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 April 2007 |
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 March 31, 2007 and Special Review Report of Independent Registered Public Accounting Firm
FEDERAL PUBLIC SERVICE
CVM - SECURITIES COMMISSION Corporate Legislation
QUARTERLY INFORMATION - ITR Period - 03/31/2007
COMMERCIAL, INDUSTRIAL & OTHERS TYPES OF BUSINESS
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-MAILL |
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 |
9 - ENDING |
01/01/2007 |
12/31/2007 |
1 |
01/01/2007 |
03/31/2007 |
4 |
10/01/2006 |
12/31/2006 |
9 - NAME / ACCOUNTANT CORPORATE NAME |
10 - CVM Code |
||||||
Deloitte Touche Tohmatsu Auditores Independentes |
00385-9 |
||||||
11 - NAME OF THE TECHNICAL RESPONSIBLE |
12 - CPF nº |
||||||
Amauri Froment Fernandes |
174.625.417-34 |
01.05 - cURRENT BREAKDOWN OF PAID-IN CAPITAL, NET OF TREASURY STOCK
NUMBER OF SHARES (Thousands) |
1 - CURRENT QUARTER 03/31/2007 |
2 - PREVIOUS QUARTER 12/31/2006 |
3 -QUARTER PREVIOUS YEAR 03/31/2006 |
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 - AUDITORS'REPORT 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 |
01.09 - SUBSCRIbed CAPITAL AND changes in accounting period in course
1 - ITEM |
2 - DATE OF CHANGE |
3 - VALUE OF THE SUBSCRIBED CAPITAL (REAL THOUSAND) |
4 - VALUE OF THE ALTERATION (REAL THOUSAND) |
5 - ORIGIN OF THE ALTERATION |
7 - AMOUNT OF OUTSTANDING STOCKS (THOUSAND) |
8 - VALUE PER SHARE ON THE ISSUE DATE (REAL) |
01.10 - DIRECTOR OF INVESTOR RELATIONS
01 - DATE |
02 - SIGNATURE |
04/07/2007 |
/s/ Isac Roffé Zagury |
1 - CODE |
2 - DESCRIPTION |
3 - DATE - 03/31/2007 |
4 - DATE - 12/31/2006 |
1 |
TOTAL ASSETS |
9,654,152 |
9,253,380 |
1.1 |
CURRENT ASSETS |
1,335,052 |
1,294,830 |
1.1.1 |
CASH AND CASH EQUIVALENTS |
14,716 |
1,736 |
1.1.2 |
CREDITS |
394,478 |
357,124 |
1.1.2.1 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS |
201,165 |
118,714 |
1.1.2.1.1 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS - PULP |
173,792 |
91,675 |
1.1.2.1.2 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS - PAPER |
24,439 |
24,318 |
1.1.2.1.3 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS - OTHERS |
2,934 |
2,721 |
1.1.2.2 |
CREDITS OTHERS |
193,313 |
238,410 |
1.1.2.2.1 |
EMPLOYEES |
4,870 |
6,132 |
1.1.2.2.2 |
SUPPLIERS |
3,062 |
3,259 |
1.1.2.2.3 |
SUBSIDIARIES |
3 |
3 |
1.1.2.2.4 |
TAXES |
184,093 |
226,420 |
1.1.2.2.5 |
OTHERS |
1,285 |
2,596 |
1.1.3 |
INVENTORIES |
233,414 |
213,130 |
1.1.3.1 |
SUPPLIES |
98,790 |
97,838 |
1.1.3.2 |
RAW MATERIALS |
56,900 |
60,648 |
1.1.3.3 |
FINISHED GOODS |
77,444 |
54,345 |
1.1.3.4 |
PRODUCTS IN PROCESS |
0 |
0 |
1.1.3.5 |
OTHERS |
280 |
299 |
1.1.4 |
OTHERS |
692,444 |
722,840 |
1.1.4.1 |
SHORT TERM INVESTMENTS |
688,656 |
715,370 |
1.1.4.2 |
FINANCIAL APPLICATION |
0 |
0 |
1.1.4.3 |
PREPAID EXPENSES |
3,778 |
7,460 |
1.1.4.4 |
FIXED ASSETS AVAILABLE FOR SALE |
0 |
0 |
1.1.4.5 |
OTHERS |
10 |
10 |
1.2 |
CURRENT NOT ASSETS |
8,319,100 |
7,958,550 |
1.2.1 |
LONG-TERM ASSETS |
295,437 |
283,863 |
1.2.1.1 |
OTHERS CREDITS |
252,584 |
241,499 |
1.2.1.1.1 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS |
0 |
0 |
1.2.1.1.2 |
SUPPLIERS |
217,804 |
209,231 |
1.2.1.1.3 |
TAXES |
34,780 |
32,268 |
1.2.1.1.4 |
OTHERS |
0 |
0 |
1.2.1.2 |
ACCOUNTS RECEIVABLE - RELATED PARTIES |
6,538 |
6,376 |
1.2.1.2.1 |
FROM AFFILIATES |
0 |
0 |
1.2.1.2.2 |
FROM SUBSIDIARIES |
6,538 |
6,376 |
1.2.1.2.3 |
OTHERS |
0 |
0 |
1 - CODE |
2 - DESCRIPTION |
3 - DATE - 03/31/2007 |
4 - DATE - 12/31/2006 |
1.2.1.3 |
OTHERS |
36,315 |
35,988 |
1.2.1.3.1 |
DEBT SECURITIES |
5,784 |
5,707 |
1.2.1.3.2 |
ESCROW DEPOSITS |
30,531 |
30,281 |
1.2.1.3.3 |
OTHERS |
0 |
0 |
1.2.2 |
FIXED ASSETS |
8,023,663 |
7,674,687 |
1.2.2.1 |
INVESTMENTS |
3,129,895 |
2,844,442 |
1.2.2.1.1 |
IN AFFILIATES |
19,777 |
19,662 |
1.2.2.1.2 |
IN AFFILIATES - GOODWILL |
0 |
0 |
1.2.2.1.3 |
IN SUBSIDIARIES |
3,097,489 |
2,812,151 |
1.2.2.1.4 |
IN SUBSIDIARIES - GOODWILL |
9,741 |
9,741 |
1.2.2.1.5 |
OTHER COMPANIES |
2,888 |
2,888 |
1.2.2.2 |
PROPERTY, PLANT AND EQUIPMENT |
4,637,431 |
4,545,119 |
1..2.2.2.1 |
LAND |
811,287 |
764,003 |
1.2.2.2.2 |
BUILDINGS |
453,809 |
449,661 |
1.2.2.2.3 |
MACHINERY AND EQUIPMENT |
2,143,780 |
2,194,056 |
1.2.2.2.4 |
FORESTS |
899,870 |
863,178 |
1.2.2.2.5 |
PROGRESS FOR SUPPLIER |
85,119 |
66,387 |
1.2.2.2.6 |
CONSTRUCTION IN PROGRESS |
144,980 |
107,778 |
1.2.2.2.7 |
OTHER S |
98,586 |
100,056 |
1.2.2.4 |
DEFERRED CHARGES |
256,337 |
285,126 |
1.2.2.41 |
INDUSTRIAL |
3,039 |
3,684 |
1.2.2.4.2 |
FORESTS |
0 |
0 |
1.2.2.4.3 |
ADMINISTRATIVE |
0 |
0 |
1.2.2.4.4 |
GOODWILL ARISING ON INCORPORATION OF ENTITY |
253,298 |
281,442 |
1.2.2.4.5 |
OTHERS |
0 |
0 |
1 - CODE |
2 - DESCRIPTION |
3 - DATE - 03/31/2007 |
4 - DATE - 12/31/2006 |
2 |
TOTAL LIABILITIES |
9,654,152 |
9,253,380 |
2.1 |
CURRENT LIABILITIES |
797,700 |
840,288 |
2.1.1 |
LOANS AND FINANCING |
178,049 |
185,236 |
2.1.2 |
DEBENTURES |
0 |
0 |
2.1.3 |
SUPPLIERS |
131,269 |
139,668 |
2.1.4 |
TAXES |
70,390 |
77,452 |
2.1.5 |
DIVIDENDS PAYABLE |
70,210 |
78,133 |
2.1.6 |
PROVISIONS |
22,687 |
46,300 |
2.1.6.1 |
VACATION AND 13th SALARY |
20,437 |
21,095 |
2.1.6.2 |
PROFIT SHARING |
2,250 |
25,205 |
2.1.7 |
LOANS FROM RELATED PARTIES |
152,320 |
145,673 |
2.1.7.1 |
ADVANCES FROM SUBSIDIAIES |
151,682 |
144,995 |
2.1.7.2 |
OTHER DEBTS TO SUBSIDIARIES |
638 |
678 |
2.1.7.3 |
OTHER |
0 |
0 |
2.1.8 |
OTHERS |
174,775 |
167,826 |
2.1.8.1 |
OTHERS |
7,775 |
826 |
2.1.8.2 |
PROPOSED DIVIDENDS |
167,000 |
167,000 |
2.2 |
NOT CURRENT LIABILITIES |
3,764,314 |
3,533,581 |
2.2.1 |
LOANS AND FINANCING |
3,764,314 |
3,533,581 |
2.2.1.1 |
LOANS AND FINANCING |
2,289,499 |
2,365,037 |
2.2.1.2 |
DEBENTURES |
0 |
0 |
2.2.1.3 |
PROVISION |
576,331 |
549,068 |
2.2.1.3.1 |
LABOR CONTINGENCIES |
15,446 |
14,997 |
2.2.1.3.2 |
TAX CONTINGENCIES |
436,783 |
428,777 |
2.2.1.3.3 |
OTHERS |
124,102 |
105,294 |
2.2.1.4 |
LOANS FROM RELATED PARTIES |
825,775 |
548,019 |
2.2.1.4.1 |
ADVANCES FROM SUBSIDIARIES |
825,775 |
548,019 |
2.2.1.6 |
OTHERS |
72,709 |
71,457 |
2.2.1.6.1 |
SUPPLIERS |
7,419 |
7,419 |
2.2.1.6.2 |
OTHERS |
65,290 |
64,038 |
1 - CODE |
2 - DESCRIPTION |
3 - DATE - 03/31/2007 |
4 - DATE - 12/31/2006 |
2.4 |
STOCKHOLDER'S EQUITY |
5,090,138 |
4,879,511 |
2.41 |
PAID-IN CAPITAL |
1,854,507 |
1,854,507 |
2.4.1.1 |
COMMON STOCK |
783,599 |
783,599 |
2.4.1.2 |
PREFERRED STOCK |
1,070,908 |
1,070,908 |
2.4.2 |
CAPITAL RESERVES |
162,210 |
162,210 |
2.4.3 |
REVALUATION RESERVE |
0 |
0 |
2.4.3.1 |
OWN ASSETS |
0 |
0 |
2.4.3.2 |
SUBSIDIARIES / AFFILIATES |
0 |
0 |
2.4.4 |
REVENUE RESERVES |
2,862,794 |
2,862,794 |
2.4.4.1 |
LEGAL |
338,454 |
338,454 |
2.4.4.2 |
STATUTORY |
0 |
0 |
2.4.4.3 |
FOR CONTINGENCIES |
0 |
0 |
2.4.4.4 |
UNREALIZED INCOME |
0 |
0 |
2.4.4.5 |
FOR INVESTMENTS |
2,533,326 |
2,533,326 |
2.4.4.6 |
SPECIAL FOR NON-DISTRIBUTED DIVIDENDS |
0 |
0 |
2.4.4.7 |
OTHER UNREALIZED INCOME |
(8,986) |
(8,986) |
2.4.4.7.1 |
TREASURY STOCK |
(8,986) |
(8,986) |
2.4.5 |
RETAINED EARNINGS |
210,627 |
0 |
1 - CODE |
2 - DESCRIPTION |
3 - FROM : 01/01/2007 TO : 03/31/2007 |
4 FROM : 01/01/2007 TO : 03/31/2007 |
5 - FROM : 01/01/2006 TO : 03/31/2006 |
6 - FROM : 01/01/2006 TO : 03/31/2006 |
3.1 |
GROSS SALES AND SERVICES REVENUE |
591,091 |
591,091 |
574,656 |
574,656 |
3.2 |
SALES TAXES AND OTHER DEDUCTIONS |
(10,516) |
(10,516) |
(7,332) |
(7,332) |
3.3 |
NET SALES REVENUE |
580,575 |
580,575 |
567,324 |
567,324 |
3.4 |
COST OF GOODS SOLD |
(412,605) |
(412,605) |
(431,299) |
(431,299) |
3.5 |
GROSS PROFIT |
167,970 |
167,970 |
136,025 |
136,025 |
3.6 |
OPERATING (EXPENSES) INCOME |
100,257 |
100,257 |
208,645 |
208,645 |
3.6.1 |
SELLING |
(16,174) |
(16,174) |
(17,501) |
(17,501) |
3.6.2 |
GENERAL AND ADMINISTRATIVE |
(20,195) |
(20,195) |
(19,461) |
(19,461) |
3.6.3 |
FINANCIAL |
76,049 |
76,049 |
207,069 |
207,069 |
3.6.3.1 |
FINANCIAL INCOME |
91,634 |
91,634 |
171,411 |
171,411 |
3.6.3.2 |
FINANCIAL EXPENSES |
(15,585) |
(15,585) |
35,658 |
35,658 |
3.6.4 |
OTHER OPERATING INCOME |
9,264 |
9,264 |
8,108 |
8,108 |
3.6.5 |
OTHER OPERATING EXPENSES |
(52,258) |
(52,258) |
(42,034) |
(42,034) |
3.6.6 |
EQUITY IN THE RESULTS OF SUBSIDIARIES |
103,571 |
103,571 |
72,464 |
72,464 |
3.7 |
OPERATING INCOME |
268,227 |
268,227 |
344,670 |
344,670 |
3.8 |
NON-OPERATING (EXPENSES) INCOME |
(96) |
(96) |
