United States Securities and Exchange Commission Washington, D.C. 20549 |
FORM 6-K |
Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 |
For the month of October 2006 |
Aracruz Celulose S.A.
Aracruz Cellulose S.A. (Translation of Registrants name into English) Av. Brigadeiro Faria Lima, 2,2774th floor São Paulo, SP 01452-000, Brazil (Address of principal executive office) |
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
(Check One) Form 20-F þ Form 40-F o |
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1))
(Check One) Yes o No þ |
(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))
(Check One) Yes o No þ |
(Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
(Check One) Yes o No þ |
(If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b). 82- .)
Aracruz Celulose S.A.
Quarterly Financial Information (ITR)
as of September 30, 2006 and
Special Review Report of Independent
Registered Public Accounting Firm
FEDERAL PUBLIC SERVICE | ||||||||||||
CVM - SECURITIES COMMISSION | ||||||||||||
QUARTERLY INFORMATION - ITR | Corporate Legislation | |||||||||||
COMMERCIAL, INDUSTRIAL & OTHERS TYPES OF BUSINESS | Period - 09/30/2006 | |||||||||||
01.01 - IDENTIFICATION | ||||||||||||
01 - CVM Code | 02 - Name of Society | 03 - Taxpayer Nº | ||||||||||
00043-4 | Aracruz Celulose S.A. | 42.157.511/0001-61 | ||||||||||
01.02 - ADDRESS OF HEAD OFFICES | ||||||||||||
01 - COMPLETE ADDRESS | 02 - DISTRICT | 03 - ZIP CODE (CEP) | ||||||||||
Caminho Barra do Riacho, s/nº - km 25 | Barra do Riacho | 29.197-900 | ||||||||||
04 - CITY | 05 - STATE | |||||||||||
Aracruz | Espírito Santo | |||||||||||
06 - AREA CODE | 07 - TELEPHONE | 08 - TELEPHONE | 09 - TELEPHONE | 10 - TELEX | ||||||||
027 | 3270-2442 | 3270-2540 | 3270-2844 | -- | ||||||||
11 - AREA CODE | 12 - FAX Nº | 13 - FAX Nº | 14 - FAX Nº | |||||||||
027 | 3270-2590 | 3270-2171 | 3270-2001 | |||||||||
15 - E-MAIL | ||||||||||||
mbl@aracruz.com.br |
01 | .03 - DIRECTOR OF MARKET RELATIONS (BUSINESS ADDRESS) |
01 | - NAME |
Isac Roffé Zagury |
02 - COMPLETE ADDRESS | 03 - DISTRICT | |||||||||||||
Av. Brigadeiro Faria Lima, 2272 - 3 rd and 4 th Floor | Jardim Paulistano | |||||||||||||
04 - ZIP CODE (CEP) | 05 - CITY | 06 - STATE | ||||||||||||
01.452-000 | São Paulo | SP | ||||||||||||
07 - AREA CODE | 08 - TELEPHONE | 09 - TELEPHONE | 10 - TELEPHONE | 11 - TELEX | ||||||||||
011 | 3301-4160 | 3301-4139 | 3301-4194 | -- | ||||||||||
12 - AREA CODE | 13 - FAX Nº | 14 - FAX Nº | 15 - FAX Nº | |||||||||||
011 | 3301-4202 | 3301-4117 | 3301-4275 | |||||||||||
16 - E-MAIL | ||||||||||||||
iz@aracruz.com.br | ||||||||||||||
01.04 ACCOUNTANT / REFERENCE | ||||||||||||||
CURRENT FISCAL YEAR | CURRENT QUARTER | PREVIOUS QUARTER | ||||||||||||
1 - BEGINNING | 2 - ENDING | 3 - NUMBER | 4 - BEGINNING | 5 - ENDING | 6 - NUMBER | 7 - BEGINNING | 8 - ENDING | |||||||
01/01/2006 | 12/31/2006 | 3 | 07/01/2006 | 09/30/2006 | 2 | 04/01/2006 | 06/30/2006 | |||||||
9 - NAME / ACCOUNTANT CORPORATE NAME | 10 - CVM CODE | |||||||||||||
Deloitte Touche Tohmatsu Auditores Independentes | 00385-9 | |||||||||||||
11 - NAME OF THE TECHNICAL RESPONSIBLE | 12 - CPF Nº | |||||||||||||
Celso de Almeida Moraes | 680.686.898-34 | |||||||||||||
01.05 - CURRENT BREAKDOWN OF PAID-IN CAPITAL, NET OF TREASURY STOCK |
NUMBER OF SHARES | 1 - CURRENT QUARTER | 2 - PREVIOUS QUARTER | 3 - QUARTER PREVIOUS YEAR | |||
(Thousands) | 09/30/2006 | 06/30/2006 | 09/30/2005 | |||
PAID-IN CAPITAL | ||||||
1 - COMMON | 455,391 | 455,391 | 455,391 | |||
2 - PREFERRED | 577,163 | 577,163 | 577,163 | |||
3 - TOTAL | 1,032,554 | 1,032,554 | 1,032,554 | |||
IN TREASURY | ||||||
4 - COMMON | 483 | 483 | 483 | |||
5 - PREFERRED | 1,483 | 1,483 | 1,483 | |||
6 - TOTAL | 1,966 | 1,966 | 1,966 |
01 | .06 SOCIETY CHARACTERISTICS |
1 | TYPE OF SOCIETY |
COMMERCIAL, INDUSTRIAL & OTHER TYPES OF BUSINESS | |
2 | SITUATION |
IN OPERATION | |
3 | NATURE OF STOCK CONTROL |
PRIVATE NATIONAL | |
4 | ACTIVITY CODE |
1040 PAPER AND PULP INDUSTRY | |
5 | ACTIVITY OF THE SOCIETY |
PRODUCTION OF BLEACHED EUCALYPTUS PULP | |
6 | TYPE OF CONSOLIDATED |
TOTAL | |
7 | AUDITORSREPORT TYPE |
UNQUALIFIED OPINION | |
01 | .07 SUBSIDIARIES EXCLUDED FROM CONSOLIDATED STATEMENTS |
01 ITEM | 02 TAXPAYER Nº | 03 NAME | ||||||||||||
01.08 DIVIDENDS APPROVED/PAID DURING AND AFTER CURRENT QUARTER | ||||||||||||||
1 ITEM | 2 EVENT | 3 DATE OF APPROVAL | 4 TYPE | 5 PAYMENT BEGAIN | 6 STOCK TYPE | 7 STOCK OF VALUE | ||||||||
01 | RD | 06/20/2006 | Interests On Stockholders Capital | 07/13/2006 | ON | 0,0680049659 | ||||||||
02 | RD | 06/20/2006 | Interests On Stockholders Capital | 07/13/2006 | PNA | 0,0748054625 | ||||||||
03 | RD | 06/20/2006 | Interests On Stockholders Capital | 07/13/2006 | PNB | 0,0748054625 | ||||||||
04 | RD | 09/19/2006 | Interests On Stockholders Capital | 10/10/2006 | ON | 0,0735188821 | ||||||||
05 | RD | 09/19/2006 | Interests On Stockholders Capital | 10/10/2006 | PNA | 0,0807077028 | ||||||||
06 | RD | 09/19/2006 | Interests On Stockholders Capital | 10/10/2006 | PNB | 0,0807077028 |
01.09 SUBSCRIBED CAPITAL AND CHANGES IN ACCOUNTING PERIOD IN COURSE | ||||||||||||
3 VALUE OF THE | 7 AMOUNT OF | 8 VALUE PER | ||||||||||
SUBSCRIBED | OUTSTANDING | SHARE ON THE | ||||||||||
CAPITAL | 4 VALUE OF THE ALTERATION | 5 ORIGIN OF THE | STOCKS | ISSUE DATE | ||||||||
1 ITEM | 2 DATE OF CHANGE | (REAL THOUSAND) | (REAL THOUSAND) | ALTERATION | (THOUSAND) | (REAL) | ||||||
01.10 DIRECTOR OF INVESTOR RELATIONS | ||||||||||||
01 DATE | 02 SIGNATURE | |||||||||||
10/05/2006 | /s/ Isac Roffé Zagury |
02.01 BALANCE SHEET ASSETS THOUSAND OF R$ | ||||||
1 CODE | 2 DESCRIPTION | 3 DATE 09/30/2006 | 4 DATE 06/30/2006 | |||
1 | TOTAL ASSETS | 8,949,884 | 8,634,063 | |||
1.1 | CURRENT ASSETS | 1,277,380 | 1,324,750 | |||
1.1.1 | CASH AND CASH EQUIVALENTS | 3,618 | 1,380 | |||
1.1.2 | CREDITS | 347,877 | 472,414 | |||
1.1.2.1 | ACCOUNTS RECEIVABLE FROM CUSTOMERS - PULP | 73,400 | 206,338 | |||
1.1.2.2 | ACCOUNTS RECEIVABLE FROM CUSTOMERS - PAPER | 23,495 | 19,341 | |||
1.1.2.3 | ACCOUNTS RECEIVABLE FROM CUSTOMERS - OTHERS | 2,984 | 2,442 | |||
1.1.2.4 | EMPLOYEES | 9,534 | 4,697 | |||
1.1.2.5 | SUPPLIERS | 3,561 | 6,934 | |||
1.1.2.6 | SUBSIDIARIES | 3 | 3 | |||
1.1.2.7 | TAXES | 231,058 | 228,822 | |||
1.1.2.8 | OTHERS | 3,842 | 3,837 | |||
1.1.3 | INVENTORIES | 213,972 | 184,863 | |||
1.1.3.1 | SUPPLIES | 95,631 | 92,035 | |||
1.1.3.2 | RAW MATERIALS | 66,876 | 48,805 | |||
1.1.3.3 | FINISHED GOODS | 51,181 | 43,711 | |||
1.1.3.4 | PRODUCTS IN PROCESS | 0 | 0 | |||
1.1.3.5 | OTHERS | 284 | 312 | |||
1.1.4 | OTHERS | 711,913 | 666,093 | |||
1.1.4.1 | SHORT TERM INVESTMENTS | 691,026 | 645,649 | |||
1.1.4.2 | FINANCIAL APPLICATION | 0 | 15,051 | |||
1.1.4.3 | PREPAID EXPENSES | 20,877 | 5,383 | |||
1.1.4.4 | FIXED ASSETS AVAILABLE FOR SALE | 0 | 0 | |||
1.1.4.5 | OTHERS | 10 | 10 | |||
1.2 | LONG-TERM ASSETS | 262,195 | 256,712 | |||
1.2.1 | CREDITS | 203,392 | 197,656 | |||
1.2.1.1 | ACCOUNTS RECEIVABLE FROM CUSTOMERS | 0 | 0 | |||
1.2.1.2 | SUPPLIERS | 194,311 | 188,041 | |||
1.2.1.3 | TAXES | 9,081 | 9,615 | |||
1.2.1.4 | OTHERS | 0 | 0 |
02.01 BALANCE SHEET ASSETS THOUSAND OF R$ | ||||||
1 CODE | 2 DESCRIPTION | 3 DATE 09/30/2006 | 4 DATE 06/30/2006 | |||
1.2.2 | ACCOUNTS RECEIVABLE RELATED PARTIES | 5,877 | 5,838 | |||
1.2.2.1 | FROM AFFILIATES | 0 | 0 | |||
1.2.2.2 | FROM SUBSIDIARIES | 5,877 | 5,838 | |||
1.2.2.3 | OTHERS | 0 | 0 | |||
1.2.3 | OTHERS | 52,926 | 53,218 | |||
1.2.3.1 | LONG TERM INVESTMENTS | 5,599 | 5,462 | |||
1.2.3.2 | ESCROW DEPOSITS | 47,327 | 47,756 | |||
1.2.3.3 | OTHERS | 0 | 0 | |||
1.3 | FIXED ASSETS | 7,410,309 | 7,052,601 | |||
1.3.1 | INVESTMENTS | 2,654,733 | 2,338,089 | |||
1.3.1.1 | IN AFFILIATES | 19,583 | 19,727 | |||
1.3.1.2 | IN SUBSIDIARIES | 2,632,513 | 2,315,725 | |||
1.3.1.3 | OTHER COMPANIES | 2,637 | 2,637 | |||
1.3.2 | PROPERTY, PLANT AND EQUIPMENT | 4,441,661 | 4,371,809 | |||
1.3.2.1 | LAND | 694,574 | 665,159 | |||
1.3.2.2 | BUILDINGS | 450,260 | 452,056 | |||
1.3.2.3 | MACHINERY AND EQUIPMENT | 2,257,831 | 2,300,645 | |||
1.3.2.4 | FORESTS | 817,435 | 776,934 | |||
1.3.2.5 | ADVANCES TO SUPPLIERS | 38,664 | 1,715 | |||
1.3.2.6 | CONSTRUCTION IN PROGRESS | 80,171 | 67,360 | |||
1.3.2.7 | OTHERS | 102,726 | 107,940 | |||
1.3.3 | DEFERRED ASSETS | 313,915 | 342,703 | |||
1.3.3.1 | INDUSTRIAL | 4,329 | 4,973 | |||
1.3.3.2 | FORESTS | 0 | 0 | |||
1.3.3.3 | ADMINISTRATIVE | 0 | 0 | |||
1.3.3.4 | GOODWILL ARISING ON INCORPORATION OF ENTITY | 309,586 | 337,730 | |||
1.3.3.5 | OTHERS | 0 | 0 |
02.02 BALANCE SHEET LIABILITIES THOUSAND OF R$ | ||||||
1 CODE | 2 DESCRIPTION | 3 DATE 09/30/2006 | 4 DATE 06/30/2006 | |||
2 | TOTAL LIABILITIES | 8,949,884 | 8,634,063 | |||
2.1 | CURRENT LIABILITIES | 658,988 | 746,232 | |||
2.1.1 | LOANS AND FINANCING | 184,300 | 176,380 | |||
2.1.2 | DEBENTURES | 0 | 0 | |||
2.1.3 | SUPPLIERS | 115,946 | 90,721 | |||
2.1.4 | TAXES | 76,561 | 89,555 | |||
2.1.5 | DIVIDENDS PAYABLE | 83,046 | 76,984 | |||
2.1.6 | PROVISIONS | 47,285 | 35,522 | |||
2.1.6.1 | VACATION AND 13th SALARY | 28,605 | 23,783 | |||
2.1.6.2 | PROFIT SHARING | 18,680 | 11,739 | |||
2.1.7 | LOANS FROM RELATED PARTIES | 136,622 | 245,410 | |||
2.1.7.1 | ADVANCES FROM SUBSIDIARIES | 135,206 | 243,834 | |||
2.1.7.2 | OTHERS | 0 | 0 | |||
2.1.7.3 | OTHER DEBTS TO SUBSIDIARIES | 1,416 | 1,576 | |||
2.1.8 | OTHERS | 15,228 | 31,660 | |||
2.1.8.1 | OTHERS | 15,228 | 31,660 | |||
2.1.8.2 | PROPOSED DIVIDENDS | 0 | 0 | |||
2.2 | LONG-TERM LIABILITIES | 3,447,608 | 3,261,133 | |||
2.2.1 | LOANS AND FINANCING | 2,298,015 | 1,890,919 | |||
2.2.2 | DEBENTURES | 0 | 0 | |||
2.2.3 | PROVISION | 629,339 | 652,330 | |||
2.2.3.1 | LABOR CONTINGENCIES | 35,416 | 36,275 | |||
2.2.3.2 | FISCAL CONTINGENCIES | 442,085 | 486,920 | |||
2.2.3.3 | INCOME TAX TEMPORARY DIFFERENCES | 98,538 | 83,535 | |||
2.2.3.4 | TAXES | 53,300 | 45,600 | |||
2.2.4 | LOANS FROM RELATED PARTIES | 498,956 | 685,849 | |||
2.2.4.1 | ADVANCES FROM SUBSIDIARIES | 498,956 | 685,849 | |||
2.2.5 | OTHERS | 21,298 | 32,035 | |||
2.2.5.01 | SUPPLIERS | 9,761 | 21,757 | |||
2.2.5.02 | OTHERS | 11,537 | 10,278 | |||
2.3 | DEFERRED INCOME | 0 | 0 |
02.02 BALANCE SHEET LIABILITIES THOUSAND OF R$ | ||||||
1 CODE | 2 DESCRIPTION | 3 DATE 09/30/2006 | 4 DATE 06/30/2006 | |||
2.5 | STOCKHOLDERS EQUITY | 4,843,288 | 4,626,698 | |||
2.5.1 | PAID-IN CAPITAL | 1,854,507 | 1,854,507 | |||
2.5.1.1 | COMMON STOCK | 783,599 | 783,599 | |||
2.5.1.2 | PREFERRED STOCK | 1,070,908 | 1,070,908 | |||
2.5.2 | CAPITAL RESERVES | 162,210 | 162,210 | |||
2.5.3 | REVALUATION RESERVE | 0 | 0 | |||
2.5.3.1 | OWN ASSETS | 0 | 0 | |||
2.5.3.2 | SUBSIDIARIES / AFFILIATES | 0 | 0 | |||
2.5.4 | REVENUE RESERVES | 2,199,461 | 2,199,461 | |||
2.5.4.1 | LEGAL | 281,037 | 281,037 | |||
2.5.4.2 | STATUTORY | 0 | 0 | |||
2.5.4.3 | FOR CONTINGENCIES | 0 | 0 | |||
2.5.4.4 | UNREALIZED INCOME | 0 | 0 | |||
2.5.4.5 | FOR INVESTMENTS | 1,927,410 | 1,927,410 | |||
2.5.4.6 | SPECIAL FOR NON-DISTRIBUTED DIVIDENDS | 0 | 0 | |||
2.5.4.7 | OTHER UNREALIZED INCOME | (8,986) | (8,986) | |||
2.5.4.7.1 | TREASURY STOCK | (8,986) | (8,986) | |||
2.5.5 | RETAINED EARNINGS | 627,110 | 410,520 |
03.01 STATEMENT OF OPERATIONS THOUSAND OF R$ | ||||||||||
3 FROM : 07/01/2006 | 4 FROM : 01/01/2006 | 5 FROM : 07/01/2005 | 6 FROM : 01/01/2005 | |||||||
1 CODE | 2 DESCRIPTION | TO : 09/30/2006 | TO : 09/30/2006 | TO : 09/30/2005 | TO : 09/30/2005 | |||||
3.1 | GROSS SALES AND SERVICES REVENUE | 548,012 | 1,728,798 | 501,032 | 1,679,858 | |||||
3.2 | SALES TAXES AND OTHER DEDUCTIONS | (8,984) | (23,653) | (9,175) | (23,633) | |||||
3.3 | NET SALES REVENUE | 539,028 | 1,705,145 | 491,857 | 1,656,225 | |||||
3.4 | COST OF GOODS SOLD | (419,612) | (1,299,132) | (356,747) | (1,169,531) | |||||
3.5 | GROSS PROFIT | 119,416 | 406,013 | 135,110 | 486,694 | |||||
3.6 | OPERATING (EXPENSES) INCOME | 78,354 | 277,190 | 243,606 | 575,797 | |||||
3.6.1 | SELLING | (15,616) | (50,772) | (13,950) | (44,064) | |||||
3.6.2 | GENERAL AND ADMINISTRATIVE | (40,843) | (84,207) | (19,836) | (53,633) | |||||
3.6.3 | FINANCIAL | (91,844) | (14,719) | 166,990 | 339,698 | |||||
3.6.3.1 | FINANCIAL INCOME | 62,016 | 260,425 | 81,497 | 227,437 | |||||
3.6.3.2 | FINANCIAL EXPENSES | (153,860) | (275,144) | 85,493 | 112,261 | |||||
3.6.4 | OTHER OPERATING INCOME | 9,475 | 26,395 | 9,814 | 29,520 | |||||
3.6.5 | OTHER OPERATING EXPENSES | (47,167) | (137,582) | (22,436) | (135,803) | |||||
3.6.6 | EQUITY IN THE RESULTS OF SUBSIDIARIES | 264,349 | 538,075 | 123,024 | 440,079 | |||||
3.7 | OPERATING INCOME | 197,770 | 683,203 | 378,716 | 1,062,491 | |||||
3.8 | NON-OPERATING (EXPENSES) INCOME | (394) | (952) | (2,807) | (4,958) | |||||
3.8.1 | INCOME | 200 | 727 | 2,648 | 3,267 | |||||
3.8.2 | EXPENSES | (594) | (1,679) | (5,455) | (8,225) | |||||
3.9 | INCOME BEFORE INCOME TAXES AND MANAGEMENT REMUNERATION | 197,376 | 682,251 | 375,909 | 1,057,533 | |||||
3.10 | INCOME TAX AND SOCIAL CONTRIBUTION | 34,217 | (25,890) | (4,327) | (191,574) | |||||
3.11 | DEFERRED INCOME TAXES | (15,003) | (29,251) | (85,909) | (30,288) | |||||
3.12 | MANAGEMENT REMUNERATION AND STATUORY APPROPRIATIONS | 0 | 0 | 0 | 0 | |||||
3.12.1 | REMUNERATION | 0 | 0 | 0 | 0 | |||||
