Financial risk management | 6. FINANCIAL RISK MANAGEMENT 6.1 General considerations and policies Risks and financial instruments are managed through policies, the definition of strategies and implementation of control systems, defined by the risk management committees of the entities of the group, and approved by the Company’s Board of Directors. The compliance of treasury financial instruments positions, including derivatives, in relation to these policies, is presented and assessed on a monthly basis by the Company’s Treasury Committee and subsequently submitted to the analysis of the Audit and Risk Management and Finance Committees, the Executive Committee and, if necessary, the Board of Directors. Risk management of the Company’s operations is performed by the Company’s Corporate Treasury, which is also responsible for approving short-term investments and borrowings transactions. Risk management of the subsidiaries Aesop, The Body Shop, Avon International and Natura &Co Latam is conducted by local treasury teams, subject to monitoring and approval of the Company’s Corporate Treasury. 6.2 Financial risk factors The Company’s activities expose them to several financial risks: market risks (including foreign currency and interest rate risks), credit risk and liquidity risk. The Company’s overall risk management program is focused on the unpredictability of financial markets and seeks to minimize potential adverse effects on the financial performance, using financial instruments to hedge certain risk exposures. The Company does not operate derivative instruments with the purpose of speculation. a) Market risks Market risks reflect the risks that the fair value or future cash flows of a financial instrument will fluctuate as a result of changes in market prices, including currency risk, interest rate risk and other price risks. The Company is exposed to market risks arising from their business activities. These market risks mainly comprise possible fluctuations in exchange and interest rates (detailed below in this note). Other price risks include, among others, exposures to financial instruments due to changes in commodity and raw material prices. Climatic aspects, such as the availability of natural raw material used in the products and/or significant changes in the cost of these items in view of their dependence on an environment conducive to harvesting and/or extraction in accordance with the sustainability assumptions and the commitments assumed by the Company with the environment may expose the Company to additional market risks that affect the entity's operations as well as the measurement and/or recoverability of financial instruments. As of December 31, 2021, the Company’s Management assessed these risks and concluded that they are not material. The disclosures about interest rate and liquidity risks discussed below also bring other considerations about sustainability and climate change issues. To hedge the current balance sheet positions of the Company against market risks, the following derivative instruments are used and consist of the balances in the following table, as of December 31, 2021 and 2020 Description Fair value (Level 2) Consolidated 2021 2020 Financial derivatives 516,386 1,857,869 Operating derivatives 251 (11,092 ) Total 516,637 1,846,777 b) Foreign exchange risk The Company is exposed to foreign exchange risk resulting from financial instruments and operations in currencies other than their functional currencies, as well as to operating cash flows in foreign currencies. To reduce this exposure, policies were implemented to hedge the Company from foreign exchange risk, which establish exposure levels related to these risks. The treasury procedures defined by the current policies include quarterly projection and assessment of the consolidated foreign exchange rate exposure of the Company, on which Management’s decision-making is based. The Company’s foreign exchange hedging policy considers the amounts of foreign currency of receivables and payables balances from commitments already assumed and recorded in the financial statements, as well as future cash flows, with a six Pursuant to the Foreign Exchange Hedging Policy, the derivatives entered into by the Company should eliminate the foreign exchange risk of financial instruments in currencies other than their functional currencies and should also limit losses due to exchange rate variation on future cash flows. To hedge from the foreign exchange exposures in relation to foreign currency, the Company enters transactions with derivative instruments such as swap and non-deliverable forward (“NDF” or "forward"). c) Derivative instruments to hedge foreign exchange rate risk The Company classifies derivatives between financial and operating derivatives. Financial derivatives include swaps or forwards engaged to hedge the foreign exchange risk the borrowing, financing, debt securities and intercompany borrowings denominated in foreign currency. Operating derivatives are used to hedge the foreign