FORM 6-K
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
dated February28, 2020
Commission File Number 1-15148
BRF S.A.
(Exact Name as Specified in its Charter)
N/A
(Translation of Registrant’s Name)
8501, Av. das Naçoes Unidas, 1st Floor
Pinheiros-05425-070-São Paulo – SP, Brazil
(Address of principal executive offices) (Zip code)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(1):
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):
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.
* * *
This material includes certain forward-looking statements that are based principally on current expectations and on projections of future events and financial trends that currently affect or might affect the Company’s business, and are not guarantees of future performance. These forward-looking statements are based on management’s expectations, which involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the Company’s control and any of which could cause actual financial condition and results of operations to differ materially fom those set out in the Company’s forward-looking statements. You are cautioned not to put undue reliance on such forward-looking statements. The Company undertakes no obligation, and expressly disclaims any obligation, to update or revise any forward-looking statements. The risks and uncertainties relating to the forward-looking statements in this Report on Form 6-K, including Exhibit 1 hereto, include those described under the captions “Forward-Looking Statements” and “Item 3. Key Information — D. Risk Factors” in the Company’s annual report on Form 20-F for the year ended December 31, 2012.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: February 28, 2020 |
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| BRF S.A. | ||
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| By: | /s/ Carlos Alberto Bezerra de Moura | |
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| Name: | Carlos Alberto Bezerra de Moura |
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| Title: | Chief Financial and Investor Relations Officer
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EXHIBIT INDEX
Index
STATEMENT OF FINANCIAL POSITION | ||
STATEMENT OF INCOME (LOSS) | ||
STATEMENT OF COMPREHENSIVE INCOME (LOSS) | ||
STATEMENT OF CHANGES IN EQUITY | ||
STATEMENT OF CASH FLOWS | ||
STATEMENT OF VALUE ADDED | ||
MANAGEMENT REPORT | ||
COMPANY’S OPERATIONS | 34 | |
BASIS OF PREPARATION AND PRESENTATION OF FINANCIAL STATEMENTS | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
CASH AND CASH EQUIVALENTS | ||
MARKETABLE SECURITIES | ||
TRADE ACCOUNTS RECEIVABLE AND OTHER RECEIVABLES | ||
INVENTORIES | ||
BIOLOGICAL ASSETS | ||
RECOVERABLE TAXES | ||
INCOME AND SOCIAL CONTRIBUTION TAXES | ||
JUDICIAL DEPOSITS | ||
ASSETS AND LIABILITIES HELD FOR SALE AND DISCONTINUED OPERATIONS | ||
INVESTMENTS IN AFFILIATES, ASSOCIATES AND JOINT VENTURES | ||
PROPERTY, PLANT AND EQUIPMENT, NET | ||
INTANGIBLE ASSETS | ||
LOANS AND FINANCING | ||
TRADE ACCOUNTS PAYABLE | ||
SUPPLY CHAIN FINANCE | ||
LEASES | ||
SHARE-BASED PAYMENT | ||
EMPLOYEES BENEFITS PLANS | ||
PROVISION FOR TAX, CIVIL, LABOR AND OTHER RISKS | ||
SHAREHOLDERS’ EQUITY | ||
EARNINGS (LOSS) PER SHARE | ||
FINANCIAL INSTRUMENTS AND RISKS MANAGEMENT | ||
SEGMENT INFORMATION | ||
NET SALES |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
2
OTHER OPERATING INCOME (EXPENSES), NET | ||
FINANCIAL INCOME (EXPENSES), NET | ||
STATEMENT OF INCOME BY NATURE | ||
RELATED PARTIES – PARENT COMPANY | ||
GOVERNMENT GRANTS | ||
COMMITMENTS | ||
INSURANCE COVERAGE - CONSOLIDATED | ||
TRANSACTIONS THAT DO NOT INVOLVE CASH | ||
APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS | ||
COMMENTARY ABOUT THE COMPANY PROJECTIONS BEHAVIOR | ||
OPINION OF THE FISCAL COUNCIL | ||
SUMMARIZED ANNUAL REPORT OF THE AUDIT AND INTEGRITY COMMITTEE | ||
STATUTORY AUDIT COMMITTEE OPINION | ||
OPINION OF EXECUTIVE BOARD ON THE CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITOR’S REPORT | ||
INDEPENDENT AUDITOR’S REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
3
STATEMENT OF FINANCIAL POSITION
|
|
| Parent company |
| Consolidated |
|
|
| Parent company |
| Consolidated | |||||||||
ASSETS | Note |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | LIABILITIES | Note |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | |
CURRENT ASSETS |
|
|
| CURRENT LIABILITIES |
|
|
| |||||||||||||
Cash and cash equivalents | 4 |
| 1,368,980 |
| 3,826,698 |
| 4,237,785 |
| 4,869,562 | Loans and borrowings | 16 |
| 3,033,034 |
| 3,689,173 |
| 3,132,029 |
| 4,547,389 | |
Marketable securities | 5 |
| 396,994 |
| 303,613 |
| 418,182 |
| 507,035 | Trade accounts payable | 17 |
| 5,270,762 |
| 4,779,752 |
| 5,784,419 |
| 5,487,205 | |
Trade and other receivables | 6 |
| 6,153,937 |
| 5,391,145 |
| 3,090,691 |
| 2,720,041 | Supply chain finance | 18 |
| 842,037 |
| 875,300 |
| 842,037 |
| 875,300 | |
Inventories | 7 |
| 2,786,147 |
| 2,916,873 |
| 3,887,916 |
| 3,877,294 | Lease liability | 19 |
| 313,058 |
| 75,712 |
| 376,628 |
| 75,712 | |
Biological assets | 8 |
| 1,545,127 |
| 1,459,804 |
| 1,603,039 |
| 1,513,133 | Payroll, related charges and employee profit sharing |
|
| 754,032 |
| 581,537 |
| 825,254 |
| 618,669 | |
Recoverable taxes | 9 |
| 274,480 |
| 340,116 |
| 473,732 |
| 560,389 | Tax payable |
|
| 268,193 |
| 262,055 |
| 517,208 |
| 402,971 | |
Recoverable income tax and social contribution | 9 |
| 40,291 |
| 410,340 |
| 152,486 |
| 506,483 | Derivative financial instruments | 25 |
| 151,722 |
| 224,331 |
| 153,612 |
| 235,035 | |
Derivative financial instruments | 25 |
| 193,740 |
| 177,344 |
| 195,324 |
| 182,339 | Provision for tax, civil and labor risks | 22 |
| 1,081,103 |
| 491,756 |
| 1,084,308 |
| 495,584 | |
Restricted cash |
|
| 296,294 |
| 256,284 |
| 296,294 |
| 277,321 | Employee benefits | 21 |
| 87,996 |
| 91,010 |
| 95,919 |
| 94,728 | |
Assets held for sale | 12 |
| 16,671 |
| 371,187 |
| 99,245 |
| 3,326,305 | Advances from related parties | 31 |
| 5,364,164 |
| 3,416,713 |
| - |
| - | |
Other current assets |
|
| 495,743 |
| 534,655 |
| 590,733 |
| 690,998 | Liabilities directly associated with the assets held for sale | 12 |
| - |
| 13 |
| - |
| 1,131,529 | |
|
|
|
|
|
|
|
|
|
| Other current liabilities |
|
| 329,166 |
| 369,850 |
| 512,591 |
| 524,518 | |
Total current assets | 13,568,404 |
| 15,988,059 |
| 15,045,427 |
| 19,030,900 | Total current liabilities | 17,495,267 |
| 14,857,202 |
| 13,324,005 |
| 14,488,640 | |||||
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| |||||||||||||||
NON-CURRENT ASSETS |
|
|
| NON-CURRENT LIABILITIES |
|
|
| |||||||||||||
LONG-TERM RECEIVALBLES |
|
|
|
|
|
|
|
|
| Loans and borrowings | 16 |
| 13,395,970 |
| 15,354,273 |
| 15,488,250 |
| 17,618,055 | |
Marketable securities | 5 |
| 14,891 |
| 178,264 |
| 307,352 |
| 290,625 | Trade accounts payable | 17 |
| 12,347 |
| 12,803 |
| 12,347 |
| 12,803 | |
Trade and other receivables | 6 |
| 71,029 |
| 96,923 |
| 71,029 |
| 96,922 | Lease liability | 19 |
| 1,939,494 |
| 167,041 |
| 2,054,552 |
| 167,041 | |
Recoverable taxes | 9 |
| 5,167,016 |
| 3,140,000 |
| 5,169,547 |
| 3,142,547 | Tax payable |
|
| 190,257 |
| 162,240 |
| 190,257 |
| 162,239 | |
Recoverable income tax and social contribution | 9 |
| 264,428 |
| 6,809 |
| 269,263 |
| 7,246 | Provision for tax, civil and labor risks | 22 |
| 709,760 |
| 854,329 |
| 710,061 |
| 854,667 | |
Deferred income taxes | 10 |
| 1,808,494 |
| 1,517,576 |
| 1,845,862 |
| 1,519,652 | Deferred income tax | 10 |
| - |
| - |
| 85,310 |
| 65,774 | |
Judicial deposits | 11 |
| 575,681 |
| 669,098 |
| 575,750 |
| 669,098 | Liabilities with related parties | 31 |
| 960,056 |
| 1,169,507 |
| - |
| - | |
Biological assets | 8 |
| 1,016,642 |
| 999,396 |
| 1,081,025 |
| 1,061,314 | Employee benefits | 21 |
| 506,791 |
| 313,355 |
| 593,555 |
| 373,423 | |
Receivables from related parties | 31 |
| 234 |
| - |
| - |
| - | Derivative financial instruments | 25 |
| 3 |
| - |
| 3 |
| - | |
Derivative financial instruments | 25 |
| 49,991 |
| - |
| 49,991 |
| - | Other non-current liabilities |
|
| 482,109 |
| 425,608 |
| 1,093,942 |
| 1,107,958 | |
Restricted cash |
|
| - |
| 584,300 |
| - |
| 584,300 |
|
|
|
|
|
|
|
|
|
| |
Other non-current assets |
|
| 78,516 |
| 72,116 |
| 85,537 |
| 177,372 |
|
|
|
|
|
| |||||
Total long-term receivables | 9,046,922 |
| 7,264,482 |
| 9,455,356 |
| 7,549,076 | Total non-current liabilities | 18,196,787 |
| 18,459,156 |
| 20,228,277 |
| 20,361,960 | |||||
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|
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|
|
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|
|
| EQUITY | 23 |
|
|
| |||||||||||||
|
|
| Capital |
|
| 12,460,471 |
| 12,460,471 |
| 12,460,471 |
| 12,460,471 | ||||||||
|
|
| Capital reserves |
|
| 192,845 |
| 115,354 |
| 192,845 |
| 115,354 | ||||||||
Investments | 13 |
| 6,499,517 |
| 4,043,558 |
| 14,880 |
| 86,005 | Accumulated losses |
|
| (3,996,985) |
| (4,279,003) |
| (3,996,985) |
| (4,279,003) | |
Property, plant and equipment, net | 14 |
| 11,333,302 |
| 9,831,173 |
| 12,276,889 |
| 10,696,998 | Treasury shares |
|
| (38,239) |
| (56,676) |
| (38,239) |
| (56,676) | |
Intangible assets | 15 |
| 3,139,532 |
| 3,153,713 |
| 4,908,079 |
| 5,019,398 | Other comprehensive loss |
|
| (722,469) |
| (1,275,519) |
| (722,469) |
| (1,275,519) | |
|
|
| Attributable to controlling shareholders |
|
| 7,895,623 |
| 6,964,627 |
| 7,895,623 |
| 6,964,627 | ||||||||
|
|
| Non-controlling interests |
|
| - |
| - |
| 252,726 |
| 567,150 | ||||||||
Total non-current assets | 30,019,273 |
| 24,292,926 |
| 26,655,204 |
| 23,351,477 | Total equity | 7,895,623 |
| 6,964,627 |
| 8,148,349 |
| 7,531,777 | |||||
|
|
|
|
|
| |||||||||||||||
TOTAL ASSETS | 43,587,677 |
| 40,280,985 |
| 41,700,631 |
| 42,382,377 | TOTAL LIABILITIES AND EQUITY | 43,587,677 |
| 40,280,985 |
| 41,700,631 |
| 42,382,377 |
See accompanying notes to the financial statements.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
4
STATEMENT OF INCOME (LOSS)
|
|
| Parent company |
| Consolidated | ||||
| Note |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
CONTINUING OPERATIONS |
|
|
| ||||||
NET SALES | 27 |
| 28,746,067 |
| 24,459,546 |
| 33,446,980 |
| 30,188,421 |
Cost of sales | 30 |
| (22,747,326) |
| (21,606,445) |
| (25,370,042) |
| (25,320,753) |
GROSS PROFIT |
|
| 5,998,741 |
| 2,853,101 |
| 8,076,938 |
| 4,867,668 |
OPERATING INCOME (EXPENSES) |
|
|
|
|
|
|
|
|
|
Selling expenses | 30 |
| (3,990,848) |
| (3,281,469) |
| (4,911,666) |
| (4,513,594) |
General and administrative expenses | 30 |
| (409,851) |
| (301,790) |
| (615,683) |
| (551,165) |
Impairment loss on trade and other receivables | 30 |
| (21,336) |
| (25,327) |
| (23,899) |
| (46,269) |
Other operating income (expenses), net | 28 |
| 503,998 |
| 51,410 |
| 428,820 |
| 19,311 |
Income (loss) from associates and joint ventures | 13 |
| 1,186,569 |
| 69,309 |
| (1,737) |
| 17,715 |
INCOME (LOSS) BEFORE FINANCIAL RESULTS AND INCOME TAXES |
|
| 3,267,273 |
| (634,766) |
| 2,952,773 |
| (206,334) |
Financial expenses | 29 |
| (3,543,275) |
| (3,073,656) |
| (3,613,051) |
| (3,891,106) |
Financial income | 29 |
| 1,279,698 |
| 911,697 |
| 1,747,652 |
| 1,649,632 |
INCOME (LOSS) BEFORE TAXES FROM CONTINUING OPERATIONS |
|
| 1,003,696 |
| (2,796,725) |
| 1,087,374 |
| (2,447,808) |
Income taxes | 10 |
| 198,544 |
| 681,757 |
| 125,887 |
| 333,302 |
INCOME (LOSS) FROM CONTINUING OPERATIONS |
|
| 1,202,240 |
| (2,114,968) |
| 1,213,261 |
| (2,114,506) |
DISCONTINUED OPERATIONS |
|
|
|
|
|
|
|
|
|
|
|
| |||||||
LOSS FROM DISCONTINUED OPERATIONS | 12 |
| (904,628) |
| (2,333,093) |
| (915,809) |
| (2,351,740) |
INCOME (LOSS) FOR THE YEAR | 297,612 |
| (4,448,061) |
| 297,452 |
| (4,466,246) | ||
|
|
|
| ||||||
Net Income (Loss) from Continuing Operation Attributable to |
|
|
|
|
|
|
|
|
|
Controlling shareholders |
|
| 1,202,240 |
| (2,114,968) |
| 1,202,240 |
| (2,114,968) |
Non-controlling interest |
|
| - |
| - |
| 11,021 |
| 462 |
1,202,240 |
| (2,114,968) |
| 1,213,261 |
| (2,114,506) | |||
|
|
| |||||||
Net Loss From Discontinued Operation Attributable to |
|
|
|
|
|
|
|
|
|
Controlling shareholders |
|
| (904,628) |
| (2,333,093) |
| (904,628) |
| (2,333,093) |
Non-controlling interest |
|
| - |
| - |
| (11,181) |
| (18,647) |
(904,628) |
| (2,333,093) |
| (915,809) |
| (2,351,740) | |||
|
|
| |||||||
INCOME (LOSSES) PER SHARE FROM CONTINUING OPERATIONS |
|
|
| ||||||
Weighted average shares outstanding - basic | 811,539,167 |
| 811,294,251 | ||||||
Income (losses) per share - basic | 24 | 1.48 |
| (2.61) | |||||
Weighted average shares outstanding - diluted | 813,867,119 |
| 811,294,251 | ||||||
Income (losses) per share - diluted | 24 | 1.48 |
| (2.61) | |||||
|
|
| |||||||
LOSSES PER SHARE FROM DISCONTINUED OPERATIONS |
|
|
| ||||||
Weighted average shares outstanding - basic | 811,539,167 |
| 811,294,251 | ||||||
Losses per share - basic | 24 | (1.11) |
| (2.88) | |||||
Weighted average shares outstanding - diluted | 811,539,167 |
| 811,294,251 | ||||||
Losses per share - diluted | 24 | (1.11) |
| (2.88) |
See accompanying notes to the financial statements.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
5
STATEMENT OF COMPREHENSIVE INCOME (LOSS)
|
|
| Parent company |
| Consolidated | ||||
| Note |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Income (Loss) for the year |
|
| 297,612 |
| (4,448,061) |
| 297,452 |
| (4,466,246) |
Other comprehensive income (loss) |
|
|
| ||||||
Gain on foreign currency translation adjustments |
|
| 559,436 |
| 14,144 |
| 528,770 |
| 84,361 |
Unrealized gains on cash flow hedge | 25 |
| 58,865 |
| 264,311 |
| 58,865 |
| 264,311 |
Taxes on unrealized gains on cash flow hegde | 25 |
| (19,421) |
| (88,324) |
| (19,421) |
| (88,324) |
Net other comprehensive income, to be reclassified to the statement of income in subsequent periods |
|
| 598,880 |
| 190,131 |
| 568,214 |
| 260,348 |
Gains (Losses) on marketable securities at FVTOCI (1) | 5 |
| 151,182 |
| (126,951) |
| 151,182 |
| (126,951) |
Taxes on unrealized gains (losses) on marketable securities at FVTOCI (1) | 5 |
| (48,277) |
| 20,783 |
| (48,277) |
| 20,783 |
Actuarial gains (losses) on pension and post-employment plans | 21 |
| (216,372) |
| 1,474 |
| (218,462) |
| 1,474 |
Taxes on realized gains (losses) on pension and post-employment plans | 21 |
| 67,637 |
| (1,147) |
| 67,941 |
| (1,147) |
Net other comprehensive income (loss), with no impact into subsequent statement of income |
|
| (45,830) |
| (105,841) |
| (47,616) |
| (105,841) |
Total comprehensive income (loss), net of taxes | 850,662 |
| (4,363,771) |
| 818,050 |
| (4,311,739) | ||
Attributable to |
|
|
|
|
|
|
|
|
|
Controlling shareholders | 850,662 |
| (4,363,771) |
| 850,662 |
| (4,363,771) | ||
Non-controlling interest | - |
| - |
| (32,612) |
| 52,032 | ||
850,662 |
| (4,363,771) |
| 818,050 |
| (4,311,739) |
(1) FVTOCI: Fair Value Through Other Comprehensive Income.
See accompanying notes to the financial statements.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
6
STATEMENT OF CHANGES IN EQUITY
| Attributed to of controlling shareholders | |||||||||||||||||||||||
|
|
|
|
|
| Income reserves |
| Other comprehensive income (loss) |
|
|
|
| ||||||||||||
| Paid-in capital |
| Capital reserve |
| Treasury shares |
| Legal reserve |
| Accumulated foreign currency translation adjustments |
| Marketable securities at FVTOCI |
| Gain (losses) on cash flow hedge |
| Actuarial losses |
| Retained earnings (losses) |
| Total equity |
| Non-controlling interest |
| Total shareholders' equity | |
BALANCES AT DECEMBER 31, 2017 | 12,460,471 |
| 115,097 |
| (71,483) |
| 101,367 |
| (766,959) |
| (56,258) |
| (572,152) |
| (9,872) |
| - |
| 11,200,211 |
| 512,571 |
| 11,712,782 | |
Adoption of IFRS 9 | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (17,087) |
| (17,087) |
| 2,547 |
| (14,540) | |
Restatement by hyperinflation | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 130,210 |
| 130,210 |
| - |
| 130,210 | |
Comprehensive income (loss) (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Gains on foreign currency translation adjustments | - |
| - |
| - |
| - |
| 14,144 |
| - |
| - |
| - |
| - |
| 14,144 |
| 70,217 |
| 84,361 | |
Unrealized losses in marketable securities at FVTOCI (2) | - |
| - |
| - |
| - |
| - |
| (42,193) |
| - |
| - |
| - |
| (42,193) |
| - |
| (42,193) | |
Unrealized gains in cash flow hedge | - |
| - |
| - |
| - |
| - |
| - |
| 175,987 |
| - |
| - |
| 175,987 |
| - |
| 175,987 | |
Actuarial gains (losses) on pension and post-employment plans | - |
| - |
| - |
| - |
| - |
| - |
| - |
| (18,216) |
| 18,543 |
| 327 |
| - |
| 327 | |
Realized losses in marketable securities at FVTOCI (2) | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (63,975) |
| (63,975) |
| - |
| (63,975) | |
Loss for the year | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (4,448,061) |
| (4,448,061) |
| (18,185) |
| (4,466,246) | |
SUB-TOTAL COMPREHENSIVE INCOME (LOSS) | - |
| - |
| - |
| - |
| 14,144 |
| (42,193) |
| 175,987 |
| (18,216) |
| (4,493,493) |
| (4,363,771) |
| 52,032 |
| (4,311,739) | |
Appropriation of income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| - |
|
|
| - | |
Absorption of losses with income reserves | - |
| - |
| - |
| (101,367) |
| - |
| - |
| - |
| - |
| 101,367 |
| - |
| - |
| - | |
Share-based payments | - |
| 477 |
| 14,807 |
| - |
| - |
| - |
| - |
| - |
| - |
| 15,284 |
| - |
| 15,284 | |
Loss on participation changes | - |
| (220) |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (220) |
| - |
| (220) | |
BALANCES AT DECEMBER 31, 2018 | 12,460,471 |
| 115,354 |
| (56,676) |
| - |
| (752,815) |
| (98,451) |
| (396,165) |
| (28,088) |
| (4,279,003) |
| 6,964,627 |
| 567,150 |
| 7,531,777 | |
Adoption of IFRS 16 | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 6,287 |
| 6,287 |
| - |
| 6,287 | |
Comprehensive income (loss) (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Gains on foreign currency translation adjustments | - |
| - |
| - |
| - |
| 559,436 |
| - |
| - |
| - |
| - |
| 559,436 |
| (30,666) |
| 528,770 | |
Unrealized gains on marketable securities at FVTOCI (2) | - |
| - |
| - |
| - |
| - |
| 102,905 |
| - |
| - |
| - |
| 102,905 |
| - |
| 102,905 | |
Unrealized gains in cash flow hedge | - |
| - |
| - |
| - |
| - |
| - |
| 39,444 |
| - |
| - |
| 39,444 |
| - |
| 39,444 | |
Actuarial gains (losses) on pension and post-employment plans | - |
| - |
| - |
| - |
| - |
| - |
| - |
| (148,735) |
| - |
| (148,735) |
| (1,786) |
| (150,521) | |
Income (loss) for the year | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 297,612 |
| 297,612 |
| (160) |
| 297,452 | |
SUB-TOTAL COMPREHENSIVE INCOME (LOSS) | - |
| - |
| - |
| - |
| 559,436 |
| 102,905 |
| 39,444 |
| (148,735) |
| 297,612 |
| 850,662 |
| (32,612) |
| 818,050 | |
Realized loss in marketable securities at FVTOCI (2) | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (52,493) |
| (52,493) |
| - |
| (52,493) | |
Employee benefits remeasurement - defined benefit | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 30,612 |
| 30,612 |
| - |
| 30,612 | |
Appropriation of income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Dividends | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (4,988) |
| (4,988) | |
Share-based payments | - |
| (6,861) |
| 18,437 |
| - |
| - |
| - |
| - |
| - |
| - |
| 11,576 |
| - |
| 11,576 | |
Acquisition (sale) of non-controlling interests | - |
| 84,352 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 84,352 |
| (276,824) |
| (192,472) | |
BALANCES AT DECEMBER 31, 2019 | 12,460,471 |
| 192,845 |
| (38,239) |
| - |
| (193,379) |
| 4,454 |
| (356,721) |
| (176,823) |
| (3,996,985) |
| 7,895,623 |
| 252,726 |
| 8,148,349 |
(1) All changes in other comprehensive income are presented net of taxes.
(2) FVTOCI: Fair Value Through Other Comprehensive Income.
See accompanying notes to the financial statements.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
7
STATEMENT OF CASH FLOWS
|
| Parent company |
| Consolidated | ||||
|
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
| 1,202,240 |
| (2,114,968) |
| 1,213,261 |
| (2,114,506) |
Adjustments for: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
| 1,273,704 |
| 767,867 |
| 1,503,039 |
| 962,677 |
Depreciation and depletion of biological assets |
| 728,904 |
| 584,414 |
| 798,239 |
| 784,524 |
Result on disposals of property, plant and equipments |
| 4,197 |
| 50,499 |
| 15,402 |
| 51,004 |
Provision for losses in inventories |
| 138,526 |
| 258,974 |
| 149,517 |
| 352,164 |
Provision for tax, civil and labor risks |
| 813,282 |
| 176,922 |
| 836,357 |
| 214,439 |
Income from associates and joint ventures |
| (1,186,569) |
| (69,309) |
| 1,737 |
| (17,715) |
Financial results, net |
| 2,263,577 |
| 2,161,959 |
| 1,865,399 |
| 2,241,474 |
Gains in tax lawsuit |
| (1,218,993) |
| - |
| (1,218,993) |
| - |
Deferred income tax |
| (197,640) |
| (681,757) |
| (220,586) |
| (340,144) |
Employee profit sharing |
| 213,317 |
| - |
| 269,755 |
| - |
Others |
| 381,154 |
| 162,030 |
| 385,048 |
| 176,799 |
|
| 4,415,699 |
| 1,296,631 |
| 5,598,175 |
| 2,310,716 |
Trade accounts receivable |
| (806,010) |
| 3,311,148 |
| (182,126) |
| 992,512 |
Inventories |
| 2,746 |
| 10,433 |
| (130,646) |
| (226,046) |
Biological assets - current |
| (85,323) |
| (40,433) |
| (94,087) |
| (50,093) |
Trade accounts payable |
| (43,628) |
| (1,482,641) |
| (392,533) |
| (1,051,368) |
Supply chain finance |
| (31,788) |
| 236,869 |
| (31,760) |
| 170,940 |
Cash generated by operating activities |
| 3,451,696 |
| 3,332,007 |
| 4,767,023 |
| 2,146,661 |
Investments in securities at FVTPL (2) |
| (89,046) |
| (273,675) |
| (92,911) |
| (273,678) |
Redemptions of securities at FVTPL (2) |
| 37,516 |
| 143,669 |
| 39,189 |
| 143,669 |
Interest received |
| 144,333 |
| 143,129 |
| 180,686 |
| 177,299 |
Dividends and interest on shareholders' equity received |
| 9,425 |
| 10,913 |
| 15,551 |
| 3,606 |
Payment of tax, civil and labor provisions |
| (891,359) |
| (329,983) |
| (891,359) |
| (355,605) |
Payment of interest |
| (1,125,888) |
| (772,121) |
| (1,290,853) |
| (1,147,351) |
Payment of income tax and social contribution |
| - |
| - |
| (98) |
| (737) |
Other operating assets and liabilities |
| (467,041) |
| (1,582,337) |
| (96,764) |
| (265,480) |
Net cash provided by operating activities | 1,069,636 |
| 671,602 |
| 2,630,464 |
| 428,384 | |
Net cash (applied) provided by operating activities from discontinued operations |
| (62,671) |
| (3,949) |
| (109,234) |
| (132,699) |
Net cash provided by operating activities |
| 1,006,965 |
| 667,653 |
| 2,521,230 |
| 295,685 |
|
|
| ||||||
INVESTING ACTIVITIES |
|
|
| |||||
Investments in securities at amortized cost |
| - |
| - |
| (15,362) |
| (213,697) |
Redemptions of securities at amortized cost |
| 89,046 |
| - |
| 95,638 |
| 179,667 |
Investments in securities at FVTOCI (3) |
| - |
| (5,194) |
| - |
| (5,194) |
Redemptions of securities at FVTOCI (3) |
| 209,448 |
| 140,886 |
| 264,965 |
| 140,886 |
Redemption (Investments) in restricted cash |
| 335,756 |
| (248,585) |
| 356,444 |
| (249,366) |
Additions to property, plant and equipment |
| (357,881) |
| (459,473) |
| (417,165) |
| (578,037) |
Additions to biological assets - non-current |
| (761,273) |
| (569,974) |
| (837,930) |
| (845,311) |
Proceeds from disposals of property, plant, equipment and investments |
| 220,220 |
| 261,576 |
| 215,147 |
| 261,576 |
Additions to intangible assets |
| (62,747) |
| (18,578) |
| (64,320) |
| (20,535) |
Business combination, net of cash |
| - |
| 38,896 |
| - |
| - |
Sale (acquisition) of participation in joint ventures and associated entities |
| (3,005) |
| 3,351 |
| (3,005) |
| 3,351 |
Capital increase (decrease) in associates and joint ventures |
| - |
| (125,751) |
| - |
| - |
Advance for future capital increase |
| (1,559) |
| - |
| - |
| - |
Net cash used in investing activities |
| (331,995) |
| (982,846) |
| (405,588) |
| (1,326,660) |
Net cash provided (used in) investing activities from discontinued operations |
| 423,706 |
| (155,868) |
| 1,848,694 |
| (89,219) |
Net cash provided (used in) investing activities |
| 91,711 |
| (1,138,714) |
| 1,443,106 |
| (1,415,879) |
|
|
| ||||||
FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
Proceeds from debt issuance |
| 5,158,456 |
| 6,264,830 |
| 5,399,158 |
| 6,500,102 |
Repayment of debt |
| (8,258,629) |
| (5,453,236) |
| (9,481,138) |
| (6,223,963) |
Acquisition of non-controlling interests |
| - |
| - |
| (183,672) |
| - |
Payment of lease liabilities |
| (465,797) |
| (99,018) |
| (553,017) |
| (102,397) |
Net cash provided by financing activities |
| (3,565,970) |
| 712,576 |
| (4,818,669) |
| 173,742 |
Net cash provided (used in) by financing activities from discontinued operations |
| - |
| - |
| 1,567 |
| (99,818) |
Net cash provided by financing activities |
| (3,565,970) |
| 712,576 |
| (4,817,102) |
| 73,924 |
EFFECT OF EXCHANGE RATE VARIATION ON CASH AND CASH EQUIVALENTS |
| 9,576 |
| 482 |
| 54,540 |
| 71,452 |
Net increase (decrease) in cash and cash equivalents |
| (2,457,718) |
| 241,997 |
| (798,226) |
| (974,818) |
At the beginning of the year (1) |
| 3,826,698 |
| 3,584,701 |
| 5,036,011 |
| 6,010,829 |
At the end of the year |
| 1,368,980 |
| 3,826,698 |
| 4,237,785 |
| 5,036,011 |
(1) In consolidated, the cash includes the amount of R$166,449 related to assets held for sale (note 12).
(2) FVTPL: Fair Value Through Profit and Loss.
(3) FVTOCI: Fair Value Through Other Comprehensive Income.
See accompanying notes to the financial statements.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
8
STATEMENT OF VALUE ADDED
|
| Parent company |
| Consolidated | ||||
|
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
1 - REVENUES |
| 33,075,718 |
| 28,128,875 |
| 38,128,568 |
| 34,250,445 |
Sales of goods and products |
| 32,018,719 |
| 27,649,115 |
| 37,055,006 |
| 33,644,611 |
Other income |
| 718,941 |
| 71,166 |
| 701,414 |
| 61,741 |
Revenue related to construction of own assets |
| 354,115 |
| 442,564 |
| 367,148 |
| 585,386 |
Expected credit losses |
| (16,057) |
| (33,970) |
| 5,000 |
| (41,293) |
2 - RAW MATERIAL ACQUIRED FROM THIRD PARTIES |
| (20,430,744) |
| (19,907,750) |
| (23,429,604) |
| (23,574,128) |
Costs of goods sold |
| (17,447,311) |
| (17,495,398) |
| (19,854,190) |
| (20,160,093) |
Materials, energy, third parties services and other |
| (3,045,581) |
| (2,552,133) |
| (3,645,362) |
| (3,602,958) |
Reversal for inventories losses |
| 62,148 |
| 139,781 |
| 69,948 |
| 188,923 |
3 - GROSS ADDED VALUE (1-2) |
| 12,644,974 |
| 8,221,125 |
| 14,698,964 |
| 10,676,317 |
4 - DEPRECIATION AND AMORTIZATION |
| (2,002,608) |
| (1,352,281) |
| (2,301,278) |
| (1,747,201) |
5 - NET ADDED VALUE (3-4) |
| 10,642,366 |
| 6,868,844 |
| 12,397,686 |
| 8,929,116 |
|
|
|
|
|
|
|
|
|
6 - RECEIVED FROM THIRD PARTIES |
| 2,464,639 |
| 983,892 |
| 1,745,533 |
| 1,671,943 |
Income from associates and joint ventures |
| 1,186,569 |
| 69,309 |
| (1,737) |
| 17,715 |
Financial income |
| 1,279,698 |
| 911,697 |
| 1,747,652 |
| 1,649,632 |
Others |
| (1,628) |
| 2,886 |
| (382) |
| 4,596 |
|
|
| ||||||
7 - ADDED VALUE TO BE DISTRIBUTED (5+6) | 13,107,005 |
| 7,852,736 |
| 14,143,219 |
| 10,601,059 | |
|
|
| ||||||
8 - DISTRIBUTION OF ADDED VALUE | 13,107,005 |
| 7,852,736 |
| 14,143,219 |
| 10,601,059 | |
Payroll | 4,775,151 | 3,664,294 | 5,243,091 |
| 4,794,575 | |||
Salaries |
| 3,617,236 |
| 2,682,986 |
| 4,000,266 |
| 3,609,390 |
Benefits |
| 923,274 |
| 780,624 |
| 998,014 |
| 945,236 |
Government severance indemnity fund for employees |
| 234,641 |
| 200,684 |
| 244,811 |
| 239,949 |
Taxes, Fees and Contributions |
| 3,464,640 |
| 2,855,281 |
| 3,893,274 |
| 3,530,040 |
Federal |
| 1,280,778 |
| 780,773 |
| 1,705,214 |
| 1,498,010 |
State |
| 2,142,776 |
| 2,042,414 |
| 2,142,966 |
| 1,994,580 |
Municipal |
| 41,086 |
| 32,094 |
| 45,094 |
| 37,450 |
Capital Remuneration from Third Parties |
| 3,664,974 |
| 3,448,129 |
| 3,793,593 |
| 4,390,950 |
Interests |
| 3,562,482 |
| 3,090,888 |
| 3,632,258 |
| 3,910,718 |
Rents |
| 102,492 |
| 357,241 |
| 161,335 |
| 480,232 |
Interest on Own-Capital |
| 1,202,240 |
| (2,114,968) |
| 1,213,261 |
| (2,114,506) |
Income (loss) of the year |
| 1,202,240 |
| (2,114,968) |
| 1,202,240 |
| (2,114,968) |
Non-controlling interest |
| - |
| - |
| 11,021 |
| 462 |
See accompanying notes to the financial statements.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
1. COMPANY’S OPERATIONS
BRF S.A. (“BRF”) and its subsidiaries (collectively the “Company”) is a publicly traded company, listed on the segment Novo Mercado of Brasil, Bolsa, Balcão (“B3”), under the ticker BRFS3, and listed on the New York Stock Exchange (“NYSE”), under the ticker BRFS. The Company’s registered office is at Rua Jorge Tzachel, nº 475, Bairro Fazenda, Itajaí - Santa Catarina and the main business office is in the city of São Paulo.
BRF is a Brazilian multinational company, with global presence, which owns a comprehensive portfolio of products, and it is one of the world’s largest companies of food products. The Company operates by raising, producing and slaughtering poultry and pork for processing, production and sale of fresh meat, processed products, pasta, margarine and others.
