Form 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 AUGUST 2001
(Commission File No. 001-14489)
TELE CENTRO OESTE CELULAR PARTICIPACOES S.A.
(Exact name of registrant as specified in its charter)
TELE CENTRO OESTE CELLULAR HOLDING COMPANY
(Translation of registrant's name in English)
SCS-QUADRA 2, BLOCO C, EDIFICIO ANEXO-TELEBRASILIA CELULAR
-7 ANDAR, BRASILIA, D.F.
FEDERATIVE REPUBLIC OF BRAZIL
(Address of Principal Executive Offices)
(Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F X Form 40-F
--- ---
(Indicate by check mark whether the registrant by
furnishing the information contained in this form
is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.)
Yes No X
--- ---
TCOC3: R$ 7.50/1,000 shares
TCOC4: R$ 6.06/1,000 shares
TRO: US$ 7.40/ADR (1 ADR = 3,000 shares)
INVESTOR RELATIONS:
ARTHUR FONSECA - ARTHUR.FONSECA@TCO.NET.BR WEB SITE
FLAVIA MENEZES - FLAVIA.MENEZES@TCO.NET.BR HTTP://WWW.TCO.NET.BR
ANNOUNCES RESULTS FOR THE
SECOND QUARTER OF 2001
SECOND QUARTER BRASILIA, August 08, 2001 - Tele Centro Oeste Celular (TCO)
2001 (NYSE: TRO; BOVESPA: TCOC3/TCOC4) today discloses its results
RESULTS relative to the second quarter of 2001. In the second quarter
of 2001 the Company obtained a net consolidated profit of
R$51.5 million, and its profit before interest, taxes,
depreciation and amortization (EBITDA), was R$ 107.7 million.
The 69% increase in the Company's client base compared to the
same period of last year generated a Gross Operating Revenue
of R$ 384.8 million and a Net Operating Revenue of R$ 304.4
million, which corresponds to a growth of 40% over the same
period of last year.
NBT: A Norte Brasil Telecom S.A. (NBT) is a subsidiary of the Company
SUCCESSFUL operating Band B services in the Brazilian states of AMAPA,
ENTERPRISE AMAZONAS, MARANHAO, PARA and RORAIMA. Having been in the
market for less than two years, NBT has exceeded all possible
expectations and has produced results materially above the
average results obtained by the other companies operating in
Band B, in this quarter, its net result was R$ (231) thousand.
In the second quarter of 2001 NBT obtained a positive EBITDA
of R$ 8.7 million and an EBITDA margin of 17%. This was a
result of the significant growth observed in the number of
clients served by the company, which has guaranteed the
increase in revenues. Equally, the results were also reached
on account of the Company's current price-reduction policy.
OPERATING PERFORMANCE
GROWTH OF TCO'S In the second quarter of 2001 TCO added a net number of
CLIENT BASE 172,473 clients, of which 25% were post-paid clients attracted
mainly by the campaigns conducted along MOTHERS' DAY and
VALENTINE'S DAY celebrations, which focused mainly on
Post-Paid Service Plans. During the second quarter of 2001
TCO's consolidated client base increased 69% compared to the
same period of 2000.
------------------------------------------------------------------------------------
CLIENTS 2Q01 1Q01 4T00 3Q00 2Q00
------------------------------------------------------------------------------------
CONSOLIDATED 2,070,030 1,897,557 1,712,184 1,392,729 1,224,707
Post-paid 665,678 621,746 579,511 492,358 525,646
Pre-paid 1,387,631 1,259,101 1,115,962 883,664 682,360
Rural 16,721 16,710 16,711 16,707 16,701
AREA 7 1,728,202 1,598,530 1,455,502 1,212,137 1,094,766
Post-paid 551,304 519,734 493,934 446,093 487,229
Pre-paid 1,160,177 1,062,086 944,857 749,337 590,836
Rural 16,721 16,710 16,711 16,707 16,701
AREA 8 341,828 299,027 256,682 180,592 129,941
Post-paid 114,374 102,012 85,577 46,265 38,417
Pre-paid 227,454 197,015 171,105 134,327 91,524
------------------------------------------------------------------------------------
INCREASE OF Late in the third quarter of 2000 TCO launched its alternative
TCO'S POST-PAID service plan called "ESSENCIAL" [Essential]. The program
CLIENT BASE offers four plans with services that have minute-based VC1 and
VC2 deductibles, applicable to calls made to any cellular or
fixed-line within the TCO region. The monthly fee is charged
according to the number of minutes contracted depending on the
client's profile (50, 100, 150, 300, 650 and 1100 minutes).
The client base for post-paid clients has been growing
continually since the service was launched, mainly in Area 7.
