Indicate
by check
mark if the registrant is submitting
the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7):
Yes ______ No ___X___
Indicate
by check
mark whether by furnishing the information contained in this Form,
the
Registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes ______ No ___X___
If
“Yes” is marked, indicate below the file number assigned
to the registrant in
connection with Rule 12g3-2(b): N/A
(A free translation of the original in Portuguese) | ||
FEDERAL GOVERNMENT SERVICE | ||
BRAZILIAN SECURITIES COMMISSION (CVM) | ||
QUARTERLY INFORMATION - ITR | ||
TYPE OF COMPANY: COMMERCIAL, INDUSTRIAL AND OTHER | Unaudited | |
Corporate Legislation | ||
September 30, 2008 |
REGISTRATION WITH CVM SHOULD NOT BE CONSTRUED AS AN EVALUATION OF THE COMPANY. COMPANY MANAGEMENT IS RESPONSIBLE FOR THE INFORMATION PROVIDED. |
01.01 - IDENTIFICATION
1 - CVM CODE 01610-1 |
2 - COMPANY NAME GAFISA S/A |
3 - CNPJ (Federal Tax ID) 01.545.826/0001-07 |
4 - NIRE (State Registration Number) |
01.02 - HEAD OFFICE
1 - ADDRESS Av. das Nações Unidas, 8501 - 19º andar |
2 - DISTRICT Pinheiros |
3 - ZIP CODE 05425-070 |
4 - CITY São Paulo |
5 - STATE SP |
6 - AREA CODE 011 |
7 - TELEPHONE 3025-9297 |
8 - TELEPHONE 3025-9168 |
9 - TELEPHONE 3025-9191 |
10 - TELEX |
11 - AREA CODE 011 |
12 - FAX 3025-9438 |
13 - FAX 3025-9121 |
14 - FAX 3025-9217 |
15 - E-MAIL |
01.03 - INVESTOR RELATIONS OFFICER (Company Mailing Address)
1- NAME Alceu Duilio Calciolari |
2 - ADDRESS Av. das Nações Unidas, 8501 - 19º andar |
3 - DISTRICT Pinheiros |
4 - ZIP CODE 05425-070 |
5 - CITY |
6 - STATE SP |
7 - AREA CODE 011 |
8 - TELEPHONE 3025-9297 |
9 - TELEPHONE 3025-9168 |
10 - TELEPHONE 3025-9121 |
11 - TELEX |
12 - AREA CODE 011 |
13 - FAX 3025-9438 |
14 - FAX 3025-9121 |
15 - FAX 3025-9041 |
16 - E-MAIL dcalciolari@gafisa.com.br |
01.04 - REFERENCE / AUDITOR
CURRENT YEAR | CURRENT QUARTER | PREVIOUS QUARTER | |||||
1 - BEGINNING | 2 - END | 3 - QUARTER | 4 - BEGINNING | 5 - END | 6 - QUARTER | 7 - BEGINNING | 8 - END |
1/1/2008 | 12/31/2008 | 3 | 7/1/2008 | 9/30/2008 | 2 | 4/1/2008 | 6/30/2008 |
09 - INDEPENDENT ACCOUNTANT Pricewaterhouse Coopers Auditores Independentes |
10 - CVM CODE 00287-9 |
||||||
11 - PARTNER IN CHARGE Eduardo Rogatto Luque |
12 - PARTNER'S CPF (INDIVIDUAL TAXPAYER'S REGISTER) 142.773.658-84 |
Page: 1
01.05 - CAPITAL STOCK
Number of Shares (in thousands) |
1 - CURRENT QUARTER 9/30/2008 |
2 - PREVIOUS QUARTER 6/30/2008 |
3 - SAME QUARTER, PREVIOUS YEAR 9/30/2007 |
Paid-in Capital | |||
1 - Common | 133,088 | 132,588 | 132,385 |
2 - Preferred | 0 | 0 | 0 |
3 - Total | 133,088 | 132,588 | 132,385 |
Treasury share | |||
4 - Common | 3,125 | 3,125 | 3,125 |
5 - Preferred | 0 | 0 | 0 |
6 - Total | 3,125 | 3,125 | 3,125 |
01.06 - COMPANY PROFILE
1 - TYPE OF COMPANY Commercial, Industrial and Other |
2 - STATUS Operational |
3 - NATURE OF OWNERSHIP National Private |
4 - ACTIVITY CODE 1110 - Civil Construction, Constr. Mat. and Decoration |
5 - MAIN ACTIVITY Real Estate Development |
6 - CONSOLIDATION TYPE Full |
7 - TYPE OF REPORT OF INDEPENDENT AUDITORS Qualified |
01.07 - COMPANIES NOT INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS
1 - ITEM | 2 - CNPJ (Federal Tax ID) | 3 - COMPANY NAME |
01.08 - CASH DIVIDENDS APPROVED AND/OR PAID DURING AND AFTER THE QUARTER
1 - ITEM | 2 - EVENT | 3 - APPROVAL | 4 - TYPE | 5 - DATE OF PAYMENT | 6 - TYPE OF SHARE | 7 - AMOUNT PER SHARE |
Page: 2
01.09 - SUBSCRIBED CAPITAL AND CHANGES IN THE CURRENT YEAR
1 - ITEM | 2 - DATE OF CHANGE | 3 - CAPITAL STOCK (IN THOUSANDS OF REAIS) | 4 - AMOUNT OF CHANGE | 5 - NATURE (IN THOUSANDS OF OF CHANGE REAIS) | 7 - NUMBER OF SHARES ISSUED (THOUSANDS) | 8 -SHARE PRICE WHEN ISSUED (IN REAIS) |
01.10 - INVESTOR RELATIONS OFFICER
1- DATE 11/05/2008 |
2 - SIGNATURE |
Page: 3
02.01 - BALANCE SHEET - ASSETS (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 4 - 9/30/2008 | 3 - 6/30/2008 |
1 | Total Assets | 4,200,902 | 3,902,585 |
1.01 | Current Assets | 2,745,912 | 2,543,174 |
1.01.01 | Available funds | 561,920 | 582,461 |
1.01.01.01 | Cash and Banks | 20,124 | 6,524 |
1.01.01.02 | Financial Investments | 528,199 | 575,937 |
1.01.01.03 | Unrealized gains on derivative financial instruments, net | 13,597 | 0 |
1.01.02 | Credits | 517,695 | 516,423 |
1.01.02.01 | Trade accounts receivable | 517,695 | 516,423 |
1.01.02.01.01 | Receivables from clients of developments | 473,526 | 481,771 |
1.01.02.01.02 | Receivables from clients of construction and services rendered | 44,169 | 34,652 |
1.01.02.01.03 | Other Receivables | 0 | 0 |
1.01.02.02 | Sundry Credits | 0 | 0 |
1.01.03 | Inventory | 900,102 | 861,642 |
1.01.03.01 | Real estate for sale | 900,102 | 861,642 |
1.01.04 | Other | 766,195 | 582,648 |
1.01.04.01 | Deferred selling expenses | 16,818 | 19,697 |
1.01.04.02 | Prepaid expenses | 17,746 | 12,747 |
1.01.04.03 | Court deposits | 0 | 0 |
1.01.04.04 | Dividends receivable | 0 | 0 |
1.01.04.05 | Other receivables | 731,631 | 550,204 |
1.02 | Non-current Assets | 1,454,990 | 1,359,411 |
1.02.01 | Long-term Receivables | 638,880 | 574,949 |
1.02.01.01 | Sundry Credits | 524,571 | 478,438 |
1.02.01.01.01 | Receivables from clients of developments | 435,849 | 455,037 |
1.02.01.01.02 | Real estate for sale | 88,722 | 23,401 |
1.02.01.02 | Credits with Related Parties | 0 | 0 |
1.02.01.02.01 | Associated companies | 0 | 0 |
1.02.01.02.02 | Subsidiaries | 0 | 0 |
1.02.01.02.03 | Other Related Parties | 0 | 0 |
1.02.01.03 | Other | 114,309 | 96,511 |
1.02.01.03.01 | Deferred income tax and social contribution | 49,384 | 56,089 |
1.02.01.03.02 | Other receivables | 11,726 | 7,625 |
1.02.01.03.03 | Court deposits | 38,380 | 27,797 |
1.02.01.03.04 | Dividends Receivable | 5,000 | 5,000 |
1.02.01.03.05 | Deferred selling expenses | 9,819 | 0 |
1.02.02 | Permanent Assets | 816,110 | 784,462 |
1.02.02.01 | Investments | 799,899 | 766,582 |
1.02.02.01.01 | Interest in associated companies | 0 | 0 |
1.02.02.01.02 | Interest in associated companies - Goodwill | 0 | 0 |
1.02.02.01.03 | Interest in Subsidiaries | 282,287 | 254,528 |
1.02.02.01.04 | Interest in Subsidiaries - Goodwill | 199,496 | 203,061 |
Page: 4
02.01 - BALANCE SHEET - ASSETS (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 4 - 9/30/2008 | 3 - 6/30/2008 |
1.02.02.01.05 | Other Investments | 318,116 | 308,993 |
1.02.02.02 | Property, plant and equipment | 8,098 | 8,734 |
1.02.02.03 | Intangible assets | 3,651 | 3,967 |
1.02.02.04 | Deferred charges | 4,462 | 5,179 |
Page: 5
02.02 - BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 4 - 9/30/2008 | 3 - 6/30/2008 |
2 | Total Liabilities and Shareholders' Equity | 4,200,902 | 3,902,585 |
2.01 | Current Liabilities | 1,102,060 | 946,844 |
2.01.01 | Loans and Financing | 205,667 | 65,564 |
2.01.02 | Debentures | 16,190 | 14,229 |
2.01.03 | Suppliers | 56,395 | 70,532 |
2.01.04 | Taxes, charges and contributions | 62,366 | 57,683 |
2.01.04.01 | PIS Contribution | 16,398 | 15,357 |
2.01.04.02 | COFINS Contribution | 38,672 | 34,109 |
2.01.04.03 | Installment payment of PIS and COFINS | 3,392 | 3,440 |
2.01.04.04 | Other taxes and contributions payable | 3,904 | 4,777 |
2.01.05 | Dividends Payable | 0 | 10 |
2.01.06 | Provisions | 2,856 | 1,335 |
2.01.06.01 | Provision for Contingencies | 2,856 | 1,335 |
2.01.07 | Accounts payable to related parties | 0 | 0 |
2.01.08 | Other | 758,586 | 737,491 |
2.01.08.01 | Real estate development obligations | 0 | 0 |
2.01.08.02 | Obligations for purchase of land | 167,506 | 230,897 |
2.01.08.03 | Payroll, profit sharing and related charges | 18,282 | 24,085 |
2.01.08.04 | Advances from customers - development and services | 185,872 | 176,795 |
2.01.08.05 | Other liabilities | 386,926 | 305,714 |
2.02 | Non-current Liabilities | 1,410,246 | 1,312,662 |
2.02.01 | Long-term Liabilities | 1,386,433 | 1,287,060 |
2.02.01.01 | Loans and Financing | 388,857 | 279,955 |
2.02.01.02 | Debentures | 490,000 | 490,000 |
2.02.01.03 | Provisions | 0 | 0 |
2.02.01.04 | Accounts payable to related parties | 0 | 0 |
2.02.01.05 | Advance for future capital increase | 0 | 0 |
2.02.01.06 | Other | 507,576 | 517,105 |
2.02.01.06.01 | Real estate development obligations | 0 | 0 |
2.02.01.06.02 | Obligations for purchase of land | 127,042 | 132,915 |
2.02.01.06.03 | Unearned income from property sales | 0 | 0 |
2.02.01.06.04 | Deferred income tax and social contribution | 68,373 | 63,717 |
2.02.01.06.05 | Other liabilities | 312,161 | 320,473 |
2.02.02 | Deferred income | 23,813 | 25,602 |
2.04 | Shareholders' equity | 1,688,596 | 1,643,079 |
2.04.01 | Paid-in capital stock | 1,211,468 | 1,203,921 |
2.04.01.01 | Capital Stock | 1,229,518 | 1,221,971 |
2.04.01.02 | Treasury shares | (18,050) | (18,050) |
2.04.02 | Capital Reserves | 167,276 | 167,276 |
2.04.03 | Revaluation reserves | 0 | 0 |
2.04.03.01 | Own assets | 0 | 0 |
Page: 6
02.02 - BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 4 - 9/30/2008 | 3 - 6/30/2008 |
2.04.03.02 | Subsidiaries/Associated Companies | 0 | 0 |
2.04.04 | Revenue reserves | 170,071 | 170,071 |
2.04.04.01 | Legal | 15,585 | 15,585 |
2.04.04.02 | Statutory | 80,892 | 80,892 |
2.04.04.03 | For Contingencies | 0 | 0 |
2.04.04.04 | Unrealized profits | 0 | 0 |
2.04.04.05 | Retained earnings | 63,214 | 63,214 |
2.04.04.06 | Special reserve for undistributed dividends | 0 | 0 |
2.04.04.07 | Other revenue reserves | 10,380 | 10,380 |
2.04.05 | Retained earnings/accumulated losses | 138,781 | 101,811 |
2.04.06 | Advances for future capital increase | 0 | 0 |
Page: 7
03.01 - STATEMENT OF INCOME (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 -7/1/2008 to 9/30/2008 |
4 - 1/1/2008 to 9/30/2008 |
5 -7/1/2007 to 9/30/2007 |
6 - 1/1/2007 to 9/30/2007 |
3.01 | Gross Sales and/or Services | 193,449 | 684,116 | 196,725 | 491,825 |
3.01.01 | Real estate development and sales | 187,648 | 668,091 | 188,037 | 476,254 |
3.01.02 | Construction services rendered | 5,801 | 16,025 | 8,688 | 15,571 |
3.02 | Gross Sales Deductions | (7,358) | (21,772) | (7,041) | (22,667) |
3.02.01 | Taxes on sales and services | (7,100) | (20,756) | (7,903) | (20,014) |
3.02.02 | Brokerage fee on sales | (258) | (1,196) | 862 | (2,653) |
3.03 | Net Sales and/or Services | 186,091 | 662,344 | 189,684 | 469,158 |
3.04 | Cost of Sales and/or Services | (123,490) | (442,345) | (135,569) | (334,192) |
3.04.01 | Cost of Real estate development | (123,490) | (442,345) | (135,569) | (334,192) |
3.05 | Gross Profit | 62,601 | 219,999 | 54,115 | 134,966 |
3.06 | Operating Expenses/Income | (14,285) | (49,107) | (15,915) | (79,784) |
3.06.01 | Selling Expenses | (23,539) | (59,381) | (11,452) | (34,140) |
3.06.02 | General and Administrative | (9,745) | (47,994) | (17,275) | (45,266) |
3.06.02.01 | Profit sharing | 3,034 | 0 | (3,783) | (7,915) |
3.06.02.02 | Other Administrative Expenses | (12,779) | (47,994) | (13,492) | (37,351) |
3.06.03 | Financial | 5,658 | 33,064 | (1,156) | (3,056) |
3.06.03.01 | Financial income | 14,462 | 48,864 | 10,569 | 33,382 |
3.06.03.02 | Financial Expenses | (8,804) | (15,800) | (11,725) | (36,438) |
3.06.04 | Other operating income | 0 | 0 | 1,678 | 3,718 |
3.06.05 | Other operating expenses | 1,538 | (6,497) | (1,627) | (41,872) |
3.06.05.01 | Depreciation and Amortization | (4,561) | (6,531) | (1,627) | (11,698) |
3.06.05.02 | Extraordinary Expenses | 0 | 0 | 0 | (30,174) |
3.06.05.03 | Other Operating expenses | 6,099 | 34 | 0 | 0 |
3.06.06 | Earnings (losses) on equity of investees | 11,803 | 31,701 | 13,917 | 40,832 |
3.07 | Total operating profit | 48,316 | 170,892 | 38,200 | 55,182 |
3.08 | Total non-operating (income) expenses, net | 0 | 0 | 0 | 0 |
3.08.01 | Income | 0 | 0 | 0 | 0 |
Page: 8
03.01 - STATEMENT OF INCOME (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 -7/1/2008 to 9/30/2008 | 4 - 1/1/2008 to 9/30/2008 | 5 -7/1/2007 to 9/30/2007 | 6 - 1/1/2007 to 9/30/2007 |
3.08.02 | Expenses | 0 | 0 | 0 | 0 |
3.09 | Profit before taxes/profit sharing | 48,316 | 170,892 | 38,200 | 55,182 |
3.10 | Provision for income tax and social contribution | (66) | (745) | 0 | 0 |
3.11 | Deferred Income Tax | (11,400) | (30,366) | (5,251) | 1,526 |
3.12 | Statutory Profit Sharing/Contributions | 1,120 | 0 | (560) | (1,680) |
3.12.01 | Profit Sharing | 1,120 | 0 | (560) | (1,680) |
3.12.02 | Contributions | 0 | 0 | 0 | 0 |
3.13 | Reversal of interest attributed to shareholders' Equity | 0 | 0 | 0 | 0 |
3.15 | Net income for the Period | 37,970 | 139,781 | 32,389 | 55,028 |
NUMBER OF SHARES OUTSTANDING EXCLUDING TREASURY SHARES (in thousands) | 129,963 | 129,963 | 129,260 | 129,260 | |
EARNINGS PER SHARE (Reais) | 0.29216 | 1.07554 | 0.25057 | 0.42572 | |
LOSS PER SHARE (Reais) |
Page: 9
(A free translation of the original in Portuguese) | ||
FEDERAL GOVERNMENT SERVICE | ||
BRAZILIAN SECURITIES COMMISSION (CVM) | ||
QUARTERLY INFORMATION - ITR | ||
TYPE OF COMPANY: COMMERCIAL, INDUSTRIAL AND OTHER | Unaudited | |
Corporate Legislation | ||
September 30, 2008 |
01610-1 GAFISA S/A | 01.545.826/0001/07 | |
04.01 - NOTES TO QUARTERLY INFORMATION | ||
(In thousands of reais)
1 Operational Context
Gafisa S.A. ("Gafisa" or "Company") was incorporated with the objectives of: (a) promoting and managing all forms of real estate ventures on its own behalf or for third parties; (b) purchasing, selling and negotiating real estate properties in general, including provision of financing to real estate clients; (c) carrying out civil construction and civil engineering services; (d) developing and implementing marketing strategies related to its own or third party real estate ventures; and (e) investing in other Brazilian or foreign companies which have similar objectives as the Company's.
The Company's real estate development ventures with third parties are structured through investment in Special Purpose Entities (SPEs) or by forming condominiums and consortiums. The controlled companies substantially share the structure and corporate, managerial and operating costs with the Company.
In January 2007, the Company acquired 60% of the voting capital of Alphaville Urbanismo S.A. ("AUSA"); the purchase commitment for the remaining 40% of AUSA's voting capital will be determined by means of an economic and financial evaluation of AUSA to be carried out according to the agreement up to 2012. In addition, in October 2007 Gafisa completed the acquisition of 70% of the voting capital of Cipesa Engenharia S.A. ("Cipesa").
In March 2007, the Company completed a public offering of stock on the New York Stock Exchange - NYSE, resulting in a capital increase of R$ 487,813 with the issue of 18,761,992 common shares equivalent to 9,380,996 ADRs. The extraordinary expenses related to this public offering of the Company's stock in the amount of R$ 30,174 were recorded in the nine month period ended September 30, 2007.
In addition, the Company started its operations in the lower income real estate market through its subsidiary FIT Residencial Empreendimentos Imobiliários Ltda. ("FIT Residencial").
In March 2007, Gafisa and Odebrecht Empreendimentos Imobiliários Ltda. ("Odebrecht") incorporated Bairro Novo Empreendimentos Imobiliários S.A. ("Bairro Novo") through a joint venture, in which Gafisa holds 50% and Odebrecht holds 50%. Bairro Novo is focused on the lower income market of horizontal real estate developments.
In the context of this same economic segment, on September 1, 2008 the Company announced its intention to integrate the Fit Residencial operations with those of Construtora Tenda S.A. ("Tenda"). This transaction was approved in the Extraordinary Shareholders' Meeting held on October 21, 2008,
Page: 10
with the merger of the book value of the shareholders' equity of Fit Residencial into Tenda. As a result of this transaction, the Company became the holder of 60% of the voting capital of Tenda.
2 Presentation of the Quarterly Information
This quarterly information was approved by the Board of Directors in their meeting held on October 28, 2008.
(a) Basis of presentation
The quarterly information is presented in conformity with the rules issued by the Brazilian Securities Commission (CVM) applicable to the preparation of the quarterly information (ITR), including CVM Instruction 469 of May 2, 2008 (Note 3(v)).
The consolidated statements of cash flow were prepared according to Accounting Rules and Practices # 20 (NPC 20) of the Institute of Independent Auditors of Brazil (IBRACON).
In the preparation of the quarterly information, it is necessary to use estimates which affect assets and liabilities and other transactions during the reporting periods and the disclosure of contingent assets and liabilities at the date of the quarterly information. The quarterly information includes estimates that are used to determine certain items, including, among others, the estimated costs of the ventures, provisions required for the impairment of assets and the recognition of contingent liabilities, the actual results of which may differ from the estimates.
(b) Consolidation practices
The accounting information of Gafisa and its subsidiaries contained in the quarterly information (ITR) includes all subsidiaries, with separate disclosure of the participation of minority shareholders. In regard to the jointly-controlled investees, which are governed by a shareholders' agreement, the consolidation includes the assets, liabilities and income and expense accounts proportionally to the total equity interest held in the capital of the corresponding investee (Note 8).
The intercompany balances and transactions, as well as the unrealized profits, were eliminated in the consolidation. Transactions and balances with related parties, shareholders and investees are reported in the corresponding notes.
Page: 11
3 Main Rules Issued by the Brazilian Securities Commission (CVM) Applicable to Preparation of the Quarterly Information (ITR), Including CVM Instruction 469 of May 2, 2008
(a) Revenue recognition
(i) Real estate development and sales revenue
In the installment sales of completed units, the result is recognized when the sale is made, regardless of the term for receipt of the contractual price, provided that the following conditions are met: (a) the value thereof can be estimated, i.e. the receipt of the sale price is known or the sum that will not be received may be reasonably estimated, and (b) the process of recognition of the sales revenues is substantially completed, i.e. the Company is released from its obligation to perform a considerable part of its activities that will generate future expenses related to the sale of the finished unit.
In the sales of unfinished units, the procedures and rules established by Resolution 963 of the Federal Accounting Council (CFC) were observed, namely:
. The cost incurred (including the cost of land) corresponding to the units sold is fully appropriated to the result.
. The percentage of the cost incurred in the units sold (including the land) is calculated in relation to the total estimated cost, and this percentage is applied on the revenues from units sold, adjusted pursuant to the conditions of the sales agreements, and on selling expenses, thus determining the amount of revenues and selling expenses to be recognized.
. The amounts of sales revenues determined, including monetary correction, net of the installments already received, are accounted for as accounts receivable, or as advances from customers, when applicable.
. Interest and monetary variation on accounts receivable as from the delivery of the keys are appropriated to the result from the development and sale of real estate using the accrual basis of accounting.
. The financial charges on accounts payable from the direct and indirect acquisition of land and real estate credit operations, incurred during the construction period, are considered a component of inventory cost of real estate units, and recognized in results upon the sale of the units of the venture to which they are directly related.
The taxes on the difference between the revenues from real estate development and the accumulated revenues subject to tax are calculated and recognized in the books when the difference in revenues is recognized.
Page: 12
The other income and expenses, including advertising and publicity, are appropriated to the results as they are incurred using the accrual basis of accounting.
(ii) Supply of construction services
Revenues from the supply of real estate services consist basically of amounts received related to the management of construction work for third parties, technical management and management of real estate. The revenues are recognized, net of the corresponding costs incurred, as services are provided.
(b) Cash, banks and financial investments
Substantially represents bank deposit certificates and investment in investment funds, denominated in reais, with high market liquidity and maturity that does not exceed 90 days or in regard to which there are no penalties or other restrictions for the immediate redemption thereof.
They are stated at cost, plus the income earned up to the balance sheet date, with provisions recognized, when applicable, to reflect their market value.
Investment funds in which the Company is the only quotaholder are fully consolidated. On September 30, 2008, the recorded book value of these investment funds is based on the quota values on this date.
(c) Receivables from clients
These are stated at cost, plus monetary variation. The allowance for doubtful accounts, when necessary, is recognized in an amount that is considered sufficient by management to cover probable losses on the realization of credits.
The outstanding installments are adjusted based on the National Civil Construction Index (INCC) during the construction phase, and on the General Market Prices Index (IGP/M) after the date the keys of the finished units are delivered. The balance of the accounts receivable (after the keys) is generally adjusted by annual interest of 12%. The financial revenues are recorded in results under "Real estate development".
In the periods ended September 30, 2008 and June 30, 2008, the total amount of interest and monetary variation recognized totals R$ 16,841 and R$ 9,392 (Parent Company) and R$ 32,105 and R$ 19,157 (Consolidated), respectively.
Page: 13
(d) Certificates of real estate receivables (CRIs)
Recorded as a financial obligation in the amount corresponding to the gross value of credit assigned, and reclassified as a reduction of the accounts receivable after the date of the delivery of the keys of the respective real estate units that make up the CRIs portfolio.
The financial discount, which represents the difference between the amount received and the credit at the date of the assignment, is appropriated to the results in the financial expenses account over the term of validity of the contract.
The expenses with commissions paid to the issuer of the CRIs are recognized directly in the results as they are incurred on the accrual basis.
The financial guarantees, when a participation is acquired (subordinated CRI) and maintained to secure the receivables that were assigned, are recorded in the balance sheet in Long-term receivables at cost plus monetary correction.
(e) Properties for sale
These are stated at construction cost, which does not exceed net realizable value. In the case of real estate in progress, the portion in inventories corresponds to the cost incurred in units that have not yet been sold.
The cost comprises construction (materials, own or outsourced labor and other related items) and land, including financial charges appropriated to the venture as incurred during the construction phase.
Land is stated at cost of acquisition. The recording of land is made only after the deed of property is drawn up, not being recognized in the quarterly information during the negotiation period, regardless of how likely the acquisition is or the negotiation progress.
