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 PUBLIC SERVICE | ||
CVM - BRAZILIAN SECURITIES COMMISSION | ||
ITR - Quarterly Information | Corporate Legislation | |
COMMERCIAL, INDUSTRIAL AND OTHER | Base Date - June 30, 2008 | |
Unaudited |
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 - 19° 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 - 19° andar |
3 - DISTRICT Pinheiros |
4 - ZIP CODE 05425-070 |
5 - CITY São Paulo |
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 - ITR REFERENCE AND AUDITOR INFORMATION
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 | 2 | 4/1/2008 | 6/30/2008 | 1 | 1/1/2008 | 3/31/2008 |
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 6/30/2008 |
2 - PREVIOUS QUARTER 3/31/2008 |
3 - SAME QUARTER, PREVIOUS YEAR 6/30/2007 |
Paid-in Capital | |||
1 - Common | 132,588 | 132,588 | 132,382 |
2 - Preferred | 0 | 0 | 0 |
3 - Total | 132,588 | 132,588 | 132,382 |
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 Operating |
3 - NATURE OF OWNERSHIP National Private |
4 - ACTIVITY CODE 1110 - Civil Construction, Construction material, and Decoration |
5 - MAIN ACTIVITY Real Estate Development |
6 - CONSOLIDATION TYPE Full |
7 - TYPE OF REPORT OF INDEPENDENT AUDITORS With exception |
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 (IN THOUSANDS OF REAIS) |
5 - NATURE OF CHANGE | 7 - NUMBER OF SHARES ISSUED (THOUSANDS) |
8 -SHARE PRICE WHEN ISSUED (IN REAIS) |
01.10 - INVESTOR RELATIONS OFFICER
1- DATE 8/14/2008 |
2 - SIGNATURE |
Page: 3
02.01 - BALANCE SHEET - ASSETS (in thousands of Brazilian reais)
1 - CODE | 2 - DESCRIPTION | 4 - 6/30/2008 | 3 - 3/31/2008 |
1 | Total Assets | 3,725,569 | 3,280,921 |
1.01 | Current Assets | 2,366,158 | 2,005,914 |
1.01.01 | Cash and cash equivalents | 582,461 | 531,472 |
1.01.01.01 | Cash and banks | 6,524 | 27,098 |
1.01.01.02 | Financial investments | 575,937 | 495,422 |
1.01.01.03 | Unrealized gains on derivative financial instruments, net | 0 | 8,952 |
1.01.02 | Credits | 453,771 | 334,035 |
1.01.02.01 | Trade accounts receivable | 453,771 | 334,035 |
1.01.02.01.01 | Receivables from real estate development clients | 419,119 | 306,316 |
1.01.02.01.02 | Receivables from construction and services clients | 34,652 | 27,719 |
1.01.02.01.03 | Other receivables | 0 | 0 |
1.01.02.02 | Sundry credits | 0 | 0 |
1.01.03 | Inventory | 747,278 | 604,415 |
1.01.03.01 | Properties for sale | 747,278 | 604,415 |
1.01.04 | Other | 582,648 | 535,992 |
1.01.04.01 | Deferred selling expenses | 19,697 | 28,668 |
1.01.04.02 | Prepaid expenses | 12,747 | 10,833 |
1.01.04.03 | Judicial deposits | 0 | 0 |
1.01.04.04 | Dividends receivable | 0 | 0 |
1.01.04.05 | Other receivables | 550,204 | 496,491 |
1.02 | Non-current Assets | 1,359,411 | 1,275,007 |
1.02.01 | Long-term receivables | 574,949 | 572,097 |
1.02.01.01 | Sundry credits | 478,438 | 472,811 |
1.02.01.01.01 | Receivables from real estate development clients | 455,037 | 356,392 |
1.02.01.01.02 | Properties for sale | 23,401 | 116,419 |
1.02.01.02 | Receivables from 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 | 96,511 | 99,286 |
1.02.01.03.01 | Deferred income tax and social contribution on net income | 56,089 | 59,605 |
1.02.01.03.02 | Other receivables | 7,443 | 6,702 |
1.02.01.03.03 | Judicial deposits | 27,979 | 27,979 |
1.02.01.03.04 | Dividends receivable | 5,000 | 5,000 |
1.02.02 | Permanent Assets | 784,462 | 702,910 |
1.02.02.01 | Investments | 766,582 | 686,306 |
1.02.02.01.01 | In direct and indirect associated companies | 0 | 0 |
Page: 4
02.01 - BALANCE SHEET - ASSETS (in thousands of Brazilian reais)
1 - CODE | 2 - DESCRIPTION | 4 - 6/30/2008 | 3 - 3/31/2008 |
1.02.02.01.02 | In associated companies - goodwill | 0 | 0 |
1.02.02.01.03 | In subsidiaries | 254,528 | 172,059 |
1.02.02.01.04 | In subsidiaries - goodwill | 203,061 | 205,584 |
1.02.02.01.05 | Other investments | 308,993 | 308,663 |
1.02.02.02 | Property and equipment | 12,701 | 12,110 |
1.02.02.03 | Intangible assets | 5,179 | 4,494 |
1.02.02.04 | Deferred charges | 0 | 0 |
02.02 - BALANCE SHEET - LIABILITIES (in thousands of Brazilian reais)
1 - CODE | 2 - DESCRIPTION | 4 - 6/30/2008 | 3 - 3/31/2008 |
2 | Total Liabilities | 3,725,569 | 3,280,921 |
2.01 | Current Liabilities | 786,378 | 682,792 |
2.01.01 | Loans and financing | 65,564 | 45,343 |
2.01.02 | Debentures | 14,229 | 2,312 |
2.01.03 | Suppliers | 70,532 | 79,669 |
2.01.04 | Taxes, fees and contributions | 55,350 | 48,445 |
2.01.04.01 | PIS contribution | 15,357 | 14,203 |
2.01.04.02 | COFINS contribution | 34,109 | 29,296 |
2.01.04.03 | Installment payments of PIS and COFINS | 3,440 | 3,241 |
2.01.04.04 | Other taxes and contributions payable | 2,444 | 1,705 |
2.01.05 | Dividends payable | 10 | 26,981 |
2.01.06 | Provisions | 1,335 | 1,086 |
2.01.06.01 | Provision for contingencies | 1,335 | 1,086 |
2.01.07 | Accounts payable to related parties | 0 | 0 |
2.01.08 | Other | 579,358 | 478,956 |
2.01.08.01 | Liabilities for real estate developments | 0 | 0 |
2.01.08.02 | Liabilities for purchases of land | 230,897 | 148,292 |
2.01.08.03 | Payroll, profit sharing and related charges | 24,085 | 22,276 |
2.01.08.04 | Advances from clients | 18,662 | 9,860 |
2.01.08.05 | Other liabilities | 305,714 | 298,528 |
2.02 | Non-current Liabilities | 1,307,908 | 1,025,595 |
2.02.01 | Long-term liabilities | 1,282,306 | 997,176 |
2.02.01.01 | Loans and financing | 279,955 | 279,849 |
2.02.01.02 | Debentures | 490,000 | 240,000 |
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 | 512,351 | 477,327 |
2.02.01.06.01 | Liabilities for real estate developments | 0 | 0 |
2.02.01.06.02 | Liabilities for purchases of land | 132,915 | 111,457 |
2.02.01.06.03 | Unearned profit from property sales | 0 | 0 |
2.02.01.06.04 | Deferred income tax and social contribution on net income | 58,963 | 55,888 |
2.02.01.06.05 | Other liabilities | 320,473 | 309,982 |
2.02.02 | Deferred income | 25,602 | 28,419 |
2.04 | Shareholders' Equity | 1,631,283 | 1,572,534 |
2.04.01 | Paid-in capital | 1,203,921 | 1,203,921 |
2.04.01.01 | Capital | 1,221,971 | 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 (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 4 - 6/30/2008 | 3 - 3/31/2008 |
2.04.03.02 | Subsidiaries/direct and indirect associated companies | 0 | 0 |
2.04.04 | Revenue reserves | 159,691 | 159,691 |
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 profits | 63,214 | 63,214 |
2.04.04.06 | Special reserve for undistributed dividends | 0 | 0 |
2.04.04.07 | Other revenue reserves | 0 | 0 |
2.04.05 | Retained earnings | 100,395 | 41,646 |
2.04.06 | Advance for future capital increase | 0 | 0 |
Page: 7
03.01 - STATEMENT OF INCOME (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 -4/1/2008 to 6/30/2008 |
4 - 1/1/2008 to 6/30/2008 |
5 -4/1/2007 to 6/30/2007 |
6 - 1/1/2007 to 6/30/2007 |
3.01 | Gross sales and/or service revenues | 285,055 | 471,857 | 145,138 | 284,725 |
3.01.01 | Real estate development revenues | 276,187 | 461,633 | 136,221 | 273,541 |
3.01.02 | Construction and service revenues | 8,868 | 10,224 | 8,917 | 11,184 |
3.02 | Gross revenue deductions | (8,822) | (14,597) | (7,990) | (15,248) |
3.02.01 | Taxes on real estate sales and services | (8,318) | (13,659) | (6,341) | (11,733) |
3.02.02 | Brokerage fees on sales | (504) | (938) | (1,649) | (3,515) |
3.03 | Net sales and/or service revenues | 276,233 | 457,260 | 137,148 | 269,477 |
3.04 | Cost of sales and/or services | (185,568) | (306,054) | (98,588) | (191,678) |
3.04.01 | Cost of real estate development sales | (185,568) | (306,054) | (98,588) | (191,678) |
3.05 | Gross profit | 90,665 | 151,206 | 38,560 | 77,799 |
3.06 | Operating expenses | (24,365) | (34,824) | (13,410) | (63,865) |
3.06.01 | Selling | (19,344) | (35,841) | (13,158) | (22,688) |
3.06.02 | General and administrative | (20,133) | (38,250) | (14,832) | (27,991) |
3.06.02.01 | Profit sharing | (946) | (3,034) | (2,158) | (4,132) |
3.06.02.02 | Other administrative expenses | (19,187) | (35,216) | (12,674) | (23,859) |
3.06.03 | Financial | 20,000 | 27,405 | 4,375 | (1,900) |
3.06.03.01 | Financial income | 23,309 | 34,402 | 15,360 | 22,813 |
3.06.03.02 | Financial expenses | (3,309) | (6,997) | (10,985) | (24,713) |
3.06.04 | Other operating income | 0 | 0 | 2,482 | 2,044 |
3.06.05 | Other operating expenses | (16,551) | (8,036) | (5,196) | (40,245) |
3.06.05.01 | Depreciation and amortization | (863) | (1,970) | (5,196) | (10,071) |
3.06.05.02 | Extraordinary expenses | 0 | 0 | 0 | (30,174) |
3.06.05.03 | Other operating expenses | (15,688) | (6,066) | 0 | 0 |
3.06.06 | Equity in the earnings of subsidiaries | 11,663 | 19,898 | 12,919 | 26,915 |
3.07 | Operating profit | 66,300 | 116,382 | 25,150 | 13,934 |
3.08 | Non-operating (income) expenses, net | 0 | 0 | 0 | 0 |
3.08.01 | Income | 0 | 0 | 0 | 0 |
3.08.02 | Expenses | 0 | 0 | 0 | 0 |
Page: 8
03.01 - STATEMENT OF INCOME (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 -4/1/2008 to 6/30/2008 |
4 - 1/1/2008 to 6/30/2008 |
5 -4/1/2007 to 6/30/2007 |
6 - 1/1/2007 to 6/30/2007 |
3.09 | Profit before taxation and profit sharing | 66,300 | 116,382 | 25,150 | 13,934 |
3.10 | Provision for income tax and social contribution on net income | (462) | (678) | 0 | 0 |
3.11 | Deferred income taxes | (6,529) | (14,189) | 7,552 | 6,774 |
3.12 | Statutory profit sharing/contributions | (560) | (1,120) | (560) | (1,120) |
3.12.01 | Proft sharing | (560) | (1,120) | (560) | (1,120) |
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 | 58,749 | 100,395 | 32,142 | 19,588 |
NUMBER OF SHARES OUTSTANDING EXCLUDING TREASURY SHARES (in thousands) | 129,463 | 129,463 | 129,257 | 129,257 | |
NET INCOME PER SHARE (Reais) | 0.45379 | 0.77547 | 0.24867 | 0.15154 | |
LOSS PER SHARE (Reais) |
Page: 9
01610-1 GAFISA S/A | 01.545.826/0001/07 | |
04.01 - NOTES TO QUARTERLY INFORMATION | ||
Page: 10
(In thousands of reais unless otherwise indicated)
1 Operations
Gafisa S.A. ("Gafisa" or the "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. Among the Company's subsidiaries, we highlight Gafisa Vendas Intermediação Imobiliária Ltda., a real estate broker that is focused on domestic sales and promotion of the ventures launched by the Company and its subsidiaries.
In an investment agreement and other covenants ("Agreement") entered into on October 2, 2006 between Alphaville Participações S.A. ("Alphaville"), its shareholders ("Shareholders") and Gafisa S.A., the Company acquired 60% of the capital of Alphaville Urbanismo S.A. ("AUSA") (Note 3 (k)), a company whose core business is to identify, develop and sell residential condominiums throughout Brazil by means of subscription and purchase. 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 based on consolidated balance sheets and discounted cash flows to be carried out according to the Agreement until 2012.
In March 2007, the Company completed a Public Offer of Shares 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 shares of R$ 30,174 were recorded in the period ended June 30, 2007.
Also, the Company started its operations in the lower income real estate market through its subsidiary FIT Residencial Empreendimentos Imobiliários Ltda. ("FIT Residential").
In October 2007, Gafisa completed the acquisition of 70% of the voting capital of Cipesa Engenharia S.A. ("Cipesa") (Note 3(k)), a real estate developer in the state of Alagoas.
Page: 11
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.
2 Presentation of the Quarterly Information
This quarterly information was approved by the Board of Directors in their meeting held on August 13, 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 Quarterly Information (ITR), including CVM Instruction 469 of May 2, 2008 (Note 3(t)).
The consolidated statements of cash flows were prepared according to Accounting Rules and Practices # 20 (NPC 20) of the Institute of Independent Auditors of Brazil (IBRACON).
The preparation of Quarterly Information requires the use of 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 non-recovery 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 on consolidation. Transactions and balances with related parties, shareholders and investees are reported in the corresponding notes.
Page: 12
3 Main 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
(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 sales price is known or the amount that will not be received may be reasonably estimated, and (b) the process of recognition of the sales revenue is substantially completed, i.e. the Company has no obligation to perform a considerable part of the 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 taxes on the difference between the revenues from real estate development and the accumulated revenues subject to tax are calculated and recognized in the accounting records when the difference in revenues is recognized.
Page: 13
The other income and expenses, including advertising and publicity, are appropriated as they are incurred, on 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 the services are provided.
(b) Cash, banks and financial investments
These substantially include 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 immediate redemption.
They are stated at cost plus income accruad 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. At June 30 and March 31, 2008, the recorded book value of these investment funds is based on the quota values on these dates.
(c) Receivable from clients
These are stated at cost plus price-level restatement. 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 the receivables. The outstanding installments are adjusted based on the National Civil Construction Index (INCC) during the construction phase, and on the General Market Price Index (IGP-M) after the date the keys of the finished units are delivered. The balance of the accounts receivable (after the keys) generally incurs annual interest of 12%. The financial income is recorded in the statement of income under "Real estate development revenues". Interest and price-level restatements on June 30, 2008 and March 31, 2008 totaled R$ 9,392 and R$ 3,312 (Parent Company) and R$ 19,157 and R$ 7,990 (Consolidated), respectively.
Page: 14
(d) Certificates of real estate receivables (CRIs)
These are recorded as a financial liability at the amount corresponding to the gross amount of the receivables 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 CRI portfolio.
The financial discount, which represents the difference between the amount received and the receivables at the date of the assignment, is appropriated to financial expenses over the term of validity of the contract.
The expenses with commissions paid to the issuer of the CRIs are recognized directly in the income statement as they are incurred, on the accrual basis of accounting.
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 price-level restatement.
(e) Properties for sale
These are stated at construction cost, which does not exceed net realizable value. In the case of properties under construction, 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 Company acquires part of the land through exchange transactions where, in exchange for the land acquired, it undertakes to deliver (a) real estate units of developments in construction or (b) part of the sales revenues originating from the sale of the property units of the developments. The effective construction cost of the exchanged units is diluted in the other units.
The Company capitalizes interest on the developments during the construction phase, payable on the National Housing System and other credit lines that are used to finance the construction of developments (limited to the corresponding financial expense). The amount of interest capitalized in the balance of properties for sale at June 30, 2008 totals R$ 19,903 (Parent Company) and R$ 23,277 (Consolidated) (March 31, 2008 - R$ 19,067 Parent Company and R$ 20,107 Consolidated).
Page: 15
(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 fees incurred by the Company (the sale commission payable by the real estate buyer is not income or expense of the Company).
The balance is amortized as selling expenses (stands, mock-up apartments and corresponding furniture) or deductions from gross revenues (brokerage fees), 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. As 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 are recognized as they are effectively incurred.
(h) Prepaid expenses
These include, among others, expenses with the issue of debentures, which are expensed at the time of issue.
(i) Fixed Assets
These are stated at acquisition cost. Depreciation is calculated on the straight-line method based on the estimated useful life of the assets, as follows: (i) vehicles - 5 years; (ii) furniture, fixtures and installations - 10 years; (iii) computer and software licenses - 5 years. Expenses related to the acquisition and development of computer systems are capitalized.
(j) Intangible assets
Intangible assets are mainly represented by preoperating expenses, expenses with reorganization and development of products and new markets, and are amortized over a period of up to five years as from the date they start being used.
(k) 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. 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 the business of the jointly-controlled company, thus ensuring to the Company a shared control.
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Investments in subsidiaries are recorded on the equity method of accounting. 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, or prior year adjustments, is recognized as operating income (or expense).
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 the net capital deficiency as it assumes obligations, make payments on behalf of these companies or makes advances for future capital increase.
(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 the net assets of the acquired subsidiary (negative goodwill - when the acquisition cost is lower).
The accounting practices of the subsidiaries are adjusted, 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 ten years) (Note 8(b)), based on the 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 of operations for the year. Every year the Company evaluates potential impairment adjustments to the outstanding portion not yet amortized of recorded goodwill. If the book value exceeds the recoverable amount, the amount of goodwill is reduced.
Negative goodwill based on economic factors is appropriated to income as the assets are realized. The negative goodwill that is not justified by economic factors is recognized in income only on the sale of the investment. The gain arising from negative goodwill based on other economic reasons is recognized in a manner that is consistent with the respective expiry period of the related operating assets.
In January 2007, the Company indirectly acquired 60% of the voting capital of AUSA. As a result of this transaction, goodwill amounting to R$ 163,441 was recorded based on the 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 June 30, 2008, the Company amortized goodwill amounting to R$ 3,760 arising from the acquisition of AUSA (period ended June 30, 2007 - N/A).
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In October 2007, Gafisa indirectly acquired 70% of the voting capital of Cipesa. As a result of this transaction, goodwill amounting to R$ 40,686 was recorded based on the expected future profitability, to be amortized exponentially and progressively based on the EBIT over a maximum term of ten years. The amortization of the 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, equivalent to 2% of the Overall Sales (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 goodwill on the acquisition of Cipesa by the Company.
In November 2007, the Company acquired for R$ 40,000 the remaining interest in certain 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 other economic factors, which will be amortized exponentially and progressively to income over the period the acquired Special Purpose Entities (SPEs) operate, with a maximum term of ten years. In the period ended June 30, 2008, the Company amortized negative goodwill amounting to R$ 5,634 arising from the acquisition of these SPEs.
(l) Liabilities for purchases of land
The liabilities for purchases of land are recorded at the amounts corresponding to the obligations assumed in contracts. Subsequently, they are stated at the amortized cost, that is, including charges and interest proportional to the period elapsed (pro rata temporis), when applicable.
The obligations related with the physical exchange of land for units to be built are not recognized in the financial statements.
(m) Selling expenses
Selling expenses, including advertising and publicity, are recorded as they are incurred, on the accrual basis of accounting.
