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____
Portuguese Conference Call Tuesday, November 9, 2004 at 10 a.m. (SP), 7 a.m. (US EST) (11) 2101-1490 Code: CPFL *Webcast: http://ri.cpfl.com.br/ English Conference Call Tuesday, November 9, 2004 at 12 a.m. (SP), 9 a.m. (US EST) (1-973) 582-2710 Code: CPFL or 5363991 *Webcast: http://ri.cpfl.com.br APIMEC Meeting SP Wednesday, November 10, 2004 at 4:00 p.m. Sede Apimec Rua São Bento, 545 5ª sobreloja, São Paulo RSVP: (11) 3107-1571 APIMEC Meeting RJ Friday, November 12, 2004 at 4:00 p.m. Sede Abamec Av. Rio Branco, 103 21º andar, Rio de Janeiro RSVP: (21) 2509-9596 |
Bovespa: CPFE3 R$ 16.19/share NYSE: CPL US$ 17.30/ADR (1 ADR=3 shares) Total no. of shares = 451.6 million Market Capitalization: R$ 7.3 billion Prices of 11/08/04 |
CPFL ENERGIA ANNOUNCES NET OPERATING INCOME GROWTH OF 11.7% IN 3Q04 | |
São Paulo, November 8, 2004 CPFL Energia S.A. (NYSE: CPL and Bovespa: CPFE3), one of the three largest corporations in the Brazilian power sector, with stakes in electricity generation, distribution and commercialization, announces its results for the third quarter of 2004 (3Q04) and the first nine months of 2004 (9M04). The financial and operational information presented herein, except when otherwise indicated, is on a consolidated basis and in accordance with Brazilian Corporate Law. Comparisons are with the third quarter of 2003 (3Q03), unless otherwise stated. | |
HIGHLIGHTS OF THE THIRD QUARTER 2004 AND FIRST NINE MONTHS OF 2004 | |
|
3Q04 Results November 8, 2004 |
Financial Highlights | 3Q04 | 9M04 | 3Q03 | 9M03 | Var% 3Q04 / 3Q03 |
Var% 9M04 / 9M03 |
Gross Revenue | 2,359,917 | 6,996,464 | 2,082,342 | 5,846,599 | 13.3 | 19.7 |
Net Revenue | 1,731,923 | 5,192,876 | 1,581,213 | 4,409,145 | 9.5 | 17.8 |
Operating Income | 180,334 | 800,159 | 161,469 | 441,163 | 11.7 | 81.4 |
Adjusted EBITDA * | 301,198 | 1,145,322 | 319,518 | 981,710 | (5.7) | 16.7 |
Net Income (Loss) | (5,991) | 118,835 | (63,036) | (389,918) | (90.5) | (130.5) |
* Adjustment and reconciliation EBITDA - accounts for
the adjustment of interest over debt of Fundação CESP (Pension Plan Entity) included in operating expenses in financial statements. |
BUSINESS HIGHLIGHTS |
In the third quarter of 2004, CPFL Energias* electricity sales increased 6.3% year-on-year for the quarter.
CPFL Energia GWh Sales Volume(*) |
2004 | 2003 | % Total | |||
Consumption Category | 3Q04 | 9M04 | 3Q03 | 9M03 | % Chg 3Q04 / 3Q03 |
% Chg 9M04 / 9M03 |
Residential | 2,059 | 6,188 | 2,000 | 6,070 | 3.0 | 1.9 |
Industrial | 4,625 | 13,192 | 4,271 | 12,453 | 8.3 | 5.9 |
Commercial | 1,181 | 3,628 | 1,096 | 3,473 | 7.8 | 4.5 |
Rural | 423 | 1,180 | 414 | 1,107 | 2.2 | 6.6 |
Others | 803 | 2,369 | 771 | 2,284 | 4.2 | 3.7 |
TOTAL | 9,091 | 26,557 | 8,552 | 25,387 | 6.3 | 4.6 |
(*) Unaudited figures
(*) Consolidated basis: sales to end consumers (100% of CPFL Paulista, 100% of CPFL Piratininga, 67.07% of RGE and 100% of CPFL Brasil)
Follows a detailed analysis of the Companys operating performance per business segment.
Distribution Segment
Consolidated gross operating income for the distribution segment totaled R$ 2.24 billion in the 3T04, 11.8% up year-on-year, while the figure for the first nine months climbed 18.6% year-on-year. 3Q04 and 9M04 EBITDA stood at R$ 205.1 million and R$ 841.9 million, respectively.
The Company had 5.4 million consolidates active consumers on September 30, 2004, a 2.1% growth over the consumers base registered on September 30, 2003. The sales volume totaled 8,263 GWh.
# of Active Consumers | Consolidated | % Chg. | |
9/30/2004 | 9/30/2003 | ||
Residential | 4,643,824 | 4,545,542 | 2.2 |
Industrial | 81,480 | 80,168 | 1.6 |
Commercial | 435,692 | 427,868 | 1.8 |
Rural | 229,163 | 223,380 | 2.6 |
Others | 42,422 | 41,976 | 1.1 |
TOTAL | 5,432,581 | 5,318,934 | 2.1 |
(*) Unaudited figures |
Distribution Segment GWh Sales Volume(*) |
2004 | 2003 | % Total | |||
Consumption Category | 3Q04 | 9M04 | 3Q03 | 9M03 | % Chg 3Q04 / 3Q03 |
% Chg 9M04 / 9M03 |
Residential | 2,059 | 6,188 | 1,999 | 6,069 | 3.0 | 2.0 |
Industrial | 3,815 | 11,277 | 4,011 | 11,827 | (4.9) | (4.7) |
Commercial | 1,176 | 3,613 | 1,095 | 3,474 | 7.4 | 4.0 |
Rural | 423 | 1,180 | 415 | 1,107 | 1.9 | 6.6 |
Others | 790 | 2,329 | 771 | 2,284 | 2.5 | 2.0 |
TOTAL | 8,263 | 24,587 | 8,291 | 24,761 | (0.3) | (0.7) |
(*) Unaudited figures |
An analysis of variations per consumption category is shown below:
Residential Consumers
This category represented 24.9% of the consolidated electricity market in the third quarter, with total sales of 2,059 GWh, 3.0% up year-on-year. Consumer growth in the concession area was the main reason for the increase.
