tenda’s legacy projects, with 640 remaining units to be delivered in the next months.
41
Inventory
The market value of
Tenda inventory was R$738.4 million at the end of the 2Q15, down 8.1% when
compared to R$803.5 million at the end of 4Q14. Inventory related to the
remaining units for the Tenda segment totaled R$272.9 million or 37.0% of the
total, down 12.5% versus 1Q15 and 35.3% as compared to 2Q14. During the
quarter,
inventory comprising units within the Minha Casa Minha Vida program totaled
R$596.5 million, or 80.8% of total inventory, while units outside the program
totaled R$141.8 million, a decrease of 18.8% q-o-q and 30.0%
y-o-y.
Table 25. Tenda Segment
– Inventory at Market Value (R$000) – by Region
|
Inventories FP 1Q15 |
Launches |
Dissolutions |
Pre-Sales |
Price Adjustment + Others |
Inventories FP 2Q15 |
% Q/Q |
São Paulo |
238,898 |
26,487 |
10,174 |
(104,321) |
7,047 |
178,284 |
-25.4% |
Rio Grande do
Sul |
19,805 |
46,400 |
6,814 |
(29,474) |
(144) |
43,401 |
119.1% |
Rio de Janeiro |
201,420 |
40,292 |
9,371 |
(81,920) |
(5,431) |
163,732 |
-18.7% |
Bahia |
129,260 |
69,660 |
4,297 |
(56,410) |
2,699 |
149,507 |
15.7% |
Pernambuco |
52,603 |
46,527 |
1,962 |
(23,446) |
(3,579) |
74,068 |
40.8% |
Minas Gerais |
94,900 |
- |
12,973 |
(38,335) |
(4,820) |
64,718 |
-31.8% |
Others |
66,609 |
- |
8,171 |
(9,802) |
(331) |
64,648 |
-2.9% |
Total Tenda |
803,495
|
229,366 |
53,763 |
(343,709) |
(4,557) |
738,358
|
-8.1% |
MCMV |
628,909 |
229,366 |
26,221 |
(286,255) |
(1,709) |
596,533 |
-5.1% |
Out of MCMV |
174,586 |
- |
27,542 |
(57,454) |
(2,848) |
141,825 |
-18.8% |
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 2Q15 |
New Model -
MCMV |
158,791 |
192,052 |
84,680 |
27,961 |
2,020 |
465,505 |
Legacy – MCMV |
- |
- |
58,751 |
134 |
72,143 |
131,027 |
Legacy – Out of
MCMV |
- |
- |
- |
7,397 |
134,428 |
141,825 |
Total Tenda |
158,791 |
192,052 |
143,431 |
35,492 |
208,591 |
738,358 |
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
The Tenda segment land
bank, with a PSV of approximately R$4.0 billion, is comprised of 110 different
projects/phases, of which 18% are located in São Paulo, 12% in Rio Grande do
Sul, 29% in Rio de Janeiro, 5% in Minas Gerais, 30% in Bahia, and 6% in
Pernambuco. In total these amount to more than 28,000 units.
Table 27. Tenda Segment – Landbank (R$000)
|
PSV
(%
Tenda) |
% Swap Total |
% Swap Units |
% Swap Financial |
Potential Units (% Tenda) |
Potential Units (100%) |
São Paulo |
714,679 |
0.0% |
0.0% |
0.0% |
4,612 |
4,612 |
Rio Grande do Sul |
471,559 |
16.3% |
0.0% |
16.3% |
3,340 |
3,340 |
Rio de Janeiro |
1,176,586 |
17.4% |
17.4% |
0.0% |
8,105 |
8,223 |
Bahia |
1,199,945 |
11.5% |
11.5% |
0.0% |
9,499 |
9,560 |
Pernambuco |
242,818 |
15.5% |
15.5% |
0.0% |
1,863 |
1,888 |
Minas Gerais |
191,035 |
56.4% |
56.4% |
0.0% |
1,190 |
1,272 |
Total |
3,996,623 |
15.2% |
12.4% |
2.7% |
28,609 |
28,895 |
42
Table 28. Tenda Segment – Changes in the Landbank (1Q15 x
2Q15 - R$000)
|
Initial Landbank |
Land Acquisition |
Launches |
Adjustments |
Final Landbank |
São Paulo |
663,898 |
80,959 |
26,487
|
(3,690) |
714,679 |
Rio Grande do
Sul |
518,399 |
- |
46,400
|
(440) |
471,559 |
Rio de Janeiro |
1,136,324 |
81,337 |
40,292 |
(782) |
1,176,586 |
Bahia |
1,278,855 |
- |
69,660 |
(9,250) |
1,199,945 |
Pernambuco |
285,985 |
- |
46,527 |
3,360 |
242,818 |
Minas Gerais |
191,035 |
- |
- |
- |
191,035 |
Total |
4,074,495 |
162,296 |
229,366 |
(10,802) |
3,996,623 |
In 2Q15, the Company
acquired 4 new land plots with potential PSV of R$162.3 million, representing an
acquisition cost of R$20.2 million. The acquisition was financed by 54% cash and
46% swap agreements.
New Model Update and
Turnaround
During 2015, Tenda
launched projects under its New Business Model, 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 33 projects and a
launched PSV of R$1,394.9 million to date. Below is a brief description of the
performance of these projects, except for projects launched at the end of
2Q15.
It is worth noting that
the Tenda segment has delivered 11 projects, totaling 3,539 units and R$467.5
million in PSV, all of them attaining 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$000) |
67.8 |
45.9 |
33.1 |
37.9 |
40.9 |
40.4 |
48.0 |
Sales |
580 |
436 |
240 |
334 |
260 |
290 |
299 |
% Sales |
100% |
99% |
100% |
99% |
100% |
97% |
100% |
SoS Avg (Month) |
14% |
6% |
8% |
5% |
12% |
6% |
10% |
Transferred |
580 |
435 |
240 |
321 |
260 |
206 |
298 |
% Transferred
(Sales) |
100% |
99% |
100% |
95% |
100% |
69% |
99% |
Work Progress |
100% |
100% |
100% |
100% |
100% |
100% |
100% |
43
|
Verde Vida F2 |
Pq. Rio
Maravilha |
Candeias |
Pq das Flores |
Palácio Imperial |
Vila Florida |
Rio da
Prata |
Recanto Abrantes |
Monte Alegre |
Pq. Santo
André |
Res. das
Palmeiras |
Terra
Brasilis |
Vila
Atlântica |
Reserva das
Árvores |
Launch |
fev/14 |
mar/14 |
mar/14 |
apr/14 |
may/14 |
mai/14 |
aug/14 |
sep/14 |
oct/14 |
nov/14 |
dec/14 |
dec/14 |
dec/14 |
dez/14 |
State |
BA |
RJ |
PE |
SP |
RJ |
MG |
RJ |
BA |
SP |
SP |
SP |
BA |
BA |
RJ
|
Units |
340 |
440 |
432 |
100 |
259 |
432 |
312 |
340 |
200 |
160 |
260 |
300 |
240 |
500 |
Total
PSV (R$ 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 |
335 |
412 |
417 |
96 |
140 |
336 |
252 |
295 |
193 |
150 |
250 |
153 |
182 |
229 |
%
Sales |
99% |
94% |
97% |
96% |
54% |
78% |
81% |
87% |
97% |
94% |
96% |
51% |
76% |
46% |
SoS
Avg (Month) |
5% |
6% |
7% |
9% |
4% |
6% |
7% |
10% |
13% |
12% |
15% |
8% |
13% |
8% |
Transferred |
315 |
317 |
322 |
98 |
45 |
266 |
137 |
197 |
173 |
127 |
219 |
128 |
81 |
29 |
%
Transferred (Sales) |
93% |
72% |
75% |
98% |
17% |
62% |
44% |
58% |
87% |
79% |
84% |
43% |
34% |
6% |
Work
Progress |
100% |
100% |
68% |
100% |
15% |
28% |
88% |
76% |
100% |
81% |
49% |
12% |
52% |
46% |
|
Res.
das Orquídeas |
Vera
Cruz |
Campo
de Aviação 1 |
Jardins Itaquera |
Laranjeiras |
Viena
F1 |
Vida Alegre F1 |
Flor de Liz |
Vila Atlantica F2 |
Mar de Abrantes |
Pq. Rio Maravilha F2 |
Praia
da Jangada |
Launch |
jan/15 |
feb/15 |
feb/15 |
mar/15 |
mar/15 |
mar/15 |
abr/15 |
mai/15 |
jun/15 |
jun/15 |
jun/15 |
Jun/15 |
State |
SP |
RJ |
PE |
SP |
SP |
BA |
RS |
SP |
BA |
BA |
RJ |
PE |
Units |
280 |
220 |
304 |
200 |
220 |
440 |
320 |
180 |
200 |
360 |
280 |
352 |
Total PSV (R$
000) |
46.9 |
33.7 |
39.2 |
33.7 |
33.6 |
51.2 |
46.4 |
26.5 |
25.7 |
43.9 |
40.3 |
46.5 |
Sales |
243 |
39 |
98 |
58 |
202 |
54 |
132 |
60 |
- |
- |
- |
- |
% Sales |
87% |
18% |
32% |
29% |
92% |
12% |
41% |
33% |
- |
- |
- |
- |
SoS Avg (Month) |
16% |
4% |
8% |
8% |
26% |
4% |
21% |
17% |
- |
- |
- |
- |
Transferred |
215 |
0 |
49 |
26 |
129 |
29 |
54 |
20 |
- |
- |
- |
- |
% Transferred
(Sales) |
77% |
0% |
16% |
13% |
59% |
7% |
17% |
11% |
- |
- |
- |
- |
Work Progress |
4% |
2% |
2% |
2% |
49% |
2% |
6% |
4% |
- |
- |
- |
- |
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 coming months.
44
Financial
Result
Revenues
Tenda’s net revenues in
2Q15 totaled R$243.1 million, an increase of 35.5% compared with 1Q15,
demonstrating an 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 accounted for 73.3% of Tenda’s revenues in 2Q15, while revenues from
older projects accounted for the remaining 26.7%.
Table 30. Tenda –
Pre-Sales and Recognized Revenues (R$000)
|
|
2Q15 |
|
|
|
2Q14 |
|
|
Launches |
Pre-Sales |
%
Sales |
Revenue |
% Revenue |
Pre-Sales |
% Sales |
Revenue |
% Revenue |
2015 |
107,472
|
37.1% |
24,904 |
10.2% |
- |
- |
- |
- |
2014 |
144,079 |
49.7% |
145,771 |
60.0% |
42,641 |
23.5% |
5,252 |
3.0% |
2013 |
1,294 |
0.4% |
7,566 |
3.1% |
48,527 |
26.7% |
63,510 |
35.9% |
≤ 2012 |
37,101 |
12.8% |
64,894 |
26.7% |
90,561 |
49.8% |
111,652 |
63.1% |
Landbank Sale |
- |
0% |
- |
0% |
- |
- |
(3,491) |
-2.0% |
Total |
289,946 |
100% |
243,137 |
100% |
181,728 |
100.0% |
176,923 |
100.0% |
Legacy |
37,101 |
12.8% |
64,894 |
26.7% |
90,561 |
49.8% |
108,161 |
61.1% |
New Model |
252,845 |
87.2% |
178,242 |
73.3% |
91,167 |
50.2% |
68,762 |
38.9% |
Gross
Profit & Margin
Gross profit in 2Q15
totaled R$68.3 million, compared to R$51.1 million in 1Q15, and R$45.8 million
in the 2Q14. Gross margin for the quarter reached 28.1%, compared to 28.5% in
1Q15 and 25.9% in 2Q14. 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. 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 improved results.
Tenda’s adjusted gross
margin ended 2Q15 at 30.1%, in line with the 30.0% recorded in 1Q15, and the
30.4% in 2Q14. During 6M15, Tenda’s adjusted gross margin was 30.1%, above 24.5%
in 6M14.
The table below shows
Tenda’s gross margin breakdown in 2Q15. 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 land bank, resulting in increased profitability.
Table 31. Tenda – Gross
Margin (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y(%) |
Net Revenue |
243,137 |
179,443 |
35% |
176,923 |
37% |
422,580 |
282,874 |
49% |
Gross
Profit |
68,275 |
51,053 |
34% |
45,769 |
49% |
119,328 |
54,227 |
120% |
Gross
Margin |
28.1% |
28.5% |
-40 bps |
25.9% |
220 bps |
28.2% |
19.2% |
900 bps |
(-) Financial
Costs |
(5,010) |
(2,747) |
82% |
(8,036) |
-38% |
(7,757) |
(15,141) |
-49% |
Adjusted Gross
Profit |
73,285 |
53,800 |
36% |
53,805 |
36% |
127,085 |
69,368 |
83% |
Adjusted Gross
Margin |
30.1% |
30.0% |
10 bps |
30.4% |
-30 bps |
30.1% |
24.5% |
560 bps |
45
Selling,
General and Administrative Expenses (SG&A)
During 2Q15, selling,
general and administrative expenses totaled R$39.3 million, a 41.2% decrease
compared to R$27.8 million in 1Q15, and stable y-o-y. In 6M15, SG&A totaled
R$67.1 million, a 4.8% reduction from 6Q14
Selling expenses
totaled R$17.7 million in 2Q15, a 20.4% increase y-o-y and a 35.6% increase
q-o-q, due to the ongoing expansion in launch volume and gross sales of the
Tenda segment. In 6M15, selling expenses increased 16.0% year-over-year to R$
30.7 million.
In regards to G&A
expenses, there was a reduction of 13.6% y-o-y and an increase of 46.1% q-o-q.
This was mainly driven by 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. YTD, general and administrative expenses totaled R$36.4 million, 17.3%
below the R$ 44.0 million recorded in 6M14.
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)
|
2Q15 |
1Q15 |
Q/Q(%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y(%) |
Selling
Expenses |
17,659 |
13,021 |
36% |
14,668 |
20% |
30,680 |
26,455 |
16% |
General & Admin
Expenses |
21,604 |
14,783 |
46% |
25,012 |
-14% |
36,387 |
43,982 |
-17% |
Total SG&A
Expenses |
39,263
|
27,804 |
41% |
39,680 |
-1% |
67,067 |
70,437 |
-5% |
Launches |
229,366 |
238,354 |
-4% |
99,011 |
132% |
467,720 |
280,456 |
67% |
Net Pre-Sales |
289,946 |
243,537 |
19% |
181,728 |
60% |
533,483 |
233,495 |
128% |
Net Revenue |
243,137 |
179,443 |
35% |
176,923 |
37% |
422,580 |
282,874 |
49% |
Other Operating
Revenues/ Expenses totaled R$11.7 million, a decrease of 22.0% compared to the
2Q14 and an increase of 131.9% compared to 1Q15, mainly due to the write-off of
assets related to the revision work of Tenda’s legal deposits. The table below
contains details on the breakdown of this expense.
Table 33. Tenda Segment
– Other Revenues/Operating Expenses (R$000)
|
2Q15 |
1Q15 |
Q/Q(%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y(%) |
Litigation
Expenses |
(4,796) |
(6,105) |
-21% |
(14,981) |
-68% |
(10,901) |
(25,127) |
-57% |
Other |
(6,877) |
1,071 |
-742% |
13 |
-53,000% |
(5,806) |
156 |
-3,822% |
Total |
(11,673) |
(5,034) |
132% |
(14,968) |
-22% |
(16,707) |
(24,971) |
-33% |
Over the past two
years, the strong volume of deliveries related to delayed projects resulted in
increased contingencies in the Tenda segment. The Company expects to see a
reduction in the volume of such expenses over the coming years based on the
delivery of the final legacy projects over the coming months and the increased
contribution of New Model projects demonstrating strong operational
performance.
46
Adjusted
EBITDA
Adjusted EBITDA was
positive R$15.2 million in 2Q15, compared to negative R$1.9 million last year
and positive R$21.1 million in 1Q15, impacted by higher selling, general and administrative
expenses, and also by an increase in other operating expenses q-o-q, due to non-recurring adjustments. In the first half,
adjusted EBITDA was positive R$36.3 million against a negative result of R$26.8
million in the previous year.
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
improved gross margins in recent quarters. Combined with the better performance
of and efficiencies in Tenda’s cost structure, this resulted in a significant
increase in EBITDA in the Tenda segment during the period.
Adjusted EBITDA margin
reached 6.3% in 2Q15 and 8.6% in 1H15.
Table 34. Tenda –
Adjusted EBITDA (R$000)
|
2Q15 |
1Q15 |
Q/Q(%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y(%) |
Net (Loss)
Profit |
20,035 |
11,446 |
75% |
(17,983) |
211% |
31,481 |
(55,443) |
157% |
(+) Financial
Results |
(5,651) |
(1,528) |
270% |
(1,333) |
324% |
(7,179) |
(1,243) |
478% |
(+) Income
taxes |
(6,032) |
4,810 |
-225% |
4,464 |
-235% |
(1,222) |
7,039 |
-117% |
(+) Depreciation &
Amortization |
3,482
|
3,390 |
3% |
4,666 |
-25% |
6,872 |
7.482 |
-8% |
(+) Capitalized
interests |
5,010 |
2,747 |
82% |
8,036 |
-38% |
7,757 |
15,141 |
-49% |
(+) Expenses with Stock
Option Plan |
533 |
527 |
1% |
6 |
8,783% |
1,061 |
25 |
4,144% |
(+) Minority
Shareholders |
(2,156) |
(278) |
676% |
237 |
-1,010% |
(2,434) |
179 |
-1,460% |
Adjusted EBITDA |
15,221 |
21,114 |
-28% |
(1,907) |
898% |
36,335 |
(26,820) |
235% |
Net Revenue |
243,137 |
179,443 |
35% |
176,923 |
37% |
422,580 |
282,874 |
49% |
Adjusted EBITDA
Margin |
6.3% |
11.8% |
-550 bps |
-1.1% |
740 bps |
8.6% |
-9.5% |
1,810
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, which was allocated to Tenda, was
excluded.
Backlog
of Revenues and Results
The backlog of results
to be recognized under the PoC method was R$99.0 million in 2Q15. The
consolidated margin for the quarter was 41.7%.
Table 35. Results to be
recognized (REF) (R$000)
|
2Q15 |
1Q15 |
Q/Q(%) |
2Q14 |
Y/Y (%) |
Revenues to be
recognized |
237.309 |
188.447 |
26% |
207.912 |
14% |
Costs to be recognized (units
sold) |
(138.261) |
(114.973) |
20% |
(146.349) |
-6% |
Results to be
Recognized |
99.048 |
73.474 |
35% |
61.563 |
61% |
Backlog Margin |
41,7% |
39,0% |
270 bps |
29,6% |
1.210 bps |
47
Balance
Sheet and Consolidated Financial Results
Cash and
Cash Equivalents
On June 30, 2015, cash
and cash equivalents, and securities, totaled R$876.8 billion.
Accounts
Receivable
At the end of the 2Q15,
total consolidated accounts receivable decreased 20.7% y-o-y to R$2.8 billion,
and remained stable compared to 1Q15. The Gafisa and Tenda segments have
approximately R$524.5 million in accounts receivable from finished units, out of
which R$226.7 million is currently being transferred to financial
institutions.
Table 36. Total
Receivables (R$000)
|
2Q15 |
1Q15 |
Q/Q(%) |
2Q14 |
Y/Y(%) |
Receivables from developments
(off balance sheet) |
935,530 |
965,855 |
-3% |
1,563,052 |
-40% |
Receivables from PoC – ST (on balance
sheet) |
1,464,279 |
1,476,007 |
-1% |
1,709,718 |
-14% |
Receivables from PoC –
LT (on balance sheet) |
450,243
|
417,746 |
8% |
322,356 |
40% |
Total |
2,850,052 |
2,859,608 |
0% |
3,595,126 |
-21% |
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$13.1 million in 2Q15. The Gafisa segment contributed
cash generation of R$7.4 million, considering the impact of the bonus payment
and profit sharing from the prior year, which is always verified during the
second half of the year. It was also impacted by slightly lower transfer volumes
compared to the prior quarter, resulting from the delivery of more corporate
projects in this semester. The volume of transferring/receiving process of units
sold to financing agents reached R$169.8 million during the period, and R$367.8
million YTD. The Tenda segment generated R$5.7 million in cash, with R$180.7
million transferred in 2Q15 and R$285.0 million in 6M15. In 1H15, the Company
generated operating cash of R$19.4 million.
