As filed with the Securities and Exchange Commission on September29, 2014
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 20-F/A
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2013
Commission file number: 001-14668
COMPANHIA PARANAENSE DE ENERGIA – COPEL
(Exact Name of Registrant as Specified in its Charter)
Energy Company of Paraná (Translation of Registrant’s Name into English) | The Federative Republic of Brazil (Jurisdiction of Incorporation or Organization) |
Rua Coronel Dulcídio, 800
80420-170 Curitiba, Paraná, Brazil
(Address of Principal Executive Offices)
Lindolfo Zimmer
+55 41 3222 2027 – ri@copel.com
Rua Coronel Dulcídio, 800, 3rd floor - 80420-170 Curitiba, Paraná, Brazil
(Name, telephone, e-mail and/or facsimile number and address of company contact person)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
| Name of Each Exchange on Which Registered |
Preferred Class B Shares, without par value* | New York Stock Exchange |
American Depositary Shares (as evidenced by American Depositary Receipts), each representing one Preferred Class B Share | New York Stock Exchange |
* Not for trading, but only in connection with the listing of American Depositary Shares on the New York Stock Exchange.
Securities registered or to be registered pursuant to Section 12(g) of the Act: None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None
Indicate the number of outstanding shares of each of the Issuer’s classes of capital or common stock as of December 31, 2013:
145,031,080 Common Shares, without par value
381,702 Class A Preferred Shares, without par value
128,242,593 Class B Preferred Shares, without par value
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yesx No¨
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Yes¨ Nox
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Yesx No¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
N/A
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Securities Exchange Act of 1934. (Check one):
Large accelerated filerx Accelerated filer¨ Non-accelerated filer¨
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:
U.S. GAAP ¨ IFRS x Other¨
If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.
N/A
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).
Yes¨ Nox
EXPLANATORY NOTE
This Amendment No. 1 (“Amendment No. 1”) to the Annual Report on Form 20-F of Companhia Paranaense de Energia – Copel (the “Company”) for the fiscal year ended December 31, 2013 filed on April 29, 2014 (the “Original Form 20-F”) is being filed to correct certain errors in the Consolidated Statement of Comprehensive Income, contained on page F-4 in Item 18 of the Original Form 20-F.
Other than as set forth above, this Amendment No. 1 does not, and does not purport to, amend, update or restate the information in any other item of the Original Form 20-F. As a result, this Amendment No. 1 does not reflect any events that may have occurred after the Annual Report was filed on April 29, 2014.
Item 18. Financial Statements
Reference is made to pages F-1 through F-137.
Signatures
The registrant hereby certifies that it meets all the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.
Companhia Paranaense De Energia – Copel
By:/s/Lindolfo Zimmer
Name: Lindolfo Zimmer
Title: Chief Executive Officer
By:/s/Antonio Sergio de Souza Guetter
Name: Antonio Sergio de Souza Guetter
Title: Chief Financial and Investor Relations Officer
Date: September29, 2014.
4
Exhibit 12.1
CERTIFICATION PURSUANT TO RULES 13a-14(a) AND 15d-14(a) AS ADOPTED
UNDER SECTION 302 OF THE SARBANES-OXLEY ACT
I, Lindolfo Zimmer, certify that:
1. I have reviewed this annual report on Form 20-F/A of Companhia Paranaense de Energia – COPEL (the “Company”);
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;
4. The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and
5. The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.
Date: September 29, 2014
| /s/ Lindolfo Zimmer Name: Lindolfo Zimmer Title: Chief Executive Officer |
Exhibit 12.2
CERTIFICATION PURSUANT TO RULES 13a-14(a) AND 15d-14(a) AS ADOPTED
UNDER SECTION 302 OF THE SARBANES-OXLEY ACT
I, Antonio Sergio de Souza Guetter, certify that:
1. I have reviewed this annual report on Form 20-F/A of Companhia Paranaense de Energia – COPEL (the “Company”);
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;
4. The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and
5. The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.
Date: September 29, 2014
| /s/ Antonio Sergio de Souza Guetter Name:Antonio Sergio de Souza Guetter Title: Chief Financial Officer |
Exhibit 13.1
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(SUBSECTIONS (a) AND (b) OF SECTION 1350, CHAPTER 63 OF TITLE 18, UNITED STATES CODE)
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of Companhia Paranaense de Energia - COPEL (the “Company”), does hereby certify, to such officer’s knowledge, that:
The Annual Report on Form 20-F/A for the year ended December 31, 2013 (the “Form 20-F/A”) of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 20-F/A fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: September 29, 2014
| /s/ Lindolfo Zimmer Name: Lindolfo Zimmer Title: Chief Executive Officer |
Exhibit 13.2
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(SUBSECTIONS (a) AND (b) OF SECTION 1350, CHAPTER 63 OF TITLE 18, UNITED STATES CODE)
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of Companhia Paranaense de Energia - COPEL (the “Company”), does hereby certify, to such officer’s knowledge, that:
The Annual Report on Form 20-F/A for the year ended December 31, 2013 (the “Form 20-F/A”) of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 20-F/A fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: September 29, 2014
| /s/ Antonio Sergio de Souza Guetter Name:Antonio Sergio de Souza Guetter Title: Chief Financial Officer |
Companhia Paranaense de Energia - Copel
Consolidated Financial Statements as of
December 31, 2013, 2012 and 2011 and Report
of Independent Registered Public
Accounting Firms
KPMG Auditores Independentes Al. Dr. Carlos de Carvalho, 417 - 16º 80410-180 - Curitiba, PR - Brasil Caixa Postal 13533 80420-990 - Curitiba, PR - Brasil | Central Tel 55 (41) 3544-4747 Fax 55 (41) 3544-4750 Internet www.kpmg.com.br |
Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
Companhia Paranaense de Energia – COPEL
We have audited the accompanying consolidated statements of financial position of Companhia Paranaense de Energia – COPEL and subsidiaries (the “Company”) as of December 31, 2013 and 2012, and the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2013. We also have audited the Company’s internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on these consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
1
KPMG Auditores Independentes., uma sociedade simples brasileira, de responsabilidade limitada, e firma-membro da rede KPMG de firmas-membro independentes e afiliadas à KPMG International Cooperative (“KPMG International”), uma entidade suíça. | KPMG Auditores Independentes, a Brazilian limited liability company and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. |
![](https://capedge.com/proxy/20-FA/0001292814-14-002274/kpmg.gif)
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the consolidated financial statements referred to in the first paragraph present fairly, in all material respects, the financial position of the Company as of December 31, 2013 and 2012, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2013, in conformity with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.
As discussed in Note 3 to the financial statements, the Company has changed its method of accounting for employee benefits and joint ventures in 2013 due to the adoption of IAS 19 (2011) – Employee Benefits and IFRS 11 – Joint Arrangements.
Curitiba, Brazil
April 29, 2014
/s/ KPMG Auditores Independentes
2
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Consolidated Statements of Financial Position
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | |
ASSETS | Note | | |
| | | Restated |
| | 12.31.2013 | 12.31.2012 |
| | | |
CURRENT ASSETS | | | |
Cash and cash equivalents | 4 | 1,741,632 | 1,459,217 |
Bonds and securities | 5 | 389,222 | 635,501 |
Collaterals and escrow accounts | 6 | 1,976 | 36,808 |
Trade accounts receivable | 7 | 1,337,628 | 1,489,173 |
Dividends receivable | 15 | 9,500 | 18,064 |
CRC transferred to the State Government of Paraná | 8 | 85,448 | 75,930 |
Accounts receivable related to the concession | 9 | 4,396 | 5,319 |
Accounts receivable related to the concession extension | 10 | 352,161 | 356,085 |
Other current receivables | 11 | 395,890 | 234,951 |
Inventories | 12 | 139,278 | 124,809 |
Income Tax and Social Contribution | 13.1 | 133,158 | 191,544 |
Other current recoverable taxes | 13.3 | 70,013 | 49,490 |
Prepaid expenses | - | 19,982 | 4,801 |
| | 4,680,284 | 4,681,692 |
| | | |
NONCURRENT ASSETS | | | |
Long Term Assets | | | |
Bonds and securities | 5 | 120,536 | 128,515 |
Collaterals and escrow accounts | 6 | 45,371 | 43,246 |
Trade accounts receivable | 7 | 132,686 | 26,171 |
CRC transferred to the State Government of Paraná | 8 | 1,295,106 | 1,308,354 |
Judicial deposits | 14 | 675,225 | 574,371 |
Accounts receivable related to the concession | 9 | 3,484,268 | 2,645,826 |
Accounts receivable related to the concession extension | 10 | 365,645 | 717,805 |
Other noncurrent receivables | 11 | 29,435 | 22,728 |
Income Tax and Social Contribution | 13.1 | 197,659 | 19,995 |
Other noncurrent recoverable taxes | 13.3 | 124,498 | 120,189 |
Deferred Income Tax and Social Contribution | 13.2 | 753,413 | 681,285 |
Prepaid expenses | - | 399 | 8,832 |
| | 7,224,241 | 6,297,317 |
| | | |
Investments | 16 | 1,187,927 | 568,989 |
Property, Plant and Equipment, net | 17 | 7,983,632 | 7,871,753 |
Intangible Assets | 18 | 2,035,361 | 1,789,152 |
| | | |
| | 18,431,161 | 16,527,211 |
| | | |
TOTAL ASSETS | | 23,111,445 | 21,208,903 |
Notes are an integral part of these financial statements |
| | | |
| | | |
| | | |
| | | |
| | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Consolidated Statements of Financial Position
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | |
LIABILITIES | Note | | |
| | | Restated |
| | 12.31.2013 | 12.31.2012 |
| | | |
CURRENT LIABILITIES | | | |
Payroll, social charges and accruals | 19 | 239,685 | 384,008 |
Suppliers | 20 | 1,092,239 | 1,131,782 |
Income Tax and Social Contribution Payable | 13.1 | 297,620 | 170,189 |
Other taxes due | 13.3 | 300,731 | 288,480 |
Loans and financing | 21 | 957,106 | 261,290 |
Debentures | 22 | 57,462 | 12,719 |
Dividend payable | - | 18,713 | 204,780 |
Post employment benefits | 23 | 29,983 | 25,819 |
Customer charges due | 24 | 37,994 | 56,498 |
Research and Development and Energy Efficiency | 25 | 127,860 | 159,599 |
Accounts payable related to concession - Use of Public Property | 26 | 51,481 | 48,477 |
Other accounts payable | 27 | 137,011 | 89,803 |
| | 3,347,885 | 2,833,444 |
| | | |
NONCURRENT LIABILITIES | | | |
Suppliers | 20 | 50,121 | 100,908 |
Other taxes due | 13.3 | 68,402 | - |
Deferred Income Tax and Social Contribution | 13.2 | 420,501 | 590,536 |
Loans and financing | 21 | 2,366,678 | 1,989,588 |
Debentures | 22 | 1,150,483 | 997,958 |
Post employment benefits | 23 | 937,249 | 675,230 |
Research and Development and Energy Efficiency | 25 | 154,721 | 104,561 |
Accounts payable related to concession - Use of Public Property | 26 | 420,293 | 399,080 |
Other accounts payable | 27 | 233 | - |
Provision for contingencies | 28 | 1,266,127 | 1,155,708 |
| | 6,834,808 | 6,013,569 |
| | | |
EQUITY | 29 | | |
Attributable to controlling shareholder's | | | |
Capital | | 6,910,000 | 6,910,000 |
Equity valuation adjustments | | 983,159 | 1,214,394 |
Legal reserve | | 624,849 | 571,221 |
Profit retention reserve | | 3,897,833 | 3,337,295 |
Additional proposed dividends | | 235,498 | 64,474 |
| | 12,651,339 | 12,097,384 |
| | | |
Attributable to non-controlling interest | 29.2 | 277,413 | 264,506 |
| | | |
| | 12,928,752 | 12,361,890 |
| | | |
TOTAL LIABILITIES & EQUITY | | 23,111,445 | 21,208,903 |
Notes are an integral part of these financial statements |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Consolidated Statements of Income
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | |
CONTINUING OPERATIONS | Note | | | |
| | | Restated | Restated |
| | 12.31.2013 | 12.31.2012 | 12.31.2011 |
OPERATING REVENUES | 30 | 9,180,214 | 8,493,252 | 7,776,165 |
| | | | |
COST OF SALES AND SERVICES PROVIDED | 31 | (7,037,998) | (6,540,636) | (5,457,015) |
| | | | |
GROSS PROFIT | | 2,142,216 | 1,952,616 | 2,319,150 |
| | | | |
Operational expenses / income | | | | |
Selling expenses | 31 | (95,615) | (65,659) | (113,764) |
General and administrative expenses | 31 | (530,104) | (541,913) | (460,375) |
Other operational income (expenses) | 31 | (403,910) | (352,551) | (439,710) |
Equity in earnings of investees | 16 | 113,606 | 6,685 | 53,253 |
| | (916,023) | (953,438) | (961,596) |
| | | | |
PROFIT BEFORE FINANCIAL RESULTS AND TAXES | | 1,226,193 | 999,178 | 1,357,554 |
| | | | |
Financial results | | | | |
Financial income | 32 | 652,363 | 648,321 | 577,427 |
Financial expenses | 32 | (372,052) | (674,971) | (351,065) |
| | 280,311 | (26,650) | 226,362 |
| | | | |
Profit Before Income Tax and Social Contribution | | 1,506,504 | 972,528 | 1,583,916 |
| | | | |
INCOME TAX AND SOCIAL CONTRIBUTION ON PROFIT | | | | |
Current | 13.4 | (554,520) | (458,257) | (611,601) |
Deferred | 13.4 | 149,451 | 212,249 | 204,539 |
| | (405,069) | (246,008) | (407,062) |
| | | | |
NET INCOME | | 1,101,435 | 726,520 | 1,176,854 |
Attributed to controlling shareholders | | 1,072,560 | 700,688 | 1,157,690 |
Attributed to non-controlling interest | 29.2 | 28,875 | 25,832 | 19,164 |
| | | | |
Basic and diluted net earning per share attributed | | | | |
To parent company shareholders - in reais | | | | |
Ordinary shares | 29.1 | 3.74278 | 2.44350 | 5.33150 |
Class "A" Preferred shares | 29.1 | 4.49001 | 4.17424 | 4.44350 |
Class "B" Preferred shares | 29.1 | 4.11741 | 2.68795 | 4.03920 |
Notes are an integral part of these financial statements |
| | | | |
| | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Consolidated Statement of Comprehensive Income
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | |
| Note | | | Consolidated |
| | | Restated | Restated |
| | 12.31.2013 | 12.31.2012 | 12.31.2011 |
| | | | |
NET INCOME FOR THE YEAR | | 1,101,435 | 726,520 | 1,176,854 |
Other comprehensive income | | | | |
Items that will never be reclassified to profit or loss | | | | |
Losses on actuarial liabilities | 29.1.2 | | | |
Post employment benefits | | (216,967) | (207,947) | 13,585 |
Post employment benefits - equity | | 18,881 | - | - |
Taxes on other comprehensive income | 29.1.2 | 73,769 | 63,374 | (4,620) |
Items that are or may be reclassified to profit or loss | | | | |
Adjustments related to Financial Assets classified as available for sale: | 29.1.2 | | | |
Financial investments | | (6,929) | 2,261 | 2,962 |
Accounts receivable related to the concession | | - | (13,116) | (7,282) |
Investments | | (306) | 406 | 5,647 |
Other gains - subsidiary credits | | - | 3,164 | - |
Taxes on other comprehensive income | 29.1.2 | 2,460 | 2,476 | (451) |
Total other comprehensive income for the year, net of taxes | | (129,092) | (149,382) | 9,841 |
| | | | |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR | | 972,343 | 577,138 | 1,186,695 |
| | | | |
Attributed to controlling shareholders | | 943,468 | 550,680 | 1,167,531 |
Attributed to non-controlling interests | | 28,875 | 26,458 | 19,164 |
| | | | |
Notes are an integral part of these financial statements |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Consolidated Statement of Changes in Equity
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | | | | | | |
|
| | Attributable to Parent Company | | Attributable | |
| | | Equity valuation adjustments | Profit reserves | | to | |
| | | | non | |
| | | | Other | | Profit | Additional | | | controlling | |
| Note | | Deemed | comprehensive | Legal | retention | proposed | Accumulated | Shareholders’ | interests | Equity |
| Capital | Cost | income | reserve | reserve | dividends | profit | equity | (Note 29.2) | Consolidated |
Balances as of January 1, 2011 - Restated | | 6,910,000 | 1,546,053 | 13,463 | 478,302 | 2,056,526 | 25,779 | - | 11,030,123 | 265,703 | 11,295,826 |
Net Income for the year | | - | - | | - | - | - | 1,157,690 | 1,157,690 | 19,164 | 1,176,854 |
Other comprehensive income | | | | | | | | | | | |
Gains on financial assets, net of taxes | 29.1.2 | - | - | 876 | - | - | - | - | 876 | - | 876 |
Actuarial gains, net of taxes | 29.1.2 | - | - | 8,965 | - | - | - | - | 8,965 | - | 8,965 |
Total comprehensive income for the year | | - | - | 9,841 | - | - | - | 1,157,690 | 1,167,531 | 19,164 | 1,186,695 |
Deliberation of additional dividends proposed | | - | - | | - | - | (25,779) | - | (25,779) | - | (25,779) |
Realization of equity valuation adjustments | 29.1.2 | - | (103,311) | | - | - | - | 103,311 | - | - | - |
Reimbursement of advances for future capital increase | | - | - | - | - | - | - | - | - | (30,813) | (30,813) |
Allocations proposed to GSM | | | | | | | | | | | |
Legal reserve | 29.1.3 | - | - | - | 57,885 | - | - | (57,885) | - | - | - |
Interest on own capital | 29.1.3 | - | - | - | - | - | 84,875 | (421,091) | (336,216) | - | (336,216) |
Dividends | 29.1.3 | - | - | - | - | - | - | - | - | (11,220) | (11,220) |
Profit retention reserve | | - | - | - | - | 782,025 | - | (782,025) | - | - | - |
Balances as of December 31, 2011 - Restated | | 6,910,000 | 1,442,742 | 23,304 | 536,187 | 2,838,551 | 84,875 | - | 11,835,659 | 242,834 | 12,078,493 |
Net Income for the year | | - | - | - | - | - | - | 700,688 | 700,688 | 25,832 | 726,520 |
Other comprehensive income | | | | | | | | | | | |
Losses on financial assets, net of taxes | 29.1.2 | - | - | (5,435) | - | - | - | - | (5,435) | 626 | (4,809) |
Actuarial losses, net of taxes | 29.1.2 | - | - | (144,573) | - | - | - | - | (144,573) | - | (144,573) |
Total comprehensive income for the year | | - | - | (150,008) | - | - | - | 700,688 | 550,680 | 26,458 | 577,138 |
Deliberation of additional dividends proposed | | - | - | - | - | - | (84,875) | - | (84,875) | - | (84,875) |
Realization of equity valuation adjustments | 29.1.2 | - | (101,644) | - | - | - | - | 101,644 | - | - | - |
Allocations proposed to GSM | | | | | | | | | | | |
Legal reserve | 29.1.3 | - | - | - | 35,034 | - | - | (35,034) | - | - | - |
Interest on own capital | 29.1.3 | - | - | - | - | - | - | (138,072) | (138,072) | - | (138,072) |
Dividends | 29.1.3 | - | - | - | - | - | 64,474 | (130,482) | (66,008) | (4,786) | (70,794) |
Profit retention reserve | | - | - | - | - | 498,744 | - | (498,744) | - | - | - |
Balances as of December 31, 2012 - Restated | | 6,910,000 | 1,341,098 | (126,704) | 571,221 | 3,337,295 | 64,474 | - | 12,097,384 | 264,506 | 12,361,890 |
Net Income for the year | | - | - | - | - | - | - | 1,072,560 | 1,072,560 | 28,875 | 1,101,435 |
Other comprehensive income | | | | | | | | | | | |
Losses on financial assets, net of taxes | 29.1.2 | - | - | (4,775) | - | - | - | - | (4,775) | - | (4,775) |
Actuarial losses, net of taxes | 29.1.2 | - | - | (124,317) | - | - | - | - | (124,317) | - | (124,317) |
Total comprehensive income for the year | | - | - | (129,092) | - | - | - | 1,072,560 | 943,468 | 28,875 | 972,343 |
Deliberation of additional dividends proposed | | - | - | - | - | - | (64,474) | - | (64,474) | - | (64,474) |
Realization of equity valuation adjustments | 29.1.2 | - | (102,143) | - | - | - | - | 102,143 | - | - | - |
Allocations proposed to GSM | | | | | | | | | | | |
Legal reserve | 29.1.2 | - | - | - | 53,628 | - | - | (53,628) | - | - | - |
Interest on own capital | 29.1.2 | - | - | - | - | - | - | (180,000) | (180,000) | - | (180,000) |
Dividends | 29.1.2 | - | - | - | - | - | 235,498 | (380,537) | (145,039) | (15,968) | (161,007) |
Profit retention reserve | | - | - | - | - | 560,538 | - | (560,538) | - | - | - |
Balances as of December 31, 2013 | | 6,910,000 | 1,238,955 | (255,796) | 624,849 | 3,897,833 | 235,498 | - | 12,651,339 | 277,413 | 12,928,752 |
Notes are an integral part of these financial statements |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Consolidated Statement of Changes in Cash Flows
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | |
| Note | | | |
| | | Restated | Restated |
| | 12.31.2013 | 12.31.2012 | 12.31.2011 |
| | | | |
Cash flows from operational activities | | | | |
Net income for the year | | 1,101,435 | 726,520 | 1,176,854 |
| | | | |
Adjustments to reconcile net income for the year with cash generated from operating activities | | | | |
Depreciation | 17.3 | 366,016 | 331,330 | 336,033 |
Amortization of intangible assets - concessions | 18 | 229,804 | 214,022 | 214,515 |
Amortization of investments - authorization and concession rights | 18 | 755 | 755 | 755 |
Amortization of intangible assets - others | 18 | 6,627 | 3,748 | 1,132 |
Unrealized monetary and exchange variations - net | | 27,600 | (90,669) | 75,630 |
Fair value adjustment of the accounts receivable related to concession | 9.1 | - | 401,104 | - |
Remuneration of accounts receivable related to concession | 9.1 | (33,974) | (396,168) | (330,217) |
Equity in earnings of investees | 16.2 | (113,606) | (6,685) | (52,253) |
Income tax and social contribution | 13.4 | 554,520 | 458,257 | 611,601 |
Deferred income tax and social contribution | 13.2.1 | (149,451) | (212,249) | (204,539) |
Provision (reversal) for losses from accounts receivable | 31.5 | 47,458 | 22,826 | 75,556 |
Provisions (reversals) for losses on taxes recoverable | 31.5 | 274 | (3,135) | 46,802 |
Provisions (reversals) for losses with depreciation of investments | | (7,887) | - | 398 |
Provision (reversal) for legal claims | 28.1 | 154,178 | 199,105 | 166,899 |
Provision for post employment benefits | 23.3 | 195,673 | 196,087 | 158,251 |
Provision for research and development and energy efficiency | 25.2 | 79,961 | 74,464 | 68,048 |
Write off of accounts receivable related to concession | 9.1 | 45,795 | 24,313 | 25,895 |
Write off of investments | | - | - | 224 |
Write off of property, plant and equipment | 17.3 | 9,794 | 3,871 | 23,091 |
Write off of intangible assets | 18 | 18,004 | 8,325 | 12,762 |
| | | | |
Decrease (increase) in assets | | | | |
Trade accounts receivable | | 20,614 | 104,421 | (75,867) |
Dividends and interest on own capital received | | 49,009 | 27,494 | 20,104 |
CRC transferred to the Government of the State of Paraná | 8.2 | 163,078 | 150,864 | 143,683 |
Accounts receivable related to the concession extension | 10.1 | 440,656 | - | - |
Judicial deposits | | (100,854) | (143,651) | (30,118) |
Other receivables | | (168,211) | (79,887) | (1,795) |
Inventories | | (14,469) | (21,007) | 17,622 |
Income tax and social contribution | | (132,071) | 22,180 | (63,644) |
Other current taxes recoverable | | (11,902) | (17,853) | (41,126) |
Prepaid expenses | | (6,366) | (8,855) | 1,762 |
| | | | |
Increase (decrease) in liabilities | | | | |
Payroll, social charges and accruals | | (144,323) | 159,932 | 48,498 |
Suppliers | | (232,915) | 187,160 | (105,378) |
Income tax and social contribution paid | | (430,767) | (439,858) | (613,060) |
Other taxes | | 80,567 | 735 | (125,130) |
Loans and financing - interest due and paid | 21.10 | (329,105) | (158,309) | (125,247) |
Debentures - interest due and paid | 22.1 | (90,121) | (2,139) | (69,251) |
Post employment benefits | 23.3 | (146,457) | (136,720) | (97,839) |
Customer charges due | | (18,504) | (14,013) | 14,406 |
Research and development and energy efficiency | 25.2 | (76,765) | (76,613) | (81,873) |
Payable related to the concession - use of public property | 26.2 | (48,966) | (44,411) | (41,239) |
Other accounts payable | | 47,209 | 3,208 | 15,287 |
Provisions for legal claims | 28.1 | (44,702) | (49,136) | (48,518) |
| | | | |
Net cash generated from operating activities | | 1,337,611 | 1,419,363 | 1,148,714 |
(continued) | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Consolidated Statement of Changes in Cash Flows
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
(continued) | | | | | | | |
| Note | | | | | | |
| | | | | Restated | | Restated |
| | | 12.31.2013 | | 12.31.2012 | | 12.31.2011 |
| | | | | | | |
Cash flows from investment activities | | | | | | | |
Financial investments | | | 279,406 | | (151,287) | | (38,332) |
Additions - Nova Asa I - Net effect of acquired cash | | | (6,050) | | - | | - |
Additions - Nova Asa II - Net effect of acquired cash | | | (6,074) | | - | | - |
Additions - Nova Asa III - Net effect of acquired cash | | | (6,041) | | - | | - |
Additions - Nova Eurus IV - Net effect of acquired cash | | | (5,307) | | - | | - |
Additions - Santa Maria - Net effect of acquired cash | | | (17,762) | | - | | - |
Additions - Santa Helena - Net effect of acquired cash | | | (17,684) | | - | | - |
Additions - Ventos de Santo Uriel - Net effect of acquired cash | | | (6,601) | | - | | - |
Additions in investments | 16.2 | | (519,315) | | (57,328) | | (43,970) |
Additions to property, plant and equipment | 17.3 | | (420,227) | | (875,509) | | (821,919) |
Customers contributions - Property, Plant and Equipment | 17.3 | | - | | 15 | | - |
Additions to intangible assets related to the concession | 18 | | (1,018,057) | | (840,119) | | (808,687) |
Additions to intangible - concession and autorization rights | 18 | | (275,719) | | - | | - |
Customers contributions - Intangible Asset | 18 | | 160,614 | | 107,980 | | 94,396 |
Additions to other intangible assets | 18 | | (5,297) | | (11,685) | | (11,033) |
Disposal of intangible | 18 | | - | | 191 | | - |
| | | | | | | |
NET CASH GENERATED FROM (USED IN) INVESTING ACTIVITIES | | | (1,864,114) | | (1,827,742) | | (1,629,545) |
| | | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | |
Reimbursement of advances for future capital increase | | | - | | - | | (30,813) |
Loans and financing obtained from third parties | 21.10 | | 1,239,126 | | 81,723 | | 816,431 |
Issue of Debentures | 22.1 | | 203,000 | | 1,000,000 | | - |
Amortization of principal - loans and financing | 21.10 | | (31,508) | | (37,868) | | (48,646) |
Amortization of principal - debentures | 22.2 | | (10,152) | | - | | (600,000) |
Dividends and interest on own capital paid | | | (591,548) | | (224,705) | | (401,105) |
| | | | | | | |
NET CASH GENERATED FROM (USED IN) FINANCING ACTIVITIES | | | 808,918 | | 819,150 | | (264,133) |
| | | | | | | |
TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS | | | 282,415 | | 410,771 | | (744,964) |
| | | | | | | |
Cash and cash equivalents at the beginning of the year | 4 | | 1,459,217 | | 1,048,446 | | 1,793,410 |
Cash and cash equivalents at the end of the year | 4 | | 1,741,632 | | 1,459,217 | | 1,048,446 |
| | | | | | | |
CHANGE IN CASH AND CASH EQUIVALENTS | | | 282,415 | | 410,771 | | (744,964) |
Notes are an integral part of these financial statements | | |
| | | | | | | |
Additional information on cash flows | | | | | | | |
| | | | | | | |
Transactions not involving cash | | | | | | | |
Acquisition of property with an increase in the balance of suppliers | | | - | | 119,590 | | 64,913 |
| | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
1 General Information
Companhia Paranaense de Energia - Copel (Copel, the Company or the Parent Company), with headquarters at Rua Coronel Dulcídio, 800, Batel, Curitiba, State of Paraná, is a public company with shares traded on Corporate Governance Level 1 of BM&FBOVESPA’s Special Listings and on stock exchanges in the United States of America and Spain. Copel is a mixed capital company, controlled by the Government of the State of Paraná, engaged, through its subsidiaries, in researching, studying, planning, building, and exploiting the production, transformation, transportation, distribution, and sale of energy, in any form, but mainly electric energy. These activities are regulated by the National Electric Energy Agency (Agência Nacional de Energia Elétrica or ANEEL), which reports to the Ministry of Mines and Energy (Ministério de Minas e Energia or MME). Additionally, Copel takes part in consortiums, private enterprises, or mixed capital companies in order to operate mostly in the areas of energy, telecommunications, natural gas, and water utility.
1.1 Organizational restructuring
The 187th Extraordinary General Meeting - EGM held on October 10, 2013 approved the restructuring of Copel, which now has five executive boards at the holding company and two more wholly-owned subsidiaries; Copel Participações S.A., founded to manage interests in specific purpose entities - SPEs in the energy, gas, telecommunications, sanitation and services sectors, and Copel Renováveis S.A., which will concentrate the investments in renewable power generation sources.
The restructuring are part of the adjustment to market requirements and aim to streamline the structure and lower operational costs.
2 Basis of Preparation
2.1 Statement of compliance
The consolidated financial statements were prepared in accordance with International Financial Reporting Standards - IFRS issued by the International Accounting Standards Board - IASB and also in accordance with accounting practices adopted in Brazil.
2.2 Basis of measurement
The financial statements were prepared based on historic cost, except for certain financial instruments which were stated at fair values through profit or loss, financial assets available for sale measured at their fair values.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
2.3 Functional currency and presentation currency
The consolidated financial statements are presented in Brazilian reais, which is the functional currency of the Company. All financial information present in Brazilian reais was rounded to the nearest thousand, except when otherwise indicated.
2.4 Use of estimates and judgment
The preparation of the consolidated financial statements in accordance with IFRS requires that the company’s senior management make judgments, estimates and assumptions which affect the application of accounting policies and assets, liabilities, income and expenses reported values. The actual results may divert from these estimates.
Estimates and assumptions are reviewed in a continuous way. Reviews of accounting estimates are recognized in the year that those estimates are reviewed and in any future fiscal years affected.
Information about critical judgment related to accounting policies adopted that present an significant effect over the values recognized in the consolidated financial statements are included in the following notes:
Note 3.7 and 9 - Accounts receivable related to the concession;
Note 10 - Accounts receivable related to the concession extension;
Note 3.9 and 13.2 - Deferred income tax and social contribution;
Note 3.11 and 18 – Intangible assets; and
Note 3.29 - Operating lease.
Information about uncertainty over assumptions and estimates that may present a significant risk of resulting in material adjustments in the next fiscal year is included in the following notes:
Note 3.13 - Impairment value of assets;
Note 3.25.1 - Unbilled revenues;
Note 3.6 - Trade accounts receivable (Allowance for doubtful debts, CCEE and Unbilled revenues);
Note 3.10 and 17 - Property, plant and equipment;
Note 3.11 and 18 - Intangible assets;
Note 3.15 and 23 - Post-Employment benefits;
Note 3.19 and 28 - Provision for contingencies; and
Note 3.4 and 34 - Financial Instruments.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3 Significant Accounting Policies
3.1 Changes in accounting policies
Starting January 1, 2013, the following revised/new IFRS were adopted: IAS 28 Investments in Associates and Joint Ventures; IFRS 11 Joint Arrangements; IAS 19 Employee Benefits; IFRS 10 Consolidated Financial Statements; and IFRS 12 Disclosure of Interests in Other Entities.
The principal effects arising from the use of new/revised standards on the presentation of consolidated financial statements were the presentation of joint ventures, which used to be proportionally consolidated and are now accounted under the equity method, and the elimination of actuarial gain and loss deferment of private pension fund and health care plans (using the corridor method) now fully recognized in OCI.
3.1.1 Effects on statement of financial position as of January 1, 2012
| | | | |
| Stated | Retrospective application - Joint arrangements | Retrospective application - Employee benefits | Restated |
ASSETS | 18,842,019 | (1,505) | (3,359) | 18,837,155 |
CURRENT ASSETS | 3,702,013 | (2,496) | - | 3,699,517 |
Cash and cash equivalents | 1,049,125 | (679) | - | 1,048,446 |
Dividends receivable | 17,906 | (1,419) | - | 16,487 |
Income Tax and Social Contribution | 215,381 | (376) | - | 215,005 |
Others | 2,419,601 | (22) | - | 2,419,579 |
| | | | |
NONCURRENT ASSETS | 15,140,006 | 991 | (3,359) | 15,137,638 |
Long Term Assets | 5,659,868 | (128) | (3,359) | 5,656,381 |
Judicial deposits | 430,817 | (97) | - | 430,720 |
Accounts receivable related to the concession | 3,236,474 | (31) | - | 3,236,443 |
Deferred Income Tax and Social Contribution | 465,536 | - | (3,359) | 462,177 |
Others | 1,527,041 | - | - | 1,527,041 |
| | | | |
Investments | 549,158 | 6,038 | - | 555,196 |
Property, Plant and Equipment, net | 7,209,123 | (6) | - | 7,209,117 |
Intangible Assets | 1,721,857 | (4,913) | - | 1,716,944 |
LIABILITIES | 18,842,019 | (1,505) | (3,359) | 18,837,155 |
CURRENT LIABILITIES | 2,058,821 | (1,036) | - | 2,057,785 |
Payroll, social charges and accruals | 224,095 | (19) | - | 224,076 |
Suppliers | 747,453 | (19) | - | 747,434 |
Other taxes due | 288,457 | (864) | - | 287,593 |
Others | 798,816 | (134) | - | 798,682 |
| | | | |
NONCURRENT LIABILITIES | 4,713,670 | (469) | (12,324) | 4,700,877 |
Suppliers | 108,462 | (466) | - | 107,996 |
Deferred Income Tax and Social Contribution | 648,266 | - | 1,261 | 649,527 |
Post employment benefits | 432,838 | - | (13,585) | 419,253 |
Provision for contingencies | 1,000,823 | (3) | - | 1,000,820 |
Others | 2,523,281 | - | - | 2,523,281 |
| | | | |
EQUITY | 12,069,528 | - | 8,965 | 12,078,493 |
| | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.1.2 Effects on statement of financial position on December 31, 2012
| | | | |
| Stated | Retrospective application - Joint arrangements | Retrospective application - Employee benefits | Restated |
ASSETS | 21,211,554 | (14,577) | 11,926 | 21,208,903 |
| | | | |
CURRENT ASSETS | 4,699,255 | (17,563) | - | 4,681,692 |
Cash and cash equivalents | 1,483,137 | (23,920) | - | 1,459,217 |
Dividends receivable | 9,555 | 8,509 | - | 18,064 |
Income Tax and Social Contribution | 193,158 | (1,614) | - | 191,544 |
Others | 3,013,405 | (538) | - | 3,012,867 |
| | | | |
NONCURRENT ASSETS | 16,512,299 | 2,986 | 11,926 | 16,527,211 |
Long Term Assets | 6,302,904 | (39,068) | 33,481 | 6,297,317 |
Accounts receivable related to the concession | 2,684,792 | (38,966) | - | 2,645,826 |
Judicial deposits | 574,473 | (102) | - | 574,371 |
Deferred Income Tax and Social Contribution | 647,804 | - | 33,481 | 681,285 |
Others | 2,395,835 | - | - | 2,395,835 |
| | | | |
Investments | 543,036 | 47,508 | (21,555) | 568,989 |
Property, Plant and Equipment, net | 7,871,849 | (96) | - | 7,871,753 |
Intangible Assets | 1,794,510 | (5,358) | - | 1,789,152 |
LIABILITIES | 21,211,554 | (14,577) | 11,926 | 21,208,903 |
| | | | |
CURRENT LIABILITIES | 2,847,818 | (14,374) | - | 2,833,444 |
Payroll, social charges and accruals | 384,150 | (142) | - | 384,008 |
Suppliers | 1,136,359 | (4,577) | - | 1,131,782 |
Other taxes due | 290,896 | (2,416) | - | 288,480 |
Other accounts payable | 97,042 | (7,239) | - | 89,803 |
Others | 939,371 | - | - | 939,371 |
| | | | |
NONCURRENT LIABILITIES | 5,866,238 | (203) | 147,534 | 6,013,569 |
Suppliers | 100,996 | (88) | - | 100,908 |
Deferred Income Tax and Social Contribution | 615,924 | (115) | (25,273) | 590,536 |
Post employment benefits | 502,423 | - | 172,807 | 675,230 |
Others | 4,646,895 | - | - | 4,646,895 |
| | | | |
EQUITY | 12,497,498 | - | (135,608) | 12,361,890 |
| | | | |
|
| | | | |
3.1.3 Effects on statement of income for the period ended on December 31, 2012
| | | |
| Stated | Retrospective application - Joint arrangements | Restated |
CONTINUING OPERATIONS | | | |
| | | |
OPERATING REVENUES | 8,532,217 | 38,965 | 8,493,252 |
| | | |
COST OF SALES AND SERVICES PROVIDED | (6,578,971) | (38,335) | (6,540,636) |
| | | |
GROSS PROFIT | 1,953,246 | 630 | 1,952,616 |
| | | |
Operational expenses / income | (952,727) | 711 | (953,438) |
Selling expenses | (65,659) | - | (65,659) |
General and administrative expenses | (544,828) | (2,915) | (541,913) |
Other operational income (expenses) | (353,280) | (729) | (352,551) |
Equity in earnings of subsidiaries | 11,040 | 4,355 | 6,685 |
| | | |
PROFIT BEFORE FINANCIAL RESULTS AND TAXES | 1,000,519 | 1,341 | 999,178 |
| | | |
Financial results | (27,821) | (1,171) | (26,650) |
| | | |
PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION | 972,698 | 170 | 972,528 |
| | | |
INCOME TAX AND SOCIAL CONTRIBUTION ON PROFIT | (246,178) | (170) | (246,008) |
| | | |
NET INCOME FOR THE YEAR | 726,520 | - | 726,520 |
| | | |
F-11
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.1.4 Effects on statement of income for the period ended on December 31, 2011
| Stated | Retrospective application - Joint arrangements | Restated |
CONTINUING OPERATIONS | | | |
OPERATING REVENUES | 7,776,165 | - | 7,776,165 |
| | | |
COST OF SALES AND SERVICES PROVIDED | (5,457,015) | - | (5,457,015) |
| | | |
GROSS PROFIT | 2,319,150 | - | 2,319,150 |
| | | |
Operational expenses / income | | - | |
Selling expenses | (113,764) | - | (113,764) |
General and administrative expenses | (461,452) | 1,077 | (460,375) |
Other operational income (expenses) | (440,440) | 730 | (439,710) |
Equity in earnings of subsidiaries | 55,654 | (3,401) | 52,253 |
| (960,002) | (1,594) | (961,596) |
| | | |
PROFIT BEFORE FINANCIAL RESULTS AND TAXES | 1,359,148 | (1,594) | 1,357,554 |
| | | |
Financial results | 224,768 | 1,594 | 226,362 |
| | | |
PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION | 1,583,916 | - | 1,583,916 |
| | | |
INCOME TAX AND SOCIAL CONTRIBUTION ON PROFIT | (407,062) | - | (407,062) |
NET INCOME FOR THE YEAR | 1,176,854 | - | 1,176,854 |
3.1.5 Effects on statement of comprehensive income for the period ended on December 31, 2012
| | | |
| Stated | Retrospective application - Employee benefits | Restated |
Net income for the year | 726,520 | - | 726,520 |
Other comprehensive income | | | |
Items that will never be reclassified for profit or loss | | | |
Losses on actuarial liabilities - post employment benefits | - | 207,947 | (207,947) |
Taxes on other comprehensive income | - | (63,374) | 63,374 |
Items that are or be or maybe reclassified for profit or loss | | | |
Adjustments related to Financial Assets classified as available for sale | (10,449) | - | (10,449) |
Other gains - subsidiary credits | 3,164 | - | 3,164 |
Taxes on other comprehensive income | 2,476 | - | 2,476 |
Total comprehensive income for the year, before taxes | (4,809) | 144,573 | (149,382) |
| | | |
Total comprehensive income for the year | 721,711 | 144,573 | 577,138 |
| | | |
| | | |
3.1.6 Effects on statement of comprehensive income for the period ended on December 31, 2011
| Stated | Retrospective application - Employee benefits | Restated |
Net income for the year | 1,176,854 | - | 1,176,854 |
Other comprehensive income | | | |
Items that will never be reclassified for profit or loss | | | |
Losses on actuarial liabilities - post employment benefits | - | 13,585 | 13,585 |
Taxes on other comprehensive income | - | (4,620) | (4,620) |
Items that are or be or maybe reclassified for profit or loss | | | |
Gains (losses) financial assets available for sale | 1,327 | - | 1,327 |
Taxes on other comprehensive income | (451) | - | (451) |
Total comprehensive income for the year, before taxes | 876 | 8,965 | 9,841 |
| | | |
Total comprehensive income for the year | 1,177,730 | (8,965) | 1,186,695 |
| | | |
3.1.7 Effects on statements of changes in equity
| | | | |
| | | | |
| | | 12.31.2012 | 01.01.2012 |
Stated balance | | | 12,497,498 | 12,069,528 |
| | | | |
Actuarial losses on the transition of accounting practices * | | | (205,466) | 13,585 |
Deferred income tax and social contribution | | | 69,858 | (4,620) |
Restated balance | | | 12,361,890 | 12,078,493 |
| | | | |
(*) Equity in Parent Company, net of taxes | | | | |
3.1.8 Effects on statements of cash flow for the period ended on December 31, 2012
| | | |
| Stated | Retrospective application - Joint arrangements | Restated |
Cash flows from operational activities | 1,395,216 | 24,147 | 1,419,363 |
| | | |
Cash flows from investment activities | (1,780,354) | (47,388) | (1,827,742) |
| | | |
Cash flows from financing activities | 819,150 | - | 819,150 |
| | | |
TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS | 434,012 | (23,241) | 410,771 |
| | | |
CHANGE IN CASH AND CASH EQUIVALENTS | 434,012 | (23,241) | 410,771 |
| | | |
|
3.1.9 Effects on statements of cash flow for the period ended on December 31, 2011.
| | | |
| Stated | Retrospective application - Joint arrangements | Restated |
Cash flows from operational activities | 1,147,896 | 818 | 1,148,714 |
| | | |
Cash flows from investment activities | (1,629,054) | (491) | (1,629,545) |
| | | |
Cash flows from financing activities | (264,133) | - | (264,133) |
| | | |
TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS | (745,291) | 327 | (744,964) |
| | | |
CHANGE IN CASH AND CASH EQUIVALENTS | (745,291) | 327 | (744,964) |
| | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.2 Basis for consolidation
Payment of dividends decreases the carrying value of investments.
