FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2011
Commission File Number 1-15224
Energy Company of Minas Gerais
(Translation of Registrants Name Into English)
Avenida Barbacena, 1200
30190-131 Belo Horizonte, Minas Gerais, Brazil
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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COMPANHIA ENERGÉTICA DE MINAS GERAIS CEMIG | ||
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By: |
/s/ Luiz Fernando Rolla | |
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Name: |
Luiz Fernando Rolla |
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Title: |
Chief Officer for Finance and Investor Relations |
Date: May 19, 2011
1Q 2011 results Portfolio of businesses sustains results |
Disclamer Some statements and estimates in this material may represent expectations about future events or results that involve risks and uncertainties known and unknown. There is no guarantee that the events or results referred to in these expectations will occur. These expectations are based on present assumptions and analyses from the viewpoint of our management, based on their experience, the macroeconomic environment, market conditions in the energy sector and our expected future results, many of which are not under Cemigs control. Important factors that can lead to significant differences between actual results and projections about future events or results include Cemigs business strategy, Brazilian and international economic conditions, technology, Cemigs financial strategy, changes in the energy sector, hydrological conditions, conditions in the financial markets, uncertainty regarding future results of operations, plans and objectives as well as other factors. Because of these and other factors, our actual results may differ significantly from those indicated in or implied by these statements. The information and opinions contained herein should not be understood as a recommendation to potential investors and no investment decision should be based on the truthfulness, or completeness as of the date hereof of this information or these opinions. None of Cemigs professionals nor any of their related parties or representatives shall have any liability for any losses that may result from the use of the content of this presentation. To evaluate the risks and uncertainties as they relate to Cemig, and to obtain additional information about factors that could lead to different results from those estimated by Cemig, please consult the section on Risk Factors included in our Formulário de Referência filed with the Brazilian Securities Commission CVM, and in Form 20-F filed with the U.S. Securities and Exchange Commission SEC. Financial amounts are in RS million (RS mn) unless otherwise indicated, and reflect the adoption of IERS |
Execution of the Strategy takes Cemig to a new level Strategic Plan calls for sustainable growth, aiming to ensure addition of value for shareholders over the long term Leadership in consolidation of Brazilian electricity sector Balanced growth in the 3 business segments through acquisitions and new projects Efficiency of the growth model strengthens Cemigs strategic position Credit quality and financial solidity give access to funding and new opportunities |
First quarter 2011 results Net revenue EBITDA Net Income 2,878 18% 3,387 1,164 11% 1,292 520 1% 526 1Q2010 1Q2011 1Q2010 1Q2011 1Q2010 1Q2011 Cemig continues to deliver consistent results to shareholders Successful growth strategy leads to a robust expansion of our indicators Portfolio of businesses sustains Ebitda of R$ 1.3 billion Quality of assets, and operational efficiency, enable improvement of margins |
Main focus is on growth Acquisitions: Performance of companies acquired confirms success of the strategy of growing with financial partners and through minority holdings Greenfields: Discipline of investing in attractive conditions, with commitment to add value for shareholders always in first place Consolidation of the acquisitions made in 2010 Taesa: Excellent performance Net Income of R$ 73 million, 5.2% more than in 1Q10 Transmission now provides 16% of consolidated Ebitda Opportunities to capture synergies Growth in results of affiliated companies |
Growth strategy Growth model sustains Cemigs leadership in Brazilian electricity sector Holdings are vehicles of growth in the sector Addition of value to financial partners is a permanent commitment Special-purpose company Parati formed for acquisition of interests in Light previously held by Equatorial and Fundo Luce Control of Redentor Energia S.A. was acquired on May 12 Cemig now holds 27.82% of Light (26.06% directly, 1.76% indirectly) |
...Structure of Cemigs final holding in Light: Shareholders Agreement Light Control Block CEMIG FIP Redentor 25% 75% SPE Parati CEMIG: 50% ON FIP Redentor: 50% ON + 100% PN 54,08% 100% LUCE Fund Braslight 75% 25% Final participation % of CEMIG on Lights capital Total Direct: 26,06% 32,58% Indirect: 6,51% 45,92% Redentor Energia S.A. FIP LUCE 100% 100% RME LEPSA 13,03% 13,03% CEMIG 26,06% 32,86% 15,02% |
Sales and trading: leadership in Brazils Free Market Trading in electricity continues to be a strategic function Prices continue to be under pressure Greater competition in the free market Excellence in relationship preserves market share Cemig has 25% of the Brazilian Free Market Progress in sales from alternative sources continues Sales from incentive-bearing sources 104% higher year-on-year in 1Q11 Supply from these renewable sources also enables special clients to be served (between 500kW and 3MW) |
Distribution: focus on operational efficiency Investment Program targeting improvement of performance indicators in 2011 Cemig D: R$ 1.3 billion Light SESA: R$ 784 million Universalization program to take electricity to all citizens continues New programs to serve MegaEvents Soccer World Cup, Olympics Community Recovery Programs (UPPs) continue Regulations: third Tariff Review cycle Interaction with the regulator Cemig D and Light SESA undergo this process only in 2013 |
Financial management Portfolio of businesses, and financial discipline, position Cemig on a path of sustainable growth and addition of value for shareholders Solidity of results Balance between 3 principal businesses (G, T, D) increases predictability, reduces risks Strong operational cash flow for payment of dividends, acquisitions and debt servicing Quality of our balance sheet gives us broad access to credit Low debt ratios, high coverage ratios Robust cash position: R$ 2.7 billion Debt profile appropriate to our businesses Partnerships with financial investors Structuring of FIP funds frees cash for other investments, and ensures future growth |
Debt profile Timetable of maturities Average tenor: 3.5 years 2,116 3,544 2,597 1,944 1,255 484 425 952 2011 2012 2013 2014 2015 2016 2017 2018 to 2034 Average real cost of debt (%) 7.3 5.8 5.4 5.3 5.7 6.5 6.8 6.8 7.1 Mar 09 Jun 09 Sep 09 Dec 09 Mar 10 Jun 10 Sep 10 Dec 10 Mar 11 *At constant December 2010 prices; including investees. Main indexors 15 % 3 % 13 % 6 % 3 % 1 % 59 % FINEL/RGR DOLAR CDI IPCA IGPM URTJ OUTROS OTHERS Consolidated debt at March 31, 2011 CEMIG CONSOLIDATED CEMIG GT CEMIG D Total debt 13.317 7.639 3.115 Debt in foreign currency 189 1% 3 - 122 4% Net debt 10.584 6.132 2.651 Ebitda* / Interest 4,07 3,61 4,05 Net debt / Ebitda(1) 2,27 2,50 2,37 Net debt / (Stockholders equity + Net debt) 46,9% 53,7% 51,3% (1) Net debt = (Total debt) - (Cash and cash equivalents) (*) Last 12 months Ebitda |
Sustainability: a permanent Cemig corporate value Environmental programs The Premiar Urban Trees Program: Development of a system that brings together information about the electricity network associated with location and data on tree species. Total of 12,845 trees geo-referenced so far. Online training on Environmental Policy:Completed by 7,120 employees, outsourced workers and interns, through Univercemig. Recognition and awards 11th year in the DJSI (Dow Jones Sustainability Index) every year since its creation Inclusion in ISE Corporate Sustainability Index of BM&FBovespa for 6th year running Inclusion in ICO2 Carbon Efficient Index of BM&FBovespa/BNDES. Based on companies with lowest greenhouse gas emissions. |
Consolidated sales volume Consolidated sales volume, 1Q 2011 GWh 15,518 482 669 337 34 173 609 159 17,981 16% 1Q10 Residencial Industrial Commercial Rural Wholesale CCEE (Spot) Other 1Q11 Record sales volume in the quarter reflects expansion of consumption in all user categories Electricity volumes sold 16% higher YoY on growth of the economy, and new clients Robust growth of consumption by industrial and residential users clearly demonstrates recovery in the economy, both inside and outside the concession area |
Cemig GT - Sales Volume Variation by type in 1Q11 - GWh 8,963 523 110 -147 255 9,704 8% 1Q2010 Free Consumers Wholesale Free Market Regulated market CCEE (Spot) 1Q2011 Volume by market GWh 1,114 3,678 4,171 1Q2010 1,369 3,640 4,695 1Q2011 Free Consumers Regulated and Free Markets CCEE Cemig GTs sales boosted by expansion of the economy and gain in market share More transactions on spot market (CCEE) reflect sales of secondary energy Less wholesale volume reflects ending of contracts from 2009 Adjustment Auction |
Cemig D sales by consumer category sales by consumer category 5% 5,904 6,222 1Q2010 1Q2011 Sales by consumer category GWh CATEGORY 1T2011 1T2010 VARIAÇÂO Residential 2,183 2,035 7% Industrial 1,227 1,112 10% Commercial 1,325 1,237 7% Rural 533 501 6% Other 766 727 5% Subtotal 6,034 5,613 8% CCEE 188 291 -35% TOTAL 6,222 5,904 5% Strong expansion of the economy in the concessionary boosted demand Industrial users: Robust growth of 10% YoY Intense sales growth continues in the quarter Breakdown by consumer category - 1Q11 21 % 23 % 9 % 10 % 37 % Residencial Residential Industrial Comercial Commercial Rural Others Outros |
Consolidated net revenue Consolidated net revenue from 1Q10 to 1Q11 R$ mn 2,878 448 189 55 11 37 24 -255 3,387 18% 1Q2010 Final consumers TUSO Wholesale and CCEE Use of network Gas Others Deductions 1Q2011 Balanced portfolio of businesses yields net revenue up 18% YoY in quarter Acquisition of Taesa and increased stake in TBE contributes to increased revenue from use of network Expansion of demand for natural gas in Minas Gerais state increases 1Q revenue of Gasmig by almost R$ 37 million YoY |
Consolidated operational expenses Expenses in 1Q11 - R$ mn 21% 1,927 2,327 1Q2010 1Q2011 Consolidated expenses: changes, 1Q11 - R$ mn Personnel Profit shares Materials Post-employment Provisions Royalties Bought energy Outsourced services Gas Depreciation Charges Construction costs Other -13 -13 -10 3 19 -4 358 37 13 19 3 -7 -3 Program of operational efficiency and cost reduction is producing results Personnel expenses R$ 13 million lower YoY in 1Q11 Priority for preventive maintenance increases expenses on outsourced services Growth of expenses on electricity bought for resale arises from greater selling activity of Cemig GT, and increased load for Cemig D Increase in bought electricity at Cemig D is a non-controllable cost, passed on to the tariff 0 |
Balanced portfolio sustains Ebitda Net Income by activity, 1Q11 39 % 16 % 2 % 43 % Ebitda of principal companies Geraçâo Generation Distribuiçâo Distribution Transmissão Transmission Outras Others LAJIDA 1Q2011 % CEMIG GT 571 44% CEMIG D 388 30% LIGHT 114 9% GASMIG 32 2% TBE 61 5% TAESA 75 6% OTHERS 51 4% CONSOLIDATION 1,292 100% EBITDA, R$ mn Net Income, R$ mn |
Cash Flow Cash flow statements, 1Q11 end 1Q10 1Q2011 1Q2010 Cash at start of period 2.979 4.425 Cash from operations 474 1.156 Net Income 526 520 Depreciation and amortization 233 214 Suppliers -16 72 Provisions for operational losses 34 -4 Other adjustments -303 354 Financing activity -24 81 Financings obtained and capital increase 325 3.197 Interest on Equity, and dividends -349 -3112 Interest on Equity, and dividends - -4 Investment activity -696 -1.175 Securities-Financial Investment -528 - Fixed/intangible assets -168 -1.175 CASH AT END OF PERIOD 2.733 4.487 |
Investment program REALIZED PLANNED PLANNED ACTIVITY IN 1Q11 2011 2012 P1 projects 124 1,537 1,127 Generation 4 165 84 Transmission 2 72 87 Cemig D 117 1,299 954 Cemig holding company - 1 2 Light for Everyone Program 88 374 - CDE funds - -142 -58 Minas Gerais state - -189 -16 Acquisitions 5 408 7 Light / Redentor Public Offer Luce (LPESA) 388 - TBE 5 20 7 TOTAL 217 2,319 1,134 (1) Amounts estimated in accordance with corporate planning, as from 2010, at March 2011 prices. They include the basic investments to maintain the routines of Cemig D, Cemig GT and Cemig (holding company). |