The Company acquires part of the land through barter transactions where, in exchange for the land acquired, it undertakes to deliver (a) real estate units of developments in progress or (b) part of the sales revenues originating from the sale of the real estate units of the developments. Based on the change in accounting practice described in Note 3 (u), adopted retroactively for all reported periods, lands acquired through barter transactions are stated at fair value, as provided for in the guidelines of the Accounting Pronouncements Committee (Comitê de Pronunciamentos Contábeis - CPC) (O) - 1, "Real Estate Development Entities".
The Company capitalizes interest on the developments during the construction phase, arising from the National Housing System and other credit lines that are used for financing the construction of developments (limited to the corresponding financial expense amount). The amount of interest capitalized in the balance of properties for sale in the quarter ended September 30, 2008 totals R$ 27,760 (Parent Company) and R$ 31,784 (Consolidated) (June 30, 2008 - R$ 19,903 Parent Company and R$ 23,277 Consolidated).
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(f) Deferred selling expenses
These include expenses related to costs of construction and maintenance of sales stands, mock-up apartments and corresponding furniture, as well as expenses with related brokerage incurred by the Company. The balance is amortized as selling expenses (stands, mock-up apartments and corresponding furniture) or deductions from gross sales (brokerage), following the same criteria adopted for the recognition of revenues from and costs of the units sold (Note 3(a)).
(g) Warranty cost
The Company provides limited warranties for five years, covering structural flaws in the developments sold. Given that the warranties for the work performed (responsibility and costs) are usually provided by the Company's subcontractors, the amounts paid by the Company are not significant and, therefore, they have been recognized as they are effectively incurred.
(h) Prepaid expenses
Includes, among others, expenses with the issuance of debentures, which were paid at the time of issue.
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(i) Fixed Assets
Stated at acquisition cost. Depreciation is calculated on the straight-line basis, based on the estimated useful life of the assets, as follows: (i) furniture, utensils and installations - 10 years; (ii) vehicles and computers - 5 years.
(j) Intangible assets
Stated at acquisition cost. These are basically represented by expenses related to the acquisition and development of computer systems and software licenses, being amortized over a period of up to five (5) years.
(k) Deferred charges
Deferred charges are mainly represented by preoperating expenses and are amortized over a period of up to five (5) years as from the date they start being used.
(l) Investments in subsidiaries
(i) Net equity value
When the Company holds more than half of the voting capital of another company, the latter is considered a subsidiary company. In the investees in which the Company holds less than 50% of the voting capital, agreements ensure the veto power to the Company in decisions that significantly affect their businesses, thus ensuring to the Company a shared control, such investees being considered jointly-controlled companies. Investments in subsidiaries and jointly-controlled companies are recorded using the equity method.
According to this method, the Company's interest in the increase or decrease in the shareholders' equity of subsidiaries after acquisition as a result of the net income or loss for the period, or gains or losses in capital reserves, is recognized as operating income (or expenses).
When the Company's interest in the losses of subsidiaries is equal to or higher than the amount invested, the Company recognizes the residual portion of net capital deficiency as it assumes obligations, makes payments on behalf of these companies or makes advances for future capital increase.
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(ii) Goodwill and negative goodwill on the acquisition of investments
The Company's investments in subsidiaries includes goodwill when the acquisition cost exceeds the book value of net assets of the acquired subsidiary (negative goodwill - when the acquisition cost is lower).
The accounting practices of acquired subsidiaries are changed, when applicable, before the parent company records any equity in their results, in order to ensure consistency with the practices adopted by the Company.
The goodwill is amortized in accordance with the economic basis that determined it over the estimated useful life of the asset on an exponential and progressive basis (limited to the total period of ten years) (Note 8(b)), based on its evaluation of the related companies acquired upon acquisition, considering factors such as the stock of land, the ability to generate results from developments launched and/or to be launched in the future and other inherent factors. The goodwill that is not justified by economic bases is immediately recognized as a loss in the results for the year. Every year the Company evaluates the potential impairment adjustments to the outstanding portion not yet amortized of recorded goodwill. If the book value exceeds the recoverable amount, the amount thereof is reduced.
An economic-based negative goodwill is appropriated to the result as the assets are realized. The negative goodwill that is not justified by economic bases is recognized in the results only upon the disposal of the investment. The gain arising from negative goodwill based on general economic reasons is recognized in a way that is consistent with the respective expiry period of the related operating assets.
In January 2007, the Company acquired 60% of the voting capital of AUSA. As a result of this transaction, goodwill amounting to R$ 163,441 was recorded based on expected future profitability to be amortized exponentially and progressively based on the estimated profit projected before income tax and social contribution (EBIT) of AUSA over a maximum term of ten years. In the period ended September 30, 2008, the Company amortized goodwill amounting to R$ 6,972 arising from the acquisition of AUSA (period ended September 30, 2007 - zero).
In October 2007, Gafisa acquired 70% of the voting capital of Cipesa. As a result of this transaction, goodwill amounting to R$ 40,686 was recorded based on expected future profitability to be amortized exponentially and progressively based on the EBIT over a maximum term of ten years.
The amortization of goodwill will take place as from 2009 pursuant to the criteria described above. A portion of the acquisition cost of Cipesa by the Company is variable, corresponding to 2% of the Overall Sales Value (VGV) of the projects launched by Cipesa's subsidiary until 2014, and this variable portion will have a maximum value of R$ 25,000, which is the amount adopted to determine the initially estimated goodwill on the acquisition of Cipesa by the Company.
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In November 2007, the Company acquired for R$ 40,000 the remaining interest in some ventures held with Redevco do Brasil Ltda. As a result of this transaction, the Company determined negative goodwill amounting to R$ 32,223 (Consolidated), justified by general economic reasons, which will be amortized exponentially and progressively in results over the period the acquired Special Purpose Entities (SPEs) operate, the maximum term being ten years. In the period ended September 30, 2008, the Company amortized negative goodwill amounting to R$ 7,423 arising from the acquisition of the SPEs.
(m) Obligations for purchase of land and advances from customers (barter transactions)
The obligations for purchase of land are recognized at the amounts corresponding to the obligations assumed in contracts. Subsequently, they are stated at the amortized cost, that is, plus charges and interest proportional to the period elapsed (pro rata temporis), when applicable.
Based on the change in accounting practice described in Note 3 (u), adopted retroactively for all reported periods, lands acquired through barter transactions are stated at fair value, as provided for in the CPC guidelines (O) - 1, "Real Estate Development Entities".
(n) Selling expenses
The selling expenses, including advertising and publicity, are allocated to the results as they are incurred on the accrual basis.
(o) Income tax and social contribution on net income
Income tax (25%) and social contribution on the net income (9%) are calculated based on their standard rates, which, together, total 34%. The deferred income tax is calculated over the totality of the temporary differences.
As allowed by tax regulations, certain subsidiaries and associated companies elected the presumed profit system. For these companies, the income tax basis is calculated at 8% (social contribution on net income at 12%) on gross revenues, to which the corresponding standard income and social contribution tax rates apply.
The deferred tax assets are recognized to the extent it is probable that future taxable income will be available to be used to offset temporary differences based on the projections of future results that are prepared and based on internal guidelines and future economic scenarios that may, therefore, change.
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The deferred income tax credits on accumulated tax losses do not expire, however, their offset in future years is limited to 30% of the taxable income for each year. The companies that opt for the presumed profit system may not offset tax losses of a period in subsequent years. Should the realization of deferred tax assets be unlikely, no amount is recorded (Note 15).
(p) Other current and long-term liabilities
These are stated at their known or payable value and are recorded on the accrual basis, plus, when applicable, the corresponding charges and monetary and exchange variations.
The workers' compensation liability, particularly related to the vacation charges and payroll, is provided for over the period of acquisition.
The Company and its subsidiaries do not have private pension plans or any retirement plan or benefits for employees after they leave the Company.
(q) Cross-currency interest rate swap operations
The nominal amounts of the swap operations of currency, interest rates and indexes are not recorded in the balance sheet.
The Company has derivative instruments for the purposes of minimizing the risk of its exposure to the volatility of currencies, indexes and interest, with redemptions expected to take place in accordance with the maturity of the related liabilities denominated in foreign currency.
A portion of derivative instruments is outside of the exclusive investment funds and is measured at cost based on the contractual conditions between the Company and third parties ("yield curve") and their net results are recorded in financial income
(expenses). Additionally, the Company holds other derivative instruments in its portfolio of the financial investments of its investment funds that are stated at their respective market values.
In accordance with its treasury policies, the Company does not have or issue derivative financial instruments for purposes other than those of hedge.
(r) Stock option plan
The Company manages Stock Option Plans, the guidelines for structuring and implementation of which were approved by General Shareholders' Meetings (Note 14(b)). The grant of stock options to employees does not result in an expense for accounting purposes.
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In the period ended September 30, 2008, 510,425 shares with no par value (2007 - 961,563 shares) were subscribed and paid up by means of Subscription Lists signed by the respective beneficiaries of the Stock Options amounting to R$ 7,672 (2007 - R$ 8,262) (Note 14(a)).
(s) Employee profit sharing plan
The Company has a benefit plan for employees in the form of profit sharing and bonus plans, which, when applicable, is recognized in "General and administrative expenses".
Additionally, the Company's Bylaws establish the distribution of profits to officers (in an amount that does not exceed the lower of their annual compensation or 10% of the Company's net income), which is, when applicable, recognized in "Statutory profit sharing".
The bonus system operates with three performance triggers, structured based on the efficiency of corporate targets, followed by business targets and finally individual targets.
In the quarter ended September 30, 2008, the Company made the full reversal of the reserve for bonus, estimated for the future payment of the profit sharing program for employees and officers for 2008.
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t) Earnings per share
Calculated considering the number of outstanding shares on the balance sheet date, net of treasury shares.
(u) Change in accounting practice
On September 30, 2008, the Company chose to adopt in advance, as it is not yet required, with the respective effects retroactive to all reported periods, its accounting practice of recording bartered units, as provided for in the CPC guidelines (O) - 1 "Real Estate Development Entities" ("Guidelines").
According to these guidelines, the barter of real estate units of different natures and values (for example, apartment units built or to be built for lands) is considered a transaction that is substantially commercial and, accordingly, results in gain or loss. The revenue shall be calculated based on the fair value of real estate received; and when this value cannot be measured with certainty, the revenue shall be calculated based on the fair value of real estate units to be delivered.
In case of land barters with the purpose of delivering apartment unit(s) to be built, the value of land acquired by the Company, calculated according to the criteria described above, shall be recorded at fair value, as a component of the stock of lands of properties for sale, as a contra-entry to advance from customers in liabilities, at the time the private instrument or contract related to such transaction is signed.
The recording criteria adopted for the appropriation of real estate development also apply to these transactions.
The effects from the adoption of the criteria included in the Guidelines, adopted retroactively by the Company for comparative purposes, in relation to the previously reported years and periods, in compliance with the current standard for Accounting Practices, Changes in Accounting Estimates and Correction of Errors.
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The reported figures are detailed as follows:
Quarter and period ended June 30, 2008 | ||||||||
Parent company | Total assets | Shareholders' equity | Net income for the quarter |
Net income for the period |
||||
Originally reported | 3,725,569 | 1,631,283 | 58,749 | 100,395 | ||||
Adjustment due to change in practice | 177,016 | 11,796 | 200 | 1,416 | ||||
Balance reported in the current quarterly information | 3,902,585 | 1,643,079 | 58,949 | 101,811 | ||||
Quarter and period ended September 30, 2007 | ||||||||
Parent company | Total assets | Shareholders' equity | Net income for the quarter |
Net income for the period |
||||
Originally reported | 2,251,494 | 1,493,361 | 30,939 | 50,523 | ||||
Adjustment due to change in practice | 133,075 | 4,501 | 1,450 | 4,505 | ||||
Balance reported in the current quarterly information | 2,384,569 | 1,497,862 | 32,389 | 55,028 | ||||
Quarter and period ended June 30, 2008 | ||||||||
Consolidated | Total assets | Shareholders' equity | Net income for the quarter |
Net income for the period |
||||
Originally reported | 4,094,312 | 1,631,283 | 58,749 | 100,395 | ||||
Adjustment due to change in practice | 188,724 | 11,796 | 200 | 1,416 | ||||
Balance reported in the current quarterly information | 4,283,036 | 1,643,079 | 58,949 | 101,811 | ||||
Quarter and period ended September 30, 2007 | ||||||||
Consolidated | Total assets | Shareholders' equity | Net income for the quarter |
Net income for the period |
||||
Originally reported | 2,417,273 | 1,493,361 | 30,939 | 50,523 | ||||
Adjustment due to change in practice | 144,190 | 4,501 | 1,450 | 4,505 | ||||
Balance reported in the current quarterly information | 2,561,463 | 1,497,862 | 32,389 | 55,028 | ||||
Before this change in accounting practice, the value of land acquired through barter transactions and the respective obligation assumed by the Company was not recognized in the accounting information of Gafisa. The effective cost of construction of bartered units was diluted in the other units.
(v) Changes to the Brazilian Corporate Legislation - Law 11638
On December 28, 2007, Law 11638 ("Law") was enacted, amending, revoking and introducing new provisions to the Brazilian Corporate Law, particularly in relation to Chapter XV, regarding accounting matters, to be applicable as from the fiscal year ending December 31, 2008.
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This Law's main purpose is to update the Brazilian corporate legislation to enable the process of convergence of the accounting practices adopted in Brazil and those of the International Financial Reporting Standards (IFRS), and allow the Brazilian Securities Commission (CVM) to issue new standards and procedures in line with the international accounting standards.
CVM Instruction 469, of May 2, 2008 ("Instruction"), allows the adoption of one of the following options for preparing the quarterly information (ITR): (i) Immediate and full application of the Law; or (ii) Adoption of the practices prior to the new Law, but meeting the requirements set out by Articles 3 to 15 of such Instruction (i.e., the partial application of the Law).
The Company chose not to adopt in advance all the requirements of the Law (item (i)). The possible impacts on the quarterly information (ITR) on September 30, 2008 arising from item (ii), as required by the CVM Instruction 469/08 and applicable to the Company, are described below:
Adjustment to present value (AVP)
The asset and liability items arising from long-term operations, or short-term ones which produce significant effects, shall be adjusted to present value based on discount rates that reflect the best current market evaluations regarding the cash value over time and the specific risks of the assets and liabilities. At present, the Company's management believes that it is not possible to determine the effects produced by these changes on results of operations and shareholders' equity at September 30, 2008 and the current reported periods.
Other changes
Regarding the changes provided by the Law and not taken into consideration in such Instruction, still awaiting regulation by CVM, such as leasing, valuation of investments in financial instruments, including derivatives, consolidation, merger and spin-off, and assets and receivables at market value, the management currently believes that they will not produce significant effects on the quarterly information; however, the Company will evaluate their respective impacts to the extent they are regulated.Regarding the share-based compensation program and taking into consideration that the Company prepares financial statements in accordance with generally accepted accounted principles in the United States (US GAAP), the preliminary understanding of the Company's management is that the main potential impact of the adoption of the Law's provisions in this area will allow the adoption of the criteria that already exists for purposes of US GAAP, as described below:
Accounting practice
According to the accounting practices adopted in Brazil, until the issuance of CVM Instruction 469 and the respective Law 11638, the rights to acquire shares granted to employees and executive officers through the stock option plan did not result in the recording of any expense. The purchase of shares by an employee was recorded as an increase in the shares representing capital at the purchase price value.
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In its US GAAP statements, at the beginning of 2006 the Company adopted SFAS 123R - Share-based Payment. As the granted shares are indexed by the IGP-M plus interest of 6% per year, the stock options granted to employees were recorded as a liability, in accordance with the provisions of SFAS 123R. The grants classified as a liability are restated at fair value in each reporting period until they are settled. The fair value of stock options granted to employees and similar instruments is estimated using the Black-Scholes model for pricing options.
If the Company concludes on December 31, 2008 that the application of the criteria adopted for US GAAP purposes, as described above, are adequate in the context of the Law 11,638 in this area, pending regulation by the Accounting Pronouncements Committee (CPC), we believe that the values to be recorded by the Company, according to the accounting practices adopted in Brazil, would be similar to those already reported for US GAAP purposes.
The Company's management informs that its financial statements are available at its website www.gafisa.com.br (reconciliation of net income and shareholders' equity from BR GAAP to US GAAP), in accordance with US GAAP at December 31, 2007. So until the changes introduced by the Law are regulated, these financial statements are an important reference with respect to its financial position, as well as results of operations, in accordance with a body of internationally-accepted accounting principles.
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4 Cash and Cash Equivalents
Parent company | Consolidated | |||||||
Type of operation | 9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | ||||
Cash and banks | 20,124 | 6,524 | 36,478 | 22,896 | ||||
Financial investments | ||||||||
Fixed-income funds | 406,222 | 501,479 | 480,045 | 527,447 | ||||
Purchase and sale commitments | 54,142 | 36,585 | 128,704 | 147,517 | ||||
Bank Deposit Certificates - CDBs | 62,803 | 33,736 | 126,028 | 72,945 | ||||
Other, including derivative instruments | 5,032 | 4,137 | 5,473 | 4,204 | ||||
528,199 | 575,937 | 740,250 | 752,113 | |||||
Instruments, net (Note 16 (a)(ii)) | 13,597 | - | 13,597 | - | ||||
Total cash and cash equivalents | 561,920 | 582,461 | 790,325 | 775,009 | ||||
On September 30, 2008, the Bank Deposit Certificates include earned interest from 95.0% to 107% (June 30, 2008 - from 95.0% to 104%) of the Interbank Deposit Certificate (CDI) rate.
5 Trade Accounts Receivable from Developments and Services Rendered
Parent company | Consolidated | |||||||
9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | |||||
Adjusted according to | Adjusted according to | |||||||
Note 3(u) | Note 3(u) | |||||||
Total balance of ventures | ||||||||
Current | 517,695 | 516,423 | 861,283 | 827,556 | ||||
Noncurrent | 435,849 | 455,037 | 745,464 | 732,753 | ||||
953,544 | 971,460 | 1,606,747 | 1,560,309 | |||||
The balance of accounts receivable from the units sold and not yet finished is not fully recognized in the quarterly information as their recording is limited to the portion of revenues accounted for (pursuant to the criteria described in Note 3(a)(i)), net of the amounts already received.
The consolidated balances of advances from customers, higher than the revenues recorded in the period, total R$ 90,363 on September 30, 2008 (June 30, 2008 - R$ 72,125) and are classified in "Advances from customers (development and services)".
The consolidated noncurrent balance on September 30, 2008 matures in 2009 (R$ 223,004), 2010 (R$ 274,281), 2011 (R$ 133,572), 2012 and thereafter (R$ 114,607).
The recognition of an allowance for doubtful accounts is not necessary in view of the history of no effective losses on these credits.
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6 Properties for sale
Parent company | Consolidated | |||||||
9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | |||||
Adjusted according to | Adjusted according to | |||||||
Note 3(u) | Note 3(u) | |||||||
Land | 401,977 | 432,969 | 708,715 | 659,362 | ||||
Property under construction | 565,864 | 433,446 | 826,443 | 660,070 | ||||
Finished units | 20,983 | 18,628 | 76,514 | 77,646 | ||||
988,824 | 885,043 | 1,611,672 | 1,397,078 | |||||
Current portion | 900,102 | 861,642 | 1,443,812 | 1,310,114 | ||||
Noncurrent portion | 88,722 | 23,401 | 167,860 | 86,964 |
The Company has undertaken commitments to build bartered units for the acquisition of land. Based on the change in accounting practice described in Note 3 (u), adopted retroactively for all reported periods, lands acquired through barter transactions are stated at fair value, as provided for in the CPC guidelines (O) - 1, "Real Estate Development Entities".
7 Other accounts receivable
Parent company | Consolidated | |||||||
9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | |||||
Current accounts related to real estate ventures (*) | 491,445 | 401,731 | 84,207 | 60,867 | ||||
Advances to suppliers | 31,359 | 22,020 | 42,198 | 27,988 | ||||
Assignment of credits receivable | 7,770 | 8,241 | 7,943 | 8,241 | ||||
Deferred PIS and COFINS | 5,773 | 5,773 | 9,029 | 9,026 | ||||
Recoverable taxes | 8,492 | 8,934 | 13,080 | 12,136 | ||||
Unreleased financing of customers | 6,642 | 6,642 | 6,950 | 6,950 | ||||
Advances for future capital increase | 177,608 | 92,466 | - | 2,633 | ||||
Values with brokers | - | 18 | 465 | 465 | ||||
Other | 2,542 | 4,379 | 3,370 | 24,939 | ||||
731,631 | 550,204 | 167,242 | 153,245 | |||||
(*) The Company and its subsidiaries participate in the development of real estate ventures with other partners, directly or through related parties, based on the constitution of condominiums and/or consortiums. The management structure of these enterprises and the cash management are centralized in the leading company of the enterprise, which manages the construction schedule and budgets. Thus, the leader of the enterprise assures that the investments of the funds necessary are made and allocated as planned. The sources and use of resources of the venture are reflected in these balances, observing the respective participation percentage, which are not subject to adjustment or financial charges and do not have a predetermined maturity date. The average term of development and completion of the enterprises in which the resources are invested is three years. Other payables to partners of real estate ventures are presented separately.