Industrial Consumers
This category accounted for 46.2% of the Companys consolidated electricity market in the quarter, with sales of 3,815 GWh. Although industrial activity actually moved up, this figure represented a 4.9% year-on-year decline, chiefly due to the migration of some CPFL Paulista and CPFL Piratininga consumers to the free market., most of them contracted by CPFL Brasil.
Commercial Consumers
Commercial consumption moved up 7.4% year-on-year for the quarter, to 1,176 GWh, and 14.2% for the total market. Such improvement was due to the heating up of the economy and the consequent increase in energy retail sales.
Other Consumption Categories
Accounting for 14.7% of the consolidated quarterly market, these other categories (Rural, Government, Public Lighting and Public Services), recorded average year-on-year growth of 2.3% for the quarter.
Commercialization Segment - CPFL Brasil
R$ thousand | % Total | |||||
2004 | 2003 | |||||
Energy Supply | 3Q04 | 9M | 3Q03 | 9M | Var% 3Q04/3Q03 |
Var% 9M04/9M03 |
Industrial | 47,811 | 116,457 | 17,627 | 38,863 | 171.2 | 199.7 |
Commercial | 320 | 919 | 257 | 831 | 24.5 | 10.6 |
Public | 1,697 | 4,737 | 1,279 | 3,635 | 32.7 | 30.3 |
TOTAL | 49,828 | 122,113 | 19,163 | 43,329 | 160.0 | 181.8 |
GWh | % Total | |||||
2004 | 2003 | |||||
Energy Supply | 3Q04 | 9M | 3Q03 | 9M | Var% 3Q04/3Q03 |
Var% 9M04/9M03 |
Industrial | 810 | 1,915 | 206 | 527 | 294.1 | 263.4 |
Commercial | 5 | 15 | 4 | 15 | 9.9 | (2.6) |
Public | 13 | 40 | 12 | 39 | 8.3 | 2.6 |
TOTAL | 828 | 1,970 | 222 | 581 | 272.9 | 238.9 |
CPFL Brasil remain focused on the sales expansion to account for a growing marke of free consumers. During the 9M04, sales to free consumers reached 1,970 GWh compared to 581 GWh year-on-year, a significant 239% growth.
Consolidated gross operating income for the commercialization segment totaled R$ 257.1 million in the 3Q04, including businesses in the free market, high value-added services and to the wholesale market, representing an increase of 123.2% year-on-year. The Company registered a 161.3% increase on 9M04 gross operating income, compared to the same period 2003.
3Q04 EBITDA stood at R$ 37.5 million, no less than 199% higher year-on-year for the quarter. 9M04 EBITDA totaled R$ 113.6 million, an increase of 79.8% compared to the R$ 63.2 million registered on the same period of 2003.
Generation Segment CPFL Geração
Consolidated gross operating income from electricity generation segment totaled R$ 77.5 million in the 3Q04, 9.9% up year-on-year. 9M04 consolidated gross operating income increased 12.1% compared to the same period last year. Period and nine-month EBITDA reached R$ 65.2 million and R$ 207.6 million, respectively.
As for the Companys ongoing projects, operational start-up of the Monte Claro plant is scheduled for December 2004, already contributing positively with revenues in this segment during the last quarter of 2004.
The highlight for the period was the granting of licenses for other ongoing projects:
FINANCIAL PERFORMANCE |
Being a non-operating holding company, CPFL Energias results depend directly on those of its subsidiaries, CPFL Paulista (in which it retains a 94.94% stake), CPFL Geração (97.01%) and CPFL Brasil (100%).
The following chart provides an overview of our corporate structure.
Gross Revenues
The 3Q04 gross revenues moved up 13.3% year-on-year, from R$ 2.082 billion to R$ 2.359 billion, while the nine-month total climbed 19.7% year-on-year, from R$ 5.846 billion to R$ 6.996 billion.
The main drivers for the quarterly improvement were:
i. | the April/04 tariff increases by the subsidiaries, CPFL Paulista and RGE, |
ii. | rise in the total amount of electricity supplied to final consumers on consolidated basis by CPFL Energia, and |
iii. | change in the October/03 tariff adjustment by the subsidiary, CPFL Piratininga. |
i. Tariff increases by the subsidiaries CPFL Paulista and RGE
In the case of CPFL Paulista, the tariff increase was set at 13.6%, plus an additional 1.3% related to the correction applied to the 2003 increase. RGE was treated similarly and granted an additional 0.47% on top of the period increase of 14.4%.
ii. Rise in the total amount of electricity supplied to final consumers on consolidated basis by CPFL Energia
The rise in the total amount of electricity supplied to final consumers, which moved up 6.3% year-on-year for the quarter, from 8,552 GWh to 9,091 GWh, also aided revenue growth. Although some CPFL Paulista and CPFL Piratininga consumers migrated to the free market, they were still using these subsidiaries distribution systems and were billed for use of the network. Thus, in addition to electricity-supply revenues per se, we must examine revenues from the network usage charge, which totaled R$ 60.4 million for the quarter, substantially higher than the R$ 9.3 million recorded in the same period in 2003. It is worth remembering that almost all these consumers were contracted by the subsidiary CPFL Brasil, which caused an increase in the overall energy supply.
iii. Extraordinary effect from the reassessment of CPFL Piratiningas provisional tariff increase
In October, 2003, ANEEL fixed CPFL Piratiningas tariff adjustment at 18.08%. In order to maintain the principle of tariff modicum and comply with the economic/financial equilibrium condition in the concession contract, the authorized increase was 14.68%. The difference between these percentages has been provisioned since 2003, pursuant to ANEELs decision, and was due to be recovered over the next three annual tariff adjustments. On October 18, 2004, however, ANEEL provisionally altered the increase to 10.51%. The difference in revenues levied at 14.68% and 10.51% will be financially offset by the tariff adjustment in October, 2005.
