Demonstra??es Financeiras em Padr?es Internacionais

Eneva S.A.
(Publicly-held company)
Quarterly Information - ITR
at June 30, 2014
and report on review
of quarterly information
Number of Shares (thousand) Current Quarter 6/30/2014
Common - Paid-in Capital 702524
Preferred - Paid-in Capital 0
Total - Paid-in Capital 702524
Common - Treasury 0
Preferred - Treasury 0
Total - Treasury 0
Account Code Account Description
Current
Quarter
6/30/2014
Previous
Year
12/31/2013
1 Total Assets 4,736,905 4,751,985
1.01 Current Assets 327,932 141,241
1.01.01 Cash and Cash Equivalents 12,011 110,156
1.01.01.01 Cash and Bank deposits 3,581 509
1.01.01.02 Fundo Multimercado MPX 63 8,430 109,647
1.01.06 Recoverable Taxes 10,611 25,701
1.01.06.01 Current Taxes Recoverable 10,611 25,701
1.01.08 Other Current Assets 305,310 5,384
1.01.08.01 Noncurrent Assets on Sale 303,913 0
1.01.08.03 Other 1,397 5,384
1.01.08.03.01 Other Advances 1,358 1,175
1.01.08.03.03 Gain on derivatives 0 4,171
1.01.08.03.04 Escrow Deposits 39 38
1.02 Noncurrent Assets 4,408,973 4,610,744
1.02.01 Long-Term Assets 1,490,549 1,464,405
1.02.01.09 Other Noncurrent Assets 1,490,549 1,464,405
1.02.01.09.07 Recoverable Taxes 28,026 7,215
1.02.01.09.08
Accounts receivable from other
related parties
12,515 217,337
1.02.01.09.09
AFAC at Subsidiaries and Joint
Ventures
288,795 206,678
1.02.01.09.10 Prepaid expense 841 841
1.02.01.09.11
Loan at Subsidiaries and Joint
Ventures
973,278 909,327
1.02.01.09.12
Accounts receivable from
Subsidiaries and Joint Ventures
178,490 123,005
1.02.01.09.13 Embedded derivatives 8,602 0
1.02.01.09.14 Other Accounts Receivable 2 2
1.02.02 Investments 2,904,468 3,130,978
1.02.02.01 Equity Interests 2,904,468 3,130,978
1.02.02.01.01
Interests in Associated
Companies
87,674 51,899
1.02.02.01.02 Interests in Subsidiaries 1,666,324 2,181,366
1.02.02.01.03 Interests in Joint Ventures 1,088,375 835,618
1.02.02.01.04 Other Equity Interests 62,095 62,095
1.02.03 Property, plant and equipment 11,332 12,634
1.02.04 Intangible assets 2,624 2,727
Current Quarter
6/30/2014
Previous Year
12/31/2013
2 Total Liabilities 4,736,905 4,751,985
2.01 Current Liabilities 2,107,631 1,580,010
2.01.01 Social and labor obligations 5,947 8,424
2.01.01.02 Labor Obligations 5,947 8,424
2.01.02 Trade payables 4,860 3,473
2.01.02.01 Domestic Trade Payables 4,860 3,473
2.01.03 Tax Obligations 560 709
2.01.03.01 Federal Tax Liabilities 560 709
2.01.03.01.01 Income taxes and contributions payable 560 709
2.01.04 Loans and Financing 2,091,183 1,562,323
2.01.04.01 Loans and Financing 2,091,183 1,562,211
2.01.04.01.01 In local currency 2,091,183 1,562,211
2.01.04.02 Debentures 0 112
2.01.04.02.02 Interest 0 112
2.01.05 Other liabilities 5,081 5,081
2.01.05.02 Other 5,081 5,081
2.01.05.02.07 Profit Sharing 4,990 4,990
2.01.05.02.09 Other liabilities 91 91
2.02 Noncurrent Liabilities 218,227 703,232
2.02.01 Loans and Financing 172,495 660,656
2.02.01.01 Loans and Financing 172,495 655,417
2.02.01.01.01 In local currency 172,495 655,417
2.02.01.02 Debentures 0 5,239
2.02.01.02.01 Principal 0 4,605
2.02.01.02.02 Interest 0 634
2.02.02 Other liabilities 44,663 34,489
2.02.02.01 Related-Party Transactions 44,663 34,489
2.02.02.01.04 Debts with Other Related Parties 44,663 34,489
2.02.04 Provisions 1,069 8,087
2.02.04.02 Other Provisions 1,069 8,087
2.02.04.02.05 Negative Equity 1,069 8,087
2.03 Shareholders Equity 2,411,047 2,468,743
2.03.01 Realized Capital 4,652,273 4,532,313
2.03.02 Capital Reserves 353,865 350,514
2.03.02.04 Options Awarded 353,865 350,514
2.03.05 Retained Earnings/Accumulated Losses -2,545,011 -2,360,800
2.03.06 Equity Appraisal Adjustments -50,080 -53,284
Current Quarter
4/1/2014 to
6/30/2014
Accrued Value of the
Current Year 1/1/2014 to
6/30/2014
Same Quarter of
the Prior Year
4/1/2013 to
Accrued Value of the
Prior Year 1/1/2013 to
6/30/2013
3.04 Operating Income/Expenses -62,698 -104,287 -156,204 -376,597
3.04.02 General and Administrative Expenses -13,289 -41,613 -29,879 -53,590
3.04.02.01 Personnel and Management -4,898 -18,185 -16,484 -27,605
3.04.02.02 Other Expenses -793 -2,032 -1,347 -2,607
3.04.02.03 Outsourced Services -5,514 -17,439 -10,565 -20,361
3.04.02.04 Depreciation and Amortization -580 -1,105 -452 -905
3.04.02.05 Leasing and Rentals -1,504 -2,852 -1,031 -2,112
3.04.04 Other Operating Income 806 22,676 961 975
3.04.04.01 Sale of PGN (OGX Maranho) 0 21,858 0 0
3.04.04.02 Other 806 818 961 975
3.04.05 Other Operating Expenses -1,593 -1,722 -2,885 -3,925
3.04.05.01 Unsecured Liability -171 -135 -2,883 -3,923
3.04.05.02 Provision for investment losses -27 -192 0 3
3.04.05.03 Losses on the Sale of Assets -1,395 -1,395 -2 -5
3.04.06 Equity in Net Income of Subsidiaries -48,622 -83,628 -124,401 -320,057
3.05 Earnings before financial income/loss and tax -62,698 -104,287 -156,204 -376,597
3.06 Financial Income/Loss -49,581 -79,924 -77,046 -107,554
3.06.01 Financial Revenue 25,954 88,706 29,068 44,049
3.06.01.01 Exchange Variance Gain 3,186 22,323 606 4,012
3.06.01.02 Interest-earning bank deposits 1,362 2,821 27,118 31,431
3.06.01.03 Derivative Financial Instruments -4,605 4,431 10,474 9,031
3.06.01.04 Fair value of debentures 0 0 -175 -426
3.06.01.05 Other Financial Revenue 95 156 0 1
3.06.01.06 Interest on loans 25,916 58,975 -8,955 0
3.06.02 Financial Expenses -75,535 -168,630 -106,114 -151,603
3.06.02.01 Exchange Variance Loss -150 -15,299 -10,780 -12,760
3.06.02.02 Derivative Financial Instruments -4,124 -4,124 212 -2,619
3.06.02.03 Debenture Interest/Cost -185 -396 -149 -362
3.06.02.05 Debt Charges -69,406 -144,828 -32,438 -55,788
3.06.02.06 Other Financial Expenses -1,670 -3,983 -62,959 -80,074
3.07 Earnings before tax on net income -112,279 -184,211 -233,250 -484,151
3.09 Net Income from Continued Operations -112,279 -184,211 -233,250 -484,151
3.11 Net Income/Loss for the Period -112,279 -184,211 -233,250 -484,151
3.99 Earnings per Share - (Reais / Share)
3.99.01 Basic Earnings per Share
3.99.01.01 Common -0.15982 -0.26221 -0.40321 -0.83694
(Thousands of Reais)
Current Quarter
4/1/2014 to
6/30/2014
Accrued Value of
the Current Year
1/1/2014 to
Same Quarter of
the Prior Year
4/1/2013 to
Accrued Value of
the Prior Year
1/1/2013 to
4.01 Net Income for the Period (112.279) (184.211) (233.250) (484.151)
4.02 Other Comprehensive Income (1.349) (2.115) (3.569) (5.333)
4.02.01 Accumulated Translation Adjustments - - 483 (617)
4.02.02 Equity Appraisal Adjustments - - - -
4.02.03 Effective portion of the changes in fair value of cash flow hedges - hedge accounting (2.044) (3.204) (6.140) (7.145)
4.02.04 Deferred income and social contribution taxes - hedge accounting 695 1.089 2.088 2.429
4.03 Comprehensive Income for the Period (113.628) (186.326) (236.819) (489.484)
Accrued Value of
the Current Year
1/1/2014 to
Accrued Value of
the Prior Year
1/1/2013 to
6.01 Net Cash from Operating Activities 127,056 (135,452)
6.01.01 Cash Provided by Operating Activities (18,295) (116,955)
6.01.01.01 Net income/loss before IR and CSLL (184,211) (484,151)
6.01.01.02 Depreciation and Amortization 1,105 905
6.01.01.03 Equity in net income of subsidiary and associated companies 83,628 320,057
6.01.01.04 Operations with derivative financial instruments (307) (6,412)
6.01.01.05 Stock Options Awarded 6,555 22,666
6.01.01.06 Amortization of deferred charges - -
6.01.01.07 Investment devaluation 192 (3)
6.01.01.08 Provision for Unsecured Liabilities 135 3,923
6.01.01.09 Provision for Disassembly - -
6.01.01.10 Provision for investment losses - -
6.01.01.11 Deferred income and social contribution liabilities, net - -
6.01.01.12 Current income and social contribution taxes - -
6.01.01.13 Debenture Interest/Cost 396 362
6.01.01.14 Fair value of debentures - 426
6.01.01.15 Interest on loans and related parties 73,055 25,272
6.01.01.17 Equity Appraisal Adjustment - -
6.01.01.18 Other 1,157 -
6.01.02 Changes in Assets and Liabilities 152,369 116
6.01.02.01 Other Advances (181) (90)
6.01.02.02 Prepaid Expenses - -
6.01.02.03 Accounts Receivable - -
6.01.02.05 Recoverable Taxes (5,721) 420
6.01.02.06 Inventory - -
6.01.02.07 Deferred Taxes - -
6.01.02.09 Taxes, Duties and Contributions (149) 2,986
6.01.02.10 Trade payables 1,387 4,618
6.01.02.11 Provisions and payroll charges (2,478) 949
6.01.02.12 Accounts Payable - -
6.01.02.13 CCC subsidies receivable - -
6.01.02.14 Related Parties 159,511 (8,767)
6.01.02.15 AFAC to subsidiaries - -
6.01.03 Other (7,018) (18,613)
6.02 Net Cash from Investment Activities (308,284) (583,123)
6.02.01 Acquisition of PPE and intangible assets (856) (356)
6.02.02 Write-off of PPE and intangible assets - -
6.02.03 Securities - -
6.02.04 Capital contribution/AFAC in investments (243,476) (358,491)
6.02.05 Cash from sale of PP&E and intangible assets - -
6.02.06 AFAC to associated companies - -
6.02.07 Debt to related parties (63,950) (223,443)
6.02.08 Dividends - 2,040
6.02.09 Contractual Retentions - -
6.02.10 Escrow Deposits (2) (2,873)
6.03 Net Cash from Financing Activities 83,083 587,813
6.03.01 Financial Instruments (4,124) (1,045)
6.03.02 Capital Increase - 540
6.03.03 Advanced for future capital increase 119,959 -
6.03.04 Settlement of the principal - Financing (200,000) (300,000)
6.03.07 Loans and Financing Obtained 172,995 888,605
6.03.08 Capital increase (decrease) deriving from minority interests - -
6.03.10 Issuance (payment) of debentures (5,747) (287)
6.04 Exchange Variance on Cash and Cash Equivalents - -
6.05 Increase (Decrease) in Cash and Cash Equivalents (98,145) (130,762)
6.05.01 Opening Balance of Cash and Cash Equivalents 110,156 206,263
6.05.02 Closing Balance of Cash and Cash Equivalents 12,011 75,501
Paid-in share
capital
Capital Reserves,
Options Awarded
and Treasury
Profit Reserves
Retained Earnings
or Accumulated
Losses
Other
Comprehensive
Income
Shareholders
Equity
5.01 Opening Balances 4.532.314 350.514 - (2.360.800) (53.284) 2.468.744
5.02 Prior-year Adjustments - - - - - -
5.03 Adjusted Opening Balances 4.532.314 350.514 - (2.360.800) (53.284) 2.468.744
5.04 Capital Transactions with Partners 119.959 3.351 - - - 123.310
5.04.01 Capital Increases 119.959 - - - - 119.959
5.04.02 Stock Issuance Expense - - - - - -
5.04.03 Awarded Options Recognized - 3.351 - - - 3.351
5.04.04 Treasury Stock Acquired - - - - - -
5.04.05 Treasury Stock Sold - - - - - -
5.04.06 Dividends - - - - - -
5.04.07 Interest on Shareholders Equity - - - - - -
5.04.08 Adjustment for effect of spin-off - - - - - -
5.05 Total Comprehensive Income - - - (184.211) 3.204 (181.007)
5.05.01 Net Income for the Period - - - - - -
5.05.02 Other Comprehensive Income - - - (184.211) 3.204 (181.007)
5.05.02.01 Financial Instrument Adjustments - - - - 3.204 3.204
5.05.02.02 Tax on Financial Instrument Adjustments - - - - - -
5.05.02.03 Equity Income on Comp. Income Subsidiaries and Associated Companies- - - - - -
5.05.02.04 Translation Adjustments in the Period - - - - - -
5.05.02.05 Taxes on Translation Adjustments in the Period - - - - - -
5.05.02.06 Loss for the Period - - - (184.211) - (184.211)
5.05.03 Reclassification to Net Income - - - - - -
5.05.03.01 Financial Instrument Adjustments - - - - - -
5.06 Internal Changes in Shareholders' Equity - - - - - -
5.06.01 Creation of Reserves - - - - - -
5.06.02 Realization of Revaluation Reserve - - - - - -
5.06.03 Taxes on Realization of Revaluation Reserve - - - - - -
5.07 Closing Balances 4.652.273 353.865 - (2.545.011) (50.080) 2.411.047
Paid-in share
capital
Capital Reserves,
Options Awarded
and Treasury
Profit Reserves
Retained Earnings
or Accumulated
Losses
Other
Comprehensive
Income
Shareholders
Equity
5.01 Opening Balances 3.731.734 321.904 - (1.364.979) (119.067) 2.569.592
5.02 Prior-year Adjustments - - - - - -
5.03 Adjusted Opening Balances 3.731.734 321.904 - (1.364.979) (119.067) 2.569.592
5.04 Capital Transactions with Partners 540 14.904 - - - 15.444
5.04.01 Capital Increases 540 - - - - 540
5.04.02 Stock Issuance Expense - - - - - -
5.04.03 Awarded Options Recognized - 14.904 - - - 14.904
5.04.04 Treasury Stock Acquired - - - - - -
5.04.05 Treasury Stock Sold - - - - - -
5.04.06 Dividends - - - - - -
5.04.07 Interest on Shareholders Equity - - - - - -
5.04.08 Adjustment for effect of spin-off - - - - - -
5.05 Total Comprehensive Income - - - (484.151) 7.762 (476.389)
5.05.01 Net Income for the Period - - - - - -
5.05.02 Other Comprehensive Income - - - (484.151) 7.762 (476.389)
5.05.02.01 Financial Instrument Adjustments - - - - 7.145 7.145
5.05.02.02 Tax on Financial Instrument Adjustments - - - - - -
5.05.02.03 Equity Income on Comp. Income Subsidiaries and Associated Companies- - - - - -
5.05.02.04 Translation Adjustments in the Period - - - - - -
5.05.02.05 Taxes on Translation Adjustments in the Period - - - - - -
5.05.02.06 Loss for the Period - - - (484.151) 617 (483.534)
5.05.03 Reclassification to Net Income - - - - - -
5.05.03.01 Financial Instrument Adjustments - - - - - -
5.06 Internal Changes in Shareholders' Equity - - - - - -
5.06.01 Creation of Reserves - - - - - -
5.06.02 Realization of Revaluation Reserve - - - - - -
5.06.03 Taxes on Realization of Revaluation Reserve - - - - - -
5.07 Closing Balances 3.732.274 336.808 - (1.849.130) (111.305) 2.108.647
Accrued Value of
the Current Year
1/1/2014 to
Accrued Value of
the Prior Year
1/1/2013 to
7.01 Revenue - -
7.01.01 Sales of Goods, Products and Services - -
7.01.02 Other Revenue - -
7.01.03 Revenue relating to construction of company assets - -
7.01.04 Allowance/(Reversal of allowance) for doubtful accounts - -
7.02 Consumables acquired from third parties (18.707) (22.622)
7.02.01 Cost of goods and services sold - -
7.02.02 Material, Energy, Outsourced Services and Other (18.707) (22.622)
7.02.03 Loss/Recovery of Assets - -
7.02.04 Other - -
7.03 Gross Added Value (18.707) (22.622)
7.04 Retentions (1.105) (905)
7.04.01 Depreciation, Amortization and Depletion (1.105) (905)
7.04.02 Other - -
7.05 Net Added Value Produced (19.812) (23.527)
7.06 Transferred Added Value 4.286 (283.940)
7.06.01 Equity in Net Income of Subsidiaries (83.628) (320.057)
7.06.02 Financial Revenue 2.977 40.037
7.06.03 Other 84.937 (3.920)
7.06.03.01 Derivative Financial Instruments 4.431 -
7.06.03.02 Provision for Unsecured Liabilities (135) (3.923)
7.06.03.03 Provision for Impairment loss - -
7.06.03.04 Provision for devaluation of investments (192) 3
7.06.03.05 Sale of PGN (OGX Maranho) 21.858 -
7.06.03.06 Interest on loans 58.975 -
7.07 Total Added Value to be Distributed (15.526) (307.467)
7.08 Distribution of Added Value (15.526) (307.467)
7.08.01 Personnel 18.185 27.605
7.08.01.01 Direct Remuneration 12.694 21.177
7.08.01.02 Benefits 610 2.987
7.08.01.03 F.G.T.S. 4.881 3.441
7.08.01.04 Other - -
7.08.02 Taxes, Duties and Contributions 366 88
7.08.02.01 Federal 366 88
7.08.02.02 State - -
7.08.02.03 Municipal - -
7.08.03 Interest Expenses 150.134 148.991
7.08.03.01 Interest 396 362
7.08.03.02 Rent 2.852 2.112
7.08.03.03 Other 146.886 146.517
7.08.03.03.01 Losses on derivative transactions 4.124 2.619
7.08.03.03.02 Advances to suppliers - -
7.08.03.03.03 Insurance 398 259
7.08.03.03.04 Exchange Variance (7.024) 8.748
7.08.03.03.05 Studies and Projects - -
7.08.03.03.06 Financial Expenses 150.207 135.866
7.08.03.03.07 Other (819) (975)
7.08.04 Interest earnings (184.211) (484.151)
7.08.04.01 Interest on Shareholders Equity - -
7.08.04.02 Dividends - -
7.08.04.03 Retained Earnings/Loss for the Period (184.211) (484.151)
7.08.05 Other - -
Current Quarter
6/30/2014
Previous Year
12/31/2013
1 Total Assets 8.400.491 9.689.212
1.01 Current Assets 743.720 747.842
1.01.01 Cash and Cash Equivalents 87.773 277.582
1.01.01.01 Cash and Bank deposits 47.504 16.493
1.01.01.02 Fundo Multimercado MPX 63 38.467 202.444
1.01.01.03 Bradesco Corporate FIC FI Referenciado DI Federal - -
1.01.01.04 CDB 1.802 58.645
1.01.01.05 Other Fixed-Income Investments - -
1.01.02 Short-term Investments - -
1.01.02.01 Short-term investments valued at Fair Value - -
1.01.02.01.01 Marketable Securities - -
1.01.02.01.02 Available-for-sale securities - -
1.01.02.01.03 Securities - -
1.01.02.02 Short-term investments valued at amortized cost - -
1.01.02.02.01 Securities Held to Maturity - -
1.01.03 Accounts Receivable 214.205 294.396
1.01.03.01 Trade accounts receivable 214.205 294.396
1.01.03.02 Other Accounts Receivable - -
1.01.04 Inventories 66.729 78.376
1.01.05 Agricultural Assets - -
1.01.06 Recoverable Taxes 28.777 47.651
1.01.06.01 Current Taxes Recoverable 28.777 47.651
1.01.07 Prepaid Expenses 14.514 9.825
1.01.08 Other Current Assets 331.722 40.012
1.01.08.01 Noncurrent Assets for Sale 303.913 -
1.01.08.02 Assets of Discontinued Operations - -
1.01.08.03 Other 27.809 40.012
1.01.08.03.01 Other Advances 7.048 5.001
1.01.08.03.03 Gain on Derivatives - 4.171
1.01.08.03.04 Escrow Deposits 39 38
1.01.08.03.05 CCC subsidies receivable 20.722 30.802
1.01.08.03.06 Other Accounts Receivable - -
1.02 Noncurrent Assets 7.656.771 8.941.370
1.02.01 Long-Term Assets 1.215.574 966.682
1.02.01.01 Short-term investments valued at Fair Value - -
1.02.01.01.01 Marketable Securities - -
1.02.01.01.02 Available-for-sale securities - -
1.02.01.02 Short-term investments valued at amortized cost - -
1.02.01.02.01 Securities Held to Maturity - -
1.02.01.03 Accounts Receivable - -
1.02.01.03.01 Trade accounts receivable - -
1.02.01.03.02 Other Accounts Receivable - -
1.02.01.04 Inventories - -
1.02.01.05 Agricultural Assets - -
1.02.01.06 Deferred Taxes 218.992 302.327
1.02.01.06.01 Deferred Income and Social Contribution Taxes 218.992 302.327
1.02.01.07 Prepaid Expenses 2.017 2.905
1.02.01.08 Related-party Credits - -
1.02.01.08.01 Credits with Associated Companies - -
1.02.01.08.03 Credits with Controlling Shareholders - -
1.02.01.08.04 Other Related-party Credits - -
1.02.01.09 Other Noncurrent Assets 994.565 661.450
1.02.01.09.01 Noncurrent Assets for Sale - -
1.02.01.09.02 Assets of Discontinued Operations - -
1.02.01.09.03 Gain on Derivatives - -
1.02.01.09.04 Escrow Deposits 171.081 118.606
1.02.01.09.05 CCC Subsidies Receivable - -
1.02.01.09.07 Recoverable Taxes 35.487 14.614
1.02.01.09.08 Accounts receivable from other related parties 13.858 218.680
1.02.01.09.09 AFAC at joint ventures 7.620 150
1.02.01.09.11 Loan with joint ventures 586.820 191.968
1.02.01.09.12 Accounts receivable from joint ventures 171.095 117.372
1.02.01.09.13 Embedded derivatives 8.602 -
1.02.01.09.14 Other Accounts Receivable 2 60
1.02.01.09.15 Securities - -
1.02.02 Investments 1.230.385 941.853
1.02.02.01 Equity Interests 1.230.385 941.853
1.02.02.01.01 Interests in Associated Companies 87.674 51.899
1.02.02.01.04 Other Equity Interests 1.142.711 889.954
1.02.02.02 Property for Investment - -
1.02.03 Property, plant and equipment 5.004.608 6.819.454
1.02.03.01 Property, plant and equipment in operation - -
1.02.03.02 Leased property, plant and equipment - -
1.02.03.03 Property, plant and equipment in progress - -
1.02.04 Intangible assets 206.204 213.381
1.02.04.01 Intangible assets - -
1.02.04.01.01 Concession Agreement - -
1.02.04.02 Goodwill - -
Current Quarter
6/30/2014
Previous Year
12/31/2013
2 Total Liabilities 8.400.491 9.689.212
2.01 Current Liabilities 3.659.090 2.978.859
2.01.01 Social and labor obligations 13.719 16.770
2.01.01.01 Payroll Obligations - -
2.01.01.02 Labor Obligations 13.719 16.770
2.01.02 Trade payables 350.716 331.216
2.01.02.01 Domestic Trade Payables 350.716 331.216
2.01.02.02 Foreign Trade payables - -
2.01.03 Tax Obligations 24.443 45.934
2.01.03.01 Federal Tax Liabilities 24.443 45.934
2.01.03.01.01 Income taxes and contributions payable 24.443 45.934
2.01.03.02 State Tax Liabilities - -
2.01.03.03 Municipal Tax Liabilities - -
2.01.04 Loans and Financing 3.143.222 2.408.254
2.01.04.01 Loans and Financing 3.143.222 2.408.142
2.01.04.01.01 In local currency 3.143.222 2.408.142
2.01.04.01.02 Foreign currency - -
2.01.04.02 Debentures - 112
2.01.04.02.01 Principal - -
2.01.04.02.02 Interest - 112
2.01.04.03 Financing through Financial Lease - -
2.01.05 Other liabilities 126.990 176.685
2.01.05.01 Related-Party Transactions - -
2.01.05.01.01 Debits with Associated Companies - -
2.01.05.01.03 Debits with Parent Companies - -
2.01.05.01.04 Debts with Other Related Parties - -
2.01.05.02 Other 126.990 176.685
2.01.05.02.01 Dividends and Interest on Shareholder's Equity Payable - -
2.01.05.02.02 Minimum Mandatory Dividend Payable - -
2.01.05.02.03 Expenses on Share Based Payments - -
2.01.05.02.04 Losses on Derivative Transactions - -
2.01.05.02.05 Contractual Retentions 57.091 84.789
2.01.05.02.06 Other Advances - -
2.01.05.02.07 Profit Sharing 5.064 8.148
2.01.05.02.08 Dividends Payable - -
2.01.05.02.09 Other liabilities 64.835 83.748
2.01.06 Provisions - -
2.01.06.01 Tax, Welfare and Civil Contingencies - -
2.01.06.01.01 Tax Provisions - -
2.01.06.01.02 Social Security and Labor Provisions - -
2.01.06.01.03 Provisions for Employee Benefits - -
2.01.06.01.04 Civil Provisions - -
2.01.06.02 Other Provisions - -
2.01.06.02.01 Provisions for Guarantees - -
2.01.06.02.02 Provision for Reorganization - -
2.01.06.02.03 Provisions for environmental and deactivation liabilities - -
2.01.07 Liabilities on Noncurrent Assets for Sale and Discontinued Assets - -
2.01.07.01 Liabilities on Noncurrent Assets for Sale - -
2.01.07.02 Liabilities on Assets of Discontinued Operations - -
2.02 Noncurrent Liabilities 2.217.206 4.136.480
2.02.01 Loans and Financing 1.948.318 3.807.617
2.02.01.01 Loans and Financing 1.948.318 3.802.378
2.02.01.01.01 In local currency 1.948.318 3.802.378
2.02.01.01.02 Foreign currency - -
2.02.01.02 Debentures - 5.239
2.02.01.02.01 Principal - 4.605
2.02.01.02.02 Interest - 634
2.02.01.02.03 Embedded Derivatives - -
2.02.01.03 Financing through Financial Lease - -
2.02.02 Other liabilities 258.125 307.720
2.02.02.01 Related-Party Transactions 258.125 307.720
2.02.02.01.01 Debits with Associated Companies - -
2.02.02.01.03 Debits with Parent Companies - -
2.02.02.01.04 Debts with Other Related Parties 258.125 307.720
2.02.02.02 Other - -
2.02.02.02.01 Expenses on Share Based Payments - -
2.02.02.02.02 Advance for Future Capital Increase - -
2.02.02.02.03 Losses on Derivative Transactions - -
2.02.02.02.04 Devaluation of investments - -
2.02.03 Deferred Taxes 11.694 9.591
2.02.03.01 Deferred Income and Social Contribution Taxes 11.694 9.591
2.02.04 Provisions (931) 11.552
2.02.04.01 Tax, Welfare and Civil Contingencies - -
2.02.04.01.01 Tax Provisions - -
2.02.04.01.02 Social Security and Labor Provisions - -
2.02.04.01.03 Provisions for Employee Benefits - -
2.02.04.01.04 Civil Provisions - -
2.02.04.02 Other Provisions (931) 11.552
2.02.04.02.01 Provisions for Guarantees - -
2.02.04.02.02 Provision for Reorganization - -
2.02.04.02.03 Provisions for environmental and deactivation liabilities - -
2.02.04.02.04 Provision for Disassembly - 2.266
2.02.04.02.05 Unsecured Liability (931) 9.286
2.02.05 Liabilities on Noncurrent Assets for Sale and Discontinued Assets - -
2.02.05.01 Liabilities on Noncurrent Assets for Sale - -
2.02.05.02 Liabilities on Assets of Discontinued Operations - -
2.02.06 Unappropriated Prots and Revenue - -
2.02.06.01 Unappropriated Prots - -
2.02.06.02 Unappropriated Revenue - -
2.02.06.03 Unappropriated Investment Subsidies - -
2.03 Consolidated Shareholders Equity 2.524.195 2.573.873
2.03.01 Realized Capital 4.652.273 4.532.313
2.03.02 Capital Reserves 353.865 350.514
2.03.02.01 Goodwill on Share Issuance - -
2.03.02.02 Special Goodwill Reserve under Merger - -
2.03.02.03 Sale of Subscription Bonus - -
2.03.02.04 Options Awarded 353.865 350.514
2.03.02.05 Treasury Stock - -
2.03.02.06 Advance for Future Capital Increase - -
2.03.02.07 Investments Reserve - -
2.03.02.08 Capital Reserves - -
2.03.03 Revaluation Reserves - -
2.03.04 Profit Reserves - -
2.03.04.01 Legal Reserve - -
2.03.04.02 Statutory Reserve - -
2.03.04.03 Reserve for Contingencies - -
2.03.04.04 Unrealized Profit Reserve - -
2.03.04.05 Profit Retention Reserve - -
2.03.04.06 Special Reserve for Undistributed Dividends - -
2.03.04.07 Tax Incentive Reserve - -
2.03.04.08 Additional Dividend Proposed - -
2.03.04.09 Treasury Stock - -
2.03.05 Retained Earnings/Accumulated Losses (2.558.792) (2.379.303)
2.03.06 Equity Appraisal Adjustments (50.080) (53.284)
2.03.07 Accumulated Translation Adjustments - -
2.03.08 Other Comprehensive Income - -
2.03.09 Minority Interests 126.929 123.633
Current Quarter
4/1/2014 to
6/30/2014
Accrued Value of
the Current Year
1/1/2014 to
Same Quarter of
the Prior Year
4/1/2013 to
Accrued Value of
the Prior Year
1/1/2013 to
3.01 Revenue from goods sold and services rendered 489.306 1.076.078 395.133 591.232
3.02 Cost of goods and/or services sold (439.603) (934.382) (418.331) (730.940)
3.03 Gross Profit 49.703 141.696 (23.198) (139.708)
3.04 Operating Income/Expenses (24.167) (58.596) (88.690) (212.220)
3.04.01 Sales Expenses - - - -
3.04.02 General and Administrative Expenses (18.129) (54.921) (41.983) (81.012)
3.04.02.01 Personnel and Management (6.167) (21.459) (18.845) (39.142)
3.04.02.02 Other Expenses (1.462) (3.307) (2.653) (5.009)
3.04.02.03 Outsourced Services (8.050) (25.408) (18.222) (32.283)
3.04.02.04 Depreciation and Amortization (801) (1.570) (652) (1.290)
3.04.02.05 Leasing and Rentals (1.649) (3.177) (1.611) (3.288)
3.04.02.06 General and Administrative Expenses - - - -
3.04.02.07 Expenses incurred on Share Options Awarded - - - -
3.04.03 Impairment of assets - - - -
3.04.04 Other Operating Income 42.930 64.802 3.471 3.983
3.04.04.01 Sale of PGN (OGX Maranho) - 21.858 - -
3.04.04.02 Other 42.930 42.944 - -
3.04.05 Other Operating Expenses (13.749) (25.896) (5.064) (6.587)
3.04.05.01 Unsecured liability 1 111 (2.604) (3.578)