Cemig: already a global investment option* TOTAL ASSETS 34.3 STOCKHOLDERS EQUITY 12.0 CONSOLIDATED NET REVENUE (LTM) 13.4 MARKET VALUATION (R$ BILLION) 21.9 OPERATING IN ALMOST THE WHOLE OF BRAZIL FIRST INVESTMENTS OUTSIDE BRAZIL IN OPERATION * Market value: expressed as 100% of the Companys shares at the closing price of the preferred shares on April 29, 2011. Amounts in R$ billion LTM=last 12 months |
Capital markets and Investor relations Stock performance 20% 15% 10% 5% 0% -5% -10% dez-10 jan-11 jan-11 jan-11 jan-11 fev-11 fev-11 fev-11 fev-11 mar-11 mar-11 mar-11 mar-11 CMIG3 CMIG4 IBOV Proposed of allocation of 2010 net income was approved on April 29th 53% of net income for 2010 will be distributed as dividends Dividends equivalent to R$ 1.75 per share. Dividend yield as of April 28th: Preferred: 6% Common: 8% |
Investor Relations ri@cemig.com.br Phone Number: (55-31) 3506-5024 Fax: (55-31) 3506-5025 |
Glossary ACR: Regulated Contracting Environment in which purchases and sales involving Distributors occur by means of public auctions. ACL: Free Contracting Environment, in which purchases and sales of electricity among Free Clients, Marketers and Generators occur, through freely negotiated bilateral contracts. ANEEL: The Brazilian energy sector is regulated by ANEEL, an independent federal regulatory agency. BRGAAP: Brazilian accounting principles. CCC - Conta Consumo de Combustiveis Fósseis [Fossil Fuel Consumption Account]: The CCC was created to generate financial reserves to cover higher costs associated with greater use of thermoelectric plants in the event of drought, as a function of the fact that marginal operating costs of thermoelectric plants are higher than those of hydroelectric plant. Every energy company must make an annual contribution to the CCC. The annual contributions are calculated based on cost estimates of the fuel required by thermoelectric plants in the following year. CCEE - Câmara de Comercialização de Energia Elétrica [Electricity Marketing Council]: Its purpose is to make marketing electricity on the National Interconnected System viable. CDE - Conta de Desenvolvimento Energético [Energy Development Account]: Source of the subsidy created to make alternative sources of energy such as wind-driven and biomass competitive, and to promote universalization of electricity services. Its resources come from annual payments made by concessionaires for the use of public assets, penalties and fines imposed by ANEEL, and the CDE will remain operational for 25 years, and it will be administered by Eletrobrás. DEC - Duração Equvivalente de Interrupção por Unidade Consumidora [Equivalent Duration of Interruption per Consumer Unit]: During a period observed in each consumer unit of a group that is being considered, the average interval of time of an interruption in electricity distribution. Dividend Yield: The annual percentage of return that a shareholder receives in the form of dividends and Interest on Own Capital (per share) in relation to the share price. FEC - Freqūência Equivalente de Interrupção de Energia [Equivalent Frequency of Electricity Interruption]: Number of interruptions in electricity distribution that occur on average during an observed period, in each consumer unit of a determined group. GSF: Generating Scaling Factor. The factor used to determine the Allocated Energy from each generator participating in the National Interconnected System. It is calculated as a function of availability of generation and the verified market, among other parameters. FIDC (Receivables Fund) Fund of credit rights. It is formed of realizable assets. Hedge: Term that means safeguard. It is a mechanism used by people or companies who need to protect themselves against price fluctuations that usually occur in commodities or exchange markets. EBITDA: Earnings Before Interest (Financial Results), Taxes, Depreciation and Amortization. It states the Generation of Operating Cash of a company, and provides a snapshot of how much money a company is generating from its main business. EBITDA / NET OPERATING REVENUES (EBITDA MARGIN): Percentage that relates Generation of Operating Cash with Operating Revenues. It shows the percentage at which revenues become cash after operations, giving an idea of the business profitability. |
Glossary Payout Percent of net income to be distributed as dividends. P/L (Price to Earnings Ratio) Relationship between share price and profit per share. PL Shareholders Equity PLD Price for Liquidation of Differences, called Spot price. RTD- Deferred Tariff Adjustment: ANEEL defined the results of the periodic tariff adjustment of Cemig Distribution, which includes restatement of electricity supply tariffs at levels that are compatible with preserving the economic-financial balance of the concession contract, providing sufficient revenues to cover efficient operating costs and adequate remuneration on investments. The average adjustment that was applied on a provisory basis to Cemigs tariffs on April 8, 2003 was 31.53%, while the definitive tariff restatement for CEMIG should have been 44.41%. The 12.88% difference will be offset through an increase in each projected tariff adjustment to occur from 2004 to 2007, cumulatively. The difference between the tariff adjustment to which Cemig Distribution has a right and the tariff effectively charged consumers was recognized as a Regulatory Asset. RTE Extraordinary Tariff Restatement: Tariff adjustment granted in December 2001 to distributors and generators in regions that experienced rationing. Projected in the General Agreement of the Electricity Sector, it resulted in a 2.9% increase to tariffs for residential consumers (with the exception of Low Income Consumers) and rural consumers,. and 7.9% for other consumers. The objective of the adjustment was to replace the losses that energy distributors and generators had from the reduced consumption imposed by the government. The duration of the adjustment varies according to the time necessary to recover each concessionaires losses. RGR Global Reversion Reserve: Annual number embedded in concessionaires costs to generate resources for expansion and improvement of public electricity services. The amounts are collected on a monthly basis in favor of Eletrobras, which is responsible for administering resources, and they must also be used by Procel. Total Shareholder Return This is the shareholder return obtained by adding dividends (yield) and the percentage appreciation of the shares. TUSD Distribution System Usage Tariffs: The TUSD is paid by generation companies and by Free Clients for use of the distribution system of the distribution concessionaire to which the generator or free client is connected, and it is revised annually according to the inflation index and investments made by the distributors in the previous year to maintain and expand the network. The amount to be paid by the user connected to the distribution system is calculated by multiplying the amount of energy contracted with the distribution concessionaire for each connection point, in kW, by the tariff in R$/kW, which is established by ANEEL. UHE Hydroelectric Plant: Plant that uses mechanical energy from water to turn the turbines and generate electricity. UTE -Thermoelectric Plant: Plant in which the chemical energy contained in fossil fuels is converted into electricity. Market value This is the value of the company calculated by multiplying the number of shares by their respective price. WACC Weighted Average Cost of Capital: average weighted cost of capital. DESENVOLVIDO POR |
IR Contacts
Chief Officer for Finance
and Investor Relations:
Luiz Fernando Rolla
General Manager,
Investor Relations:
Antônio Carlos Vélez Braga
Manager, Investor Markets:
Stefano Dutra Vivenza
Tel +55 (31) 3506-5024
Fax +55 (31) 3506-5026
ri@cemig.com.br
http://ri.cemig.com.br/
EARNINGS RELEASE
Cemig H
Comment by Cemigs CEO, Mr. Djalma Bastos de Morais:
The exceptional results that we present for the first quarter of 2011 reflect the success of our Long-term Strategic Plan, and of the strategy that is linked
Mr. Luiz Fernando Rolla, CFO:
new level of results, which reflects the correctness of our strategy of growing through acquisitions and new projects, within the process of consolidation of the Brazilian electricity sector.
Headlines:
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Disclaimer
Certain statements in this material may represent expectations about future events or results that are subject to risks and uncertainties that may be known or unknown. There is no guarantee that the events or results referred to in these expectations will in fact take place.
These expectations are based on present assumptions and analyses from the point of view of our management, in accordance with their experience and other factors such as the macroeconomic environment, market conditions in the electricity sector, and expected future results, many of which are not under Cemigs control.
Important factors that can lead to significant differences between actual results and the projections about future events or results include Cemigs business strategy, Brazilian and international economic conditions, technology, Cemigs financial strategy, changes in the electricity sector, hydrological conditions, conditions in the financial and electricity markets, uncertainty in relation to our results from future operations, plans, and objectives, and other factors. Because of these and other factors the real results of Cemig may differ significantly from those indicated in or implied by such statements.
The information and opinions contained herein should not be understood as a recommendation to potential investors. No investment decision should be based on the veracity, currentness or completeness of this information or these opinions. None of Cemigs professionals nor any of their related parties or representatives shall have any liability for any losses that may result from the use of the content of this presentation.
To evaluate the risks and uncertainties as they relate to Cemig, and to obtain additional information about factors that could originate different results from those estimated by Cemig, please consult the section on Risk Factors included in the Reference Form filed with the Brazilian Securities Commission CVM and on the 20-F form filed with the U.S. Securities and Exchange Commission SEC.
(Figures in R$ 000, except where otherwise indicated)
Cemigs CEO, Mr. Djalma Bastos de Morais, makes the following comments:
The exceptional results that we present for the first quarter of 2011 reflect the success of our Long-term Strategic Plan, and of the strategy that is linked to it. By focusing on the long term, this Plan enables Cemig to present growing results, with a balanced portfolio of businesses, and with low risk.
After successfully making a number of acquisitions, Cemig is now very well positioned, in the context of an increasingly strong Brazilian economy, as indicated by the exceptional growth in the consumer market.
We do not cease to do our homework, growing in a balanced fashion across all our sectors, with our focus on operational excellence.
The results show that we are on the right path and in particular that the decisions taken in the last few years are having the effect we intend: constantly adding value to our businesses, and making Cemig a company with continuously increasing strength and solidity, led by efficient corporate management.
Cemigs Chief Finance and Investor Relations Officer, Luiz Fernando Rolla, comments as follows:
In this first quarter we have continued to generate consistent, robust cash flow as a result of our operations and, as intended, add value to our businesses.
Our Ebitda in 1Q11 is R$ 1.3 billion, 11% more than in the first quarter of 2010 benefiting from our policy of maintaining high levels of operational efficiency.
This excellence is evidenced by our net income, of R$ 526 million in the first 3 months of this year, 1% more than in 1Q10.
We are now operating at a new level of results, which reflects the correctness of our strategy of growing through acquisitions and new projects, within the process of consolidation of the Brazilian electricity sector.
