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MarketScreener Homepage  >  Equities  >  Bolsa de Valores de Sao Paulo  >  Telefônica Brasil S.A.    VIVT4   BRVIVTACNPR7

TELEFÔNICA BRASIL S.A.

(VIVT4)
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Telefonica Brasil : 21/02/2019 20-F - 2018

02/21/2019 | 08:33am EST

As filed with the Securities and Exchange Commission on February 21, 2019

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ____________________

FORM 20-F

(Mark One)

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2018

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 001-14475

TELEFÔNICA BRASIL S.A.

(Exact name of Registrant as specified in its charter)

TELEFÔNICA BRAZIL S.A.

(Translation of Registrant's name into English)

Federative Republic of Brazil (Jurisdiction of incorporation or organization)

Avenida Engenheiro Luis Carlos Berrini, 1376, 32º andar

04571-936 São Paulo, SP, Brazil

(Address of principal executive offices)

David Melcon Sanchez-Friera

Telephone +55 11 3430 3687

Avenida Engenheiro Luis Carlos Berrini, 1376, CEP 04571-936, São Paulo, SP, Brazil

Email:ir.br@telefonica.com

(Name, Telephone, Email and/or Facsimile and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class

Name of each exchange on which registered

Preferred Shares, without par value

New York Stock Exchange*

American Depositary Shares (as evidenced by American Depositary

New York Stock Exchange

Receipts), each representing one share of Preferred Stock

____________________

* Not for trading purposes, but only in connection with the registration on the New York Stock Exchange of American Depositary Shares representing those Preferred Shares.

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report.

The number of outstanding shares of each class (excluding treasury shares) as of December 31, 2018 was:

Number of Shares Outstanding (excludingTitle of Class

treasury shares)

Shares of Common Stock Shares of Preferred Stock

569,354,053 1,119,339,723

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes

No

Note - Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files):

Yes

No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filers," and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer

Accelerated Filer

Non-accelerated Filer

Emerging Growth Company

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.

† The term "new or revised financial accounting standard" refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP

International Financial Reporting Standards as issued by the International Accounting Standards Board

Other

If "Other" has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

Item 17

Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes

No

TABLE OF CONTENTS

_________________________

PAGE

PART I

1

ITEM 1.

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

1

ITEM 2.

OFFER STATISTICS AND EXPECTED TIMETABLE

1

ITEM 3.

KEY INFORMATION

1

ITEM 4.

INFORMATION ON THE COMPANY

18

ITEM 4A.

UNRESOLVED STAFF COMMENTS

58

ITEM 5.

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

58

ITEM 6.

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

77

ITEM 7.

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

93

ITEM 8.

FINANCIAL INFORMATION

95

ITEM 9.

THE OFFER AND LISTING

105

ITEM 10.

ADDITIONAL INFORMATION

108

ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

134

ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

134

PART II

136

ITEM 13.

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

136

ITEM 14.

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

136

ITEM 15.

CONTROLS AND PROCEDURES

136

ITEM 16.

[RESERVED]

137

ITEM 16A.

AUDIT COMMITTEE FINANCIAL EXPERT

137

ITEM 16B.

CODE OF ETHICS

137

ITEM 16C.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

138

ITEM 16D.

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES PROCEDURES

138

ITEM 16E.

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

139

ITEM 16F.

CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

140

ITEM 16G.

CORPORATE GOVERNANCE

140

ITEM 16H.

MINE SAFETY DISCLOSURE

142

PART III

143

ITEM 17.

FINANCIAL STATEMENTS

143

ITEM 18.

FINANCIAL STATEMENTS

143

ITEM 19.

EXHIBITS

143

147

149

GLOSSARY OF TELECOMMUNICATIONS TERMS SIGNATURES

i

INTRODUCTION

References in this annual report to "Telefônica Brasil," "we," "our," "us," "our company" and "the company" are to Telefônica Brasil S.A. and its consolidated subsidiaries (unless the context otherwise requires). All references in this annual report to:

  • "ADRs" are to the American Depositary Receipts evidencing our ADSs;

  • "ADSs" are to our American Depositary Shares, each representing one share of our non-voting preferred stock;

  • "ANATEL" are to Agência Nacional de Telecomunicações - ANATEL, the Brazilian telecommunications regulatory agency;

  • "B3" are to B3 S.A. - Brasil, Bolsa, Balcão, the São Paulo stock exchange and a Brazil-based financial market infrastructure provider;

  • "BNDES" are to Banco Nacional de Desenvolvimento Econômico e Social, the Brazilian Development Bank;

  • "Brazil" are to the Federative Republic of Brazil;

  • "Brazilian Corporate Law" are to Law No. 6,404 of December 15, 1976, as amended;

  • "CADE" are to Conselho Administrativo de Defesa Econômica, the Brazilian competition authority;

  • "CDI" are to Certificado de Depósito Interbancário, the Certificate for Interbank Deposits;

  • "Celular CRT" are to Celular CRT Participações S.A. and its consolidated subsidiaries, formerly Vivo subsidiaries before Vivo's corporate restructuring;

  • "Central Bank" are to the Banco Central do Brasil, the Brazilian Central Bank;

  • "CMN" are to the Conselho Monetário Nacional, the Brazilian Monetary Council;