The Company holds as main brands Sadia, Perdigão, Qualy, Chester®, Kidelli, Perdix and Banvit, present mainly in Brazil, Turkey and Middle Eastern countries.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
34
1.1. Equity interest
|
|
|
|
|
|
| % equity interest | ||
Entity |
|
| Main activity |
| Country |
| 12.31.19 |
| 12.31.18 |
BRF Energia S.A. |
|
| Commercialization of eletric energy |
| Brazil |
| 100.00 |
| 100.00 |
BRF GmbH |
|
| Holding |
| Austria |
| 100.00 |
| 100.00 |
BRF Foods LLC |
|
| Import, industrialization and commercialization of products |
| Russia |
| 99.90 |
| 99.90 |
BRF France SARL | (n) |
| Marketing and logistics services |
| France |
| - |
| 100.00 |
BRF Global Company Nigeria Ltd. |
|
| Marketing and logistics services |
| Nigeria |
| 99.00 |
| 99.00 |
BRF Global Company South Africa Proprietary Ltd. |
|
| Administrative, marketing and logistics services |
| South Africa |
| 100.00 |
| 100.00 |
BRF Global Company Nigeria Ltd. |
|
| Marketing and logistics services |
| Nigeria |
| 1.00 |
| 1.00 |
BRF Global GmbH | (b) |
| Holding and trading |
| Austria |
| 100.00 |
| 100.00 |
BRF Foods LLC |
|
| Import, industrialization and commercialization of products |
| Russia |
| 0.10 |
| 0.10 |
Qualy 5201 B.V. | (b) (m) |
| Import, commercialization of products and holding |
| The Netherlands |
| - |
| 100.00 |
Xamol Consultores Serviços Ltda. | (n) |
| Import and commercialization of products |
| Portugal |
| - |
| 100.00 |
SPE Khan GmbH | (j) (n) |
| Holding and trading |
| Austria |
| - |
| - |
BRF Japan KK |
|
| Marketing and logistics services, import, export, industrialization and commercialization of products |
| Japan |
| 100.00 |
| 100.00 |
BRF Korea LLC |
|
| Marketing and logistics services |
| Korea |
| 100.00 |
| 100.00 |
BRF Shanghai Management Consulting Co. Ltd. |
|
| Provision of consultancy and marketing services |
| China |
| 100.00 |
| 100.00 |
BRF Shanghai Trading Co. Ltd. |
|
| Import, export and commercialization of products |
| China |
| 100.00 |
| 100.00 |
BRF Singapore Foods PTE Ltd. |
|
| Administrative, marketing and logistics services |
| Singapore |
| 100.00 |
| 100.00 |
BRF Germany GmbH | (n) |
| Import and commercialization of products |
| Germany |
| - |
| 100.00 |
BRF Holland B.V. | (n) |
| Import and commercialization of products |
| The Netherlands |
| - |
| 100.00 |
Campo Austral S.A. | (f) |
| Industrialization and commercialization of products |
| Argentina |
| - |
| 2.66 |
Eclipse Holding Cöoperatief U.A. | (e) |
| Holding |
| The Netherlands |
| - |
| 0.01 |
BRF B.V. | (n) |
| Industrialization, import and commercialization of products |
| The Netherlands |
| - |
| 100.00 |
ProudFood Lda |
|
| Import and commercialization of products |
| Angola |
| 10.00 |
| 10.00 |
BRF Hungary LLC |
|
| Import and commercialization of products |
| Hungary |
| 100.00 |
| 100.00 |
BRF Iberia Alimentos SL | (n) |
| Import and commercialization of products |
| Spain |
| - |
| 100.00 |
BRF Invicta Ltd. | (m) (n) |
| Import, commercialization and distribution of products |
| England |
| - |
| 69.16 |
Invicta Food Products Ltd. | (n) |
| Import and commercialization of products |
| England |
| - |
| 100.00 |
BRF Wrexham Ltd. | (n) |
| Industrialization, import and commercialization of products |
| England |
| - |
| 100.00 |
Invicta Food Group Ltd. | (b) (m) |
| Import, commercialization and distribution of products |
| England |
| - |
| 100.00 |
Invicta Foods Ltd. | (n) |
| Import, commercialization and distribution of products |
| England |
| - |
| 100.00 |
Invicta Foodservice Ltd. | (n) |
| Import, commercialization and distribution of products |
| England |
| - |
| 100.00 |
Universal Meats (UK) Ltd. | (b) (m) |
| Import, Industrialization, commercialization and distribution of products |
| England |
| - |
| 100.00 |
BRF Italia SPA | (n) |
| Import and commercialization of products |
| Italy |
| - |
| 67.00 |
Compañía Paraguaya Comercial S.A. | (a) |
| Import and commercialization of products |
| Paraguay |
| 99.00 |
| 99.00 |
Campo Austral S.A. | (i) |
| Industrialization and commercialization of products |
| Argentina |
| - |
| 50.48 |
Itega S.A. | (h) |
| Holding |
| Argentina |
| - |
| 96.00 |
Eclipse Holding Cöoperatief U.A. |
|
| Holding |
| The Netherlands |
| 99.99 |
| 99.99 |
Buenos Aires Fortune S.A. |
|
| Holding |
| Argentina |
| 5.00 |
| 5.00 |
Campo Austral S.A. | (f) (i) |
| Industrialization and commercialization of products |
| Argentina |
| - |
| 8.44 |
Eclipse Latam Holdings |
|
| Holding |
| Spain |
| 100.00 |
| 100.00 |
Buenos Aires Fortune S.A. |
|
| Holding |
| Argentina |
| 95.00 |
| 95.00 |
Campo Austral S.A. | (i) |
| Industrialization and commercialization of products |
| Argentina |
| - |
| 6.53 |
Campo Austral S.A. | (i) |
| Industrialization and commercialization of products |
| Argentina |
| - |
| 31.89 |
Itega S.A. | (h) |
| Holding |
| Argentina |
| - |
| 4.00 |
Golden Foods Poultry Limited | (n) |
| Holding |
| Thailand |
| - |
| 48.52 |
Golden Poultry Siam Limited | (n) |
| Holding |
| Thailand |
| - |
| 51.84 |
Golden Poultry Siam Limited | (n) |
| Holding |
| Thailand |
| - |
| 48.16 |
BRF Thailand Limited | (n) |
| Import, Industrialization, commercialization and distribution of products |
| Thailand |
| - |
| 100.00 |
BRF Feed Thailand Limited | (n) |
| Import, Industrialization, commercialization and distribution of products |
| Thailand |
| - |
| 100.00 |
Golden Foods Sales (Europe) Limited | (n) |
| Holding and trading |
| England |
| - |
| 100.00 |
Golden Quality Foods Europe BV | (n) |
| Import, commercialization and distribution of products |
| The Netherlands |
| - |
| 100.00 |
Golden Quality Foods Netherlands BV | (n) |
| Import, commercialization and distribution of products |
| The Netherlands |
| - |
| 100.00 |
Golden Foods Siam Europe Limited | (b) (m) |
| Import, commercialization and distribution of products |
| England |
| - |
| 100.00 |
Golden Quality Poultry (UK) Ltd | (n) |
| Import, commercialization and distribution of products |
| England |
| - |
| 100.00 |
Perdigão Europe Lda. |
|
| Import, export of products and administrative services |
| Portugal |
| 100.00 |
| 100.00 |
Perdigão International Ltd. |
|
| Import and export of products |
| Cayman Island |
| 100.00 |
| 100.00 |
BFF International Ltd. |
|
| Financial fundraising |
| Cayman Island |
| 100.00 |
| 100.00 |
Highline International | (a) |
| Financial fundraising |
| Cayman Island |
| 100.00 |
| 100.00 |
Sadia Overseas Ltd. | (a) (s) |
| Financial fundraising |
| Cayman Island |
| 100.00 |
| 98.00 |
ProudFood Lda |
|
| Import and commercialization of products |
| Angola |
| 90.00 |
| 90.00 |
Sadia Chile S.A. |
|
| Import, export and commercialization of products |
| Chile |
| 40.00 |
| 40.00 |
SATS BRF Food PTE Ltd. | (p) |
| Import, industrialization, commercialization and distribution of products |
| Singapore |
| - |
| 49.00 |
BRF Global Namíbia | (a) |
| Import and commercialization of products |
| Namibia |
| 100.00 |
| 100.00 |
Wellax Food Logistics C.P.A.S.U. Lda. |
|
| Import, commercialization of products and administrative services |
| Portugal |
| 100.00 |
| 100.00 |
BRF Luxembourg Sarl | (q) |
| Holding |
| Luxemburgo |
| - |
| 100.00 |
BRF Austria GmbH | (r) |
| Holding |
| Austria |
| 100.00 |
| 100.00 |
One Foods Holdings Ltd |
|
| Holding |
| United Arab Emirates |
| 100.00 |
| 100.00 |
Al-Wafi Food Products Factory LLC |
|
| Import, export, industrialization and commercialization of products |
| United Arab Emirates |
| 49.00 |
| 49.00 |
Badi Ltd. |
|
| Holding |
| United Arab Emirates |
| 100.00 |
| 100.00 |
Al-Wafi Al-Takamol International for Foods Products |
|
| Import and commercialization of products |
| Saudi Arabia |
| 75.00 |
| 75.00 |
BRF Al Yasra Food K.S.C.C. ("BRF AFC") |
|
| Import, commercialization and distribution of products |
| Kuwait |
| 49.00 |
| 49.00 |
BRF Foods GmbH |
|
| Industrialization, import and commercialization of products |
| Austria |
| 100.00 |
| 100.00 |
Al Khan Foodstuff LLC ("AKF") |
|
| Import, commercialization and distribution of products |
| Oman |
| 70.00 |
| 70.00 |
FFM Further Processing Sdn. Bhd. |
|
| Industrialization, import and commercialization of products |
| Malaysia |
| 70.00 |
| 70.00 |
FFQ GmbH |
|
| Industrialization, import and commercialization of products |
| Austria |
| 100.00 |
| 100.00 |
TBQ Foods GmbH |
|
| Holding |
| Austria |
| 60.00 |
| 60.00 |
Banvit Bandirma Vitaminli |
|
| Import, industrialization and commercialization of products |
| Turkey |
| 91.71 |
| 91.71 |
Banvit Enerji ve Elektrik Üretim Ltd. Sti. | (a) |
| Generation and commercialization of electric energy |
| Turkey |
| 100.00 |
| 100.00 |
Banvit Foods SRL |
|
| Industrialization of grains and animal feed |
| Romania |
| 0.01 |
| 0.01 |
Nutrinvestments BV |
|
| Holding |
| The Netherlands |
| 100.00 |
| 100.00 |
Banvit ME FZE |
|
| Marketing and logistics services |
| United Arab Emirates |
| 100.00 |
| 100.00 |
Banvit Foods SRL |
|
| Industrialization of grains and animal feed |
| Romania |
| 99.99 |
| 99.99 |
One Foods Malaysia SDN. BHD. |
|
| Marketing and logistics services |
| Malaysia |
| 100.00 |
| 100.00 |
Federal Foods LLC |
|
| Import, commercialization and distribution of products |
| United Arab Emirates |
| 49.00 |
| 49.00 |
Federal Foods Qatar |
|
| Import, commercialization and distribution of products |
| Qatar |
| 49.00 |
| 49.00 |
BRF Hong Kong LLC | (a) |
| Import, commercialization and distribution of products |
| Hong Kong |
| 100.00 |
| 100.00 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
35
Eclipse Holding Cöoperatief U.A. | (e) |
| Holding |
| The Netherlands |
| 0.01 |
| - |
Establecimiento Levino Zaccardi y Cia. S.A. | (a) |
| Industrialization and commercialization of dairy products |
| Argentina |
| 99.94 |
| 99.94 |
BRF Pet S.A. |
|
| Industrialization, commercialization and distribution of feed and nutrients for animals |
| Brazil |
| 100.00 |
| 100.00 |
PP-BIO Administração de bem próprio S.A. | (k) |
| Management of assets |
| Brazil |
| 33.33 |
| 66.66 |
PR-SAD Administração de bem próprio S.A. | (o) |
| Management of assets |
| Brazil |
| 33.33 |
| - |
PSA Laboratório Veterinário Ltda. |
|
| Veterinary activities |
| Brazil |
| 99.99 |
| 99.99 |
Sino dos Alpes Alimentos Ltda. | (a) |
| Industrialization and commercialization of products |
| Brazil |
| 99.99 |
| 99.99 |
Quickfood S.A. | (c) |
| Industrialization and commercialization of products |
| Argentina |
| - |
| 91.21 |
Sadia Alimentos S.A. |
|
| Holding |
| Argentina |
| 43.10 |
| 43.10 |
Avex S.A. | (d) (g) |
| Industrialization and commercialization of products |
| Argentina |
| - |
| 33.98 |
Sadia International Ltd. |
|
| Import and commercialization of products |
| Cayman Island |
| 100.00 |
| 100.00 |
Sadia Chile S.A. |
|
| Import, export and marketing of products |
| Chile |
| 60.00 |
| 60.00 |
Sadia Uruguay S.A. |
|
| Import and commercialization of products |
| Uruguay |
| 5.10 |
| 5.10 |
Avex S.A. | (d) (g) |
| Industrialization and commercialization of products |
| Argentina |
| - |
| 66.02 |
Compañía Paraguaya Comercial S.A. | (a) |
| Import and commercialization of products |
| Paraguay |
| 1.00 |
| 1.00 |
Sadia Alimentos S.A. |
|
| Holding |
| Argentina |
| 56.90 |
| 56.90 |
Sadia Overseas Ltd. | (a) (s) |
| Financial fundraising |
| Cayman Island |
| - |
| 2.00 |
Sadia Uruguay S.A. |
|
| Import and commercialization of products |
| Uruguay |
| 94.90 |
| 94.90 |
UP Alimentos Ltda. | (l) |
| Industrialization and commercialization of products |
| Brazil |
| - |
| 50.00 |
Vip S.A. Empreendimentos e Participações Imobiliárias |
|
| Commercialization of owned real state |
| Brazil |
| 100.00 |
| 100.00 |
Establecimiento Levino Zaccardi y Cia. S.A. | (a) |
| Industrialization and commercialization of dairy products |
| Argentina |
| 0.06 |
| 0.06 |
PSA Laboratório Veterinário Ltda. |
|
| Veterinary activities |
| Brazil |
| 0.01 |
| 0.01 |
Sino dos Alpes Alimentos Ltda. | (a) |
| Industrialization and commercialization of products |
| Brazil |
| 0.01 |
| 0.01 |
(a) | Subsidiárias com operações dormentes. | |||||||||
(b) | A subsidiária BRF Global GmbH atua como trading para o mercado Europa e possuía até 02.06.19 62 subsidiárias diretas localizadas na Ilha da Madeira, Portugal, com valor de investimento de R$4.133 (R$4.913 em 31.12.18) e uma subsidiária direta localizada em Den Bosch, Holanda, denominada Qualy 20, com valor de investimento de R$7.299 (R$7.360 em 31.12.18). A subsidiária Qualy 5201 B.V. possui 133 subsidiárias diretas localizadas em Den Bosch, Holanda sendo que o valor desse investimento até a data da alienação era de R$19.467 (R$20.725 em 31.12.18). A subsidiária indireta Invicta Food Group Ltd. possui 120 subsidiárias diretas localizadas em Ashford, Inglaterra, com valor de investimento até a data da alienação de R$44.837 (R$44.805 em 31.12.18). A subsidiária indireta Universal Meats (UK) Ltd. possui 99 subsidiárias diretas localizadas em Ashford, Inglaterra, com valor de investimento até a data da alienação de R$41.112 (R$45.052 em 31.12.18). A subsidiária indireta Golden Foods Siam Europe Ltd. possui 32 subsidiárias diretas localizadas em Ashford, Inglaterra, com valor de investimento até a data da alienação de R$(157) (R$44 em 31.12.18). Essas subsidiárias tinham o objetivo de operar no mercado europeu para possibilitar o incremento de participação da Companhia nesse mercado, que é regulado por regime de quotas de importação para carnes de frango e peru. | |||||||||
(c) | Em 02.01.19, a BRF S.A. alienou a totalidade das ações que detinha da Quickfood S.A. | |||||||||
(d) | Em 03.01.19 a Sadia Alimentos S.A. alienou a totalidade das ações que detinha na Avex S.A. à BRF S.A. e a Sadia Uruguay S.A. alienou 61,02% de participação da Avex S.A. à BRF S.A., retendo 5% de participação. | |||||||||
(e) | Em 14.01.19, a BRF Holland B.V. alienou a participação que detinha da Eclipse Holding Cöoperatief U.A. para BRF S.A. | |||||||||
(f) | Em 14.01.19, a BRF Holland B.V. alienou a participação que detinha da Campo Austral S.A. para Eclipse Holding Cöoperatief U.A. | |||||||||
(g) | Em 04.02.19, a BRF S.A. e Sadia Uruguay S.A. alienaram a totalidade das ações que detinham da Avex S.A. | |||||||||
(h) | Em 11.03.19, a Eclipse Latam Holdings alienou a totalidades das ações que detinha da Itega S.A. | |||||||||
(i) | Em 11.03.19, a BRF GmbH, Eclipse Latam Holdings, Eclipse Holding Cöoperatief U.A. e Buenos Aires Fortune S.A. alienaram a totalidades das ações que detinham da Campo Austral S.A. | |||||||||
(j) | Em 01.04.19, foi constituida a SPE Khan GmbH. | |||||||||
(k) | Em 01.04.19, foi alienada participação de 33,33% da PP-BIO Administração de bem próprio S.A. | |||||||||
(l) | Em 03.04.19, a UP Alimentos Ltda. foi liquidada. | |||||||||
(m) | Em 31.05.19, a BRF GmbH adquiriu a parcela minoritária da BRF Invicta Ltd. pelo valor de GBP 43.716 (equivalente a R$217.393). O ágio apurado nesta transação foi registrado na rubrica de reserva de capital, no montante de GBP 19.974 (equivalente a R$99.327). | |||||||||
(n) | Em 03.06.19, empresa foi alienada à Tyson International Holding Co. como parte das operações Europa e Tailândia (nota 12). | |||||||||
(o) | Em 01.08.19, foi adquirida participação de 33,33% na PR-SAD Administração de bem próprio S.A. | |||||||||
(p) | Em 05.09.19, foi alienada a totalidade das ações detidas da SATS BRF Food PTE Ltd. | |||||||||
(q) | Em 04.12.19, a BRF Luxembourg Sarl foi liquidada. | |||||||||
(r) | Em 04.12.19, a BRF S.A passou a deter 100% do capital da BRF Austria GmbH. | |||||||||
(s) | Em 20.12.19, a Perdigão International Ltd. passou a deter 100% do capital da Sadia Overseas Ltd. |
Except for the associates PP-BIO and PR-SAD in which the Company records the investments by the equity method (for December 31, 2018 or until the period that the participation was sold in 2019, the joint ventures SATS and UP Alimentos were recognized by the equity method), all other subsidiaries shown in the table were consolidated.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
36
1.2. Investigations involving BRF
The Company has been subject to two external investigations, denominated “Carne Fraca Operation” in 2017 and “Trapaça Operation” in 2018, as detailed below. The Company’s Audit and Integrity Committee conducted independent investigations, along with the Independent Investigation Committee, composed of external members and with external legal advisors in Brazil and abroad with respect to the allegations involving BRF employees and former employees in the scope of the aforementioned operations and other ongoing investigations.
For the year ended on December 31, 2019, the main impacts observed as result of the referred investigations were recorded in other operating expenses in the amount of R$79,937 (R$78,889 in the same period of the previous year), mostly related to expenditures with lawyers, legal advisors and consultants.
In addition to the impacts already registered, there are uncertainties about the outcome of these operations which may result in penalties, fines and normative sanctions, right restrictions and other forms of liabilities, for which the Company is not able to make a reliable estimate of the potential losses.
The outcomes may result in payments of substantial amounts, which may cause a material adverse effect on the Company’s financial position, results and cash flows in the future.
1.2.1. Carne Fraca Operation
On March 17, 2017, BRF became aware of a decision issued by a judge of the 14th Federal Court of Curitiba - Paraná, authorizing the search and seizure of information and documents, and the detention of certain individuals in the context of theCarne Fraca Operation. Two BRF employees were detained and subsequently released, as well as three others were identified for questioning.
In April 2017, the Brazilian Federal Police and the Brazilian federal prosecutors filed charges against BRF employees, which were accepted by the judge responsible for the process, and its main allegations in this phase involved misconduct related to improper offers and/or promises to government inspectors.
On June 04, 2018, the Company was informed about the establishment of a responsibility administrative process (“PAR”) by the Office of the Comptroller General (“CGU”), under the Law Nº 12,846/2013 (“Anti-corruption Law”), which aims to verify eventual administrative responsibilities related to the facts object of the criminal lawsuit Nº 5016879-04.2017.4.04.7000, (“Criminal Lawsuit”) in progress under the 14th Federal Court of the subsection of Curitiba/PR, as a consequence of theCarne Fraca Operation.
BRF has informed certain regulators and governmental entities, including the U.S. Securities and Exchange Commission (“SEC”) and the U.S. Department of Justice (“DOJ”) about theCarne Fraca Operation and is cooperating with such the authorities, which are conducting their own investigations.
On September 28, 2018, the sentence of the Criminal Lawsuit in first instance was published, discharging one of the BRF employees and convicting a former employee for six months of detention with the possibility of substitution for a right-restricting penalty. The Brazilian federal prosecutors presented appeal to the first instance decision. The appeal is being analyzed by the Federal Regional Court of the 4th region.
1.2.2. Trapaça Operation
On March 5, 2018, the Company learned of a decision issued by a judge of the 1st Federal Court of Ponta Grossa/PR, authorizing the search and seizure of information and documents due to allegations involving misconduct relating to quality violations, improper use of feed components and falsification of tests at certain BRF manufacturing plants and accredited labs. Such operation was denominated asTrapaça Operation. On March 5, 2018, BRF received notice from the Ministry of Agriculture, Livestock and Food Supply (“MAPA”) immediately suspending exports from its Rio Verde/GO, Carambeí/PR and Mineiros/GO plants to 12 countries that require specific sanitary requirements for the control of the bacteria group Salmonella spp and Salmonella pullorum.
On May 14, 2018, the Company received the formal notice that twelve plants located in Brazil were removed from the list that permits imports of animal origin products by the European Union’s countries. The measure came into force as of May 16, 2018 and affects only the plants located in Brazil and which have exportlicenses to the European Union, not affecting the supply to other markets or other BRF plants located outside Brazil and that export to the European market.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
37
On October 15, 2018, the Federal Police Department submitted to the 1st Federal Criminal Court of the Judicial Branch of Ponta Grossa– PR the final report of its investigation in connection to theTrapaça Operation. The police inquiry indicted 43 people, including former key executives of the Company.
On December 04, 2019, the Public Prosecution filed charges against eleven people related to allegations about Premix (compound of vitamins, minerals, and amino acids for the inclusion of micro ingredients in the feed for the ideal nutrition of the animals) as outcome of theTrapaça Operation. No administration member, director or executive in current management position has been identified. Of the employees who were identified, only one person still remained active in his function and has preventively been removed after the filing of the charges, according to the current policy of the Company, which provides removal until the resolution of the case.
BRF informed certain regulators and government entities, including SEC and DOJ about theTrapaça Operation and has been cooperating with such authorities, which are conducting their own investigations.
The Company, is cooperating with the investigations and collaborates to the clarification of the facts. The Company has been taking actions to strengthen the compliance with its policies, procedures and internal controls. In this sense, the Company has decided to move away, independently of the results of the investigations, all employees mentioned in the Federal Police’s final report of theTrapaça Operation until all facts are clarified.
The Company believes that its efforts strengthens and consolidates its governance to ensure the highest levels of safety standards, integrity and quality.
Among the actions implemented, are: (i) strengthening in the risk management, specially compliance, (ii) continuous strengthening of the Compliance, Internal Audit and Internal Controls departments, (iii) review and issuance of new policies and procedures specifically related to applicable anticorruption laws, (iv) review and enhancement of the procedures for reputational verification of business partners, (v) review and enhancement of the processes of internal investigation, (vi) expansion of the independent reporting channel, (vii) review of transactional controls, and (viii) review and issuance of new consequence policy for misconduct.
1.3. U.S. Class Action
On March 12, 2018, a class action was filed against the Company, some of its former managers and one current officer, before the United States Federal District Court in the city of New York, in the name of purchasers of ADRs between April 04, 2013 and March 02, 2018. The suit alleged violations of the federal securities laws of the United States related to allegations concerning, among other matters, Operation Trapaça and Operation Carne Fraca. On July 2, 2018, that Court named as lead plaintiff in the case the City of Birmingham Retirement and Relief System. On October 25, 2019, the Court granted lead plaintiff leave to file a Fourth Amended Complaint, which was filed on November 8, 2019. On December 13, 2019, the served defendants, including the Company, filed a motion to dismiss. On January 21, 2020, the lead plaintiff filed its opposition and, the defendant’s replied on February 11, 2020. An unfavorable outcome in this case could have a material impact for the Company. However, as the case is in an initial phase, it is not possible to estimate eventual losses.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
38
1.4. Plant in Saudi Arabia
On October 29, 2019, the Company announced to the market that it has executed a non-binding memorandum of understanding with the Saudi Arabian General Investment Authority (“SAGIA”), about the construction and operation, by BRF, of a chicken processing plant in Saudi Arabia.
The Company estimates the investment to be around R$483,684 (USD120,000), which will allow BRF to expand and consolidate its presence in the Saudi market.
The plant will produce breaded and marinated products, hamburgers, among others, and will be destined in its majority to the Saudi market.
1.5. Temporary suspension of exports from Dois Vizinhos and Francisco Beltrão to Saudi Arabia
On February 16, 2020, the Company became aware of an official note from the Saudi Food and Drug Authority (“SFDA”), the Saudi Arabian sanitary authority, regarding a report suspending temporarily two Company's establishments, Dois Vizinhos and Francisco Beltrão plants in the state of Paraná, from exporting chicken meat to this country. The Company has already initiated the necessary adjustments to redirect the production to its other plants, until the matter is duly clarified, possessing five plants with permissions to export to Saudi Arabia.
The immediate impact of this measure for BRF is limited to the exports effected by the Dois Vizinhos plant, which was currently operating with an export volume of approximately 6 thousand tons per month to Saudi Arabia. The Francisco Beltrão plant was not performing any exportation to this country.
The SFDA informs that the measure is temporary and requests from the Brazilian authorities, among other measures, more details about the investigations carried out between 2014 and 2018 regarding alleged violations conducted by the Company in the production of feed and Premix. The Company has cooperated fully and continuously with Brazilian and international authorities in the clarification of the matter and does not tolerate any quality or integrity deviation in its production process.
During the months of November and December of each year, the Company is impacted by seasonality in the Brazil operating segment due to Christmas and New Year’s Celebrations. The products that are relevant contributors are: turkey, Chester®, ham and pork cuts (hind leg/pork loin).
In the International operating segment, seasonality is due to Ramadan, which is the holy month of the Muslim calendar. The beginning of Ramadan depends on the beginning of the moon cycle and therefore can vary each year.
2. BASIS OF PREPARATION AND PRESENTATION OF FINANCIAL STATEMENTS
The parent company’s and consolidated financial statements were prepared in accordance with the IFRS - International Financial Reporting Standards, issued by the IASB - International Accounting Standards Board. All the relevant information applicable to the financial statements, and only them, are being evidenced and correspond to those used by administration in its management.
The parent company’s and consolidated financial statements are expressed in thousands of Brazilian Reais (“R$”) and the disclosures of amounts in other currencies, when applicable, were also expressed in thousands, unless otherwise stated.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
39
The preparation of the parent company’s and consolidated financial statements require Management to make judgments, use estimates and adopt assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, as well as the disclosures of contingent liabilities. The uncertainty inherent to these judgments, assumptions and estimates could result in material adjustments to the carrying amount of certain assets and liabilities in future periods.
Any judgments, estimates and assumptions are reviewed at each reporting period.
The parent company’s and consolidated financial statements were prepared based on the recoverable historical cost, except for the following material items recognized in the statements of financial position:
(i) derivative financial instruments and non-derivative financial instruments measured at fair value;
(ii) share-based payments and employee benefits measured at fair value;
(iii) biological assets measured at fair value; and
(iv) assets held for sale in the cases the fair value is lower than historical cost.
The accounting policies adopted by the Company are described in note 3, which includes those adopted during the year, which are: ICPC 22 / IFRIC 23 - Uncertainty over income tax treatments (note 3.8) and CPC 06 (R2) / IFRS 16 - Leases (note 3.14). For the policies adopted during the year, the adoption has been made prospectively, as such the prior year is not comparative.
The Company prepared parent company’s and consolidated financial statements under the going concern assumption and disclosed all relevant information in its explanatory notes, in order to clarify and complement the accounting basis adopted.
During the year of 2019, the Company continued with the operational and financial restructuring started in 2018 and restructured its operating segments (note 26) and, thus, 2018 presentation of segment information was adjusted and consequently restated for all periods presented.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3.1. Consolidation
The consolidated financial statements include BRF and the subsidiaries (note 1.1) where BRF has direct or indirect control, obtained when the Company is exposed to or has right to variable returns in such subsidiaries and has the power to influence these returns.
The financial information of the subsidiaries was prepared using the same accounting policies of Parent Company.
All transactions and balances between BRF and its subsidiaries have been eliminated upon consolidation, as well as the unrealized profits or losses arising from these transactions, net of taxes.Non-controlling interests are presented separately.
3.2. Accounting judgments, estimates and assumptions
The Management made the following judgments which have a material impact on the amounts recognized in the financial statements:
Main judgments:
» control, significant influence and consolidation (note 1.1);
» share-based payment transactions (note 20);
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
40
» transfer of control for revenue recognition (note 27);
» the probability that will exercise renewal option or anticipated termination of the lease agreements (note 19).
Main estimates:
» fair value of financial instruments (note 25);
» annual analyses of impairment of non-financial assets (note 15);
» expected credit losses (note 6);
» net realizable value provision for inventories (note 7);
» fair value of biological assets (note 8);
» annual analyses of recoverability of taxes (note 9 and 10);
» fair value of assets held for sale (note 12);
» useful lives of property, plant, equipment and intangible with definite useful life (note 14 and 15);
» employee benefits (note 21);
» provision for tax, civil and labor risks (note 22);
The Company reviews the estimates and underlying assumptions used in its accounting estimates in each reporting period. Revisions to accounting estimates are recognized in the period in which the estimates are revised.
3.3. Functional currency and foreign currency transactions
The financial statements of each subsidiary included in consolidation are prepared using the currency of the main economic environment where it operates.
The financial statements of foreign subsidiaries with functional currency different from Reais are translated into Brazilian Reais, under the following criteria:
» Assets and liabilities are translated at the closing exchange rate;
» Income and expenses are translated at the monthly average rate;
» The cumulative effects of gains or losses upon translation are recognized in other comprehensive income.
Goodwill arising from business combinations with foreign entities is expressed in the functional currency of that entity and translated by the closing exchange rate for the reporting currency of the parent company, with the exchange variation effects recognized in other comprehensive income.
» The transactions into foreign currency follow the criteria below:
» Non-monetary assets and liabilities, as well as incomes and expenses, are translated at the historical rate of the transaction;
» Monetary assets and liabilities are translated at the closing exchange rate;
» The cumulative effects of gains or losses upon translation of monetary assets and liabilities are recognized in the statements of income (loss).
3.4. Hyperinflationary economies
The Company has subsidiaries in Argentina, which is considered a hyperinflationary economy. For these subsidiaries the accounting policies below are adopted:
Non-monetary items, as well as incomes and expenses, are adjusted by the changes in the inflation index between the initial recognition and the closing date, so that the balances are stated at current value.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
41
As only the subsidiaries located in Argentina, are subject to hyperinflation, and the parent company is not in a hyperinflationary economy, the Company did not restate prior balances. The monetary correction (measured by the General Consumer Price Index from Argentina – “IPC”) was recorded in the result of discontinued operations for the subsidiaries sold during the year, and recorded in the result of continued operations for the subsidiaries in which the Company maintains an equity participation (note 1.1).
The translation of the balances of the subsidiaries with a hyperinflationary economy to the reporting currency were made at the closing rate of the reporting period for both financial position and income statement balances.
The inflation rates used in 2018 and 2019 are demonstrated in the table below:
Period |
| Accumulated inflation rates |
2018 |
| 48.01% |
2019 |
| 53.46% |
3.5. Business combination
Are registered according to the acquisition method, which determines that the cost of an acquisition is measured by the sum of the consideration transferred, assessed based on the fair value on the acquisition date, and the value of any non-controlling interest in the acquired company. The Company measures the non-controlling interest based on its participation in the net assets identified in the acquired company. Costs directly attributable to the acquisition are recorded as expense when incurred.
Business combinations with related parties are recognized using the acquisition method when the agreements have a substance and at cost when no substance is observed in the transaction.
In the acquisition of a business, Management assesses the acquired assets and liabilities assumed in order to classify and allocate them in accordance with the contractual terms, economic circumstances and relevant conditions on the acquisition date.
Initially, goodwill is measured as the excess of the consideration transferred in relation to the fair value of the net assets acquired (identifiable assets and liabilities assumed, net).
After the initial recognition, goodwill is measured at cost less any accumulated impairment losses. For purposes of testing the recoverable amount, goodwill is allocated to each of the cash-generating units that will benefit from the acquisition.
3.6. Inventories
Inventories are measured at the lower of the average cost of acquisition or cost of production of finished products and the net realizable value. The cost of finished products includes purchased raw materials, labor, production costs, transportation and storage, which are related to all the processes necessary for bringing the products to sales conditions. Provisions for obsolescence, adjustments to net realizable value, impaired items and slow-moving inventories are recorded when necessary. Normal production losses are included in the production cost for the respective month, while abnormal losses, if any, are expensed in Cost of Products Sold when incurred.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
42
3.7. Biological assets
The consumable and production biological assets (live animals) and forests are measured at their fair value, using the cost approach technique to live animals and the revenue approach for forests. In determining the fair value of live animals, all losses inherent to the breeding process are already computed.
3.8. Income taxes
In Brazil, it comprises income tax (“IRPJ“) and social contribution on profit (“CSLL“), which are calculated monthly based on taxable profit, after offsetting tax losses and negative social contribution base, limited to 30% of the taxable income, applying the rate of 15% plus an additional 10% for the IRPJ and 9% for the CSLL.
The results obtained from foreign subsidiaries are subject to taxation by the countries where they are based, according to applicable rates and legislation. In Brazil, these results suffer the effects of taxation on universal basis established by the Law No. 12,973 / 14. The Company analyzes the results of each subsidiary for the application of its Income Tax legislation, in order to respect the treaties signed by Brazil and avoid double taxation.
Deferred taxes represent credits and debits on IRPJ tax losses and negative CSLL bases, as well as temporary differences between the tax and accounting bases. Deferred tax and social contribution assets and liabilities are classified as non-current. When the Company’s internal studies indicate that the future use of these credits over a 10-year horizon is not probable, the asset is derecognized (note 10.3).
Deferred tax assets and liabilities are presented net if there is an enforceable legal right to be offset, and if they are under the responsibility of the same tax authority and under the same taxable entity.
Deferred tax assets and liabilities must be measured at the rates applicable in the period in which the asset is realized or the liability is settled, based on the rates (and tax legislation) that are in force on the financial position date.
On January 01, 2019, the interpretation ICPC 22 / IFRIC 23 became effective, which deals with the recognition and measurement requirements when there is uncertainty about the treatments of tax on profit.
The Company analyzed relevant tax decisions of higher courts and whether they conflict in any way with the positions adopted by the Company. Regarding the known uncertain tax positions, the Company reviewed the corresponding legal opinions and jurisprudence and did not identify impacts to be recorded, since it concluded that the tax authorities are not likely to reject the positions adopted.
The Company will periodically evaluate the positions assumed in which there are uncertainties about the adopted tax treatment and will set up a provision when applicable.
3.9. Assets held for sale and discontinued operations
Are measured at the lower of the book value and the fair value less selling costs and are not depreciated or amortized. Such items are only classified under this item when its sale is highly probable and they are available for immediate sale in their current conditions.
Losses due to impairment are recorded under Other Operational Expenses.
Discontinued operations for all periods have been presented in a like-captioned line item in the statement of income and cash flows. Prior periods were restated for comparative purposes. The statement of financial position remains as disclosed in prior periods.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
43
3.10. Investments
Investments classified in this group: i) in associated companies, that are entities over which the Company has significant influence, which is the power to participate in decisions on the investee’s financial and operational policies, but without individual or joint control of these policies, and; ii) in joint ventures, in which the control of the business is shared through contractual agreement and decisions about the relevant activities require the unanimous consent of the parties.
Investments are initially recognized at cost and subsequently adjusted using the equity method.
3.11. Property, plant and equipment
Measured by the cost of acquisition, formation, construction or dismantling, less accumulated depreciation. Loan and financing costs are recorded as part of the costs of property, plant and equipment in progress, considering the weighted average rate of loans and financing effective on the capitalization date.
Depreciation is recognized based on the estimated economic useful life of each asset using the straight-line method. The estimated useful life, residual values and depreciation methods are reviewed annually and the effects of any changes in estimates are accounted for prospectively. Land is not depreciated.
The Company annually performs an impairment analysis for its cash-generating units, which include the balances of property, plant and equipment (note 15).
Gains and losses on disposals of property, plant and equipment are determined by comparing the sale value with the residual book value and are recognized in the statement of income on the date of sale under Other Operational Income (Expenses).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
44
3.12. Intangible assets
Acquired intangible assets are measured at cost at the time of their initial recognition, while those arising from a business combination are recognized at fair value on the acquisition date. After initial recognition, it is presented at cost less accumulated amortization and impairment losses, when applicable. Intangible assets generated internally, excluding development costs, are not capitalized and the expense is recognized in the income statement when incurred.
Intangible assets with definite useful lives are amortized on a straight-line basis over their economic useful lives. The amortization period and method for an intangible asset with definite life are reviewed at least at the end of each fiscal year, and any changes observed are applied prospectively. The amortization of intangible assets with finite lives is recognized in the income statement in the expense category related to their use.
Intangible assets with indefinite useful lives are not amortized, but are tested annually for impairment, being allocated to the cash-generating units (note 15). The Company records in this subgroup mainly goodwill for expected future profitability and the Company’s brands, which are expected to contribute indefinitely to its cash flows.
3.13. Contingent assets
Are possible assets whose existence needs to be confirmed by the occurrence or not of one or more uncertain future events. The Company does not record contingent assets, however when the inflow of economic benefits is more likely than not to occur, the contingent assets are disclosed.
3.14. Leasing
3.14.1. Accounting practice applied until December 31, 2018
Leasing operations whose risks and benefits inherent to ownership are substantially transferred to the Company, are classified as finance leases. If there is no significant transfer of the risks and benefits inherent to the property, the operations are classified as operating leases.
Financial leasing contracts are recognized in property, plant and equipment or intangible assets, against liabilities, at the lower of the present value of the minimum mandatory installments of the contract and the fair value of the asset, plus, when applicable, the initial direct costs incurred in the transaction. The amounts recorded in property, plant and equipment and intangible are depreciated and the interests implicit in the liability are recognized on the income statement according to the duration of the contract.
Operating lease agreements are recognized as an expense over the lease period.
Gains or losses arising from the Company’s sale-leaseback transactions, classified after the sale of the assets as an operating lease, are recognized as follows:
- Immediately in the income for the year when the transaction is measured at fair value;
- If the transaction price is established below or above the fair value, the profit or loss is immediately recognized in the result, except if the result is offset by future lease payments below the market value.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
45
3.14.2. Accounting practice applied from January 01, 2019
On January 01, 2019, the Company adopted CPC 06 (R2) / IFRS 16 and opted for the modified retrospective approach without restating comparative periods. Accordingly, all balances related to the year ended on December 31, 2018 (note 19.1) are presented in accordance with the standards previously in force CPC 06 (R1) / IAS 17, as disclosed above.
In the transition process, the Company chose not to use the practical expedient that allows not to reassess whether a contract is or contains a lease. Consequently, the new lease definitions contained in IFRS 16 were applied to all contracts in force on the transition date. A contract is, or contains a lease, if the contract transfers the right to control the use of an identified asset for a period in exchange for consideration, for which it is necessary to assess whether:
» the contract involves the use of an identified asset, which may be explicit or implicit, and may be physically distinct or represent substantially the entire capacity of a physically distinct asset. If the supplier has a substantial right to replace the asset, then the asset is not identified;
» the Company has the right to obtain substantially all the economic benefits from using the asset during the contract period; and
» the Company has the right to direct the use of the asset. The Company has the right to decide to change how and for what purpose the asset is used, if:
o has the right to operate the asset, or
o designed the asset, in a way that predetermines how and for what purpose it will be used.
At the beginning of the contract, the Company recognizes a right-of-use asset and a lease liability that represents the obligation to make payments related to the underlying asset of the lease.
The right-to-use asset is initially measured at cost and comprises the initial amount of the lease liability adjusted for any payment made on or before the contract start date, plus any direct initial costs incurred and estimated disassembly, removal costs, restoration of the asset in the place where it is located, less any incentive received.
The right-to-use asset is subsequently depreciated using the straight-line method from the start date to the end of the useful life of the right to use or the end of the lease term. The options for extending the term or early termination of contracts are analyzed individually considering the type of asset involved as well as its relevance in the Company’s production process. The estimated useful life of the right-of-use asset is determined on the same basis as the assets owned by the Company. Additionally, the right-to-use asset is periodically reduced to recoverable value in accordance with CPC 01 / IAS 36, when applicable, and readjusted by remeasurement of the lease liability.
The lease liability is initially measured at the present value of the payments not made, less the incremental loan rate.
The lease liability is measured at amortized cost using the effective interest method. It is remeasured when there is a change (i) in future payments resulting from a change in index or rate (ii) in the estimate of the expected amount to be paid in the guaranteed residual value or (iii) in the assessment of whether the Company will exercise the purchase option, extension or termination.
When the lease liability is remeasured, the corresponding adjustment amount is recorded in the book value of the right-of-use asset or in the profit and loss statement, if the book value of the right-of-use asset has been reduced to zero.
As a result of the adoption of IFRS 16, on January 01, 2019, the amount of R$2,157,346 was recognized as a right-of-use asset and a rental liability at the parent company. In the consolidated, there was recognition of a right-of-use asset of R$2,397,743, a lease liability of R$2,391,456, and the difference between the balances in the amount of R$6,287, which was caused by provisions for operating leases already recorded on December 31, 2018, in Shareholders’ Equity. Such contracts were previously disclosed as an operating lease, according to the annual financial statements for the year ended December 31, 2018 (note 23.1).
The Company used the following practical steps to transition to the new lease accounting requirements:
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
46
» chose not to recognize assets with right to use and lease liabilities with a contract term of less than 12 months, and with no purchase option and of low value. Payments associated with such contracts are recognized as an expense in the income statement on a straight-line basis over the lease period;
» use of a single discount rate for each lease portfolio with reasonably similar characteristics. In this sense, the incremental loan rate was obtained, as of January 01, 2019, applicable to each of the leased asset portfolios. Through this methodology, the Company obtained a weighted average rate of 7.92% for the parent company and consolidated.
Additionally, contracts with an indefinite term with no fixed payment are expensed as incurred.
3.15. Share based payments
The Company offers to its executives stock option plans and restricted stock plans of its own issuance. The Company recognizes as an expense the fair value of the options or shares, measured at the grant date, on a straight-line basis during the period of service required by the plan, with a corresponding entry to: the shareholders’ equity for plans exercisable in shares; and to liabilities for cash exercisable plans. The accumulated expense recognized reflects the vesting period and the Company’s best estimate of the number of shares to be delivered.
The expense of the plans is recognized in the income statement in accordance with the function performed by the beneficiary. The expense is reversed when vesting conditions are not met.
The outstanding stock options are considered as an additional dilution in the calculation of diluted earnings per share when the exercise price is lower than the current share price.
3.16. Pension and other post-employment plans
The Company sponsors supplementary defined benefit and defined contribution pension plans, as well as other post-employment benefits for which an actuarial appraisal is annually prepared by an independent actuary and is reviewed by Management. The cost of defined benefits is established separately for each plan using the projected unit credit method.
The measurements comprise the actuarial gains and losses, the effect of the limit on contributions and returns on the plan assets and are recognized in the financial position against other comprehensive income when incurred, except Award for Length of Service, which its recognition occurs against statement of income. These measurements are not reclassified to statement of income in subsequent periods.
The Company recognizes the net defined benefit asset when:
» controls the resource and has the ability to use the surplus to generate future benefits;
» the control is the result of past events;
» future economic benefits are available for the Company in the form of a reduction in future contributions or cash refunds, either directly to the sponsor or indirectly to another loss-making fund. The effect of the asset limit (irrecoverable surplus) is the present value of these future benefits.
Past service costs are recognized in income for the year on the following dates, whichever comes first:
» the date of changing the plan or significantly reducing the expected length of service;
» the date in which the Company recognizes the costs related to restructuring.
The cost of services and net interest on the value of the defined benefit liability or asset are recognized in the expense categories related to the function the beneficiary performs and to the financial result, respectively.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
47
3.17. Employee and management profit sharing
Employees are entitled to profit sharing based on certain targets agreed upon on an annual basis, whereas directors are entitled to profit sharing based on the provisions of the bylaws, proposed by the Board of Directors and approved by the shareholders. The profit-sharing amount is recognized in the statement of income when the targets are achieved.
3.18. Provision for tax, civil and labor risks and contingent liabilities
The provisions are recognized when the Company has a present obligation, formalized or not, as a result of a past event, the outflow of resources to settle the obligation is likely to occur and a reliable estimate can be made.
The Company is involved in several legal and administrative procedures, mainly in Brazil. Assessments of the likelihood of loss in these lawsuits include an analysis of the available evidences, the hierarchy of laws, the available jurisprudence, the most recent court decisions and their relevance in the legal system, as well as the assessment of outside lawyers. Provisions are reviewed and adjusted to reflect changes in circumstances, such as the applicable limitation period, conclusions of tax inspections or additional exposures identified based on new matters or court decisions.
In cases where there are a large number of lawsuits and the amounts are not individually relevant, the Company use historical studies to determine the probability and amounts of losses.
Contingent liabilities from business combinations are recognized if they arise from a present obligation that arose from past events and if their fair value can be measured reliably.
3.19. Financial instruments
Are contracts that give rise to a financial asset for one entity and a financial liability or equity instrument for another. Their presentation in the statement of financial position and explanatory notes takes place according to the characteristics of each contract.
3.19.1. Financial Assets
Are recognized when the entity becomes party to the contractual provisions of the instrument and classified based on the characteristics of its cash flows and on the management model for the asset. The table below shows how to classify and measure financial assets:
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
48
Category |
| Initial Measurement |
| Subsequent Measurement |
Amortized Cost |
| Accounts receivable from Clients and other receivables: billed amount adjusted to present value and, when applicable, reduced by expected credit losses |
| Interest, changes in amortized cost and expected credit losses recognized in the income statement. |
Fair Value through Profit and Loss (“FVTPL”) |
| Fair Value |
| Variation on the fair value recognized in the income statement. |
Fair Value through Other Comprehensive Income (“FVTOCI”). |
| Fair value less costs directly attributable to its issuance. |
| Changes in fair value recognized in other comprehensive income. Upon settlement or transfer, accumulated gains or losses are directly reclassified to Retained earnings or accumulated losses. |
The Company evaluates expected credit losses in each reporting period for instruments measured at amortized cost and for debt instruments measured at Fair Value through Other Comprehensive Income. Losses and reversals of losses are recorded in the income statement.
A financial asset is only derecognized when contractual rights expire or are effectively transferred.
Cash and cash equivalents: comprises the balances of cash, banks and securities of immediate liquidity whose maturities, at the time of acquisition, are equal to or less than 90 days, readily convertible into a known amount of cash and which are subject to an insignificant risk of change in value. Securities classified in this group, by their very nature, are measured at fair value through profit or loss.
Expected credit losses in Accounts receivable from customers and other receivables: the Company regularly assesses the historical losses on the customer portfolios it has in each region, taking in consideration the dynamics of the markets in which it operates and instruments it has for reducing credit risks, such as: letters of credit, insurance and collateral, as well as identifying specific customers whose risks are significantly different than the portfolio, which are treated according to individual expectations.
Based on these assessments, estimated loss factors are generated by portfolio and aging class, which, applied to the amounts of accounts receivable, generate the expected credit losses. Additionally, the Company evaluates macroeconomic factors that may influence these losses and, if necessary, adjusts the calculation model.
Securities receivable with legal proceedings in place are reclassified to noncurrent as well as the related estimated credit losses. The securities are written off against the estimated loss when the Management considers that they are no longer recoverable after taking all appropriate actions to collect them.
3.19.2. Financial Liabilities
Are recognized when the entity becomes party to the contractual provisions of the instrument. The initial measurement is at fair value and subsequently at amortized cost using the effective interest rate method.
A financial liability is only derecognized when the contractual obligation expires, is settled or canceled.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
49
3.19.3. Adjustment to present value
The Company measures the adjustment to present value on short and long-term balances of accounts receivable, suppliers and other obligations, being recognized as a deduction in the asset accounts against the financial result. The Company adopts the weighted average cost of capital to determine the adjustment to present value of the mentioned assets and liabilities, which corresponds to 11.3% per year on December 31, 2019 (10.4% p.a. on December 31, 2018).
3.19.4. Hedge accounting
The Company has chosen to apply the requirements of CPC 48 / IFRS 9 in relation to hedge accounting.
Cash flow hedge: the effective portion of the gain or loss on the hedge instrument is recognized under Other Comprehensive Income and the ineffective portion in the Financial result. Accumulated gains and losses are reclassified to the Income statement or statement of financial position when the hedge object is recognized, adjusting the item in which the hedge object was accounted for.
When the instrument is designated in a cash flow hedge relationship, changes in the fair value of the future element of the forward contracts and the time value of the options are recognized under Other Comprehensive Income. When the instrument is settled, these hedge costs are reclassified to the income statement together with the intrinsic value of the instruments.
Fair value hedge: the effective portion of the hedge instrument’s gain or loss is recognized in the Income Statement or statement of financial position, adjusting the item under which the hedge object is or will be recognized. The hedge object, when designated in this relationship, is also measured at fair value.