When required, for preparation of consolidated financial statements, the investees' financial statements are adjusted to adapt their policies to the Parent Company's accounting policies.
Joint operations (consortiums) are recorded in proportion to the quotas of assets, liabilities and earnings in the company holding the share.
3.2.1 Subsidiaries
The financial statements of the subsidiaries are included in the consolidated financial statements as from the date on which such control begins up to the date control is lost.
The balances of the subsidiaries' assets and liabilities, and profit or loss, are consolidated line to line. Transactions between consolidated companies are eliminated.
Non-controlling interest is presented in equity, separately from the equity attributable to the Parent Company's shareholders. Profits, losses and other comprehensive income are also allocated separately from the ones allocated to the Parent Company's shareholders, even if this results in non-controlling interest having a deficit balance.
3.2.2 Investments in joint ventures and associated companies
Joint ventures are entities over which the Company, subject to an agreement, does not individually exert power regarding financial and operational decisions, irrespective of the percentage of interest in the voting capital. Associated companies are entities over which the Company exerts significant influence, without control.
When the share in losses of an associated company or joint venture equals or exceeds the accounting balance of the Company's equity interest in the investee, the Company should discontinue the recognition of its share in future losses. Additional losses will be considered, and a liability will be recognized, only when the Company incurs legal or constructive liabilities (not formalized), or performs payments on behalf of the investee. Should the investee subsequently determine profits, the Company should resume the recognition of its interest in these profits only subsequent to the point at which the portion to which it is entitled to in these subsequent profits equals its share in unrecognized losses.
3.3 Business combinations
The acquisition is analyzed on a case-by-case basis to determine whether the transaction represents a business combination or the purchase of assets.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Assets and liabilities acquired in a business combination are recorded by the acquisition method and are recognized at fair value on the acquisition date.
The excess of the acquisition cost over the fair value of net assets acquired (identifiable assets acquired, net and assumed liabilities) is recognized as goodwill in intangible assets. When the value generates a negative amount, the gain on favorable acquisitions is directly recognized in the income statement for the year.
In acquisitions of interests in associated companies and joint ventures, the net assets are also recognized at fair value, although these entities do not constitute a business combination. Goodwill is recorded as part of the initial investment cost.
3.4 Financial instruments
The Company maintains investment funds which operate with derivative financial instruments, with the sole purpose of protecting these funds' portfolios.
Non-derivative financial instruments are recognized on the trading date, i.e. when the obligation or right arises. They are initially recognized at fair value plus or minus any directly attributable transaction costs.
Fair values are determined based on the market quotation for financial instruments traded in active markets and for those with no quotations available on the market, fair values are determined by the present value of expected cash flows method.
After initial recognition, the non-derivative financial instruments are valued as shown below:
Financial assets
3.4.1 Financial instruments recorded at fair value through profit and loss
Financial instruments are recorded at fair value through profit and loss if the Company and/or its subsidiaries manage these investments and make purchase or sale decisions based on their fair value in the context of an investment and risk management strategy set by the Company and/or its subsidiaries. After initial recognition, transaction costs and interest attributable, when incurred, are recognized through profit and loss.
3.4.2 Loans and receivables
This category only comprises non-derivative assets with fixed or determinable payments which are not quoted in any active markets. They are measured using the amortized cost or effective interest rate methods.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.4.3 Instruments available for sale
The initial and subsequent measurement of financial instruments classified as “available for sale” is based on their fair value. The changes in the fair value resulting from the difference between the market interest rates and the effective interest rates is recognized in other comprehensive income. Interest set at the beginning of the agreement, calculated based on the effective interest rate method, as well as any changes in expected cash flows, are recognized directly in income for the period.
At settlement of a financial instrument classified as available for sale, any gains or losses recognized in OCI are reclassified to income for the period.
3.4.4 Instruments held to maturity
If the Company and/or its subsidiaries are interested in and capable of holding any financial assets until maturity, they are classified as held to maturity. Investments held to maturity are valued at amortized cost according to the effective interest rate method, minus any reductions in their recoverable value.
Financial liabilities and equity instruments
3.4.5 Financial liabilities recorded at fair value through profit and loss
Financial liabilities designated as such upon initial recognition are classified as held for trading.
The net losses or gains recognized in the income statement also include interest paid on the financial liability.
3.4.6 Other financial liabilities
Other financial liabilities (including loans) are valued at amortized cost according to the effective interest rate method. The effective interest rate method is used to calculate the amortized cost of financial liabilities and to allocate their interest expenses over their respective terms. The effective interest rate is the rate that deducts the estimated future cash flows (including fees paid or received that are an integral part of the effective interest rate, transaction costs, and other premiums or discounts) throughout the estimated lifespan of the liability.
3.4.7 Write-offs of financial liabilities
The Company writes off financial liabilities only when its obligations are eliminated or cancelled or settled. The difference between the book value of the written-off financial liability and the corresponding disbursement made or to be made is recorded to income.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.5 Cash and cash equivalents
They comprise cash balances, bank deposits on demand and highly liquid short-term financial investments that can be redeemed within 90 days from the date of making the investment and which are readily convertible into cash. Temporary short-term investments are recorded at cost at the reporting date, plus earnings accrued. Cash and cash equivalents are subject to an insignificant risk of change in value.
3.6 Trade accounts receivable
Trade accounts receivable are considered financial assets classified as loans and receivables and are recorded based on an accrual basis.
The trade accounts receivable “debt balances paid in instalments” are discounted to present value, taking into consideration the amount to be discounted, the maturity dates, the dates of settlement and the discount rate.
The balance of trade accounts receivable is presented net of the allowance for doubtful accounts.
The allowance for doubtful accounts is recorded in amounts deemed sufficient by Copel’s senior management to cover potential losses on the realization of customer receivables and others whose recovery is considered unlikely.
The allowance for doubtful accounts is recorded considering the parameters recommended by ANEEL, based on amounts receivable from residential class customers overdue more than 90 days, from commercial class customers overdue more than 180 days and from industrial and rural customers, public authorities, public lighting and public utilities overdue more than 360 days in addition to experience with respect to the past history of actual losses. It comprises receivables billed until the reporting date.
3.7 Accounts receivable related to the concession
3.7.1 Financial assets – Distribution
These refer to reimbursements set forth in the public power distribution service concession agreements, which the Company understands as an unconditional right to cash payments from the granting authority upon expiration of the concession. These reimbursements are designed to compensate the Company for the investments made in infrastructure which have not been recovered through the collection of tariffs at the end of the concession because of their useful lives being longer than the term of said concession.
Since these financial assets do not have determinable fixed cash flows – as the Company operates under the assumption that the value of the corresponding reimbursements will be based on the replacement cost of the concession assets and as they do not feature the necessary characteristicsto be classified under any other category of financial assets – they are classified as “available for sale”. The cash flows related to these assets are determined taking into account the value of the tariff basis named Regulatory Compensation Basis (Base de Remuneração Regulatória or BRR, in Portuguese), defined by the granting authority. The methodology of the BRR is based on the replacement cost of the assets that make up the power distribution infrastructure related to the concession. This tariff basis (BRR) is reviewed every four years taking into account several factors. Its goal is to reflect the variation in the prices of physical assets, including write-offs, depreciation, and additions of assets to the concession infrastructure (physical assets).
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The return on these financial assets is based on the regulatory Weighted Average Cost of Capital or WACC approved by ANEEL in the periodic rate review process every four years, whose amount is included in the composition of the revenues from tariffs charged to customers and collected monthly.
3.7.2 Financial assets - Transmission
These refer to receivables in connection with the power transmission concession agreements and include the following amounts: (i) revenues from the construction of transmission infrastructure for use by system users; (ii) the financial return on these revenues guaranteed by the granting authority during the term of the concession.
Revenues under power transmission concession agreements are collected by making infrastructure available to system users, are not subject to demand risk, and are thus considered guaranteed revenues, called Annual Permitted Revenues (Receita Anual Permitida or RAP, in Portuguese) to be collected over the term of the concession. Amounts are billed monthly to the users of this infrastructure, pursuant to reports issued by the National System Operator (Operador Nacional do Sistema or ONS, in Portuguese). Upon expiration of the concession, any uncollected amounts related to the construction of infrastructure shall be received directly from the granting authority, as an unconditional right to cash reimbursement pursuant to the concession agreement, as compensation for investments made and not recovered through tariffs (RAP).
These financial assets do not have an active market, present fixed and determinable cash flows, and are thus classified as “loans and receivables”. They are initially estimated based on the respective fair values and later measured according to the amortized cost calculated under the effective interest rate method.
Specifically to the Concession Agreement 060/2001, the additions subsequently to the extension, which represents expansion, improvement or enhancement of infrastructure, are recognized as a financial asset by virtue of representing the future generation of additional operating cash, according to specific rules from the granting authority.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.8 Inventories
Materials and supplies in inventory, classified under current assets and those assigned for investments, classified under property, plant and equipment, have been recorded at their average acquisition cost. Recorded amounts do not exceed their net realizable value.
3.9 Taxes
Sales and services revenues are subject to value-added tax (Imposto sobre Circulação de Mercadorias e Serviços or ICMS) and service tax (Imposto sobre Serviços or ISS), at the applicable rates, and to the PIS (Social Integration Program) and COFINS (Contribution for the Financing of Social Security).
Credits resulting from the non-cumulative nature of PIS and COFINS charges are accounted for by deducting such from the operating cost in the statement of income.
Credits resulting from the non-cumulative nature of ICMS, PIS and COFINS related to acquisitions to fixed assets are presented by deducting the cost of their assets.
Advance payments of amounts eligible for offsetting are accounted for in current or noncurrent assets, according to their expected realization.
Income tax comprises corporate income tax and social contribution, which are calculated based on taxable income (adjusted income), at the applicable rates, which are: 15%, plus 10% on any amounts exceeding R$ 240 a year, for corporate income tax, and 9% for social contribution.
For the purpose of calculating taxable income the Transitional Tax Arrangement - RTT was adopted, pursuant to Law 11,941/09, i.e., the accounting credits were taken into account as established by Law 6,404/76 before the amendments introduced by Law 11,638/07.
The tax loss and negative basis of social contribution can be offset against future profits, subject to the limit of 30% of taxable income in the period, and there is no statute of limitations.
Deferred income tax and social contribution are recognized in their entirety on the differences between assets and liabilities recognized for tax purposes and the related amounts recognized in the financial statements.
Deferred income tax and social contribution assets are recognized only to the extent that it is likely that there will be a positive taxable base for which the temporary differences can be used and the tax losses can be offset.
Deferred tax assets and liabilities are offset if there is a legal right to offset current tax liabilities and assets, and they are related to income taxes levied by the same tax authority on the same entity subject to taxation.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.10 Property, plant and equipment
These assets are depreciated according to the linear method based on annual rates set forth and reviewed periodically by ANEEL, which are used and accepted by the market as representative of the economic useful life of the assets related to concession's infrastructure, limited to the term of mentioned concession, when after the legal analysis of the right to compensation over the residual assets had not be guaranteed. The estimated useful life, the residual amounts, and depreciation rates are reviewed each reporting date, and the effect of any changes in estimates is recorded prospectively.
Costs directly attributable to construction work as well as interest and financial charges on loans from third-parties during construction are recorded under property, plant and equipment in progress.
3.11 Intangible
3.11.1 Concession agreements – distribution
These comprise the right to access and to commercial operation of infrastructure, built or acquired by the operator or provided to be used by the operator as part of the electric energy public service concession agreement (the right to charge fees to the users of the public service provided by the operator), in compliance IAS 38 – Intangible Assets – Concession agreements.
Intangible assets are determined as the remaining portion after the assessment of the financial assets (residual amount), due to their recovery being conditioned upon the rendering of the corresponding public service, i.e., the consumption of power by customers, subject thus to demand risk.
Intangible assets are recorded at their fair acquisition and construction value, minus accumulated amortization and impairment losses, when applicable.
The amortization of intangible assets reflects the pattern of economic benefits by Copel Distribuição, with amortization during the term of the concession.
3.11.2 Intangible assets acquired separately
Intangible assets with definite useful lives acquired separately are recorded at cost, minus accumulated amortization and impairment losses. Amortization is recorded linearly based on the estimated useful lives of the corresponding assets. The estimated useful lives and the amortization method are reviewed at year-end, and the effect of any changes in estimates is recorded prospectively.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.11.3 Write-off of intangible assets
Intangible assets are written-off upon sale or whenever there are no future economic benefits from use or sale to be received. Any gains or losses resulting from the write-off of intangible assets, measured as the difference between the net sale revenue and the asset's book value, are recorded to income or expense at the time of write-off.
3.12 Intangible assets – concessions and authorizations
Intangible assets acquired through the purchase of businesses that own concession rights are being amortized by their respective remaining period of concession or authorization (acquired with defined useful life).
3.13 Impairment of assets
Property, plant and equipment and intangible assets are assessed annually to detect evidence of impairment or whenever significant events or changes in circumstances indicate that the book value of any such asset may not be recoverable. Whenever there is a loss resulting from situations where an asset’s book value exceeds its recoverable value, defined as the greater between the asset’s value in use and its net sale value, this loss is recorded in the statement of income.
3.14 Dividends and interest on capital
In accordance with the legal and statutory requirements that are effective today, the basis for calculating the minimum mandatory dividends is obtained by taking the net income of the year, less the portion that will fund the legal reserve. However, Management has deliberated to include to this basis the amount related to the realization of the equity valuation adjustments, with the objective to compensate the effects coming from the increase of the depreciation expense arriving from the adoption of the new accounting rules established, as well from IAS 16 – Fixed assets. This procedure reflects the police to distribute dividends to Company´s shareholders, which will be effective during the realization of the entire equity valuation adjustments account.
The distribution of dividends and interest on equity are recorded as a liability in the financial statements of the Company and its subsidiaries at the end of the fiscal year, based on its by-laws.
However, any amounts above the minimum mandatory dividends are only recorded under liabilities on the date they are approved and announced at the General Shareholders’ Meeting (GSM). This amount is held in a specific reserve in shareholders' equity until the final resolution by the GMS, when it is recognized as current liabilities.
The tax benefit of interest on capital is recorded in the statement of income in the moment of its recognition in accounts payable.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.15 Post-employment benefits
The Company sponsors benefit plans to its employees, described in detail in Note 23. The amounts of these actuarial obligations (contributions, costs, liabilities, and/or assets) are calculated annually by an independent actuary on the same base date as the end of the fiscal period and are recorded pursuant to the rules set forth in IAS 19.
The adoption of the projected credit unit method adds each year of service as the source of an additional benefit unit, adding up to the calculation of the final liability.
The assets of the benefits plan are measured at fair value (mark-to-market).
Other actuarial assumptions are used which take into account biometric and economic tables in addition to historical data from the benefits plans, obtained from the manager of these plans, Fundação Copel.
Actuarial gains or losses caused by changes in assumptions and/or actuarial adjustments are recognized immediately as other comprehensive income.
3.16 Research and Development Program - R&D - and Energy Efficiency Program – EEP
Concessionaires and permission holder of public services of distribution, generation and transmission of electric energy are required to allocate 1% of their net operating revenues as defined by ANEEL pursuant to Law no. 9,991/00 and ANEEL Resolutions no. 504/12 and 556/13.
3.17 Accounts payable related to concession – use of public property
This item corresponds to the amounts set forth in the concession agreement in connection with the right to explore hydraulic energy potential (onerous concession). These agreements are signed as Use of Public Property (Uso de Bem Público or UBP) agreements. A liability is recorded on the date of signature of the concession agreement, regardless of the schedule of disbursements set forth therein. The initial accrual of the liability (obligation) and the corresponding intangible asset (concession rights) corresponds to the future disbursements at present value (present value of the cash flow from future disbursements).
The financial liability is updated using the method of effective interest rate and reduced by contracted payments.
3.18 Provision for environmental costs and obligations
Environmental liabilities are recognized under liabilities when their occurrence is likely and may be reasonably estimated.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
They are recognized as the Company assumes formal obligations before regulatory agencies or becomes aware of potential risks related to socio-environmental issues, which may lead to cash disbursements that are deemed probable and that may be estimated. During the project implementation phase, the provision is recorded against property, plant, and equipment or intangible assets in progress. Once the project enters commercial operation, all costs or expenses incurred with socio-environmental programs related to the project’s operation and maintenance licenses are recorded directly to expense for the corresponding period.
3.19 Provisions
Provisions are recorded for current liabilities (legal or assumed) resulting from past events, whose amounts may be estimated reliably and whose settlement is likely.
The estimates of outcomes and financial effects are determined in accordance with the judgment of Management, supplemented by experience in similar transactions and, in some cases, reports from independent experts.
When some or all economic benefits required for the settlement of a provision are expected to be recovered from a third party, a corresponding asset (limited to the loss incurred) is recorded if, and only if, this reimbursement is virtually guaranteed and its amount may be reliably determined.
3.20 Capital
Capital consists of common shares and preferred shares. Each common share entitles its holder to one vote in the general shareholders’ meetings. Preferred shares, which do not carry voting rights, are divided into classes A and B.
Class “A” preferred shares have priority in the reimbursement of capital and in the distribution of mandatory dividends of 10% p.y. (non cumulative), calculated proportionately to the capital represented by the shares of this class.
Class “B” preferred shares have priority in the reimbursement of capital and the right to the distribution of dividends, calculated as 25% of adjusted net income, pursuant to the corporate legislation and to the Company’s by-laws, calculated proportionately to the capital represented by the shares of this class. Class “B” shareholders have priority only over the common shareholders in the distribution of mandatory dividends, which shall only be paid out of the remaining net income after the payment of priority dividends to class “A” shareholders.
According to Article 17 and following paragraphs of Federal Law 6,404/76, dividends paid to preferred shares must be at least 10% higher than those paid to common shares.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.21 Equity Valuation Adjustments
The Company and its subsidiaries –recognized the deemed cost of Copel Generation and Transmission assets at the date of the initial adoption of IFRS. A counterpart entry to this adjustment, net of deferred income tax and social contribution, was recorded in the equity valuation adjustments account, under equity. Its realization is periodically reclassified from the retained earnings account, as depreciation and write-off of the property, plant, and equipment fair value adjustment are recorded to income.
This account also includes adjustments resulting from changes in fair value of financial assets classified as available for sale and actuarial gains and losses.
3.22 Legal reserve and profit retention reserve
To the legal reserve 5% of the net income for the year is allocated, before any other allocation, limited to 20% of capital.
The profit retention reserve aims to cover the Company's investment program, pursuant to article 196 of Law 6,404/1976. It is created by retaining the remaining net income for the year, after the legal reserve, interest on shareholders' equity and dividends.
3.23 Earnings per share
Earnings per share are calculated based on the weighted average number of shares outstanding during the reporting period. For all presented periods, the Company has not had any potential instruments equivalent to common shares which could have a diluting effect. Thus the basic earnings per share are equivalent to the diluted earnings per share.
Since holders of preferred and common shares are entitled to different dividends, voting rights, and settlements, basic and diluted earnings per share have been calculated according to the “two-class method". The two-class method is a formula for allocation of earnings which determines earnings per preferred share and per common share according to the declared dividends, pursuant to the Company's by-laws and to the rights to participation in non-distributed earnings calculated in accordance with the right to dividends of each share type.
3.24 Statement of income
Revenues, costs, and expenses are recorded under the accrual method, i.e., when products are delivered and services actually rendered, regardless of receipt or payment.
3.25 Revenue recognition
Operating revenues are recognized when: (i) the amount of the revenue is reliably measurable; (ii) the costs incurred or to be incurred in the transaction are reliably measurable; (iii) it is likely that the economic benefits will be received by the Company; and (iv) the risks and benefits have been fully transferred to the respective buyer.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Revenues are valued at the fair value of the payment received or to be received, with the deduction of discounts and/or bonuses granted and charges on sales.
3.25.1 Unbilled revenues
Unbilled revenues correspond to revenues from sales of power to final customers which have been delivered but not yet billed and to revenues from the use of the distribution grid not yet billed, both of which are calculated based on estimates covering the period from the last meter reading day to the last day of the month.
3.25.2 Income from dividends and interest
Income from dividends/ financial instruments are recognized when the shareholder's right to receive said dividends is established.
Interest income from financial assets is recognized when it is likely that the future economic benefits shall be received by the Company and the amount of these income may be determined reliably. Interest income is recognized using the effective interest method based on the effective time and interest rate applicable to the outstanding principal amount; the effective interest rate is the one which discount with precision the estimated future cash earnings over their estimated lives or terms with regard to the initial net book value of such financial assets.
3.26 Construction revenues and construction costs
IFRIC 12 establish that electric energy utilities should record and measure revenues according to IAS 11 – Construction Contracts and IAS 18 and IFRIC 13 – Revenues and SIC 31, even when governed by a single concession agreement. The Company records construction revenues in connection with the construction services for infrastructure employed in the power transmission and distribution services, according to the stage of completion.
The respective costs are recognized when incurred in the statement of income for the corresponding period, as construction costs.
Given that the Copel Distribuição outsources the construction of power distribution infrastructure to non-related parties and that a large part of the work is carried out over short periods, the construction margin to the Company’s power distribution business is not significant, and may reach amounts close to zero.
The construction margin adopted for the transmission business in 2013 and 2012 is 1.65% and results from a calculation methodology which takes into account the respective business risk.
In the construction of gas distribution infrastructure, similar to Copel Distribuição, revenue is recognized by an amount equal to their cost, given that the construction of the infrastructure is outsorced to non-related parties over short periods of time, thus having a construction margin not significant, reaching amounts close to zero.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3.27 Power purchase and sales transactions in the Spot Market (Electric Energy Trading Chamber - CCEE)
Power purchase and sales transactions in CCEE are recorded on the accrual basis according to the information disclosed by the Trading Chamber or to estimates prepared by Copel’s senior management, when this information is not available on time.
3.28 Operating segments
Operating segments are defined as business activities which may yield revenues and require expenses, whose operational results are regularly reviewed by the entity’s chief decision maker to underpin the decision-making regarding resources to be allocated to the segment and to evaluate its performance, and for which there is available individualized financial information.
3.29 Leases
Leases are classified as financial whenever the terms of the lease substantially transfer all risks and benefits of property ownership to the lessor. All other leases are classified as operating leases.
3.29.1 The Company as a lessor
Lease revenues from operating leases are recognized according to the linear method during the term of each lease.
The lease contracts do not have a purchase option after the end of the lease.
3.29.2 The Company as a lessee
Payments under operating leases are recognized as expenses according to the linear method based on the term of the lease, except when other methods are more representative of the time when the economic benefits of the leased asset are consumed.
3.30 New and revised standards and interpretations which have not been adopted yet
New standards, amendments to standards and interpretations will be effective for annual periods beginning after January 01, 2014, and have not been applied in preparing these financial statements. IFRS 9 - Financial Instruments could be material to the Company. The Company is not planning to implement this standard in advance.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
4 Cash and Cash Equivalents
| | | | |
| | | | Restated |
| | | 12.31.2013 | 12.31.2012 |
Cash and bank accounts | | | 130,311 | 94,484 |
Financial investments with immediate liquidity | | | 1,611,321 | 1,364,733 |
| | | 1,741,632 | 1,459,217 |
| | | | |
The investments comprise Bank Certificates of Deposit (CDBs) issued by official banks and also financial investments in Government Bonds with repurchase agreements with the issuer banks, in which the Bank has the obligation to repurchase these bonds from Copel on request. These investments have yielded on average 101.43% of the variation of the Interbank Deposit Rate as of December 31, 2013 and 100.75% as of December 31, 2012.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
5 Bonds and Securities
| | | | |
| Level | | | |
Category | Note 34.2 | Index | 12.31.2013 | 12.31.2012 |
Securities available for sale | | | | |
CDB | 2 | CDI | 36,983 | 39,845 |
Committed Operation | 2 | Fixed rate | 26,995 | 175,792 |
Quotas in Funds | 1 | CDI | 90 | 86 |
NTN - F | 1 | CDI | 1,990 | - |
LFT | 1 | Selic | 130,369 | 162,517 |
LTN | 1 | Fixed rate | 63,663 | 167,917 |
LFBB | 2 | CDI | - | 13,661 |
LF Caixa | 2 | CDI | - | 9,004 |
| | | 260,090 | 568,822 |
Securities held for trading | | | | |
Quotas in FI | 1 | CDI | 93,529 | 24,742 |
Committed Operation | 2 | Fixed rate | 24,164 | 16,373 |
CDB | 2 | CDI | - | 3,147 |
LF | 2 | CDI | 13,375 | 12,591 |
LFT | 1 | Selic | 5,011 | 9,526 |
LTN | 1 | Selic | 60,800 | 48,216 |
DPGE | 2 | CDI | 38,433 | 61,475 |
Shares | 1 | Ibovespa | - | 93 |
Debentures | 2 | CDI | 3,215 | 3,668 |
Promissory Notes | 2 | CDI | - | 3,127 |
Fixed Income Term 3 | 1 | Fixed rate | - | 56 |
| | | 238,527 | 183,014 |
Securities held to maturity | | | | |
LF Caixa - maturing in 11.07.2013 | | CDI | - | 5,540 |
LF Caixa - maturing in 11.08.2013 | | CDI | - | 6,640 |
LF Caixa - maturing in 11.12.2015 | | CDI | 11,141 | - |
| | | 11,141 | 12,180 |
| | | 509,758 | 764,016 |
| | Current | 389,222 | 635,501 |
|
| Noncurrent | 120,536 | 128,515 |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Copel and its subsidiaries hold bonds and securities with variable interest rates. The maturity of these securities varies between 1 and 60 months, as from the reporting date. None of these assets was overdue or presented recovery problems or impairment losses at the end of the period.The main amounts invested include exclusive funds and guarantees deposits/investments.
| | |
| 12.31.2013 | 12.31.2012 |
Exclusive funds | | |
Exclusive funds of Copel Geração e Trasmissão at Banco do Brasil | 99,843 | 174,047 |
Exclusive funds of Copel Distribuição at Banco do Brasil | 3 | 101,056 |
Exclusive funds of Copel Geração e Transmissão at Caixa Econômica Federal | - | 91,807 |
Exclusive funds of Copel Distribuição at Caixa Econômica Federal | - | 50,517 |
Exclusive funds of UEG Araucária at Banco do Brasil | 113,546 | 78,021 |
Exclusive funds of UEG Araucária at BNY Mellon Serviços Financeiros DTVM S.A. | 124,946 | 104,961 |
| 338,338 | 600,409 |
Guarantee | | |
Guarantee for the ANEEL auction | 374 | 21,427 |
Guarantee for the Contracts for the Sale of Energy in the Regulated Environment – CCEARS | 118,647 | 72,998 |
Collaterals for financing facilities to build hydroelectric power plants | | |
HPPs and transmission lines - TLs | 16,452 | 32,144 |
Guarantee for the compliance with article 17 of law 11,428/2006 and possible authorization by Environmental Institute | | |
of Paraná (Instituto Ambiental do Paraná or IAP), by the Consórcio Energético Cruzeiro do Sul | 33,849 | 31,290 |
| 169,322 | 157,859 |
| | |
6 Collaterals and Escrow Accounts
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Collaterals and escrow accounts - STN (6.1) | 45,371 | 43,246 |
Collaterals and escrow accounts - CCEAR | 1,068 | 34,289 |
Other | 908 | 2,519 |
| 47,347 | 80,054 |
Current | 1,976 | 36,808 |
Noncurrent | 45,371 | 43,246 |
6.1 Collateral - National Treasury Department - STN
Surety bonds and restricted deposits are offered to secure the repayment of the principal consisting of discount bonds and par bounds when these payments are required on April 11, 2024 (Note 21.1). The amounts are adjusted by applying the weighted average of the percentage variations of the prices of zero-coupon bonds issued by the U.S. Treasury, according to the participation of each series of the instrument in the composition of the collateral portfolio made up to secure the payment of the principal under the Brazilian Financing Plan – 1992.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
7 Trade Accounts Receivable
| | | | | |
| Balances | Overdue | Overdue for | Total | Total |
| falling due | up to 90 days | more than 90 days | 12.31.2013 | 12.31.2012 |
Customers | | | | | |
Residential | 146,604 | 83,268 | 32,308 | 262,180 | 295,603 |
Industrial | 131,224 | 21,465 | 17,631 | 170,320 | 166,182 |
Commercial | 108,423 | 29,038 | 14,847 | 152,308 | 176,668 |
Rural | 20,767 | 7,526 | 6,761 | 35,054 | 40,499 |
Public Entities | 20,337 | 22,343 | 26,282 | 68,962 | 49,464 |
Public lighting | 16,240 | 49 | 90 | 16,379 | 17,778 |
Public service | 15,258 | 14,041 | 229 | 29,528 | 34,488 |
Unbilled | 274,059 | - | - | 274,059 | 330,326 |
Energy installments plan | 64,958 | 5,495 | 29,202 | 99,655 | 94,425 |
Low income subsidy - Eletrobras | 25,415 | - | - | 25,415 | 4,694 |
State Government "Luz Fraterna" program | 65,544 | 1,801 | 11,642 | 78,987 | 60,259 |
Other receivables | 5,932 | 24,593 | 27,854 | 58,379 | 41,742 |
| 894,761 | 209,619 | 166,846 | 1,271,226 | 1,312,128 |
Concessionaires and Permission holder | | | | | |
Energy supplies | | | | | |
CCEAR - auction | 96,756 | 4,007 | 5,297 | 106,060 | 177,983 |
Bilateral contracts | 79,006 | - | 25 | 79,031 | 30,317 |
CCEE | 45,628 | - | 14 | 45,642 | 2,173 |
Reimbursement to generators | - | - | 1,256 | 1,256 | 1,288 |
| 221,390 | 4,007 | 6,592 | 231,989 | 211,761 |
Charges from using transmission grid | | | | | |
Transmission grid | 13,353 | 1,396 | 2,361 | 17,110 | 23,505 |
Basic network and conection grid | 10,268 | 405 | 3,995 | 14,668 | 28,017 |
| 23,621 | 1,801 | 6,356 | 31,778 | 51,522 |
. | | | | | |
Telecommunications | 15,235 | 14,988 | 10,056 | 40,279 | 17,928 |
. | | | | | |
Gas distribution | 30,735 | 1,634 | 127 | 32,496 | 34,767 |
. | | | | | |
Allowance for doubtful accounts (7.1) | - | - | (137,454) | (137,454) | (112,762) |
| 1,185,742 | 232,049 | 52,523 | 1,470,314 | 1,515,344 |
Current | 1,053,056 | 232,049 | 52,523 | 1,337,628 | 1,489,173 |
Noncurrent | 132,686 | - | - | 132,686 | 26,171 |
| | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
7.1 Allowance for doubtful accounts
| Balance as of | Additions / | Reversal | Balance as of | Additions / | Reversal | Balance as of | Additions / | Reversal | Balance as of |
| January 1, 2011 | (reversals) | of write offs | December 31, 2011 | (reversals) | of write offs | December 31, 2012 | (reversals) | of write offs | December 31, 2013 |
Customers, concessionaries | | | | | | | | | | |
and permission holder | | | | | | | | | | |
Residential | 7,654 | 30,409 | (9,110) | 28,953 | 27,123 | (16,847) | 39,229 | 19,197 | (12,249) | 46,177 |
Industrial | 40,761 | (4,206) | (11,392) | 25,163 | 8,568 | (2,739) | 30,992 | 9,739 | (5,700) | 35,031 |
Commercial | 10,880 | 10,829 | (2,243) | 19,466 | 8,026 | (3,480) | 24,012 | 5,285 | (2,532) | 26,765 |
Rural | 69 | 2,189 | (453) | 1,805 | 4,582 | (861) | 5,526 | 1,621 | (740) | 6,407 |
Public Entities | 1,453 | 906 | - | 2,359 | 6,957 | - | 9,316 | 3,727 | - | 13,043 |
Public lighting | 155 | (76) | - | 79 | 50 | - | 129 | (48) | - | 81 |
Public service | 2 | 39 | - | 41 | 72 | - | 113 | 70 | - | 183 |
Concessionaries and permission holder | 224 | 37,146 | - | 37,370 | (37,146) | - | 224 | 6,414 | (125) | 6,513 |
Telecommunications | 921 | (52) | (186) | 683 | 3,550 | (1,012) | 3,221 | 866 | (833) | 3,254 |
| 62,119 | 77,184 | (23,384) | 115,919 | 21,782 | (24,939) | 112,762 | 46,871 | (22,179) | 137,454 |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
8 CRC Transferred to the State Government of Paraná
By means of a fourth amendment dated January 21, 2005, the Company renegotiated with the Government of Paraná the outstanding CRC (Account for Compensation of Income and Losses) balance as of December 31, 2004, in the amount of R$ 1,197,404, to be paid in 244 installments under the Price amortization system, restated according to the IGP-DI inflation index plus interest of 6.65% p.y., with the first installment due on January 30, 2005 and the others due in subsequent and consecutive months.
The State Government has been in compliance with the payments of the renegotiated installments according to the terms of the fourth amendment to the CRC agreement. Amortizations are secured by resources from dividends.
8.1 Maturity of noncurrent installments
| |
| 12.31.2013 |
2015 | 91,131 |
2016 | 97,192 |
2017 | 103,655 |
2018 | 110,549 |
2019 | 117,901 |
After 2020 | 774,678 |
| 1,295,106 |
| |
8.2 Changes in CRC
| | | |
| Current | Noncurrent | |
| Assets | Assets | Total |
Balance as of January 1, 2012 | 65,862 | 1,280,598 | 1,346,460 |
Interest | 85,001 | - | 85,001 |
Monetary variations | 2,621 | 101,066 | 103,687 |
Transfers | 73,310 | (73,310) | - |
Amortizations | (150,864) | - | (150,864) |
Balance as of December 31, 2012 | 75,930 | 1,308,354 | 1,384,284 |
Interest | 87,149 | - | 87,149 |
Monetary variations | 2,522 | 69,677 | 72,199 |
Transfers | 82,925 | (82,925) | - |
Amortizations | (163,078) | - | (163,078) |
Balance as of December 31, 2013 | 85,448 | 1,295,106 | 1,380,554 |
| | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
9 Accounts receivable related to the concession
9.1 Changes in accounts receivable related to the concession
| | | | |
| | | Noncurrent assets | |
| Current | | Special | |
| assets | Assets | liabilities (a) | Total |
Balance as of January 01, 2012 - Restated | 80,626 | 4,828,568 | (1,592,125) | 3,317,069 |
Capitalization of intangible assets in progress | - | 405,521 | (57,916) | 347,605 |
Transfers from noncurrent to current | 269,163 | (269,163) | - | - |
Transfers to charges for use of main distributions and transmission grid - customers | (225,275) | - | - | (225,275) |
Transfers to accounts receivable related to the concession extension | (119,195) | (934,945) | - | (1,054,140) |
Transfer to property, plant and equipment | - | (713) | - | (713) |
Transfers of intangible in service - remeasurement | | | | |
according to Resolution 474/2012 (Note 18) | - | 136,658 | (53,245) | 83,413 |
Monetary variations | - | 276,041 | (110,467) | 165,574 |
Remuneration | - | 396,168 | - | 396,168 |
Construction income | - | 59,977 | - | 59,977 |
Fair value adjustment | - | (303,084) | (98,020) | (401,104) |
Write off | - | (24,313) | - | (24,313) |
Adjustment to financial assets classified as available for sale | | | | |
as available for sale | - | (13,116) | - | (13,116) |
Balance as of December 31, 2012 - Restated | 5,319 | 4,557,599 | (1,911,773) | 2,651,145 |
Capitalization of intangible assets in progress | - | 712,947 | (82,878) | 630,069 |
Transfers from noncurrent to current | 21,532 | (21,532) | - | - |
Transfers to charges for use of main distributions and transmission grid - customers | (22,455) | - | - | (22,455) |
Transfer to property, plant and equipment | - | (1,562) | - | (1,562) |
Transfer to property, plant and equipment - Resolution 367/2009 | - | 1,082 | - | 1,082 |
Transfer to property, plant and equipment is service | - | (2,589) | - | (2,589) |
Monetary variations | - | 210,310 | (102,051) | 108,259 |
Remuneration | - | 33,974 | - | 33,974 |
Construction income | - | 136,536 | - | 136,536 |
Write off | - | (28,233) | 3,235 | (24,998) |
Write off - Resolution 367/2009 | - | (20,797) | - | (20,797) |
Balance as of December 31, 2013 | 4,396 | 5,577,735 | (2,093,467) | 3,488,664 |
(a) Note 18.3 | | | | |
| | | | |
9.2 Accounts receivable related to the concession – Distribution
Based on the characteristics set forth under the power distribution concession agreement, Company management believes the conditions are met for the application of Technical Interpretation IFRIC 12 and SIC 29 – Concession Contracts, which provide guidelines for the accounting of public service concessions by private operators, so that the power distribution business is properly reflected, comprising: (a) Estimated portion of investments made and not amortized or depreciated by the end of the concession for being an unconditional right to reimbursement in cash or other financial assets directly by the granting authority; and (b) Remaining portion after the assessment of the financial asset (residual amount), classified as an intangible asset due to its recovery being conditional upon the rendering of the corresponding public service, i.e., the consumption of power by customers (Note 3.7 and Note 18).
F-32
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
9.3 Electricity rate adjustment at Copel Distribuição
On June 20, 2013 ANEEL (National Electric Energy Agency), issued Resolution 1,541, deciding on the Annual Electricity Rate Adjustment for Copel Distribuição. The authorized average electricity rate adjustment was 14.61%, of which 11.40% consists of an economic annual electricity rate adjustment, 1.68% relates to the financial components of the current electricity rate adjustment year and 1.53% consists of the withdrawal of financial components from the previous electricity rate adjustment year. However, the Company asked ANEEL for a suspension of the authorized electricity rate adjustment, expecting for a deferral of the application of the authorized electricity rate adjustment index.
At the request of the Company, on July 9, 2013 ANEEL approved the deferral of the average adjustment rate of 14.61%, authorizing the application of the average adjustment rate of 9.55% retroactively to June 24, 2013 and, as an exception, the deferral of R$ 255,900, equivalent to the difference between the applied and the authorized adjustment, to be considered as a financial component which will be adjusted according to the IGP-M (General Market Price Index) and included in the calculation of the subsequent electricity rate adjustment.
9.4 Commitments regarding transmission
Refers to commitments with suppliers of equipment and services related to the following projects:
| |
Transmission Lines and Substations | Value |
Contract 010/10 - Transmission Line Araraquara 2 - Taubaté | 241,154 |
Contract 015/10 - Substation Cerquilho III | 43,182 |
Contract 022/12 - TL 230 kV - Foz do Chopim - Salto Osorio C2 and Londrina Figueira | 39,517 |
Contract 002/13 - TL 230 kV Assis - Paraguaçu Paulista | 50,624 |
|
|
10 Accounts receivable related to the concession extension
Represent receivables stipulated in Provisional Measure no. 579/12, converted into Law no. 12,783/13 due to the Company's option to extend the transmission concession arrangement number 060/2001.
Technical Note 396/12 - SRE/ANEEL states that for assets coming into operation after May 2000, the compensation is being received in 30 monthly installments calculated by the Constant Amortization System (SAC) restated by the Broad Consumer Prices Index - IPCA and remunerated by the Weighted Average Cost of Capital - WACC of 5.59% per annum (real). The Company has been receiving the installment payments according to schedule.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Article 1 of ANEEL Normative Resolution no. 589 issued on December 13, 2013 defines the methodology for the purpose of indemnification for assets not depreciated as of May 31, 2000, including the need to contract a third party expert to issue an appraisal report. This resolution was simply limited to recognition of the concession operators' right to indemnification, by defining the meaning of valuation. Management determined the valuation of the assets subject to indemnification, applying the proposed methodology, and concluded that the expected indemnification supports the amount registered at December 31, 2013.
10.1 Changes in the accounts receivable related to the concession extension
| | | |
| Current Assets | Noncurrent Assets | Total |
Balance as of January 1, 2012 | - | - | - |
Transfers from receivable related to concession - RBNI | - | 893,923 | 893,923 |
Transfers from receivable related to concession - RBSE | - | 160,217 | 160,217 |
Transfers from noncurrent to current | 352,161 | (352,161) | - |
Monetary variations | 3,924 | 15,826 | 19,750 |
Balance as of December 31, 2012 - Restated | 356,085 | 717,805 | 1,073,890 |
Transfers from noncurrent to current | 352,160 | (352,160) | - |
Amortization | (440,656) | - | (440,656) |
Monetary variations | 43,591 | - | 43,591 |
Charges | 40,981 | - | 40,981 |
Balance as of December 31, 2013 | 352,161 | 365,645 | 717,806 |
| | | |
11 Other Receivables
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Advance payments to suppliers (11.1) | 122,311 | 41,442 |
Services in progress (11.2) | 94,000 | 88,513 |
Transfer CDE (11.3) | 51,067 | - |
Advance for severance estate | 40,403 | 8,740 |
Advance payments to employees | 27,831 | 29,788 |
Partnership in consortiums | 25,540 | 25,540 |
Decommissioning in progress | 10,980 | 10,514 |
Rental plant TPP Araucária | 6,499 | 11,894 |
Other receivables | 46,694 | 41,248 |
| 425,325 | 257,679 |
Current assets | 395,890 | 234,951 |
Noncurrent assets | 29,435 | 22,728 |
| | |
11.1 Advance payments to suppliers
Refers to advances to suppliers provided on contractual clauses.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
11.2 Service in progress
This item refers to services currently in progress within the Company, most of which are related to the Research and Development and Energy Efficiency programs, which upon conclusion are offset against the respective liability recorded for this purpose, in compliance with the applicable regulations.
11.3 Transfer CDE
It consists of funds from the Energy Development Account - CDE to be transferred to Eletrobras to cover the discounts granted on electricity rates applicable to users of public distribution services in the amount of R$ 21,042, according to Resolution 1,586 passed on August 13, 2013 and R$ 30,025 to offset costs resulting from exposure in the short-term market and the hydrological risk, ruled by Decree number 7,945 of March 7, 2013.