As a result, in the third quarter CPFL Piratininga undertook the necessary adjustments to reflect the new established percentage. The effects of these adjustments were as follows:
a. | reversion of the asset referring to the differential between 18.08% and 14.68%, booked under consumers in the amount of R$ 74.8 million; |
b. | the booking of provisions related to the negative difference between the percentages of 14.68% and 10.51% in the amount of R$ 64.1 million; and |
c. | the fiscal effects of these adjustments, amounting to R$ 56.5 million, partially offsetting the above mentioned effects. |
Total net effect of this extraordinary item on CPFL Piratiningas consolidated results was R$ 82.3 million, which implies a net result of R$ 76.1 million on CPFL Energias net income, excluding the minority interests.
Electricity Costs
Electricity Purchased for Resale
Costs from electricity purchases for resale before the deferral of the tariff costs (CVA Parcel A) totaled R$ 830.8 million in the 3Q04, 8.3% up on the R$ 767.3 million recorded in the third quarter of 2003. The increase was due to the rise in electricity-purchase tariffs, in turn reflecting (i) the passing on of the increase in generation costs and the variation of the IGP-M inflation index, and (ii) the substitution of the electricity in the initial contracts with more expensive energy.
The difference in the deferral of tariff costs (CVA) for electricity purchases for resale expenses of R$ 34.7 million in the 3Q04, compared to R$ 48.7 million in the 3Q03 was primarily due to the effect of the variation in the exchange rate on energy acquired from Itaipu by the distributors. After these effects, the balance of electricity purchases for resale totaled R$ 865.5 million for the quarter, 6.1% up on the R$ 815.9 registered in the 3Q03.
As for the first nine months 2004, electricity purchases totalled R$ 2.535 billion, an increase of 13.3% compared to the R$ 2.237 billion registered in the same period 2003.
Electricity Utility Service Costs
Costs from electricity utility service costs before the deferral tariff costs totaled R$ 175.7 million for the quarter, 34.2% more than R$ 130.9 million in the same three months in 2003, primarily reflecting the tariff increase.
The variation in the deferral of tariff costs in the quarter totaled R$ 212.9 million, 87.1% increase compared to R$ 113.3 million in the same period the year before.
Operating Costs / Expenses
Quarterly operating costs and expenses totaled R$ 473.1 million, 3.6% less than the R$ 490.5 million recorded in the same three months in 2003, while the year-to date figure stood at R$ 1.333 billion, 5.3% less than the R$ 1.407 billion registered in the first nine months of the previous year. The main items were:
Personnel
Personnel costs totaled R$ 72.2 million for the quarter, 13.1% up year-on-year due to the renovation of collective wage agreements by the subsidiaries.
Private Pension Plan
Total Private Pension Plan expenses were R$ 53.7 million for the quarter, versus R$ 76.3 million in the same quarter in 2003. The 29.7% reduction was caused by the booking of the adjustments established in CVM Deliberation 371 in the fiscal year of 2003.
Outside Services
This item totaled R$ 61.6 million for the 3Q04, 21.7% up year-on-year, primarily due to CPFL Brasils increased operations.
Depreciation and Amortization
Quarterly depreciation and amortization stood at R$ 86.3 million, 44.7% down year-on-year, due to the positive effect of the change in the criterion of the new amortization curve for the goodwill from the incorporations made by of CPFL Paulista and RGE, whose terms were altered from 10 years to the remaining term of the concession, based on the projected net income curve, pursuant to ANEEL Resolution. As a result, these expenses fell by R$ 71.7 million compared to 3Q03.
Fuel Usage and Energy Development Quotas (CCC/CDE)
This item totaled R$ 116.9 million for the quarter, 36.1% more than the R$ 85.9 million in the third quarter of 2003, chiefly due to the adjustments applied to Fuel Usage Quota (CCC) and the Energy Development Quota (CDE).
Operating Income (Income from Electric Utility Services)
Third-quarter operating income from electric utility services amounted to R$ 180.3 million, 11.7% increase compared to R$ 161.5 million in the same period the year before, while the year-to-date figure stood at R$ 800.2 million, 81.4% growth compared to R$ 441.1 million in the first nine months of 2003.
The main factors behind the improvement were the tariff increases by the other subsidiaries, despite partially impacted negativelly by the downward revision of CPFL Piratiningas tariff; the upturn in distributed electricity; the containment of operating costs and expenses; and the positive impact of the altered criterion for the new amortization curve for the goodwill from the incorporations made by the distribution companies.
EBITDA
Adjusted quarterly consolidated EBITDA totaled R$ 301.2 million, 5.7% less than the R$ 319.5 million recorded in the same period the year before. The reduction was mainly due to the extraordinary item of CPFL Piratininga, which had a direct effect on 3Q04 revenues.
Financial Income (Expense)
The financial result for the quarter was a net expense of R$ 150.2 million, 36.4% down on the net expense of R$ 236.1 million in the same three months in 2003. The improvement can be explained by (i) the alteration in the amortization curve for the goodwill from the acquisition of RGE in the subsidiary CPFL Paulista; (ii) the reduction in the CDI (Interbank Certificate of Deposit), which remunerates a substantial portion of the parent company and subsidiaries debt, which were partially offset by the (iii) impact of the dollar variation on CESPs credit receivables and on the subsidiary CPFL Paulista, which resulted in lower financial income in 2004.
Income Tax and Social Contributions
Quarterly income tax and social contributions on net income amounted to expenses of R$ 25.8 million, versus revenues of R$ 6.5 million in the same period the year before. The principal reason for the variation was the income situation in the current period, generating a positive taxable income basis.
Net Income (Loss) for the Period
Taking into consideration all of the above, the company recorded a quarterly net loss of R$ 5.9 million, a substantial improvement over the same period in 2003, when the net loss was R$ 63.0 million. Despite the accounting adjustments related to the alteration to CPFL Piratiningas tariff increase, there was a significant recovery due to the other subsidiaries tariff adjustments, the higher volume of distributed electricity, the containment of operating costs and expenses and the reduction in financial expenses, and the positive impact of the change in the criterion of the new goodwill amortization curve.