-----------------------------------------------------------------------------------------------
AREA 7 - OPERATING STATISTICS UNIT 2Q01 1Q01 4Q00 3Q00 2Q00
-----------------------------------------------------------------------------------------------
Population covered x 000 12,082 12,036 11,994 11,661 11,613
Penetration TCO % 12.0 11.1 10.1 7.9 6.9
Cities attended UNIT 259 254 253 250 243
Workforce UNIT 2,376 2,213 1,834 1,673 1,628
Employees UNIT 1,208 1,110 1,082 1,056 1,012
Outsourced parties and trainees UNIT 1,168 1,065 752 638 616
-----------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------
AREA 8 - OPERATING STATISTICS UNIT 2Q01 1Q01 4Q00 3Q00 2Q00
----------------------------------------------------------------------------------------------
Population covered x 000 7,511 7,366 7,366 6,330 6,222
Penetration NBT % 2.3 2.0 1.7 1.0 0.9
Cities attended UNIT 61 56 56 35 31
Workforce UNIT 667 636 563 513 507
Employees UNIT 260 247 245 229 205
Outsourced parties and trainees UNIT 407 384 318 296 302
----------------------------------------------------------------------------------------------
COMMERCIALIZATION At the end of the second quarter of 2001, TCO had 35
proprietary stores, 1,122 accredited retailers of handsets and
more than 9.5 thousand direct and indirect retailers of cards
in Area 7. In Area 8, TCO runs a trade structure through NBT
which has 15 proprietary stores, 241 accredited retailers of
handsets and more than 3 thousand direct and indirect
retailers of cards.
NETWORK TCO operates based on TDMA technology. At the end of the
STRUCTURE second quarter of 2001 Area 7 had a 94% handset digitization
rate. Since its implementation, NBT has operated with 100%
digital technology.
------------------------------------------------------------------------
AREA 7 - NETWORK STRUCTURE UNIT 2Q01 2Q00
------------------------------------------------------------------------
Radio-Base Stations (ERB's) UNIT 618 573
Switching (CCC's) UNIT 13 12
------------------------------------------------------------------------
------------------------------------------------------------------------
AREA 8 - NETWORK STRUCTURE UNIT 2Q01 2Q00
------------------------------------------------------------------------
Radio-Base Stations (ERB's) UNIT 121 91
Switching (CCC's) UNIT 9 8
------------------------------------------------------------------------
WAP SERVICES WAP services are currently offered in the main cities where
TCO has operations. TCO markets two types of handsets equipped
with the WAP technology: the Nokia 7160 and the Gradiente
G-WAP for both the pre-paid and the post-paid services. No
monthly subscription is charged; instead, users pay the value
equivalent to the VC1 rate, per minute of usage. The services
offered by the WAP portal include an agenda for films, theater
shows, parties and musical events, as well as tourist hints,
restaurant and hotel referrals, useful and convenient
telephone numbers, news, banking services, message delivery,
customized message cards, games, professions and careers,
among others. Clients of TCO's Basic Plan and Essencial Plan
have the right to use for free minutes in WAP service, the
amount of minutes depends on the plan of the client.
TCO IP To improve the IP business segment, TCO established a new
company TCO IP S.A. The new company's main activities are:
Internet provider, home pages development and applications to
Internet.
SHORT-MESSAGE E-celular is the Short Message Service offered by TCO, which
SERVICE - SMS currently has more than 230 thousand registered subscribers,
of which 182 thousand are in Area 7 and 48 thousand in Area 8.
Approximately 485,000 messages are sent daily, 400,000 by
clients in Area 7 and 85,000 by clients in Area 8. TCO has
charged R$ 0.13 net of taxes per message sent as of August,
2001.
FINANCIAL PERFORMANCE
In R$ thousands
--------------------------------------------------------------------------------------------
CONSOLIDATED 2Q01 1Q01 (%)CHANGE 1S01 1S00 (%)CHANGE
--------------------------------------------------------------------------------------------
Gross Operating Revenue 384,821 346,539 11% 731,360 518,232 41%
Net Operating Revenue 304,394 277,607 10% 582,001 411,202 42%
Operating Profit 58,836 58,742 0.2% 117,578 100,571 17%
Net Profit in the Period 51,456 34,902 47% 86,358 63,155 37%
EBITDA 107,719 101,087 7% 208,806 163,217 28%
--------------------------------------------------------------------------------------------
OPERATING TCO's Net Operating Revenue obtained in the second quarter of
REVENUE 2001 rose by 10% compared to the first quarter of 2001. The
Consolidated ARPU without handset sales was R$ 44. The ARPU
for NBT without handset sales was R$ 42. The retail of
handsets generated a R$ 56 million gross revenue in the
quarter.
OPERATING The cost of merchandise sold in the quarter was R$ 69 million.