(474) |
(474) |
3.8.1 |
INCOME |
412 |
412 |
489 |
489 |
3.8.2 |
EXPENSES |
(508) |
(508) |
(963) |
(963) |
3.9 |
INCOME BEFORE INCOME TAXES AND MANAGEMENT REMUNERATION |
268,131 |
268,131 |
344,196 |
344,196 |
3.10 |
INCOME TAX AND SOCIAL CONTRIBUTION |
(38,696) |
(38,696) |
(50,881) |
(50,881) |
3.11 |
DEFERRED INCOME TAXES |
(18,808) |
(18,808) |
(41,295) |
(41,295) |
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 |
67,000 |
67,000 |
89,000 |
89,000 |
3.15 |
NET INCOME FOR THE PERIOD |
277,627 |
277,627 |
341,020 |
341,020 |
|
CAPITAL STOCK-QUANTITY (THOUSANDS) |
1,030,588 |
1,030,588 |
1,030,588 |
1,030,588 |
|
EARNINGS PER SHARE |
0,26939 |
0,26939 |
0,33090 |
0,33090 |
|
LOSS PER SHARE |
- |
- |
- |
- |
(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 (ES), with plants located in the States of ES, Bahia (BA) and Rio Grande do Sul (RS) - was founded in 1967 and is engaged in the production and sale of bleached short-fiber eucalyptus pulp. The pulp is produced from reforested timber tracts, mainly from the Company's own forests, with an installed production capacity of 3,010 thousand tons per annum. Of this total, 2,130 thousand tons are turned out from the mill in Barra do Riacho (ES), 430 thousand tons from the RS mill and 450 thousand tons relating to its 50% stake in Veracel Celulose S.A. ("Veracel"), which runs the mill located in Eunápolis, BA (which has total installed production capacity of 900 thousand tons per year).
Aracruz owns 50% of the capital stock of Veracel, with the other half held by the Swedish-Finnish group Stora Enso.
The Company's operations are integrated with those of its Subsidiaries, jointly-controlled and affiliated concerns, 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, under a loan for use agreement (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.) and (vi) pulp production (Veracel).
Based on the increase in the performance of port services to third parties and to the associated company Veracel, the need arose to carry out work to expand, revamp and enhance the Barra do Riacho Private Terminal. The Company's subsidiary Portocel contracted financing in the total amount equivalent to R$ 50 million, which in Brazilian currency corresponds to R$ 104,465 [Note 13(c)], to be invested in Phase 1 of the expansion project, which is expected to be concluded in May of 2008, with start-up of operations slated for June of that same year.
2 Financial Statements Presentation and Summary of Significant Accounting Practices
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.
There have been no significant changes in either accounting practices or in the criterion for presentation of the quarterly financial information in relation to those presented in the financial statements for
the year ended December 31, 2006.
a) The consolidated quarterly financial statements includes the following subsidiaries, jointly-controlled and affiliated companies, all of which have the same base dates for presentation of their financial information and uniform accounting practices:
|
|
Stake in Capital (%) |
Pulp production: |
|
|
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 International Ltd. |
|
100 |
Aracruz Celulose (USA), Inc. |
|
100 |
Aracruz Trading S.A. |
|
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 |
|
100 |
(*) Aracruz holds a 1/3 share in the capital stock of Aracruz Produtos de Madeira S.A. and its stake is recorded under the equity method.
The exclusive funds recorded as short-term investments have also been included in the Company's 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.
In accordance with Brazilian Securities Commission (CVM) Instruction 247/96, the Company proportionately consolidated its interest in Veracel, since it is jointly controlled (50%) under the terms of the shareholders agreement.
Summary financial statements of the jointly-controlled company Veracel, as proportionately consolidated by Aracruz, are as follows:
|
|
3/31/2007 |
|
12/31/2006 |
Cash and cash equivalents |
|
76 |
|
401 |
Inventories |
|
63,009 |
|
66,649 |
Permanent assets |
|
1,536,484 |
|
1,547,581 |
Other assets |
|
231,854 |
|
224,827 |
|
|
1,831,423 |
|
1,839,458 |
Suppliers |
|
14,318 |
|
21,526 |
Financings |
|
704,152 |
|
895,966 |
Other liabilities |
|
20,296 |
|
19,042 |
Shareholders' equity |
|
1,092,657 |
|
902,924 |
|
|
1,831,423 |
|
1,839,458 |
|
|
1st Quarter 2007 |
|
1st Quarter 2006 |
Net sales revenues |
|
104,663 |
|
93,870 |
Gross profit |
|
31,751 |
|
25,150 |
Operating income |
|
22,337 |
|
14,304 |
Net income |
|
5,424 |
|
15,567 |
b) In order to enhance the quality of the information provided to the market, Aracruz 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 NBC T 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, the community and third party and shareholders' capital.
3 Marketable Securities
As of March 31, 2007 and December 31, 2006, the marketable securities recorded in the consolidated balance sheet chiefly comprise Certificates of Deposit (CD's) denominated in United States Dollars, placed overseas with leading financial institutions, through the Company's subsidiary Aracruz Trading International Ltd. the original maturities of which are less than 90 days.
4 Short-term Investments
As of March 31, 2007 and December 31, 2006, the Company had units of ownership (quotas) in two exclusive private investment funds. The funds are comprised principally of Certificates of Deposit with leading Brazilian financial institutions, with final maturities between April of 2007 and January, 2012. The securities included in the portfolio of the private investment funds feature daily liquidity and are marked to market on a daily basis. The Company considers such investments as securities held for trading, with changes in fair market value reflected in results of operations.
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 |
|
3/31/2007 |
|
12/31/2006 |
Certificates of Bank Deposit (CDB's) |
|
450,899 |
|
418,429 |
Box of Options - Certificates of Interbank Deposit (CDI's) |
|
127,413 |
|
155,757 |
Brazilian Federal Government Bonds |
|
44,568 |
|
52,224 |
Debentures |
|
65,776 |
|
88,960 |
Total |
|
688,656 |
|
715,370 |
As of March 31, 2007, the difference between the Company and Consolidated balances, in the amount of R$ 289,016 (R$ 420,498 as of December 31, 2006) chiefly refers to Certificates of Deposit denominated in Reais held at leading financial institutions in Brazil and overseas through Aracruz's subsidiaries Aracruz Trading International Ltd. and Portocel - Terminal Especializado de Barra do Riacho S.A.
5 Trade Accounts Receivable - pulp customers
|
|
Parent Company |
|
Consolidated |
|
||||
|
|
3/31/2007 |
|
12/31/2006 |
|
3/31/2007 |
|
12/31/2006 |
|
Domestic customers |
|
17,769 |
|
18,258 |
|
21,675 |
|
20,826 |
|
Foreign customers |
|
|
|
|
|
|
|
|
|
Subsidiaries |
|
155,756 |
|
69,091 |
|
|
|
|
|
Others (third parties) |
|
267 |
|
4,326 |
|
495,675 |
|
578,650 |
|
Allowance for doubtful accounts |
|
|
|
|
|
(8,336 |
) |
(8,692 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
173,792 |
|
91,675 |
|
509,014 |
|
590,784 |
|
6 Inventories
|
|
Parent Company |
|
Consolidated |
|
||||
|
|
3/31/2007 |
|
12/31/2006 |
|
3/31/2007 |
|
12/31/2006 |
|
Pulp - finished products |
|
|
|
|
|
|
|
|
|
At mills |
|
75,528 |
|
52,838 |
|
91,204 |
|
71,392 |
|
Overseas |
|
|
|
|
|
248,500 |
|
218,315 |
|
Paper - finished products |
|
1,916 |
|
1,507 |
|
1,916 |
|
1,507 |
|
Raw materials |
|
56,900 |
|
60,648 |
|
68,914 |
|
75,374 |
|
Maintenance supplies / warehouse |
|
99,214 |
|
98,262 |
|
133,329 |
|
130,766 |
|
Provision for obsolescence / adjustment to market value |
|
(424 |
) |
(424 |
) |
(424 |
) |
(424 |
) |
Other inventories |
|
280 |
|
299 |
|
1,486 |
|
1,163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
233,414 |
|
213,130 |
|
544,925 |
|
498,093 |
|
7 Related Parties
The transactions between the Company and its subsidiaries, jointly controlled and affiliated companies, such as sales of products, purchases of raw materials and services, are eliminated upon consolidation. The financial transactions, such as current account advances and pre-payment contracts, bear effective interest rates that vary from 6.30% to 6.87% per annum plus exchange variation, and are likewise eliminated in the consolidation process.