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8 Investments
(a) The main information on the equity investments held are summarized below:
Interest | Shareholders' equity | Net income (loss) for the period |
||||||||||||
Investees | Sep/08 | Jun/08 | Sep/08 | Jun/08 | Sep/08 | Jun/08 | ||||||||
00008 | Península SPE1 S/A | 50.00% | 50.00% | (532) | (1,266) | 858 | 124 | |||||||
00010 | Península SPE2 S/A | 50.00% | 50.00% | (76) | (2,262) | 879 | (1,307) | |||||||
00018 | Res. das Palmeiras SPE Ltda-18 | 100.00% | 90.00% | 2,208 | 1,894 | 169 | (145) | |||||||
00040 | Gafisa SPE 40 Ltda. | 50.00% | 50.00% | 6,109 | 5,751 | 1,535 | 1,177 | |||||||
00042 | Gafisa SPE 42 Ltda. | 50.00% | 50.00% | 7,378 | 2,853 | 6,990 | 2,465 | |||||||
00044 | Gafisa SPE 44 Ltda. | 40.00% | 40.00% | (343) | (309) | (157) | (123) | |||||||
00045 | Gafisa SPE 45 Ltda. | 100.00% | 100.00% | (4,553) | (4,078) | |||||||||
00046 | Gafisa SPE 46 Ltda. | 60.00% | 60.00% | 5,750 | 4,516 | 3,605 | 2,371 | |||||||
00047 | Gafisa SPE 47 Ltda. | 80.00% | 80.00% | 8,299 | 8,474 | (181) | (6) | |||||||
00048 | Gafisa SPE 48 Ltda. | 100.00% | 99.80% | 25,320 | 24,662 | 3,745 | 3,087 | |||||||
00049 | Gafisa SPE 49 Ltda. | 100.00% | 100.00% | (11) | (4) | (11) | (4) | |||||||
00053 | Gafisa SPE 53 Ltda. | 60.00% | 60.00% | 2,687 | 1,309 | 2,449 | 1,070 | |||||||
00055 | Gafisa SPE 55 Ltda. | 100.00% | 99.80% | 21,634 | 20,898 | (2,830) | (1,098) | |||||||
00059 | Gafisa SPE 59 Ltda. | 100.00% | 100.00% | - | - | - | ||||||||
00067 | Gafisa SPE 67 Ltda. | 99.80% | 99.80% | 1 | - | - | ||||||||
00068 | Gafisa SPE 68 Ltda. | 99.80% | 99.80% | - | - | (1) | (1) | |||||||
00070 | Gafisa SPE 70 Ltda. (Bairro Novo) | 50.00% | 50.00% | 11,161 | 10,613 | (13,338) | (8,885) | |||||||
00072 | Gafisa SPE 72 Ltda. | 60.00% | 60.00% | (30) | 1 | (31) | - | |||||||
00073 | Gafisa SPE 73 Ltda. | 70.00% | 70.00% | (202) | - | (203) | (1) | |||||||
00074 | Gafisa SPE 74 Ltda. | 100.00% | 100.00% | (244) | - | (245) | (1) | |||||||
00076 | Gafisa SPE 76 Ltda. | 99.80% | 99.80% | - | - | (1) | (1) | |||||||
00077 | Gafisa SPE 77 Ltda. | 100.00% | 100.00% | - | - | (1) | (1) | |||||||
00078 | Gafisa SPE 78 Ltda. | 99.80% | 99.80% | - | - | (1) | (1) | |||||||
00079 | Gafisa SPE 79 Ltda. | 100.00% | 100.00% | - | - | (1) | (1) | |||||||
00087 | Dv Bv SPE S/A - 87 | 50.00% | 50.00% | 324 | (528) | 889 | 36 | |||||||
00089 | DV SPE S/A - 89 | 50.00% | 50.00% | 1,487 | 1,679 | (172) | 21 | |||||||
00122 | Gafisa SPE 22 Ltda. | 100.00% | 100.00% | 5,465 | 4,480 | 1,151 | 167 | |||||||
00129 | Gafisa SPE 29 Ltda. | 70.00% | 70.00% | 206 | 103 | 345 | 243 | |||||||
00132 | Gafisa SPE 32 Ltda. | 80.00% | 80.00% | (184) | (18) | (185) | (18) | |||||||
00134 | Gafisa SPE 34 Ltda. (Fit Resid Imob.) | 100.00% | 100.00% | 60,055 | 61,899 | (5,892) | 117 | |||||||
00169 | Gafisa SPE 69 Ltda. | 100.00% | 100.00% | (3) | - | (4) | - | |||||||
00170 | Gafisa SPE 70 Ltda. | 55.00% | 55.00% | 12,150 | 12,126 | (1) | (1) | |||||||
00171 | Gafisa SPE 71 Ltda. | 70.00% | 70.00% | (746) | - | (747) | - | |||||||
00250 | Gafisa SPE 50 Ltda. | 80.00% | 80.00% | 7,212 | 7,030 | 1,367 | 1,146 | |||||||
00251 | Gafisa SPE 51 Ltda. | 90.00% | 90.00% | 14,499 | 12,606 | 6,112 | 4,220 | |||||||
00261 | Gafisa SPE 61 Ltda. | 100.00% | 100.00% | (13) | (13) | (14) | (14) | |||||||
00265 | Cipesa - Holding | 100.00% | 100.00% | 46,906 | 47,606 | (1,047) | (348) | |||||||
00760 | Gafisa SPE 760 (Tiner Empr e Part) | 45.00% | 45.00% | 22,742 | 16,278 | 11,761 | 5,298 | |||||||
00763 | Gafisa SPE 763 (O Bosque Empr Imob) | 30.00% | 30.00% | 9,176 | 9,176 | - | - | |||||||
177700 | Alta Vistta | 50.00% | 50.00% | 1,890 | 780 | 2,535 | 1,425 | |||||||
178000 | Spazio Natura | 50.00% | 50.00% | 1,408 | 1,417 | (20) | (11) | |||||||
Ausa | Ausa | 60.00% | 60.00% | 84,779 | 59,715 | 41,691 | 16,631 | |||||||
Cyrela | Costa Maggiore | 50.00% | 50.00% | 3,032 | 4,048 | 3,430 | 4,447 | |||||||
D100 | Gafisa SPE 65 Ltda. | 70.00% | 70.00% | 297 | (120) | (346) | (764) | |||||||
E600 | Dubai Residencial | 50.00% | 50.00% | 5,772 | - | (229) | - | |||||||
E780 | Gafisa SPE 59 Ltda. | 100.00% | 100.00% | - | - | - | - | |||||||
F260 | Gafisa SPE 75 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F270 | Gafisa SPE 80 Ltda. | 100.00% | 100.00% | - | - | (1) | - | |||||||
F580 | GAFISA SPE-86 | 100.00% | 100.00% | 1 | - | - | - | |||||||
F590 | GAFISA SPE-81 | 100.00% | 100.00% | 1 | - | - | - | |||||||
F600 | GAFISA SPE-82 | 100.00% | 100.00% | 1 | - | - | - | |||||||
F610 | GAFISA SPE-83 | 100.00% | 100.00% | 1 | - | - | - | |||||||
F620 | GAFISA SPE-87 | 100.00% | 100.00% | 1 | - | - | - | |||||||
F630 | GAFISA SPE-88 | 100.00% | 100.00% | 1 | - | - | - | |||||||
F640 | GAFISA SPE-89 | 100.00% | 100.00% | 1 | - | - | - | |||||||
F650 | GAFISA SPE-90 | 100.00% | 100.00% | 1 | - | - | - | |||||||
F660 | GAFISA SPE-84 | 100.00% | 100.00% | 1 | - | - | - | |||||||
Dep.José Lages | 50.00% | 50.00% | (238) | (393) | 161 | 6 | ||||||||
Sitio Jatiuca | 50.00% | 50.00% | (312) | (1,387) | 2,517 | 1,442 | ||||||||
Parque Aguas | 50.00% | 50.00% | (1,346) | (1,331) | (1,214) | (1,199) | ||||||||
Parque Arvores | 50.00% | 50.00% | (1,290) | (1,110) | (1,081) | (901) | ||||||||
357,834 | 311,173 | 60,157 | 30,662 | |||||||||||
Page: 27
Interest | Investments | Equity in results | ||||||||||||
Investees | Sep/08 | Jun/08 | Sep/08 | Jun/08 | Sep/08 | Jun/08 | ||||||||
00008 | Península SPE1 S/A | 50.00% | 50.00% | (266) | (633) | 429 | 62 | |||||||
00010 | Península SPE2 S/A | 50.00% | 50.00% | (38) | (1,131) | 440 | (653) | |||||||
00018 | Res. das Palmeiras SPE Ltda.-18 | 100.00% | 90.00% | 2,208 | 1,705 | (169) | (131) | |||||||
00040 | Gafisa SPE 40 Ltda. | 50.00% | 50.00% | 3,055 | 2,876 | 768 | 589 | |||||||
00042 | Gafisa SPE 42 Ltda. | 50.00% | 50.00% | 3,689 | 1,427 | 3,495 | 1,233 | |||||||
00044 | Gafisa SPE 44 Ltda. | 40.00% | 40.00% | (137) | (124) | 63 | (49) | |||||||
00045 | Gafisa SPE 45 Ltda. | 100.00% | 100.00% | (4,553) | - | (4,078) | - | |||||||
00046 | Gafisa SPE 46 Ltda. | 60.00% | 60.00% | 3,450 | 2,710 | 2,163 | 1,423 | |||||||
00047 | Gafisa SPE 47 Ltda. | 80.00% | 80.00% | 6,639 | 6,779 | (145) | (5) | |||||||
00048 | Gafisa SPE 48 Ltda. | 100.00% | 99.80% | 25,320 | 24,613 | 3,746 | 3,081 | |||||||
00049 | Gafisa SPE 49 Ltda. | 100.00% | 100.00% | (11) | (4) | (11) | (4) | |||||||
00053 | Gafisa SPE 53 Ltda. | 60.00% | 60.00% | 1,612 | 785 | 1,078 | 642 | |||||||
00055 | Gafisa SPE 55 Ltda. | 100.00% | 99.80% | 21,634 | 20,856 | (2,830) | (1,096) | |||||||
00059 | Gafisa SPE 59 Ltda. | 100.00% | 100.00% | - | - | - | - | |||||||
00067 | Gafisa SPE 67 Ltda. | 99.80% | 99.80% | 1 | - | - | - | |||||||
00068 | Gafisa SPE 68 Ltda. | 99.80% | 99.80% | - | - | (1) | (1) | |||||||
00070 | Gafisa SPE 70 Ltda. (Bairro Novo) | 50.00% | 50.00% | 5,581 | 5,307 | (6,669) | (4,443) | |||||||
00072 | Gafisa SPE 72 Ltda. | 60.00% | 60.00% | (18) | 1 | (19) | - | |||||||
00073 | Gafisa SPE 73 Ltda. | 70.00% | 70.00% | (141) | - | (142) | (1) | |||||||
00074 | Gafisa SPE 74 Ltda. | 100.00% | 100.00% | (244) | - | (245) | (1) | |||||||
00076 | Gafisa SPE 76 Ltda. | 99.80% | 99.80% | - | - | (1) | (1) | |||||||
00077 | Gafisa SPE 77 Ltda. | 100.00% | 100.00% | - | - | (1) | (1) | |||||||
00078 | Gafisa SPE 78 Ltda. | 99.80% | 99.80% | - | - | (1) | (1) | |||||||
00079 | Gafisa SPE 79 Ltda. | 100.00% | 100.00% | - | - | (1) | (1) | |||||||
00087 | Dv Bv SPE S/A - 87 | 50.00% | 50.00% | 162 | (264) | 445 | 18 | |||||||
00089 | DV SPE S/A - 89 | 50.00% | 50.00% | 744 | 840 | (86) | 11 | |||||||
00122 | Gafisa SPE 22 Ltda. | 100.00% | 100.00% | 5,465 | 4,480 | 1,151 | 167 | |||||||
00129 | Gafisa SPE 29 Ltda. | 70.00% | 70.00% | 144 | 72 | 242 | 170 | |||||||
00132 | Gafisa SPE 32 Ltda. | 80.00% | 80.00% | (147) | (14) | (148) | (14) | |||||||
00134 | Gafisa SPE 34 Ltda. (Fit Resid Imob.) | 100.00% | 100.00% | 60,055 | 61,899 | (5,892) | 117 | |||||||
00169 | Gafisa SPE 69 Ltda. | 100.00% | 100.00% | (3) | - | (4) | - | |||||||
00170 | Gafisa SPE 70 Ltda. | 55.00% | 55.00% | 6,683 | 6,669 | (1) | (1) | |||||||
00171 | Gafisa SPE 71 Ltda. | 70.00% | 70.00% | (522) | - | (523) | - | |||||||
00250 | Gafisa SPE 50 Ltda. | 80.00% | 80.00% | 5,770 | 5,624 | 1,094 | 917 | |||||||
00251 | Gafisa SPE 51 Ltda. | 90.00% | 90.00% | 13,049 | 11,345 | 5,501 | 3,799 | |||||||
00261 | Gafisa SPE 61 Ltda. | 100.00% | 100.00% | (13) | (13) | (14) | (14) | |||||||
00265 | Cipesa - Holding | 100.00% | 100.00% | 46,906 | 47,606 | (1,047) | (348) | |||||||
00760 | Gafisa SPE 760 (Tiner Empr e Part) | 45.00% | 45.00% | 10,231 | 7,325 | 5,292 | 2,384 | |||||||
00763 | Gafisa SPE 763 (O Bosque Empr Imob) | 30.00% | 30.00% | 2,753 | 2,753 | - | - | |||||||
177700 | Alta Vistta | 50.00% | 50.00% | 945 | 390 | 1,268 | 713 | |||||||
178000 | Spazio Natura | 50.00% | 50.00% | 704 | 709 | (10) | (6) | |||||||
Ausa | Ausa | 60.00% | 60.00% | 50,867 | 35,830 | 25,015 | 9,981 | |||||||
C490 | UNIGAFISA Holding | 100.00% | 100.00% | - | - | - | - | |||||||
Cyrela | Costa Maggiore | 50.00% | 50.00% | 1,516 | 2,024 | 1,716 | 2,224 | |||||||
D100 | Gafisa SPE 65 Ltda. | 70.00% | 70.00% | 208 | (84) | (242) | (535) | |||||||
E600 | Dubai Residencial | 50.00% | 50.00% | 2,886 | - | (115) | - | |||||||
E780 | Gafisa SPE 59 Ltda. | 100.00% | 100.00% | - | - | - | - | |||||||
F260 | Gafisa SPE 75 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F270 | Gafisa SPE 80 Ltda. | 100.00% | 100.00% | - | - | (1) | - | |||||||
F580 | GAFISA SPE-86 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F590 | GAFISA SPE-81 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F600 | GAFISA SPE-82 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F610 | GAFISA SPE-83 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F620 | GAFISA SPE-87 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F630 | GAFISA SPE-88 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F640 | GAFISA SPE-89 Ltda. | 100.00% | 100.00% | 1 | - | - | ||||||||
F650 | GAFISA SPE-90 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
F660 | GAFISA SPE-84 Ltda. | 100.00% | 100.00% | 1 | - | - | - | |||||||
Dep.José Lages | 50.00% | 50.00% | (119) | (197) | 81 | 3 | ||||||||
Sitio Jatiuca | 50.00% | 50.00% | (156) | (694) | 1,259 | 721 | ||||||||
Parque Aguas | 50.00% | 50.00% | (673) | (666) | (607) | (600) | ||||||||
Parque Arvores | 50.00% | 50.00% | (645) | (555) | (542) | (451) | ||||||||
274,601 | 250,245 | 31,701 | 19,898 | |||||||||||
Provision for loss on investments | 7,686 | 4,283 | ||||||||||||
Total investments | 282,287 | 254,528 | 31,701 | 19,898 | ||||||||||
Page: 28
(b) Goodwill on the acquisition of subsidiaries
2008 | ||||||||
Amortization criteria | Cost | Accumulated | Balance | |||||
AUSA | Exponential and progressive | 163,441 | (6,972) | 156,469 | ||||
Cipesa | Exponential and progressive | 40,686 | - | 40,686 | ||||
Other | 3,321 | (980) | 2,341 | |||||
Total goodwill | 207,448 | (7,952) | 199,496 |
(c) Other investments
In January,2008 a special partnership (SCP) was formed in which the Company holds quotas in the total amount of R$ 318,116 on September 30, 2008 (June 30, 2008 - R$ 308,993), as described in Note 11.
9 Loans and financing
Parent company | Consolidated | |||||||||
Type of operation | Annual interest rates | 9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | |||||
Working capital | 104% to 112% CDI | |||||||||
0.66% to 3.29% +CDI | 437,887 | 234,254 | 582,395 | 354,628 | ||||||
National Housing System - SFH | TR + 6.2 % up to 11% | 146,195 | 119,649 | 276,031 | 229,049 | |||||
Assumption of debt from mergers of parent companies | TR + 10% up to 12.0% | 9,961 | 11,187 | 9,961 | 11,187 | |||||
Other | TR + 6.2% | 481 | 251 | 2,570 | 4,884 | |||||
594,524 | 365,341 | 870,957 | 599,748 | |||||||
Unrealized losses with designated derivative Instruments, net (Note 15 (a)(ii)) |
- | (19,822) | - | (19,822) | ||||||
Total | 594,524 | 345,519 | 870,957 | 579,926 | ||||||
Current portion | 205,667 | 65,564 | 280,728 | 122,555 | ||||||
Noncurrent portion | 388,857 | 279,955 | 590,229 | 457,371 |
Rates | |
. | CDI - Interbank Deposit Certificate |
. | TR - Referential Rate |
(*) | SFH - The Company has credit lines from the SFH, the resources from which are released throughout the construction of the related developments. |
. | Assumption of debt from downstream mergers corresponds to debts assumed from former shareholders with maturities up to 2013. |
. | Financing of Developments and Working Capital correspond to credit lines from financial institutions to raise the funds necessary for the ventures of the Company. |
As guarantee to secure the SFH loans, the investors provided sureties, mortgages were given on the units, and credit rights were pledged. |
Page: 29
The amount of mortgages given in guarantee totals R$ 294,233 (June 30, 2008 - R$ 200,380). Additionally, the balance of accounts pledged in guarantee totals R$ 52,815 on September 30, 2008 (June 30, 2008 - R$ 46,337).
In November 2007, the Company obtained loans (working capital) in the amount of R$ 200,000 from first class financial institutions. Together with this operation, in order to minimize the risks of foreign exchange exposure of the loans, the Company signed swap contracts in the full amount of these debts, as described in the financial instruments note (Note 16 (a) (ii)).
In August 2008, the Company obtained loans (working capital) in the amount of R$ 200,000 from first class financial institutions.
The consolidated noncurrent installments on September 30, 2008 mature in 2009 (R$ 151,925), 2010 (R$ 217,368), 2011 (R$ 153,264), 2012 and thereafter (R$ 67,672) in the consolidated.
10 Debentures
In September 2006 the Company obtained approval for its Second Debenture Distribution Program, which enabled the offering of up to R$ 500,000 in simple debentures, non-convertible into shares, of the subordinated type and/or secured and/or with general guarantee.
In June 2008 the Company obtained approval for its Third Debenture Distribution Program, which enabled the offering of R$ 1,000,000 in simple debentures with general guarantee maturing in two years.
Under the Second and Third Programs, the Company issued a series of 24,000 and 25,000 debentures, respectively, corresponding to a total of R$ 240,000 and R$ 250,000, with the following features:
Program/issuances | Amount | Annual remuneration | Maturity | September 30, 2008 | June 30, 2008 | |||||
Second program/1st issuance | 240,000 | CDI + 1.30% | September 2011 | 242,775 | 249,570 | |||||
Third program/1st issuance | 250,000 | 107.20% CDI | June 2018 | 263,415 | 254,659 | |||||
Current portion | 16,190 | 14,229 | ||||||||
Noncurrent portion, principal | 490,000 | 490,000 | ||||||||
In addition to the early maturity clauses, which are common in this type of operation, the Second Debenture Distribution Program establishes the compliance with certain covenants, including, among others, the maintenance of minimum levels of net indebtedness, balance of receivables and early
Page: 30
maturity clause in the event the Company obtains a risk classification lower than a predetermined level. On September 30, 2008, the Company was in compliance with the aforesaid clauses.
11 Other Accounts Payable
Parent company | Consolidated | |||||||
9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | |||||
Investors | 300,000 | 300,000 | 300,000 | 300,000 | ||||
Current accounts related to real estate ventures | 319,211 | 240,285 | - | - | ||||
Assignment of credits payable | 29,411 | 29,358 | 47,189 | 47,136 | ||||
Acquisition of investments | 30,585 | 32,260 | 36,164 | 37,839 | ||||
Other accounts payable | 12,194 | 18,659 | 15,510 | 23,323 | ||||
Loans with partners in real estate ventures | - | 1,342 | - | 4,839 | ||||
Dividends SCP | - | - | 14,372 | 13,621 | ||||
Allowance for losses on investments | 7,686 | 4,283 | - | - | ||||
699,087 | 626,187 | 413,235 | 426,758 | |||||
Current portion | 386,926 | 305,714 | 72,275 | 100,595 | ||||
Noncurrent portion | 312,161 | 320,473 | 340,960 | 326,163 |
In January 2008 the Company formed a special partnership (SCP) with the main objective of holding interests in other companies, which, in turn, should have as the main objective the development and undertaking of real estate ventures. On September 30, 2008, the SCP's subscribed and paid-in capital amounted to R$ 313,084 (comprised of 13,084,000 Class A quotas held by the Company and 300,000,000 Class B quotas held by other quotaholders). The capital will be preferably used in the acquisition of equity investments and the increase in the capital of its investees. As a result of this transaction, due to prudence and considering that the decision whether to invest or not shall be jointly taken by all quotaholders and, therefore, made regardless of the Company's management individual decision, on September 30, 2008 it recorded an "obligations to Investors" account amounting to R$ 300,000, with final maturity on January 31, 2014. The SCP quotaholders are remunerated by minimum dividends substantially equivalent to the variation in the Interbank Deposit Certificate (CDI). The SCP's articles of association provides for the compliance with certain covenants by the Company, in its capacity of ostensible partner, which include the maintenance of minimum ratios of net debt and the balance of receivables. On September 30, 2008, the Company was in compliance with the aforesaid clauses.
The loans with partners in real estate ventures are related to amounts due under contracts involving the payment of current accounts, bearing the IGP-M variation, plus 12% per year.
Page: 31
12 Provision for Contingencies
The Company and its subsidiaries and associated companies are parties in lawsuits and administrative proceedings at several courts and government agencies that arise from the ordinary course of business, involving tax, labor, civil and other matters. Management, based on information provided by its legal counsel, analysis of the pending claims and, with respect to the labor claims, based on past experience regarding the amounts claimed, recognized a provision in an amount considered sufficient to cover the losses estimated for the lawsuits in progress.
The changes in the provision for contingencies are summarized below:
2008 | ||||
Parent company | Consolidated | |||
Balance at June 30, 2008 | 1,335 | 18,155 | ||
Additions | 1,697 | 2,064 | ||
Reductions | (176) | (176) | ||
Balance at September 30, | ||||
2008 | 2,856 | 20,043 | ||
Current portion | 2,856 | 2,856 | ||
Noncurrent portion | - | 17,187 |
(a) Tax, labor and civil lawsuits
Parent company | Consolidated | |||||||
9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | |||||
Labor claims | 2,264 | 1,510 | 2,747 | 2,594 | ||||
Civil lawsuits | 3,431 | 2,267 | 3,775 | 2,010 | ||||
Tax lawsuits | - | - | 17,676 | 17,309 | ||||
Judicial deposits | (2,839) | (2,442) | (4,155) | (3,758) | ||||
2,856 | 1,335 | 20,043 | 18,155 | |||||
The Company and its subsidiaries are parties in judicial lawsuits and administrative proceedings related to Excise Tax (IPI) and Value-added Tax on Sales and Services (ICMS) on two imports of aircrafts in 2001 and 2005, respectively, under leasing agreements without purchase option. The chances of loss in the ICMS case are estimated by the attorneys that are handling it as: (i) probable in regard to the principal and interest, and (ii) remote in regard to the fine for noncompliance with ancillary obligation.
The amount of the contingency estimated by the legal counsel as a probable loss in the aforesaid case amounts to R$ 16,360 and is provided for in the quarterly information at September 30, 2008.
Page: 32
Furthermore, on September 30, 2008, the Company is aware of other lawsuits and risks, the unfavorable outcome of which, based on the opinion of its legal counsel is possible, amounting to approximately R$ 68,795 (June 30, 2008 - R$ 67,508), and for which the Company's management believes that the recognition of a provision for losses is not necessary.
In September 2008, the bank accounts of Gafisa were frozen in the amount of R$ 10,583. Such legal measure was taken in view of the inclusion of Gafisa as defendant of a foreclosure as it was considered the successor of Cimob Companhia Imobiliária S.A. ("Cimob") and based on the understanding that Cimob's net assets were reduced with the incorporation of Gafisa. The Company appealed against such decision on the grounds that the claim lacks merit, in order to obtain the release of its funds and not to be held responsible for Cimob's debt. On October 30, 2008, the frozen funds were fully released for the Company. No provision was recognized in the quarterly information at September 30, 2008 based on the position of the Company's legal counsel.
From the total funds raised in the offering of the Company's shares in the New Market, R$ 27,797 classified in the "Other - Judicial deposits" account in noncurrent assets, was retained in a "restricted deposit" account pursuant to a court order. The Company is appealing against such decision on the grounds that the claim lacks merit. No provision was recognized in the quarterly information at September 30, 2008 based on the position of the Company's legal counsel.
(b) Obligations related to the completion of real estate developments
The Company undertakes to deliver real estate units to be built, in exchange for land acquired. The Company also undertakes to finish the units sold and abide by the laws that govern the civil construction industry, including obtaining licenses from the proper authorities.
Page: 33
13 Obligations for purchase of land and advances from customers
(a) Obligations for purchase of land
Parent company | Consolidated | |||||||
9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | |||||
Total obligation | ||||||||
Current | 167,506 | 230,897 | 243,372 | 283,945 | ||||
Noncurrent | 127,042 | 132,915 | 200,794 | 179,088 | ||||
294,548 | 363,812 | 444,166 | 463,033 | |||||
Acquisitions of new land were made for launching new developments by the Company, taking on commitments represented by credits and barters for future real estate venture units.
The consolidated noncurrent installments on September 30, 2008 mature in 2009 (R$ 28,915), 2010 (R$ 56,035), 2011 (R$ 52,600), 2012 and thereafter (R$ 63,244) in the consolidated.
(b) Advances from customers
Parent company | Consolidated | |||||||
9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | |||||
Adjusted according to | Adjusted according to | |||||||
Note 3(u) | Note 3(u) | |||||||
Total advances from customers | ||||||||
Development and services | 27,739 | 18,662 | 90,363 | 72,125 | ||||
Physical barter | 158,133 | 158,133 | 169,658 | 169,658 | ||||
185,872 | 176,795 | 260,021 | 241,783 | |||||
Based on the change in accounting practice described in Note 3 (u), adopted retroactively for all reported periods, lands acquired through barter transactions are stated at fair value, as provided for in the CPC guidelines (O) - 1, "Real Estate Development Entities".
Page: 34
14 Shareholders' Equity
(a) Capital
On September 30, 2008, the Company's capital amounted to R$ 1,229,518 (June 30, 2008 - R$ 1,221,971), represented by 133,087,518 (June 30, 2008 - 132,587,893) nominative common shares without par value, 3,124,972 (June 30, 2008 - 3,124,972) of which were treasury shares.
In March 2008, a capital increase of R$ 125, related to the stock option plan and the exercise of 10,800 common shares, was approved.
On April 4, 2008, the distribution of dividends for 2007 was approved in the total amount of R$ 26,981, paid to shareholders on April 29, 2008.
In September 2008, a capital increase of R$ 7,547, related to the stock option plan and the exercise of 499,625 common shares, was approved.
The changes in the number of shares are as follows:
Thousand shares | ||||||||
Preferred shares | ||||||||
Common | ||||||||
shares | Class A | Class F | Total | |||||
December 31, 2005 | 8,404 | 14,973 | 1,250 | 24,627 | ||||
Conversion of preferred into common shares | 16,223 | (14,973) | (1,250) | |||||
Issuance of shares - Havertown | 411 | - | - | 411 | ||||
Stock split | 50,075 | - | - | 50,075 | ||||
Subtotal | 75,113 | - | - | 75,113 | ||||
Exercise of stock options | 1,533 | - | - | 1,533 | ||||
Public offering | 26,724 | - | - | 26,724 | ||||
December 31, 2006 | 103,370 | - | - | 103,370 | ||||
Issuance of shares (Acquisition of AUSA) | 6,359 | - | - | 6,359 | ||||
Exercise of stock options | 962 | - | - | 962 | ||||
Public offering | 18,761 | - | - | 18,761 | ||||
December 31, 2007 | 129,452 | - | - | 129.452 | ||||
Exercise of stock options | 11 | - | - | 11 | ||||
June 30, 2008 | 129,463 | - | - | 129,463 | ||||
Exercise of stock options | 500 | - | - | 500 | ||||
September 30, 2008 | 129,963 | - | - | 129,963 | ||||
Page: 35
(b) Stock option plan
A total of six stock option plans are offered by the Company. The first plan was launched in 2000 and is managed by a committee that periodically creates new stock option plans, determining their general terms, which, among other things, (i) defines the length of service that is required for employees to be eligible to the benefits of the plans, (ii) selects the employees that will be entitled to participate, and (iii) establishes the purchase prices of the preferred shares to be exercised under the plans.
To be eligible for the plans, participant employees are required to contribute with an amount equivalent to 10% of the value of total benefited options on the date the option is granted and, additionally, for each of the following five years, with an amount equivalent to 18% of the price of the grant per year. The price of the grant is adjusted according to the variation in the IGP-M, plus annual interest from 3% to 6%. The stock option may be exercised in one to three years subsequent to the initial date of the work period established in each of the plans. The shares are usually available to employees over a period of ten years after their contribution.
The Company may decide to issue new shares or transfer the treasury shares to the employees in accordance with the clauses established in the plans. The Company has the preemptive right to refuse the purchase of the shares issued under the plans in the event of dismissals and retirement.
In such case, the amounts advanced are returned to the employees, in certain circumstances, in amounts that correspond to the greater of the market value of the shares (as established in the rules of the plans) or the amount paid plus monetary correction based on the variation in the IGP-M and annual interest from 3% to 6%.
In 2006, the Company issued a new stock option plan. The options were issued with a term of seven years and a vesting period of three years. The exercise price is adjusted by the IGP-M plus 3% to 6% per year. The stock option may be exercised three years subsequent to the vesting period and the stocks are usually available to employees over a period of ten years after their contribution.
In 2008, the Company issued a further stock option plan. In order to become eligible for the grant, employees are required to use from 25% to 80% of their annual net bonus in the exercise of the options within thirty days from the program date.
Page: 36
15 Deferred Income Tax and Social Contribution
Parent company | Consolidated | ||||||
9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | ||||
Adjusted according to | Adjusted according to | ||||||
Note 3(u) | Note 3(u) | ||||||
Assets | |||||||
Temporary differences | 30,001 | 34,448 | 35,697 | 40,029 | |||
Tax losses and social contribution tax loss carryforwards | 12,378 | 13,857 | 12,378 | 13,857 | |||
Tax benefit arising from mergers of subsidiaries | 7,005 | 7,784 | 7,005 | 7,784 | |||
49,384 | 56,089 | 55,080 | 61,670 | ||||
Liabilities | |||||||
Differences between income taxed on the cash and accrual bases | 68,373 | 63,717 | 90,618 | 87,140 | |||
The Company calculates its taxes based on the recognition of results proportionally to the receipt of the contracted sales, in accordance with the rules determined by the Federal Revenue Service (SRF) Instruction 84/79, which differs from the calculation of the accounting revenues based on the costs incurred versus estimated cost. The taxation will occur over an average period of two years, considering the term for the receipt of the sales and the completion of the corresponding construction.