While consolidated
operating cash generation reached R$13.1 million, the Company ended 2Q15 with
operating cash consumption of R$28.1 million, and consumption of R$97.8 million
in 1H15. 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)
|
4Q14* |
1Q15 |
2Q15 |
Availabilities |
1,157,254 |
1,116,169 |
876,813 |
Change in
Availabilities(1) |
|
(41,085) |
(239,356) |
Total Debt + Investor
Obligations |
2,597,554 |
2,651,383 |
2,440,095 |
Change in Total Debt + Inventor
Obligations (2) |
|
53,829 |
(211,288) |
Other
Investments |
426,509 |
208,740 |
208,740 |
Change in Other Investments
(3) |
|
25,162 |
- |
Cash Generation in the period
(1) - (2) + (3) |
|
(69,753) |
(28,068) |
Cash Generation Final |
|
(69,753) |
(97,821) |
*The 4Q14 data refers
only to the final balance of the period in order to help in the reconciliation
of the balance changes in 2015.
48
Liquidity
At the end of June
2015, the Company’s Net Debt/Equity ratio reached 50.4%, stable compared to
50.0% in the previous quarter. Excluding project finance, the Net Debt/Equity
ratio was negative 11.7%.
The Company's
consolidated gross debt reached R$2.4 billion at the end of 2Q15, a decrease of
7.8% compared to 1Q15 and 9.0% y-o-y. In the 2Q15, the Company amortized R$411.3
million in debt, of which R$269.5 million was project finance and R$141.8
million was corporate debt. However, around R$122.7 million was released,
allowing for a net amortization of R$284.5 million. For the 6M15, approximately
55.5% of gross debt with maturity scheduled for 2015 was amortized. During the
first half, new releases of R$275.8 million were held, of which R$220.8 million
comprised project debt and R$55 million corporate debt, thus allowing for a net
amortization in the first six months of R$ 313.0 million.
Table 38. Debt and
Investor Obligations (R$000)
|
2Q15 |
1Q15 |
Q/Q(%) |
2Q14 |
Y/Y(%) |
Debentures – FGTS
(A) |
784,992
|
914,209 |
-14% |
925,850 |
-15% |
Debentures – Working Capital
(B) |
360,025 |
356,359 |
1% |
310,052 |
16% |
Project Financing SFH –
(C) |
1,142,459 |
1,103,283 |
4% |
1,012,618 |
13% |
Working Capital (D) |
145,324
|
264,102 |
-45% |
424,669 |
-66% |
Total (A)+(B)+(C)+(D) =
(E) |
2,432,800 |
2,637,953 |
-8% |
2,673,189 |
-9% |
Investor Obligations (F) |
7,296 |
13,430 |
-46% |
14,662 |
-50% |
Total Debt (E)+(F) =
(G) |
2,440,096 |
2,651,383 |
-8% |
2,687,851 |
-9% |
Cash and Availabilities (H) |
876,813 |
1,116,168 |
-21% |
1,279,568 |
-31% |
Net Debt (G)-(H) = (I) |
1,563,283 |
1,535,215 |
2% |
1,408,283 |
11% |
Equity + Minority Shareholders
(J) |
3,099,492 |
3,070,891 |
1% |
3,138,131 |
-1% |
(Net Debt) / (Equity)
(I)/(J) = (K) |
50.4% |
50.0% |
40 bps |
44.9% |
550 bps |
(Net Debt – Proj Fin) / Equity
(I)-((A)+(C))/(J) = (L) |
-11.7% |
-15.7% |
-400 bps |
-16.9% |
-520 bps |
The Company ended the
second quarter of 2015 with R$1.1 billion in total debt due in the short term.
It should be noted, however, that 72.5% of this volume relates to debt linked to
the Company's projects. Currently, the average cost of consolidated debt is 13.49%
p.y., or 99.38% of the CDI.
49
Table 39. Debt Maturity
(R$000)
(R$ 000) |
Average Cost (p.y.) |
Total |
Until Jun/16 |
Until Jun/17 |
Until Jun/18 |
Until Jun/19 |
After Jun/19 |
Debentures - FGTS
(A) |
TR + 9.08% - 9.8247% |
784,992 |
310,659 |
324,555 |
149,778 |
- |
-
|
Debentures – Working Capital
(B) |
CDI + 1.90% - 1.95% / IPCA + 7.96% -
8.22% |
360,025 |
165,769 |
26,694 |
64,402 |
83,886 |
19,274
|
Project Financing SFH
(C) |
TR + 8.30% - 11.00% / 117.0% CDI /
12.87% |
1,142,459 |
465,997 |
520,337 |
117,590 |
36,542 |
1,993 |
Working Capital (D) |
CDI + 2.20% / 117.9% CDI |
145,324 |
124,326 |
20,998
|
- |
- |
-
|
Total (A)+(B)+(C)+(D) =
(E) |
|
2,432,800 |
1,066,751 |
892,584 |
331,770 |
120,428 |
21,267 |
Investor Obligations (F) |
CDI + 0.59% |
7,296 |
5,016 |
2,280 |
- |
- |
- |
Total Debt (E)+(F) =
(G) |
|
2,440,096 |
1,071,767 |
894,864 |
331,770 |
120,428 |
21,267 |
% Total Maturity per period |
- |
43.9% |
36.7% |
13.6% |
4.9% |
0.9% |
Volume of maturity of Project finance as
% of total debt ((A)+ (C))/ (G) |
- |
72.5% |
94.4% |
80.6% |
30.3% |
9.4% |
Volume of maturity of Corporate debt as %
of total debt ((B)+(D) + (F))/ (G) |
- |
27.5% |
5.6% |
19.4% |
69.7% |
90.6% |
Ratio Corporate Debt /
Mortgages |
21.0% /
79.0% |
- |
- |
- |
- |
- |
Financial
Result
Revenue
On a consolidated
basis, net revenue in the 2Q15 totaled R$591.5 million, up 13.9% over the 1Q15
and up 2.9% from 2Q14. In the quarter, the Gafisa segment represented 58.9% of
consolidated revenues, while Tenda accounted for the remaining 41.1%. In 6M15,
consolidated net revenue reached R$1.1 billion, in line with previous
year.
Gross
Profit & Margin
Gross profit in 2Q15
was R$158.5 million, compared to R$149.2 million in 1Q15, and R$164.9 million in
the prior year quarter. Gross margin for the quarter reached 26.8%, a decline
when compared to prior periods.
Adjusted gross profit
reached R$200.4 million, with a margin of 33.9%, compared to 34.5% in the 1Q15
and 35.7% in the previous year. Supported by stable results in the Gafisa
segment, and the higher volume and consolidation of Tenda’s New Business Model
operations, the Company has been able to maintain its adjusted gross margin at a
healthy level throughout the past few quarters.
The gross margin has
improved during the last two years as Gafisa and Tenda legacy projects have been
concluded, reducing their impact on the Company’s results. At the same time, the
contribution of more profitable projects launched in core markets and under the
Tenda segment’s New Model has increased during recent quarters.
50
Table 40. Gafisa Group –
Gross Margin (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Net Revenue |
591,529 |
519,501 |
14% |
574,830 |
3% |
1,111,030 |
1,007,531 |
10% |
Gross
Profit |
158,543 |
149,200 |
6% |
164,904 |
-4% |
307,743 |
262,252 |
17% |
Gross
Margin |
26.8% |
28.7% |
-190 bps |
28.7% |
-190 bps |
27.7% |
26.0% |
170
bps |
(-) Financial
Costs |
(41,843) |
(30,102) |
39% |
(40,357) |
4% |
(71,945) |
(75,102) |
-4% |
Adjusted Gross
Profit |
200,386 |
179,302 |
12% |
205,261 |
-2% |
379,688 |
337,354 |
12% |
Adjusted Gross
Margin |
33.9% |
34.5% |
-60 bps |
35.7% |
-180 bps |
34.2% |
33.5% |
70
bps |
Selling,
General and Administrative Expenses (SG&A)
SG&A expenses
totaled R$89.7 million in 2Q15, up 26.7% q-o-q, due to the higher volume of
launches and gross sales in the period, resulting in higher marketing expenses.
Compared to the 2Q14, there was a 9.9% reduction. In the 6M15, selling, general
and administrative expenses totaled R$160.5 million, 11.7% lower than
1H14.
Table 41. Gafisa Group –
SG&A Expenses (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Selling
Expenses |
40,635 |
27,113 |
50% |
43,093 |
-6% |
67,748 |
73,875 |
-8% |
General and Admin
Expenses |
49,070 |
43,670 |
12% |
56,418 |
-13% |
92,738 |
107,837 |
-14% |
Total SG&A
Expenses |
89,705 |
70,783 |
27% |
99,511 |
-10% |
160,486 |
181,712 |
-12% |
Launches |
481,951 |
313,581 |
54% |
413,744 |
16% |
795,532 |
949,123 |
-16% |
Net
Pre-Sales |
532,131 |
423,344 |
26% |
433,018 |
23% |
955,475 |
672,341 |
42% |
Net Revenue |
591,529 |
519,501 |
14% |
574,830 |
3% |
1,111,030 |
1,007,531 |
10% |
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.
The Other Operating
Revenues/ Expenses line totaled an expense of R$33.1 million, down 1.5% compared
to the 1Q15, and up 15.9% compared to the previous year. In 6M15, this line
reached R$66.6 million.
The table below
contains more details on the breakdown of this expense.
Table 42. Gafisa Group –
Other Operating Revenues/ Expenses (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Litigation
expenses |
(29,418) |
(26,070) |
13% |
(25,648) |
15% |
(55,488) |
(51,796) |
7% |
Expenses w/ upgrading the
balance of the stock options program for AUSA shares |
- |
- |
- |
(13,863) |
- |
- |
(13,863) |
- |
Other |
(3,633) |
(7,485) |
-51% |
192 |
-1,992% |
(11,118) |
348 |
-3,295% |
Total |
(33,051) |
(33,555) |
-2% |
(39,319) |
-16% |
(66,606) |
(65,311) |
2% |
51
Consolidated Adjusted EBITDA
Consolidated adjusted
EBITDA, including Alphaville equity income, totaled R$72.8 million in 2Q15, down
from R$96.4 million in 1Q15 and R$89.8 million in the prior-year period.
Consolidated adjusted EBITDA margin using the same criteria was 12.3%, compared
with a 15.6% margin reported in the previous year and 18.6% reported in 1Q15. In
6M15, consolidated EBITDA reached R$169.2 million, with a 15.2%
margin.
Table 43. Gafisa Group –
Consolidated Adjusted EBITDA (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Net (Loss)
Profit |
28,487 |
31,651 |
-10% |
(851) |
3,447% |
60,137 |
(40,642) |
248% |
(+) Financial
Results |
(2,685) |
8,216 |
-133% |
3,072 |
-187% |
5,531 |
10,986 |
-50% |
(+) Income
taxes |
(5,754) |
12,160 |
-147% |
11,672 |
-149% |
6,406 |
18,269 |
-65% |
(+) Depreciation &
Amortization |
11,561
|
11,669 |
-1% |
15,977 |
-28% |
23,230 |
29,999 |
-23% |
(+) Capitalized
interests |
41,843 |
30,102 |
39% |
40,357 |
4% |
71,945 |
75,102 |
-4% |
(+) Expenses with Stock
Option Plan |
2,383
|
2,617 |
-9% |
20,815 |
-89% |
5,001 |
24,404 |
-80% |
(+) Minority
Shareholders |
(3,004) |
(50) |
-5,908% |
(1,204) |
-150% |
(3,055) |
(1,810) |
-69% |
Adjusted EBITDA |
72,831 |
96,363 |
-24% |
89,838 |
-19% |
169,194 |
116,308 |
45% |
Net Revenue |
591,529 |
519,501 |
14% |
574,830 |
3% |
1,111,030 |
1,007,531 |
10% |
Adjusted EBITDA
Margin |
12.3% |
18.6% |
-630 bps |
15.6% |
-330 bps |
15.2% |
11.5% |
370 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 2Q15 reached R$11.6 million, stable compared to 1Q15 and
down 27.6% compared to R$16.0 million recorded in 2Q14, due to the lower expense
from the depreciation of sales booths, used by developers to market projects, in
the period. In 1H15, this line totaled R$23.2 million compared to R$30.0 million
reported in the previous year.
Financial
Results
Net financial result
was positive R$2.7 million in the 2Q15, higher than a negative result of R$3.1
million in 1Q15. Financial revenues totaled R$44.3 million, a 16.6% y-o-y
increase due to the higher annual interest rate registered in the period.
Financial expenses reached R$41.6 million, compared to R$41.0 million in 2Q14,
impacted by the decrease in the level of gross indebtness in the period. YTD,
the net financial result was negative
R$ 5.5 million, compared to a net loss
of R$ 11.0 million in the same period last year.
Taxes
Income taxes, social
contribution and deferred taxes for 2Q15 amounted to a credit of R$5.8 million,
due to the constitution of deferred income tax in the amount of R$8.9 million in
a subsidiary. In the first half, income tax and social contribution totaled
R$6.4 million.
Net
Income
Gafisa Group ended the
2Q15 with a net profit of R$28.5 million. Excluding the equity income from AUSA,
the Company recorded net income of R$23.3 million in the quarter, compared to a
net loss of R$9.2 million recorded in 2Q14 and R$14.7 million in 1Q15. In 6M15,
net income was positive R$ 60.1 million, including Alphaville’s equity income,
compared to a net loss of R$ 40.6 million in the same period last
year.
52
Table 44. Consolidated –
Net Income (R$000)
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Net Revenue |
591,529 |
519,501 |
14% |
574,830 |
3% |
1,111,030 |
1,007,531 |
10% |
Gross
Profit |
158,543 |
149,200 |
6% |
164,904 |
-4% |
307,743 |
262,252 |
17% |
Gross
Margin |
26.8% |
28.7% |
-190 bps |
28.7% |
-190
bps |
27.7% |
26.0% |
170 bps |
Adjusted Gross
Profit1 |
200,386 |
179,302 |
12% |
205,261 |
-2% |
379,688 |
337,354 |
13% |
Adjusted Gross
Margin1 |
33.9% |
34.5% |
-60 bps |
35.7% |
-180 bps |
34.2% |
33.5% |
70 bps |
Adjusted
EBITDA2 |
72,831 |
96,363 |
-24% |
89,838 |
-19% |
169,194 |
116,308 |
45% |
Adjusted EBITDA
Margin |
12.3% |
18.6% |
-630 bps |
15.6% |
-330 bps |
15.2% |
11.5% |
370 bps |
Net Income (ex- the sale of
AUSA) |
28,487 |
31,651 |
-10% |
(851) |
-3.447% |
60,137 |
(40,642) |
248% |
( - ) Alphaville Equity
Income |
(5,210) |
(16,960) |
-69% |
(8,392) |
-38% |
(22,170) |
(4,965) |
347% |
Net Income (ex- AUSA Sale
and Equity Income) |
23,277 |
14,691 |
58% |
(9,243) |
352% |
37,967 |
(45,607) |
183% |
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 impact of Alphaville equity income.
Backlog
of Revenues and Results
The backlog of results
to be recognized under the PoC method reached R$364.2 million in the 2Q15. The
consolidated margin for the quarter was 40.4%.
Table 45. Gafisa Group –
Results to be recognized (REF) (R$000)
|
2Q15 |
1Q15 |
Q/Q(%) |
2Q14 |
Y/Y(%) |
Revenues to be
recognized |
901,383 |
930,601 |
-3% |
1,506,001 |
-40% |
Costs to be recognized (units
sold) |
(537,145) |
(563,034) |
-5% |
(974,077) |
-45% |
Results to be
Recognized |
364,238 |
367,567 |
-1% |
531,924 |
-32% |
Backlog Margin |
40.4% |
39.5% |
90 bps |
35.3% |
510 bps |
53
Alphaville net revenues reached R$ 507 million in
6M15
São Paulo,
August 7th, 2015 – Alphaville Urbanismo SA releases its results for the 2nd
quarter of the year (2Q and 6M).
In the second
quarter of 2015, net revenues were R$ 267 million, 22.1% above the same period
of 2014 and 11.6% higher than 1Q15. Net income was R$ 17 million, 33.2% lower
than 2Q14 and 50.7% lower than the previous quarter.
|
2Q15 |
2Q14 |
1Q15 |
|
R$ |
∆ |
R$ |
∆ |
Net
Revenue |
267 |
219 |
22.1% |
240 |
11.6% |
Net
Income |
17 |
26 |
-33.2% |
35 |
-50.7% |
Margin |
6% |
12% |
|
15% |
|
|
|
|
|
|
|
In the first
six months of the year, net revenues totaled R$ 507 million, 36.7% higher than
6M14. Net profit in the quarter was R$ 53 million, representing an increase
209.4% million considering 2Q14.