3.12.2 | APPROPRIATIONS | 0 | 0 | 0 | 0 | |||||
3.13 | REVERSION OF INTERESTS ON STOCKHOLDERS CAPITAL | 80,000 | 243,000 | 0 | 151,900 | |||||
3.15 | NET INCOME FOR THE PERIOD | 296,590 | 870,110 | 285,673 | 987,571 | |||||
CAPITAL STOCK-QUANTITY (THOUSANDS) | 1,030,588 | 1,030,588 | 1,030,588 | 1,030,588 | ||||||
EARNINGS PER SHARE | 0,28779 | 0,84429 | 0,27719 | 0,95826 | ||||||
LOSS PER SHARE | - | - | - | - |
04.01 NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
(Convenience Translation into English of original previously issued in Portuguese)
EXPRESSED IN THOUSANDS OF REAIS (Except as indicated otherwise) |
1 Operations and Background |
Aracruz Celulose S.A. ("Aracruz", "Company" or "Parent Company"), based in Aracruz, in the State of Espírito Santo, with plants located in the Brazilian States of Espírito Santo (ES), Bahia (BA) and Rio Grande do Sul (RS), was founded in 1967 with the objective of producing and selling short-fiber wood pulp, obtained from eucalyptus timber extracted largely from the Companys own forests. It has installed production capacity of 3,010 thousand tons per annum, 2,130 thousand at the mill in Barra do Riacho - ES, 430 thousand at the mill in Guaíba RS, and 450 thousand at the mill in Eunápolis BA relating to its 50% share in Veracel Celulose S.A. (the total installed capacity at the latter mill in Eunápolis is 900 thousand per annum).
Aracruz owns 50% of the capital stock of Veracel Celulose S.A. (Veracel), with the other half held by the Swedish-Finnish group Stora Enso. Operations at the Veracel mill, investments in which totaled approximately US$ 1.25 billion, started up in May, 2005 and already by November it was producing at full capacity. The tree planting plan for Veracels eucalyptus forests in Bahia continues to expand.
The Companys operations are integrated with those of its subsidiaries, which operate in: (i) the distribution of products on the international market [Aracruz Trading S.A., Aracruz Celulose (USA), Inc., Aracruz Trading International Commercial and Servicing Limited Liability Company (Aracruz Trading International Ltd., previously known as Aracruz Trading Hungary Ltd.) and Riocell Limited], (ii) port services (Portocel - Terminal Especializado de Barra do Riacho S.A.), (iii) forestation and reforestation of eucalyptus trees, on behalf of third parties, under an usufruct agreement with the Parent Company (Mucuri Agroflorestal S.A.), (iv) the manufacture of solid wood products (Aracruz Produtos de Madeira S.A.), (v) consulting services and international trading activities [Ara Pulp - Comércio de Importação e Exportação, Unipessoal Ltda. (Ara Pulp)] and (vi) pulp production (Veracel).
In function of the increase of port rendering services to third parties and to the associated company Veracel, it was verified necessity to perform extention workmanships, reforms and improvements of the Barra do Riacho Private Terminal. The Companys subsidiary Portocel contracted a financing in the total amount equivalent to US$ 50 million, corresponding in national currency the value of R$ 104,465 [Note 13(d)], to be invested in Phase 1 of the expansion project.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
2 | Financial Disclosures and Significant Accounting Principles | |
The consolidated quarterly financial information has been prepared in conformity with accounting practices adopted in Brazil and procedures determined by the Brazilian Securities Commission CVM and Institute of Independent Auditors - IBRACON, the most significant of which are as follows: | ||
a) | Revenues arise from long-term contracts and are recognized when the risk of ownership has passed to the customer. Other revenues, costs and expenses are reported on the accrual basis of accounting. | |
b) | Inventories are stated at the lower of the average cost of purchase or production, and replacement of realizable values. | |
c) | The other short and long-term assets are stated at the lower of cost or net realizable value, including, when applicable, interest earned through the balance sheet date. | |
d) | Permanent assets are carried at cost restated by government indices through December 31, 1995, combined with the following aspects: (i) investments in affiliated, jointly controlled and associated companies are recorded by the equity method, based on financial information according to the same accounting practices followed by the Parent Company; (ii) depreciation on a straight-line basis over the estimated useful lives of the related assets (Note 11); (iii) timber depletion computed on the cost of cultivation and maintenance of the forests and calculated on the unit-of-production basis, net of tree-development costs benefiting future harvests; (iv) goodwill arising on acquisition, attributed to the fixed assets and deferred assets upon incorporation of the respective subsidiary [Note 12 (i)]; and (v) amortization of the deferred assets over the years that the benefits arising from them current are enjoyed (Note 12). | |
e) | Short and long-term liabilities are stated at their known or estimated values, including accrued financial charges and monetary and exchange variations through the balance sheet date. | |
f) | Preparation of the quarterly financial information requires Management to use estimates and judgments related to the recording and disclosure of assets and liabilities, including provisions necessary for losses on accounts receivable, provisions for losses on inventories, definition of useful lives of fixed assets, amortization of pre-operating expenses and goodwill on acquisitions of corporate investments, provisions for contingent liabilities and recognition of revenues and expenses. Actual results may vary from estimates and judgments made by Management. | |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
g) | The consolidated quarterly financial statements include the following Subsidiaries, all as of the Companys financial reporting date and uniform accounting practices: |
Stake in Capital (%) | ||
Pulp production: | ||
Aracruz Celulose S.A. | - | |
Veracel Celulose S.A. | 50 | |
Eucalyptus forests and reforested tracts: | ||
Mucuri Agroflorestal S.A. | 100 | |
Port services: | ||
Portocel - Terminal Especializado de Barra do Riacho S.A. | 51 | |
International distribution network: | ||
Aracruz Trading S.A. | 100 | |
Aracruz Trading International Ltd. | 100 | |
Aracruz Celulose (USA), Inc. | 100 | |
Ara Pulp - Com. de Importação e Exportação, Unipessoal Ltda. | 100 | |
Riocell Limited | 100 | |
Manufacture of solid wood products: | ||
Aracruz Produtos de Madeira S.A. (*) | 33.33 | |
Special Purpose Company SPC: | ||
Arcel Finance Limited [Note 13(b)] | - |
(*) Since Aracruz holds a 1/3 share in the capital stock of Aracruz Produtos de Madeira S.A., its stake is recorded under the equity method.
The exclusive funds recorded as short-term investments have been included in the Companys consolidation process (Note 4).
The consolidation procedures for the balance sheet and the statements of income reflect the sum of the balances of assets, liabilities, income and expenses accounts, together with the following eliminations: (i) stakes in capital, reserves and retained earnings (deficit) against investments, (ii) balances of intercompany current accounts and other assets and/ or liabilities, (iii) effects of significant transactions, (iv) separate reporting of participation of minority shareholders in results and stockholders equity of the controlled companies and (v) elimination of unrealized profits among Group companies.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
In accordance with Brazilian Securities Commission (CVM) Instruction 247/96, the Company proportionally consolidated its interest in Veracel, given that is is jointly controlled (50%) under the terms of the shareholders agreement.
Summary financial statements of the jointly-controlled company Veracel, as proportionally consolidated by Aracruz, are as follows:
9/30/2006 | 6/30/2006 | |||
Cash and cash equivalents | 912 | 915 | ||
Inventories | 62,840 | 62,935 | ||
Permanent assets | 1,601,228 | 1,568,984 | ||
Other assets | 207,586 | 197,416 | ||
1,872,566 | 1,830,250 | |||
Suppliers | 26,139 | 26,073 | ||
Financings | 909,139 | 926,977 | ||
Other liabilities | 33,406 | 29,149 | ||
Net equity | 903,882 | 848,051 | ||
1,872,566 | 1,830,250 | |||
3rd Quarter | 9/30/2006 | 9/30/2005 | ||
Net sales revenues | 108,702 | 40,292 | ||
Gross profit | 35,972 | 1,760 | ||
Operating profit (loss) | 24,354 | (10,545) | ||
Net income (loss) for the period | 2,114 | (7,551) |
h) | In order to enhance the quality of the information provided to the market, the Company is presenting, as additional information, the Statement of Cash Flows and the Statement of Value Added. |
The Statement of Cash Flows was prepared in accordance with Pronouncement NPC-20, of the Brazilian Institute of Independent Auditors - IBRACON, reflecting transactions involving cash and cash equivalents of the Company, other than for securities with maturities above 90 days. This statement is divided into operating, investing and financing activities. | |
The Statement of Value Added, prepared in accordance with Pronouncement NPC-3.7 of the Federal Accounting Council CFC, presents the result of the operations from the point of view of generation and distribution of value added, where the four main beneficiaries of the value generated by the activities of the Company are: employees, government, third party and shareholders capital. | |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION | |
3 | Marketable Securities |
As of September 30 and June 30, 2006, the marketable securities recorded in the consolidated balance sheet chiefly comprise Certificates of Deposit (CDs) denominated in Reais, placed overseas with leading financial institutions, through the Companys subsidiary Aracruz Trading International Ltd., the original maturities of which are less than 90 days. | |
4 | Short-term Investments |
As of September 30 and June 30, 2006, the Company had units of ownership (quotas) in two exclusive private investment funds and marketable securities in certificates of deposit. The funds are comprised principally of Certificates of Deposit with leading Brazilian financial institutions, with final maturities between October of 2006 and April, 2011. The securities included in the portfolio of the private investment funds feature daily liquidity and are considered by the Company as securities held for trading. | |
These exclusive funds do not entail significant financial obligations. Any obligations are limited to the service fees paid to the asset management companies employed to execute investment transactions, audit fees and other general and administrative expenses. There are no consolidated assets of the Company that are collateral for these obligations and the creditors of the funds do not have recourse against the general credit of the Company. | |
Description | September 30, 2006 | June 30, 2006 | ||
Certificates of Bank Deposit (CDBs) | 386,701 | 311,784 | ||
Box of Options | 172,761 | 166,730 | ||
Brazilian Federal Government Bonds | 42,678 | 79,614 | ||
Debentures | 88,886 | 87,521 | ||
Total | 691,026 | 645,649 |
As of September 30, 2006, the difference between the Company and Consolidated balances, in the amount of R$ 395,759, chiefly refers to CDBs denominated in Reais held at leading banks overseas through Aracruzs subsidiaries Aracruz Trading International Ltd. and Portocel Terminal Especializado de Barra do Riacho S.A.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
5 | Accounts Receivable Trade | |||||||||
Parent Company | Consolidated | |||||||||
9/30/2006 | 6/30/2006 | 9/30/2006 | 6/30/2006 | |||||||
Domestic pulp sales | 19,007 | 17,298 | 21,509 | 18,754 | ||||||
Foreign pulp sales | ||||||||||
Subsidiaries | 50,139 | 185,138 | ||||||||
Others (third parties) | 4,254 | 3,902 | 536,482 | 463,143 | ||||||
Allowance for doubtful accounts | (8,742 ) | (7,563) | ||||||||
73,400 | 206,338 | 549,249 | 474,334 | |||||||
6 | Inventories | |||||||||
Parent Company | Consolidated | |||||||||
9/30/2006 | 6/30/2006 | 9/30/2006 | 6/30/2006 | |||||||
Pulp finished products | ||||||||||
At mills | 49,363 | 41,420 | 66,442 | 61,146 | ||||||
Overseas | 246,751 | 250,283 | ||||||||
Paper finished products | 1,818 | 2,291 | 1,817 | 2,291 | ||||||
Raw materials | 66,876 | 48,805 | 79,865 | 61,050 | ||||||
Maintenance supplies | 96,055 | 92,459 | 127,725 | 122,653 | ||||||
Provision for obsolescence / market | ||||||||||
value adjustment | (424) | (424 ) | (424) | (424) | ||||||
Other inventories | 284 | 312 | 1,387 | 1,082 | ||||||
213,972 | 184,863 | 523,563 | 498,081 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
7 Related Parties |
The transactions between the Company and its subsidiaries, jointly controlled and affiliated companies, such as purchases and sales of products, purchases of raw materials and contracting of services, are eliminated upon consolidation. The financial transactions, such as current account advances and prepayment contracts, bear effective interest rates that vary from 6.37% to 7.50% per annum plus exchange variation, and are likewise eliminated in the consolidation process.