(n) Income tax and social contribution on net income
Income tax (25%) and social contribution on net income (9%) are calculated based on their standard rates, which total 34%. Deferred income tax is calculated on all the temporary differences.
As allowed by tax regulations, certain subsidiaries and associated companies elected the presumed profit method of taxation. For these companies, the income tax basis is calculated at 8% (social contribution on net income at 12%) of gross revenues, to which the corresponding standard income tax and social contribution rates are applied.
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Deferred tax credits are recognized to the extent that future taxable income is available to be used to offset temporary differences based on projections of future profitability prepared and based on internal guidelines and future economic scenarios that may, therefore, change.
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 method of taxation may not offset tax losses of a period in subsequent years. Should the realization of deferred tax credits be unlikely, no amount is recorded (Note 14).
(o) Other current and long-term liabilities
These are stated at their known or payable amounts and are recorded on the accrual basis of accounting plus, when applicable, the corresponding charges and monetary and foreign exchange variations.
The liability for employee remuneration, particularly related to vacation pay and payroll charges, 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 employment.
(p) Cross-currency interest rate swap operations
The nominal amounts of the swap transactions of currency, interest rates and indexes are not recorded in the balance sheet.
The Company holds derivative financial instruments, other than the exclusive investment funds, 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. These transactions are measured at their cost based on the contractual conditions between the Company and third parties (paper curve) and their net results are recorded in financial income (expenses).
The Company also holds derivative instruments in its portfolio of financial investments in its investment funds that are stated at their respective market values.
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In accordance with its treasury policies, the Company does not hold or issue derivative financial instruments for speculative purposes.
(q) Stock option plans
The Company manages Stock Option Plans, the guidelines for structuring and implementation of which were approved by General Shareholders' Meetings (Note 13(b)). The grant of stock options to employees does not result in an expense for accounting purposes.
In 2007, 961,563 shares with no par value were subscribed and paid up by means of Subscription Lists signed by the respective beneficiaries of the stock options, amounting to R$ 8,262.
In the period ended June 30, 2008, 10,800 shares with no par value were subscribed and paid up by means of Subscription Lists signed by the respective beneficiaries of the stock options, amounting to R$ 125 (Note 13(a)).
(r) Employee profit sharing plan
The Company has an employee benefit plan in the form of profit sharing and bonus plans, recorded in "General and administrative expenses", amounting to R$ 2,882 consolidated on June 30, 2008 (June 30, 2007 - R$ 6,930).
The Company's bylaws also establish the distribution of profits to management (in an amount that does not exceed the lower of their annual remuneration or 10% of the Company's net income), which is recorded as "Statutory profit sharing" in the amount of R$ 1,120 on June 30, 2008 (June 30, 2007 - R$ 1,120). The bonus system operates with three performance triggers, structured based on the efficiency of corporate targets, followed by business targets and finally individual targets.
(s) Earnings per share
Calculated considering the number of outstanding shares on the balance sheet date, net of treasury shares.
(t) Changes to the Brazilian Corporate Law - Law 11638
On December 28, 2007, Law 11638 (the "Law") was enacted, amending, revoking and introducing new provisions to the Brazilian Corporate Law, particularly in relation to Chapter XV, regarding accounting
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matters, to be applicable as from the fiscal year ending December 31, 2008. This the Law's main purpose is to update Brazilian corporate legislation to enable the process of convergence of the accounting practices adopted in Brazil with 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 of Articles 3 to 15 of such Instruction (i.e., partial application of the Law).
The requirements mentioned in (ii) above which are applicable to the Quarterly Information are the following:
(a) Debenture premiums, donations and subsidies for investments arising from operations and events occurred in 2008 will be temporarily recorded in Deferred Income;
(b) Compulsory periodic revaluations, provided for by CVM Resolution 183, of June 19, 1995, are no longer applicable;
(c) The assets and liabilities arising from long-term transactions, or short-term ones which produce significant effects, should be adjusted to present value based on discount rates that reflect the best current market valuations of the value of cash over time and the specific risks of the assets and liabilities; and
(d) Listed companies with investments in associated and equivalent companies, which are no longer recorded on the equity method of accounting in view of the change introduced by the Law, should consider the book value of the investments recorded in the balance sheet prepared before the Law became effective, including any unamortized goodwill or negative goodwill, as the new cost for purposes of future measurement and determination of recoverable value, thus not immediately adopting the equity method of accounting. Likewise, when investments that were previously stated at historical cost start to be recorded on the equity method of accounting in view of this Law, the effects arising from this change in accounting practice should be recorded retroactively.
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The possible impacts on the Quarterly Information (ITR) on June 30, 2008 arising from items (c) and (d), as required by the CVM Instruction 469/08 and applicable to the Company, are described below:
(i) Adjustment to present value (AVP)
.. Introduction of the concept of adjustment to present value for long-term asset and liability transactions or short-term ones which are significant.
.. Loans, financing and debentures - as these were contracted at current market interest rates, the adjustment to present value not is applicable (Notes 9 and 10).
Receivables from clients - At present, the Company's management believes that it is not possible to determine the effects of these changes on results of operations and shareholders' equity at June 30, 2008 and the reported periods.
(ii) Valuation of investments in associated companies
The Company's management believes that the change in valuation of investments in associated companies will not have any significant impact on the financial statements.
(iii) Stock option plan
Taking into consideration that the Company prepares financial statements in accordance with accounted principles generally accepted in the United States (US GAAP), the preliminary understanding of Company management is that the main impact of the adoption of the Law's provisions regarding the share-based compensation program is that the same criteria that already exist for purposes of US GAAP may be adopted, as described below:
Accounting practice
According to the accounting practices adopted in Brazil, until the issue of CVM Instruction 469 and Law 11,638, the rights to acquire shares granted to employees and directors by 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 amount.
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According to US GAAP, at the start of 2006 the Company adopted SFAS 123R - Share-based Payment. As the shares granted are indexed by the IGP-M plus interest of 6% per annum, 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 to 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 by December 31, 2008 that the application of the criteria adopted for US GAAP purposes, as described above, prevail in the context of the Law 11,638 application in this area, pending regulation by the Accounting Pronouncements Committee - CPC, management believes that the amounts to be recorded by the Company, according to accounting practices adopted in Brazil, will be similar to those already reported for US GAAP purposes.
Additional information according to US GAAP
Stock option plan - the four stock option plans issued in 2000 are managed by a committee, which periodically establishes stock option programs and the deadlines, requirements for exercising the right and the eligible employees, in addition to the prices at which the preferred shares will be issued. In order to be eligible for the grants, employees are required to contribute with 10% of the exercise price of the shares on the date the option is granted, and an additional 18% in each of the following five years. The exercise price is adjusted by the IGP-M plus 6% per year. The stock option may be exercised three years subsequent to the vesting period and the shares are usually available to employees for a period of ten years after their contribution.
In 2006, the Company issued a 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 shares are usually available to employees for a period of ten years after their contribution.
In 2008, the Company issued a new stock option plan. In order to become eligible for the grant, the employees are required to use from 25% to 80% of the annual net bonus and exercise the options within thirty days from the program date.
The Company records the amounts received in a liability account as the employees pay advances for the purchase of shares during the vesting period (usually five years).
At June 30, 2008, the advances received totaled R$ 7,966. The Company may choose to issue new shares or transfer the shares held in treasury to the employee. The Company has rights of preference over the shares issued during the program in the event the employee resigns or retires at the time the advances are, under certain conditions, reimbursed to the employee at the greater of the amount of the market price (as defined) and the cost indexed by IGP-M plus 3% to 6% per year.
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Although the above-mentioned evaluation was made by management based on its best preliminary estimate according to US GAAP, the main changes introduced by Law 11,638 depend upon regulation by the entities responsible for issuing accounting standards and the Brazilian regulatory authorities, when applicable. Accordingly, the previously presented estimate may suffer changes during the process of the Law's regulation. Therefore, until the changes introduced are comprehensively regulated and the Company completes the studies required for preparing the annual financial statements in accordance with the Law, the actual effects may differ from those estimated and presented above.
The Company's website at www.gafisa.com.br includes its financial statements (reconciliation of net income and shareholders' equity from BR GAAP to US GAAP) prepared in accordance with US GAAP at December 31, 2007. Therefore, up until the changes introduced by the Law are regulated, these financial statements are an important reference as to the financial position, as well as the results of operations, in accordance with a set of internationally-accepted accounting principles.
(iv) General provisions
In addition, regarding the changes provided by the Law and not taken into consideration in the Instruction referred to above, still awaiting regulation by the CVM, such as leasing, valuation of investments in financial instruments, including derivatives, consolidation, merger and spin-off, and assets and liabilities at market value, management currently believes that they will not produce significant effects on the quarterly information; however, the Company will evaluate their respective impacts as they are regulated.
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4 Cash and Cash Equivalents
Parent company | Consolidated | |||||||
Type of operation | 6/30/2008 | 3/31/2008 | 6/30/2008 | 3/31/2008 | ||||
Cash and banks | 6,524 | 27,098 | 22,896 | 47,614 | ||||
Financial investments | ||||||||
Fixed-income funds | 501,479 | 431,800 | 527,447 | 449,106 | ||||
Purchase and sale commitments | 36,585 | 36,158 | 147,517 | 153,032 | ||||
Bank Deposit Certificates - CDBs | 33,736 | 29,653 | 72,945 | 66,017 | ||||
Other, including derivative instruments | 4,137 | (2,189) | 4,204 | (2,336) | ||||
575,937 | 495,422 | 752,113 | 665,819 | |||||
Unrealized gains with designated derivative instruments, net (Note 15 (a) (ii)) | - | 8,952 | - | 8,952 | ||||
Total cash and cash equivalents | 582,461 | 531,472 | 775,009 | 722,385 | ||||
At June 30, 2008, the Bank Deposit Certificates include interest from 95.0% to 104% (March 31, 2008 - from 95.0% to 104%) of the Interbank Deposit Certificate (CDI) interest rate.
5 Trade Accounts Receivable from Developments and Services Rendered
Parent company | Consolidated | |||||||
6/30/2008 | 3/31/2008 | 6/30/2008 | 3/31/2008 | |||||
Total balance of ventures | ||||||||
Current | 453,771 | 334,035 | 763,909 | 607,668 | ||||
Non-current | 455,037 | 356,392 | 732,753 | 578,475 | ||||
908,808 | 690,427 | 1,496,662 | 1,186,143 | |||||
The balance of accounts receivable from the units sold and not yet finished is not fully recognized in the quarterly information as their record 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.
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The balances of advances from clients, in excess of the revenues recorded in the period, total R$ 72,125 on June 30, 2008 (March 31, 2008 - R$ 58,412) and are classified in "Advances from clients (development and services)".
The recognition of an allowance for doubtful accounts is not necessary in view of the history of no effective losses on these receivables.
6 Properties for Sale
Parent company | Consolidated | |||||||
6/30/2008 | 3/31/2008 | 6/30/2008 | 3/31/2008 | |||||
Land | 432,969 | 380,595 | 659,362 | 566,697 | ||||
Property under construction | 319,082 | 323,999 | 534,993 | 514,747 | ||||
Finished units | 18,628 | 16,240 | 77,646 | 74,808 | ||||
770,679 | 720,834 | 1,272,001 | 1,156,252 | |||||
Current portion | 747,278 | 604,415 | 1,185,037 | 1,015,020 | ||||
Non-current portion | 23,401 | 116,419 | 86,964 | 141,232 |
The Company has undertaken commitments to build units in exchange for the acquisition of land. The effective cost of construction of the exchanged units is diluted in the other units.
7 Other Accounts Receivable
Parent company | Consolidated | |||||||
6/30/2008 | 3/31/2008 | 6/30/2008 | 3/31/2008 | |||||
Current accounts related to real estate ventures (*) | 401,731 | 358,466 | 60,867 | 48,543 | ||||
Advances to suppliers | 22,020 | 15,040 | 27,988 | 21,389 | ||||
Assignment of credits receivable | 8,241 | 8,703 | 8,241 | 8,703 | ||||
Deferred PIS and COFINS | 5,773 | 5,770 | 9,026 | 7,976 | ||||
Taxes recoverable | 8,934 | 6,856 | 12,136 | 7,956 | ||||
Unreleased financing of customers | 6,642 | 6,642 | 6,950 | 6,950 | ||||
Advances for future capital increase | 92,466 | 84,903 | 2,633 | 6,703 | ||||
Amounts with brokers | 18 | 594 | 465 | 365 | ||||
Other | 4,379 | 9,517 | 24,939 | 24,620 | ||||
550,204 | 496,491 | 153,245 | 133,205 | |||||
(*) The Company and its subsidiaries participate in the development of real estate ventures with other partners, directly or through related parties, based on the establishment 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 necessary funds are made and allocated as planned. The sources and use of funds of the venture are reflected in these balances, observing the respective percentage participation, 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 ventures in which the funds 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 | Jun/08 | Mar/08 | Jun/08 | Mar/08 | Jun/08 | Mar/08 | ||||||||
00008 | Península SPE1 S/A | 50.00% | 50.00% | (1,266) | (1,159) | 124 | 231 | |||||||
00010 | Península SPE2 S/A | 50.00% | 50.00% | (2,262) | (860) | (1,307) | 95 | |||||||
00018 | Res. das Palmeiras SPE Ltda-18 | 90.00% | 90.00% | 1,894 | 2,062 | (145) | 23 | |||||||
00040 | Gafisa SPE 40 Ltda. | 50.00% | 50.00% | 5,751 | 2,586 | 1,177 | 873 | |||||||
00042 | Gafisa SPE 42 Ltda. | 50.00% | 50.00% | 2,853 | (96) | 2,465 | (63) | |||||||
00044 | Gafisa SPE 44 Ltda. | 40.00% | 40.00% | (309) | (596) | (123) | (62) | |||||||
00046 | Gafisa SPE 46 Ltda. | 60.00% | 60.00% | 4,516 | 3,106 | 2,371 | 1,080 | |||||||
00047 | Gafisa SPE 47 Ltda. | 80.00% | 99.80% | 8,474 | (19) | (6) | (1) | |||||||
00048 | Gafisa SPE 48 Ltda. | 99.80% | 99.80% | 24,662 | 22,831 | 3,087 | 1,259 | |||||||
00049 | Gafisa SPE 49 Ltda. | 100.00% | 100.00% | (4) | (1) | (4) | (1) | |||||||
00053 | Gafisa SPE 53 Ltda. | 60.00% | 60.00% | 1,309 | 430 | 1,070 | 225 | |||||||
00055 | Gafisa SPE 55 Ltda. | 99.80% | 99.80% | 20,898 | 214 | (1,098) | (1) | |||||||
00059 | Gafisa SPE 59 Ltda. | 99.80% | 99.80% | - | (1) | - | (0) | |||||||
00064 | Gafisa SPE 64 Ltda. | 99.80% | 99.80% | - | (22) | - | (22) | |||||||
00065 | Gafisa SPE 65 Ltda. | 70.00% | 99.80% | (120) | (22) | (764) | (22) | |||||||
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% | 10,613 | 12,154 | (8,885) | (3,544) | |||||||
00072 | Gafisa SPE 72 Ltda. | 99.80% | 99.80% | 1 | 1 | - | - | |||||||
00073 | Gafisa SPE 73 Ltda. | 99.80% | 99.80% | - | 1 | (1) | - | |||||||
00074 | Gafisa SPE 74 Ltda. | 99.80% | 99.80% | - | 1 | (1) | - | |||||||
00076 | Gafisa SPE 76 Ltda. | 99.80% | 99.80% | - | 1 | (1) | - | |||||||
00077 | Gafisa SPE 77 Ltda. | 99.80% | 99.80% | - | 1 | (1) | - | |||||||
00078 | Gafisa SPE 78 Ltda. | 99.80% | 99.80% | - | 1 | (1) | - | |||||||
00079 | Gafisa SPE 79 Ltda. | 99.80% | 99.80% | - | 1 | (1) | - | |||||||
00087 | Dv Bv SPE S/A - 87 | 50.00% | 50.00% | (528) | (446) | 36 | 18 | |||||||
00089 | DV SPE S/A - 89 | 50.00% | 50.00% | 1,679 | 1,673 | 21 | 15 | |||||||
00122 | Gafisa SPE 22 Ltda. | 100.00% | 100.00% | 4,480 | 4,468 | 167 | 155 | |||||||
00129 | Gafisa SPE 29 Ltda. | 70.00% | 70.00% | 103 | 1,202 | 243 | 141 | |||||||
00132 | Gafisa SPE 32 Ltda. | 80.00% | 99.80% | (18) | (335) | (18) | (337) | |||||||
00134 | Gafisa SPE 34 Ltda. (Fit Resid Imob.) | 100.00% | 100.00% | 61,899 | 33,315 | 117 | (1,526) | |||||||
00169 | Gafisa SPE 69 Ltda. | 99.80% | 99.80% | - | 1 | - | - | |||||||
00170 | Gafisa SPE 70 Ltda. | 55.00% | 99.80% | 12,126 | 1 | (1) | - | |||||||
00171 | Gafisa SPE 71 Ltda. | 99.80% | 99.80% | - | 1 | - | - | |||||||
00250 | Gafisa SPE 50 Ltda. | 80.00% | 80.00% | 7,030 | 526 | 1,146 | 646 | |||||||
00251 | Gafisa SPE 251 Ltda. | 90.00% | 90.00% | 12,606 | 9,772 | 4,220 | 1,385 | |||||||
00261 | Gafisa SPE 61 Ltda. | 99.80% | 99.80% | (13) | 1 | (14) | - | |||||||
00265 | Cipesa - Holding | 100.00% | 100.00% | 47,606 | 47,997 | (348) | 43 | |||||||
00760 | Gafisa SPE 760 (Tiner Empr e Part) | 45.00% | 45.00% | 16,278 | 13,356 | 5,298 | 2,376 | |||||||
00763 | Gafisa SPE 763 (O Bosque Empr Imob) | 30.00% | 30.00% | 9,176 | 9,176 | - | - | |||||||
177700 | Alta Vistta | 50.00% | 50.00% | 780 | 125 | 1,425 | 769 | |||||||
177800 | Dep.José Lages | 50.00% | 50.00% | (393) | (393) | 6 | 6 | |||||||
177900 | Sitio Jatiuca | 50.00% | 50.00% | (1,387) | (2,449) | 1,442 | 380 | |||||||
178000 | Spazio Natura | 50.00% | 50.00% | 1,417 | 1,425 | (11) | (3) | |||||||
Ausa | Ausa | 60.00% | 60.00% | 59,715 | 52,168 | 16,631 | 9,452 | |||||||
Franere | Parque das Aguas | 50.00% | 50.00% | (1,331) | (7) | (1,199) | 124 | |||||||
Franere | Parque das Arvores | 50.00% | 50.00% | (1,110) | 263 | (901) | 471 | |||||||
Cyrela | Costa Maggiore | 50.00% | 50.00% | 4,048 | (425) | 4,447 | (435) | |||||||
