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 May, 2016
(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
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Gafisa S.A.
Quarterly information
March 31, 2016
(A free translation of the original report in Portuguese as published in
Brazil containing Quarterly Information (ITR) prepared in
accordance with accounting practices adopted in Brazil)
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Company data
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Capital Composition
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1
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Individual financial statements
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Balance sheet - Assets
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2
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Balance sheet - Liabilities
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3
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Statement of income
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4
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Statement of comprehensive income (loss)
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5
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Statement of cash flows
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6
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Statements of changes in Equity
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01/01/2016 to 03/31/2016
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7
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01/01/2015 to 03/31/2015
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8
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Statement of value added
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9
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Consolidated Financial Statements
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Balance sheet - Assets
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10
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Balance sheet - Liabilities
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11
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Statement of income
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12
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Statement of comprehensive income (loss)
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13
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Statement of cash flows
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14
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Statements of changes in Equity
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01/01/2016 to 03/31/2016
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15
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01/01/2015 to 03/31/2015
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16
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Statement of value added
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17
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Comments on performance
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18
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Notes to interim financial information
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59
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Other information deemed relevant by the Company
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92
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Reports and statements
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Report on review of interim financial information
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95
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Management statement of interim financial information
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97
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Management statement on the report on review of interim financial information
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98
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COMPANY DATA / CAPITAL COMPOSITION
Number of Shares
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CURRENT QUARTER
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(in thousands)
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3/31/2016
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Paid-in Capital
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Common
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378,066
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Preferred
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0
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Total
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378,066
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Treasury shares
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Common
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10,584
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Preferred
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0
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Total
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10,584
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1
INDIVIDUAL
FINANCIAL STATEMENTS - BALANCE SHEET - ASSETS (in thousands of Brazilian
Reais)
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CODE
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DESCRIPTION
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ACTUAL QUARTER 3/31/2016
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PRIOR YEAR 12/31/2015
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1
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Total Assets
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6,537,728
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6,492,901
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1.01
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Current Assets
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2,349,824
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2,384,773
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1.01.01
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Cash and cash
equivalents
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26,601
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44,044
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1.01.01.01
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Cash and banks
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14,501
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31,823
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1.01.01.02
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Short-term
investments
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12,100
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12,221
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1.01.02
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Short-term
investments
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334,633
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350,343
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1.01.02.01
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Fair value of
short-term investments
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334,633
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350,343
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1.01.03
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Accounts
receivable
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678,656
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723,950
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1.01.03.01
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Trade accounts
receivable
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678,656
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723,950
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1.01.03.01.01
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Receivables from
clients of developments
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656,249
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705,367
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1.01.03.01.02
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Receivables from
clients of construction and services rendered
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22,407
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18,583
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1.01.04
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Inventories
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1,172,707
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1,135,137
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1.01.04.01
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Properties for
sale
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1,172,707
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1,135,137
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1.01.07
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Prepaid expenses
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1,390
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1,901
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1.01.07.01
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Prepaid expenses
and others
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1,390
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1,901
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1.01.08
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Other current
assets
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135,837
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129,398
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1.01.08.01
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Non current
assets for sale
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6,631
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4,367
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1.01.08.03
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Other
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129,206
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125,031
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1.01.08.03.01
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Other accounts
receivable and others
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48,544
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46,621
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1.01.08.03.03
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Receivables from
related parties
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80,662
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78,410
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1.02
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Non current
assets
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4,187,904
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4,108,128
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1.02.01
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Non current
assets
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793,435
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809,233
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1.02.01.03
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Accounts
receivable
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245,859
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262,092
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1.02.01.03.01
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Receivables from
clients of developments
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245,859
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262,092
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1.02.01.04
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Inventories
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374,472
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387,375
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1.02.01.09
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Others non
current assets
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173,104
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159,766
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1.02.01.09.03
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Others accounts
receivable and others
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85,745
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80,948
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1.02.01.09.04
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Receivables from
related parties
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82,628
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78,818
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1.02.01.09.05
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Derivative
Financial Instruments
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4,731
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-
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1.02.02
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Investments
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3,341,333
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3,242,765
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1.02.02.01
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Interest in
associates and affiliates
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3,253,514
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3,154,946
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1.02.02.02
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Interest in
subsidiaries
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87,819
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87,819
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1.02.02.02.01
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Interest in
subsidiaries - goodwill
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87,819
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87,819
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1.02.03
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Property and
equipment
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21,240
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22,819
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1.02.03.01
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Operation
property and equipment
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21,240
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22,819
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1.02.04
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Intangible assets
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31,896
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33,311
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1.02.04.01
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Intangible assets
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31,896
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33,311
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2
INDIVIDUAL
FINANCIAL STATEMENTS - BALANCE SHEET - LIABILITIES AND EQUITY (in
thousands of Brazilian Reais)
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CODE
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DESCRIPTION
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ACTUAL QUARTER 3/31/2016
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PRIOR YEAR 12/31/2015
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2
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Total Liabilities
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6,537,728
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6,492,901
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2.01
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Current
liabilities
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2,228,770
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2,105,504
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2.01.01
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Social and labor
obligations
|
35,137
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26,758
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2.01.01.02
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Labor obligations
|
35,137
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26,758
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2.01.01.02.01
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Salaries, payroll
charges and profit sharing
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35,137
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26,758
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2.01.02
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Suppliers
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40,176
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32,115
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2.01.02.01
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Local suppliers
|
40,176
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32,115
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2.01.03
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Tax obligations
|
39,987
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40,902
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2.01.03.01
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Federal tax
obligations
|
39,987
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40,902
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2.01.04
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Loans and
financing
|
748,991
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783,561
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2.01.04.01
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Loans and
financing
|
556,307
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595,817
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2.01.04.02
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Debentures
|
192,684
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187,744
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2.01.05
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Other obligations
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1,261,404
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1,121,856
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2.01.05.01
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Payables to
related parties
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923,290
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801,375
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2.01.05.02
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Other
|
338,114
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320,481
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2.01.05.02.01
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Dividends and
interest on capital payable
|
17,689
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17,682
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2.01.05.02.04
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Obligations for
purchase of properties and advances from customers
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173,102
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148,989
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2.01.05.02.05
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Other obligations
|
117,789
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127,123
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2.01.05.02.07
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Obligations
assumed on the assignment of receivables
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19,598
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12,631
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2.01.05.02.08
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Derivative
financial instruments
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9,936
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14,056
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2.01.06
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Provisions
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103,075
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100,312
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2.01.06.01
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Tax, labor and
civel lawsuits
|
103,075
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100,312
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2.01.06.01.01
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Tax lawsuits
|
220
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220
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2.01.06.01.02
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Labor lawsuits
|
15,566
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15,516
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2.01.06.01.04
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Civel lawsuits
|
87,289
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84,576
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2.02
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Non current
liabilities
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1,265,287
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1,291,906
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2.02.01
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Loans and
financing
|
1,031,662
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1,011,180
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2.02.01.01
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Loans and
financing
|
572,318
|
542,843
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2.02.01.01.01
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Loans and
financing in local currency
|
572,318
|
542,843
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2.02.01.02
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Debentures
|
459,344
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468,337
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2.02.02
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Other
liabilities
|
139,513
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188,078
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2.02.02.02
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Other
|
139,513
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188,078
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2.02.02.02.03
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Obligations for
purchase of properties and advances from customers
|
92,257
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143,216
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2.02.02.02.04
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Other liabilities
|
11,534
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15,028
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2.02.02.02.06
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Obligations
assumed on the assignment of receivables
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35,722
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22,216
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2.02.02.02.07
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Derivative
financial instruments
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-
|
7,618
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2.02.03
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Deferred taxes
|
10,085
|
10,085
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2.02.03.01
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Deferred income
tax and social contribution
|
10,085
|
10,085
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2.02.04
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Provisions
|
84,027
|
82,563
|
2.02.04.01
|
Tax, labor and
civel lawsuits
|
84,027
|
82,563
|
2.02.04.01.02
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Tax and labor
lawsuits
|
47,874
|
47,719
|
2.02.04.01.04
|
Civel lawsuits
|
36,153
|
34,844
|
2.03
|
Equity
|
3,043,671
|
3,095,491
|
2.03.01
|
Capital
|
2,740,662
|
2,740,662
|
2.03.02
|
Capital Reserves
|
78,241
|
76,834
|
2.03.02.04
|
Granted options
|
149,458
|
148,051
|
2.03.02.07
|
Reserve for
expenditures with public offering
|
-71,217
|
-71,217
|
2.03.04
|
Income Reserve
|
277,995
|
277,995
|
2.03.04.01
|
Legal Reserve
|
35,316
|
35,316
|
2.03.04.02
|
Statutory Reserve
|
268,659
|
268,659
|
2.03.04.09
|
Treasury
shares
|
-25,980
|
-25,980
|
2.03.05
|
Retained
earnings/accumulated losses
|
-53,227
|
-
|
3
INDIVIDUAL
FINANCIAL STATEMENTS - INCOME - (in thousands of Brazilian Reais)
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CODE
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DESCRIPTION
|
YEAR TO DATE 01/01/2016 to
03/31/2016
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YEAR TO DATE FROM PREVIOUS YEAR 01/01/2015 to
03/31/2015
|
3.01
|
Gross Sales
and/or Services
|
126,973
|
270,401
|
3.01.01
|
Revenue from real
estate development
|
138,013
|
297,181
|
3.01.03
|
Taxes on real
estate sales and services
|
-11,040
|
-26,780
|
3.02
|
Cost of sales
and/or services
|
-124,866
|
-203,174
|
3.02.01
|
Cost of real
estate development
|
-124,866
|
-203,174
|
3.03
|
Gross profit
|
2,107
|
67,227
|
3.04
|
Operating
expenses/income
|
-53,132
|
-19,313
|
3.04.01
|
Selling expenses
|
-14,411
|
-11,523
|
3.04.02
|
General and
administrative expenses
|
-27,002
|
-28,884
|
3.04.05
|
Other operating
expenses
|
-21,796
|
-35,082
|
3.04.05.01
|
Depreciation and
amortization
|
-8,072
|
-7,889
|
3.04.05.02
|
Other operating
expenses
|
-13,724
|
-27,193
|
3.04.06
|
Equity pick-up
|
10,077
|
56,176
|
3.05
|
Income (loss)
before financial results and income taxes
|
-51,025
|
47,914
|
3.06
|
Financial
|
26
|
-12,807
|
3.06.01
|
Financial income
|
13,673
|
18,156
|
3.06.02
|
Financial
expenses
|
-13,647
|
-30,963
|
3.07
|
Income before
income taxes
|
-50,999
|
35,107
|
3.08
|
Income and social
contribution taxes
|
-2,228
|
-3,456
|
3.08.01
|
Current
|
-2,228
|
-3,456
|
3.09
|
Income (loss)
from continuing operation
|
-53,227
|
31,651
|
3.11
|
Income (loss) for
the period
|
-53,227
|
31,651
|
3.99
|
Earnings per
Share – (Reais / Share)
|
|
|
3.99.01
|
Basic Earnings
per Share
|
|
|
3.99.01.01
|
ON
|
-0.1452
|
0.0862
|
3.99.02
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Diluted Earnings
per Share
|
|
|
3.99.02.01
|
ON
|
-0.1452
|
0.0856
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4
INDIVIDUAL
FINANCIAL STATEMENTS - COMPREHENSIVE INCOME (LOSS) - (in thousands of
Brazilian Reais)
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2016 to
03/31/2016
|
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2015 to
03/31/2015
|
4.01
|
Income (loss) for
the period
|
-53,227
|
31,651
|
4.03
|
Comprehensive
income (loss) for the period
|
-53,227
|
31,651
|
5
INDIVIDUAL
FINANCIAL STATEMENTS - CASH FLOWS - INDIRECT METHOD - (in thousands of
Brazilian Reais)
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2016 to
03/31/2016
|
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2015 to
03/31/2015
|
6.01
|
Net cash from
operating activities
|
-8,183
|
-60,089
|
6.01.01
|
Cash generated in
the operations
|
-15,987
|
38,269
|
6.01.01.01
|
Income (loss)
before income and social contribution taxes
|
-50,999
|
35,107
|
6.01.01.02
|
Equity pick-up
|
-10,077
|
-56,176
|
6.01.01.03
|
Stock options
expenses
|
1,891
|
2,091
|
6.01.01.04
|
Unrealized
interest and finance charges, net
|
21,327
|
14,706
|
6.01.01.05
|
Financial
instruments
|
-10,184
|
2,756
|
6.01.01.06
|
Depreciation and
amortization
|
8,072
|
7,889
|
6.01.01.07
|
Provision for
legal claims
|
15,169
|
18,711
|
6.01.01.08
|
Provision for
profit sharing
|
6,250
|
6,000
|
6.01.01.09
|
Warranty
provision
|
-4,102
|
7,244
|
6.01.01.10
|
Write-off of
property and equipment, net
|
99
|
142
|
6.01.01.11
|
Allowance for
doubtful accounts
|
6,572
|
626
|
6.01.01.14
|
Provision for
penalties due to delay in construction works
|
-5
|
-827
|
6.01.02
|
Variation in
assets and liabilities
|
7,804
|
-98,358
|
6.01.02.01
|
Trade accounts
receivable
|
51,252
|
-15,747
|
6.01.02.02
|
Properties for
sale
|
-24,667
|
-51,809
|
6.01.02.03
|
Other accounts
receivable
|
-10,039
|
150
|
6.01.02.04
|
Prepaid expenses
|
511
|
930
|
6.01.02.05
|
Obligations for
purchase of properties and adv. from customers
|
-26,846
|
-17,686
|
6.01.02.06
|
Taxes and
contributions
|
-915
|
1,787
|
6.01.02.07
|
Suppliers
|
8,061
|
9,531
|
6.01.02.08
|
Salaries and
payable charges
|
2,129
|
983
|
6.01.02.09
|
Transactions with
related parties
|
36,194
|
-14,627
|
6.01.02.10
|
Other obligations
|
-25,648
|
-8,414
|
6.01.02.11
|
Income tax and
social contribution payable
|
-2,228
|
-3,456
|
6.02
|
Net cash from
investing activities
|
8,439
|
25,921
|
6.02.01
|
Purchase of
property and equipment and intangible assets
|
-5,177
|
-5,234
|
6.02.02
|
Increase in
investments
|
-2,094
|
-503
|
6.02.03
|
Redemption of
short-term investments
|
186,244
|
701,769
|
6.02.04
|
Purchase of
short-term investments
|
-170,534
|
-670,111
|
6.03
|
Net cash from
financing activities
|
-17,699
|
34,912
|
6.03.02
|
Increase in
loans, financing and debentures
|
73,284
|
178,731
|
6.03.03
|
Payment of loans,
financing and debentures
|
-108,699
|
-119,893
|
6.03.04
|
Receivables
credit assignment , net
|
24,176
|
-
|
6.03.06
|
Loan transactions
with related parties
|
-6,460
|
-1,791
|
6.03.08
|
Repurchase of
treasury shares
|
-
|
-22,135
|
6.05
|
Net increase
(decrease)x of cash and cash equivalents
|
-17,443
|
744
|
6.05.01
|
Cash and cash
equivalents at the beginning of the period
|
44,044
|
33,792
|
6.05.02
|
Cash and cash
equivalents at the end of the period
|
26,601
|
34,536
|
6
INDIVIDUAL
STATEMENT OF CHANGES IN EQUITY FROM 01/01/2016 TO 03/31/2016 (in thousands
of Brazilian reais)
|
CODE
|
DESCRIPTION
|
Capital
|
Capital reserves, stock options and treasury
shares
|
Profit reserves
|
Retained earnings
|
Others comprehensive income
|
Total Equity
|
5.01
|
Opening
balance
|
2,740,662
|
50,854
|
303,975
|
-
|
-
|
3,095,491
|
5.03
|
Opening adjusted
balance
|
2,740,662
|
50,854
|
303,975
|
-
|
-
|
3,095,491
|
5.04
|
Capital
transactions with shareholders
|
-
|
1,407
|
-
|
-
|
-
|
1,407
|
5.04.03
|
Realization of
granted options
|
-
|
1,407
|
-
|
-
|
-
|
1,407
|
5.05
|
Total of
comprehensive income (loss)
|
-
|
-
|
-
|
-53,227
|
-
|
-53,227
|
5.05.01
|
Net income (loss)
for the period
|
-
|
-
|
-
|
-53,227
|
-
|
-53,227
|
5.07
|
Closing
balance
|
2,740,662
|
52,261
|
303,975
|
-53,227
|
-
|
3,043,671
|
7
INDIVIDUAL
STATEMENT OF CHANGES IN EQUITY FROM 01/01/2015 TO 03/31/2015 (in thousands
of Brazilian reais)
|
|
|
CODE
|
DESCRIPTION
|
Capital
|
Capital reserves, stock options and treasury
shares
|
Profit reserves
|
Retained earnings
|
Others comprehensive income
|
Total Equity
|
5.01
|
Opening
balance
|
2,740,662
|
-19,824
|
334,507
|
-
|
-
|
3,055,345
|
5.03
|
Opening adjusted
balance
|
2,740,662
|
-19,824
|
334,507
|
-
|
-
|
3,055,345
|
5.04
|
Capital
transactions with shareholders
|
-
|
54,170
|
-74,214
|
-
|
-
|
-20,044
|
5.04.03
|
Realization of
granted options
|
-
|
2,091
|
-
|
-
|
-
|
2,091
|
5.04.04
|
Repurchase of
treasury shares
|
-
|
-22,135
|
-
|
-
|
-
|
-22,135
|
5.04.08
|
Treasury shares
canceled
|
-
|
74,214
|
-74,214
|
-
|
-
|
-
|
5.05
|
Total of
comprehensive income (loss)
|
-
|
-
|
-
|
31,651
|
-
|
31,651
|
5.05.01
|
Net income (loss)
for the period
|
-
|
-
|
-
|
31,651
|
-
|
31,651
|
5.07
|
Closing
balance
|
2,740,662
|
34,346
|
260,293
|
31,651
|
-
|
3,066,952
|
8
INDIVIDUAL
STATEMENT OF VALUE ADDED (in thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2016 to
03/31/2016
|
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2015 to
03/31/2015
|
7.01
|
Revenues
|
138,013
|
297,181
|
7.01.01
|
Real estate
development, sale and services
|
144,585
|
297,807
|
7.01.04
|
Allowance for
doubtful accounts
|
-6,572
|
-626
|
7.02
|
Inputs acquired
from third parties
|
-117,641
|
-203,790
|
7.02.01
|
Cost of Sales
and/or Services
|
-98,818
|
-178,212
|
7.02.02
|
Materials,
energy, outsourced labor and other
|
-18,823
|
-25,578
|
7.03
|
Gross added value
|
20,372
|
93,391
|
7.04
|
Retentions
|
-8,072
|
-7,889
|
7.04.01
|
Depreciation and
amortization
|
-8,072
|
-7,889
|
7.05
|
Net added value
produced by the Company
|
12,300
|
85,502
|
7.06
|
Added value
received on transfer
|
23,750
|
74,332
|
7.06.01
|
Equity pick-up
|
10,077
|
56,176
|
7.06.02
|
Financial income
|
13,673
|
18,156
|
7.07
|
Total added value
to be distributed
|
36,050
|
159,834
|
7.08
|
Added value
distribution
|
36,050
|
159,834
|
7.08.01
|
Personnel and
payroll charges
|
29,358
|
33,635
|
7.08.02
|
Taxes and
contributions
|
18,080
|
36,020
|
7.08.03
|
Compensation –
Interest
|
41,839
|
58,528
|
7.08.04
|
Compensation –
Company capital
|
-53,227
|
31,651
|
9
CONSOLIDATED
FINANCIAL STATEMENTS - BALANCE SHEET - ASSETS (in thousands of Brazilian
Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER 3/31/2016
|
PRIOR YEAR 12/31/2015
|
1
|
Total Assets
|
6,779,953
|
6,760,332
|
1.01
|
Current Assets
|
4,390,457
|
4,316,764
|
1.01.01
|
Cash and cash
equivalents
|
143,717
|
82,640
|
1.01.01.01
|
Cash and banks
|
56,067
|
69,560
|
1.01.01.02
|
Short-term
investments
|
50,499
|
13,080
|
1.01.01.03
|
Resources custody
of third parties
|
37,151
|
-
|
1.01.02
|
Short-term
investments
|
648,359
|
629,671
|
1.01.02.01
|
Fair value of
short-term investments
|
648,359
|
629,671
|
1.01.02.01.02
|
Short-term
investments avaliable for sale
|
648,359
|
629,671
|
1.01.03
|
Accounts
receivable
|
1,328,042
|
1,395,273
|
1.01.03.01
|
Trade accounts
receivable
|
1,328,042
|
1,395,273
|
1.01.03.01.01
|
Receivables from
clients of developments
|
1,271,881
|
1,357,122
|
1.01.03.01.02
|
Receivables from
clients of construction and services rendered
|
56,161
|
38,151
|
1.01.04
|
Inventories
|
1,958,087
|
1,880,377
|
1.01.07
|
Prepaid expenses
|
6,474
|
7,171
|
1.01.07.01
|
Prepaid expenses and others
|
6,474
|
7,171
|
1.01.08
|
Other current
assets
|
305,778
|
321,632
|
1.01.08.01
|
Non current
assets for sale
|
100,529
|
105,857
|
1.01.08.03
|
Other
|
205,249
|
215,775
|
1.01.08.03.01
|
Other accounts receivable and
others
|
118,196
|
120,657
|
1.01.08.03.02
|
Receivables from
related parties
|
87,053
|
95,118
|
1.02
|
Non Current
assets
|
2,389,496
|
2,443,568
|
1.02.01
|
Non current
assets
|
1,289,134
|
1,349,404
|
1.02.01.03
|
Accounts
receivable
|
374,614
|
407,091
|
1.02.01.03.01
|
Receivables from
clients of developments
|
374,614
|
407,091
|
1.02.01.04
|
Inventories
|
706,965
|
750,240
|
1.02.01.09
|
Others non
current assets
|
207,555
|
192,073
|
1.02.01.09.03
|
Others accounts
receivable and others
|
89,696
|
82,880
|
1.02.01.09.04
|
Receivables from
related parties
|
113,128
|
109,193
|
1.02.01.09.05
|
Derivative
financial instruments
|
4,731
|
-
|
1.02.02
|
Investments
|
979,712
|
967,646
|
1.02.02.01
|
Interest in
associates and affiliates
|
979,712
|
967,646
|
1.02.03
|
Property and
equipment
|
46,829
|
49,176
|
1.02.03.01
|
Operation
property and equipment
|
46,829
|
49,176
|
1.02.04
|
Intangible assets
|
73,821
|
77,342
|
1.02.04.01
|
Intangible assets
|
48,345
|
51,866
|
1.02.04.02
|
Goodwill
|
25,476
|
25,476
|
10
CONSOLIDATED
FINANCIAL STATEMENTS - BALANCE SHEET - LIABILITIES AND EQUITY (in
thousands of Brazilian Reais)
|
CODE
|
DESCRIPTION
|
ACTUAL QUARTER 3/31/2016
|
PRIOR YEAR 12/31/2015
|
2
|
Total Liabilities
|
6,779,953
|
6,760,332
|
2.01
|
Current
liabilities
|
2,075,628
|
2,048,969
|
2.01.01
|
Social and labor
obligations
|
71,793
|
60,102
|
2.01.01.02
|
Labor obligations
|
71,793
|
60,102
|
2.01.01.02.01
|
Salaries, payroll
charges and profit sharing
|
71,793
|
60,102
|
2.01.02
|
Suppliers
|
80,245
|
57,335
|
2.01.03
|
Tax obligations
|
97,074
|
102,057
|
2.01.03.01
|
Federal tax
obligations
|
97,074
|
102,057
|
2.01.04
|
Loans and
financing
|
1,029,252
|
1,061,986
|
2.01.04.01
|
Loans and
financing
|
629,508
|
672,365
|
2.01.04.01.01
|
In Local Currency
|
629,508
|
672,365
|
2.01.04.02
|
Debentures
|
399,744
|
389,621
|
2.01.05
|
Other obligations
|
694,189
|
667,177
|
2.01.05.01
|
Payables to related parties
|
84,386
|
87,100
|
2.01.05.02
|
Other
|
609,803
|
580,077
|
2.01.05.02.01
|
Dividends and
interest on capital payable
|
17,682
|
17,682
|
2.01.05.02.04
|
Obligations for
purchase of properties and advances from customers
|
387,339
|
361,420
|
2.01.05.02.06
|
Other obligations
|
163,494
|
163,437
|
2.01.05.02.07
|
Obligations assumed on the
assignment of receivables
|
31,352
|
23,482
|
2.01.05.02.08
|
Derivative financial
instruments
|
9,936
|
14,056
|
2.01.06
|
Provisions
|
103,075
|
100,312
|
2.01.06.01
|
Tax, labor and
civel lawsuits
|
103,075
|
100,312
|
2.01.06.01.01
|
Tax lawsuits
|
220
|
220
|
2.01.06.01.02
|
Labor lawsuits
|
15,566
|
15,516
|
2.01.06.01.04
|
Civel lawsuits
|
87,289
|
84,576
|
2.02
|
Non current
liabilities
|
1,658,041
|
1,614,127
|
2.02.01
|
Loans and
financing
|
1,171,380
|
1,088,807
|
2.02.01.01
|
Loans and
financing
|
712,036
|
620,470
|
2.02.01.01.01
|
Loans and
financing in local currency
|
712,036
|
620,470
|
2.02.01.02
|
Debentures
|
459,344
|
468,337
|
2.02.02
|
Other obligations
|
321,272
|
366,161
|
2.02.02.01
|
Liabilities with
related parties
|
43,426
|
41,002
|
2.02.02.02
|
Other
|
277,846
|
325,159
|
2.02.02.02.03
|
Obligations for
purchase of properties and advances from customers
|
196,441
|
248,514
|
2.02.02.02.04
|
Other liabilities
|
30,628
|
33,216
|
2.02.02.02.06
|
Obligations assumed on the
assignment of receivables
|
50,777
|
35,811
|
2.02.02.02.07
|
Derivative financial
instruments
|
-
|
7,618
|
2.02.03
|
Deferred taxes
|
20,175
|
16,489
|
2.02.03.01
|
Deferred income tax and
social contribution
|
20,175
|
16,489
|
2.02.04
|
Provisions
|
145,214
|
142,670
|
2.02.04.01
|
Tax, labor and
civel lawsuits
|
145,214
|
142,670
|
2.02.04.01.01
|
Tax lawsuits
|
178
|
180
|
2.02.04.01.02
|
Labor lawsuits
|
78,502
|
77,445
|
2.02.04.01.04
|
Civel lawsuits
|
66,534
|
65,045
|
2.03
|
Equity
|
3,046,284
|
3,097,236
|
2.03.01
|
Capital
|
2,740,662
|
2,740,662
|
2.03.01.01
|
Capital
|
2,740,662
|
2,740,662
|
2.03.02
|
Capital Reserves
|
78,241
|
76,834
|
2.03.02.04
|
Granted options
|
149,458
|
148,051
|
2.03.02.07
|
Reserve for
expenditures with public offering
|
-71,217
|
-71,217
|
2.03.04
|
Income Reserve
|
277,995
|
277,995
|
2.03.04.01
|
Legal Reserve
|
35,316
|
35,316
|
2.03.04.02
|
Statutory Reserve
|
268,659
|
268,659
|
2.03.04.09
|
Treasury
shares
|
-25,980
|
-25,980
|
2.03.05
|
Retained
earnings/accumulated losses
|
-53,227
|
-
|
2.03.09
|
Non-controlling
interest
|
2,613
|
1,745
|
11
CONSOLIDATED
FINANCIAL STATEMENTS - INCOME - (in thousands of Brazilian Reais)
|
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2016 to
03/31/2016
|
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2015 to
03/31/2015
|
3.01
|
Gross Sales and/or Services
|
405,534
|
519,501
|
3.01.01
|
Revenue from real estate
development
|
436,544
|
564,854
|
3.01.03
|
Taxes on real estate sales
and services
|
-31,010
|
-45,353
|
3.02
|
Cost of sales
and/or services
|
-333,333
|
-370,301
|
3.02.01
|
Cost of real
estate development
|
-333,333
|
-370,301
|
3.03
|
Gross profit
|
72,201
|
149,200
|
3.04
|
Operating
expenses/income
|
-109,866
|
-97,223
|
3.04.01
|
Selling expenses
|
-35,018
|
-27,113
|
3.04.02
|
General and
administrative expenses
|
-46,022
|
-43,668
|
3.04.05
|
Other operating
expenses
|
-42,491
|
-45,224
|
3.04.05.01
|
Depreciation and
amortization
|
-12,698
|
-11,669
|
3.04.05.02
|
Other operating
expenses
|
-29,793
|
-33,555
|
3.04.06
|
Equity pick-up
|
13,665
|
18,782
|
3.05
|
Income (loss)
before financial results and income taxes
|
-37,665
|
51,977
|
3.06
|
Financial
|
-1,941
|
-8,216
|
3.06.01
|
Financial income
|
25,431
|
32,612
|
3.06.02
|
Financial
expenses
|
-27,372
|
-40,828
|
3.07
|
Income before
income taxes
|
-39,606
|
43,761
|
3.08
|
Income and social
contribution taxes
|
-12,745
|
-12,160
|
3.08.01
|
Current
|
-10,213
|
-6,860
|
3.08.02
|
Deferred
|
-2,532
|
-5,300
|
3.09
|
Income (loss) from continuing
operation
|
-52,351
|
31,601
|
3.11
|
Income (loss) for the period
|
-52,351
|
31,601
|
3.11.01
|
Income (loss) attributable to
the Company
|
-53,227
|
31,651
|
3.11.02
|
Net income attributable to
non-controlling interests
|
876
|
-50
|
3.99
|
Earnings per Share – (Reais /
Share)
|
|
|
3.99.01
|
Basic Earnings per
Share
|
|
|
3.99.01.01
|
ON
|
-0.1452
|
0.0862
|
3.99.02
|
Diluted Earnings per
Share
|
|
|
3.99.02.01
|
ON
|
-0.1452
|
0.0856
|
12
CONSOLIDATED
FINANCIAL STATEMENTS - COMPREHENSIVE INCOME (LOSS) - (in thousands of
Brazilian Reais)
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2016 to
03/31/2016
|
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2015 to
03/31/2015
|
4.01
|
Consolidated
Income (loss) for the period
|
-52,351
|
31,601
|
4.03
|
Consolidated
comprehensive income (loss) for the period
|
-52,351
|
31,601
|
4.03.01
|
Income (loss)
attributable to Gafisa
|
-53,227
|
31,651
|
4.03.02
|
Net income
attributable to the noncontrolling interests
|
876
|
-50
|
13
CONSOLIDATED
FINANCIAL STATEMENTS - CASH FLOWS - INDIRECT METHOD - (in thousands of
Brazilian Reais)
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2016 to
03/31/2016
|
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2015 to
03/31/2015
|
6.01
|
Net cash from
operating activities
|
41,952
|
-51,127
|
6.01.01
|
Cash generated in
the operations
|
20,262
|
88,294
|
6.01.01.01
|
Income (loss)
before income and social contribution taxes
|
-39,606
|
43,761
|
6.01.01.02
|
Stock options
expenses
|
2,424
|
2,618
|
6.01.01.03
|
Unrealized
interest and finance charges, net
|
26,507
|
16,414
|
6.01.01.04
|
Depreciation and
amortization
|
12,698
|
11,669
|
6.01.01.05
|
Write-off of
property and equipment, net
|
1,637
|
216
|
6.01.01.06
|
Provision for
legal claims
|
22,888
|
26,070
|
6.01.01.07
|
Warranty
provision
|
-5,621
|
6,925
|
6.01.01.08
|
Provision for
profit sharing
|
8,342
|
2,914
|
6.01.01.09
|
Allowance for
doubtful accounts
|
15,357
|
317
|
6.01.01.11
|
Provision for
penalties due to delay in construction works
|
-513
|
-2,079
|
6.01.01.12
|
Financial
instruments
|
-10,186
|
2,756
|
6.01.01.13
|
Equity pick-up
|
-13,665
|
-18,782
|
6.01.01.15
|
Write-off of
investments
|
-
|
-4,505
|
6.01.02
|
Variation in
Assets and Liabilities
|
21,690
|
-139,421
|
6.01.02.01
|
Trade accounts
receivable
|
79,213
|
-65,295
|
6.01.02.02
|
Properties for
sale
|
-29,313
|
-57,683
|
6.01.02.03
|
Other accounts
receivable
|
-7,864
|
10,231
|
6.01.02.04
|
Transactions with
related parties
|
9,376
|
1,514
|
6.01.02.05
|
Prepaid expenses
|
697
|
120
|
6.01.02.06
|
Suppliers
|
22,910
|
7,259
|
6.01.02.07
|
Obligations for
purchase of properties and adv. from customers
|
-26,154
|
-16,820
|
6.01.02.08
|
Taxes and
contributions
|
-4,983
|
-3,491
|
6.01.02.09
|
Salaries and
payable charges
|
3,350
|
4,289
|
6.01.02.10
|
Other obligations
|
-12,797
|
-7,385
|
6.01.02.11
|
Income tax and
social contribution paid
|
-12,745
|
-12,160
|
6.02
|
Net cash from
investing activities
|
-29,606
|
150,108
|
6.02.01
|
Purchase of
property and equipment and intangible assets
|
-8,467
|
-5,651
|
6.02.02
|
Redemption of
short-term investments
|
-807,799
|
1,180,350
|
6.02.03
|
Purchase of
short-term investments
|
789,111
|
-1,024,416
|
6.02.04
|
Investments
|
-1,451
|
-175
|
6.02.05
|
Dividends
received
|
-1,000
|
-
|
6.03
|
Net cash from
financing activities
|
48,731
|
15,867
|
6.03.02
|
Increase in
loans, financing and debentures
|
200,289
|
200,321
|
6.03.03
|
Payment of loans
and financing
|
-176,957
|
-165,306
|
6.03.06
|
Payables to
venture partners
|
1,587
|
2,400
|
6.03.07
|
Loan transactions
with related parties
|
-4,162
|
587
|
6.03.08
|
Repurchase of
treasury shares
|
-
|
-22,135
|
6.03.09
|
Selling of
treasury shares
|
27,974
|
-
|
6.05
|
Net increase
(decrease) of cash and cash equivalents
|
61,077
|
114,848
|
6.05.01
|
Cash and cash
equivalents at the beginning of the period
|
82,640
|
109,895
|
6.05.02
|
Cash and cash
equivalents at the end of the period
|
143,717
|
224,743
|
14
CONSOLIDATED
STATEMENT OF CHANGES IN EQUITY FROM 01/01/2016 TO 03/31/2016 (in thousands
of Brazilian reais)
|
CODE
|
DESCRIPTION
|
Capital
|
Capital reserves, stock options and treasury shares
|
Profit reserves
|
Retained earnings
|
Others comprehensive income
|
Total Shareholders equity
|
Non Controlling interest
|
Total equity Consolidated
|
5.01
|
Opening balance
|
2,740,662
|
50,854
|
303,975
|
-
|
-
|
3,095,491
|
1,745
|
3,097,236
|
5.03
|
Opening adjusted
balance
|
2,740,662
|
50,854
|
303,975
|
-
|
-
|
3,095,491
|
1,745
|
3,097,236
|
5.04
|
Capital transactions with
shareholders
|
-
|
1,407
|
-
|
-
|
-
|
1,407
|
-8
|
1,399
|
5.04.03
|
Realization of granted
options
|
-
|
1,407
|
-
|
-
|
-
|
1,407
|
-
|
1,407
|
5.04.08
|
Acquisition of
participation in transaction with minority shareholders
|
-
|
-
|
-
|
-
|
-
|
-
|
-8
|
-8
|
5.05
|
Total of
comprehensive income (loss)
|
-
|
-
|
-
|
-53,227
|
-
|
-53,227
|
876
|
-52,351
|
5.05.01
|
Net income (loss)
for the period
|
-
|
-
|
-
|
-53,227
|
-
|
-53,227
|
876
|
-52,351
|
5.07
|
Closing
balance
|
2,740,662
|
52,261
|
303,975
|
-53,227
|
-
|
3,043,671
|
2,613
|
3,046,284
|
15
CONSOLIDATED
STATEMENT OF CHANGES IN EQUITY FROM 01/01/2015 TO 03/31/2015 (in thousands
of Brazilian reais)
|
CODE
|
DESCRIPTION
|
Capital
|
Capital reserves, stock options and treasury shares
|
Profit reserves
|
Retained earnings
|
Others comprehensive income
|
Total Shareholders equity
|
Non Controlling interest
|
Total equity Consolidated
|
5.01
|
Opening balance
|
2,740,662
|
-19,824
|
334,507
|
-
|
-
|
3,055,345
|
3,058
|
3,058,403
|
5.03
|
Opening adjusted
balance
|
2,740,662
|
-19,824
|
334,507
|
-
|
-
|
3,055,345
|
3,058
|
3,058,403
|
5.04
|
Capital transactions with
shareholders
|
-
|
54,170
|
-74,214
|
-
|
-
|
-20,044
|
931
|
-19,113
|
5.04.01
|
Capital increase
|
-
|
-
|
-
|
-
|
-
|
-
|
931
|
931
|
5.04.03
|
Realization of granted
options
|
-
|
2,091
|
-
|
-
|
-
|
2,091
|
-
|
2,091
|
5.04.04
|
Repurchase of treasury
shares
|
-
|
-22,135
|
-
|
-
|
-
|
-22,135
|
-
|
-22,135
|
5.04.08
|
Treasury shares
canceled
|
-
|
74,214
|
-74,214
|
-
|
-
|
-
|
-
|
-
|
5.05
|
Total of comprehensive income
(loss)
|
-
|
-
|
-
|
31,651
|
-
|
31,651
|
-50
|
31,601
|
5.05.01
|
Net income (loss) for the
period
|
-
|
-
|
-
|
31,651
|
-
|
31,651
|
-50
|
31,601
|
5.07
|
Closing balance
|
2,740,662
|
34,346
|
260,293
|
31,651
|
-
|
3,066,952
|
3,939
|
3,070,891
|
16
CONSOLIDATED
STATEMENT OF VALUE ADDED (in thousands of Brazilian Reais)
|
|
CODE
|
DESCRIPTION
|
YEAR TO DATE 01/01/2016 to
03/31/2016
|
YEAR TO DATE FROM PREVIOUS YEAR 01/01/2015 to
03/31/2015
|
7.01
|
Revenues
|
436,544
|
569,359
|
7.01.01
|
Real estate
development, sale and services
|
451,901
|
560,333
|
7.01.04
|
Allowance for
doubtful accounts
|
-15,357
|
9,026
|
7.02
|
Inputs acquired
from third parties
|
-337,232
|
-384,576
|
7.02.01
|
Cost of sales
and/or services
|
-295,295
|
-340,199
|
7.02.02
|
Materials,
energy, outsourced labor and other
|
-41,937
|
-44,377
|
7.03
|
Gross added value
|
99,312
|
184,783
|
7.04
|
Retentions
|
-12,698
|
-11,669
|
7.04.01
|
Depreciation and
amortization
|
-12,698
|
-11,669
|
7.05
|
Net added value
produced by the Company
|
86,614
|
173,114
|
7.06
|
Added value
received on transfer
|
39,096
|
51,394
|
7.06.01
|
Equity pick-up
|
13,665
|
18,782
|
7.06.02
|
Financial income
|
25,431
|
32,612
|
7.07
|
Total added value
to be distributed
|
125,710
|
224,508
|
7.08
|
Added value
distribution
|
125,710
|
224,508
|
7.08.01
|
Personnel and
payroll charges
|
56,193
|
50,376
|
7.08.02
|
Taxes and
contributions
|
53,971
|
67,803
|
7.08.03
|
Compensation –
Interest
|
68,773
|
74,678
|
7.08.04
|
Compensation –
Company capital
|
-53,227
|
31,651
|
17
|
|
FOR IMMEDIATE RELEASE
-
São
Paulo, May 5, 2016 – Gafisa S.A. (Bovespa: GFSA3; NYSE: GFA), one of
Brazil’s leading homebuilders, today reported financial results for the
first quarter ended March 31, 2016.