12 Inventories
| | |
| | |
Operation/Maintenance | 12.31.2013 | 12.31.2012 |
Copel Distribuição | 96,866 | 84,995 |
Copel Geração e Transmissão | 31,298 | 28,299 |
Copel Telecomunicações | 10,046 | 10,645 |
Compagas | 1,068 | 870 |
| 139,278 | 124,809 |
| | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
13 Income Tax, Social Contribution and Other Taxes
13.1 Income Tax (IR) and Social Contribution (CSLL)
| | |
. | | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Current assets | | |
IR and CSLL paid in advance | 375,722 | 468,791 |
IR and CSLL to be offset against liability | (242,564) | (272,227) |
IR and CSLL to be offset against IRRF on JSCP | - | (5,020) |
| 133,158 | 191,544 |
Noncurrent assets | | |
IR and CSLL paid in advance (a) | 197,659 | 19,995 |
| 197,659 | 19,995 |
Current liabilities | | |
IR and CSLL due | 540,184 | 442,416 |
IR and CSLL to be offset against asset | (242,564) | (272,227) |
| 297,620 | 170,189 |
| | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
(a) This amount is related to withholding income tax asset on loans between related parties that were liquidated, which are classified as noncurrent assets considering it long-term nature.
13.2 Deferred Income Tax and Social Contribution
13.2.1 Changes in Deferred Income Tax and Social Contribution
. | | | | | | | | |
| | | Recognized | | | Recognized | | |
| Balance as of | | in other | Balance as of | | in other | | |
| January 1, 2012 | Recognized | comprehensive | December 31, 2012 | Recognized | comprehensive | | Balance as of |
| Restated | in income | income | Restated | in income | income | Others | December 31, 2013 |
Noncurrent assets | | | | | | | | |
Tax losses and negative tax basis | 2,486 | - | - | 2,486 | 7,227 | - | - | 9,713 |
Private pension and health plans | 154,108 | 24,204 | - | 178,312 | 17,172 | - | - | 195,484 |
Effects from applying IFRIC 12 | 16,142 | 71,157 | - | 87,299 | (17,717) | - | - | 69,582 |
Effects from applying IAS 19 | - | - | 58,944 | 58,944 | - | 73,579 | - | 132,523 |
Effects from applying IAS 39 | - | - | - | - | - | 579 | - | 579 |
Other temporary additions | | | | | | | | |
Provisions for legal claims | 287,220 | 50,808 | - | 338,028 | 37,308 | - | - | 375,336 |
Voluntary termination Program/retirement | 12,355 | 41,631 | - | 53,986 | (52,670) | - | - | 1,316 |
Provision of Research and Development | 28,791 | 17,999 | - | 46,790 | 19,976 | - | - | 66,766 |
Allowance for doubtful debts | 42,216 | (764) | - | 41,452 | 8,230 | - | - | 49,682 |
Amortization - concession | 36,173 | 256 | - | 36,429 | 257 | - | - | 36,686 |
Provision for investment losses | 355 | - | - | 355 | - | - | - | 355 |
Provision for tax losses | 15,913 | (1,066) | - | 14,847 | 93 | - | - | 14,940 |
Provision for impact of grid charges | 6,922 | - | - | 6,922 | - | - | - | 6,922 |
Provision for financing | 4,795 | - | - | 4,795 | (710) | - | - | 4,085 |
Provision for energy purchases | 99,568 | (2,535) | - | 97,033 | 8,074 | - | - | 105,107 |
Provision for profit sharing | 15,980 | (6,309) | - | 9,671 | 16,882 | - | - | 26,553 |
Interest on own capital | 16,666 | 5,043 | - | 21,709 | (21,709) | - | - | - |
Social security contributions - injunction on judicial deposit | - | - | - | - | 6,773 | - | 16,483 | 23,256 |
Others | 5,490 | 1,354 | - | 6,844 | (791) | - | - | 6,053 |
| 745,180 | 201,778 | 58,944 | 1,005,902 | 28,395 | 74,158 | 16,483 | 1,124,938 |
(-) Noncurrent liabilities | | | | | | | | |
Effects from applying IAS 16 | 741,195 | (52,035) | - | 689,160 | (52,619) | - | - | 636,541 |
Effects from applying IFRIC 12 | 138,712 | (134,138) | (4,459) | 115 | - | - | - | 115 |
Effects from applying IAS 19 | 4,620 | - | (4,430) | 190 | - | (190) | - | - |
Effects from applying IAS 39 | 11,977 | 2,158 | 907 | 15,042 | (5,885) | (1,881) | - | 7,276 |
Other temporary exclusions | | | | - | | | | |
Capitalization of financial charges | 5,357 | - | - | 5,357 | - | - | - | 5,357 |
Deferment of capital gains | - | 175,450 | - | 175,450 | (67,916) | - | - | 107,534 |
Provisions for negative goodwill | 25,297 | - | - | 25,297 | - | - | - | 25,297 |
Gas supply | 5,372 | (1,791) | - | 3,581 | (1,791) | - | - | 1,790 |
Others | - | (115) | 1,076 | 961 | 7,155 | - | - | 8,116 |
| 932,530 | (10,471) | (6,906) | 915,153 | (121,056) | (2,071) | - | 792,026 |
Net | (187,350) | 212,249 | 65,850 | 90,749 | 149,451 | 76,229 | 16,483 | 332,912 |
Assets presented in the Statement of Financial Position | 462,177 | | | 681,285 | | | | 753,413 |
(-) Liabilities presented in the Statement of Financial Position | (649,527) | | | (590,536) | | | | (420,501) |
Net | (187,350) | | | 90,749 | | | | 332,912 |
| | | | | | | | |
13.2.2 Realization of deferred tax credits
Tax credits related to the pension and healthcare plans are realized according the movement of the related accrual based on the actuarial valuation conducted annually by an independent actuary.
Deferred taxes on all other provisions will be realized as judicial rulings are issued and regulatory assets are realized.
The Company’s Board of Directors and Fiscal Council have approved and examined, respectively, the technical study prepared by the Chief Finance and Investor Relations, which points out to the realization of deferred taxes.
F-37
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
13.3 Other recoverable taxes and other taxes due
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Current assets | | |
Recoverable ICMS (VAT) | 43,092 | 38,311 |
Recoverable PIS/Pasep and Cofins taxes | 61,093 | 54,190 |
PIS/Pasep and Cofins to be offset against liabilities | (35,596) | (43,378) |
Other recoverable taxes | 1,424 | 367 |
| 70,013 | 49,490 |
Noncurrent assets | | |
Recoverable ICMS (VAT) | 72,347 | 71,785 |
PIS/Pasep and Cofins taxes | 51,653 | 48,393 |
Other recoverable taxes | 498 | 11 |
| 124,498 | 120,189 |
Current liabilities | | |
ICMS (VAT) payable | 184,369 | 209,570 |
PIS/Pasep and Cofins payable | 79,291 | 82,066 |
PIS/Pasep and Cofins to be offset against assets | (35,596) | (43,378) |
IRRF on JSCP | 39,440 | 39,303 |
IRRF on JSCP to be offset against IR and CSLL asset | - | (5,020) |
Other taxes | 33,227 | 5,939 |
| 300,731 | 288,480 |
Noncurrent liabilities | | |
Social security contributions - injunction on judicial deposit | 68,402 | - |
| 68,402 | - |
| | |
13.4 Reconciliation of the provision for Income Tax (IRPJ) and Social Contribution (CSLL)
| | | |
| | Restated | Restated |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Income before IRPJ and CSLL | 1,506,504 | 972,528 | 1,583,916 |
IRPJ and CSLL (34%) | (512,211) | (330,660) | (538,531) |
Tax effects on: | | | |
Equity in income | 32,423 | 52 | 11,054 |
Interest on own capital | 61,200 | 75,802 | 121,023 |
Dividends | 309 | 241 | 1,158 |
Finam | 1,972 | - | (270) |
Non deductible expenses | (3,130) | (3,331) | (11,892) |
Tax benefits Law 11,941/09 | - | - | 7,087 |
Tax incentives | 10,364 | 11,688 | 9,908 |
Others | 4,004 | 200 | (6,599) |
Current IRPJ and CSLL | (554,520) | (458,257) | (611,601) |
Deferred IRPJ and CSLL | 149,451 | 212,249 | 204,539 |
Effective rate - % | 26.9% | 25.3% | 25.7% |
| | | |
F-38
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
14 Judicial Deposits
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Taxes claims | 417,570 | 347,484 |
Labor claims | 118,240 | 90,479 |
. | | |
Civil | | |
Suppliers | 95,558 | 95,558 |
Civil | 28,849 | 26,796 |
Easements | 8,106 | 7,157 |
Customers | 2,397 | 2,419 |
| 134,910 | 131,930 |
. | | |
Others | 4,505 | 4,478 |
| 675,225 | 574,371 |
| | |
15 Receivable from related parties
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Associate and Jointly-controlled companies | | |
Dividends and/or interests on own capital | | |
Dona Francisca Energética | 85 | 78 |
Dominó Holdings | 6,311 | 17,986 |
Costa Oeste | 478 | - |
Marumbi | 403 | - |
Transmissora Sul Brasileira | 360 | - |
Caiuá | 88 | - |
Integração Maranhense | 227 | - |
Matrinchã | 840 | - |
Guaraciaba | 182 | - |
. | 8,974 | 18,064 |
| | |
Other investments | | |
Dividends and/or interests on own capital | | |
Other investments | 526 | - |
| 526 | - |
| 9,500 | 18,064 |
Current assets - Dividends receivable | 9,500 | 18,064 |
Noncurrent assets | - | - |
| | |
F-39
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
16 Investments
16.1 Business Combinations
On August 1, 2013, the Company acquired from Salus Fundos de Investimento em Participações 100% of the following business enterprises: Nova Asa Branca I Energias Renováveis S.A., Nova Asa Branca II Energias Renováveis S.A., Nova Asa Branca III Energias Renováveis S.A., Nova Eurus IV Energias Renováveis S.A., Santa Maria Energias Renováveis S.A., Santa Helena Energias Renováveis S.A. and Ventos de Santo Uriel S.A.
The acquisition of these wind farming companies fulfills Copel's strategic purpose of increasing its participation in the energy generation industry by adding renewable sources to its energy mix.
The investment totals R$ 342,077 and is supported by the estimated discounted cash flows from the operating activities of the enterprises acquired by Copel.
The acquisition date of net assets fair values were identified and recognized as an investment inthe individual parent company's and allocated to the different assets in the consolidated financial statements, including the authorization right. The authorization right acquired will be amortized during the period of authorizations as from the start of commercial operations.
| | | | |
Subsidiaries | Authorization | Net assets | Authorization | |
08.01.2013 | maturity | acquired | rights | Total paid |
Nova Asa Branca I Energias Renováveis S.A. | 04.25.2046 | 6,056 | 51,659 | 57,715 |
Nova Asa Branca II Energias Renováveis S.A. | 05.31.2046 | 6,080 | 51,745 | 57,825 |
Nova Asa Branca III Energias Renováveis S.A. | 05.31.2046 | 6,058 | 49,948 | 56,006 |
Nova Eurus IV Energias Renováveis S.A. | 04.27.2046 | 6,043 | 53,154 | 59,197 |
Santa Maria Energias Renováveis S.A. | 05.08.2047 | 17,765 | 26,813 | 44,578 |
Santa Helena Energias Renováveis S.A. | 04.09.2047 | 17,730 | 28,955 | 46,685 |
Ventos de Santo Uriel S.A. | 04.09.2047 | 6,626 | 13,445 | 20,071 |
| | 66,358 | 275,719 | 342,077 |
| | | | |
To complete the acquisition, the Company should disburse an additional R$ 18,500, according to the conditions of the agreement.
The following data detail the composition of acquired assets and assumed liabilities that were recognized on the acquisition date and that correspond to their fair values on that date.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | | | |
| Nova Asa Branca I | Nova Asa Branca II | Nova Asa Branca III | Nova Eurus IV | Santa Maria | Santa Helena | Ventos de Santo Uriel | Total |
08.01.2013 |
ASSETS | 6,137 | 6,161 | 6,179 | 6,124 | 17,775 | 17,747 | 6,629 | 66,752 |
Current assets | 42 | 41 | 52 | 772 | 21 | 65 | 38 | 1,031 |
Cash and cash equivalents | 6 | 6 | 17 | 736 | 3 | 46 | 25 | 839 |
Others current assets | 36 | 35 | 35 | 36 | 18 | 19 | 13 | 192 |
Noncurrent assets | 6,095 | 6,120 | 6,127 | 5,352 | 17,754 | 17,682 | 6,591 | 65,721 |
Property, Plant and Equipment, net | 6,070 | 6,095 | 6,102 | 5,327 | 17,715 | 17,643 | 6,567 | 65,519 |
Others noncurrent assets | 25 | 25 | 25 | 25 | 39 | 39 | 24 | 202 |
LIABILITIES | 6,137 | 6,161 | 6,179 | 6,124 | 17,775 | 17,747 | 6,629 | 66,752 |
Current liabilities | 23 | 23 | 63 | 23 | 10 | 17 | 3 | 162 |
Noncurrent liabilities | 58 | 58 | 58 | 58 | - | - | - | 232 |
Equity | 6,056 | 6,080 | 6,058 | 6,043 | 17,765 | 17,730 | 6,626 | 66,358 |
| | | | | | | | |
If the new ventures had been consolidated from January 01, 2013, the income statement would have included a loss of R$ 334.
16.2 Changes in investments
| | | | | | | |
|
| Balance as of | | Equity | Investment/ | Proposed | Reversal of | |
| January 1, 2013 | | valuation | advance for | dividends | provision | Balance as of |
| Restated | Equity | adjustments | future capital increase | and JCP | for loss | December 31, 2013 |
Joint ventures (16.4) | | | | | | | |
Dominó Holdings | 358,114 | 96,635 | 18,881 | - | (16,927) | - | 456,703 |
Cutia | 5,247 | (465) | - | 843 | - | - | 5,625 |
Costa Oeste | 1,049 | 2,409 | - | 15,720 | (478) | - | 18,700 |
Marumbi | 2,212 | 1,969 | - | 18,018 | (402) | | 21,797 |
Transmissora Sul Brasileira | 9,577 | 1,516 | - | 53,065 | (361) | | 63,797 |
Caiuá | 7,747 | 565 | - | 32,094 | (88) | | 40,318 |
Integração Maranhense | 9,630 | 1,016 | - | 74,959 | (227) | - | 85,378 |
Matrinchã | 10,130 | 3,453 | - | 85,256 | (840) | | 97,999 |
Guaraciaba | 6,963 | 908 | - | 31,139 | (182) | - | 38,828 |
Paranaíba | - | 210 | - | 17,640 | - | | 17,850 |
| 410,669 | 108,216 | 18,881 | 328,734 | (19,505) | - | 846,995 |
Associates (16.5) | | | | | | | |
Sercomtel | 10,567 | (13,567) | - | 3,000 | - | - | - |
Dona Francisca | 59,753 | 8,963 | - | - | (10,540) | - | 58,176 |
Foz do Chopim | 15,872 | 10,316 | - | - | (10,400) | - | 15,788 |
Carbocampel | 1,413 | (6) | - | - | - | - | 1,407 |
Dois Saltos | 300 | - | - | 420 | - | - | 720 |
Copel Amec | 180 | 2 | - | - | - | - | 182 |
Escoelectric | - | (318) | - | 318 | - | - | - |
| 88,085 | 5,390 | - | 3,738 | (20,940) | - | 76,273 |
Other investments | | | | | | | |
Finam | 1,323 | - | - | - | - | - | 1,323 |
Finor | 312 | - | (100) | - | - | - | 212 |
Investco S.A. | 9,282 | - | (72) | - | - | - | 9,210 |
Nova Holanda Agropecuária S.A. | 14,868 | - | - | - | - | - | 14,868 |
(-) provision for loss - Nova Holanda | (14,868) | - | - | - | - | 7,887 | (6,981) |
Assets for future use | 4,290 | - | - | - | - | - | 4,290 |
Advance with the purpose of future investment (16.6) | 46,631 | - | - | 186,838 | - | - | 233,469 |
Other investments | 8,397 | - | (134) | 5 | - | - | 8,268 |
| 70,235 | - | (306) | 186,843 | - | 7,887 | 264,659 |
| 568,989 | 113,606 | 18,575 | 519,315 | (40,445) | 7,887 | 1,187,927 |
| | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | | |
|
| Balance as of | | Equity | | Proposed | | Balance as of |
| January 1, 2012 | | valuation | Investiment / | dividends | | December 31, 2012 |
| Restated | Equity | adjustments | Afac | and JCP | Others | Restated |
Joint ventures (16.4) | | | | | | | |
Dominó Holdings | 345,953 | 50,366 | (21,555) | - | (16,650) | - | 358,114 |
Cutia | 4,310 | (447) | - | 1,384 | - | - | 5,247 |
Costa Oeste | 204 | (378) | - | 1,243 | - | (21) | 1,048 |
Marumbi | 8 | (274) | - | 2,479 | - | - | 2,213 |
Transmissora Sul Brasileira | 2 | 1 | - | 9,574 | - | - | 9,577 |
Caiuá | - | (193) | - | 7,940 | - | - | 7,747 |
Integração Maranhense | - | (59) | - | 9,689 | - | - | 9,630 |
Matrinchã | - | 85 | - | 10,045 | - | - | 10,130 |
Guaraciaba | - | (143) | - | 7,106 | - | - | 6,963 |
| 350,477 | 48,958 | (21,555) | 49,460 | (16,650) | (21) | 410,669 |
Associates (16.5) | | | | | | | |
Sercomtel | 70,341 | (59,774) | - | - | - | - | 10,567 |
Dona Francisca | 53,061 | 8,149 | - | - | (1,457) | - | 59,753 |
Foz do Chopim | 17,402 | 9,434 | - | - | (10,964) | - | 15,872 |
Carbocampel | 1,307 | (36) | - | 142 | - | - | 1,413 |
Dois Saltos | 300 | - | - | - | - | - | 300 |
Copel Amec | 165 | 15 | - | - | - | - | 180 |
Escoelectric | - | (61) | - | 61 | - | - | - |
| 142,576 | (42,273) | - | 203 | (12,421) | - | 88,085 |
Other investments | | | | | | | |
Finam | 2,267 | - | (944) | - | - | - | 1,323 |
Finor | 613 | - | (301) | - | - | - | 312 |
Investco S.A. | 8,345 | - | 937 | - | - | - | 9,282 |
Assets for future use | 4,290 | - | - | - | - | - | 4,290 |
Advance with the purpose of future | | | | | | | |
investment (16.6) | 38,945 | - | - | 7,686 | - | - | 46,631 |
Other investments | 7,683 | - | 714 | - | - | - | 8,397 |
| 62,143 | - | 406 | 7,686 | - | - | 70,235 |
| 555,196 | 6,685 | (21,149) | 57,349 | (29,071) | (21) | 568,989 |
16.3 Parent Company
| | | | | |
Subsidiaries
12.31.2013 | Headquarters | Main Activity | Percentage of share capital |
Copel | Copel GeT | Noncontrolling shareholders |
Copel Geração e Transmissão S.A. (Copel GeT) | Curitiba/PR | Production and transmission of electricity | 100.00 | - | - |
Copel Distribuição S.A. | Curitiba/PR | Distribution and marketing of electricity | 100.00 | - | - |
Copel Telecomunicações S.A. | Curitiba/PR | Telecommunication and communication services | 100.00 | - | - |
Copel Renováveis S.A. | Curitiba/PR | Production of electricity from wind sources | 100.00 | - | - |
Copel Participações S.A. | Curitiba/PR | Holdings of non-financial institutions | 100.00 | - | - |
Nova Asa Branca I Energias Renováveis S.A. (a) | S. Miguel do Gostoso/RN | Production of electricity from wind sources | 100.00 | - | - |
Nova Asa Branca II Energias Renováveis S.A. (a) | Parazinho/RN | Production of electricity from wind sources | 100.00 | - | - |
Nova Asa Branca III Energias Renováveis S.A. (a) | Parazinho/RN | Production of electricity from wind sources | 100.00 | - | - |
Nova Eurus IV Energias Renováveis S.A. (a) | Touros/RN | Production of electricity from wind sources | 100.00 | - | - |
Santa Maria Energias Renováveis S.A. (a) | Maracanau/CE | Production of electricity from wind sources | 100.00 | - | - |
Santa Helena Energias Renováveis S.A. (a) | Maracanau/CE | Production of electricity from wind sources | 100.00 | - | - |
Ventos de Santo Uriel S.A. (a) | João Câmara/RN | Production of electricity from wind sources | 100.00 | - | - |
Companhia Paranaense de Gás - Compagás | Curitiba/PR | Distribution of pipeline gas | 51.00 | - | 49.00 |
Elejor - Centrais Elétricas do Rio Jordão S.A. | Curitiba/PR | Production of electricity | 70.00 | - | 30.00 |
UEG Araucária Ltda. | Curitiba/PR | Production of electricity from natural gas | 20.00 | 60.00 | 20.00 |
(a) Pre-operating stage | | | | | |
F-42
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Management performed the judgments required by IAS 27 - Consolidated Financial Statements, and concluded that the Company has all the required attributes to determine the control over thecompanies Compagás, Elejor and UEG Araucária, i.e., it is exposed to, or have rights to, variable returns deriving from its involvement in the investees and has the ability of affecting those returns by means of its power over them.
16.3.1 Summarized financial statements of subsidiaries with non-controlling interest
| | | | |
| | Compagas | Elejor | UEG Araucária |
12.31.2013 | |
| | | | |
ASSETS | | 308,023 | 766,161 | 708,088 |
Current assets | | 84,017 | 68,534 | 270,545 |
Noncurrent assets | | 224,006 | 697,627 | 437,543 |
| | | | |
LIABILITIES | | 308,023 | 766,161 | 708,088 |
Current liabilities | | 66,935 | 153,229 | 6,334 |
Noncurrent liabilities | | 5,462 | 540,913 | - |
Equity | | 235,626 | 72,019 | 701,754 |
| | | | |
STATEMENT OF INCOME | | | | |
Operating revenues | | 423,014 | 217,412 | 106,398 |
Operating costs and expenses | | (402,030) | (67,093) | (81,375) |
Financial results | | 4,443 | (86,799) | 18,664 |
Income tax and social contribution | | (6,942) | (21,573) | (7,524) |
Net income for the year | | 18,485 | 41,947 | 36,163 |
Total comprehensive income | | 18,485 | 41,947 | 36,163 |
| | | | |
STATEMENT OF CASH FLOWS | | | | |
Cash flows from operational activities | | 44,877 | (77,800) | 78,543 |
Cash flows from investiment activities | | (41,948) | (4,244) | (74,919) |
Cash flows from financing activities | | (4,495) | 104,346 | - |
TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS | | (1,566) | 22,302 | 3,624 |
Cash and cash equivalents at the beginning of the year | | 35,993 | 25,282 | 18,219 |
Cash and cash equivalents at the end of the year | | 34,427 | 47,584 | 21,843 |
CHANGE IN CASH AND CASH EQUIVALENTS | | (1,566) | 22,302 | 3,624 |
| | | | |
| | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
16.4 Joint ventures
| | | | | | |
Jointly controlled 12.31.2013 | Headquarters | Main activity | Equity + Advance | Percentage of share capital % | Book value of share capital |
for future capital increase | Copel | Copel GeT |
| | | | | | |
Dominó Holdings S.A. | Curitiba/PR | Interest in sew age treatment company | 1,014,895 | 45.00 | - | 456,703 |
Costa Oeste Transmissora de Energia S.A. (a) | Curitiba/PR | Transmission of electricity | 36,667 | - | 51.00 | 18,700 |
Marumbi Transmissora de Energia S.A. (a) | Curitiba/PR | Transmission of electricity | 27,246 | - | 80.00 | 21,797 |
Transmissora Sul Brasileira de Energia S.A. (a) | Curitiba/PR | Transmission of electricity | 318,983 | - | 20.00 | 63,797 |
Cutia Empreendimentos Eólicos SPE S.A. (a) | São Paulo/SP | Production of electricity from wind sources | 11,273 | 49.90 | - | 5,625 |
Caiuá Transmissora de Energia S.A. (a) | Curitiba/PR | Transmission of electricity | 82,281 | - | 49.00 | 40,318 |
Integração Maranhense Transmissora de Energia S.A. (a) | Rio de Janeiro/RJ | Transmission of electricity | 174,240 | - | 49.00 | 85,378 |
Matrinchã Transmissora de Energia (TP NORTE) S.A. (a) | Curitiba/PR | Transmission of electricity | 199,997 | - | 49.00 | 97,999 |
Guaraciaba Transmissora de Energia (TP SUL) S.A. (a) | Curitiba/PR | Transmission of electricity | 79,241 | - | 49.00 | 38,828 |
Paranaíba Transmissora de Energia S.A. (a) | Rio de Janeiro/RJ | Transmission of electricity | 72,859 | - | 24.50 | 17,850 |
| | | | | | |
(a) Pre-operating stage | | | | | | |
| | | | | | |
Management concluded that the Company has joint control of those companies, in cooperation with the other investors.
Joint control result from agreements entered into between shareholders irrespective of the interest ownership interest percentage.
16.4.1 Main groups of assets, liabilities and results of joint ventures
| | | | | | | | | | |
| Dominó (a) | Costa Oeste | Marumbi | Sul Brasileira | Cutia | Caiuá | Integração Maranhense | Matrinchã | Guaraciaba | Paranaíba |
12.31.2013 |
. | | | | | | | | | | |
ASSETS | 1,071,264 | 48,558 | 35,270 | 531,454 | 11,421 | 139,572 | 276,643 | 782,964 | 324,772 | 74,815 |
Current assets | 22,670 | 2,261 | 4,029 | 45,351 | 94 | 4,370 | 2,517 | 239,769 | 127,239 | 20,832 |
Cash and cash equivalents | 8,574 | 2,211 | 4,019 | 35,767 | 76 | 4,170 | 2,229 | 237,029 | 124,484 | 20,430 |
Other current assets | 14,096 | 50 | 10 | 9,584 | 18 | 200 | 288 | 2,740 | 2,755 | 402 |
Noncurrent assets | 1,048,594 | 46,297 | 31,241 | 486,103 | 11,327 | 135,202 | 274,126 | 543,195 | 197,533 | 53,983 |
. | | | | | | | | | | |
LIABILITIES | 1,071,264 | 48,558 | 35,270 | 531,454 | 11,421 | 139,572 | 276,643 | 782,964 | 324,772 | 74,815 |
Current liabilities | 56,369 | 10,425 | 7,046 | 207,156 | 16 | 44,638 | 76,364 | 575,904 | 243,170 | 1,779 |
Financial liabilities | - | - | - | 153,201 | - | 34,051 | 50,340 | 567,125 | 241,553 | - |
Other current liabilities | 56,369 | 10,425 | 7,046 | 53,955 | 16 | 10,587 | 26,024 | 8,779 | 1,617 | 1,779 |
Noncurrent liabilities | - | 32,290 | 23,499 | 113,316 | 918 | 64,355 | 167,791 | 7,063 | 2,361 | 177 |
Advance for future capital increase | - | 30,824 | 22,521 | 108,001 | 786 | 51,702 | 141,752 | - | - | - |
Other noncurrent liabilities | - | 1,466 | 978 | 5,315 | 132 | 12,653 | 26,039 | 7,063 | 2,361 | 177 |
Equity | 1,014,895 | 5,843 | 4,725 | 210,982 | 10,487 | 30,579 | 32,488 | 199,997 | 79,241 | 72,859 |
. | | | | | | | | | | |
STATEMENT OF INCOME | | | | | | | | | | |
Net operating income | - | 41,677 | 30,378 | 430,344 | - | 106,513 | 231,962 | 510,855 | 186,882 | 53,416 |
Operating costs and expenses | (6,195) | (35,878) | (27,320) | (417,040) | (936) | (104,302) | (228,386) | (525,463) | (192,713) | (54,401) |
Financial results | (36,434) | 261 | 484 | (419) | 6 | 86 | 212 | 21,655 | 7,682 | 2,096 |
Equity in income of subsidiaries | 128,996 | - | - | - | - | - | - | - | - | - |
Income tax and social contribution | - | (1,336) | (1,081) | (5,104) | - | (1,145) | (1,716) | - | - | (253) |
Variation earnings of % from participation | 134,040 | | | | | | | | | |
Profit (loss) for the year | 220,407 | 4,724 | 2,461 | 7,781 | (930) | 1,152 | 2,072 | 7,047 | 1,851 | 858 |
. | | | | | | | | | | |
Total comprehensive income for the year | 220,407 | 4,724 | 2,461 | 7,781 | (930) | 1,152 | 2,072 | 7,047 | 1,851 | 858 |
. | | | | | | | | | | |
(a) Balances adjusted to accounting practices | | | | | | | | | | |
F-44
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
16.5 Associates
| | | | | |
Associates | Headquarters | Main activity | Equity + Advance for | Percentage of share capital Copel % | Book value of share capital |
12.31.2013 | future capital increase |
Dona Francisca Energética S.A. | Agudo/RS | Electric Power | 252,608 | 23.03 | 58,176 |
Foz do Chopim Energética Ltda. | Curitiba/PR | Electric Power | 44,137 | 35.77 | 15,788 |
Carbocampel S.A. | Figueira/PR | Coal exploration | 2,872 | 49.00 | 1,407 |
Dois Saltos Empreendimentos de | | | | | |
Geração de Energia Elétrica Ltda. (a) | Curitiba/PR | Electric Power | 2,400 | 30.00 | 720 |
Copel Amec S/C Ltda.- em liquidação | Curitiba/PR | Services | 379 | 48.00 | 182 |
Escoelectric Ltda. | Curitiba/PR | Services | (1,329) | 40.00 | - |
Sercomtel S.A. Telecomunicações (16.4.2) | Londrina/PR | Telecommunications | - | 45.00 | - |
| | | | | |
(a) Pre-operating stage | | | | | |
16.5.1 Main groups of assets, liabilities and results of associates
| | |
12.31.2013 | Foz do Chopim | Dona Francisca (a) |
. | | |
ASSETS | 46,181 | 289,662 |
Current assets | 6,080 | 104,256 |
Noncurrent assets | 40,101 | 185,406 |
. | | |
LIABILITIES | 46,181 | 289,662 |
Current liabilities | 2,044 | 31,432 |
Noncurrent liabilities | - | 5,622 |
Equity | 44,137 | 252,608 |
. | | |
STATEMENT OF INCOME | | |
Net operating income | 38,831 | 104,464 |
Operating costs and expenses | (8,856) | (54,148) |
Financial income (expense) | 186 | 5,091 |
Income tax and social contribution | (1,325) | (16,493) |
Profit (loss) for the year | 28,836 | 38,914 |
. | | |
Total comprehensive income for the year | 28,836 | 38,914 |
(a) Balances adjusted to accounting practices | | |
F-45
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
16.5.2 Sercomtel S.A. Telecomunicações
The conclusion of the impairment tests on the Company's assets in 2013, adopting, when applicable, the same assumptions mentioned in the note on property, plant and equipment (NE nº 17.7), provided an adequate level of security that the assets related to the associated company Sercomtel S.A. Telecomunicações were valued above the recoverable value, resulting in a loss recognized in the income statement for 2013 of R$ 6,538 (R$ 28,858 in 2012), recorded in equity income, reducing the investment in this associated company to zero.
16.6 Advance for future investment
16.6.1 São Bento Energia, Investimentos e Participações S.A
In November 2011, the contract for purchase and sale of 49.9% of the representative shares of São Bento Energia, Investimentos e Participações S.A, which controls GE Olho D’Água S.A, GE Boa Vista S.A, GE Farol S.A and GE São Bento do Norte S.A, which holds the concession rights of Centrais Geradoras Eólicas Olho D’Água, Boa Vista, Farol and São Bento do Norte, respectively, was signed.The contract will only be effective after approvals by ANEEL, by the Economic Defense Administrative Council – CADE and by the National Socio-Economic Development Bank – BNDES, which is the bank financing the funds necessary for the investment, construction and operation of the abovementioned wind power generation enterprises held by the subsidiaries.
If the purchase is not completed, the seller is obliged to return the funds provided, which amount to R$ 77,886, adjusted by the variation of the National Prices Index – IGPM. The approvals by ANEEL and Cade were obtained, awaiting the completion of the procedure with BNDES.
In December 2013, the agreement of sale and purchase of 50.1% of the remaining shares of São Bento Energia, in the amount of R$ 109,500, was signed. Until December 31, 2013, R$ 111,396 had been paid referring to the adjusted value of the price negotiated and R$ 20,789 referring to reimbursement of the balance of cash acquired, as stipulated in the contract.
The contract can be terminated if the approvals from ANEEL, CADE and BNDES are not obtained, where seller is obliged to return the amounts contributed, adjusted by the variance of the Broad Consumer Prices Index - IPCA.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
16.6.2 Cutia Empreendimentos Eólicos SPE S.A.
Copel and Galvão Participações S.A. signed the purchase and sale agreement in December 2013 for 50.1% of the shares in the joint venture Cutia Empreendimentos Eólicos SPE S.A., and all of the 8 wind farms and complexes, all exclusively owned by the seller, for the amount of R$ 38,000. Until December 31, 2013 had been paid: R$ 23,398 for part of the adjusted negotiated amount with an escrow of R$ 15,000 to cover any nonconformities attributable to the projects, as stipulated in the agreement.
The contract can be terminated if the unconditional approvals are not obtained from CADE, where seller is obliged to return the amounts paid, adjusted by the variance of the IPCA price index.
17 Property, Plant and Equipment
Under Articles 63 and 64 of Decree no. 41,019, dated February 26, 1957, the assets and facilities used mostly in the generation of power are attached to these services and cannot be withdrawn, sold, assigned, or mortgaged without the prior written consent of the regulatory agency. ANEEL Resolution n° 20/99, however, regulates the release of assets from the concessions of the public Electric energy utilities, granting prior authorization to the release of assets that are deemed useless to the concession, when intended for sale, provided that the proceeds from such transaction be deposited in a special bank account assigned to investment in the concession. For concession contracts of the use of public property (UBP) type, infrastructure usage restrictions are set forth in article 19 of ANEEL Decree no. 2,003/96.
17.1 PP&E by company
| | | | | | |
| | Accumulated | | | Accumulated | Restated |
| Cost | depreciation | 12.31.2013 | Cost | depreciation | 12.31.2012 |
In service | | | | | | |
Copel | 5 | - | 5 | - | - | - |
Copel Geração e Transmissão | 12,483,418 | (7,370,317) | 5,113,101 | 11,491,186 | (7,101,472) | 4,389,714 |
Copel Telecomunicações | 504,115 | (312,251) | 191,864 | 498,571 | (294,255) | 204,316 |
Elejor | 594,856 | (140,657) | 454,199 | 591,738 | (122,685) | 469,053 |
UEG Araucária | 685,801 | (263,587) | 422,214 | 666,750 | (229,920) | 436,830 |
| 14,268,195 | (8,086,812) | 6,181,383 | 13,248,245 | (7,748,332) | 5,499,913 |
In progress | | | | | | |
Copel | 24 | - | 24 | - | - | - |
Copel Geração e Transmissão | 1,475,079 | - | 1,475,079 | 2,245,507 | - | 2,245,507 |
Copel Telecomunicações | 174,113 | - | 174,113 | 114,825 | - | 114,825 |
Elejor | 13,292 | - | 13,292 | 11,386 | - | 11,386 |
UEG Araucária | 478 | - | 478 | 137 | - | 137 |
Nova Asa Branca I | 14,184 | - | 14,184 | - | - | - |
Nova Asa Branca II | 12,135 | - | 12,135 | - | - | - |
Nova Asa Branca III | 13,124 | - | 13,124 | - | - | - |
Nova Eurus IV | 12,496 | - | 12,496 | - | - | - |
Santa Maria | 36,013 | - | 36,013 | - | - | - |
Santa Helena | 39,432 | - | 39,432 | - | - | - |
Ventos de Santo Uriel | 11,894 | - | 11,894 | - | - | - |
| 1,802,264 | - | 1,802,264 | 2,371,855 | - | 2,371,855 |
Special liabilities | | | | | | |
Copel Geração e Transmissão | (15) | - | (15) | (15) | - | (15) |
| (15) | - | (15) | (15) | - | (15) |
| | | | | | |
| 16,070,444 | (8,086,812) | 7,983,632 | 15,620,085 | (7,748,332) | 7,871,753 |
| | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
17.2 Asset by type of account – in service and in progress
| | | | | | |
| | Accumulated | | | Accumulated | Restated |
| Cost | depreciation | 12.31.2013 | Cost | depreciation | 12.31.2012 |
In service | | | | | | |
Reservoirs, dams and aqueducts | 7,618,902 | (4,493,402) | 3,125,500 | 7,108,618 | (4,341,971) | 2,766,647 |
Machinery and equipment | 4,793,335 | (2,551,632) | 2,241,703 | 4,509,319 | (2,406,775) | 2,102,544 |
Buildings | 1,519,516 | (997,021) | 522,495 | 1,379,133 | (963,086) | 416,047 |
Land | 263,620 | (2,481) | 261,139 | 183,024 | - | 183,024 |
Vehicles | 60,833 | (33,884) | 26,949 | 57,474 | (28,580) | 28,894 |
Furniture and tools | 11,989 | (8,392) | 3,597 | 10,677 | (7,920) | 2,757 |
| 14,268,195 | (8,086,812) | 6,181,383 | 13,248,245 | (7,748,332) | 5,499,913 |
| | | | | | |
In progress | 1,802,264 | - | 1,802,264 | 2,371,855 | - | 2,371,855 |
| | | | | | |
Special liabilities | (15) | - | (15) | (15) | - | (15) |
| 16,070,444 | (8,086,812) | 7,983,632 | 15,620,085 | (7,748,332) | 7,871,753 |
| | | | | | |
17.3 Changes in Property, Plant and Equipment
| | | |
| In service | In progress | Total |
Balance as of January 1, 2012 - Restated | 5,745,134 | 1,463,983 | 7,209,117 |
Investment program paid | - | 875,509 | 875,509 |
Investment program to pay | - | 119,590 | 119,590 |
Financial participation of costumers | - | (15) | (15) |
Provision for contingences | - | 3,855 | 3,855 |
Fixed assets for projects | 88,560 | (88,560) | - |
Transfers of accounts receivable related to the concession | 713 | - | 713 |
Depreciation quotas to profit and loss | (331,330) | - | (331,330) |
Depreciation quotas - Pasep/Cofins credits | (1,815) | - | (1,815) |
Write off | (1,349) | (2,522) | (3,871) |
Balance as of December 31, 2012 | 5,499,913 | 2,371,840 | 7,871,753 |
1st consolidation effect - subsidiaries (Note 16.1) | - | 65,519 | 65,519 |
Investment program paid | - | 420,227 | 420,227 |
Fixed assets for projects | 1,054,115 | (1,054,115) | - |
Transfers of accounts receivable related to the concession | 1,405 | 157 | 1,562 |
Transfers of accounts receivable related to the concession - Resolution 367/2009 | 1,742 | (2,824) | (1,082) |
Transfers of intangible assets | (165) | 2,660 | 2,495 |
Depreciation quotas to profit and loss | (366,016) | - | (366,016) |
Depreciation quotas - Pasep/Cofins credits | (1,032) | - | (1,032) |
Write off | (1,262) | (1,215) | (2,477) |
Write off - Resolution 367/2009 | (7,317) | - | (7,317) |
Balance as of December 31, 2013 | 6,181,383 | 1,802,249 | 7,983,632 |
| | | |
F-48
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
17.4 Changes in Property, Plant and Equipment by type of account – in service and in progress
| | | | | | |
| Balance as of | | | | | Balance as of |
| January 1, 2013 | Additions | Depreciation | Write off | Transference | December 31, 2013 |
Land | 310,891 | 19,952 | (2,481) | - | - | 328,362 |
Buildings, civil works and improvements | 484,996 | 80,706 | (33,869) | (288) | (1,196) | 530,349 |
Machinery and equipment | 2,541,016 | 287,019 | (173,945) | (8,601) | (16,193) | 2,629,296 |
Vehicles | 29,834 | 3,176 | (5,663) | - | - | 27,347 |
Furniture and tools | 8,161 | 3,269 | (482) | (107) | (2,863) | 7,978 |
Reservoirs, dams and aqueducts | 3,024,040 | 253,350 | (150,608) | (11) | 38,962 | 3,165,733 |
Others | 1,472,815 | (161,726) | - | (787) | (15,735) | 1,294,567 |
| 7,871,753 | 485,746 | (367,048) | (9,794) | 2,975 | 7,983,632 |
| | | | | | |
| Balance as of | | | | | Balance as of |
| January 1, 2012 | | | | | December 31, 2012 |
| Restated | Additions | Depreciation | Write off | Transference | Restated |
Land | 270,096 | 40,795 | - | - | - | 310,891 |
Buildings, civil works and improvements | 507,227 | 7,975 | (29,690) | (517) | 1 | 484,996 |
Machinery and equipment | 2,483,488 | 178,910 | (154,232) | (1,948) | 34,798 | 2,541,016 |
Vehicles | 10,625 | 7,294 | (3,829) | (42) | 15,786 | 29,834 |
Furniture and tools | 2,774 | 5,972 | (470) | (8) | (107) | 8,161 |
Reservoirs, dams and aqueducts | 3,082,435 | 86,529 | (144,924) | - | - | 3,024,040 |
Others | 852,472 | 671,464 | - | (1,356) | (49,765) | 1,472,815 |
| 7,209,117 | 998,939 | (333,145) | (3,871) | 713 | 7,871,753 |
17.5 Effects of Law 12,783/2012 on the property, plant and equipment of Copel Geração
On September 12, 2012, Provisional Measure 579 (MP 579) was published, which governs the extension of the concessions for generation, transmission and distribution of electric power, obtained by Law 9,074 of 1995. Decree 7,805/12 which regulates MP 579 was published on September 17, 2012. In accordance with MP 579/12, the companies which have contracts for concessions for generation, transmission and distribution of power, maturing between 2015 and 2017, have the option of extending the concession terms, at the discretion of the granting authority, once, for a period of up to 30 years, provided that they accept early maturity of their existing contracts for December 2012. This extension is subject to the acceptance of certain conditions established by the granting authority, such as: i) fixed income according to criteria established by ANEEL, ii) agreement to service quality standards set by ANEEL and, iii) agreement with established amounts as compensation for the assets linked to the concession.
The Company has not expressed interest in extending the concessions for generation falling due until 2017 (note 34.2.5) and therefore, the occurrence of MP 579 and subsequent regulations published for these generators, will not affect the cash flow forecast until the end of the current concessions. This is valid for revenue estimates and also for the indemnity expected to be paid by the end of the concession.
F-49
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
This applies to the forecasts for revenue and also for the expectation of compensation of the assets not depreciated until the end of the concession. Decree 7,805/12 confirms the assumption currently adopted by the Company for impairment tests of assets, as it clarifies the condition of compensation to the new replacement value (VNR) at the discretion of the granting authority, of the residual balance of the assets recorded in each concession.