3.04.05.02 Provision for investment losses 546 (1.221) (26) (23)
3.04.05.03 Losses on the sale of assets (1.395) (1.395) (2.434) (2.986)
3.04.05.05 Write-off of CCC Benefit (407) (5.945) - -
3.04.05.06 Other - - - -
3.04.05.07 Adomp/CCEE Penalty (12.494) (17.446) - -
3.04.06 Equity in Net Income of Subsidiaries (35.219) (42.581) (45.114) (128.604)
3.05 Earnings before financial income/loss and tax 25.536 83.100 (111.888) (351.928)
3.06 Financial Income/Loss (134.541) (258.833) (162.929) (240.756)
3.06.01 Financial Revenue 15.190 65.706 19.940 32.641
3.06.01.01 Exchange Variance Gain 4.121 25.489 682 4.570
3.06.01.02 Interest-earning bank deposits 5.877 11.310 12.453 17.374
3.06.01.03 Derivative Financial Instruments (4.605) 4.431 10.474 9.031
3.06.01.04 Fair value of debentures - - (175) (426)
3.06.01.05 Other Financial Revenue 1.018 1.891 1.461 2.092
3.06.01.06 Interest on loans 8.779 22.585 (4.955) -
3.06.02 Financial Expenses (149.731) (324.539) (182.869) (273.397)
3.06.02.01 Exchange Variance Loss (192) (16.204) (12.919) (15.182)
3.06.02.02 Derivative Financial Instruments (4.124) (4.124) 3.162 912
3.06.02.03 Debenture Interest/Cost (185) (396) (149) (362)
3.06.02.05 Debt charges (134.165) (283.582) (86.924) (145.012)
3.06.02.06 Other Financial Expenses (11.065) (20.233) (86.039) (113.753)
3.07 Earnings before tax on net income (109.005) (175.733) (274.817) (592.684)
3.08 Income and social contribution taxes on profit (1.439) (5.276) 41.329 102.135
3.08.01 Current 187 (2.546) (336) (336)
3.08.02 Deferred charges (1.626) (2.730) 41.665 102.471
3.09 Net Income from Continued Operations (110.444) (181.009) (233.488) (490.549)
3.10 Net Income from Discontinued Operations - - - -
3.10.01 Net income (loss) for the year from discontinued operations - - - -
3.10.02 Net Gains/Losses on Assets of Discontinued Operations - - - -
3.11 Consolidated Net Income/Loss for the Period (110.444) (181.009) (233.488) (490.549)
3.11.01 Attributed to Partners of the Parent Company (112.280) (184.211) (233.250) (484.151)
3.11.02 Attributed to Minority Partners 1.836 3.202 (238) (6.398)
3.99 Earnings per Share - (Reais / Share) - - - -
3.99.01 Basic Earnings per Share - - - -
3.99.01.01 Common 0,15721 0,25765 (0,40362) (0,84800)
3.99.02 Diluted Earnings per Share - - - -
Current Quarter
4/1/2014 to
6/30/2014
Accrued Value of
the Current Year
1/1/2014 to
Same Quarter of
the Prior Year
4/1/2013 to
Accrued Value of
the Prior Year
1/1/2013 to
4.01 Consolidated Net Income for the Period (110.444) (181.009) (233.488) (490.549)
4.02 Other Comprehensive Income (1.349) (2.115) (3.569) (5.333)
4.02.01 Accumulated Translation Adjustments - - 483 (617)
4.02.02 Equity Appraisal Adjustments - - - -
4.02.03 Effective portion of the changes in fair value of cash flow hedges - hedge accounting (2.044) (3.204) (6.140) (7.145)
4.02.04 Deferred income and social contribution taxes - hedge accounting 695 1.089 2.088 2.429
4.03 Consolidated Comprehensive Income for the Period (111.793) (183.124) (237.057) (495.882)
4.03.01 Attributed to Partners of the Parent Company (113.629) (186.326) (236.819) (489.484)
4.03.02 Attributed to Minority Partners 1.836 3.202 (238) (6.398)
Accrued Value of
the Current Year
1/1/2014 to
Accrued Value of
the Prior Year
1/1/2013 to
6.01 Net Cash from Operating Activities (63.410) 112.773
6.01.01 Cash Provided by Operating Activities 40.346 (337.668)
6.01.01.01 Loss for the Period (175.733) (592.684)
6.01.01.02 Depreciation and Amortization 96.454 44.519
6.01.01.03 Equity in Net Income of Subsidiaries 42.581 128.604
6.01.01.04 Operations with derivative financial instruments (307) (9.943)
6.01.01.05 Stock Options Awarded 6.555 22.666
6.01.01.06 Amortization of deferred charges - -
6.01.01.07 Investment devaluation 1.221 23
6.01.01.08 Provision for Unsecured Liabilities (111) 3.578
6.01.01.09 Provision for Disassembly (2.266) 55
6.01.01.10 Minority Interests - -
6.01.01.11 Deferred income and social contribution liabilities, net - -
6.01.01.12 Current income and social contribution taxes - -
6.01.01.13 Debenture Interest/Cost 396 362
6.01.01.14 Fair value of debentures - 426
6.01.01.15 Interest on loans and related parties 70.391 65.485
6.01.01.16 Sale of PGN interest (OGX Maranho) 21.858 -
6.01.01.17 Equity Appraisal - -
6.01.01.18 Other (20.693) (759)
6.01.02 Changes in Assets and Liabilities 213.398 476.240
6.01.02.01 Other Advances (2.047) (3.467)
6.01.02.02 Prepaid Expenses (3.801) (1.841)
6.01.02.03 Accounts Receivable 80.192 (331.220)
6.01.02.05 Recoverable Taxes (1.999) (41.682)
6.01.02.06 Inventory 11.647 53.569
6.01.02.07 Deferred Taxes - -
6.01.02.09 Taxes, Duties and Contributions (21.492) 86.977
6.01.02.10 Trade payables 19.500 538.757
6.01.02.11 Provisions and payroll charges (3.051) 2.421
6.01.02.12 Accounts Payable 22.865 4.263
6.01.02.13 CCC subsidies receivable 10.079 8.034
6.01.02.14 Debts / Credits with related parties 101.505 160.429
6.01.02.15 AFAC to subsidiaries - -
6.01.03 Other (317.154) (25.799)
6.01.03.01 Changes in Investments - -
6.01.03.02 Other > (13.241) (25.799)
6.01.03.04 Asset held for sale - Pecm II (303.913) -
6.02 Net Cash from Investment Activities 952.883 (1.226.254)
6.02.01 Acquisition of PPE and intangible assets (173.265) (999.229)
6.02.02 Write-off of PPE and intangible assets - -
6.02.03 Securities - (5.351)
6.02.04 Capital contribution/AFAC in investments (332.320) (138.301)
6.02.05 Cash resulting from sale of property, plant and equipment and intangible assets (1.036) (2.978)
6.02.06 AFAC at associated companies and joint ventures - -
6.02.07 Debt to related parties (382.113) (24.881)
6.02.08 Dividends - -
6.02.09 Contractual Retentions (27.699) (33.623)
6.02.10 Escrow Deposits (52.477) (21.891)
6.02.11 PPE and intangible of asset held for sale - Pecm II 1.921.793 -
6.03 Net Cash from Financing Activities (1.079.283) 734.919
6.03.01 Financial Instruments (4.124) (12.679)
6.03.02 Capital Increase - 540
6.03.03 Advanced for future capital increase 119.959 -
6.03.04 Settlement of the principal - Financing (315.014) (325.575)
6.03.07 Loans and Financing Obtained 198.446 1.068.482
6.03.08 Capital increase deriving from noncontrolling interests - 6.398
6.03.09 Loan and financing - held for sale Pecm II (1.072.803) -
6.03.10 Issuance (payment) of debentures (5.747) (287)
6.03.12 Dividends - (1.960)
6.04 Exchange Variance on Cash and Cash Equivalents - -
6.05 Increase (Decrease) in Cash and Cash Equivalents (189.810) (378.562)
6.05.01 Opening Balance of Cash and Cash Equivalents 277.583 519.277
6.05.02 Closing Balance of Cash and Cash Equivalents 87.773 140.715
Paid-in share
capital
Capital Reserves,
Options Awarded
and Treasury
Profit Reserves
Retained Earnings
or Accumulated
Losses
Other
Comprehensive
Income
Shareholders
Equity
Minority interests
Consolidated
Shareholders
Equity
5.01 Opening Balances 4.532.313 350.514 - (2.379.303) (53.284) 2.450.240 123.633 2.573.873
5.02 Prior-year Adjustments - - - - - - - -
5.03 Adjusted Opening Balances 4.532.313 350.514 - (2.379.303) (53.284) 2.450.240 123.633 2.573.873
5.04 Capital Transactions with Partners 119.960 3.351 - 4.722 - 128.033 - 128.033
5.04.01 Capital Increases 119.960 - - - - 119.960 - 119.960
5.04.02 Stock Issuance Expense - - - - - - - -
5.04.03 Awarded Options Recognized - 3.351 - - - 3.351 - 3.351
5.04.04 Treasury Stock Acquired - - - - - - - -
5.04.05 Treasury Stock Sold - - - - - - - -
5.04.06 Dividends - - - - - - - -
5.04.07 Interest on Shareholders Equity - - - - - - - -
5.04.08 Adjustment for effect of spin-off - - - - - - - -
5.04.09 Deferred Asset Adjustment - - - 4.722 - 4.722 - 4.722
5.05 Total Comprehensive Income - - - (184.211) 3.204 (181.007) 3.296 (177.711)
5.05.01 Net Income for the Period - - - - - - - -
5.05.02 Other Comprehensive Income - - - (184.211) 3.204 (181.007) 3.296 (177.711)
5.05.02.01 Financial Instrument Adjustments - - - - 3.204 3.204 - 3.204
5.05.02.02 Tax on Financial Instrument Adjustments - - - - - - - -
5.05.02.03 Equity Income on Comp. Income Associated companies - - - - - - - -
5.05.02.04 Translation Adjustments in the Period - - - - - - - -
5.05.02.05 Taxes on Translation Adjustments in the Period - - - - - - - -
5.05.02.07 Loss for the period - - - (184.211) - (184.211) 3.202 (181.009)
5.05.02.08 Minority interest - - - - - - 94 94
5.05.03 Reclassification to Net Income - - - - - - - -
5.05.03.01 Financial Instrument Adjustments - - - - - - - -
5.06 Internal Changes in Shareholders' Equity - - - - - - - -
5.06.01 Creation of Reserves - - - - - - - -
5.06.02 Realization of Revaluation Reserve - - - - - - - -
5.06.03 Taxes on Realization of Revaluation Reserve - - - - - - - -
5.07 Closing Balances 4.652.273 353.865 - (2.558.792) (50.080) 2.397.266 126.929 2.524.195
Paid-in share
capital
Capital Reserves,
Options Awarded
and Treasury
Profit Reserves
Retained Earnings
or Accumulated
Losses
Other
Comprehensive
Income
Shareholders
Equity
Minority interests
Consolidated
Shareholders
Equity
5.01 Opening Balances 3.731.734 321.904 - (1.384.971) (119.067) 2.549.600 154.975 2.704.575
5.02 Prior-year Adjustments - - - - - - - -
5.03 Adjusted Opening Balances 3.731.734 321.904 - (1.384.971) (119.067) 2.549.600 154.975 2.704.575
5.04 Capital Transactions with Partners 540 14.904 - 743 - 16.187 - 16.187
5.04.01 Capital Increases 540 - - - - 540 - 540
5.04.02 Stock Issuance Expense - - - - - - - -
5.04.03 Awarded Options Recognized - 14.904 - - - 14.904 - 14.904
5.04.04 Treasury Stock Acquired - - - - - - - -
5.04.05 Treasury Stock Sold - - - - - - - -
5.04.06 Dividends - - - - - - - -
5.04.07 Interest on Shareholders Equity - - - - - - - -
5.04.08 Adjustment for effect of spin-off - - - - - - - -
5.04.09 Deferred Asset Adjustment - - - 743 - 743 - 743
5.05 Total Comprehensive Income - - - (484.151) 7.762 (476.389) (10.868) (487.257)
5.05.01 Net Income for the Period - - - - - - - -
5.05.02 Other Comprehensive Income - - - (484.151) 7.762 (476.389) (10.868) (487.257)
5.05.02.01 Financial Instrument Adjustments - - - - 7.145 7.145 - 7.145
5.05.02.02 Tax on Financial Instrument Adjustments - - - - - - - -
5.05.02.03 Equity Income on Comp. Income Associated companies - - - - - - - -
5.05.02.04 Translation Adjustments in the Period - - - - 617 617 - 617
5.05.02.05 Taxes on Translation Adjustments in the Period - - - - - - - -
5.05.02.07 Loss for the period - - - (484.151) - (484.151) (6.398) (490.549)
5.05.02.08 Minority interest - - - - - - (4.470) (4.470)
5.05.03 Reclassification to Net Income - - - - - - - -
5.05.03.01 Financial Instrument Adjustments - - - - - - - -
5.06 Internal Changes in Shareholders' Equity - - - - - - - -
5.06.01 Creation of Reserves - - - - - - - -
5.06.02 Realization of Revaluation Reserve - - - - - - - -
5.06.03 Taxes on Realization of Revaluation Reserve - - - - - - - -
5.07 Closing Balances 3.732.274 336.808 - (1.868.379) (111.305) 2.089.398 144.107 2.233.505
Accrued Value of
the Current Year
1/1/2014 to
Accrued Value of
the Prior Year
1/1/2013 to
7.01 Revenue (745.945) 1.546.646
7.01.01 Sales of Goods, Products and Services 1.076.078 591.231
7.01.02 Other Revenue - -
7.01.03 Revenue relating to construction of company assets (1.822.023) 955.415
7.01.04 Allowance/(Reversal of allowance) for doubtful accounts - -
7.02 Consumables acquired from third parties (660.808) (641.493)
7.02.01 Cost of goods and services sold - -
7.02.02 Material, Energy, Outsourced Services and Other (660.808) (641.493)
7.02.03 Loss/Recovery of Assets - -
7.02.04 Other - -
7.03 Gross Added Value (1.406.753) 905.153
7.04 Retentions (96.454) (44.519)
7.04.01 Depreciation, Amortization and Depletion (96.454) (44.519)
7.04.02 Other - -
7.05 Net Added Value Produced (1.503.207) 860.634
7.06 Transferred Added Value 60.162 (104.134)
7.06.01 Equity in Net Income of Subsidiaries (42.581) (128.604)
7.06.02 Financial Revenue 13.200 28.071
7.06.03 Other 89.543 (3.601)
7.06.03.01 Derivative Financial Instruments 4.431 -
7.06.03.02 Provision for Unsecured Liabilities 111 (3.578)
7.06.03.03 Provision for Impairment loss - -
7.06.03.04 Provision for devaluation of investments (1.221) (23)
7.06.03.05 Sale of PGN (OGX Maranho) 21.858 -
7.06.03.06 Interest on loans 22.586 -
7.06.03.07 Contractual Penalty 41.778 -
7.07 Total Added Value to be Distributed (1.443.045) 756.500
7.08 Distribution of Added Value (1.443.045) 756.500
7.08.01 Personnel 45.428 52.889
7.08.01.01 Direct Remuneration 25.916 28.847
7.08.01.02 Benefits 7.622 13.952
7.08.01.03 F.G.T.S. 11.890 10.090
7.08.01.04 Other - -
7.08.02 Taxes, Duties and Contributions 6.002 (101.810)
7.08.02.01 Federal 6.002 (101.810)
7.08.02.02 State - -
7.08.02.03 Municipal - -
7.08.03 Interest Expenses (1.313.466) 1.295.970
7.08.03.01 Interest 396 362
7.08.03.02 Rent 174.805 70.882
7.08.03.03 Other (1.488.667) 1.224.726
7.08.03.03.01 Losses on Derivative Transactions 4.124 (912)
7.08.03.03.02 Advances to suppliers (1.822.023) 955.407
7.08.03.03.03 Insurance 11.081 1.843
7.08.03.03.04 Exchange Variance (9.285) 10.612
7.08.03.03.05 Studies and Projects - -
7.08.03.03.06 Financial Expenses 305.211 261.751
7.08.03.03.07 Other (1.166) (3.975)
7.08.03.03.08 CCEE Penalty 17.446 -
7.08.03.03.09 Write-off of CCC Benefit 5.945 -
7.08.04 Interest earnings (181.009) (490.549)
7.08.04.01 Interest on Shareholders Equity - -
7.08.04.02 Dividends - -
7.08.04.03 Retained Earnings/Loss for the Period (184.211) (484.151)
7.08.04.04 - Minority interests in retained earnings 3.202 (6.398)
7.08.05 Other - -
FEDERAL PUBLIC SERVICE
CVM BRAZILIAN SECURITIES COMMISSION
ITR Quarterly Information Corporate Legislation
COMMERCIAL AND INDUSTRIAL COMPANIES AND OTHER - as of 6/30/2014
02123-7 ENEVA S/A 04.423.567/0001-21
20.01 - OTHER INFORMATION CONSIDERED SIGNIFICANT TO THE COMPANY
1 de 17
Pursuant to the Company's Bylaws, the company, its shareholders and managers undertake to settle
through arbitration any and all disputes between them arising from, or in connection with, the
application, validity, effectiveness, interpretation, violation or effects of the rules contained in Brazilian
Corporation Law, the Company's By-Laws, regulations issued by the Brazilian Monetary Council, the
Brazilian Central Bank and the Brazilian Securities Commission (CVM), and any other regulations
applicable to the capital market in general, as well as those contained in the New Market Regulations,
the Regulations of the Market Chamber of Arbitration and New Market Agreement.
At June 30, 2014 the Companys share capital consisted of 702,524,469 common shares distributed
as follows:
CONSOLIDATED SHAREHOLDINGS OF CONTROLLING SHAREHOLDERS
MANAGERS ANDFREE FLOAT
Position at 6/30/2014
Shareholder
Number of Common
Shares
(in units)
%
Total Number of
Shares
(in units)
%
Controlling Shareholder 434,005,449 61.78 434,005,449 61.78
Executives
Board of Directors
57,070 0.01 57,070 0.02
Executive Board 0 0.00 0 0.00
Audit Committee*
- - - -
Treasury Stock
0 0.00 0 0.00
Other Shareholders
268,461,950 38.21 268,461,950 38.20
Total 702,524,469 100 702,524,469 100
Free Float 268,461,950 38.21 268,461,950 38.21
* At 6/30/2014 the Company did not have an Audit Committee.
The Company's capital was increased on 5/26/2011 by the Board of Directors' meeting held
3/24/2011, which raised the number of shares from 136,692,680 to 136,720,840, as a result of
subscription options being exercised.
02123-7 ENEVA S/A 04.423.567/0001-21
2 de 17
The Company's capital was increased in February 2012 by the Board of Directors' meeting held
2/29/2012, via the issuance of 9,633 new shares resulting from the conversion of 6,383 of the
21,735,744 debentures issued by the Company on June 15, 2011. The number of Company shares
accordingly rose from 136,720,840 to 136,730,473.
The Company's capital was increased in March 2012 by the Board of Directors' meeting held
3/21/2012, via the issuance of 984 new shares resulting from the conversion of 649 debentures and
the issuance of 7,040 new common shares, with no par value, resulting from the exercising of stock
options awarded under the Company's stock options program. The number of Company shares
accordingly rose from 136,730,473 to 136,738,497.
The Company's capital was increased in May 2012 by the Board of Directors' meeting held 5/9/2012
as a result of the (i) issuance of 4,112 new shares resulting from the conversion of 2,701 debentures
and (ii) the issuance of 125,620 new common shares, with no par value, resulting from the exercising
of stock options awarded under the Company's stock options program. The number of Company
shares accordingly rose from 136,738,497 to 136,868,229.
The capital was increased again the same month by the Board of Directors' meeting held 5/24/2012,
which ratified the issuance of 33,254,705 new common shares with no par value, resulting from the
conversion of 21,652,966 debentures. The number of Company shares accordingly rose from
136,868,229 to 170,122,934.
On 5/24/2012 the ENEVA Board of Directors approved a capital increase of R$ 1,000,000,063.00 via
the issuance of 22,623,796 new shares. However, the subscribed shares will only exist after the
capital increase has been concluded and subsequently ratified, which was concluded in July 2012
and ratified by the Board of Directors' meeting held July 25, 2012.
The Company's capital was increased in June 2012 by the Board of Directors' meeting held
6/15/2012, which ratified the issuance of 514 new common shares with no par value, resulting from
the conversion of 334 debentures. The number of Company shares accordingly rose from
170,122,934 to 170,123,448.
On 6/25/2012 the Board of Directors' meeting ratified the capital increase, approved by the Board of
Directors' meeting on 5/24/2012 at 11 AM, of R$ 1,000,000,063.00 (one billion and sixty-three reais),
within the authorized capital limit, as a result of the subscription and full payment of the 22,623,796
new common registered shares with no par value by E.ON AG ("E.ON"). The number of Company
shares accordingly rose from 170,123,448 to 192,747,244.
Pursuant to the minutes of the Extraordinary General Meeting held by the Company on 8/15/2012, the
shareholders in attendance unanimously approved the split of common shares issued by the
02123-7 ENEVA S/A 04.423.567/0001-21
3 de 17
Company, whereby each existing common share was split into 3 (three) shares of the same class.
ENEVA's shareholders are entitled to receive the split shares according to their shareholding at
Wednesday, August 15, 2012. The number of Company shares accordingly rose from 192,747,244 to
578,241,732.
The Company's capital was increased in January 2013 by the Board of Directors' meeting held
1/10/2013, ratifying the issuance of 147,480 new common shares, with no par value, resulting from
the exercising of stock options awarded under the Company's stock options program. The number of
Company shares accordingly changed to 578,389,212.
2/6/2013, ratifying the issuance of 27,000 new common shares, with no par value, resulting from the
exercising of stock options awarded under the Company's stock options program. The number of
However, there was a partial subscription of the capital increase, whereby the share capital as of
3/31/2013 stood at R$ 3,736,269,091.89, less than the figure presented in the minutes to the Board of
Directors' meeting held February 06, 2013. The remainder of the share capital was paid in after the
end of the first quarter, resulting in a share capital of R$ 3,736,354,722.02.
The Company's capital was increased in April 2013 by the Board of Directors' meeting held 4/5/2013,
ratifying the issuance of 34,500 new common shares, with no par value, resulting from the exercising
shares accordingly changed to 578,450,712. As a result of this resolution the Company's share capital
has changed from R$ 3,736,354,722.02 to R$ 3,736,468,820.55.
The Company's capital was increased in May 2013 by the Board of Directors' meeting held 5/8/2013,
ratifying the issuance of 29,250 new common shares, with no par value, resulting from the exercising
shares accordingly changed to 578,479,962. As a result of this resolution the Company's share capital
has changed from R$ 3,736,468,820.55 to R$ 3,736,568,320.85.
On 9/16/2013 the Board of Directors' meeting ratified the Company's capital increase, as approved by
the Board of Directors' meeting on July 03, 2013, of R$ 799,999,995.15, within the authorized capital
limit, as a result of the subscription and full payment of the 124,031,007 new common registered
shares with no par value. The number of Company shares accordingly rose from 578,479,962 to
702,510,969. The Company's share capital has accordingly changed from R$ 3,736,568,320.85 to R$
4,536,568,316.00.
02123-7 ENEVA S/A 04.423.567/0001-21
4 de 17
The Company's capital was increased in October 2013 by the Board of Directors' meeting held
10/21/2013, ratifying the issuance of 13,500 new common shares, with no par value, resulting from
the exercising of stock options awarded under the Company's stock options program. The number of
Company shares accordingly changed to 702,524,469. As a result of this resolution the Company's
share capital has changed from R$ 4,536,568,316.00 to R$ 4,536,608,413.70.
On 8/1/2014 the Board of Directors' meeting ratified the Company's capital increase, as approved by
the Board of Directors' meeting on 5/9/2014, of R$ 174,728,680.26, within the authorized capital limit,
as a result of the subscription and payment of the 137,581,638 new common registered shares with
no par value. The number of Company shares accordingly rose from 702,524,469 to 840,106,107.
The Company's share capital has accordingly changed from R$ 4,536,608,413.70 to R$
4,711,337,093.96. R$ 119,959,257.16 of the capital increase consists of the subscription of the joint
controlling shareholder E.ON, paid in on 5/20/2014.
Shareholdings of over 5% of the shares of each type and class in the Company, including those of
individuals
Company: ENEVA S.A. Position at 6/30/2014
Common shares* Total
Shareholder
Quantity % Quantity %
Eike Fuhrken Batista
145,704,988 20.7 145,704,988 20.7
Centennial Asset Mining Fund LLC
20,208,840 2.9 20,208,840 2.9
Centennial Asset Brazilian Equity Fund LLC
1,822,065 0.3 1,822,065 0.3
E.ON
266,269,556 37.9 266,269,556 37.9
BNDESPAR
72,650,210 10.3 72,650,210 10.3
Other
195,868,810 27.9 195,868,810 27.9
Total
702,524,469 100 702,524,469 100
*ENEVA's share capital consists solely of common shares.
Distribution of share capital in our corporate shareholder (Company shareholder), including the
shareholdings of individuals
Company: Centennial Asset Mining Fund LLC Position at 6/30/2014
Quotas Total
Shareholder Quantity % Quantity %
Eike Fuhrken Batista 1,000 100 1,000 100
02123-7 ENEVA S/A 04.423.567/0001-21
5 de 17
Total 1,000 100 1,000 100
Company: Centennial Asset Brazilian Equity Fund LLC Position at 6/30/2014
Quotas Total
Centennial Asset Mining Fund LLC 1,000 100 1,000 100
Total 1,000 100 1,000 100
To facilitate your comprehension a summary follows of the corporate changes ENEVA has undergone
in the period of one year:
On 5/27/2013 E.ON SE. and Mr. Eike Fuhrken Batista ("Parties), the controlling shareholder of
ENEVA, signed the Shareholders' Agreement ("Agreement"), by which the Parties established
the main terms and conditions that will govern their relationship as ENEVA shareholders, in
order for the Parties to share control of the Company (subject to the Agreement's severance
terms). E.ON and Mr. Eike Fuhrken Batista signed an Investment Agreement on March 27,
2013 for the acquisition by E.ON of ENEVA shares held by Mr. Eike Fuhrken Batista, followed
by a private capital increase of ENEVA, ratified on September 16, 2013.
At March 31, 2013 the Companys share capital consisted of 578,241,732 common shares distributed
as follows:
CONSOLIDATED SHAREHOLDINGS OF CONTROLLING SHAREHOLDERS
MANAGERS ANDFREE FLOAT
Position at 6/30/2013
Shareholder
Number of Common
Shares
(in units)
%
Total Number of
Shares
(in units)
%
Controlling Shareholder
377,150,046 65.2 377,150,046 65.2
Executives
Board of Directors
98,085 0.02 98,085 0.02
Executive Board
521,400 0.09 521,400 0.09
Audit Committee*
- - - -
Treasury Stock
0 0.00 0 0.00
02123-7 ENEVA S/A 04.423.567/0001-21
6 de 17
Other Shareholders
200,710,431 34.7 200,710,431 34.7
Total
578,479,962 100 578,479,962 100
Free Float 200,710,431 34.7 200,710,431 34.7
*The Company's Annual Meeting did not convene the Audit Committee in FY 2012.
Shareholdings of over 5% of the shares of each type and class in the Company, including those of
individuals
02123-7 ENEVA S/A 04.423.567/0001-21
7 de 17
Company: ENEVA S.A. Position at 6/30/2013
Common shares Total
Shareholder
Quantity % Quantity %
Eike Fuhrken Batista
145,704,988 25.2 145,704,988 25.2
Centennial Asset Mining Fund LLC
20,208,840 3.5 20,208,840 3.5
Centennial Asset Brazilian Equity Fund LLC
1,822,065 0.3 1,822,065 0.3
E.ON
209,414,153 36.2 209,414,153 36.2
BNDESPAR
59,823,537 10.3 59,823,537 10.3
Other
201,329,916 34.8 201,329,916 34.8
Total
578,479,962 100 578,479,962 100
Distribution of share capital in our corporate shareholder (Company shareholder), including the
shareholdings of individuals
Company: Centennial Asset Mining Fund LLC Position at 6/30/2013
Quotas Total
Eike Fuhrken Batista 1,000 100 1,000 100
Total 1,000 100 1,000 100
Company: Centennial Asset Brazilian Equity Fund LLC Position at 6/30/2013
Quotas Total
Centennial Asset Mining Fund LLC 1,000 100 1,000 100
Total 1,000 100 1,000 100
2Q14 Earnings Release
8 de 17
Economic and Financial Performance
In light of the partial sale of Pecm II, as described above, ENEVAs equity interest in the project
was reduced to 50%. As a consequence, following the accounting standards set forth by the IFRS
11, as of June 1st 2014, Pecm II is recognized under the equity method.
