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0001292814-08-003298.txt : 20081203
0001292814-08-003298.hdr.sgml : 20081203
20081203060324
ACCESSION NUMBER: 0001292814-08-003298
CONFORMED SUBMISSION TYPE: 6-K
PUBLIC DOCUMENT COUNT: 5
CONFORMED PERIOD OF REPORT: 20080930
FILED AS OF DATE: 20081203
DATE AS OF CHANGE: 20081203
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: ENERGY CO OF PARANA
CENTRAL INDEX KEY: 0001041792
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911]
IRS NUMBER: 000000000
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 6-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14668
FILM NUMBER: 081226322
BUSINESS ADDRESS:
STREET 1: RUA CORONEL DULCIDIO 800
STREET 2: 80420 170 CURITIBA PARANA
CITY: FEDERATIVE REPUBLIC
STATE: D5
ZIP: 00000
MAIL ADDRESS:
STREET 1: CT CORPORATION SYSTEM
STREET 2: 1633 BROADWAY
CITY: NEW YORK
STATE: NY
ZIP: 10019
6-K
1
elpitr3q08_6k.htm
QUARTERLY INFORMATION 3Q08
Provided by MZ Data Products
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of December, 2008
Commission File Number 1-14668
COMPANHIA PARANAENSE DE ENERGIA
(Exact name of registrant
as specified in its charter)
Energy Company of Paraná
(Translation of Registrant's name into English)
Rua Coronel Dulcídio, 800
80420-170 Curitiba, Paraná
Federative Republic of Brazil
(5541) 3222-2027
(Address of principal executive offices)
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
whether the registrant by furnishing the information contained in this Form is
also thereby furnishing the information to the Commission pursuant to Rule
12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____
Companhia Paranaense de Energia - COPEL
CNPJ/MF 76.483.817/0001-20
State Taxpayer Number 10146326-50
Public Company - CVM 1431-1
www.copel.com copel@copel.com
Rua Coronel Dulcídio, 800, Batel - Curitiba - PR
CEP 80420-170
QUARTERLY INFORMATION
ITR
September 2008
TABLE OF CONTENTS
Table of Contents
FINANCIAL STATEMENTS
Balance Sheet - Assets
As of September 30, 2008 and June 30, 2008
(In thousands of reais)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CODE |
DESCRIPTION |
N.
no. |
Parent Company |
Consolidated |
|
|
|
|
|
|
|
|
|
|
30/09/2008 |
30/06/2008 |
30/09/2008 |
30/06/2008 |
|
1 |
TOTAL ASSETS |
|
9.520.238 |
9.349.151 |
13.083.881 |
12.734.862 |
1.01 |
CURRENT ASSETS |
|
639.406 |
588.472 |
3.532.869 |
3.251.020 |
1.01.01 |
Cash in hand |
3 |
374.792 |
497.198 |
1.832.804 |
1.587.994 |
1.01.02 |
Receivables |
|
264.614 |
91.274 |
1.642.703 |
1.607.692 |
1.01.02.01 |
Customers |
|
- |
- |
981.168 |
979.452 |
1.01.02.01.01 |
Customers and distributors |
4 |
- |
- |
1.062.195 |
1.058.072 |
1.01.02.01.02 |
Provision for doubtful accounts |
5 |
- |
- |
(91.448) |
(86.426) |
1.01.02.01.03 |
Telecommunications services, net |
|
- |
- |
10.421 |
7.806 |
1.01.02.02 |
Other Receivables |
|
264.614 |
91.274 |
661.535 |
628.240 |
1.01.02.02.01 |
Dividends receivable |
6 |
189.477 |
10.437 |
3.529 |
3.529 |
1.01.02.02.02 |
Service in progress |
|
- |
- |
59.672 |
53.155 |
1.01.02.02.03 |
CRC transferred to State Government |
7 |
- |
- |
45.189 |
43.353 |
1.01.02.02.04 |
Taxes and social contribution |
8 |
74.686 |
80.396 |
230.309 |
188.420 |
1.01.02.02.05 |
Account for Compensation of Portion A |
9 |
- |
- |
100.544 |
115.208 |
1.01.02.02.06 |
Other regulatory assets |
10 |
- |
- |
33.682 |
40.851 |
1.01.02.02.07 |
Collaterals and escrow deposits |
11 |
448 |
437 |
134.475 |
116.419 |
1.01.02.02.08 |
Other receivables |
12 |
3 |
4 |
54.135 |
67.305 |
1.01.03 |
Inventories |
|
- |
- |
57.362 |
55.334 |
1.02 |
NON-CURRENT ASSETS |
|
8.880.832 |
8.760.679 |
9.551.012 |
9.483.842 |
1.02.01 |
Long-Term Receivables |
|
815.372 |
790.496 |
2.065.109 |
2.050.301 |
1.02.01.01 |
Other Receivables |
|
151.586 |
155.704 |
2.065.109 |
2.050.301 |
1.02.01.01.01 |
Customers and distributors |
4 |
- |
- |
97.778 |
104.082 |
1.02.01.01.02 |
Provision for doubtful accounts |
5 |
- |
- |
(9.739) |
(9.739) |
1.02.01.01.03 |
Telecommunications services |
|
- |
- |
5.016 |
5.210 |
1.02.01.01.04 |
CRC transferred to State Government |
7 |
- |
- |
1.275.754 |
1.273.517 |
1.02.01.01.05 |
Taxes and social contribution |
8 |
127.287 |
131.078 |
504.284 |
497.792 |
1.02.01.01.06 |
Account for Compensation of Portion A |
9 |
- |
- |
42.415 |
19.230 |
1.02.01.01.07 |
Other regulatory assets |
10 |
- |
- |
9.132 |
12.176 |
1.02.01.01.08 |
Collaterals and escrow deposits |
11 |
- |
- |
24.547 |
20.413 |
1.02.01.01.09 |
Judicial deposits |
13 |
24.299 |
24.626 |
107.499 |
119.179 |
1.02.01.01.10 |
Other Receivables |
12 |
- |
- |
8.423 |
8.441 |
1.02.01.02 |
Receivables from Related Parties |
14 |
663.786 |
634.792 |
- |
- |
1.02.01.02.01 |
From subsidiaries |
|
663.786 |
634.792 |
- |
- |
1.02.02 |
Permanent Assets |
|
8.065.460 |
7.970.183 |
7.485.903 |
7.433.541 |
1.02.02.01 |
Investments |
15 |
8.065.460 |
7.970.183 |
463.436 |
449.928 |
1.02.02.01.01 |
Equity in investees |
|
- |
- |
398.535 |
392.800 |
1.02.02.01.02 |
Equity in investees - goodwill |
|
- |
- |
3.830 |
4.012 |
1.02.02.01.03 |
Equity in subsidiaries |
|
8.027.286 |
7.932.009 |
- |
- |
1.02.02.01.04 |
Other investments |
|
38.174 |
38.174 |
61.071 |
53.116 |
1.02.02.02 |
Property, Plant, and Equipment |
16 |
- |
- |
6.904.454 |
6.864.588 |
1.02.02.03 |
Intangible Assets |
17 |
- |
- |
113.067 |
113.962 |
1.02.02.04 |
Deferred Assets |
|
- |
- |
4.946 |
5.063 |
|
|
|
|
|
|
|
The accompanying notes are an integral part of these quarterly financial statements.
3
Table of Contents
Balance Sheet Liabilities
As of September 30, 2008 and June 30, 2008
(In thousands of reais)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CODE |
DESCRIPTION |
N.
no. |
Parent Company |
Consolidated |
|
|
|
|
|
|
|
|
|
|
30/09/2008 |
30/06/2008 |
30/09/2008 |
30/06/2008 |
|
2 |
TOTAL LIABILITIES |
|
9,520,238 |
9,349,151 |
13,083,881 |
12,734,862 |
2.01 |
CURRENT LIABILITIES |
|
337,745 |
295,775 |
1,820,237 |
1,631,408 |
2.01.01 |
Loans and financing |
18 |
13,459 |
19,975 |
80,737 |
85,487 |
2.01.02 |
Debentures |
19 |
143,078 |
162,639 |
161,603 |
165,943 |
2.01.03 |
Suppliers |
20 |
742 |
871 |
448,217 |
409,361 |
2.01.04 |
Taxes, fees, and contributions |
8 |
37,470 |
35,917 |
366,413 |
344,200 |
2.01.05 |
Dividends payable |
|
142,813 |
76,184 |
142,832 |
80,267 |
2.01.06 |
Accrued payroll costs |
21 |
135 |
149 |
161,067 |
97,829 |
2.01.08 |
Other |
|
48 |
40 |
459,368 |
448,321 |
2.01.08.01 |
Post-employment benefits |
22 |
17 |
9 |
19,331 |
17,506 |
2.01.08.02 |
Account for Compensation of Portion A |
9 |
- |
- |
42,300 |
51,908 |
2.01.08.03 |
Other regulatory liabilities |
10 |
- |
- |
32,029 |
37,869 |
2.01.08.04 |
Customer charges due |
23 |
- |
- |
44,731 |
36,386 |
2.01.08.05 |
R & D and Energy Efficiency |
24 |
- |
- |
203,819 |
194,918 |
2.01.08.06 |
Other accounts payable |
25 |
31 |
31 |
117,158 |
109,734 |
2.02 |
NON-CURRENT LIABILITIES |
|
1,205,281 |
1,204,180 |
3,041,865 |
3,015,784 |
2.02.01 |
Long-Term Liabilities |
|
1,205,281 |
1,204,180 |
2,966,871 |
2,940,790 |
2.02.01.01 |
Loans and financing |
18 |
402,238 |
390,004 |
842,285 |
807,430 |
2.02.01.02 |
Debentures |
19 |
600,000 |
600,000 |
854,582 |
869,638 |
2.02.01.03 |
Provisions for contingencies |
26 |
203,043 |
214,176 |
530,087 |
532,382 |
2.02.01.06 |
Other |
|
- |
- |
739,917 |
731,340 |
2.02.01.06.01 |
Suppliers |
20 |
- |
- |
207,006 |
200,730 |
2.02.01.06.02 |
Taxes and social contributions |
8 |
- |
- |
25,017 |
18,195 |
2.02.01.06.03 |
Post-employment benefits |
22 |
- |
- |
479,476 |
479,438 |
2.02.01.06.04 |
Account for Compensation of Portion A |
9 |
- |
- |
10,109 |
11,732 |
2.02.01.06.05 |
Other regulatory liabilities |
10 |
- |
- |
10,882 |
14,510 |
2.02.01.06.06 |
Other payables |
25 |
- |
- |
7,427 |
6,735 |
2.02.02 |
Income from future years |
15 |
- |
- |
74,994 |
74,994 |
2.03 |
MINORITY INTEREST |
|
- |
- |
244,567 |
238,474 |
2.04 |
SHAREHOLDERS' EQUITY |
|
7,977,212 |
7,849,196 |
7,977,212 |
7,849,196 |
2.04.01 |
Paid-In Share Capital |
27 |
4,460,000 |
4,460,000 |
4,460,000 |
4,460,000 |
2.04.02 |
Capital Reserves |
|
838,340 |
838,340 |
838,340 |
838,340 |
2.04.04 |
Income Reserves |
|
1,937,837 |
1,937,837 |
1,937,837 |
1,937,837 |
2.04.04.01 |
Legal reserves |
|
323,653 |
323,653 |
323,653 |
323,653 |
2.04.04.02 |
Retained earnings |
|
1,614,184 |
1,614,184 |
1,614,184 |
1,614,184 |
2.04.05 |
Accrued Earnings |
|
741,035 |
613,019 |
741,035 |
613,019 |
|
|
|
|
|
|
|
The accompanying notes are an integral part of these quarterly financial statements.
4
Table of Contents
Statement of Income
For the periods ended on September 30, 2008 and 2007
(In thousands of reais)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CODE |
DESCRIPTION |
N.
no. |
Parent Company |
Consolidated |
|
|
|
|
|
|
|
|
|
|
30/09/2008 |
30/09/2007 |
30/09/2008 |
30/09/2007 |
3 |
STATEMENT OF INCOME |
|
|
|
|
|
3.01 |
GROSS REVENUES FROM SALES AND/OR SERVICES |
28 |
- |
- |
6,145,638 |
5,876,835 |
3.01.01 |
Power sales to final customers |
|
- |
- |
2,214,660 |
2,015,820 |
3.01.02 |
Power sales to distributors |
|
- |
- |
978,975 |
1,039,988 |
3.01.03 |
Use of the power grid |
|
- |
- |
2,587,189 |
2,480,394 |
3.01.04 |
Telecommunications revenues |
|
- |
- |
57,623 |
46,584 |
3.01.05 |
Distribution of piped gas |
|
- |
- |
206,751 |
184,581 |
3.01.06 |
Other operating revenues |
|
- |
- |
100,440 |
109,468 |
3.02 |
DEDUCTIONS FROM GROSS REVENUES |
29 |
- |
- |
(2,089,678) |
(2,052,051) |
3.03 |
NET REVENUES FROM SALES AND/OR SERVICES |
|
- |
- |
4,055,960 |
3,824,784 |
3.04 |
COST OF SALES AND/OR SERVICES |
30 |
- |
- |
(2,523,678) |
(2,128,975) |
3.04.01 |
Power purchased for resale |
|
- |
- |
(1,186,106) |
(931,066) |
3.04.02 |
Charges for the use of the power grid |
|
- |
- |
(317,602) |
(363,140) |
3.04.03 |
Payroll |
|
- |
- |
(367,811) |
(290,769) |
3.04.04 |
Pension and healthcare plans |
|
- |
- |
(46,301) |
(1,701) |
3.04.05 |
Materials and supplies |
|
- |
- |
(35,428) |
(34,699) |
3.04.06 |
Raw materials and supplies for power generation |
|
- |
- |
(12,599) |
16,728 |
3.04.07 |
Natural gas and supplies for the gas business |
|
- |
- |
(109,325) |
(102,233) |
3.04.08 |
Third-party services |
|
- |
- |
(140,751) |
(110,432) |
3.04.09 |
Depreciation and amortization |
|
- |
- |
(282,453) |
(299,641) |
3.04.11 |
Other costs |
|
- |
- |
(25,302) |
(12,022) |
3.05 |
RESULT OF OPERATIONS |
|
- |
- |
1,532,282 |
1,695,809 |
3.06 |
OPERATING EXPENSES/REVENUES |
|
903,889 |
737,200 |
(234,724) |
(503,827) |
3.06.01 |
From sales |
30 |
- |
- |
(34,562) |
(10,223) |
3.06.02 |
General and administrative expenses/revenues |
30 |
(8,036) |
(9,143) |
(194,385) |
(208,179) |
3.06.03 |
Financial Expenses/Revenues |
31 |
(44,618) |
(80,632) |
94,566 |
(14,763) |
3.06.03.01 |
Financial revenues |
|
75,280 |
68,069 |
372,258 |
266,345 |
3.06.03.02 |
Financial expenses |
|
(119,898) |
(148,701) |
(277,692) |
(281,108) |
3.06.05 |
Other Operating Expenses |
30 |
2,037 |
(181,705) |
(125,788) |
(282,554) |
3.06.06 |
Result of equity in subsidiaries and investees |
|
954,506 |
1,008,680 |
25,445 |
11,892 |
3.06.06.01 |
Equity in subsidiaries and investees |
15 |
954,310 |
1,008,522 |
29,912 |
17,665 |
3.06.06.02 |
Amortization of goodwill |
15 |
- |
- |
(4,663) |
(5,931) |
3.06.06.03 |
Interests in other companies |
|
196 |
158 |
196 |
158 |
3.07 |
OPERATING INCOME (LOSSES) |
|
903,889 |
737,200 |
1,297,558 |
1,191,982 |
3.08 |
NON-OPERATING INCOME (LOSSES) |
|
1 |
116 |
(6,278) |
(38,129) |
3.08.01 |
Revenues |
|
1 |
116 |
4,176 |
250 |
3.08.02 |
Expenses |
|
- |
- |
(10,454) |
(38,379) |
3.09 |
INCOME (LOSSES) BEFORE TAXES/EQ. INVESTMENTS |
|
903,890 |
737,316 |
1,291,280 |
1,153,853 |
3.10 |
PROVISION FOR INCOME TAX AND SOCIAL CONT. |
8 |
(3,191) |
(186) |
(354,328) |
(404,189) |
3.11 |
DEFERRED INCOME TAX |
8 |
(1,664) |
57,238 |
(20,727) |
68,904 |
3.14 |
MINORITY INTEREST |
|
- |
- |
(17,190) |
(24,200) |
3.15 |
NET INCOME FOR THE PERIOD |
|
899,035 |
794,368 |
899,035 |
794,368 |
|
|
NET INCOME PER SHARE - in reais |
|
3.2853 |
2.9028 |
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these quarterly financial statements.
5
Table of Contents
Statement of Income Third Quarter Variations
For the quarters ended on September 30, 2008 and 2007
(In thousands of reais)
|
|
|
|
|
|
|
|
|
|
|
|
CODE |
DESCRIPTION |
|
Consolidated |
|
|
|
|
|
|
|
|
01/07/2008 |
01/01/2008 |
01/07/2007 |
01/01/2007 |
|
|
- 30/09/2008 |
- 30/09/2008 |
- 30/09/2007 |
- 30/09/2007 |
3 |
STATEMENT OF INCOME |
|
|
|
|
3.01 |
GROSS REVENUES FROM SALES AND/OR SERVICES |
2,135,259 |
6,145,638 |
2,030,530 |
5,876,835 |
3.01.01 |
Power sales to final customers |
760,399 |
2,214,660 |
713,447 |
2,015,820 |
3.01.02 |
Power sales to distributors |
354,700 |
978,975 |
352,869 |
1,039,988 |
3.01.03 |
Use of the power grid |
884,412 |
2,587,189 |
805,450 |
2,480,394 |
3.01.04 |
Telecommunications revenues |
20,846 |
57,623 |
16,754 |
46,584 |
3.01.05 |
Distribution of piped gas |
76,789 |
206,751 |
65,408 |
184,581 |
3.01.06 |
Other operating revenues |
38,113 |
100,440 |
76,602 |
109,468 |
3.02 |
DEDUCTIONS FROM GROSS REVENUES |
(747,827) |
(2,089,678) |
(675,494) |
(2,052,051) |
3.03 |
NET REVENUES FROM SALES AND/OR SERVICES |
1,387,432 |
4,055,960 |
1,355,036 |
3,824,784 |
3.04 |
COST OF SALES AND/OR SERVICES |
(915,171) |
(2,523,678) |
(714,188) |
(2,128,975) |
3.04.01 |
Power purchased for resale |
(411,903) |
(1,186,106) |
(342,938) |
(931,066) |
3.04.02 |
Charges for the use of the power grid |
(136,001) |
(317,602) |
(95,001) |
(363,140) |
3.04.03 |
Payroll |
(147,048) |
(367,811) |
(96,954) |
(290,769) |
3.04.04 |
Pension and healthcare plans |
(15,556) |
(46,301) |
(11,801) |
(1,701) |
3.04.05 |
Materials and supplies |
(13,601) |
(35,428) |
(10,839) |
(34,699) |
3.04.06 |
Raw materials and supplies for power generation |
(4,325) |
(12,599) |
23,128 |
16,728 |
3.04.07 |
Natural gas and supplies for the gas business |
(44,902) |
(109,325) |
(35,815) |
(102,233) |
3.04.08 |
Third-party services |
(45,214) |
(140,751) |
(40,376) |
(110,432) |
3.04.09 |
Depreciation and amortization |
(88,193) |
(282,453) |
(100,754) |
(299,641) |
3.04.11 |
Other costs |
(8,428) |
(25,302) |
(2,838) |
(12,022) |
3.05 |
RESULT OF OPERATIONS |
472,261 |
1,532,282 |
640,848 |
1,695,809 |
3.06 |
OPERATING EXPENSES/REVENUES |
(113,744) |
(234,724) |
(290,440) |
(503,827) |
3.06.01 |
From sales |
(6,626) |
(34,562) |
(15,978) |
(10,223) |
3.06.02 |
General and administrative expenses/revenues |
(77,723) |
(194,385) |
(72,651) |
(208,179) |
3.06.03 |
Financial Expenses/Revenues |
7,930 |
94,566 |
9,379 |
(14,763) |
3.06.03.01 |
Financial revenues |
120,641 |
372,258 |
105,895 |
266,345 |
3.06.03.02 |
Financial expenses |
(112,711) |
(277,692) |
(96,516) |
(281,108) |
3.06.05 |
Other Operating Expenses |
(44,263) |
(125,788) |
(217,455) |
(282,554) |
3.06.06 |
Result of equity in subsidiaries and investees |
6,938 |
25,445 |
6,265 |
11,892 |
3.06.06.01 |
Equity in subsidiaries and investees |
7,883 |
29,912 |
8,263 |
17,665 |
3.06.06.02 |
Amortization of goodwill |
(957) |
(4,663) |
(1,977) |
(5,931) |
3.06.06.03 |
Interests in other companies |
12 |
196 |
(21) |
158 |
3.07 |
OPERATING INCOME (LOSSES) |
358,517 |
1,297,558 |
350,408 |
1,191,982 |
3.08 |
NON-OPERATING INCOME (LOSSES) |
(2,310) |
(6,278) |
(3,662) |
(38,129) |
3.08.01 |
Revenues |
927 |
4,176 |
6 |
250 |
3.08.02 |
Expenses |
(3,237) |
(10,454) |
(3,668) |
(38,379) |
3.09 |
INCOME (LOSSES) BEFORE TAXES/EQ. INVESTMENTS |
356,207 |
1,291,280 |
346,746 |
1,153,853 |
3.10 |
PROVISION FOR INCOME TAX AND SOCIAL CONT. |
(70,997) |
(354,328) |
(78,049) |
(404,189) |
3.11 |
DEFERRED INCOME TAX |
6,900 |
(20,727) |
14,127 |
68,904 |
3.14 |
MINORITY INTEREST |
(6,094) |
(17,190) |
(13,058) |
(24,200) |
3.15 |
NET INCOME FOR THE PERIOD |
286,016 |
899,035 |
269,766 |
794,368 |
|
|
|
|
|
|
The accompanying notes are an integral part of these quarterly financial statements.
6
Table of Contents
NOTES TO THE QUARTERLY INFORMATION
As of September 30, 2008
(In thousands of reais, except where otherwise indicated)
1 Operations
Companhia Paranaense de Energia - COPEL (COPEL, the Company or the Parent Company) is a public company with shares traded on stock exchanges in Brazil, the United States of America and Spain. COPEL is a mixed capital company, controlled by the
Government of the State of Paraná, engaged, through its subsidiaries, in researching, studying, planning, building, and exploiting the production, transformation, transportation, distribution, and sale of energy, in any form, but particularly
electric energy. These activities are regulated by the National Electric Energy Agency - ANEEL, which reports to the Ministry of Mines and Energy. Additionally, COPEL takes part in consortiums, private enterprises, or mixed capital companies in
order to operate mostly in the areas of energy, telecommunications, natural gas, and water supply and sanitation.
COPELs wholly-owned subsidiaries are: COPEL Geração e Transmissão, COPEL Distribuição, COPEL Telecomunicações, and COPEL Participações.
On November 30, 2007, COPEL Transmissão was split and incorporated by COPEL Geração e Transmissão and by COPEL Distribuição.
COPEL Geração e Transmissão holds a 51% interest in Consórcio Energético Cruzeiro do Sul and, in September 2007, it acquired a controlling interest in Centrais Eólicas do Paraná Ltda. (Notes 15.d and
15.f).
The companies controlled by COPEL Participações are: Companhia Paranaense de Gás Compagas, Elejor Centrais Elétricas do Rio Jordão S.A., COPEL Empreendimentos, UEG Araucária Ltda. and, as of
January 2008, Dominó Holdings S.A., controlled jointly with the other shareholders (Note 15.e).
On December 28, 2006, UEG Araucária signed an agreement with Petróleo Brasileiro S.A. - Petrobras, leasing the Araucária Thermal Power Plant in return for monthly payments, over a period of one year, extended until December 31,
2008.
2 Presentation of the Quarterly Information
Authorization for the completion of this quarterly report was granted at Meeting of the Board of Officers held on November 10, 2008.
7
Table of Contents
The information featured in this report has been prepared in accordance with the provisions of the Brazilian Corporate Law, with the accounting practices adopted in Brazil, with the specific legislation enacted by ANEEL, and with the regulations of
the Brazilian Securities and Exchange Commission (CVM), including CVM Instruction no. 469/2008.
COPEL has consolidated the financial statements of its wholly-owned subsidiaries and of the investees listed in Note 1.
The financial statements of Dominó Holdings S.A. have been consolidated into COPELs statements as of this fiscal year, proportionally to COPEL Participações 45% interest in the company.
Expenditures in connection with Consórcio Cruzeiro do Sul are recorded as investments, proportionally to COPELs share in the consortium, pursuant to the Accounting Manual for Electric Energy Utilities.
The balance sheets of the wholly-owned subsidiaries (consolidated with those of the companies in which they have a controlling interest) are featured in Note 35, and their statements of income are featured in Note 36, reclassified for the purpose of
ensuring consistency with the account classification adopted by COPEL.
The Companys investments in the shareholders equities of subsidiaries, as well as the assets, liabilities, revenues, and expenses arising from intercompany operations, have been eliminated upon consolidation, and the minority interests
are shown separately, so that the consolidated quarterly statements effectively represent the balances of transactions with third parties.
All subsidiaries follow the accounting practices adopted by COPEL, and the accounting practices adopted in the preparation of this quarterly report are consistent with those adopted in the financial statements as of December 31, 2007.
The dates of the financial statements of investees, which have been used for the calculation of equity in their results and for consolidation purposes, coincide with those of the Parent Company.
For purposes of comparison, the following reclassifications have been made in the statement of income as of September 30, 2007:
|
|
|
|
|
|
Original account: |
Reclassified account: |
Consolidated |
|
|
|
Operating revenues (a) |
Operating revenues (a) |
2,267,214 |
Power sales to final customers |
Use of the power grid |
2,267,214 |
|
Deductions from operating revenues (b) |
Cost of sales and/or services (b) |
(163,424) |
PIS/Pasep and Cofins taxes |
Power purchased for resale |
(110,529) |
PIS/Pasep and Cofins taxes |
Charges for the use of the power grid |
(52,895) |
. |
|
|
|
|
|
a) Amount refers to the rate for the use of the dist. system, pursuant to ANEEL Circular Letter no. 2.409, 14.11.2007.
b) Pursuant to Technical Interpretation no. 01/04 by the Institute of Independent Auditors of Brazill - Ibracon.
The Statements of Cash Flows and Added Value are featured in Notes 38 and 39, respectively.
8
Table of Contents
3 Cash in Hand
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
30.09.2008 |
30.06.2008 |
Cash and banks |
624 |
93 |
42,378 |
35,924 |
Financial investments |
|
|
|
|
Federal banks |
374,168 |
497,105 |
1,784,995 |
1,546,792 |
Private banks |
- |
- |
5,431 |
5,278 |
|
374,168 |
497,105 |
1,790,426 |
1,552,070 |
|
|
|
|
|
|
374,792 |
497,198 |
1,832,804 |
1,587,994 |
|
|
|
|
|
Most of the financial investments of the Company and of its subsidiaries have been made in official state-owned financial institutions, comprising mostly fixed income securities tied to federal bonds, bearing an average yield of 100% the Interbank
Deposit Certificate rate. These investments can be redeemed at any time, with no loss of any accrued earnings.