The Company's management understands it has an assured contractual right with respect to compensation of the assets linked to the end of the public service concessions, using in the calculation of recovery the new replacement value (VNR) methodology, as defined by Law 12,783/12.
17.6 Depreciation Rates
| | |
Depreciation rates (%) | 12.31.2013 | 12.31.2012 |
Generation | | |
General equipment | 6.92 | 6.22 |
Generators | 3.43 | 2.83 |
Reservoirs, dams and headrace channel | 2.35 | 1.99 |
Hidraulic turbines | 3.63 | 2.45 |
Gas and steam turbines | 2.30 | 2.26 |
Water cooling and treatment facilities | 4.39 | 4.40 |
Gas conditioning equipament | 4.39 | 4.40 |
Central administration | | |
Buildings | 3.33 | 3.33 |
Office machinery and equipment | 6.25 | 6.26 |
Furniture and tools | 6.25 | 6.25 |
Vehicles | 14.29 | 14.29 |
Telecommunications | | |
Transmission equipment | 7.70 | 7.70 |
Terminal equipment | 10.50 | 10.50 |
Infrastructure | 6.30 | 6.30 |
The average rate for machinery and equipment is 3.56%.
F-50
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Depreciation of the assets which are part of the original project of Mauá and Colíder Hydroelectric Power Plants
The Company has assets from Mauá and Colíder Hydroelectric Power Plants for which the Granting Authority is not expected to provide full guarantee that it will indemnify the Company by the end of the concession period for the residual value of the assets which are part of the original project. This interpretation is grounded in law 8,987/95 and Decree 2,003/96.
Accordingly, from the date these assets start operations they are depreciated at the rates set by ANEEL (Brazilian Electricity Regulatory Agency), limited to the concession period.
As established on concession agreements, subsequent investments not forecast in the original project, provided that they are approved by the Granting Authority and have not yet been amortized, will be indemnified by the end of concessions. Therefore, these assets will be depreciated at the rates set by ANEEL.
17.7 Impairment of Assets
The main principles underpinning the conclusions of Copel’s impairment tests are listed below:
· lowest level of cash generating unit: concessions are analyzed individually;
· recoverable value: value in use, or an amount equivalent to the discounted cash flows (before taxes) resulting from the continuous use of an asset until the end of its useful life; and
· assessment of value in use: based on future cash flows in constant currency, converted to current value according to a real discount rate, before income taxes.
The respective cash flows are estimated based on actual operational results, on the Company's annual corporate budget, as approved by the Board of Directors, on the resulting multi-year budget, and on future trends in the power sector.
As for the time frame for the analysis, the Company takes into account the expiration date of each concession.
As for market growth, Copel’s projections are consistent with historical data and the Brazilian economy's growth prospects.
The respective cash flows are discounted at average discount rates, obtained through a methodology commonly employed by the market, supported by the regulator and approved by the Company’s senior management.
Management believes it has a contractually guaranteed right to compensation for the assets related to concessions upon their expiration, and it accepts, for purposes of calculation of reimbursement and until further regulation is issued on this matter, that such compensation be valued according to the fair value of replacement of the respective assets. Thus, the principle of valuation of residual assets upon expiration of concessions has been established as the book value of these assets.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Even though there was no evidence that the Company’s operational assets suffered a loss in their recoverable value, the Company performed an impairment test.
Based on the assumptions above, the Company has not identified a need to recognize an impairment provision.
17.8 Colíder Hydroelectric Power Plant (HPP)
On July 30, 2010, at the ANEEL Auction of Power from New Projects 003/10, Copel Geração e Transmissão won the rights to the concession of the Colíder Hydroelectric Power Plant, which will feature 300 MW of installed capacity; the concession is valid for 35 years from the date of signature of Concession Contract no. 001/11-MME-HPP Colíder, which took place on January 17, 2011.
This project is included in the Federal Government’s Growth Acceleration Program (PAC) and will comprise a main powerhouse rated 300 MW, which is enough to supply approximately one million people. The facility will take advantage of the hydroelectric potential discovered on the Teles Pires River, between the towns of Nova Canaã do Norte and Itaúba, in the northern region of the State of Mato Grosso.
The National Bank for Economic and Social Development (BNDES) approved the classification of the HPP Colíder project for financial support feasibility analysis and the signed financing agreement, amounted to R$ 1,041,155, in December 2013 was released the amount of R$ 840,106 as note 21.5.
The Colíder Hydroelectric Power Plant’s power output was sold at an ANEEL auction at a final price of R$ 103.40/MWh, as of July 1, 2010, adjusted according to the variation of the IPCA inflation index (R$ 126.81/MWh as of December 31, 2013). A total of 125 averages MW were sold, for supply starting in January 2015 for 30 years. The assured power of the project, established in its concession agreement, was 179.6 averages MW, after full motorization.
The expenditures in this venture on December 31, 2013 totaled R$1,320,590.
Total commitments already assumed with suppliers of equipment and services in connection with the ColíderHydroelectric Power Plant amounted to R$471,340as of December 31, 2013.
17.9 Consórcio Tapajós
Copel Geração e Transmissão has signed a Technical Cooperation Agreement with eight other companies of the sector to conduct studies on the Tapajós and Jamanxim Rivers, in the North Region of Brazil, comprising an integrated environmental assessment of the Tapajós River Basin and viability and environmental studies of five hydroelectric projects, totaling 10,682 MW of installed capacity.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The power stations that are currently under study are Jatobá, with 2,338 MW, and São Luiz do Tapajós, the larger station, with 6,133 MW, both on the Tapajós River. In the future the Cachoeira do Caí (802 MW), Cachoeira dos Patos (528 MW) and Jamanxim (881 MW) power stations on the Jamanxim River will be studied.
The expenditures on this project on December 31, 2013 totaled R$ 9,884.
17.10 Consórcio Empreendedor Baixo Iguaçu
On August 27, 2013 Copel Geração e Transmissão entered into a consortium with Geração Céu Azul S.A., withownership percentage of 30% and 70%, respectively, to build and operate the Baixo Iguaçu Hydroelectric Power Plant, with a minimum installed capacity of 350.20 MW, located in Rio Iguaçu, between the municipalities of Capanema and Capitão Leônidas Marques, and between HPP Governador José Richa and the Iguaçu National Park, in Paraná State, which runs on 3 Kaplan turbines. This consortium was named "Consórcio Empreendedor Baixo Iguaçu" - CEBI.
The Consortium Member Agreement stipulated that Copel Geração e Transmissão will carry out the Proprietary Engineering services for CEBI, the value of this activity was set at R$ 15,392, which will be considered as a contribution from Copel Geração e Transmissão to the consortium.
As of December 31, 2013 the expenses incurred on this venture amounted to R$ 341.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
18 Intangible Asset
| | | | | | | | |
|
Concession |
Concession |
Right to use | | |
| and autorization rights |
contracts |
software | | |
| | accumulated | | accumulated | | accumulated | | |
| cost | amortization (a) | cost | amortization (a) | cost | amortization (b) | Other | 12.31.2013 |
In service | | | | | | | | |
Assets with finite useful life | | | | | | | | |
Copel Geração e Transmissão (18.1) | - | - | 15,884 | (732) | 17,734 | (6,108) | 43 | 26,821 |
Copel Distribuição (18.2) | - | - | 3,664,119 | (3,269,508) | - | - | - | 394,611 |
Copel Distribuição-obrig. especiais (18.3) | - | - | (326,007) | 256,417 | - | - | - | (69,590) |
Copel Telecomunicações | - | - | - | - | 22,386 | (9,280) | - | 13,106 |
Compagas (18.4) | - | - | 239,239 | (101,937) | 5,221 | (3,296) | - | 139,227 |
Elejor (18.5) | - | - | 263,920 | (69,141) | - | - | 6,286 | 201,065 |
UEG Araucária | - | - | - | - | 373 | (206) | - | 167 |
Concession Right - Elejor (18.5) | 22,626 | (5,847) | - | - | - | - | - | 16,779 |
Autorization Right - Cutia (18.6) | 5,809 | - | - | - | - | - | - | 5,809 |
Autorization Right - Nova Asa I | 51,659 | - | - | - | - | - | - | 51,659 |
Autorization Right - Nova Asa II | 51,745 | - | - | - | - | - | - | 51,745 |
Autorization Right - Nova Asa III | 49,948 | - | - | - | - | - | - | 49,948 |
Autorization Right - Nova Eurus IV | 53,154 | - | - | - | - | - | - | 53,154 |
Autorization Right - S. Maria | 26,813 | - | - | - | - | - | - | 26,813 |
Autorization Right - S. Helena | 28,955 | - | - | - | - | - | - | 28,955 |
Autorization Right - Ventos S. Uriel | 13,445 | - | - | - | - | - | - | 13,445 |
| 304,154 | (5,847) | 3,857,155 | (3,184,901) | 45,714 | (18,890) | 6,329 | 1,003,714 |
Assets with indefinite useful life | | | | | | | | |
Compagas | - | - | - | - | - | - | 21 | 21 |
| - | - | - | - | - | - | 21 | 21 |
| 304,154 | (5,847) | 3,857,155 | (3,184,901) | 45,714 | (18,890) | 6,350 | 1,003,735 |
In progress | | | | | | | | |
Copel Geração e Transmissão (18.1) | - | - | 17,209 | - | 1,940 | - | 2,531 | 21,680 |
Copel Distribuição (18.2) | - | - | 1,091,217 | - | - | - | - | 1,091,217 |
Copel Distribuição-Special Liabilities (18.3) | - | | (154,965) | - | - | - | - | (154,965) |
Copel Telecomunicações | - | - | - | - | 2,032 | - | 85 | 2,117 |
Compagas | - | - | 70,716 | - | - | - | - | 70,716 |
Nova Asa Branca I | - | - | - | - | - | - | 44 | 44 |
Nova Asa Branca II | - | - | - | - | - | - | 44 | 44 |
Nova Asa Branca III | - | - | - | - | - | - | 190 | 190 |
Nova Eurus IV | - | - | - | - | - | - | 42 | 42 |
Santa Maria | - | - | - | - | - | - | 447 | 447 |
Santa Helena | - | - | - | - | - | - | 42 | 42 |
Ventos de Santo Uriel | - | - | - | - | - | - | 52 | 52 |
| - | - | 1,024,177 | - | 3,972 | - | 3,477 | 1,031,626 |
| | | | | | | | 2,035,361 |
(a) Amortization over the concession period | | | | | | | | |
(b) Annual amortization rate: 20% | | | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | | | |
|
Concession |
Concession |
Right to use | | |
| and autorization rights |
contracts |
software | | |
| | accumulated | | accumulated | | accumulated | | Restated |
| cost | amortization (a) | cost | amortization (a) | cost | amortization (b) | Other | 12.31.2012 |
In service | | | | | | | | |
Assets with finite useful life | | | | | | | | |
Copel Geração e Transmissão (18.1) | - | - | 12,905 | (36) | 15,158 | (3,511) | 43 | 24,559 |
Copel Distribuição (18.2) | - | - | 3,713,620 | (3,113,508) | - | - | - | 600,112 |
Copel Distribuição-Special Liabilities (18.3) | - | - | (320,627) | 211,651 | - | - | - | (108,976) |
Copel Telecomunicações | - | - | - | - | 25,819 | (6,319) | - | 19,500 |
Compagas (18.4) | - | - | 217,446 | (86,920) | 4,070 | (2,906) | - | 131,690 |
Elejor (18.5) | - | - | 263,920 | (60,532) | - | - | 5,927 | 209,315 |
UEG Araucária | - | - | - | - | 360 | (145) | - | 215 |
Concession Right - Elejor (18.5) | 22,626 | (5,092) | - | - | - | - | - | 17,534 |
Autorization Right - Cutia (18.6) | 5,809 | - | - | - | - | - | - | 5,809 |
| 28,435 | (5,092) | 3,887,264 | (3,049,345) | 45,407 | (12,881) | 5,970 | 899,758 |
Assets with indefinite useful life | | | | | | | | |
Copel Geração e Transmissão | - | - | - | - | - | - | 18 | 18 |
Compagas | - | - | - | - | - | - | 21 | 21 |
| - | - | - | - | - | - | 39 | 39 |
| 28,435 | (5,092) | 3,887,264 | (3,049,345) | 45,407 | (12,881) | 6,009 | 899,797 |
In progress | | | | | | | | |
Copel Geração e Transmissão (18.1) | - | - | 15,101 | - | 991 | - | 4,312 | 20,404 |
Copel Distribuição (18.2) | - | - | 898,361 | - | - | - | - | 898,361 |
Copel Distribuição-Special Liabilities (18.3) | - | - | (83,748) | - | - | - | - | (83,748) |
Copel Telecomunicações | - | - | - | - | 1,467 | - | 7 | 1,474 |
Compagas | - | - | 52,837 | - | - | - | - | 52,837 |
Elejor | - | - | - | - | - | - | 27 | 27 |
| - | - | 882,551 | - | 2,458 | - | 4,346 | 889,355 |
| | | | | | | | 1,789,152 |
(a) Amortization over the concession period | | | | | | | | |
(b) Annual amortization rate: 20% | | | | | | | | |
Changes in intangible assets
. | | | | | | | | |
|
Concession contracts | Concession |
Other | |
| In | In | Special Liabilities | and autorization | In | In | |
| service | progress | In service | In progress | rights | service | progress | |
Balance as of January 1, 2012 - Restated | 1,224,874 | 674,591 | (200,444) | (40,457) | 24,098 | 4,271 | 30,011 | 1,716,944 |
Investment program | - | 840,119 | - | - | - | - | 11,685 | 851,804 |
Customers' financial participation | - | - | - | (107,980) | - | - | - | (107,980) |
Aneel concession - use of public assets | - | 1,886 | - | - | - | - | - | 1,886 |
Transfers to tax liabilities | (8,073) | (301) | - | - | - | - | - | (8,374) |
Transfers to accounts receivable related to the concession | | | | | | | | |
- remeasurement Resolution No. 474/2012 | (136,658) | - | 53,245 | - | - | - | - | (83,413) |
Transfers to accounts receivable related to the concession | - | (405,521) | - | 57,916 | - | - | - | (347,605) |
Transfers to intangible assets in service | 140,889 | (140,889) | (6,773) | 6,773 | - | 34,824 | (34,824) | - |
Amortization of quotas - concession and autorization | (256,731) | - | 42,709 | - | (755) | (3,748) | - | (218,525) |
Amortization of quotas - Pasep/Cofins credits | (12,544) | - | 2,287 | - | - | 24 | - | (10,233) |
Write off | (4,671) | (3,586) | - | - | - | - | (68) | (8,325) |
Disposal | (191) | - | - | - | - | - | - | (191) |
Adjustments to financial assets classified as available for sale | - | - | - | - | - | 3,164 | - | 3,164 |
Balance as of December 31, 2012 - Restated | 946,895 | 966,299 | (108,976) | (83,748) | 23,343 | 38,535 | 6,804 | 1,789,152 |
Investment program | - | 1,018,057 | - | - | 275,719 | - | 5,297 | 1,299,073 |
Customers' financial participation | - | - | - | (160,614) | - | - | - | (160,614) |
Aneel concession - use of public assets | - | 5,087 | - | - | - | - | - | 5,087 |
Transfers to accounts receivable related to the concession | - | - | - | - | - | 2,589 | - | 2,589 |
Transfers to property, plant and equipment, net in progress | - | - | - | - | - | 165 | (2,660) | (2,495) |
Transfers to accounts receivable related to | | | | | | | | |
Transfers to accounts receivable related to the concession (Note 9.1) | - | (712,947) | - | 82,878 | - | - | - | (630,069) |
Transfers to intangible assets in service | 87,599 | (87,599) | (6,519) | 6,519 | - | 1,697 | (1,697) | - |
Amortization of quotas - concession and autorization | (272,967) | - | 43,163 | - | (755) | (6,627) | - | (237,186) |
Amortization of quotas - Pasep/Cofins credits | (14,135) | - | 2,460 | - | - | (497) | - | (12,172) |
Write off | (5,443) | (9,755) | 282 | - | - | (2,669) | (295) | (17,880) |
Write off - Resolution 367 | (105) | - | - | - | - | (19) | - | (124) |
Balance as of December 31, 2013 | 741,844 | 1,179,142 | (69,590) | (154,965) | 298,307 | 33,174 | 7,449 | 2,035,361 |
| | | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Changes in intangible assets by class of assets | | | | | |
| | Concession | | | |
| Concession | and autorization | | | |
| contracts | rights | Softwares | Others | |
Balance as of January 1, 2012 | 1,658,564 | 24,098 | 31,468 | 2,814 | 1,716,944 |
Additions | 386,420 | - | 7,309 | 7,537 | 401,266 |
Transfer to accounts receivable related to the concession | (83,413) | - | - | - | (83,413) |
Amortization of quotas - concession and autorization | (224,279) | (755) | (3,724) | - | (228,758) |
Write off | (8,257) | - | (65) | - | (8,322) |
Others | (8,565) | - | - | - | (8,565) |
Balance as of December 31, 2012 | 1,720,470 | 23,343 | 34,988 | 10,351 | 1,789,152 |
Additions | 232,461 | 275,719 | 3,032 | 2,265 | 513,477 |
Transfer to accounts receivable related to the concession | - | - | 2,589 | - | 2,589 |
Amortization of quotas - concession and autorization | (241,479) | (755) | (7,124) | - | (249,358) |
Write off | (15,021) | - | (2,688) | (295) | (18,004) |
Others | - | - | - | (2,495) | (2,495) |
Balance as of December 31, 2013 | 1,696,431 | 298,307 | 30,797 | 9,826 | 2,035,361 |
18.1 Copel Geração e Transmissão
Intangible assets related to the use of public property (UBP) under an onerous concession. These intangible assets are amortized over the term of the concession contract.
18.2 Copel Distribuição
The intangible asset for the concession represents the right to exploit the construction services and the supply of energy services and will be recovered through consumption and consequent billing to customers.
ANEEL establishes, by Ruling no. 474/2012, the estimated economic useful life of each asset that makes up the energy distribution infrastructure, for purposes of tariff setting and also of assessment of the amount of compensation to be paid for revertible assets at the end of the concession's term. This estimate is reasonable and adequate for accounting and regulatory purposes and represents the best estimate of the assets’ economic useful lives accepted by the industry.
The amortization of intangible assets reflects the pattern of estimated accrual of the corresponding economic benefits by Copel Distribuição, with expectation of amortization during to the term of the concession.
The residual amount of each asset remaining over the term of the concession is allocated as accounts receivables related to the concession (Note 9).
F-56
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
18.3 Copel Distribuição - Special liabilities
Special liabilities comprise customers’ contributions, Federal Government budget grants, federal, state, and municipal funds, and special credits assigned to the investments in facilities related to a concession.
Special obligations are not onerous liabilities and are not the shareholder’s credits.
The scheduled date for settlement of these liabilities was the concession expiration date. ANEEL, by means of Regulatory Resolution no. 234/2006, as amended by Resolutionno.338/2008, established the guidelines, the applicable methodologies, and the initial procedures for the conduction of the second cycle of the periodic tariff review involving the Brazilian power distributionutilities, changing the characteristics of these liabilities. Both the outstanding balance and new additions have been amortized as of July 1, 2008, pursuant to ANEEL Ruling no. 3,073/06 and Circular Letter no. 1,314/07. Amortization is calculated based on the same average rate of distribution activity assets.
According to the regulations of ANEEL, special obligations should be recorded in the statement of financial position as an offset to the total intangible and financial assets. The balance of special obligations reported in intangible assets will be amortized over the concession period.
18.4 Compagas
These intangible assets are related to the construction of infrastructure and the acquisition of the necessary assets for the operation of gas distribution services and the right to collect from customers for gas supply. The construction of infrastructure and the acquisition of assets are deemed service rendering by the granting authority.
Amortization of intangible assets reflects the current expectation for the future economic benefits of the asset to be consumed by Compagas, with expected average amortization of 7.1% p.y., limited to the concession period, for gas pipelines built until December 31, 2008 and 10% p.y. for other assets.
At the end of the concession, the assets related to gas distribution service, after 2014, shall revert to the granting authority, and Compagas shall be reimbursed for the investments made based on their amortized replacement value, assessed through an independent auditing company, based on the values to be determined then.
18.5 Elejor
Concession Contract
Intangible assets related to the use of public property (UBP) under an onerous concession. These intangible assets have been amortized over the term of the concession contract, and the corresponding liability has been amortized by payments (Note 26).
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Concession Rights
The acquisition of the Elejor shares held by Triunfo Participações S.A., on December 18, 2003, resulted in total concession intangible asset of R$ 22,626. The straight line method of amortization of the concession intangible asset was economically determined by the expected income from the commercial operation of the concession, which expires in 2036, and its effect on the statements of income as of December 31, 2013 was R$ 755 (R$ 755 in 2012).
18.6 Concession rights - Cutia
The acquisition resulted in concession rights amounting to R$ 5,809, which will be amortized over the concession period, from the start of commercial operation of the project, scheduled for January 1, 2015 for resolutions by ANEEL. The concession period of wind farms is 30 years from the date of publication of authorizing resolutions in the Official Gazette, which occurred on January 05, 2012.
18.7 Recoverable value of intangible asset (definite useful life)
Although there is no indication of impairment, the Company has assessed the recoverable value of its intangible assets based on the present value of the corresponding estimated future cash flows.
The values assigned to the assumptions represent Company management’s evaluation of the energy industry’s future trends and are based both on external sources of information and on historical data.
Cash flows have been estimated based on the Company’s operating results and projections until the end of the concession, under the following main assumptions:
· Organic growth compatible with historical data and the Brazilian economy's growth prospects; and
· The average discount rate obtained through a methodology commonly employed on the market, taking into account the weighted average cost of capital (WACC), as discussed in Note 17.7.
The recoverable value of these assets exceeds their book value, so there are no impairment losses to be recognized.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
19 Payroll, Social Charges and Accruals
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Social security liabilities | | |
Taxes and social contribution | 39,115 | 61,312 |
Social security charges on paid vacation and 13th salary | 30,008 | 34,160 |
| 69,123 | 95,472 |
Labor liabilities | | |
Payroll, net | 2,524 | 3,015 |
Vacation | 84,071 | 96,746 |
Profit sharing for the year | 80,048 | 29,940 |
Voluntary redundancy | 3,871 | 158,781 |
Assignments to third parties | 48 | 54 |
| 170,562 | 288,536 |
| 239,685 | 384,008 |
| | |
20 Suppliers
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Energy supplies | 581,968 | 517,982 |
Materials and supplies | 373,195 | 471,526 |
Charges for use of grid system | 72,151 | 82,195 |
Natural gas for resale | 51,502 | 43,681 |
Natural gas and supplies for the gas business - renegotiation Petrobras | 63,544 | 117,306 |
| 1,142,360 | 1,232,690 |
Current | 1,092,239 | 1,131,782 |
Noncurrent | 50,121 | 100,908 |
| | |
F-59
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
20.1 Main Power purchase agreements
The power purchase agreements signed in the regulated power trading environment, shown at original value and adjusted annually according to the IPCA inflation index:
| | | | |
. | Supply | Energy purchased | Auction | Average purchase |
| period | (annual average MW) | date | price (R$/MWh) |
Auction of power from existing facilities | | | | |
1st Auction - Product 2006 | 2006 to 2013 | 812.41 | 12.07.2004 | 67.33 |
1st Auction - Product 2007 | 2007 to 2014 | 37.45 | 12.07.2004 | 75.46 |
2nd Auction - Product 2008 | 2008 to 2015 | 51.91 | 04.02.2005 | 83.13 |
4th Auction - Product 2009 | 2009 to 2016 | 44.76 | 10.11.2005 | 94.91 |
5th Auction - Product 2007 | 2007 to 2014 | 54.37 | 12.14.2006 | 104.74 |
8th Auction- Product 2010 Q5 | 2010 to 2014 | 0.010 | 11.30.2009 | 99.14 |
8th Auction- Product 2010 D5 | 2010 to 2014 | 0.012 | 11.30.2009 | 80.00 |
10th Auction- Product 2012 Q3 | 2012 to 2014 | 15.59 | 11.30.2011 | 79.99 |
| | 1,016.51 | | |
Auction of power from new facilities | | | | |
1st Auction- Product 2008 Hydro | 2008 to 2037 | 3.61 | 12.16.2005 | 106.95 |
1st Auction- Product 2008 Therm | 2008 to 2022 | 25.25 | 12.16.2005 | 132.26 |
1st Auction- Product 2009 Hydro | 2009 to 2038 | 3.54 | 12.16.2005 | 114.28 |
1st Auction- Product 2009 Therm | 2009 to 2023 | 42.37 | 12.16.2005 | 129.26 |
1st Auction- Product 2010 Hydro | 2010 to 2039 | 72.41 | 12.16.2005 | 115.04 |
1st Auction- Product 2010 Therm | 2010 to 2024 | 67.10 | 12.16.2005 | 121.81 |
3th Auction- Product 2011 Hydro | 2011 to 2040 | 57.66 | 10.10.2006 | 120.86 |
3th Auction- Product 2011 Therm | 2011 to 2025 | 54.22 | 10.10.2006 | 137.44 |
4th Auction- Product 2010 Therm | 2010 to 2024 | 15.44 | 07.26.2007 | 134.67 |
5th Auction- Product 2012 Hydro | 2012 to 2041 | 53.24 | 10.16.2007 | 129.14 |
5th Auction- Product 2012 Therm | 2012 to 2026 | 115.38 | 10.16.2007 | 128.37 |
6th Auction- Product 2011 Therm | 2011 to 2025 | 11.99 | 09.17.2008 | 128.42 |
7th Auction- Product 2013 Hydro | 2013 to 2042 | - | 09.30.2008 | 98.98 |
7th Auction- Product 2013 Therm | 2013 to 2027 | 139.67 | 09.30.2008 | 145.23 |
8th Auction- Product 2012 Hydro | 2012 to 2041 | 0.01 | 08.27.2009 | 144.00 |
8th Auction- Product 2012 Therm | 2012 to 2026 | 0.14 | 08.27.2009 | 144.60 |
| | 662.03 | | |
Structuring projects auction | | | | |
Santo Antonio | 2012 to 2041 | 52.55 | 12.10.2007 | 78.87 |
Jirau | 2013 to 2042 | 54.94 | 05.19.2008 | 71.37 |
| | 107.49 | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21 Loans and Financing
| | | | | | |
| | | | Current liabilities | | Noncurrent liabilities |
| Principal | Charges | 12.31.2013 | 12.31.2012 | 12.31.2013 | 12.31.2012 |
Foreign currency | | | | | | |
STN (21.1) | 1,568 | 586 | 2,154 | 3,311 | 62,661 | 56,029 |
Eletrobras | 7 | - | 7 | 6 | - | 5 |
| 1,575 | 586 | 2,161 | 3,317 | 62,661 | 56,034 |
Local currency | | | | | | |
Banco do Brasil (21.2) | 644,182 | 71,885 | 716,067 | 168,624 | 886,893 | 1,373,235 |
Eletrobras (21.3) | 49,322 | 7 | 49,329 | 54,204 | 130,427 | 178,841 |
Finep (21.4) | 6,869 | 66 | 6,935 | 2,014 | 33,622 | 27,511 |
BNDES (21.5) | 19,289 | 1,487 | 20,776 | 18,156 | 1,104,333 | 196,699 |
Banco do Brasil | | | | | | |
Transfer BNDES (21.6) | 11,369 | 469 | 11,838 | 14,975 | 148,742 | 157,268 |
Promissory Notes (21.7) | 150,000 | - | 150,000 | - | - | - |
| 881,031 | 73,914 | 954,945 | 257,973 | 2,304,017 | 1,933,554 |
| 882,606 | 74,500 | 957,106 | 261,290 | 2,366,678 | 1,989,588 |
| | | | | | |
21.1 Department of the National Treasury - STN
| | | | | | | |
| Number of | Final | | Annual rate p.y. | | | |
Type of bonus | installment | maturity | Amortization | (interest + commission) | Principal | 12.31.2013 | 12.31.2012 |
Capitalization Bond | 21 | 04.10.2014 | Semi Annual | 8.0% + 0.20% | 12,225 | 1,595 | 4,180 |
Par Bond | 1 | 04.11.2024 | Single installment | 6.0% + 0.20% | 17,315 | 37,385 | 22,548 |
Discount Bond | 1 | 04.11.2024 | Single installment | Libor Semi Annual+0.8125%+0.20% | 12,082 | 25,835 | 32,612 |
| | | | | | 64,815 | 59,340 |
| | | | | Current | 2,154 | 3,311 |
| | | | | Noncurrent | 62,661 | 56,029 |
Company:Copel | | | | | | | |
Issue Date: 05.20.1998 | | | | |
| | | | | | | |
Collateral: | | | | | | | |
Company’s centralized revenues account. For the Discount and Par Bonds, there are collateral deposits of R$ 18,700 and R$ 26,671as of December 31, 2013 (R$ 17,820 and R$ 25,426 as of December 31, 2012), respectively (Note 6.1). |
|
| | | | | | | |
| | | | | | | |
Note: | | | | | | | |
The restructuring of medium and long-term debt in connection with the financing received under Law nº 4,131/62. |
| | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.2 Banco do Brasil S.A.
| | | | | | | |
| Issue | Number of | Final | Annual rate p.y. | | | |
Contracts | Date | installment | maturity | (interest + commission) | Principal | 12.31.2013 | 12.31.2012 |
Law 8,727/93 (a) | 03.30.1994 | 240 | 03.01.2014 | TJLP and IGP-M + 5.098% | 28,178 | 66 | 298 |
21/02155-4 (b) | 09.10.2010 | 3 | 08.15.2015 | 98.5% of average rate of CDI | 350,000 | 311,286 | 430,932 |
21/02248-8 (c) | 06.22.2011 | 1 | 06.01.2015 | 99.5% of average rate of CDI | 150,000 | 184,735 | 170,142 |
CCB 21/11062X (d) | 08.26.2013 | 3 | 07.27.2018 | 106.0% of average rate of CDI | 151,000 | 152,135 | - |
NC 330600129 (e) | 01.31.2007 | 1 | 01.31.2014 | 106.5% of average rate of CDI | 29,000 | 30,156 | 29,911 |
NC 330600132 (f) | 02.28.2007 | 1 | 02.28.2014 | 106.2% of average rate of CDI | 231,000 | 238,591 | 236,729 |
NC 330600151 (g) | 07.31.2007 | 1 | 07.31.2014 | 106.5% of average rate of CDI | 18,000 | 18,718 | 18,565 |
NC 330600156 (h) | 08.28.2007 | 1 | 08.28.2014 | 106.5% of average rate of CDI | 14,348 | 14,821 | 14,705 |
NC 330600157 (i) | 08.31.2007 | 1 | 08.31.2014 | 106.5% of average rate of CDI | 37,252 | 38,439 | 38,143 |
NC 330600609 (j) | 08.19.2011 | 3 | 07.21.2016 | 109.41% of average rate of CDI | 600,000 | 614,013 | 602,434 |
| | | | | | 1,602,960 | 1,541,859 |
| | | | | Current | 716,067 | 168,624 |
| | | | | Noncurrent | 886,893 | 1,373,235 |
Company: | | | | | | | |
Copel Distribuição: (a) (b) (c) (d) |
Parent Company: (e) (f) (g) (h) (i) (j) |
| | | | | | | |
Annual installment |
Along with the interest in proportion to the installments, the first amount of R$ 116,666, maturing on 08.25.2013 and others of R$ 116,667, maturing on 07.11.2014 and 08.15.2015: (b) |
Together with the data is the interest accrued on the installments, in the amount of R$ 50,333, falling due on July 27, 2016,July 27, 2017 and July 27, 2018: (d) |
The first amount of R$ 200,000, maturing on 07.21.2014 and other on 07.21.2015 and 07.21.2016: (i) |
| | | | | | | |
Destination: |
Private Credit Assignment Agreement with the Federal Government: (a) |
Working capital: (b) (c) (d) |
Only purpose of paying the debts: (e) (f) (g) (h) (i) (j) |
| | | | | | | |
Collateral: | | | | | | | |
Copel’s accounts receivable: (a) | | | |
Pledge until 360 days: (b) (c) | | | |
Assignment of receivables: (d) | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.3 Eletrobras - Centrais Elétricas Brasileiras S.A.
| | | | | | | |
| Issue | Number of | Final | Annual rate p.y. | | | |
Contracts | Date | installment | maturity | (interest + commission) | Principal | 12.31.2013 | 12.31.2012 |
1293/94 (a) | 09.23.1994 | 180 | 06.30.2016 | 5.5% to 6.5% + 2.0% | 307,713 | 83,362 | 119,038 |
980/95 (b) | 12.22.1994 | 80 | 11.15.2018 | 8.0% | 11 | 12 | 16 |
981/95 (c) | 12.22.1994 | 80 | 08.15.2019 | 8.0% | 1,169 | 376 | 441 |
982/95 (d) | 12.22.1994 | 80 | 02.15.2020 | 8.0% | 1,283 | 142 | 166 |
983/95 (e) | 12.22.1994 | 80 | 11.15.2020 | 8.0% | 11 | 179 | 205 |
984/95 (f) | 12.22.1994 | 80 | 11.15.2020 | 8.0% | 14 | 77 | 87 |
985/95 (g) | 12.22.1994 | 80 | 08.15.2021 | 8.0% | 61 | 47 | 53 |
002/04 (h) | 06.07.2004 | 120 | 07.30.2016 | 8.0% | 30,240 | 2,846 | 4,059 |
142/06 (i) | 05.11.2006 | 120 | 09.30.2018 | 5.0% + 1.0% | 74,340 | 17,286 | 21,333 |
206/07 (j) | 03.03.2008 | 120 | 08.30.2020 | 5.0% + 1.0% | 109,642 | 59,357 | 69,351 |
273/09 (k) | 02.18.2010 | 120 | 12.30.2022 | 5.0% + 1.0% | 63,944 | 14,798 | 16,525 |
2540/06 (l) | 05.12.2009 | 60 | 10.30.2016 | 5.0% + 1.5% | 2,844 | 1,274 | 1,771 |
| | | | | | 179,756 | 233,045 |
| | | | | Current | 49,329 | 54,204 |
| | | | | Noncurrent | 130,427 | 178,841 |
Company: | | | | | | | |
Copel Geração e Transmissão: (a) |
Copel Distribuição: (b) (c) (d) (e) (f) (g) (h) (i) (j) (k) (l) |
| | | | | | | |
Destination: | | | | | | | |
Financial cover up to 29.14% of the total project of HPP Governador José Richa Implementation and transmission system: (a) |
National Program for Watering - Proni: (b) (c) (d) (e) (f) (g) |
Rural Electricity Program - Luz para Todos: (h) (i) (j) (k) |
National Program for Efficient Public Lighting - ReLuz: cover 75% of the total cost of the Project for the City of Ponta Grossa:(l) |
| | | | | | | |
Collateral: | | | | | | | |
The guarantee is represented by the income, supported by power of attorney granted by a public instrument,and the issue of promissory notes equal to the number of installments falling due. |
|
| | | | | | | |
Note: | | | | | | | |
Final Grace Period: 12.30.2012 (k) |
| | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.4 Finep
| | | | | | | |
| Issue | Number of | Final | Annual rate p.y. | | | |
Contracts | Date | installment | maturity | (interest + commission) | Principal | 12.31.2013 | 12.31.2012 |
2070791-00 (a) | 11.28.2007 | 49 | 12.15.2014 | 0.37% above TJLP | 5,078 | 1,147 | 2,295 |
2070790-00 (b) | 11.28.2007 | 49 | 12.15.2014 | 0.13% above TJLP | 3,535 | 547 | 1,618 |
21120105-00 (c) | 05.17.2012 | 81 | 10.15.2020 | 4.0% | 35,095 | 21,223 | 15,526 |
21120105-00 (c) | 05.17.2012 | 81 | 10.15.2020 | 3.5% + TR | 17,103 | 17,640 | 10,086 |
| | | | | | 40,557 | 29,525 |
| | | | | Current | 6,935 | 2,014 |
| | | | | Noncurrent | 33,622 | 27,511 |
Company: | | | | | | | |
Copel Geração e Transmissão: (a) (b) |
Copel Telecomunicações: (c) |
| | | | | | | |
Destination: | | | | | | | |
Research and Development Project GER 2007: (a) |
Research and Development Project TRA 2007: (b) |
BEL project - ultra wide band intranet service (Ultra Wide Band - UWB): (c) |
| | | | | | | |
Collateral: | | | | | | | |
Withhold the amounts from the checking account in which revenues are deposited: (a) (b) (c) |
| | | | | | | |
Note: | | | | | | | |
R$ 414 were returned for not having been executed in the project. (b) |
| | | | | | | |
In replacement to the contract 2100567-00, signed on November 29, 2010. Credit of R$ 52,198 to be offered in six parcels. |
In contrast, the financed commits to participate in the costs of preparation with the minimum value of R$ 8,324. |
Were released three parcels, totaling R$ 38,471 of this amount, R$ 12,664 was released in 2013. |
The maturity of the 1st installment is February 15, 2014. (c) |
| | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.5 BNDES
| | | | | | | | |
| Issue | Number of | Maturity | Annual rate p.y. | | | |
Contracts | Date | installment | initial | final | (interest + commission) | Principal | 12.31.2013 | 12.31.2012 |
820989.1 (a) | 03.17.2009 | 179 | 02.15.2012 | 01.15.2028 | 1.63% above TJLP | 169,500 | 160,572 | 172,137 |
1120952.1-A (b) | 12.16.2011 | 168 | 05.15.2012 | 04.15.2026 | 1.82% above TJLP | 42,433 | 37,484 | 39,568 |
1120952.1-B (c) | 12.16.2011 | 168 | 05.15.2012 | 04.15.2026 | 1.42% above TJLP | 2,290 | 2,022 | 3,150 |
1220768.1 (d) | 09.28.2012 | 192 | 08.15.2013 | 07.15.2029 | 1.36% above TJLP | 73,122 | 67,259 | - |
13211061 (e) | 12.04.2013 | 192 | 11.15.2015 | 10.15.2031 | 1.49% above TJLP | 1,041,155 | 840,106 | - |
13210331 (f) | 12.03.2013 | 168 | 09.15.2014 | 08.15.2028 | 1.49% and 1.89% above TJLP | 17,644 | 17,666 | - |
| | | | | | | 1,125,109 | 214,855 |
| | | | | | Current | 20,776 | 18,156 |
| | | | | | Noncurrent | 1,104,333 | 196,699 |
Company: | | | | | | | | |
Copel Geração e Transmissão |
| | | | | | | | |
Financial charges: |
It will be paid monthly after the first payment of the principal amount. |
| | | | | | | | |
Destination: | | | | | | | | |
Construction of the Mauá Hydroelectric Power Plant and its transmission system: (a) |
Implementation of transmission line between substations Foz do Iguaçu and Cascavel Oeste: (b) |
Purchase of machinery and equipment: (c) |
Implementation of Cavernoso II SHP: (d) |
Implementation of HPP Colíder and associated transmission system: (e) |
Implementation of the 230/138kV Cerquilho III Substation: (f) |
| | | | | | | | |
Collateral: | | | | | | | | |
All the revenues from the sale of energy under Agreements for Energy Trade on the Regulated Power Market (“Contracts for theSale of Energy in the Regulated Environment” or CCEARs) in connection with this project (a) and (d) |
|
| | | | | | | | |
Copel Geração e Transmissão has undertaken to assign to the BNDES the rights it holds under Concession Arrangement027/2009-ANEEL, and to submit as a guarantee to the BNDES the credit rights deriving from the provision of energy transmissionservices stipulated in the Concession Arrangement (Transmission Services Agreement 09/2010), by Copel Geração e Transmissãoand the National Electric System Operator (Operador Nacional do Sistema Elétrico or ONS), the transmission concession operatorsand the users of the transmission system, including the entire revenue deriving from the transmission services provided: (b) and (c) |
|
|
|
|
| | | | | | | | |
Statutory assignment of the rights under Concession Agreement 01/2011MME-HPP Colíder andstatutory assignment under the electricity purchase and sale agreement (CCVEE) between Copel and Sadia S.A.: (e) |
|
| | | | | | | | |
Statutory assignment of the rights under Public Electricity Transmission Service Concession Agreement015/2010-ANEEL, between Copel and the federal government: (f) |
|
| | | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.6 Banco do Brasil - Distribution of Funds from BNDES
| | | | | | | | |
| Issue | Number of | Maturity | Annual rate p.y. | | | |
Contracts | Date | installment | initial | final | (interest + commission) | Principal | 12.31.2013 | 12.31.2012 |
21/02000-0 | 04.16.2009 | 179 | 02.15.2012 | 01.15.2028 | 2.13% above TJLP | 169,500 | 160,580 | 172,243 |
| | | | | | | 160,580 | 172,243 |
| | | | | | Current | 11,838 | 14,975 |
| | | | | | Noncurrent | 148,742 | 157,268 |
Company: | | | | | | | | |
Copel Geração e Transmissão |
| | | | | | | | |
Financial charges: | | | | | | | |
It will be paid quarterly during the grace period and monthly after the first payment of the principal amount |
| | | | | | | | |
Destination: | | | | | | | |
Construction of the Mauá Hydroelectric Power Plant and its transmission system, in consortium with Eletrosul |
| | | | | | | | |
Collateral: | | | | | | | | |
All the revenues from the sale of energy under Agreements for Energy Trade on the Regulated Power Market (“Contractsfor the Sale of Energy in the Regulated Environment” or CCEARs) in connection with this project |
|
| | | | | | | | |
21.7 Promissory notes – Wind Power
| | | | | |
| Issue | Single | Annual rate p.y. | | |
Company | Date | Maturity | (interest + commission) | Principal | 12.31.2013 |
Nova Asa Branca I (a) | 12.26.2013 | 06.24.2014 | 100% of average rate of CDI + 0.90% | 22,000 | 22,000 |
Nova Asa Branca II (a) | 12.26.2013 | 06.24.2014 | 100% of average rate of CDI + 0.90% | 22,000 | 22,000 |
Nova Asa Branca III (a) | 12.26.2013 | 06.24.2014 | 100% of average rate of CDI + 0.90% | 22,000 | 22,000 |
Nova Eurus IV (a) | 12.26.2013 | 06.24.2014 | 100% of average rate of CDI + 0.90% | 22,000 | 22,000 |
Santa Maria (b) | 12.26.2013 | 06.24.2014 | 100% of average rate of CDI + 0.90% | 25,000 | 25,000 |
Santa Helena (c) | 12.26.2013 | 06.24.2014 | 100% of average rate of CDI + 0.90% | 24,000 | 24,000 |
Ventos de Santo Uriel (d) | 12.26.2013 | 06.24.2014 | 100% of average rate of CDI + 0.90% | 13,000 | 13,000 |
| | | | | 150,000 |
Features: | | | | | |
Promissory notes issued as follows: 4 notes issued with unit values of R$ 5,500 (a); 5 notes issued with unit values of R$ 5,000 (b) 6 notes issued with unit values of R$ 4,000 (c), and 13 notes issued with unit values from R$ 1,000 (d) |
| | | | | |
Financial Charges: | | | | | |
Interest paid in full at maturity. |
| | | | | |
Destination: | | | | | |
Guarantee funds for the investment program with the construction of wind power plants. |
| | | | | |
Warranty: | | | | | |
Fidejussory | | | | | |
| | | | | |
Guarantor: | | | | | |
Copel | | | | | |
| | | | | |
Fiduciary agent: | | | | | |
C&D Distribuidora de Títulos e Valores Mobilíarios S.A |
| | | | | |
F-66
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.8 Breakdown of loans and financing by currency and index
| | | | | |
| Index and change in foreign currencies | | | | |
| accumulated in the period (%) | 12.31.2013 | % | 12.31.2012 | % |
Foreign currency | | | | | |
U.S. Dolar | 14.64 | 64,822 | 1.95 | 59,351 | 2.64 |
| | 64,822 | 1.95 | 59,351 | 2.64 |
Local currency | | | | | |
TJLP | 5.00 | 1,308,607 | 39.37 | 387,111 | 17.20 |
IGP-M | 5.51 | 65 | - | 284 | 0.01 |
Ufir | 0.00 | 96,394 | 2.90 | 114,006 | 5.06 |
Finel | 1.07 | 83,361 | 2.51 | 119,040 | 5.29 |
CDI | 41.59 | 1,752,895 | 52.74 | 1,541,561 | 68.49 |
TR | 0.19 | - | - | 13,998 | 0.62 |
Without indexer | - | 17,640 | 0.53 | 15,527 | 0.69 |
| | 3,258,962 | 98.05 | 2,191,527 | 97.36 |
| | 3,323,784 | 100.00 | 2,250,878 | 100.00 |
| Current | 957,106 | | 261,290 | |
| Noncurrent | 2,366,678 | | 1,989,588 | |
| | | | | |
21.9 Maturity of noncurrent installments
| | | |
| | | |
12.31.2013 | Foreign currency | Local currency | Total |
2015 | - | 632,865 | 632,865 |
2016 | - | 369,456 | 369,456 |
2017 | - | 154,749 | 154,749 |
2018 | - | 153,839 | 153,839 |
2019 | - | 100,379 | 100,379 |
After 2020 | 62,661 | 892,729 | 955,390 |
| 62,661 | 2,304,017 | 2,366,678 |
| | | |
F-67
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.10 Changes in loans and financing
| | | | | |
| | Foreign currency | | Local currency | |
| Current | Noncurrent | Current | Noncurrent | Total |
Balance as of January 1, 2012 | 4,490 | 53,955 | 111,997 | 2,004,030 | 2,174,472 |
Funding | - | - | - | 81,723 | 81,723 |
Charges | 2,738 | - | 133,106 | 48,507 | 184,351 |
Monetary and exchange variations | 163 | 4,712 | 174 | 1,460 | 6,509 |
Transfers | 2,633 | (2,633) | 202,166 | (202,166) | - |
Amortization - principal | (2,302) | - | (35,566) | - | (37,868) |
Amortization - interest and variation | (4,405) | - | (153,904) | - | (158,309) |
Balance as of December 31, 2012 | 3,317 | 56,034 | 257,973 | 1,933,554 | 2,250,878 |
Funding | - | - | 150,000 | 1,089,126 | 1,239,126 |
Charges | 2,732 | - | 143,636 | 38,210 | 184,578 |
Monetary and exchange variations | 258 | 7,974 | 241 | 1,342 | 9,815 |
Transfers | 1,347 | (1,347) | 758,215 | (758,215) | - |
Amortization - principal | (1,478) | - | (30,030) | - | (31,508) |
Amortization - interest and variation | (4,015) | - | (325,090) | - | (329,105) |
Balance as of December 31, 2013 | 2,161 | 62,661 | 954,945 | 2,304,017 | 3,323,784 |
| | | | | |
21.11 Contracts with clauses for anticipated maturity
The Company and its subsidiaries contracted loans which include clauses requiring that they maintain certain economic-financial indices within previously established parameters, as well as other conditions that have to be observed, such as: no alterations to the investment interest of the Company in the capital of subsidiaries that represents a change in control, without prior notice; specifically for Copel Geração e Transmissão, no dividend distributions or payments for interest on own capital to be made, for which the amount, individually or together, exceeds the minimum compulsory amount, without prior and express authorization. Non compliance with these terms could result in the anticipated maturity of the debts and/or fines.