1. Net Operating Revenues
In 2Q14, ENEVA recorded consolidated Net Operating Revenues of R$489.3 million vs R$395.1
million reported in 2Q13. The increase in net revenues is mostly attributable to the beginning of
commercial operations of Pecm II in October 2013 and increased variable revenues of Parnaba I
due to higher Henry Hub prices.
Net revenues in 2Q14 are comprised largely by the revenues from the Regulated Market Power
Purchase Agreements (PPA) of Itaqui, and Parnaba I, which reached, respectively, R$137.0
million and R$247.5 million in the period. Pecm II reported total net revenues of R$96.7 million
in April and May. As mentioned above, as of June 1st, Pecm II is no longer consolidated in
ENEVAs results.
The breakdown of operating revenues for 2Q14 is as follows:
Operating Revenues
(R$ million) Consolidated Itaqui Pecm II Parnaba I Amapari
Gross Revenues 546.2 152.2 108.2 275.4 10.3
Fixed Revenues 248.2 80.7 47.5 110.8 9.2
Variable Revenues 255.5 42.5 49.7 162.3 1.0
Adjustments from previous periods 0.0 0.0 0.0 0.0 0.0
Other Revenues 42.4 29.0 11.1 2.3 0.0
Deductions from Operating Revenues -56.9 -15.2 -11.5 -27.9 -2.2
Net Operating Revenues 489.3 137.0 96.7 247.5 8.1
9 de 17
2. Operating Costs
Operating Costs
(R$ thousands) 2Q14 2Q13
Personnel and Management (10,948) (8,434)
Fuel (189,626) (158,132)
Outsourced Services (38,336) (12,709)
Leases and Rentals (73,175) (52,154)
Energy Acquired for Resale (28,599) (76,692)
Other Costs (51,978) (84,238)
Transmission Charges (13,876) (16,125)
Compensation for Downtime (22,778) (69,511)
Other (15,324) 1,398
Total (392,662) (392,359)
Depreciation and Amortization (46,942) (25,972)
Total Operating Costs (439,603) (418,331)
Operating Costs totaled R$439.6 million in 2Q14, impacted mainly by an increase of R$31.5
million in fuel costs relative to the same period of the preceding year, due to the beginning of
commercial operations of Pecm II. The fuel cost of R$189.6 million recorded in the quarter is
divided into R$53.4 million incurred by Itaqui, R$41.4 million incurred by Pecm II in April and
May, R$92.6 million incurred by Parnaba I and R$2.3 million by Amapari.
The full-quarter operation of these plants also impacted the Outsourced Services account, which
reached R$38.3 million in 2Q14, mainly due to higher costs with utilities, machinery and
equipment repair, mechanical maintenance service and technical consulting.
The Leases and Rentals account, which totaled R$73.2 million in the quarter, is comprised mainly
by lease costs incurred by Parnaba I, according to its gas supply agreement (R$72.1 million).
The Other Costs account, which totaled R$52.0 million in 2Q14, is mainly composed by
transmission charges (TUST) and compensation for downtime of the power plants (unavailability
charges).
In 2Q14, Itaqui, Pecm II and Parnaba I had to reimburse discos for the energy not delivered by
the difference between their declared variable cost per MWh (CVU) and the spot price (PLD). In
the quarter, these costs amounted to R$2.7 million, R$16.0 million (April and May only) and
R$4.1 million for Itaqui, Pecm II and Parnaba I, respectively.
On January 07, 2014, Itaqui filed a lawsuit against Aneel questioning the penalties being charged
on an hourly basis, considering that the Regulated Market Power Purchase Agreements (PPAs)
provide for using the 60-month rolling average availability. On January 24, 2014, a Federal Court
granted an injunction to Itaqui determining that unavailability charges be calculated based on the
60-month rolling average. In the cases of Pecm II and Parnaba I, unavailability charges are still
being measured and charged on an hourly basis. Downtime charges are calculated based on the
difference between the actual production of the generating units and the authorized capacity
discounting forced and programmed stoppage rates, internal consumption of the units and grid
losses.
10 de 17
3. Operating Expenses
In the quarter, Operating Expenses, excluding Depreciation & Amortization, amounted to R$17.3
million, a 56.8% reduction when compared to 2Q13. In the same period, the holding company
posted Operating Expenses, excluding Depreciation & Amortization, of R$12.7 million, compared
to the R$29.4 million recorded in 2Q13. During the period, the IPCA inflation index rose by
6.80%.
Operating Expenses Consolidated
(R$thousands) 2Q14 2Q13 %
Personnel (6,167) (18,845) -67.3%
Outsourced Services (8,050) (18,222) -55.8%
Leases and Rentals (1,649) (1,611) 2.4%
Other Expenses (1,462) (2,653) -44.9%
Total (17,327) (41,331) -58.1%
Depreciation and Amortization (801) (652) 22.9%
Total Operating Expenses (18,129) (41,983) -56.8%
Operating Expenses Holding
Personnel (4,898) (16,484) -70.3%
Stock Options 160 (9,188) -101.7%
Outsourced Services (5,514) (10,565) -47.8%
Leases and Rentals (1,504) (1,031) 45.9%
Other Expenses (793) (1,347) -41.1%
Total (12,709) (29,427) -56.8%
Total Operating Expenses (13,289) (29,879) -55.5%
The main changes are as follows:
Personnel: Personnel expenses totaled R$6.2 million in 2Q14, compared to R$18.8
million reported in the same period of the preceding year. The reduction in personnel
expenses is largely a result of:
Reduction in stock option-related expenses in the Holding resulting from a
decrease in both the number of options outstanding and the share price since
2Q13 (-R$9.3 million);
Reversal of a provision for dismissals that had been booked in 2013 (-R$2.7
million);
Outsourced services: Expenses with outsourced services in 2Q14 totaled R$8.1 million,
down R$10.2 million in relation to 2Q13. The highlights are:
Decrease in expenses with shared services in the holding company, resulting
from the elimination of EBXs service structure (-R$3.9 million);
Negative accounting adjustments of values booked in previous periods (-R$2.4
million).
11 de 17
4. EBITDA
In 2Q14, ENEVA reported a positive EBITDA of R$79.3 million, mainly due to:
Full quarter operations of Pecm II, which had a positive contribution of R$20.8 million to
2Q14 consolidated EBITDA;
Improved operational performance of Itaqui, with resulting decrease in unavailability
expenses. Itaqui reported an EBITDA of R$20.1 million in 2Q14;
Stable performance of Parnaba I, which reported an EBITDA of R$50.3 million in 2Q14;
Reduced operating expenses in the Holding, which reported a negative EBITDA of R$12.7
million in 2Q14.
5. Net Financial Result
Financial Result
Financial Income 15,189 19,940 -23.8%
Monetary variation 4,121 682 504.4%
Revenues from financial investments 14,656 7,498 95.5%
Marking-to-market of derivatives (4,605) 10,474 -144.0%
Settlement of derivatives - - -
Present value adjust. (debentures) - (175) -100.0%
Other 1,017 1,461 -30.4%
Financial Expenses (149,729) (182,869) -18.1%
Monetary variation (192) (12,919) -98.5%
Interest expenses (134,165) (86,924) 54.3%
Settlement of derivatives - 15,770 -100.0%
Marking-to-market of derivatives (4,124) (12,608) -67.3%
Costs and Interest on Debentures (185) (149) 23.6%
Other (11,065) (86,039) -87.1%
Net Financial Result (134,541) (162,929) -17.4%
In 2Q14, ENEVA recorded net financial expenses of R$134.5 million, compared to net expenses of
R$162.9 million in 2Q13, impacted mainly by a decrease in other financial expenses (-R$75.0
million). Other financial expenses in 2Q13 were inflated by structuring and advisory fees related
to the loans and societary transactions. Such impact was partially offset by an increase in interest
expenses, mainly in the holding company (+R$37.0 million). Higher interest expenses at the
holding level are related to the growth in debt motivated by increased cash needs in the
subsidiaries resulting from energy acquisition costs due to delays in the startup of the power
plants and unavailability penalties.
12 de 17
6. Equity Income
The company reported a negative equity income of R$35.2 million, mainly impacted by losses
incurred by Pecm I.
The following analysis considers 100% of the projects. On June 30, 2014, ENEVA held an interest
of 50.0% in Pecm I, 50% in ENEVA Participaes, 52.5% in Parnaba III and Parnaba IV.
6.1. Pecm I
INCOME STATEMENT - Pecm I
(R$million) 2Q14 2Q13 %
Net Operating Revenues 293.3 227.0 29.2%
Operating Costs (290.2) (309.7) -6.3%
Operating Expenses (4.5) (7.0) -36.6%
Net Financial Result (69.9) (46.7) 49.8%
Earnings Before Taxes (71.3) (136.4) -47.8%
Taxes Payable and Deferred 24.2 46.4 -47.8%
NET INCOME (47.0) (90.0) -47.8%
EBITDA 32.5 (63.8) -151.0%
Net revenues for Pecm I in the quarter amounted to R$293.3 million, comprised of:
Fixed revenues amounting to R$151.1 million;
Variable revenues amounting to R$109.8 million;
Revenues referring to power trades resulting from the annual revision of the plants firm
energy, provided for in the concession contract, totaling R$68.9 million;
Taxes on revenues amounting to R$36.5 million.
Operating Costs, excluding depreciation and amortization, totaled R$256.3 million, a 9.7%
decrease compared to the same period of last year, mostly attributable to the reduction in energy
acquisition costs. The second generating unit of Pecm I was granted authorization for
commercial operations in May 2013 and therefore 2Q13 figures were impacted by costs incurred
to meet contractual obligations for this unit.
Fuel costs in the quarter reached R$107.4 million, split between coal (R$98.9 million) and diesel
oil and other (R$8.5 million) costs.
Operating costs in 2Q14 were also inflated by costs associated with power trades resulting from
the annual revision of the plants firm energy, provided for in the PPAs, amounting to R$61.8
million. Every year, the ONS resets the plants firm energy based on the performance of the past
60 months. If the average availability rate falls below the value originally declared, the plants
firm energy is reduced and the difference has to be covered by a free market collateral contract.
The plant can then sell in the spot market the energy associated with the collateral contract,
maintaining only the collateral component of the contract. In 2Q14, given high spot prices, gross
revenues resulting from this sale amounted to R$68.9 million.
Other Costs totaled R$61.6 million in 2Q14. This account is composed mainly by transmission
charges (R$14.5 million) and compensation for downtime or unavailability charges (R$46.3
million).
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In 2Q14, Pecm I recorded a positive EBITDA of R$32.5 million. Net financial expenses amounted
to R$69.9 million, compared to R$46.7 million in 2Q13, impacted mainly by increased interest
expenses due to interest on long-term financing no longer being capitalized with the start-up of
operations of the second turbine in 2Q13, interest on intercompany loans, higher losses on
monetary variation, due to differential exchange rates on hedging swaps and the reversal of
values previously booked to Shareholders Equity due to the ineffectiveness of hedge accounting.
Pecm I reported a net loss of R$47.0 million in 2Q14.
6.2. ENEVA Participaes S.A.
6.2.1. Holding Operating Expenses
Operating Expenses Holding ENEVA Participaes S.A.
Personnel (6,403) (10,059) -36.3%
Outsourced Services (7,344) (2,439) 201.1%
Leases and Rentals (848) (973) -12.8%
Other Expenses (407) (390) 4.1%
Total (15,002) (13,861) 8.2%
Total Operating Expenses (15,024) (13,865) 8.4%
In 2Q14, Operating Expenses, excluding Depreciation & Amortization, amounted to R$15.0
million, an increase of R$1.1 million compared to 2Q13. Despite the reduction of personnel
expenses, outsourced services were impacted by higher expenses related to technical consulting
services provided by E.ON (+R$6.4 million).
6.2.2. Parnaba III
INCOME STATEMENT - Parnaba III
Operating Costs (66.8) (56.7) 17.7%
Operating Expenses (0.2) (0.1) 163.1%
Net Financial Result (2.5) (0.6) 335.0%
Other Revenues/Expenses (0.5) - -
Taxes Payable and Deferred 5.0 7.0 -28.6%
NET INCOME (8.1) (13.6) (0.4)
EBITDA (8.4) (20.0) -58%
14 de 17
On October 22, 2013, Parnaba III received authorization from Aneel to start the commercial
operations of its first generation unit, with 169MW of installed capacity. On February 17, 2014,
the plant started the commercial operations of its second generation unit, with 7MW of installed
capacity, complying with the total capacity contracted under the terms of the Regulated Market
power purchase agreement secured in the 2008 A-5 energy auction (176 MW).
Net revenues in the quarter amounted to R$56.9 million, comprised of:
Fixed revenues amounting to R$25.3 million;
Variable revenues amounting to R$38.1 million;
Taxes on revenues amounting to R$6.5 million.
Operating Costs reached R$66.8 million in the quarter, comprised mainly of:
Fuel - natural gas (R$19.2 million);
Lease costs, according to the gas supply agreement (R$26.6 million)
Unavailability costs (R$14.2 million)
In 2Q14, Parnaba III recorded a negative EBITDA of R$8.4 million.
Net financial expenses amounted to R$2.5 million, mainly impacted by interest expenses.
Parnaba III reported a net loss of R$8.1 million in 2Q14.
6.2.3. Parnaba IV
INCOME STATEMENT - Parnaba IV
Net Operating Revenues 5.2 - -
Operating Costs (17.0) 0.0 -
Operating Expenses (0.3) 0.1 -579.8%
Net Financial Result (8.2) 6.6 -223.5%
Other Revenues/Expenses (0.0) - -
Earnings Before Taxes - - -
Taxes Payable and Deferred 6.9 (1.3) -614.7%
NET INCOME (13.4) 5.4 -350.8%
EBITDA (10.9) 0.1 -16862%
Parnaba IV (56MW) received authorization from Aneel to start commercial operations as a power
self-producer on December 12, 2013. The plant, a partnership between ENEVA, ENEVA
Participaes and Petra Energia S.A., signed a contract in the free market, for a five-year period,
to supply 20 MWavg from December, 2013 until May, 2014 and 46MWavg from June, 2014 until
December, 2018.
In 2Q14, Parnaba IV recorded net revenues of R$5.2 million and operational costs amounting to
R$17.0 million, impacted mainly by fuel costs natural gas (R$4.5 million) and energy costs
resulting from submarket exposure (R$9.3 million). The hedge for submarket exposure, booked
under the ENEVA Power Trading company, had a positive result of R$8.1 million in the quarter.
Parnaba IV reported a negative EBITDA of R$10.9 million in the quarter.
Net financial expenses totaled R$8.2 million, mainly impacted by debt interest.
In 2Q14, the plant reported a net loss of R$13.4 million.
7. Net Income
15 de 17
3,145
62%
1,947
38%
Short Term Long Term
2,264
44%
2,828
56%
Working Capital Project Finance
In 2Q14, ENEVA reported a net loss of R$112.3 million, impacted mainly by interest expenses
related to the end of the grace period of the long-term project loans and higher leverage at the
holding company. However, the improved operational performance of the coal plants and reduced
overhead in the holding led to a 51.9% reduction in net loss as compared to 2Q13.
INCOME STATEMENT
(R$ million) 2Q14 2Q13 %
Operating Costs (439.6) (418.3) 5.1%
Operating Expenses (18.1) (42.0) -56.8%
Net Financial Result (134.5) (162.9) -17.4%
Equity Income (35.2) (45.1) -21.9%
Other Revenues/Expenses 29.2 (1.6) -1931.9%
Taxes Payable and Deferred (1.4) 41.3 -103.5%
Minority Interest (1.8) 0.2 -869.9%
NET INCOME (112.3) (233.2) -51.9%
EBITDA 79.3 (38.6) -305.7%
8. Debt
As of June 30, 2014, consolidated gross debt amounted to R$5,091.5 million, a reduction of
18.0% in relation to the amount recorded on December 31, 2013.
Consolidated debt profile (R$ Million)
The
balance of short-term debt at the end of June, 2014 was R$3,144.7 million, or R$736.6 million
higher than the amount recorded on December 31, 2013.
R$1,053.5 million out of the total balance of short-term debt are allocated in the projects (vs.
R$845.9 million on December 31, 2014), as follows:
R$179.9 million refer to the current portion of the long-term debts of Itaqui and Parnaba
I;
R$78.1 million refer to bridge loans to Parnaba I. The outstanding balance will be paid-
off in installments, which started in October, 2013;
16 de 17
87,8
1,054 97,0
255,1
207,8
1,387
Project Finance
2,091 Working Capital
Cash & Cash
Equivalents
2014 2015 2016 2017 From 2018 on
83,9
579
507
94,7
120
100
4
128
62,5
87,7
Cash and
Cash
Equivalents
(1Q14)
Revenues Operating
Costs and
Expenses
CAPEX Capital
Increase
Debt Raised Intercompany
Loan
Debt Service Others Cash and
Cash
Equivalents
(2Q14)
R$795.5 million refer to bridge loans to Parnaba II.
The remaining balance of short-term debt, amounting to R$2,091.2 million, is allocated in the
holding company (vs. R$1,562.2 million on December 31, 2013). During 2Q14, ENEVA holding
raised additional R$100 million as a bridge to a long-term financing for Pecm II. This amount
will be paid-off with disbursement of Pecm II long-term financing, amounting to R$150 million.
As part of the ongoing financial restructuring of the Company, a push-down of R$600 million of
the HoldCo debt to its operating subsidiaries, with a 5-year maturity extension with three years
of grace period for the remaining portion, should be carried out after the completion of the
second phase of the capital increase.
At the end of June, 2014, the average cost of debt stood at 10.41% p.a. and the average
maturity at 3.9 years.
Debt Maturity Profile* (R$ Million)
*Values
include
principal + capitalized interest + charges and exclude outstanding convertible
debentures.
Net debt in 1Q14 amounted to R$5,003.8 million, 15.7% lower than the value reported on
December 31, 2013.
Consolidated Cash and Cash Equivalents totaled R$87.8 million at the end of March, 2014, a
decrease of R$189.8 million as compared to the balance in December 31, 2013.
Consolidated Cash and Cash Equivalents (R$ Million)
Consolidated
Cash and Cash
Equivalents of the first quarter is already net of Pecm II consolidated cash and cash equivalents.
17 de 17
9. Capital Expenditures (Accounting view)
During 2Q14, ENEVAs consolidated capital expenditures amounted to 121.9 million. Capitalized
interest amounted to R$21.3 million and depreciation & amortization to R$33.9 million.
Capital Expenditures (Consolidated Assets, R$ million)
2Q14 4Q13
Capex
Interest
Capitalized
Depreciation &
Amortization
Capex
Interest
Capitalized
Depreciation &
Amortization
Itaqui 15.9 - -21.8 92.4 13.7 -13.0
Parnaba I 18.7 - -12.1 70.3 6.7 -3.0
Parnaba II 87.9 21.3 - 139.0 13.7 -
Capital Expenditures (Non-consolidated Assets*, R$ million)
2Q14
Capex
Interest
Capitalized
Depreciation &
Amortization
Pecm I 6.9 - -8.5
Pecm II 8.1 - -8.2
* Adjusted by ENEVAs interest.
PricewaterhouseCoopers, Av. Jos Silva de Azevedo Neto 200, 1 e 2, Torre Evolution IV, Barra da Tijuca, Rio de Janeiro, RJ, Brasil 22775-056
T: (21) 3232-6112, F: (21) 3232-6113, www.pwc.com/br
PricewaterhouseCoopers, Rua da Candelria 65, 20, Rio de Janeiro, RJ, Brasil 20091-020, Caixa Postal 949,
T: (21) 3232-6112, F: (21) 2516-6319, www.pwc.com/br
2
(A free translation of the original in Portuguese)
Report on review of quarterly information
To the Board of Directors and Stockholders
Eneva S.A.
Introduction
We have reviewed the accompanying parent company and consolidated interim accounting
information of Eneva S.A. (the "Company"), included in the Quarterly Information (ITR) for the
quarter ended June 30, 2014, comprising the balance sheet as at that date and the statements of
operations and comprehensive income for the quarter and six-month periods then ended, and the
statements of changes in equity and cash flows for the six-month period then ended, and a summary of
significant accounting policies and other explanatory information.
Management is responsible for the preparation of the parent company interim accounting information
in accordance with the accounting standard CPC 21, Interim Financial Reporting, of the Brazilian
Accounting Pronouncements Committee (CPC), and of the consolidated interim accounting
information in accordance with CPC 21 and International Accounting Standard (IAS) 34 - Interim
Financial Reporting issued by the International Accounting Standards Board (IASB), as well as the
presentation of this information in accordance with the standards issued by the Brazilian Securities
Commission (CVM), applicable to the preparation of the Quarterly Information (ITR). Our
responsibility is to express a conclusion on this interim accounting information based on our review.
Scope of review
We conducted our review in accordance with Brazilian and International Standards on Reviews of
Interim Financial Information (NBC TR 2410 - Review of Interim Financial Information Performed by
the Independent Auditor of the Entity and ISRE 2410 - Review of Interim Financial Information
Performed by the Independent Auditor of the Entity, respectively). A review of interim information
consists of making inquiries, primarily of persons responsible for financial and accounting matters,
and applying analytical and other review procedures. A review is substantially less in scope than an
audit conducted in accordance with Brazilian and International Standards on Auditing and
consequently does not enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Eneva S.A.
3
Conclusion on the parent company
interim information
Based on our review, nothing has come to our attention that causes us to believe that the
accompanying parent company interim accounting information included in the quarterly information
referred to above has not been prepared, in all material respects, in accordance with CPC 21 applicable
to the preparation of the Quarterly Information, and presented in accordance with the standards
issued by the CVM.
Conclusion on the consolidated
interim information
Based on our review, nothing has come to our attention that causes us to believe that the
accompanying consolidated interim accounting information included in the quarterly information
referred to above has not been prepared, in all material respects, in accordance with CPC 21 and IAS
34 applicable to the preparation of the Quarterly Information, and presented in accordance with the
standards issued by the CVM.
Emphasis of matter
Continuity of the Company's operations
We draw attention to Note 1 to this quarterly information, which states that the Company recorded, at
June 30, 2014, an accumulated deficit of R$ 2.558.792 thousand, losses for the six-month period then
ended of R$ 184.211 thousand and presented an excess of current liabilities over current assets in the
parent company and consolidated quarterly information of R$ 1.779.699 thousand and R$ 2.894.586
thousand, respectively. This, along with other matters as described in Note 1, indicates the existence of
a material uncertainty which may raise significant doubt about the ability of Eneva S.A. to continue as
a going concern, which will depend on the success of its current plans that include capital increase ,
sale of assets and renegotiations to reschedule the maturities of loans from third parties as described
in the footnote 1. No adjustments arising from these uncertainties were included in the interim
accounting information. Our conclusion is not qualified in respect of this matter.
Other matters
Statements of value added
We have also reviewed the parent company and consolidated statements of value added for the six-
month period ended June 30, 2014. These statements are the responsibility of the Companys
management, and are required to be presented in accordance with standards issued by the CVM
applicable to the preparation of Quarterly Information (ITR) and are considered supplementary
information under IFRS, which do not require the presentation of the statement of value added. These
statements have been submitted to the same review procedures described above and, based on our
review, nothing has come to our attention that causes us to believe that they have not been prepared,
in all material respects, in a manner consistent with the parent company and consolidated interim
accounting information taken as a whole.
Eneva S.A.
4
Audit and reviewof prior-year information
The Quarterly Information (ITR) mentioned in the first paragraph includes accounting information
related to the statement of operations, changes in equity, cash flows and value added for the quarter
ended June 30, 2013, obtained from the ITR as at that date, presented for comparison purposes. The
review of the Quarterly Information (ITR) for the quarter ended June 30, 2013 was conducted by other
independent auditors, who issued an unqualified review report dated August 13, 2013 that included
the same emphasis of matter of the aforementioned paragraph.
Rio de Janeiro, August 13, 2014
PricewaterhouseCoopers
Auditores Independentes
CRC 2SP000160/O-5 "F" RJ
Guilherme Naves Valle
Contador CRC 1MG070614/O-5 "S" RJ
Eneva S.A.
(Publicly held company)
Management notes to the quarterly information
as of June 30, 2014
In thousands of reais, unless stated otherwise
1 of 72
1 Reporting entity
MPX Energia S.A. ("Company") was founded on April 25, 2001 and is headquartered in Rio de
Janeiro. The Extraordinary General Meeting held on September 11, 2013 approved the decision to
change the Company's name to Eneva S.A.
Its core activity is the generation of electricity through the development of a diversified portfolio of
sources, including mineral coal, natural gas and renewable sources. The Company has a diversified
portfolio of projects, including thermal power plants in Brazil, in addition to renewable energy
projects, such as solar and wind energy. In order to integrate its operations, the Company is also a
shareholder in a natural gas production and exploration project in Brazil, which supplies gas to
plants built by the company in Maranho.
The company participates as a quotaholder or shareholder of the companies that implement these
projects and certain projects will be implemented in partnership with other players in the energy
sector. These projects were primarily funded through funds obtained under the Company's public
share offering made on December 14, 2007 and January 11, 2008 (supplementary batch), amounting
to R$ 2,035,410, in addition to financing and the issuance of 21,735,744 convertible debentures on
June 15, 2011 amounting to R$ 1,376,527. 21,653,300 debentures were converted on May 24, 2012,
triggering the issuance of 33,255,219 new shares, as a result of the corporate reorganization
implemented by the Company.
On June 28, 2013 the controlling shareholder of MPX Energia S.A., Mr. Eike Fuhrken Batista,
entered into an investment agreement with E.ON SE consisting of the following events:
(a) On May 29, 2013 E.ON acquired Company shares held by Eike Batista accounting for approximately
24.5% of the share capital.
(b) On the date the shares were acquired, E.ON and Eike Batista entered into a new shareholders'
agreement, which regulated the exercising of voting rights and restrictions on the transfer of shares
held by them.
(c) In August 2013 a private capital increase was concluded of approximately R$ 800 million, with a
subscription price fixed at R$ 6.45 per share.
(d) The shareholders will subsequently be asked to approve the acquisition by the Company at equity
value of ENEVA Participaes S.A., a joint-venture between the Company and EON ("JV").
As shown in the table below, on June 30, 2014 the economic group ("Group" or "Company") includes
the Company and its equity interests in associated companies, direct and indirect subsidiaries, joint
ventures and the Multimercado MPX 63 investment fund. The operational companies are (for
further details about the subsidiaries see Note 12):
Parnaba I Gerao de Energia S.A.;
Porto do Pecm Gerao de Energia S.A.;
Pecm II Gerao de Energia S.A.;
Itaqui Gerao de Energia S.A.,;
Amapari Energia S.A.;
ENEVA Comercializadora de Energia Ltda.,
ENEVA Comercializadora de Combustveis Ltda.,
Tau Gerao de Energia Ltda;
Parnaba III Gerao de Energia S.A.; and
Parnaba IV Gerao de Energia S.A.
Eneva S.A.
as of June 30, 2014
2 of 72
* Joint subsidiary.
Eneva S.A.
as of June 30, 2014
3 of 72
** Associated company.
Directly or by way of its subsidiaries, joint subsidiaries and associated companies, the Company has
been making the investment required to finalize the ventures in its portfolio and subsequently begin
the commercial operation thereof.
The Company took out a short-term debt to finance its operations in 2012, 2013 and 2014. The
consolidated loans maturing in the next 12 months can be summarized as follows from June 30,
2014:
Up to 3 months: R$ 417 million.
Between 3 and 6 months: R$ 2,088 million.
Between 6 and 9 months: R$ 81 million.
Between 9 and 12 months: R$ 341 million.
The short-term debts were taken out to finance part of the investments made and to meet working
capital requirements. The Company also is working to partially settle and roll forward its short-term
debts to the long term and is mainly considering the following events in its business plan:
Long-term financing for Panaba II in 2014 up to R$ 960 million.
Long-term financing for Panaba III and IV up to R$ 270 million.
Possibility of re-leveraging the Pecm II Gerao de Energia and Itaqui Gerao de Energia S.A.
ventures in operation via a long-term financing issuance up to R$ 650 million.
Transfer of R$ 600 to 700 million from the Company's short-term debt to long-term debt in
operational ventures.
Partial sale of Pecm II on July 14 for the total amount of R$ 408 million.
Ratification of the Company's share capital on August 01 by R$ 175 million. Of this total R$ 42
million was subscribed by the bank Citibank S.A. ("Citi") through funds used entirely to pay early
part of the principal of the debt taken out by the Company from the financial institution. It is
noteworthy that R$ 120 million of the E.ON participation on the capital increase described above,
as advanced for future capital was made in May 20, 2014.
The above capital increase, less Citi's subscription, and the partial sale of the thermoelectric
power plant Pecm II, represent a capital contribution of approximately R$ 540.7 million. These
events constitute the first steps of ENEVA's stabilisation plan.
In addition to the re-leveraging of certain projects described above, the Company is implementing a
capital increase of up to R$ 1.5 billion, to bolster the capital structure and create the means
necessary to permit a substantial reduction in its leverage; for further information, see the
subsequent event described in note 29.
Eneva S.A.
as of June 30, 2014
4 of 72
2 Licenses and permits
ENEVA is committed to obtaining all the legal licenses and permits required for each of its facilities
and activities. The Company and its investees have the following environmental licenses and permits
as of June 30, 2014:
Held by Ventures Licenses Expiry
ITAQUI GERAO DE ENERGIA S.A.
UTE PORTO DO ITAQUI LO 1,101/2012 10/26/2017
TRANSMISSION LINE LO 1,061/2011 12/16/2017
PORTO DO PECM GERAO DE ENERGIA S.A.
UTE PORTO DO PECEM I LO 1,062/2012 12/28/2015
CONVEYOR BELT LO 371/2014 5/14/2018
PECEM I TRANSMISSION LINE LO 889/2012 9/26/2015
PECM II GERAO DE ENERGIA S.A.