9
Table of Contents
4 Consumers and Distributors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Not yet |
|
Overdue for |
|
Overdue for |
|
Consolidated |
|
|
due |
|
up to 90 days |
|
over 90 days |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Consumers |
|
|
|
|
|
|
|
|
Residential |
|
95,878 |
|
68,871 |
|
7,717 |
172,466 |
169,629 |
Industrial |
|
116,336 |
|
18,419 |
|
45,326 |
180,081 |
179,121 |
Commercial |
|
65,774 |
|
19,390 |
|
9,165 |
94,329 |
89,634 |
Rural |
|
12,909 |
|
4,451 |
|
385 |
17,745 |
17,195 |
Public agencies |
|
24,855 |
|
1,716 |
|
2,004 |
28,575 |
39,789 |
Public lighting |
|
13,846 |
|
124 |
|
266 |
14,236 |
14,014 |
Public services |
|
11,776 |
|
349 |
|
170 |
12,295 |
11,609 |
Unbilled |
|
154,467 |
|
- |
|
- |
154,467 |
145,885 |
Energy installment plan |
|
80,736 |
|
3,878 |
|
13,889 |
98,503 |
98,195 |
Energy installment plan - long-term |
84,474 |
|
- |
|
- |
84,474 |
90,737 |
Low income customer rates |
|
29,143 |
|
- |
|
- |
29,143 |
28,502 |
Penalties on overdue bills |
|
4,022 |
|
3,531 |
|
6,474 |
14,027 |
14,476 |
State Government-"Luz Fraterna" Program |
1,924 |
|
5,052 |
|
- |
6,976 |
24,157 |
Red. of rate for use of distribution system |
4,024 |
|
- |
|
- |
4,024 |
5,271 |
Gas supply |
|
19,036 |
|
236 |
|
695 |
19,967 |
19,469 |
Other receivables |
|
8,427 |
|
2,547 |
|
2,207 |
13,181 |
17,499 |
Other receivables - long-term |
|
3,220 |
|
- |
|
- |
3,220 |
3,071 |
|
|
730,847 |
|
128,564 |
|
88,298 |
947,709 |
968,253 |
Distributors |
|
|
|
|
|
|
|
|
Bulk supply |
|
|
|
|
|
|
|
|
Bulk supply - CCEE (Note 32) |
8,724 |
|
- |
|
105 |
8,829 |
3,449 |
Power auction |
|
93,451 |
|
- |
|
- |
93,451 |
83,744 |
Bilateral agreements |
|
49,020 |
|
- |
|
- |
49,020 |
43,235 |
Reimbursement to generators |
|
723 |
|
- |
|
- |
723 |
824 |
Reimbursement to generators - long-term |
10,084 |
|
- |
|
- |
10,084 |
10,274 |
Contracts with small utilities |
|
6,842 |
|
- |
|
- |
6,842 |
6,872 |
Short-term bulk supply |
|
- |
|
- |
|
126 |
126 |
126 |
|
|
168,844 |
|
- |
|
231 |
169,075 |
148,524 |
Charges for use of power grid |
|
|
|
|
|
|
|
Power grid |
|
12,973 |
|
231 |
|
2,329 |
15,533 |
16,289 |
Basic Network |
|
27,223 |
|
27 |
|
217 |
27,467 |
28,899 |
Connection grid |
|
189 |
|
- |
|
- |
189 |
189 |
|
|
40,385 |
|
258 |
|
2,546 |
43,189 |
45,377 |
|
|
|
|
|
|
|
|
|
|
|
940,076 |
|
128,822 |
|
91,075 |
1,159,973 |
1,162,154 |
|
|
|
|
|
|
|
|
|
30.09.2008 |
Current total |
842,298 |
|
128,822 |
|
91,075 |
1,062,195 |
|
|
Long-term total |
97,778 |
|
- |
|
- |
97,778 |
|
|
|
|
|
|
|
|
|
|
30.06.2008 |
Current total |
812,580 |
|
134,441 |
|
111,051 |
|
1,058,072 |
|
Long-term total |
104,082 |
|
- |
|
- |
|
104,082 |
|
|
|
|
|
|
|
|
|
10
Table of Contents
5 Provision for Doubtful Accounts
COPELs senior management has considered the following amounts as sufficient to cover potential losses on the realization of receivables:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions / |
|
Reversal of |
|
|
|
|
Consolidated |
|
(reversals) |
|
write-offs |
|
|
|
Consolidated |
|
|
|
31.12.2007 |
|
|
|
|
|
30.09.2008 |
|
30.06.2008 |
Consumers and distributors |
|
|
|
|
|
|
|
|
|
|
Residential |
|
16,268 |
|
9,075 |
|
1 |
|
25,344 |
|
23,364 |
Industrial |
|
41,941 |
|
6,397 |
|
- |
|
48,338 |
|
46,841 |
Commercial |
|
8,454 |
|
3,758 |
|
3 |
|
12,215 |
|
10,883 |
Rural |
|
38 |
|
145 |
|
- |
|
183 |
|
111 |
Public agencies |
|
1,725 |
|
635 |
|
- |
|
2,360 |
|
2,235 |
Public lighting |
|
146 |
|
21 |
|
- |
|
167 |
|
151 |
Public services |
|
288 |
|
(278) |
|
- |
|
10 |
|
10 |
Utilities |
|
2,726 |
|
- |
|
105 |
|
2,831 |
|
2,831 |
Utilities - long-term |
|
11,469 |
|
(1,730) |
|
- |
|
9,739 |
|
9,739 |
Gas supply |
|
6 |
|
(6) |
|
- |
|
- |
|
- |
|
|
|
83,061 |
|
18,017 |
|
109 |
|
101,187 |
|
96,165 |
|
Current
total |
|
71,592 |
|
19,747 |
|
109 |
|
91,448 |
|
86,426 |
Long-term total |
|
11,469 |
|
(1,730) |
|
- |
|
9,739 |
|
9,739 |
|
6 Dividends Receivable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
|
|
Consolidated |
|
|
|
30.09.2008 |
|
30.06.2008 |
|
30.09.2008 |
|
30.06.2008 |
Investees and subsidiaries |
|
|
|
|
|
|
|
|
COPEL Geração e Transmissão |
|
94,754 |
|
- |
|
- |
|
- |
COPEL Distribuição |
|
80,273 |
|
- |
|
- |
|
- |
COPEL Participações |
|
14,450 |
|
10,437 |
|
- |
|
- |
Sanepar |
|
- |
|
- |
|
3,529 |
|
3,529 |
|
. |
|
189,477 |
|
10,437 |
|
3,529 |
|
3,529 |
|
7 CRC Transferred to the Government of the State of Paraná
By means of a fourth amendment dated January 21, 2005, the Company again renegotiated with the Government of Paraná the outstanding CRC balance as of December 31, 2004, in the amount of R$ 1,197,404, to be paid in 244 installments under the
Price amortization system, restated according to the IGP-DI inflation index plus interest of 6.65% p.a., with the first installment due on January 30, 2005 and the others due in subsequent and consecutive months.
The State Government has been in compliance with the payments of the renegotiated installments according to the terms of the fourth amendment to the CRC agreement. Amortizations are secured by resources from dividends.
11
Table of Contents
a) Maturity of long-term installments
|
|
|
|
|
|
|
|
. |
|
|
|
|
|
|
Consolidated |
|
|
|
30.09.2008 |
|
30.06.2008 |
2009 |
|
11,984 |
|
23,517 |
2010 |
|
49,912 |
|
49,369 |
2011 |
|
53,232 |
|
52,652 |
2012 |
|
56,772 |
|
56,153 |
2013 |
|
60,548 |
|
59,888 |
2014 |
|
64,574 |
|
63,871 |
2015 |
|
68,869 |
|
68,119 |
2016 |
|
73,449 |
|
72,649 |
2017 |
|
78,334 |
|
77,480 |
2018 |
|
83,543 |
|
82,633 |
2019 |
|
89,099 |
|
88,129 |
2020 |
|
95,025 |
|
93,990 |
2021 |
|
101,345 |
|
100,240 |
After 2021 |
|
389,068 |
|
384,827 |
|
|
|
1,275,754 |
|
1,273,517 |
|
b) Changes in the CRC balance
|
|
|
|
|
|
|
|
|
|
Current |
|
Long-Term |
|
Consolidated |
Balances |
|
Assets |
|
Receivables |
|
Total |
|
As of December 31, 2007 |
|
40,509 |
|
1,209,853 |
|
1,250,362 |
Interest and fees |
|
40,095 |
|
- |
|
40,095 |
Monetary variation |
|
807 |
|
85,629 |
|
86,436 |
Transfers |
|
21,965 |
|
(21,965) |
|
- |
Amortization |
|
(60,023) |
|
- |
|
(60,023) |
As of June 30, 2008 |
|
43,353 |
|
1,273,517 |
|
1,316,870 |
Interest and fees |
|
19,805 |
|
- |
|
19,805 |
Monetary variation |
|
265 |
|
14,016 |
|
14,281 |
Transfers |
|
11,779 |
|
(11,779) |
|
- |
Amortization |
|
(30,013) |
|
- |
|
(30,013) |
As of September 30, 2008 |
|
45,189 |
|
1,275,754 |
|
1,320,943 |
|
12
Table of Contents
8 Taxes and Social Contribution
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
|
|
Consolidated |
|
|
|
30.09.2008 |
|
30.06.2008 |
|
30.09.2008 |
|
30.06.2008 |
Current assets |
|
|
|
|
|
|
|
|
Deferred IRPJ/CSLL (a) |
|
115 |
|
9,967 |
|
75,227 |
|
70,996 |
IRPJ/CSLL to be offset (b) |
|
74,571 |
|
70,429 |
|
126,763 |
|
88,847 |
ICMS (VAT) to be offset |
|
- |
|
- |
|
26,735 |
|
26,927 |
PIS/Pasep and Cofins taxes to be offset |
|
- |
|
- |
|
429 |
|
491 |
Other taxes to be offset |
|
- |
|
- |
|
1,155 |
|
1,159 |
|
|
74,686 |
|
80,396 |
|
230,309 |
|
188,420 |
Long-term receivables |
|
|
|
|
|
|
|
|
Deferred IRPJ/CSLL (a) |
|
122,762 |
|
126,553 |
|
441,000 |
|
439,042 |
IRPJ/CSLL to be offset (b) |
|
4,525 |
|
4,525 |
|
4,525 |
|
4,525 |
ICMS (VAT) to be offset |
|
- |
|
- |
|
58,759 |
|
54,225 |
|
|
127,287 |
|
131,078 |
|
504,284 |
|
497,792 |
Current liabilities |
|
|
|
|
|
|
|
|
Deferred IRPJ/CSLL (a) |
|
- |
|
- |
|
43,758 |
|
51,622 |
IRPJ/CSLL payable |
|
- |
|
- |
|
109,672 |
|
91,100 |
ICMS (VAT) payable |
|
- |
|
- |
|
137,467 |
|
131,110 |
PIS/Pasep and Cofins payable |
|
1,573 |
|
2 |
|
31,250 |
|
29,668 |
REFIS Installments (c) |
|
35,068 |
|
35,068 |
|
35,068 |
|
35,068 |
Income tax withheld on interest on capital |
|
- |
|
- |
|
2,550 |
|
- |
Other taxes |
|
829 |
|
847 |
|
6,648 |
|
5,632 |
|
|
37,470 |
|
35,917 |
|
366,413 |
|
344,200 |
Long-term liabilities |
|
|
|
|
|
|
|
|
Deferred IRPJ/CSLL (a) |
|
- |
|
- |
|
24,332 |
|
17,178 |
ICMS (VAT) payable |
|
- |
|
- |
|
685 |
|
1,017 |
|
|
- |
|
- |
|
25,017 |
|
18,195 |
|
IRPF = Corporate income tax |
CSLL = Social contribution on net income |
a) Deferred income tax and social contribution
The Company records deferred income tax, calculated at the rate of 15%, plus an additional rate of 10%, and deferred social contribution, at the rate of 9%.
Taxes levied on the pension and healthcare plans are being realized according to the actuarial assessment conducted annually by an independent actuary, pursuant to the rules set forth in CVM Instruction no. 371/2000. Deferred taxes on all other
provisions will be realized as judicial rulings are issued and regulatory assets are realized.
Under current tax legislation, tax losses and negative bases for social contributions may be offset against future income, up to the limit of 30% of the taxable income for each year, and do not lapse.
13
Table of Contents
Deferred income tax and social contribution credits have been recorded as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
|
|
Consolidated |
|
|
|
30.09.2008 |
|
30.06.2008 |
|
30.09.2008 |
|
30.06.2008 |
Current assets |
|
|
|
|
|
|
|
|
Pension and healthcare plans |
|
- |
|
- |
|
4,070 |
|
3,866 |
Tax losses |
|
- |
|
9,815 |
|
- |
|
9,815 |
Passive CVA |
|
- |
|
- |
|
14,382 |
|
17,648 |
Temporary additions |
|
115 |
|
152 |
|
56,775 |
|
39,667 |
|
|
115 |
|
9,967 |
|
75,227 |
|
70,996 |
Long-term receivables |
|
|
|
|
|
|
|
|
Pension and healthcare plans |
|
- |
|
- |
|
162,503 |
|
162,490 |
Tax losses and negative tax basis |
|
10,858 |
|
11,466 |
|
22,592 |
|
23,200 |
Temporary additions: |
|
- |
|
- |
|
- |
|
- |
Provisions for contingencies |
|
89,465 |
|
92,648 |
|
167,614 |
|
156,300 |
Provision for doubtful accounts |
|
1,839 |
|
1,839 |
|
46,725 |
|
34,465 |
REFIS/FINAN provision |
|
14,805 |
|
14,805 |
|
14,805 |
|
14,805 |
Provisions for regulatory liabilities |
|
- |
|
- |
|
3,733 |
|
4,964 |
Provision for effects of network charges |
|
- |
|
- |
|
3,310 |
|
3,310 |
Amortization of goodwill |
|
5,120 |
|
5,120 |
|
19,036 |
|
18,732 |
Other |
|
675 |
|
675 |
|
682 |
|
20,776 |
|
|
122,762 |
|
126,553 |
|
441,000 |
|
439,042 |
(-) Current liabilities |
|
|
|
|
|
|
|
|
Active CVA |
|
- |
|
- |
|
30,850 |
|
35,836 |
Surplus power |
|
- |
|
- |
|
1,377 |
|
1,792 |
Temporary exclusions |
|
- |
|
- |
|
11,531 |
|
13,994 |
|
|
- |
|
- |
|
43,758 |
|
51,622 |
(-) Long-term liabilities |
|
|
|
|
|
|
|
|
Temporary exclusions |
|
|
|
|
|
|
|
|
Active CVA |
|
- |
|
- |
|
13,301 |
|
5,418 |
TUSD, aquiculture, and irrigation rates |
|
- |
|
- |
|
99 |
|
- |
Regulatory assets |
|
- |
|
- |
|
3,104 |
|
4,140 |
Gas supply |
|
- |
|
- |
|
7,828 |
|
7,620 |
|
|
- |
|
- |
|
24,332 |
|
17,178 |
|
|
|
122,877 |
|
136,520 |
|
448,137 |
|
441,238 |
|
The Companys Board of Directors and Fiscal Council have approved the technical study prepared by the Chief Finance, Investor Relations, and Corporate Partnerships Office on future profitability projections, which points out to the realization
of deferred taxes. According to the estimates of future taxable income, the realization of deferred taxes is broken down below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Consolidated |
|
|
|
|
|
|
|
Estimated |
|
Actual |
|
Estimated |
|
Estimated |
|
Actual |
|
Estimated |
|
|
realizable |
|
realized |
|
realizable |
|
realizable |
|
realized |
|
realizable |
|
|
amount |
|
amount |
|
amount |
|
amount |
|
amount |
|
amount |
|
2008 |
|
3,354 |
|
1,665 |
|
- |
|
92,191 |
|
85,638 |
|
|
2009 |
|
- |
|
- |
|
3,073 |
|
- |
|
- |
|
25,262 |
2010 |
|
- |
|
- |
|
4,905 |
|
- |
|
- |
|
31,516 |
2011 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
22,620 |
2012 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
15,342 |
2013 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
13,700 |
After 2013 |
|
- |
|
- |
|
114,899 |
|
- |
|
- |
|
339,697 |
|
|
|
3,354 |
|
1,665 |
|
122,877 |
|
92,191 |
|
85,638 |
|
448,137 |
|
14
Table of Contents
Projected future income will be revised by management upon the approval of the financial statements for fiscal year 2008, in April 2009.
b) Income tax and social contribution paid in advance
Amounts recorded as corporate income tax (IRPJ) and social contribution on net income (CSLL) paid in advance refer to corporate tax return credits and amounts withheld.
c) Tax recovery program - REFIS
On December 16, 2000, COPEL signed up for the Tax Recovery Program (REFIS), established by Law no. 9,964, dated April 10, 2000, in order to pay in 60 monthly and equal installments an outstanding debt to the National Social Security Institute (INSS)
in the consolidated amount of R$ 82,540, retroactive to March 1, 2000.
The Brazilian Internal Revenue Service (SRF) included in the Companys REFIS account, without COPELs awareness, income tax and social contribution claims in the amount of R$ 11,100, retroactively to the date of consolidation, March 1,
2000, thus raising total debt to R$ 93,640.
In September 2003, the Company, based on a legal opinion, set up a provision for the tax installments which hadn't been amortized until then. This provision, restated as of September 30, 2006, amounted to R$ 73,844, net, which corresponded to the
restated balance of its REFIS account, taking into account amortizations and interest charges (TJLP).
On August 31, 2006, COPEL filed for withdrawal from REFIS, only so it could sign up for the new tax installment plan established by Provisional Measure no. 303/2006, called Special Installment Plan or PAEX. By doing so, COPEL can now take advantage
of the benefits of this plan by paying off the outstanding debt in six installments, with an 80% discount off the penalties and a 30% discount off the interest due. The Companys application was completed on September 14, 2006.
Meanwhile, COPEL filed a lawsuit disputing the SRF's claims, which, in the Company's understanding, where wrongly included in REFIS I. The SRF recognized the rights of COPEL, which won the lawsuit. Thus, the new installment plan includes only the
remaining debt to INSS which was included in REFIS, i.e., net of payments already made, resulting in the amount, according to the INSS' initial calculation, of R$ 37,782, restated according to the SELIC interest rate, to be paid in six installments.
These installments have already been paid.
Nevertheless, the INSS has already indicated it plans to restore the interest charges that were waived under REFIS I, in the amount of R$ 38,600 (as of September 2006). INSS has not yet made a final decision on how it will calculate the
grand total of this debt, thus it has suspended the collection of the respective credits. Thus, the INSS has not offered any guarantees that their calculations are final, claiming that "final consolidation" of the debt has not been concluded yet.
Accordingly, in light of these circumstances, the Company maintained the provision in the amount of R$ 35,068 to cover the new INSS claim under PAEX.
15
Table of Contents
d) Conciliation of the provision for income tax and social contribution
The conciliation of the provision for income tax (IRPJ) and social contribution (CSLL), calculated at the applicable rates, with the amounts recorded in the statement of income is shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
|
|
Consolidated |
|
|
|
30.09.2008 |
|
30.09.2007 |
|
30.09.2008 |
|
30.09.2007 |
Income before IRPJ and CSLL: |
|
903,890 |
|
737,316 |
|
1,291,280 |
|
1,153,853 |
IRPJ and CSLL (34%) |
|
(307,323) |
|
(250,687) |
|
(439,035) |
|
(392,310) |
Tax effects on: |
|
|
|
|
|
|
|
|
Interest on capital |
|
53,720 |
|
45,900 |
|
53,720 |
|
45,900 |
Dividends |
|
55 |
|
39 |
|
2,092 |
|
1,922 |
Equity in investees |
|
248,674 |
|
261,783 |
|
6,667 |
|
3,626 |
Adjustments from previous years in connection |
|
|
|
|
|
|
|
|
with pension and healthcare plans |
|
- |
|
- |
|
- |
|
2,066 |
Tax breaks |
|
- |
|
- |
|
3,086 |
|
1,040 |
Present value adjustment - Compagas |
|
- |
|
- |
|
(606) |
|
(545) |
Non-deductible expenses |
|
- |
|
- |
|
(673) |
|
- |
Other |
|
19 |
|
17 |
|
(306) |
|
3,016 |
Tax effects on: |
|
|
|
|
|
|
|
|
Current IRPJ and CSLL |
|
(3,191) |
|
(186) |
|
(354,328) |
|
(404,189) |
Deferred IRPJ and CSLL |
|
(1,664) |
|
57,238 |
|
(20,727) |
|
68,904 |
|
IRPJ = Corporate income tax |
CSLL = Social contribution on net income |
9 Account for Compensation of Portion A Variations
The Account for Compensation of Portion A Variations (CVA) records variations of the following Portion A cost items, as approved at the time of the annual rate reviews and as actually disbursed by companies during the year: Purchase of
Power (Bilateral Contracts, Itaipu, and Auctions), Power Transport Costs (Transport of Power from Itaipu and Basic Network Charges), and Power Sector Charges Fuel Consumption Account (CCC) quota; Energy Development Account (CDE) quota; System
Service Charges (ESS); and Program of Incentives for Alternative Energy Sources (Proinfa) quotas.
ANEEL has ordered COPEL Distribuição to apply, as of June 24, 2008, an average reduction of 3.35% to its rates for sales to final customers, pursuant to Resolution no. 663, dated June 23, 2008. Out of this percentage, - 7.17%
correspond to the annual rate review, and 3.82% to financial components outside the range of the annual rate review. CVA is part of the latter group, amounting to R$ 74,441, and is made up of two installments: CVA being processed for rate year
2007-2008, in the amount of R$ 50,103, and CVA balance from the previous year to be offset, in the amount of R$ 24,337.
COPEL expects that the amounts classified as long-term assets will be recovered in up to two years.
16
Table of Contents
a) Breakdown of CVA balances
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
|
Long-term |
Consolidated |
|
|
|
assets |
|
|
|
receivables |
|
|
|
30.09.2008 |
|
30.06.2008 |
|
30.09.2008 |
|
30.06.2008 |
Recoverable Portion A variations, 2008 rate review |
|
|
|
|
|
|
|
|
Fuel Consumption Account - CCC |
|
26,949 |
|
35,931 |
|
- |
|
- |
Charges for use of trans.sys. (Basic Network) |
|
23,863 |
|
31,816 |
|
- |
|
- |
Power purchased for resale (Itaipu) |
|
17,416 |
|
23,222 |
|
- |
|
- |
Charges for system services - ESS |
|
13,699 |
|
18,266 |
|
- |
|
- |
Energy Development Account - CDE |
|
253 |
|
338 |
|
- |
|
- |
Incentives to Alternative Energy Sources - Proinfa |
|
4,226 |
|
5,635 |
|
- |
|
- |
|
|
86,406 |
|
115,208 |
|
- |
|
- |
Recoverable Portion A variations, 2009 rate review |
|
|
|
|
|
|
|
|
Fuel Consumption Account - CCC |
|
3,364 |
|
- |
|
10,092 |
|
1,022 |
Charges for use of trans.sys. (Basic Network) |
|
3,220 |
|
- |
|
9,660 |
|
5,012 |
Charges for system services - ESS |
|
7,331 |
|
- |
|
21,995 |
|
12,967 |
Energy Development Account - CDE |
|
102 |
|
- |
|
305 |
|
229 |
Transport of purchased power (Itaipu) |
|
121 |
|
- |
|
363 |
|
- |
|
|
14,138 |
|
- |
|
42,415 |
|
19,230 |
|
|
|
100,544 |
|
115,208 |
|
42,415 |
|
19,230 |
|
|
|
|
|
|
|
Current |
|
|
|
Long-term |
Consolidated |
|
|
|
liabilities |
|
|
|
liabilities |
|
|
|
30.09.2008 |
|
30.06.2008 |
|
30.09.2008 |
|
30.06.2008 |
Portion A variations subject to offsetting, 2008 rate review |
|
|
|
|
|
|
Power purchased for resale (CVA Energy) |
|
38,590 |
|
51,453 |
|
- |
|
- |
Transport of purchased power (Itaipu) |
|
341 |
|
455 |
|
- |
|
- |
|
|
38,931 |
|
51,908 |
|
- |
|
- |
Portion A variations subject to offsetting, 2009 rate review |
|
|
|
|
|
|
Power purchased for resale (Itaipu) |
|
788 |
|
- |
|
2,366 |
|
1,533 |
Incentives to alternative sources (Proinfa) |
|
21 |
|
- |
|
64 |
|
- |
Power purchased for resale (CVA Energy) |
|
2,560 |
|
- |
|
7,679 |
|
10,138 |
Transport of purchased power (Itaipu) |
|
- |
|
- |
|
- |
|
61 |
|
|
3,369 |
|
- |
|
10,109 |
|
11,732 |
|
|
|
42,300 |
|
51,908 |
|
10,109 |
|
11,732 |
|
17
Table of Contents
b) Changes in the CVA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance |
|
Deferral |
|
Amortization |
|
Restatement |
|
Transfers |
|
Balance |
|
|
|
31.12.2007 |
|
|
|
|
|
|
|
|
|
30.09.2008 |
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
Fuel Consumption Account - CCC |
|
13,187 |
|
37,196 |
|
(11,063) |
|
1,085 |
|
- |
|
40,405 |
Charges for use of trans. syst. (Basic Network) |
|
8,148 |
|
35,475 |
|
(8,307) |
|
1,427 |
|
- |
|
36,743 |
Power purchased for resale (Itaipu) |
|
46,907 |
|
(2,152) |
|
(29,504) |
|
2,165 |
|
- |
|
17,416 |
Charges for system services - ESS |
|
7,826 |
|
45,989 |
|
(12,397) |
|
1,607 |
|
- |
|
43,025 |
Energy Development Account - CDE |
|
9,969 |
|
(3,270) |
|
(6,569) |
|
530 |
|
- |
|
660 |
Incentives to Alternative Sources - Proinfa |
|
6,770 |
|
3,165 |
|
(6,318) |
|
609 |
|
- |
|
4,226 |
Transport of purchased power (Itaipu) |
|
285 |
|
408 |
|
(211) |
|
2 |
|
- |
|
484 |
|
|
93,092 |
|
116,811 |
|
(74,369) |
|
7,425 |
|
- |
|
142,959 |
Current |
|
67,614 |
|
58,691 |
|
(74,369) |
|
5,605 |
|
43,003 |
|
100,544 |
Non-current |
|
25,478 |
|
58,120 |
|
- |
|
1,820 |
|
(43,003) |
|
42,415 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Fuel Consumption Account - CCC |
|
35,856 |
|
(1,710) |
|
(36,119) |
|
1,973 |
|
- |
|
- |
Charges for use of trans. syst. (Basic Network) |
|
34,175 |
|
(2,372) |
|
(32,579) |
|
776 |
|
- |
|
- |
Power purchased for resale (Itaipu) |
|
- |
|
3,019 |
|
- |
|
135 |
|
- |
|
3,154 |
Charges for system services - ESS |
|
7,444 |
|
(7,193) |
|
- |
|
(251) |
|
- |
|
- |
Incentives to Alternative Sources - Proinfa |
|
- |
|
85 |
|
- |
|
- |
|
- |
|
85 |
Power purchased for resale (CVA Energy) |
|
87,177 |
|
24,865 |
|
(69,447) |
|
6,234 |
|
- |
|
48,829 |
Transport of purchased power (Itaipu) |
|
1,114 |
|
258 |
|
(1,190) |
|
159 |
|
- |
|
341 |
|
|
165,766 |
|
16,952 |
|
(139,335) |
|
9,026 |
|
- |
|
52,409 |
Current |
|
143,436 |
|
3,181 |
|
(139,335) |
|
8,171 |
|
26,847 |
|
42,300 |
Non-current |
|
22,330 |
|
13,771 |
|
- |
|
855 |
|
(26,847) |
|
10,109 |
|
10 Other Regulatory Assets and Liabilities
Consolidated balances as of September 30, 2008 are shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
Non |
|
|
|
|
|
Non |
|
|
|
|
Current |
|
current |
|
Total |
|
Current |
|
current |
|
Total |
|
COPEL Distribuição |
|
|
|
|
|
|
|
|
|
|
|
|
Adj. installments - transmission charges (a) |
|
11,098 |
|
9,132 |
|
20,230 |
|
14,510 |
|
10,882 |
|
25,392 |
Uncovered amount - CIEN contract (b) |
|
22,584 |
|
- |
|
22,584 |
|
- |
|
- |
|
- |
|
|
33,682 |
|
9,132 |
|
42,814 |
|
14,510 |
|
10,882 |
|
25,392 |
COPEL Geração e Transmissão |
|
|
|
|
|
|
|
|
|
|
|
|
Adj. installments - transmission charges (a) |
|
- |
|
- |
|
- |
|
17,519 |
|
- |
|
17,519 |
|
|
|
33,682 |
|
9,132 |
|
42,814 |
|
32,029 |
|
10,882 |
|
42,911 |
|
a) Adjustment installments transmission charges
The concession agreements signed by the transmission utilities contain a clause which sets the date of July 1, 2005 as the date of the first periodic review of annual allowed revenues. The rate review was concluded and its results were approved on
July 1, 2007, applicable retroactively to July 1, 2005. Thus, it became necessary to calculate the retroactive discrepancy for the period from 2005 to 2007, which has been treated as review adjustment installments.
This balance, which has been accrued by transmission utilities, is being offset over 24 months, starting July 2007.
18
Table of Contents
ANEEL has calculated the discrepancy corresponding to the connection point review adjustments for all distribution utilities, resulting in a balance of R$ 22,915 to be paid by COPEL Distribuição to COPEL Transmissão.