Even with its large universe of 58 companies and 10 consortia, the Cemig Group has operations that are synergetic, increasingly profitable, positioned with lower risk, and greater stability and results that are always growing over the long term.
Our solid cash position of R$ 2.7 billion provides the basis for execution of our Strategic plan, dividend policy and debt management, and also the execution of planned investments, including those associated with acquisition opportunities.
The excellent results we present today show that we continue to add value, both continuously and sustainably, for all our shareholders and all our other stakeholders.
In this release, we summarize the main points of our results for 1Q11.
The first quarter of 2011 continued to show signs of strengthening and recovery in the worlds leading economies.
Growth continued in the US, though at a modest seasonally adjusted rate of 1.8% p.a. in the first quarter, 1.9 percentage points lower than its year-on-year growth of 3.7% in first quarter 2010 (1Q10). Similarly, growth in the Eurozone to the end of March was 2.5%, which compares to 1Q10, led by Germany and the Netherlands. China, Brazils largest export destination, reported 12-month GDP growth of 9.7% to the end of 1Q11. Industrial production in Japan was down 4.5% year-on-year in the quarter, representing a reversal of 6.2 percentage points from the growth of 1.7% reported in 1Q10. Year-on-year growth in industrial production in Argentina, one of Brazils leading export customers, was 6.4% in the quarter, lower than the year-on-year growth of 14.25% reported in 1Q10.
In the Brazilian economy, strongly based on exports, aggregate demand was strong, reflecting growth in income, strong performance in the labor market, expansion of lending, and high levels of consumer and business confidence.
Brazil recorded its lowest-ever recorded average unemployment rate for a first quarter, of 6.3%, which compares to 7.4% in 1Q10. And real wages were up 4.0% in 1Q11 the highest year-on-year comparison in many years. Lending was higher from the same period of the last year, with lending to individuals up 13.2%, and lending to
companies up 9.9%. Confidence indices were optimistic. The consumer confidence indicator was up 1.4% from a year ago; and the National Industries Federations business confidence index, though down 9.7% from last year, was still high at 60.5.
Industrial production, by volume, was up 2.1% year-on-year in Brazil, and 3.8% in Minas Gerais the state where the majority of Cemigs revenue is concentrated:
Sources: Brazilian Geography and Statistics Institute (IBGE); Brazilian Finance Ministry.
Note that the rate of expansion of industrial production of the state of Minas Gerais overtook that of Brazil at the end of 2009, and has remained ahead of it during 2010 and 2011.
Industrial production indicators in two other important industries mining and the automobile industry have accommodated slightly in the first quarter, though at high levels:
Sources: Brazilian Geography and Statistics Institute (IBGE); Brazilian Finance Ministry.
The auto industry and mining are leading elements of the economy of Minas Gerais, the state in which Cemig generates most of its revenue.
Early in the year, the imbalance between high domestic absorption and industrial production continued to pressure inflation, which reached the upper limit of the inflation target range (6.5%) the center of the range is 4.5%. During the quarter the Central Banks Monetary Policy Committee (Copom) raised the basic (Selic) interest rate twice, by 0.25 percentage points in January and by 0.5 percentage points in March, bringing it to 11.75% at the end of the quarter. The Central Bank expects that its interest rate policy, together with macroprudential measures being taken since last year, will bring inflation within the target in 2012.
Electricity consumption in 1Q11 was higher than in 1Q10 in all the consumer categories: residential consumption was 3.5% higher, consumption by industrial consumers was 5.3% higher, consumption by the commercial user category was up 6.1%, and consumption by rural and other consumers was 3.1% higher.
Sources: Eletrobras
In the whole of Brazil, these categories consumed the following average volumes of electricity per month in the first quarter of 2011:
· Industrial 14,817 GWh
· Residential 9,587 GWh
· Commercial 6,321 GWh
· Others 5,046 GWh
Name |
|
Ticker |
|
Currency |
|
Close of 2009 |
|
Close of 2010 |
|
Close of |
|
Change |
|
Cemig PN |
|
CMIG4 |
|
R$ |
|
26.12 |
|
26.71 |
|
31.19 |
|
17 |
% |
Cemig ON |
|
CMIG3 |
|
R$ |
|
19.60 |
|
20.75 |
|
24.24 |
|
17 |
% |
ADR PN |
|
CIG |
|
US$ |
|
15.65 |
|
16.59 |
|
19.27 |
|
16 |
% |
ADR ON |
|
CIG.C |
|
US$ |
|
11.86 |
|
12.44 |
|
12.98 |
|
4 |
% |
Cemig PN |
|
XCMIG |
|
|
|
12.57 |
|
12.30 |
|
13.49 |
|
10 |
% |
(Latibex) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1Q |
|
1Q |
|
Change, |
|
Electricity sold, GWh |
|
17,981 |
|
15,518 |
|
16 |
% |
Gross revenue |
|
5,033 |
|
4,271 |
|
18 |
% |
Net sales revenue |
|
3,387 |
|
2,878 |
|
18 |
% |
Ebitda |
|
1,292 |
|
1,164 |
|
11 |
% |
Net income |
|
526 |
|
520 |
|
1 |
% |
Adoption of International Financial Standards
The results below are reported under the new Brazilian accounting practices, which arose from the process of harmonization of Brazilian accounting rules with International Financial Reporting Standards. The results for the first quarter of 2010 have been restated to reflect these changes and to allow comparability with the first quarter of 2011.
Cemigs consolidated energy market
Cemigs market comprises the sale of electricity by Cemig D, Cemig GT consolidated (Cemig GT itself plus Cachoeirão, Pipoca and the proportionate holdings in the Parajuru, Morgado and Volta do Rio wind farms), the subsidiaries and affiliates (Horizontes, Ipatinga, Sá Carvalho, Barreiro, Cemig PCH, Rosal and Capim Branco) and Light (in proportion to Cemigs holding).
These include sales both to captive consumers and free clients, in the concession area of Minas Gerais and outside the State, and also the sale of electricity to other agents of the electricity sector in the Free and Regulated Markets, and the sales under the Proinfa program to encourage alternative electricity sources, and on the CCEE (wholesale market) eliminating transactions between companies of the Cemig group.
In 1Quartely 2011, Cemig sold a total of 17,981 GWh, 16% more than in 2009 (15,518).
The figure includes a large volume of electricity sold to industrial consumers, totaling 6,257 GWh the result of the strong economic growth and of Cemigs position as leader in the free market in electricity in Brazil, another highlight is our sales under the residential, which grew by 21% to 2,832 GWh in 1Q11.
Consumption by |
|
1Q 2011 |
|
1Q 2010 |
|
Residential |
|
2,831,408 |
|
2,350,021 |
|
Industrial |
|
6,257,236 |
|
5,587,941 |
|
Commercial, services and others |
|
1,809,749 |
|
1,472.502 |
|
Rural |
|
536,842 |
|
503,200 |
|
Public authorities |
|
301,685 |
|
229,729 |
|
Public illumination |
|
322,755 |
|
287,009 |
|
Public service |
|
355,273 |
|
309,607 |
|
Total |
|
12,414,948 |
|
10,740,009 |
|
Own Consumption |
|
15,040 |
|
11,436 |
|
Subsidy for low-income consumers |
|
|
|
|
|
Retail supply not invoiced, net |
|
|
|
|
|
|
|
12,429,988 |
|
10,751,445 |
|
Supply |
|
3,410,217 |
|
3,237,078 |
|
Transactions on the CCEE |
|
2,128,694 |
|
1,520,035 |
|
Sales under the Proinfa program |
|
12,261 |
|
10,392 |
|
Total |
|
17,981,160 |
|
15,518,950 |
|
This chart shows the breakdown of the Cemig Groups sales to final consumers:
|
The electricity market of Cemig GT
Revenue from supply of electricity
This table shows supply of electricity by type of consumer:
|
|
1Q |
|
1Q |
|
Change, |
|
Industrial |
|
4,674 |
|
4,165 |
|
12 |
|
Commercial |
|
20 |
|
6 |
|
233 |
|
Wholesale supply to other concession holders (*) |
|
3,628 |
|
3,667 |
|
-1 |
|
Transactions in electricity on the CCEE |
|
1,370 |
|
1,115 |
|
23 |
|
Sales under the Proinfa program |
|
12 |
|
10 |
|
20 |
|
Total |
|
9,704 |
|
8,963 |
|
8 |
|
In GWh
(*) Includes Contracts for Sale of Electricity in the Regulated Market (CCEARs), and bilateral contracts with other agents.
Revenue from use of the network
This refers to the tariff charged to agents in the electricity sector, including Free Consumers connected to the high voltage network, for use of that part of the National transmission Grid that is owned by the Company.
The electricity market of Cemig D
On April 8, 2011 Aneel published the result of the Tariff Adjustment of Cemig D. The Companys tariffs were differentiated by voltage level, and the average impact was an increase of 6.04%, effective on that date.
Revenue from supply of electricity
Revenue from supply of electricity in 1Q11 was R$ 2,326,835, compared to R$ 2,303,663 in 1Q10.
The main impacts on revenue from sales to final consumers in 1Q11 arose from:
· The quantity of electricity supplied to final consumers was 7.52% higher year-on-year.
· Tariff increase with average impact on consumer tariffs of 1.67%, from April 8, 2010 (full effect in 1Q11).
Electricity sold to final consumers (MWh)
(Figures not reviewed by external auditors)
|
|
1Q |
|
1Q |
|
Change, |
|
Residential |
|
2,183 |
|
2,035 |
|
7 |
|
Industrial |
|
1,227 |
|
1,112 |
|
10 |
|
Commercial, services and others |
|
1,325 |
|
1,237 |
|
7 |
|
Rural |
|
533 |
|
501 |
|
6 |
|
Public authorities |
|
195 |
|
179 |
|
9 |
|
Public illumination |
|
279 |
|
265 |
|
5 |
|
Public service |
|
283 |
|
274 |
|
3 |
|
Total |
|
6,025 |
|
5,603 |
|
8 |
|
In GWh
The categories with the largest year-on-year increases were the residential, industrial and commercial categories, respectively 7.27%, 10.33% and 7.10%. The increases in these categories were mainly due to an increased number of consumers, expansion of industrial activity, and growth in private consumption, due to the favorable economic conditions in the state of Minas Gerais.
In spite of the quantity of electricity sold being 7.52% higher, revenue was only 1.01% higher. This result is substantially due to the effects arising from the regulatory assets and liabilities being transferred to tariffs in the periods concerned.
Revenue from use of the network
This is revenue from the TUSD Tariff for Use of the Distribution System charged to Free Consumers on electricity sold to them. In first quarter 2011 this revenue was R$ 447,341, 35.50% more than its total of R$ 330,147 in first quarter 2010. This variation arises principally from the
increase in the volume transported, as a result of the migration of captive consumers to the status of free consumers, and also from the greater industrial activity in 2011.
The electricity market of Light
Total electricity consumption in 1Q11, at 6,291 GWh, was 3.4% more than in 1Q10. Consumption by the residential category of consumers was 3.0% higher than in 1Q10, even though average temperatures were nearly 1°C lower than in 1Q10.
For more details on Lights sales in the second quarter of 1Q11, please see the report on this link:
http://www.mzweb.com.br/light/web/arquivos/Light_S.A._Release_1Q11.pdf
Revenue from supply of electricity
Gross revenue from supply of electricity in 1Q11 was R$ 3,969,051, 14.53% more than in 1Q10 (R$ 3,465,493).