UTE PORTO DO PECM II LO 09/2013 2/8/2016
PECEM II TRANSMISSION LINE LO 108/2013 7/17/2016
AMAPARI ENERGIA S.A. UTE SERRA DO NAVIO (including TL) LO 172/2013 3/25/2016
TAU GERAO DE ENERGIA LTDA.
USINA SOLAR TAU 1MW - (including TL) LO 133/2012* 2/28/2014
USINA SOLAR TAU 4MW LI 15/2012* 3/5/2014
USINA SOLAR TAU (45MW) LP 253/2012 8/15/2015
PARNABA I GERAO DE ENERGIA S.A. MARANHO IV AND V LO 559/2012 12/20/2016
PARNABA II GERAO DE ENERGIA S.A. MARANHO III LI 55/2014* 2/20/2018
PARNABA I GERAO DE ENERGIA S.A. MARANHO IV AND V (cycle closure) LI 273/2011* 12/5/2013
ENEVA S.A. UTE PARNAIBA I LI 111/2012* 5/9/2013
ENEVA S.A. UTE PARNABA II LI 003/12* 11/11/2013
PARNABA IV GERAO DE ENERGIA S.A. PARNABA IV LO 415/2013 11/25/2017
ENEVA S.A MC2 NOVA VENECIA 2 LO 1001972/2014 9/23/2017
UTE PORTO DO AU ENERGIA S.A.
- - -
UTE PORTO DO AU II LP IN 025871 12/30/2015
TRANSMISSION LINE LI IN 019365 4/24/2015
AU III GERAO DE ENERGIA LTDA.
ELICA MARAVILHA LI IN 000208* 5/22/2012
ELICA MUNDUS LI IN 000207* 5/22/2012
ENEVA S.A. UTE SUL LP 332/2009* 12/22/2012
SUL GERAO DE ENERGIA LTDA. BARRAGEM SUL LP 601/2010* 5/21/2012
SEIVAL GERAO DE ENERGIA LTDA. UTE SEIVAL LI 589/2009* 2/17/2014
SEIVAL SUL MINERAO LTDA. SEIVAL MINE LO No. 9221/2009* 10/20/2013
CENTRAL ELICA MORADA NOVA LTDA. CGE MORADA NOVA LP 0010/2012
8/10/2014
CENTRAL ELICA SO FRANCISCO LTDA. CGE SO FRANCISCO LP 0083/2012
CENTRAL ELICA MILAGRES LTDA. CGE MILAGRES LP 0084/2012
CENTRAL ELICA SANTA LUZIA LTDA. CGE SANTA LUZIA LP 0085/2012
CENTRAL ELICA PEDRA VERMELHA I LTDA. CGE PEDRA VERMELHA I LP 0090/2012
CENTRAL ELICA ASA BRANCA LTDA. CGE ASA BRANCA LP 0091/2012
CENTRAL ELICA SANTO EXPEDITO LTDA. CGE SANTO EXPEDITO LP 0092/2012
CENTRAL ELICA PEDRA VERMELHA II LTDA. CGE PEDRA VERMELHA II LP 0093/2012
CENTRAL ELICA PAU DARCO LTDA CGE PAU DARCO LP 0184/2013 4/26/2015
CENTRAL ELICA PEDRA ROSADA LTDA CGE PEDRA ROSADA LP 0187/2013 5/2/2015
CENTRAL ELICA PAU BRANCO LTDA CGE PAU BRANCO LP 0189/2013 5/10/2015
CENTRAL ELICA ALGAROBA LTDA CGE ALGAROBA LP 0186/2013 5/6/2015
CENTRAL ELICA UBAEIRA I LTDA CGE UBAEIRA I LP 0188/2013 5/10/2015
CENTRAL ELICA UBAEIRA II LTDA CGE UBAEIRA II LP 0185/2013 5/6/2015
CENTRAL ELICA SANTA BENVINDA I LTDA CGE SANTA BENVINDA I LP 0183/2013 5/23/2015
CENTRAL ELICA SANTA BENVINDA II LTDA CGE SANTA BENVINDA II LP 0191/2013 5/10/2015
CENTRAL ELICA BOA VISTA I LTDA CGE BOA VISTA I LP 0268/2013 6/18/2015
CENTRAL ELICA BOA VISTA II LTDA CGE BOA VISTA II LP 0270/2013 6/18/2015
CENTRAL ELICA BONSUCESSO LTDA CGE BONSUCESSO LP 0271/2013 6/18/2015
CENTRAL ELICA PEDRA BRANCA LTDA CGE PEDRA BRANCA LP 0269/2013 6/18/2015
(*) The renewal of environmental licenses was applied for at least 120 (one hundred and twenty)
days before the validity expires, as fixed in the respective license, and is extended automatically
until the respective environmental authority states its final position. (Supplementary Law
140/2011 art. 14 (4).
Eneva S.A.
as of June 30, 2014
5 of 72
3 Presentation of the interim financial information
The financial statements have been prepared based on the historic cost basis, adjusted to realization
value when applicable, except for financial instruments held at fair value, including derivative
instruments. The interim financial statements have been prepared in accordance with the accounting
policies, principles, methods and consistent criteria in relation to those used to prepare the audited
financial statements for the financial year ended December 31, 2013 and should therefore be read in
conjunction with them.
The preparation of financial statements requires the use of certain critical accounting estimates. It
also requires management to exercise its judgment in the process of applying the accounting policies.
The areas involving a higher degree of judgment or complexity, or areas where assumptions and
estimates are significant to the parent company and financial statements are disclosed in Note 5.
(a) Consolidated interimfinancial information
The consolidated interim financial information has been prepared and has been presented in
accordance with the pronouncement issued by the Accounting Pronouncements Committee (CPC 21
- R1), interim statements, equal to International Financial Reporting Standards (IAS 34).
The presentation of the individual and consolidated Statement of Added Value (DVA) is required by
Brazilian corporate legislation and the accounting practices adopted in Brazil that apply to listed
companies.
(b) Individual interimfinancial information
The Parent company's individual interim financial statements have been prepared in accordance
with CPC 21 (R1) - Interim Statements issued by the Accounting Pronouncements Committee
("CPC") and are being published in conjunction with the consolidated financial statements.
In the individual interim financial statements subsidiaries are accounted for by the equity method
adjusted to the proportion held in the Group's contractual rights and obligations. The accounting
practices adopted in Brazil applicable to the individual financial information differ from IFRS
applicable to the separate financial statements only in relation to the measurement of investments in
subsidiaries, joint ventures and associated companies based on the equity accounting method, while
this is based on cost or fair value under IFRS and from the deferred assets maintenance .
For the purpose of BR GAAP, Law 11941/09 abolished deferred assets, permitting the maintenance
of the balance accumulated up to December 31, 2008, which may be amortized in up to 10 years,
subject to impairment tests. Following the adoption of IFRS, the Company recorded the amount of
R$ 26,192 in the consolidated accumulated losses, net of tax as of January 01, 2009, corresponding
to its and its subsidiaries' deferred charges at that date. The difference between the individual and
consolidated shareholders' equity is therefore related to the deferred asset which was recognized in
accumulated losses in the consolidated shareholders' equity.
Eneva S.A.
as of June 30, 2014
6 of 72
The table below shows the reconciliation between the individual and consolidated shareholders'
equities as of June 30, 2014:
2014
Shareholders equity - Parent Company 2,411,048
Deferred charges - Law 11941/09 (13,781)
Shareholders' equity - Attributable to controlling shareholders 2,397,267
The Board of Directors authorized the issuance of these financial statements on August 13, 2014.
4 Description of significant accounting practices
The accounting policies applied to prepare this interim account information are the same as those
used to prepare the audited financial statements for the financial year ended December 31, 2013.
5 Critical Accounting Estimates and Judgments
Estimates and judgments are continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under the
circumstances. The critical estimates and judgments used in the accounting information are the
same as those used in the audited financial statements for the year ended December 31, 2013.
6 Cash and cash equivalents
Parent Company Consolidated
June 30
2014 December 31
2013
June 30
2014 December 31
2013
Cash and bank deposits 3,581 396 47,504 16,493
Fundo de Investimento MM MPX 63 (a) 8,430 109,647 38,467 202,444
CDB/Purchase and Sale Agreements (b) 113 1,802 58,645
12,011 110,156 87,773 277,582
(a) Substantially consist of quotas in investment funds, of high liquidity, readily convertible into a
known amount of cash, regardless of asset maturity, and are subject to an insignificant risk of a
change in value. This is a share investment fund FI Multimercado Crdito Privado MPX 63
administrated by Banco Ita and primarily backed by Bank Deposit Certificates - CDBs and
securities subject to repurchase agreements issued by first-rate financial institutions and
companies, all linked to floating rates and with an average yield of 100.76% (nominal rate on
the curve) of the DI CETIP rate (Interbank Deposit Certificate - CDI).
Eneva S.A.
as of June 30, 2014
7 of 72
Securities held under repurchase agreements underlied by debentures represent purchase and sale
commitments, registered at CETIP or SELIC, when applicable, and with guarantee of repurchase at a
previously established rate from the financial institutions. 100% of the portfolio consists of securities
held under repurchase agreements as of June 30, 2014.
Existing funds are essentially used for investment in Capex, and to pay for administrative and
operational activities.
As required by CVM Instruction 408/05, the consolidated quarterly information includes the
balances and transactions of the exclusive investment funds, whose only shareholders are the
Company and its subsidiaries, as shown below:
June 30
2014
December
31
2013
June 30
2014
December
31
2013
Consolidated Multi-Market Fund
Eneva S.A. 8,430 109,647 8,430 109,647
Amapari Energia S.A. 28,320 9,349
Seival Sul Minerao Ltda. 342 406
Parnaba Gerao de Energia S.A. 1,310 27,905
Parnaba II Gerao de Energia S.A. 65 55,137
8,430 109,647 38,467 202,444
(b) Amounts invested in CDBs issued by first-rate financial institutions. The companies that
hold these amounts are the subsidiaries Pecm II Gerao de Energia S.A. and Itaqui Gerao
de Energia S.A.
The exclusive funds are regularly reviewed/audited by independent auditors and are subject to
constraints on the payment of services rendered by the asset manager, attributed to operating
investments, such as custody and audits fees and other expenses. There are no material financial
obligations or company assets to guarantee these obligations.
7 Secured deposits
June 30
2014
December 31
2013
June 30
2014
December 31
2013
BNDES - Porto do Pecm 39 38 39 38
BNDES - Itaqui (a) 68,067 64,811
BNDES - Pecm II (b) 19,682
BNDES - Parnaba (c) 47,629 34,044
CCEE - Parnaba (d) 55,385
Other 69
39 38 171,120 118,644
Current 39 38 39 38
Non-current 171,081 118,606
(a) Refers to the debt service reserve accounts linked to the financing agreement between the
subsidiary Itaqui Gerao de Energia S.A , BNB-Banco do Nordeste do Brasil S.A. and BNDES.
Eneva S.A.
as of June 30, 2014
8 of 72
(b) Refers to the debt service reserve accounts linked to the financing agreement between BNDES,
BNB Banco do Nordeste do Brasil S.A. and the subsidiary Pecm II Gerao de Energia S.A.
As part of the set of measures to bolster Enevas capital structure, Pecm II Gerao de Energia
SA was classified as available - for - sale and from this quarter will not be consolidated and
cease to be consolidated (see the description in note 12).
(c) Refers to the debt service reserve accounts linked to the financing agreement between BNDES
and the subsidiary Parnaba Gerao de Energia S.A.
(d) Guarantees deposited from Bradesco Trianon relating to the purchase of energy in the spot
market.
8 Accounts receivable and fuel consumption account
Consolidated
June 30
2014
December 31
2013
Amapari Energia S.A. (a) 33,961 40,273
Itaqui Gerao de Energia S.A. (b) 61,703 85,026
Parnaba Gerao de Energia S.A. (b) 138,741 110,113
Parnaba II Gerao de Energia S.A. (b) 521
Pecm II Gerao de Energia S.A. (b) 89,786
234,927 325,198
Current 234,927 325,198
Non-current
(a) The accounts receivable is for energy sold to Zamim Ferrous of R$ 13,239 (R$ 9,472 as of
December 31, 2013) and the balance receivable of the subsidiary is R$ 20,722 (R$ 30,802 as of
December 31, 2013), as described below.
As of June 30, 2014 the balance receivable of the subsidiary is R$ 20,722 (R$ 30,802 as of
December 31, 2013). This amount reflects the 5-month subsidy due to the delay to pass through
the subsidy to the Company. As of December 31, 2013 subsidies for 4 months had been
recorded.
The Company's noncurrent assets include the CCC reimbursement not received for the period
November 2008 to May 2009 of R$ 24,617 thousand. If this amount is not received, the
Company is entitled to charge Anglo Ferrous Amap Ltda. for it. This is because, under said
energy supply agreement between the parties, in the event of an economic/financial unbalance
for reasons not attributable to the Company, the parties shall adjust the contractual terms to
restore the economic and financial equilibrium. However, to date collection procedures against
Anglo Ferrous Amap Ltda. have not commenced, as the Company initially decided to adopt
judicial measures before ANEEL in an attempt to obtain this reimbursement via the CCC
mechanism. As of June 30, 2014 the amount had been completely provisioned for.
Eneva S.A.
as of June 30, 2014
9 of 72
(b) The balance denotes the accounts receivable of the subsidiaries Itaqui Gerao de Energia S.A
under the electricity purchase contract in a regulated environment (CCEAR), signed with
ANEEL, of R$ 61,703 (R$ 85,026 as of December 31, 2013) and the companies that came into
operation in 2013, Parnaba Gerao de Energia S.A. R$ 138,741 (R$ 110,113 as of December 31,
2013), also under the CCEAR with ANEEL.. The subsidiary Parnaba II Gerao de Energia R$
521 referring to the sale of energy in the free market. As part of the set of measures to bolster
Eneva's capital structure, Pecm II Gerao de Energia S.A. was classified as available-for-sale
and from this quarter will not be consolidated. (see the description in note 12).
10 Inventories
Consolidated
June 30
2014
December
31
2013
Diesel oil/lubricant (a) 7,074 12,685
Coal (b) 33,080 49,070
Electronic and mechanical parts (c) 26,575 16,621
66,729 78,376
(a) The balance consists of the reservoirs of diesel oil and lubricating oil used as consumables in
electricity generation by the subsidiaries Amapari Energia S.A.(R$ 4,180) and Itaqui Gerao de
Energia S.A. (R$ 2,894). The subsidiary Amapari Energia S.A. has a contractual acquisition
obligation ("take or pay") towards BR Distribuidora S.A., to require a minimum 3,600 m of
diesel oil a month, for a fixed price or to pay for this even if it is not taken. If the obligation is
exercised, this results in the acquisition of the diesel oil used as a consumable by the Company.
The Company recorded a provision under trade payables for the difference between the amount
required and the minimum mandatory amount under the contract, charged to inventory. As of
June 30, 2014 the balance of this provision is R$ 3,615 (R$ 8,481 as of December 31, 2013),
corresponding of 35,000 m (61,000 m on december 31, 2013) of consumption of diesel,
reduced after the agreement between the parties. In the new contract establishes the
recognition and commitment to consumption of 17,000 m which corresponds to the remaining
portion to be consumed
(b) The balance consists of the inventory of coal used as consumables in electricity generation by
the subsidiary Itaqui Gerao de Energia S.A. (R$ 33,080. The coal was acquired to meet
electricity generation demands and to establish a security inventory at the plant, with a view to
commercial operations.
(c) The balance consists of electronic and mechanical parts for use and replacement in the
maintenance operations carried out by the subsidiaries: Amapari Energia S.A. (R$ 3,405),
Itaqui Gerao de Energia S.A. (R$ 12,918), Parnaba Gerao de Energia S.A. (R$ 9,684) and
Parnaba II Gerao de Energia S.A. (R$ 568).
Eneva S.A.
as of June 30, 2014
10 of 72
11 Recoverable and deferred taxes
The balance of recoverable taxes is as follows:
June 30
2014
December
31
2013
June 30
2014
December
31
2013
Income tax withheld at source (b) 4,123 3,533 12,721 12,161
Prepaid income tax 3,116 3,687
Prepaid social contributions 1,456 2,857
Prepaid social contributions -
previous year (a) 462 462 3,193 464
Income tax withheld at source -
previous year (b) 11,831 13,948 15,947 14,539
Income tax withheld at source -
loan (b) 20,784 13,728 21,431 13,727
ICMS 883 1,994
PIS 513 1,727
COFINS 1 2,363 7,956
Other 1,437 1,244 2,642 3,153
38,637 32,916 64,264 62,265
Current 10,611 25,701 28,777 47,651
Non-current 28,026 7,215 35,487 14,614
(a) Refers to income and social contribution taxes prepaid in the course of the year and previous
years, which will be offset against the income and social contribution taxes determined on the
taxable income.
(b) The balance of income tax withheld at source refers to amounts withheld on interest-earning
bank deposits and related-party loans. These balances will be offset against the income and
social contribution taxes payable.
Deferred taxes
Deferred income and social contribution taxes reflect future tax effects attributable to temporary
differences between the tax bases of assets and liabilities and their carrying values.
The deferred tax was maintained at the subsidiaries due to the expectations of generating future
taxable income, determined by a technical valuation approved by Management. The carrying value of
the deferred tax asset is reviewed periodically and the projections are reviewed annually. If there are
significant factors that change the projections, they are also reviewed by the Company during the
year.
Eneva S.A.
as of June 30, 2014
11 of 72
The Company and its subsidiaries adopted the Transitional Taxation Scheme (RTT) so that the
amendments introduced by Law 11638 of December 28, 2007 and articles 37 and 38 of Law 11941 of
2009, which changed the procedure for recognizing revenue, costs and expenses used to calculate
the net income for the year defined in art. 191 of Law 6404 of December 15, 1976, do not affect the
calculation of the taxable income and social contribution calculation base of companies that opt for
the Transitional Taxation Scheme RTT. For tax purposes the accounting methods and criteria in
force at December 31, 2007 should be used.
Law 12973 was published on May 13, 2014 which revoked the Transitional Taxation Scheme - RTT
introduced by Law 11941 on May 27, 2009. This law changes the federal tax legislation regarding
corporate income tax - IRPJ, the social contribution on net income - CSLL, PIS/Pasep and Cofins in
2014 for the companies opting to elect the provisions of this law. In 2014 the companies of Eneva
S.A. will not opt for this law, the adoption of which is only mandatory from January 2015.
The Company and its subsidiaries will not elect the option provided in MP 627, and we believe it will
not make any fiscal amendment to be adjusted in the financial statements.
The origin of the deferred income and social contribution taxes is presented below:
Consolidated
June 30
2014
December
31
2013
Noncurrent deferred charges
Tax loss carryforwards and negative tax base 218,992 302,327
218,992 302,327
Noncurrent deferred liabilities
Temporary differences - RTT 11,694 9,591
Breakdown of deferred tax by company:
June 30
2014
December
31
2013
Parent Company
Pecm II 85,708
Itaqui 192,127 192,127
Amapari 1,144 1,783
Parnaba 14,730 14,006
Parnaba II 10,991 8,703
Tax loss carryforwards and negative tax base 218,992 302,327
Eneva S.A.
as of June 30, 2014
12 of 72
As of June 30, 2014 and 2013 the taxes calculated on the adjusted net income consisted of IRPJ
(rate of 15% and surcharge of 10%) and CSLL (rate of 9%). The reconciliation between the tax
expense as calculated by the combined statutory rates and the income and social contribution tax
expense charged to net income is presented below:
June 30,
2014
Parent
Company Consolidated
Net income for the period before IRPJ/CSLL (184,211) (175,733)
statutory rate - % 34% 34%
IRPJ/CSLL at the nominal rate (62,632) (59,749)
Equity income 28,479
Consolidated differences (7,732) 8,631
Tax asset not recorded (*) 41,885 56,394
Income tax and social contribution expense, current (2,546)
Deferred income and social contribution taxes (2,730)
Total tax (5,276)
Effective rate - % 0,00% 3.00%
(*) Refers essentially to (i) the portion of deferred taxes of subsidiaries which was not recorded, as
there is no study demonstrating the realization thereof.
June 30,
2013
Parent
Company Consolidated
Net income for the period before IRPJ/CSLL (484,151 ) (592,684)
statutory rate - % 34 34
IRPJ/CSLL at the nominal rate (164,611 ) (201,513)
Equity Income 108,819
Tax asset not recorded (*) 51,635 88,102
Permanent differences (**) 4,157 11,275
Income tax and social contribution expense, current 336
Deferred income and social contribution taxes (102,472)
Total tax (102,136)
Effective rate - % 0,00% 17,23%
Eneva S.A.
as of June 30, 2014
13 of 72
(**) Essentially consists of non-deductible fines for taxable income purposes.
Based on the estimated generation of future taxable earnings, by way of its subsidiaries the Company
expects to recover these tax credits from FY 2015 onwards, as shown below:
2015 2016 2017 2018 2019 2020 2021 2022 2023 Total
Expected annual realization
of deferred
tax 20,355 23,326 24,236 22,527 38,407 57,034 43,057 55,220 7,469 291,631
The expected recoverability of the tax credits is based on the projection of future taxable income
taking into consideration business and financial assumptions at year end. Accordingly, these
estimates may differ from the effective taxable income in the future due to the inherent uncertainties
involving these estimates.
12 Investments
a) Composition of balances
June 30
2014
December
31
2013
June 30
2014
December
31
2013
Equity interests 2,904,373 3,130,881 1,230,290 941,758
Other investments 95 95 95 95
2,904,468 3,130,977 1,230,385 941,853
b) Equity interests
The Company's equity interests include the subsidiaries, joint ventures and associates. The balances
of the main account groups of equity interests as of June 30, 2014 and December 31, 2013 are:
Eneva S.A.
as of June 30, 2014
14 of 72
June 30, 2014
Equity interests
Equity
intere
st in %
Current
assets
Noncurren
t assets
Current
liabilities
Noncurren
t liabilities
Shareholde
rs' equity
Net
income
Porto do Pecm Gerao de Energia
S.A. 50.00% 152,718 1,965,992 342,411 1,231,396 544,903 (38,542)
Pecm II Gerao de Energia S.A.
100.00
% 136,259 2,032,902 229,800 1,331,535 607,826 (23,442)
Itaqui Gerao de Energia S.A.
100.00
% 130,451 2,911,370 269,063 1,627,426 1,145,332 (28,328)
Amapari Energia S.A. 51.00% 71,645 65,991 37,278 625 99,733 84
Porto do A Gerao de Energia
S.A. 50.00% 23 22,679 (4) 974 21,732 (829)
Seival Sul Minerao Ltda. 70.00% 408 4,849 0 17 5,240 (345)
Sul Gerao de Energia Ltda. 50.00% 29 6,967 1 404 6,592 (16)
Termopantanal Participaes Ltda. 66.67% 9 400 1 2,726 (2,318) (5)
Parnaba Gerao de Energia Ltda. 70.00% 192,787 1,316,284 331,640 734,825 442,605 10,886
Porto do Pecm Transportadora de Minrios S.A. 50.00% 1,439 41 273 23 1,184 734
OGMP Transporte Arieo Ltda. 50.00% 193 62 1 - 254 5
PO&M - Pecm Operao e Manuteno de Gerao
Eltrica S.A. 50.00% 1,531 161 434 1,215 43 (164)
Seival Participaes S.A. 50.00% 21 31,209 11 11,482 19,737 (3)
Parnaba II Gerao de Energia
S.A.
100.00
% 20,457 1,301,306 913,463 17,859 390,441 (4,478)
Eneva Participaes S.A. 50.00% 35,449 166,781 58,758 20,295 123,177 (8,986)
Porto do A II Gerao de Energia
S.A. 50.00% 22 2,547 10 222 2,337 6
Parnaba Participaes S.A. 50.00% 64,482 280,726 102,112 107,675 135,420 (3,245)
Parnaba V Gerao de Energia S.A 99.99% 1 - 1 - 0 (1)
Eneva Investimentos S.A. 99.99% 2 - - 11 (9) -
Eneva Desenvolvimento S.A. 99.99% 6 303 10 494 (195) (7)
MPX Tau II Energia Solar Ltda.
100.00
% 12 477 1 44 445 (236)
MABE Construo e Administrao de Projetos Ltda. 50.00% 24,136 21,998 34,004 12,113 17 (13,831)
December 31, 2013
Equity
in capital
Current
Assets
Noncurrent
assets-
Current
liabilities
Noncurrent
liabilities
Equity interests in %
Shareholde
rs' equity Net income
Porto do Pecm Gerao de Energia S.A. 50.00% 290,867 3,906,638 548,838 2,487,934 1,160,732 (282,342 )
Pecm II Gerao de Energia S.A. 100.00% 170,228 2,029,084 221,660 1,346,518 631,134 (46,331 )
Itaqui Gerao de Energia S.A. 100.00% 153,100 2,924,724 285,496 1,724,724 1,067,603 (250,736 )
Amapari Energia S.A. 51.00% 62,105 69,205 31,608 52 99,649 (3,619 )
Porto do A Gerao de Energia S.A. 50.00% 7,341 51,248 6,064 3,124 49,402 (4,296 )
Seival Sul Minerao Ltda. 70.00% 477 4,840 22 5,295 (792 )
Sul Gerao de Energia Ltda. 50.00% 29 13,947 8 832 13,136 (521 )
Termopantanal Participaes Ltda. 66.67% 9 400 (4 ) 2,726 (2,313 ) (2 )
Parnaba Gerao de Energia Ltda. 70.00% 158,288 1,264,731 265,826 768,997 388,195 152
Porto do Pecm Transportadora de
Minrios S.A. 50.00% 1,274 98 474 899 222
OGMP Transporte Arieo Ltda. 50.00% 368 130 498 410
PO&M - Pecm Operao e Manuteno de
Gerao Eltrica S.A. 50.00% 3,263 491 2,357 415 (324 )
Seival Participaes S.A. 50.00% 30 61,695 6 22,469 39,251 (624 )
Parnaba II Gerao de Energia S.A. 100.00% 62,301 1,163,940 594,757 303,322 328,163 (16,806 )
Eneva Participaes S.A. 50.00% 116,364 388,463 203,084 44,480 257,263 (26,952 )
Porto do A II Gerao de Energia S.A. 50.00% 259 4,782 12 367 4,662 (4 )
Parnaba Participaes S.A. 50.00% 200,833 399,256 233,955 85,464 206,788 14,076
Parnaba V Gerao de Energia S.A 99.99% 9 1 108 (100 ) (111 )
Parnaba Gas Natural S.A. 33.33% 258,196 1,100,395 1,134,315 68,572 155,704 12,640
MPX Investimentos S.A. 99.99% 2 11 (9 ) (12 )
MPX Desenvolvimento S.A. 99.99% 8 303 10 490 (189 ) (201 )
MPX Tau II Energia Solar Ltda. 100.00% 64 69 (506 ) 44 596 (230 )
MABE Construo e Administrao de
Projetos Ltda. 50.00% 55,866 48,871 69,331 35,378 28 (94,169 )
Eneva S.A.
as of June 30, 2014
15 of 72
The balance of investments breaks down as follows:
Equity interests
June 30
2014 December 31
2013
June 30
2014
December
31
2013
Porto do Pecm Gerao de Energia S.A. 544,903 580,367 544,777 580,240
Pecm II Gerao de Energia S.A. 303,913 631,135 303,913
Itaqui Gerao de Energia S.A. 1,091,332 979,904
Goodwill based on future profits 14,746 15,001
Amapari Energia S.A. 50,864 50,821
Porto do Au Energia S.A. 20,372 24,701 13,057 17,386
Seival Sul Minerao Ltda. 3,668 3,707
Sul Gerao Energia Ltda. 6,552 6,569 6,233 6,249
Minrios S.A. 1,183 449 1,183 449
Parnaba Gs Natural S.A. (d). 87,675 51,899 87,675 51,899
Parnaba Gerao de Energia Ltda.(b) 180,274 172,637
OGMP Transporte Areo Ltda. (c) 107 277 107 277
Pecm Operao e Manuteno de
Unidades de Gerao Eltrica S.A. -
PO&M 43 207 43 207
Seival Participaes S.A. 19,622 19,625 19,622 19,625
Parnaba II Gerao de Energia S.A. 325,440 328,162
ENEVA Participaes S.A. 89,177 97,685 89,177 97,685
A II Gerao de Energia S.A. 2,338 2,331 2,338 2,331
Parnaba Participaes S.A. 100,148 103,393 100,148 103,393
Subscription premium 62,000 62,000 62,000 62,000
MABE do Brasil 16 14 16 14
Future acquisition of investment 95 95 95 95
2,904,468 3,130,978 1,230,385 941,853
(a) As of June 30, 2014 the balance of the investment with the joint ventures and the
subsidiaries MPX Chile Holding Ltda., ENEVA Desenvolvimento S.A. and Termopantanal
Participaes Ltda. was classified under unsecured liabilities in the noncurrent liabilities,
due to the fact these companies had negative equity.
(b) On October 30, 2013 the EGM approved the change of the associated company's name from
OGX Maranho Petrleo e Gs S.A. to Parnaba Gs Natural S.A. A capital increase of R$
250 million was concluded on February 19, 2014 at the associate Parnaba Gs Natural S.A.
The increase was fully subscribed and paid in by Cambuhy and E.ON, as announced in the
press release in October 2013. As a result of the capital increase, the interest held by ENEVA
S.A. dropped from 33.33% to 18.18%.
(c) On May 12, 2014 Eneva S.A. issued a press release announcing its intention to sell between
50% and 100% of the shares issued by its subsidiary Pecm II Gerao de Energia S.A., via a
competition process participated in by potential stakeholders. E.ON undertook to award a
backstop guarantee, subject to certain conditions, which will incorporate indirectly up to
50% of the total shares issued by Pecm II., and an intercompany loan awarded by ENEVA
to Pecm II, via a specific purpose entity, which will have E.ON and ENEVA as shareholders.
The sale of Pecm II will be made on terms and a fair market price to be determined at the
end of the competition process. The acquisition price has been determined based on a fair
market value assessment of the assets, according to Deloitte Touche Tohmatsu and the
contracts are standard for this type of transaction. E.ON's commitment in relation to Pecm
II should not exceed the amount of R$ 400,000,000.00 (four hundred million reais).
Eneva S.A.
as of June 30, 2014
16 of 72
As part of the agreement, reciprocal options were awarded to purchase the remaining
portion held by Eneva and E.ON. These options have a term of 5 years. There is no
mandatory or conditional sale option on E.ON or obligation to return the asset to Eneva.