On September 30, 2008, the Company had tax losses and social contribution tax loss carryforwards totaling R$ 80,989 (June 30, 2008 - R$ 83,956), with corresponding tax benefits of R$ 27,536 (June 30, 2008 - R$ 28,545). The net tax effect of the tax losses and social contribution tax loss carryforwards recorded as an asset in the Parent Company totals R$ 12,378 on September 30, 2008 (June 30, 2008 - R$ 13,857).
The Company did not record the deferred income tax asset on the tax losses and social contribution tax loss carryforwards of its subsidiaries which adopt the taxable income system and do not have a history of taxable income for the past three years.
Based on the projections of generation of future taxable income of the Parent Company, recovery of the deferred income tax and social contribution asset is estimated to take place over the following two years (2008 - R$ 6,530 and 2009 - R$ 29,225).
The projections of future taxable income consider estimates that are related, among other things, with the Company's performance and the behavior of the market in which it operates, as well as certain economic factors. The actual amounts could differ from these estimates.
Page: 37
We present below the reconciliation of the effective and nominal rate:
Consolidated | ||||
9/30/2008 | 6/30/2008 | |||
Adjusted according to | ||||
Note 3(u) | ||||
Income before income tax and social contribution and statutory | ||||
profit sharing | 72,620 | 96,079 | ||
Income tax calculated at the standard rate - 34% | (24,691) | (32,667) | ||
Net effect of subsidiaries taxed based on presumed profit | 7,919 | 12,661 | ||
Tax losses offset | 1,123 | 500 | ||
Other permanent differences | (237) | (158) | ||
Income tax and social contribution expense | (15,885) | (19,664) | ||
The reconciliation of the effective and nominal rate in the Parent Company mainly arises from the equity in results of investees.
16 Financial Instruments
The Company participates in operations involving financial instruments, all of which are recorded in the balance sheet, for the purposes of meeting its operating needs and reducing its exposure to credit, currency and interest rate risks. These risks are managed by control policies, specific strategies and determination of limits, as follows:
(a) Considerations on risks
(i) Credit risk
The Company restricts its exposure to credit risks associated with banks and financial investments, investing in first class financial institutions and with remuneration in short-term securities.
In regard to accounts receivable, the Company restricts its exposure to credit risks through sales to a broad base of customers and ongoing credit analysis. Additionally, there is no history of losses due to the existence of lines for the recovery of its products in the cases of default during the construction period.
On September 30, 2008, the Company's management did not deem necessary the recognition of a provision to cover losses on the recovery of receivables related to finished real estate. In the same period, there was no material concentration of credit risk associated with customers.
Page: 38
(ii) Currency risk
The Company participates in operations involving derivative financial instruments for the purposes of protecting itself against fluctuations in foreign exchange rates.
In the period ended September 30, 2008, the amount of R$ 13,597 related to the net positive result from the swap operations of currency and interest rates was recognized in "financial income (expenses)", allowing for the correlation between the effect of these operations with the fluctuation in foreign currencies in the Company's balance sheet.
The nominal value of the swap contracts is R$ 200,000 on September 30, 2008. The unrealized gains (losses) of these operations are recorded in the quarterly information as follows (per contract):
Net unrealized gains (losses) from derivative instruments (accrual) | Market value (according to statement) |
Effect in Result |
||||||||||||
Rate swap contracts | ||||||||||||||
(US dollaro and yen | Nominal | Original | ||||||||||||
for CDI) | value | index | Swap | 9/30/2008 | 6/30/2008 | 9/30/2008 | 6/30/2008 | 2008 | ||||||
Banco ABN Amro Real S.A.100,000 | Yen + 1.4%105% CDI | 4,501 | (9,498) | 3,719 | (10,117) | 5,043 | ||||||||
Banco Votorantim S.A. | 100,000 | US Dollar + 7% 104% CDI | 9,096 | (10,324) | 8,348 | (9,488) | 7,485 | |||||||
200,000 | 13,597 | (19,822) | 12,067 | (19,605) | 12,528 | |||||||||
The Company does not make sales denominated in foreign currency.
(iii) Interest rate risk
The interest rates on loans and financing are mentioned in Note 9. The interest rates contracted on financial investments are mentioned in Note 4. Accounts receivable from finished real estate, as mentioned in Note 5, are subject to interest of 12% a year, applied on a pro rata temporis basis.
Additionally, as mentioned in Notes 7 and 11, a significant portion of the balances maintained with related parties and the balances maintained with partners in the ventures are not subject to financial charges.
Page: 39
(b) Valuation of financial instruments
The main financial instruments receivable and payable are described below, as well as the criteria for their valuation:
(i) Cash and cash equivalents
The market value of these assets does not significantly differ from the amounts presented in the quarterly information (Note 4). The rates agreed reflect usual market conditions.
The financial investments are recorded based on effectively contracted remuneration rates as the Company intends to maintain these investments until they are redeemed.
(ii) Loans and financing and debentures
Financing is recorded based on the contractual interest rates of each operation.
For the calculation of their market value, interest rate estimates were used for contracting operations with similar terms and amounts. The terms and conditions of loans and financing and debentures obtained are presented in Notes 9 and 10. The fair value of these liabilities does not significantly differ from the amounts presented in the quarterly information.
17 Insurance
Gafisa S.A. and its subsidiaries maintain insurance policies against engineering risk, barter guarantee, guarantee for the completion of the work and civil liability related to unintentional personal damages caused to third parties and material damages to tangible assets, as well as against fire hazards, lightning strikes, electrical damages, natural disasters and gas explosion. The contracted coverage is considered sufficient by management to cover possible risks involving its assets and/or responsibilities.
18 Segment Information
The Company presents below an analysis of its history of profit and loss and selected information on assets per segment and other information related to each reported segment. This information is included in the internal database used by the management for reporting economic performance, and is provided to the CEO to make decisions, including those on the amount invested in each segment, and segment performance. The reporting of segment information does not separate operating expenses, total assets and depreciation. Revenue from individual customers does not represent more than 10% of net operating revenue.
Page: 40
2008 | ||||||||||
Bairro | ||||||||||
Gafisa S.A. (*) | AUSA | Fit Residencial | Novo | Total | ||||||
Net operating revenue | 873,376 | 176,061 | 80,785 | 19,657 | 1,149,879 | |||||
Operating cost | (587,446) | (105,876) | (56,164) | (12,787) | (762,273) | |||||
Gross profit | 285,930 | 70,185 | 24,621 | 6,870 | 387,606 | |||||
Gross margin - % | 32.7% | 39.9% | 30.5% | 34.9% | 33.7% | |||||
Net income (loss) for the period | 124,197 | 25,014 | (5,892) | (3,538) | 139,781 | |||||
Receivables from clients (short and long term) | 1,380,281 | 156,796 | 68,881 | 789 | 1,606,747 | |||||
Properties for sale | 1,333,008 | 115,892 | 159,723 | 3,049 | 1,611,672 | |||||
Other assets | 1,269,631 | 50,168 | 59,433 | 9,146 | 1,388,378 | |||||
Total assets | 3,982,920 | 322,856 | 288,037 | 12,984 | 4,606,797 |
(*) Includes all subsidiaries, except Alphaville Urbanismo S.A., Fit Residencial and Bairro Novo.
Page: 41
19 Statement of Cash Flows
Parent company | Consolidated | |||||||
3Q | 3Q | 3Q | 3Q | |||||
OPERATING ACTIVITIES | 9/30/2008 | 9/30/2007 | 9/30/2008 | 9/30/2007 | ||||
Adjusted according to Note 3(u) | Adjusted according to Note 3(u) | |||||||
Net income | 37,970 | 32,389 | 37,970 | 32,389 | ||||
Expenses (income) not affecting cash and cash equivalents: | ||||||||
Depreciation and amortization | 2,784 | 1,628 | 3,577 | 1,986 | ||||
Permanent asset disposals | - | - | - | - | ||||
Equity in results of investees | (11,803) | (13,917) | - | - | ||||
Amortization of goodwill and negative goodwill | 1,776 | - | 1,769 | (345) | ||||
Unrealized interest and charges, net | 44,870 | 7,571 | 51,278 | (2) | ||||
Deferred taxes | 11,400 | 5,251 | 10,071 | 6,744 | ||||
Minority interest | - | - | 9,714 | 10,538 | ||||
Decrease (increase) in assets | ||||||||
Trade accounts receivables | 17,916 | (78,600) | (46,438) | (123,821) | ||||
Properties for sale | (103,783) | (62,025) | (214,594) | (111,888) | ||||
Other receivables | (206,207) | (73,958) | (39,639) | (4,347) | ||||
Deferred selling expenses | 2,878 | (1,892) | (10,416) | (3,877) | ||||
Prepaid expenses | (4,999) | 8,887 | (4,979) | 5,317 | ||||
Increase (decrease) in liabilities | ||||||||
Obligations for real estate developments | - | (2,355) | - | (1,543) | ||||
Obligations for purchase of land | (69,263) | 34,631 | (18,867) | 72,472 | ||||
Taxes and contributions | 4,729 | 7,368 | 11,147 | 7,688 | ||||
Tax, labor and other contingencies | 1,521 | (181) | 1,888 | (44) | ||||
Trade accounts payable | (14,136) | 8,149 | (14,785) | 3,018 | ||||
Advances from customers | 9,078 | (15,908) | 18,236 | (20,677) | ||||
Payroll, charges and provision for bonuses payable | (5,803) | 5,983 | (10,219) | 8,788 | ||||
Other accounts payable | 72,759 | 29,868 | (17,355) | (3,121) | ||||
Credit assignments payable | 53 | (520) | 53 | (520) | ||||
Income (expenses) from sales to appropriate | (15) | - | (416) | |||||
Cash used in operating activities | (208,260) | (107,646) | (231,589) | (121,661) | ||||
Investing activities | ||||||||
Purchase of property and equipment and intangible assets | (1,115) | (3,922) | (2,900) | (8,213) | ||||
Capital contribution in subsidiary companies | (25,078) | - | - | - | ||||
Acquisition of investments | - | (15,039) | - | 136 | ||||
Cash used in investing activities | (26,193) | (18,961) | (2,900) | (8,077) | ||||
Financing activities | ||||||||
Capital increase | 7,547 | 52 | 7,547 | 52 | ||||
Increase in loans and financing | 246,877 | 2,490 | 303,037 | 23,458 | ||||
Repayment of loans and financing | (40,781) | (18,104) | (61,322) | (18,104) | ||||
Assignment of credits receivable, net | 280 | 408 | 552 | 408 | ||||
Additional dividends paid for 2007 | (10) | - | (10) | - | ||||
Net cash provided by (used in) financing activities | 213,913 | (15,154) | 249,804 | 5,814 | ||||
Net increase (decrease) in cash and cash equivalents | (20,540) | (141,761) | 15,315 | (123,924) | ||||
CASH AND CASH EQUIVALENTS | ||||||||
At the beginning of the period | 582,461 | 464,652 | 775,009 | 496,016 | ||||
At the end of the period | 561,921 | 322,891 | 790,324 | 372,092 | ||||
Net increase (decrease) in cash and cash equivalents | (20,540) | (141,761) | 15,315 | (123,924) | ||||
* * *
Page: 42
05.01 - COMMENT ON THE COMPANY'S PERFORMANCE DURING THE QUARTER |
SEE 08.01 - COMMENT ON THE CONSOLIDATED PERFORMANCE IN THE QUARTER. |
Page: 43
06.01 - CONSOLIDATED BALANCE SHEET - ASSETS (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 - 9/30/2008 | 3 - 6/30/2008 |
1 | Total Assets | 4,606,797 | 4,283,036 |
1.01 | Current Assets | 3,326,633 | 3,108,600 |
1.01.01 | Available funds | 790,325 | 775,009 |
1.01.01.01 | Cash and banks | 36,478 , | 22,896 |
1.01.01.02 | Financial Investments | 740,250 | 752,113 |
1.01.01.03 | Unrealized gains on derivative financial instruments, net | 13,597 | 0 |
1.01.02 | Credits | 861,283 | 827,556 |
1.01.02.01 | Trade accounts receivable | 861,283 | 827,556 |
1.01.02.01.01 | Receivables from clients of developments | 816,823 | 792,682 |
1.01.02.01.02 | Receivables from clients of construction and services rendered | 44,391 | 34,874 |
1.01.02.01.03 | Other Receivables | 69 | 0 |
1.01.02.02 | Sundry Credits | 0 | 0 |
1.01.03 | Inventory | 1,443,812 | 1,310,114 |
1.01.03.01 | Real estate for sale | 1,443,812 | 1,310,114 |
1.01.04 | Other | 231,213 | 195,921 |
1.01.04.01 | Deferred selling expenses | 46,079 | 29,764 |
1.01.04.02 | Prepaid expenses | 17,892 | 12,912 |
1.01.04.03 | Other receivables | 167,242 | 153,245 |
1.02 | Non-current Assets | 1,280,164 | 1,174,436 |
1.02.01 | Long-term Receivables | 1,045,277 | 935,313 |
1.02.01.01 | Sundry Credits | 913,324 | 819,717 |
1.02.01.01.01 | Receivables from clients of developments | 745,464 | 732,753 |
1.02.01.01.02 | Real estate for sale | 167,860 | 86,964 |
1.02.01.02 | Credits with Related Parties | 0 | 0 |
1.02.01.02.01 | Associated companies | 0 | 0 |
1.02.01.02.02 | Subsidiaries | 0 | 0 |
1.02.01.02.03 | Other Related Parties | 0 | 0 |
1.02.01.03 | Other | 131,953 | 115,596 |
1.02.01.03.01 | Deferred income tax and social contribution | 55,080 | 61,670 |
1.02.01.03.02 | Other receivables | 27,580 | 20,229 |
1.02.01.03.03 | Court deposits | 38,380 | 27,797 |
1.02.01.03.04 | Dividends receivable | 0 | 0 |
1.02.01.03.05 | Deferred selling expenses | 10,913 | 5,900 |
1.02.02 | Permanent Assets | 234,887 | 239,123 |
1.02.02.01 | Investments | 202,674 | 206,232 |
1.02.02.01.01 | Interest in associated companies | 0 | 0 |
1.02.02.01.02 | Interest in associated companies - Goodwill | 0 | 0 |
1.02.02.01.03 | Interest in Subsidiaries | 3,040 | 3,025 |
1.02.02.01.04 | Interest in Subsidiaries - Goodwill | 199,634 | 203,207 |
1.02.02.01.05 Other Investments | 0 | 0 | |
1.02.02.02 | Property, plant and equipment | 18,775 | 18,603 |
Page: 44
06.01 - CONSOLIDATED BALANCE SHEET - ASSETS (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 - 9/30/2008 | 3 - 6/30/2008 |
1.02.02.03 | Intangible assets | 5,023 | 5,225 |
1.02.02.04 | Deferred charges | 8,415 | 9,063 |
Page: 45
06.02 - CONSOLIDATED BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 - 9/30/2008 | 3 - 6/30/2008 |
2 | Total Liabilities and shareholders' equity | 4,606,797 | 4283,036 |
2.01 | Current Liabilities | 1,109,502 | 1,012,389 |
2.01.01 | Loans and Financing | 280,728 | 122,555 |
2.01.02 | Debêntures | 16,190 | 14,229 |
2.01.03 | Suppliers | 107,668 | 122,452 |
2.01.04 | Taxes, charges and contributions | 102,115 | 90,989 |
2.01.04.01 | PIS Contribution | 21,231 | 17,571 |
2.01.04.02 | COFINS Contribution | 60,867 | 51,261 |
2.01.04.03 | Installment payment of PIS and COFINS | 3,392 | 3,440 |
2.01.04.04 | Other taxes and contributions payable | 16,625 | 18,717 |
2.01.05 | Dividends Payable | 0 | 10 |
2.01.06 | Provisions | 2,856 | 1,335 |
2.01.06.01 | Provision for Contingencies | 2,856 | 1,335 |
2.01.07 | Accounts payable to related parties | 0 | 0 |
2.01.08 | Other | 599,945 | 660,819 |
2.01.08.01 | Obligations for real estate development | 0 | 0 |
2.01.08.02 | Obligations for purchase of real estate | 243,372 | 283,945 |
2.01.08.03 | Payroll, profit sharing and related charges | 24,277 | 34,496 |
2.01.08.04 | Advances from customers - development and services | 260,021 | 241,783 |
2.01.08.05 | Other liabilities | 72,275 | 100,595 |
2.02 | Non-current Liabilities | 1,754,588 | 1,583,171 |
2.02.01 | Long-term Liabilities | 1,729,788 | 1,556,582 |
2.02.01.01 | Loans and Financing | 590,229 | 457,371 |
2.02.01.02 | Debentures | 490,000 | 490,000 |
2.02.01.03 | Provisions | 17,187 | 16,820 |
2.02.01.03.01 | Provision for Contingencies | 17,187 | 16,820 |
2.02.01.04 | Accounts payable to related parties | 0 | 0 |
2.02.01.05 | Advance for future capital increase | 0 | 0 |
2.02.01.06 | Other | 632,372 | 592,391 |
2.02.01.06.01 | Real estate development obligations | 0 | 0 |
2.02.01.06.02 | Obligations for purchase of real estate | 200,794 | 179,088 |
2.02.01.06.03 | Result from sales of real estate to appropriate | 0 | 0 |
2.02.01.06.04 | Deferred income tax and social contribution | 90,618 | 87140 |
2.02.01.06.05 | Other liabilities | 340,960 | 326,163 |
2.02.02 | Deferred income | 24,800 | 26,589 |
2.03 | Minority Interests | 54,111 | 44,397 |
2.04 | Shareholders' equity | 1,688,596 | 1,643,079 |
2.04.01 | Paid-in capital stock | 1,211,468 | 1,203,921 |
2.04.01.01 | Capital Stock | 1,229,518 | 1,221,971 |
2.04.01.02 | Treasury shares | (18,050) | (18,050) |
2.04.02 | Capital Reserves | 167,276 | 167,276 |
Page: 46
06.02 - CONSOLIDATED BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 - 9/30/2008 | 3 - 6/30/2008 |
2.04.03 | Revaluation reserves | 0 | 0 |
2.04.03.01 | Own assets | 0 | 0 |
2.04.03.02 | Subsidiaries/Associated Companies | 0 | 0 |
2.04.04 | Revenue reserves | 170,071 | 170,071 |
2.04.04.01 | Legal | 15,585 | 15,585 |
2.04.04.02 | Statutory | 80,892 | 80,892 |
2.04.04.03 | For Contingencies | 0 | 0 |
2.04.04.04 | Unrealized profits | 0 | 0 |
2.04.04.05 | Retained earnings | 63,214 | 63,214 |
2.04.04.06 | Special reserve for undistributed dividends | 0 | 0 |
2.04.04.07 | Other revenue reserves | 10,380 | 10,380 |
2.04.05 | Retained earnings/accumulated losses | 139,781 | 101,811 |
2.04.06 | Advances for future capital increase | 0 | 0 |
Page: 47
07.01 - CONSOLIDATED STATEMENT OF INCOME (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 -7/1/2008 to 9/30/2008 |
4 - 1/1/2008 to 9/30/2008 |
5 -7/1/2007 to 9/30/2007 |
6 - 1/1/2007 to 9/30/2007 |
3.01 | Gross Sales and/or Services | 388,769 | 1,194,651 | 325,628 | 851,464 |
3.01.01 | Real estate development and sales | 385,562 | 1,181,450 | 314,214 | 831,109 |
3.01.02 | Construction services rendered | 3,207 | 13,201 | 11,414 | 20,355 |
3.02 | Gross Sales Deductions | (15,137) | (44,772) | (12,409) | (37,384) |
3.02.01 | Taxes on sale and services | (13,593) | (39,777) | (13,009) | (33,575) |
3.02.02 | Brokerage fee on sales | (1,184) | (4,995) | 600 | (3,809) |
3.03 | Net Sales and/or Services | 373,632 | 1,149,879 | 313,219 | 814,080 |
3.04 | Cost of Sales and/or Services | (242,839) | (762,273) | (219,038) | (568,804) |
3.04.01 | Cost of Real estate development | (242,839) | (762,273) | (219,038) | (568,804) |
3.05 | Gross Profit | 130,793 | 387,606 | 94,181 | 245,276 |
3.06 | Operating Expenses/Income | (58,173) | (159,799) | (49,724) | (174,403) |
3.06.01 | Selling Expenses | (40,055) | (98,913) | (18,941) | (48,277) |
3.06.02 | General and Administrative | (24,800) | (88,618) | (27,613) | (72,773) |
3.06.02.01 | Profit sharing | 2,882 | 0 | (5,348) | (12,278) |
3.06.02.02 | Other Administrative Expenses | (27,682) | (88,618) | (22,265) | (60,495) |
3.06.03 | Financial | 14,743 | 41,372 | (3,416) | (15,047) |
3.06.03.01 | Financial income | 20,928 | 64,389 | 11,543 | 35,260 |
3.06.03.02 | Financial Expenses | (6,185) | (23,017) | (14,959) | (50,307) |
3.06.04 | Other operating income | 0 | 0 | 2,199 | 4,695 |
3.06.05 | Other operating expenses | (8,061) | (13,640) | (1,986) | (42,738) |
3.06.05.01 | Depreciation and Amortization | (5,346) | (8,719) | (1,986) | (12,564) |
3.06.05.02 | Extraordinary Expenses | 0 | 0 | 0 | (30,174) |
3.06.05.03 | Other Operating expenses | (2,715) | (4,921) | 33 | 0 |
3.06.06 | Earnings (losses) on equity of investees | 0 | 0 | 33 | (263) |
3.07 | Total operating profit | 72,620 | 227,807 | 44,457 | 70,873 |
3.08 | Total non-operating (income) expenses, net | 0 | 0 | 0 | 0 |
3.08.01 | Income | 0 | 0 | 0 | 0 |
Page: 48
07.01 - CONSOLIDATED STATEMENT OF INCOME (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 -7/1/2008 to 9/30/2008 |
4 - 1/1/2008 to 9/30/2008 |
5 -7/1/2007 to 9/30/2007 |
6 - 1/1/2007 to 9/30/2007 |
3.08.02 | Expenses | 0 | 0 | 0 | 0 |
3.09 | Profit before taxes/profit sharing | 72,620 | 227,807 | 44,457 | 70,873 |
3.10 | Provision for income tax and social contribution | (5,814) | (14,453) | (1,987) | (5,352) |
3.11 | Deferred Income Tax | (10,071) | (33,561) | (6,744) | (2,592) |
3.12 | Statutory Profit Sharing/Contributions | 1,120 | 0 | (560) | (1,680) |
3.12.01 | Profit Sharing | 1,120 | 0 | (560) | (1,680) |
3.12.02 | Contributions | 0 | 0 | 0 | 0 |
3.13 | Reversal of interest attributed to shareholders' Equity | 0 | 0 | 0 | 0 |
3.14 | Minority Interest | (19,885) | (40,012) | (2,777) | (6,221) |
3.15 | Net income for the Period | 37,970 | 139,781 | 32,389 | 55,028 |
NUMBER OF SHARES OUTSTANDING EXCLUDING TREASURY SHARES (in thousands) | 129,963 | 129,963 | 129,260 | 129,260 | |
EARNINGS PER SHARE (Reais) | 0.29216 | 1.07554 | 0.25057 | 0.42572 | |
LOSS PER SHARE (Reais) |
Page: 49
(A free translation of the original in Portuguese) | ||
FEDERAL GOVERNMENT SERVICE | ||
BRAZILIAN SECURITIES COMMISSION (CVM) | ||
QUARTERLY INFORMATION - ITR | ||
TYPE OF COMPANY: COMMERCIAL, INDUSTRIAL AND OTHER | Unaudited | |
Corporate Legislation | ||
September 30, 2008 | ||
01610-1 GAFISA S/A | 01.545.826/0001/07 | |
08.01 - COMMENT ON THE CONSOLIDATED PERFORMANCE IN THE QUARTER | ||
Gafisa Reports Strong Third Quarter Results
Profitability Driven by Enhanced Scale and Improved Operating Leverage |
Project Launches Increase 79% to R$762 million; Pre-Sales Grow 37% to R$504 million |
Low-Income Segment Leadership through Merger of Fit Residencial with Construtora Tenda |
São Paulo, November 5, 2008 - Gafisa S.A. (Bovespa: GFSA3; NYSE: GFA), Brazil's leading diversified national homebuilder, today reported financial results for the third quarter ended September 30, 2008. The financial statements were prepared and presented in accordance with Brazilian GAAP and in Brazilian Reais (R$). Only financial data derived from the Company's accounting system were subject to review by the Company's auditors. Operating and financial information not directly linked to the accounting system (i.e., launches, pre-sales, average sales price, land bank, PSV and others) or non-BR GAAP measures were not reviewed by the auditors. Additionally, financial statements and operating information consolidate the numbers for Gafisa and its subsidiaries, and refer to Gafisa's stake (or participation) in its developments.
Chief Executive Officer Wilson Amaral remarked, ?In spite of recent economic turbulence, Gafisa is well-positioned to capitalize on future development opportunities in the growing Brazilian residential market. The company's strong reputation, record of execution and prudent credit practices has enabled us to access and maintain reliable credit lines. We have a total of R$3.5 billion in construction finance lines of credit provided by all of the major banks in Brazil. At this time we have R$1.6 billion in signed contracts and R$1.2 billion in contracts in process, giving us additional availability of R$682 million. Our access to credit coupled with over R$790 million in cash and another R$250 million in receivables of completed units available for securitization, puts us in an excellent position to reach our targeted launch and pre-sales guidance based on current consumer demand. Gafisa's presence in all major national markets and all market segments gives us the agility to move forward strategically in the regions where demand is greatest. Our recently strengthened position in the faster-growing low income segment as a result of the merger of Fit Residencial with Construtora Tenda is worth noting. Fit performed well in the third quarter and we expect even more from the newly consolidated company, which will focus exclusively on low income segment housing throughout the country."