Final consumers
The revenue from electricity sold to final consumers in 1Q11, excluding the groups own consumption, was R$ 3,498,847, compared to R$ 3,097,476 in the first quarter of 2010.
The main factors in this result are:
· The volume of energy invoiced to final consumers (excluding Cemigs own consumption) was 15,60% higher.
· Tariff increase for Cemig D with average effect on consumer tariffs of 1.67%, starting from April 8, 2010.
· Price adjustment in contracts for sale of electricity, most of which are indexed to the IGPM inflation index.
· In spite of the effects reported above, revenue is 14.53% higher, mainly because of the effects arising from regulatory assets and liabilities that were transferred to tariffs in the periods concerned.
Electricity sold to final consumers
|
|
1Q |
|
1Q |
|
Change, |
|
Residential |
|
2,831 |
|
2,350 |
|
21 |
% |
Industrial |
|
6,257 |
|
5,588 |
|
12 |
% |
Commercial, services and others |
|
1,810 |
|
1,473 |
|
23 |
% |
Rural |
|
537 |
|
503 |
|
7 |
% |
Public authorities |
|
302 |
|
230 |
|
31 |
% |
Public illumination |
|
323 |
|
287 |
|
12 |
% |
Public service |
|
355 |
|
310 |
|
15 |
% |
Total |
|
12,415 |
|
10,740 |
|
16 |
% |
In GWh
Revenue from wholesale electricity sales
The volume of electricity sold to other concession holders in 1H11 was 5.35% higher than in 1H10, for average price 4.56% higher, at R$ 106.95/MWh in 1Q112011, vs. R$ 102.29/MWh in 1Q10. As a result, revenue from wholesale supply to other concession holders was 10.15% higher year-on-year, at R$ 364,724 in 1Q2011, than in 1Q2010
(R$ 331,127). Revenues from energy sold to other concession holders totaled R$ 3,410,217 in 1Q11, compared to R$ 3,237,078 million in 1Q10.
Revenue from use of the electricity distribution systems (TUSD)
The revenue from the TUSD (Tariff for Use of the Distribution System), received by Cemig D and Light, was 56.51% higher in 1Q11, at R$ 524,375, compared to R$ 335,042 in 1Q10. This revenue comes from charges made to Free Consumers on energy sold by other agents of the electricity sector, and its increase arises from a higher volume of transport of energy for free consumers, a consequence of the recovery of industrial activity and of migration of captive clients to the free market.
Revenue from use of the transmission grid
Revenue for use of the network was 3.51%, or R$ 11,153, higher year-on-year in 1Q11, at R$ 329,028, compared to R$ 317,875 in 1Q10.
This revenue is from the transmission capacity of Cemig GT made available to the national grid, and also from the jointly-controlled transmission subsidiaries, among which we highlight the transmission groups known as TBE and Taesa.
The increase in this revenue in 2011 is mainly due to acquisition of an interest in Taesa, in May 2010, through a public offer to acquire shares, which increased these revenues in 1Q11.
Deductions from operational revenues
Deductions from operational revenues in 1Q11 totaled R$ 1,647,650, which was 18.27% more than in 1Q10 (R$ 1,393,136). The main variations in these deductions from revenue between the two years are as follows:
The Fuel Consumption Account CCC
The deduction for the CCC charge was R$ 157,302 in 1Q11, compared to R$ 98,942 in 1Q10, an increase of 58.98%. This charge is for the costs of operation of the thermal plants in the national grid and in the isolated systems. It is prorated between electricity concession holders, on a basis set by an Aneel Resolution.
This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff adjustment. For the portion relating to transmission services the Company charges the CCC amount to Free Consumers on their invoices and passes it on to Eletrobrás.
CDE Energy Development Account
The deduction from revenue for the CDE charge was R$ 122,855 in 1Q11, compared to R$ 110,176 in 1Q10, an increase of 11.51%. These payments are specified by a Resolution issued by the regulator, Aneel. This is a non-controllable cost: in the distribution activity, the
difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff adjustment. For the portion related to transmission services the Company merely acts as a channel for the CDE amount, charging it to Free Consumers on their invoices and paying it on to Eletrobrás.
The other deductions from revenue are taxes, calculated as a percentage of amounts invoiced. Hence their variations are substantially proportional to the changes in revenue.
Cemigs Ebitda in 1Q11 was 11% higher than in 1Q10:
(Method of calculation not reviewed by external auditors)
R$ mn |
|
1Q |
|
1Q |
|
Change, |
|
Profit (loss) for the year |
|
526 |
|
520 |
|
1 |
|
+ Provision for income tax and Social Contribution tax |
|
250 |
|
301 |
|
-17 |
|
+ Financial revenues (expenses) |
|
283 |
|
129 |
|
119 |
|
+ Depreciation and amortization |
|
233 |
|
214 |
|
9 |
|
= EBITDA |
|
1,292 |
|
1,164 |
|
11 |
|
The higher Ebitda in 1Q11 than in 1Q10 mainly reflects Revenue 17.69% higher, partially offset by Operational costs and expenses (excluding Depreciation and amortization) 22.23% higher. The higher
Operational costs and expenses in 1H11 than in 1H10 are reflected in Ebitda margin, which was 40.46% in 1Q2010, and 38.16% in 1Q 2010.
Ebitda and Net income by business area, and by principal companies
Company |
|
Net income |
|
Ebitda |
|
Cemig GT* |
|
206 |
|
571 |
|
Cemig Distribuição |
|
143 |
|
388 |
|
Light |
|
43 |
|
114 |
|
Gasmig |
|
21 |
|
32 |
|
TBE |
|
47 |
|
61 |
|
Taesa |
|
41 |
|
75 |
|
Other |
|
25 |
|
51 |
|
Total |
|
526 |
|
1,292 |
|
Business area |
|
Net income |
|
Ebitda |
|
Generation |
|
258 |
|
556 |
|
Transmission |
|
74 |
|
201 |
|
Distribution |
|
187 |
|
502 |
|
Other |
|
7 |
|
33 |
|
Total |
|
526 |
|
1,292 |
|
Cemigs consolidated net income in 1Q11 was R$ 526,151, which compares with R$ 520,066 in 1Q10, an increase of 1.17%. This mainly reflects higher revenue due to volume of electricity sold being 3.11% higher year-on-year, in turn mainly due to higher industrial activity; and also to revenue from use of the grid up 3.51% year-on-year, due to the addition of the transmission company Taesa to the network in May 2010.
Deductions from operational revenues
Deductions from operational revenues in 1Q11 totaled R$ 1,647,650, 18.27% more than in 1Q10 (R$ 1,393,136). The main variations in these deductions between the two years are:
The Fuel Consumption Account CCC
The deduction for the CCC charge was R$ 157,302 in 1Q11, compared to R$ 98,942 in 1Q10, an increase of 58.98%. This charge is for the costs of operation of the thermal plants in the national grid and in the isolated systems. It is prorated between electricity concession holders, on a basis set by an Aneel Resolution.
This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff adjustment. For the portion relating to transmission services the Company charges the CCC amount to Free Consumers on their invoices and passes it on to Eletrobrás.
CDE Energy Development Account
The deduction from revenue for the CDE charge was R$ 122,855 in 1Q11, compared to R$ 110,176 in 1Q10, an increase of 11.51%. These payments are specified by a Resolution issued by the regulator, Aneel. This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff
adjustment. For the portion related to transmission services the Company merely acts as a channel for the CDE amount, charging it to Free Consumers on their invoices and paying it on to Eletrobrás.
The other deductions from revenue are taxes, calculated as a percentage of amounts invoiced. Hence their variations are substantially proportional to the changes in revenue.
Operational costs and expenses (excluding Financial revenue/expenses)
Operational costs and expenses (excluding Net financial revenue (expenses)) totaled R$ 2,327,125 in 1Q11, 20.74% more than in 1Q10 (R$ 1,927,335). This is mainly due to increases in the costs of Electricity bought for resale, and Outsourced services. There is more information on this in Explanatory Note 23 to the Consolidated Quarterly Information.
The following paragraphs outline the main variations in expenses:
Electricity bought for resale
The expense on electricity bought for resale in 1Q11 was R$ 1,075,760, 49.84% more than in 1Q10 (R$ 717,941). The higher amount is basically due to a higher volume of selling activity by Cemig GT reflected in higher revenues. This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is
compensated for in the next tariff adjustment. There is more information on this in Explanatory Note 22 to the Consolidated Quarterly Information.
Personnel
Personnel expenses totaled R$ 281,967 in 1Q11, 4.27% less than in 1Q10 (R$ 294,543). This result is largely due to the reduction of the number for employees from 2010 to 2011, as a result of the Companys Voluntary Retirement Program, the effect being partly offset by the average salary increase of 7% agreed in November 2010, in the negotiations for the annual Collective Work Agreement for 201011.
Charges for use of the transmission grid
The expense on charges for use of the transmission network in 1Q11 was R$ 189,614, 1.44% more than in 1Q10 (R$ 186,921).
These charges, set by an Aneel Resolution, are payable by electricity distribution and generation agents for use of the facilities that are components of the national grid. This is a non-controllable cost: in the distribution activity, the difference between the amounts used as a reference for calculation of tariffs and the cost actually incurred is compensated for in the next tariff adjustment.
Depreciation and amortization
Depreciation and amortization was 8.83% higher year-on-year: R$ 232,797 in 1Q11, compared to R$ 213,904 in 1Q10.
The increase effectively reflects the Companys increased investment program, mainly in the distribution business.
Post-employment liabilities
Expenses on post-employment obligations totaled R$ 30,888 in 1Q11, 10.69% more than in 1Q10 (R$ 27,905). This expense represents the updating of the obligation, calculated in accordance with an actuarial opinion prepared by external consultants.
Operational provisions
Operational provisions totaled R$ 41,068 in 1Q11, compared to R$ 23,148 in 1Q10, an increase of 77.42%. The higher figure is mainly due to a reversal, in 1Q10, of the provision for civil lawsuits on the subject of tariff increases, due to finalization of the cases. Further information is given in Explanatory Note 22 to the Consolidated Quarterly Information.
The company posted net financial expenses of R$ 282,819 for 1Q11, which compares with net financial expenses of R$ 129,446 in 1Q10. The main factors affecting net financial revenues (expenses) were:
· Higher expense on costs of loans and financings: R$ 302,699 in 1Q11, compared to R$ 231,034 in 1Q10. The higher figure reflects entry of new financings, one of the most important being the issue
of R$ 600,000 by Cemig GT in May 2010; and also the higher aggregate CDI rate over 1Q11 than in 1Q10 the result of the increase in the Selic Rate by the Central Bank.
· Increase in the expense of monetary variation on Loans and financings in Brazilian currency: R$ 50,964 in 1Q11, compared to R$ 31,975 in 1Q10. This increase is due, substantially, to the higher volume of funds indexed to the IPCA in first quarter 2011 than in 1Q10, arising from financings obtained at the end of 1Q 2010.
For a breakdown of financial revenues and expenses, please see Explanatory Note 24 to the Consolidated Quarterly Information.
Income tax and Social Contribution tax
In 1Q11, Cemig posted expenses on income tax and Social Contribution tax of R$ 250,492, which was 32.25% of the pre-tax profit of R$ 776,643.