EXPENSES The subscribers acquisition cost (SAC) was R$ 168, due to
higher expenses associated with marketing, advertising and
subsidies.
EBITDA The EBITDA obtained in the quarter was R$ 107.7 million, which
clearly demonstrates the Company's ability to generate cash
using its own operating assets.
DEPRECIATION Expenses with depreciation and amortization mount up to R$
63.9 million, of which R$32.7 million were incurred in the
second quarter. Depreciation is calculated based on the linear
method and takes into consideration the useful life of goods.
ALLOWANCE FOR Allowances for doubtful debtors / write-offs total R$ 29.8
DOUBTFUL DEBTORS million and correspond to 5.1% of the net operating revenue of
the period. Allowances for doubtful debtors / write-offs
reached R$ 14.7 million in the second quarter and are taken
for credits regarded as unlikely to be recovered by the
Company. The methodology comprises the recording of a
provision to cover 100% of the credit overdue for over 90
days. In addition, the percentages historically obtained from
the write-offs in respect of unbilled credits, to credits
coming due and to credits overdue for up to 90 days, are
applied on the respective gross revenues of the last 12
months.
INVESTMENTS During the first half of 2001 TCO's investment was R$ 77.9
million in Areas 7 and 8, mainly in projects related with the
expansion of the wireless cellular telephoning network and the
modernization of telecommunication services. The capex
estimated for the year 2001 is approximately R$250 million,
among TCO's own and borrowed resources, to be used to expand
the network and to modernize the services provided.
DEBTS The total indebtedness on June 30, 2001 was R$ 512.4 million
compared to R$ 556.8 of last quarter. 67% of this indebtedness
is dollar denominated. From this percentile, 88% is hedged.
The only indebtedness that is not hedged is the EDC loan
(Export Development Corporation), that is due to 2005, which
is a long term operation. This indebtedness is compensated by
the cash resources, reducing the net indebtedness to R$ 51.7
million.
--------------------------------------------------------------------------------
** FINANCIAL STATEMENTS WILL FOLLOW **
TELE CENTRO OESTE CELULAR PARTICIPACOES S.A.
BALANCE SHEETS
June 30, 2001 and March 31, 2001
(In thousands of Brazilian Reais)
----------------------------------------
JUNE 30, 2001 MARCH 31, 2001
----------------------------------------
ASSETS CONSOLIDATED
----------------------------------------
CURRENT ASSETS 941.558 961.246
----------------------------------------
Cash and cash equivalents 20.927 21.475
Short-term investments 439.805 443.492
Marketable securities 134.365 130.602
Accounts receivable from services 153.073 154.799
Inventories 35.612 44.625
Deferred and recoverable taxes 119.026 112.334
Other assets 38.750 53.919
----------------------------------------
LONG-TERM RECEIVABLES 58.779 64.264
----------------------------------------
Deferred and recoverable taxes - -
Loans with related parties 54.858 60.345
Other assets 3.921 3.919
----------------------------------------
PERMANENT ASSETS 892.186 878.125
----------------------------------------
Investments 5.699 4.945
Property, plant and equipment 848.559 835.489
Deferred assets 37.928 37.691
----------------------------------------
TOTAL 1.892.523 1.903.635
========================================
TELE CENTRO OESTE CELULAR PARTICIPACOES S.A.
BALANCE SHEETS
June 30, 2001 and March 31, 2001
(In thousands of Brazilian Reais)
---------------------------------------
JUNE 30, 2001 MARCH 31, 2001
---------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY CONSOLIDATED
---------------------------------------
CURRENT LIABILITIES 704.902 745.253
---------------------------------------
Personnel, social charges and benefits 9.748 7.075
payable
Suppliers 124.684 121.821
Indirect taxes 55.482 46.528
Income taxes 10.132 14.354
Income participation 33.331 52.096
Loans and financing 432.462 468.915
Concession area 8 21.045 19.998
Other obligations 18.018 14.466
---------------------------------------
NONCURRENT LIABILITIES 148.605 154.049
---------------------------------------
Provision for contingencies 68.004 64.947
Suppliers 548 549
Income taxes - -
Loans with related parties - -
Loans and financing 79.927 87.928
PARTICIPATION OF MINORITY 76.670 73.033
SHAREHOLDERS'
---------------------------------------
SHAREHOLDERS' EQUITY 962.346 931.300
---------------------------------------
Capital stock 319.618 303.000
Capital reserve 87.900 109.928
Surplus reserve 127.837 127.837
Retained earnings 426.991 390.535
RESOURCES TO CAPITALIZE 126 126
---------------------------------------
TOTAL 1,892,523 1,915,450
=======================================
TELE CENTRO OESTE CELULAR PARTICIPACOES S.A.