At December 31, 2013 all of the terms were analyzed, and it was identified that all contractual covenants had been complied with.
F-68
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
22 Debentures
| | | | | | | | |
| Issue | Number of | Maturity | Annual rate p.y. | | | |
Debentures | Date | installment | initial | final | (interest) | Principal | 12.31.2013 | 12.31.2012 |
1st issue (a) | 10.30.2012 | 2 | 10.30.2016 | 10.30.2017 | DI + Spread 0.99% p.y. | 1,000,000 | 1,015,389 | 1,010,677 |
2nd issue (b) | 09.26.2013 | 60 | 10.26.2013 | 09.26.2018 | DI + Spread 1.00% p.y. | 203,000 | 192,556 | - |
| | | | | | | 1,207,945 | 1,010,677 |
| | | | | | Current | 57,462 | 12,719 |
| | | | | | Noncurrent | 1,150,483 | 997,958 |
Company: | | | | | | | | |
Copel Distribuição: (a) | | | | | | | |
Elejor: (b) | | | | | | | | |
| | | | | | | | |
Characteristics: | | | | | | | |
Simple debentures, single series, unconvertible, unsecured debenture, was approved for public offering under restrictedplacement efforts, in the minimum amount of R$ 1,000,000 (a) and R$ 203,000 (b)100,000 (a) and 20,300 (b) notes were issued with a unit value of R$ 10.
The debentures' unit values will not be adjusted for inflation. |
|
|
|
| | | | | | | | |
Finance charges:
Interest paid half-yearly in April and October: (a) |
|
Interest paid monthly: (b) |
| | | | | | | | |
Allocation: | | | | | | | | |
Working capital or used to make investments in the issuer: (a) |
Full settlement of the loan agreement with Copel: (b) |
| | | | | | | | |
Collaterals: | | | | | | | | |
Personal guarantee (a) and (b) |
| | | | | | | | |
Guarantor: | | | | | | | | |
Copel: (a) | | | | | | | | |
Copel, at the ratio of 70% and Paineira Participações S.A., at the ratio of 30%: (b) |
| | | | | | | | |
Trustee: | | | | | | | | |
C&D Distribuidora de Títulos e Valores Mobilíarios S.A. (a) (b) |
| | | | | | | | |
22.1 Change in debentures
| | | |
| Current | Noncurrent | Total |
Balance as of January 1, 2012 | - | - | - |
Funding | - | 1,000,000 | 1,000,000 |
Charges | 14,858 | (2,042) | 12,816 |
Amortization - interest and variation | (2,139) | - | (2,139) |
Balance as of December 31, 2012 | 12,719 | 997,958 | 1,010,677 |
Funding | 40,600 | 162,400 | 203,000 |
Charges | 89,282 | 5,259 | 94,541 |
Transfers | 15,134 | (15,134) | - |
Amortization - principal | (10,152) | - | (10,152) |
Amortization - interest and variation | (90,121) | - | (90,121) |
Balance as of December 31, 2013 | 57,462 | 1,150,483 | 1,207,945 |
| | | |
F-69
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
22.2 Contracts with clauses for anticipated maturity
Copel Distribuição and Elejor issued debentures that contain covenants that require the maintenance of certain economic and financial indices within previously established parameters with enforceability of compliance with annual and other conditions to be observed, such as changing the shareholding of the Company in the share capital representing a change of control without the prior consent of the Debenture Holders; not making without prior written consent of the Debenture holders, payments of dividends or payments of interest on equity, if they are in arrears regarding compliance with any of their financial obligations or they do not meet the established financial indices. Failure to comply with these conditions may allow early call of the debentures.
At December 31, 2013 all of the terms were analyzed, and it was identified that all contractual covenants had been complied with.
23 Post-Employment Benefits
The Company and its subsidiaries sponsor retirement and pension plans (Pension Plans I, II, and III) and a medical and dental care plan (Healthcare Plan) to both current and retired employees and their dependents.
Due to the unification of the regulations for Plans I and II in the final quarter of 2013, the plan was given a new name and is now known as the Unified Plan.
23.1 Benefit Pension Plan
The unified pension plan is a Defined Benefit Plan - BD in which the income is predetermined, according to each individual's salary, and pension plan III is a Defined Contribution Plan - CD.
The costs assumed by the sponsors for these plans are recognized according to the actuarial evaluation prepared annually by independent actuaries in accordance with the rules established by the Technical Pronouncement IAS 19 (R1) and IFRIC 14. The economic and financial assumptions for purposes of the actuarial evaluation are discussed with the independent actuaries and approved by the sponsors’ management.
23.2 Healthcare Plan
The Company and its subsidiaries allocate resources for the coverage of health-care expenses incurred by their employees and their dependents, within rules, limits, and conditions set in specific regulations. Coverage includes periodic medical exams and is extended to all retirees and pensioners for life.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
23.3 Statement of financial position and statement of income
Amounts recognized in the statement of financial position, under Post-Employment Benefits, are summarized below:
| | |
Consolidado | | Restated |
| 12.31.2013 | 12.31.2012 |
Pension plan | 5 | 989 |
Healthcare plan | 967,227 | 700,060 |
| 967,232 | 701,049 |
Current | 29,983 | 25,819 |
Noncurrent | 937,249 | 675,230 |
The Company reviewed its actuarial position established in the last fiscal year on December 31, 2012, which is mainly due to the increase in interest rates and the variation on the actual costs. Therefore, financial assumptions were reviewed together with the Company's independent actuary, considering a new discount rate on December 31, 2013 according to the latest auctions of federal government bonds. The plans' net assets were also reviewed and revalued at their fair values.
The amounts recognized in the statement of income are shown below:
| | | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Pension plan (CD) | 51,857 | 46,345 | 45,187 |
Pension plan (CD) - management | 988 | 751 | 455 |
Healthcare plan - post employment | 76,815 | 94,456 | 71,620 |
Healthcare plan | 46,435 | 41,269 | 33,542 |
Healthcare plan - management | 101 | 57 | 41 |
| 176,196 | 182,878 | 150,845 |
| | | |
F-71
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Changes in the post-employment benefits
| | | |
| Current | Noncurrent | |
| liabilities | liabilities | Total |
Balance as of January 1, 2012 - Restated | 36,037 | 419,253 | 455,290 |
Appropriation of actuarial calculation | - | 94,610 | 94,610 |
Pension and healthcare contributions | 101,477 | - | 101,477 |
Adjustment related to actuarial losses | - | 186,392 | 186,392 |
Transfers | 25,025 | (25,025) | - |
Amortizations | (136,720) | - | (136,720) |
Balance as of December 31, 2012 - Restated | 25,819 | 675,230 | 701,049 |
Appropriation of actuarial calculation | - | 76,524 | 76,524 |
Pension and healthcare contributions | 119,149 | - | 119,149 |
Adjustment related to actuarial losses | - | 216,967 | 216,967 |
Transfers | 31,472 | (31,472) | - |
Amortizations | (146,457) | - | (146,457) |
Balance as of December 31, 2013 | 29,983 | 937,249 | 967,232 |
| | | |
23.4 Actuarial valuation
23.4.1 Actuarial assumptions
The actuarial assumptions used to determine the amounts of liabilities and costs for 2013 and 2012 are shown below:
| | | | |
| | 2013 | | 2012 |
| Actual | Nominal | Actual | Nominal |
Economic | | | | |
Inflation p.y. | - | 5.93% | - | 5.35% |
Discount rate expected return on plan assets rate p.y. | | | | |
Pension plan | 6.08% | 12.37% | 3.30% | 8.83% |
Healthcare plan | 6.20% | 12.50% | 3.84% | 9.40% |
Compensation increase p.y. | 2.00% | 8.05% | 2.00% | 7.46% |
Demographic | | | | |
Mortality table | | AT - 2000 | | AT - 2000 |
Disabled mortality table | | AT - 83 | | AT - 83 |
Disability table | | Light M | | Light M |
| | | | |
23.4.2 Number of participants and beneficiaries
| | | | |
|
Pension plan |
Healthcare plan |
| 12.31.2013 | 12.31.2012 | 12.31.2013 | 12.31.2012 |
Number of active participants | 9,325 | 9,637 | 8,824 | 9,297 |
Number of inactive participants | 7,211 | 6,734 | 6,233 | 5,417 |
Number of dependent | - | - | 24,307 | 23,949 |
Total | 16,536 | 16,371 | 39,364 | 38,663 |
| | | | |
F-72
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
23.4.3 Life expectancy from the average age – Annuity Table AT-2000 (in years)
| | |
| Plan BD | Plan CD |
December 31, 2013 | | |
Retired Participants | 17.72 | 26.67 |
Pensioner Participants | 18.48 | 30.12 |
December 31, 2012 | | |
Retired Participants | 18.00 | 25.30 |
Pensioner Participants | 21.30 | 33.80 |
| | |
| | |
The average age of inactive participants of the healthcare and pension plans of the Company is 64.0 years.
23.4.4 Actuarial valuation
Based on the review of the assumptions, the values of the pension plan as of December 31, 2013 amounted to a plan surplus of R$ 362,035, while the position at December 31, 2012 was R$ 578,288, as summarized below:
| | | | |
Benefit plan | Pension plan | Healthcare plan | 12.31.2013 | Restated 12.31.2012 |
Defined benefit obligation | 3,941,108 | 1,092,697 | 5,033,805 | 5,412,342 |
Fair value of plan's assets | (4,303,143) | (125,470) | (4,428,613) | (5,290,570) |
Plan coverage status | (362,035) | 967,227 | 605,192 | 121,772 |
Not recognized asset | 362,035 | - | 362,035 | 578,288 |
| - | 967,227 | 967,227 | 700,060 |
| | | | |
The Company made an adjustment to its assistance liabilities through the actuarial report issued on September 30, 2013, when it recorded R$ 155,314 in other comprehensive income corresponding to the actuarial loss determined by that date. On December 31, 2013 it was recorded an additional amount of R$ 61,653 corresponding to the actuarial loss determined by the actuarial report issued on December 31, 2013.F-73
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
23.4.5 Changes in actuarial liabilities
| Pension plan | Healthcare plan |
Present value of liability actuarial net as of January 1, 2011 | 3,454,626 | 548,924 |
Service cost | 22,616 | 6,507 |
Interest cost | 383,499 | 62,314 |
Benefits paid | (243,185) | (100,235) |
Actuarial (profits) / losses | 190,294 | 46,313 |
Present value of liability actuarial net as of December 31, 2011 | 3,807,850 | 563,823 |
Service cost | 330 | 2,341 |
Interest cost | 342,636 | 83,074 |
Benefits paid | (264,676) | (13,278) |
Benefits granted | 244 | - |
Actuarial (profits) / losses | 677,202 | 212,796 |
Present value of liability actuarial net as of December 31, 2012 | 4,563,586 | 848,756 |
Service cost | 1,115 | 11,852 |
Interest cost | 359,412 | 62,241 |
Benefits paid | (249,939) | (46,373) |
Benefits granted | (244) | - |
Actuarial (profits) / losses | (732,822) | 216,221 |
Present value of liability actuarial net as of December 31, 2013 | 3,941,108 | 1,092,697 |
23.4.6 Changes in plan assets
| Pension plan | Healthcare plan |
Fair value of plan assets as of January 1, 2011 | 3,939,606 | 128,560 |
Expected return of plan assets | 441,922 | 13,556 |
Contributions sponsor and employees | 24,121 | - |
Benefits paid | (243,185) | (100,235) |
Actuarial gains (losses) | (178,321) | 78,909 |
Fair value of plan assets as of December 31, 2011 | 3,984,143 | 120,790 |
Expected return of plan assets | 421,581 | 13,867 |
Contributions sponsor and employees | 27,027 | - |
Benefits paid | (264,676) | (13,277) |
Benefits granted | 244 | - |
Actuarial gains (losses) | 973,555 | 27,316 |
Fair value of plan assets as of December 31, 2012 | 5,141,874 | 148,696 |
Expected return of plan assets | 438,761 | - |
Contributions sponsor and employees | 2,077 | - |
Benefits paid | (249,939) | (46,373) |
Benefits granted | (244) | - |
Actuarial gains (losses) | (1,029,386) | 23,147 |
Fair value of plan assets as of December 31, 2013 | 4,303,143 | 125,470 |
23.4.7 Estimated costs
The estimated net periodic plan costs (gains) for 2014, for each plan, are shown below:
| | | |
| Pension plan | Healthcare plan | 2014 |
Cost of current service | 999 | 8,055 | 9,054 |
Cost of estimated interest | 405,498 | 110,900 | 516,398 |
Expected return on plan assets | (524,992) | (15,945) | (540,937) |
Estimated contributions of employees | (399) | - | (399) |
Costs (gains) | (118,894) | 103,010 | (15,884) |
| | | |
F-74
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
23.4.8 Sensitivity Analysis
The following tables feature a sensitivity analysis which shows the effect of a one percent increase or decrease in the assumed rates of variation of pension and healthcare costs on the aggregate service cost and interest cost components of the net periodic post-employment pension and healthcare costs and on the accumulated postemployment pension and healthcare benefit liabilities.
| | | |
. | Projected scenario |
| Present | Increase 1% | Decrease 1% |
Sensitivity of the rate of long-term interest | | | |
Impacts on the obligations of the pension | 6.08% | -7.56% | 10.13% |
Impacts in thousands of reais - R$ | | (245,977) | 329,550 |
Impacts on the obligations of health program | 6.20% | -17.66% | 12.28% |
Impacts in thousands of reais - R$ | | (158,967) | 110,499 |
Sensitivity of the to grow rate of medical costs | | | |
Impacts on the obligations of health program | 1.00% | 4.68% | -12.63% |
Impact on cost of service the following year (R$) | | 58,552 | (129,763) |
Sensitivity of the service cost | | | |
Impacts on the obligations of the pension | 1.00% | -0.40% | 0.31% |
Impacts in thousands of reais - R$ | | (15,589) | 12,323 |
Impacts on the obligations of health program | 1.00% | -1.33% | 0.48% |
Impacts in thousands of reais - R$ | | (14,497) | 5,217 |
23.4.9 Employee benefits payable
The estimated benefits to be paid by the Company in the next five years and the total benefits for the following fiscal years are shown below:
| | | |
| Pension plan | Other benefits | Total |
2014 | 421,686 | 96,050 | 517,736 |
2015 | 436,672 | 96,431 | 533,103 |
2016 | 449,775 | 96,928 | 546,703 |
2017 | 460,290 | 97,668 | 557,958 |
2018 | 949,227 | 198,411 | 1,147,638 |
2020 to 2050 | 9,888,916 | 2,603,665 | 12,492,581 |
| | | |
F-75
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
23.4.10 Asset allocation and investment strategy
The asset allocation for the Company’s pension and healthcare plans at the end of 2013 and the allocation goal for 2014, by asset category, are shown below:
| | |
| Goals for 2014 | 2013 |
Fixed income | 84.2% | 85.8% |
Variable income | 8.8% | 10.3% |
Loans | 1.9% | 1.5% |
Real Estate | 2.0% | 1.7% |
Structured investments | 3.1% | 0.7% |
| 100.0% | 100.0% |
| | |
Below are the limits set by the Fund management:
| | | | |
| Unified Plan (BD) | Plan III (CD) |
| goal (%)(*) | minimum (%) | goal (%)(*) | minimum (%) |
Fixed income | 93.0% | 87.0% | 67.2% | 56.0% |
Variable income | 1.0% | 0.0% | 23.8% | 10.0% |
Loans | 1.0% | 0.0% | 3.5% | 2.0% |
Real Estate | 2.5% | 1.0% | 1.0% | 0.0% |
Structured investments | 2.5% | 0.0% | 4.5% | 0.0% |
(*) Goal based on the total investment for each plan. | | | | |
Administration of Copel foundation decided to keep the conservatism related to variable income, in view of the legal limit allowed that is 70%. |
On December 31, 2013 and 2012, the pension plan assets included the following securities issued by Copel:
| | | |
| | | Defined benefit pension plan |
| | 12.31.2013 | 12.31.2012 |
Shares | | 1,832 | 1,909 |
| | 1,832 | 1,909 |
23.4.11 Additional information
Copel also sponsors a defined contribution plan for all its employees.
The contributions made in the years ended on December 31, 2013 and 2012 were R$70,240, and R$ 59,742, respectively.
F-76
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
24 Customer Charges Due
| | |
| 12.31.2013 | 12.31.2012 |
Global Reserval Reserve (RGR) | 31,652 | 15,581 |
Energy Development Account (CDE) | 6,342 | 23,719 |
Fuel Consumption Account (CCC) | - | 17,198 |
| 37,994 | 56,498 |
25 Research and Development and Energy Efficiency
25.1 Balances recognized to invest in R&D (Research and Development) and EEP (Energy efficiency program)
| | | | | |
. | Applied and | Balance | Balance | Balance as of | Balance as of |
| unfinished | to collect | to apply | 12.31.2013 | 12.31.2012 |
Research and Development - R&D | | | | | |
FNDCT (a) | - | 3,771 | - | 3,771 | 3,424 |
MME | - | 1,887 | - | 1,887 | 1,712 |
R&D | 29,179 | - | 142,749 | 171,928 | 142,384 |
| 29,179 | 5,658 | 142,749 | 177,586 | 147,520 |
Energy efficiency program - EEP | 40,242 | - | 64,753 | 104,995 | 116,640 |
| 69,421 | 5,658 | 207,502 | 282,581 | 264,160 |
| | | Current | 127,860 | 159,599 |
| | | Noncurrent | 154,721 | 104,561 |
(a) National Fund for Scientific and Technological Development | | | |
F-77
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
25.2 Changes in balances for R&D and EEP
| | | | | | | |
| FNDCT | MME | | R&D | | EEP | |
| | | | | | | |
| current | current | current | noncurrent | current | noncurrent | |
Balance as of January 1, 2012 | 3,017 | 1,510 | 34,910 | 86,027 | 117,478 | 8,622 | 251,564 |
Additions | 19,296 | 9,648 | 842 | 18,454 | - | 26,079 | 74,319 |
Performance agreement | - | - | - | - | - | 145 | 145 |
Selic interest rate | - | - | 114 | 9,000 | - | 5,631 | 14,745 |
Transfers | - | - | 11,420 | (11,420) | 37,977 | (37,977) | - |
Payments | (18,889) | (9,446) | - | - | - | - | (28,335) |
Concluded projects | - | - | (6,963) | - | (41,315) | - | (48,278) |
Balance as of December 31, 2012 | 3,424 | 1,712 | 40,323 | 102,061 | 114,140 | 2,500 | 264,160 |
Additions | 21,692 | 10,847 | 869 | 20,825 | - | 25,109 | 79,342 |
Performance agreement | - | - | - | - | - | 619 | 619 |
Selic interest rate | - | - | 111 | 10,207 | - | 4,907 | 15,225 |
Transfers | - | - | 8,121 | (8,121) | 3,386 | (3,386) | - |
Payments | (21,345) | (10,672) | - | - | - | - | (32,017) |
Concluded projects | - | - | (2,468) | - | (42,280) | - | (44,748) |
Balance as of December 31, 2013 | 3,771 | 1,887 | 46,956 | 124,972 | 75,246 | 29,749 | 282,581 |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
26 Accounts Payable related to concession - Use of Public Property
These refer to concession charges for use of public property (UPP).
| | | | | | | |
| | | | | Current | | Noncurrent |
| Grants | Signature | Final | 12.31.2013 | 12.31.2012 | 12.31.2013 | 12.31.2012 |
HHP Mauá (a) | 06.29.2007 | 07.03.2007 | 07.2042 | 913 | 884 | 12,612 | 12,083 |
HHP Colider (b) | 12.29.2010 | 01.17.2011 | 01.2046 | 118 | - | 17,091 | 15,101 |
SHP Cavernoso (c) | 07.11.2013 | 07.11.2013 | 07.2018 | 35 | - | 101 | - |
SHP Apucaraninha (d) | 07.11.2013 | 07.11.2013 | 07.2018 | 247 | - | 702 | - |
SHP Chopim I (e) | 07.11.2013 | 07.11.2013 | 07.2015 | 55 | - | 26 | - |
SHP Chaminé (f) | 07.11.2013 | 07.11.2013 | 07.2018 | 427 | - | 1,214 | - |
Fundão – Santa Clara Hydroelectric | | | | | | | |
Energy Complex (g) | 10.23.2001 | 10.25.2001 | 10.2036 | 49,686 | 47,593 | 388,547 | 371,896 |
| | | | 51,481 | 48,477 | 420,293 | 399,080 |
Company: | | | | | | | |
Copel Geração e Transmissão: (a) (b) (c) (d) (e) (f) |
Elejor: (g) | | | | | | | |
| | | | | | | |
Discount rate applied to calculate present value: |
Actual net discount rate, in line with the estimated long-term rate. It bears no relationship with the expected project return: |
5.65% p.y. (a)
7.74% p.y. (b) (c) (d) (e) (f)
11.00% p.y. (g) |
|
|
| | | | | | | |
Payment to the federal government: |
Monthly installments equivalent to 1/12 of the proposed annual payment of R$ 643 (51% of R$ 1,262), according to clause six ofConcession Agreement number 001/07: (a) |
| | | | | | | |
Monthly installments equivalent to 1/12 of the proposed annual payment of R$ 1,256, as from the date the hydroelectric powerplant starts operations, according to clause six of Concession Agreement number 001/11: (b) |
| | | | | | | |
Monthly installments equivalent to 1/12 of the proposed annual payment, according to clause fifth of Concession Agreementnumber 007/2013,for a period of five years, the values of R$ 34: (c); R$ 240: (d), R$ 53: (e) and R$ 414: (f) |
| | | | | | | |
Monthly installments equivalent to 1/12 of the proposed annual payment of R$ 19,000, from the sixth to the thirty-fifth year ofconcession or while the hydroelectric resources are being explored, according to the bid approval document and clausesix of Concession Agreement number 125/01: (g) |
|
|
| | | | | | | |
Annual adjustment of installments for inflation: |
Variation IPCA: (a) (b) (c) (d) (e) (f) |
Variation IGP-M: (g) |
| | | | | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
26.1 Nominal value and present value – use of public property
| | |
| Nominal value | Present value |
2013 | 52,392 | 51,481 |
2014 | 53,770 | 45,954 |
2015 | 53,738 | 41,467 |
2016 | 53,738 | 37,446 |
After 2016 | 1,022,841 | 295,426 |
| 1,236,479 | 471,774 |
| | |
26.2 Change in Accounts Payable related to concession - Use of Public Property
| Current | Noncurrent | |
| liabilities | liabilities | Total |
Balance as of January 1, 2012 | 44,656 | 370,442 | 415,098 |
Aneel concession - use of public assets | - | 1,886 | 1,886 |
Transfers from noncurrent to current liabilities | 44,680 | (44,680) | - |
Payments | (44,411) | - | (44,411) |
Monetary variation | 3,552 | 71,432 | 74,984 |
Balance as of December 31, 2012 | 48,477 | 399,080 | 447,557 |
Aneel concession - use of public assets | 749 | 4,338 | 5,087 |
Transfers from noncurrent to current liabilities | 49,128 | (49,128) | - |
Payments | (48,966) | - | (48,966) |
Monetary variation | 2,093 | 66,003 | 68,096 |
Balance as of December 31, 2013 | 51,481 | 420,293 | 471,774 |
27 Other Accounts Payable
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Financial compensation for use of water resources | 22,952 | 11,786 |
Public lighting fee collected | 21,489 | 17,852 |
Reimbursements to customer contributions | 19,428 | 7,650 |
Customers | 18,745 | 15,661 |
Pledges in guarantee | 14,286 | 12,109 |
Consortium partners | 3,003 | 2,063 |
Other liabilities | 37,341 | 22,682 |
| 137,244 | 89,803 |
Current | 137,011 | 89,803 |
Noncurrent | 233 | - |
| | |
F-80
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
28 Provision for Contingencies
28.1 Lawsuits with Likelihood of Losses deemed as probable
The Company and its subsidiaries are party to several labor, tax and civil claims filed before different courts. Copel’s management, based on the opinion of its legal counsel, maintains a provision for contingencies in connection with lawsuits with probable chance of an unfavorable outcome.
Change in provision for contingencies
| | | | | | |
| Balance as of | | | Construction | | Balance as of |
| January 1, 2013 | Additions | (-) Reversals | cost | Discharges | December 31, 2013 |
Tax (28.1.1) | | | | | | |
Cofins (a) | 243,131 | - | - | - | - | 243,131 |
Others taxes | 51,445 | 14,096 | (21,433) | - | - | 44,108 |
| 294,576 | 14,096 | (21,433) | - | - | 287,239 |
Labor (28.1.2) | 154,990 | 53,964 | (1,577) | - | (11,323) | 196,054 |
Employee benefits (28.1.3) | 78,670 | 88,359 | (45,563) | - | (26,657) | 94,809 |
Civil (28.1.4) | | | | | | |
Suppliers (a) | 68,630 | - | (3,855) | - | - | 64,775 |
Civil and administrative law (b) | 176,811 | 49,210 | (21,621) | - | (6,562) | 197,838 |
Easements | 5,964 | 5,771 | (953) | - | (143) | 10,639 |
Condemnation and real estate (c) | 317,472 | 35,063 | - | 943 | (17) | 353,461 |
Customers | 7,477 | 3,024 | (868) | - | - | 9,633 |
| 576,354 | 93,068 | (27,297) | 943 | (6,722) | 636,346 |
Environmental claims (28.1.5) | 193 | 35 | (17) | - | - | 211 |
Regulatory (28.1.6) | 50,925 | 5,328 | (4,785) | - | - | 51,468 |
| 1,155,708 | 254,850 | (100,672) | 943 | (44,702) | 1,266,127 |
| | | | | | | |
| Balance as of | | | | Additions to | | Balance as of |
| January 1, 2012 | | | Construction | fixed assets | | December 31, 2012 |
| Restated | Additions | (-) Reversals | cost | in progress | Discharges | Restated |
Tax (28.1.1) | | | | | | | |
Cofins (a) | 234,563 | 8,568 | - | - | - | - | 243,131 |
Others taxes | 47,371 | 20,551 | (9,180) | - | - | (7,297) | 51,445 |
| 281,934 | 29,119 | (9,180) | - | - | (7,297) | 294,576 |
Labor (28.1.2) | 128,505 | 47,859 | (1,893) | - | - | (19,481) | 154,990 |
Employee benefits (28.1.3) | 58,089 | 33,945 | (149) | - | - | (13,215) | 78,670 |
Civil (28.1.4) | | | | | | | |
Suppliers (a) | 88,003 | 2,179 | (21,552) | - | - | - | 68,630 |
Civil and administrative law (b) | 112,059 | 92,975 | (19,132) | - | - | (9,091) | 176,811 |
Easements | 4,839 | 1,315 | (176) | - | - | (14) | 5,964 |
Condemnation and real estate (c) | 273,647 | 38,999 | (93) | 1,064 | 3,855 | - | 317,472 |
Customers | 5,493 | 4,490 | (2,506) | - | - | - | 7,477 |
| 484,041 | 139,958 | (43,459) | 1,064 | 3,855 | (9,105) | 576,354 |
Environmental claims (28.1.5) | 104 | 89 | - | - | - | - | 193 |
Regulatory (28.1.6) | 48,147 | 2,976 | (160) | - | - | (38) | 50,925 |
| 1,000,820 | 253,946 | (54,841) | 1,064 | 3,855 | (49,136) | 1,155,708 |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
28.1.1 Tax claims
a) Contribution for the Financing of Social Security - COFINS
Lawsuit no. 10980.004398/2010-09 – Curitiba Federal Revenue Service Office
This is a tax administrative proceeding (assessment of deficiency) whereby the Brazilian Federal Revenue Service intends to collect COFINS (Tax for Social Security Financing) for the period from August 1995 to December 1996, as a result of the final and non-appealable decision rendered on lawsuit 2000.04.01.100266-9 filed by the federal government, overturning the ruling in lawsuit no. 95.0011037-7 which had recognized the Company’s immunity from payment of COFINS tax.
Given the opinion of the federal tax authorities, the lack of case law precedent, the complexity and specifics of both facts and legal matter involved, the principal of R$ 48,814 was rated as a probable loss and the interest and fine are subject to another proceeding (11453.720001/20011-23) and at December 31, 2013 amount to R$ 122,542, was classified as a possible risk of defeat, as the cases of defense are different for the principal and the charges.
Lawsuit no. 10980.720458/2011-15 – Curitiba Federal Revenue Service Office
This is a tax administrative proceeding (assessment of deficiency) whereby the Brazilian Federal Revenue Service intends to collect COFINS (Tax for Social Security Financing) for the period from October 1998 to June 2001, as a result of the final and non-appealable decision rendered on lawsuit 2000.04.01.100266-9 filed by the federal government, overturning the ruling in lawsuit no. 95.0011037-7 which had recognized the Company’s immunity from payment of COFINS tax.
The Federal Revenue Services understands that the sentence for the Rescission Claim had suspended the liability period for constituting the aforementioned tax credit.
Given the lack of law precedent, the complexity and specifics of both facts and legal matter involved, the principal of R$ 194,317 was rated as a probable loss and the interest and fine on said tax liability at December 31, 2013 amount to R$ 616,284, was classified as a possible risk of defeat, as the cases of defense are different for the principal and the charges.
28.1.2 Labor claims
Labor claims comprise claims filed by former employees of Copel in connection with the payment of overtime, hazardous working conditions, transfer bonuses, salary equality/reclassification, and other matters, and also claims by former employees of contractors and third-parties (secondary responsibility) involving indemnity and other matters.
28.1.3 Employee benefits
These are labor claims by retired Copel employees against the Fundação Copel, which will consequently reflect on the Company as additional contributions are required.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
28.1.4 Civil claims
a) Suppliers
Rio Pedrinho Energética S.A. and Consórcio Salto Natal Energética S.A.
The companies Rio Pedrinho Energética S.A. and Consórcio Salto Natal Energética S.A. required the filing of an arbitration proceeding with the Chamber of Arbitrage of the Fundação Getúlio Vargas, through which they plead the payment of the overdue instalment values, as well as cancellation fines, related to the electric energy purchase and sale agreements signed with Copel Distribuição. The arbitrage proceedings were judged to be valid and, consequently, Copel Distribuição was sentenced to pay the claimed amounts plus the attorney’s fees. The Company has filed for a court order at the Superior Court of Justice making the arbitration ruling void.
Given that both companies have identified the pledged amounts (R$ 35,913 on June 17, 2010, R$ 22,823 on October 1, 2009 and R$ 11,833 on February 03, 2010), the legal directors have continued to classify the action as representing a probable loss, highlighting that the same bank bond letters were presented as guarantee for the amounts identified. In addition to the legal discussion, at the end of 2011 the remaining balance of R$ 27,438 was executed and as a result a bank account was blocked. This execution was challenged by Copel Distribuição, which is the reason why management decided to record a financial provision for the legal claims, for the original value of the debts monetary adjusted to December 31, 2013, which amounts to R$ 89,025. Of this amount, R$ 24,250 has been recorded to suppliers.
The judge of the 3rd Public Finance Court ruled the amount of R$ 22,162 is outstanding, and released the amounts of R$ 12,790 and R$ 9,372 to the enforcement creditors on 04.12.2012, via a bank guarantee. The matter is still under consideration and has been subject to an appeal.
b) Civil and administrative claims
Tradener Ltda.
Lawsuits involving Tradener Ltda, where it is reported that it signed a contract for sale of power, with Copel on December 1, 1998 in which the plaintiff undertook to “sell” under the best conditions to Copel, all the surplus of purchase and all the surplus of assured power with the effective prices, quantities and conditions to be stipulated in the agreements for purchase and sale of electric power.
Aiming at a declaration of nullity of this contract the following lawsuits were filed:
- Popular Action (case record 37879/0000 of the 1stCourt of the Public Treasury of Curitiba)
- Popular Action (case record 720/2001 of the 1st Court of the Public Treasury of Curitiba)
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
- Public Civil Action (case record 421/2003 of the 2nd Court of the Public Treasury of Curitiba)
- Nullifying Declaratory Action (case record 1583/2005 of the 1st Court of the Public Treasury of Curitiba)
- Nullifying Declaratory and Condemnatory Action (case record 0000659-69.2006.8.16.0004 of the 2nd Court of the Public Treasury of Curitiba)
In the above lawsuits values were not discussed, only the validity or otherwise of the contract of sale entered into between Tradener and Copel and of the contracts for sale of electricity in which Tradener figured as broker. The possibility of annulment of the contracts is remote considering decisions already handed down in some of the processes above.
In light of an injunction issued in case record 421/2003 of the Public Civil Action, the execution of the contract was suspended, however, recently there was the revocation of the injunction.
Accordingly, Tradener filed the following lawsuits for collection, aiming at receiving its commissions:
- case record 0005990-22.2012.8.16.0004 - 1st Court of the Treasury of Curitiba - the lawsuit was brought to collect the commissions owed by Copel to Tradener because of the intermediation by the latter in the agreements for sales of power entered into by Copel with the company - Centrais Elétricas de Santa Catarina (Celesc). In this lawsuit, after the financial and commercial checking of the values, only the principal amount of R$ 43,133 was considered likely as the charging of monetary restatement in the amount of R$ 19,918 is being challenged, considering that the execution of the contract was suspended by an injunction and therefore this adjustment would not be charged, and it is classified as possible.
- case record 05550-26.2012.8.16.0004 - 4th Court of the Treasury of Curitiba - the lawsuit was brought to collect the commissions owed-by Copel to Tradener because of the intermediation by the latter in the agreements for sale of power entered into by Copel with the companies - Carbocloro S.A. Indústrias Químicas, Companhia Luz e Força Santa Cruz, Elektro Eletricidade e Serviços S.A., Opp Polietilenos S.A, and Enron Comercializadora de Energia Ltda. In this lawsuit, after the financial and commercial checking of the values, only the principal amount of R$ 21,687 was considered likely as the charging of monetary restatement in the amount of R$ 16,507 is being challenged, considering that the execution of the contract was suspended by an injunction and therefore this adjustment would not be charged, and it is classified as possible.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
c) Easements, condemnation and real estate
Ivaí Engenharia de Obras S.A.
In a lawsuit filed before the 1st Fiscal Court of Curitiba, Ivaí Engenharia de Obras S.A. won the right to receive credits from Copel Geração e Transmissão in connection with the execution of contract D-01, which comprised the Jordão River diversion works. These credits were a compensation for a supposed economic and financial imbalance in the contract. Based on this ruling, Ivaí filed a separate collection lawsuit before the 4th Fiscal Court of Curitiba and obtained a ruling ordering Copel to pay the amount of R$ 180,917, as of October 31, 2005, plus restatement by the average between the INPC and IGP-DI inflation indicators, delinquent interest of 1% a month, and 3.2% as legal fees.
The appeal claim, currently in progress in the Superior Court of Justice (Superior Tribunal de Justiça or STJ), covers the absence of economic and financial imbalance in the contract, as well as the nullity of the calculation performed by the judicial expert, who used wrong parameters to obtain the value of condemnation, causing interest rates to be applied in duplicity (Selic rate + interest rate). Although the Justice Court has dismissed the duplicity in the incidence of interest from the elaboration of the expert report, it did not examine the appeal reasoning that showed that the calculation contained within the expert report was wrong.
In June 2013 the writ of certiorari number 1,096,906 was granted and Judge Castro Meira, followed by Judges Humberto Martins and Mauro Campbell Marques reviewed the prior decision against Copel and refused to change it, while Judge Herman Benjamin, defeated, considered Copel's appeal to be groundful.
The decision was published on September 27, 2013. Copel filed a motion for clarification of judgment, highlighting that the defeated vote given by Judge Herman Benjamin should prevail, in addition to pointing that the accumulated SELIC (Central Bank overnight rate) was not addressed and debated by the Judging Panel and the appeal is awaiting judgment by the reporting judge, Judge Og Fernandes.
Until the conclusion of judgment and in view of the unfavourable vote and of the analysis of previous decisions ruled by the other Ministers that participated in the trial, the Company’s senior management, proceeded to a detailed review of the process course over the last months of 2011 and decided to remeasure the value to be provisioned, from R$ 125,000, which represented the original value of the debt in question, adjusted with legal interest and restated by inflation indexes, to R$ 312,816, once considered the form of adjustment of the debt, which is still under discussion, only dismissing the incidence of interest in the expert’s calculation, and maintaining the charge of Selic rate, and, from that point, restating the value based on the parameters fixed on the judgment by the Justice Court of the State of Paraná – TJPR (interest + monetary restatement). Thus, the value provisioned reflects the expectation of the Company in the event of an unfavorable closure to this claim.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The accumulation of interest, in this case, Selic interest rate plus interest on arrears is a situation rejected by the Judiciary Power, and it was already denied by the Supreme Justice Court (STJ) in numerous precedents. For this reason, it is also an appropriate approach to consider as a possible risk the loss of the difference in the value deemed as probable and the eventual total value of the condemnation, which is R$ 259,534, as of December 31, 2013. In such case, the Company considers that the likelihood of a favorable outcome is higher than 50% given the prior decisions rendered by the Superior Court of Justice (STJ) about the issue and the fact that the Court of Justice of the State of Parana and the STJ neither addressed the issue nor expressly dismissed Copel's request for the non-cumulative levy of the tax. This ensures that, when the issue is thoroughly analyzed, the understanding consolidated by the Superior Court of Justice will prevail.
The publication of the decision on the special appell review by the Superior Court of Justice showed that the thesis about the improper accrual of interest has not been properly addressed by the plenary body, to the extent that it only refers to the illegal accrual of interest as from the preparation of the expert report. Accordingly, the Company expects that the issue is directly addressed, thoroughly analyzed and corrected when the motion for clarification of judgment is judged and that the accrual as from the issue of the expert report is ruled out.
Provisional enforcement was filed by Ivaí, so Copel filed a preliminary injunction before the STJ which was awarded by Judge Castro Meira, thereby staying said enforcement. After the Special Appeal had been heard for the collection proceedings, Ivaí requested the injunction be overturned, which was contested by Copel, meaning the stay would remain until final judgment of the subsequent appeals. The STJ ruled the case had lost its grounds, meaning Copel filed a special appeal, which was rejected. Copel's motion for clarification is now pending judgment. vaí has resumed the demand for temporary court enforcement of the debt, Copel challenged Ivaí's claims and according to a decision published on February 28, 2014, the judge found the challenge to have no grounds and established a period of 30 days for the defendant to deposit the full execution amount of R$ 538,209, in other words, by March 28, 2014.