GAFISA RELEASES
1Q16 RESULTS
MANAGEMENT COMMENTS AND
HIGHLIGHTS
The first quarter of 2016 was characterized
by continued economic deterioration and political uncertainty in Brazil.
These market conditions came as a result of high interest rates and rising
inflation and unemployment rates, which in turn, pressured the Brazilian
real estate market. The Gafisa Group, due to its diversification in both
the medium-high income and the low income segments, have been fairly
resilient in this challenging period.
The Gafisa and Tenda segments each faced
substantially different operating environments throughout the first
quarter. The Gafisa segment was significantly impacted by the poor
macroeconomic environment. It seeked to maintain a conservative launch
strategy, while also focusing on operational and project-level
improvements. The Tenda segment, conversely, benefited from greater
resilience in the low-income market, and was able to consistently expand
the scale of its business model.
In 1Q16, the Gafisa segment recorded a
reduction in the volume of launches from the previous quarter and also
faced an increased level of dissolutions, which impacted the results of
the period. The segment launched one project in the first quarter in São
Paulo, representing R$80.1 million in PSV, with sales starting in the last
week of March.
The Gafisa segment’s operating performance
reflected impacts from both a difficult macroeconomic environment and
political instability. This was particularly notable in January and
February. Gross pre-sales totaled R$237.1 million in the first quarter,
with dissolutions reaching R$170.3 million, resulting in net pre-sales of
R$66.8 million. The result was down 72.7% compared to the previous
quarter, and decreased 62.8% compared to 1Q15.
|
18
As a result of the market difficulties,
Gafisa segment’s SoS was 3.3% in 1Q16, compared to 10.8% in the previous
quarter and 8.0% in 1Q15. Gafisa segment’s SoS in the last twelve months
reached 28.9%, compared to 27.9% in the same period last year. The volume
of dissolutions in the Gafisa segment was higher than the last 12 month
average, and a key driver of quarterly results. The increase came as a
result of a high level of project deliveries in 4Q15, which accounted for
R$1.0 billion in PSV, approximately 43.3% of total delivered PSV last
year.
One of the main operating guidelines which
the Company has emphasized since the start of 2015 is its focus on the
sale of inventory units. As a result, 87.8% of net sales during the 1Q16
were related to inventory. However, given the higher volume of
dissolutions related to projects launched before 2015, net sales of 2015
launches inventory represented 82.0% of total net sales of remaining
units, mainly reflected in Gafisa segment’s capacity of generating
revenues.
We ended 1Q16 with 24 projects under
construction, all on schedule and within the delivery timeframe,
reflecting our commitment to clients. In 1Q16, we delivered 2 projects
accounting for 191 units, and representing R$104.8 million in PSV. The
transfer volume reached R$110.0 million, showing our good level of
operational controls and efficiency, which despite the current credit
restrictions, still manages to partner with banks in the transfer
process.
We expect the current market conditions to
continue in the coming months, considering consumer confidence levels,
decreases in household income and limited financing availability. It
appears that the country will take some time to exit the current downturn,
which ultimately delays our expectation for a recovery in the real estate
market. In light of this, we may see a more restrictive liquidity
environment, which may impact pricing levels, margins and sales volumes.
We maintain a conservative approach moving into the rest of 2016 in
regards to the placement of new products in the market. We are
prioritizing those projects with more liquidity, in order to reach
adequate sales and profitability levels.
Tenda’s 1Q16 results reflect a more
comfortable scenario in the low-income market, with relevant launches and
decreasing dissolutions, specially due to the transfer policy, which
occurs immediately after the sale, as well as from the reduction in its
legacy portfolio. The Tenda segment continues to concentrate on increasing
the scale of its new business model. The consolidation of Tenda’s
new model is based on four strategic pillars – aluminum mold, contracted
launches, sales in own stores, and the transfer of sales to financial
institutions. Another competitive advantage of the Tenda segment is its
concentration in the six main metropolitan areas of the country - São
Paulo, Rio de Janeiro, Belo Horizonte, Porto Alegre, Salvador and Recife.
These factors enabled Tenda to achieve excellent operating and financial
results, with resumption of net income, which reached R$4.8 million
in 1Q16.
|
|
Compared to 1Q15, the Tenda segment
recorded launches of R$228.5 million 1Q16, comprised of 9 new
projects/phases in the states of São Paulo, Rio Grande do Sul, Minas
Gerais, Bahia and Pernambuco. Launches represented 8.2% of the Tenda
segment's total sales in the period, and the quarter's SoS reached 23.9%,
up from the 23.3% recorded in 1Q15.
1Q16 gross sales reached R$312.7 million
and dissolutions remained at a moderate R$46.2 million, resulting in net
pre-sales of R$266.5 million, an increase of 12.2% sequentially and 9.4%
higher year on year.
In 1Q16, the volume of dissolutions
decreased by 17.9% year on year, and increased 15.9% sequentially, in line
with a higher gross sales volume. Percentage of dissolutions over gross
sales reached 14.8%.
Since 2013, when the new model operations
started, Tenda has launched 60 projects, representing a total of R$2.2
billion in PSV. Of this total, Tenda has delivered R$845.1 million,
comprised of 22 projects/
phases. Notably, all projects related to the
first year of new model operations (2013) have been completed and
delivered within the agreed time. In relation to the 2014 projects, only 3
of the 14 projects launched that year are still waiting delivery and are
scheduled to be delivered within the next months. In 1Q16, the Tenda
segment delivered 3 projects/phases corresponding to 464 units, and
representing R$61.7 million in PSV.
In the coming quarters, Tenda will continue
to focus on increasing its scale by growing launches and
implementing strategies designed to ensure a strong sales pace, guided by
market behavior. The
consistency of the segment’s
results from new model projects reaffirms management’s confidence in the
2016 business plan.
|
19
On a consolidated basis, launches totaled
R$308.6 million in 1Q16, a decrease of 1.6% year over year and of 54.8%
quarter over quarter. The Gafisa segment accounted for 26% of 1Q16
launches, while Tenda accounted for the remaining 74%. First quarter 2016
net pre-sales totaled R$333.3 million, a decrease of 21.3% year over year
and a 30.9% sequential reduction. In the quarter, sales from launches
represented 9.0% of total sales, while the sale of inventory units
represented 91.0%. The Gafisa segment accounted for 20% of net pre-sales
while the Tenda segment represented 80%. 1Q16 consolidated adjusted gross
profit was R$110.2 million, at a margin of 27.2%.
In the current economic environment, the
Company’s focus on greater stability in its cost and expense structure is
paramount. Selling and administrative expenses were R$81.0 million in
1Q16, 14.2% lower compared to 4Q15, confirming the Company's efforts to
respond to changes and movements in real estate market conditions, thus
providing a cost structure more adequate to the current
environment.
As a result of all this factors, Gafisa
reported a consolidated net loss of R$53.2 million in 1Q16, compared to
the R$31.6 million profit recorded in the previous year period.
|
|
At the end of the year, the Net
Debt/
Shareholders Equity ratio reached 46.5%, the lowest level since
3Q14. Excluding project finance, the Net Debt/Shareholder Equity ratio was
negative 14.6%.
One of the positive highlights in the
quarter was the consolidated operating cash generation, which reached
R$94.3 million, ending the quarter with net cash generation of R$28.3
million.
Our positive cash flow performance and the
maintenance of a low level of leverage reinforces the Company's
conservative approach to capital discipline, which remains a priority
during this period of macroeconomic uncertainty in Brazil.
We will maintain this conservative approach
throughout the year, seeking to balance the placement of new products on
the market, prioritizing those projects with more liquidity in order to
reach adequate sales and profitability levels. The Gafisa segment, through
its consistent and balanced performance, is focused on improving the
return on invested capital. The Tenda segment is ready to expand the
volume of new projects, backed by the positive results achieved from the
new model and the resilience of the low-income market. The Company
continues to advance guided by capital discipline, its profitability
goals, and value creation for
shareholders.
|
Sandro Gamba
Rodrigo Osmo
Chief Executive Officer
–
Gafisa
Chief Executive Officer
–
Tenda
20
MAIN
CONSOLIDATED FIGURES
Table 1- Operating and Financial Highlights (R$
000 and % Company)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Launches
|
308,648
|
682,905
|
-55%
|
313,581
|
-2%
|
Launches, Units
|
1,860
|
2,660
|
-30%
|
1,950
|
-5%
|
Net Pre-sales
|
333,339
|
482,648
|
-31%
|
423,344
|
-21%
|
Pre-sales, Units
|
2,137
|
2,256
|
-5%
|
1,908
|
12%
|
Pre-sales of Launches
|
30,116
|
321,502
|
-91%
|
59,716
|
-50%
|
Sales over supply (SoS)
|
10.6%
|
14.1%
|
-350 bps
|
12.8%
|
-220 bps
|
Delivered projects (PSV)
|
166,500
|
1,239,270
|
-87%
|
785,748
|
-79%
|
Delivered projects, Units
|
655
|
3,121
|
-79%
|
3,534
|
-81%
|
Net Revenue
|
405,534
|
559,246
|
-27%
|
519,501
|
-22%
|
Adjusted Gross
Profit
1
|
110,239
|
189,319
|
-42%
|
179,302
|
-39%
|
Adjusted Gross
Margin
1
|
27.2%
|
33.9%
|
-670 bps
|
34.5%
|
-730 bps
|
Adjusted
EBITDA
2
|
15,495
|
78,026
|
-80%
|
96,366
|
-84%
|
Adjusted EBITDA
Margin
2
|
3.8%
|
14.0%
|
-1,020 bps
|
18.5%
|
-1,470 bps
|
Net Income (Loss)
|
(53,227)
|
827
|
-
|
31,651
|
-
|
Backlog Revenues
|
708,871
|
764,024
|
-7%
|
930,601
|
-24%
|
Backlog
Results
3
|
275,030
|
310,127
|
-11%
|
367,567
|
-25%
|
Backlog
Margin
3
|
38.8%
|
40.6%
|
-180 bps
|
39.5%
|
-70 bps
|
Net Debt + Investor
Obligations
|
1,415,038
|
1,443,377
|
-2%
|
1,535,215
|
-8%
|
Cash and cash equivalents
|
792,076
|
712,311
|
11%
|
1,116,168
|
-29%
|
Shareholders’ Equity
|
3,043,671
|
3,095,491
|
-2%
|
3,066,952
|
-1%
|
Shareholders’ Equity +
Minority
|
3,046,284
|
3,097,236
|
-2%
|
3,070,891
|
-1%
|
Total Assets
|
6,779,953
|
6,760,332
|
0%
|
7,333,898
|
-8%
|
(Net Debt +Obligations) / (SE +
Minority)
|
46.5%
|
46.6%
|
-10 bps
|
50.0%
|
-350
bps
|
1)
Adjusted by capitalized interestes.
2)
Adjusted by expenses with stock option plans
(non-cash), minority. Consolidated EBITDA considers the equity income from
Alphaville.
3)
Backlog results net of PIS/COFINS taxes (3.65%),
and excluding the impact of PVA (Present Value Adjustement) method according to
Law 11.638
.
21
FINANCIAL
RESULTS
§
1Q16 net revenue recognized by the “PoC” method
was R$171.0 million in the Gafisa segment and
R$234.5 million in the Tenda
segment. This resulted in consolidated revenue of R$405.5 million, a decrease of
21.9% year-on-year and a decrease of 27.5% from the previous quarter.
§
Adjusted gross profit for 1Q16 was R$110.2
million, lower than than R$179.3 million recorded in 1Q15 and down from R$189.3
million in 4Q15. Adjusted gross margin reached 27.2%, compared to 34.5% in 1Q15
and 33.9% in the 4Q15. The Gafisa segment accounted for an adjusted gross profit
of R$36.0 million, with an adjusted gross margin of 21.0%, while the Tenda
segment accounted for an adjusted gross profit of R$74.2 million, with a margin
of 31.7%.
§
Consolidated Adjusted EBITDA was R$15.5 million
in 1Q16, with an adjusted EBITDA margin of 3.8%. The Gafisa segment reported
negative adjusted EBITDA of R$18.1 million, while the Tenda segment’s adjusted
EBITDA was positive R$22.8 million. Please note that consolidated adjusted
EBITDA includes Alphaville equity income, while the Gafisa segment’s adjusted
EBITDA is net of this effect.
§
The Company reported net loss of R$53.2 million
in 1Q16, compared with net income of R$0.8 million in 4Q15 and the profit of
R$31.6 milllion in 1Q15. The Gafisa segment reported a net loss of R$58.0
million, while the Tenda segment reported a profit of R$4.8 million.
§
Operating cash generation totaled R$94.3 million
in 1Q16. Net cash generated in the quarter was R$28.3 million.
.
OPERATING
RESULTS
§
Launches totaled R$308.6 million in 1Q16,
comprising 10 projects in the states of São Paulo, Rio Grande do Sul, Minas
Gerais, Bahia and Pernambuco, in line with the R$313.6 million launch volumes in
1Q15. The Gafisa segment accounted for 26% of the quarter’s launches, while the
Tenda segment accounted for the remaining 74%.
§
Net pre-sales totaled R$333.3 million, 21.3%
lower than the R$423.3 million recorded in 1Q15 and 30.9% lower q-o-q. The
Gafisa segment reached R$66.8 million and the Tenda segment reached R$266.5
million in 1Q16. Consolidated sales from launches in the quarter represented
9.0% of the total, while sales from inventory comprised the remaining 91.0%.
§
Consolidated sales over supply (SoS) reached
10.6% in 1Q16 compared to 14.1% in 4Q15, and 12.8%
in 1Q15. On a trailing
12-month basis, Gafisa’s SoS was 28.9%, while Tenda’s SoS was 55.0%.
§
Consolidated inventory at market value presented
a reduction of 3.6% in 1Q16, and stood at R$2.8 billion. Gafisa’s inventory
ended the quarter at R$2.0 billion, while Tenda’s inventory totaled R$849.1
million.
§
Throughout the first quarter, the Company
delivered 5 projects/phases, totaling 655 units, accounting for R$166.5 million
in PSV.
22
ANALYSIS
OF RESULTS
Gafisa
Segment
Sales Volume, Revenue Level and Profitability
Impacted by the
Higher Volume of Dissolutions and Challenging Market
Environment
Table 2 – Gafisa Segment – Operating and
Financial Highlights (R$ 000 and % Gafisa)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Launches
|
80,104
|
380,270
|
-79%
|
75,227
|
6%
|
Net pre-sales
|
66,842
|
245,196
|
-73%
|
179,807
|
-63%
|
Net pre-sales of launches
|
8,187
|
129,227
|
-94%
|
14,436
|
-43%
|
Sales over Supply (SoS)
|
3.3%
|
10.8%
|
-750 bps
|
8.0%
|
-470 bps
|
Delivered projects
(Units)
|
191
|
1,641
|
-88%
|
1,847
|
-90%
|
Net Revenue
|
170,982
|
352,424
|
-51%
|
340,058
|
-50%
|
Adjusted Gross
Profit
1
|
35,979
|
127,392
|
-72%
|
125,502
|
-71%
|
Adjusted Gross
Margin
1
|
21.0%
|
36.1%
|
-1,510 bps
|
36.9%
|
-1,590 bps
|
Adjusted EBITDA
2
|
(18,140)
|
49,858
|
-
|
58,291
|
-
|
Adjusted EBITDA Margin
2
|
-10.6%
|
14.1%
|
-2,470 bps
|
17.1%
|
-2,770 bps
|
Net Income (Loss)
|
(58,021)
|
13,818
|
-
|
20,205
|
-
|
Backlog Revenues
|
427,365
|
497,561
|
-14%
|
742,154
|
-42%
|
Backlog
Results
3
|
159,970
|
192,355
|
-17%
|
294,093
|
-46%
|
Backlog Margin³
|
37.4%
|
38.7%
|
-130 bps
|
39.6%
|
-220
bps
|
1)
Adjusted by capitalized interestes.
2)
Adjuested by expensives with stock option plans
(non-cash), minority. Consolidated EBITDA considers the equity income from
Alphaville.
3)
Backlog results net of PIS/COFINS taxes (3.65%), and
excluding the impact of PVA (Present Value Adjustement) method according to Law
11.638
.
The 1Q16 results were marked by a lower volume of
net sales, resulting from the high volume of dissolutions related to uncertainty
in the political and economic environment. Despite the higher share of projects
launched before 2015 in the gross sales mix (74.7% of gross sales), the high
volume of dissolutions in these projects (97.8% of dissolutions in the quarter)
resulted in a concentration in net sales of inventory from more recent projects.
Thus, revenues in the quarter were impacted not only by the lower volume of net
sales, but also by the concentration of net sales in projects with slower
evolution of work progress. These factors impacted the segment's profitability
in the first quarter.
Gross margin in 1Q16 was mainly impacted by the
following factors:
(i) R$25.3 million
net effect, due to the volume of dissolutions higher than average, mainly those
related to corporate projects - 25.2% of total dissolved PSV during the period.
Commercial units have a direct financing model, whose balance is adjusted only
after the delivery (IGMP + 12.0% p.y. interest). Due to this adjustment, the
reversed revenue is higher, generating a stronger impact when cost and revenue
are reversed;
(ii)
R$6,6 million, related to
the
increase in provisions for doubtful accounts and dissolutions for customers who
present significant evidence regarding the risk of dissolution of their
contracts;
23
(iii)
R$6,9
million, related to other effects, such as a
difference in the pricing seen in the resale of
dissolved units, especially in the case of corporate projects, in order to reach
the liquidity needed in the current market conditions.
Thus, the Gafisa segment ended the 1Q16 with
gross margin of 2.0%; excluding the abovementioned effects, the gross margin of
the Gafisa segment would have reached 20.0%, more adherent to the 23.9% margin
recorded in 4Q15. In turn, adjusted gross margin was 21.0% in 1Q16, or 35.5%
excluding the effects above.
In this quarter, we highlight the efforts of the
Gafisa segment in maintaining a level of SG&A expenses more aligned to the
current level of our business cycle and the challenges and outlook for the
Gafisa segment market, with a slight increase in the annual comparison even
considering a 9.4% inflation (IPCA) measured in the period.
Net Income
Net income for the period was a loss of R$58.0
million compared to a profit of R$13.8 million in 4Q15 and of R$20.2 million in
the 1Q15. As we previously stated, this was due to the higher volume of
dissolutions in the period, mainly related to projects launched before 2015,
reflecting on the volume and on the mix of net sales in the period, with a
consequent effect in revenue and profitability levels of the quarter. Excluding
the R$10.9 million in equity income from Alphaville, the Gafisa segment had a
net loss in 1Q16 of R$68.9 million, compared to the loss of R$12.9 million
recorded in 4Q15 and a R$3.2 million profit in 1Q15.
Table 3 – Gafisa Segment – Net Income (R$
Million)
|
1Q16
|
4Q15
|
1Q15
|
Adjusted Gross Profit
|
36.0
|
127.4
|
125.5
|
Adjusted Gross Margin
|
21.0%
|
36.1%
|
36.9%
|
Net Income
|
(58.0)
|
13.8
|
20.2
|
Equity Income from
Alphaville
|
10.9
|
26.7
|
17.0
|
Net Profit Ex- Alphaville
|
(68.9)
|
(12.9)
|
3.2
|
24
Tenda
Segment
Maintenance of Operational and Financial
Profitability Supported
by the Performance of the New Model
Table 4 – Tenda Segment – Operating and Financial
Highlights (R$ 000 and % Tenda)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Launches
|
228,544
|
302,635
|
-24%
|
238,354
|
-4%
|
Net pre-sales
|
266,497
|
237,452
|
12%
|
243,537
|
9%
|
Net pre-sales of Launches
|
21,930
|
192,275
|
-89%
|
45,280
|
-52%
|
Sales over Supply ( SoS)
|
23.9%
|
20.9%
|
300 bps
|
23.3%
|
60 bps
|
Delivered projects (
Units)
|
464
|
1,480
|
-69%
|
1,687
|
-72%
|
Net Revenue
|
234,552
|
206,822
|
13%
|
179,443
|
31%
|
Adjusted Gross
Profit
1
|
74,260
|
61,927
|
20%
|
53,800
|
38%
|
Adjusted Gross
Margin
1
|
31.7%
|
29.9%
|
180 bps
|
30.0%
|
170 bps
|
Adjusted
EBITDA
2
|
22,755
|
1,464
|
1,454%
|
21,114
|
8%
|
Adjusted EBITDA
Margin
2
|
9.7%
|
0.7%
|
900 bps
|
11.8%
|
-210 bps
|
Net Income ( Loss)
|
4,794
|
(12,991)
|
-
|
11,446
|
-58%
|
Backlog Revenues
|
281,506
|
266,463
|
6%
|
188,447
|
49%
|
Backlog
Results
3
|
115,060
|
117,772
|
-2%
|
73,474
|
57%
|
Backlog Margin³
|
40.9%
|
44.2%
|
-330 bps
|
39.0%
|
190
bps
|
1)
Adjusted by
capitalized interestes.
2)
Adjuested by
expensives with stock option plans (non-cash), minority. Consolidated EBITDA
considers the equity income from Alphaville.
3)
Backlog results net
of PIS/COFINS taxes, and excluding the impact of PVA (Present Value Adjustement)
method according to Law 11.638
.
The Tenda segment posted another profitable
quarter in 1Q16, after the effects of the non-recurring items recorded at the
end of 2015.
In this period, the Tenda segment maintained
efficient operating performance, supported by positive sales performance. This
resulted in an improved adjusted gross margin for Tenda, which reached 31.7% in
the period, slightly higher than the previous quarters.
Adjusted EBITDA totaled R$22.8 million, with
adjusted EBITDA margin reaching 9.7% in 1Q16, higher y-o-y, which was impacted
by the non-recurring items recorded in 4Q15, and slightly lower than the 1Q15
margin, which in turn benefited from the reversal of provision for bonus of
R$5.6 million.
Net Income
The Tenda segment achieved net income of R$4.8
million in 1Q16, a reversal from the net loss of R$13.0 million recorded in
4Q15, which was impacted by the non-recurring items recorded. This was a
decrease from the net income of R$11.4 million of 1Q15, which benefited from the
reversal of R$5.6 million provision related to bonus provisioning.
25
Table 5 –Tenda Segment – Net Income (R$
Million)
|
1Q16
|
4Q15
|
1Q15
|
Adjusted Gross Profit
|
74.3
|
61.9
|
53.8
|
Adjusted Gross Margin
|
31.7%
|
29.9%
|
30.0%
|
Net Income
|
4.8
|
(13.0)
|
11.4
|
RECENT
EVENTS
ALLOCATION OF THE 2015 FISCAL YEAR
RESULTS
In accordance with Article 47, paragraph 2 (b) of
the Bylaws, 25% of the balance of net income of the fiscal year will be
allocated for the payment of the statutory dividend to all shareholders after
the deductions provided for in the Bylaws and adjusted pursuant to article 202
of Brazilian Corporate Law.
Due to the R$74.4 million income calculated in
the year ended on December 31, 2015, the Company's management proposed, at the
Annual General Meeting held on April 25, 2016, the distribution of approximately
R$17.7 million, about R$0.048 per share. This distribution will allow
shareholders to gauge a dividend yield of approximately 2.0%, based on the 2015
closing price.
UPDATE SHARE BUYBACK PROGRAM
Reaffirming its commitment to generating
shareholder value, on March 3, 2016, the Company approved the creation of the
fourth share buyback program, up to a maximum of 8.2 million common shares
which, when added to the 10.6 million shares currently held in treasury,
correspond to 5% of the total common shares issued by the Company. The goal of
the Program is to efficiently use the Company’s available funds, aiming at
medium and long-term profitability. A portion of the shares to be acquired will
be allocated for the exercise of the options and/or shares to be granted in the
Stock Option Plan, as approved at the Company’s Extraordinary General
Meeting.
The Company also reaffirms its commitment to
capital discipline. The execution of the program is conditioned to the
maintenance of Gafisa’s Consolidated Net Debt to Equity ratio in a level equal
or lower than 60%. The Company’s Executive Officers are authorized to determine
the opportunities in which operations will be performed, as well as the amount
of shares to be effectively traded.
26
|
GAFISA SEGMENT
Focuses on residential developments within
the upper, upper-middle, and middle-income segments, with average unit
prices above R$250,000.
00.
|
Operating Results | Launches and
Pre-Sales
First quarter launches totaled R$80.1 million and
consisted of 1 project/phase in São Paulo, which started sales in the last week
of March. The sales speed of this launch reached 10.2%.
.
Launches (R$ million)
First quarter gross pre-sales in the Gafisa
segment totaled R$237.1 million. Dissolutions in 1Q16 were R$170.3 million,
yielding total net pre-sales of R$66.8 million, down 72.7% q-o-q and down 62.8%
y-o-y.
It is worth noting that in 1Q16 operating
performance was impacted quite heavily, especially in January and February due
to the continued deterioration of the macroeconomic environment and the troubled
political scenario, also taking into account seasonal characteristics. Results
in March reached R$101.1 million in net pre-sales, closer to last year’s result,
signaling an improvement when compared to the first two months of the
year.
As seen in 2015, and one of the main current
operational guidelines for the year, the Company continues to focus its efforts
on the sale of remaining units. As a result, 96.5% of gross sales for the period
were related to units in inventory. However, due to the higher volume of
dissolutions of projects launched before 2015, which accounted for 97.8% of
total volume, the breakdown of net sales of inventory in the quarter ended up
concentrated in units launched in 2015, which accounted for 82.0% of total net
sales of remaining units and for 72.0% of total net sales in the
period.
27
Table 6 – Gafisa Segment – Launches and Pre-sales
(R$ 000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Launches
|
80,104
|
380,270
|
-79%
|
75,227
|
6%
|
Pre- Sales
|
66,842
|
245,196
|
-73%
|
179,807
|
-63%
|
Sales over
Supply (SoS)
The Gafisa segment’s SoS of the last twelve
months reached 28.9% compared to 27.9% in the same period last year. In the
1Q16, SoS was 3.3%, compared to 10.8% in the previous quarter and to 8.0% in
1Q15.