CONSOLIDATED FINANCIAL STATEMENT
(In thousands of Brazilian Reais)
------------------------------------------------------------------------------------------------------------------
CONSOLIDATED 2Q 2001 2Q 2000 1Q 2001 1Q 2000 ACC. 2001 ACC. 2000
------------------------------------------------------------------------------------------------------------------
GROSS OPERATING REVENUE 384,821 274,814 346,539 243,418 731,360 518,232
Deductions from gross revenue (80,427) (57,308) (68,932) (49,722) (149,359) (107,030)
NET OPERATING REVENUE 304,394 217,506 277,607 193,696 582,001 411,202
Cost of services rendered and merchandise (122,115) (77,748) (104,265) (73,677) (226,380) (151,425)
sold*
GROSS PROFIT 182,279 139,758 173,342 120,019 355,621 259,777
OPERATING REVENUES / EXPENSES
Services commercialized* (48,626) (28,839) (47,677) (30,924) (96,303) (59,763)
General and administrative expenses* (22,151) (17,562) (24,772) (17,546) (46,923) (35,108)
Other net revenues / expenses* (3,783) (781) 194 (908) (3,589) (1,689)
PROFIT BEFORE DEPRECIATION AND FINANCIAL 107,719 92,576 101,087 70,641 208,806 163,217
REVENUES / EXPENSES - EBITDA
Depreciation (32,718) (27,734) (31,148) (26,617) (63,866) (54,351)
PROFIT AFTER DEPRECIATION BEFORE FINANCIAL 75,001 64,842 69,939 44,024 144,940 108,866
REVENUE AND EXPENSES - EBIT
Financial revenue / expenses (16,165) (5,821) (11,197) (2,474) (27,362) (8,295)
OPERATING PROFIT 58,836 59,021 58,742 41,550 117,578 100,571
Non-operating revenue / expense (4,378) (5,454) (5,304) 1,211 (9,682) (4,243)
PROFIT BEFORE TAXES, MINOR 54,458 53,567 53,438 42,761 107,896 96,328
Income tax and social contribution (14,992) (14,505) (14,680) (11,620) (29,672) (26,125)
Employee participation (589) (457) (527) (427) (1,116) (884)
Participation of minority shareholders (4,675) (5,554) (3,329) (3,976) (8,004) (9,530)
PROFIT BEFORE REVERSAL OF INTEREST ON 34,202 33,051 34,902 26,738 69,104 59,789
OWNED CAPITAL
REVERSAL OF INTEREST ON OWNED CAPITAL 17,254 3,366 - - 17,254 3,366
NET PROFIT IN THE PERIOD 51,456 36,417 34,902 26,738 86,358 63,155
------------------------------------------------------------------------------------------------------------------
EBITDA MARGIN 35.39% 42.56% 36.41% 36.47% 35.88% 39.69%
EBIT MARGIN 24.64% 29.81% 25.19% 22.73% 24.90% 26.48%
------------------------------------------------------------------------------------------------------------------
* without depreciation.
TELE CENTRO OESTE CELULAR PARTICIPACOES S.A.
Explicative Notes
For the period ended June 30, 2001
1. COMPANY'S OPERATIONS
TELE CENTRO OESTE CELULAR PARTICIPACOES S.A. was constituted in accordance with
Article 189 of Law No. 9,472/97 (Telecommunications General Law) and Decree No.
2,546 of April 14, 1998, as a result of the spin-off of TELEBRAS. The
shareholders' general meeting that approved the register/justification was held
on May 22, 1998 and the respective appraisal report was issued on February 28,
1998.
The Company is a Corporation directly controlled by BID S.A. (company controlled
by Splice do Brasil S.A.) who acquired 53.80% of the voting capital and 18.36%
of the total capital.
The Company controls the following companies: Telebrasilia Celular S.A.,
Telegoias Celular S.A., Telemat Celular S.A., Telems Celular S.A., Teleron
Celular S.A. and Teleacre Celular S.A.. The subsidiaries are responsible for
providing cellular telephone services - Band A throughout the Middle West region
of the country including the States of Rondonia and Acre, according to the
concession terms signed by the Federal Government which should expire on August
5, 2008 but could be extended for another 15 years.
On May 24, 1999 the company Norte Brasil Telecom S.A. - NBT was constituted, as
a private corporation, with 95% participation in the parent company. NBT's
operating objective is to explore cellular services as well as all necessary and
useful activities for delivering these services within area 8 - Band B which
comprises the States of Amazonas, Roraima, Amapa, Para and Maranhao.
Norte Brasil Telecom S.A. started up its operating activities at the end of
October 1999 serving 11 from the 97 cities comprising the respective service
area. As the operating activities related to the services at December 31, 1999
were not significant, all expenses incurred as a result were considered as
pre-operating expenses which were amortized in proportion with the area served
as of January 2000.