(a) | Subsidiaries, jointly controlled and affiliated companies | |||||||||||||||
Portocel - | ||||||||||||||||
Aracruz | Mucuri | Terminal | Aracruz | |||||||||||||
Trading | Veracel | Agro- | Especializado | Produtos | Total | |||||||||||
Interna- | Celulose | florestal | de Barra do | de Madeira | 2006 | 2006 | ||||||||||
Balance Sheet | tional Ltd. | S.A. | S.A. | Riacho S.A. | S.A. | September | June | |||||||||
Current assets | 50,138 | 3 | 1,085 | 51,226 | 185,620 | |||||||||||
Long-term assets | 5,694 | 183 | 5,877 | 5,838 | ||||||||||||
Current liabilities | 135,206 | 804 | 612 | 136,622 | 245,329 | |||||||||||
Long-term liabilities | 498,956 | 498,956 | 685,850 | |||||||||||||
Transactions for 3rd Quarter | 2006 | 2005 | ||||||||||||||
Sales revenues | 491,313 | 1,505 | 492,818 | 450,671 | ||||||||||||
Payment for port services | 3,354 | 3,354 | 2,659 | |||||||||||||
Financial expenses (income), net | 9,657 | 9,657 | (62,448) | |||||||||||||
(b) Stockholder and affiliated company
Transactions with a Company Stockholder and the company related to it, mainly financing transactions and performance of services, are carried out at rates, for amounts and on terms that would normally apply to unrelated parties.
Consolidated | ||||||||
Stockholder | Related company | Total | ||||||
BNDES Banco Nacional de | Cia. de Navegação | 2006 | 2006 | |||||
Balance Sheet | Desenvolvimento Econômico e Social | Norsul | September | June | ||||
Current liabilities | 238,202 | 238,202 | 211,364 | |||||
Long-term liabilities | 1,067,689 | 1,067,689 | 1,067,689 | |||||
Transactions for 3rd Quarter | 2006 | 2005 | ||||||
Financial expenses (income), net | 10,469 | 10,469 | (896 ) | |||||
Freight expenses | 5,834 | 5,834 | 3,969 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
8 Tax Credits and Expenses on Income Tax and Social Contribution
(a) Tax credits
Parent Company | Consolidated | |||||||
9/30/2006 | 6/30/2006 | 9/30/2006 | 6/30/2006 | |||||
Deferred income tax and social contribution | ||||||||
Tax losses (i) | 24,681 | 36,040 | 38,216 | 49,946 | ||||
Negative results for purposes of social contribution | ||||||||
on net income - CSLL (i) | 108 | 8,734 | 4,982 | 13,740 | ||||
Temporary differences (ii) | ||||||||
Exchange variation taxes on cash basis | (143,470) | (146,001) | (143,470) | (146,001) | ||||
Other temporary differences | 20,143 | 17,692 | 25,690 | 23,198 | ||||
Income tax recoverable / offsettable | ||||||||
Income tax and social contribution on net income - | ||||||||
prepaid on estimated basis | 73,893 | 59,680 | 82,559 | 67,879 | ||||
Income tax overpaid in prior years | 98,870 | 133,811 | 98,870 | 133,811 | ||||
Income tax withheld (IRRF) on investments in | ||||||||
marketable securities | 9,108 | 8,907 | 14,764 | 14,244 | ||||
Income tax accrued on investments in marketable | ||||||||
securities | 21,424 | 14,887 | 22,753 | 15,428 | ||||
Income tax on unearned income | 41,893 | 32,042 | ||||||
State value-added tax on circulation of goods and | ||||||||
services - ICMS (iii) | 307,024 | 298,854 | 330,015 | 321,942 | ||||
Provision for loss on ICMS credits (iii) | (297,943) | (289,097) | (302,529) | (293,612) | ||||
Other sundry items | 27,763 | 11,395 | 48,423 | 27,659 | ||||
Total | 141,601 | 154,902 | 262,166 | 260,276 | ||||
Shown as: | ||||||||
Current assets | 231,058 | 228,822 | 297,602 | 282,997 | ||||
Long-term assets | 9,081 | 9,615 | 39,146 | 36,396 | ||||
Long-term liabilities | (98,538) | (83,535) | (74,582) | (59,117) |
(i) | The deferred tax credits arising from accumulated tax losses and negative results for social contribution purposes at Veracel (on proportional bases) have been recorded as of September 30, 2006, backed up by economic viability studies approved by that companys management bodies. The breakdown of the Veracel balances and expectations for realization are itemized year to year, as prescribed by CVM Instruction n° 371/02, and detailed below: |
2009 | 2010 | 2011 to 2013 | Total | |||||
Income tax | 1,005 | 1,465 | 11,066 | 13,536 | ||||
Social contribution | 1,447 | 2,110 | 1,316 | 4,873 | ||||
Total | 2,452 | 3,575 | 12,382 | 18,409 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION | |
As described in Note 1, the jointly owned company Veracel started up its production during 2005 and its sales will have the required synergy with the Companys international distribution network. The economic viability study indicates full realization of the tax credits by the year 2013. | |
The remaining balance of R$ 24,789 refers to deferred tax credits resulting from accumulated tax losses for income tax purposes and negative results for social contribution purposes at Aracruz. They will be realized, according to the Companys business plan, during the current fiscal year 2006. | |
(ii) | The income tax and social contribution deferred on temporary differences are stated at net value. The principal temporary effect refers to the effect of credit exchange variation calculated for the current year (system for calculating tax and social contribution on a cash basis exchange effects). |
(iii) | Since the promulgation of Federal Law n° 87 on September 13, 1996, the Companys Espírito Santo mill has been accumulating ICMS (State Value Added Tax VAT) credits, resulting from its predominantly export activity. The Company has the legal right, not contested by the tax authorities, to claim those credits from the State. However, due to the fact that the negotiations underway with the State in this regard have not permitted a reasonable estimate of the period for resolution of this matter, the Company has been recording a provision for losses of 100% of such ICMS credit balances recorded in the accounting books in relation to the unit in the State of Espírito Santo. |
In August of 2005, the Company signed a Transaction Document with the state government, whereby it settled debts relating to the rate differential under litigation in the amount of R$ 133 million. Of this total, R$ 13 million have already been paid in cash and R$ 120 million settled through offset with accumulated ICMS credits. | |
In September of 2005, the State government enacted new legislation allowing the transfer of accumulated ICMS credits resulting from exportation for other taxpayers who have debts resulting from assessment notices, notifications of debts or cancelled installment payment plans in relation to such taxes. The legislation in question establishes that the companies should file for the right to carry out such transactions by no later than October 31, 2006. The Company has initiated such efforts and sees good possibilities of successfully negotiating part of its accumulated ICMS credits with third parties with the appropriate approval of the state authorities. In May of 2006 the Company carried out the first sale of ICMS credits to third parties in the amount of R$ 1,339 thousand, with a discount of R$ 402 thousand. | |
The amount of R$ 9,757 at Aracruz, not covered by the provision for loss, chiefly refers to ICMS credits at the Guaíba Unit (RS), which the Company has been offsetting in the normal course of operations. The amount of R$ 28,330 at the Consolidated level refers mainly to the ICMS credits at the jointly controlled company Veracel, net of the provision for losses. Management has been negotiating transfer of such credits to third parties and offset thereof with other operations subject to this tax with Bahia state authorities. According to its best estimates and judgment at present, the management of the jointly controlled subsidiary company believes that the provision set up as of September 30, 2006 is adequate and reflects the tax strategy to be adopted in the future. | |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
(b) | Income tax and social contribution reflected in results originate from: | |||||||||
Parent Company | Consolidated | |||||||||
9/30/2006 | 9/30/2005 | 9/30/2006 | 9/30/2005 | |||||||
Income before income tax, social contribution and minority interest | 682,251 | 1,057,533 | 687,490 | 1,077,233 | ||||||
Income tax and social contribution at enacted rates of 34% | 231,965 | 359,561 | 233,747 | 366,261 | ||||||
Equity pick-up from subsidiaries with differentiated rates or income not subject to taxation | (182,619) | (146,202) | (163,941) | (135,833) | ||||||
Depreciation, amortization, depletion and disposals Article 2, Law No. 8200/91 | 1,784 | 1,953 | 1,784 | 1,953 | ||||||
Contributions and donations | 2,672 | 485 | 2,672 | 485 | ||||||
Other effects of permanent differences | 1,339 | 6,065 | 1,084 | 6,230 | ||||||
Income tax and social contribution | 55,141 | 221,862 | 75,346 | 239,096 | ||||||
Current portion | 25,890 | 191,574 | 53,615 | 215,841 | ||||||
Deferred portion | 29,251 | 30,288 | 21,731 | 23,255 |
9 Advances to Suppliers Forest Producer Program
The Forestry Producer Program is a partnership with rural producers, initiated in 1990 in the State of Espírito Santo and expanded to other states, such as Bahia, Minas Gerais, Rio Grande do Sul and, more recently, Rio de Janeiro. The Program encourages the planting of commercial forests of eucalyptus trees, in respect of which the Company provides technology, technical support, materials and financial resources, depending on the type of contract, in order to ensure supply of wood for pulp production. As of September 30, 2006, advances of funds amounted to R$ 194,311 (Consolidated R$ 211,600), compared with R$ 188,041 (Consolidated R$ 204,149) as of June 30, 2006, which will be recovered against the delivery of the wood by the producers.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
10 | Investments |
Portocel - | ||||||||||||||||||||||
Mucuri | Terminal | Aracruz | Aracruz | Aracruz | Total | |||||||||||||||||
Veracel | Agro- | Especializado | Aracruz | Trading | Celulose | Produtos | ||||||||||||||||
Celulose | florestal | de Barra do | Trading | International | (USA), | Riocell | de Madeira | 2006 | 2006 | |||||||||||||
S.A. | S.A. | Riacho S.A. | S.A. | Ltd. | Inc. | Ara-Pulp | Limited | S.A. | September | June | ||||||||||||
In subsidiaries, jointly controlled and | ||||||||||||||||||||||
affiliated companies | ||||||||||||||||||||||
Share in voting capital - % | 50.00 | 100.00 | 51.00 | 100.00 | 100.00 | 100.00 | 100.00 | 100.00 | 33.33 | |||||||||||||
Information as of September 30, 2006 | ||||||||||||||||||||||
Subscribed and paid-in capital | 1,878,286 | 72,300 | 1,573 | 212 | 43 | 435 | 27 | 48 | 145,655 | |||||||||||||
Shareholders' equity | 1,807,765 | 70,175 | 3,156 | 343 | 1,633,396 | 11,575 | (1) | 1,792 | 58,750 | |||||||||||||
Net income (loss) for the quarter | 4,229 | 804 | (43) | 256,689 | 216 | 7 | (52) | (433) | ||||||||||||||
Changes in investment accounts | ||||||||||||||||||||||
As of july 1 | 848,052 | 70,175 | 1,200 | 1,412 | 1,372,007 | 11,309 | (7) | 1,836 | 19,727 | 2,325,711 | 2,127,670 | |||||||||||
Paying in of capital (i) | 53,327 | 53,327 | ||||||||||||||||||||
Reduction of capital and distribution of | ||||||||||||||||||||||
of dividends at subsidiary (ii) | (1,032) | (1,032) | (3,221) | |||||||||||||||||||
Equity pick-up (iii) | 2,503 * | 410 | (37) | 261,389 | 266 | 6 | (44) | (144) | 264,349 | 201,262 | ||||||||||||
903,882 | 70,175 | 1,610 | 343 | 1,633,396 | 11,575 | (1) | 1,792 | 19,583 | 2,642,355 | 2,325,711 | ||||||||||||
Goodwill upon acquisition of investment | 50,305 | 50,305 | 50,305 | |||||||||||||||||||
Amortization / allocation by | ||||||||||||||||||||||
incorporation of goodwill (iv) | (40,564) | (40,564) | (40,564) | |||||||||||||||||||
913,623 | 70,175 | 1,610 | 343 | 1,633,396 | 11,575 | (1) | 1,792 | 19,583 | 2,652,096 | 2,335,452 | ||||||||||||
Other investments | 2,637 | 2,637 | ||||||||||||||||||||
Total | 2,654,733 | 2,338,089 |
* The difference between the loss for the quarter and the equity results relates to the tax incentive booked under shareholders equity in the amount of R$ 389.
(a) | Parent Company |
(i) | During the third quarter of 2006, the Parent Company paid in capital to Veracel Celulose S.A. in the amount of R$ 53,327. |
(ii) | During the third quarter of 2006, subsidiary Aracruz Trading S.A. distributed dividends in the amount of R$ 1,032. |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
(iii) | The effect of the exchange exposure of overseas investments is recorded under the heading "Equity pick-up" and the method adopted for translating overseas investments is the current exchange rate. |
(iv) | The goodwill paid on the acquisition of Veracel, in the total amount of R$ 50,305, was based on the market value of assets and on estimated future profitability of the business, of which the amount of R$ 40,564 was amortized through September 30, 2006. Goodwill attributable to assets is amortized based on the realization (depreciation/write-off) of the market value of such assets, whereas goodwill based on estimates of future profitability is amortized based on the utilization of planted eucalyptus areas. In the latter case, the amortization is appropriated to the cost of forest-growing and is recognized in income in the year in which the trees are felled. |
Of the goodwill of R$ 839,305 arising on the acquisition of Riocell S.A. in 2003, R$ 276,422 was allocated principally to fixed assets, while the unallocated portion of R$ 562,883 (future profitability of the business) was transferred to deferred charges (Note 12). | |
(b) | Consolidated |
The consolidated balance of stakes in affiliated and subsidiary companies, in the amount of R$ 19,583 (R$ 19,727 as of June 30, 2006), represents Aracruzs share in its affiliated company Aracruz Produtos de Madeira S.A. The portion of the goodwill relating to the market value of the assets is allocated to property, plant and equipment in the consolidated financial statements (proportional consolidation of Veracel).