|
|
6M15 |
6M14 |
|
|
R$ |
∆ |
Net
Revenue |
507 |
371 |
36.7% |
Net
Income |
53 |
17 |
209.4% |
Margin |
10% |
5% |
|
|
|
|
|
|
For further
information, please contact our Investor Relations team at
ri@alphaville.com.br or +55 11
3038-7164
54
Financial
Statements Gafisa Segment
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Net Revenue |
348,392
|
340,058 |
2% |
397,907 |
-12% |
688,450 |
724,657 |
-5% |
Operating Costs |
(258,124) |
(241,911) |
7% |
(278,772) |
-7% |
(500,035) |
(516,632) |
-3% |
Gross Profit |
90,268
|
98,147
|
-8% |
119,135 |
-24% |
188,415
|
208,025 |
-9% |
Gross
Margin |
25.9% |
28.9% |
-300 bps |
29.9% |
-400 bps |
27.4% |
28.7% |
-130
bps |
Operating
Expenses |
(79,420) |
(60,622) |
63% |
(91,831) |
-14% |
(140,040) |
(171,752) |
-18% |
Selling
Expenses |
(22,976) |
(14,092) |
63% |
(28,425) |
-19% |
(37,068) |
(47,420) |
-22% |
General and Administrative
Expenses |
(27,466) |
(28,885) |
-5% |
(31,406) |
-13% |
(56,351) |
(63,855) |
-12% |
Other Operating
Revenues/Expenses |
(21,378) |
(28,521) |
-25% |
(24,351) |
-12% |
(49,899) |
(40,340) |
24% |
Depreciation and
Amortization |
(8,079) |
(8,279) |
-2% |
(11,311) |
-29% |
(16,358) |
(22,517) |
-27% |
Equity income |
479
|
19,157 |
-97% |
3,662 |
-87% |
19,636 |
2,380 |
725% |
Operational
Result |
10,848 |
37,527 |
-71% |
27,304 |
-60% |
48,375 |
36,273 |
33% |
Financial Income |
19,978 |
19,277 |
4% |
24,160 |
-17% |
39,255 |
55,320 |
-29% |
Financial
Expenses |
(22,944) |
(29,021) |
-21% |
(28,565) |
-20% |
(51,965) |
(67,549) |
-23% |
Net Income Before Taxes on
Income |
7,882 |
27,783
|
-72% |
22,899 |
-66% |
35,665 |
24,044 |
48% |
Deferred Taxes |
(1,028) |
(2,012) |
256% |
(91) |
7762% |
(3,866) |
(383) |
909% |
Income Tax and Social
Contribution |
750
|
(5,338) |
-229% |
(7,117) |
-197% |
(3,762) |
(10,847) |
-65% |
Net Income After Taxes on
Income |
7,604 |
20,433 |
-63% |
15,691 |
-52% |
28,037 |
12,814 |
119% |
Minority
Shareholders |
(848) |
228
|
-472% |
(1,441) |
-41% |
(619) |
(1,989) |
-69% |
Net Income |
8,452 |
20,205 |
-58% |
17,132 |
-51% |
28,656 |
14,803 |
94% |
55
Financial
Statements Tenda Segment
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Net Revenue |
243,137
|
179,443 |
35% |
176,923 |
37% |
422,580 |
282,874 |
49% |
Operating Costs |
(174,862) |
(128,390) |
36% |
(131,154) |
33% |
(303,252) |
(228,647) |
33% |
Gross Profit |
68,275
|
51,053
|
34% |
45,769 |
49% |
119,328
|
54,227 |
120% |
Gross
Margin |
28.1% |
28.5% |
-40 bps |
25.9% |
220 bps |
28.2% |
19.2% |
900 bps |
Operating
Expenses |
(62,079) |
(36,603) |
70% |
(60,384) |
3% |
(98,682) |
(103,695) |
-5% |
Selling
Expenses |
(17,659) |
(13,021) |
36% |
(14,668) |
20% |
(30,680) |
(26,455) |
16% |
General and Administrative
Expenses |
(21,604) |
(14,783) |
46% |
(25,012) |
-14% |
(36,387) |
(43,982) |
-17% |
Other Operating
Revenues/Expenses |
(11,673) |
(5,034) |
132% |
(14,968) |
-22% |
(16,707) |
(24,971) |
-33% |
Depreciation and
Amortization |
(3,482) |
(3,390) |
3% |
(4,666) |
-25% |
(6,872) |
(7,482) |
-8% |
Equity income |
(7,661) |
(375) |
1943% |
(1,070) |
616% |
(8,036) |
(805) |
898% |
Operational
Result |
6,196 |
14,450 |
-57% |
(14,615) |
-142% |
20,646 |
(49,468) |
-142% |
Financial Income |
24,292 |
13,335 |
82% |
13,805 |
76% |
37,627 |
26,841 |
40% |
Financial
Expenses |
(18,641) |
(11,807) |
58% |
(12,472) |
49% |
(30,448) |
(25,598) |
19% |
Net Income Before Taxes on
Income |
11,847 |
15,978
|
-26% |
(13,282) |
-189% |
27,825 |
(48,225) |
-158% |
Deferred Taxes |
7,154
|
(3,288) |
-318% |
(1,771) |
-504% |
3,866 |
(1,012) |
-482% |
Income Tax and Social
Contribution |
(1,122) |
(1,522) |
-26% |
(2,693) |
-58% |
(2,644) |
(6,027) |
-56% |
Net Income After Taxes on
Income |
17,879 |
11,168 |
60% |
(17,746) |
-201% |
29,047 |
(55,264) |
-153% |
Minority
Shareholders |
(2,156) |
(278) |
676% |
237 |
-1.010% |
(2,434) |
179 |
1.460% |
Net Income |
20,035 |
11,446
|
75% |
(17,983) |
-211% |
31,481 |
(55,443) |
-157% |
56
Consolidated Financial Statements
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
6M15 |
6M14 |
Y/Y (%) |
Net Revenue |
591,529
|
519,501 |
14% |
574,830 |
3% |
1,111,030 |
1,007,531 |
10% |
Operating Costs |
(432,986) |
(370,301) |
17% |
(409,926) |
6% |
(803,287) |
(745,279) |
8% |
Gross Profit |
158,543
|
149,200
|
6% |
164,904 |
-4% |
307,743 |
262,252 |
17% |
Gross
Margin |
26.8% |
28.7% |
-190 bps |
28.7% |
-190 bps |
27.7% |
26.0% |
170 bps |
Operating
Expenses |
(141,499) |
(97,225) |
46% |
(152,215) |
-7% |
(238,722) |
(275,447) |
-13% |
Selling
Expenses |
(40,635) |
(27,113) |
50% |
(43,093) |
-6% |
(67,748) |
(73,875) |
-8% |
General and Administrative
Expenses |
(49,070) |
(43,668) |
12% |
(56,418) |
-13% |
(92,738) |
(107,837) |
-14% |
Other Operating
Revenues/Expenses |
(33,051) |
(33,555) |
-2% |
(39,319) |
-16% |
(66,606) |
(65,311) |
2% |
Depreciation and
Amortization |
(11,561) |
(11,669) |
-1% |
(15,977) |
-28% |
(23,230) |
(29,999) |
-23% |
Equity pickup |
(7,182) |
18,782 |
-138% |
2,592 |
-377% |
11,600 |
1,575 |
637% |
Operational Result |
17,044 |
51,977 |
-67% |
12,689 |
34% |
69,021 |
(13,195) |
-623% |
Financial
Income |
44,270 |
32,612 |
36% |
37,965 |
17% |
76,882 |
82,161 |
-6% |
Financial Expenses |
(41,585) |
(40,828) |
2% |
(41,037) |
1% |
(82,413) |
(93,147) |
-12% |
Net Income Before Taxes on
Income |
19,729 |
43,761
|
-55% |
9,617 |
105% |
63,490 |
(24,181) |
-363% |
Deferred Taxes |
6,126 |
(5,300) |
-100% |
(1,862) |
-100% |
826 |
(1,395) |
-100% |
Income Tax and Social
Contribution |
(372)
|
(6,860) |
-184% |
(9,810) |
-159% |
(7,232) |
(16,874) |
-62% |
Net Income After Taxes on
Income |
25,483 |
31,601 |
-19% |
(2,055) |
-1,340% |
57,084 |
(42,450) |
-234% |
Minority Shareholders |
(3,004) |
(50) |
5,908% |
(1,204) |
150% |
(3,053) |
(1,810) |
69% |
Net Result |
28,487 |
31,651 |
-10% |
(851) |
-3,447% |
60,137 |
(40,640) |
-248% |
57
Balance Sheet Gafisa Segment
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
Current Assets |
|
|
|
|
|
Cash and cash equivalents |
541,684 |
680,412 |
-20% |
661,449 |
-18% |
Receivables from clients |
1,030,823 |
1,074,721 |
-4% |
1,285,496 |
-20% |
Properties for sale |
1,133,046 |
1,225,675 |
-8% |
1,050,259 |
8% |
Other accounts receivable |
225,848 |
199,545 |
13% |
256,083 |
-12% |
Deferred selling expenses |
4,406 |
8,584 |
-49% |
19,024 |
0% |
Land for sale |
6,074 |
6,074 |
0% |
7,747 |
-22% |
|
2,941,881 |
3,195,011 |
-8% |
3,280,058 |
-10% |
|
|
|
|
|
|
Long-term Assets |
|
|
|
|
|
Receivables from clients |
410,855 |
384,928 |
7% |
298,596 |
38% |
Properties for sale |
715,740 |
572,410 |
25% |
467,708 |
53% |
Other |
171,972 |
163,184 |
5% |
221,212 |
-22% |
|
1,298,567 |
1,120,522 |
16% |
987,516 |
31% |
Intangible |
60,195 |
59,949 |
0% |
63,149 |
-5% |
Investments |
1,963,775 |
1,947,616 |
1% |
1,989,855 |
-1% |
|
|
|
|
|
|
Total Assets |
6,264,418 |
6,323,098 |
-1% |
6,320,578 |
-1% |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Loans and financing |
582,668 |
537,032 |
8% |
548,548 |
6% |
Debentures |
268,943 |
329,876 |
-18% |
254,466 |
6% |
Obligations for purchase of land and clients |
228,010 |
274,886 |
-1% |
293,195 |
-7% |
Materials and service suppliers |
76,943 |
81,459 |
-6% |
55,888 |
38% |
Taxes and contributions |
60,640 |
65,117 |
-7% |
59,857 |
1% |
Investor Obligations |
5,016 |
8,717 |
-42% |
7,517 |
-33% |
Other |
433,116 |
395,181 |
10% |
364,314 |
19% |
|
1,655,336 |
1,692,268 |
0% |
1,583,785 |
7% |
|
|
|
|
|
|
Long-term Liabilities |
|
|
|
|
|
Loans and financings |
668,119 |
796,607 |
-16% |
756,049 |
-12% |
Debentures |
568,589 |
541,712 |
5% |
582,508 |
-2% |
Obligations for purchase of land and clients |
117,839 |
61,234 |
21% |
66,983 |
11% |
Deferred taxes |
28,589 |
27,560 |
4% |
44,667 |
-36% |
Provision for contingencies |
75,190 |
75,190 |
0% |
67,745 |
11% |
Investor Obligations |
4,713 |
4,713 |
0% |
7,145 |
-34% |
Other |
45,109 |
53,911 |
-16% |
74,555 |
-39% |
|
1,508,148 |
1,560,927 |
-6% |
1,599,652 |
-8% |
|
|
|
|
|
|
Shareholders' Equity |
|
|
|
|
|
Shareholders' Equity |
3,097,879 |
3,066,949 |
1% |
3,116,181 |
-1% |
Minority Shareholders |
3,055 |
2,954 |
3% |
20,960 |
-85% |
|
3,100,934 |
3,069,903 |
1% |
3,137,141 |
-1% |
Total Liabilities and Shareholders' Equity |
6,264,418 |
6,323,098 |
-1% |
6,320,578 |
-1% |
58
Balance
Sheet Tenda Segment
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
Current
Assets |
|
|
|
|
|
Cash and cash
equivalents |
335,129 |
435,756 |
-23% |
618,118 |
-46% |
Receivables from
clients |
433,456 |
401,285 |
8% |
424,221 |
2% |
Properties for
sale |
487,252 |
563,291 |
-13% |
527,646 |
-8% |
Other accounts
receivable |
132,872 |
117,337 |
13% |
131,917 |
1% |
Land for sale |
117,452 |
107,415 |
9% |
98,564 |
19% |
|
1,506,161 |
1,625,084 |
-7% |
1,800,466 |
-16% |
|
|
|
|
|
|
Long-term
Assets |
|
|
|
|
|
Receivables from
clients |
39,388
|
32,818
|
20% |
23,760 |
66% |
Properties for
sale |
179,759 |
196,378 |
-8% |
110,772 |
62% |
Other |
64,441 |
72,751
|
-11% |
86,016 |
-25% |
|
283,588 |
301,947 |
-6% |
220,549 |
29% |
Intangible |
38,018
|
33,935
|
12% |
39,429 |
-4% |
Investments |
155,891 |
188,315 |
-17% |
193,544 |
-19% |
|
|
|
|
|
|
Total
Assets |
1,983,658 |
2,149,281 |
-8% |
2,253,987 |
-12% |
|
|
|
|
|
|
Current
Liabilities |
|
|
|
|
|
Loans and
financing |
7,655
|
9,084
|
-16% |
74,395 |
-90% |
Debentures |
207,485 |
198,979 |
4% |
98,928 |
110% |
Obligations for purchase of
land and clients |
158,181 |
223,977 |
-29% |
71,442 |
121% |
Materials and service
suppliers |
32,074
|
20,932
|
53% |
20,732 |
55% |
Taxes and
contributions |
73,227
|
71,763
|
2% |
90,748 |
-19% |
Other |
94,995
|
168,783 |
-44% |
317,403 |
-70% |
|
573,617 |
693,518 |
-17% |
673,648 |
-15% |
|
|
|
|
|
|
Long-term
Liabilities |
|
|
|
|
|
Loans and
financings |
29,341
|
24,663
|
19% |
58,295 |
-50% |
Debentures |
100,000 |
200,000 |
-50% |
300,000 |
-67% |
Obligations for purchase of
land and clients |
57,809
|
14,824
|
290% |
3,175 |
1,721% |
Deferred taxes |
4,493
|
11,603
|
-61% |
10,643 |
-58% |
Provision for
contingencies |
57,707
|
68,154
|
-15% |
65,783 |
-12% |
Other |
35,695
|
29,935
|
19% |
67,853 |
-47% |
|
285,045 |
349,179 |
-18% |
505,749 |
-44% |
|
|
|
|
|
|
Shareholders'
Equity |
|
|
|
|
|
Shareholders'
Equity |
1,091,018 |
1,070,450 |
2% |
1,049,799 |
4% |
Minority
Shareholders |
33,978
|
36,134
|
-6% |
24,791 |
37% |
|
1,124,996 |
1,106,584 |
2% |
1,074,590 |
5% |
Total Liabilities and
Shareholders' Equity |
1,983,658 |
2,149,281 |
-8% |
2,253,987 |
-12% |
59
Consolidated Balance Sheets
|
2Q15 |
1Q15 |
Q/Q (%) |
2Q14 |
Y/Y (%) |
Current
Assets |
|
|
|
|
|
Cash and cash
equivalents |
876,813 |
1,116,168 |
-21% |
1,279,568 |
-31% |
Receivables from
clients |
1,464,279 |
1,476,007
|
-1% |
1,709,718 |
-14% |
Properties for
sale |
1,620,297 |
1,788,967 |
-9% |
1,684,216 |
3% |
Other accounts
receivable |
322,469 |
295,846 |
9% |
217,263 |
48% |
Prepaid expenses and others |
10,293
|
15,322 |
-33% |
26,223 |
-61% |
Land for sale |
123,526 |
113,489
|
9% |
- |
16% |
|
4,417,677 |
4,805,799 |
-8% |
4,916,988 |
-10% |
|
|
|
|
|
|
Long-term
Assets |
|
|
|
|
|
Receivables from
clients |
450,243 |
417,746 |
8% |
322,356 |
40% |
Properties for
sale |
895,500 |
768,789 |
16% |
578,480 |
55% |
Other |
221,448 |
220,969
|
0% |
292,260 |
-24% |
|
1,567,191 |
1,407,504 |
11% |
1,193,096 |
31% |
Intangible |
123,689 |
119,360 |
4% |
145,657 |
-15% |
Investments |
963,989 |
1,001,235
|
-4% |
1,032,662 |
-7% |
|
|
|
|
|
|
Total
Assets |
7,072,546 |
7,333,898 |
-4% |
7,288,403 |
-3% |
|
|
|
|
|
|
Current
Liabilities |
|
|
|
|
|
Loans and
financing |
590,323 |
546,115
|
8% |
622,942 |
-5% |
Debentures |
476,428 |
528,856
|
-10% |
353,394 |
35% |
Obligations for purchase of
land and clients |
386,192 |
498,857
|
-14% |
364,637 |
18% |
Materials and service
suppliers |
109,017 |
102,391
|
6% |
76,619 |
42% |
Taxes and
contributions |
107,483 |
110,933
|
-3% |
117,728 |
-9% |
Investor
Obligations |
5,016
|
8,717
|
-42% |
7,517 |
-33% |
Other |
524,128 |
575,615
|
-9% |
551,057 |
-5% |
|
2,198,587 |
2,371,484 |
-5% |
2,093,894 |
7% |
|
|
|
|
|
|
Long-term
Liabilities |
|
|
|
|
|
Loans and
financings |
697,460 |
821,270
|
-15% |
814,345 |
-14% |
Debentures |
668,589 |
741,712
|
-10% |
882,508 |
-24% |
Obligations for purchase of
land and clients |
175,649 |
76,059
|
73% |
70,158 |
88% |
Deferred taxes |
33,081
|
39,164
|
-16% |
55,310 |
-40% |
Provision for
contingencies |
139,208 |
143,990
|
-3% |
133,528 |
4% |
Investor
Obligations |
2,280
|
4,713
|
-52% |
7,145 |
-68% |
Other |
58,200
|
64,615
|
-10% |
93,384 |
-38% |
|
1,774,467 |
1,891,523 |
-8% |
2,056,378 |
-16% |
|
|
|
|
|
|
Shareholders'
Equity |
|
|
|
|
|
Shareholders'
Equity |
3,097,881 |
3,066,952
|
1% |
3,116,182 |
-1% |
Minority
Shareholders |
1,611
|
3,939
|
-59% |
21,949 |
-93% |
|
3,099,492 |
3,070,891 |
1% |
3,138,131 |
-1% |
Liabilities and Shareholders'
Equity |
7,072,546 |
7,333,898 |
-4% |
7,288,403 |
-3% |
60
Cash
Flow
|
2Q15 |
2Q14 |
6M15 |
6M14 |
Income Before Taxes on
Income |
19,729 |
9,617 |
63,490
|
(24,181) |
Expenses (income) not
affecting working capital |
91,830 |
114,614 |
136,363
|
179,067 |
Depreciation and
amortization |
11,561 |
15,977 |
23,230 |
29,999 |
Impairment
allowance |
4,375 |
2,673 |
4,375 |
379 |
Expense on stock option
plan |
2,383 |
20,816 |
5,001 |
24,405 |
Penalty fee over delayed
projects |
1,136 |
(63) |
(943) |
(675) |
Unrealized interest and
charges. net |
21,249 |
46,668 |
37,663 |
70,624 |
Equity pickup |
7,182 |
(2,592) |
(11,600) |
(1,575) |
Disposal of fixed
asset |
842 |
482 |
1,058 |
2,197 |
Warranty
provision |
1,904 |
(7,479) |
8,829 |
(10,957) |
Provision for
contingencies |
29,418 |
25,647 |
55,488 |
51,796 |
Profit sharing
provision |
9,124 |
11,636 |
12,038 |
16,425 |
Allowance (reversal) for
doubtful debts |
(1,122) |
1,280 |
(805) |
(3,306) |
Writeoff of
Investments |
2,188 |
- |
(2,317) |
- |
Profit / Loss from financial
instruments |
1,590 |
(431) |
4,346 |
(245) |
Clients |
(12,739) |
365 |
(78,034) |
179,022 |
Properties for
sale |
14,566 |
(4,291) |
(43,117) |
(81,378) |
Other receivables |
(26,134) |
(10,634) |
(11,403) |
(2,398) |
Deferred selling expenses and
pre-paid expenses |
5,030 |
4,107 |
5,150 |
8,964 |
Obligations on land
purchases |
(13,082) |
(8,219) |
(29,902) |
(53,554) |
Taxes and
contributions |
(3,450) |
(4,816) |
(6,941) |
(31,088) |
Accounts payable |
6,627 |
(61,917) |
13,886 |
(2,723) |
Salaries. payroll charges and
bonus provision |
(21,686) |
(44,962) |
(17,397) |
(45,826) |
Other accounts payable |
(49,627) |
13,460 |
(61,512) |
(29,995) |
Current account
operations |
(11,536) |
(18,699) |
(10,022) |
(51,270) |
Paid taxes |
5,754 |
- |
(6,406) |
(84,682) |
Cash used in operating
activities |
5,282 |
(11,375) |
(45,845) |
(40,042) |
Investments activities |
|
|
|
|
Purchase of property and
equipment |
(16,732) |
(22,390) |
(22,383) |
(35,128) |
Redemption of securities. restricted
securities and loans |
952,732 |
1,428,966 |
2,133,082 |
2,544,749 |
Investments in marketable
securities. restricted securities |
(783,891) |
(1,199,724) |
(1,808,307) |
(1,880,258) |
Investments increase |
(787) |
9,934 |
(962) |
4,420 |
Dividends
receivables |
- |
57,676 |
- |
60,301 |
Cash used in investing
activities |
151,322 |
274,262 |
301,430
|
694,084 |
Financing
activities |
|
|
|
|
Contributions from venture
partners |
(6,134) |
(8,554) |
(3,734) |
(109,018) |
Increase in loans and
financing |
182,351 |
203,522 |
382,672 |
378,913 |
Repayment of loans and
financing |
(408,754) |
(520,835) |
(574,060) |
(835,874) |
Stock repurchase
|
- |
(3,186) |
(22,135) |
(51,354) |
Dividend payments |
- |
- |
- |
(117,125) |
Mutual
Operations |
4,825 |
4,642 |
5,412 |
(6,598) |
Sale of treasury shares |
1,811 |
13,480 |
1,810 |
13,480 |
Result from the sale of
treasury shares |
(1,217) |
(6,570) |
(1,216) |
(6,570) |
Net cash provided by financing
activities |
(227,118) |
(317,501) |
(211,251) |
(734,146) |
Net increase (decrease) in
cash and cash equivalents |
(70,514) |
(54,414) |
44,334
|
(80,104) |
At the beginning of the
period |
224,743 |
189,503 |
109,895 |
215,193 |
At the end of the
period |
154,229 |
135,089 |
154,229 |
135,089 |
Net increase (decrease) in cash and cash
equivalents |
(70,514) |
(54,414) |
44,334
|
(80,104) |
61
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.
62
(A free translation from the original in Portuguese
into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly
information-Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise
stated) |
1. Operations
Gafisa S.A. ("Gafisa" or "Company") is a publicly traded
company with registered office at Avenida das Nações Unidas, 8.501,
19th floor, in the city and state of São Paulo, Brazil and commenced
its operations in 1997 with the objectives of: (i) promoting and managing all
forms of real estate ventures on its own behalf or for 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 into 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. Controlled entities substantially share the structures and the
corresponding corporate, managerial and operating costs with the Company. SPEs,
condominiums and consortia operate solely in the real estate industry and are
linked to specific ventures.