  • "CTBC Telecom" are to Companhia de Telecomunicações do Brasil Central;

  • "CVM" are to the Comissão de Valores Mobiliários, the Brazilian Securities Commission;

  • "Federal District" are to Distrito Federal, the federal district where Brasilia, the capital of Brazil, is located;

  • "FGV" are to the Fundação Getúlio Vargas, an economic private organization;

  • "General Telecommunications Law" are to Lei Geral de Telecomunicações, as amended, the law which regulates the telecommunications industry in Brazil;

  • "Global Telecom" are to Global Telecom S.A., formerly a Vivo subsidiary before Vivo's corporate restructuring;

  • "GVT" are to Operating GVT and GVTPar, collectively, formerly wholly-owned subsidiaries of Telefônica Brasil prior to our 2016 corporate restructuring;

  • "GVTPar" are to GVT Participações S.A., a formerly wholly owned subsidiary of Telefônica Brasil prior to our 2016 corporate restructuring;

  • "IASB" are to International Accounting Standards Board;

ii

  • "IBGE" are to Instituto Brasileiro de Geografia e Estatística, the Brazilian Institute of Geography and Statistics;

  • "IFRS" are to International Financial Reporting Standards, as issued by the IASB;

  • "IGP-DI" are to the Índice Geral de Preços - Disponibilidade Interna, an inflation index developed by the FGV used by fixed broadband and mobile service providers to adjust their prices;

  • "IGP-M" are to the Índice Geral de Preços ao Mercado, an inflation index developed by the FGV used by TV and cable service providers to adjust their prices;

  • "IOF Tax" are to Imposto sobre Operações de Crédito, Câmbio e Seguros, a tax on credit, exchange and insurance transactions;

  • "IPCA" are to Índice Nacional de Preços ao Consumidor Amplo, the consumer price index, published by the IBGE;

  • "IST" are to Índice de Serviços de Telecomunicações, the inflation index of the telecommunications sector;

  • "NYSE" are to the New York Stock Exchange;

  • "Operating GVT" are to Global Village Telecom S.A., a formerly wholly owned subsidiary of Telefônica Brasil prior to our 2016 corporate restructuring;

  • "Real," "reais" or R$ are to the Brazilian real, the official currency of Brazil;

  • "SEC" are to the U.S. Securities and Exchange Commission;

  • "TData" are to Telefônica Data S.A., a formerly wholly owned subsidiary of Telefônica Brasil prior to our 2018 corporate restructuring;

  • "Telebrás" are to Telecomunicações Brasileiras S.A.-Telebrás;

  • "Telefonica" or are to Telefonica S.A., our parent company;

  • "Terra Networks" are to Terra Networks Brasil S.A., a wholly owned subsidiary of Telefônica Brasil; Terra Networks provides digital services and advertising;

  • "TJLP" are to Taxa de Juros de Longo Prazo, or long-term interest rate;

  • "UMBNDES" are to a monetary unit of the BNDES, consisting of a currency basket of BNDES debt obligations in foreign currencies, which are mostly denominated in U.S. dollars;

  • "U.S. dollar," "U.S. dollars" or "US$" are to U.S. dollars, the official currency of the United States;

  • "Vivo" are to Vivo S.A., a formerly wholly owned subsidiary of Telefônica Brasil, which conducted cellular operations including SMP (as defined in the Glossary of Telecommunication Terms), nationwide; and

  • "Vivo Participações" are to Vivo Participações S.A. (formerly TELESP Celular Participações S.A.) and its consolidated subsidiaries (unless the context otherwise requires).

Unless otherwise specified, data relating to the Brazilian telecommunications industry included in this annual report was obtained from ANATEL.

The "Glossary of Telecommunications Terms" that begins on page 147 provides the definition of certain technical terms used in this annual report.

iii

Disclaimer

Telefônica Brasil SA published this content on 21 February 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 21 February 2019 13:32:03 UTC


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Financials
Sales 2020 42 583 M 8 157 M 8 157 M
Net income 2020 4 661 M 893 M 893 M
Net Debt 2020 8 480 M 1 624 M 1 624 M
P/E ratio 2020 16,0x
Yield 2020 6,84%
Capitalization 77 663 M 14 772 M 14 876 M
EV / Sales 2020 2,02x
EV / Sales 2021 1,98x
Nbr of Employees 32 793
Free-Float 49,1%
Chart TELEFÔNICA BRASIL S.A.
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Telefônica Brasil S.A. Technical Analysis Chart | VIVT4 | BRVIVTACNPR7 | MarketScreener
Technical analysis trends TELEFÔNICA BRASIL S.A.
Short TermMid-TermLong Term
TrendsBullishBearishBearish
Income Statement Evolution
Consensus
Sell
Buy
Mean consensus BUY
Number of Analysts 2
Average target price 59,00 BRL
Last Close Price 45,47 BRL
Spread / Highest target 36,4%
Spread / Average Target 29,8%
Spread / Lowest Target 23,2%
EPS Revisions
Managers
NameTitle
Christian Mauad Gebara Chief Executive Officer & Director
Eduardo Navarro de Carvalho Chairman
David Melcon Sanchez-Friera Chief Financial & Investor Relations Officer
Francisco Javier de Paz Mancho Director
Luiz Fernando Furlán Director
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