FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934


For the month of August, 2011

Commission File Number: 1-33659

COSAN LIMITED
(Translation of registrant’s name into English)

Av. Juscelino Kubitschek, 1726 – 6th floor
São Paulo, SP 04543-000 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 if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes
   
No
X

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes
   
No
X

 


 
 
 

 
COSAN LIMITED

Item
   
1.
 
Press Release dated August 16, 2011 regarding results for the quarter ended June 30, 2011
 
 
 
 

 
Item 1
 
 
Record Results on the first quarter with Raízen

São Paulo, August 16th of 2011 - COSAN LIMITED (NYSE: CZZ; BM&FBovespa: CZLT11) and COSAN S.A. INDÚSTRIA E COMÉRCIO (BM&FBovespa: CSAN3) are announcing today their results for the first quarter of fiscal year 2012, ended on June 30th of 2011. The results for 1Q’11 are shown in consolidated form, according to Brazilian corporate legislation (BRGAAP) and aligned with international accounting principles (IFRS).
 
Marcelo Martins
CFO & IRO

Guilherme Machado
IR Manager

Phillipe Casale
IR Analyst

Guilherme Credidio
IR Analyst

ri@cosan.com.br
www.cosan.com.br/ir
 
Highlights 1Q’12
   
 
Impact of R$2.2 billion on the net income due to the establishment of Raízen
 
A 28.6% growth in the net revenue of Raízen Energia
 
o  An of R$60.8 per cubic meter in Raízen Combustíveis
 
o  A net revenue of R$69.7 million energy cogeneration
 
o  A record EBITDA Margin of 38.5% in Rumo.
 
o  Increase of 14.1% of Lubs net revenue
 
   
Summary of Financial Information – Cosan Consolidated
   
   
Amounts in R$ MM
1Q'12
1Q'11
Definitions:
 
1Q’12  quarter ended June 30, 2011
1Q’11 - quarter ended June 30, 2010
FY’12  fiscal year beginning on April 1,
2011 and ending on March 31, 2012
FY’11  fiscal year beginning on April 1,
2010 and ending on March 31 , 2011
 
Net Operating Revenue
5,188.0
3,999.6
 
Gross Profit
588.0
476.9
 
Gross Margin
11.3%
11.9%
 
Operating Profit
3,513.9
137.9
 
EBITDA
3,755.1
475.7
 
EBITDA Margin
72.4%
11.9%
 
Adjusted EBITDA*
439.9
475.7
   
Adjusted EBITDA Margin
8.5%
11.9%
   
Net income before minority shareholders
2,302.4
2.2
   
Net Income
2,299.3
0.4
 
Net Margin
44.3%
0.0%
   
1Q'12
1Q'11
 
CAPEX
708.7
711.5
 
Net Debt
2,741.0
5,262.7
 
Shareholders’ Equity and Minority Shareholders
8,980.4
6,004.3
 
*Excluding the effects of the Raízen formation, as section A of this Financial Letter.
 
 
 

 
 
A. Main Impacts of Raízen’s Formation

As of June 1, 2011, the establishment of Raízen, joint ventures were given effect between COSAN and SHELL, to explore the sugar, ethanol and the energy cogeneration businesses, and fuels distribution business.
 
Pursuant to the accounting rules in effect in Brazil, and in alignment with the international accounting practices (IFRS), the fact that we have the shared control of the assets/business contributed to Raízen, causes us to write-off the assets and liabilities contributed by Cosan by its historical accounting values and recognize the investment in Raízen at their fair values, as of the date in which the control became shared. For this reason, we now recognize the investment in the JVs as of the date of their incorporation based on a economic appraisal report prepared by financial experts, based on evaluation of business that form Raízen. The difference between the economic value of this appraisal and the reappraised value of all tangible and intangible assets and liabilities of the Raízen, also prepared by independent experts, was considered goodwill assessed in the incorporation of the Raízen.
 
The summary below sets forth the calculation of gains with the incorporation of the JVs, accounted in the consolidated financial statements of this quarter as revenue, and its respective deferred IR/SC effect:
 
Impacts of Raízen Formation
 
Book
 
Amounts in R$ MM
 
1Q'12
 
Enterprise Value
    19,382.0  
(-) Contributed debt, net of cash received and receivable
    (4,206.0 )
(+) Other assets/liabilities to Raízen
    944.0  
Total
    16,120.0  
         
COSAN’s share (50%)
    8,060.0  
(-) Value of assets/liabilities from COSAN
    (4,195.0 )
(-) Write-off of assets and other related expenses
    (550.0 )
(=) Gross gains from the creation of Raízen
    3,315.0  
(-) Deferred Income and Social Contribution taxes
    (1,127.1 )
(=) Gain from the creation of Raízen, net of income and social contribution taxes
    2,187.9  

 
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B. Business Units

As of this quarter, in order to provide a greater understanding of how the results of Cosan Group’s companies will be consolidated, we have prepared a new form of presentation of the Financial Charter. We have dedicated a specific section for each business unit, which will detail the main production data and analyze the results from the net revenue to EBITDA.

Our Business units follow the distribution below:
 
 
o
Raízen Energia -
in mainly engaged in the production and sale of a variety of products derived from sugarcane, including  raw sugar (VHP), ethanol fuel, anhydrous carburant ethanol and hydrated carburant ethanol. This segment includes activities related to energy cogeneration from sugarcane bagasse, and is also involved with research companies and new technologies development;
     
o
Raízen Combustíveis -
responsible for the distribution and sale of fuels mainly through a franchised network of service stations under the brand names "Esso" and "Shell" throughout Brazil and supply of aviation fuel;
     
o
Rumo -
is engaged in logistics, transportation, storage and port elevation of sugar services, providing these services for both the Raízen Energia and third parties;
     
o
Other Businesses -
includes activities such as distribution and sale of lubricants, investments in agricultural land and other investments, as well as corporate structure activities of Cosan Group.
 
 
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EBITDA by Business Units


Following is EBITDA for each business unit of Cosan. The results presented represent the full financial performance of each segment and therefore do not consider the consolidation of 50% of business Raízen.

Particularly for Raízen Combustíveis (Fuel Distribution) the presented results considers three months (April, May and June 2011) of the combined operations of the assets of Shell and Esso.
 
EBITDA and EBITDA Margin by Business Unit – 1Q12
       
Raízen
Combustíveis
             
Amounts in R$ MM
 
Raízen Energia
   
(Pro forma)
   
Rumo
   
Other Businesses
 
Net Operating Revenue
    1,637.3       9,725.5       141.0       241.1  
  (-)   
Cost of Goods Sold
    (1,285.0 )     (9,252.2 )     (94.1 )     (152.5 )
(=)
 
Gross Profit
    352.3       473.3       46.8       88.6  
     
Gross Margin
    21.5%       4.9%       33.2%       36.7%  
  (-)   
Selling Expenses
    (142.0 )     (260.1 )     -       (54.7 )
  (-)   
General and Administrative Expenses
    (116.5 )     (61.0 )     (9.0 )     (18.8 )
(±)
 
Other Operating Expenses
    (10.4 )     61.1       6.3       2.3  
(±)
 
Effect from creation of Raízen
    -       -       -       3,315.1  
  (+)  
Depreciation and Amortization
    237.7       96.1       10.2       9.6  
(=)
 
EBITDA
    321.2       309.5       54.3       3,342.1  
     
EBITDA Margin
    19.6%       3.2%       38.5%       n/a  
(=)
 
Adjusted EBITDA
    321.2       309.5       54.3       26.98  
     
Adjusted EBITDA Margin
    19.6%       3.2%       38.5%       11.2%  
     
Adjusted EBITDA Margin (R$/cbm)
            60.8                  

 
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B.1. Raízen Energia

Following are the results of our Sugar and Ethanol segment, formerly CAA - Cosan Sugar and Ethanol, which is now called Raízen Energia. As previously described, this segment’s core business is the production and sale of a variety of products derived from sugarcane, including raw sugar (called VHP), anhydrous and hydrated ethanol, as well as activities related to energy cogeneration.

It is worth mentioning that, for this quarter specifically, the results of the former Cosan Alimentos, which is referred to as Docelar, and represents the business of buying, packaging and distribution of sugar, mainly under the brands União and DaBarra, will be presented within the results of Raízen Energia. As of July 1, 2011, with the purchase of Raízen’s business by Cosan, Docelar will become a wholly owned subsidiary of the Company.

In order to enable a better analyses and comparability, the results presented below consider two months of business units operation under management of Cosan (April and May 2011) and the whole consolidation of one month (June 2011) of operations under management of Raízen, for a better analysis and comparability.

Production Data

During this quarter, Raízen Energia operated 24 ethanol, sugar and energy cogeneration production plants with total milling capacity of 65 million tons per harvest.

Operating Data
           
   
1Q'12
   
1Q'11
 
Crushed sugarcane
    18,385       19,868  
Own (‘000 tons)
    10,015       9,896  
Suppliers (‘000 tons)
    8,370       9,972  
Sugarcane TRS (kg/ton)
    124.5       128.8  
Mechanization (%)
    84.0 %     79.8 %
                 
Production
               
Sugar
    1,183       1,268  
Raw Sugar (‘000 tons)
    720       861  
White Sugar (‘000 tons)
    463       407  
Ethanol
    629       755  
Anhydrous Ethanol (‘000 m³)
    201       196  
Hydrous Ethanol (‘000 m³)
    428       559  

The volume of milled sugarcane produced in this first quarter was 18.4 million, 7.5% below the amount of sugarcane milled in the same period in the previous year, of which 54% were produced by us. This production decrease is due to a delay in the average beginning of the 2010/11 harvest, which was in the first week of April. The beginning of the 2011/12 harvest was April 23, 2011.

Our level of mechanization is of 84%, reflecting investments made over recent years, increasing the efficiency in the harvest. The level of sugarcane TSR during this period was 124.5 kg/ton, representing a decrease compared to the 2010/2011 harvest, in which the TSR was 140.5 kg/ton.
 