(a) Subsidiaries, jointly-controlled and affiliated companies
|
|
Parent Company |
||||||||
|
|
Aracruz |
|
Murcuri |
|
Portocel- |
|
Aracruz Produtos de Madeira S.A. |
Total |
Total |
2007 |
2006 |
|||||||||
Balance Sheet | March | December | ||||||||
Current Assets |
|
155,755 |
|
|
3 |
|
939 |
156,697 |
70,250 |
|
Long-term assets |
|
|
|
6,283 |
|
255 |
|
|
6,538 |
6,376 |
Currents Liabilities |
|
151,682 |
|
|
|
638 |
|
|
152,320 |
145,673 |
Long-term liabilities | 825,775 | 825,775 | 548,019 | |||||||
Transactions for 1st Quarter | March | March | ||||||||
Sales revenues | 536,073 | 1,415 | 537,488 | 531,145 | ||||||
Payments for port services | 4,091 | 4,091 | 3,158 | |||||||
Financial expenses (renenues), net | (19,217) | (19,217) | (96,667) |
(b) Stockholder and related company
|
Stockholder |
Related company | Total | |||||
|
BNDES - Banco Nacional de Desenvolvimento Econômico e Social Note 13 (a) |
Banco Votorantin S.A. | Banco Safra S.A. | Cia. de Navegação Norsul |
2007 | 2006 | ||
March | December | |||||||
Current assets | 61,061 | 119,228 | 180,289 | 239,166 | ||||
Current liabilities | 255,703 | 38 | 255,741 | 256,930 | ||||
Long-term liabilities | 1,061,954 | 1,061,954 | 1,094,440 | |||||
March | March | |||||||
Net Financial revenues | 2,238 | 4,261 | 6,499 | 12,013 | ||||
Net Financial expenses | 3,720 | 3,720 | (2,376) | |||||
Freight expenses | 5,550 | 5,550 | 4,258 |
(a) Deferred income tax and social contribution and recoverable taxes
|
|
Parent Company |
|
Consolidated |
|
||||||||
|
|
3/31/2007 |
|
12/31/2006 |
|
3/31/2007 |
|
12/31/2006 |
|
||||
Deferred income tax and social contribution |
|
|
|
|
|
|
|
|
|
||||
Tax losses (i) |
|
24,606 |
|
24,583 |
|
36,691 |
|
38,250 |
|
||||
Negative results for purposes of Federal Social Contribution on Net Income - CSLL (i) |
|
39 |
|
31 |
|
4,389 |
|
4,951 |
|
||||
Temporary differences (ii) |
|
|
|
|
|
|
|
|
|
||||
Exchange variation taxed on cash basis |
|
(190,724 |
) |
(153,096 |
) |
(190,724 |
) |
(153,096 |
) | ||||
Income tax on unearned income |
|
|
|
|
|
35,131 |
|
32,872 |
|
||||
Other temporary differences |
|
41,977 |
|
23,188 |
|
48,024 |
|
29,145 |
|
||||
Income tax recoverable/offsettable |
|
|
|
|
|
|
|
|
|
||||
Income tax and CSLL prepaid on estimated basis |
|
30,674 |
|
73,893 |
|
33,011 |
|
75,657 |
|
||||
Income tax overpaid in prior years |
|
122,009 |
|
87,971 |
|
122,009 |
|
87,971 |
|
||||
Federal Withholding Income Tax (IRRF) on investments in marketable securities |
|
1,516 |
|
34,045 |
|
13,339 |
|
47,162 |
|
||||
IRRF accrued on investments in marketable securities |
|
16,360 |
|
5,093 |
|
18,761 |
|
7,056 |
|
||||
Federal Social Integration Program (PIS) and Social Finance (COFINS) contributions |
|
37,184 |
|
46,375 |
|
95,292 |
|
105,802 |
|
||||
State Value-Added Tax on Circulation of Goods and Services - ICMS (iii) |
|
322,841 |
|
309,090 |
|
346,982 |
|
333,192 |
|
||||
Provision for losses of ICMS credits (iii) |
|
(313,702 |
) |
(299,755 |
) |
(318,306 |
) |
(304,509 |
) | ||||
Other sundry items |
|
1,991 |
|
1,976 |
|
2,497 |
|
2,443 |
|
||||
Total |
|
94,771 |
|
153,394 |
|
247,096 |
|
306,896 |
|
||||
Shown as: |
|
|
|
|
|
|
|
|
|
||||
Current assets |
|
184,093 |
|
226,420 |
|
245,440 |
|
287,698 |
|
||||
Long-term assets |
|
34,780 |
|
32,268 |
|
103,276 |
|
99,948 |
|
||||
Long-term liabilities |
|
(124,102 |
) |
(105,294 |
) |
(101,620 |
) |
(80,750 |
) | ||||
(i) The deferred tax credits arising from accumulated tax losses and negative results for CSLL purposes at Veracel (on proportional bases) have been recorded as of March 31, 2007, backed up by economic viability studies approved by that company's management bodies. The breakdown of the Veracel balances and expectations for realization are itemized year to year, as prescribed by CVM Instruction No. 371/02, and detailed in the following table:
|
|
2009 |
|
2010 |
|
2011 to 2012 |
|
Total |
Income tax |
|
2,132 |
|
3,945 |
|
9,579 |
|
15,656 |
Social contribution |
|
768 |
|
1,420 |
|
3,448 |
|
5,636 |
Total |
|
2,900 |
|
5,365 |
|
13,027 |
|
21,292 |
As described in Note 1, the jointly owned company Veracel started up its production during 2005 and its sales have the required synergy with the Parent Company's international distribution network. Economic viability studies indicate full realization of the tax credits by the year 2012.
The remaining balance of R$ 24,606 refers to deferred tax credits resulting from accumulated tax losses for income tax purposes and negative results for CSLL purposes at Aracruz, linked to the assessment notice regarding offset of BEFIEX tax losses [Nota 18(f)].
(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 Complementary Law No. 87 on September 13, 1996, the Company's 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 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, with subsequent modifications, establishes that companies should file for the right to carry out such transactions by no later than June 29, 2007. 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, 2006, the Company carried out the first sale of ICMS credits to third parties in the amount of R$ 1,339, with a discount of R$ 402, and in November, 2006, it made the second sale in the amount of R$ 9,092 thousand, with a discount of R$ 2,819 thousand.
The amount of R$ 9,139 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$ 28,676 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 March 31, 2007 is adequate and reflects the tax strategy to be adopted in the future.
(b) Income tax and social contribution reflected in results originate from:
|
|
Parent Company |
|
Consolidated |
|
||||
|
|
3/31/2007 |
|
3/31/2006 |
|
3/31/2007 |
|
3/31/2006 |
|
Income before income tax, social contribution and minority interest |
|
268,131 |
|
344,196 |
|
275,032 |
|
387,301 |
|
Income tax and social contribution at enacted rates of 34% |
|
(91,165 |
) |
(117,027 |
) |
(93,511 |
) |
(131,682 |
) |
Equity pick-up from subsidiaries with differentiated rates or income not subject to taxation |
|
34,688 |
|
26,119 |
|
26,347 |
|
5,586 |
|
Depreciation, amortization, depletion and disposals - Article 2, Law No. 8200/91 |
|
(544 |
) |
(570 |
) |
(544 |
) |
(570 |
) |
Contributions and donations |
|
(155 |
) |
(318 |
) |
(155 |
) |
(318 |
) |
Other permanent differences |
|
(328 |
) |
(380 |
) |
(18 |
) |
(401 |
) |
|
|
|
|
|
|
|
|
|
|
Income tax and social contribution |
|
57,504 |
|
92,176 |
|
67,881 |
|
127,385 |
|
|
|
|
|
|
|
|
|
|
|
Current portion |
|
(38,696 |
) |
(50,881 |
) |
(49,270 |
) |
(81,313 |
) |
Deferred portion |
|
(18,808 |
) |
(41,295 |
) |
(18,611 |
) |
(46,072 |
) |
|
|
|
|
|
|
|
|
|
|
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 March 31, 2007, advances of funds amounted to R$ 217,804 (Consolidated R$ 237,668), compared with R$ 209,231 (Consolidated R$ 227,374) as of December 31, 2006, which will be recovered against the delivery of the wood by the producers.
(a) Parent Company
Portocel - | ||||||||||||||||||||||
Mucuri | Terminal | Aracruz | Aracruz | Aracruz | Total | |||||||||||||||||
Veracel | Agro- | Especializado | Aracruz Celulose | Trading | Produtos | |||||||||||||||||
Celulose | florestal | de Barra do | Trading | (USA), | International | Riocell de Madeira | ||||||||||||||||
S.A. | S.A. | Riacho S.A. | S.A. | Inc. | Ltd. Ara-Pulp Limited | S.A. | 2007 | 2006 | ||||||||||||||
In subsidiares, jointly controlled and | ||||||||||||||||||||||
affiliated companies | ||||||||||||||||||||||
Share of voting capital - % | 50,00 | 100,00 | 51,00 | 100,00 | 100,00 | 100,00 | 100,00 | 100,00 | 33,33 | |||||||||||||
Information as of March 31, 2007 | ||||||||||||||||||||||
Subscribed and paid-in capital | 2.242.050 | 72.300 | 1.573 | 200 | 410 | 41 | 27 | 45 | 145.655 | |||||||||||||
Shareholders' equity | 2.185.313 | 70.175 | 5.730 | 329 | 12.699 | 1.916.969 | 93 | 1.645 | 59.332 | |||||||||||||
Net income (loss) for the quarter | 10.848 | 1.853 | 3 | 1.048 | 168.966 | (28) | (60) | 344 | ||||||||||||||
Changes in investment account | ||||||||||||||||||||||
As of January 1 | 902.924 | 70.175 | 1.977 | 340 | 12.149 | 1.822.684 | 124 | 1.778 | 19.662 | 2.831.813 | 2.075.950 | |||||||||||
Paying in of capital (i) | 181.882 | 181.882 | 53.327 | |||||||||||||||||||
Reduction of capital and distribution of | ||||||||||||||||||||||
dividends at subsidiary (ii) | (25.181) | |||||||||||||||||||||
Equity pick-up (iii) | 7.851 * | 945 | (11) | 550 | 94.285 | (31) | (133) | 115 | 103.571 | 727.717 | ||||||||||||
1.092.657 | 70.175 | 2.922 | 329 | 12.699 | 1.916.969 | 93 | 1.645 | 19.777 | 3.117.266 | 2.831.813 | ||||||||||||
Goodwill on acquisition of investment | 50.305 | 50.305 | 50.305 | |||||||||||||||||||
Amortization/allocation through | ||||||||||||||||||||||
incorporation of goodwill (iv) | (40.564) | (40.564) | (40.564) | |||||||||||||||||||
1.102.398 | 70.175 | 2.922 | 329 | 12.699 | 1.916.969 | 93 | 1.645 | 19.777 | 3.127.007 | 2.841.554 | ||||||||||||
Other investments | 2.888 | 2.888 | ||||||||||||||||||||
Total | 3.129.895 | 2.844.442 |
* - 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$ 2,427.
(i) As part of the plan for capitalization of Veracel, during the first quarter of 2007 capital increases were made in the amount of R$ 181,882 (2006 - R$ 53,327).
(ii) During the year 2006 the Company's subsidiary Aracruz Trading S.A. distributed dividends in the amount of R$ 21,777 and Ara Pulp distributed the amount of R$ 3,404.
(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 the assets, lands and forests and on estimated future profitability of the business. The goodwill relating to the forests and estimated future profitability of the forestry business, in the amount of R$ 40,564, was fully amortized through March 31, 2007, according to the depletion and 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. In relation to the goodwill on the lands, in the amount of R$ 9,741, will remain pending amortization until such time as the respective asseets are realized.
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$ 19,777 (2006 - R$ 19,662), represents Aracruz's 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).
2007 | 2006 | |||||||||||
March | December | |||||||||||
Annual | Accumulated | |||||||||||
depreciation rate | depreciation | |||||||||||
- % | Cost | and depletion | Net | Net | ||||||||
Parent Company | ||||||||||||
Lands | 811,287 | 811,287 | 764,003 | |||||||||
Industrial and forestry equipment | 4 to 25 | 4,366,596 | (2,222,816 ) | 2,143,780 | 2,194,056 | |||||||
Forests | (*) | 1,051,738 | (151,868 ) | 899,870 | 863,178 | |||||||
Buildings and betterments | 4 and 10 | 988,736 | (534,927 ) | 453,809 | 449,661 | |||||||
Data processing equipment | 20 | 92,530 | (76,571 ) | 15,959 | 15,626 | |||||||
Administrative and other assets | 4, 10 and 20 | 171,994 | (89,367 ) | 82,627 | 84,430 | |||||||
Advances to suppliers | 85,119 | 85,119 | 66,387 | |||||||||
Construction in progress | 144,980 | 144,980 | 107,778 | |||||||||
Total Parent Company | 7,712,980 | (3,075,549 ) | 4,637,431 | 4,545,119 | ||||||||
Subsidiary and jointly held companies | ||||||||||||
Lands | 207,344 | 207,344 | 205,355 | |||||||||
Industrial and forestry equipment | 4 to 20 | 1,031,115 | (114,074 ) | 917,041 | 925,662 | |||||||
Forests | (*) | 194,563 | (53,911 ) | 140,652 | 136,378 | |||||||
Buildings and betterments | 4 and 10 | 306,460 | (26,602 ) | 279,858 | 271,709 | |||||||
Data processing equipment | 20 | 4,924 | (2,106 ) | 2,818 | 2,840 | |||||||
Administrative and other assets | 4, 10 and 20 | 23,982 | (6,001 ) | 17,981 | 14,892 | |||||||
Advances to suppliers | 173 | 173 | 262 | |||||||||
Construction in progress | 16,687 | 16,687 | 26,355 | |||||||||
Total Consolidated | 9,498,228 | (3,278,243 ) | 6,219,985 | 6,128,572 | ||||||||
Depreciation and depletion calculated for the 1st Quarters of 2007 and 2006 have been appropriated as follows: | ||||||||||||
1st Qt. 2007 | 1st Qt. 2006 | |||||||||||
Industrial and forestry costs | 104,922 | 100,306 | ||||||||||
Operating expenses | 1,163 | 1,417 | ||||||||||
Parent Company | 106,085 | 101,723 | ||||||||||
Industrial and forestry costs | 23,822 | 22,275 | ||||||||||
Operating expenses | 105 | 102 | ||||||||||
Consolidated | 130,012 | 124,100 |
(*) Depletion of forests, based on formation and maintenance costs, and the area felled each month, appropriated to the costs of pulp production in the amount that excludes the portions that will benefit future forests.