The unfavorable decision in the Special Appeal in the Cancelation Claim, overseen by Judge Arnaldo Esteves Lima, in which Copel is seeking the recognition of the debt due to the lack of its right to claim differences as a result of the performance of full settlement and transaction agreements, and a decision against which the Company has filed two motions for clarification, which were partially accepted, and filed an extraordinary appeal before the Federal Supreme Court, the analysis of which was denied, meaning a special appeal was subsequently filed, which is still pending judgment.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
28.1.5 Environmental claims
Environmental claims involving Copel and its subsidiaries usually comprise class entity suits whose goal is to stop the environmental licensing process for new projects or the recovery of permanentprotection areas around electricity plant reservoirs which have been illegally used by individuals. Copel estimates that unfavourable outcomes would result only in the cost of new environmental studies and of the recovery of Company-owned land.
28.1.6 Regulatory claims
The Company is disputing, both administratively and judicially, notifications issued by the regulatory agency in connection with supposed regulatory violations, including the charge of R$ 40,425 in lawsuits involving Companhia Estadual de Energia Elétrica - CEEE and Dona Francisca Energética S.A., in which ANEEL Ruling no. 288/2002 is being disputed. The probable success in these lawsuits will result in changes in CCEE (Spot Market) accounting, which would require the recording of a provision for these amounts, since Copel would be required to pay off the amounts due.
28.2 Main lawsuits with losses deemed as possible
| | |
| 12.31.2013 | 12.31.2012 |
Tax (28.2.1) | 1,384,115 | 1,227,536 |
Labor | 342,887 | 257,382 |
Employee benefits | 97,979 | 41,390 |
Civil (28.2.2) | 1,006,786 | 810,764 |
Regulatory | 56,193 | 19,200 |
| 2,887,960 | 2,356,272 |
| | |
Detailing the main claims
28.2.1 Tax claims
· Administrative Proceeding 11453.720001/2011-23 deriving from the Tax for Social Security Financing (Cofins) Cancelation Action 2000.04.01.100266.9, refers to Cofins interest and finefor the period 95/96, and, owing to strong arguments presented for the defense of these charges, its classification has been assessed as possible. This debt's principal, however, was assessed as probable and is the subject matter of discussion in the Tax Foreclosure 5015930-53.2010.404.7000 filed by the Union, in progress at the 2nd. Federal Circuit Court, appealed by Copel (case records of appeal lodged against Foreclosure 5022933-59.2012.404.7000). Administrative Proceeding 10980720458/2011-15, also arising from 2000.04.01.100266.9 regarding Cofins, in the total amount of R$ 738,826, as of December 31, 2013. Additional information on this action has been described in Item 28.1.1;
· Fiscal requirements according to Fiscal Notification of Debt Record – NFLD no. 35.273.870-7, with approximate value of R$ 181,014 on December 31, 2013, authored by the National Institute of Social Security – INSS, against Copel, and related to the fiscal execution of social contribution; and
F-87
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
· Fiscal requirements according to NFLD no. 35.273.876-6, with approximate value of R$76,162 on December 31, 2013, authored by the INSS, against Copel, and related to the fiscal execution of social contribution levied upon labor transfer.
28.2.2 Civil claim
· Civil claim related to the indemnification lawsuit no. 166-53.2011.8.16.0122, authored by Mineradora Tibagiana Ltda, and whose defendant is the Consórcio Energético Cruzeiro do Sul – CECS, which Copel Geração e Transmissão detains 51%. The author claims being the owner of a mining decree issued by the National Department of Mineral Production – DNPM, and defends that with the mining decree, it is the legitimate holder of ownership and control of the area around Tibagi River. The indemnification claimed refers to alleged losses in the Company’s mining operations due to the construction work of the Mauá Hydroelectric Power Plant. In the course of the proceeding Mineradora Tibagiana partially withdrew its initial petition, which led to a new initial indemnification amount of R$ 260,197, restated on December 31, 2013 and classified as possible. The case is now pending an opening order.
· Ivaí Engenharia de Obras S.A – Lawsuit which consists on the claim for compensation for an alleged imbalance in the financial economical equation in the contract signed with Copel. The Company’s senior management classified as a risk of possible loss for this lawsuit the value of R$259,534on December 31, 2013. Additional information of this process is described in Note no. 28.1.4-c.
· Filing of 5 individual claims as a result of the 5 franchise contracts for Copel branches/stores, with the main petition claiming an extension of the term of the contract and secondary petition to recognize the existence of a subconcession, with transfer of the services provided and full pass-through of the fees, amongst other amounts. In the case filed regarding the franchise of the Faxinal branch, the judge of the 4th Federal Court of Curitiba deemed the secondary petition to have grounds. Copel appealed against the award of the Federal Regional Court ofRegion 4 - TRF4, which was ruled in favor of the Company in full on July 25, 2012. The plaintiff filed a special and extraordinary appeal, which was entertained by TRF4. Company Management rated the amount of R$ 6,500 as a possible risk (corresponding to O&M and restated commercial charges). This plaintiff also filed a complaint before the STF, the entertainment of which was denied by Judge Marco Aurélio de Mello. The plaintiff filed a special appeal against the decision, which was denied, and then filed a motion for clarification, which is pending judgment.
In the case filed regarding the franchise of the São José dos Pinhais, branch, the judge of the 4th Federal Court of Curitiba deemed the secondary petition to have grounds. Copel filed a motion for clarification, which is pending judgment. Company management rated the case as a possible risk of defeat, amounting to R$ 21,175 (corresponding to O&M and restated commercial charges).
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
29 Equity
29.1 Equity attributable to Parent Company
29.1.1 Capital
As of December 31, 2013 (and December 31, 2012), Copel’s paid-in share capital was R$ 6,910,000. The different classes of shares (with no par value) and main shareholders are detailed below:
| | | | | | | | |
| | | | | | | Number of shares in units |
Shareholders | Common | Classe A Preferred | Classe B Preferred | Total |
| in share | % | in share | % | in share | % | in share | % |
State of Paraná | 85,028,598 | 58.63 | - | - | 13,639 | 0.01 | 85,042,237 | 31.08 |
BNDESPAR | 38,298,775 | 26.41 | - | - | 27,282,006 | 21.27 | 65,580,781 | 23.96 |
Eletrobras | 1,530,774 | 1.06 | - | - | - | - | 1,530,774 | 0.56 |
Free Float: | | | | | | | | |
BM&FBOVESPA (a) | 19,785,122 | 13.64 | 129,427 | 33.91 | 66,922,146 | 52.18 | 86,836,695 | 31.73 |
NYSE (b) | 92,021 | 0.06 | - | - | 33,923,506 | 26.45 | 34,015,527 | 12.43 |
Latibex (c) | - | - | - | - | 58,984 | 0.05 | 58,984 | 0.02 |
Municipalities | 178,393 | 0.12 | 9,326 | 2.44 | 3,471 | - | 191,190 | 0.07 |
Other shareholders | 117,397 | 0.08 | 242,949 | 63.65 | 38,841 | 0.04 | 399,187 | 0.15 |
| 145,031,080 | 100.00 | 381,702 | 100.00 | 128,242,593 | 100.00 | 273,655,375 | 100.00 |
(a) São Paulo Stock, Commodities, and Futures Exchange (b) New York Stock Exchange (c) Latin American Exchange in Euros, related to the Madrid Exchange |
|
|
| | | | | | | | |
The market value of Company stock as of December 31, 2013, is shown below:
| | |
| Number of shares in units | Market Value |
Common shares | 145,031,080 | 3,234,148 |
Class "A" preferred shares | 381,702 | 11,451 |
Class "B" preferred shares | 128,242,593 | 3,923,793 |
| 273,655,375 | 7,169,392 |
| | |
F-89
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
29.1.2 Equity Valuation Adjustments
Changes in the equity valuation adjustments
| Equity Valuation Adjustments | Accumulated Other Comprehensive Income | Total |
Balance as of January 1, 2011 - Restated | 1,546,053 | 13,463 | 1,559,516 |
Adjustment related to financial assets classified as available for sale: | | | |
Financial investments | - | 2,962 | 2,962 |
Taxes on gains on financial assets | - | (1,007) | (1,007) |
Accounts receivable related to the concession - Copel Distribuição | - | (7,282) | (7,282) |
Taxes on gains on financial assets | - | 2,476 | 2,476 |
Financial investments Held for Sale | - | 5,647 | 5,647 |
Taxes on gains on financial assets | - | (1,920) | (1,920) |
Adjustments for actuarial liabilities | | | |
Post-employment benefits | - | 13,585 | 13,585 |
Taxes on making adjustments | - | (4,620) | (4,620) |
Realization of equity evaluation adjustments: | | | |
Deemed cost of fixed asstes | (156,532) | - | (156,532) |
Taxes on making adjustments | 53,221 | - | 53,221 |
Balance as of December 31, 2011 - Restated | 1,442,742 | 23,304 | 1,466,046 |
Adjustment related to financial assets classified as available for sale: | | | |
Financial investments | - | 2,261 | 2,261 |
Taxes on gains on financial assets | - | (768) | (768) |
Accounts receivable related to the concession - Copel Distribuição | - | (13,116) | (13,116) |
Taxes on gains on financial assets | - | 4,459 | 4,459 |
Financial investments Held for Sale | - | 406 | 406 |
Taxes on gains on financial assets | - | (139) | (139) |
Other Gains: | | | |
Other gains - credit from parent company | - | 3,164 | 3,164 |
Taxes on gains on financial assets | - | (1,076) | (1,076) |
Adjustments for actuarial liabilities | | | |
Post-employment benefits | - | (207,947) | (207,947) |
Taxes on making adjustments | - | 63,374 | 63,374 |
Realization of equity evaluation adjustments: | | | |
Deemed cost of fixed asstes | (154,006) | - | (154,006) |
Taxes on making adjustments | 52,362 | - | 52,362 |
Attributable to non-controlling interest | - | (626) | (626) |
Balance as of December 31, 2012 - Restated | 1,341,098 | (126,704) | 1,214,394 |
Adjustment related to financial assets classified as available for sale: | | | |
Financial investments | - | (6,929) | (6,929) |
Taxes on gains on financial assets | - | 2,356 | 2,356 |
Financial investments Held for Sale | - | (306) | (306) |
Taxes on gains on financial assets | - | 104 | 104 |
Adjustments for actuarial liabilities | | | |
Post-employment benefits | - | (216,967) | (216,967) |
Taxes on making adjustments | - | 73,769 | 73,769 |
Post-employment benefits | - | 18,881 | 18,881 |
Realization of equity evaluation adjustments: | | | |
Deemed cost of fixed asstes | (154,763) | - | (154,763) |
Taxes on making adjustments | 52,620 | - | 52,620 |
Balance as of December 31, 2013 | 1,238,955 | (255,796) | 983,159 |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
29.1.3 Proposed dividends distribution
| | |
| 12.31.2013 | 12.31.2012 |
Calculation of the minimum dividend (25%) - (1) | | |
Net income | 1,072,560 | 700,688 |
Legal reserves (5%) | (53,628) | (35,034) |
Realization of equity valuation adjustment | 102,143 | 101,644 |
Basis for calculating minimum dividend | 1,121,075 | 767,298 |
| 280,269 | 191,824 |
| | |
Total proposed distribution - (2) (3+5) | 560,537 | 268,554 |
| | |
Proposed dividends, gross - (3) | 180,000 | 138,072 |
IRRF tax interest on equity | (16,107) | (12,256) |
Proposed dividends, net - (4) | 163,893 | 125,816 |
| | |
Proposed dividends - (5) | 380,537 | 130,482 |
| | |
Total proposed distribution, net - (6) (4+5) | 544,430 | 256,298 |
| | |
Additional proposed dividends (7) (6-1) | 264,161 | 64,474 |
| | |
Anticipated payments proposed at 119th GSM - (8) | 308,932 | - |
Interest on own capital, net | 163,893 | - |
Dividends | 145,039 | - |
| | |
Advanced payment exceeding minimum dividend - (9) (8-1) | 28,663 | - |
| | |
Additional proposed dividends adjusted (10) (7-9) | 235,498 | - |
| | |
Gross dividend per share: | | |
Common shares | 1.95572 | 0.93527 |
Class "A" preferred shares | 2.52507 | 2.52507 |
Class "B" preferred shares | 2.15165 | 1.02889 |
| | |
Gross amount of dividends per share classes: | | |
Common shares | 283,640 | 135,643 |
Class "A" preferred shares | 964 | 964 |
Class "B" preferred shares | 275,933 | 131,947 |
| | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
29.1.4 Basic and diluted earnings per share
| | | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Basic and diluted numerator | | | |
Basic and diluted net income per share category, attributable | | | |
to parent company | | | |
Common shares | 542,819 | 354,383 | 585,809 |
Class "A" preferred shares | 1,714 | 1,600 | 2,064 |
Class "B" preferred shares | 528,027 | 344,705 | 569,817 |
| 1,072,560 | 700,688 | 1,157,690 |
Basic and diluted denominator | | | |
Weighted average number of shares (in thousands) | | | |
Common shares | 145,031,080 | 145,031,080 | 145,031,080 |
Class "A" preferred shares | 381,737 | 383,303 | 387,134 |
Class "B" preferred shares | 128,242,558 | 128,240,992 | 128,237,161 |
| 273,655,375 | 273,655,375 | 273,655,375 |
Basic and diluted earning per share attributable to | | | |
Parent Company | | | |
Common shares | 3.74278 | 2.44350 | 4.03920 |
Class "A" preferred shares | 4.49001 | 4.17424 | 5.33150 |
Class "B" preferred shares | 4.11741 | 2.68795 | 4.44350 |
| | | |
29.2 Change in equity attributable to non-controlling interest
| | | | |
Percentage of share capital | Compagas: 49% | Elejor: 30% | UEG Araucária: 20% | Consolidated |
Balance as of January 1, 2011 | 95,393 | 41,464 | 128,846 | 265,703 |
Refund of advance for future capital increase | - | (30,813) | - | (30,813) |
Proposed dividends | (10,109) | (1,111) | - | (11,220) |
Results for the year | 15,891 | 4,675 | (1,402) | 19,164 |
Balance as of December 31, 2011 | 101,175 | 14,215 | 127,444 | 242,834 |
Proposed dividends | (2,415) | (2,371) | - | (4,786) |
Equity Valuation Adjustment | - | 626 | - | 626 |
Results for the year | 10,170 | 9,989 | 5,673 | 25,832 |
Balance as of December 31, 2012 | 108,930 | 22,459 | 133,117 | 264,506 |
Proposed dividends | (2,531) | (13,437) | - | (15,968) |
Results for the year | 9,058 | 12,584 | 7,233 | 28,875 |
Balance as of December 31, 2013 | 115,457 | 21,606 | 140,350 | 277,413 |
| | | | |
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
30 Operating Revenues
| | | | | | |
| Gross | PIS/Pasep | | Regulatory | Service tax | Net revenues |
| revenues | & Cofins taxes | ICMS (VAT) | charges (30.5) | (ISSQN ) | 12.31.2013 |
Electricity sales to final customers (30.1) | 5,111,048 | (447,215) | (1,279,446) | (39,738) | - | 3,344,649 |
Electricity sales to distributors (30.2) | 2,188,092 | (188,282) | - | (67,548) | - | 1,932,262 |
Use of the main transmission grid (30.3) | 3,296,753 | (309,979) | (830,890) | (126,908) | - | 2,028,976 |
Construction revenues | 1,076,141 | - | - | - | - | 1,076,141 |
Revenues from telecommunications | 183,695 | (9,430) | (32,548) | - | (402) | 141,315 |
Distribution of piped gas | 467,750 | (42,993) | (56,137) | - | - | 368,620 |
Other operating revenues (30.4) | 345,680 | (55,715) | - | - | (1,714) | 288,251 |
12,669,159 | (1,053,614) | (2,199,021) | (234,194) | (2,116) | 9,180,214 |
| | | | | | |
| | | | | | |
| Gross | PIS/Pasep | | Regulatory | Service tax | Net revenues |
| revenues | & Cofins taxes | ICMS (VAT) | charges (30.5) | (ISSQN ) | 12.31.2012 |
| | | | | | Restated |
Electricity sales to final customers (30.1) | 4,226,962 | (391,587) | (1,170,153) | (39,713) | - | 2,625,509 |
Electricity sales to distributors (30.2) | 1,865,708 | (178,943) | (195) | (63,063) | - | 1,623,507 |
Charges for the use of the main transmission grid (30.3) | 5,177,834 | (467,475) | (1,205,203) | (674,523) | - | 2,830,633 |
Construction revenues | 749,763 | - | - | - | - | 749,763 |
Revenues from telecommunications | 163,961 | (8,701) | (29,244) | - | (451) | 125,565 |
Distribution of piped gas | 413,012 | (37,969) | (50,031) | - | - | 325,012 |
Other operating revenues (30.4) | 240,863 | (26,140) | - | - | (1,460) | 213,263 |
12,838,103 | (1,110,815) | (2,454,826) | (777,299) | (1,911) | 8,493,252 |
| | | | | | |
| | | | | | |
| Gross | PIS/Pasep | | Regulatory | Service tax | Net revenues |
| revenues | & Cofins taxes | ICMS (VAT) | charges (30.5) | (ISSQN ) | 12.31.2011 |
| | | | | | |
Electricity sales to final customers (30.1) | 3,673,054 | (340,261) | (972,849) | (29,116) | - | 2,330,828 |
Electricity sales to distributors (30.2) | 1,659,996 | (158,771) | (399) | (60,995) | - | 1,439,831 |
Charges for the use of the main transmission grid (30.3) | 5,201,169 | (472,181) | (1,278,736) | (687,884) | - | 2,762,368 |
Construction revenues | 741,726 | - | - | - | - | 741,726 |
Revenues from telecommunications | 152,117 | (9,144) | (25,285) | - | (562) | 117,126 |
Distribution of piped gas | 349,801 | (31,934) | (43,926) | - | (8) | 273,933 |
Other operating revenues (30.4) | 133,473 | (12,858) | (1) | (9,213) | (1,048) | 110,353 |
11,911,336 | (1,025,149) | (2,321,196) | (787,208) | (1,618) | 7,776,165 |
| | | | | | |
| | | | | | |
30.1 Electricity sales to final customers by category
| | | | | | |
| Gross income | | | Net income |
| 12.31.2013 | 12.31.2012 | 12.31.2011 | 12.31.2013 | 12.31.2012 | 12.31.2011 |
Residential | 1,605,604 | 1,302,177 | 1,223,657 | 1,074,119 | 782,292 | 771,674 |
Industrial | 1,956,127 | 1,493,166 | 1,224,103 | 1,263,068 | 926,562 | 757,293 |
Commercial, services and other activities | 1,022,977 | 950,689 | 807,489 | 626,881 | 573,831 | 498,948 |
Rural | 194,085 | 177,083 | 158,644 | 165,078 | 148,869 | 134,124 |
Public agencies | 118,263 | 114,038 | 104,218 | 83,811 | 79,149 | 73,870 |
Public lighting | 97,565 | 92,450 | 77,049 | 60,070 | 56,242 | 47,062 |
Public services | 116,427 | 97,359 | 77,894 | 71,622 | 58,564 | 47,857 |
| 5,111,048 | 4,226,962 | 3,673,054 | 3,344,649 | 2,625,509 | 2,330,828 |
F-93
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
30.2 Electricity sales to distributors
| | | | | |
| | | | | Gross income |
| | | 12.31.2013 | 12.31.2012 | 12.31.2011 |
Agreements for Power Trade on the Regulated Market - CCEAR (auction) | 775,924 | 1,335,263 | 1,280,176 |
Bilateral contracts | | | 863,244 | 295,049 | 237,279 |
Electric Energy Trading Chamber - CCEE | | | 548,073 | 235,396 | 142,541 |
Sale of electric power in the short-term | | | 851 | - | - |
| | | 2,188,092 | 1,865,708 | 1,659,996 |
| | | | | |
30.3 Use of the main transmission grid
| | | | | | |
| | | Gross income | | | Net income |
| 12.31.2013 | 12.31.2012 | 12.31.2011 | 12.31.2013 | 12.31.2012 | 12.31.2011 |
| | Restated | Restated | | Restated | Restated |
Residential | 1,232,186 | 1,657,936 | 1,606,837 | 720,321 | 830,282 | 785,887 |
Industrial | 632,508 | 1,222,544 | 1,413,901 | 357,094 | 576,406 | 670,214 |
Commercial, services and other activities | 755,869 | 1,104,355 | 1,106,635 | 445,273 | 564,262 | 541,595 |
Rural | 167,640 | 230,829 | 217,114 | 136,798 | 165,591 | 154,700 |
Public agencies | 99,147 | 143,238 | 142,898 | 66,815 | 83,875 | 82,594 |
Public lighting | 87,666 | 110,562 | 110,302 | 51,198 | 53,448 | 53,118 |
Public services | 58,574 | 102,408 | 106,806 | 34,025 | 50,700 | 51,809 |
Free customers | 140,135 | 204,768 | 197,789 | 121,705 | 156,469 | 150,725 |
Basic Network, BN connections, and connection grid | 1,109 | 2,520 | 2,367 | 963 | 1,925 | 1,804 |
Operation and maintenance (O&M) revenues | 90,385 | 52,048 | 44,584 | 68,029 | 46,693 | 40,584 |
Effective interest revenues | 31,534 | 346,626 | 251,936 | 26,755 | 300,982 | 229,338 |
| 3,296,753 | 5,177,834 | 5,201,169 | 2,028,976 | 2,830,633 | 2,762,368 |
| | | | | | |
30.4 Other operating revenues
| | | | | |
| | | | | Gross income |
| | | 12.31.2013 | 12.31.2012 | 12.31.2011 |
Leases and rentals (Note 30.4.1) | | | 180,128 | 162,989 | 88,909 |
Reimbursement for unavailability of electricity generation | | | 77,527 | 12,068 | - |
Revenues from services | | | 63,209 | 53,085 | 37,975 |
Charged service | | | 9,082 | 8,214 | 5,306 |
Other revenues | | | 15,734 | 4,507 | 1,283 |
| | | 345,680 | 240,863 | 133,473 |
30.4.1 Revenue from leases and rentals
| | | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Araucária Thermal Power Plant | 101,628 | 95,253 | 32,804 |
Equipment and facilities | 77,241 | 66,177 | 54,442 |
Real estate | 603 | 714 | 862 |
Facilities sharing | 656 | 845 | 801 |
| 180,128 | 162,989 | 88,909 |
| | | |
The Company has not identified any operating lease receivables which are non cancellable.
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
30.5 Regulatory Charges
| | | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Energy Development Account (CDE) | 79,994 | 282,683 | 249,799 |
Research and Development and Energy Efficiency Programs - R&D and EEP | 79,342 | 74,319 | 68,048 |
Global Reversal Reserve (RGR) | 57,050 | 114,949 | 107,105 |
Fuel Consumptuon Account (CCC) | 17,808 | 289,686 | 348,374 |
Other charges | - | 15,662 | 13,882 |
| 234,194 | 777,299 | 787,208 |
| | | |
31 Operating Costs and Expenses
| | | | | |
| Costs of | | General and | Other | |
Nature of costs and expenses | goods and/or | Sales | administrative | rev. (exp.), | |
| services | expenses | expenses | net | 12.31.2013 |
Electricity purchased for resale (31.1) | (3,336,359) | - | - | - | (3,336,359) |
Charge for the use of main distribution and transmission grid (31.2) | (407,317) | - | - | - | (407,317) |
Personnel and management (31.3) | (844,491) | (9,879) | (241,977) | - | (1,096,347) |
Pension and healthcare plans (Note 23) | (136,907) | (1,113) | (38,176) | - | (176,196) |
Materials and supplies | (62,380) | (935) | (7,163) | - | (70,478) |
Materials and supplies for power | (27,187) | - | - | - | (27,187) |
Natural gas and supplies for the gas business | (295,671) | - | - | - | (295,671) |
Third-party services (31.4) | (293,505) | (41,276) | (88,678) | - | (423,459) |
Depreciation and amortization | (551,301) | (44) | (51,103) | (755) | (603,203) |
Accruals and provisions (31.5) | - | (47,457) | - | (152,098) | (199,555) |
Construction cost (31.6) | (1,088,275) | - | - | - | (1,088,275) |
Other costs and expenses (31.7) | 5,395 | 5,089 | (103,007) | (251,057) | (343,580) |
| (7,037,998) | (95,615) | (530,104) | (403,910) | (8,067,627) |
| | | | | |
| | | | | |
| Costs of | | General and | Other | |
Nature of costs and expenses | goods and/or | Sales | administrative | rev. (exp.), | Restated |
| services | expenses | expenses | net | 12.31.2012 |
Electricity purchased for resale (31.1) | (2,807,735) | - | - | - | (2,807,735) |
Use of main distribution and transmission grid (31.2) | (772,361) | - | - | - | (772,361) |
Personnel and management (31.3) | (944,913) | (8,910) | (291,828) | - | (1,245,651) |
Pension and healthcare plans (Note 23) | (141,368) | (996) | (40,514) | - | (182,878) |
Materials and supplies | (60,798) | (716) | (8,273) | - | (69,787) |
Materials and supplies for power | (25,511) | - | - | - | (25,511) |
Natural gas and supplies for the gas business | (247,770) | - | - | - | (247,770) |
Third-party services (31.4) | (291,048) | (38,614) | (79,216) | - | (408,878) |
Depreciation and amortization | (508,887) | (42) | (40,172) | (754) | (549,855) |
Accruals and provisions (31.5) | - | (22,826) | - | (195,970) | (218,796) |
Construction cost (31.6) | (733,577) | - | - | - | (733,577) |
Other costs and expenses (31.7) | (6,668) | 6,445 | (81,910) | (155,827) | (237,960) |
| (6,540,636) | (65,659) | (541,913) | (352,551) | (7,500,759) |
| | | | | |
F-95
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | |
| Costs of | | General and | Other | |
Nature of costs and expenses | goods and/or | Sales | administrative | rev. (exp.), | Restated |
| services | expenses | expenses | net | 12.31.2011 |
Electricity purchased for resale (31.1) | (2,152,545) | - | - | - | (2,152,545) |
Use of main distribution and transmission grid (31.2) | (632,518) | - | - | - | (632,518) |
Personnel and management (31.3) | (753,022) | (7,747) | (221,858) | - | (982,627) |
Pension and healthcare plans (Note 23) | (117,460) | (804) | (32,581) | - | (150,845) |
Materials and supplies | (76,213) | (594) | (8,802) | - | (85,609) |
Materials and supplies for power | (25,031) | - | - | - | (25,031) |
Natural gas and supplies for the gas business | (186,931) | - | - | - | (186,931) |
Third-party services (31.4) | (267,603) | (32,882) | (90,198) | - | (390,683) |
Depreciation and amortization | (519,536) | (41) | (32,104) | (754) | (552,435) |
Accruals and provisions (31.5) | - | (75,556) | - | (214,099) | (289,655) |
Construction cost (31.6) | (731,443) | - | - | - | (731,443) |
Other costs and expenses (31.7) | 5,287 | 3,860 | (74,832) | (224,857) | (290,542) |
| (5,457,015) | (113,764) | (460,375) | (439,710) | (6,470,864) |
| | | | | |
31.1 Electricity purchased for resale
| | | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Contracts for the Sale of Energy in the Regulated Environment - CCEAR | 2,305,809 | 1,927,903 | 1,585,932 |
Electric Energy Trading Chamber - CCEE | 663,936 | 312,125 | 43,947 |
(-) Transfer CDE - CCEE -Decree 7,945 / 2013 | (294,085) | - | - |
Itaipu Binational | 610,404 | 503,335 | 459,649 |
Bilateral contracts | 217,069 | 203,115 | 192,082 |
Program for incentive to alternative energy sources - Proinfa | 166,653 | 143,587 | 102,638 |
(-) PIS/Pasep/Cofins taxes on electricity purchased for resale | (333,427) | (282,330) | (231,703) |
| 3,336,359 | 2,807,735 | 2,152,545 |
| | | |
31.2 Charges for use of the main transmission grid
| | | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
System Service Charges - ESS | 308,864 | 75,485 | 10,988 |
(-) Transfer CDE - ESS - Decree 7,945 / 2013 | (319,624) | - | - |
System usage charges – distribution | 216,683 | 544,597 | 412,383 |
System usage charges – basic network and connection | 177,846 | 145,099 | 221,655 |
Itaipu transportation charges | 51,188 | 45,217 | 42,109 |
Charge reserve energy - EER | 16,672 | 49,228 | 16,456 |
(-) PIS/Pasep/Cofins taxes on charges for use of power grid | (44,312) | (87,265) | (71,073) |
| 407,317 | 772,361 | 632,518 |
| | | |
F-96
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
31.3 Personnel and Management Expenses
| | | |
. | | | |
| | Restated | Restated |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Personnel | | | |
Wages and salaries | 663,636 | 711,470 | 606,847 |
Social charges on payroll | 210,993 | 239,267 | 186,864 |
Provisions for profit sharing (31.3.1) | 80,048 | 29,940 | 48,068 |
Meal assistance and education allowance | 86,916 | 81,593 | 64,905 |
Compensation - Voluntary termination Program/retirement | 37,925 | 168,822 | 64,442 |
| 1,079,518 | 1,231,092 | 971,126 |
Management | | | |
Wages and salaries | 13,044 | 11,385 | 9,538 |
Social charges on payroll | 3,642 | 3,083 | 1,871 |
Other expenses | 143 | 91 | 92 |
| 16,829 | 14,559 | 11,501 |
| 1,096,347 | 1,245,651 | 982,627 |
| | | |
31.3.1 Profit sharing
The Company has carried out an employee profit sharing program, which is paid according to Federal Law – 10,101/2000, the State Decree 1978/2007 and State Law 16,560/2010.
31.3.2 Provision for compensation for voluntary redundancy and retirement
Copel established the program for succession and voluntary layoff (PSDV) on March 29, 2011,by Circular Letter no. 031/2011 and amended Circular Letters 049/2011 and 090/2011, on June 22, 2011 and December 06, 2011, respectively, as well as the program for training potential leaders (MBA) as a way of establishing procedures to ensure the retention of the Company’s knowledge in a planned and structured way, to encourage the preparation of its staff for exercising leadership.
However, given the changes that have occurred in the Brazilian scenario, especially with PM 579/2012, and its developments, which have greatly affected the Company’s finances, Management demanded, among other measures, the extinction of the program for succession and voluntary redundancy (PSDV) by Circular Letter 068/2012, from January 01, 2013 and the publication of a new incentivized layoff program, with different rules, through Circular Letter 065/2013 and 069/2013.
F-97
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
31.4 Third-party services
| | | |
| | Restated | Restated |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Maintenance of electrical system | 106,175 | 104,966 | 90,536 |
Maintenance of facilities | 79,309 | 73,831 | 67,321 |
Communication, processing and transmission of data | 51,534 | 48,921 | 55,274 |
Meter reading and bill delivery | 35,930 | 35,744 | 29,898 |
Authorized and registered agents | 33,801 | 32,201 | 27,108 |
Consulting and audit | 15,972 | 25,805 | 24,026 |
(-) PIS/Pasep/Cofins taxes on services from third-parties | (6,063) | (9,190) | (11,347) |
Other services | 106,801 | 96,600 | 107,867 |
| 423,459 | 408,878 | 390,683 |
| | | |
31.5 Accruals and provisions
| | | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Provisions for doubtful accounts | 47,458 | 22,826 | 75,556 |
. | | | |
Provisions (reversals) for losses on taxes recoverable | 274 | (3,135) | 46,802 |
Provisão para desvalorização de participações societárias | - | - | 398 |
| | | |
Reserve (reversals) for risks | | | |
Tax | (7,337) | 19,939 | (38,689) |
Labor | 52,387 | 45,966 | 2,611 |
Employee benefits | 42,796 | 33,796 | 21,289 |
Civil | 63,454 | 96,499 | 172,326 |
Environmental | 18 | 89 | 62 |
Regulatory | 505 | 2,816 | 9,300 |
| 151,823 | 199,105 | 166,899 |
| 199,555 | 218,796 | 289,655 |
| | | |
31.6 Construction cost
| | | |
| | Restated | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Materials and supplies | 518,504 | 371,593 | 415,098 |
Third-party services | 360,234 | 248,265 | 205,757 |
Personnel and management | 118,641 | 81,942 | 80,825 |
Other | 90,896 | 31,777 | 29,763 |
| 1,088,275 | 733,577 | 731,443 |
| | | |
F-98
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
31.7 Other costs and expenses
| | | |
| | Restated | Restated |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Financial compensation for use of water resources | 131,582 | 94,550 | 125,343 |
Losses in the decommissioning and disposal of assets | 71,864 | 6,147 | 54,285 |
Leases and rents (31.7.1) | 31,095 | 27,285 | 18,377 |
Indemnities | 26,113 | 28,001 | 35,880 |
Advertising | 25,902 | 9,853 | 4,767 |
Taxes | 25,687 | 27,735 | 18,071 |
ANEEL inspection fee | 20,885 | 21,938 | 20,125 |
Sports incentives, Rouanet Law and fund for the rights of children and teenagers - FIA | 9,464 | 12,081 | 15,420 |
Recovery of costs and expenses | (49,389) | (61,902) | (40,175) |
Other costs and expenses, net | 50,377 | 72,272 | 38,449 |
| 343,580 | 237,960 | 290,542 |
| | | |
31.7.1 Costs and expenses of leases and rents
| | | |
| | Restated | Restated |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Real estate | 25,165 | 21,846 | 17,701 |
Photocopiers | 889 | 1,082 | 1,521 |
Others | 6,832 | 5,891 | 719 |
(-) Pis and Cofins tax credits | (1,791) | (1,534) | (1,564) |
| 31,095 | 27,285 | 18,377 |
| | | |
Copel’s estimate for expenses for the next fiscal years is basically the same as 2013, plus contractual monetary restatement rates, and there are no risks in connection with contract rescission.
The Company has not identified any operating lease commitments which are non cancellable.
F-99
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
32 Financial Results
| | | |
| | Restated | Restated |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
Financial income | | | |
Monetary variation of CRC transfer (Note 8) | 159,348 | 188,688 | 148,950 |
Return on financial investments held for trading | 118,499 | 74,553 | 210,162 |
Monetary variation of accounts receivable related to the concession extension | 108,259 | 165,574 | 100,381 |
Penalties on overdue bills | 105,314 | 126,904 | 63,652 |
Monetary variation of accounts receivable related to the concession | 84,572 | - | - |
Return on financial investments held for sale | 38,336 | 37,948 | 15,660 |
Return on financial investments held until maturity | 827 | 1,099 | 2,808 |
Other financial income | 37,208 | 53,555 | 35,814 |
| 652,363 | 648,321 | 577,427 |
(-) Financial expenses | | | |
Debt charges | 233,417 | 133,385 | 141,327 |
Monetary variation of accounts payable related to the concession - use of public property | 68,096 | 74,984 | 71,383 |
PIS/Pasep/Cofins taxes on interest on capital | 26,352 | 22,837 | 43,740 |
Monetary and exchange variations | 15,838 | 13,819 | 17,821 |
Interest on R&D and EEP | 15,225 | 14,745 | 16,967 |
Fair value adjustment in accounts receivable related to the concession | - | 401,104 | - |
Other financial expenses | 13,124 | 14,097 | 59,827 |
| 372,052 | 674,971 | 351,065 |
Net | 280,311 | (26,650) | 226,362 |
| | | |
The costs of loans and financing capitalized during the year of 2013 amounted to R$ 54,936, at an average rate of 9.39% p.y.
33 Operating Segment
33.1 Products and services which generate revenues for the reportable segments
The Company operates in five reportable segments identified by management, through the Chief Executive Office and the chief offices of each business area, taking into consideration the regulatory environments, the strategic business units, and the different products and services. These segments are managed separately, since each business and each company requires different technologies and strategies.
In the periods of 2013 and 2012 all sales were made within Brazilian territory.
We have not identified any customer who individually accounts for more than 10% of total net revenues during the year ended December 31, 2013.
The Company evaluates the performance of each segment based on information derived from accounting records.
The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies and record transactions between segments as transactions with third-parties, i.e., at current market prices.
F-100
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
33.2 The Company’s reporting segments
Power generation and transmission (GeT) - this segment comprises the generation of electric energy from hydraulic, wind, and thermal projects, the transport and transformation of the power generated by the Company, and the construction, operation, and maintenance of all power transmission substations and lines.This segment operates through Copel Geração e Transmissão, Elejor, UEG Araucária, Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus IV, Santa Maria, Santa Helena and Ventos de Santo Uriel;
Power distribution and sales (DIS) - this segment comprises the distribution and sale of electric energy, the operation and maintenance of the distribution infrastructure, and related services. It operates through Copel Distribuição;
Telecommunications (TEL) - this segment comprises telecommunications and general communications services. It operates through Copel Telecomunicações;
Gas - this segment comprises the public service of piped natural gas distribution. It operates through Compagas; and
Holding Company (HOL)- this segment comprises participation in other companies. It operates through Copel, Copel Participações and Copel Renováveis.