 
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Net Revenue


Sales breakdown
           
Amounts in R$ MM
 
1T'12
   
1T'11
 
Net Operating Revenue
    1,637.3       1,273.6  
Sugar Sales
    873.9       829.3  
Domestic Market
    343.5       310.0  
Foreign Market
    530.4       519.4  
Ethanol Sales
    643.8       356.9  
Domestic Market
    583.4       306.7  
Foreign Market
    60.4       50.1  
Energy Cogeneration
    69.7       53.3  
Other Products and Services
    49.9       34.1  

The net revenue of Raízen Energia in this first quarter reached R$1.6 billion, an increase of 28.6% compared to the same period in the previous year, which presented a reported net revenue of R$1.3 billion, mainly due to better prices for sugar and ethanol as well as the growth of other lines of revenue.

Sugar Sales

In this first quarter, sugar sales represented 53.3% of the net revenue of Raízen Energia. The net revenue in this period was R$873.9 million, representing an increase of 5.4% the first quarter of 2011, compared to the R$829.3 million in the same period in the previous year. The average price of sugar per ton was R$948.6 on the 1Q’12.

On 1Q’11, the sugar sales for domestic market represented 37.4% compared to the 39.3% recognized this quarter. The increase in the net revenue is related mainly to the higher price of sugar, especially in the domestic market, which was 19.1% higher than in the same period in the previous year, and the increase in sales volume compared to the foreign market.

Sugar

Volume (thousand tons) and Unit Average Price (R$/ton)
 
 
 
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Sugar Inventories

Sugar Inventories
           
   
1Q'12
   
1Q'11
 
´000 ton
    418.0       579.7  
R$'MM
    295.8       298.9  
R$/ton
    707.5       515.5  
 
Ethanol Sales

Revenue on ethanol sales in 1Q’12 totaled R$643.8 million, representing an increase of 80.4% compared to the first quarter of 2011. The main reason for this growth was the significant increase of 68.3% in the average price of ethanol, which in the first quarter of the last harvest was R$785.4/cbm per thousand liters and in this first quarter of 2012 was R$1,321.4/cbm, as well as the 7.2% increase in sales volume, in view of the current market situation. The price of ethanol in the domestic market has increased dramatically, mainly due to the scarce supply of hydrated ethanol for the market and yield below the initial expectations.

Ethanol

Volume (million liters) and Unit Average Price (R$/thousand liters)

 
 
Ethanol Inventories
Ethanol Inventories
             
     
1Q'12
   
1Q'11
 
´000 m³
      288.8       370.5  
R$'MM
      307.2       321.8  
   $R/m³       1,063.5       868.4  

Energy Cogeneration

The net revenue of energy totaled R$71.2 million, representing a growth of 28.6%. The reduction of 7.2% on average price, compared with 1Q’11 was totaled compensated by the increase of volume of energy sold, which was 41.0% higher than in the same period in the

 
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previous year due to the beginning of operation on our cogeneration plants in the mills of Caarapó, Barra and Bonfim.

Electric Energy

Volume (‘000 MWh) and Unit Average Price (R$/MWh)

 

Other Products and Services

Net revenue from other products and services by Raízen Energia increased by 50.9% and represented a total of R$48.4 million in this first quarter of 2012, mainly due to an increase in the sale of molasses and other products for service providers in agricultural areas.

Cost of Goods Sold

COGS per Product
           
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
Cost of Goods Sold (COGS)
    (1,285.0 )     (1,018.4 )
Sugar
    (679.5 )     (534.3 )
Ethanol
    (523.1 )     (422.2 )
Other and Energy Cogeneration
    (82.4 )     (61.9 )
Average Unitary Costs
               
Cash cost of sugar (R$/ton)
    (574.2 )     (496.0 )
Cash cost of ethanol (R$/’000 liters)
    (821.7 )     (771.0 )
*The unit average costs represent the box-cost, in which are not considered depreciation and amortization of planting, agricultural depreciation (machinery and equipment), industrial depreciation and harvest off-season maintenance.

The cost of goods sold in this quarter increased by 26.2% compared to the first quarter of the previous harvest, due to a decrease in production volume. The main factors that led to this increase were:
 
Þ
A delayed beginning of the 2011/12 harvest, in order to enable a better TCH (tons of sugarcane per hectare);
   
Þ
An TSR decrease from 128.8 kg/ton on the 1Q’11 to 124.5 kg/ton in the first quarter of the current harvest,
 
 
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Þ
An increased cost of third-party produced sugarcane, due to the higher cost of TSR/kg, which was R$ 0.3528 in the first quarter of 2011, and R$0.4952 in the first quarter of 2012, mainly because of the ;
   
Þ
An increase in the cost of sugarcane produced by us, due to rising lease costs in the period, which was R$15.74 per ton of sugarcane in the first quarter of 2012, compared to the cost of R$ 10.46 in the first quarter of 2011;
   
Þ
A lower dilution of planting and cultivation costs for the period, due to a decrease of productivity;
   
Þ
An increase in labor costs, due to a collective bargaining of approximately 8%.
 
 
Gross Profit

 
Gross profit and gross margin per product
           
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
Gross Profit
    352.3       255.2  
Gross Profit - Sugar
    194.4       295.0  
Gross Margin – Sugar (%)
    22.2 %     35.6 %
Gross margin (cash) – Sugar (R$/ton)
    39.5 %     44.2 %
Gross Profit - Ethanol
    120.7       (65.3
Gross margin – ethanol (%)
    18.7 %     -18.3 %
Gross margin (cash) - Ethanol (R$/’000 liters)
    37.8 %     1.8 %
Gross Profit - Other and Energy Cogeneration
    37.2        25.5  

The 1Q12 presented a growth of 38,0% on gross profit in the amount of R$352,3 million, an amount higher to the amount of the prior year of R$255,2 million. Ethanol sales contributed with a gross profit of R$120.7 compare to a Loss of R$65.3 million on 1Q’11. The gross margin(cash) for this quarter was 37.8%.


Selling, General and Administrative Expenses


Selling, General and Administrative Expenses
           
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
Selling Expenses
    (142.0 )     (111.7 )
Selling, General and Administrative Expenses
    (116.5 )     (81.4 )

In this 1Q’12 the selling expenses increased by 27.1% representing R$ 142.0 million. This increase basically refers to:

 
(i)  
Increase on the CIF sales on the quarter

 
(ii)  
Costs of handling and storage of ethanol

General and administrative expenses represented an increase of 43.0% in comparison with the same period of the prior year mainly due to expenses related to the constitution of the new
 
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administrative structure of Raízen and also due to the fact that some provisions related to the variable compensation were written-back on the 1Q11 which did not occur in this quarter.


EBITDA

EBITDA
           
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
EBITDA
    321.2       356.6  
EBITDA Margin
    19.6 %     28.0 %

Raízen Energia’s EBITDA in the 1Q12 was of R$321.2 million representing a decrease of 10,0% in comparison with the same period of the prior year. This result reflectEBITDA margin decrease 2.6 p.p., already considering the IFRS adjustments regarding the fair value appraisal of the biological assets and the cultivation made on the sugarcane field after planting in both periods.


Hedge


Volume positions and fixed sugar prices with trading or through derivative financial instruments on June 30, 2011, as well as the exchange derivative contracts, executed for purposes of protection of the Company’s future cash flows, are summarized as follows:

Summary of hedge Operations at June 30, 2011
           
      2011 / 2012       2012 / 2013  
Sugar
               
NY11
               
Volume (‘000 tons)
    1,654.4       61.5  
Average Price (¢US$/lb)
    23.1       23.4  
London #5
               
Volume (‘000 tons)
    106.3       -  
Average Price (¢US$/lb)
    724.3       -  
Exchange rate
               
US$
               
Volume (US$ million)
    690.5       50.0  
Average Price (R$/US$)
    1.6965       1.6960  
   Sugar volume to be exported/hedged (‘000 tons)     3,050.3       3,074.9  
% Sold Sugar Hedged/ Fixed
    57.7 %     2.0 %

 
Hedge Accounting Impacts


The Company has been using the hedge accounting as cash flow to certain derivative financial instruments to cover price risk of sugar and exchange variation risk on sugar export revenues.

With the effectiveness of Raízen’s constitution on June 1, 2011, we had in this quarter the write-off of the accrued balance of losses up to that moment in the amount of R$65.0 million,
 
 
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net of tax effects, directly in the results of the period. From that moment we started to proportionally consolidate the new deferrals made by Raízen Energia based on the same principles of adoption of Hedge Accounting.

The table below indicates the transfer expectation of gains/losses balance of the shareholders’ equity on June 30, 2011 to net operating income of Raízen Energia(*) in future years, according to the coverage period of the designated hedge instruments.
 
           
Fiscal Year - (R$MM)
       
Derivative
Market
 
Risk
      2011/12       2012/13    
Total
 
Future
OTC/NYBOT
  #11       (40.2 )     (9.1 )     (49.3 )
NDF
OTC/CETIP
 
USD
      45.6       1.5       47.1  
(=) Hedge Accounting Impact
              5.4       (7.6 )     (2.2 )
(-) Income Tax Deferred
              (1.8 )     2.6       0.7  
(=) Adjustment to Equity Valuation
              3.6       (5.0 )     (1.5 )

(*) The foregoing table shows 100% of gains/losses reclassified for shareholders’ equity under the hedge accounting. Since Cosan proportionally consolidates Raízen Energia, such effects shall impact only 50% of the consolidated financial results.
 

CAPEX

Raízen Energia - CAPEX
           
Amounts in R$ MM
    1Q12       1Q11  
Total CAPEX
    655.3       569.9  
Raízen Energia – Operating CAPEX
    427.2       309.4  
Biological assets
    264.8       194.6  
Inter-harvest maintenance costs
    114.4       62.0  
SSMA and Sustaining
    4.1       8.8  
Mechanization
    43.9       44.0  
Raízen Energia – Expansion CAPEX
    228.1       260.5  
Cogeneration projects
    136.7       98.8  
Greenfield
    -       24.4  
Expansion
    55.5       52.2  
Others
    35.9       85.1  

In the first quarter of this year, the Company continued to highly invest in planting, crops and area expansion which with the effectiveness of IFRS are now additions to biological assets, which increased by 36,1% in comparison with the prior year. Harvest off-season maintenance expenses presented the number of 87.5% due to the delay on the beginning of the harvests 2011/12.

