Form 6-K Fibria Celulose S.A. For: Oct 31
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Dated October 31, 2016
Commission File Number: 1-15018
Fibria Celulose S.A.
Fidêncio Ramos, 302 3rd and (part of) 4th floors
Edifício Vila Olímpia, Torre B, Bairro Vila Olímpia
04551-010, São Paulo, SP, Brazil
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F: x Form 40-F: 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)):
Yes: o No: x
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)):
Yes: o No: x
(Indicate by check mark whether the registrant 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):
Fibria Celulose S.A.
Unaudited consolidated interim financial information at September 30, 2016
and Report on Review of Interim
Financial Information
REPORT ON REVIEW OF CONSOLIDATED INTERIM FINANCIAL INFORMATION
To the Board of Directors and Shareholders
Fibria Celulose S.A
São Paulo SP
Introduction
We have reviewed the accompanying consolidated interim accounting information of Fibria Celulose S.A., for the quarter ended September 30, 2016, comprising the balance sheet at that date, the statements of income and comprehensive income for the quarter and nine-month period then ended, the statements of changes in equity and cash flows for the nine-month period then ended, and a summary of significant accounting policies and other explanatory information.
Management is responsible for the preparation of the consolidated interim accounting information in accordance with the Deliberation CVM 673/11 (which approved accounting standard CPC 21(R1) - Interim Financial Reporting), and International Accounting Standard (IAS) 34 - Interim Financial Reporting issued by the International Accounting Standards Board (IASB). Our responsibility is to express a conclusion on this interim accounting information based on our review.
Scope of the review
We conducted our review in accordance with Brazilian and International Standards on Reviews of Interim Financial Information (Brazilian audit standard NBC TR 2410, wholly converged to ISRE 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Brazilian and International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion on the consolidated interim information
Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim accounting information referred to above has not been prepared, in all material respects, in accordance with Deliberation CVM 673/11 and IAS 34.
Prior year and period corresponding balances
The amounts corresponding to the financial statements for the year ended December 31, 2015, and to the interim accounting information for the quarter ended on September 30, 2015, presented for comparison purposes, were audited by other auditors who issued reports dated January 27, 2016 and October 22, 2015, respectively, without qualification.
São Paulo, October 25, 2016.
BDO RCS Auditores Independentes SS
CRC 2SP 013846/O-1
Eduardo Affonso de Vasconcelos
Accountant CRC-1SP166001/O-3
Francisco de Paula dos Reis Júnior
Accountant CRC 1 SP 139268/O-6
Fibria Celulose S.A.
Unaudited consolidated interim balance sheet at |
In thousands of Reais |
Assets |
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Current |
|
|
|
|
|
Cash and cash equivalents (Note 7) |
|
1,133,852 |
|
1,077,651 |
|
Marketable securities (Note 8) |
|
2,371,858 |
|
1,411,864 |
|
Derivative financial instruments (Note 9) |
|
199,836 |
|
26,795 |
|
Trade accounts receivable, net (Note 10) |
|
474,778 |
|
742,352 |
|
Inventory (Note 11) |
|
1,787,650 |
|
1,571,146 |
|
Recoverable taxes (Note 12) |
|
224,069 |
|
462,487 |
|
Other assets |
|
190,703 |
|
168,283 |
|
|
|
|
|
|
|
|
|
6,382,746 |
|
5,460,578 |
|
|
|
|
|
|
|
Non-current |
|
|
|
|
|
Marketable securities (Note 8) |
|
70,661 |
|
68,142 |
|
Derivative financial instruments (Note 9) |
|
315,248 |
|
273,694 |
|
Related parties receivables (Note 14) |
|
9,739 |
|
11,714 |
|
Recoverable taxes (Note 12) |
|
1,610,412 |
|
1,511,971 |
|
Advances to suppliers |
|
640,747 |
|
630,562 |
|
Judicial deposits |
|
192,156 |
|
195,344 |
|
Deferred taxes (Note 13) |
|
1,122,895 |
|
2,399,213 |
|
Assets held for sale (Note 1(b)) |
|
598,257 |
|
598,257 |
|
Other assets |
|
108,218 |
|
92,714 |
|
|
|
|
|
|
|
Investments (Note 15) |
|
117,170 |
|
137,771 |
|
Biological assets (Note 16) |
|
4,323,741 |
|
4,114,998 |
|
Property, plant and equipment (Note 17) |
|
11,990,534 |
|
9,433,386 |
|
Intangible assets (Note 18) |
|
4,584,105 |
|
4,505,634 |
|
|
|
|
|
|
|
|
|
25,683,883 |
|
23,973,400 |
|
|
|
|
|
|
|
Total assets |
|
32,066,629 |
|
29,433,978 |
|
Fibria Celulose S.A.