TOTAL DEBT |
Financial Debt Position (CPFL Energia Consolidated)
09/30/2004 | 06/30/2004 | |||||||
Charges | Principal | Total | Charges | Principal | Total | |||
Current | Long Term | Current | Long Term | |||||
Local Currency | 44,405 | 625,890 | 1,658,551 | 2,328,846 | 33,583 | 651,694 | 1,606,115 | 2,291,392 |
Foreign Currency | 50,414 | 275,607 | 531,059 | 857,080 | 53,219 | 289,910 | 662,962 | 1,006,091 |
Debentures | 136,377 | 251,631 | 2,394,353 | 2,782,361 | 45,531 | 250,738 | 2,066,822 | 2,363,091 |
TOTAL | 231,196 | 1,153,128 | 4,583,963 | 5,968,287 | 132,333 | 1,192,342 | 4,335,899 | 5,660,574 |
CPFL Energias total debt on September 30, 2004 moved up by 5.4% or R$ 307.7 million compared to the period ended on June 30, 2004, as a result of several financial transaction, of which we highlight the R$ 254 million debenture issue by CPFL Paulista last August. Nevertheless, it is important also to analyze the change in net debt of CPFL Energia, as shown below.
Adjusted Net Debt (CPFL Energia Consolidated)
CPFL Energia (Consolidated) | % Chg. 06/30/2004 | |||||||
Adjusted Net Debt - R$ Thousand | 09/30/2004 | 06/30/2004 | 2003 | and 09/30/2003 | ||||
Local Currency | 2,328,846 | 2,291,392 | 1,817,586 | 1.6 | ||||
Current | 670,295 | 685,277 | 402,127 | (2.2) | ||||
Long Term | 1,658,551 | 1,606,115 | 1,415,459 | 3.3 | ||||
Foreign Currency | 857,080 | 1,006,091 | 1,189,222 | (14.8) | ||||
Current | 326,021 | 343,129 | 458,565 | (5.0) | ||||
Long Term | 531,059 | 662,962 | 730,657 | (19.9) | ||||
Debentures | 2,782,361 | 2,363,091 | 2,532,563 | 17.7 | ||||
Fundação CESP | 902,411 | 851,545 | 794,735 | 6.0 | ||||
Total Debt (1) | 6,870,698 | 6,512,119 | 6,334,106 | 5.5 | ||||
BNDES Regulatory Assets/CVA (2) | 1,466,448 | 1,510,592 | 1,533,060 | (2.9) | ||||
Adjusted Debt (3) = (1) - (2) | 5,404,250 | 5,001,527 | 4,801,046 | 8.1 | ||||
Cash and Cash Equivalents (4) | 947,760 | 591,169 | 374,612 | 60.3 | ||||
Adjusted. Net Debt = (4) - (5) | 4,456,490 | 4,410,358 | 4,426,434 | 1.0 | ||||
Companys net debt is calculated from Gross Debt*, excluding Fundação CESP, BNDES Regulation Assets, BNDES CVA, BNDES FINEM and other cash and cash equivalents.
The adjusted net debt calculated on September 30, 2004, was R$ 4,456.5 million, a 1% increase compared to R$ 4,410.3 million registered on June 30, 2004. Although total debt in September 2004 increase by 5.4% compared to June 30, 2004, adjusted net debt remains unchanged due to the increase of R$ 356.6 million in cash and cash equivalents in the period.
* Total Debt = Financial Debt + Pension Plan Entity (Fundação CESP).
INVESTMENTS |
CPFL Energias main distribution-segment investments in recent years have been as follows:
Distribution Segment: Expanding, modernizing and maintaining the electricity network, in order to ensure high standards of quality vis-à-vis supply; administrative and technological infrastructure to support operating processes of distribution companies;
Generation Segment: Geared to modernizing and maintaining the power plants, in order to ensure maximum output and generation projects per se. The company has also invested in administrative and technological infrastructure to support the operational processes of its power generation subsidiaries.
The following table shows the companys investments in the first nine months of 2004 and the three preceding years. It does not include the acquisition costs.
R$ million Year ended in December 31 of | ||||
9 month period ended in 9/30/2004 | 2003 | 2002 | 2001 | |
Energy Distribution | ||||
CPFL Paulista | 90 | 125 | 121 | 104 |
CPFL Piratininga | 49 | 64 | 44 | 17 |
Bandeirante Energia | 0 | 0 | 56 | |
RGE | 45 | 45 | 53 | 31 |
Total | 184 | 234 | 218 | 208 |
Energy Generation | 261 | 331 | 294 | 39 |
Total | 445 | 565 | 512 | 247 |
The company plans to invest approximately R$ 660 million in 2004 and R$ 741 million in 2005. Of the total investments for 2004-2005, R$ 513 million will go to distribution and R$ 888 million to generation. The own capital needs for investments in the generation segment were already guaranteed, given that part of the resources from the IPO will be used for this purpose. The third-parties capital needs are also guaranteed considering that 5 of 6 power plants ongoing projects have already defined financing lines.