Operating & Financial Highlights | |
Consolidated launches totaled R$762 million in the quarter, an increase of 79% compared to the third quarter of 2007. Launches in the first nine months of 2008 increased 91% to R$2,293 million. Pre-sales from current launches and inventory reached R$504 million in the third quarter, a 37% increase over 3Q07. In the first nine months of 2008, pre-sales reached R$1,560 million, a 62% increase as compared with the same period of 2007. Net operating revenues, recognized by the Percentage of Completion (?PoC") method, rose 19% to R$374 million from R$313 million in 3Q07. 3Q08 EBITDA reached R$64 million (17.2% EBITDA margin), a 40% increase compared to 3Q07 adjusted EBITDA of R$46 million (14.4% EBITDA margin). |
|
IR Contact | |
Julia Freitas Forbes | |
Email: ri@gafisa.com.br | |
IR Website: | |
www.gafisa.com.br/ir | |
3Q08 Earnings Results Conference Call | |
Thursday, November 6, 2008 | |
> In English | |
9AM EST | |
12PM Brasília Time | |
US: 1 800 860-2442 | |
Other Countries: +1 412 858-4600 | |
Code: Gafisa | |
> In Portuguese | |
7AM EST | |
10AM Brasília Time | |
Phone: +55 11 2188-0188 | |
Code: Gafisa |
Page: 50
Net income was R$38 million for the quarter (10.2% net margin), a 5% increase when compared to net income of R$36 million in 3Q07 (11.6%) adjusted for capitalized interest. 3Q08 EPS were R$0.29, a 4% increase compared to EPS of R$0.28 in Q307. Note: 2007 income statement numbers adjusted for capitalized interest. 1Q08, 2Q08 and 2007 adjusted to include land swaps. |
Page: 51
CEO Commentary and Corporate Highlights for 3Q 2008 |
As we near the end of 2008, I am pleased to report that our efforts to establish strategic business units to serve the diverse and growing housing needs of the Brazilian population is resulting in strong operational and financial results for the Company. Our fundamentals are sound and at this time we continue to expect to deliver upon our previously announced guidance for launches and EBITDA margin for the full year of 2008. We have put in place the best organization, with the merger of Fit and Tenda, to drive our future growth in the lower income sector in Brazil. With all four of Gafisa's housing segments contributing to our financial performance, we are now seeing strong improvements across the board, especially in our operating margins.
Over the last two years Gafisa has made several strategic acquisitions. Alphaville provides a unique product offering for higher income consumers through a well-known and highly-respected brand throughout Brazil and Tenda positions Gafisa as a leading provider of lower-end housing with a company that has the strongest balance sheet in the segment to serve the unmet housing demands of this growing socioeconomic group in Brazil. AlphaVille and Tenda now form key parts of Gafisa's growth strategy and represent the kind of quality assets that we will continue to pursue in the future.
We have begun to see a more cautious approach to home purchase decision-making. This has been reflected in a slowing of our sales speeds during the third quarter, particularly in the higher-end segments. With our highly diversified range of products and geographies combined with our newly enhanced presence in the lower income segments, we have a distinct competitive advantage that will help us continue to grow even under challenging conditions. We will keep a close eye on this situation and, if needed, adjust our launch schedule to match prevailing consumer demand.
Brazil saw a dislocation in several of its markets over the last month, including in equities, credit and foreign exchange. However, it appears that the banking system is, on average, well-capitalized. Eight banks in Brazil concentrate 85% of total bank sector assets and 82% of bank credits in Brazil. And, with the implementation of MP 443, an Act with the force of law, swift action has been taken to provide flexibility to the central government to act quickly and provide stability to the financial system if and when it is needed. Yet, over the last few months some of the smaller banks have seen liquidity problems as the larger banks have cut back on their lending to those entities. As a result, access to corporate debt and working capital for many in our sector has dried up. Fortunately, Gafisa is not in this position as we have long-standing relationships with some of Brazil's largest banks with sufficient credit lines for our development projects already approved. We have a substantial portion of our financing needs underway in addition to R$250 million in receivables of completed units available for securitization and more than $790 million in cash and cash equivalents to assurer our capacity to deliver, we are confident that we have the financial capacity to meet our goals.
In general, we expect that working capital financing for the real estate sector will loosen, as just last Thursday evening the government announced the availability of an additional R$10 billion for financing of up to 20% of each development, at a rate of TR+10% to TR+11%. These funds come from the 65% lending requirement of savings deposits to the sector which were previously restricted to construction or mortgage financing.
On the mortgage availability side, savings as a source of funding still continues to grow, albeit at a slower pace. As of September savings accounts grew to R$205 billion, an increase of 19% over the previous year's balance, while mortgages in the first nine months of 2008 grew by 89% to R$22.8 billion as compared to 2007.
Finally, we were pleased to report at the end of October that our strategic investor, Equity International (?EI") increased its stake in the Company to 18.7% through the purchase of 3.3 million ADRs (6.6 million common shares.) We enjoy a strong working relationship with the EI team and have benefited from their sage advice time after time. We believe their increased share holding is a strong vote of confidence in our performance to date as well as for the Company's prospects for the future.
Wilson Amaral
CEO - Gafisa S.A.
Page: 52
Recent Developments |
Leadership in Low Income Segment Enhanced:
On October 21, the merger of Fit Residencial and Construtora Tenda S.A. (?Tenda", Bovespa: TEND3) was approved by 98% of Tenda shareholders present at a general meeting, strengthening Gafisa and Tenda's leadership in the low income homebuilding segment. Gafisa now holds 60% of the total capital and voting shares and HPJO Participações S.A. (?HPJO"), the former control group, now holds 20% of the shares, which will continue to trade as a separate company on the Novo Mercado of the São Paulo Stock Exchange (Bovespa).
Gafisa invested R$438 million in Fit prior to its incorporation into Tenda. With the conclusion of the transaction, Tenda will have the strongest balance sheet among dedicated lower income homebuilders, with over R$1 billion in equity.
Tenda now has an expanded coverage of the low income segment to focus on the population that earns 4 to 20 times the Brazilian minimum wage. The larger range of product offerings will include both high- and low-rise properties and will be offered on a broader geographic scale.
A new Board of Directors was elected for Tenda consisting of five members proposed by Gafisa and two members proposed by HPJO. On an interim basis, Wilson Amaral, CEO of Gafisa, shall serve as CEO of Tenda and Alceu Duilio Calciolari, CFO of Gafisa shall serve as CFO of Tenda. A new CEO and CFO are expected to be announced in the coming months.
Strategic Investor Increases Participation:
On October 20, Gafisa announced that Equity International (?EI"), the privately held investment company focused on real estate-related businesses operating outside the United States and co-founded by Sam Zell and Gary Garrabrant, had acquired an additional 3.3 million Gafisa ADRs representing 6.6 million shares. The new stake brings EI ownership of Gafisa outstanding shares up to 18.7% from 13.7% . A long-standing strategic investor in Gafisa, EI hold two seats on the Board of the Company and is a member of the investment committee.
Strengthens Accounting Practices:
In addition to land acquired through financial swaps, Gafisa now accounts for land acquired through product swaps, which previously did not flow through its financial statements. This has increased our revenue and cost recognition. In a financial swap, we pay the landowner a portion of the revenue stream of the project, while in a product swap, we only pay the landowner with completed units at the end of the project. Prior to this quarter, product swaps were off-balance sheet items. To increase transparency, Gafisa now will run the value of product swaps through the income statement which will impact both revenues and COGS, increasing gross profit.
SAP and SOX implementation:
The implementation of the SAP management information system is on track and will serve as an important tool in managing the company's operations as it continues to grow and offer diversified housing products as well as fulfills its requirements under Sarbanes-Oxley (?SOX"). In October 2008 we began the SOX certification testing period.
Moody's Ba2/Aa3.br Rating:
On August 13 Gafisa received a Ba2 corporate rating and an Aa3.br local scale corporate rating from Moody's. According to Moody's, the rating reflects Gafisa's strong market share position, diversification in terms of product portfolio and geographic location of operations, as well as strategic land bank to support continued future growth. This adds to a Fitch rating of A(bra) and Standard & Poor's rating of BrA.
Page: 53
Operating and Financial Highlights (R$000) | 3Q08 | 3Q07(1)(2) | Change | 9M08(2) | 9M07(1)(2) | Change | ||||||
Project Launches (% Gafisa) | 762,449 | 425,727 | 79% | 2,293,032 | 1,199,546 | 91% | ||||||
Project Launches (100%) | 1,062,153 | 616,171 | 72% | 3,255,243 | 1,640,278 | 98% | ||||||
Project Launches (Units) (100%) | 4,376 | 2,918 | 50% | 13,914 | 7,479 | 86% | ||||||
Project Launches (Units) (% Gafisa) | 3,575 | 2,766 | 29% | 9,875 | 6,240 | 58% | ||||||
Pre-Sales (% Gafisa) | 503,722 | 366,912 | 37% | 1,559,656 | 964,193 | 62% | ||||||
Pre-Sales from Current Year Launches (% Gafisa) | 333,221 | 270,512 | 23% | 869,198 | 570,033 | 52% | ||||||
Pre-Sales from Inventory at End of Prior Year (% Gafisa) | 170,501 | 96,400 | 77% | 690,458 | 394,150 | 75% | ||||||
Pre-Sales (100%) | 606,881 | 503,053 | 21% | 2,020,332 | 1,248,577 | 62% | ||||||
Pre-Sales (Units) (100%) | 2,974 | 1,962 | 52% | 9,162 | 4,954 | 85% | ||||||
Pre-Sales (Units) (% Gafisa) | 2,704 | 1,870 | 45% | 7,166 | 4,254 | 68% | ||||||
Average Sales Price (R$/sq m) (100% exc. lots) | 2,477 | 3,028 | (18%) | 2,787 | 2,876 | (3%) | ||||||
Net Operating Revenues | 373,632 | 313,219 | 19% | 1,149,879 | 814,080 | 41% | ||||||
Gross Profits | 130,793 | 90,898 | 44% | 387,606 | 239,960 | 64% | ||||||
Gross Margin | 35.0% | 29.0% | 599 bps | 33.7% | 29.1% | 460 bps | ||||||
EBITDA | 64,343 | 46,016 | 40% | 195,154 | 118,662 | 64% | ||||||
EBITDA Margin | 17.2% | 14.7% | 253 bps | 17.0% | 14.6% | 240 bps | ||||||
Extraordinary Expenses (3) | - | - | - | - | 30,174 | - | ||||||
Net Income | 37,970 | 36,336 | 5% | 139,781 | 65,028 | 115% | ||||||
Net Margin | 10.2% | 11.6% | (144 bps) | 12.2% | 8.0% | 417 bps | ||||||
Earnings per Share | 0.29 | 0.28 | 4% | 1.08 | 0.53 | 105% | ||||||
Average number of shares, basic | 129,849,047 | 129,258,353 | 0% | 129,591,117 | 123,713,380 | 5% | ||||||
Backlog of Revenues | 2,045 | 1,209 | 69% | |||||||||
Backlog of Results (4) | 711 | 421 | 69% | |||||||||
Backlog Margin (4) | 34.7% | 34.8% | (23 bps) | |||||||||
Net Debt and Obligation to Investors (Cash) | 886,822 | 4,455 | 19,806% | |||||||||
Cash | 790,325 | 372,092 | 112% | |||||||||
Shareholders' Equity | 1,688,596 | 1,497,862 | 13% | |||||||||
Total Assets | 4,606,797 | 2,561,463 | 80% | |||||||||
(1) 2007 financial results are adjusted for capitalized interest here, see Table 13. 9M07 also adjusted for Extraordinary Expenses.
(2) 1Q08, 2Q08 and 2007 adjusted to include land swaps.
(3)
NYSE follow-on offering.
(4) Backlog of results net of sales tax of 3.65% .
Page: 54
Launches |
The total number of units launched by Gafisa increased by 29%, to 3,575 in the third quarter as compared to 3Q07. Potential sales value grew by 79% to R$762.4 million with 44% of launches in new markets outside of the states of São Paulo and Rio de Janeiro. The Gafisa segment accounted for 65% of launches. Fit launched R$186 million to reach R$470 million in 2008, including its first two launches in the state of Rio de Janeiro. Bairro Novo launched its second project in Camaçari, Bahia (Northeast region).
The tables below detail new projects launched in the third quarter and the first nine months of 2007 and 2008:
Table 1 - Launches per Company (Gafisa %) | 3Q08 | 3Q07 | 3Q08 x 3Q07 | 9M08 | 9M07 | 9M08 x 9M07 | ||||||||
Gafisa | PSV (R$ 000) (Company %) | 499,616 | 298,554 | 67% | 1,585,950 | 1,020,382 | 55% | |||||||
Units (Company %) | 1,121 | 991 | 13% | 4,234 | 3,955 | 7% | ||||||||
R$ 000/Unit | 446 | 301 | 48% | 375 | 258 | 45% | ||||||||
R$/m² | 3,459 | 2,839 | 22% | 3,350 | 2,631 | 27% | ||||||||
Area (m²) | 144,442 | 105,167 | 37% | 473,435 | 387,770 | 22% | ||||||||
AlphaVille | PSV (R$ 000) (Company %) | 50,937 | 82,185 | (38%) | 211,335 | 117,203 | 80% | |||||||
Units (Company %) | 286 | 950 | (70%) | 1,382 | 1,276 | 8% | ||||||||
R$ 000/Unit | 178 | 87 | 106% | 153 | 92 | 66% | ||||||||
R$/m² | 303 | 132 | 129% | 227 | 152 | 49% | ||||||||
Area (m²) | 168,109 | 622,155 | (73%) | 993,002 | 772,184 | 21% | ||||||||
Fit | PSV (R$ 000) (Company %) | 186,585 | 44,988 | 315% | 470,435 | 61,962 | 659% | |||||||
Residencial | Units (Company %) | 1,518 | 475 | 220% | 3,609 | 658 | 448% | |||||||
R$ 000/Unit | 123 | 95 | 30% | 130 | 94 | 38% | ||||||||
R$/m² | 2,015 | 1,773 | 14% | 2,140 | 1,803 | 19% | ||||||||
Area (m²) | 92,598 | 25,368 | 265% | 219,822 | 34,367 | 540% | ||||||||
Bairro Novo | PSV (R$ 000) (Company %) | 25,311 | - | - | 25,311 | - | - | |||||||
Units (Company %) | 325 | - | - | 325 | - | - | ||||||||
R$ 000/Unit | 78 | - | - | 78 | - | - | ||||||||
R$/m² | - | - | - | - | - | - | ||||||||
Area (m²) | 233,507 | - | - | 233,507 | - | - | ||||||||
Total | PSV (R$ 000) (Company %) | 762,449 | 425,727 | 79% | 2,293,032 | 1,199,546 | 91% | |||||||
Units (Company %) | 3,575 | 2,766 | 29% | 9,550 | 5,889 | 62% | ||||||||
Area (m²) | 599,035 | 752,690 | (20%) | 1,859,766 | 1,194,321 | 56% | ||||||||
Table 2 - Launches per Region (Gafisa %) | 3Q08 | 3Q07 | 3Q08 x 3Q07 | 9M08 | 9M07 | 9M08 x 9M07 | ||||||||
Gafisa | São Paulo | 185,208 | 143,634 | 29% | 637,489 | 473,583 | 35% | |||||||
Rio de Janeiro | 137,016 | 35,576 | 285% | 330,900 | 276,247 | 20% | ||||||||
New Markets | 177,392 | 119,345 | 49% | 617,560 | 270,552 | 128% | ||||||||
Total Gafisa | 499,616 | 298,554 | 67% | 1,585,950 | 1,020,382 | 55% | ||||||||
AlphaVille | São Paulo | - | 7,312 | - | - | 7,312 | - | |||||||
Rio de Janeiro | - | 51,737 | - | 29,343 | 51,737 | (43%) | ||||||||
New Markets | 50,937 | 23,136 | 120% | 181,992 | 58,154 | 213% | ||||||||
Total AlphaVille | 50,937 | 82,185 | (38%) | 211,335 | 117,203 | 80% | ||||||||
Fit | São Paulo | - | - | - | 69,464 | 16,974 | 309% | |||||||
Residencial | Rio de Janeiro | 106,265 | - | - | 106,265 | - | - | |||||||
New Markets | 80,321 | 44,988 | 79% | 294,707 | 44,988 | 555% | ||||||||
Total Fit | 186,585 | 44,988 | 315% | 470,436 | 61,962 | 659% | ||||||||
Bairro Novo | New Markets | 25,311 | - | - | 25,311 | - | - | |||||||
Total | São Paulo | 185,208 | 150,946 | 23% | 706,954 | 497,869 | 42% | |||||||
Rio de Janeiro | 243,281 | 87,312 | 179% | 466,508 | 327,984 | 42% | ||||||||
New Markets | 333,960 | 187,469 | 78% | 1,119,570 | 373,693 | 200% | ||||||||
Total | 762,449 | 425,727 | 79% | 2,293,032 | 1,199,546 | 91% | ||||||||
Page: 55
Pre-Sales |
Pre-sales contracts in the quarter increased 37% to R$504 million as compared to the third quarter of 2007 and reached 66% of new launches. Consistent with the company's strategy of geographic diversification, pre-sales in new markets more than doubled to R$250 million as compared to the previous years' third quarter.
The tables below set forth a breakdown of sales for the third quarter and the first nine months of 2007 and 2008:
Table 3 - Pre-Sales per Company (Gafisa %) | 3Q08 | 3Q07 | 3Q08 x 3Q07 | 9M08 | 9M07 | 9M08 x9M07 | ||||||||
Gafisa | PSV (R$ 000) | 310,480 | 285,401 | 9% | 1,045,228 | 829,301 | 26% | |||||||
Units | 1,097 | 924 | 19% | 2,961 | 2,900 | 2% | ||||||||
R$ 000/Unit | 283 | 309 | (8%) | 353 | 286 | 23% | ||||||||
R$/m² | 2,739 | 2,996 | (9%) | 3,191 | 2,800 | 14% | ||||||||
Area m² | 113,370 | 95,266 | 19% | 327,602 | 296,138 | 11% | ||||||||
AlphaVille | PSV (R$ 000) | 52,587 | 76,442 | (31%) | 184,484 | 119,111 | 55% | |||||||
Units | 364 | 908 | (60%) | 1,001 | 1,197 | (16%) | ||||||||
R$ 000/Unit | 144 | 84 | 72% | 184 | 100 | 85% | ||||||||
R$/m² | 265 | 95 | 181% | 322 | 123 | 162% | ||||||||
Area m² | 198,299 | 808,608 | (75%) | 572,799 | 969,736 | (41%) | ||||||||
Fit | PSV (R$ 000) | 123,554 | 5,069 | 2337% | 302,437 | 15,782 | 1816% | |||||||
Units | 993 | 38 | 2514% | 2,818 | 157 | 1695% | ||||||||
R$ 000/Unit | 124 | 133 | (7%) | 107 | 101 | 7% | ||||||||
R$/m² | 2,200 | 2,727 | (19%) | 2,060 | 2,027 | 2% | ||||||||
Area m² | 56,161 | 1,859 | 2922% | 146,814 | 7,786 | 1786% | ||||||||
Bairro Novo(1) | PSV (R$ 000) | 17,100 | - | - | 27,507 | - | - | |||||||
Units | 249 | - | - | 386 | - | - | ||||||||
R$ 000/Unit | 69 | - | - | 71 | - | - | ||||||||
R$/m² | 1.355 | - | - | 1.446 | - | - | ||||||||
Area m² | 12,616 | - | - | 19,017 | - | - | ||||||||
Total | PSV (R$ 000) | 503,722 | 366,912 | 37% | 1,559,656 | 964,193 | 62% | |||||||
Units | 2,704 | 1,870 | 45% | 7,166 | 4,254 | 68% | ||||||||
Area m² | 380,447 | 905,733 | (58%) | 1,066,232 | 1,273,660 | (16%) | ||||||||
Table 4 - Pre-Sales per Region (Gafisa %) | 3Q08 | 3Q07 | 3Q08 x 3Q07 | 9M08 | 9M07 | 9M08x 9M07 | ||||||||
Gafisa | São Paulo | 135,168 | 169,590 | (20%) | 455,207 | 443,043 | 3% | |||||||
Rio de Janeiro | 57,618 | 42,526 | 35% | 250,909 | 211,009 | 19% | ||||||||
New Markets | 117,694 | 73,284 | 61% | 339,112 | 175,248 | 94% | ||||||||
Total Gafisa | 310,480 | 285,401 | 9% | 1,045,228 | 829,301 | 26% | ||||||||
AlphaVille | São Paulo | 954 | 7,312 | (87%) | 6,562 | 9,036 | (27%) | |||||||
Rio de Janeiro | 4,978 | 24,316 | (80%) | 10,200 | 24,316 | (58%) | ||||||||
New Markets | 46,655 | 44,814 | 4% | 167,722 | 85,759 | 96% | ||||||||
Total AlphaVille | 52,587 | 76,442 | (31%) | 184,484 | 119,111 | 55% | ||||||||
Fit | São Paulo | 50,672 | 3,395 | 1,393% | 136,391 | 12,900 | 957% | |||||||
Rio de Janeiro | 1,769 | - | - | 1,769 | - | - | ||||||||
New Markets | 71,113 | 1,674 | 4,148% | 164,277 | 2,882 | 5,600% | ||||||||
Total Fit | 123,554 | 5,069 | 2,337% | 302,437 | 15,782 | 1,816% | ||||||||
Bairro Novo (1) | São Paulo | 2,194 | - | - | 12,600 | - | - | |||||||
New Markets | 14,907 | - | - | 14,907 | - | - | ||||||||
Total Bairro Novo | 17,100 | - | - | 27,507 | - | - | ||||||||
Total | São Paulo | 188,988 | 180,297 | 5% | 610,761 | 464,979 | 31% | |||||||
Rio de Janeiro | 64,365 | 66,843 | (4%) | 262,879 | 235,326 | 12% | ||||||||
New Markets | 250,369 | 119,772 | 109% | 686,017 | 263,889 | 160% | ||||||||
Total | 503,722 | 366,912 | 37% | 1,559,657 | 964,194 | 62% | ||||||||
(1) Bairro Novo figures presented in this report correspond to Gafisa' stake of 50% in the company
Page: 56
Sales Velocity |
Sales velocity during the third quarter of 2008 was a total of 18% for the Company. The low income segments showed the highest speeds at 24% for Fit and 42% for Bairro Novo. We have begun to see a more cautious approach to home purchase decision-making, which was reflected in a slowing of our sales speeds during the third quarter, particularly in the higher-end segments. We will keep a close eye on this situation and, if needed, adjust our launch schedule to match prevailing consumer demand.
Sales velocity is calculated as follows:
3Q08 Pre-Sales |
Inventory End 2Q08 + 3Q08 Launches |
2Q08 | 3Q08 | 3Q08 | VSO | |||||||
Inventory (a) | Launches (b) | (a)+(b) | Pre-Sales | |||||||
Gafisa | 1,520,990 | 499,616 | 2,020,605 | 310,480 | 15% | |||||
AlphaVille | 227,070 | 50,937 | 278,007 | 52,587 | 19% | |||||
Fit | 330,889 | 186,585 | 517,474 | 123,554 | 24% | |||||
Bairro Novo | 14,947 | 25,311 | 40,258 | 17,100 | 42% | |||||
Total Gafisa | 2,093,895 | 762,449 | 2,856,344 | 503,722 | 18% | |||||
Table 6 - Sales from 2007 Inventory and 2008 Launches
Launches (Co %) |
Sales / Launches |
Sales | Sales | |||||||
Sales | from 2008 | from 2007 | ||||||||
Launches | Inventory | |||||||||
1Q08 | 577,888 | 502,260 | 87% | 203,621 | 298,639 | |||||
2Q08 | 952,693 | 553,674 | 58% | 332,356 | 221,318 | |||||
3Q08 | 762,449 | 503,722 | 66% | 333,221 | 170,501 | |||||
9M08 | 2,293,032 | 1,559,656 | 68% | 869,198 | 690,458 | |||||
Completed Projects |
In this quarter, Gafisa completed five projects totaling 820 units. Fit completed its first development, Fit Jaçanã in São Paulo, 98% sold. The Gafisa segment completed four projects targeted at the mid to mid-high income segments in São Paulo and Rio de Janeiro.
The tables below list our products completed during the third quarter of 2008:
Table 7 - 3Q08 Completed Projects
Launch Date |
Area sq m |
Units Co % |
Company Stake |
PSV | ||||||||||||||
Development | Date | Segment | Location | Co % | ||||||||||||||
R$ 000 | ||||||||||||||||||
Gafisa | Blue Land Bloco 1 | Jul-08 | Jun-06 | MHI | Rio de Janeiro - RJ | 9,169 | 120 | 100% | 29,528 | |||||||||
Gafisa | Sunplaza | Aug-08 | Mar-06 | MID | Rio de Janeiro - RJ | 6,328 | 226 | 100% | 32,709 | |||||||||
Gafisa | Olimpic | Jul-08 | Dec-05 | MHI | São Paulo - SP | 21,851 | 213 | 100% | 51,638 | |||||||||
Gafisa | Palm D'Or | Jul-08 | Dec-05 | MHI | São Paulo - SP | 8,493 | 77 | 100% | 27,314 | |||||||||
Gafisa | Total | 45,840 | 636 | 100% | 141,189 | |||||||||||||
Fit | Fit Jaçanã | Sep-08 | Mar-07 | MLOW | São Paulo - SP | 11,157 | 184 | 100% | 16,974 | |||||||||
Total | 56,996 | 820 | 100% | 158,163 | ||||||||||||||
Page: 57
Table 8 - 9M08 Completed Projects per Company
Area sq m |
Units Co % |
Company Stake |
PSV | |||||||
Co % | ||||||||||
R$ 000 | ||||||||||
1Q08 | Gafisa | 204,844 | 635 | 97% | 104,495 | |||||
2Q08 | Gafisa | 49,163 | 271 | 100% | 166,836 | |||||
2Q08 | AlphaVille | 999,002 | 909 | 64% | 57,394 | |||||
2Q08 | Total | 1,048,165 | 1180 | 224,230 | ||||||
3Q08 | Gafisa | 45,840 | 636 | 100% | 141,189 | |||||
3Q08 | Fit | 11,157 | 184 | 100% | 16,974 | |||||
3Q08 | Total | 56,996 | 820 | 158,163 | ||||||
9M08 | 1,310,005 | 2,635 | 486,888 | |||||||
Gafisa, AlphaVille, Fit, Bairro Novo Revenue Contribution |
The lower income businesses, Fit, which launched its first development in March 2007 and Bairro Novo, which launched in December 2007 have continued to increase their share of contribution to pre-sales and revenues based on the Percentage of Completion (?PoC") accounting method.