Unaudited consolidated interim balance sheet at |
|
In thousands of Reais |
(continued) |
Liabilities and shareholders equity |
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Current |
|
|
|
|
|
Loans and financing (Note 19) |
|
1,509,772 |
|
1,072,877 |
|
Derivative financial instruments (Note 9) |
|
250,750 |
|
302,787 |
|
Trade payables (Note 20) |
|
1,342,709 |
|
668,017 |
|
Payroll, profit sharing and related charges |
|
155,964 |
|
170,656 |
|
Taxes payable |
|
137,944 |
|
564,439 |
|
Dividends payable |
|
4,126 |
|
86,288 |
|
Other payables |
|
113,058 |
|
90,235 |
|
|
|
|
|
|
|
|
|
3,514,323 |
|
2,955,299 |
|
|
|
|
|
|
|
Non-current |
|
|
|
|
|
Loans and financing (Note 19) |
|
12,682,567 |
|
11,670,955 |
|
Derivative financial instruments (Note 9) |
|
268,410 |
|
825,663 |
|
Deferred taxes (Note 13) |
|
371,522 |
|
270,996 |
|
Provision for legal proceeds (Note 21) |
|
185,753 |
|
165,325 |
|
Liabilities related to the assets held for sale (Note 1(b)) |
|
477,000 |
|
477,000 |
|
Other payables |
|
237,574 |
|
253,420 |
|
|
|
|
|
|
|
|
|
14,222,826 |
|
13,663,359 |
|
|
|
|
|
|
|
Total liabilities |
|
17,737,149 |
|
16,618,658 |
|
|
|
|
|
|
|
Shareholders equity |
|
|
|
|
|
Share capital |
|
9,729,006 |
|
9,729,006 |
|
Share capital reserve |
|
10,186 |
|
15,474 |
|
Treasury shares |
|
(10,378 |
) |
(10,378 |
) |
Statutory reserves |
|
1,625,977 |
|
1,639,901 |
|
Other reserves |
|
1,159,634 |
|
1,378,365 |
|
Retained earnings |
|
1,747,103 |
|
|
|
|
|
|
|
|
|
Equity attributable to shareholders of the Company |
|
14,261,528 |
|
12,752,368 |
|
|
|
|
|
|
|
Equity attributable to non-controlling interests |
|
67,952 |
|
62,952 |
|
|
|
|
|
|
|
Total shareholders equity |
|
14,329,480 |
|
12,815,320 |
|
|
|
|
|
|
|
Total liabilities and shareholders equity |
|
32,066,629 |
|
29,433,978 |
|
The accompanying notes are an integral part of these unaudited consolidated interim financial information.
Fibria Celulose S.A.