RELEVANT FACTS |
a) Reverse Stock Split
At the Extraordinary Shareholders Meeting held on August 13, 2004, CPFL Energia shareholders approved a reverse stock split in the ratio of 1 (one) common book-entry share for every 10 (ten) existing common book-entry shares, with no alteration in company capital.
b) Distribution of Interim Dividends
Pursuant to article 201 of Law 6404/76 and paragraph 1 of article 32 of the bylaws, CPFL Energia proposed the distribution of net income as of June 30, 2004, in the form of dividends, amounting to R$ 124.8 million, applicable to shares extant on that date, equivalent to R$ 30.3071506 per thousand shares. As of September 30, 2004, a partial payment of R$ 100.0 million was made to shareholders.
c) New Market Listing Agreement - BOVESPA
The New Market (Novo Mercado) is a listing segment of the São Paulo Stock Exchange (BOVESPA) for the trading of shares issued by companies who voluntarily undertake to adopt good corporate governance practices and disclosure procedures over and above those already established by Brazilian law. On August 25, 2004, CPFL Energia signed a New Market Listing Agreement with the BOVESPA, which implies compliance with a series of corporate rules (Listing Regulation) that increase shareholders rights, enhance the quality of information provided to shareholders and, by determining the resolution of disputes by an Arbitration Chamber, offering investors the security of a more agile and specialized alternative.
d) CPFL Piratininga - 2003 Tariff Review
ANEEL, via Ratification Resolution 245, of October 18, 2004, ratified the provisional result of the first periodic tariff review presented in Resolution 565, of October 22, 2003, establishing a provisional remuneration base, and altered CPFL Piratiningas tariff adjustment index from 18.08% to 10.51%. The difference between the tariff adjustment of 14.68%, applied on October 23, 2003, and the adjustment of 10.51%, in the amount of R$ 64.1 million, should be financially offset by the tariff adjustment scheduled for October 23, 2005.
SUBSEQUENT EVENTS |
a) Public Share Offering
On October 4, 2004, CPFL Energia settled its Public Share Offering, which resulted in the public distribution of 39,579,729 new common, book-entry shares, without par value, denominated Primary Distribution, and the simultaneous distribution of 7,915,950 common shares held by the selling shareholders, denominated Secondary Distribution, both at the unit price of R$ 17.22, giving a total of R$ 817.9 million, R$ 681.6 million of which has already been paid in to CPFL Energias capital.
This was a global offering. The shares from the Brazilian Offering were listed on the BOVESPA and those from the International Offering, in the form of ADSs (each ADS corresponding to 3 common shares), were listed on the NYSE.
Additional Share Issuance Option
Pursuant to the International Purchase Agreement, the Global Coordinator was granted an option to acquire an additional block of shares of up to 15% of the total number initially offered in the international offering. On October 28, 2004, Merrill Lynch, Pierce, Fenner & Smith Incorporated exercised its option and acquired 59,748 ADSs, corresponding to 179,244 common shares. The company will therefore issue these common shares under the same conditions and at the same price as the ADSs initially offered, raising company capital by R$ 3.1 million.
b) Redemption of Debentures / Settlement of Loans
On October 1, 2004, CPFL Energia redeemed all of the 72,199 debentures issued on April 1, 2003, totaling R$ 788.4 million and, on October 4, 2004, fully settled a loan from Banco Itaú BBA, on May 21, 2004, totaling R$ 106.4 million. As of September 30, 2004, these obligations accounted for approximately 88% of CPFL Energias total debt of R$ 1,010.2 million.
c) Transfer of Share Ownership among Shareholders
In a Relevant Fact published on October 21, 2004, CPFL Energia and the shareholder VBC Energia S.A., announced the transfer of 8,920,744 common CPFL Energia shares, held by VBC Energia S.A. and representing 1.98% of CPFL Energias total capital, to the shareholder BNDESPAR Participações S.A. As a result, the holdings of VBC Energia S.A. and BNDESPAR now amount to 37.70% and 5.10%, respectively.
d) Incorporation of Draft I Participações S.A.
Following the publication, on October 18, 2004, of ANEEL Ratification Resolution 245, (see d above Relevant Facts), which implied alterations to the accounting balances as of September 30, 2004, with an effect on previously published company documents, on October 28, 2004, the company published a Notice to Shareholders canceling the General ShareholdersMeeting called for October 29, 2004, to discuss the incorporation of Draft I Participações S.A. by CPFL Piratininga. This meeting shall be recalled for some time in November, 2004.
e) CPFL Piratininga - 2004 Tariff Review
ANEEL, via Ratification Resolution 246, of October 18, 2004, provisionally ratified the adjustment of CPFL Piratiningas by 14.00%, 10.51% relative to the annual tariff adjustment per se and 3.49% relative to the financial components outside that adjustment. The adjustment will be valid from October 23, 2004, until October 22, 2005.
OUTLOOK |
CPFL believes its performance will continue to improve in the coming periods, primarily thanks to:
1) A continuous increase in operational efficiency
CPFL has been engaged in a continuous effort to raise operational efficiency and improve its technical and commercial loss indicators.
2) Conclusion of ongoing generation projects
As part of the groups business strategy, CPFL is involved in four generation projects, comprising six hydroelectric plants, five of which are under construction. When all are concluded, the companys installed generating capacity will climb from 880 MW to 1,990 MW by 2008.
3) Expansion and strengthening of commercialization businesses
With the increasing number of consumers in the free electricity market, efficient commercialization is of vital importance. This is exemplified by CPFL Brasil, which has captured many such free consumers, thereby ensuring increased revenues and margins for the CPFL group.
4) Development of
added-value products and services
An wide client base, allied to the strength of
the CPFL name and the groups expertise, have allowed us to offer added-value
electricity-related services, thereby generating more value.
5) Strategic positioning to take advantage of the industrys opportunities
Given that the Brazilian electricity sector is relatively unconsolidated, especially in the distribution segment, we believe there is wide room for a consolidation movement, chiefly through mergers and acquisitions. By developing and perfecting the skills needed to take part in this process, CPFL is strategically positioned to take advantage of any opportunities the industry may offer.
CONTACT OUR INVESTOR RELATIONS AREA |
José Antonio de Almeida FilippoIR Officer | ||
Vitor Fagá de Almeida IR Manager | Email: | Tel: (5519) 3756-6083 |
Adriana M. Sarinho Ribeiro | ri@cpfl.com.br | Fax: (5519) 3756-6089 |
Alessandra M. Mazia Munhoz | ||
Daniela Marobi | ||
Marcelo Rizzi de Oliveira | ||
Sílvia Emanoele P. de Paula | ||
Vitor Fagali de Souza |
ri.cpfl.com.br
This press release contains statements that are forward-looking within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements are only predictions and are not guarantees of future performance. Investors are cautioned that any such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to the operations and business environments of CPFL Energia and its subsidiaries that may cause the actual results of the companies to be materially different from any future results expressed or implied in such forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, the risks and uncertainties set forth from time to time in CPFL Energias reports filed with the United States Securities and Exchange Commission. Although CPFL Energia believes that the expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available to CPFL Energias management, CPFL Energia cannot guarantee future results or events. CPFL Energia expressly disclaims a duty to update any of the forward-looking statement. |
3Q04 Results November 8, 2004 |
CPFL Energia S.A.