exchange risk from the business’s operating cash flows. As of December 31, 2021 and 2020 Financial derivatives Consolidated Fair value Gain (loss) of fair value adjustment Description 2021 2020 2021 2020 Swap agreement s: (a) Asset position: Long position - U.S. dollar 6,881,981 4,683,900 978,350 421,897 Liability position: Post-fixed CDI Rate: Short position in CDI (6,348,442 ) (2,803,797 ) (823,887 ) (172,885 ) Forward contracts (NDF): Liability position: Post-fixed CDI Rate: (137 ) - (137 ) - Short position at interbank rate (17,016 ) (22,234 ) 94 (16,778 ) Total net derivative instruments: 516,386 1,857,869 154,420 232,234 a) Swap transactions consist of swapping the exchange rate variation for a correction related to a percentage of the fluctuation of the Certificate of Bank Deposits (post-fixed CDI), in the case of Brazil. Below are the changes in net derivatives balances for the years ended on December 31, 2021 and 2020 Consolidated Balance as of December 31, 2019 725,572 Losses from swap and forward derivative contracts 1,090,299 Payment of funds due to settlement of derivative transactions – operating activity (211,722 ) Proceeds received due to settlements - financing activity 38,835 Exchange rate variation (OCI) 203,793 Balance as of December 31, 2020 1,846,777 Losses from swap and forward derivative contracts 441,554 Payment of funds due to settlement of derivative transactions – operational activity (1,570,584 ) Proceeds received due to settlements - financing activity 9,040 Exchange rate variation (OCI) (210,150 ) Balance as of December 31, 2021 516,637 For the derivative instruments held by the Company as of December 31, 2021 and 2020 Operating derivatives - Consolidated As of December 31, 2021 and 2020 Description Fair value 2021 2020 Net position in GBP and USD (404 ) (7,670 ) Forward contracts 655 (3,422 ) Total of derivative instruments, net 251 (11,092 ) Sensitivity analysis For the foreign exchange risk sensitivity analysis, the Company’s Management believes that it is important to consider, in addition to the assets and liabilities with exposure to fluctuations in exchange rates recorded in the balance sheet, the fair value of the financial instruments entered into by the Company to hedge certain exposures as of December 31, 2021 and 2020, as set forth in the table below: Consolidated 2021 2020 Borrowing and financing in foreign currency in Brazil (a) (5,897,015 ) (4,246,692 ) Trade accounts receivable in foreign currency in Brazil 307,433 236,782 Trade accounts payable in foreign currencies in Brazil (37,390 ) (14,459 ) Fair value of financial derivatives 6,882,499 4,680,478 Net asset exposure 1,255,527 656,109 (a) This analysis considers only financial assets and liabilities recorded in Brazil in foreign currency, since exposure to the foreign exchange rate variation in other countries is close to zero due to the strong currency and effectiveness of its derivatives, and it is considered that all other variables, especially interest rates, remain constant and do not consider any impact of the forecasted purchases and sales. The following table shows the projection of the incremental loss that would have been recognized in profit or loss for the subsequent year, if the current net foreign exchange exposure remains static, based on the following scenarios: Consolidated Parity - R$ vs US$ 5.5805 5.7021 4.2765 2.8510 Scenario Scenario Scenario I Scenario II Operation/Instrument Real Probable Depreciation 25% Depreciation 50% Assets denominated in US$ Fair value of “financial” derivatives 6,882,499 7,032,419 5,274,315 3,516,210 Trade accounts receivable in foreign currency in Brazil 307,433 314,130 235,597 157,065 Liabilities denominated in US$ Borrowing and financing in foreign currency in Brazil (5,897,015 ) (6,025,469 ) (4,519,102 ) (3,012,734 ) Trade accounts payable in foreign currencies in Brazil (37,390 ) (38,204 ) (28,653 ) (19,102 ) Impact on net income and shareholders’ equity 1,255,527 27,349 (293,370 ) (614,089 ) The probable scenario considers future US dollar rates for a 90 days-term. According to quotations obtained at the Brazilian Stock Exchange (“B 3 7 40 Derivative instruments designated for hedge accounting The Company formally designated its operations subject to hedge accounting for derivative instruments to hedge borrowings denominated in foreign currency and other expenses of Company, for derivative instruments contracted to hedge the purchase of nationalized materials of subsidiary Natura Indústria and for derivative instruments contracted to hedge the operating cash flows from subsidiary The Body Shop’s foreign currency purchase and sales transactions. During the year ended December 31, 2021, the Company designated the derivative instruments (forward swap) acquired in May 2021 for the hedge accounting aiming to protect against the variability of cash flow attributable to the Company’s ESG Notes issued on such date (see note 19.1 The positions of derivative instruments designated as outstanding cash flow hedge on December 31, 2021 