gfaitr3q11_6k.htm - Generated by SEC Publisher for SEC Filing
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 6-K
 
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
 
For the month of November, 2011

(Commission File No. 001-33356),

 
Gafisa S.A.
(Translation of Registrant's name into English)
 


 
Av. Nações Unidas No. 8501, 19th floor
São Paulo, SP, 05425-070
Federative Republic of Brazil
(Address of principal executive office)



Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.

Form 20-F ___X___ Form 40-F ______



Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)


Yes ______ No ___X___

Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes ______ No ___X___

Indicate by check mark whether by furnishing the information contained in this Form,
the Registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes ______ No ___X___

If “Yes” is marked, indicate below the file number assigned
to the registrant in connection with Rule 12g3-2(b): N/A


 

 

INDEX

 

 

Company data

 

Capital Composition

 

Individual Financial Statements

 

Balance Sheet - Assets

 

Balance Sheet – Liabilities

 

Income Statements

 

Comprehensive Income

 

Cash Flow Statement

 

Statements of Changes in Shareholders´ Equity

 

01/01/2011 to 09/30/2011

 

01/01/2010 to 09/30/2010

 

Statement of value added

 

Consolidated Financial Statement

 

Balance Sheet - Assets

 

Balance Sheet – Liabilities

 

Income Statements

 

Comprehensive Income

 

Cash Flow Statement

 

Statements of Changes in Shareholders´ Equity

 

01/01/2011 to 09/30/2011

 

01/01/2010 to 09/30/2010

 

Statement of value added

 

Management Report

 

Notes to quarterly information

 

Outlook

 

Other relevant information

 

Reports and Statements

 

 

 

Management Statement of Quarterly Information

 

Management Statement on the Review Report

 

 


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

CAPITAL COMPOSITION

 

 

Number of Shares

 

(in thousands)

CURRENT QUARTER

 

9/30/2011

 

Paid-in Capital

 

1 – Common

432,515

 

2 – Preferred

0

 

3 – Total

432,515

 

Treasury share

 

4 – Common

600

 

5 – Preferred

0

 

6 – Total

600

 

     

 

1


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

INDIVIDUAL BALANCE SHEET – ASSETS (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

CURRENT QUARTER

9/30/2011

PREVIOUS YEAR

12/31/2010

1

Total Assets

7,489,353

7,005,270

1.01

Current Assets

2,730,709

2,839,648

1.01.01

Cash and cash equivalents

102,088

66,092

1.01.01.01

Cash and banks

59,503

30,524

1.01.01.02

Financial Investments

42,585

35,568

1.01.02

Fair value of marketable securities

147,156

491,295

1.01.02.01

Fair value of marketable securities

147,156

491,295

1.01.02.01.02

Marketable securities – held for sale

147,156

491,295

1.01.03

Trade accounts receivable

1,164,082

1,039,549

1.01.03.01

Trade accounts receivable

1,164,082

1,039,549

1.01.03.01.01

Receivables from clients of developments

1,105,394

974,890

1.01.03.01.02

Receivables from clients of construction and services rendered

34,807

57,826

1.01.03.01.03

Other Receivables

23,881

6,833

1.01.04

Inventory

897,270

653,996

1.01.04.01

Properties for sale

897,270

653,996

1.01.07

Prepaid expenses expenses

18,847

12,480

1.01.07.01

Prepaid expenses and others

18,847

12,480

1.01.08

Other current assets

401,266

576,236

1.01.08.03

Others

401,266

576,236

1.01.08.03.01

Others trade accounts receivable and others

401,266

576,236

1.02

Non Current Assets

4,758,644

4,165,622

1.02.01

Long Term Receivables

1,006,419

1,198,548

1.02.01.03

Trade accounts receivable

584,402

699,551

1.02.01.03.01

Receivables from clients of developments

584,402

699,551

1.02.01.04

Properties for sale

110,850

227,894

1.02.01.06

Deferred taxes

156,855

141,037

1.02.01.06.01

Deferred income tax and social contribution

156,855

141,037

1.02.01.09

Others non current assets

154,312

130,006

1.02.01.09.03

Others trade accounts receivable and others

154,312

130,006

1.02.02

Investments

3,702,040

2,918,659

1.02.02.01

Interest in associated and similar companies

3,508,497

2,725,116

1.02.02.01.02

Interest in Subsidiaries

3,190,551

2,397,319

1.02.02.01.04

Other Investments

317,946

327,797

1.02.02.02.

Interest in Subsidiaries

193,543

193,543

1.02.02.02.01

Interest in Subsidiaries - goodwill

193,543

193,543

1.02.03

Property and equipment

31,039

38,474

1.02.03.01

Operation property and equipment

31,039

38,474

1.02.04

Intangible assets

19,146

9,941

1.02.04.01

Intangible assets

19,146

9,941

2 

 


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

INDIVIDUAL BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

CURRENT QUARTER

9/30/2011

PREVIOUS YEAR

12/31/2010

2

Total Liabilities and Shareholders’ Equity

7,489,353

7,005,270

2.01

Current Liabilities

1,077,933

1,014,252

2.01.01

Salaries and social charges

34,252

38,416

2.01.01.02

Salaries and social charges

34,252

38,416

2.01.01.02.01

Salaries and social charges

34,252

38,416

2.01.02

Suppliers

45,452

59,335

2.01.02.01

Suppliers

45,452

59,335

2.01.03

Tax obligations

81,261

85,894

2.01.03.01

Federal tax obligations

81,261

81,652

2.01.03.03

Municipal tax obligations

-

4,242

2.01.04

Loans and Financing

362,556

486,006

2.01.04.01

Loans and Financing

184,479

471,909

2.01.04.01.01

Loans and Financing

184,479

471,909

2.01.04.02

Debentures

178,077

14,097

2.01.05

Others obligations

526,642

330,446

2.01.05.02

Others

526,642

330,446

2.01.05.02.02

Minimum mandatory dividends

98,812

98,812

2.01.05.02.04

Obligations for purchase of real estate and advances from customers

152,647

126,294

2.01.05.02.05

Other liabilities

275,183

105,340

2.01.06

Provisions

27,770

14,155

2.01.06.01

Tax, Labor and Civel lawsuits

27,770

14,155

2.01.06.01.01

Tax lawsuits

1,025

640

2.01.06.01.02

Labor lawsuits

11,325

5,168

2.01.06.01.04

Civel lawsuits

15,420

8,347

2.02

Non Current Liabilities

2,585,589

2,268,783

2.02.01

Loans and Financing

1,770,031

1,678,493

2.02.01.01

Loans and Financing

629,358

425,094

2.02.01.01.01

Loans and Financing

629,358

425,094

2.02.01.02

Debentures

1,140,673

1,253,399

2.02.02

Others obligations

571,450

351,472

2.02.02.02

Others

571,450

351,472

2.02.02.02.03

Obligations for purchase of real estate and advances from customers

61,397

42,998

2.02.02.02.04

Other liabilities

510,053

308,474

2.02.03

Deferred taxes

170,352

166,012

2.02.03.01

Deferred income tax and social contribution

170,352

166,012

2.02.04

Provisions

73,756

72,806

2.02.04.01

Tax, Labor and Civel lawsuits

73,756

72,806

2.03

Shareholders' equity

3,825,831

3,722,235

2.03.01

Capital Stock

2,734,155

2,729,198

2.03.02

Capital Reserves

309,482

295,879

2.03.04

Profit Reserves

697,158

697,158

2.03.04.01

Legal Reserves 

52,561

52,561

2.03.04.02

Statutory Reserves 

607,795

607,795

2.03.04.05

Retained earnings

38,533

38,533

2.03.04.09

Treasury shares

(1,731)

(1,731)

2.03.05

Retained earnings/accumulated losses

85,036

-

3 

 


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

INDIVIDUAL STATEMENT OF INCOME (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

Current Quarter

7/1/2011 to 9/30/2011

Year to date

1/1/2011 to 9/30/2011

Same Quarter from previous year

7/1/2010 to 9/30/2010

Year to date from previous year

1/1/2010 to 9/30/2010

3.01

Gross Sales and/or Services

254,339

830,441

275,166

1,014,563

3.01.01

Real estate development and sales

266,285

868,238

281,610

996,538

3.01.02

Construction services rendered revenue

8,245

30,102

11,091

29,756

3.01.03

Barter transactions revenue

5,072

25,467

12,983

64,125

3.01.04

Taxes on sales and services

(22,931)

(79,048)

(27,447)

(67,418)

3.01.05

Brokerage fee on sales

(2,332)

(14,318)

(3,071)

(8,438)

3.02

Cost of Sales and/or Services

(177,442)

(681,186)

(202,998)

(763,765)

3.02.01

Cost of Real estate development

(172,370)

(655,719)

(190,015)

(699,640)

3.02.02

Barter transactions cost

(5,072)

(25,467)

(12,983)

(64,125)

3.03

Gross Profit

76,897

149,255

72,168

250,798

3.04

Operating Expenses/Income

(3,235)

(692)

47,042

78,438

3.04.01

Selling Expenses

(31,074)

(72,655)

(16,680)

(48,502)

3.04.02

General and Administrative

(23,212)

(68,443)

(26,202)

(72,170)

3.04.02.01

Profit sharing

(36)

(36)

(2,093)

(8,893)

3.04.02.02

Stock option plan expenses

(3,636)

(9,946)

(1,705)

(5,424)

3.04.02.03

Other Administrative Expenses

(19,540)

(58,461)

(22,404)

(57,853)

3.04.04

Other operating income

-

-

-

-

3.04.05

Other operating expenses

(15,441)

(69,173)

(4,516)

(10,480)

3.04.05.01

Depreciation

(12,600)

(34,985)

(3,347)

(9,052)

3.04.05.02

Other operating expenses

(2,841)

(34,188)

(1,169)

(1,428)

3.04.06

Equity in results of investees

66,492

209,579

94,440

209,590

3.05

Net income before financial results and taxes

73,662

148,563

119,210

329,236

3.06

Financial

(33,502)

(75,006)

(6,156)

(33,629)

3.06.01

Financial income

13,085

33,914

25,980

71,309

3.06.02

Financial expenses

(46,587)

(108,920)

(32,046)

(104,938)

3.07

Net income before taxes 

40,160

73,557

113,054

295,607

3.08

Provision for income tax and social contribution

6,057

11,478

3,546

(16,920)

3.08.02

Deferred Income Tax

6,057

11,478

3,546

(16,920)

3.09

Net income from continuing operation

46,217

85,035

116,600

278,687

 

 

 

 

 

 

 

 

 

 

 

 

4


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

INDIVIDUAL STATEMENT OF INCOME (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

Current Quarter

7/1/2011 to 9/30/2011

Year to date

1/1/2011 to 9/30/2011

Same Quarter from previous year

7/1/2010 to 9/30/2010

Year to date from previous year

1/1/2010 to 9/30/2010

3.11

Net income for the Period

46,217

85,035

116,600

278,687

3.99

EARNINGS PER SHARE (Reais

 

 

 

 

3.99.01

EARNINGS BASIC PER SHARE

 

 

 

 

3.99.01.01

ON

0.16163

0.29740

0.28700

0.68600

3.99.02

EARNINGS DILUTED PER SHARE

 

 

 

 

3.99.02.01

ON

0.15967

0.29380

0.28522

0.68170

 

 

 

 

 

 

 

5

 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

 

INDIVIDUAL COMPREHENSIVE INCOME (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

Current Quarter

7/1/2011 to 9/30/2011

Year to date

1/1/2011 to 9/30/2011

Same Quarter from previous year

7/1/2010 to 9/30/2010

Year to date from previous year

1/1/2010 to 9/30/2010

4.01

Net income for the period

46,217

85,035

116,600

278,687

4.03

Comprehensive net income for the period

46,217

85,035

116,600

278,687

 

 

 

 

 

 

 

 

6


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

INDIVIDUAL STATEMENT OF CASH FLOW – INDIRECT METHOD (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

Year to date from current period

9/30/2011

Year to date from previous period

9/30/2010

6.01

Net cash from operating activities

135,631

(769,913)

6.01.01

Cash generated in the operations

26,416

244,437

6.01.01.01

Net Income before taxes

73,559

295,607

6.01.01.02

Stock options expenses

9,946

5,423

6.01.01.03

Unrealized interest and finance charges, net

91,482

119,688

6.01.01.04

Depreciation and amortization

34,985

9,052

6.01.01.05

Fixed assets disposal

-

(331)

6.01.01.06

Provision for contingencies

27,951

9,651

6.01.01.07

Warranty provision

1,594

6,044

6.01.01.08

Profit sharing

36

8,893

6.01.01.09

Equity in the results of investees

(209,579)

(209,590)

6.01.01.10

Loss on financial instrument

(3,558)

-

6.01.02

Variation in Assets and Liabilities

109,215

(1,014,350)

6.01.02.01

Trade accounts receivable

(9,383)

(299,976)

6.01.02.02

Properties for sale

(46,185)

(97,770)

6.01.02.03

Other Receivables

82,749

(593,864)

6.01.02.04

Prepaid expenses and others

1,955

3,847

6.01.02.05

Suppliers

(13,883)

54,988

6.01.02.06

Obligations for purchase of real estate and adv. from customers

42,006

(22,442)

6.01.02.07

Taxes, charges and contributions

(12,983)

10,102

6.01.02.08

Obligation to venture partners and others

64,939

(69,235)

6.02

Net cash from investments activities

(202,618)

64,089

6.02.01

Purchase of property and equipment and deferred charges

(36,755)

(19,003)

6.02.02

Restricted cash in guarantee to loans

344,139

116,953

6.02.05

Capital contribution in subsidiary companies

(510,002)

(33,861)

6.03

Net cash from financing activities

102,983

757,179

6.03.01

Capital increase

4,957

1,101,912

6.03.02

Loans and financing obtained  

465,241

391,982

6.03.03

Repayment of loans and financing

(665,122)

(745,787)

6.03.04

Assignment of credits receivable, net

252,907

-

6.03.06

Public offering expenses

-

(50,410)

6.03.07

Obligation to investors

45,000

-

6.03.08

Assignment of Real Estate Receivables Agreement - CCI

-

59,482

6.05

Net increase (decrease) of Cash and Cash Equivalents

35,996

51,355

6.05.01

Cash at the beginning of the period

66,092

44,445

6.05.02

Cash at the end of the period

102,088

95,800

 

7 

 


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

INDIVIDUAL STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FROM 01/01/2011 TO 09/30/2011 (in thousands of Brazilian reais)

 

 

CODE

DESCRIPTION

Capital Stock

Capital reserves, stock options and treasury shares

Profit reserves

Retained earnings/

accumulated deficit

Others comprehensive income

Total shareholders’ equity

5.01

Opening balance

2,729,198

294,148

698,889

0

0

3,722,235

5.03

Opening Adjusted balance

2,729,198

294,148

698,889

0

0

3,722,235

5.04

Increase/decrease in capital stock

4,957

23,305

(9,701)

0

0

18,561

5.04.01

Stock options program

4,957

13,604

0

0

0

18,561

5.04.08

Realization of stock options program

0

9,701

(9,701)

0

0

0

5.05

Comprehensive Income

0

0

0

85,035

0

85,035

5.05.01

Net Income/Loss for the period

0

0

0

85,035

0

85,035

5.07

Closing balance

2,734,155

317,453

689,188

85,035

0

3,825,831

 

 

8

 


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

 

INDIVIDUAL STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FROM 01/01/2010 TO 09/30/2010 (in thousands of Brazilian reais)

 

CODE

DESCRIPTION

Capital Stock

Capital reserves, stock options and treasury shares

Profit reserves

Retained earnings/

accumulated deficit

Others comprehensive income

Total shareholders’ equity

5.01

Opening balance

1,627,275

316,708

381,651

0

0

2,325,634

5.03

Opening Adjusted balance

1,627,275

316,708

381,651

0

0

2,325,634

5.04

Increase/decrease in capital stock

1,101,912

1,620

0

0

0

1,075,685

5.04.01

Capital increase

1,084,033

0

0

0

0

1,085,653

5.04.02

Public offering expenses

0

(33,271)

0

0

0

(33,271)

5.04.03

Stock options program

17,879

16,459

(11,035)

0

0

23,303

5.04.08

Realization of stock options program

 

(51,758)

51,758

0

0

0

5.05

Comprehensive Income

0

0

0

278,687

0

278,687

5.05.01

Net Income/Loss for the period

0

0

0

278,687

0

278,687

5.07

Closing balance

2,729,187

249,758

422,374

278,687

0

3,680,006

 

9 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

INDIVIDUAL STATEMENT OF VALUE ADDED (in thousands of Brazilian Reais) 

 

 

CODE

DESCRIPTION

Year to date from current period

9/30/2011

Year to date from previous period

9/30/2010

7.01

Revenues

923,807

1,090,419

7.01.01

Real estate development, sale and services

923,807

1,090,419

7.02

Inputs acquired from third parties

(632,541)

(664,202)

7.02.01

Cost of Sales and/or Services

(589,232)

(712,505)

7.02.02

Materials, energy, outsourced labor and other

(43,309)

48,303

7.03

Gross added value

291,266

426,217

7.04

Retentions

(34,985)

(9,052)

7.04.01

Depreciation, amortization and depletion

(34,985)

(9,052)

7.05

Net added value produced by the Company

256,281

417,165

7.06

Added value received on transfer

240,120

280,899

7.06.01

Equity accounts

209,579

209,590

7.06.02

Financial income

30,541

71,309

7.07

Total added value to be distributed

496,401

698,064

7.08

Added value distribution

496,401

698,064

7.08.01

Personnel and payroll charges

120,680

150,952

7.08.02

Taxes and contributions

93,185

112,227

7.08.03

Compensation – Interest

197,501

156,198

7.08.03.01

Interest

197,501

156,198

7.08.04

Compensation – Company capital

85,035

278,687

7.08.04.03

Retained earnings

85,035

278,687

 

10


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

CONSOLIDATED BALANCE SHEET - ASSETS (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

CURRENT QUARTER

9/30/2011

PREVIOUS YEAR

12/31/2010

1

Total Assets

10,383,808

9,549,554

1.01

Current Assets

7,235,786

6,127,729

1.01.01

Cash and cash equivalents

384,407

256,382

1.01.01.01

Cash and banks

278,735

172,336

1.01.01.02

Financial Investments

105,672

84,046

1.01.02

Fair value of marketable securities

527,952

944,766

1.01.02.01

Fair value of marketable securities

527,952

944,766

1.01.02.01.02

Marketable securities – held for sale

527,952

944,766

1.01.03

Trade accounts receivable

4,002,213

3,158,074

1.01.03.01

Trade accounts receivable

4,002,213

3,158,074

1.01.03.01.01

Receivables from clients of developments

3,941,242

3,091,684

1.01.03.01.02

Receivables from clients of construction and services rendered

37,090

59,737

1.01.03.01.03

Other Receivables

23,881

6,653

1.01.04

Inventory

2,130,661

1,568,986

1.01.07

Prepaid expenses expenses

44,092

21,216

1.01.07.01

Prepaid expenses and others

44,092

21,216

1.01.08

Other current assets

146,461

178,305

1.01.08.03

Others

146,461

178,305

1.02

Non Current Assets

3,148,022

3,421,825

1.02.01

Long Term Receivables

2,853,593

3,131,019

1.02.01.03

Trade accounts receivable

1,867,969

2,113,314

1.02.01.03.01

Receivables from clients of developments

1,867,969

2,113,314

1.02.01.04

Properties for sale

416,717

498,180

1.02.01.06

Deferred taxes

353,212

337,804

1.02.01.06.01

Deferred income tax and social contribution

353,212

337,804

1.02.01.09

Others non current assets

215,695

181,721

1.02.01.09.03

Others trade accounts receivable and others

215,695

181,721

1.02.03

Property and equipment

74,939

80,852

1.02.03.01

Operation property and equipment

74,939

80,852

1.02.04

Intangible assets

219,490

209,954

1.02.04.01

Intangible assets

25,947

16,411

1.02.04.02

Goodwill

193,543

193,543

 

11 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

CONSOLIDATED BALANCE SHEET - LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

CURRENT QUARTER

9/30/2011

PREVIOUS YEAR

12/31/2010

2

Total Liabilities and Shareholders’ Equity

10,383,808

9,549,554

2.01

Current Liabilities

2,162,513

2,017,172

2.01.01

Salaries and social charges

75,140

72,153

2.01.01.02

Salaries and social charges

75,140

72,153

2.01.01.02.01

Salaries and social charges

75,140

72,153

2.01.02

Suppliers

185,185

190,461

2.01.02.01

Suppliers

185,185

190,461

2.01.03

Tax obligations

291,649

243,050

2.01.03.01

Federal tax obligations

291,649

243,050

2.01.04

Loans and Financing

682,305

824,435

2.01.04.01

Loans and Financing

475,969

797,903

2.01.04.01.01

Loans and Financing

475,969

797,903

2.01.04.02

Debentures

206,336

26,532

2.01.05

Others obligations

900,464

672,918

2.01.05.02

Others

900,464

672,918

2.01.05.02.02

Minimum mandatory dividends

102,767

102,767

2.01.05.02.04

Obligations for purchase of real estate and advances from customers

469,642

420,199

2.01.05.02.05

Obligation to venture partners and others

328,055

149,952

2.01.06

Provisions

27,770

14,155

2.01.06.01

Tax, Labor and Civel lawsuits

27,770

14,155

2.01.06.01.01

Tax lawsuits

1,025

640

2.01.06.01.02

Labor lawsuits

11,325

5,168

2.01.06.01.04

Civel lawsuits

15,420

8,347

2.02

Non Current Liabilities

4,308,708

3,748,713

2.02.01

Loans and Financing

2,716,424

2,465,674

2.02.01.01

Loans and Financing

975,751

612,275

2.02.01.01.01

Loans and Financing

975,751

612,275

2.02.01.02

Debentures

1,740,673

1,853,399

2.02.02

Others obligations

1,067,263

734,093

2.02.02.02

Others

1,067,263

734,093

2.02.02.02.03

Obligations for purchase of real estate and advances from customers

194,654

177,860

2.02.02.02.04

Other liabilities

872,609

556,233

2.02.03

Deferred taxes

401,071

424,409

2.02.03.01

Deferred income tax and social contribution

401,071

424,409

2.02.04

Provisions

123,950

124,537

2.02.04.01

Tax, Labor and Civel lawsuits

123,950

124,537

2.02.04.01.01

Tax lawsuits

12,163

11,468

2.02.04.01.02

Labor lawsuits

20,848

18,588

2.02.04.01.04

Civel lawsuits

90,939

94,481

2.03

Shareholders' equity

3,912,587

3,783,669

2.03.01

Capital Stock

2,734,155

2,729,198

2.03.02

Capital Reserves

309,482

295,879

2.03.04

Profit Reserves

697,158

697,158

2.03.04.01

Legal Reserves 

52,561

52,561

2.03.04.02

Statutory Reserves 

607,795

607,795

2.03.04.05

Retained earnings

38,533

38,533

2.03.04.09

Treasury shares

(1,731)

(1,731)

2.03.05

Retained earnings/accumulated losses

85,036

-

2.03.09

Non-controlling interest

86,756

61,434

12 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

CONSOLIDATED STATEMENT OF INCOME (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

Current Quarter

7/1/2011 to 9/30/2011

Year to date

1/1/2011 to 9/30/2011

Same Quarter from previous year

7/1/2010 to 9/30/2010

Year to date from previous year

1/1/2010 to 9/30/2010

3.01

Gross Sales and/or Services

1,005,490

2,847,190

957,196

2,792,223

3.01.01

Real estate development and sales

1,062,579

3,003,044

1,006,102

2,863,544

3.01.02

Construction services rendered revenue

8,250

35,653

6,435

27,904

3.01.03

Barter transactions revenue

10,712

43,015

15,993

79,819

3.01.04

Taxes on sales and services

(66,866)

(201,102)

(64,725)

(161,272)

3.01.05

Brokerage fee on sales

(9,185)

(33,420)

(6,609)

(17,772)

3.02

Cost of Sales and/or Services

(708,614)

(2,146,626)

(681,275)

(1,984,154)

3.02.01

Cost of Real estate development

(697,902)

(2,103,611)

(665,282)

(1,904,335)

3.02.02

Barter transactions cost

(10,712)

(43,015)

(15,993)

(79,819)

3.03

Gross Profit

296,876

700,564

275,921

808,069

3.04

Operating Expenses/Income

(160,259)

(445,179)

(123,714)

(376,897)

3.04.01

Selling Expenses

(68,298)

(181,773)

(53,887)

(166,321)

3.04.02

General and Administrative

(59,711)

(176,407)

(59,317)

(171,860)

3.04.02.01

Profit sharing

(1,942)

(6,425)

(6,539)

(19,118)

3.04.02.02

Stock option plan expenses

(4,645)

(12,789)

(3,075)

(8,842)

3.04.02.03

Other Administrative Expenses

(53,124)

(157,193)

(49,703)

(143,900)

3.04.05

Other operating expenses

(32,250)

(86,999)

(10,510)

(38,716)

3.04.05.01

Depreciation

(21,855)

(56,974)

(8,305)

(27,324)

3.04.05.02

Other operating expenses

(10,395)

(30,025)

(2,205)

(11,392)

3.05

Net income before financial results and taxes

136,617

255,385

152,207

431,172

3.06

Financial

(58,121)

(117,985)

(20,015)

(80,541)

3.06.01

Financial income

31,619

77,980

36,417

101.275

3.06.02

Financial expenses

(89,740)

(195,965)

(56,432)

(181,816)

3.07

Net income before taxes 

78,496

137,400

132,192

350,631

3.08

Provision for income tax and social contribution

(23,816)

(27,106)

(10,484)

(55,033)

3.08.01

Current Income Tax

(17,958)

(37,698)

(9,661)

(27,384)

3.08.02

Deferred Income Tax

(5,858)

10,592

(823)

(27,649)

3.09

Net income from continuing operation

54,680

110,294

121,708

295,598

 

 

 

 

 

 

13

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

INDIVIDUAL STATEMENT OF INCOME (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

Current Quarter

7/1/2011 to 9/30/2011

Year to date

1/1/2011 to 9/30/2011

Same Quarter from previous year

7/1/2010 to 9/30/2010

Year to date from previous year

1/1/2010 to 9/30/2010

3.11

Net income for the period

54,680

110,294

121,708

295,598

3.11.01

Net income (loss) attributable to Gafisa

46,217

85,035

116,600

278,687

3.11.02

Net income (loss) attributable to the noncontrolling interests

8,463

25,259

5,108

16,911

3.99

EARNINGS PER SHARE (Reais

 

 

 

 

3.99.01

EARNINGS BASIC PER SHARE

 

 

 

 

3.99.01.01

ON

0.16163

0.29740

0.28700

0.68600

3.99.02

EARNINGS DILUTED PER SHARE

 

 

 

 

3.99.02.01

ON

0.15967

0.29380

0.28522

0.68170

 

 

 

 

 

 

 

14

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

CONSOLIDATED  COMPREHENSIVE INCOME (in thousands of Brazilian Reais)

 

 

CODE

DESCRIPTION

Current Quarter

7/1/2011 to 9/30/2011

Year to date

1/1/2011 to 9/30/2011

Same Quarter from previous year

7/1/2010 to 9/30/2010

Year to date from previous year

1/1/2010 to 9/30/2010

4.01

Net income for the period

54,680

110,294

121,708

295,598

4.03

Consolidated comprehensive income for the period

54,680

110,294

121,708

295,598

4.03.01

Net income (loss) attributable to Gafisa

46,217

85,035

116,600

278,687

4.03.02

Net income (loss) attributable to the noncontrolling interests

8,463

25,259

5,108

16,911

 

 

 

 

 

 


15
 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

CONSOLIDATED STATEMENT OF CASH FLOW – INDIRECT METHOD (in thousands of Brazilian Reais)

 

CODE

DESCRIPTION

Year to date from current period

9/30/2011

Year to date from previous period

9/30/2010

6.01

Net cash from operating activities

(470,774)

(940,694)

6.01.01

Cash generated in the operations

372,946

593,561

6.01.01.01

Net Income  

137,401

350,631

6.01.01.02

Stock options expenses

12,789

8,842

6.01.01.03

Unrealized interest and finance charges, net

117,130

154,835

6.01.01.04

Depreciation and amortization

56,974

27,324

6.01.01.05

Fixed assets disposal

0

(331)

6.01.01.06

Provision for contingencies

34,672

21,438

6.01.01.07

Warranty provision

7,160

11,590

6.01.01.08

Profit sharing provision

6.425

19,118

6.01.01.09

Allowance for doubtful accounts

6,385

114

6.01.01.10

Loss on financial instruments

(5,990)

0

6.01.02

Variation in Assets and Liabilities

(843,720)

(1,534,255)

6.01.02.01

Trade accounts receivable

(605,178)

(1,362,674)

6.01.02.02

Properties for sale

(314,861)

(87,459)

6.01.02.03

Other Receivables

(33,718)

(159,317)

6.01.02.04

Prepaid expenses and others

5,133

(31,395)

6.01.02.05

Suppliers

(5,276)

98,113

6.01.02.06

Obligations for purchase of real estate and adv. from customers

121,485

16,072

6.01.02.07

Taxes, charges and contributions

45,160

85,377

6.01.02.09

Obligation to venture partners and others

(56,465)

(92,972)

6.02

Net cash from investments activities

356,217

86,700

6.02.01

Restricted cash in guarantee to loans

416,814

126,043

6.02.03

Purchase of property and equipment and deferred charges

(60,597)

(39,343)

6.03

Net cash from financing activities

242,582

787,126

6.03.01

Capital increase

4,957

1,101,912

6.03.02

Loans and financing obtained  

708,729

512,508

6.03.03

Repayment of loans and financing

(876,601)

(862,334)

6.03.04

Assignment of credits receivable, net

373,600

39,772

6.03.05

Capital reserve

0

63,660

6.03.06

Public offering expenses

0

(50,410)

6.03.08

Proceeds from subscription of redeemable equity interest in securitization fund

(10,405)

(17,982)

6.03.09

Taxes paid

(37,698)

0

6.03.10

Obligation to investors

80,000

0

6.05

Net increase (decrease) of Cash and Cash Equivalents

128,025

(66,868)

6.05.01

Cash at the beginning of the period

256,382

292,940

6.05.02

Cash at the end of the period

384,407

226,072


16

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FROM 01/01/2011 TO 09/30/2011 (in thousands of Brazilian reais)

 

 

CODE

DESCRIPTION

Capital Stock

Capital reserves, stock options and treasury shares

Profit reserves

Retained earnings/

accumulated deficit

Others comprehensive income

Total shareholders’ equity

Non controlling interest

Total shareholders’ equity

consolidated

5.01

Opening balance

2,729,198

294,148

698,889

0

0

3,722,235

61,434

3,783,669

5.03

Opening Adjusted balance

2,729,198

294,148

698,889

0

0

3,722,235

61,434

3,783,669

5.04

Increase/decrease in capital stock

4,957

23,305

(9,701)

0

0

18,561

64

18,625

5.04.01

Capital increase - Stock options program

4,957

13,604

0

0

0

18,561

64

18,625

5.04.08

Realization of stock options program

0

9,701

(9,701)

0

0

0

0

0

5.05

Comprehensive Income

0

0

0

85,035

0

85,035

25,259

110,294

5.05.01

Net Income/Loss for the period

0

0

0

85,035

0

85,035

25,259

110,294

5.07

Closing balance

2,734,155

317,453

689,188

85,035

0

3,825,831

86,757

3,912,588


17
 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

CONSOLIDATED  STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY FROM 01/01/2010 TO 09/30/2010 (in thousands of Brazilian reais)

 

CODE

DESCRIPTION

Capital Stock

Capital reserves, stock options and treasury shares

Profit reserves

Retained earnings/

accumulated deficit

Others comprehensive income

Total shareholders’ equity

Non controlling interest

Total shareholders’ equity

consolidated

5.01

Opening balance

1,627,275

316,708

381,651

0

0

2,325,634

58,547

2,384,181

5.03

Opening Adjusted balance

1,627,275

316,708

381,651

0

0

2,325,634

58,547

2,384,181

5.04

Increase/decrease in capital stock

1,101,912

(66,950)

40,723

0

0

1,075,685

(23,893)

1,051,792

5.04.01

Capital increase

1,084,033

1,620

0

0

0

1,085,653

(24,080)

1,061,573

5.04.02

Public offering expenses

0

(33,271)

0

0

0

(33,271)

0

(33,271)

5.04.03

Stock options program

17,879

16,459

(11,035)

0

0

23,303

187

23,490

5.4.08

Incorporation of Shertis shares

0

(51,758)

51,758

 

0

0

0

0

5.05

Comprehensive Income

0

0

0

278,687

0

278,687

16,911

295,598

5.05.01

Net Income/Loss for the period

0

0

0

278,687

0

278,687

16,911

295,598

5.07

Closing balance

2,792,187

249,758

422,374

278,687

0

3,680,006

51,565

3,731,571


18

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

CONSOLIDATED  STATEMENT OF VALUE ADDED (in thousands of Brazilian Reais) 

 

 

CODE

DESCRIPTION

Year to date from current period

9/30/2011

Year to date from previous period

9/30/2010

7.01

Revenues

3,081,712

2,970,400

7.01.01

Real estate development, sale and services

3,081,712

2,971,267

7.01.04

Allowance for doubtful accounts

0

(867)

7.02

Inputs acquired from third parties

(2,303,888)

(1,985,699)

7.02.01

Cost of Sales and/or Services

(2,012,224)

(1,902,529)

7.02.02

Materials, energy, outsourced labor and other

(291,664)

(83,170)

7.03

Gross added value

777,824

984,701

7.04

Retentions

(56,974)

(27,324)

7.04.01

Depreciation, amortization and depletion

(56,974)

(27,324)

7.05

Net added value produced by the Company

720,850

957,377

7.06

Added value received on transfer

72,189

101,275

7.06.02

Financial income

72,189

101,275

7.07

Total added value to be distributed

793,039

1,058,652

7.08

Added value distribution

793,039

1,058,652

7.08.01

Personnel and payroll charges

129,215

281,721

7.08.02

Taxes and contributions

254,214

256,236

7.08.03

Compensation – Interest

324,575

242,008

7.08.03.01

Interest

324,575

242,008

7.08.04

Compensation – Company capital

85,035

278,687

7.08.04.03

Retained earnings

85,035

278,687

 

 

19 

 


 

(A free translation of the original in Portuguese)

Quarterly information - 09/30/2011 – Gafisa S.A.