12 Deferred Charges
(a) Loans from BNDES (Stockholder)
In December, 2006, Aracruz signed a financing agreement with its stockholder, the Brazilian Development Bank (Banco Nacional de Desenvolvimento Econômico and Social - BNDES ), in the total amount of R$ 595,869, to be amortized in the period from 2014 to 2016, of which R$ 193,212 has already been released, subject to interest varying from 7.78% to 8.90% per annum.
As of March 31, 2007, the Parent Company had financings in the total amount of R$ 636,690 (2006 - R$ 636,164), from its stockholder BNDES, subject to interest varying from 7.78% to 10.5% p.a., to be amortized in the period between 2007 and 2016.
Except for the agreement signed in December of 2006, 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.
As regards Veracel, as of March 31, 2007 BNDES financings amount to R$ 673,349 (2006 - R$ 704,341), not including interest, which varies from 7.0% to 9.5%, to be amortized in the period from April, 2007 to February of 2014. These amounts refer to the 50% share held by Aracruz in Veracel.
(b) Export prepayment operations
As of March 31, 2007, Aracruz had prepayment operations contracted with various banks in the total amount of US$ 874 million, with interest varying between 5.67% p.a. and 6.87% p.a., with semi-annual payments and maturities of principal between September, 2010, and October of 2014.
(c) Export credit note
In May 2006 the Company's 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. Also linked to 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.
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 March 31, 2007 is represented by 8,000 future dollar contracts through the Brazilian Futures Market (BM&F), with an outstanding amount of R$ 4 million to be received (as of December 31, 2006 the position was represented by 5,780 BM&F future dollar contracts. During the first quarter of 2007 the derivative financial instruments had a positive yield of R$ 42 million (R$ 140 million in the first quarter of 2006).
With relation to interest rate exposure, certain derivative financial instruments are used to manage interest rate risk, the position of which as of March 31, 2007, is represented by 10,400 future DI contracts (BM&F), with an outstanding amount of R$ 2 million to be received. During the first quarter of 2007, derivative financial instruments had positive results of R$ 28 million.
(b) 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 Company's financial instruments as of March 31, 2007 can be summarized as follows:
|
|
Parent Company |
|
Consolidated |
|
||||
|
|
Book |
|
Market |
|
Book |
|
Market |
|
Assets |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
14,716 |
|
14,716 |
|
22,294 |
|
22,294 |
|
Marketable securities |
|
|
|
|
|
153,349 |
|
153,349 |
|
Short- and long-term investments |
|
694,440 |
|
694,440 |
|
983,456 |
|
983,456 |
|
Liabilities |
|
|
|
|
|
|
|
|
|
Short- and long-term financings (including nterest) |
|
2,467,548 |
|
2,467,548 |
|
3,280,099 |
|
3,280,099 |
|
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 March 31, 2007 and December 31, 2006, the Company's authorized capital is R$ 2,450,000 and the subscribed and paid-in capital is of 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. The conversion rate is 1:1 (one Class A share for one Class B share). 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 prior to the closing date for the period, were R$ 13.00, R$ 13.50 and R$ 10.69 per share, respectively.
In accordance with the Company's 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.
To enhance understanding, the Company presents below a table showing the rights, privileges and conversion policy with respect to its shares:
|
Common Shares |
Class A Preferred Shares |
Class B Preferred Shares |
|
Voting Rights |
Yes |
· No, except in the event of non-payment of dividends for three (3) consecutive years. In this case, the preferred stock-holders shall retain such voting rights until such time as the past-due dividends are paid. |
· No, except in the event of non-payment of dividends for 3 (three) consecutive years. In this case, the preferred stockholders retain such voting rights until such time as the past-due dividends are paid. |
|
Privileges |
None |
· Priority in reimbursement of capital in the event of liquidation of the Company; · Right to receive a dividend that is 10% higher than that paid to each common share; · Priority in receiving a minimum dividend of 6% p.a., calculated based on the amount of the capital represented by such shares and divided equally among them. |
· Priority in reimbursement of capital in the event of liquidation of the Company; · Right to receive a dividend that is 10% higher than that paid to each common share.
|
|
Conversion Characteristics |
None |
May be converted into Class B preferred shares at any time, at the discretion of the stockholder, who has to cover the respective costs of this. Conversion rate: 1:1. |
Cannot be converted into either Class A preferred shares or common shares. |
|
As part of the proposal for appropriation of income for the year ended December 31, 2006, earnings are to be retained in the amount of R$ 605,917, to be recorded under the Investment Reserve. This reserve is intended to cover Company investment plans, which will be considered by the Stockholders at their Annual General Meeting (AGM), to be held by April 30, 2007.
Based on the investment plans approved in previous years, the forthcoming AGM is to decide on the proposal of Management to increase the Company's capital stock by R$ 1,017,273 using part of the accumulated balance in Revenue Reserves, as provided by Article 199 of Law No. 6404/76.
(b) Dividends and interest on capital invested
Stockholders are assured by the Company's Bylaws of a minimum annual dividend equivalent to 25% of the Parent Company's net income, adjusted by any increases or decreases in the reserves, as defined in applicable corporate legislation.
As permitted by Law No. 9249 of December 26, 1995, Management elected, during the first quarter of 2007, to pay interest on capital invested (stockholders' equity) to the stockholders. This interest is calculated on the reported stockholders' equity and is limited to the daily variation in the Long-Term Interest Rate - TJLP, amounting to R$ 67,000 (R$ 318,000 in 2006).
Based on the Company's operating cash generating capacity and in addition to the interest already declared in capital invested, Management is proposing to the AGM, to be held in April 2007, distribution of dividends for the year 2006 in the amount of R$ 167,000, which works out to R$ 168.82 per batch of one thousand Class A and B preferred shares and R$ 153.47 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, Article 16, of the Company's Bylaws and Articles 1 and 8 of CVM Instruction No. 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 Company's aim is subsequent disposal and/or cancellation of these shares, without decreasing the capital stock.
As of March 31, 2007, the Company held 483 thousand common shares and 1,483 thousand Class B preferred shares as treasury stock, the market value of which as of that date was R$ 13.00 and R$ 10.69, respectively, per batch of one thousand shares.
16 Employee post-retirement 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 ARUS and its total contribution during the first quarter of 2007 was approximately R$ 1,763 (2006 - R$ 1,597).
Should the sponsor withdraw from the Retirement Plan, the sponsor's commitment to the Arus Retirement Plan, made under Resolution No. CPC 06/88 (issued by the Brazilian Supplementary Retirement Benefits Council), is totally covered by the assets of the Defined Contribution Plan.
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 March 31, 2007, the Company's assets were insured against losses for a total amount of approximately US$ 600,000, corresponding to the maximum limit of indemnity per event.
18 Provision for Contingencies and Legal Obligations Being Disputed in Court
The juridical situation of Aracruz Celulose S.A. and its Subsidiaries, jointly controlled and affiliated companies 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 Company and all its Subsidiaries, jointly controlled and affiliated companies, without additional provisions for loss on contingencies besides the amount recorded as of March 31, 2007. The breakdown of the balance of the provision for contingencies and legal obligations being disputed in court is presented as follows, on a Consolidated basis:
|
|
March 31, 2007 |
|
||||||
|
|
Deposit in court |
|
Amount provided |
|
Total, net |
|
||
Provision for contingencies |
|
|
|
|
|
|
|
||
Labor (a) |
|
18,224 |
|
(30,955 |
) |
(12,731 |
) | ||
Tax: |
|
|
|
|
|
|
|
||
ICMS credit on exempt paper |
|
|
|
(7,700 |
) |
(7,700 |
) | ||
INSS payroll deductions for rental of houses for employees (b) |
|
22,389 |
|
|
|
22,389 |
|
||
IRPJ/CSL - Full offset of accumulated tax losees and negative results (f) |
|
|
|
(65,055 |
) |
(65,055 |
) |
||
Other tax cases |
|
12,662 |
|
(13,064 |
) |
(402 |
) | ||
Subtotal |
|
53,275 |
|
(116,774 |
) |
(63,499 |
) | ||
Legal obligations being disputed in court |
|
|
|
|
|
|
|
||
PIS/COFINS Law No. 9718/98 (c) |
|
|
|
(160,389 |
) |
(160,389 |
) | ||
CSLL - Non-incidence on export revenues (d) |
|
|
|
(197,361 |
) |
(197,361 |
) | ||
Other |
|
10,069 |
|
(17,443 |
) |
(7,374 |
) | ||
Subtotal |
|
10,069 |
|
(375,193 |
) |
(365,124 |
) | ||
Total |
|
63,344 |
|
(491,967 |
) |
(428,623 |
) | ||
|
|
December 31, 2006 |
|
||||||
|
|
Deposit |
|
Amount |
|
Total, |
|
||
Provision for contingencies |
|
|
|
|
|
|
|
||
Labor |
|
17,759 |
|
(30,150 |
) |
(12,391 |
) | ||
Tax: |
|
|
|
|
|
|
|
||
ICMS credit on exempt paper |
|
|
|
(7,700 |
) |
(7,700 |
) | ||
FGTS/INSS payroll deductions for rental of houses for employees |
|
22,283 |
|
|
|
22,283 |
|
||
IRPJ/CSL - Full offset of accumulated tax losses and negative results (f) |
|
|
|
(64,357 |
) |
(64,357 |
) |
||
Other tax cases |
|
12,492 |
|
(12,667 |
) |
(175 |
) | ||
Subtotal |
|
52,534 |
|
(114,874 |
) |
(62,340 |
) | ||
Legal obligations being disputed in court |
|
|
|
|
|
|
|
||
PIS/COFINS - Law No. 9.718/98 (c) |
|
|
|
(158,915 |
) |
(158,915 |
) | ||
CSLL - Non-incidence on export revenues (d) |
|
|
|
(191,612 |
) |
(191,612 |
) | ||
Other |
|
10,021 |
|
(17,291 |
) |
(7,270 |
) | ||
Subtotal |
|
10,021 |
|
(367,818 |
) |
(357,797 |
) | ||
Total |
|
62,555 |
|
(482,692 |
) |
(420,137 |
) | ||
(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, fines of 40% of the accrued severance pay scheme (Guarantee Fund for Length of Service - FGTS) and claims for additional compensation for alleged hazardous/unhealthy working conditions.
As of March 31, 2007, the Company maintained provisions in the total amount of approximately R$ 27,400 (Consolidated - R$ 30,900), in order to cover any unfavorable decisions in the labor area, as well as deposits in court in the amount of R$ 12,000 (Consolidated - R$ 18,200).
(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 savings for employees and, hence, indirect salary benefits (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. The Superior Court of Justice (STJ) has already decided one of the suits, with results that favor the arguments defended by the Company.
As of March 31, 2007, the Company's deposits in court in relation to this case amounted to approximately R$ 22,400. Based on the advice of its legal counsel, as drawn up in a formal legal opinion, indicating that the likelihood of loss in this case is remote, 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 No. 9718/98. A preliminary injunction was issued in favor of the Company in November of 2001. 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, in the amount of $ 56,241 - created by Law No. 10684/2003, the current balance of which is approximately R$ 54,700, 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 amount at stake, relating to exchange variation for the period from February 1999 to September 2003, is approximately R$ 160,400 as of March 31, 2007 (R$ 158,900 as of December 31, 2006), already adjusted to current price levels based on the SELIC interest rate, which is appropriately reflected in the provision for contingencies and legal obligations being disputed in court.
