4. 4
Notice to the Market, September 03rd 2015
ALUPAR INVESTIMENTO S.A. (the “Company”), a publicly-held company registered with the Brazilian Securities
Commission (CVM) under number 2149-0, notifies its shareholders and the general market, that its affiliate, Transnorte
Energia S.A. (“TNE”) has filed yesterday, with Agência Nacional de Energia Elétrica – ANEEL (Brazilian Electricity
Regulatory Agency), a request for amicable termination of the Concession Agreement 003/2012 – ANEEL.
It is worth mentioning that TNE is a company organized by the partnership between the Company (which holds 51% of
shares) and Centrais Elétricas do Norte do Brasil S.A. (which holds 49% of the shares) for the implementation of the
Transmission Line Lechuga – Equador 500 kV and Equador – Boa Vista 500 kV and Substations Equador 500 kV and
Boa Vista 500/230 kV.
According to the Company´s previous releases and after several negotiations, including with government departments, it
was not possible, up to this date, to obtain the environmental license of the Transmission Line, as FUNAI (Brazilian
Indian Foundation) did not definitely reply on the environmental feasibility of the project. This lack of reply, in turn,
prevents IBAMA (Brazilian Institute of Environment and Renewable Natural Resources) to issue the respective
environmental licenses, even if the assessment of such department indicates the environmental feasibility of the project.
Without any resolution submitted to TNE after three years, Alupar decides, on the best of terms, to discuss on the
Concession Agreement termination. Alupar asserts it will keep its shareholders and the general market up-to-date as the
development of the negotiations with ANEEL.
TNE | Request for Amicable Termination of the Concession Agreement
003/2012 – ANEEL
5. 5
Material Fact, August 31st 2015
SaleSaleSaleSale ofofofof SharesSharesSharesShares ofofofof thethethethe FortimFortimFortimFortim ComplexComplexComplexComplex totototo FurnasFurnasFurnasFurnas
Energia dos Ventos V, VI, VII, VIII and IX
ALUPAR INVESTMENTO S.A. (The "Company"), a public held company, registered with the Brazilian Securities and
Exchange Commission (CVM) under number 2149-0, pursuant to the provisions of the Securities and Exchange
Commission Instruction number 358, dated January 3, 2002, as amended, hereby informs its shareholders and the
market in general that on this date, the divestiture process of Furnas Centrais Elétricas S.A. was finalized regarding all
equity interests held by the Company in the companies: Energia dos Ventos V; VI; VII; VIII and XI – The Fortim Complex,
as approved by the Board of Directors Meeting held on October 10, 2014.
The purchase and sale operation involved the amount of R$ 51,410,676.17
Upon completion of the transaction described herein and also the acquisition by the Company of shares in Energia dos
Ventos I; II; III; IV and X - The Aracati Complex, previously held by Furnas Centrais Elétricas S.A. and completed on
March 2, 2015, concludes the partnership with this company established by Auction ANEEL A-5 number
007/2011.
6. 6
Material Fact, October 16th 2015
Foz do Rio Claro |Foz do Rio Claro |Foz do Rio Claro |Foz do Rio Claro | AcquisitionAcquisitionAcquisitionAcquisition ofofofof preferredpreferredpreferredpreferred sharessharessharesshares
ALUPAR INVESTMENT S.A. (The "Company"), a publicly-held company registered with the Brazilian Securities and
Exchange Commission (CVM) under number 2149-0, pursuant to the provisions of Instruction by the CVM, number 358,
of January 3, 2002, as amended, hereby informs its shareholders and the market in general that, due to the agreement
on September 5, 2008, by the undersigned of the Stock Option Private Instrument for the Sale of Preferred Stock Option
shares issued by its subsidiary Foz do Rio Claro Energia S.A. ("Foz do Rio Claro"), between Alupar and the Investment
Fund for Length of Service Guarantee Fund ("FIFGTS"), on the acquisition of 1,639,672 preferred shares issued by Foz
do Rio Claro, held by FI-FGTS, corresponding to 4% of all the issued preferred shares, for the amount of R$ 3.1
million.