On April 29, 2015, following the material fact of February
7, 2014, the Company disclosed a new material fact informing to its shareholders
and the market that the works for the potential separation of the business units
Gafisa and Tenda continue to be carried out, aiming at fulfilling the conditions
considered necessary for its implementation. However, in view of the fact that
the process for defining the capital structure is still in progress, and taking
into account that this definition is a required step towards the separation
process, it is not yet possible to estimate a term for completing the potential
separation, the process may be extended to 2016.
63
(A free translation from the original in Portuguese
into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly
information-Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise
stated) |
2. Presentation of quarterly information and summary of significant accounting
policies
2.1. Basis of presentation and preparation
of individual and consolidated quarterly information
On August 7, 2015, the Company’s Board of Directors
approved these individual and consolidated quarterly information of the Company
and has authorized their disclosure.
The individual quarterly information (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”, has been prepared according to the accounting practices adopted in
Brazil and the standards issued by the Accounting Pronouncements Committee
(CPCs) and are disclosed together with the consolidated quarterly
information.
The individual quarterly information of the Company is not
considered to be in compliance with the IFRS, once it considers the
capitalization of interest on qualifiable assets of investees in the separate
quarterly information of the Company. Due to the fact that there is no
difference between the consolidated equity and profit or loss attributable to
the shareholders of the Company, according to the consolidated quarterly
information prepared in compliance with the International Financial Reporting
Standards (IFRS), issued by the International Accounting Standards Board
(IASB)), and the accounting practices adopted in Brazil, and the equity and
profit or loss of the Company according to the individual information prepared
in accordance with the accounting practices adopted in Brazil, the Company opted
for presenting these individual and consolidated information in only one set.
The quarterly information of the Company has been prepared
and is being presented according to the accounting practices adopted in Brazil,
including the pronouncements issued by the CPC, approved by the Brazilian
Securities and Exchange Commission (CVM), and according to the International
Financial Reporting Standards (IFRS) issued by the International Accounting
Standards Board (IASB).
The consolidated quarterly information is specifically in
compliance with the International Financial Reporting Standards (IFRS)
applicable to real estate development entities in Brazil, including the
Guideline OCPC 04 - Application of the Technical Interpretation ICPC 02 to the
Brazilian Real Estate Development Entities, in relation to the treatment of the
recognition of revenue from this sector and involves certain matters related
to application of the continuous transfer of the risks, benefits and
control over the real estate unit sales.
64
(A free translation from the original in Portuguese
into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly
information-Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise
stated) |
2. Presentation of quarterly information and summary of significant accounting
policies --Continued
2.1. Basis of presentation and preparation
of individual and consolidated quarterly information --Continued
The quarterly information has been prepared on a going
concern basis. Management makes an assessment of the Company’s ability to
continue as going concern when preparing the financial statements. The Company
is in compliance with all of its debt covenants at the date of issue of this
quarterly information.
All amounts reported in the accompanying quarterly
information are in thousands of Reais, except as otherwise stated.
The other explanations related to this note were not
subject to material changes in relation to the disclosures in Note 2.1 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 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
IFRS 15 – Revenue from contracts
with customers: the Company is still evaluating the effects of the IFRS 15 on
its Financial Statements and has not yet completed its analyses thus far, not
being able to assess the impact of the adoption of this
standard.
On July 22, 2015, the International
Accounting Standards Board (IASB) disclosed the deferral for one year of the
effective date for adopting the IFRS 15 to January 1, 2018.
There is no other standard and interpretation
that was issued and not yet adopted that could, on the Management’s opinion,
have significant impact on the profit or loss for the period or equity disclosed
by the Company.
The other
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.
65
(A free translation from the original in Portuguese
into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly
information-Continued
June 30, 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 |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Cash and
banks |
28,080 |
24,501 |
138,839 |
85,059 |
Securities
purchased under resale agreements (a) |
4,964 |
9,291 |
15,390 |
24,836 |
Total cash and
cash equivalents (Note 21.i.d, 21.ii.a and 21.iii) |
33,044 |
33,792 |
154,229 |
109,895 |
(a) As of June 30, 2015, the securities purchased under
agreement to resell include interest earned varying from 75% to 100.6% of
Interbank Deposit Certificates (CDI) (from 70% to 101% of CDI in 2014). All
investments are made with financial institutions considered by management to be
first class.
The
other 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 |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Fixed-income
funds |
132,427 |
183,150 |
251,088 |
326,977 |
Government bonds
(LFT) |
63,060 |
43,640 |
131,373 |
77,911 |
Securities
purchased under resale agreements |
12,043 |
201,957 |
26,469 |
361,226 |
Bank certificates
of deposit (a) |
72,171 |
47,702 |
144,225 |
103,219 |
Restricted cash in
guarantee to loans |
84,277 |
98,828 |
87,836 |
104,039 |
Restricted
credits |
11,803 |
6,765 |
81,593 |
73,987 |
Total short-term
investments (Note 21.i.d, 21.ii.a and 21.iii) |
375,781 |
582,042 |
722,584 |
1,047,359 |
(a) As of June 30, 2015, Bank Certificates of Deposit (CDBs) include interest
earned varying from 70% to 106% (from 70% to 108% in 2014)
of Interbank Deposit Certificates (CDI)
rate. The CDBs earn an average income in excess of those from
securities purchased under resale agreements; however, the Company invests in
short term (up to 20 working days) through securities purchased under resale
agreements taking into account the exemption of IOF, which is not granted in the
case of CDBs.
The other 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 |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Real estate
development and sales |
1,069,053 |
1,022,938 |
1,993,925 |
1,919,846 |
( - ) Allowance
for doubtful accounts and cancelled contracts |
(5,929) |
(5,616) |
(86,764) |
(109,893) |
( - ) Present
value adjustments |
(23,294) |
(17,095) |
(33,364) |
(24,642) |
Services and
construction and other receivables |
19,400 |
24,214 |
40,725 |
40,008 |
Total trade
accounts receivable of development and services (Note
21.ii.a) |
1,059,230 |
1,024,441 |
1,914,522 |
1,825,319 |
|
Current |
738,117 |
748,910 |
1,464,279 |
1,440,498 |
Non-current |
321,113 |
275,531 |
450,243 |
384,821 |
66
(A free translation from the original in Portuguese
into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly
information-Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise
stated) |
5.
Trade accounts receivable of development and
services --Continued
The current and non-current portions fall due as
follows:
|
Company |
Consolidated |
Maturity |
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
2015 |
486,302 |
771,621 |
1,223,611 |
1,575,033 |
2016 |
404,407 |
146,607 |
513,559 |
187,719 |
2017 |
104,017 |
63,382 |
179,588 |
112,191 |
2018 |
35,467 |
14,291 |
42,329 |
18,969 |
2019
onwards |
58,260 |
51,251 |
75,563 |
65,942 |
|
1,088,453 |
1,047,152 |
2,034,650 |
1,959,854 |
( - ) Adjustment
to present value |
(23,294) |
(17,095) |
(33,364) |
(24,642) |
( - ) Allowance
for doubtful account and cancelled contracts |
(5,929) |
(5,616) |
(86,764) |
(109,893) |
|
1,059,230 |
1,024,441 |
1,914,522 |
1,825,319 |
During the period ended June 30, 2015, the changes in the allowance for doubtful accounts and
cancelled contracts are summarized as follows:
|
Company |
|
|
|
|
Balance at
December 31, 2014 |
(5,616) |
|
Additions (Note
23) |
(313) |
|
Balance at June
30, 2015 |
(5,929) |
|
|
Consolidated |
|
Receivables |
Properties for
sale (Note 6) |
Net |
|
|
|
|
Balance at
December 31, 2014 |
(109,893) |
52,309 |
(57,584) |
Additions (Note
23) |
(313) |
- |
(313) |
Write-offs (Note
23) |
23,442 |
(22,324) |
1,118 |
Balance at June
30, 2015 |
(86,764) |
29,985 |
(56,779) |
The other 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 |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Land |
845,415 |
761,061 |
1,440,188 |
1,311,847 |
( - ) Adjustment
to present value |
(4,696) |
(4,907) |
(5,607) |
(5,503) |
Property under
construction |
579,412 |
550,982 |
846,346 |
905,190 |
Real estate cost
in the recognition of the provision for cancelled contracts - Note
5 |
- |
- |
29,985 |
52,309 |
Completed
units |
82,156 |
121,040 |
217,194 |
260,808 |
( - ) Provision
for realization of properties for sale |
(7,760) |
(7,760) |
(12,309) |
(12,309) |
Total properties
for sale |
1,494,527 |
1,420,416 |
2,515,797 |
2,512,342 |
|
|
|
|
|
Current
portion |
958,107 |
932,681 |
1,620,297 |
1,695,817 |
Non-current
portion |
536,420 |
487,735 |
895,500 |
816,525 |
There was no change in the provision for impairment in the
realization of properties for sale in the period ended June 30, 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.
67
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly information-Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise stated) |
7. Other accounts receivable
|
Company |
Consolidated |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Advances to suppliers |
1,787 |
1,848 |
5,346 |
5,082 |
Recoverable taxes (IRRF, PIS, COFINS, among other) |
27,241 |
20,830 |
86,145 |
76,000 |
Judicial deposit (Note 17) |
129,564 |
123,510 |
159,797 |
154,939 |
Other |
4 |
64 |
5,709 |
5,125 |
|
|
|
|
|
Total other accounts receivable |
158,596 |
146,252 |
256,997 |
241,146 |
|
|
|
|
|
Current portion |
62,124 |
61,355 |
137,204 |
128,905 |
Non-current portion |
96,472 |
84,897 |
119,793 |
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 at December 31, 2014 |
161,737 |
(51,174) |
110,563 |
Additions |
7,051 |
(13,274) |
(6,223) |
Transfer of properties for sale |
19,405 |
- |
19,405 |
Reversal/Write-offs |
(9,118) |
8,899 |
(219) |
Balance at June 30, 2015 |
179,075 |
(55,549) |
123,526 |
|
|
|
|
Gafisa and SPEs |
26,049 |
(19,975) |
6,074 |
Tenda and SPEs |
153,026 |
(35,574) |
117,452 |
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.
68
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly information-Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise stated) |
9. Investments in ownership interests
(i) Ownership interest
(a) Information on subsidiaries and jointly-controlled investees
|
|
|
|
|
|
|
|
|
|
|
Company |
Consolidated |
|
|
Ownership interest - % |
Total assets |
Total liabilities |
Equity and advance for future capital increase |
Profit (loss) for the period |
Investments |
Income from equity method investments |
Investments |
Income from equity method investments |
Direct investees |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2015 |
06/30/2015 |
12/31/2014 |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2014 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construtora Tenda S/A |
- |
100% |
100% |
1,983,658 |
892,640 |
1,091,018 |
1,058,477 |
|
31,481 |
(55,444) |
1,091,018 |
1,058,477 |
31,481 |
(55,444) |
- |
- |
- |
- |
Alphaville Urbanismo S.A |
- |
30% |
30% |
2,257,678 |
1,624,131 |
633,547 |
561,664 |
|
52,605 |
16,551 |
190,684 |
168,499 |
22,184 |
1,639 |
190,684 |
168,499 |
22,184 |
4,916 |
Gafisa SPE 26 Emp. Imob. Ltda. |
- |
100% |
100% |
174,665 |
7,677 |
166,988 |
167,946 |
|
(958) |
4,056 |
166,988 |
167,946 |
(958) |
141 |
- |
- |
- |
- |
Gafisa SPE-111 Emp. Imob. Ltda. |
- |
100% |
100% |
107,956 |
31,380 |
76,576 |
21,588 |
|
9,939 |
6,074 |
76,576 |
21,588 |
9,939 |
6,074 |
- |
- |
- |
- |
Gafisa SPE-89 Emp. Imob. Ltda. |
- |
100% |
100% |
82,549 |
19,008 |
63,541 |
66,561 |
|
1,780 |
(3,218) |
63,541 |
66,561 |
1,780 |
(3,218) |
- |
- |
- |
- |
Maraville Gafsa SPE Emp. Imob. Ltda. |
- |
100% |
100% |
71,800 |
24,623 |
47,178 |
18,776 |
|
(263) |
3,339 |
47,178 |
18,776 |
(263) |
3,339 |
- |
- |
- |
- |
Gafisa SPE-51 Emp. Imob. Ltda. |
- |
100% |
100% |
51,646 |
5,122 |
46,524 |
58,028 |
|
281 |
(93) |
46,524 |
58,028 |
281 |
(93) |
- |
- |
- |
- |
Gafisa SPE-116 Emp. Imob. Ltda. |
(a) |
50% |
50% |
127,727 |
39,173 |
88,554 |
78,620 |
|
8,571 |
(3,435) |
44,277 |
39,310 |
4,285 |
(1,718) |
44,277 |
39,310 |
4,285 |
(1,718) |
Gafisa SPE 72 Emp. Imob. Ltda. |
- |
100% |
100% |
54,890 |
10,952 |
43,937 |
44,102 |
|
(165) |
1,437 |
43,937 |
44,102 |
(165) |
1,437 |
- |
- |
- |
- |
Gafisa SPE - 121 Emp. Imob. Ltda. |
- |
100% |
100% |
146,003 |
105,191 |
40,813 |
26,746 |
|
14,066 |
7,441 |
40,813 |
26,746 |
14,066 |
7,441 |
- |
- |
- |
- |
Gafisa SPE- 130 Emp. Imob. Ltda |
- |
100% |
100% |
69,804 |
30,137 |
39,667 |
37,255 |
|
2,412 |
6,759 |
39,667 |
37,255 |
2,412 |
6,759 |
- |
- |
- |
- |
Manhattan Square Em. Im. Res. 02 Ltda |
- |
100% |
100% |
35,491 |
92 |
35,398 |
35,398 |
|
- |
8 |
35,398 |
35,398 |
- |
- |
- |
- |
- |
- |
SPE Parque Ecoville Emp. Imob. Ltda |
- |
100% |
100% |
85,375 |
50,363 |
35,012 |
36,673 |
|
(1,661) |
(1,782) |
35,012 |
36,673 |
(1,661) |
(1,782) |
- |
- |
- |
- |
Gafisa SPE - 120 Emp. Imob. Ltda. |
- |
100% |
100% |
36,991 |
4,385 |
32,606 |
8,682 |
|
2,369 |
3,451 |
32,606 |
8,682 |
2,369 |
- |
- |
- |
- |
- |
Gafisa SPE - 127 Emp. Imob. Ltda. |
- |
100% |
100% |
49,988 |
19,191 |
30,798 |
1,038 |
|
3,465 |
290 |
30,798 |
1,038 |
3,465 |
- |
- |
- |
- |
- |
Varandas Grand Park Emp. Imob. Ltda |
(a) |
50% |
50% |
128,184 |
73,681 |
54,503 |
56,761 |
|
(1,193) |
(3,891) |
30,048 |
28,380 |
(1,202) |
(1,946) |
30,048 |
28,380 |
(1,202) |
(1,946) |
Gafisa SPE-107 Emp. Imob. Ltda. |
- |
100% |
100% |
32,144 |
3,208 |
28,936 |
29,194 |
|
(259) |
182 |
28,936 |
29,194 |
(259) |
(34) |
- |
- |
- |
- |
Gafisa SPE-41 Emp. Imob. Ltda. |
- |
100% |
100% |
27,384 |
894 |
26,490 |
26,387 |
|
103 |
164 |
26,490 |
26,387 |
103 |
164 |
- |
- |
- |
- |
Verdes Pracas Incorp. Imob. SPE Ltda. |
- |
100% |
100% |
26,308 |
65 |
26,243 |
26,230 |
|
13 |
232 |
26,243 |
26,230 |
13 |
232 |
- |
- |
- |
- |
Parque Arvores Empr. Imob. Ltda. |
(a) |
50% |
50% |
38,849 |
5,445 |
33,404 |
39,599 |
|
96 |
158 |
25,451 |
24,502 |
930 |
79 |
25,451 |
24,502 |
930 |
79 |
Gafisa E Ivo Rizzo SPE-47 Em. Im. Ltda. |
(a) |
80% |
80% |
31,493 |
39 |
31,454 |
31,442 |
|
(28) |
(1) |
25,163 |
25,153 |
(22) |
(1) |
25,163 |
25,153 |
(22) |
(1) |
Sitio Jatiuca Emp. Imob. SPE Ltda |
(a) |
50% |
50% |
52,451 |
4,380 |
48,071 |
55,654 |
|
1,417 |
1,117 |
24,036 |
27,827 |
708 |
559 |
24,036 |
27,827 |
708 |
559 |
Gafisa SPE-112 Emp. Imob. Ltda. |
- |
100% |
100% |
23,985 |
2,240 |
21,745 |
21,742 |
|
3 |
632 |
21,745 |
21,742 |
3 |
(1) |
- |
- |
- |
- |
Gafisa SPE-110 Emp. Imob. Ltda. |
- |
100% |
100% |
44,166 |
23,332 |
20,834 |
24,115 |
|
(3,281) |
3,672 |
20,834 |
24,115 |
(3,281) |
3,672 |
- |
- |
- |
- |
Gafisa SPE - 123 Emp. Imob. Ltda. |
- |
100% |
100% |
115,034 |
94,348 |
20,686 |
23,600 |
|
(2,914) |
3,097 |
20,686 |
23,600 |
(2,914) |
3,097 |
- |
- |
- |
- |
Manhattan Square Em. Im. Com. 02 Ltda |
- |
100% |
100% |
18,024 |
68 |
17,956 |
17,956 |
|
- |
56 |
17,956 |
17,956 |
- |
- |
- |
- |
- |
- |