Net investment hedge accounting: as of August 31, 2019, the Company adopted this practice. In this relation, the effective result of the exchange variation of the instrument is recorded under Other Comprehensive Income, in the same item in which the accumulated translation adjustments of the investments (hedge objects) are recognized. Only when the hedged investments are sold, the accumulated amount is reclassified to the income statement, adjusting the gain or loss on the sale.
3.20. Segment information
An operating segment is a component of the Company that develops business activities to obtain revenues and incur expenses. The operating segments reflect the way in which the Company’s management reviews the financial information for decision making. The Company’s management identified the operating segments, which meet the quantitative and qualitative parameters of disclosure, pursuant its current management model (note 26).
3.21. Revenue from contracts with customers
Sales revenues comprise the fair value of the consideration received or receivable for the sale of products, net of applicable taxes, returns, rebates and discounts.
Sales revenues are recognized in accordance with the accrual basis of accounting, when the sales value is reliably measurable and the Company no longer has control over the product sold or any other liability related to its ownership and, it is likely that the economic benefits will be received by the Company.
The sales process begins with sales orders and formal agreements, in general signed with large retail and wholesale chains. The discounts and rebates may be negotiated on a spot basis or may have its conditions formally defined in the agreements. In all cases, the performance condition is satisfied when the control of the goods is transferred to the client.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
50
The Company has sales with cash and installment payments, which are adjusted to present value for recognition of the financial component (note 3.19.5).
3.22. Government grants
Government grants are recognized at fair value when there is reasonable assurance that the conditions established will be met and the benefit will be received. The amounts appropriated as revenue in the income statement, when used to reduce income taxes, are transferred from retained earnings to the tax incentive reserve in the years the Company presents profit higher than the reclassification.
3.23. Statement of value added
The company prepared the individual and consolidated statements of added value (“DVA”) under CPC 09, which are presented as part of the financial statements in accordance with practices adopted in Brazil. For IFRS, it represents supplemental financial information.
| Average rate (p.a.) |
| Parent company |
| Consolidated | ||||
|
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | |
Cash and bank accounts |
|
|
|
|
|
|
|
|
|
U.S. Dollar | - |
| 403 |
| 8,075 |
| 1,356,128 |
| 118,895 |
Brazilian Reais | - |
| 166,506 |
| 94,967 |
| 167,051 |
| 97,376 |
Euro | - |
| 3,813 |
| 2,927 |
| 71,626 |
| 52,779 |
Other currencies | - |
| 180 |
| 261 |
| 694,982 |
| 453,788 |
|
|
| 170,902 |
| 106,230 |
| 2,289,787 |
| 722,838 |
Cash equivalents |
|
|
|
|
|
|
|
|
|
In Brazilian Reais |
|
|
|
|
|
|
|
|
|
Investment funds | 1.77% |
| 3,507 |
| 3,721 |
| 3,507 |
| 3,721 |
Savings account | - |
| - |
| 49 |
| - |
| 49 |
Bank deposit certificates | 4.40% |
| 869,473 |
| 3,695,621 |
| 879,758 |
| 3,720,708 |
|
|
| 872,980 |
| 3,699,391 |
| 883,265 |
| 3,724,478 |
In U.S. Dollar |
|
|
|
|
|
|
|
|
|
Term deposit | 3.34% |
| 254,583 |
| - |
| 270,714 |
| - |
Overnight | 2.32% |
| 70,515 |
| 21,077 |
| 689,874 |
| 401,096 |
Other currencies |
|
|
|
|
|
|
|
|
|
Term deposit | 2.44% |
| - |
| - |
| 104,145 |
| 21,150 |
|
|
| 325,098 |
| 21,077 |
| 1,064,733 |
| 422,246 |
1,368,980 |
| 3,826,698 |
| 4,237,785 |
| 4,869,562 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
51
|
|
|
|
| Average interest rate (p.a.) |
| Parent company |
| Consolidated | ||||
| WATM (1) |
| Currency |
|
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | |
Fair value through other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit linked note | 3.40 |
| USD |
| 3.85% |
| - |
| - |
| 19,285 |
| 16,398 |
Stocks | - |
| R$ and HKD |
| - |
| - |
| 83,782 |
| 26,678 |
| 139,469 |
|
|
|
|
|
|
| - |
| 83,782 |
| 45,963 |
| 155,867 |
Fair value through profit and loss |
|
|
| ||||||||||
Financial treasury bills | 3.40 |
| R$ |
| 4.40% |
| 396,994 |
| 295,699 |
| 396,994 |
| 295,699 |
Investment funds - FIDC BRF | 3.96 |
| R$ |
| - |
| 14,891 |
| 14,699 |
| 14,891 |
| 14,699 |
Investment funds | 0.17 |
| ARS |
| - |
| - |
| - |
| 1,903 |
| - |
|
|
|
|
|
|
| 411,885 |
| 310,398 |
| 413,788 |
| 310,398 |
Amortized cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
Sovereign bonds and others (2) | 3.33 |
| AOA |
| 3.82% |
| - |
| 87,697 |
| 265,783 |
| 331,395 |
|
|
|
|
|
|
| 411,885 |
| 481,877 |
| 725,534 |
| 797,660 |
|
|
| |||||||||||
Current | 396,994 | 303,613 | 418,182 |
| 507,035 | ||||||||
Non-current (3) | 14,891 | 178,264 | 307,352 |
| 290,625 |
(1) Weighted average maturity in years.
(2) On December 31, 2019 it’s comprised of Financial Treasury Bills (“LFT”) remunerated at the rate of the Special System for Settlement and Custody (“SELIC”) and securities of the Angola Government denominated in Kwanzas.
(3) Maturity is September 01, 2025.
The unrealized gain on marketable securities measured at fair value through other comprehensive income, corresponds to the accumulated value of R$ 4,454, which is net of tax effects of R$ 4,509 (loss of R$ 98,451 net of tax effects of R$ 43,767 on December 31, 2018). The balance of expected credit losses on marketable securities measured at amortized cost on December 31, 2019 is R$ 1,983 (R$ 9,014 on December 31, 2018).
Additionally, at December 31, 2019, the amount of R$ 100,435 (R$ 288,010 on December 31, 2018) was pledged as guarantee, with no use restrictions, for USD denominated future contracts, traded on B3 S.A. - Brasil, Bolsa, Balcão (“B3“).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
52
6. TRADE ACCOUNTS RECEIVABLE AND OTHER RECEIVABLES
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Trade accounts receivable |
|
|
| ||||
Domestic customers | 1,333,344 |
| 1,098,173 |
| 1,336,762 |
| 1,098,750 |
Domestic related parties | 800 |
| 233 |
| - |
| - |
Foreign customers | 457,413 |
| 368,949 |
| 2,215,050 |
| 1,973,981 |
Foreign related parties | 4,779,202 |
| 4,270,689 |
| - |
| 59,284 |
| 6,570,759 |
| 5,738,044 |
| 3,551,812 |
| 3,132,015 |
( - ) Adjustment to present value | (8,522) |
| (7,768) |
| (10,121) |
| (10,276) |
( - ) Expected credit losses | (457,505) |
| (441,448) |
| (503,848) |
| (508,848) |
|
|
| |||||
6,104,732 |
| 5,288,828 |
| 3,037,843 |
| 2,612,891 | |
|
|
| |||||
Current | 6,097,935 | 5,280,864 | 3,031,046 |
| 2,604,928 | ||
Non-current | 6,797 | 7,964 | 6,797 |
| 7,963 | ||
|
|
| |||||
Other receivables | 150,156 |
| 230,544 |
| 153,799 |
| 235,376 |
( - ) Adjustment to present value | (1,936) |
| (344) |
| (1,936) |
| (344) |
( - ) Expected credit losses | (27,986) |
| (30,960) |
| (27,986) |
| (30,960) |
|
|
|
|
|
|
|
|
120,234 |
| 199,240 |
| 123,877 |
| 204,072 | |
|
|
| |||||
Current | 56,002 | 110,281 | 59,645 |
| 115,113 | ||
Non-current (1) | 64,232 | 88,959 | 64,232 |
| 88,959 |
(1) Weighted average maturity of 2.72 years.
The Company performs credit assignments with no right of return to the BRF Clients’ Credit Rights Investment Fund (“FIDC BRF“), whose sole purpose is to acquire credit rights arising from commercial transactions carried out between the Company and its clients in Brazil. On December 31, 2019, FIDC BRF had an outstanding balance of R$730,251 (R$643,675 on December 31, 2018) related to such credit rights, which are no longer recorded in the Company’s statement of financial position.
On December 31, 2019, Other receivables are mainly represented by receivables from the sale of farms and various properties, with a balance of R$109,419 (R$189,132 on December 31, 2018).
The movements of the expected credit losses are shown below:
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | (441,448) |
| (407,478) |
| (508,848) |
| (467,555) |
Initial adoption IFRS 9 | - |
| (2,644) |
| - |
| (12,612) |
Incorporation of companies | - |
| (114) |
| - |
| - |
Transfer - held for sale | - |
| - |
| - |
| 8,991 |
Provision | (21,336) |
| (25,327) |
| (23,899) |
| (46,357) |
Write-offs | 18,859 |
| 38,493 |
| 44,039 |
| 49,445 |
Exchange rate variation | (13,580) |
| (44,378) |
| (15,140) |
| (40,760) |
Ending balance | (457,505) |
| (441,448) |
| (503,848) |
| (508,848) |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
53
The aging of trade accounts receivable is as follows:
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Not overdue | 6,028,415 |
| 5,252,593 |
| 2,820,308 |
| 2,451,597 |
Overdue |
|
|
|
|
|
|
|
01 to 60 days | 29,232 |
| 27,115 |
| 143,303 |
| 133,002 |
61 to 90 days | 5,549 |
| 4,506 |
| 19,409 |
| 25,435 |
91 to 120 days | 1,568 |
| 4,626 |
| 3,723 |
| 10,575 |
121 to 180 days | 876 |
| 12,791 |
| 3,934 |
| 27,029 |
181 to 360 days | 5,166 |
| 17,143 |
| 20,748 |
| 36,783 |
More than 360 days | 499,953 |
| 419,270 |
| 540,387 |
| 447,594 |
( - ) Adjustment to present value | (8,522) |
| (7,768) |
| (10,121) |
| (10,276) |
( - ) Expected credit losses | (457,505) |
| (441,448) |
| (503,848) |
| (508,848) |
| 6,104,732 |
| 5,288,828 |
| 3,037,843 |
| 2,612,891 |
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Finished goods | 1,302,419 |
| 1,340,593 |
| 2,257,119 |
| 2,200,763 |
Work in progress | 147,022 |
| 139,818 |
| 149,470 |
| 140,466 |
Raw materials | 721,278 |
| 767,061 |
| 803,520 |
| 847,494 |
Packaging materials | 57,915 |
| 71,889 |
| 60,715 |
| 73,755 |
Secondary materials | 367,311 |
| 333,182 |
| 375,744 |
| 337,969 |
Supplies | 168,248 |
| 176,444 |
| 205,399 |
| 196,228 |
Imports in transit | 61,021 |
| 97,586 |
| 61,021 |
| 103,954 |
Other | 5,252 |
| 23,602 |
| 19,266 |
| 9,979 |
(-) Adjustment to present value | (44,319) |
| (33,302) |
| (44,338) |
| (33,314) |
| 2,786,147 |
| 2,916,873 |
| 3,887,916 |
| 3,877,294 |
The additions and reversals of provisions for losses on inventories, which were recorded under the item Cost of Goods Sold, are shown in the table below:
| Parent company | ||||||||||||||
Provision for adjustment to realizable value | Provision for deterioration | Provision for obsolescence | Total | ||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | (60,986) |
| (209,681) |
| (51,374) |
| (41,098) |
| (5,008) |
| (6,370) |
| (117,368) |
| (257,149) |
Additions | (61,890) |
| (263,010) |
| (142,796) |
| (85,857) |
| (6,485) |
| (8,600) |
| (211,171) |
| (357,467) |
Reversals | 72,645 |
| 98,493 |
| - |
| - |
| - |
| - |
| 72,645 |
| 98,493 |
Write-offs | 41,156 |
| 313,212 |
| 156,441 |
| 87,764 |
| 3,077 |
| 10,310 |
| 200,674 |
| 411,286 |
Incorporation of companies | - |
| - |
| - |
| (12,183) |
| - |
| (348) |
| - |
| (12,531) |
Ending balance | (9,075) |
| (60,986) |
| (37,729) |
| (51,374) |
| (8,416) |
| (5,008) |
| (55,220) |
| (117,368) |
| Consolidated | ||||||||||||||
Provision for adjustment to realizable value | Provision for deterioration | Provision for obsolescence | Total | ||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | (65,490) |
| (253,720) |
| (60,586) |
| (66,394) |
| (12,029) |
| (6,914) |
| (138,105) |
| (327,028) |
Additions | (81,988) |
| (317,039) |
| (153,881) |
| (153,245) |
| (9,529) |
| (25,286) |
| (245,398) |
| (495,570) |
Reversals | 95,881 |
| 143,406 |
| - |
| - |
| - |
| - |
| 95,881 |
| 143,406 |
Write-offs | 41,156 |
| 342,813 |
| 171,637 |
| 152,823 |
| 6,360 |
| 19,940 |
| 219,153 |
| 515,576 |
Restatement by Hyperinflation | - |
| (4,924) |
| - |
| (526) |
| - |
| - |
| - |
| (5,450) |
Transfer - held for sale | - |
| 23,898 |
| - |
| 7,214 |
| - |
| 326 |
| - |
| 31,438 |
Exchange rate variation | (271) |
| 76 |
| 304 |
| (458) |
| 279 |
| (95) |
| 312 |
| (477) |
Ending balance | (10,712) |
| (65,490) |
| (42,526) |
| (60,586) |
| (14,919) |
| (12,029) |
| (68,157) |
| (138,105) |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
54
8. BIOLOGICAL ASSETS
The live animals are represented by poultry and pork and segregated into consumables and animals for production. The rollforward of the biological assets are shown below:
| Parent company | ||||||||||||||||||||||||||
Current | Non-current | ||||||||||||||||||||||||||
Live animals | Live animals |
|
|
|
|
|
|
| |||||||||||||||||||
Poultry |
| Pork | Total | Poultry |
| Pork | Forests | Total | |||||||||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | |
Beginning balance | 529,524 |
| 461,881 |
| 930,280 |
| 799,675 |
| 1,459,804 |
| 1,261,556 | 319,318 |
| 235,425 |
| 317,185 |
| 300,417 |
| 362,893 |
| 237,718 |
| 999,396 |
| 773,560 | |
Additions/Transfer | 3,442,621 |
| 269,774 |
| 3,545,494 |
| 1,818,312 |
| 6,988,115 |
| 2,088,086 | 60,424 |
| 38,453 |
| 272,677 |
| 233,607 |
| 56,134 |
| 24,632 |
| 389,235 |
| 296,692 | |
Changes in fair value (1) | 1,570,343 |
| 581,728 |
| 209,083 |
| 204,028 |
| 1,779,426 |
| 785,756 | 19,793 |
| 13,199 |
| (174,903) |
| (147,302) |
| (28,119) |
| 90,384 |
| (183,229) |
| (43,719) | |
Harvest | - |
| - |
| - |
| - |
| - |
| - | - |
| - |
| - |
| - |
| (48,890) |
| (30,529) |
| (48,890) |
| (30,529) | |
Write-off | - |
| - |
| - |
| - |
| - |
| - | - |
| - |
| - |
| - |
| (11,810) |
| (8,133) |
| (11,810) |
| (8,133) | |
Transfer between current and non-current | 49,250 |
| 51,626 |
| 77,155 |
| 69,537 |
| 126,405 |
| 121,163 | (49,250) |
| (51,626) |
| (77,155) |
| (69,537) |
| - |
| - |
| (126,405) |
| (121,163) | |
Transfer to assets held for sale | - |
| - |
| - |
| - |
| - |
| - | - |
| - |
| - |
| - |
| (1,655) |
| (1,046) |
| (1,655) |
| (1,046) | |
Transfer to inventories | (5,033,965) |
| (993,300) |
| (3,774,658) |
| (1,961,272) |
| (8,808,623) |
| (2,954,572) | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - | |
Incorporation of companies | - |
| 157,815 |
| - |
| - |
| - |
| 157,815 | - |
| 83,867 |
| - |
| - |
| - |
| 49,867 |
| - |
| 133,734 | |
Ending balance | 557,773 |
| 529,524 |
| 987,354 |
| 930,280 |
| 1,545,127 |
| 1,459,804 |
| 350,285 |
| 319,318 |
| 337,804 |
| 317,185 |
| 328,553 |
| 362,893 |
| 1,016,642 |
| 999,396 |
| Consolidated | ||||||||||||||||||||||||||
Current | Non-current | ||||||||||||||||||||||||||
Live animals | Live animals |
|
|
|
|
|
|
| |||||||||||||||||||
Poultry |
| Pork | Total | Poultry |
| Pork | Forests | Total | |||||||||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | |
Beginning balance | 582,853 |
| 699,947 |
| 930,280 |
| 810,533 |
| 1,513,133 |
| 1,510,480 | 381,236 |
| 325,821 |
| 317,185 |
| 313,978 |
| 362,893 |
| 263,855 |
| 1,061,314 |
| 903,654 | |
Additions/Transfer | 3,456,921 |
| 415,422 |
| 3,545,494 |
| 1,819,960 |
| 7,002,415 |
| 2,235,382 | 94,055 |
| 246,247 |
| 272,677 |
| 233,607 |
| 56,134 |
| 31,909 |
| 422,866 |
| 511,763 | |
Changes in fair value (1) | 1,564,807 |
| 966,951 |
| 209,084 |
| 228,149 |
| 1,773,891 |
| 1,195,100 | (6,516) |
| (95,926) |
| (174,903) |
| (144,704) |
| (28,119) |
| 106,956 |
| (209,538) |
| (133,674) | |
Harvest | - |
| - |
| - |
| - |
| - |
| - | - |
| - |
| - |
| - |
| (48,890) |
| (36,565) |
| (48,890) |
| (36,565) | |
Write-off | - |
| - |
| - |
| - |
| - |
| - | - |
| (6,197) |
| - |
| - |
| (11,810) |
| (8,133) |
| (11,810) |
| (14,330) | |
Transfer between current and non-current | 49,250 |
| 65,131 |
| 77,155 |
| 71,445 |
| 126,405 |
| 136,576 | (49,250) |
| (65,131) |
| (77,155) |
| (71,445) |
| - |
| - |
| (126,405) |
| (136,576) | |
Transfer between held for sale | - |
| (6,443) |
| - |
| (12,803) |
| - |
| (19,246) | - |
| (20,122) |
| - |
| (11,586) |
| (1,655) |
| 4,871 |
| (1,655) |
| (26,837) | |
Transfer to inventories | (5,033,965) |
| (1,539,499) |
| (3,774,659) |
| (1,980,490) |
| (8,808,624) |
| (3,519,989) | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - | |
Exchange variation | (4,181) |
| (18,656) |
| - |
| (6,514) |
| (4,181) |
| (25,170) | (4,857) |
| (3,542) |
| - |
| (5,747) |
| - |
| - |
| (4,857) |
| (9,289) | |
Restatement by Hyperinflation | - |
| - |
| - |
| - |
| - |
| - | - |
| 86 |
| - |
| 3,082 |
| - |
| - |
| - |
| 3,168 | |
Ending balance | 615,685 |
| 582,853 |
| 987,354 |
| 930,280 |
| 1,603,039 |
| 1,513,133 |
| 414,668 |
| 381,236 |
| 337,804 |
| 317,185 |
| 328,553 |
| 362,893 |
| 1,081,025 |
| 1,061,314 |
(1) The change in the fair value of biological assets includes depreciation of breeders and depletion of forests in the amount of R$ 728,904 (R$ 584,414 on December 31, 2018) at the parent company and R$ 798.239 (R $ 811,772 on December 31, 2018) in the consolidated.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
55
The quantities and balances per live animal assets are set forth below:
| Parent company | ||||||
12.31.19 | 12.31.18 | ||||||
| Quantity |
| Value |
| Quantity |
| Value |
Consumable biological assets |
|
|
|
|
|
|
|
Immature poultry | 170,071 |
| 557,773 |
| 168,716 |
| 529,524 |
Immature pork | 4,098 |
| 987,354 |
| 4,011 |
| 930,280 |
Total current | 174,169 |
| 1,545,127 |
| 172,727 |
| 1,459,804 |
|
|
| |||||
|
|
| |||||
Production biological assets |
|
|
| ||||
Immature poultry | 6,093 |
| 129,837 |
| 5,509 |
| 103,678 |
Mature poultry | 10,329 |
| 220,448 |
| 10,688 |
| 215,640 |
Immature pork | 211 |
| 77,027 |
| 203 |
| 74,071 |
Mature pork | 455 |
| 260,777 |
| 439 |
| 243,114 |
Total non-current | 17,088 |
| 688,089 |
| 16,839 |
| 636,503 |
191,257 |
| 2,233,216 |
| 189,566 |
| 2,096,307 | |
| Consolidated | ||||||
12.31.19 | 12.31.18 | ||||||
| Quantity |
| Value |
| Quantity |
| Value |
Consumable biological assets |
|
|
|
|
|
|
|
Immature poultry | 189,602 |
| 615,685 |
| 188,248 |
| 582,853 |
Immature pork | 4,098 |
| 987,354 |
| 4,011 |
| 930,280 |
Total current | 193,700 |
| 1,603,039 |
| 192,259 |
| 1,513,133 |
|
|
| |||||
|
|
| |||||
Production biological assets |
|
|
| ||||
Immature poultry | 7,042 |
| �� 160,415 |
| 6,538 |
| 134,425 |
Mature poultry | 11,554 |
| 254,253 |
| 11,958 |
| 246,811 |
Immature pork | 211 |
| 77,027 |
| 203 |
| 74,071 |
Mature pork | 455 |
| 260,777 |
| 439 |
| 243,114 |
Total non-current | 19,262 |
| 752,472 |
| 19,138 |
| 698,421 |
212,962 |
| 2,355,511 |
| 211,397 |
| 2,211,554 |
The Company has forests pledged as collateral for financing and tax/civil contingencies in the amount of R$ 62,408 in the parent company and in the consolidated (R$ 66,345 in the parent company and in the consolidated at December 31, 2018).
8.1. Table of sensitivity analysis
The fair value of animals and forests is determined through the use of unobservable inputs, using the best practices available in the valuation circumstances, therefore it is classified in the Level 3 of the fair value hierarchy.
Below are presented the main assumptions used in the measurement of the fair value of forests and their impact on measurement.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
56
|
|
|
|
|
| The estimated fair value can change if: | ||
Asset |
| Valuation methodology |
| Non observable significant inputs |
| Increase |
| Decrease |
Forests |
| Income approach |
| Estimated price of standing wood |
| Increase in the price of wood |
| Decrease in the price of wood |
Productivity per hectare estimated |
| Increase in yield per hectare |
| Decrease in yield per hectare | ||||
Harvest and transport cost |
| Decrease of harvest cost |
| Increase of harvest cost | ||||
Discount rate |
| Descrease in discount rate |
| Increase in discount rate |
The prices used in the valuation are those practiced in the regions where the Company is located and were obtained through market research. The discount rate corresponds to the average cost of capital and other economic assumptions for a market participant.
The weighted average price used in the valuation of biological assets (forests) on December 31, 2019 was equivalent to R$32.99 (thirty-two and ninety-nine Reais) per stere (R$32.81 per stere on December 31, 2018).
The real discount rate used in the valuation of the biological asset (forests) on December 31, 2019 was 7.07% (7.01% on December 31, 2018).
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Recoverable taxes |
|
|
|
|
|
|
|
ICMS ("State VAT") | 1,476,595 |
| 1,517,304 |
| 1,635,664 |
| 1,632,110 |
PIS and COFINS ("Federal Taxes to Social Fund Programs") | 2,986,235 |
| 941,864 |
| 2,990,313 |
| 946,399 |
IPI ("Federal VAT") | 848,862 |
| 836,674 |
| 848,865 |
| 836,676 |
INSS ("Brazilian Social Security") | 255,950 |
| 307,865 |
| 255,967 |
| 307,897 |
Other | 41,048 |
| 52,329 |
| 80,144 |
| 155,779 |
(-) Provision for losses | (167,194) |
| (175,920) |
| (167,674) |
| (175,925) |
5,441,496 |
| 3,480,116 |
| 5,643,279 |
| 3,702,936 | |
|
|
| |||||
Current | 274,480 | 340,116 | 473,732 |
| 560,389 | ||
Non-current | 5,167,016 | 3,140,000 | 5,169,547 |
| 3,142,547 | ||
|
|
| |||||
|
|
| |||||
Recoverable income tax and social contribution |
|
|
| ||||
Income and social contribution tax (IR/CS) | 313,704 |
| 426,134 |
| 430,778 |
| 522,758 |
(-) Provision for losses | (8,985) |
| (8,985) |
| (9,029) |
| (9,029) |
304,719 |
| 417,149 |
| 421,749 |
| 513,729 | |
Current | 40,291 | 410,340 | 152,486 |
| 506,483 | ||
Non-current | 264,428 | 6,809 | 269,263 |
| 7,246 |
The rollforward of the provision for realization of recoverable taxes are set forth below:
| Parent company | ||||||||||||||||||||||
ICMS ("State VAT") | PIS and COFINS ("Federal Taxes to Social Fund Programs") | Income and social contribution tax | IPI ("Federal VAT") | Other | Total | ||||||||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | (140,964) |
| (104,698) |
| (17,418) |
| (19,717) |
| (8,985) |
| (8,985) |
| (13,562) |
| (13,562) |
| (3,976) |
| (446) |
| (184,905) |
| (147,408) |
Additions | (45,079) |
| (61,837) |
| (496) |
| - |
| - |
| - |
| - |
| - |
| (1,287) |
| (3,315) |
| (46,862) |
| (65,152) |
Write-offs | 44,850 |
| 34,672 |
| 992 |
| 2,299 |
| - |
| - |
| 9,744 |
| - |
| 2 |
| 156 |
| 55,588 |
| 37,127 |
Incorporation of companies | - |
| (9,101) |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (371) |
| - |
| (9,472) |
Ending balance | (141,193) |
| (140,964) |
| (16,922) |
| (17,418) |
| (8,985) |
| (8,985) |
| (3,818) |
| (13,562) |
| (5,261) |
| (3,976) |
| (176,179) |
| (184,905) |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
57
| Consolidated | ||||||||||||||||||||||
ICMS ("State VAT") | PIS and COFINS ("Federal Taxes to Social Fund Programs") | Income and social contribution tax | IPI ("Federal VAT") | Other | Total | ||||||||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | (140,970) |
| (122,892) |
| (17,418) |
| (19,717) |
| (9,029) |
| (9,029) |
| (13,562) |
| (13,562) |
| (3,975) |
| (4,332) |
| (184,954) |
| (169,532) |
Additions | (45,079) |
| (80,004) |
| (496) |
| - |
| - |
| - |
| - |
| - |
| (1,780) |
| (3,687) |
| (47,355) |
| (83,691) |
Write-offs | 44,856 |
| 61,926 |
| 992 |
| 2,299 |
| - |
| - |
| 9,744 |
| - |
| 2 |
| 513 |
| 55,594 |
| 64,738 |
Exchange rate variation | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 12 |
| 1527 |
| 12 |
| 1,527 |
Transfer - held for sale | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 2,004 |
| - |
| 2,004 |
Ending balance | (141,193) |
| (140,970) |
| (16,922) |
| (17,418) |
| (9,029) |
| (9,029) |
| (3,818) |
| (13,562) |
| (5,741) |
| (3,975) |
| (176,703) |
| (184,954) |
As a result of (i) export activity; (ii) tax benefits; (iii) sales in the domestic market subject to reduced rates; and (iv) acquisition of property, plant and equipment, the Company generates credits that are offset against debits arising from sales in the domestic market or transferred to third parties.
The Company has ICMS credit balances in the States of Paraná, Santa Catarina, Mato Grosso do Sul and Amazonas, which will be realized in the short and long term, based on a recoverability study approved by the Management.
The accumulated tax credits for PIS and COFINS basically arise from credits on purchases of raw materials used in the production of exported products or products whose sale is taxed at zero rate, such as fresh meat and margarine.
On June 06, 2019, there was a final judicial decision to a BRF S.A. process, originally filed by its merged company Perdigão Agroindustrial S.A. and on August 20, 2019 there was a final judicial decision to a Sadia S.A. process. Through these decisions, the Company’s right to exclude ICMS from the PIS and COFINS calculation basis was recognized. The amount of R$ 2,078,610 relating to PIS and COFINS credits was recognized under Recoverable Taxes, the principal of R$ 1,185,386 being recorded in Other Operating Income and interest and monetary restatement of R$ 893,224 recorded in Financial Income.
The realization of these credits normally occurs through offsetting with sales of taxed products in the domestic market, with other federal taxes, and more recently with social security contributions, or even, if necessary, through refund or reimbursement requests. Specifically, for credits generated based on unappealable lawsuits that determined the exclusion of ICMS from the PIS and COFINS calculation basis, the Company will begin the respective execution of the sentence, seeking the reimbursement of the amounts through precatory.
9.3. Income and social contribution taxes
The accumulated IRPJ and CSLL credits arise from withholding taxes on securities, interest and prepayments on the payment of income tax and social contribution. The realization occurs by offsetting with federal taxes and contributions.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS ��
58
10. INCOME AND SOCIAL CONTRIBUTION TAXES
10.1 Deferred income and social contribution taxes
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Assets |
|
|
| ||||
Tax loss carryforwards (corporate income tax) | 1,780,424 |
| 1,722,283 |
| 1,785,027 |
| 1,723,991 |
Negative calculation basis (social contribution tax) | 680,518 |
| 651,803 |
| 682,175 |
| 652,418 |
|
|
| |||||
Temporary differences - Assets |
|
|
| ||||
Provisions for tax, civil and labor risks | 477,538 |
| 322,987 |
| 477,538 |
| 322,987 |
Suspended collection taxes | 31,069 |
| 22,945 |
| 31,069 |
| 22,945 |
Expected credit losses | 135,219 |
| 133,483 |
| 135,374 |
| 133,486 |
Provision for property, plant and equipment losses | - |
| 37,110 |
| - |
| 37,110 |
Provision for losses on tax credits | 60,771 |
| 62,668 |
| 60,771 |
| 62,670 |
Provision for other obligations | 93,619 |
| 106,869 |
| 93,619 |
| 106,869 |
Employees' profit sharing | 66,166 |
| - |
| 66,166 |
| - |
Provision for inventory losses | 18,657 |
| 39,508 |
| 18,718 |
| 39,508 |
Employees' benefits plan | 202,228 |
| 137,484 |
| 202,228 |
| 137,484 |
Difference on tax x accounting basic for leases | 37,492 |
| 4,743 |
| 37,492 |
| 4,743 |
Unrealized losses on derivatives | - |
| 30,494 |
| - |
| 30,494 |
Business combination - Sadia (1) | - |
| 84,587 |
| - |
| 84,587 |
Other temporary differences | 16,528 |
| 87,106 |
| 47,423 |
| 133,463 |
3,600,229 |
| 3,444,070 |
| 3,637,600 |
| 3,492,755 | |
|
|
| |||||
|
|
| |||||
Temporary differences - Liabilities |
|
|
| ||||
Unrealized fair value gains | (11,998) |
| (101,400) |
| (11,998) |
| (101,400) |
Difference on tax x accounting basis for goodwill amortization | (319,592) |
| (318,454) |
| (319,592) |
| (318,454) |
Difference on tax x accounting basis for depreciation (useful life) | (802,844) |
| (754,094) |
| (802,844) |
| (754,094) |
Business combination - Sadia (1) | (622,203) |
| (724,015) |
| (640,318) |
| (724,015) |
Other - exchange rate variation | - |
| - |
| (69,142) |
| (100,325) |
Other temporary differences | (35,098) |
| (28,531) |
| (33,154) |
| (40,589) |
(1,791,735) |
| (1,926,494) |
| (1,877,048) |
| (2,038,877) | |
|
|
| |||||
Total deferred tax | 1,808,494 |
| 1,517,576 |
| 1,760,552 |
| 1,453,878 |
|
|
| |||||
|
|
| |||||
Total Assets | 1,808,494 |
| 1,517,576 |
| 1,845,862 |
| 1,519,652 |
Total Liabilities | - |
| - |
| (85,310) |
| (65,774) |
1,808,494 |
| 1,517,576 |
| 1,760,552 |
| 1,453,878 |
(1) The deferred tax asset on the Sadia business combination was recorded on the amortization difference between the accounting and tax goodwill calculated on the purchase price allocation date. The deferred tax liability on the Sadia business combination is substantially represented by the allocation of goodwill to property, plant and equipment, brands and contingent liabilities.
The roll-forward of deferred tax assets is set forth below:
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
|
|
| |||||
Beginning balance | 1,517,576 |
| 883,953 |
| 1,453,878 |
| 1,214,063 |
Deferred income and social contribution recognized in the statement of income | 197,640 |
| 681,757 |
| 220,586 |
| 340,144 |
Deferred income and social contribution recognized in other comprehensive income | (5,232) |
| (68,688) |
| 60 |
| (68,688) |
SHB incorporation | - |
| 19,343 |
| - |
| - |
Deferred income and social contribution related to discontinued operations | 97,749 |
| - |
| 116,883 |
| (35,414) |
Other | 761 |
| 1,211 |
| (30,855) |
| 3,773 |
Ending balance | 1,808,494 |
| 1,517,576 |
| 1,760,552 |
| 1,453,878 |
10.2 Estimated period of realization
Deferred tax assets arising from temporary differences will be realized as they are settled or realized. The period of settlement or realization of such differences is imprecise and is linked to several factors that are not under the control of Management.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
59
In estimating the realization of deferred tax credits recorded on tax losses and negative social contribution basis, Management considers its budget and strategic plans, adjusted based on the estimates of the main tax additions and exclusions, which were approved by the Board of Directors and by the Company’s Fiscal Council. Based on this estimate, Management believes that it is probable that these deferred tax credits will be realized, as shown below:
| Parent company |
| Consolidated |
2020 | 53,685 | 53,685 | |
2021 | 100,037 |
| 100,037 |
2022 | 159,307 |
| 159,307 |
2023 | 267,209 |
| 267,209 |
2024 | 291,568 |
| 291,568 |
2025 to 2027 | 945,298 |
| 945,298 |
2028 onwards | 643,838 |
| 650,098 |
| 2,460,942 |
| 2,467,202 |
The deferred tax credits on tax losses and negative social contribution basis do not expire.
10.3 Income and social contribution taxes reconciliation
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
|
|
| |||||
Income (loss) before income and social contribution - continued operations | 1,003,696 |
| (2,796,725) |
| 1,087,374 |
| (2,447,808) |
Nominal tax rate | 34% |
| 34% |
| 34% |
| 34% |
Credit (expense) at nominal rate | (341,257) |
| 950,887 |
| (369,707) |
| 832,255 |
|
|
| |||||
Reconciling items |
|
|
|
|
|
|
|
Income from associates and joint ventures | 403,434 |
| 23,565 |
| 73,995 |
| 6,023 |
Difference of tax rates on results of foreign subsidiaries | - |
| - |
| (792) |
| 389,467 |
Deferred tax assets not recognized (1) | (38,464) |
| (2,891) |
| (38,464) |
| (347,116) |
Results from foreign subsidiaries | (79,435) |
| (71,132) |
| - |
| - |
Share-based payment | (14,172) |
| (5,842) |
| (14,172) |
| (5,842) |
Transfer price | (16,966) |
| (35,354) |
| (16,966) |
| (79,043) |
Penalties | (48,633) |
| (1,532) |
| (48,633) |
| (1,626) |
Investment grant | 64,127 |
| 59,236 |
| 64,127 |
| 59,236 |
Write-off of non-realizable tax assets - SHB incorporation | - |
| - |
| - |
| (268,701) |
Reversal (recognition) of provision with no deferred tax constituted | 274,693 |
| (244,591) |
| 481,356 |
| (244,591) |
Other permanent differences | (4,783) |
| 9,411 |
| (4,857) |
| (6,760) |
198,544 |
| 681,757 |
| 125,887 |
| 333,302 | |
|
|
| |||||
Current income tax | 904 | - | (94,699) |
| (6,842) | ||
Deferred income tax | 197,640 | 681,757 | 220,586 |
| 340,144 |
(1) Amount related to the non-recognition of deferred tax on tax losses and negative basis in the amount of R$ 113,129 in the parent company and in the consolidated, due to limiting the ability of realization (note 10.2).
The Company’s management determined that the total profits recorded by the holdings of its wholly owned subsidiaries abroad will not be redistributed. Such funds will be used for investments in wholly owned subsidiaries. The total retained earnings not distributed corresponds to R$2,560,052 on December 31, 2019 (R$3,401,418 on December 31, 2018).
Income tax returns in Brazil are subject to review by the tax authorities for a period of five years from the date of their delivery. The Company may be subject to additional collection of taxes, fines and interest as a result of these reviews. The results obtained by wholly owned subsidiaries abroad are subject to taxation in accordance with the tax laws of each country.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
60
11. JUDICIAL DEPOSITS
The rollforward of the judicial deposits is set forth below:
| Parent company | ||||||||||||||
Tax | Labor | Civil, commercial and other | Total | ||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | 288,377 |
| 292,517 |
| 351,648 |
| 348,248 |
| 29,073 |
| 35,967 |
| 669,098 |
| 676,732 |
Additions | 79,702 |
| 16,702 |
| 176,315 |
| 164,521 |
| 4,373 |
| 2,685 |
| 260,390 |
| 183,908 |
Reversals | (9,440) |
| (3,034) |
| (36,461) |
| (45,755) |
| (382) |
| (2,572) |
| (46,283) |
| (51,361) |
Write-offs | (123,371) |
| (31,938) |
| (198,819) |
| (143,913) |
| (4,825) |
| (8,612) |
| (327,015) |
| (184,463) |
Interest | 9,709 |
| 14,130 |
| 9,056 |
| 14,269 |
| 726 |
| 1,410 |
| 19,491 |
| 29,809 |
Incorporation of companies | - |
| - |
| - |
| 14,278 |
| - |
| 195 |
| - |
| 14,473 |
Ending balance | 244,977 |
| 288,377 |
| 301,739 |
| 351,648 |
| 28,965 |
| 29,073 |
| 575,681 |
| 669,098 |
| Consolidated | ||||||||||||||
Tax | Labor | Civil, commercial and other | Total | ||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | 288,377 |
| 292,543 |
| 351,648 |
| 360,033 |
| 29,073 |
| 36,364 |
| 669,098 |
| 688,940 |
Additions | 79,702 |
| 19,056 |
| 176,406 |
| 181,688 |
| 4,373 |
| 2,874 |
| 260,481 |
| 203,618 |
Transfer - held for sale | - |
| (66) |
| - |
| (6,826) |
| - |
| - |
| - |
| (6,892) |
Reversals | (9,440) |
| (5,304) |
| (36,461) |
| (47,153) |
| (382) |
| (2,971) |
| (46,283) |
| (55,428) |
Write-offs | (123,371) |
| (31,948) |
| (198,821) |
| (146,221) |
| (4,825) |
| (8,612) |
| (327,017) |
| (186,781) |
Interest | 9,709 |
| 14,142 |
| 9,056 |
| 14,555 |
| 726 |
| 1,416 |
| 19,491 |
| 30,113 |
Exchange rate variation | - |
| (47) |
| (20) |
| (4,425) |
| - |
| - |
| (20) |
| (4,472) |
Ending balance | 244,977 |
| 288,376 |
| 301,808 |
| 351,651 |
| 28,965 |
| 29,071 |
| 575,750 |
| 669,098 |
12. ASSETS AND LIABILITIES HELD FOR SALE AND DISCONTINUED OPERATIONS
Following the finance and operating restructuring plan disclosed in the financial statements of 2018, during the year of 2019 the sale of the operations in Argentina, Europe and Thailand, as well as the plant in Várzea Grande-MT were concluded. The details of the operations are described below:
On January 02, 2019, the sale of the shares representing 91.89% of the former subsidiary Quickfood S.A. was completed. On this date, Marfrig Global Foods S.A. (“Marfrig“) paid the amount equivalent to R$211,835 (USD54,891) to BRF S.A. During the third quarter of 2019, the parties agreed to adjust the price by working capital, net debt and other contractual items, which reduced the price in the amount equivalent to R$20,544 (USD4,954).
On January 23, 2019, the sale of the properties and equipment in Várzea Grande-MT to Marfrig was concluded for R$100,000, from which R$81,500 were collected, net of associated costs. On April 01, 2019, all the precedent conditions were overcome and the acquirer started to fully operate the plant.
On February 4, 2019, the sale of Avex S.A. was completed and the amount equivalent to R$82,736 (USD22,500) were received in cash and the amount equivalent to R$86,990 (USD22,324) to be settled by the payment of liabilities of Avex S.A. with BRF during 2019.
On February 28, 2019, the former subsidiary Campo Austral S.A. concluded the sale of its plant located in the city of Florencio Varela, in Argentina, and all the related assets and liabilities, including the “Bocatti“ and “Calchaquí“ trademarks to BOGS S.A. for an amount equivalent to R$95,036 (USD26,753), collected on March 2019.
On March 11, 2019, the Company concluded the sale of 100% of the shares issued by Campo Austral S.A., including the plants in San Andrés de Giles and Pilar, and the trademark “Campo Austral“ to the Argentinian company La Piamontesa de Averaldo Giacosa y Compañía S.A. for the amount equivalent to R$29,359 (USD7,619), from which USD3,619 were paid in cash and USD4,000 to be paid in installments.
On June 03, 2019, the Company concluded the sale of 100% of the shares held in certain companies located in Europe and Thailand to Tyson International Holding Co. for the amount equivalent to R$1,466,950(USD377,043), fully received in the same date. During the third quarter of 2019, the parties agreed to adjust the price by working capital and net debt, which increased the price in the amount equivalent to R$21,083 (USD5,063).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
61
On September 05, 2019 the Company sold the participation in the joint venture SATS BRF Food PTE Ltd. (“SATS”), to SATS Food Services PTE Ltd. for the amount equivalent to R$51,197 (SGD17,000).
Over the last quarter of 2019 the Company has progressed in the negotiations to sell the participation in the controlled entity FFM Further Processing Sdn. Bhd., so its balances were reclassified to Assets Held for Sale. When reclassifying to Assets Held for Sale, the net assets began to be measured at the lower of the book value previously recorded and the fair value net of selling expenses. This measurement led to an impairment of the investment in the amount of R$7,346 recorded under Other Operating Expenses, in continued operations. The negotiations are still ongoing.
The balances of the assets reclassified to Assets Held for Sale and liabilities directly associated with assets held for sale are described below.