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
11 | Property, Plant and Equipment |
Anual | Accumulated | 2006 | 2006 | |||||||
depreciation | depreciation / | September | June | |||||||
rate - % | Cost | depleiton | Net | Net | ||||||
Parent company | ||||||||||
Lands | 694,574 | 694,574 | 665,159 | |||||||
Industrial and forestry equipment | 4 a 25 | 4,359,953 | (2,102,122) | 2,257,831 | 2,300,645 | |||||
Forests | (*) | 907,036 | (89,601) | 817,435 | 776,934 | |||||
Buildings and betterments | 4 e 10 | 966,325 | (516,065) | 450,260 | 452,056 | |||||
Assets of administrative and other facilities | 4, 10 e 20 | 259,842 | (157,116) | 102,726 | 107,940 | |||||
Advances for projects in process | 38,664 | 38,664 | 1,715 | |||||||
Construction in progress | 80,171 | 80,171 | 67,360 | |||||||
Total Parent Company | 7,306,565 | (2,864,904) | 4,441,661 | 4,371,809 | ||||||
Subsidiary and affiliated (jointly controlled) companies | ||||||||||
Lands | 191,526 | 191,526 | 173,973 | |||||||
Industrial and forestry equipment | 4 a 20 | 1,078,476 | (87,326) | 991,150 | 1,009,675 | |||||
Forests | (*) | 178,457 | (47,184) | 131,273 | 127,499 | |||||
Buildings and betterments | 4 e 10 | 283,313 | (18,891) | 264,422 | 221,515 | |||||
Assets of administrative and other facilities | 4, 10 e 20 | 23,329 | (6,689) | 16,640 | 16,794 | |||||
Advances for projects in process | 4,699 | 4,699 | 4,015 | |||||||
Construction in progress | 32,323 | 32,323 | 48,342 | |||||||
Total consolidated | 9,098,688 | (3,024,994) | 6,073,694 | 5,973,622 | ||||||
(*) Depleted as per criterion descibed in Note 2 (d). | ||||||||||
Depreciation and depleiton for the quarters ended September 30, 2006 and 2005 have been allocated as follows: | ||||||||||
3rd Qt 2006 | 3rd Qt 2005 | |||||||||
Production and forestry costs | 108,400 | 101,460 | ||||||||
Operating expenses | 1,435 | 1,370 | ||||||||
Parent Company | 109,835 | 102,830 | ||||||||
Production and forestry costs | 23,794 | 20,977 | ||||||||
Operating expenses | 103 | 123 | ||||||||
Consolidated | 133,732 | 123,930 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
12 | Deferred Charges |
Amortization | ||||||
(years) | 2006 | 2006 | ||||
Parent Company | September | June | ||||
Pre-operating expenditures | 10 | 25,885 | 25,885 | |||
Administrative and product development expenses | 3 to 10 | 133 | 132 | |||
Riocell S.A. goodwill Upstream merger (i) | 5 | 562,883 | 562,883 | |||
588,901 | 588,900 | |||||
Accumulated amortization | (274,986) | (246,197) | ||||
Total Parent Company | 313,915 | 342,703 | ||||
Subsidiary and affiliated (jointly-controlled) companies: | ||||||
Forests (ii) | 94,465 | 94,465 | ||||
Other deferred charges | 107 | 107 | ||||
94,572 | 94,572 | |||||
Accumulated amortization | (37,204) | (34,841) | ||||
57,368 | 59,731 | |||||
Total Consolidated | 371,283 | 402,434 |
Amortization expenses in the third quarters of 2006 and 2005 were allocated as follows:
3rd Qt. 2006 | 3rd Qt. 2005 | |||
Production and forestry costs | 645 | 645 | ||
Operating expenses | 28,144 | 28,143 | ||
Parent Company | 28,789 | 28,788 | ||
Production and forestry costs | 2,362 | 2,362 | ||
Consolidated | 31,151 | 31,150 |
(i) | The Company altered the amortization period in 2005 from 10 to 5 years. The effect of this alteration in the first quarter of 2005 was only recorded in results in the month of April, 2005. |
(ii) | Amortization of the deferred forestry charges is proportional to the depletion of the areas planted with eucalyptus trees. |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
13 | Loans and Financings |
Interest rate | Parent Company | Consolidated | ||||||||
(% p.a.) | 09/30/2006 | 06/30/2006 | 09/30/2006 | 06/30/2006 | ||||||
Brazilian currency (Reais) | ||||||||||
Loans indexed to Long-Term Interest Rate (TJLP) | 7.0 a 10.50 | 444,035 | 472,822 | 950,134 | 977,418 | |||||
Loans indexed to basket of currencies | 8.33 a 10.12 | 74,905 | 80,669 | 291,973 | 301,350 | |||||
Export credit note (*) | 100 | 110,809 | 111,459 | |||||||
Loans indexed to other currencies | 8.75 | 10,230 | 10,016 | 12,689 | 14,987 | |||||
Foreign currency (U.S. Dollars) | ||||||||||
Loans linked to operation for securitization of export receivables | 6.36 a 7.05 | 241,480 | 635,943 | |||||||
Advances for exchange contracts / prepayments | 5.39 a 6.66 | 1,944,924 | 1,495,746 | 1,944,924 | 1,495,746 | |||||
Import financing | 5.62 a 6.27 | 8,221 | 8,046 | 8,221 | 8,046 | |||||
Other loans / financings | 4.99 a 6.52 | 183,514 | 196,728 | |||||||
Total loans and financings | 2,482,315 | 2,067,299 | 3,743,744 | 3,741,677 | ||||||
Portion falling due short-term (including interest Payable) | (184,300) | (176,380) | (355,569) | (401,285) | ||||||
Portion falling due long-term | ||||||||||
2007 | 35,531 | 70,220 | 73,765 | 194,431 | ||||||
2008 | 137,624 | 161,570 | 321,943 | 418,772 | ||||||
2009 | 72,350 | 96,381 | 262,463 | 359,374 | ||||||
2010 a 2016 | 2,052,51 | 1,562,748 | 2,730,004 | 2,367,815 | ||||||
2,298,015 | 1,890,919 | 3,388,175 | 3,340,392 | |||||||
(*) 100 per cent of the CDI rate | ||||||||||
(a) Loans from BNDES (stockholder) |
As of September 30, 2006, Aracruz had financings in the total amount of R$ 515,045 (June 30, 2006 -R$ 549,423) from its stockholder Banco Nacional de Desenvolvimento Econômico e Social BNDES (the Brazilian Development Bank), subject to interest varying between 7.8% and 10.5% p.a., to be amortized in the period from 2006 to 2016.
As regards Veracel, as of September 30, 2006, BNDES financings amount to R$ 713,221 (as of June 30, 2005 - R$ 715,468), subject to interest varying from 7.00% to 10.12%, to be amortized in the period between 2006 and 2014. These amounts refer to the 50% share held by Aracruz in Veracel.
The financings granted by BNDES are guaranteed by mortgages, in varying degrees, of the industrial unit in the State of Espírito Santo and by Company lands and forests, as well as by a statutory lien on financed machinery and equipment.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
(b) Operation for securitization of export accounts receivable
In February 2002, the Company, through Aracruz Trading S.A., signed a financing agreement with a Special Purpose Entity (SPE) in which the Company has no equity stake or power to influence its management. Under this agreement, such entity received and advanced to the Company US$ 250 million through issuance of Senior Secured Export Notes. In August 2003, a second tranche of Senior Secured Export Notes was issued, in the amount of US$ 400 million under the same securitization program established in February 2002. In May 2004, a third tranche of Senior Secured Export Notes was issued, in the amount of US$ 175 million under the same securitization program. In February 2004, Aracruz Trading International Ltd. was included in the securitization program, in addition to Aracruz Trading S.A. The funds from these operations were transferred to Aracruz as advance payments for future pulp purchases.
In order to reduce financing costs and improve its debt profile, in March 2006 the Company exercised its right to make early settlement in full of the secured export notes issued in February 2002, and also made an offer to repurchase, on a voluntary sign-on basis, to the holders of the same notes issued in August of 2003 and May of 2004, thus bringing about early settlement of approximately 56% of its securitization debt. In September of 2006, the Company exercised its right to make a full early settlement of the secured export notes issued in August of 2003. The following table details the early settlement of the principal and premium paid:
Tranche (Issue) | Principal Settled Early | Premium | ||
February 2002 | 312,129 | 4,520 | ||
August 2003 | 546,755 | 31,220 | ||
May 2004 | 124,392 | 2,998 | ||
983,276 | 38,738 |
The amount of the premium disbursed in the operation for early payment of the securitization debt was booked as a financial expense for the quarter ended March 31, 2006.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
The table below summarizes the terms and conditions of the three tranches under the original securitization program:
Outstanding balance | ||||||||||
Original credit line | Interest | |||||||||
Tranche/issue | (US$ Th.) | (% p.a.) | Final due date | 9/30/2006 | 6/30/2006 | |||||
February 2002 | 250,000 | 5.984 | February 2009 | |||||||
August 2003 | 400,000 | 7.048 | September 2011 | 382,785 | ||||||
May 2004 | 175,000 | 6.361 | May 2012 | 240,249 | 249,706 | |||||
825,000 | 240,249 | 632,491 |
As disclosed in Note 21 (d), Aracruz has provided collateral and guarantees in relation to these issues.
(c) Export prepayment operations |
By way of substitution for the early redemption of the program for securitization of the Companys accounts receivable, in March 2006 prepayment operations were contracted with various banks in the total amount of US$ 320 million, with interest rates varying between 5.11% p.a. and 5.64% p.a., with semi-annual payments and maturities of principal between March, 2008, and March of 2012, thus lengthening the average profile for amortization of the Companys gross indebtedness and reducing the funding cost of the financings.
Still with the objective to prolongate the average profile for amortization of gross debt and reduce funding costs, during the second quarter of 2006 the Company contracted prepayment operations with various banks in the total amount of US$ 159 million, with interest charges varying between 5.76% and 6.41% p.a., with semi-annual installments and payments of the principal falling due between March 2011 and June 2013.
During the third quarter of 2006, the Company contracted export prepayment operations with various banks in the total amount of US$ 250 million, at interest rates varying between 6.25% and 6.39% p.a., with semi-annual installments and payments of the principal falling due between June 2013 and September of 2014.
(d) Export credit note |
In May 2006 the Companys subsidiary Portocel - Terminal Especializado de Barra do Riacho S.A., contacted an Export Credit Note operation in the amount of R$ 104 million (US$ 50 million), with interest equivalent to 100% of the CDI rate, semi-annual installments and payments of the principal between June 2008 and December 2013, in order to expand port facilities. Tied with this operation was the contracting of a DI x US$ swap transaction, with the same maturity terms and transformation of the interest rate into exchange variation + 5.985% p.a.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
14 Financial Instruments (CVM Instruction No. 235/95)
(a) | Risk management |
Aracruz and its subsidiaries operate internationally and are exposed to market risks from changes in foreign exchange rates and interest rates. The exposure of the Company to liabilities denominated in U.S. Dollars does not represent risk from an economic and financial point of view, given that exchange variances arising from the future settlement in local currency of foreign currency denominated liabilities are offset by exchange variances in the opposite direction arising from operating income, as almost all sales are exported. | |
Further in terms of protection of export operations, derivative financial instruments are also used by Company Management to mitigate the exchange risks, the position of which as of September 30, 2006 is represented by future dollar contracts through the Brazilian Futures Market (BM&F), with notional value of R$ 629 million (US$ 289 million) and outstanding value to be received of R$ 0.9 million (R$ 5 million as of June 30, 2006). During 2006, operations of this type resulted in gains of approximately R$ 165 million (R$ 92 million for the nine-month period ended September 30, 2005). | |
(b) | Balance sheet (consolidated) classified by currency/index |
September 30, 2006 | ||||||||||
U.S. | Other | Un- | ||||||||
Dollar | currencies | Local indices | indexed | Total | ||||||
Assets | ||||||||||
Current assets | 621,151 | 6,405 | 1,283,018 | 882,931 | 2,793,505 | |||||
Long-term assets | 3,414 | 5,599 | 338,422 | 347,435 | ||||||
Permanent assets | 6,467,217 | 6,467,217 | ||||||||
Total | 624,565 | 6,405 | 1,288,617 | 7,688,570 | 9,608,157 | |||||
Liabilities and equity | ||||||||||
Current liabilities | 166,492 | 45,285 | 211,957 | 380,480 | 804,214 | |||||
Long-term liabilities and minority interest | 2,279,811 | 246,689 | 861,675 | 653,802 | 4,041,977 | |||||
Stockholders equity | 4,761,966 | 4,761,966 | ||||||||
Total | 2,446,303 | 291,974 | 1,073,632 | 5,796,248 | 9,608,157 | |||||
June 30, 2006 | ||||||||||
U.S. | Other | Un- | ||||||||
Dollar | currencies | Local indices | indexed | Total | ||||||
Assets | ||||||||||
Current assets | 556,427 | 2,976 | 1,267,864 | 822,232 | 2,649,499 | |||||
Long-term assets | 3,591 | 5,462 | 357,093 | 366,146 | ||||||
Permanent assets | 6,398,441 | 6,398,441 | ||||||||
Total | 560,018 | 2,976 | 1,273,326 | 7,577,766 | 9,414,086 | |||||
Liabilities and equity | ||||||||||
Current liabilities | 226,232 | 37,555 | 195,510 | 366,409 | 825,706 | |||||
Long-term liabilities and minority interest | 2,168,243 | 263,795 | 908,354 | 683,489 | 4,023,881 | |||||
Stockholders equity | 4,564,499 | 4,564,499 | ||||||||
Total | 2,394,475 | 301,350 | 1,103,864 | 5,614,397 | 9,414,086 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
(c) Market value |
The estimated market values were determined using available market information and other appropriate valuation methodologies. Accordingly, the estimates presented herein are not necessarily indicative of amounts that the Company could realize in the market. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated market value amounts.
The estimated market values of the Companys financial instruments as of September 30, 2006 can be summarized as follows:
Parent Company | Consolidated | |||||||
Book | Market | Book | Market | |||||
Assets | ||||||||
Cash and cash equivalents | 3,618 | 3,618 | 45,092 | 45,092 | ||||
Marketable securities | 196,233 | 196,233 | ||||||
Short- and long-term investments | 691,026 | 691,026 | 1,092,384 | 1,092,384 | ||||
Liabilities | ||||||||
Short- and long-term financings (including interest) | 2,482,315 | 2,482,315 | 3,743,744 | 3,733,308 |
The market value of the financial assets and short- and long-term financings, when applicable, has been determined using current rates available for operations on similar terms, conditions and remaining maturities.
15 Stockholders Equity
(a) Capital and reserves
As of September 30, 2006, the Companys authorized capital is R$ 2,450,000 and the subscribed and paid-in capital is R$ 1,854,507, represented by 1,032,554 thousand register shares, without par value, comprising 455,391 thousand common shares, 38,020 thousand Class A preferred shares and 539,143 thousand Class B preferred shares. The Class A stock may be converted into Class B stock at any time. Shares of capital stock issued by Aracruz are held in custody at Banco Itaú S.A
The market values of the common and Class A and Class B preferred shares, based on the last quotation at the leading Brazilian stock exchange BOVESPA prior to the closing date for the third quarter, were R$ 11.27, R$ 11.41 and R$ 10.75 per share, respectively.
In accordance with the Companys Bylaws, preferred shares do not vest voting rights, but have priority on return of capital in the event of liquidation of the Company. The preferred shares are entitled to a dividend that is 10% higher than that attributed to each common share, albeit without priority in terms of receiving same. Without prejudice to such right, the Class A preferred shares are assured priority in receiving a minimum annual dividend of 6% of their share of the capital stock.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION | |
At the Annual General Meeting (AGM) of Stockholders, which was held on April 28, 2006, part of the income for the year ended December 31, 2005, in the amount of R$ 647,957, was allocated to the Investment Reserve. This reserve is intended to cover Company investment plans. | |
(b) | Dividends and interest on capital invested |
Stockholders are assured by the Companys Bylaws of a minimum annual dividend equivalent to 25% of the Parent Companys net income, adjusted by any increases or decreases in the reserves, as defined in applicable corporate legislation. | |
As permitted by Law n° 9.249 of December 26, 1995, the Companys Management elected, during the third, second and first quarters of 2006, to pay interest on capital invested (stockholders equity) to the stockholders. This interest is calculated on the reported stockholders equity and limited to the daily variation in the Long-Term Interest Rate - TJLP, amounting to R$ 80,000, R$ 74,000 and R$ 89,000, respectively. | |
Based on the Companys operating cash generating capacity and in addition to the interest already declared in capital invested, the AGM held April 28, 2006, authorized distribution of dividends for the year 2005 in the amount of R$ 150,000, which works out to R$ 151.63 per batch of one thousand Class A and B preferred shares and R$ 137.85 per batch of one thousand common shares. | |
(c) | Treasury stock |
At a meeting held June 3, 2005, the Aracruz Board of Directors, in the manner provided by item XIV of Article 16 of the Companys Bylaws and Articles 1 and 8 of CVM Instruction n° 10 of February 14, 1980, authorized the Executive Officers Committee to trade shares issued by the Company itself up to the limit of 15 million Class A and Class B preferred shares. The Companys aim is subsequent disposal and/or cancellation of these shares, without decreasing the capital stock. | |
As of September 30, 2006, the Company held 483 thousand common shares and 1,483 thousand Class B preferred shares as treasury stock, the market values of which as of that date were R$ 11.27 and R$ 10.75, respectively, per batch of one thousand shares. | |
16 Employee Postretirement Benefit Plan - ARUS
The Aracruz Employee Pension Fund ARUS (Fundação Aracruz de Seguridade Social) is a private pension fund which operates in the form of a multi-sponsor fund on a non-profit basis. In September 1998, the previously existing pension plan was substituted by a defined contribution system for retirement (Arus Retirement Plan).