Dissolutions
The weak economic conditions observed in 2016
have directly impacted consumer confidence and, accordingly, the level of
dissolutions. Due to the challenging operating environment, the level of
dissolutions in the Gafisa segment reached R$170.3 million in 4Q15, an increase
compared to R$125.3 million in 4Q15 and R$124.8 million in 1Q15. Notably, the
level of dissolutions was higher than the LTM average, especially due to the
strong volume of projects delivered in 4Q15, totaling R$1.0 billion in PSV,
approximately 43% of the total PSV delivered in the FY2015.
Over the last three years, the Company has been
working on initiatives to strengthen the credit review component of its sale
process. In doing so, the Company intends to reduce the level of dissolutions
throughout the construction and delivery cycle. However, given the current
uncertainties in the economic environment and its effects on the real estate
market, it has not been possible to reduce the volume of dissolutions in a more
effective manner.
Notably, a comprehensive approach in the credit
review process at the time of sale has generated a more efficient process of
transferring Gafisa customers to financial institutions, even amid a unfavorable
economic environment. As an example of the efficiency achieved in this process,
of all customers who asked for transfers in 1Q16, only 3.5% have been rejected
in the bank’s credit analysis, i.e. out of the 318 units asking for transfers,
only 11 were not accepted.
In recent quarters the Gafisa segment has been
able to reduce the level of dissolutions by enabling customers facing financial
pressure to swap their units for those that better match their financial
position. This exchange process reflects the flexibility of Gafisa’s product
portfolio.
In the quarter, 257 Gafisa units were cancelled
and 116 units, representing R$61.9 million, were already resold within the
period.
28
Inventory
Gafisa is maintaining its focus on inventory
reduction initiatives. Projects launched prior to the end of 2015 represented
87.8% of net sales in the period. The market value of the Gafisa segment’s
inventory presented a decreased by 2.7% q-o-q, and of 4.6% y.o.y, totaling R$2.0
billion. The reduction reflects current market conditions and the effect of the
sales income in the period, as well as pricing adjustments on several legacy
projects. Finished units outside of core markets accounted for R$56.3 million,
or 2.8% of total inventory.
Table 7 – Gafisa Segment – Inventory at Market
Value (R$ 000)
|
Inventories BoP 4Q15
|
Launches
|
Dissolutions
|
Gross Sales
|
Adjustments¹
|
Inventories EoP 1Q15
|
Q/Q (%)
|
São Paulo
|
1,460,326
|
80,104
|
147,120
|
(207,729)
|
(46,863)
|
1,432,958
|
-2%
|
Rio de Janeiro
|
496,231
|
-
|
22,201
|
(20,832)
|
(11,978)
|
485,622
|
-2%
|
Other Markets
|
72,697
|
-
|
954
|
(8,556)
|
(8,749)
|
56,346
|
-22%
|
Total
|
2,029,254
|
80,104
|
170,275
|
(237,117)
|
(67,590)
|
1,974,926
|
-3%
|
¹
The Period Adjustment reflect the updates related to the
project scope, release date and pricing update in the period.
During the same period, finished units
represented R$430.1million, or 21.8% of total inventory. Inventory from projects
launched outside core markets, which is comprised exclusively of finished units,
represented R$56.3 million, a decrease of 51.0% when compared to the R$115.0
million recorded last year and down 22.5% from 4Q15. The Company estimates that
through the beginning of 2017, it will have monetized a large portion of its
inventory in non-core markets, based on the sales rate observed in these markets
over the past few quarters.
In regards to Gafisa’s inventory, approximately
45%, or R$890.6 million, is concentrated in projects to be delivered from 1Q17
on, not representing an immediate increase in the segment’s volume of inventory
of finished units.
Table 8 – Gafisa Segment – Inventory at Market
Value- Construction Status (R$ 000)
|
Not Initiated
|
Up to 30% built
|
30% a 70% built
|
More than 70% built
|
Finished Units
|
Total 1Q16
|
São Paulo
|
73,948
|
-
|
729,798
|
511,500
|
117,712
|
1,432,958
|
Rio de Janeiro
|
-
|
4,700
|
89,295
|
135,603
|
256,024
|
485,622
|
Outros Mercados
|
-
|
-
|
-
|
-
|
56,346
|
56,346
|
Total
|
73,948
|
4,700
|
819,093
|
647,103
|
430,082
|
1,974,926
|
Inventory
at market value includes projects in partnership. This indicator is not
comparable to the accounting inventory, due to the implementation of new
accounting practices on behalf of CPCs 18, 19 and 36.
29
Inventory Delivery Schedule
Landbank
The Gafisa segment landbank, with a PSV of R$5.7
billion, is comprised of 26 potential projects/ phases, amounting to nearly 11.5
units. 71% of potential projects/phases are located in São Paulo and 29% in Rio
de Janeiro. The largest portion of land acquired through swap agreements is in
Rio de Janeiro, impacting the total percentage of land acquired, totaling
59.3%.
Table 9 – Gafisa Segment - Landbank (R$
000)
|
PSV (% Gafisa)
|
% Swap
Total
|
% Swap Units
|
% Swap Financial
|
Potential Units
(%
Gafisa)
|
Potential Units (100%)
|
São Paulo
|
4,048,411
|
50%
|
50%
|
0%
|
8,388
|
9,218
|
Rio de Janeiro
|
1,661,840
|
75%
|
75%
|
0%
|
2,271
|
2,271
|
Total
|
5,710,251
|
59%
|
59%
|
0%
|
10,659
|
11,489
|
¹
The swap percentage is measured compared to historical cost of land
acquisition.
²
Potential units are net of swaps and refer to the Gafisa’s and/or its partners’
stake in the project.
Table 10 - Gafisa Segment - Changes in the
Landbank (4Q15 x 1Q16 - R$ 000)
|
Inicial Landbank
|
Land Acquisition
|
Launches
|
Dissolutions
|
Adjustments
|
Final Landbank
|
São Paulo
|
4,286,656
|
-
|
(80,104)
|
-
|
(158,141)
|
4,048,411
|
Rio de Janeiro
|
1,666,187
|
-
|
-
|
-
|
(4,347)
|
1,661,840
|
Total
|
5,952,843
|
-
|
(80,104)
|
-
|
(162,488)
|
5,710,251
|
In 1Q16, the Company did not acquire new land
plots.
The quarterly adjustments reflect updates related
to project scope, expected launch date and other adjustments to the landbank
during the period.
Gafisa Sales
During the quarter, Gafisa Vendas, the Company’s
independent sales unit, with operations in São Paulo and Rio de Janeiro,
accounted for 63% of gross sales.
Gafisa Vendas currently has a team of 600 highly
trained, dedicated consultants, in addition to an online sales force.
30
Gafisa Segments Delivered
Projects
During 1Q16, 2 projects/phases totaling 191 units
were delivered, accounting for R$104.8 million in PSV. Currently, Gafisa has 24
projects under construction, all of which are on schedule according to the
Company’s business plan.
Transfers
Over the past few years, the Company has been
taking steps to improve the performance of its receivables/transfer process in
an attempt to achieve higher rates of return on invested capital. Currently, the
Company’s strategy is to transfer 90% of eligible units up to 90 days after the
delivery of the project. In accordance with this policy, transfers totaled
R$110.0 million in PSV in the first quarter.
Table 11 – Gafisa Segment – Delivered
Projects
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
PSV Transferred ¹
|
110,023
|
241,800
|
-54%
|
198,014
|
-44%
|
Delivered Projects
|
2
|
8
|
-75%
|
9
|
-78%
|
Delivered Units
|
191
|
1,641
|
-88%
|
1,847
|
-90%
|
Delivered PSV²
|
104,842
|
1,027,824
|
-90%
|
569,459
|
-82%
|
1) PSV refers to potential sales value of the
units transferred to financial institutions.
2) PSV = Potential sales value of delivered
units.
31
|
Financial Results
Revenue
|
1Q16 net revenues for the Gafisa segment totaled
R$171.0 million, a decrease of 51.5% q-o-q and a decrease of 49.7% y-o-y, as a
direct effect of the lower sales volume in the period, due to the high volume of
dissolutions, and also due to higher net sales concentrated in projects launched
since 2015, which accounted for 82.0% of total net sales in 1Q16.
As previously explained, the 1Q16 results were
marked by a lower volume of net sales, resulting from the high volume of
dissolutions related to uncertainty in the political and economic environment.
Despite the higher share of projects launched before 2015 in the gross sales mix
(74.7% of gross sales), the high volume of dissolutions in these projects (97.8%
of dissolutions in the quarter) resulted in a concentration in net sales of
inventory from more recent projects. Thus, revenues in the quarter were impacted
not only by the lower volume of net sales, but also by the concentration of net
sales in projects with slower evolution of work progress. These factors impacted
the segment's profitability in the first quarter.
In 1Q16, 98.6% of Gafisa segment revenues were
derived from projects located in Rio de Janeiro and São Paulo, while 1.4% were
derived from projects in non-core markets. The table below provides additional
details.
Table 12 – Gafisa Segment – Revenue Recognition
(R$ 000)
|
|
1Q16
|
|
|
|
1Q15
|
|
|
Launches
|
Pre-Sales
|
% Sales
|
Revenue
|
%
Revenue
|
Pre-Sales
|
% Sales
|
Revenue
|
% Revenue
|
2016
|
8,187
|
12%
|
-
|
0%
|
-
|
0%
|
-
|
0%
|
2015
|
48,099
|
72%
|
29,218
|
17%
|
14,436
|
8%
|
-
|
0%
|
2014
|
19,578
|
29%
|
70,682
|
41%
|
59,353
|
33%
|
41,343
|
12%
|
2013
|
27,252
|
41%
|
54,485
|
32%
|
27,125
|
15%
|
58,455
|
17%
|
≤ 2012
|
(36,274)
|
-54%
|
16,598
|
10%
|
78,893
|
44%
|
240,260
|
71%
|
Total
|
66,842
|
100%
|
170,982
|
100%
|
179,807
|
100%
|
340,058
|
100%
|
SP + RJ
|
59,240
|
89%
|
168,668
|
99%
|
163,980
|
91%
|
337,414
|
99%
|
Other Markets
|
7,602
|
11%
|
2,314
|
1%
|
15,827
|
9%
|
2,643
|
1%
|
Gross
Profit & Margin
Gross profit for the Gafisa segment in 1Q16 was
R$3.5 million, a decrease from R$84.2 million in 4Q15, and from R$98.1 million
in the prior year period, due to the lower top line result in the period.
Gross margin in 1Q16 was mainly impacted by the
following factors:
(i) R$25.3 million
net effect due to the volume of dissolutions higher than average, mainly those
related to corporate projects - 25.2% of total dissolved PSV during the period.
Commercial units have a direct financing model, whose balance is adjusted only
after the delivery (IGMP + 12.0% p.y. interest). Due to this adjustment, the
reversed revenue is higher, generating a stronger impact when cost and revenue
are reversed;
(ii) R$6.6 million
related to the increase in provisions for doubtful accounts and
dissolutions;
(iii) R$6.9 million related to
other effects, such as a difference in the pricing seen in the resale of
dissolved units, especially in the case of corporate projects, in order to
better reflect current market conditions.
32
The Company constitutes provision for doubtful
accounts and dissolutions for customers who present significant evidenc
regarding the risk of dissolution of their contracts. In 1Q16, the additional
impact related to the provision for doubtful accounts and dissolutions was R$6.6
million, in order to better reflect current market conditions.
Excluding financial impacts, the adjusted gross
margin reached 21.0% in 1Q16 compared to 36.1% in the 4Q15 and 36.9% no 1Q15,
impacted by the factors previously explained. Excluding these factors, adjusted
gross margin ended 1Q16 at 35.5%.
The table below contains more details on the
breakdown of Gafisa’s gross margin in 1Q16.
Table 13 - Gafisa Segment – Gross Margin (R$
000)
|
1Q16
|
4Q15
|
Q/Q (%)
|
1Q15
|
Y/Y(%)
|
Net Revenue
|
170,982
|
352,424
|
-51%
|
340,058
|
-50%
|
Gross Profit
|
3,456
|
84,191
|
-96%
|
98,147
|
-96%
|
Gross Margin
|
2.0%
|
23.9%
|
-2,190 bps
|
28.9%
|
-2,690 bps
|
(-) Financial Costs
|
32,523
|
43,201
|
-25%
|
27,355
|
19%
|
Adjusted Gross Profit
|
35,979
|
127,392
|
-72%
|
125,502
|
-71%
|
Adjusted Gross Margin
|
21.0%
|
36.1%
|
-1,510 bps
|
36.9%
|
-1,590
bps
|
Table 14 – Gafisa Segment – Gross Margin
Composition (R$ 000)
|
SP + RJ
|
Other Markets
|
1Q16
|
Net Revenue
|
168,372
|
2,610
|
170,982
|
Adjusted Gross Profit
|
35,053
|
926
|
35,979
|
Adjusted Gross Margin
|
20.8%
|
35.5%
|
21.0%
|
Selling, General and Administrative Expenses
(SG&A)
SG&A expenses totaled R$43.7 million in the
1Q16, stable y-o-y and down 20.9% q-o-q, as a result of the smaller selling
expense in the period.
Selling expenses decreased 56.3% compared to 4Q15
and up 18.8% from 1Q15, explained by the current Market environment and the
consequent need for higher sales and marketing investments.
The segment’s general and administrative expenses
reached R$27.0 million in 1Q16, a decrease of 6.5% compared to the previous year
and an increase of 58.8% q-o-q. Explained by the partial reversal of provision
for bonus, recorded in the last quarter, that had a net effect of R$9.0 million
between the quarters. It is worth noting that despite the inflation of 9.4%
recorded in the last 12 months, the Gafisa segment has managed to reduce its
nominal volume of general and administrative expenses.
The better balance in SG&A expenses in the
Gafisa segment reflects the Company's commitment to improve operational
efficiency and achieve a level of costs and expenses that are appropriate for
the current stage of the business cycle and economic outlook.
33
Table 15 – Gafisa Segment – SG&A Expenses (R$
000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Selling Expenses
|
(16,746)
|
(38,338)
|
-56%
|
(14,092)
|
19%
|
G&A Expenses
|
(27,002)
|
(17,004)
|
59%
|
(28,885)
|
-7%
|
Total SG&A Expenses
|
(43,748)
|
(55,342)
|
-21%
|
(42,977)
|
2%
|
Launches
|
80,104
|
380,270
|
-79%
|
75,227
|
6%
|
Net Pre-sales
|
66,842
|
245,196
|
-73%
|
179,807
|
-63%
|
Net revenue
|
170,982
|
352,424
|
-51%
|
340,058
|
-50%
|
Other Operating Revenues/Expenses reached R$14.6
million in 1Q16, a decrease of 46.3% compared to 4Q15, and 48.9% compared to
1Q15.This y-o-y increase reflects the smaller levels of litigation expenses in
the first quarter, due to the seasonal effect.
The Company continues to be proactive and to
mitigate risks associated with potential contingencies. Among a few initiatives
that have been implemented during the year, we highlight: (i) agreements policy;
(ii) new remuneration model of attorney fees; (iii) legal committee for ongoing
litigation monitoring.
The table below contains more details on the
breakdown of this expense.
Table 16 – Gafisa Segment – Other Operating
Revenues/Expenses (R$ 000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Litigation expenses
|
(15,804)
|
(23,087)
|
-32%
|
(19,965)
|
-21%
|
Other
|
1,228
|
(4,042)
|
-
|
(8,556)
|
-
|
Total
|
(14,576)
|
(27,129)
|
-46%
|
(28,521)
|
-49%
|
The strong volume of deliveries over the
past three years, due to the delivery of delayed projects in discontinued
markets, led to an increase in the level of contingencies. The Gafisa segment
has since concentrated its operations only in the metropolitan regions of São
Paulo and Rio de Janeiro. This new strategic geographical positioning, combined
with improved internal processes, is expected to result in fewer future legal
claims and a subsequent decrease in the amount of expenses related to
contingencies in the following years.
Adjusted EBITDA
Adjusted EBITDA for the Gafisa segment totaled a
negative result of R$18.1
million
in 1Q16,
below when compared to the positive Adjusted EBITDA of R$49.9 million in 4Q15
and R$58.3
million
compared
to the same period last year. The 1Q16 Adjusted EBITDA was impacted by the
following factors: (i) lower revenue in the quarter due to the volume and sales
mix; and (ii) decreased gross margin in the period. Note that adjusted EBITDA
for the Gafisa segment does not include equity income from
Alphaville.
The adjusted EBITDA margin, using the same
criteria, reached -10.6% compared to 14.1% in 4Q15 and 17.1% in 1Q15.
34
Table 17 – Gafisa Segment - Adjusted EBITDA
(R$ 000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Net Profit (Loss)
|
(58,021)
|
13,818
|
-
|
20,205
|
-
|
(+) Financial Results
|
44
|
13,472
|
-100%
|
9,744
|
-100%
|
(+) Income Taxes
|
5,990
|
(1,827)
|
-
|
7,350
|
-19%
|
(+) Depreciation &
Amortization
|
9,508
|
7,805
|
22%
|
8,279
|
15%
|
(+) Capitalized interests
|
32,523
|
43,201
|
-25%
|
27,355
|
19%
|
(+) Expense w stock Option
Plan
|
1,891
|
1,966
|
-4%
|
2,090
|
-10%
|
(+) Minority Shareholders
|
805
|
(1,873)
|
-
|
228
|
253%
|
(-) Alphaville Effect
Result
|
(10,880)
|
(26,704)
|
-59%
|
(16,960)
|
-36%
|
Adjusted EBITDA
|
(18,140)
|
49,858
|
-
|
58,291
|
-
|
Net Revenue
|
170,982
|
352,424
|
-51%
|
340,058
|
-50%
|
Adjusted EBITDA Margin
|
-10.6%
|
14.1%
|
-2,470 bps
|
17.1%
|
-2,770
bps
|
1) EBITDA
is adjusted by expenses associated with stock option plans, as this is a
non-cash expense.
Backlog of Revenues and Results
The backlog of results to be recognized under the
PoC method totaled R$160.0 million in 1Q16. The consolidated margin was 37.4% in
the quarter, compared to 39.6% posted in last year’s first quarter.
Table 18 – Gafisa Segment – Backlog Results (REF)
(R$ 000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Backlog Revenues
|
427,365
|
497,561
|
-14%
|
742,154
|
-42%
|
Backlog Costs (units
sold)
|
(267,395)
|
(305,206)
|
-12%
|
(448,061)
|
-40%
|
Backlog Results
|
159,970
|
192,355
|
-17%
|
294,093
|
-46%
|
Backlog Margin
|
37.4%
|
38.7%
|
-130 bps
|
39.6%
|
-220
bps
|
¹ Backlog
results net of PIS/COFINS taxes (3.65%), and excluding the impact of PVA
(Present Value Adjustement) method according to Law 11.638
35
|
TENDA SEGMENT
Focuses on affordable residential
developments, classified within the Range II of
Minha Casa Minha Vida
Program.
|
Operating Results | Launches and
Sales
First quarter launches totaled R$228.5 million
and included 9 projects/phases in the states of São Paulo, Rio Grande do Sul,
Minas Gerais, Bahia and Pernambuco. The Tenda segment accounted for 74.0% of
launches in the quarter.
During 1Q16, gross sales reached R$312.7 million
and dissolutions were R$46.2 million, resulting in total net pre-sales of
R$266.5 million, 12,2% higher than the last quarter and 9.4% higher y-o-y.
In the quarter, 91.8% of total net sales were
remaining units.
36
Table 19 – Tenda Segment – Launches and Pre-sales
(R$ 000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Launches
|
228,544
|
302,635
|
-24%
|
238,354
|
-4%
|
Pre- Sales
|
266,497
|
237,452
|
12%
|
243,537
|
9%
|
Sales Over
Supply (SoS)
In 1Q16, sales velocity (sales over supply) was
23.9%, and on a trailing 12-month basis, Tenda’s SoS was 55.0%.
Below is a breakdown of Tenda’s SoS, which
includes both legacy and New Model projects.
|
1Q15
|
2Q15
|
3Q15
|
4Q15
|
1Q16
|
New Model
|
30.9%
|
35.2%
|
27.1%
|
24.9%
|
26.9%
|
Legacy
|
7.0%
|
12.0%
|
11.4%
|
5.2%
|
10.7%
|
Total
|
23.3%
|
28.2%
|
23.0%
|
20.9%
|
23.9%
|
Table 20. SoS Gross Revenue
(Ex-Dissolutions)
Table 21. SoS Net Revenue
|
1Q15
|
2Q15
|
3Q15
|
4Q15
|
1Q16
|
New Model
|
32.7%
|
37.4%
|
29.6%
|
27.4%
|
29.7%
|
Legacy
|
20.1%
|
24.3%
|
19.4%
|
13.3%
|
20.7%
|
Total
|
28.6%
|
33.4%
|
26.9%
|
24.4%
|
28.0%
|
Dissolutions
The level of dissolutions in the Tenda segment
totaled R$46.2 million in 1Q16, a decrease of 17.9% compared to 1Q15 and an
increase of 15.9% compared to 4Q15, in line with the higher volume of gross
sales in this quarter.
Due to its transfer policy, which occurs
immediately after the sale, and the reduction of the legacy portfolio, the Tenda
segment continues to support a lower volume of dissolutions. The percentage of
dissolutions over gross sales reached 14.8%, even with the significant
participation of 55.7% of the old legacy projects in this quarter’s total volume
of dissolutions.
37
Table 22. PSV Dissolutions Tenda Segment
(R$ 000 and % of total gross sales)
|
1Q15
|
% GS
|
2Q15
|
% GS
|
3Q15
|
% GS
|
4Q15
|
% GS
|
1Q16
|
% GS
|
New Model
|
12,594
|
4.2%
|
15,648
|
4.5%
|
19,576
|
6.8%
|
22,201
|
8.0%
|
20,490
|
6.6%
|
Legacy
|
43,737
|
14.6%
|
38,115
|
11.1%
|
22,447
|
7.8%
|
17,686
|
6.4%
|
25,736
|
8.2%
|
Total
|
56,332
|
18.8%
|
53,763
|
15.6%
|
42,023
|
14.6%
|
39,887
|
14.4%
|
46,226
|
14.8%
|
Tenda remained focused on the completion and
delivery of legacy projects. In addition, the Company is dissolving contracts
with ineligible clients, so as to sell the units to new, qualified customers.
In the quarter, 314 units were cancelled and
returned to inventory, of which 180 units were already resold to qualified
customers during the same period. The sale and transfer process plays an
important role in the New Tenda Business Model. It is expected that within a
period of up to 90 days, the effective sale and transfer process will be
completed.
Tenda Segment Transfers
In the 1Q16, 2,037 units were transferred to
financial institutions, representing R$266.8 million in net pre-sales.
Table 23 – Tenda Segment - PSV Transferred- Tenda
(R$ 000)
|
1Q14
|
2Q14
|
3Q14
|
4Q14
|
1Q15
|
2Q15
|
3Q15
|
4Q15
|
1Q16
|
New Model
|
49,776
|
69,563
|
59,736
|
67,621
|
114,939
|
199,423
|
194,719
|
165,691
|
236,120
|
Legacy
|
139,721
|
154,155
|
100,361
|
74,773
|
59,110
|
61,566
|
53,912
|
40,050
|
30,642
|
Total
|
189,497
|
223,717
|
160,097
|
142,393
|
174,049
|
260,989
|
248,631
|
205,741
|
266,762
|
1) PSV
transferred refers to the conclusion of the transfer operation.
2) PSV =
Potential sales volume of the units.
Tenda Segment Delivered Projects
During 1Q16, Tenda delivered 3 projects/phases
and 464 units, accounting for a PSV of R$61.7 million.
Inventory
The market value of Tenda inventory was R$849.1
million at the end of the 1Q16, down 5.6% compared to R$899.8 million at the end
of 4Q15. Inventory related to the legacy units for the Tenda segment totaled
R$183.7 million or 21.6% of the total, down 18.8% versus 4Q15 and 41.1% as
compared to 1Q15. During the quarter, inventory comprising units within the
Minha Casa Minha Vida program totaled R$815.3 million, or 96.0% of total
inventory, while units outside the program totaled R$33.8 million, a decrease of
66.0% q-o-q and of 80.6% y-o-y.
.
38
Table 24 –Tenda Segment – Inventory at Market
Value (R$ 000) – by Region
|
Inventory EP 4Q15
|
Launches
|
Dissolutions
|
Pre- Sales
|
Price
Adjustments
+ Others
|
Inventory
EP 1Q16
|
% Q/Q
|
São Paulo
|
251,501
|
27,675
|
6,218
|
(92,297)
|
(1,772)
|
191,325
|
-24%
|
Rio Grande do Sul
|
76,811
|
40,236
|
2,935
|
(30,692)
|
(1,318)
|
87,972
|
15%
|
Rio de Janeiro
|
246,844
|
0
|
14,540
|
(78,606)
|
(9,203)
|
173,575
|
-30%
|
Bahia
|
133,795
|
56,008
|
7,962
|
(50,453)
|
7,180
|
154,492
|
15%
|
Pernambuco
|
68,351
|
38,152
|
410
|
(18,241)
|
3,212
|
91,884
|
34%
|
Minas Gerais
|
71,890
|
66,473
|
8,880
|
(33,273)
|
(2,513)
|
111,457
|
55%
|
Other
|
50,621
|
0
|
5,281
|
(9,162)
|
(8,363)
|
38,377
|
-24%
|
Total Tenda
|
899,813
|
228,544
|
46,226
|
(312,724)
|
(12,777)
|
849,082
|
-6%
|
MCMV
|
800,486
|
228,544
|
37,882
|
(296,691)
|
45,077
|
815,298
|
2%
|
Out of MCMV
|
99,327
|
0
|
8,344
|
(16,033)
|
(57,854)
|
33,784
|
-66%
|
1)
The quarter adjustments reflect updates related
to project scope, expected launch date and price adjustments during the
period.
.
Table 25 – Tenda Segment – Inventory at Market
Value (R$ 000) – Work Status
|
Not Iniciated
|
Up to 30% built
|
30% to 70% built
|
More than 70% built
|
Finished Units¹
|
Total 1Q16
|
New Model – MCMV
|
134,207
|
300,366
|
176,343
|
39,238
|
15,220
|
665,374
|
Legacy – MCMV
|
-
|
-
|
57,264
|
-
|
92,660
|
149,924
|
Legacy – Out of MCMV
|
-
|
-
|
-
|
-
|
33,784
|
33,784
|
Total Tenda
|
134,207
|
300,366
|
233,607
|
39,238
|
141,664
|
849,082
|
|
|
|
|
|
|
|
|
|
|
|
|
1
) Inventory at market value
includes projects in partnership. This indicator is not comparable to the
accounting inventory, due to the implementation of new accounting practices on
behalf of CPC’s 18, 19 and 36.
Regarding legacy projects, the Tenda segment is
still awaiting legal approval for a suspended project with a total PSV of R$57.3
million to move forward with construction.
Tenda Segment Landbank
The Tenda segment landbank, with a PSV of
approximately R$4.6 billion, is comprised of 126 different projects/phases. Out
of these projects/phases 24% are located in São Paulo, 13% in Rio Grande do Sul,
22% in Rio de Janeiro, 5% in Minas Gerais, 25% in Bahia, and 10% in Pernambuco.
In total these projects/phases reflect more than 33,000 units.
Table 26 – Tenda Segment - Landbank (R$
000)
|
PSV
(% Tenda)
|
% Swap
Total
|
% Swap
Units
|
% Swap
Financial
|
Potential
Units
(% Tenda)
|
Potential
Units
(100%)
|
São Paulo
|
1,090,401
|
0%
|
0%
|
0%
|
7,021
|
7,021
|
Rio Grande do Sul
|
623,399
|
18%
|
5%
|
13%
|
4,596
|
4,620
|
Rio de Janeiro
|
1,034,112
|
19%
|
19%
|
0%
|
7,325
|
7,429
|
Bahia
|
1,177,331
|
8%
|
8%
|
0%
|
9,350
|
9,392
|
Pernambuco
|
458,291
|
23%
|
10%
|
13%
|
3,655
|
3,680
|
Minas Gerais
|
250,906
|
38%
|
38%
|
0%
|
1,695
|
1,740
|
Total
|
4,634,440
|
13%
|
9%
|
4%
|
33,642
|
33,882
|
¹
Swap percentage over the historical cost of land acquisition.
²
Potential Units are net of swaps and refer to Tenda’s and/or its partners’stake
in the projects.
39
Table 27 –Tenda Segment – Changes in the Landbank
(4Q15 x 1Q16 - R$ 000)
|
Initial Landbank
|
Land Acquisition
|
Launches
|
Adjustments
|
Final Landbank
|
São Paulo
|
1,088,294
|
138,376
|
(27,675)
|
(108,594)
|
1,090,401
|
Rio Grande do Sul
|
653,968
|
0
|
(40,236)
|
9,667
|
623,399
|
Rio de Janeiro
|
1,043,191
|
0
|
0
|
(9,079)
|
1,034,112
|
Bahia
|
1,209,478
|
72,877
|
(56,008)
|
(49,016)
|
1,177,331
|
Pernambuco
|
481,380
|
0
|
(38,152)
|
15,063
|
458,291
|
Minas Gerais
|
256,628
|
64,800
|
(66,473)
|
(4,049)
|
250,906
|
Total
|
4,732,938
|
276,053
|
(228,544)
|
(146,008)
|
4,634,440
|
In 1Q16, the Tenda segment acquired new land
plots with a potential PSV of R$276.0 million. In the first quarter, 8 land
plots were acquired, representing an acquisition cost of R$24.9 million, 100% to
be paid in cash, with cash disbursement to occur over the next few
quarters.
New Model Update and Turnaround
Tenda is in keeping with expanding it launches
volume under its New Business Model, which is based on three pillars:
operational efficiency, risk management, and capital discipline.
Currently, the Company continues to operate in
six macro regions: São Paulo, Rio de Janeiro, Belo Horizonte, Porto Alegre,
Salvador and Recife. Tenda has a total of 60 projects/phases and a launched PSV
of R$2,244.7 million since 2013. Below is a brief description of the average
performance of these projects, per region.
Notably, the Tenda segment has delivered 22
projects/phases, totaling 6,147 units and R$845.1 million in PSV, all of them
attaining the performance and profitability drivers established for the New
Model.
Table 28. Tenda – New Model Monitoring 2013 -
2016
|
SP
|
RJ
|
BA
|
PE
|
MG
|
RS
|
2013
|
Number of Projects
|
4
|
1
|
2
|
-
|
-
|
-
|
7
|
Units launched
|
1,380
|
300
|
779
|
-
|
-
|
-
|
2,459
|
Total PSV (R$ 000)
|
189.7
|
40.4
|
83.9
|
-
|
-
|
-
|
314
|
Units Sold
|
1,378
|
293
|
774
|
-
|
-
|
-
|
2,445
|
% Sold
|
100%
|
98%
|
99%
|
-
|
-
|
-
|
99%
|
SoS Avg (Month)
|
11%
|
6%
|
5%
|
-
|
-
|
-
|
9%
|
Transfers
|
1,378
|
267
|
761
|
-
|
-
|
-
|
2,406
|
% Transferred (Sales)
|
100%
|
89%
|
98%
|
-
|
-
|
-
|
98%
|
Work Progress
|
100%
|
100%
|
100%
|
-
|
-
|
-
|
100%
|
|
SP
|
RJ
|
BA
|
PE
|
MG
|
RS
|
2014
|
Number of Projects
|
4
|
4
|
4
|
1
|
1
|
-
|
14
|
Units launched
|
720
|
1,511
|
1,220
|
432
|
432
|
-
|
4,315
|
Total PSV (R$ 000)
|
117.8
|
224.8
|
151.5
|
58.8
|
60.4
|
-
|
613
|
Units Sold
|
720
|
1,418
|
1,193
|
427
|
428
|
-
|
4,186
|
% Sold
|
100%
|
94%
|
98%
|
99%
|
99%
|
-
|
97%
|
SoS Avg (Month)
|
13%
|
6%
|
7%
|
7%
|
4%
|
-
|
7%
|
Transfers
|
700
|
1,185
|
1,134
|
406
|
373
|
-
|
3,798
|
% Transferred (Sales)
|
98%
|
80%
|
95%
|
94%
|
86%
|
-
|
88%
|
Work Progress
|
100%
|
95%
|
97%
|
100%
|
76%
|
-
|
95%
|
40
|
SP
|
RJ
|
BA
|
PE
|
MG
|
RS
|
2015
|
Number of Projects
|
10
|
7
|
5
|
3
|
2
|
3
|
30
|
Units launched
|
2,180
|
1,751
|
1,584
|
944
|
372
|
880
|
7,711
|
Total PSV (R$ 000)
|
338.2
|
252.6
|
198.5
|
122.3
|
53.2
|
123.6
|
1,088
|
Units Sold
|
1,720
|
780
|
905
|
551
|
290
|
691
|
4,937
|
% Sold
|
79%
|
45%
|
57%
|
58%
|
78%
|
79%
|
64%
|
SoS Avg (Month)
|
15%
|
6%
|
8%
|
6%
|
12%
|
13%
|
10%
|
Transfers
|
1,505
|
546
|
747
|
431
|
181
|
497
|
3,907
|
% Transferred (Sales)
|
72%
|
32%
|
51%
|
46%
|
48%
|
56%
|
51%
|
Work Progress
|
56%
|
32%
|
44%
|
46%
|
40%
|
41%
|
44%
|
|
SP
|
RJ
|
BA
|
PE
|
MG
|
RS
|
2016
|
Number of Projects
|
1
|
-
|
2
|
1
|
3
|
2
|
9
|
Units launched
|
180
|
-
|
440
|
304
|
520
|
280
|
1,724
|
Total PSV (R$ 000)
|
27.7
|
-
|
56.0
|
38.2
|
66.5
|
40.2
|
229
|
Units Sold
|
44
|
-
|
57
|
34
|
10
|
8
|
153
|
% Sold
|
24%
|
-
|
13%
|
11%
|
2%
|
3%
|
9%
|
SoS Avg (Month)
|
12%
|
-
|
13%
|
4%
|
13%
|
1%
|
9%
|
Transfers
|
17
|
-
|
32
|
9
|
-
|
-
|
58
|
% Transferred (Sales)
|
9%
|
-
|
7%
|
3%
|
-
|
-
|
3%
|
Work Progress
|
1%
|
-
|
4%
|
0%
|
-
|
7%
|
2%
|
41
|
Financial Result
Revenues
|
Tenda’s 1Q16 net revenues totaled R$234.6
million, an increase of 30.7% compared with 1Q15, reflecting an increased volume
of net sales as a result of lower levels of dissolutions compared to previous
years. As shown in the table below, revenues from new projects accounted for
90.1% of Tenda’s revenues in 1Q16, while revenues from legacy projects accounted
for the remaining 9.9%.