As far as the basic network review adjustments", the application of COPEL Distribuição's participation percentage to the total adjustment installments resulted in the amount of R$ 29,020 to be collected from the remaining
transmission utilities which underwent the rate review process.
Out of the amounts that are being settled with the transmission utilities, R$ 10,739, which correspond to the connection point review adjustments, and R$ 14,510, which correspond to the basic network review adjustments, have
been taken into account in COPEL Distribuiçãos June 2008 rate review, and the remainder will be taken into account in the June 2009 rate review. The Company expects that the amounts classified as long-term will be recovered
within 2 years.
b) Involuntary uncovered amount CIEN Contract
The amount of R$ 30,112 refers to an advance for the coverage of COPEL's uncovered power demand, which had to be supplied through spot market transactions from January through April 2008, due to the termination of the agreement with Companhia de
Interconexão Energética CIEN, authorized under MME Ordnance no. 294/2006. This amount was tentatively taken into account in COPEL Distribuiçãos June 2008 rate review and will be reviewed at the time of
the calculation of the transfer to customers of the cost of excess power under contract for calendar year 2008, which will be processed in the 2009 rate review.
As of September 2008, R$ 7,528 have been amortized, with an outstanding balance of R$ 22,584 to be amortized over the next 9 months.
11 Guarantees and Escrow Deposits
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
|
|
Consolidated |
|
|
|
30.09.2008 |
|
30.06.2008 |
|
30.09.2008 |
|
30.06.2008 |
Current assets |
|
|
|
|
|
|
|
|
Escrow deposits |
|
448 |
|
437 |
|
134,475 |
|
116,419 |
|
|
448 |
|
437 |
|
134,475 |
|
116,419 |
Long-term receivables |
|
|
|
|
|
|
|
|
Collateral under STN agreement (Note 18.b) |
|
- |
|
- |
|
24,547 |
|
20,413 |
|
|
- |
|
- |
|
24,547 |
|
20,413 |
|
There is a sum of R$ 29,264 (R$ 12,001 as of June 30, 2008) invested in Unibanco União de Bancos Brasileiros S.A., yielding 100.5% of the variation of the DI rate, in a reserve account set up to secure a debt to BNDESPAR, in connection
with the issue of ELEJOR debentures, pursuant to a Private Agreement on Revenue Attachment and Other Covenants.
19
Table of Contents
There are R$ 52,656 (restated as of September 30, 2008) invested in Banco do Brasil, yielding 100% of the variation of the DI rate, in a reserve account set up to secure to ANEEL the construction of the Mauá Power Plant by COPEL
Geração e Transmissão.
The remaining deposits meet the requirements of the Electric Energy Trading Chamber (CCEE) and are tied to the operations conducted at power auctions, CCEE settlements, and ANEEL auctions.
12 Other Receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
|
|
Consolidated |
|
|
|
30.09.2008 |
|
30.06.2008 |
|
30.09.2008 |
|
30.06.2008 |
Current assets |
|
|
|
|
|
|
|
|
Advance payments to employees |
|
- |
|
- |
|
17,934 |
|
18,963 |
Advance payments |
|
- |
|
- |
|
9,450 |
|
5,721 |
Advance payments to suppliers |
|
- |
|
- |
|
7,040 |
|
6,819 |
Installment plan for Onda Provedor de Serviços |
|
4,348 |
|
4,348 |
|
4,348 |
|
4,348 |
Decommissioning in progress |
|
- |
|
- |
|
4,011 |
|
3,929 |
Disposal of property and rights |
|
- |
|
- |
|
3,974 |
|
2,681 |
Recoverable salaries of transferred employees |
|
- |
|
- |
|
3,864 |
|
3,735 |
Advance payments for judicial deposits |
|
- |
|
- |
|
3,758 |
|
2,496 |
Services to third-parties |
|
- |
|
- |
|
1,582 |
|
2,842 |
Global Reversal Reserve (RGR) - discrepancies |
|
- |
|
- |
|
1,502 |
|
2,151 |
Purchase of fuels under CCC |
|
- |
|
- |
|
779 |
|
822 |
Lease of the Araucária Thermal Power Plant |
|
- |
|
- |
|
525 |
|
7,145 |
Use of Araucária's transmission system |
|
- |
|
- |
|
- |
|
10,427 |
Provision for doubtful accounts |
|
(4,348) |
|
(4,348) |
|
(9,518) |
|
(9,463) |
Other receivables |
|
3 |
|
4 |
|
4,886 |
|
4,689 |
|
|
3 |
|
4 |
|
54,135 |
|
67,305 |
Long-term receivables |
|
|
|
|
|
|
|
|
Disposal of property and rights |
|
- |
|
- |
|
4,875 |
|
4,962 |
Compulsory loans |
|
- |
|
- |
|
3,486 |
|
3,417 |
Advance payments |
|
- |
|
- |
|
62 |
|
62 |
|
|
- |
|
- |
|
8,423 |
|
8,441 |
|
The provision for doubtful accounts under Parent Company refers to the balance of installments owed by Onda Provedor de Serviços, whose realization is unlikely, and, under Consolidated, refers to Onda and to an unrealizable amount mostly
comprising wages of loaned employees.
20
Table of Contents
13 Judicial Deposits
The balances of judicial deposits are shown below:
|
|
|
|
|
|
Consolidated |
Total |
Deduction of |
Long-term |
Long-term |
|
judicial deposits |
contingencies |
receivables |
receivables |
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Labor |
84,399 |
(32,903) |
51,496 |
57,129 |
|
|
|
|
|
Civil: |
|
|
|
|
Easements |
10,660 |
- |
10,660 |
10,746 |
Civil claims |
23,252 |
(6,659) |
16,593 |
22,012 |
Customer claims |
3,205 |
(834) |
2,371 |
2,656 |
|
37,117 |
(7,493) |
29,624 |
35,414 |
|
|
|
|
|
Tax: |
|
|
|
|
Tax claims |
52,318 |
(27,004) |
25,314 |
25,571 |
PIS/PASEP tax claims |
14,686 |
(14,686) |
- |
- |
|
67,004 |
(41,690) |
25,314 |
25,571 |
|
|
|
|
|
Other |
1,065 |
|
1,065 |
1,065 |
|
|
|
|
|
|
189,585 |
(82,086) |
107,499 |
119,179 |
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
Total |
Deduction of |
Long-term |
Long-term |
|
judicial deposits |
contingencies |
receivables |
receivables |
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Tax: |
|
|
|
|
Tax claims |
51,302 |
(27,003) |
24,299 |
24,626 |
PIS/PASEP tax claims |
14,686 |
(14,686) |
- |
- |
|
|
|
|
|
|
65,988 |
(41,689) |
24,299 |
24,626 |
|
|
|
|
|
Escrow deposits have been classified under Provisions for Contingencies and are featured as a deduction from this item in Note 26.
21
Table of Contents
14 Receivables from Related Parties
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
30.09.2008 |
30.06.2008 |
Subsidiaries |
|
|
|
|
COPEL Geração e Transmissão |
|
|
|
|
Dividends receivable (Note 6) |
94,754 |
- |
- |
- |
|
94,754 |
- |
- |
- |
COPEL Distribuição |
|
|
|
|
Dividends receivable (Note 6) |
80,273 |
- |
- |
- |
Transferred financing - STN (a) |
81,636 |
67,245 |
- |
- |
Loan agreement (b) |
582,150 |
567,547 |
- |
- |
|
744,059 |
634,792 |
- |
- |
COPEL Participações |
|
|
|
|
Dividends receivable (Note 6) |
14,450 |
10,437 |
- |
- |
|
14,450 |
10,437 |
- |
- |
|
|
|
|
|
|
853,263 |
645,229 |
- |
- |
Investees |
|
|
|
|
Dividends receivable (Note 6) |
|
|
|
|
Sanepar |
- |
- |
3,529 |
3,529 |
|
- |
- |
3,529 |
3,529 |
|
|
|
|
|
|
853,263 |
645,229 |
3,529 |
3,529 |
|
|
|
|
|
Dividends receivable (Note 6) |
189,477 |
10,437 |
3,529 |
3,529 |
Long-term
receivables |
663,786 |
634,792 |
- |
- |
|
|
|
|
|
a) Transferred financing - STN
The Company transferred existing loans and financing to its wholly-owned subsidiaries at the time of their constitution in 2001. Nevertheless, since the agreements for transfer to the respective subsidiaries have not been formalized before the
financial institutions, these amounts have also been recorded under the Parent Company.
The remaining balance in the amount of R$ 81,636 (R$ 67,245 as of June 30, 2008) corresponds to a debt to the National Treasury (STN), transferred with the same interest and charges agreed by the Parent Company, which is featured as a receivable
from COPEL Distribuição and as loans and financing liability owed by the same subsidiary (note 18.b).
b) Loan Agreement
On February 27, 2007, ANEEL approved the loan agreement signed by COPEL (lender) and COPEL Distribuição (borrower), in the amount of R$ 1,100,000. This loan has a five-year term, bearing interest corresponding to 104% of the DI rate,
and its funds were used in the expenditure program for the concession and in the payment of debentures transferred to COPEL Distribuição and due on March 1, 2007.
22
Table of Contents
15 Investments
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
30.09.2008 |
30.06.2008 |
Interests in investees |
|
|
|
|
Cia. Paranaense de Saneamento - Sanepar |
- |
- |
281,560 |
275,819 |
Sercomtel S.A. - Telecomunicações |
- |
- |
83,063 |
83,040 |
Foz do Chopim Energética Ltda. (1) |
- |
- |
16,694 |
16,781 |
Dona Francisca Energética S.A. |
- |
- |
8,982 |
8,000 |
Sercomtel Celular S.A. |
- |
- |
6,607 |
7,636 |
Dois Saltos Empreend. Geração Energia Eletr. Ltda.(1) |
- |
- |
300 |
- |
Copel Amec S/C Ltda. (1) |
- |
- |
147 |
144 |
Carbocampel S.A. (1) |
- |
- |
(63) |
(55) |
Carbocampel S.A. - Adto.Futuro Aum.Capital - AFAC(1) |
- |
- |
1,059 |
1,059 |
Escoelectric Ltda. (1) |
- |
- |
(1,035) |
(825) |
Escoelectric Ltda. - AFAC (1) |
- |
- |
1,025 |
1,025 |
Braspower International Engineering S/C Ltda. - AFAC (1) |
- |
- |
196 |
176 |
|
- |
- |
398,535 |
392,800 |
Interests in investees - goodwill (c) |
|
|
|
|
Cia. Paranaense de Saneamento - Sanepar |
- |
- |
3,830 |
4,012 |
|
- |
- |
3,830 |
4,012 |
Interests in subsidiaries |
|
|
|
|
COPEL Geração e Transmissão S.A. |
3,480,326 |
3,411,788 |
- |
- |
COPEL Distribuição S.A. |
3,008,972 |
2,993,896 |
- |
- |
COPEL Telecomunicações S.A. |
203,254 |
197,407 |
- |
- |
COPEL Participações S.A. |
1,334,734 |
1,328,918 |
- |
- |
|
8,027,286 |
7,932,009 |
- |
- |
Other investments |
|
|
|
|
Amazon Investment Fund (FINAM) |
30,013 |
30,013 |
30,013 |
30,013 |
FINAM - Nova Holanda |
14,867 |
14,867 |
14,867 |
14,867 |
Northeastern Investment Fund (FINOR) |
9,870 |
9,870 |
9,870 |
9,870 |
FINAM - Investco |
7,903 |
7,903 |
7,903 |
7,903 |
Provision for losses on tax incentives |
(26,801) |
(26,801) |
(26,801) |
(26,801) |
Consórcio Energético Cruzeiro do Sul (c) |
- |
- |
17,910 |
9,738 |
Real estate for future service use |
- |
- |
3,701 |
3,701 |
Other investments |
2,322 |
2,322 |
3,608 |
3,825 |
|
38,174 |
38,174 |
61,071 |
53,116 |
|
|
|
|
|
|
8,065,460 |
7,970,183 |
463,436 |
449,928 |
|
|
|
|
|
(1) Unaudited by independent auditors |
|
|
|
|
23
Table of Contents
a) Main information about COPELs investees and subsidiaries
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares or quotas
held by COPEL |
|
|
|
|
|
|
|
|
|
|
|
|
Common |
Preferred |
Quotas |
COPEL's
stake
% |
Paid-in
share
capital |
Adjusted
shareholders'
equity |
Net
income
(losses) |
|
|
|
|
|
|
|
|
Investees |
|
|
|
|
|
|
30.09.2008 |
Sanepar |
51,797,823 |
12,949,456 |
- |
34.75 |
374,268 |
810,305 |
60,932 |
Sercomtel - Telecom. |
9,018,088 |
4,661,913 |
- |
45.00 |
246,896 |
184,584 |
972 |
Foz do Chopim (1) |
- |
- |
8,227,542 |
35.77 |
23,000 |
46,669 |
19,049 |
Dona Francisca |
15,338,180 |
- |
- |
23.03 |
66,600 |
38,999 |
13,245 |
Sercomtel Celular |
9,018,029 |
4,661,972 |
- |
45.00 |
36,540 |
14,683 |
(5,207) |
Dois Saltos Empreend. (1) |
- |
- |
300,000 |
30.00 |
1,000 |
1,000 |
- |
Copel Amec (1) |
- |
- |
48,000 |
48.00 |
100 |
306 |
14 |
Carbocampel (1) |
127,400 |
- |
- |
49.00 |
260 |
(128) |
(13) |
Escoelectric Ltda. (1) |
- |
- |
3,220,000 |
40.00 |
8,050 |
(2,750) |
797 |
Braspower (1) |
- |
- |
808,500 |
49.00 |
1,650 |
(409) |
- |
|
Subsidiaries |
|
|
|
|
|
|
|
COPEL Geração e Transm. |
2,947,018,158 |
- |
- |
100.00 |
2,947,018 |
3,480,326 |
447,359 |
COPEL Distribuição |
2,171,927,626 |
- |
- |
100.00 |
2,171,928 |
3,008,972 |
439,500 |
COPEL Telecomunicações |
194,754,542 |
- |
- |
100.00 |
194,755 |
203,254 |
9,519 |
COPEL Participações |
1,165,500,361 |
- |
- |
100.00 |
1,165,500 |
1,334,734 |
57,932 |
Compagas |
5,712,000 |
11,424,000 |
- |
51.00 |
85,143 |
179,104 |
30,394 |
Elejor |
42,209,920 |
- |
- |
43.54 |
113,800 |
122,739 |
4,576 |
COPEL Empreendimentos (1) |
- |
- |
397,983,311 |
100.00 |
397,983 |
403,890 |
(579) |
UEG Araucária |
- |
- |
565,951,934 |
80.00 |
707,440 |
660,484 |
(1,435) |
Centrais Eólicas (1) |
- |
- |
930,000 |
100.00 |
3,061 |
4,545 |
426 |
Dominó Holdings (2) |
251,928,516 |
- |
- |
45.00 |
251,929 |
637,393 |
41,401 |
|
|
|
|
|
|
|
|
(1) Unaudited by independent auditors |
|
|
|
|
|
|
(2) Joint control as of January 2008 |
|
|
|
|
|
|
|
b) Changes to the investments in investees and subsidiaries
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
Balance as of
31.12.2007 |
Result of
equity |
Investments |
Proposed
dividends
and IOC |
Balance
as of
30.09.2008 |
|
|
|
|
|
Subsidiaries |
|
|
|
|
|
COPEL Geração e Transmissão |
3,144,442 |
447,359 |
- |
(111,475) |
3,480,326 |
COPEL Distribuição |
2,663,911 |
439,500 |
- |
(94,439) |
3,008,972 |
COPEL Telecomunicações |
193,735 |
9,519 |
- |
- |
203,254 |
COPEL Participações |
1,226,802 |
57,932 |
67,000 |
(17,000) |
1,334,734 |
|
|
|
|
|
|
|
7,228,890 |
954,310 |
67,000 |
(222,914) |
8,027,286 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
Balance as of
31.12.2007 |
Result of
equity |
Investments |
Proposed
dividends
and IOC |
Balance
as of
30.09.2007 |
|
|
|
|
|
Subsidiaries |
|
|
|
|
|
COPEL Geração e Transmissão |
2,509,233 |
387,424 |
- |
(106,572) |
2,790,085 |
COPEL Transmissão |
994,523 |
130,915 |
69,217 |
(43,711) |
1,150,944 |
COPEL Distribuição |
1,689,286 |
420,562 |
- |
(71,747) |
2,038,101 |
COPEL Telecomunicações |
184,287 |
5,373 |
6,160 |
- |
195,820 |
COPEL Participações |
668,889 |
64,248 |
511,526 |
(16,543) |
1,228,120 |
|
|
|
|
|
|
|
6,046,218 |
1,008,522 |
586,903 |
(238,573) |
7,403,070 |
|
|
|
|
|
|
24
Table of Contents
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
Balance as of 31.12.2007 |
Result of equity |
Amortization
of goodwill |
AFCI |
Addition of
Dominó in
consolidation |
Proposed
dividends
and IOC |
Other |
Balance
as of 30.09.2008 |
|
|
|
|
|
|
Investees |
|
|
|
|
|
|
|
|
Dominó Holdings (e) |
90,155 |
- |
- |
- |
(90,155) |
- |
- |
- |
Sercomtel Telecom. |
82,153 |
910 |
- |
- |
- |
- |
- |
83,063 |
Foz do Chopim |
16,353 |
6,815 |
- |
- |
- |
(6,152) |
(322) (1) |
16,694 |
Dois Saltos Empreend. |
- |
- |
- |
- |
- |
- |
300 (2) |
300 |
Sercomtel Celular |
8,759 |
(2,152) |
- |
- |
- |
- |
- |
6,607 |
Dona Francisca |
5,931 |
3,051 |
- |
- |
- |
- |
- |
8,982 |
Copel Amec |
140 |
7 |
- |
- |
- |
- |
- |
147 |
Carbocampel |
(56) |
(7) |
- |
- |
- |
- |
- |
(63) |
Carbocampel - AFCI |
1,059 |
- |
- |
- |
- |
- |
- |
1,059 |
Escoelectric |
(1,390) |
355 |
- |
- |
- |
- |
- |
(1,035) |
Escoelectric - AFCI |
1,025 |
- |
- |
- |
- |
- |
- |
1,025 |
Braspower - AFCI |
176 |
- |
- |
20 |
- |
- |
- |
196 |
Sanepar |
- |
21,172 |
- |
- |
264,539 |
(4,151) |
- |
281,560 |
|
204,305 |
30,151 |
- |
20 |
174,384 |
(10,303) |
(22) |
398,535 |
Investees - goodwill (c) |
|
|
|
- |
|
|
|
|
Sercomtel - Telecom. |
1,568 |
- |
(1,568) |
- |
- |
- |
- |
- |
Sercomtel Celular |
223 |
- |
(223) |
- |
- |
- |
- |
- |
Sanepar |
- |
- |
(547) |
- |
4,377 |
- |
- |
3,830 |
|
1,791 |
- |
(2,338) |
- |
4,377 |
- |
- |
3,830 |
Subsidiaries - goodwill |
|
|
|
- |
|
|
|
|
Elejor (Note 17.a) |
- |
- |
(566) |
- |
- |
- |
566 |
- |
COPEL Empreend.(N. 17.b) |
- |
- |
(1,759) |
- |
- |
- |
1,759 |
- |
|
- |
- |
(2,325) |
- |
- |
- |
2,325 (3) |
- |
Other |
- |
(239) |
- |
- |
- |
- |
239 |
- |
|
|
|
|
|
|
|
|
|
|
206,096 |
29,912 |
(4,663) |
20 |
178,761 |
(10,303) |
2,542 |
402,365 |
|
|
|
|
|
|
|
|
|
AFCI - advance for capital increase |
|
|
|
|
|
|
|
(1) Dividends from previous year. |
|
|
|
|
|
|
|
(2) Balance transferred from other investments. |
|
|
|
|
|
|
|
(1) Balances and changes reclassified under intangible assets in progress. |
|
|
|
|
|
25
Table of Contents
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments |
Proposed |
|
Balance |
|
Balance as of |
Result of |
Amortization |
and |
dividends |
|
as of |
Consolidated |
31.12.2006 |
equity |
of goodwill |
AFCI |
and IOC |
Other |
30.09.2007 |
|
|
|
|
|
|
|
|
Investees |
|
|
|
|
|
|
|
Dominó Holdings (e) |
91,522 |
7,107 |
- |
- |
(1,350) |
- |
97,279 |
Sercomtel Telecomunicações |
83,463 |
625 |
- |
- |
- |
- |
84,088 |
Foz do Chopim |
16,362 |
7,150 |
- |
- |
(5,652) |
(716) (1) |
17,144 |
Sercomtel Celular |
12,369 |
(1,716) |
- |
- |
- |
- |
10,653 |
Dona Francisca Energética |
2,023 |
2,919 |
- |
- |
- |
- |
4,942 |
Centrais Eólicas do Paraná |
1,050 |
122 |
- |
- |
- |
(1,172) (2) |
- |
Copel Amec |
468 |
21 |
- |
(350) |
- |
- |
139 |
Carbocampel |
232 |
(16) |
- |
- |
- |
- |
216 |
Carbocampel - AFCI |
198 |
- |
- |
- |
- |
- |
198 |
Escoelectric - AFCI |
2,500 |
(1,914) |
- |
439 |
- |
- |
1,025 |
Braspower - AFCI |
176 |
- |
- |
- |
- |
- |
176 |
|
210,363 |
14,298 |
- |
89 |
(7,002) |
(1,888) |
215,860 |
Investees - goodwill (c) |
|
|
|
|
|
|
|
Sercomtel - Telecomunicações |
5,796 |
- |
(3,171) |
- |
- |
- |
2,625 |
Sercomtel Celular |
803 |
- |
(435) |
- |
- |
- |
368 |
|
6,599 |
- |
(3,606) |
- |
- |
- |
2,993 |
Subsidiaries - goodwill |
|
|
|
|
|
|
|
Elejor (Note 17.a) |
- |
- |
(566) |
- |
- |
566 |
- |
COPEL Empreend. (N. 17.b) |
- |
- |
(1,759) |
- |
- |
1,759 |
- |
|
- |
- |
(2,325) |
- |
- |
2,325 (3) |
- |
Other |
- |
3,367 |
- |
- |
- |
(3,367) (4) |
- |
|
|
|
|
|
|
|
|
|
216,962 |
17,665 |
(5,931) |
89 |
(7,002) |
(2,930) |
218,853 |
|
|
|
|
|
|
|
|
AFCI - advance for capital increase |
|
|
|
|
|
|
|
(1) Dividends from previous year. |
|
|
|
|
|
|
|
(2) Inclusion of Centrais Eólicas in the consolidation of financial statements. |
|
|
|
|
(3) Balances and changes reclassified under intangible assets in progress. |
|
|
|
|
(4) Balances from subsidiaries Compagas and Elejor which haven't been eliminated upon consolidation from previous years and whose equity results were recorded in 2007. |
c) Interests in subsidiaries - goodwill
The investments in Sercomtel S.A. Telecomunicações and in Sercomtel Celular S.A. include goodwill on acquisition (R$ 42,289 and R$ 5,814), which have been fully amortized at the annual rate of 10%, with a charge to income of R$ 1,791
(R$ 1,568 + R$ 223) in 2008 and of R$ 3,606 (R$ 3,171 + R$ 435) in 2007. The payment of goodwill was determined by the expected future profitability, resulting from the assessment of the return on investment based on discounted cash flows.
In 1998, the acquisition by Dominó Holdings S.A. of an interest in SANEPAR resulted in goodwill, which is being amortized over 15 years as of 1999, at the rate of R$ 135 a month, for a total of R$ 547 in 2008, which is proportional to COPEL
Participações' interest in the company.
d) Consórcio Energético Cruzeiro do Sul (1)
Consórcio Energético Cruzeiro do Sul, an independent power producer owned by COPEL Geração e Transmissão (with a 51% interest) and by Eletrosul Centrais Elétricas S.A. (49%), won, on November 28, 2006, at
the Auction of Power from New Projects, the rights to the 35-year concession of the Mauá Hydroelectric Power Plant.
26
Table of Contents
This project is included in the Federal Governments Growth Acceleration Program (PAC) and will comprise a main power plant rated 350 MW and an additional small hydropower unit rated 11 MW, for a total of 361 MW of installed capacity, which is
enough to supply approximately 892,400 people. The facility will take advantage of the hydroelectric potential discovered in the middle section of the Tibagi River, between the towns of Telêmaco Borba and Ortigueira, in mideastern
Paraná. The plants reservoir will have a perimeter of 80 km and a surface of 83.8 km2. The dam will have a length of 745 m and a maximum height of 85 m and will be built with roller-compacted concrete and a clay-filled
embankment. The dams total solid volume will be around 580.000 m3.
Total estimated expenditures amount to approximately R$ 1,000,000 as of October 2006, of which 51% (R$ 505,554) will be invested by COPEL Geração e Transmissão, while the remaining 49% (R$ 485,729) will be invested by Eletrosul.
In November 2007, the National Monetary Council (CMN) authorized an exception to Central Bank Resolution no. 2,827/01, which limited credit to state-owned companies, in order to allow COPEL to obtain financing from the National Economic and Social
Development Bank (BNDES), in the amount of approximately R$ 360.000, for the Companys share of construction expenditures in connection with the Mauá Hydroelectric Power Plant.
The power from the Mauá Power Plant was sold at an ANEEL auction at the rate of R$ 112.96/MWh, restated according to the IPCA inflation index starting on November 1, 2006. The company sold 192 average MW, for supply starting in January 2011.
The assured power of the project, established in its concession agreement, was 197.7 average MW, after full motorization, and the maximum reference rate set in the auction notice was R$ 116.00/MWh.
Expenditures in this project are recorded as investments, proportionally to COPELs share in the consortium, pursuant to the Accounting Manual for Electric Energy Utilities.
Work began in May 2007 with the procurement of the basic project and the beginning of the executive project for the facility and its associated transmission system, the preparation of technical specifications, calculation records, designs, and other
documents regarding the different structures within the facility, additional geological surveys, and topography services. The project has been concluded and approved by ANEEL. The projects Environmental Impact Study and Environmental Impact
Report have been disclosed at a public hearing and approved by the licensing authority, resulting in the issue of Installation License no. 6,496/2008. The service order for the beginning of the construction of the Mauá Hydroelectric Power
Plant was signed on July 21, 2008, and commercial generation is scheduled for 2011.
Currently, the construction site is being set up, with area cleanup, terrain leveling, landfill compaction, and construction of industrial and administrative facilities and personnel quarters. Superficial excavation has also been started for the
construction of diversion tunnels for the Tibagi River at the dams construction site.
27
Table of Contents
(1) Technical information unaudited by the independent auditors.
e) Dominó Holdings
Dominó Holdings S.A. is a company which owns 34.75% of the share capital of the Sanitation Company of Paraná SANEPAR, a mixed capital company whose business comprises basic sanitation services, including water supply and sewage
collection and treatment. On January 14, 2008, COPEL, through its wholly-owned subsidiary COPEL Participações, became the holder of 45% of the share capital of Dominó Holdings S.A., by acquiring a 30% interest held by Sanedo
Participações Ltda. for R$ 110,226, with an approximate discount of R$ 74,402, based on the on the expected future profitability of the company. Upon consolidation of the balance sheets, this discount was reclassified to income from
future periods.
With this acquisition, COPEL Participações acquired control of the company in cooperation with the remaining shareholders. Dominó Holdings has been consolidated into COPELs balance sheets proportionally to the
Companys interest in it.
The main items of assets, liabilities, and the statement of income of Dominó Holdings, as well as the corresponding consolidated shares, are shown below:
|
|
|
|
|
|
|
|
|
|
Dominó Holdings S.A. |
Balances as of 30.09.2008 |
|
|
|
|
|
Full amounts |
Revaluation
reserve (1) |
Adjusted
balance |
COPEL's
stake
(45%) |
|
|
|
|
|
ASSETS |
694,683 |
(47,978) |
646,705 |
291,017 |
Current assets |
12,498 |
- |
12,498 |
5,624 |
Long-term receivables |
682,185 |
(47,978) |
634,207 |
285,393 |
|
LIABILITIES |
694,683 |
(47,978) |
646,705 |
291,017 |
Current liabilities |
9,312 |
- |
9,312 |
4,190 |
Shareholders' equity |
685,371 |
(47,978) |
637,393 |
286,827 |
|
|
|
|
|
STATEMENT OF INCOME |
|
|
|
|
General and administrative expenses |
(2,071) |
- |
(2,071) |
(932) |
Financial income (losses) |
(504) |
- |
(504) |
(227) |
Result of equity in investees |
43,976 |
1,857 |
45,833 |
20,625 |
Net income for the period |
41,401 |
1,857 |
43,258 |
19,466 |
|
|
|
|
|
(1) Balances have been adjusted due to accounting practices not adopted by the Parent Company |
|
|
f) Centrais Eólicas do Paraná
The Company, through COPEL Participações, held a 30% interest in Centrais Eólicas do Paraná (Ceopar). On September 6, 2007, COPEL acquired, through COPEL Geração e Transmissão, the remaining 70%
interest held by Wobben Windpower Indústria e Comércio Ltda., thus becoming the holder of 100% of the share capital of Ceopar. This transaction resulted in a discount of R$ 592, which was reclassified upon consolidation to income from
future periods.