311,173 | 212,031 | 30,662 | 13,750 | |||||||||||
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Interest | Investments | Equity in results | ||||||||||||
Investees | Jun/08 | Mar/08 | Jun/08 | Mar/08 | Jun/08 | Mar/08 | ||||||||
00008 | Península SPE1 S/A | 50.00% | 50.00% | (633) | (579) | 62 | 115 | |||||||
00010 | Península SPE2 S/A | 50.00% | 50.00% | (1,131) | (430) | (654) | - | |||||||
00018 | Res. das Palmeiras SPE Ltda-18 | 90.00% | 90.00% | 1,705 | 1,856 | (131) | 21 | |||||||
00040 | Gafisa SPE 40 Ltda. | 50.00% | 50.00% | 2,876 | 1,293 | 589 | 436 | |||||||
00042 | Gafisa SPE 42 Ltda. | 50.00% | 50.00% | 1,427 | (48) | 1,234 | (31) | |||||||
00044 | Gafisa SPE 44 Ltda. | 40.00% | 40.00% | (124) | (238) | (49) | (25) | |||||||
00046 | Gafisa SPE 46 Ltda. | 60.00% | 60.00% | 2,710 | 1,863 | 1,423 | 648 | |||||||
00047 | Gafisa SPE 47 Ltda. | 80.00% | 99.80% | 6,779 | (20) | (5) | (1) | |||||||
00048 | Gafisa SPE 48 Ltda. | 99.80% | 99.80% | 24,613 | 22,831 | 3,082 | 1,256 | |||||||
00049 | Gafisa SPE 49 Ltda. | 100.00% | 100.00% | (4) | (2) | (4) | (1) | |||||||
00053 | Gafisa SPE 53 Ltda. | 60.00% | 60.00% | 785 | 258 | 642 | 135 | |||||||
00055 | Gafisa SPE 55 Ltda. | 99.80% | 99.80% | 20,856 | 213 | (1,096) | (1) | |||||||
00059 | Gafisa SPE 59 Ltda. | 99.80% | 99.80% | - | (2) | - | (0) | |||||||
00064 | Gafisa SPE 64 Ltda. | 99.80% | 99.80% | - | - | - | - | |||||||
00065 | Gafisa SPE 65 Ltda. | 70.00% | 99.80% | (84) | (22) | (535) | (22) | |||||||
00067 | Gafisa SPE 67 Ltda. | 99.80% | 99.80% | - | - | - | - | |||||||
00068 | Gafisa SPE 68 Ltda. | 99.80% | 99.80% | - | - | (1) | - | |||||||
00070 | Gafisa SPE 70 Ltda. (Bairro Novo) | 50.00% | 50.00% | 5,307 | 6,077 | (4,441) | (1,772) | |||||||
00072 | Gafisa SPE 72 Ltda. | 99.80% | 99.80% | 1 | - | - | - | |||||||
00073 | Gafisa SPE 73 Ltda. | 99.80% | 99.80% | - | - | (1) | - | |||||||
00074 | Gafisa SPE 74 Ltda. | 99.80% | 99.80% | - | - | (1) | - | |||||||
00076 | Gafisa SPE 76 Ltda. | 99.80% | 99.80% | - | - | (1) | - | |||||||
00077 | Gafisa SPE 77 Ltda. | 99.80% | 99.80% | - | - | (1) | - | |||||||
00078 | Gafisa SPE 78 Ltda. | 99.80% | 99.80% | - | - | (1) | - | |||||||
00079 | Gafisa SPE 79 Ltda. | 99.80% | 99.80% | - | - | (1) | - | |||||||
00087 | Dv Bv SPE S/A - 87 | 50.00% | 50.00% | (264) | (223) | 18 | 9 | |||||||
00089 | DV SPE S/A - 89 | 50.00% | 50.00% | 840 | 837 | 11 | 7 | |||||||
00122 | Gafisa SPE 22 Ltda. | 100.00% | 100.00% | 4,480 | 4,468 | 167 | - | |||||||
00129 | Gafisa SPE 29 Ltda. | 70.00% | 70.00% | 72 | 841 | 170 | 99 | |||||||
00132 | Gafisa SPE 32 Ltda. | 80.00% | 99.80% | (14) | (336) | (14) | (336) | |||||||
00134 | Gafisa SPE 34 Ltda. (Fit Resid Imob.) | 100.00% | 100.00% | 61,899 | 33,335 | 117 | (1,526) | |||||||
00169 | Gafisa SPE 69 Ltda. | 99.80% | 99.80% | - | - | - | - | |||||||
00170 | Gafisa SPE 70 Ltda. | 55.00% | 99.80% | 6,669 | - | (1) | - | |||||||
00171 | Gafisa SPE 71 Ltda. | 99.80% | 99.80% | - | - | - | - | |||||||
00250 | Gafisa SPE 50 Ltda. | 80.00% | 80.00% | 5,624 | 420 | 917 | 517 | |||||||
00251 | Gafisa SPE 251 Ltda. | 90.00% | 90.00% | 11,345 | 8,794 | 3,798 | 1,247 | |||||||
00261 | Gafisa SPE 61 Ltda. | 99.80% | 99.80% | (13) | - | (14) | - | |||||||
00265 | Cipesa - Holding | 100.00% | 100.00% | 47,606 | 47,998 | (348) | 43 | |||||||
00760 | Gafisa SPE 760 (Tiner Empr e Part) | 45.00% | 45.00% | 7,325 | 6,010 | 2,384 | 1,069 | |||||||
00763 | Gafisa SPE 763 (O Bosque Empr Imob) | 30.00% | 30.00% | 2,753 | 2,753 | - | - | |||||||
177700 | Alta Vistta | 50.00% | 50.00% | 390 | 62 | 713 | 384 | |||||||
177800 | Dep.José Lages | 50.00% | 50.00% | (197) | (196) | 3 | 3 | |||||||
177900 | Sitio Jatiuca | 50.00% | 50.00% | (694) | (1,225) | 721 | 190 | |||||||
178000 | Spazio Natura | 50.00% | 50.00% | 709 | 713 | (6) | (1) | |||||||
Ausa | Ausa | 60.00% | 60.00% | 35,829 | 31,302 | 9,979 | 5,692 | |||||||
Franere Parque das Aguas | 50.00% | 50.00% | (666) | (3) | (600) | 62 | ||||||||
Franere Parque das Arvores | 50.00% | 50.00% | (555) | 133 | (451) | 235 | ||||||||
Cyrela | Costa Maggiore | 50.00% | 50.00% | 2,024 | (218) | 2,224 | (217) | |||||||
250,245 | 168,515 | 19,898 | 8,235 | |||||||||||
Provision for loss on investments | 4,283 | 3,544 | ||||||||||||
Total investments | 254,528 | 172,059 | 19,898 | 8,235 | ||||||||||
(b) Goodwill on the acquisition of subsidiaries
2008 | ||||||||
Amortization criteria | Cost | Accumulated amortization |
Balance | |||||
AUSA | Exponential and progressive | 163,441 | (3,760) | 159,681 | ||||
Cipesa | Exponential and progressive | 40,686 | 40,686 | |||||
Other | 3,321 | (627) | 2,694 | |||||
Total goodwill | 207,448 | (4,387) | 203,061 | |||||
Page: 28
(c) Other investments
In January 2008 a special partnership (SCP) was formed in which the Company holds quotas totaling R$ 308,993 at June 30, 2008 (March 31, 2008 - R$ 308,663), as described in Note 11.
9 Loans and financing
Parent company | Consolidated | |||||||||
Type of operation | Annual interest rates | 6/30/2008 | 3/31/2008 | 6/30/2008 | 3/31/2008 | |||||
Working capital | 104% to 105% CDI | |||||||||
0.66% to 3.29% +CDI | 234,254 | 217,414 | 354,628 | 340,117 | ||||||
National Housing System - SFH | TR + 6.2 % up to 11% | 119,649 | 95,758 | 229,049 | 194,017 | |||||
Assumption of debt from downstream mergers | TR + 10% up to 12.0% | 11,187 | 12,020 | 11,187 | 12,020 | |||||
Other | TR + 6.2% | 251 | - | 4,884 | 2,501 | |||||
365,341 | 325,192 | 599,748 | 548,655 | |||||||
Unrealized losses with designated derivative instruments, net (Note 15 (a)(ii)) | (19,822) | - | (19,822) | - | ||||||
Total | 345,519 | 325,192 | 579,926 | 548,655 | ||||||
Current portion | 65,564 | 45,343 | 122,555 | 82,964 | ||||||
Non-current portion | 279,955 | 279,849 | 457,371 | 465,691 |
Rates | |
. | CDI - Interbank Deposit Certificate interest rate |
. | TR - Referential Rate |
(*) | SFH - The Company has credit lines with the SFH with funds being released throughout the construction of the related ventures. |
. | The 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 on the units, and credit rights were pledged. | |
In November 2007, the Company obtained loans (working capital) of R$ 200,000 from first class financial institutions. At the same time as this transaction, 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 note on financial instruments (Note 15 (a) (ii)). |
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The consolidated non-current installments at June 30, 2008 mature in 2009 (R$ 283,472), 2010 (R$ 84,796), 2011 (R$ 35,321), 2012 and subsequently (R$ 53,782).
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 | 249,570 | 242,312 | |||||
Third program/1st issuance | 250,000 | 107.20% CDI | June 2018 | 254,659 | - | |||||
Current portion | 14,229 | 2,312 | ||||||||
Noncurrent portion, principal | 490,000 | 240,000 | ||||||||
In addition to the early maturity clauses, which are common in this type of transaction, the Second Debenture Distribution Program establishes the compliance with certain covenants which include, among others, the maintenance of minimum levels of net indebtedness, balance of receivables and early maturity clause in the event the Company obtains a risk classification lower than a predetermined level. At June 30, 2008, the Company was in compliance with these covenants.
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11 Other Accounts Payable
Parent company | Consolidated | |||||||
6/30/2008 | 3/31/2008 | 6/30/2008 | 3/31/2008 | |||||
Investors | 300,000 | 300,000 | 300,000 | 300,000 | ||||
Current accounts related to real estate ventures | 240,285 | 221,688 | - | - | ||||
Credit assignments payable | 29,358 | 30,879 | 47,136 | 51,530 | ||||
Acquisition of investments | 32,260 | 37,750 | 37,839 | 37,750 | ||||
Other accounts payable | 18,659 | 14,150 | 23,323 | 27,044 | ||||
Loans with partners in real estate ventures | 1,342 | - | 4,839 | 6,849 | ||||
Dividends SCP | - | - | 13,621 | 5,470 | ||||
Provision for loss on investments | 4,283 | 4,043 | - | - | ||||
626,187 | 608,510 | 426,758 | 428,643 | |||||
Current portion | 305,714 | 298,528 | 100,595 | 113,909 | ||||
Non-current portion | 320,473 | 309,982 | 326,163 | 314,734 |
In January 2008, the Company formed a special partnership (SCP) whose main objective is investing in other companies which, in turn, should have as their main objective the development and undertaking of real estate ventures. On June 30, 2008, the SCP's subscribed and paid-in capital amounted to R$ 313,084 (March 31 - R$ 313,084) (comprising of 13,084,000 Class A quotas held by the Company and 300,000,000 Class B quotas held by other quotaholders). These funds will be preferably used in the acquisition of equity investments and in 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, it is made regardless of the Company's management individual decision, on June 30, 2008 an account "Obligation to Investors" of R$ 300,000 was recorded, with final maturity on January 31, 2014. The SCP quotaholders are remunerated through minimum dividends substantially equivalent to the Interbank Deposit Certificate (CDI) interest rate. The SCP's bylaws provide for the compliance with certain covenants by the Company, in its capacity of ostensible partner, which include the maintenance of minimum rates of net debt and receivables. On June 30, 2008, the Company was in compliance with these covenants.
The loans with partners in real estate ventures are related to amounts due under offsetting of current accounts, adjusted by the IGP-M index, plus 12% per year.
12 Provision for Contingencies
The Company and its subsidiary and associated companies are parties in lawsuits and administrative proceedings at various 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, the analysis of the pending claims and, with respect to labor claims, based on past experience regarding the amounts claimed, recorded a provision in an amount considered sufficient to cover the losses estimated for the lawsuits in progress.
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The changes in the provision for contingencies are summarized below:
2008 | ||||
Parent company | Consolidated | |||
Balance at March 31, 2008 | 1,086 | 18,949 | ||
Additions | 643 | 916 | ||
Reductions | (394) | (394) | ||
Balance at June 30, 2008 | 1,335 | 19,471 | ||
Current portion | 1,335 | 1,335 | ||
Non-current portion | - | 18,136 |
(a) Tax, labor and civil lawsuits
Parent company | Consolidated | |||||||
6/30/2008 |
3/31/2008 |
6/30/2008 |
3/31/2008 |
|||||
Labor claims | 1,510 | 1,395 | 2,010 | 1,895 | ||||
Civil lawsuits | 2,267 | 2,133 | 2,594 | 2,460 | ||||
Tax lawsuits | - | - | 17,309 | 17,036 | ||||
Judicial deposits | (2,442) | (2,442) | (2,442) | (2,442) | ||||
1,335 | 1,086 | 19,471 | 18,949 | |||||
The Company and its subsidiaries are parties in judicial lawsuits and administrative proceedings relating 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 non-compliance with an ancillary obligation. The amount of the contingency estimated by the legal counsel as a probable loss in this lawsuit amounts to R$ 17,309 and is provided for in the financial statements at June 30, 2008.
Furthermore, on June 30, 2008, the Company is aware of other lawsuits and risks, the outcome of which, based on the opinion of its legal counsel, is a possible, but not probable, loss, amounting to approximately R$ 67,508 (March 31, 2008 - R$ 66,295), and for which the Company's management believes that the recognition of a provision for loss is not necessary.
From the total funds raised in the offering of the Company's shares in the New Market (of the São Paulo Stock Exchange), R$ 27,979 classified in "Other - Judicial deposits" in non-current assets, was retained in a "restricted deposit" account pursuant to a court order. The Company is appealing such decision on the grounds that the claim lacks merit. No provision was recognized in the quarterly information at June 30, 2008 based on the opinion of the Company's legal counsel.
Page: 32
(b) Obligations related to the completion of real estate ventures
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.
13 Shareholders' Equity
(a) Capital
The Company's capital at June 30 and March 31, 2008 amounted to R$ 1,221,971, represented by 132,587,893 common shares without par value, 3,124,972 of which were treasury shares.
In March 2008, a capital increase of R$ 125 was approved relating to the stock option plan and the exercise of 10,800 common shares.
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.
Page: 33
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) | - | ||||
Issue 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 offer of shares | 26,724 | - | - | 26,724 | ||||
December 31, 2006 | 103,370 | - | - | 103,370 | ||||
Issue of shares (Acquisition of AUSA) | 6,359 | - | - | 6,359 | ||||
Exercise of stock options | 962 | - | - | 962 | ||||
Public offer of shares | 18,761 | - | - | 18,761 | ||||
December 31, 2007 | 129,452 | - | - | 129,452 | ||||
Exercise of stock options | 11 | - | - | 11 | ||||
June 30, 2008 | 129,463 | - | - | 129,463 | ||||
(b) Stock option plan
The Company has six stock option plans. The first plan was issued in 2000 and is managed by a committee that periodically establishes new stock option plans, determining their general terms, which, among other matters, (i) define the length of service that is required for employees to be eligible for the benefits of the plans, (ii) select the employees that will be entitled to participate, and (iii) establish the purchase prices of the preferred shares to be exercised under the plans.
To be eligible for the plans, participating 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 for a period of ten years after their contribution.
Page: 34
The Company may decide to issue new shares or transfer treasury shares to the employees in accordance with the clauses established in the plans. The Company has the right to refuse the purchase of the shares issued under the plans in the event of dismissals and retirement.
In this event, 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 statement 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 share are usually available to employees for a period of ten years after their contribution.
In 2008, the Company issued a new 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 to exercise the options within thirty days from the program date.
14 Deferred Income Tax and Social Contribution on Net Income
Parent company | Consolidated | ||||||
6/30/2008 | 3/31/2008 | 6/30/2008 | 3/31/2008 | ||||
Assets | |||||||
Temporary differences | 34,448 | 28,706 | 40,029 | 39,039 | |||
Income tax and social contribution losses | 13,857 | 22,337 | 13,857 | 22,337 | |||
Tax benefit arising from downstream mergers | 7,784 | 8,562 | 7,784 | 8,562 | |||
56,089 | 59,605 | 61,670 | 69,938 | ||||
Liabilities | |||||||
Differences between income taxed on the cash and accrual bases | 58,963 | 55,888 | 82,386 | 77,956 | |||
The Company calculates its taxes based on the recognition of profit proportionally to the receipt of the contracted sales, in accordance with the rules determined by the Federal Revenue Service (SRF) Instruction 84/79, which differ 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.
Page: 35
At June 30, 2008, the Company had accumulated income tax and social contribution losses totaling R$ 83,956 (March 31, 2008 - R$ 113,728), with corresponding tax benefits of R$ 28,545 (March 31, 2008 - R$ 38,668). The net tax effect of the accumulated income tax and social contribution losses recorded as an asset in the Parent Company totals R$ 13,857 on June 30, 2008 (March 31, 2008 - R$ 22,337).
The Company did not record any deferred income tax credit on the income tax and social contribution losses of its subsidiaries, which adopt the actual taxable income method 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, the estimated recovery of the deferred income tax and social contribution asset will occur over the following two years (2008 - R$ 6,530 and 2009 - R$ 34,226).
The projections of future taxable income consider estimates that are related, among other things, to 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.
The reconciliation of the standard and effective tax rates is as follows:
Consolidated | ||||
6/30/2008 | 3/31/2008 | |||
Profit before taxation and statutory profit sharing | 93,176 | 55,818 | ||
Income tax and social contribution calculated at the standard | ||||
rate - 34% | (31,680) | (18,978) | ||
Net effect of subsidiaries taxed based on the presumed profit | ||||
method | 13,817 | 8,736 | ||
Offset of tax losses | 500 | 510 | ||
Other permanent differences | (158) | (99) | ||
Income tax and social contribution expense | (17,521) | (9,831) | ||
The reconciliation of these tax rates in the Parent Company mainly arises from the equity in the earnings (losses) of subsidiaries.
15 Financial Instruments
The Company carries out transactions 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:
Page: 36
(a) Considerations on risks
(i) Credit risk
The Company restricts its exposure to credit risks associated with banks and financial investments by 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. The addition, there is no history of losses due to the existence of liens for the recovery of its products in the case of default during the construction period.
At June 30, 2008, the Company's management did not consider it necessary to record a provision for loss on the recovery of receivables related to finished properties. In the same period, there was no material concentration of credit risk associated with clients.
(ii) Currency risk
The Company carries out transactions involving derivative financial instruments for the purposes of protecting itself against fluctuations in foreign exchange rates.
In the periods ended June 30, 2008 and March 31, 2008, the amount of R$ (19,822) and R$ 8,952, respectively, related to the net positive (negative) result from swap transactions of currency and interest rates was recorded in "financial income (expenses)", allowing for the correlation between the effect of these transactions with the fluctuations of foreign currencies on the Company's balance sheet.
The nominal value of the swap contracts is R$ 200,000 at June 30, 2008. The unrealized gains (losses) of these transactions are recorded in the balance sheet as follows:
At June 30, 2008, the gains and losses accounted for per contract are as follows:
Net unrealized | ||||||||||
Percentage | gains (losses) | |||||||||
from | Market | |||||||||
Rate swap contracts - | Nominal | Original | derivative | value | ||||||
(US dollar and yen for CDI) | value | index | Swap | instruments | (unrecorded) | |||||
Banco ABN Amro Real S.A. | 100,000 | yen + 1.4% | 105% CDI | (9,498) | (10,117) | |||||
US dollar + | ||||||||||
Banco Votorantim S.A. | 100,000 | 7% | 104% CDI | (10,324) | (9,488) | |||||
200,000 | (19,822) | (19,605) | ||||||||
The Company does not make sales denominated in foreign currency.
Page: 37
(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 properties, as stated in Note 5, are subject to interest of 12% a year, applied on a pro rata temporis basis.
In addition, 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.
(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 normal 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 transaction. For the calculation of their market value, estimates of interest rates for contracting operations with similar terms and amounts were used. The terms and conditions of loans and financing and debentures obtained are presented in Notes 9 and 10.
The amounts for the settlement of these liabilities do not significantly differ from the amounts presented in the quarterly information.
16 Insurance
Gafisa S.A. and its subsidiaries maintain insurance policies against engineering risk, property exchange 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 cover contracted is considered sufficient by management to cover possible risks involving its assets and/or responsibilities.