Balance
Sheets as of September 30 and June 30, 2004
(in millions of Brazilian reais)
Company | Consolidated | |||
ASSETS | 30/9/2004 | 30/6/2004 | 30/9/2004 | 30/6/2004 |
CURRENT ASSETS | ||||
Cash and cash equivalents | 571,541 | 297,044 | 947,760 | 591,169 |
Consumers, concessionaires and permittees | - | - | 1,543,434 | 1,523,233 |
Related parties | 103 | 197,320 | - | - |
Other receivables | - | - | 67,289 | 68,551 |
Recoverable taxes | 31,952 | 29,238 | 243,362 | 170,766 |
Derivative contracts | - | - | - | 1,830 |
Allowance for doubtful accounts | - | - | (48,808) | (33,002) |
Inventories | - | - | 7,752 | 7,388 |
Deferred tariff costs | - | - | 458,899 | 447,762 |
Prepaid expenses | - | - | 10,415 | 10,605 |
Other | 19 | - | 98,669 | 105,119 |
603,615 | 523,602 | 3,328,772 | 2,893,421 | |
NONCURRENT ASSETS | ||||
Consumers, concessionaires and permittees | - | - | 697,981 | 747,136 |
Related parties | - | 57,866 | - | - |
Other receivables | - | - | 132,038 | 159,400 |
Escrow Deposits | - | - | 119,834 | 157,366 |
Marketable securities | - | - | 103,925 | 850 |
Recoverable taxes | - | - | 49,598 | 24,255 |
Derivative contracts | - | - | - | 3,308 |
Deferred taxes | - | - | 362,329 | 356,062 |
Deferred tariff costs | - | - | 603,409 | 637,447 |
Prepaid expenses | - | - | 2,403 | 2,898 |
Other | - | - | 99,507 | 96,814 |
- | 57,866 | 2,171,024 | 2,185,536 | |
PERMANENT ASSETS | ||||
Investments | ||||
Income property | - | - | 797,573 | 801,682 |
Investments in subsidiaries | 3,950,808 | 3,931,805 | - | - |
Goodwill or negative goodwill | (12,396) | (12,378) | 1,140,966 | 1,155,726 |
Other | - | - | 30,256 | 30,256 |
3,938,412 | 3,919,427 | 1,968,795 | 1,987,664 | |
Property, plant and equipment | - | - | 5,946,089 | 5,857,812 |
Special liabilities | - | - | (579,506) | (570,952) |
Deferred charges | 1,891 | 4,660 | 71,925 | 82,130 |
3,940,303 | 3,924,087 | 7,407,303 | 7,356,654 | |
TOTAL ASSETS | 4,543,918 | 4,505,555 | 12,907,099 | 12,435,611 |
3Q04 Results November 8, 2004 |
CPFL Energia S.A.
Balance
Sheets as of September 30 and June 30, 2004
(in millions of Brazilian reais)
Company | Consolidated | |||
LIABILITIES AND SHAREHOLDER´S EQUITY | 30/9/2004 | 30/6/2004 | 30/9/2004 | 30/6/2004 |
CURRENT LIABILITIES | ||||
Suppliers | 378 | 363 | 663,436 | 600,523 |
Payroll | - | - | 3,157 | 3,283 |
Debt charges | 7,957 | 4,536 | 94,819 | 86,802 |
Debentures charges | 65,902 | 31,148 | 136,377 | 45,531 |
Loans and financing | 111,434 | 100,000 | 901,497 | 941,604 |
Debentures | - | - | 251,631 | 250,738 |
Derivative contracts | 1,191 | - | 25,577 | 576 |
Private pension plans | - | - | 106,401 | 100,491 |
Regulatory charges | - | - | 67,851 | 61,594 |
Taxes and payroll charges | 96 | 998 | 478,025 | 380,841 |
Profit sharing | - | - | 4,027 | 7,997 |
Dividends and interest on capital | 24,825 | 124,826 | 32,585 | 140,667 |
Related parties | 58 | - | - | 17,669 |
Accrued liabilities | 15 | 4 | 35,555 | 29,343 |
Reserves | - | - | - | 449 |
Deferred cost variations | - | - | 138,049 | 139,635 |
Other | - | 3 | 117,171 | 109,356 |
211,856 | 261,878 | 3,056,158 | 2,917,099 | |
LONG TERM LIABILITIES | ||||
Suppliers | - | - | 233,105 | 290,033 |
Loans and financing | 102,909 | 124,300 | 2,189,610 | 2,269,077 |
Debentures | 721,990 | 721,990 | 2,394,353 | 2,066,822 |
Derivative contracts | 12,693 | - | 20,109 | 2,712 |
Private pension plans | - | - | 796,010 | 751,054 |
Taxes and payroll charges | - | - | 100,362 | 150,814 |
Reserves for contingencies | - | - | 283,896 | 304,337 |
Deferred cost variations | - | - | 58,320 | 69,118 |
Other | 103,074 | - | 192,396 | 24,155 |
940,666 | 846,290 | 6,268,161 | 5,928,122 | |
MINORITY INTERESTS | - | - | 191,384 | 193,003 |
SHAREHOLDERS' EQUITY | ||||
Capital Stock | 3,397,387 | 3,397,387 | 3,397,387 | 3,397,387 |
Accumulated deficit | (5,991) | - | (5,991) | - |
3,391,396 | 3,397,387 | 3,391,396 | 3,397,387 | |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 4,543,918 | 4,505,555 | 12,907,099 | 12,435,611 |
3Q04 Results November 8, 2004 |
CPFL Energia S.A.