In 1Q10, Cemig posted expenses on income tax and Social Contribution tax of R$ 300,806, representing 36.65% of the pre-tax profit of R$ 820,872. These effective rates are reconciled with the nominal rates in Note 9 to the Consolidated Quarterly Information.
Appendices
Cemig consolidated: Figures I to X (in R$ mn)
TABLE I
Energy Sales (Consolidated) |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Residential |
|
2,832 |
|
2,350 |
|
21 |
|
Industrial |
|
6,257 |
|
5,588 |
|
12 |
|
Commercial |
|
1,810 |
|
1,473 |
|
23 |
|
Rural |
|
537 |
|
503 |
|
7 |
|
Others |
|
979 |
|
826 |
|
19 |
|
Subtotal |
|
12,415 |
|
10,740 |
|
16 |
|
Own Consumption |
|
15 |
|
11 |
|
36 |
|
Supply |
|
3,410 |
|
3,237 |
|
5 |
|
Transactions on the CCEE |
|
2,129 |
|
1,520 |
|
40 |
|
Sales under the Proinfa program |
|
12 |
|
10 |
|
|
|
TOTAL |
|
17,981 |
|
15,518 |
|
16 |
|
TABLE II
Energy Sales |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Residential |
|
1,300 |
|
1,127 |
|
15 |
|
Industrial |
|
1,007 |
|
925 |
|
9 |
|
Commercial |
|
741 |
|
642 |
|
15 |
|
Rural |
|
152 |
|
140 |
|
9 |
|
Others |
|
298 |
|
263 |
|
13 |
|
Electricity sold to final consumers |
|
3,498 |
|
3,097 |
|
13 |
|
Low-Income Consumers Subsidy |
|
23 |
|
33 |
|
(30 |
) |
Unbilled Supply, Net |
|
13 |
|
(44 |
) |
(130 |
) |
Supply |
|
365 |
|
331 |
|
10 |
|
Transactions on the CCEE |
|
67 |
|
45 |
|
49 |
|
Sales under the Proinfa program |
|
3 |
|
3 |
|
|
|
TOTAL |
|
3,969 |
|
3,465 |
|
14.5 |
|
TABLE III
Operating Revenues |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Sales to end consumers |
|
3,534 |
|
3,086 |
|
15 |
|
TUSD |
|
524 |
|
335 |
|
57 |
|
Supply + Transactions in the CCEE |
|
432 |
|
377 |
|
15 |
|
Revenues from Trans. Network |
|
329 |
|
318 |
|
4 |
|
Gas Supply |
|
126 |
|
90 |
|
41 |
|
Others |
|
89 |
|
65 |
|
36 |
|
Subtotal |
|
5,034 |
|
4,271 |
|
18 |
|
Deductions |
|
(1,648 |
) |
(1,393 |
) |
18 |
|
Net Revenues |
|
3,387 |
|
2,878 |
|
18 |
|
TABLE IV
Sales per Company
Cemig Distribution
1Q11 Sales |
|
GWh |
|
Industrial |
|
1,227 |
|
Residencial |
|
2,183 |
|
Rural |
|
533 |
|
Commercial |
|
1,324 |
|
Others |
|
766 |
|
Sub total |
|
6,033 |
|
Wholesale supply |
|
189 |
|
Total |
|
6,222 |
|
Independent Generation
1Q11 Sales |
|
GWh |
|
Horizontes |
|
25 |
|
Ipatinga |
|
72 |
|
Sá Carvalho |
|
137 |
|
Barreiro |
|
25 |
|
CEMIG PCH S.A |
|
30 |
|
Rosal |
|
67 |
|
Capim Branco |
|
150 |
|
Cachoeirão |
|
20 |
|
Vendas CCEE (PLD) |
|
54 |
|
TOTAL |
|
506 |
|
Cemig GT
1Q11 Sales |
|
GWh |
|
Free Consumers |
|
4,695 |
|
Wholesale supply |
|
3,640 |
|
Wholesale supply others |
|
2,333 |
|
Wholesale supply Cemig Group |
|
528 |
|
Wholesale supply bilateral contracts |
|
779 |
|
Transactions in the CCEE (PLD) |
|
1,369 |
|
Total |
|
9,704 |
|
RME (25%)
1Q11 Sales |
|
GWh |
|
Industrial |
|
111 |
|
Residencial |
|
648 |
|
Commercial |
|
451 |
|
Rural |
|
4 |
|
Others |
|
229 |
|
Wholesale supply |
|
309 |
|
Transactions in the CCEE (PLD) |
|
517 |
|
Total |
|
2,269 |
|
Cemig Consolidated by Company
1Q11 Sales |
|
GWh |
|
Participação |
|
Cemig Distribution |
|
6,222 |
|
35 |
% |
Cemig GT |
|
9,704 |
|
54 |
% |
Wholesale Cemig Group |
|
2,269 |
|
13 |
% |
Wholesale Light Group |
|
506 |
|
3 |
% |
Independent Generation |
|
(593 |
) |
|
|
RME |
|
(127 |
) |
|
|
Total |
|
17,981 |
|
100 |
% |
TABLE V
Operating Expenses |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Personnel/Administrators/Councillors |
|
282 |
|
295 |
|
(4 |
) |
Forluz - Post-Retirement Employee Benefits |
|
31 |
|
28 |
|
11 |
|
Materials |
|
18 |
|
28 |
|
(36 |
) |
Contracted Services |
|
215 |
|
178 |
|
21 |
|
Purchased Energy |
|
1,076 |
|
718 |
|
50 |
|
Royalties |
|
38 |
|
42 |
|
(10 |
) |
Depreciation and Amortization |
|
233 |
|
214 |
|
9 |
|
Operating Provisions |
|
41 |
|
23 |
|
78 |
|
Charges for Use of Basic Transmission Network |
|
190 |
|
187 |
|
2 |
|
Gas Purchased for Resale |
|
62 |
|
49 |
|
27 |
|
Other Expenses |
|
69 |
|
73 |
|
(5 |
) |
Employee Participation |
|
23 |
|
36 |
|
(36 |
) |
Cost from Operation |
|
49 |
|
56 |
|
(13 |
) |
TOTAL |
|
2,327 |
|
1,927 |
|
21 |
|
TABLE VI
Financial Result Breakdown |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Financial revenues |
|
204 |
|
236 |
|
(14 |
) |
Revenue from cash investments |
|
85 |
|
94 |
|
(10 |
) |
Arrears penalty payments on electricity bills |
|
34 |
|
32 |
|
6 |
|
Minas Gerais state government |
|
22 |
|
40 |
|
(45 |
) |
FX variations |
|
6 |
|
15 |
|
(60 |
) |
Pasep and Cofins taxes on financial revenues |
|
|
|
(1 |
) |
(100 |
) |
Gains on financial instruments |
|
23 |
|
|
|
|
|
Adjustment to present value |
|
2 |
|
10 |
|
(80 |
) |
Other |
|
32 |
|
46 |
|
(30 |
) |
Financial expenses |
|
(487 |
) |
(365 |
) |
33 |
|
Costs of loans and financings |
|
(303 |
) |
(231 |
) |
31 |
|
FX variations |
|
(7 |
) |
(23 |
) |
(70 |
) |
Monetary updating loans and financings |
|
(51 |
) |
(32 |
) |
59 |
|
Monetary updating paid concessions |
|
(10 |
) |
(10 |
) |
|
|
Losses on financial instruments |
|
(33 |
) |
(1 |
) |
3,200 |
|
Charges and monetary updating on Post-employment obligations |
|
(32 |
) |
(30 |
) |
7 |
|
Amortization of goodwill premium /discount on investments |
|
(23 |
) |
(13 |
) |
77 |
|
Other |
|
(28 |
) |
(25 |
) |
12 |
|
Financial revenue (expenses) |
|
(283 |
) |
(129 |
) |
119 |
|
TABLE VII
Statement of Results |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Net Revenue |
|
3,387 |
|
2,878 |
|
18 |
|
Operating Expenses |
|
2,327 |
|
1,927 |
|
21 |
|
EBIT |
|
1,060 |
|
951 |
|
11 |
|
EBITDA |
|
1,292 |
|
1,165 |
|
11 |
|
Financial Result |
|
(283 |
) |
(129 |
) |
119 |
|
Provision for Income Taxes, Social Cont & Deferred Income Tax |
|
(251 |
) |
(302 |
) |
(17 |
) |
Net Income |
|
526 |
|
520 |
|
1 |
|
TABLE VIII
BALANCE SHEETS (CONSOLIDATED) - ASSETS |
|
1Q11 |
|
2010 |
|
CURRENT |
|
8,782 |
|
8,086 |
|
Cash and cash equivalents |
|
2,733 |
|
2,980 |
|
Securities cash investments |
|
849 |
|
322 |
|
Consumers and Traders |
|
2,406 |
|
2,263 |
|
Concession holders transport of energy |
|
412 |
|
401 |
|
Financial assets of the concession |
|
786 |
|
625 |
|
Taxes offsetable |
|
362 |
|
374 |
|
Income tax and Social Contribution recoverable |
|
587 |
|
490 |
|
Inventories |
|
43 |
|
41 |
|
Other credits |
|
604 |
|
590 |
|
NON-CURRENT |
|
25,527 |
|
25,470 |
|
Accounts receivable from Minas Gerais state government |
|
1,793 |
|
1,837 |
|
Credit Receivables Investment Fund |
|
|
|
|
|
Deferred income tax and Social Contribution tax |
|
1,805 |
|
1,801 |
|
Taxes offsetable |
|
143 |
|
140 |
|
Income tax and Social Contribution recoverable |
|
73 |
|
83 |
|
Deposits linked to legal actions |
|
1,137 |
|
1,027 |
|
Consumers and Traders |
|
94 |
|
96 |
|
Other credits |
|
116 |
|
114 |
|
Financial assets of the concession |
|
7,439 |
|
7,316 |
|
Investments |
|
23 |
|
24 |
|
Fixed assets |
|
8,297 |
|
8,229 |
|
Intangible |
|
4,607 |
|
4,804 |
|
TOTAL ASSETS |
|
34,309 |
|
33,556 |
|
TABLE IX
BALANCE SHEETS |
|
1Q11 |
|
2010 |
|
CURRENT |
|
7,906 |
|
6,403 |
|
Suppliers |
|
1,105 |
|
1,121 |
|
Regulatory charges |
|
393 |
|
384 |
|
Profit shares |
|
32 |
|
116 |
|
Taxes, charges and contributions |
|
421 |
|
404 |
|
Income tax and Social Contribution tax |
|
280 |
|
137 |
|
Interest on Equity and dividends payable |
|
1,153 |
|
1,154 |
|
Loans and financings |
|
1,664 |
|
1,574 |
|
Debentures |
|
2,092 |
|
629 |
|
Salaries and mandatory charges on payroll |
|
203 |
|
243 |
|
Post-employment obligations |
|
100 |
|
99 |
|
Provision for losses on financial instruments |
|
79 |
|
69 |
|
Other obligations |
|
384 |
|
473 |
|
NON-CURRENT |
|
14,400 |
|
15,676 |
|
Regulatory charges |
|
173 |
|
142 |
|
Loans and financings |
|
6,081 |
|
6,244 |
|
Debentures |
|
3,480 |
|
4,779 |
|
Taxes, charges and contributions |
|
761 |
|
693 |
|
Income tax and Social Contribution tax |
|
1,063 |
|
1,065 |
|
Provisions |
|
405 |
|
371 |
|
Concessions payable |
|
124 |
|
118 |
|
Post-employment obligations |
|
2,078 |
|
2,062 |
|
Other obligations |
|
235 |
|
201 |
|
STOCKHOLDERS EQUITY |
|
12,003 |
|
11,476 |
|
Registered capital |
|
3,412 |
|
3,412 |
|
Capital reserves |
|
3,954 |
|
3,954 |
|
Profit reserves |
|
2,873 |
|
2,873 |
|
Adjustments to Stockholders equity |
|
1,164 |
|
1,209 |
|
Accumulated Conversion Adjustment |
|
|
|
1 |
|
Funds allocated to increase of capital |
|
27 |
|
27 |
|
Accumulated losses |
|
573 |
|
|
|
TOTAL LIABILITIES |