Page: 38
17 Statement of Cash Flows
Parent company | Consolidated | |||||||
2Q | 2Q | 2Q | 2Q | |||||
OPERATING ACTIVITIES | 6/30/2008 | 6/30/2007 | 6/30/2008 | 6/30/2007 | ||||
Net income | 58,749 | 32,142 | 58,749 | 32,142 | ||||
Expenses (income) not affecting cash and cash equivalents: | ||||||||
Depreciation and amortization | 1,157 | 5,196 | 1,221 | 5,515 | ||||
Equity in the earnings of subsidiaries | (11,663) | (12,919) | - | - | ||||
Amortization of goodwill and negative goodwill, net | (294) | (936) | 401 | (936) | ||||
Unrealized interest and charges, net | 12,327 | 8,478 | 17,117 | 1,158 | ||||
Deferred taxes | 6,530 | (7,552) | 12,637 | (5,580) | ||||
Minority interest | - | 23,308 | 13,105 | |||||
Decrease (increase) in assets | ||||||||
Trade accounts receivable | (218,381) | (64,791) | (310,520) | (122,734) | ||||
Properties for sale | (49,844) | (8,761) | (115,748) | (34,554) | ||||
Other receivables | (54,684) | (64,066) | (19,841) | 4,022 | ||||
Deferred selling expenses | 8,972 | (4,184) | 8,969 | (6,287) | ||||
Prepaid expenses | (1,913) | (5,536) | (1,892) | (5,547) | ||||
Increase (decrease) in liabilities | ||||||||
Obligations for real estate developments | - | 520 | - | 622 | ||||
Obligations for purchase of land | 104,063 | (19,033) | 106,142 | (19,487) | ||||
Taxes and contributions | 6,905 | 3,397 | 10,623 | 11,304 | ||||
Tax, labor and other contingencies | 249 | (512) | 522 | 107 | ||||
Suppliers | (9,138) | 9,401 | 6,659 | 13,494 | ||||
Advances from clients | 8,802 | (3,945) | 13,714 | (12,652) | ||||
Payroll, charges and provision for bonuses payable | 1,810 | (1,330) | (1,796) | 1,554 | ||||
Other accounts payable | 19,258 | 2,829 | 2,568 | (15,600) | ||||
Credit assignments payable | (1,521) | (232) | (4,394) | (232) | ||||
Profit (loss) from sales to appropriate | - | (103) | - | 958 | ||||
Cash used in operating activities | (118,616) | (131,937) | (191,561) | (139,628) | ||||
Investing activities | ||||||||
Purchases of property and equipment and intangible assets | (2,433) | (7,001) | (5,145) | (9,179) | ||||
Capital increase in subsidiaries | (71,138) | - | - | - | ||||
Acquisition of investments | - | (5,658) | - | 3,893 | ||||
Cash used in investing activities | (73,571) | (12,659) | (5,145) | (5,286) | ||||
- | ||||||||
Financing activities | ||||||||
Capital increase | - | 5,909 | - | 5,909 | ||||
Increase in loans and financing | 277,046 | 3,426 | 293,475 | 25,055 | ||||
Repayment of loans and financing | (7,129) | (1,893) | (17,404) | (11,282) | ||||
Assignment of credits receivable, net | 229 | (3) | 229 | (3) | ||||
Additional dividends paid for 2007 | (26,970) | - | (26,970) | - | ||||
Net cash provided by financing activities | 243,176 | 7,439 | 249,330 | 19,679 | ||||
- | - | |||||||
Net increase in cash and cash equivalents | 50,989 | (137,157) | 52,624 | (125,235) | ||||
CASH AND CASH EQUIVALENTS | ||||||||
At the beginning of the year | 531,472 | 601,809 | 722,385 | 621,251 | ||||
At the end of the year | 582,461 | 464,652 | 775,009 | 496,016 | ||||
- | ||||||||
Net increase in cash and cash equivalents | 50,989 | (137,157) | 52,624 | (125,235) | ||||
* * *
Page: 39
05.01 - COMMENT ON THE COMPANY'S PERFORMANCE DURING THE QUARTER |
SEE 08.01 - COMMENT ON THE CONSOLIDATED PERFORMANCE IN THE QUARTER.
Page: 40
06.01 - CONSOLIDATED BALANCE SHEET - ASSETS (in thousands of Brazilian Reais)
1 CODE | 2 DESCRIPTION | 3 - 6/30/2008 | 3 - 3/31/2008 |
1 | Total Assets | 4,095,628 | 3,611,764 |
1.01 | Current Assets | 2,925,776 | 2,533,932 |
1.01.01 | Cash and cash equivalents | 775,009 | 722,385 |
1.01.01.01 | Cash and banks | 22,896 | 47,614 |
1.01.01.02 | Financial Investments | 752,113 | 665,819 |
1.01.01.03 | Unrealized gains on derivative financial instruments, net | 0 | 8,952 |
1.01.02 | Credits | 763,909 | 607,668 |
1.01.02.01 | Trade accounts receivable | 763,909 | 607,668 |
1.01.02.01.01 | Receivables from real estate development clients | 729,035 | 578,383 |
1.01.02.01.02 | Receivables from construction and services clients | 34,874 | 29,285 |
1.01.02.01.03 | Other receivables | 0 | 0 |
1.01.02.02 | Sundry credits | 0 | 0 |
1.01.03 | Inventory | 1,185,037 | 1,015,020 |
1.01.03.01 | Properties for sale | 1,185,037 | 1,015,020 |
1.01.04 | Other | 201,821 | 188,859 |
1.01.04.01 | Deferred selling expenses | 35,664 | 44,633 |
1.01.04.02 | Prepaid expenses | 12,912 | 11,021 |
1.01.04.03 | Other receivables | 153,245 | 133,205 |
1.02 | Non-current Assets | 1,169,852 | 1,077,832 |
1.02.01 | Long-term receivables | 930,729 | 839,415 |
1.02.01.01 | Sundry credits | 819,717 | 719,707 |
1.02.01.01.01 | Receivables from property development clients | 732,753 | 578,475 |
1.02.01.01.02 | Properties for sale | 86,964 | 141,232 |
1.02.01.02 | Receivables from 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 | 111,012 | 119,708 |
1.02.01.03.01 | Deferred income tax and social contribution on net income | 61,670 | 69,938 |
1.02.01.03.02 | Other receivables | 21,363 | 21,791 |
1.02.01.03.03 | Judicial deposits | 27,979 | 27,979 |
1.02.01.03.04 | Dividends receivable | 0 | 0 |
1.02.02 | Permanent Assets | 239,123 | 238,417 |
1.02.02.01 | Investments | 206,232 | 209,450 |
1.02.02.01.01 | In direct and indirect associated companies | 0 | 0 |
1.02.02.01.02 | In associated companies - goodwill | 0 | 0 |
1.02.02.01.03 | In subsidiaries | 3,025 | 4,161 |
1.02.02.01.04 | In subsidiaries goodwill | 203,207 | 205,289 |
1.02.02.01.05 | Other investments | 0 | 0 |
1.02.02.02 | Property and equipment | 23,828 | 20,901 |
1.02.02.03 | Intangible assets | 9,063 | 8,066 |
Page: 41
1 CODE | 2 DESCRIPTION | 3 - 6/30/2008 | 3 - 3/31/2008 |
1.02.02.04 | Deferred charges | 0 | 0 |
Page: 42
06.02 - CONSOLIDATED BALANCE SHEET - LIABILITIES (in thousands of Brazilian Reais)
1 - CODE | 2 DESCRIPTION | 3 - 6/30/2008 | 3 - 3/31/2008 |
2 | Total Liabilities | 4,095,628 | 3,611,764 |
2.01 | Current Liabilities | 840,215 | 716,097 |
2.01.01 | Loans and financing | 122,555 | 82,964 |
2.01.02 | Debentures | 14,229 | 2,312 |
2.01.03 | Suppliers | 122,452 | 115,794 |
2.01.04 | Taxes, fees and contributions | 88,473 | 77,850 |
2.01.04.01 | PIS contribution | 17,571 | 16,692 |
2.01.04.02 | COFINS contribution | 51,261 | 41,404 |
2.01.04.03 | Installment payments of PIS and COFINS | 3,440 | 3,241 |
2.01.04.04 | Other taxes and contributions payable | 16,201 | 16,513 |
2.01.05 | Dividends payable | 10 | 26,981 |
2.01.06 | Provisions | 1,335 | 1,086 |
2.01.06.01 | Provision for contingencies | 1,335 | 1,086 |
2.01.07 | Accounts payable to related parties | 0 | 0 |
2.01.08 | Other | 491,161 | 409,110 |
2.01.08.01 | Liabilities for developments | 0 | 0 |
2.01.08.02 | Liabilities for purchases of land | 283,945 | 200,497 |
2.01.08.03 | Payroll, profit sharing and related charges | 34,496 | 36,292 |
2.01.08.04 | Advances from clients | 72,125 | 58,412 |
2.01.08.05 | Other liabilities | 100,595 | 113,909 |
2.02 | Non-current liabilities | 1,579,733 | 1,302,043 |
2.02.01 | Long-term liabilities | 1,553,144 | 1,272,637 |
2.02.01.01 | Loans and financing | 457,371 | 465,691 |
2.02.01.02 | Debentures | 490,000 | 240,000 |
2.02.01.03 | Provisions | 18,136 | 17,863 |
2.02.01.03.01 | Provision for contingencies | 18,136 | 17,863 |
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 | 587,637 | 549,083 |
2.02.01.06.01 | Liabilities for developments | 0 | 0 |
2.02.01.06.02 | Liabilities for purchases of land | 179,088 | 156,393 |
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 on net income | 82,386 | 77,956 |
2.02.01.06.05 | Other liabilities | 326,163 | 314,734 |
2.02.02 | Deferred income | 26,589 | 29,406 |
2.03 | Minority Interest | 44,397 | 21,090 |
2.04 | Shareholders' Equity | 1,631,283 | 1,572,534 |
2.04.01 | Paid-in capital | 1,203,921 | 1,203,921 |
2.04.01.01 | Capital | 1,221,971 | 1,221,971 |
2.04.01.02 | Treasury shares | (18,050) | (18,050) |
2.04.02 | Capital reserves | 167,276 | 167,276 |
Page: 43
1 - CODE | 2 DESCRIPTION | 3 - 6/30/2008 | 3 - 3/31/2008 |
2.04.03 | Revaluation reserves | 0 | 0 |
2.04.03.01 | Own assets | 0 | 0 |
2.04.03.02 | Subsidiaries/direct and indirect associated companies | 0 | 0 |
2.04.04 | Revenue reserves | 159,691 | 159,691 |
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 profits | 63,214 | 63,214 |
2.04.04.06 | Special reserve for undistributed dividends | 0 | 0 |
2.04.04.07 | Other revenue reserves | 0 | 0 |
2.04.05 | Retained earnings | 100,395 | 41,646 |
2.04.06 | Advance for future capital increase | 0 | 0 |
Page: 44
07.01 - CONSOLIDATED STATEMENT OF INCOME (in thousands of Brazilian Reais)
1 - CODE | 2 - DESCRIPTION | 3 -4/1/2008 to 6/30/2008 |
4 - 1/1/2008 to 6/30/2008 |
5 -4/1/2007 to 6/30/2007 |
6 - 1/1/2007 to 6/30/2007 |
3.01 | Gross sales and/or service revenues | 452,963 | 784,019 | 280,121 | 515,461 |
3.01.01 | Real estate development revenues | 443,337 | 774,025 | 264,319 | 496,333 |
3.01.02 | Construction and service revenues | 9,626 | 9,994 | 15,802 | 19,128 |
3.02 | Gross Revenue Deductions | (17,262) | (28,836) | (13,573) | (24,597) |
3.02.01 | Taxes on sales and services | (14,532) | (25,025) | (11,305) | (20,188) |
3.02.02 | Brokerage fees on sales | (2,730) | (3,811) | (2,268) | (4,409) |
3.03 | Net sales and/or service revenues | 435,071 | 755,183 | 266,548 | 490,864 |
3.04 | Cost of sales and/or services | (292,076) | (504,562) | (186,467) | (342,823) |
3.04.01 | Cost of real estate development sales | (292,076) | (504,562) | (186,467) | (342,823) |
3.05 | Gross profit | 143,625 | 250,621 | 80,081 | 148,041 |
3.06 | Operating expenses | (50,478) | (101,627) | (49,565) | (124,676) |
3.06.01 | Selling expenses | (34,811) | (58,858) | (17,330) | (29,336) |
3.06.02 | General and administrative | (32,646) | (63,818) | (26,584) | (45,160) |
3.06.02.01 | Profit sharing | 710 | (2,882) | (4,379) | (6,930) |
3.06.02.02 | Other administrative expenses | (33,356) | (60,936) | (22,205) | (38,230) |
3.06.03 | Financial | 20,390 | 26,628 | (2,945) | (11,630) |
3.06.03.01 | Financial income | 29,117 | 43,460 | 15,637 | 23,717 |
3.06.03.02 | Financial expenses | (8,727) | (16,832) | (18,582) | (35,347) |
3.06.04 | Other operating income | 0 | 0 | 2,848 | 2,498 |
3.06.05 | Other operating expenses | (3,411) | (5,579) | (5,517) | (40,752) |
3.06.05.01 | Depreciation and amortization | (1,622) | (3,372) | (5,517) | (10,578) |
3.06.05.02 | Extraordinary expenses | 0 | 0 | 0 | (30,174) |
3.06.05.03 | Other operating expenses | (1,789) | (2,207) | 0 | 0 |
3.06.06 | Equity in losses of subsidiaries | 0 | 0 | (37) | (296) |
3.07 | Operating profit | 93,147 | 148,994 | 30,516 | 23,365 |
3.08 | Non-operating (income) expenses, net | 29 | 0 | 0 | 0 |
3.08.01 | Income | 29 | 0 | 0 | 0 |
Page: 45
1 - CODE | 2 - DESCRIPTION | 3 -4/1/2008 to 6/30/2008 |
4 - 1/1/2008 to 6/30/2008 |
5 -4/1/2007 to 6/30/2007 |
6 - 1/1/2007 to 6/30/2007 |
3.08.02 | Expenses | 0 | 0 | 0 | 0 |
3.09 | Profit before taxation and profit sharing | 93,176 | 148,994 | 30,516 | 23,365 |
3.10 | Provision for income tax and social contribution on net income |
(4,884) | (8,639) | (1,774) | (3,365) |
3.11 | Deferred Income taxes | (12,637) | (18,713) | 5,703 | 4,152 |
3.12 | Statutory profit sharing/contributions | (560) | (1,120) | (560) | (1,120) |
3.12.01 | Proft sharing | (560) | (1,120) | (560) | (1,120) |
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 | (16,346) | (20,127) | (1,743) | (3,444) |
3.15 | Net income for the period | 58,749 | 100,395 | 32,142 | 19,588 |
NUMBER OF SHARES OUTSTANDING EXCLUDING TREASURY SHARES (in thousands) |
129,463 | 129,463 | 129,257 | 129,257 | |
NET INCOME PER SHARE (Reais) | 0.45379 | 0.77547 | 0.24867 | 0.15154 | |
LOSS PER SHARE (Reais) |
Page: 46
08.01 - COMMENT ON THE CONSOLIDATED PERFORMANCE IN THE QUARTER |
Gafisa Reports Strong Second Quarter Results |
--- Posts 67% Gain in Net Income, 106% EBITDA Increase and Achieves 16.9% EBITDA Margin--- |
--- 2Q08 Launches Grew 102% to R$953 million; Pre-Sales Rose 62% to R$554 million from 2Q07--- |
--- 2008 Launch Guidance Raised to R$3.5 billion --- |
São Paulo, August 14, 2008 - Gafisa S.A. (Bovespa: GFSA3; NYSE: GFA), Brazils leading diversified national homebuilder, today reported results for the second quarter ended June 30, 2008. The financial statements were prepared and presented in accordance with Brazilian GAAP and in Brazilian Reais (R$). Only financial data derived from the Companys accounting system were subject to review by the Companys 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 Gafisas stake (or participation) in its developments.
Gafisa is benefiting from its expertise in launching and delivering products to meet the continued growing demand in the housing sector while delivering strong operational and financial results. Launches increased by 102% to R$953 million in the second quarter and pre-sales grew 62% to $554 million as compared to the prior year period noted Chief Executive Officer Wilson Amaral. In addition to launching and developing products for Fit and Bairro Novo, our two recently formed companies that broaden our appeal to all income groups, we are now recording pre-sales and recognizing revenues from all four segments within the Company.
Amaral continued, With over R$775 million in cash, approximately R$200 million in receivables available for securitization, ample access to financing including standby facilities totaling R$1 billion for both construction and general corporate purposes, and a land bank of R$13 billion representing over 65,000 units, we are well positioned to accelerate our rate of growth. For those reasons, as well as the continued strong demand for housing, we are raising our launch guidance for 2008 to R$3.5 billion. We are maintaining our EBITDA margin guidance for the full year 2008 of between 16-17%.
Operating & Financial Highlights | |
Consolidated launches totaled R$953 million in the quarter, an increase of 102% compared to the second quarter of 2007. Launches in the first half of 2008 increased 98% to R$1,531 million. Pre-sales from current launches and inventory reached R$554 million in the second quarter, a 62% increase over 2Q07. In the first half of 2008, pre-sales reached R$1,056 million, a 77% increase over 1H07. Net operating revenues, recognized by the Percentage of Completion (PoC) method, rose 63% to R$436 million from R$267 million in 2Q07, in 1H08 net operating revenues reached R$755 million, a 54% increase over the previous year. 2Q08 EBITDA reached R$74 million (16.9% EBITDA margin), a 106% increase compared to 2Q07 EBITDA of R$36 million (13.4% EBITDA margin). |
|
IR Contact | |
Julia Freitas Forbes | |
Email: ri@gafisa.com.br | |
IR Website: | |
www.gafisa.com.br/ir | |
2Q08 Earnings Results Conference Call | |
Friday, August 15, 2008 | |
> In English | |
10AM EST | |
11AM Brasilia Time | |
US: 1 800 860-2442 | |
Other Countries: +1 412 858-4600 | |
Code: Gafisa | |
> In Portuguese | |
8AM EST | |
9AM Brasilia Time | |
Phone: +55 11 4688-6301 | |
Code: Gafisa |
Page: 47
Net Income was R$59 million for the quarter (13.5% net margin) an increase of 67% compared with R$35 million in 2Q07. EPS in 2Q08 was R$0.45, an increase of 67% compared to EPS of R$0.27 in 2Q07. In this quarter, Gafisa completed 5 new buildings and AlphaVille completed two developments with a total of 1,180 units and PSV of R$ 224 million. Gafisa received a Ba2 international rating from Moodys. Note: 2007 income statement numbers adjusted for capitalized interest. |
|
Page: 48
CEO Commentary and Corporate Highlights for 2Q 2008 |
I am pleased to report that once again Gafisa is delivering strong operational and financial results. All four of Gafisas housing segments are now contributing to the financial results of the organization and we see this impact in all measures of the Companys operating profitability. For example, EBITDA reached R$74 million, double that of the previous years quarter. Importantly, our EBITDA margin grew to 16.9% this quarter from 13.4% in last years second quarter as we are now seeing the impact of the investments we made in previous quarters to support the development of new housing segments to drive the future growth of the company. With this growth, we are achieving our goals of diversifying our product offering and thus our future revenue stream. In less than two years, with the acquisition of AlphaVille and launch of Fit and Bairro Novo, the original Gafisa segment has gone from providing 100% of launches and pre-sales to 62% of launches and 69% of pre-sales this quarter. As well, with the addition of these new companies we have achieved greater geographic diversity and today we have a presence in 20 states with 143 sites under development.
Our focus on delivering high quality, affordable housing to the lower income segments is proving to be a winning move. Fit Residencial is fully up and running with 18 developments throughout Brazil. From our vantage point, we continue to see strong demand for high quality housing products at the appropriate price points despite the impact of inflation on the purchasing power of this group. In July alone, Fit accounted for R$53 million in pre-sales, more than the total pre-sales amount recorded for the full year of 2007. Additionally, our first Bairro Novo development, Cotia, is advancing as planned and we are applying the valuable experience gained in the launch of a development of this scale to our second Bairro Novo project announced on July 4, Camaari near Salvador in the State of Bahia.
We have not yet seen an impact on housing demand or access to mortgage financing in Brazil, despite talk of growing global volatility. On the contrary, our experience points to continued robust demand for housing, growing access to financing and improved mortgage terms with respect to repayment terms and loan-to-value offered consumers. This perspective is supported by the continued growth in savings accounts during the first half of 2008 reaching a level of R$196 billion, a 21% growth over June 2007. Regulation in Brazil requires that 65% of those balances be used toward financing home mortgages. As a result, we saw R$13 billion in new mortgages issued in Brazil during the first half of the year, 138% and 71% of total mortgages issued during all of 2006 and 2007, respectively. In June alone, while the Selic rate increased by 75 basis points, the value of new mortgages issued reached a record monthly high of R$3.2 billion, more than all of 2004. Finally, the overall macroeconomic picture for Brazil remains strong which should bode well for wages and employment going forward. Economic growth is fundamental to the continued expansion of Brazils middle class, a group that still remains highly underserved by the housing sector.