The amount relating to the PAES installments that were not paid as a result of the cited court order, for the months from July, 2006 through March of 2007 is roughly R$ 5,500, already updated according to the Long-Term Interest Rate (TJLP) rate.
(d) Social Contribution on Net Income - Non-incidence on export revenues
In September of 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 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$ 197,400 as of March 31, 2007 (R$ 191,600 as of December 31, 2006), for which it maintains a provision. The Company is awaiting a decision on the appeal filed by the Federal Government.
(e) IRPJ - Deductibility of Social Contribution on Net Income (CSLL)
On June 29, 2005, the 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 the existing case law, the Company decided to pay over the assessed amount, although it recalculated the basis for calculation thereof, arriving at the amount of R$ 24.4 million. The Company filed an administrative challenge to the balance of the amount assessed, such that the requirement to pay the tax credit has been suspended and, in addition, it has maintained the lawsuit questioning the cited deductibility.
(f) IRPJ/CSLL - Full offset of accumulated tax losses and negative results
On June 29, 2005, the Company was assessed regarding full offset of accumulated tax losses (NOL's) 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 [Note 18(e)]. Aracruz challenged the assessment notice at the administrative level, but it was upheld. The Company appealed this administrative decision and is awaiting judgment.
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. Even so, in order to avoid a fine, the Parent Company has made payment of 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 as of March 31, 2007 is approximately R$ 65,100 (R$ 64,300 as of December 31, 2006).
(g) ICMS
On October 20, 2006, the Company received assessment notices from the Espírito Santo State Treasury Secretary in the amount of R$ 75.8 million, dealing basically with failure to comply with accessory obligations and unduly taking credits for the State Value-Added Tax on Circulation of Goods and Services (ICMS) on assets for use in operations, supplies and fixed assets. The Company elected to make payment of part of the amount assessed and challenged the total amount of R$ 75.5 million. Based on the opinion of its external legal counsel, which ranked the probability of loss in court as being somewhere between remote and possible, no provision has been set up to cover any unfavorable decisions in this case.
(h) Other tax cases
Based on the opinion of its legal counsel, the Company further maintains a provision for other tax contingencies where the likelihood of loss is ranked as probable in the total amount of R$ 28,300 (R$ 38,100 Consolidated relating to tax and civil cases involving the Subsidiaries and jointly controlled company). For these other contingencies, the Company has on deposit in court the amount of approximately R$ 22,500 (Consolidated R$ 22,700).
19 Tax Incentives - ADENE
Since Aracruz is located within the geographic area of ADENE (Agency for the Development of the Northeast) and inasmuch as Decree No. 4213 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 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). This right was granted after ADENE approved the respective reports.
On January 9, 2004, the Company received Official Letter No. 1406/03 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, although so far no definitive court decision has been issued in relation to the merits of the case.
Nevertheless, in December 2005 an Assessment Notice was drawn up against the Company 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.
Company Management, in conjunction with its legal counsel, believes that the decision to cancel the ADENE tax benefits in December 2005 is incorrect, both with respect to the benefits used and in relation to the remaining period. As regards the benefits used through 2004 (R$ 142,858 as of December 31, 2004, recorded under Capital Reserve), Management believes, based on the opinion of its legal counsel, that the requirement to pay the tax has no substantive basis, given that the Company used the benefits strictly within legal parameters and in conformity with acts carried out by the SRF and Reports issued by the ADENE. With respect to the rest of the benefit periods, which extend through 2012 (mill C) and 2013 (mills A and B), respectively, Management and its legal counsel believe it is illegal to revoke benefits that were granted on condition of compliance with pre-established conditions (implementation, expansion or modernization of an industrial undertaking), and that such acquired rights to enjoy same are ensured until the end of the periods set forth in the Law and in the administrative acts granting the benefits.
Notwithstanding its firm conviction as to the solid grounds for its rights, in light of the series of events that occurred in the years 2004 and 2005, indicating intent on the part of ADENE and SRF to cancel the tax benefits, the Company decided to adopt a conservative approach and interrupt the recording of the tax benefits as from 2005, until such time as a definitive court decision is reached.
The probability of loss, both in relation to the tax benefits already taken through 2004 as well as regarding those that have not yet been used as from 2005, is ranked as possible by Management and its legal counsel.
20 Reconciliation of Stockholders' Equity and Income for the Quarter - Company and Consolidated
|
|
2007 |
|
2006 |
|
|
|
March |
|
December |
|
Stockholders' Equity |
|
|
|
|
|
Stockholders' Equity - Parent Company |
|
5,090,138 |
|
4,879,511 |
|
Unrealized earnings |
|
(132,469 |
) |
(122,830 |
) |
Unrealized shipping expenses |
|
27,094 |
|
26,148 |
|
Income tax and social contribution on unrealized earnings |
|
35,131 |
|
32,872 |
|
Provision for devaluation of inven tories |
|
2,050 |
|
|
|
Stockholders' Equity - Consolidated |
|
5,021,944 |
|
4,815,701 |
|
Income for the First Quarter of 2007 and 2006 |
|
2007 |
|
2006 |
|
|
|
March |
|
March |
|
Income for the Quarter - Parent Company |
|
277,627 |
|
341,020 |
|
Realized (unrealized) earnings |
|
(9,639 |
) |
8,164 |
|
Unrealized shipping expenses |
|
946 |
|
3,896 |
|
Income tax and social contribution on realized (unrealized) earnings |
|
2,259 |
|
(4,100 |
) |
Provision for devaluation of inventories |
|
2,050 |
|
|
|
Net Income for the Quarter - Consolidated |
|
273,243 |
|
348,980 |
|
21 Commitments
(a) Supply of chemical products
Linked to the sale of the electro-chemical plant to Canexus Química Brasil Ltda. (Canexus) in 1999, the Company and Canexus signed a long-term contract for the supply of chemical products by Canexus, which was revised in 2002 to include additional volumes. Under the clause of this contract guaranteeing the purchase of minimum volumes, the Company is committed to buying a conservatively projected volume of chemical products. Volumes purchased by the Company in addition to the agreed-upon minimum for a given year may be compensated with lower volumes acquired in subsequent years. For purchases in volumes below those agreed upon, the Company has to pay the utility margin provided by the contract. The Company has these volume commitments until 2008, under the amendment to the contract signed in 2002.
(b) Wood supply
The Company signed a contract with Suzano Papel e Celulose S.A. with a view to a loan of 1,700 thousand m³ of eucalyptus wood, which were received through September of 2005. The remaining balance as of December 31, 2006 is 1,500 m³ of eucalyptus wood and, based on its present forest formation costs, the Company has booked the amount of R$ 15,898 under liabilities. The contract calls for return of an equivalent volume on similar operating conditions between 2007 and 2008.
(c) Indian Communities - Terms of Settlement
In the first half of 1998, the Company and the Associations of Indian Communities entered into Terms of Settlement ("TAC's") whereby both parties recognized the legitimacy of Administrative Rulings Nos. 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$ 13,500 (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 index as may replace them in the future, whichever is greater. The amount of this financial assistance was to be disbursed over a 20-year period, conditioned to the accomplishment of certain clauses and terms.
Despite the TAC's in force, during the year 2005 members of the Associations of Indian Communities invaded some forestry areas and the Company's 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 TAC's 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 TAC's as of May 2005.
As of March 31, 2007, in relation to the time the TAC's were being complied with, the Company had donated the amount of R$ 9,597 to the Associations of Indian Communities.
On February 17, 2006, FUNAI published Decisions Nos. 11 and 12 in the Official Federal Gazette (D.O.U.), approving the conclusion of a working group set up by FUNAI Administrative Ruling No. 1299/05, which recommended expansion of the current Indian reserves by about 11,000 hectares, comprised almost entirely of lands owned by Aracruz. The working group identified such lands as being traditionally occupied by the Indian communities. As it is confident of the legitimacy of its rights, the Company filed a challenge to such Decisions on June 19, 2006. At the beginning of 2007, the Federal Minister of Justice, which has the authority to resolve the issue, returned the administrative proceedings to FUNAI, determining that more in-depth studies should be conducted "with a view to preparing an appropriate proposal, that satisfies the interests of both parties to the dispute".
(d) Guarantees
As of March 31, 2007, collateral signatures and other such guarantees granted to the Company's other subsidiaries and the jointly controlled company, relating to third party loans and legal challenges filed by these companies, are represented as follows:
|
|
Veracel Celulose S.A. |
701,021 |
Portocel - Terminal Especializado de Barra do Riacho S.A. |
104,460 |
|
805,481 |
|
|
22 Sales by Geographic Area
The Company's exports, classified by geographic area, can be broken down as follows:
|
|
Quarter ended March 31 |
||||||
|
|
Parent Company |
|
Consolidated |
||||
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
North America |
|
200,526 |
|
224,584 |
|
322,642 |
|
329,147 |
Europe |
|
211,771 |
|
149,607 |
|
425,747 |
|
422,404 |
Asia |
|
123,776 |
|
155,378 |
|
202,383 |
|
224,820 |
Other continents |
|
1,313 |
|
8,672 |
|
1,313 |
|
8,672 |
Total |
|
537,386 |
|
538,241 |
|
952,085 |
|
985,043 |
Geographical areas are determined based on the location of the Company's customers.