|
34,309 |
|
33,556 |
|
TABLE X
Cash Flow Statement |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Cash at beginning of period |
|
2,979 |
|
4,425 |
|
(33 |
) |
Cash generated by operations |
|
474 |
|
1,156 |
|
(59 |
) |
Net profit |
|
526 |
|
520 |
|
1 |
|
Depreciation and amortization |
|
233 |
|
214 |
|
9 |
|
Suppliers |
|
(16 |
) |
72 |
|
(122 |
) |
Provisions for operational losses |
|
34 |
|
(4 |
) |
(950 |
) |
Other adjustments |
|
(303 |
) |
354 |
|
(186 |
) |
Financing activities |
|
(24 |
) |
81 |
|
(130 |
) |
Financings obtained and capital increase |
|
325 |
|
3,197 |
|
(90 |
) |
Payments of loans and financings |
|
(349 |
) |
(3,112 |
) |
(89 |
) |
Interest on Equity, and dividends |
|
|
|
(4 |
) |
(100 |
) |
Investment activity |
|
(696 |
) |
(1,175 |
) |
(41 |
) |
Securities - Financial Investment |
|
(528 |
) |
|
|
|
|
Fixed and Intangible assets |
|
(168 |
) |
(1,175 |
) |
(86 |
) |
Cash at end of period |
|
2,733 |
|
4,487 |
|
(39 |
) |
Cemig GT Tables I to III (R$ mn)
TABLE I
Operating Revenues |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Sales to end consumers |
|
593 |
|
470 |
|
26 |
|
Supply |
|
393 |
|
364 |
|
8 |
|
Revenues from Trans. Network + Transactions in the CCEE |
|
198 |
|
190 |
|
4 |
|
Others |
|
101 |
|
90 |
|
12 |
|
Subtotal |
|
1,285 |
|
1,114 |
|
15 |
|
Deductions |
|
(271 |
) |
(229 |
) |
18 |
|
Net Revenues |
|
1,014 |
|
885 |
|
15 |
|
TABLE II
Operating Expenses |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Personnel/Administrators/Councillors |
|
75 |
|
72 |
|
4 |
|
Employee Participation |
|
5 |
|
7 |
|
(29 |
) |
Depreciation and Amortization |
|
95 |
|
95 |
|
|
|
Charges for Use of Basic Transmission Network |
|
57 |
|
64 |
|
(11 |
) |
Contracted Services |
|
30 |
|
35 |
|
(14 |
) |
Forluz Post-Retirement Employee Benefits |
|
7 |
|
5 |
|
40 |
|
Materials |
|
4 |
|
5 |
|
(20 |
) |
Royalties |
|
35 |
|
35 |
|
|
|
Other Expenses |
|
7 |
|
20 |
|
(65 |
) |
Purchased Energy |
|
138 |
|
74 |
|
86 |
|
Construction Cost |
|
10 |
|
25 |
|
(60 |
) |
Total |
|
463 |
|
437 |
|
6 |
|
TABLE III
Statement of Results |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Net Revenue |
|
1,014 |
|
885 |
|
15 |
|
Operating Expenses |
|
463 |
|
437 |
|
6 |
|
EBIT |
|
551 |
|
448 |
|
23 |
|
EBITDA |
|
645 |
|
543 |
|
19 |
|
Financial Result |
|
(179 |
) |
(92 |
) |
95 |
|
Provision for Income Taxes, Social Cont & Deferred Income Tax |
|
(126 |
) |
(123 |
) |
2 |
|
Net Income |
|
246 |
|
233 |
|
6 |
|
Cemig D - Tables I to IV (R$ mn)
TABLE I
|
|
CEMIG D Market |
|
|
| ||||
|
|
(GWh) |
|
GW |
| ||||
Quarter |
|
Captive Consumers |
|
TUSD ENERGY(1) |
|
T.E.D(2) |
|
TUSD PICK(3) |
|
1Q09 |
|
5,448 |
|
3,269 |
|
8,717 |
|
21 |
|
2Q09 |
|
5,478 |
|
3,593 |
|
9,071 |
|
21 |
|
3Q09 |
|
5,666 |
|
3,915 |
|
9,581 |
|
22 |
|
4Q09 |
|
5,740 |
|
4,304 |
|
10,044 |
|
22 |
|
1Q10 |
|
5,613 |
|
4,385 |
|
9,998 |
|
23 |
|
2Q10 |
|
5,710 |
|
4,914 |
|
10,624 |
|
24 |
|
3Q10 |
|
5,841 |
|
5,047 |
|
10,888 |
|
25 |
|
4Q10 |
|
5,938 |
|
4,927 |
|
10,865 |
|
25 |
|
1Q11 |
|
6,034 |
|
4,797 |
|
10,831 |
|
25 |
|
(1) Refers to the quantity of electricity for calculation of the regulatory charges charged to free consumer clients (Portion A)
(2) Total electricity distributed
(3) Sum of the demand on which the TUSD is invoiced, according to demand contracted (Portion B).
TABLE II
Operating Revenues |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Sales to end consumers |
|
2,274 |
|
2,301 |
|
(1 |
) |
TUSD |
|
447 |
|
330 |
|
35 |
|
Subtotal |
|
2,721 |
|
2,631 |
|
3 |
|
Others |
|
76 |
|
23 |
|
117 |
|
Subtotal |
|
2,797 |
|
2,654 |
|
5 |
|
Deductions |
|
(1,071 |
) |
(1,007 |
) |
6 |
|
Net Revenues |
|
1,726 |
|
1,647 |
|
5 |
|
TABLE III
Operating Expenses |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Purchased Energy |
|
757 |
|
609 |
|
24 |
|
Personnel/Administrators/Councillors |
|
189 |
|
198 |
|
(4 |
) |
Depreciation and Amortization |
|
94 |
|
93 |
|
1 |
|
Charges for Use of Basic Transmission Network |
|
155 |
|
151 |
|
3 |
|
Contracted Services |
|
145 |
|
122 |
|
19 |
|
Forluz Post-Retirement Employee Benefits |
|
22 |
|
16 |
|
37 |
|
Materials |
|
12 |
|
22 |
|
(44 |
) |
Operating Provisions |
|
19 |
|
14 |
|
32 |
|
Other Expenses |
|
20 |
|
39 |
|
(49 |
) |
Employee Participation |
|
17 |
|
28 |
|
(40 |
) |
Total |
|
1,432 |
|
1,292 |
|
11 |
|
TABLE IV
Statement of Results |
|
1Q11 |
|
1Q10 |
|
Change% |
|
Net Revenue |
|
1,726 |
|
1,647 |
|
5 |
|
Operating Expenses |
|
1,432 |
|
1,292 |
|
11 |
|
EBIT |
|
294 |
|
355 |
|
(17 |
) |
EBITDA |
|
389 |
|
449 |
|
(13 |
) |
Financial Result |
|
(73 |
) |
(49 |
) |
49 |
|
Provision for Income Taxes, Social Cont & Deferred Income Tax |
|
(77 |
) |
(124 |
) |
(38 |
) |
Net Income |
|
144 |
|
182 |
|
(21 |
) |
Annual Report of the Fiduciary Agent, 2010 |
Pavarini Distribuidora de Títulos e Valores Mobiliários Ltda.
Annual Report of the Fiduciary Agent
2010
1st Issue of Non-convertible Debentures
CEMIG DISTRIBUIÇÃO S.A.
April 2011
Pavarini Distribuidora de Títulos e Valores Mobiliários Ltda.
Rua Sete de Setembro, 99 24° andar Rio de Janeiro RJ Tel/Fax 21 2507-1949
www.pavarini.com.br email pavarini@pavarini.com.br
<Infotrust>
Annual Report of the Fiduciary Agent, 2010 |
Rio de Janeiro, April 29, 2011
To the Debenture Holders of
CEMIG Distribuição S.A.
The Brazilian Securities Commission (CVM)
Unibanco S.A.
CBLC
CETIP
Dear Sirs,
As Fiduciary Agent for the first issue of Debentures by CEMIG Distribuição S.A. we present to you the annual report on that issue, in compliance with CVM Instruction 28 of November 23, 1983 and the Issue Deed.
The consideration of the situation of the company was carried out based on the Standardized Financial Statements (DFP), other information supplied by the Issuer, and the internal controls of this Fiduciary Agent.
We also advise you that this report is available to debenture holders at the Issuers head office, at Pavarini DTVM, and at the CVM.
The Web version of this report has been sent to the issuer, and is also available on our website www.pavarini.com.br.
Yours,
Pavarini Distribuidora de Títulos e Valores Mobiliários Ltda.
Fiduciary Agent
Pavarini Distribuidora de Títulos e Valores Mobiliários Ltda.
Rua Sete de Setembro, 99 24° andar Rio de Janeiro RJ Tel/Fax 21 2507-1949
www.pavarini.com.br email pavarini@pavarini.com.br
<Infotrust>
Annual Report of the Fiduciary Agent, 2010 |
Issuer
Formal name |
|
CEMIG DISTRIBUIÇÃO S.A. |
Head office address |
|
Avenida Barbacena 1200, 17° andar, Ala A1, Belo Horizonte, Minas Gerais, Brazil. |
Brazilian Corporate Tax Number (CNPJ/MF) |
|
06.981.180/0001-16 |
Investor Relations Director |
|
Luiz Fernando Rolla |
|
|
Tel 31-3506-4903 Fax 31-3506-4028 |
|
|
lrolla@cemig.com.br |
Activity |
|
The objects of the company are to study, plan, project, build and commercially operate systems of distribution and sale of electricity and related services for which concessions are granted to it under any form of law. |
Status |
|
Operational |
Stockholding control |
|
The company is of the mixed private / public ownership type. |
External auditors |
|
KPMG Auditores Independentes |
Characteristics of the Issue
Reporting / mandated bank |
|
Banco Itaú S.A. |
BovespaFix / SND / ISIN Code |
|
CMGD-D11 / CMGD11 / BRCMGDDBS009 |
Lead Manager |
|
Unibanco |
Distribution / Start / Closing |
|
Public / 01.11.2006 / - |
Advertisements |
|
Minas Gerais, Valor Econômico National Edition, and O Tempo. |
|
|
On December 29, 2010, Standard & Poors Ratings Services reaffirmed the corporate credit ratings attributed to Companhia Energética de Minas Gerais (Cemig), and to its wholly-owned subsidiaries Cemig Geração e Transmissão S.A. (Cemig GT) and Cemig Distribuição S.A. (Cemig D) - see list of ratings below. The outlook of the ratings is stable. |
|
|
Ratings reaffirmed | |
|
|
| |
|
|
Companhia Energética de Minas Gerais |
|
Rating |
|
Global Scale |
|
|
|
Foreign currency |
BB/Stable/ |
|
|
Local currency |
BB/Stable/ |
|
|
Brazilian national scale |
brAA-/Stable/ |
|
|
|
|
|
|
Cemig Geração e Transmissão S.A. |
|
|
|
Foreign currency |
BB/Stable/ |
|
|
Local currency |
BB/Stable/ |
|
|
Brazilian national scale |
brAA-/Stable/ |
|
|
|
|
|
|
Cemig Distribuição S.A. |
|
|
|
Foreign currency |
BB/Stable/ |
|
|
Local currency |
BB/Stable/ |
|
|
Brazilian national scale |
brAA/Stable/ |
Pavarini Distribuidora de Títulos e Valores Mobiliários Ltda.