Gafisa Reports Results for Third Quarter 2011

--- Launches were R$ 1.0 billion in 3Q11, 15% below 3Q10 as the Company implemented a more conservative strategy for Tenda launches ---

--- Contracted Sales were R$ 1.0 billion in 3Q11, in line with 3Q10 and Consolidated Sales Velocity reached 23.1% and was 62% over launches in YTD ---

--- Consolidated Gafisa delivered 8,700 units in 3Q11 as Cash Burn for the quarter was reduced by 56% sequentially ---

-- Implementing new strategic plan that will slow launch growth for remainder of 2011 while targeting cash generation and long term profitable growth

FOR IMMEDIATE RELEASE - São Paulo, November 14th, 2011 – Gafisa S.A. (Bovespa: GFSA3; NYSE: GFA), Brazil’s leading diversified national homebuilder, today reported financial results for the third quarter ended September 30, 2011.

Commenting on the results, Duilio Calciolari, Chief Executive Officer said, “We are pleased to report quarterly results led by a recovery in our operating margins as the share of older lower margin developments continues to diminish in our overall product mix. Gross margin for the quarter was 29.5%, an increase on both a year-over-year and sequential basis. Subsequently, our EBITDA margin also improved sequentially to 20.1% for the third quarter. Despite these improvements, we expect to continue to see some pressure on the EBITDA margin during the coming quarters as we complete the delivery of the higher cost legacy Tenda projects and lower margin Gafisa projects from our geographic expansionary period as well as implement some aspects of our new strategic plan.”

“While sales velocity of launches during the quarter was 50%, indicating strong demand for our projects, we have deliberately decided to slow the growth of launches for the remainder of 2011. This change is part of a more comprehensive strategic plan we are in the process of implementing that will help us achieve improved profitability, positive cash flow and a reduction in our overall leverage. We now expect to finish the year with total launches of between R$ 3.5 – R$ 4.0 billion. At this stage we expect to become cash flow positive during the coming quarters and achieve a net debt to equity ratio of below 60%.“

Calciolari added, “We are committed to making the changes necessary to put in place a structure that fosters long term sustainability and profitable growth. While we are now in a period of transition, we have already seen tangible signs of recovery. We have developed an actionable strategic plan for moving forward, we have the right team in place to implement the requisite changes and have a portfolio of brands and products with a strong proven track record in the market.”

 

3Q11 - Operating & Financial Highlight

▲  Launches in 3Q11 reached R$ 1.0 billion which represents a decrease of 15% as compared to 3Q10, totaling R$ 2.9 billion in the first nine months of 2011, reflecting the implementation of a strategy to focus Tenda launches on those that can be immediately transferred to the Caixa Economica Federal (CEF). The launches for the first nine months of 2011 represent 56% of the mid-range of launch guidance expected for the full year of R$ 5.3 billion – resulting in a downward revision of guidance to a range of R$ 3.5 - R$ 4.0 billion.

   Pre-sales reached R$ 1.04 billion in the quarter, a 3% increase as compared to 3Q10 mainly due to better sales of launches in 3Q11, which reached 50%. Consolidated VSO was 23.1%.

   Net revenues, recognized by the Percentage of Completion (“PoC”) method, reached R$ 1.00 billion, a 5% increase from 3Q10, mainly due to higher recognition coming from recent launches.

   Adjusted Gross Profit (w/o capitalized interest) was R$ 297 million, 7% higher than the same period of 2010, with a 33.4% Adjusted Gross Margin.

   Adjusted EBITDA reached R$ 202 million with a 20.1% margin, a 2.5% increase when compared to R$ 197 million in the 3Q10, which can be attributed to the delivery of higher margin products by AlphaVille and Gafisa.

   Net Income was R$ 46.2 million for 3Q11 (5.9% Adj.Net Margin), a decrease of 60% from 3Q10.

   Net Debt/Equity reached 75.3% at the end of the quarter, supported by a securitization of part of Gafisa’s receivables, totaling R$ 221 million.

   The Backlog of Revenues to be recognized reached R$ 4.53 billion, a 6% increase over last quarter. The margin to be recognized increased to 38.4%, mainly due to the positive impact from the National Construction Cost Index, which increased approximately 2% in the period.

 

 

 

21


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Index

 

CEO Comments and Corporate Highlights for 3Q11

04

Overview of Strategyc Plan 

06

Main Numbers                                                                                                  

08

Launches

09

Pre-Sales

10

Sales Velocity 

11

Operations

11

Delivered Projects

12

Land Bank

14

Revenues

15

Gross Profit 

15

Selling, General and Administrative Expenses

16

EBITDA

16

Net Income 

17

Backlog of Revenues and Results

17

Inventory

19

Liquidity

 20

Outlook

21

Detailed Information to Support Gafisa Expected Improvement

22

Covenant Ratios

24

 

 

22

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

CEO Comments and Corporate Highlights for 3Q11

While the long term prospects for the Brazilian housing market has not changed, it has become clear over the last year that we will need to reexamine how we have approached the demand for high growth and diversification in the market in order to achieve sustainable, profitable returns for our shareholders going forward.  Demand has outstripped supply on all fronts, from units and availability of skilled labor, to reliable and experienced suppliers and building partners, to financing, and to the ability to rapidly issue permits and execute the requisite chain of approvals to deliver units under the Minha Casa Minha Vida program.  Over the last four months the entire management team of Gafisa together with a professional team of consultants from Bain & Co. , have dedicated countless hours to analyzing our profitability by project, region and brand. While we still have much to do, we are encouraged by the opportunities that lay in front of us and the clear progress identified in righting the “wrongs” from previous periods. We are entering the last quarter of the year with a clear vision of our short- and mid-term priorities.

In the near term, we will simplify our overall business and reinforce the fundamentals of each of our segments.  Initially, we will prioritize the geographic markets with the strongest prospects by brand and where we have the best supply chain, and focus our efforts there. Over the last few years, we have made strong progress in consolidating our back office and establishing shared operations between the three businesses, Gafisa, AlphaVille and Tenda. With the implementation of the SAP platform across all divisions, we have the right tools in place guiding us in making better decisions across the company.  That said, we now know that critical to our future success is the implementation of a new management structure that gives the brand manager P&L responsibility.  This along with several other immediate changes including focusing the Tenda team on the transfer of receivables (“repasse”), and an incentive structure that aligns the entire organization, down to individual engineers on a project, with the objective of delivering high quality projects on time and within budget, should reduce Gafisa’s cash burn and accelerate its return to sustainable growth.  We will expand on this new strategic plan in the following pages and on our conference call.

Our plan for operating profitability improvement is advancing, launches have been slowed to reduce cash burn particularly at Tenda and a sharper focus is in place on the business segments that provide the greatest return. The sequential gross margin improvement of 850 basis points to 29.5% reflects a higher concentration of AlphaVille developments in our product mix, a segment that we intend to continue to expand in the future. The same level of launches, R$1 billion, from the prior year period reflect our decision to slow the expansion of Tenda and focus on those developments that could immediately generate cash flow for the Company. In the third quarter, we delivered an adjusted EBITDA margin of 20.1% including expected provisions related to potential Tenda cancellations and Gafisa related project delays from outsourced construction projects. The changes we believe need to take place, particularly at Tenda, may require us to include additional provisions in the fourth quarter results, as we expect the number of cancellations to increase, given the higher volume of delivered units. Our contracted sales of launches, which are at higher margins, are continuing to track at an appropriate level to achieve the expected margin improvement. However, it is worth mentioning that  we continue to focus on finished inventory reduction, which may impact our margins.

We transferred 2,997 Tenda units to Caixa during the quarter and we are focused on the Tenda turn-around and monetization high quality receivables at Gafisa in the amount of R$ 221 million. Across the Company, we delivered slightly more than 8,700 units and our cash burn is down to R$56 million in the quarter as compared to R$ 148 million in 2Q11.

While the Brazilian economy has moved into a more rational growth phase, overall the fundamentals remain sound to support long term growth for the homebuilding industry.  We are confident that our strategic plan will allow us to focus on the strong pockets of opportunity for our brands and set the stage for continued market leadership in the future.

 

23 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

The key elements of our plan are to drive cash generation, improve margins and deleverage to facilitate rational, profitable growth going forward.  In order to achieve these goals, through 2012 we will need to slow the pace of growth and expect that launches for this year will be in the range of R$ 3.5 -  $4.0 billion. We will continue to launch Gafisa products as long as the sales environment is strong for each product. Tenda launches will be based on our ability to immediately transfer the units to CEF. Additionally, our focus at Tenda will be to deliver units in progress. We have some R$ 400 million yet to transfer to CEF from finished units around 5,000. We also intend to expand AlphaVille in our product mix and allocate the capital necessary to leverage the tremendous competitive advantages we have with this brand segment.  We fully understand that this strategy may impact the size of our firm for some years to come.  However, these are necessary actions and we believe will prove a highly successful trade-off in the longer term.

The identification of what must be changed and enhanced is a fundamental step in improving shareholder return.  We have now done this and are committed to putting in place the measures that need to be taken to continue to improve margins, generate cash flow and reduce our leverage in the near and medium term.

Duilio Calciolari, CEO -- Gafisa S.A.

 

 

24 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Overview of Strategic Plan

Since July 2011, the Company management has focused on a deep evaluation of each of the Gafisa, AlphaVille and Tenda businesses from a strategic and capital allocation perspective.  The result is a modified strategy and a new plan of action moving forward. Following is an overview of key elements of this strategy focusing on the current period through 2014 including a new organizational structure, targeted geographic regions for expansion, a turn-around strategy for tenda, and an expansion of AlphaVille in the product mix.

New Organizational Structure

Establish P&L owners by brand to guarantee a focus on each line of business and deliver on the unique qualities of each of the brand segments.  The new business heads will be:

Gafisa: Sandro Gamba has been at Gafisa for over 15 years. He is currently the Real Estate Development Officer. He has served Gafisa in a number of senior roles in the São Paulo region, including head of business development for Gafisa and director and manager of prospecting land.

Tenda*: Rodrigo Osmo.  Rodrigo has successfully managed the P&L of AlphaVille since 2009 and has been with Gafisa for over five years.  He has spent the last months focused on the turn-around strategy for Tenda and will lead a highly experienced team in the development and sales of lower income housing.

AlphaVille: Marcelo Willer has been Alphaville’s Real Estate Development Officer since 2006 and served as Project Officer from 2000 to 2006.

*Currently, we are in the process of identifying a new Chief Financial Officer. During this transition period, Rodrigo Osmo will remain as CFO and Duilio Calciolari as IRO.

 

 

25 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Near Term Growth in High Priority Regions

 

Through 2014, Gafisa will focus its expansion on highly targeted regions of the country with proven potential for profitable development for each of the brand segments.  We have identified the key geographic regions of focus for each of the brands based on market potential, existing competitiveness (local expertise and network, brand perception, etc) as well as reliable supplier relationships.

 

Gafisa – The medium to high income market in Brazil is concentrated in approximately 10% of the municipalities and accounts for approximately R$100 billion/year of potential sales value.  Thus, Gafisa will focus its near term growth on several key markets including strengthening its leadership position in Sao Paulo, where launches have proven to be most profitable, and shoring up management and operational capacity in Rio de Janeiro, where long term prospects are strong. Thus, the main focus should be Sao Paulo and Rio de Janeiro. We will deliver projects in progress in other regions of the country and continue to monitor markets in which we have a presence to opportunistically develop units with high potential.  The current land bank will be realigned in accordance with this strategy. Since approximately 41% of the land bank outside of SP & Rio was acquired through swaps, minimal capital was deployed in these regions.


AlphaVille  –  AlphaVille has increasingly become an important part of our overall product mix.  With high gross margins of approximately 50%, significant barriers to entry and our competitive advantages, we intend to fully develop the potential of this business opportunity.  We have already identified some 60 cities throughout the country where we can launch AlphaVille developments over the next 3-5 years.

 

Tenda Turn-Around Strategy

 

The plan for Tenda is based on two fundamental elements - conserving capital by only launching units that can immediately be transferred to CEF and developing a scale advantage to optimize the use of the innovative aluminum mold technology which facilitates a lower cost structure for building these types of units.  Our initial focus will be on four regions: Sao Paulo, Rio de Janeiro, Minas Gerais and Salvador, where we have already established a strong base to relaunch operations and CEF is well established. We are currently evaluating all developments in progress and launched but not yet in progress to determine which of these will not be brought to conclusion. We are also focused on complete the delivery of the higher cost legacy Tenda projects.

 

AlphaVille - Status of the Acquisition of the Remaning Shares

 

In October, we began the acquisition process of the remaining 20% stake from its controlling shareholders.  The valuation will be based on independent experts’ analysis and is expected to be concluded  by the end of the year.  However, we do not expect a disbursement to take place until the beginning of 2012.

26 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Main Numbers

 

Table 1 - Operating and Financial Highlights - (R$000, unless otherwise specified)

3Q11

2Q11

QoQ(%)

3Q10

YoY(%)

9M11

9M10

YoY(%)

Launches (%Gafisa)

1,051,713

1,380,270

-24%

1,236,947

-15%

2,944,588

2,948,685

0%

Launches (100%)

1,318,304

1,482,487

-11%

1,450,961

-9%

3,395,005

3,762,345

-10%

Launches, units (%Gafisa)

2,334

6,083

-62%

6,210

-62%

10,671

14,491

-26%

Launches, units (100%)

2,813

6,909

-59%

6,710

-58%

12,458

17,064

-27%

Contracted sales (%Gafisa)

1,044,728

1,147,002

-9%

1,018,480

3%

3,013,950

2,765,562

9%

Contracted sales (100%)

1,256,078

1,274,977

-1%

1,373,620

-9%

3,466,777

3,550,258

-2%

Contracted sales, units (% Gafisa)

2,866

4,219

-32%

5,082

-44%

10,449

14,811

-29%

Contracted sales, units (100%)

3,770

4,907

-23%

6,618

-43%

12,622

18,109

-30%

Contracted sales from Launches (%Gafisa)

652,062

731,543

-11%

705,060

-8%

1,825,645

1,680,750

9%

Sales Velocity over launches (VSO) %

62%

53%

900bps

57%

500bps

62%

57%

500bps

Completed Projects (%Gafisa)

1,221,417

681,957

79%

299,557

308%

2,428,316

1,256,675

93%

Completed Projects, units (%Gafisa)

8,700

4,467

95%

2,498

248%

16,227

9,995

62%

 

               

Net revenues

1,005,490

1,041,344

-3%

957,196

5%

2,847,190

2,792,223

2%

Gross profit

296,876

218,920

36%

275,921

8%

700,564

808,069

-13%

Gross margin

29.5%

21.0%

850bps

28.8%

70bps

24,6%

28.9%

-433bps

Adjusted Gross Margin ¹

33.4%

26.6%

681bps

32.3%

107bps

29,3%

32,2%

-290bps

Adjusted EBITDA ²

202,221

150,809

34%

197,285

3%

459,550

549,714

-16%

Adjusted EBITDA margin ²

20,1%

14,5%

563bps

20,6%

-50bps

16,1%

19.7%

-355bps

Adjusted Net profit ²

59,325

39,630

50%

132,889

-55%

123,082

319,684

-61%

Adjusted Net margin ²

5.9%

3.8%

209bps

13.9%

-798bps

4.3%

11.4%

-713bps

Net profit

46.217

25.112

84%

116.600

-60%

85.035

259.356

-67%

EPS (R$)

0.1071

0.0582

84%

0.2706

-60%

0.1971

0.6030

-67%

Number of shares ('000 final)

431,538

431,538

0%

430,910

0%

431,538

430,129

0%

 

               

Revenues to be recognized

4,526,000

4,277,000

5.82%

3,429,000

31.99%

4,526,000

3,429,000

31.99%

Results to be recognized ³

1,740,000

1,561,000

11.47%

1,309,000

32.93%

1,740,000

1,309,000

32.93%

REF margin ³

38.4%

36.5%

195 bps

38,2%

27 bps

38,4%

38,2%

27 bps

 

               

Net debt and Investor obligations

2,946,370

2,890,108

2%

2,076,000

42%

2,946,370

2,076,000

42%

Cash and cash equivalent

912,359

1,163,080

-22%

1,231,143

-26%

912,359

1,231,143

-26%

Equity

3,825,831

3,772,058

1%

3,680,005

4%

3,912,586

3,680,005

6%

Equity + Minority shareholders

3,912,587

3,850,342

2%

3,731,570

5%

3,912,586

3,731,570

5%

Total assets

10,383,808

10,392,194

-0.1%

9,310,133

11%

10,383,808

9,310,133

11%

(Net debt + Obligations) / (Equity + Minorities)

75.3%

75.1%

24 bps 

55.6%

1967 bps 

75.3%

55.6%

1967 bps

 

 

 

 

 

 

 

 

 

1) Adjusted for capitalized interest

2) Adjusted for expenses on stock option plans (non-cash), minority shareholders and non-recurring expenses

3) Results to be recognized net of PIS/Cofins - 3.65%; excludes the AVP method introduced by Law nº 11,638

 

27 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Launches

 

In 3Q11, launches totaled R$ 1.05 billion, a decrease of 15% compared to 3Q10, represented by 7 projects/phases, located in 3 states.

In 9M11, 51% of Gafisa launches had a price per unit below R$ 500 thousand, while nearly 100% of Tenda’s launches had prices per unit under the MCMV program. This quarter Tenda launched two projects under MCMV program, with an average price per unit of R$ 150 thousand. These projects represented a PSV of R$ 49 million.

For the quarter, the Gafisa segment was responsible for 62% of total launches with 38% of them coming from the state of Sao Paulo, reflecting favorable projects approval performance, Tenda and AlphaVille accounted for 5% and 33% of launches, respectively.

The tables below detail new projects launched during 3Q11 and 9M11:

Table 2 - Launches per brand by market region

%Gafisa - R$000

3Q11

3Q10

YoY (%)

9M11

9M10

YoY (%)

Gafisa

São Paulo

247,777

388,045

-36%

1,270,865

955,335

33%

 

Rio de Janeiro

431,796

91,289

373%

557,562

140,853

296%

 

Other

(27,062)

52,635

-151%

(12,354)

235,713

-105%

 

Total

652,512

531,969

23%

1,816,074

1,331,901

36%

 

Units

1,124

1,130

-1%

4,468

3,016

48%

               

Alphaville

São Paulo

271,180

-

0%

271,180

155,534

74%

 

Rio de Janeiro

37,437

-

0%

133,004

-

0%

 

Other

41,499

223,824

-81%

223,413

393,042

-43%

 

Total

350,117

223,824

56%

627,599

548,576

14%

 

Units

887

1,215

-27%

2,357

2,248

5%

               

Tenda

São Paulo

20,069

130,366

-85%

40,489

200,764

-80%

 

Rio de Janeiro

-

88,179

100%

64,743

194,544

-67%

 

Other

29,016

262,609

-89%

395,685

672,900

-41%

 

Total

49,085

481,154

-90%

500,917

1,068,208

-53%

 

Units

324

3,865

-92%

3,847

9,227

-58%

               

Overall

Total - R$000

1,051,713

1,236,947

-15%

2,944,589

2,948,685

0%

 

Total - Units

2,334

6,210

-62%

10,671

14,491

-26%

         

 

 

 

Table 3 - Launches per brand by unit price

%Gafisa - R$000

3Q11

3Q10

YoY (%)

9M11

9M10

YoY (%)

Gafisa

≤ R$500K

83,536

215,971

-61%

928,732

581,059

60%

 

> R$500K

568,976

315,999

80%

887,341

750,842

18%

 

Total

652,512

531,969

23%

1,816,074

1,331,900

36%

               

Alphaville

≤ R$100K;

-

-

0%

277,482

324,752

-15%

 

> R$100K; ≤ R$500K

312,679

223,824

40%

312,679

223,824

40%

 

> R$500K

37,437

-

0%

37,437

-

0%

 

Total

350,117

223,824

56%

627,599

548,576

14%

 

 

           

Tenda

≤ MCMV

49,085

237,746

-79%

381,852

674,261

-43%

 

> MCMV

-

243,408

-100%

119,065

393,947

-70%

 

Total

49,085

481,154

-90%

500,917

1,068,208

-53%

 

 

           

Overall

 

1,051,713

1,236,947

-15%

2,944,589

2,948,684

0%

               

 

28 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

 Pre-Sales 

Pre-sales for the quarter reached R$ 1.04 billion, an increase of 3%, compared to 3Q10. In the case of Tenda, the 71% decrease is a consequence of a 90% decrease in launches during 9M11, when compared to 9M10; as well as the concentration of products launched in the last month of the quarter, reducing the availability of products under the Tenda brand during this period.

In 3Q11, the Gafisa segment was responsible for 64% of total pre-sales, while Tenda and AlphaVille accounted for approximately 9% and 27%, respectively. Among Gafisa’s pre-sales, 75% corresponded to units priced below R$ 500 thousand, while 100% of Tenda’s pre-sales came from units priced under the MCMV program. The tables below illustrate a detailed breakdown of our pre-sales for 3Q11 and 9M11:

Table 4 - Sales per brand by market region

%Gafisa - R$000

3Q11

3Q10

YoY (%)

9M11

9M10

YoY (%)

Gafisa

São Paulo

423,696

389,687

9%

1,355,208

910,906

49%

 

Rio de Janeiro

219,305

70,311

212%

381,997

158,745

141%

 

Other

22,408

60,150

-63%

130,017

282,634

-54%

 

Total

665,408

520,147

28%

1,867,221

1,352,284

38%

 

Units

1,540

1,308

18%

4,396

3,346

31%

               

Alphaville

São Paulo

226,325

8,133

2683%

236,290

114,114

107%

 

Rio de Janeiro

31,720

10,819

193%

109,145

28,589

282%

 

Other

23,707

141,580

-83%

252,249

263,265

-4%

 

Total

281,752

160,532

76%

597,684

405,968

47%

 

Units

798

735

8%

2,446

1,732

41%

               

Tenda

São Paulo

33,238

87,437

-62%

99,057

236,920

-58%

 

Rio de Janeiro

213

23,475

-99%

23,096

174,463

-87%

 

Other

64,040

226,888

-72%

426,816

595,927

-28%

 

Total

97,490

337,800

-71%

548,968

1,007,310

-46%

 

Units

528

3,039

-83%

3,604

9,733

-63%

 

 

           

Overall

Total - R$000

1,044,651

1,018,480

3%

3,013,874

2,765,563

9%

 

Total - Units

2,866

5,082

-44%

10,446

12,662

-18%

 

 

 

 

 

 

 

 

Table 5 - Sales per brand by unit price - PSV

%Gafisa - R$000

3Q11

3Q10

YoY (%)

9M11

9M10

YoY (%)

Gafisa

≤ R$500K

499,231

307,710

62%

1,247,831

827,202

51%

 

> R$500K

166,178

212,437

-22%

619,390

525,082

18%

 

Total

665,408

520,147

28%

1,867,220

1,352,284

38%

               

Alphaville

≤ R$100K;

-

-

0%

-

-

0%

 

> R$100K; ≤ R$500K

267,016

160,532

66%

534,233

405,967

-22%

 

> R$500K

14,735

-

0%

14,735

-

0%

 

Total

281,752

160,532

76%

548,968

405,967

-22%

 

 

           

Tenda

MCMV

46,919

218,934

-79%

300,723

707,253

-57%

 

Fora MCMV

50,571

118,866

-57%

248,245

300,057

-17%

 

Total

97,490

337,800

-71%

548,968

1,007,310

-46%

 

 

           

Overall

 

1,044,651

1,018,480

3%

3,013,874

2,765,562

9%

 

29 

 


 
 
(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

Table 6 - Sales per brand by unit price - Units

(%Gafisa) - R$ 000

3Q11

3Q10

YoY (%)

9M11

9M10

YoY (%)

Gafisa

= R$500 k

1,345

1,041

29%

3,653

2,546

43%

 

> R$500 k

195

267

-27%

743

800

-7%

 

Total

1,540

1,308

18%

4,396

3,346

31%

               

Alphaville

= R$100K;

-

-

0%

-

-

0%

 

> R$100K; = R$500K

787

735

7%

2,435

1,732

41%

 

> R$500K

10

-

0%

10

-

0%

 

Total

798

735

8%

2,435

1,732

41%

 

 

           

Tenda

MCMV

248

2,536

-90%

2,177

8,128

-73%

 

Fora MCMV

280

503

-44%

1,427

1,605

-11%

 

Total

528

3,039

-83%

3,604

9,733

-63%

 

 

           

Overall

Total

2,866

5,082

-44%

10,436

14,811

-30%

 

 

Sales Velocity

On a consolidated basis, the Company attained a sales velocity of 23.1% in 3Q11, compared to 25.7% in 3Q10. Sales velocity decreased over the previous period mainly due to a lower volume of launches at Tenda.  Sales velocity of launches reached 50%, compared to 42% in 2Q11, reflecting our strategy of selecting the appropriate tract of land, add the right product at the appropriate time/price to announce the launches.

Table 7 - Sales velocity by brand

R$ Million

Inventories beginning of period

Launches

Sales

Price Increase + Other

Inventories end of period

Sales velocity

Gafisa

1,940,855

652,512

665,408

90,413

2,018,371

24.8%

AlphaVille

413,974

350,117

281,752

9,583

491,922

36.4%

Tenda

1,043,765

49,085

97,490

(22,922)

972,436

9.1%

Total

3,398,593

1,051,713

1,044,651

77,074

3,482,730

23.1%

             

Table 8 - Sales velocity by brand based on launch date

 

End of period Inventories

Sales

Sales velocity

2011 launches

1,123,866

852,763

43%

2010 launches

1,089,745

93,448

8%

2009 launches

269,991

33,958

11%

= 2008 launches

999,127

64,481

6%

Total

3,482,730

1,044,651

23%

Operations 

 By the end of 3Q11, the Company was present in 22 different states plus the Federal District, and had 197 projects under development. Around 437 engineers and architects were in the field, in addition to 587 intern engineers in training.

 

Since June we saw an acceleration of the number of units contracted by the CEF likely due to the internal improvements resulting from the start-up of a new area dedicated to working with the major homebuilders. In 3Q11 Tenda contracted 5,305 units with CEF, with 56% of them contracted in September alone. This improvement resulted in 13,998 units in  9M11.

 

Transferred units totaled 2,997 units in 3Q11 (7,955 in 9M11). In 4Q11, we expect to transfer more units than in 3Q11, allowing us to maintain the target of close to 12,000 units to be transferred for the full year.

 
30 

 


 
a

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

Delivered Projects

During the third quarter, consolidated Gafisa delivered 44 projects with 8,700 units and an approximate PSV of R$ 1.1 billion.  The Gafisa segment delivered 12 projects, while Tenda and AlphaVille delivered the remaining 30 and 2 projects/phases, respectively. The delivery date is based on the “delivery meeting” that takes place with customers, and not upon the physical completion which is prior to the delivery meeting.