Due to this acquisition, the Company will now hold 52.01% of the total share capital of Foz do Rio Claro.
11. 11
Generation Financial Highlights - Combined
159.7
249.3
43.2
94.7
9M14 9M15 3Q14 3Q15
Net Revenue (R$ million)
22.5
(9.5)
(13.9)
(22.6)
9M14 9M15 3Q14 3Q15
Alupar Net Income (R$ million)
83.3
113.4
2.8
18.8
52.2% 45.5%
6.5%
19.9%
9M14 9M15 3Q14 3Q15
EBITDA (R$ million) and Margin (%)
Net Income Composition – 3Q15
16.0
12. 12
Seasonalization – GSF Impact
480.6
464.2
663.7
676.7
529.5
466.7
536.2
438.9
399.4
1Q15 2Q15 3Q15
GSF Impact (GWh)
Sales Contracted Seasonalized Assured Energy Net Seasonalized Assured Energy
GSF: 86%
90.6
Assured Energy disallowed by GSF
67.3
140.5
140.5 GWh of the seasonalization disallowed by GSF in 1Q15 140.5 X R$ 380.83 = R$ 53.5 MM;
90.6 GWh of the seasonalization disallowed by GSF in 2Q15 90.6 X R$ 292.05 = R$ 26.5 MM;
Impact of 67.3 GWh in 3Q15 due to GSF Impact of R$ 14.9MM;
GSF impact due to third party preliminar injunctions Impact of R$ 2.8 MM.
GSF: 79%
GSF: 81%
197.0
GSF ExposureSeasonalization Exposure
17. 17
Indebtedness – Holding Company
908.0
594.6
313.4
Gross Debt Equivalents Net Debt
Total Debt 3Q15
14%
86%
Debt Profile (%)
Short Term Long Term
Gross Debt by Index (%) Gross Debt Composition (R$ MM)
25.3%
71.2%
3.4%
CDI
IPCA
Fixed
876.7 31.3
Debentures
Finep
18. 18
Indebtedness - Consolidated
4,548.7
3,869.7
679.0
Gross Debt Equivalents Net Debt
Total Debt 3Q15
Total Debt Composition by Index (%) Total Debt Composition (in thousands of R$)
21%
79%
Debt Profile (%)
Short Term Long Term
39.8%
23.6%
11.1%
5.7%
19.7%
CDI
TJLP
Fixed
Foreign Currency
IPCA
1,318.8
270.223.4
262.2
2,674.1
BNDES (TJLP / IGP-M)
Other Development Banks
Other Local Currency
Foreign Currency
Debentures
20. 20
Disclaimer
The stand-alone and consolidated financial statements were prepared in
accordance with the accounting principles adopted in Brazil, which
include corporation law, the pronouncements, instructions and
interpretations issued by the Accounting Pronouncements Committee
(CPC) and the regulations of the Securities and Exchange Commission of
Brazil (CVM), combined with specific legislation issued by the National
Electric Power Agency (ANEEL). As the industry regulator, ANEEL has
powers to regulate the concessions. The results are usually presented in
both IFRS and former formats in order to permit comparisons with other
periods. However, the results presented in “Regulatory” format are not
audited. ALUPAR uses the audited results based on the IFRS principles to
declare dividends.
The forward-looking statements contained in this document relating to
the business outlook, projections of operational and financial results and
the growth prospects of ALUPAR are merely projections, and as such are
based exclusively on management’s expectations for the future of the
business. These expectations depend materially on changes in market
conditions and the performance of the Brazilian economy, the sector and
international markets and therefore are subject to change without prior
notice.
21. 21
IR Contact
José Luiz de Godoy Pereira
Luiz Coimbra
Kassia Orsi Amendola
Phone: +55 11 4571-2400
ri@alupar.com.br