Edsp 88 Participações S.A. |
- |
100% |
100% |
32,573 |
14,734 |
17,839 |
18,746 |
|
(907) |
(2,691) |
17,839 |
18,746 |
(907) |
(2,691) |
- |
- |
- |
- |
Gafisa SPE 46 Emp. Imob. Ltda. |
- |
100% |
100% |
18,634 |
986 |
17,648 |
17,466 |
|
182 |
196 |
17,648 |
17,466 |
182 |
- |
- |
- |
- |
- |
Gafisa SPE - 126 Emp. Imob. Ltda. |
- |
100% |
100% |
64,503 |
47,760 |
16,744 |
1,281 |
|
2,813 |
(176) |
16,744 |
1,281 |
2,813 |
- |
- |
- |
- |
- |
Gafisa SPE 30 Emp. Imob. Ltda. |
- |
100% |
100% |
63,822 |
47,594 |
16,229 |
16,140 |
|
89 |
28 |
16,229 |
16,140 |
89 |
28 |
- |
- |
- |
- |
Gafisa SPE - 122 Emp. Imob. Ltda. |
- |
100% |
100% |
40,981 |
25,052 |
15,929 |
10,125 |
|
4,724 |
(1,748) |
15,929 |
10,125 |
4,724 |
- |
- |
- |
- |
- |
Fit 13 Spe Empr. Imob. Ltda. |
(b) |
50% |
50% |
38,778 |
7,169 |
31,608 |
31,476 |
|
132 |
388 |
15,804 |
15,738 |
66 |
- |
- |
- |
- |
- |
Gafisa SPE-92 Emp. Imob. Ltda. |
- |
100% |
100% |
16,763 |
1,089 |
15,674 |
15,547 |
|
127 |
116 |
15,674 |
15,547 |
127 |
29 |
- |
- |
- |
- |
Gafisa SPE-106 Emp. Imob. Ltda. |
- |
100% |
100% |
17,260 |
1,627 |
15,634 |
15,642 |
|
(9) |
(1,327) |
15,634 |
15,642 |
(9) |
(2) |
- |
- |
- |
- |
Diodon Participações Ltda |
- |
100% |
100% |
15,526 |
132 |
15,394 |
15,080 |
|
314 |
147 |
15,394 |
15,080 |
314 |
94 |
- |
- |
- |
- |
Gafisa SPE 33 Emp. Imob. Ltda. |
- |
100% |
100% |
14,249 |
4 |
14,245 |
14,267 |
|
(23) |
46 |
14,245 |
14,267 |
(23) |
(27) |
- |
- |
- |
- |
Gafisa SPE 71 Emp. Imob. Ltda. |
- |
100% |
100% |
16,079 |
1,959 |
14,120 |
14,242 |
|
(122) |
758 |
14,120 |
14,242 |
(122) |
610 |
- |
- |
- |
610 |
Gafisa SPE 65 Emp. Imob. Ltda. |
0- |
100% |
100% |
20,173 |
8,560 |
11,612 |
11,490 |
|
122 |
919 |
11,612 |
11,490 |
122 |
770 |
- |
- |
- |
- |
Parque Aguas Empr. Imob. Ltda. |
(a) |
50% |
50% |
16,386 |
1,798 |
14,588 |
17,046 |
|
182 |
(1,191) |
11,596 |
11,589 |
77 |
(595) |
11,596 |
11,589 |
77 |
(595) |
Alto Da Barra de Sao Miguel Em. Im. Ltd. |
(a) |
50% |
50% |
24,190 |
1,030 |
23,159 |
22,504 |
|
655 |
942 |
11,580 |
11,252 |
328 |
471 |
11,580 |
11,252 |
328 |
471 |
Blue I SPE - Plan., Prom., Inc. E Venda Ltda. |
0-- |
100% |
100% |
11,591 |
516 |
11,074 |
10,862 |
|
212 |
(71) |
11,074 |
10,862 |
212 |
(4) |
- |
- |
- |
- |
Città Ville SPE Emp. Imob. Ltda. |
- |
50% |
50% |
35,305 |
14,050 |
21,255 |
21,126 |
|
131 |
777 |
10,628 |
10,563 |
66 |
389 |
- |
- |
- |
- |
Gafisa SPE 55 Emp. Imob. Ltda. |
(a) |
80% |
80% |
14,766 |
2,346 |
12,420 |
12,459 |
|
(40) |
3,178 |
9,936 |
9,967 |
(32) |
113 |
9,936 |
9,967 |
(32) |
113 |
Gafisa SPE 36 Emp. Imob. Ltda. |
- |
100% |
100% |
25,791 |
16,951 |
8,840 |
8,007 |
|
833 |
448 |
8,840 |
8,007 |
833 |
448 |
- |
- |
- |
- |
Gafisa SPE-113 Emp. Imob. Ltda. |
(a) |
60% |
60% |
72,952 |
58,618 |
14,334 |
17,122 |
|
(2,788) |
1,921 |
8,600 |
10,273 |
(1,673) |
1,153 |
8,600 |
10,273 |
(1,673) |
1,153 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
69
9. Investments in subsidiaries -- Continued
(i) Ownership interest -- Continued
(a) Information on subsidiaries and jointly-controlled investees – Continued
|
|
|
|
|
|
|
|
|
|
|
Company |
Consolidated |
|
|
Ownership interest - % |
Total assets |
Total liabilities |
Equity and advance for future capital increase |
Profit (loss) for the period |
Investments |
Income from equity method investments |
Investments |
Income from equity method investments |
Direct investees |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2015 |
06/30/2015 |
12/31/2014 |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2014 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gafisa SPE-81 Emp. Imob. Ltda. |
- |
100% |
100% |
81,048 |
72,988 |
8,060 |
6,032 |
|
2,029 |
2,302 |
8,060 |
6,032 |
2,029 |
591 |
- |
- |
- |
- |
Gafisa SPE-38 Emp. Imob. Ltda. |
|
100% |
100% |
8,079 |
110 |
7,969 |
7,971 |
|
(2) |
97 |
7,969 |
7,971 |
(2) |
97 |
- |
- |
- |
- |
Atins Emp. Imob.s Ltda. |
(a) |
50% |
50% |
27,020 |
11,173 |
15,846 |
15,402 |
|
(38) |
48 |
7,923 |
7,701 |
(19) |
25 |
7,923 |
7,701 |
(19) |
25 |
Gafisa SPE-109 Emp. Imob. Ltda. |
- |
100% |
100% |
8,844 |
1,627 |
7,217 |
7,292 |
|
(75) |
320 |
7,217 |
7,292 |
(75) |
27 |
- |
- |
- |
- |
Gafisa SPE-37 Emp. Imob. Ltda. |
- |
100% |
100% |
7,677 |
933 |
6,744 |
6,693 |
|
51 |
(6) |
6,744 |
6,693 |
51 |
(6) |
- |
- |
- |
- |
Aram Spe Empr. Imob. Ltda. |
- |
100% |
100% |
4,585 |
840 |
3,745 |
6,977 |
|
145 |
1,412 |
6,593 |
6,977 |
(384) |
1,115 |
- |
- |
- |
(297) |
Gafisa SPE-90 Emp. Imob. Ltda. |
- |
100% |
100% |
11,915 |
5,425 |
6,489 |
6,536 |
|
(47) |
114 |
6,489 |
6,536 |
(47) |
10 |
- |
- |
- |
- |
Gafisa SPE-77 Emp. Imob. Ltda. |
- |
65% |
65% |
24,428 |
15,700 |
8,728 |
6,039 |
|
578 |
(1,594) |
5,673 |
3,925 |
1,748 |
- |
- |
- |
- |
- |
Costa Maggiore Empr. Imob. Ltda. |
(a) |
50% |
50% |
14,103 |
2,891 |
11,212 |
11,989 |
|
234 |
971 |
5,606 |
5,994 |
216 |
609 |
5,606 |
5,994 |
216 |
609 |
Dubai Residencial Empr. Imob. Ltda. |
(a)(c) |
50% |
50% |
11,666 |
635 |
11,032 |
11,061 |
|
184 |
(532) |
5,516 |
5,531 |
(2,271) |
(266) |
5,516 |
5,531 |
(2,271) |
(266) |
Gafisa SPE-87 Emp. Imob. Ltda. |
- |
100% |
100% |
23,450 |
18,228 |
5,223 |
(1,424) |
|
2,108 |
80 |
5,223 |
- |
2,108 |
- |
- |
- |
- |
- |
Gafisa SPE-85 Emp. Imob. Ltda. |
(a) |
80% |
80% |
41,609 |
35,302 |
6,307 |
7,739 |
|
(1,432) |
2,056 |
5,046 |
6,191 |
(1,145) |
1,644 |
5,046 |
6,191 |
(1,145) |
1,644 |
OCPC01 adjustment - capitalized interests |
(d) |
|
|
- |
- |
- |
- |
|
- |
- |
33,196 |
27,237 |
5,958 |
739 |
- |
- |
- |
- |
Others (*) |
|
|
|
298,744 |
182,777 |
115,967 |
106,823 |
|
(3,431) |
(16,900) |
66,092 |
158,415 |
37 |
9,594 |
24,143 |
27,211 |
470 |
3,140 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Saí Amarela S.A. |
- |
50% |
50% |
2,355 |
59 |
2,296 |
2,354 |
|
(115) |
(39) |
- |
- |
- |
- |
1,120 |
918 |
(58) |
(19) |
Gafisa SPE-51 Emp. Imob. Ltda. |
- |
60% |
60% |
2,840 |
1,041 |
1,799 |
3,954 |
|
799 |
160 |
- |
- |
- |
- |
1,080 |
2,372 |
480 |
96 |
Others (*) |
- |
|
|
1,084 |
104 |
980 |
934 |
|
33 |
(6) |
- |
- |
- |
- |
439 |
417 |
98 |
(37) |
Indirect jointly-controlled investees of Gafisa |
- |
|
|
6,279 |
1,204 |
5,075 |
7,242 |
|
717 |
115 |
- |
- |
- |
- |
2,639 |
3,707 |
520 |
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acedio SPE Emp. Imob. Ltda. |
- |
55% |
55% |
4,956 |
3,628 |
1,328 |
4,883 |
|
(1,320) |
- |
- |
- |
- |
- |
731 |
2,685 |
(726) |
3 |
Maria Inês SPE Emp. Imob. Ltda. |
- |
60% |
60% |
21,172 |
189 |
20,983 |
20,914 |
|
69 |
190 |
- |
- |
- |
- |
12,590 |
12,548 |
41 |
24 |
Fit 02 SPE Emp. Imob. Ltda. |
- |
60% |
60% |
12,059 |
18 |
12,041 |
11,942 |
|
99 |
(75) |
- |
- |
- |
- |
7,225 |
7,165 |
59 |
52 |
Fit Jardim Botânico SPE Emp. Imob. Ltda. |
- |
55% |
55% |
10,170 |
72 |
10,098 |
38,559 |
|
(5,641) |
905 |
- |
- |
- |
- |
5,554 |
21,207 |
(3,102) |
(63) |
Fit 11 SPE Emp. Imob. Ltda. |
- |
70% |
70% |
36,403 |
4,693 |
31,710 |
29,604 |
|
(98) |
1,493 |
- |
- |
- |
- |
22,197 |
20,723 |
(69) |
(378) |
Fit 31 SPE Emp. Imob. Ltda. |
- |
70% |
70% |
19,484 |
1,038 |
18,446 |
11,759 |
|
(1,713) |
(12) |
- |
- |
- |
- |
12,913 |
8,231 |
(1,199) |
(405) |
Fit 34 SPE Emp. Imob. Ltda. |
- |
70% |
70% |
33,341 |
614 |
32,727 |
31,746 |
|
982 |
1,753 |
- |
- |
- |
- |
22,908 |
22,221 |
688 |
694 |
Fit 03 SPE Emp. Imob. Ltda. |
- |
80% |
80% |
11,411 |
350 |
11,061 |
10,807 |
|
253 |
(2,077) |
- |
- |
- |
- |
8,849 |
8,646 |
203 |
823 |
Fit 13 SPE Emp. Imob. Ltda. |
(b) |
50% |
50% |
38,777 |
7,169 |
31,608 |
31,476 |
|
132 |
9,705 |
- |
- |
- |
- |
18,512 |
18,399 |
137 |
388 |
Imbuí I SPE Emp. Imob. Ltda. |
- |
50% |
50% |
9,371 |
575 |
8,796 |
8,813 |
|
(15) |
(59) |
- |
- |
- |
- |
4,398 |
4,406 |
(8) |
8 |
Città Ipitanga SPE Emp. Imob. Ltda. |
- |
50% |
50% |
12,614 |
1,110 |
11,504 |
11,703 |
|
(200) |
(394) |
- |
- |
- |
- |
5,752 |
5,852 |
(100) |
(33) |
Grand Park - Pq. dos Pássaros Em. Im. Ltd. |
- |
50% |
50% |
31,771 |
2,119 |
29,652 |
37,291 |
|
3,191 |
830 |
- |
- |
- |
- |
14,826 |
18,646 |
1,595 |
1 |
Citta Itapua Emp. Imob. SPE Ltda. |
- |
50% |
50% |
13,930 |
1,794 |
12,136 |
12,431 |
|
(96) |
(212) |
- |
- |
- |
- |
6,069 |
6,215 |
(48) |
(121) |
SPE Franere Gafisa 08 Emp. Imob. LTDA. |
- |
50% |
50% |
53,280 |
26,542 |
26,738 |
37,618 |
|
(2,910) |
636 |
- |
- |
- |
- |
13,369 |
18,809 |
(1,455) |
(653) |
Others (*) |
- |
|
|
177,605 |
31,813 |
145,792 |
34,611 |
|
(284) |
(10,615) |
- |
- |
- |
- |
(1) |
3,700 |
(4,053) |
(1,138) |
Indirect jointly-controlled investees of Tenda |
- |
|
|
486,344 |
81,724 |
404,620 |
- |
|
(7,551) |
2,068 |
- |
- |
- |
- |
155,892 |
179,453 |
(8,037) |
(798) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal |
|
|
|
7,490,356 |
3,755,297 |
3,735,059 |
3,405,391 |
|
117,976 |
(15,937) |
2,689,078 |
2,558,937 |
98,685 |
(14,639) |
588,136 |
592,540 |
15,317 |
7,738 |
(*)Includes companies with investment balances below R$5,000.
70
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
9. Investments in subsidiaries -- Continued
(i) Ownership interest --Continued
(a) Information on subsidiaries and jointly-controlled
investees —Continued
|
|
|
|
|
|
|
|
|
|
|
Company |
Consolidated |
|
|
Ownership interest -
% |
Total assets |
Total liabilities |
Equity and advance for future capital
increase |
Profit (loss) for the period |
Investments |
Income from equity method
investments |
Investments |
Income from equity method
investments |
Direct investees |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2015 |
06/30/2015 |
12/31/2014 |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2014 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill on
purchase of subsidiaries |
(e) |
|
|
|
|
|
|
|
|
|
25,476 |
25,476 |
- |
- |
- |
- |
- |
- |
Goodwill based on inventory surplus |
- |
|
|
|
|
|
|
|
|
|
62,343 |
62,343 |
- |
- |
- |
- |
- |
- |
Addition to remeasurement of investment in
associate |
(f) |
|
|
|
|
|
|
|
|
|
375,853 |
375,853 |
- |
- |
375,853 |
375,853 |
- |
- |
Total
investments |
|
|
|
|
|
|
|
|
|
|
3,152,750 |
3,022,609 |
98,685 |
(14,639) |
963,989 |
968,393 |
15,317 |
7,738 |
(*)Includes companies with investment balances
below R$ 5,000.
|
|
|
|
|
|
|
|
|
|
Company |
Consolidated |
|
Interest - % |
Total assets |
Total liabilities |
Equity and advance for future capital
increase |
Profit (loss) for the period |
Provision for net capital
deficiency |
Income from equity method
investments |
Provision for net capital
deficiency |
Income from equity method
investments |
Direct investees |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2015 |
06/30/2015 |
12/31/2014 |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2014 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
06/30/2014 |
Provision for net capital deficiency
(g): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Manhattan Residencial 01 Spe Ltda |
50% |
50% |
46,462 |
119,999 |
(73,537) |
(65,678) |
|
(5,544) |
(11,238) |
(36,768) |
(32,839) |
(3,929) |
(6,207) |
(36,768) |
(32,839) |
(3,929) |
(6,207) |
Gafisa SPE 69
Emp. Imob. Ltda. |
100% |
100% |
557 |
7,801 |
(7,244) |
(5,810) |
|
(1,433) |
(2,460) |
(7,244) |
(5,810) |
(1,433) |
(2,460) |
- |
- |
- |
- |
Gafisa Vendas
Interm. Imobiliaria Ltda |
100% |
100% |
7,557 |
12,060 |
(4,503) |
(15,604) |
|
(2,643) |
(2,204) |
(4,503) |
(15,604) |
(2,643) |
(2,204) |
- |
- |
- |
- |
Other
(*) |
|
|
60,772 |
64,487 |
(3,715) |
1,464 |
|
(2,520) |
(1,305) |
(3,451) |
(11,670) |
(511) |
(2,754) |
(5,645) |
(43) |
212 |
44 |
Total
provision for net capital deficiency |
|
|
115,348 |
204,347 |
(88,999) |
(85,628) |
|
(12,140) |
(17,207) |
(51,966) |
(65,923) |
(8,516) |
(13,625) |
(42,413) |
(32,882) |
(3,717) |
(6,163) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Income from
equity method investments |
|
|
|
|
|
|
|
|
|
|
|
90,169 |
(28,264) |
|
|
11,600 |
1,575 |
(*)Includes companies with investment balances
below R$ 5,000.
(a) Joint venture.
(b) Joint venture with subsidiary Tenda.
(c) The Company recorded the amount of R$2,387 in Income from
equity method investments for the period ended June 30, 2015 related to the
recognition, by joint ventures, of adjustments in prior years, in accordance
with the ICPC09 (R2) - Individual, Separate and Consolidated Financial
Statements and the Equity Method of Accounting.
(d) Charges of the Company not appropriated to the profit or
loss of subsidiaries, as required by paragraph 6 of OCPC01.
(e) See breakdown in Note 11.
(f) Amount related to the addition to the remeasurement of the
portion of the remaining investment of 30% in the associate AUSA, in the amount
of R$375,853.
(g) Provision for capital deficiency is recorded in account
“Other payables” (Note 16).
71
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
9. Investments in subsidiaries --Continued
(b) Change in investments
|
|
|
|
|
|
|
Company |
Consolidated |
|
|
|
|
Balance at
December 31, 2014 |
|
3,022,609 |
968,393 |
Income from equity
method investments |
|
98,685 |
15,317 |
Capital contribution (decrease) |
|
77,435 |
(3,755) |
Dividends
receivable |
|
(40,585) |
(15,915) |
Usufruct of shares (dividends paid) (Note
15) |
|
(4,800) |
- |
Other
investments |
|
(594) |
(51) |
Balance at June
30, 2015 |
|
3,152,750 |
963,989 |
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.
72
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
10. Property and equipment
|
|
Company |
Consolidated |
|
Type |
12/31/2014 |
Addition |
Write-off |
100% depreciated items |
06/30/2015 |
12/31/2014 |
Addition |
Write-off |
100% depreciated items |
06/30/2015 |
Cost |
|
|
|
|
|
|
|
|
|
|
Hardware |
11,732 |
2,010 |
- |
(329) |
13,413 |
22,333 |
2,700 |
- |
(571) |
24,462 |
Leasehold
improvements and installations |
9,049 |
1,460 |
- |
- |
10,509 |
24,516 |
1,852 |
- |
(1,338) |
25,030 |
Furniture and
fixtures |
679 |
- |
- |
- |
679 |
5,453 |
49 |
- |
(2) |
5,500 |
Machinery and
equipment |
2,640 |
- |
- |
- |
2,640 |
4,020 |
- |
- |
- |
4,020 |
Molds |
- |
- |
- |
- |
- |
10,035 |
620 |
- |
- |
10,655 |
Sales
stands |
11,781 |
2,708 |
(142) |
(1,161) |
13,186 |
15,083 |
4,222 |
(1,058) |
(1,161) |
17,086 |
|
35,881 |
6,178 |
(142) |
(1,490) |
40,427 |
81,440 |
9,443 |
(1,058) |
(3,072) |
86,753 |
|
Accumulated
depreciation |
Hardware |
(6,047) |
(1,284) |
- |
329 |
(7,002) |
(11,457) |
(2,352) |
- |
571 |
(13,238) |
Leasehold
improvements and installations |
(4,171) |
(1,079) |
- |
- |
(5,250) |
(12,225) |
(3,064) |
- |
1,338 |
(13,951) |
Furniture and
fixtures |
(218) |
(34) |
- |
- |
(252) |
(3,115) |
(277) |
- |
2 |
(3,390) |
Machinery and
equipment |
(1,080) |
(132) |
- |
- |
(1,212) |
(1,498) |
(201) |
- |
- |
(1,699) |
Molds |
- |
- |
- |
- |
- |
(915) |
(1,022) |
- |
- |
(1,937) |
Sales
stands |
(2,236) |
(3,979) |
142 |
1,161 |
(4,912) |
(3,539) |
(4,999) |
1,058 |
1,161 |
(6,319) |
|
(13,752) |
(6,508) |
142 |
1,490 |
(18,628) |
(32,749) |
(11,915) |
1,058 |
3,072 |
(40,534) |
|
|
|
|
|
|
|
|
|
|
|
Total property and
equipment |
22,129 |
(330) |
- |
- |
21,799 |
48,691 |
(2,472) |
- |
- |
46,219 |
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 |
|
|
|
06/30/2015 |
|
Balance |
Addition |
Write-down / amortization |
% amortized items |
Balance |
|
|
|
|
|
|
Software –
Cost |
76,535 |
5,062 |
- |
(10,085) |
71,512 |
Software –
Depreciation |
(42,624) |
- |
(7,296) |
10,085 |
(39,835) |
Other |
4,796 |
1,303 |
(1,575) |
- |
4,524 |
Total intangible
assets |
38,707 |
6,365 |
(8,871) |
- |
36,201 |
|
|
|
Consolidated |
|
12/31/2014 |
|
|
|
06/30/2015 |
|
Balance |
Addition |
Write-down / amortization |
% amortized items |
Balance |
Goodwill on
purchase of subsidiaries (Note 9) |
|
|
|
|
|
AUSA
|
25,476 |
- |
- |
- |
25,476 |
Cipesa
|
40,687 |
- |
- |
- |
40,687 |
Provision for
non-realization |
(40,687) |
- |
- |
- |
(40,687) |
|
25,476 |
- |
- |
- |
25,476 |
|
Software –
Cost |
101,581 |
11,657 |
- |
(13,687) |
99,551 |
Software –
Depreciation |
(58,555) |
- |
(9,668) |
13,687 |
(54,536) |
Other |
8,401 |
1,303 |
(2,725) |
- |
6,979 |
|
51,427 |
12,960 |
(12,393) |
- |
51,994 |
|
|
|
|
|
|
Total intangible
assets |
76,903 |
12,960 |
(12,393) |
- |
77,470 |
The Company evaluates
the recovery of the carrying value of assets in the beginning of each fiscal
year. As of June 30, 2015, the Company did not find the existence of indication
of impairment of goodwill.