The Company kept its investments in Safety, Health and Environment (SHE) and in agricultural mechanization basically comprised of agricultural equipment and machinery and the adjustment of its units in order to receive sugarcane from the mechanical harvesting.

The cogeneration projects were responsible for 38.4% of total Capex of Raízen Energia representing new investments on cogeneration plants on the mills of Ipaussu, Barra Bonita, Bonfim and Univalem, all of them on the state of São Paulo.
 
 
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B.2 Raízen Combustíveis


Following are the results of Raízen Combustíveis. As previously mentioned, this business unit represents the distribution and sale of fuels through a network of franchised stations under the name "Shell" and "Esso".

Please note that particularly for the results of the first quarter of 2012, Raízen Combustíveis will be presented in two different bases, accounting and pro forma for purposes of comparability between periods and greater visibility of the events arising from the establishment of this business unit.

We summarize the main differences between the two bases below:
 
 
Þ
Accounting base

 
o  
1Q'12 - two months (April and May 2011) of operation of the fuel business (CCL excluding the lubricants business) under management of Cosan and one month (June 2011) of operation of Raízen Combustíveis;

 
o  
1Q'11 - three months (April, May and June 2010) of operation of the fuel business under management of Cosan (CCL excluding the lubricants business);
 
 
Þ
Pro forma Base
 
 
o  
1Q'12 - two months (April and May 2011) of carve-out combination of assets of both CCL and Shell, and one effective month (June 2011) of operation of Raízen Combustíveis;

 
o  
1Q'11 - three months (April, May and June 2010) of carve-out combination of fuel assets of both CCL and Shell;

Net Revenue

Proforma
 
Sales breakdown
 
Book
 
1Q'12
   
1Q'11
 
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
  9,725.5       8,444.9  
Net Operating Revenue
    5,129.8       2,578.4  
  9,703.7       8,425.6  
Fuel Sales
    5,107.9       2,559.1  
  552.3       632.0  
Ethanol
    332.5       169.8  
  4,186.4       3,068.3  
Gasoline
    2,237.7       1,074.7  
  3,818.4       3,763.8  
Diesel
    2,139.6       1,291.5  
  1,007.0       724.5  
Jet fuel
    326.5       -  
  139.6       237.1  
Others
    71.6       23.1  
  21.9       19.3  
Other services
    21.9       19.3  

The pro forma net revenue of Raízen Combustíveis totaled R$9.7 billion in the first quarter of 2012, representing a growth of 15.2% over the same quarter in the previous year. The main factors affecting fuel revenues this quarter were:
 
 
Þ
The 22.0% growth in the volume of gasoline C sold in the first quarter of 2012 compared to the first quarter of 2011 is mainly due to the following factors:
 
 
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o  
A 15.3% increase in gasoline C consumption nationwide, according to ANP, due to the increase in the average price of ethanol in the comparative quarters incentivizing flex fuel car owners to decide for this kind of fuel.
 
 
Þ
The revenue from the sale of aviation fuels in the amount of R$1.0 billion in the quarter, representing a growth of 39.0% compared to the same quarter of the previous year;
 
 
Þ
A 1.5% growth in the volume of diesel sales in connection with a higher demand from industrial consumers and logistics services providers, due to the increased economic activity in the country;
 
 
Þ
A 37.0% reduction in the volume of ethanol sold, since at the end of the first quarter of 2012 the average parity between the prices of hydrated ethanol in comparison to gasoline weighted by the fleet was 72.9%, while at the end of the first quarter of 2011 it was 61.8%.
 

Fuels

Volume (Million liters) and Average Unit Price (R$/million liters)

 
Inventories

 (Fuels)
 
Fuel inventories
             
     
1Q'12
   
1Q'11
 
   ‘000 m³       513.6       1,579.0  
R$'MM
      829.5       1,888.2  
   $R/m³       1,615.0       1,195.8  
 
 
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Cost of Good Sold

Proforma
 
Cost of goods sold
 
Book
 
1Q'12
   
1Q'11
 
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
  (9,252.2 )     (7,982.4 )
Fuel Sales
    (4,940.9 )     (2,470.0 )
             
Average unitary cost
               
1Q'12
   
1Q'11
 
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
  1,818       1,570  
Fuel Sales
    1,828       1,717  
 
The average pro forma cost of products sold by Raízen Combustíveis presented a 15.9% increase in the first quarter of 2012. Regardless of the volume factor, the average unit cost of R$1.818/ cubic meters in the first quarter of 2012 was 15.7% higher than in the same quarter in the previous year.
 
The main factors behind this cost increase were:
 
 
Þ
A greater share of gasoline and diesel in the mix of sales, which have higher costs than ethanol, mainly due to lower availability of ethanol;
 
 
Þ
An increase in ethanol costs, which impacts both the anhydrous ethanol, used in 25% of the production of gasoline, and hydrated ethanol, used in flex fuel vehicles;
 
 
Þ
An increase of 40.5% in the cost of aviation fuel sold in the first quarter of 2012;

 
Gross Profit

Proforma
 
Gross Profit
 
Book
 
1Q'12
   
1Q'11
 
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
  473.3       462.5  
Gross Margin
    188.9       108.5  
  93.0       91.0  
Gross margin (R$/’000 liters)
    69.9       75.4  
  4.9 %     5.5 %
Gross Margin (%)
    3.7 %     4.2 %

Following the results described above, the pro forma gross margin of Raízen Combustíveis was 4.9% of net revenue, compared to 5.5% in the same quarter of the previous year. This reduction is mainly due to the change in the mix of higher priced products. By analyzing the gross margin in reais per thousand liters, an increase of 2.2% is observed when comparing the quarters, from R$91 / thousand liters in the first quarter of 2011 to R$93 / thousand liters in the first quarter of 2012.
 
 
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Selling, General and Administrative Expenses

Proforma
 
Selling, General and Administrative
Expenses
 
Book
 
1Q'12
   
1Q'11
 
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
  (260.1 )     (308.2 )
Selling Expenses
    (138.9 )     (68.2 )
  (61.0 )     (65.3 )
General and Administrative Expenses
    (28.8 )     (25.1 )

The pro forma sales expenses of Raízen Combustíveis presented a 15.6% decrease in comparison between the first quarter of 2012 and the first quarter of 2012. This decrease is mainly due to the beginning of commercial operations and integrated logistics gains, and the elimination of corporate costs of Shell’s global structure. Thus, when the sales expenses in unit terms is analyzed, a decrease of 15.7% is observed, from R$60.6 cubic meters in the first quarter of 2011 to R$51.1 cubic meters in the first quarter of 2012.The pro forma general and administrative expenses of Raízen Combustíveis in the first quarter of 2012 totaled R$ 61.0 million, representing a 6.5% decrease compared to the first quarter of 2011, basically due to overhead reduction by the beginning of the integrated administrative operations.
 

EBITDA

Proforma
 
EBITDA
 
Book
 
1T'12
   
1T'11
 
Amounts in R$ MM
 
1T'12
   
1T'11
 
  309.5       129.3  
EBITDA
    154.3       34.6  
  3.2 %     1.5 %
Margin (%)
    3.0 %     1.4 %
  60.8       25.4  
EBITDA (R$/m³)
    57.1       24.0  

Raízen Combustíveis presented a pro forma EBITDA of R$309.5 million and EBITDA margin of 3.18% in the first quarter of 2012, representing a margin of R$60.8/thousand liters. This total represents an increase of 107.8% in the first quarter of 2012 compared with the first quarter of 2011, a best mix of products sold and a consequent improvement in average selling prices, which more than offsets the increased costs of goods sold.
 
 
Capex

Proforma
 
CAPEX
 
Book
 
1T'12
   
1T'11
 
Amounts in R$ MM
 
1T'12
   
1T'11
 
  45.3       29.4  
CAPEX
    37.7       14,5  

As expected and according to the investment plan of Raízen Combustíveis, the pro forma CAPEX for the first quarter of 2012 was R$45.3 million, representing an increase of 54.1% compared to the same quarter in the previous year, primarily due to the conversion process of the stations’ brand "Esso" to "Shell".
 
 
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B.3. Rumo Logística

The following are the results of Rumo Logistica which represent the performance of logistics services in transportation, storage and port elevation of sugar, both for the Raízen Energia segment and for third parties.

Please note that there is no change in the calculation of results of this business unit, according to the Raízen constitution of June 1, 2011. They follow the International Accounting Standards (IFRS) as previously reported in the last quarter of 2011.


Net Revenue

Sales breakdown
 
Book
 
Amounts in R$ MM
 
1T'12
   
1T'11
 
Net Operating Revenue
    141.0       105.4  
Loading
    41.8       35.0  
Transportation
    96.1       70.3  
Others
    3.1       0.1  

The Net Revenue of Rumo in the first quarter of 2012 was R$141.0 million, representing an increase of 33.8% compared to the first quarter of 2011. This increase is largely due to transport operations, which already accounts for 68.2% of the Total Net Revenue through a partnership agreement with ALL and volumes derived directly from Rumo.

In a quarterly comparison, the volume of 2.217 million tons of sugar sold on 1Q’12 represents a decrease of 2.1% over the same quarter in the previous year. This decrease is due to production delays which reduced the volume of sugar exported over the month of April 2011 and the first half of May 2011. Raízen Energy represented 26.4% of the total volume recorded, which is equivalent to 585,3 thousand tons in the period. In contrast, the average price in the first quarter of 2011 was R$63.6 per ton, an increase of 36.7% compared to the same quarter in the previous year, which reflected the renegotiation of prices in port elevation agreements and the aggregate amount of transport operations.

 
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Average Revenue per ton¹

Volume (thd tons) and Average Single Revenue (R$/ton)

 
Note 1: Total Net Revenue is divided by the volume of elevation.