Table 29. Tenda - Pre-Sales and Recognized
Revenues (R$ 000)
|
|
1Q16
|
|
|
1Q15
|
Launches
|
Pre-Sales
|
% Sales
|
Revenue
|
% Revenue
|
Pre- Sales
|
% Sales
|
Revenues
|
% Revenues
|
2016
|
21,930
|
8%
|
4,130
|
2%
|
-
|
0%
|
-
|
0%
|
2015
|
205,603
|
77%
|
175,411
|
75%
|
45,280
|
19%
|
7,864
|
5%
|
2014
|
17,637
|
7%
|
32,146
|
14%
|
167,696
|
69%
|
91,592
|
51%
|
2013
|
(662)
|
0%
|
(293)
|
0%
|
7,033
|
3%
|
29,471
|
16%
|
≤ 2012
|
21,989
|
8%
|
23,159
|
10%
|
23,528
|
10%
|
50,516
|
28%
|
Total
|
266,497
|
100%
|
234,552
|
100%
|
243,537
|
100%
|
179,443
|
100%
|
New Model
|
244,508
|
92%
|
211,393
|
90%
|
220,009
|
90%
|
128,927
|
72%
|
Legacy
|
21,989
|
8%
|
23,159
|
10%
|
23,528
|
10%
|
50,516
|
28%
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit and Margin
1Q16 gross profit totaled R$68.7 million, up
significantly from R$51.1 million in 1Q15, and R$58.7 million in the 4Q15. Gross
margin for the quarter reached 29.3%, compared to 28.5% in 1Q15 and 28.4% in
4Q15.
The maintenance of higher gross margins is due to
the increased contribution of more profitable projects launched under the new
model in Tenda’s revenue generation, as has been observed over the last few
quarters.
Tenda’s adjusted gross margin ended 1Q16 at
31.7%, above the 30.0% recorded in the previous year period, and 29.9% when
compared with 4Q15.
The table below shows Tenda’s gross margin
breakdown in 1Q16.
Table 30. Tenda – Gross Margin (R$
000)
|
1Q16
|
4Q15
|
Q/Q (%)
|
1Q15
|
Y/Y (%)
|
Net Revenue
|
234,552
|
206,822
|
13%
|
179,443
|
31%
|
Gross Profit
|
68,745
|
58,660
|
17%
|
51,053
|
35%
|
Gross Margin
|
29.3%
|
28.4%
|
90 bps
|
28.5%
|
80 bps
|
(-) Financial Costs
|
5,515
|
3,267
|
69%
|
2,747
|
101%
|
Adjusted Gross Profit
|
74,260
|
61,927
|
20%
|
53,800
|
38%
|
Adjusted Gross Margin
|
31.7%
|
29.9%
|
180 bps
|
30.0%
|
170
bps
|
42
Selling, General and Administrative Expenses
(SG&A)
During 1Q16, selling, general and administrative
expenses totaled R$37.3 million, a 4.6% decrease compared to 4Q15, and an
increase of 34.1% compared to R$27.8 million in 1Q15.
Selling expenses totaled R$18.3 million in 1Q16,
in line with the last quarter, and a 40.3% increase y-o-y, due to the ongoing
expansion in launch volumes and increased gross sales in the Tenda segment in
the last quarters.
In 1Q16, general and administrative expenses
presented a decrease of 8.2% compared to 4Q15 and an increase of 28.7% in the
annual comparision, explicado pela the reversal of expenses related to provision
for bonus recorded in 1Q15.
Another step taken by the Tenda segment to
improve a its operational and financial cycle since 2013 is a reduction in the
cost structure to a level more compatible and balanceable with the current stage
of the Company’s business model, in order to achieve better
profitability.
Table 31. Tenda – SG&A Expenses (R$
000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y (%)
|
Selling Expenses
|
(18,272)
|
(18,348)
|
0%
|
(13,021)
|
40%
|
General & Admin
Expenses
|
(19,020)
|
(20,723)
|
-8%
|
(14,783)
|
29%
|
Total SG&A Expenses
|
(37,292)
|
(39,071)
|
-5%
|
(27,804)
|
34%
|
Launches
|
228,544
|
302,635
|
-24%
|
238,354
|
-4%
|
Net Pre-Sales
|
266,497
|
237,452
|
12%
|
243,537
|
9%
|
Net Revenue
|
234,552
|
206,822
|
13%
|
179,443
|
31%
|
The Other Operating Revenues/Expenses totaled an
expense of R$15.2 million, a decrease of 25.3% vs. 4Q15, due to the absence of
the non-recurring effects recorded last quarter.
Below, we present a breakdown of this
expense.
Table 32 – Tenda Segment– Other
Revenues/Operating Expenses (R$ 000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y (%)
|
Litigation Expenses
|
(7.084)
|
(8.356)
|
-15%
|
(6.105)
|
16%
|
Other
|
(8.133)
|
(12.003)
|
-32%
|
1.071
|
-859%
|
Total
|
(15.217)
|
(20.359)
|
-25%
|
(5.034)
|
202%
|
Over the past two years, the strong volume of
deliveries related to delayed projects resulted in increased contingencies in
the Tenda segment. The Company expects to see a reduction in the volume of such
expenses over the coming years as a result of the delivery of the final legacy
projects in 3Q15 and the full contribution of New Model projects which are
demonstrating strong operational performance.
43
Adjusted EBITDA
Adjusted EBITDA was R$22.8 million in 1Q16,
compared to Adjusted EBITDA of R$1.5 million in 4Q15 and R$21.1 million in the
last year.
The increased contribution of projects under the
New Model in Tenda’s revenue mix and the related delivery of legacy projects
since 2013, has resulted in improved gross margins in recent quarters. In
addition to the improved performance, Tenda’s efficiencies in its cost structure
have resulted in a significant increase in EBITDA in the Tenda segment during
the period.
Table 33. Tenda – Adjusted EBITDA (R$
000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y (%)
|
Net (Loss) Profit
|
4,794
|
(12,991)
|
-
|
11,446
|
-58%
|
(+) Financial results
|
1,897
|
(565)
|
-
|
(1,528)
|
-
|
(+) Income taxes
|
6,755
|
5,751
|
17%
|
4,810
|
40%
|
(+) Depreciation &
Amortization
|
3,190
|
3,941
|
-19%
|
3,390
|
-6%
|
(+) Capitalized interests
|
5,515
|
3,267
|
69%
|
2,747
|
101%
|
(+) Expenses with stock Option
Plan
|
533
|
533
|
0%
|
527
|
1%
|
(+) Minority Shareholders
|
71
|
1,528
|
-95%
|
(278)
|
-
|
Adjusted EBITDA
|
22,755
|
1,464
|
1454%
|
21,114
|
8%
|
Net Revenue
|
234,552
|
206,822
|
13%
|
179,443
|
31%
|
Adjusted EBITDA Margin
|
9.7%
|
0.7%
|
900 bps
|
11.8%
|
-210
bps
|
1) EBITDA is adjusted by expenses associated with
stock option plans, as this is a non-cash expense.
2) Tenda does not hold equity interest in
Alphaville. In 4Q13, the result of the sale of the participation in Alphaville,
which was allocated to Tenda, was excluded.
Backlog of Revenues and Results
The backlog of results to be recognized under the
PoC method was R$115.1 million in 1Q16. The consolidated margin for the quarter
was 40.9%.
Table 34. Tenda – Backlog Results (REF) (R$
000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Backlog Revenues
|
281,506
|
266,463
|
6%
|
188,447
|
49%
|
Backlog Costs (units
sold)
|
(166,446)
|
(148,691)
|
12%
|
(114,973)
|
45%
|
Backlog Results
|
115,060
|
117,772
|
-2%
|
73,474
|
57%
|
Backlog Margin
|
40.9%
|
44.2%
|
-330 bps
|
39.0%
|
190
bps
|
¹
Backlog results net of PIS/COFINS taxes and
excluding the impact of PVA (Present Value Adjustement) method according to Law
11.638
44
Balance Sheet and Consolidated Financial Results
Cash and Cash Equivalents
On March 31, 2016, cash and cash equivalents and securities totaled R$792.1 million, up 11.2% from December 31, 2015.
Accounts Receivable
At the end of 1Q16, total consolidated accounts receivable decreased 15.1% y-o-y to R$2.4 billion, and decreased by 6.4% compared to 4Q15.
The Gafisa and Tenda segments have approximately R$553.0 million in accounts receivable from finished units.
Table 35. Total Receivables (R$ 000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y(%)
|
Receivables from developments
(off balance sheet)
|
725,499
|
792,968
|
-9%
|
965,855
|
-25%
|
Receivables from PoC- ST
(on balance sheet)
|
1,328,042
|
1,395,273
|
-5%
|
1,476,007
|
-10%
|
Receivables from PoC- LT
(on balance sheet)
|
374,614
|
407,091
|
-8%
|
417,746
|
-10%
|
Total
|
2,428,155
|
2,595,332
|
-6%
|
2,859,608
|
-15%
|
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 to PoC and BRGAAP.
Cash Generation
The Company’s operating cash generation reached R$94.3 million in 1Q16. The Gafisa segment contributed cash generation of R$41.0 million. This increase came as a result of the volume of delivered residential projects in the last quarter of the year. The volume of transferred/received units sold to financing agents reached R$110.0 million during the period. The Tenda segment generated R$53.3 million in cash, with R$235.1 million transferred in 1Q16.
While consolidated operating cash generation reached R$94.3 million, the Company ended 1Q16 with net operating cash generation of R$28.3 million.
Table 36. Cash Generation (R$ 000)
|
4Q15*
|
1Q16
|
Availabilities
|
712,311
|
792,076
|
Change in Availabilities(1)
|
|
79,766
|
Total Debt + Investor Obligations
|
2,155,688
|
2,207,114
|
Change in Total Debt + Investor Obligations (2)
|
|
51,425
|
Cash Generation in the period
(1) - (2)
|
|
28,340
|
Cash Generation Final
|
|
28,340
|
* The 4Q15 data refers only to the final balance of the period in order to help in the reconciliation of the balance changes in 2015.
45
Liquidity
At the end of March 2016, the Company’s Net
Debt/Equity ratio reached 46.5%, in line with 46.6% in the previous quarter.
Excluding project finance, the Net Debt/Equity ratio was negative
14.6%.
The Company's consolidated gross debt reached
R$2.2 billion at the end of 1Q16, in line with the last quarter, a decrease of
16.8% y-o-y. In the 1Q16, the Company amortized R$175.9 million in debt, of
which R$146.5 million was project finance and R$29.4 million was corporate debt.
A total of R$139.8 million, however, was disbursed, allowing for a net
amortization of R$36.1 million.
Table 37. Debt and Investor
Obligations
|
1Q16
|
4Q15
|
Q/Q (%)
|
1Q15
|
Y/Y (%)
|
Debentures - FGTS (A)
|
672,793
|
654,445
|
3%
|
914,209
|
-26%
|
Debentures – Working Capital
(B)
|
186,295
|
203,513
|
-8%
|
356,359
|
-48%
|
Project Financing SFH –
(C)
|
1,187,049
|
1,161,707
|
2%
|
1,103,283
|
8%
|
Working Capital (D)
|
154,495
|
131,128
|
18%
|
264,102
|
-42%
|
Total (A)+(B)+(C)+(D) =
(E)
|
2,200,632
|
2,150,793
|
2%
|
2,637,953
|
-17%
|
Investor Obligations (F)
|
6,482
|
4,895
|
32%
|
13,430
|
-52%
|
Total Debt (E)+(F) = (G)
|
2,207,114
|
2,155,688
|
2%
|
2,651,383
|
-17%
|
Cash and Availabilities
(H)
|
792,076
|
712,311
|
11%
|
1,116,168
|
-29%
|
Net Debt (G)-(H) = (I)
|
1,415,038
|
1,443,377
|
-2%
|
1,535,215
|
-8%
|
Equity + Minority Shareholders
(J)
|
3,046,284
|
3,097,236
|
-2%
|
3,070,891
|
-1%
|
(Net Debt) / (Equity) (I)/(J) =
(K)
|
46.5%
|
46.6%
|
-10 bps
|
50.0%
|
-350 bps
|
(Net Debt – Proj Fin) / Equity
(I)-((A)+(C))/(J) = (L)
|
-14.6%
|
-12.0%
|
-260 bps
|
-15.7%
|
110
bps
|
The Company ended 1Q16 with R$1.0 billion in
total debt due maturing in the short term. It should be noted, however, that
86.5% of this volume relates to debt linked to the Company's projects.
Currently, the average cost of consolidated debt is 14.12% p.y., or 99.94% of
the CDI.
Table 38. Debt Maturity
(R$ 000l)
|
Average Cost (p.y.)
|
Total
|
Until Mar/17
|
Until Mar/18
|
Until Mar/19
|
Until Mar/20
|
After Mar/20
|
Debentures - FGTS (A)
|
TR + 9.02% - 10.19%
|
672,793
|
373,126
|
299,667
|
-
|
-
|
-
|
Debentures – Working Capital
(B)
|
CDI + 1.90% - 1.95% / IPCA + 7.96% -
8.22%
|
186,295
|
26,618
|
60,866
|
78,154
|
20,657
|
-
|
Project Financing SFH (C)
|
TR + 8.37% - 11.56% / 120.0% - 129.0%
CDI
|
1,187,049
|
521,926
|
448,949
|
172,313
|
29,160
|
14.701
|
Working Capital (D)
|
CDI + 3.95% / 117.9% CDI /
INCC
|
154,495
|
107,582
|
44,248
|
2,116
|
549
|
-
|
Total (A)+(B)+(C)+(D) =
(E)
|
|
2,200,632
|
1,029,252
|
853,730
|
252,583
|
50,366
|
14.701
|
Investor Obligations (F)
|
CDI + 0.59%
|
6,482
|
5,342
|
1,140
|
-
|
-
|
-
|
Total Debt (E)+(F
) =
(G)
|
|
2,207,114
|
1,034,594
|
854,870
|
252,583
|
50,366
|
14.701
|
% of Total Maturity per
period
|
|
46.9%
|
38.7%
|
11.4%
|
2.3%
|
0.7%
|
Project debt maturing as % of
total debt
((A)+
(C))/(G)
|
|
86.5%
|
87.6%
|
68.2%
|
57.9%
|
100.0%
|
Corporate debt maturing as % of total debt
(
(B)+(D)+(F))/(G)
|
|
13.5%
|
12.4%
|
31.8%
|
42.1%
|
0.0%
|
Ratio Corporate Debt /
Mortgage
|
15.7%/
84.3%
|
|
|
|
|
|
46
|
Financial Result
Revenues
|
On a consolidated basis, net revenue in 1Q16
totaled R$405.5 million, down 27.5% compared to 4Q15 and down 21.9% from 1Q15.
In the quarter, the Gafisa segment represented 42.2% of consolidated revenues,
while Tenda accounted for the remaining 57.8%.
Gross Profit & Margin
Gross profit in 1Q16 was R$72.2 million, compared
to R$142.9 million in 4Q15, and R$149.2 million in the prior year period. Such
reduction is due to the lower level of revenues in the period. Gross margin for
the quarter reached 17.8% compared to 25.5% in the 4Q15 and 28.7% in 1Q15.
Adjusted gross profit totaled R$110.2 million,
with a margin of 27.2%, compared to 33.9% in the 4Q15 and 34.5% in the previous
year.
Table 39. Gafisa Group– Gross Margin (R$
000)
|
1Q16
|
4Q15
|
Q/Q(%)
|
1Q15
|
Y/Y (%)
|
Net Revenue
|
405,534
|
559,246
|
-27%
|
519,501
|
-22%
|
Gross Profit
|
72,201
|
142,851
|
-49%
|
149,200
|
-52%
|
Gross Margin
|
17.8%
|
25.5%
|
-770 bps
|
28.7%
|
-1090 bps
|
( - ) Financial Costs
|
38,038
|
46,468
|
-18%
|
30,102
|
26%
|
Adjusted Gross Profit
|
110,239
|
189,319
|
-42%
|
179,302
|
-39%
|
Adjusted Gross Margin
|
27.2%
|
33.9%
|
-670 bps
|
34.5%
|
-730
bps
|
Selling, General and Administrative Expenses
(SG&A)
SG&A expenses totaled R$81.0 million in 1Q16,
up of 14.5% compared to 1Q15 and a decrease of 14.2% q.o.q.
Table 40.Gafisa Group – SG&A Expenses (R$
000)
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Selling Expenses
|
(35,018)
|
(56,686)
|
-38%
|
(27,113)
|
29%
|
G&A Expenses
|
(46,022)
|
(37,727)
|
22%
|
(43,668)
|
5%
|
Total SG&A Expenses
|
(81,040)
|
(94,413)
|
-14%
|
(70,781)
|
14%
|
Launches
|
308,648
|
682,905
|
-55%
|
313,581
|
-2%
|
Net Pre- Sales
|
333,339
|
482,648
|
-31%
|
423,344
|
-21%
|
Net Revenue
|
405,534
|
559,246
|
-27%
|
519,501
|
-22%
|
Given the decrease in the volume of legacy
projects and current market conditions, the Company is seeking to streamline its
cost and expense structure and SG&A. In the coming quarters, the Company is
looking to improve productivity and increase the efficiency of its operational
cycle.
The Other Operating Revenues/Expenses line
totaled an expense of R$29,8 million, a decrease of 37.3% vs. 4Q15 and of 11.2%
vs 1Q15.
The table below has more details on the breakdown
of this expense.
47
Table 41 –Gafisa Group – Other Operating
Revenues/Expenses (R$ 000)
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Litigation expenses
|
(22,888)
|
(31,443)
|
-27%
|
(26,070)
|
-12%
|
Other
|
(6,905)
|
(16,045)
|
-57%
|
(7,485)
|
-8%
|
Total
|
(29,793)
|
(47,488)
|
-37%
|
(33,555)
|
-11%
|
Consolidated Adjusted EBITDA
Consolidated adjusted EBITDA, including
Alphaville equity income, totaled R$15.5 million in 1Q16, down from R$96.4
million in the prior-year period e from the R$78.0 million in 4Q15. 1Q16
Consolidated adjusted EBITDA was especially impacted by the lower gross result
of the Gafisa segment, as a result of the major difficulties in the upper-middle
income market in face of the current economic and political environment.
Consolidated adjusted EBITDA margin using the same criteria was 3.8%, compared
with 18.5% margin reported in the last year and 14.0% in 1Q15.
Table 42. Gafisa Group – Consolidated Adjusted
EBITDA (R$ 000)
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Net Profit (Loss)
|
(53,227)
|
827
|
-
|
31,651
|
-
|
(+) Financial results
|
1,941
|
12,907
|
-85%
|
8,216
|
-76%
|
(+) Income taxes
|
12,745
|
3,924
|
225%
|
12,160
|
5%
|
(+) Depreciation &
Amortization
|
12,698
|
11,746
|
8%
|
11,669
|
9%
|
(+) Capitalized interests
|
38,038
|
46,468
|
-18%
|
30,102
|
26%
|
(+) Expenses with stock Option
Plan
|
2,424
|
2,499
|
-3%
|
2,618
|
-7%
|
(+) Minority Shareholders
|
876
|
(345)
|
-
|
(50)
|
-
|
Adjusted EBITDA
|
15,495
|
78,026
|
-80%
|
96,366
|
-84%
|
Net Revenue
|
405,534
|
559,246
|
-27%
|
519,501
|
-22%
|
Adjusted EBITDA Margin
|
3.8%
|
14.0%
|
-1,020 bps
|
18.5%
|
-1,470
bps
|
1) We adjust our EBITDA for expenses associated
with stock options plans, as it is a non-cash expense;
2) Consolidated EBITDA includes the effect of
Alphaville equity income.
Depreciation and Amortization
Depreciation and amortization in the 1Q16 reached
R$12.7 million, up 8.1% compared to 4Q15 and 8.8% compared to the R$11.7 million
recorded in 1Q15. D&A is now in line with Company’s current level of
operations.
Financial Results
1Q16 Net financial result was negative R$1.9
million, better than the negative result of R$8.2 million in 1Q15 and R$12.9
million
in 4Q15.
Financial revenues were down 22.0% y-o-y, totaling R$25.4 million, due to the
lower balance of funds available in the period. Financial expenses reached
R$27.4 million, compared to R$40.8 million in 1Q15, due to the lower amount of
total debt, higher share of project-related debt compared to corporate debt,
resulting in lower cost of funding, as well as the positive result of
mark-to-market of swaps.
48
Taxes
Income taxes, social contribution and deferred
taxes for 1Q16 amounted to an expense of R$12.7 million, due to temporary
differences in the period.
Net Income
The Company ended the 1Q16 with a net loss of
R$53.2 million. Excluding the equity income from AUSA, the Company recorded a
net loss of R$64.1 million, compared to a net loss of R$25.9 million in 4Q15 and
net income of R$14.7 million in the same period last year.
Table 43 - Consolidated - Net Income - (R$
000)
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Net Revenue
|
405,534
|
559,246
|
-27%
|
519,501
|
-22%
|
Gross Profit
|
72,201
|
142,851
|
-49%
|
149,200
|
-52%
|
Gross Margin
|
17.8%
|
25.5%
|
-770 bps
|
28.7%
|
-1,090 bps
|
Adjusted Gross
Profit
1
|
110,239
|
189,319
|
-42%
|
179,302
|
-39%
|
Adjusted Gross
Margin
1
|
27.2%
|
33.9%
|
-670 bps
|
34.5%
|
-730 bps
|
Adjusted
EBITDA
2
|
15,495
|
78,026
|
-80%
|
96,366
|
-84%
|
Adjusted EBITDA Margin
|
3.8%
|
14.0%
|
-1,020 bps
|
18.5%
|
-1,480 bps
|
Net Income (ex-AUSA equity
income)
|
(53,227)
|
827
|
-
|
31,651
|
-
|
( - ) Alphaville Equity
Income
|
10,880
|
26,704
|
-59%
|
16,960
|
-36%
|
Net income ( ex-AUSA equity
income)
|
(64,107)
|
(25,877)
|
148%
|
14,691
|
-536%
|
1) Adjusted by capitalized interests.
2) EBITDA adjusted by expenses associated with
stock option plans, as this is a non-cash expense.
3) Consolidated EBITDA includes the impact of
Alphaville equity income.
Backlog of Revenues and Results
The backlog of results to be recognized under the
PoC method reached R$275.0 million in the 1Q16. The consolidated margin for the
quarter was 38.8%.
Table 44.Gafisa Group – Backlog Results (REF) (R$
000)
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Backlog Revenues
|
708,871
|
764,024
|
-7%
|
930,601
|
-24%
|
Backlog Costs( units
sold)
|
(433,841)
|
(453,897)
|
-4%
|
(563,034)
|
-23%
|
Backlog Results
|
275,030
|
310,127
|
-11%
|
367,567
|
-25%
|
Backlog Margin
|
38.8%
|
40.6%
|
-180 bps
|
39.5%
|
-70
bps
|
¹
Backlog results net of PIS/COFINS taxes
(3.65%), and excluding the impact of PVA (Present Value Adjustement) method
according to Law 11.638
49
Net Profit reaches R$36.0
million
in 1Q16
São Paulo, May 5, 2016 – Alphaville Urbanismo SA
releases its results for the 1st quarter of 2016.
Financial Results
In the first quarter of 2016, net revenues were
R$234 million, 2.8% below the same period of 2015.
Net
income was R$36 million, 2.9% above 1Q15.