Statement of Financial Position - Discontinued Operations
|
| Parent company |
| Consolidated | ||||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
|
|
|
|
|
|
| 12.31.18 | |||||
|
| Others |
| Investment in Discontinued Operations |
| Others |
| Total |
| Others |
| Operations from Argentina |
| Operations from Europe and Thailand |
| Others |
| Total |
ASSETS |
|
|
|
|
|
|
|
|
| |||||||||
CURRENT ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
| - |
| - |
| - |
| - |
| - |
| 31,683 |
| 134,766 |
| - |
| 166,449 |
Marketable securities |
| - |
| - |
| - |
| - |
| - |
| 68,686 |
| - |
| - |
| 68,686 |
Trade and other receivables |
| - |
| - |
| - |
| - |
| - |
| 244,654 |
| 333,187 |
| - |
| 577,841 |
Inventories |
| - |
| - |
| - |
| - |
| - |
| 254,142 |
| 645,241 |
| - |
| 899,383 |
Biological assets |
| - |
| - |
| - |
| - |
| - |
| 19,246 |
| - |
| - |
| 19,246 |
Recoverable taxes |
| - |
| - |
| - |
| - |
| - |
| 59,721 |
| 48,738 |
| - |
| 108,459 |
Assets held for sale |
| - |
| - |
| - |
| - |
| - |
| 4 |
| 401 |
| - |
| 405 |
Other current assets |
| - |
| - |
| - |
| - |
| - |
| 18,087 |
| 6,264 |
| - |
| 24,351 |
Total current assets |
| - |
| - |
| - |
| - |
| - |
| 696,223 |
| 1,168,597 |
| - |
| 1,864,820 |
|
|
|
|
|
|
|
|
| ||||||||||
NON-CURRENT ASSETS |
|
|
|
|
|
|
|
|
| |||||||||
LONG-TERM RECEIVALBLES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other receivables |
| - |
| - |
| - |
| - |
| - |
| 571 |
| - |
| - |
| 571 |
Deferred income tax |
| - |
| - |
| - |
| - |
| - |
| - |
| 7,967 |
| - |
| 7,967 |
Biological assets |
| - |
| - |
| - |
| - |
| - |
| 11,586 |
| 20,122 |
| - |
| 31,708 |
Recoverable taxes |
| - |
| - |
| - |
| - |
| - |
| 4,788 |
| - |
| - |
| 4,788 |
Other non-current assets |
| - |
| - |
| - |
| - |
| - |
| 7,299 |
| 473 |
| - |
| 7,772 |
Total long-term receivables | - |
| - |
| - |
| - |
| - |
| 24,244 |
| 28,562 |
| - |
| 52,806 | |
|
|
|
|
|
|
|
|
| ||||||||||
Investments in subsidiaries and join ventures |
| - |
| 219,666 |
| - |
| 219,666 |
| - |
| 20 |
| - |
| - |
| 20 |
Property, plant and equipment, net |
| 16,671 |
| - |
| 131,406 |
| 131,406 |
| 99,245 |
| 329,590 |
| 327,224 |
| 169,798 |
| 826,612 |
Intangible assets |
| - |
| 20,115 |
| - |
| 20,115 |
| - |
| 318,706 |
| 263,341 |
| - |
| 582,047 |
Total non-current assets | 16,671 |
| 239,781 |
| 131,406 |
| 371,187 |
| 99,245 |
| 672,560 |
| 619,127 |
| 169,798 |
| 1,461,485 | |
|
|
|
|
|
|
|
|
| ||||||||||
TOTAL ASSETS | 16,671 |
| 239,781 |
| 131,406 |
| 371,187 |
| 99,245 |
| 1,368,783 |
| 1,787,724 |
| 169,798 |
| 3,326,305 | |
|
|
|
|
|
|
|
|
| ||||||||||
LIABILITIES |
|
|
|
|
|
|
|
|
| |||||||||
CURRENT LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term debt |
| - |
| - |
| - |
| - |
| - |
| 88,395 |
| - |
| - |
| 88,395 |
Trade accounts payable |
| - |
| - |
| - |
| - |
| - |
| 270,796 |
| 155,068 |
| - |
| 425,864 |
Payroll, related charges and employee profit sharing |
| - |
| - |
| - |
| - |
| - |
| 45,125 |
| 45,667 |
| - |
| 90,792 |
Liabilities with related parties |
| - |
| - |
| - |
| - |
| - |
| 197 |
| - |
| - |
| 197 |
Tax payable |
| - |
| - |
| - |
| - |
| - |
| 13,600 |
| 24,831 |
| - |
| 38,431 |
Other current liabilities |
| - |
| - |
| - |
| - |
| - |
| 51,125 |
| 95,219 |
| - |
| 146,344 |
Total current liabilities | - |
| - |
| - |
| - |
| - |
| 469,238 |
| 320,785 |
| - |
| 790,023 | |
|
|
|
|
|
|
|
|
| ||||||||||
NON-CURRENT LIABILITIES |
|
|
|
|
|
|
|
|
| |||||||||
Long-term debt |
| - |
| - |
| - |
| - |
| - |
| 67,378 |
| - |
| - |
| 67,378 |
Deferred income tax |
| - |
| - |
| - |
| - |
| - |
| 142,013 |
| 26,161 |
| - |
| 168,174 |
Provision for tax, civil and labor risks |
| - |
| - |
| - |
| - |
| - |
| 70,571 |
| 366 |
| - |
| 70,937 |
Other non-current liabilities |
| - |
| 13 |
| - |
| 13 |
| - |
| 22 |
| 34,995 |
| - |
| 35,017 |
Total non-current liabilities |
| - |
| 13 |
| - |
| 13 |
| - |
| 279,984 |
| 61,522 |
| - |
| 341,506 |
|
|
|
|
|
|
|
|
| ||||||||||
TOTAL LIABILITIES AND EQUITY | - |
| 13 |
| - |
| 13 |
| - |
| 749,222 |
| 382,307 |
| - |
| 1,131,529 | |
|
|
|
|
|
|
|
|
| ||||||||||
Net assets and liabilities held for sale | 16,671 |
| 239,768 |
| 131,406 |
| 371,174 |
| 99,245 |
| 619,561 |
| 1,405,417 |
| 169,798 |
| 2,194,776 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
62
For the year ended December 31, 2019, the Company incurred losses related to the sale of the Argentine operations in the amount of R$905,339 and gain related to the sales of Europe and Thailand in the amount of R$66,754, recorded in discontinued operations, mainly due to the write-off of the cumulative translation adjustments of the investments.
On September 30, 2019 the Company signed a private instrument of settlement with Lactalis do Brasil– Comércio, Importação e Exportação de Laticínios Ltda. (“Lactalis”) in reference to the sale and purchase agreement signed between the parties on December 05, 2014, by which BRF sold the dairy operations to Lactalis. This term settled open matters regarding the agreement until that date and determined, in October 2019, the release of the total balance of R$342,051 in Escrow account, of which R$100,000 was delivered to Lactalis and remaining amount to BRF, generating an expense of R$92,552 recorded in discontinued operations.
In the year ended December 31, 2019, the Argentina, Europe and Thailand operations while pending, as well as the effects of the transaction with Lactalis, were kept classified as discontinued operations. The statement of income (loss) and statement of cash flow of these operations are as follows:
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
63
Statement of Income (Loss) - Discontinued Operations
| Parent company |
| Consolidated | |||||||||||||||
|
|
|
|
| Operations from Argentina |
| Operations from Europe and Thailand |
| Dairy (2) |
| Total | |||||||
|
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.19 |
| 12.31.18 |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
NET SALES |
| 4,816 |
| (93,194) |
| 80,843 |
| 1,737,435 |
| 1,090,409 |
| 2,603,152 |
| - |
| 1,171,252 |
| 4,340,587 |
Cost of sales |
| (197) |
| 20,976 |
| (95,223) |
| (1,691,123) |
| (978,318) |
| (2,331,270) |
| - |
| (1,073,541) |
| (4,022,393) |
GROSS PROFIT (1) |
| 4,619 |
| (72,218) |
| (14,380) |
| 46,312 |
| 112,091 |
| 271,882 |
| - |
| 97,711 |
| 318,194 |
OPERATING INCOME (EXPENSES) |
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Selling expenses |
| - |
| - |
| (11,389) |
| (175,910) |
| (38,321) |
| (220,408) |
| - |
| (49,710) |
| (396,318) |
General and administrative expenses |
| (1,985) |
| (6,380) |
| (5,106) |
| (36,130) |
| (33,883) |
| (83,585) |
| - |
| (38,989) |
| (119,715) |
Impairment loss on trade and other receivables |
| - |
| - |
| - |
| (4,664) |
| (4,129) |
| 4,576 |
| - |
| (4,129) |
| (88) |
Other operating income (expenses), net |
| (125,690) |
| (86,160) |
| (27,397) |
| 2,703 |
| (39,608) |
| (36,380) |
| (96,486) |
| (163,490) |
| (33,677) |
Income from associates and joint ventures |
| (40,736) |
| 307,818 |
| - |
| - |
| (21) |
| - |
| - |
| (21) |
| - |
INCOME (LOSS) BEFORE FINANCIAL RESULTS AND INCOME TAXES |
| (163,792) |
| 143,060 |
| (58,272) |
| (167,689) |
| (3,871) |
| (63,915) |
| (96,486) |
| (158,628) |
| (231,604) |
Financial expenses |
| - |
| - |
| (20,982) |
| 261,521 |
| (8,800) |
| 132,182 |
| - |
| (29,782) |
| 393,703 |
Financial income |
| - |
| - |
| 8,284 |
| 88,250 |
| (10,134) |
| 1,779 |
| - |
| (1,850) |
| 90,029 |
INCOME (LOSS) BEFORE TAXES |
| (163,792) |
| 143,060 |
| (70,970) |
| 182,082 |
| (22,805) |
| 70,046 |
| (96,486) |
| (190,260) |
| 252,128 |
Income taxes |
| 97,750 |
| - |
| 100,380 |
| (113,300) |
| 12,657 |
| (14,415) |
| - |
| 113,037 |
| (127,715) |
NET INCOME (LOSS) |
| (66,042) |
| 143,060 |
| 29,410 |
| 68,782 |
| (10,148) |
| 55,631 |
| (96,486) |
| (77,223) |
| 124,413 |
Gain (loss) on sale of investments and realization of other comprehensive income |
| (838,586) |
| - |
| (905,339) |
| - |
| 66,754 |
| - |
| - |
| (838,586) |
| - |
Impairment loss on the remeasuarement at fair value less cost to sell |
| - |
| (2,476,153) |
| - |
| (1,060,039) |
| - |
| (1,416,114) |
| - |
| - |
| (2,476,153) |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS | (904,628) |
| (2,333,093) |
| (875,929) |
| (991,257) |
| 56,606 |
| (1,360,483) |
| (96,486) |
| (915,809) |
| (2,351,740) | |
| - |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net Income (Loss) From Discontinued Operation Attributable to |
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Controlling shareholders |
| (904,628) |
| (2,333,093) |
| (875,929) |
| (995,135) |
| 67,787 |
| (1,337,958) |
| (96,486) |
| (904,628) |
| (2,333,093) |
Non-controlling interest |
| - |
| - |
| - |
| 3,878 |
| (11,181) |
| (22,525) |
| - |
| (11,181) |
| (18,647) |
(1) The positive effect on cost refers to allocations of results to products sold in the markets of the discontinued operations.
(2) There was no movement in the comparative period.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
64
Statement of Cash Flows - Discontinued Operations
|
| Parent company |
| Consolidated | ||||
|
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
OPERATING ACTIVITIES FROM DISCONTINUED OPERATIONS |
|
|
|
|
|
|
|
|
Loss from discontinued operations |
| (904,628) |
| (2,333,093) |
| (915,809) |
| (2,351,740) |
Adjustments to reconcile loss to provided cash |
|
|
|
|
|
|
|
|
Depreciation and amortization |
| - |
| - |
| 3,776 |
| 228,789 |
Depreciation and depletion of biological assets |
| - |
| - |
| 9,700 |
| 27,248 |
Loss on disposals of property, plant and equipments |
| - |
| - |
| 5,598 |
| 8,629 |
Provision for tax, civil and labor risks |
| - |
| - |
| (493) |
| (66,968) |
Income from associates and joint ventures |
| 626,343 |
| 1,448,951 |
| 21 |
| - |
Gain (loss) on disposal of discontinued operations |
| 230,038 |
| - |
| 757,256 |
| - |
Provision for losses in inventories |
| - |
| - |
| (7,294) |
| - |
Impairment |
| - |
| 719,385 |
| 81,329 |
| 2,476,152 |
Financial results, net |
| - |
| - |
| 31,631 |
| (483,802) |
Deferred income tax |
| (97,750) |
| - |
| (116,883) |
| 104,750 |
Restatement by hyperinflation |
| - |
| - |
| - |
| (426,535) |
Others |
| - |
| - |
| 32,821 |
| (17,388) |
|
| (145,997) |
| (164,757) |
| (118,347) |
| (500,865) |
Trade accounts receivable |
| - |
| - |
| (133,233) |
| 37,892 |
Inventories |
| - |
| - |
| 59,135 |
| 71,670 |
Biological assets - current |
| - |
| - |
| 55 |
| 3,024 |
Trade accounts payable |
| - |
| - |
| 50,947 |
| (269,404) |
Supply chain finance |
| - |
| - |
| (28) |
| (374) |
Cash generated by operating activities |
| (145,997) |
| (164,757) |
| (141,471) |
| (658,057) |
Investments in securities at FVTPL (1) |
| - |
| - |
| (6,472) |
| (403,242) |
Redemptions of securities at FVTPL (1) |
| - |
| - |
| 29,097 |
| 340,696 |
Payment of interests |
| - |
| - |
| - |
| (29,815) |
Other operating assets and liabilities |
| 83,326 |
| 160,808 |
| 9,612 |
| 617,719 |
Net cash (used in) provided by operating activities from discontinued operations | (62,671) |
| (3,949) |
| (109,234) |
| (132,699) | |
|
|
| ||||||
INVESTING ACTIVITIES FROM DISCONTINUED OPERATIONS |
|
|
|
|
|
|
|
|
Additions to property, plant and equipment |
| - |
| - |
| (14,350) |
| (57,280) |
Additions to biological assets - non-current |
| - |
| - |
| (11,911) |
| (31,840) |
Additions to intangible assets |
| - |
| - |
| - |
| (99) |
Capital increase in associates and joint ventures |
| - |
| (22,825) |
| - |
| - |
Advance for future capital increase |
| - |
| (133,043) |
| - |
| - |
Proceeds from disposals of property, plant, equipment and investments |
| 423,706 |
| - |
| 1,874,955 |
| - |
Net cash used in investing activities from discontinued operations |
| 423,706 |
| (155,868) |
| 1,848,694 |
| (89,219) |
|
|
| ||||||
FINANCING ACTIVITIES FROM DISCONTINUING OPERATIONS |
|
|
|
|
|
|
|
|
Proceeds from debt issuance |
| - |
| - |
| 10,122 |
| 821,674 |
Repayment of debt |
| - |
| - |
| (8,555) |
| (921,492) |
Net cash (used in) provided by financing activities from discontinued operations |
| - |
| - |
| 1,567 |
| (99,818) |
Net increase (decrease) in cash and cash equivalents |
| 361,035 |
| (159,817) |
| 1,741,027 |
| (321,736) |
(1) FVTPL: Fair Value Through Profit and Loss.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
65
13. INVESTMENTS IN AFFILIATES, ASSOCIATES AND JOINT VENTURES
13.1 Investments breakdown
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Investment in associates and affiliates | 6,498,934 |
| 4,042,451 |
| 7,204 |
| 70,546 |
Goodwill SATS BRF | - |
| - |
| - |
| 7,059 |
| 6,498,934 |
| 4,042,451 |
| 7,204 |
| 77,605 |
Other investments | 583 |
| 1,107 |
| 7,676 |
| 8,400 |
| 6,499,517 |
| 4,043,558 |
| 14,880 |
| 86,005 |
13.2 Rollforward of interest in subsidiaries and affiliates– Parent Company
| Subsidiaries |
| Affiliates |
|
|
|
| ||||||||||||||||||||||||||||||||
BRF Energia S.A. |
| BRF GmbH |
| Establec. Levino Zaccardi |
| BRF Pet S.A. |
| BRF Luxembourg SARL |
| BRF Austria GmbH |
| PSA Labor. Veter. Ltda |
| Avex S.A. |
| Sadia Alimentos S.A. |
| Proud Food Lda |
| Sadia International Ltd. |
| Sadia Uruguay S.A. |
| Sadia Overseas S.A. |
| Eclipse Holding Cooperatief |
| VIP S.A. Empr. e Particip. Imob | PP-BIO |
| PR-SAD |
| UP! Alimentos Ltda | Total | |||||
12.31.19 |
| 12.31.18 | |||||||||||||||||||||||||||||||||||||
a) Participation as of december 31, 2019 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| �� |
|
|
|
|
|
|
|
|
% of participation | 100.00% |
| 100.00% |
| 99.94% |
| 100.00% |
| 100.00% |
| 100.00% |
| 99.99% |
| - |
| 43.10% |
| 10.00% |
| 100.00% |
| 94.90% |
| 2.00% |
| 0.01% |
| 100.00% |
| 33.33% |
| 33.33% |
| - |
|
|
|
|
Total number of shares and membership interests | 7,176,530 |
| 1 |
| 100 |
| 18,741,856 |
| 100 |
| 100 |
| 5,463,850 |
| - |
| 594,576,682 |
| 150,000 |
| 900,000 |
| 2,444,753,091 |
| 50,000 |
| 10,000 |
| 14,249,459 |
| - |
| - |
| - |
|
|
|
|
Number of shares and membership interest held | 7,176,530 |
| 1 |
| 100 |
| 18,741,856 |
| 100 |
| 100 |
| 5,463,849 |
| - |
| 256,253,695 |
| 15,000 |
| 900,000 |
| 2,319,989,778 |
| 1,000 |
| 1 |
| 14,249,459 |
| - |
| - |
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| - |
|
|
|
|
|
|
|
|
b) Information as of december 31, 2019 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share capital | 7,177 |
| 6,523 |
| 1,186 |
| 27,664 |
| - |
| - |
| 5,564 |
| - |
| 338,054 |
| 3 |
| 2,933 |
| 497,012 |
| - |
| 334,999 |
| 50 |
| - |
| - |
| - |
|
|
|
|
Shareholders' equity | 1,030 |
| 6,148,776 |
| (112) |
| 19,083 |
| - |
| (128,646) |
| 5,564 |
| - |
| 11,118 |
| (102) |
| 235,308 |
| 78,864 |
| - |
| (21,122) |
| 2,355 |
| - |
| - |
| - |
|
|
|
|
Income (loss) for the year | (373) |
| 1,050,998 |
| (116) |
| (8,016) |
| 113,945 |
| (15,079) |
| 200 |
| 8,790 |
| (36,191) |
| (289) |
| (7,545) |
| (136,494) |
| 15 |
| (10,746) |
| 88 |
| - |
| - |
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
c) Movements of investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning balance | 1,404 |
| 3,710,990 |
| - |
| 27,059 |
| - |
| - |
| 5,760 |
| - |
| - |
| - |
| 225,508 |
| 56,967 |
| 27 |
| - |
| 2,290 |
| 4,199 |
| - |
| 8,247 |
| 4,042,451 |
| 4,959,644 |
Result Movements |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustment of previous years (adoption of IFRS 9 and hyperinflation) | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 33,769 |
Income (loss) | (373) |
| 1,228,282 |
| (107) |
| (7,976) |
| 113,973 |
| (15,818) |
| 200 |
| 10,749 |
| (14,422) |
| (12) |
| 1,728 |
| (129,731) |
| (3) |
| (9) |
| 88 |
| - |
| - |
| - |
| 1,186,569 |
| (1,510,604) |
Impairment of investment | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (406,452) |
Dividends and interests on shareholders' equity | - |
| - |
| - |
| - |
| - |
| - |
| (396) |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (22) |
| - |
| - |
| (8,247) |
| (8,665) |
| (4,739) |
Capital movements |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| - |
|
|
Capital increase | - |
| - |
| - |
| - |
| 1,559 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 319 |
| 507 |
| - |
| 2,385 |
| 1,588,083 |
Advance for future capital increase | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 133,043 |
Capital transaction between subsidiaries | - |
| 1,314,596 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 1,314,596 |
| - |
Disposals by incorporation | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (540,444) |
Acquisition (sale) of equity interest | - |
| - |
| - |
| - |
| - |
| (91,216) |
| - |
| 21,593 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (2,165) |
| 4,344 |
| - |
| (67,444) |
| (5,835) |
Closure of equity interest | - |
| - |
| - |
| - |
| 90,864 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (30) |
| - |
| - |
| - |
| - |
| - |
| 90,834 |
| - |
Goodwill and allocations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange rate variation on goodwill | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (205,948) |
Amortization of fair value of assets and liabilities acquired | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (2,660) |
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income | - |
| (105,091) |
| 8 |
| - |
| (96,933) |
| (21,612) |
| - |
| (32,342) |
| 19,213 |
| 2 |
| 8,071 |
| 147,585 |
| 6 |
| 7 |
| - |
| - |
| - |
| - |
| (81,086) |
| 300,495 |
Hyperinflation on goodwill | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 133,220 |
Provision for losses on investments | - |
| - |
| 99 |
| - |
| - |
| 128,646 |
| - |
| - |
| - |
| 10 |
| - |
| - |
| - |
| 2 |
| - |
| - |
| - |
| - |
| 128,757 |
| 109,476 |
Reversal of provision for losses on investments | - |
| - |
| - |
| - |
| (109,463) |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (109,463) |
| (318,931) |
Transfer to held for sale and discontinued operations | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (219,666) |
Ending balance | 1,031 |
| 6,148,777 |
| - |
| 19,083 |
| - |
| - |
| 5,564 |
| - |
| 4,791 |
| - |
| 235,307 |
| 74,821 |
| - |
| - |
| 2,356 |
| 2,353 |
| 4,851 |
| - |
| 6,498,934 |
| 4,042,451 |
On December 31, 2019, these associates, affiliates and joint ventures do not have any restriction to amortize their loans or advances to the Company.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
66
14. PROPERTY, PLANT AND EQUIPMENT, NET
The rollforward of property, plant and equipment is set forth below:
| Parent company | ||||||||||||
| Weighted average depreciation rate (p.a.) |
| 12.31.18 |
| Initial adoption |
| Additions |
| Disposals |
| Transfers (1) |
| 12.31.19 |
Cost |
| ||||||||||||
Land |
|
| 504,851 |
| 21,120 |
| 1,985 |
| (5,879) |
| 24,899 |
| 546,976 |
Buildings, facilities and improvements |
|
| 7,108,551 |
| 2,128,038 |
| 202,393 |
| (143,790) |
| 263,283 |
| 9,558,475 |
Machinery and equipment |
|
| 7,771,340 |
| 458 |
| 6,086 |
| (209,229) |
| 100,873 |
| 7,669,528 |
Furniture and fixtures |
|
| 102,732 |
| - |
| 279 |
| (6,997) |
| 5,841 |
| 101,855 |
Vehicles |
|
| 7,491 |
| 7,669 |
| 112,868 |
| (7,876) |
| 927 |
| 121,079 |
Construction in progress |
|
| 418,630 |
| - |
| 354,115 |
| - |
| (436,873) |
| 335,872 |
Advances to suppliers |
|
| 267 |
| - |
| - |
| - |
| (267) |
| - |
|
|
| 15,913,862 |
| 2,157,285 |
| 677,726 |
| (373,771) |
| (41,317) |
| 18,333,785 |
| |||||||||||||
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
|
Land (2) | 20.77% |
| - |
| - |
| (4,285) |
| 27 |
| - |
| (4,258) |
Buildings, facilities and improvements | 6.17% |
| (2,534,557) |
| - |
| (599,818) |
| 20,554 |
| (12,711) |
| (3,126,532) |
Machinery and equipment | 6.60% |
| (3,485,179) |
| - |
| (490,308) |
| 178,990 |
| 6,199 |
| (3,790,298) |
Furniture and fixtures | 6.67% |
| (55,732) |
| - |
| (5,293) |
| 5,399 |
| 772 |
| (54,854) |
Vehicles | 27.65% |
| (7,221) |
| - |
| (20,349) |
| 1,461 |
| 1,568 |
| (24,541) |
|
|
| (6,082,689) |
| - |
| (1,120,053) |
| 206,431 |
| (4,172) |
| (7,000,483) |
9,831,173 |
| 2,157,285 |
| (442,327) |
| (167,340) |
| (45,489) |
| 11,333,302 |
(1) Refers to the transfer of R$51,503 for intangible assets, R$23,531 for biological assets and R$(29,545) for assets held for sale.
(2) Land depreciation refers to right-of-use assets. The amount of R$ 4,285 of depreciation was recognized in the cost of formation of forests and will be realized in the result when it is exhausted (note 19.1).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
67
| Parent company | ||||||||||||
| Weighted average depreciation rate (p.a.) |
| 12.31.17 |
| Additions |
| Disposals |
| Incorporation of companies |
| Transfers |
| 12.31.18 |
Cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
Land |
|
| 490,073 |
| 55 |
| (25,700) |
| 68,728 |
| (28,305) |
| 504,851 |
Buildings and improvements |
|
| 4,734,021 |
| 317 |
| (109,542) |
| 683,593 |
| 1,782,916 |
| 7,091,305 |
Machinery and equipment |
|
| 6,620,016 |
| 57,421 |
| (198,937) |
| 1,018,813 |
| 274,027 |
| 7,771,340 |
Facilities |
|
| 1,840,046 |
| 665 |
| (19,959) |
| 187,599 |
| (1,991,105) |
| 17,246 |
Furniture and fixtures |
|
| 108,423 |
| 6 |
| (3,186) |
| 10,834 |
| (13,345) |
| 102,732 |
Vehicles |
|
| 13,168 |
| - |
| (116) |
| 962 |
| (6,523) |
| 7,491 |
Construction in progress |
|
| 357,197 |
| 442,564 |
| - |
| 47,800 |
| (428,931) |
| 418,630 |
Advances to suppliers |
|
| 257 |
| 1,271 |
| - |
| - |
| (1,261) |
| 267 |
14,163,201 |
| 502,299 |
| (357,440) |
| 2,018,329 |
| (412,527) |
| 15,913,862 | |||
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
|
Buildings and improvements | 3.01% |
| (1,515,130) |
| (139,693) |
| 27,442 |
| (219,083) |
| (686,298) |
| (2,532,762) |
Machinery and equipment | 5.86% |
| (2,791,283) |
| (406,878) |
| 114,314 |
| (461,955) |
| 60,623 |
| (3,485,179) |
Facilities | 3.55% |
| (612,992) |
| (75,381) |
| 11,960 |
| (65,437) |
| 740,055 |
| (1,795) |
Furniture and fixtures | 8.51% |
| (48,385) |
| (7,160) |
| 1,988 |
| (6,228) |
| 4,053 |
| (55,732) |
Vehicles | 12.67% |
| (5,919) |
| (630) |
| 110 |
| (833) |
| 51 |
| (7,221) |
|
|
| (4,973,709) |
| (629,742) |
| 155,814 |
| (753,536) |
| 118,484 |
| (6,082,689) |
9,189,492 |
| (127,443) |
| (201,626) |
| 1,264,793 |
| (294,043) |
| 9,831,173 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
68
| Consolidated | ||||||||||||||
| Weighted average depreciation rate (p.a.) |
| 12.31.18 |
| Initial adoption |
| Additions |
| Disposals |
| Transfers (1) |
| Exchange rate variation |
| 12.31.19 |
Cost |
| ||||||||||||||
Land |
|
| 536,878 |
| 23,453 |
| 1,986 |
| (5,879) |
| 50,980 |
| (3,939) |
| 603,479 |
Buildings, facilities and improvements |
|
| 7,590,545 |
| 2,278,982 |
| 219,145 |
| (149,866) |
| 196,829 |
| 13,163 |
| 10,148,798 |
Machinery and equipment |
|
| 8,272,920 |
| 1,182 |
| 45,682 |
| (212,637) |
| 83,812 |
| (13,912) |
| 8,177,047 |
Furniture and fixtures |
|
| 159,902 |
| - |
| 2,834 |
| (25,264) |
| 3,515 |
| (548) |
| 140,439 |
Vehicles |
|
| 17,402 |
| 94,065 |
| 119,520 |
| (9,959) |
| (10,502) |
| 2,673 |
| 213,199 |
Construction in progress |
|
| 409,696 |
| - |
| 367,148 |
| - |
| (427,737) |
| (200) |
| 348,907 |
Advances to suppliers |
|
| 13,425 |
| - |
| 898 |
| (1,173) |
| (16,959) |
| 4,337 |
| 528 |
17,000,768 |
| 2,397,682 |
| 757,213 |
| (404,778) |
| (120,062) |
| 1,574 |
| 19,632,397 | |||
| |||||||||||||||
Depreciation |
| ||||||||||||||
Land (2) | 22.31% |
| - |
| - |
| (5,134) |
| 27 |
| - |
| 21 |
| (5,086) |
Buildings, facilities and improvements | 5.83% |
| (2,602,188) |
| - |
| (667,622) |
| 26,616 |
| (15,167) |
| (5,440) |
| (3,263,801) |
Machinery and equipment | 6.57% |
| (3,620,421) |
| - |
| (527,007) |
| 183,168 |
| 18,481 |
| (4,471) |
| (3,950,250) |
Furniture and fixtures | 6.67% |
| (71,062) |
| - |
| (10,908) |
| 6,331 |
| 2,665 |
| 1,195 |
| (71,779) |
Vehicles | 32.37% |
| (10,099) |
| - |
| (59,348) |
| 1,718 |
| 3,579 |
| (442) |
| (64,592) |
|
|
| (6,303,770) |
| - |
| (1,270,019) |
| 217,860 |
| 9,558 |
| (9,137) |
| (7,355,508) |
10,696,998 |
| 2,397,682 |
| (512,806) |
| (186,918) |
| (110,504) |
| (7,563) |
| 12,276,889 |
(1) Refers to the transfer of R$52,507 for intangible assets, R$ 34,465 for assets held for sale and R$ 23,531 for biological assets.
(2) Land depreciation refers to right-of-use assets. The amount of R$ 4,285 of depreciation was recognized in the cost of formation of forests and will be realized in the result when it is exhausted (note 19.1)
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
69
| Consolidated | ||||||||||||||
| Weighted average depreciation rate (p.a.) |
| 12.31.17 |
| Additions |
| Disposals |
| Restatement by Hyperinflation |
| Exchange rate variation |
| Transfers |
| 12.31.18 |
Cost | |||||||||||||||
Land |
|
| 706,218 |
| 95 |
| (25,700) |
| 32,747 |
| (17,201) |
| (159,281) |
| 536,878 |
Buildings and improvements |
|
| 6,102,831 |
| 4,775 |
| (113,433) |
| 205,324 |
| (4,336) |
| 1,251,069 |
| 7,446,230 |
Machinery and equipment |
|
| 8,881,223 |
| 64,342 |
| (234,503) |
| 346,825 |
| (77,797) |
| (707,170) |
| 8,272,920 |
Facilities |
|
| 2,175,032 |
| 727 |
| (21,053) |
| 256 |
| 8,861 |
| (2,019,508) |
| 144,315 |
Furniture and fixtures |
|
| 171,482 |
| 25,255 |
| (5,598) |
| 9,472 |
| 1,604 |
| (42,313) |
| 159,902 |
Vehicles |
|
| 28,508 |
| 3,087 |
| (729) |
| 2,826 |
| 210 |
| (16,500) |
| 17,402 |
Construction in progress |
|
| 453,946 |
| 585,386 |
| - |
| 15,451 |
| (25,205) |
| (619,882) |
| 409,696 |
Advances to suppliers |
|
| 13,643 |
| 444 |
| - |
| - |
| 1,214 |
| (1,876) |
| 13,425 |
18,532,883 |
| 684,111 |
| (401,016) |
| 612,901 |
| (112,650) |
| (2,315,461) |
| 17,000,768 | |||
Depreciation | |||||||||||||||
Buildings and improvements | 3.00% |
| (1,872,565) |
| (188,064) |
| 28,923 |
| (63,456) |
| (12,515) |
| (471,255) |
| (2,578,932) |
Machinery and equipment | 5.95% |
| (3,656,477) |
| (562,721) |
| 136,085 |
| (192,710) |
| (218) |
| 655,620 |
| (3,620,421) |
Facilities | 4.49% |
| (724,477) |
| (93,786) |
| 12,981 |
| (151) |
| 3,472 |
| 778,705 |
| (23,256) |
Furniture and fixtures | 8.09% |
| (77,745) |
| (17,033) |
| 3,162 |
| (7,023) |
| (746) |
| 28,323 |
| (71,062) |
Vehicles | 19.91% |
| (11,036) |
| (2,074) |
| 465 |
| (2,644) |
| 875 |
| 4,315 |
| (10,099) |
|
|
| (6,342,300) |
| (863,678) |
| 181,616 |
| (265,984) |
| (9,132) |
| 995,708 |
| (6,303,770) |
12,190,583 |
| (179,567) |
| (219,400) |
| 346,917 |
| (121,782) |
| (1,319,753) |
| 10,696,998 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
70
The amount of capitalized borrowing costs during the year ended December 31, 2019 was of R$ 19,207 in the parent company and in the consolidated (R$ 17,232 in the parent company and R$ 19,612 in the consolidated on December 31, 2018). The weighted average rate used to determine the amount of borrowing costs subject to capitalization was 6.60% p.a. in the parent company and in the consolidated (5.99% p.a. in the parent company and 3.27% p.a. in the consolidated on December 31, 2018).
The property, plant and equipment items that are pledged as collateral for transactions of different natures are set forth below:
|
|
|
| Parent company and Consolidated | ||
Type of collateral | 12.31.19 | 12.31.18 | ||||
Land |
| Financial/Tax |
| 221,727 |
| 239,039 |
Buildings, facilities and improvements |
| Financial/Tax |
| 1,499,808 |
| 1,800,115 |
Machinery and equipment |
| Financial/Labor/Tax/Civil |
| 1,488,889 |
| 1,877,369 |
Furniture and fixtures |
| Financial/Tax |
| 14,090 |
| 18,624 |
Vehicles |
| Financial/Tax |
| 369 |
| 550 |
3,224,883 |
| 3,935,697 |
15. INTANGIBLE ASSETS
The intangible assets rollforward is set forth below:
|
|
| Parent company | ||||||||||
| Weighted average amortization rate (p.a.) |
| 12.31.18 |
| Initial adoption |
| Additions |
| Disposals |
| Transfers |
| 12.31.19 |
Cost |
| ||||||||||||
Non-compete agreement |
|
| 63,624 |
| - |
| 8,105 |
| - |
| - |
| 71,729 |
Goodwill for future profitability |
|
| 1,783,655 |
| - |
| - |
| - |
| - |
| 1,783,655 |
Outgrowers relationship |
|
| 15,022 |
| - |
| - |
| (418) |
| - |
| 14,604 |
Trademarks |
|
| 1,152,885 |
| - |
| - |
| - |
| - |
| 1,152,885 |
Patents |
|
| 5,970 |
| - |
| - |
| - |
| 235 |
| 6,205 |
Software |
|
| 434,242 |
| 61 |
| 37,410 |
| (66,604) |
| 86,573 |
| 491,682 |
Intangible in progress |
|
| - |
| - |
| 46,745 |
| - |
| (35,295) |
| 11,450 |
3,455,398 |
| 61 |
| 92,260 |
| (67,022) |
| 51,513 |
| 3,532,210 | |||
| |||||||||||||
Amortization |
| ||||||||||||
Non-compete agreement | 42.73% |
| (35,246) |
| - |
| (22,444) |
| - |
| - |
| (57,690) |
Outgrowers relationship | 13.02% |
| (11,552) |
| - |
| (1,546) |
| 354 |
| - |
| (12,744) |
Patents | 19.05% |
| (5,055) |
| - |
| (469) |
| - |
| - |
| (5,524) |
Software | 23.50% |
| (249,832) |
| - |
| (133,477) |
| 66,598 |
| (9) |
| (316,720) |
(301,685) |
| - |
| (157,936) |
| 66,952 |
| (9) |
| (392,678) | |||
3,153,713 |
| 61 |
| (65,676) |
| (70) |
| 51,504 |
| 3,139,532 |
|
|
| Parent company | ||||||||||||
| Weighted average amortization rate (p.a.) |
| 12.31.17 |
| Additions |
| Disposals |
| Incorporation of companies |
| Transfer - held for sale |
| Transfers |
| 12.31.18 |
Cost | |||||||||||||||
Non-compete agreement |
|
| 29,876 |
| 33,748 |
| - |
| - |
| - |
| - |
| 63,624 |
Goodwill for future profitability |
|
| 1,542,929 |
| - |
| - |
| 553,659 |
| (312,933) |
| - |
| 1,783,655 |
Outgrowers relationship |
|
| 15,022 |
| - |
| - |
| - |
| - |
| - |
| 15,022 |
Trademarks |
|
| 1,173,000 |
| - |
| - |
| - |
| (20,115) |
| - |
| 1,152,885 |
Patents |
|
| 6,100 |
| - |
| - |
| - |
| - |
| (130) |
| 5,970 |
Software |
|
| 453,289 |
| - |
| (119,590) |
| 5,127 |
| (85) |
| 95,501 |
| 434,242 |
3,220,216 |
| 33,748 |
| (119,590) |
| 558,786 |
| (333,133) |
| 95,371 |
| 3,455,398 | |||
Amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-compete agreement | 44.99% |
| (14,915) |
| (20,331) |
| - |
| - |
| - |
| - |
| (35,246) |
Outgrowers relationship | 13.24% |
| (9,588) |
| (1,964) |
| - |
| - |
| - |
| - |
| (11,552) |
Patents | 20.00% |
| (4,228) |
| (827) |
| - |
| - |
| - |
| - |
| (5,055) |
Software | 19.63% |
| (252,169) |
| (115,003) |
| 119,584 |
| (2,242) |
| 51 |
| (53) |
| (249,832) |
(280,900) |
| (138,125) |
| 119,584 |
| (2,242) |
| 51 |
| (53) |
| (301,685) | |||
2,939,316 |
| (104,377) |
| (6) |
| 556,544 |
| (333,082) |
| 95,318 |
| 3,153,713 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
71
|
|
| Consolidated | ||||||||||||
| Weighted average amortization rate (p.a.) |
| 12.31.18 |
| Initial adoption |
| Additions |
| Disposals |
| Transfers |
| Exchange rate variation |
| 12.31.19 |
Cost |
| ||||||||||||||
Non-compete agreement |
|
| 90,012 |
| - |
| 8,105 |
| - |
| - |
| 1,112 |
| 99,229 |
Goodwill for future profitability |
|
| 2,694,967 |
| - |
| - |
| - |
| - |
| 18,635 |
| 2,713,602 |
Outgrowers relationship |
|
| 15,022 |
| - |
| - |
| (418) |
| - |
| - |
| 14,604 |
Trademarks |
|
| 1,336,162 |
| - |
| - |
| - |
| - |
| (13,900) |
| 1,322,262 |
Patents |
|
| 6,066 |
| - |
| - |
| - |
| 235 |
| 4 |
| 6,305 |
Customer relationship |
|
| 896,039 |
| - |
| - |
| - |
| - |
| (3,281) |
| 892,758 |
Software |
|
| 491,830 |
| 61 |
| 38,259 |
| (95,275) |
| 87,576 |
| 1,164 |
| 523,615 |
Intangible in progress |
|
| - |
| - |
| 47,422 |
| - |
| (35,294) |
| 23 |
| 12,151 |
|
|
| 5,530,098 |
| 61 |
| 93,786 |
| (95,693) |
| 52,517 |
| 3,757 |
| 5,584,526 |
| |||||||||||||||
Amortization |
| ||||||||||||||
Non-compete agreement | 33.67% |
| (45,802) |
| - |
| (27,811) |
| - |
| - |
| (577) |
| (74,190) |
Outgrowers relationship | 13.02% |
| (11,552) |
| - |
| (1,546) |
| 354 |
| - |
| - |
| (12,744) |
Patents | 19.05% |
| (5,149) |
| - |
| (470) |
| - |
| - |
| (7) |
| (5,626) |
Customer relationship | 7.31% |
| (172,450) |
| - |
| (67,137) |
| - |
| - |
| (2,676) |
| (242,263) |
Software | 23.18% |
| (275,747) |
| - |
| (141,925) |
| 77,027 |
| (10) |
| (969) |
| (341,624) |
(510,700) |
| - |
| (238,889) |
| 77,381 |
| (10) |
| (4,229) |
| (676,447) | |||
5,019,398 |
| 61 |
| (145,103) |
| (18,312) |
| 52,507 |
| (472) |
| 4,908,079 |
|
|
| Consolidated | ||||||||||||||
| Weighted average amortization rate (p.a.) |
| 12.31.17 |
| Additions |
| Disposals |
| Transfers |
| Restatement by Hyperinflation |
| Exchange rate variation |
| Transfer - held for sale | 12.31.18 | |
Cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Non-compete agreement |
|
| 62,043 |
| 33,748 |
| - |
| - |
| 9,057 |
| (130) |
| (14,706) | 90,012 | |
Goodwill for future profitability |
|
| 4,192,228 |
| - |
| - |
| - |
| 323,904 |
| 116,746 |
| (1,937,911) | 2,694,967 | |
Import quotas |
|
| 111,731 |
| - |
| - |
| - |
| - |
| 12,251 |
| (123,982) | - | |
Outgrowers relationship |
|
| 15,022 |
| - |
| - |
| - |
| - |
| - |
| - | 15,022 | |
Trademarks |
|
| 1,649,910 |
| - |
| - |
| - |
| 250,731 |
| (140,196) |
| (424,283) | 1,336,162 | |
Patents |
|
| 6,867 |
| 16 |
| - |
| (68) |
| - |
| (199) |
| (550) | 6,066 | |
Customer relationship |
|
| 1,220,801 |
| - |
| - |
| - |
| 149,089 |
| 19,281 |
| (493,132) | 896,039 | |
Supplier relationship |
|
| 2,049 |
| - |
| - |
| - |
| - |
| 369 |
| (2,418) | - | |
Software |
|
| 516,308 |
| 2,040 |
| (121,929) |
| 121,828 |
| 30,460 |
| (2,374) |
| (54,503) | 491,830 | |
|
|
| 7,776,959 |
| 35,804 |
| (121,929) |
| 121,760 |
| 763,241 |
| 5,748 |
| (3,051,485) | 5,530,098 | |
Amortization | |||||||||||||||||
Non-compete agreement | 32.70% |
| (23,501) |
| (26,794) |
| - |
| - |
| (5,786) |
| 920 |
| 9,359 | (45,802) | |
Import quotas | 89.94% |
| (93,139) |
| (14,365) |
| - |
| - |
| - |
| (11,325) |
| 118,829 | - | |
Outgrowers relationship | 13.24% |
| (9,590) |
| (1,963) |
| - |
| - |
| - |
| - |
| - | (11,553) | |
Patents | 19.98% |
| (4,886) |
| (840) |
| - |
| - |
| (892) |
| 202 |
| 1,267 | (5,149) | |
Customer relationship | 9.50% |
| (154,530) |
| (99,700) |
| - |
| - |
| (55,599) |
| (11,751) |
| 149,130 | (172,450) | |
Supplier relationship | 5.00% |
| (102) |
| (115) |
| - |
| - |
| - |
| (25) |
| 242 | - | |
Software | 19.68% |
| (293,575) |
| (127,449) |
| 121,929 |
| 253 |
| (26,967) |
| 3,624 |
| 46,439 | (275,746) | |
(579,323) |
| (271,226) |
| 121,929 |
| 253 |
| (89,244) |
| (18,355) |
| 325,266 | (510,700) | ||||
7,197,636 |
| (235,422) |
| - |
| 122,013 |
| 673,997 |
| (12,607) |
| (2,726,219) | 5,019,398 |
During the year ended December 31, 2019, Management did not identify any event that could indicate an impairment of such assets.