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.
73
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise stated)
12. Loans and financing
|
|
|
Company |
Consolidated |
Type |
Maturity |
Annual interest rate |
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
|
|
National Housing System - SFH /SFI |
July 2015 to July 2020 |
8.30% to 11.00% + TR
117% of CDI
12.87% Fixed |
951,697 |
925,163 |
1,142,458 |
1,128,514 |
Certificate of Bank Credit - CCB (i) |
December 2015 to June 2017 |
117.9% of CDI
2.20% + CDI
13.20% Fixed |
145,325 |
268,911 |
145,325 |
268,911 |
|
|
|
|
|
|
|
Total loans and financing (Note 21.i.d, 21.ii.a and 21.iii) |
1,097,022 |
1,194,074 |
1,287,783 |
1,397,425 |
|
|
|
|
|
|
|
Current portion |
|
|
493,797 |
443,802 |
590,323 |
550,058 |
Non-current portion |
|
|
603,225 |
750,272 |
697,460 |
847,367 |
(i) In the period ended June 30, 2015, the Company made the payment of the Certificates of Bank Credit (CCB) in the total amount of R$140,997, of which R$117,118 is related to principal and R$23,879 is related to the interest payable.
The current and non-current installments fall due as follows:
|
Company |
Consolidated |
Maturity |
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
2015 |
111,889 |
443,802 |
157,403 |
550,058 |
2016 |
639,133 |
431,312 |
737,301 |
506,207 |
2017 |
261,586 |
235,752 |
298,284 |
252,605 |
2018 |
84,414 |
83,208 |
90,698 |
88,555 |
2019 |
- |
- |
4,097 |
- |
|
1,097,022 |
1,194,074 |
1,287,783 |
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 issuing 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 June 30, 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 account properties for sale.
|
Company |
Consolidated |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
06/30/2014 |
|
|
|
|
|
Total financial charges for the period |
126,608 |
129,808 |
155,526 |
170,045 |
Capitalized financial charges |
(89,772) |
(76,155) |
(111,059) |
(104,685) |
|
|
|
|
|
Financial expenses (Note 25) |
36,836 |
53,653 |
44,467 |
65,360 |
|
|
|
|
|
Financial charges included in “Properties for sale”: |
|
|
|
|
|
|
|
|
|
Opening balance |
220,959 |
142,860 |
276,613 |
214,298 |
Capitalized financial charges |
89,772 |
76,155 |
111,059 |
104,685 |
Charges recognized in profit or loss (Note 24) |
(53,775) |
(43,291) |
(71,945) |
(75,103) |
|
|
|
|
|
Closing balance |
256,956 |
175,724 |
315,727 |
243,880 |
The other explanation related to this note were not subject to significant changes in relation to those reported in Note 12 to the financial statements as of December 31, 2014.
74
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
13. Debentures
|
|
|
|
Company |
Consolidated |
Program/placement |
Principal - R$ |
Annual interest |
Final maturity |
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
|
|
|
Seventh placement
(i) |
475,000 |
TR +
9.8247% |
December
2017 |
477,507 |
502,033 |
477,507 |
502,033 |
Eighth placement /
first series |
144,214 |
CDI
+ 1.95% |
October
2015 |
148,254 |
147,640 |
148,254 |
147,640 |
Eighth placement /
second series |
11,573 |
IPCA
+ 7.96% |
October
2016 |
16,741 |
15,185 |
16,741 |
15,185 |
Ninth placement
(ii) |
130,000 |
CDI
+ 1.90% |
July
2018 |
135,359 |
134,624 |
135,359 |
134,624 |
Tenth placement
(iii) |
55,000 |
IPCA
+ 8.22% |
January
2020 |
59,671 |
- |
59,671 |
- |
First placement
(Tenda) (iv) |
300,000 |
TR +
9.08% |
October
2016 |
- |
- |
307,485 |
389,617 |
|
|
|
|
|
Total debentures
(Note 21.i.d, 21.ii.a and 21.iii) |
837,532 |
799,482 |
1,145,017 |
1,189,099 |
|
|
|
|
|
|
|
|
Current
portion |
|
|
|
268,943 |
314,770 |
476,428 |
504,387 |
Non-Current
portion |
|
|
|
568,589 |
484,712 |
668,589 |
684,712 |
|
|
|
|
|
|
|
|
(i) On May 29, 2015, the change in the schedule for
amortization of principal was unanimously approved without any exception, and
became effective with the following amounts and maturities: (i) R$25,000 on June
5, 2015; (ii) R$25,000 on December 5, 2015; (iii) R$75,000 on June 5, 2016; (iv)
R$75,000 on December 5, 2016; (v) R$150,000 on June 5, 2017; and (vi) R$150,000
on December 5, 2017.
On June 5, 2015, the Company made the payment in the total
amount of R$51,337, of which R$25,000 related to the Face Value of the
Placement, and R$26,337 related to the interest payable.
(ii) On January 28, 2015, the Company made the payment in the
amount of R$8,728 related to the interest payable of this placement.
(iii) 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.
(iv) On April 1, 2015, the Company made the payment of the
twelfth installment of interests and sixth installment of amortization related
to the first debenture placement of the subsidiary Tenda, in the total amount of
R$99,143, of which R$80,000 related to principal and R$19,143 related to the
interest payable.
Current and non-current installments fall due as
follows:
|
Company |
Consolidated |
Maturity |
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
2015 |
192,689 |
314,770 |
300,174 |
504,387 |
2016 |
178,098 |
175,778 |
378,098 |
375,778 |
2017 |
344,690 |
244,690 |
344,690 |
244,690 |
2018 |
83,512 |
64,244 |
83,512 |
64,244 |
2019 onwards |
38,543 |
- |
38,543 |
- |
|
837,532 |
799,482 |
1,145,017 |
1,189,099 |
75
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise stated)
13. Debentures--Continued
The actual ratios and minimum and maximum amounts stipulated by these restrictive covenants at June 30, 2015 and December 31, 2014 are as follows:
|
06/30/2015 |
12/31/2014 |
Seventh placement |
|
|
Total accounts receivable plus inventory required to be below zero or 2.0 times over net debt less venture debt (3) |
-14.78 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 |
-11.98% |
-19.32% |
Total receivables plus unappropriated income plus total inventory of finished units required to be 1.5 time over the net debt plus payable for purchase of properties plus unappropriated cost |
2.10 times |
2.10 times |
|
|
|
Eighth placement - first and second series and Loans and Financing |
|
|
Total accounts receivable plus inventory of finished units required to be below zero or 2.0 times over net debt less venture debt |
-8.23 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 |
-11.98% |
-19.32% |
|
|
|
Ninth placement |
|
|
Total accounts receivable plus inventory required to be below zero or 2.0 times over net debt |
3.53 times |
3.86 times |
Net debt cannot exceed 100% of equity plus noncontrolling interests |
50.20% |
46.73% |
|
|
|
Tenth placement |
|
|
Total accounts receivable plus inventory required to be below zero or 2.0 times over net debt less venture debt(3) |
-14.78 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 |
-11.98% |
n/a |
|
|
|
|
|
|
First placement – Tenda |
|
|
Total accounts receivable plus inventory required to be equal to or 2.0 times over net debt less debt with secured guarantee (3) or below zero, considering that TR(4) plus TE(5) is always above zero. |
-4.49 times |
-2.75 times |
Net debt less debt with secured guarantee (3) required to not exceed 50% of equity. |
-30.72% |
-46.72% |
Total accounts receivable plus unappropriated income plus total inventory of finished units required to be over 1.5 times the net debt plus payable for purchase of properties plus unappropriated cost or below zero |
2.65 times |
2.89 times |
(1) Cash and cash equivalents and short-term investments refer to cash and cash equivalents and marketable securities.
(2) Total receivables, whenever mentioned, refers to the amount reflected in the Balance Sheet plus the amount not shown in the Balance Sheet
(3) Venture debt and secured guarantee debt refer to SFH debts, defined as the sum of all disbursed borrowing contracts which funds were provided by SFH, as well as the debt related to the seventh placement.
(4) Total inventory.
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.
76
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Assignment of
receivables: |
|
|
|
|
CCI obligation
Jun/11 |
4,334 |
5,678 |
6,884 |
8,851 |
CCI obligation
Dec/11 |
2,385 |
2,897 |
3,310 |
3,985 |
CCI obligation
Jul/12 |
1,057 |
1,483 |
1,057 |
1,483 |
CCI obligation
Nov/12 |
- |
- |
5,397 |
6,151 |
CCI obligation
Dec/12 |
7,269 |
8,604 |
7,269 |
8,604 |
CCI obligation
Nov/13 |
2,387 |
3,451 |
7,094 |
9,459 |
CCI obligation
Nov/14 |
6,338 |
9,407 |
8,505 |
11,513 |
FIDC
obligation |
2,393 |
2,976 |
4,653 |
6,083 |
|
|
|
|
|
Total obligations
assumed on assignment of receivables (Note 21.iii) |
26,163 |
34,496 |
44,169 |
56,129 |
|
|
|
|
|
Current
portion |
10,987 |
14,128 |
20,248 |
24,135 |
Non-current
potion |
15,176 |
20,368 |
23,921 |
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 |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Usufruct of shares
(a) |
7,145 |
10,794 |
7,296 |
11,030 |
|
|
|
|
|
Total payables to
venture partners
(Note 21.ii.a and
21.iii) |
7,145 |
10,794 |
7,296 |
11,030 |
|
|
|
|
|
Current
portion |
4,865 |
6,081 |
5,016 |
6,317 |
Non-current
portion |
2,280 |
4,713 |
2,280 |
4,713 |
(a) In the period ended June 30, 2015, the total amount of
dividends paid to preferred shareholders by means of SPE-89 Empreendimentos
Imobiliários S.A. was R$4,800 (Note 9).
The current and non-current portions fall due as
follows:
|
|
|
|
|
|
|
Company |
|
Consolidated |
|
06/30/2015 |
12/31/2014 |
|
06/30/2015 |
12/31/2014 |
|
|
|
|
|
|
2015 |
2,432 |
6,081 |
|
2,583 |
6,317 |
2016 |
3,573 |
3,573 |
|
3,573 |
3,573 |
2017 |
1,140 |
1,140 |
|
1,140 |
1,140 |
Total |
7,145 |
10,794 |
|
7,296 |
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.
77
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
16. Other payables
|
Company |
Consolidated |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Acquisition of
interests |
- |
- |
- |
2,395 |
Provision for
penalties for delay in
construction
works |
3,679 |
3,541 |
6,720 |
7,663 |
Cancelled contract
payable |
8,358 |
10,557 |
23,579 |
27,607 |
Warranty
provision |
40,923 |
30,858 |
60,996 |
52,167 |
Deferred sales
taxes (PIS and COFINS) |
11,101 |
9,507 |
17,898 |
14,163 |
Provision for net
capital deficiency (Note 9) |
51,966 |
65,923 |
42,413 |
32,882 |
Long-term
suppliers |
4,440 |
6,158 |
5,918 |
12,117 |
Other
liabilities |
16,601 |
19,185 |
26,990 |
39,446 |
|
|
|
|
|
Total other
payables |
137,068 |
145,729 |
184,514 |
188,440 |
|
|
|
|
|
Current
portion |
122,231 |
128,567 |
151,182 |
157,896 |
Non-current
portion |
14,837 |
17,162 |
33,332 |
30,544 |
17. Provisions for legal claims and commitments
In the period ended June 30, 2015, the changes in the
provision 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) |
17,966 |
11,433 |
13,133 |
42,532 |
Payment and
reversal of provision not used |
(12,933) |
(11,433) |
(3,348) |
(27,714) |
Balance at June
30, 2015 |
129,208 |
218 |
55,232 |
184,658 |
|
|
|
|
|
Current
portion |
93,716 |
218 |
13,552 |
107,486 |
Non-current
portion |
35,492 |
- |
41,680 |
77,172 |
Consolidated |
Civil lawsuits |
Tax proceedings |
Labor claims |
Total |
Balance at
December 31, 2014 |
157,842 |
414 |
81,318 |
239,574 |
Additional
provision (Note 24) |
24,070 |
11,433 |
19,985 |
55,488 |
Payment and
reversal of provision not used |
(23,579) |
(11,433) |
(13,356) |
(48,368) |
Balance at June
30, 2015 |
158,333 |
414 |
87,947 |
246,694 |
|
|
|
|
|
Current
portion |
93,716 |
218 |
13,552 |
107,486 |
Non-current
portion |
64,617 |
196 |
74,395 |
139,208 |
(a) Civil lawsuits, tax proceedings and labor
claims
As of June 30, 2015, the Company and its subsidiaries have
deposited in court the amount of R$129,564 (R$123,510 in 2014) in the Company’s
statement, and R$159,797 (R$154,939 in 2014) in the consolidated statement (Note
7).
|
|
|
|
|
|
|
|
|
|
Company |
Consolidated |
|
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
|
Civil lawsuits |
|
84,780 |
88,378 |
100,552 |
106,731 |
Tax proceedings |
|
19,133 |
12,311 |
20,249 |
12,350 |
Labor claims |
|
25,651 |
22,821 |
38,996 |
35,858 |
Total |
|
129,564 |
123,510 |
159,797 |
154,939 |
78
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 June 30, 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 the claims with likelihood of loss considered possible amounted
to
R$622,608 (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 occasional 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 |
|
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
|
Civil lawsuits |
|
262,611 |
233,371 |
472,750 |
441,083 |
Tax proceedings |
|
45,850 |
38,053 |
74,934 |
53,586 |
Labor claims |
|
41,089 |
42,355 |
74,924 |
66,387 |
Total |
|
349,550 |
313,779 |
622,608 |
561,056 |
(b) Payables related to the completion of real estate
ventures
There was no significant change in relation to the
information reported in Note 17(i)(b) to the financial statements as of December
31, 2014.
(c) Other commitments
In addition to the commitments mentioned in Notes 6, 12
and 13, the Company has commitments related to the rental of 31 real estate
where its facilities are located, at a monthly cost of R$1,040 adjusted by the
IGP-M/FGV variation. The rental term is from 1 to 10 years and there is a fine
in case of cancelled contracts corresponding to three-month 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 |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Payables for
purchase of properties |
105,305 |
127,123 |
301,831 |
331,436 |
Adjustment to
present value |
(4,897) |
(5,077) |
(5,818) |
(5,619) |
Advances from
customers |
|
|
|
|
Development and
sales |
19,058 |
12,939 |
32,586 |
21,236 |
Barter transaction
- Land |
143,165 |
168,028 |
233,240 |
244,689 |
|
|
|
|
|
Total payables for
purchase of properties and advances from customers |
262,631 |
303,013 |
561,841 |
591,742 |
|
|
|
|
|
Current
portion |
164,382 |
228,991 |
386,192 |
490,605 |
Non-current
portion |
98,249 |
74,022 |
175,649 |
101,137 |
79
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
19. Equity
19.1. Capital
As of June 30, 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 10,074,706 (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 need of making amendment to it, upon resolution
of the Board of Directors, which shall set the conditions for issuing up to the
limit of 600,000,000 (six hundred million) common shares.
On February 02, 2015, the Company approved the creation of
a new program to repurchase its shares to hold them in treasury and later
selling or cancelling them, over a period of 365 days, up to the limit of
27,000,000 shares. On this same date it took the resolution to cancel 30,000,000
common shares of the Company held in treasury, without capital reduction. In the
period ended June 30, 2015, 10,925,330 shares were acquired totaling R$22,135.
Additionally, the Company transferred 731,910 shares in the total amount of
R$1,810 related to the exercise of options under the stock option plan of common
shares by the beneficiaries, for which it received the total amount of
R$594.
Treasury shares – 06/30/2015 |
Type |
GFSA3 |
R$ |
% |
R$ thousand |
R$ thousand |
Acquisition date |
Number |
Weighted average price |
% - on shares outstanding |
Market value (*) |
Carrying value |
11/20/2001 |
599,486 |
2.8880 |
0.16% |
1,433 |
1,731 |
1st quarter 2013 |
1,000,000 |
4.3316 |
0.26% |
2,390 |
4,336 |
2nd quarter 2013 |
9,000,000 |
3.9551 |
2.38% |
21,510 |
35,634 |
4th quarter 2013 |
8,500,000 |
3.6865 |
2.25% |
20,315 |
31,369 |
1st quarter 2014 |
14,900,000 |
3.2297 |
3.94% |
35,611 |
48,168 |
2nd quarter 2014 (transfer) |
(4,169,157) |
3.2168 |
-1.10% |
(9,964) |
(13,424) |
2nd quarter 2014 |
1,000,000 |
3.1843 |
0.26% |
2,390 |
3,187 |
3rd quarter 2014 (transfer) |
(1,294,238) |
3.2135 |
-0.34% |
(3,093) |
(4,159) |
3rd quarter 2014 |
752,900 |
2.9283 |
0.20% |
1,799 |
2,206 |
4th quarter 2014 |
27,085,334 |
2.0956 |
7.16% |
64,734 |
61,704 |
4th quarter 2014
(cancellations) |
(27,493,039) |
3.3351 |
-7.27% |
(65,708) |
(91,693) |
1st quarter 2015 |
10,925,330 |
2.0244 |
2.89% |
26,112 |
22,135 |
1st quarter 2015
(cancellations) |
(30,000,000) |
2.4738 |
-7.94% |
(71,700) |
(74,214) |
2nd quarter 2015 (transfer) |
(731,910) |
2.4738 |
-0.19% |
(1,749) |
(1,810) |
|
10,074,706 |
2.4984 |
2.66% |
24,080 |
25,171 |
(*)
Market value calculated based on the closing share price at December 31, 2014
(R$2.39), not considering the effect of occasional volatilities.
80
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
19. Equity --Continued
19.1. Capital --Continued
Treasury shares – 12/31/2014 |
Type |
GFSA3 |
R$ |
% |
R$ thousand |
R$ thousand |
Acquisition date |
Number |
Weighted average price |
% - on shares outstanding |
Market value (*) |
Carrying value |
11/20/2001 |
599,486 |
2,8880 |
0,14% |
1,319 |
1,731 |
1st quarter 2013 |
1,000,000 |
4,3316 |
0,23% |
2,200 |
4,336 |
2nd quarter 2013 |
9,000,000 |
3,9551 |
2,07% |
19,800 |
35,634 |
4th quarter 2013 |
8,500,000 |
3,6865 |
1,95% |
18,700 |
31,369 |
1st quarter 2014 |
14,900,000 |
3,2297 |
3,42% |
32,780 |
48,168 |
2nd quarter 2014 (transfer) |
(4,169,157) |
3,2168 |
-1,03% |
(9,172) |
(13,424) |
2nd quarter 2014 |
1,000,000 |
3,1843 |
0,25% |
2,200 |
3,187 |
3rd quarter 2014 (transfer) |
(1,294,238) |
3,2135 |
-0,30% |
(2,847) |
(4,159) |
3rd quarter 2014 |
752,900 |
2,9283 |
0,17% |
1,656 |
2,206 |
4th quarter 2014 |
27,085,334 |
2,0956 |
6,64% |
59,588 |
61,704 |
4th quarter 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, 2014
(R$2.20), not considering the effect of occasional volatilities.
The Company holds shares in treasury acquired in 2001 in
order to guarantee the performance of lawsuits.
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) |
Transfer related
to the stock option program |
732 |
Outstanding shares
as of June 30, 2015 |
367,991 |
|
|
Weighted average
shares outstanding |
367,420 |
19.2. Stock option plan
Expenses for granting stocks recorded under the account
“General and administrative expenses” (Note 24) and in the periods ended June
30, 2015 and 2014 had the following effects on profit or loss:
|
06/30/2015 |
06/30/2014 |
|
|
|
Gafisa |
3,940 |
10,516 |
Tenda |
1,061 |
26 |
|
5,001 |
10,542 |
|
|
|
(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.
81
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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.