|
1Q16
|
1Q15
|
∆
|
Net Revenue
|
234
|
240
|
-2,8%
|
Net Income
|
36
|
35
|
2,9%
|
Margin
|
16%
|
15%
|
|
|
|
|
|
For further information, please contact our
Investor Relations team at ri@alphaville.com.br or +55 11 3038-7164
50
Financial
Statements Gafisa Segment
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Net Revenue
|
170,982
|
352,424
|
-51%
|
340,058
|
-50%
|
Operating Costs
|
(167,526)
|
(268,233)
|
-38%
|
(241,911)
|
-31%
|
Gross Profit
|
3,456
|
84,191
|
-96%
|
98,147
|
-96%
|
Gross Margin
|
2.0%
|
23.9%
|
-2,190 bps
|
28.9%
|
-2,690 bps
|
Operating Expenses
|
(54,638)
|
(60,601)
|
-10%
|
(60,620)
|
-10%
|
Selling Expenses
|
(16,746)
|
(38,338)
|
-56%
|
(14,092)
|
19%
|
General and Administrative
Expenses
|
(27,002)
|
(17,004)
|
59%
|
(28,885)
|
-7%
|
Other Operating
Revenue/Expenses
|
(14,576)
|
(27,129)
|
-46%
|
(28,521)
|
-49%
|
Depreciation and
Amortization
|
(9,508)
|
(7,805)
|
22%
|
(8,279)
|
15%
|
Equity Income
|
13,194
|
29,675
|
-56%
|
19,157
|
-31%
|
Operational Result
|
(51,182)
|
23,590
|
-
|
37,527
|
-
|
Financial Income
|
16,622
|
17,076
|
-3%
|
19,277
|
-14%
|
Financial Expenses
|
(16,666)
|
(30,548)
|
-45%
|
(29,021)
|
-43%
|
Net Income Before taxes on
Income
|
(51,226)
|
10,118
|
-
|
27,783
|
-
|
Deferred Taxes
|
964
|
8,011
|
-88%
|
(2,012)
|
-
|
Income Tax and Social
Contribution
|
(6,954)
|
(6,184)
|
12%
|
(5,338)
|
30%
|
Net Income After Taxes on
Income
|
(57,216)
|
11,945
|
-
|
20,433
|
-
|
Minority Shareholders
|
805
|
(1,873)
|
-
|
228
|
253%
|
Net Income
|
(58,021)
|
13,818
|
-
|
20,205
|
-
|
51
Financial Statements
Tenda Segment
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Net Revenue
|
234,552
|
206,822
|
13%
|
179,443
|
31%
|
Operating Costs
|
(165,807)
|
(148,162)
|
12%
|
(128,390)
|
29%
|
Gross Profit
|
68,745
|
58,660
|
17%
|
51,053
|
35%
|
Gross Margin
|
29.3%
|
28.4%
|
90 bps
|
28.5%
|
80 bps
|
Operating Expenses
|
(55,228)
|
(64,937)
|
-15%
|
(36,603)
|
51%
|
Selling Expenses
|
(18,272)
|
(18,348)
|
0%
|
(13,021)
|
40%
|
General and Administrative
Expenses
|
(19,020)
|
(20,723)
|
-8%
|
(14,783)
|
29%
|
Other Operating
Revenue/Expenses
|
(15,217)
|
(20,359)
|
-25%
|
(5,034)
|
202%
|
Depreciation and
Amortization
|
(3,190)
|
(3,941)
|
-19%
|
(3,390)
|
-6%
|
Equity Income
|
471
|
(1,566)
|
-
|
(375)
|
-
|
Operational Result
|
13,517
|
(6,277)
|
-
|
14,450
|
-6%
|
Financial Income
|
8,809
|
7,051
|
25%
|
13,335
|
-34%
|
Financial Expenses
|
(10,706)
|
(6,486)
|
65%
|
(11,807)
|
-9%
|
Net Income Before taxes on
Income
|
11,620
|
(5,712)
|
-
|
15,978
|
-27%
|
Deferred Taxes
|
(3,496)
|
(2,321)
|
51%
|
(3,288)
|
6%
|
Income Tax and Social
Contribution
|
(3,259)
|
(3,430)
|
-5%
|
(1,522)
|
114%
|
Net Income After Taxes on
Income
|
4,865
|
(11,463)
|
-
|
11,168
|
-56%
|
Minority Shareholders
|
71
|
1,528
|
-95%
|
(278)
|
-
|
Net Income
|
4,794
|
(12,991)
|
-
|
11,446
|
-58%
|
52
Consolidated
Financial Statements
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Net Revenue
|
405,534
|
559,246
|
-27%
|
519,501
|
-22%
|
Operating Costs
|
(333,333)
|
(416,395)
|
-20%
|
(370,301)
|
-10%
|
Gross Profit
|
72,201
|
142,851
|
-49%
|
149,200
|
-52%
|
Gross Margin
|
17.8%
|
25.5%
|
-770 bps
|
28.7%
|
-1,090 bps
|
Operating Expenses
|
(109,866)
|
(125,538)
|
-12%
|
(97,223)
|
13%
|
Selling Expenses
|
(35,018)
|
(56,686)
|
-38%
|
(27,113)
|
29%
|
General and Administrative
Expenses
|
(46,022)
|
(37,727)
|
22%
|
(43,668)
|
5%
|
Other Operating
Revenue/Expenses
|
(29,793)
|
(47,488)
|
-37%
|
(33,555)
|
-11%
|
Depreciation and
Amortization
|
(12,698)
|
(11,746)
|
8%
|
(11,669)
|
9%
|
Equity Income
|
13,665
|
28,109
|
-51%
|
18,782
|
-27%
|
Operational Result
|
(37,665)
|
17,313
|
-
|
51,977
|
-
|
Financial Income
|
25,431
|
24,127
|
5%
|
32,612
|
-22%
|
Financial Expenses
|
(27,372)
|
(37,034)
|
-26%
|
(40,828)
|
-33%
|
Net Income Before taxes on
Income
|
(39,606)
|
4,406
|
-
|
43,761
|
-
|
Deferred Taxes
|
(2,532)
|
5,690
|
-
|
(5,300)
|
-52%
|
Income Tax and Social
Contribution
|
(10,213)
|
(9,614)
|
6%
|
(6,860)
|
49%
|
Net Income After Taxes on
Income
|
(52,351)
|
482
|
-
|
31,601
|
-
|
Minority Shareholders
|
876
|
(345)
|
-
|
(50)
|
-
|
Net Income
|
(53,227)
|
827
|
-
|
31,651
|
-
|
53
Balance Sheet Gafisa
Segment
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Current Assets
|
|
|
|
|
|
Cash and cash equivalents
|
457,154
|
478,037
|
-4%
|
680,412
|
-33%
|
Receivables from clients
|
899,525
|
957,047
|
-6%
|
1,074,721
|
-16%
|
Properties for sale
|
1,444,672
|
1,389,893
|
4%
|
1,225,675
|
18%
|
Other accounts receivable
|
135,939
|
140,610
|
-3%
|
199,545
|
-32%
|
Deferred selling expenses
|
1,656
|
2,088
|
-21%
|
8,584
|
-81%
|
Land for sale
|
6,631
|
4,367
|
52%
|
6,074
|
9%
|
|
2,945,577
|
2,972,042
|
-1%
|
3,195,011
|
-8%
|
Long-term Assets
|
|
|
|
|
|
Receivables from clients
|
328,097
|
365,902
|
-10%
|
384,928
|
-15%
|
Properties for sale
|
494,122
|
506,719
|
-2%
|
572,410
|
-14%
|
Other
|
175,099
|
161,683
|
8%
|
163,184
|
7%
|
|
997,318
|
1,034,304
|
-4%
|
1,120,522
|
-11%
|
Intangible, Property and
Equipment
|
53,671
|
57,926
|
-7%
|
59,949
|
-10%
|
Investments
|
1,979,277
|
1,962,153
|
1%
|
1,947,616
|
2%
|
Total Assets
|
5,975,843
|
6,026,425
|
-1%
|
6,323,098
|
-5%
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
Loans and financing
|
621,921
|
663,466
|
-6%
|
537,032
|
16%
|
Debentures
|
192,684
|
187,744
|
3%
|
329,876
|
-42%
|
Obligations for Purchase of Land
and
advances from
customers
|
251,101
|
223,197
|
13%
|
274,886
|
-9%
|
Material and service
suppliers
|
50,439
|
43,666
|
16%
|
81,459
|
-38%
|
Taxes and Contribution
|
59,331
|
61,716
|
-4%
|
65,117
|
-9%
|
Investor Obligations
|
5,342
|
5,016
|
6%
|
8,717
|
-39%
|
Other
|
397,516
|
385,623
|
3%
|
395,180
|
1%
|
|
1,578,334
|
1,570,428
|
1%
|
1,692,267
|
-7%
|
Long-term liabilities
|
|
|
|
|
|
Loans and financings
|
633,699
|
582,916
|
9%
|
796,607
|
-20%
|
Debentures
|
459,344
|
468,337
|
-2%
|
541,712
|
-15%
|
Obligations for Purchase of Land
and
advances from
customers
|
93,572
|
146,102
|
-36%
|
61,234
|
53%
|
Deferred taxes
|
10,085
|
11,444
|
-12%
|
27,560
|
-63%
|
Provision for
contigencies
|
81,542
|
81,542
|
0%
|
75,190
|
8%
|
Investor Obligations
|
1,140
|
1,322
|
-14%
|
4,713
|
-76%
|
Other
|
70,186
|
65,501
|
7%
|
53,912
|
30%
|
|
1,349,568
|
1,357,164
|
-1%
|
1,560,928
|
-14%
|
Shareholders’ Equity
|
|
|
|
|
|
Shareholders’ Equity
|
3,043,669
|
3,095,490
|
-2%
|
3,066,949
|
-1%
|
Minority Shareholders
|
4,272
|
3,343
|
28%
|
2,954
|
45%
|
|
3,047,941
|
3,098,833
|
-2%
|
3,069,903
|
-1%
|
Total Liabilities and Shareholders’
Equity
|
5,975,843
|
6,026,425
|
-1%
|
6,323,098
|
-5%
|
54
Balance
Sheet Tenda Segment
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Current Assets
|
|
|
|
|
|
Cash and cash equivalents
|
334,922
|
234,274
|
43%
|
435,756
|
-23%
|
Receivables from clients
|
428,517
|
438,226
|
-2%
|
401,285
|
7%
|
Properties for sale
|
513,414
|
490,484
|
5%
|
563,291
|
-9%
|
Other accounts receivable
|
103,485
|
104,656
|
-1%
|
117,337
|
-12%
|
Land for sale
|
93,898
|
101,490
|
-7%
|
107,415
|
-13%
|
|
1,474,236
|
1,369,130
|
8%
|
1,625,084
|
-9%
|
Long-term Assets
|
|
|
|
|
|
Receivables from clients
|
46,517
|
41,189
|
13%
|
32,818
|
42%
|
Properties for sale
|
212,843
|
243,520
|
-13%
|
196,378
|
8%
|
Other
|
47,423
|
45,356
|
5%
|
72,751
|
-35%
|
|
306,783
|
330,065
|
-7%
|
301,947
|
2%
|
Intangible, Property and
Equipment
|
41,503
|
43,116
|
-4%
|
33,935
|
22%
|
Investments
|
163,820
|
163,349
|
0%
|
188,315
|
-13%
|
Total Assets
|
1,986,342
|
1,905,660
|
4%
|
2,149,281
|
-8%
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
Loans and financing
|
7,586
|
8,899
|
-15%
|
9,084
|
-16%
|
Debentures
|
207,060
|
201,877
|
3%
|
198,979
|
4%
|
Obligations for Purchase of Land
and
Advances from
customers
|
136,238
|
138,223
|
-1%
|
223,977
|
-39%
|
Material and service
suppliers
|
29,806
|
13,669
|
118%
|
20,932
|
42%
|
Taxes and Contributions
|
73,531
|
72,606
|
1%
|
71,763
|
2%
|
Other
|
72,434
|
67,675
|
7%
|
168,783
|
-57%
|
|
526,655
|
502,949
|
5%
|
693,518
|
-24%
|
Long-term liabilities
|
|
|
|
|
|
Loans and financings
|
78,337
|
37,554
|
109%
|
24,663
|
218%
|
Debentures
|
-
|
-
|
0%
|
200,000
|
-100%
|
Obligations for Purchase of Land
and
Advances from
customers
|
102,869
|
102,412
|
0%
|
14,824
|
594%
|
Deferred taxes
|
10,090
|
5,045
|
100%
|
11,603
|
-13%
|
Provision for
contigencies
|
56,237
|
55,716
|
1%
|
68,154
|
-17%
|
Other
|
79,942
|
75,170
|
6%
|
29,935
|
167%
|
|
327,475
|
275,897
|
19%
|
349,179
|
-6%
|
Shareholders’ Equity
|
|
|
|
|
|
Shareholders’ Equity
|
1,096,263
|
1,090,936
|
0%
|
1,070,450
|
2%
|
Minority Shareholders
|
35,949
|
35,878
|
0%
|
36,134
|
-1%
|
|
1,132,212
|
1,126,814
|
0%
|
1,106,584
|
2%
|
Total liabilities and Shareholders’
Equity
|
1,986,342
|
1,905,660
|
4%
|
2,149,281
|
-8%
|
55
Consolidated Balance Sheets
|
1Q16
|
4Q15
|
Q/Q %)
|
1Q15
|
Y/Y(%)
|
Current Assets
|
|
|
|
|
|
Cash and cash Equivalents
|
792,076
|
712,311
|
11%
|
1,116,168
|
-29%
|
Receivables from clients
|
1,328,042
|
1,395,273
|
-5%
|
1,476,007
|
-10%
|
Proprieties for Sale
|
1,958,087
|
1,880,377
|
4%
|
1,788,967
|
9%
|
Other accounts receivable
|
205,249
|
215,775
|
-5%
|
295,846
|
-31%
|
Prepaid expenses and
others
|
6,474
|
7,171
|
-10%
|
15,322
|
-58%
|
Land for Sale
|
100,529
|
105,857
|
-5%
|
113,489
|
-11%
|
|
4,390,457
|
4,316,764
|
2%
|
4,805,799
|
-9%
|
Long-term Assets
|
|
|
|
|
|
Receivable from clients
|
374,614
|
407,091
|
-8%
|
417,746
|
-10%
|
Properties for sale
|
706,965
|
750,240
|
-6%
|
768,789
|
-8%
|
Other
|
207,555
|
192,073
|
8%
|
220,969
|
-6%
|
|
1,289,134
|
1,349,404
|
-4%
|
1,407,504
|
-8%
|
Intangible anda Property and Equipment
|
120,650
|
126,518
|
-5%
|
119,360
|
1%
|
Investments
|
979,712
|
967,646
|
1%
|
1,001,235
|
-2%
|
Total Assets
|
6,779,953
|
6,760,332
|
0%
|
7,333,898
|
-8%
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
Loans and Financing
|
629,508
|
672,365
|
-6%
|
546,115
|
15%
|
Debentures
|
399,744
|
389,621
|
3%
|
528,856
|
-24%
|
Obligations for purchase of land
and
Advances from customers
|
387,339
|
361,420
|
7%
|
498,857
|
-22%
|
Materials and service
suppliers
|
80,245
|
57,335
|
40%
|
102,391
|
-22%
|
Taxes and contributions
|
97,074
|
102,057
|
-5%
|
110,933
|
-12%
|
Other
|
481,718
|
466,171
|
3%
|
584,332
|
-18%
|
|
2,075,628
|
2,048,969
|
1%
|
2,371,484
|
-12%
|
Long-term Liabilities
|
|
|
|
|
|
Loans and Financing
|
712,036
|
620,470
|
15%
|
821,270
|
-13%
|
Debentures
|
459,344
|
468,337
|
-2%
|
741,712
|
-38%
|
Obligations for purchase of land
and
Advances from customers
|
196,441
|
248,514
|
-21%
|
76,059
|
158%
|
Deferred taxes
|
20,175
|
16,489
|
22%
|
39,164
|
-48%
|
Provision for
contigencies
|
145,214
|
142,670
|
2%
|
143,990
|
1%
|
Other
|
124,831
|
117,647
|
6%
|
69,328
|
80%
|
|
1,658,041
|
1,614,127
|
3%
|
1,891,523
|
-12%
|
Shareholders’ Equity
|
|
|
|
|
|
Shareholders’ Equity
|
3,043,671
|
3,095,491
|
-2%
|
3,066,952
|
-1%
|
Minority Shareholders
|
2,613
|
1,745
|
50%
|
3,939
|
-34%
|
|
3,046,284
|
3,097,236
|
-2%
|
3,070,891
|
-1%
|
Total liabilities and Shareholders’
Equity
|
6,779,953
|
6,760,332
|
0%
|
7,333,898
|
-8%
|
56
Cash
Flow
|
1Q16
|
1Q15
|
Net Income (Loss) Before Taxes on
Income
|
(39,606)
|
43,761
|
Expenses/income not affecting working
capital
|
59,868
|
44,533
|
Depreciation and
amortization
|
12,698
|
11,669
|
Expense with stock option
plan
|
2,424
|
2,618
|
Penalty fee over delayed
projects
|
(513)
|
(2,079)
|
Unrealized interest and
charges,net
|
26,507
|
16,414
|
Equity income
|
(13,665)
|
(18,782)
|
Disposal of fixed asset
|
1,637
|
216
|
Warranty provision
|
(5,621)
|
6,925
|
Provision for
contingencies
|
22,888
|
26,070
|
Profit Sharing provision
|
8,342
|
2,914
|
Allowance (reversal) for doubtful
accounts
|
15,357
|
317
|
Writeoff of Investments
|
-
|
(4,505)
|
Profit / Loss from financial
instruments
|
(10,186)
|
2,756
|
Clients
|
79,213
|
(65,295)
|
Properties for sale
|
(29,313)
|
(57,683)
|
Other receivables
|
(7,864)
|
10,231
|
Deferred selling expenses and pre-paid
expenses
|
697
|
120
|
Obligations on land purchase
|
(26,154)
|
(16,820)
|
Taxes and contribution
|
(4,983)
|
(3,491)
|
Accounts payable
|
22,910
|
7,259
|
Salaries, payroll charges and bonus
provision
|
3,350
|
4,289
|
Other accounts payable
|
(12,797)
|
(7,385)
|
Current account
operations
|
9,376
|
1,514
|
Paid taxes
|
(12,745)
|
(12,160)
|
Cash used in Operating
Activities
|
41,952
|
(51,127)
|
Investments Activities
|
|
|
Purchase of property and
equipment
|
(8,467)
|
(5,651)
|
Redemption of securities, restricted
securities and loans
|
(807,799)
|
1,180,350
|
Investments in marketable securities,
restricted securities
|
789,111
|
(1,024,416)
|
Investments increase
|
(1,451)
|
(175)
|
Dividends receivables
|
(1,000)
|
-
|
Cash used in investing
activities
|
(29,606)
|
150,108
|
Financing activities
|
|
|
Contributions from related
partners
|
1,587
|
2,400
|
Increase in loans and
financing
|
200,289
|
200,321
|
Amortization of loans and
financing
|
(176,957)
|
(165,306)
|
Stock buyback
|
-
|
(22,135)
|
Assignment of credit receivables,
net
|
27,974
|
-
|
Mutual Operations
|
(4,162)
|
587
|
Net cash provided by financing
activities
|
48,731
|
15,867
|
Net increase (decrease) in cash and cash
equivalents
|
61,077
|
114,848
|
At the beginning of the
period
|
82,640
|
109,895
|
At the end of the period
|
143,717
|
224,743
|
Net increase (decrease) in cash and cash
equivalents
|
61,077
|
114,848
|
57
About
Gafisa
Gafisa is one Brazil’s leading residential and
commercial properties development and construction companies. Founded over 60
years ago, the Company is dedicated to growth and innovation oriented to
enhancing the well-being, comfort and safety of an increasing number of
households. More than 15 million square meters have been built, and
approximately 1,100 projects delivered under the Gafisa brand - more than
any other company in Brazil. Recognized as one of the foremost professionally
managed homebuilders, Gafisa’s brand is also one of the most respected,
signifying both quality and consistency. In addition to serving the upper-middle
and upper class segments through the Gafisa brand, the Company also focuses on
low income developments through its Tenda brand. And, it participates through
its 30% interest in Alphaville, a leading urban developer, in the national
development and sale of residential lots. Gafisa S.A. is a
Corporation traded on the Novo Mercado of the BM&FBOVESPA (BOVESPA:GFSA3)
and is the only Brazilian homebuilder listed on the New York Stock Exchange
(NYSE:GFA) with an ADR Level III, which ensures best practices in terms of
transparency and corporate governance.
This release contains forward-looking statements
about the business prospects, estimates for operating and financial results and
Gafisa’s growth prospects. 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.
58
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
1. Operations
Gafisa S.A. ("Gafisa" or "Company") is a publicly traded
company with registered office at Avenida das Nações Unidas, 8.501,
19
th
floor, in the city and state of São Paulo, Brazil and commenced
its operations in 1997 with the objectives of: (i) promoting and managing all
forms of real estate ventures on its own behalf or for third parties (in the
latter case, as construction company and proxy); (ii) selling and purchasing
real estate properties; (iii) providing civil construction and civil engineering
services; (iv) developing and implementing marketing strategies related to its
own and third party real estate ventures; and (v) investing in other companies
that share similar objectives.
The Company has stocks traded at
BM&FBovespa S.A. – Bolsa de Valores, Mercadorias e
Futuros and the New York Stock Exchange (NYSE), reporting its information to the
Brazilian Securities and Exchange Commission (CVM) and the U.S. Securities and
Exchange Commission (SEC).
The Company enters real estate development projects with
third parties through specific purpose partnerships (“Sociedades de Propósito
Específico” or “SPEs”) or through the formation of consortia and condominiums.
Controlled entities substantially share managerial and operating structures, and
corporate, managerial and operating costs with the Company. SPEs, condominiums
and consortia operate solely in the real estate industry and are linked to
specific ventures.
59
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
2.
Presentation of quarterly information
and
summary of significant accounting policies
2.1.
Basis of presentation and preparation of
individual and consolidated quarterly
information
On March
5, 2016, the Company’s Board of Directors approved these individual and
consolidated quarterly information of the Company and authorized their
disclosure.
The
individual quarterly information (Company) and consolidated quarterly
information have been prepared and are being presented based on the technical
pronouncement CPC 21(R1) – Interim Financial Reporting, using the same
accounting practices, judgments, estimates and assumptions adopted in the
presentation and preparation of the financial statements for the year ended
December 31, 2015. Therefore, the corresponding quarterly information shall be
read together with the financial statements as of December 31, 2015.
The
individual quarterly information, identified as “Company”, have been prepared
and are being presented according to the accounting practices adopted in Brazil,
including the pronouncements issued by the Committee for Accounting
Pronouncements (CPC), approved by the Brazilian Securities and Exchange
Commission (CVM) and are disclosed together with the consolidated quarterly
information.
The
consolidated quarterly information of the Company have been prepared and are
being presented according to the accounting practices adopted in Brazil,
including the pronouncements issued by the CPC, approved by the Brazilian
Securities and Exchange Commission (CVM), and according to the International
Financial Reporting Standards (IFRS) issued by the International Accounting
Standards Board (IASB).
The
individual quarterly information of the Company are not considered in compliance
with the International Financial Reporting Standards (IFRS), once they consider
the capitalization of interest on qualifying assets of investees in the separate
quarterly information of the Company. In view of the fact that there is no
difference between the Company’s and the consolidated equity and profit or loss,
the Company opted for presenting the accompanying individual and consolidated
information in only one set.
The
consolidated quarterly information is specifically in compliance with the
International Financial Reporting Standards (IFRS) applicable to real estate
development entities in Brazil, including the Guideline OCPC 04 - Application of
the Technical Interpretation ICPC 02 to the Brazilian Real Estate Development
Entities, in relation to the treatment of the recognition of revenue from this
sector and involves
certain matters related to application of the continuous
transfer of the risks, benefits and control
over the
real estate unit sales.
60
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
2.
Presentation of financial statements and summary of
significant accounting policies
--Continued
2.1.
Basis of presentation and preparation of the
individual and consolidated quarterly
information
--Continued
The
quarterly information has been prepared on a going concern basis. Management
makes an assessment of the Company’s ability to continue as going concern when
preparing the quarterly information.
All
amounts reported in the accompanying quarterly information are in thousands of
Reais, except as otherwise stated.
The other
explanations related to this note were not subject to significant changes in
relation to the disclosures in Note 2.1 to the individual and consolidated
financial statements as of December 31, 2015.
2.1.1.
Consolidated quarterly information
The accounting practices have been applied consistently by
all subsidiaries included in the consolidated quarterly information
and the subsidiaries have the same fiscal year as the
Company. See further details in Note
9.
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 2.1.1 to
the individual and consolidated financial statements as of December 31,
2015.
3. New standards, changes and interpretation
of standards issued and not yet adopted
There is no
other standard, changes to standards or interpretation issued and not yet
adopted that could, on the Management’s opinion, have significant impact arising
from their adoption on its quarterly information.
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 3 to the
individual and consolidated financial statements as of December 31,
2015.
61
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
4.
Cash and cash equivalents and short-term
investments
4.1.
Cash and cash equivalents
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Cash and
banks
|
14,501
|
31,823
|
56,067
|
69,560
|
Securities
purchased under resale agreements (a)
|
12,100
|
12,221
|
50,499
|
13,080
|
Funds deposited
with third parties (b)
|
-
|
-
|
37,151
|
-
|
Total cash and
cash equivalents (Note 20.ii.a and 20.iii)
|
26,601
|
44,044
|
143,717
|
82,640
|
(a)
As of March 31, 2016,
the securities purchased under resale
agreement include interest earned through the balance sheet date,
ranging from 75% to 101.5%
of Interbank Deposit Certificates (CDI)
(from
75% to 100.5% of CDI in 2015).
All investments are carried out with what management
considers being top tier financial institutions
.
(b)
Amount deposited with Itaú Corretora de
Valores S.A., for settling, on April 1, 2016, the 15th interest installment and
the 9th amortization installment related to the first debenture placement of the
subsidiary Tenda (Note 31 (i)).
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 4.1 to the
financial statements as of December 31
2015.
4.2.
Short-term investments
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Fixed-income
funds
|
169,381
|
192,409
|
261,412
|
279,486
|
Government bonds
(LFT)
|
9,420
|
10,081
|
19,203
|
18,631
|
Corporate
securities (LF/DPGE)
|
45,942
|
51,835
|
93,657
|
95,801
|
Securities
purchased under resale agreements
|
9,607
|
11,890
|
19,974
|
25,548
|
Bank certificates
of deposit
(a)
|
49,806
|
54,491
|
131,987
|
101,733
|
Restricted cash in
guarantee to loans
|
40,954
|
20,515
|
41,113
|
31,633
|
Restricted
credits
|
9,523
|
9,122
|
81,013
|
76,839
|
Total short-term
investments (Note 20.i.d, 20.ii.a and 20.iii)
|
334,633
|
350,343
|
648,359
|
629,671
|
|
|
|
|
|
(a)
As of March
31, 2016, Bank Certificates of Deposit (CDBs) include interest earned through
the balance sheet date, varying from 85% to 104.5% (from 90% to 107% in 2015) of
Interbank Deposit Certificates (CDI) rate. The CDBs earn an average income in
excess of those from securities purchased under resale agreements; however, the
Company invests in short term (up to 20 working days) through securities
purchased under resale agreements taking into account the exemption of IOF,
which is not granted in the case of CDBs.
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 4.2 to the
financial statements as of December 31, 2015
.
62
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
5.
Trade accounts receivable from real estate development and
services
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Real estate
development and sales
|
940,009
|
1,001,351
|
1,792,847
|
1,895,795
|
( - ) Allowance
for doubtful accounts and cancelled contracts
|
(18,429)
|
(12,365)
|
(115,379)
|
(100,530)
|
( - ) Present
value adjustments
|
(19,472)
|
(21,527)
|
(30,973)
|
(31,052)
|
Services and
construction and other receivables
|
22,407
|
18,583
|
56,161
|
38,151
|
Total trade accounts
receivable of development and services (Note 20.ii.a)
|
924,515
|
986,042
|
1,702,656
|
1,802,364
|
|
|
|
|
|
Current
|
678,656
|
723,950
|
1,328,042
|
1,395,273
|
Non-current
|
245,859
|
262,092
|
374,614
|
407,091
|
The current and non-current portions have the following
maturities
:
|
Company
|
Consolidated
|
Maturity
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Overdue
|
171,100
|
205,524
|
452,335
|
492,721
|
2016
|
455,027
|
543,781
|
734,846
|
948,998
|
2017
|
185,897
|
148,568
|
433,668
|
324,513
|
2018
|
82,659
|
62,256
|
120,715
|
80,850
|
2019
|
26,061
|
20,254
|
48,696
|
33,335
|
2020
onwards
|
41,672
|
39,551
|
58,748
|
53,529
|
|
962,416
|
1,019,934
|
1,849,008
|
1,933,946
|
( - ) Adjustment
to present value
|
(19,472)
|
(21,527)
|
(30,973)
|
(31,052)
|
( - ) Allowance
for doubtful account and cancelled contracts
|
(18,429)
|
(12,365)
|
(115,379)
|
(100,530)
|
|
924,515
|
986,042
|
1,702,656
|
1,802,364
|
During the periods ended March
31,
2016,
the changes in the allowance for doubtful accounts and
cancelled contracts are summarized as follows
:
|
Company
|
|
03/31/2016
|
|
|
Balance at December 31,
2015
|
(12,365)
|
Shares (Note
22)
|
(6,064)
|
Balance at March 31,
2016
|
(18,429)
|
|
Consolidated
|
|
Receivables
|
Properties for
sale (Note 6)
|
Net
|
|
|
|
|
Balance at December 31,
2015
|
(100,530)
|
21,764
|
(78,766)
|
Additions and Write-offs
(Notes 22 and 23)
|
(14,849)
|
(3,412)
|
(18,261)
|
Balance at March 31,
2016
|
(115,379)
|
18,352
|
(97,027)
|
|
|
|
|
On
March 4, 2016, Company entered into the following Real Estate Receivables
Agreement (CCI) transaction, which is aimed at the assignment by the assignor to
the assignee of a portfolio comprising select business real estate receivables
performed and to be performed arising out of Gafisa and its subsidiaries. The
assigned portfolio, discounted to present value, is recorded under the heading
“obligations assumed on the assignment of receivables”.
Transaction date
|
Assigned portfolio
accounting
|
Portfolio discounted to present
value
|
Transaction balance at March 31, 2016 (Note
14)
|
Company
|
Consolidated
|
|
|
|
|
|
03/04/2016
|
27,954
|
27,334
|
24,176
|
27,974
|
|
|
|
|
|
63
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
5.
Trade accounts receivable from real estate development and
services
--Continued
In the
transaction above, the Company and its subsidiaries are jointly responsible
until the time of the transfer of the collateral to the securitization
company.
The other explanations related to this note were not
subject to significante changes in relation to the disclosures in Note 5 to the
financial statements as of December 31, 2015
.
6.
Properties for sale
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Land
|
790,801
|
775,814
|
1,465,637
|
1,443,460
|
( - ) Adjustment
to present value
|
(8,397)
|
(9,639)
|
(20,817)
|
(16,771)
|
Property under
construction
|
496,281
|
545,701
|
836,096
|
857,619
|
Real estate cost
in the recognition of the provision for cancelled contracts (Note
5)
|
-
|
-
|
18,352
|
21,764
|
Completed
units
|
273,931
|
216,073
|
374,275
|
333,036
|
( - ) Provision
for realization of properties for sale
|
(5,437)
|
(5,437)
|
(8,491)
|
(8,491)
|
Total properties for
sale
|
1,547,179
|
1,522,512
|
2,665,052
|
2,630,617
|
|
|
|
|
|
Current
portion
|
1,172,707
|
1,135,137
|
1,958,087
|
1,880,377
|
Non-current
portion
|
374,472
|
387,375
|
706,965
|
750,240
|
In the period ended March
31, 2016,
there was no
change in the provision for impairment of
properties for sale.
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 6 to the
individual and consolidated financial statements as of December 31,
2015
.
7.
Other accounts receivable and others
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Advances to
suppliers
|
1,421
|
1,578
|
5,390
|
7,102
|
Recoverable taxes
(IRRF, PIS, COFINS, among other)
|
18,762
|
20,712
|
61,777
|
66,289
|
Judicial deposit
(Note 16)
|
114,103
|
105,275
|
136,094
|
125,358
|
Other
|
3
|
4
|
4,631
|
4,788
|
|
|
|
|
|
Total other
accounts receivable and others
|
134,289
|
127,569
|
207,892
|
203,537
|
|
|
|
|
|
Current
portion
|
48,544
|
46,621
|
118,196
|
120,657
|
Non-current
portion
|
85,745
|
80,948
|
89,696
|
82,880
|
64
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
8.
Assets held for sale
8.1
Land available for sale
The changes in land
available for sale are summarized as follows:
|
Company
|
Consolidated
|
|
Cost
|
Provision for impairment
|
Net balance
|
Cost
|
Provision for impairment
|
Net balance
|
|
|
|
|
|
|
|
Balance at
December 31, 2015
|
19,457
|
(15,090)
|
4,367
|
147,673
|
(41,816)
|
105,857
|
Additions
|
2,264
|
-
|
2,264
|
3,601
|
-
|
3,601
|
Transfer from (to)
properties for sale, net
|
|
-
|
-
|
(6,696)
|
-
|
(6,696)
|
Reversal/Write-offs
|
-
|
-
|
-
|
(2,233)
|
-
|
(2,233)
|
Balance at March 31,
2016
|
21,721
|
(15,090)
|
6,631
|
142,345
|
(41,816)
|
100,529
|
|
|
|
|
|
|
|
Gafisa
segment
|
|
|
|
21,721
|
(15,090)
|
6,631
|
Tenda
segment
|
|
|
|
120,624
|
(26,726)
|
93,898
|
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 8.1 to the
financial statements as of December 31, 2015
.
65
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
9.
Investments in subsidiaries and jointly controlled
investees
(i)
Ownership
interest
(a)
Information on subsidiaries and jointly-controlled
investees
|
|
|
|
|
|
|
|
|
|
|
Company
|
Consolidated
|
|
|
Interest in capital
-
%
|
Total assets
|
Total liabilities
|
Equity and advance for future capital
increase
|
Profit (loss) for the period
|
Investments
|
Income from equity method
investments
|
Investments
|
Income from equity method
investments
|
Direct investees
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2016
|
03/31/2016
|
12/31/2015
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construtora Tenda
S/A
|
-
|
100%
|
100%
|
1,986,343
|
890,079
|
1,096,263
|
1,090,935
|
|
4,794
|
11,446
|
1,096,263
|
1,090,935
|
4,794
|
11,446
|
-
|
-
|
-
|
-
|
Alphaville
Urbanismo S.A
|
-
|
30%
|
30%
|
2,628,292
|
1,863,506
|
764,786
|
728,519
|
|
36,268
|
35,242
|
229,436
|
218,556
|
10,880
|
16,973
|
229,436
|
218,556
|
10,880
|
16,973
|
Gafisa SPE 26
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
176,647
|
9,479
|
167,168
|
167,361
|
|
(193)
|
327
|
167,168
|
167,361
|
(193)
|
327
|
-
|
-
|
-
|
-
|
Gafisa SPE- 130
Emp. Imob. Ltda
|
-
|
100%
|
100%
|
90,393
|
13,478
|
76,915
|
53,323
|
|
1,918
|
1,082
|
76,915
|
53,323
|
1,918
|
1,082
|
-
|
-
|
-
|
-
|
Gafisa SPE-111
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
119,722
|
49,168
|
70,554
|
79,764
|
|
(9,211)
|
3,559
|
70,554
|
79,764
|
(9,211)
|
3,559
|
-
|
-
|
-
|
-
|
Gafisa SPE-89
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
81,248
|
23,666
|
57,582
|
60,362
|
|
(2,780)
|
1,629
|
57,582
|
60,362
|
(2,780)
|
1,629
|
-
|
-
|
-
|
-
|
Gafisa SPE-116
Emp. Imob. Ltda.
|
(a)
|
50%
|
50%
|
166,211
|
56,561
|
109,650
|
103,372
|
|
6,278
|
3,068
|
54,825
|
51,686
|
3,139
|
1,534
|
54,825
|
51,686
|
3,139
|
1,534
|
Maraville Gafsa
SPE Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
68,160
|
17,559
|
50,601
|
48,883
|
|
1,718
|
20
|
50,601
|
48,883
|
1,718
|
20
|
-
|
-
|
-
|
-
|
Gafisa SPE-51
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
53,039
|
6,628
|
46,411
|
46,825
|
|
(414)
|
309
|
46,411
|
46,825
|
(414)
|
309
|
-
|
-
|
-
|
-
|
Gafisa SPE - 127
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
87,448
|
41,038
|
46,410
|
35,718
|
|
292
|
1,639
|
46,410
|
35,718
|
292
|
1,639
|
-
|
-
|
-
|
-
|
Gafisa SPE - 121
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
93,616
|
47,868
|
45,748
|
46,897
|
|
(1,149)
|
9,420
|
45,748
|
46,897
|
(1,149)
|
9,420
|
-
|
-
|
-
|
-
|
Gafisa SPE 72
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
55,523
|
11,257
|
44,266
|
44,275
|
|
(9)
|
(83)
|
44,266
|
44,275
|
(9)
|
(83)
|
-
|
-
|
-
|
-
|
Gafisa SPE-110
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
44,851
|
4,158
|
40,693
|
40,879
|
|
(186)
|
(1,547)
|
40,693
|
40,879
|
(186)
|
(1,547)
|
-
|
-
|
-
|
-
|
Gafisa SPE - 122
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
101,276
|
62,588
|
38,688
|
31,624
|
|
4,108
|
2,530
|
38,688
|
31,624
|
4,108
|
2,530
|
-
|
-
|
-
|
-
|
Gafisa SPE - 120
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
41,679
|
3,779
|
37,900
|
36,621
|
|
1,280
|
1,844
|
37,900
|
36,621
|
1,280
|
1,844
|
-
|
-
|
-
|
-
|
Manhattan Square
Emp. Im. Res. 02
|
-
|
100%
|
100%
|
36,221
|
797
|
35,424
|
35,424
|
|
-
|
-
|
35,424
|
35,424
|
-
|
-
|
-
|
-
|
-
|
-
|
SPE Parque
Ecoville Emp. Imob.
Ltda
|
-
|
100%
|
100%
|
89,329
|
54,335
|
34,994
|
34,984
|
|
10
|
(1,753)
|
34,994
|
34,984
|
10
|
(1,753)
|
-
|
-
|
-
|
-
|
Gafisa SPE-107
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
32,532
|
3,002
|
29,530
|
29,442
|
|
88
|
(4)
|
29,530
|
29,442
|
88
|
(4)
|
-
|
-
|
-
|
-
|
Gafisa SPE-104
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
70,881
|
42,494
|
28,387
|
3,428
|
|
(429)
|
(20)
|
28,387
|
3,428
|
(429)
|
(20)
|
-
|
-
|
-
|
-
|
Gafisa SPE-41
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
28,171
|
1,668
|
26,503
|
26,469
|
|
34
|
63
|
26,503
|
26,469
|
34
|
63
|
-
|
-
|
-
|
-
|
Verdes Pracas
Incorp. Imob. SPE Ltda.
|
-
|
100%
|
100%
|
26,304
|
74
|
26,230
|
26,225
|
|
5
|
7
|
26,230
|
26,225
|
5
|
7
|
-
|
-
|
-
|
-
|
Gafisa E Ivo
Rizzo SPE-47 Emp. Im.
Ltda
|
(a)
|
80%
|
80%
|
32,172
|
293
|
31,879
|
31,749
|
|
1
|
(28)
|
25,503
|
25,399
|
1
|
(22)
|
25,503
|
25,399
|
1
|
(22)
|
Gafisa SPE- 129
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
57,306
|
31,919
|
25,387
|
24,012
|
|
1,375
|
1,806
|
25,387
|
24,012
|
1,375
|
1,806
|
-
|
-
|
-
|
-
|
Varandas Grand
Park Emp. Imob. Spe
|
(a)(c)
|
50%
|
50%
|
113,629
|
67,949
|
45,680
|
43,588
|
|
(769)
|
1,175
|
22,840
|
21,794
|
92
|
718
|
22,840
|
21,794
|
92
|
718
|
Gafisa SPE - 126
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
96,105
|
73,479
|
22,626
|
22,834
|
|
(208)
|
1,166
|
22,626
|
22,834
|
(208)
|
1,166
|
-
|
-
|
-
|
-
|
Gafisa SPE-112
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
29,671
|
7,935
|
21,736
|
21,736
|
|
-
|
(3)
|
21,736
|
21,736
|
-
|
(3)
|
-
|
-
|
-
|
-
|
Sitio Jatiuca
Emp. Imob. SPE Ltda.
|
(a)
|
50%
|
50%
|
46,213
|
4,123
|
42,090
|
41,470
|
|
621
|
554
|
21,045
|
20,735
|
311
|
277
|
21,045
|
20,735
|
311
|
277
|
Gafisa SPE-134
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
34,427
|
15,674
|
18,753
|
2,083
|
|
(672)
|
-
|
18,753
|
2,083
|
(672)
|
-
|
-
|
-
|
-
|
-
|
Manhattan Square
Emp. Im. Com. 02
|
-
|
100%
|
100%
|
18,019
|
61
|
17,958
|
17,955
|
|
-
|
-
|
17,958
|
17,955
|
-
|
-
|
-
|
-
|
-
|
-
|
Gafisa SPE 46
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
30,785
|
13,014
|
17,771
|
17,740
|
|
31
|
109
|
17,771
|
17,740
|
31
|
109
|
-
|
-
|
-
|
-
|
Edsp 88
Participações S.A.
|
-
|
100%
|
100%
|
32,242
|
14,816
|
17,426
|
17,454
|
|
(28)
|
(46)
|
17,426
|
17,454
|
(28)
|
(46)
|
-
|
-
|
-
|
-
|
Fit 13 Spe Empr.