28
Table of Contents
16 Property, Plant, and Equipment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost |
Accumulated depreciation |
Consolidated
net
value |
Cost |
Accumulated
depreciation |
Consolidated
net
value |
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
|
|
30.06.2008 |
In service (a) |
|
|
|
|
|
|
COPEL Geração e Transmissão |
5,211,289 |
(2,032,890) |
3,178,399 |
5,202,294 |
(2,000,835) |
3,201,459 |
COPEL Distribuição |
4,711,703 |
(2,245,641) |
2,466,062 |
4,641,460 |
(2,202,788) |
2,438,672 |
COPEL Telecomunicações |
348,606 |
(199,380) |
149,226 |
334,444 |
(193,476) |
140,968 |
COPEL Participações |
314 |
(232) |
82 |
322 |
(235) |
87 |
Compagas |
153,014 |
(40,149) |
112,865 |
149,553 |
(38,216) |
111,337 |
Elejor |
605,880 |
(42,598) |
563,282 |
605,899 |
(38,509) |
567,390 |
UEG Araucária |
641,046 |
(100,050) |
540,996 |
640,205 |
(92,098) |
548,107 |
Centrais Eólicas do Paraná |
4,129 |
(2,371) |
1,758 |
4,129 |
(2,319) |
1,810 |
|
11,675,981 |
(4,663,311) |
7,012,670 |
11,578,306 |
(4,568,476) |
7,009,830 |
Construction in progress |
|
|
|
|
|
|
COPEL Geração e Transmissão |
284,714 |
- |
284,714 |
274,791 |
- |
274,791 |
COPEL Distribuição |
439,847 |
- |
439,847 |
392,984 |
- |
392,984 |
COPEL Telecomunicações |
28,903 |
- |
28,903 |
39,135 |
- |
39,135 |
Compagas |
26,501 |
- |
26,501 |
25,162 |
- |
25,162 |
Elejor |
9,029 |
- |
9,029 |
8,828 |
- |
8,828 |
UEG Araucária |
520 |
- |
520 |
553 |
- |
553 |
|
789,514 |
- |
789,514 |
741,453 |
- |
741,453 |
|
12,465,495 |
(4,663,311) |
7,802,184 |
12,319,759 |
(4,568,476) |
7,751,283 |
Special liabilities (b) |
|
|
|
|
|
|
COPEL Geração e Transmissão |
(4,925) |
- |
(4,925) |
(4,925) |
- |
(4,925) |
COPEL Distribuição |
(902,629) |
9,824 |
(892,805) |
(881,770) |
- |
(881,770) |
|
(907,554) |
9,824 |
(897,730) |
(886,695) |
- |
(886,695) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,557,941 |
(4,653,487) |
6,904,454 |
11,433,064 |
(4,568,476) |
6,864,588 |
|
|
|
|
|
|
|
Under Articles 63 and 64 of Decree no. 41,019, dated February 26, 1957, the assets and facilities used mostly in the generation, transmission, distribution, and sale of power are attached to these services and cannot be withdrawn, sold, assigned, or
mortgaged without the prior written consent of the Regulatory Agency. ANEEL Resolution no. 20/1999 regulates the release of assets from the concessions of the Public Electric Energy Utilities, granting prior authorization to the release of assets
that are deemed useless to the concession, when intended for sale, provided that the proceeds from such transaction be deposited in a special bank account assigned to investment in the concession.
a) Property, plant, and equipment in service
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
Consolidated |
|
Accumulated |
Consolidated |
|
Cost |
depreciation |
net value |
Cost |
depreciation |
net value |
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
|
|
30.06.2008 |
Machinery and equipment |
7,728,668 |
(3,180,991) |
4,547,677 |
7,630,797 |
(3,110,324) |
4,520,473 |
Reservoirs, dams, and headrace channels |
2,865,152 |
(1,052,944) |
1,812,208 |
2,865,095 |
(1,037,302) |
1,827,793 |
Buildings |
701,409 |
(315,944) |
385,465 |
700,634 |
(310,712) |
389,922 |
Land |
119,700 |
- |
119,700 |
118,882 |
- |
118,882 |
Gas pipelines |
115,723 |
(26,541) |
89,182 |
115,636 |
(25,576) |
90,060 |
Vehicles |
125,932 |
(75,004) |
50,928 |
127,745 |
(72,798) |
54,947 |
Furniture and implements |
19,397 |
(11,887) |
7,510 |
19,517 |
(11,764) |
7,753 |
|
|
|
|
|
|
|
|
11,675,981 |
(4,663,311) |
7,012,670 |
11,578,306 |
(4,568,476) |
7,009,830 |
|
|
|
|
|
|
|
29
Table of Contents
b) Special liabilities
Special liabilities comprise customers contributions, Federal Government budget grants, federal, State, and municipal funds, and special credits linked to the investments in facilities tied to a concession. Special liabilities are not onerous
liabilities and are not credits owned by shareholders. They are restated according to the same criteria and indicators used to restate the assets under the property, plant, and equipment of the corresponding agents. The scheduled date for settlement
of these liabilities was the concession expiration date.
ANEEL, by means of Regulatory Resolution no. 234/2006, dated October 31, 2006, established the guidelines, the applicable methodologies, and the initial procedures for the conduction of the second cycle of the periodic rate review involving the
Brazilian power distribution utilities, changing the characteristics of these liabilities. Both the outstanding balance and new additions have been amortized as of July 1, 2008, pursuant to ANEEL Ruling no. 3,073/06 and Circular Letter no. 1,314/07.
This amortization is calculated based on the same average depreciation rate of the corresponding assets.
For purposes of calculating the compensation for the assets linked to the concession and transferable to the Federal Government, on the concession expiration date the remaining balance of special liabilities, if any, will be deducted from the
residual value of the assets, both assessed according to criteria set by ANEEL.
The change in the characteristics of these liabilities results from the new rate-setting mechanism introduced by this new Regulatory Resolution, which establishes that the depreciation of assets acquired with funds from Special Liabilities will no
longer be included in the B Portion of the companies revenues.
c) Changes in property, plant, and equipment
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
Special |
|
Balances |
In service |
in progress |
liabilities |
Consolidated |
|
|
|
|
|
As of December 31, 2007 |
6,972,542 |
717,029 |
(857,192) |
6,832,379 |
Expenditure program |
- |
282,918 |
- |
282,918 |
Transfer to p.,p.,&e. in service |
253,549 |
(253,549) |
- |
- |
Depreciation quotas |
(203,383) |
- |
- |
(203,383) |
Write-offs |
(12,837) |
(573) |
- |
(13,410) |
Customer contributions |
- |
- |
(29,503) |
(29,503) |
Transfers between p.,p.,&e. and intangible assets |
5 |
(3,164) |
- |
(3,159) |
Transfers of assets assigned for future use |
(46) |
- |
- |
(46) |
Reversal of provisions for contingencies |
- |
(1,208) |
- |
(1,208) |
As of June 30, 2008 |
7,009,830 |
741,453 |
(886,695) |
6,864,588 |
Expenditure program |
- |
155,086 |
- |
155,086 |
Transfer to p.,p.,&e. in service |
110,789 |
(110,789) |
- |
- |
Depreciation quotas |
(92,659) |
- |
- |
(92,659) |
Write-offs |
(15,290) |
(1,141) |
|
(16,431) |
Customer contributions |
- |
- |
(11,035) |
(11,035) |
Supplemental provision for contingencies |
- |
4,905 |
- |
4,905 |
As of September 30, 2008 |
7,012,670 |
789,514 |
(897,730) |
6,904,454 |
|
|
|
|
|
30
Table of Contents
17 Intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rights of use |
|
|
Accumulated |
|
Consolidated |
|
of software |
Easements |
Other |
amortization (1) |
|
Net value |
|
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
In service |
|
|
|
|
|
|
COPEL Geração e Transmissão |
11,782 |
9,177 |
29 |
(8,494) |
12,494 |
12,606 |
COPEL Distribuição |
29,228 |
17,730 |
109 |
(23,991) |
23,076 |
23,591 |
COPEL Telecomunicações |
4,093 |
- |
- |
(2,956) |
1,137 |
1,306 |
COPEL Participações |
- |
- |
1 |
- |
1 |
1 |
Compagas |
640 |
- |
20 |
(454) |
206 |
228 |
Elejor |
- |
101 |
- |
- |
101 |
101 |
UEG Araucária |
90 |
- |
- |
(66) |
24 |
26 |
|
45,833 |
27,008 |
159 |
(35,961) |
37,039 |
37,859 |
In progress |
|
|
|
|
|
|
COPEL Geração e Transmissão |
- |
714 |
- |
- |
714 |
654 |
COPEL Distribuição |
1,575 |
3,022 |
- |
- |
4,597 |
3,957 |
COPEL Telecomunicações |
100 |
- |
- |
- |
100 |
100 |
Elejor |
- |
27 |
- |
- |
27 |
27 |
Goodwill - Elejor (a) |
- |
- |
22,626 |
(1,885) |
20,741 |
20,929 |
Goodwill - Copel Empreendimentos (b) |
- |
- |
53,954 |
(4,105) |
49,849 |
50,436 |
|
1,675 |
3,763 |
76,580 |
(5,990) |
76,028 |
76,103 |
|
|
|
|
|
|
|
|
|
|
|
|
113,067 |
113,962 |
|
|
|
|
|
|
|
(1) Annual amortization rate for intangible assets in service: 20% |
|
|
|
|
|
a) Goodwill - ELEJOR
The acquisition of the shares held by Triunfo Participações S.A., in December 2003, resulted in total goodwill of R$ 22,626, which corresponded to a balance of R$ 20,741 as of September 30, 2008. The linear amortization of goodwill was
economically determined by the expected income from the commercial operation of the concession, which expires in October 2036, and its effect on the statement of income as of September 30, 2008 was R$ 566 (R$ 566 as of September 30, 2007).
b) Goodwill - COPEL Empreendimentos
The acquisition on May 31, 2006 of COPEL Empreendimentos, which was previously known as El Paso Empreendimentos e Participações Ltda. and which held a 60% interest in UEG Araucária Ltda., resulted in net final goodwill of R$
53,954, with a balance as of September 30, 2008 of R$ 49,849. The linear amortization of goodwill was economically determined by the expected income from the commercial operation of the concession, which expires in December 2029, and its effect on
the statement of income as of September 30, 2008 was R$ 1,759 (R$ 1,759 as of September 30, 2007).
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Table of Contents
c) Changes in intangible assets
|
|
|
|
|
|
|
|
Balances |
In service |
In progress |
Consolidated |
|
|
|
|
As of December 31, 2007 |
36,067 |
76,518 |
112,585 |
Expenditure program |
- |
1,799 |
1,799 |
Capitalizations |
3,828 |
(3,828) |
- |
Amortization quotas |
(1,707) |
(1,550) |
(3,257) |
Write-offs |
(324) |
- |
(324) |
Transfer between intangible assets and p.,p.,&e. |
(5) |
3,164 |
3,159 |
As of June 30, 2008 |
37,859 |
76,103 |
113,962 |
Expenditure program |
- |
809 |
809 |
Capitalizations |
109 |
(109) |
- |
Amortization quotas |
(856) |
(775) |
(1,631) |
Write-offs |
(73) |
- |
(73) |
As of September 30, 2008 |
37,039 |
76,028 |
113,067 |
|
|
|
|
18 Loans and Financing
The breakdown of the consolidated and of the Companys loans and financing balances is featured below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
Current |
Long-term |
|
|
|
liabilities |
liabilities |
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
30.09.2008 |
30.06.2008 |
|
Principal amount |
Charges |
Total |
Total |
|
|
Foreign currency |
|
|
|
|
|
|
IDB (a) |
19,562 |
414 |
19,976 |
17,609 |
28,901 |
33,054 |
STN (b) |
6,961 |
2,037 |
8,998 |
6,841 |
72,638 |
60,404 |
Banco do Brasil (c) |
4,449 |
17 |
4,466 |
3,826 |
- |
1,854 |
Eletrobrás (d) |
6 |
1 |
7 |
5 |
33 |
27 |
|
30,978 |
2,469 |
33,447 |
28,281 |
101,572 |
95,339 |
National currency (reais ) |
|
|
|
|
|
|
Banco do Brasil (c) |
153 |
4,465 |
4,618 |
13,287 |
330,411 |
330,421 |
Eletrobrás (d) |
36,271 |
13 |
36,284 |
37,632 |
282,957 |
257,777 |
Eletrobrás - Elejor (e) |
- |
- |
- |
- |
111,466 |
106,682 |
BNDES - Compagas (f) |
6,385 |
- |
6,385 |
6,283 |
14,415 |
15,747 |
Finep (g) |
- |
3 |
3 |
4 |
1,464 |
1,464 |
|
42,809 |
4,481 |
47,290 |
57,206 |
740,713 |
712,091 |
|
|
|
|
|
|
|
|
73,787 |
6,950 |
80,737 |
85,487 |
842,285 |
807,430 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
|
|
Current |
|
Long-term |
|
|
|
|
liabilities |
|
liabilities |
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
30.09.2008 |
30.06.2008 |
|
Principal amount |
Charges |
Total |
Total |
|
|
Foreign currency |
|
|
|
|
|
|
National Treasury (b) |
6,961 |
2,037 |
8,998 |
6,841 |
72,638 |
60,404 |
|
. |
|
|
|
|
|
National currency (reais ) |
|
|
|
|
|
|
Banco do Brasil (c) |
- |
4,461 |
4,461 |
13,134 |
329,600 |
329,600 |
|
|
|
|
|
|
|
|
6,961 |
6,498 |
13,459 |
19,975 |
402,238 |
390,004 |
|
|
|
|
|
|
|
32
Table of Contents
Maturity of long-term installments
|
|
|
|
|
|
|
|
|
|
|
Foreign |
National |
|
|
|
currency |
currency |
|
Consolidated |
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
2009 |
2,721 |
9,051 |
11,772 |
34,048 |
2010 |
24,708 |
37,318 |
62,026 |
62,769 |
2011 |
15,075 |
60,796 |
75,871 |
73,385 |
2012 |
4,005 |
65,584 |
69,589 |
58,879 |
2013 |
2,570 |
65,584 |
68,154 |
57,048 |
2014 |
1,288 |
388,713 |
390,001 |
385,453 |
2015 |
- |
58,661 |
58,661 |
54,380 |
2016 |
- |
37,451 |
37,451 |
33,479 |
2017 |
- |
6,357 |
6,357 |
3,113 |
2018 |
- |
5,614 |
5,614 |
2,122 |
2019 |
- |
3,365 |
3,365 |
119 |
2020 |
- |
2,215 |
2,215 |
50 |
2021 |
- |
4 |
4 |
4 |
After 2021 |
51,205 |
- |
51,205 |
42,581 |
|
|
|
|
|
|
101,572 |
740,713 |
842,285 |
807,430 |
|
|
|
|
|
Changes in loans and financing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency |
|
|
National currency |
Consolidated |
Balances |
Current |
|
Long-term |
Current |
|
Long-term |
Total |
|
|
|
|
|
|
|
|
As of December 31, 2007 |
30,498 |
|
118,282 |
62,186 |
|
716,986 |
927,952 |
Funds raised |
- |
|
- |
- |
|
1,463 |
1,463 |
Capitalized charges |
- |
|
- |
- |
|
5,653 |
5,653 |
Charges |
3,884 |
|
- |
31,513 |
|
975 |
36,372 |
Monetary and exchange variation |
(2,302) |
|
(8,795) |
262 |
|
9,738 |
(1,097) |
Transfers |
14,148 |
|
(14,148) |
22,724 |
|
(22,724) |
- |
Amortization |
(17,947) |
|
- |
(59,479) |
|
- |
(77,426) |
As of June 30, 2008 |
28,281 |
|
95,339 |
57,206 |
|
712,091 |
892,917 |
Funds raised |
- |
|
- |
- |
|
32,511 |
32,511 |
Capitalized charges |
- |
|
- |
- |
|
3,132 |
3,132 |
Charges |
1,301 |
|
- |
19,070 |
|
859 |
21,230 |
Charges transferred to p.,p.&e. |
- |
|
- |
(864) |
|
- |
(864) |
Monetary and exchange variation |
5,339 |
|
16,456 |
(78) |
|
2,364 |
24,081 |
Transfers |
10,223 |
|
(10,223) |
10,244 |
|
(10,244) |
- |
Amortization |
(11,697) |
|
- |
(38,288) |
|
- |
(49,985) |
As of September 30, 2008 |
33,447 |
|
101,572 |
47,290 |
|
740,713 |
923,022 |
|
|
|
|
|
|
|
|
a) Inter-American Development Bank - IDB
Loan for the Segredo Hydroelectric Power Plant and for the Jordão River Diversion Project, received on 15 January 1991, in the amount of US$ 135,000. This debt is amortized semi-annually, with final maturity in January 2011. Interest is
calculated according to the IDB funding rate, which in the third quarter of 2008 was 4.06% p.a. The agreement features provisions providing for termination in the following cases:
1) Default by the debtor on any other obligation set forth in the agreement or agreements signed with the Bank for financing of the project;
2) Withdrawal or suspension of the Federal Republic of Brazil as a member of the IDB;
33
Table of Contents
3) Default by the guarantor, if any, of any obligation set forth in the guaranty agreement;
4) Ratio between current assets and total short-term commercial and bank financing, except for the current share of long-term indebtedness and dividends to be reinvested, lower than 1.2; and
5) Ratio between long-term indebtedness and shareholders equity exceeding 0.9.
This agreement is guaranteed by the Federal Government and by mortgage and fiduciary guarantees.
b) Department of the National Treasury - STN
The restructuring of medium and long-term debt, signed on May 20, 1998, in connection with the financing received under Law no. 4,131/62, is shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
Term |
Final |
Grace period |
|
|
Bond type |
(years) |
maturity |
(years) |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Par Bond |
30 |
15.04.2024 |
30 |
31,018 |
25,407 |
Capitalization Bond |
20 |
15.04.2014 |
10 |
15,960 |
13,061 |
Debt Conversion Bond |
18 |
15.04.2012 |
10 |
11,691 |
9,710 |
Discount Bond |
30 |
15.04.2024 |
30 |
21,414 |
17,778 |
New Money Bonds |
15 |
15.04.2009 |
7 |
771 |
641 |
Flirb |
15 |
15.04.2009 |
9 |
782 |
648 |
|
|
|
|
|
|
|
|
|
|
81,636 |
67,245 |
|
|
|
|
|
|
The annual interest rates and repayments are as follows:
|
|
|
|
|
|
Bond type |
Annual interest rates (%) |
Payments |
|
|
|
Par Bond |
6.0 |
single |
Capitalization Bond |
8.0 |
semi-annual |
Debt Conversion Bond |
Six-month LIBOR + 0.8750 |
semi-annual |
Discount Bond |
Six-month LIBOR + 0.8125 |
single |
New Money Bonds |
Six-month LIBOR + 0.8750 |
semi-annual |
Flirb |
Six-month LIBOR + 0.8125 |
semi-annual |
|
|
|
As collateral for this agreement, the Company assigned and transferred to the Federal Government, conditioned to the non-payment of any financing installment, the credits that are made to the Companys centralized revenues account, up to a
limit sufficient to cover the payment of installments and other charges payable upon each maturity. For the Discount and Par Bonds, there are collateral deposits of R$ 10,120 and R$ 14,427 (R$ 8,416 and R$ 11,997 as of June 30, 2008), respectively,
recorded under guarantees and escrow deposits, in long-term receivables (Note 11).
c) Banco do Brasil S.A.
The Company has the following contracts with Banco do Brasil:
34
Table of Contents
1) Agreements denominated in Japanese yen for the gas-insulated substation at Salto Caxias, repayable in 20 semi-annual installments, starting on March 7, 2000, bearing interest of 2.8% p.a. and a 3.8% p.a. brokerage commission. This debt is
secured by COPELs revenues;
2) Private Credit Assignment Agreement with the Federal Government, through Banco do Brasil S.A., signed on March 30, 1994, repayable in 240 monthly installments based on the Price amortization system starting on April 1, 1994, monthly
restated by the TJLP and IGP-M plus interest of 5.098% p.a. and secured by COPELs revenues.; and
3) The Parent Company has the following credits notes from Banco do Brasil, in connection with its debt service:
|
|
|
|
|
|
|
|
|
|
|
Issue |
|
Financial charges due |
|
Credit notes |
date |
Maturity |
semi-annually |
R$ |
|
|
|
|
|
Commercial no. 330.600.129 |
31.01.2007 |
31.01.2014 |
106.5% of average CDI rate |
29,000 |
Industrial no. 330.600.132 |
28.02.2007 |
28.02.2014 |
106.2% of average CDI rate |
231,000 |
Industrial no. 330.600.151 |
31.07.2007 |
31.07.2014 |
106.5% of average CDI rate |
18,000 |
Industrial no. 330.600.156 |
28.08.2007 |
28.08.2014 |
106.5% of average CDI rate |
14,348 |
Industrial no. 330.600.157 |
31.08.2007 |
31.08.2014 |
106.5% of average CDI rate |
37,252 |
|
|
|
|
|
|
|
|
|
329,600 |
|
|
|
|
|
As a guarantee, Banco do Brasil was authorized to deduct any amounts credited, on any grounds, to the Company's deposit account to cover, in part or in full, the outstanding balance due under the line of credit. It was also irrevocably authorized,
regardless of prior notice, to offset the banks receivable, which corresponds to the outstanding balance due under the line of credit, with any credits the Company has or accrues at Banco do Brasil.
d) Eletrobrás
Loans originated from the Eletrobrás Financing Fund (FINEL) and from the Global Reversal Reserve (RGR) for the expansion of the generation, transmission, and distribution systems. Repayments started in February 1999, and the last payment is
due in August 2021. Interest of 5,0% to 8,0% p.a. and principal are repaid monthly, adjusted by the FINEL and Federal Reference Unit (UFIR) rates.
Contract ECFS 142/2006, was signed on May 11, 2006 by COPEL Distribuição and Eletrobrás, in the amount of R$ 74,340, for use in the Luz para Todos rural electrification program. Out of the total amount, R$
42,480 came from RGR funds, and R$ 31,860 from CDE (Energy Development Account) funds. This loan has a grace period of 24 months and bears interest of 5% p.a. plus a commission of 1% p.a. It is repayable in 120 equal monthly installments, with final
maturity on September 30, 2018. As of December 2007, COPEL had withdrawn R$ 52,028, of which R$ 29,736 came from RGR funds.
35
Table of Contents
Contract ECFS 206/2007, was signed on March 3, 2008 by COPEL Distribuição and Eletrobrás, in the amount of R$ 126,431, for use in the Luz para Todos rural electrification program. Out of the total amount, R$
108,369 came from RGR funds, and R$ 18,061 from CDE (Energy Development Account) funds. This loan has a grace period of 24 months and bears interest of 5% p.a. plus a commission of 1% p.a. It is repayable in 120 equal monthly installments, with
final maturity on August 30, 2020. On July 28, 2008, COPEL withdrew R$ 37,929, of which R$ 32,511 came from RGR funds.
These loans are secured by the revenues of COPELs subsidiaries, pursuant to a mandate issued by public act, and by the issue of promissory notes in the same number of outstanding installments.
e) Eletrobrás - Elejor
For purposes of presentation of the quarterly financial information report, the value of the shares to be redeemed by ELEJOR has been reclassified from minority interest to loans and financing, under long-term liabilities.
The 59,000,000 preferred shares in Elejor held by Eletrobrás, in the amount of R$ 59,900, shall be reacquired by the issuer (Elejor) in 32 consecutive quarterly installments, each in the amount of 1,871,875 shares, starting in the
24th month from the beginning of commercial operation of the project, which took place after the last generating unit entered operation on August 31, 2006.
The paid in amounts are restated according to the IGP-M index, pro rata, between the date the shares were paid in and the actual payment date, plus interest of 12% p.a..
In August 2007, nine installments were bought back in advance by Elejor, for R$ 20,385, plus financial charges of R$ 18,725, for a total of R$ 39,110.
As of September 2008, the outstanding balance comprised a principal amount of R$ 44,731 plus R$ 66,735 in charges.
f) BNDES - Compagas
The BNDES balance includes four agreements signed by Compagas on December 14, 2001, repayable in 99 monthly installments, with interest of 4% p.a.. Two of these agreements were signed for the purchase of machinery and equipment, subject to the TJLP
rate (limited to 6% p.a.), and two were signed for construction, facilities, and services, subject to the BNDES monetary unit (UMBND) rate.
This financing is secured by Compagas gas supply receivables, which shall be deposited exclusively in a checking account at Banco Itaú S.A.
g) Financiadora de Estudos e Projetos - FINEP
Loan agreement no. 02070791-00, signed on November 28, 2007 to partially cover expenses incurred in the preparation of the "Generation Research and Development Project for 2007".
36
Table of Contents
The funds, in the amount of R$ 5,078, will be made available in six installments. The first one, in the amount of R$ 1,464, was withdrawn in April 2008, and the remaining ones will be deposited every 90 days, to the extent there is financial and
budget availability.
A share of 1% of the funds will be allocated to cover inspection and supervision expenses.
The principal amount of this debt will be subject to equalized interest of 6.37% p.a., due on the 15th day of each month, including the months of the grace period.
The outstanding balance will be paid to FINEP in 49 monthly and successive installments, the first one due on December 15, 2010, and the last one on December 15, 2014.
COPEL Geração e Transmissão has committed to pay a share of the project preparation costs, with its own resources, in the minimum amount of R$ 564.
To secure the contract, COPEL Geração e Transmissão has authorized Banco do Brasil to withhold the amounts due to FINEP from the checking account in which its monthly revenues are deposited. In the event of breach of contract,
COPEL shall lose the benefit of interest equalization.
19 Debentures
The balance of debentures is broken down below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current |
|
Long-term |
|
|
|
|
liabilities |
|
liabilities |
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
30.09.2008 |
30.06.2008 |
|
Principal amount |
Charges |
Total |
Total |
|
|
Parent Company (a) |
133,360 |
9,718 |
143,078 |
162,639 |
600,000 |
600,000 |
Elejor (b) |
15,219 |
3,306 |
18,525 |
3,304 |
254,582 |
269,638 |
|
|
|
|
|
|
|
|
148,579 |
13,024 |
161,603 |
165,943 |
854,582 |
869,638 |
|
|
|
|
|
|
|
Maturity of long-term installments
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.06.2008 |
2009 |
7,610 |
22,816 |
2010 |
42,200 |
42,174 |
2011 |
646,120 |
646,092 |
2012 |
46,120 |
46,092 |
2013 |
46,120 |
46,092 |
2014 |
43,076 |
43,050 |
2015 |
20,201 |
20,188 |
2016 |
3,135 |
3,134 |
|
|
|
|
854,582 |
869,638 |
|
|
|
37
Table of Contents
Changes in the balances of debentures
|
|
|
|
|
|
|
|
|
Current |
Long-term |
Consolidated |
Balances |
liabilities |
liabilities |
Total |
|
|
|
|
As of December 31, 2007 |
171,827 |
1,002,674 |
1,174,501 |
Charges |
56,667 |
324 |
56,991 |
Transfers |
133,360 |
(133,360) |
- |
Amortization |
(195,911) |
- |
(195,911) |
As of June 30, 2008 |
165,943 |
869,638 |
1,035,581 |
Charges |
31,701 |
164 |
31,865 |
Transfers |
15,220 |
(15,220) |
- |
Amortization |
(51,261) |
- |
(51,261) |
As of September 30, 2008 |
161,603 |
854,582 |
1,016,185 |
|
|
|
|
a) Parent Company Debentures
1) Fourth Issue of Debentures
A single series of 60,000 debentures makes up the fourth issue of simple debentures conducted by the Company on September 1, 2006, in the amount of R$ 600,000, and concluded on October 6, 2006, with full subscription in the total amount of R$
607,899, with a five-year term from issue date and final maturity on September 1, 2011. These are simple, nominative debentures, non-convertible into stock, issued in book-entry form, and unsecured.