Table 9 - Revenues over Launches and Pre-Sales per Line
9M08 | Gafisa | AlphaVille | Fit | Bairro Novo | Total | |||||
Launches | 1,585,950 | 211,335 | 470,435 | 25,311 | 2,293,032 | |||||
Pre-Sales | 1,045,228 | 184,484 | 302,437 | 27,507 | 1,559,656 | |||||
Revenues | 873,376 | 176,061 | 80,785 | 19,657 | 1,149,879 | |||||
Launches Share | 69% | 9% | 21% | 1% | 100% | |||||
Pre-Sales Share | 67% | 12% | 19% | 2% | 100% | |||||
Revenue Share | 76% | 15% | 7% | 2% | 100% | |||||
Revenues/ Launches | 55% | 83% | 17% | 78% | 50% | |||||
Revenues/ Pre-Sales | 84% | 95% | 27% | 71% | 74% | |||||
Land Reserves |
Our land bank reached approximately R$13.1 billion, composed of 220 different sites in 66 cities in 21 states, totaling 7.3 million square meters, equivalent to 68,506 units. This ensures our ability to continue to grow launches and sales over the near term.
Just under three quarters of our land bank were acquired through swaps, in those cases we do not pay any cash for the right to use the land in the future. In a financial swap, we pay the landowner a portion of the revenue stream of the project, in a product swap, we only pay the landowner with completed units at the end of the project.
In accordance with our land bank diversification strategy, at the end of the quarter 43% of the consolidated land bank was outside of the Rio de Janeiro and São Paulo states. This gives the company added flexibility in developing properties in areas that will generate the highest returns at different points in time. In the third quarter, Gafisa launched projects in 13 different states.
Page: 58
The table below shows a detailed breakdown of our current land bank:
Table 10 - Land Bank per Region | Future Sales R$000 %Gafisa | % Swap (1) | Usable Area sqm 000 % Gafisa | Potential Units (% Gafisa) | Potential Units (100%) | |||||||
Gafisa | São Paulo | 3,764 | 32% | 1,391 | 9,397 | 9,875 | ||||||
Rio de Janeiro | 1,148 | 19% | 544 | 3,090 | 3,247 | |||||||
New Markets | 2,841 | 76% | 1,663 | 9,695 | 13,301 | |||||||
Total Gafisa | 7,754 | 47% | 3,598 | 22,182 | 26,422 | |||||||
AlphaVille | São Paulo | 1,077 | 100% | 841 | 7,087 | 16,879 | ||||||
Rio de Janeiro | 108 | 100% | 66 | 418 | 755 | |||||||
New Markets | 1,728 | 99% | 1,401 | 8,859 | 15,319 | |||||||
Total AlphaVille | 2,914 | 99% | 2,308 | 16,365 | 32,953 | |||||||
Fit Residencial | São Paulo | 1,118 | 16% | 571 | 12,638 | 10,330 | ||||||
New Markets | 515 | 7% | 228 | 5,158 | 3,557 | |||||||
Total Fit | 1,633 | 16% | 799 | 17,796 | 13,887 | |||||||
Bairro Novo | São Paulo | 48 | 0% | 31 | 690 | 1,380 | ||||||
Rio de Janeiro | 230 | 81% | 197 | 3,746 | 7,492 | |||||||
New Markets | 524 | 92% | 376 | 7,727 | 15,454 | |||||||
Total Bairro Novo | 802 | 82% | 604 | 12,163 | 24,326 | |||||||
Total | 13,103 | 73% | 7,309 | 68,506 | 97,588 | |||||||
(1) % Swap refers to the swap portion over total land costs.
Table 11 - Financial Swaps and Product Swaps
Swap | Financial | Product | ||||
Swap | Swap | |||||
Gafisa | 47% | 6% | 94% | |||
AlphaVille | 99% | 100% | 0% | |||
Fit Residencial | 16% | 12% | 88% | |||
Bairro Novo | 82% | 100% | 0% | |||
Land Swaps |
This quarter we began to account for land acquired through product swaps in our income statement, targeting best accounting practices. Previously, product swaps did not flow through our income statements while we did account for financial swaps.
The table below shows the effect of land swap accounting since 2007:
Table 12 - Land for Product Swap Effect (R$ 000)
9M08 | 3Q08 | 2Q08 | 1Q08 | 2007 | 4Q07 | 3Q07 | 2Q07 | 1Q07 | ||||||||||
Swap Effect on Gross Revenues | 27,175 | 5,313 | 9,008 | 12,855 | 20,088 | 4,872 | 4,841 | 6,267 | 4,108 | |||||||||
Swap Effect on Net Revenues | 26,184 | 5,119 | 8,679 | 12,386 | 19,354 | 4,694 | 4,664 | 6,038 | 3,958 | |||||||||
Swap Eeffect on COGS | (18,538) | (3,664) | (6,318) | (8,556) | (13,415) | (3,255) | (3,214) | (4,152) | (2,794) | |||||||||
Swap Effect on Gross Profit | 7,646 | 1,455 | 2,361 | 3,830 | 5,939 | 1,439 | 1,450 | 1,886 | 1,164 | |||||||||
Net Revenues inc. Land Swaps | 1,149,879 | 373,632 | 444,380 | 331,868 | 1,191,529 | 377,449 | 313,219 | 272,586 | 228,275 | |||||||||
COGS inc. Land Swaps | 762,273 | 242,839 | 298,392 | 221,042 | 810,329 | 241,524 | 219,038 | 190,619 | 159,148 | |||||||||
Gross Profit inc. Land Swaps | 387,606 | 130,793 | 145,988 | 110,826 | 381,200 | 135,925 | 94,181 | 81,967 | 69,127 | |||||||||
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Capitalized Interest |
Targeting best accounting practices, in 4Q07 we began to capitalize interest cost from corporate debt (mostly raised in 2007) and to recognize it on a percentage of completion basis. Accordingly, since 4Q07 we account for interest expenses on the COGS line of our income statement, thus impacting our gross margin.
In our 4Q07 earnings statements, we adjusted capitalized interest for the whole year 2007 in the fourth quarter, In the table below, we show how 2007 capitalized interest allocated among the four quarters of 2007 would have affected each quarter's income statements, to help make the two first quarters of 2008 more comparable to 2007:
Table 13 - Capitalized Interest Effect (R$000)
3Q08 | 2Q08 | 1Q08 | 4Q07 | 3Q07 | 2Q07 | 1Q07 | 2007 | |||||||||
COGS | (6,746) | (4,357) | (2,749) | (3,220) | (3,283) | (2,600) | (2,433) | (11,535) | ||||||||
Financial Expenses | 24,138 | 17,074 | 16,626 | 9,087 | 9,264 | 7,339 | 6,865 | 32,554 | ||||||||
Income Taxes | (5,913) | (4,324) | (4,718) | (1,995) | (2,034) | (1,611) | (1,507) | (7,146) | ||||||||
Net Income | 11,479 | 8,393 | 9,159 | 3,872 | 3,947 | 3,128 | 2,925 | 13,873 | ||||||||
Earnings per share (R$) | 0.09 | 0.06 | 0.07 | 0.03 | 0.03 | 0.02 | 0.02 | 0.11 | ||||||||
Properties for Sale (Current Assets) | 65,023 | 47,631 | 34,914 | 21,037 | ||||||||||||
3Q08 Revenues |
Net operating revenues for 3Q08 rose 19% to R$373.6 million from R$308.5 million in 3Q07, with revenues for the first nine months reaching R$1.1 billion.
Revenues for the industry are recognized based on actual cost versus total budgeted costs of land and construction (Percentage of Completion method or PoC method) and the pre-sales portfolio is recognized in future periods even if the company has already completely pre-sold developments.
The table below presents detailed information of pre-sales and recognized revenues by launch year:
Table 14 - Pre-sales x Recognized Revenues
3Q08 | 3Q07 | |||||||||||||||
R$ 000 | Pre-Sales | % of Total | Revenues | % of Revenues | Pre-Sales | % of Total | Revenues | % of Revenues | ||||||||
Launched in 2008 | 369,937 | 73% | 54,921 | 15% | - | - | - | - | ||||||||
Launched in 2007 | 102,002 | 20% | 136,714 | 37% | 270,512 | 74% | 73,466 | 23% | ||||||||
Launched up to 2006 | 31,783 | 6% | 181,997 | 49% | 96,400 | 26% | 239,753 | 77% | ||||||||
Total | 503,722 | 100% | 373,632 | 100% | 366,912 | 100.0% | 313,219 | 100.0% | ||||||||
9M08 | 9M07 | |||||||||||||||
R$ 000 | Pre-Sales | % of Total | Revenues | % of Revenues | Pre-Sales | % of Total | Revenues | % of Revenues | ||||||||
Launched in 2008 | 892,756 | 57% | 165,692 | 14% | - | - | - | - | ||||||||
Launched in 2007 | 516,656 | 33% | 389,003 | 34% | 570,033 | 59% | 100,571 | 12% | ||||||||
Launched up to 2006 | 150,244 | 10% | 595,184 | 52% | 394,159 | 41% | 713,509 | 88% | ||||||||
Total | 1,559,656 | 100% | 1,149,879 | 100% | 964,193 | 100% | 814,080 | 100% | ||||||||
(1) 2007 revenues not adjusted for land swap effect. |
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3T08 Gross Profits |
Gross profits for 3Q08 totaled R$130.8 million (R$90.9 million for 3Q07, adjusted for capitalized interest), an increase of 44%, reflecting continued robust demand for Gafisa properties in all market segments and geographies. Gross margin for 3Q08 was 35.0%, 599 basis points higher than 3Q07 and in the first nine months of 2008, gross profits totaled R$387.6 million (R$240.0 million for 3Q07, adjusted for capitalized interest), an increase of 64% and gross margin increased 460 basis points to 33.7%, due to a positive inflation impact over account receivables.
3Q08 Selling, General, and Administrative Expenses (SG&A) |
Given Gafisa's growth strategy, the company built dedicated management teams and the requisite infrastructure to support the diverse segments within our portfolio. Additionally, we enhanced our sales capacity during 2007. The second quarter of 2008 marked a turning point as we were able to leverage our business, with G&A as a percentage of launches, sales, and revenues declining. This trend continued in the third quarter. In addition, in 3Q08 we adjusted our provision for variable compensation to better reflect year to date performance, which had a positive impact on G&A. An increased sales effort caused a 111% growth in selling expenses in Q308 over Q307.
Table 15 - SG&A Expenses | 3Q08 | 3Q07 | 9M08 | 9M07 | ||||
Selling Expenses (R$ 000) | 40,055 | 18,941 | 98,913 | 48,277 | ||||
G&A Expenses (R$ 000) | 23,680 | 28,173 | 88,618 | 74,453 | ||||
SG&A Expenses (R $000) | 63,735 | 47,114 | 187,531 | 122,730 | ||||
Selling Expenses / Launches | 5.3% | 4.4% | 4.3% | 4.0% | ||||
G&A Expenses / Launches | 3.1% | 6.6% | 3.9% | 6.2% | ||||
SG&A / Launches | 8.4% | 11.1% | 8.2% | 10.2% | ||||
Selling Expenses / Sales | 8.0% | 5.2% | 6.3% | 5.0% | ||||
G&A Expenses / Sales | 4.7% | 7.7% | 5.7% | 7.7% | ||||
SG&A / Sales | 12.6% | 12.8% | 12.0% | 12.7% | ||||
Selling Expenses / Revenues | 10.7% | 6.0% | 8.6% | 5.9% | ||||
G&A Expenses / Revenues | 6.3% | 9.0% | 7.7% | 9.1% | ||||
SG&A / Revenues | 17.1% | 15.0% | 16.3% | 15.1% | ||||
Gafisa has adopted conservative accounting standards, especially with regards to the recognition of selling expenses. The only selling expenses that we defer are those associated with the showrooms, and this, as previously noted, negatively impacts our EBITDA margin. As can be seen on the table below, our deferred selling expenses are low and will be amortized on a PoC basis:
Table 16 - Deferred Selling Expenses | 3Q08 | 3Q07 | 2Q08 | |||
Deferred Selling Expenses (R$ 000) | 56,992 | 29,136 | 35,664 | |||
Deferred Selling Expenses / LTM Launches | 1.7% | 1.9% | 1.2% | |||
Deferred Selling Expenses / LTM Sales | 2.6% | 2.2% | 1.7% | |||
Deferred Selling Expenses / LTM Revenues | 3.7% | 2.4% | 2.4% | |||
3T08 EBITDA |
EBITDA for the third quarter totaled R$64.3 million, 40% higher than the R$46.0 million EBITDA adjusted for capitalized interest in 3Q07. As a percentage of net revenues, EBITDA increased from 14.7% in 3Q07 to 17.2% in 3Q08, a margin increase of 405 basis points. The EBITDA margin of 17.2% was achieved despite the increase in launches and associated selling expenses. In the first nine months of 2008 EBITDA totaled R$195.2 million with a margin of 17.0% . 9M08 EBITDA was 64% higher than the R$118.7 million EBITDA adjusted for capitalized interest of 9M07. Gafisa expects to sustain EBITDA margins of 16-17% for the remainder of the 2008.
3T08 Depreciation and Amortization |
Depreciation and amortization in 3Q08 amounted to R$5.3 million, compared to the R$2.0 million in 3Q07.
With regards to the amortization of the goodwill generated from the AlphaVille acquisition, we used a linear calculation for the 1Q07 and 2Q07 results, and, due to a change in amortization method, in 3Q07 and 4Q07 amortization was equal to zero. From 2008, we will amortize this goodwill through a progressive exponential calculation following the EBIT, in the percentages described below:
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Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
4.49% | 6.28% | 7.22% | 10.11% | 11.52% | 14.02% | 11.78% | 11.67% | 11.45% | 11.46% |
Amortization of the acquisition of AlphaVille amounted to R$3.2 million in 3Q08 and R$2.2 million in 2Q08.
3T08 Financial Results |
Net financial results totaled a positive R$14.7 million in 3Q08 compared to a negative R$3.4 million in 3Q07 adjusted for capitalized interest, mainly due to interest received on the increased cash balances and the capitalization of interest.
3T08 Minority Interest |
Minority interest in 3Q08 was R$19.9 million versus R$2.8 million in 3Q07, a 616% increase mainly due to a provision for payment of the Obligation to Investors (R$10 milion) and Alphaville results (R$10 million).
3T08 Income Taxes |
Net income taxes and social contribution for 3Q08 amounted to R$15.9 million versus R$8.7 million total contribution adjusted for capitalized interest in 3Q07, an 83% increase due in part to the growth of the company and in part due to the introduction of accounting of land for product swaps.
3T08 Net Income and Earnings per Share |
Net income in 3Q08 was R$38.0 million (10.2% of net revenues), compared to R$36.3 million in 3Q07 adjusted for capitalized interest (11.6% margin), an increase of 5%.
Earnings per share were R$0.29 in 3Q08 compared to R$0.28 in 3Q07 adjusted for capitalized interest. The average number of shares outstanding were 129,849,047 million during 3Q08 compared to 129,258,353 during 3Q07. Shares outstanding were 129,962,546 on September 30, 2008.
Backlog of Revenues and Results |
The backlog of results to be recognized under the PoC method reached R$785.2 million in 3Q08, R$320.1 million higher than 3Q07 and R$47.8 million more than 2Q08. The introduction of accounting for product swaps in land acquisitions increases sales and costs, please see table 12 for additional information. The table below shows our revenues, costs and results to be recognized, as well as the amount of the corresponding costs and the expected margin:
3Q08 | 2Q08 | 3Q07 | 3Q08 x 2Q08 | 3Q08 x 3Q07 | ||||||
Gross sales to be recognized-end of period | 2,045.1 | 1,927.5 | 1,208,6 | 6% | 69% | |||||
Net sales to be recognized (3.65% sales tax) | 1,970.5 | 1,857.2 | 1,164.5 | 6% | 69% | |||||
Cost of units sold to be recognized - end of period | (1,259.9) | (1,190.1) | (743,5) | 6% | 69% | |||||
Backlog of Results to be recognized | 710.6 | 667.1 | 421.0 | 6% | 69% | |||||
Backlog Margin - yet to be recognized | 34.7% | 34.6% | 34.8% | 14 bps | (13 bps) | |||||
Balance Sheet |
Cash and Cash Equivalents
On September 30, 2008, cash and cash equivalents increased to R$790.3 million, 2.0% higher than R$775.0 million on June 30, 2008, and 112.4% higher than 3Q07's R$372.1 million.
At the end of the quarter, Gafisa's debt and obligations to investors totaled R$1,677.1 million, bringing a net debt and obligation to investors position of R$886.8 million. The detail of the debt breakdown is located on tables 23 and 24. Net debt and obligation to investors to equity ratio is 52.5% .
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Accounts Receivable
Accounts receivable increased 4% to R$3.6 billion in September 2008, compared to R$3.4 billion in 2Q08, and 71% compared to R$2.1 billion in September 2007.
Real Estate Development Receivables | 3Q08 | 3Q07 | 2Q08 | 3Q08 x 2Q08 | 3Q08 x 3Q07 | |||||
Current | 861,283 | 501,205 | 827,556 | 4.1% | 71.8% | |||||
Long-term | 745,464 | 384,934 | 732,753 | 1.7% | 93.7% | |||||
Total | 1,606,747 | 886,139 | 1,560,309 | 3.0% | 81.3% |
Receivables to be recognized on our balance sheet according to PoC method and Brazilian GAAP | ||||||||||
3Q08 | 3Q07 | 2Q08 | 3Q08 x 2Q08 | 3Q08 x 3Q07 | ||||||
Current | 632,058 | 397,491 | 579,774 | 9.0% | 59.0% | |||||
Long-term | 1,311,768 | 793,972 | 1,280,628 | 2.4% | 65.2% | |||||
Total | 1,943,826 | 1,191,463 | 1,860,402 | 4.5% | 63.1% | |||||
Total Accounts Receivables | 3,550,573 | 2,077,602 | 3,420,711 | 3.8% | 70.9% | |||||
Total | Up to Sep 2009 |
Oct 2009 to Sep 2010 |
Oct 2010 to Sep 2011 |
Oct 2011 to Sep 2012 |
Oct 2012 Onwards |
|||||
3,550,573 | 1,493,341 | 615,415 | 756,924 | 368,615 | 316,278 | |||||
Inventory (Properties for Sale)
Our inventory includes land paid in cash and swap transactions, construction in progress, and finished units. Our inventory reached R$1,612 million in 3Q08, an increase of 92% as compared to R$838 million registered in 3Q07 due to land acquisitions in cash (more details in the ?Land Reserves" section of this report) and developments under construction.
Table 20 - Inventory (R$ 000) | 3Q08 | 2Q08 | 3Q07 | 3Q08 x 2Q08 | 3Q08 x 3Q07 | |||||
Land | 708,715 | 659,362 | 290,129 | 7.5% | 144.3% | |||||
Properties under construction | 826,443 | 660,070 | 509,336 | 25.2% | 62.3% | |||||
Units completed | 76,514 | 77,646 | 38,624 | -1.5% | 98.1% | |||||
Total | 1,611,672 | 1,397,078 | 838,089 | 15.4% | 92.3% | |||||
Current | 1,443,812 | 1,310,114 | 752,445 | 10.2% | 91.9% | |||||
Long-term | 167,860 | 86,964 | 85,644 | 93.0% | 96.0% | |||||
Total | 1,611,672 | 1,397,078 | 838,089 | 15.4% | 92.3% | |||||
3Q08 | 2Q08 | 3Q07 | 3Q08 x 2Q08 | 3Q08 x 3Q07 | ||||||
Launches from 2008 | 1,538,664 | 1,001,569 | - | - | 54% | |||||
Launches from 2007 | 658,116 | 744,143 | 642,934 | 2% | (112%) | |||||
Launches from 2006 | 146,531 | 152,284 | 221,270 | (34%) | (4%) | |||||
Prior to 2005 | 192,065 | 195,899 | 263,936 | (27%) | (2%) | |||||
PSV | 2,535,376 | 2,093,895 | 1,128,140 | 125% | 21% | |||||
Launches from 2008 | 6,575 | 4,968 | - | - | 32% | |||||
Launches from 2007 | 2,811 | 3,554 | 3,724 | (25%) | (21%) | |||||
Launches from 2006 | 447 | 621 | 971 | (54%) | (28%) | |||||
Prior to 2005 | 808 | 1,247 | 1,168 | (31%) | (35%) | |||||
Units | 10,640 | 10,390 | 5,863 | 81% | 2% | |||||
3Q08 | 2Q08 | 3Q07 | 3Q08 x 2Q08 | 3Q08 x 3Q07 | ||||||
Gafisa | 1,811,578 | 1,520,990 | 897,078 | 19% | 102% | |||||
AlphaVille | 227,019 | 227,070 | 184,881 | 0% | 23% | |||||
Fit Residencial | 471,179 | 330,889 | 46,180 | 42% | 920% | |||||
Bairro Novo | 25,600 | 14,947 | - | 71% | - | |||||
Total | 2,535,376 | 2,093,895 | 1,128,140 | 21% | 125% |
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Liquidity
The following table sets forth information on our indebtedness. In the third quarter of 2008, Gafisa raised R$200 million in working capital, reflecting our strong credit rating and cash position. In addition, we have R$250 million of receivables of completed units available to securitize.
We have a total of R$3.5 billion in construction finance lines of credit provided by all of the major banks in Brazil. At this time we have R$1.6 billion in signed contracts and R$1.2 billion in contracts in process, giving us additional availability of R$682 million.
We do not have exposure to foreign currency through financial instruments. We have R$200 million of debt raised by banks in foreign currency, those were swaped into CDI.
As of September 30, 2008, our net debt and obligation to investors to equity ratio was 52.5% compared to 37.3% in 2Q08.
Type of Transaction | Rates | 3Q08 | 2Q08 | 3Q07 | ||||
Debentures | 1.3% p.a. + CDI | 242,775 | 249,570 | 242,043 | ||||
2008 Debenture | 107.2% of CDI | 263,415 | 254,659 | - | ||||
Construction Financing (SFH) | 6.2-11.4% p.a. + TR | 276,031 | 229,049 | 42,134 | ||||
Downstream Merger obligation | 10-12%p.a. + TR | 9,961 | 11,187 | 14,569 | ||||
Funding for developments | 6.2% p.a. + TR | 2,090 | 2,296 | - | ||||
Working Capital | 104-112% of CDI | 437,887 | 214,432 | 77,801 | ||||
Other (AlphaVille) | 0.66-3.29% p.a. + CDI | 144,988 | 122,962 | - | ||||
Total Debt | 1,377,147 | 1,084,155 | 376,547 | |||||
Total Cash | 790,325 | 775,009 | 372,092 | |||||
Obligation to Investors | 300,000 | 300,000 | ||||||
Net Debt and Obligation to Investors (Cash) | 886,822 | 609,146 | 4,455 | |||||
Debt and obligation to investors payment schedule as of September 30, 2008:
Total | 2008 | 2009 | 2010 | 2011 | 2012 and later | |||||||
Debentures | 506,190 | 16,190 | 48,000 | 96,000 | 96,000 | 250,000 | ||||||
Construction Financing (SFH) | 276,031 | 36,411 | 139,395 | 83,217 | 17,008 | - | ||||||
Downstream Merger obligation | 9,961 | 3,242 | 4,743 | 1,976 | - | - | ||||||
Funding for developments | 2,090 | 251 | 961 | 878 | - | - | ||||||
Working Capital | 437,887 | - | 237,887 | 100,000 | 100,000 | - | ||||||
Other (AlphaVille) | 144,988 | 6,221 | 3,542 | 31,297 | 36,256 | 67,672 | ||||||
Obligation to Investors | 300,000 | - | - | - | - | 300,000 | ||||||
Total | 1,677,147 | 62,315 | 434,528 | 313,368 | 249,264 | 617,672 | ||||||
Gafisa's corporate ratings are as follows:
Rating Agency | Rating | Outlook | Updated | |||||
Moody's | International | Ba2 | Stable | August 13, 2008 | ||||
Moody's | Local | Aa3.br | Stable | August 13, 2008 | ||||
Fitch Ratings | Local | A (bra) | Stable | May 2, 2008 | ||||
Standard & Poor's | Local | Br A | Stable | June 19, 2007 | ||||
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Outlook |
As of October 21st, Gafisa's financial statements will consolidate 100% of Construtora Tenda S.A, while the stake we do not own will flow out through the Minority Shareholder's line.
Gafisa has a robust pipeline of developments and the necessary financing to continue to launch developments in accordance with its announced guidance for the full year of 2008 as long as demand remains in place. Therefore, the company is maintaining its launch guidance for 2008 of R$3.5 billion, which is equivalent to R$3.3 billion excluding R$200 million of Fit launches in the fourth quarter that will be consolidated into Tenda. EBITDA margin guidance for the full year 2008 remains in the range of 16 to 17%.
Glossary
Backlog of Results - As a result of the Percentage of Completion Method of recognizing revenues, we recognize revenues and expenses over a multi-year period for each residential unit we sell. Our backlog of results represents revenues minus costs that will be incurred in future periods from past sales.
Backlog of Revenues - As a result of the Percentage of Completion Method of recognizing revenues, we recognize revenues over a multi-year period for each residential unit we sell. Our backlog represents revenues that will be incurred in future periods from past sales.
Backlog Margin - Equals to ?Backlog of results" divided ?Backlog of Revenues" to be recognized in future periods.
Land Bank - Land that Gafisa holds for future development paid either in Cash or through swap agreements. Each decision to acquire land is analyzed by our investment committee and approved by our board of directors.
PoC Method - Under Brazilian GAAP, real estate development revenues, costs and related expenses are recognized using percentage-of-completion (?PoC") method of accounting by measuring progress towards completion in terms of actual costs incurred versus total budgeted expenditures for each stage of a development.
Pre-sales - Contracted pre-sales are the aggregate amount of sales resulting from all agreements for the sale of units entered into during a certain period, including new units and units in inventory. Contracted pre-sales will be recorded as revenue as construction progresses (PoC method). There is no definition of "contracted pre-sales'' under Brazilian GAAP.
HIG (High Income) - segment with residential units sold at minimum price of R$3,600 per square meter.