As a result of the above, on June 30, 2014 we classified 50 % of the investments to current
assets under assets held-for-trading. This classification was valued and ratified based on the
requisites of CPC 31.
Until May 31, 2014 Pecm II was fully consolidated as of June 30,2014 we no longer
consolidate it, recognizing its effects through equity.
This transaction was concluded in July 2014, as described in note 29.
See below the breakdown of the minority interest in the equity and net income of investees.
The balance of investments breaks down as follows:
Attributed to minority interests
Investments Equity
Shareholder
s' equity Net income
Shareholder
s' equity Net income
Amapari Energia S.A. 51% 99,733 84 50,864 43
Parnaba I Gero de Energia 70% 257,534 10,886 180,274 7,620
Termopantanal Participaes 67% (2,318) (5) (1,545) (3)
Seival Sul Minerao 70% 5,239 (345) 3,668 (242)
360,188 10.620 233,261 7.418
Eneva S.A.
as of June 30, 2014
17 of 72
(c) Change in investment
6/30/2014
Direct subsidiaries %
Balance
at
12/31/2
013
Capital
subscripti
on
Equity
income
Gain on
increase
in
interest
Capital
reduction
Exchan
ge
Varian
ce
Equity
Apprais
al
Adjust
ment
Adjustm
ent in
equity
interest
Amortiz
ation
Balance at
6/30/2014
Porto do Pecm Gerao de Energia S.A.
50.0
0% 580,366 (38,667) 3,204 544,903
Pecm II Gerao de Energia S.A.***
100.0
0% 631,135 (23,309) - (303,913) 303,913
Itaqui Gerao de Energia S.A.
100.0
0% 979,903 139,700 (28,271) 1,091,332
Goodwill based on future profits 15,001 - (256) 14,745
Amapari Energia S.A.
51.00
% 50,821 43 50,864
Porto do Au Energia S.A.
50.0
0% 24,701 (829) (3,500) 20,372
Seival Sul Minerao Ltda.
70.0
0% 3,707 203 (242) 3,668
Sul Gerao de Energia Ltda.
50.0
0% 6,569 (16) 6,552
Porto do Pecm Transportadora de Minrios
S.A.
50.0
0% 449 734 1,183
Parnaba Gs Natural S.A.**
33.30
% 51,899 13,917 21,858 87,675
Parnaba Gerao de Energia S.A.*
70.0
0% 172,637 7,637 - 180,274
OGMP Transporte Aereo
50.0
0% 277 7 (178) 107
Pecm Operao e Manuteno de Unidades de
Gerao Eltrica S.A. - PO&M
50.0
0% 207 (164) 43
Seival Participaes S.A.
99.9
0% 19,625 (3) 19,622
Porto do Au II Energia S.A.
50.0
0% 2,331 6 2,338
Eneva Participaes S.A.
50.0
0% 97,685 (8,507) - - 89,177
Subscription Premium - 62,000 - 62,000
Parnaba Participaes S.A.
50.0
0% 103,393 (3,245) - 100,148
Parnaba V Gerao de Energia S.A.
99.99
% - - -
MABE do Brasil
50.0
0% 14 2 16
Eneva Investimentos S.A.
99.99
% - - -
Parnaba II Gerao de Energia S.A.
100.0
0% 328,162 (2,722) 325,440
Future acquisition of investment 95 - 95
3,130,977 139,903 (83,627) - (3,678) - 3,204 (282,055) (256) 2,904,468
Eneva S.A.
as of June 30, 2014
18 of 72
Parent Company
2013
%
Balanc
e at
Decem
ber 31,
2012
Capital
subscript
ion
Equity
income
Gain
on
incre
ase in
intere
st
Capital
reducti
on
Excha
nge
varian
ce
Equity
apprais
al
adjustm
ent
Spin-
off
Amortiza
tion
Balanc
e at
Decem
ber 31,
2013
Investment
Porto do Pecm Gerao de Energia
S.A.
50 611.561 98.600 (141.171) 11.379 580.366
Pecm II Gerao de Energia S.A. 100 449.104 227.400 (46.331) 961 631.134
Itaqui Gerao de Energia S.A. 100 551.549 694.560 (250.736) (469) 994.904
Amapari Energia S.A. 51 52.872 (2.051) 50.821
Porto do Au Energia S.A. 50 27.251 4.850 (7.400) 24.701
Seival Sul Minerao Ltda. 70 3.511 750 (554) 3.707
Sul Gerao de Energia Ltda. 50 6.599 230 (261) 6.568
Minrios S.A.
50 338 - 111 449
Parnaba Gs Natural S.A. 33,3 31.861 15.825 4.213 51.899
Parnaba Gerao de Energia S.A.* 70 231.101 33.600 106
(92.17
0)
172.637
OGMP Transporte Aereo 50 6.823 250 205 (7.000) 278
Pecm Operao e Manuteno de Unidades de
Gerao S.A.
Gerao Eltrica S.A. - PO&M 50 367 (162) 207
Seival Participaes S.A. 99,9 19.365 573 (312) 19.626
Au II Energia S.A. 50 2.133 200 (2) 2.331
ENEVA Participaes S.A. 50 128.406 (15.074) 267
46.08
5
159.685
Parnaba Participaes S.A. 50 6.917 43.355 7.036
46.08
5
103.393
Parnaba V Gerao de Energia S.A. 99,99 1 (1) 0
MABE do Brasil 50 14 14
Eneva Tau II Energia Solar Ltda.
Eneva
100,0
0%
1 (1) 0
ENEVA Investimentos S.A. 99,99
Parnaba II Gerao de Energia S.A. 100 85.254 259.715 (16.806) 328.163
Future acquisition of investment 95 95
2.215.10
9
1.379.920 (469.189) 961 (7.000) 267 11.379 0 (469)
3.130.97
7
(*) Denotes the effect of transferring the turbine from Parnaba I to Parnaba III.
(**) The effect denotes the reduction in the percentage interest in the capital of its associate
Parnaba Gs Natural S.A.
(***) The effect denotes the reclassification of 50% the investment balance to current, as described
above (item C).
Eneva S.A.
as of June 30, 2014
19 of 72
13 Property, plant and equipment
Consolidated
Property, plant and equipment in service
PP&E in
service 06/30/2014
Land
Buildings,
Civil Works
and
Improveme
nts
Machinery
and
Equipment
IT
Equipment Vehicles
Furniture
and
Fixtures
PP&E in
progress Total
Depreciation
rate % p.a. 4 7 17 20 10
Cost
Balance at
31/12/2
013 7.845 2.119.535 1.701.700 4.880 1.694 8.226 1.191.727 5.035.607
Balance at
31/12/2
013 7.845 2.119.535 1.701.700 4.880 1.694 8.226 1.191.727 5.035.607
Additions - 73 2.200 321 108 584 169.580 172.866
Write-offs - - (12) - (237) - (1.413) (1.661)
Transfers - 72.708 (21.720) - - 2 (51.017) (27)
Balance at
30/06/
2014 7.845 2.192.316 1.682.168 5.201 1.565 8.811 1.308.878 5.206.785
Depreciation
Balance at
31/12/2
013 - (58.240) (73.929) (1.620) (591) (2.199) - (136.578)
Balance at
31/12/2
013 - (58.240) (73.929) (1.620) (591) (2.199) - (136.578)
Additions - (29.939) (35.190) (80) (168) (412) - (65.789)
Write-offs - - - - 191 - - 191
Transfers - - - - - - - -
Balance at
30/06/
2014 - (88.178) (109.119) (1.700) (569) (2.611) - (202.176)
Carrying
Amount
Balance at
31/12/2
013 7.845 2.061.295 1.627.771 3.260 1.103 6.027 1.191.727 4.899.029
Balance at
30/06/
2014 7.845 2.104.137 1.573.049 3.501 996 6.201 1.308.878 5.004.609
Eneva S.A.
as of June 30, 2014
20 of 72
Machinery and equipment
Basically relates to the UTEs Amapari Energia S.A., Itaqui and Parnaba , which come into operation
in November 2008, February 2013 and October 2013 respectively. Asset depreciation is based on the
concession term and calculated by the straight line method at the rates determined by Normative
Resolution 474 issued February 07, 2012 by the National Electric Energy Agency - ANEEL. For the
estimated portion of the investments made and not depreciated by the end of the concession, a new
depreciation or amortization rate is calculated and recorded in income monthly, so that a value equal
to zero is obtained at the end of the concession.
Buildings, Civil Works and Improvements
This basically refers to the UTEs Itaqui and Parnaba, which came into operation in February 2013
and October 2013, respectively. Depreciation follows the same procedure and criteria described in
the item Machinery and equipment.
Property, plant and equipment in progress
UTEs Parnaba I and II signed with Duro Felguera do Brasil Desenvolvimento de Projetos Ltda. and
Initec do Brasil Engenharia e Construes Ltda. respectively EPC agreements (Engineering,
Procurement and Construction) in the form lump sum turn key to build the power stations.
The expenses incurred on advances made for reserves and equipment acquisitions to build the
thermal power plants of the companies Itaqui Gerao de Energia S.A e Parnaibas I and II, are
transferred to the respective accounts of property, plant and equipment in service, following the
approval of the declaration of commercial operation (DCO). Said subsidiary, Itaqui Gerao de
Energia S.A. and MABE Construo e Administrao de Projetos Ltda. signed EPC agreements
("Engineering, Procurement and Construction") in the form lump sum turn key to build the power
stations. As established in the respective agreements, 15% of each advance made should be withheld
as a guarantee for delivery of the power station, to be disbursed in the course of FY 2013, if MABE
presents bank guarantees. It should be noted that it is not known when this withheld portion of the
advance will be applied in the construction of the plant. As of June 30, 2014 the total guarantees
retained by said subsidiaries amount to R$ 57,091 (R$ 20,038 as of December 31, 2013) and have
been recorded under the respective subsidiary's current liabilities and presented in the consolidated
financial statements under "Contractual retentions".
The labor costs of workers directly allocated to the construction of the Parnaba II plant, which
amounts to R$ 23,724 as of June 30, 2014 (R$ 20,038 as of December 31, 2013), is being capitalized.
In 2013 the Itaqui projects and part of the Parnaba complex came into operation and the
corresponding amounts of property, plant and equipment in progress were transferred to the
respective accounts of property, plant and equipment in service. As of June 30, 2014 the remaining
balance of property, plant and equipment in progress primarily consists of the Parnaba II project,
which is forecast to come into operation in 2014.
Eneva S.A.
as of June 30, 2014
21 of 72
As of June 30, 2014 the costs of consolidated loans capitalized under the property, plant and
equipment in progress amounted to R$ 41,438 (2013 - R$ 117,926), as follows:
Parnaba II
Average rate in 2014 (p.a.) 10%
Amounts capitalized in 2014 41,438
Amounts capitalized in 2013 72,328
14 Intangible assets
Consolidated
Intangible assets in service
Intangible assets in service 31/6/2014
Computer programs
and licenses
Goodwill on
Acquisition of
Investments
Concessions and
CCEARs Usage rights
Intangible
assets in
progress Total
Amortization rate % p.a. 20 20
Cost
Balance at 31/12/2013 6.167 15.470 183.448 10.499 6.089 221.673
Balance at 31/12/2013 6.167 15.470 183.448 10.499 6.089 221.673
Additions 400 - - - 400
Write-offs - - - - -
Transfers 920 - - (893) 27
Balance at
30/06/201
4 7.486 15.470 183.448 10.499 5.196 222.099
Amortization
Balance at 31/12/2013 (3.031) (468) - (4.792) - (8.292)
Balance at 31/12/2013 (3.031) (468) - (4.792) - (8.292)
Additions (591) (256) (6.068) (689) - (7.604)
Write-offs - - - - -
Transfers - - - - -
Balance at
30/06/201
4 (3.623) (724) (6.068) (5.481) - (15.895)
Carrying
Amount
Balance at 31/12/2013 3.135 15.002 183.448 5.707 6.089 213.381
Balance at
30/06/201
4 3.864 14.746 177.381 5.018 5.196 206.204
Eneva S.A.
as of June 30, 2014
22 of 72
2013
Computer
programs
and licenses
Goodwill on
investments
Concession
s and
CCEARs
Usage
rights
Intangible
assets
in progress Total
Amortization rate % p.a. 20 3.3 20
Cost
Balance at December 31, 2012 5,215 15,470 183,448 12,900 167 201,730
Additions 5,224 251 270 21,214
Write-offs
Transfers 6,613 (7,061 ) (436) (885)
Balance at December 31, 2013 17,053 15,470 183,448 6,089 222,059
Amortization
Balance at December 31, 2012 (1,965) (1,965)
Additions (6,244) (469) (6,713)
Write-offs
Transfers
Balance at December 31, 2013 (8,209) (469) (8,677)
Carrying amount
Balance at December 31, 2012 3,251 15,470 183,448 12,861 166 215,236
Balance at December 31, 2013 8,843 15,001 183,448 6,089 213,381
(b) Goodwill on investments
On October 14, 2008 Eneva S.A. acquired the entire capital of Itaqui Gerao de Energia S.A. from
EDP Energias do Brasil S.A. in an acquisition that involved the swap of a 50% interest in Porto do
Pecm Gerao de Energia S.A. for said capital. This transaction generated goodwill for Eneva S.A. of
R$ 15,470, which is being presented under investments in the parent company's investment financial
statements and under intangible assets in the consolidated financial statements. This goodwill is
based on the expected future yield and is amortized over the term established in Ordinance
authorization 177 issued May 12, 2008.
(c) Intangible assets in progress
Basically consists of the easement for installation of the water intake system used by the electric
power plant Parnaba II.
15 Related parties
The main balances of assets and liabilities as of June 30, 2014 and December 31, 2013 related to
related-party transactions, as well as the transactions that influenced the income for the period,
relate to transactions between the Company and its direct and indirect subsidiaries, affiliates and key
management personnel, which were conducted in accordance with the terms agreed by the parties.
Eneva S.A.
as of June 30, 2014
23 of 72
(a) Controlling Shareholder
The Company's control is jointly exercised by Mr. Eike Fuhrken Batista and DD Brazil Holdings
S..R.L (fully controlled by E.ON SE), which respectively hold 23.9% and 37.9% of the common
shares.
(b) Managers
The Company is managed by a Board of Directors and an Executive Board, pursuant to the duties
and powers vested by its Bylaws in accordance with corporate law.
c) Related companies
The Companys main affiliated companies are: EBX Holding Ltda.,E.ON SE, leo e Gs
Participaes S.A., Prumo Logstica S.A., MMX Minerao e Metlicos S.A., OSX Brasil S.A., OMX
Operaes Martimas Ltda., CCX Brasil Participaes S.A., MMX Chile S.A., LLX A Operaes
Porturias S.A. and AVX Txi Areo Ltda., in addition to its subsidiaries and associated companies.
The balances of assets, liabilities and effects on income of related-party transactions are as follows:
Eneva S.A.
as of June 30, 2014
24 of 72
Assets
6/30/2014 12/31/2013 6/30/2014 12/31/2013
Termopantanal Ltda. (a)
7,683
7,683 - -
Termopantanal Ltda. (a)
(7,453)
(7,453) - -
Termopantanal Participaes Ltda. (a)
457
457 - -
EBX Holding Ltda. (b) 12,515 12,542 12,515 12,542
Pecm II Gerao de Energia S.A. (c)
339,306
324,216 339,306 -
ENEVA Comercializadora de Energia S.A.(d)
896
653 11,448 14,387
Parnaba Gerao de Energia S.A. (e)
5,905
5,159 - -
Itaqui Gerao de Energia S.A. (f)
395,561
404,621 385 -
Advances for future capital increase for subsidiaries (g) 288,795 206,678 7,620 150
Pecm Operao e Manuteno Eltrica S.A. (h)
1,620
1,547 1,620 1,547
Porto do Pecm Gerao de Energia S.A. (i) 314,213 258,749 316,070 260,268
ENEVA Desenvolvimento (j)
348
346 - -
Parnaba II Gerao de Energia S.A. (j)
4,082
2,977 - -
Sul Gerao de Energia S.A. (j) 211 181 211 181
Porto do A Energia S.A. (j)
267
241 267 241
ENEVA Comercializadora de Combustvel Ltda. (j)
427
327 427 327
Seival Participaes S.A. (j) - - -
Seival Sul Minerao Ltda. (j)
10
10 - -
ENEVA Investimentos S.A. (j) 11 11 -
Parnaba V Gerao de Energia S.A. (j) - 119 - -
ENEVA Participaes S.A. (k)
9,042
5,341 9,042 5,341
Tau II Gerao de Energia Ltda.
44 44
- -
Parnaba III Gerao de Energia S.A. - - - -
Parnaba IV Gerao de Energia S.A. (l)
66,764
14,219 66,764 14,219
Parnaba Gs Natural S.A.(m) - 204,794 1,344 206,138
MABE da Brasil.(n) 12,109 11,559 12,109 11,559
Parnaba Participaes S.A. (o)
46
1,131 46 1,131
Seival Gerao de Energia S.A.
220
195 220 196
1,453,078 1,456,347 779,393 528,227
Current - - - -
Non-current 1,453,078
1,456,347
779,393 528,227
Eneva S.A.
as of June 30, 2014
25 of 72
Liabilities
6/30/2014 12/31/2013 6/30/2014 12/31/2013
EBX Holding Ltda. (b) 2,772 2,772 2,878 2,824
Copelmi Minerao Ltda. - - 148 158
ENEVA Comercializadora de Energia Ltda. (d) 81 81 73,833 138,478
Porto do Pecm Gerao de Energia S.A. (i) - - - 2,502
ENEVA Comercializadora de Combustveis Ltda. (j) - - - -
ENEVA Participaes S.A. (k) 5,801 3,919 5,801 3,919
Tau Gerao de Energia Ltda. 444 444 444 444
Porto do Pecm Transportadora de Minrios S.A. - - - 70
Parnaba Gs Natural S.A.(m) 274 274 47,567 45,128
Parnaba Participaes S.A.(o) 34,768 27,000 34,768 27,000
Petra Energia S.A.(p) - - 85,283 80,781
Pecm Operao e Manuteno Eltrica S.A. - - -
DD Brazil (q) 524 - 7,404 6,416
44,663 34,489 258,126 307,720
Current - - -
Non-current 44,663 34,489 258,126 307,720
Net income
6/30/2014 6/30/2013 6/30/2014 6/30/2013
EBX Holding Ltda. (b) - (8,162) (6) (9,963)
Pecem II Gerao de Energia S.A. (c) 8,248 5,314 - 771
Copelmi Minerao Ltda. - - (42)
ENEVA Comercializadora de Energia S.A. (d) 97 476 43,773 (79,338)
Parnaba Gerao de Energia S.A. (e) 549 947 - (380)
Itaqui Gerao de Energia S.A. (f) 11,226 14,485 - 1,801
Pecm Operao e Manuteno Eltrica S.A. (h) 42 55 42 (5,484)
Porto do Pecm Gerao de Energia S.A. (i) 4,201 5,548 4,201 5,548
ENEVA Desenvolvimento S.A.(j) 2 64 - (1)
Parnaba II Gerao (j) 918 607 - (770)
Sul Gerao de Energia S.A. (j) 14 63 14 63
Porto do A Energia S.A. (j) 10 94 10 94
ENEVA Comercializadora de Combustvel Ltda. (j) 43 21 43 21
Seival Participaes S.A. (j) 25 11 25 11
Parnaba V Gerao de Energia S.A. (j) 101 87 101 87
ENEVA Investimentos S.A. (j) - 11 - 11
ENEVA Participaes S.A. (k) 981 503 981 503
Parnaba IV Gerao de Energia S.A. (l) 2,014 11 2,014 11
Parnaba Gs Natural (m) (8,421) (8,421) -
MABE Construo e Administrao de Projetos Ltda. (n) 293 101 (324) 101
Parnaba Participaes (o) 148 40 - 40
Petra Energia S.A.(p) - - -
Parnaba III Gerao de Energia S.A. (1,943) (1,943)
MMX Minerao e Metlicos S.A. - -
OSX Brasil S.A. - -
LLX Logstica S.A. - -
MPX Solar Empreendimentos Ltda. - -
Total 18,547 20,276 40,509 (86,916)
(a) Loan agreement executed with Eneva S.A. (lender) subject to monthly interest (101% of CDI)
and with an unfixed term of maturity. Eneva S.A. has made a provision of R$ 7,453 for the
devaluation of its 66.67% investment in Termopantanal Participaes Ltda.
Eneva S.A.
as of June 30, 2014
26 of 72
(b) The Company and its subsidiaries also maintain agreements for sharing costs of operating and
financial activities entered into with the company EBX Holding Ltda. involving monthly
collections made through trade notes paid according to understandings between the parties.
The effect on consolidated net income as of June 30, 2014 is R$ (6) (R$ (9,963) as of June 30,
2013).
(c) The balance consists of a loan executed with Eneva S.A. (lender) subject to monthly interest
(104% of the DI-Over rate). As of June 30, 2014 the effect on net income is R$ (8,248).
(d) The balance consists of operational and financial cost sharing agreements with Eneva S.A.,
Itaqui Gerao de Energia S.A., Parnaba II Gerao de Energia S.A. and Pecm II Gerao de
Energia S.A., involving monthly collections made through trade notes paid according to
understandings between the parties (average DPO of 30 to 60 days). As of June 30, 2014 the
effect on consolidated net income is R$ 43,773.
(e) The balance derives from the administrative cost reimbursement contract and feasibility
studies. The outstanding balance as of June 30, 2014 is R$ 5,905 and the effect on the parent
company's net income is R$ 549.
(f) The balance consists of: (i) loan agreement executed in January 2012 with Eneva S.A. (lender)
subject to monthly interest (104% of CDI) and with an indefinite maturity amounting to R$
385,770. As of June 30, 2014 the effect on net income is R$ 10,093 and (ii) revenue from
reimbursement of operational, financial and administrative costs, amounting to R$ 9,791. As of
June 30, 2014 the effect on net income is R$ 1,133.
(g) Balance consisting of advances for future capital increase (AFACs) of its subsidiaries from
investments to noncurrent assets, which are irrevocable and irreversible. However, no fixed
value has been defined for the number of shares in the capital increase, in contravention of CPC
38. The following AFACs are outstanding as of June 30, 2014 with the following companies:
Subsidiary
30
June
2014
December
31
2013
Sul Gerao de Energia Ltda. 15
Seival Participaes S.A. 95
Porto do A Energia S.A. 1,360
Parnaba Gerao de Energia S.A. 161,500 118,000
Parnaba II Gerao de Energia S.A. 65,000
Parnaba V Gerao de Energia S.A. 10
Itaqui Gerao de Energia S.A. 54,000 87,700
ENEVA Investimentos S.A. 3
ENEVA Participaes S.A. 6,000
OGMP Transporte Areo Ltda. 150 150
Tau II Gerao de Energia Ltda. 675 815
288,795 206,678
Eneva S.A.
as of June 30, 2014
27 of 72
(h) The balance consists of a loan agreement executed in December 2011 with Eneva S.A. (lender)
subject to monthly interest (110% of CDI) and maturity on December 31, 2014, amounting to R$
1,620. As of June 30, 2014 the effect on net income is R$ 42.
(i) The balance consists of: (i) loan agreement executed in September 2012 with Eneva S.A.
(lender) subject to monthly interest (105% of CDI) and with an indefinite maturity amounting
to R$ 171,866. As of June 30, 2014 the effect on net income is R$ 4,200 and (ii) contract
between the parties to assume the costs of acquiring coal incurred by Porto do Pecm in the
period between September and December 2013. The amount as of June 30, 2014 is R$ 142,347
(j) Revenue from reimbursement of project implementation costs.
(k) Operational, financial and administrative costs reimbursement contract. The company
determined revenue balance as of June 30, 2014 of R$ 981.
(l) The balance consists of: (i) loan agreement executed in January 2012 with Eneva S.A. (lender)
subject to monthly interest (125% of CDI) and with an indefinite maturity amounting to R$
66,611. As of June 30, 2014 the effect on net income is R$ 1,917 and (ii) revenue from
reimbursement of operational, financial and administrative costs, amounting to R$ 153. As of
June 30, 2014 the effect on net income is R$ 95.
(m) The balance consists of: (i) costs relating to the gas purchase agreement and leasing of the gas
treatment plant's capacity, between Parnaba Gs Natural and Parnaba Gerao, amounting to
R$ 47,567 as of June 30, 2014. and (ii) interest revenue on accounts receivable charged in the
outstanding balance of the financial advance made to Parnaba Gs Natural, of R$ 8,421.
(n) (i) loan agreement executed in January 2013 with Eneva S.A. (lender) subject to monthly
interest (105% of CDI) and with an indefinite maturity amounting to R$ 12,109. As of June 30,
2014 the effect on consolidated net income is R$ 324.
(o) (i) loan agreement executed in January 2013 with Parnaba Participaes S.A (lender) subject
to monthly interest (125% of CDI) and with an indefinite maturity amounting to R$ 34,768. As
of June 30, 2014 the effect on consolidated net income is R$ 148.
(p) The balance consists of costs relating to the gas purchase agreement and leasing of the gas
treatment plant's capacity, between Parnaba and Petra, amounting to R$ 85,283.
(q) Project implementation costs reimbursement agreement with DD Brazil, amounting to R$
7,404.
Eneva S.A.
as of June 30, 2014
28 of 72
(d) Compensation of the Board of Directors and Executive Board members
In accordance with Law 6404/1976 and the Company's bylaws, the shareholders shall establish the
managers' overall annual remuneration at the General Meeting. The Board of Directors shall
distribute the amount among the directors.
The quarterly compensation of officers and the Board of Directors is presented below:
June 30
2014
December
31
2013
June 30
2014
December 31
2013
Immediate benefits
Salaries 2,557 4,565 4,055 9,449
2,557 4,565 4,055 9,449
See below the minimum, average and maximum individual quarterly compensation of the Board of
Directors and Officers, in R$:
Consolidated
2014 2013
Minimu
m Average Maximum
Minimu
m Average
Maximu
m
Board of Directors 20,000 24,000 40,000 16,999 62,227 96,000
Officers 177,722 326,446 530,456 122,451 822,660 1,815,721
Eneva S.A.