These securities will yield interest on their face value of 104% of the average one-day Interfinance Deposit (DI - over) rates, extra-group, expressed in an annual percentage rate based on 252 business days, calculated and published daily by CETIP
(the DI rate) in exponential and cumulative pro rata tempore manner according to the number of business days elapsed. Interest corresponding to the capitalization period will be due and paid semi-annually, with the first due
date on March 1, 2007 and the last on September 1, 2011. There will be no renegotiation of these debentures.
The resources obtained with the issue of these debentures were used to optimize the Companys debt profile, by means of payment of its financial obligations, and to reinforce its cash flow. The resources from this issue were used to settle 1/3
of the principal amount of the Company's 3rd issue of debentures, due on February 1, 2007, and the principal amount of the Companys 2nd issue of debentures, due on March 1, 2007.
2) Third Issue of Debentures
A single series of 40,000 debentures makes up the third issue of simple debentures, concluded on May 9, 2005, fully subscribed for R$ 400,000, with a four-year term. Final maturity is scheduled for 2009, with the first repayment (1/3) being
scheduled for January 1, 2007, the second repayment (1/3) for February 1, 2008, and the third one (1/3) for February 1, 2009.
38
Table of Contents
These are simple, nominative debentures, non-convertible into stock, issued in book-entry form, and secured by real estate. The funds were used to pay off securities issued on the international market (Euronotes) by the Company on May 2, 1997 and
due on May 2, 2005, in the amount of US$ 150,000.
The pledged security is COPEL Geração e Transmissãos bank account in Banco do Brasil S.A., in which all resources earned by it in connection with power sales agreements, both current and future, will be deposited.
These securities will yield interest on their face value (minus previously amortized amounts) of 115% of the average one-day Interfinance Deposit rates, extra-group, expressed in an annual percentage rate based on 252 business days, calculated and
published daily by CETIP (the DI rate) in exponential and cumulative pro rata tempore manner according to the number of business days elapsed. Interest corresponding to the capitalization periods will be due and paid
semi-annually, with the first due date on August 1, 2005 and the last on February 1, 2009. There will be no renegotiation of these debentures.
The debentures feature provisions setting forth accelerated maturity in certain conditions.
b) Debentures - Elejor
The contract for Elejors first issue of debentures was signed with BNDES Participações S.A. BNDESPAR, with COPEL Participações intervening as Guarantor Shareholder together with COPEL.
These funds were raised to be employed in the following:
1) Investments in the Fundão-Santa Clara Power Complex, on the Jordão River, in the State of Paraná;
2) Investments in two small hydropower plants, the Santa Clara I SHP and the Fundão SHP;
3) Payment of 50% of the amounts borrowed between July 1, 2004 and September 30, 2004 under the loan agreement signed on April 7, 2004 with the Guarantor Shareholder;
4) Full payment of the funds loaned by the Guarantor Shareholder from October 1, 2004 until the date the first debentures were paid in;
5) Payment of operating expenses inherent to the issuer's business, including the purchase of power to meet supply obligations; and
6) Financing of the social and environmental programs in connection with the investments in the Fundão-Santa Clara Power Complex.
39
Table of Contents
One thousand debentures were issued in book-entry form, without the issue of guarantees or certificates. They were issued in two series, the first one comprising 660 debentures, and the second one, 340. Both of them are nominative, convertible into
common shares and into class C preferred shares, at the discretion of the debenture holders.
The total amount of this issue was R$ 255,626. The debentures had a face value of R$ 256 on the issue date, February 15, 2005, and this value is restated according to the variation of the long term interest rate (TJLP).
The final maturity of the first series is scheduled for February 15, 2015. After the grace period for the principal amount of 48 months from the issue date, amortization will take place in 24 quarterly installments pursuant to the agreement. The
first amortization payment is due on May 15, 2009.
The final maturity of the second series is scheduled for February 15, 2016. After the grace period for the principal amount of 60 months from the issue date, amortization will take place in 24 quarterly installments pursuant to the agreement. The
first amortization payment is due on May 15, 2010.
The first and second series yield interest based on the variation of TJLP, plus a 4% p.a. spread on the outstanding balance of each series. Interest on the first series is due annually, in the first twelve months from the issue date, and quarterly
thereafter. The first payment was due on February 15, 2006, and the last one, on February 15, 2015. Interest on the second series is due annually, in the first 24 months from the issue date, and quarterly thereafter. The first payment was due on May
15, 2007, and the last one, on February 15, 2016.
The agreement contains the following guarantees:
1) Letter of guarantee signed by COPEL Participações pledging an unsecured guarantee and taking main responsibility for payment to debenture holders;
2) Lien on rights resulting from the concession agreement: pursuant to the terms and provisions of the private agreements for lien on revenues and other covenants between the issuer, the fiduciary agent, and the depositary bank, an
irrevocable lien was constituted, with due authorization by ANEEL; and
3) Lien on revenues and reserve of funds for payment: pursuant to the agreement between the issuer, the fiduciary agent, and the depositary bank, a centralizing account and a reserve account were constituted and shall be in effect until final
settlement of all obligations under this agreement.
The debentures feature provisions setting forth accelerated maturity in certain conditions.
40
Table of Contents
20 Suppliers
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Charges for the use of the power grid |
|
|
|
Use of the Basic Network |
|
57,158 |
51,779 |
Transport of power |
|
4,193 |
3,743 |
Use of connections |
|
264 |
237 |
|
|
61,615 |
55,759 |
Power suppliers |
|
|
|
Eletrobrás (Itaipu) |
|
82,122 |
72,738 |
Furnas Centrais Elétricas S.A. |
|
32,319 |
30,191 |
Controladora Hidro Elétrica do São Francisco - Chesf |
|
31,495 |
29,272 |
Utilities - CCEE (Note 32) |
|
32,863 |
20,522 |
Controladora Energética de São Paulo - Cesp |
|
11,444 |
10,412 |
Rio Pedrinho Energética S.A. e Consórcio Salto Natal Energética S.A. |
|
9,814 |
9,383 |
Centrais Elétricas do Norte do Brasil S.A. - Eletronorte |
|
10,277 |
9,293 |
Itiquira Energética S.A. |
|
8,966 |
8,764 |
Dona Francisca Energética S.A. |
|
4,420 |
4,420 |
Companhia Energética de Minas Gerais - Cemig |
|
4,642 |
4,223 |
Other utilities |
|
21,578 |
15,509 |
|
|
249,940 |
214,727 |
Materials and services |
|
|
|
Petróleo Brasileiro S.A. - Petrobras - renegotiation - long-term (a) |
|
207,006 |
200,730 |
Petróleo Brasileiro S.A. - Petrobras - gas acquired by Compagas |
|
35,015 |
28,556 |
Other suppliers |
|
101,647 |
110,319 |
|
|
343,668 |
339,605 |
|
|
|
|
|
|
655,223 |
610,091 |
|
|
|
|
|
Current |
448,217 |
409,361 |
|
Long-term |
207,006 |
200,730 |
|
|
|
|
a) Petróleo Brasileiro S.A. - Petrobras
On March 6, 2006, COPEL signed an agreement with Petrobras to settle the pending issues regarding the gas purchase agreement for the Araucária Thermal Power Plant. This settlement comprised the signature of an Out-of-Court Agreement, under
which COPEL Geração e Transmissão, with COPEL as guarantor, acknowledged a R$ 150,000 debt to Petrobras, as grantor of Compagas credits to COPEL Geração, which shall be paid in 60 monthly installments
restated by the Selic rate, starting in January 2010.
On May 30, 2006, COPEL Geração signed a Mutual Release Agreement with Compagas under which both companies fully and irrevocably release each other from all obligations and rights under the Natural Gas Purchase and Sale Agreement signed
by them on May 30, 2000 and terminated on May 31, 2005, renouncing any claims against each other, on any grounds, as of the date of the Out of Court Settlement and Confession of Indebtedness signed by them and by Petrobras, with the participation of
COPEL. The debt acknowledged by COPEL Geração remains.
41
Table of Contents
21 Accrued Payroll Costs
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.06.2008 |
Payroll |
|
|
Taxes and social contribution |
16,588 |
17,622 |
Payroll, net |
105 |
150 |
Assignments to third-parties |
1 |
2 |
|
16,694 |
17,774 |
Labor provisions |
|
|
Paid vacation and annual bonus |
69,798 |
59,257 |
Social charges on paid vacation and annual bonus |
25,124 |
20,798 |
Profit sharing (Note 30.c) |
49,451 |
- |
|
144,373 |
80,055 |
|
|
|
|
161,067 |
97,829 |
|
|
|
22 Post-Employment Benefits
a) Pension Plan
The Company and its subsidiaries sponsor retirement and pension plans (Pension Plans I, II, and III) and a medical and dental care plan (Healthcare Plan) to both current and retired employees and their dependents.
Pension Plans I and II are defined benefit plans, while Plan III is a defined contribution plan. On the date of retirement, the defined contribution plan becomes a monthly income for life.
The cost shares borne by the plans sponsors are recorded according to an actuarial assessment prepared annually by independent actuaries pursuant to the rules of CVM Ruling no. 371/2000. The actuarial and financial assumptions, for purposes of
actuarial assessment, are discussed with the independent actuaries and approved by the sponsors senior management.
The flow of payment of contributions under Plans I and II, as of July 2007, was guaranteed under an agreement called Private Agreement for Adjustment of Mathematical Reserves for the Basic and Supplemental Pension Plans, signed on
January 20, 1999. This agreement provides for the extinction of liabilities under certain conditions. Based on legal opinions by external and internal legal experts, the Company notified the senior management of Fundação COPEL de
Previdência e Assistência Social, on July 27, 2007, that no contribution payments would be made under that agreement as of August 2007, since COPEL believed that the obligations contained therein expired.
In September 2007, Fundação COPEL disputed COPEL's interpretation, which led to a joint request for review and ruling by the State Department of Supplemental Pension Plans (SPC).
42
Table of Contents
In November 2007, the State Department of Supplemental Pension Plans requested further information and suggested the conduction of an independent actuarial audit in order to review the settlement process and to issue a conclusive report on the
suitability of the actuarial assumptions used and on whether the debt and/or contract at hand was settled/terminated.
In July 2008, the COPEL Foundation submitted to the SPC an audit report prepared by their actuarial consultants, and in October 2008, the SPC sent a letter to the COPEL Foundation requesting further information and evidence supporting that report.
The outcome of this issue will not affect the amounts which have already been recorded as an actuarial liability pursuant to CVM Instruction no. 371/2000. In fact, the final decision will only affect the cash flow of the payment of contributions
between COPEL and the COPEL Foundation.
b) Healthcare Plan
The Company and its subsidiaries allocate resources for the coverage of healthcare expenses incurred by their employees and their dependents, within rules, limits, and conditions set in specific regulations. Coverage includes periodic medical exams
and is extended to all retirees and pensioners for life.
c) Balance sheet and statement of income
The consolidated and recognized amounts in the balance sheet, under Post-Employment Benefits, are summarized below:
|
|
|
|
|
|
|
|
|
|
|
Pension |
Healthcare |
|
Consolidated |
|
plan |
plan |
|
Total |
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Pension plan - Plans I and II (DB) |
106,457 |
384,991 |
491,448 |
490,810 |
Pension plan - Plan III (VC) - employees |
7,359 |
- |
7,359 |
6,134 |
|
|
|
|
|
|
113,816 |
384,991 |
498,807 |
496,944 |
|
|
|
|
|
|
|
Current |
19,331 |
17,506 |
|
|
Long-term |
479,476 |
479,438 |
|
|
|
|
|
The consolidated amounts recognized in the statement of income are shown below:
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.09.2007 |
Pension plan - periodic post-employment cost (1) |
(20,641) |
(55,172) |
Pension plan (VC) |
35,224 |
36,936 |
Healthcare plan - post-employment |
31,136 |
10,811 |
Healthcare plan contributions |
19,155 |
19,776 |
(-) Transfers to p.,p.,&e. |
(5,452) |
(4,921) |
|
|
|
|
59,422 |
7,430 |
|
|
|
43
Table of Contents
1) The annual estimated cost for 2008, calculated by an independent actuary, resulted in income due to the actuarial gains which are being amortized and whose amounts exceed the regular periodic cost of the plans.
23 Customer Charges Due
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.06.2008 |
Energy Development Account - CDE |
14,904 |
14,904 |
Fuel Consumption Account - CCC |
23,782 |
15,437 |
Global Reversal Reserve - RGR |
6,045 |
6,045 |
|
|
|
|
44,731 |
36,386 |
|
|
|
24 Research and Development and Energy Efficiency
The balances of COPELs provisions for R&D and EEP are broken down below:
|
|
|
|
|
|
|
|
|
|
|
|
|
Applied and |
Balance |
Balance |
Balance as of |
Balance as of |
|
unfinished |
due |
applicable |
30.09.2008 |
30.06.2008 |
|
|
|
|
|
|
Research and Development - R&D |
|
|
|
|
|
FNDCT |
- |
18,843 |
- |
18,843 |
19,137 |
MME |
- |
9,442 |
- |
9,442 |
9,586 |
R&D - projects |
15,757 |
- |
69,403 |
85,160 |
82,203 |
|
15,757 |
28,285 |
69,403 |
113,445 |
110,926 |
Energy Efficiency Program - EEP |
15,098 |
- |
75,276 |
90,374 |
83,992 |
|
|
|
|
|
|
|
30,855 |
28,285 |
144,679 |
203,819 |
194,918 |
|
|
|
|
|
|
Changes in the balances of R&D and EEP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payments/ |
|
|
Consolidated |
Provision |
SELIC rate |
Use of funds |
Consolidated |
|
|
|
|
|
|
|
31.12.2007 |
|
|
|
30.09.2008 |
Research and Development - R&D |
|
|
|
|
|
FNDCT |
20,157 |
10,386 |
- |
(11,700) |
18,843 |
MME |
10,287 |
5,193 |
- |
(6,038) |
9,442 |
R&D - projects |
75,893 |
10,386 |
5,402 |
(6,521) |
85,160 |
|
106,337 |
25,965 |
5,402 |
(24,259) |
113,445 |
Energy Efficiency Program - EEP |
78,943 |
13,702 |
4,575 |
(6,846) |
90,374 |
|
|
|
|
|
|
|
185,280 |
39,667 |
9,977 |
(31,105) |
203,819 |
|
|
|
|
|
|
44
Table of Contents
25 Other Accounts Payable
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.06.2008 |
Current liabilities |
|
|
Concession charge - ANEEL grant |
33,369 |
31,454 |
Court settlement |
27,238 |
30,673 |
Compensation for use of water resources |
14,892 |
13,008 |
Collected public lighting charge |
14,640 |
15,259 |
Pledged collateral |
6,667 |
1,384 |
Reimbursement - customer contributions - (ERD) |
3,366 |
8,385 |
Insurance companies - premiums due |
3,181 |
19 |
Reparations to the Apucaraninha Indian community |
2,471 |
2,240 |
ANEEL Inspection Fee |
1,451 |
1,451 |
Other liabilities |
9,883 |
5,861 |
|
117,158 |
109,734 |
Long-term liabilities |
|
|
Reparations to the Apucaraninha Indian community |
7,412 |
6,720 |
Other liabilities |
15 |
15 |
|
7,427 |
6,735 |
|
|
|
26 Provisions for Contingencies
The Company is a party to several labor, tax, and civil claims filed before different courts. COPELs senior management, based on the opinion of its legal counsel, has kept a provision for contingencies in connection with lawsuits which are
likely to result in losses.
The balances of the Companys provisions for contingencies, net of escrow deposits, are shown below:
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
Judicial |
Net |
Net |
|
Contingencies |
deposits |
provision |
provision |
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Labor |
122,047 |
(32,903) |
89,144 |
91,094 |
Regulatory |
98 |
- |
98 |
107 |
Civil: |
|
|
|
|
Suppliers (a) |
51,991 |
- |
51,991 |
51,383 |
Civil and administrative claims |
29,853 |
(6,659) |
23,194 |
18,331 |
Easements (b) |
11,022 |
- |
11,022 |
10,005 |
Condemnation and real estate claims (b) |
114,854 |
- |
114,854 |
111,253 |
Customers |
5,939 |
(834) |
5,105 |
4,139 |
|
213,659 |
(7,493) |
206,166 |
195,111 |
Tax: |
|
|
|
|
Tax claims |
84,754 |
(27,004) |
57,750 |
71,028 |
Pasep tax |
14,904 |
(14,686) |
218 |
218 |
Cofins tax (c) |
176,711 |
- |
176,711 |
174,824 |
|
276,369 |
(41,690) |
234,679 |
246,070 |
|
|
|
|
|
|
612,173 |
(82,086) |
530,087 |
532,382 |
|
|
|
|
|
45
Table of Contents
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Judicial |
Net |
Net |
|
Contingencies |
deposits |
provision |
provision |
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Civil |
434 |
- |
434 |
416 |
Tax: |
|
|
|
|
Tax claims |
52,683 |
(27,003) |
25,680 |
38,718 |
Pasep tax |
14,904 |
(14,686) |
218 |
218 |
Cofins tax (c) |
176,711 |
- |
176,711 |
174,824 |
|
244,298 |
(41,689) |
202,609 |
213,760 |
|
|
|
|
|
|
244,732 |
(41,689) |
203,043 |
214,176 |
|
|
|
|
|
Changes in provisions for contingencies
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
Balance of |
Additions |
Additions (rev.) |
|
Provision |
|
Provision |
(Reversals) |
to p.,p.,&e. |
Payments |
Balance |
|
|
|
|
|
|
|
31.12.2007 |
|
|
|
30.09.2008 |
Labor |
102,474 |
36,887 |
20 |
(17,334) |
122,047 |
Regulatory |
2,169 |
(2,071) |
- |
- |
98 |
Civil: |
|
|
|
|
|
Suppliers |
49,954 |
2,037 |
- |
- |
51,991 |
Easements |
16,070 |
- |
(4,364) |
(684) |
11,022 |
Civil and administrative claims |
15,975 |
14,875 |
- |
(997) |
29,853 |
Customers |
6,523 |
(573) |
- |
(11) |
5,939 |
Condemnations |
107,083 |
- |
8,041 |
(270) |
114,854 |
Environmental claims |
163 |
(163) |
- |
- |
- |
|
195,768 |
16,176 |
3,677 |
(1,962) |
213,659 |
Tax: |
|
|
|
|
|
Tax claims |
92,488 |
(6,681) |
- |
(1,053) |
84,754 |
Pasep tax |
14,776 |
128 |
- |
- |
14,904 |
Cofins tax |
171,613 |
5,098 |
- |
- |
176,711 |
|
278,877 |
(1,455) |
- |
(1,053) |
276,369 |
|
|
|
|
|
|
|
579,288 |
49,537 |
3,697 |
(20,349) |
612,173 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
Balance of |
Additions |
|
Provision |
|
Provision |
(Reversals) |
Payments |
Balance |
|
|
|
|
|
|
31.12.2007 |
|
|
30.09.2008 |
Civil |
16 |
418 |
- |
434 |
Tax: |
|
|
|
|
Tax claims |
61,290 |
(7,553) |
(1,054) |
52,683 |
Pasep tax |
14,776 |
128 |
- |
14,904 |
Cofins tax |
171,613 |
5,098 |
- |
176,711 |
|
247,679 |
(2,327) |
(1,054) |
244,298 |
|
|
|
|
|
|
247,695 |
(1,909) |
(1,054) |
244,732 |
|
|
|
|
|
The breakdown of the types of lawsuits in which COPEL is involved as of September 30, 2008 is consistent with the one featured in the Company's financial statements as of December 31, 2007.
46
Table of Contents
The amount tied to cases classified as possible losses, estimated by the Company and its subsidiaries as of September 30, 2008, reached R$ 1.824.070, of which R$ 72,367 correspond to labor claims; R$ 1,028,094 to regulatory claims; R$ 152,193 to
civil claims; and R$ 571,416 to tax claims. It is important to point out that COPEL has a good chance of success in the lawsuit it filed to dispute the effects of ANEEL Ruling no. 288/2002, based on the opinion of its legal counsel, as discussed in
Note 32 herein, under the title Electric Energy Trading Chamber (CCEE).
a) Rio Pedrinho Energética S.A. and Consórcio Salto Natal Energética S.A.
COPEL Distribuição is disputing in court the validity of the terms and conditions of the power purchase and sale agreements signed with Rio Pedrinho Energética S.A. and Consórcio Salto Natal Energética S.A., based
on the argument that they grant benefits to the selling companies that hurt the public interest. At the same time, both companies, after having rescinded the agreements, filed for arbitration before the Arbitration Chamber of Fundação
Getúlio Vargas, which sentenced COPEL to the payment of contractual penalties for having caused the rescission of the agreement. COPEL has filed for a court order making the arbitration ruling void.
Management, based on the opinion of its legal counsel that it is likely to lose this case, on the available information, and on the current stage of the lawsuits, decided to set aside a provision for contingencies in the original amount of the debt,
restated according to the original contractual terms, which amounted to R$ 51,991 as of September 30, 2008.
b) Easements, condemnation, and real estate
COPELs real estate claims comprise mostly cases of condemnation and easements, in which compensation is always mandatory pursuant to the Federal Constitution, which requires that the Federal Government pay just compensation, in cash, prior to
condemnation of private property or to the imposition of restrictions on the use of property without transfer of title. Lawsuits are usually filed when parties fail to agree on the amount of compensation due.
Ivaí Engenharia de Obras S.A.
In a lawsuit filed by Ivaí Engenharia de Obras S.A., COPEL was sentenced to the payment of R$ 180,917 as compensation for a supposed economic-financial imbalance under Contract D-01, concerning construction work for the Jordão River
diversion project. COPEL appealed this decision and was partially successful, avoiding the application of the SELIC interest rate on top of the penalty interest. COPEL will continue to dispute this claim in court, through all means legally
available.
The Company, in light of the evaluation conducted by its Chief Legal Office, set aside a provision of R$ 108,127 for probable losses, under Provisions for Real Estate Contingencies.
47
Table of Contents
c) COFINS tax
COPEL did not collect COFINS tax on revenues from power sales based on a ruling by the 4th District Federal Court, dated August 18, 1998, which granted the Company immunity pursuant to the Federal Constitution. A special lawsuit
requesting annulment of this ruling, filed in August 2000, was rejected on grounds that the right of the Federal Government to take legal action had lapsed. The Federal Governments special appeal was rejected by the Superior Court of Justice.
Thus, COPEL reversed the provision it had set aside, based on the opinion by its counsel that the possibility that the Company might be required to disburse any amounts in connection with the COFINS tax was remote. At the end of 2007, however, the
Superior Court of Justice, against all forecasts, ruled in favor of an appeal for clarification by the Federal Government, judging that the Government's right to take legal action had not lapsed, and sent the lawsuit back to the 4th
District Federal Court for trial. Even though this ruling is not final yet, since COPEL has appealed it, the Companys counsel believes the risk of loss is no longer remote, but rather probable. Thus, COPEL set aside a provision corresponding
to the restated principal amount plus charges, which totals R$ 176,711, already having excluded tax credits which have already lapsed.
27 ShareholdersEquity
a) Share capital
As of September 30, 2008, COPELs paid in share capital, represented by shares with no par value, was R$ 4.460.000. The different classes of shares and main shareholders are detailed below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In number of shares |
|
|
|
|
|
|
|
|
Shareholders |
Common |
Class A preferred |
Class B preferred |
Total |
|
|
|
|
|
|
|
|
|
% |
|
% |
|
% |
|
% |
State of Paraná |
85,028,598 |
58.63 |
- |
- |
13,639 |
0.01 |
85,042,237 |
31.08 |
BNDESPAR |
38,298,775 |
26.41 |
- |
- |
27,282,006 |
21.28 |
65,580,781 |
23.96 |
Eletrobrás |
1,530,774 |
1.06 |
- |
- |
- |
- |
1,530,774 |
0.56 |
Free float: |
|
|
|
|
|
|
|
|
Bovespa (1) |
14,124,394 |
9.74 |
127,607 |
32.05 |
75,125,777 |
58.59 |
89,377,778 |
32.65 |
NYSE (2) |
5,494,357 |
3.79 |
- |
- |
25,636,846 |
19.99 |
31,131,203 |
11.38 |
Latibex (3) |
- |
- |
- |
- |
69,267 |
0.05 |
69,267 |
0.03 |
Municipalities |
178,393 |
0.12 |
14,711 |
3.69 |
- |
- |
193,104 |
0.07 |
Other shareholders |
375,789 |
0.25 |
255,859 |
64.26 |
98,583 |
0.08 |
730,231 |
0.27 |
|
|
|
|
|
|
|
|
|
|
145,031,080 |
100.00 |
398,177 |
100.00 |
128,226,118 |
100.00 |
273,655,375 |
100.00 |
|
|
|
|
|
|
|
|
|
(1) São Paulo Stock Exchange |
(2) New York Stock Exchange |
(3) The Market for Latin-American Securities in Euros, linked to the Madrid Stock Exchange |
Each share entitles its holder to one vote in the general shareholders meetings.
Class A preferred shares do not carry any voting rights, but they do enjoy priority in the reimbursement of capital and in the right to non-cumulative annual dividends of 10%, calculated proportionately to the capital represented by the
shares of this class.
48
Table of Contents
Class B preferred shares do not carry any voting rights, but they do enjoy priority in the distribution of minimum dividends, calculated as 25% of net income, adjusted in compliance with corporate legislation and with the Companys
by-laws. Class B shareholders have priority only over the common shareholders in the distribution of mandatory dividends, which shall only be paid out of the remaining net income after the payment of priority dividends to class
A shareholders.