23 Financial Results
Quarter ended March 31
|
|
Parent Company |
|
Consolidated |
|
||||
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
|
Financial revenues |
|
|
|
|
|
|
|
|
|
Revenues from marketable securities |
|
21,827 |
|
35,424 |
|
29,494 |
|
47,281 |
|
Asset monetary/exchange variations |
|
(4,471 |
) |
(9,527 |
) |
(24,855 |
) |
(43,450 |
) |
Results from derivative operations |
|
69,957 |
|
139,988 |
|
69,957 |
|
139,988 |
|
Other financial revenues |
|
4,321 |
|
5,526 |
|
4,719 |
|
5,924 |
|
Subtotal |
|
91,634 |
|
171,411 |
|
79,315 |
|
149,743 |
|
Financial expenses |
|
|
|
|
|
|
|
|
|
Expenses on financial operations |
|
53,148 |
|
54,372 |
|
60,347 |
|
92,398 |
|
Interest on capital invested |
|
67,000 |
|
89,000 |
|
67,000 |
|
89,000 |
|
Liability monetary/exchange variations |
|
(115,618 |
) |
(197,896 |
) |
(93,510 |
) |
(216,546 |
) |
Other financial expenses |
|
11,055 |
|
18,866 |
|
13,015 |
|
25,191 |
|
Subtotal |
|
15,585 |
|
(35,658 |
) |
46,852 |
|
(9,957 |
) |
Total, net |
|
(76,049 |
) |
(207,069 |
) |
(32,463 |
) |
(159,700 |
) |
SUPPLEMENTARY INFORMATION
1 Statement of cash flows
|
|
Parent Company |
|
Consolidated |
|
||||
|
|
1st Quarter |
|
1st Quarter |
|
||||
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
|
Operating activities |
|
|
|
|
|
|
|
|
|
Net income for the period |
|
277,627 |
|
341,020 |
|
273,243 |
|
348,980 |
|
Adjustments to net income to cash generated by operating activities |
|
|
|
|
|
|
|
|
|
Depreciation, amortization and depletion |
|
134,876 |
|
130,512 |
|
161,165 |
|
155,251 |
|
Equity pick-up |
|
(103,571 |
) |
(72,464 |
) |
(115 |
) |
394 |
|
Deferred Income Tax and Social Contribution |
|
18,808 |
|
41,295 |
|
18,611 |
|
46,072 |
|
Monetary and exchange variations |
|
(110,497 |
) |
(184,716 |
) |
(67,418 |
) |
(165,990 |
) |
Provision for contingencies, net |
|
12,244 |
|
29,495 |
|
17,922 |
|
29,748 |
|
Provision for losses on tax credits |
|
13,947 |
|
10,782 |
|
13,796 |
|
11,047 |
|
Residual value of permanent assets disposed of |
|
97 |
|
479 |
|
527 |
|
425 |
|
Decrease (increase) in assets |
|
|
|
|
|
|
|
|
|
Securities |
|
(35,339 |
) |
(10,336 |
) |
(30,885 |
) |
(12,532 |
) |
Accounts receivable |
|
(93,244 |
) |
(119,209 |
) |
55,131 |
|
5,566 |
|
Inventories |
|
(20,284 |
) |
(250 |
) |
(46,832 |
) |
(15,044 |
) |
Tax credits |
|
25,868 |
|
(27,700 |
) |
27,398 |
|
(30,708 |
) |
Other items |
|
3,840 |
|
(635 |
) |
(6,205 |
) |
(1,260 |
) |
Increase (decrease) in liabilities |
|
|
|
|
|
|
|
|
|
Suppliers |
|
(7,970 |
) |
(6,175 |
) |
(17,252 |
) |
(17,680 |
) |
Advances from subsidiaries (including interest) |
|
319,362 |
|
(633,493 |
) |
|
|
|
|
Interest on loans and financingss |
|
(6,526 |
) |
6,781 |
|
(15,678 |
) |
(597 |
) |
Income tax and social contribution on net income |
|
(12,838 |
) |
12,922 |
|
(15,149 |
) |
35,897 |
|
Provisions for contingencies |
|
(3,866 |
) |
(5,016 |
) |
(3,826 |
) |
(5,015 |
) |
Other items |
|
(9,184 |
) |
3,783 |
|
(10,153 |
) |
9,544 |
|
Cash provided by (used in) operating activities |
|
403,350 |
|
(482,925 |
) |
354,280 |
|
394,098 |
|
|
|
Parent Company |
|
Consolidated |
|
||||
|
|
1st Quarter |
|
1st Quarter |
|
||||
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
|
Investing activities |
|
|
|
|
|
|
|
|
|
Short- and long-term investments |
|
61,976 |
|
191,519 |
|
188,904 |
|
232,583 |
|
Permanent assets: |
|
|
|
|
|
|
|
|
|
Investments |
|
(181,882 |
) |
|
|
|
|
|
|
Property, plant and equipment |
|
(198,907 |
) |
(111,440 |
) |
(223,040 |
) |
(124,936 |
) |
Dividends received |
|
|
|
20,745 |
|
|
|
|
|
Amounts received for sale of permanentt Assets |
|
411 |
|
483 |
|
1,065 |
|
643 |
|
Cash provided by (used in) investing activities |
|
(318,402 |
) |
101,307 |
|
(33,071 |
) |
108,290 |
|
Financing activities |
|
|
|
|
|
|
|
|
|
Loans and financings |
|
|
|
|
|
|
|
|
|
Additions |
|
377,532 |
|
919,298 |
|
378,782 |
|
944,424 |
|
Payments |
|
(374,526 |
) |
(385,619 |
) |
(549,644 |
) |
(1,285,705 |
) |
Dividends / interest on capital investedo |
|
(74,923 |
) |
(151,842 |
) |
(74,923 |
) |
(151,842 |
) |
Cash provided by (used in) financing Activities |
|
(71,917 |
) |
381,837 |
|
(245,785 |
) |
(493,123 |
) |
Effects of exchange variation on cash and cash equivalents |
|
(51 |
) |
|
|
(3,690 |
) |
(7,978 |
) |
Net increase in cash and marketable securities |
|
12,980 |
|
219 |
|
71,734 |
|
1,287 |
|
Cash and marketable securities at beginning of Quarter |
|
1,736 |
|
406 |
|
103,909 |
|
80,183 |
|
Cash and marketable securities at end of Quarter |
|
14,716 |
|
625 |
|
175,643 |
|
81,470 |
|
2 Statement of value added
|
|
Parent Company |
|
||||||
|
|
1st Quarter |
|
1st Quarter |
|
||||
|
|
2007 |
|
% |
|
2006 |
|
% |
|
Revenues |
|
590,832 |
|
|
|
574,136 |
|
|
|
Raw materials from third parties |
|
(302,015 |
) |
|
|
(316,903 |
) |
|
|
Gross value added |
|
288,817 |
|
|
|
257,233 |
|
|
|
Retentions |
|
|
|
|
|
|
|
|
|
Depreciation, amortization and depletion |
|
(134,876 |
) |
|
|
(130,512 |
) |
|
|
Net value added generated |
|
153,941 |
|
|
|
126,721 |
|
|
|
Received in transfers |
|
|
|
|
|
|
|
|
|
Financial revenues - including monetary and exchange variations |
|
91,634 |
|
|
|
171,411 |
|
|
|
Equity income |
|
103,571 |
|
|
|
72,464 |
|
|
|
|
|
195,205 |
|
|
|
243,875 |
|
|
|
Value added for distribution |
|
349,146 |
|
100 |
|
370,596 |
|
100 |
|
Distribution of value added |
|
|
|
|
|
|
|
|
|
Government and community |
|
|
|
|
|
|
|
|
|
Taxes and contributions (federal, state and municipal) |
|
73,632 |
|
21 |
|
106,398 |
|
29 |
|
Support, sponsorships and donations |
|
423 |
|
|
|
481 |
|
|
|
|
|
74,055 |
|
21 |
|
106,879 |
|
29 |
|
|
|
|
|
|
|
|
|
|
|
Employees |
|
52,160 |
|
15 |
|
50,067 |
|
13 |
|
Remuneration of capital provided by third parties / financiers |
|
|
|
|
|
|
|
|
|
Financial revenues |
|
(54,696 |
) |
(15 |
) |
(127,370 |
) |
(34 |
) |
Remuneration of capital invested (dividends and interest on capital invested) |
|
67,000 |
|
19 |
|
89,000 |
|
24 |
|
Retained earnings |
|
210,627 |
|
60 |
|
252,020 |
|
68 |
|
Total distributed and retained |
|
349,146 |
|
100 |
|
370,596 |
|
100 |
|
|
|
Consolidated |
|
||||||
|
|
1st Quarter |
|
1st Quarter |
|
||||
|
|
2007 |
|
% |
|
2006 |
|
% |
|
Revenues |
|
891,935 |
|
|
|
905,652 |
|
|
|
Raw materials from third parties |
|
(403,542 |
) |
|
|
(443,514 |
) |
|
|
Gross value added |
|
488,393 |
|
|
|
462,138 |
|
|
|
Retentions |
|
|
|
|
|
|
|
|
|
Depreciation, amortization and depletion |
|
(161,165 |
) |
|
|
(155,251 |
) |
|
|
Net value added generated |
|
327,228 |
|
|
|
306,887 |
|
|
|
Received in transfers |
|
|
|
|
|
|
|
|
|
Financial revenues - including monetary and exchange variations |
|
79,315 |
|
|
|
149,743 |
|
|
|
Equity income |
|
115 |
|
|
|
(394 |
) |
|
|
|
|
79,430 |
|
|
|
149,349 |
|
|
|
Value added for distribution |
|
406,658 |
|
100 |
|
456,236 |
|
100 |
|
Distribution of value added |
|
|
|
|
|
|
|
|
|
Government and community |
|
|
|
|
|
|
|
|
|
Taxes and contributions (federal, state and municipal) |
|
89,939 |
|
22 |
|
144,656 |
|
32 |
|
Support, sponsorships and donations |
|
2,598 |
|
1 |
|
2,165 |
|
|
|
|
|
92,537 |
|
23 |
|
146,821 |
|
32 |
|
Employees |
|
65,519 |
|
16 |
|
62,666 |
|
14 |
|
Remuneration of capital invested by third parties/financers |
|
|
|
|
|
|
|
|
|
Financial revenues |
|
(24,641 |
) |
(6 |
) |
(102,231 |
) |
(22 |
) |
Remuneration of capital invested (dividends and interest on capital invested) |
|
67,000 |
|
16 |
|
89,000 |
|
20 |
|
Retained earnings |
|
206,243 |
|
51 |
|
259,980 |
|
56 |
|
Total distributed and retained |
|
406,658 |
|
100 |
|
456,236 |
|
100 |
|
EXPRESSED IN THOUSANDS OF REAIS
(Except where indicated otherwise)
Aracruz Celulose S.A. posted consolidated net income of R$ 273,243 for the first quarter of 2007, compared with consolidated net income of R$ 348,980 in the same quarter last year. The variation in the results over the first quarter of 2006 basically reflects the lower exchange variation of assets and liabilities denominated in U.S. Dollars.
1. OPERATING ACTIVITIES
Commercial Performance
Pulpwood sales for the first quarter totaled 608 thousand tons (consolidated - 674 thousand tons), representing a drop of 9% compared to the same quarter last year, with 98% of this amount being shipped to foreign markets. The average net price in the quarter was US$ 430/t (consolidated - US$ 562/t), which represents a rise of 12% at the parent company level (consolidated rise of 11%) compared with the price of US$ 385/t (consolidated - US$ 508/t) in the same quarter of 2006.
Operating Performance
The Company's pulpwood output was 653 thousand tons in the first quarter, the same as produced in the first quarter of 2006. The unit cost of production in the quarter, expressed in R$, was 3% higher than for the same period last year, chiefly brought on by the rise in the cost of wood.
ANALYSIS OF COSTS |
|
|
|
R$ / TON |
1 st Qt. 2007 |
|
1st Qt. 2006 |
Cost of Sales (*) |
647 |
|
642 |
Selling Expenses |
27 |
|
27 |
Administrative Expenses |
33 |
|
30 |
Other Operating Expenses (Revenues) (**) |
71 |
|
53 |
Total |
778 |
|
752 |
Cost of Production (R$/Ton) |
587 |
|
569 |
Tons Sold |
608,101 |
|
642,128 |
Tons Produced |
652,824 |
|
651,714 |
(*) Includes average cost of inventories, plus cost of freight and insurance - R$ 66/ton (2006 - R$ 73/ton).
(**) Does not include Monetary / Exchange Variations and Financial Revenues / Expenses / Equity Pick-up.
2. EVOLUTION OF FINANCIAL LIABILITIES
Parent Company |
|||||||||||||||||||
In thousands of Reais |
|
|
|||||||||||||||||
Gross Debt |
|
|
3/31/2007 |
|
12/31/2006 |
|
|||||||||||||
Local currency |
|
|
|
570,710 |
|
566,372 |
|
||||||||||||
Foreign currency |
|
|
|
1,896,838 |
|
1,983,901 |
|
||||||||||||
Cash and cash equivalents (*) |
|
|
|
709,156 |
|
722,813 |
|
||||||||||||
Net Debt |
|
|
|
1,758,392 |
|
1,827,460 |
|
Consolidated |
||||||||||
In thousands of Reais |
|
|
||||||||
Gross Debt |
|
3/31/2007 |
|
12/31/2006 |
||||||
Local currency |
|
|
1,162,874 |
|
1,177,796 |
|||||
Foreign currency |
|
|
2,117,225 |
|
2,379,631 |
|||||
Cash and cash equivalents (*) |
|
|
1,159,099 |
|
1,245,384 |
|||||
Net Debt |
|
|
2,121,000 |
|
2,312,043 |
(*) Includes short- and long-term investments in marketable securities.
3. OPERATIONAL INVESTMENTS
Investment outlays made in the first quarter of 2007 totaled R$ 198.9 million (consolidated - R$ 223.0 million), well above the R$ 114.4 million (consolidated - R$ 124.9 million) made in the same period last year. They were mainly allocated to the following areas: industrial (R$ 77.9 million), lands and forests (R$ 48.5 million), Veracel project (R$ 16.2 million), tree farming (R$ 65.5 million), forestry (R$ 9.3 million) and other investments (R$ 5.6 million), in consolidated figures.