For 4Q11 we expect to deliver an additional 9,000 units for a total of 25,000, almost double the amount delivered during the full year of 2010, mainly due to the delivery of older Tenda units along with some of Gafisa’s leveraged 2007/2008 launches. The tables below list the products delivered in 3Q11 and first nine months of 2011:

Table 9 - Delivered projects (9M11)

           

Company

Project

Delivery

Launch

Local

% co

Units

PSV

 

R$000

Gafisa

Altavistta

Jan-11

Nov-06

Maceio-AL

50%

87

9,907

Gafisa

Evidence

Jan-11

Apr-07

SãoPaulo-SP

50%

72

32,425

Gafisa

Icaraí Corporate

Feb-11

Dec-06

Niterói-RJ

100%

137

34,940

Gafisa

London Green

Feb-11

Jun-07

RiodeJaneiro-RJ

100%

440

156,856

Gafisa

Vision-Campo Belo

Feb-11

Dec-07

SãoPaulo-SP

100%

284

87,336

Gafisa

Grand Park-Águas FaseI

Mar-11

Dec-07

SãoLuis-MA

50%

120

21,851

Gafisa

Grand Valley (Jacarepaguá)

Mar-11

Mar-07

RiodeJaneiro-RJ

100%

240

44,014

Gafisa

Grand Park-Árvores Fase I

Apr-11

Dec-07

SãoLuis-MA

50%

200

29,978

Gafisa

Privilege Residencial

Apr-11

Sep-07

Niterói-RJ

100%

194

44,469

Gafisa

Horizonte

May-11

May-07

Belem-PA

100%

29

21,173

Gafisa

Terraças Tatuapé

May-11

Jun-08

SãoPaulo-SP

100%

108

48,660

Gafisa

Costa Maggiore Resdidencial Resort

May-11

Jan-08

CaboFrio-RJ

50%

30

24,052

Gafisa

Magnific

May-11

Mar-08

Goiânia-GO

100%

31

30,458

Gafisa

Bella Vista

May-11

Dec-07

Resende-RJ

100%

116

46,046

Gafisa

Supremo

Jun-11

Aug-07

SãoPaulo-SP

100%

192

143,634

Gafisa

Nova Petropolis Fase1

July-11

Mar-08

SãoBernardo-SP

100%

268

108,479

Gafisa

Brink-Campo Limpo F1

Aug-11

Nov-08

SãoPaulo-SP

100%

191

46,404

Gafisa

Brink-Campo Limpo F2

Aug-11

Nov-08

SãoPaulo-SP

100%

95

23,019

Gafisa

Grand Park-Águas FaseII

Aug-11

May-08

SãoLuis-MA

50%

75

15,051

Gafisa

Grand Park-Árvores FaseII

Aug-11

Jun-08

SãoLuis-MA

50%

75

12,083

Gafisa

Centro Empresarial Madureira

Aug-11

Mar-09

RiodeJaneiro-RJ

100%

195

24,208

Gafisa

VillagioPanamby-Horto F1

Sep-11

Oct-07

Salvador-BA

50%

90

84,521

Gafisa

Villagio Panamby-Horto F2

Sep-11

Jan-08

Salvador-BA

50%

92

87,807

Gafisa

Carpe Diem Residencial

Sep-11

Mar-08

Niterói-RJ

80%

91

29,461

Gafisa

Acqua Residencial

Sep-11

Mar-07

NovaIguaçu-RJ

100%

452

90,161

Gafisa

Details

Sep-11

Oct-08

SãoPaulo-SP

100%

38

53,458

Gafisa

Jatiuca Trade Residence

Sep-11

Jun-07

Maceió-AL

50%

250

39,546

Gafisa

TOTAL GAFISA

 

 

 

 

4,191

1,389,996

 

31

 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

Tenda

Residencial Monet

jan/11

Oct-06

SãoPaulo-SP

100%

60

5,403

Tenda

Arsenal Life ii

jan/11

jun/07

SãoGonçalo-RJ

100%

108

7,649

Tenda

Residencial Santa Julia

Feb-11

Sep-07

SãoJosé-SP

100%

260

17,680

Tenda

Residencial Bahamas Life

Feb-11

Apr-08

BeloHorizonte-MG

100%

40

3,576

Tenda

Residencial Salvador Dali

Feb-11

Sep-07

Osasco-SP

100%

100

8,071

Tenda

Residencial Itaquera Life

Feb-11

jun/07

SãoPaulo-SP

100%

110

10,538

Tenda

Residencial Hildete Teixeira Life f3/f4

mar/11

Dec-07

Salvador-BA

100%

220

14,740

Tenda

Residencial Horto do Ipe Life

mar/11

Oct-06

SãoPaulo-SP

100%

180

18,703

Tenda

Residencial São Miguel Life

mar/11

jul/07

SãoPaulo-SP

100%

60

4,838

Tenda

Residencial San Pietro Life

Apr-11

Sep-09

Barbacena-MG

100%

172

15,188

Tenda

Residencial Vivendas do Sol iif2

Apr-11

May-08

PortoAlegre-RS

100%

200

11,608

Tenda

Resbologna Lifef1

May-11

May-08

BeloHorizonte-MG

100%

306

23,256

Tenda

Condominio Residencial Clube Garden

May-11

Oct-09

SãoPaulo-SP

100%

192

16,800

Tenda

Res Nicolau Kuhn

May-11

Dec-07

SapucaiadoSul-RS

100%

460

36,340

Tenda

Fit Mariaines

jun/11

May-09

Goiânia-GO

60%

270

25,330

Tenda

Residencial Aricanduva Life

jun/11

jun/07

SãoPaulo-SP

100%

180

18,380

Tenda

Fit Taboao

jun/11

Dec-07

TaboãodaSerra-SP

100%

374

22,115

Tenda

Bairro Novo Cotia iv

jun/11

Dec-07

Cotia-SP

100%

368

32,156

Tenda

Residencial Terra Nova i Garden

jun/11

mar/08

Goiânia-GO

100%

240

16,320

Tenda

Residencial Sao Francisco Life

jun/11

jul/08

BeloHorizonte-MG

100%

80

6,800

Tenda

Residencial Vale do Sol

jun/11

mar/07

Guarulhos-SP

100%

69

3,726

Tenda

Residencial Vitoria Regia

jun/11

jul/07

Guarulhos-SP

100%

54

2,916

Tenda

Res Camacari Life f1ef2

jul/11

Dec-07

Camaçari-BA

100%

575

39,675

Tenda

Residencial Itauna Life

jul/11

Feb-07

SãoGonçalo-RJ

100%

119

8,449

Tenda

Res Jd São Luiz Life f1ef2

jul/11

jun/07

SãoPaulo-SP

100%

237

23,986

Tenda

Fit Palladium

jul/11

jun/08

Curitiba-PR

100%

228

24,132

Tenda

Res Figueiredo iif2

jul/11

jun/08

PortoAlegre-RS

100%

220

15,180

Tenda

Humaita Garden f1ef2

jul/11

Oct-07

NovaIguaçu-RJ

100%

200

13,000

Tenda

G. Park Pássaros f1

jul/11

Dec-07

SãoLuiz-MA

50%

160

20,861

Tenda

Residencial Lis Boa

Aug-11

Dec-07

Suzano-SP

100%

266

24,058

Tenda

Residencial Camaçari Duo

Aug-11

Dec-07

Camaçari-BA

100%

464

32,016

Tenda

Residencial Villa Park

Aug-11

Feb-07

SãoPaulo-SP

100%

300

27,774

Tenda

Residencial Portinari Tower

Aug-11

Apr-07

BeloHorizonte-MG

100%

136

12,772

Tenda

Residencial Villa Rica Life

Aug-11

May-08

LaurodeFreitas-BA

100%

220

16,874

Tenda

Residencial Santana Tower

Aug-11

jan/08

FeiradeSantana-BA

100%

448

36,064

Tenda

Clube Vivaldi

Aug-11

Aug-09

SãoPaulo-SP

100%

174

14,797

Tenda

Residencial Monte Carlo1

Aug-11

May-07

BeloHorizonte-MG

100%

112

12,788

Tenda

Residencial Betania Park

Sep-11

jan/06

BeloHorizonte-MG

100%

204

8,224

Tenda

Residencial Recanto das Rosas

Sep-11

Sep-09

Rib. dasNeves-MG

100%

240

20,160

Tenda

Grandville das Artes-Residencial Monet

Sep-11

nov/09

LaurodeFreitas-BA

100%

380

18,125

Tenda

Residencial Salvador Life i

Sep-11

Feb-08

Salvador-BA

100%

280

19,880

Tenda

Portal do Sol Life i

Sep-11

Dec-09

BelfordRoxo-RJ

100%

64

5,800

Tenda

Portal do Sol Life ii

Sep-11

Dec-09

BelfordRoxo-RJ

100%

64

5,800

Tenda

Residencial Parque Valença 1b

Sep-11

Dec-07

Campinas-SP

100%

138

8,280

Tenda

Residencial Parque Valença 1c

Sep-11

Dec-07

Campinas-SP

100%

100

6,200

Tenda

Valle Verde Cotia (Bairro Novo Cotia)

Sep-11

mar/10

Cotia-SP

100%

272

29,562

Tenda

Figueiredo if1

Sep-11

jun/08

PortoAlegre-RS

100%

220

15,645

Tenda

Arsenal Lifeiii

Sep-11

jun/07

SãoGonçalo-RJ

100%

128

8,922

Tenda

Arsenal Lifeiv

Sep-11

jun/07

SãoGonçalo-RJ

100%

128

9,282

Tenda

Pompeia Life

Sep-11

Oct-07

DuquedeCaxias-RJ

100%

191

16,346

Tenda

Fit Nova Vida-Taboao

Sep-11

Oct-08

TaboãodaSerra-SP

100%

137

7,271

Tenda

Residencial Vila Olimpia Life

Sep-11

Dec-07

FeiradeSantana-BA

100%

160

27,821

Tenda

TOTAL TENDA

 

 

 

 

10,668

851,875

 

 

 

 

 

 

 

 

Alphaville

Litoral Norte II

Jan-11

Sep-08

Salvador-BA

64%

251

27,790

Alphaville

Terras Alpha Foz do Iguaçú

Mar-11

Dec-09

Fozdoiguaçú-PR

74%

292

18,624

Alphaville

Nova Esplanada (SP)

May-11

Dec-08

Votorantim-SP

31%

196

39,749

Alphaville

Mossoró (RN)

Jun-11

Dec-08

Mossoró-RN

70%

405

22,804

Alphaville

AlphaVille Manaus II

Sep-11

jun/08

Manaus-AM

63%

236

34,841

Alphaville

Reserva Burle Max

Sep-11

May-10

Sant. deParnaíba-SP

100%

2

4,807

Alphaville

TOTAL ALPHAVILLE

 

 

 

 

1,382

148,616

Total

 

 

 

 

 

16,227

2,369,878

 

32 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Land Bank

The Company’s land bank of approximately R$ 21.1 billion is composed of 204 different projects in 19 states, equivalent to approximately one hundred thousand units. In line with our strategy, 39.5% of our land bank was acquired through swaps – which require no cash obligations.

During 3Q11 we recorded a gross increase of R$ 2.68 billion in land bank, reflecting acquisitions that offset the R$1.00 billion launches in the quarter. Regarding the breakdown of the acquisitions by brand: Gafisa accounted 43% of the new additions, Alphaville 30% and Tenda the remaining 28%. As to cash transactions, which represented 35% of the total, our strategy was focused in areas of high liquidity and profitability, such as the acquisition of the last module of Ceramica, located in Sao Caetano.

The table below shows a detailed breakdown of our current land bank:

 

 

 

PSV - R$ million
(%co)

%Swap
Total

%Swap
Units

%Swap
Financial

Potential units
(%Gafisa)

Gafisa

≤ R$500K

5,389,347

36.8%

33.9%

2.9%

16,591

 

> R$500K

3,845,955

47.5%

43.6%

3.9%

4,716

 

Total

9,235,303

42.0%

38.6%

3.4%

21,307

             

Alphaville

≤ R$100K;

781,350

93.1%

0.0%

93.1%

8,067

 

> R$100K; ≤ R$500K

5,563,486

98%

0.0%

97.2%

23,877

 

> R$500K

57,057

100.0%

0.0%

99.8%

90

 

Total

6,401,893

98.0%

0.0%

97.4%

32,035

 

 

 

 

 

 

 

Tenda

MCMV

3,786,586

22.9%

14.9%

8.1%

38,015

 

N_MCMV

1,672,260

48.0%

48.0%

0.0%

8,668

 

Total

5,458,846

33.1%

28.4%

4.8%

46,683

 

 

 

 

 

 

 

Overall

 

21,096,042

39.5%

35.4%

4.0%

100,025

 

 

 

Table 11 – Number of sites of projects under construction

Number of Sites

Gafisa

59

AlphaVille

56

Tenda

89

Total

204

 

 

Table 12 - Landbank changes (based on PSV)

 

Landbank (R$ million)

Gafisa

Alphaville

Tenda

Total

Landbank (BoP)

8.147

5.763

4.502

18.412

Net Acquisitions (3Q11)

1.329

925

861

3.115

Cancellations

0

0

(55)

(55)

Price Adj.

412

64

199

675

Launches (3Q11)

(653)

(350)

(50)

(1.052)

Landbank - EoP (3Q11)

9.235

6.402

5.459

21.096

 

33 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

3Q11 - Revenues

On a consolidated basis, revenues for 3Q11 totaled R$ 1.0 billion from R$ 957 million in 3Q10, with Tenda contributing 33% of consolidated revenues.

This quarter, 36% of Tenda revenue came from projects from and prior to 2008, compared to 47% in 2Q11. We should see this consistently decreasing in the coming quarters due to the delivery of Tenda legacy units. The negative sales from 2008 units were due to Tenda’s effort to cancel sales from customers with low credit scores. These negative sales, which occurred at the end of the quarter, should be re-sold in 4Q11.

The table below presents detailed information about pre-sales and recognized revenues by launch year:

Table 13 - Sales vs. Recognized revenues (R$ 000)

 

 

3Q11

3Q10

 

 

Sales

Stake

Revenues

Stake

Sales

Stake

Revenues

Stake

Gafisa

2011 Launches

794,701

84%

81,707

12%

-

0%

-

0%

 

2010 Launches

55,619

6%

256,264

38%

487,694

72%

65,698

11%

 

2009 Launches

27,406

3%

124,777

19%

62,334

9%

147,584

24%

 

≤ 2008 Launches

69,435

7%

210,962

31%

130,652

19%

392,076

65%

 

Total Gafisa

947,160

100%

673,709

100%

680,680

100%

605,358

100%

 

 

               

Tenda

2011 Launches

58,062

60%

14,729

4%

-

0%

-

0%

 

2010 Launches

37,829

39%

124,006

37%

258,414

76%

0

0%

 

2009 Launches

6,553

7%

74,184

22%

25,053

7%

0

0%

 

≤ 2008 Launches

-4,954

-5%

118,863

36%

54,334

16%

0

0%

 

Total Tenda

97,490

100%

331,782

100%

337,800

100%

351,838

0%

 

 

               

Total

 

1,044,651

 

1,005,501

 

1,018,480

 

957,197

 

 

 3Q11 - Gross Profits

On a consolidated basis, gross profit for 3Q11 totaled R$ 296.9 million, an increase of 7.6% over 3Q10. The gross margin for the quarter reached 29.5% (33.4% w/o capitalized interest).

Table 14 – Capitalized Interest

 

 

 

(R$ million) Consolidated

3Q11

2Q11

3Q10

Opening balance

154.964

150.817

101.897

Capitalized interest

61.633

62.264

47.105

Interest capitalized to COGS

(39.103)

(58.117)

(33.680)

Closing balance

177.494

154.964

115.323

34 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

3Q11 - Selling, General, and Administrative Expenses (SG&A)

In the third quarter, SG&A expenses totaled R$ 128.0 million. SG&A increased 13%, from R$ 113.2 million in  3Q10 and 5% fromR$122.4 million in 2Q11. When compared to 3Q10, the G&A ratio improved in relation to net revenues. Selling expenses/Net revenue increased primarily due to higher selling expenses with the launch and sales volume in the quarter.

Table 15 - Sales and G&A Expenses

 

 

 

 

 

(R$'000) Consolidated

3Q11

2Q11

QoQ

3Q10

YoY

Selling expenses

68,298

61,970

10%

53,887

27%

G&A expenses

59,711

60,389

-1%

59,317

1%

SG&A

128,009

122,359

5%

113,204

13%

Selling expenses / Launches

6.5%

4.5%

200bps

4.4%

214bps

G&A expenses / Launches

5.7%

4.4%

130bps

4.8%

88bps

SG&A / Launches

12.2%

8.9%

331bps

9.2%

302bps

Selling expenses / Sales

6.5%

5.4%

113bps

5.3%

125bps

G&A expenses / Sales

5.7%

5.3%

45bps

5.8%

-11bps

SG&A / Sales

12.3%

10.7%

159bps

11.1%

114bps

Selling expenses / Net revenue

6.8%

6.0%

84bps

5.6%

116bps

G&A expenses / Net revenue

5.9%

5.8%

14bps

6.2%

-26bps

SG&A / Net revenue

12.7%

11.8%

98bps

11.8%

90bps

3Q11 - Other Operating Results

In 3Q11, our results reflected a negative impact of R$10.4 million, compared to R$2.2 million in 3Q10, primarily due to a higher level of contingency provisions in the quarter. These included an R$ 20.7 million contingency mainly at Tenda, related to delayed delivery of units from legacy Tenda projects and labor contingency mainly related to outsourced tasks, where we continued taking a conservative stance by making this provision.

3Q11 - Adjusted EBITDA

Adjusted EBITDA for 3Q11 totaled R$ 202.2 million, 2.5% higher than the R$ 197 million for 3Q10, with a consolidated adjusted margin of 20.1%, compared to 20.6% in 3Q10. In 9M11, EBITDA margin reached 16.1%, at the low-end of the previously stated guidance of 16%-20% for the year. For more detailed information about EBITDA margin guidance, please refer to “Outlook” section, on page 21.

We adjusted our EBITDA for expenses associated with stock option plans, as it is a non-cash expense.

Table 16 - Adjusted EBITDA

 

 

 

 

 

(R$'000) Consolidated

3Q11

2Q11

QoQ

3Q10

YoY

Net Profit

46,218

25,112

84%

116,600

-60%

(+) Financial result

58.123

28.866

101%

20,015

190%

(+) Income taxes

23,815

1,443

1,550%

10,483

127%

(+) Depreciation and Amortization

21,854

22,753

-4%

8,305

163%

(+) Capitalized Interest Expenses

39,103

58,117

-33%

33,680

16%

(+) Minority shareholders and non-recurring expenses

8,463

9,737

-13%

5,126

65%

(+) Stock option plan expenses

4,645

4,781

-3%

3,075

51%

Adjusted EBITDA

202,221

150,809

34.1%

197,285

2.5%

Net Revenue

1,005,482

1,041,344

-3%

957,196

5%

Adjusted EBITDA margin

20.1%

14.5%

563bps

20.6%

-50bps

 

35 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

3Q11 - Depreciation and Amortization

Depreciation and amortization in 3Q11 was R$ 21.8 million, an increase of R$ 13 million when compared to the R$ 8.3 million recorded in 3Q10, mainly due to higher showroom depreciation.

3Q11 – Financial Results

Net financial expenses totaled R$ 58.1 million in 3Q11, compared to net financial expenses of R$ 20.0 million in 3Q10. Additionally, this quarter we capitalized R$ 61 million, compared to R$ 47  million in 3Q10, mainly due to higher project finance debt, reflecting leveraging activity, and capitalization of some short term land investments.  Net financial expenses when compared to the R$ 28.9 million from 2Q11, the difference is mainly due to the expenses related to the securitization.

 

3Q11 - Taxes

Income taxes, social contribution and deferred taxes for 3Q11 amounted to R$ 23.8 million, compared to R$ 10.5 million in 3Q10. In the future, and assuming normalized margins, we continue to expect income tax to represent approximately 2% of net revenue.

 

3Q11 - Adjusted Net Income

Net income in 3Q11 was R$ 46.2 million compared to R$ 121.7 million in the 3Q10, representing a decrease of 60.4%. However, net income on an adjusted basis (before deduction of expenses related to minority shareholders and stock options), reached R$ 59.3 million, with an adjusted net margin of 5.9%. When compared to 2Q11 adjusted net income increased 50%, mainly due to better mix and a positive impact from the INCC.

 

3Q11 - Earnings per Share

Earnings per share was R$ 0.11 in the 3Q11 compared to R$ 0.27 in 3Q10, a 60.4% decrease, and R$0.06 in 2Q11. Shares outstanding at the end of the period were 431.5 million (ex. Treasury shares) compared to  429.3 million in 3Q10.

Backlog of Revenues and Results

The backlog of results to be recognized under the PoC method reached R$ 1.74 billion in 3Q11, 32,9% higher than the R$1.31 billion in the 3Q10. The consolidated margin for the quarter was 38.4%, higher than the 38,2% in 3Q10 and 195 bps higher than 2Q11, mainly reflecting the fact that recent projects are having a greater impact on the company’s results to be recognized while the impact of our older-lower margin projects are beginning to diminish.

Another positive impact came from the National Construction Cost Index (INCC) that increased over 2% in the period, reflecting inflation from May to July, since contracted unit prices are adjusted based on INCC of the second prior month.

The table below shows our revenues, costs and results to be recognized, as well as the expected margin:

36 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Table 17 - Results to be recognized (REF)

(R$ million)

3Q11

2Q11

QoQ

3Q10

YoY

Revenues to be recognized

4,526

4,277

5.8%

3,429

32.0%

Costs to be recognized

(2,786)

(2,716)

2.6%

(2,120)

31.4%

Results to be recognized (REF)

1,740

1,561

11.5%

1,309

32.9%

REF margin

38.4%

36.5%

195 bps

38.2%

27 bps

Note: Revenues to be recognized are net of PIS/Cofins (3.65%); excludes the AVP method introduced by Law nº 11,638

37 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Balance Sheet

Cash and Cash Equivalents

On September 30, 2011, cash and cash equivalents reached R$ 912.4 million. We see our cash position as sufficient to execute our development plans, and we see no need to increase this current level. Assuming this scenario, the expected positive cash flow generation in the coming quarters should contribute to reduce gross debt.

 

Accounts Receivable

At the end of 3Q11, total accounts receivable increased by 21% to R$ 10.6 billion, from R$ 8.7 billion in 3Q10. Sequentially, accounts receivable increased 3% from R$ 10.3 billion in 2Q11.

Table 18 - Total receivables

 

 

 

 

 

(R$ million) Consolidated

3Q11

2Q11

QoQ

3Q10

YoY

Receivables from developments - ST

3,104,620

2,738,354

13%

1,742,124

78%

Receivables from developments - LT

1,593,136

1,700,303

-6%

1,816,753

-12%

Receivables from PoC - ST

4,002,212

3,653,708

10%

2,727,930

47%

Receivables from PoC - LT

1,867,969

2,171,302

-14%

2,411,276

-23%

Total

10,567,937

10,263,667

3%

8,698,083

21%

Notes: ST – Short term | LT- Long term | PoC – Percentage of Completion Method

Receivables from developments: accounts receivable not yet recognized according to PoC and BRGAAP

Receivables from PoC: accounts receivable already recognized according do PoC and BRGAAP

 

 

38 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Inventory (Properties for Sale)

Inventory at market value totaled R$ 3.5 billion in 3Q11, an increase of 19% when compared to the R$ 2.9 billion registered in 3Q10. On a consolidated basis, our inventory is at a level of 9.6 months of sales based on LTM sales figures.

Table 19 – Inventories Status  

(R$000) Consolidated

3Q11

2Q11

QoQ

3Q10

YoY

Land

1,173,105

1,044,269

12.3%

750,771

56.3%

Units under construction

1,035,090

997,409

3.8%

873,672

18.5%

Completed units

339,183

293,073

15.7%

211,472

60.4%

Total

2,547,378

2,334,751

9.1%

1,835,915

38.8%

 

 

 

 

 

 

Table 20 - Inventories at Market Value by launch year

PSV - (R$000) Consolidated

3Q11

2Q11

QoQ

3Q10

YoY

2011 launches

1,123,866

940,204

20%

0

0%

2010 launches

1,089,745

1,146,599

-5%

1,207,842

-10%

2009 launches

269,991

298,655

-10%

264,603

2%

2008 and earlier launches

999,127

1,013,135

-1%

1,464,885

-32%

Total (PSV)

3,482,730

3,398,593

2%

2,937,330

19%

 

 

 

                 

Finished units of inventory at market value represented 12% by the end of the quarter, or stable compared to the 2Q11 figures, mainly due to Gafisa’s finished units sold in the quarter which more than compensated the completion of unsold units. We continue to focus on reducing finished inventory primarily concentrated under Gafisa brand which represents 64% of the total of finished inventory.

At the end of 3Q11, 48.2% of the total inventory reflected units where construction is up to 30% complete.

Table 21 - Inventories per completion status  

Company

Not started

Up to 30% constructed

30% to 70% constructed

More than 70% constructed

Finished units

Total 3Q11

Gafisa¹

628,671

501,701

399,737

637,391

342,794

2,510,293

Tenda

157,456

391,803

151,895

176,512

94,771

972,436

Total

786,126

893,503

551,632

813,903

437,564

3,482,730

Note: Including Alphaville

 

 

39 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Liquidity

As of September 30, 2011, Gafisa had a cash position of R$ 912 million. On the same date, Gafisa’s debt and obligations to investors totaled R$ 3.86 billion, resulting in a net debt and obligations of R$ 2.9 billion. The net debt and investor obligations to equity and minorities ratio was 75.3% compared to 75.1% in 2Q11, due to the R$ 56 million cash burn in the second quarter. Excluding Project Finance, this net debt/equity ratio reached 28.6%, a comfortable leverage level with a competitive cost that is equivalent to the Selic rate.

Our 3Q11 cash burn was mainly explained by the R$ 685 million in expenditures in construction and development payments and R$ 120 million in land acquisition payments, partially offset by increasing cash inflow (expected to continue increasing in 4Q11) and also due to the true securitization that we did by the end of the quarter, containing both receivables that are due and receivables that will come due within the next six months (which are considered by the investor to be equivalent to performed receivables, since there is no longer execution risk, resulting in a definitive sale).

During 4Q11 we expect cash burn to continue to diminish, following expected positive cash flow generation. With the expected positive cash flow for 4Q11, we should be able to deleverage the Company, which together with a greater use of the blue print mortgage–which requires almost no working capital – for Tenda’s MCMV units, should contribute to our ability to reduce current leverage and keep it at a comfortable level going forward. On page 24, we also highlighted our current debt covenants ratio, showing a comfortable position by the end of the quarter.

Project finance now represents 47% of total debt. Currently we have access to a total of R$ 4.3 billion in construction finance lines of credit provided by all of the major banks in Brazil. At this time we have R$ 1.6 billion in signed contracts and R$ 1.3 billion of contracts in process, giving us additional availability of R$ 1.4 billion.

We also have additional receivables (from units already delivered) of over R$ 500 million available for securitization. The following tables provide information on our debt position.

Table 22 - Indebtedness and Investor obligations

 

 

Type of obligation (R$000)

3Q11

2Q11

QoQ

3Q10

YoY

Debentures - FGTS (project finance)

1,246,413

1,212,557

2.79%

1,238,486

0.64%

Debentures - Working Capital

700,596

677,257

3.45%

527,482

32.82%

Project financing (SFH)

598,712

735,358

-18.58%

607,685

-1.48%

Working capital

849,406

963,956

-11.88%

553,490

53.46%

Total consolidated debt

3,398,729

3,593,188

-5.41%

2,927,143

16.11%

Consolidated cash and availabilities

912,359

1,163,080

-21.56%

1,231,143

-25.89%

Investor Obligations

460,000

460,000

0.00%

380,000

21.05%

Net debt and investor obligations

2,946,370

2,890,108

1.95%

2,076,000

41.93%

Equity + Minority Shareholders

3,912,587

3,850,343

1.62%

3,731,570

4.85%

(Net debt + Obligations) / (Equity + Noncontrolling interests)

75%

75%

24bps

55%

1967bps

(Net debt + Ob.) / (Eq + Min.) - Exc. Project Finance (SFH + FGTS Deb.)

28%

24%

368bps

6%

2199bps

           

Table 23 - Debt maturity

 

 

 

 

 

(R$ million)

Average Cost (p.a.)

Total

Until Jun/12

Until June/13

Until June/14

Until June/15

After June/15

Debentures - FGTS (project finance)

TR + (8.22% - 10.20%)

1,246,412

49,469

448,589

598,589

149,765

-

Debentures - Working Capital

CDI + (0.72% - 1.95%)

700,596

156,866

123,779

120,845

143,394

155,712

Project Financing (SFH)

TR + (8.30% - 12.68%)

598,713

380,679

176,470

31,797

9,767

-

Working Capital

CDI + (1.30% - 2.2%)

849,406

93,016

183,435

303,505

140,497

128,953

Total consolidated debt

12.51%

3,398,729

682,304

933,601

1,054,736

443,423

284,665

Investors Obligations  

CDI

460,000

148,000

145,000

144,000

12,000

11,000

Total consolidated debt

 

3,858,729

830,304

1,078,601

1,198,736

455,423

295,665

% Total

 

 

22%

28%

31%

12%

8%

                         

40 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

                                                                     

Outlook vs. Actual

In 9M11 Gafisa achieved 56% of the mid-range of launch guidance of between R$ 5.0 billion and R$ 5.6 billion for the full year. Due to this fact, and also the assumption of a more conservative approach (focusing on long term profitability and cash flow generation) we decided to reduce the full year launch guidance range by 30%, to between R$3.5 billion and R$4.0 billion from between R$5.0 billion and R$5.6 billion.

Table 24 – Guidance Launches 2011

 

Previous Guidance 2011

YTD

%

 

New guidance 2011

YTD

%

Min

5,000

 

59%

Min

3,500

 

84%

Mid

5,300

2,945

56%

Mid

3,750

2,945

79%

Max

5,600

 

53%

Max

4,000

 

74%

 

With regard to profitability, we are currently at a 16.1% EBITDA margin for the first nine months of the year, which is at the lower-end of the range of our expectations for the full year guidance of between 16% and 20%.  Since the first half, our EBITDA margin improved primarily due to higher contribution of more profitable projects, compared to the results for 1H11.

 

Table 25 – Guidance EBITDA Margin (%)  

EBITDA Margin (%)

 

Guidance 2011

YTD (%)

%

Gafisa (Consolidated)

Min

16%

 

-10 bps

 

Mid

18%

16.1%

190 bps

 

Max

20%

 

390 bps

 

These changes lead to an expectation for positive operating cash flow for 2012 that should bring the Net Debt/Equity ratio down to below 60% over the next quarters.

Table 26 - Net Debt / Equity (%)

 

 

Guidance

YTD (%)

%

Gafisa (Consolidated)

Max

< 60,0%

75.3%

-1550 bps

 

41 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Detailed Information to Support Gafisa’s Expected Improvement

The following information is being provided this quarter to support our expectations for achieving the operational and financial performance guided.

Positive Cash Flow:

Since 3Q10, when the cash burn rate reached its peak of R$ 453 million for the quarter, it has declined sequentially to the R$ 56 million reported in 3Q11. We are considering the securitization in this calculation, as the traded receivables were sold without joint liability for both those that were due and those scheduled to be delivered within 6 months (thus eliminating execution risk).

 


Additionally, we are seeing healthy, continuous improvement in cash inflow.. In 3Q11 cash inflow reached R$ 946 million, or 74% higher than 3Q10, as a consequence of higher number of units being delivered. Cash inflow is expected to accelerate further in the last quarter.

 

 

 

 

 

Based on all the information above, we expect a net debt/equity of 60% by the end of next year, reflecting the positive impact from the upcoming delivery of units expected for the fourth quarter.

 

 

42 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Margin Expansion:

 

In 3Q11, 39.8% of the Net Revenues came from projects from and prior to 2008. Crucial to our expectation of important improvement in terms of margin expansion going forward is the fact that the recognition from projects < 2008 should quickly diminish and be replaced by increasing recognition of projects from 2H10 and 2011, with average gross margin in the range of 35%-41%, compared to 16,9% from 2008.

 

Table 28 – Margin by launch year (9M11)

Consolidated (R$ Million)

R$ Net Revenue

%

Cogs w/o captalized interest

Gross Profit

Gross Margin (%)

2011 Launches

206,351

7.2%

(124,166)

85,957

41.7%

2010 Launches

910,623

32.0%

(581,090)

346,091

38.0%

2009 Launches

595,832

20.9%

(404,083)

210,858

35.4%

2008 < Launches

1,134,384

39.8%

(1,037,286)

192,061

16.9%

Total

2,847,190

100.0%

(2,146,626)

834,966

29.3%

 

43 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Covenants ratios

Table 29 - Debenture covenants - 7th emission / 8th  

 

 

 

3Q11

2Q11

(Total receivables + Finished units) / (Total debt - Cash - project debt) >2 or <0

17.0x

21.9x

(Total debt - SFH debt - Cash) / Equity ≤ 75%

16.4%

12.5%

EBIT / |net financial result| >1,3

3.12

4.94

 

 

 

Maturity (in R$ million)

7th issuance

8th issuance

 

2013

300 

-

 

2014

300

144

 

After 2015

156

 

 

600

300

 

 

 

 

Table 30 - Debenture covenants - 5th emission (R$ 250 million)

 

 

 

3Q11

2Q11

(Total debt - SFH debt - Cash) / Equity ≤ 75%

49.3%

44.0%

(Total receivables + Finished units) / (Total debt - Cash) ≥ 2.2x

4.4x  

4.3x

1) Covenant status on December 31, 2009

 

 

 Table 31 - Selected financials for covenant calculation

 

 

 

3Q11

2Q11

Total debt

3,398,729

3,593,188

Project debt

1,246,413

1,212,557

SFH debt

598,712

735,358

Cash and availabilities

912,359

1,163,080

Total receivables

10,567,937

10,263,667

Receivables - PoC

5,870,181

5,825,010

Receivables - results to be recognized

4,697,756

4,438,657

Finished units

339,183

293,000

Equity + Minorities, excl. FIDC

3,912,587

3,850,343

Equity

3,825,831

3,772,058

Minority shareholders (excluding FIDC)

86,756

78,285

             

 

 

44 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Glossary

 

Affordable Entry Level

Residential units targeted to the mid-low and low income segments with prices below R$200 thousand per unit.

Backlog of Results

As a result of the Percentage of Completion Method of recognizing revenues, we recognize revenues and expenses over a multi-year period for each residential unit we sell. Our backlog of results represents revenues minus costs that will be incurred in future periods from past sales.

Backlog of Revenues

As a result of the Percentage of Completion Method of recognizing revenues, we recognize revenues over a multi-year period for each residential unit we sell. Our backlog represents revenues that will be incurred in future periods from past sales.

Backlog Margin

Equals to “Backlog of Results” divided “Backlog of Revenues” to be recognized in future periods.

Land Bank

Land that Gafisa holds for future development paid either in Cash or through swap agreements. Each decision to acquire land is analyzed by our investment committee and approved by our Board of Directors.

LOT (Urbanized Lots)

Land subdivisions, or lots, with prices ranging from R$ 150 to R$ 600 per square meter

PoC Method

Under Brazilian GAAP, real estate development revenues, costs and related expenses are recognized using the percentage-of-completion (“PoC”) method of accounting by measuring progress towards completion in terms of actual costs incurred versus total budgeted expenditures for each stage of a development.

Pre-sales

Contracted pre-sales are the aggregate amount of sales resulting from all agreements for the sale of units entered into during a certain period, including new units and units in inventory. Contracted pre-sales will be recorded as revenue as construction progresses (PoC method). There is no definition of "contracted pre-sales'' under Brazilian GAAP.

PSV

Potential Sales Value.

SFH Funds

Funds from SFH are originated from the Governance Severance Indemnity Fund for Employees (FGTS) and from savings accounts deposits. Banks are required to invest 65% of the total savings accounts balance in the housing sector, either to final customers or developers, at lower interest rates than the private market.