are set out below: Cash flow hedge instrument – Consolidated Other comprehensive income Hedged item Notional currency Fair value Accumulated contract gain (loss) Gain (loss) in the period Currency Swap – US$/R$ Currency BRL 533,539 64,145 (215,944 ) Forward agreements (The Body Shop and Avon) Currency BRL - - 5,173 Forward contract (Natura Indústria) Currency BRL (129 ) (129 ) 621 Total 533,410 64,016 (210,150 ) The changes in cash flow hedge reserve recorded in OCI are shown below: Consolidated Cash flow hedge balance as of December 31, 2019 42,729 Change in the fair value of hedge instrument recognized in OCI 178,006 Tax effects on fair value of hedge instrument (61,658 ) Cash flow hedge balance as of December 31, 2020 159,077 Change in the fair value of hedge instrument recognized in OCI (210,150 ) Tax effects on fair value of hedge instrument 72,939 Cash flow hedge balance as of December 31, 2021 21,866 The Company designates as cash flow hedge the derivative instruments used to offset variations arising from foreign currency exposure, in the fair value of contracted debts, other than the functional currency and in the projected operating cash flows in foreign currency. d) Interest rate risk The interest rate risk arises from short and long-term investments, borrowing, financing and debentures. Financial instruments issued at variable rates expose the Company to cash flow risk associated with interest rate. Financial instruments issued at fixed rates expose the Company to the fair value risk associated with the interest rate. The Company’s cash flow risk associated with interest rate arises from short-term and long-term investments, borrowing and financing issued at floating rates. The Company’s Management holds, for the most part, the indexes of its exposures to deposit and lending interest rates tied to floating rates. Short-term investments are adjusted by the Certificate of bank deposits (“CDI”) whereas borrowing and financing are adjusted by the CDI and fixed rates, according to the contracts entered into with financial institutions and through the negotiation of securities with investors in that market. Additionally, the Company considered potential aspects related to sustainability and climate change commitments as part of the risks to which it is exposed in relation to the interest rate on financial instruments, except for the risks associated with the ESG notes (disclosed in item (f) below), there is no exposure to material risks which should be subject to specific disclosure. Sensitivity analysis As of December 31, 2021, there are borrowing, financing, and debentures contracts denominated in foreign currency that are linked to interest swap agreements, changing the liability index rate to the CDI variation. Accordingly, the risk of the Company becomes the exposure to the variation of the CDI. The following table presents the exposure to interest rate risks of transactions related to CDI, including derivative transactions (borrowing, financing and debentures in Brazil were considered in full, given that 99.4% of the amount is related to the CDI): Consolidated Total borrowing, financing, and debentures - in local currency (note 20 (6,914,117 ) Operations in foreign currency with derivatives related to CDI (a) (5,802,715 ) Short-term investments (notes 7 8 2,636,599 Net exposure (10,080,233 ) a) Refers to transactions involving derivatives related to CDI to hedge the borrowing, financing and debentures arrangements raised in foreign currency in Brazil. The sensitivity analysis considers the exposure of borrowing and financing, net of short-term investments, linked to CDI (notes 7 and 8). The following tables show the projection of incremental loss that would have been recognized in profit or loss for the following year, assuming that the current net liability exposure is static and the following scenarios: Description Company Risk Probable scenario Scenario II Scenario III Consolidated Net liability Rate increase (110,883 ) (369,189 ) (627,495 ) The probable scenario considers future interest rates for 90 days-term, according to B 3 e) Credit risk Credit risk refers to risk of a counterparty not complying with its contract obligations, which would result in financial losses for the Company. The Company’s sales are made to a high number of Natura and Avon Consultants and this risk is managed through a credit granting process. The result of this management is reflected in the “allowance for expected credit losses” in “trade receivables”, as shown in note 9 The Company is also subject to credit risks related to financial instruments entered for the management of its business, mainly represented by cash and cash equivalents, short-term investments and derivative instruments. The Company believes that the credit risk of transactions with financial institutions is low, as these are considered as first tier by the Management. The short-term investments policy adopted by the Company’s Management establishes the financial institutions with which the Company is allowed