15.1 Impairment Test
The impairment test of assets is carried out annually based on the discounted cash flow method, which is prepared in order to determine the value in use of the Company’s cash-generating units (“CGU”). In 2019, the Company used its budget, strategic and financial planning, which demonstrated growth projections until 2024 and average perpetuity of the cash generating units of 3.5% p.a., based on the history of recent years, as well as the economic and financial projections of each market in which the Company operates, in addition to official information from independent and governmental institutions.
The discount rate used by Management to prepare discounted cash flows varied from 10.75% p.a. to 12.91% p.a. according to the CGU. The assumptions presented in the table below were also adopted:
|
| 2020 |
| 2021 |
| 2022 |
| 2023 |
| 2024 |
Inflation Brazil |
| 3.80% |
| 3.75% |
| 3.75% |
| 3.38% |
| 3.38% |
Inflation - United States |
| 2.02% |
| 2.20% |
| 2.20% |
| 2.20% |
| 2.20% |
Exchange rate - BRL / USD |
| 3.80 |
| 3.80 |
| 3.85 |
| 3.90 |
| 3.95 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
72
The rates presented above don’t consider the effects of taxes.
Based on Management’s analysis carried out in 2019, no impairment adjustments were identified.
In addition to the analysis mentioned above, Management prepared a deterministic sensitivity analysis considering the variations in the Earnings Before Interest and Tax (“EBIT”) margin and in the nominal discount rate as shown below:
|
|
| Variations |
|
|
Apreciation (devaluation) | 1.0% |
| 0.0% |
| (1.0%) |
BRAZIL CGU |
|
|
|
|
|
Discount rate | 13.91% |
| 12.91% |
| 11.91% |
Ebit Margin | 11.27% |
| 10.27% |
| 9.27% |
|
|
|
|
|
|
INTERNATIONAL CGU´s |
|
|
|
|
|
Discount rate | 11.75% |
| 10.75% |
| 9.75% |
Ebit Margin | 12.07% |
| 11.07% |
| 10.07% |
The Company, in its sensitivity analysis, did not identify any scenarios in which an impairment was necessary.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
73
16. LOANS AND FINANCING
| Parent company | ||||||||||||||||||
| Charges (p.a.) |
| Weighted average |
| WAMT (1) |
| 12.31.18 |
| Borrowing |
| Amortization |
| Interest paid |
| Interest accrued |
| Exchange rate variation |
| 12.31.19 |
Local currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||||||
Working capital | Pre- fixed / CDI |
| 6.07% |
| 1.2 |
| 5,863,024 |
| 1,193,616 |
| (3,745,967) |
| (421,600) |
| 423,566 |
| - |
| 3,312,639 |
| |||||||||||||||||||
Certificate of agribusiness receivables (2) | CDI / IPCA |
| 6.73% |
| 2.5 |
| 2,597,502 |
| - |
| (999,905) |
| (139,633) |
| 139,483 |
| - |
| 1,597,447 |
| |||||||||||||||||||
Development bank credit lines | Pre- fixed / Selic / TJLP |
| 5.09% |
| 0.3 |
| 264,545 |
| - |
| (223,077) |
| (7,005) |
| 11,053 |
| - |
| 45,516 |
| |||||||||||||||||||
Export credit facility | CDI |
| 5.83% |
| 8.7 |
| 1,625,327 |
| (22,403) |
| (31,700) |
| (108,845) |
| 149,986 |
| - |
| 1,612,365 |
| |||||||||||||||||||
Special program asset restructuring | IGPM |
| 12.22% |
| 0.2 |
| 273,426 |
| - |
| - |
| (8,554) |
| 19,436 |
| - |
| 284,308 |
| |||||||||||||||||||
Debentures | CDI / IPCA |
| 7.40% |
| 6.0 |
| - |
| 742,250 |
| (15) |
| (16,372) |
| 29,897 |
| - |
| 755,760 |
| |||||||||||||||||||
Fiscal incentives | Pre- fixed |
| 2.40% |
| - |
| 3,317 |
| 70,203 |
| (67,805) |
| (570) |
| 575 |
| - |
| 5,720 |
| |||||||||||||||||||
10,627,141 | 1,983,666 |
| (5,068,469) |
| (702,579) |
| 773,996 |
| - |
| 7,613,755 | ||||||||
| |||||||||||||||||||
Foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||||||
Bonds | Pre- fixed + e.r. USD and EUR |
| 4.36% |
| 5.8 |
| 7,487,803 |
| 3,082,040 |
| (2,542,949) |
| (385,612) |
| 534,704 |
| 231,989 |
| 8,407,975 |
| |||||||||||||||||||
Export credit facility | LIBOR + e.r. USD |
| 5.54% |
| 3.2 |
| 714,310 |
| - |
| (319,742) |
| (27,448) |
| 27,971 |
| 12,183 |
| 407,274 |
| |||||||||||||||||||
Advances for foreign exchange rate contracts | Pre- fixed + e.r. USD |
| (4.67% on 12.31.18) |
| - |
| 214,192 |
| 92,750 |
| (327,469) |
| (10,249) |
| 12,831 |
| 17,945 |
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,416,305 | 3,174,790 |
| (3,190,160) |
| (423,309) |
| 575,506 |
| 262,117 |
| 8,815,249 | ||||||||
19,043,446 | 5,158,456 |
| (8,258,629) |
| (1,125,888) |
| 1,349,502 |
| 262,117 |
| 16,429,004 | ||||||||
| |||||||||||||||||||
Current | 3,689,173 | 3,033,034 | |||||||||||||||||
Non-current | 15,354,273 | 13,395,970 |
(1) Weighted average maturity is demonstrated in years.
(2) The Certificate of Agribusiness Receivable (“CRA”) issued by the Company are backed by receivables of BRF S.A. from certain subsidiaries abroad.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
74
| Parent company | ||||||||||||||||||||
| Charges (p.a.) |
| Weighted average |
| WAMT |
| 12.31.17 |
| Captured |
| Incorporation of companies |
| Amortization |
| Interest paid |
| Interest accrued |
| Exchange rate variation |
| 12.31.18 |
Local currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Working capital | 'Fixed rate / 118% of CDI |
| 7.78% |
| 3.3 |
| 2,385,218 |
| 4,377,986 |
| 55,348 |
| (1,074,301) |
| (136,809) |
| 255,582 |
| - |
| 5,863,024 |
Certificate of agribusiness receivables | 96.40% of CDI / IPCA + 5.90% |
| 6.08% |
| 1.6 |
| 2,770,640 |
| - |
| 781,661 |
| (996,985) |
| (155,916) |
| 198,102 |
| - |
| 2,597,502 |
Development bank credit lines | Fixed rate / Selic / TJLP + 1.25% |
| 6.16% |
| 1.1 |
| 570,082 |
| - |
| - |
| (315,119) |
| (20,346) |
| 29,928 |
| - |
| 264,545 |
Bonds | (7.75% on 12.31.17) |
| (7.75% on 12.31.17) |
| - |
| 503,802 |
| - |
| - |
| (500,000) |
| (19,375) |
| 15,573 |
| - |
| - |
Export credit facility | 109.45% of CDI |
| 9.02% |
| 3.2 |
| 1,889,198 |
| 1,621,124 |
| - |
| (1,850,000) |
| (188,743) |
| 153,748 |
| - |
| 1,625,327 |
Special program asset restructuring | Fixed rate / IGPM + 4.90% |
| 12.45% |
| 1.4 |
| 249,366 |
| - |
| - |
| - |
| (8,101) |
| 32,161 |
| - |
| 273,426 |
Fiscal incentives | 2.40% |
| 2.40% |
| 0.5 |
| 3,566 |
| 57,246 |
| - |
| (57,500) |
| (445) |
| 450 |
| - |
| 3,317 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
8,371,872 | 6,056,356 |
| 837,009 |
| (4,793,905) |
| (529,735) |
| 685,544 |
| - |
| 10,627,141 | ||||||||
Foreign currency | |||||||||||||||||||||
Bonds | 3.85% |
| 3.85% |
| 4.5 |
| 3,975,421 |
| - |
| 2,898,940 |
| - |
| (186,482) |
| 206,566 |
| 593,358 |
| 7,487,803 |
Export credit facility | LIBOR + 0.95% |
| 4.76% |
| 1.6 |
| 1,195,872 |
| - |
| - |
| (655,480) |
| (55,712) |
| 48,613 |
| 181,017 |
| 714,310 |
Advances for foreign exchange rate contracts | 4.67% + e.r. US$ |
| 4.67% + e.r. US$ |
| 0.8 |
| - |
| 208,474 |
| - |
| - |
| - |
| 1,077 |
| 4,641 |
| 214,192 |
Development bank credit lines | (UMBNDES + 1.73% on 12.31.17) | (6.22% on 12.31.17) | - | 3,573 | - | - | (3,851) | (192) | 470 | - | - | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,174,866 | 208,474 |
| 2,898,940 |
| (659,331) |
| (242,386) |
| 256,726 |
| 779,016 |
| 8,416,305 | ||||||||
13,546,738 | 6,264,830 |
| 3,735,949 |
| (5,453,236) |
| (772,121) |
| 942,270 |
| 779,016 |
| 19,043,446 | ||||||||
Current | 4,038,367 | 3,689,173 | |||||||||||||||||||
Non-current | 9,508,371 | 15,354,273 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
75
| Consolidated | ||||||||||||||||||
| Charges (p.a.) |
| Weighted average |
| WAMT (1) |
| 12.31.18 |
| Borrowing |
| Amortization |
| Interest paid |
| Interest accrued |
| Exchange rate variation |
| 12.31.19 |
Local currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||||||
Working capital | Pre-fixed / CDI |
| 6.07% |
| 1.2 |
| 5,863,023 |
| 1,193,616 |
| (3,745,967) |
| (421,600) |
| 423,567 |
| - |
| 3,312,639 |
| |||||||||||||||||||
Certificate of agribusiness receivables (2) | CDI / IPCA |
| 6.73% |
| 2.5 |
| 2,597,502 |
| - |
| (999,905) |
| (139,633) |
| 139,483 |
| - |
| 1,597,447 |
| |||||||||||||||||||
Development bank credit lines | Pre-fixed / Selic / TJLP |
| 5.09% |
| 0.3 |
| 264,545 |
| - |
| (223,077) |
| (7,005) |
| 11,053 |
| - |
| 45,516 |
| |||||||||||||||||||
Debentures | CDI / IPCA |
| 7.90% |
| 6.2 |
| - |
| 742,250 |
| (15) |
| (16,372) |
| 29,897 |
| - |
| 755,760 |
| |||||||||||||||||||
Export credit facility | CDI |
| 5.83% |
| 8.7 |
| 1,625,327 |
| (22,403) |
| (31,700) |
| (108,845) |
| 149,986 |
| - |
| 1,612,365 |
| |||||||||||||||||||
Special program asset restructuring | IGPM |
| 12.22% |
| 0.2 |
| 273,426 |
| - |
| - |
| (8,554) |
| 19,436 |
| - |
| 284,308 |
| |||||||||||||||||||
Fiscal incentives | Pre-fixed |
| 2.40% |
| - |
| 3,317 |
| 70,203 |
| (67,805) |
| (570) |
| 575 |
| - |
| 5,720 |
| |||||||||||||||||||
10,627,140 | 1,983,666 |
| (5,068,469) |
| (702,579) |
| 773,997 |
| - |
| 7,613,755 | ||||||||
| |||||||||||||||||||
Foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||||||
Bonds | Pre-Fixed + e.r. USD and EUR |
| 4.36% |
| 6.0 |
| 9,746,446 |
| 3,082,040 |
| (2,906,635) |
| (504,774) |
| 648,991 |
| 341,416 |
| 10,407,484 |
- |
| ||||||||||||||||||
Export credit facility | LIBOR + e.r. USD |
| 5.54% (2.47% on 12.31.18) |
| 3.2 |
| 1,383,192 |
| - |
| (948,646) |
| (31,277) |
| 28,937 |
| (24,931) |
| 407,275 |
- |
| ||||||||||||||||||
Advances for foreign exchange rate contracts | Pre-Fixed + e.r. USD |
| (4.67% on 12.31.18) |
| - |
| 214,192 |
| 92,750 |
| (327,469) |
| (10,249) |
| 12,831 |
| 17,945 |
| - |
- |
| ||||||||||||||||||
Working capital | Pre-Fixed + e.r. TRY |
| 16.56% (21.91% on 12.31.18) |
| 1.1 |
| 194,474 |
| 240,702 |
| (229,919) |
| (41,974) |
| 42,237 |
| (13,755) |
| 191,765 |
| |||||||||||||||||||
11,538,304 | 3,415,492 |
| (4,412,669) |
| (588,274) |
| 732,996 |
| 320,675 |
| 11,006,524 | ||||||||
22,165,444 | 5,399,158 |
| (9,481,138) |
| (1,290,853) |
| 1,506,993 |
| 320,675 |
| 18,620,279 | ||||||||
| |||||||||||||||||||
Current | 4,547,389 | 3,132,029 | |||||||||||||||||
Non-current | 17,618,055 | 15,488,250 |
(1) Weighted average maturity is demonstrated in years.
(2) The Certificate of Agribusiness Receivable (“CRA”) issued by the Company are backed by receivables of BRF S.A. from certain subsidiaries abroad.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
76
| Consolidated | ||||||||||||||||||||
| Charges (p.a.) |
| Weighted average |
| WAMT |
| 12.31.17 |
| Captured |
| Transfer - held for sale | Amortization |
| Interest paid |
| Interest accrued |
| Exchange rate variation |
| 12.31.18 | |
Local currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Working capital | 'Fixed rate / 118% of CDI |
| 7.78% |
| 1.7 |
| 2,555,363 |
| 4,431,145 |
| - | (1,235,896) |
| (149,702) |
| 262,113 |
| - |
| 5,863,023 | |
Certificate of agribusiness receivables | 96.40% of CDI / IPCA + 5,90% |
| 6.08% |
| 1.6 |
| 3,571,652 |
| - |
| - | (996,985) |
| (223,143) |
| 245,978 |
| - |
| 2,597,502 | |
Development bank credit lines | Fixed rate / Selic / TJLP + 1.25% |
| 6.16% |
| 1.1 |
| 570,082 |
| - |
| - | (315,119) |
| (20,346) |
| 29,928 |
| - |
| 264,545 | |
Bonds | (7.75% on 12.31.17) |
| (7.75% on 12.31.17) |
| - |
| 503,802 |
| - |
| - | (500,000) |
| (19,375) |
| 15,573 |
| - |
| - | |
Export credit facility | 109.45% of CDI |
| 9.02% |
| 3.2 |
| 1,889,198 |
| 1,621,124 |
| - | (1,850,000) |
| (188,743) |
| 153,748 |
| - |
| 1,625,327 | |
Special program asset restructuring | Fixed rate / IGPM + 4.90% |
| 12.45% |
| 1.4 |
| 249,366 |
| - |
| - | - |
| (8,101) |
| 32,161 |
| - |
| 273,426 | |
Fiscal incentives | 2.40% |
| 2.40% |
| 0.5 |
| 3,566 |
| 57,246 |
| - | (57,500) |
| (445) |
| 450 |
| - |
| 3,317 | |
9,343,029 |
| 6,109,515 |
| - | (4,955,500) |
| (609,855) |
| 739,951 |
| - |
| 10,627,140 | ||||||||
Foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Bonds | 4.07% |
| 4.07% |
| 4.8 |
| 8,529,921 |
| - |
| (87,113) | (14,791) |
| (466,552) |
| 506,484 |
| 1,278,497 |
| 9,746,446 | |
Export credit facility | LIBOR + 0.25% |
| 2.47% |
| 0.8 |
| 2,150,728 |
| 8,395 |
| - | (1,067,367) |
| (75,878) |
| 67,621 |
| 299,693 |
| 1,383,192 | |
Advances for foreign exchange rate contracts | 4.67% + e.r. US$ |
| 4.67% + e.r. US$ |
| 0.8 |
| - |
| 208,474 |
| - | - |
| - |
| 1,077 |
| 4,641 |
| 214,192 | |
Development bank credit lines | (UMBNDES + 1.73% on 12.31.17) |
| (6.22% on 12.31.17) |
| - |
| 3,572 |
| - |
| - | (3,851) |
| (192) |
| 471 |
| - |
| - | |
Working capital | 46.84% |
| 46.84% |
| - |
| 167,888 |
| 813,279 |
| (68,660) | (898,283) |
| (3,632) |
| 46,025 |
| (56,617) |
| - | |
Working capital | 21.91% (15.95% on 12.31.17) + e.r TRY |
| 21.91% (15.95% on 12.31.17) + e.r TRY |
| 0.7 |
| 249,240 |
| 193,058 |
| - | (216,610) |
| (21,057) |
| 35,934 |
| (46,091) |
| 194,474 | |
11,101,349 |
| 1,223,206 |
| (155,773) | (2,200,902) |
| (567,311) |
| 657,612 |
| 1,480,123 |
| 11,538,304 | ||||||||
20,444,378 |
| 7,332,721 |
| (155,773) | (7,156,402) |
| (1,177,166) |
| 1,397,563 |
| 1,480,123 |
| 22,165,444 | ||||||||
Current | �� | 5,031,351 | 4,547,389 | ||||||||||||||||||
Non-current | 15,413,027 | 17,618,055 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
77
On December 31, 2019, the Company did not have any financial covenants clauses related to its loan agreements.
16.1 Debentures
On April 30, 2019, 750,000 Debentures were subscribed with a par value of R$1,000.00 (one thousand Reais), totaling the amount of R$750,000 in 3 series, as set forth below. The Debentures are simple, non-convertible and unsecured, with restricted effort placement. The public offering was closed on June 28, 2019, when the total amount was received by the Company. Costs of R$4,868 were incurred for the issuance, which will be recognized in statement of income over the term of the operations, based on the effective interest rate method.
Parent company and Consolidated | ||||||||||||
12.31.19 | ||||||||||||
Operation |
| Series |
| Issue date |
| Maturity |
| Rate |
| Notional |
| Updated Value |
Debenture - 1st Issue |
| 1st Series |
| 06.27.19 |
| 04.30.22 |
| 100% CDI + 0.80% |
| 70,000 |
| 70,286 |
Debenture - 1st Issue |
| 3rd Series |
| 06.27.19 |
| 04.30.26 |
| IPCA + 5.50% |
| 411,732 |
| 416,029 |
Debenture - 1st Issue |
| 4th Series |
| 06.27.19 |
| 04.30.26 |
| 100% CDI + 1.45% |
| 268,268 |
| 269,445 |
750,000 |
| 755,760 |
16.2 Senior Unsecured notes issuance and tender offer
On September 24, 2019 the Company issued senior notes in the amount of USD750,000, maturing on January 24, 2030 and with an interest rate of 4.875% p.a. (yield to maturity of 5.00%) paid on a half-yearly basis. Costs of R$46,540 were incurred to issue the notes, which will be recognized on the statement of income over the term of the debt according to the effective interest rate method.
The Company substantially used the proceedings to settle and renegotiate other debts of shorter term, making a tender offer for the following senior notes:
Parent company and Consolidated | ||||||
12.31.19 | ||||||
Operation |
| Maturity |
| Notional repurchased |
| Outstanding notional amount |
Sadia Overseas BRFSBZ7 |
| 2020 |
| 363,686 |
| - |
BRF AS BRFSBZ2 |
| 2022 |
| 795,932 |
| 1,471,420 |
BRF AS BRFSBZ5 |
| 2022 |
| 38,937 |
| 437,936 |
BRF AS BRFSBZ3 |
| 2023 |
| 641,363 |
| 1,394,578 |
BRF AS BRFSBZ4 |
| 2024 |
| 961,797 |
| 2,092,107 |
The premium paid on the repurchase was of R$92,053 and was recognized as Financial Expenses. Additionally, R$25,575 of costs that had been deferred were written-off, in proportion to the repurchased debts, recognized also as Financial Expenses.
The Company reserves the right to anticipate the repurchase of other liabilities by tender offer and open market transactions, following with its liability management strategy.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
78
16.3 Revolving Credit Facility
With the purpose of maintaining a prudential and sustainable short-term liquidity position, continuing with the strategy of extending its average debt maturity and reducing the cost of debt, on December 27, 2019, the Company retained from Banco do Brasil a revolving credit facility up to the limit of R$1,500,000 for a period of three years. The referenced credit facility can be disbursed totally or partially, at the Company’s will, whenever necessary. On December 31, 2019 the facility was available, but unused.
16.4 Loans and financing maturity schedule
The maturity schedule of the loans and financing is as follows:
| Parent company |
| Consolidated |
| 12.31.19 |
| 12.31.19 |
Current | 3,033,035 |
| 3,132,028 |
Non-current | 13,395,969 |
| 15,488,251 |
2021 | 1,791,814 |
| 1,906,989 |
2022 | 2,123,475 |
| 2,123,475 |
2023 | 2,421,966 |
| 2,421,966 |
2024 | 2,340,742 |
| 2,340,742 |
2025 onwards | 4,717,972 |
| 6,695,079 |
16,429,004 |
| 18,620,279 |
16.5 Guarantees
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Total of loans and financing | 16,429,004 |
| 19,043,446 |
| 18,620,279 |
| 22,165,444 |
Mortgage guarantees | 51,237 |
| 267,862 |
| 51,237 |
| 267,862 |
Related to FINEM-BNDES | 45,516 |
| 217,620 |
| 45,516 |
| 217,620 |
Related to tax incentives and other | 5,721 |
| 50,242 |
| 5,721 |
| 50,242 |
On December 31, 2019, the amount of bank guarantees contracted by the Company was of R$666,335 (R$783,952 as of December 31, 2018) which were offered mainly in litigations involving the Company´s use of tax credits. These guarantees have an average cost of 1.77% p.a. (1.57% p.a. as of December 31, 2018).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
79
17. TRADE ACCOUNTS PAYABLE
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| Restated (1) |
| 12.31.19 |
| Restated (1) |
Domestic suppliers |
|
|
| ||||
Third parties | 4,921,902 |
| 4,440,146 |
| 4,930,424 |
| 4,458,077 |
Related parties | 6,392 |
| 15,008 |
| - |
| - |
4,928,294 |
| 4,455,154 |
| 4,930,424 |
| 4,458,077 | |
|
|
| |||||
Foreign suppliers |
|
|
| ||||
Third parties | 404,068 |
| 374,573 |
| 915,611 |
| 1,079,438 |
Related parties | - |
| 315 |
| - |
| - |
404,068 |
| 374,888 |
| 915,611 |
| 1,079,438 | |
|
|
| |||||
(-) Adjustment to present value | (49,253) |
| (37,487) |
| (49,269) |
| (37,507) |
5,283,109 |
| 4,792,555 |
| 5,796,766 |
| 5,500,008 | |
|
|
| |||||
Current | 5,270,762 | 4,779,752 | 5,784,419 |
| 5,487,205 | ||
Non-current | 12,347 | 12,803 | 12,347 |
| 12,803 |
(1) The restatement refers to the adoption of IFRS 16, in which the lease liabilities were reclassified from Trade Accounts Payable to a specific line (note 19).
On the trade accounts payable balance as of December 31, 2019, R$1,434,152 in the parent company and R$1,435,025 in the consolidated (R$1,300,777 in the parent company and R$1,301,304 in the consolidated as of December 31, 2018) corresponds to supply chain finance transactions in which there were no changes in the payment terms and prices negotiated with the suppliers.
18. SUPPLY CHAIN FINANCE
|
| Parent company and Consolidated | ||
|
| 12.31.19 |
| Restated (1) |
Supply chain finance - Domestic suppliers |
| 671,869 |
| 715,335 |
Supply chain finance - Foreign suppliers |
| 182,126 |
| 170,448 |
853,995 |
| 885,783 | ||
| ||||
(-) Adjustment to present value |
| (11,958) |
| (10,483) |
842,037 |
| 875,300 |
(1) The restatement refers to the split of the adjustment to present value.
The Company has partnerships with several financial institutions that allow the suppliers to anticipate their receivables. The suppliers may choose whether to participate and if so, with which institution. The anticipation allows the suppliers to better manage their cash flow needs. This flexibility allows the Company to intensify its commercial relations with the network of suppliers by potentially leveraging benefits such as preference for supply in case of restricted supply, better price conditions and/or more flexible payment terms, among others, has not identified any material change in the existing commercial conditions with its suppliers. These operations are presented in the cash flow of operating activities.
On December 31, 2019, the discount rates applied to the supply chain finance transactions agreed between our suppliers and the financial institutions in the domestic market were set between 0.38% to 0.67% p.m. (0.52% to 0.75% p.m. on December 31, 2018).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
80
On December 31, 2019, the discount rates applied to the supply chain finance transactions agreed between our suppliers and the financial institutions in the external market were set between 0.32% to 0.46% p.m. (0.31% to 0.50% p.m. on December 31, 2018).
19. LEASES
The Company is lessee in several lease agreements for forest lands, offices, distribution centers, integrated producers, vehicles, among others. Some contracts have a renewal option for an additional period at the end of the contract, established by contractual amendments. Automatic renewals or renewals for undetermined periods are not allowed.
The contract clauses mentioned, with respect to renewal, readjustment and purchase option, are contracted according to market practices. In addition, there are no clauses of contingent payments or restrictions on dividends distribution, payments of interest on shareholders’ equity or obtaining debt.
19.1 Right-of-use assets
The right-of-use assets as set forth below are in balances of property, plant and equipment and intangible assets (notes 14 and 15).
| Parent company | ||||||||||||
| Weighted average depreciation rate (p.a.) |
| 12.31.18 |
| Initial adoption IFRS 16 |
| Additions |
| Disposals |
| Transfers |
| 12.31.19 |
Cost |
| ||||||||||||
Land |
|
| - |
| 21,120 |
| - |
| (421) |
| (200) |
| 20,499 |
Buildings |
|
| 214,171 |
| 2,128,038 |
| 202,867 |
| (119,541) |
| 21,106 |
| 2,446,641 |
Machinery and equipment |
|
| 129,589 |
| 458 |
| 4,110 |
| (13,171) |
| (6,415) |
| 114,571 |
Facilities |
|
| 14,492 |
| - |
| - |
| - |
| (14,492) |
| - |
Vehicles |
|
| - |
| 7,669 |
| 112,868 |
| (7,620) |
| - |
| 112,917 |
Software |
|
| 68,424 |
| 61 |
| (6,998) |
| (50,160) |
| 44,378 |
| 55,705 |
426,676 |
| 2,157,346 |
| 312,847 |
| (190,913) |
| 44,377 |
| 2,750,333 | |||
| |||||||||||||
Depreciation |
| ||||||||||||
Land | 20.77% |
| - |
| - |
| (4,285) |
| 27 |
| - |
| (4,258) |
Buildings | 16.88% |
| (74,527) |
| - |
| (376,530) |
| 1,948 |
| (10,013) |
| (459,122) |
Machinery and equipment | 36.28% |
| (75,422) |
| - |
| (39,052) |
| 9,502 |
| 8,288 |
| (96,684) |
Facilities | - |
| (1,725) |
| - |
| - |
| - |
| 1,725 |
| - |
Vehicles | 28.62% |
| - |
| - |
| (19,801) |
| 1,251 |
| - |
| (18,550) |
Software | 67.81% |
| (57,486) |
| - |
| (37,489) |
| 50,160 |
| - |
| (44,815) |
(209,160) |
| - |
| (477,157) |
| 62,888 |
| - |
| (623,429) | |||
217,516 |
| 2,157,346 |
| (164,310) |
| (128,025) |
| 44,377 |
| 2,126,904 |
| Consolidated | ||||||||||||||
| Weighted average depreciation rate (p.a.) |
| 12.31.18 |
| Initial adoption IFRS 16 |
| Additions |
| Disposals |
| Exchange rate variation |
| Transfers |
| 12.31.19 |
Cost |
| ||||||||||||||
Land |
|
| - |
| 23,453 |
| - |
| (421) |
| (42) |
| (200) |
| 22,790 |
Buildings |
|
| 214,171 |
| 2,278,982 |
| 216,514 |
| (119,540) |
| 4,650 |
| 21,106 |
| 2,615,883 |
Machinery and equipment |
|
| 129,589 |
| 1,182 |
| 4,110 |
| (13,321) |
| 28 |
| (6,415) |
| 115,173 |
Facilities |
|
| 14,492 |
| - |
| - |
| - |
| - |
| (14,492) |
| - |
Vehicles |
|
| - |
| 94,065 |
| 119,422 |
| (8,751) |
| 2,707 |
| - |
| 207,443 |
Software |
|
| 68,424 |
| 61 |
| (6,998) |
| (50,160) |
| - |
| 44,378 |
| 55,705 |
426,676 |
| 2,397,743 |
| 333,048 |
| (192,193) |
| 7,343 |
| 44,377 |
| 3,016,994 | |||
| |||||||||||||||
Depreciation |
| ||||||||||||||
Land | 22.31% |
| - |
| - |
| (5,134) |
| 27 |
| 21 |
| - |
| (5,086) |
Buildings | 17.79% |
| (74,527) |
| - |
| (429,600) |
| 1,948 |
| (644) |
| (10,013) |
| (512,836) |
Machinery and equipment | 36.32% |
| (75,422) |
| - |
| (39,361) |
| 9,545 |
| (8) |
| 8,288 |
| (96,958) |
Facilities | - |
| (1,725) |
| - |
| - |
| - |
| - |
| 1,725 |
| - |
Vehicles | 34.32% |
| - |
| - |
| (58,325) |
| 1,502 |
| (534) |
| - |
| (57,357) |
Software | 67.81% |
| (57,486) |
| - |
| (37,489) |
| 50,160 |
| - |
| - |
| (44,815) |
(209,160) |
| - |
| (569,909) |
| 63,182 |
| (1,165) |
| - |
| (717,052) | |||
217,516 |
| 2,397,743 |
| (236,861) |
| (129,011) |
| 6,178 |
| 44,377 |
| 2,299,942 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
81
19.2 Lease liabilities
| Parent company | ||||||||||||||||
| WAMT (1) |
| 12.31.18 | Initial adoption IFRS 16 |
| Additions |
| Payments |
| Interest paid |
| Interest accrued |
| Disposals |
| 12.31.19 | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| |||||||||||||||||
Land | 4.8 |
| - | 21,120 |
| - |
| (4,138) |
| (18) |
| 2,163 |
| (420) |
| 18,707 | |
| |||||||||||||||||
Buildings | 7.4 |
| 167,012 | 2,128,038 |
| 202,867 |
| (361,536) |
| (75,887) |
| 157,113 |
| (111,134) |
| 2,106,473 | |
| |||||||||||||||||
Machinery and equipment | 0.9 |
| 66,534 | 458 |
| 4,110 |
| (41,919) |
| (17,722) |
| 17,723 |
| (3,835) |
| 25,349 | |
| |||||||||||||||||
Vehicles | 3.0 |
| - | 7,669 |
| 112,868 |
| (13,638) |
| (5,328) |
| 5,327 |
| (6,536) |
| 100,362 | |
| |||||||||||||||||
Software | 1.3 |
| 8,263 | 61 |
| 37,379 |
| (44,566) |
| (85) |
| 85 |
| - |
| 1,137 | |
| |||||||||||||||||
241,809 | 2,157,346 |
| 357,224 |
| (465,797) |
| (99,040) |
| 182,411 |
| (121,925) |
| 2,252,028 | ||||
| |||||||||||||||||
Current | 75,293 | 312,639 | |||||||||||||||
Non-current | 166,516 | 1,939,389 |
(1) Weighted average maturity, demonstrated in years.
| Consolidated | ||||||||||||||||||
| WAMT (1) |
| 12.31.18 |
| Initial adoption IFRS 16 |
| Additions |
| Payments |
| Interest paid |
| Interest accrued |
| Disposals |
| Exchange rate variation |
| 12.31.19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||||||
Land | 5.5 |
| - |
| 17,166 |
| 6,287 |
| (4,505) |
| (762) |
| 2,909 |
| (421) |
| (319) |
| 20,355 |
| |||||||||||||||||||
Buildings | 4.3 |
| 167,012 |
| 2,278,982 |
| 216,514 |
| (410,466) |
| (85,940) |
| 167,165 |
| (111,134) |
| 4,369 |
| 2,226,502 |
| |||||||||||||||||||
Machinery and equipment | 1.3 |
| 66,534 |
| 1,182 |
| 4,110 |
| (42,216) |
| (17,756) |
| 17,757 |
| (3,898) |
| (26) |
| 25,687 |
| |||||||||||||||||||
Vehicles | 2.0 |
| - |
| 94,065 |
| 119,422 |
| (51,263) |
| (11,359) |
| 11,359 |
| (7,438) |
| 2,189 |
| 156,975 |
| |||||||||||||||||||
Software | 1.3 |
| 8,263 |
| 61 |
| 37,379 |
| (44,567) |
| (85) |
| 86 |
| - |
| - |
| 1,137 |
| |||||||||||||||||||
241,809 |
| 2,391,456 |
| 383,712 |
| (553,017) |
| (115,902) |
| 199,276 |
| (122,891) |
| 6,213 |
| 2,430,656 | |||
| |||||||||||||||||||
Current | 75,293 | 376,209 | |||||||||||||||||
Non-current | 166,516 | 2,054,447 |
(1) Weighted average maturity, demonstrated in years.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
82
19.3 Lease liabilities maturity schedule
The minimum future payments required for these finance leases are segregated as follows, and were recorded in current and non-current liabilities:
| Parent company |
| Consolidated |
12.31.19 | 12.31.19 | ||
Current | 461,323 |
| 521,581 |
Non-current | 1,790,705 |
| 1,909,075 |
2021 | 397,435 |
| 428,243 |
2022 | 334,440 |
| 357,652 |
2023 | 271,912 |
| 292,562 |
2024 | 232,164 |
| 235,664 |
2025 onwards | 554,754 |
| 594,954 |
2,252,028 |
| 2,430,656 |
19.4 Incremental rates
The Company uses nominal incremental rates to measure its lease liabilities. The nominal and real interest rates are presented below.
Contract Terms |
| Nominal rate% p.a. |
| Actual rate% p.a. |
1 year | 8.46% | 4.97% | ||
2 years | 9.49% | 5.37% | ||
3 years | 10.60% | 6.28% | ||
4 years | 11.43% | 7.01% | ||
5 years | 11.84% | 7.28% | ||
6 years | 12.13% | 7.48% | ||
8 years | 12.43% | 7.67% | ||
9 years | 12.51% | 7.78% | ||
10 years | 12.61% | 7.84% | ||
11 years | 12.68% | 7.86% | ||
13 years | 12.81% | 7.93% | ||
14 years | 12.86% | 7.96% | ||
15 years | 12.90% | 7.97% | ||
18 years | 13.01% | 8.03% | ||
20 years |
| 13.12% |
| 8.12% |
19.5 Amounts recognized in the statement of income
Below are the amounts directly recognized in the statement of income related to items exempt of recognition: low-value assets, short-term leases and leases with variable payments.
|
| Parent Company |
| Consolidated |
|
| 12.31.19 |
| 12.31.19 |
Variable payments not included in the lease liabilities |
| 19,454 |
| 222,096 |
Expenses related to short-term assets |
| 149,651 |
| 226,010 |
Expenses related to low-value assets |
| 4,154 |
| 4,890 |
173,259 |
| 452,996 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
83
19.6 Sale-leaseback transactions
In the prior years the Company has carried out Sale-leaseback transactions, that were disclosed in the financial statements in each applicable year. In all cases, the respective rental expenses were recognized monthly in the statement of income. With the adoption of IFRS 16, the right-of-use assets were recognized as of January 01, 2019, as well as the lease liability related to each contract.
In the year ended December 31, 2019, two additional Sale-leaseback transactions were formalized: i) the transshipment set point (“TSP”) located in the municipality of Bauru and, ii) TSP located in the municipality of Guarulhos; were analyzed within the scope of IFRS 16 and the right-of-use assets were recognized, as well as the lease liability related to the leases not yet due.
The company grants to its eligible employees by the Board of Directors, stock options and restricted shares, ruled by plans approved at the General Shareholder’s Meeting, with the purpose of: (i) stimulating the expansion, success and achievement of the Company’s social objectives; (ii) aligning the interests of the Company’s shareholders with those of the eligible employees; and (iii) enabling the Company and its subsidiaries to attract and retain the employees.
20.1 Stock options
The quantity of granted options is determined by the Board of Directors annually, and the exercise price is equivalent to the average closing price of the share in B3 at the last twenty trading sessions, prior to the grant date. The exercise price is adjusted monthly by the variation of the Amplified Consumer Price Index (“IPCA”) between the grant date and the month prior to the notification of the exercise by the beneficiary.
The vesting period, when the employee cannot exercise the purchase of the shares is from 1 to 4 years. The beneficiary acquires the right to exercise the option in each year, proportionally to the vesting period.
The Company may grant stock options up until the limit of 2% of the total shares. In order to comply with the exercise of the options, the Company may issue new shares or use treasury shares.
The breakdown of the outstanding granted stock options is set forth as follows:
Date |
| Quantity |
| Grant (1) |
| Strike price (1) | ||||||||
Grant date |
| Beggining of exercise |
| End of the exercise |
| Options granted |
| Outstanding options |
| Fair value of the option |
| Granting date |
| Updated IPCA |
04.26.16 |
| 04.30.17 |
| 12.30.22 |
| 8,724,733 |
| 1,325,000 |
| 9.21 |
| 56.00 |
| 66.33 |
05.31.16 |
| 05.31.17 |
| 12.30.22 |
| 3,351,220 |
| 1,168,500 |
| 10.97 |
| 46.68 |
| 54.87 |
12,075,953 |
| 2,493,500 |
(1) Amounts expressed in Brazilian Reais.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
84
20.2 Restricted shares
Annually, or whenever it deems appropriate, the Board of Directors approves the granting of restricted shares, electing the beneficiaries in favor of which the Company will transfer the restricted shares, establishing the terms, quantities and conditions of acquisition of rights related to restricted shares.
The vesting is conditional to the: (i) continuity of the employment relationship with the Company for three years after the grant date; (ii) achievement of a minimum shareholder return defined by the Board of Directors in the granting agreements and measured at the end of the vesting period; or (iii) any other conditions determined by the Board of Directors in each grant made.
The total amount of restricted shares that may be granted under shall not exceed 0.5% of the registered common book-entry shares, with no par value, representatives of the Company’s total share capital.
Date |
| Quantity |
| Grant (1) | ||||
Grant |
| Vesting period |
| Shares granted |
| Outstanding shares |
| Fair value of the shares |
|
|
|
|
|
|
|
|
|
06.14.18 |
| 06.14.20 |
| 270,000 |
| 172,125 |
| 20.00 |
10.01.18 |
| 10.01.20 |
| 2,311,394 |
| 2,087,222 |
| 21.44 |
09.01.19 |
| 09.01.21 |
| 68,605 |
| 68,605 |
| 30.61 |
2,649,999 |
| 2,327,952 |
(1) Amounts expressed in Brazilian Reais.
20.3 Rollforward of the stock options and restricted share plans
The rollforward of the granted options and shares in year ended December 31, 2019, is presented as follows:
|
| Consolidated |
Outstanding options/shares as of december 31, 2018 |
| 9,048,405 |
Issued - grant of 2019 |
|
|
September 2019 |
| 68,605 |
Transfer |
|
|
Transfer on September 2018 (Restricted shares plan) |
| (54,193) |
Transfer on June 2018 (Restricted shares plan) |
| (97,875) |
Transfer on October 2018 (Restricted shares plan) |
| (191,710) |
Forfeiture: |
|
|
Grant of 2018 (Restricted shares) |
| (91,685) |
Grant of 2017 (Restricted shares) |
| (196,141) |
Grant of 2017 |
| (193,045) |
Grant of 2016 |
| (1,208,600) |
Grant of 2014 |
| (1,854,753) |
Grant of 2014 |
| (407,556) |
Outstanding options/shares as of december 31, 2019 |
| 4,821,452 |
The weighted average exercise price of the outstanding options conditioned to services is R$60.96 (sixty Brazilian Reais and ninety-six cents) (R$63.05 in December 31, 2018), and the weighted average remaining vesting term is 37 months (35 months in December 31, 2018).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
85
The Company has registered as capital reserve, under shareholders’ equity, the fair value of the options in the amount of R$255,445 (R$262,306 as of December 31, 2018). In the statement of income for the year ended December 31, 2019 the amount recognized as expense was R$6,861 (R$470 as of December 31, 2018).
20.4 Fair Value Measurement
The weighted average fair value of the outstanding options as of December 31, 2019 was R$10.03 (ten Brazilian Reais and three cents) (R$10.11 as of December 31, 2018). The fair value of the stock options was measured using the Black-Scholes pricing model, based on the following assumptions:
Assumptions |
| Value |
| Description |
Expected period | Exercise in the 1st year - 3.5 years | The beneficiaries will execise their options at the limit of the exercise period. | ||
Risk-free interest rate |
| 6.29% p.a. |
| National Treasury Bond (“NTN-B”) available on the date of calculation and with maturity equivalent to the terms of the option. |
Volatility |
| 27.08% |
| Took into account the weighting of the trading history of the Company's shares. |
Expected dividends |
| 2.40% |
| Is based on the average payment of dividends per share in relation to the market value of the shares for the past four years. |
Expected inflation rate |
| 3.82% p.a. |
| Is based on estimated IPCA by Central Bank of Brazil, considering the remaining average terms of the option. |
21.1 Supplementary pension plans
The Company is the sponsor of the following pension plans for its employees and executives: i) Plan II– Variable Contribution with Defined Benefit option– closed for admissions; ii) Plan III– Defined Contribution– open for admissions; and iii) FAF Plan– Defined Benefit - closed for admissions.
These plans are managed by BRF Previdência, a closed supplementary pension entity, of non-economic and non-profit nature. Through its Deliberative Board, is responsible for defining pension objectives and policies, as well as establishing fundamentals guidelines and organization, operation and management rules. The Deliberative Board is composed of representatives from the sponsor and participants, in the proportion of 2/3 and 1/3 respectively.
a. Defined benefit plans
The Plan II is a variable contribution plan structured as defined benefit during the accumulation of mathematic provisions and at the benefit grant date the beneficiary may choose to convert the accumulated balance in a lifetime monthly income. The main related actuarial risks are (i) survival rates above the mortality tables and (ii) actual return on equity below the actual discount rate.
The Plan FAF (Fundação Attílio Francisco Xavier Fontana) aims to complement the benefit paid by the Brazilian Social Security (“INSS– Instituto Nacional de Seguridade Social”). The complementary benefit is calculated based on the income of the participant and the amounts vary according to the type of the retirement, the length of the service and other criteria defined by the plan. The main related actuarial risks are:(i) survival rates above the mortality tables, (ii) turnover lower than expected, (iii) salary growth higher than expected, (iv) actual return on equity below the actual discount rate, (v) changes to the rules of social security, and (vi) actual family composition of the retired employee or executive different than the established assumption.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
86
The actuarial calculations of the plans managed by BRF Previdência are made annually by independent specialists, according to the rules in force.