The Company sponsors the Arus Retirement Plan and, during the third quarter of 2006, its total contribution was approximately R$ 1,455 (R$ 1,280 in the third quarter of 2005).
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION | |
Should the sponsor withdraw from the Retirement Plan, the sponsors commitment made under Resolution No. CPC 06/88 (issued by the Brazilian Supplementary Retirement Benefits Council) is totally covered by the plans assets. | |
17 | Insurance Coverage |
In view of the nature of its activities, the Company has adopted the policy of contracting insurance coverage to meet its requirements, taking into account the classic differences in risks (manufacturing plant, forests and port). Based on systematic risk analyses, together with modern insurance techniques, the Company purchases insurance coverage in accordance with the maximum possible loss concept, which corresponds to the maximum amount subject to destruction in a single event. | |
As of September 30, 2006, the Companys assets were insured against losses for a total amount of approximately US$ 500,000, corresponding to the maximum limit of indemnity per event. | |
18 | Contingencies |
The juridical situation of Aracruz Celulose S.A. and subsidiaries/jointly controlled company includes labor, civil and tax suits. Based on the representation of external legal counsel, Management believes that the appropriate legal procedures and steps taken in each situation are sufficient to preserve the stockholders equity of the Parent Company, without additional provisions for loss on contingencies besides the amount recorded as of September 30, 2006. | |
(a) | Labor claims |
The most significant labor claims are in respect of alleged salary losses due to inflation indices and economic plans imposed by past governments. | |
In a suit claiming additional compensation for alleged hazardous conditions at the plant, the Labor Court of the municipality of Aracruz has agreed to part of the claims of the employees, as represented by their Labor Union. The Company has appealed the decision. | |
As of September 30, 2006, the Parent Company maintained provisions in the approximate amounts of R$ 35,200 (Consolidated R$ 37,100) to cover possible unfavorable decisions, as well as deposits in court in the amount of R$ 15,700 (Consolidated - R$ 21,500). | |
(b) | Brazilian Social Security Institute - INSS |
In March 1997, the Company received assessment notices from the Brazilian Social Security Institute - INSS relating principally to accommodation allowances. The inspectors took the view that the subsidized rentals constituted indirect salaries (remuneration in kind). As a consequence, the INSS inspectors argued, this process results in underpayment of the corresponding social security contributions. The Company filed a suit for declaratory judgment to challenge such assessments, with a view to cancellation of the notices, which amount to approximately R$ 16,000. | |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION | |
As of September 30, 2006, the Companys deposits in court in relation to this case amounted to approximately R$ 17,000. Based on the advice of its legal counsel, indicating the possibility of loss in this case as possible, no provision has been established for any unfavorable decisions. | |
(c) | PIS/COFINS |
The Company disagrees with the legitimacy of the claim for these taxes and filed for a court injunction against the changes in the bases for calculation of PIS and COFINS, as well as the increase in the COFINS rate, imposed by Law n° 9.718/98. A preliminary injunction was issued in favor of the Company on April 5, 1999. Due to unfavorable court decisions for other taxpayers in similar lawsuits, on August 29, 2003 the Company decided to withdraw part of claims filed, and chose to adhere to the PAES program special payment in installments created by Law n° 10.684/2003, in the amount of R$ 56,241, the current balance of which is approximately R$ 55,800, and maintained only the claims regarding exchange differences. Notwithstanding the petition for waiver, in view of the decision rendered by the Federal Supreme Court (STF), which ruled that the change in the basis for calculation of the PIS and COFINS is unconstitutional, the Parent Company filed for a Restraining Order to ensure its right not to pay over the PAES installments relating to such modification, and the petition was granted. The remaining amount, related to the period from February 1999 to September 2003, is approximately R$ 156,800 as of September 30, 2006, already adjusted to current price levels based on the SELIC interest rate, which is appropriately reflected in the quarterly financial information in the provision for contingencies under long-term liabilities. The amount relating to the PAES installments that were not paid as a result of the cited court order, for the months of July to September of 2006, is roughly R$ 1,800, already updated according to the SELIC rate. | |
(d) | Social Contribution on Net Income Non-incidence on export revenues |
In September 2003, the Company obtained a restraining order that give it the right not to pay Social Contribution on Net Income (CSLL) generated by export sales as from January 2002, as well as the right to recognize the amounts of tax credits previously offset in this regard, adjusted by the SELIC rate, in the amount of R$ 187,692 as of September 30, 2006, for which it maintains a provision booked under long-term liabilities. | |
(e) | IRPJ Deductibility of Social Contribution on Net Income (CSLL) |
On June 29, 2005, the Parent Company was assessed relating to deductibility of CSLL from taxable income for IRPJ purposes for fiscal years 2000 and 2001, the existing provision for which was supplemented by the amount of R$ 3.6 million, bringing the total to R$ 38 million. | |
In July 2005, in view of case law development (jurisprudence), the Company decided to appeal the assessment, although it recalculated the basis for calculation thereof, arriving at the amount of R$ 24.4 million. The Company has maintained the lawsuit, in which the suspension of the demand for the tax credit has not yet been granted to it. | |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION | |
(f) | IRPJ/CSLL full offset of accumulated tax losses and negative results |
On June 29, 2005, the Company was assessed related to full offset of accumulated tax losses (NOLs) for IRPJ purposes and negative results for CSLL purposes for fiscal years 2000 and 2001, as well as relating to the full offset, in fiscal year 2000, of the tax loss generated during the period it enjoyed the export tax benefit known as the BEFIEX. | |
In July 2006, a court decision was rendered denying the Company the right to fully offset the IRPJ accumulated tax losses and negative CSLL results, a decision that has already been appealed. Notwithstanding, in order to avoid a fine, the Parent Company has made a payment in the amount of R$ 49.3 million. | |
The amount of the provision set up, relating to the period in which the Parent Company enjoyed the BEFIEX benefit, is R$ 63.6 million as of September 30, 2006. | |
(g) | Other |
Based on the opinion of its legal counsel, the Parent Company maintains on its accounting records a provision for other tax contingencies in the total approximate amount of R$ 32.2 million (R$ 42.0 million Consolidated relating to tax and civil cases involving subsidiaries and jointly controlled subsidiary). For these other contingencies, the Parent Company has on deposit in court the amount of approximately R$ 14.7 million (Consolidated R$ 14.7 million as well). | |
19 Tax Incentives - ADENE |
Since Aracruz is located within the geographic area of ADENE (Agency for the Development of the Northeast) and Decree n° 4.213 of April 16, 2002 recognized pulp and paper sector as a priority in the development of the region, the Company claimed and was granted the right by the Federal Revenue Service (SRF) in December of 2002 the right to benefit from reductions in corporate income tax and non-refundable surcharges on adjusted operating profits for plants A and B (period from 2003 to 2013) and plant C (period from 2003 to 2012).
On January 9, 2004, the Company received Official Letter n° 1.406/03 from the Extrajudicial Administrator of the former Northeast Development Agency (SUDENE), informing that pursuant to re-examination by the Juridical Consultancy of the Ministry for Integration as regards the coverage of the cited incentive granted, it considered that it was inappropriate for Aracruz to enjoy the benefit previously granted and accrued, which caused revocation thereof.
During fiscal years 2004 and 2005, notifications with the objective of annulling the related tax benefits were issued by ADENE and repeatedly challenged and/or contested by the Company. This culminated in an Assessment Notice drawn up against the Company in December 2005 by the SRF, in which the latter government agency required payment back to public coffers of the amounts of the tax incentives used so far, plus interest, albeit without imposition of any fines, for a total amount of R$ 211 million. The Company filed a challenge against this assessment and is presently awaiting a decision.
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
Company Management, in conjunction with its legal counsel, believes that the decision to cancel the ADENE tax benefits is incorrect, both with respect to the benefits used and in relation to the remaining period. Both the Management and its legal counsel believe that the chances of success are to be ranked as possible. In this sense, Aracruz believes that the cited cancellation will not affect the benefits accrued through the end of the previous period (R$ 142,858 as of December 31, 2004, recorded under Capital Reserves).
20 | Reconciliation of Stockholders Equity and Results of Operations for 3rd Quarter - Parent Company and Consolidated | |||||
2006 | 2006 | |||||
Stockholders Equity | September | June | ||||
Stockholders Equity - Parent Company | 4,843,288 | 4,626,698 | ||||
Unearned income | (149,252) | (122,324) | ||||
Unrealized shipping expenses | 26,037 | 28,082 | ||||
Income tax and social contribution on unearned income | 41,893 | 32,043 | ||||
Stockholders Equity - Consolidated | 4,761,966 | 4,564,499 | ||||
Results for the 3rd Quarter | 2006 | 2005 | ||||
September | September | |||||
Net Income for the 3rd Quarter - Parent Company | 296,590 | 285,673 | ||||
Unrealized shipping expenses | (2,045) | (988) | ||||
Unearned income | (26,929) | 17,901 | ||||
Income tax and social contribution on unearned income | 9,851 | (5,751) | ||||
Net Income for the 3rd Quarter - Consolidated | 277,467 | 296,835 | ||||
21 | Commitments |
(a) | Supply of chemical products |
Long-term agreements were signed between Aracruz and Canexus Química Brasil Ltda., in December of 1999 and May of 2002, for the supply of chemical products to the former, under which the Company pledged to acquire volumes of chemical products conservatively projected for a period of 6 years as from the dates the contracts were signed. The contracts include clauses for suspension of supply and breach of contract which are normal on the market, such as Force Majeure, as well as performance incentives such as sharing of productivity gains, preference prices and "take-or-pay. Volumes purchased by the Company in addition to the minimum agreed for a given year may be compensated with lower volumes acquired in subsequent years. | |
(b) | Supply of wood |
The Company signed a contract with Suzano Papel e Celulose S.A. with a view to a loan of 1,900 thousand m³ of eucalyptus wood, amounts that were received through September of 2005 and for which the Company, based on its present forest formation costs, has provided the amount of R$ 18,018 as of September 30 and June 30, 2006. The contract calls for return of an equivalent volume on similar operating terms between 2007 and 2008. | |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION | |
(c) | Indian Communities - Terms of settlement |
In the first half of 1998, local Indian communities and the Company entered into Terms of Settlement (TACs) whereby both parties recognized the legitimacy of Administrative Rulings n° 193, 194 and 195, all dated March 6, 1998, issued by the Federal Ministry of Justice, which determined the enlargement of the Indian reservation by 2,571 hectares of land belonging to the Company. Aracruz committed itself to a financial aid program to be implemented through social, agricultural, educational, shelter and health projects, up to an amount of approximately R$ 13.5 million (historical amount), monetarily restated each month by one of the official inflation indices (General Market Price Index IGP-M or Consumer Price Index IPC) or such other indices as may replace them in the future, whichever is greater. The value of this financial assistance was to be disbursed over a 20-year period, conditioned to the accomplishment of certain obligations by the Indian communities. | |
Despite the TACs in force, during the year 2005 members of the Indian communities invaded some forestry areas and the Companys industrial premises. Although Aracruz had obtained provisional measures for reinstatement of its ownership of the invaded areas, at end of the year the Indians still occupied approximately 11,000 hectares of land to which the Company is legally entitled. Since the invasion represented breach of the TACs by the Indian communities, the Company - after having notified the communities themselves, the National Indian Foundation - FUNAI and the Federal Public Prosecutor - suspended all commitments to the Indian communities under the TACs as of May 2005. | |
As of September 30, 2006, in relation to the time the TACs were being complied with, the Company had donated the amount of R$ 9,597 to the Indian Associations. | |
On February 17, 2006, FUNAI published Decisions n° 11 and 12 in the Official Federal Gazette (D.O.U.), approving the conclusion of a working group set up by FUNAI Administrative Ruling n° 1.299/05, which recommended expansion of the current Indian reserves by about 11,000 hectares, comprised almost entirely of lands owned by Aracruz. As it is confident of the legitimacy of its rights, the Company filed a challenge to such Decisions on June 19, 2006. | |
(d) | Guarantees |
As of September 30, 2006, collateral signatures and other such guarantees granted to other Company subsidiaries and jointly controlled subsidiaries, relating to third party loans and legal challenges filed by these companies, are represented as follows: | |
Aracruz Trading International Ltd. | 240,249 | |
Veracel Celulose S.A. | 898,646 | |
Portocel Terminal Especializado de Barra do Riacho S.A. | 104,460 | |
Total | 1,243,355 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
SUPPLEMENTARY INFORMATION | ||||||||||
1 | Statement of Cash Flow | |||||||||
Parent Company | Consolidated | |||||||||
3rd Quarter | 3rd Quarter | |||||||||
2006 | 2005 | 2006 | 2005 | |||||||
Operating activities | ||||||||||
Net income for the quarter | 296,590 | 285,673 | 277,467 | 296,835 | ||||||
Adjustments to reconcile net income to cash generated by operating activities: | ||||||||||
Depreciation, amortization and depletion | 138,624 | 131,618 | 164,883 | 155,080 | ||||||
Equity pick-up | (264,349) | (123,024) | 144 | 953 | ||||||
Deferred income tax and social contribution | 15,003 | 85,909 | 5,614 | 87,936 | ||||||
Monetary and exchange variations | 11,159 | (150,050) | 9,074 | (136,914) | ||||||
Tax incentives ADENE | 19,352 | 19,352 | ||||||||
Provision for contingencies, net | 4,493 | (10,599) | 4,715 | (8,190) | ||||||
Provision for losses on tax credits | 12,704 | (110,195) | 12,776 | (108,007) | ||||||
Realization of goodwill | 1,494 | 1,494 | ||||||||
Residual value of permanent assets disposed of | 395 | 1,250 | 190 | 1,415 | ||||||
Decrease (increase) in assets | ||||||||||
Investments in short- and long-term securities | (33,799) | (46,315) | (46,775) | (46,315) | ||||||
Accounts receivable | 120,424 | 32,409 | (63,128) | 5,655 | ||||||
Inventories | (29,109) | (30,874) | (25,482) | (43,046) | ||||||
Tax credits | (14,406) | 62,164 | (20,373) | 54,430 | ||||||
Other items | (14,933) | 2,211 | (12,631) | (1,502) | ||||||
Increase (decrease) in liabilities | ||||||||||
Suppliers | 12,897 | 2,192 | 23,283 | (12,213) | ||||||
Advances from subsidiaries (including interest) | (298,333) | 15,362 | (1,056) | |||||||
Interest on loans and financings | 7,746 | 4,510 | 2,178 | 4,757 | ||||||
Income tax and social contribution on net income | (9,115) | (45,739) | (10,421) | (42,544) | ||||||
Provisions for contingencies and litigation | (50,187) | (145) | (50,419) | (145) | ||||||
Other items | 375 | (14,215) | 5,689 | (6,280) | ||||||
Cash generated by (used in) operating activities | (93,821) | 112,988 | 275,728 | 222,751 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
Parent Company | Consolidated | |||||||
3rd Quarter | 3rd Quarter | |||||||
2006 | 2005 | 2006 | 2005 | |||||
Investing activities | ||||||||
Short- and long-term investments | (11,715) | 94,740 | (12,139) | 94,740 | ||||
Permanent assets: | ||||||||
Investments | (53,327) | (51,284) | ||||||
Increase in capital of affiliated company | (3,230) | |||||||
Property, plant and equipment | (180,282) | (118,225) | (234,643) | (194,315) | ||||
Dividends received | 1,032 | |||||||
Amounts received for sale of permanent Assets | 199 | 982 | 643 | 976 | ||||
Cash used in investing activities | (244,093) | (73,787) | (246,139) | (101,829) | ||||
Financing activities | ||||||||
Loans and financings: | ||||||||
Additions | 533,258 | 539,778 | 563,825 | 649,118 | ||||
Payments | (134,219) | (537,211) | (573,996) | (667,743) | ||||
Treasury stock | (836) | (836) | ||||||
Dividends / interest on capital invested | (73,938) | (25,194) | (73,938) | (25,194) | ||||
Cash generated by (used in) financing activities | 325,101 | (23,463) | (84,109) | (44,655) | ||||
Effects of exchange variation on cash and cash equivalents | 1,592 | (9,976) | ||||||
Net increase (decrease) in cash and cash and marketable securities | (12,813) | 15,738 | (52,928) | 66,291 | ||||
Cash and marketable securities at beginning of quarter | 16,431 | 2,429 | 294,253 | 186,864 | ||||
Cash and marketable securities and end of quarter | 3,618 | 18,167 | 241,325 | 253,155 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
2 | Statement of Value Added | |||||||||
Parent Company | ||||||||||
3rd Quarter | 3rd Quarter | |||||||||
2006 | % | 2005 | % | |||||||
Revenues | 547,581 | 498,222 | ||||||||
Raw materials acquired from third parties | (310,168) | (100,986) | ||||||||
Gross value added | 237,413 | 397,236 | ||||||||
Retentions | ||||||||||
Depreciation, amortization and depletion | (138,625) | (131,618) | ||||||||
Net value added generated | 98,788 | 265,618 | ||||||||
Received in transfers | ||||||||||
Financial revenues including monetary and exchange variations | 62,016 | 81,496 | ||||||||
Equity income | 264,349 | 123,024 | ||||||||
326,365 | 204,520 | |||||||||
Value added for distribution | 425,153 | 100 | 470,138 | 100 | ||||||
Distribution of value added | ||||||||||
Government and community | ||||||||||
Taxes and contributions (federal, state and municipal) | ||||||||||
(6,703) | (2) | 218,201 | 46 | |||||||
Support, sponsorships and donations | 6,810 | 2 | 2,399 | 1 | ||||||
107 | 220,600 | 47 | ||||||||
Employees | 57,792 | 13 | 52,173 | 11 | ||||||
Remuneration of capital invested by third parties/financiers | ||||||||||
Financial expenses (revenues) | 70,664 | 17 | (88,308) | (19) | ||||||
Retained earnings | 296,590 | 70 | 285,673 | 61 | ||||||
Total distributed and retained | 425,153 | 100 | 470,138 | 100 |
04.01 - NOTES TO THE CONSOLIDATED QUARTERLY FINANCIAL INFORMATION
Consolidated | ||||||||
3rd Quarter | 3rd Quarter | |||||||
2006 | % | 2005 | % | |||||
Revenues | 1,006,228 | 793,874 | ||||||
Raw materials acquired from third parties | (469,204) | (185,231) | ||||||
Gross value added | 537,024 | 608,643 | ||||||
Retentions | ||||||||
Depreciation, amortization and depletion | (164,883) | (155,080) | ||||||
Net value added generated | 372,141 | 453,563 | ||||||
Received in transfers | ||||||||
Financial revenues including monetary and exchange variations | 88,858 | 56,693 | ||||||
Equity income | (144) | (953) | ||||||
88,714 | 55,740 | |||||||
Value added for distribution | 460,855 | 100 | 509,303 | 100 | ||||
Distribution of value added | ||||||||
Government and community | ||||||||
Taxes and contributions (federal, state and Municipal) | (5,914) | (1) | 233,816 | 46 | ||||
Support, sponsorships and donations | 9,049 | 2 | 3,054 | 1 | ||||
3,135 | 1 | 236,870 | 47 | |||||
Employees | 69,950 | 15 | 64,901 | 13 | ||||
Remuneration of capital invested by third parties/financiers | ||||||||
Financial expenses (revenues) | 110,302 | 24 | (89,304) | (18) | ||||
Retained earnings | 277,468 | 60 | 296,836 | 58 | ||||
Total distributed and retained | 460,855 | 100 | 509,303 | 100 |
05.01 COMMENTS ON THE COMPANYS PERFORMANCE FOR THE QUARTER
EXPRESSED IN THOUSANDS OF REAIS (Except where indicated otherwise) |
Aracruz Celulose S.A. posted consolidated net income of R$ 277,467 for the third quarter of 2006, compared with consolidated net income of R$ 296,835 in the same quarter last year. The variation in the results over the third quarter of 2005 largely reflects the lower exchange variation of assets and liabilities denominated in U.S. Dollars, partly offset by the higher volume of sales in 2006.