to do business, in addition to defining limits on funds allocation percentages and absolute amounts that may be allocated in each of these financial institutions. f) Liquidity risk Prudent liquidity risk management implies maintaining sufficient cash, short-term investments, funds available through credit facilities and the ability to settle market positions. Management monitors the Company’s liquidity level considering the expected cash flows in exchange for unused credit facilities, as shown in the following table: Consolidated 2021 2020 Total current assets 17,449,877 18,734,820 Total current liabilities (13,693,877 ) (16,159,586 ) Total net working capital 3,756,000 2,575,234 As of December 31, 2021, the carrying amount of financial liabilities, measured using the amortized cost method, considering interest payments at a floating rate and the value of debt securities reflecting the forward market interest rates, may be changed due to the variation in floating interest rates. Their corresponding maturities, considering that the Company is in compliance with contractual covenants, are evidenced below: Consolidated Less than one One five Over five Total expected cash flow Interest to be accrued Carrying amount Borrowing, financing and debentures 1,339,240 7,288,382 7,495,223 16,122,845 (3,406,013 ) 12,716,832 Lease liability 1,154,697 2,086,269 829,511 4,070,477 (522,615 ) 3,547,862 Trade accounts payables, related parties and reverse factoring operations 6,770,579 - - 6,770,579 - 6,770,579 Dividends payable 180,772 - - 180,772 - 180,772 The Company had a secured credit facility of up to seventy 2020 2021 In April 2021, a new credit facility in the amount of one 19.1 Matters related to climatic factors and other sustainability commitments assumed may expose the Company to possible risks related to its financial instruments, especially related to the potential variability of cash flows required to settle obligations with third parties on financing that involve such commitments. On May 4, 2021, subsidiary Natura Cosméticos concluded the offer of the notes linked to the sustainability goals subject to interest of 4.125% p.a. and with maturity date on May 3, 2028 (“ESG Notes”) in the total principal amount of US$1 billion, and these are guaranteed by the Company. For this offer of notes, derivative instruments were contracted for hedging purposes. The targets, to be met by 2026 6.3 Covid- 19 The Company is monitoring the evolution of the Covid- 19 2020 In view of this scenario, the Company’s Management reviews the recoverability expectations of its financial and non-financial assets in the preparation of this financial statements, considering the most recent information available and reflected in the Company’s business plans. During the years of 2021 2020 2020 On a supplementary basis, considering the uncertainties associated with the adversities observed in the economic scenario, the Management also assesses the possible effects on the consolidated financial statements, as discussed below: 6.3.1 The Company’s and its subsidiaries’ businesses were mainly affected by the pandemic during 2020 6.3.2 credit losses The Company assesses the impact of the pandemic on trade accounts receivable, due to the possibility of increasing credit risk, with the aim of ensuring the sustainability of the chain and supporting its customer network. Changes in allowances for expected credit losses are presented in Note 9 6.3.3 Retail operations (mainly composed of physical stores) are not considered essential by government authorities, which led to the closure of part of these locations during different periods of 2020 2021 19 6.3.4 The Company renegotiated contracts and obtained discounts on store lease payments, mainly during the year ended December 31, 2020, as mentioned in note 19 6.3.5 Company’s Management concluded that there are no material uncertainties that could cast significant doubt about its ability to continue operating indefinitely. 6.3.6 The Company used part of the resources from private funding and capital increase (see notes 20 25 19 2020 6.4 Cyber-incident In June 2020, the subsidiary Avon became aware that it was exposed to a cyber-incident in its Information Technology (“IT”) environment that interrupted some systems and partially affected Avon’s operations. Avon involved leading external experts in cybersecurity and general IT controls, initiating a comprehensive containment and correction effort, as well as a forensic investigation. By mid-August, Avon had reestablished all its main business processes and resumed operations in all of its markets, including all of its distribution centers. The cyber incident did not have a significant impact on the revenue performance of the subsidiary for the year ended December 31, 2020, despite having resulted in a phasing of the subsidiary’s revenue from the second to the third quarter of 2020 Although it has no indication that the accuracy and completeness of any financial information has been affected as a result of the incident, the subsidiary has performed extensive procedures to validate the accuracy and completeness of its financial information. 