as of June 30, 2014
29 of 72
16 Loans and financing
As of June 30, 2014 and December 31, 2013 the loans and financing taken out from financial
institutions break down as follows:
The table below shows the breakdown of the loans of the joint subsidiary Porto do Pecm Gerao de
Energia S.A., Pecm II Gerao de Energia S.A. and the indirect subsidiaries MPX Chile Holding
Ltda., Parnaba III Gerao de Energia S.A and Parnaba IV Gerao de Energia S.A. As a result of
the new consolidation rules introduced by IFRS 11, from 2013 we are no longer obliged to present
them in the financial statements:
Company Credi tor
Currenc
y Interest rate s Maturi ty Effecti ve Rate
Transacti on
cost
Unappropri ate
d cost Princi pal Interest Total
Transacti on
cost
Unappropri a
ted cost Princi pal Interest Total
It aqui BNDES(Direct) (a) R$ TJ LP +2.78% 15/06/26 2,89% 11.182 9.586 796.709 2.316 789.439 11.182 9.913 830.630 2.586 823.304
It aqui BNB (b) R$ 10,00% 15/12/26 10,14% 2.892 2.669 201.359 801 199.491 2.892 2.727 201.977 857 200.107
It aqui BNDES(Indirect ) (c) R$ IP CA +TR BNDES +4.8% 15/06/26 4,94% 2.023 1.919 113.912 13.425 125.419 1.475 1.473 109.302 6.041 113.870
It aqui BNDES(Indirect ) (d) R$ TJ LP +4.8% 15/06/26 4,94% 1.475 1.472 155.570 567 154.664 2.023 1.953 162.052 632 160.731
Pecm II BNDES(Direct) (e) R$ TJ LP +2.18% 15/06/27 0,00% - - - - - 7.803 6.091 710.327 2.054 706.290
Pecm II BNDES(Direct) (f) R$ IP CA +TR BNDES +2.18% 15/06/27 0,00% - - - - - 1.740 1.294 131.607 42.840 173.153
Pecm II BNB (g) R$ 10,00% 31/01/28 0,00% - - - - - 4.287 3.620 250.000 4.070 250.450
Parnaba I BRADESCO (h) R$ CDI +3.00% 18/12/14 0,00% - - 28.000 384 28.384 4.593 - 48.000 117 48.117
Parnaba I Banco It a BBA (i ) R$ CDI +3.00% 15/04/15 0,00% - - 49.180 575 49.755 11.516 - 60.670 776 61.446
Parnaba I BNDES(Direct) (j) R$ TJ LP +1.88% 15/06/27 2,27% 23.589 23.434 475.168 1.231 452.965 16.867 16.860 493.444 1.370 477.954
Parnaba I BNDES(Direct) (k) R$ IP CA +TR BNDES +1.88% 15/07/26 2,29% 9.724 9.084 225.099 16.197 232.212 6.953 6.663 215.988 10.408 219.733
Parnaba II Banco It a BBA (l ) R$ CDI +3.00% 30/12/14 0,00% - - 200.000 13.121 213.121 - - 200.000 146 200.146
Parnaba II CEF (m) R$ CDI +3.00% 30/12/14 0,00% - - 280.000 18.483 298.483 - - 280.000 286 280.286
Parnaba II BNDES (n) R$ TJ LP +2.40% 15/06/15 3,74% 7.261 7.261 288.545 2.644 283.928 3.619 3.619 280.700 223 277.304
ENEVA S/A Banco It a BBA (o) R$ CDI +2.65% 16/12/14 - - - 105.790 7.207 112.997 - - 105.790 503 106.293
ENEVA S/A Banco Cit ibank (p) R$ CDI +2.95% 22/09/14 - - - 101.250 9.893 111.143 - - 101.250 3.107 104.357
ENEVA S/A Banco Cit ibank
(q)
USD LIBOR 3M +1.26% 27/09/17 - - - 110.125 14 110.139 - - 117.130 20 117.150
ENEVA S/A Banco BTGPact ual
(r)
R$ CDI +3.75% 09/12/14 - - - 101.912 792 102.705 - - 101.912 792 102.705
(s)
R$ CDI +3.75% 09/06/15 - - - 350.000 2.721 352.721 - - 350.000 2.559 352.559
(t)
R$ CDI +3.75% 09/12/14 - - - 370.000 2.876 372.876 - - 370.000 1.196 371.196
ENEVA S/A Banco HSBC
(u)
R$ CDI +2.75% 12/12/14 - - - 303.825 21.173 324.998 - - 303.825 1.747 305.572
(v)
R$ CDI +4.00% 03/11/14 - - - 42.000 956 42.956 - - 42.000 879 42.879
(w)
R$ CDI +4.00% 09/12/14 - - - 100.000 7.829 107.829 - - 100.000 792 100.792
ENEVA S/A Banco It a BBA
(x)
R$ CDI +2.65% 05/12/14 - - - 200.000 14.335 214.335 - - 200.000 1.618 201.618
(y)
R$ CDI +2.65% 09/12/14 - - - 210.000 14.839 224.839 - - 210.000 1.499 211.499
ENEVA S/A Banco Sant ander
(z)
R$ CDI+3.25-4.25% 15/01/15 - - - - - - - - 66.667 336 67.003
ENEVA S/A Morgan St anley
(aa)
R$ CDI+3.25-4.25% 15/01/15 - - - - - - - - 66.667 336 67.003
(bb)
R$ CDI+3.25-4.25% 15/01/15 - - - - - - - - 66.667 336 67.003
(cc)
R$ CDI +3.15% 19/01/16 - - - 80.000 4.395 84.395 - - - - -
(dd)
R$ CDI +3.00% 12/08/14 - - - 39.782 694 40.476 - - - - -
(dd)
R$ CDI +3.00% 12/08/14 - - - 16.675 291 16.966 - - - - -
(dd)
R$ CDI +3.00% 12/08/14 - - - 28.838 503 29.342 - - - - -
ENEVA S/A Banco HSBC (dd) R$ CDI +3.00% 12/08/14 - - - 14.705 256 14.960 - - - - -
58.146 55.425 4.988.445 158.519 5.091.539 74.950 54.213 6.176.605 88.129 6.210.520
Unappropri ate
d cost Pri nci pal Interest Total
Unappropri a
Current 8.761 2.997.858 154.125 3.143.222 6.984 1.716.403 110.555 1.819.974
Non-current 46.664 1.990.587 4.394 1.948.317 32.409 3.111.363 25.852 3.104.806
Consoli dated
30/06/14 31/12/13
Company Credi tor
Currenc
y Interest rates Maturi ty Effecti ve Rate
Transacti on
cost
Unappropri ate
Transacti on
cost
Unappropri a
Pecm I (50%) BNDES(Direct) (ee) R$ TJ LP +2.77% 15/06/26 TJLP + 3.09% 8.461 4.465 710.831 2.072 708.438 8.461 4.844 740.449 2.312 737.917
Pecm I (50%) IDB (ff) USD LIBOR +3.50% 15/05/26 Libor + 4.67% 8.829 5.210 145.201 709 140.700 8.808 5.296 158.142 779 153.625
Pecm I (50%) IDB (gg) USD LIBOR +3.00% 15/05/22 Libor + 4.16% 8.965 4.583 166.106 705 162.228 8.939 5.374 184.506 791 179.924
Pecm II BNDES(Direct) (e) R$ TJ LP +2.18% 15/06/27 2,30% 7.256 6.501 683.954 1.846 679.299
Pecm II BNDES(Direct) (f) R$ IP CA +TR BNDES +2.18% 15/06/27 2,32% 1.611 1.130 137.158 53.256 189.284
Pecm II BNB (g) R$ 10,00% 31/01/28 10,17% 4.287 4.211 247.187 - 242.976
Chile (50%) Banco Credit Suisse (hh) USD 8,125% 15/04/15 0,00% - - 6.608 58 6.666 - - 10.519 183 10.701
Chile (50%) Banco Credit Suisse (ii ) USD 8,000% 15/04/15 0,00% - - 4.405 39 4.444 - - 7.013 120 7.134
Parnaba IV(35%) Banco BTGPact ual (jj) R$ CDI+2.28% 29/01/14 0,00% - - - - - - - 24.500 1.796 26.296
Parnaba III (35%) Banco Bradesco (kk) R$ CDI+2.53% 30/07/14 2,53% 199 109 42.000 881 42.772 - - 42.000 493 42.493
39.608 26.209 2.143.450 59.566 2.176.806 26.208 15.514 1.167.129 6.474 1.158.089
Unappropri ate
Unappropri a
Current 2.708 163.355 59.566 220.213 2.481 160.876 6.475 164.870
Non-current 23.501 1.980.094 - 1.956.593 13.033 1.006.253 - 993.219
Consoli dated
30/06/14 31/12/13
Eneva S.A.
as of June 30, 2014
30 of 72
Porto do Itaqui Gerao de Energia SA (Itaqui)
(a) The National Social and Economic Development Bank ("BNDES") released the entire R$
784 million of the long-term loan to Itaqui relating to subcredits A, B and C, incurring an
annual cost of TJLP + 2.78%. The financing facility has a term of 17 years, with 14 years
repayment and a grace period on the principal of until July 2012. Subcredit D, intended for
social investments (BNDES Social) of R$ 13.7 million, only incurs TJLP and R$ 11.7 million
has been disbursed to date. The "BNDES Social" facility has a total term of 9 years, with 6
years repayment and a grace period of until July 2012. The interest earned during the grace
period was capitalized along with the amounts outlaid. The balance of the principal as of
June 30, 2014 therefore stands at R$ 796.7 million. The interest on these loans was
capitalized during the construction phase. This financing is secured by the traditional
guarantee in project finance loans.
(b) To top up the funding from the BNDES, Itaqui took out a loan from BNB-FNE, worth a
total R$ 203 million under which the last payment was released on July 28, 2011,
completing the loan. The BNB loan has a total term of 17 years, with 14 years repayment
and a grace period on the principal of until July 2012. It is charged interest of 10% p.a. The
funding has a performance bonus (15%), which consequently reduces the cost to 8.5% per
annum. This financing is secured by the traditional guarantee in project finance loans.
(c) R$ 99 million of this indirect BNDES line has been released to Itaqui consisting of
subcredits A, B, C, D and E, whose agents are the banks Bradesco and Votorantim This part
of the loan has a total term of 17 years, including 14 years of amortization and a grace
period for interest and the principal of until July 2012. The loan incurs IPCA + BNDES
Reference rate + 4.8% p.a. during the construction stage and IPCA + BNDES Reference
rate + 5.3% during the operational stage. The interest earned during the grace period was
capitalized along with the amounts outlaid. The balance of the principal as of June 30,
2014 therefore stands at R$ 113.9 million. The interest on these loans was capitalized
during the construction phase. This financing is secured by the traditional guarantee in
project finance loans.
Eneva S.A.
as of June 30, 2014
31 of 72
16. Loans and financing--Continued
(d) The entire subcredit F, of the loan mentioned in the previous item equal to R$ 141.8
million, has been passed through to Itaqui. This part of the loan has a total term of 17
years, with 14 years repayment and a grace period on the principal and interest of until
July 2012. The loan incurs TJLP + 4.80% p.a. during the construction stage and TJLP +
5.30% during the operational stage. The interest earned during the grace period was
capitalized along with the amounts outlaid. The balance of the principal as of June 30,
2014 therefore stands at R$ 155.5 million. The interest on these loans was capitalized
during the construction phase. This financing is secured by the traditional guarantee in
project finance loans.
MPX PecmII Gerao de Energia SA (Pecm II)
(e) By June 30, 2014 Pecm II had received R$ 615.3 million of the R$ 627.3 million
earmarked in subcredits A, B, C, D and L of the long-term financing contract with the
BNDES (in nominal R$, excluding interest during the construction). These subcredits have
a total term of 17 years, with 14 years repayment and a grace period on the principal and
interest of until July 2013. The loan incurs LTIR + 2.18% p.a. The interest earned during
the grace period was capitalized along with the amounts outlaid. The balance of the
principal as of June 30, 2014 therefore stands at R$ 683.9 million. This financing is
secured by the traditional guarantee in project finance loans.
(f) Pecm II received R$ 110.1 million referring to subcredits E, F, G, H and I of the long-term
financing contract with the BNDES mentioned in the item above. These subcredits have a
total term of 17 years, with 14 years repayment and a grace period on the principal and
interest of until June 2014. The loan incurs IPCA + BNDES Reference rate + 2.18% p.a.
Subcredit J, of R$ 22 million, which comprised this financing line, was transferred in April
2012 to subcredit A of the previous item. This financing is secured by the traditional
(g) To top up the funding from the BNDES, Pecm II took out a loan from BNB with FNE
funding, worth a total R$ 250 million, which has been disbursed in its entirety. The BNB
loan has a total term of 17 years, with quarterly interest and 14 years' repayment and a
grace period on the principal of until February 2014. It is charged interest of 10% p.a. The
funding has a performance bonus (15%), which consequently reduces the cost to 8.5% per
annum. This financing is secured by the traditional guarantee in project finance loans.
Eneva S.A.
as of June 30, 2014
32 of 72
16.Loans and financing--Continued
UTE Parnaba Gerao de Energia SA (Parnaba I)
(h) On December 27, 2011 Parnaba I borrowed R$ 75 million under a CCB loan (Bank Credit
Note) with BRADESCO, which was endorsed by the parent company. Taken out to finance
the construction of thermoelectric power plants Maranho IV and V, this bridge loan
incurs annual interest of the CDI rate + 3% and matures initially on June 26, 2013,
whereupon the principal and interest is due. A further R$ 75 million was disbursed on
February 28, 2012 by the bank on the same terms as the previous disbursement. R$ 90
million of the principal plus the interest due was settled on December 28, 2012, when the
long-term BNDES loan described in items (j) and (k) was released. On June 26, 2013 the
company renegotiated the principal balance of R$ 60 million, paying all the interest due up
to that date with the new maturity date changing to September 24, 2013 and the interest
held at the CDI rate plus 3% per annum. On September 24 UTE Parnaba renegotiated the
terms of the contract, changing the maturity date to October 24, 2013 and subsequently to
November 24, 2013. On October 31, 2013 a new renegotiation amended the loan's maturity
to December 18, 2014. The principal and interest will be paid in 15 monthly installments.
The balance of the principal as of June 30, 2014 therefore stands at R$ 28 million.
(i) On December 27, 2011 Parnaba I borrowed R$ 125 million under a CCB loan (Bank Credit
Note) with Banco Ita BBA, which was endorsed by the parent company. Taken out to
finance the construction of thermoelectric power plants Maranho IV and V, this bridge
loan incurs annual interest of the CDI rate + 3% and matures originally on June 26, 2013,
whereupon the principal and interest is due. R$ 60 million of the principal plus the interest
due was settled in December 2012, when the long-term BNDES loan described in items (j)
and (k) was released. On June 26, 2013 the company renegotiated the principal balance of
R$ 65 million, paying all the interest due up to that date with the new maturity date
changing to September 24, 2013 and the interest held at the CDI rate plus 3% per annum.
On this date a new renewal amended the loan's maturity to October 24, 2013 and
subsequently to April 15, 2015. The loan was renegotiated on May 28, 2014 a balance of
interest incurred up to the date was included in the principal, and since then both the
principal and interest are being paid in 7 monthly instalments commencing in October.
The balance of the principal as of June 30, 2014 therefore stands at R$ 49.1 million.
Eneva S.A.
as of June 30, 2014
33 of 72
16. Loans and financing--Continued
(j) In December 2012 Parnaba I received R$ 495.7 million as subcredits B and C of the bridge
loan from BNDES, out of a total of R$ 671 million. These subcredits will be amortized over
168 monthly instalments commencing July 15, 2013, along with the interest. The loan
incurs LTIR + 1.88% p.a. The balance of the principal as of June 30, 2014 therefore stands
at R$ 475.2 million.
(k) In December 2012 Parnaba I also received R$ 204.3 million referring to the entire
subcredit A of the long-term financing contract with the BNDES mentioned in the item
above. This subcredit will be amortized over 13 annual instalments commencing July 15,
2014, along with the interest. The loan incurs IPCA + BNDES Reference rate + 1.88% p.a.
The interest earned during the grace period was capitalized along with the amounts
outlaid. The balance of the principal as of June 30, 2014 therefore stood at R$ 225.1
million. This financing is secured by the traditional guarantee in project finance loans.
UTE Parnaba II Gerao de Energia SA (Parnaba II)
(l) On March 30, 2012 the Parnaba II project secured R$ 100 million via a CCB loan from
Banco Ita BBA, endorsed by the parent company. Originally maturing on September 30,
2013 for the payment of principal and interest, this bridge loan was used to finance the
building of the Maranho III thermal power plant. Upon maturity this bridge loan incurs
annual interest of the CDI rate + 3% and matures on September 30, 2013, whereupon the
principal and interest is due. The company renegotiated the loan, altering its maturity date
to December 30, 2013. The loan was subsequently renegotiated, changing its maturity to
December 30, 2014 and an additional R$ 100 million was borrowed, maturing on
December 30, 2014. The balance of the principal as of June 30, 2014 therefore stands at R$
200 million.
(m) In May 2012 Parnaba II borrowed R$ 325 million under a CCB loan from Caixa
Econmica Federal, which was endorsed by the parent company. Taken out to finance the
construction of thermoelectric power plant Maranho III, this bridge loan incurs annual
interest of the CDI rate + 3% and originally matures on November 07, 2013, whereupon
the principal and interest is due. A portion of R$ 125 million has been released, in addition
to two portions of R$ 100 million, on May 08, 2012, May 15, 2012 and May 30, 2012. Upon
maturity the company renegotiated the loan, altering its maturity date to December 30,
2013. R$ 45 million of the principal has been repaid to date, in addition to the interest
hitherto incurred, and the remaining amount has been renegotiated to December 30, 2014.
The balance of the principal as of June 30, 2014 therefore stands at R$ 280.0 million.
(n) Parnaba II received a bridge loan from BNDES of R$ 280.7 million at the end of December
2013. This loan will be amortized in a single payment on June 15, 2015 along with the
interest. The annual costs was LTIR + 2.40%.
Eneva S.A.
as of June 30, 2014
34 of 72
Eneva SA (Eneva)
(o) On December 16, 2013 Eneva renegotiated the R$ 105.8 million of CCBs (Bank Credit
Notes) from Banco Ita BBA S.A., paying all the interest due up to that date with the new
maturity date changing to December 16, 2014. The cost will be CDI plus 2.65% per annum
with the interest and principal being paid at the end of the loan.
(p) On September 27, 2012 the parent company Eneva S.A issued a CCB (Bank Credit Note) via
Banco Citibank S.A. for R$ 101,250 maturing on September 27, 2013. The interest agreed
was 100% of the CDI rate +1.15% per annum and is due upon maturity, on September 27,
2013. On this date Eneva S/A renewed this agreement, changing its maturity date to
September 22, 2014 and changing the interest rate to CDI plus 2.95% per annum.
(q) On September 27, 2012 Eneva took out a loan equal to USD 50,000 from Banco Citibank
S.A. under a Credit Agreement, in due accordance with BACEN Resolution 4131. This loan
is subject to interest of Libor + 1.26% p.a. and will be paid quarterly. The principal will be
paid semi-annually, with a grace period of September 26, 2014 and the contract expiring
on September 27, 2017. Eneva S.A. took out a swap from Citibank in order to hedge this
loan against exchange variance. See Note 18.
(r) On December 13, 2012 Eneva issued a CCB (Bank Credit Note) via Banco BTG Pactual for
R$ 101.9 million maturing on December 13, 2013. Upon maturity the line was renegotiated,
altering its maturity date to December 09, 2014. The interest will be paid quarterly at the
cost of the CDI rate plus 3.75% p.a. The principal will be paid in full upon maturity.
(s) On February 07, 2013 Eneva issued a CCB (Bank Credit Note) via Banco BTG Pactual for
R$ 350 million maturing on August 06, 2013. The interest agreed was 100% of the CDI rate
2.95% per annum and is due upon maturity. On August 06, 2013 the company renegotiated
the loan, altering its maturity date to December 02, 2013. A new renegotiation extended
the debt's maturity date to June 09, 2015, with interest paid quarterly at the cost of CDI +
3.75% p.a. and the principal paid on maturity.
(t) On December 09, 2013 and December 26, 2013 Eneva issued two CCBs (Bank Credit
Notes) via Banco BTG Pactual for the individual amounts of R$ 100 million on December
09, 2013 and R$ 270 million on December 26, 2013, both maturing on December 09, 2014.
The interest agreed was 100% of the CDI rate 3.75% per annum and is due quarterly.
(u) On March 25, 2013 Eneva issued a CCB (Bank Credit Note) via Banco HSBC for R$ 100
million maturing on March 25, 2014. The interest agreed was 100% of the CDI rate 1.75%
per annum and is due upon maturity. The interest accumulated to December 12, 2013 was
paid and a new maturity was agreed for December 12, 2014. The spread for this new period
will be 2.75% per annum. At the time of the renegotiation the company issued a new CCB
amounting to R$ 203.8 million scheduled for maturity on December 12, 2014. The cost will
be CDI plus 2.75% per annum with the interest and principal being paid at the end of the
loan.
(v) Eneva took out a loan from Citibank S.A of R$ 42 million (in the form of a CCB) on
November 01, 2013, maturing on November 03, 2014. The interest will be paid quarterly at
the cost of the CDI rate plus 4.00% per annum and the principal will be paid upon
maturity.
(w) On December 09, 2013 Eneva issued a Banco Citibank CCB (Bank Credit Note) for R$ 100
million maturing on December 09, 2014. The principal and interest will be paid at maturity
at the cost of the CDI rate plus a spread of 4.00%.
Eneva S.A.
as of June 30, 2014
35 of 72
(x) On December 05, 2013 Eneva issued a Ita BBA CCB (Bank Credit Note) for R$ 200
million maturing on December 05, 2014. The interest agreed was 100% of the CDI rate plus
2.65% per annum with principal and interest due upon maturity.
(y) On December 09, 2013 Eneva issued a Ita BBA CCB (Bank Credit Note) for R$ 210
million maturing on December 09, 2014. The interest agreed was 100% of the CDI rate
plus 2.65% per annum with principal and interest due upon maturity.
(z) As a result of the negotiations of OGX Maranho (now Parnaba Gs Natural), Eneva took
out a loan from Banco Santander of R$ 66.6 million (CCB) on November 04, 2013,
maturing on January 15, 2015. The interest will be paid monthly at the cost of the CDI rate
plus: 3.25% per annum until June 14, 2014, 3.75% per annum until September 14, 2014
and 4.25% until the full settlement of the CCB. The entire CCB was settled in March 2014
along with the interest incurred.
(aa) As a result of the negotiations of OGX Maranho (now Parnaba Gs Natural), Eneva took
out a loan from Morgan Stanley of R$ 66.6 million (CCB) on November 04, 2013, maturing
on January 15, 2015. The interest will be paid monthly at the cost of the CDI rate plus:
3.25% per annum until June 14, 2014, 3.75% per annum until September 14, 2014 and
4.25% until the full settlement of the CCB. The entire CCB was settled in March 2014 along
with the interest incurred.
(bb) As a result of the negotiations of OGX Maranho (now Parnaba Gs Natural), Eneva took
out a loan from Ita BBA of R$ 66.6 million (CCB) on November 04, 2013, maturing on
January 15, 2015. The interest will be paid monthly at the cost of the CDI rate plus: 3.25%
per annum until June 14, 2014, 3.75% per annum until September 14, 2014 and 4.25%
until the full settlement of the CCB. The entire CCB was settled in March 2014 along with
the interest incurred.
(cc) On January 29, 2014 Eneva issued a Ita BBA CCB (Bank Credit Note) for R$ 80 million
maturing on January 19, 2016. The interest agreed was 100% of the CDI rate plus 3.15%
per annum with principal and interest due upon maturity.
Eneva S.A.
as of June 30, 2014
36 of 72
(dd) On May 12, 2014 Eneva issued 4 CCBs (Bank Credit Notes) to the banks Ita BBA, BTG
Pactual, Citibank and HSBC, which jointly amounted to R$ 100 million and mature on
August 12, 2014. The interest agreed was 100% of the CDI rate plus 3% per annum with
principal and interest due upon maturity.
Porto do Pecm Gerao de Energia SA (Pecm I)
(ee) By June 30, 2013 the BNDES had released R$ 1.40 billion of a long-term loan to Pecm I.
The BNDES financing agreement involves a total amount of R$ 1.41 billion (in nominal R$,
excluding interest during the construction), with a total term of 17 years, including 14 years
for amortization and a grace period for payment of interest and principal of until July
2012. The loan incurs LTIR + 2.77% p.a. The interest was capitalized during the
construction phase. The balances of the principal and interest stated in the table above
refer to 50% of the original balances, and take into account the 50% interest of EDP
Energias do Brasil S.A. in the company. This financing is secured by the traditional
(ff) To top up the direct loan from the BNDES, Pecm I has a direct loan from the
Interamerican Development Bank BID ("A loan"), worth a total USD 147 million, of
which USD 143.78 million has been released thus far (equal to R$ 291,820 as of June 30,
2014). The A Loan has an annual cost of Libor + 3.5% and a total term of 17 years, with 14
years repayment and a grace period on the principal of until July 2012. The balances of the
principal and interest stated in the table above refer to 50% of the original balances, and
take into account the 50% interest of EDP Energias do Brasil S.A.
(gg) To top up the direct loan from the BNDES, Pecm I has an indirect loan from the
Interamerican Development Bank BID ("B loan"), worth a total USD 180 million, of
which USD 176 million has been released thus far (equal to R$ 333,622 as of June 30,
2014). The onlending banks are Grupo Banco Comercial Portugus, Calyon and Caixa Geral
de Depsito. The B Loan has a total term of 13 years and a cost of 3.0%, with 10 years
repayment and a grace period on the principal of until July 2012. The balances of the
principal and interest stated in the table above refer to 50% of the original balances, and
take into account the 50% interest of EDP Energias do Brasil S.A.
MPX Chile Holding Ltda (MPX Chile)
(hh) On April 13, 2011 MPX Chile took out an offshore loan from Banco Credit Suisse, endorsed
by the parent company. The loan is denominated in US dollars amounting to USD 15
million (equal to R$ 13,332 as of June 30, 2014), charged fixed annual interest of Libor +
8.13%. The principal and interest will be paid semi-annually, with a grace period for the
principal of until April 15, 2013 and the contract expiring on April 15, 2015. The balances of
principal and interest shown in the table above account for 50% of the original balances.
Eneva S.A.
as of June 30, 2014
37 of 72
16. Loans and financingContinued
(ii)On June 29, 2011 MPX Chile took out an offshore loan from Banco Credit Suisse, endorsed
by the parent company. The loan is denominated in US dollars amounting to USD 10
million (equal to R$ 8,888 as of June 30, 2014), charged fixed annual interest of Libor +
8%. The principal and interest will be paid semi-annually, with a grace period for the
principal of until April 15, 2013 and the contract expires on April 15, 2015. The balances of
principal and interest shown in the table above account for 50% of the original balances.
UTE Parnaba IV Gerao de Energia SA (Parnaba IV)
(jj) On April 29, 2013 the Parnaba IV project borrowed R$ 70 million under a CCB contract
(Bank Credit Note) with Banco BTG Pactual. Taken out to finance the construction of a
natural gas thermal power plant with Kinross Brasil Minerao S.A., this bridge loan incurs
annual interest of the CDI rate plus 2.28% per annum and matures on January 29, 2014,
whereupon the principal and interest is due. This loan was settled at maturity.
UTE Parnaba III Gerao de Energia SA (Parnaba III)
(kk) On November 25, 2013 the Parnaba III project secured a bridge loan from Banco
Bradesco of R$ 120 million, initially maturing on January 09, 2014. A new maturity date
was agreed for January 31, 2014. The cost of the bridge loan is CDI plus 2.53% per annum.
Principal and interest will be paid at the end of the operation. A promissory note was
issued to replace this loan on the same terms and with a new maturity date of July 30,
2014.
The portions of the loans and financing classified in non-current liabilities as of June 30, 2014
have the following payment schedule:
Consolidated
Maturity
2015 127,833
2016 328,491
2017 281,179
2018 to final maturity 1,253,084
1,990,587
Eneva S.A.
as of June 30, 2014
38 of 72
Financial covenants
Creditors involved in financial contracts use financial covenants in a number of debt contracts
to monitor the Company and its investees' financial situation.
The financing contracts relating to the ventures Porto do Pecm Gerao de Energia S.A., MPX
Pecm II Gerao de Energia S.A., UTE Porto do Itaqui Gerao de Energia S.A. and UTE
Parnaba Gerao de Energia S.A. have minimum debt service coverage indexes that measure
the payment capacity of the financial expense in relation to EBITDA. .
All the financial covenants had been performed as of June 30, 2014.
A number of financing contracts also have nonfinancial covenants, which are usual for the
market and have been summarized below. As of December 31, 2013 all these covenants were
being performed.
Obligation to periodically submit financial statements to creditors.
Creditor rights to inspect and visit facilities.
Obligation to keep up with tax, social security and payroll obligations.
Obligation to maintain materially important contracts for its operations in force.
Comply with environmental legislation and keep any operating licenses necessary in force.
Contractual restrictions on related-party transactions and sales of assets outside the
normal course of business.
Restrictions on the change of share control, corporate restructuring and material changes
to the core activities and articles of association of the borrowers, and
Restrictions on debt ratios and the procurement of new debt
We did not detect any nonperformance of financial and non-financial covenants as of June 30,
2014.
Eneva S.A.
as of June 30, 2014
39 of 72
17 Taxes and contributions payable
June 30
2014
December
31
2013
June 30
2014
December
31
2013
Corporate Income Tax IRPJ 7 1,763
Social Contribution on Net Income - CSLL - 784
Income Tax Withheld at Source - IRRF 164 6 5,203 6,286
ICMS 1 1 62 634
PIS, COFINS, IRRF and CSL 85 570 9,773 25,552
Tax on Financial Transactions - IOF 241 56 242 58
IPI for importation 1,153 2,594
Importation tax 2,432 3,940
Other 63 76 3,031 6,870
Current 560 709 24,443 45,934
18 Financial instruments and risk management
The management of these financial instruments is done through operating strategies and internal
controls, aimed at liquidity, profitability and security. Our control policy consists of permanently
monitoring contract rates versus market rates. The Company and its subsidiaries do not invest in
derivative financial instruments or any other risky assets on a speculative basis. This is a
determination of the financial investment policy.
The estimated realization values of the financial assets and liabilities of the Company and its
subsidiaries were determined through information available in the market and appropriate valuation
methodologies. However, considerable judgment was required in the interpretation of the market
data to estimate the most adequate realization value. Consequently, the estimates below do not
necessarily indicate the values that could be realized in the current exchange market. The use of
different market methodologies may have a material effect on the estimated realizable values.
Eneva S.A.
as of June 30, 2014
40 of 72
See below a description of the consolidated book balances for the financial instruments included in
the balance sheets as of June 30, 2014 and December 31, 2013:
Parent
Company
June 30
2014
December 31
2013
Financial instruments Total Total
Assets
Loans and receivables
Cash and cash equivalents 12,011 110,156
Escrow deposits 39 38
Loans to subsidiaries 973,278 909,327
Accounts receivable from other related parties 12,515 217,337
Accounts receivable from subsidiaries 178,490 123,005
Fair value through profit or loss
Gains on derivative transactions 8,602 4,171
Liabilities
Other financial liabilities
Trade payables 4,860 3,473
Loans and financing 2,263678 2,217,628
Debentures (1) 5,351
Debts with subsidiaries 6,326 4,444
Loans with other related parties 38,337 30,045
Stock options awarded 353,865 350,514
Eneva S.A.
as of June 30, 2014
41 of 72
Consolidated
June 30
2014
December 31
2013
Financial instruments Total Total
Assets
Loans and receivables
Accounts receivable 214,205 294,396
CCC subsidy receivable 20,722 30,802
Escrow deposits 171,120 118,644
Loans to subsidiaries 586,820 191,968
Accounts receivable from other related parties 13,858 218,680
Accounts receivable from subsidiaries 171,095 117,372
Liabilities
Other financial liabilities
Trade payables 350,716
Loans and financing in R$ 5,091,539 6,210,520
Debentures (1) 5,350
Debts with subsidiaries 80,156 145,412
Debits with related parties 177,970 162,308
Contractual retentions 57,091
Stock options awarded 353,865 350,514
The financial instruments measured at amortized cost and presented above are close to their market
values (fair value).
18.1 Fair value of financial instruments
The concept of fair value states that assets and liabilities should be valued at market prices, in the
case of liquid assets, or by using mathematical pricing methods, in other cases. The hierarchy level of
the fair value gives priority to unadjusted prices quoted on an active market. A part of the company's
accounts has the fair value equal to book value, these accounts include cash equivalents, payables
and receivables, bullet debts and short-term. The accounts whose fair value differs from book value
can be seen below. short-term investments are stated at fair value, due to their classification at fair
value through profit and loss.
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Consolidated
June 30, 2014
Prices
observable in
an active
market
Pricing with
observable
prices
Pricing without
observable
prices
(Level I) (Level II) (Level III)
Stock options awarded (353,865)
Derivatives 8,602
Balance at June 30, 2014 362,467
December 31, 2013
Prices
observable in
an active
market
Pricing with
observable
prices
Pricing without
observable
prices
(Level I) (Level II) (Level III)
Securities
Stock options awarded (350,514)
Derivatives 4,171
Balance at December 31, 2013 (346,343)
18.2 Derivatives, hedges and risk management
The Company has a formal policy for financial risk management. The use of financial instruments for
hedging purposes is done through an analysis of the risk exposure that (exchange and interest rates,
amongst others) and follows the strategy approved by the Board of Directors.
The protection guidelines are applied according to exposure type. The risk factors posed by foreign
currencies should be neutralized in the short term (within 01 year), and the protection may be
extended for longer. Decision taking regarding the risk posed by interest rates and inflation on
liabilities acquired will be assessed in terms of the economic and operational context and when
Management deems the risk to be material.