1. OPERATING ACTIVITIES Commercial Performance |
Pulpwood sales for the third quarter of 2006 totaled 599 thousand tons (consolidated 724 thousand tons), representing an increase of 9% in relation to the same quarter of 2005, with 98% of this amount being shipped to foreign markets. The average net price in the third quarter was US$ 392/t (consolidated - US$ 563/t), which represents a healthy rise of 9% at the parent company level (consolidated rise of 11%) compared with the price of US$ 360/t (consolidated - US$ 509/t) in the same quarter of 2005.
Operating Performance |
The Companys pulpwood output was 623 thousand tons in the third quarter, 4% higher than the production for the same period of 2005. The unit cost of production in the quarter, expressed in terms of Reais (R$), was 9% higher than for the third quarter of 2005, mainly caused by the rise in the cost of wood, increased consumption of chemical products and higher maintenance costs.
Parent Company | ||||
ANALYSIS OF COSTS | ||||
R$ / TON | 3rd Qt. 2006 | 3rd Qt. 2005 | ||
Cost of Sales (*) | 667 | 618 | ||
Selling Expenses | 26 | 25 | ||
Administrative Expenses | 68 | 36 | ||
Other Operating Expenses (Revenues) (**) | 63 | 23 | ||
Total | 824 | 702 | ||
Cost of Production (R$/Ton) | 595 | 548 | ||
Tons Sold | 598,964 | 547,720 | ||
Tons Produced | 622,519 | 600,820 |
(*) Includes average cost of inventories, plus cost of freight and insurance - R$ 73/ton (2005 -R$ 66/ton).
(**) Does not include Monetary / Exchange Variations and Financial Revenues / Expenses / Equity Pick-up.
05.01 | COMMENTS ON THE COMPANYS PERFORMANCE FOR THE QUARTER |
2. | EVOLUTION OF FINANCIAL LIABILITIES |
Parent Company | ||||
In thousands of Reais | ||||
Gross Debt | 9/30/2006 | 6/30/2006 | ||
Local currency | 454,266 | 482,838 | ||
Foreign currency | 2,028,049 | 1,584,461 | ||
Cash and cash equivalents (*) | 700,243 | 667,542 | ||
Net Debt | 1,782,072 | 1,399,757 | ||
Consolidated | ||||
In thousands of Reais | ||||
Gross Debt | 9/30/2006 | 6/30/2006 | ||
Local currency | 1,073,632 | 1,103,864 | ||
Foreign currency | 2,670,112 | 2,637,813 | ||
Cash and cash equivalents (*) | 1,333,709 | 1,327,723 | ||
Net Debt | 2,410,035 | 2,413,954 | ||
(*) Includes short- and long-term investments in marketable securities. |
3. OPERATIONAL INVESTMENTS |
Investment outlays made in the third quarter of 2006 totaled R$ 180.3 million (consolidated - R$ 234.6 million), up over the R$ 118.2 million (consolidated - R$ 194.3 million) made in the same period last year. They were mainly allocated to the following areas: industrial (R$ 63.5 million), lands and forests (R$ 32.0 million), Veracel project (R$ 58.6 million), tree farming (R$ 71.9 million), forestry (R$ 7.2 million) and other investments (R$ 1.4 million), in consolidated figures.
* * * * * |
06.01 CONSOLIDATED BALANCE SHEET LIABILITIES THOUSAND OF R$ | ||||||
|
| |||||
1 CODE | 2 DESCRIPTION | 3 DATE 09/30/2006 | 4 DATE 06/30/2006 | |||
1 | TOTAL ASSETS | 9,608,157 | 9,414,086 | |||
1.1 | CURRENT ASSETS | 2,793,505 | 2,649,499 | |||
1.1.1 | CASH AND CASH EQUIVALENTS | 45,092 | 54,397 | |||
1.1.2 | CREDITS | 906,801 | 807,439 | |||
1.1.2.1 | ACCOUNTS RECEIVABLE FROM CUSTOMERS - PULP | 549,249 | 474,334 | |||
1.1.2.2 | ACCOUNTS RECEIVABLE FROM CUSTOMERS - PAPER | 23,495 | 19,547 | |||
1.1.2.3 | ACCOUNTS RECEIVABLE FROM CUSTOMERS OTHERS | 5,310 | 3,129 | |||
1.1.2.4 | EMPLOYEES | 10,873 | 5,847 | |||
1.1.2.5 | SUPPLIERS | 6,430 | 8,701 | |||
1.1.2.6 | TAXES | 297,602 | 282,997 | |||
1.1.2.7 | OTHERS | 13,842 | 12,884 | |||
1.1.3 | INVENTORIES | 523,563 | 498,081 | |||
1.1.3.1 | SUPPLIES | 127,301 | 122,229 | |||
1.1.3.2 | RAW MATERIALS | 79,865 | 61,050 | |||
1.1.3.3 | FINISHED GOODS | 315,011 | 313,720 | |||
1.1.3.4 | PRODUCTS IN PROCESS | 0 | 0 | |||
1.1.3.5 | OTHERS | 1,386 | 1,082 | |||
1.1.4 | OTHERS | 1,318,049 | 1,289,582 | |||
1.1.4.1 | SHORT-TERM INVESTMENTS | 1,086,785 | 1,028,008 | |||
1.1.4.2. | FINANCIAL APPLICATION | 196,233 | 239,856 | |||
1.1.4.3 | PREPAID EXPENSES | 35,021 | 21,708 | |||
1.1.4.4 | FIXED ASSETS AVAILABLE FOR SALE | 0 | 0 | |||
1.1.4.5 | RETENTIONS ON FINANCING CONTRACTS | 0 | 0 | |||
1.1.4.6 | OTHERS | 10 | 10 |
06.01 CONSOLIDATED BALANCE SHEET LIABILITIES THOUSAND OF R$
1 CODE | 2 DESCRIPTION | 3 DATE 09/30/2006 | 4 DATE 06/30/2006 | |||
1.2 | LONG-TERM ASSETS | 347,435 | 366,146 | |||
1.2.1 | CREDITS | 285,228 | 303,714 | |||
1.2.1.1 | SUPPLIERS | 211,600 | 204,149 | |||
1.2.1.2 | TAXES | 39,146 | 36,396 | |||
1.2.1.3 | OTHERS | 34,482 | 63,169 | |||
1.2.2 | ACCOUNTS RECEIVABLE RELATED PARTIES | 0 | 0 | |||
1.2.2.1 | FROM AFFILIATES | 0 | 0 | |||
1.2.2.2 | FROM SUBSIDIARIES | 0 | 0 | |||
1.2.2.3 | OTHER COMPANIES | 0 | 0 | |||
1.2.3 | OTHERS | 62,207 | 62,432 | |||
1.2.3.1 | LONG-TERM INVESTMENTS | 5,599 | 5,462 | |||
1.2.3.2 | ESCROW DEPOSITS | 53,193 | 53,379 | |||
1.2.3.3 | RETENTIONS ON FINANCING CONTRACTS | 0 | 0 | |||
1.2.3.4 | OTHERS | 3,415 | 3,591 | |||
1.3 | FIXED ASSETS | 6,467,217 | 6,398,441 | |||
1.3.1 | INVESTMENTS | 22,240 | 22,385 | |||
1.3.1.1 | IN AFFILIATES | 0 | 0 | |||
1.3.1.2 | IN SUBSIDIARIES | 19,583 | 19,727 | |||
1.3.1.3 | OTHER COMPANIES | 2,657 | 2,658 | |||
1.3.2 | PROPERTY, PLANT AND EQUIPMENT | 6,073,694 | 5,973,622 | |||
1.3.2.1 | LAND | 886,100 | 839,132 | |||
1.3.2.2 | BUILDINGS | 714,682 | 673,571 | |||
1.3.2.3 | MACHINERY AND EQUIPMENT | 3,248,981 | 3,310,320 | |||
1.3.2.4 | FORESTS | 948,708 | 904,433 | |||
1.3.2.5 | ADVANCES TO SUPPLIERS | 43,363 | 5,730 | |||
1.3.2.6 | CONSTRUCTION IN PROGRESS | 112,494 | 115,702 | |||
1.3.2.7 | OTHERS | 119,366 | 124,734 | |||
1.3.3 | DEFERRED ASSETS | 371,283 | 402,434 | |||
1.3.3.1 | INDUSTRIAL | 4,329 | 4,973 | |||
1.3.3.2 | FORESTS | 0 | 0 | |||
1.3.3.3 | ADMINISTRATIVE | 0 | 0 | |||
1.3.3.4 | GOODWILL ARISING ON ACQUISITION OF ENTITIES | 309,585 | 337,730 | |||
1.3.3.5 | OTHERS | 57,369 | 59,731 |
06.02 CONSOLIDATED BALANCE SHEET LIABILITIES THOUSAND OF R$
1 CODE | 2 DESCRIPTION | 3 DATE 09/30/2006 | 4 DATE 06/30/2006 | |||
2 | TOTAL LIABILITIES | 9,608,157 | 9,414,086 | |||
2.1 | CURRENT LIABILITIES | 804,214 | 825,706 | |||
2.1.1 | LOANS AND FINANCING | 355,569 | 401,285 | |||
2.1.2 | DEBENTURES | 0 | 0 | |||
2.1.3 | SUPPLIERS | 197,411 | 161,286 | |||
2.1.4 | TAXES | 94,747 | 108,292 | |||
2.1.5 | DIVIDENDS PAYABLE | 83,046 | 76,984 | |||
2.1.6 | PROVISIONS | 55,795 | 42,377 | |||
2.1.6.1 | VACATION AND 13th SALARY | 33,602 | 27,759 | |||
2.1.6.2 | PROFIT SHARING | 22,193 | 14,618 | |||
2.1.7 | LOANS FROM RELATED PARTIES | 0 | 0 | |||
2.1.8 | OTHERS | 17,646 | 35,482 | |||
2.1.8.1 | PROPOSED DIVIDENDS | 0 | 0 | |||
2.1.8.2 | OTHERS | 17,646 | 35,482 | |||
2.2 | LONG-TERM LIABILITIES | 4,040,430 | 4,022,728 | |||
2.2.1 | LOANS AND FINANCING | 3,388,175 | 3,340,392 | |||
2.2.2 | DEBENTURES | 0 | 0 | |||
2.2.3 | PROVISIONS | 563,812 | 594,051 | |||
2.2.3.1 | LABOR CONTINGENCIES | 37,316 | 38,175 | |||
2.2.3.2 | TAX CONTINGENCIES | 451,914 | 496,759 | |||
2.2.3.3 | INCOME TAX ON TEMPORARY DIFERENCES | 74,582 | 59,117 | |||
2.2.4 | LOANS FROM RELATED PARTIES | 0 | 0 | |||
2.2.5 | OTHERS | 88,443 | 88,285 | |||
2.2.5.1 | SUPPLIERS | 9,761 | 21,757 | |||
2.2.5.2 | TAXES | 67,134 | 56,240 | |||
2.2.5.3 | OTHERS | 11,548 | 10,288 | |||
2.3 | DEFERRED INCOME | 0 | 0 | |||
2.4 | MINORITY INTEREST | 1,547 | 1,153 |
06.02 CONSOLIDATED BALANCE SHEET LIABILITIES THOUSAND OF R$
1 CODE | 2 DESCRIPTION | 3 DATE 09/30/2006 | 4 DATE 06/30/2006 | |||
2.5 | STOCKHOLDERS EQUITY | 4,761,966 | 4,564,499 | |||
2.5.1 | PAID-IN CAPITAL | 1,854,507 | 1,854,507 | |||
2.5.1.1 | COMMON STOCK | 783,599 | 783,599 | |||
2.5.1.2 | PREFERRED STOCK | 1,070,908 | 1,070,908 | |||
2.5.2 | CAPITAL RESERVES | 162,210 | 162,210 | |||
2.5.3 | REVALUATION RESERVE | 0 | 0 | |||
2.5.3.1 | OWN ASSETS | 0 | 0 | |||
2.5.3.2 | SUBSIDIARIES / AFFILIATES | 0 | 0 | |||
2.5.4 | REVENUE RESERVES | 2,199,461 | 2,199,461 | |||
2.5.4.1 | LEGAL | 281,037 | 281,037 | |||
2.5.4.2 | STATUTORY | 0 | 0 | |||
2.5.4.3 | FOR CONTINGENCIES | 0 | 0 | |||
2.5.4.4 | UNREALIZED INCOME | 0 | 0 | |||
2.5.4.5 | FOR INVESTMENTS | 1,927,410 | 1,927,410 | |||
2.5.4.6 | SPECIAL FOR NON-DISTRIBUTED DIVIDENDS | 0 | 0 | |||
2.5.4.7 | OTHER UNREALIZED INCOME | (8,986) | (8,986) | |||
2.5.4.7.1 | TREASURY STOCK | (8,986) | (8,986) | |||
2.5.5 | RETAINED EARNINGS | 545,788 | 348,321 |
07.01 CONSOLIDATED STATEMENT OF OPERATIONS THOUSAND OF R$ | ||||||||||
3 FROM : 07/01/2006 | 4 FROM : 01/01/2006 | 5 FROM : 07/01/2005 | 6 FROM : 01/01/2005 | |||||||
1 CODE | 2 DESCRIPTION | TO : 09/30/2006 | TO : 09/30/2006 | TO : 09/30/2005 | TO : 09/30/2005 | |||||
3.1 | GROSS SALES AND SERVICES REVENUE | 1,122,664 | 3,184,573 | 893,414 | 2,728,469 | |||||
3.2 | SALES TAXES AND OTHER DEDUCTIONS | (125,063) | (364,704) | (106,162) | (337,896) | |||||
3.3 | NET SALES REVENUE | 997,601 | 2,819,869 | 787,252 | 2,390,573 | |||||
3.4 | COST OF GOODS SOLD | (586,121) | (1,699,644) | (447,526) | (1,281,561) | |||||
3.5 | GROSS PROFIT | 411,480 | 1,120,225 | 339,726 | 1,109,012 | |||||
3.6 | OPERATING (EXPENSES) INCOME | (235,962) | (432,048) | 58,364 | (26,580) | |||||
3.6.1 | SELLING | (43,712) | (133,458) | (37,541) | (117,775) | |||||
3.6.2 | GENERAL AND ADMINISTRATIVE | (45,510) | (98,061) | (27,515) | (74,190) | |||||
3.6.3 | FINANCIAL | (105,344) | (79,788) | 142,273 | 283,069 | |||||
3.6.3.1 | FINANCIAL INCOME | 88,858 | 285,476 | 56,694 | 161,859 | |||||
3.6.3.2 | FINANCIAL EXPENSES | (194,202) | (365,264) | 85,579 | 121,210 | |||||
3.6.4 | OTHER OPERATING INCOME | 11,419 | 36,739 | 11,244 | 32,804 | |||||
3.6.5 | OTHER OPERATING EXPENSES | (52,671) | (156,794) | (29,144) | (148,233) | |||||
3.6.6 | EQUITY IN THE RESULTS OF SUBSIDIARIES | (144) | (686) | (953) | (2,255) | |||||
3.7 | OPERATING INCOME | 175,518 | 688,177 | 398,090 | 1,082,432 | |||||
3.8 | NON-OPERATING (EXPENSES) INCOME | (182) | (687) | (2,890) | (5,194) | |||||
3.8.1 | INCOME | 650 | 3,902 | 2,953 | 3,443 | |||||
3.8.2 | EXPENSES | (832) | (4,589) | (5,843) | (8,637) | |||||
3.9 | INCOME BEFORE INCOME TAXES AND MANAGEMENT REMUNERATION | 175,336 | 687,490 | 395,200 | 1,077,238 | |||||
3.10 | INCOME TAX AND SOCIAL CONTRIBUTION | 28,139 | (53,615) | (10,921) | (215,841) | |||||
3.11 | DEFERRED INCOME TAXES | (5,614) | (21,731) | (87,936) | (23,255) | |||||
3.12 | MANAGEMENT REMUNERATION AND STATUORY APPROPRIATIONS | 0 | 0 | 0 | 0 | |||||
3.12.1 | PARTICIPATIONS | 0 | 0 | 0 | 0 | |||||
3.12.2 | REMUNERATION | 0 | 0 | 0 | 0 | |||||
3.13 | REVERSION OF INTERESTS ON STOCKHOLDERS CAPITAL | 80,000 | 243,000 | 0 | 151,900 | |||||
3.14 | MINORITY INTEREST | (394) | (748) | 492 | 484 | |||||
3.15 | NET INCOME FOR THE PERIOD | 277,467 | 854,396 | 296,835 | 990,526 | |||||
CAPITAL STOCK-QUANTITY (THOUSANDS) | 1,030,588 | 1,030,588 | 1,030,588 | 1,030,588 | ||||||
EARNINGS PER SHARE | 0,26923 | 0,82904 | 0,28802 | 0,96113 | ||||||
LOSS PER SHARE | - | - | - | - |
08.01 PERFORMANCE COMMENTS OF CONSOLIDATED IN THE QUARTER
The consolidated Performance comments for this quarter were disclosed together with Aracruz Celulose S.A.s (Controlling Company) performance comments, group 05.
15.01 INVESTMENTS PROJECTS |
(Convenience Translation into English from the original previously issued in Portuguese)
The comments related to investments were disclosed in note 3 group 05.
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