For those reasons, we are raising our launch guidance for 2008 to R$3.5 billion. We are maintaining our EBITDA margin guidance for the full year 2008 of between 16-17%.
On a final note, as I look at the accomplishments that are achieved on a quarterly basis and the growth objectives of this Company across such diverse geographies, it is clear to me that the experience and execution capabilities to deliver on these results can only have been achieved through many years of honing our collective expertise. In June, Gafisa celebrated 54 years of building homes for Brazilians and will soon complete the construction of our 1000th development.
Happy Birthday Gafisa, and thanks to all of our team who are dedicated to delivering high quality residences to all income segments of the population in Brazil.
Wilson Amaral
CEO Gafisa S.A.
Page: 49
Recent Developments |
Low Income Segment:
Fit Residencial is quickly becoming a financial contributor to the results of Gafisa as it expands its presence with 18 developments now underway in 13 cities throughout Brazil: São Paulo state, as well as the North, Northeast and Center-West regions and, with its June launch in Paraná, in the South of the country. During the second quarter Fit launched eight developments, six of which were launched in June. Demonstrating the strong appeal of these properties and expanding access to financing by this population segment, Fit recorded pre-sales of R$53 million in July alone, over 50% of the pre-sales recorded for the entire second quarter of 2008.
Bairro Novo is on track to deliver the first phase of 574 units of the Cotia project. On July 4 Bairro Novo launched the first phase of 642 units of its second large scale development which is expected to have 4,500 units when completed. Camaari, located near Salvador in the state of Bahia is an ideal location for this type of development.
Diversified Geographies and Products:
In December 2006, the Gafisa higher income product represented 100% of the companys revenues, pre-sales and launches and the Company was present in 10 states and 16 cities with 70 developments. At the end of the second quarter 2008, the Gafisa product represents 63% of launches and 67% of pre-sales. The Company is now present in 20 states with 143 sites with Gafisa, AlphaVille, Fit and Bairro Novo now contributing to pre-sales and revenues.
SAP and SOX implementation:
The implementation of the SAP management information system is an important tool in managing the companys operations as it continues to grow and offer diversified housing products and to fulfill the requirements of Sarbanes-Oxley (SOX). The Company has targeted three phases of roll-out for the system company wide, on June 2nd the first phase was implemented and is under stabilization. Phases 2 and 3 will be rolled out in September and October 2008, respectively.
Moodys Ba2 International Rating:
Gafisa recently received Ba2 international and Aa3.br Brazil national scale ratings from Moodys, adding to Gafisas Fitch rating of A(bra) and Standard & Poors rating of BrA
Page: 50
Operating and Financial Highlights (R$000) | 2Q08 | 2Q07(1) | Change | 1H08 | 1H07(1) | Change | ||||||
Project Launches (% Gafisa) | 952,693 | 470,673 | 102% | 1,530,582 | 773,819 | 98% | ||||||
Project Launches (100%) | 1,396,194 | 678,832 | 106% | 2,193,090 | 1,024,107 | 114% | ||||||
Project Launches (Units) (100%) | 7,433 | 2,744 | 171% | 9,538 | 4,561 | 109% | ||||||
Project Launches (Units) (% Gafisa) | 4,807 | 1,912 | 151% | 6,300 | 3,474 | 81% | ||||||
Pre-Sales (% Gafisa) | 553,674 | 342,778 | 62% | 1,055,934 | 597,281 | 77% | ||||||
Sales from 2008 projects launches (% Gafisa) | 332,356 | 224,361 | 48% | 535,977 | 299,522 | 79% | ||||||
Sales from inventory Dec/2007(% Gafisa) | 221,318 | 118,418 | 87% | 519,957 | 297,760 | 75% | ||||||
Pre-Sales (100%) | 697,340 | 439,012 | 59% | 1,413,451 | 745,525 | 90% | ||||||
Pre-Sales (Units) (100%) | 3,399 | 1,806 | 88% | 6,188 | 2,992 | 107% | ||||||
Pre-Sales (Units) (% Gafisa) | 2,495 | 1,393 | 79% | 4,462 | 2,384 | 93% | ||||||
Average Sales Price (R$/sq m) (100% exc. lots) | 2,800 | 2,705 | 3% | 2,680 | 2,741 | (2%) | ||||||
Net Operating Revenues | 435,701 | 266,548 | 63% | 755,183 | 490,864 | 54% | ||||||
Gross Profits | 143,625 | 77,481 | 85% | 250,621 | 143,008 | 75% | ||||||
Gross Margin | 33.0% | 29.1% | 390 bps | 33.2% | 29.1% | 405 bps | ||||||
EBITDA | 73,848 | 35,816 | 106% | 124,618 | 69,594 | 79% | ||||||
EBITDA Margin | 16.9% | 13.4% | 351 bps | 16.5% | 14.2% | 232 bps | ||||||
Extraordinary Expenses (2) | 0 | 0 | - | 0 | (30,174) | - | ||||||
Net Income | 58,749 | 35,268 | 67% | 100,395 | 55,815 | 80% | ||||||
Net Margin | 13.5% | 13.2% | 25 bps | 13.3% | 11.4% | 192 bps | ||||||
Earnings per Share | 0.45 | 0.27 | 67% | 0.78 | 0.44 | 77% | ||||||
Average number of shares, basic | 129,462,921 | 129,195,063 | 0% | 129,459,162 | 127,098,840 | 2% | ||||||
Backlog of Revenues | 1,928 | 1,100 | 75% | |||||||||
Backlog of Results (3) | 667 | 379 | 76% | |||||||||
Backlog Margin (3) | 34.6% | 34.4% | 20 bps | |||||||||
Net Debt and Obligation to Investors (Cash) | 609,146 | (125,259) | - | |||||||||
Cash | 775,009 | 496,016 | 56% | |||||||||
Shareholders Equity | 1,631,283 | 1,462,371 | 12% | |||||||||
Total Assets | 4,095,628 | 2,295,382 | 78% | |||||||||
(1) 2007 financial results are adjusted for capitalized interest here, see Table 9. 1H07 also adjusted for Extraordinary Expenses. | ||||||||||||
(2) NYSE follow-on offering. | ||||||||||||
(3) Backlog of results net of sales tax of 3.65%. |
Page: 51
Launches |
The total number of units launched by Gafisa increased by 151%, to 4,807, in the second quarter as compared to 2Q07, with launches increasing across all segments, and potential sales value more than doubling to R$952.7 million In addition to posting strong gains in launches and pre-sales, Gafisa made significant strides in further diversifying its portfolio geographically, with 60% of launches being made in new markets outside of the states of São Paulo and Rio de Janeiro. Appetite for higher-end properties remained strong while the price per square meter also increased; the Gafisa segment recorded an increase of 27% on a quarter over quarter basis to R$3,276 m2. The Companys commitment to expanding the affordable entry level segment increased during the quarter, as exemplified by launches of R$255 million at Fit, and the launch of a second Bairro Novo project in Camaari, Bahia (Northeast region) in July 2008.
The tables below detail new projects launched in the second quarter and the first six months of 2007 and 2008:
Table 1 - Launches per Company (Gafisa %) | 2Q08 | 2Q07 | 2Q08 x 2Q07 | 1H08 | 1H07 | 1H08 x 1H07 | ||||||||
Gafisa | PSV (R$ 000) | 595,551 | 470,673 | 27% | 1,086,334 | 721,827 | 50% | |||||||
Units | 2,157 | 1,912 | 13% | 3,113 | 2,964 | 5% | ||||||||
R$ 000/Unit | 276 | 246 | 12% | 349 | 244 | 43% | ||||||||
R$/m2 | 3,276 | 2,573 | 27% | 3,302 | 2,554 | 29% | ||||||||
Area m2 | 181,805 | 182,898 | (1%) | 328,993 | 282,603 | 16% | ||||||||
AlphaVille | PSV (R$ 000) | 101,877 | - | - | 160,398 | 35,018 | 358% | |||||||
Units | 708 | - | - | 1,096 | 326 | 236% | ||||||||
R$ 000/Unit | 144 | - | - | 146 | 107 | 36% | ||||||||
R$/m2 | 297 | - | - | 305 | 233 | 31% | ||||||||
Area m2 | 582,145 | - | - | 764,893 | 150,029 | 410% | ||||||||
Fit | PSV (R$ 000) | 255,265 | - | - | 283,850 | 16,974 | 1,572% | |||||||
Units | 1,942 | - | - | 2,091 | 184 | 1,036% | ||||||||
R$ 000/Unit | 131 | - | - | 136 | 92 | 47% | ||||||||
R$/m2 | 2,198 | - | - | 2,231 | 1,850 | 21% | ||||||||
Area m2 | 116,125 | - | - | 127,224 | 9,173 | 1,287% | ||||||||
Total | PSV (R$ 000) | 952,693 | 470,673 | 102% | 1,530,582 | 773,819 | 98% | |||||||
Units | 4,807 | 1,912 | 151% | 6,300 | 3,474 | 81% | ||||||||
Area m2 | 880,075 | 182,898 | 381% | 1,221,110 | 441,805 | 176% | ||||||||
R$ 000 | ||||||||||||||
Table 2 - Launches per Region (Gafisa %) | 2Q08 | 2Q07 | 2Q08 x 2Q07 | 1H08 | 1H07 | 1H08 x 1H07 | ||||||||
Gafisa | São Paulo | 200,627 | 254,266 | (21%) | 452,280 | 329,949 | 37% | |||||||
Rio de Janeiro | 85,653 | 89,767 | (5%) | 193,884 | 240,671 | (19%) | ||||||||
New Markets | 309,271 | 126,640 | 144% | 440,169 | 151,207 | 191% | ||||||||
Total Gafisa | 595,551 | 470,673 | 27% | 1,086,334 | 721,827 | 50% | ||||||||
AlphaVille | Rio de Janeiro | 29,343 | - | - | 29,343 | - | - | |||||||
New Markets | 72,534 | - | - | 131,055 | 35,018 | 274% | ||||||||
Total AlphaVille | 101,877 | - | - | 160,398 | 35,018 | 358% | ||||||||
Fit | São Paulo | 69,464 | - | - | 69,464 | 16,974 | 309% | |||||||
New Markets | 185,801 | - | - | 214,386 | - | - | ||||||||
Total Fit | 255,265 | - | - | 283,850 | 16,974 | 1,572% | ||||||||
Total | São Paulo | 270,092 | 254,266 | 6% | 521,745 | 346,923 | 50% | |||||||
Rio de Janeiro | 114,996 | 89,767 | 28% | 223,227 | 240,671 | (7%) | ||||||||
New Markets | 567,605 | 126,640 | 348% | 785,609 | 186,225 | 322% | ||||||||
Total | 952,693 | 470,673 | 102% | 1,530,582 | 773,819 | 98% | ||||||||
Page 52 of 78
Pre-Sales |
Pre-sales contracts in the quarter increased 62% to R$554 million as compared to the second quarter of 2007 and reached 58% of new launches. Consistent with the companys strategy of geographic diversification, pre-sales in new markets more than doubled to R$205 million on a quarterly basis, comprising more than a third of total pre-sales for the second consecutive quarter. The second quarter also saw increases in both pre-sales from 2008 project launches, up 48% to R$332 million, as well as from inventory at end of 2007, up 88% to R$221 million. The more recently launched AlphaVille and Fit contributed nearly a third of pre-sales, adding diversification across business segments.
The tables below set forth a breakdown of our pre-sales for the second quarter and the first half of 2007 and 2008:
Table 3 - Pre-Sales per Company (Gafisa %) | 2Q08 | 2Q07 | 2Q08 x 2Q07 | 1H08 | 1H07 | 1H08 x 1H07 | ||||||||
Gafisa | PSV (R$ 000) | 372,376 | 316,584 | 18% | 734,749 | 543,900 | 35% | |||||||
Units | 1,061 | 1,191 | (11%) | 1,864 | 1,976 | (6%) | ||||||||
R$ 000/Unit | 351 | 266 | 32% | 394 | 275 | 43% | ||||||||
R$/m2 | 3,444 | 2,728 | 26% | 3,430 | 2,708 | 27% | ||||||||
Area m2 | 108,123 | 116,056 | (7%) | 214,232 | 200,872 | 7% | ||||||||
AlphaVille | PSV (R$ 000) | 74,946 | 18,363 | 308% | 131,897 | 42,669 | 209% | |||||||
Units | 400 | 115 | 248% | 637 | 289 | 120% | ||||||||
R$ 000/Unit | 187 | 160 | 17% | 207 | 148 | 40% | ||||||||
R$/m2 | 358 | 246 | 46% | 352 | 265 | 33% | ||||||||
Area m2 | 209,335 | 74,655 | 180% | 374,500 | 161,128 | 132% | ||||||||
Fit | PSV (R$ 000) | 98,786 | 7,831 | 1,162% | 178,883 | 10,712 | 1,570% | |||||||
Units | 936 | 87 | 975% | 1,825 | 119 | 1,433% | ||||||||
R$ 000/Unit | 106 | 90 | 17% | 98 | 90 | 9% | ||||||||
R$/m2 | 2,193 | 1,705 | 29% | 1,973 | 1,807 | 9% | ||||||||
Area m2 | 45,050 | 4,592 | 881% | 90,653 | 5,927 | 1,429% | ||||||||
Bairro Novo1 | PSV (R$ 000) | 7,566 | - | - | 10,406 | - | - | |||||||
Units | 98 | - | - | 137 | - | - | ||||||||
R$ 000/Unit | 77 | - | - | 76 | - | - | ||||||||
R$/m2 | 1,659 | - | - | 1,626 | - | - | ||||||||
Area m2 | 4,560 | - | - | 6,401 | - | - | ||||||||
Total | PSV (R$ 000) | 553,674 | 342,778 | 62% | 1,055,935 | 597,281 | 77% | |||||||
Units | 2,495 | 1,393 | 79% | 4,462 | 2,384 | 87% | ||||||||
Area m2 | 367,068 | 195,303 | 88% | 685,786 | 367,927 | 86% | ||||||||
R$ 000 | ||||||||||||||
Table 4 - Pre-Sales per Region (Gafisa %) | 2Q08 | 2Q07 | 2Q08 x 2Q07 | 1H08 | 1H07 | 1H08 x 1H07 | ||||||||
Gafisa | São Paulo | 181,807 | 147,968 | 23% | 320,039 | 276,334 | 16% | |||||||
Rio de Janeiro | 118,185 | 95,043 | 24% | 193,291 | 168,483 | 15% | ||||||||
New Markets | 72,384 | 73,572 | (2%) | 221,418 | 101,964 | 117% | ||||||||
Total Gafisa | 372,376 | 316,584 | 18% | 734,749 | 546,782 | 34% | ||||||||
AlphaVille | São Paulo | 3,511 | 1,487 | 136% | 5,608 | 1,723 | 225% | |||||||
Rio de Janeiro | 2,801 | - | - | 5,222 | - | - | ||||||||
New Markets | 68,634 | 16,876 | 307% | 121,067 | 40,945 | 196% | ||||||||
Total AlphaVille | 74,946 | 18,363 | 308% | 131,897 | 42,669 | 209% | ||||||||
Fit | São Paulo | 34,246 | 7,831 | 337% | 85,719 | 7,831 | 995% | |||||||
New Markets | 64,540 | - | - | 93,164 | - | - | ||||||||
Total Fit | 98,786 | 7,831 | 1,162% | 178,883 | 7,831 | 2,184% | ||||||||
Bairro Novo 1 | São Paulo | 7,566 | - | - | 10,406 | - | - | |||||||
Total | São Paulo | 227,130 | 157,286 | 44% | 421,772 | 285,888 | 48% | |||||||
Page 53 of 78
Rio de Janeiro | 120,986 | 95,043 | 27% | 198,513 | 168,483 | 18% | ||||||||
New Markets | 205,558 | 90,449 | 127% | 435,649 | 142,909 | 205% | ||||||||
Total | 553,674 | 342,778 | 62% | 1,055,935 | 597,281 | 77% | ||||||||
Note: 1 Bairro Novo figures presented in this report correspond to Gafisa stake of 50% in the company |
Sales Velocity |
Sales velocity during the second quarter 2008 was 21% for Gafisa. While Gafisa has several examples of sell-outs and near sell-outs within the first month of opening projects for sale during the second quarter, the pre-sales velocity for each segment during the quarter was heavily impacted by the disproportionately high number of launches across the Company during June. Gafisa launched seven of 12 projects, AlphaVille, three of four and FIT, seven of nine during the final month of the quarter providing no time to record sales against those properties. Sales velocity is calculated as follows:
2Q08 Pre-Sales
_________________________________
Inventory End 1Q08 + 2Q08 Launches
Table 5 - Sales Velocity | ||||||||||
VSO 2Q08 | 1Q08 Inventory (a) |
2Q08 Launches (b) |
(a)+(b) | 2Q08 Pre-Sales |
VSO | |||||
Gafisa | 1,236,748 | 595,551 | 1,832,299 | 372,376 | 20% | |||||
AlphaVille | 205,317 | 101,877 | 307,194 | 74,946 | 24% | |||||
Fit | 164,704 | 255,265 | 419,969 | 98,786 | 24% | |||||
Bairro Novo | 22,032 | - | 22,032 | 7,566 | 34% | |||||
Total Gafisa | 1,628,801 | 952,693 | 2,581,494 | 553,674 | 21% | |||||
Page 54 of 78
Completed Projects |
In this quarter, Gafisa completed seven projects totaling 1,180 units in three regions. The Gafisa segment completed five projects targeted at the mid to mid-high income segments in São Paulo, while AlphaVille completed two large projects with an area of approximately 1 million square meters made up of lots in Cear and Amazonas.
The tables below list our products completed during the second quarter of 2008:
Table 6 - 2Q08 Completed Projects | |||||||||||||||||
Development | Date | Launch Date |
Segment | Location | Area sq m |
Units Co % |
Company Stake |
PSV Co % |
|||||||||
Gafisa | Weber Art | Apr-08 | Jun-05 | MHI | São Paulo - SP | 5,812 | 57 | 100% | 16,641 | ||||||||
Gafisa | CSF Sant'Etyene | Apr-08 | Jun-05 | MID | São Paulo - SP | 11,261 | 111 | 100% | 27,625 | ||||||||
Gafisa | Domain Du Soleil VIl Panamby | May-08 | Sep-05 | HIG | São Paulo - SP | 8,225 | 25 | 100% | 34,499 | ||||||||
Gafisa | Jazz Duet Villagio Panamby | May-08 | Sep-05 | HIG | São Paulo - SP | 13,400 | 50 | 100% | 51,152 | ||||||||
Gafisa | The Gold | Jun-08 | Dec-05 | MHI | São Paulo - SP | 10,465 | 28 | 100% | 36,919 | ||||||||
Gafisa | Total | 49,163 | 271 | 100% | 166,836 | ||||||||||||
AlphaVille | AlphaVille Manaus | Apr-08 | Aug-05 | LOT | Manaus - AM | 464,688 | 404 | 63% | 27,622 | ||||||||
AlphaVille | AlphaVille Eusbio | May-08 | Sep-05 | LOT | Eusbio - CE | 534,314 | 505 | 65% | 29,771 | ||||||||
AlphaVille | Total | 999,002 | 909 | 64% | 57,393 | ||||||||||||
Total | 1,048,165 | 1,180 | 91% | 224,229 | |||||||||||||
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 are beginning to contribute to pre-sales and revenues based on the Percentage of Completion or PoC accounting method. The increased launches through Fit and Bairro Novo during the first half of 2008 are expected to increase the pre-sales and revenue contribution of each in future periods.