Imob. Ltda.
|
(b)
|
50%
|
50%
|
43,376
|
8,758
|
34,618
|
34,487
|
|
130
|
(984)
|
17,309
|
17,244
|
65
|
(492)
|
-
|
-
|
-
|
-
|
Parque Arvores
Empr. Imob. Ltda.
|
(a)(c)
|
50%
|
50%
|
39,131
|
6,081
|
33,050
|
33,378
|
|
(340)
|
271
|
16,525
|
16,689
|
(164)
|
1,000
|
16,525
|
16,689
|
(164)
|
1,000
|
Gafisa SPE 30
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
63,774
|
47,545
|
16,229
|
16,196
|
|
33
|
40
|
16,229
|
16,196
|
33
|
40
|
-
|
-
|
-
|
-
|
Gafisa SPE-106
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
16,665
|
1,053
|
15,612
|
15,623
|
|
(11)
|
(4)
|
15,612
|
15,623
|
(11)
|
(4)
|
-
|
-
|
-
|
-
|
Gafisa SPE-92
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
16,682
|
1,091
|
15,591
|
15,474
|
|
117
|
78
|
15,591
|
15,474
|
117
|
78
|
-
|
-
|
-
|
-
|
Diodon
Participações Ltda
|
-
|
100%
|
100%
|
17,923
|
2,912
|
15,011
|
14,962
|
|
49
|
295
|
15,011
|
14,962
|
49
|
295
|
-
|
-
|
-
|
-
|
Gafisa SPE 71
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
16,438
|
2,318
|
14,120
|
14,060
|
|
61
|
(177)
|
14,120
|
14,060
|
61
|
(177)
|
-
|
-
|
-
|
-
|
Gafisa SPE - 123
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
96,477
|
82,450
|
14,027
|
15,683
|
|
(1,655)
|
(1,053)
|
14,027
|
15,683
|
(1,655)
|
(1,053)
|
-
|
-
|
-
|
-
|
Gafisa SPE 33
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
14,166
|
1,198
|
12,968
|
13,385
|
|
(417)
|
66
|
12,968
|
13,385
|
(417)
|
66
|
-
|
-
|
-
|
-
|
Gafisa SPE 65
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
19,936
|
8,299
|
11,637
|
11,602
|
|
36
|
83
|
11,637
|
11,602
|
36
|
83
|
-
|
-
|
-
|
-
|
Alto Da Barra De
Sao Miguel Em. Im.
|
(a)
|
50%
|
50%
|
24,386
|
1,296
|
23,090
|
23,504
|
|
(414)
|
505
|
11,545
|
11,752
|
(207)
|
252
|
11,545
|
11,752
|
(207)
|
252
|
Blue I SPE -
Plan., Prom., Inc. E Venda
|
-
|
100%
|
100%
|
11,607
|
554
|
11,053
|
11,051
|
|
2
|
(16)
|
11,053
|
11,051
|
2
|
(16)
|
-
|
-
|
-
|
-
|
Città Ville SPE
Emp. Imob. Ltda.
|
(b)
|
50%
|
50%
|
23,144
|
1,054
|
22,090
|
22,195
|
|
(106)
|
(2)
|
11,045
|
11,098
|
(53)
|
(1)
|
-
|
-
|
-
|
-
|
Gafisa SPE- 132
Emp. Imob. Ltda.
|
-
|
100%
|
100%
|
51,621
|
40,882
|
10,739
|
-
|
|
(65)
|
(1)
|
10,739
|
-
|
(65)
|
-
|
-
|
-
|
-
|
-
|
66
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
9.
Investments in subsidiaries and jointly controlled
investees
--Continued
(i)
Ownership
interests
--Continued
(a)
Information on subsidiaries and jointly-controlled
investees
--Continued
|
|
|
|
|
|
|
|
|
|
|
Company
|
Consolidated
|
|
|
Interest
in capital -
%
|
Total assets
|
Total liabilities
|
Equity and advance for future capital
increase
|
Profit (loss) for the period
|
Investments
|
Income from equity method
investments
|
Investments
|
Income from equity method
investments
|
Direct investees
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2016
|
03/31/2016
|
12/31/2015
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gafisa SPE-81 Emp. Imob.
Ltda.
|
-
|
100%
|
100%
|
85,698
|
76,784
|
8,914
|
8,978
|
|
(64)
|
1,980
|
8,914
|
8,978
|
(64)
|
1,980
|
-
|
-
|
-
|
-
|
Gafisa SPE 36 Emp. Imob.
Ltda.
|
-
|
100%
|
100%
|
26,076
|
17,190
|
8,886
|
8,857
|
|
29
|
29
|
8,886
|
8,857
|
29
|
29
|
-
|
-
|
-
|
-
|
Atins Emp. Imob.s Ltda.
|
(a)
|
50%
|
50%
|
29,663
|
13,487
|
16,176
|
15,777
|
|
(174)
|
2
|
8,088
|
7,888
|
(87)
|
1
|
8,088
|
7,888
|
(87)
|
1
|
Gafisa SPE-38 Emp. Imob.
Ltda.
|
-
|
100%
|
100%
|
8,020
|
54
|
7,966
|
7,967
|
|
(1)
|
(1)
|
7,966
|
7,967
|
(1)
|
(1)
|
-
|
-
|
-
|
-
|
Gafisa SPE-77 Emp. Imob.
Ltda.
|
-
|
65%
|
65%
|
25,346
|
13,141
|
12,205
|
9,552
|
|
3,063
|
189
|
7,933
|
6,209
|
2,082
|
1,562
|
-
|
-
|
-
|
-
|
Parque Aguas Empr. Imob.
Ltda.
|
(a)(c)
|
50%
|
50%
|
16,758
|
1,402
|
15,356
|
15,264
|
|
482
|
(98)
|
7,678
|
7,632
|
47
|
(133)
|
7,678
|
7,632
|
47
|
(133)
|
Gafisa SPE-109 Emp. Imob.
Ltda.
|
-
|
100%
|
100%
|
8,968
|
1,780
|
7,188
|
7,189
|
|
(1)
|
(7)
|
7,188
|
7,189
|
(1)
|
(7)
|
-
|
-
|
-
|
-
|
Gafisa SPE-37 Emp. Imob.
Ltda.
|
-
|
100%
|
100%
|
7,635
|
885
|
6,750
|
6,727
|
|
23
|
16
|
6,750
|
6,727
|
23
|
16
|
-
|
-
|
-
|
-
|
Gafisa SPE-90 Emp. Imob.
Ltda.
|
-
|
100%
|
100%
|
11,577
|
5,101
|
6,476
|
6,477
|
|
-
|
(32)
|
6,476
|
6,477
|
-
|
(32)
|
-
|
-
|
-
|
-
|
Dubai Residencial Empr. Imob.
Ltda.
|
(a)(c)
|
50%
|
50%
|
11,843
|
545
|
11,298
|
10,562
|
|
508
|
(46)
|
5,649
|
5,281
|
367
|
2
|
5,649
|
5,281
|
367
|
2
|
Costa Maggiore Empr. Imob.
Ltda.
|
(a)(c)
|
50%
|
50%
|
13,934
|
2,934
|
11,000
|
10,149
|
|
889
|
163
|
5,500
|
5,724
|
210
|
262
|
5,500
|
5,724
|
210
|
262
|
Gafisa SPE-87 Emp. Imob.
Ltda.
|
-
|
100%
|
100%
|
23,602
|
18,229
|
5,373
|
5,393
|
|
(20)
|
1,862
|
5,373
|
5,393
|
(20)
|
1,862
|
-
|
-
|
-
|
-
|
OCPC01
adjustments – capitalized interests
|
(d)
|
|
|
-
|
-
|
-
|
-
|
|
-
|
-
|
31,247
|
31,675
|
(428)
|
5,363
|
-
|
-
|
-
|
-
|
Other
(*)
|
-
|
|
|
318,186
|
226,428
|
91,759
|
97,269
|
|
(4,609)
|
(6,730)
|
71,029
|
76,854
|
(3,365)
|
(1,974)
|
29,178
|
33,110
|
(2,001)
|
(274)
|
Subtotal
|
|
|
|
7,611,087
|
4,015,896
|
3,595,191
|
3,463,712
|
|
40,318
|
69,939
|
2,877,661
|
2,779,093
|
11,380
|
61,981
|
437,812
|
426,246
|
12,588
|
20,590
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Saí Amarela
S.A.
|
(a)
|
50%
|
50%
|
2,410
|
126
|
2,284
|
2,314
|
|
32
|
(102)
|
-
|
-
|
-
|
-
|
1,142
|
1,126
|
16
|
(51)
|
Gafisa SPE-51
Emp. Imob. Ltda.
|
(a)
|
60%
|
60%
|
2,547
|
1,020
|
1,528
|
1,662
|
|
(134)
|
768
|
-
|
-
|
-
|
-
|
917
|
997
|
(81)
|
461
|
Other
(*)
|
|
|
|
446
|
114
|
331
|
466
|
|
2
|
113
|
-
|
-
|
-
|
-
|
166
|
73
|
(2)
|
87
|
Indirect
jointly-controlled investees - Gafisa
|
|
|
|
5,403
|
1,260
|
4,143
|
4,442
|
|
(100)
|
779
|
-
|
-
|
-
|
-
|
2,225
|
2,196
|
(67)
|
497
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acedio SPE Emp.
Imob. Ltda.
|
-
|
55%
|
55%
|
4,596
|
3,918
|
678
|
676
|
|
2
|
-
|
-
|
-
|
-
|
-
|
-
|
372
|
1
|
-
|
Maria Inês SPE
Emp. Imob.
Ltda.
|
-
|
60%
|
60%
|
21,342
|
168
|
21,174
|
21,050
|
|
124
|
34
|
-
|
-
|
-
|
-
|
12,705
|
12,630
|
74
|
20
|
Fit 02 SPE Emp.
Imob. Ltda.
|
-
|
60%
|
60%
|
10,013
|
71
|
9,942
|
9,882
|
|
60
|
47
|
-
|
-
|
-
|
-
|
5,965
|
5,929
|
36
|
28
|
Fit Jardim
Botânico SPE Emp.
Imob. Ltda.
|
-
|
55%
|
55%
|
9,980
|
140
|
9,840
|
9,999
|
|
(259)
|
58
|
-
|
-
|
-
|
-
|
5,412
|
5,554
|
(142)
|
32
|
Fit 11 SPE Emp.
Imob. Ltda.
|
-
|
70%
|
70%
|
36,677
|
3,683
|
32,994
|
32,062
|
|
931
|
(47)
|
-
|
-
|
-
|
-
|
23,095
|
22,443
|
652
|
(33)
|
Fit 31 SPE Emp.
Imob. Ltda.
|
-
|
70%
|
70%
|
16,417
|
1,199
|
15,218
|
16,455
|
|
(1,236)
|
(678)
|
-
|
-
|
-
|
-
|
10,652
|
11,518
|
(865)
|
(475)
|
Fit 34 SPE Emp.
Imob. Ltda.
|
-
|
70%
|
70%
|
34,795
|
1,075
|
33,720
|
33,634
|
|
86
|
438
|
-
|
-
|
-
|
-
|
23,604
|
23,544
|
60
|
306
|
Fit 03 SPE Emp.
Imob. Ltda.
|
-
|
80%
|
80%
|
11,701
|
547
|
11,154
|
11,404
|
|
(250)
|
98
|
-
|
-
|
-
|
-
|
8,924
|
9,123
|
(200)
|
79
|
Imbuí I SPE Emp.
Imob. Ltda.
|
-
|
50%
|
50%
|
8,900
|
206
|
8,694
|
8,723
|
|
(29)
|
(112)
|
-
|
-
|
-
|
-
|
-
|
4,362
|
(15)
|
(56)
|
Città Ipitanga
SPE Emp. Imob.
Ltda.
|
-
|
50%
|
50%
|
12,434
|
652
|
11,782
|
11,761
|
|
22
|
(104)
|
-
|
-
|
-
|
-
|
5,891
|
5,880
|
11
|
(52)
|
Grand Park - Pq.
dos Pássaros Emp. Im.
|
-
|
50%
|
50%
|
26,183
|
2,947
|
23,236
|
22,466
|
|
771
|
1,644
|
-
|
-
|
-
|
-
|
11,618
|
11,233
|
385
|
822
|
Citta Itapua Emp.
Imob. SPE Ltda.
|
-
|
50%
|
50%
|
19,242
|
1,189
|
18,053
|
18,015
|
|
38
|
8
|
-
|
-
|
-
|
-
|
9,027
|
9,007
|
19
|
4
|
SPE Franere
Gafisa 08 Emp. Imob. LTDA.
|
-
|
50%
|
50%
|
55,268
|
6,795
|
48,473
|
47,831
|
|
641
|
(145)
|
-
|
-
|
-
|
-
|
24,236
|
23,916
|
321
|
(72)
|
Fit 13 SPE Emp.
Imob. Ltda.
|
(b)
|
50%
|
50%
|
37,095
|
2,478
|
34,617
|
34,487
|
|
130
|
(984)
|
-
|
-
|
-
|
-
|
17,970
|
17,840
|
130
|
(979)
|
Other
(*)
|
-
|
|
|
92,234
|
4,492
|
87,742
|
69,986
|
|
17,754
|
-
|
-
|
-
|
-
|
-
|
4,723
|
-
|
-
|
-
|
Indirect
jointly-controlled investees Tenda
|
-
|
|
|
396,877
|
29,560
|
367,317
|
348,431
|
|
18,785
|
257
|
-
|
-
|
-
|
-
|
163,822
|
163,351
|
467
|
(376)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
|
8,013,367
|
4,046,716
|
3,966,651
|
3,816,585
|
|
59,003
|
70,975
|
2,877,661
|
2,779,093
|
11,380
|
61,981
|
603,859
|
591,793
|
12,988
|
20,711
|
67
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
9. Investments in
subsidiaries and jointly controlled
investees
--Continued
(i)
Ownership
interests
--Continued
(a)
Information on subsidiaries and jointly-controlled
investees
—Continued
|
|
|
|
|
|
|
|
|
|
|
Company
|
Consolidated
|
|
|
Interest
in capital -
%
|
Total assets
|
Total liabilities
|
Equity and advance for future capital
increase
|
Profit (loss) for the period
|
Investments
|
Income from equity method
investments
|
Investments
|
Income from equity method
investments
|
Direct investees
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2016
|
03/31/2016
|
12/31/2015
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill on acquisition of
subsidiaries
|
(e)
|
|
|
|
|
|
|
|
|
|
25,476
|
25,476
|
-
|
-
|
-
|
-
|
-
|
-
|
Goodwill based
on inventory surplus
|
-
|
|
|
|
|
|
|
|
|
|
62,343
|
62,343
|
-
|
-
|
-
|
-
|
-
|
-
|
Addition to
remeasurement of investment in associate
|
(f)
|
|
|
|
|
|
|
|
|
|
375,853
|
375,853
|
-
|
-
|
375,853
|
375,853
|
-
|
-
|
Total
investments
|
|
|
|
|
|
|
|
|
|
|
3,341,333
|
3,242,765
|
11,380
|
61,981
|
979,712
|
967,646
|
12,988
|
20,711
|
(*)Includes
companies with investment balances below
R$ 5,000.
|
|
|
|
|
|
|
|
|
|
Company
|
Consolidated
|
|
Interest
in capital -
%
|
Total assets
|
Total liabilities
|
Equity and advance for future capital
increase
|
Profit (loss) for the period
|
Provision for net capital
deficiency
|
Income from equity method
investments
|
Provision for capital deficiency
|
Income from equity method
investments
|
Direct investees
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2016
|
03/31/2016
|
12/31/2015
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
03/31/2015
|
Provision for
net capital deficiency (g):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Manhattan
Residencial 01 Spe Ltda
|
50%
|
50%
|
30,847
|
120,166
|
(89,319)
|
(89,319)
|
|
60
|
(2,097)
|
(43,386)
|
(44,627)
|
30
|
(2,205)
|
(43,386)
|
(44,627)
|
30
|
(2,205)
|
Gafisa Vendas
Interm. Imobiliaria Ltda
|
100%
|
100%
|
23,280
|
30,292
|
(7,011)
|
(8,239)
|
|
(2,372)
|
(1,320)
|
(7,011)
|
(8,239)
|
(2,372)
|
(1,320)
|
-
|
-
|
-
|
-
|
Manhattan
Comercial 01 Spe Ltda
|
50%
|
50%
|
12,765
|
20,651
|
(7,887)
|
(7,887)
|
|
115
|
(564)
|
(4,372)
|
(4,350)
|
57
|
(209)
|
(4,372)
|
(4,350)
|
57
|
(196)
|
Other
(*)
|
|
|
27,848
|
28,837
|
(989)
|
(2,557)
|
|
(151)
|
(2,083)
|
(945)
|
(2,511)
|
982
|
(2,071)
|
(5,424)
|
(5,424)
|
590
|
472
|
Total provision
for net capital deficiency
|
|
|
94,740
|
199,946
|
(105,206)
|
(108,002)
|
|
(2,348)
|
(6,064)
|
(55,714)
|
(59,727)
|
(1,303)
|
(5,805)
|
(53,182)
|
(54,401)
|
677
|
(1,929)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Income from equity
method investments
|
|
|
|
|
|
|
|
|
|
|
|
10,077
|
56,176
|
|
|
13,665
|
18,782
|
(a)
Joint
venture.
(b)
Joint
venture with Tenda associates.
(c)
The
Company recorded expense of R$354 in Income from equity method investments for
the period ended March 31, 2016 related to the recognition, by joint ventures,
of adjustments in prior years, in accordance with the ICPC09 (R2) – Individual,
Separate and Consolidated Financial Statements and the Equity Method of
Accounting.
(d)
Charges
of the Company not appropriated to the profit or loss of subsidiaries, as
required by paragraph 6 of OCPC01.
(e)
See
breakdown in Note 11.
(f)
Amount
related to the addition to the remeasurement of the portion of the remaining
investment of 30% in the associate AUSA, in the amount of R$375,853, arising
from the sale of control over the entity.
(g)
The
provision for net capital deficiency is recorded in the heading “Other payables”
(Note 15).
(b)
Change in
investments
|
|
|
|
|
|
Company
|
Consolidated
|
|
|
|
|
Balance at
December 31, 2015
|
|
3,242,765
|
967,646
|
Income from equity method
investments
|
|
11,380
|
12,988
|
Capital
contribution (decrease)
|
|
92,789
|
1,725
|
Dividends
receivable
|
|
(5,575)
|
(2,650)
|
Other
investments
|
|
(26)
|
3
|
Balance at March
31, 2016
|
|
3,341,333
|
979,712
|
68
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
10
.
Property and
equipment
|
|
Company
|
Consolidated
|
|
Type
|
12/31/2015
|
Addition
|
Write-off
|
100% depreciated items
|
03/31/2016
|
12/31/2015
|
Addition
|
Write-off
|
100% depreciated items
|
03/31/2016
|
Cost
|
|
|
|
|
|
|
|
|
|
|
Hardware
|
14,018
|
577
|
-
|
(1,191)
|
13,404
|
28,143
|
2,041
|
(455)
|
(1,269)
|
28,460
|
Leasehold improvements and
installations
|
9,367
|
1
|
-
|
(3,432)
|
5,936
|
17,449
|
514
|
-
|
(3,432)
|
14,531
|
Furniture and
fixtures
|
675
|
-
|
-
|
-
|
675
|
5,503
|
-
|
-
|
-
|
5,503
|
Machinery and
equipment
|
2,640
|
-
|
-
|
-
|
2,640
|
4,039
|
-
|
-
|
-
|
4,039
|
Molds
|
-
|
-
|
-
|
-
|
-
|
13,067
|
1,005
|
-
|
-
|
14,072
|
Sales stands
|
12,041
|
1,237
|
(99)
|
(795)
|
12,384
|
15,724
|
1,238
|
(1,182)
|
(1,356)
|
14,424
|
|
38,741
|
1,815
|
(99)
|
(5,418)
|
35,039
|
83,925
|
4,798
|
(1,637)
|
(6,057)
|
81,029
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
depreciation
|
|
|
|
|
|
|
|
|
|
|
Hardware
|
(7,191)
|
(673)
|
-
|
1,191
|
(6,673)
|
(13,474)
|
(1,360)
|
-
|
1,269
|
(13,565)
|
Leasehold improvements and
installations
|
(4,838)
|
(524)
|
-
|
3,432
|
(1,930)
|
(7,918)
|
(836)
|
-
|
3,432
|
(5,322)
|
Furniture and
fixtures
|
(282)
|
(17)
|
-
|
-
|
(299)
|
(3,664)
|
(137)
|
-
|
-
|
(3,801)
|
Machinery and
equipment
|
(1,344)
|
(66)
|
-
|
-
|
(1,410)
|
(1,898)
|
(102)
|
-
|
-
|
(2,000)
|
Molds
|
-
|
-
|
-
|
-
|
-
|
(3,379)
|
(684)
|
-
|
-
|
(4,063)
|
Sales stands
|
(2,267)
|
(2,114)
|
99
|
795
|
(3,487)
|
(4,416)
|
(3,571)
|
1,182
|
1,356
|
(5,449)
|
|
(15,922)
|
(3,394)
|
99
|
5,418
|
(13,799)
|
(34,749)
|
(6,690)
|
1,182
|
6,057
|
(34,200)
|
|
|
|
|
|
|
|
|
|
|
|
Total property and
equipment
|
22,819
|
(1,579)
|
-
|
-
|
21,240
|
49,176
|
(1,892)
|
(455)
|
-
|
46,829
|
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 10 to the
financial statements as of December 31, 2015
.
11. Intangible
assets
|
|
Company
|
|
12/31/2015
|
|
|
|
03/31/2016
|
|
Balance
|
Addition
|
Write-down / amortization
|
100% amortized items
|
Balance
|
|
|
|
|
|
|
Software – Cost
|
75,409
|
1,745
|
-
|
(15,457)
|
61,697
|
Software –
Depreciation
|
(47,187)
|
-
|
(3,592)
|
15,457
|
(35,322)
|
Other
|
5,089
|
1,518
|
(1,086)
|
-
|
5,521
|
Total intangible
assets
|
33,311
|
3,263
|
(4,678)
|
-
|
31,896
|
|
|
|
|
|
|
Consolidated
|
|
12/31/2015
|
|
|
|
03/31/2016
|
|
Balance
|
Addition
|
Write-down / amortization
|
100% amortized items
|
Balance
|
Goodwill
|
|
|
|
|
|
AUSA
|
25,476
|
-
|
-
|
-
|
25,476
|
|
|
|
|
|
|
Software – Cost
|
110,559
|
3,308
|
(1,655)
|
(15,457)
|
96,755
|
Software –
Depreciation
|
(65,408)
|
-
|
(5,341)
|
15,457
|
(55,292)
|
Other
|
6,715
|
1,604
|
(1,437)
|
-
|
6,882
|
|
51,866
|
4,912
|
(8,433)
|
-
|
48,345
|
|
|
|
|
|
|
Total intangible
assets
|
77,342
|
4,912
|
(8,433)
|
-
|
73,821
|
In the end of each fiscal year,
the Company evaluates the recovery of the carrying value of goodwill and the
addition to the remeasurement of the portion of the remaining investment of 30%
in the associate AUSA, as disclosed in Note 9. In the period ended March 31,
2016, the Company did not find the existence of any indication of loss on the
carrying value of goodwill.
The other
explanations related to this note were not subject to significant changes in
relation to the disclosures in Note
11
to the
financial statements as of December 31
, 2015.
69
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
12.
Loans and financing
|
|
|
Company
|
Consolidated
|
Type
|
Maturity
|
Annual interest rate
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
|
|
National Housing
System - SFH /SFI
|
June 2016 to
August 2020
|
8.30% to 14.00% +
TR
120% to 129% of
CDI
|
999,294
|
1,014,092
|
1,187,049
|
1,161,707
|
Certificate of
Bank Credit - CCB
|
May 2016 to
June
2019
|
117.90% of CDI
3.95% + CDI
13.20% Fixed
|
129,331
|
124,568
|
154,495
|
131,128
|
Total loans and financing
(Note 20.i.d, 20.ii.a and 20.iii)
|
1,128,625
|
1,138,660
|
1,341,544
|
1,292,835
|
|
|
|
|
|
|
|
Current
portion
|
|
|
556,307
|
595,817
|
629,508
|
672,365
|
Non-current
portion
|
|
|
572,318
|
542,843
|
712,036
|
620,470
|
The current and non-current installments have the
following maturities
:
|
Company
|
|
Consolidated
|
Maturity
|
03/31/2016
|
12/31/2015
|
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
|
2016
|
349,405
|
595,817
|
|
398,645
|
672,365
|
2017
|
555,382
|
385,555
|
|
628,719
|
440,418
|
2018
|
219,037
|
153,288
|
|
257,588
|
166,996
|
2019
|
4,801
|
4,000
|
|
38,151
|
12,049
|
2020
onwards
|
-
|
-
|
|
18,441
|
1,007
|
|
1,128,625
|
1,138,660
|
|
1,341,544
|
1,292,835
|
The Company and its subsidiaries have restrictive
covenants under certain loans and financing that limit their ability to perform
certain actions, such as the issuance of debt, and that could require the early
redemption or refinancing of loans if the Company does not fulfill such
covenants. The ratio and minimum and maximum amounts required under such
restrictive covenants as of March 31, 2016 and December 31, 2015 are
disclosed in Note 13.
The following table shows the
summary of financial expenses and charges and the capitalized rate in the
account “properties for sale”.
|
Company
|
Consolidated
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
03/31/2015
|
|
|
|
|
|
Total financial
charges for the period
|
59,851
|
61,678
|
80,786
|
70,237
|
Capitalized
financial charges
|
(49,129)
|
(42,621)
|
(63,019)
|
(46,405)
|
|
|
|
|
|
Financial expenses
(Note 24)
|
10,722
|
19,057
|
17,767
|
23,832
|
|
|
|
|
|
Financial charges
included in “Properties for sale”:
|
|
|
|
|
|
|
|
|
|
Opening
balance
|
287,806
|
220,959
|
354,551
|
276,613
|
Capitalized
financial charges
|
49,129
|
42,621
|
63,019
|
46,405
|
Charges recognized
in profit or loss (Note 23)
|
(26,048)
|
(24,962)
|
(38,038)
|
(30,102)
|
|
|
|
|
|
Closing
balance
|
310,887
|
238,618
|
379,532
|
292,916
|
The other
explanations related to this note were not subject to significant changes in
relation to the disclosures in Note
12
to the
financial statements as of December 31
, 2015.
70
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
13.
Debentures
|
|
|
|
Company
|
Consolidated
|
Program/placement
|
Principal - R$
|
Annual interest
|
Final maturity
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
|
|
|
Seventh
placement
|
450,000
|
TR +
10.1992%
|
December
2017
|
465,733
|
452,568
|
465,733
|
452,568
|
Eighth placement /
second series
|
5,787
|
IPCA
+ 7.96%
|
October
2016
|
8,808
|
8,395
|
8,808
|
8,395
|
Ninth placement
(i)
|
116,061
|
CDI
+ 1.90%
|
July
2018
|
114,587
|
130,394
|
114,587
|
130,394
|
Tenth placement
(ii)
|
55,000
|
IPCA
+ 8.22
|
January
2020
|
62,900
|
64,724
|
62,900
|
64,724
|
First placement
(Tenda) (iii)
|
200,000
|
TR +
9.02%
|
October
2016
|
-
|
-
|
207,060
|
201,877
|
|
|
|
|
|
|
|
|
Total debentures
(Note 20.i.d, 20.ii.a and 20.iii)
|
652,028
|
656,081
|
859,088
|
857,958
|
|
|
|
|
|
|
|
|
Current portion
|
|
|
|
192,684
|
187,744
|
399,744
|
389,621
|
Non-Current
portion
|
|
|
|
459,344
|
468,337
|
459,344
|
468,337
|
|
|
|
|
|
|
|
|
(i)
In the
period ended March 31, 2016, the Company made the payment in the total amount of
R$20,464, of which R$15,965 related to amortization of the Face Value of the
Placement and R$4,499 related to the interest payable.
(ii)
In the period ended March 31, 2016, the Company made the
payment in the total amount of R$4,775 related to the interest
payable.
(iii)
On March 31, 2016, at the Board of Directors of the
Company it was approved the partial deferral of the 9
th
amortization
installment payable on April 01, 2016, in the amount of R$70,000, to July 01,
2016, becoming the 10
th
amortization installment.
Current
and non-current portions have the following maturities:
|
Company
|
Consolidated
|
Maturity
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
2016
|
191,744
|
187,744
|
398,804
|
389,621
|
2017
|
340,821
|
344,690
|
340,821
|
344,690
|
2018
|
78,154
|
83,485
|
78,154
|
83,485
|
2019
|
20,652
|
20,078
|
20,652
|
20,078
|
2020
|
20,657
|
20,084
|
20,657
|
20,084
|
|
652,028
|
656,081
|
859,088
|
857,958
|
71
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
13.
Debentures
--Continued
The
Company is in compliance with the financial debt covenants at the reporting date
of this quarterly information. The ratios and minimum and maximum amounts
required under such restrictive covenants as of March 31, 2016 and December 31,
2015 are as follows:
|
03/31/2016
|
12/31/2015
|
Seventh placement
|
|
|
Total account
receivable plus inventory required to be below zero or 2.0 times over net
debt less venture debt (3)
|
-11.53 times
|
-14.12 times
|
Total debt less
venture debt (3), less cash and cash equivalents and short-term
investments (1), cannot exceed 75% of equity plus noncontrolling
interests
|
-14.81%
|
-12.19%
|
Total receivables
plus unappropriated income plus total inventory of finished units required
to be 1.5 time over the net debt plus payable for purchase of properties
plus unappropriated cost
|
2.33 times
|
2.25 times
|
|
|
|
Eighth placement -
first and second series and Loans and Financing
|
|
|
Total account
receivable plus inventory of finished units required to be below zero or
2.0 times over net debt less venture debt
|
-6.22 times
|
-7.73 times
|
Total debt less
venture debt, less cash and cash equivalents and short-term investments
(1), cannot exceed 75% of equity plus noncontrolling
interests
|
-14.81%
|
-12.19%
|
|
|
|
Ninth
placement
|
|
|
Total account
receivable plus inventory required to be below zero or 2.0 times over net
debt
|
3.70 times
|
3.71 times
|
Net debt cannot
exceed 100% of equity plus noncontrolling interests
|
46.24%
|
46.44%
|
|
|
|
Tenth
placement
|
|
|
Total account
receivable plus inventory required to be below zero or 2.0 times over net
debt less venture debt (3)
|
-11.53 times
|
-14.12 times
|
Total debt less
venture debt (3), less cash and cash equivalents and short-term
investments (1), cannot exceed 75% of equity plus noncontrolling
interests
|
-14.81%
|
-12.19%
|
|
|
|
|
|
|
First
placement
–
Tenda
|
|
|
Total accounts
receivable plus inventory required to be equal to or 2.0 times over net
debt less debt with secured guarantee (3) or below zero, considering that
TR(4) plus TE (4) is always above zero.
|
-4.75 times
|
-6.79 times
|
Net debt less debt
with secured guarantee (3) required to be in excess of 50% of
equity.
|
-30.55%
|
-21.47%
|
Total receivables
plus unappropriated income plus total inventory of finished units required
to be over 1.5 time the net debt plus payable for purchase of properties
plus unappropriated cost or below zero
|
3.14 times
|
2.47 times
|
(1)
Cash
and cash equivalents and short-term investments refer to cash and cash
equivalents and marketable securities.
(2)
Total
receivables, whenever mentioned, refers to the amount reflected in the Balance
Sheet plus the amount not shown in the Balance Sheet
(3)
Venture debt and secured guarantee debt refer to SFH
debts, defined as the sum of all disbursed borrowing contracts which funds were
provided by SFH, as well as the debt related to the seventh
placement.
(4)
Total
inventory.
The other
explanations related to this note were not subject to significant changes in
relation to the disclosures in Note 13 to the financial statements as of
December 31, 2015.
72
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
14.