In the case of a deficit in the plans results, the sponsor, the participants and the beneficiaries, must support the plan according to the proportion of their contributions.
The economic benefit presented as an asset considers only the portion of the surplus that is actually recoverable. The recovery of the surplus on the plans is through reductions in future contributions.
b. Defined contribution plan
The Plan III is a defined contribution plan, in which the contributions are known and the benefit depends directly on the contributions made by participants and sponsors, on the contribution time and on the result obtained through the investment of the contributions. The contributions made by the Company in the years ended December 31, 2019 and December 31, 2018 amounted R$21,100 and R$18,708 respectively. On December 31, 2019, the plan has 37,637 participants (34,975 participants as of December 31, 2018).
When the participants of the plans II and III terminate the employment relationship with the sponsor, the unused balance of the contributions made by the sponsor forms a surplus fund that may be used to compensate future contributions of the sponsor.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
87
c. Rollforward of defined benefit and variable contribution
The assets and actuarial liabilities, as well as the movement of the related rights and obligations are presented below:
| Consolidated | ||||||
FAF | Plan II | ||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Composition of actuarial assets and liabilities |
|
| |||||
Present value of actuarial liabilities | 3,412,120 |
| 2,498,564 |
| 19,550 |
| 17,447 |
Fair value of assets | (3,771,792) |
| (3,193,931) |
| (29,580) |
| (27,819) |
(Surplus) Deficit | (359,672) |
| (695,367) |
| (10,030) |
| (10,372) |
Irrecoverable surplus - (asset ceiling) | 359,672 |
| 695,367 |
| 6,777 |
| 8,502 |
Net actuarial (assets) liabilities | - |
| - |
| (3,253) |
| (1,870) |
|
| ||||||
Rollforward of irrecoverable surplus |
|
| |||||
Beginning balance of irrecoverable surplus | 695,367 |
| 801,530 |
| 8,502 |
| 8,452 |
Interest on irrecoverable surplus | 64,113 |
| 78,069 |
| 782 |
| 821 |
Changes in irrecoverable surplus during the year | (399,808) |
| (184,232) |
| (2,507) |
| (771) |
Ending balance of irrecoverable surplus | 359,672 |
| 695,367 |
| 6,777 |
| 8,502 |
|
| ||||||
Rollforward of present value of actuarial liabilities |
|
| |||||
Beginning balance of the present value of liabilities | 2,498,564 |
| 2,275,862 |
| 17,447 |
| 16,009 |
Interest on actuarial obligations | 223,848 |
| 215,403 |
| 1,544 |
| 1,497 |
Current service cost | 28,172 |
| 27,972 |
| - |
| - |
Benefit paid | (142,390) |
| (129,057) |
| (1,353) |
| (1,276) |
Actuarial losses - experience | 85,002 |
| 35,950 |
| (1,176) |
| 782 |
Actuarial losses - hypothesis | 718,924 |
| 72,434 |
| 3,088 |
| 435 |
Ending balance of actuarial liabilities | 3,412,120 |
| 2,498,564 |
| 19,550 |
| 17,447 |
|
| ||||||
Rollforward of fair value assets |
|
| |||||
Beginning balance of the fair value of plan assets | (3,193,931) |
| (3,077,392) |
| (27,819) |
| (26,682) |
Interest income on assets plan | (287,961) |
| (293,472) |
| (2,497) |
| (2,534) |
Benefit paid | 142,390 |
| 129,057 |
| 1,353 |
| 1,276 |
Return on assets higher (lower) than projection | (432,290) |
| 47,876 |
| (617) |
| 121 |
Ending balance of fair value assets | (3,771,792) |
| (3,193,931) |
| (29,580) |
| (27,819) |
|
| ||||||
Rollforward of comprehensive income |
|
| |||||
Beginning balance | 27,972 |
| 26,812 |
| (567) |
| (1,284) |
Reversion to statement of income | (27,972) |
| (26,812) |
| 567 |
| 1,284 |
Actuarial gains (losses) | (803,925) |
| (108,384) |
| (1,911) |
| (1,217) |
Return on assets higher (lower) than projection | 432,289 |
| (47,876) |
| 617 |
| (121) |
Changes on irrecoverable surplus | 399,808 |
| 184,232 |
| 2,507 |
| 771 |
Ending balance of comprehensive income | 28,172 |
| 27,972 |
| 1,213 |
| (567) |
|
| ||||||
Costs recognized in statement of income |
|
| |||||
Current service costs | (28,172) |
| (27,972) |
| - |
| - |
Interest on actuarial obligations | (223,848) |
| (215,403) |
| (1,544) |
| (1,497) |
Projected return on assets | 287,961 |
| 293,472 |
| 2,497 |
| 2,534 |
Interest on irrecoverable surplus | (64,113) |
| (78,069) |
| (782) |
| (821) |
Costs recognized in statement of income | (28,172) |
| (27,972) |
| 171 |
| 216 |
|
| ||||||
Estimated costs for the next year |
|
| |||||
Costs of defined benefit | (42,106) |
| (28,172) |
| 228 |
| 171 |
Estimated costs for the next year | (42,106) |
| (28,172) |
| 228 |
| 171 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
88
d. Actuarial assumptions and demographic data
The main actuarial assumptions and demographic data used in the actuarial calculations are presented below:
| Consolidated | ||||||
FAF | Plan II | ||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Actuarial assumptions |
|
| |||||
Economic hypothesis |
|
|
|
|
|
|
|
Discount rate | 7.28% |
| 9.22% |
| 7.02% |
| 9.19% |
Inflation rate | 3.80% |
| 4.00% |
| 3.80% |
| 4.00% |
Wage growth rate | 4.47% |
| 4.68% |
| N/A |
| N/A |
|
| ||||||
Demographic hypothesis |
|
| |||||
Schedule of mortality | AT-2000 |
| AT-2000 |
| AT-2000 |
| AT-2000 |
Schedule of disabled mortality | RRB-1983 |
| RRB-1983 |
| RRB-1983 |
| RRB-1983 |
|
| ||||||
Demographic data |
|
| |||||
Number of active participants | 6,796 |
| 7,137 |
| - |
| - |
Number of participants in direct proportional benefit | - |
| 30 |
| - |
| - |
Number of assisted beneficiary participants | 6,834 |
| 6,498 |
| 51 |
| 51 |
e. The composition of the investment portfolios
The composition of the investment portfolios is presented below:
|
| FAF |
| Plans II | ||||||||||||
|
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 | ||||||||
Composition of the fund's portfolio |
|
|
|
|
|
| ||||||||||
Fixed income |
| 2,542,188 |
| 67.4% |
| 2,306,657 |
| 72.2% |
| 28,396 |
| 96.0% |
| 24,021 |
| 86.4% |
Variable income |
| 524,279 |
| 13.9% |
| 362,511 |
| 11.3% |
| 444 |
| 1.5% |
| 2,260 |
| 8.1% |
Real estate |
| 369,636 |
| 9.8% |
| 271,165 |
| 8.5% |
| - |
| - |
| - |
| - |
Structured investments |
| 313,059 |
| 8.3% |
| 233,476 |
| 7.3% |
| 740 |
| 2.5% |
| 1,472 |
| 5.3% |
Transactions with participants |
| 22,630 |
| 0.6% |
| 20,122 |
| 0.7% |
| - |
| - |
| 66 |
| 0.2% |
3,771,792 |
| 100.0% |
| 3,193,931 |
| 100.0% |
| 29,580 |
| 100.0% |
| 27,819 |
| 100.0% | ||
|
|
|
|
|
| |||||||||||
|
|
|
|
|
| |||||||||||
% of nominal return on assets |
| 7.28% |
|
|
| 9.36% |
|
|
| 7.02% |
|
|
| 7.50% |
|
|
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
89
f. Forecast and average term of payments of obligations
The following amounts represent the expected benefit payments for future periods and the average duration of the plan’s obligations:
| FAF |
| Plans II |
2020 | 155,399 |
| 1,378 |
2021 | 165,605 |
| 1,417 |
2022 | 176,477 |
| 1,454 |
2023 | 187,207 |
| 1,490 |
2024 | 199,126 |
| 1,525 |
2025 onwards | 1,183,961 |
| 8,047 |
|
|
|
|
Weighted average duration - in years | 14.24 |
| 10.04 |
g. Sensitivity analysis of the defined benefit plan - FAF
The quantitative sensitivity analysis regarding the relevant assumptions of defined benefit plan– FAF on December 31, 2019 is presented below:
|
| Assumptions utilized |
| Variation of (+1%) |
| Variation of (-1%) | ||||
Relevant assumptions |
|
| Average rate |
| Actuarial liabilities (1) |
| Average rate |
| Actuarial liabilities | |
Benefit plan - FAF | ||||||||||
Discount rate |
| 7.28% |
| 8.28% |
| 2,991,566 |
| 6.28% |
| 3,938,373 |
Wage growth rate |
| 4.47% |
| 5.47% |
| 3,559,945 |
| 3.47% |
| 3,317,437 |
21.2 Employee benefits: description and characteristics of benefits and associated risks
| Parent company |
| Consolidated | ||||
Liabilities | Liabilities | ||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Medical assistance | 187,274 |
| 149,046 | �� | 187,274 |
| 149,046 |
F.G.T.S. Penalty (1) | 247,485 |
| 167,588 |
| 247,485 |
| 167,588 |
Award for length of service | 103,284 |
| 55,134 |
| 103,284 |
| 55,134 |
Other | 56,744 |
| 32,597 |
| 151,431 |
| 96,383 |
594,787 |
| 404,365 |
| 689,474 |
| 468,151 | |
|
|
| |||||
Current | 87,996 | 91,010 | 95,919 |
| 94,728 | ||
Non-current | 506,791 | 313,355 | 593,555 |
| 373,423 |
(1) FGTS– Government Severance Indemnity Fund for Employees
The Company has the policy to offer the following post-employment and other employee benefits plans in addition to the pension plans, which are measured by actuarial calculation and recognized in the financial statement:
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
90
a. F.G.T.S. retirement related penalty
As settled by the Regional Labor Court (“TRT”) on April 20, 2007, retirement does not affect the employment contract between the Company and its employees. The benefit paid is equivalent to 40% of penalty on the F.G.T.S. balance. The main related actuarial risks are: (i) survival rates above the mortality tables, (ii) turnover lower than expected and (iii) salary growth higher than expected.
b. Medical Plan
The Company offers a medical plan with fixed contribution to the retired employees according to the Law No. 9,656/98.
It is ensured to the retired employee that has contributed to the health plan during the employment relationship for at least 10 years, the right of maintenance as beneficiary, on the same conditions of coverage existing when the employment contract was in force. The main related actuarial risks are (i) survival rates above the mortality tables, (ii) turnover lower than expected and (iii) medical costs growth higher than expected.
c. Award for length of service
The Company has the policy to reward active employees that attain at least 10 years of services rendered and subsequently every 5 years, with an additional remuneration. The main related actuarial risks rare (i) survival rates above the mortality tables, (ii) turnover lower than expected and (iii) salary growth higher than expected.
d. Retirement compensation
On retirement, employees with more than 10 years of services rendered to the Company are eligible for additional compensation. The main actuarial related risks are (i) survival rates above the mortality tables, (ii) turnover lower than expected and (iii) salary growth higher than expected.
e. Life insurance
The Company offers life insurance benefits to the employees who, at the time of their termination, are retired and during the employment contract opted for the insurance, with the period of benefit varying from 2 to 3 years. The main related actuarial risks are (i) survival rates above the mortality tables, (ii) turnover lower than expected and (iii) salary growth higher than expected.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
91
f. Rollforward of actuarial liabilities
The rollforward of actuarial liabilities related to other benefits, which were prepared based on actuarial report reviewed by the Management, are as follows:
|
| Consolidated | ||||||||||||||
Medical plan | F.G.T.S. penalty | Award for length of service | Others (1) | |||||||||||||
|
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Composition of actuarial liabilities |
|
|
|
| ||||||||||||
Present value of actuarial liabilities |
| 187,274 |
| 149,046 |
| 247,485 |
| 167,588 |
| 103,284 |
| 55,134 |
| 151,431 |
| 96,383 |
Net actuarial liabilities |
| 187,274 |
| 149,046 |
| 247,485 |
| 167,588 |
| 103,284 |
| 55,134 |
| 151,431 |
| 96,383 |
|
|
|
| |||||||||||||
Rollforward of present value of actuarial liabilities |
|
|
|
| ||||||||||||
Beginning balance of present value of actuarial liabilities |
| 149,046 |
| 132,845 |
| 167,588 |
| 161,342 |
| 55,134 |
| 49,328 |
| 96,384 |
| 84,770 |
Interest on actuarial liabilities |
| 13,503 |
| 12,705 |
| 11,840 |
| 12,239 |
| 4,366 |
| 4,033 |
| 4,260 |
| 2,545 |
Current service costs |
| - |
| 207 |
| 6,471 |
| 6,514 |
| 2,574 |
| 2,096 |
| 22,237 |
| 751 |
Past service costs - plan change² |
| - |
| - |
| (61,871) |
| - |
| - |
| - |
| - |
| - |
Benefits paid directly by the Company |
| (4,262) |
| (6,550) |
| (10,791) |
| (20,107) |
| (14,056) |
| (9,738) |
| (9,268) |
| (6,746) |
Present value of actuarial liabilities calculated in 2018 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 10,214 |
Actuarial (gains) losses - experience |
| (7,235) |
| 5,449 |
| 7,897 |
| 10,698 |
| 11,142 |
| 9,578 |
| 10,462 |
| 4,940 |
Actuarial (gains) losses - demographic hypothesis |
| - |
| - |
| 84,158 |
| (5,945) |
| 34,950 |
| (739) |
| 14,066 |
| (943) |
Actuarial losses - economic hypothesis |
| 36,222 |
| 4,390 |
| 42,193 |
| 2,847 |
| 9,174 |
| 576 |
| 13,290 |
| 852 |
Ending balance of liabilities |
| 187,274 |
| 149,046 |
| 247,485 |
| 167,588 |
| 103,284 |
| 55,134 |
| 151,431 |
| 96,383 |
|
|
|
| |||||||||||||
Rollforward of fair value assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefits paid directly by the Company |
| 4,262 |
| 6,550 |
| 10,791 |
| 20,107 |
| 14,055 |
| 9,738 |
| 9,268 |
| 6,746 |
Contributions of the sponsor |
| (4,262) |
| (6,550) |
| (10,791) |
| (20,107) |
| (14,055) |
| (9,738) |
| (9,268) |
| (6,746) |
Ending balance of fair value of assets |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
|
|
|
| |||||||||||||
Rollforward of comprehensive income |
|
|
|
| ||||||||||||
Beginning balance |
| (47,245) |
| (37,406) |
| (94,097) |
| (86,497) |
| - |
| - |
| (20,799) |
| (15,950) |
Actuarial gains (losses) |
| (28,987) |
| (9,839) |
| (134,248) |
| (7,600) |
| - |
| - |
| (37,818) |
| (4,849) |
Ending balance of comprehensive income |
| (76,232) |
| (47,245) |
| (228,345) |
| (94,097) |
| - |
| - |
| (58,617) |
| (20,799) |
|
|
|
| |||||||||||||
Costs recognized in statement of income |
|
|
|
| ||||||||||||
Interest on actuarial liabilities |
| (13,503) |
| (12,705) |
| (11,840) |
| (12,239) |
| (4,366) |
| (4,033) |
| (4,260) |
| (2,545) |
Current service costs |
| - |
| (207) |
| (6,471) |
| (6,514) |
| (2,574) |
| (2,096) |
| (22,236) |
| (751) |
Past service costs - plan change² |
| - |
| - |
| 61,871 |
| - |
| - |
| - |
| - |
| - |
Immediate recognition of reduction |
| - | - | - | - | (55,266) | (9,415) | - | - | |||||||
Cost recognized in statement of income |
| (13,503) |
| (12,912) |
| 43,560 |
| (18,753) |
| (62,206) |
| (15,544) |
| (26,496) |
| (3,296) |
|
|
|
| |||||||||||||
Estimated costs for the next year |
|
|
|
| ||||||||||||
Current service costs |
| - |
| - |
| (12,718) |
| (6,471) |
| (5,741) |
| (2,574) |
| (15,911) |
| (8,061) |
Interest on actuarial liabilities |
| (13,586) |
| (13,503) |
| (13,993) |
| (11,840) |
| (6,275) |
| (4,366) |
| (8,201) |
| (4,192) |
Estimated costs for the next year |
| (13,586) |
| (13,503) |
| (26,711) |
| (18,311) |
| (12,016) |
| (6,940) |
| (24,112) |
| (12,253) |
(1) Considers the sums of the retirement compensation and life insurance benefits.
(2) Refers to a change in the legislation, related F.G.T.S. penalty by the Law Nº 13,932, of December 11, 2019, was extinguished the social contribution of 10% due by the employer.
g. Actuarial assumptions and demographic data
The main actuarial assumptions and demographic data used in the actuarial calculations are summarized below:
|
| Consolidated | ||||||||||
Medical plan | F.G.T.S. penalty | Others (1) | ||||||||||
Actuarial assumptions |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
|
|
| ||||||||||
Economic hypothesis |
|
|
| |||||||||
Discount rate |
| 7.39% |
| 9.26% |
| 6.07% |
| 8.76% |
| 6.07% |
| 8.76% |
Inflation rate |
| 3.80% |
| 4.00% |
| 3.80% |
| 4.00% |
| 3.80% |
| 4.00% |
Medical inflation |
| 6.91% |
| 7.12% |
| N/A |
| N/A |
| N/A |
| N/A |
Wage growth rate |
| N/A |
| N/A |
| 4.02% |
| 5.18% |
| 4.02% |
| 5.18% |
F.G.T.S. balance growth |
| N/A |
| N/A |
| 3.80% |
| 4.00% |
| N/A |
| N/A |
Demographic hypothesis |
|
| ||||||||||
Schedule of mortality |
| AT-2000 |
| AT-2000 |
| AT-2000 |
| AT-2000 | ||||
Schedule of disabled |
| N/A |
| N/A |
| RRB-44 |
| RRB-44 | ||||
Schedule of turnover - BRF's historical |
| 2,019 |
| 2,018 |
| 2,019 |
| 2,018 | ||||
Demoraphic data |
|
|
|
|
|
|
|
| ||||
Number of active participants |
| 1,115 |
| 1,141 |
| 86,849 |
| 83,966 | ||||
Number of assisted beneficiary participants |
| 572 |
| 609 |
| - |
| - |
(1) Includes retirement compensation and life insurance benefits.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
92
h. Forecast and average duration of payments of obligations
The following amounts represent the expected benefit payments for future years (10 years), from the obligation of benefits granted and the average duration of the plan obligations:
Payments |
| Medical plan |
| F.G.T.S. penalty |
| Award for length of service |
| Others |
| Total |
| ||||||||||
2020 |
| 6,867 |
| 59,366 |
| 11,287 |
| 18,558 |
| 96,078 |
2021 |
| 7,458 |
| 15,211 |
| 10,675 |
| 10,873 |
| 44,217 |
2022 |
| 8,077 |
| 14,876 |
| 8,500 |
| 11,165 |
| 42,618 |
2023 |
| 8,766 |
| 18,688 |
| 10,489 |
| 11,267 |
| 49,210 |
2024 |
| 9,536 |
| 19,018 |
| 13,298 |
| 11,466 |
| 53,318 |
2025 to 2029 |
| 60,542 |
| 116,882 |
| 61,852 |
| 69,207 |
| 308,483 |
|
|
|
|
|
|
|
|
|
|
|
Weighted average duration - in years | 14.00 |
| 7.17 |
| 6.89 |
| 8.94 |
| 8.67 |
i. Sensitivity analysis of post-employment plans
The Company calculated the sensitivity analysis regarding the relevant assumptions of the plans on December 31, 2019, as presented below:
|
| Assumptions utilized |
| (+) Variation |
| (-) Variation | ||||
Relevant assumptions |
|
| Average (%) |
| Actuarial liabilities |
| Average (%) |
| Actuarial liabilities | |
Medical plan | ||||||||||
Discount rate |
| 7.39% |
| 8.39% |
| 164,033 |
| 6.39% |
| 215,928 |
Medical inflation |
| 6.91% |
| 7.91% |
| 214,935 |
| 5.91% |
| 164,386 |
|
|
|
|
|
|
|
|
|
|
|
F.G.T.S. penalty |
|
|
|
|
|
|
|
|
|
|
Discount rate |
| 6.07% |
| 7.07% |
| 231,869 |
| 5.07% |
| 265,473 |
Wage growth rate |
| 4.02% |
| 5.02% |
| 251,275 |
| 3.02% |
| 244,042 |
Turnover |
| Historical |
| +3% |
| 200,715 |
| -3% |
| 318,893 |
22. PROVISION FOR TAX, CIVIL, LABOR AND OTHER RISKS
The Company and its subsidiaries are involved in certain legal matters arising in the normal course of business, which include civil, tax, social security, labor, commercial and other processes.
Company’s Management believes that, based on the elements existing at the base date of these financial statements, the provision for tax, civil, labor, commercial and other, risks is sufficient to cover eventual losses with administrative and legal proceedings, as set forth below.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
93
22.1 Contingencies with probable losses
The rollforward of the provisions for tax, labor, civil, commercial and other risks classified as probable loss, and contingent liabilities is presented below:
| Parent company | ||||||||||||||||||
Tax | Labor | Civil, commercial and other | Contingent liabilities (Business combination) | Total | |||||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | 230,150 | 272,879 | 466,713 | 508,923 | 279,591 | 363,138 | 369,631 | 370,400 | 1,346,085 | 1,515,340 | |||||||||
Additions | 450,992 |
| 29,824 |
| 630,368 |
| 312,407 |
| 45,972 |
| 39,315 |
| - |
| - |
| 1,127,332 |
| 381,546 |
Reversals | (83,098) |
| (107,034) |
| (265,592) |
| (222,304) |
| (30,861) |
| (142,893) |
| (69,070) |
| (769) |
| (448,621) |
| (473,000) |
Payments | (457,349) |
| (4,935) |
| (413,727) |
| (299,515) |
| (20,283) |
| (25,533) |
| - |
| - |
| (891,359) |
| (329,983) |
Interest | 442,621 |
| 39,416 |
| 182,748 |
| 102,910 |
| 32,057 |
| 30,303 |
| - |
| - |
| 657,426 |
| 172,629 |
Incorporation of companies | - | - | - | 64,292 | - | 15,261 | - | - | - | 79,553 | |||||||||
Ending balance | 583,316 |
| 230,150 |
| 600,510 |
| 466,713 |
| 306,476 |
| 279,591 |
| 300,561 |
| 369,631 |
| 1,790,863 |
| 1,346,085 |
| |||||||||||||||||||
Current | 1,081,103 | 491,756 | |||||||||||||||||
Non-current | 709,760 | 854,329 |
| Consolidated | ||||||||||||||||||
Tax | Labor | Civil, commercial and other | Contingent liabilities (Business combination) | Total | |||||||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Beginning balance | 230,149 | 303,388 | 468,513 | 691,724 | 281,958 | 407,451 | 369,631 | 370,642 | 1,350,251 | 1,773,205 | |||||||||
Additions | 451,190 |
| 42,280 |
| 633,623 |
| 390,877 |
| 48,576 |
| 58,100 |
| 124 |
| - |
| 1,133,513 |
| 491,257 |
Reversals | (83,098) |
| (128,945) |
| (268,043) |
| (325,790) |
| (34,774) |
| (169,025) |
| (69,070) |
| (769) |
| (454,985) |
| (624,529) |
Payments | (457,349) |
| (4,972) |
| (413,727) |
| (324,643) |
| (20,283) |
| (25,991) |
| - |
| - |
| (891,359) |
| (355,606) |
Interest | 442,622 |
| 39,415 |
| 182,749 |
| 120,476 |
| 32,058 |
| 32,337 |
| - |
| - |
| 657,429 |
| 192,228 |
Exchange rate variation | (50) |
| (8,452) |
| (41) |
| (37,894) |
| (358) |
| (8,921) |
| (31) |
| (100) |
| (480) |
| (55,367) |
Transfer - held for sale | - | (12,565) | - | (46,237) | - | (11,993) | - | (142) | - | (70,937) | |||||||||
Ending balance | 583,464 |
| 230,149 |
| 603,074 |
| 468,513 |
| 307,177 |
| 281,958 |
| 300,654 |
| 369,631 |
| 1,794,369 |
| 1,350,251 |
| |||||||||||||||||||
Current | 1,084,308 | 495,584 | |||||||||||||||||
Non-current | 710,061 | 854,667 |
22.1.1Tax
The tax contingencies consolidated and classified as probable losses relate to the following main legal proceedings:
ICMS: The Company is involved in a number of disputes related to the ICMS tax, such as: the maintenance of ICMS tax credits on the acquisition of staple foods that compose the basic food basket (cesta básica) with a reduced tax burden; maintenance of credits on the acquisition of goods for consumption, fixed assets, communication services, energy and presumed credit; alleged underpayment of tax rate differential; tax substitution; compensation with government debts; isolated fines and others, in the amount of R$418,963 (R$100,731 as of December 31, 2018).
In the second quarter of 2019, the judgment of the embargoes of the General Repercussion in the Federal Supreme Court (“STF”) that discusses the ICMS credit on staple foods that compose the basic food basket (cesta básica) was finalized. In face of an unfavorable decision of STF, the Company recognized a liability of R$749,177. A part of these debts has been paid-off and the outstanding balance is R$333,698.
PIS and COFINS: The Company discusses administratively and judicially the use of certain tax credits arising from the acquisition of raw materials to offset federal taxes, in the amount of R$139,711 (R$125,123 as of December 31, 2018).
Other tax contingencies: The Company recognizes other provisions for tax claims related to the payment of social security contributions, occupational accident insurance, INCRA, FUNRURAL, education salary, contributions due to joint liability for services provided by third parties, debts included in the government regularization program (REFIS) with the deposits awaiting conversion, in addition to debts arising from differences in supplementary fiscal obligations, import taxes, industrialized products taxes, and others.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
94
22.1.2 Labor
The Company is defendant in several labor claims either filed by individuals or by the Public Prosecutors Office, mainly related to overtime, thermal rest, unhealthy environment, occupational accidents, among others. None of these labor claims is individually significant. The Company recorded a provision based on past history of payments and on prognosis of loss.
22.1.3 Civil, commercial and others
Civil, commercial and other contingencies are mainly related to litigations containing allegations of contractual breaches and noncompliance of legal obligations of several natures as intellectual property, regulatory issues, environmental, traffic accidents, consumer relations, among others. The claims are mostly for compensation of losses and damages and application of penalties.
Investigation by the Turkish Competition Board
The Turkish Competition Board (“TCB”) has performed an investigation and concluded that certain industries of chicken meat production, including the indirect subsidiary Banvit, violated the competition laws by controlling domestic price levels and volumes in the domestic market and controlling the supply in the Aegean region during the period before Banvit’s acquisition by BRF.
On September 17, 2019, TCB announced the final decision on this investigation, and imposed an administrative fine equivalent to R$22,507 (TRY 30,518). Banvit anticipated the payment of the fine to benefit from a 25% discount, under the terms of the Turkish law.
The Company has the right of reimbursement of the fine paid and costs associated through an insurance policy and through contractual provisions for losses related to the period prior to the acquisition of Banvit by BRF, as per the purchase agreement signed with the owners.
22.2 Contingencies with possible losses
The Company is involved in contingencies for which losses have been assessed as possible by Management with support from legal advisors. On December 31, 2019, the total amount of contingencies classified as possible was R$13,299,190 (R$13,965,789 as of December 31, 2018), of which R$300,561 (R$369,631 as of December 31, 2018) were recorded at fair value as a result of the business combination with Sadia.
22.2.1 Tax
Tax contingencies with possible risk of losses amounted to R$11,811,690 (R$12,336,852 as of December 31, 2018).
The most relevant cases are set forth below:
Profits earned abroad: The Company was assessed by the Brazilian Federal Revenue for alleged underpayment of income tax and social contribution on profits earned by its subsidiaries located abroad, in a total amount of R$534,819 (R$524,521 as of December 31, 2018). The Company’s legal defense is based on the facts that the subsidiaries located abroad are subject exclusively to the full taxation in the countries in which they are based as a result of the treaties signed to avoid double taxation.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
95
Income Tax and Social Contribution (IRPJ and CSLL): The Company discusses administratively and judicially several proceedings related to refunds and compensation of negative income tax and social contribution balances These proceedings include credits arising from the Plano Verão, legal disputes requiring IRPJ and CSLL payment, compensation of tax loss carryforwards above the limit of 30% due to incorporation of entities. The contingencies related to these taxes totaled R$1,238,564 (R$1,311,087 as of December 31, 2018).
ICMS: The Company disputes the following associated to this tax: (i) non-acceptance of ICMS credits from fiscal benefits in interstate sales, when the benefit was unilaterally granted without the approval of the National Finance Policy Council (“CONFAZ”), the so-called “guerra fiscal”, in a total amount of R$1,457,867 (R$1,724,760 as of December 31, 2018); (ii) lack of evidence of exports in the amount of R$261,880 (R$396,209 as of December 31, 2018);(iii) infraction notices from State of Rio de Janeiro, received on October 01, 2019 and February 11, 2020, referring to the period of 2014 and 2018, related to the supposed non-compliance of Agreement Terms (“TARE”), regarding tax benefit in Rio de Janeiro, in the amount of R$536,799 and (iv) R$2,291,608 (R$2,061,830 on December 31, 2018) related to other claims.
IPI: The Company disputes administratively and judicially the denial of compensation of IPI credits resulting from purchases of duty-free goods, sales to Manaus Free Zone and purchases of supplies with PIS and COFINS from non-taxpayers. Such discussed cases totaled the amount of R$291,723 (R$445,147 as of December 31, 2018).
PIS and COFINS: The Company disputes administratively and judicially cases as the non-acceptance of PIS and COFINS credits arising from the non-cumulative system due to divergence on the concept of input and of the use in the productive process, the requirement of taxation revenues related to presumed ICMS credits, disputes on the fiscal classification of seasoned meats, Decrees-Law 2.445/88 and 2.449/88 (“semestralidade”) and others, in the amount of R$4,915,293 (R$4,363,107 as of December 31, 2018).
Social Security Taxes: The Company disputes cases related to the charges of social security on payroll, management and employees profit sharing, as well as joint responsibility in civil construction service and others in a total amount of R$274,278 (R$244,537 as of December 31, 2018).
Other Relevant Contingencies: The Company disputes cases related to the requirement of 50% fine on the compensations of PIS/COFINS and IRPJ not approved awaiting final decision of the processes, calculation basis of social contribution, tax on services and others of several natures, fees, property tax, import tax and IOF, totaling R$493,104 (R$449,282 as of December 31, 2018).
22.2.2 Labor
On December 31, 2019 the labor contingencies assessed as possible loss totaled R$84,039 (R$125,505 as of December 31, 2018).
22.2.3 Civil, commercial and others
Civil, commercial and other contingencies for which losses were assessed as possible totaled R$1,403,461 (R$1,503,432 as of December 31, 2018) and are mainly related to litigations containing allegations of contractual breaches and noncompliance of legal obligations of several natures as intellectual property, regulatory issues, environmental, traffic accidents, consumer relations, among others. The claims are mostly for compensation of losses and damages and application of penalties.
22.2.4 Others
The Company has been subject to investigations conducted by public authorities denominated “Carne Fraca Operation” in 2017 and “Trapaça Operation” in 2018, as well as a shareholder’s class action also in 2018. The development of these processes and the already incurred effects are described in the notes 1.2 and 1.3.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
96
23. SHAREHOLDERS’ EQUITY
23.1 Capital stock
On December 31, 2019, the subscribed and paid capital of the Company was R$12,553,418, which is composed of 812,473,246 common book-entry shares with no par value. The value of the capital stock is net of the public offering expenses of R$92,947, made on July 22, 2009.
The Company is authorized to increase the capital stock, irrespective of amendment to the bylaws, up to the limit of 1,000,000,000 common book-entry shares with no par value.
23.1.1 Breakdown of capital stock by nature
| Parent company and Consolidated | ||
| 12.31.19 |
| 12.31.18 |
Common shares | 812,473,246 |
| 812,473,246 |
Treasury shares | (713,446) |
| (1,057,224) |
Outstanding shares | 811,759,800 |
| 811,416,022 |
23.1.2 Breakdown of the capital by owner
The shareholding position of shareholders holding more than 5% of the voting capital, management and members of the Board of Directors is presented below:
|
| 12.31.19 |
| 12.31.18 | ||||
Shareholders |
| Quantity |
| % |
| Quantity |
| % |
Major shareholders |
|
|
| |||||
Fundação Petrobras de Seguridade Social - Petros (1) |
| 92,716,266 |
| 11.41 |
| 93,226,766 |
| 11.47 |
Caixa de Previd. dos Func. do Banco do Brasil (1) |
| 76,974,752 |
| 9.47 |
| 86,506,952 |
| 10.65 |
Management |
|
|
|
|
|
|
|
|
Board of Directors |
| 6,474,420 |
| 0.80 |
| 6,376,083 |
| 0.78 |
Executives |
| 236,338 |
| 0.03 |
| 31,662 |
| 0.00 |
Treasury shares |
| 713,446 |
| 0.09 |
| 1,057,224 |
| 0.13 |
Other |
| 635,358,024 |
| 78.20 |
| 625,274,559 |
| 76.97 |
812,473,246 |
| 100.00 |
| 812,473,246 |
| 100.00 |
(1) The pension funds are controlled by employees that participate in the respective entities.
The Company is bound to arbitration in the Market Arbitration Chamber, as established by the arbitration clause in its bylaws.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
97
23.1.3 Rollforward of outstanding shares
| Parent company | ||
Quantity of outstanding of shares | |||
| 12.31.19 |
| 12.31.18 |
Shares at the beginning of the year | 811,416,022 |
| 811,139,545 |
Transfer of restricted shares | 343,778 |
| 276,477 |
Shares at the end of the year | 811,759,800 |
| 811,416,022 |
23.2 Capital reserve
| Parent company and Consolidated | ||
| 12.31.19 |
| 12.31.18 |
Result on sale and exchange of shares | 125,532 |
| 125,532 |
Shares based payment | 223,011 |
| 229,872 |
Acquisition of non-controlling interest | (155,478) |
| (239,830) |
Capital transactions with subsidiaries | (220) |
| (220) |
| 192,845 |
| 115,354 |
23.3 Absorption of accumulated losses
The earnings for the year of R$297.612 were fully used to offset accumulated losses.
23.4 Treasury shares
The Company has 713,446 shares in treasury, with an average cost of R$53.60 (fifty-three Brazilian Reais and sixty cents) per share, and market value corresponding to R$25,113.
During the year of 2019, the Company used 343.778 treasury shares for fulfilling the obligations related to share-based payments as disclosed (note 23.3).
The basic earnings (losses) per share are calculated by dividing the earnings (losses) attributable to the owners of ordinary shares, by the weighted average quantity of available ordinary shares during the year.
The diluted earnings (losses) per share are calculated by dividing the earnings (losses) attributable to the owners of ordinary shares by the weighted average quantity of available ordinary shares during the year summed to the weighted average quantity of ordinary shares that would be available on the conversion of all potential dilutive ordinary shares (stock options and restricted shares). Since the share price on December 31, 2019 is lower than the strike price, the options do not have a dilutive effect.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
98
Continued operations | 12.31.19 |
| 12.31.18 |
Basic numerator |
| ||
Net earnings (loss) for the exercise attributable to controlling shareholders | 1,202,240 |
| (2,114,968) |
|
|
|
|
Basic denominator |
|
|
|
Common shares | 812,473,246 |
| 812,473,246 |
Weighted average number of outstanding shares - basic | 811,539,167 |
| 811,294,251 |
Net earnings (loss) per share basic - R$ | 1.48 |
| (2.61) |
| |||
| |||
Diluted numerator |
|
|
|
Net earnings (loss) for the exercise attributable to controlling shareholders | 1,202,240 |
| (2,114,968) |
|
|
|
|
Diluted denominator |
|
|
|
Weighted average number of outstanding shares - basic | 811,539,167 |
| 811,294,251 |
Number of potential shares (restricted shares) | 2,327,952 |
| - |
Weighted average number of outstanding shares - diluted | 813,867,119 |
| 811,294,251 |
Net earnings (loss) per share diluted - R$ | 1.48 |
| (2.61) |
Discontinued operations | 12.31.19 |
| 12.31.18 |
Basic numerator |
| ||
Net (loss) for the exercise attributable to controlling shareholders | (904,628) |
| (2,333,093) |
|
|
|
|
Basic denominator |
|
|
|
Common shares | 812,473,246 |
| 812,473,246 |
Weighted average number of outstanding shares - basic | 811,539,167 |
| 811,294,251 |
Net (loss) per share basic - R$ | (1.11) |
| (2.88) |
| |||
| |||
Diluted numerator |
| ||
Net (loss) for the exercise attributable to controlling shareholders | (904,628) |
| (2,333,093) |
|
|
|
|
Diluted denominator |
|
|
|
Weighted average number of outstanding shares - basic | 811,539,167 |
| 811,294,251 |
Weighted average number of outstanding shares - diluted | 811,539,167 |
| 811,294,251 |
Net (loss) per share diluted - R$ | (1.11) |
| (2.88) |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
99
Continued and discontinued operations | 12.31.19 |
| 12.31.18 |
Basic numerator |
| ||
Net earnings (loss) for the exercise attributable to controlling shareholders | 297,612 |
| (4,448,061) |
|
|
|
|
Basic denominator |
|
|
|
Common shares | 812,473,246 |
| 812,473,246 |
Weighted average number of outstanding shares - basic | 811,539,167 |
| 811,294,251 |
Net earnings (loss) per share basic - R$ | 0.37 |
| (5.48) |
| |||
| |||
Diluted numerator |
|
|
|
Net earnings (loss) for the exercise attributable to controlling shareholders | 297,612 |
| (4,448,061) |
|
|
|
|
Diluted denominator |
|
|
|
Weighted average number of outstanding shares - basic | 811,539,167 |
| 811,294,251 |
Number of potential shares (restricted shares) | 2,327,952 |
| - |
Weighted average number of outstanding shares - diluted | 813,867,119 |
| 811,294,251 |
Net earnings (loss) per share diluted - R$ | 0.37 |
| (5.48) |
25. FINANCIAL INSTRUMENTS AND RISKS MANAGEMENT
25.1 Overview
In the ordinary course of business, the Company is exposed to credit, liquidity and market risks, which are actively managed in compliance with the Financial Risk Management Policy (“Risk Policy”) and internal guidelines and strategic documents subject to such policy. The Risk Policy was approved by the Board of Directors on December 19, 2019, is valid for one year and is available at the Company’s website.
The Company’s risk management strategy, guided by the Risk Policy, has as main objectives:
» To protect operating and financial results of Company, as well its shareholders’ equity from adverse changes in the prices market, specially commodities, foreign exchange and interests;
» To protect the Company against the counterparty risks in existing financial operations, as well as establish guidelines for liquidity support necessary to the Company fulfil its financial undertakings;
» To protect the cash of Company against prices volatilities, adverse conditions in the markets in which the Company acts and adverse conditions in its production chain.
The Risk Policy defines the governance of the bodies responsible for the execution, tracking and approval of the risk management strategies, as well as the limits and instruments can be used.
25.2 Credit risk management
The Company is exposed to the credit risk related to the financial assets held: trade and non-trade accounts receivable, marketable securities, derivative instruments and cash and equivalents.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
100
i. Credit risk in accounts receivable
The credit risk associated with trade accounts receivable is actively managed through specific systems and is supported by internal policies for credit analysis. The significant level of diversification and geographical dispersion of the customer portfolio significantly reduces the risk. However, the Company chooses to complement the risk management by contracting insurance policies for specific markets. The impairment of these financial assets is carried out based on expected credit losses.
ii. Counterparty credit risk
The credit risk associated with marketable securities, cash and cash equivalents and derivative instruments in general is directed to counterparties with Investment Grade ratings. The maintenance of assets with counterparty risk is constantly assessed according to credit ratings and the Company’s portfolio concentration, aligned with the applicable impairment requisites.
On December 31, 2019, the Company held financial investments over R$100,000 at the following financial institutions: Banco Bradesco, Banco BIC, Banco BNP Paribas, Banco do Brasil, Banco Itaú, Banco Santander, Citibank, HSBC and J.P. Morgan Chase Bank.
The Company also held derivative contracts with the following financial institutions: Banco Bradesco, Banco Itaú, Banco Santander, Banco Votorantim, Bank of America Merrill Lynch, Citibank, Deutsche Bank, ING Bank, Morgan Stanley and Rabobank.
25.3 Capital management and liquidity risk
The Company is exposed to liquidity risk as far as it needs cash or other financial assets to settle its obligations in the respective terms. The Company’s cash and liquidity strategy takes into consideration historical volatility scenarios of results as well as simulations of sectorial and systemic crisis. It is grounded on allowing resilience in scenarios of capital restriction.
The ideal capital structure definition at BRF is essentially associated to: (i) strong cash position as a tolerance factor to liquidity shocks, which includes minimum cash analysis; (ii) net indebtedness; (iii) maximization of the capital opportunity cost.
As guideline, the gross debt must be concentrated in the long term. On December 31, 2019, the long term consolidated gross debt represented 82.5% (78.7% as of December 31, 2018) of the total gross indebtedness, which has an average term higher than four years.