45 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Swap Agreements

A system in which we grant the land-owner a certain number of units to be built on the land or a percentage of the proceeds from the sale of units in such development in exchange for the land. By acquiring land through this system, we intend to reduce our cash requirements and increase our returns.

 

 

About Gafisa

Gafisa is a leading diversified national homebuilder serving all demographic segments of the Brazilian market. Established over 57 years ago, we have completed and sold more than 1,000 developments and built more than 12 million square meters of housing only under Gafisa’s brand, more than any other residential development company in Brazil. Recognized as one of the foremost professionally managed homebuilders, "Gafisa" is also one of the most respected and best-known brands in the real estate market, recognized among potential homebuyers, brokers, lenders, landowners, competitors, and investors for its quality, consistency, and professionalism. Our pre-eminent brands include Tenda, serving the affordable/entry level housing segment, and Gafisa and AlphaVille, which offer a variety of residential options to the mid to higher-income segments. Gafisa S.A. is traded on the Novo Mercado of the BM&FBOVESPA (BOVESPA:GFSA3) and on the New York Stock Exchange (NYSE:GFA).

 

Investor Relations

Luciana Doria Wilson

Phone: +55 11 3025-9297 /

9242 / 9305

Email: ri@gafisa.com.br 

Website: www.gafisa.com.br/ir 

Media Relations (Brazil)

Débora Mari

Máquina da Notícia Comunicação Integrada

Phone: +55 11 3147-7412

Fax: +55 11 3147-7900

E-mail: debora.mari@maquina.inf.br

 


This release contains forward-looking statements relating to the prospects of the business, estimates for operating and financial results, and those related to growth prospects of Gafisa. These are merely projections and, as such, are based exclusively on the expectations of management concerning the future of the business and its continued access to capital to fund the Company’s business plan. Such forward-looking statements depend, substantially, on changes in market conditions, government regulations, competitive pressures, the performance of the Brazilian economy and the industry, among other factors; therefore, they are subject to change without prior notice.

 

The third quarter financial statements were prepared and are being presented in accordance with the accounting practices adopted in Brazil (“Brazilian GAAP”), required for the years ended December 31, 2009. Therefore, they do not consider the early adoption of the technical pronouncements issued by CPC in 2009, approved by the Federal Accounting Council (“CFC”), required beginning on January 1, 2010. On November 10, 2009 the CVM, issued the deliberation nº 603 changed by deliberation nº 626, which provides the option for listed Companies to present 2010 quarterly information based on accounting practices in force at December 31, 2009.

 

 

 

46 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 


The following table displays projects launched during 9M11:

Table 32 - Projects launched

     

Project

Launch Date

Local

% co

Units
(%co)

PSV
(%co)

% sales
30/set/11

Sales
30/set/11

Gafisa

YTD

 

 

4,467

1,816,073

61%

1,116,614

Avant Garde

Mar

Santos - SP

100%

168

112,943

95%

107,263

Comercial ICON

Mar

São Gonçalo - RJ

100%

448

70,523

30%

21,240

Alegria - Fase 4

Mar

Guarulhos - SP

100%

139

44,836

87%

39,115

Smart Vila Mascote – Lacedemonia

May

São Paulo - SP

100%

156

66,596

74%

49,134

Alegria - Fase 5

May

Guarulhos - SP

100%

139

47,674

63%

30,041

Prime F2

May

São Luis - MA

50%

74

14,708

31%

4,603

IGLOO

Jun

São Paulo - SP

30%

27

10,382

90%

9,392

Smart Maracá

Jun

São Paulo - SP

100%

156

60,919

99%

60,133

Royal - Vila Nova São José QC1

Jun

SJ dos Campos - SP

100%

68

41,789

17%

7,133

Vision Anália Franco

Jun

São Paulo - SP

100%

200

84,904

55%

46,474

Station Parada Inglesa

Jun

São Paulo - SP

100%

173

77,662

87%

67,484

Target - Comercial Capenha

Jun

Rio de Janeiro - RJ

60%

549

55,243

52%

28,521

Network Business Tower F1 e F2

Jun

São Caetano - SP

100%

855

311,749

96%

299,497

Mundi -– Resid. Ceramica F 1

Jun

São Caetano - SP

100%

192

163,633

31%

50,911

Riservatto

Jul

Osasco - SP

100%

174

137,180

53%

73,171

Americas Avenue Consolidado

Aug

Rio de Janeiro - RJ

100%

696

364,109

40%

147,122

Cancelamento Allegro F1

Aug

Natal - RN

85%

-144

-27,062

6%

(1,610)

Golden Office

Sep

Jundiai - SP

100%

349

110,597

47%

51,760

Alphaville Barra da Tijuca

Sep

Rio de Janeiro - RJ

65%

49

67,687

37%

25,231

AUSA

YTD

 

 

2,357

627,598

71%

447,947

Alphaville Pernambuco

Mar

Duas Unas - PE

83%

457

119,654

71%

85,158

Alphaville Campo Grande

Mar

Campo Grande - MT

66%

391

62,260

91%

56,454

Terras Alpha Resende - F1

Jun

Resende - RJ

77%

325

49,204

85%

41,893

Terras Alpha Maricá Sta Rita - F1

Jun

Maricá - RJ

48%

296

46,363

62%

28,832

São José dos Campos F1 + F2

Sep

SJ dos Campos - SP

57%

574

271,180

80%

218,099

Petrolina F2

Sep

Petrolina - PE

76%

286

41,499

10%

4,224

Barra da Tijuca

Sep

Rio de Janeiro - RJ

35%

26

37,437

35%

13,287

Tenda

YTD

 

 

3,847

500,917

52%

262,924

Parque Lumiere

Jan

São Paulo - SP

100%

100

11,220

100%

11,172

Araçagy F3

Jan

Paço do Lumiar - MA

50%

186

24,865

98%

24,320

Parma Life

Jan

Belo Horizonte - MG

100%

60

8,884

109%

9,709

Parque Arvoredo F3

Mar

Curitiba - PR

100%

210

46,378

71%

32,948

Piemonte

Mar

Santa Luzia - MG

100%

94

11,042

56%

6,227

Lopes Trovão

Apr

Canoas - RS

100%

188

38,938

32%

12,388

Montes Claros

May

Belo Horizonte - MG

100%

300

30,602

35%

10,862

Cheverny F2

May

Goiânia - GO

100%

96

13,638

49%

6,688

Cheverny F3

May

Goiânia - GO

100%

96

13,638

41%

5,566

Vale Verde Cotia - Fase 7

May

Cotia - SP

100%

80

9,200

91%

8,374

Porto Fino

Jun

Santa Luzia - MG

100%

224

25,228

47%

11,913

Vila das Flores

Jun

Salvador-BA

100%

460

50,273

20%

10,101

RESIDENCIAL ATENAS

Jun

Rio de Janeiro-RJ

100%

260

30,288

28%

8,436

Reserva dos Pássaros

Jun

Vespasiano-MG

100%

817

103,183

72%

74,734

Bosque dos Palmares

Jun

Nova Iguaçu -RJ

100%

352

34,454

19%

6,560

Vista Flamboyant F2

Aug

SJ dos Campos -SP

100%

132

20,069

90%

18,082

Cheverny F4 + F5

Sep

Goiânia - GO

100%

192

29,016

17%

4,844

 Total 9M11 (Gafisa + Tenda + Alphaville)

 10,671 

2,944,589  

 62% 

1,827,484  

               

47 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

The following table illustrates the financial completion of the construction in progress and the related revenue recognized (R$000) during the second quarter ended on September 30, 2011.

Tabela 33. Status of the financial completion of the construction in progress

 

Company

Project

Construction status

% Sold

Revenues recognized (R$000)

 

 

3Q11

2Q11

3Q11

2Q11

3Q11

2Q11

Gafisa

Alphaville Barra da Tijuca

100%

98%

83%

100%

28,085

3,639

Gafisa

Reserva Ecoville

73%

72%

76%

72%

18,350

7,704

Gafisa

Vision Brooklin

77%

68%

100%

100%

14,864

14,330

Gafisa

Vistta Santana

91%

85%

98%

97%

13,313

11,814

Gafisa

Mansão Imperial - Fase 2b

93%

84%

88%

75%

13,268

10,146

Gafisa

PA 11 - Reserva Ibiapaba F2

78%

63%

100%

100%

12,802

11,542

Gafisa

Vistta Laguna

31%

14%

82%

71%

12,769

5,313

Gafisa

Alegria F1

100%

92%

98%

94%

11,879

11,888

Gafisa

Pateo Mondrian

61%

50%

85%

83%

10,505

5,997

Gafisa

Central Life F1

31%

21%

100%

99%

10,302

(587)

Gafisa

Grand Valley Niteroi - F1

99%

92%

93%

91%

9,579

5,210

Gafisa

Nova Petropolis SBC - F1

100%

100%

98%

93%

8,893

13,822

Gafisa

London Ville

47%

39%

85%

76%

7,981

4,790

Gafisa

Acqua Residencial

100%

100%

88%

82%

7,849

5,741

Gafisa

Pq Barueri Cond - F1

100%

100%

88%

86%

7,454

14,008

Gafisa

Magno

80%

70%

100%

100%

7,421

4,256

Gafisa

Manhattan Residencial

76%

68%

52%

51%

7,273

7,501

Gafisa

Alegria - Fase2A

100%

90%

96%

91%

7,247

5,099

Gafisa

GrandValley Niteroi - F2

99%

92%

100%

88%

6,916

3,350

Gafisa

Manhattan Comercial

80%

63%

75%

70%

6,667

6,974

Gafisa

Station Parada Inglesa

26%

23%

88%

60%

6,664

10,181

Gafisa

Supremo Ipiranga

84%

75%

100%

100%

6,599

5,803

Gafisa

Mosaico

78%

67%

100%

100%

6,354

6,281

Gafisa

Mansão Imperial - F1

94%

86%

86%

85%

6,271

7,867

Gafisa

Paulista Corporate

92%

89%

100%

100%

6,098

10,741

Gafisa

Smart Vila Mariana

61%

50%

100%

100%

5,961

3,541

Gafisa

Global Offices

62%

44%

94%

95%

5,825

5,782

Gafisa

Others

 

 

 

 

230,663

310,385

Gafisa

 

 

 

 

 

497,849

549,239

Alphaville

Alphaville Teresina

66%

46%

100%

99%

18,197

14,723

Alphaville

AlphaVille Barra da Tijuca

100%

98%

83%

73%

15,704

1,921

Alphaville

Alphaville Ribeirão Preto F1

81%

67%

94%

93%

14,346

14,257

Alphaville

São José Dos Campos

6%

0%

78%

0%

13,234

-

Alphaville

AlphaVille Porto Alegre

63%

52%

87%

87%

11,921

14,671

Alphaville

Alphaville Campo Grande II

37%

18%

95%

95%

9,290

3,712

Alphaville

Terras Alpha Petrolina

65%

41%

97%

96%

8,752

9,092

Alphaville

Alphaville Brasília 2 Resid./Comercial

81%

62%

87%

87%

7,821

7,577

Alphaville

Others

 

 

 

 

76,595

90,852

Alphaville

 

 

 

 

 

175,860

156,805

Tenda

 

 

 

 

 

331,782

335,299

Total

 

 

 

 

 

1,005,491

1,041,343

                 

48 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Consolidated Income Statement

The Income Statement reflects the impact of IFRS adoption, also for 2010.

 

R$ 000

3Q11

2Q11

QoQ

3Q10

YoY

9M11

9M10

QoQ

Net Operating Revenue

1,005,490

1,041,344

-3.4%

957,196

5.0%

2,847,190

2,792,223

2.0%

Operating Costs

(708,614)

(822,424)

-13.8%

(681,275)

4.0%

(2,146,626)

(1,984,154)

8.2%

Gross profit

296,876

218,920

35.6%

275,921

7.6%

700,564

808,069

-13.3%

Operating Expenses

               

Selling Expenses

(68,298)

(61,970)

10.2%

(53,887)

26.7%

(181,773)

(166,321)

9.3%

General and Administrative Expenses

(59,711)

(60,389)

-1.1%

(59,317)

0.7%

(176,407)

(171,860)

2.6%

Other Operating Revenues / Expenses

(10,395)

(8,649)

20.2%

(2,187)

375.3%

(30,025)

(11,392)

163.6%

Depreciation and Amortization

(21,855)

(22,754)

-4.0%

(8,305)

163.2%

(56,974)

(27,324)

108.5%

Operating results

136,617

65,158

109.7%

152,207

-10.2%

255,385

431,172

-40.8%

                 

Financial Income

31,619

21,697

19.0%

36,417

-13.2%

77,980

101,275

-23.0%

Financial Expenses

(89,740)

(50,563)

66.0%

(56,432)

59.0%

(195,965)

(181,816)

7.8%

                 

Income Before Taxes on Income

78,496

36,292

116.3%

132,192

-40.6%

137,400

350,631

-60.8%

                 

Deferred Taxes

(5,858)

10,147

-157.7%

(823)

611.8%

10,592 

(27,649)

-138.3%

Income Tax and Social Contribution

(17,958)

(11,590)

54.9%

(9,661)

85.9%

(37,698)

(27,384)

37.7%

                 

Income After Taxes on Income

54,680

34,849

56.9%

121,708

-55.1%

110,294

295,598

-62.7%

                 

Minority Shareholders

(8,463)

(9,737)

-13.1%

(5,108)

65.7%

(25,259)

(16,911)

49.4%

 

               

Net Income

46,217

25,112

84.0%

116,600

-60.4%

85,035

278,687

-69.5%

 

49 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Consolidated Balance Sheet

 
 

3Q11

2Q11

QoQ

3Q10

YoY

Current Assets

         

Cash and cash equivalentes

912,359

1,163,080

-21.6%

1,231,143

-25.9%

Receivables from clientes

4,002,213

3,653,708

9.5%

2,727,930

46.7%

Properties for sale

2,130,661

1,988,093

7.2%

1,447,266

47.2%

Other accounts receivable

146,461

201,492

-27.3%

155,795

-6.0%

Deferred selling expenses

30,493

20,588

48.1%

38,028

-19.8%

Prepaid expenses

13,599

9,533

42.7%

16,423

-17.2%

 

7,235,786

7,036,494

2.8%

5,616,585

28.8%

Long-term Assets

         

Receivables from clientes

1,867,969

2,171,302

-14.0%

2,411,275

-22.5%

Properties for sale

416,717

346,658

20.2%

388,649

7.2%

Deferred taxes

353,212

353,445

-0.1%

367,788

-4.0%

Other

215,695

187,536

15.0%

252,324

-14.5%

 

2,853,593

3,058,941

-6.7%

3,420,036

-16.6%

Property, plant and equipment

74,939

81,135

-7,6%

63,825

17,4%

Intangible assets

219,490

215,624

1,8%

209,687

4,7%

 

294,429

296,759

-0.8%

273,512

7.6%

Total Assets

10,383,808

10,392,194

-0.1%

9,310,133

11.5%

Current Liabilities

         

Loans and financing

475,969

689,412

-31.0%

789,331

-39.7%

Debentures

206,336

153,788

34.2%

214,561

-3.8%

Obligations for purchase of land and advances from clients

469,642

526,560

-10.8%

460,470

2.0%

Materials and service suppliers

185,185

225,692

-17.9%

292,444

-36.7%

Taxes and contributions

291,649

294,716

-1.0%

234,394

24.4%

Taxes, payroll charges and profit sharing

75,140

66,772

12.5%

69,594

8.0%

Provision for contingencies

27,770

21,598

28.6%

8,001

247.1%

Dividends

102,767

102,767

0.0%

52,287

96.5%

Obligation for investors

148,000

143,000

3.5%

0

 

Other

180,055

90,339

99.3%

171,417

5.0%

 

2,162,513

2,314,644

-6.6%

2,292,499

-5.7%

Long-term Liabilities

         

Loans and financings

975,751

1,013,961

-3.8%

371,843

162.4%

Debentures

1,740,673

1,736,027

0.3%

1,551,407

12.2%

Obligations for purchase of land

194,654

183,619

6.0%

177,412

9.7%

Deferred taxes

401,071

395,440

1,4%

483,373

-17,0%

Provision for contingencies

123,950

126,811

-2,3%

126,327

-1,9%

Obligation for investors

312,000

317,000

-1,6%

380,000

-17,9%

Other

560,609

454,349

23,4%

195,702

186,5%

 

4,308,708

4,227,207

1.9%

3,286,064

31.1%

Shareholders' Equity

 

 

 

 

 

Capital

2,734,155

2,730,789

0.1%

2,729,187

0.2%

Treasury shares

-1,731

-1,731

0.0%

-1,731

0.0%

Capital reserves

267,159

262,970

1.6%

251,489

6.2%

Revenue reserves

741,212

741,212

0.0%

422,373

75.5%

Retained earnings/accumulated losses

85,036

38,818

119.1%

278,687

-69.5%

Non controlling interests

86,756

78,285

10.8%

51,565

68.2%

 

3,912,587

3,850,343

1.6%

3,731,570

4.9%

Liabilities and Shareholders' Equity

10,383,808

10,392,194

-0.1%

9,310,133

11.5%

50 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

Consolidated Cash Flows

  

 

 

3Q11

3Q10

Income Before Taxes on Income

2

137,401

132,192

Expenses (income) not affecting working capital

4

   

Depreciation and amortization

5

56,974

8,305

Expense on stock option plan

7

12,789

3,075

Unrealized interest and charges, net

9

117,130

62,805

Warranty provision

12

7,160

5,272

Provision for contingencies

13

34,672

15,462

Profit sharing provision

14

6,425

6,538

Allowance (reversal) for financial instruments

16

6,385

-

Allowance (reversal) for doubtful debts

 

(5,990)

 

Decrease (increase) in assets

18

 

-

Clients

19

(605,178)

(593,100)

Properties for sale

20

(314,861)

18,636

Other receivables

21

(33,718)

(61,342)

Deferred selling expenses and prepaid expenses

23

5,133

(17,436)

Decrease (increase) in liabilities

26

 

-

Obligations on land purchases and advances from customers

27

121,485

(4,279)

Taxes and contributions

28

45,160

83,933

Trade accounts payable

30

(5,276)

47,899

Salaries, payroll charges

32

 

(10,000)

Other accounts payable

33

(56,465)

(82,636)

Cash used in operating activities

38

(470,774)

)

(384,676)

Investing activities

40

   

Purchase of property and equipment and deferred charges

43

(60,597)

(11,008)

(Aplicação) resgate de títulos e valores mobiliários,

 

416,814

380,786

Cash used in investing activities

47

356,217

369,778

Financing activities

49

   

Capital increase

51

4,957

16,288

Follow on expenses

52

-

-

Capital reserve increase

53

-

40,722

Increase in loans and financing

57

708,729

272,118

Repayment of loans and financing

58

(876,601)

(456,951)

Assignment of credit receivables, net

59

373,600

19,785

Proceeds from subscription of redeemable equity interest in securitization fund

60

(10,405)

(4,000)

Cessão de Crédito Imobiliário - CCI

61

(37,698)

-

Impostos pagos

67

80,000

-

Net cash provided by financing activities

68

242,582

(112,038)

Net increase (decrease) in cash and cash equivalents

72

128,025

(126,936)

Cash and cash equivalents

75

   
 

76

   

At the beggining of the period

77

256,382

353,008

At the end of the period

78

384,407

226,072

 

79

   

Net increase (decrease) in cash and cash equivalents

80

128,025

(126,936)

       

 

 

 

 

51 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

1.   Operations 

 

Gafisa S.A. ("Gafisa" or "Company") is a publicly traded company with headquarters at Av. das Nações Unidas, 8501, 19º andar, in the City and State of São Paulo,  and started its commercial operations in 1997 with the objectives of: (a) promoting and managing all forms of real estate ventures on its own behalf or for third parties; (b) purchasing, selling and negotiating real estate properties in general, including provision of financing to real estate customers; (c) carrying out civil construction and providing civil engineering services; (d) developing and implementing marketing strategies related to its own or third party real estate ventures; and (e) investing in other companies, which have similar objectives as the Company's.

 

The Company forms jointly-controlled ventures (Special Purpose Entities - SPEs) and participates in consortia and condominiums with third parties as a means of meeting its objectives. The controlled entities substantially share the managerial and operating structures and the corporate, managerial and operating costs with the Company.

 

In May 2010, the Company approved the acquisition of the total amount of shares issued by Shertis Empreendimentos e Participações S.A., whose main asset comprises 20% of the capital of Alphaville Urbanismo S.A. (AUSA). The acquisition of shares has the purpose of ensuring the viability of the implementation of the Second Phase of the schedule for investment planned in the Investment Agreement and other Covenants, signed between the Company and Alphaville Participações S.A. (Alphapar) on October 2, 2006, thus increasing the interest of Gafisa in the capital of AUSA to 80%. As a result of the acquisition of shares, Shertis was converted into a wholly-owned subsidiary of Gafisa, with the issue of 9,797,792 new common shares to Alphapar, former shareholder of Shertis, thus resulting in a capital increase amounting to R$ 20,282 (Note 15.1).

 

 

2.   Presentation of interim information

 

The interim information was approved by the Board of Directors at the meeting held on November 10, 2011.

 

The interim individual financial information and the interim consolidated financial information were prepared in accordance with accounting practices adopted in Brazil that comprise the Technical Pronouncement of the Brazilian FASB (CPC) 21, and the IAS 34 – Interim Financial Reporting, which considers Guideline 04 issued by the CPC on the application of Technical Interpretation ICPC 02 to the Brazilian Real Estate Development Entities regarding revenue recognition, and respective costs and expenses arising from real estate development operations in reference to the state of completion (percentage of completion method), issued by the Brazilian FASB (CPC) and approved by the Brazilian Securities Commission (CVM) and the Brazilian National Association of State Boards of Accountancy (CFC), as well as for the presentation of this information in compliance with the rules issued by the CVM, applicable to the preparation of quarterly information (ITR).

52 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 


Certain matters related to the meaning and application of the continuous transfer of the risks, benefits and control over the real estate unit sales are under consideration by the International Financial Reporting Interpretation Committee (IFRIC). The results of this consideration may cause the Company to revise its accounting practices related to revenue recognition.


The accounting policies adopted in the preparation of interim individual and consolidated financial information of the Company were applied consistently with those adopted and disclosed in Note 2 to the financial statements for the year ended December 31, and, accordingly, shall be read together with this document.

 

2.1     Interim consolidated information

 

The Company’s quarterly consolidated information, which includes the financial statements of subsidiaries and the joint ventures indicated in Note 8, was prepared in compliance with the applicable consolidation practices and the legal provisions. Accordingly, intercompany balances, accounts, income and expenses, and unrealized earnings were eliminated. The jointly-controlled investees are consolidated in proportion to the interest held by the Company.

53 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

2.2     Interim consolidated information  

 

The Company carried out the proportionate consolidation of the financial statements of the jointly-controlled investees listed below, main information of which is the following:

Investees

% ownership interest

Current

Non Current

Equity

Net

Gross

Net operating

Net Financial

Income

Net income (loss)

Asset

Liability

Asset

Liability

 

Revenue

P&L

expenses

Income

and social contribution taxes

For the period

Gafisa SPE-46 Empreendimentos Imobiliários Ltda.

60%

11,749

(10,912)

77

19,168

3,570

1,017

681

(4)

628

(177)

1,127

Gafisa SPE-40 Empreendimentos Imobiliários Ltda.

50%

8,964

2,108

43

1,236

5,662

501

367

(12)

82

(18)

418

Dolce Vita Bella Vita SPE S/A

50%

5,695

1,525

-

326

3,844

24

17

-

23

(2)

38

Saíra Verde Empreendimentos Imobiliários Ltda.

70%

162

(454)

127

24

719

86

83

(1)

14

(4)

93

DV SPE S/A

50%

2,594

473

-

137

1,985

33

26

-

-

1

27

GAFISA SPE-48 S/A

80%

98,576

38,039

430

5,690

55,277

6,673

(8,938)

(299)

749

(465)

(8,954)

Gafisa e Ivo Rizzo SPE-47 Empreendimentos Imobiliários Ltda.

80%

36,823

8,347

431

12,748

16,159

(1)

(1)

(83)

1

15

(108)

Gafisa/Tiner Campo Belo I - Empreendimento Imobiliário SPE Ltda.

45%

3,614

146

-

58

3,411

358

250

(4)

31

(13)

265

Península I SPE S/A

50%

8,648

11,004

188

231

(2,399)

(120)

(136)

(44)

20

5

(156)

Península 2 SPE S/A

50%

11,286

10,997

66

2,945

(2,591)

710

310

-

38

(2,964)

(2,616)

Villaggio Panamby Trust S/A

50%

5,168

660

(80)

(7)

4,434

490

413

-

3

(181)

234

Gafisa SPE-44 Empreendimentos Imobiliários Ltda.

40%

3,438

589

921

30

3,740

-

-

(1)

-

-

(1)

Gafisa SPE-65 Empreendimentos Imobiliários Ltda.

80%

41,221

25,161

116

2,234

13,941

15,987

2,799

(430)

229

(899)

1,699

Gafisa SPE-71 Empreendimentos Imobiliários Ltda.

80%

47,919

26,314

778

8,013

14,371

14,255

3,698

(135)

4

(844)

2,722

Gafisa SPE-73 Empreendimentos Imobiliários Ltda.

80%

10,951

1,373

1,621

5,827

5,373

568

(39)

(1,551)

2

249

(2,030)

Gafisa SPE- 76 Empreendimentos Imobiliários Ltda.

50%

146

38

-

26

82

-

-

-

-

-

-

Gafisa SPE-79 Empreendimentos Imobiliários Ltda.

50%

44

564

169

-

(351)

-

-

(489)

-

6

(500)

Gafisa SPE-85 Empreendimentos Imobiliários Ltda.

80%

100,375

7,310

1,383

59,704

34,744

37,051

11,568

(440)

(6,059)

(2,236)

2,833

Gafisa SPE-102 Empreendimentos Imobiliários Ltda.

80%

1,791

689

(108)

1,071

(77)

-

-

(9)

19

53

(102)

Gafisa SPE-104 Empreendimentos Imobiliários Ltda.

50%

4

3

-

-

1

-

-

-

-

-

-

Sítio Jatiuca Empreendimento Imobiliário SPE Ltda.

50%

106,695

10,447

823

66,176

30,895

25,027

15,260

(575)

233

(1,014)

13,897

Deputado José Lajes Empreendimento Imobiliário SPE Ltda.

50%

3,147

359

14

3,255

(453)

33

(39)

(3)

66

(23)

6

Alto da Barra de São Miguel Empreendimento Imobiliário SPE Ltda.

50%

20,403

4,085

290

27,912

(11,304)

509

(8,058)

(794)

(14)

(3)

(8,869)

Reserva & Residencial Spazio Natura Empreendimento Imobiliário SPE Ltda.

50%

1,814

4

-

432

1,378

-

-

(1)

-

-

(1)

Gafisa SPE-113 Empreendimentos Imobiliários Ltda.

60%

4,612

263

280

-

4,629

3

3

(2,647)

41

51

(2,826)

Gafisa SPE-116 Empreendimentos Imobiliários Ltda.

50%

58,224

30,922

3

27,336

(30)

-

-

(31)

-

-

(31)

BKO ENGENHARIA E COMERCIO LTDA

80%

13,615

730

111

4,522

8,474

3,577

374

(100)

227

22

257

O Bosque Empr. Imob. Ltda

60%

9,887

42

288

299

9,834

111

(92)

(30)

(1)

(4)

(127)

Grand Park - Parque das Aguas Empreendimentos Imobiliários Ltda

50%

52,950

47,215

5,890

2,028

9,597

2,516

(8,764)

(215)

(2,551)

(151)

(11,680)

Grand Park - Parque das Arvores Empreendimentos Imobiliários Ltda

50%

97,389

46,603

662

28,870

22,579

15,046

(7,230)

(88)

(3,801)

(527)

(11,647)

Dubai Residencial Empreendimentos Imobiliários Ltda.

50%

48,076

33,280

11,616

842

25,569

24,107

8,289

(33)

(1,900)

(778)

5,579

Varandas Grand Park Empreendimentos Imobiliários Ltda.

50%

4,756

2,372

9,253

9,649

1,989

5,060

60

(225)

19

(180)

(325)

PRIME SPE FRANERE GAFISA 07 EMP

50%

3,490

2,831

3,248

4,284

(377)

3,325

682

(767)

16

(122)

(191)

Costa Maggiore Empreendimentos Imobiliários Ltda.

50%

15,985

2,737

14,251

13,982

13,518

6,957

1,316

(689)

638

117

1,317

City Park Brotas Empreendimentos Imobiliários Ltda.

50%

12,967

2,370

40

8,857

1,780

9,107

1,097

6

367

(346)

1,124

City Park Acupe Empreendimentos Imobiliários Ltda.

50%

10,692

1,814

55

6,452

2,481

7,176

913

29

325

(325)

942

Patamares 1 Empreendimentos Imobiliários SPE Ltda.

50%

34,757

5,492

428

17,173

12,520

21,943

5,351

14

1,101

(1,025)

5,441

Graça Empreendimentos Imobiliários Ltda.

50%

11,871

270

-

10,864

736

-

(17)

-

(2)

-

(18)

Acupe Exclusive Empreendimentos Imobiliários Ltda.

50%

3,354

1,669

-

1,038

648

3,052

300

14

90

(118)

286

Manhattan Square Empreendimentos Imobiliários Comercial 01 SPE Ltda.

50%

86,924

16,148

4,095

60,298

14,574

32,339

6,125

(237)

(470)

(1,213)

4,205

Manhattan Square Empreendimentos Imobiliários Comercial 02 SPE Ltda.

50%

7,995

140

-

6,714

1,140

-

(87)

-

(8)

-

(96)

Manhattan Square Empreendimentos Imobiliários Residencial 02 SPE Ltda.

50%

19,691

146

-

17,090

2,454

-

(135)

-

(18)

-

(152)

Manhattan Square Empreendimentos Imobiliários Residencial 01 SPE Ltda.

50%

172,431

30,135

14,291

157,299

(711)

32,907

134

(1,242)

666

1,716

1,275

FIT 13 SPE Empreendimentos Imobiliários Ltda.

50%

43,351

1,856

8,766

16,377

33,883

46,018

17,362

(546)

1,182

(1,444)

16,555

API SPE 29 - Planej.e Desenv.de Empreend.Imob.Ltda

50%

45,477

17,297

1,453

15,030

14,604

32,582

12,835

(1,063)

153

(601)

11,219

API SPE 28 - Planej.e Desenv.de Empreend.Imob.Ltda

50%

113,803

55,582

46

4,930

53,338

69,640

26,813

(706)

177

160

26,237

Parque do Morumbi Incorporadora LTDA.

80%

21,160

12,594

-

1,542

7,024

6,607

3,233

(575)

226

(124)

2,760

Aram SPE Empreendimentos Imobiliários Ltda

80%

30,269

10,866

-

5,046

14,357

12,396

5,312

(138)

(15)

(356)

4,803

Panamby Ribeirão Preto Empreendimentos Imobiliários SPE Ltda

55%

16,049

34

302

2,489

13,827

-

-

(179)

(3)

-

(182)

FIDC

-

24,925

-

-

7,666

17,260

-

-

-

-

-

-

ALPHAVILLE URBANISMO S.A

80%

528,139

214,597

367,389

357,330

323,601

446,289

207,935

(56,598)

(17,004)

(11,250)

120,658

Gafisa SPE-55 S.A.

80%

86,461

36,109

1,173

2,365

49,161

38,149

10,223

(931)

97

(1,816)

7,574

Gafisa SPE-77 Empreendimentos Imobiliários Ltda

65%

82,146

21,681

49,189

52,591

57,063

57,082

23,801

(85)

(383)

(7,843)

15,490

Saí Amarela S/A

50%

4,791

2,578

82

152

2,143

198

183

(2)

(138)

(2)

41

Sunshine S.A

60%

16,436

6,411

23

4,133

5,915

315

280

(1)

181

(27)

434

Cyrela Gafisa SPE Ltda

50%

13,297

10,432

12,117

-

14,983

-

-

241

-

-

240

54 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

3.          New pronouncements issued by the IASB

 

Until disclosure date of the interim individual and consolidated financial information, the following pronouncements and interpretations issued by the IASB were published, however, their application was not mandatory for the year beginning January 1, 2011:

 

New Standards

Mandatory application for years beginning as from:

IFRS 9 – Financial Instruments (i)

January 1, 2013

New Interpretations

 

Amendment to IFRS 7 – Financial Instruments: Disclosures Transfer of Financial Assets

January 1, 2013

 

(i)         IFRS 9 ends the first part of the Project for replacing “IAS 39 Financial Instruments: Recognition and Measurement”. IFRS 9 adopts a simple approach to determine whether a financial asset is measured at amortized cost or fair value, based on how an entity manages its financial instruments (its business model) and the characteristic contractual cash flow of financial assets. The standard also requires the adoption of only one method for determining impairment of assets. This standard shall be effective for the fiscal years beginning as from January 1, 2013. The Company does not expect this change to cause impact on its consolidated financial statements.