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18.2.1 Notional and fair value of derivative instruments
Forward currency contract - acquisition of US dollars (USD)
June 30, 2014 December 31, 2013
Maturity
Notional
USD MTM
Notional
USD MtM
Eneva SA
Long position USD
Morgan Stanley - - 59,207 4,171
Total USD - - 59,207 4,171
Swap Cross-Currency
June 30, 2014 December 31, 2013
Maturity Notional Assets Liabilities MTM Notional MtM
Eneva SA
Libor USD | DI
Citibank September 27, 2017 101,250 111,527 101,768 9,759 101,250 15,650
Total Swap 101,250 111,527 101,768 9,759 101,250 15,650
6/30/2014 12/31/2013
Maturity Notional Assets Liabilities MTM Notional MtM
Eneva SA
Cross-Currency Swap
Credit Suisse 7/15/2015
22,251 2,470 3,627 (1,157) - -
Total Swap
22,251 2,470 3,627 (1,157) - -
18.2.2 Market risks
Risk of change in commodities prices, exchange rates and interest rates.
18.2.2.1 Risk of oscillation in commodity prices
In Eneva's case, this risk is exclusively posed by the coal price, which is recorded, according to the
formation of inventory for generating energy in the thermoelectric power plants. The risk is due to
the mismatch of the term between the purchase and sale dates (energy generation).
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The inventory coal price is established and will be converted into revenue, according to the
remuneration for the energy generation, according to the PPA rules
1
. The period between the
purchase of the cargo and its use for generating energy constitutes the price change risk incurred by
the thermoelectric power plant.
a) Risk management
The coal price risk is managed by structuring hedge transactions in the future coal market without
physical settlement. Eneva is seeking resources in the domestic market whose market for this type
of operation is still incipient to mitigate the risk posed by its coal inventory by structuring hedges.
In the current scenario, Eneva has experienced high turnover of its coal inventory due to the lower
production of energy at hydroelectric plants and the need for thermal power plants to work around
the clock. In this context, the Company does not consider material the risk of changes in coal prices
that would justify the structuring of a hedge operation. At the end of the first half the Company did
not therefore have any such derivatives.
18.2.2.2 Exchange risk
Risk of change in exchange rates which could be associated to the Company's assets and liabilities
a) Risk management
The Company manages the exchange risk on a consolidated basis for its companies to detect and
mitigate risks posed by changes in exchange rates underlying global assets and liabilities. The aim is
to detect or create natural hedges, taking advantage of the synergy between the companies'
operations, thereby minimizing the use of derivatives. Derivative instruments are used in cases
where natural hedges cannot be taken advantage of.
(b) Investment in fixed assets (capex)
The revenue of Eneva's consolidated energy generating units is denominated in reais. Part of the
investment made in fixed assets is also paid in foreign currency, primarily US dollars and euros. The
volumes and terms of these payments do not generally require the structuring of hedge transactions.
The Company is currently mapping out the payments in foreign currencies - based on historic and
future entries, in order to establish an average amount and terms, thereby ensuring control over the
related foreign currency exposure.
1
The Multiyear Plan (PPA) is the planning instrument that establishes the regional guidelines, objectives and
targets of the Public Administration for a period of four years.
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(c) Coal inventory
The Company goes long when forming its coal inventory for its thermal power plants, which in turn
is determined in the international market in US dollars. The Company consequently also assumes a
long position in dollars, generally creating a mismatch between its assets and liabilities. As
mentioned earlier for the coal price risk, the company is studying hedge mechanisms against the
market risks posed by coal purchases. In other words, the commodity price hedge and the exchange
risk hedge will be structured simultaneously.
(d) Loans and Financing
The Company has foreign exchange exposure on its financial liabilities, deriving from transactions in
US dollars by its subsidiaries. Eneva's 50.00 million dollar loan is translated into reais for
restatement via the DI rate via a cross-currency swap. The result and sensitivity analysis of the
operation are shown below.
Risk for Fair Scenario I Scenario II
the position value
(25%
increase)
(50%
increase)
Eneva SA
Cross-Currency Swap (hedge) Dollar devaluation 111,527 139,409 167,291
Dollar loan Dollar valuation (110,621 ) (138,276) (165,932)
Net exposure 906 1,133 1,359
(*) The valuation does not denote the total exposure in the currency or the overall loss
posed by this exposure
Reference rate: PTAX 800 Venda (2.2025 on June 30, 2014) of the Brazilian Central Bank
Scenario I: adverse change of 25% (increase in foreign exchange rate to generate loss in a short
position)
Scenario II: adverse change of 50% (increase in foreign exchange rate to generate loss in a short
position)
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(e) Operations hedged by derivative instruments
Dollar loan
at UTE Porto do Pecm
Hedge accounting
The investment in capex of Energia Pecm (construction of the thermal power plant) will consist of
75% long-term financing, partly in US dollars, and 25% of company capital. The long-term financing
agreements were signed with the Inter-American Development Bank ("BID") and the National Social
and Economic Development Bank ("BNDES") on July 10, 2009. To finance its capex requirements in
the period prior to July 10, 2009 it was necessary to take out a bridge loan from Citibank, which will
be repaid using funds provided under said financing agreements.
As most of the investment is denominated in US dollars and Euros and its future revenue will be
generated in Brazilian reais, derivative instruments have been taken out for hedge purposes. On
April 01, 2009 the Company used hedge accounting in order to hedge against the exchange variance
on the long-term US dollar financing loans taken out from IDB. The derivative instrument used is an
NDF maturing in October 2012 with a notional value of USD 327 million. (USD 163.5 million equal
to 50% of the interest of Eneva S.A.). This NDF was rolled over on September 25, 2012 with a
notional value of USD 327 million and maturing between November 2012 and May 2015.
As this is hedge accounting classified as cash flow, changes in the fair value of derivative instruments
designated as cash flow hedges are recognized directly in shareholders equity for the amount of the
hedge that is considered effective. The difference between the fair value and the exchange variance is
the ineffective portion which is therefore recognized in the income statement.
The impacts of the gains and losses of this hedge accounting transaction in the period were as
follows:
2014
Net income
Shareholde
rs' equity
Hedge derivatives
Derivative gains (losses) (1,741 ) 1,149
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2013
Net income
Shareholde
rs' equity
Hedge derivatives
Derivative gains (losses) (3,465 ) 2,287
On April 01, 2011 the Company used hedge accounting in order to hedge against the libor interest for
the amortization period on the long-term US dollar financing loans taken out from IDB. The
derivative instrument designated for this relation is an interest-rate cash-flow float/fixed maturing
between October 2012 and October 2024, whose notional amounts refer to the expected
accumulated disbursement tranches of the long-term interest owed to IDB.
As this is hedge accounting classified as cash flow, changes generated by the MTM (mark-to-market)
variance, net of the interest provisioned for up to the base date, are recognized directly in
shareholders equity in an equity valuation adjustment account. The difference between the fair
value and the libor rate is the ineffective portion which is therefore recognized in the income
statement.
The impacts of the gains and losses of this hedge accounting transaction in the period were as
follows:
2014
Net income
Shareholde
rs' equity
Hedge derivatives
Derivative losses (3,114) 2,055
2013
Net income
Shareholde
rs' equity
Hedge derivatives
Gain on derivatives (13,776) 9,092
18.2.2.3 Interest rate risk
Risk of shifting of the interest structure that could be associated with the payment flows of the debt
principal and interest.
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(a) Cash flowrisk related to floating interest rates
There is a financial risk associated with floating rates that could increase the future value of the
financial liabilities. The common risk is uncertainty about the interest futures market, which makes
payment flows unpredictable. In loss scenarios, the interest forward rises, thereby increasing the
liability's value. Alternatively, the company's liabilities could diminish if the rates fell.
More than 90% of Eneva and its subsidiaries' liabilities are indexed to floating interest in the
interbank deposit segment (DI) and the long-term interest rate of the BNDES (TJLP), and in the
inflationary segment with restatement according to the IPCA price index.
The BNDES facilities restated by the IPCA and TJLP price indexes - which also contain a strong
inflation component - are part of a special credit segment posing low volatility and therefore a low
probability of abrupt changes in rates. As this is a specific segment, caution should be exercised in
respect of interference and hypotheses in statistical models in the attempt to map out and make
projections about this segment in order to quantify the hypothetical related losses. Furthermore, the
companies' assets consisting of the revenue will also be restated by the same rates, which
substantially reduces the mismatch between asset and liability rates.
Interest rate sensitivity
The debt restated by the interbank deposit rate - DI had a principal of R$ 2.62 billion and balance of
R$ 2.74 billion as of 6/30/2014. 81.21% of this matures by the end of 2014 and 96.92% by the first
half of 2015. The volatility posed by risk factor is thereby substantially reduced. However, as this is a
floating rate in a scenario of rising interest rates, see below the financial loss if the interest rate curve
were shifted by 25% and 50%, respecting the payment terms of each facility.
In the case of a parallel shift of the interest curve to above 25%, the balance of the debt would rise by
R$ 39.78 million. If the increase were 50%, the balance would rise by R$ 78.31 million. For the
Company, these amounts are directly related to the risk of a floating interest rate (cash flow risk).
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Future
market
value
Future
value
Future
value
Risk
(25%
increase)
(50%
increase)
ENEVA SA
Cash Flow Risk related to
Increase in Interest
Rate 3,072,714 3,112,498 3,151,033
Liability indexed to CDI
Outstanding (Principal + Interest) 3,072,714 3,112,498 3,151,033
Increase in financial expense - 39,783 78,319
(*) The scenarios do not reflect the company's projections for interest rates.
This assessment merely aims for compliance with the legislation.
Method: parallel upwards shift in DI rate of 25% and 50%
18.2.3 Credit risk
This arises from the possibility of the Company and its subsidiaries suffering losses due to the
default of their counterparties or of financial institutions where they have funds or financial
investments. This risk factor could derive from commercial operations and cash management.
To mitigate these risks, the Company and its subsidiaries have a policy of analyzing the financial
position of their counterparties, as well constantly monitoring outstanding accounts.
The Company has a Financial Investment Policy, which establishes investment limits for each
institution and considers the credit rating as a reference for limiting the investment amount. The
average terms are continually assessed, as are the indexes underlying the investments, in order to
diversify the portfolio. The maximum exposure to credit risk is denoted by the balance of short-term
investments.
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Consolidated
June 30
2014
December
31
2013
Positions of credit risk
Trade receivables 214,205 294,396
Escrow deposits 171,120 118,644
Consolidated credit accounts 502,422 725,595
The cash and cash equivalents substantially consists of the current account and investment fund at
Ita S.A., a first-rate bank and in relation to accounts receivable its main exposure derives from the
possibility of the company incurring losses due to problems in realizing receivables. To mitigate this
type of risk and to help manage default risk management, the Company monitors the accounts
receivable realizing several collection proceedings. Furthermore, the Company's customers have
signed an assurance of full performance of the contractual obligations.
18.2.4 Liquidity risk
The Company and its subsidiaries monitor their liquidity levels, based on expected cash flows versus
the amount of cash and cash equivalents at hand. Managing the liquidity risk means maintaining
cash, sufficient securities and capacity to settle market positions. The amounts recognized as of June
30, 2014 approach the operations' settlement values, including estimated future interest payments
(see note 1).
Consolidated
June 30, 2014
Up to 6 6 to 12 1 to 2 to Over Total
months months 2 years 5 years 5 years by account
Liabilities
Related parties 258,126 258,126
Loans and financing 2,516,787 1,151,668 575,676 1,271,598 2,525,330 8,041,059
Debentures
Contractual retention 57,091 57,091
Financial instruments
Derivatives 4,388 3,969 5,124 13,481
2,871,891 1,212,728 838,926 1,271,598 2,525,330 8,720,473
Consolidated
December 31, 2013
Up to 6 6 to 12 1 to 2 to Over Total
months months 2 years 5 years 5 years by account
Liabilities
Related parties 306,545 306,545
Loans and financing 676,967 2,570,541 1,079,040 1,324,391 2,696,265 8,347,204
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Contractual retention 84,789 84,789
Financial instruments
Derivatives 3,971 2,725 4,694 11,390
1,012,154 2,658,055 1,390,279 1,324,391 2,696,265 9,081,144
19 Provision for contingencies
The Company and its subsidiaries are not party to judicial proceedings, involving labor and tax
issues rated as a probable loss, and no provision was therefore made for them.
The Company and its subsidiaries are party to judicial proceedings, involving labor and civil issues to
the estimated amount of R$ 177,567 (R$ 108,773 as of December 31, 2013). Their legal advisors rate
the proceedings as a possible loss, and management does not believe it is necessary to record a
provision for them.
Downtime Costs (ADOMP)
On January 07, 2014 Pecm I and Itaqui filed legal proceedings against Aneel contesting the
calculation of downtime, as the CCEARs stipulate the use of a mobile average of 60 months of
effective uptime. The Company provisions for downtime costs in accordance with the contractual
interpretation.
On January 24, 2014 the 15th Federal Court of the Federal District awarded an injunction to the
Pecm I and Itaqui plan suspending the payment for downtime, based on the time calculated, with
immediate effect.
The legal proceeding against Aneel is also claiming reimbursement of the amounts paid since the
commencement of the CCEARs.
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Delay in commercial start-up
ANEEL - Brazilian Electricity Regulatory Agency postponed the deadline to August 18, 2014 to
continue discussions with the Company regarding the adequacy of the obligations proposed to
supply energy for the Parnaba Thermoelectric Plant II. The payment of any fee related to the
delayed start of commercial operation of Parnaba II remains suspended until the reported date. On
August 5, 2014, Aneel ruled desfavoralmente the proposal of the Company, which submitted a new
proposal as described in note 29.
At this point in time management, even when involving experts, is incapable to make a reliable
estimate of the obligation, due to the uncertainty of the outcome of the negotiation with Aneel, as a
consequence of which this item is only being disclosed as a contingency.
20 Shareholders equity
As of June 30, 2014 and December 31, 2013 respectively, the Company's share capital consists of
702,524,469 (seven hundred and two million five hundred and twenty-four thousand, four hundred
and sixty-nine) nominative common shares, with no par value and the authorized capital is 1.2
billion book-entered common shares with no par value.
As of June 30, 2014 the Company's share capital was R$ 4,652,273 (R$ 4,532,314 as of December 31,
2013), consisting of common shares distributed as follows:
June 30 2014 %
December
31 2013 %
Shareholder
Eike Fuhrken Batista 145,704,988 20.7 145,704,988 20.7
Centennial Asset Mining Fund LLC (*) 20,208,840 2.9 20,208,840 2.9
Centennial Asset Brazilian Equity
Fund LLC (*) 1,822,065 0.3 1,822,065 0.3
E.ON 266,269,556 37.9 266,269,556 37.9
BNDESPAR 72,650,210 10.3 72,650,210 10.3
Other 195,868,810 27.9 195,868,810 27.9
702,524,469 100 702,524,469 100
(*) Controlled by Eike Fuhrken Batista.
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The changes in the share capital up to June 2014 have been summarized below:
Share
Capital
Quantity
Date of shares
(R$
thousand) Description
December 2012 578,241,732 3,731,734 Opening balance
January 2013 147,480 232 Capital increase company plan
February 2013 27,000 95 Capital increase company plan
April 2013 34,500 114 Capital increase company plan
May 2013 29,250 99 Capital increase company plan
September 2013 124,031,007 800,000 Capital increase
October 2013 13,500 40 Capital increase company plan
May 2014 - 119,959
Capital increase shareholder
contribution
June 30, 2014 702,524,469 4,652,273 Closing balance
The Company's capital was increased in January 2013 by the Board of Directors' meeting held
January 10, 2013, ratifying the issuance of 147,480 new common shares, with no par value, resulting
from the exercising of stock options awarded under the Company's stock options program. The
number of Company shares accordingly changed to 578,389,212.
February 06, 2013, ratifying the issuance of 27,000 new common shares, with no par value, resulting
The Company's capital was increased in April 2013 by the Board of Directors' meeting held April 05,
2013, ratifying the issuance of 34,500 new common shares, with no par value, resulting from the
The Company's capital was increased in May 2013 by the Board of Directors' meeting held May 08,
2013, ratifying the issuance of 29,250 new common shares, with no par value, resulting from the
On September 16, 2013 the Board of Directors' meeting ratified the Company's capital increase, as
approved by the Board of Directors' meeting on July 03, 2013, of R$ 799,999,995.15, within the
authorized capital limit, as a result of the subscription and full payment of the 124,031,007 new
common registered shares with no par value. The number of Company shares accordingly rose from
578,479,962 to 702,510,969.
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The Company's capital was increased in October 2013 by the Board of Directors' meeting held
October 21, 2013, ratifying the issuance of 13,500 new common shares, with no par value, resulting
On August 01,2014, was approved in the Board of Directors, the capital increase of the Company, as
approved by the Board of Directors held on May 05, 2014 in the amount of R $ 174,728,680.26
within the limit of authorized capital, by reason of the subscription and payment of 137,581,638 new
ordinary no par value shares. Thus, the number of shares of the Company increased from
702,524,469 to 840,106,107. Of the total capital increase, the amount of R $ 119,959,257.16, relating
to the subscription of co-driver E.ON, was paid on May 20,2014.
21 Earnings per share
Basic and diluted earnings per share
The basic and diluted earnings per share were calculated by dividing the earnings of the year
attributable to the controlling and noncontrolling shareholders of the Company as of June 30, 2014
and 2013 and the respective average number of common shares in circulation, as per the table below:
2014 2013
Common Total Common Total
Basic and diluted numerator
Loss attributable to shareholders
parent companies (184,211) (184,211) (250,901 ) (250,901 )
Basic and diluted denominator
Weighted share average 578,416,212 578,416,212 578,416,212 578,416,212
Loss per share (R$) basic (0.3185) (0.3185) (0.4338) (0.4338)
As of June 30, 2014 and 2013 there is no material difference between the loss per basic and diluted
share.
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22 Share-based remuneration plan
The Company's stock options break down as follows:
Parent company and
consolidated
June 30
2014
December 31
2013
Stock options granted - Shareholders' Equity
Granted by Company 38,305 36,231
Granted by Controlling shareholder 315,560 314,283
353,865 350,514
Parent company and
consolidated
June 30
2014
December 31
2013
Expenses incurred on share options awarded 3,351 5,714
The stock option plans were released in two different modalities: the primary plan, which consists of
awarding call options, resulting in the issuance of new shares by the Company or the assignment of
treasury stock; and secondary plans consisting of options offered by the shareholder Mr. Eike Batista
to Company executives, which in this case does not entail a dilution of the share capital. It is
noteworthy that the most of the executives no longer in Enevas team.
(a) Stock option granted by the Company
The Company awarded stock option plans for its own stock to beneficiaries providing services to it.
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The EGM held January 26, 2012 updated the Plan's contract and new beneficiaries were included,
although for a vesting date of November 24, 2011.
On May 24, 2012 the split-off was approved to CCX Carvo da Colmbia S.A., which accounted for
20.69% of Company's assets. Following the split-off the share value was reduced by the same
proportion. To maintain the value of the options awarded, a discount was awarded in the strike price
of options not exercised by the date the two companies were split off.
A further 75,000 options were awarded on May 31, 2012. Three more batches were awarded in the
3rd quarter of 2012, totaling 165,000 options.
Ten blocks of options had therefore been awarded by December 31, 2013, segregated as follows (*):
Plan 1: 528,000 options awarded on November 26, 2007
Plan 2: 3,300,000 options on December 01, 2010
Plan 2.1: 30,000 options on April 27, 2012 - the second block of Plan 2.
Plan 2.2: 60,000 options on June 02, 2012 - the third block of Plan 2.
Plan 3: 2,098,500 options on November 24, 2011
Plan 3.1: 225,000 options on May 31, 2012 - the second block of Plan 3.
Plan 3.2: 52,500 options on July 10, 2012 - the third block of Plan 3.
Plan 3.3: 22,500 options on July 20, 2012 - the fourth block of Plan 3.
Plan 3.4: 90,000 options on August 01, 2012 - fifth block of Plan 3, and
Plan 3.5: 3,000,000 options on December 13, 2012 - the sixth block of Plan 3.
(*) amounts and strike prices after the split on August 15, 2012 and split-off of CCX.
The table below denotes the general terms of the options awarded by the Company.
Plan
Date
Awarded
Vesting
period
(years)
Initial date
of maturity
Date rights
expire
Original
Amount
Awarded
(
a
)
Original
Strike
Price (
a
)
Strike Price
Restated by
IPCA(
b
)
Plan 1 11/26/2007 5 11/26/2008 11/26/2013 528,000 0.76
Plan 2 12/1/2010 7 12/14/2011 12/14/2018 3,300,000 2.97 3.93
Plan 2.1 4/27/2011 7 4/27/2013 4/27/2020 30,000 4.13
Plan 2.2 6/2/2012 7 6/2/2013 6/2/2020 60,000 2.97
Plan 3 11/24/2011 7 11/24/2012 11/24/2019 2,098,500 5.14 6.01
Plan 3.1 5/31/2012 7 5/31/2013 5/31/2020 225,000 5.14 5.85
Plan 3.2 7/10/2012 7 7/10/2013 7/10/2020 52,500 3.91 4.45
Plan 3.3 7/20/2012 7 7/20/2013 7/20/2020 22,500 4.13 4.70
Plan 3.4 8/1/2012 7 8/1/2013 8/1/2020 90,000 4.23 4.79
Plan 3.5 12/13/2012 7 12/13/2013 12/13/2020 3,000,000 4.53 4.98
9,406,500
(a) Amounts and strike prices after the split on August 15, 2012 and split-off of CCX.
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The table below shows the changes in the options plan in the period.
Plan awarded by the
Company - number of
stock options
Plan 1 Plan 2 Plan 2.1 Plan 2.2 Plan 3 Plan 3.1 Plan 3.2 Plan 3.3 Plan 3.4 Plan 3.5
Balance at March 31, 2014 -
1,740,00
0
- -
1,424,25
0
225,000 52,500 22,500 60,000 2,850,000
Exercised - - - - - - - - - -
Cancelled - (540,000) - - (483,300) (157,500) - - - (1,720,000)
Awarded - - - - - - - - - -
Expired - - - - - - - - - -
Balance at June 30, 2014 -
1,200,00
0
- - 940,950 67,500 52,500 22,500 60,000 1,130,000
To determine the fair value of the options we used the Merton model (1973)
1
, which is a variant of
the Black & Scholes (1973)
2
model which considers dividend payments. A number of assumptions
were made for the model's entry variables. Like:
the share price at the measurement date
the instrument's strike price
the expected volatility
expected dividends
the instruments' term, and
risk-free interest rate.
To calculate the expected volatility the continuous returns from the price history of the share were
used (based on the past volatility, adjusted for changes expected due to information publicly
available). The time window for estimating the expected volatility was the same as the option's term,
or the longest term available, when the trading history of the company's share was shorter than the
expected term.
The risk-free interest rate was based on public securities and interest rate curves published by
BM&FBovespa.
Service conditions and performance conditions outside the market inherent to the transactions are
not taken into account when determining fair value.
The table below shows the assumptions made to calculate the fair value of the options awarded by
the Company:
Fair Value Assumptions
Plan 2 Plan 2.1 Plan 2.2 Plan 3 Plan 3.1 Plan 3.2 Plan 3.3 Plan 3.4 Plan 3.5
Number of exercisable options (matured) 150,000 - - 104,550 7,500 5,250 2,250 6,000 113,000
Average outstanding term (years) 2.87 - - 3.45 3.98 3.68 3.71 3.74 4.11
Fair value of options awarded in R$ (
a
) 0.09 - - 0.05 0.08 0.11 0.11 0.10 0.11
Price of the share in R$ (
b
) 1.23 - - 1.23 1.23 1.23 1.23 1.23 1.23
Strike price of the options in R$ (
c
) 3.93 - - 6.01 5.85 4.45 4.70 4.79 4.98
1
MERTON, R. Theory of Rational Option Pricing. Bell Journal of Economics and Management Science, 4
(Spring 1973), 141-83
2
BLACK, F.; SCHOLES, M. The pricing of options and corporate liabilities. Journal of Political Economy,
Chicago, v. 81, p. 637-654, 1973
Eneva S.A.
as of June 30, 2014
58 of 72
Average expected volatility (per annum) (
d
) 54.2% - - 53.4% 44.5% 48.3% 48.7% 50.3% 52.3%
Risk-free interest rate (per annum) (
e
) 5.42% - - 5.63% 5.70% 5.69% 5.70% 5.70% 5.73%
Effects on net income in the period in R$ k 298 - - 359 27 18 8 23 461
Intrinsic value in R$ k (
f
) - - - - - - - - -
(a) Calculation of the options' fair value based on the Merton model (1973)
(b) The closing price of the share ENEV3
(c) Strike prices of the options restated by the IPCA price index.
(d) To calculate the volatility of the share the continuous returns from the price history of the share
ENEV3 were used.
(e) Reference rate to adjust the SWAP contracts for the IPCA coupon disclosed by BM&FBOVESPA.
(f) A value of zero is used when the options' intrinsic value is negative.
(b) Stock options granted by the Shareholder Mr.Eike Batista
The Plans awarded by shareholder includes call options granted to executives of the Company. This
plan is a means of remunerating and retaining managers and executives who the shareholder views
as key players in the Company's success. These options do not generate any dilution for the other
shareholders. On June 30, 2014 most of these executives are no longer part of the staff of the Eneva
S.A..
There is no preapproved schedule for this plan, unlike the Company's plan. The shareholder awarded
the plan to employees based on individually negotiated contracts.
As is the case in the plan awarded by the Company, in order to receive each batch, employees must
remain at the company until the respective maturity date.
The table below shows the overall characteristics of the plan awarded by the shareholder.
Plan
Date
awarded
Vesting
period
(years)
Initial date
of maturity
Date rights
expire
Original
amount
awarded
Original
strike price
Shareholder 4/28/2008 5 12/13/2008 12/13/2013 3,354,120 0.01
Shareholder 4/28/2008 10 12/13/2008 12/13/2018 20,198,040 0.01
23,552,160
Eneva S.A.
as of June 30, 2014
59 of 72
The table below consolidates the change in stock options awarded by the shareholder to beneficiaries
providing services to the Company:
Plan awarded by the Shareholder - number of stock options
Shareholder
Plan
Balance at December 31, 2013 2,904,812
Exercised
Cancelled (2,873,132)
Awarded
Expired
Balance at June 30, 2014 31,680
The table below shows the assumptions made to calculate the fair value of the options awarded by
the Shareholder:
Fair Value Assumptions
MPX Shareholder
Plan
Number of exercisable options (matured) 322,652
Average outstanding term (years) 2.49
Fair value of options awarded in R$ (
a
) 1.20
Price of the share in R$ (
b
) 1.23
Exercise price of the options in R$ 0.01
Average expected volatility (per annum) (
c
) 56.59%
Risk-free interest rate (per annum) (
d
) 11.43%
Effects on net income in the period in R$ k 1,278
Intrinsic value R$ k 3,544
(a) Calculation of the options' fair value based on the Merton model (1973)
(b) The closing price of the share ENEV3
(c) To calculate the volatility of the share the continuous returns from the price history of the share
ENEV3 were used.
(d) Reference rate to adjust the SWAP contracts for a fixed rate disclosed by BM&FBOVESPA.
Eneva S.A.
as of June 30, 2014
60 of 72
23 Operating revenue
The reconciliation between the gross revenue and the net revenue recorded in the income statement
for the year is as follows:
Consolidated
June 30
2014
December 31
2013
Gross revenue 1,202,749 656,650
Minus
Sales taxes (126,671) (65,418)
Total net revenue 1,076,078 591,232
24 Costs and expenses by nature
6/30/2014 6/30/2013 6/30/2014 6/30/2013
Depreciation and amortization (1,105) (905) (96,454) (44,519)
Personnel expenses (14,834) (12,703) (40,238) (37,957)
Outsourced services (17,439) (20,361) (99,658) (48,699)
Rental expenses (2,852) (2,112) (174,805) (70,882)
Expenses incurred on stock options awarded (3,352) (14,902) (5,189) (14,902)
Provision for Investment Devaluation (192) 3 (18,666) (23)
Provision for Unsecured Liabilities (135) (3,923) 111 (3,578)
Cost per Downtime Incident - (25,207)
Material - - (8,036) (2,876)
Insurance - - (10,683) (1,218)
Other expenses 19,249 (1,637) (12,541) (125,740)
Consumables - - (417,501) (248,339)
CCC Incentive - - 14,066 33,658
Electricity for resale - - (55,594) (249,459)
(20,659) (56,540) (950,396) (814,532)
Classified as:
Cost - - (934,382) (730,940)
Administrative and general expenses and stock
options granted (20,659) (56,540) (16,014) (83,616)
Eneva S.A.
as of June 30, 2014
61 of 72
25 Financial income
The Company's financial income breaks down as follows:
6/30/2014 6/30/2013 6/30/2014 6/30/2013
Financial expenses
Debt Charges (144,828) (55,787) (283,582) (145,012)
Monetary variance (15,299) (12,760) (16,204) (15,182)
Loss on derivative transactions (4,124) (2,619) (4,124) 912
Debenture interest/cost (396) (362) (396) (362)
Fair value of debentures - - - -
Financial Advisory Services - - - -
Other (3,984) (80,074) (20,234) (113,753)
(168,630) (151,603) (324,540) (273,397)
Financial revenue
Short-term investments 2,821 31,431 11,310 17,374
Monetary variance 22,323 4,012 25,489 4,570
Gains (losses) on derivative transactions 4,431 9,031 4,431 9,031
Fair value of debentures - (426) - (426)
Other 156 1 1,891 2,092
Related-party income 58,975 - 22,585 -
88,707 44,049 65,706 32,641
Net financial income (79,923) (107,554) (258,834) (240,756)
Eneva S.A.
as of June 30, 2014
62 of 72
26 Commitments undertaken
The main commitments undertaken with suppliers of goods and services are the following:
Company Supplier Subject matter of contract Signature Term
Total contracted on
Balance of
contract
Balance of contract
June 30, 2014 June 30, 2014 December 31, 2013
Pecm II AVIPAM TURISMO E TECNOLOGIA LTDA Purchase of Flights/Accommodation 12/11/2012
Not
determined
720 412 416
Pecm II BANCO BANKPAR SA Supply of accommodation 12/11/2012 12/10/2014 1,360 697 853
Pecm II BRASLIMP TRANSPORTES ESPECIALIZADOS LTDA Collection, transportation and disposal of Class II fluid waste. 11/5/2013
Not
determined
882 662
882
Pecm II CAL TREVO INDUSTRIAL LTDA Supply of Burnt Lime 5/2/2013 5/1/2015 1,119 1,083 1,119
Pecm II CARBOMIL QUIMICA S.A Supply of Burnt Lime
7/29/201
3 5/6/2015
6,000 4,216 5,249
Pecm II
COMPANHIA DE INTEGRACAO PORTUARIA DO CEARA
CEARAPORTOS
Regulation of the movement of solid bulk at the PecmPort Terminal 3/18/2014
12/29/2024
7,674 5,284 763
Pecm II
COMPANHIA DE INTEGRACAO PORTUARIA DO CEARA
CEARAPORTOS
Supply of Electricity to the Port 8/7/2012
Not
determined
2,400 1,284 1,658
Pecm II E ON GLOBAL COMMODITIES SE Supply of coal 10/2/2013
Not
determined
26,700 9,255 9,255
Pecm II E ON GLOBAL COMMODITIES SE Supply of coal 1/2/2014 12/31/2014 109,179 54,124 -
Pecm II EBM CONSULTORIA E INVESTIMENTOS LTDA
Technical consultancy services for obtaining long-termfinancing fromthe Banco do
Nordeste do Brasil S.A. (BNB).