Table 7 - Revenues over Launches and Pre-Sales per Line | ||||||||||
1H08 | Gafisa | AlphaVille | Fit | Bairro Novo | Total | |||||
Launches | 1,086,334 | 160,398 | 283,850 | - | 1,530,582 | |||||
Pre-Sales | 734,749 | 131,897 | 178,883 | 10,406 | 1,055,935 | |||||
Revenues | 593,871 | 113,693 | 38,621 | 8,998 | 755,183 | |||||
Launches Share | 71% | 10% | 19% | - | 100% | |||||
Pre-Sales Share | 70% | 12% | 17% | 1% | 100% | |||||
Revenue Share | 79% | 15% | 5% | 1% | 100% | |||||
Revenues/ Launches | 55% | 71% | 14% | - | 49% | |||||
Revenues/ Pre-Sales | 81% | 86% | 22% | 86% | 72% | |||||
Page 55 of 78
Land Reserves |
Our land bank reached approximately R$13.2 billion, composed of 225 different sites in 66 cities in 21 states, totaling 8,4 million square meters, equivalent to 65,273 units. This ensures our ability to continue to grow launches and sales over the near term. In accordance with our land bank diversification strategy, at the end of the quarter 42% 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 second quarter, Gafisa launched projects in 10 different states.
The table below shows a detailed breakdown of our current land bank:
Table 8 - Land Bank per Region | Future Sales R$000 %Gafisa |
% Swap1 | Usable Area sqm 000 % Gafisa |
Potential Units (% Gafisa) |
Potential Units (100%) |
|||||||
Gafisa | São Paulo | 3,606 | 27% | 1,350 | 10,162 | 10,692 | ||||||
Rio de Janeiro | 1,213 | 24% | 526 | 3,121 | 3,182 | |||||||
New Markets | 3,041 | 73% | 1,742 | 10,449 | 14,578 | |||||||
Total Gafisa | 7,860 | 47% | 3,617 | 23,732 | 28,452 | |||||||
AlphaVille | São Paulo | 1,111 | 99% | 1,111 | 7,096 | 16,827 | ||||||
Rio de Janeiro | 138 | 100% | 138 | 418 | 1,144 | |||||||
New Markets | 1,677 | 95% | 1,677 | 8,678 | 15,008 | |||||||
Total AlphaVille | 2,926 | 97% | 2,926 | 16,192 | 32,979 | |||||||
Fit Residencial | São Paulo | 1,175 | 15% | 597 | 10,892 | 13,250 | ||||||
Rio de Janeiro | 95 | 0% | 34 | 576 | 640 | |||||||
New Markets | 431 | 7% | 229 | 3,648 | 5,585 | |||||||
Total Fit | 1,702 | 12% | 860 | 15,116 | 19,475 | |||||||
Bairro Novo | São Paulo | 48 | 0% | 61 | 690 | 1,380 | ||||||
Rio de Janeiro | 230 | 81% | 395 | 3,746 | 7,492 | |||||||
New Markets | 391 | 91% | 564 | 5,797 | 11,594 | |||||||
Total Bairro Novo | 670 | 81% | 1,020 | 10,233 | 20,466 | |||||||
Total | 13,156 | 75% | 8,423 | 65,273 | 101,372 | |||||||
(1) % Swap refers to the swap portion over total land costs,
Page 56 of 78
2008 and 2007 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 quarters income statements, to help make the two first quarters of 2008 more comparable to 2007:
Table 9 - Capitalized Interest Effect (R$000) | |||||||||||||
2Q08 | 1Q08 | 4Q07 | 3Q07 | 2Q07 | 1Q07 | 2007 | |||||||
COGS | (4,357) | (2,749) | (3,220) | (3,283) | (2,600) | (2,433) | (11,535) | ||||||
Financial Expenses | 17,074 | 16,626 | 9,087 | 9,264 | 7,339 | 6,865 | 32,554 | ||||||
Income Taxes | (4,324) | (4,718) | (1,995) | (2,034) | (1,611) | (1,507) | (7,146) | ||||||
Net Income | 8,393 | 9,159 | 3,872 | 3,947 | 3,128 | 2,925 | 13,873 | ||||||
Earnings per share (R$) | 0.06 | 0.07 | 0.03 | 0.03 | 0.02 | 0.02 | 0.11 | ||||||
Properties for Sale (Current Assets) | 47,631 | 34,914 | 21,037 | ||||||||||
2T08 Revenues |
Net operating revenues for 2Q08 rose 63% to R$435.7 million from R$266.6 million in 2Q07, with revenues for the first half reaching R$755.2 million.
Revenues for the industry are recognized based on actual cost versus total budgeted costs of land and construction (Percentage of Completion method or PoC method) and the pre-sales portfolio is recognized in future periods even if the company has already completely pre-sold developments.
The table below presents detailed information of pre-sales and recognized revenues by launch year:
Table 10 - Pre-sales x Recognized Revenues | ||||||||||||||||
2Q08 | 2Q07 | |||||||||||||||
R$ 000 | Pre-Sales | % of Total | Revenues | % of Revenues | Pre-Sales | % of Total | Revenues | % of Revenues | ||||||||
Launched in 2008 | 331,554 | 60% | 71,153 | 16% | - | - | - | - | ||||||||
Launched in 2007 | 165,549 | 30% | 162,108 | 37% | 224,361 | 65.5% | 16,038 | 6% | ||||||||
Launched in 2006 | 35,754 | 6% | 141,700 | 33% | 69,984 | 20.4% | 73,398 | 28% | ||||||||
Launched in 2005 | 10,536 | 2% | 52,598 | 12% | 40,665 | 11.9% | 128,083 | 48% | ||||||||
Launched up to 2004 | 10,280 | 2% | 8,142 | 2% | 7,768 | 2.3% | 49,029 | 18% | ||||||||
Total | 553,674 | 100% | 435,701 | 100% | 342,778 | 100.0% | 266,548 | 100% | ||||||||
1H08 | 1H07 | |||||||||||||||
R$ 000 | Pre-Sales | % of Total | Revenues | % of Revenues | Pre-Sales | % of Total | Revenues | % of Revenues | ||||||||
Launched in 2008 | 528,699 | 50% | 106,950 | 14% | - | - | - | - | ||||||||
Launched in 2007 | 408,774 | 39% | 240,839 | 32% | 299,522 | 50% | 17,108 | 3% | ||||||||
Launched in 2006 | 68,329 | 6% | 261,262 | 35% | 200,261 | 34% | 137,677 | 28% | ||||||||
Launched in 2005 | 36,305 | 3% | 122,728 | 16% | 59,756 | 10% | 230,185 | 47% | ||||||||
Launched up to 2004 | 13,827 | 1% | 23,404 | 3% | 37,742 | 6% | 105,894 | 22% | ||||||||
Total | 1,055,935 | 100% | 755,183 | 100% | 597,281 | 100% | 490,864 | 100% | ||||||||
Page 57 of 78
2T08 Gross Profits |
Gross profits for 2Q08 totaled R$143.6 million (R$77.5 million for 2Q07, adjusted for capitalized interest), an increase of 85%, reflecting continued robust demand for Gafisa properties in all market segments and geographies. Gross margin for 2Q08 was 33.0%, 390 basis points higher than 2Q07. For the first half of 2008, gross profits totaled R$250.6 million (R$143.0 million for 2Q07, adjusted for capitalized interest), an increase of 75% and gross margin went up 405 basis points to 33.2% ..
2T08 Selling, General, and Administrative Expenses (SG&A) |
Due to our growth strategy, Gafisa made a decision to build management teams and the requisite infrastructure dedicated to diverse segments within our portfolio as well as our sales capacity during 2007. The second quarter of 2008 marks a turning point as we begin to reap the benefits of this investment, with SG&A as a percentage of launches, sales, and revenues declining. Selling Expenses increased 101% in Q208 on a quarter over quarter basis in accordance with an increased number of launches, while G&A Expenses continued to be diluted by the growth of revenues. The increased launches at Fit, in particular, have enabled the Company to leverage its sales infrastructure across a broader portfolio.
Table 11 - SG&A expenses | 2Q08 | 2Q07 | 1H08 | 1H07 | ||||
Selling Expenses (R$ 000) | 34,811 | 17.330 | 58,858 | 29.336 | ||||
G&A Expenses (R$ 000) | 33,209 | 27.144 | 64,938 | 46.280 | ||||
SG&A Expenses (R $000) | 68,020 | 44.474 | 123,796 | 75.616 | ||||
Selling Expenses / Launches | 3.7% | 3.7% | 3.8% | 3.8% | ||||
G&A Expenses / Launches | 3.5% | 5.8% | 4.2% | 6.0% | ||||
SG&A / Launches | 7.1% | 9.4% | 8.1% | 9.8% | ||||
Selling Expenses / Sales | 6.3% | 5.1% | 5.6% | 4.9% | ||||
G&A Expenses / Sales | 6.0% | 7.9% | 6.1% | 7.7% | ||||
SG&A / Sales | 12.3% | 13.0% | 11.7% | 12.7% | ||||
Selling Expenses / Revenues | 8.0% | 6.5% | 7.8% | 6.0% | ||||
G&A Expenses / Revenues | 7.6% | 10.2% | 8.6% | 9.4% | ||||
SG&A / Revenues | 15.6% | 16.7% | 16.4% | 15.4% | ||||
Gafisa has adopted conservative accounting standards, especially with regards to the recognition of selling expenses. The only selling expenses that we defer are those associated with the showrooms, and this, as previously noted, negatively impacts our EBITDA margin. As can be seen on the table below, our deferred selling expenses are low and will be amortized on a PoC basis:
Table 12 - Deferred selling expenses1 | 2Q08 | 2Q07 | ||
Deferred Selling Expenses (R$ 000) | 35,664 | 25,259 | ||
Deferred Selling Expenses / LTM Launches | 1.2% | 1.9% | ||
Deferred Selling Expenses / LTM Sales | 1.7% | 2.1% | ||
Deferred Selling Expenses / LTM Revenues | 2.5% | 2.9% | ||
1Current assets account |
2T08 EBITDA |
EBITDA for the second quarter totaled R$73.9 million, 106% higher than the R$35.8 million EBITDA adjusted for capitalized interest in 2Q07. As a percentage of net revenues, EBITDA increased from 13.4% in 2Q07 to 16.9% in 2Q08, a margin increase of 351 basis points. The EBITDA margin of 16.9% was achieved despite the increase in launches and associated SG&A expenses. In the first half of 2008 EBITDA totaled R$124.6 million with a margin of 16.5% . 1H08 EBITDA was 79% higher than the R$69.6 million EBITDA adjusted for capitalized interest of 1H07. Gafisa expects to sustain EBITDA margins of 16-17% for the remainder of the 2008.
Page 58 of 78
2T08 Depreciation and Amortization |
Depreciation and amortization in 2Q08 amounted to R$1.6 million, compared to the R$5.5 million in 2Q07.
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:
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$2.2 million in 2Q08 and R$1.5 million in 1Q08.
2T08 - Financial Results |
Net financial results totaled a positive R$20.4 million in 2Q08 compared to a negative R$3.0 million in 2Q07, mainly due to the capitalization of interest and interest received on the increased cash balances.
2T08 - Income Taxes |
Net income taxes and social contribution for 2Q08 amounted to R$17.5 million versus a positive R$3.9 million contribution in 2Q07, which was due to tax credits in 2Q07. The 2Q08 figure reflects an increase in the income taxes and social contribution proportional to the growth of the companys net income.
2T08 - Net Income and Earnings per Share |
Net income in 2Q08 was R$58.8 million (13.5% of net revenues), compared to R$35.3 million in 2Q07 adjusted for capitalized interest (13.2% margin), an increase of 67%. Earnings per share were R$0.45 in 2Q08 compared to R$0.27 in 2Q07 adjusted for capitalized interest. The weighted average number of shares outstanding were 129,462,921 million during 2Q08 compared to 129,195,063 million during 2Q07. Shares outstanding were 129,462,921 on June 30, 2008.
Backlog of Revenues and Results |
The backlog of results to be recognized under the PoC method reached R$667.0 million in 2Q08, R$288.4 million higher than 2Q07 and R$64.8 million more than 1Q08. The table below shows our revenues, costs and results to be recognized, as well as the amount of the corresponding costs and the expected margin:
Table 13 - Revenues and results to be recognized (R$ million) | ||||||||||
2Q08 | 1Q08 | 2Q07 | 2Q08 x 1Q08 | 2Q08 x 2Q07 | ||||||
Gross sales to be recognizedend of period | 1,927.5 | 1,725.9 | 1,100.2 | 12% | 75% | |||||
Net sales to be recognized (3.65% sales tax) | 1,857.1 | 1,662.9 | 1,060.0 | 12% | 75% | |||||
Cost of units sold to be recognized - end of period | (1,190.1) | (1,060.7) | (681.4) | 12% | 75% | |||||
Backlog of Results to be recognized | 667.0 | 602.2 | 378.6 | 11% | 76% | |||||
Backlog Margin - yet to be recognized | 34.6% | 34.9% | 34.4% | (30) bps | 20 bps | |||||
Balance Sheet |
Cash and Cash Equivalents
On June 30, 2008, cash and cash equivalents increased to R$775.0 million, 7.3% higher than R$722.4 million on March 31, 2008, and 56.3% higher than 2Q07s R$496.0 million.
At the end of the quarter, Gafisas debt and obligations to investors totaled R$1,384.2 million, bringing a net debt and obligation to investors position of R$609.2 million. The detail of the debt breakdown is located on table 19. Net debt and obligation to investors to equity ratio is 37.3%.
Page 59 of 78
Accounts Receivable
Accounts receivable increased 25% to R$3.4 billion in June 2008, compared to R$2.7 billion in 1Q08, and 85% compared to R$1.8 billion in June 2007.
Table 14 - Revenues and results to be recognized (R$000) | ||||||||||
Real estate development receivables: | ||||||||||
2Q08 | 1Q08 | 2Q07 | 2Q08 x 1Q08 | 2Q08 x 2Q07 | ||||||
Current | 763,909 | 607,668 | 435,887 | 25.7% | 75.3% | |||||
Long-term | 732,753 | 578,475 | 316,057 | 26.7% | 131.8% | |||||
Total | 1,496,662 | 1,186,143 | 751,944 | 26.2% | 99.0% | |||||
Receivables to be recognized on our balance sheet according to PoC method and Brazilian GAAP: | ||||||||||
2Q08 | 1Q08 | 2Q07 | 2Q08 x 1Q08 | 2Q08 x 2Q07 | ||||||
Current | 579,774 | 445,790 | 270,288 | 30.1% | 114.5% | |||||
Long-term | 1,280,628 | 1,054,173 | 793,470 | 21.5% | 61.4% | |||||
Total | 1,860,402 | 1,499,963 | 1,063,758 | 24.0% | 74.9% | |||||
Total Accounts Receivables | 3,357,064 | 2,686,106 | 1,815,702 | 25.0% | 84.9% | |||||
Table 15 - Aging of Account Receivables Portfolio | ||||||||||
Total | Up to June | July 2009 to | July 2010 to | July 2011 to | July 2012 | |||||
2009 | June 2010 | June 2011 | June 2012 | Onwards | ||||||
3,357,064 | 1,343,683 | 654,713 | 746,743 | 276,875 | 335,050 | |||||
Inventory (Properties for Sale)
Our inventory includes land paid in cash, construction in progress, and finished units. Our inventory reached R$1,272 million in 2Q08, an increase of 114.1% as compared to R$594 million registered in 2Q07 due to land acquisitions in cash (more
details in the Land Reserves section of this report) and developments under construction.
Table 16 - Inventory (R$ 000) | ||||||||||
2Q08 | 1Q08 | 2Q07 | 2Q08 x 1Q08 | 2Q08 x 2Q07 | ||||||
Land | 659,362 | 566,697 | 187,257 | 16.4% | 252.1% | |||||
Properties under construction | 534,993 | 514,747 | 351,753 | 3.9% | 52.1% | |||||
Units completed | 77,646 | 74,808 | 55,003 | 3.8% | 41.2% | |||||
Total | 1,272,001 | 1,156,252 | 594,013 | 10.0% | 114.1% | |||||
Current | 1,185,037 | 1,015,020 | 514,357 | 16.8% | 130.4% | |||||
Long-term | 86,964 | 141,232 | 79,656 | (38.4%) | 9.2% | |||||
Total | 1,272,001 | 1,156,252 | 594,013 | 10.0% | 114.1% | |||||
Table 17 - Inventory at Market Value per Year (Gafisa %) | ||||||||||
2Q08 | 1Q08 | 2Q07 | 2Q08 x 1Q08 | 2Q08 x 2Q07 | ||||||
Launches from 2008 | 1,001,569 | 346,424 | - | 189% | - | |||||
Launches from 2007 | 744,143 | 883,605 | 487,986 | (16%) | 52% | |||||
Launches from 2006 | 152,284 | 173,788 | 263,959 | (12%) | (42%) | |||||
Prior to 2005 | 195,899 | 224,984 | 262,297 | (13%) | (25%) | |||||
PSV | 2,093,895 | 1,628,801 | 1,014,242 | 29% | 106% | |||||
Launches from 2008 | 4,968 | 944 | - | 426% | - | |||||
Launches from 2007 | 3,554 | 4,400 | 2,158 | (19%) | 65% | |||||
Launches from 2006 | 621 | 619 | 1,064 | 0% | (42%) | |||||
Prior to 2005 | 1,247 | 995 | 1,864 | 25% | (33%) | |||||
Units | 10,389 | 6,958 | 5,085 | 49% | 104% | |||||
Table 18 - Inventory at Market Value per Company | ||||||||||
2Q08 | 1Q08 | 2Q07 | 2Q08 x 1Q08 | 2Q08 x 2Q07 |
Page 60 of 78
Gafisa | 1,520,990 | 1,236,748 | 877,996 | 23% | 73% | |||||
AlphaVille | 227,070 | 205,317 | 129,985 | 11% | 75% | |||||
Fit Residencial | 330,889 | 164,704 | 6,262 | 101% | 5,184% | |||||
Bairro Novo | 14,947 | 22,032 | - | (32%) | - | |||||
Total | 2,093,895 | 1,628,801 | 1,014,242 | 29% | 106% | |||||
Page 61 of 78
Liquidity
The following table sets forth information on our indebtedness. In the second quarter of 2008, Gafisa issued R$250 million in debentures at a very competitive spread, reflecting our strong credit rating and cash position. In addition to our net cash position, we have over R$200 million in receivables of completed units, which are available for securitization anytime. The Ba2 rating that Moodys recently assigned to Gafisa took into account these factors.
Table 19 Debt and Obligation to Investors Breakdown (R$ 000) | ||||||||
Type of Transaction | Rates | 2Q08 | 1Q08 | 2Q07 | ||||
Debentures | 1.3%p.a. + CDI | 249,570 | 242,312 | 250,481 | ||||
2008 Debenture | 107.2% of CDI | 254,659 | - | - | ||||
Construction Financing (SFH) | 6.2-11.4%p.a. + TR | 229,049 | 194,017 | 38,295 | ||||
Downstream Merger obligation | 10-12%p.a. + TR | 11,187 | 12,020 | 16,237 | ||||
Funding for developments | 6.2%p.a. + TR | 2,296 | 2,501 | 22,359 | ||||
Working Capital | 104-105% of CDI | 214,432 | 217,414 | 41,387 | ||||
Other (AlphaVille) | 0.66-3.29% p.a. + CDI | 122,962 | 122,703 | 1,998 | ||||
Total Debt | 1,084,155 | 790,967 | 370,757 | |||||
Total Cash | 775,009 | 722,385 | 496,016 | |||||
Obligation to Investors | 300,000 | 300,000 | - | |||||
Net Debt and Obligation to Investors (Cash) | 609,146 | 368,582 | (125,259) | |||||
Debt and obligation to investors payment schedule as of June 30, 2008:
Table 20 Debt and Obligation to Investors Maturity (R$ 000) | ||||||||||||
Total | 2008 | 2009 | 2010 | 2011 | 2012 and later | |||||||
Debentures | 504,229 | 14,229 | 48,000 | 96,000 | 96,000 | 250,000 | ||||||
Construction Financing (SFH) | 229,049 | 40,163 | 128,232 | 53,256 | 7,398 | - | ||||||
Downstream Merger obligation | 11,187 | 3,603 | 5,353 | 2,231 | - | - | ||||||
Funding for developments | 2,296 | 594 | 890 | 812 | - | - | ||||||
Working Capital | 214,432 | - | 214,432 | - | - | - | ||||||
Other (AlphaVille) | 122,962 | 6,597 | 6,163 | 28,498 | 27,922 | 53,782 | ||||||
Obligation to Investors | 300,000 | - | - | - | - | 300,000 | ||||||
Total | 1,384,155 | 65,186 | 403,070 | 180,797 | 131,320 | 603,782 | ||||||
As of June 30, 2008, our net debt and obligation to investors to equity ratio was 37.3% compared to 23.4% in 1Q08.