According to Article 17 and following paragraphs of Law 6,404/1976, dividends paid to preferred shares must be at least 10% higher than those paid to common shares.
b) Statement of changes in shareholders equity
For the quarters ended on June 30, 2008 and September 30, 2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share |
Capital |
Legal |
Income |
Retained |
|
|
capital |
reserves |
reserve |
reserve |
earnings |
Total |
|
|
|
|
|
|
|
Balance as of December 31, 2007 |
4,460,000 |
838,340 |
323,653 |
1,614,184 |
- |
7,236,177 |
|
|
|
|
|
|
|
Net income for the period |
- |
- |
- |
- |
613,019 |
613,019 |
|
|
|
|
|
|
|
Balance as of June 30, 2008 |
4,460,000 |
838,340 |
323,653 |
1,614,184 |
613,019 |
7,849,196 |
|
|
|
|
|
|
|
Net income for the quarter |
- |
- |
- |
- |
286,016 |
286,016 |
Allocation proposed at the GSM: |
|
|
|
|
|
- |
Interest on capital |
- |
- |
- |
- |
(158,000) |
(158,000) |
|
|
|
|
|
|
|
Balance as of September 30, 2008 |
4,460,000 |
838,340 |
323,653 |
1,614,184 |
741,035 |
7,977,212 |
|
|
|
|
|
|
|
49
Table of Contents
28 Gross Revenues from Sales and/or Services
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.09.2007 |
Power sales to final customers |
|
|
Residential |
700,129 |
646,065 |
Industrial |
801,594 |
714,230 |
Commercial, services, and other activities |
459,564 |
419,177 |
Rural |
91,543 |
83,301 |
Public agencies |
63,657 |
60,101 |
Public lighting |
49,820 |
47,171 |
Public services |
47,410 |
45,775 |
Installment for Adjustment of Network Charges |
943 |
- |
|
2,214,660 |
2,015,820 |
Power sales to distributors |
|
|
Agreements for Power Trade on the Regulated Market - CCEAR (auction) |
598,056 |
525,887 |
Bilateral contracts |
313,597 |
406,085 |
Electric Energy Trading Chamber - CCEE |
30,031 |
64,338 |
Contracts with small utilities |
37,291 |
43,678 |
|
978,975 |
1,039,988 |
Availability of the power grid |
|
|
Power grid - rate for the use of the distribution system (TUSD) |
|
|
Residential |
783,565 |
771,723 |
Industrial |
898,295 |
844,668 |
Commercial, services, and other activities |
507,799 |
493,851 |
Rural |
102,909 |
100,076 |
Public agencies |
71,191 |
71,618 |
Public lighting |
55,740 |
56,300 |
Public services |
53,055 |
54,562 |
Basic Network and basic interface network |
103,642 |
109,747 |
Connection grid |
1,253 |
439 |
Installment for Adjustment of Basic Network charges |
9,740 |
(22,590) |
|
2,587,189 |
2,480,394 |
|
|
|
Revenues from telecommunications |
57,623 |
46,584 |
|
|
|
Piped gas distribution |
206,751 |
184,581 |
Other operating revenues |
|
|
Leases and rents |
72,199 |
70,453 |
Revenues from services |
20,781 |
32,038 |
Charged service |
6,798 |
6,389 |
Other revenues |
662 |
588 |
|
100,440 |
109,468 |
|
|
|
|
6,145,638 |
5,876,835 |
|
|
|
50
Table of Contents
29 Deductions from Gross Revenues
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.09.2007 |
Taxes and social contributions on revenues |
|
|
VAT (ICMS) |
1,191,709 |
1,117,101 |
COFINS |
476,182 |
449,642 |
PASEP |
103,378 |
97,705 |
ISSQN |
1,392 |
1,756 |
|
1,772,661 |
1,666,204 |
Customer charges |
|
|
Energy Development Account - CDE |
144,443 |
137,065 |
Fuel Consumption Account - CCC |
85,971 |
161,475 |
Global Reversal Reserve - RGR |
46,743 |
44,895 |
Research and development and energy efficiency - R&D and EEP |
39,667 |
42,212 |
Other |
193 |
200 |
|
317,017 |
385,847 |
|
|
|
|
|
|
|
2,089,678 |
2,052,051 |
|
|
|
30 Operating Costs and Expenses
The breakdown of consolidated costs and expenses as of September 30, 2008 is shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs of |
|
General and |
Other |
|
Nature of costs and expenses |
goods and/or |
Sales |
administ. |
operating |
Consolidated |
|
services |
expenses |
expenses |
expenses |
Total |
|
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
Power purchased for resale (a) |
(1,186,106) |
- |
- |
- |
(1,186,106) |
Charges for use of power grid (b) |
(317,602) |
- |
- |
- |
(317,602) |
Personnel and management (c) |
(367,811) |
(2,454) |
(99,096) |
|
(469,361) |
Pension and healthcare plans (Note 22) |
(46,301) |
(271) |
(12,850) |
- |
(59,422) |
Materials and supplies (d) |
(35,428) |
(2,297) |
(4,119) |
- |
(41,844) |
Raw materials and supplies |
|
|
|
|
|
for power generation |
(12,599) |
- |
- |
- |
(12,599) |
Natural gas and supplies for gas business |
(109,325) |
- |
- |
- |
(109,325) |
Third-party services (e) |
(140,751) |
(17,005) |
(43,774) |
- |
(201,530) |
Depreciation and amortization |
(282,453) |
(11) |
(16,527) |
- |
(298,991) |
Provisions and reversals (f) |
- |
(15,777) |
- |
(49,409) |
(65,186) |
Other costs and expenses (g) |
(25,302) |
3,253 |
(18,019) |
(76,379) |
(116,447) |
|
|
|
|
|
|
|
(2,523,678) |
(34,562) |
(194,385) |
(125,788) |
(2,878,413) |
|
|
|
|
|
|
51
Table of Contents
The breakdown of consolidated costs and expenses as of September 30, 2007 is shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs of |
|
General and |
Other |
|
Nature of costs and expenses |
goods and/or |
Sales |
administ. |
operating |
Consolidated |
|
services |
expenses |
expenses |
expenses |
Total |
|
|
|
|
|
|
|
|
|
|
|
30.09.2007 |
Power purchased for resale (a) |
(931,066) |
- |
- |
- |
(931,066) |
Charges for use of power grid (b) |
(363,140) |
- |
- |
- |
(363,140) |
Personnel and management (c) |
(290,769) |
(1,645) |
(118,307) |
|
(410,721) |
Pension and healthcare plans (Note 22) |
(1,701) |
(97) |
(5,632) |
- |
(7,430) |
Materials and supplies (d) |
(34,699) |
(526) |
(11,956) |
- |
(47,181) |
Raw materials and supplies |
|
|
|
|
|
for power generation |
16,728 |
- |
- |
- |
16,728 |
Natural gas and supplies for gas business |
(102,233) |
- |
- |
- |
(102,233) |
Third-party services (e) |
(110,432) |
(15,649) |
(38,781) |
- |
(164,862) |
Depreciation and amortization |
(299,641) |
(14) |
(16,680) |
- |
(316,335) |
Provisions and reversals (f) |
- |
4,458 |
- |
(212,079) |
(207,621) |
Other costs and expenses (g) |
(12,022) |
3,250 |
(16,823) |
(70,475) |
(96,070) |
|
|
|
|
|
|
|
(2,128,975) |
(10,223) |
(208,179) |
(282,554) |
(2,629,931) |
|
|
|
|
|
|
The Parent Companys expenses as of September 30, 2008 are broken down below:
|
|
|
|
|
|
|
|
|
General and |
Other |
Parent |
Nature of costs and expenses |
administrative |
operating |
Company |
|
expenses |
expenses |
Total |
|
|
|
|
|
|
|
30.09.2008 |
Management (c) |
(4,010) |
- |
(4,010) |
Healthcare plan |
(87) |
- |
(87) |
Materials and supplies |
(8) |
- |
(8) |
Third-party services (e) |
(3,345) |
- |
(3,345) |
Provisions and reversals (f) |
- |
2,037 |
2,037 |
Other expenses |
(586) |
- |
(586) |
|
|
|
|
|
(8,036) |
2,037 |
(5,999) |
|
|
|
|
The Parent Companys expenses as of September 30, 2007 are broken down below:
|
|
|
|
|
|
|
|
|
General and |
Other |
Parent |
Nature of costs and expenses |
administrative |
operating |
Company |
|
expenses |
expenses |
Total |
|
|
|
|
|
|
|
30.09.2007 |
Management (c) |
(3,992) |
|
(3,992) |
Healthcare plan |
(65) |
- |
(65) |
Materials and supplies |
(4) |
- |
(4) |
Third-party services (e) |
(3,972) |
- |
(3,972) |
Provisions and reversals (f) |
- |
(181,705) |
(181,705) |
Other expenses |
(1,110) |
- |
(1,110) |
|
|
|
|
|
(9,143) |
(181,705) |
(190,848) |
|
|
|
|
52
Table of Contents
a) Electricity purchased for resale
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.09.2007 |
Eletrobrás - Centrais Elétricas Brasileiras S.A. (Itaipu) |
367,338 |
282,188 |
Furnas Centrais Elétricas S.A. - auction |
218,323 |
208,044 |
Companhia Hidro Elétrica do São Francisco - Chesf - auction |
209,438 |
190,517 |
Câmara de Comercialização de Energia - CCEE |
95,870 |
40,924 |
Itiquira Energética S.A. |
80,106 |
72,868 |
Companhia Energética de São Paulo - Cesp - auction |
77,183 |
69,712 |
Centrais Elétricas do Norte do Brasil S. A. - Eletronorte - auction |
68,310 |
63,002 |
Program for incentive to alternative energy sources - Proinfa |
43,620 |
30,897 |
Dona Francisca Energética S.A. |
40,374 |
38,029 |
Companhia Energética de Minas Gerais - Cemig - auction |
31,602 |
27,573 |
Cia. Estadual de Geração e Transmissão de Energia Elétrica S.A. - CEEE - auction |
23,908 |
23,024 |
Companhia de Interconexão Energética - Cien |
- |
90,046 |
(-) Contract renegotiation - Cien |
- |
(100,862) |
Power purchased for resale - Passive CVA |
(47,475) |
(48,687) |
(-) Pasep/Cofins tax on power purchased for resale |
(125,766) |
(110,529) |
Other utilities - auction |
103,275 |
50,074 |
Other utilities |
- |
4,246 |
|
|
|
|
1,186,106 |
931,066 |
|
|
|
b) Charges for the use of the power grid
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.09.2007 |
Furnas Centrais Elétricas S.A. |
82,976 |
81,336 |
Cia Transmissora de Energia Elétrica Paulista - Cteep |
44,642 |
40,985 |
Companhia Hidro Elétrica do São Francisco - Chesf |
41,559 |
40,407 |
System Service Charges - ESS |
41,181 |
12,199 |
Centrais Elétricas do Norte do Brasil S. A. - Eletronorte |
29,883 |
27,008 |
Eletrosul Centrais Elétricas S.A. |
29,123 |
26,995 |
Companhia Energética de Minas Gerais - Cemig |
14,933 |
13,654 |
Novatrans Energia S.A. |
13,864 |
12,623 |
TSN Transmissora Nordeste Sudeste de Energia S.A. |
13,600 |
12,446 |
National System Operator - NOS |
12,448 |
13,215 |
Cia Estadual de Geração e Transmissão de Energia Elétrica S.A. - CEEE |
11,937 |
11,303 |
Empresa Amazonense de Transmissão de Energia - Eate |
11,319 |
10,427 |
ATE II Transmissora de Energia S.A. |
5,927 |
5,999 |
Empresa Norte de Transmissão de Energia S.A. - Ente |
5,823 |
5,568 |
Itumbiara Transmissora de Energia Ltda |
5,630 |
5,298 |
Expansion Transmissora de Energia Elétrica S.A. |
5,353 |
4,964 |
STN Sistema de Transmissão Nordeste S.A |
4,714 |
4,397 |
Empresa Transmissora de Energia Oeste Ltda - Eteo |
4,712 |
4,413 |
ATE Transmissora Energia S.A |
3,899 |
3,716 |
(-) Pasep/Cofins taxes on charges for the use of the power grid |
(46,786) |
(52,895) |
CVA - charges |
(60,958) |
47,502 |
Other utilities |
41,823 |
31,580 |
|
|
|
|
317,602 |
363,140 |
|
|
|
53
Table of Contents
c) Personnel and management
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.09.2007 |
30.09.2008 |
30.09.2007 |
Personnel |
|
|
|
|
Wages and salaries |
- |
- |
316,254 |
295,767 |
Social charges on payroll |
- |
- |
110,248 |
102,249 |
|
- |
- |
426,502 |
398,016 |
Provision for profit sharing |
- |
- |
49,451 |
- |
Meal assistance and education allowance |
- |
- |
35,704 |
33,743 |
Labor indemnifications (reversal) |
- |
- |
(825) |
9,664 |
|
- |
- |
510,832 |
441,423 |
(-) Transfers to construction in progress |
- |
- |
(47,907) |
(36,976) |
|
- |
- |
462,925 |
404,447 |
Management |
|
|
|
|
Wages |
3,225 |
3,275 |
5,341 |
5,260 |
Social charges on payroll |
785 |
717 |
1,219 |
1,110 |
|
4,010 |
3,992 |
6,560 |
6,370 |
(-) Transfers to construction in progress |
- |
- |
(124) |
(96) |
|
4,010 |
3,992 |
6,436 |
6,274 |
|
|
|
|
|
|
4,010 |
3,992 |
469,361 |
410,721 |
|
|
|
|
|
As of the third quarter, Company management decided to set aside a monthly provision for its employees profit sharing. Until September 2008, the amount estimated pursuant to the criteria and conditions agreed on by COPEL and the
employees committee in the profit sharing negotiation amounted to R$ 49,451. In 2007, a provision was set aside only in December. The amount for the period from January through September 2007 would have been approximately R$ 41,000.
d) Materials and Supplies
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.09.2007 |
Fuel and vehicle parts |
15,540 |
18,525 |
Materials for the electric system |
11,357 |
12,250 |
Cafeteria supplies |
3,621 |
3,132 |
Office supplies |
3,791 |
2,253 |
Materials for civil construction |
2,560 |
1,701 |
Safety supplies |
1,307 |
1,299 |
Lodging supplies |
673 |
1,041 |
Tools |
880 |
947 |
Information technology equipment and supplies |
505 |
2,350 |
Other materials and supplies |
1,610 |
3,683 |
|
|
|
|
41,844 |
47,181 |
|
|
|
54
Table of Contents
e) Services from third-parties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.09.2007 |
30.09.2008 |
30.09.2007 |
Power grid maintenance |
- |
- |
44,018 |
16,488 |
Technical, scientific, and administrative consulting |
907 |
770 |
17,400 |
15,602 |
Postal services |
1 |
1 |
16,726 |
13,890 |
Data processing and transmission |
- |
- |
14,965 |
12,070 |
Authorized and registered agents |
- |
- |
14,575 |
14,188 |
Administrative support services |
- |
- |
11,463 |
11,260 |
Telephone services |
- |
- |
11,186 |
8,078 |
Security |
- |
- |
9,628 |
7,518 |
Travel |
105 |
108 |
7,894 |
7,122 |
Meter reading and bill delivery |
- |
- |
5,941 |
5,522 |
Personnel training |
1 |
- |
4,766 |
4,248 |
Civil maintenance services |
- |
- |
4,451 |
3,104 |
Upkeep of easement areas |
- |
- |
3,799 |
2,830 |
Services in "green areas" |
- |
- |
3,653 |
4,027 |
Access to satellite communications |
- |
- |
3,554 |
3,581 |
Customer service |
- |
- |
3,181 |
4,198 |
Vehicles - maintenance and repairs |
- |
- |
2,824 |
2,889 |
Auditing |
1,670 |
1,888 |
2,203 |
2,501 |
Freight services |
- |
- |
2,172 |
2,277 |
Tree trimming |
- |
- |
2,081 |
2,645 |
Telephone operator |
- |
- |
1,929 |
2,063 |
Advertising |
332 |
109 |
1,356 |
1,720 |
Legal fees |
399 |
1,055 |
1,188 |
1,904 |
Other services (reversal) |
(70) |
41 |
10,577 |
15,137 |
|
|
|
|
|
|
3,345 |
3,972 |
201,530 |
164,862 |
|
|
|
|
|
f) Provisions and reversals
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.09.2007 |
30.09.2008 |
30.09.2007 |
Provision (reversal) for doubtful accounts (PDA) |
|
|
|
|
PDA - customers and distributors (Note 5) |
- |
- |
18,017 |
(4,448) |
PDA - third-party services and other receivables |
- |
- |
(2,240) |
(10) |
|
- |
- |
15,777 |
(4,458) |
Provision (reversal) for contingencies |
|
|
|
|
Labor |
- |
- |
36,887 |
29,681 |
Regulatory |
- |
- |
(2,071) |
65 |
Suppliers |
- |
- |
2,037 |
824 |
Civil and administrative law |
418 |
- |
14,875 |
4,433 |
Customers |
- |
- |
(573) |
(4,649) |
Environmental |
- |
- |
(163) |
5 |
Tax |
(7,553) |
181,705 |
(6,681) |
11,202 |
Cofins tax |
5,098 |
- |
5,098 |
170,518 |
|
(2,037) |
181,705 |
49,409 |
212,079 |
|
|
|
|
|
|
(2,037) |
181,705 |
65,186 |
207,621 |
|
|
|
|
|
55
Table of Contents
g) Other operating costs and expenses
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
30.09.2008 |
30.09.2007 |
Compensation for the use of water resources |
60,764 |
56,182 |
Concession charge - ANEEL grant |
31,637 |
25,031 |
ANEEL Inspection Fee |
13,340 |
12,954 |
Leases and rents |
9,295 |
8,464 |
Taxes |
4,928 |
5,876 |
Insurance |
4,677 |
5,873 |
Own power consumption |
4,292 |
4,167 |
Donations - Rouanet Law and children's and teenagers' rights fund - FIA |
4,019 |
948 |
Easements - gas business |
2,866 |
- |
Advertising |
2,744 |
1,473 |
Cost and expense recovery |
(31,141) |
(35,538) |
General costs and expenses |
9,026 |
10,640 |
|
|
|
|
116,447 |
96,070 |
|
|
|
31 Financial Income (Losses)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.09.2007 |
30.09.2008 |
30.09.2007 |
Financial revenues |
|
|
|
|
Income from financial investments |
22,339 |
20,173 |
138,268 |
106,455 |
Monetary variation of CRC transferred |
|
|
|
|
to State Government (Note 7.b) |
- |
- |
100,717 |
51,464 |
Revenues from CRC transferred |
|
|
|
|
to State Government (Note 7.b) |
- |
- |
59,900 |
57,260 |
Penalties on overdue bills |
- |
- |
36,479 |
21,203 |
Return on Portion A (CVA) |
- |
- |
7,425 |
9,416 |
Interest on taxes paid in advance |
5,424 |
2,489 |
7,108 |
7,942 |
Interest and commissions on loan agreements |
44,588 |
45,103 |
- |
- |
Other financial revenues |
2,929 |
304 |
22,361 |
12,605 |
|
75,280 |
68,069 |
372,258 |
266,345 |
(-) Financial expenses |
|
|
|
|
Debt charges |
99,209 |
118,416 |
153,470 |
177,892 |
Monetary and exchange variations |
1 |
3 |
39,442 |
4,768 |
Court settlement |
- |
- |
30,673 |
- |
PIS/Pasep and Cofins taxes on interest on capital |
20,623 |
22,083 |
21,294 |
22,208 |
Interest on R&D and EEP |
- |
- |
9,977 |
8,509 |
Interest on Portion A (CVA) |
- |
- |
9,026 |
19,751 |
IOF tax |
64 |
6,224 |
6,066 |
12,019 |
CPMF tax |
- |
1,974 |
736 |
32,497 |
Other financial expenses |
1 |
1 |
7,008 |
3,464 |
|
119,898 |
148,701 |
277,692 |
281,108 |
|
|
|
|
|
|
(44,618) |
(80,632) |
94,566 |
(14,763) |
|
|
|
|
|
32 Electric Energy Trading Chamber (CCEE)
MAE has ceased its operations, and as a consequence its activities, assets, and liabilities were absorbed on November 12, 2004 by the Electric Energy Trading Chamber (CCEE), a private corporate entity subject to ANEEL regulation and inspection.
56
Table of Contents
COPEL has not recognized as actual and final the data concerning the sale of electric energy by COPEL Distribuição on the Wholesale Energy Market (MAE) in 2000, 2001, and the first quarter of 2002. These data were calculated according
to criteria and amounts that take into account decisions by the Regulatory Agency which have been challenged by the Company both administratively and judicially.
The Company's claim is substantially based on the fact that it conducted power sale transactions, which should not serve as basis for calculations made the regulatory agency, only to fulfill contractual obligations to customers on the southeastern
market. The estimated amount of discrepancies in calculation was approximately R$ 1,018,181 (restated as of September 30, 2008), which has not been recognized by the Company as a supplier liability.
Based on the opinion of its legal counsel, management considers it possible that the final rulings in these lawsuits will be favorable to the Company.
a) CIEN Contract Renegotiation(1)
Until 2007, in order to replace the amounts which should have been supplied under the CIEN agreement, COPEL adopted a strategy of participating in all legally allowed means of acquiring power from existing facilities, i.e., the A-1 Auctions and the
Mechanism for the Offset of Surpluses and Deficits (MCSD). Thus, it acquired 211 average MW until 2007, out of a total of 400 average MW required and, due to the failure of the A-1/2007 Auction due to total lack of offer by power generation
utilities, COPEL revised its strategy and sought to make up for the CIEN amounts at auctions of power from new facilities.
In 2008, in order to make up for the CIEN amounts, COPEL acquired 141.5 average MW from the Jirau project, which, added to the Companys purchases at the A-5/2008 Auction, will cover the CIEN amounts during the entire period of CIEN agreement,
at prices similar to those under that agreement, starting in 2013. The Company expects to acquire additional power at the A-1/2008 Auction, for the period from 2009 to 2013.
(1) Technical information unaudited by the independent auditors.
b) Current transactions at CCEE(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COPEL |
|
|
|
|
|
|
Geração e |
COPEL |
|
UEG |
|
|
|
Transmissão |
Distribuição |
Elejor |
Araucária |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Current assets (Note 4) |
|
|
|
|
|
|
Until December 2007 |
7 |
14 |
- |
105 |
126 |
126 |
From April through June 2008 |
1,799 |
- |
- |
- |
1,799 |
3,323 |
From July through September 2008 |
6,008 |
- |
896 |
- |
6,904 |
- |
|
7,814 |
14 |
896 |
105 |
8,829 |
3,449 |
Current liabilities (Note 20) |
|
|
|
|
|
|
From April through June 2008 |
- |
17,000 |
- |
- |
17,000 |
20,522 |
From July through September 2008 |
- |
15,863 |
- |
- |
15,863 |
- |
|
- |
32,863 |
- |
- |
32,863 |
20,522 |
|
|
|
|
|
|
|
57
Table of Contents
c) Changes in the CCEE balances (1)
|
|
|
|
|
|
|
|
|
|
|
Amount to be |
|
|
Amount to be |
|
settled |
Settlement |
Appropriation |
settled |
|
|
|
|
|
|
30.06.2008 |
|
|
30.09.2008 |
Current assets |
|
|
|
|
Until December 2007 |
126 |
- |
- |
126 |
From April through June 2008 |
3,323 |
(7,034) |
5,510 |
1,799 |
From July through September 2008 |
- |
(12,800) |
19,704 |
6,904 |
|
3,449 |
(19,834) |
25,214 |
8,829 |
(-) Current liabilities |
|
|
|
|
From April through June 2008 |
20,522 |
(18,119) |
14,597 |
17,000 |
From July through September 2008 |
- |
(19,414) |
35,277 |
15,863 |
|
20,522 |
(37,533) |
49,874 |
32,863 |
|
|
|
|
|
Net total |
(17,073) |
17,699 |
(24,660) |
(24,034) |
|
|
|
|
|
|
(1) Information unaudited by the independent auditors. |
|
|
|
33 Financial Instruments
a) Overview
The use of financial instruments by the Company is restricted to Cash in Hand, Customers and Distributors, Accounts Receivable from government agencies, CRC Transferred to State Government, Loans and Financing, Debentures, and Suppliers.
b) Market Value of Financial Instruments
The market values of the Companys main financial instruments as of September 30, 2008, which are close to their book value, are shown below:
|
|
|
|
|
|
|
|
|
Financial instruments |
|
Consolidated |
|
|
|
|
30.09.2008 |
30.06.2008 |
Cash in hand |
1,832,804 |
1,587,994 |
Accounts receivable from government agencies |
180,557 |
219,502 |
CRC transferred to State Government |
1,320,943 |
1,316,870 |
Loans and financing |
923,022 |
892,917 |
Debentures |
1,016,185 |
1,035,581 |
Eletrobrás (Itaipu) |
82,122 |
72,738 |
Petrobras |
35,015 |
28,556 |
|
|
|
c) Risk Factors
1) Credit risk
The Companys credit risk comprises the possibility of losses due to non-payment of power bills. This risk is closely tied to factors that are either internal or external to COPEL. To minimize this risk, the Company focuses on the management of
receivables, detecting customer segments which are most likely not to pay their bills, suspending power supply, and implementing specific collection policies, tied to real estate or personal securities whenever possible.
Doubtful accounts are properly covered by provisions to offset potential losses in their realization.
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Table of Contents
2) Foreign currency risk
This risk comprises the possibility of losses due to fluctuations in exchange rates, which may reduce assets or increase liabilities denominated in foreign currencies.
Most of the financial investments of the Company and of its subsidiaries comprise fixed-income securities tied to federal bonds. The Companys foreign currency indebtedness is not significant and it is not exposed to foreign exchange
derivatives. The Company monitors all relevant exchange rates.
The effect of the exchange rate variation resulting from the power purchase agreement with Eletrobrás (Itaipu) is recorded under the account for compensation of Portion A as invoices are paid and it is recognized in COPEL
Distribuição's annual rate reviews.
The exchange rate variation resulting from the purchase of gas from Petrobras by Compagas has a direct impact on the latter's results and is passed on to customers through negotiation.
3) Interest rate risk
This risk comprises the possibility of losses due to fluctuations in interest rates, which may increase the financial expenses in connection with liabilities on the market.
The Company has not engaged in transactions with derivatives to cover this risk, but it has continued to monitor interest rates, in order to assess the potential need for such transactions as a way of protecting against interest rate risks.
4) Accelerated maturity risk
This risk results from the potential breach of restrictive contract provisions, such as those contained in the loan, financing, and debenture agreements of the Company, which usually require that certain economic and financial indicators, which are
calculated and analyzed periodically for compliance, be kept at determined levels (financial covenants).
5) Power shortage risk
This risk results from the possibility of periods with low levels of rainfall, since Brazil relies heavily on hydroelectric sources, which depend on the water levels in their reservoirs to operate.
A long period of drought may reduce the water levels in power plant reservoirs and result in losses due to reduced revenues if a new rationing program is implemented.
This risk is calculated by the National Power System Operator (ONS), which does not anticipate the need for any rationing programs in the next two years(1), as reported in its Power Operation Plan, published monthly at www.ons.org.br.
(1) Information unaudited by the independent auditors.
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Table of Contents
6) Risk of non-renewal of concessions
COPEL holds concessions for power generation, transmission, and distribution services, with the expectation that they will be renewed by the Ministry of Mines and Energy with the support of ANEEL. If the extension of these concessions is not
approved by the regulatory authority or even if it occurs at additional costs to the Company ("costly concession"), current profitability and activity levels may be affected.
34 Related-Party Transactions
COPEL has carried out transactions with unconsolidated related parties, including the sale of power to final customers, at rates approved by ANEEL, resulting in billed amounts which are not material for purposes of disclosure.
The main balances of related party transactions in COPELs balance sheet are:
|
|
|
|
|
|
|
|
|
|
|
|
Related party |
Nature of operation |
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.06.2008 |
Current assets |
|
|
|
Sanepar |
Customers and distributors |
19,080 |
18,797 |
Government of the State of Paraná |
Customers and distributors |
46,053 |
92,767 |
|
Services to third-parties |
8,755 |
9,322 |
|
Recoverable Rate Deficit - CRC (Note 7) |
45,189 |
43,353 |
|
ICMS tax paid in advance |
26,735 |
26,927 |
Petrobras |
Advance payment to suppliers |
2,658 |
2,853 |
|
|
|
|
Long-term receivables |
|
|
|
Sanepar |
Customers and distributors |
12,433 |
13,007 |
Government of the State of Paraná |
Customers and distributors |
32,157 |
38,381 |
|
Services to third-parties |
5,016 |
8,235 |
|
Recoverable Rate Deficit - CRC (Note 7) |
1,275,754 |
1,273,517 |
|
ICMS tax paid in advance |
58,759 |
54,225 |
|
|
|
|
Current liabilities |
|
|
|
BNDES |
Financing for gas pipeline network (Note 18.f) |
6,385 |
6,283 |
BNDESPAR |
Debentures (Note 19.b) |
18,525 |
3,304 |
Dona Francisca Energética |
Purchase of power (Note 20) |
4,420 |
4,420 |
Eletrobrás |
Financing (Note 18.d) |
36,291 |
37,637 |
Eletrobrás (Itaipu) |
Purchase of power (Note 20) |
82,122 |
72,738 |
Government of the State of Paraná |
ICMS tax due |
137,467 |
131,110 |
Petrobras |
Purchase of gas for resale (Note 20) |
35,015 |
28,556 |
|
|
|
|
Long-term liabilities |
|
|
|
BNDES |
Financing for gas pipeline network (Note 18.f) |
14,415 |
15,747 |
BNDESPAR |
Debentures (Note 19.b) |
254,582 |
269,638 |
Eletrobrás |
Financing (Note 18.d) |
282,990 |
257,804 |
Eletrobrás |
Elejor shares to be repurchased (Note 18.e) |
111,466 |
106,682 |
Government of the State of Paraná |
ICMS tax due |
685 |
1,017 |
Petrobras |
Gas for power generation - renegotiation (N. 20) |
207,006 |
200,730 |
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Table of Contents
The main balances of related party transactions in COPELs statement of income are:
|
|
|
|
|
|
|
|
Related party |
Nature of operation |
|
Consolidated |
|
|
|
|
|
|
30.09.2008 |
30.09.2007 |
Gross revenues from sales and/or services |
|
|
|
Sanepar |
Sale of power |
91,333 |
92,207 |
Government of the State of Paraná |
Sale of power |
70,789 |
60,013 |
|
Telecommunications revenues |
4,500 |
4,500 |
Petrobras |
Lease of the Araucária Thermal Power Plant |
35,446 |
35,513 |
|
Sale of power |
9,721 |
8,441 |
|
Distribution of piped gas |
5,575 |
5,185 |
|
Gas transport services |
2,624 |
3,074 |
|
Power purchased for resale |
|
|
|
Dona Francisca Energética |
Purchase of power (Note 30.a) |
40,374 |
38,029 |
Eletrobrás (Itaipu) |
Purchase of power (Note 30.a) |
367,338 |
282,188 |
|
Natural gas and supplies for the gas business |
|
|
Petrobras |
Natural gas purchased for resale |
109,227 |
102,051 |
|
Other operating expenses |
|
|
|
COPEL Foundation |
Rents |
5,046 |
3,549 |
|
Financial revenues |
|
|
|
Government of the State of Paraná |
Revenues under CRC agreement (Note 31) |
160,617 |
108,724 |
|
Revenues from renegotiated bills |
6,121 |
5,348 |
|
Financial expenses |
|
|
|
|
Charges on financing for gas pipeline |
|
|
BNDES |
network (Note 18.f) |
1,835 |
1,825 |
BNDESPAR |
Charges on Elejor debentures (Note 19.b) |
20,285 |
20,575 |
Eletrobrás |
Charges on financing (Note 18.d) |
22,851 |
22,456 |
|
Charges on Elejor shares to be bought |
|
|
|
back (Note 18.e) |
17,115 |
13,537 |
Petrobras |
Charges on gas contract renegotiation (Note 20.a) |
16,613 |
15,324 |
|
|
|
|
The balances of transactions between the Company and its wholly-owned subsidiaries are shown in Note 14.