(Convenience Translation into English from the original previously issued in Portuguese)
Stock position of stockholders with more than 5% of voting stocks
In order to be in compliance with the best practices of Corporate Governance (Level 1), we disclose below, the stock positions as of September 30, 2006:
Parent Company: | ||||||||||||||||
Aracruz Celulose S.A. | CNPJ: 42.157.511/0001-61 | |||||||||||||||
Stocks | ||||||||||||||||
Stockholders | Common | Preferred A | Preferred B | Total | ||||||||||||
Quantity | Quantity | Quantity | Quantity | |||||||||||||
Thousand | % | Thousand | % | Thousand | % | Thousand | % | |||||||||
(1) Newark Financial Inc. (2) | 127,506 | 28.00 | - | - | - | 127,506 | 12.35 | |||||||||
Arainvest Participações S.A. | 127,506 | 28.00 | 27,737 | 72.97 | - | 155,243 | 15.03 | |||||||||
Arapar S.A. | 127,506 | 28.00 | - | - | - | 127,506 | 12.35 | |||||||||
BNDES Participações S.A. | 56,881 | 12.49 | 10,000 | 26.30 | 30,001 | 5.56 | 96,882 | 9.38 | ||||||||
(1) Treasure Hold Investments Corp | - | - | - | - | 57,876 | 10.73 | 57,876 | 5.60 | ||||||||
(1) U.S. Trust Company N.A. (2) | - | - | - | - | 56,626 | 10.50 | 56,626 | 5.49 | ||||||||
(1) Wellington Mgmt Company (2) | - | - | - | - | 40,095 | 7.44 | 40,095 | 3.89 | ||||||||
(1) Northern Cross Investments Ltd. (2) | - | - | - | - | 34,400 | 6.38 | 34,400 | 3.33 | ||||||||
Caixa Previd. Func. Banco do Brasil | - | - | - | - | 31,694 | 5.88 | 31,694 | 3.07 | ||||||||
(1) Capital Research & Mgmt Company (2) | - | - | - | - | 30,580 | 5.67 | 30,580 | 2.96 | ||||||||
Treasury stock | 483 | 0.10 | - | - | 1,483 | 0.28 | 1,966 | 0.19 | ||||||||
Others | 15,509 | 3.41 | 276 | 0.73 | 256,395 | 47.56 | 272,180 | 26.36 | ||||||||
Total | 455,391 | 100.00 | 38,013 | 100.00 | 539,150 | 100.00 | 1,032,554 | 100.00 |
(1) | Foreign company |
(2) | Numbers supplied by I.R. Channel JP Morgan in 02/10/06 |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Share Capital of majority stockholders (from controlling companies to individual stockholders)
Parent Company: | ||||||||||||||||
Newark Financial Inc. | ||||||||||||||||
Stocks | ||||||||||||||||
Common | Preferred | Total | ||||||||||||||
Quantity | Quantity | Quantity | ||||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||||
Votorantim Celulose e Papel S.A. | 50,000 | 100.00 | - | - | 50,000 | 100.00 | ||||||||||
Total | 50,000 | 100.00 | - | - | 50,000 | 100.00 | ||||||||||
Parent Company: | ||||||||||||||||
Votorantim Celulose e Papel S.A | CNPJ: 60.643.228/0001-21 | |||||||||||||||
Stocks | ||||||||||||||||
Common | Preferred | Total | ||||||||||||||
Quantity | Quantity | Quantity | ||||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||||
Nova HPI Participações Ltda. | 11,679,604 | 11.05 | - | - | 11,679,604 | 5.72 | ||||||||||
Votorantim Participações S.A. | 94,022,846 | 88.95 | 677 | - | 94,023,523 | 46.06 | ||||||||||
BNDES Participações S.A | - | - | 7,555,369 | 7.67 | 7,555,369 | 3.70 | ||||||||||
MONDRIAN Investment Partners Ltd (1) | - | - | 9,320,469 | 9.47 | 9,320,469 | 4.57 | ||||||||||
Council of Administration , Chief Officers and | ||||||||||||||||
Fiscal council | - | - | 3,038 | - | 3,038 | - | ||||||||||
Others | - | - | 80,531,702 | 81.82 | 80,531,702 | 39.45 | ||||||||||
Treasury stocks | 2 | - | 1,031,800 | 1.05 | 1,031,802 | 0.51 | ||||||||||
Total | 105,702,452 | 100.00 | 98,443,055 | 100.00 | 204,145,507 | 100.00 | ||||||||||
(1) Foreign company |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Parent Company: | ||||||||||||
Nova HPI Participações Ltda. | CNPJ: 65.785.669/0001-81 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
Votorantim Participações S.A. | 7,212,408 | 100.00 | - | - | 7,212,408 | 100.00 | ||||||
Hejoassu Administração Ltda. | 1 | 0.00 | - | - | 1 | 0.00 | ||||||
Total | 7,212,409 | 100.00 | - | - | 7,212,409 | 100.00 | ||||||
Parent Company: | ||||||||||||
Votorantim Participações S.A. | CNPJ: 61.082.582/0001-97 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
Hejoassu Administração Ltda. | 5,304,772,481 | 98.60 | - | - | 5,304,772,481 | 98.60 | ||||||
José Ermírio de Moraes Filho - Espólio | 19,026,623 | 0.35 | - | - | 19,026,623 | 0.35 | ||||||
Antônio Ermírio de Moraes | 19,026,623 | 0.35 | - | - | 19,026,623 | 0.35 | ||||||
Ermírio Pereira de Moraes | 19,026,623 | 0.35 | - | - | 19,026,623 | 0.35 | ||||||
Maria Helena Moraes Scripilliti | 19,026,623 | 0.35 | - | - | 19,026,623 | 0.35 | ||||||
Total | 5,380,878,973 | 100.00 | - | - | 5,380,878,973 | 100.00 | ||||||
Parent Company: | ||||||||||||
Hejoassu Administração Ltda. | CNPJ: 61.194.148/0001-07 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
José Ermírio de Moraes Filho - Espólio | 400,000 | 25.00 | - | - | 400,000 | 25.00 | ||||||
AEM Participações S.A. | 400,000 | 25.00 | - | - | 400,000 | 25.00 | ||||||
ERMAN Participações S.A. | 400,000 | 25.00 | - | - | 400,000 | 25.00 | ||||||
MRC Participações S.A. | 400,000 | 25.00 | - | - | 400,000 | 25.00 | ||||||
Total | 1,600,000 | 100.00 | - | - | 1,600,000 | 100.00 |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Parent Company: | ||||||||||||||
AEM Participações S.A. | CNPJ: 05.062.403/0001 -89 | |||||||||||||
Stocks | ||||||||||||||
Common | Preferred | Total | ||||||||||||
Quantity | Quantity | Quantity | ||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||
Antônio Ermírio de Moraes | 684,729,100 | 100.00 | - | - | 684,729,100 | 100.00 | ||||||||
JEMF Participações S.A. | - | - | 300 | 33.33 | 300 | 0.00 | ||||||||
ERMAN Participações S.A. | - | - | 300 | 33.33 | 300 | 0.00 | ||||||||
MRC Participações S.A. | - | - | 300 | 33.34 | 300 | 0.00 | ||||||||
Total | 684,729,100 | 100.00 | 900 | 100.00 | 684,730,000 | 100.00 | ||||||||
Parent Company: | ||||||||||||||
ERMAN Participações S.A. | CNPJ: 05.062.376/0001-44 | |||||||||||||
Stocks | ||||||||||||||
Common | Preferred | Total | ||||||||||||
Quantity | Quantity | Quantity | ||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||
Ermírio Pereira de Moraes | 684,729,100 | 100.00 | - | - | 684,729,100 | 100.00 | ||||||||
JEMF Participações S.A. | - | - | 300 | 33.33 | 300 | 0.00 | ||||||||
AEM Participações S.A. | - | - | 300 | 33.33 | 300 | 0.00 | ||||||||
MRC Participações S.A. | - | - | 300 | 33.34 | 300 | 0.00 | ||||||||
Total | 684,729,100 | 100.00 | 900 | 100.00 | 684,730,000 | 100.00 | ||||||||
Parent Company: | ||||||||||||||
MRC Participações S.A. | CNPJ: 05.062.355/0001-29 | |||||||||||||
Stocks | ||||||||||||||
Common | Preferred | Total | ||||||||||||
Quantity | Quantity | Quantity | ||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||
Maria Helena de Moraes S. Noschese | 684,729,100 | 100.00 | - | - | 684,729,100 | 100.00 | ||||||||
JEMF Participações S.A. | - | - | 300 | 33.33 | 300 | 0.00 | ||||||||
AEM Participações S.A. | - | - | 300 | 33.33 | 300 | 0.00 | ||||||||
ERMAN Participações S.A. | - | - | 300 | 33.34 | 300 | 0.00 | ||||||||
Total | 684,729,100 | 100.00 | 900 | 100.00 | 684,730,000 | 100.00 |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Parent Company: | ||||||||||||
JEMF Participações S.A. | CNPJ: 05.062.394/0001-26 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
José Ermírio de Moraes Neto | 3,500 | 33.33 | - | - | 3,500 | 33.30 | ||||||
José Roberto Ermírio de Moraes | 3,500 | 33.34 | - | - | 3,500 | 33.30 | ||||||
Neide Helena de Moraes | 3,500 | 33.33 | - | - | 3,500 | 33.30 | ||||||
AEM Participações S.A. | - | - | 4 | 33.33 | 4 | 0.03 | ||||||
ERMAN Participações S.A. | - | - | 4 | 33.34 | 4 | 0.04 | ||||||
MRC Participações S.A. | - | - | 4 | 33.33 | 4 | 0.03 | ||||||
Total | 10,500 | 100.00 | 12 | 100.00 | 10,512 | 100.00 | ||||||
Parent Company: | ||||||||||||
BNDES Participações S.A. - BNDESPAR | CNPJ: 00.383.281/0001-09 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
Banco Nacional de Desenvolvimento | ||||||||||||
Econômico e Social - BNDES | 1 | 100.00 | - | - | 1 | 100.00 | ||||||
Total | 1 | 100.00 | - | - | 1 | 100.00 | ||||||
Parent Company: | ||||||||||||
Banco Nacional de Desenvolvimento Econômico e Social - BNDES | CNPJ: 00.383.281/0001-09 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
União Federal | 6,273,711,452 | 100.00 | - | - | 6,273,711,452 | 100.00 | ||||||
Total | 6,273,711,452 | 100.00 | - | - | 6,273,711,452 | 100.00 |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Parent Company: | ||||||||||||
ARAINVEST Participações S.A. | CNPJ: 06.139.408/0001-25 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Thousand | % | Thousand | % | Thousand | % | ||||||
Joseph Yacoub Safra | 85,990 | 49.99 | 21,489 | 49.98 | 107,479 | 49.99 | ||||||
Moise Yacoub Safra | 85,990 | 49.99 | 21,489 | 49.98 | 107,479 | 49.99 | ||||||
Others | 4 | 0.02 | 18 | 0.04 | 22 | 0.02 | ||||||
Total | 171,984 | 100.00 | 42,996 | 100.00 | 214,980 | 100.00 | ||||||
Parent Company: | ||||||||||||
ARAPAR S.A. | CNPJ: 29.282.803/0001-68 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
Nobrasa Empreendimentos S.A. | 388,095,112 | 41.56 | - | - | 388,095,112 | 20.78 | ||||||
Lorentzen Empreendimentos S.A. | 302,790,180 | 32.42 | 87,595 | 0,01 | 302,877,775 | 16.22 | ||||||
São Teófilo Rep. Participações S.A. | 226,072,316 | 24.21 | 689,998,722 | 73.88 | 916,071,038 | 49.04 | ||||||
Outros | 16,944,980 | 1.81 | 243,816,271 | 26.11 | 260,761,251 | 13.96 | ||||||
Total | 933,902,588 | 100.00 | 933,902,588 | 100.00 | 1,867,805,176 | 100.00 |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Parent Company: | ||||||||||||
Lorentzen Empreendimentos S.A. | CNPJ: 33.107.533/0001-26 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
Nobrasa Empreendimentos S.A | 46,876,916 | 79.29 | - | - | 46,876,916 | 63.02 | ||||||
Nebra Participações Ltda | 9,178,630 | 15.53 | 3,732,352 | 24.44 | 12,910,982 | 17.36 | ||||||
New Era Develop Cp. Lt (1) | 1,735,013 | 2.93 | 4,960,455 | 32.49 | 6,695,468 | 9.00 | ||||||
Tiba Participações Ltda | 1,327,485 | 2.25 | 6,572,501 | 43.05 | 7,899,986 | 10.62 | ||||||
Others | 93 | - | 3,146 | 0.02 | 3,239 | - | ||||||
Total | 59,118,137 | 100.00 | 15,268,454 | 100.00 | 74,386,591 | 100.00 | ||||||
(1) Foreign company | ||||||||||||
Parent Company: | ||||||||||||
Nobrasa Empreendimentos S.A. | CNPJ: 30.927.925/0001-43 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
Erling Sven Lorentzen | 78,978,748 | 97.46 | - | - | 78,978,748 | 97.46 | ||||||
Others | 2,055,210 | 2.54 | - | - | 2,055,210 | 2.54 | ||||||
Total | 81,033,958 | 100.00 | - | - | 81,033,958 | 100.00 |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Parent Company: | ||||||||||||||||
Nebra Participações S.A. | CNPJ: 04.418.550/0001-86 | |||||||||||||||
Stocks | ||||||||||||||||
Common | Preferred | Total | ||||||||||||||
Quantity | Quantity | Quantity | ||||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||||
New Era Development Co. Ltd. (1) | 10,586,189 | 99.99 | - | - | 10,586,189 | 99.99 | ||||||||||
Others | 100 | 0.01 | - | - | 100 | 0.01 | ||||||||||
Total | 10,586,289 | 100.00 | - | - | 10,586,289 | 100.00 | ||||||||||
(1) Foreign company | ||||||||||||||||
Parent Company: | ||||||||||||||||
Tiba Participações Ltda | CNPJ: 03.410.452/0001-30 | |||||||||||||||
Stocks | ||||||||||||||||
Common | Preferred | Total | ||||||||||||||
Quantity | Quantity | Quantity | ||||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||||
