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.

 

2Q15 Conference Call

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

IR Contacts

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

Media Relations

Máquina da Notícia  - Comunicação Integrada
Giovanna Bambicini
Phone: +55 11 3147-7414
Fax: +55 11 3147-7900
E-mail: gafisa@grupomaquina.com

Shares

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).

      

Financial Results

 

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

 

 

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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:
/s/ Sandro Gamba

 
Name:   Sandro Gamba
Title:     Chief Executive Officer
 

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