BNDES - BNDES Participações S.A. - BNDESPAR holds 26.41% of the Companys common shares and has the right to appoint two members of the Board of Directors. BNDESPAR is a wholly-owned subsidiary of BNDES, with which the
Company has financing agreements, described in Note 18.
Dona Francisca Energética S.A. - The Company became guarantor of the loans signed by its indirect affiliate Dona Francisca Energética S.A. with the National Economic and Social Development Bank (BNDES) (joint debtor), and with
Bradesco (joint debtor). As of September 30, 2008, the outstanding debt was R$ 40,658 and R$ 24,270, respectively.
Eletrobrás Eletrobrás holds 1.06% of the Companys common shares; COPEL, in turn, has obtained financing from Eletrobrás, described in Note 18.
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Table of Contents
35 Wholly-Owned Subsidiaries' Balance Sheets
Shown below are the balance sheets as of September 30, 2008, reclassified for purposes of standardization of the chart of accounts, of COPELs wholly-owned subsidiaries COPEL Geração e Transmissão (Consolidated) (GET),
COPEL Distribuição (DIS), COPEL Telecomunicações (TEL) and COPEL Participações (PAR) (Consolidated):
|
|
|
|
|
|
|
|
|
|
ASSETS |
GET |
DIS |
TEL |
PAR |
|
Consolidated |
|
|
Consolidated |
|
|
|
|
|
TOTAL ASSETS |
4,689,656 |
5,400,299 |
239,208 |
2,190,241 |
CURRENT ASSETS |
1,083,126 |
1,589,448 |
45,075 |
416,117 |
Cash in hand |
764,433 |
349,128 |
24,845 |
319,606 |
Customers and distributors, net |
210,445 |
772,891 |
- |
35,043 |
Telecommunications services, net |
- |
- |
13,220 |
- |
Dividends receivable |
- |
- |
- |
3,529 |
Construction in progress |
8,161 |
51,511 |
- |
- |
CRC transferred to State Government |
- |
45,189 |
- |
- |
Taxes and social contributions |
12,143 |
119,546 |
1,907 |
22,027 |
Account for compensation of Portion A |
- |
100,544 |
- |
- |
Other regulatory assets |
- |
33,682 |
- |
- |
Collaterals and escrow deposits |
67,086 |
37,032 |
- |
29,909 |
Other receivables |
14,512 |
33,289 |
1,293 |
5,433 |
Inventories |
6,346 |
46,636 |
3,810 |
570 |
NON-CURRENT ASSETS |
3,606,530 |
3,810,851 |
194,133 |
1,774,124 |
Long-Term Receivables |
114,239 |
1,767,600 |
14,767 |
39,940 |
Customers and distributors, net |
345 |
87,694 |
- |
23,023 |
Telecommunications services |
- |
- |
5,016 |
- |
CRC transferred to State Government |
- |
1,275,754 |
- |
- |
Taxes and social contributions |
89,414 |
264,049 |
9,503 |
14,031 |
Account for compensation of Portion A |
- |
42,415 |
- |
- |
Other regulatory assets |
- |
9,132 |
- |
- |
Collaterals and escrow deposits |
- |
24,547 |
- |
- |
Judicial deposits |
22,599 |
59,287 |
248 |
1,066 |
Other receivables |
1,881 |
4,722 |
- |
1,820 |
Permanent Assets |
3,492,291 |
2,043,251 |
179,366 |
1,734,184 |
Investments |
19,137 |
2,474 |
- |
405,014 |
Property, plant, and equipment |
3,459,946 |
2,013,104 |
178,129 |
1,253,275 |
Intangible assets |
13,208 |
27,673 |
1,237 |
70,949 |
Deferred assets |
- |
- |
- |
4,946 |
|
|
|
|
|
62
Table of Contents
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
GET |
DIS |
TEL |
PAR |
|
Consolidated |
|
|
Consolidated |
|
|
|
|
|
|
TOTAL LIABILITIES |
4,689,656 |
5,400,299 |
239,208 |
2,190,241 |
CURRENT LIABILITIES |
423,140 |
1,150,981 |
15,377 |
142,295 |
Loans and financing |
53,956 |
15,935 |
- |
6,385 |
Debentures |
- |
- |
- |
18,525 |
Suppliers |
46,990 |
395,178 |
3,618 |
43,546 |
Taxes and social contributions |
110,566 |
200,977 |
2,335 |
15,065 |
Dividends due |
94,754 |
80,292 |
- |
14,450 |
Payroll and labor provisions |
39,334 |
110,984 |
8,497 |
2,117 |
Post-employment benefits |
5,105 |
13,262 |
862 |
85 |
Account for compensation of Portion A |
- |
42,300 |
- |
- |
Other regulatory liabilities |
17,519 |
14,510 |
- |
- |
Customer charges due |
3,548 |
41,183 |
- |
- |
R & D and Energy Efficiency |
31,062 |
168,335 |
- |
4,422 |
Concession charge - ANEEL grant |
- |
- |
- |
33,369 |
Other accounts payable |
20,306 |
68,025 |
65 |
4,331 |
NON CURRENT LIABILITIES |
784,827 |
1,240,346 |
20,577 |
468,645 |
Long-term liabilities |
784,235 |
1,240,346 |
20,577 |
394,243 |
Loans and financing |
245,129 |
141,675 |
- |
125,881 |
Debentures |
- |
- |
- |
254,582 |
Provisions for contingencies |
155,958 |
166,314 |
1,368 |
3,404 |
Subsidiaries and investees |
- |
582,150 |
- |
- |
Suppliers |
230,029 |
- |
- |
- |
Taxes and social contribution |
- |
16,505 |
- |
8,512 |
Post-employment benefits |
145,707 |
312,696 |
19,209 |
1,864 |
Account for compensation of Portion A |
- |
10,109 |
- |
- |
Other regulatory liabilities |
- |
10,882 |
- |
- |
Other accounts payable |
7,412 |
15 |
- |
- |
Income from future periods |
592 |
- |
- |
74,402 |
MINORITY INTEREST |
1,363 |
- |
- |
244,567 |
SHAREHOLDERS' EQUITY |
3,480,326 |
3,008,972 |
203,254 |
1,334,734 |
Share capital |
2,947,018 |
2,171,928 |
194,755 |
1,165,500 |
Income reserves |
197,424 |
491,983 |
- |
128,302 |
Retained earnings |
335,884 |
345,061 |
8,499 |
40,932 |
63
Table of Contents
36 Statement of Income Broken Down by Company
In order to allow the analysis of the statement of income according to the nature of the expenses, the operating costs and expenses are presented in aggregate form for the nine-month period ended on September 30, 2008. The Parent Company's statement
represents the results of its activities, not taking into account the results of equity in its subsidiaries.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STATEMENT OF INCOME |
GET |
DIS |
TEL |
PAR |
COPEL |
Subtractions |
Consolidated |
|
Consolidated |
|
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
GROSS REVENUES |
1,309,483 |
4,665,305 |
81,963 |
373,679 |
- |
(284,792) |
6,145,638 |
Power sales to final customers |
123,450 |
2,091,882 |
- |
1,900 |
- |
(2,572) |
2,214,660 |
Power sales to distributors |
1,001,341 |
40,424 |
- |
125,172 |
- |
(187,962) |
978,975 |
Charges for the use of the power grid |
167,238 |
2,483,090 |
- |
- |
- |
(63,139) |
2,587,189 |
Telecommunications revenues |
- |
- |
81,963 |
- |
- |
(24,340) |
57,623 |
Distribution of piped gas |
- |
- |
- |
208,535 |
- |
(1,784) |
206,751 |
Leases and rents |
642 |
36,909 |
- |
35,446 |
- |
(799) |
72,198 |
Other operating revenues |
16,812 |
13,000 |
- |
2,626 |
- |
(4,196) |
28,242 |
DEDUCTIONS FROM GROSS REVENUES |
(192,955) |
(1,833,370) |
(14,108) |
(49,245) |
- |
- |
(2,089,678) |
NET REVENUES |
1,116,528 |
2,831,935 |
67,855 |
324,434 |
- |
(284,792) |
4,055,960 |
OPERATING COSTS AND EXPENSES |
(518,682) |
(2,339,478) |
(56,236) |
(242,888) |
(5,999) |
284,870 |
(2,878,413) |
Power purchased for resale |
(44,586) |
(1,328,681) |
- |
(801) |
- |
187,962 |
(1,186,106) |
Charges for the use of the power grid |
(120,565) |
(245,074) |
- |
(15,102) |
- |
63,139 |
(317,602) |
Personnel and management |
(111,098) |
(323,264) |
(22,153) |
(8,836) |
(4,010) |
- |
(469,361) |
Pension and healthcare plans |
(10,613) |
(45,230) |
(2,702) |
(790) |
(87) |
- |
(59,422) |
Materials and supplies |
(7,218) |
(33,097) |
(1,013) |
(508) |
(8) |
- |
(41,844) |
Raw materials and supplies - generation |
(12,726) |
- |
- |
(1,779) |
- |
1,906 |
(12,599) |
Natural gas and supplies - gas business |
- |
- |
- |
(109,325) |
- |
- |
(109,325) |
Third-party services |
(44,726) |
(153,280) |
(8,863) |
(22,380) |
(3,345) |
31,064 |
(201,530) |
Depreciation and amortization |
(97,180) |
(136,726) |
(22,004) |
(43,081) |
- |
- |
(298,991) |
Provisions and reversals |
(9,166) |
(60,417) |
2,532 |
(172) |
2,037 |
- |
(65,186) |
Concession charge - ANEEL grant |
- |
- |
- |
(31,637) |
- |
- |
(31,637) |
Other operating costs and expenses |
(60,804) |
(13,709) |
(2,033) |
(8,477) |
(586) |
799 |
(84,810) |
RESULT OF OPERATIONS |
597,846 |
492,457 |
11,619 |
81,546 |
(5,999) |
78 |
1,177,547 |
FINANCIAL INCOME (LOSSES) |
22,079 |
129,323 |
2,336 |
(14,476) |
(44,618) |
(78) |
94,566 |
Financial revenues |
68,839 |
243,105 |
2,363 |
27,259 |
75,280 |
(44,588) |
372,258 |
Financial expenses |
(46,760) |
(113,782) |
(27) |
(41,735) |
(119,898) |
44,510 |
(277,692) |
EQUITY IN RESULTS OF INVESTEES |
- |
- |
- |
25,377 |
196 |
(128) |
25,445 |
OPERATING INCOME (LOSSES) |
619,925 |
621,780 |
13,955 |
92,447 |
(50,421) |
(128) |
1,297,558 |
NON-OPERATING INCOME (LOSSES) |
(1,156) |
(5,661) |
407 |
131 |
1 |
- |
(6,278) |
INCOME (LOSSES) BEFORE TAXES |
|
|
|
|
|
|
|
AND MINORITY INTERESTS |
618,769 |
616,119 |
14,362 |
92,578 |
(50,420) |
(128) |
1,291,280 |
Provision for IRPJ and CSLL |
(174,127) |
(154,149) |
(4,868) |
(17,993) |
(3,191) |
- |
(354,328) |
Deferred IRPJ and CSLL |
2,845 |
(22,470) |
25 |
537 |
(1,664) |
- |
(20,727) |
Minority interests |
(128) |
- |
- |
(17,190) |
- |
128 |
(17,190) |
INCOME (LOSSES) FOR THE PERIOD |
447,359 |
439,500 |
9,519 |
57,932 |
(55,275) |
- |
899,035 |
|
|
|
|
|
|
|
|
IRPJ = Corporate income tax |
CSLL = Social contribution on net income |
64
Table of Contents
37 Changes in Accounting Policies
On December 28, 2007, Law no. 11,638 was enacted, changing, revoking, and introducing new provisions in the Brazilian Corporate Law, particularly in the chapter covering the disclosure and preparation of financial statements. Some of these
provisions have changed, among other aspects, the criteria for recognition and valuation of assets and liabilities. These changes have been in effect since January 1, 2008.
The main goal of this new law is to update the Brazilian corporate legislation so as to bring the accounting practices adopted in Brazil closer to the International Financial Reporting Standards (IFRS) and to allow new accounting rules and
procedures to be issued by the Brazilian Securities and Exchange Commission (CVM) in compliance with international accounting standards.
Even though this law is in effect, some of the changes introduced by it need to be regulated. During the transition period until these regulations are issued, CVM, through Instruction no. 469, has made the full application of these rules optional
for quarterly financial information issued in 2008 and has determined that some provisions shall be mandatory (articles 3 to 14).
Based on that, COPELs management has assessed the potential impacts of the new law, in particular the impact of articles 3 to 14 of CVM Instruction no. 469, and has not identified any material adjustments to be made to the financial
information for the quarter ended on September 30, 2008.
As for the remaining provisions of the new law, management has chosen to record the related impacts, if any, during fiscal year 2008, as soon as the new regulations are issued.
A summary of the preliminary assessment of the application of the provisions of the new law, conducted by COPEL's management, is shown below:
a) Mandatory application of articles 3 to 14 of CVM Instruction no. 469/2008 as of January 1, 2008:
|
|
|
|
Changes introduced by Law no. 11,638/2007 |
|
Impact on the Company |
|
The interests of debenture holders, of employees and managers, even in the form of financial instruments, and of employee pension or healthcare organizations or funds, which do not qualify as expenses, shall be included in the Statement of Income for the respective period, after the income before income tax and the provision for income tax. |
|
Not applicable to the Company. |
|
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Table of Contents
|
|
|
|
All public companies shall disclose information about stock-based compensation in their quarterly reports and in their financial statements pursuant to the guidelines contained in item 25.10 of Letter CVM/SNC/SEP no. 01, dated February 14, 2007, until CVM issues specific regulation about this matter. |
|
The Company does not adopt stock-based compensation. |
|
Introduction of the concept of present value adjustment for long-term asset and liability transactions and for material short-term transactions. |
|
The Company has reviewed its accounts, taking into consideration the introduction of this concept, and has not identified any material amounts to be recorded. |
|
Elimination of the possibility of recording:
(i) premiums received in the issue of debentures; and
(ii) donations and subsidies for investments (including tax breaks) directly as capital reserves under shareholders equity. That means donations and subsidies for investments will now be recorded to income. To avoid their distribution as dividends, the amount of donations and subsidies may be allocated, after being recorded to income, to a tax break reserve. |
|
Does not apply to the Company in this quarter. |
|
Elimination of the revaluation reserve. Any existing balances in revaluation reserves shall be maintained until their actual realization or reverted by the end of the fiscal year in which the Law came into force. |
|
Jointly-controlled subsidiary Dominó Holdings and subsidiaries Sercomtel Telecomunicações and Sercomtel Celular have revaluation reserve balances which have been excluded for purposes of equity and consolidation and to adjust the accounting practices of these subsidiaries to those of the parent company. |
|
66
Table of Contents
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|
|
The reconciliation note referred to in article 5, paragraph 2, section III of CVM Instruction no. 331, dated April 4, 2000, shall not be required of companies which sponsor Brazilian Depositary Receipt (BDR) programs and whose financial statements, in the country of origin or which are disclosed in foreign markets for purposes of registration, are prepared in compliance with the international accounting rules issued by the International Accounting Standards Board (IASB). |
|
Not applicable to the Company. |
|
Requirement that the assets and liabilities of a company in the process of being incorporated as a result of transactions that involve incorporation, merger, or split between independent parties resulting in actual transfer of control be recorded at market value. |
|
Does not apply to the Company in this quarter. |
|
Elimination of the materiality threshold for the adjustment of investments in subsidiaries and investees under the equity method and replacement of the parameter of 20% of the investees stock capital by the parameter of 20% of the investees voting stock. |
|
Does not apply to the Company in this quarter. |
|
Changes to article 5 of CVM Instruction no. 331, dated April 4, 2000, which addresses the registration of companies for the issue and trading of Brazilian Depositary Receipts - Level II and III BDR Programs tied to securities issued by public companies or similar entities headquartered abroad. |
|
Not applicable to the Company. |
|
b) Application of the remaining provisions of the new law, which at the Companys discretion shall be recorded in its financial statements, should they have any material impact, during fiscal year 2008:
|
|
|
|
Changes introduced by Law no. 11,638/2007 |
|
Impact on the Company |
|
Replacement of the Statement of Changes in Financial Position by the Statement of Cash Flows. |
|
The Company has already presented this statement quarterly in compliance with ANEEL requirements. |
|
67
Table of Contents
|
|
|
|
Addition of the Statement of Added Value, applicable to public companies, which features the value added by the Company and a breakdown of the sources and allocations of these amounts. |
|
The Company has already presented this statement quarterly in compliance with ANEEL requirements. |
|
Possibility of maintaining separate recording of transactions for purposes of tax legislation and then make any necessary adjustments to ensure their compliance with the accounting practices. |
|
The Company is waiting for regulation of this issue and for a statement by the tax authorities. |
|
Creation of a new subset of accounts for intangible items, including goodwill, for purposes of presentation as part of the balance sheet. This set of accounts shall record any rights to non-physical assets assigned to the operation of the Company or exercised with this purpose, including acquired stock in trade. |
|
The Company will reclassify R$ 3,830 in goodwill recorded in the acquisition of interests in investees, which are currently recorded under Investments, to the Intangible Assets and Liabilities subset. |
|
Mandatory recording under property, plant, and equipment of any rights to physical assets assigned to the operation of the Company, including those resulting from transactions which transfer to the Company the benefits, risks, and control of these assets (such as finance leases). |
|
Not applicable to the Company. |
|
Modification of the criteria for amounts recorded under deferred assets/liabilities. Only pre-operational expenses and restructuring expenses which effectively contribute to the increase in the income of more than one fiscal year and which do not characterize only a cost reduction or operational efficiency gain shall be recorded in this subset. |
|
The Company is waiting for the issue of regulation concerning this matter so it can assess any potential impacts to the income of the current year. The maximum adjustment amount, if any, is R$ 1,124. |
|
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|
|
|
Requirement that the Company periodically assess its ability to recover the amounts recorded under property, plant, and equipment, intangible assets, and deferred assets, in order to ensure that:
(i) any losses due to non-recovery of these assets are recorded as the result of a decision to discontinue the activities related to these assets or when there is evidence that the results of operations will not be sufficient to ensure the realization of these assets; and
(ii) the criteria used to determine the estimated remaining useful lives of these assets for purposes of recording their depreciation, amortization, and depletion are reviewed and adjusted. |
|
The Company already adopts this practice. Most assets which make up the property, plant, and equipment of the Company and its subsidiaries are tied to the concession, and, according to the concession agreements signed by the Company as a public service concession holder, any residual value of these assets shall be refunded to it upon expiration of the concession. This fact significantly reduces the risk of any impact to the Companys financial statements in connection with the recovery of assets. |
|
Creation of a new subset of accounts, named equity evaluation adjustments, under shareholders equity, to allow the recording of certain market value evaluations, particularly those of financial instruments; the recording of exchange rate variations on equity investments abroad assessed under the equity method (until December 31, 2007, these variations were recorded to income); and market value adjustments to liabilities and assets, due to mergers and incorporations between unrelated parties resulting in actual transfer of control. |
|
The Company is waiting for the issue of regulation concerning this matter so it can assess any potential impacts on its 2008 financial statements. |
|
Requirement that all financial instruments, including derivatives, be recorded:
(i) at market value or equivalent value, in the case of instruments assigned to trading or available for sale; and
(ii) at acquisition cost or face value, restated in compliance with legal and contractual provisions and adjusted to the likely realization value, whenever the latter is lower than the former. |
|
The Company is waiting for the issue of regulation concerning this matter so it can assess any potential impacts on its 2008 financial statements. |
|
69
Table of Contents
38 Statement of Cash Flows
For the periods ended on September 30, 2008 and 2007:
|
|
|
|
|
|
Parent Company |
Consolidated |
|
|
|
|
|
2008 |
2007 |
2008 |
2007 |
|
Cash flows from operating activities |
|
|
|
|
Net income for the period |
899,035 |
794,368 |
899,035 |
794,368 |
|
Adjustments to reconcile the net income for the period with the |
|
|
|
|
generation of cash by operating activities: |
|
|
|
|
Provision (reversal) for doubtful accounts |
- |
- |
18,016 |
(4,911) |
Depreciation and amortization |
- |
- |
298,991 |
316,335 |
Unrealized monetary and exchange variations, net |
64,474 |
100,871 |
36,086 |
164,246 |
Equity in the results of subsidiaries and investees |
(954,310) |
(1,008,522) |
(29,912) |
(17,665) |
Deferred income tax and social contribution |
1,664 |
(57,238) |
20,727 |
(68,904) |
Variations in Account for Compensation of Portion A, net |
- |
- |
(164,825) |
42,588 |
Variations in other regulatory assets and liabilities, net |
- |
- |
(42,399) |
7,259 |
Contract renegotiation - Cien |
- |
- |
- |
(62,862) |
Provisions under long-term liabilities |
(2,036) |
181,704 |
49,420 |
211,962 |
Write-off of investments |
- |
- |
4,364 |
2,241 |
Write-off of property, plant, and equipment, net |
- |
- |
19,221 |
41,283 |
Write-off of intangible and deferred assets, net |
- |
- |
397 |
429 |
Amortization of goodwill on investments |
- |
- |
4,665 |
5,931 |
Minority interests |
- |
- |
17,190 |
24,200 |
|
Changes in assets |
|
|
|
|
Customers and distributors |
- |
- |
71,034 |
(95,834) |
Telecommunications services |
- |
- |
118 |
(5,108) |
Dividends received |
733,662 |
415,515 |
9,541 |
8,278 |
Construction in progress |
- |
- |
(8,329) |
(26,418) |
CRC transferred to State Government |
- |
- |
90,036 |
25,423 |
Taxes and social contribution |
1,403 |
(28,494) |
6 |
37,318 |
Collaterals and escrow deposits |
2,358 |
(38,903) |
15,176 |
(73,061) |
Inventories |
- |
- |
(5,167) |
3,544 |
Judicial deposits |
10,147 |
(3,692) |
(3,100) |
(5,704) |
Other |
5 |
(11) |
9,741 |
(14,843) |
|
Changes in liabilities |
|
|
|
|
Loans and financing - interest due and paid |
(42,343) |
(28,571) |
(86,332) |
(98,739) |
Debentures - interest due and paid |
(94,133) |
(280,537) |
(113,852) |
(307,163) |
Suppliers |
(390) |
(106) |
81,707 |
(27,957) |
Taxes and social contribution |
(14,348) |
10,698 |
(27,422) |
27,080 |
Payroll and labor provisions |
(27) |
33 |
14,948 |
(23,453) |
Post-employment benefits |
(6) |
(6) |
2,110 |
(92,507) |
Customer charges due |
- |
- |
12,009 |
(13,582) |
R & D and Energy Efficiency |
- |
- |
8,561 |
6,149 |
Other |
(1,048) |
- |
12,043 |
(3,603) |
Minority interests |
- |
- |
(4,150) |
2,850 |
|
|
|
|
|
Net cash generated by operating activities |
604,107 |
57,109 |
1,209,654 |
779,170 |
|
|
|
|
|
(next page) |
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|
70
Table of Contents
|
|
|
|
|
(continued) |
|
|
|
|
|
|
|
|
|
|
Parent Company |
|
Consolidated |
|
|
|
|
|
2008 |
2007 |
2008 |
2007 |
|
Cash flows from investing activities |
|
|
|
|
Loans granted to related parties |
- |
(16,307) |
- |
- |
Payments of loans granted to related parties |
176,027 |
- |
- |
- |
Acquisition of joint-controlling interest in Dominó - net of cash acquired |
- |
- |
(108,962) |
- |
Additions to interests in other companies and other investments |
(67,000) |
(6,160) |
(11,244) |
(5,276) |
Additions to property, plant, and equipment: |
- |
- |
(438,005) |
(354,248) |
Additions to intangible assets |
- |
- |
(2,608) |
(2,745) |
Additions to deferred assets |
- |
- |
(105) |
(290) |
Customer contributions |
- |
- |
40,538 |
24,603 |
Sale of property, plant, and equipment |
- |
- |
10,620 |
136 |
|
|
|
|
|
Net cash generated (used) by investing activities |
109,027 |
(22,467) |
(509,766) |
(337,820) |
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Loans and financing obtained |
- |
329,600 |
33,974 |
329,600 |
Loans and financing - amortization of principal amounts |
(1,998) |
(417) |
(41,079) |
(57,261) |
Debentures - amortization of principal amounts |
(133,320) |
(633,320) |
(133,320) |
(633,320) |
Dividends and interest on capital paid |
(259,210) |
(208,138) |
(267,530) |
(216,943) |
|
|
|
|
|
Net cash used by financing activities |
(394,528) |
(512,275) |
(407,955) |
(577,924) |
|
|
|
|
|
|
|
|
Total effect on cash in hand |
318,606 |
(477,633) |
291,933 |
(136,574) |
|
|
|
|
|
|
Cash in hand at the beginning of the period |
56,186 |
584,702 |
1,540,871 |
1,504,004 |
Cash in hand at the end of the period |
374,792 |
107,069 |
1,832,804 |
1,367,430 |
|
Variation in cash |
318,606 |
(477,633) |
291,933 |
(136,574) |
|
|
|
|
|
The statement of cash flows for the period ended on September 30, 2008 was prepared in compliance with CVM Ruling no. 547, dated August 13, 2008. For purposes of comparison, the statement of cash flows for the period ended on September 30, 2007 was
reclassified pursuant to the same rules.
71
Table of Contents
39 Statement of Added Value
For the periods ended on September 30, 2008 and 2007:
|
|
|
|
Consolidated |
|
|
|
|
2008 |
2007 |
|
Revenues |
|
|
Sales of power, services, and other revenues |
6,145,638 |
5,876,835 |
Provision for (reversal of) doubtful accounts |
(15,777) |
4,458 |
Non-operating income (losses) |
(6,278) |
(38,129) |
Total |
6,123,583 |
5,843,164 |
|
( - ) Supplies acquired from third-parties |
|
|
Power purchased for resale |
1,186,106 |
931,066 |
Charges for the use of the power grid ( - ) ESS |
276,421 |
350,941 |
Materials, supplies, and services from third-parties |
255,973 |
195,315 |
Natural gas and supplies for the gas business |
109,325 |
102,233 |
Emergency capacity charges and PROINFA |
196 |
200 |
Other |
77,528 |
224,673 |
Total |
1,905,549 |
1,804,428 |
|
( = ) GROSS ADDED VALUE |
4,218,034 |
4,038,736 |
|
( - ) Depreciation and amortization |
298,991 |
316,335 |
|
( = ) NET ADDED VALUE |
3,919,043 |
3,722,401 |
|
( + ) Transferred Added Value |
|
|
Financial revenues |
372,258 |
266,345 |
Equity in the results of subsidiaries and investees |
25,445 |
11,892 |
Total |
397,703 |
278,237 |
|
ADDED VALUE TO DISTRIBUTE |
4,316,746 |
4,000,638 |
|
|
|
(next page) |
|
|
72
Table of Contents
|
|
|
|
|
(continued) |
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
|
2008 |
% |
2007 |
% |
DISTRIBUTION OF ADDED VALUE: |
|
|
|
|
|
Personnel |
|
|
|
|
Salaries and wages |
321,595 |
|
301,027 |
|
Pension and healthcare plans |
59,422 |
|
7,430 |
|
Meal assistance and education allowance |
35,704 |
|
33,743 |
|
Social charges - FGTS |
25,548 |
|
23,455 |
|
Labor indemnifications and severance pay |
(825) |
|
9,664 |
|
Provision for profit sharing |
49,451 |
|
- |
|
Transfer to construction in progress |
(48,031) |
|
(37,072) |
|
Total |
442,864 |
10.3 |
338,247 |
8.5 |
|
Government |
|
|
|
|
ICMS (VAT) |
1,191,708 |
|
1,117,102 |
|
Income tax and social contribution |
375,055 |
|
335,285 |
|
Cofins tax |
476,182 |
|
449,641 |
|
Social charges - INSS |
85,919 |
|
79,904 |
|
Pasep tax |
103,378 |
|
97,705 |
|
CPMF and IOF taxes |
6,802 |
|
44,516 |
|
ISSQN |
1,392 |
|
1,756 |
|
Customer charges ( - ) Em. Cap. Charges/PROINFA |
316,822 |
|
385,647 |
|
System Service Charges - ESS |
41,181 |
|
12,199 |
|
Other taxes |
79,033 |
|
75,012 |
|
Total |
2,677,472 |
62.0 |
2,598,767 |
64.9 |
|
Financing agents |
|
|
|
|
Interest and penalties |
270,890 |
|
236,592 |
|
Leases and rents |
9,295 |
|
8,464 |
|
Total |
280,185 |
6.5 |
245,056 |
6.1 |
|
Shareholders |
|
|
|
|
Retained earnings |
741,035 |
|
659,368 |
|
Interest on capital |
158,000 |
|
135,000 |
|
Minority interests |
17,190 |
|
24,200 |
|
Total |
916,225 |
21.2 |
818,568 |
20.5 |
|
|
4,316,746 |
|
4,000,638 |
|
|
|
|
|
|
|
Added value (average) per employee |
520 |
|
486 |
|
Shareholders' equity contribution rate - % |
54.1 |
|
56.9 |
|
Wealth generation rate - % |
33.0 |
|
33.0 |
|
Wealth retention rate - % |
21.2 |
|
20.5 |
|
|
|
|
|
|
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40 Subsequent Event
a) Electric Energy Trading Chamber (CCEE)
In Notice to Agents CAM 1313/08, dated October 22, 2008, the Electric Energy Trading Chamber (CCEE) published the amounts to be settled on account of the preliminary injunction issued by the 15th Federal Court, from the Federal District
Court Jurisdiction, in Lawsuit no. 2002.34.00.026509 -0, in favor of AES Sul, filed to dispute the retroactive application of ANEEL Ruling no. 288/2002. On account of that, COPEL paid R$ 26,398 on November 7, 2008, for which there was no provision
as of September 30, 2008.