* * * * *
1 - CODE |
2 - DESCRIPTION |
3 - DATE - 03/31/2007 |
4 - DATE - 12/31/2006 |
1 |
TOTAL ASSETS |
9,489,038 |
9,577,120 |
1.1 |
CURRENT ASSETS |
2,523,805 |
2,689,761 |
1.1.1 |
CASH AND CASH EQUIVALENTS |
22,294 |
30,717 |
1.1.2 |
CREDITS |
804,575 |
932,051 |
1.1.2.1 |
CUSTOMERS |
539,268 |
620,920 |
1.1.2.1.1 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS - PULP |
509,014 |
590,784 |
1.1.2.1.2 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS - PAPER |
24,439 |
24,318 |
1.1.2.1.3 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS - SAWED WOOD |
476 |
746 |
1.1.2.1.4 |
ACCOUNTS RECEIVABLE FROM CUSTOMERS - OTHERS |
5,339 |
5,072 |
1.1.2.2 |
OTHERS CREDITS |
265,307 |
311,131 |
1.1.2.2.1 |
EMPLOYEES |
5,317 |
6,805 |
1.1.2.2.2 |
SUPPLIERS |
4,014 |
3,871 |
1.1.2.2.3 |
TAXES |
245,440 |
287,698 |
1.1.2.2.7 |
OTHERS |
10,536 |
12,757 |
1.1.3 |
INVENTORIES |
544,925 |
498,093 |
1.1.3.1 |
SUPPLIES |
132,905 |
130,342 |
1.1.3.2 |
RAW MATERIALS |
68,914 |
75,374 |
1.1.3.3 |
FINISHED GOODS |
341,620 |
291,214 |
1.1.3.4 |
PRODUCTSD IN PROCESS |
0 |
0 |
1.1.3.5 |
OTHERS |
1,486 |
1,163 |
1.1.4 |
OTHERS |
1,152,011 |
1,228,900 |
1.1.4.1 |
DEBT SECURITIES |
977,672 |
1,135,768 |
1.1.4.2. |
FINANCIAL APPLICATION |
153,349 |
73,192 |
1.1.4.3 |
PREPAID EXPENSES |
20,980 |
19,930 |
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 |
1 - CODE |
2 - DESCRIPTION |
3 - DATE - 03/31/2007 |
4 - DATE - 12/31/2006 |
1.2 |
NOT CURRENT ASSETS |
6,965,233 |
6,887,359 |
1.2.1 |
LONG-TERM ASSETS |
413,582 |
396,084 |
1.2.1.1 |
CREDITS |
371,223 |
359,471 |
1.2.1.1.1 |
SUPPLIERS |
237,668 |
227,374 |
1.2.1.1.2 |
TAXES |
103,276 |
99,948 |
1.2.1.1.3 |
CUSTOMER |
30,279 |
32,149 |
1.2.1.2 |
ACCOUNTS RECEIVABLE - RELATED PARTIES |
0 |
0 |
1.2.1.2.1 |
FROM AFFILIATES |
0 |
0 |
1.2.1.2.2 |
FROM SUBSIDIARIES |
0 |
0 |
1.2.1.2.3 |
OTHERS |
0 |
0 |
1.2.1.3 |
OTHERS |
42,359 |
36,613 |
1.2.1.3.1 |
DEBT SECURITIES |
5,784 |
5,707 |
1.2.1.3.2 |
ESCROW DEPOSITS |
35,969 |
30,281 |
1.2.1.3.3 |
RETENTIONS ON FINANCING CONTRACTS |
0 |
0 |
1.2.1.3.4 |
OTHERS |
606 |
625 |
1.2.2 |
FIXED ASSETS |
6,551,651 |
6,491,275 |
1.2.2.1 |
INVESTMENTS |
22,684 |
22,570 |
1.2.2.1.1 |
IN AFFILIATES |
0 |
0 |
1.2.2.1.2 |
IN AFFILIATES - GOODWILL |
0 |
0 |
1.2.2.1.3 |
IN SUBSIDIARIES |
19,777 |
19,662 |
1.2.2.1.4 |
IN SUBSIDIARIES - GOODWILL |
0 |
0 |
1.2.2.1.5 |
OTHER COMPANIES |
2,907 |
2,908 |
1.2.2.2 |
PROPERTY, PLANT AND EQUIPMENT |
6,219,985 |
6,128,572 |
1.2.2.2.1 |
LAND |
1,018,631 |
969,358 |
1.2.2.2.2 |
BUILDINGS |
733,667 |
721,370 |
1.2.2.2.3 |
MACHINERY AND EQUIPMENT |
3,060,821 |
3,119,718 |
1.2.2.2.4 |
FORESTS |
1,040,522 |
999,556 |
1.2.2.2.5 |
PROGRESS TO SUPPLIERS |
85,292 |
66,649 |
1.2.2.2.6 |
CONSTRUCTION IN PROGRESS |
161,667 |
134,133 |
1.2.2.2.7 |
OTHERS |
119,385 |
117,788 |
1.2.2.3 |
INTANGIBLE |
0 |
0 |
1.2.2.4 |
DEFERRED CHARGES |
308,982 |
340,133 |
1.2.2.4.1 |
INDUSTRIAL |
21,622 |
22,836 |
1.2.2.4.2 |
FORESTS |
34,062 |
35,855 |
1.2.2.4.3 |
ADMINISTRATIVE |
0 |
0 |
1.2.2.4.4 |
GOODWILL ARISING ON ACQUISITION OF ENTITIES |
253,298 |
281,442 |
1.2.2.4.5 |
OTHERS |
0 |
0 |
1 - CODE |
2 - DESCRIPTION |
3 - DATE - 03/31/2007 |
4 - DATE - 12/31/2006 |
2 |
TOTAL LIABILITIES |
9,489,038 |
9,577,120 |
2.1 |
CURRENT LIABILITIES |
847,549 |
931,528 |
2.1.1 |
LOANS AND FINANCING |
302,840 |
332,613 |
2.1.2 |
DEBENTURES |
0 |
0 |
2.1.3 |
SUPPLIERS |
165,627 |
184,319 |
2.1.4 |
TAXES |
83,079 |
91,329 |
2.1.5 |
DIVIDENDS PAYABLE |
70,210 |
78,133 |
2.1.6 |
PROVISIONS |
27,809 |
53,418 |
2.1.6.1 |
VACATION AND 13th SALARY |
24,600 |
24,388 |
2.1.6.2 |
PROFIT SHARING |
3,209 |
29,030 |
2.1.7 |
LOANS FROM RELATED PARTIES |
20,872 |
20,772 |
2.1.8 |
OTHERS |
177,112 |
170,944 |
2.1.8.1 |
PROPOSED DIVIDENDS |
167,000 |
167,000 |
2.1.8.2 |
OTHERS |
10,112 |
3,944 |
2.2 |
NOT CURRENT LIABILITIES |
3,616,738 |
3,827,991 |
2.2.1 |
LONG-TERM LIABILITIES |
3,616,738 |
3,827,991 |
2.2.1.1 |
LOANS AND FINANCING |
2,977,259 |
3,224,814 |
2.2.1.2 |
DEBENTURES |
0 |
0 |
2.2.1.3 |
PROVISIONS |
566,211 |
531,168 |
2.2.1.3.1 |
LABOR CONTINGENCIES |
18,230 |
12,378 |
2.2.1.3.2 |
TAX CONTINGENCIES |
446,361 |
438,040 |
2.2.1.3.3 |
GOODWILL ARISING ON ACQUISITION OF ENTITIES |
101,620 |
80,750 |
2.2.1.4 |
LOANS FROM RELATED PARTIES |
0 |
0 |
2.2.1.5 |
OTHERS |
73,268 |
72,009 |
2.2.1.5.1 |
SUPPLIERS |
7,419 |
7,419 |
2.2.1.5.2 |
OTHERS |
65,849 |
64,590 |
2.2.2 |
DEFERRED INCOME |
0 |
0 |
2.3 |
MINORITY INTEREST |
2,807 |
1,900 |
1 - CODE |
2 - DESCRIPTION |
3 - DATE - 03/31/2007 |
4 - DATE - 12/31/2006 |
2.4 |
STOCKHOLDER'S EQUITY |
5,021,944 |
4,815,701 |
2.4.1 |
PAID-IN CAPITAL |
1,854,507 |
1,854,507 |
2.4.1.1 |
COMMON STOCK |
783,599 |
783,599 |
2.4.1.2 |
PREFERRED STOCK |
1,070,908 |
1,070,908 |
2.4.2 |
CAPITAL RESERVES |
162,210 |
162,210 |
2.4.3 |
REVALUATION RESERVE |
0 |
0 |
2.4.3.1 |
OWN ASSETS |
0 |
0 |
2.4.3.2 |
SUBSIDIARIES / AFFILIATES |
0 |
0 |
2.4.4 |
REVENUE RESERVES |
2,862,794 |
2,862,794 |
2.4.4.1 |
LEGAL |
338,454 |
338,454 |
2.4.4.2 |
STATUTORY |
0 |
0 |
2.4.4.3 |
FOR CONTINGENCIES |
0 |
0 |
2.4.4.4 |
UNREALIZED INCOME |
0 |
0 |
2.4.4.5 |
FOR INVESTMENTS |
2,533,326 |
2,533,326 |
2.4.4.6 |
SPECIAL FOR NON-DISTRIBUTED DIVIDENDS |
0 |
0 |
2.4.4.7 |
OTHER UNREALIZED INCOME |
(8,986) |
(8,986) |
2.4.4.7.1 |
TREASURY STOCK |
(8,986) |
(8,986) |
2.4.5 |
RETAINED EARNINGS |
142,433 |
(63,810) |
1 - CODE |
2 - DESCRIPTION |
3 - FROM : 01/01/2007 TO : 03/31/2007 |
4 FROM : 01/01/2007 TO : 03/31/2007 |
5 - FROM : 01/01/2006 TO : 03/31/2006 |
6 - FROM : 01/01/2006 TO : 03/31/2006 |
3.1 |
GROSS SALES AND SERVICES REVENUE |
1,016,497 |
1,016,497 |
1,022,245 |
1,022,245 |
3.2 |
SALES TAXES AND OTHER DEDUCTIONS |
(127,395) |
(127,395) |
(123,319) |
(123,319) |
3.3 |
NET SALES REVENUE |
889,102 |
889,102 |
898,926 |
898,926 |
3.4 |
COST OF GOODS SOLD |
(536,994) |
(536,994) |
(565,062) |
(565,062) |
3.5 |
GROSS PROFIT |
352,108 |
352,108 |
333,864 |
333,864 |
3.6 |
OPERATING (EXPENSES) INCOME |
(76,550) |
(76,550) |
53,857 |
53,857 |
3.6.1 |
SELLING |
(39,726) |
(39,726) |
(45,156) |
(45,156) |
3.6.2 |
GENERAL AND ADMINISTRATIVE |
(25,064) |
(25,064) |
(23,529) |
(23,529) |
3.6.3 |
FINANCIAL |
32,463 |
32,463 |
159,700 |
159,700 |
3.6.3.1 |
FINANCIAL INCOME |
79,315 |
79,315 |
149,743 |
149,743 |
3.6.3.2 |
FINANCIAL EXPENSES |
(46,852) |
(46,852) |
9,957 |
9,957 |
3.6.4 |
OTHER OPERATING INCOME |
13,123 |
13,123 |
11,958 |
11,958 |
3.6.5 |
OTHER OPERATING EXPENSES |
(57,461) |
(57,461) |
(48,722) |
(48,722) |
3.6.6 |
EQUITY IN THE RESULTS OF SUBSIDIARIES |
115 |
115 |
(394) |
(394) |
3.7 |
OPERATING INCOME |
275,558 |
275,558 |
387,721 |
387,721 |
3.8 |
NON-OPERATING (EXPENSES) INCOME |
(526) |
(526) |
(420) |
(420) |
3.8.1 |
INCOME |
1,065 |
1,065 |
3,214 |
3,214 |
3.8.2 |
EXPENSES |
(1,591) |
(1,591) |
(3,634) |
(3,634) |
3.9 |
INCOME BEFORE INCOME TAXES AND MANAGEMENT REMUNERATION |
275,032 |
275,032 |
387,301 |
387,301 |
3.10 |
INCOME TAX AND SOCIAL CONTRIBUTION |
(49,270) |
(49,270) |
(81,313) |
(81,313) |
3.11 |
DEFERRED INCOME TAXES |
(18,611) |
(18,611) |
(46,072) |
(46,072) |
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 |
67,000 |
67,000 |
89,000 |
89,000 |
3.14 |
MINORITY INTEREST |
(908) |
(908) |
64 |
64 |
3.15 |
NET INCOME FOR THE PERIOD |
273,243 |
273,243 |
348,980 |
348,980 |
|
CAPITAL STOCK-QUANTITY (THOUSANDS) |
1,030,588 |
1,030,588 |
1,030,588 |
1,030,588 |
|
EARNINGS PER SHARE |
0,26513 |
0,26513 |
0,33862 |
0,33862 |
|
LOSS PER SHARE |
- |
- |
- |
- |
The consolidated Performance comments for this quarter were disclosed together with Aracruz Celulose S.A.'s (Controlling Company) performance comments, group 05.