The services provided by the subsidiaries and respective charges are controlled
by ANATEL (National Agency of Telecommunications), the authority responsible for
regulating telecommunications in Brazil, in accordance with Law No. 9,472 of
July 16, 1997.
On November 30, 2000 TCO IP S.A. was constituted, a corporation holding 99.99%
participation in the parent company (Tele Centro Oeste Celular). The latter has
the objective of rendering telecommunication services according to
classification established by ANATEL - National Agency of Telecommunications, as
well as services of internet access, information systems in general, resale of
computer and software equipment, computer and telecommunications training,
internet marketing, home pages development and others.
2. PRESENTATION OF FINANCIAL STATEMENTS
The consolidated financial statements of the parent company and subsidiaries
have been prepared in conformity with accounting practices established by the
Brazilian Corporate Law and norms published by the C.V.M. (Brazilian equivalent
of the Securities and Exchange Commission of the U.S.).
3. SUMMARY OF THE MAIN ACCOUNTING PRACTICES
a. SHORT-TERM INVESTMENTS
Refer to temporary investments of high liquidity falling due within less than
three months, stated at cost plus income earned to the balance sheet date.
b. CREDITS AND OBLIGATIONS
Credits and obligations are stated at their historical value. The amounts
subject to monetary correction, foreign exchange rates and interest have been
adjusted to the balance sheet date.
c. ALLOWANCE FOR DOUBTFUL ACCOUNTS
This provision was constituted to cover accounts receivable unlikely to be
collected. The methodology comprises the recording of a provision to cover 100%
of accounts overdue more than 90 days. Additionally, for the accounts not yet
billed, not yet due and overdue less than 90 days, the percentages historically
obtained from write-offs are applied on the respective gross revenues computed
within the last 12 months.
d. INVENTORIES
Stated at average acquisition cost not exceeding the respective replacement
cost.
e. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment are stated at acquisition and/or construction
cost, monetarily corrected to December 31, 1995 less accumulated depreciation.
The exploration right (concession area 8) of cellular services - Band B relating
to the subsidiary Norte Brasil Telecom S.A. was stated at the respective
acquisition cost and is being amortized according to the concession period.
The inventories of materials related to the plant expansion are stated at
acquisition average cost.
Expenses incurred with repair and maintenance are capitalized when improvements
are made (increase in the installation capacity or useful life). The remaining
expenses are charged to the operating result on an accrual basis.
Depreciation is calculated through the straight-line method taking into
consideration the useful life of the assets. The respective rates are described
in Note No. 7.
f. DEFERRED ASSETS
The income and expenses incurred during the pre-operating period of the
subsidiary Norte Brasil Telecom S.A. are charged to deferred assets.
Deferred assets were not subject to amortization in 1999 as the subsidiary Norte
Brasil Telecom S.A. was undergoing a pre-operating phase. These expenses have
been subjected to amortization since January 2000.
g. PROVISION FOR VACATION
The amounts related to employees' vacation due were provided for in proportion
to the respective acquisition period.
h. INCOME TAX AND SOCIAL CONTRIBUTION TAX ON INCOME
Income tax and social contribution tax on income are recorded on an accrual
basis, calculated according to current legislation. Deferred taxes are recorded
over temporary differences, calculated based on rates applicable at the
respective realization or liquidation.
i. PROVISION FOR CONTINGENCIES
The provision for contingencies was recorded based on an analysis of the
Company's lawyers regarding all existing legal actions.
j. RECORDING OF REVENUES AND EXPENSES
Revenues and expenses are charged to the year's operating result on an accrual
basis. The revenues derived from sales of prepaid recharging cellular telephone
cards are deferred and charged to the operating result as the cards are used.
k. FINANCIAL RESULT, NET
The financial result, net is represented by interest and monetary correction on
short-term investments and loans obtained as well as granted.
l. PENSION PLAN
Tele Centro Oeste Celular Participacoes S.A. and subsidiaries sponsor a private
defined-benefit social security plan, which is managed by SISTEL. The plan
contributions are determined based on actuarial studies conducted by independent
actuaries in accordance with current Brazilian norms. The actuarial studies are
periodically reviewed in order to determine the need for adjusting the
contributions.
m. EMPLOYEES' INCOME PARTICIPATION
Tele Centro Oeste Celular Participacoes S.A. and subsidiaries provide for
employees' income participation based on Article 5 of Provisional Measure No.
980 of April 25, 1995 and subsequent publications.
The amount provided for is equivalent to a monthly salary subject to approval at
the Shareholders Meeting.
n. PROFIT PER SHARE
Profit per share was calculated based on the number of shares in circulation at
the balance sheet computation date.