Statements of Income for the 3rd Quarter and Nine Month Periods ended September 30, 2004 and 2003
(in millions of Brazilian reais, except net income (loss) per thousand shares)
Company | Consolidated | |||||||
2004 | 2003 | 2004 | 2003 | |||||
3Q | 9M | 3Q | 9M | 3Q | 9M | 3Q | 9M | |
OPERATING REVENUES | ||||||||
Electricity sales to final consumers | - | - | - | - | 2,174,293 | 6,522,633 | 1,948,271 | 5,539,332 |
Electricity sales to distributors | - | - | - | - | 76,172 | 231,043 | 70,608 | 191,525 |
Distribution system usage charges | - | - | - | - | 60,388 | 150,133 | 9,305 | 22,603 |
Other revenues | - | - | - | - | 49,064 | 92,655 | 54,158 | 93,139 |
- | - | - | - | 2,359,917 | 6,996,464 | 2,082,342 | 5,846,599 | |
DEDUCTIONS FROM OPERATING REVENUES | ||||||||
ICMS (state VAT) | - | - | - | - | (422,299) | (1,198,416) | (352,209) | (1,004,064) |
PIS (tax on revenue) | - | - | - | - | (19,249) | (55,300) | (13,904) | (42,278) |
COFINS (tax on revenue) | - | - | - | - | (85,236) | (238,976) | (60,638) | (174,855) |
ISS (municipal service tax) | - | - | - | - | (192) | (431) | (207) | (496) |
Global reversion quota (RGR) | - | - | - | - | (10,733) | (33,896) | (8,572) | (35,259) |
Tariff charges (Resolution 71/2002) | - | - | - | - | (90,285) | (276,569) | (65,599) | (180,502) |
- | - | - | - | (627,994) | (1,803,588) | (501,129) | (1,437,454) | |
NET OPERATING REVENUES | - | - | - | - | 1,731,923 | 5,192,876 | 1,581,213 | 4,409,145 |
ELECTRICITY SERVICE COSTS | ||||||||
Cost of electricity | ||||||||
Electricity purchased for resale | - | - | - | - | (865,508) | (2,535,362) | (815,946) | (2,237,163) |
Electricity network usage charges | - | - | - | - | (212,938) | (523,974) | (113,253) | (323,539) |
- | - | - | - | (1,078,446) | (3,059,336) | (929,199) | (2,560,702) | |
Operating costs | ||||||||
Personnel | - | - | - | - | (48,326) | (146,592) | (44,844) | (136,427) |
Private Pensions Plans | - | - | - | - | (50,371) | (137,278) | (73,480) | (175,098) |
Materials | - | - | - | - | (8,742) | (25,456) | (2,922) | (12,015) |
Outside services | - | - | - | - | (24,350) | (64,833) | (17,121) | (51,134) |
Depreciation and amortization | - | - | - | - | (65,761) | (194,893) | (63,946) | (192,004) |
Fuel usage and energy development quotas (CCC / CDE) | - | - | - | - | (116,947) | (334,665) | (85,905) | (247,358) |
Other | - | - | - | - | (3,371) | (7,559) | (2,500) | (7,048) |
- | - | - | - | (317,868) | (911,276) | (290,718) | (821,084) | |
GROSS PROFIT | - | - | - | - | 335,609 | 1,222,264 | 361,296 | 1,027,359 |
OPERATING EXPENSES | ||||||||
Selling | - | - | - | - | (60,366) | (144,248) | (46,652) | (117,811) |
General and administrative | (6,567) | (17,661) | (3,249) | (13,434) | (66,895) | (199,636) | (54,572) | (177,774) |
Other | - | - | - | - | (8,497) | (19,669) | (7,392) | (16,981) |
Amortization of goodwill from merger | - | - | - | - | (19,517) | (58,552) | (91,211) | (273,630) |
(6,567) | (17,661) | (3,249) | (13,434) | (155,275) | (422,105) | (199,827) | (586,196) | |
INCOME (LOSS) FROM ELECTRIC UTILITY SERVICES | (6,567) | (17,661) | (3,249) | (13,434) | 180,334 | 800,159 | 161,469 | 441,163 |
EQUITY IN SUBSIDIARIES | 19,004 | 224,588 | (2,673) | (128,569) | - | - | - | - |
FINANCIAL INCOME (EXPENSE) | ||||||||
Income | 22,923 | 42,925 | 4,531 | 8,014 | 111,420 | 329,514 | 157,263 | 418,473 |
Expense | (41,351) | (130,813) | (61,645) | (255,929) | (261,590) | (824,626) | (393,387) | (1,254,153) |
Interest on capital | - | 52,110 | - | - | - | (3,180) | - | - |
(18,428) | (35,778) | (57,114) | (247,915) | (150,170) | (498,292) | (236,124) | (835,680) | |
INCOME (LOSS) FROM OPERATIONS | (5,991) | 171,149 | (63,036) | (389,918) | 30,164 | 301,867 | (74,655) | (394,517) |
NONOPERATING INCOME | ||||||||
Nonoperating Income | - | 33 | - | - | 1,723 | 4,739 | 28,888 | 47,851 |
Nonoperating Expense | - | (237) | - | - | (5,545) | (13,307) | (2,929) | (8,188) |
- | (204) | - | - | (3,822) | (8,568) | 25,959 | 39,663 | |
INCOME (LOSS) BEFORE TAXES ON INCOME AND EXTRAORDINARY ITEM | (5,991) | 170,945 | (63,036) | (389,918) | 26,342 | 293,299 | (48,696) | (354,854) |
Social contributions | - | - | - | - | (19,123) | (54,008) | 5,370 | (7,703) |
Deferrred social contribution tax | - | - | - | - | 12,466 | 16,128 | (4,589) | 6,939 |
Income tax | - | - | - | - | (54,327) | (147,367) | (4,402) | (40,740) |
Deferred income tax | - | - | - | - | 35,167 | 40,336 | (2,889) | 22,787 |
INCOME (LOSS) BEFORE EXTRAORDINARY ITEM AND MINORITY INTERESTS | (5,991) | 170,945 | (63,036) | (389,918) | 525 | 148,388 | (55,206) | (373,571) |