Obligations assumed on assignment of
receivables
The Company’s transactions of assignment of receivables
portfolio are as follows
:
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Assignment of
receivables:
|
|
|
|
|
Obligation CCI Jun/11
|
2,801
|
3,164
|
4,325
|
4,775
|
Obligation CCI Dec/11
|
1,982
|
2,071
|
2,118
|
2,236
|
Obligation CCI Jul/12
|
279
|
368
|
279
|
368
|
Obligation CCI Nov/12
|
-
|
-
|
4,007
|
4,351
|
Obligation CCI Dec/12
|
5,690
|
7,541
|
5,690
|
7,541
|
Obligation CCI Nov/13
|
2,441
|
2,858
|
5,649
|
6,362
|
Obligation CCI Nov/14
|
4,241
|
4,646
|
6,276
|
6,696
|
Obligation CCI
Dec/15
|
12,770
|
13,053
|
23,781
|
24,558
|
Obligation CCI Mar/16 (Note
5)
|
24,176
|
-
|
27,974
|
-
|
FIDC obligation
|
940
|
1,146
|
2,030
|
2,406
|
Total obligations assumed on
assignment of receivables
(Note 20.iii)
|
55,320
|
34,847
|
82,129
|
59,293
|
|
|
|
|
|
Current portion
|
19,598
|
12,631
|
31,352
|
23,482
|
Non-current
potion
|
35,722
|
22,216
|
50,777
|
35,811
|
|
|
|
|
|
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 14 to the
financial statements as of December 31, 2015
.
15.
Other payables
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Provision for penalties for
delay in
construction works
|
1,399
|
1,404
|
2,700
|
3,213
|
Cancelled contract
payable
|
13,095
|
11,014
|
29,331
|
24,053
|
Warranty
provision
|
37,856
|
41,958
|
54,026
|
59,647
|
Deferred sales
taxes (PIS and COFINS)
|
6,519
|
8,368
|
11,799
|
13,129
|
Provision for net
capital deficiency (Note 9)
|
55,714
|
59,727
|
53,182
|
54,401
|
Long-term
suppliers (Note 20.i.d)
|
2,796
|
5,652
|
5,790
|
7,508
|
Payables to
venture partners (Note 20.i.d, 20.ii and 20.iii)
|
4,713
|
4,713
|
6,482
|
4,895
|
Share-based
payment - Phantom Shares (Note 18.3)
|
1,373
|
889
|
1,373
|
889
|
Other
liabilities
|
5,858
|
8,426
|
29,439
|
28,918
|
|
|
|
|
|
Total other
payables
|
129,323
|
142,151
|
194,122
|
196,653
|
|
|
|
|
|
Current portion
|
117,789
|
127,123
|
163,494
|
163,437
|
Non-current
portion
|
11,534
|
15,028
|
30,628
|
33,216
|
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 15 to the
financial statements as of December 31, 2015
.
73
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
16.
Provisions for legal claims and commitments
In the
period ended March 31, 2016, the changes in the provision are summarized as
follows:
Company
|
Civil lawsuits(i)
|
Tax proceedings(ii)
|
Labor claims
|
Total
|
Balance at
December 31, 2015
|
119,420
|
220
|
63,235
|
182,875
|
Additional
provision (Note 23)
|
11,073
|
-
|
4,096
|
15,169
|
Payment and reversal of
provision not used
|
(7,051)
|
-
|
(3,891)
|
(10,942)
|
Balance at March
31, 2016
|
123,442
|
220
|
63,440
|
187,102
|
|
|
|
|
|
Current
portion
|
87,289
|
220
|
15,566
|
103,075
|
Non-current
portion
|
36,153
|
-
|
47,874
|
84,027
|
Consolidated
|
Civil lawsuits(i)
|
Tax proceedings(ii)
|
Labor claims
|
Total
|
Balance at
December 31, 2015
|
149,621
|
400
|
92,961
|
242,982
|
Additional
provision (Note 23)
|
14,876
|
10
|
8,002
|
22,888
|
Payment and reversal of
provision not used
|
(10,674)
|
(12)
|
(6,895)
|
(17,581)
|
Balance at March
31, 2016
|
153,823
|
398
|
94,068
|
248,289
|
|
|
|
|
|
Current
portion
|
87,289
|
220
|
15,566
|
103,075
|
Non-current
portion
|
66,534
|
178
|
78,502
|
145,214
|
(a)
Civil
lawsuits, tax proceedings and labor claims
As of
March 31, 2016, the Company and its subsidiaries have deposited in court the
amount of R$114,103 (R$105,275 in 2015) in the Company’s statement, and
R$136,094 (R$125,358 in 2015) in the consolidated statement (Note 7).
|
|
Company
|
Consolidated
|
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
|
Civil lawsuits
|
|
75,402
|
71,327
|
88,184
|
81,919
|
Tax proceedings
|
|
17,612
|
13,744
|
20,804
|
14,222
|
Labor claims
|
|
21,088
|
20,204
|
27,106
|
29,217
|
Total
|
|
114,103
|
105,275
|
136,094
|
125,358
|
(i)
Lawsuits
in which likelihood of loss is rated as possible
As of March 31, 2016
the Company and its subsidiaries are aware of other
claims and civil, labor and tax risks
. Based on the
history of probable processes and the specific analysis of
main claims
, the measurement of the claims with
likelihood of loss considered possible amounted
to
R$860,313 (R$810,163 in 2015),
based on
average past outcomes adjusted to current estimates, for which the Company’s
Management believes it is not necessary to recognize a provision for losses. The
change in the period was caused by the higher volume of lawsuits with smaller
amounts and review of the involved amounts and tax proceedings
.
|
|
Company
|
Consolidated
|
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
|
Civil lawsuits
|
|
240,685
|
235,975
|
510,342
|
469,841
|
Tax proceedings
|
|
32,887
|
32,543
|
264,276
|
263,540
|
Labor claims
|
|
41,602
|
38,967
|
85,695
|
76,782
|
|
|
315,174
|
307,485
|
860,313
|
810,163
|
74
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
16.
Provisions for legal claims and
commitments
--Continued
(b)
Payables
related to the completion of real estate ventures
The other
explanations related to this note were not subject to material changes in
relation to the disclosures in Note 16(i)(b) to the financial statements as of
December 31, 2015.
(c)
Other
commitments
In
addition to the commitments mentioned in Notes 6, 12 and 13, the Company has
commitments related to the rental of 33 real estate where its facilities are
located, at a monthly cost of R$1,114 adjusted by the IGP-M/FGV variation. The
rental term is from 1 to 10 years and there is a fine in case of cancelled
contracts corresponding to three-months rent or in proportion to the contract
expiration time.
The other explanations related to this note were not
subject to significant changes in relation to the disclosures in Note 15 to the
financial statements as of December 31, 2015
.
17.
Payables for purchase of properties and advances from
customers
|
|
Company
|
Consolidated
|
|
Maturity
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
|
Payables for
purchase of properties
|
April 2016 to July 2020
|
129,380
|
139,320
|
364,364
|
362,800
|
Adjustment to
present value
|
|
(8,483)
|
(9,723)
|
(21,315)
|
(17,039)
|
Advances from
customers
|
|
|
|
|
|
Development and
sales (Note 5)
|
|
17,012
|
19,337
|
34,397
|
39,743
|
Barter transaction
- Land
|
|
127,450
|
143,271
|
206,334
|
224,430
|
|
|
|
|
|
|
Total payables for purchase
of properties and advances from customers
|
|
265,359
|
292,205
|
583,780
|
609,934
|
|
|
|
|
|
|
Current
portion
|
|
173,102
|
148,989
|
387,339
|
361,420
|
Non-current
portion
|
|
92,257
|
143,216
|
196,441
|
248,514
|
18.
Equity
18.1. Capital
As of
March 31, 2016 and December 31, 2015, the Company's authorized and paid-in
capital amounts to R$2,740,662, in both periods represented by 378,066,162
registered common shares, without par value, of which 10,584,756 were held in
treasury.
According
to the Company’s articles of incorporation, capital may be increased without
need of making amendment to it, upon resolution of the Board of Directors, which
shall set the conditions for issuance up to the limit of 600,000,000 (six
hundred millions) common shares.
As of
March 31, 2016, the Company approved the creation of a new program to repurchase
its common shares aimed at holding them in treasury and later selling or
cancelling them, over a period of 18 months, up to the limit of 8,198,565
shares. During the period ended March 31, 2016, there was no change in the
treasury shares.
75
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
18.
Equity
--Continued
18.1. Capital
--Continued
Treasury shares
|
|
|
Type
|
GFSA3
|
R$
|
%
|
Market value (*) R$ thousand
|
Carrying value R$ thousand
|
Acquisition date
|
Number
|
Weighted average price
|
% - on shares outstanding
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
11/20/2001
|
599,486
|
2,8875
|
0.16%
|
1,613
|
1,457
|
1,731
|
1,731
|
Changes in 2013:
|
|
|
|
|
|
|
|
Acquisition
|
18,500,000
|
3,8561
|
5.03%
|
49,765
|
44,955
|
71,339
|
71,339
|
Changes in 2014:
|
|
|
|
|
|
|
|
Acquisition
|
43,738,234
|
2,6353
|
11.90%
|
117,656
|
106,284
|
115,265
|
115,265
|
Transfer
|
(5,463,395)
|
3,2183
|
-1.49%
|
(14,697)
|
(13,276)
|
(17,583)
|
(17,583)
|
Cancellations
|
(27,493,039)
|
3,3351
|
-7.48%
|
(73,956)
|
(66,808)
|
(91,693)
|
(91,693)
|
Changes in 2015:
|
|
|
|
|
|
|
|
Acquisition
|
11,925,330
|
2,0257
|
3.25%
|
32,079
|
28,979
|
24,157
|
24,157
|
Transfer
|
(1,221,860)
|
2,4733
|
-0.33%
|
(3,287)
|
(2,970)
|
(3,022)
|
(3,022)
|
Cancellations
|
(30,000,000)
|
2,4738
|
-8.16%
|
(80,700)
|
(72,900)
|
(74,214)
|
(74,214)
|
|
10,584,756
|
2,4545
|
2.88%
|
28,473
|
25,721
|
25,980
|
25,980
|
(*)
Market value calculated based on the closing share price at March 31, 2016 at
R$2.69 (R$2.43 in 2015), not considering the effect of occasional
volatilities.
The
Company holds shares in treasury acquired in 2001 in order to guarantee the
performance of lawsuits (Note 16(a)(i)).
The change
in the number of outstanding shares is as follows:
|
Common shares - In thousands
|
Outstanding shares as of
December 31, 2015
|
367,481
|
Shares held by the management
members of the Company
|
(2,350)
|
Outstanding shares as of
March 31, 2016
|
365,131
|
|
|
Weighted average shares
outstanding
|
366,681
|
18.2. Stock option plan
Expenses
for granting stocks recorded under the account “General and administrative
expenses” (Note 23) in the periods ended March 31, 2016 and 2015, are as
follows:
|
03/31/2016
|
03/31/2015
|
|
|
|
Gafisa
|
1,891
|
2,091
|
Tenda
|
533
|
527
|
|
2,424
|
2,618
|
(i)
Gafisa
The
Company has a total of four stock option plans comprising common shares,
launched in 2012, 2013, 2014 and 2015 which follows the rules established in the
Stock Option Plan of the Company.
The
granted options entitle their holders (beneficiaries) to purchase common shares
of the Company’s capital, after periods that vary from one to five years of
employment in the Company (essential condition to exercise the option), and
expire six to ten years after the grant date.
76
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
18.
Equity
--Continued
18.2. Stock option plan
--
Continued
(i)
Gafisa
--
Continued
The fair
value of options is set on the grant date, and it is recognized as expense in
profit or loss for the year (as contra-entry to equity) during the vesting
period of the plan, to the extent the services are provided by employees and
management members.
In the
period ended March 31, 2016, there was no change in the options
outstanding.
As of
March 31, 2016, stock options outstanding and exercisable are as
follows:
Options outstanding
|
Options exercisable
|
Number of options
|
Weighted average remaining contractual life
(years)
|
Weighted average exercise price
(Reais)
|
Number of options
|
Weighted average exercise price
(Reais
|
|
|
|
|
|
11,743,379
|
4.07
|
1.83
|
1,757,598
|
2.59
|
During the
period ended March 31, 2016, the Company did not grant options in connection
with its stock option plan comprising common shares (3,567,201 options granted
in the year ended December 31, 2015).
(ii)
Tenda
Tenda has
a stock option plan for common shares, created in 2014, by which a total of
42,259,687 stock options were granted to employees and management members of the
subsidiary, with exercise dates between March 31, 2017 and March 31,
2020.
In the
period ended March 31, 2016, the subsidiary Tenda did not grant options in
connection with its stock option plan for common shares.
18.3. Share-based payment –
Phantom Shares
As of
March 31, 2016, the amount of R$1,373 (R$889 in 2015), related to the fair value
of the phantom shares granted, is recognized in the heading “Other payables”
(Note 15).
The other
explanations related to this note were not subject to significant changes in
relation to the disclosures in Note 18 to the individual and consolidated
financial statements as of December 31, 2015.
77
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
19.
Income tax and social contribution
(i)
Current income tax and social contribution
The
reconciliation of the effective tax rate for the periods ended March 31, 2016
and 2015 is as follows:
|
Company
|
Consolidated
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
03/31/2015
|
|
|
|
|
|
Profit (loss)
before income tax and social contribution, and statutory
interest
|
(50,999)
|
35,107
|
(39,606)
|
43,761
|
Income tax
calculated at the applicable rate - 34 %
|
17,340
|
(11,936)
|
13,448
|
(14,878)
|
Net effect of subsidiaries
taxed by presumed profit
|
-
|
-
|
(2,630)
|
(3,343)
|
Tax losses (tax
loss carryforwards used)
|
(971)
|
(1,484)
|
(1,015)
|
(1,744)
|
Income from
equity method investments
|
3,426
|
18,904
|
4,646
|
6,191
|
Stock option plan
|
(478)
|
(711)
|
(659)
|
(890)
|
Other permanent
differences
|
(6,036)
|
(2,711)
|
(10,033)
|
(5,119)
|
Charges on payables to
venture partners
|
(279)
|
277
|
(111)
|
355
|
Tax benefits
recognized (
not recognized
)
|
(15,230)
|
(5,795)
|
(16,391)
|
7,268
|
|
(2,228)
|
(3,456)
|
(12,745)
|
(12,160)
|
|
|
|
|
|
Tax expenses -
current
|
(2,228)
|
(3,456)
|
(10,213)
|
(6,860)
|
Tax income -
deferred
|
-
|
-
|
(2,532)
|
(5,300)
|
(ii)
Deferred income tax and social contribution
As of
March 31, 2016 and December 31, 2015, deferred income tax and social
contribution are from the following sources:
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
Assets
|
|
|
|
|
Provisions for
legal claims
|
63,615
|
62,178
|
82,735
|
82,614
|
Temporary
differences – PIS and COFINS deferred
|
8,299
|
10,636
|
14,103
|
16,404
|
Provisions for
realization of non-financial assets
|
1,849
|
1,849
|
11,776
|
11,776
|
Temporary
differences – CPC adjustment
|
32,357
|
40,089
|
36,915
|
44,748
|
Other
provisions
|
71,181
|
60,745
|
100,544
|
85,912
|
Income tax and
social contribution loss carryforwards
|
74,593
|
75,768
|
312,140
|
317,282
|
Tax benefits of
subsidiaries
|
28,165
|
28,165
|
28,165
|
28,165
|
Tax credits not
recognized
|
(15,230)
|
-
|
(289,388)
|
(272,997)
|
|
264,829
|
279,430
|
296,990
|
313,904
|
|
|
|
|
|
Liabilities
|
|
|
|
|
Negative
goodwill
|
(92,385)
|
(92,385)
|
(92,384)
|
(92,385)
|
Temporary
differences –CPC adjustment
|
(130,674)
|
(131,096)
|
(131,306)
|
(130,929)
|
Differences between income
taxed on cash basis
and recorded on an accrual basis
|
(51,855)
|
(66,034)
|
(93,475)
|
(107,079)
|
|
(274,914)
|
(289,515)
|
(317,165)
|
(330,393)
|
|
|
|
|
|
Total
net
|
(10,085)
|
(10,085)
|
(20,175)
|
(16,489)
|
The
balances of income tax and social contribution loss carryforwards for offset are
as follows:
|
Company
|
|
03/31/2016
|
|
12/31/2015
|
|
Income tax
|
Social contribution
|
Total
|
|
Income tax
|
Social contribution
|
Total
|
Balance of income
tax and social contribution loss carryforwards
|
219,393
|
219,393
|
|
|
222,849
|
222,849
|
|
Deferred tax asset
(25%/9%)
|
54,848
|
19,745
|
74,593
|
|
55,712
|
20,056
|
75,768
|
Recognized
deferred tax asset
|
54,848
|
19,745
|
74,593
|
|
55,712
|
20,056
|
75,768
|
Unrecognized
deferred tax asset
|
-
|
-
|
-
|
|
-
|
-
|
-
|
78
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
19.
Income tax and social contribution
--Continued
(ii)
Deferred income tax and social
contribution
--Continued
|
Consolidated
|
|
03/31/2016
|
|
12/31/2015
|
|
Income tax
|
Social contribution
|
Total
|
|
Income tax
|
Social contribution
|
Total
|
Balance of income
tax and social contribution loss carryforwards
|
918,061
|
918,061
|
|
|
933,182
|
933,182
|
|
Deferred tax asset
(25%/9%)
|
229,515
|
82,626
|
312,140
|
|
233,296
|
83,986
|
317,282
|
Recognized
deferred tax asset
|
54,848
|
19,745
|
74,593
|
|
55,712
|
20,056
|
75,768
|
Unrecognized
deferred tax asset
|
174,667
|
62,881
|
237,547
|
|
177,584
|
63,930
|
241,514
|
Based on
the estimate of projections for generation of future taxable profit of Gafisa,
the estimated recovery of the Company’s balance of deferred income tax and
social contribution is as follows:
|
Company and Consolidated
|
|
Income tax and social contribution
loss
|
|
Income tax and social contribution
loss
|
|
|
|
|
2016
|
13,027
|
|
4,429
|
2017
|
8,282
|
|
2,816
|
2018
|
3,056
|
|
1,039
|
2019
|
27,174
|
|
9,239
|
2020 to
2026
|
167,854
|
|
57,070
|
|
219,393
|
|
74,593
|
The other
explanations related to this note were not subject to significant changes in
relation to the disclosures in Note 19 to the financial statements as of
December 31,2015.
20.
Financial instruments
The
Company and its subsidiaries engage in operations involving financial
instruments. These instruments are managed through operational strategies and
internal controls aimed at providing liquidity, return and safety. The use of
financial instruments with the objective of hedging is achieved through a
periodical analysis of exposure to the risk that the management intends to cover
(exchange, interest rate, etc.) which is submitted to the corresponding
Management bodies for approval and performance of the proposed strategy. The
control policy consists of continuously monitoring the contracted conditions in
relation to the prevailing market conditions. The Company and its subsidiaries
do not use derivatives or any other risky assets for speculative purposes. The
result from these operations is consistent with the policies and strategies
devised by Company management. The Company and its subsidiaries operations are
subject to the following risk factors:
(i)
Risk
considerations
a)
Credit
risk
There was
no significant change in relation to the credit risks disclosed in Note 20(i)(a)
to the financial statements as of December 31, 2015.
79
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
20.
Financial instruments
--Continued
(i)
Risk
considerations
--Continued
b)
Derivative
financial instruments
The
Company holds derivative instruments to mitigate the risk arising from its
exposure to index and interest volatility recognized at their fair value in
profit or loss for the year. Pursuant to its treasury policies, the Company does
not own or issue derivative financial instruments other than for hedging
purposes.
As of
March 31, 2016, the Company had derivative contracts for hedging purposes in
relation to interest fluctuations, with final maturity between June 2016 and
January 2020. The derivative contracts are as follows:
Consolidated
|
|
|
Reais
|
Percentage
|
Validity
|
Gain (loss) not realized by derivative
instruments - net
|
|
|
|
|
|
|
|
Companies
|
Swap agreements (Fixed for CDI
)
|
Face value
|
Original Index – asset position
|
Swap – liability position
|
Beginning
|
End
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
|
|
|
|
Gafisa
S/A
|
Banco
Votorantim S.A.
|
55,000
|
Fixed 14.2672%
|
CDI +
1.6344%
|
12/21/2015
|
06/20/2016
|
(417)
|
(637)
|
Gafisa
S/A
|
Banco
Votorantim S.A.
|
27,500
|
Fixed 11.1136%
|
CDI +
0.2801%
|
06/20/2016
|
12/20/2016
|
(359)
|
(641)
|
Gafisa
S/A
|
Banco
Votorantim S.A.
|
27,500
|
Fixed 15.1177%
|
CDI +
1.6344%
|
12/20/2016
|
06/20/2017
|
(35)
|
(399)
|
Gafisa
S/A
|
Banco
Votorantim S.A.
|
130,000
|
CDI + 1.90%
|
118% CDI
|
07/22/2014
|
07/26/2018
|
(992)
|
(2,216)
|
Gafisa
S/A
|
Banco
HSBC
|
194,000
|
Fixed 12.8727%
|
120% CDI
|
09/29/2014
|
10/08/2018
|
(7,327)
|
(15,907)
|
Gafisa
S/A
|
Banco
Votorantim S.A.
|
55,000
|
IPCA + 8.22%
|
120% CDI
|
03/17/2015
|
01/20/2020
|
3,925
|
(1,874)
|
|
|
|
|
|
|
|
(5,205)
|
(21,674)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
|
(9,936)
|
(14,056)
|
|
|
|
|
|
Non-current
|
4,731
|
(7,618)
|
During the
period ended March 31, 2016, the amount of R$10,184 (R$(2,756) in 2015) in the
Company’s and consolidated statements, which refers to net result of the
interest swap transaction, was recognized in the “financial income (expenses)”
line in the statement of profit or loss for the year, allowing correlation
between the impact of such transactions and interest rate fluctuation in the
Company’s balance sheet (Note 24).
The estimated fair
value of derivative financial instruments contracted by the Company was
determined based on information available in the market and specific valuation
methodologies. However, considerable judgment was necessary for interpreting
market data to produce the estimated fair value of each transaction, which may
vary upon the financial settlement of transactions.
c)
Interest
rate risk
There was
no significant change in relation to the interest rate risks disclosed in Note
20(i)(c) to the financial statements as of December 31, 2015.
80
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
20.
Financial instruments
--Continued
(i)
Risk
considerations
--Continued
d)
Liquidity
risk
There was
no significant change in relation to the liquidity risks disclosed in Note
20(i)(d) to the financial statements as of December 31, 2015.
The
maturities of financial instruments, loans, financing, suppliers, payables to
venture partners and debentures are as follows:
|
Company
|
Period ended March 31, 2016
|
Less
than 1 year
|
1 to
3 years
|
4 to
5 years
|
More
than 5 years
|
Total
|
Loans
and financing (Note 12)
|
556,724
|
571,901
|
-
|
-
|
1,128,625
|
Debentures (Note 13)
|
192,684
|
459,344
|
-
|
-
|
652,028
|
Payables to venture partners
(Note 15)
|
3,573
|
1,140
|
-
|
-
|
4,713
|
Suppliers (Note 15 and Note 20.ii.a)
|
40,176
|
2,796
|
-
|
-
|
42,972
|
|
793,157
|
1,035,181
|
-
|
-
|
1,828,338
|
|
Consolidated
|
Period ended March 31, 2016
|
Less
than 1 year
|
1 to
3 years
|
4 to
5 years
|
More
than 5 years
|
Total
|
Loans
and financing (Note 12)
|
627,962
|
698,427
|
15,155
|
-
|
1,341,544
|
Debentures (Note 13)
|
399,744
|
459,344
|
-
|
-
|
859,088
|
Payables to venture partners
(Note 15)
|
5,342
|
1,140
|
-
|
-
|
6,482
|
Suppliers (Note 15 and Note 20.ii.a)
|
80,245
|
5,790
|
-
|
-
|
86,035
|
|
1,113,293
|
1,164,701
|
15,155
|
-
|
2,293,149
|
Fair value classification
The
Company uses the same classification disclosed in Note 21(i)(d) to the financial
statements as of December 31, 2015 to determine and disclose the fair value of
financial instruments by the valuation technique.
The
classification level of fair value for financial instruments measured at fair
value through profit or loss of the Company as of March 31, 2016 and December
31, 2015 is as follows:
|
Company
|
Consolidated
|
|
Fair value classification
|
As of March 31, 2016
|
Level 1
|
Level 2
|
Level 3
|
Level 1
|
Level 2
|
Level 3
|
|
|
|
|
|
|
|
Financial
assets
|
|
|
|
|
|
|
Short-term investments (Note
4.2)
|
-
|
334,633
|
-
|
-
|
648,359
|
-
|
|
Company
|
Consolidated
|
|
Fair value classification
|
As of December 31,
2015
|
Level 1
|
Level 2
|
Level 3
|
Level 1
|
Level 2
|
Level 3
|
|
|
|
|
|
|
|
Financial
assets
|
|
|
|
|
|
|
Short-term investments (Note
4.2)
|
-
|
350,343
|
-
|
-
|
629,671
|
-
|
81
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
20.
Financial instruments
--Continued
(i)
Risk
considerations
--Continued
d)
Liquidity
risk
--Continued
Fair value classification
--Continued
In addition, the fair
value classification of financial instruments liabilities measured at fair value
through profit or loss is as follow:
|
Company
|
Consolidated
|
|
Fair value classification
|
As of March 31, 2016
|
Level 1
|
Level 2
|
Level 3
|
Level 1
|
Level 2
|
Level 3
|
|
|
|
|
|
|
|
Financial
liabilities
|
|
|
|
|
|
|
Payables to
venture partners
(Note 20.i.b)
|
-
|
5,205
|
-
|
-
|
5,205
|
-
|
|
Company
|
Consolidated
|
|
Fair value classification
|
As of December 31, 2015
|
Level 1
|
Level 2
|
Level 3
|
Level 1
|
Level 2
|
Level 3
|
|
|
|
|
|
|
|
Financial
liabilities
|
|
|
|
|
|
|
Payables to
venture partners
(Note 20.i.b)
|
-
|
21,674
|
-
|
-
|
21,674
|
-
|
In the
period ended March 31, 2016, there were no transfers between the Levels 1 and 2
fair value classifications, nor were transfers between Levels 3 and 2 fair value
classifications.
(ii)
Fair value
of financial instruments
a)
Fair value
measurement
The
Company uses the same methods and assumptions disclosed in Note 20(ii)(a) to the
financial statements as of December 31, 2015 to estimate the fair value for each
financial instrument type for which the estimate of values is
practicable.
The most significant carrying
values and fair values of financial assets and liabilities as of March 31, 2016
and December 31, 2015, classified into Level 2 of the fair value classification,
are as follows:
|
Company
|
|
03/31/2016
|
12/31/2015
|
|
Carrying value
|
Fair value
|
Carrying value
|
Fair value
|
|
|
|
|
Financial
assets
|
|
|
|
|
Cash and cash equivalents
(Note 4.1)
|
26,601
|
26,601
|
44,044
|
44,044
|
Short-term investments (Note
4.2)
|
334,633
|
334,633
|
350,343
|
350,343
|
Trade accounts receivable
(Note 5)
|
924,515
|
924,515
|
986,042
|
986,042
|
|
|
|
|
|
Financial
liabilities
|
|
|
|
|
Loans and financing (Note
12)
|
1,128,625
|
1,235,365
|
1,138,660
|
1,095,844
|
Debentures (Note
13)
|
652,028
|
660,546
|
656,081
|
633,238
|
Payables to
venture partners
(Note 15)
|
4,713
|
5,733
|
4,713
|
5,472
|
Derivative financial
instruments (Note 20(i)(b))
|
5,205
|
5,205
|
21,674
|
21,674
|
Suppliers (Note
20(i)(d))
|
42,972
|
42,972
|
32,115
|
32,115
|
82
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
20.
Financial instruments
--Continued
(ii)
Fair value
of financial instruments
--Continued
a)
Fair value measurement --Continued
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
|
Carrying value
|
Fair value
|
Carrying value
|
Fair value
|
|
|
|
|
Financial
assets
|
|
|
|
|
Cash and cash equivalents
(Note 4.1)
|
143,717
|
143,717
|
82,640
|
82,640
|
Short-term investments (Note
4.2)
|
648,359
|
648,359
|
629,671
|
629,671
|
Trade accounts receivable
(Note 5)
|
1,702,656
|
1,702,656
|
1,802,364
|
1,802,364
|
|
|
|
|
|
Financial
liabilities
|
|
|
|
|
Loans and financing (Note
12)
|
1,341,544
|
1,311,596
|
1,292,835
|
1,237,222
|
Debentures (Note
13)
|
859,088
|
863,357
|
857,958
|
828,387
|
Payables to
venture partners
(Note 15)
|
6,482
|
5,733
|
4,895
|
5,472
|
Derivative financial
instruments (Note 20(i)(b))
|
5,205
|
5,205
|
21,674
|
21,674
|
Suppliers
(Note
20(i)(d))
|
86,035
|
86,035
|
57,335
|
57,335
|
There was
no significant change in relation to the other information disclosed in Note
20(ii)(a) to the financial statements as of December 31, 2015.
b)
Risk of debt acceleration
There was
no significant change in relation to the risks of debt acceleration disclosed in
Note 20(ii)(b) to the financial statements as of December 31, 2015.
c)
Market risk
There was
no significant change in relation to the risks of debt acceleration disclosed in
Note 20(ii)(c) to the financial statements as of December 31, 2015.
(iii)
Capital
stock management
The other
explanations related to this note were not subject to significant changes in
relation to the disclosures in Note 20(iii) to the individual and consolidated
financial statements as of December 31,2015.
The
Company included in its net debt structure: loans and financing, debentures,
obligations assumed on assignment of receivables and payables to venture
partners less cash and cash equivalents and short-term investments (cash and
cash equivalents and short-term investments):
|
Company
|
Consolidated
|
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Loans and
financing (Note 12)
|
1,128,625
|
1,138,660
|
1,341,544
|
1,292,835
|
Debentures (Note
13)
|
652,028
|
656,081
|
859,088
|
857,958
|
Obligations
assumed on assignment of receivables (Note 14)
|
55,320
|
34,847
|
82,129
|
59,293
|
Payables to
venture partners (Note 15)
|
4,713
|
4,713
|
6,482
|
4,895
|
( - ) Cash and cash
equivalents and
short-term investments (Note 4.1 and
4.2)
|
(361,234)
|
(394,387)
|
(792,076)
|
(712,311)
|
Net
debt
|
1,479,452
|
1,439,914
|
1,497,167
|
1,502,670
|
Equity
|
3,043,671
|
3,095,491
|
3,046,284
|
3,097,236
|
Equity and net
debt
|
4,523,123
|
4,535,405
|
4,543,451
|
4,599,906
|
83
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
20.
Financial instruments
--Continued
(iv)
Sensitivity analysis
The
sensitivity analysis of financial instruments for the period ended March 31,
2016, except swap contracts, which are analyzed through their due dates,
describing the risks that may incur material losses on the Company’s profit or
loss, as provided for by CVM, through Rule No. 475/08, in order to show a 10%,
25% and 50% increase/decrease in the risk variable considered.
As of
March 31, 2016, as well as derivative instruments, the Company has the following
financial instruments:
a)
Short-term
investments, loans and financing, and debentures linked to Interbank Deposit
Certificates (CDI);
b)
Loans and
financing and debentures linked to the Referential Rate (TR) and CDI, and
debentures indexed to the CDI, IPCA and TR;
c)
Accounts
receivable, linked to the National Civil Construction Index (INCC).
For the
sensitivity analysis in the period ended March 31, 2016, the Company considered
the interest rates of investments, loans and accounts receivables, the CDI rate
at 14.13%, TR rate at 1.97%, INCC rate at 7.18%, and the National Consumer Price
Index – Extended (IPCA) at 9.39% . The scenarios considered were as
follows:
Scenario I
– Probable:
10%
increase/decrease in the risk variables used for pricing
Scenario
II – Possible:
25%
increase/decrease in the risk variables used for pricing
Scenario
III –
Remote:
50% increase/decrease in the risk variables used for
pricing
The
Company shows in the following chart the sensitivity to risks to which the
Company is exposed, based on the above scenarios, as of March 31, 2016. The
effects on equity are basically the same ones on profit or loss.
|
|
Scenario
|
|
|
I
|
II
|
III
|
III
|
II
|
I
|
Instrument
|
Risk
|
Increase 10%
|
Increase 25%
|
Increase 50%
|
Decrease 50%
|
Decrease 25%
|
Decrease 10%
|
|
|
|
|
|
|
|
|
Short-term
investments
|
Increase/Decrease of CDI
|
7,688
|
19,222
|
38,443
|
(38,443)
|
(19,222)
|
(7,688)
|
Loans and
financing
|
Increase/Decrease of CDI
|
(5,567)
|
(13,917)
|
(27,834)
|
27,834
|
13,917
|
5,567
|
Debentures
|
Increase/Decrease of CDI
|
(1,419)
|
(3,547)
|
(7,093)
|
7,093
|
3,547
|
1,419
|
Derivative financial
instruments
|
Increase/Decrease of CDI
|
(6,455)
|
(15,821)
|
(30,826)
|
34,151
|
16,576
|
6,493
|
|
|
|
|
|
|
|
|
Net effect of
CDI variation
|
|
(5,753)
|
(14,063)
|
(27,310)
|
30,635
|
14,818
|
5,791
|
|
|
|
|
|
|
|
|
Loans and
financing
|
Increase/Decrease of TR
|
(1,715)
|
(4,287)
|
(8,573)
|
8,573
|
4,287
|
1,715
|
Debentures
|
Increase/Decrease of TR
|
(1,432)
|
(3,581)
|
(7,163)
|
7,163
|
3,581
|
1,432
|
|
|
|
|
|
|
|
|
Net effect of
TR variation
|
|
(3,147)
|
(7,868)
|
(15,736)
|
15,736
|
7,868
|
3,147
|
|
|
|
|
|
|
|
|
Debentures
|
Increase/Decrease of IPCA
|
(616)
|
(1,539)
|
(3,078)
|
3,078
|
1,539
|
616
|
|
|
|
|
|
|
|
|
Net effect of
IPCA variation
|
|
(616)
|
(1,539)
|
(3,078)
|
3,078
|
1,539
|
616
|
|
|
|
|
|
|
|
|
Accounts
receivable
|
Increase/Decrease of INCC
|
11,411
|
28,527
|
57,052
|
(57,052)
|
(28,527)
|
(11,411)
|
|
|
|
|
|
|
|
|
Net effect of
INCC variation
|
|
11,411
|
28,527
|
57,052
|
(57,052)
|
(28,527)
|
(11,411)
|
|
|
|
|
|
|
|
|
84
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
21.