4. CONSOLIDATION OF THE FINANCIAL STATEMENTS
The consolidated financial statements were prepared in accordance with
consolidation basic principles established by Brazilian Corporate Law and norms
of the C.V.M. (Brazilian equivalent of the Securities and Exchange Commission of
the US).
We present below the main consolidation procedures:
Elimination of assets and liability account balances between the consolidated
companies; Elimination of capital participation, reserves and accumulated
earnings of the consolidated companies; Elimination of revenues and expenses
derived from business held between the consolidated companies; Highlighting the
amounts of participation by minority shareholders on the financial statements.
The consolidated companies are as follows:
CAPITAL PARTICIPATION (%)
-----------------------------------
6/30/2001 3/31/2001
----------------------------------
Telebrasilia Celular S.A. 88.26 88.21
Telegoias Celular S.A. 92.24 92.22
Telemat Celular S.A. 97.42 97.37
Telems Celular S.A. 98.29 98.26
Teleron Celular S.A. 97.02 96.97
Teleacre Celular S.A. 98.31 98.29
Norte Brasil Telecom S.A. - NBT 98.33 95.00
TCO IP S.A. 99.99 99.99
5. ACCOUNTS RECEIVABLE FROM SERVICES
CONSOLIDATED
-------------------------------
6/30/2001 3/31/2001
-------------------------------
Amounts invoiced 64,411 52,277
Amounts to be invoiced 44,918 43,470
Network use rate 48,419 56,176
Sales - prepaid 29,110 26,095
Allowance for doubtful accounts (41,629) (33,422)
Others 7,844 10,203
-------------------------------
Total 153,073 154,799
===============================
6. INVESTMENTS
PARENT COMPANY CONSOLIDATED
-------------------------------------------------------------
6/30/2001 3/31/2001 6/30/2001 3/31/2001
-------------------------------------------------------------
Participation stated through the equity method 1,055,943 1,126,381 - -
Premium - Norte Brasil Telecom S.A. 5,508 3,339 5,508 3,339
Other investments 6 6 191 1,606
-------------------------------------------------------------
Total 1,061,457 1,129,726 5,699 4,945
=============================================================
6/30/2001 3/31/2001
--------------------------------------------------------------------------------------- ---------------
Capital
Net (loss) increase and
Shareholders' income for Voting Total Equity Interest on
Companies equity the period capital capital pick-up own capital Investment Investment
---------------------------------------------------------------------------------------------------- ---------------
Telebrasilia 409,517 26,683 91% 88% 22,716 (14,180) 363,553 355,017
Telegoias 294,095 12,470 91% 92% 11,502 (16) 272,635 261,149
Telemat 174,119 13,694 99% 97% 13,341 (30,399) 170,071 187,129
Telems 138,755 10,197 99% 98% 10,021 (24,988) 136,708 151,675
Teleron 39,785 2,755 98% 97% 2,673 (3,753) 38,721 39,801
Teleacre 21,782 1,948 100% 98% 1,914 (3,171) 21,453 22,710
NBT 161,954 (231) 95% 98% 674 52,137 51,287 107,385
TCO IP 1,368 (147) 100% 100% - - 1,515 1,515
------------------------ --------------------------------------- ---------------
Total 1,241,375 67,369 62,841 (24,370) 1,055,943 1,126,381
======================== ======================================= ===============
On June 21, 2001 Tele Centro Oeste Celular Participacoes S.A. sold to
Telebrasilia S.A. 47,999,692 preferred shares of Norte Brasil Telecom S.A.,
representing 66.66% of Norte Brasil Telecom S.A.'s total capital, for R$ 2.26895
per share corresponding to the book value of the shares of Norte Brasil Telecom
S.A. at April 30, 2001.
The premium of R$ 5,508 refers to the acquisition of 45% of the shares of Norte
Brasil Telecom S.A. from Inepar S.A. on May 24, 1999 plus the capital
contribution of May 25, 2001 which is being amortized over a period of 10 years.