 

The Company does not expect significant impacts on the consolidated financial statements in the first adoption of the new pronouncements and interpretations.

 

The following pronouncements and interpretations issued by the IASB shall be mandatorily applied for the fiscal years indicated below. Such changes did not have impact on or have already been reflected in the interim consolidated information of the Company.

 

New Standards

Mandatory application for years beginning as from:

IAS 24 – Revised Related Parties: Disclosure (i)

January 1, 2011

New Interpretations

 

Amendment to IFRIC 14 – Prepayments of a minimum funding requirement (ii)

January 1, 2011

IFRIC 10 – Consolidated financial statements (iii)

January 1, 2013

IFRIC 11 – Joint ventures (iv)

January 1, 2013

IFRIC 12 – Disclosure of investments in other entities (v)

January 1, 2013

IFRIC 13 – Measurement of the fair value (vi)

January 1, 2013

Amendments to Existing Standards

 

Amendment to IAS 1 – Presentation of Financial Statements

January 1, 2011

Amendment to IFRS 3 – Business Combinations

January 1, 2011

 

(i)           It simplifies the disclosure requirements for state-owned entities and clarifies the definition of the term related party. The revised standard deals with aspects that, according to the previous disclosure requirements and related party definition, were too complex and hardly applicable, mainly in environments with wide governmental control, offering partial exemption to state-owned entities and a revised definition of the related party concept. This amendment was issued in November 2009, and shall be effective for the fiscal years beginning as from January 1, 2011.

55 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

(ii)            This amendment applies only to those situations in which an entity is subject to minimum funding requirements and prepays contributions to cover such requirements. This amendment permits that this entity accounts for the benefit of such prepayment as asset. This amendment shall be effective for the fiscal years beginning as from January 1, 2011. This change will not have impact on the Company’s consolidated financial statements

(iii)         IFRS 10 supersedes SIC 12 and IAS 27 and applies to the consolidated financial statements where a company controls one or more companies.

(iv)         IFRS supersedes SIC 13 and IAS 31 and applies to jointly-controlled companies.

(v)          IFRS 12 addresses disclosure of equity in other companies, purpose of which is to inform users of the risks, nature, and impact of such equity on the financial statements.

(vi)         IFRS 13 applies where other pronouncements issued by IFRS require or allow measurements or disclosure of fair value (and measurements such as fair value less selling cost, based on the fair value or disclosure of such measurements).

 

There are no other standards and interpretations issued, but not adopted yet, that may, in Management’s opinion, produce significant impact on the P&L or the equity disclosed by the Company.

 

The Brazilian FASB (CPC) has not issued the respective pronouncements and amendments related to the new and revised IFRS previously presented. Because of CPC and CVM’s commitment to keeping the set of standards issued updated on the basis of the updates made by the IASB, these pronouncements and amendments are expected to be issued by CPC and approved by CVM until the date of their mandatory application.

56 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

4.   Cash and cash equivalents and marketable securities and collaterals

 

4.1     Cash and cash equivalents

 

 

Individual

Consolidated

Type of transaction

09/30/2011

12/31/2010

09/30/2011

12/31/2010

Cash and cash equivalents

 

 

 

 

Cash and banks

59,503

30,524

278,735

172,336

Securities purchased under agreement to resell

42,585

35,568

105,672

84,046

 

 

 

 

 

Total cash and cash equivalents

102,088

66,092

384,407

256,382

 

Securities purchased under agreement to resell include interest earned from 75.0% to 101.0% (December 31, 2010 – 98.15% to 104.0%) of Interbank Deposit Certificates (CDI’s). Both transactions are made in first class financial institutions.

 

4.2     Marketable securities and collaterals

 

 

Individual

Consolidated

Type of transaction

09/30/2011

12/31/2010

09/30/2011

12/31/2010

 

 

 

 

 

Available for sale

 

 

 

 

Investment funds

 

-

2,677

3,016

Government securities

 

94,878

58,601

117,001

Bank deposit certificates

34,622

82,004

141,073

183,562

Restricted cash in guarantee to loans (a)

101,735

297,911

123,710

453,060

Restricted credits (b)

-

-

187,077

171,627

Other (c)

10,799

16,500

14,813

16,500

 

 

 

 

 

Total marketable securities

and collaterals

147,156

491,295

522,042

944,766

 

 

 

 

 

 

(a)  Restricted cash in guarantee to loans in fixed-income fund, whose shares are valued by investments only in federal and government bonds, indexed to fixed and floating rates and/or price indexes, and made available when the ratio of restricted receivables in guarantee to debentures reach 120% of the debt balance. R$40,444 of the total amount refer to short-term investments due on 09/20/2013, indexed to fixed rate of 101% of CDI, which can be redeemed in 90 days, related to the assignment of receivables as described in Note 5 (v).

(b)  Restricted credits are represented by onlending of the funds from associate credit (“crédito associativo”), a government real estate finance aid, which are in process of approval at the Caixa Econômica Federal. These approvals are made to the extent the contracts signed with customers at the financial institutions are regularized, which the Company expects to receive within 90 days.

(c)    Additional Construction Potential Certificates (CEPACs)

 

57 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

As of September 30, 2011, the Bank Deposit Certificates (CDBs) include interest earned from 99.50% to 108.0% (December 31, 2010 – 98.00% to 108.5%) of Interbank Deposit Certificates (CDIs).

 

58 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

4.   Cash and cash equivalents and marketable securities and collaterals  (Continued)

 

4.2     Marketable securities and collaterals (Continued)

 

     In fiscal year 2010, the Company acquired 22,000 Additional Construction Potential Certificates (CEPACs) in the Seventh Session of the Fourth Public Auction conducted by the Municipal Government of São Paulo, related to the consortium of Água Espraiada urban operation, totaling R$16,500. At September 30, 2011, the CEPACs, recorded in the heading “Other”, have liquidity, the estimated fair value approximates cost, and shall not be used in ventures to be launched in the future.

 

Such issue was registered with the CVM under No. CVM/SER/TIC/2008/002, and according to CVM Rule No. 401/2003, CEPACs are put up for public auction having as intermediary the institutions that take part in the securities distribution system.

 

As of September 30, 2011 and December 31, 2010, the amount related to open-end and exclusive investment funds is recorded at fair value through profit and loss. Pursuant to CVM Rule No. 408/04, short-term investment in Investment Funds in which the Company has exclusive interest is consolidated.

 

Exclusive funds are as follows:

 

Fundo de Investimento Arena is a multimarket fund under management and administration of Santander Asset Management and custody of Itaú Unibanco. The objective of this fund is to appreciate the value of its shares by investing the funds of its investment portfolio, which may be comprised of financial and/or other operating assets available in the financial and capital markets that yield fixed return. Assets eligible to the portfolio are the following: government bonds, derivative contracts, debentures, CDBs and Bank Receipts of Deposits (RDBs), investment fund shares of classes accepted by CVM and securities purchased under agreement to resell, according to the rules of the National Monetary Council (CMN). There is no grace period for redemption of shares, which can be redeemed with a return at any time.

 

 

The breakdown of securities, which comprise the portfolio of exclusive funds at September 30, 2011, is as follows:

 

59 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

4.   Cash and cash equivalents and marketable securities and collaterals (Continued)

 

4.2     Marketable securities and collaterals (Continued)

 

 

Arena

 

 

Cash

9

Government securities (LFT)

58,601

Corporate securities (CDB-DI)

11,448

 

70,058

 

The breakdown of the portfolio of exclusive funds is classified in the above table according to its nature.

 

 

 

5.   Trade accounts receivable and services provided

 

 

Individual

Consolidated

 

09/30/2011

12/31/2010

09/30/2011

12/31/2010

 

 

 

 

 

Real estate development and sales

1,707,556

1,698,641

5,926,632

5,309,664

( - ) Present value adjustments

(17,760)

(24,200)

(117,421)

(104,666)

Services and construction

34,807

57,826

37,090

59,737

Other receivables

23,881

6,833

23,881

6,653

 

1,748,484

1,739,100

5,870,182

5,271,388

 

 

 

 

 

Current

1,164,082

1,039,549

4,002,213

3,158,074

Non-current

584,402

699,551

1,867,969

2,113,314

         

 

The non-current portions fall due as follows:

 

 

Individual

Consolidated

Maturity

09/30/2011

12/31/2010

09/30/2011

12/31/2010

2012

211,934

299,445

886,570

969,363

2013

167,073

254,207

543,940

727,891

2014

98,306

39,462

256,122

168,912

2015

24,902

31,212

44,011

82,744

2016 onwards

82,169

75,225

137,325

164,404

 

584,402

699,551

1,867,969

2,113,314

         

 

60 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

5.   Trade accounts receivable and services provided (Continued)

 

(i)      The balance of accounts receivable from units sold and not yet delivered is not fully reflected in financial statements. Its record is limited to the portion of revenues accounted for net of the amounts already received.

 

              The consolidated balance of advances from customers (development and services), which exceed the revenues recorded in the period, amounts to R$104,592 at September 30, 2011 (R$158,145 at December 31, 2010), and are classified in “Payables for purchase of land and advances from customers” (Note 14).

 

              Accounts receivable from completed real estate units delivered, financed by the Company, are in general subject to annual interest of 12% plus IGP-M variation, the financial income being recorded in income as “revenue from real estate development”; the amounts recognized for the periods ended September 30, 2011 and 2010 totaled R$21,935 and R$20,854, respectively.

 

              The allowance for doubtful accounts is estimated by considering the expectation on accounts receivable losses.

 

              The balance of allowance for doubtful accounts recorded amounts to R$25,301 (consolidated) at September 30, 2011 (December 31, 2010 – R$18,016), and is considered sufficient by Company management to cover the estimate of future losses on realization of the accounts receivable balance.

 

During the period ended September 30, 2011, the changes in the allowance for doubtful accounts are summarized as follows:

 

 

 

 

Consolidated

 

2011

Balance at December 31

18,916

Additions

6,385

Write-offs

-

Closing balance

25,301

 

              The reversal of the present value adjustment recognized in revenue from real estate development for the period ended September 30, 2011 totaled R$(6,440) (Company) and R$12,755 (consolidated), respectively.

 

61 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

5.   Trade accounts receivable  and services provided (Continued)

 

              Receivables from real estate units not yet finished were measured at present value by considering the discount rate determined according to the criterion described in Note 2.22 to the financial statements at December 31, 2010. The rate applied by the Company and its subsidiaries stood at 4.47% for the period ended September 30, 2011 (5.02% at December 31, 2010), net of Civil Construction National Index (INCC).

 

(ii)     At March 31, 2009, the Company entered into a Receivables Investment Funds (FIDC) transaction, which consists of assignment of a portfolio comprising select residential and commercial real estate receivables arising from Gafisa and its subsidiaries. This portfolio was assigned and transferred to “Gafisa FIDC” which issued Senior and Subordinated shares. This first issuance of senior shares was made through an offering restricted to qualified investors. Subordinated shares were subscribed for exclusively by Gafisa. Gafisa FIDC acquired the portfolio of receivables at a discount rate equivalent to the interest rate of finance contracts.

 

Gafisa was engaged by Gafisa FIDC and will be compensated for performing, among other duties, the reconciliation of the receipt of receivables owned by the fund and the collection of past due receivables. The transaction structure provides for the substitution of the Company as a collection agent in case of non-fulfillment of the responsibilities described in the collection service contract.

 

The Company assigned its receivables portfolio amounting to R$ 119,622 to Gafisa FIDC in exchange for cash, at the transfer date, discounted to present value, for R$ 88,664. The subordinated shares represent approximately 21% of the amount issued, totaling R$ 18,958 (present value); at September 30, 2011 it totaled R$17,260 (Note 8). Senior and Subordinated shares receivables are indexed by IGP-M and incur interest at 12% per year.

 

The Company consolidated Gafisa FIDC in its financial statements, accordingly, the Company discloses at September 30, 2011 receivables amounting to R$24,926 in the group of accounts of trade accounts receivable, and R$7,666 are reflected in the heading Payables to Venture Partners and Other, the balance of subordinated shares held by the Company being eliminated in this consolidation process;

 

62 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

5.   Trade accounts receivable   and services provided (Continued)

 

(iii)    On June 26, 2009, the Company and its subsidiaries entered into a CCI transaction, which consists of an assignment of a portfolio comprising select residential real estate receivables from Gafisa and its subsidiaries. The Company assigned its receivables portfolio amounting to R$ 89,102 in exchange for cash, at the transfer date, discounted to present value, of R$ 69,315, classified in the heading “Payables to Venture Partners and Other – Assignment of Credits”.

 

Eight book-entry CCIs were issued, amounting to R$ 69,315 at the date of the issuance.  These 8 CCIs are backed by Rights to the Credit, whose installments fall due on and up to June 26, 2014 (“CCI-Investor”).

 

A CCI-Investor, pursuant to Article 125 of the Brazilian Civil Code, has general guarantees represented by statutory lien on real estate units, as soon as the following occurs: (i) the suspensive condition included in the registration takes place, in the record of the respective real estate units; (ii) the assignment of Rights to the Credit from the assignors to SPEs, as provided for in Article 167, item II, (21) of Law No. 6015, of December 31, 1973; and (iii) the issue of CCI – Investor by SPEs, as provided for in Article 18, paragraph 5 of Law No. 10931/04.

 

Gafisa was engaged and will be compensated for performing, among other duties, the reconciliation of the receipt of receivables, guarantee of the CCIs, and the collection of past due receivables. The transaction structure provides for the substitution of Gafisa as collection agent in case of non-fulfillment of the responsibilities described in the collection service contract.

 

(iv)   On June 27, 2011, the Company and its subsidiaries entered into a Definitive Assignment of Real Estate Receivables Agreement - CCI. The purpose of said Assignment Agreement is the definitive assignment by the Assignor to the benefit of the Assignee. The assignment relates to a portfolio comprising select residential real estate receivables performed and to be performed arising out of Gafisa and its subsidiaries. The assigned portfolio of receivables amounts to R$203,915 (R$ 185,210 - % Gafisa) (in exchange for cash, at the transfer date, discounted to present value, for R$171,694 (R$155,889 - % Gafisa), recorded in the heading “Payables to venture partners and other – Credit Assignment”.

 

The Assigned Credits meet the validation eligibility criteria at the date of execution of the corresponding Assignment Agreement. Upon compliance with the validation eligibility criteria, the Company shall have no more than 18 months to regularize the Assigned Credits.

 

During the regularization period, Gafisa was engaged and will be compensated for performing, among other duties, receivables collection management, guarantee of the Assignment, and collection of past due receivables. After the regularization period, receivable management will be performed by an outsourced company, as provided under the transaction contract.

63 

 


 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

 (v)         On September 29, 2011, the Company and its subsidiaries entered into a Private Instrument for Assignment of Real Estate Receivables and Other Covenants. The purpose of said Assignment Agreement is the assignment by the Assignor (“Company”) to the benefit of the Assignee. The assignment relates to a portfolio comprising select residential real estate receivables performed and to be performed arising out of Gafisa and its subsidiaries. The object of this Receivables Assignment only comprises the flow of obligations (installments, charges and key installments) The assigned portfolio of receivables, paid by the Assignee, on September 29, 2011, amounts to R$238,356 (% Gafisa - R$221,376). A portion of this amount will be amortized through the SFH debt balance of the bank that purchased the receivables and the remaining balance will be amortized through the issue of Bank Deposit Certificates – CDBs amounting to R$40,444 (R$40,382 - % Gafisa). This short-term investment – CDB can be redeemed in 90 days, as mentioned in note 4.2 (a).

 

The balance at September 30, 2011 is R$290,621 (December 31, 2010 – R$ 37,714) in the Company and R$462,054 (December 31, 2010 - R$ 88,442) in the consolidated.

 

6.   Properties for sale

 

 

Individual

Consolidated

 

09/30/2011

12/31/2010

09/30/2011

12/31/010

 

 

 

 

 

Land

522,478

390,922

1,183,008

854,652

(-) Present value adjustment

(4,880)

(14,839)

(9,904)

(20,343)

Property under construction

298,984

339,909

1,035,091

959,934

Completed units

191,538

165,898

339,183

272,923

 

 

 

 

 

 

1,008,120

881,890

2,547,378

2,067,166

 

 

 

 

 

Current portion

897,270

653,996

2,130,661

1,568,986

Non-current portion

110,850

227,894

416,717

498,180

         

 

The Company has undertaken commitments to build units bartered for land, accounted for based on the fair value of the bartered units. As disclosed in Note 14, at September 30, 2011, the net balance of land acquired through barter transactions amounts to R$31,605 (December 31, 2010 - R$ 41,018) in the Company and R$92,205 (December 31, 2010 – R$86,228) in the consolidated.

 

64 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

As disclosed in Note 10, the balance of financial charges at September 30, 2011 amounts to R$104,378 (December 31, 2010 – R$ 116,286) in the Company and R$177,490 (December 31, 2010 – R$ 146,542) in the consolidated.

 

The present value adjustment in the property for sale balance refers to the portion of the contra-entry to the present value adjustment of payables for purchase of land without effect on P&L (Note 14).

 

 

 

 

 

 

7.   Other accounts receivable and other

 

 

Individual

Consolidated

 

09/30/2011

12/31/2010

09/30/2011

12/31/2010

 

 

 

 

 

Current accounts related to real estate ventures (a) (Note 18)

-

115,629

58,136

75,196

Dividends receivable

45,496

45,496

-

-

Advances to suppliers

2,471

13,902

9,203

16,965

Credit assignment receivable

-

4,093

-

7,896

Customer financing to be released

399

436

2,394

1,309

Recoverable taxes

40,660

35,374

73,754

63,546

Future capital contributions (b)

310,960

366,674

-

-

Loan with related parties (c)

66,805

41,853

106,395

71,163

Judicial deposit

83,838

78,755

102,383

89,271

Gain not realized by derivative instruments (Note 17 (d))

3,373

 

5,791

 

Other

1,576

4,090

4,100

34,680

 

 

 

 

 

 

555,578

706,302

362,156

360,026

 

 

 

 

 

Current portion

401,266

576,236

146,461

178,305

Non-current portion

154,312

130,066

215,695

181,721

 

(a)  The Company participates in the development of real estate ventures with other partners, directly or through related parties, based on the constitution of condominiums and/or consortia. The management structure of these enterprises and cash management is centralized by the lead partner of the enterprise, who manages the construction schedule and budgets. Thus, the lead partner ensures that the investments of the necessary funds are made and allocated as planned. The sources and use of resources of the venture are reflected in these balances, observing the respective interest of each investor, which are not subject to indexation or financial charges of each investor and do not have a fixed maturity date. Such transactions aim at simplifying business relations that demand the joint management of amounts reciprocally owed by the involved parties and, consequently, the control over changes in amounts reciprocally granted which offset against each other at the time the current account is closed. The average term for the development and completion of the projects in which the resources are invested is between 24 and 30 months. The Company receives a compensation for the management of these ventures.

 

 

(b)  As of September 30, 2011, the balance of future capital contributions made by Gafisa in its subsidiary Tenda amounted to R$146,503. The remaining balance refers to future capital contributions to various SPEs that are annually paid in.

 

65 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

7.   Other accounts receivable and other (Continued)

 

(c)  The loans of the Company and its subsidiaries, shown below, are made because these subsidiaries need cash for carrying out their respective activities, which are subject to the respective financial charges. It shall be noted that Company operations and business with related parties follow market practices (arm’s length). The business and operations with related parties are carried out based on conditions that are strictly on an arm’s length transaction basis and appropriate, in order to protect the interests of both parties involved in the business. The breakdown and nature of the loan receivable by the Company are shown below.

 

 

Consolidated

Nature

Interest rate

 

09/30/2011

12/31/2010

 

 

 

 

 

 

 

Espacio Laguna - Tembok Planej. E Desenv. Imob. Ltda.

-

144

Construction

12% p.a. fixed rate + IGPM

Laguna Di Mare - Tembok Planej. E Desenv. Imob. Ltda.

9,003

7,340

Construction

12% p.a. fixed rate + IGPM

Vistta Laguna - Tembok Planej. E Desenv. Imob. Ltda.

4,889

677

Construction

12% p.a. fixed rate + IGPM

Gafisa SPE 65 Empreendimentos Imobiliários Ltda.

824

1,478

Construction

3% p.a. fixed rate + CDI

Gafisa SPE-46 Empreendimentos Imobiliários Ltda.

3,164

-

Construction

12% p.a. fixed rate + IGPM

Gafisa SPE-51 Empreendimentos Imobiliários Ltda.

-

567

Construction

12% p.a. fixed rate + IGPM

Gafisa SPE-73 Empreendimentos Imobiliários Ltda.

1,693

2,503

Construction

3% p.a. fixed rate + CDI

Gafisa SPE-71 Empreendimentos Imobiliários Ltda.

1,576

939

Construction

3% p.a. fixed rate + CDI

Paranamirim - Planc Engenharia e Incorporações Ltda.

1,027

1,557

Construction

3% p.a. fixed rate + CDI

Gafisa SPE- 76 Empreendimentos Imobiliários Ltda.

907

10

Construction

4% p.a. fixed rate + CDI

Acquarelle - Civilcorp Incorporações Ltda.

11

791

Construction

12% p.a. fixed rate + IGPM

Manhattan Residencial I

39,868

23,342

Construction

10% p.a. fixed rate + TR

Manhattan Comercial I

2,556

2,356

Construction

10% p.a. fixed rate + TR

Manhattan Residencial II

221

101

Construction

10% p.a. fixed rate + TR

Manhattan Comercial II

52

48

Construction

10% p.a. fixed rate + TR

Target

1,014

-

Construction

IGPM + 12% p.a.

Total individual

66,805

41,853

 

 

 

 

 

 

 

Fit Jardim Botanico SPE Emp. Imob. Ltda

16,200

15,002

Construction

126.5% of the CDI

Fit 09 SPE Emp. Imob. Ltda

5,355

4,440

Construction

126.5% of the CDI

Fit 08 SPE Emp. Imob. Ltda

860

767

Construction

112% of the CDI

Fit 19 SPE Emp. Imob. Ltda

3,977

3,864

Construction

126.5% of the CDI

Acedio SPE Emp. Imob. Ltda

2,811

2,537

Construction

126.5% of the CDI

Fit 25 SPE Emp. Imob. Ltda

-

1,609

Construction

126.5% of the CDI

Ac Participações Ltda

805

-

Construction

126.5% of the CDI

Fit Roland Garros

4,461

-

 

 

Jardins da Barra Desenv. Imob. S/A 

4,340

-

 

 

Other

781

1,091

 

 

Total consolidated

106,395

71,163

 

 

 

 

In the period ended September 30, 2011, the recognized financial income from interest on loans amounted to R$4,913 in the Company (September 30, 2010 – R$2,381).

 

66 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

8.   Investments in subsidiaries

 

In January 2007, upon acquisition of 60% of AUSA, arising from the acquisition of Catalufa Participações Ltda., a capital increase of R$ 134,029 was approved upon the issuance for public subscription of 6,358,116 common shares. This transaction generated goodwill of R$ 170,941 recorded based on expected future profitability, which was partially amortized exponentially and progressively up to December 31, 2008 to match the estimated profit before income and social contribution taxes on net profit of AUSA on an accrual basis of accounting. Goodwill balance at September 30, 2011 is R$ 152,856.

 

As mentioned in Note 1, in May 2010 the Company approved the acquisition of the total amount of shares issued by Shertis Empreendimentos e Participações S.A., whose main asset comprises 20% of the capital of AUSA. The acquisition of shares had the purpose of ensuring the viability of the implementation of the Second Phase of the schedule for investment planned in the Investment Agreement and Other Covenants, signed between the Company and Alphaville Participações S.A. (Alphapar) on October 2, 2006, thus increasing the interest of Gafisa in the capital of AUSA to 80%. As a result of the acquisition of shares, Shertis was converted into a wholly-owned subsidiary of Gafisa, with the issue of 9,797,792 new common shares to Alphapar, former shareholder of Shertis, for the total issue price of R$ 20,282 at carrying amount.

 

The Company has a commitment to purchase the remaining 20% of AUSA's capital based on the fair value of AUSA, evaluated on the future acquisition dates, amount of which cannot yet be calculated and, consequently, is not recognized. The acquisition contract of AUSA provides that the Company undertakes to purchase the remaining 20% of AUSA in 2011, in cash or shares, at the Company’s sole discretion.

 

On October 26, 2007, Gafisa acquired 70% of Cipesa. Gafisa and Cipesa established a new company, “Cipesa Empreendimentos Imobiliários Ltda.” ("Nova Cipesa"), in which the Company holds a 70% interest and Cipesa 30%. Gafisa made a cash contribution amounting to R$ 50,000 to Nova Cipesa and acquired the shares that Cipesa held in Nova Cipesa amounting to R$ 15,000, paid on October 26, 2008. The non-controlling interest holders of Cipesa are entitled to receive from the Company a variable portion corresponding to 2% of the Total Sales Value (VGV), as defined, of the projects launched by Nova Cipesa through 2014; the minimum amount of acquisition is R$25,000 adjusted by the INCC variation, in case the variable portion is lower. Accordingly, the Company’s purchase consideration totaled R$ 90,000. As a result of this transaction, goodwill amounting to R$ 40,687 was recorded based on expected future profitability.

 

67 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

8.   Investments in subsidiaries  (Continued)

 

(i)  Ownership interest

 

(a)    Information on subsidiaries and jointly-controlled subsidiaries

 

 

Ownership interest - %

Equity

Profit/(loss) for the period

Direct investees

09/30/2011

 

12/31/2010

 

09/30/2011

 

12/31/2010

 

09/30/2011

 

09/30/2010

 

 

 

 

 

 

 

 

 

 

 

 

Construtora Tenda S.A.

100

 

100

 

2,268,638

 

1,710,208

 

37,910

 

70,440

Alphaville Urbanismo S.A.

60

 

60

 

323,601

 

201,758

 

120,658

 

54,795

Shertis Emp. Part. S.A.

100

 

100

 

59,720

 

35,158

 

24,368

 

6,791

Gafisa FIDC (Note 5)

100

 

100

 

-

 

16,895

 

-

 

-

Cipesa Empreendimentos Imobiliários S.A.

100

 

100

 

51,298

 

49,046

 

2,252

 

4,353

Península SPE1 S.A.

50

 

50

 

(2,399)

 

(2,242)

 

(156)

 

1,083

Península SPE2 S.A.

50

 

50

 

(2,591)

 

24

 

(2,616)

 

262

Res. das Palmeiras SPE Ltda.

100

 

100

 

2,311

 

2,333

 

(22)

 

76

Villaggio Panamby Trust S.A.

50

 

50

 

4,434

 

4,200

 

234

 

(77)

Dolce Vita Bella Vita SPE S.A.

50

 

50

 

3,844

 

4,056

 

38

 

3,480

DV SPE S.A.

50

 

50

 

1,985

 

1,958

 

27

 

49

Gafisa SPE 22 Emp. Im. Ltda.

100

 

100

 

6,293

 

6,528

 

(235)

 

464

Gafisa/Tiner Campo Belo I – Emp. Imob. SPE Ltda.

45

 

45

 

3,411

 

6,146

 

265

 

(54)

Jardim I Plan., Prom.Vd. Ltda.

100

 

100

 

5,633

 

7,820

 

(2,227)

 

(201)

Jardim II Plan., Prom.Vd Ltda.

100

 

100

 

322

 

801

 

(489)

 

1,602

Saíra Verde Emp. Imob. Ltda.

70

 

70

 

719

 

626

 

93

 

86

Gafisa SPE 30 Emp. Im. Ltda.

100

 

100

 

17,926

 

17,663

 

190

 

413

Verdes Praças Inc. Im. SPE Ltda.

100

 

100

 

26,884

 

26,730

 

154

 

94

Gafisa SPE 32 Emp. Im. Ltda.

100

 

100

 

9,241

 

10,573

 

(1,331)

 

3,313

Gafisa SPE 35 Emp. Im. Ltda.

100

 

100

 

5,093

 

4,978

 

115

 

449

Gafisa SPE 36 Emp. Im. Ltda.

100

 

100

 

8,788

 

6,995

 

1,749

 

857

Gafisa SPE 37 Emp. Im. Ltda.

100

 

100

 

4,195

 

4,561

 

(406)

 

210

Gafisa SPE 38 Emp. Im. Ltda.

100

 

100

 

9,436

 

9,382

 

44

 

563

Gafisa SPE 39 Emp. Im. Ltda.

100

 

100

 

5,157

 

4,729

 

412

 

318

Gafisa SPE 40 Emp. Im. Ltda.

50

 

50

 

5,662

 

7,944

 

418

 

299

Gafisa SPE 41 Emp. Im. Ltda.

100

 

100

 

32,613

 

32,186

 

413

 

588

Gafisa SPE 42 Emp. Im. Ltda.

100

 

100

 

9,033

 

5,915

 

(1,735)

 

(4,607)

Gafisa SPE 44 Emp. Im. Ltda.

40

 

40

 

3,740

 

3,713

 

(1)

 

(6)

 

68 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

8.   Investments in subsidiaries (Continued)

 

(i)  Ownership interest (Continued)

 

(a)   Information on subsidiaries and jointly-controlled subsidiaries (Continued)

 

 

Ownership interest - %

Equity

Profit/(loss) for the period

Direct investees

09/30/2011

 

12/31/2010

 

09/30/2011

 

12/31/2010

 

09/30/2011

 

09/30/2010

Gafisa Vendas Int. Imob. Ltda

100

 

100

 

(139)

 

(1,523)

 

(1,469)

 

(1,812)

Gafisa SPE 46 Emp. Im. Ltda.

60

 

60

 

3,570

 

2,443

 

1,127

 

(1,939)

Gafisa SPE 47 Emp. Im. Ltda.

80

 

80

 

16,159

 

16,268

 

(108)

 

(409)

Gafisa SPE 48 S.A. (e)

80

 

-

 

55,277

 

-

 

(8,954)

 

-

Gafisa SPE 49 Emp. Im. Ltda.

-

 

100

 

-

 

295

 

-

 

(8)

Gafisa SPE 50 Emp. Im. Ltda.

100

 

100

 

9,845

 

13,008

 

3,163)

 

1,750

Gafisa SPE 51 Emp. Im. Ltda. (e) 

100

 

-

 

43,873

 

-

 

(9,213)

 

-

Gafisa SPE 53 Emp. Im. Ltda.

100

 

100

 

7,628

 

7,152

 

476

 

3,445

Gafisa SPE 59 Emp. Im. Ltda.

100

 

100

 

(11)

 

(8)

 

(3)

 

(1)

Gafisa SPE 61 Emp. Im. Ltda.

100

 

100

 

(23)

 

(21)

 

(3)

 

(1)

Gafisa SPE 65 Emp. Im. Ltda.

80

 

80

 

13,941

 

12,242

 

1,699

 

3,308

Gafisa SPE 68 Emp. Im. Ltda.

100

 

100

 

(1)

 

(1)

 

(1)

 

-

Gafisa SPE 69 Emp. Im. Ltda.

100

 

100

 

1,447

 

1,491

 

(222)

 

(341)

Gafisa SPE 70 Emp. Im. Ltda.

55

 

55

 

13,827

 

12,929

 

(182)

 

(17)

Gafisa SPE 71 Emp. Im. Ltda.

80

 

80

 

14,371

 

11,649

 

2,722

 

5,744

Gafisa SPE 72 Emp. Im. Ltda.

100

 

100

 

17,026

 

4,845

 

12,181

 

637

Gafisa SPE 73 Emp. Im. Ltda.

80

 

80

 

5,373

 

7,403

 

(2,030)

 

(1,570)

Gafisa SPE 74 Emp. Im. Ltda.

100

 

100

 

(337)

 

(335)

 

(1)

 

3

Gafisa SPE 75 Emp. Im. Ltda.

100

 

100

 

(86)

 

(76)

 

(10)

 

(3)

Gafisa SPE 76 Emp. Im. Ltda.