Rua Sete de Setembro, 99 24° andar Rio de Janeiro RJ Tel/Fax 21 2507-1949
www.pavarini.com.br email pavarini@pavarini.com.br
<Infotrust>
|
|
Rio de Janeiro/São Paulo/Chicago, July 28, 2010 - Today Fitch Ratings increased the following ratings of Companhia Energética de Minas Gerais (Cemig) and its subsidiaries Cemig Distribuição S.A. (Cemig D) and Cemig Geração e Transmissão S.A. (Cemig GT): | ||||
|
|
| ||||
|
|
Cemig: Long-term rating, Brazilian National Scale - increased to AA(bra), from A+(bra) (A plus(bra)); | ||||
|
|
| ||||
|
|
Cemig D: Long-term rating, Brazilian National Scale increased to AA (bra), from A+(bra) (A plus(bra)); Brazilian Rating of the 1st issue of debentures, totaling BRL 250.5 million, maturing 2014, raised to AA(bra), from A+(bra) (A plus (bra)); Brazilian Rating of the 1st issue of debentures, totaling BRL 250.5 million, maturing 2014, raised to AA(bra), from A+(bra) (A plus (bra)); | ||||
|
|
| ||||
|
|
Cemig GT: Long-term rating, Brazilian National Scale - increased to AA(bra), from A+(bra); Brazilian Rating of the 1st issue of debentures, totaling BRL 992.9 million, maturing 2011, raised to AA(bra), from A+(bra). | ||||
|
|
| ||||
|
|
The Outlook for the corporate ratings is Stable. | ||||
|
|
| ||||
|
|
On August 11, 2010 Fitch Ratings issued an analysis report with the following table of ratings: | ||||
|
|
| ||||
|
|
Ratings | ||||
|
|
| ||||
|
Issue / Class |
|
Present Ratings |
| ||
|
Cemig |
|
AA(bra) |
| ||
|
Cemig Distribuição |
|
AA(bra) |
| ||
|
Cemig Distribuição 1st issue |
|
AA(bra) |
| ||
|
Cemig Distribuição 2nd issue |
|
AA(bra) |
| ||
|
Cemig Geração e Transmissão |
|
AA(bra) |
| ||
|
Cemig Geração e Transmissão 1st issue |
|
AA(bra) |
| ||
|
|
| ||||
|
|
Sao Paulo, February 4, 2011 Moodys América Latina (Moodys) gave ratings of Baa3, Global Scale, and Aa1.br, Brazilian National Scale, for CEMIG GERAÇÃO E TRANSMISSÃO S.A. (CEMIG GT) and CEMIG DISTRIBUIÇÃO S.A (CEMIG D). At the same time Moodys affirmed issuer ratings of Ba1 on the global scale and Aa2.br on the Brazilian Scale for the parent (holding) company Companhia Energética de Minas Gerais (CEMIG). Moodys changed the outlook for all the ratings to stable. The rating decision affects the following debt issues: | ||||
|
|
| ||||
|
|
CEMIG GT: | ||||
|
|
· BRL 238.8 million, maturing 2011, guaranteed by CEMIG - Baa3/ Aa1.br · BRL 1,566 million, maturing 2012, guaranteed by CEMIG - Baa3/ Aa1.br | ||||
|
|
· BRL 1,134 million, maturing 2015, guaranteed by CEMIG - Baa3/Aa1.br CEMIG D: |
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· BRL 250.5 million, maturing 2014, guaranteed by CEMIG - Baa3/Aa1.br |
Registry with the CVM |
|
CVM/SRE/DEB/2006/041, on 26/10/2006 |
Reports of the Fiduciary Agent |
|
April 30 |
Status of the Issue / Issuer |
|
ACTIVE / COMPLIANT |
|
|
|
Security |
|
Non-convertible debentures |
Decision |
|
Meeting of the Board of Directors of January 25, 2006, minutes of which were rectified by Meeting of June 29, 2006, and meeting of Board of Directors of CEMIG held on January 25, 2006. |
Issue / Series |
|
1st. / 1st. |
Total amount |
|
R$ 250,503,517.80 |
Nominal value: |
|
R$ 10,871.6048 |
Quantity |
|
23,042 |
Form |
|
Book-entry |
Convertibility |
|
Not convertible |
Category |
|
Unsecured, with Cemig Guarantee |
Issue Date |
|
June 1, 2006 |
Maturity date |
|
June 2, 2014 |
Renegotiation date |
|
None. |
Subscription and paying-up |
|
The subscription price of the Debentures shall be their Nominal Unit Value, plus the Remuneration, calculated pro rata temporis, from the Issue Date up to the date of their actual paying-up. The debentures shall be paid-up at sight, by giving as payment the debentures of Cemigs 3rd Issue, under the obligatory Exchange, and each Debenture of the Cemig 3rd Issue shall correspond to one Debenture of this Issue. |
|
|
On November 1, 2006 all the debentures of CEMIGs 3rd Issue - CMIG13 were exchanged for debentures of the 1st Issue of CEMIG DISTRIBUIÇÃO S.A. |
Amortization |
|
Bullet |
Remuneration |
|
IGP-M inflation index +10.5%% |
Dates of payment of the remuneration: |
|
Interest shall be paid on the first business days of June, 2007 through 2014, and the nominal value shall be updated upon maturity. |
Obligatory Early acquisition |
|
In the event of direct or indirect change in the stockholding control of the Issue, or in the stockholding control of Cemig, the Issuer shall be obliged to acquire the Debentures in Circulation, as defined in item 7.2.2 of the Deed, at the option of the related Debenture Holders who do not wish to remain as Debenture Holders of the Issue after the alteration in stockholding control. |
|
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The Debenture Holders must be advised of the purchase |
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|
offering through a specific notice published within 15 (fifteen) calendar days after the actual change in stockholding control, with a period of not less than 60 (sixty) calendar days for interested Debenture Holders to state their position, from the date of publication of the notice and in accordance with the procedures described in that notice. Acquisition of the Debentures by the Issuer must take place on the 30th (thirtieth) calendar day after the last day of the period for Debenture Holders to state their position, for the Nominal Value, plus the Remuneration, as specified in Clause 4.2 of the Deed. For the purposes of the provisions of this item, the following events shall constitute change in stockholding control: |
|
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(i) the event that the present direct controlling stockholder of the Issuer, Cemig, directly or indirectly ceases to hold the equivalent of, at least, 50% plus one share of the total of the shares representing the Issuers voting stock; and/or |
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(ii) the entity currently controlling the Issuer, the Government of the State of Minas Gerais, directly or indirectly, ceases to hold the equivalent of, at least, 50% (fifty per cent) plus one of the total of the shares representing the voting capital of Cemig; and/or |
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(iii) the entity currently controlling the Issuer, the Government of the State of Minas Gerais, directly or indirectly, ceases to hold the equivalent of, at least, 50% (fifty per cent) plus one of the total of the shares representing the voting capital of Cemig; |
Quorum for decision in the General Meetings of Debenture Holders |
|
In the decisions of the Meeting, each Debenture shall carry one vote, and appointment of persons, whether Debenture Holders or not, as proxies is allowed. Decisions shall be taken by Debenture Holders representing the majority of the securities in circulation; save that changes in the conditions of Remuneration and/or payment of the Debentures, specified in Items 4.2 and 4.5 of the Deed, must be approved by Debenture Holders representing 90% of the Debentures in circulation, subject to the provisions in item 7.2.2 of the Deed. Changes in the provisions for early maturity specified in item 5.2 of the Deed, and release of the Issuer from obligations specified in Clause VI of the Deed, must be approved by Debenture Holders representing, at least, 2/3 (two-thirds) of the Debentures in Circulation. |
Use of proceeds
The Issue has not received any funds from this Issue, since the Debentures were fully paid-up by exchange, with the Debentures of Cemigs 3rd Issue.
Position of the Debentures
Date |
|
Issued |
|
Redeemed |
|
Canceled |
|
Treasury |
|
In circulation |
|
01/06/2006 |
|
23,042 |
|
|
|
|
|
|
|
|
|
31/12/2006 |
|
23,042 |
|
|
|
|
|
|
|
23,042 |
|
31/12/2007 |
|
23,042 |
|
|
|
|
|
|
|
23,042 |
|
31/12/2008 |
|
23,042 |
|
|
|
|
|
|
|
23,042 |
|
31/12/2009 |
|
23,042 |
|
|
|
|
|
|
|
23,042 |
|
31/12/2010 |
|
23,042 |
|
|
|
|
|
|
|
23,042 |
|
Guarantee
The Debentures will be of the unsecured type, without collateral nor preference. The Debentures of this Issue have the Surety of Cemig in the terms of Clause 4.8 of the Deed, as follows:
4.8.1. The Debentures of this Issue and the obligations assumed by the Issuer under the Issue Deed are guaranteed by a surety given by Companhia Energética de Minas Gerais Cemig (the Surety Guarantor) which gives this guarantee as joint debtor and principal payer of all the obligations arising from the Issue Deed until their final settlement, with express waiver of the benefits provided by Articles 366, 827, 834, 835, 837, 838 and 839 of Law 10406 of January 10, 2002, as amended (the Civil Code), and Articles 77 and 595 and of Law 5869 of January 11, 1973, as amended (the Code of Civil Procedure) for the obligations assumed in the Issue Deed. Cemig warrants and guarantees that (i) the provisions of this surety have been duly authorized by its respective competent corporate bodies; and (ii) all the authorizations necessary for giving of this surety have been obtained and continue to be in full force and effect.
4.8.2. The said Surety is given by CEMIG irrevocably, and shall remain in effect until total compliance, by the Issuer, with all of its obligations specified in this Deed.
Optional early redemption
The Debentures of this Issue will not be subject to optional early redemption by the Issuer.