 
Cost of Good Sold

COGS
 
Book
 
Amounts in R$ MM
 
1T'12
   
1T'11
 
Cost of Goods Sold (COGS)
    (94.1 )     (75.8 )     

The Cost of Goods sold of Rumo in the first quarter of 2012 was R$ 94.1 million, representing an increase of 24.2% over the same period in the previous year, primarily due to an increased participation of the transport operation in  the period. These costs include port elevation services, transshipment, inside storage and hiring of rail and road freights.
 
 
Gross Profit

Gross profit and gross margin
 
Book
 
Amounts in R$ MM
 
1T'12
   
1T'11
 
Gross Profit - Rumo
    46.8       9.6  
Gross Margin (%)
    33.2     28.1 %  

The gross profit of Rumo for the first quarter of 2012 totaled R$46.8 million, representing an increase of 42.6% over the same quarter in the previous year, with a consolidated margin of 33.2%.
 
 
Selling, General and Administrative Expenses

Selling, General and Administrative Expenses
 
Book
 
Amounts in R$ MM
 
1T'12
   
1T'11
 
Selling Expenses
    -       (1.5 )     
General and Administrative Expenses
    (9.0 )     (6.5 )     
 
 
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Rumo does not have any selling expenses in the operations and, as previously reported in the Financial Charter for the first quarter of 2011, the amount of R$1.5 million from that quarter refers to the cost of products sold in transshipment and storage that have been reclassified in July 2010.

As expected, the general and administrative expenses of Rumo for the present quarter totaled R$9.0 million, which represents an increase of 38.3% in respect to the first quarter of 2011 due to the readjustment on its administrative structure.


EBITDA

EBITDA
  Book  
Amounts in R$ MM
 
1T'12
   
1T'11
 
EBITDA
    54.3       36.2  
Margin
    38.5 %       34.4 %

Rumo recorded an EBITDA of R$54.3 million in the present quarter, which represents a growth of 49.9% over the same quarter in the previous year. The EBITDA margin was 38.5%, compared to a margin of 32.2% over the same period in the previous year. Depreciation and amortization for the period was R$10.2 million, an increase of 42.5% in comparison with 1Q’11.


CAPEX

CAPEX
  Book  
Amounts in R$ MM
 
1T'12
   
1T'11
 
Consolidated CAPEX
    108.3       123.8  

Rumo continues with its investment plan and the first quarter of fiscal year of 2011. The total amount invested was R$108.3 million, which was mainly used for the purchase of the last 10 of 50 locomotives already acquired by the Company, permanent investments, and in terminals in the city of Santos and its surroundings. The decrease observed in comparison with the same quarter in the previous year is due to delays in the release of environmental permits for permanent road works.
 
 
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B.4. Other Business

Following are the results of Other Business segment, which comprises industrialization activities and distribution of lubricants of Mobil brand, investments in rural lands and other investments, in addition to the corporate structures of the activities of Cosan Group, except Raízen. As mentioned in section A at the beginning of this Financial Letter, the accounting effects due to Raízen’s constitution were recognized in thus business segment. It is worth mentioning that such effects, in addition to having an extraordinary nature, do not affect cash and, therefore, were excluded from the calculation of adjusted EBITDA for a better analysis.

 
Net Revenue

Sales breakdown
 
Book
 
Amounts in R$ MM
 
1T'12
   
1T'11
 
Net Operating Revenue
    241.1       203.2  
Lubricant Sales
    230.1       201.7  
Other Products and Services
    11.0       1.5  

Lubricants net revenue reached R$230.1 million in the 1Q12, representing an increase of 14.1% in comparison with the same quarter in the prior year. This increase is a result of the mix with higher interest in Premium lubricant products and the strong increase in sales volume, reaching 43.2 million liters.

Lubricants

Volume (million liters) and Average Unit Price (R$/thousand liters)

 
 
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Selling, General and Administrative Expenses

Selling, General and Administrative Expenses
 
Book
 
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
Selling Expenses
    (54.7 )          (33.9 )    
General and Administrative Expenses
    (18.8 )        (7.5 )    
 
Selling expenses of the Other Business segment amounted to R$54.7 million in the first quarter of 2012 compared to R$33.9 million on the same quarter last year. This increase is due to a higher volume of marketing activities focused on the launch of new products and promotions..
 
General and administrative expenses amounted to R$18.8 million in this first quarter of 2012.
 
These expenses represent the cost of Cosan’s corporate structure and Lubs corporate structure.


EBITDA

EBITDA
 
Book
 
Amounts in R$ MM
 
1Q'12
   
1Q'11
 
EBITDA
    3,342.1       48.3  
(-) Effect from Joint Venture (Raízen)
    3,315.1       -  
Adjusted EBITDA
    27.0       48.3  
Adjusted EBITDA margin
    11.2 %     23.8 %

Also present in this segment the amount of the effect from the Raízen formation, which generated a gross income of R$3.3 billion, with no cash impact. This effect is detailed in the section A of this Financial Letter.
 
The Adjusted EBITDA for the first quarter of 2012 was R$ 27.0 million, excluding the effects of the establishment of Raízen. This represents a decrease of 44.1% compared to the same quarter in the previous year, primarily through the allocation of corporate expenses in this business unit.

 
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C. Consolidated Results
 

Net Financial Result

Financial Results
           
Amounts in R$ MM
 
1T'12
   
1T'11
 
Gross Debt Charges
    (103.1 )     (141.0 )
Income from Financial Investments
    38.7       44.9  
(=) Subtotal: Gross Debt Interests
    (64.5 )     (96.1 )
Other Charges and Monetary Variation
    (9.2 )     (9.6 )
Exchange Rate Variation
    58.8       (32.2 )
Gains (losses) with Derivatives
    29.3       7.8  
Others
    (3.1 )     (0.4 )
(=) Financial, net
    11.3       (130.5 )

The financial result in the first quarter of 2012 reported a net revenue of R$11.3 million compared to a net expense of R$130.5 million in the same quarter the previous year.

Essa variação se deve, principalmente, aos seguintes fatores

This variation is mainly due to the following factors:

 
(i)  
The impact of proportionate consolidation of debt attributable to Raízen as of 1 June 2011;

 
(ii)  
The net foreign exchange of R$58.8 million in the first quarter of 2012, due to the appreciation of the real against the dollar in this period (R$1.6287/US$ on March 31 of 2011 and R$1.5611/US$ on June 30, 2011), compared to a net foreign exchange variation of R$32.2 million in the first quarter of 2011. due to the devaluation of the real against the US dollar (R$1.7810/US$ on March 31, 2010 and R$1.8015/US$ on June 30, 2010), both applied to the debt in U.S. dollars;

 
(iii)  
A change in the debt profile, mainly due to the uptake of Cosan’s Perpetual Bonds in the amount of US$300.0 million and an increase in the line of BNDES, mainly due to investments in rail assets.


Net Profit


Cosan has finished its 1Q’12 achieving a record net profit of R$ 2.3 billion and a net margin of 44.3%. This result is due to Raízen formation impact at this period. Excluding these effects the 1Q’12 net profit would have been of R$ 111.3 million, over passing the total of R$0.4 million at 1T’11.

 
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D. Indebtedness

According to negotiations provisions of the establishment of Raízen, Cosan has contributed with an amount of indebtedness equivalent to US$ 2.9 billion.

Given the new profile of Cosan's consolidated debt, as of this quarter, we segregated the debts of Raízen (proportionally consolidated at 50% in Cosan) and the remaining debts of Cosan’s business, which are fully consolidated.

Raízen

Excluding PESA debt, Raízen´s gross debt totaled R$5,5 billion in the period ended June 30, 2011, representing an increase of 21.0% compared to the pro forma balance of March 31, 2011 (Cosan's debt contributed to Raízen).

During this period, there a raising of approximately R$1.2 billion, mainly comprised of:

 
(i)
R$723.9 million of the working capital consists of syndicated bank debt, equivalent to US$450 thousand, maturing in 2 (two) years, with a prepayment clause and quarterly cost of Libor + 2.15% per year, replacing the perpetual bonds issued in 2006 by Cosan of 8.25% p.y. interest cost;

 
(ii)  
R$379 million in advances on exchange agreements;

 
(iii)  
R$127 million in funding from BNDES and other indebtedness with energy cogeneration projects and mechanization of sugarcane fields, among others.

Depreciation for the period totaled approximately R$221 million.

It is important to stress that Raízen has receivables from Shell shareholders in the amount of US$ 1.0 billion, maturing in after the first and second year of its establishment, resulting in an improved debt profile and capacity.

Both debt and the receivable amount of Shell are proportionally consolidated at 50% in Cosan.

Cosan and its Affiliates

A dívida financeira bruta totalizou R$1,3 bilhão, uma redução de 36% em relação o saldo pro forma de 31 de março de 2011, devido principalmente a recompra dos Bônus Perpétuos (emitidos em 2006)

Our gross financial debt totaled R$1.3 billion, representing a reduction of 36% compared to the pro forma balance of March 31, 2011, primarily due to the repurchase of Perpetual Bonds (issued in 2006).

Additionally, during this period approximately R$69 million was captured through a Finame line by the affiliate Rumo, for asset investments in rail and port terminals.

 
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Debt by type
                 
Amounts in R$ MM
 
1T'12
   
4T'11
   
% ST
 
Senior Notes 2014
    565.9       576.8       3 %
Expenses with Debt Placement
    (7.3 )     (8.3 )     32 %
BNDES
    1,369.4       1,304.1       10 %
Working Capital
    715.4       27.5       1 %
Prepaid Exports
    662.5       736.5       14 %
Senior Notes 2017
    642.5       659.0       3 %
Advances on Exchange Contracts
    596.5       228.2       100 %
Credit Notes
    291.2       324.9       17 %
Finame
    253.8       269.4       27 %
Finem
    238.7       252.3       20 %
Rural credit
    93.9       92.4       100 %
PROINFA
    31.2       32.6       11 %
CDCA
    30.8       31.4       99 %
PASS
    0.0       10.0       0 %
Expenses with Placement of Debt
    (10.6 )     (11.1 )     17 %
Total Raízen
    5,473.9       4,525.7          
Consolidation ( 50% RAIZEN after 01-05)
    2,736.9       2,262.8       19 %
                         
                         
Finame
    503.9       436.3       7 %
Expenses with Placement of Debt
    (1.0 )     (1.0 )     11 %
Guaranteed Account
    -       24.8       1 %
Perpetual Bonuses
    475.0       1,236.2       7 %
Credit Notes
    311.7       303.0       11 %
Expenses with Placement of Debt
    (7.5 )     (8.2 )        
Total Cosan
    1,282.2       1,991.1          
Total Consolidated
    4,019.2       6,516.8          
Availabitity
    1,278.2       1,254.1          
Net Debt
    2,741.0       5,262.7          

At the end of the 1T'12 Cosan's cash resources totaled R$1.3 billion, reducing its net debt to R$2,7 billion, equivalent to 1.6 times EBITDA in the last 12 months.
 