(Convenience Translation into English from the original previously issued in Portuguese)
The comments related to investments were disclosed in note 3 group 05.
(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 March 30, 2007:
Parent Company:
Aracruz Celulose S.A. CNPJ: 42.157.511/0001-61
Stockholders |
Stocks |
|||||||
Common |
Preferred A |
Preferred B |
Total |
|||||
Quantity Thousand |
% |
Quantity Thousand |
% |
Quantity Thousand |
% |
Quantity Thousand |
% |
|
Newark Financial Inc. |
127,506 |
28.00 |
- |
- |
- |
|
127,506 |
12.35 |
Arainvest Participações S.A. |
127,506 |
28.00 |
27,737 |
73.06 |
- |
|
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 |
26.34 |
24,393 |
4.52 |
91,274 |
8.84 |
(1) Treasure Hold Investments Corp |
- |
- |
- |
- |
57,876 |
10.73 |
57,876 |
5.61 |
(1) U.S. Trust Company N.A. (2) |
- |
- |
- |
- |
50,691 |
9.40 |
50,691 |
4.91 |
(1) Wellington Mgmt Company (2) |
- |
- |
- |
- |
41,965 |
7.78 |
41,965 |
4.06 |
(1) Northern Cross Investments Ltd. (2) |
- |
- |
- |
- |
37,400 |
6.94 |
37,400 |
3.62 |
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 |
226 |
0.60 |
263,118 |
48.80 |
278,853 |
27.01 |
Total |
455,391 |
100.00 |
37,963 |
100.00 |
539,200 |
100.00 |
1,032,554 |
100.00 |
(1) Foreign company
(2) Administrator of investments funds several
Numbers supplied by I.R. Channel JP Morgan in 02/10/06
Share Capital of majority stockholders (from controlling companies to individual stockholders)
Parent Company:
Newark Financial Inc.
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
Nova HPI Participações Ltda. |
11,679,604 |
11.05 |
- |
- |
11,679,604 |
5.72 |
Votorantim Investºs Industriais 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 |
Council of Administration , Chief Officers and Fiscal council |
- |
- |
3,038 |
- |
3,038 |
- |
Others |
1 |
- |
90,855,071 |
92.30 |
90,855,072 |
44.51 |
Treasury stocks |
1 |
- |
28,900 |
0.03 |
28,901 |
0.01 |
Total |
105,702,452 |
100.00 |
98,443,055 |
100.00 |
204,145,507 |
100.00 |
Parent Company:
Votorantim Investimentos Industriais S.A CNPJ: 03.407.049/0001-51
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
Votorantim Participações S.A. |
11,165,582,998 |
100.00 |
- |
- |
11,165,582,998 |
100.00 |
José Roberto Ermírio de Moraes |
1 |
- |
- |
- |
1 |
- |
Fábio Ermírio de Moraes |
1 |
- |
- |
- |
1 |
- |
Total |
11,165,583,000 |
100.00 |
- |
- |
11,165,583,000 |
100.00 |
Parent Company:
Nova HPI Participações Ltda. CNPJ: 65.785.669/0001-81
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
Hejoassu Administração Ltda. |
5,304,772,481 |
98.60 |
- |
- |
5,304,772,481 |
98.60 |
Neyde Ugolini de Moraes |
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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
JEMF Participações S.A. |
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 |
Parent Company:
AEM Participações S.A. CNPJ: 05.062.403/0001-89
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
Maria Helena Moraes Scripilliti |
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 |
Parent Company:
JEMF Participações S.A. CNPJ: 05.062.394/0001-26
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
José Ermírio de Moraes Neto |
228,243,033 |
33.33 |
- |
- |
228,243,033 |
33.33 |
José Roberto Ermírio de Moraes |
228,243,033 |
33.33 |
- |
- |
228,243,033 |
33.33 |
Neide Helena de Moraes |
228,243,034 |
33.34 |
- |
- |
228,243,034 |
33.34 |
AEM Participações S.A. |
- |
- |
300 |
33.33 |
300 |
0.00 |
ERMAN Participações S.A. |
- |
- |
300 |
33.34 |
300 |
0.00 |
MRC Participações S.A. |
- |
- |
300 |
33.33 |
300 |
0.00 |
Total |
684,729,100 |
100.00 |
900 |
100.00 |
684,730,000 |
100.00 |
Parent Company:
BNDES Participações S.A. - BNDESPAR CNPJ: 00.383.281/0001-09
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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 |
Parent Company:
ARAINVEST Participações S.A. CNPJ: 06.139.408/0001-25
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Thousand |
% |
Quantity Thousand |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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 |
Parent Company:
Lorentzen Empreendimentos S.A. CNPJ: 33.107.533/0001-26
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
Nobrasa Empreendimentos S.A |
46,876,916 |
79.29 |
- |
- |
46,876,916 |
63.02 |
Nebra Participações Ltda |
10,913,643 |
18.46 |
8,692,807 |
56.93 |
19,606,450 |
26.36 |
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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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 |
Parent Company:
Nebra Participações S.A. CNPJ: 04.418.550/0001-86
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
New Era Development Co. Ltd. (1) |
16,076,101 |
99.99 |
- |
- |
16,076,101 |
99.99 |
Others |
100 |
0.01 |
- |
- |
100 |
0.01 |
Total |
16,076,201 |
100.00 |
- |
- |
16,076,201 |
100.00 |
(1) Foreign company
Parent Company:
Tiba Participações Ltda CNPJ: 03.410.452/0001-30
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
Brasil Warrant Admin. Bes e Empresas Ltda |
93,166,126 |
90.85 |
- |
- |
93,166,126 |
90.85 |
Others |
9,379,957 |
9.15 |
- |
- |
9,379,957 |
9.15 |
Total |
102,546,083 |
100.00 |
- |
- |
102,546,083 |
100.00 |
Parent Company:
Nalbra S LLC CNPJ: 06.205.788/0001-59
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity Unities |
% |
|
Caminho Editorial Ltda |
14,962,154 |
45.41 |
2,033,046 |
6.87 |
16,995,200 |
27.18 |
Nalbra S LLC |
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
Parent Company:
Brasil Warrant Admin. Bens e Empresas Ltda CNPJ: 33.744.277/0001-88
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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
Stockholders |
Stocks |
|||||
Common |
Preferred |
Total |
||||
Quantity Unities |
% |
Quantity Unities |
% |
Quantity 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 |
Stocks Position of Majority Stockholders, Management, Members of the fiscal Council and outstanding stocks.
Position on March 30, 2007
Stockholder |
Common Stocks |
% |
Preferred Stocks (Class A) |
% |
Preferred Stocks (Class B) |
% |
Total |
% |
Majorities Stockholders |
439,400,228 |
96.49 |
37,736,642 |
99.40 |
82,268,047 |
15.25 |
559,404,917 |
54.18 |
Lorentzen |
127,506,457 |
28.00 |
- |
- |
- |
- |
127,506,457 |
12.35 |
Safra (4) |
127,506,457 |
28.00 |
27,736,642 |
73.06 |
57,875,517 |
10.73 |
213,118,616 |
20.64 |
VCP |
127,506,457 |
28.00 |
- |
- |
- |
- |
127,506,457 |
12.35 |
BNDES |
56,880,857 |
12.49 |
10,000,000 |
26.34 |
24,392,530 |
4.52 |
91,273,387 |
8.84 |
Management |
2,005 |
0.00 |
0 |
0 |
76,707 |
0 |
78,712 |
- |
Councilors |
2,005 |
0.00 |
0 |
0 |
59,509 |
0 |
61,514 |
- |
Directors |
- |
- |
- |
- |
17,198 |
0 |
17,198 |
- |
Tax Council |
10 |
0.00 |
- |
- |
- |
- |
10 |
- |
Treasury Stocks (1) |
483,114 |
0.10 |
- |
- |
1,483,200 |
0.30 |
1,966,314 |
0.19 |
Other Stockholders (2) |
15,505,342 |
3.41 |
225,913 |
0.60 |
455,372,912 |
84.45 |
471,104,167 |
45.63 |
Total issued stocks (3) |
455,390,699 |
100.0 |
37,962,555 |
100.0 |
539,200,866 |
100.0 |
1,032,554,120 |
100.0 |
Outstanding stocks (2) |
15,505,342 |
3.41 |
225,913 |
0.60 |
455,372,912 |
84.45 |
471,104,167 |
45.63 |
(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) 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 .
Stocks Position of Majority Stockholders, Management, Members of the Fiscal Council and outstanding stocks.
Position on March 31, 2006
Stockholder |
Common Stocks |
% |
Preferred Stocks (Class A) |
% |
Preferred Stocks (Class B) |
% |
Total |
% |
Majorities Stockholders |
439,400,228 |
96.5 |
37,736,642 |
99.2 |
87,876,648 |
16.3 |
565,013,518 |
54.7 |
Lorentzen (4) |
127,506,457 |
28.0 |
- |
- |
- |
- |
127,506,457 |
12.3 |
Safra (5) |
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 |
30,001,131 |
5.6 |
96,881,988 |
9.4 |
Management |
193,034 |
- |
- |
- |
26,005 |
- |
219,039 |
- |
Councilors |
193,034 |
- |
- |
- |
8,807 |
- |
201,841 |
- |
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) |
15,314,313 |
3.4 |
285,214 |
0.8 |
449,755,712 |
83.4 |
465,355,239 |
45.1 |
Total issued stocks (3) |
455,390,699 |
100.0 |
38,021,856 |
100.0 |
539,141,565 |
100.0 |
1,032,554,120 |
100.0 |
Outstanding stocks (4) |
15,314,313 |
3.4 |
285,214 |
0.8 |
449,755,712 |
83.4 |
465,355,239 |
45.1 |
(1) Stocks issued and repurchased by the Company.
(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. 127,494,497 common stocks and Lorentzen Empreendimentos 11,960 common stocks.
(5) Participation of the group Safra composed for: Arainvest Participações S.A. 127,506,457 Common stock, 27,736,642 PNA Common and Treasure Hold Investments Corp. 57,875,517 PNB .
(Convenience Translation into English of original previously issued in Portuguese)
Report of Independent Auditors on Special Review
of Quarterly Financial Information as of March 31, 2007
To the Directors and Stockholders of
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 three-month period ended March 31, 2007, prepared under the responsibility of the Company's 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, together with the Federal Accounting Council (CFC), and mainly comprised: (a) inquiries and discussions with the Company's 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 March 31, 2007 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 sheet as of December 31, 2006 (Company and Consolidated), presented for comparison purposes, were examined by us and our unqualified auditors' report thereon was issued January 9, 2007. The accompanying statements of income and supplementary statements of cash flow and value added for the quarter ended March 31, 2006, presented for comparison purposes, were also reviewed by us and our unqualified special review report thereon was issued April 6, 2006.
Rio de Janeiro, April 7, 2007
(Portuguese original signed by):
DELOITTE TOUCHE TOHMATSU |
|
Amauri Froment Fernandes |
Independent Auditors |
|
Accountant |
CRC - SP 011.609/O-S-ES |
|
CRC-RJ 039.012/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: April 23, 2006 |
ARACRUZ CELULOSE S.A. By: /s/ Carlos Augusto Lira Aguiar Name: Carlos Augusto Lira Aguiar Title: Chief Executive Officer |