Payments made and programmed
R$/debenture
Date |
|
Event |
|
Installment |
|
Value |
|
Event |
|
Installment |
|
Value |
|
Status |
|
01/06/2007 |
|
|
|
|
|
|
|
Interest |
|
1/8 |
|
1,181,807095 |
|
Paid |
|
01/06/2008 |
|
|
|
|
|
|
|
Interest |
|
2/8 |
|
1,306.945488 |
|
Paid |
|
01/06/2009 |
|
|
|
|
|
|
|
Interest |
|
3/8 |
|
1,383.228225 |
|
Paid |
|
01/06/2010 |
|
|
|
|
|
|
|
Interest |
|
4/8 |
|
1.429.053463 |
|
Paid |
|
01/06/2011 |
|
|
|
|
|
|
|
Interest |
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5/8 |
|
|
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01/06/2012 |
|
|
|
|
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|
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Interest |
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6/8 |
|
|
|
|
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01/06/2013 |
|
|
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|
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|
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Interest |
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7/8 |
|
|
|
|
|
|
|
|
|
|
|
10,871.6048 + |
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|
|
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|
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|
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02/06/2014 |
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Amort. |
|
1/1 |
|
Monetary |
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Interest |
|
8/8 |
|
|
|
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|
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Updating |
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Meeting of Debenture Holders
No meetings of the debenture holders of the First Issue were held in 2010.
Notices to debenture holders
Valor Econômico newspaper, May 25, 2010
PAVARINI |
FIDUCIARY AGENT |
|
NOTICE TO INVESTORS |
We hereby give notice that the Annual Reports of the Fiduciary Agent for the Debenture issues listed below, for the 1999 Business Year, are available at our head office, and at the locations indicated in Article 12, Sub-Item XVIII of CVM Instruction 28/83, and on our website www.pavarini.com.br.
EMISSORA |
|
SERIES / ISSUE |
ALUPAR INVESTIMENTOS S.A. |
|
1st and 2nd / SECOND |
BNDES PARTICIPAÇÕES S.A. - BNDESPAR |
|
THIRD |
BR MALLS PARTICIPAÇÕES |
|
FIRST |
BRASIL TELECOM S.A. |
|
FIFTH |
CEMIG DISTRIBUIÇÃO S.A. |
|
FIRST |
COMPANHIA ENERGÉTICA DO CEARÁ - COELCE |
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1st and 2nd / SECOND |
CIA ENERGĔTICA DO RIO GRANDE DO NORTE-COSERN |
|
FOURTH |
ECORODOVIAS CONCESSÕES E SERVIÇOS S.A. |
|
1st, 2nd and 3rd / FIRST |
ESPIRITO SANTO CENTRAIS .ELETRICAS S.A.-ESCELSA |
|
FIRST |
LOCALIZA RENT A CAR S.A. |
|
SECOND |
REAL LEASING S.A. ARRENDAMENTO MERCANTIL |
|
FOURTH |
REDE ENERGIA S.A. |
|
SOLE / FOURTH |
TERMOPERNAMBUCO S.A. |
|
SECOND |
TRACTEBEL ENERGIA S.A. |
|
SECOND |
Rio de Janeiro, May 25, 2010
PAVARINI DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS LTDA.
Rua Sete de Setembro, 99 / 24° andar, Rio de Janeiro, RJ, 20050-005
Tel/Fax 21-2507-1949 pavarini@pavarini.com.br
Legal and Corporate Events
At its 96th meeting, held on January 28, 2010, the Board of Directors of Cemig Distribuição S.A. decided the following:
1. Contracting of services of legal advisors with renowned specialization in court and administrative proceedings.
2. Contracting of operational risk insurance.
At its 100th meeting, held on February 23, 2010, the Board of Directors of Cemig Distribuição S.A. decided the following:
1. Contracting of user attendance services for canteens, office coffee service, meetings and sales, and supply of meals, snacks and coffees.
2. Contracting of services for printing of electricity bills and other documents.
At its 101th meeting, held on March 03, 2010, the Board of Directors of Cemig Distribuição S.A. decided the following:
Delegation of powers for signing of documents in the Chief Trading Officers Department.
At its 102th meeting, held on March 16, 2010, the Board of Directors of Cemig Distribuição S.A. decided the following:
1. Technical feasibility study for the purposes of posting of tax credits in accounting records.
2. Signing of amendments to the Electricity Distribution Concession Contracts.
At its 103th meeting, held on March 23, 2010, the Board of Directors of Cemig Distribuição S.A. decided the following:
1. Report of Management and Financial Statements for the year 2009.
2. Proposal for allocation of the net profit for 2009, in the amount of R$ 338,226,000.
3. Calling of the Ordinary Annual General Meeting to be held on April 29, 2010.
4. Contracting of consumption meter reading services.
5. Signing of amendments to a contract for use of a corporate credit card.
6. Signing of amendments to a contract for vehicle rental services.
At its 104th meeting, held on April 15, 2010, the Board of Directors of Cemig Distribuição S.A. decided the following:
1. Annual Social and Environmental Responsibility Report of Cemig D for the business year 2009.
2. Signing of working agreements: the Cities of the Future Project.
3. Signing of an amendment to a contract with SAP Brasil Ltda.
4. Declaration of Interest on Equity.
5. Decision in favor of the Executive Board, periodically, declaring Interest on Equity.
ORDINARY GENERAL MEETING OF STOCKHOLDERS HELD ON APRIL 29, 2010
CEMIG DISTRIBUIÇÃO S.A.
LISTED COMPANY
CNPJ 06.981.180/0001-16 NIRE 31300020568
MINUTES
OF THE
ORDINARY GENERAL MEETING OF STOCKHOLDERS
HELD ON APRIL 29, 2010
At 4 p.m. on April 29, 2010, the stockholder Companhia Energética de Minas Gerais Cemig, holder of all the shares in the Company, attended the Companys Ordinary General Meeting, on first convocation, at the Companys head office, at Av. Barbacena 1200, 17th Floor, A1 Wing, Belo Horizonte, Minas Gerais, Brazil, represented by counsel Manoel Bernardino Soares, as verified in the Stockholders Attendance Book. Also present were: the Member of the Audit Board Mr. Aristóteles Luiz Menezes Vasconcellos Drummond; KPMG Auditores Independentes, represented by Mr. Marco Túlio Fernandes Ferreira, CRC-MG 058176/0-O; and the Chief Officer Mr. Arlindo Porto Neto.
Initially and in accordance with Clause 6 of the Bylaws, the representatives of the stockholder Cemig proposed the name of the Deputy CEO, Arlindo Porto Neto, to chair the meeting. The proposal of the representative of the Stockholder Companhia Energética de Minas Gerais Cemig was put to the vote, and approved.
The Chairman then declared the Meeting opened and invited me, Anamaria Pugedo Frade Barros, General Manager of Cemigs Corporate Executive Office, to be Secretary of the Meeting, requesting me to proceed to reading of the convocation notice, published in the newspapers Minas Gerais, official publication of the Powers of the State, on March 31 and April 1 and 6, O Tempo, on March 31 and April 1 and 5, and Valor Econômico on March 31 and April 5 and 6, of this year, the content of which is as follows:
CEMIG DISTRIBUIÇÃO S.A.
LISTED COMPANY
CNPJ 06.981.180/0001-16 - NIRE 31300020568
The stockholder Companhia Energética de Minas Gerais Cemig is hereby called to the Ordinary General Meeting of Stockholders, to be held on April 29, 2010 at 4 p.m. at Av. Barbacena 1200, 17th floor, A1 Wing, in the city of Belo Horizonte, Minas Gerais, to decide on the following matters:
1 Examination, debate and voting on the Report of Management and the Financial Statements for the year ended December 31, 2009, and the respective complementary documents.
2 Allocation of the net profit for the year 2009, in the amount of R$ 338,226,000, in accordance with Article 192 of Law 6404, of December 15, 1976, as amended.
3 Decision on the form and date of payment of the Interest on Equity and the complementary dividends, in the amount of R$ 169,113,000.
4 Election of the sitting and substitute members of the Audit Board.
5 Election of the sitting and substitute members of the Board of Directors, due to the ending of their period of office.
Belo Horizonte, March 23, 2010.
Sérgio Alair Barroso
Chairman of the Board of Directors
In accordance with Item 1 of the agenda the Chairman then placed in debate the Report of Management and the Financial Statements for the year ended December 31, 2009, and the respective complementary documents, explaining that they have been widely disclosed in the press, since they were placed at the disposal of stockholders by a notice published in the newspapers Minas Gerais, the official journal of the Powers of the State, on March 26, 27 and 30; O Tempo, on March 26, 27 and 29, and Valor Econômico, on March 26, 29 and 30 this year, and published in the same newspapers on April 20 of this year.
The Chairman then put to the vote the Report of Management and the Financial Statements for the year ended December 31, 2009, and the respective complementary documents, and they were approved.
Continuing the proceedings, the Chairman requested the Secretary to read the Proposal by the Board of Directors, which deals with items 2 to 3, and of the convocation, and also the Opinion of the Audit Board thereon, the contents of which documents are as follows:
PROPOSAL
BY THE BOARD OF DIRECTORS
TO THE
ORDINARY GENERAL MEETING OF STOCKHOLDERS
TO BE HELD ON
APRIL 29, 2010
To the Stockholder Companhia Energética de Minas Gerais Cemig:
The Board of Directors of Cemig Distribuição S.A., in accordance with Article 192 of Law 6404 of December 15, 1976 as amended, and Clauses 20 to 24 of the Bylaws, and having regard to the financial statements for 2009, presenting net profit of R$ 338,226,000, hereby propose to you that the net profit for 2009, in the amount indicated, should be allocated as follows:
1) R$ 16,911,000, being 5% of the net profit, should be allocated to the Legal Reserve, in accordance with sub-clause a of the Sole sub-paragraph of Clause 21 of the Bylaws.
2) R$ 169,113,000 should be allocated to payment of dividends, as follows:
a) R$ 151,653,000 in the form of Interest on Equity, by the following decisions:
R$ 76,202,000, under CRCA 035/2009, of June 26, 2009;
R$ 37,451,000, under CRD 406/2009, of September 30, 2009; and
R$ 38,000,000, under CRD 511/2009, of December 10, 2009: and,
b) R$ 17,460,000 in the form of complementary dividends;
3) R$ 152,202,000 should be allocated to the Profit Retention Reserves account, for use in investments specified in the Cash Budget for 2010, approved by the meeting of the Board of Directors held on December 23, 2009, in CRCA 072/2009;
· the payments of dividends to be made in two equal installments, by June 30 and December 30, 2010, and these dates may be brought forward, in accordance with the availability of cash and at the option of the Executive Board.
Appendix 1 gives a summary of the Cash Budget of Cemig Distribuição S.A. for 2010, approved by the Board of Directors, characterizing the inflow of funds and disbursements for compliance with the allocations of the profit for the year.
Appendix 2 summarizes the calculation of the dividends proposed by the Management, in accordance with the Bylaws.
As can be seen, the objective of this proposal is to meet the legitimate interests of the stockholders and of the Company, for which reason it is the hope of the Board of Directors that you, the stockholders, will approve it.
Belo Horizonte, March 23, 2010.
Sergio Alair Barroso Chairman, |
Evandro Veiga Negrão de Lima Member, Francelino Pereira dos Santos Member, |
APPENDIX I
TO THE
PROPOSAL FOR ALLOCATION OF THE PROFIT FOR THE BUSINESS YEAR 2009
MADE BY THE BOARD OF DIRECTORS TO THE
ORDINARY GENERAL MEETING OF STOCKHOLDERS
TO BE HELD BY APRIL 30, 2010
CEMIG DISTRIBUIÇÃO S.A.
CASH BUDGET FOR 2010
AMOUNTS IN CURRENT R$ 000
Item |
|
Total 2010 (*) |
|
AV % |