7. PROPERTY, PLANT AND EQUIPMENT
CONSOLIDATED
----------------------------------------------------------
6/30/2001 3/31/2001
---------------------------------------------
Annual
depreciation Accumulated Net book Net book
RATES(%) COST DEPRECIATION VALUE VALUE
-----------------------------------------------------------------------------
Assets and service installations
Switching equipment 10 200,117 (43,568) 156,549 116,179
Transmission equipment 14.29 602,541 (275,381) 327,160 326,122
Infra-structure
Land - 3,809 - 3,809 3,694
Buildings 4 31,600 (9,848) 21,752 21,439
Supporters and protectors 5 41,611 (7,726) 33,885 33,028
Energy equipment 10 61,337 (32,147) 29,190 30,233
Leasehold improvement at third 10 3,860 (1,150) 2,710 2,776
parties
Computer equipment 20 19,178 (5,691) 13,487 10,068
Vehicles 20 1,668 (1,220) 448 494
Exploration right (concession) 3.33 60,550 (5,040) 55,510 58,030
Other assets 5 to 20 47,565 (10,373) 37,192 33,904
Assets and installations in progress - 157,040 - 157,040 189,764
Construction material - 9,827 - 9,827 9,758
----------------------------------------------------------
Total 1,240,783 (392,144) 848,559 835,489
==========================================================
8. LOANS AND FINANCING
PARENT COMPANY CONSOLIDATED
--------------------------------------------------------
INTEREST AND MONETARY CORRECTION DUE DATE 6/30/2001 3/31/2001 6/30/2001 3/31/2001
--------------------------------------------------------------------------------------------------------------
National currency
BNDES TJLP plus annual interest of 4% per year. 01/16/2006 - - 69,760 71,635
Commercial Paper Annual discount of 9.5% with foreign
exchange variation based on the U.S.
dollar plus Swap of CDI. 07/11/2001 97,927 - 97,927 150,872
Other loans Industrial products Column 20 - FGV 2000 to 2008 - - 1,832 1,714
Foreign currency
Banco ABC do Brasil Foreign exchange variation based on the
U.S. dollar plus libor and annual interest
of 1.125% 4/23/2001 - - - 4,863
Euro Commercial Annual discount of 9.5% with foreign
Paper exchange variation based on the U.S.
dollar plus Swap of CDI. 05/18/2001 - 204,869 - 235,026
Export Development Foreign exchange variation based on the
Corporation - EDC U.S. dollar plus libor for six month
and annual interest 11/22/2005 - - 38,474 40,555
Banco Santander Libor plus 2% per year and 15%
income tax of 3.9% 02/25/2002 - - 60,280 50,577
Prepayment Foreign exchange variation based on
the U.S. Dollar plus 1.75% over
Libor, and annual interest of 1.20%
with Swap for CDI 04/15/2001 34,130 - 209,236 -
BBV Brasil Foreign exchange variation based on
the U.S. Dollar, plus Libor and
annual interest of 0.50% 05/20/2001 to
05/25/2002 - - 14,431 -
Banco do Brasil Foreign exchange variation based on
the U.S. Dollar, plus annual
interest of 0.70% and 17.6471% for
income tax 04/22/2002 - - 1,200 -
Banco Itau Foreign exchange variation based on the
U.S. Dollar plus Libor and annual
interest ranging from 1.066% to 1.70% 02/14/2002 to
05/24/2002 - - 19,249 -
Others - - - - - 1,601
--------------------------------------------------
Total 132,057 204,869 512,389 556,843
CURRENT (132,057) (204,869) (432,462) (468,915)
--------------------------------------------------
NONCURRENT - - 79,927 87,928
==================================================
The amounts falling due on a long-term basis are as follows:
CONSOLIDATED
----------------------------
DUE DATE 6/30/2001 3/31/2001
-------------------------------------------------
2002 - 21,027
2003 26,387 22,087
2004 26,387 22,087
2005 26,387 22,087
2006 271 226
2007 271 226
2008 224 188
----------------------------
Total 79,927 87,928
============================
The parent company obtains loans from the financial market and transfers these
amounts to related parties through debt assumption operations in order to reduce
the loan total costs.
On May 17, 2001 TCO IP, company controlled by Tele Centro Oeste Celular
Participacoes S.A., obtained funds from the international market through an
operation known as Exports Prepayment, with performance purchase. The operation
amount was US$ 90,000. The respective amortization will take place in the months
from April to July 2002 and should cover the principal amount, including
interest. The charges on this operation corresponded to 1.75% over Libor, plus
annual interest of 1.20% for performance purchase charge.
9. NET OPERATING REVENUE FROM TELECOMMUNICATION SERVICES
CONSOLIDATED
-----------------------------
6/30/2001 6/30/2000
-----------------------------
Subscription 67,421 100,711
Use 244,851 164,989
Use of network 250,038 136,548
Additional services 3,275 4,909
Resale of cellular equipment 103,091 79,124
Resale of cards 62,573 29,811
Others 111 2,140
-----------------------------
Gross operating revenue 731,360 518,232
Gross revenue deductions (149,359) (107,030)
-----------------------------
Net operating revenue 582,001 411,202
=============================
10. PROVISION FOR CONTINGENCIES
PARENT COMPANY CONSOLIDATED
----------------------------------------------------
6/30/2001 3/31/2001 6/30/2001 3/31/2001
----------------------------------------------------
Tax 6,750 6,078 10,405 9,733
Labor - - 364 364
Others (a) 57,052 54,667 57,235 54,850
----------------------------------------------------
Total 63,802 60,745 63,804 64,947
====================================================
Basically refers to original loans from Telecomunicacoes Brasileira S.A. -
TELEBRAS, which according to Attachment II of the Spin-Off Report of February
28,1998, approved by the Shareholders Meeting of May 1998, should be charged to
the respective holding controlled by Telegoias Celular S.A. and Telebrasilia
Celular S.A..