When the amounts due for the period 2000-2002 were calculated, COPEL had already obtained a similar injunction revoking the application of ANEEL Ruling no. 288/2002 and allowing the accounting and settlement to be made by the Wholesale Energy Market
(MAE), taking into account Itaipu's share of the Southeast market. On July 30, 2008, in the ruling of interlocutory appeal no. 2002.01.00.028632 -7, this decision was upheld, maintaining in favor of COPEL the accounting published by MAE on March 13,
2002 (Note 32).
The ruling in Lawsuit no. 2002.34.00.026509 -0, filed by AES Sul to dispute the retroactive application of ANEEL Ruling no. 288/2002, confirms the grounds for the favorable ruling obtained previously by COPEL.
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COMMENTS ON THE PERFORMANCE OF THE COMPANY IN THE QUARTER
(In thousands of reais, except where otherwise indicated)
1 Distribution
Customer connections In September 2008, COPEL supplied 3,491,945(1) customers (3,398,522(1) in September 2007), with an increase of 93,423(1) customers (2.7%) over the past 12 months.
Compact-design distribution lines COPEL has continued to implement compact-design distribution lines in urban areas with a high concentration of trees surrounding the distribution grids. This technology helps to preserve the
environment, as trees in the vicinity of power grids do not need to be cut off or severely trimmed, and to improve the quality of power supply by reducing the number of unplanned outages. The total length of urban compact-design distribution lines
in operation as of September 2008 was 1,507 km(1) (1,318 km(1) as of September 2007), with an increase of 189 km(1) (14.3%) over the past 12 months.
Secondary Isolated Lines COPEL has also invested in low-voltage (127/220 V) secondary isolated lines, which offer such significant advantages over regular overhead lines as:
- - improvement in DEC and FEC distribution performance indicators;
- - defense against illegal connections;
- - improved environmental conditions and reduced tree areas subject to trimming; - improved safety; - reduced voltage drops throughout the grid; and
- - increased transformer useful life due to the reduction of short-circuits, among other advantages.
The total length of secondary isolated lines in operation as of September 2008 was 3,363 km(1) (2,348 km(1) as of September 2007), with an increase of 1,015 km(1) (43.2%) over the past 12 months.
Market breakdown The generation of energy by COPEL from January through September 2008 was 14,316 GWh(1) (13,706 GWh(1) in the same period of 2007). The Company purchased 10,405 GWh(1) from CCEAR
(auction) (against 9,715 GWh(1) in the same period of 2007) and 4,093 GWh(1) from Itaipu (against 3,488 GWh(1) in the same period of 2007), as shown in the flowchart below:
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|
|
|
Energy flowchart (GWh) (1) (a) (b) |
|
January through September 2008 |
|
|
|
|
Notes: |
(a) Includes amounts dealt between COPEL's subsidiaries |
(b) Amounts subject to change after final accounting by CCEE |
(c) CG = Center of gravity of the submarket (difference between energy under contract and energy received in the CG - set forth under contract). |
|
Power sales by customer category (MWh) Power sales by COPEL from January through September 2008, including free customers and other utilities within Paraná, are broken down by customer category on the following table:
|
|
|
|
|
Category(1) |
|
|
In MWh |
|
|
|
|
|
Jan - Sep 2008 |
Jan - Sep 2007 |
Variation |
Residential |
4,008,569 |
3,827,040 |
4.7% |
Industrial |
5,077,271 |
4,660,134 |
9.0% |
Commercial |
2,936,934 |
2,764,932 |
6.2% |
Rural |
1,201,678 |
1,131,504 |
6.2% |
Other |
1,420,890 |
1,384,990 |
2.6% |
Total for captive customers |
14,645,342 |
13,768,600 |
6.4% |
Free customers - COPEL Geração e Transmissão |
896,682 |
1,056,495 |
-15.1% |
Total for final customers |
15,542,024 |
14,825,095 |
4.8% |
Utilities within the State of Paraná |
373,118 |
353,869 |
5.4% |
Grand total |
15,915,142 |
15,178,964 |
4.8% |
|
|
|
|
Power sales within COPEL Distribuiçãos captive market amounted to 14,645 GWh from January through September 2008, with 6.4% growth compared to same period last year. Total power sales by COPEL, which includes supply to captive
and free customers and supply to other distribution utilities within Paraná, reached 15,915 GWh, with 4.8% growth. This performance resulted mostly from the continuing combination of certain economic factors such as:
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(i) good agricultural yields coupled with high commodity prices, resulting in higher income for farmers; (ii) growing domestic demand, thanks to increased disposable income on account of increased availability of credit, social programs, and minimum
wage increases;
(iii)increased exports, particularly in the agricultural sector; and
(iv) the creation of 154,896 new jobs in the first nine months of 2008, with 7.95% growth compared to the same period of 2007. This was the best performance among Southern states and the third best among all states of Brazil.
Captive market The breakdown of COPEL Distribuiçãos captive market shows that residential customers consumed 4,009 GWh, with 4.7% growth and a 27.4% share of the market. Average consumption by residential customer
was 161.7 kWh a month, with 1.9% growth. In September 2008, COPEL supplied power to 2,754,584 residential customers.
Industrial customers consumed 5,077 GWh and accounted for 34.7% of consumption by captive customers, with 9% growth. This was the best performance out of all customer categories supplied by COPEL and was due largely to the performance of the
following industrial segments: motor vehicles, machinery and equipment, editing and printing, and paper and cellulose. In September 2008, COPEL supplied power to 61,903 industrial customers, a figure 7.0% higher than the one recorded in September
2007.
Commercial customers consumed 2,937 GWh and accounted for 20.1% of consumption by captive customers, with 6.2% growth. In September 2008, COPEL supplied power to 292,791 commercial customers.
Rural customers consumed 1,202 GWh and accounted for 8.2% of consumption by captive customers, with 6.2% growth. In September 2008, COPEL supplied power to 336,311 rural customers.
The other consumption categories (public agencies, public lighting, public services, and own consumption) consumed 1,421 GWh and accounted for 9.7% of consumption by captive customers, with 2.6% growth. In September 2008, COPEL supplied power to
46,341 customers in these categories.
Free customers - Power consumption by free customers supplied by COPEL Geração e Transmissão fell 15.1% due to the expiration of certain agreements.
Number of customers The number of customers billed by COPEL in September 2008 was 3,491,945, representing growth of 2.7% over the same month of 2007.
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|
|
|
|
|
Category |
|
|
Customers(1) |
|
|
September 2008 |
September 2007 |
Variation |
Residential |
2,754,584 |
2,680,617 |
2.8% |
Industrial |
61,903 |
57,851 |
7.0% |
Commercial |
292,791 |
283,500 |
3.3% |
Rural |
336,311 |
332,231 |
1.2% |
Other |
46,341 |
44,306 |
4.6% |
Total for captive customers |
3,491,930 |
3,398,505 |
2.7% |
Free customers - COPEL Geração e Transmissão |
15 |
17 |
-11.8% |
Grand total |
3,491,945 |
3,398,522 |
2.7% |
|
|
|
|
2 Management
Workforce COPELs workforce at the end of the third quarter of 2008 amounted to 8,270(1) employees assigned to the Companys wholly-owned subsidiaries and 106(1) employees assigned to the
companies controlled by COPEL Participações, as follows:
|
|
|
|
|
|
Employees(1) |
|
|
|
|
September 2008 |
September 2007 |
Wholly-owned subsidiaries |
|
|
COPEL Geração e Transmissão |
1,492 |
991 |
COPEL Transmissão (a) |
- |
1,085 |
COPEL Distribuição |
6,416 |
5,903 |
COPEL Telecomunicações |
332 |
331 |
COPEL Participações |
30 |
28 |
|
8,270 |
8,338 |
Companies controlled by COPEL Participações |
|
|
Compagas |
97 |
79 |
Elejor (Santa Clara) |
6 |
6 |
UEG Araucária |
3 |
4 |
|
106 |
89 |
|
|
|
(a) On December 1, 2007, all the employees of COPEL Transmissão were transferred to COPEL Geração e Transmissão and to COPEL Distribuição. |
3 Investor Relations
From January through September 2008, COPELs common shares (ON - code CPLE3) and class B preferred shares (PNB - code CPLE6) were traded on 89% and 100%, respectively, of the São Paulo Stock Exchange (BOVESPA) trading sessions.
COPELs free floating shares accounted for 45.0% of the Companys stock capital. COPELs market value, based on the BOVESPA stock prices at the end of September 2008, was approximately R$ 7,456,000. Out of the 66 securities that make
up the Ibovespa index, COPELs class B shares ranked 36th, accounting for 0.75% of the portfolio, with a Beta index of 0.81.
COPEL also accounts for 6.57% of the IEE (Electric Energy Index) portfolio. Out of the 30 companies that make up BOVESPAs Corporate Sustainability Index (ISE), COPEL ranked 14th, accounting for 1.00% of the portfolio.
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Table of Contents
As reported by BOVESPA, the closing price of COPELs common shares on the last trading day of the period was R$ 28.00 (a negative variation of 5.08%), and class B preferred shares were traded at R$ 26.40 (a negative variation of 1.49%) . From
January through September 2008, the Ibovespa index fell 22.45% .
On the New York Stock Exchange (NYSE), COPELs class B preferred shares, represented by American Depositary Shares (ADSs), are traded at Level 3, under the code ELP. As reported by NYSE, COPELs ADSs were traded on 100% of the trading
sessions and had a closing price of US$ 13.72 at the end of the period (a negative variation of 9.08%) . Over this period, the Dow Jones index fell 18.20% .
On LATIBEX (The Euro Market for Latin-American Securities), linked to the Madrid Stock Exchange, COPELs Class B preferred shares are traded under the symbol XCOP. As reported by LATIBEX, COPELs XCOPs were traded on 99% of the trading
sessions and had a closing price of 9.55 euros at the end of the period (a negative variation of 8.87%) . From January through September 2008, the Latibex index fell 25.93% .
|
|
|
|
|
|
Stock performance (1) - January - September 2008 |
ON |
PNB |
|
|
Total |
Daily average |
Total |
Daily average |
Bovespa |
|
|
|
|
Trades |
1,160 |
7 |
189,313 |
1,012 |
Number of shares |
10,806,800 |
65,101 |
153,397,900 |
820,310 |
Volume (in thousands of reais ) |
306,818 |
1,848 |
4,379,504 |
23,420 |
Trading sessions |
166 |
89% |
187 |
100% |
Nyse |
|
|
|
|
Number of shares |
1,153,700 |
18,608 |
92,373,970 |
488,751 |
Volume (in thousands of US dollars) |
19,290 |
311 |
1,559,425 |
8,251 |
Trading sessions |
62 |
33% |
189 |
100% |
Latibex |
|
|
|
|
Number of shares |
- |
- |
296,274 |
1,601 |
Volume (in thousands of euros) |
- |
- |
3,337 |
18 |
Trading sessions |
- |
- |
185 |
99% |
|
|
|
|
|
4 Rates
The average rate for sales to final customers in September 2008 reached R$ 210.46/MWh (1), representing a 0.84% increase compared with the rate effective in September 2007.
Average rates for sales to final customers are shown below:
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Table of Contents
|
|
|
|
|
Average rates to final customers (a) |
|
|
R$/MWh (1) |
|
|
|
|
|
September 2008 |
September 2007 . |
Variation |
Residential |
257.26 |
251.99 |
2.1% |
Industrial (b) |
186.42 |
187.35 |
-0.5% |
Commercial |
229.38 |
226.22 |
1.4% |
Rural |
151.31 |
149.03 |
1.5% |
Other |
176.45 |
173.97 |
1.4% |
|
|
|
|
Total for sales to final customers |
210.46 |
208.71 |
0.8% |
|
|
|
|
Notes: |
|
|
|
(a) Net of ICMS (VAT) |
|
|
|
(b) Does not include free customers |
|
|
|
Under ANEEL Resolution no. 671, dated June 24, 2008, the rate for transport of power from Itaipu Binacional was set at R$ 3,378.86/MW (a 12.2% increase), effective July 1, 2008.
The main rates for power purchased by COPEL are shown below:
|
|
|
|
|
Rates for power purchases |
|
|
R$/MWh (1) |
|
|
|
|
|
September 2008 |
September 2007 |
Variation |
Itaipu |
91.46 |
85.81 |
6.6% |
Cien |
- |
84.54 |
- |
Auction - CCEAR 2005-2012 |
67.33 |
63.79 |
5.5% |
Auction - CCEAR 2006-2013 |
78.78 |
74.66 |
5.5% |
Auction - CCEAR 2007-2014 |
85.87 |
82.26 |
4.4% |
|
|
|
|
Auction - CCEAR 2007-2014 (A-1) |
112.56 |
104.73 |
7.5% |
Auction - CCEAR 2008-2015 |
94.86 |
- |
- |
Auction - CCEAR 2008-H30 |
118.61 |
- |
- |
Auction - CCEAR 2008-T15 (a) |
146.60 |
- |
- |
|
|
|
|
Note: |
|
|
|
(a) Average auction price restated according to the IPCA inflation index |
|
|
|
The main rates for power sold by COPEL to distributors are shown below:
|
|
|
|
|
Rates for sales to distributors(1) |
|
|
R$/MWh (1) |
|
|
|
|
|
September 2008 |
September 2007 |
Variation |
Auction - CCEAR 2005-2012 |
67.00 |
63.61 |
5.3% |
Auction - CCEAR 2006-2013 |
78.47 |
74.66 |
5.1% |
Auction - CCEAR 2007-2014 |
87.76 |
83.36 |
5.3% |
Auction - CCEAR 2008-2015 |
93.27 |
- |
- |
Utilities within Paraná |
123.07 |
119.27 |
3.2% |
|
|
|
|
5 Economic and Financial Performance
Revenues (Note 28)
As of September 2008, net operating revenues reached R$ 4,055,960, an amount 6.0% greater than the R$ 3,824,784 recorded from January through September 2007.
This increase resulted mostly from the following factors:
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Table of Contents
(i) a 9.9% increase in revenues from sales to final customers, which reflects only actual sales revenues, not including revenues from the use of the distribution system (TUSD), due to the expansion of the Companys total market demand (4.8%
until September 2008);
(ii) a 5.9% reduction in revenues from sales to distributors, due mostly to the situation of the Araucária Thermal Power Plant, which sold power in 2007 and only yielded revenues from its lease to Petrobras in 2008;
(iii) a 23.7% increase in telecommunications revenues due to service to new customers and added services to existing ones; and
(iv) a 12.0% increase in revenues from sales of gas due to increased distribution of gas to third-parties and to the rate increase passed on to customers during the period.
Operating Costs and Expenses (Note 30)
At the end of September 2008, operating costs and expenses amounted to R$ 2,878,413, representing an increase of 9.4% over the R$ 2,629,931 recorded in the same period of 2007. The main variations were:
A 27.4% increase in power purchased for resale due mostly to: (i) the reversal, in the first quarter of 2007, of R$ 100,862 in cancelled invoices by CIEN; and (ii) the increase in power acquired at auctions (R$ 104,316), from Itaipu (R$ 85,150), and
at CCEE (R$ 54,946). These variations were partially offset by the expiration of the agreement with CIEN and by the effect of PASEP/COFINS taxes on power purchased for resale, in the amount of (R$ 15,237).
The 12.5% drop in charges for the use of the transmission system, which resulted mostly from the negative effects of CVA, in the amount of R$ 153,205, partially offset by the R$ 73,728 increase in the ESS (System Service Charge) quota, as charged by
CCEE.
A 14.3% increase in personnel expenses which amounted to R$ 469,361 as of September 2008 compared to the same period last year. This increase was due basically to the 5.5% wage increase applied as of October 2007 and to the provision
for profit sharing covering the first nine months of 2008, in the amount of R$ 49,451, which in 2007 was only set aside in December.
The 11.3% drop in materials compared to the same period of 2007 was due mostly to lower purchases of materials and supplies for the power system, of fuel and vehicle parts, and of computer equipment.
The 22.2% increase in third-party services was due mostly to higher expenses with power grid maintenance, mail services, and telephone services.
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Table of Contents
The reduction in provisions and reversals was due to the impact of the provision for doubtful accounts recorded in 2008 in the amount of R$ 15,777 (while R$ 4,458 were reversed in the same period of 2007) and of provisions for contingencies in the
amount of R$ 49,409 (while in 2007 the corresponding amount was R$ 212,079). In the amount recorded in 2007, R$ 170,518 corresponded to the provision in connection with the COFINS tax lawsuit, which was a non-recurring event.
The 12.1% increase in other operating expenses was due mostly to the ANEEL concession charges and to the rights of way paid in connection with the supply of gas by Compagas.
Adjusted EBITDA (1)
Adjusted earnings before interest, taxes, depreciation, and amortization (EBITDA) reached R$ 1,476,538 in September 2008, a figure 2.29% lower than the one recorded in the same period of last year (R$ 1,511,188), as shown below:
|
|
|
|
|
|
Calculation of EBITDA |
|
Consolidated |
|
|
|
|
September 2008 |
September 2007 |
Income for the period |
899,035 |
794,368 |
Deferred IRPJ and CSLL |
20,727 |
(68,904) |
Provision for IRPJ and CSLL |
354,328 |
404,189 |
Equity in results of investees |
(25,445) |
(11,892) |
Financial expenses (revenues), net |
(94,566) |
14,763 |
Non operating expenses (revenues), net |
6,278 |
38,129 |
Minority interests |
17,190 |
24,200 |
EBIT |
1,177,547 |
1,194,853 |
Depreciation and amortization |
298,991 |
316,335 |
|
|
|
Adjusted EBITDA |
1,476,538 |
1,511,188 |
|
|
|
Net Income
From January through September 2008, COPEL recorded net income of R$ 899,035, corresponding to R$ 3.2853 per share.
(1) Information unaudited by the independent auditors.
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Table of Contents
OTHER INFORMATION DEEMED MATERIAL BY THE COMPANY (1)
In compliance with the provisions of the BOVESPAs Regulation of Level 1 Special Corporate Governance Practices, we provide below a list of the shareholders who hold more than 5% of any type of Company stock, the consolidated shareholding
situation of the controlling parties and senior management, and COPELs free-float:
COMPANHIA PARANAENSE DE ENERGIA - COPEL |
As of 30/09/2008
(in shares) |
SHAREHOLDING POSITION OF THE HOLDERS OF MORE THAN 5% OF EACH CLASS OF STOCK (ENTITIES AND INDIVIDUALS) |
SHAREHOLDERS |
Common Shares |
Class A Preferred
Shares |
Class B Preferred
Shares |
Total |
Shares |
% |
Shares |
% |
Shares |
% |
Shares |
% |
CONTROLLING
SHAREHOLDERS |
STATE OF PARANÁ |
85.028.598 |
58,63 |
- |
- |
13.639 |
0,01 |
85.042.237 |
31,08 |
BNDES PARTICIPAÇÕES S.A. - BNDESPAR |
38.298.775 |
26,41 |
- |
- |
27.282.006 |
21,28 |
65.580.781 |
23,96 |
TREASURY STOCK |
- |
- |
- |
- |
- |
- |
- |
- |
OTHER SHAREHOLDERS |
21.703.707 |
14,96 |
398.177 |
100,00 |
100.930.473 |
78,71 |
123.032.357 |
44,96 |
TOTAL |
145.031.080 |
100,00 |
398.177 |
100,00 |
128.226.118 |
100,00 |
273.655.375 |
100,00 |
Obs.: BNDES Participações S.A. - BNDESPAR is a public company, wholly-owned by Banco Nacional de Desenvolvimento Social - BNDES, which is 100.0% owned by the Federal Government.
HEDGING-GRIFFO CV S.A.-"FUNDOS" is an investment fund manager. None of the managed funds holds by itself an interest greater than 5% of the Company's stock.
COMPANHIA PARANAENSE DE ENERGIA - COPEL |
As of 30/09/2008
(in shares) |
CONSOLIDATED SHAREHOLDING POSITION OF THE MAJORITY SHAREHOLDER AND SENIOR MANAGEMENT OF THE COMPANY AND FREE-FLOATING STOCK |
SHAREHOLDERS |
Common Shares |
Class A Preferred
Shares |
Class B Preferred
Shares |
Total |
Shares |
% |
Shares |
% |
Shares |
% |
Shares |
% |
MAJORITY SHAREHOLDER |
123.327.373 |
85,04 |
- |
- |
27.295.645 |
21,29 |
150.623.018 |
55,04 |
SENIOR MANAGEMENT |
BOARD OF DIRECTORS |
9 |
- |
- |
- |
- |
- |
9 |
- |
BOARD OF OFFICERS |
102 |
- |
- |
- |
- |
- |
102 |
- |
FISCAL COUNCIL |
- |
- |
- |
- |
- |
- |
- |
- |
TREASURY STOCK |
- |
- |
- |
- |
- |
- |
- |
- |
OTHER SHAREHOLDERS |
21.703.596 |
14,96 |
398.177 |
100,00 |
100.930.473 |
78,71 |
123.032.246 |
44,96 |
TOTAL |
145.031.080 |
100,00 |
398.177 |
100,00 |
128.226.118 |
100,00 |
273.655.375 |
100,00 |
FREE-FLOAT |
21.703.596 |
14,96 |
398.177 |
100,00 |
100.930.363 |
78,71 |
123.032.136 |
44,96 |
(1) Information unaudited by the independent auditors.
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Table of Contents
SENIOR MANAGEMENT AND COMMITTEES
|
|
|
BOARD OF DIRECTORS |
|
Chairman |
JOÃO BONIFÁCIO CABRAL JÚNIOR |
Executive Secretary |
RUBENS GHILARDI |
Members |
JORGE MICHEL LEPELTIER |
|
LAURITA COSTA ROSA |
|
LUIZ ANTONIO RODRIGUES ELIAS |
|
MUNIR KARAM |
|
NELSON FONTES SIFFERT FILHO |
|
NILDO ROSSATO |
|
ROGÉRIO DE PAULA QUADROS |
|
|
AUDIT COMMITTEE |
|
|
Chairwoman |
LAURITA COSTA ROSA |
Members |
JORGE MICHEL LEPELTIER |
|
ROGÉRIO DE PAULA QUADROS |
|
|
FISCAL COUNCIL |
|
|
Chairman |
OSMAR ALFREDO KOHLER |
Members |
BEATRIZ OLIVEIRA FORTUNATO |
|
HERON ARZUA |
|
MÁRCIO LUCIANO MANCINI |
|
NELSON PESSUTI |
|
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BOARD OF OFFICERS |
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Chief Executive Officer |
RUBENS GHILARDI |
Chief Finance, Investor Relations, and Corporate Partnerships Officer |
PAULO ROBERTO TROMPCZYNSKI |
Chief Engineering Officer |
LUIZ ANTONIO ROSSAFA |
Chief Corporate Management Officer |
ANTONIO RYCHETA ARTEN |
Chief Power Distribution Officer |
RONALD THADEU RAVEDUTTI |
Chief Power Generation and Transmission and Telecommunications Officer |
RAUL MUNHOZ NETO |
Chief Legal Officer |
ZUUDI SAKAKIHARA |
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ACCOUNTANT |
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Accountant - CRC-PR-024769/O-3 |
ENIO CESAR PIECZARKA |
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For information about Investor Relations, please contact: ri@copel.com - Phone: +55 (41) 3222-2027/ +55 (41) 3331-4359
Fax: +55 (41) 3331-2849
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Deloitte Touche Tohmatsu |
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Rua Pasteur, 463 - 5º andar |
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Curitiba PR 80250-080 |
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Brasil |
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Tel: + 55 (41) 3312-1400 |
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Fax:+ 55 (41) 3312-1470 |
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www.deloitte.com.br |
AUDITOR REPORT ON THE SPECIAL REVIEW OF THE QUARTERLY INFORMATION
To the
Senior Management and Shareholders of
COMPANHIA PARANAENSE DE ENERGIA COPEL
Curitiba - PR
1. We have reviewed the financial information contained in the Quarterly Information Report (ITR) of Companhia Paranaense de Energia COPEL (parent company and consolidated) for the quarter ended on September 30, 2008, comprising the balance
sheets, the statements of income, the statements of cash flows and added value, the performance report, and the accompanying notes, prepared under the responsibility of the management of the Company.
2. Our review was carried out in compliance with the specific standards set forth by the Institute of Independent Auditors of Brazil (IBRACON), in conjunction with the Federal Accounting Council (CFC), and basically comprised: (a) inquiries of and discussions with the senior managers responsible for the accounting, financial, and operating areas of
the Company and its subsidiaries, with regard to the main criteria adopted in the preparation of the quarterly information; and (b) a review of the information and of the subsequent events which have, or may have, significant effects on the
financial position and operations of the Company and its subsidiaries.
3. Based on our review, we are not aware of any material modifications that should be made to the accounting information contained in the present Quarterly Information Report so as to make such information compliant with the regulations issued by
the Brazilian Securities and Exchange Commission (CVM), applicable to the preparation of mandatory quarterly information, including CVM Instruction no. 469/08.
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Deloitte Touche Tohmatsu
4. As mentioned in Note 37, on December 28, 2007 Law no. 11,638 was enacted, effective as of January 1, 2008. This law has changed, revoked and introduced new provisions in Law no. 6,404/76 (the Brazilian Corporate Law), causing changes to the accounting practices adopted in Brazil. While the new law is already in effect, some changes
introduced by it are pending regulation by the regulatory agencies before they can be fully implemented by corporations. Thus, during the transition period, CVM, under Instruction no. 469/08, has made the application of all the provisions of Law no.
11,638/07 on the preparation of Quarterly Information Reports optional. Thus, the financial information contained in the ITR for the quarter ended on September 30, 2008 have been prepared in compliance with the specific regulations by CVM and do not
include all the changes in accounting practices introduced under Law no. 11,638/07.
Curitiba, November 11, 2008.
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DELOITTE TOUCHE TOHMATSU |
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Iara Pasian |
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Independent Auditors |
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Accountant |
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CRC n.º 2 SP-011.609/O-8 F-PR |
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CRC n.º 1 SP 121.517/O-3 S/PR |
86
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.
COMPANHIA PARANAENSE DE ENERGIA COPEL |
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By: |
/S/
Rubens Ghilardi
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Rubens Ghilardi
CEO |
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements.
These statements are statements that are not historical facts, and are based on
management's current view and estimates of future economic circumstances,
industry conditions, company performance and financial results. The words "anticipates", "believes",
"estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended
to identify forward-looking statements. Statements regarding the declaration or payment of dividends,
the implementation of principal operating and financing strategies and capital
expenditure plans, the direction of future operations and the
factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking
statements. Such statements reflect the current views of management and are subject to a
number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The
statements are based on many assumptions and factors, including general economic and market conditions,
industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual
results to differ materially from current expectations.
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