Gafisas corporate ratings are as follows:
Rating Agency | Rating | Outlook | Updated | |||||
Moodys | International | Ba2 | Stable | August 13, 2008 | ||||
Moodys | Local | Aa3.br | Stable | August 13, 2008 | ||||
Fitch Ratings | Local | A (bra) | Stable | May 2, 2008 | ||||
Standard & Poors | Local | Br A | Stable | June 19, 2007 |
Outlook |
We are raising our launch guidance for 2008 to R$3.5 billion (from R$3.0 billion), an increase in launches of 57% over 2007. We expect that two thirds of the increase will come from Gafisa and AlphaVille and one third from the low income segment.
We maintain our EBITDA margin guidance for the full year 2008 of between 16-17%.
Page 62 of 78
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.
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.
Page 63 of 78
About Gafisa
We are one of Brazils 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 (outside Brazil)
Eileen Boyce
Reputation Partners
Phone: +1 312 222 9126
Fax: +1 312 222 9755
E-mail: eileen@reputationpartners.com
Media Relations (Brazil)
Patrcia Queiroz
Mquina da Notcia Comunicao 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 Companys 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.
Page 64 of 78
The following table sets forth projects launched in 2008 by quarter:
1Q08 | Project | Launch Month |
Segment R$/m2 |
Location | Area m2 %Gafisa |
Gafisa Units |
Gafisa's Stake |
PSV % Gafisa R$000 |
% sold up to Jun/08 | |||||||||
Gafisa | Costa Maggiore | Januar | HIG | Cabo Frio - RJ | 4,693 | 30 | 50% | 24,052 | 85% | |||||||||
Gafisa | Horto Phase 2 | January | HIG | Salvador - BA | 22,298 | 92 | 50% | 87,807 | 99% | |||||||||
Gafisa | Pablo Picasso | Januar y | HIG | João Pessoa - PB | 4,188 | 12 | 50% | 12,632 | 26% | |||||||||
Gafisa | Nova Petrpolis | March y | MHI | São Bernardo PB - | 36,789 | 268 | 100% | 108,479 | 34% | |||||||||
Gafisa | Terraas Alto da Lapa | March | MHI | São Paulo - SP | 23,248 | 182 | 100% | 72,701 | 55% | |||||||||
Gafisa | Razes Granja Viana | March | MHI | Cotia - SP | 8,641 | 35 | 50% | 25,994 | 29% | |||||||||
Gafisa | VerdeMar | March | MHI | Guarujá - SP | 13,084 | 80 | 100% | 44,479 | 45% | |||||||||
Gafisa | London Green Phase 2 | March | HIG | Niterói - RJ | 15,009 | 140 | 100% | 54,719 | 47% | |||||||||
Gafisa | Carpe Diem | March | MHI | Rio de Janeiro - RJ | 10,012 | 91 | 80% | 29,461 | 43% | |||||||||
Gafisa | Magnific | March | HIG | Goâinia - GO | 9,225 | 27 | 100% | 30,458 | 61% | |||||||||
Gafisa | Total | 147,188 | 956 | 78% | 490,782 | 55% | ||||||||||||
AUSA | AlphaVille Londrina Phase 2 | Januar | LOT | Londrina - PR | 67,060 | 173 | 63% | 17,230 | 25% | |||||||||
AUSA | AlphaVille Jacuhy Phase 2 | March | LOT | Serra - ES | 115,688 | 215 | 65% | 41,291 | 43% | |||||||||
AUSA | Total | 182,748 | 388 | 64% | 58,521 | 38% | ||||||||||||
Fit | Citta Vila Allegro | March | AEL | Salvador - BA | 11,099 | 149 | 50% | 28,585 | 68% | |||||||||
TOTAL | 1Q08 | 341,035 | 1,493 | 577,888 | 54% |
Page 65 of 78
1Q08 | Project | Launch Month |
Segment R$/m2 |
Location | Area m2 %Gafisa |
Gafisa Units |
Gafisa's Stake |
PSV % Gafisa R$000 |
% sold up to Jun/08 | |||||||||
Gafisa | Reserva Laranjeiras | April | HIG | Rio de Janeiro - RJ | 11,740 | 108 | 100 | 61,818 | 96% | |||||||||
Gafisa | Carpe Diem - Belém | May | MHI | Belém RJ - PA | 9,766 | 63 | 70% | 32,457 | 35% | |||||||||
Gafisa | Grand Park Águas Fase 2 | May | MID | São Luis - MA | 6,480 | 75 | 50% | 15,051 | 20% | |||||||||
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 | 26% | |||||||||
Gafisa | Manhattan Square (Walll | June | COM | Salvador - BA | 12,902 | 358 | 50% | 56,376 | 9% | |||||||||
Gafisa | Manhattan Street) Square (Soho) | June | MHI | Salvador - BA | 14,463 | 135 | 50% | 48,403 | 4% | |||||||||
Gafisa | Manhattan Square (Tribeca) | June | MHI | Salvador - BA | 18,940 | 311 | 50% | 63,528 | 5% | |||||||||
Gafisa | Reserva Santa Cecília Fase | June | MHI | Volta Redonda - | 8,350 | 92 | 100 | 23,835 | 0% | |||||||||
Gafisa | Mistral 2 | June | MHI | Belém RJ - PA | 10,394 | 140 | 70% | 33,987 | 12% | |||||||||
Gafisa | Terraças Tatuapé | June | MHI | São Paulo - SP | 14,386 | 105 | 100 | 48,660 | 11% | |||||||||
Gafisa | Grand Park Árvores Fase 2 | June | MID | São Luis - MA | 5,576 | 75 | 50% | 12,083 | 15% | |||||||||
Gafisa | Total | 181,805 | 2,157 | 74% | 595,551 | 24% | ||||||||||||
AUSA | Alphaville Cuiab II | May | LOT | Cuiabá - MT | 150,896 | 227 | 60% | 24,112 | 23% | |||||||||
AUSA | AlphaVille João Pessoa | June | LOT | João Pessoa - PB | 61,782 | 60 | 50% | 13,580 | 98% | |||||||||
AUSA | AlphaVille Manaus II | June | LOT | Manaus PB - AM | 166,938 | 209 | 63% | 34,841 | 70% | |||||||||
AUSA | AlphaVille Costa do Sol Fase | June | LOT | Rio das Ostras - RJ | 202,528 | 212 | 58% | 29,343 | 9% | |||||||||
AUSA | Total 2 | 582,145 | 708 | 58% | 101,877 | 45% | ||||||||||||
Fit | Fit Terra Bonita | April | MID | Londrina - PR | 11,357 | 155 | 51% | 23,455 | 6% | |||||||||
Fit | Citta Lauro de Freitas | May | MID | Salvador - BA | 8,826 | 152 | 50% | 16,813 | 52% | |||||||||
Fit | Fit Coqueiro-Stake | June | AEL | Belém - PA | - | 114 | 70% | 10,609 | 100 | |||||||||
Fit | Fit Mirante do Parque | June | MID | Belém - PA | 18,618 | 252 | 60% | 41,015 | 10% | |||||||||
Fit | Fit Parque da Lagoinha | June | AEL | Ribeirão Preto - SP | 10,225 | 159 | 75% | 17,123 | 11% | |||||||||
Fit | Fit Paladium | June | MID | Curitiba SP - PR | 10,345 | 160 | 70% | 24,132 | 0% | |||||||||
Fit | Fit Planalto | June | MID | São Bernardo - | 25,023 | 472 | 100 | 52,341 | 0% | |||||||||
Fit | Fit Mirante do Lago Fase 1 | June | MID | Ananindeua SP - PA | 21,734 | 323 | 70% | 50,493 | 0% | |||||||||
Fit | Jardim Botânico (Paraíba) | June | MID | João Pessoa - PB | 9,998 | 155 | 50% | 19,284 | 0% | |||||||||
Fit | Total | 116,125 | 1,942 | 66% | 255,265 | 10% | ||||||||||||
TOTAL | 2Q08 | 880,075 | 4,806 | 952,69 | 23% |
1H08 |
Area | Units | Stake | PSV | % Sold | |||||
Fit |
127,224 | 2,091 | 65% | 283,850 | 16% | |||||
Gafisa |
328,993 | 3,112 | 76% | 1,086,334 | 38% | |||||
AUSA |
764,893 | 1,096 | 60% | 160,398 | 42% | |||||
TOTAL |
1,221,110 | 6,299 | 1,530,581 | 35% |
Page 66 of 78
Gafisa stake increased from 60% to 70%. PSV refers to incremental stake only.
The following table sets forth the financial completion of the construction in progress and the related revenue recognized during the quarter ended on June, 30 2008.
Company | Development | Launch Date |
Area (sqm) |
Final Compleition | % Sold Accumulated | Revenues Recognized R$000 | Gafisa Stake |
|||||||||||||
2Q08 | 2Q07 | 2Q08 | 2Q07 | 2Q08 | 2Q07 | |||||||||||||||
Gafisa | TOTAL | 352,239 | ||||||||||||||||||
Gafisa | LARANJEIRAS | Apr-08 | 11,740 | 47% | 97% | 29,618 | 100% | |||||||||||||
Gafisa | VISION | Dec-07 | 19,712 | 40% | 70% | 18,348 | 100% | |||||||||||||
Gafisa | VP AGRIAS | Nov-06 | 21,390 | 61% | 32% | 99% | 60% | 12,471 | 6,189 | 100% | ||||||||||
Gafisa | OLIMPIC CHAC. SANTO ANTONIO | Aug-06 | 24,988 | 63% | 27% | 99% | 92% | 11,604 | 4,392 | 100% | ||||||||||
Gafisa | PENÍNSULA FIT | Mar-06 | 24,080 | 84% | 34% | 74% | 56% | 11,148 | 6,948 | 100% | ||||||||||
Gafisa | VP - MIRABILIS | Mar-06 | 23,355 | 84% | 48% | 99% | 80% | 10,864 | 3,784 | 100% | ||||||||||
Gafisa | SUPREMO | Aug-07 | 34,864 | 43% | 81% | 10,244 | 100% | |||||||||||||
Gafisa | TERRAÇAS ALTO DA LAPA | Mar-08 | 23,248 | 23% | 55% | 9,060 | 100% | |||||||||||||
Gafisa | LONDON GREEN | Jun-07 | 44,007 | 32% | 59% | 8,935 | 100% | |||||||||||||
Gafisa | MAGIC | Oct-07 | 31,487 | 30% | 36% | 8,914 | 100% | |||||||||||||
Gafisa | ESPAÇO JARDINS | May-06 | 28,926 | 69% | 100% | 7,470 | 100% | |||||||||||||
Gafisa | CSF ACACIA | Jun-07 | 23,461 | 27% | 0% | 91% | 35% | 7,395 | - | 100% | ||||||||||
Gafisa | ENSEADA DAS ORQUÍDEAS | Jun-07 | 42,071 | 28% | 0% | 58% | 9% | 7,287 | - | 80% | ||||||||||
Gafisa | ISLA RESIDENCE CLUBE | Mar-07 | 31,423 | 35% | 13% | 84% | 68% | 7,259 | 2,300 | 100% | ||||||||||
Gafisa | PARC PARADISO | Aug-07 | 21,592 | 17% | 90% | 6,700 | 90% | |||||||||||||
Gafisa | CSF SANTTORINO | Aug-06 | 14,979 | 61% | 12% | 98% | 100% | 6,542 | 1,279 | 100% | ||||||||||
Gafisa | CSF PARADISO | Nov-06 | 16,286 | 48% | 7% | 85% | 72% | 6,044 | 1,435 | 100% | ||||||||||
Gafisa | FELICITA | Dec-06 | 11,323 | 52% | 14% | 88% | 55% | 5,570 | 2,232 | 100% | ||||||||||
Gafisa | BEACH PARK LIVING | Jun-06 | 11,931 | 77% | 83% | 5,280 | 80% | |||||||||||||
Gafisa | EMPRESARIAL PINHEIROS | Nov-04 | 17,149 | 100% | 99% | 100% | 100% | 4,988 | 13,289 | 39% | ||||||||||
Gafisa | OLIMPIC BOSQUE DA SAÚDE | Oct-07 | 19,150 | 37% | 77% | 4,964 | 100% | |||||||||||||
Gafisa | SKY RESIDENCE SERVICE | Jun-06 | 9,257 | 92% | 58% | 82% | 84% | 4,779 | 3,568 | 50% | ||||||||||
Gafisa | VP PARIDES | Nov-06 | 13,093 | 78% | 49% | 100% | 100% | 4,615 | 3,011 | 100% | ||||||||||
Gafisa | COLLORI | Nov-06 | 19,731 | 36% | 24% | 91% | 38% | 4,350 | 2,047 | 50% | ||||||||||
Gafisa | BLUE LAND SPE 36 | Jun-06 | 18,252 | 96% | 62% | 4,246 | 100% | |||||||||||||
Gafisa | ARENA | Dec-05 | 29,256 | 100% | 60% | 100% | 100% | 4,241 | 11,710 | 100% | ||||||||||
Gafisa | CSF PRÍMULA | Jun-07 | 13,897 | 31% | 4% | 79% | 19% | 3,782 | 287 | 100% | ||||||||||
Gafisa | ESPACIO LAGUNA | Aug-06 | 13,091 | 66% | 24% | 72% | 29% | 3,711 | 1,974 | 80% | ||||||||||
Gafisa | VILLE DU SOLEIL | Oct-06 | 8,920 | 91% | 56% | 3,631 | 100% | |||||||||||||
Gafisa | VIVANCE RES. SERVICE | Nov-06 | 14,717 | 32% | 15% | 77% | 74% | 3,617 | 517 | 100% | ||||||||||
Gafisa | SUNSPECIAL RESIDENCE | Mar-05 | 21,189 | 100% | 76% | 99% | 86% | 3,409 | 9,363 | 100% | ||||||||||
Gafisa | RCB SERVICE PAO DAS ÁGUAS | May-06 | 10,836 | 81% | 45% | 95% | 70% | 3,276 | 3,219 | 45% | ||||||||||
Gafisa | QUINTA IMPERIAL | Jul-06 | 8,422 | 69% | 12% | 77% | 76% | 3,266 | 905 | 100% | ||||||||||
Gafisa | VISTTA IBIRAPUERA | May-06 | 9,963 | 92% | 48% | 100% | 100% | 3,208 | 2,365 | 100% | ||||||||||
Gafisa | GRAND VALLEY | Mar-07 | 16,754 | 38% | 15% | 61% | 47% | 3,117 | 3,546 | 100% | ||||||||||
Gafisa | GOIANIA - RESERVA DO LAGO | Feb-07 | 8,449 | 29% | 4% | 75% | 52% | 2,816 | 513 | 50% | ||||||||||
Gafisa | CARPE DIEM RESIDENCIAL | Mar-08 | 10,012 | 17% | 44% | 2,779 | 80% | |||||||||||||
Gafisa | ACQUA RESIDENCIAL | Dec-07 | 35,536 | 26% | 38% | 2,669 | 100% | |||||||||||||
Gafisa | OLIMPIC CONDOMINIUM RESORT | Oct-05 | 21,851 | 100% | 65% | 100% | 100% | 2,667 | 6,824 | 100% | ||||||||||
Gafisa | SECRET GARDEN | May-07 | 15,344 | 27% | 0% | 64% | 54% | 2,649 | - | 100% | ||||||||||
Gafisa | STAR RES. SERVICE/BLUE | Dez-05 | 4,684 | 94% | 82% | 50% | 58% | 2,618 | 3,603 | 50% | ||||||||||
Gafisa | DEL LAGO URBANIZÇAO | May-05 | 62,022 | 95% | 57% | 99% | 91% | 2,529 | 5,021 | 100% | ||||||||||
Gafisa | MIRANTE DO RIO | Oct-06 | 4,875 | 61% | 5% | 97% | 100% | 2,480 | 402 | 60% |
Page 67 of 78
Gafisa | CELEBRARE RESIDENCIAL | Mar-07 | 14,679 | 26% | 15% | 75% | 67% | 2,351 | 3,587 | 100% | ||||||||||
Gafisa | TOWN HOME | Nov-05 | 8,319 | 86% | 42% | 95% | 55% | 2,312 | 1,614 | 100% | ||||||||||
Gafisa | VP JAZZ DUET | Sep-05 | 13,400 | 100% | 78% | 98% | 80% | 2,267 | 11,460 | 100% | ||||||||||
Gafisa | RESENDE MERCADO - BELLA | Dec-07 | 15,406 | 16% | 33% | 2,227 | 100% | |||||||||||||
Gafisa | CSF DALIA | Jun-07 | 9,000 | 27% | 0% | 77% | 46% | 2,152 | - | 100% | ||||||||||
Gafisa | ICARAÍ CORPORATE | Dec-06 | 5,683 | 48% | 29% | 94% | 85% | 2,143 | 3,643 | 100% | ||||||||||
Gafisa | THE GOLD | Dec-05 | 10,465 | 100% | 69% | 100% | 68% | 2,103 | 3,653 | 100% | ||||||||||
1 Gafisa | ICON RESIDENCE SERVICE | Oct-04 | 4,088 | 100% | 82% | 69% | 58% | 2,098 | 3,603 | 50% | ||||||||||
Gafisa | FIT RESIDENCE SERVICE NITERÓI | Aug-06 | 8,523 | 57% | 30% | 83% | 82% | 2,046 | 864 | 100% | ||||||||||
Gafisa | GRAND VALLEY NITERÓI - FASE 1 | Oct-07 | 17,905 | 20% | 85% | 1,913 | 100% | |||||||||||||
Gafisa | COSTA PARADISO | Apr-05 | 63,041 | 100% | 100% | 68% | 55% | 1,734 | 65 | 100% | ||||||||||
Gafisa | PALM D'OR | Sep-05 | 8,493 | 100% | 63% | 100% | 96% | 1,539 | 5,833 | 100% | ||||||||||
Gafisa | GARDEN VILLE | Sep-06 | 5,999 | 46% | 14% | 100% | 100% | 1,469 | 43 | 50% |
Company | Development | Launch Date |
Area (sqm) |
Final Compleition | % Sold Accumulated | Revenues Recognized R$000 | Company Stake |
|||||||||||||
2Q08 | 2Q07 | 2Q08 | 2Q07 | 2Q08 | 2Q07 | |||||||||||||||
Gafisa | TERRENO QD C-13 LOTE CENTRAL | Mar-08 | 9,225 | 7% | - | 63% | - | 1,307 | - | 100% | ||||||||||
Gafisa | SOLARES DA VILA MARIA | Dec-07 | 13,376 | 18% | - | 100% | - | 1,290 | - | 100% | ||||||||||
Gafisa | PRIVILEGE RESIDENCIAL SPE | Sep-07 | 12,938 | 17% | - | 74% | - | 1,283 | - | 80% | ||||||||||
Gafisa | CAMPO D'OURIQUE | Dec-05 | 5,887 | 100% | 45% | 45% | 28% | 1,276 | 984 | 50% | ||||||||||
Gafisa | SUNPLAZA PERSONAL OFFICE | Mar-06 | 6,328 | 100% | 61% | 100% | 87% | 1,136 | 7,568 | 100% | ||||||||||
Gafisa | MONTENEGRO BOULEVARD | Jun-05 | 174,862 | 100% | 93% | 100% | 100% | 991 | 3,824 | 100% | ||||||||||
Gafisa | ART VILLE | Apr-07 | 8,078 | 19% | 5% | 94% | 68% | 979 | 938 | 50% | ||||||||||
Gafisa | FOREST VILLE | Sep-06 | 7,778 | 33% | 13% | 99% | 96% | 971 | 314 | 50% | ||||||||||
Gafisa | HORIZONTE | May-07 | 4,503 | 17% | 4% | 86% | 86% | 892 | 458 | 60% | ||||||||||
Gafisa | VP DOMAINE DU SOLEIL | Sep-05 | 8,225 | 100% | 82% | 100% | 84% | 803 | 4,004 | 100% | ||||||||||
Gafisa | VP HORTO - FASE 1 (OAS) | Oct-07 | 22,281 | 38% | - | 100% | - | 797 | - | 50% | ||||||||||
Gafisa | RIV. PONTA NEGRA ED. NICE | Dec-06 | 3,380 | 36% | 2% | 53% | 25% | 790 | 70 | 50% | ||||||||||
Gafisa | BEACH PARK ACQUA | Nov-05 | 8,793 | 100% | - | 96% | - | 762 | - | 90% | ||||||||||
Gafisa | RESERVA STA CECILIA | Jun-08 | 21,034 | 8% | - | 15% | - | 634 | - | 100% | ||||||||||
Gafisa | LUMIAR | Feb-05 | 7,193 | 100% | 90% | 91% | 97% | 619 | 5,181 | 100% | ||||||||||
Gafisa | GRAND VALLEY NITERÓI | Nov-07 | 7,031 | 6% | - | 36% | - | 577 | - | 100% | ||||||||||
Gafisa | PALM VILLE | Apr-07 | 6,791 | 12% | 0% | 79% | 66% | 576 | - | 50% | ||||||||||
Gafisa | VP HORTO - FASE 2 (OAS) | Jan-08 | 22,298 | 38% | - | 97% | - | 541 | - | 50% | ||||||||||
Gafisa | EVIDENCE | Apr-07 | 11,743 | 20% | 0% | 50% | 44% | 443 | - | 50% | ||||||||||