F-101
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
33.3 Assets per reporting segment
| | | | | | | | |
ASSETS | | GET | DIS | TEL | GAS | HOL | Eliminations | Consolidated |
12.31.2013 | |
| | | | | | | | |
ASSETS | | 12,422,458 | 7,760,564 | 480,851 | 308,023 | 14,473,384 | (12,333,835) | 23,111,445 |
CURRENT ASSETS | | 2,754,802 | 2,142,654 | 62,466 | 84,017 | 524,778 | (888,433) | 4,680,284 |
Cash and cash equivalents | | 1,438,269 | 247,045 | 10,481 | 34,427 | 11,410 | - | 1,741,632 |
Bonds and securities | | 388,659 | 377 | - | - | 186 | - | 389,222 |
Collaterals and escrow accounts | | - | 1,072 | - | 904 | - | - | 1,976 |
Trade accounts receivable | | 311,191 | 1,005,703 | 27,983 | 37,804 | - | (45,053) | 1,337,628 |
Dividends receivable | | 2,578 | - | - | - | 381,371 | (374,449) | 9,500 |
CRC tranferred to State Government of Paraná | | - | - | - | - | 85,448 | - | 85,448 |
Accounts receivable related to the concession | | 4,396 | - | - | - | - | - | 4,396 |
Accounts receivable related to the concession | | | | | | | | |
extension | | 352,161 | - | - | - | - | - | 352,161 |
Other receivables | | 208,428 | 180,963 | 2,799 | 445 | 3,869 | (614) | 395,890 |
Inventories | | 31,298 | 96,866 | 10,046 | 1,068 | - | - | 139,278 |
Income tax and social contribution | | 3,121 | 77,288 | 6,936 | 3,319 | 42,494 | - | 133,158 |
Other current recoverable taxes | | 11,745 | 48,609 | 3,869 | 5,790 | - | - | 70,013 |
Prepaid expenses | | 2,956 | 16,414 | 352 | 260 | - | - | 19,982 |
Receivable from other related parties | | - | 468,317 | - | - | - | (468,317) | - |
NONCURRENT ASSETS | | 9,667,656 | 5,617,910 | 418,385 | 224,006 | 13,948,606 | (11,445,402) | 18,431,161 |
Long term assets | | 992,246 | 4,352,625 | 37,185 | 14,042 | 1,892,958 | (64,815) | 7,224,241 |
Bonds and securities | | 66,265 | 54,271 | - | - | - | - | 120,536 |
Collaterals and escrow accounts | | - | 45,371 | - | - | - | - | 45,371 |
Trade accounts receivable | | 5,692 | 115,020 | 11,974 | - | - | - | 132,686 |
CRC tranferred to State Government of Paraná | | - | - | - | - | 1,295,106 | - | 1,295,106 |
Judicial deposits | | 42,087 | 356,393 | 4,289 | 341 | 272,115 | - | 675,225 |
Accounts receivable related to the concession | | 408,473 | 3,075,795 | - | - | - | - | 3,484,268 |
Accounts receivable related to the concession | | | | | | | | |
extension | | 365,645 | - | - | - | - | - | 365,645 |
Advances to suppliers | | - | - | - | 13,504 | - | - | 13,504 |
Other noncurrent receivables | | 5,132 | 10,799 | - | - | - | - | 15,931 |
Income tax and social contribution | | 14,975 | 12,967 | - | - | 169,717 | - | 197,659 |
Other noncurrent recoverable taxes | | 54,747 | 64,752 | 4,999 | - | - | - | 124,498 |
Deferred Income tax and social contribution | | 29,028 | 617,257 | 15,923 | - | 91,205 | - | 753,413 |
Prepaid expenses | | 202 | - | - | 197 | - | - | 399 |
Receivable from other related parties | | - | - | - | - | 64,815 | (64,815) | - |
Investments | | 807,190 | 4,012 | - | - | 12,055,619 | (11,678,894) | 1,187,927 |
Property, plant and equipment, net | | 7,617,626 | - | 365,977 | - | 29 | - | 7,983,632 |
Intangible assets | | 250,594 | 1,261,273 | 15,223 | 209,964 | - | 298,307 | 2,035,361 |
| | | | | | | | |
F-102
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | | |
ASSETS | GET | DIS | TEL | GAS | HOL | Eliminations | Consolidated |
12.31.2012 - Restated |
| | | | | | | |
ASSETS | 10,967,453 | 8,846,871 | 427,629 | 289,363 | 13,629,100 | (12,951,513) | 21,208,903 |
CURRENT ASSETS | 1,508,828 | 2,876,268 | 64,848 | 86,793 | 1,218,801 | (1,073,846) | 4,681,692 |
Cash and cash equivalents | 240,710 | 1,126,361 | 26,689 | 35,993 | 29,464 | - | 1,459,217 |
Bonds and securities | 476,488 | 158,837 | - | - | 176 | - | 635,501 |
Collaterals and escrow accounts | 1,429 | 34,293 | - | 1,086 | - | - | 36,808 |
Trade accounts receivable | 283,750 | 1,200,251 | 18,649 | 40,092 | - | (53,569) | 1,489,173 |
Dividends receivable | - | - | - | - | 1,038,664 | (1,020,600) | 18,064 |
CRC tranferred to State Government of Paraná | - | 75,930 | - | - | - | - | 75,930 |
Accounts receivable related to the concession | 5,319 | - | - | - | - | - | 5,319 |
Accounts receivable related to the concession extension | 356,085 | - | - | - | - | - | 356,085 |
Other receivables | 104,786 | 126,686 | 2,437 | 716 | 3 | 323 | 234,951 |
Inventories | 28,299 | 84,995 | 10,645 | 870 | - | - | 124,809 |
Income tax and social contribution | 1,780 | 35,868 | 3,413 | - | 150,483 | - | 191,544 |
Other current recoverable taxes | 7,480 | 31,460 | 2,671 | 7,868 | 11 | - | 49,490 |
Prepaid expenses | 2,702 | 1,587 | 344 | 168 | - | - | 4,801 |
NONCURRENT ASSETS | 9,458,625 | 5,970,603 | 362,781 | 202,570 | 12,410,299 | (11,877,667) | 16,527,211 |
Long term assets | 1,203,345 | 4,660,842 | 22,666 | 18,022 | 1,540,940 | (1,148,498) | 6,297,317 |
Bonds and securities | 92,827 | 35,688 | - | - | - | - | 128,515 |
Collaterals and escrow accounts | - | 43,246 | - | - | - | - | 43,246 |
Trade accounts receivable | - | 26,172 | - | 5,266 | - | (5,267) | 26,171 |
CRC tranferred to State Government of Paraná | - | 1,308,354 | - | - | - | - | 1,308,354 |
Judicial deposits | 24,634 | 276,541 | 1,036 | 302 | 271,858 | - | 574,371 |
Accounts receivable related to the concession | 262,564 | 2,383,262 | - | - | - | - | 2,645,826 |
Accounts receivable related to the concession extension | 717,805 | - | - | - | - | - | 717,805 |
Advances to suppliers | - | - | - | 12,279 | - | - | 12,279 |
Other noncurrent receivables | 6,413 | 4,036 | - | - | - | - | 10,449 |
Income tax and social contribution | 19,995 | - | - | - | - | - | 19,995 |
Other noncurrent recoverable taxes | 50,794 | 60,663 | 8,732 | - | - | - | 120,189 |
Deferred Income tax and social contribution | 28,313 | 522,880 | 12,898 | - | 117,194 | - | 681,285 |
Prepaid expenses | - | - | - | 175 | - | 8,657 | 8,832 |
Receivable from other related parties | - | - | - | - | 1,151,888 | (1,151,888) | - |
Investments | 448,130 | 4,012 | - | - | 10,869,359 | (10,752,512) | 568,989 |
Property, plant and equipment, net | 7,552,612 | - | 319,141 | - | - | - | 7,871,753 |
Intangible assets | 254,538 | 1,305,749 | 20,974 | 184,548 | - | 23,343 | 1,789,152 |
| | | | | | | |
F-103
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
33.4 Liabilities per reporting segment
| | | | | | | |
LIABILITIES | GET | DIS | TEL | GAS | HOL | Eliminations | Consolidated |
12.31.2013 |
| | | | | | | |
TOTAL LIABILITIES | 12,422,458 | 7,760,564 | 480,851 | 308,023 | 14,473,384 | (12,333,835) | 23,111,445 |
CURRENT LIABILITIES | 1,485,556 | 1,545,217 | 56,340 | 66,935 | 1,084,423 | (890,586) | 3,347,885 |
Payroll, social charges and accruals | 59,902 | 155,337 | 14,105 | 5,214 | 5,127 | - | 239,685 |
Payable from other related parties | - | - | - | - | 468,317 | (468,317) | - |
Suppliers | 301,768 | 771,815 | 8,120 | 52,881 | 3,211 | (45,556) | 1,092,239 |
Income tax and social contribution | 297,620 | - | - | - | - | - | 297,620 |
Other taxes | 66,899 | 200,767 | 5,467 | 2,227 | 25,481 | (110) | 300,731 |
Loans and financing | 217,736 | 173,482 | 5,241 | - | 562,801 | (2,154) | 957,106 |
Debentures | 40,490 | 16,972 | - | - | - | - | 57,462 |
Minimum dividends payable | 362,932 | - | 21,585 | 5,598 | 3,047 | (374,449) | 18,713 |
Post-employment benefits | 7,886 | 21,043 | 1,047 | - | 7 | - | 29,983 |
Regulatory charges | 26,920 | 11,074 | - | - | - | - | 37,994 |
Research and Development and Energy Efficiency | 20,116 | 107,744 | - | - | - | - | 127,860 |
Accounts payable related to concession - use of public property | 51,481 | - | - | - | - | - | 51,481 |
Other accounts payable | 31,806 | 86,983 | 775 | 1,015 | 16,432 | - | 137,011 |
NON CURRENT LIABILITIES | 3,299,960 | 2,848,662 | 71,572 | 5,462 | 736,808 | (127,656) | 6,834,808 |
Associated and subsidiary companies | 64,995 | - | - | - | - | (64,995) | - |
Suppliers | 22,187 | 27,934 | - | - | - | - | 50,121 |
Other taxes | 15,153 | 50,354 | 2,855 | - | 40 | - | 68,402 |
Deferred Income tax and social contribution | 418,426 | - | - | 2,075 | - | - | 420,501 |
Loans and financing | 1,303,009 | 635,956 | 33,622 | - | 456,752 | (62,661) | 2,366,678 |
Debentures | 152,066 | 998,417 | - | - | - | - | 1,150,483 |
Post-employment benefits | 292,968 | 608,391 | 31,222 | 2,499 | 2,169 | - | 937,249 |
Research and Development and Energy Efficiency | 55,599 | 99,122 | - | - | - | - | 154,721 |
Accounts payable related to concession - use of public property | 420,293 | - | - | - | - | - | 420,293 |
Other accounts payable | 233 | - | - | - | - | - | 233 |
Provisions for contingences | 555,031 | 428,488 | 3,873 | 888 | 277,847 | - | 1,266,127 |
EQUITY | 7,636,942 | 3,366,685 | 352,939 | 235,626 | 12,652,153 | (11,315,593) | 12,928,752 |
Attributable to controlling interest | 7,636,942 | 3,366,685 | 352,939 | 235,626 | 12,652,153 | (11,593,006) | 12,651,339 |
Capital | 4,317,997 | 2,624,841 | 240,398 | 135,943 | 6,911,678 | (7,320,857) | 6,910,000 |
Equity valuation adjustments | 1,141,672 | (155,096) | (5,795) | - | 983,159 | (980,781) | 983,159 |
Legal reserve | 301,729 | 135,294 | 9,093 | 18,220 | 624,849 | (464,336) | 624,849 |
Profit retention reserve | 1,730,944 | 761,646 | 109,243 | 77,987 | 3,897,833 | (2,683,296) | 3,894,357 |
Unrealized income reserve | - | - | - | 3,476 | - | - | 3,476 |
Additional proposed dividend | 153,180 | - | - | - | 235,498 | (153,180) | 235,498 |
Accumulated income (losses) | (8,580) | - | - | - | (864) | 9,444 | - |
Attributable to non controlling interest | | | | | | 277,413 | 277,413 |
F-104
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | | |
LIABILITIES | GET | DIS | TEL | GAS | HOL | Eliminations | Consolidated |
12.31.2012 - Restated |
| | | | | | | |
TOTAL LIABILITIES | 10,967,453 | 8,846,871 | 427,629 | 289,363 | 13,629,100 | (12,951,513) | 21,208,903 |
CURRENT LIABILITIES | 1,568,371 | 1,970,456 | 53,612 | 60,464 | 257,700 | (1,077,159) | 2,833,444 |
Payroll, social charges and accruals | 110,509 | 243,128 | 25,393 | 4,333 | 645 | - | 384,008 |
Suppliers | 428,046 | 694,903 | 14,481 | 45,873 | 1,616 | (53,137) | 1,131,782 |
Income Tax and Social Contribution Payable | 163,724 | - | - | 3,214 | 3,251 | - | 170,189 |
Other taxes due | 54,763 | 205,330 | 4,492 | 1,934 | 22,072 | (111) | 288,480 |
Loans and financing | 71,654 | 164,788 | 53 | - | 28,106 | (3,311) | 261,290 |
Debentures | - | 12,719 | - | - | - | - | 12,719 |
Minimum compulsory dividend payable | 639,420 | 371,863 | 7,982 | 4,929 | 201,186 | (1,020,600) | 204,780 |
Post employment benefits | 6,908 | 18,004 | 903 | - | 4 | - | 25,819 |
Customer charges due | 7,236 | 49,262 | - | - | - | - | 56,498 |
Research and Development and Energy Efficiency | 16,663 | 142,936 | - | - | - | - | 159,599 |
Accounts payable related to concession - Use of Public Property | 48,477 | - | - | - | - | - | 48,477 |
Other accounts payable | 20,971 | 67,523 | 308 | 181 | 820 | - | 89,803 |
NONCURRENT LIABILITIES | 2,491,247 | 3,341,027 | 45,872 | 6,594 | 1,274,016 | (1,145,187) | 6,013,569 |
Payable from related parties | 232,654 | 851,237 | - | - | - | (1,083,891) | - |
Suppliers | 106,175 | - | - | - | - | (5,267) | 100,908 |
Deferred Income Tax and Social Contribution | 587,597 | - | - | 2,939 | - | - | 590,536 |
Loans and financing | 438,396 | 609,941 | 25,559 | - | 971,721 | (56,029) | 1,989,588 |
Debentures | - | 997,958 | - | - | - | - | 997,958 |
Post employment benefits | 209,295 | 443,784 | 19,344 | 2,807 | - | - | 675,230 |
Research and Development and Energy Efficiency | 43,350 | 61,211 | - | - | - | - | 104,561 |
Accounts payable related to concession - Use of Public Property | 399,080 | - | - | - | - | - | 399,080 |
Provision for contingencies | 474,700 | 376,896 | 969 | 848 | 302,295 | - | 1,155,708 |
EQUITY | 6,907,835 | 3,535,388 | 328,145 | 222,305 | 12,097,384 | (10,729,167) | 12,361,890 |
Capital | 4,248,937 | 2,624,841 | 240,398 | 135,943 | 6,910,000 | (7,250,119) | 6,910,000 |
Equity valuation adjustments | 1,293,027 | (64,902) | 1,139 | - | 1,214,394 | (1,229,264) | 1,214,394 |
Legal reserve | 249,578 | 135,294 | 6,706 | 17,295 | 571,221 | (408,873) | 571,221 |
Profit retention reserve | 1,158,142 | 840,155 | 79,902 | 62,115 | 3,337,295 | (2,147,266) | 3,330,343 |
Unrealized revenue reserve | - | - | - | 6,952 | - | - | 6,952 |
Additional proposed dividend | - | - | - | - | 64,474 | - | 64,474 |
Accumulated income (losses) | (41,849) | - | - | - | - | 41,849 | - |
Attributable to non-controlling interest | | | | | | 264,506 | 264,506 |
F-105
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
33.5 Statement of income per reporting segment
| | | | | | | |
STATEMENT OF INCOME | GET | DIS | TEL | GAS | HOL | Eliminations | Consolidated |
12.31.2013 |
| | | | | | | |
Gross profit | 3,044,399 | 5,961,575 | 187,792 | 423,014 | - | (436,566) | 9,180,214 |
Electricity sales to final customers - third-parties | 460,845 | 2,883,804 | - | - | - | - | 3,344,649 |
Electricity sales to final customers - between segments | - | 2,193 | - | - | - | (2,193) | - |
Electricity sales to distributors - third-parties | 1,832,207 | 100,055 | - | - | - | - | 1,932,262 |
Electricity sales to distributors - between segments | 311,242 | - | - | - | - | (311,242) | - |
Use of the main transmission grid - third-parties | 94,785 | 1,934,191 | - | - | - | - | 2,028,976 |
Use of the main transmission grid - between segments | 57,090 | 13,115 | - | - | - | (70,205) | - |
Construction revenues | 136,536 | 898,606 | - | 40,999 | - | - | 1,076,141 |
Telecommunications services to third-parties | - | - | 141,315 | - | - | - | 141,315 |
Telecommunications services between segments | - | - | 39,895 | - | - | (39,895) | - |
Distribution of piped gas | - | - | - | 368,620 | - | - | 368,620 |
Other operating revenues from third-parties | 144,908 | 128,278 | 1,670 | 13,395 | - | - | 288,251 |
Other operating revenues between segments | 6,786 | 1,333 | 4,912 | - | - | (13,031) | - |
Operational expenses | (1,649,753) | (6,304,797) | (127,264) | (402,030) | (20,303) | 436,520 | (8,067,627) |
Electricity purchased for resale | (128,736) | (3,518,865) | - | - | - | 311,242 | (3,336,359) |
Charges for the use of the main distribution and transmission grid | (227,325) | (249,465) | - | - | - | 69,473 | (407,317) |
Personnel and management | (274,526) | (723,734) | (57,703) | (21,366) | (19,018) | - | (1,096,347) |
Pension and healthcare plans | (47,478) | (118,211) | (7,738) | (1,387) | (1,382) | - | (176,196) |
Materials and supplies | (16,346) | (50,531) | (1,312) | (2,268) | (21) | - | (70,478) |
Materials and supplies for generation | (27,187) | - | - | - | - | - | (27,187) |
Natural gas and supplies for gas business | - | - | - | (295,671) | - | - | (295,671) |
Third party services | (146,185) | (292,644) | (18,437) | (17,439) | (4,815) | 56,061 | (423,459) |
Depreciation and amortization | (353,590) | (205,110) | (27,968) | (15,780) | (755) | - | (603,203) |
Provisions and reversals | (104,127) | (118,233) | (3,920) | (40) | 26,765 | - | (199,555) |
Construction cost | (148,670) | (898,606) | - | (40,999) | - | - | (1,088,275) |
Other operating costs and expenses | (175,583) | (129,398) | (10,186) | (7,080) | (21,077) | (256) | (343,580) |
EQUITY IN RESULTS SUBSIDIARIES | 33,744 | - | - | - | 1,116,830 | (1,036,968) | 113,606 |
PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION | 1,428,390 | (343,222) | 60,528 | 20,984 | 1,096,527 | (1,037,014) | 1,226,193 |
Financial income (expenses) | 41,804 | 228,938 | 3,078 | 4,443 | 2,000 | 48 | 280,311 |
OPERATING INCOME (LOSSES) | 1,470,194 | (114,284) | 63,606 | 25,427 | 1,098,527 | (1,036,966) | 1,506,504 |
Income tax and social contribution | (532,053) | - | (14,661) | (7,806) | - | - | (554,520) |
Deferred income tax and social contribution | 140,856 | 35,775 | (1,213) | 864 | (26,831) | - | 149,451 |
NET INCOME (LOSSES) FOR THE YEAR | 1,078,997 | (78,509) | 47,732 | 18,485 | 1,071,696 | (1,036,966) | 1,101,435 |
F-106
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | | |
STATEMENT OF INCOME | GET | DIS | TEL | GAS | HOL | Eliminations | Consolidated |
12.31.2012 - Restated |
| | | | | | | |
Gross profit | 2,540,885 | 5,892,171 | 172,445 | 359,090 | - | (471,339) | 8,493,252 |
Electricity sales to final customers - third-parties | 137,990 | 2,487,519 | - | - | - | - | 2,625,509 |
Electricity sales to final customers - between segments | - | 3,119 | - | - | - | (3,119) | - |
Electricity sales to distributors - third-parties | 1,468,044 | 155,463 | - | - | - | - | 1,623,507 |
Electricity sales to distributors - between segments | 302,583 | - | - | - | - | (302,583) | - |
Use of the main transmission grid - third-parties | 347,674 | 2,482,959 | - | - | - | - | 2,830,633 |
Use of the main transmission grid - between segments | 96,979 | 17,116 | - | - | - | (114,095) | - |
Construction revenues | 59,977 | 665,601 | - | 24,185 | - | - | 749,763 |
Telecommunications services to third-parties | - | - | 125,565 | - | - | - | 125,565 |
Telecommunications services between segments | - | - | 41,148 | - | - | (41,148) | - |
Distribution of piped gas | - | - | - | 325,012 | - | - | 325,012 |
Other operating revenues from third-parties | 121,675 | 80,394 | 1,301 | 9,893 | - | - | 213,263 |
Other operating revenues between segments | 5,963 | - | 4,431 | - | - | (10,394) | - |
Operational expenses | (1,494,623) | (5,968,827) | (139,403) | (332,128) | (37,162) | 471,384 | (7,500,759) |
Electricity purchased for resale | (170,806) | (2,939,447) | - | - | - | 302,518 | (2,807,735) |
Charges for the use of the main distribution and transmission grid | (233,983) | (648,501) | - | - | - | 110,123 | (772,361) |
Personnel and management | (321,253) | (824,102) | (70,253) | (19,891) | (10,152) | - | (1,245,651) |
Pension and healthcare plans | (44,315) | (126,187) | (8,591) | (3,039) | (746) | - | (182,878) |
Materials and supplies | (18,245) | (48,296) | (1,800) | (1,413) | (33) | - | (69,787) |
Materials and supplies for generation | (25,511) | - | - | - | - | - | (25,511) |
Natural gas and supplies for gas business | - | - | - | (247,770) | - | - | (247,770) |
Third party services | (110,890) | (320,135) | (17,280) | (14,206) | (3,863) | 57,496 | (408,878) |
Depreciation and amortization | (314,968) | (192,344) | (28,019) | (13,769) | (755) | - | (549,855) |
Provisions and reversals | (80,212) | (118,986) | (4,316) | (1,086) | (14,196) | - | (218,796) |
Construction cost | (43,791) | (665,601) | - | (24,185) | - | - | (733,577) |
Other operating costs and expenses | (130,649) | (85,228) | (9,144) | (6,769) | (7,417) | 1,247 | (237,960) |
EQUITY IN RESULTS SUBSIDIARIES | 16,041 | - | - | - | 732,313 | (741,669) | 6,685 |
PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION | 1,062,303 | (76,656) | 33,042 | 26,962 | 695,151 | (741,624) | 999,178 |
Financial income (expenses) | (41,513) | 5,644 | 3,444 | 4,769 | 1,051 | (45) | (26,650) |
OPERATING INCOME (LOSSES) | 1,020,790 | (71,012) | 36,486 | 31,731 | 696,202 | (741,669) | 972,528 |
Income tax and social contribution | (302,291) | (124,691) | (13,653) | (13,155) | (4,467) | - | (458,257) |
Deferred income tax and social contribution | 43,661 | 152,283 | 5,174 | 2,178 | 8,953 | - | 212,249 |
NET INCOME (LOSSES) FOR THE YEAR | 762,160 | (43,420) | 28,007 | 20,754 | 700,688 | (741,669) | 726,520 |
| | | | | | | |
| | | | | | | | |
STATEMENT OF INCOME | | GET | DIS | TEL | GAS | HOL | Eliminations | Consolidated |
12.31.2011 - Restated | |
| | | | | | | | |
Gross profit | | 2,265,696 | 5,490,064 | 157,803 | 291,376 | - | (428,774) | 7,776,165 |
Electricity sales to final customers - third-parties | | 102,934 | 2,227,894 | - | - | - | - | 2,330,828 |
Electricity sales to final customers - between segments | | - | 5,441 | - | - | - | (5,441) | - |
Electricity sales to distributors - third-parties | | 1,348,042 | 91,789 | - | - | - | - | 1,439,831 |
Electricity sales to distributors - between segments | | 286,132 | - | - | - | - | (286,132) | - |
Use of the the main transimission grid - third-parties | | 269,924 | 2,492,444 | - | - | - | - | 2,762,368 |
Use of the main transmission grid - between segments | | 76,331 | 13,055 | - | - | | (89,386) | - |
Construction revenues | | 118,816 | 606,620 | - | 16,290 | - | - | 741,726 |
Telecommunications services to third-parties | | - | - | 117,126 | - | - | - | 117,126 |
Telecommunications services between segments | | - | - | 40,677 | - | | (40,677) | - |
Distribution of piped gas | | - | - | - | 273,933 | - | - | 273,933 |
Other operating revenues from third-parties | | 57,600 | 51,600 | - | 1,153 | - | - | 110,353 |
Other operating revenues between segments | | 5,917 | 1,221 | - | - | - | (7,138) | - |
Operational expenses | | (1,477,544) | (5,038,081) | (114,437) | (248,001) | (21,575) | 428,774 | (6,470,864) |
Electricity purchased for resale | | (73,090) | (2,365,587) | - | - | - | 286,132 | (2,152,545) |
Charges for the use of the mais distribution and transmission grid | | (216,035) | (505,869) | - | - | - | 89,386 | (632,518) |
Personnel and management | | (243,769) | (657,382) | (58,341) | (15,096) | (8,039) | - | (982,627) |
Pension and healthcare plans | | (37,860) | (104,234) | (7,113) | (1,142) | (496) | - | (150,845) |
Materials and supplies | | (16,678) | (66,018) | (1,730) | (1,102) | (81) | - | (85,609) |
Materials and supplies for generation | | (25,031) | - | - | - | - | - | (25,031) |
Natural gas and supplies for gas business | | - | - | - | (186,931) | - | - | (186,931) |
Third party services | | (100,399) | (307,494) | (17,769) | (12,120) | (4,996) | 52,095 | (390,683) |
Depreciation and amortization | | (320,541) | (193,969) | (24,523) | (12,648) | (754) | - | (552,435) |
Provisions and reversals | | (170,312) | (122,332) | 734 | 65 | 2,190 | - | (289,655) |
Construction cost | | (108,533) | (606,620) | - | (16,290) | - | - | (731,443) |
Other operating costs and expenses | | (165,296) | (108,576) | (5,695) | (2,737) | (9,399) | 1,161 | (290,542) |
EQUITY IN RESULTS SUBSIDIARIES | | (3,487) | - | - | - | 1,249,114 | (1,193,374) | 52,253 |
PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION | | 784,665 | 451,983 | 43,366 | 43,375 | 1,227,539 | (1,193,374) | 1,357,554 |
Financial income (expenses) | | 16,316 | 256,721 | 2,923 | 6,136 | (55,734) | - | 226,362 |
OPERATING INCOME (LOSSES) | | 800,981 | 708,704 | 46,289 | 49,511 | 1,171,805 | (1,193,374) | 1,583,916 |
Income tax and social contribution | | (278,227) | (297,653) | (12,472) | (18,294) | (4,955) | - | (611,601) |
Deferred income tax and social contribution | | 85,767 | 124,835 | 1,883 | 1,214 | (9,160) | - | 204,539 |
NET INCOME (LOSSES) FOR THE YEAR | | 608,521 | 535,886 | 35,700 | 32,431 | 1,157,690 | (1,193,374) | 1,176,854 |
| | | | | | | | |
F-107
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
34 Financial Instruments
34.1 Category and value of financial instruments
| | | | | | |
| | | | | | Restated |
| | | | 12.31.2013 | 12.31.2012 |
| Note | Level | Book value | Fair value | Book value | Fair value |
Financial assets | | | | | | |
Held for trading | | | | | | |
Cash and cash equivalent (a) | 4 | 1 | 1,741,632 | 1,741,632 | 1,459,217 | 1,459,217 |
Bonds and securities (b) | 5 | 1 | 159,340 | 159,340 | 82,633 | 82,633 |
Bonds and securities (b) | 5 | 2 | 79,187 | 79,187 | 100,381 | 100,381 |
| | | 1,980,159 | 1,980,159 | 1,642,231 | 1,642,231 |
Loans and receivables | | | | | | |
Collaterals and escrow accounts STN (c) | 6 | 1 | 45,371 | 32,415 | 43,246 | 42,627 |
Collaterals and escrow accounts (a) | 6 | 1 | 1,976 | 1,976 | 36,808 | 36,808 |
Trade accounts receivable (a) | 7 | 1 | 1,470,314 | 1,470,314 | 1,515,344 | 1,515,344 |
CRC transferred to state of Paraná (d) | 8 | 1 | 1,380,554 | 1,369,599 | 1,384,284 | 1,633,076 |
Receivables related to concession (e) | 9 | 1 | 412,869 | 412,869 | 267,883 | 267,883 |
Receivables related to the concession extension (f) | 10 | 1 | 557,589 | 563,052 | 913,673 | 960,436 |
| | | 3,868,673 | 3,850,225 | 4,161,238 | 4,456,174 |
Available for sale | | | | | | |
Receivables related to concession (e) | 9 | 3 | 3,075,795 | 3,075,795 | 2,383,262 | 2,383,262 |
Receivables related to the concession extension (g) | 10 | 3 | 160,217 | 160,217 | 160,217 | 160,217 |
Bonds and securities (b) | 5 | 1 | 196,112 | 196,112 | 330,520 | 330,520 |
Bonds and securities (b) | 5 | 2 | 63,978 | 63,978 | 238,302 | 238,302 |
Other investments (h) | 16.2 | 1 | 25,708 | 25,708 | 18,127 | 18,127 |
| | | 3,521,810 | 3,521,810 | 3,130,428 | 3,130,428 |
Held to maturity | | | | | | |
Bonds and securities (b) | 5 | 2 | 11,141 | 11,141 | 12,180 | 12,180 |
| | | 11,141 | 11,141 | 12,180 | 12,180 |
Financial assets total | | | 9,381,783 | 9,363,335 | 8,946,077 | 9,241,013 |
| | | | | | |
Financial liabilities | | | | | | |
Fair value through profit or loss | | | | | | |
Other liabilities - derivatives (b) | | 1 | 85 | 85 | 40 | 40 |
| | | 85 | 85 | 40 | 40 |
Other financial liabilities | | | | | | |
Suppliers (a) | 20 | 1 | 1,142,360 | 1,142,360 | 1,232,690 | 1,232,690 |
Loans and financing (c) | 21 | 1 | 3,323,784 | 2,922,867 | 2,250,878 | 2,233,244 |
Debentures (i) | 22 | 1 | 1,207,945 | 1,207,945 | 1,010,677 | 1,010,677 |
Payable related to concession - use of public property (j) | 26 | 1 | 471,774 | 578,409 | 447,557 | 554,408 |
| | | 6,145,863 | 5,851,581 | 4,941,802 | 5,031,019 |
Financial liabilities total | | | 6,145,948 | 5,851,666 | 4,941,842 | 5,031,059 |
The different levels have been defined as follows: |
Level 1: obtained from prices quoted (not adjusted) on active markets for identical assets or liabilities |
Level 2: obtained from other variables other than prices quoted included in level 1, which can be observed for assets or liabilities |
Level 3: obtained through evaluation techniques that include variables for the asset or liability, but are not based on observable market data |
F-108
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Determining fair values:
a) Financial assets that have fair values equivalent to their respective carrying values due to their nature and terms of realization.
b) Calculated according to information made available by the financial agents and to the market values of the bonds issued by the Brazilian government.
c) Calculated based on the cost of the last issue by the Company, of 106% p.y.
d) The Company based its calculation on the comparison with a noncurrent, variable interest rate National Treasury bond (NTN-B), which yields approximately 6.82% p.y. plus the IPCA inflation index, on December 31, 2013.
e) Criteria and assumptions disclosed on note 3.7.1.
| |
Balance as of December 31, 2012 | 2,383,262 |
Capitalization of intangible assets | 630,069 |
Monetry variations | 108,259 |
Write off | (24,998) |
Write off - Resolution 367/2009 | (20,797) |
Balance as of December 31, 2013 | 3,075,795 |
| |
f) The accounts receivable related to concession extension, related to the assets which started operations after May 2000, the expected flow of cash entries was discounted at the Selic rate, the best short-term rate available for
comparison for determination of its market value.
g) These accounts receivable are related to assets existing as of May 31, 2000, equivalent to their book values, due to the fact that the expert report to be analyzed by Aneel has not yet been completed.
h) Calculated according to price quotes published in an active market or by applying the interest percentage over shareholders' equity for assets with no active market.
i) Calculated according to the Unit Price Quotation (PU) as of December 31, 2013, obtained from the National Association of Financial Market Institutions (Anbima), net of the financial cost of R$ 1,015.
j) Considering as a premise for the calculation the rate of return for the last venture sold at auction by ANEEL, won by the Company.
F-109
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
34.2 Risk Factors
The Company has a Corporate Risk Management Committee in charge of formulating and tracking risk management policies and assisting the Audit Committee to ensure a good management of resources and the protection and appreciation of its assets.
The Company's business activities are exposed to the following risks arising from financial instruments:
34.2.1 Credit risk
Credit risk is defined as the possibility of the occurrence of losses related to non-compliance by a client or counterpart to a financial instrument with their respective obligations under the terms agreed on.
| | |
| | Restated |
Exposure to credit risk | 12.31.2013 | 12.31.2012 |
Cash and cash equivalents (a) | 1,741,632 | 1,459,217 |
Bonds and securities (a) | 509,758 | 764,016 |
Collaterals and escrow accounts (a) | 47,347 | 80,054 |
Trade accounts receivable (b) | 1,470,314 | 1,515,344 |
CRC transferred to the State Government of Paraná (c) | 1,380,554 | 1,384,284 |
Accounts receivable related to the concession (d) | 3,488,664 | 2,651,145 |
Accounts receivable related to the concession extension (e) | 557,589 | 913,673 |
Accounts receivable related to the concession extension (f) | 160,217 | 160,217 |
| 9,356,075 | 8,927,950 |
| | |
a) Company management manages the credit risk of its assets in accordance with the Group's policy of investing virtually all of its funds in federal banking institutions. As a result of legal and/or regulatory requirements, in exceptional circumstances the Company may invest funds in prime private banks.
b) The risk arises from the possibility of the Company incurring losses resulting from problems in receiving amounts invoiced to its clients, customers, concession operators and licensees. This risk is closely related to internal and external factors of Copel. To mitigate this type of risk the Company manages its accounts receivable, detecting customer groups that pose the greatest risk of default, cutting off energy supplies and implementing specific collection policies, supported by guarantees whenever possible.
Doubtful accounts are adequately covered by an allowance to cover any realization losses.
c) Company management believes the CRC poses a minimal credit risk, as the amortizations are guaranteed by dividends, and the State Government is paying the renegotiated amounts in accordance with the fourth amendment.
d) Based on the Company's understanding that the signed agreements establish the unconditional right to receive cash at the end of the concession, from the concession authority, for the investments made in assets that have not been recovered through rates by the end of the concession and specifically regarding energy transmission, as RAP is guaranteed revenue, and therefore not subject to the risk of demand.
F-110
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
e) Management considers the credit risk on the indemnity approved for the assets which started operations after May 2000 to be reduced, given that the realization and compensation rules have already been established by the Granting Authority and has been received on schedule.
f) For value of existing assets on May 31, 2000, ANEEL published Resolution no. 589/2013, which addresses the definition criteria for calculating the New Replacement Value (VNR) for the indemnification purpose. For these assets Management considers the credit risk as reduced since the rules for compensation are set and there is an going survey of information required by the granting authority.
34.2.2 Liquidity risk
The Company's liquidity risk consists of the possibility of insufficient funds, cash or other financial asset to settle obligations on scheduled dates.
The Company manages liquidity risk relying on a set of methodologies, procedures and instruments applied for a permanent control over financial processes to ensure a proper management of risks.
Investments are financed by incurring medium and long term debt to financial institutions and capital markets.
Short-term, medium-term and long-term business projections are made and submitted to management bodies for evaluation. The budget for the next fiscal year is annually approved.
Medium and long-term business projections cover monthly periods over the next five years. Short-term projections consider daily periods covering only the next 90 days.
The Company permanently monitors the volume of funds to be settled by controlling cash flows to reduce funding costs, the risk involved in the renewal of loan agreements and compliance with the financial investment policy, while at the same time keeping minimum cash levels.
The table below shows the expected settlement amounts within each time range. Projections were based on financial indicators linked to the related financial instruments and forecast according to average market expectations as disclosed on the Central Bank of Brazil's Focus Report, which provides the average expectations of market analysts for these indicators for the current year and the following year. As from 2014, 2013 indicators are repeated through the forecast period, except for the US dollar, which follows the US inflation rate.
F-111
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | | |
| Interest (a) | Less than | 1 to 3 | 3 month | 1 to 5 | More than | |
Liabilities | | 1 month | month | to 1 year | years | 5 years | Total |
12.31.2013 | | | | | | | |
Loans and financing | Note 21 | 44,546 | 312,844 | 773,467 | 1,853,937 | 1,488,871 | 4,473,665 |
Debentures | Note 22 | 5,182 | 10,324 | 160,669 | 1,499,400 | - | 1,675,575 |
Derivative | Future DI | 85 | | | | | 85 |
Payables related to concession - | Rate of return + | | | | | | |
use of public asset | IGP-M and IPCA | 4,282 | 8,564 | 39,272 | 246,196 | 2,103,155 | 2,401,469 |
Eletrobras - Itaipu | Dollar | - | 124,286 | 575,224 | 3,606,457 | 5,517,175 | 9,823,142 |
Petrobras - Compagas | 100% of CDI | 5,295 | 10,738 | 51,243 | - | - | 67,276 |
Other suppliers | - | 645,392 | 144,718 | 196,518 | 92,271 | - | 1,078,899 |
Post employment benefits | 8.05% | 43,145 | 86,289 | 388,302 | 2,785,404 | 12,492,581 | 15,795,721 |
Purchase liabilities | IGP-M and IPCA | - | 605,310 | 2,818,490 | 12,216,247 | 80,198,892 | 95,838,939 |
| | 747,927 | 1,303,073 | 5,003,185 | 22,299,912 | 101,800,674 | 131,154,771 |
12.31.2012 | | | | | | | |
Loans and financing | Note 21 | 17,022 | 50,158 | 289,708 | 1,977,774 | 515,760 | 2,850,422 |
Debentures | Note 22 | - | - | 78,618 | 1,284,897 | - | 1,363,515 |
Derivative | Future DI | 40 | - | - | - | - | 40 |
Payables related to concession - | Rate of return + | | | | | | |
use of public asset | IGP-M and IPCA | 4,040 | 8,080 | 36,858 | 225,955 | 2,043,351 | 2,318,284 |
Eletrobras - Itaipu | Dollar | - | 92,864 | 417,886 | 2,677,260 | 4,777,443 | 7,965,453 |
Petrobras - Compagas | 100% of CDI | 4,892 | 9,874 | 45,969 | 65,690 | - | 126,425 |
Other suppliers | - | 756,890 | 152,854 | 875 | 35,126 | - | 945,745 |
Post employment benefits | 7.30% | 28,945 | 57,891 | 260,509 | 1,523,133 | 9,097,947 | 10,968,425 |
Purchase liabilities | IGP-M and IPCA | - | 452,633 | 2,188,186 | 8,865,291 | 46,201,543 | 57,707,653 |
| | 811,829 | 824,354 | 3,318,609 | 16,655,126 | 62,636,044 | 84,245,962 |
(a) Effective interest rate - weighted average | | | | | | | |
As disclosed in notes 21.11 and 22.2, the Company and its subsidiaries have loan and financing agreements and debentures with covenants that if breached may require have its payment accelerated.
The main guarantees put up for maintaining business and investing activities are invested in securities and cash.
34.2.3 Market risk
Market risk is the risk that the fair value or future cash flows of the financial instrument fluctuate due to changes in market prices, such as exchange rates, interest rates and share prices. The purpose of risk management is to control exposures within acceptable limits, while optimizing return.
a) Foreign currency risk (US Dollar)
This risk comprises the possibility of losses due to fluctuations in exchange rates, which may reduce assets or increase liabilities denominated in foreign currencies.
The Company’s foreign currency indebtedness is not significant and it is not exposed to foreign exchange derivatives. The Company monitors all relevant exchange rates.
The effect of the exchange rate variation resulting from the power purchase agreement with Eletrobras (Itaipu) is passed on to customers in Copel Distribuição's next rate review.
F-112
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The exchange rate variation resulting from the purchase of gas from Petrobras by Compagas has a direct impact on the Company's results; Compagas continually negotiates with its customers, trying whenever possible to pass these costs on to them.
Sensitivity analysis of foreign currency risk
The Company has developed a sensitivity analysis in order to measure the impact of the devaluation of the U.S. dollar on its loans and financing subject to exchange risk.
The baseline takes into account the existing balances in each account as of December 31, 2013 and the likely scenario takes into account the balances subject to the exchange rate variations – end of period (R$/US$ 2.47) estimated as market average projections for 2014 according to the Focus Report issued by the Brazilian Central Bank as of February 7, 2014. For the adverse and remote scenarios, deteriorations of 25% and 50%, respectively, were considered for the main risk factor for financial instruments compared to the rate used for the likely scenario.
| | | | | |
. | | Baseline | Projected scenarios - Dec.2014 |
Foreign currency risks | Risk | 12.31.2013 | Probable | Adverse | Remote |
. | | | | | |
Financial assets | | | | | |
Collaterals and escrow accounts - STN | USD depreciation | 45,371 | 2,467 | (9,492) | (21,452) |
. | | 45,371 | 2,467 | (9,492) | (21,452) |
Financial liabilities | | | | | |
Loans and financing | | | | | |
STN | USD appreciation | (64,815) | (3,525) | (20,610) | (37,695) |
Eletrobras | USD appreciation | (7) | - | (2) | (4) |
| | (64,822) | (3,525) | (20,612) | (37,699) |
Suppliers | | | | | |
Eletrobras (Itaipu) | USD appreciation | (107,222) | (5,831) | (34,094) | (62,358) |
Petrobras (acquisiton of gas by Compagas) | USD appreciation | (51,502) | (2,801) | (16,377) | (29,952) |
| | (158,724) | (8,632) | (50,471) | (92,310) |
| | | | | |
In addition, the Company evaluates its financial instruments considering the possible effects on profit and loss and equity of the risks evaluated by Company management on the reporting date for the financial instruments, as recommended by IFRS 7. Based on the equity position and the notional value of the financial instruments held as of December 31, 2013, it is estimated that these effects will approximate the amounts stated in the above table in the column for the forecast probable scenario, since the assumptions used by the Company are similar to those previously described.
b) Interest rate and monetary variation risk
This risk comprises the possibility of losses due to fluctuations in interest rates or other indicators, which may reduce financial revenues or increase financial expenses in connection with assets andliabilities on the market.
F-113
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The Company has not engaged in transactions with derivatives to cover this risk, except for the exclusive investment funds, but it has continually monitored interest rates and market indicators, in order to assess the potential need for such transactions for protection for interest rate risks.
Sensitivity analysis of interest rate and monetary variation risk
The Company has developed a sensitivity analysis in order to measure the impact of variable interest rates and monetary variations on its financial assets and liabilities subject to these risks.
The baseline takes into account the existing balances in each account as of December 31, 2013 and the likely scenario takes into account the indicators (BM&F-LTN of 10.65%, CDI/Selic of 11.25%, IPCA of 5.89%, IGP-DI of 5.85%, IGP-M of 5.89% and TJLP of 5.00%) estimated as market average projections for 2014 according to the Focus Report issued by the Brazilian Central Bank as of February 7, 2014 and variation of the BM&FBOVESPA notional rate for National Treasury Bills (LTN) maturing on January 2, 2015. For the adverse and remote scenarios, deteriorations of 25% and 50%, respectively, were considered for the main risk factor for the financial instrument compared to the rate used in the likely scenario.
| | | | | |
. | | Baseline | Projected scenarios - Dec.2014 |
Interest rate and monetary variation risk | Risk | 12.31.2013 | Probable | Adverse | Remote |
. | | | | | |
Financial assets | | | | | |
Financial investments - cash equivalents | Low CDI/SELIC | 1,611,321 | 172,323 | 129,275 | 86,232 |
Bonds and securities | Low CDI/SELIC | 509,758 | 54,516 | 40,897 | 27,281 |
Collaterals and escrow accounts | Low CDI/SELIC | 1,976 | 212 | 159 | 105 |
CRC transferred to the State Government of Paraná | Low IGP-DI | 1,380,554 | 80,762 | 60,572 | 40,381 |
Accounts receivable related to the concession | Low IGP-M | 3,488,664 | 203,582 | 152,686 | 101,791 |
Accounts receivable related to the concession extension - RBNI | Low IPCA | 557,589 | 32,842 | 24,631 | 16,421 |
Accounts receivable related to the concession extension | Undefined (a) | 160,217 | - | - | - |
| | 7,710,079 | 544,237 | 408,220 | 272,211 |
| | | | | |
Financial liabilities | | | | | |
Loans and financing | | | | | |
Banco do Brasil | High CDI | (1,602,960) | (180,333) | (225,416) | (270,499) |
Eletrobras - Finel | High IGP-M | (83,362) | (982) | (1,228) | (1,473) |
Eletrobras - RGR | No Risk (b) | (96,394) | - | - | - |
Finep | High TJLP | (40,557) | (2,028) | (2,535) | (3,042) |
BNDES - Copel Geração e Transmissão | High TJLP | (1,125,109) | (56,255) | (70,319) | (84,383) |
Banco do Brasil – Transfer BNDES funds | High TJLP | (160,580) | (8,029) | (10,036) | (12,044) |
Banco do Brasil | High CDI | (150,000) | (16,875) | (21,094) | (25,313) |
Debentures | High CDI | (1,207,945) | (135,894) | (169,867) | (203,841) |
| | | | | |
| | (4,466,907) | (400,396) | (500,495) | (600,595) |
(a) Risk assessment still requires ruling by the Granting Authority. (b) Loan indexed to UFIR |
|
| | | | | |
F-114
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
In addition, the Company evaluates its financial instruments considering the possible effects on profit and loss and equity of the risks evaluated by Company management on the reporting date for the financial instruments, as recommended by IFRS 7. Based on the equity position and the notional value of the financial instruments held as of December 31, 2013, it is estimated that these effects will approximate the amounts stated in the above table in the column for the forecast probable scenario, since the assumptions used by the Company are similar to those previously described.
c) Derivative financial instruments risk
The Company employs derivative financial instruments with the sole purpose of protecting itself against variable interest rate volatility.
In order to protect against the effects of volatility on long exposures (DI interest rates) of bonds and securities, the Company hired future DI rate operations, negotiated at BM&FBOVESPA and registered at CETIP, whose nominal balances and conditions are as follows:
· For the year ended December 31, 2013, the result of operations with derivative financial instruments on the futures market was a gain of R$ 5,885 (loss of R$ 5,884 on December 2012)
· Contracts are adjusted daily in accordance with the future DI rates published by BM&FBOVESPA. The reference (notional) values of these outstanding contracts as of December 31, 2013 corresponded to R$ 109,792 (R$ 192,900 as of December 31, 2012)
· On December 31, 2013, a share of the Company’s federal bonds in the amount of R$ 6,712 (R$ 9,560 as of December 31, 2012), was deposited as collateral for transactions at BM&FBOVESPA S.A.
Sensitivity analysis of derivative financial instruments risk
In order to measure the effects of the variations in the indices and rates tied to the derivative operations, which includes a scenario considered probable by Company management, a situation considered adverse of at least a 25% deterioration in the variables used and a situation considered remote, with a deterioration of at least 50% in the risk variables. The base scenario took into account the existing balances and the probable scenario for balances with changes in the BM&FBOVESPA preferential rate for LTN (National Treasury Bills) maturing on January 02, 2015.
| | | | | | |
. | | | Baseline | Projected scenarios - Dec.2014 |
Risk of derivative | | Risk | 12.31.2013 | Probable | Adverse | Remote |
. | | | | | | |
Financial assets (liabilities) | | | | | | |
Derivative – liabilities | | Decrease in DI rate | (85) | (717) | (2,786) | (4,854) |
| | | (85) | (717) | (2,786) | (4,854) |
Expected effect in the result | | �� | | (632) | (2,701) | (4,769) |
| | | | | | |
F-115
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
34.2.4 Power shortage risk
This risk results from the possibility of periods with low levels of rainfall, since Brazil relies heavily on hydroelectric sources, which depend on the water levels in their reservoirs to operate.
A long period of drought may reduce the water levels in power plant reservoirs and result in losses due to reduced revenues if a new rationing program is implemented.