Local management, based on the understanding that the respective loans were
wrongly allocated at the time of the spin-off, suspended the payments flow
subsequent to the changes in Company's controls. These loans are being indexed
by the IGP-M (Market General Price Index) plus 6% annual interest.
In June 1999, Tele Centro Oeste Celular Participacoes S.A. (parent company)
filed a legal action claiming that the assets related to these obligations -
loans and financing - belong to the Company as well as the respective
accessories, plus compensations for the installments paid.
In November 1999, the Company's management decided to transfer to the actual
holding - Tele Centro Oeste Celular Participacoes S.A.. the liability derived
from the loan originally made by Telecomunicacoes Brasileira S.A. - TELEBRAS and
absorbed during the spin-off process.
The Company's lawyers believe that the chances of obtaining a favorable outcome
are good.
11. CAPITAL
The authorized capital at June 30 and March 31, 2001 corresponds to
700,000,000,000 shares.
The subscribed and paid-in capital at June 30, 2001 is R$ 319,618 (R$ 303,000 at
March 31,2001) represented by 366,463,334,000 shares distributed as follows (in
thousands of shares):
6/30/2001 3/31/2001
--------------------------------------
Common shares 126,433,337 124,369,031
Preferred shares 240,029,997 240,029,997
--------------------------------------
Total 366,463,334 364,399,028
======================================
Equity value per lot of thousand shares (in R$) 2.640202 2.555715
The preferred shares of Tele Centro Oeste Celular Participacoes S.A do not have
voting right with priority of capital reimbursement and payment of noncumulate
minimum dividends.
Tele Centro Oeste Celular Participacoes S.A. Administration Board, decided on a
meeting held on June 22, 2001, for the acquisition at market value of up to
28,150,000,000 shares issued by this Company, distributed in 4,750,000,000
common shares and 23,400,000,000 preferred shares, representing up to 10% of
common shares in circulation, for canceling or holding in Treasury Department
and further alienation, with no stock capital reduction
12. MARKET VALUE OF FINANCIAL ASSETS AND LIABILITIES (FINANCIAL INSTRUMENTS)
At June 30, 2001, the Company and subsidiaries maintained operations that could
be regarded as "Financial Instruments" according to instruction of the CVM No.
235/95. However, none of these operations should result in significant effects
regarding future gain or loss, considering market values and rates.
The main operations were:
Short-term investments - adjusted according to rates agreed with by financial
institutions, without expectations of losses to the Company.
Loans and financing - are linked to several indices and present varied interest
rates, as mentioned in Note 8. Local management does not believe that future
gains or losses will be generated by negotiations involving loans and financing.
The handling of these operations is carried out through definition of
strategies, establishment of control systems, determination of position limits
and assessment of risks involved.
--------------------------------------------------------------------------------
THIS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS. STATEMENTS THAT ARE NOT
STATEMENTS OF HISTORICAL FACT, INCLUDING STATEMENTS ABOUT THE BELIEFS AND
EXPECTATIONS OF THE COMPANY'S MANAGEMENT, ARE FORWARD-LOOKING STATEMENTS. THE
WORDS "ANTICIPATES," "BELIEVES," "ESTIMATES," "EXPECTS," "FORECASTS," "INTENDS,"
"PLANS," "PREDICTS," "PROJECTS" AND "TARGETS" AND SIMILAR WORDS ARE INTENDED TO
IDENTIFY THESE STATEMENTS, WHICH NECESSARILY INVOLVE KNOWN AND UNKNOWN RISKS AND
UNCERTAINTIES. ACCORDINGLY, THE ACTUAL RESULTS OF OPERATIONS OF THE COMPANY MAY
BE DIFFERENT FROM THE COMPANY'S CURRENT EXPECTATIONS, AND THE READER SHOULD NOT
PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING
STATEMENTS SPEAK ONLY AS OF THE DATE THEY ARE MADE, AND THE COMPANY DOES NOT
UNDERTAKE ANY OBLIGATION TO UPDATE THEM IN LIGHT OF NEW INFORMATION OR FUTURE
DEVELOPMENTS.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Tele Centro Oeste Cellular Holding Company
Date: August 9, 2001 By: /S/ MARIO CESAR PEREIRA DE ARAUJO
-----------------------------------------
Name: Mario Cesar Pereira de Araujo
Title: President