 
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E. Market Overview
 
According to UNICA, the 2011/12 harvest of the south-central region follows short of projections, with a reduction in the grinding of sugarcane until the 1st half of July of 14.8% in comparison to the previous crop, totaling 217.3 million tons. The decrease is mostly due to the result of grinding the lack of investment after the crisis, which led to a sugarcane field of advanced age and consequently lower productivity, and also due to unforeseen factors such as frost, above average rainfall in March and flowering of sugar cane. The production mix remains more focused on the sugar cane with 45.8% allocated to this product, compared to 44.4% in the previous harvest, the result of strong physical demand internationally. Thus, we produced 11.9 million tons of sugar and 8.7 billion liters of ethanol, representing reductions of 14.9% and 20.1%, respectively, compared to last season.

Sugar

 
Source: ESALQ, Bloomberg, Cosan


Due to the above average volume of the rainfall in March as much as to the lower availability of sugarcane, the beginning of the harvest was delayed, leading to lower production of sugar for export in April and May. In these months, exports were respectively 14% and 30% lower than last year. In June, there was strong growth in export volume, where 2.7 million tons of raw and white sugar were exported mainly to the Middle East. In the meantime, China, the biggest importer of sugar, began naming of ships, and appointed in July to 606,000 tons and 150,000 tons in August.

As a result of the high prices in the domestic market and the production of 10.5 million tons, 3.5 million less than domestic demand, China released strategic stocks to stop the price increase. Thus, it will probably need a strong import program in order to rebuild stocks.

The 2010/11 season ended in India with a production just over 24 million tons of sugar, 2 million of which have been exported and 1 million have been released on the export program

 
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OGL. A domestic surplus of about 2.5 million tons is projected for the next cycle as much as the production of 26 million tons, maintaining the exportable surplus.

In Thailand, the crop productivity was higher than expected which, despite the difficulties of loading of the sugar in the Thai ports, balanced the scarcity of Brazilian sugar in the first quarter due to the delayed start of harvest in south-central Brazil. The occurrence of favorable climate and the high prices of the domestic market should lead the sugar production in Thailand from 10.2 to 10.7 million tons in the harvest that begins in the last quarter of this year.

The 2011/2012 harvest in Russia due to increased planted area to 1.2 million hectares and the favorable climate for development of the beet-growing, produce about 4.3 million tons of sugar just before 2.7 million tons in the previous cycle, reducing the need for imports to 1.5 million tons.

Considering the severe frost in Argentina, the estimate of sugar production was revised from 2.2 to less than 1.9 million tons. With domestic consumption of 1.8 million tons and mandatory blending of ethanol in gasoline of 5%, the availability for export has been significantly reduced.

Despite the likelihood of increased production due to rainfall extremely beneficial for sugar beet growing in the month of July, the European Union issued licenses to import 200,000 tons of sugar duty-free. Likewise, Mexico has authorized the import of 150 000 tons of white sugar on the world market (out of quota) to stabilize their balance due to strong exports to the United States. It is still possible that the Mexican government authorized the import of 100,000 tons additional information if the exports of 1.26 million tons to the United States are met. This fact is not very unlikely as the Department of Agriculture (USDA) has approved more than a quota of about 109,000 tons of import and valid until end of September, bringing the total imports for the year 2011 to 1.52 million tons.

Due to this scenario, the price of raw sugar has remained quite high, with an average of $ 24.45 US ¢ / lb. in 1T'12, 57.4% higher than 1T'11. However, it was 19.9% below the average price of $ 30.54 USS. ¢ / lb. of 4T'11, quarter in which the maximum price achieved was US$ 35.31 ¢ / lb.

The sugar in the international market, average price of US$ 668.89 / ton in the period, 36.2% higher than 1T'11 and 11.0% lower than 4T'11, respectively, with premium white, on average, US$ 129.85 / ton compared to US $ 147.41 / ton in 1T'11 and US$ 78.06 / ton in 4T'11.

In 1T'12, the Real appreciated against the dollar, with the average price of $ 1.59 / US$4.3% below the average of the previous quarter. Over this period, was even quoted at R $ 1.63 / US$, due to the debt crisis in Europe with Portugal, Italy, Greece and Spain and also the U.S. economic outlook. The quotation at the end of the period was R$ 1.56 / US$, compared with $ 1.80/$ in June 2010 and $ 1.63 / $ in March 2011.

 
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In the domestic sugar market, the average price in the crystal 1T'12, ESALQ based, was R$ 60.25 per bag of 50kg, or $ 34.28 US ¢ / lb., representing a decrease of 14.9% over the previous quarter and an increase of 36.6% compared to 1T'11, mainly due to the beginning of the harvest of the south- central region.

Etanol

 
Source: ESALQ, Bloomberg, Cosan


Considering the total supply of ethanol, until the first half of July there was production of 8.7 billion gallons, down 20% over the same period in 2010. However, the production of anhydrous grew 14%, therefore, hydrated with a drop of 32% responsible for the largest drop in total supply.

The low supply of hydrated, resulted in their high prices in the period, leading consumers to migrate to the gasoline fuel with 25% anhydrous formula. As a result, sales of hydrated fell 31% in the second quarter of 2010 and the dry had a 25% increase. Therefore, this increase in the production of anhydrous reflects not only the returns of the product, but also the effort of the plants to ensure the government not to miss the end product of the harvest.

Ethanol prices fall even with the increased pace of the harvest of first harvest in mid-June showed recovery, and at high levels. The ESALQ index for hydrated reached the minimum of the year in May to $ 0.97 / l, but rebounded in June by closing the month at $ 1.10 R / l on average, both values PVU (Plant and Vehicle Unit), without taxes. A similar movement occurred in the ESALQ index for anhydrous, when it reached a low of R $ 1.14 / l and closed the month of June at $ 1.20 / l on average. The average hydrated and anhydrous are above the average June/10, with values 50% and 43% higher, respectively.

In the first quarter of the 2011/12 season there were countless debates to avoid the scenario of shortages during the off season among which the reduction of the mandatory blend of anhydrous in gasoline from the current levels of 25% to 18% - 20%, reducing the CIDE (Contribution for Intervention in the Economic Domain) on gasoline to prevent the fall in the mix impact of an increase in retail gasoline prices, restriction of credit lines to plants that

 
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maximize the production of sugar, the establishment of compulsory stocks at the end of the dry season ( 8% related to the production of the previous harvest and subsequent 15 days of consumption), the obligation of contracts of long-term supply of anhydrous, the change in societal requirements for the establishment of ECE - Empresa Comercializadora de Etanol (ethanol trading company) and the compulsory registration of the supplier and sending data to the National Petroleum Agency (ANP).

Moreover, since the harvest did not meet our initial expectations and in order to ensure the supply of fuel in the country, there was a strong import program of anhydrous ethanol in Brazil, having been imported 400,000 m3 of the United States and at least another 280,000 m3 are already negotiated to be delivered until the end of the harvest. The average rate of the price of hydrous ethanol relative to gasoline in Brazil, weighted by the fleet, according to the ANP, was approximately 72.9% at the end of 1T'12, with levels below the 70% parity in just five states, representing approximately 48.4% of the flexible-fuel vehicles fleet in the country.

Fuels


According to data from ANFAVEA in the quarter more than 700,000 flexible-fuel vehicles were sold, 11% higher than the amount sold in the same quarter last year.

According to ANP, the sales volume of diesel was 4.1 billion gallons in April and 4.4 billion gallons in May, respectively 2.7% and 8.1% higher than the previous year. The accumulated sales volume in these two months was 4.8% higher than last year. On the other hand, ethanol, above parity in 22 states, had a cut in trading volumes of 59.1% and 34.7% compared to the months April and May last year, respectively. Thus, there were 500.3 million gallons sold in April and 861.0 million liters in May. In the same month of gasoline sales volumes were 3.1 and 2.8 billion liters billion liters, increases of 29.1% and 21.0% respectively, reflecting the migration of consumers of ethanol towards gasoline.
 
 
27 of 36

 

 
F. Material Facts

 
Þ
On April 5th, Cosan has requested the consent to change certain clauses of the deed ("Indenture") governing its 8.25% Perpetual Notes issued in 2006. Such consent would (1) the redemption of the Bonds at a cash price equal to the Redemption Price and on the Redemption Date, (2) elimination of the obligation of the Trustee to automatically cancel any Bonds redeemed, and (3) award, given Holders that have been paid, any Bonuses held by Cosan Cayman Limited remains open.
 
Þ
On April 7th, Cosan and Cosan Limited announced to their shareholders and to the market that have successfully completed negotiations on the open issues of the Framework Agreement with Shell Brazil Holdings BV ("Shell") and signed an Addendum to this Agreement. It was determined that (i) the operation of the retail segment of sugar is retained by Cosan and (ii) the average exchange rate for converting the first portion of cash to be received by Shell and the net debt to be contributed by Cosan will be R$ 1.6287 / US$ (PTAX of March 31st 2011).

Þ
On April 11th, Cosan and Cosan Limited stated that, as announced in Relevant Fact of August 25th, 2010, the Raízen Joint Venture would adopt a compensation plan for the administration that would remain in force during the lifetime of the joint venture proposal. The terms and values of this compensation plan were still under discussion.