According to the Annual Plan for Electricity Operation - PEN 2013, published annually on the website:www.ons.org.br, probability assessments of energy service conditions, based on energy deficit risks for the Benchmarking Scenario show the appropriateness of the supply criteria set by the National Energy Policy Council - CNPE (deficit risk not higher than 5%) for all subsystems within the period from 2013 to 2017. Deficit risks reach maximum levels 3.0% in the Southern subsystem and 2.5% in the Southeastern/Center Western system and lower than 1.0% in the Northern and Northeastern subsystems within the whole assessment period.
Due to amendments introduced by the replacement of energy contracts originally maturing on December 31, 2012 through energy quotas, with nonperformance of the amount necessary and the failure of several thermal power plants to come into operation, contracted by the 7th new energy auction and other technical and climatic factors, in 2013, the Company was subcontracted on 112.54 MW and therefore exposed to the short-term energy market.
34.2.5 Risk of non-renewal of concessions
Law 12,783/2013 published on January 14, 2013 ruled the extension of energy generation, transmission and distribution concessions covered by articles 17, 19 and 22 of Law 9,074/2015. However, extension depends on full acceptance of the conditions set by that law.
Four power plants have been affected by Law 12,783/2013: Rio dos Patos with 1.8 MW, Mourão with 8.2 MW, Chopim with 1.8 MW and Usina Governador Pedro Viriato Parigot de Souza with 260 MW of installed capacity.
In order to maintain the Company's current profitability levels, the concessions for these plants have not been extended, given that studies have shown that the conditions imposed by the Concession Authority make the plants not economically feasible. By the end of the concession agreement, these power plants will be put up for auction, and the Company has no guarantee that it will be the winning bidder.
Concession Agreement number 060/2001, which sets rules about transmission facilities, has been extended for 30 more years, according to the conditions established by Law 12,783/2013. In this case the conditions for making investments arising from contingencies, modernization, renovation and refurbishment of structures and equipment have been kept. These investments will actually be made upon ANEEL's recognition and authorization. The guarantee that the regulatory body will reimburse the Company for the works rules out the possibility of financial losses and keeps the Company's current profitability levels.
F-116
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
For the distribution services, the Company has issued a favorable opinion on the extension of Concession Agreement number 046/1999, pursuant to Law 12,783/2013, through a concession amendment request sent to Aneel on May 31, 2012. The Company is waiting for the decision by the Concession Authority on the extension. If the conditions set by the Concession Authority ensure the Company's expected profitability levels, the Company will sign the concession agreement or amendment for an additional period of 30 years. Even considering that the regulatory overall scene is uncertain, the Company believes on the possibility of the concession amendment, although it does not have sufficient information to guarantee that the contract for the distribution services will be renewed on favorable terms.
F-117
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| |
Copel Geração e Transmissão | |
Concessions/authorizations Contracts | Maturity date |
Hydroelectric Power Plants | |
Generation Concession - 045/1999 | |
Governador Bento Munhoz da Rocha Netto (Foz do Areia) | 05.23.2023 |
Governador Ney Aminthas de Barros Braga (Segredo) | 11.15.2029 |
Governador José Richa (Caxias) | 05.04.2030 |
Governador Pedro Viriato Parigot de Souza (a) (b) | 07.07.2015 |
Guaricana | 08.16.2026 |
Mourão (a) (b) | 07.07.2015 |
Marumbi (c) | - |
São Jorge | 12.03.2024 |
Rio dos Patos (a) (b) | 02.14.2014 |
Melissa (d) | - |
Salto do Vau (d) | - |
Pitangui (d) | - |
Generation Concession - Use of Public Property - 007/2013 | |
Chaminé (e) | 08.16.2026 |
Apucaraninha (e) | 10.12.2025 |
Derivação do Rio Jordão (e) | 11.15.2029 |
Chopim I (a) (b) (e) | 07.07.2015 |
Cavernoso (e) | 01.07.2031 |
Generation Concession - 001/2007 - Mauá - 51% of Copel | 07.02.2042 |
Generation Concession - 001/2011 - Colíder (f) | 01.16.2046 |
Authorization - Cavernoso II | 02.27.2046 |
Thermal Power Plant | |
Generation Concession - 045/1999 - Figueira | 03.26.2019 |
Wind Power Plant | |
Authorization - Palmas | 09.28.2029 |
Authorization - Asa Branca I (f) (g) | 04.25.2046 |
Authorization - Asa Branca II (f) (g) | 05.31.2046 |
Authorization - Asa Branca III (f) (g) | 05.31.2046 |
Authorization - Eurus IV (f) (g) | 04.27.2046 |
Authorization - Santa Maria (f) (g) | 05.08.2047 |
Authorization - Santa Helena (f) (g) | 04.09.2047 |
Authorization - Ventos de Santo Uriel (f) (g) | 04.09.2047 |
| |
(a) Plant not renewed pursuant to Executive Act 579/2012 - Concessionaire's prerogative |
(b) By the end of the concession the project will be offered for competitive bidding |
(c) In progress for homologation from ANEEL |
(d) At plants with capacity of less than 1 MW, only register with ANEEL |
(e) Power plants that underwent change in the exploration system from a Public Service regime to anIndependent Producer Regime |
|
(f) Enterprise under construction |
(g) Power plants taken over as from August 1, 2013 |
| |
F-118
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| |
Copel Geração e Transmissão | |
Concessions Contracts | Maturity date |
Transmission Lines and Substations | |
Contract 060/01 - Transmission facilities (a) | 12.05.2042 |
Contract 075/01 - Transmission line Bateias - Jaguariaíva | 08.16.2031 |
Contract 006/08 - Transmission line Bateias - Pilarzinho | 03.16.2038 |
Contract 027/09 - Transmission line Foz do Iguaçu - Cascavel Oeste | 11.18.2039 |
Contract 010/10 - Transmission line Araraquara 2 - Taubaté (b) | 10.05.2040 |
Contract 015/10 - Substation Cerquilho III (b) | 10.05.2040 |
Contract 001/12 - Transmission line Cascavel Oeste - Umuarama - 51% Copel GeT (b) | 01.11.2042 |
Contract 004/12 - Transmission line Nova Santa Rita - Camaquã 3 - 20% Copel GeT (b) | 05.09.2042 |
Contract 007/12 - Transmission line Umuarama - Guaira - 49% Copel GeT (b) | 05.09.2042 |
Contract 008/12 - Transmission line Curitiba - Curitiba Leste - 80% Copel GeT (b) | 05.09.2042 |
Contract 011/12 - Transmission line Açailândia - Miranda II - 49% Copel GeT (b) | 05.09.2042 |
Contract 012/12 - Transmission line Paranaíta - Ribeirãozinho - 49% Copel GeT (b) | 05.09.2042 |
Contract 013/12 - Transmission line Ribeirãozinho - Marimbondo II - 49% Copel GeT (b) | 05.09.2042 |
Contract 022/12 - Transmission line - Foz do Chopim - Salto Osorio C2 (b) | 08.26.2042 |
Contract 002/13 - Transmission line - Assis - Paraguaçu Paulista II (b) | 02.24.2043 |
Contract 007/13 - Transmission line - Barreiras II - Pirapora 2 - 24.5% Copel GeT (b) | 05.01.2043 |
(a) Concession renewed pursuant to Executive Act 579/2012 | |
(b) Enterprise under construction | |
| |
| |
| |
Concessions/authorizations Contracts | Maturity date |
Copel Distribuição - Contract 046/99 - Distribution Facilities (a) | 07.07.2015 |
Elejor - Contract 125/2001 - HPP Fundão e Santa Clara | 10.24.2036 |
Elejor - Authorization contract - SHP Fundão I and SHP Santa Clara I | 12.18.2032 |
Dona Francisca Energética - Contract 188/1998 - HPP Dona Francisca | 08.27.2033 |
UEG Araucária - authorization contract - TPP Araucária | 12.22.2029 |
Foz do Chopim - authorization contract - SHP Foz do Chopim | 04.23.2030 |
Compagas - concession gas distribution contract | 07.06.2024 |
(a) Sent on May 31, 2012 requesting extension of concession and sent on October 11, 2012 ratification of the requestingextension of concession (MP 579/2012) |
|
| |
34.2.6 Gas shortage risk
This risk involves potential periods of shortage of natural gas supply to meet the Company’s gas distribution and thermal generation business requirements.
Long periods of gas shortage could result in losses due to lower revenues by subsidiaries Compagas and UEG Araucária.
F-119
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
34.3 Management of capital
The Company always seeks to maintain a strong capital base to maintain the trust of investors, creditors and market and ensure the future development of the business. It seeks to maintain a balance between the highest possible returns with more adequate levels of loans and the advantages and security provided by a healthy capital position. Thus, it maximizes the return for all interested parties in its operations, optimizing the balance of debts and equity.
The Group’s capital structure is composed of:
a) net indebtedness, defined as total loans, financing and debentures, net of cash and cash equivalents and short term bonds and securities; and
b) own capital, defined as total equity.
| | |
| | Restated |
Debt | 12.31.2013 | 12.31.2012 |
Loans and financing | 3,323,784 | 2,250,878 |
Debentures | 1,207,945 | 1,010,677 |
(-) Cash and cash equivalents | 1,741,632 | 1,459,217 |
(-) Bonds and securities | 389,222 | 635,501 |
Net indebtedness | 2,400,875 | 1,166,837 |
Shareholder's | 12,928,752 | 12,361,890 |
Net indebtedness ratio | 0.19 | 0.09 |
35 Related Party Transactions
The balances of transactions between the Company and its associates and subsidiaries are shown in Note 8, Note 15 and Note 16.
The amounts resulting from the operating activities of Copel Distribuição involving related parties are billed at the rates approved by ANEEL.
F-120
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | | | |
| | Assets | | Liabilities | | Results |
| | Restated | | Restated | | Restated |
Related parties / Nature of operation | 12.31.2013 | 12.31.2012 | 12.31.2013 | 12.31.2012 | 12.31.2013 | 12.31.2012 |
Controlling shareholders | | | | | | |
State of Paraná | | | | | | |
Dividends payable (a) | - | - | - | 79,539 | - | - |
"Luz Fraterna" program (b) | 78,987 | 60,259 | - | - | - | - |
Remuneration and employ social security charges assigned (c) | 1,880 | 1,640 | - | - | - | - |
CRC (Note 8) | 1,380,554 | 1,384,284 | - | - | 159,348 | 188,688 |
ICMS (Note 13.3) | 115,439 | 110,096 | 252,771 | 209,570 | - | - |
. | | | | | | |
Entities with significant influence | | | | | | |
BNDES e BNDESPAR (d) | | | | | | |
Financing (Note 21.5) | - | - | 1,125,109 | 214,855 | (15,647) | (2,525) |
Dividends payable (d) | - | - | - | 63,890 | - | - |
| | | | | | |
Petrobras (e) | | | | | | |
Rental plant TPP Araucária | 6,499 | 11,894 | - | - | 101,628 | 95,253 |
Supply and transport of gas (f) | 374 | 293 | - | - | 23,912 | 18,494 |
Acquisition of gas for resale (f) | - | - | 51,502 | 43,681 | (295,494) | (247,673) |
Advances to suppliers of Compagas (g) | 13,504 | 12,666 | - | - | - | - |
Dividends payable by Compagas | - | - | 1,076 | 1,208 | - | - |
. | | | | | | |
Mitsui Gás e Energia do Brasil Ltda. (h) | - | - | 2,283 | 1,208 | - | - |
. | | | | | | |
Paineira Participações S.A. (i) | - | - | 11,985 | 1,179 | - | - |
| | | | | | |
Jointly-controlled | | | | | | |
| | | | | | |
Costa Oeste Transmissora de Energia (j) | 190 | 357 | - | - | 2,113 | 487 |
| | | | | | |
Marumbi Transmissora de Energia (k) | 184 | 174 | - | - | 2,042 | 510 |
| | | | | | |
Caiuá Transmissora de Energia (l) | 221 | - | - | - | 478 | 345 |
| | | | | | |
Associates | | | | | | |
Dona Francisca Energética S.A. (m) | - | - | 6,320 | 6,045 | (71,950) | (67,354) |
. | | | | | | |
Foz do Chopim Energética Ltda. (n) | 201 | 135 | - | - | 1,725 | 1,602 |
| | | | | | |
Sercomtel S.A. Telecomunicações (o) | 192 | 179 | - | - | 2,287 | 2,142 |
. | | | | | | |
Key management personnel | | | | | | |
Fees and related charges (Note 31.3) | - | - | - | - | (16,829) | (14,559) |
Pension plans and health care (Note 23) | - | - | - | - | (1,089) | (808) |
| | | | | | |
Other related parties | | | | | | |
Fundação Copel | | | | | | |
Rental of administrative real estate | - | - | - | - | (12,270) | (10,694) |
Private pension and health plans (Note 23) | - | - | 967,232 | 701,049 | - | - |
. | | | | | | |
Lactec (p) | 27,229 | 18,742 | 587 | 303 | (5,060) | (5,896) |
| | | | | | |
a) In 2013, out of the total dividends proposed to the Government for the State of Paraná for the amounts of R$ 166,321, there was advance on December 2013 of R$ 96,470.The remaining amount will be distributed after the approvalat the General Shareholders’ Meeting (GSM).
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COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
b) The Luz Fraterna Program, created under Law no. 491, dated September 11, 2003, allows the State Government to pay for the electricity bills of low income families in Paraná – which have duly applied for the program – provided their consumption does not exceed 100 kWh a month. This benefit is available to residential customers with single phase connections, rural customers with single phase connections or two phase connections with circuit breakers of up to 50 amperes. Applicants must not have more than one electricity bill under their names and must not have any pending debts to Copel.
c) Reimbursement of wages and social charges for employees transferred to the Paraná State Government. The Company recognized an impairment allowance in the amount of R$ 1,614 as of December 31, 2013 and R$ 1,466 as of December 31, 2012.
d) BNDES is the parent company of BNDES Participações SA (BNDESPAR) that holds 23.96% of the share capital of the Company (26.41% of the common shares and 21.27% of preferred shares). Of the total proposed dividends to BNDESPAR, for fiscal year 2013, in the amount of R$ 133,603 (R$ 127,166 net of IRRF), was paid in advance during December 2013 the net amount of R$ 71,055.The remaining amount will be distributed after the approvalat the General Shareholders’ Meeting (GSM).
e) Petrobras holds 20% of the share capital of UEG Araucária and 24.5% of the share capital of Compagas.
f) The supply and transport of piped gas and the purchase of gas for resale by Compagas.
g) Advance payments to suppliers of Compagas refer to the gas purchase contract covering guaranteed volumes and transport capacity, higher than those actually consumed and used, which contains a future compensation clause. Compagas has the right to receive unused gas in subsequent months, and it may offset amounts under contract but not consumed over a period of up to 10 years. In light of the prospects of increased consumption by the market, Compagas management believes it will consume the accumulated gas volumes as of December 31, 2013 in the next fiscal years.
h) Mitsui Gás e Energia do Brasil Ltda. holds 24.5% of Compagas’ share capital.The balances refer to dividends payable by Compagas.
i) Paineira Participações S.A. holds 30% of Elejor share capital. The balances refer to dividends payable by Elejor.
j) Engineeringservices agreement, signed with Copel Geração e Transmissão, expiring on October 10, 2015.
k) Engineeringservices agreement, signed with Copel Geração e Transmissão, expiring on September 30, 2015.
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COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
l) Specific environmental management services agreement, signed with Copel Geração e Transmissão, expiring on March 14, 2015.
m) Power purchase and sale agreement signed by Dona Francisca Energética and Copel Geração e Transmissão, expiring on March 31, 2015.
n) Operation and maintenance services agreement, signed between Foz do Chopim Energética Ltda. and Copel Geração e Transmissão, expiring on May 24, 2015.
o) Light pole sharing agreement, signed between Sercomtel S.A Telecomunicações and Copel Distribuição.
p) The Institute of Technology for Development (Lactec) was constituted on February 6, 1997 as a not for profit organization whose goal is to promote economic, scientific, technological, and social development and the sustainable conservation of the environment. In 2000, it was qualified by the Ministry of Justice, based on Law no. 9,790, as a Public Interest Civil Society Organization (OSCIP), which allows it, among other things, to enter partnerships with government agencies with no need for competitive bidding. Its members are: Copel, the Federal University of Paraná (UFPR), the Engineering Institute of Paraná (IEP), the Paraná Federation of Industries (FIEP), and the Commercial Association of Paraná (ACP)
Lactec has service and R&D contracts with Copel Geração e Transmissão and Copel Distribuição, which are subject to prior or later control and approval by ANEEL
The asset balances refer to Energy Efficiency and R&D programs, recorded under current assets, in service in progress, until the respective projects are concluded, pursuant to ANEEL.
35.1 Guarantees and endorsements awarded to related parties
35.1.1 Granted by Parent Company
The Parent Company granted the following guarantees and endorsements:
a) endorsements for loans secured by its subsidiaries Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus, Santa Maria, Santa Helena and Ventos de Santo Uriel, pursuant to Note 21.7.
b) bank guarantee for the equity interest of 70% in the debentures issued by the subsidiary Elejor on September 26, 2013, pursuant to Note 22.
c) endorsements for its equity interest of 23.03% to its associated company Dona Francisca Energética S.A., in 2002, in financing secured from the BNDES (joint endorsement) and Bradesco (joint endorsement), for settlement by 2015. As of December 31, 2013 the restated outstanding balances amounted to R$ 9,393 with BNDES and R$ 5,402 with Bradesco.
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COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
35.1.2 Granted by Copel Geração e Transmissão
| | | | | | | |
Ventures | | Date | Final | Amount | Total | % | Balance as of |
joint subsidiaries | Financing | issued | Maturity | approved | issued | endorsement | December 31,2013 |
Transmissora Sul Brasileira (a) | Debentures | 09.27.2013 | 09.22.2014 | 150,000 | 150,000 | 20% | 153,202 |
Caiuá Transmissora (b) | Promissory notes | 10.30.2013 | 04.28.2014 | 42,000 | 21,000 | 49% | 34,051 |
12.05.2013 | 12,600 |
Integração Maranhense (c) | Promissory notes | 10.30.2013 | 04.28.2014 | 71,000 | 28,400 | 49% | 50,341 |
12.05.2013 | 21,300 |
Matrinchã Transmissora (d) | Debentures | 06.20.2013 | 12.20.2014 | 800,000 | 540,000 | 49% | 567,126 |
Guaraciaba Transmissora (e) | Debentures | 06.20.2013 | 12.20.2014 | 400,000 | 230,000 | 49% | 241,553 |
| | | | | | | |
Financier: | | | | | | | |
Banco Bradesco BBI S.A.: (a) (b) (c) |
HSBC Corretora de Títulos e Valores Mobiliários S.A. e Banco Santander (Brasil) S.A.: (d) (e) |
| | | | | | | |
Allocation: | | | | | | | |
“Bridge loan" for financing operation to be secured from BNDES (a) (b) (c) |
Working capital: (d) (e) |
| | | | | | | |
36 Insurance
Details by risk type and effectiveness date of the main policies can be seen below.
| | |
| | |
Policy | Termination | Insured |
Specified risks (36.1) | 08.24.2014 | 1,727,388 |
Fire - Company-owned and rented facilities (36.2) | 08.24.2014 | 521,633 |
Civil liability - Copel (36.3) | 08.24.2014 | 12,000 |
Civil liability - Compagas (36.3) | 10.29.2014 | 3,600 |
Engineering risks - Copel (36.4) | 08.24.2014 | dependant on each event |
Domestic and international transport - export and import (36.5) | 08.24.2014 | dependant on each event |
Multi-risk - Compagas (36.6) | 12.18.2014 | 13,300 |
Multi-risk - Elejor (36.6) | 03.25.2014 | 446,691 |
Vehicles (36.7) | 08.20.2014 | market value |
Miscellaneous risks (36.8) | 08.24.2014 | 810 |
Operational risks - Elejor (36.9) | 06.06.2014 | 500 |
Operational risks - UEG Araucária (36.10) (a) | 05.31.2015 | 844,991 |
Court guarantee - Compagas (36.11) | 02.03.2014 | 56,938 |
Performance bond - Copel (36.12) | 07.14.2014 | 12,500 |
Performance bond - Copel (36.12) | 01.15.2014 | 2,200 |
Performance bond - Copel (36.12) | 07.30.2015 | 44,319 |
Performance bond - Copel (36.12) | 12.27.2014 | 1,850 |
Operational risks - HPP Mauá - Consórcio Energético Cruzeiro do Sul (36.13) | 11.23.2014 | 342,139 |
Liability for directors and administrators - D&O (36.14) (a) | 06.30.2014 | 58,565 |
| | |
(a) The values of the sums insured Operational Risk - UEG Araucaria and liability for directors and officershave been converted to real U.S. dollars with the rate of the day 12.31.2013, R$ 2.3426. |
|
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COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
36.1 Insurance against specified risks
This policy covers substations and power plants, listing their main equipment and respective insured amounts. It provides basic coverage against fire, lightning strikes, explosions of any kind, and additional coverage against potential electrical damage, miscellaneous risks, and risk to electronics and computers.
36.2 Fire insurance
This policy covers both Company-owned and rented facilities and part of their contents. It ensures payment of reparations to the insurance holder or property owner for the damages resulting from basic fire hazards, lightning strikes, and explosions of any kind, plus additional coverage against windstorms, hurricane, cyclone, tornado, hail and smoke.
36.3 Civil liability insurance
This insurance provides coverage against liability for involuntary damages, bodily and/or material and/or moral, caused to third-parties as a result of the Company and its subsidiaries’s commercial and/or industrial operations. It also has additional coverage for services on third-party sites and employer liability.
36.4 Insurance against engineering risks - Copel
This insurance provides coverage against risks of installation, assembly, disassembly, and testing of new equipment, particularly at substations and power plants. Policies are purchased before each risk event, according to the occurrence and need for coverage against risks of carrying out engineering services.
36.5 Transport insurance
This insurance provides coverage against losses and damages caused to products transported by any appropriate means within both the domestic and foreign market and during import and export operations to and from foreign markets. Policies are purchased before each risk event, and are basically used to cover the transport of electrical, electronic, and telecommunications equipment.
36.6 Multi-risk insurance
This policy comprises the assets of the Company and provides coverage against potential damages caused by fire, lighting strikes, explosions, electrical malfunctions, risks to electronic equipment, recovery of records and documents, windstorms, smoke, and theft or aggravated larceny.
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COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
36.7 Vehicle insurance
This insurance covers the payment of reparations of damage suffered and expenses incurred as a result of risks to which Compagas’ 33 insured vehicles are subject. It provides basic coverage for the vehicles and additional and optional civil liability coverage against material, bodily, and moral damages caused to third-parties. Coverage limits for damages to third-parties are R$ 150 for material damages and R$ 300 for bodily damages, for each vehicle.
36.8 Insurance against miscellaneous risks
This insurance covers losses and material damage caused to the assets listed in the policy by any accidents with an external cause, including transport risks.
This type of insurance covers mobile and/or stationary electric equipment, computers, and electronics, whether in use at the Company's facilities or leased or loaned to third-parties.
36.9 Insurance against operational risks - Elejor
This insurance covers sudden, unforeseen, and accidental losses and material damage to Elejor buildings, merchandise, raw materials, unfinished and finished products, packages, machinery, tools, furniture, and other devices and facilities which are part of the insured establishment, in addition to loss of profits.
36.10 Insurance against operational risks – UEG Araucária
This policy provides coverage against all risks (all legally insurable risks), including machinery failure, for all the facilities of the Araucária Thermoelectric Power Plant.
36.11 Court guarantee - Compagas
This insurance covers the settlement of final rulings in lawsuits against Compagas. It has the same standing as a judicial bond, replacing judicial deposits in cash, attachment of assets, and bank guarantees.
36.12 Contract Performance Bond
It guarantees the liabilities assumed by Copel in the concession agreements signed with ANEEL.
This type of insurance is designed to guarantee full performance of a contract. It does not cover damages but rather liabilities for breach of contract, and it is a form of contractual guarantee provided by Brazilian law, which may replace bank guarantees, cash bonds, or government bonds.
36.13 Operating risks HPP Mauá - Consórcio Energético Cruzeiro do Sul
It is defined by the "All Risks" type coverage, covering all losses or material damage caused to the insured assets, except those formally considered as excluded in its conditions.
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COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The generating units, substations, power houses, dams, spillways and tunnels are covered by the policy.
As well as coverage for material damage, there is the additional coverage for rescue and containment of accidents, floods and flooding, removal of debris, minor engineering works, theft, strikes and rioting, expert fees and extraordinary expenses. It does not include coverage for lost profits.
36.14 Civil Responsibilities for Senior Management and Officers (D&O)
Insurance of civil responsibility of commercial companies to advisors, officers and management D&O – Directors & Officers, with coverage for all National territory and abroad as hired by the Company.
This insurance has a goal to cover for payment of financial losses and legal fees resulting from judicial claims against insured personnel related to their activities in the company’s management.
The personnel covered by this insurance are advisors, officers and senior management of Copel and also other personnel appointed by Copel to hold equivalent positions in the subsidiaries.
37 Compensation Account for “Part A”
As a result of adopting IFRS, the Company no longer recognizes regulatory assets and liabilities, and unrecognized the existing balances.
These assets and liabilities continue to be recognized in the regulatory records, introduced by ANEEL Normative Resolution 396.
The Compensation Account for Variations in Items from “Part A” - CVA accompanies the variations reported between the amounts homologated for tariff adjustments, and the amounts actually incurred during the tariff period, from the following cost components of “Part A”: Purchase of electric power (Bilateral, Itaipu and Auctions), Energy Transmission Cost (Transmission from Itaipu and the Basic Grid) and Sector Charges (Energy Development Account - CDE; System Service Charges - ESS and Incentive Program for Alternative Energy Sources – Proinfa, Research and Development and Energy Efficiency, and others).
ANEEL authorized Copel Distribuição, through Homologatory Resolution1,541, of June 20, 2013, to adjust its supply tariffs as from June 24, 2013, by an average rate of13.08%, with11.40% that refers to the tariff adjustment index and1.68% for the pertinent financial components, of which, CVA, represents a total of R$21,967, consisting of 2 parts: CVA being processed, for the tariff year 2012-2013, for the amount of R$15,780, and the balance to compensate for CVA from prior years for the amount of R$6,187.After the withdrawal of regulatory assets (CVA) granted in the previous year and deferring partial adjustment, the effect ofthis adjustment was an average decrease of 9.55% in customer tariffs, asHomologatory Resolution1,565, of July 09, 2013.
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COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
If the regulatory assets and liabilities had been recognized, the Company would have reported the following balances in its financial statements:
Composition of balances for CVA
| | | | |
| Current Assets | Noncurrent Assets |
| 12.31.2013 | 12.31.2012 | 12.31.2013 | 12.31.2012 |
CVA recoverable tariff adjustment 2012 | | | | |
Charges for use of transmission system (basic grid) | - | 14,181 | - | - |
CDE | - | 5,856 | - | - |
Proinfa | - | 5,565 | - | - |
Transport of energy purchased (Itaipu) | - | 1,356 | - | - |
Other financial components | - | 17,312 | - | - |
| - | 44,270 | - | - |
CVA recoverable tariff adjustment 2013 | | | | |
CCC | 3,779 | 1,626 | - | 1,626 |
Charges for use of transmission system (basic grid) | 917 | 22,047 | - | 22,047 |
Electricity purchased for resale (Itaipu) | 5 | - | - | - |
ESS | - | 35,860 | - | 35,860 |
CDE | - | 3,261 | - | 3,261 |
Proinfa | 5,534 | 1,037 | - | 1,037 |
Electricity purchased for resale (CVA Energ) | 4,614 | - | - | - |
Transport of energy purchased (Itaipu) | - | 1,297 | - | 1,297 |
Other financial components | 45,146 | 35,249 | - | 35,250 |
| 59,995 | 100,377 | - | 100,378 |
CVA recoverable tariff adjustment 2014 | | | | |
Charges for use of transmission system (basic grid) | 18,587 | - | 18,587 | - |
Proinfa | 154 | - | 154 | - |
Electricity purchased for resale (CVA Energ) | 71,335 | - | 71,335 | - |
Other financial components | 137,728 | - | 137,728 | - |
| 227,804 | - | 227,804 | - |
| 287,799 | 144,647 | 227,804 | 100,378 |
| | | | |
F-128
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | | | |
| Current liabilities | Noncurrent liabilities |
| 12.31.2013 | 12.31.2012 | 12.31.2013 | 12.31.2012 |
CVA compensable tariff adjustment 2012 | | | | |
CCC | - | 363 | - | - |
Energy purchased for resale (Itaipu) | - | 17,871 | - | - |
ESS | - | 18,982 | - | - |
Energy purchased for resale (CVA Energ) | - | 9,679 | - | - |
Other financial components | - | 24,465 | - | - |
| - | 71,360 | - | - |
| | | | |
CVA compensable tariff adjustment 2013 | | | | |
Energy purchased for resale (Itaipu) | - | 10,062 | - | 10,062 |
ESS | 684 | - | - | - |
CDE | 2,851 | - | - | - |
Energy purchased for resale (CVA Energ) | - | 41,828 | - | 41,828 |
Transport of energy purchased (Itaipu) | 661 | - | - | - |
Other financial components | 2,616 | 22,902 | - | 22,902 |
| 6,812 | 74,792 | - | 74,792 |
CVA compensable tariff adjustment 2014 | | | | |
Energy purchased for resale (Itaipu) | 3,753 | - | 3,753 | - |
ESS | 39,610 | - | 39,610 | - |
CDE | 87 | - | 87 | - |
Transport of energy purchased (Itaipu) | 20 | - | 20 | - |
Other financial components | 1,804 | - | 1,804 | - |
| 45,274 | - | 45,274 | - |
| 52,086 | 146,152 | 45,274 | 74,792 |
| | | | |
Changes in CVA
| | | | | | |
. | Balance as of | | | | | Balance as of |
| January 01, 2013 | Differ. | Amortiz. | Correction | Transf. | December 31, 2013 |
Assets | | | | | | |
CCC | 3,252 | 4,130 | (3,948) | 345 | - | 3,779 |
Charges for use of transmission system (basic grid) | 58,275 | (3,828) | (15,791) | (565) | - | 38,091 |
Energy purchased for resale | - | 11 | (6) | - | - | 5 |
ESS | 71,720 | (71,165) | - | (555) | - | - |
CDE | 12,378 | (6,267) | (6,109) | (2) | - | - |
Proinfa | 7,639 | 9,083 | (11,575) | 695 | - | 5,842 |
Energy purchased for resale (CVA Energ) | - | 147,229 | (4,614) | 4,669 | - | 147,284 |
Transport of energy purchased (Itaipu) | 3,950 | (2,539) | (1,415) | 4 | - | - |
Other financial components | 87,811 | 289,650 | (62,458) | 5,599 | - | 320,602 |
| 245,025 | 366,304 | (105,916) | 10,190 | - | 515,603 |
Current | 144,647 | 22,489 | (105,913) | 3,761 | 222,815 | 287,799 |
Noncurrent | 100,378 | 343,815 | (3) | 6,429 | (222,815) | 227,804 |
Liabilities | | | | | | |
CCC | 363 | - | (376) | 13 | - | - |
Energy purchased for resale (Itaipu) | 37,995 | (12,970) | (18,643) | 1,124 | - | 7,506 |
ESS | 18,982 | 83,075 | (20,484) | (1,669) | - | 79,904 |
CDE | - | 6,059 | (2,983) | (51) | - | 3,025 |
Energy purchased for resale (CVA Energ) | 93,335 | (83,475) | (10,105) | 245 | - | - |
Transport of energy purchased (Itaipu) | - | 1,336 | (692) | 57 | - | 701 |
Other financial components | 70,269 | (36,222) | (27,082) | (741) | - | 6,224 |
| 220,944 | (42,197) | (80,365) | (1,022) | - | 97,360 |
Current | 146,152 | (101,466) | (80,365) | 34 | 87,731 | 52,086 |
Noncurrent | 74,792 | 59,269 | - | (1,056) | (87,731) | 45,274 |
| | | | | | |
F-129
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
38 Provisional Measure no. 627/13
Management initially evaluated the effects of the provisions contained in Provisional Measure no. 627 - MP 627, issued on November 11, 2013 and Normative Instruction no. 1,397 issued September 16, 2013, as amended by Normative Instruction no. 1,422 issued December 19, 2013 - IN 1,397.
Although MP 627 is effective from January 01, 2015, it is possible to (irrevocably) apply it from January 01, 2014. Management does not intend to opt for early adoption, although it is waiting for MP 627 to be enacted as a law and the regulation of several matters by the federal tax authorities, for a deeper and more conclusive analysis, as the provisional measure has a material number of proposed amendments, meaning a number of its provisions could be amended and/or clarified.
Management's preliminary analyses did not identify any material impacts resulting from the distribution of profits in the last five years, the deduction limit for interest on shareholders' equity and the amount exceeding the tax exemption limit for the equity income in the financial statements of the financial year ended December 31, 2013.
Management's conclusions use the best interpretation of the current text of MP 627, which could undergo changes when enacted as a law meaning Management's interpretation should be revised based on the new wording.
F-130
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
39 Condensed unconsolidated financial information of Companhia Paranaense de Energia – COPEL
Since the condensed unconsolidated financial information required by Rule 12-04 of Regulation S-X is not required under IFRS issued by the International Accounting Standards Board - IASB, such information was not included in the original financial statements filed with the Brazilian Securities and Exchange Commissions – CVM in March, 17, 2014. In order to attend the specific requirements of the Securities and Exchange Commission (the “SEC”), Management hasincorporated the condensed unconsolidated information in these financial statements as part of the Form 20-F. The condensed unconsolidated financial information of Companhia Paranaense de Energia - Copel, as of December 31, 2013 and 2012 and for each of the two years in the period ending on December 31, 2013, presented herein were prepared considering the same accounting policies as described in Note 2 and 3 to Company’s consolidated financial statements, except for the fact that the investment caption presented in Company’s unconsolidated condensed balance sheet were measured under the equity method, instead of being measured at fair value or at cost, as required by International Financial Reporting Standards - IFRSs issued by the IASB.
F-131
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
(a) Condensed statements of financial position
| | |
ASSETS | | Restated |
| 12.31.2013 | 12.31.2012 |
Current assets | | |
Cash and cash equivalents | 10,410 | 29,464 |
Bonds and securities | 186 | 176 |
Dividends receivables | 381,371 | 1,038,664 |
CRC transferred to the State Government of Paraná | 85,448 | |
Other current receivables | 3,869 | 3 |
Income tax and social contribution | 42,494 | 150,483 |
Other current recoverable taxes | - | 11 |
| 523,778 | 1,218,801 |
Noncurrent assets | | |
CRC transferred to the State Government of Paraná | 1,295,106 | - |
Judicial deposits | 272,115 | 271,858 |
Income Tax and Social Contribution | 169,717 | - |
Deferred tax assets | 91,205 | 117,194 |
Receivables from related parties | 64,815 | 1,151,888 |
| 1,892,958 | 1,540,940 |
| | |
Investments | 12,055,619 | 10,869,359 |
Property, Plant and Equipment, net | 29 | - |
| 12,055,648 | 10,869,359 |
| | |
Total assets | 14,472,384 | 13,629,100 |
| | |
F-132
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| | |
LIABILITIES | | Restated |
| 12.31.2013 | 12.31.2012 |
Current liabilities | | |
Payroll, social charges and accruals | 4,946 | 645 |
Payable to subsidiary | 468,317 | - |
Suppliers | 3,211 | 1,616 |
Income tax and social contribution | - | 3,251 |
Other taxes payable | 25,481 | 22,072 |
Loans and financing | 562,801 | 28,106 |
Dividends payable | 3,047 | 201,186 |
Other accounts payable | 16,434 | 824 |
| 1,084,237 | 257,700 |
Noncurrent liabilities | | |
Other taxes due | 40 | - |
Loans and financing | 456,752 | 971,721 |
Post employment benefits | 2,169 | - |
Provision for contingencies | 277,847 | 302,295 |
| 736,808 | 1,274,016 |
| | |
Equity | 12,651,339 | 12,097,384 |
Share capital | 6,910,000 | 6,910,000 |
Equity valuation adjustments | 983,159 | 1,214,394 |
Legal reserves | 624,849 | 571,221 |
Retained earnings | 3,897,833 | 3,337,295 |
Additional proposed dividends | 235,498 | 64,474 |
| | |
Total liabilities and equity | 14,472,384 | 13,629,100 |
| | |
F-133
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
(b) Condensed statement of income
| | | |
CONTINUING OPERATIONS | | | |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
| | | |
Other operating revenues (expenses) | | | |
General and administrative expenses | (47,772) | (23,235) | (23,675) |
Other revenues (expenses), net | 28,333 | (13,927) | 2,100 |
Result of equity in investees | 1,116,830 | 732,313 | 1,249,114 |
| 1,097,391 | 695,151 | 1,227,539 |
| | | |
Operating income before financial results | 1,097,391 | 695,151 | 1,227,539 |
| | | |
Financial income (expenses) | | | |
Financial revenues | 114,524 | 110,317 | 121,459 |
Financial expenses | (112,524) | (109,266) | (177,193) |
| 2,000 | 1,051 | (55,734) |
| | | |
Operating income | 1,099,391 | 696,202 | 1,171,805 |
| | | |
Income tax and social contribution | | | |
Income tax and social contribution | - | (4,467) | (4,955) |
Deferred income tax and social contribution | (26,831) | 8,953 | (9,160) |
| (26,831) | 4,486 | (14,115) |
| | | |
Net income for the period | 1,072,560 | 700,688 | 1,157,690 |
| | | |
Basic and diluted net earning per share attributed do parent company shareholders - in reais | | | |
Class A preferred shares | 4.4900 | 4.1742 | 4.4435 |
Class B preferred shares | 4.1174 | 2.6879 | 4.0392 |
Common shares | 3.7428 | 2.4435 | 5.3315 |
| | | |
(c) Condensed statements of cash flows
| | | |
| | Restated | Restated |
| 12.31.2013 | 12.31.2012 | 12.31.2011 |
| | | |
Net cash generated (used) by operating activities | 954,960 | 116,845 | 298,735 |
| | | |
Cash flow from investing activities | | | |
Bonds and securities | (10) | (11) | 10 |
Loans to related parties | - | (808,972) | - |
Reimbursement of loans to related parties | 213,847 | 920,836 | 29,906 |
Redemption of investment in Ceolpar | - | 910 | - |
Additions to investments | (600,170) | (9,273) | (664) |
Additions to property, plant and equipment | (29) | - | - |
| | | |
Net cash generated by investing activities | (386,362) | 103,490 | 29,252 |
| | | |
Cash flow from financing activities | | | |
Loans and financing with third parties | - | - | 600,000 |
Payment of the principal amount of debentures | - | - | (600,000) |
Dividends and interest on capital paid | (587,652) | (218,628) | (390,052) |
| | | |
Net cash used in financing activities | (587,652) | (218,628) | (390,052) |
| | | |
Decrease in cash and cash equivalents | (19,054) | 1,707 | (62,065) |
| | | |
Cash and cash equivalents at the beginning of the period | 29,464 | 27,757 | 89,822 |
Cash and cash equivalents at the end of the period | 10,410 | 29,464 | 27,757 |
| | | |
Variation in cash and cash equivalents | (19,054) | 1,707 | (62,065) |
| | | |
F-134
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
During the years ended December 31, 2013 and 2012, we received R$1,067,400 and R$378,115, respectively, from dividends and interest on own capital paid by our investees. Additional disclosures relating to Companhia Paranaense de Energia - Copel unconsolidated condensed financial information presented above are as follows:
•Recoverable Taxes: As of December 31, 2013 and 2012, Companhia Paranaense de Energia – Copel recorded part of the tax credits referring to tax loss carryforwards, based on expectations of future taxable income for income tax and social contribution up to a period of 10 years.
•Related Parties: The Company has the following balances outstanding with related parties:
| | |
| 12.31.2013 | 12.31.2012 |
Noncurrent assets | | |
Copel Distribuição | 64,815 | 919,234 |
Elejor | - | 232,654 |
| | |
Total | 64,815 | 1,151,888 |
| | |
•Investments: As of December 31, 2013 and 2012, investments in subsidiaries are comprised as follows:
| | |
| | Restated |
| 12.31.2013 | 12.31.2012 |
Copel Geração e Transmissão | 6,796,817 | 6,167,382 |
Copel Distribuição | 3,366,685 | 3,535,388 |
DominóHoldings | 456,703 | 358,114 |
CopelTelecomunicações | 352,939 | 328,145 |
Otherinvestments | 747,025 | 327,487 |
| 11,720,169 | 10,716,516 |
| | |
F-135
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
•Dividends receivable: The dividends receivable are comprised as follows:
| | |
| 12.31.2013 | 12.31.2012 |
Investees and subsidiaries | | |
Copel Geração e Transmissão | 321,902 | 635,489 |
Copel Distribuição | - | 371,863 |
Copel Telecomunicações | 21,585 | 7,982 |
Compagas | 2,239 | 2,514 |
Dominó Holdings | 6,311 | 17,986 |
Elejor | 28,718 | 2,752 |
Ventos de Santo Uriel | 5 | - |
| | |
Associated | | |
Dona Francisca Energética | 85 | 78 |
| | |
Other investments | | |
Other investments | 526 | - |
| 381,371 | 1,038,664 |
| | |
• Provision for contingencies: Companhia Paranaense de Energia - Copel recorded reserves for risks mainly related to Cofins and PIS/PASEP. The provisions for risks are shown below:
| | |
| 12.31.2013 | 12.31.2012 |
Regulatory | 12,310 | 11,667 |
Civil | 390 | 17,694 |
Tax Claim | 265,147 | 272,934 |
| 277,847 | 302,295 |
| | |
Restriction of transfer of funds from subsidiaries - The subsidiaries described below qualify as either concessionaires of public services or independent power producers. As such, any transfer of funds to the respective parent company, in the form of loans or advances, requires approval by ANEEL. This regulatory restriction does not apply to cash dividends determined in accordance with the Brazilian Corporate Law.
In addition, Copel G&T has certain financing agreements with the Brazilian National Development Bank (“BNDES”) under which BNDES approval is required for Copel G&T to pay cash dividends exceeding 30% of its net profit. Since BNDES has always approved Copel G&T’s requests to pay cash dividends in excess of 30% of its net profit and this restriction has not affected Copel G&T’s ability to pay cash dividends or parent company’s ability to meet its cash obligations, management deemed it to be a perfunctory clause.
As of December 31, 2013, total restricted subsidiaries net assets amount to R$ 11,003,627 composed as follows:
F-136
COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
| |
| 12.31.2013 |
Copel Geração e Transmissão S.A. | 6,796,817 |
Copel Distribuição S.A. | 3,366,685 |
UEG Araucária Ltda. | 701,754 |
Centrais Elétricas Rio Jordão - Elejor | 72,019 |
Wind Power Plants | 66,352 |
Total | 11,003,627 |
| |
***
F-137