Changes in the stock options outstanding in the period
ended June 30, 2015 and in the year ended December 31, 2014, which include the
respective weighted average exercise prices, are as follows:
|
2015 |
2014 |
|
Number of options |
Weighted average exercise price
(Reais) |
Number of options |
Weighted average exercise price
(Reais) |
Options
outstanding at the beginning of the yea |
9,542,643 |
1.49 |
11,908,128 |
1.47 |
Options
granted |
- |
- |
4,361,763 |
1.93 |
Options exercised
(i) |
(736,110) |
0.81 |
(5,463,395) |
1.26 |
Options
expired |
(32,000) |
3.05 |
(748,518) |
3.66 |
Options
forfeited |
(72,605) |
0.01 |
(515,335) |
0.04 |
|
|
|
|
|
Options
outstanding at the end of the period |
8,701,928 |
1.55 |
9,542,643 |
1.49 |
(i) In the period ended June 30, 2015, the amount
received through exercised options was R$594 (R$6,921 in the year ended December
31, 2014).
As of June 30, 2015, the stock options outstanding and
exercisable are as follows:
Outstanding options |
Exercisable options |
Number of options |
Weighted average remaining contractual life
(years) |
Weighted average exercise price
(R$) |
Number of options |
Weighted average exercise price
(R$) |
|
|
|
|
|
8,701,928 |
3.99 |
1.55 |
1,757,598 |
2.59 |
During the period ended June 30, 2015, the Company
did not grant any options in connection with its stock option plans comprising
common shares (4,361,763 options granted 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 issue. As of June 30, 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.
In the period ended June 30, 2015, the subsidiary Tenda
did not grant any options in connection with its stock option plan comprising
common shares (42,259,687 options granted in the year ended 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
June 30, 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 of the effective tax rate for the
periods ended June 30, 2015 and 2014 is as follows:
|
Consolidated |
|
06/30/2015 |
06/30/2014 |
|
|
|
Profit (loss)
before income tax and social contribution, and statutory
interest |
63,490 |
(24,181) |
Income tax
calculated at the applicable rate - 34 % |
(21,586) |
8,221 |
Net effect of
subsidiaries taxed by presumed profit |
16,613 |
4,677 |
Tax
losses (tax loss carryforwards used) |
(184) |
(8,816) |
Income from equity method investments |
3,560 |
183 |
Stock option
plan |
(1,754) |
(8,298) |
Other permanent
differences |
(2,120) |
(7,698) |
Charges on
payables to venture partners |
1,009 |
1,348 |
Tax benefits
recognized (not recognized) |
(1,944) |
(7,886) |
|
(6,406) |
(18,269) |
|
|
|
|
|
|
Tax expenses -
current |
(7,232) |
(16,874) |
Tax income
(expenses) - deferred |
826 |
(1,395) |
(ii) Deferred income tax and social contribution
As of June 30, 2015 and December 31, 2014, deferred income
tax and social contribution are from the following sources:
|
Company |
Consolidated |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
Assets |
|
|
|
|
Provisions for
legal claims |
62,784 |
57,746 |
82,405 |
81,455 |
Temporary
differences – PIS and COFINS deferred |
10,246 |
9,754 |
16,057 |
14,960 |
Provisions for
realization of non-financial assets |
2,638 |
2,638 |
16,280 |
12,793 |
Temporary
differences – CPC adjustment |
13,916 |
11,765 |
20,462 |
18,656 |
Other
provisions |
53,562 |
58,363 |
70,784 |
92,384 |
Income tax and
social contribution loss carryforwards |
83,210 |
79,499 |
322,744 |
301,598 |
Tax credits from
downstream acquisition |
28,165 |
28,165 |
28,165 |
28,165 |
Tax benefits not
recognized |
(8,125) |
- |
(278,702) |
(276,758) |
|
246,396 |
247,930 |
278,195 |
273,253 |
|
|
|
|
|
Liabilities |
|
|
|
|
Negative
goodwill |
(92,384) |
(92,385) |
(92,383) |
(92,385) |
Temporary
differences –CPC adjustment |
(106,341) |
(112,258) |
(107,637) |
(111,294) |
Differences
between income taxed on cash basis
and recorded on an
accrual basis |
(73,797) |
(69,413) |
(111,256) |
(104,314) |
|
(272,522) |
(274,056) |
(311,276) |
(307,993) |
|
|
|
|
|
Total
net |
(26,126) |
(26,126) |
(33,081) |
(34,740) |
83
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly information--Continued
June 30, 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 balances of income tax and social contribution loss carryforwards for offset limited are as follows:
|
Company |
|
06/30/2015 |
|
12/31/2014 |
|
Income tax |
Social contribution |
Total |
|
Income tax |
Social contribution |
Total |
Balance of income tax and social contribution loss carryforwards |
244,735 |
244,735 |
|
|
233,820 |
233,820 |
|
Deferred tax asset (25%/9%) |
61,184 |
22,026 |
83,210 |
|
58,455 |
21,044 |
79,499 |
Recognized deferred tax asset |
55,210 |
19,875 |
75,085 |
|
58,455 |
21,044 |
79,499 |
Unrecognized deferred tax asset |
5,974 |
2,151 |
8,125 |
|
- |
- |
- |
|
Consolidated |
|
06/30/2015 |
|
12/31/2014 |
|
Income tax |
Social contribution |
Total |
|
Income tax |
Social contribution |
Total |
Balance of income tax and social contribution loss carryforwards |
949,246 |
949,246 |
|
|
887,052 |
887,052 |
|
Deferred tax asset (25%/9%) |
237,311 |
85,433 |
322,744 |
|
221,763 |
79,835 |
301,598 |
Recognized deferred tax asset |
55,210 |
19,875 |
75,085 |
|
58,455 |
21,044 |
79,499 |
Unrecognized deferred tax asset |
182,101 |
65,558 |
247,659 |
|
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 is as follows:
|
Company |
|
Income tax and social contribution loss carryforwards |
|
Income tax and social contribution |
|
|
|
|
2015 |
1,414 |
|
481 |
2016 |
11,489 |
|
3,906 |
2017 |
26,060 |
|
8,860 |
2018 |
19,030 |
|
6,470 |
2019 onwards |
186,742 |
|
63,493 |
|
244,735 |
|
83,210 |
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.
84
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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. The Company and its
subsidiaries operations are subject to the risk factors described
below:
(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 June 30, 2015, the Company had derivative contracts
for hedging purposes in relation to interest rate fluctuations, with final
maturity between December 2015 and January 2020. The derivative contracts are as
follows:
85
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
21. Financial instruments --Continued
(i) Risk considerations --Continued
b) Derivative financial instruments --Continued
Consolidated |
|
|
Reais |
Percentage |
Validity |
Gain (loss) not realized by derivative instruments -
net |
|
|
|
|
|
|
|
Companies |
Swap agreements (Fixed for CDI) |
Face value |
Original Index |
Swap |
Beginning |
End |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
|
|
|
|
Gafisa S/A |
Banco Votorantim S.A. |
82,500 |
Fixed 13.7946% |
CDI
+ 1.6344% |
12/22/2014 |
06/22/2015 |
- |
(208) |
Gafisa S/A |
Banco Votorantim S.A. |
55,000 |
Fixed 11.8752% |
CDI
+ 0.2801% |
06/22/2015 |
12/21/2015 |
(647) |
(401) |
Gafisa S/A |
Banco Votorantim S.A. |
55,000 |
Fixed 14.2672% |
CDI
+ 1.6344% |
12/21/2015 |
06/20/2016 |
(422) |
(160) |
Gafisa S/A |
Banco Votorantim S.A. |
27,500 |
Fixed 11.1136% |
CDI
+ 0.2801% |
06/20/2016 |
12/20/2016 |
(279) |
(185) |
Gafisa S/A |
Banco Votorantim S.A. |
27,500 |
Fixed 15.1177% |
CDI
+ 1.6344% |
12/20/2016 |
06/20/2017 |
67 |
58 |
Gafisa S/A |
Banco Votorantim S.A. |
130,000 |
CDI + 1.90% |
118%
CDI |
07/22/2014 |
07/26/2018 |
(1,193) |
(941) |
Gafisa S/A |
Banco HSBC |
194,000 |
Fixed 12.8727% |
120%
CDI |
09/29/2014 |
10/08/2018 |
(8,382) |
(6.336) |
Gafisa S/A |
Banco
Votorantim S.A. (a) |
55,000 |
IPCA + 8.22% |
120%
CDI |
03/17/2015 |
01/20/2020 |
(817) |
- |
|
|
|
|
|
|
|
(11,673) |
(8.173) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
(10,726) |
(3,340) |
|
|
|
|
|
Non-current |
(947) |
(4,833) |
(a) On March 17, 2015, the Company bought derivative swap
transaction to mitigate the exposure to the fixed index from IPCA + 8.22% p.a.
of the tenth Debenture Placement of the Company to 120% of CDI (Note
13).
During the period ended June 30, 2015, the amount of
R$(4,346) (R$245 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 profit
or loss for the year, allowing correlation between the impact of such
transactions and interest rate fluctuation in the Company’s balance sheet (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
liquidity risks disclosed in Note 21(i)(d) to the financial statements as of
December 31, 2014.
86
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 |
Year ended December 31, 2015 |
Less than 1 year |
1 to 3 years |
4 to 5 years |
More than 5 years |
Total |
Loans and financing (Note 12) |
493,797 |
570,892 |
32,333 |
- |
1,097,022 |
Debentures (Nota 13) |
268,943 |
465,197 |
103,392 |
- |
837,532 |
Payables to venture partners (Note 15) |
4,865 |
2,280 |
- |
- |
7,145 |
Suppliers |
58,149 |
- |
- |
- |
58,149 |
|
825,754 |
1,038,369 |
135,725 |
- |
1,999,848 |
|
Company |
Year ended December 31, 2014 |
Less than 1 year |
1 to 3 years |
4 to 5 years |
More than 5 years |
Total |
Loans and financing (Note 12) |
443,802 |
667,064 |
83,208 |
- |
1,194,074 |
Debentures (Nota 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 June 30,
2015 |
Less than 1 year |
1 to 3 years |
4 to 5 years |
More than 5 years |
Total |
Loans and financing (Note 12) |
590,323 |
658,795 |
38,535 |
130 |
1,287,783 |
Debentures (Nota 13) |
476,428 |
565,197 |
103,392 |
- |
1,145,017 |
Payables to venture partners (Note 15) |
5,016 |
2,280 |
- |
- |
7,296 |
Suppliers |
109,017 |
- |
- |
- |
109,017 |
|
1,180,784 |
1,226,272 |
141,927 |
130 |
2,549,113 |
|
Consolidated |
Year ended December 31, 2014 |
Less than 1 year |
1 to 3 years |
4 to 5 years |
More than 5 years |
Total |
Loans and financing (Note 12) |
550,058 |
758,812 |
88,555 |
- |
1,397,425 |
Debentures (Nota 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 as of
June 30, 2015 and December 31, 2014 is as follows:
87
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 June 30, 2015 |
Level 1 |
Level 2 |
Level 3 |
Level 1 |
Level 2 |
Level 3 |
|
|
|
|
|
|
|
Financial
assets |
|
|
|
|
|
|
Short-term
investments (Note 4.2) |
- |
375,781 |
- |
- |
722,584 |
- |
|
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, we show the fair value classification of
financial instruments liabilities:
|
Company |
Consolidated |
|
Fair value classification |
As of June 30, 2015 |
Level 1 |
Level 2 |
Level 3 |
Level 1 |
Level 2 |
Level 3 |
|
|
|
|
|
|
|
Financial
liabilities |
|
|
|
|
|
|
Loans and
financing (Note 21.ii.a) |
- |
1,073,820 |
- |
- |
1,255,344 |
- |
Debentures (Note
21.ii.a) |
- |
825,881 |
- |
- |
1,123,795 |
- |
Payables to venture partners (Note 21.ii.a)
|
- |
8,190 |
- |
- |
8,190 |
- |
Derivative
financial instruments (Note 21.i.b) |
- |
11,673 |
- |
- |
11,673 |
- |
|
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 |
- |
- |
1,179,915 |
- |
Payables to venture partners (Note 21.ii.a)
|
- |
12,304 |
- |
- |
12,304 |
- |
Derivative
financial instruments (Note 21.i.b) |
- |
8,173 |
- |
- |
8,173 |
- |
In the period ended June 30, 2015 and year ended December
31, 2014, there were no transfers between the Levels 1 and 2 fair value
valuation, nor were transfers between Levels 3 and 2 fair value
valuation.
88
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 to estimate the fair value for each financial
instrument type for which the estimate of values is practicable.
The main carrying
values and fair values of financial assets and liabilities at June 30, 2015 and
December 31, 2014 are as follows:
|
Company |
|
06/30/2015 |
12/31/2014 |
|
Carrying value |
Fair value |
Carrying value |
Fair value |
|
|
|
|
Financial
assets |
|
|
|
|
Cash and cash
equivalents (Note 4.1) |
33,044 |
33,044 |
33,792 |
33,792 |
Short-term
investments (Note 4.2) |
375,781 |
375,781 |
582,042 |
582,042 |
Trade accounts
receivable (Note 5) |
1,059,230 |
1,059,230 |
1,024,441 |
1,024,441 |
|
|
|
|
|
Financial
liabilities |
|
|
|
|
Loans and
financing (Note 12) |
1,097,022 |
1,073,820 |
1,194,074 |
1,184,202 |
Debentures (Note
13) |
837,532 |
825,881 |
799,482 |
802,948 |
Payables to venture partners (Note
15) |
7,145 |
8,190 |
10,794 |
12,304 |
Derivative
financial instruments (Note 21(i)(b)) |
11,673 |
11,673 |
8,173 |
8,173 |
Suppliers |
58,149 |
58,149 |
57,369 |
57,369 |
|
Consolidated |
|
06/30/2015 |
12/31/2014 |
|
Carrying value |
Fair value |
Carrying value |
Fair value |
|
|
|
|
Financial
assets |
|
|
|
|
Cash and cash
equivalents (Note 4.1) |
154,229 |
154,229 |
109,895 |
109,895 |
Short-term
investments (Note 4.2) |
722,584 |
722,584 |
1,047,359 |
1,047,359 |
Trade accounts
receivable (Note 5) |
1,914,522 |
1,914,522 |
1,825,319 |
1,825,319 |
|
|
|
|
|
Financial
liabilities |
|
|
|
|
Loans and
financing (Note 12) |
1,287,783 |
1,255,344 |
1,397,425 |
1,333,399 |
Debentures (Note
13) |
1,145,017 |
1,123,795 |
1,189,099 |
1,179,915 |
Payables to venture partners (Note
15) |
7,296 |
8,190 |
11,030 |
12,304 |
Derivative
financial instruments (Note 21(i)(b)) |
11,673 |
11,673 |
8,173 |
8,173 |
Suppliers |
109,017 |
109,017 |
95,131 |
95,131 |
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.
b) Risk of debt
acceleration
There was no
significant change in relation to the risks of debt acceleration 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 risks of debt acceleration disclosed in
Note 21(ii)(c) to the financial statements as of 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
June 30, 2015
(Amounts in thousands of Reais, except as otherwise stated)
21. Financial instruments —Continued
(iii) Capital stock management
The explanation related to this note did not undergo significant changes in relation to those 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 (cash and cash equivalents and short-term investments):
|
Company |
Consolidated |
|
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Loans and financing (Note 12) |
1,097,022 |
1,194,074 |
1,287,783 |
1,397,425 |
Debentures (Note 13) |
837,532 |
799,482 |
1,145,017 |
1,189,099 |
Obligations assumed on assignment of receivables (Note 14) |
26,163 |
34,496 |
44,169 |
56,129 |
Payables to venture partners (Note 15) |
7,145 |
10,794 |
7,296 |
11,030 |
( - ) Cash and cash equivalents and
short-term investments (Note 4.1 e 4.2) |
(408,825) |
(615,834) |
(876,813) |
(1,157,254) |
Net debt |
1,559,037 |
1,423,012 |
1,607,452 |
1,496,429 |
Equity |
3,097,881 |
3,055,345 |
3,099,492 |
3,058,403 |
Equity and net debt |
4,656,918 |
4,478,357 |
4,706,944 |
4,554,832 |
(iv) Sensitivity analysis
The sensitivity analysis of financial instruments for the period ended June 30, 2015 and year ended December 31, 2014, except swap contracts, which are analyzed through their due dates, describing the risks 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 June 30, 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 of the years ended June 30, 2015 and December 31, 2014, the Company considered the interest rates of investments, loans and accounts receivables, the CDI rate at 13.57%, (11.51% in 2014) the TR at 1.89% (0.52% in 2014), the INCC rate at 6.97% (6.95% in 2014), the General Market Prices Index (IGP-M) at 5.58% (3.67% in 2014) and the National Consumer Price Index – Extended (IPCA) at 8.89% (6.41% in 2014). The scenarios considered were as follows:
90
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 June 30, 2015:
|
|
Scenario |
|
|
I |
II |
III |
IV |
Instrument |
Risk |
Increase 50% |
Increase 25% |
Decrease 25% |
Decrease 50% |
|
|
|
|
|
|
Financial investments |
Increase/decrease of CDI |
39,206 |
19,603 |
(19,603) |
(39,206) |
Loans and financing |
Increase/decrease of CDI |
(28,245) |
(14,123) |
14,123 |
28,245 |
Debentures |
Increase/decrease of CDI |
(16,941) |
(8,470) |
8,470 |
16,941 |
Derivative
financial instruments |
Increase/decrease of CDI |
(29,510) |
(15,485) |
16,639 |
35,106 |
|
|
|
|
|
|
Net
effect of CDI variation |
|
(35,490) |
(18,475) |
19,629 |
41,086 |
|
|
|
|
|
|
Loans and financing |
Increase/decrease of TR |
(7,140) |
(3,570) |
3,570 |
7,140 |
Debentures |
Increase/decrease of TR |
(7,297) |
(3,648) |
3,648 |
7,297 |
|
|
|
|
|
|
Net
effect of TR variation |
|
(14,437) |
(7,218) |
7,218 |
14,437 |
|
|
|
|
|
|
Debentures |
Increase/decrease of IPCA |
(3,121) |
(1,560) |
1,560 |
3,121 |
|
|
|
|
|
|
Net
effect of IPCA variation |
|
(3,121) |
(1,560) |
1,560 |
3,121 |
|
|
|
|
|
|
Accounts receivable |
Increase/decrease of INCC |
62,356 |
31,178 |
(31,178) |
(62,356) |
|
|
|
|
|
|
Net
effect of INCC variation |
|
62,356 |
31,178 |
(31,178) |
(62,356) |
As of December 31, 2014:
|
|
Scenario |
|
|
I |
II |
III |
IV |
Instrument |
Risk |
Increase 50% |
Increase 25% |
Decrease 25% |
Decrease 50% |
|
|
|
|
|
|
Financial 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) |
|
|
|
|
|
|
Net
effect of INCC variation |
|
59,351 |
29,675 |
(29,675) |
(59,351) |
|
|
|
|
|
|
91
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 |
06/30/2015 |
12/31/2014 |
06/30/2015 |
12/31/2014 |
|
|
|
|
|
Assets |
|
|
|
|
Current
account: |
|
|
|
|
Total SPEs |
54,188 |
96,071 |
174,611 |
139,947 |
Condominium and consortia and thirty party’s
works |
10,654 |
2,785 |
10,654 |
2,785 |
Loan
receivable |
71,607 |
68,120 |
101,655 |
107,067 |
Dividends receivable |
5,861 |
5,909 |
- |
- |
|
142,310 |
172,885 |
286,920 |
249,799 |
|
|
|
|
|
Current portion |
70,703 |
104,765 |
185,265 |
142,732 |
Non-current |
71,607 |
68,120 |
101,655 |
107,067 |
|
|
|
|
|
Liabilities |
|
|
|
|
Current account: |
|
|
|
|
Total SPEs and Tenda |
(668,027) |
(596,047) |
(174,806) |
(156,503) |
|
(668,027) |
(596,047) |
(174,806) |
(156,503) |
|
|
|
|
|
Current portion |
(668,027) |
(596,047) |
(174,806) |
(156,503) |
The composition, nature and condition of loan receivable
by the Company are shown below:
|
Company |
|
|
|
06/30/2015 |
12/31/2014 |
Nature |
Interest rate |
|
|
|
|
|
Engenho |
18 |
17 |
Construction |
12%
p.a. + IGPM |
Tembok Planej.