Þ
On April 26th, Cosan confirmed for April 29th, 2011 the Expiration Date to request for consent to change certain clauses of the deed ("Indenture") that governed its 8.25% Perpetual Notes issued in 2006. Holders of Bonds on April 4th, 2011 ("Holders") who gave consent before the Expiring Date would be eligible to receive the Consent Award of $ 2.50 for each $ 1,000 principal amount with respect to Bonus for which the consent was granted.

Þ
On May 2nd, Cosan announced having obtained consent to change certain clauses of the document (the "Indenture") governing its 8.25% Perpetual Notes issued in 2006.

Þ
On May 17th, Cosan said that concluded on May 16, 2011, the repurchase of all of its US$ 450,000,000.00 in Perpetual Bonds issued in 2006 with annual cost of 8.25% per year. These bonuses have been replaced by syndicated bank debt of up to 2 (two) years, with a clause for prepayment and quarterly LIBOR cost + 2.15% pa. This debt, contracted at a lower cost than the Perpetual Bonds, was contributed to Raízen. This operation reflected the active management of the Company's indebtedness, resulting in savings of approximately $ 25 million a year in interest expenses for Raízen;

Þ
On June 2nd, Cosan and Cosan Limited completed the reorganization established in the Framework Agreement signed with Shell Brazil Holdings BV The constitution of Raízen Energia Participações SA and Raízen Combustíveis S.A resulted in the world's largest producer of sugar, ethanol and bio-energy of cane sugar and one of the largest fuel distributors of the Brazilian market. Net debt contributed to the Cosan Raízen was R$ 4.94 billion, plus other adjustments. Rubens Ometto Silveira Mello was the Chairman of the Board of Directors of both companies for the duration of the Joint Venture. He had a leading role in its strategic development and growth, and would receive a net annual salary of approximately R$13 million. He also would be entitled to a variable bonus for the next five years, tied to meeting certain operating performance indicators, which

 
28 of 36

 

 

would be in line with the indicators established for the Board of the Joint Venture. His annual target bonus would be 25% of his Fixed Remuneration.

Þ
On June 13th, Cosan and Amyris Inc. announced the signing of an agreement to implement the Joint Venture as a final step to start Novvi SA operations, a Brazilian company created for the development, production and worldwide trade of renewable base oils made from Biofene®, Amyris’ renewable farnesene.
 
Þ
On July 11th, Cosan announced that its subsidiary, Cosan Overseas Limited, priced on July 6th, 2011 sales of US$200 million to reopen the issue of their Perpetual "Senior Notes" issued on October 29th, 2010, according to regulation "Reg S". The perpetual notes were issued at a price of 103% of face value which corresponds to an effective interest rate of 7.429%, are guaranteed by Cosan S.A. Indústria e Comércio e pela Cosan Lubrificantes e Especialidades S.A. and received Ba2 rating (on review for possible upgrade) by Moody's, BB (stable) by Standard and Poor's, and BB (stable) by Fitch. Cosan would utilize these resources for general corporate purposes, including the strengthening of working capital.
 
Þ
On July 29th, Cosan announced to shareholders that, as proposed by the Board of Directors Meeting held on June 29th 2010, the distribution of dividends was approved at the Annual and Ordinary and Extraordinary General Assembly held on July 29th 2011 relating to the examination and approval financial statements for the year that ended on March 31st 2011, under the following terms: a) dividends would be paid to shareholders for the 2011 fiscal year, ended on March 31st, 2011, totaling R $ 200,000 .000 (two hundred million reais), corresponding to R $ 0.492271565 per share, without withholding tax; b) these dividends would have as a basis for calculating the equity position of July 29th 2011, and, from August 1st 2011, the Company's shares would be traded "ex" dividend ; c) the date of payment of dividends should be defined on the Board of Directors Meeting to be held on August 12th, 2011 d) the corresponding credit would be carried out individually for each shareholder, based on the shareholding referred to in item a) above.

 
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G. Guidance

This section contains guidance ranges for selected key parameters of the Company for the fiscal year 2012, which began on April 1st, 2011 and will end on March 31st, 2012. Note that statements in other sections of this letter may also contain projections. These projections and guidance are merely estimates and indicative, and should not be construed as a guarantee of future performance.

This guidance takes into consideration the operations held by the Cosan group today, which includes Raízen Energia, Raízen Combustíveis, Rumo and Other Business.

   
2010 FY
2011 FY
2012 FY
Review 2012 FY
 
Net Revenues
15.336
18.063
25,000 ≤ ∆ ≤ 27,500
25,000 ≤ ∆ ≤ 27,500
Cosan
EBITDA (R$MM)
  2.141
  2.671
1,800 ≤ ∆ ≤ 2,200
1,800 ≤ ∆ ≤ 2,200
Consolidado
Net Profit/Loss (R$MM)
     986
     772
-
-
 
Capex (R$MM)
  1.926
  2.500
2,000 ≤ ∆ ≤ 2,300
2,000 ≤ ∆ ≤ 2,300
   
2010 FY
2011 FY
2012 FY
Review 2012 FY
 
Crushed Sugarcane Volume (thd tons)
50.314
 54.238
56,000 ≤ ∆ ≤ 60,000
53,000 ≤ ∆ ≤ 56,000
 
Sugar Volume Sold (thd tons)
  4.135
   4.291
4,200 ≤ ∆ ≤ 4,600
3,900 ≤ ∆ ≤ 4,300
Raízen Energia
Ethanol Volume Sold (mln liters)
  2.148
   2.247
2,100 ≤ ∆ ≤ 2,300
2,000 ≤ ∆ ≤ 2,300
 
Volume of Energy Sold (thd MW)
     596
   1.254
1,400 ≤ ∆ ≤ 1,600
1,200 ≤ ∆ ≤ 1,400
 
EBITDA (R$MM)
  1.711
   2.130
1,900 ≤ ∆ ≤ 2,300
1,800 ≤ ∆ ≤ 2,100
   
2010 FY
2011 FY
2012 FY
Review 2012 FY
Raízen
Fuels Volume Sold (mln liters)
-
-
21,000 ≤ ∆ ≤ 23,000
21,000 ≤ ∆ ≤ 23,000
Combustiveis
EBITDA (R$MM)
-
-
850 ≤ ∆ ≤ 1,050
900 ≤ ∆ ≤ 1,200
   
2010 FY
2011 FY
2012 FY
Review 2012 FY
Rumo
Loading Volume (thd tons)
  8.124
   7.841
9,000 ≤ ∆ ≤ 11,000
9,000 ≤ ∆ ≤ 11,000
Transportation Volume (thd tons)
-
5,000 ≤ ∆ ≤ 6,000
6,000 ≤ ∆ ≤ 8,000
6,000 ≤ ∆ ≤ 8,000
   
2010 FY
2011 FY
2012 FY
Review 2012 FY
Others
Lubricants Volume
     131       166
170 ≤ ∆ ≤ 190
170 ≤ ∆ ≤ 190
 
 
30 of 36

 
 
F. Cosan S.A.


Financial Statements
 
Income Statement
 
Jun'10
   
Sept'10
   
Dec'10
   
Mar'10
   
Jun'11
 
(in R$ million)
 
1Q'11
   
2Q'11
   
3Q'11
   
FY'11
   
1Q'12
 
Net Operating Revenue
    3,999.6       4,716.1       4,738.4       18,063.5       5,188.0  
Cost of Goods Sold and Services Rendered
    (3,522.7 )     (3,995.2 )     (4,160.0 )     (15,150.1 )     (4,600.0 )
Gross Profit
    476.9       720.9       578.5       2,913.4       588.0  
Margin
    11.9 %     15.3 %     12.2 %     16.1 %     11.3 %
Operating Income (Expenses):
    (339.0 )     (442.6 )     (407.9 )     (1,600.8 )     2,925.9  
Selling
    (216.1 )     (265.5 )     (271.9 )     (1,026.0 )     (261.2 )
General and Administrative
    (120.6 )     (137.9 )     (132.4 )     (541.0 )     (150.0 )
Other Operating Income (Expenses), Net
    (2.3 )     (39.1 )     (3.6 )     (33.8 )     22.0  
Gain on tax recovery program
    -       -       -       -       -  
Joint Venture formation income (expenses)
    -       -       -       -       3,315.1  
Operating Income (Loss)
    137.9       278.3       170.5       1,312.6       3,513.9  
Non-Operating Income (Expenses):
    (124.7 )     88.8       (81.5 )     (121.5 )     13.2  
Financial Income (Expenses), Net
    (130.5 )     86.4       (89.4 )     (146.7 )     11.2  
Earnings (Losses) on Equity Investments
    5.8       2.4       7.8       25.2       2.0  
Income (Loss) Before taxes
    13.2       367.1       89.0       1,191.1       3,527.1  
Margin
    0.3 %     7.8 %     1.9 %     6.6 %     68.0 %
Income and Social Contribution Taxes
    (11.0 )     (126.2 )     (42.3 )     (414.5 )     (1,224.6 )
Minority Interest
    (1.7 )     10.7       (8.0 )     (5.0 )     (3.1 )
Net Income
    0.4       251.5       38.7       771.6       2,299.3  
Margin
    0.0 %     5.3 %     0.8 %     4.3 %     44.3 %
 
 
31 of 36

 
 
Balance Sheet
 
Balance Sheet
 
Jun'10
   
Sept'10
   
Dec'10
   
Mar'10
   
Jun'11
 
(in R$ million)
 