MHI (Mid-High) - segment with residential units sold at prices ranging from R$2,800 to 3,600 per square meter. MID (Middle Income) - segment with residential units sold at prices ranging from R$2,300 to 2,800 per square meter.
MLOW (Mid-Low) - segment with residential units sold at prices ranging from R$1,800 to 2,300 per square meter.
AEL (Affordable Entry Level) - residential units targeted to the mid-low and low income segments with prices below R$1,800 per square meter.
LOT (Urbanized Lots) - land subdivisions, or lots, with prices ranging from R$150 to R$600 per square meter.
COM (Commercial buildings) - Commercial and corporate units developed only for sale with prices ranging from R$3,000 to R$7,000 per square meter.
SFH Funds - Funds from SFH are originated from the Governance Severance Indemnity Fund for Employees (FGTS) and from savings accounts deposits. Banks are required to invest 65% of the total savings accounts balance in the housing sector, either to final customers or developers, at lower interest rates than the private market.
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Swap Agreements - A system in which we grant the land-owner a certain number of units to be built on the land or a percentage of the proceeds from the sale of units in such development in exchange for the land. By acquiring land through this system, we intend to reduce our cash requirements and increase our returns.
PSV - Potential Sales Value.
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About Gafisa
We are one of Brazil's leading diversified national homebuilders. Over the last 50 years, we have been recognized as one of the foremost professionally-managed homebuilders, having completed and sold more than 950 developments and constructed almost 40 million square meters of housing, which we believe is more than any other residential development company in Brazil. We believe ?Gafisa" is one of the best-known brands in the real estate development market, enjoying a reputation among potential homebuyers, brokers, lenders, landowners and competitors for quality, consistency and professionalism.
Investor Relations
Julia Freitas Forbes
Phone: +55 11 3025-9297
Email: ri@gafisa.com.br
Website: www.gafisa.com.br/ir
Media Relations (Brazil)
Patrícia Queiroz
Máquina da Notícia Comunicação Integrada
Phone: +55 11 3147-7409
Fax: +55 11 3147-7900
E-mail: patricia.queiroz@maquina.inf.br
This release contains forward-looking statements relating to the prospects of the business, estimates for operating and financial results, and those related to growth prospects of Gafisa. These are merely projections and, as such, are based exclusively on the expectations of management concerning the future of the business and its continued access to capital to fund the Company's business plan. Such forward-looking statements depend, substantially, on changes in market conditions, government regulations, competitive pressures, the performance of the Brazilian economy and the industry, among other factors; therefore, they are subject to change without prior notice.
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2008 Launches by Quarter
Company | Project | Launch Date |
Segment | Location | Area (sqm) |
Units (Co%) |
Company Stake | PSV (Company%) |
% sold up to Sep/08 | |||||||||
Fit | Citta Vila Allegro | March | AEL | Salvador - BA | 11,099 | 149 | 50% | 28,585 | 77% | |||||||||
1Q08 | Total Fit | 11,099 | 149 | 50% | 28,585 | 77% | ||||||||||||
Fit | Fit Terra Bonita | April | MID | Londrina - PR | 11,357 | 155 | 51% | 23,455 | 14% | |||||||||
Fit | Città Lauro de Freitas | May | MID | Salvador - BA | 8,826 | 152 | 50% | 16,813 | 80% | |||||||||
Fit | Fit Coqueiro - Stake Acquisition | June | AEL | Belém - PA | - | 114 | 70% | 10,609 | 100% | |||||||||
Fit | Fit Mirante do Parque | June | MID | Belém - PA | 18,618 | 252 | 60% | 41,015 | 51% | |||||||||
Fit | Fit Parque da Lagoinha | June | AEL | Riberão Preto - SP | 10,225 | 159 | 75% | 17,123 | 41% | |||||||||
Fit | Fit Palladium | June | MID | Curitiba - PR | 10,345 | 160 | 70% | 24,132 | 78% | |||||||||
Fit | Fit Planalto | June | MID | São Bernardo - SP | 25,023 | 472 | 100% | 52,341 | 48% | |||||||||
Fit | Fit Mirante do Lago Fase 1 | June | MID | Ananindeua - PA | 21,734 | 323 | 70% | 50,493 | 21% | |||||||||
Fit | Jardim Botânico (Paraiba) | June | MID | João Pessoa - AL | 9,998 | 155 | 50% | 19,284 | 7% | |||||||||
2Q08 | Total Fit | 116,125 | 1,942 | 66% | 255,265 | 44% | ||||||||||||
Fit | Fit Vida Nova | July | MID | São Gonçalo - RJ | 15,184 | 281 | 90% | 35,422 | 2% | |||||||||
Fit | Fit Araguaia Phase 1 | August | MID | Goiania - GO | 20,125 | 318 | 60% | 40,417 | 4% | |||||||||
Fit | Fit Parque Maceió | August | MID | Maceió - AL | 13,494 | 235 | 50% | 23,707 | 17% | |||||||||
Fit | Fit Vivai | September | MID | Campos Goytacazes - RJ | 37,376 | 576 | 90% | 70,842 | 2% | |||||||||
Fit | Fit Cristal | September | MID | Porto Alegre - RS | 6,419 | 108 | 70% | 16,197 | 17% | |||||||||
3Q08 | Total Fit | 92,598 | 1,518 | 72% | 186,585 | 5% | ||||||||||||
9M08 | Total Fit | 219,822 | 3,609 | 73% | 470,435 | 30% | ||||||||||||
AlphaVille | Londrina Phase 2 | January | LOT | Londrina - PR | 67,060 | 173 | 63% | 17,230 | 40% | |||||||||
AlphaVille | Jacuhy Phase 2 | March | LOT | Serra - ES | 115,688 | 215 | 65% | 41,291 | 48% | |||||||||
1Q08 | Total AUSA | 182,748 | 388 | 64% | 58,521 | 45% | ||||||||||||
AlphaVille | Cuiabá II | May | LOT | Cuiabá - MT | 150,896 | 227 | 60% | 24,112 | 32% | |||||||||
AlphaVille | João Pessoa | June | LOT | João Pessoa - PB | 61,782 | 60 | 50% | 13,580 | 100% | |||||||||
AlphaVille | Manaus II | June | LOT | Manaus - AM | 166,938 | 209 | 63% | 34,841 | 78% | |||||||||
AlphaVille | Costa do Sol Phase 2 | June | LOT | Rio das Ostras - RJ | 202,528 | 212 | 58% | 29,343 | 13% | |||||||||
2Q08 | Total AUSA | 582,145 | 708 | 58% | 101,877 | 51% | ||||||||||||
AlphaVille | Litoral Norte II | September | LOT | Camaçari - BA | 99,537 | 244 | 63% | 26,737 | 23% | |||||||||
AlphaVille | Manaus Comercial | September | LOT | Manaus - AM | 28,951 | 42 | 60% | 10,600 | 23% | |||||||||
AlphaVille | João Pessoa (acquisition) | September | LOT | João Pessoa - PB | - | - | 100% | 13,600 | 100% | |||||||||
3Q08 | Total AUSA | 128,488 | 286 | 74% | 50,937 | 44% | ||||||||||||
9M08 | Total AUSA | 893,381 | 1,382 | 65% | 211,335 | 48% | ||||||||||||
Gafisa | Costa Maggiore | January | HIG | Cabo Frio - RJ | 4,693 | 30 | 50% | 24,052 | 87% | |||||||||
Gafisa | VP Horto Fase 2 | January | HIG | Salvador - BA | 22,298 | 92 | 50% | 87,807 | 99% | |||||||||
Gafisa | Pablo Picasso | January | HIG | João Pessoa - PB | 4,188 | 12 | 50% | 12,632 | 26% | |||||||||
Gafisa | Nova Petrópolis | March | MHI | São Bernardo - SP | 36,789 | 268 | 100% | 108,479 | 35% | |||||||||
Gafisa | Terraças - Alto da Lapa | March | MHI | São Paulo - SP | 23,248 | 182 | 100% | 72,701 | 67% | |||||||||
Gafisa | Raízes Granja Viana | March | MHI | Cotia - SP | 8,641 | 35 | 50% | 25,994 | 32% | |||||||||
Gafisa | Verdemar | March | MHI | Guarujá - SP | 13,084 | 80 | 100% | 44,479 | 52% | |||||||||
Gafisa | London Green Fase 2 | March | HIG | Niterói - RJ | 15,009 | 140 | 100% | 54,719 | 72% | |||||||||
Gafisa | Carpe Diem | March | MHI | Rio de Janeiro - RJ | 10,012 | 91 | 80% | 29,461 | 46% | |||||||||
Gafisa | Magnific | March | HIG | Goiânia - GO | 9,225 | 27 | 100% | 30,458 | 61% | |||||||||
1Q08 | Total Gafisa | 147,188 | 956 | 78% | 490,782 | 61% | ||||||||||||
Gafisa | Reserva Laranjeiras | April | HIG | Rio de Janeiro - RJ | 11,740 | 108 | 100% | 61,818 | 97% | |||||||||
Gafisa | Carpe Diem - Belém | May | MHI | Belém -PA | 9,766 | 63 | 70% | 32,457 | 47% |
Page: 68
Company | Project | Launch Date |
Segment | Location | Area (sqm) |
Units (Co %) |
Company Stake | PSV (Co %) |
% Sold upto Sep/08 | |||||||||
Gafisa | Grand Park Águas Fase 2 | May | MID | São Luis - MA | 6,480 | 75 | 50% | 15,051 | 36% | |||||||||
Gafisa | Fontes do Atlântico | May | HIG | Maceió - AL | 10,371 | 18 | 100% | 47,387 | 21% | |||||||||
Gafisa | Parque Barueri | May | MID | Barueri - SP | 58,437 | 677 | 100% | 151,968 | 44% | |||||||||
Gafisa | Manhattan Square (Walll Street) | June | COM | Salvador - BA | 12,902 | 358 | 50% | 56,376 | 35% | |||||||||
Gafisa | Manhattan Square (Soho) | June | MHI | Salvador - BA | 14,463 | 135 | 50% | 48,403 | 14% | |||||||||
Gafisa | Manhattan Square (Tribeca) | June | MHI | Salvador - BA | 18,940 | 311 | 50% | 63,528 | 18% | |||||||||
Gafisa | Reserva Santa Cecília Fase 2 | June | MHI | Volta Redonda - RJ | 8,350 | 92 | 100% | 23,835 | 3% | |||||||||
Gafisa | Mistral | June | MHI | Belém -PA | 10,394 | 140 | 70% | 33,987 | 30% | |||||||||
Gafisa | Terraças Tatuapé | June | MHI | São Paulo - SP | 14,386 | 105 | 100% | 48,660 | 20% | |||||||||
Gafisa | Grand Park Árvores Fase 2 | June | MID | São Luis - MA | 5,576 | 75 | 50% | 12,083 | 57% | |||||||||
2Q08 | Total Gafisa | 181,805 | 2,157 | 74% | 595,551 | 38% | ||||||||||||
Gafisa | MontBlanc | July | HIG | São Paulo - SP | 24,383 | 90 | 80% | 106,353 | 18% | |||||||||
Gafisa | Mandala | July | HIG | Fortaleza - CE | 13,156 | 107 | 79% | 41,776 | 10% | |||||||||
Gafisa | Ecolive | August | HIG | Curitiba - PR | 12,255 | 122 | 100% | 40,427 | 44% | |||||||||
Gafisa | Parque Maceió | August | AEL | Maceió - AL | 6,242 | 118 | 50% | 11,626 | 34% | |||||||||
Gafisa | Alegria | September | MID | Guarulhos - SP | 29,199 | 278 | 100% | 78,855 | 37% | |||||||||
Gafisa | Quintas do Pontal | September | HIG | Rio de Janeiro - RJ | 21,915 | 91 | 100% | 79,505 | 17% | |||||||||
Gafisa | Laguna di Mare | September | HIG | Rio de Janeiro - RJ | 13,963 | 117 | 80% | 57,511 | 10% | |||||||||
Gafisa | Dubai | September | MHI | São Luis - MA | 9,658 | 120 | 50% | 31,888 | 12% | |||||||||
Gafisa | Reserva do Bosque | September | HIG | Porto Velho - RO | 8,303 | 67 | 50% | 24,485 | 73% | |||||||||
Gafisa | Nouvelle | September | HIG | Aracaju - SE | 5,367 | 12 | 100% | 27,190 | 7% | |||||||||
3Q08 | Total Gafisa | 144,442 | 1,121 | 79% | 499,616 | 23% | ||||||||||||
9M08 | Total Gafisa | 473,435 | 4,234 | 77% | 1,585,950 | 40% | ||||||||||||
BN | Camaçari | July | AEL | Camaçari - BA | 233,507 | 650 | 50% | 25,311 | 45% | |||||||||
3Q08 | Total Bairro Novo | 233,507 | 650 | 50% | 25,311 | 45% | ||||||||||||
9M08 | Total Bairro Novo | 233,507 | 650 | 50% | 25,311 | 45% | ||||||||||||
1Q08 | TOTAL | 341,035 | 1,493 | 577,888 | ||||||||||||||
2Q08 | TOTAL | 880,075 | 4,806 | 952,693 | ||||||||||||||
3Q08 | TOTAL | 599,035 | 3,576 | 762,450 | ||||||||||||||
9M08 | TOTAL | 1,820,145 | 9,875 | 2,293,032 | ||||||||||||||
Page: 69
The following table sets forth the financial completion of the construction in progress and the related revenue recognized during the quarter ended on September 30, 2008:
Company | Development | Launch Date | Area (sqm) | Final | Compleition | % Sold Accumulated | Revenues Recognized R$000 | Company Stake | ||||||||||||
3Q08 | 3Q07 | 3Q08 | 3Q07 | 3Q08 | 3Q07 | |||||||||||||||
BN | Cotia Phase 1 | dec-07 | 14,144 | 79% | - | 70% | - | 1,827 | - | 50% | ||||||||||
BN | Cotia Phase 2 | dec-07 | 9,473 | 43% | - | 59% | - | 2,718 | - | 50% | ||||||||||
BN | Camaçari Phase 1 | jul-08 | 13,301 | 35% | - | 60% | - | 2,209 | - | 50% | ||||||||||
BN | Camaçari Phase 2 | jul-08 | 19,979 | 15% | - | 61% | - | 1,319 | - | 50% | ||||||||||
BN | Total | 8,072 | - | 50% | ||||||||||||||||
AlphaVille | Jacuhy | dec-07 | 1,082,050 | 28% | - | 96% | - | 13,417 | - | 65% | ||||||||||
AlphaVille | Recife | aug-06 | 395,224 | 94% | 38% | 94% | 94% | 2,687 | 1,354 | 65% | ||||||||||
AlphaVille | RiodasOstras | sep-07 | 690,448 | 34% | - | 96% | - | 7,142 | - | 58% | ||||||||||
AlphaVille | CampoGrande | mar-07 | 517,869 | 90% | 39% | 75% | 48% | 4,998 | 2,382 | 67% | ||||||||||
AlphaVille | Gravataí | jun-06 | 1,309,397 | 96% | 41% | 98% | 40% | 2,589 | 2,100 | 64% | ||||||||||
AlphaVille | Eusébio | sep-05 | 534,314 | 99% | 74% | 81% | 60% | 1,384 | 4,992 | 65% | ||||||||||
AlphaVille | Salvador2 | feb-06 | 853,344 | 97% | 46% | 97% | 88% | 6,099 | 5,022 | 55% | ||||||||||
AlphaVille | BurleMarx | mar-05 | 1,305,022 | 97% | 69% | 33% | 21% | 1,272 | 2,601 | 50% | ||||||||||
AlphaVille | Londrina2 | dec-07 | 377,650 | 34% | - | 49% | - | 2,944 | - | 63% | ||||||||||
AlphaVille | Cuiabá2 | may-08 | 256,813 | 24% | - | 33% | - | 1,976 | - | 60% | ||||||||||
AlphaVille | Araçagy | aug-07 | 236,118 | 52% | 25% | 90% | 85% | 1,854 | 4,922 | 50% | ||||||||||
AlphaVille | Natal | feb-05 | 1,028,722 | 100% | 97% | 100% | 100% | 3,134 | (2,056) | 63% | ||||||||||
AlphaVille | Others | 12,875 | 25,740 | |||||||||||||||||
Total | 62,368 | 47,058 | ||||||||||||||||||
Page: 70
1 - CVM CODE 01610-1 |
2 - COMPANY NAME GAFISA S/A |
3 - CNPJ (Federal Tax ID) 01.545.826/0001-07 |
08.01 - Commentary of the Developing Highlights at the quarter |
Company | Development | Launch Date |
Area (sqm) |
Final Compleition | % Sold Accumulated | Revenues Recognized R$000 | Company Stake | |||||||||||||
3Q08 | 3Q07 | 3Q08 | 3Q07 | 3Q08 | 3Q07 | |||||||||||||||
Fit | JAÇANÃ | mar-07 | 11,157 | 96% | 18% | 98% | 85% | 2,392 | 1,796 | 100% | ||||||||||
Fit | COQUEIROI | sep-07 | 16,603 | 37% | - | 96% | - | 3,898 | - | 100% | ||||||||||
Fit | CITTÁIMBUI | sep-07 | 13,389 | 29% | - | 96% | - | 1,955 | - | 50% | ||||||||||
Fit | COQUEIROII | sep-07 | 14,520 | 19% | - | 97% | - | 2,150 | - | 80% | ||||||||||
Fit | VILAAUGUSTA | out-07 | 16,223 | 25% | - | 91% | - | 1,836 | - | 100% | ||||||||||
Fit | JARAGUÁ | out-07 | 11,582 | 58% | - | 95% | - | 4,934 | - | 100% | ||||||||||
Fit | MARIAINÊS | dec-07 | 14,535 | 40% | - | 57% | - | 1,164 | - | 60% | ||||||||||
Fit | TABOÃO | dec-07 | 16,298 | 42% | - | 97% | - | 4,572 | - | 100% | ||||||||||
Fit | MIRANTEDOSOL | dec-07 | 19,224 | 19% | - | 47% | - | 894 | - | 100% | ||||||||||
Fit | JARDIMBOTÂNICO | dec-07 | 11,083 | 48% | - | 90% | - | 1,738 | - | 55% | ||||||||||
Fit | JDBOTÂNICOFASE2 | dec-07 | 11,083 | 28% | - | 95% | - | 1,988 | - | 55% | ||||||||||
Fit | GrandPark | dec-07 | 28,447 | 0% | - | 41% | - | (43) | - | 50% | ||||||||||
Fit | VilaAllelgro | feb-08 | 22,422 | 10% | - | 68% | - | - | - | 50% | ||||||||||
Fit | TERRABONITA | apr-08 | 22,269 | 10% | - | 13% | - | 305 | - | 51% | ||||||||||
Fit | CITTÁLAURODEFREITAS | may-08 | 17,652 | 17% | - | 78% | - | 1,347 | - | 50% | ||||||||||
Fit | PARQUEDALAGOINHA | jun-08 | 13,633 | 15% | - | 24% | - | 979 | - | 75% | ||||||||||
Fit | MIRANTEDOPARQUE | jun-08 | 31,030 | 7% | - | 50% | - | 1,485 | - | 60% | ||||||||||
Fit | PALLADIUM | jun-08 | 14,778 | 24% | - | 82% | - | 4,427 | - | 70% | ||||||||||
Fit | JDBOTHÂNICOJOÃOPESSOA | jun-08 | 20,937 | 3% | - | 7% | - | 47 | - | 50% | ||||||||||
Fit | PLANALTO | jun-08 | 25,023 | 22% | - | 49% | - | 5,385 | - | 100% | ||||||||||
Fit | MIRANTEDOLAGO | jun-08 | 31,049 | 1% | - | 10% | - | - | - | 70% | ||||||||||
Fit | VIDANOVA | jul-08 | 16,872 | 1% | - | 2% | - | - | - | 90% | ||||||||||
Fit | BARCELONA | aug-08 | 33,541 | 1% | - | 5% | - | (1) | - | 60% | ||||||||||
Fit | CRISTAL | set-08 | 9,170 | 22% | - | 19% | - | 586 | - | 70% | ||||||||||
Fit | VIVAI | set-08 | 41,529 | 4% | - | 2% | - | - | - | 90% | ||||||||||
Fit | OTHERS | |||||||||||||||||||
Fit | Total | 42,038 | 1,796 |
Page: 71
Company | Development | Launch Date |
Area (sqm) |
Final Compleition | % Sold Accumulated | Revenues Recognized R$000 | Gafisa Stake |
|||||||||||||
3Q08 | 3Q07 | 3Q08 | 3Q07 | 3Q08 | 3Q07 | |||||||||||||||
Gafisa | LONDONGREEN | jul-07 | 44,007 | 44% | 67% | 17,450 | 100% | |||||||||||||
Gafisa | VPAGRIAS | nov-06 | 21,390 | 74% | 39% | 100% | 72% | 12,317 | 6,663 | 100% | ||||||||||
Gafisa | CSFACACIA | jun-07 | 23,461 | 44% | 3% | 95% | 9,801 | 1,160 | 100% | |||||||||||
Gafisa | PENÍNSULAFIT | mar-06 | 24,080 | 91% | 48% | 77% | 57% | 9,361 | 7,132 | 100% | ||||||||||
Gafisa | ESPAÇOJARDINS | may-06 | 28,926 | 80% | 32% | 100% | 99% | 8,923 | 6,479 | 100% | ||||||||||
Gafisa | VP-MIRABILIS | mar-06 | 23,355 | 91% | 59% | 99% | 88% | 8,346 | 10,594 | 100% | ||||||||||
Gafisa | OLIMPICCHAC.SANTOANTONIO | aug-06 | 24,988 | 71% | 37% | 99% | 95% | 8,331 | 6,928 | 100% | ||||||||||
Gafisa | ISLARESIDENCECLUBE | mar-07 | 31,423 | 44% | 16% | 85% | 7,273 | 6,449 | 100% | |||||||||||
Gafisa | RCBPAÇODASÁGUAS | may-06 | 10,836 | 96% | 53% | 97% | 75% | 7,175 | 4,043 | 45% | ||||||||||
Gafisa | NOVAPETRÓPOLIS | mar-08 | 36,789 | 15% | 37% | 6,963 | 100% | |||||||||||||
Gafisa | VPPARIDES | nov-06 | 13,093 | 89% | 58% | 100% | 100% | 6,662 | 4,557 | 100% | ||||||||||
Gafisa | PARCPARADISO | aug-07 | 21,592 | 21% | 8% | 93% | 6,276 | 3,955 | 90% | |||||||||||
Gafisa | COLLORI | nov-06 | 19,731 | 43% | 42% | 93% | 48% | 5,596 | 2,098 | 50% | ||||||||||
Gafisa | TERRAÇASALTODALAPA | mar-08 | 23,248 | 24% | 72% | 5,558 | 100% | |||||||||||||
Gafisa | CSFPARADISO | nov-06 | 16,286 | 58% | 12% | 89% | 75% | 5,506 | 1,356 | 100% | ||||||||||
Gafisa | VILLEDUSOLEIL | oct-06 | 8,920 | 99% | 46% | 67% | 29% | 5,406 | 2,134 | 100% | ||||||||||
Gafisa | ARENA | dec-05 | 29,256 | 98% | 76% | 100% | 100% | 5,210 | 11,287 | 100% | ||||||||||
Gafisa | DELLAGOURBANIZAÇÃO | may-05 | 62,022 | 99% | 60% | 99% | 96% | 5,094 | 7,848 | 100% | ||||||||||
Gafisa | SKYRESIDENCESERVICE | jun-06 | 9,257 | 100% | 74% | 86% | 84% | 5,049 | 3,992 | 50% | ||||||||||
Gafisa | BEACHPARKLIVING | jun-06 | 11,931 | 89% | 23% | 88% | 69% | 4,860 | 3,358 | 80% | ||||||||||
Gafisa | ENSEADADASORQUÍDEAS | jun-07 | 42,071 | 29% | 20% | 66% | 4,718 | 9,324 | 80% | |||||||||||
Gafisa | ESPACIOLAGUNA | aug-06 | 13,091 | 68% | 38% | 76% | 32% | 4,411 | 5,076 | 100% | ||||||||||
Gafisa | VERDEMAR | mar-08 | 13,084 | 22% | 54% | 4,326 | 100% | |||||||||||||
Gafisa | BLUELANDSPE36 | jun-06 | 18,252 | 98% | 65% | 4,137 | 100% | |||||||||||||
Gafisa | OLIMPICBOSQUEDASAÚDE | oct-07 | 19,150 | 44% | 80% | 4,042 | 100% | |||||||||||||
Gafisa | CSFPRÍMULA | jun-07 | 13,897 | 42% | 82% | 3,983 | 100% | |||||||||||||
Gafisa | ACQUARESIDENCE | dec-07 | 35,536 | 34% | 39% | 3,857 | 100% | |||||||||||||
Gafisa | RESERVADOLAGO | feb-07 | 8,449 | 47% | 8% | 75% | 74% | 3,852 | 707 | 50% | ||||||||||
Gafisa | FELICITA | dec-06 | 11,323 | 61% | 20% | 91% | 74% | 3,737 | 1,972 | 100% | ||||||||||
Gafisa | CSFSANTTORINO | aug-06 | 14,979 | 67% | 19% | 100% | 100% | 3,551 | 2,249 | 100% | ||||||||||
Gafisa | TOWNHOME | nov-05 | 8,319 | 97% | 60% | 98% | 60% | 3,346 | 3,904 | 100% | ||||||||||
Gafisa | SUPREMO | aug-07 | 34,864 | 42% | 84% | 3,132 | 100% | |||||||||||||
Gafisa | VISION | dec-07 | 19,712 | 41% | 75% | 2,982 | 100% | |||||||||||||
Gafisa | LUMIAR | feb-05 | 7,193 | 99% | 94% | 94% | 100% | 2,938 | 1,489 | 100% | ||||||||||
Gafisa | SECRETGARDEN | may-07 | 15,344 | 36% | 15% | 66% | 2,920 | 3,200 | 100% | |||||||||||
Gafisa | Magnific | mar-08 | 9,225 | 7% | 63% | 2,834 | 100% | |||||||||||||
Gafisa | MAGIC | oct-07 | 31,487 | 33% | 42% | 2,505 | 100% | |||||||||||||
Gafisa | VIVANCERES.SERVICE | nov-06 | 14,717 | 37% | 76% | 2,341 | 100% | |||||||||||||
Gafisa | OLIMPICCONDOMINIUMRESORT | oct-05 | 21,851 | 100% | 81% | 100% | 100% | 2,143 | 8,886 | 100% | ||||||||||
Gafisa | VISTTAIBIRAPUERA | may-06 | 9,963 | 95% | 59% | 100% | 100% | 2,087 | 4,287 | 100% | ||||||||||
Gafisa | CSFDALIA | jun-07 | 9,000 | 37% | 81% | 2,085 | 100% | |||||||||||||
Gafisa | VPJAZZDUET | set-05 | 13,400 | 100% | 87% | 96% | 88% | 1,997 | 7,635 | 100% | ||||||||||
Gafisa | FITRESIDENCESERVICENITERÓI | aug-06 | 8,523 | 62% | 34% | 86% | 84% | 1,954 | 1,054 | 100% | ||||||||||
Gafisa | GRANDVALLEY | mar-07 | 16,754 | 42% | 62% | 1,951 | 100% | |||||||||||||
Gafisa | ORBIT | aug-07 | 11,332 | 17% | 30% | 1,927 | 100% | |||||||||||||
Gafisa | VPHORTO-FASE1(OAS) | oct-07 | 22,281 | 38% | 100% | 1,903 | 50% | |||||||||||||
Gafisa | ICARAÍCORPORATE | dec-06 | 5,683 | 50% | 33% | 94% | 85% | 1,793 | 1,486 | 100% | ||||||||||
Gafisa | CARPEDIEMBELÉM | may-08 | 9,766 | 12% | 47% | 1,741 | 70% | |||||||||||||
Gafisa | THEHOUSE | oct-05 | 5,313 | 100% | 38% | 96% | 96% | 1,666 | 1,507 | 100% | ||||||||||
Gafisa | SUNSPECIALRESIDENCESERVICE | mar-05 | 21,189 | 100% | 87% | 99% | 83% | 1,665 | 6,130 | 100% | ||||||||||
Gafisa | GRANDVALLEYNITERÓI-FASE1 | oct-07 | 17,905 | 20% | 91% | 1,605 | 100% | |||||||||||||
Gafisa | PRIVILEGERESIDENCIALSPE | set-07 | 12,938 | 20% | 81% | 1,568 | 80% | |||||||||||||
Gafisa | RUADASLARANJEIRAS29 | apr-08 | 11,740 | 47% | 98% | 1,534 | 100% | |||||||||||||
Gafisa | MIRANTEDORIO | oct-06 | 4,875 | 65% | 21% | 100% | 100% | 1,510 | 2,210 | 60% | ||||||||||
Gafisa | PALMD'OR | set-05 | 8,493 | 99% | 75% | 100% | 100% | 1,475 | 4,055 | 100% | ||||||||||
Gafisa | GRANDVALLEYNITERÓI-FASE2 | nov-07 | 7,031 | 18% | 46% | 1,467 | 100% | |||||||||||||
Gafisa | COSTAPARADISO | apr-05 | 63,041 | 100% | 79% | 1,444 | 100% | |||||||||||||
Gafisa | JATIUCA | jun-07 | 20,585 | 9% | 31% | 1,390 | 50% | |||||||||||||
Gafisa | SOLARESDAVILAMARIA | dec-07 | 13,376 | 19% | 100% | 1,361 | 100% | |||||||||||||
Gafisa | Others | 10,122 | 109,161 | |||||||||||||||||
Gafisa | Total | 261,155 | 264,365 | |||||||||||||||||
TOTAL | 373,632 | 313,219 |
Page: 72
Consolidated Statement of Income
R$ 000 | 3Q08 | 2Q08(1) | 1Q08(1) | 3Q07(1) | 3Q08 x 2Q08 | 3Q08 x 3Q07 | ||||||
Gross Operating Revenue | 388,769 | 461,971 | 343,911 | 325,628 | (15.8%) | 19.4% | ||||||
Real Estate Development and Sales | 385,562 | 452,346 | 343,543 | 314,214 | (14.8%) | 22.7% | ||||||
Construction and Services Rendered | 3,207 | 9,625 | 368 | 11,414 | (66.7%) | (71.9%) | ||||||
Deductions | (15,137) | (17,591) | (12,043) | (12,409) | (13.9%) | 22.0% | ||||||
Net Operating Revenue | 373,632 | 444,380 | 331,868 | 313,219 | (15.9%) | 19.3% | ||||||
Operating Costs | (242,839) | (298,392) | (221,042) | (219,038) | (18.6%) | 10.9% | ||||||
Gross profit | 130,793 | 145,988 | 110,826 | 94,181 | (10.4%) | 38.9% | ||||||
Operating Expenses | (66,450) | (69,797) | (56,206) | (44,882) | (4.8%) | 48.1% | ||||||
Selling Expenses | (40,055) | (34,811) | (24,047) | (18,941) | 15.1% | 111.5% | ||||||
General and Administrative Expenses | (23,680) | (33,209) | (31,729) | (28,173) | (28.7%) | (15.9%) | ||||||
Equity Income | - | - | - | 33 | - | (100%) | ||||||
Other Operating Revenues | (2,715) | (1,777) | (430) | 2,199 | 52.8% | (223.5%) | ||||||
EBITDA | 64,343 | 76.191 | 54,620 | 49,299 | (15.6%) | 30.5% | ||||||
- | ||||||||||||
Depreciation and Amortization | (5,346) | (1,622) | (1,750) | (1,986) | 229.6% | 169.2% | ||||||
EBIT | 58,997 | 74,569 | 52,870 | 47,313 | (20.9%) | 24.7% | ||||||
Financial Income | 20.928 | 29,117 | 14,343 | 11,543 | (28.1%) | 81.3% | ||||||
Financial Expenses | (6.185) | (8,727) | (8,105) | (14,959) | (29.1%) | (58.7%) | ||||||
Income Before Taxes on Income | 73,740 | 94,959 | 59,108 | 43,897 | (22.3%) | 68.0% | ||||||
Deferred Taxes | (10,071) | (14,787) | (8,703) | (6,744) | (31.9%) | 49,3% | ||||||
Income Tax and Social Contribution | (5,814) | (4,877) | (3,762) | (1,987) | 19.2% | (192,6%) | ||||||
Income After Taxes on Income | 57,855 | 75,295 | 46,643 | 35,166 | (23.2%) | 64.5% | ||||||
Minority Shareholders | (19.885) | (16,346) | (3,781) | (2,777) | 21.7% | 616.1% | ||||||
Net Income | 37,970 | 58,949 | 42,862 | 32,389 | (35.6%) | 17.2% | ||||||
Net Income Per Share | 0.29 | 0.46 | 0.32 | 0.25 | ||||||||
(1) 1Q08, 2Q08 and 2007 adjusted to include land swaps.