50

 

50

 

82

 

83

 

-

 

(1)

Gafisa SPE 79 Emp. Im. Ltda.

50

 

100

 

(351)

 

(16)

 

(335)

 

(14)

Gafisa SPE 80 S.A.

100

 

100

 

(12)

 

(9)

 

(3)

 

(5)

Gafisa SPE 81 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

1,679

 

-

 

1,136

Gafisa SPE 83 Emp. Im. Ltda.

100

 

100

 

(798)

 

(368)

 

(429)

 

(98)

Gafisa SPE 84 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

14,653

 

-

 

1,015

Gafisa SPE 85 Emp. Im. Ltda.

80

 

80

 

34,744

 

31,911

 

2,833

 

15,529

Gafisa SPE 87 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

(353)

 

-

 

(56)

Gafisa SPE 88 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

16,404

 

-

 

1,552

Gafisa SPE 89 Emp. Im. Ltda.

100

 

100

 

62,353

 

50,636

 

9,914

 

11,049

Gafisa SPE 90 Emp. Im. Ltda. (d) 

-

 

100

 

 

 

1,941

 

-

 

2,384

Gafisa SPE 91 Emp. Im. Ltda.

-

 

100

 

-

 

1,593

 

-

 

(1,204)

Gafisa SPE 92 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

4,998

 

-

 

1,214

Gafisa SPE 93 Emp. Im. Ltda.

100

 

100

 

1,181

 

895

 

286

 

504

Gafisa SPE 94 Emp. Im. Ltda.

100

 

100

 

4

 

4

 

-

 

-

Gafisa SPE 95 Emp. Im. Ltda.

100

 

100

 

(15)

 

(15)

 

-

 

-

Gafisa SPE 96 Emp. Im. Ltda.

100

 

100

 

(58)

 

(58)

 

-

 

-

Gafisa SPE 97 Emp. Im. Ltda.

100

 

100

 

6

 

6

 

-

 

-

 

69 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

8.   Investments in subsidiaries (Continued)

 

(i)  Ownership interest (Continued)

 

(a)   Information on subsidiaries and jointly-controlled subsidiaries (Continued)

 

 

Ownership interest - %

Equity

Profit/(loss) for the period

Direct investees

09/30/2011

 

12/31/2010

 

09/30/2011

 

12/31/2010

 

09/30/2011

 

09/30/2010

Gafisa SPE 98 Emp. Im. Ltda.

100

 

100

 

(37)

 

(37)

 

-

 

-

Gafisa SPE 99 Emp. Im. Ltda.

100

 

100

 

(24)

 

(24)

 

-

 

-

Gafisa SPE 101 Emp. Im. Ltda.

100

 

100

 

(5)

 

(4)

 

(1)

 

(5)

Gafisa SPE 102 Emp. Im. Ltda.

80

 

80

 

(77)

 

25

 

(102)

 

7

Gafisa SPE 103 Emp. Im. Ltda.

100

 

100

 

(40)

 

(40)

 

-

 

-

Gafisa SPE 104 Emp. Im. Ltda.

50

 

50

 

1

 

1

 

-

 

-

Gafisa SPE 105 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 106 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

5,558

 

-

 

5,606

Gafisa SPE 107 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

5,299

 

-

 

6,995

Gafisa SPE 109 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

371

 

-

 

(1,591)

Gafisa SPE 110 Emp. Im. Ltda.

100

 

100

 

10,763

 

(916)

 

3,367

 

(221)

Gafisa SPE 111 Emp. Im. Ltda.

100

 

100

 

4,077

 

(41)

 

4,118

 

-

Gafisa SPE 112 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

3,201

 

-

 

(124)

Gafisa SPE 113 Emp. Im. Ltda.

60

 

100

 

4,629

 

1

 

(2,164)

 

-

Gafisa SPE 114 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 115 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 116 Emp. Im. Ltda.

50

 

100

 

(30)

 

1

 

(31)

 

-

Gafisa SPE 117 Emp. Im. Ltda.

100

 

100

 

836

 

1

 

(1,191)

 

-

Gafisa SPE 118 Emp. Im. Ltda.

100

 

100

 

3,381

 

1

 

-

 

-

Gafisa SPE 119 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 120 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 121 Emp. Im. Ltda.

100

 

100

 

(53)

 

1

 

(54)

 

-

Gafisa SPE 122 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 123 Emp. Im. Ltda.

100

 

100

 

(412)

 

1

 

(413)

 

-

Gafisa SPE 124 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 125 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 126 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 127 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 128 Emp. Im. Ltda.

100

 

80

 

1

 

1

 

-

 

-

O Bosque Empr. Imob. Ltda.

60

 

60

 

9,834

 

8,791

 

(127)

 

(70)

Alto da Barra de São Miguel Emp.Imob. SPE Ltda.

50

 

50

 

(11,304)

 

(2,435)

 

(8,869)

 

3,550

Dep. José Lajes Emp. Im. SPE Ltda.

50

 

50

 

(453)

 

(459)

 

6

 

(852)

Sítio Jatiuca Emp Im.SPE Ltda.

50

 

50

 

30,895

 

16,998

 

13,897

 

5,648

Reserva & Residencial Spazio Natura Emp. Im. SPE Ltda.

50

 

50

 

1,378

 

1,379

 

(1)

 

(12)

Grand Park - Parque das Aguas Emp Im Ltda

50

 

50

 

9,597

 

20,907

 

(11,680)

 

9,488

Grand Park - Parque das Arvores Emp. Im. Ltda 

50

 

50

 

22,579

 

35,588

 

(11,647)

 

14,302

Dubai Residencial Emp Im. Ltda.

50

 

50

 

25,569

 

21,227

 

5,579

 

5,783

Costa Maggiore Emp. Im. Ltda.

50

 

50

 

13,518

 

13,033

 

1,317

 

7,281

City Park Brotas Emp. Imob. Ltda.

50

 

50

 

1,780

 

650

 

1,124

 

432

 

70 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

8.   Investments in subsidiaries (Continued)

 

(i)  Ownership interest (Continued)

 

(a)   Information on subsidiaries and jointly-controlled subsidiaries (Continued)

 

 

Ownership interest - %

Equity

Profit/(loss) for the period

Direct investees

09/30/2011

 

12/31/2010

 

09/30/2011

 

12/31/2010

 

09/30/2011

 

09/30/2010

City Park Acupe Emp. Imob. Ltda.

50

 

50

 

2,481

 

1,531

 

942

 

715

Patamares 1 Emp. Imob. Ltda.

50

 

50

 

12,520

 

7,187

 

5,441

 

618

Acupe Exclusive Emp. Imob. Ltda.

50

 

50

 

648

 

361

 

286

 

(136)

Manhattan Square Emp. Imob. Coml. 1 SPE Ltda.

50

 

50

 

14,574

 

7,152

 

4,205

 

4,778

Manhattan Square Emp. Imob. Coml. 2 SPE Ltda.

50

 

50

 

1,140

 

1,236

 

(96)

 

(2)

Manhattan Square Emp. Imob. Res. 1 SPE Ltda.

50

 

50

 

(711)

 

(3,376)

 

1,275

 

11,124

Manhattan Square Emp. Imob. Res. 2 SPE Ltda.

50

 

50

 

2,454

 

2,606

 

(152)

 

(2)

SPE Reserva Ecoville/Office - Emp Im. S.A.

50

 

50

 

53,338

 

25,594

 

26,237

 

8,596

Graça Emp. Imob. SPE Ltda.

50

 

50

 

736

 

755

 

(18)

 

(431)

Varandas Grand Park Emp. Im. Ltda.

50

 

50

 

1,989

 

2,319

 

(325)

 

2,222

FIT 13 SPE Emp. Imob. Ltda.

50

 

50

 

33,883

 

19,328

 

16,555

 

2,506

SPE Pq Ecoville Emp Im S.A.

50

 

50

 

14,604

 

3,385

 

11,219

 

(1,094)

Apoena SPE Emp Im S.A.

80

 

50

 

8,474

 

8,683

 

(209)

 

(413)

Parque do Morumbi Incorporadora Ltda.

80

 

80

 

7,024

 

4,116

 

2,760

 

-

Prime Grand Park Emp. Im. Ltda.

50

 

50

 

(377)

 

(250)

 

(191)

 

-

Aram SPE Emp. Imob. Ltda.

80

 

-

 

14,358

 

-

 

4,804

 

-

 

 

71 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

8.   Investments in subsidiaries (Continued)

 

(i)  Ownership interest (Continued)

 

(b) Breakdown of investments

 

 

Ownership interest - %

Investments

Equity pickup

Direct investees

09/30/2011

 

12/31/2010

 

09/30/2011

 

12/31/2010

 

09/30/2011

 

09/30/2010

 

 

 

 

 

 

 

 

 

 

 

 

Construtora Tenda S.A.

100

 

100

 

2,268,638

 

1,710,208

 

37,910

 

73,441

Alphaville Urbanismo S.A.

60

 

60

 

194,160

 

121,055

 

72,395

 

33,306

Shertis Emp. Part. S.A.

100

 

100

 

59,720

 

35,372

 

24,368

 

6,791

Gafisa FIDC (Note 5)

100

 

100

 

17,260

 

16,895

 

-

 

-

Cipesa Empreendimentos Imobiliários S.A.

100

 

100

 

51,298

 

49,046

 

2,252

 

4,353

 

 

 

 

 

2,591,076

 

1,932,576

 

136,925

 

117,891

 

 

 

 

 

 

 

 

 

 

 

 

Península SPE1 S.A.

50

 

50

 

(1,199)

 

(1,121)

 

(78)

 

541

Península SPE2 S.A.

50

 

50

 

(1,296)

 

12

 

(1,308)

 

131

Res. das Palmeiras SPE Ltda.

100

 

100

 

2,311

 

2,333

 

(22)

 

76

Villaggio Panamby Trust S.A.

50

 

50

 

2,217

 

2,100

 

117

 

(38)

Dolce Vita Bella Vita SPE S.A.

50

 

50

 

1,922

 

2,028

 

19

 

1,740

DV SPE S.A.

50

 

50

 

992

 

979

 

13

 

24

Gafisa SPE 22 Emp. Im. Ltda.

100

 

100

 

6,293

 

6,528

 

(235)

 

464

Gafisa/Tiner Campo Belo I – Emp. Imob.  

SPE Ltda.

45

 

45

 

1,535

 

2,766

 

119

 

(24)

Jardim I Plan., Prom.Vd Ltda.

100

 

100

 

5,633

 

7,820

 

(2,227)

 

(201)

Jardim II Plan., Prom.Vd Ltda.

100

 

100

 

322

 

801

 

(489)

 

1,602

Saíra Verde Emp. Imob. Ltda.

70

 

70

 

503

 

438

 

65

 

60

Gafisa SPE 30 Emp. Im. Ltda.

100

 

100

 

17,926

 

17,663

 

190

 

413

Verdes Praças Inc.Im.SPE Ltda

100

 

100

 

26,884

 

26,730

 

154

 

94

Gafisa SPE 32 Emp. Im. Ltda.

100

 

100

 

9,241

 

10,573

 

(1,331)

 

2,650

Gafisa SPE 35 Emp. Im. Ltda.

100

 

100

 

5,093

 

4,978

 

115

 

449

Gafisa SPE 36 Emp. Im. Ltda.

100

 

100

 

8,788

 

6,995

 

1,749

 

857

Gafisa SPE 37 Emp. Im. Ltda.

100

 

100

 

4,195

 

4,561

 

(406)

 

210

Gafisa SPE 38 Emp. Im. Ltda.

100

 

100

 

9,436

 

9,382

 

44

 

563

Gafisa SPE 39 Emp. Im. Ltda.

100

 

100

 

5,157

 

4,729

 

412

 

318

Gafisa SPE 40 Emp. Im. Ltda.

50

 

50

 

2,831

 

3,972

 

209

 

149

Gafisa SPE 41 Emp. Im. Ltda.

100

 

100

 

32,613

 

32,186

 

413

 

588

Gafisa SPE 42 Emp. Im. Ltda.

100

 

100

 

9,033

 

5,915

 

(1,735)

 

(4,607)

Gafisa SPE 44 Emp. Im. Ltda.

40

 

40

 

1,496

 

1,485

 

-

 

(2)

Gafisa Vendas Int. Imob. Ltda

100

 

100

 

(139)

 

(1,522)

 

(1,469)

 

(1,812)

Gafisa SPE 46 Emp. Im. Ltda.

60

 

60

 

2,142

 

1,466

 

676

 

(1,163)

Gafisa SPE 47 Emp. Im. Ltda.

80

 

80

 

12,928

 

13,014

 

(87)

 

(327)

Gafisa SPE 48 S.A. (e)

80

 

-

 

44,221

 

-

 

(1,373)

 

-

Gafisa SPE 49 Emp. Im. Ltda.

-

 

100

 

-

 

295

 

(48)

 

(8)

Gafisa SPE 50 Emp. Im. Ltda.

100

 

100

 

9,845

 

13,008

 

(3,163)

 

1,400

Gafisa SPE 51 Emp. Im. Ltda. (e) 

100

 

-

 

43,873

 

-

 

207

 

-

Gafisa SPE 53 Emp. Im. Ltda.

100

 

100

 

7,628

 

7,152

 

476

 

2,756

Gafisa SPE 59 Emp. Im. Ltda.

100

 

100

 

(11)

 

(8)

 

(3)

 

(1)

Gafisa SPE 61 Emp. Im. Ltda.

100

 

100

 

(23)

 

(21)

 

(3)

 

(1)

Gafisa SPE 65 Emp. Im. Ltda.

80

 

80

 

11,153

 

9,794

 

1,359

 

2,646

Gafisa SPE 68 Emp. Im. Ltda.

100

 

100

 

(1)

 

(1)

 

(1)

 

-

Gafisa SPE 69 Emp. Im. Ltda.

100

 

100

 

1,447

 

1,491

 

(222)

 

(341)

Gafisa SPE 70 Emp. Im. Ltda.

55

 

55

 

7,605

 

7,111

 

(100)

 

(9)

 

72 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

8.   Investments in subsidiaries  (Continued) 

 

a)  Ownership interest (Continued)

 

(b)                    Breakdown of investments (Continued)

 

 

Ownership interest - %

Investments

Equity pickup

Direct investees

09/30/2011

 

12/31/2010

 

09/30/2011

 

12/31/2010

 

09/30/2011

 

09/30/2010

Gafisa SPE 71 Emp. Im. Ltda.

80

 

80

 

11,497

 

9,319

 

2,177

 

4,595

Gafisa SPE 72 Emp. Im. Ltda.

100

 

100

 

17,026

 

4,845

 

12,181

 

510

Gafisa SPE 73 Emp. Im. Ltda.

80

 

80

 

4,299

 

5,923

 

(1,624)

 

(1,256)

Gafisa SPE 74 Emp. Im. Ltda.

100

 

100

 

(337)

 

(335)

 

(1)

 

3

Gafisa SPE 75 Emp. Im. Ltda.

100

 

100

 

(86)

 

(76)

 

(10)

 

(3)

Gafisa SPE 76 Emp. Im. Ltda.

50

 

50

 

41

 

42

 

-

 

-

Gafisa SPE 79 Emp. Im. Ltda.

50

 

100

 

(176)

 

(16)

 

(333)

 

(14)

Gafisa SPE 80 S.A.

100

 

100

 

(12)

 

(9)

 

(3)

 

(5)

Gafisa SPE 81 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

1,679

 

1,245

 

1,136

Gafisa SPE 83 Emp. Im. Ltda.

100

 

100

 

(798)

 

(368)

 

(429)

 

(98)

Gafisa SPE 84 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

14,653

 

649

 

1,015

Gafisa SPE 85 Emp. Im. Ltda.

80

 

80

 

27,795

 

25,529

 

2,266

 

12,424

Gafisa SPE 87 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

(353)

 

(620)

 

(56)

Gafisa SPE 88 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

16,404

 

3,304

 

1,552

Gafisa SPE 89 Emp. Im. Ltda.

100

 

100

 

62,353

 

50,636

 

9,914

 

11,049

Gafisa SPE 90 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

1,941

 

2,067

 

2,384

Gafisa SPE 91 Emp. Im. Ltda.

-

 

100

 

-

 

1,593

 

192

 

(1,204)

Gafisa SPE 92 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

4,998

 

3,077

 

971

Gafisa SPE 93 Emp. Im. Ltda.

100

 

100

 

1,181

 

895

 

286

 

504

Gafisa SPE 94 Emp. Im. Ltda.

100

 

100

 

4

 

4

 

-

 

-

Gafisa SPE 95 Emp. Im. Ltda.

100

 

100

 

(15)

 

(15)

 

-

 

-

Gafisa SPE 96 Emp. Im. Ltda.

100

 

100

 

(58)

 

(58)

 

-

 

-

Gafisa SPE 97 Emp. Im. Ltda.

100

 

100

 

6

 

5

 

-

 

-

Gafisa SPE 98 Emp. Im. Ltda.

100

 

100

 

(37)

 

(37)

 

-

 

-

Gafisa SPE 99 Emp. Im. Ltda.

100

 

100

 

(24)

 

(24)

 

-

 

-

Gafisa SPE 100 Emp. Im. Ltda.

-

 

-

 

(5)

 

-

 

(1)

 

(186)

Gafisa SPE 101 Emp. Im. Ltda.

100

 

100

 

(62)

 

(4)

 

(82)

 

(5)

Gafisa SPE 102 Emp. Im. Ltda.

80

 

80

 

(40)

 

20

 

-

 

5

Gafisa SPE 103 Emp. Im. Ltda.

100

 

100

 

-

 

(40)

 

-

 

-

Gafisa SPE 104 Emp. Im. Ltda.

50

 

50

 

1

 

1

 

-

 

-

Gafisa SPE 105 Emp. Im. Ltda.

100

 

100

 

-

 

1

 

3,660

 

-

Gafisa SPE 106 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

5,558

 

2,319

 

5,606

Gafisa SPE 107 Emp. Im. Ltda. (d) 

-

 

100

 

-

 

5,299

 

447

 

6,995

Gafisa SPE 109 Emp. Im. Ltda. (d) 

-

 

100

 

10,763

 

371

 

3,367

 

(1,591)

Gafisa SPE 110 Emp. Im. Ltda.

100

 

100

 

4,077

 

(916)

 

4,118

 

(221)

Gafisa SPE 111 Emp. Im. Ltda.

100

 

100

 

-

 

(41)

 

2,152

 

-

Gafisa SPE 112 Emp. Im. Ltda. (d) 

-

 

100

 

2,778

 

3,201

 

(1,298)

 

(124)

Gafisa SPE 113 Emp. Im. Ltda.

60

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 114 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 115 Emp. Im. Ltda.

100

 

100

 

(15)

 

1

 

(15)

 

-

Gafisa SPE 116 Emp. Im. Ltda.

50

 

100

 

836

 

1

 

(1,191)

 

-

Gafisa SPE 117 Emp. Im. Ltda.

100

 

100

 

3,381

 

1

 

-

 

-

Gafisa SPE 118 Emp. Im. Ltda.

100

 

100

 

11,497

 

1

 

2,177

 

-

 

73 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

8.   Investments in subsidiaries (Continued)

 

a)  Ownership interest (Continued)

 

(b)                    Breakdown of investments (Continued)

 

 

Ownership interest - %

Investments

Equity pickup

Direct investees

09/30/2011

 

12/31/2010

 

09/30/2011

 

12/31/2010

 

09/30/2011

 

09/30/2010

Gafisa SPE 119 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 120 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 121 Emp. Im. Ltda.

100

 

100

 

(53)

 

1

 

(54)

 

-

Gafisa SPE 122 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 123 Emp. Im. Ltda.

100

 

100

 

(412)

 

1

 

(413)

 

-

Gafisa SPE 124 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 125 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 126 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 127 Emp. Im. Ltda.

100

 

100

 

1

 

1

 

-

 

-

Gafisa SPE 128 Emp. Im. Ltda.

100

 

80

 

1

 

1

 

-

 

-

O Bosque Empr. Imob. Ltda.

60

 

60

 

5,901

 

5,275

 

(76)

 

(42)

Alto da Barra de São Miguel Emp.Imob. SPE Ltda.

50

 

50

 

(5,652)

 

(1,217)

 

(4,434)

 

1,775

Dep. José Lajes Emp. Im. SPE Ltda.

50

 

50

 

(226)

 

(229)

 

3

 

(426)

Sítio Jatiuca Emp Im. SPE Ltda.

50

 

50

 

15,447

 

8,499

 

6,949

 

2,824

Reserva & Residencial Spazio Natura Emp. Im. SPE Ltda.

50

 

50

 

689

 

690

 

(1)

 

(6)

Grand Park - Parque das Aguas Emp Im Ltda

50

 

50

 

4,798

 

10,453

 

(5,840)

 

5,537

Grand Park - Parque das Arvores Emp. Im. Ltda 

50

 

50

 

11,289

 

17,794

 

(5,823)

 

7,204

Dubai Residencial Emp Im. Ltda.

50

 

50

 

12,785

 

10,614

 

2,789

 

2,892

Costa Maggiore Emp. Im. Ltda.

50

 

50

 

6,759

 

6,517

 

658

 

4,930

City Park Brotas Emp. Imob. Ltda.

50

 

50

 

890

 

325

 

562

 

216

City Park Acupe Emp. Imob. Ltda.

50

 

50

 

1,240

 

765

 

471

 

358

Patamares 1 Emp. Imob. Ltda

50

 

50

 

6,260

 

3,593

 

2,720

 

309

Acupe Exclusive Emp. Imob. Ltda.

50

 

50

 

324

 

181

 

143

 

(68)

Manhattan Square Emp. Imob. Coml. 1 SPE Ltda.

50

 

50

 

7,287

 

3,576

 

2,102

 

2,389

Manhattan Square Emp. Imob. Coml. 2 SPE Ltda.

50

 

50

 

570

 

618

 

(48)

 

(1)

Manhattan Square Emp. Imob. Res. 1 SPE Ltda.

50

 

50

 

(356)

 

(1,688)

 

637

 

4,932

Manhattan Square Emp. Imob. Res. 2 SPE Ltda.

50

 

50

 

1,227

 

1,303

 

(76)

 

(1)

SPE Reserva Ecoville/Office - Emp Im. S.A.

50

 

50

 

26,669

 

12,772

 

13,119

 

4,298

Graça Emp. Imob. SPE Ltda

50

 

50

 

368

 

377

 

(9)

 

(215)

Varandas Grand Park Emp. Im. Ltda.

50

 

50

 

994

 

1,159

 

(163)

 

1,111

FIT 13 SPE Emp. Imob. Ltda

50

 

50

 

16,942

 

9,664

 

8,278

 

1,253

SPE Pq Ecoville Emp Im S.A.

50

 

50

 

7,302

 

1,693

 

5,609

 

(547)

Apoena SPE Emp Im S.A.

80

 

50

 

6,779

 

4,341

 

(167)

 

(206)

Parque do Morumbi Incorporadora Ltda.

80

 

80

 

5,619

 

3,293

 

2,208

 

-

Prime Grand Park Emp. Im. Ltda.

50

 

50

 

(188)

 

(125)

 

(96)

 

-

Aram SPE Emp. Imob. Ltda

80

 

-

 

11,486

 

-

 

3,755

 

-

OCPC 01 Adjustment – interest capitalization

 

 

 

 

6,539

4,146

-

 

-

 

-

 

 

 

 

 

588,254

 

456,516

 

72,654

 

91,699

 

 

 

 

 

 

 

 

 

 

 

 

Provision for loss on investments (c)

 

 

 

 

11,221

 

8,227

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,190,551

 

2,397,319

 

209,579

 

209,590

 

 

 

 

 

 

 

 

 

 

 

 

Other investments (a)

 

 

 

 

317,946

 

327,797

 

 

 

 

Goodwill on acquisition of subsidiaries (b)

 

 

 

 

193,543

 

193,543

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total investments

 

 

 

 

3,702,040

 

2,918,659

 

 

 

 

74 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

                                                                                                                                                                    

8.   Investments in subsidiaries (Continued)

 

a)  Ownership interest (Continued)

 

(b)                    Breakdown of investments (Continued)

 

(a)   As described in Note 12, these investments comprise a portion of special partnership (SCP) that the Company started holding shares in such partnership that totals R$317,946 at September 30, 2011 (December 31, 2010 - R$327,797).

(b)   See breakdown in Note 9.

(c)    Provision for capital deficiency is recorded in heading “Payables to venture partners and other”.

(d)   In the period ended September 30, 2011, a transfer of shares from this Company to the SCP was made for the respective carrying value per share.

(e)   In the period ended September 30, 2011, a transfer of shares from the SCP to this Company was made for the respective carrying value per share.

 

9.   Intangible assets

 

The breakdown is as follows:

 

 

Consolidated

 

09/30/2011

12/31/2010

 

Balance

Balance

Goodwill

 

 

AUSA

152,856

152,856

Cipesa

40,687

40,687

 

 

 

 

193,543

193,543

Other intangible assets

25,947

16,411

 

 

 

 

219,490

209,954

 

Other intangible assets refer to expenditures on acquisition and implementation of information systems and software licenses, amortized in five years

 

Goodwill arises from the difference between the amount of acquisition and the equity of acquirees, calculated on acquisition date, and is based on the expectation of future economic benefits. These amounts are annually tested for impairment

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

9.   Intangible assets (Continued)

 

The Company did not estimate the recovery of the carrying amount of goodwill for the period ended September 30, 2011, once there was not any indication of possible impairment.

 

 

10. Loans and financing

 

 

 

Individual

Consolidated

Type of operation

Annual interest rate

09/30/2011

12/31/2010

09/30/2011

12/31/2010

 

 

 

 

 

 

Certificate of Bank Credit –

CCB and working capital

1.30 % to 2.20% + CDI

672,725

531,905

849,406

664,471

National Housing System

TR + 8.30 % to 12.68%

137,510

365,098

598,712

745,707

Assumption of debt in connection with inclusion of subsidiaries ‘debt

TR + 12%

3,602

-

3,602

-

 

 

813,837

897,003

1,451,720

1,410,178

 

 

 

 

 

 

Current portion

 

184,479

471,909

475,969

797,903

Non-current portion

 

629,358

425,094

975,751

612,275

 

Rates

 

     CDI - Interbank Deposit Certificate;

     TR – Referential Rate.

 

Funding for developments – SFH, working capital, and CCB correspond to credit lines from financial institutions using the funding necessary to the development of the Company's ventures

 

In June 2011, eight certificates of bank credit - CCBs were issued in the Company, totaling R$ 65 million. The CCBs are guaranteed by statutory lien on 30,485,608 shares in Gafisa SPE-89 Empreendimentos Imobiliários S.A.’s capital.

 

In AUSA, eight CCBs were issued, totaling R$ 55 million. The CCBs are guaranteed by statutory lien on 500,000 shares in Alphaville Ribeirão Preto Empreendimentos Imobiliários S.A.’s capital.

 

Funds from the aforesaid CCBs were allocated to develop residential projects. The CCBs contain restrictive covenants related mainly to the leverage rates and liquidity of the Company. Those covenants were complied with at September 30, 2011.

 

As of September 30, 2011, the Company and its subsidiaries have funds for approximately 108 ventures amounting to R$891,206 (Company – unaudited) and R$1,282,338 (consolidated – unaudited) that were approved to be released and will be used in future periods, to the extent that these developments progress physically and financially, according to the Company’s project schedule.

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

10. Loans and financing  (Continued)

 

Non-current installments are due as follows:

 

Individual

Consolidated

Maturity

09/30/2011

12/31/2010

09/30/2011

12/31/2010

2012

23,131

145,047

181,272

245,166

2013

101,460

58,519

209,890

119,912

2014

276,704

221,528

309,961

247,197

2015 onwards

228,063

-

274,628

-

 

629,358

425,094

975,751

612,275

 

Loans and financing are guaranteed by sureties of the Company, mortgage of the units, as well as collaterals of rights to the credit, and the inflow of contracts already signed on future delivery of units (amount of R$1,319,252 - unaudited).

 

The Company has restrictive covenants under certain loans and financing that limit its ability to perform certain actions, such as the issuance of new debts, and that could require the early maturity or refinancing of loans if the Company does not fulfill such covenants. The ratio and minimum and maximum amounts required under such restrictive covenants, at September 30, 2011 and December 31, 2010, are disclosed in note 11.

 

Financial expenses of loans, financing and debentures are capitalized at cost of each venture and land, according to the use of funds, and allocated to P&L based on the criterion adopted for recognizing revenue, as shown below. The capitalization rate used in the determination of costs of loans eligible to capitalization was 12.51% at September 30, 2011.

 

 

Individual

Consolidated

 

9/30/2011

9/30/2010

9/30/2011

9/30/2010

 

 

 

 

 

Net financial charges

188,965

178,773

361,320

265,760

Capitalized financial charges

(80,045)

(73,835)

(165,355)

(105,378)

 

 

 

 

 

Net financial charges

108,920

104,938

195,965

160,382

 

 

 

 

 

Financial charges included in Properties for sale

 

 

 

 

 

 

 

 

 

Opening balance (Note 6)

116,287

69,559

146,541

91,568

Capitalized financial charges

80,045

73,835

165,355

105,378

Charges allocated to P&L

(91,954)

(51,261)

(134,402)

(81,625)

 

 

 

 

 

Closing balance (Note 6)

104,378

92,133

177,494

115,321

 

77 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

11. Debentures

 

In June 2008, the Company obtained approval for its Third Debenture Placement Program, which allows it to place R$ 1,000,000 in simple debentures with a general guarantee maturing in five years.

 

Under the Third Debenture Placement Program, the Company placed a series of 25,000 debentures in the total amount of R$250,000, with the below features.

 

In August 2009, the Company obtained approval for its sixth placement of nonconvertible simple debentures in two series, which have general guarantee, maturing in two years and unit face value at the issuance date of R$ 10,000, totaling R$ 250,000. In May 2010, the Company amended this indenture, changing the maturity for four years and ten months.

 

In December 2009, the Company obtained approval for its seventh placement of nonconvertible simple debentures in a single and undivided lot, sole series, secured by a floating and additional guarantee, in the total amount of R$ 600,000, maturing in five years.

 

In April 2009, the subsidiary Tenda obtained approval for its First Debenture Placement Program, which allowed it to place up to R$ 600,000 in non-convertible simple subordinated debentures, in a single and undivided lot, secured by a floating and additional guarantee, with semi-annual maturities between October 1, 2012 and April 1, 2014. The funds raised through the placement shall be exclusively used in the financing of real estate ventures focused only on the popular segment.

 

In November 2010, the Company obtained approval for its eighth placement of nonconvertible simple debentures, in the amount of R$ 300,000, in two series, the first maturing on October 15, 2015, and the second on October 15, 2016.

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

11. Debentures (Continued)

 

 

 

 

 

 

Individual

Consolidated

Program/placement

Principal

Annual compensation

Maturity

9/30/2011

12/31/2010

9/30/2011

12/31/2010

 

 

 

 

 

 

 

 

Third program / first placement – Fifth placement

250,000

107.20% CDI

June 2013

262,173

253,355

262,173

253,355

Sixth placement

250,000

CDI + 2% to 3.25%

June 2014

120,984

109,713

120,984

109,713

Seventh placement

600,000

TR + 10.20%

December 2014

618,154

598,869

618,154

598,869

Eighth placement / First placement

288,427

CDI + 1.95%

October 2015

304,208

293,661

304,208

293,661

Eighth placement / Second placement

11,573

IPCA + 7.96%

October 2016

13,231

11,898

13,231

11,898

First placement (Tenda)

600,000

TR + 8.22%

April 2014

-

-

628,259

612,435

 

 

 

 

1,318,750

1,267,496

1,947,009

1,879,931

 

 

 

 

 

 

 

 

Current portion

 

 

 

178,077

14.097

206.336

26.532

Non-Current portion

1.140.673

1.253.399

1.740.673

1,853,399

               

 

Non-current installments are due as follows: 

 

 

Individual

Consolidated

Maturity

9/30/2011

12/31/2010

9/30/2011

12/31/2010

2012

-

122,557

150,000

272,557

2013

422,368

422,557

722,368

722,557

2014

563,648

408,707

713,648

558,707

2015

148,945

293,866

148,945

293,866

2016 onwards

5,712

5,712

5,712

5,712

 

1,140,673

1,253,399

1,740,673

1,853,399

 

The Company has restrictive debenture covenants which limit its ability to perform certain actions, such as the issuance of new debts, and that could require the early maturity or refinancing of loans if the Company does not fulfill these.