1Q'11
   
2Q'11
   
3Q'11
   
FY'11
   
1Q'12
 
Cash and Cash Equivalents
    1,054.9       988.4       1,136.9       1,254.1       1,278.2  
Restricted Cash
    51.3       76.0       276.2       187.9       60.2  
Trade Accounts Receivable
    619.1       760.0       657.5       594.9       825.2  
Derivative Financial Instruments
    144.5       166.0       180.0       55.7       60.2  
Inventories
    1,066.3       1,626.8       1,642.7       670.3       1,002.0  
Advances to Suppliers
    323.5       293.9       268.6       229.3       172.2  
Related Parties
    50.5       21.8       20.8       14.7       680.3  
Recoverable Taxes
    355.4       396.4       401.1       375.0       411.7  
Other Assets
    46.7       51.3       81.8       80.4       98.9  
Current Assets
    3,712.2       4,380.5       4,665.5       3,462.3       4,588.9  
Deferred Income and Social Contribution Taxes
    680.0       744.3       823.5       715.3       1,026.4  
Advances to Suppliers
    52.5       65.1       85.5       46.0       27.5  
Related Parties
    79.6       77.8       76.0       92.0       1,215.4  
Recoverable Taxes
    38.8       36.6       36.0       55.1       124.5  
Judicial Deposits
    168.9       173.6       180.9       218.4       372.5  
Other financial assets
    367.3       378.2       392.3       420.4       290.3  
Other Assets
    459.6       464.5       498.4       443.8       1,103.6  
Investments
    267.4       287.5       294.7       304.1       333.9  
Biological Assets
    932.8       873.6       894.8       1,561.1       795.1  
Property, Plant and Equipment
    6,360.3       6,432.0       6,799.9       7,980.5       8,260.0  
Intangible
    3,379.2       3,370.0       3,355.7       3,445.7       4,125.3  
Non-current Assets
    12,786.4       12,903.4       13,437.6       15,282.4       17,674.4  
Total Assets
    16,498.6       17,283.8       18,103.2       18,744.7       22,263.4  
Loans and Financings
    854.3       1,052.5       1,124.0       916.4       627.1  
Derivatives Financial Instruments
    37.4       96.1       379.0       132.3       94.3  
Trade Accounts Payable
    716.3       832.1       754.4       558.8       621.6  
Salaries Payable
    219.9       225.5       175.6       183.6       183.3  
Taxes and Social Contributions Payable
    197.4       239.2       218.8       245.3       247.1  
Dividendos a pagar
    116.6       7.0       7.0       190.3       195.7  
Related Parties
    120.1       66.0       74.6       41.2       186.8  
Other Liabilities
    189.4       198.4       180.3       189.6       273.1  
Current Liabilities
    2,451.3       2,716.7       2,913.8       2,457.4       2,428.9  
Loans and Financing
    5,322.7       5,310.8       5,961.7       6,274.9       3,699.4  
Taxes and Social Contributions Payable
    597.3       605.8       618.2       639.1       1,123.0  
Provision for Legal Proceedings
    625.0       642.9       650.1       666.3       940.8  
Earn-out provision
    -       -       225.0       -       -  
Related Parties
    -       -       -       4.4       371.2  
Pension Fund
    -       2.1       12.2       24.4       25.9  
Deferred Income and Social Contribution Taxe
    1,123.6       1,215.6       1,250.9       1,511.0       3,546.4  
Other Liabilities
    374.5       377.7       153.7       382.9       814.4  
Non-current Assets
    8,043.0       8,155.0       8,871.7       9,502.9       10,521.0  
Common stock
    4,687.8       4,691.1       4,691.1       4,691.8       4,691.8  
Treasury Stocks
    (4.2 )     (4.2 )     (19.4 )     (19.4 )     (19.4 )
Capital Reserve
    511.3       564.8       439.3       537.5       637.8  
Profits Reserve
    374.2       290.8       290.8       1,249.0       1,249.0  
Accumulated profits (losses)
    370.3       621.8       660.5       -       2,299.3  
Shareholders' Equity
    5,939.4       6,164.4       6,062.4       6,458.9       8,858.6  
Minority Shareholders' Interest
    64.9       247.8       255.3       325.5       454.9  
Shareholders' Equity
    6,004.3       6,412.1       6,317.7       6,784.3       9,313.4  
Total Shareholders' Equity and Liabilities
    16,498.6       17,283.8       18,103.2       18,744.7       22,263.4  
 
 
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Cash Flow
 
Statement of Cash Flows
 
Jun'10
   
Sept'10
   
Dec'10
   
Mar'10
   
Jun'11
 
(in R$ million)
 
1Q'11
   
2Q'11
   
3Q'11
   
FY'11
   
1Q'12
 
Net Income
    0.4       251.5       38.7       771.6       2,299.3  
Non-cash Adjustments:
    -       -       -       -       -  
Depreciation & Amortization
    176.7       265.4       227.1       742.3       256.5  
Biological Assets
    42.2       28.7       11.6       234.8       179.6  
Earnings (Losses) from Equity Investments
    (5.8 )     (2.4 )     (7.8 )     (25.2 )     (2.0 )
Losses (Gains) in Fixed Assets Disposals
    3.1       (11.8 )     2.1       (35.3 )     17.0  
Deferred Income and Social Contribution Taxes
    (0.7 )     104.4       16.4       329.1       1,197.8  
Judicial demands' provision
    10.7       18.9       (3.3 )     26.9       33.1  
Minority Shareholders' Interest
    1.7       (10.7 )     8.0       5.0       3.1  
Interest, monetary and exchange variations, net
    153.7       (62.2 )     53.2       238.5       (33.7 )
Joint Venture formation income (expenses)
    -       -       -       -       (3,315.1 )
Gain on tax recovery program
    -       -       -       -       -  
Capital gains
    -       (223.1 )     -       -       -  
Other Non-cash Items
    19.4       206.9       (0.9 )     7.5       5.2  
                                         
Variation on Assets and Liabilities
    252.2       (692.8 )     (299.3 )     -       -  
Trade Accounts receivable
    153.3       (153.4 )     135.5       164.7       (123.3 )
Restricted Cash
    -       -       -       (143.0 )     113.5  
Inventory
    (217.9 )     (370.4 )     (112.8 )     84.6       (480.0 )
Related Parties
    -       -       -       (50.1 )     (1,747.4 )
Advances to Suppliers
    (76.7 )     16.9       4.9       16.8       (122.1 )
Trade Accounts payable
    180.8       115.8       (77.7 )     (32.4 )     241.2  
Salaries payable
    78.3       5.6       (49.9 )     36.2       110.9  
Derivative Financial Instruments
    70.7       (214.6 )     (108.4 )     13.3       (79.8 )
Taxes and Social Contributions Payable
    (29.0 )     34.2       (23.2 )     -       908.8  
Other assets and liabilities, net
    92.7       (127.0 )     (67.8 )     (48.3 )     429.6  
                                         
Cash Flow from Operating Activities
    653.7       (127.2 )     45.8       2,337.1       (107.6 )
                                         
                                         
Aquisitions, net of aquired cash and advances for future capital increases
    -       -       -       (157.3 )     -  
Contributed cash to Raízen's formation
    -       -       -       -       (173.1 )
Dividends
    -       -       -       -       -  
Additions on Investments, Net of Cash Received
    (3.7 )     (39.2 )     21.5       -       -  
Additions on Property, Plant and Equipment
    (754.8 )     (398.9 )     (548.8 )     (2,291.6 )     (491.5 )
Biological Assets expenses
    -       -       -       (745.6 )     (217.2 )
Cash Received on Sale of aviation fuels business
    -       -       -       -       -  
Cash Received on Sale of other Fixed Assets
    0.7       17.2       2.2       48.8       -  
Cash Received on Aquisitions or Mergers
    -       -       -       -       -  
Cash Flow from Investment Activities
    (757.9 )     (420.8 )     (525.1 )     (3,145.7 )     (881.8 )
                                         
                                         
Additions of Debt
    642.4       495.9       1,101.2       2,719.5       1,281.1  
Payments of Principal and Interest on Debt
    (561.6 )     (224.7 )     (458.2 )     (1,967.9 )     (407.5 )
Capital Increase
    -       -       -       4.0       -  
Capital Increase by noncontrolling interests
    -       403.3       -       400.0       139.9  
Treasury Stock
    -       -       (15.2 )     (15.2 )     -  
Dividends
    -       (193.0 )     -       (193.1 )     -  
Related Parties
    -       -       -       37.1       -  
Cash Flows from Financing Activities
    80.7       481.5       627.8       984.3       1,013.5  
                                         
Total Cash Flow
    (23.5 )     (66.5 )     148.5       175.7       24.1  
                                         
Cash & Equivalents, Beginning
    1,078.4       1,054.9       988.4       1,078.4       1,254.1  
Cash & Equivalents, Closing
    1,054.9       988.4       1,136.9       1,254.1       1,278.2  
 
 
33 of 36

 
 
G. Cosan Ltd.


Financial Statements

Income Statement
 
Jun'10
   
Sept'10
   
Dec'10
   
Mar'10
   
Jun'11
 
(in R$ million)
 
1Q'11
   
2Q'11
   
3Q'11
   
FY'11
   
1Q'12
 
Net Operating Revenue
    3,999.6       4,716.1       4,738.4       18,063.5       5,188.0  
Cost of Goods Sold and Services Rendered
    (3,522.7 )     (3,995.2 )     (4,160.0 )     (15,150.1 )     (4,600.0 )
Gross Profit
    476.9       720.9       578.5       2,913.4       588.0  
Margin
    11.9 %     15.3 %     12.2 %     16.1 %     11.3 %
Operating Income (Expenses):
    (339.7 )     (443.9 )     (409.2 )     (1,605.3 )     2,481.6  
Selling
    (216.1 )     (265.5 )     (271.9 )     (1,026.0 )     (261.2 )
General and Administrative
    (121.3 )     (139.3 )     (133.7 )     (545.5 )     (150.5 )
Other Operating Income (Expenses), Net
    (2.3 )     (39.1 )     (3.6 )     (33.8 )     22.0  
Gain on tax recovery program
    -       -       -       -       -  
Joint Venture formation income (expenses)
    -       -       -       -       2,871.2  
Operating Income (Loss)
    137.2       277.0       169.3       1,308.1       3,069.5  
Non-Operating Income (Expenses):
    (129.0 )     87.9       (81.2 )     (126.0 )     13.5  
Financial Income (Expenses), Net
    (134.8 )     85.6       (89.0 )     (151.1 )     11.6  
Earnings (Losses) on Equity Investments
    5.8       2.4       7.8       25.2       2.0  
Income (Loss) Before taxes
    8.2       364.9       88.1       1,182.2       3,083.1  
Margin
    0.2 %     7.7 %     1.9 %     6.5 %     59.4 %
Income and Social Contribution Taxes
    (11.0 )     (126.2 )     (42.3 )     (414.5 )     (1,224.6 )
Minority Interest
    (1.9 )     (85.2 )     (22.7 )     (296.8 )     (873.0 )
Net Income
    (4.7 )     153.4       23.1       470.9       985.5  
Margin
    -0.1 %     3.3 %     0.5 %     2.6 %     19.0 %