Page: 73
Consolidated Statement of Income
R$ 000 | 9M08(1) | 9M07(1) | 9M08 x 9M07 | |||
Gross Operating Revenue | 1,194,651 | 851,464 | 40.3% | |||
Real Estate Development and Sales | 1,181,450 | 831,109 | 42.2% | |||
Construction and Services Rendered | 13,201 | 20,355 | (35.1%) | |||
Deductions | (44,772) | (37,384) | 19.8% | |||
Net Operating Revenue | 1,149,879 | 814,080 | 41.2% | |||
Operating Costs | (762,273) | (568,804) | 34.0% | |||
Gross profit | 387,606 | 245,276 | 58.0% | |||
Operating Expenses | (192,452) | (118,298) | 62.7% | |||
Selling Expenses | (98,913) | (48,277) | 104.9% | |||
General and Administrative Expenses | (88,618) | (74,453) | 19.0% | |||
Equity Income | - | (263) | (100%) | |||
Other Operating Revenues | (4,921) | 4,695 | (204.8%) | |||
EBITDA | 195,154 | 126,978 | 53.7% | |||
Depreciation and Amortization | (8,719) | (12,564) | (30.6%) | |||
Extraordinary Expenses | - | (30,174) | (100%) | |||
EBIT | 186,435 | 84,240 | 121.3% | |||
Financial Income | 64,389 | 35,260 | 82.6% | |||
Financial Expenses | (23,017) | (50,307) | (54.2%) | |||
Income Before Taxes on Income | 227,807 | 69,193 | 229.2% | |||
Deferred Taxes | (33,561) | (2,592) | 1,194.8% | |||
Income Tax and Social Contribution | (14,453) | (5,352) | 170.0% | |||
Income After Taxes on Income | 179,793 | 61,249 | 193.5% | |||
Minority Shareholders | (40,012) | (6,221) | 543.2% | |||
Net Income | 139,781 | 55,028 | 154.0% | |||
Net Income Per Share | 1.08 | 0.43 | ||||
(1) 1Q08, 2Q08 and 2007 adjusted to include land swaps.
Page: 74
Consolidated Balance Sheet
R$ 000 | 3Q08 | 2Q08(1) | 1Q08(1) | 3Q07(1) | 3Q08 x 2Q08 | 3Q08 x 3Q07 | ||||||
ASSETS | ||||||||||||
Current Assets | ||||||||||||
Cash and banks | 36,478 | 22,896 | 47,614 | 30,454 | 59.3% | 19.8% | ||||||
Financial investments | 753,847 | 752,113 | 674,771 | 341,638 | 0.2% | 120.7% | ||||||
Receivables from clients | 861,283 | 827,556 | 662,307 | 501,205 | 4.1% | 71.8% | ||||||
Properties for sale | 1,443,812 | 1,310,114 | 1,146,282 | 752,445 | 10.2% | 91.9% | ||||||
Other accounts receivable | 167,242 | 153,245 | 133,205 | 119,062 | 9.1% | 40.5% | ||||||
Deferred selling expenses | 46,079 | 29,764 | 40,012 | 24,757 | 54.8% | 86.1% | ||||||
Prepaid expenses | 17,892 | 12,912 | 11,021 | 7,921 | 38.6% | 125.9% | ||||||
3,326,633 | 3,108,600 | 2,715,212 | 1,777,482 | 7.0% | 87.2% | |||||||
Long-term Assets | ||||||||||||
Receivables from clients | 745,464 | 732,753 | 578,475 | 384,934 | 1.7% | 93.7% | ||||||
Properties for sale | 167,860 | 86,964 | 141,232 | 85,644 | 93.0% | 96.0% | ||||||
Deferred selling expenses | 10,913 | 5,900 | 4,621 | 4,379 | 85.0% | 149.2% | ||||||
Deferred taxes | 55,080 | 61,670 | 69,938 | 77,316 | (10.7%) | (28.8%) | ||||||
Other | 65,960 | 48,026 | 49,770 | 42,738 | 37.3% | 54.3% | ||||||
1,045,277 | 935,313 | 844,036 | 595,011 | 11.8% | 75.7% | |||||||
Permanent Assets | ||||||||||||
Investments | 202,674 | 206,232 | 209,450 | 167,574 | (1.7%) | 20.9% | ||||||
Properties and equipment | 32,213 | 32,891 | 28,967 | 21,396 | (2.1%) | 50.6% | ||||||
234,887 | 239,123 | 238,417 | 188,970 | (1.8%) | 24.3% | |||||||
Total Assets | 4,606,797 | 4,283,036 | 3,797,665 | 2,561,463 | 7.6% | 79.9% | ||||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||||||
Current Liabilities | ||||||||||||
Loans and financings | 280,728 | 122,555 | 82,964 | 31,731 | 129.1% | 784.7% | ||||||
Debentures | 16,190 | 14,229 | 2,312 | 2,043 | 13.8% | 692.5% | ||||||
Real estate development obligations | - | - | - | - | - | |||||||
Obligations for purchase of land | 243,372 | 283,945 | 200,497 | 166,286 | (14.3%) | 46.4% | ||||||
Materials and service suppliers | 107,668 | 122,452 | 115,794 | 78,655 | (12.1%) | 36.9% | ||||||
Taxes and contributions | 102,115 | 90,989 | 79,870 | 68,415 | 12.3% | 49.3% | ||||||
Taxes, payroll charges and profit sharing | 24,277 | 34,496 | 36,292 | 29,929 | (29.6%) | (18.9%) | ||||||
Advances from clients - real estate, | 260,021 | 241,783 | 228,070 | 168,637 | 7.5% | 54.2% | ||||||
Dividends | - | 10 | 26,981 | - | (100%) | - | ||||||
Other | 75,131 | 101,930 | 114,995 | 21,205 | (26.3%) | 254.3% | ||||||
1,109,502 | 1,012,389 | 887,775 | 566,901 | 9.6% | 95.7% | |||||||
Long-term Liabilities | ||||||||||||
Loans and financings | 590,229 | 457,371 | 465,691 | 102,773 | 29.0% | 474.3% | ||||||
Debentures | 490,000 | 490,000 | 240,000 | 240,000 | 0.0% | 104.2% | ||||||
Obligations for purchase of land | 200,794 | 179,088 | 156,393 | 28,600 | 12.1% | 602.1% | ||||||
Deferred taxes | 90,618 | 87,140 | 80,583 | 62,407 | 4.0% | 45.2% | ||||||
Unearned income from property sales | - | - | - | 637 | - | - | ||||||
Other | 358,147 | 342,983 | 332,597 | 48,129 | 4.4% | 644.1% | ||||||
1,729,788 | 1,556,582 | 1,275,264 | 482,546 | 11.1% | 258.5% | |||||||
Deferred Income | ||||||||||||
Deferred income on acquisition of subsidiary | 24,800 | 26,589 | 29,406 | - | (6.7%) | - | ||||||
Minority Shareholders | 54,111 | 44,397 | 21,090 | 14,154 | 21.9% | 282.3% | ||||||
Shareholders' Equity | ||||||||||||
Capital | 1,229,518 | 1,221,971 | 1,221,971 | 1,220,542 | 0.6% | 0.7% | ||||||
Treasury shares | (18,050) | (18,050) | (18,050) | (18,050) | 0.0% | 0.0% | ||||||
Capital reserves | 167,276 | 167,276 | 167,276 | 167,276 | 0.0% | 0.0% | ||||||
Revenue reserves | 309,852 | 271,882 | 212,933 | 128,094 | 14.0% | 141.9% | ||||||
1,688,596 | 1,643,079 | 1,584,130 | 1,497,862 | 2.8% | 12.7% | |||||||
Liabilities and Shareholders' Equity | 4,606,797 | 4,283,036 | 3,797,665 | 2,561,463 | 7.6% | 79.9% | ||||||
(1) 1Q08, 2Q08 and 2007 adjusted to include land swaps.
Page: 75
Statement of Cash Flows
3Q08 | 2Q08(1) | 1Q08(1) | 9M08(1) | 3Q07(1) | ||||||
Net income (loss) | 37,970 | 58,949 | 42,862 | 139,781 | 32,389 | |||||
Expenses (income) not affecting working capital | ||||||||||
Depreciation and amortization | 3,577 | 1,221 | 42.568 | 9,366 | 1,986 | |||||
Amortization of negative goodwill | 1,769 | 401 | (2,817) | (647) | (345) | |||||
Unrealized interest and charges, net | 51,278 | 17,117 | 27,088 | 95,483 | (2) | |||||
Deferred taxes | 10,071 | 14,787 | 8,703 | 33,561 | 6,744 | |||||
Minority interest | 9,714 | 23,308 | 3,867 | 36,889 | 10,538 | |||||
Decrease (increase) in assets | ||||||||||
Trade accounts receivable | (46,438) | (319,528) | (176,245) | (542,211) | (123,821) | |||||
Properties for sale | (214,594) | (109,432) | (223,385) | (547,411)(123,821) | (123,821)(111,888) | |||||
Other receivables | (39,639) | (19,828) | (40,691) | (100,158)(111,888) | (111,888)(4,347) | |||||
Deferred selling expenses | (10,416) | 8,969 | (7,611) | (9,058) | (3,877) | |||||
Prepaid expenses | (4,979) | (1,892) | (2,197) | (9,068) | 5,317 | |||||
Decrease (increase) in liabilities | ||||||||||
Obligations for purchase of land | - | - | - | - | (1,543) | |||||
Obligations for purchase of real estate | (18,867) | 106,142 | 120,650 | 207,295 | 72,472 | |||||
Taxes and contributions | 11,147 | 10,952 | 8,009 | 30,108 | 7,688 | |||||
Tax, labor and other contingencies | 1,888 | 522 | - | 2,410 | (44) | |||||
Trade accounts payable | (14,785) | 6,659 | 29,085 | 20,959 | 3,018 | |||||
Advances from customers | 18,236 | 13,714 | 10,750 | 42,700 | (20,677) | |||||
Payroll, charges and provision for bonuses payable | (10,219) | (1,796) | (2,221) | (14,236) | 8,788 | |||||
Other accounts payable | (17,355) | 2,568 | (7,258) | (22,045) | (3,121) | |||||
Credit assignments payable | 53 | (4,394) | 46,094 | 41,753 | (520) | |||||
Income (expenses) from sales to appropriate | - | - | (64) | (64) | (416) | |||||
Cash used in operating activities | (231,589) | (191,561) | (160,813) | (583,963) | (121,661) | |||||
(121,661) | (121,661) | |||||||||
Investing activities | ||||||||||
Purchase of property and equipment and deferred charges | (2,900) | (5,145) | (6,125) | (14,170) | (8,213) | |||||
Acquisition of investments | - | - | 238 | 238 | 136 | |||||
Cash used in investing activities | (2,900) | (5,145) | (5,887) | (13,932) | (8,077) | |||||
Financing activities | ||||||||||
Capital increase | 7,547 | - | 125 | 7,672 | 52 | |||||
Increase in loans and financing | 303,037 | 293,475 | 398,490 | 995,002 | 23,458 | |||||
Repayment of loans and financing | (61,322) | (17,404) | (23,969) | (102,695) | (18,104) | |||||
Assignment of credits receivable, net | 552 | 229 | (8) | 773 | 408 | |||||
2007 Dividends | (10) | (26,970) | - | (26,980) | - | |||||
Net cash provided by financing activities | 249,804 | 249,330 | 374,638 | 873,772 | 5,814 | |||||
Net increase (decrease) in cash and banks and financial investments | 15,315 | 52,624 | 207,938 | 275,887 | (123,924) | |||||
Cash and banks | ||||||||||
At the beginning of the period | 775,009 | 722,385 | 514,447 | 514,447 | 496,016 | |||||
At the end of the period | 790,324 | 775,009 | 722,385 | 790,324 | 372,092 | |||||
Net increase (decrease) in cash and banks and (1) financial investments |
15,315 | 52,624 | 207,398 | 275,877 | (123,924) | |||||
1Q08, 2Q08 and 2007 adjusted to include land swaps.
Page: 76
16.01 - OTHER RELEVANT INFORMATION |
1. SHAREHOLDERS HOLDING MORE THAN 5% OF THE VOTING CAPITAL AND TOTAL NUMBER OF OUTSTANDING SHARES
9/30/2008 | ||||||||||
Common Shares | Total Shares | |||||||||
Shareholder | Country | Shares | % | Shares | % | |||||
EIP BRAZIL HOLDINGS LLC | USA | 18,229,605 | 13.70% | 18,229,605 | 13.70% | |||||
FMR LLC (FIDELITY) | USA | 16,063,990 | 12.07% | 16,063,990 | 12.07% | |||||
MORGAN STANLEY & CO. | USA | 16,381,988 | 12.31% | 16,381,988 | 12.31% | |||||
Treasury Shares | 3,124,972 | 2.35% | 3,124,972 | 2.35% | ||||||
Others | 79,286,963 | 59.58% | 79,286,963 | 59.58% | ||||||
Total shares | 133,087,518 | 100.00% | 133,087,518 | 100.00% | ||||||
9/30/2007 | ||||||||||
Common Shares | Total Shares | |||||||||
Shareholder | Country | Shares | % | Shares | % | |||||
EIP BRAZIL HOLDINGS LLC | USA | 18,229,605 | 13.77% | 18,229,605 | 13.77% | |||||
Treasury Shares | 3,124,972 | 2.36% | 3,124,972 | 2.36% | ||||||
Others | 111,030,302 | 83.87% | 111,030,302 | 83.87% | ||||||
Total shares | 132,384,879 | 100.00% | 132,384,879 | 100.00% | ||||||
Page: 77
2. SHARES HELD BY PARENT COMPANIES, MANAGEMENT AND BOARD
9/30/2008 | ||||||||||
Common Shares | Total Shares | |||||||||
Shareholder | Country | Shares | % | Shares | % | |||||
Shareholders holding effective | ||||||||||
control of the Company | USA | 18,229,605 | 13.70% | 18,229,605 | 13.70% | |||||
Board of Directors | 16,222 | 0.01% | 16,222 | 0.01% | ||||||
Executive Directors | 1,423,040 | 1.07% | 1,423,040 | 1.07% | ||||||
Effective control, shares, board members and officers | 19,668,867 | 14.78% | 19,668,867 | 14.78% | ||||||
Treasury Shares | 3,124,972 | 2.35% | 3,124,972 | 2.35% | ||||||
Outstanding shares in the | ||||||||||
market (*) | 110,293,679 | 82.87% | 110,293,679 | 82.87% | ||||||
Total shares | 133,087,518 | 100.00% | 133,087,518 | 100.00% | ||||||
9/30/2007 | ||||||||||
Common Shares | Total Shares | |||||||||
Shareholder | Country | Shares | % | Shares | % | |||||
Shareholders holding effective | ||||||||||
control of the Company | USA | 18,229,605 | 13.77% | 18,229,605 | 13.77% | |||||
Board of Directors | 1,050,551 | 0.79% | 1,050,551 | 0.79% | ||||||
Executive Directors | 1,058,651 | 0.80% | 1,058,651 | 0.80% | ||||||
Effective control, shares, board members and officers | 20,338,807 | 15.36% | 20,338,807 | 15.36% | ||||||
Treasury Shares | 3,124,972 | 2.36% | 3,124,972 | 2.36% | ||||||
Outstanding shares in the | ||||||||||
market (*) | 108,921,100 | 82.28% | 108,921,100 | 82.28% | ||||||
Total shares | 132,384,879 | 100.00% | 132,384,879 | 100.00% | ||||||
(*) Excludes shares of effective control, management, board and treasury.
Page: 78
3. COMMITMENT CLAUSE
The Company, its shareholders, directors and board members undertake to settle, through arbitration, any and all disputes or controversies that may arise between them, related to or originating from, particularly, the application, validity, effectiveness, interpretation, breach and the effects thereof, of the provisions of Law No. 6404/76, the Company's By-Laws, rules determined by the Brazilian Monetary Council (CMN), by the Central Bank of Brazil and by the Brazilian Securities Commission (CVM), as well as the other rules that apply to the operation of the capital market in general, in addition to those established in the New Market Listing Regulation, Participation in the New Market Contract and in the Arbitration Regulation of the Chamber of Market Arbitration.
Page: 79
17.01 - SPECIAL REVIEW REPORT - WITHOUT EXCEPTIONS |
Review Report of Independent Accountants
To the Management and Shareholders Gafisa S.A.
1 We have carried out a limited review of the accounting information included in the Parent Company and Consolidated Quarterly Information ("ITR") of Gafisa S.A. ("Company") for the quarter ended September 30, 2008, comprising the balance sheet, the statements of income and cash flows, the performance report and the notes to the financial statements. This information is the responsibility of the Company's management.
2 Except for the effects of the matter mentioned in paragraph 3, our review was carried out in accordance with specific standards established by the Institute of Independent Auditors of Brazil (IBRACON), in conjunction with the Federal Accounting Council (CFC), and mainly comprised: (a) inquiries of and discussions with management responsible for the accounting, financial and operating areas of the Company with regard to the main criteria adopted for the preparation of the quarterly information (ITR), and (b) a review of the significant information and of the subsequent events which have, or could have, significant effects on the Company's financial position and operations.
3 The Brazilian Securities Commission (CVM), through its Instruction 469 of May 2, 2008, Article 8, established that assets and liabilities arising from long-term transactions, or short-term ones which produce significant effects, shall be adjusted to their present value based on discount rates that reflect the best current market evaluations as to the cash value over time and the specific risks of the assets and liabilities. As mentioned in Note 3 (v), the Company's management has not completed until the date of this report its studies on the impacts of adjustment to present value of assets and liabilities, as required by CVM Instruction 469 of May 2, 2008; accordingly, we could not reach a conclusion about the possible effect of these adjustments on the financial information contained in this quarterly information (ITR).
Page: 80
4 Based on our limited review, except for the effects, if any, of the matter mentioned in paragraph 3, we are not aware of any material modifications that should be made to the quarterly information referred to above for such information to be stated in accordance with the regulations of the Brazilian Securities Commission (CVM) applicable to the preparation of quarterly information (ITR), including the CVM Instruction 469 of May 2, 2008.
5 As mentioned in Note 3 (v), Law 11638 ("Law") was enacted on December 28, 2007 and is effective as from January 1, 2008. This law amended, revoked and introduced new concepts to Law 6,404/76 (Brazilian Corporate Law) and caused changes in the accounting practices adopted in Brazil. Although the Law is already in effect, the main changes introduced by it depend on the regulation by regulatory bodies for them to be applied by companies. Accordingly, in this phase of transition, the Brazilian Securities Commission (CVM), by means of Instruction 469 of May 2, 2008, allowed the non-application of the provisions of Law 11638/07 in the preparation of the quarterly information (ITR). Therefore, the accounting information contained in the quarterly information (ITR) of the quarter ended September 30, 2008 was prepared in accordance with the specific instructions of CVM and does not consider all the modifications in accounting practices introduced by Law 11638/07.
6 As mentioned in Note 3 (u), on September 30, 2008 the Company chose to adopt in advance, as it is not yet required to - with the respective effects retroactive to all reported periods - its accounting practice of recording bartered units, as provided for in the guidelines of the Accounting Pronouncements Committee (Comitê de Pronunciamentos Contábeis - CPC) (O) - 1 "Real Estate Development Entities" ("Guidelines"). The accounting information contained in the accompanying quarterly information (parent company and consolidated) for the comparative quarters and periods ended September 30, 2007 and period ended June 30, 2008 were appropriately adjusted in relation to the previously reported information.
São Paulo, November 4, 2008
PricewaterhouseCoopers
Auditores Independentes
CRC 2SP000160/O-5
Eduardo Rogatto Luque
Contador CRC 1SP166259/O-4
Page: 81
Gafisa S.A. |
||
By: |
/s/
Alceu Duílio Calciolari |
|
Name: Alceu Duílio Calciolari
Title: Chief Financial Officer |
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 offuture 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 a ctually 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.