The Company monitors the gross debt and net debt as set forth below:
| Consolidated | ||||||
12.31.19 | 12.31.18 | ||||||
| Current |
| Non-current |
| Total |
| Total |
Foreign currency debt | (296,850) |
| (10,709,674) |
| (11,006,524) |
| (11,538,304) |
Local currency debt | (2,835,179) |
| (4,778,576) |
| (7,613,755) |
| (10,627,140) |
Derivative financial liabilities | (153,612) |
| - |
| (153,612) |
| (235,035) |
Gross debt | (3,285,641) |
| (15,488,250) |
| (18,773,891) |
| (22,400,479) |
|
|
|
|
| |||
Marketable securities and cash and cash equivalents | 4,655,967 |
| 307,352 |
| 4,963,319 |
| 5,667,222 |
Derivative financial assets | 195,324 |
| 49,991 |
| 245,315 |
| 182,339 |
Restricted cash | 296,294 |
| - |
| 296,294 |
| 861,621 |
Net debt | 1,861,944 |
| (15,130,907) |
| (13,268,963) |
| (15,689,297) |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
101
The table below summarizes the significant commitments and contractual obligations that may impact the Company’s liquidity:
| Parent company | ||||||||||||||
12.31.19 | |||||||||||||||
| Book |
| Contractual cash flow |
| 2020 |
| 2021 |
| 2022 |
| 2023 |
| 2024 |
| 2025 onwards |
Non derivative financial liabilities |
| ||||||||||||||
Loans and financing | 8,021,029 |
| 9,540,093 |
| 3,184,547 |
| 2,103,580 |
| 518,647 |
| 1,365,454 |
| 391,036 |
| 1,976,829 |
Bonds | 8,407,975 |
| 10,763,859 |
| 343,167 |
| 367,729 |
| 2,266,811 |
| 1,668,415 |
| 2,284,163 |
| 3,833,574 |
Trade accounts payable | 5,283,109 |
| 5,332,362 |
| 5,320,016 |
| 6,897 |
| 2,854 |
| 2,595 |
| - |
| - |
Supply chain finance | 842,037 |
| 853,995 |
| 853,995 |
| - |
| - |
| - |
| - |
| - |
Lease payables | 2,252,028 |
| 2,966,227 |
| 497,860 |
| 462,882 |
| 420,363 |
| 368,838 |
| 339,864 |
| 876,420 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative financial liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial instruments designated as cash flow hedge |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency derivatives (NDF) | 8,507 |
| 8,262 |
| 8,262 |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Soybean (NDF) | 3,056 |
| 3,056 |
| 3,056 |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Corn (NDF) | 42,920 |
| 42,920 |
| 42,917 |
| 3 |
| - |
| - |
| - |
| - |
Commodities derivatives - Soybean meal (NDF) | 1,275 |
| 1,275 |
| 1,275 |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Soybean oil (options) | 6 |
| (216) |
| (216) |
| - |
| - |
| - |
| - |
| - |
Currency derivatives (options) | 64,910 |
| (131,009) |
| (131,009) |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Corn (NDF) | 53 |
| (73) |
| (73) |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Soybean meal (Options) | 999 |
| (1,132) |
| (1,132) |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives (Future) | 520 |
| 520 |
| 520 |
| - |
| - |
| - |
| - |
| - |
Financial instruments not designated as cash flow hedge |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency derivatives (NDF) | 23,034 |
| 26,461 |
| 26,461 |
| - |
| - |
| - |
| - |
| - |
Currency derivatives (Future) | 4,854 |
| 4,854 |
| 4,854 |
| - |
| - |
| - |
| - |
| - |
Currency derivatives (options) | 1,591 |
| (1,652) |
| (1,652) |
| - |
| - |
| - |
| - |
| - |
| Consolidated | ||||||||||||||
12.31.19 | |||||||||||||||
| Book |
| Contractual cash flow |
| 2020 |
| 2021 |
| 2022 |
| 2023 |
| 2024 |
| 2025 onwards |
Non derivative financial liabilities |
| ||||||||||||||
Loans and financing | 8,212,795 |
| 9,766,282 |
| 3,284,296 |
| 2,230,020 |
| 518,647 |
| 1,365,454 |
| 391,036 |
| 1,976,829 |
Bonds | 10,407,484 |
| 13,392,884 |
| 430,835 |
| 455,397 |
| 2,354,479 |
| 1,756,083 |
| 2,371,831 |
| 6,024,259 |
Trade accounts payable | 5,796,766 |
| 5,846,035 |
| 5,833,689 |
| 6,897 |
| 2,854 |
| 2,595 |
| - |
| - |
Supply chain finance | 842,037 |
| 853,995 |
| 853,995 |
| - |
| - |
| - |
| - |
| - |
Lease payables | 2,430,656 |
| 3,192,956 |
| 562,890 |
| 498,763 |
| 449,538 |
| 396,849 |
| 344,987 |
| 939,929 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative financial liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial instruments designated as cash flow hedge |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency derivatives (NDF) | 8,507 |
| 8,262 |
| 8,262 |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Corn (NDF) | 42,920 |
| 42,920 |
| 42,917 |
| 3 |
| - |
| - |
| - |
| - |
Commodities derivatives - Soybean meal (NDF) | 1,275 |
| 1,275 |
| 1,275 |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Soybean oil (Options) | 6 |
| (216) |
| (216) |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Soybean (NDF) | 3,056 |
| 3,056 |
| 3,056 |
| - |
| - |
| - |
| - |
| - |
Currency derivatives (options) | 64,910 |
| (131,009) |
| (131,009) |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Corn (Options) | 53 |
| (73) |
| (73) |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives - Soybean meal (Options) | 999 |
| (1,132) |
| (1,132) |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives (Future) | 520 |
| 520 |
| 520 |
| - |
| - |
| - |
| - |
| - |
Financial instruments not designated as cash flow hedge |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency derivatives (NDF) | 23,803 |
| 28,252 |
| 28,252 |
| - |
| - |
| - |
| - |
| - |
Currency derivatives (Future) | 4,854 |
| 4,854 |
| 4,854 |
| - |
| - |
| - |
| - |
| - |
Commodities derivatives (Options) | 2,712 |
| (1,879) |
| (1,879) |
| - |
| - |
| - |
| - |
| - |
For the year ended December 31, 2019, the Company does not expect that the cash outflows to fulfill the obligations shown above will be significantly anticipated or substantially modified outside the normal course of business.
25.4 Market risk management
a. Interest rate risk
The interest rate risk may cause economic losses to the Company resulting from volatility in interest rates that affect its assets and liabilities.
The Company’s Risk Policy does not restrict exposure to different interest rates, neither establishes limits for fixed or floating rates. However, the Company continually monitors the market interest rates in order toevaluate any need to enter into hedging transactions to protect from the fluctuation of such rates and manage the mismatch between its financial investments and debts.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
102
The indebtedness is essentially linked to the fixed coupon (R$, USD and EUR), Interbank Deposit Certificate (“CDI”), Broad Consumer Price Index (“IPCA”) and London Interbank Offered Rate (“LIBOR”). In situations of adverse market changes that result in an increase in these rates, the cost of floating-rate debt rises and on the other hand, the cost of fixed-rate debt decreases in relative terms.
Regarding the marketable securities, the Company holds, mainly, instruments indexed by the CDI for investments in Brazil and fixed coupon in USD for investments in the foreign market.
The Company’s exposure to interest rates can be assessed in notes 5 and 16.
b. Foreign exchange risk
Foreign exchange risk is the one that may cause unexpected losses to the Company resulting from volatility of the FX rates, reducing its assets and revenues or increasing its liabilities and costs. The Company’s exposure is managed in three dimensions: statement of financial position exposure, operating income exposure and investments exposure.
i. Statement of financial position exposure
The Risk Policy regarding statement of financial position exposure has the objective to balance assets and liabilities denominated in foreign currencies, hedging the Company’s statement of financial position by using natural hedges, over-the-counter derivatives and exchange traded futures.
Assets and liabilities denominated in foreign currency for which the exchange variations are recognized in the statement of income are as follows, summarized in Brazilian Reais:
|
| Consolidated | ||
|
| 12.31.19 |
| 12.31.18 |
| ||||
Cash and cash equivalents |
| 329,630 |
| 127,266 |
Trade accounts receivable |
| 32,353 |
| 65,820 |
Trade accounts payable |
| (2,057,053) |
| (861,341) |
Loans and financing |
| (7,862,992) |
| (7,347,953) |
Derivative financial instruments (hedge) |
| 1,734,517 |
| 5,209,168 |
Investments, net |
| 7,424,196 |
| 2,571,870 |
Other assets and liabilities, net |
| 146 |
| 376 |
| ||||
Exposure in result | (399,203) |
| (234,794) |
The investments, net line item is comprised of natural hedges derived from assets and liabilities of foreign subsidiaries with Brazilian Reais as functional currency.
The net P&L exposure is mainly composed of the following currencies:
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
103
Net P&L Exposure |
| 12.31.19 |
| 12.31.18 |
| ||||
Argentinian Peso (ARS) |
| (13,236) |
| 186,538 |
Euros (EUR) |
| 23,624 |
| (389,412) |
Pound Sterling (GBP) |
| 6,949 |
| (71,314) |
Yen (JPY) |
| (17,285) |
| 4,041 |
Rubles (RUB) |
| 2,780 |
| 91,720 |
Turkish Liras (TRY) |
| (418,576) |
| (348,639) |
U.S. Dollars (USD) |
| 16,541 |
| 292,272 |
Total | (399,203) | (234,794) |
The derivative financial instruments hired to hedge the foreign currency statement of financial position exposure on December 31, 2019 are not designated as hedge accounting and are set forth below:
12.31.19 | |||||||||||||
Derivative instruments not designated |
| Asset |
| Liability |
| Maturity |
| Notional |
| Average Rate |
| Fair value (R$) | |
Parent company |
| ||||||||||||
Non-deliverable forward |
| EUR |
| BRL |
| 1st Qtr. 2020 |
| EUR | 225,000 |
| 4.5653 |
| (5,069) |
Non-deliverable forward |
| USD |
| BRL |
| 1st Qtr. 2020 |
| USD | 385,000 |
| 4.0791 |
| (17,965) |
Collar |
| BRL |
| USD |
| 4th Qtr. 2020 |
| USD | 15,000 |
| 4.1495 |
| 393 |
Futures - B3 |
| USD |
| BRL |
| 1st Qtr. 2020 |
| USD | 194,500 |
| 4.0224 |
| (4,854) |
Currency swap |
| 100.00% CDI+1,43% |
| USD+4.24% p.a. |
| 3rd Qtr. 2028 |
| BRL | 1,601,096 |
| - |
| 49,827 |
22,332 | |||||||||||||
| |||||||||||||
Subsidiaries |
| ||||||||||||
Non-deliverable forward |
| EUR |
| JPY |
| 1st Qtr. 2020 |
| EUR | 20,487 |
| 122.0298 |
| 9 |
Non-deliverable forward |
| EUR |
| USD |
| 1st Qtr. 2020 |
| EUR | 35,000 |
| 1.1209 |
| 758 |
Non-deliverable forward |
| EUR |
| RUB |
| 1st Qtr. 2020 |
| EUR | 21,092 |
| 71.1157 |
| (769) |
Collar |
| TRY |
| USD |
| 1st Qtr. 2020 |
| USD | 50,000 |
| 6.1805 |
| (304) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Consolidated |
|
|
|
|
|
|
|
|
|
|
|
| 22,026 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
104
ii. Operating income exposure
The Risk Policy regarding operating income exposure has the objective to hedge revenues and costs denominated in foreign currencies. The Company is supported by internal models to measure and monitor these risks, and uses financial instruments for hedging, designating the relations as cash flow hedges.
The derivative and non-derivative financial instruments designated as cash flow hedges for FX operating exposure on December 31, 2019 are set forth below:
12.31.19 | |||||||||||||||
Cash flow hedge - Derivative instruments |
| Hedged object |
| Asset |
| Liability |
| Maturity |
| Notional |
| Average Rate |
| Fair value | |
Parent company and consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-deliverable forward |
| USD Exports |
| BRL |
| USD |
| 1st Qtr. 2020 |
| USD | 218,000 |
| 4.1141 |
| 19,009 |
Non-deliverable forward |
| USD Exports |
| BRL |
| USD |
| 2nd Qtr. 2020 |
| USD | 27,000 |
| 4.1032 |
| 1,631 |
Non-deliverable forward |
| USD Exports |
| BRL |
| USD |
| 3rd Qtr. 2020 |
| USD | 22,000 |
| 4.1485 |
| 1,893 |
Non-deliverable forward |
| USD Exports |
| BRL |
| USD |
| 4th Qtr. 2020 |
| USD | 9,000 |
| 4.1090 |
| 308 |
Collar |
| USD Exports |
| BRL |
| USD |
| 1st Qtr. 2020 |
| USD | 343,000 |
| 4.0711 |
| 9,114 |
Collar |
| USD Exports |
| BRL |
| USD |
| 2nd Qtr. 2020 |
| USD | 326,000 |
| 4.0775 |
| 8,987 |
Collar |
| USD Exports |
| BRL |
| USD |
| 3rd Qtr. 2020 |
| USD | 242,000 |
| 4.1973 |
| 22,299 |
Collar |
| USD Exports |
| BRL |
| USD |
| 4th Qtr. 2020 |
| USD | 154,000 |
| 4.2046 |
| 12,923 |
| |||||||||||||||
76,164 | |||||||||||||||
12.31.19 | |||||||||||||||
Cash flow hedge - Non-derivative instruments |
| Hedged object |
| Asset |
| Liability |
| Maturity |
| Notional |
| Average Rate |
| Fair value (1) | |
Parent company and consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bond BRF SA BRFSBZ5 |
| USD Exports |
| - |
| USD |
| 2nd Qtr. 2022 |
| USD | 109,312 |
| 2.0213 |
| (278,077) |
Bond BRF SA BRFSBZ3 |
| USD Exports |
| - |
| USD |
| 2nd Qtr. 2023 |
| USD | 150,000 |
| 2.0387 |
| (298,800) |
| |||||||||||||||
(576,877) |
(1) Corresponds to the effective portion of the hedge result accumulated in Other Comprehensive Income.
iii. Investments exposure
The Company owns investments abroad in functional currencies different than the Brazilian Real, which generates currency exposure that affects directly the Company’s Shareholders’ Equity, in Other Comprehensive Income.
On August 1st, 2019 the Company started to use the net investment hedge accounting strategy to reduce this exposure. The non-derivative financial instruments designated as instruments for net investment hedge on December 31, 2019 are set forth below:
12.31.19 | |||||||||||||||
Net investment hedge - |
| Protection (Investment) |
| Asset |
| Liability |
| Maturity |
| Notional |
| Rate |
| Fair value (1) | |
Parent company and consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bond - BRF SA BRFSBZ4 |
| Federal Foods LLC |
| - |
| USD |
| 3rd Qtr. 2026 |
| USD | 77,018 |
| 3.7649 |
| (20,467) |
Bond - BRF SA BRFSBZ4 |
| BRF Al Yasra Food |
| - |
| USD |
| 3rd Qtr. 2026 |
| USD | 107,918 |
| 3.7649 |
| (29,126) |
Bond - BRF SA BRFSBZ4 |
| Al Khan Foodstuff LLC |
| - |
| USD |
| 3rd Qtr. 2026 |
| USD | 65,064 |
| 3.7649 |
| (17,225) |
| |||||||||||||||
(66,818) |
(1)Corresponds to the effective portion of the hedge result accumulated in Other Comprehensive Income.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
105
c. Commodities price risk
In the ordinary course of business, the Company purchases commodities, mainly corn, soybean, soybean meal and soybean oil, individual components of the production costs.
Corn and soy prices are subject to volatility resulting from weather conditions, harvest productivity, transport and warehouse costs, government agricultural policies, FX rates and international market prices, among other factors.
The Risk Policy establishes coverage limits to the flow of purchases of corn and soy with the purpose of reducing the impact due to a price increase of these raw materials. The hedge may be reached using derivatives or by inventory management.
The financial instruments designated as cash flow hedges and fair value hedges for the commodities price exposure on December 31, 2019 are set forth below:
12.31.19 | |||||||||||||
Cash flow hedge - Derivative instruments |
| Hedged object |
| Index |
| Maturity |
| Quantity |
| Average rate (USD/Ton) |
| Fair value | |
Parent company and consolidated |
|
|
| ||||||||||
Non-deliverable forward - buy |
| Soybean meal purchase - floating price |
| Soybean meal - CBOT |
| 1st Qtr. 2020 |
| 27,950 | ton |
| 121.64 |
| (532) |
Non-deliverable forward - buy |
| Soybean meal purchase - floating price |
| Soybean meal - CBOT |
| 2nd Qtr. 2020 |
| 87,915 | ton |
| 121.67 |
| 400 |
Non-deliverable forward - buy |
| Soybean meal purchase - floating price |
| Soybean meal - CBOT |
| 3rd Qtr. 2020 |
| 54,985 | ton |
| 123.25 |
| 64 |
Collar - buy |
| Soybean meal purchase - floating price |
| Soybean meal - CBOT |
| 2nd Qtr. 2020 |
| 29,937 | ton |
| 125.42 |
| (339) |
Non-deliverable forward - buy |
| Corn purchase - floating price |
| Corn - CBOT |
| 1st Qtr. 2020 |
| 249,821 | ton |
| 178.06 |
| (25,584) |
Non-deliverable forward - buy |
| Corn purchase - floating price |
| Corn - CBOT |
| 2nd Qtr. 2020 |
| 119,893 | ton |
| 183.32 |
| (13,290) |
Collar - buy |
| Corn purchase - floating price |
| Corn - CBOT |
| 2nd Qtr. 2020 |
| 20,067 | ton |
| 147.63 |
| 395 |
Call - buy |
| Soybean oil purchase - floating price |
| Soybean oil - CBOT |
| 1st Qtr. 2020 |
| 4,001 | ton |
| 683.76 |
| 1,335 |
Call - buy |
| Soybean oil purchase - floating price |
| Soybean oil - CBOT |
| 2nd Qtr. 2020 |
| 4,001 | ton |
| 690.65 |
| 1,354 |
Call - buy |
| Soybean oil purchase - floating price |
| Soybean oil - CBOT |
| 3rd Qtr. 2020 |
| 2,001 | ton |
| 698.37 |
| 663 |
Call - buy |
| Soybean oil purchase - floating price |
| Soybean oil - CBOT |
| 4th Qtr. 2020 |
| 1,000 | ton |
| 701.29 |
| 334 |
Collar - buy |
| Soybean oil purchase - floating price |
| Soybean oil - CBOT |
| 2nd Qtr. 2020 |
| 3,990 | ton |
| 651.07 |
| 1,489 |
| |||||||||||||
(33,711) | |||||||||||||
12.31.19 | |||||||||||||
Fair value hedge - Derivative instruments |
| Hedged object |
| Index |
| Maturity |
| Quantity |
| Average rate (USD/Ton) |
| Fair value | |
Parent company and consolidated |
| ||||||||||||
Non-deliverable forward - sell |
| Soybean purchase - fixed price |
| Soybean - CBOT |
| 1st Qtr. 2020 |
| 2,000 | ton |
| 345.91 |
| (42) |
Non-deliverable forward - sell |
| Soybean purchase - fixed price |
| Soybean - CBOT |
| 2nd Qtr. 2020 |
| 1,994 | ton |
| 337.03 |
| (184) |
Non-deliverable forward - sell |
| Soybean purchase - fixed price |
| Soybean - CBOT |
| 3rd Qtr. 2020 |
| 18,486 | ton |
| 335.97 |
| (1,770) |
Non-deliverable forward - sell |
| Soybean purchase - fixed price |
| Soybean - CBOT |
| 4th Qtr. 2020 |
| 12,492 | ton |
| 338.57 |
| (1,060) |
Non-deliverable forward - sell |
| Corn purchase - fixed price |
| Corn - CBOT |
| 2nd Qtr. 2020 |
| 624,044 | ton |
| 161.03 |
| 8,915 |
Non-deliverable forward - sell |
| Corn purchase - fixed price |
| Corn - CBOT |
| 3rd Qtr. 2020 |
| 273,456 | ton |
| 157.78 |
| (98) |
Non-deliverable forward - sell |
| Corn purchase - fixed price |
| Corn - CBOT |
| 4th Qtr. 2020 |
| 205,762 | ton |
| 159.03 |
| 474 |
Non-deliverable forward - sell |
| Corn purchase - fixed price |
| Corn - CBOT |
| 1st Qtr. 2021 |
| 6,515 | ton |
| 161.78 |
| (3) |
Non-deliverable forward - sell |
| Corn purchase - fixed price |
| Corn - CBOT |
| 1st Qtr. 2020 |
| 244,944 | ton |
| 153.54 |
| 4,361 |
Corn future - sell |
| Corn purchase - fixed price |
| Corn - B3 |
| 1st Qtr. 2020 |
| 23,193 | ton |
| 758.22 |
| (224) |
Corn future - sell |
| Corn purchase - fixed price |
| Corn - B3 |
| 2nd Qtr. 2020 |
| 24,543 | ton |
| 735.57 |
| (225) |
Corn future - sell |
| Corn purchase - fixed price |
| Corn - B3 |
| 3rd Qtr. 2020 |
| 15,822 | ton |
| 658.66 |
| (71) |
| |||||||||||||
10,073 |
12.31.19 | |||||||||||||||
Fair value hedge - |
| Protection object |
| Assets |
| Liabilities |
| Maturity |
| Notional |
| Average rate |
| Fair value | |
Parent company and consolidated |
| ||||||||||||||
Non-deliverable forward |
| Cost in USD |
| BRL |
| USD | USD | 1st Qtr. 2020 |
| USD | 38,300 |
| 4.0255 |
| (25) |
Non-deliverable forward |
| Cost in USD |
| BRL |
| USD | USD | 2nd Qtr. 2020 |
| USD | 101,140 |
| 4.1265 |
| 7,885 |
Non-deliverable forward |
| Cost in USD |
| BRL |
| USD | USD | 3rd Qtr. 2020 |
| USD | 49,362 |
| 4.1820 |
| 5,652 |
Non-deliverable forward |
| Cost in USD |
| BRL |
| USD | USD | 4th Qtr. 2020 |
| USD | 36,951 |
| 4.1840 |
| 3,473 |
Non-deliverable forward |
| Cost in USD |
| BRL |
| USD | USD | 1st Qtr. 2021 |
| USD | 1,054 |
| 4.2682 |
| 163 |
| |||||||||||||||
17,148 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
106
d. Stock price risk
On August 16, 2017, the Company sold shares held in treasury and entered into a Total Return Swap instrument in equivalent amount, settled on February 05, 2019. By this instrument, the Company had the right to receive or pay the variation on the stock price (BRFS3) in exchange for the payment of interest indexed to CDI. On December 31, 2019, the only stock price risks existing in the Company are related to the investments in shares of Cofco (note 5).
25.5 Hedge accounting
25.5.1 Designated relations
The Company applies hedge accounting rules for derivative and non-derivative financial instruments that qualify as cash flow hedge, fair value hedge and net investment hedge in accordance with the Risk Policy determinations. The hedge index, which represents the proportion of the object hedged by the instrument, is determined for each relation according to the dynamic of the risks of the object and of the instrument.
The hedge accounting relationships formally designated on December 31, 2019 as well its effects are demonstrated below:
i. Cash flow hedge accounting– exports in foreign currencies
The future exports in foreign currencies are highly probable and qualify as hedged object since the Company expects to keep its sales in foreign currencies for future periods, based on sales already committed and historical exports.
The derivative and non-derivative financial instruments used for hedging (note 25.4.b.ii) have a direct economic relation with the objects risk, since both transactions are in the same currency. The main source of ineffectiveness in this relationship is the possible mismatch between maturity of the instruments and the dates of the sales. However, this mismatch is limited within the month of designation and it is not expected to compromise the hedge relationship.
ii. Cash flow hedge– commodities
The future commodities purchases are highly probable and qualify as hedge object as far as these inputs are essential for the productive process of the Company. The exposure consists of purchases already committed and of historical purchase volumes.
The derivative instruments used as hedge (note 25.4.c) have a strong economic relation with the objects risk, since the purchase prices negotiated with the suppliers are indexed to the same prices used as coverage. The main source of ineffectiveness is the seasonality, which in atypical situations may delay or anticipate the orders. It is not expected that this ineffectiveness may compromise the hedge relation.
iii. Fair value hedge– commodities
The Company has agreements with suppliers for future purchases at fixed prices. These agreements are firm commitments, which the company designates as fair value hedge objects.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
107
The derivative instruments used as hedge (note 25.4.c) have a strong economic relation with the objects risk, since the purchase prices negotiated with the suppliers are indexed to the same prices used as coverage. There are no relevant sources of ineffectiveness that may compromise the hedge relation.
25.5.2 Gains and losses with hedge accounting instruments
The rollforward of fair value designated as hedge accounting is set forth below:
Parent company | ||||||||||||
12.31.19 | ||||||||||||
Cash flow hedge | Fair value hedge | Net investment hedge | ||||||||||
Foreign exchange | Commodities | Commodities | Foreign exchange |
| ||||||||
|
| Derivatives |
| Non-derivatives |
| Derivatives |
| Derivatives |
| Non-derivatives |
| Total |
| ||||||||||||
Fair value on 12.31.18 - Restated |
| 28,723 |
| (662,732) |
| (9,144) |
| 17,920 |
| - |
| (625,233) |
| ||||||||||||
Settlement |
| 31,069 |
| 123,962 |
| 37,422 |
| (865) |
| - |
| 191,588 |
Inventories |
| - |
| - |
| 3,247 |
| (6,510) |
| - |
| (3,263) |
Other comprehensive income |
| 46,106 |
| 23,328 |
| (18,324) |
| - |
| (66,818) |
| (15,708) |
Operating result - income |
| (18,215) |
| - |
| - |
| - |
| - |
| (18,215) |
Operating result - cost |
| - |
| - |
| (46,912) |
| 16,676 |
| - |
| (30,236) |
Financial result |
| (11,519) |
| (61,435) |
| - |
| - |
| - |
| (72,954) |
| ||||||||||||
Fair value on 12.31.19 |
| 76,164 |
| (576,877) |
| (33,711) |
| 27,221 |
| (66,818) |
| (574,021) |
Consolidated | ||||||||||||||
12.31.19 | ||||||||||||||
Cash flow hedge | Fair value hedge | Net investment hedge | ||||||||||||
Interest | Foreign exchange |
| Commodities | Commodities | Foreign exchange |
| ||||||||
|
| Derivatives |
| Derivatives |
| Non-derivatives |
| Derivatives |
| Derivatives |
| Non-derivatives |
| Total |
| ||||||||||||||
Fair value on 12.31.18 - Restated |
| (82) |
| 21,483 |
| (662,732) |
| (9,144) |
| 17,920 |
| - |
| (632,555) |
| ||||||||||||||
Settlement |
| 34 |
| 35,758 |
| 123,962 |
| 37,930 |
| (865) |
| - |
| 196,819 |
Inventories |
| - |
| - |
| - |
| 2,839 |
| (6,510) |
| - |
| (3,671) |
Other comprehensive income |
| 3 |
| 53,349 |
| 23,328 |
| (18,324) |
| - |
| (66,818) |
| (8,462) |
Operating result - income |
| - |
| (18,215) |
| - |
| - |
| - |
| - |
| (18,215) |
Operating result - cost |
| - |
| - |
| - |
| (47,012) |
| 16,676 |
| - |
| (30,336) |
Financial result |
| 45 |
| (16,211) |
| (61,435) |
| - |
| - |
| - |
| (77,601) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value on 12.31.19 |
| - |
| 76,164 |
| (576,877) |
| (33,711) |
| 27,221 |
| (66,818) |
| (574,021) |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
108
25.6 Derivative Financial Instruments
Summarized financial position of derivative financial instruments:
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
|
|
| |||||
Asset |
|
|
| ||||
Designated as hedge accounting |
|
|
|
|
|
|
|
Currency derivatives | 166,729 |
| 118,182 |
| 166,729 |
| 118,191 |
Commodities derivatives | 25,191 |
| 22,761 |
| 25,191 |
| 22,761 |
Not designated as hedge accounting |
|
|
|
|
|
|
|
Currency derivatives | 51,811 |
| 36,401 |
| 53,395 |
| 41,387 |
| 243,731 |
| 177,344 |
| 245,315 |
| 182,339 |
|
|
| |||||
Current assets | 193,740 | 177,344 | 195,324 |
| 182,339 | ||
Non-current assets | 49,991 | - | 49,991 |
| - | ||
|
|
| |||||
Liabilities |
|
|
| ||||
Designated as hedge accounting |
|
|
|
|
|
|
|
Currency derivatives | (73,417) |
| (89,459) |
| (73,417) |
| (96,789) |
Commodities derivatives | (48,829) |
| (13,985) |
| (48,829) |
| (13,985) |
Not designated as hedge accounting |
|
|
|
|
|
|
|
Currency derivatives | (29,479) |
| (21,733) |
| (31,369) |
| (25,107) |
Stock price derivatives | - |
| (99,154) |
| - |
| (99,154) |
(151,725) |
| (224,331) |
| (153,615) |
| (235,035) | |
|
|
| |||||
Current liabilities | (151,722) | (224,331) | (153,612) |
| (235,035) | ||
Non-current liabilities | (3) | - | (3) |
| - |
25.7 Sensitivity analysis
The Management understands that the most relevant risks that may affect the Company’s results are the volatility of commodities prices and foreign exchange rates. Currently the fluctuation of the interest rates does not affect significantly the Company’s results since Management has chosen to keep at fixed rates a considerable portion of its debts.
The scenarios below present the possible impacts of the financial instruments considering situations of increase and decrease in the selected risk factors. The amounts of exports used correspond to the notional amount of the financial instruments designated for hedge accounting.
The information used in the preparation of the analysis is based on the position as of December 31, 2019, which has been described in the items above. The future results may diverge significantly of the estimated values if the reality presents different than the considered premises.Positive values indicate gains and negative values indicate losses.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
109
Parity - R$ x EUR |
|
|
| 4.5305 |
| 4.0775 |
| 3.3979 |
| 5.6631 |
| 6.7958 |
Current | Scenario I | Scenario II | Scenario III | Scenario IV | ||||||||
Transaction/Instrument |
| Risk |
| Scenario |
| 10% appreciation |
| 25% appreciation |
| 25% devaluation |
| 50% devaluation |
Not designated as hedge accouting |
|
|
|
|
|
|
|
|
|
|
|
|
NDF - Purchase EUR x USD |
| Appreciation of EUR |
| 442 |
| (15,415) |
| (39,200) |
| 40,083 |
| 79,725 |
NDF - Purchase EUR x RUB |
| Appreciation of EUR |
| (1,764) |
| (11,323) |
| (25,660) |
| 22,132 |
| 46,028 |
NDF - Purchase |
| Appreciation of R$ |
| (7,825) |
| (109,762) |
| (262,666) |
| 247,015 |
| 501,856 |
Net effect | (9,147) |
| (136,500) |
| (327,526) |
| 309,230 |
| 627,609 | |||
Price parity CBOT - Corn - USD/Ton |
|
|
| 156.76 |
| 141.08 |
| 117.57 |
| 195.95 |
| 235.14 |
Current | Scenario I | Scenario II | Scenario III | Scenario IV | ||||||||
Transaction/Instrument |
| Risk |
| Scenario |
| Decrease 10% |
| Decrease 25% |
| Increase 25% |
| Increase 50% |
Designated as hedge accounting |
|
|
|
|
|
|
|
|
|
|
|
|
Non-deliverable forward - Corn sale |
| Increase in the price of corn |
| 13,878 |
| 83,998 |
| 189,178 |
| (161,423) |
| (336,723) |
Non-deliverable forward - Corn purchase |
| Decrease in the price of corn |
| (34,285) |
| (57,645) |
| (92,685) |
| 24,115 |
| 82,515 |
Put |
| Increase in the price of corn |
| (875) |
| (15,946) |
| (38,552) |
| - |
| - |
Corn options |
| Decrease in the price of corn |
| - |
| - |
| (1,718) |
| 2,975 |
| 6,118 |
Cost (object) |
| Increase in the price of corn |
| 21,282 |
| (10,407) |
| (56,223) |
| 134,333 |
| 248,090 |
Net effect |
|
|
| - |
| - |
| - |
| - |
| - |
Price parity CBOT - Soybean meal - USD/Ton |
|
|
| 122.14 |
| 109.93 |
| 91.61 |
| 152.68 |
| 183.21 |
Current | Scenario I | Scenario II | Scenario III | Scenario IV | ||||||||
Transaction/Instrument |
| Risk |
| Scenario |
| Decrease 10% |
| Decrease 25% |
| Increase 25% |
| Increase 50% |
Designated as hedge accounting |
|
|
|
|
|
|
|
|
|
|
|
|
Non-deliverable forward - Soybeal meal purchase |
| Decrease in the price of soybean meal |
| (24) |
| (8,435) |
| (21,052) |
| 21,004 |
| 42,032 |
Soybean meal options |
| Decrease in the price of soybean meal |
| - |
| (2,656) |
| (8,912) |
| 7,573 |
| 18,000 |
Cost (object) |
| Increase in the price of soybean meal |
| 24 |
| 11,091 |
| 29,964 |
| (28,577) |
| (60,032) |
Net effect |
|
|
| - |
| - |
| - |
| - |
| - |
Price parity CBOT - Soybean - USD/Ton |
|
|
| 359.21 |
| 323.29 |
| 269.41 |
| 449.01 |
| 538.81 |
Current | Scenario I | Scenario II | Scenario III | Scenario IV | ||||||||
Transaction/Instrument |
| Risk |
| Scenario |
| Decrease 10% |
| Decrease 25% |
| Increase 25% |
| Increase 50% |
Designated as hedge accounting |
|
|
|
|
|
|
|
|
|
|
|
|
NDF - Soybean sale |
| Increase in the price of soybean |
| (3,056) |
| 2,007 |
| 9,603 |
| (15,715) |
| (28,373) |
Cost (object) |
| Increase in the price of soybean |
| 3,056 |
| (2,007) |
| (9,603) |
| 15,715 |
| 28,373 |
Net effect |
|
|
| - |
| - |
| - |
| - |
| - |
Price parity CBOT - Soybean oil - USD/Ton |
|
|
| 773.62 |
| 696.26 |
| 580.22 |
| 967.03 |
| 1,160.43 |
Current | Scenario I | Scenario II | Scenario III | Scenario IV | ||||||||
Transaction/Instrument |
| Risk |
| Scenario |
| Decrease 10% |
| Decrease 25% |
| Increase 25% |
| Increase 50% |
Designated as hedge accounting |
|
|
|
|
|
|
|
|
|
|
|
|
NDF - Soybean oil purchase |
| Decrease in the price of soybean oil |
| 3,686 |
| 255 |
| (4,892) |
| 12,263 |
| 20,840 |
Soybean oil options |
| Decrease in the price of soybean oil |
| - |
| 252 |
| (745) |
| 4,562 |
| 7,657 |
Cost (object) |
| Increase in the price of soybean oil |
| (3,686) |
| (507) |
| 5,637 |
| (16,825) |
| (28,497) |
Net effect |
|
|
| - |
| - |
| - |
| - |
| - |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
110
25.8 Financial instruments by category
| Parent company | ||||||
12.31.19 | |||||||
| Amortized cost |
| Fair value through other comprehensive income |
| Fair value through profit and loss |
| Total |
Assets |
| ||||||
Cash and bank | 170,902 |
| - |
| - |
| 170,902 |
Cash equivalents | - |
| - |
| 1,198,078 |
| 1,198,078 |
Marketable securities | - |
| - |
| 411,885 |
| 411,885 |
Restricted cash | 296,294 |
| - |
| - |
| 296,294 |
Trade accounts receivable | 5,878,791 |
| - |
| 225,941 |
| 6,104,732 |
Other receivables | 120,234 |
| - |
| - |
| 120,234 |
Derivatives not designated | - |
| - |
| 51,811 |
| 51,811 |
Derivatives designated as hedge accounting (1) | - |
| - |
| 191,920 |
| 191,920 |
| |||||||
Liabilities |
| ||||||
Trade accounts payable | (5,283,109) |
| - |
| - |
| (5,283,109) |
Supply chain finance | (842,037) |
| - |
| - |
| (842,037) |
Loans and financing (2) | (16,429,004) |
| - |
| - |
| (16,429,004) |
Derivatives not designated | - |
| - |
| (29,479) |
| (29,479) |
Derivatives designated as hedge accounting (1) | - |
| - |
| (122,246) |
| (122,246) |
(16,087,929) |
| - |
| 1,927,910 |
| (14,160,019) |
(1) All derivatives are measured at fair value. Those designated as hedge accounting have their gains and losses also affecting other comprehensive income and inventories.
All loans and financing are measured at amortized cost. Those designated as hedge accounting have their gains and losses also affecting shareholders’ equity.
| Parent company | ||||||
12.31.18 | |||||||
| Amortized cost |
| Fair value through other comprehensive income |
| Fair value through profit and loss |
| Total |
Assets |
|
|
|
|
|
|
|
Cash and bank | 106,230 |
| - |
| - |
| 106,230 |
Cash equivalents | - |
| - |
| 3,720,468 |
| 3,720,468 |
Marketable securities | 87,697 |
| 83,782 |
| 310,398 |
| 481,877 |
Restricted cash | 840,584 |
| - |
| - |
| 840,584 |
Trade accounts receivable | 5,085,604 |
| - |
| 203,224 |
| 5,288,828 |
Other receivables | 199,240 |
| - |
| - |
| 199,240 |
Derivatives not designated | - |
| - |
| 36,401 |
| 36,401 |
Derivatives designated as hedge accounting (1) | - |
| - |
| 140,943 |
| 140,943 |
Liabilities | |||||||
Trade accounts payable - Restated | (4,792,555) |
| - |
| - |
| (4,792,555) |
Supply chain finance | (875,300) |
| - |
| - |
| (875,300) |
Loans and financing (2) | (19,043,446) |
| - |
| - |
| (19,043,446) |
Derivatives not designated | - |
| - |
| (120,887) |
| (120,887) |
Derivatives designated as hedge accounting (1) | - |
| - |
| (103,444) |
| (103,444) |
(18,391,946) |
| 83,782 |
| 4,187,103 |
| (14,121,061) |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
111
| Consolidated | ||||||||
12.31.19 | |||||||||
Amortized cost | Fair value through other comprehensive income | Fair value through profit and loss | Total | ||||||
|
| Equity instruments |
| Debt instruments |
|
| |||
Assets |
| ||||||||
Cash and bank | 2,289,787 |
| - |
| - |
| - |
| 2,289,787 |
Cash equivalents | - |
| - |
| - |
| 1,947,998 |
| 1,947,998 |
Marketable securities | 265,783 |
| 26,678 |
| 19,285 |
| 413,788 |
| 725,534 |
Restricted cash | 296,294 |
| - |
| - |
| - |
| 296,294 |
Trade accounts receivable | 2,811,902 |
| - |
| - |
| 225,941 |
| 3,037,843 |
Other receivables | 123,877 |
| - |
| - |
| - |
| 123,877 |
Derivatives not designated | - |
| - |
| - |
| 53,395 |
| 53,395 |
Derivatives designated as hedge accounting (1) | - |
| - |
| - |
| 191,920 |
| 191,920 |
| |||||||||
Liabilities |
| ||||||||
Trade accounts payable | (5,796,766) |
| - |
| - |
| - |
| (5,796,766) |
Supply chain finance | (842,037) |
| - |
| - |
| - |
| (842,037) |
Loans and financing (2) | (18,620,279) |
| - |
| - |
| - |
| (18,620,279) |
Derivatives not designated | - |
| - |
| - |
| (31,369) |
| (31,369) |
Derivatives designated as hedge accounting (1) | - |
| - |
| - |
| (122,246) |
| (122,246) |
(19,471,439) |
| 26,678 |
| 19,285 |
| 2,679,427 |
| (16,746,049) |
(1) All derivatives are measured at fair value. Those designated as hedge accounting have their gains and losses also affecting other comprehensive income and inventories.
(2) All loans and financing are measured at amortized cost. Those designated as hedge accounting have their gains and losses also affecting shareholders’ equity.
| Consolidated | ||||||||
12.31.18 | |||||||||
Amortized cost | Fair value through other comprehensive income | Fair value through profit and loss | Total | ||||||
|
| Equity instruments |
| Debt instruments |
|
| |||
Assets | |||||||||
Cash and bank | 722,838 |
| - |
| - |
| - |
| 722,838 |
Cash equivalents | - |
| - |
| - |
| 4,146,724 |
| 4,146,724 |
Marketable securities | 331,395 |
| 139,469 |
| 16,398 |
| 310,398 |
| 797,660 |
Restricted cash | 861,621 |
| - |
| - |
| - |
| 861,621 |
Trade accounts receivable | 2,409,667 |
| - |
| - |
| 203,224 |
| 2,612,891 |
Other receivables | 204,072 |
| - |
| - |
| - |
| 204,072 |
Derivatives not designated | - |
| - |
| - |
| 41,387 |
| 41,387 |
Derivatives designated as hedge accounting | - |
| - |
| - |
| 140,952 |
| 140,952 |
Liabilities | |||||||||
Trade accounts payable - Restated | (5,500,008) |
| - |
| - |
| - |
| (5,500,008) |
Supply chain finance | (875,300) |
| - |
| - |
| - |
| (875,300) |
Loans and financing | (22,165,444) |
| - |
| - |
| - |
| (22,165,444) |
Derivatives not designated | - |
| - |
| - |
| (124,261) |
| (124,261) |
Derivatives designated as hedge accounting | - |
| - |
| - |
| (110,774) |
| (110,774) |
(24,011,159) |
| 139,469 |
| 16,398 |
| 4,607,650 |
| (19,247,642) |
25.9 Fair value of financial instruments
The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
Depending on the inputs used for measurement, the financial instruments at fair value may be classified into 3 hierarchy levels:
» Level 1– Uses prices quoted (unadjusted) for identical instruments in active markets. In this category are classified investments in stocks, credit linked notes, savings accounts, overnights, term deposits, Financial Treasury Bills (“LFT”) and investment funds;
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
112
» Level 2– Uses prices quoted in active markets for similar instruments, prices quoted for identical or similar instruments in non-active markets and evaluation models for which inputs are observable. In this level are classified the investments in Bank Deposit Certificates (“CDB”) and derivatives, which are measured by well-known pricing models: discounted cash flows and Black-Scholes. The observable inputs are interest rates and curves, volatility factors and foreign exchange rates; and
» Level 3– Instruments whose significant inputs are non-observable. The Company does not have financial instruments in this classification.