 

As mentioned in Note 4.2, the balance of restricted cash in guarantee to loans in investment funds in the amount of R$ 310,787 at September 30, 2011 (R$624,687 at December 31, 2010) is pledged to cover the ratio of restrictive debenture covenants.

 

79 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

11. Debentures (Continued)

 

The actual ratios and minimum and maximum amounts stipulated by these restrictive covenants at September 30, 2011 and at December 31, 2010 are as follows:

 

 

9/30/2011

12/31/2010

Fifth placement

 

 

Total debt less SFH debt, less cash and cash equivalents and marketable securities (1) cannot exceed 75% of equity

49%

36%

Total accounts receivable plus inventory of finished units required to be 2.2 times over net debt

4.4 times

4.6 times

 

 

 

Seventh placement

 

 

EBIT(2) balance shall be 1.3 times under the net financial expense

-3.1 times

-10.7 times

Total accounts receivable plus inventory of finished units required to be 2.0 times over net debt less debt of projects (3)

17.0 times

73.2 times

Total debt less debt of projects, less cash and cash equivalents and marketable securities(1) cannot exceed 75% of equity plus non-controlling interest

16,4%

3.5%

 

 

 

Eighth placement – first and second placement

 

 

Total accounts receivable plus inventory of finished units required to be 2.0 times over net debt less debt of projects

17.0 times

73.2 times

Total debt less debt of projects, less cash and cash equivalents and marketable securities(1) cannot exceed 75% of equity plus non-controlling interest

16.4%

3.5%

 

 

 

First placement – Tenda

 

 

The EBIT(2) balance shall be 1.3 times over the net financial expense or lower than zero

9.3 times

5.7 times

The debt ratio, calculated as total accounts receivable plus inventory, divided by net debt plus project debt, must be > 2 or < 0, where TR(4) + TE(5) are always > 0

-11.2

-11.8

The Maximum Leverage Ratio, calculated as total debt less general guarantees divided by equity, must not exceed 50% of equity.

18%

21%

 

 

 

(1) Cash and cash equivalents and marketable securities refer to cash and cash equivalents, marketable securities, restricted cash in guarantee to loans, and restricted credits.

(2) EBIT refers to gross profit less selling, general and administrative expenses plus other net operating income.

(3) Project debt and general guarantee debt refer to SFH debts, defined as the sum of all disbursed borrowing contracts, funds of which were provided by SFH, as well as the debt related to the seventh placement.

(4) Total receivables

(5) Total inventory

 

At September 30, 2011, the Company is in compliance with the aforementioned clauses and other non-restrictive clauses.

 

80 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

11. Debentures (Continued)

 

Expenses for placement of debentures and their effective interest rates are shown below:

 

Placement

Transaction cost

Effective interest rate

Cost of transaction to be allocated

 

 

 

 

Fifth placement

1,179

11.66%

786

Sixth placement

2,077

Series 1: 12.60%

992

Series 2: 10.88%

Seventh placement

7,051

11.00%

4,468

Eight placement

3,081

Series 1: 14.87%

2,571

Series 2: 13.54%

First placement (Tenda)

924

9.79%

493

 

 

 

 

 

14,312

 

9,310

 

 

 

 

Current portion

 

 

2.699

Non-current portion

 

 

6.611

 

 

12. Payables to venture partners and other

 

 

Individual

Consolidated

 

9/30/2011

12/31/2010

9/30/2011

12/31/2010

 

 

 

 

 

Payable to venture partners (a)

300,000

300,000

380,000

380,000

Current accounts related to developments (Note 18.1)

50,744

-

-

-

Credit assignments (b)

290,621

37,714

462,054

88,442

Acquisition of investments

2,286

3,094

20,911

23,062

Other accounts payable

61,380

42,388

113,032

72,722

Rescission reimbursement payable and provisions

-

-

43,738

31,272

Mandatory dividends to investors

-

-

11,495

24,264

FIDC obligations (b)

-

-

7,666

18,070

Provision for warranty

23,984

22,391

46,185

39,025

Deferred Pis and Cofins

 

-

35,583

29,328

Provision for capital deficiency

11,221

8,227

-

-

Usufruct on shares (c)

45,000

-

80,000

-

 

 

 

 

 

 

785,236

413,814

1,200,664

706,185

 

 

 

 

 

Current portion

275,183

105,340

328,055

149,952

Non-current portion

510,053

308,474

872,609

556,233

 

81 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

12. Payables to venture partners and other (Continued)

 

(a)     In relation to the individual financial statements, in January 2008, the Company formed an unincorporated venture (SCP), the main objective of which is to hold interest in other real estate development companies, which shall have as main objective the development and carrying out of real estate ventures. As of September 30, 2011, the SCP received contributions of R$ 313,084 (represented by 13,084,000 Class A units of interest fully paid-in by the Company and 300,000,000 Class B units of interest from the other venture partners). The SCP will preferably use these funds to acquire equity investments and increase the capital of its investees. As a result of this operation, as a precaution and considering that the decision to invest or not is made jointly by all members, thus independent from Company management decision, as of September 30, 2011, “payables to venture partners” were recognized in the amount of R$ 300,000 maturing on January 31, 2014. The venture partners receive an annual minimum dividend substantially equivalent to the variation in the Interbank Deposit Certificate (CDI) rate, as of September 30, 2011, the amount accrued totaled R$6,186. The SCP's charter provides for the compliance with certain covenants by the Company, in its capacity as lead partner, which include the maintenance of minimum ratio of net debt and receivables. As of September 30, 2011, the Company was in compliance with these clauses.

 

In relation to the consolidated financial statements, in April 2010, subsidiary Alphaville Urbanismo S.A. paid-in the capital of an entity, the main objective of which is to hold interest in other companies, which shall have as main objective the development and carrying out of real estate ventures. As of September 30, 2011, this entity subscribed capital and paid-in capital reserve amounting to R$ 161,720 (comprising 81,719,641 common shares held by the Company and 80,000,000 preferred shares held by other shareholders). As a result of this transaction, as a precaution and taking into consideration the rights to which the holders of preferred shares are entitled, such as payment of fixed dividends and redemption, as of September 30, 2011, payables to investors/venture partners are recognized at R$ 80,000, with final maturity on March 31, 2014. The preferred shares shall pay cumulative fixed dividends, substantially equivalent to the variation of the General Market Prices Index (IGP-M) plus 7.25% p.a., as of  September 30, 2011, the provisioned amount totals R$5,308. The Company’s articles of incorporation sets out that certain matters shall be submitted for approval by preferred shareholders through vote, such as the rights conferred by such shares, increase or reduction in capital, use of profits, set up and use of any profit reserve, and disposal of assets As of September 30, 2011, the Company is in compliance with the above-described clauses.

 

Dividend amounts are reclassified as financial expenses in the financial statements.

 

(b)  It refers to the operation on assignment of receivables portfolio (see Note 5(ii), (iii) and (iv)).

 

(c)  As part of the funding through issuance of Certificates of Bank Credit– CCB, described in Note 10, the Company and subsidiary AUSA entered into a paid usufruct agreement in connection with 100% of the preferred shares in SPE-89 Empreendimentos Imobiliários S.A. and Alphaville Ribeirão Preto Empreendimentos Imobiliários S.A., for six years, having raised R$ 45,000 and R$ 35,000, respectively. These are recorded based on the effective interest method of amortization.

 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

13. Provisions for legal claims and commitments

 

The Company and its subsidiaries are parties to lawsuits and administrative claims at various courts and government agencies that arise from the ordinary course of business, involving tax, labor, civil lawsuits and other matters. Management, based on information provided by its legal counsel, analyzed pending claims and, with respect to the labor claims, based on past experience regarding the amounts claimed, recognized a provision in an amount considered sufficient to cover probable losses inherent in pending claims.

 

In the quarter ended September 30, 2011, the changes in the provision are summarized as follows:

 

Individual

Civil claims

Tax claims

Labor claims

Total

Balance at December 31, 2010

81,153

640

5,168

86,961

Additional provision

13,001

409

14,542

27,952

Payment and reversal of provision not used

(4,978)

(25)

(8,384)

(13,387)

Balance at September 30, 2011

89,176

1,025

11,325

101,526

 

 

 

 

 

Current portion

 

 

 

27,770

Non-current portion

 

 

 

73,756

 

Consolidated

Civil claims

Tax claims

Labor claims

Total

Balance at December 31, 2010

102,828

12,110

23,755

138,693

Additional provision

15,996

1,124

24,739

41,859

Payment and reversal of provision not used

(12,465)

(46)

(16,321)

(28,832)

Balance at September 30, 2011

106,359

13,188

32,173

151,720

 

 

 

 

 

Current portion

 

 

 

27,770

Non-current portion

 

 

 

123,950

 

(i)      Civil, tax and labor claims

 

 

(a)     As of September 30, 2011, the provisions related to civil claims include R$73,756 related to lawsuits in which the Company is included as successor in enforcement actions and in which the original debtor is a former shareholder of Gafisa, Cimob Companhia Imobiliária (“Cimob”), among other companies. The plaintiff understands that the Company should be liable for the debts of Cimob. Some lawsuits, amounting to R$ 6,402, are backed by guarantee insurance; in addition, there are judicial deposits amounting to R$53,318, in connection with the restriction of the usage of the Gafisa’s bank accounts; and there is the restriction referring to the use of Gafisa’s treasury stock to guarantee the enforcement as well.

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

13. Provision for legal claims and commitments (Continued)

 

(i)      Civil, tax and labor claims  (Continued)

 

The Company is filing appeals against all decisions, as it considers that the inclusion of Gafisa in the claims is legally unreasonable; these appeals aim at releasing amounts and obtaining the recognition that it cannot be held liable for the debt of a company that does not have any relationship with Gafisa. The final decision on the Company’s appeal, however, cannot be predicted at present.

 

(b)     Subsidiary AUSA is a party to legal and administrative claims related to Federal VAT (IPI) and State VAT (ICMS) on two imports of aircraft in 2001 and 2005, respectively, under leasing agreements without purchase option. The likelihood of loss in the ICMS case is rated by legal counsel as (i) probable in regard to the principal and interest, and (ii) remote in regard to the fine for noncompliance with accessory liabilities. The contingency amount rated by legal counsel as a probable loss, inherent in the claim above, reaches R$11,630 and is provisioned at September 30, 2011.

 

(c)     As of September 30, 2011, the Company and its subsidiaries were subject to labor lawsuits, which had the most varied characteristics and at various court levels, and is awaiting judgment. These claims corresponded to a total maximum risk of R$109,758. Based on the opinion of the Company’s legal counsel and the expected favorable outcome, as well as on the negotiation that shall be made, the provisioned amount is considered sufficient by management to cover expected losses

 

The Company and its subsidiaries have judicially deposited the amount of R$ 83,838 (Company) and R$ 102,383 (consolidated) (Note 7) in connection with the aforementioned legal claims.

 

In addition, the Company and its subsidiaries are aware of other claims and civil, labor and tax risks at September 30, 2011 based on the assessment of its legal counsel, in which loss is possible, but not probable, in the approximate amount of R$381,582, based on the historical average of claim monitoring, for which the Company understands that it is not necessary to record a provision for possible losses.

 

(d)     Environmental risk

 

There are various environmental laws at the federal, state and municipal levels. These environmental laws may result in delays for the Company in connection with adjustments for compliance and other costs, and prevent or restrict ventures. Before acquiring a land, the Company assesses all necessary and applicable environmental issues,  including the possible existence of hazardous or toxic materials, residual substance, trees, vegetation and the proximity of the land to permanent preservation areas. Therefore, before acquiring land, the Company obtains all governmental approvals, including environmental licenses and construction permits.

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

 

(i)      Civil, tax and labor claims  (Continued)

 

In addition, the environmental legislation establishes criminal, civil and administrative sanctions to individuals and legal entities for activities considered as environmental infringements or offense. The penalties include the suspension of development activities, loss of tax benefits, confinement and fine.

 

(ii)   Payables related to the completion of real estate ventures

 

The Company and its subsidiaries are committed to deliver real estate units that will be built in exchange for the acquired land, and to guarantee the release of financing, in addition to guaranteeing the installments of the financing to customers over the construction period.

 

The Company is also committed to completing units sold and to comply with the Laws regulating the civil construction sector, including the obtainment of licenses from the proper authorities, and compliance with the terms for starting and delivering the ventures, subject to legal and contractual penalties.

 

As described in Note 4, at September 30, 2011, the Company and its subsidiaries have resources approved and recorded as short-term investments guaranteed, which will be released as ventures progress in the total amount of R$43,838 (Company) and R$65,813 (consolidated) to meet restrictive clause rate commitments.

 

The Company has obligations arising from commitments to suppliers for future delivery regarding the purchase of materials to be used in the construction process of units.

 

 

14. Payables for purchase of land and advances from customer

 

 

Individual

Consolidated

 

09/30/2011

12/31/2010

09/30/2011

12/31/2010

 

 

 

 

 

Obligations for purchase of land

167,373

126,093

480,621

370,482

Present value adjustment

(5,766)

(15,905)

(13,122)

(16,796)

Advances from customers

 

 

 

 

Development and sales

20,832

18,086

104,592

158,145

Barter transaction – land (Note 6)

31,605

41,018

92,205

86,228

 

 

 

 

 

 

214,044

169,292

664,296

598,059

 

 

 

 

 

Current portion

152,647

126,294

469,642

420,199

Non-current portion

61,397

42,998

194,654

177,860

85 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

14. Payables for purchase of land and advances from customer (Continued)

 

The total amount of reversal of present value adjustment, calculated at the rate mentioned in Note 5(i) to the financial statements at December 31, 2010, recognized in costs of properties for sale in the period ended September 30, 2011 amounted to R$10,139 in the Company and R$3,674 in the consolidated.

 

 

15. Equity 

 

15.1   Capital

 

As of September 30, 2011, the Company's authorized and paid-in capital totaled R$2,734,155, represented by 432,515,801 registered common shares without par value, of which 599,486 were held in treasury.

 

In the period ended September 30, 2011 there was no change in common shares held in treasury.

 

Treasury shares - 09/30/2011

 

Symbol

GFSA3

 

 

 

 

Class

-

 

 

 

 

Type

Common

R$

%

R$ thousand

R$ thousand

Acquisition date

Number

Weighted average price

% on outstanding shares

Market value

Carrying amount

11/20/2001

599,486

2.8880

0.14%

3,219

1,731

 

          (*)Market value calculated based on the closing share price at September 30, 2011 of R$ 5.37.

 

The Company holds shares in treasury in order to guarantee the enforcement of claims (Note 13).

 

According to the Company’s Articles of Incorporation, capital may be increased without the need to make amendments to them, upon resolution of the Board of Directors, which shall set the conditions for issuance until the limit of 600,000,000 (six hundred million) common shares.

 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity   (Continued)

 

15.1   Capital (Continued)

 

In March 2010, the Company completed an initial public offering of common shares, resulting in a capital increase of R$ 1,063,750 with the issuance of 85,100,000 shares, comprising 46,634,420 shares in Brazil and 38,465,580 ADSs.

 

On April 29, 2011, the distribution of minimum mandatory dividends for 2010 amounting to R$ 98,812 was approved.

 

On May 27, 2010, the increase in capital amounting to R$20,282 was approved, with the issuance of 9,797,792 shares, arising from the acquisition of Shertis’ shares (Note 1).

 

On August 30, 2011, the increase in capital was approved in the amount of R$3,366 with the issuance of 378,062 shares, in view of the exercise over the last 30 days of stock options.

 

During the period ended September 30, 2011, the increase in capital by R$4,957 was approved, related to the stock option plan and the exercise of 1,000,426 common shares.

 

 

The change in the number of outstanding shares was as follows:

 

 

Common shares – in thousands

December 31, 2010

430,915

Exercise of stock option

1,000

 

 

September 30, 2011

431,915

Treasury shares

600

Authorized shares at September 30, 2010

432,515

 

15.2   Allocation of net income for the year

 

Pursuant to the Company’s Articles of Incorporation, net income for the year was allocated as follows: (i) 5% to legal reserve, reaching up to 20% of capital or when the legal reserve balance plus capital reserves is in excess of 30% of capital, and (ii) 25% of the remaining balance to pay mandatory dividends.

 

On March 21, 2007 the setting up of a statutory reserve became a requirement, pursuant to article 50 of the Company’s Articles of Incorporation, consolidated on June 9, 2011. Accordingly, the setting up of such reserve shall be carried out at an amount not in excess of 71.25% of net income, for the purpose of financing the expansion of the activities of the Company and its subsidiaries, including through subscription of capital increases or creation of new ventures, participation in consortia or other types of partnership in order to fulfill corporate objective.

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

88 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity   (Continued)

 

15.3   Stock option plans

 

             The expenses arising from the granting of shares recorded for the period ended September 30, 2011 are as follows:

 

 

09/30/2011

09/30/2010

 

 

 

Gafisa

9,946

5,423

Tenda

1,659

2,865

Alphaville

1,184

554

 

12,789

8,842

 

(i)    Gafisa 

 

Company management uses the Binomial and Monte Carlo models for pricing the options granted because of its understanding that these models are capable of including and calculating with a wider range the variables and assumptions comprising the plans of the Company.

 

A total of six stock option plans are offered by the Company. The first plan was launched in 2000 and is managed by a committee that periodically creates new stock option plans, determining their terms, which, among other things, (i) define the length of service that is required for employees to be eligible to the benefits of the plans, (ii) select the employees that will be entitled to participate, and (iii) establish the purchase prices of the shares to be exercised under the plans.

 

To be eligible for the 2006 and 2007 plans, employees are required to contribute at least 70% of the annual bonus received to exercise the options, under penalty of losing the right to exercise all options of subsequent lots.

 

The Company and its subsidiaries record the amounts received from employees in an account of advances in liabilities. No advances were received in the period ended September 30, 2011.

 

The stock option may be exercised in one to five years subsequent to the initial date of the work period established in each of the plans. The shares are usually available to employees for ten years after their contribution.

 

89 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity  (Continued)

 

15.3   Stock option plans (Continued)

 

(i)    Gafisa  (Continued)

 

The Company and its subsidiaries may decide to issue new shares or transfer the treasury shares to the employees and executive officers in accordance with the clauses established in the plans. The Company and its subsidiaries have the right of first refusal on shares issued under the plans in the event of dismissal and retirement. In such cases, the amounts advanced are returned to the plan beneficiaries, in certain circumstances, at amounts that correspond to the greater of the market value of the shares (as established in the rules of the plans) and the amount inflation-indexed (IGP-M) plus annual interest at 3%.

 

In 2008, the Company and its subsidiaries issued a new stock option plan. In order to become eligible for the grant, beneficiaries are required to contribute from 25% to 80% of their annual net bonus to exercise the options within 30 days from the program date

 

On June 26, 2009, the Company issued a new stock option plan for granting 1,300,000 options. In addition, the exchange of the 2,740,000 options of the 2007 and 2008 plans for 1,900,000 options granted under this new stock option plan was approved. The incremental fair value granted as a result of such modification is R$ 3,529, recognized to the extent services are provided by employees and management members.

 

The assumptions adopted for calculating the fair value to be used in the recognition of the stock option plan for 2009 were the following: expected volatility at 40% p.a., expected dividends on shares at 1.91%, and risk-free interest rate at 8.99% p.a. The volatility was set based on the regression analysis of the relation between return on Gafisa’s shares and that of Ibovespa.

 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity  (Continued)

 

15.3   Stock option plans (Continued)

 

(i)    Gafisa  (Continued)

 

On December 17, 2009, the Company issued a new stock option plan for granting 140,000 options. In addition, the exchange of the 512,280 options of the 2007 plan was approved for 402,500 options granted under this new stock option plan. The incremental fair value granted as a result of these modifications is R$ 6,824. The assumptions made in the calculation of incremental value were as follows: expected volatility at 40%, expected dividends on shares at 1.91%, and risk-free interest rate at 8.99%.

 

On August 4, 2010, a new stock option plan was issued by the Company for granting a total of 626,061 options. The assumptions adopted in the recognition of the stock option plan for 2010 were the following: expected volatility at 40%, expected dividends at 1.08%, and risk-free interest rate at 10.64%. The volatility was determined based on the regression analysis of the relation between the estimated volatility of Gafisa and that of Ibovespa.

 

On April 1, 2011, a stock option plan was issued by the Company, granting 1,435,000 options. The assumptions adopted in the recognition of the stock option plan for 2011 were: expected volatility at 40%, expected dividends at 1.90% , and risk-free interest rate at 10.64%. The volatility was determined based on the regression analysis of the relation between the estimated volatility of Gafisa and that of Ibovespa.

 

On July 13, 2011, a stock option plan was issued by the Company, granting 11,420,000 options. The assumptions adopted in the recognition of the stock option plan for 2011 were: expected volatility at 40%, expected dividends at 1.90%, and risk-free interest rate at 12.16%. The volatility was determined based on the regression analysis of the relation between the estimated volatility of Gafisa and that of Ibovespa.

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity  (Continued)

 

15.3   Stock option plans (Continued)

 

(i)    Gafisa  (Continued)

 

The changes in the number of stock options and corresponding weighted average exercise prices are as follows:

 

 

Sep/2011

Dec/2010

 

Number of options (ii)

Weighted average exercise price

Number of options (ii)

Weighted average exercise price

Options outstanding at the beginning of the year

8,787,331

11,97

10,245,394

12,18

Transfer of Tenda option plans

 

 

2,338,380

4,39

Options granted

12,855,000

10,60

626,061

12,10

Options exercised (i)

(846,404)

12,29

(2,463,309)

8,30

Options expired

(36,110)

8,12

-

-

Options forfeited

(3,608,164)

13,88

(1,959,195)

4,54

 

 

 

 

 

Options outstanding at the end of the year/period

17,151,653

8,65

8,787,331

11,97

 

 

 

 

 

Options exercisable at the end of the year/period

1,991,712

9,81

1,364,232

12,18

 

(i)      In the periods ended September 30, 2011 and December 31, 2010, the amount received in the consolidated through exercised options was R$4,957 and R$9,736, respectively.

(ii)     The number of options considers the split of shares approved on February 22, 2010.

 

The analysis of prices is as follows, considering the split of shares on February 22, 2010:

 

 

Reais

 

 

09/30/2011

12/31/2010

 

 

 

Exercise price per option at the end of the period

4.57-22.79

4.57-22.79

 

 

 

Weighted average exercise price at the option grant date

9.03

10.36

 

 

 

Weighted average market price per share at the grant date

10.03

10.10

 

 

 

Market price per share at the end of the period/year

5.37

12.04

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity  (Continued)

 

15.3   Stock option plans (Continued)

 

(i)    Gafisa  (Continued)

 

The options granted will confer on their holders the right to subscribe the Company's shares, after completing one to five years of employment with the Company (strict conditions on exercise of options), and will expire after ten years from the grant date.

 

The dilution percentage at September 30, 2011 stood at 0.81% corresponding to earnings after dilution of R$0.1948 (R$0.1963 before dilution).

 

In the period ended September 30, 2011 the Company recognized the amounts of R$9,946 (Company) and R$12,789 (consolidated), as operating expenses. The amounts recognized in the Company are recorded in capital reserve in equity

 

(ii)   Tenda 

 

Subsidiary Tenda has a total of three stock option plans - the first two were approved in June 2008, and the other one in April 2009. These plans, limited to a maximum of 5% of total capital and approved by the Board of Directors, establish the general terms, which, among other things, (i) define the length of service that is required for employees to be eligible to the benefits of the plans, (ii) select the employees that will be entitled to participate, and (iii) establish the purchase prices of the preferred shares to be exercised under the plans  

 

In June 2008, a stock option plan was issued by the Company for granting 1,090,000 options. The assumptions used in estimating the fair value that will base the recognition of the stock option plan for 2008 were as follows: expected volatility at 81.5% per year, without dividends expected on the shares, and risk-free interest rate at 8.65%.

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity  (Continued)

 

15.3   Stock option plans (Continued)

 

(ii)   Tenda  (Continued)

 

In April 2009, two stock option plans were issued by the Company for granting 3,500,000 options under plan 1, and 1,350,712 options under plan 2. The assumptions used in estimating the fair value that will base the recognition of stock option plan 1 for 2009 were as follows: expected volatility at 81.5% per year, without dividends expected on the shares, and risk-free interest rate at 8.82%. The assumptions used in estimating the fair value that will base the recognition of the stock option plan 2 for 2009 were as follows: expected volatility at 81.5% p.a., expected dividends on shares at 1.91%, and risk-free interest rate at 8.60%.

 

In the option granted in 2008, when exercising the option, the base price will be adjusted according to the market value of shares, based on the average price in the 20 trading sessions prior to the commencement of each annual exercise period. The exercise price is adjusted according to a fixed table of values, according to the share value in the market, at the time of the two exercise periods for each annual lot. The stock option may be exercised by beneficiaries, who shall partially use their annual bonuses, as awarded, within 10 years subsequent to the initial date of the work period established in each of the plans. The shares are usually available to employees from two to five years after their contribution.

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity  (Continued)

 

15.3   Stock option plans (Continued)

 

(ii)   Tenda  (Continued)

 

In the period ended September 30, 2011, Tenda recorded stock option plan expenses amounting to R$1,659.

 

Due to the acquisition by Gafisa of the total outstanding shares issued by Tenda, the stock option plans related to Tenda shares were transferred to the Company Gafisa, responsible for share issuance. At  September 30, 2011, the amount of R$13,650, related to the reserve for granting options of Tenda, is recognized under the heading “other accounts receivable in current accounts” related to real estate ventures of Gafisa (Note 18).

 

(iii)  AUSA 

 

Subsidiary AUSA has three stock option plans - the first one launched in 2007, which was approved on June 26, 2007 at the Annual Shareholders' Meeting and the Board of Directors’ Meetings.

 

On June 1, 2010, two new stock option plans were issued by the Company for granting a total of 738 options. The assumptions adopted in the recognition of the stock option plan for 2010 were the following: expected volatility at 40% and risk-free interest rate at 9.39%. The volatility was determined based on the regression analysis of the relation between the estimated volatility of Gafisa and that of Ibovespa.

 

On April 1, 2011, a stock option plan was launched by the Company, for granting a total of 364 options. The assumptions adopted in the recognition of the stock option plan for 2010 were: expected volatility at 40%, and risk-free interest rate at 10.64%. The volatility was determined based on the regression analysis of the relation between the estimated volatility of Gafisa and that of Ibovespa.

 

95 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

15. Equity  (Continued)

 

15.3   Stock option plans (Continued)

 

(iii)  AUSA  (Continued)

 

The changes in the number of stock options and their corresponding weighted average exercise prices for the year are as follows:

 

 

Sep/2011

Dec/2010

 

Number of options

Weighted average exercise price – Reais

Number of options

Weighted average exercise price - Reais

Options outstanding at the beginning of the year

1,932,000

8.01

1,557,000

6.47

Options granted

364,000

10.48

738,000

10.48

Options exercised

(133,000)

7.81

(46,000)

7.61

Options forfeited /sold

(452,000)

7.81

(317,000)

7.61

Options outstanding at the end of the year/period

1,711,000

8.77

1,932,000

8.01

 

The dilution percentage at September 30, 2011 stood at 0.0005%, corresponding to earnings per share after dilution of R$0.835738 (R$0.835742 before dilution).

 

The market value of each option granted was estimated at the grant date using the Binomial option pricing model.

 

AUSA recorded expenses for the stock option plan amounting to R$1,184 for the period ended September 30, 2011.

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

16. Income and social contribution taxes

 

(i)      Current income and social contribution taxes

 

The reconciliation of the effective tax rate for the periods ended September 30, 2011 and 2010, is as follows:

 

 

Consolidated

 

09/30/2011

09/30/2010

 

 

 

Profit before income and social contribution taxes, and statutory interest

137,041

350,631

Income tax calculated at the applicable rate – 34%

(46,717)

(119,214)

Net effect of subsidiaries whose taxable profit is calculated as a percentage of gross sales

27,237

75,043

Tax losses (used)

1

115

Stock option plan

(4,348)

(3,006)

Other permanent differences

(3,279)

(7,971)

Total current and deferred tax expenses

(27,106)

(55,033)

 

 

 

Tax expenses - current

(37,698)

(27,384)

Tax expenses – deferred

10,592

(27,694)

 

(ii)     Deferred income and social contribution taxes

 

Deferred income and social contribution taxes are recorded to reflect the future tax effects attributable to temporary differences between the tax bases of assets and liabilities and their respective carrying amounts.

 

The Company recognized tax assets on social contribution tax losses for prior years, which do not have statute of limitations, and offset of which is limited to 30% of annual taxable profit, as such taxable profit is likely to be available for offsetting temporary differences.

 

The carrying amount of a deferred tax asset is periodically reviewed, and the projections are annually reviewed, in case that there are significant factors that may modify the projections, the latter having been reviewed during the year by the Company and approved by the Supervisory Board

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

16. Deferred income and social contribution taxes (Continued)

 

(ii)   Deferred income and social contribution taxes (Continued)

 

       Deferred income and social contribution taxes are as follows:

 

 

 

 

Individual

Consolidated

 

09/30/2011

12/31/2010

09/30/2011

12/31/2010

Assets

 

 

 

 

Provisions for legal claims

37,635

29,567

37,635

43,715

Temporary differences – deferred PIS and COFINS

20,488

23,240

42,968

46,656

Temporary differences – CPC adjustment

40,973

35,221

63,957

45,926

Other provisions

14,986

25,799

40,118

31,954

Income and social contribution tax losses

42,772

27,210

147,854

162,081

Tax credits from downstream acquisition

-

-

11,210

7,472

 

156,855

141,037

353,212

337,804

 

 

 

 

 

Liabilities

 

 

 

 

Negative goodwill

90,101

90,101

90,101

90,101

Temporary differences

14,862

10,458

33,723

20,104

Differences between income taxed on a cash basis and recorded on an accrual basis

65,389

65,453

277,247

314,204

 

170,352

166,012

401,071

424,409

 

At September 30, 2011, R$28,154 inherent in deferred income and social contribution taxes regarding the taxation of income between cash and accrual basis in the short term, calculated pursuant the presumed income-based taxation system, are classified in the heading Tax Obligations.

 

The Company calculates its taxes based on the recognition of P&L proportionally to the receipt of the contracted sales, in accordance with the tax rules determined by the Brazilian IRS (SRF) Revenue Procedure No. 84/79, which differs from the calculation of the accounting revenues based on the costs incurred versus total estimated cost. The tax base will crystallize over an average period of four years as cash inflows arise and corresponding projects are concluded.

 

Gafisa has not recorded a deferred income tax asset on social contribution tax losses of its subsidiaries amounting to R$9,143 at September 30, 2011, which are under the taxable profit regime, and do not have a history of taxable profit over the last three years, except in subsidiary Tenda.

 

Management considers that deferred tax assets arising from temporary differences will be realized as the contingencies and events are settled.

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

16. Deferred income and social contribution taxes (Continued)

 

(ii)   Deferred income and social contribution taxes (Continued)

 

Based on estimated future taxable profit of Gafisa, the expected recovery of the deferred income and social contribution tax losses of the Company and its subsidiary Tenda is as follows:

 

 

Individual

Consolidated

2011

-

6,597

2012

-

16,785

2013

-

23,011

2014

7,937

31,282

2015

10,394

40,965

Other

24,441

29,214

Total

42,772

147,854

 

 

17. Financial instruments

 

The Company and its subsidiaries participate in operations involving financial instruments. These instruments are managed through operational strategies and internal control aimed at liquidity, return and safety. The contracting of financial instruments for hedging purposes is made through a periodical analysis of exposure to the risk that the management intends to cover (exchange, interest rate, etc), which is approved by the Board of Directors for authorization and performance of the proposed strategy. The policy on control consists of permanently following up the contracted conditions versus conditions prevailing in the market. The result from these operations is consistent with the policies and strategies devised by Company management. Company and its subsidiaries operations are subject to the risk factors described below:

 

(i)  Risk considerations

 

a)    Credit risk

 

The Company and its subsidiaries restrict their exposure to credit risks associated with cash and cash equivalents, by investing in financial institutions considered highly rated and in short-term securities.

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

17. Financial instruments (Continued)

 

(i)  Risk considerations (Continued)

 

a)    Credit risk (Continued)

 

With regards to accounts receivable, the Company restricts its exposure to credit risks through sales to a broad base of customers and ongoing credit analysis. Additionally, there is no significant history of losses due to the existence of liens for the recovery of its products in the cases of default during the construction period. As of September 30, 2011, there was no significant credit risk concentration associated with customers.