 
34 of 36

 
 
Balance Sheet

Balance Sheet
 
Jun'10
   
Sept'10
   
Dec'10
   
Mar'10
   
Jun'11
 
(in R$ million)
 
1Q'11
   
2Q'11
   
3Q'11
   
FY'11
   
1Q'12
 
Cash and Cash Equivalents
    1,083.4       1,009.0       1,155.6       1,271.8       1,295.3  
Restricted Cash
    51.3       76.0       276.2       187.9       60.2  
Trade Accounts Receivable
    619.1       760.0       657.5       594.9       825.2  
Derivative Financial Instruments
    144.5       166.0       180.0       55.7       60.2  
Inventories
    1,066.3       1,626.8       1,642.7       670.3       1,002.0  
Advances to Suppliers
    323.5       293.9       268.6       229.3       172.2  
Related Parties
    50.5       21.8       20.8       14.7       680.3  
Recoverable Taxes
    355.4       396.4       401.1       375.0       411.7  
Other Assets
    47.5       51.6       82.5       81.0       99.0  
Current Assets
    3,741.5       4,401.3       4,685.0       3,480.6       4,606.2  
Deferred Income and Social Contribution Taxes
    680.0       744.3       823.5       715.3       1,026.4  
Advances to Suppliers
    52.5       65.1       85.5       46.0       27.5  
Related Parties
    79.6       77.8       76.0       92.0       1,215.4  
Recoverable Taxes
    38.8       36.6       36.0       55.1       124.5  
Judicial Deposits
    168.9       173.6       180.9       218.4       372.5  
Other financial assets
    367.3       378.2       392.3       420.4       290.3  
Other Assets
    464.4       470.9       504.4       449.3       1,108.3  
Investments
    267.4       287.5       294.7       304.1       333.9  
Biological Assets
    932.8       873.6       894.8       1,561.1       795.1  
Property, Plant and Equipment
    6,360.3       6,432.0       6,799.9       7,980.5       8,260.0  
Intangible
    3,823.1       3,813.9       3,799.6       3,889.6       4,125.3  
Non-current Assets
    13,235.1       13,353.7       13,887.6       15,731.8       17,679.2  
Total Assets
    16,976.6       17,755.0       18,572.6       19,212.4       22,285.3  
Loans and Financings
    899.4       1,094.9       1,165.7       957.1       666.1  
Derivatives Financial Instruments
    37.4       96.1       379.0       132.3       94.3  
Trade Accounts Payable
    716.3       832.1       754.4       558.8       621.6  
Salaries Payable
    219.9       225.5       175.6       183.6       183.3  
Taxes and Social Contributions Payable
    197.4       239.2       218.8       245.3       247.1  
Dividendos a pagar
    44.0       2.2       2.0       72.2       82.9  
Related Parties
    120.1       66.0       74.6       41.2       186.8  
Other Liabilities
    190.0       199.2       181.1       190.4       273.8  
Current Liabilities
    2,424.4       2,755.1       2,951.2       2,380.8       2,355.9  
Loans and Financing
    5,322.7       5,310.8       5,961.7       6,274.9       3,699.4  
Taxes and Social Contributions Payable
    597.3       605.8       618.2       639.1       1,123.0  
Provision for Legal Proceedings
    625.0       642.9       650.1       666.3       940.8  
Earn-out provision
    -       -       -       -       -  
Related Parties
    -       -       -       4.4       371.2  
Pension Fund
    0.0       2.1       12.2       24.4       25.9  
Deferred Income and Social Contribution Taxes
    1,123.6       1,215.6       1,250.9       1,511.0       3,546.4  
Other Liabilities
    374.5       377.7       378.7       382.9       814.4  
Non-current Assets
    8,043.0       8,155.0       8,871.7       9,502.9       10,521.0  
Common stock
    5.3       5.3       5.3       5.3       5.3  
Capital Reserve
    3,667.1       3,695.7       3,608.5       3,668.2       3,725.5  
Profits Reserve
    -       -       -       -       1,872.5  
Accumulated profits (losses)
    531.0       565.1       588.2       887.3       -  
Shareholders' Equity
    4,203.4       4,266.2       4,202.0       4,560.9       5,603.3  
Minority Shareholders' Interest
    2,305.9       2,578.7       2,547.7       2,767.8       3,805.0  
Shareholders' Equity
    6,509.3       6,844.9       6,749.7       7,328.7       9,408.4  
Total Shareholders' Equity and Liabilities
    16,976.6       17,755.0       18,572.6       19,212.4       22,285.3  

 
35 of 36

 
 
Cash Flow

Statement of Cash Flows
 
Jun'10
   
Sept'10
   
Dec'10
   
Mar'10
   
Jun'11
 
(in R$ million)
 
1Q'11
   
2Q'11
   
3Q'11
   
FY'11
   
1Q'12
 
Net Income
    (4.7 )     153.4       23.1       470.9       985.2  
Non-cash Adjustments:
    -       -       -       -       -  
Depreciation & Amortization
    176.7       265.4       227.1       742.3       256.5  
Biological Assets
    42.2       28.7       11.6       234.8       179.6  
Earnings (Losses) from Equity Investments
    (5.8 )     (2.4 )     (7.8 )     (25.2 )     (1.9 )
Losses (Gains) in Fixed Assets Disposals
    3.1       (11.8 )     2.1       (35.3 )     17.0  
Goodwill write off aviation business
                                       
Deferred Income and Social Contribution Taxes
    (0.7 )     104.4       16.4       329.1       1,197.8  
Judicial demands' provision
    10.7       18.9       (3.3 )     26.9       33.1  
Minority Shareholders' Interest
    1.9       85.2       22.7       296.8       872.9  
Interest, monetary and exchange variations, net
    154.3       (64.9 )     52.5       238.5       (27.6 )
Joint Venture formation income (expenses)
    -       -       -       -       (2,871.2 )
Gain on tax recovery program
    -       -       -       -       -  
Capital gains
    -       (220.9 )     -       -       -  
Other Non-cash Items
    19.4       204.7       (0.9 )     7.5       3.5  
                                         
Variation on Assets and Liabilities
    -       -       -       -       -  
Trade Accounts receivable
    153.3       (153.4 )     135.5       164.7       (123.3 )
Restricted Cash
    -       -       -       (143.0 )     113.5  
Judicial Deposits
    -       -       -       -       (108.1 )
Inventory
    (217.9 )     (370.4 )     (112.8 )     84.6       (480.0 )
Related Parties
    -       -       -       -       (1,747.4 )
Advances to Suppliers
    (76.7 )     16.9       4.9       16.8       (122.1 )
Trade Accounts payable
    180.8       115.8       (77.7 )     (32.4 )     241.2  
Salaries payable
    78.3       5.6       (49.9 )     36.2       110.9  
Derivative Financial Instruments
    70.7       (214.6 )     (108.4 )     13.3       908.8  
Taxes and Social Contributions Payable
    (29.0 )     34.2       (23.2 )     (50.1 )     (79.2 )
Other assets and liabilities, net
    93.3       (126.8 )     (68.2 )     (49.2 )     532.4  
                                         
Cash Flow from Operating Activities
    649.7       (125.8 )     43.8       2,327.2       (108.2 )
                                         
                                         
Aquisitions, net of aquired cash and advances for future capital increases
    -       -       -       (157.3 )     -  
Contributed cash to Raízen's formation
    -       -       -       -       (173.1 )
Dividends
    -       -       -       -       -  
Additions on Investments, Net of Cash Received
    (3.7 )     (39.2 )     21.5       -       (491.5 )
Additions on Property, Plant and Equipment
    (754.8 )     (398.9 )     (548.8 )     (2,291.6 )     (217.2 )
Sugarcane planting and growing costs
    -       -       -       (745.6 )     -  
Cash Received on Sale of aviation fuels business
    -       -       -       -       -  
Cash Received on Sale of other Fixed Assets
    0.7       17.2       2.2       48.8       -  
Cash Received on Aquisitions or Mergers
    -       -       -       -       -  
Cash Flow from Investment Activities
    (757.9 )     (420.8 )     (525.1 )     (3,145.7 )     (881.8 )
                                         
                                         
Additions of Debt
    642.4       495.9       1,101.2       2,719.5       1,281.1  
Payments of Principal and Interest on Debt
    (561.6 )     (224.7 )     (458.2 )     (1,971.6 )     (407.5 )
Capital Increase
    -       -       -       4.0       -  
Capital Increase by noncontrolling interests
    -       403.3       -       400.0       139.9  
Treasury Stock
    -       -       (15.2 )     (15.2 )     -  
Dividends
    -       (192.4 )     -       (193.1 )     -  
Related Parties
    -       -       -       37.1       -  
Exchange rate variation excluding Cash and Cash Equivalents
    0.0       (3.8 )     0.2                  
Cash Flows from Financing Activities
    80.8       478.3       627.9       979.5       1,013.5  
                                         
Total Cash Flow
    (27.4 )     (68.3 )     146.7       161.0       23.5  
                                         
Cash & Equivalents, Beginning
    1,110.8       1,083.4       1,009.0       1,110.8       1,271.8  
Cash & Equivalents, Closing
    1,083.4       1,015.1       1,155.6       1,271.8       1,295.3  
 
 
36 of 36

 
 
 
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.
 

 
   
COSAN LIMITED
 
       
       
Date:
August 16, 2011
 
By:
/s/ Marcelo Eduardo Martins
 
       
Name:
Marcelo Eduardo Martins
 
       
Title:
Chief Financial Officer and Investor Relations Officer