6.5 Capital management The Company’s capital management objectives are to ensure that the Company is continuously capable of offering return to its shareholders and benefits to other stakeholders, in addition to maintaining an ideal capital structure to reduce this capital cost. The Company monitors capital based on the financial leverage ratios. This ratio corresponds to the net debt divided by EBITDA. The net debt corresponds to total borrowing and financing (including short and long-term borrowing and financing, as shown in the consolidated balance sheet), deducted from cash and cash equivalents and short-term investments (except for “ Crer Para Ver 6.6 Fair value estimate Financial instruments that are measured at fair value at the reporting dated as prescribed by IFRS 13 46 ➢ Level 1 ➢ Level 2 1 ➢ Level 3 The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2021 and 2020 Consolidated Carrying amount Fair value Note Classification by category Fair value hierarchy 2021 2020 2021 2020 Financial assets Cash and cash equivalent 7 Cash and banks Amortized cost Level 2 3,349,398 4,436,576 3,349,398 4,436,576 Certificate of bank deposits Amortized cost Level 2 7,639 808,988 7,639 808,988 Repurchase operations Fair value through profit or loss Level 2 650,220 576,108 650,220 576,108 4,007,257 5,821,672 4,007,257 5,821,572 Short-term investments 8 Government securities Fair value through profit or loss Level 2 435,898 864,940 435,898 864,940 Restricted cash Fair value through profit or loss Level 2 44 40,425 44 40,425 Financial treasury bills Fair value through profit or loss Level 2 646,586 505,152 646,586 505,152 Loan investment fund Fair value through profit or loss Level 2 896,212 817,253 896,212 817,253 DBV Fund Fair value through profit or loss Level 3 36,921 16,104 36,921 16,104 Certificate of bank deposits Fair value through profit or loss Level 2 - 292,878 - 292,878 2,015,661 2,536,752 2,015,661 2,536,752 Trade receivables 9 Amortized cost Level 2 3,476,359 3,597,535 3,476,359 3,597,535 Judicial deposits 13 Amortized cost Level 2 585,284 566,190 585,284 566,190 Carbon Credits 15 Fair value through profit or loss Level 2 11,479 4,097 11,479 4,097 Sublease receivables 15 Amortized cost Level 2 347,174 357,538 347,174 357,538 Receivables from service providers 15 Amortized cost Level 1 162,268 135,030 - 135,030 4,582,564 4,660,390 4,582,564 4,660,390 Financial and operating derivatives Fair value – Hedge accounting instruments Level 2 533,410 1,768,122 533,410 1,768,122 Financial and operating derivatives Fair value through profit or loss Level 2 441,719 139,856 441,719 139,856 975,129 1,907,978 975,129 1,907,978 Financial liabilities Borrowing, financing and debentures 20 Borrowing in local currency Amortized cost Level 2 (6,914,117 ) (9,591,809 ) (2,100,465 ) (9,466,921 ) Foreign currency borrowings Amortized cost Level 2 (5,802,715 ) (4,231,104 ) (5,755,272 ) (4,459,081 ) (12,716,832 ) (13,822,913 (7,855,737 ) (13,926,002 ) Carbon credits Fair value through profit or loss Level 2 (19,511 ) (5,560 ) (19,511 ) (5,560 ) Financial and operating derivatives Fair value through profit or loss Level 2 (458,492 ) (61,201 ) (458,492 ) (61,201 ) Lease 19 Amortized cost Level 2 (3,547,862 ) (3,858,455 ) (3,547,862 ) (3,858,455 ) Trade payable and reverse factoring operations 21 Amortized cost Level 2 (6,770,579 ) (6,774,205 ) (6,770,579 ) (6,774,205 ) Insurance payable 24 Amortized cost Level 2 (127,413 ) (159,094 ) (127,413 ) (159,094 ) Dividends payable 25 Amortized cost Level 2 (180,772 ) - (180,772 ) - When measuring, the carrying amount represents a reasonable approximate fair value, as described below: (i) the cash and cash equivalents, trade accounts receivable, accounts payable to suppliers and other current liabilities balances are equivalent to their book values, mainly due to the short-term maturities of these instruments. (ii) the short-term investment balances measured at (a) amortized cost approximate their fair values as the operations are carried out at floating interest rates and (b) fair value against profit or loss consider the rates agreed between the parties upon contracting investments, including market information that render this calculation possible; (iii) the carrying amounts of borrowing, financing and debentures are measured at their amortized cost and disclosed at fair value, which does not differ materially from carrying amounts as the agreed interest rates are consistent with current market rates; and (iv) The fair value of foreign exchange rate derivatives (swap and forward) is determined based on future exchange rates at the reporting date, with the resulting value discounted to present value. The fair value of the investment in the Dynamo Beauty Ventures Ltd. (“DBV”) Fund, classified at level 3 There were no transfers between measurement levels in the fair value hierarchy for the year ended December 31, 2021 and 2020 |