Haakon Lorentzen. | 2,103,695 | 100.00 | - | - | 2,103,695 | 100.00 | ||||||||||
Others | 1 | - | - | - | 1 | - | ||||||||||
Total | 2,103,696 | 100.00 | - | - | 2,103,696 | 100.00 | ||||||||||
Parent Company: | ||||||||||||||||
Caminho Editorial Ltda | CNPJ: 54.089.495/0001-04 | |||||||||||||||
Stocks | ||||||||||||||||
Common | Preferred | Total | ||||||||||||||
Quantity | Quantity | Quantity | ||||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||||
Brasil Warrant Admin. Bes e Empresas Ltda | 90,557,436 | 90.65 | - | - | 90,557,436 | 90.65 | ||||||||||
Others | 9,340,157 | 9.35 | - | - | 9,340,157 | 9.35 | ||||||||||
Total | 99,897,593 | 100.00 | - | - | 99,897,593 | 100.00 |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Parent Company: | ||||||||||||||||
Nalbra S LLC | CNPJ: 06.205.788/0001 -59 | |||||||||||||||
Stocks | ||||||||||||||||
Common | Preferred | Total | ||||||||||||||
Quantity | Quantity | Quantity | ||||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||||
Nalbra Inc. (1) | 30,012,000 | 100.00 | - | - | 30,012,000 | 100.00 | ||||||||||
Total | 30,012,000 | 100.00 | - | - | 30,012,000 | 100.00 | ||||||||||
(1) Foreign company | ||||||||||||||||
Parent Company: | ||||||||||||||||
São Teófilo Repres. Participações Ltda | CNPJ: 03.214.652/0001-17 | |||||||||||||||
Stocks | ||||||||||||||||
Common | Preferred | Total | ||||||||||||||
Quantity | Quantity | Quantity | ||||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||||
Caminho Editorial Ltda | 14,962,154 | 45.41 | 2,033,046 | 6.87 | 16,995,200 | 27.18 | ||||||||||
Nalbra S LLC (1) | 16,475,914 | 50.00 | 8,509,948 | 28.77 | 24,985,862 | 39.95 | ||||||||||
Brasil Warant Admin. de Bens e | ||||||||||||||||
Empresas Ltda | 1,513,760 | 4.59 | 3,596,972 | 12.16 | 5,110,732 | 8.17 | ||||||||||
Brasil Silva I LLC (1) | - | - | 9,740,015 | 32.92 | 9,740,015 | 15.58 | ||||||||||
Fernando Roberto Moreira Salles | - | - | 1,704,503 | 5.76 | 1,704,503 | 2.73 | ||||||||||
Others | - | - | 3,999,639 | 13.52 | 3,999,639 | 6.39 | ||||||||||
Total | 32,951,828 | 100.00 | 29,584,123 | 100.00 | 62,535,951 | 100.00 | ||||||||||
(1) Foreign company |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Parent Company: | ||||||||||||
Brasil Warrant Admin. Bens e Empresas Ltda | CNPJ: 33.744.277/0001-88 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
Fernando Roberto Moreira Salles | 60 | 25.00 | 60 | 25.00 | 120 | 25.00 | ||||||
Walter Moreira Salles Júnior | 60 | 25.00 | 60 | 25.00 | 120 | 25.00 | ||||||
Pedro Moreira Salles | 60 | 25.00 | 60 | 25.00 | 120 | 25.00 | ||||||
João Moreira Salles | 60 | 25.00 | 60 | 25.00 | 120 | 25.00 | ||||||
Total | 240 | 100.00 | 240 | 100.00 | 480 | 100.00 | ||||||
Parent Company: | ||||||||||||
BNDES Participações S.A. - BNDESPAR | CNPJ: 00.383.281/0001-09 | |||||||||||
Stocks | ||||||||||||
Common | Preferred | Total | ||||||||||
Quantity | Quantity | Quantity | ||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||
Banco Nacional de Desenvolvimento | ||||||||||||
Econômico e Social - BNDES | 1 | 100.00 | - | - | 1 | 100.00 | ||||||
Total | 1 | 100.00 | - | - | 1 | 100.00 |
Parent Company: | ||||||||||||||
Banco Nacional de Desenvolvimento Econômico e Social BNDES | CNPJ: 00.383.281/0001-09 | |||||||||||||
Stocks | ||||||||||||||
Common | Preferred | Total | ||||||||||||
Quantity | Quantity | Quantity | ||||||||||||
Stockholders | Unities | % | Unities | % | Unities | % | ||||||||
União Federal | 6,273,711,452 | 100.00 | - | - | 6,273,711,452 | 100.00 | ||||||||
Total | 6,273,711,452 | 100.00 | - | - | 6,273,711,452 | 100.00 |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Stocks Position of Majority Stockholders, Management, Members of the fiscal Council and outstanding stocks.
Position on Setember 30, 2006 | ||||||||||||||||
Preferred | Preferred | |||||||||||||||
Common | Stocks | Stocks | ||||||||||||||
Stockholder | Stocks | % | (Class A) | % | (Class B) | % | Total | % | ||||||||
Majorities Stockholders | 439,400,228 | 96.5 | 37,736,642 | 99.3 | 87,876,647 | 16.3 | 565,013,517 | 54.7 | ||||||||
Lorentzen (4) | 127,506,457 | 28.0 | - | - | - | - | 127,506,457 | 12.3 | ||||||||
Safra (5) | 127,506,457 | 28.0 | 27,736,642 | 73.0 | 57,875,517 | 10.7 | 213,118,616 | 20.7 | ||||||||
VCP | 127,506,457 | 28.0 | - | - | - | - | 127,506,457 | 12.3 | ||||||||
BNDES | 56,880,857 | 12.5 | 10,000,000 | 26.3 | 30,001,130 | 5.6 | 96,881,987 | 9.4 | ||||||||
Management | 136,134 | 0 | 0 | 0 | 113,506 | 0 | 249,640 | |||||||||
Councilors | 136,134 | 0 | 0 | 0 | 96,308 | 0 | 232,442 | |||||||||
Directors | - | - | - | - | 17,198 | 0 | 17,198 | |||||||||
- | ||||||||||||||||
Tax Council | 10 | 0 | - | - | - | - | 10 | |||||||||
Treasury Stocks (1) | 483,114 | 0.1 | - | - | 1,483,200 | 0.3 | 1,966,314 | 0.2 | ||||||||
Other Stockholders (2) | 15,371,213 | 3.4 | 276,191 | 0.7 | 449,677,235 | 83.4 | 465,324,639 | 45.1 | ||||||||
Total issued stocks (3) | 455,390,699 | 100.0 | 38,012,833 | 100.0 | 539,150,588 | 100.0 | 1,032,554,120 | 100.0 | ||||||||
Outstanding stocks (2) | 15,371,213 | 3.4 | 276,191 | 0.7 | 449,677,235 | 83.4 | 465,324,639 | 45.1 |
(1) | Stocks issued and repurchased by the Company, waiting cancellation. |
(2) | Total of stocks issued minus Treasury stocks, members of tax council, board members (including substitutes), directors and majorities stockholders. |
(3) | Total number of subscribed stocks and issued by the Company. |
(4) | Group Lorentzen participation is formed by: Arapar S.A. |
(5) | Participation of the group Safra composed for: Arainvest Participações S.A. 127,506,457 Common stock, 27,736,642 PNA stock and Treasure Hold Investments Corp. 57,875,517 PNB . |
16.01 OTHER INFORMATION THAT THE COMPANY CONSIDERS TO BE RELEVANT
Stocks Position of Majority Stockholders, Management, Members of the Fiscal Council and outstanding stocks.
Position on September 30, 2005 | ||||||||||||||||
Preferred | Preferred | |||||||||||||||
Common | Stocks | Stocks | ||||||||||||||
Stockholder | Stocks | % | (Class A) | % | (Class B) | % | Total | % | ||||||||
Majorities Stockholders | 439,400,228 | 96.5 | 37,736,642 | 99.2 | 90,790,783 | 16.8 | 567,927,653 | 55.0 | ||||||||
Lorentzen (5) | 127,506,457 | 28.0 | 127,506,457 | 12.3 | ||||||||||||
Safra (6) | 127,506,457 | 28.0 | 27,736,642 | 72.9 | 57,875,517 | 10.7 | 213,118,616 | 20.7 | ||||||||
VCP | 127,506,457 | 28.0 | 127,506,457 | 12.3 | ||||||||||||
BNDES | 56,880,857 | 12.5 | 10,000,000 | 26.3 | 32,915,266 | 6.1 | 99,796,123 | 9.7 | ||||||||
Management | 2,049 | 0 | 23,506 | 25,555 | ||||||||||||
Councilors | 2,049 | 0 | 6,308 | 8,357 | ||||||||||||
Directors | 17,198 | 17,198 | ||||||||||||||
Tax Council | 10 | 10 | ||||||||||||||
Treasury Stocks (1) | 483,114 | 0.1 | 1,483,200 | 0.3 | 1,966,314 | 0.2 | ||||||||||
Other Stockholders (2) | 15,505,298 | 3.4 | 285,536 | 0.8 | 446,850,353 | 82.9 | 462,641,187 | 44.8 | ||||||||
Total issued stocks (3) | 455,390,699 | 100.0 | 38,022,178 | 100.0 | 539,141,243 | 100.0 | 1,032,554,120 | 100.0 | ||||||||
Outstanding stocks (4) | 15,507,357 | 3.4 | 285,536 | 0.8 | 446,867,260 | 82.9 | 462,660,153 | 44.8 |
(1) | Stocks issued and repurchased by the Company, waiting cancellation. |
(2) | Total of stocks issued minus Treasury stocks, members of tax council, board members (including substitutes), directors and majorities stockholders. |
(3) | Total number of subscribed stocks and issued by the Company. |
(4) | Total of stocks issued, minus Treasury stocks and stocks in majority stockholders possession. |
(5) | Group Lorentzen participation is formed by: Arapar S.A. 127,494,497 common stocks and Lorentzen Empreendimentos 11,960 common stocks. |
(6) | Participation of the group Safra composed for: Arainvest Participações S.A. 127,506,457 Common stock, 27,736,642 PNA stock and Treasure Hold Investments Corp. 57,875,517 PNB . |
17.01 SPECIAL REVIEW REPORT - UNQUALIFIED |
(Convenience Translation into English of original previously issued in Portuguese)
Report of Independent Auditors on Special Review of Quarterly Financial Information as of September 30, 2006
To the Directors and Stockholders, Aracruz Celulose S.A. Aracruz - ES |
1. | We conducted a special review of the Quarterly Financial Information - ITR of Aracruz Celulose S.A. (Company and Consolidated) for the quarter and nine-month period ended September 30, 2006, prepared under the responsibility of the Companys management, in accordance with accounting practices adopted in Brazil, comprising the balance sheets, statements of income and management comments on performance. |
2. | Our special review was conducted in accordance with specific standards established by the Brazilian Institute of Independent Auditors IBRACON, togheter with the Federal Accounting Council (CFC), and mainly comprised of: (a) inquiries and discussions with the Companys management responsible for the financial, accounting and operational areas as to the principal criteria adopted in the preparation of the Quarterly Financial Information; and (b) review of the information and subsequent events that have or might have a significant effect on the financial position and operations of the Company and its subsidiaries. |
3. | Based on our special review, we are not aware of any material modifications that should be made to the Quarterly Financial Information referred to in paragraph 1 above, for it to be in conformity with the accounting practices adopted in Brazil, applied in accordance with the standards laid down by the Brazilian Securities Commission (CVM), specifically applicable to the disclosure of mandatory Quarterly Financial Information. |
4. | Our special review was conducted for the purpose of issuing a report on the Quarterly Financial Information referred to in paragraph 1 taken as a whole. The supplementary information related to the statements of cash flows and value-added, for the quarter ended September 30, 2006, are presented for the purpose of allowing additional analyses and are not required as part of the basic Quarterly Financial Information. These statements were subjected to the review procedures described in paragraph 2 above, and based on our special review, are fairly stated, in all material respects, in relation to the Quarterly Financial Information taken as a whole. |
5. | The balance sheets as of June 30, 2006 (Company and Consolidated) and statements of income, cash flow and value added for the quarter and nine-month period ended September 30, 2005, presented for comparison purposes, were reviewed by us and our reports on our unqualified auditors special review reports thereon were issued on July 6, 2006 and October 7, 2005, respectively. |
Rio de Janeiro, October 5, 2006 | ||
Portuguese original signed by: | ||
/S/ DELOITTE TOUCHE TOHMATSU | Celso de Almeida Moraes | |
Independent Accountants registered with the | Accountant registered with the São | |
São Paulo and Espírito Santo chapters of the | Paulo and Espírito Santo chapters of | |
Brazilian Regional Accounting Council under | the Brazilian Regional Accounting | |
No. CRC - SP 011.609/O-S-ES | Council under No. CRC-SP | |
124.669/O-S-ES |
SIGNATURES |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: October 24, 2006 |
ARACRUZ CELULOSE S.A. By: /s/ Carlos Augusto Lira Aguiar Name: Carlos Augusto Lira Aguiar Title: Chief Executive Officer |