Extraordinary item, net of taxes effects | - | - | - | - | (8,133) | (24,397) | (8,132) | (24,397) |
INCOME (LOSS) BEFORE MINORITY INTERESTS | (5,991) | 170,945 | (63,036) | (389,918) | (7,608) | 123,991 | (63,338) | (397,968) |
Minority interests | - | - | - | - | 1,617 | (8,336) | 302 | 8,050 |
INCOME (LOSS) BEFORE REVERSION OF INTEREST ON CAPITAL | ||||||||
(5,991) | 170,945 | (63,036) | (389,918) | (5,991) | 115,655 | (63,036) | (389,918) | |
Reversal of interest on own capital | - | (52,110) | - | - | - | 3,180 | - | - |
NET INCOME (LOSS) FOR THE PERIOD | (5,991) | 118,835 | (63,036) | (389,918) | (5,991) | 118,835 | (63,036) | (389,918) |
NET INCOME (LOSS) PER THOUSAND SHARES - R$ | 0.26 | (0.11) | ||||||
3Q04 Results November 8, 2004 |
Statements of Cash Flow for the Quarter ended September 30, 2004 and 2003
(in thoursands of Brazilian reais)
Company | Consolidated | |||
2004 | 2003 | 2004 | 2003 | |
Cash flow from operating activities | ||||
Net income (loss) for the period | 118,835 | (389,918) | 118,835 | (389,918) |
Minority Interest | 8,336 | (8,050) | ||
Items not affecting cash | ||||
Retulatory Assets | (76,218) | (199,823) | ||
Depreciation and Goodwill Amortization | 271,983 | 482,745 | ||
Provisions | 26,078 | 7,042 | ||
Interest Ownership Goodwill Amortization | 55 | (912) | 44,278 | 122,092 |
Monetary Adjustments | (1,301) | 85,029 | (83,685) | |
Interest on Long Term loans | - | - | 11,113 | 6,436 |
Pension Plans Expenses | 89,551 | 130,651 | ||
Equity Income | (224,588) | 128,569 | - | |
Gain/Loss in write-off by sale of assets | 204 | 308 | (39,769) | |
Gain/Loss in write-off of permanent assets | 5,517 | 325 | ||
Deferred income tax and social contribution | (56,464) | (29,726) | ||
Others | (45) | 5,997 | ||
Decrease (Increase) in operating assets | (106,795) | (262,261) | 528,302 | 4,318 |
Consumers and resellers | 79,521 | 299,317 | ||
Debtors | 26,919 | 19,865 | ||
Derivatives | 6,045 | 217,625 | ||
Subsidiaries, Parent Companies and Other related Companies-Interest | (103) | (732) | - | |
Receivalble Taxes | (6,356) | (2,744) | (36,355) | 15,906 |
Dividends Received | 250,582 | - | ||
Stock | 178 | 190 | ||
Tariff Costs Deferral | (28,848) | (168,810) | ||
Deferred costs | 8,135 | 126 | (16,917) | |
Judicial deposits | (22,137) | 3,922 | ||
Other Operating Assets | 580 | 3,065 | 10,267 | (4,187) |
252,838 | (411) | 35,715 | 366,911 | |
Increase (decrease) in liabilities | ||||
Accounts payable to suppliers and contractors | (28) | 57 | 73,635 | 7,311 |
Taxes and contribution | (216) | 184 | 53,169 | 74,615 |
Payroll | 132 | (2,855) | ||
Subsidiaries, Parent Companies and Other related Companies | 58 | - | ||
Tariff Costs Deferral | 8,558 | 134,126 | ||
Other obligation with Pension Plan Entities | 4,818 | 1,629 | ||
Debt Interest | (63,856) | 118,974 | (37,265) | 139,084 |
Derivatives | 13,884 | 22,477 | 84,516 | |
Loans and Financing-Interest Capitalized on Principal | 111,834 | 29,067 | ||
Regulatory Taxes | 32,431 | (33,006) | ||
Other liabilities | 10 | 4 | 10,230 | 20,639 |
(50,148) | 119,219 | 280,019 | 455,126 | |
Net cash from operating activities | 95,895 | (143,453) | 844,036 | 826,355 |
Cash flows from investing activities | ||||
Acquisition of property, plant and equipment | (444,692) | (344,986) | ||
Special Obligation | 35,964 | 32,466 | ||
Increase in Deferred Assets | (1,742) | (3,724) | ||
Advancement for Future Capital Increase | 222,164 | - | 6,870 | |
Sale of Permanent assets | 7,094 | 230,397 | ||
Bonds and Securities | 12,120 | (97,000) | 87,021 | |
12,120 | 222,164 | (500,376) | 8,044 | |
Cash flows from financing activities | ||||
Financing and Debentures | 318,716 | 900,000 | 1,432,128 | 2,025,464 |
Amortization of loans, financing and debentures | (1,707,621) | (1,091,449) | (3,698,447) | |
Paid Dividends | (100,000) | (110,106) | (986) | |
Deferred | (1,084) | (11,625) | (1,084) | (11,625) |
Advancement for future capital increase | 800,000 | 800,000 | ||
Transactions with subsidiaries and related companies | 164,556 | (59,572) | 19,125 | |
Net cash used in financing activities | 382,188 | (78,818) | 229,489 | (866,469) |
Decrease in cash equivalents by disposal | (1,138) | |||
Net increase (decrease) in cash equivalents | 490,203 | (107) | 573,149 | (33,208) |
Cash and cash equivalents - beginning of the period | 81,338 | 162 | 374,612 | 176,689 |
Cash and cash equivalents - end of the period | 571,541 | 55 | 947,760 | 143,479 |
CPFL ENERGIA S.A.
| ||
By: |
/S/
JOSÉ ANTONIO DE ALMEIDA FILIPPO
| |
Name: José Antonio de Almeida Filippo
Title: Chief Financial Officer and Head of Investor Relations
|
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.