Gafisa | OTHERS | 34,058 | 44,482 | |||||||||||||||||
AlphaVille | TOTAL | 57,231 | ||||||||||||||||||
AlphaVille | Jacuhy | Dec-07 | 1,082,050 | 18% | 0% | 92% | 0% | 10,979 | - | 65% | ||||||||||
AlphaVille | Recife | Aug-06 | 395,224 | 90% | 38% | 91% | 91% | 8,144 | 7,191 | 65% | ||||||||||
AlphaVille | Rio das Ostras | Sep-07 | 690,448 | 25% | 0% | 89% | 0% | 7,450 | - | 58% | ||||||||||
AlphaVille | Campo Grande | Mar-07 | 517,869 | 83% | 39% | 60% | 44% | 6,662 | 4,970 | 67% | ||||||||||
AlphaVille | Gravataí | Jun-06 | 1,309,397 | 90% | 41% | 60% | 35% | 4,453 | 1,478 | 64% | ||||||||||
AlphaVille | Eusébio | Sep-05 | 534,314 | 99% | 74% | 77% | 52% | 4,167 | 4,659 | 65% | ||||||||||
AlphaVille | Salvador 2 | Feb-06 | 853,344 | 88% | 46% | 94% | 85% | 4,029 | 4,057 | 55% | ||||||||||
AlphaVille | Burle Marx | Mar-05 | 1,305,022 | 97% | 69% | 31% | 19% | 3,194 | 2,462 | 50% | ||||||||||
AlphaVille | Londrina 2 | Dec-07 | 377,650 | 21% | 0% | 33% | 0% | 1,958 | - | 63% | ||||||||||
AlphaVille | Cuiabá 2 | May-08 | 256,813 | 9% | 0% | 17% | 0% | 1,757 | - | 60% | ||||||||||
AlphaVille | Araçagy | Aug-07 | 236,118 | 48% | 25% | 84% | 0% | 725 | - | 38% | ||||||||||
AlphaVille | Natal | Feb-05 | 1,028,722 | 98% | 97% | 100% | 100% | (63) | 15,261 | 63% | ||||||||||
AlphaVille | Others | 3,776 | ||||||||||||||||||
Fit | TOTAL | 21,280 |
Page 68 of 78
Fit | Fit Jaraguá | Oct-07 | 11,582 | 43% | - | 84% | - | 4,087 | - | 100% | ||||||||||
Fit | Fit Jaçanã | Mar-07 | 9,173 | 82% | - | 96% | 65% | 3,349 | - | 100% | ||||||||||
Fit | Fit Taboão | Dec-07 | 16,045 | 22% | - | 97% | - | 2,720 | - | 100% | ||||||||||
Fit | Fit Vila Augusta | Oct-07 | 16,223 | 26% | - | 81% | - | 1,763 | - | 100% | ||||||||||
Fit | Fit Villa Allegro | Feb-08 | 11,106 | 10% | - | 68% | - | 1,683 | - | 50% | ||||||||||
Fit | Fit Coqueiro I | Sep-07 | 4,981 | 25% | - | 99% | - | 1,321 | - | 80% | ||||||||||
Fit | Fit Coqueiro II | Sep-07 | 4,981 | 8% | - | 99% | - | 1,203 | - | 80% | ||||||||||
Fit | Fit Jd Botânico I | Dec-07 | 5,943 | 32% | - | 89% | - | 1,177 | - | 55% | ||||||||||
Fit | Fit Jd Botânico II | Dec-07 | 5,943 | 19% | - | 55% | - | 1,069 | - | 55% | ||||||||||
Fit | Città Lauro de Freitas | May-08 | 8,826 | 11% | - | 51% | - | 889 | - | 50% | ||||||||||
Fit | Fit Maria Inês | Dec-07 | 8,721 | 28% | - | 60% | - | 874 | - | 60% | ||||||||||
Fit | Fit Mirante do Sol | Dec-07 | 18,672 | 13% | - | 45% | - | 734 | - | 100% | ||||||||||
Fit | Città Imbuí | Sep-07 | 6,695 | 17% | - | 95% | - | 412 | - | 50% | ||||||||||
BN | TOTAL | 4,951 | ||||||||||||||||||
BN | Cotia Phase 1 | Dec-07 | 14,144 | 46% | - | 74% | - | 4,272 | - | 50% | ||||||||||
BN | Cotia Phase 2 | Dec-07 | 9,473 | 20% | - | 44% | - | 679 | - | 50% | ||||||||||
TOTAL | 435,701 | |||||||||||||||||||
Page 69 of 78
Consolidated Statement of Income
R$ 000 | 2Q08 | 1Q08 | 2Q07 | 2Q08 x 1Q08 | 2Q08 x 2Q07 | |||||
Gross Operating Revenue | 452,963 | 331,056 | 280,121 | 36.8% | 61.7% | |||||
Real Estate development and sales | 443,337 | 330,688 | 264,319 | 34.1% | 67.7% | |||||
Construction and services rendered | 9,626 | 368 | 15,802 | 2,515.8% | -39.1% | |||||
Deductions | (17,262) | (11,574) | (13,573) | 49.1% | 27.2% | |||||
Net Operating Revenue | 435,701 | 319,482 | 266,548 | 36.4% | 63.5% | |||||
Operating Costs | (292,076) | (212,486) | (186,467) | 37.5% | 56.6% | |||||
Gross profit | 143,625 | 106,996 | 80,081 | 34.2% | 79.3% | |||||
Operating Expenses | (69,777) | (56,226) | (41,663) | 24.1% | 67.5% | |||||
Selling expenses | (34,811) | (24,047) | (17,330) | 44.8% | 100.9% | |||||
General and administrative expenses | (33,209) | (31,729) | (27,144) | 4.7% | 22.3% | |||||
Equity Income | - | - | (37) | 0.0% | ||||||
Other Operating Revenues | (1,757) | (450) | 2,848 | 290.4% | - | |||||
EBITDA | 73,848 | 50,770 | 38,418 | 45.5% | 92.2% | |||||
Depreciation and Amortization | (1,622) | (1,750) | (5,517) | -7.3% | -70,6% | |||||
Extraordinary expenses | - | |||||||||
EBIT | 72,226 | 49,020 | 32,901 | 47.3% | 119.5% | |||||
Financial Income | 29,117 | 14,343 | 15,637 | 103.0% | 86.2% | |||||
Financial Expenses | (8,727) | (8,105) | (18,582) | 7.7% | -53.0% | |||||
Income before taxes on income | 92,616 | 55,258 | 29,956 | 67.6% | 209.2% | |||||
Deferred Taxes | (12,637) | (6,076) | 5,703 | 108.0% | - | |||||
Income tax and social contribution | (4,884) | (3,755) | (1,774) | 30.1% | 175.3% | |||||
Income after taxes on income | 75,095 | 45,427 | 33,885 | 65.3% | 121.6% | |||||
Minority Shareholders | (16,346) | (3,781) | (1,743) | 332.3% | 837.8% | |||||
Net income | 58,749 | 41,646 | 32,142 | 41.1% | 82.8% | |||||
Net income per share | 0.45 | 0.32 | 0.25 | |||||||
Page 70 of 78
Consolidated Statement of Income
R$ 000 | 1H08 | 1H07 | 1H08 x 1H07 | |||
Gross Operating Revenue | 784,019 | 515,461 | 52.1% | |||
Real Estate development and sales | 774,025 | 496,333 | 55.9% | |||
Construction and services rendered | 9,994 | 19,128 | -47.8% | |||
Deductions | (28,836) | (24,597) | 17.2% | |||
Net Operating Revenue | 755,183 | 490,864 | 53.8% | |||
Operating Costs | (504,562) | (342,823) | 47.2% | |||
Gross profit | 250,621 | 148,041 | 69.3% | |||
Operating Expenses | (126,003) | (73,414) | 71.6% | |||
Selling expenses | (58,858) | (29,336) | 100.6% | |||
General and administrative expenses | (64,938) | (46,280) | 40.3% | |||
Equity Income | - | (296) | - | |||
Other Operating Revenues | (2,207) | 2,498 | -188.4% | |||
EBITDA | 124,618 | 74,627 | 67.0% | |||
Depreciation and Amortization | (3,372) | (10,578) | -68.1% | |||
Extraordinary expenses | - | (30,174) | - | |||
EBIT | 121,246 | 33,875 | 257.9% | |||
Financial Income | 43,460 | 23,717 | 83.2% | |||
Financial Expenses | (16,832) | (35,347) | -52.4% | |||
Income before taxes on income | 147,874 | 22,245 | 564.8% | |||
Deferred Taxes | (18,713) | 4,152 | - | |||
Income tax and social contribution | (8,639) | (3,365) | 156.7% | |||
Income after taxes on income | 120,522 | 23,032 | 423.3% | |||
Minority Shareholders | (20,127) | (3,444) | 484.4% | |||
Net income | 100,395 | 19,588 | 412.5% | |||
Net income per share | 0.78 | 0.15 | ||||
Page 71 of 78
Consolidated Balance Sheet | ||||||||||
R$ 000 | 2Q08 | 1Q08 | 2Q07 | 2Q08 x 1Q08 | 2Q08 x 2Q07 | |||||
ASSETS | ||||||||||
Current assets | ||||||||||
Cash and banks | 22,896 | 47,614 | 21,328 | -51.9% | 7.4% | |||||
Financial investments | 752,113 | 674,771 | 474,688 | 11.5% | 58.4% | |||||
Receivables from clients | 763,909 | 607,668 | 435,887 | 25.7% | 75.3% | |||||
Properties for sale | 1,185,037 | 1,015,020 | 514,357 | 16.8% | 130.4% | |||||
Other accounts receivable | 153,245 | 133,205 | 119,417 | 15.0% | 28.3% | |||||
Deferred selling expenses | 35,664 | 44,633 | 25,259 | -20.1% | 41.2% | |||||
Prepaid expenses | 12,912 | 11,021 | 13,238 | 17.2% | -2.5% | |||||
2,925,776 | 2,533,932 | 1,604,174 | 15.5% | 82.4% | ||||||
Long-term assets | ||||||||||
Receivables from clients | 732,753 | 578,475 | 316,057 | 26.7% | 131.8% | |||||
Properties for sale | 86,964 | 141,232 | 79,656 | -38.4% | 9.2% | |||||
Deferred taxes | 61,670 | 69,938 | 73,913 | -11.8% | -16.6% | |||||
Other | 49,342 | 49,770 | 38,704 | -0.9% | 27.5% | |||||
930,729 | 839,415 | 508,330 | 10.9% | 83.1% | ||||||
Permanent assets | ||||||||||
Investments | 206,232 | 209,450 | 167,709 | -1.5% | 23.0% | |||||
Properties and equipment | 32,891 | 28,967 | 15,169 | 13.5% | 116.8% | |||||
239,123 | 238,417 | 182,878 | 0.3% | 30.8% | ||||||
Total assets | 4,095,628 | 3,611,764 | 2,295,382 | 13.4% | 78.4% | |||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||||
Current liabilities | ||||||||||
Loans and financings | 122,555 | 82,964 | 51,710 | 47.7% | 137.0% | |||||
Debentures | 14,229 | 2,312 | 10,481 | 515.4% | 35.8% | |||||
Real estate development obligations | - | - | - | - | - | |||||
Obligations for purchase of land | 283,945 | 200,497 | 108,913 | 41.6% | 160.7% | |||||
Materials and service suppliers | 122,452 | 115,794 | 75,638 | 5.7% | 61.9% | |||||
Taxes and contributions | 88,473 | 77,850 | 60,349 | 13.6% | 46.6% | |||||
Taxes, payroll charges and profit | 34,496 | 36,292 | 21,141 | -4.9% | 63.2% | |||||
sharingAdvances from clients - real state and | 72,125 | 58,412 | 50,181 | 23.5% | 43.7% | |||||
servicesDividends | 10 | 26,981 | 2,823 | -100.0% | -99.6% | |||||
Other | 101,930 | 114,995 | 21,069 | -11.4% | 383.8% | |||||
840,215 | 716,097 | 402,305 | 17.3 | 108.9% | ||||||
Long-term liabilities | ||||||||||
Loans and financings | 457,371 | 465,691 | 68,566 | -1.8% | 567.1% | |||||
Debentures | 490,000 | 240,000 | 240,000 | 104.2% | 104.2% | |||||
Obligations for purchase of land | 179,088 | 156,393 | 13,501 | 14.5% | 1226.5% | |||||
Deferred taxes | 82,386 | 77,956 | 52,260 | 5.7% | 57.6% | |||||
Unearned income from property sales | - | - | 1,053 | -100.0% | ||||||
Other | 344,299 | 332,597 | 51,365 | 3.5% | 570.3% | |||||
1,553,144 | 1,272,637 | 426,745 | 22.0% | 264.0% | ||||||
Deferred income | ||||||||||
Deferred income on acquisition of | 26,589 | 29,406 | 345 | -9.6% | 7,607.0% | |||||
subsidiary | ||||||||||
Minority Shareholders | 44,397 | 21,090 | 3,616 | 110.5% | 1,127.8% | |||||
Shareholders' equity | ||||||||||
Capital | 1,221,971 | 1,221,971 | 1,220,490 | 0.0% | 0.1% | |||||
Treasury shares | (18,050) | (18,050) | (18,050) | 0.0% | 0.0% | |||||
Capital reserves | 167,276 | 167,276 | 167,276 | 0.0% | 0.0% | |||||
Revenue reserves | 260,086 | 201,337 | 92,655 | 29.2% | 180.7% | |||||
1,631,283 | 1,572,534 | 1,462,371 | 3.7% | 11.6% | ||||||
Liabilities and shareholders' equity | 4,095,628 | 3,611,764 | 2,295,382 | 13.4% | 78.4% | |||||
Page 72 of 78
16.01 OTHER RELEVANT INFORMATION |
1. SHAREHOLDERS HOLDING MORE THAN 5% OF THE VOTING CAPITAL AND TOTAL NUMBER OF OUTSTANDING SHARES
6/30/2008 | ||||||||||
Common Shares | Total Shares | |||||||||
Shareholder | Country | Shares | % | Shares | % | |||||
EIP BRAZIL HOLDINGS LLC | USA | 18,229,605 | 13.75% | 18,229,605 | 13.75% | |||||
Treasury Shares | 3,124,972 | 2.36% | 3,124,972 | 2.36% | ||||||
Others | 111,233,316 | 83.89% | 111,233,316 | 83.89% | ||||||
Total shares | 132,587,893 | 100.00% | 132,587,893 | 100.00% | ||||||
6/30/2007 | ||||||||||
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 | 111,027,821 | 83.87% | 111,027,821 | 83.87% | ||||||
Total shares | 132,382,398 | 100.00% | 132,382,398 | 100.00% | ||||||
Page 73 of 78
2. SHARES HELD BY PARENT COMPANIES, MANAGEMENT AND BOARD
6/30/2008 | ||||||||||
Common Shares | Total Shares | |||||||||
Shareholder | Country | Shares | % | Shares | % | |||||
Shareholders holding effective | ||||||||||
control of the Company | USA | 18,229,605 | 13.75% | 18,229,605 | 13.75% | |||||
Board of Directors | 1,050,551 | 0.79% | 3,124,972 | 2.36% | ||||||
Executive Directors | 1,160,651 | 0.88% | 1,160,651 | 0.88% | ||||||
Effective control, shares, board | ||||||||||
members and officers | 20,440,807 | 15.42% | 20,440,807 | 15.42% | ||||||
Treasury Shares | 3,124,972 | 2.36% | 3,124,972 | 2.36% | ||||||
Outstanding shares in the | ||||||||||
market (*) | 109,022,114 | 82.23% | 109,022,114 | 82.23% | ||||||
Total shares | 132,587,893 | 100.00% | 132,587,893 | 100.00% | ||||||
6/30/2007 | ||||||||||
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 | 1,050,553 | 0.79% | 1,050,553 | 0.79% | ||||||
Executive Directors | 965,651 | 0.73% | 965,651 | 0.73% | ||||||
Effective control, shares, board | ||||||||||
members and officers | 20,245,809 | 15.29% | 20,245,809 | 15.29% | ||||||
Treasury Shares | 3,124,972 | 2.36% | 3,124,972 | 2.36% | ||||||
Outstanding shares in the | ||||||||||
market (*) | 109,011,617 | 82.35% | 109,011,617 | 82.35% | ||||||
Total shares | 132,382,398 | 100.00% | 132,382,398 | 100.00% | ||||||
(*) Excludes shares of effective control, management, board and treasury.
Page 74 of 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 75 of 78
17.01 SPECIAL REVIEW REPORT WITHOUT EXCEPTIONS |
1 We have reviewed the accounting information included in the Quarterly Information (ITR) (parent company and consolidated) of Gafisa S.A. for the quarter ended June 30, 2008, comprising the balance sheet, the statements of income and of 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 matters 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 significant short-term ones, should be adjusted to present value based on discount rates that reflect the best current market estimates as to the value of cash over time and on the specific risks of the assets and liabilities. As mentioned in Note 3 (t), up to the date of this report Company management had not completed its studies on the impacts of the adjustments to present value of such assets and liabilities, as required by CVM Instruction 469 of May 2, 2008; accordingly, we were unable to conclude as to the possible effects of these adjustments on the financial information contained in this Quarterly Information (ITR).
Page 76 of 78
4 Based on our review, except for the possible effects of the matters mentioned in paragraph 3, we are not aware of any material modifications that should be made to the Quarterly Information referred to above in order that it be stated in accordance with the rules issued by 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 (t), Law 11,638 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 will change certain accounting practices adopted in Brazil. Although this law is already in effect, the main changes introduced by it depend on regulations by to be issued by the regulatory authorities for them to be implemented by the companies. Accordingly, during this phase of transition, the CVM, though its Instruction 469 of May 2, 2008, waived the provisions of Law 11,638/07 in the preparation of the Quarterly Information (ITR). As a result, the accounting information included in the Quarterly Information (ITR) for the quarter ended June 30, 2008 was prepared in accordance with specific CVM instructions and does not contemplate all the changes in accounting practices introduced by Law 11,638/07.
São Paulo, August 13, 2008
PricewaterhouseCoopers
Auditores Independentes
CRC 2SP000160/O-5
Eduardo Rogatto Luque
Contador CRC 1SP166259/O-4
Page 77 of 78
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.