Related parties
21.1. Balances with related parties
The
transactions between the Company and related companies are made under conditions
and prices established between the parties.
|
Company
|
Consolidated
|
Current accounts
|
03/31/2016
|
12/31/2015
|
03/31/2016
|
12/31/2015
|
|
|
|
|
|
Assets
|
|
|
|
|
Current account
:
|
|
|
|
|
Total
SPEs
|
56,204
|
55,023
|
78,798
|
86,010
|
Condominium and consortia and thirty party’s works
|
8,254
|
9,108
|
8,255
|
9,108
|
Loan receivable
|
82,628
|
78,818
|
113,128
|
109,193
|
Dividends
receivable
|
16,204
|
14,279
|
-
|
-
|
|
163,290
|
157,228
|
200,181
|
204,311
|
|
|
|
|
|
Current
portion
|
80,662
|
78,410
|
87,053
|
95,118
|
Non-current
|
82,628
|
78,818
|
113,128
|
109,193
|
|
|
|
|
|
Liabilities
|
|
|
|
|
Current
account:
|
|
|
|
|
Total SPEs and
Tenda
|
(915,460)
|
(790,895)
|
(76,556)
|
(76,620)
|
Loan payable
|
(7,830)
|
(10,480)
|
(51,256)
|
(51,482)
|
|
(923,290)
|
(801,375)
|
(127,812)
|
(128,102)
|
|
|
|
|
|
Current
portion
|
(923,290)
|
(801,375)
|
(84,386)
|
(87,100)
|
Non-current
|
-
|
-
|
(43,426)
|
(41,002)
|
The
composition, nature and condition of loan receivable and payable by the Company
are shown below. Loan maturities range from June 2016 to the duration of the
respective ventures.
|
Company
|
|
|
|
03/31/2016
|
12/31/2015
|
Nature
|
Interest rate
|
|
|
|
|
|
Tembok Planej.
E Desenv. Imob.
Ltda. (Vistta Laguna)
|
11,044
|
11,044
|
Construction
|
12% p.a. +
IGPM
|
Acquarelle
Civilcorp Incorporações Ltda.
|
232
|
287
|
Construction
|
12% p.a. +
IGPM
|
Manhattan
Residencial I
|
55,402
|
53,862
|
Construction
|
10% p.a. +
TR
|
Target Offices
& Mall
|
5,430
|
3,105
|
Construction
|
12% p.a. +
IGPM
|
Scena Laguna -
Tembok Planej. e Desenv.
Imob. Ltda.
|
10,520
|
10,520
|
Construction
|
12% p.a. +
IGPM
|
Total
receivable - Company
|
82,628
|
78,818
|
|
|
|
|
|
|
|
Gafisa Spe-113
Empr Imob
|
776
|
3,788
|
Construction
|
100% of
CDI
|
Dubai
Residencial
|
2,943
|
2,650
|
Construction
|
6%
p.a.
|
Parque
Arvores
|
2,270
|
2,270
|
Construction
|
6%
p.a.
|
Parque
Aguas
|
1,841
|
1,772
|
Construction
|
6%
p.a.
|
Total payable -
Company
|
7,830
|
10,480
|
Construction
|
6%
p.a.
|
|
Consolidated
|
|
|
|
03/31/2016
|
12/31/2015
|
Nature
|
Interest rate
|
|
|
|
|
|
Tembok Planej.
E Desenv. Imob.
Ltda. (Vistta Laguna)
|
11,044
|
11,044
|
Construction
|
12% p.a. +
IGPM
|
Acquarelle Civilcorp Incorporações
Ltda.
|
232
|
287
|
Construction
|
12% p.a. +
IGPM
|
Manhattan Residencial I
|
55,402
|
53,862
|
Construction
|
10% p.a. +
TR
|
Target Offices & Mall
|
5,430
|
3,105
|
Construction
|
12% p.a. +
IGPM
|
Scena Laguna -
Tembok Planej. e Desenv.
Imob. Ltda.
|
10,520
|
10,520
|
Construction
|
12% p.a. +
IGPM
|
Fit
Campolim SPE Emp. Imob. Ltda.
|
14,171
|
14,097
|
Construction
|
113.5% of 126.5% of CDI
|
Acedio SPE Emp.
Imob. Ltda.
|
3,312
|
3,260
|
Construction
|
113.5% of 126.5% of CDI
|
Atua
Construtora e Incorporadora S.A.
|
12,168
|
12,168
|
Construction
|
113.50% to 112% of CDI
|
Other
|
849
|
850
|
Construction
|
Several
|
Total receivable - Consolidated
|
113,128
|
109,193
|
|
|
|
|
|
|
|
Fit 34 SPE
Empreendimentos Imobiliários Ltda.
|
22,343
|
21,925
|
Construction
|
6%
p.a.
|
Fit 03 SPE
Empreendimentos Imobiliários Ltda.
|
8,061
|
7,912
|
Construction
|
6%
p.a.
|
Fit 11 SPE
Empreendimentos Imobiliários Ltda.
|
6,022
|
5,910
|
Construction
|
6%
p.a.
|
Gafisa Spe-113
Empr Imob
|
776
|
3,788
|
Construction
|
100% of
CDI
|
Parque dos
Pássaros
|
3,874
|
2,725
|
Construction
|
6%
p.a.
|
Dubai
Residencial
|
2,943
|
2,650
|
Construction
|
6%
p.a.
|
Parque
Arvores
|
2,270
|
2,270
|
Construction
|
6%
p.a.
|
Parque
Aguas
|
1,841
|
1,772
|
Construction
|
6%
p.a.
|
Fit 31 SPE
Empreendimentos Imobiliários Ltda.
|
1,323
|
1,298
|
Construction
|
6%
p.a.
|
Araçagy
|
1,803
|
1,232
|
Construction
|
6%
p.a.
|
Total payable -
Consolidated
|
51,256
|
51,482
|
|
|
In the
period ended March 31, 2016 the recognized financial income from interest on
loans amounted to R$1,596 (R$2,133 in 2015) in the Company’s statement and
R$1,625 (R$2,174 in 2015) in the consolidated statement (Note 24).
85
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
21.
Related parties
--Continued
21.1. Balances with related parties
--Continued
Information regarding management transactions and
compensation is described in Note
25.
The other
explanation related to this note was not subject to significant changes in
relation to those reported in Note 21 to the financial statements as of December
31, 2015.
21.2. Endorsements, guarantees and
sureties
The
financial transactions of the subsidiaries are guaranteed by the endorsement or
surety in proportion to the interest of the Company in the capital stock of such
companies, in the amount of R$1,358,938 as of March 31, 2016 (R$1,067,950 as of
December 31, 2015).
22.
Net operating revenue
|
Company
|
Consolidated
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
03/31/2015
|
Gross
operating revenue
|
|
|
|
|
Real
estate development, sale, barter transactions and construction
services
|
144,077
|
297,807
|
451,393
|
555,828
|
(Recognition) Reversal of allowance for doubtful
accounts and provision for cancelled contracts (Note 5)
|
(6,064)
|
(626)
|
(14,849)
|
9,026
|
Taxes
on sale of real estate and services
|
(11,040)
|
(26,780)
|
(31,010)
|
(45,353)
|
Net
operating revenue
|
126,973
|
270,401
|
405,534
|
519,501
|
23.
Costs and expenses by nature
These are represented by the following
:
|
Company
|
Consolidated
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
03/31/2015
|
Cost of real
estate development and sale:
|
|
|
|
|
Construction
cost
|
(63,357)
|
(116,316)
|
(194,122)
|
(227,823)
|
Land
cost
|
(26,012)
|
(35,952)
|
(71,946)
|
(62,508)
|
Development
cost
|
(8,226)
|
(10,999)
|
(23,559)
|
(24,697)
|
Capitalized
financial charges (Note 12)
|
(26,048)
|
(24,962)
|
(38,038)
|
(30,102)
|
Maintenance /
warranty
|
(1,223)
|
(14,945)
|
(2,256)
|
(15,828)
|
Provision for
cancelled contracts (Note 5)
|
-
|
-
|
(3,412)
|
(9,343)
|
Total cost of
real estate development and sale
|
(124,866)
|
(203,174)
|
(333,333)
|
(370,301)
|
|
|
|
|
|
Commercial
expenses:
|
|
|
|
|
Product marketing
expenses
|
(4,325)
|
(5,927)
|
(15,556)
|
(13,945)
|
Brokerage and
sale commission
|
(5,004)
|
(3,406)
|
(12,929)
|
(8,014)
|
Customer
Relationship Management (CRM) and corporate marketing
expenses
|
(2,997)
|
(1,929)
|
(3,698)
|
(4,539)
|
Other
|
(2,085)
|
(261)
|
(2,835)
|
(615)
|
Total commercial
expenses
|
(14,411)
|
(11,523)
|
(35,018)
|
(27,113)
|
|
|
|
|
|
General and
administrative expenses:
|
|
|
|
|
Salaries and
payroll charges
|
(8,401)
|
(9,523)
|
(17,725)
|
(18,774)
|
Employee
benefits
|
(1,046)
|
(1,195)
|
(1,947)
|
(1,955)
|
Travel and
utilities
|
(188)
|
(299)
|
(565)
|
(608)
|
Services
|
(2,540)
|
(3,147)
|
(5,402)
|
(5,543)
|
Rents and
condominium fees
|
(2,144)
|
(2,603)
|
(3,363)
|
(3,748)
|
IT
|
(4,442)
|
(4,170)
|
(4,260)
|
(7,379)
|
Stock option plan
(Note 18.3)
|
(1,891)
|
(2,091)
|
(2,424)
|
(2,618)
|
Reserve for
profit sharing (Note 25.iii)
|
(6,250)
|
(6,000)
|
(8,342)
|
(2,914)
|
Other
|
(100)
|
144
|
(1,994)
|
(129)
|
Total general and
administrative expenses
|
(27,002)
|
(28,884)
|
(46,022)
|
(43,668)
|
|
|
|
|
|
Other income
(expenses), net:
|
|
|
|
|
Expenses with
lawsuits (Note 16)
|
(15,169)
|
(18,711)
|
(22,888)
|
(26,070)
|
Other
|
1,445
|
(8,482)
|
(6,905)
|
(7,485)
|
Total other
income/(expenses), net
|
(13,724)
|
(27,193)
|
(29,793)
|
(33,555)
|
|
|
|
|
|
86
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
24.
Financial income (expenses)
|
Company
|
Consolidated
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
03/31/2015
|
Financial
income
|
|
|
|
|
Income from financial
investments
|
10,942
|
15,504
|
19,763
|
28,320
|
Financial income on loans
(Note 21)
|
1,596
|
2,133
|
1,596
|
2,174
|
Other financial
income
|
1,135
|
519
|
4,072
|
2,118
|
Total financial
income
|
13,673
|
18,156
|
25,431
|
32,612
|
|
|
|
|
|
Financial
expenses
|
|
|
|
|
Interest on funding, net of
capitalization (Note 12)
|
(10,722)
|
(19,057)
|
(17,767)
|
(23,832)
|
Amortization of debenture
cost
|
(618)
|
(983)
|
(618)
|
(983)
|
Payables to venture
partners
|
(396)
|
(576)
|
(396)
|
(576)
|
Banking
expenses
|
(1,687)
|
(862)
|
(2,389)
|
(1,207)
|
Derivative transactions (Note
20 (i) (b))
|
10,184
|
(2,756)
|
10,184
|
(2,756)
|
Discount in securitization
transaction
|
(10,408)
|
(6,729)
|
(16,386)
|
(11,474)
|
Total financial
expenses
|
(13,647)
|
(30,963)
|
(27,372)
|
(40,828)
|
25.
Transactions with management and employees
(i)
Management
compensation
The
amounts recorded in the account “general and administrative expenses” for the
periods ended March 31, 2016 and 2015, related to the compensation of the
Company’s key management personnel are as follows:
|
Management compensation
|
|
Period ended March 31, 2016
|
Board of Directors
|
Statutory Board
|
Fiscal Council
|
|
|
|
|
Number of
members
|
7
|
5
|
3
|
Annual fixed
compensation
(in R$)
|
423
|
911
|
48
|
Salary /
Fees
|
423
|
825
|
48
|
Direct and
indirect benefits
|
-
|
86
|
-
|
Monthly
compensation
(in R$)
|
141
|
304
|
16
|
Total compensation
|
423
|
911
|
48
|
Profit sharing (Note 25 (iii))
|
-
|
1.138
|
-
|
Total compensation and profit
sharing
|
423
|
2.049
|
48
|
|
Management compensation
|
|
Period ended March 31, 2015
|
Board of Directors
|
Statutory Board
|
Fiscal Council
|
|
|
|
|
Number of
members
|
7
|
5
|
3
|
Annual fixed
compensation
(in R$)
|
423
|
921
|
50
|
Salary /
Fees
|
423
|
825
|
50
|
Direct and
indirect benefits
|
-
|
96
|
-
|
Monthly
compensation
(in R$)
|
141
|
307
|
17
|
Total compensation
|
423
|
921
|
50
|
Profit sharing (Note 25 (iii))
|
-
|
1.138
|
-
|
Total compensation and profit
sharing
|
423
|
2.059
|
50
|
|
|
|
|
The amount
related to the stock compensation of the Company’s management members was R$893
for the period ended March 31, 2016 (R$1,391 in 2015).
The
maximum aggregate compensation of the Company’s management members for the year
2016, was established at R$19,823, as approved at the Annual Shareholders’
Meeting held on April 25, 2016.
On the
same occasion the compensation limit of the Fiscal Council members for their
next term of office that ends in the Annual Shareholders’ Meeting to be held in
2017, was approved at R$245.
87
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
25.
Transactions with management and employees
--Continued
(ii)
Sales
In the
period ended March 31, 2016, there were no with units sold to the Management and
the total receivables is R$1,284 (R$1,610 in 2015).
(iii)
Profit
sharing
In the
period ended March 31, 2016, the Company recorded a provision for profit sharing
amounting to R$6,250 in the Company’s statement (R$6,000 in 2015) and
R$8,342 in the consolidated statement (R$2,914 in 2015) in the account “General
and Administrative Expenses" (Note 23).
|
Company
|
Consolidated
|
|
03/31/2016
|
03/31/2015
|
03/31/2016
|
03/31/2015
|
|
|
|
|
|
Executive officers
|
1,138
|
1,138
|
2,951
|
2,607
|
Other employees
|
5,112
|
4,862
|
7,422
|
7,607
|
Reclassification in subsidiary Tenda
|
-
|
-
|
-
|
(1,636)
|
Reversal in subsidiary Tenda
|
-
|
-
|
(2,031)
|
(5,664)
|
|
6,250
|
6,000
|
8,342
|
2,914
|
The other explanation related to this note was not subject
to significant changes in relation to those reported in Note 25 to the financial
statements as of December 31, 2015.
26.
Insurance
For the period ended
March 31, 2015, insurance contracts were not subject to significant changes in
relation to those disclosed in Note 26 to the financial statements as of
December 31, 2015.
27. Earning (loss) per share
The following table shows the
calculation of basic and diluted profit and loss per share. In view of the loss
for the period ended March 31, 2016, shares with dilutive potential are not
considered, because the impact would be antidilutive.
|
|
|
|
03/31/2016
|
03/31/2015
|
Basic numerator
|
|
|
Proposed
dividends and interest on equity
|
-
|
-
|
Undistributed profit
(loss)
|
(53,227)
|
31,651
|
Undistributed profit
(loss)
, available for the holders of common
shares
|
(53,227)
|
31,651
|
|
|
|
Basic denominator (in
thousands of shares
)
|
|
|
Weighted average number of
shares
|
366,681
|
367,259
|
|
|
|
Basic earning
(loss) per share in Reais
|
(0.1452)
|
0.0862
|
Diluted
numerator
|
|
|
Proposed
dividends and interest on equity
|
-
|
-
|
Undistributed earning
(loss)
|
(53,227)
|
31,651
|
Undistributed earning
(loss)
, available for the holders of common
shares
|
(53,227)
|
31,651
|
|
|
|
Diluted denominator (in
thousands of shares
)
|
|
|
Weighted average number of
shares
|
366,681
|
367,259
|
Stock
options
|
2,966
|
2,491
|
Anti-dilutive
effect
|
(2,966)
|
-
|
Diluted
weighted average number of shares
|
366,681
|
369,750
|
|
|
|
Diluted earning
(loss) per share in Reais
|
(0.1452)
|
0.0856
|
88
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
27. Earning (loss) per share
--Continued
The other explanation related to
this note was not subject to significant changes in relation to those reported
in Note 27 to the financial statements as of December 31, 2015.
28. Segment information
The
quarterly information of the business segments of the Company is as
follows:
|
|
|
Consolidated
|
|
Gafisa
|
Tenda
|
03/31/2016
|
Net operating
revenue
|
170,982
|
234,552
|
405,534
|
Operating costs
|
(167,526)
|
(165,807)
|
(333,333)
|
|
|
|
|
Gross profit
|
3,456
|
68,745
|
72,201
|
|
|
|
|
Selling
expenses
|
(16,746)
|
(18,272)
|
(35,018)
|
General and administrative
expenses
|
(27,002)
|
(19,020)
|
(46,022)
|
Other income / (expenses),
net
|
(14,576)
|
(15,217)
|
(29,793)
|
Depreciation and
amortization
|
(9,508)
|
(3,190)
|
(12,698)
|
Financial
expenses
|
(16,666)
|
(10,706)
|
(27,372)
|
Financial
income
|
16,622
|
8,809
|
25,431
|
Tax expenses
|
(5,990)
|
(6,755)
|
(12,745)
|
|
|
|
|
Profit (loss) for
the period attributed to the shareholders of the Company
|
(58,021)
|
4,794
|
(53,227)
|
|
|
|
|
Customers (short and long
term)
|
1,227,622
|
475,034
|
1,702,656
|
Inventories (short and long
term)
|
1,938,795
|
726,257
|
2,665,052
|
Other assets
|
1,627,194
|
785,051
|
2,412,245
|
|
|
|
|
Total assets
|
4,793,611
|
1,986,342
|
6,779,953
|
|
|
|
|
Total
liabilities
|
2,879,539
|
854,130
|
3,733,669
|
|
|
|
Consolidated
|
|
Gafisa
|
Tenda
|
03/31/2015
|
Net operating
revenue
|
340,058
|
179,443
|
519,501
|
Operating costs
|
(241,911)
|
(128,390)
|
(370,301)
|
|
|
|
|
Gross profit
|
98,147
|
51,053
|
149,200
|
|
|
|
|
Selling
expenses
|
(14,092)
|
(13,021)
|
(27,113)
|
General and administrative
expenses
|
(28,885)
|
(14,783)
|
(43,668)
|
Other income / (expenses),
net
|
(28,051)
|
(5,504)
|
(33,555)
|
Depreciation and
amortization
|
(8,279)
|
(3,390)
|
(11,669)
|
Financial
expenses
|
(29,021)
|
(11,807)
|
(40,828)
|
Financial
income
|
19,277
|
13,335
|
32,612
|
Tax expenses
|
(7,350)
|
(4,810)
|
(12,160)
|
|
|
|
|
Profit (loss) for
the period attributed to the shareholders of the Company
|
20,205
|
11,446
|
31,651
|
|
|
|
|
Customers (short and long
term)
|
1,459,650
|
434,103
|
1,893,753
|
Inventories (short and long
term)
|
1,798,087
|
759,669
|
2,557,756
|
Other assets
|
1,926,880
|
955,509
|
2,882,389
|
|
|
|
|
Total assets
|
5,184,617
|
2,149,281
|
7,333,898
|
|
|
|
|
Total
liabilities
|
3,220,310
|
1,042,697
|
4,263,007
|
The other
explanation related to this note was not subject to significant changes in
relation to those reported in Note 28 to the financial statements as of December
31, 2015.
89
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
29. Real estate ventures under construction –
information and commitments
In order to meet the provisions of
paragraphs 20 and 21 of ICPC 02, the recognized revenue amounts and incurred
costs are shown in the statement of profit or loss, and the advances received in
the account “Payables for purchase of property and advances from customer”.
The Company presents
the following
information on the ventures under construction as of March
31, 2016
and December 31, 2015:
|
|
Consolidated
|
|
|
03/31/2016
|
12/31/2015
|
|
|
|
|
Unappropriated sales revenue of units
sold
|
|
720,393
|
777,679
|
Unappropriated estimated cost of units
sold
|
|
(423,427)
|
(445,265)
|
Unappropriated estimated cost of units in
inventory
|
|
(715,115)
|
(795,995)
|
|
|
|
|
(i)
Unappropriated sales revenue of units sold
|
|
|
|
Ventures under construction:
|
|
|
|
Contracted sales revenue
|
|
2,665,483
|
2,761,219
|
Appropriated sales revenue
|
|
(1,945,090)
|
(1,983,540)
|
Unappropriated sales revenue (a)
|
|
720,393
|
777,679
|
(ii)
Unappropriated estimated cost of units sold
|
|
|
|
Ventures under construction:
|
|
|
|
Estimated cost of units
|
|
(1,574,355)
|
(1,626,339)
|
Incurred cost of units
|
|
1,150,928
|
1,181,074
|
Unappropriated estimated cost (b)
|
|
(423,427)
|
(445,265)
|
(iii)
Unappropriated estimated costs of units in inventory
|
|
|
|
Ventures under construction:
|
|
|
|
Estimated cost of units
|
|
(1,599,379)
|
(1,724,372)
|
Incurred cost of units
|
|
884,264
|
928,377
|
Unappropriated estimated cost
|
|
(715,115)
|
(795,995)
|
(a)
The unappropriated sales revenue of units sold are
measured by the face value of contracts, plus the contract adjustments and
deducted from cancellations, net of the levied taxes and adjustment to present
value, and do not include ventures that are subject to restriction due to a
suspensive clause (legal period of 180 days in which the Company can cancel a
development) and therefore is not appropriated to profit or loss.
(b)
The unappropriated estimated cost of units sold do not
include financial charges, which are appropriated to properties for sale and
profit or loss (cost of real estate sold) in proportion to the real estate units
sold to the extent they are incurred, and also the warranty provision, which is
appropriated to real estate units as the construction work
progresses.
As of March 31, 2016,
the percentage of assets consolidated in the quarterly information related to
ventures included in the equity segregation structure of the development stood
at 31.7% (33.1% in 2015).
90
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Notes to the financial statements
March 31, 2016
(Amounts in thousands of Brazilian Reais, except as
otherwise stated)
30. Communication with regulatory
bodies
The explanation related
to this note was not subject to significant changes in relation to those
reported in Note 30 to the financial statements as of December 31,
2015.
31. Subsequent events
(i)
Funds
deposited with third parties
On April 1, 2016, the
Company made the payment of the 15th interest installment and the 9th
amortization installment related to the first debenture placement of the
subsidiary Tenda, in the total amount of R$37,151, of which R$30,000 of
principal and R$7,151 of interests.
(ii)
Annual Shareholders’ Meeting
On April 25, 2016, the
Annual Shareholders’ Meeting of the Company was held, and main resolutions were
as follows: (i) approval of the financial statements for the year ended December
31, 2015; (ii) approval of the allocation of profit for the year ended December
31, 2015, and dividend distribution; (iii) setting of the number of members of
the Board of Directors of the Company; (iv) election of members to the Board of
Directors of the Company; (v) setting of the maximum aggregate compensation to
be distributed to the Company’s management for the year 2016; (vi) setting of
the number of members of the Fiscal Council of the Company; (vii) election of
the members to the Fiscal Council of the Company; and (viii) setting of the
maximum aggregate compensation to be distributed to the members of the Fiscal
Council of the Company for the year 2016.
***
91
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Other information deemed relevant by the
Company
1.
SHAREHOLDERS HOLDING MORE THAN
5% OF THE VOTING CAPITAL AND TOTAL NUMBER OF OUTSTANDING SHARES
|
3/31/2016
|
|
Common
shares
|
Shareholder
|
Shares
|
%
|
|
|
|
Treasury
shares
|
10,584,757
|
2.80%
|
FUNCEF – Fundação dos
Economiários Federais
|
23,835,800
|
6.30%
|
Polo
|
69,108,486
|
18.28%
|
Pátria
Investimentos
|
21,171,100
|
5.60%
|
Outstanding
shares
|
253,366,019
|
67.02%
|
|
|
|
Total
shares
|
378,066,162
|
100.00%
|
|
|
|
|
3/31/2015
|
|
Common
shares
|
Shareholder
|
Shares
|
%
|
|
|
|
Treasury
shares
|
10,806,616
|
2.86%
|
FUNCEF – Fundação dos
Economiários Federais
|
23,835,800
|
6.30%
|
Polo
|
52,547,486
|
13.90%
|
Outstanding
shares
|
290,876,260
|
76.94%
|
|
|
|
Total
shares
|
378,066,162
|
100.00%
|
92
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Other information deemed relevant by the
Company
2.
SHARES HELD BY PARENT COMPANIES,
MANAGEMENT AND BOARD
|
3/31/2016
|
|
Common
shares
|
|
Shares
|
%
|
|
|
|
Shareholders holding
effective control of the Company
|
114,115,386
|
30.18%
|
Board of
Directors
|
592,609
|
0.16%
|
Executive
directors
|
1,757,120
|
0.46%
|
Fiscal council
|
0
|
0.00%
|
Executive control, board
members, officers and fiscal council
|
116,465,115
|
30.81%
|
|
|
|
Treasury
shares
|
10,584,757
|
2.80%
|
Outstanding shares in the
market (*)
|
251,016,290
|
66.39%
|
|
|
|
Total
shares
|
378,066,162
|
100.00%
|
|
|
|
|
3/31/2015
|
|
Common
shares
|
|
Shares
|
%
|
|
|
|
Shareholders holding
effective control of the Company
|
76,383,286
|
20.20%
|
Board of
Directors
|
592,609
|
0.16%
|
Executive
directors
|
1,534,445
|
0.41%
|
Fiscal council
|
-
|
-
|
Executive control, board
members, officers and fiscal council
|
78,510,340
|
20.77%
|
|
|
|
Treasury
shares
|
10,806,616
|
2.86%
|
Outstanding shares in the
market (*)
|
288,749,206
|
74.38%
|
|
|
|
Total
shares
|
378,066,162
|
100.00%
|
(*)
Excludes shares of effective control, management, board and in
treasury.
93
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
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.
94
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Report on the review
of quarterly information - ITR
To the shareholders,
Board of Directors and Officers
Gafisa
S.A.
São Paulo - SP
We have reviewed the
accompanying individual and consolidated interim financial information of Gafisa
S.A. (“Company”), identified as Company and Consolidated, respectively,
contained in the Quarterly Information (ITR) for the quarter ended March 31,
2016, which comprises the balance sheet as of March 31, 2016 and the respective
statement of operations, statement of comprehensive income (loss), statement of
changes in equity and statement of cash flows for the quarter then ended,
including explanatory notes.
The Company’s
management is responsible for the preparation of individual interim financial
information in accordance with the Technical Pronouncement of the Accounting
Pronouncements Committee (CPC) 21 (R1) – Interim Financial Reporting and the
consolidated interim financial information in accordance with CPC 21 (R1) and
IAS 34 – Interim Financial Reporting, issued by the International Accounting
Standards Board (IASB) which considers the Technical Orientation - OCPC 04 -
Application of the Technical Interpretation ICPC 02 to the Brazilian Real Estate
Development Entities, edited by the Accounting Pronouncements Committee (CPC)
and approved by the Brazilian Securities and Exchange Commission (CVM) and the
Brazilian Federal Accounting Council (CFC), as well as for the presentation of
these information in compliance with the rules issued by the CVM, applicable to
the preparation of Quarterly Information (ITR). Our responsibility is to express
a conclusion on this interim financial information based on our review.
Scope of review
We conducted our review according
to the Brazilian and international review standards of interim financial
information (NBC TR 2410 – Review of Interim Financial Information Performed by
the Auditor of the Entity, and ISRE 2410 - Review of Interim Financial
Information Performed by the Independent Auditor of the Entity, respectively). A
review of interim financial information consists of inquiries, mainly of the
people responsible for the financial and accounting matters, and the application
of analytical and other review procedures. The scope of a review is
significantly narrower than that of an audit conducted in accordance with audit
standards and, accordingly, it did not permit us to obtain assurance that we
took notice of all significant matters that could have been raised in an audit.
Therefore, we did not express an audit opinion.
Conclusion from the
individual and consolidated interim financial information prepared in accordance
with CPC 21(R1)
Based on our review, we are not
aware of any fact that makes us believe that the individual and consolidated
interim financial information included in the Quarterly Information referred to
above was not prepared, in all material respects, in accordance with CPC 21 (R1)
applicable to the preparation of Quarterly Information (ITR), and presented in
compliance with the rules issued by the CVM.
95
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Conclusion from the
consolidated interim information prepared in accordance with IAS 34, which
considers the Technical Orientation - OCPC 04 – Application of the Technical
Interpretation ICPC 02 to the Brazilian Real Estate Development Entities, edited
by Accounting Pronouncements Committee
(CPC) and approved by
the Brazilian Securities and Exchange Commission (CVM) and the Brazilian Federal
Accounting Council (CFC)
Based on our review,
we are not aware of any fact that makes us believe that the consolidated interim
financial information included in the Quarterly Information referred to above
was not prepared, in all material respects, in accordance with IAS 34, issued by
the IASB, which considers the Technical Orientation - OCPC 04 - Application of
technical interpretation ICPC02 to the Brazilian Real Estate Development
Entities, issued by the
Accounting Pronouncements Committee
(CPC),
and approved by the CVM and the Brazilian Federal Accounting Council (CFC)
applicable to the preparation of Quarterly Information (ITR), and presented in
compliance with the rules issued by the CVM.
Emphasis of
matter
As described in Note
2, the individual (Company) and consolidated interim financial information was
prepared in accordance with accounting practices adopted in Brazil (CPC21 (R1)).
The consolidated interim financial information prepared in accordance with the
IFRS applicable to the Brazilian Real Estate development entities IAS34 for
interim financial information also considers the Technical Orientation OCPC04,
edited by the
Accounting Pronouncements Committee
(CPC). This Technical
Orientation refers to the revenue recognition of this sector and comprises other
matters related to the meaning and adoption of the concept of continuous
transfer of the risks, benefits and control over real estate unit sales, as
further described in Note 2. Our conclusion is not modified in view of this
matter.
Other
matters
Statement of value
added
We have also reviewed the
individual and consolidated statements of value added for the quarter ended
March 31, 2016, prepared under the responsibility of the Company’s management,
the presentation of which in the interim financial information is required by
the rules of the Brazilian Securities and Exchange Commission (CVM) applicable
to Quarterly Information (ITR), and as supplementary information under
International Financial Reporting Standards (IFRS), whereby no statement of
value added presentation is required. These statements have been subject to the
same review procedures previously described and, based on our review, we are not
aware of any fact that makes us believe that they were not prepared, in all
material respects, according to the individual and consolidated interim
financial information taken as a whole.
São Paulo, May 5,
2016
KPMG Auditores
Independentes
CRC 2SP014428/O-6
Giuseppe
Masi
Accountant CRC
1SP176273/O-7
96
(A free translation from the original in
Portuguese into English)
Gafisa S.A.
Reports and statements
Management statement of interim financial information
Management statement of interim
financial information
STATEMENT
Gafisa S.A. management, CNPJ
01.545.826/0001-07, located at Av. Nações Unidas, 8501, 19
th
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 conclusion expressed on
the report on review interim financial Information for the period ended March
31, 2016; and
ii)
Management
has reviewed and agreed with the interim information for the period ended March
31, 2016.
Sao Paulo, May 5, 2016
GAFISA S.A.
Management
97
(A free translation from the original in Portuguese into English)
Gafisa S.A.
Reports and Statements
Management statement on the report on review of interim financial information
Management Statement on the Review Report
STATEMENT
Gafisa S.A. management, CNPJ 01.545.826/0001-07, located at Av. Nações Unidas, 8501, 19
th
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 conclusion expressed on the report on review interim financial Information for the period ended March 31, 2016; and
ii)
Management has reviewed and agreed with the interim information for the period ended March 31, 2016.
Sao Paulo, May 5, 2016
GAFISA S.A.
Management
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: May 20, 2016
Gafisa S.A.
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By:
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Name: Sandro Gamba
Title: Chief Executive Officer
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98
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