 

b)    Derivative financial instruments

 

The Company adopts the policy of participating in operations involving derivative financial instruments for the purpose of mitigating or eliminating currency risks, when considered necessary.

 

The Company holds derivative instruments to mitigate its exposure to rates and interest volatility recognized at their fair value directly as part of P&L for the year. Pursuant to its treasury policies, the Company does not own or issue derivative financial instruments other than for hedging purposes.

 

On September 30, 2011, the Company had derivative contracts for hedging purposes in relation to interest fluctuations, with final maturity from March to June 2017. The derivative contracts are as follows:

 

 

 

 

 

 

 

 

 

Profit (loss) not realized by derivative instruments – net

 

 

BR Real

 

Percentage

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Face

 

Original

 

 

 

 

Swap agreements (Fixed for CDI)

 

Value

 

Index

 

Swap

 

06/30/2011

 

 

 

 

 

 

 

 

 

Banco Votorantim S.A.

 

110,000

 

Fixed rate 12.3450%

 

100 CDI + 0.2801

 

(3,558)

Banco Votorantim S.A.

 

90,000

 

Fixed rate 12.1556%

 

100 CDI + 0.3100

 

(2,432)

 

 

 

 

 

 

 

 

 

 

 

200,000

 

 

 

 

 

(5,990)

 

During the period ended September 30, 2011, the amount of R$ 199, which refers to net P&L of the interest swap transaction, was recognized in line “financial income” allowing correlation between the impact of such transactions and interest rate fluctuation on the Company’s balance sheet.

 

100 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

17. Financial instruments (Continued)

 

(i)  Risk considerations (Continued)

 

 

 

c)    Interest rate risk

 

This arises from the possibility that the Company and its subsidiaries earn gains or incur losses because of fluctuations in the interest rates of its financial assets and liabilities. Aiming at mitigating this kind of risk, the Company and its subsidiaries seek to diversify funding in terms of fixed and floating rates. The interest rates on loans, financing and debentures are disclosed in Notes 10 and 11. The interest rates contracted on short-term investments are disclosed in Note 4. Accounts receivable from real estate units delivered, as disclosed in Note 5, are subject to annual interest rate of 12%, allocated on a pro rata basis.

 

d)    Liquidity risk

 

The liquidity risk consists of the possibility that the Company and its subsidiaries do not have sufficient funds to meet their commitments in view of settlement terms of their rights and obligations.

 

In order to mitigate the liquidity risks and optimize the weighted average cost of capital, the Company and its subsidiaries permanently monitor the indebtedness levels according to the market standards and the fulfillment of covenants provided for in loan,

 

 

 

 

101 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

17. Financial instruments (Continued)

 

d)    Liquidity risk (Continued)

 

(i)  Risk considerations (Continued)

 

financing and debenture agreements, in order to guarantee that the operating-cash generation and the advance funding, when necessary, are sufficient to maintain the schedule of commitments, not posing liquidity risk to the Company or its subsidiaries.

 

The maturities of financial instruments, loans, financing, suppliers, payables to venture partners and debentures are as follows:

 

Period ended September 30, 2011

Less than

1 year

1 to 3 years

3 to 5 years

More than

5 years

Total

Loans and financing

475,969

696,535

279,216

-

1,451,720

Debentures

206,336

1,291,802

448,871

-

1,947,009

Payables to venture partners

148,000

289,000

23,000

-

460,000

Suppliers

185,185

-

-

-

185,185

 

1,015,490

2,277,337

751,087

-

4,043,914

 

Fair value classification

 

The Company uses the following classification to determine and disclose the fair value of financial instruments by the valuation technique:

 

Level 1: quoted prices (without adjustments) in active markets for identical assets or liabilities;

Level 2: other techniques for which all data that may have a significant effect on the recognized fair value is observable, directly or indirectly.

Level 3: techniques that use data which has significant effect on the recognized fair value, not based on observable market data.

 

 

The classification level of fair value for financial instruments measured at fair value through profit or loss of the Company, presented in the financial statements for the period ended September 30, 2011, is as follows.

102 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

 

 

Individual

Consolidated

 

Fair value classification

 

Level 1

Level 2

Level 3

Level 1

Level 2

Level 3

 

 

 

 

 

 

 

Financial assets

 

 

 

 

 

 

Cash equivalents

-

42,585

-

-

105,672

-

Marketable securities

-

147,156

-

-

522,042

-

Gain not realized with derivative instruments (Note 7)

-

3,373

-

-

5,791

-

 

In the period ended September 30, 2011, there were no transfers between the levels 1 and 2 fair value valuation or transfers between levels 3 and 2 fair value valuation. As permitted by IFRS1/CPC 37, the Company did not disclose any comparative information on fair value classification or liquidity disclosures.

 

The following estimated fair values were determined by using available market information and proper measurement methodologies. However, a considerable amount of judgment is necessary to interpret market information and estimate fair value. Accordingly, the estimates presented in this document are not necessarily indicative of amounts that the Company could realize in the current market. The use of different market assumptions and/or estimate methodology may have a significant effect on estimated fair values.

 

The following methods and assumptions were used in order to estimate the fair value for each financial instrument type for which the estimate of values is practicable:

 

(i)  The amounts of cash and cash equivalents, marketable securities, accounts receivable and other receivables and suppliers, and other current liabilities approximate their fair values, recorded in the financial statements.

 

(ii) The fair value of bank loans and other financial debts is estimated through future cash flows discounted by using rates that are annually available for similar and outstanding debts or terms.

 

 

(ii) Fair value of financial instruments

 

a)    Fair value measurement

 

Carrying amounts and fair values of financial assets and liabilities at September 30, 2011 are as follows:

 

 

 

 

Consolidated

 

 

 

9/30/2011

 

 

 

12/31/2010

 

Carrying amount

 

Fair value

 

Carrying amount

 

Fair value

 

 

 

 

 

 

 

 

Financial assets

 

 

 

 

 

 

 

Cash and cash equivalents

384,407

 

384,407

 

256,382

 

256,382

Marketable securities

522,042

 

522,042

 

944,766

 

944,766

Trade accounts receivable, net

current portion

4,002,213

 

4,002,213

 

3,158,074

 

3,158,074

Trade accounts receivable, net

non-current portion

1,867,969

 

1,867,969

 

2,113,314

 

2,113,314

 

 

 

 

 

 

 

 

Financial liabilities

 

 

 

 

 

 

 

Loans and financing

1,451,720

 

1,454,958

 

1,410,178

 

1,412,053

Debentures

1,947,009

 

1,957,723

 

1,879,931

 

1,890,299

Payables to venture partners

460,000

 

460,000

 

380,000

 

380,000

Suppliers

185,185

 

185,185

 

190,461

 

190,461

103 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

17. Financial instruments (Continued)

 

(iii)  Capital management

 

The purpose of the Company’s capital management is to guarantee that a strong credit rating is maintained in institutions and an optimum capital ratio, in order to support Company business and maximize value to shareholders.

 

The Company controls its capital structure by making adjustments and adapting to current economic conditions. In order to maintain its structure adjusted, the Company may pay dividends, return on capital of shareholders, raise new loans and issue debentures.

 

There were no changes in purposes, policies or procedures during the periods ended September 30, 2011 and 2010.

 

The Company included in its net debt structure: loans and financing, debentures and payables to venture partners less cash and cash equivalents and marketable securities (cash and cash equivalents, marketable securities and restricted cash in guarantee to loans):

 

 

 

 

 

Individual

Consolidated

 

9/30/2011

12/31/2010

9/30/2011

12/31/2010

 

 

 

 

 

Loans and financing (Note 10)

813,837

897,003

1,451,720

1,410,178

Debentures (Note 11)

1,318,750

1,267,496

1,947,009

1,879,931

Payables to venture partners (Note 12)

345,000

300,000

460,000

380,000

(-) Cash and cash equivalents and marketable securities

(249,243)

(557,387)

(912,359)

(1,201,148)

Net debt

2,228,344

1,907,112

2,946,370

2,468,961

Equity

3,825,831

3,722,235

3,912,587

3,783,669

Equity and net debt

6,054,175

5,629,347

6,858,957

6,252,630

104 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

 

(iii)  Sensitivity analysis

 

The chart below shows the sensitivity analysis of financial instruments describing the risks that may incur material changes to the Company, as provided for by CVM, through Rule No. 475/08, in order to show an appreciation/deterioration of 25% and 50% in the risk variable considered.

 

105 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

17. Financial instruments (Continued)

 

(iv)  Sensitivity analysis (Continued)

 

At September 30, 2011, the Company has the following financial instruments:

 

a)  Short-term investments, loans and financing, and debentures linked to Interbank Deposit Certificates (CDIs);

b)  Loans and financing and debentures linked to the Referential Rate (TR);

c)  Trade accounts receivable, linked to the National Civil Construction Index (INCC).

 

The scenarios considered were as follows:

 

Scenario I: 50% increase in the variables used for pricing

Scenario II 25% increase in the risk variables used for pricing

Scenario III 25% decrease in the risk variables used for pricing.

Scenario IV 50% decrease in the risk variables used for pricing

 

 

 

106 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

17. Financial instruments (Continued)

 

(iv)  Sensitivity analysis  (Continued)

 

As of September 30, 2011:

 

 

 

Scenario

 

 

I

 

II

III

 

IV

Instrument

Risk

+50%

 

+25%

(-)25%

 

(-)50%

 

 

 

 

 

 

 

 

Short-term investments

High/drop of CDI

23,786

 

11,893

(11,893)

 

(23,786)

Loans and financing

High/drop of CDI

(45,094)

 

(22,547)

22,547

 

45,094

Debentures

High/drop of CDI

(36,487)

 

(18,243)

18,243

 

36,487

Derivative financial instrument

High/drop of CDI

20,348

 

8,271

(21,543)

 

(39,967)

 

 

 

 

 

 

 

 

Net effect of CDI variation

 

(37,447)

 

(20,626)

7,354

 

17,828

 

 

 

 

 

 

 

 

Loans and financing

High/drop of TR

(4,687)

 

(2,344)

2,344

 

4,687

Debentures

High/drop of TR

(9,758)

 

(4,879)

4,879

 

9,758

 

 

 

 

 

 

 

 

Net effect of TR variation

 

(14,455)

 

(7,223)

7,223

 

14,455

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and financing

High/drop of IPCA

(454)

 

(227)

227

 

454

Net effect of IPCA variation

 

(454)

 

(227)

227

 

454

 

 

 

 

 

 

 

 

Customers

High/drop of INCC

206,937

 

103,468

(103,468)

 

(206,937)

 

 

 

 

 

 

 

 

Net effect of INCC variation

 

206,937

 

103,468

(103,468)

 

(206,937)

 

As of December 31, 2010:

 

 

 

Scenario

 

 

I

 

II

III

 

IV

Instrument

Risk

+50%

 

+25%

(-)25%

 

(-)50%

 

 

 

 

 

 

 

 

Short-term investments

High/drop of CDI

41,219

 

20,609

(20,609)

 

(41,219)

Loans and financing

High/drop of CDI

(31,913)

 

(15,956)

15,956

 

31,913

Debentures

High/drop of CDI

(31,785)

 

(15,892)

15,892

 

31,785

 

 

 

 

 

 

 

Net effect of CDI variation

 

(22,479)

 

(11,239)

11,239

 

22,479

 

 

 

 

 

 

 

Loans and financing

High/drop of TR

(6,151)

 

(3,076)

3,076

 

6,151

Debentures

High/drop of TR

(10,177)

 

(5,089)

5,089

 

10,177

 

 

 

 

 

 

 

Net effect of TR variation

 

(16,328)

 

(8,165)

8,165

 

16,328

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and financing

High/drop of IPCA

(334)

 

(167)

167

 

334

Net effect of IPCA variation

 

(334)

 

(167)

167

 

334

 

 

 

 

 

 

 

Customers

High/drop of INCC

113,759

 

56,880

(56,880)

 

(113,759)

 

 

 

 

 

 

 

Net effect of INCC variation

 

113,759

 

56,880

(56,880)

 

(113,759)

               

107 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

             

18. Related parties

 

18.1   Balances with related parties

 

The balances between the Company and related companies are realized under conditions and prices established between the parties.

 

Current account

Individual

Consolidated

 

9/30/2011

12/31/2010

9/30/2011

12/31/2010

 

 

 

 

 

Condominium and consortia (c)

9,855

16,767

9,855

16,767

 

 

 

 

 

Purchase/sale of interest (a)

19,236

18,809

(25,891)

(26,318)

 

 

 

 

 

Current account – SPEs

 

 

 

 

Alphaville Urbanismo S.A. (consolidated)

-

-

16,333

8,111

Construtora Tenda (consolidated)

13,762

11,989

7,304

15,709

Gafisa SPE-91 Emp Imob Ltda.

16,179

13,422

6,926

13,422

Gafisa SPE-93 Emp Imob Ltda.

2,682

2,679

-

-

Gafisa SPE-94 Emp Imob Ltda.

3,099

3,096

-

-

Gafisa SPE-95 Emp Imob Ltda.

1,096

1,095

-

-

Gafisa SPE-96 Emp Imob Ltda.

1,660

1,657

-

-

Gafisa SPE-97 Emp Imob Ltda.

2,356

2,353

-

-

Gafisa SPE-98 Emp Imob Ltda.

2,249

2,246

-

-

Gafisa SPE-99 Emp Imob Ltda.

2,350

2,347

-

-

Gafisa SPE-103 Emp Imob Ltda.

2,456

2,453

-

-

Sítio Jatiúca SPE Empreend. Imob. Ltda. 

4,211

3,346

4,211

8,579

Gafisa SPE-110 Empr Imob Ltda.

569

2,517

-

1

Gafisa SPE-112 Empr Imob Ltda.

4,490

7,282

-

1

Jardins da Barra Des. Imob.

4,891

4,891

-

-

Gafisa SPE 46 Empreend. Imob. Ltda.

(7,967)

(1,663)

-

3,894

Blue I SPE Empreend. Imob. Ltda.

(6,142)

725

-

86

Gafisa SPE-88 Emp Imob Ltda.

(22,411) 

(4,014)

-

(112)

Gafisa SPE-89 Emp Imob Ltda.

(32,700)

(19,439)

-

(2)

Gafisa SPE-90 Emp Imob Ltda.

(5,584)

2,816

-

(129)

Gafisa SPE-84 Emp Imob Ltda.

(15,326)

(11,181)

-

318

Gafisa SPE-92 Emp Imob Ltda.

(11,889)

281

-

162

Gafisa SPE-106 Empr Imob Ltda.

(10,775) 

7,317

-

-

Gafisa SPE-107 Empr Imob Ltda.

(9,936) 

(1,439)

-

-

Gafisa SPE-111 Empr Imob Ltda.

(3,391) 

767

-

166

Other, net

(41,892)

25,886

12,968

15,916

Total SPEs (d)

(106,265)

61,429

47,742

66,122

 

 

 

 

 

Third party’s works (b)

26,430

18,624

26,430

18,625

 

 

 

 

 

Grand total (d)

(50,744)

115,629

58,136

75,196

 

 

 

 

 

 

(a)     The balance of purchase and sale of interest is mainly composed of the following: (i) transfer of shares from subsidiary Cotia to Tenda, on June 29, 2009, when the Private Instrument for Assignment and Transfer of Shares and Other Covenants was entered into, in which Gafisa assigns and transfers to Tenda 41,341,895 shares of Cotia1 Empreendimento Imobiliário for the net book value of R$ 41,342 payable through March 2013, plus interest and monetary adjustment; and (ii) the purchase of 70% interest in subsidiary Cipesa (Note 8) for R$25,000.

(b)     It refers to operations in third-party’s works.

(c)     It refers to transactions between the consortium leader and partners and condominiums.

(d)     The nature of the operations with related parties is described in Note 7.

 

108 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

According to Note 7, for the period ended September 30, 2011, the recognized financial income from interest on loans amounted to R$4,913 in the Company (September 30, 2010 – R$2,381).

 

109 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

18. Related parties (Continued)

 

18.2   Transactions with related parties (Continued)

 

The information regarding management transactions and compensation is described in Note 22.

 

18.3   Endorsements, guarantees and sureties

 

The financial transactions of the wholly-owned subsidiaries or special purpose entities of the Company have the endorsement or surety in proportion to the interest of the Company in the capital of such companies, except for certain specific cases in which the Company provides guarantees for its partners. At September 30, 2011 the guarantees provided for partners amounted to R$ 1,319,252.

 

 

19. Gross operating income

 

 

Individual

Consolidated

 

9/30/2011

9/30/2010

9/30/2011

9/30/2010

 

 

 

 

 

Gross operating revenue

 

 

 

 

Real estate development, sale and barter transactions

893,705

1,060,663

2,569,247

2,491,166

Land subdivision

-

-

476,812

301,057

Construction services

30,102

29,756

35,653

27,904

 

923,807

1,090,419

3,081,712

2,971,267

Gross revenue deductions

(93,366)

(75,856)

(234,522)

(179,044)

Net operating revenue

830,441

1,014,563

2,847,190

2,792,223

 

 

 

 

 

Operating cost

 

 

 

 

Real estate development and sale and barter transactions

(681,186)

(763,765)

(1,909,325)

(1,827,421)

Land subdivision

-

-

(237,301)

(156,733)

Operating cost

(681,186)

(763,765)

(2,146,626)

(1,984,154)

 

 

 

 

 

Gross operating income

149,255

250,798

700,564

808,069

 

 

 

 

 

 

 

20. Administrative expenses

 

 

Individual

Consolidated

 

9/30/2011

9/30/2010

9/30/2011

9/30/2010

 

 

 

 

 

Interest owned by employees and executive

officers

(36)

(8,893)

(6,425)

(19,118)

Stock option plan expenses

(9,946)

(5,423)

(12,789)

(8,842)

Other administrative expenses

(58,461)

(57,853)

(157,193)

(143,886)

 

(68,443)

(72,169)

(176,407)

(171,846)

110 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

21. Financial income

 

 

Individual

Consolidated

 

09/30/2011

09/30/2010

09/30/2011

09/30/2010

 

 

 

 

 

Income from short-term investments

25,187

67,296

50,966

94,677

Financial income on loan

4,523

2,381

4,913

2,381

Other interest income

451

686

14,326

659

Derivative transactions

3,505

-

5,990

-

Other financial income

248

946

1,785

3,558

Financial income

33,914

71,309

77,980

101,275

 

 

 

 

 

Interest on funding, net of capitalization

91,482

91,352

117,130

130,771

Amortization of debenture cost

1,003

2,179

1,143

2,569

Payables to venture partners

-

-

26,409

21,434

Banking expenses

1,354

2,209

11,325

7,298

Other financial expenses

15,081

9,198

39,958

19,744

Financial expenses

108,920

104,938

195,965

181,816

 

 

 

 

 

Net balance

75,006

33,629

117,985

80,541

 

22. Transactions with management and employees

 

(i)    Management compensation

 

       The amounts recorded under the heading “General and administrative expenses” for the period ended September 30, 2011 related to the compensation of the Company’s key management personnel are as follows:

 

 

Board of Directors

Supervisory Board

Statutory Board

Total

 

 

 

 

 

Number of members

7

3

6

16

Annual fixed compensation (in R$)

1,039

103

2,407

3,549

Salary / Fees

1,039

103

2,254

3,396

Direct and indirect benefits

-

-

153

153

Other

-

-

-

-

Variable compensation (in R$)

-

-

-

-

Bonus

-

-

-

-

Profit sharing

-

-

-

-

Post-employment benefits

-

-

-

-

Share-based payment

-

-

-

-

Monthly compensation (in R$)

115

11

267

394

Total compensation

1,039

103

2,407

3,549

 

111 

 


 

 

(A free translation of the original in Portuguese)

  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

The annual aggregate amount to be distributed among the Company’s key management personnel for 2011, as fixed and variable compensation, is R$ 12,345 according to the Annual Shareholders’ Meeting held on April 29, 2011.

 

 

(ii)   Profit sharing

 

The Company has a profit-sharing plan that entitles its employees and those of its subsidiaries to participate in the profit sharing of the Company that is tied to a stock option plan, the payment of dividends to shareholders and the achievement of specific targets, established and agreed-upon at the beginning of each year. As of September 30, 2011, the Company recorded a provision for profit sharing amounting to R$6,425 under the heading “General and administrative expenses”.

 

(iii)  Commercial operations

 

At September 30, 2011, total contracted sales from units sold to management is approximately R$9,500 and total balance receivable is approximately R$9,800.

 

23. Insurance 

 

Gafisa S.A. and its subsidiaries maintain insurance policies against engineering risk, barter guarantee, guarantee for the completion of the work and civil liability related to unintentional personal damages caused to third parties and material damages to tangible assets, as well as against fire hazards, lightning strikes, electrical damages, natural disasters and gas explosion. The contracted coverage is considered sufficient by management to cover possible risks involving its assets and/or responsibilities. The risk assumptions made are not included in the scope of the review of interim information. Accordingly, they were not audited by our independent auditors.

 

The chart below shows coverage by insurance policy and respective amounts at September 30, 2011:

 

Insurance type

Coverage in thousands of R$

Engineering risks and completion guarantee

1,961,366

Policy outstanding

268,190

Directors & Officers liability insurance

78,055

 

2,307,611

 

 

24. Earnings per share

 

In accordance with CPC 41, the Company shall present basic and diluted earnings per share. The comparison data of basic and diluted earnings per share shall be based on the weighted average number of shares outstanding for the year, and all dilutive potential shares outstanding for each year presented, respectively.

112 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

 

When the exercise price for the purchase of shares is higher than the market price of shares, the diluted earnings per share are not affected by the stock option. According to CPC 41, dilutive potential shares are not considered when there is a loss, because that would have antidilutive effect. For the period ended September 30, 2011, 0.53% of dilutive potential shares were not considered.

 

113 

 


 

 

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  Quarterly information - 09/30/2011 – Gafisa S.A.

 

 

24. Earnings per share (Continued)

 

The following table shows the calculation of basic and diluted earnings per share.

 

 

9/30/2011

 

9/30/2010

 

 

 

 

Basic numerator

 

 

 

Proposed dividends

-

 

-

Undistributed earnings

85,035

 

278,687

Undistributed earnings, available for the holders of common shares

85,035

 

278,687

 

 

 

 

Basic denominator (in thousands of shares)

 

 

 

Weighted average number of shares

285,943

 

406,260

 

 

 

 

Basic earnings per share – R$

0.2974

 

0.6860

 

 

 

 

Diluted numerator

 

 

 

Proposed dividends

-

 

-

Undistributed earnings

85,035

 

278,687

 

 

 

 

Undistributed earnings, available for the holders of common shares

85,035

 

278,687

 

 

 

 

Diluted denominator (in thousands of shares)

 

 

 

Weighted average number of shares

285,943

 

406,260

Stock options

3,515

 

2,546

 

 

 

 

Diluted weighted average number of shares

289,458

 

408,806

 

 

 

 

Diluted earnings per share –R$

0.2938

 

0.6817

 

 

 

25. Segment information

 

Starting in 2007, following the respective acquisition, formation and merger of AUSA, Fit Residencial, Bairro Novo and Tenda, respectively, Company management assesses segment information on the basis of different business segments rather than based on the geographical regions of operations.

 

The Company operates in the following segments: Gafisa for ventures targeted at high and medium income; Alphaville for land subdivision; and Tenda for ventures targeted at low income.

 

114 

 


 

25. Segment information (Continued)

 

The Company's chief executive officer, who is responsible for allocating resources to businesses and monitoring their progresses, uses economic present value data, which is derived from a combination of historical and forecasted operating P&L. The Company provides below a measure of historical profit or loss, segment assets and other information related to each reporting segment.

 

This information is gathered internally in the Company and used by management to develop economic present value estimates, provided to the chief executive officer for making operating decisions, including the allocation of resources to operating segments. The information is derived from the statutory accounting records which are prepared in accordance with accounting practices adopted in Brazil. The reporting segments do not separate operating expenses, total assets and depreciation. No revenues from an individual customer represented more than 10% of net sales or services.

 

Interim information per segment is as follows

 

 

Gafisa S.A. (i)

Tenda

AUSA

Total 2011

Net operating revenue

1,454,374

946,527

446,289

2,847,190

Operating costs

(1,148,888)

(759,385)

(238,353)

(2,146,626)

 

 

 

 

 

Gross operating income

305,486

187,142

207,936

700,564

 

 

 

 

 

Gross margin - %

21.0%

19.8%

46.6%

24.6%

 

 

 

 

 

Depreciation and amortization

(41,538)

(14,195)

(1,241)

(56,974)

Financial expenses

(157,149)

(7,019)

(26,006)

(190,174)

Financial income

42,345

20,842

9,002

72,189

Tax expenses

(4,606)

(11,250)

(11,250)

(27,106)

 

 

 

 

 

Net income (loss) for the year

(49,401)

37,910

96,527

85,035

 

 

 

 

 

Customers (short and long term)

3,034,106

2,346,724

489,352

5,870,182

Inventories (short and long term)

1,508,834

814,295

224,249

2,547,378

Other assets

1,050,865

733,456

181,927

1,966,248

 

 

 

 

 

Total assets

5,5593,805

3,894,475

895,528

10,383,808

115

 


 

25. Segment information (Continued)

 

 

 

Gafisa S.A. (i)

Tenda

AUSA

Total 09/30/2010

Net operating revenue

1,575,824

932,010

284,389

2,792,223

Operating cost

(1,163,686)

(662,304)

(158,164)

(1,984,154)

 

 

 

 

 

Net operating income

412,138

269,706

126,225

808,069

 

 

 

 

 

Gross margin- %

26.2%

28.9%

44.4%

28.9%

 

 

 

 

 

Depreciation and amortization

(15,300)

(11,309)

(716)

(27,325)

Financial expenses

(133,937)

(32,059)

(15,820)

(181,816)

Financial income

84,884

9,493

6,897

101,274

Tax expenses

(34,899)

(9,540)

(10,594)

(55,033)

 

 

 

 

 

Net income for the year

168,546

70,440

39,701

278,687

 

 

 

 

 

Customers (short and long term)

2,927,364

1,892,917

318,924

5,139,205

Inventories (short and long term)

1,259,685

405,173

171,057

1,835,915

Other assets

1,520,400

707,954

106,659

2,335,013

 

 

 

 

 

Total assets

5,707,449

3,006,044

596,640

9,310,133

 

(i)      It includes all direct subsidiaries, except Tenda and Alphaville Urbanismo S.A.

116

 

 


 

Outlook

 

Outlook vs. Actual

In 9M11 Gafisa achieved 56% of the mid-range of launch guidance of between R$ 5.0 billion and R$ 5.6 billion for the full year. Due to this fact, and also the assumption of a more conservative approach (focusing on long term profitability and cash flow generation) we decided to reduce the full year launch guidance range by 30%, to between R$3.5 billion and R$4.0 billion from between R$5.0 billion and R$5.6 billion.

Table 24 – Guidance Launches 2011

 

Previous Guidance 2011

YTD

%

 

New guidance 2011

YTD

%

Min

5,000

 

59%

Min

3,500

 

84%

Mid

5,300

2,945

56%

Mid

3,750

2,945

79%

Max

5,600

 

53%

Max

4,000

 

74%

 

With regard to profitability, we are currently at a 16.1% EBITDA margin for the first nine months of the year, which is at the lower-end of the range of our expectations for the full year guidance of between 16% and 20%.  Since the first half, our EBITDA margin improved primarily due to higher contribution of more profitable projects, compared to the results for 1H11.

 

Table 25 – Guidance EBITDA Margin (%)  

EBITDA Margin (%)

 

Guidance 2011

YTD (%)

%

Gafisa (Consolidated)

Min

16%

 

-10 bps

 

Mid

18%

16.1%

190 bps

 

Max

20%

 

390 bps

 

These changes lead to an expectation for positive operating cash flow for 2012 that should bring the Net Debt/Equity ratio down to below 60% over the next quarters.

Table 26 - Net Debt / Equity (%)

 

 

Guidance

YTD (%)

%

Gafisa (Consolidated)

Max

< 60,0%

75.3%

-1550 bps

 

117

 


 

Other relevant information

 

1.   SHAREHOLDERS HOLDING MORE THAN 5% OF THE VOTING CAPITAL AND TOTAL NUMBER OF OUTSTANDING SHARES

 

09/30/2011

 

As of September 30, 2011, there is no shareholder holding more than 5% of the voting capital.

 

 

09/30/2011

     
 

Common shares

     

Shareholder

Shares

%

     

Treasury shares

599,486

0.14%

     

Outstanding shares

431,916,315

99.86%

     

Total shares

432,515,801

100.00%

 

09/30/2011

 

   

09/30/2011

       
   

Common shares

       

Shareholder

Country

Shares

%

       

EIP BRAZIL HOLDINGS LLC

USA

24,633,016

5.71%

       

Treasury shares

 

599,486

0.14%

       

Other

 

406,276,997

94.15%

       

Total shares

 

431,509,499

100.00%

 

118

 


 

Other relevant information

 

2.   SHARES HELD BY PARENT COMPANIES, MANAGEMENT AND BOARD

 

 

09/30/2011

     
 

Common shares

     
 

Shares

%

     

Shareholders holding effective controlo f the Company

-

0.00%

Board of Directors

1,263,346

0.29%

Executive directors

1,170,769

0.27%

Fiscal council

-

0.00%

     

Executive control, board members, officers and fiscal council

2,434,115

0.56%

     

Treasury shares

599,486

0.14%

     

Outstanding shares in the market (*)

429,482,200

99.30%

     

Total shares

432,515,801

100.00%

     
 

09/30/2010

     
 

Common shares

     
 

Shares

%

     

Shareholders holding effective control of the Company

24,633,016

5.71%

Board of Directors

169,488

0.04%

Executive directors

2,134,476

0.49%

Fiscal council

-

0.00%

     

Executive control, board members, officers and fiscal council

29,936,980

6.24%

     

Treasury shares

599,486

0.14%

     

Outstanding shares in the market (*)

403,973,033

93.62%

     

Total shares

431,509,499

100.00%

     

119


 

(*) Excludes shares of effective control, management, board and in treasury

 

Other relevant information

 

3 – COMMITMENT CLAUSE

 

The Company, its shareholders, directors and board members undertake to settle, through arbitration, any and all disputes or controversies that may arise between them, related to or originating from, particularly, the application, validity, effectiveness, interpretation, breach and the effects thereof, of the provisions of Law No. 6404/76, the Company's By-Laws, rules determined by the Brazilian Monetary Council (CMN), by the Central Bank of Brazil and by the Brazilian Securities Commission (CVM), as well as the other rules that apply to the operation of the capital market in general, in addition to those established in the New Market Listing Regulation, Participation in the New Market Contract and in the Arbitration Regulation of the Chamber of Market Arbitration.

 

120

 


 

 

Reports and Statements / Management Statement of Quarterly Information

 

 

Management Statement of Quarterly Information

 

STATEMENT

 

Gafisa S.A. management, CNPJ 01.545.826/0001-07, located at Av. Nações Unidas, 8501, 19th floor, Pinheiros, São Paulo, states as per article 25 of CVM Instruction 480 issued in December 07, 2009:

 

i)              Management has reviewed, discussed and agreed with the auditor’s opinion expressed in the Review Report of Quarterly Information for the quarter ended September 30, 2011; and

 

ii)             Management has reviewed and agreed with the interim information for the quarter ended September 30, 2011

 

Sao Paulo, November 10th, 2011

 

GAFISA S.A.

 

Management

 

 

121

 


 

Reports and Statements / Management Statement on the Review Report

 

 

Management Statement on the Review Report

 

STATEMENT

 

Gafisa S.A. management, CNPJ 01.545.826/0001-07, located at Av. Nações Unidas, 8501, 19th floor, Pinheiros, São Paulo, states as per article 25 of CVM Instruction 480 issued in December 07, 2009:

 

i)              Management has reviewed, discussed and agreed with the auditor’s opinion expressed in the Review Report of Quarterly Information for the quarter ended September 30, 2011; and

 

ii)             Management has reviewed and agreed with the interim information for the quarter ended September 30, 2011

 

Sao Paulo, November 10th, 2011

 

GAFISA S.A.

 

Management

 

 

122

 

 


 

SIGNATURE

 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: November 29, 2011
 
Gafisa S.A.
 
By:
/s/ Alceu Duílio Calciolari

 
Name:   Alceu Duílio Calciolari
Title:     Chief Executive Officer and Investor Relations Officer