The table below presents the overall classification of financial instruments measured at fair value by measurement hierarchy. For the year ended on December 31, 2019, there were no changes between the 3 levels of hierarchy.
| Parent company | ||||||||||
12.31.19 | 12.31.18 | ||||||||||
| Level 1 |
| Level 2 |
| Total |
| Level 1 |
| Level 2 |
| Total |
Financial Assets |
|
|
|
|
|
|
|
|
|
|
|
Fair value through other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
Stocks | - |
| - |
| - |
| 83,782 |
| - |
| 83,782 |
Fair value through profit and loss |
|
|
|
|
|
|
|
|
|
|
|
Savings account and overnight | 70,515 |
| - |
| 70,515 |
| 21,126 |
| - |
| 21,126 |
Term deposits | 254,583 |
| - |
| 254,583 |
| - |
| - |
| - |
Bank deposit certificates | - |
| 869,473 |
| 869,473 |
| - |
| 3,695,621 |
| 3,695,621 |
Financial treasury bills | 396,994 |
| - |
| 396,994 |
| 295,699 |
| - |
| 295,699 |
Investment funds | 18,398 |
| - |
| 18,398 |
| 3,721 |
| - |
| 3,721 |
Trade accounts receivable | - |
| 225,941 |
| 225,941 |
| - |
| 203,224 |
| 203,224 |
Derivatives | - |
| 243,731 |
| 243,731 |
| - |
| 177,344 |
| 177,344 |
Financial Liabilities |
|
|
|
|
|
|
|
|
|
|
|
Fair value through profit and loss |
|
|
|
|
|
|
|
|
|
|
|
Derivatives | - |
| (151,725) |
| (151,725) |
| - |
| (224,331) |
| (224,331) |
740,490 |
| 1,187,420 |
| 1,927,910 |
| 404,328 |
| 3,851,858 |
| 4,256,186 |
| Consolidated | ||||||||||
12.31.19 | 12.31.18 | ||||||||||
| Level 1 |
| Level 2 |
| Total |
| Level 1 |
| Level 2 |
| Total |
Financial Assets |
|
|
|
|
| ||||||
Fair value through other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
Credit linked notes | 19,285 |
| - |
| 19,285 |
| 16,398 |
| - |
| 16,398 |
Stocks | 26,678 |
| - |
| 26,678 |
| 139,469 |
| - |
| 139,469 |
Fair value through profit and loss |
|
|
|
|
|
|
|
|
|
|
|
Savings account and overnight | 689,874 |
| - |
| 689,874 |
| 401,145 |
| - |
| 401,145 |
Term deposits | 374,859 |
| - |
| 374,859 |
| 21,150 |
| - |
| 21,150 |
Bank deposit certificates | - |
| 879,758 |
| 879,758 |
| - |
| 3,720,708 |
| 3,720,708 |
Financial treasury bills | 396,994 |
| - |
| 396,994 |
| 295,699 |
| - |
| 295,699 |
Investment funds | 20,301 |
| - |
| 20,301 |
| 3,721 |
| - |
| 3,721 |
Trade accounts receivable | - |
| 225,941 |
| 225,941 |
| - |
| 203,224 |
| 203,224 |
Derivatives | - |
| 245,315 |
| 245,315 |
| - |
| 182,339 |
| 182,339 |
Financial Liabilities |
|
|
|
|
|
|
|
|
|
|
|
Fair value through profit and loss |
|
|
|
|
|
|
|
|
|
|
|
Derivatives | - |
| (153,615) |
| (153,615) |
| - |
| (235,035) |
| (235,035) |
1,527,991 |
| 1,197,399 |
| 2,725,390 |
| 877,582 |
| 3,871,236 |
| 4,748,818 |
Except for the items set forth below, the fair value of all other financial instruments is approximate to their book value. The fair value of the bonds set forth below is based in prices observed in active markets, level 1 of the fair value hierarchy, the debentures are based in level 2 and are measured by discounted cash flows.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
113
| Parent company and Consolidated | ||||||||
12.31.19 | 12.31.18 | ||||||||
| Maturity |
| Book |
| Fair |
| Book |
| Fair |
BRF bonds |
|
|
| ||||||
BRF SA BRFSBZ5 | 2022 |
| (435,934) |
| (460,606) |
| (451,542) |
| (456,190) |
BRF SA BRFSBZ4 | 2024 |
| (2,086,169) |
| (2,191,726) |
| (2,898,940) |
| (2,695,884) |
BRF SA BRFSBZ3 | 2023 |
| (1,370,446) |
| (1,427,754) |
| (1,888,811) |
| (1,754,586) |
BRF SA BRFSBZ2 | 2022 |
| (1,492,653) |
| (1,559,476) |
| (2,248,510) |
| (2,189,975) |
BRF SA BRFSBZ4 7/8 | 2030 |
| (3,022,773) |
| (3,160,573) |
| - |
| - |
Debentures | 2030 |
| (755,760) |
| (832,213) |
| - |
| - |
Parent company |
| (9,163,735) |
| (9,632,348) |
| (7,487,803) |
| (7,096,635) | |
|
|
| |||||||
BFF bonds |
|
|
|
|
|
|
|
|
|
Sadia Overseas BRFSBZ7 | 2020 |
| - |
| - |
| (342,958) |
| (349,241) |
BRF GmbH bonds |
|
|
|
|
|
|
|
|
|
BRF SA BRFSBZ4 | 2026 |
| (1,999,509) |
| (2,101,175) |
| (1,915,685) |
| (1,702,211) |
Consolidated |
|
| (11,163,244) |
| (11,733,523) |
| (9,746,446) |
| (9,148,087) |
The operating segments are reported consistently with the management reports provided to the main strategic and operational decision makers for assessing the performance of each segment and allocation of resources.
With the sale of the Argentina, Europe and Thailand Operations and changes in the management, the Company has modified its operating segments in relation to December 31, 2018 primarily observing the Company’s business regions, being: (i) Brazil; (ii) International, which concentrates all the Company’s operations abroad and has absorbed the Halal and International segments disclosed in the financial statements of December 31, 2018; and (iii) Other Segments.
The operating segments include the sales of all distribution channels and are subdivided according to the nature of the products. Their characteristics are described below:
» Poultry: production and sale of whole poultry and in-natura cuts.
» Pork and other: production and sale of in-natura cuts.
» Processed: production and sale of processed food, frozen and processed products derived from poultry, pork and beef, margarine, vegetables and soybean-based products.
» Other sales: sale of flour for food service and others.
Other segments are divided intocommercialization and development of animal nutrition ingredients, human nutrition, plant nutrition (fertilizers) and health care (health and wellness), as well as commercialization of agricultural products.
The net sales for each reportable operating segment is set forth below:
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
114
|
| Consolidated | ||
Net sales |
| 12.31.19 |
| 12.31.18 |
Brazil |
| |||
In-natura |
| 4,635,597 |
| 3,998,483 |
Poultry |
| 3,692,377 |
| 3,198,356 |
Pork and other |
| 943,220 |
| 800,127 |
Processed |
| 12,839,008 |
| 12,274,681 |
Other sales |
| 14,874 |
| 19,372 |
17,489,479 |
| 16,292,536 | ||
| ||||
| ||||
International |
| |||
In-natura |
| 12,605,846 |
| 10,905,155 |
Poultry |
| 11,262,954 |
| 10,021,923 |
Pork and other |
| 1,342,892 |
| 883,232 |
Processed |
| 2,119,918 |
| 1,850,614 |
Other sales |
| 173,630 |
| 312,902 |
14,899,394 |
| 13,068,671 | ||
| ||||
Other segments |
| 1,058,107 |
| 827,214 |
33,446,980 |
| 30,188,421 |
The operating income (loss) for each segment is set forth below:
|
| Consolidated | ||
|
| 12.31.19 |
| 12.31.18 |
Brazil |
| 1,818,813 |
| 590,416 |
International |
| 1,275,285 |
| 23,778 |
Other segments |
| 109,138 |
| 89,311 |
Sub total |
| 3,203,236 |
| 703,505 |
Corporate |
| (250,463) |
| (909,839) |
2,952,773 |
| (206,334) |
The items presented above as Corporate refers to relevant events not attributable to the normal course of business neither to the operating segments. For the year ended December 31, 2019, the main events were: R$79,937 (R$78,889 in the same period of the previous year) of expenses related to investigations involving the Company and, R$48,251 (R$14,848 in the same period of the previous year) related to demobilization expenses.
No customer individually or in aggregate (economic group) accounted for more than 5% of net sales for the years ended December 31, 2019 and December 31, 2018.
The goodwill arising from business combinations and the intangible assets with indefinite useful life (trademarks) were allocated to the reportable operating segments, considering the economic benefits generated by such intangible assets. The allocation of these intangible assets is presented below:
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
115
| Consolidated | ||||||||||
Goodwill | Trademarks | Total | |||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Brazil | 1,151,498 |
| 1,151,498 |
| 982,478 |
| 982,478 |
| 2,133,976 |
| 2,133,976 |
International | 1,562,104 |
| 1,543,467 |
| 339,784 |
| 353,684 |
| 1,901,888 |
| 1,897,151 |
2,713,602 |
| 2,694,965 |
| 1,322,262 |
| 1,336,162 |
| 4,035,864 |
| 4,031,127 |
Information related to total assets by reportable segment is not disclosed, as it is not included in the set of information made available to the Company’s administration, which makes investment decisions and determine allocation of resources on a consolidated basis.
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Gross sales |
|
|
| ||||
Brazil | 21,645,253 |
| 20,651,178 |
| 21,645,253 |
| 20,659,378 |
International | 10,314,884 |
| 4,571,775 |
| 16,191,795 |
| 14,012,629 |
Other segments | 1,154,989 |
| 3,878,622 |
| 1,167,463 |
| 941,360 |
33,115,126 |
| 29,101,575 |
| 39,004,511 |
| 35,613,367 | |
|
|
| |||||
Sales deductions |
|
|
| ||||
Brazil | (4,155,774) |
| (4,366,478) |
| (4,155,774) |
| (4,366,842) |
International | (111,518) |
| (65,983) |
| (1,292,401) |
| (943,958) |
Other segments | (101,767) |
| (209,568) |
| (109,356) |
| (114,146) |
(4,369,059) |
| (4,642,029) |
| (5,557,531) |
| (5,424,946) | |
|
|
| |||||
Net sales |
|
|
| ||||
Brazil | 17,489,479 |
| 16,284,700 |
| 17,489,479 |
| 16,292,536 |
International | 10,203,366 |
| 4,505,792 |
| 14,899,394 |
| 13,068,671 |
Other segments | 1,053,222 |
| 3,669,054 |
| 1,058,107 |
| 827,214 |
28,746,067 |
| 24,459,546 |
| 33,446,980 |
| 30,188,421 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
116
28. OTHER OPERATING INCOME (EXPENSES), NET
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Income |
|
|
| ||||
Recovery of expenses (1) | 1,291,920 |
| 282,449 |
| 1,293,623 |
| 285,309 |
Provision reversal | 16,633 |
| 23,362 |
| 16,638 |
| 27,920 |
Scrap sales | 11,350 |
| 10,818 |
| 12,494 |
| 14,724 |
Net gains on disposal of investments | - |
| - |
| 4,616 |
| - |
Other | 14,742 |
| 38,065 |
| 40,921 |
| 59,709 |
1,334,645 |
| 354,694 |
| 1,368,292 |
| 387,662 | |
|
|
| |||||
Expenses |
|
|
| ||||
Provision for civil and tax risks (2) | (395,223) |
| (9,584) |
| (395,389) |
| (18,013) |
Employee participation and bonuses | (213,317) |
| (22,640) |
| (269,755) |
| (47,025) |
Expenses with investigations (3) | (66,752) |
| (76,883) |
| (79,937) |
| (78,889) |
Demobilization expenses | (40,817) |
| (14,493) |
| (48,251) |
| (14,848) |
Insurance claims costs | (21,646) |
| (7,843) |
| (19,830) |
| (9,436) |
Net loss from the disposals of property, plant and equipment | (4,197) |
| (50,499) |
| (15,402) |
| (59,633) |
Other employees benefits | (11,042) |
| (24,099) |
| (13,500) |
| (25,037) |
Costs on business disposed | - |
| (27,848) |
| - |
| (27,848) |
Restructuring | - |
| (17,781) |
| - |
| (17,781) |
Expected credit losses | - |
| (1,801) |
| - |
| (2,664) |
Other | (77,653) |
| (49,813) |
| (97,408) |
| (67,177) |
(830,647) |
| (303,284) |
| (939,472) |
| (368,351) | |
503,998 |
| 51,410 |
| 428,820 |
| 19,311 |
(1) Includes the effects of the final decision related to the exclusion of ICMS from the PIS and COFINS calculation base (note 9).
(2) Includes the effects of the tax contingency on ICMS credit in the basic food basket products (note 22).
(3) Note 1.2.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
117
29. FINANCIAL INCOME (EXPENSES), NET
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Financial income |
|
|
| ||||
Interest on assets (1) | 1,046,989 |
| 586,547 |
| 1,048,527 |
| 596,374 |
Exchange rate variation on net assets of foreign subsidiaries | - |
| - |
| 215,822 |
| 330,523 |
Exchange rate variation on other assets | 22,321 |
| 30,179 |
| 194,634 |
| 404,579 |
Interest on cash and cash equivalents | 117,322 |
| 121,999 |
| 140,530 |
| 159,316 |
Interests on financial assets classified as: |
|
|
|
|
|
|
|
Amortized cost | 60,970 |
| 84,387 |
| 93,433 |
| 98,649 |
Fair value throught profit and loss | 21,087 |
| 13,983 |
| 21,065 |
| 14,544 |
Fair value throught other comprehensive income | - |
| - |
| 631 |
| 651 |
Exchange rate variation on marketable securities | 11,009 |
| 2,832 |
| 27,857 |
| 44,996 |
Impairment on marketable securities | - |
| - |
| 5,153 |
| - |
Gain on derivative transactions, net | - |
| 71,770 |
| - |
| - |
1,279,698 |
| 911,697 |
| 1,747,652 |
| 1,649,632 | |
|
|
| |||||
|
|
| |||||
Financial expenses |
|
|
| ||||
Interest on loans and financing (2) | (1,349,503) |
| (941,503) |
| (1,516,706) |
| (1,335,061) |
Interest on liabilities (3) | (827,694) |
| (101,559) |
| (1,015,872) |
| (220,349) |
Exchange rate variation on loans and financing | (285,447) |
| (748,252) |
| (320,852) |
| (1,265,861) |
Adjustment to present value | (304,211) |
| (228,330) |
| (305,239) |
| (277,371) |
Loss on derivative transactions, net | (119,250) |
| - |
| (173,351) |
| (212,672) |
Loss on grains price variation | (14,854) |
| (103,451) |
| (14,854) |
| (112,841) |
Exchange rate variation on other liabilities | (285,088) |
| (691,332) |
| (2,122) |
| (169,538) |
Interest expenses on loans to related parties | (172,863) |
| (134,430) |
| - |
| - |
Impairment on marketable securities | - |
| - |
| - |
| (7,557) |
Others | (184,365) |
| (124,799) |
| (264,055) |
| (289,856) |
(3,543,275) |
| (3,073,656) |
| (3,613,051) |
| (3,891,106) | |
(2,263,577) |
| (2,161,959) |
| (1,865,399) |
| (2,241,474) |
(1) Includes the financial effects of the final decision related to the exclusion of ICMS from the PIS and COFINS calculation base (note 9).
(2) Includes the premium paid effects of bonds repurchases and write-off of deferred costs (note 16.2).
(3) Includes the financial effects of the tax contingency on ICMS credit in the basic food basket products (note 22).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
118
30. STATEMENT OF INCOME BY NATURE
The Company has chosen to disclose its statement of income by function and thus presents below the details by nature:
| Parent company |
| Consolidated | ||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
Costs of sales |
|
|
| ||||
Raw materials and consumables (1) | 15,232,584 |
| 15,893,812 |
| 17,665,346 |
| 17,790,900 |
Salaries and employees benefits | 3,566,863 |
| 2,861,458 |
| 3,618,779 |
| 3,637,727 |
Depreciation | 1,662,310 |
| 1,083,341 |
| 1,787,506 |
| 1,381,226 |
Amortization | 72,661 |
| 58,423 |
| 126,953 |
| 78,627 |
Others | 2,212,908 |
| 1,709,411 |
| 2,171,458 |
| 2,432,273 |
22,747,326 |
| 21,606,445 |
| 25,370,042 |
| 25,320,753 | |
|
|
| |||||
Sales expenses |
|
|
| ||||
Indirect and direct logistics expenses | 1,860,703 |
| 1,401,620 |
| 2,133,894 |
| 2,260,379 |
Marketing | 438,112 |
| 404,731 |
| 558,043 |
| 507,979 |
Salaries and employees benefits | 1,111,224 |
| 933,697 |
| 1,369,277 |
| 1,190,189 |
Depreciation | 114,807 |
| 65,342 |
| 196,143 |
| 69,525 |
Amortization | 65,201 |
| 42,584 |
| 87,423 |
| 65,575 |
Others | 400,801 |
| 433,495 |
| 566,886 |
| 419,947 |
3,990,848 |
| 3,281,469 |
| 4,911,666 |
| 4,513,594 | |
|
|
| |||||
Administrative expenses |
|
|
| ||||
Salaries and employees benefits | 182,727 |
| 138,229 |
| 298,368 |
| 260,604 |
Fees | 50,349 |
| 23,554 |
| 50,349 |
| 28,621 |
Depreciation | 17,297 |
| 17,088 |
| 26,064 |
| 21,453 |
Amortization | 20,074 |
| 37,118 |
| 26,485 |
| 78,713 |
Others | 139,404 |
| 85,801 |
| 214,417 |
| 161,774 |
409,851 |
| 301,790 |
| 615,683 |
| 551,165 | |
|
|
| |||||
Impairment Loss on Trade and Other Receivables |
|
|
| ||||
Impairment Loss on Trade and Other Receivables | 21,336 |
| 25,327 |
| 23,899 |
| 46,269 |
21,336 |
| 25,327 |
| 23,899 |
| 46,269 | |
|
|
| |||||
Other operating expenses (2) |
|
|
| ||||
Depreciation | 50,258 |
| 48,385 |
| 50,704 |
| 52,082 |
Others | 780,389 |
| 254,899 |
| 888,768 |
| 316,269 |
830,647 |
| 303,284 |
| 939,472 |
| 368,351 |
(1) Includes abnormal losses to production chain.
(2) The composition of other operating expenses is disclosed in note 28.
The Company incurred in expenses of R$67,846 for the year ended December 31, 2019 (R$53,476 for the same period of the previous year) with internal research and development of new products.
31. RELATED PARTIES– PARENT COMPANY
In the normal course of business, rights and obligations arise between related parties, resulting from transactions of sale and purchase of products, as well as from financial operations.
The Company holds a Related Parties Transactions Policy, which was reviewed and approved by the Board of Executive Officers on June 28, 2019 and applies to all subsidiaries of the group.
The policy mentioned above provides the conditions that must be observed for the realization of a transaction between related parties, as well as establishes approval hierarchies according to the value and nature of the transactions involved. The policy also foresees situations of conflict of interests and how they must be conducted.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
119
31.1 Transactions and balances
The balances of the transactions with related parties registered in the statement of financial position of the Parent Company are as follows:
| Accounts receivable |
| Dividends and interest on the shareholders' equity receivable |
| Loans | Trade accounts payable |
| Advance for future capital increase |
| Other rights |
| Other obligations | |||||||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.19 |
| 12.31.18 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
|
|
|
|
|
| ||||||||||||||||||
Al-Wafi Food Products Factory LLC | - |
| - |
| - |
| - |
| - |
| - |
| (70) |
| - |
| 30 |
| 30 |
| (927) |
| (891) |
Avex S.A. | - |
| 137,804 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
Banvit | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 1,094 |
| 47 |
| - |
| - |
BFF International Ltd. | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 2,113 |
| - |
| - |
BRF Al Yasra | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (3,847) |
BRF Energia S.A. | - |
| - |
| - |
| 27 |
| - |
| (6,376) |
| (14,841) |
| 1,205 |
| - |
| - |
| - |
| - |
BRF Foods GmbH | 833,062 |
| 2,558,263 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
BRF Foods GmbH - Branch | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 1,296 |
| 719 |
| (1,733) |
| (1,666) |
BRF Foods LLC | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 466 |
| 407 |
| (2) |
| - |
BRF Global GmbH | 3,843,949 |
| 1,387,910 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (4,049,636) | (1) | (3,700,581) |
BRF GmbH | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 1,520 |
| - |
| (1,311,123) | (2) | (1,584) |
BRF Pet S.A. | 800 |
| 233 |
| - |
| 438 |
| - |
| (16) |
| (167) |
| - |
| 167 |
| 3 |
| - |
| - |
Campo Austral | - |
| 48,722 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
Establecimiento Levino Zaccardi y Cia. S.A. | - |
| - |
| - |
| - |
| 234 |
| - |
| - |
| - |
|
|
|
|
| - |
| - |
Federal Foods | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (78) |
Federal Foods Qatar | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (141) |
| (135) |
FFM Further | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 70 |
| 70 |
| - |
| - |
Highline International Ltd. | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (7,351) |
| (7,067) |
One Foods Holdings | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| 5,662 |
| 5,444 |
| - |
| - |
Perdigão International Ltd. | - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (905,550) | (1) | (870,371) |
PSA Laboratório Veterinário Ltda. | - |
| - |
| 396 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
Quickfood S.A. | - |
| 19,860 |
| - |
| - |
| - |
| - |
| (111) |
| 133,043 |
| - |
| - |
| - |
| - |
Sadia Alimentos S.A. | - |
| 16,665 |
| - |
| - |
| - |
| - |
| (134) |
| - |
| - |
| - |
| (11,159) |
| - |
Sadia Chile S.A. | 99,095 |
| 94,789 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
Sadia Uruguay S.A. | 3,096 |
| 6,676 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| (36,598) |
| - |
VIP S.A. Empreendimentos e Partic. Imob. | - |
| - |
| 22 |
| 713 |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
| - |
Total | 4,780,002 |
| 4,270,922 |
| 418 |
| 1,178 |
| 234 |
| (6,392) |
| (15,323) |
| 134,248 |
| 10,305 |
| 8,833 |
| (6,324,220) |
| (4,586,220) |
(1) The amount corresponds to export pre-payment, usual operation between the productive units in Brazil with the wholly-owned subsidiaries that operate as a trading companies in the international market.
(2) Considering the role played by BRF S.A. as parent company, performs reimbursement to certain subsidiaries for losses incurred in the normal course of their operations, generating liabilities recorded as Other Obligations with Related Parties.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
120
| Revenue |
| Financial results, net |
| Purchases | ||||||
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
| 12.31.19 |
| 12.31.18 |
|
|
| |||||||||
Avex S.A. | 1,439 |
| 91,533 |
| - |
| - |
| - |
| (584) |
BRF Energia S.A. | - |
| - |
| - |
| - |
| (229,874) |
| (215,248) |
BRF Foods GmbH | 166,924 |
| - |
| - |
| - |
| - |
| - |
BRF Global GmbH | 9,720,724 |
| 4,384,665 |
| (114,883) |
| (85,804) |
| - |
| - |
BRF Pet S.A. | 2,885 |
| 746 |
| - |
| - |
| (39) |
| (136) |
Campo Austral | 1,448 |
| 20,307 |
| - |
| - |
| - |
| - |
Establecimiento Levino Zaccardi y Cia. S.A. | - |
| - |
| 2 |
| - |
| - |
| - |
Perdigão International Ltd. | - |
| - |
| (52,397) |
| (48,626) |
| - |
| - |
Quickfood S.A. | - |
| 30,473 |
| - |
| - |
| - |
| (1,566) |
Sadia Alimentos S.A. | - |
| - |
| (1,200) |
| - |
| - |
| - |
Sadia Chile S.A. | 69,662 |
| 94,851 |
| - |
| - |
| (46) |
| - |
Sadia Uruguay S.A. | 40,522 |
| 21,376 |
| (4,385) |
| - |
| - |
| - |
SHB Com. e Ind. de Alim. S.A. | - |
| 3,009,556 |
| - |
| - |
| - |
| (2,011,972) |
UP! Alimentos Ltda. | - |
| 11,585 |
| - |
| - |
| - |
| (119,305) |
Edavila Consultoria Empresarial Eireli | - |
| - |
| - |
| - |
| - |
| (40) |
Total | 10,003,604 |
| 7,665,092 |
| (172,863) |
| (134,430) |
| (229,959) |
| (2,348,851) |
The Company enters into loan agreements with its subsidiaries pursuant its cash management strategy. On December 31, 2019 the balances of these transactions were R$1,808,320 (R$3,499,516 on the same period of previous year) with a weighted average rate of 4.43% p.a. (3.23% p.a. as of December 31, 2018).
31.2 Other Related Parties
The Company leased properties owned by BRF Previdência. For the year ended December 31, 2019, the total amount paid as rent was of R$18,200 (R$16,924 as of December 31, 2018).
Due to the acquisition of biodigesters from Instituto Sadia de Sustentabilidade, the Company recorded a payable to this entity of R$3,053 on December 31, 2019 (R$4,666 as of December 31, 2018) included in Other Liabilities.
31.3 Granted guarantees
The Company recorded a liability in the amount of R$844 (R$1,290 as of December 31, 2018) related to the fair value of the guarantees offered to BNDES concerning a loan made by Instituto Sadia de Sustentabilidade.
The Company is the guarantor of loans related to a special program that aims the local development and were obtained by outgrowers in the central region of Brazil. The proceeds of such loans are utilized by the outgrowers to improve farm conditions and will be paid by them in 10 years, taking as collateral the land and equipment acquired through this program. The value of these guarantees on December 31, 2019 totaled R$12,949 (R$29,794 as of December 31, 2018).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
121
31.4 Management remuneration
The total remuneration and benefits expense with board members, statutory directors and the head of internal audit are set forth below:
| Consolidated | ||
| 12.31.19 |
| 12.31.18 |
Salary and profit sharing | 59,589 |
| 40,082 |
Short term benefits (1) | 257 |
| 47 |
Private pension | 893 |
| 564 |
Post-employment benefits | 125 |
| 132 |
Termination benefits | 16,275 |
| 10,070 |
Share-based payment | 12,052 |
| 5,621 |
89,191 |
| 56,516 |
(1) Comprises: medical assistance, educational expenses and others.
In addition, the executive officers received among remuneration and benefits the total amount of R$30,375 for the year ended December 31, 2019 (R$38,413 for the same period of the previous year).
The Company has tax benefits related to ICMS for investments granted by the governments of states as follows: Programa de Desenvolvimento Industrial e Comercial de Mato Grosso (“PRODEIC”), Programa de Desenvolvimento do Estado de Pernambuco (“PRODEPE”) and Fundo de Participação e Fomento à Industrialização do Estado de Goiás (“FOMENTAR”).Such incentives are directly associated to the manufacturing facilities operations, job generation and to the economic and social development.
On December 31, 2019, this incentive totaled R$188,610 (R$174,223 as of December 31, 2018).
In the normal course of the business, the Company enters into agreements with third parties for the purchase of raw material, mainly corn and soymeal. The agreed prices in these agreements can be fixed or variable. The Company also enters into other agreements, such as electricity supply, packaging supplies, construction of buildings and others for the supply of its manufacturing activities.The firm commitments schedule is set forth below:
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
122
| Parent company |
| Consolidated |
| 12.31.19 |
| 12.31.19 |
Current | 4,029,153 |
| 4,306,217 |
Non-current | 1,657,659 |
| 1,689,755 |
2021 | 521,439 |
| 537,487 |
2022 | 259,035 |
| 275,083 |
2023 | 199,302 |
| 199,302 |
2024 | 192,780 |
| 192,780 |
2025 onwards | 485,103 |
| 485,103 |
5,686,812 |
| 5,995,972 |
34. INSURANCE COVERAGE - CONSOLIDATED
The Company´s policy for insurances considers the concentration and relevance of the risks identified in its risk management program. Thus, according to Managements understanding, the contracted insurance coverage is adequate to the entity´s size and nature of activities being sufficient to cover eventual damages. The Company also takes into consideration orientations provided by its advisors.
|
|
|
| 12.31.19 |
Assets covered |
| Coverage |
| Amount of coverage |
Operational risks |
| Coverage against damage to buildings, facilities, inventory, machinery and equipment, loss of profits. |
| 3,439,170 |
Carriage of goods |
| Coverage of goods in transit and in inventories. |
| 518,928 |
Civil responsability |
| Third party complaints. |
| 322,408 |
Each legal entity has its own coverages, which are not complementary.
35. TRANSACTIONS THAT DO NOT INVOLVE CASH
The following transactions did not involve cash or cash equivalents during the year ended December 31, 2019:
(i) Capitalized loan interest: to the year ended December 31, 2019 amounted to R$19,207 in the parent company and consolidated (R$17,232 in the parent company and R$19,612 in consolidated in the year ended December 31, 2018); and
(ii) Addition of lease by right-of-use assets and respective lease liability: for the year ended December 31, 2019, amounted to R$2,514,570 in the parent company and R$2,775,168 in consolidated (R$42,826 in the parent company and R$48,794 in consolidated in the year ended December 31, 2018).
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
123
36. APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS
The financial statements were approved and their issuance authorized by the Board of Directors on March 02, 2020.
BOARD OF DIRECTORS |
|
Chairman (Non-Independent) | Pedro Pullen Parente |
Vice-Chairman (Independent) | Augusto Marques da Cruz Filho |
Independent Member | Dan Ioschpe |
Independent Member | Flávia Buarque de Almeida |
Independent Member | Francisco Petros O. L. Papathanasiadis |
Independent Member | José Luiz Osório de Almeida Filho |
Independent Member | Luiz Fernando Furlan |
Independent Member | Roberto Antonio Mendes |
Independent Member | Roberto Rodrigues |
Member Non-Independent | Walter Malieni Júnior |
FISCAL COUNCIL |
|
Chairman | Attílio Guaspari |
Member | Maria Paula Soares Aranha |
Member | André Vicentini |
AUDIT COMITTEE |
|
Comittee Coordinator (Independent) | Francisco Petros O. L. Papathanasiadis |
Member Independent | Roberto Antonio Mendes |
Member Non-Independent | Walter Malieni Júnior |
External Member and Financial Specialist | Fernando Maida Dall`Acqua |
External Member | Thomás Tosta de Sá |
BOARD OF EXECUTIVE OFFICERS |
|
Global Chief Executive Officer | Lorival Nogueira Luz Júnior |
Vice-President of Finance and Investor Relations | Carlos Alberto Bezerra de Moura |
Vice-President of Operations and Procurement Officer | Vinícius Guimarães Barbosa |
Vice-President of Commercial Brazil Market | Sidney Rogério Manzaro |
Vice-President of Human Resources and Shared Services | Alessandro Rosa Bonorino |
Vice-President of Strategy, Managing and Innovation | Rubens Fernandes Pereira |
Vice-President of Quality and Sustainability | Neil Hamilton dos Guimarães Peixoto Jr. |
Vice-President of Sales & Operations Planning and Supply Chain | Leonardo Campo Dallorto |
Marcos Roberto Badollato | Joloir Nieblas Cavichini |
Accounting Director | Accountant – CRC 1SP257406/O-5 |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
124
COMMENTARY ABOUT THE COMPANY PROJECTIONS BEHAVIOR
In the twelve-month period ended December 31, 2019, Company's net leverage, as measured by the Net Debt / Adjusted EBITDA ratio, reached 2.50x.
The projections initially disclosed on June 29, 2018 for the fiscal year ending December 31, 2019 were replaced on February 7, 2019, on June 3, 2019, on August 9, 2019 and finally on November 8, 2019. Following the completion of the Monetization Plan, the Company revised the net leverage guidance indicator to approximately 2.75X at the end of 2019 and maintained its guidance of approximately 2.65x for 2020. On March 3, 2020 the Company revised the net leverage guidance to a range between 2.35 - 2.75x for the year 2020.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
125
OPINION OF THE FISCAL COUNCIL
The Fiscal Council of BRF S.A., in fulfilling its statutory and legal duties, reviewed:
(i) the financial statements (parent company and consolidated) for the fiscal year ended on December 31, 2019.
(ii) the Management Report; and
(iii) the report issued without qualification by KPMG Auditores Independentes on March 02, 2020;
Based on the documents reviewed and on the explanations provided, the members of the Fiscal Council, undersigned, issued an opinion that the financial statements and the management report appropriately are presented in a position to be considered by the Annual General Meeting.
São Paulo, March 02, 2020.
Attílio Guaspari
Chairman
Maria Paula Soares Aranha
Fiscal Council Member
André Vicentini
Fiscal Council Member
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
126
SUMMARIZED ANNUAL REPORT OF THE AUDIT AND INTEGRITY COMMITTEE
Summary of the Audit Committee Activities in 2019
The current composition of the Audit and Integrity Committee was elected on June 14, 2018, pursuant to the meeting of the Board of Directors, and have been meeting monthly since the election, in ordinary and extraordinary meetings, in the total of twenty nine meetings, and the main topics of discussion are described in the following paragraphs. The Audit and Integrity Committee met with the Fiscal Council in a reserved opportunity and has discussed the main issues monitored during the year in a monthly basis with the Board of Directors.
Issues discussed by the Audit and Integrity Committee
The meetings were attended, whenever required and in accordance with the Agenda, by the Global Chief Executive Officer of the Company, the Vice-Presidents, Executive Directors, Executive Managers, Internal Auditors, Independent Auditors and external advisors to enable the understanding of the processes, internal controls, risks, possible deficiencies and eventual plans for improvement, as well as issuing their recommendations to the Board of Directors and Executive Board of the Company.
The main topics discussed by the Audit and Integrity Committee were:
» Discussion of the planning, scope and main conclusions obtained in the quarterly review (ITR) and opinion on the issuance of the financial statements of 2019;
» Monitoring the analysis on the internal controls of the Company with emphasis on the most critical items;
» Monitoring the implementation of improvements indicated in the internal controls report, as well as the respective action plans of the internal areas for the correction or improvement of the issues;
» Discussion, approval and supervision of the work Plan and budget of the Internal Audit;
» Monitoring the accomplishment of the Plan and approval of eventual revisions;
» Monitoring and analysis of the outcomes of special investigations;
» Monitoring the Internal Audit reports;
» Monitoring the implementation of the action plans resulted from the audit reports, with emphasis on the most critical issues, reporting to the Board of Directors the most relevant ones;
» Monitoring the Compliance activities, and the highly critical investigations conducted by the Compliance Department, in special the internal investigations related to the Carne Fraca and Trapaça Operations;
» Monitoring the class action lawsuit filed in the U.S. Federal District Court in the Southern District of New York alleging, among other things, that the Company, a officer and certain of its former officers and directors engaged in securities fraud or other unlawful business practices related to the Trapaça and Carne Fraca operations. In order to monitor the process, the Audit and Integrity Committee hired advisors specialized in SEC, meeting in Brazil and in the United States;
» Evaluation and monitoring of the effectiveness of Internal Controls for mapping processes, key controls and indicators, as well as monitoring the action plans to avoid significant deficiencies that could be reported in the financial statements;
» Discussion and evaluation the corporate risks map;
» Monitoring the inquiries and complaints received by Transparency Hotline;
» Monitoring the adoption of the Compliance policies, practices and trainings by the management and employees pursuant the anti-corruption law requirements;
» Monitoring the management of the conduct adjustment declaration entered with regulatory bodies;
» Monitoring the questions related to the regulatory bodies and the respective answers sent by the Management;
» Discussion and evaluation of stocks controls;
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
127
» Discussion and evaluation of the process of revenue cutoff;
» Discussion and evaluation of the fixed asset control and demobilization plan;
» Discussion and evaluation of the accounting and controls for client bonus;
» Discussion of the implementation of controls in the subsidiaries of the Company;
» Opinion for approval, by the Board of Directors, of the annual financial statements;
» Review and comments on the quarterly financials (ITR);
» Evaluation and monitoring, with the management and Internal Audit, of the adequacy of the related parties’ transactions executed by the Company;
» Discussion and monitoring the update of the Reference Form.
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
128
STATUTORY AUDIT COMMITTEE OPINION
In the exercising of its legal and statutory duties, BRF’s Audit Committee has examined the financial statements (parent company and consolidated) for the fiscal year ending December 31, 2019; the Management Report; and the report issued without qualification by KPMG Auditores Independentes.
There were no instances of significant divergences between the Company’s management, the independent auditors and the Audit Committee with respect to the Company’s Financial Statements.
Based on the examined documents and the clarifications rendered, the undersigned members of the Audit Committee are of the opinion that the financial statements in all material respects are fairly presented and should be approved.
São Paulo, March 2, 2020.
Francisco Petros O. L. Papathanasiadis
Comittee Coordinator (Independent)
Roberto Antonio Mendes
Member (Independent)
Walter Malieni Júnior
Member (Non-Independent)
Fernando Maida Dall`Acqua
External Member and Financial Specialist
Thomás Tosta de Sá
External Member
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
129
OPINION OF EXECUTIVE BOARD ON THE CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITOR’S REPORT
In compliance with the dispositions of sections V and VI of article 25 of CVM Instruction No. 480/09, the executive board of BRF S.A., states:
» reviewed, discussed and agreed with the Company’s financial statements for the fiscal year ended on December 31, 2019;
» reviewed, discussed and agreed with opinions expressed in the review report issued by KPMG Auditores Independentes for the Company’s financial statements for the fiscal year ended on December 31, 2019.
São Paulo, March 2, 2020.
Lorival Nogueira Luz Júnior
Global Chief Executive Officer
Carlos Alberto Bezerra de Moura
Vice President of Finance and Investor Relations
Vinícius Guimarães Barbosa
Vice-President of Operations and Procurement Officer
Sidney Rogério Manzaro
Vice-President of Commercial Brazil Market
Alessandro Rosa Bonorino
Vice-President of Human Resources and Shared Services
Rubens Fernandes Pereira
Vice-President of Strategy, Managing and Innovation
Neil Hamilton dos Guimarães Peixoto Jr.
Vice-President of Quality and Sustainability
Leonardo Campo Dallorto
Vice-President of Sales & Operations Planning and Supply Chain
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
130
INDEPENDENT AUDITOR’S REPORT ON INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS
(A free translation of the original report in Portuguese, as filed with the Brazilian Securities Commission (CVM), containing individual and consolidated financial statements prepared in accordance with accounting practices adopted in Brazil and in accordance with International Financial Reporting Standards (IFRS) issued by International Accounting Standards Board – IASB)
To the Shareholders of BRF S.A. Itajaí – SC | |
Opinion | |
We have audited the individual and consolidated financial statements of BRF S.A. (“the Company”), respectively referred to as parent company and consolidated, which comprise the statement of financial position as of December 31, 2019 and the statements of income (loss), comprehensive income (loss), changes in equity and cash flows for the year then ended, and the notes, comprising the significant accounting policies and other explanatory information. In our opinion, the accompanying financial statements present fairly, in all material respects, the individual and consolidated financial position of BRF S.A. as of December 31, 2019, and of its individual and consolidated financial performance and its cash flows for the year then ended, in accordance with accounting practices adopted in Brazil and with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB). | |
Basis for opinion | |
We conducted our audit in accordance with the Brazilian and International Standards on Auditing. Our responsibilities under those standards are further described in the “Auditors’ responsibilities for the audit of the individual and consolidated financial statements” section of our report. We are independent of the Company and its subsidiaries in accordance with the relevant ethical requirements included in the Brazilian Accountant’s Code of Professional Ethics and in the professional standards issued by the Brazilian Federal Accounting Council, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. | |
Emphasis of matter | |
We draw attention to explanatory notes 1.2 and 1.3 to the financial statements, which describe the investigations involving the Company, as well as their current and potential developments. In the current stage of the investigations, it is not possible to determine the potential financial and non-financial impacts on the Company resulting from them and of their potential developments and, consequently, to record potential losses which could have a material adverse effect on the Company´s financial position, results of operations and cash flows in the future. Our opinion is not modified in respect to this matter. | |
Key audit matters | |
The key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the individual and consolidated financial statements as a whole, and in forming our opinion thereon and therefore, we do not provide a separate opinion on these matters. |
BRF S.A.| 2019 AND 2018 FINANCIAL STATEMENTS
131
Realization of deferred income tax and social contribution assets | |
Notes 3.8 e 10 to the individual and consolidated financial statements | |
Key audit matter | How the matter was addressed in our audit |
The deferred income tax and social contribution assets from tax losses carry forward and negative basis of social contribution and temporary differences are recorded to the extent that the Company considers that is probable the generation of future taxable income against which the deferred tax assets will be realized. Due to the level of uncertainty and judgment over the assumptions used and the interpretation of tax laws considered in the estimates of generation of future taxable income, the amount of deferred tax assets recognized may vary significantly if different assumptions are applied to the projection of future taxable income, which may impact the individual and consolidated financial statements. For these reasons, we consider this matter as significant in our audit. | We evaluated the design, implementation and effectiveness of the key internal controls related to the determination of estimates used in the preparation and review of the business plan, budget, technical studies and analysis of projections of future taxable income prepared by the Company.
With the assistance of our corporate finance specialists, we evaluated the main assumptions and methodology used by the Company in the preparation of the future taxable income projections, especially those related to expectations of sales prices of the products, commodity costs, operating and administrative expenses and the consistency of these assumptions with the five-year strategic plan approved by the Board of Directors.
We also evaluated the sensitivity of results considering reasonably possible changes in the key assumptions. In addition, with the assistance of our tax specialists, we considered the application of the tax laws and tax deductions.
At the date of the financial statements, we analysed the evidences that indicate the probability of recovery of deferred tax assets, as well as those that justify the periods estimated by the Company for its utilization.
We evaluated whether the Company's projections indicated sufficient future taxable income to allow the realization of tax losses carry forwards and negative basis of social contribution and temporary differences recognized as deferred tax assets.
We also evaluated the adequacy of the disclosures made in the individual and consolidated financial statements, mainly those related to the expected realization of deferred tax assets.
Based on the results of the procedures summarized above, we consider acceptable the balance of the deferred tax assets recognized and the respective disclosures, in the context of the individual and consolidated financial statements taken as a whole. |
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Trade discounts recognition | |
Notes 3.21 e 27 to the individual and consolidated financial statements | |
Key audit matter | How the matter was addressed in our audit |
In the course of business, the Company offers to its customers trade discounts, which are recorded as deductions from net sales in the individual and consolidated financial statements. These trade discounts are recognized based on contracts for which the terms and conditions are negotiated separately with each customer.
Due to the high volume of transactions, the relevance of the amounts involved, the level of judgment to assess the specific terms and conditions of each contract used in the calculation of trade discounts to ensure the appropriate moment of recognition in the financial statements, we consider this matter significant to our audit. | We evaluated the design, implementation and effectiveness of the key internal controls related to trade discounts.
We tested, on a sample basis, if trade discounts were recognized in accordance with supporting documentation (including the terms and conditions of the contracts signed with customers), at the appropriate amount and within the respective competence period.
We obtained external confirmations from the Company’s customers over the outstanding amount of trade discounts at the year-end and compared with the amount registered by the Company.
For a sample of trade discounts, we verified the settlement in subsequent periods.
We also evaluated the Company and its subsidiaries' disclosures, in relation to the accounting policies adopted for trade discounts recognition.
Based on the evidences obtained through the procedures summarized above, we consider acceptable the trade discounts recognized by the Company as well as the related disclosures, in the context of the individual and consolidated financial statements taken as a whole. |
Other matters – Statements of value added | |
The individual and consolidated statements of value added (DVA) for the year ended December 31, 2019, prepared under the responsibility of the Company’s management, and presented herein as supplementary information for IFRS purposes, have been subject to audit procedures performed with the audit of the Company's financial statements. In order to form our opinion, we assessed whether those statements are reconciled with the financial statements and accounting records, as applicable, and whether their format and contents are in accordance with criteria determined in the CPC 09 Technical Pronouncement - Statement of Value Added. In our opinion, the statements of value added have been fairly prepared, in all material respects, in accordance with the criteria determined by the aforementioned Technical Pronouncement, and are consistent with the individual and consolidated financial statements taken as a whole. | |
Other information accompanying the individual and consolidated financial statements and the auditor's reports | |
Management is responsible for the other information comprising the management report. Our opinion on the individual and consolidated financial statements does not cover the management report and we do not express any form of assurance conclusion thereon. In connection with our audit of the individual and consolidated financial statements, our responsibility is to read the management report and, in doing so, consider whether the management report is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement on the management report, we are required to report that fact. We have nothing to report in this regard. | |
Responsibilities of Management and Those Charged with Governance for the Individual and Consolidated Financial Statements | |
Management is responsible for the preparation and fair presentation of the individual and consolidated financial statements in accordance with accounting practices adopted in Brazil and International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB), and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the individual and consolidated financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Company and its subsidiaries’ financial reporting process. |
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Auditors’ responsibilities for the audit of the individual and consolidated financial statements | |
Our objectives are to obtain reasonable assurance about whether the individual and consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Brazilian and International Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with Brazilian and International Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit.We also:
- Identify and assess the risks of material misstatement of the individual and consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
- Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the individual and consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
- Evaluate the overall presentation, structure and content of the individual and consolidated financial statements, including the disclosures, and whether the individual and consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the individual and consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit and, consequently, for the audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
São Paulo, March 2, 2020
KPMG Auditores Independentes CRC 2SP014428/O-6 Original report in Portuguese signed by Guilherme Nunes Accountant CRC 1SP195631/O-1 |
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