E Desenv. Imob. Ltda. (Vistta Laguna) |
9,755 |
9,891 |
Construction |
12%
p.a. + IGPM |
Acquarelle Civilcorp Incorporações
Ltda. |
548 |
493 |
Construction |
12%
p.a. + IGPM |
Manhattan Residencial I |
51,994 |
49,358 |
Construction |
10%
p.a. + TR |
Tembok Planej.
e Desenv. Imob. Ltda. (Scena Laguna) |
9,292 |
8,361 |
Construction |
12%
p.a. + IGPM |
Total Company |
71,607 |
68,120 |
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
06/30/2015 |
12/31/2014 |
Nature |
Interest rate |
|
|
|
|
|
Engenho |
18 |
17 |
Construction |
12%
p.to. + IGPM |
Tembok Planej.
E Desenv. Imob. Ltda. (Vistta Laguna) |
9,755 |
9,891 |
Construction |
12%
p.to. + IGPM |
Acquarelle Civilcorp Incorporações
Ltda. |
548 |
493 |
Construction |
12%
p.to. + IGPM |
Manhattan Residencial I |
51,994 |
49,358 |
Construction |
10%
p.to. + TR |
Tembok Planej.
e Desenv. Imob. Ltda. (Scena Laguna) |
9,292 |
8,361 |
Construction |
12%
p.to. + IGPM |
Fit Jardim
Botanico SPE Emp. Imob. Ltda. |
- |
10,164 |
Construction |
113.5% of 126.5% of CDI |
Fit
09 SPE Emp. Imob. Ltda. |
- |
8,422 |
Construction |
120%
of 126.5% of CDI |
Fit
19 SPE Emp. Imob. Ltda. |
13,916 |
4,037 |
Construction |
113.5% of 126.5% of CDI |
Acedio SPE Emp.
Imob. Ltda. |
3,115 |
936 |
Construction |
113.5% of 126.5% of CDI |
Atua
Construtora e Incorporadora S.A. |
12,168 |
12,168 |
Construction |
113.5% to 112% of CDI |
Bild
Desenvolvimento Imobiliário Ltda |
- |
2,471 |
Construction |
IGPM
+ interest at 12% p.a. |
Others |
849 |
749 |
Construction |
Several |
Total consolidated |
101,655 |
107,067 |
|
|
92
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 June 30, 2015 the recognized financial
income from interest on loans amounted to R$4,594 (R$4,336 in 2014) in the
Company’s statement and R$20,051 (R$6,006 in 2014) in the consolidated
statement (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 subsidiaries 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$1,036,623 as
of June 30, 2015 (R$973,808 in 2014).
23. Net operating revenue
|
Company |
Consolidated |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
06/30/2014 |
Gross operating revenue |
|
|
|
|
Real
estate development, sale, barter transactions and construction
services |
606,804 |
570,732 |
1,184,652 |
1,061,801 |
(Recognition) Reversal of allowance for doubtful
accounts and provision for cancelled contracts (Note 5) |
(313) |
(312) |
23,129 |
30,870 |
Taxes on sale of real estate and
services |
(53,883) |
(53,342) |
(96,751) |
(85,140) |
Net
operating revenue |
552,608 |
517,078 |
1,111,030 |
1,007,531 |
93
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
24. Costs and expenses by nature
These are represented by the following:
|
Company |
Consolidated |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
06/30/2014 |
Cost
of real estate development and sale: |
|
|
|
|
Construction cost |
(224,430) |
(223,677) |
(472,022) |
(480,494) |
Land
cost |
(81,906) |
(57,794) |
(152,855) |
(99,102) |
Development cost |
(21,370) |
(18,969) |
(52,999) |
(50,597) |
Capitalized financial charges (Note
12) |
(53,775) |
(43,291) |
(71,945) |
(75,103) |
Maintenance / warranty |
(27,842) |
(8,281) |
(31,142) |
(12,419) |
Provision for cancelled contracts (Note
5) |
- |
- |
(22,324) |
(27,564) |
Total cost of real estate development and
sale |
(409,323) |
(352,012) |
(803,287) |
(745,279) |
|
|
|
|
|
Commercial expenses: |
|
|
|
|
Marketing expenses |
(12,774) |
(14,256) |
(27,924) |
(27,497) |
Brokerage and sale commission |
(8,451) |
(9,382) |
(18,474) |
(18,095) |
Customer Relationship Management
expenses |
(7,922) |
(12,699) |
(17,318) |
(24,492) |
Other |
(1,844) |
(1,967) |
(4,032) |
(3,791) |
Total commercial expenses |
(30,991) |
(38,304) |
(67,748) |
(73,875) |
|
|
|
|
|
General and administrative
expenses: |
|
|
|
|
Salaries and payroll charges |
(19,780) |
(21,195) |
(37,938) |
(38,911) |
Employee benefits |
(2,349) |
(1,983) |
(3,992) |
(3,503) |
Travel and utilities |
(473) |
(756) |
(1,110) |
(1,426) |
Services |
(5,821) |
(8,868) |
(12,269) |
(16,269) |
Rents and condominium fees |
(4,489) |
(4,345) |
(6,597) |
(7,351) |
IT |
(6,609) |
(7,720) |
(12,473) |
(12,819) |
Stock option plan (Note 19.2) |
(3,940) |
(10,516) |
(5,001) |
(10,542) |
Reserve for profit sharing (Note
26.iii) |
(12,000) |
(7,142) |
(12,038) |
(16,425) |
Other |
(889) |
(61) |
(1,320) |
(591) |
Total general and administrative
expenses |
(56,350) |
(62,586) |
(92,738) |
(107,837) |
|
|
|
|
|
Other income (expenses), net: |
|
|
|
|
Expenses with lawsuits (Note 17) |
(42,532) |
(26,272) |
(55,488) |
(51,796) |
Income from equity method investments in
unincorporated venture (“SCP”) |
- |
4,839 |
- |
- |
Expenses with the adjustment to the stock option
plan balance of AUSA |
- |
(13,863) |
- |
(13,863) |
Other |
(5,252) |
(1,479) |
(11,118) |
348 |
Total other income (expenses), net |
(47,784) |
(36,775) |
(66,606) |
(65,311) |
|
|
|
|
|
25. Financial income (expenses)
|
Company |
Consolidated |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
06/30/2014 |
Financial
income |
|
|
|
|
Income from
financial investments |
30,162 |
43,229 |
52,699 |
68,924 |
Financial income
on loans (Note 22) |
4,594 |
4,336 |
20,051 |
6,006 |
Interest
income |
502 |
1,810 |
751 |
2,231 |
Other financial
income |
174 |
2,262 |
3,381 |
5,001 |
|
35,432 |
51,637 |
76,882 |
82,162 |
Financial
expenses |
|
|
|
|
Interest on
funding, net of capitalization (Note 12) |
(36,836) |
(53,653) |
(44,467) |
(65,360) |
Amortization of
debenture cost |
(1,966) |
(2,028) |
(1,966) |
(2,028) |
Payables to
venture partners |
(1,131) |
- |
(1,131) |
(1,674) |
Banking
expenses |
(1,822) |
(1,959) |
(2,805) |
(1,865) |
Derivative
transactions (Note 21 (i) (b)) |
(4,346) |
245 |
(4,346) |
245 |
Discount granted
and other financial expenses |
(12,126) |
(8,375) |
(27,698) |
(22,465) |
|
(58,227) |
(65,770) |
(82,413) |
(93,147) |
94
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 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 periods ended June 30, 2015 and 2014, related
to the compensation of the Company’s key management personnel are as
follows:
|
Management compensation |
|
Period ended June 30, 2015 |
Board of Directors |
Statutory Board |
Fiscal Council |
|
|
|
|
Number of
members |
7 |
5 |
3 |
Annual fixed
compensation (in R$) |
847 |
1,842 |
99 |
Salary /
Fees |
847 |
1,650 |
99 |
Direct and
indirect benefits |
- |
192 |
- |
Monthly
compensation (in R$) |
141 |
307 |
17 |
Total compensation |
847 |
1,842 |
99 |
Profit sharing |
- |
2,276 |
- |
|
|
|
|
Management compensation |
|
Period ended June 30, 2014 |
Board of Directors |
Statutory Board |
Fiscal Council |
|
|
|
|
Number of
members |
8 |
5 |
3 |
Annual fixed
compensation (in R$) |
892 |
1,896 |
90 |
Salary /
Fees |
874 |
1,705 |
90 |
Direct and
indirect benefits |
18 |
191 |
- |
Monthly
compensation (in R$) |
149 |
316 |
15 |
Total compensation |
892 |
1,896 |
90 |
Profit sharing |
- |
2,275 |
- |
|
|
|
|
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) Sales
In the period ended June 30, 2015, there was no
transaction in connection to units sold to the Management (R$1,513 in the period
ended June 30, 2014) and the total receivables from sales is R$3,911 (R$4,686 as
of December 31, 2014).
95
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise stated)
26. Transactions with management and employees --Continued
(iii) Profit sharing
In the period ended June 30, 2015, the Company recorded a provision for profit sharing amounting to R$12,000 in the Company’s statement (R$7,142 in 2014) and R$12,038 in the consolidated statement (R$16,425 in 2014) in the account “General and Administrative Expenses" (Note 24).
|
Company |
Consolidated |
|
06/30/2015 |
06/30/2014 |
06/30/2015 |
06/30/2014 |
|
|
|
|
|
Executive officers |
2,276 |
2,275 |
5,214 |
4,824 |
Other employees |
9,724 |
4,867 |
16,038 |
11,601 |
Reclassification in subsidiary Tenda |
- |
- |
(3,550) |
- |
Reversal in subsidiary Tenda |
- |
- |
(5,664) |
- |
|
12,000 |
7,142 |
12,038 |
16,425 |
The 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 June 30, 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. Earning (loss) per share
The following table shows the calculation of basic and diluted profit and loss per share. In view of the losses for the period ended June 30, 2014, shares with dilutive potential are not considered, because the impact would be antidilutive.
|
|
|
|
06/30/2015 |
06/30/2014 |
Basic numerator |
|
|
Proposed dividends and interest on equity |
- |
- |
Undistributed profit (loss) |
60,137 |
(40,640) |
Undistributed profit (loss), available for the holders of common shares |
60,137 |
(40,640) |
|
|
|
Basic denominator (in thousands of shares) |
|
|
Weighted average number of shares |
367,420 |
405,443 |
|
|
|
Basic earning (loss) per share in Reais |
0.1637 |
(0.1002) |
96
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
28. Earning (loss) per share --Continued
|
06/30/2015 |
06/30/2014 |
Diluted
numerator |
|
|
Proposed dividends and interest on
equity |
- |
- |
Undistributed
earning (loss) |
- |
- |
Undistributed
earning (loss), available for the holders of common
shares |
60,137 |
(40,640) |
|
60,137 |
(40,640) |
Diluted
denominator (in thousands of shares) |
|
|
Weighted average
number of shares |
367,420 |
405,443 |
Stock options |
2,697 |
- |
Diluted weighted average number of
shares |
370,117 |
405,443 |
|
|
|
|
|
|
Diluted earning (loss) per share in
Reais |
0.1625 |
(0.1002) |
|
|
|
The 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, 2014.
29. Segment information
The quarterly information of the business segments of the
Company is as follows:
|
|
|
Consolidated |
|
Gafisa S.A. |
Tenda |
06/30/2015 |
Net operating
revenue |
688,450 |
422,580 |
1,111,030 |
Operating
costs |
(500,035) |
(303,252) |
(803,287) |
|
|
|
|
Gross
profit |
188,415 |
119,328 |
307,743 |
|
|
|
|
Selling
expenses |
(37,068) |
(30,680) |
(67,748) |
General and
administrative expenses |
(56,351) |
(36,387) |
(92,738) |
Depreciation and
amortization |
(16,358) |
(6,872) |
(23,230) |
Financial
expenses |
(51,965) |
(30,448) |
(82,413) |
Financial
income |
39,255 |
37,627 |
76,882 |
Tax income
(expenses) |
(7,628) |
1,222 |
(6,406) |
|
|
|
|
Profit for the
year from continuing operations |
28,656 |
31,481 |
60,137 |
|
|
|
|
Customers (short
and long term) |
1,441,678 |
472,844 |
1,914,522 |
Inventories (short
and long term) |
1,848,786 |
667,011 |
2,515,797 |
Other
assets |
1,798,424 |
843,803 |
2,642,227 |
|
|
|
|
Total
assets |
5,088,888 |
1,983,658 |
7,072,546 |
|
|
|
|
Total
liabilities |
3,114,392 |
858,662 |
3,973,054 |
97
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise stated)
29. Segment information --Continued
|
|
|
Consolidated |
|
Gafisa S.A. |
Tenda |
06/30/2014 |
Net operating revenue |
724,657 |
282,874 |
1,007,531 |
Operating costs |
(516,632) |
(228,647) |
(745,279) |
|
|
|
|
Gross profit |
208,025 |
54,227 |
262,252 |
|
|
|
|
Selling expenses |
(47,420) |
(26,455) |
(73,875) |
General and administrative expenses |
(63,856) |
(43,982) |
(107,837) |
Depreciation and amortization |
(22,517) |
(7,482) |
(29,999) |
Financial expenses |
(67,549) |
(25,598) |
(93,147) |
Financial income |
55,320 |
26,841 |
82,161 |
Tax expenses |
(11,230) |
(7,039) |
(18,269) |
|
|
|
|
Profit (loss) for the year from continuing operations |
14,803 |
(55,443) |
(40,640) |
|
|
|
|
Customers (short and long term) |
1,584,093 |
447,981 |
2,032,074 |
Inventories (short and long term) |
1,530,175 |
626,210 |
2,156,385 |
Other assets |
1,920,152 |
1,179,792 |
3,099,944 |
|
|
|
|
Total assets |
5,034,420 |
2,253,983 |
7,288,403 |
|
|
|
|
Total liabilities |
2,970,877 |
1,179,395 |
4,150,272 |
The 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 ventures under construction – information and commitments
In order to meet the provisions of paragraphs 20 and 21 of ICPC 02, the recognized revenue amounts and incurred costs are shown in the statement of profit or loss, and the advances received in the heading “Payables for purchase of property and advances from customer”. The Company shows below information on the ventures under construction as of June 30, 2015:
|
|
Consolidated |
|
|
06/30/2015 |
|
|
|
Unappropriated sales revenue of units sold |
|
844,597 |
Unappropriated estimated cost of units sold |
|
(487,314) |
Unappropriated estimated cost of units in inventory |
|
(776,580) |
|
|
|
(i) Unappropriated sales revenue of units sold |
|
|
Ventures under construction: |
|
|
Contracted sales revenue |
|
3,423,587 |
Appropriated sales revenue |
|
(2,578,990) |
Unappropriated sales revenue (a) |
|
844,597 |
(ii) Unappropriated estimated cost of units sold |
|
|
Ventures under construction: |
|
|
Estimated cost of units |
|
(2,054,629) |
Incurred cost of units |
|
1,567,315 |
Unappropriated estimated cost (b) |
|
(487,314) |
98
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as otherwise stated)
30. Real estate ventures under construction – information and commitments --Continued
(iii) Unappropriated estimated costs of units in inventory |
|
|
Ventures under construction: |
|
|
Estimated cost of units |
|
(1,727,177) |
Incurred cost of units |
|
950,597 |
Unappropriated estimated cost |
|
(776,580) |
(a) The unappropriated 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.
The Company shows below 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 June 30, 2015.
|
06/30/2015 |
|
|
Total assets included in the structures of equity segregation of the purchase (*) |
7,064,989 |
Total consolidated assets |
7,072,546 |
Percentage |
99.89% |
(*)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 follow-up 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
The 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.
99
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the individual and consolidated
quarterly information--Continued
June 30, 2015
(Amounts in thousands of Reais, except as
otherwise stated)
32. Subsequent
events
(i) Statement about acquisition of significant ownership
interests
On
July 7, 2015, the Company released to the market a notice received from its
shareholders, Polo Capital Gestão de Recursos Ltda. and Polo Capital
Internacional Gestão de Recursos Ltda. ("Investor"), who obtained a significant
interest amounting to 18.28% in the total capital of the Company, by acquiring
common shares of the Company, holding a total interest of 69,108,486 common
shares of the Company. The Investor states that the holding of the
above-mentioned interests are solely for investment purposes, not aiming to
change the controlling interests or the administrative structure of the
Company.
***
100
(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
|
6/30/2015 |
|
Common
shares |
Shareholder |
Shares |
% |
|
|
|
Treasury
shares |
10,074,707 |
2.66% |
FUNCEF – Fundação dos
Economiários Federais |
23,835,800 |
6.30% |
Polo |
52,547,486 |
13.90% |
Outstanding
shares |
291,608,169 |
77.13% |
|
|
|
Total
shares |
378,066,162 |
100.00% |
|
6/30/2014 |
|
Common
shares |
Shareholder |
Shares |
% |
|
|
|
Treasury
shares |
30,812,827 |
7.07% |
Polo |
30,472,246 |
7.00% |
FUNCEF – Fundação dos
Economiários Federais |
23,835,800 |
5.47% |
Skagen Global |
22,265,026 |
5.11% |
Orbis |
22,228,676 |
5.10% |
Outstanding
shares |
305,944,626 |
70.25% |
|
|
|
Total
shares |
435,559,201 |
100.00% |
101
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Other information deemed relevant by the
Company
2. SHARES HELD BY PARENT
COMPANIES, MANAGEMENT AND BOARD
|
6/30/2014 |
|
Common
shares |
|
|
|
|
Shares |
% |
|
|
|
Shareholders
holding effective control of the Company |
76,383,286 |
20.20% |
Board of
Directors |
592,609 |
0.16% |
Executive
directors |
1,734,945 |
0.46% |
Fiscal council |
0 |
0.00% |
Executive
control, board members, officers and fiscal council |
78,710,840 |
20.82% |
|
|
|
Treasury
shares |
10,074,707 |
2.66% |
Outstanding
shares in the market (*) |
289,280,615 |
76.52% |
|
|
|
Total
shares |
378,066,162 |
100.00% |
|
|
|
|
|
|
|
6/30/2014 |
|
Common
shares |
|
|
|
|
Shares |
% |
|
|
|
Shareholders
holding effective control of the Company |
98,801,748 |
22.68% |
Board of
Directors |
592,609 |
0.14% |
Executive
directors |
1,327,717 |
0.30% |
Fiscal council |
20 |
- |
Executive
control, board members, officers and fiscal council |
100,722,094 |
23.12% |
|
|
|
Treasury
shares |
30,812,827 |
7.07% |
Outstanding
shares in the market (*) |
300,837,621 |
69.81% |
|
|
|
Total
shares |
435,559,201 |
100.00% |
(*) Excludes shares of effective control,
management, board and in treasury.
102
(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. 6404/76, 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.
103
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Report on the review
of quarterly information - ITR
To the
shareholders, Board of Directors and Officers
Gafisa
S.A.
São Paulo,
SP
We have reviewed the
accompanying individual and consolidated interim financial information from
Gafisa S.A. (“Company”), identified as Company and Consolidated, respectively,
contained within the Quarterly Information (ITR) for the quarter ended June 30,
2015, which comprises the balance sheet as at June 30, 2015 and the respective
statement of operations and statement of comprehensive income (loss) for the
quarter and six-month period then ended, and the statement of changes in equity
and statement of cash flows for the six-month period then ended, including
explanatory notes.
The
Company’s management is responsible for the preparation of individual interim
financial information in accordance with the Technical Pronouncement Committee
(CPC) 21 (R1) – Interim Financial Reporting and the consolidated interim
financial information in accordance with CPC 21 (R1) and IAS 34 – Interim
Financial Reporting, issued by the International Accounting Standards Board
(IASB) 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.
104
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
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
six-month period ended June 30, 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, August 7,
2015
KPMG Auditores
Independentes
CRC 2SP014428/O-6
Original report in
Portuguese signed by
Giuseppe Masi
Accountant
CRC 1SP176273/O-7
105
(A free translation from the original in Portuguese into English)
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 June 30, 2015; and
ii) Management has reviewed and agreed with the interim information for the period ended June 30, 2015.
Sao Paulo, August 7, 2015
GAFISA S.A.
Management
106
(A free translation from the original in Portuguese into English)
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 June 30, 2015; and
ii) Management has reviewed and agreed with the interim information for the period ended June 30, 2015.
Sao Paulo, August 7, 2015
GAFISA S.A.
Management
107
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: August 21, 2015
Gafisa S.A. |
|
|
By: |
|
|
Name: Sandro Gamba
Title: Chief Executive Officer |
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