1/29/2010
3/31/2014
1,757
Pecm II ELETROMECANICA CAPISTRANO EIRELI-ME Services for supporting the commissioning . 9/18/2013 3/31/2014 854
Pecm II ELETROMECANICA CAPISTRANO EIRELI-ME Specialist labor services for the maintenance and operation of UTE Pecem II. 1/24/2014 12/31/2014 4,800 1,737 -
Pecm II FORNECEDORA MAQUINAS E EQUIPAMENTOS LTDA Provision for Coal Spreading, Stacking and Compacting of Coal in the Yard. 8/7/2012
Not
determined
4,153
600
732
Pecm II FORSHIP ENGENHARIA S/A Technical commissioning services at the Pecm II thermal power plant 1/2/2013 7/21/2014 8,500 686 1,596
Pecm II GUIMAR ENGENHARIA S.A. Support for project closure process management 9/28/2012
Not
determined
2,000 218 449
Pecm II ICAL INDUSTRIA DE CALCINAO LTDA Supply of Burnt Lime 8/9/2013 4/22/2015 785.596 786 786
Pecm II MINERAO BELOCAL LTDA Supply of Burnt Lime 9/3/2013 5/1/2015 941.364 285 941
Pecm II MINERAO LAPA VERMELHA LTDA Supply of Burnt Lime 9/9/2013 2/28/2015 1,871 388 871
Pecm II MONSERTEC MANUTENCAO INDUSTRIAL LTDA Maintenance support for scaffolding,
10/25/201
3 10/27/2015
1,440 586
Pecm II NUTRINOR RESTAURANTES DE COLETIVIDADE LTDA Provision of meals - breakfast, lunch, dinner and supper 12/7/2012
7/31/2014
570.9
43
175
Pecm II NATIONAL ELECTRIC SYSTEM OPERATOR - ONS Transmission services 5/27/2014
Not
determined
52,001 24,366 10,589
Pecm II PORTO DO PECEM TRANSPORTADORA DE MINERIOS S/A Product unloading services for ships . 3/26/2012 12/31/2016 6,950 4,150 5,632
Pecm II REX EMPREENDIMENTOS IMOBILIARIOS LTDA Property rental 1/1/2009 11/27/2042 45,283 38,754 39,592
Pecm II RH CLEAN SERVICOS PROFISSIONAIS DE LIMPEZA LTDA Cleaning Services of the Coal Transfer Towers 1/8/2013 12/31/2014 1,263 743 1,102
Pecm II RH CLEAN SERVICOS PROFISSIONAIS DE LIMPEZA LTDA Provision and availability . 7/2/2012 3/31/2014 41
Pecm II RIP SERVIOS INDUSTRIAIS LTDA Specialist Labor for Pre-assembly of Metal Structures. 3/26/2014 7/31/2014 7850 107 4,163
Pecm II SUPRICEL LOGISTICA LTDA Burnt Lime Shipping Services 8/9/2013 4/22/2015 6112.26 1,365 4,826
Pecm II TDG - TRANSMISSORA DELMIRO GOUVEIA S/A Connection Bay 3/6/2014
Not
determined
1,020 874
Pecm II ENVIRONMENTAL COMPENSATION Semace 9/5/2008
Not
determined
1,500 540 1,500
Pecm II AGN CONTABILIDADE SERVIOS CONTABEIS LTDA ADMINISTRATIVE SERVICES/OUTSOURCEDSERVICES CONTRACTOR 4/1/2014 1/31/2015 1,586 573
Pecm II ATLAS COPCO BRASIL LTDA MACHINERY AND EQUIPMENT MAINTENANCE SERVICES 4/14/2014 4/24/2017 534 534
Pecm II RAIZEN COMBUSTIVEIS S/A MRO - DIESEL OIL BS10 4/2/2014 5/31/2015 26,955 9,022
ITAQUI MABE Construction of UTE-EPC 1/27/2008 Indefinite 144144 5,960 2,738
ITAQUI Tecnometal Supply of coal conveyor transportation system 7/24/2009 7/31/2014 130757 30,467 27,926
ITAQUI Cargotec Supply of ship unloading equipment 10/7/2009 7/6/2013 20161 - 20,161
ITAQUI Carbomil Supply of Burnt Lime 5/7/2010 7/6/2015 30000 26,798 26,798
ITAQUI EMS Silvestrini Maintenance, Industrial Cleaning and Industrial Support 5/1/2012 6/30/2014 16592 2,112 2,641
Eneva S.A.
as of June 30, 2014
63 of 72
Total contracted on
Balance of
contract
Balance of contract
ITAQUI Global Crossing IT SERVICES 8/11/2009 12/9/2012 697 - 7
ITAQUI Fortal Servios de Segurana Armed security and surveillance services 7/25/2012 3/24/2014 5275 - 286
ITAQUI Petroleo Sabba Supply of diesel oil 7/1/2012 8/31/2014 19325 - -
ITAQUI Nova Aliana Locao de Veculos Personnel Transportation Services 7/1/2012 8/31/2015 3843 503 1,255
ITAQUI
CONSULTORIA PLANEJAMENTO E ESTUDOS
AMBIENTAIS
Monitoring of water quality 3/1/2013
5/31/2014
904
79
248
ITAQUI E ON GLOBAL COMMODITIES Supply of coal 1/1/2013 3/31/2014 83700 - 52,316
ITAQUI SEMPRE VERDE SERV. E CONSTR. CIVIL Technical management of agricultural hub 5/20/2013 5/19/2014 522 - 79
ITAQUI RH Global Specialist outsourced labor services 7/21/2013
7/21/2014
1115
99
520
ITAQUI ECOSOFT Maintenance and operation of the automatic air quality . 2/1/2013 4/30/2014 697 274 400
ITAQUI OGMO Collective agreement with trade unions of dockers. 10/1/2013 9/30/2015 750 467 750
ITAQUI MONSERTEC Procurement of services for the assembly of scaffolding. 12/5/2013 12/4/2015 6000 3,678 6,000
ITAQUI E ON GLOBAL COMMODITIES Supply of coal 1/1/2014 1/31/2015 114746 59,325 -
ITAQUI Atlas Copco Brasil Maintenance of Atlas Copco . 2/25/2014 4/24/2017 664 627 664
ITAQUI Safety Consultoria Empresarial Emergency safety services combating fires 1/1/2014 6/30/2014 480 320 -
ITAQUI Avipam Accommodation services, issuance of flights 3/18/2014 4/17/2015 290 277 -
ITAQUI J DE D S LIMA Medical service 1/1/2014 6/30/2014 420 140 -
ITAQUI MAQMIX Coal stacking services during receipt from ship 3/20/2014 3/19/2015 5562 5,001 -
ITAQUI SEMPRE VERDE SERV. E CONSTR. CIVIL Maintenance of green areas of UTE and surroundings 3/20/2014 3/19/2015 719 599 -
ITAQUI PROVIDA BRASIL Service for monitoring the aquatic biota during operation of venture 4/7/2014 2/18/2015 1449 1,268 -
ITAQUI EMAP Port operation services for unloading and shipping products 4/1/2014 3/31/2016 8300 7,133 -
ITAQUI VIP VIGILANCIA Armed security services on-site 1/22/2014 2/21/2017 5145 4,858 -
ITAQUI CENTRAL DE GERENCIAMENTO AMBIENTAL TITARA S/A Disposal of ash generated at the UTE in the company's landfill 4/17/2014 4/16/2022 90000 88,371 -
ITAQUI ENVITEK SERVICOS AMBIENTAIS LTDA Handling and transportation of ashes in the UTE's yard 3/24/2014 3/23/2022 82000 80,346 -
ITAQUI
CONTROL AMBIENTAL ENGENHARIA E PLANEJAMENTO
LTDA
Monitoring of groundwater. 4/16/2014
4/15/2015
759 632 -
UTE Parnaba
I
GE International GE Turbina e assistencia 5/30/2011
1/18/2014
397986 266,552 334,792
UTE Parnaba
I
DURO Felguera EPC and Turbine and technical assistance 5/30/2011
10/31/2013
586827 243,803 290,726
UTE Parnaba
I
Guimar Engenharia Engineering consultancy services for UTE Parnaba. 6/1/2011
10/31/2013
8335 - 1,940
UTE Parnaba
I
Biota Projetos e Consultoria Ambiental Biotic Monitoring 8/10/2012
8/9/2018
1081 443 1,014
UTE Parnaba
I
CONSROD CONSTRUCOES RODOVIARIAS LTDA ME Construction of heliport and new cabin 11/5/2012
6/4/2013
2194 - 2,194
UTE Parnaba
I
BANCO BANKPAR S.A Air tickets, flights and vehicle rental 4/20/2013
4/19/2015
2718 2,718 2,718
UTE Parnaba
I
BESSA & BARREIRA ADVOGADOS Specialist legal advisory services for environmental matters 1/3/2011
12/31/2013
560 532 532
UTE Parnaba
I
GASMAR Distribution systemoperation and maintenance 12/17/2012
12/16/2027
57838 15,110 2,946
UTE Parnaba
I
ELETRONORTE Maintenance and operation services - in connection bay 3/21/2013
3/20/2015
1881 483 981
UTE Parnaba
I
EMS SILVESTRINI Preventive, predictive and corrective industrial . 4/4/2013
4/3/2015
1664 677 1,931
UTE Parnaba
I
M CARTAXO LACERDA Procurement of specialist labor 6/3/2013
6/2/2015
723 321 952
UTE Parnaba
I
PARNABA GS NATURAL Natural gas acquisition 1/1/2013
12/31/2027
871917 513,937 106,968
UTE Parnaba
I
BPMB PARNABA Leasing of leased capacity by lessors to lessee 2/1/2013
1/31/2028
695234 389,495 279,059
UTE Parnaba
I
RH GLOBAL CONSULTORIA E ASSESSORIA LTDA Specialist services: outsourced labor 7/24/2013
7/23/2014
1129 370 738
UTE Parnaba
I
VIP VIGILANCIA Unarmed security and property protection services 8/10/2013
8/9/2015
1431 878 2,234
UTE Parnaba
I
INST. AYRTON SENNA Project implementing management program for correction of school flow . 6/18/2013
1/30/2017
2121 2,121 2,121
UTE Parnaba FACULDADES CATOLICAS Research and development project, system for supporting long-term planning. 3/18/2014 4/17/2017 2161 1,601 -
Eneva S.A.
as of June 30, 2014
64 of 72
Total contracted on
Balance of
contract
Balance of contract
I
UTE Parnaba
I
M CARTAXO LACERDA Preparation, handling and supply of meals to employees 4/11/2014
4/10/2016
2574 2,420 -
UTE Parnaba
I
MPX ENERGIA Research and development project, system for supporting long-term planning. 3/19/2014
3/18/2017
790 790 -
UTE Parnaba
I
PSRSOLUES Research and development project, system for supporting long-term planning. 3/18/2014
3/17/2017
589 589 -
UTE Parnaba II INITEC Energia S.A. EPC 8/15/2011 2/2/2014 913300 517,864 539,425
UTE Parnaba II Hidroinga Artesian Wells WELL ENGINEERING 3/25/2012 7/30/2013 1578 - 21
UTE Parnaba II Brasilis Kaduna Consultancy services 2/17/2012 4/16/2013 1000 352 352
UTE Parnaba II SYNERGIA
Consultancy Services for the Rural Resettlement Action Plan, Santo Antonio do
Lopes
5/7/2012
7/6/2013
1239 -
50
UTE Parnaba II Desga Ambiental Industria e Comrcio Water intake and disposal system 8/1/2012 10/31/2013 20763 9,789 9,789
UTE Parnaba II Desga Ambiental Industria e Comrcio Full and complete implementation of the water intake and disposal system 8/1/2012 5/31/2014 42206 41,691 42,206
UTE Parnaba II General Electric Company Acquisition of 2 (two) turbo generators 8/20/2012 12/19/2013 61424 9,920 9,920
UTE Parnaba II Hidroinga Artesian Wells Planning and construction of two deep cased wells
11/30/201
2 4/29/2014
3605 104 509
UTE Parnaba II CONEL CONSTRUCOES E ENGENHARIA LTDA Construction of the well interconnection system 3/21/2013 6/30/2014 12162 101 3,736
UTE Parnaba II
HATCH CONSULTORIA E GERENCIAMENTO DE
EMPREENDIMENTOS LTDA
Development of the detailed project of the system . 3/18/2013
7/17/2014
2032 188 265
UTE Parnaba II ARM CONSULTORIA EM SEGURANCA LTDA - PREVINE Consultancy for occupational safety and the environment . 5/21/2013 5/20/2014 4568 427 1,851
UTE Parnaba II RH GLOBAL Procurement of specialist labor 7/24/2013 7/23/2014 1948 313 960
UTE Parnaba II LBB TRANSPORTE
Extension and completion of effluent disposal ducts in the river alongside the
plant
10/15/201
3 5/16/2014
1841 - 1,300
UTE Parnaba II Guimar Engenharia Engineering consultancy 9/1/2013 2/29/2016 3040 1,219 2,512
UTE Parnaba II STEAG Energy Engineering consultancy 9/1/2013 2/29/2016 6504 2,121 4,748
UTE Parnaba II E M S Silvestrini Preventive, predictive and corrective industrial . 1/1/2014 4/3/2015 836 648 739
UTE Parnaba II VIP Vigilncia Unarmed security and property protection services 1/1/2014 8/9/2015 998 760 916
UTE Parnaba II Biota Projetos Biotic monitoring of Parnaba 1/1/2014 8/9/2018 551 522 425
UTE Parnaba II M Cartaxo R Lacerda Preparation, handling and supply of meals . 4/11/2014 4/10/2016 2114 1,967 -
UTE Parnaba II Bripaza Construes Implementation of the final part of the industrial. 3/17/2014 7/16/2014 2433 1,529 -
UTE Parnaba III WARTSILA BRASIL LTDA EPC 3/28/2013 4/30/2014 8916 877 3,099
UTE Parnaba III CMI CONSTRUES ELECTRICAL CONNECTION 10/1/2013 5/20/2014 3250 759 3,250
4,843,228 2,516,699 1,896,510
(*) The environmental compensation amounts are being included as and when the construction costs are incurred.
(**) Refers to the purchase and sale of energy from several suppliers and with several clients for the period between 2014 and 2024, subject to fixed prices
and volumes. These purchase and sale prices are not therefore subject to changes in the energy sector.
Eneva S.A.
as of June 30, 2014
65 of 72
27 Insurance Coverage
It is the policy of the Company and its direct and indirect subsidiaries to take out insurance coverage
for the assets subject to risk at amounts considered by management sufficient to cover any incidents,
considering the nature of their activity and policies of civil liability of directors, as legal
representatives. The policies are in force and the premiums have been paid. The company considers
its insurance coverage is consistent with other companies of similar sizes operating in the sector.
As of June 30, 2014 and December 31, 2013, the main risks covered are:
Consolidated
June
2014
December
31
2013
Material damages 11,534,402 12,432,201
Civil liability and D&O 249,000 269,000
28 Segment reporting
Segment information should be prepared in accordance with CPC 22 (Segment reporting),
equivalent of IFRS 8, and should be presented with respect to the Company and its subsidiaries'
business that was identified based on its management structure and on internal management
reporting, provided to the main manager for decision-taking purposes.
Company Management takes its decisions based on three core business segments: energy
generation, supplies and corporate, which are subject to risks and remuneration managed by
centralized decisions.
The current activity is managed by a main manager, who allocates and evaluates the operational
segment's performance. In the case of the Company, this manager is the CEO.
As the ventures move forward, Management aims to re-evaluate business segments to provide the
market with real and quantitative information.
Eneva S.A.
as of June 30, 2014
66 of 72
30/06/2014
Electricity
Generation
Supplies Corporate
Other
Eliminations
and
adjustments
Total
consolidated
Balance sheet assets 6.018.243 1 4.736.904 10.451.510 2.826.729 8.400.491
Current 410.104 1 348.716 460.597 460.591 764.446
Cash and cash equivalents 75.755 1 12.011 87.779 87.773 87.773
Trade receivables 214.205 - - 214.205 214.205 214.205
Securities - - - - - -
Inventory 66.729 - - 66.729 66.729 66.729
CCC subsidies receivable 20.722 - - 20.722 20.722 20.722
Gains on derivative transactions - - - - - -
Secured deposits - - 39 39 39 39
Held-for-trading assets 303.913 303.913
Other current assets 32.693 - 32.753 71.123 71.123 71.065
Non-current 5.608.139 - 4.388.188 9.990.913 2.366.138 7.636.046
Long-term
Related parties 21.602 - 1.164.283 1.185.885 601.524 771.773
CCC subsidy receivable 24.617 - - 24.617 24.617 24.617
Deferred taxes 218.992 - - 218.992 218.992 218.992
Gains on derivative transactions - - 8.602 8.602 8.602 8.602
Secured deposits 171.081 - - 171.081 171.081 171.081
Other noncurrent assets (15.981) - 296.879 280.898 (277) (217)
Investments - - 2.904.469 2.904.469 1.175 1.230.385
Property, plant and
equipment 4.992.974 - 11.332 5.004.912 - 5.004.609
Intangible assets 188.834 - 2.624 191.458 1.346.447 206.204
Deferred charges 6.022 - - - (6.022) -
Eneva S.A.
as of June 30, 2014
67 of 72
30/06/2014
Electricity
Generation Supplies Corporate Other
Eliminations
and
adjustments
Total
consolidated
Balance Sheet - liabilities 6.023.921 1 4.736.906 10.761.446 11.189.053 8.400.491
Current 1.551.448 1 2.107.631 3.659.100 3.659.090 3.659.090
Loans and financing 1.052.038 - 2.091.183 3.143.222 3.143.222 3.143.222
Trade payables 345.855 1 4.860 350.717 350.716 350.716
Losses on derivative transactions - - - - - -
Related parties - - - (1) (0) (0)
Debentures - - - - - -
Other current liabilities 153.554 - 11.588 165.162 165.152 165.152
Non-current 2.393.263 - 218.227 2.612.478 2.297.362 2.217.206
Noncurrent liabilities
Loans and financing 1.775.822 - 172.495 1.948.317 1.948.317 1.948.317
Deferred taxes 11.694 - - 11.694 11.694 11.694
Related parties 603.488 - 44.663 649.140 338.282 258.126
Debentures - - - - - -
Losses on derivative transactions - - - - - -
Other noncurrent liabilities 2.258 - 1.069 3.327 (931) (931)
Noncontrolling shareholders - - - - 253.857 126.929
Shareholders' equity 2.079.211 0 2.411.048 4.489.868 4.978.744 2.397.267
30/06/2014
Electricity
generation Supplies Corporate
Other
Eliminations
and
adjustments
Total
consolidated
Statement of income
Net operating revenue 832.244 - - 832.244 - 1.076.078
Cost of Goods and/or Services sold (737.871) - - (737.871) (934.382) (934.382)
Operating expenses (12.991) (0) (41.613) (54.616) (56.750) (56.750)
Other operating income 18.735 - 20.953 39.689 (20.234) 38.906
Equity in net income of subsidiaries - - (83.628) (83.628) 111 (40.751)
Financial income (116.907) (1) (79.923) (196.831) - (258.834)
Provision for current and deferred taxes (5.633) - - (5.633) - (5.276)
Noncontrolling interest (3.201) - - (3.202) (3.202)
Net Income/Loss for the period (25.625) (1) (184.211) (209.848) (1.011.255) (184.211)
Eneva S.A.
as of June 30, 2014
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December 31, 2013
Energy Eliminations Total
generation Supplies Corporate Other
and
adjustments consolidated
Balance sheet assets 8,056,566 5,317 4,751,985 313 (3,149,193) 9,689,212
Current 596,950 477 141,242 10 747,842
Cash and cash equivalents 166,960 457 110,156 10 277,583
Trade receivables 294,396 294,396
Securities
Inventory 78,376 78,376
CCC subsidies receivable 30,802 30,802
Gains on derivative
transactions 4,171 4,171
Secured deposits 38 38
Other current assets 26,416 19 26,878 62,477
Non-current 7,459,616 4,840 4,610,742 303 (3,149,193) 8,941,310
Long-term
Related parties 24,418 1,249,669 (746,067 ) 528,019
Deferred taxes 302,327 302,327
Gains on derivative
transactions
Secured deposits 118,606 118,606
Other noncurrent assets (15,175 ) 21 214,734 (206,528) (6,947)
Investments 3,130,978 (2,189,125 ) 941,853
Property, plant and equipment 6,805,744 773 12,634 303 6,819,454
Intangible assets 195,653 2,727 213,381
Deferred charges 3,427 4,046 (7,473)
December 31, 2013
and
Balance Sheet - liabilities 8,065,730 5,317 4,751,987 313 (3,134,135 ) 9,689,212
Current 1,398,839 1,580,010 10 2,978,859
Loans and financing 845,930 1,562,211 2,408,142
Trade payables 327,743 3,473 1 331,216
Losses on derivative
transactions
Related parties (1 )
Debentures 112 112
Other current liabilities 225,165 14,215 10 239,389
Non-current 4,156,224 22 703,232 501 (723,499 ) 4,136,479
Noncurrent liabilities
Loans and financing 3,146,961 655,417 3,802,378
Deferred taxes 9,591 9,591
Related parties 995,147 22 34,489 501 (722,438 ) 307,720
Debentures 5,239 5,239
Losses on derivative
transactions
Other noncurrent liabilities 4,524 8,087 (1,060) 11,551
Noncontrolling shareholders 123,633 123,633
Shareholders' equity 2,510,668 5,295 2,468,744 (198) (2,534,268) 2,450,242
Eneva S.A.
as of June 30, 2014
69 of 72
December 31, 2013
and
Statement of income
Net operating revenue 1,438,831 1,438,831
Cost of goods and/or services
sold (1,506,234) (812) (1,507,046)
Operating expenses (43,375 ) (12) (123,701 ) (173) (167,261 )
Other operating income (24,839) (14,403) 557 (38,684)
Equity in net income of subsidiaries (469,179) (153,012)
Financial income (285,315 ) 32 (220,773 ) (40) (506,096)
Provision for current
and deferred taxes 103,248 (114,400) (11,152)
Noncontrolling
interest 1,729 238 1,966
Net Income/Loss for the period (315,957 ) (554) (942,456) (212) 557 (942,455 )
Geographic data
The four segments described above are located in three different geographical areas, as summarized
below:
North and North-east System
The North and North-east System consists of the plants of Itaqui Gerao de Energia S.A., Porto do
Pecm Gerao de Energia S.A., Pecm II Gerao de Energia S.A., Parnaba Gerao de Energia
S.A., Parnaba II Gerao de Energia S.A., Parnaba III Gerao de Energia S.A., Parnaba IV
Gerao de Energia S.A., Parnaba V Gerao de Energia S.A., Tau Gerao de Energia Ltda., Tau
II Gerao de Energia Ltda. and Amapari Energia S.A.
The coal-fired Itaqui thermal power plant is located in the proximity of Itaqui, in Maranho state. It
has an energy generation capacity of 360 MW and has energy sale orders from 2012.
The pulverized coal-fired power plants Porto do Pecm Gerao de Energia S.A. and Pecm II
Gerao de Energia S.A. are located in the region of Porto do Pecm, Cear state, with installed
capacity of 720 MW and 360 MW respectively.
Tau and Tau II are also located in the state of Cear, and are solar energy generation companies
with an environmental license for the joint generation of 5 MW each, where two 1-MW plants have
already been built.
Amapari, an Independent Energy Producer (PIE) in the insulated system, is a diesel fuel thermal
power plant located in the municipality of Serra do Navio, Amap state, with an installed capacity of
23 MW.
Eneva S.A.
as of June 30, 2014
70 of 72
The Parnaba complex, a natural gas thermal power plant, is strategically located in block PN-T-68
of the Parnaba Basin, in Maranho state. The venture has been licensed by the Maranho State
environment Department (SEMA) and has a forecast total capacity of 3,722 MW. The five Parnaba
companies are located in this complex.
South - Southeast System
The Seival Sul mine, located in the municipality of Candiota, Rio Grande do Sul state, has proven
reserves of 152 million tons of coal. The thermoelectric ventures of Sul Gerao de Energia and UTE
Seival are going to be built in this area. These power plants will have an installed capacity of 727 MW
and 600 MW respectively, and will guarantee the supply of fuel for 30 years by integrating with the
Seival Sul mine.
29 Subsequent Events
Partial Sale of Pecm II
The partial sale of Pecm II was completed on July 14, 2014. This sale is part of a set of measures
implemented by the Company to obtain additional funds and bolster its capital structure, which
involves restructuring its debt and the capital increase of up to R$ 1.5 billion, as stated in the Press
Release.
As a result of the partial sale of Pecm II, ENEVA received approximately R$ 400 million for 50% of
the shares issued by Pecm II and the assignment of part of the credits related to an intercompany
loan originally awarded by ENEVA to Pecm II.
Following the completion of the partial sale of Pecm II, ENEVA and E.ON became shareholders,
each with a 50% interest, of a specific purpose entity, which holds all of the shares issued by Pecm
II.
Under the transaction, the parties awarded call options for the remaining 50% of Pecm II.
Capital increase
On August 01, 2014 Eneva S.A. ratified the increase in the Company's share capital of R$
174,728,680.26, due to the subscription and payment of 137,581,638 new common shares, under the
capital increase approved on May 09, 2014.
Amongst the shareholders sharing the Company's control, E.ON now holds approximately 42.9% of
the share capital, and Mr. Eike Batista now holds approximately 20.0%. The Shareholders'
Agreement between E.ON and Mr. Eike Batista is still in force and has not been affected by the
capital increase.
Banco Citibank S.A. ("Citi") subscribed approximately R$ 42 million under the capital increase,
funds used entirely to pay early part of the principal of the debt taken out by the Company from the
financial institution, in accordance with the terms and conditions agreed by the parties.
The capital increase, less Citi's subscription, and the partial sale of the thermoelectric power plant
Pecm II, as described above, represent a capital contribution of approximately R$ 540.7 million.
These events constitute the first steps of ENEVA's stabilisation plan, as announced in the press
release dated May 12, 2014.
Eneva S.A.
as of June 30, 2014
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Proposal for Adaptation of contracts ParnabaII
On July 18, 2014 Eneva S.A, informed its shareholders and the market in general that ANEEL -
Brazilian Electricity Regulatory Agency postponed the deadline to August 18, 2014 to continue
discussions with the Company regarding the proposed adjustment the obligations of power supply by
Parnaba Thermoelectric Plant II ("Parnaba II" or "Plant"). The payment of any fee related to delay
the commencement of commercial operation Parnaba II remains suspended until the date given.
On August 5, 2014, continuing the Notice to the Market on June 18, 2014, informs its shareholders
and the market in general that on board meeting held today, ANEEL - Brazilian Electricity
Regulatory Agency rejected the proposal presented by the Company for adequacy of power supply
obligations by TPP Parnaba II ("Parnaba II" or "Plant"). On that occasion, the board of Aneel
provided the Parnaba II filing a revised proposal with adjustments to the initial proposal presented
by Eneva.
The terms and conditions proposed by Aneel comprise the following items:
The completion of the construction of Parnaba II until December, 2014;
The postponement of the start date of the Power Purchase Agreements (PPAs) in the Regulated
Market to July 1st, 2016, or the date when the plant is granted authorization for commercial
operation, whichever occurs first;
A penalty amounting to a total of R$ 310 million to be paid in instalments through the reduction in
annual fixed revenues over the term of plants PPAs; and
Renewal of execution guarantees in the amount of R$ 60 million until July, 2016.
Additionally, the company should commit to close the cycle of the four gas turbines of the Parnaba I
thermal power plant in up to five years, subject to certain conditions precedent, including the sale of
energy in the regulated market and the ability to secure long-term financing for the project.
The company considers that the parameters indicated by Aneel on the board meeting today are close
to the minimum conditions needed to maintain the economic feasibility of the Parnaba II project.
The agency rejected the previous proposal submitted by ENEVA and provided the company the
possibility to present an adjusted proposal.Ratification of a final agreement with Aneel will also
consider a satisfactory development of ongoing commercial discussions with Parnaba Gs Natural
(PGN) in the next few days.
ENEVA and PGN are working together in order to optimize the natural gas production considering
the current high thermoelectric dispatch scenario in Brazil, including, among other measures,
managing existing wells, drilling additional ones and accelerating production at other discovered
fields, which approved for commercial production by ANP Brazils National Oil, Gas and Biofuels
Regulatory Agency.
Additionally, the Company informs that the PGN filed a lawsuit against the Parnaba I Power
Generation SA ("I Parnaba") requiring the submission of bank guarantees to cover their financial
obligations under the Gas Supply Agreement and the Lease Agreement Drive Capacity Gas
Treatment. a preliminary injunction was denied by a lower court judge on July 1, 2014 the PGN then
appealed to the Court of Rio de Janeiro, which also denied the request for an injunction on 16 July
2014 Eneva and Parnaba I are discussing alternatives to the commercial PGN outside the court.
* * *
Eneva S.A.
as of June 30, 2014
72 of 72
Board of Directors
Jorgen Kildahl (Chairman)
Keith Plowman
Stein Dale
Adriano Carvalhdo Castello Branco Gonalves
Ronnie Vaz Moreira
Luiz do Amaral de Frana Pereira
Ricardo Luiz de Souza Ramos
Luiz Fernando Vendramini Fleury
Executive Board
Fbio H. Bicudo (CEO and Investor Relations Officer)
Frank Possmeier (Officer)
Accountant
Ana Paula Vergetti Diniz
CRC 087040/O-9

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