Unaudited consolidated interim statement of profit or loss
In thousands of Reais, except for the earnings per share
|
|
2016 |
|
2015 |
| ||||
|
|
July 1 to |
|
September 30, |
|
July 1 to |
|
September 30, |
|
|
|
|
|
|
|
|
|
|
|
Revenues (Note 22) |
|
2,299,846 |
|
7,081,010 |
|
2,789,667 |
|
7,096,052 |
|
Cost of sales (Note 24) |
|
(1,849,485 |
) |
(5,016,556 |
) |
(1,533,244 |
) |
(4,246,565 |
) |
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
450,361 |
|
2,064,454 |
|
1,256,423 |
|
2,849,487 |
|
|
|
|
|
|
|
|
|
|
|
Selling expenses (Note 24) |
|
(114,549 |
) |
(345,528 |
) |
(110,590 |
) |
(312,558 |
) |
General and administrative (Note 24) |
|
(68,285 |
) |
(201,507 |
) |
(65,805 |
) |
(194,807 |
) |
Equity in results of joint-venture |
|
31 |
|
(758 |
) |
(6 |
) |
744 |
|
Other operating income and expense, net (Note 24) |
|
(27,574 |
) |
(175,854 |
) |
(43,935 |
) |
(83,070 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(210,377 |
) |
(723,647 |
) |
(220,336 |
) |
(589,691 |
) |
|
|
|
|
|
|
|
|
|
|
Income before financial income and expenses |
|
239,984 |
|
1,340,807 |
|
1,036,087 |
|
2,259,796 |
|
|
|
|
|
|
|
|
|
|
|
Financial income (Note 23) |
|
88,573 |
|
189,557 |
|
51,191 |
|
132,182 |
|
Financial expenses (Note 23) |
|
(211,157 |
) |
(534,503 |
) |
(150,827 |
) |
(397,946 |
) |
Result of derivative financial instruments, net (Note 23) |
|
(31,492 |
) |
683,334 |
|
(570,507 |
) |
(889,479 |
) |
Foreign exchange loss and indexation charges, net (Note 23) |
|
(49,271 |
) |
1,475,123 |
|
(1,687,242 |
) |
(2,627,044 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(203,347 |
) |
1,813,511 |
|
(2,357,385 |
) |
(3,782,287 |
) |
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
36,637 |
|
3,154,318 |
|
(1,321,298 |
) |
(1,522,491 |
) |
|
|
|
|
|
|
|
|
|
|
Income taxes |
|
|
|
|
|
|
|
|
|
Current (Note 13) |
|
(13,765 |
) |
(36,076 |
) |
(68,501 |
) |
(147,102 |
) |
Deferred (Note 13) |
|
8,794 |
|
(1,363,108 |
) |
788,373 |
|
1,116,594 |
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
31,666 |
|
1,755,134 |
|
(601,426 |
) |
(552,999 |
) |
|
|
|
|
|
|
|
|
|
|
Attributable to |
|
|
|
|
|
|
|
|
|
Shareholders of the Company |
|
28,637 |
|
1,747,103 |
|
(605,674 |
) |
(563,286 |
) |
|
|
|
|
|
|
|
|
|
|
Non-controlling interest |
|
3,029 |
|
8,031 |
|
4,248 |
|
10,287 |
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
31,666 |
|
1,755,134 |
|
(601,426 |
) |
(552,999 |
) |
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share (in Reais) (Note 25(a)) |
|
0.05 |
|
3.16 |
|
(1.09 |
) |
(1.02 |
) |
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share (in Reais) (Note 25(b)) |
|
0.05 |
|
3.15 |
|
(1.09 |
) |
(1.02 |
) |
The accompanying notes are an integral part of these unaudited consolidated interim financial information.
Fibria Celulose S.A.
Unaudited consolidated interim statement of comprehensive income
In thousands of Reais
|
|
2016 |
|
2015 |
| ||||
|
|
July 1 to |
|
September 30, |
|
July 1 to |
|
September 30, |
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
31,666 |
|
1,755,134 |
|
(601,426 |
) |
(552,999 |
) |
|
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
|
|
|
Items that may be subsequently reclassified to profit or loss |
|
|
|
|
|
|
|
|
|
Foreign exchange effect on available-for-sale financial assets Ensyn |
|
1,166 |
|
(21,096 |
) |
22,194 |
|
33,577 |
|
Tax effect thereon |
|
(397 |
) |
7,172 |
|
(7,546 |
) |
(11,416 |
) |
|
|
|
|
|
|
|
|
|
|
Total other comprehensive income (loss) for the period, net of taxes |
|
769 |
|
(13,924 |
) |
14,648 |
|
22,161 |
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the period, net of taxes |
|
32,435 |
|
1,741,210 |
|
(586,778 |
) |
(530,838 |
) |
|
|
|
|
|
|
|
|
|
|
Attributable to |
|
|
|
|
|
|
|
|
|
Shareholders of the Company |
|
29,406 |
|
1,733,179 |
|
(591,026 |
) |
(541,125 |
) |
Non-controlling interest |
|
3,029 |
|
8,031 |
|
4,248 |
|
10,287 |
|
|
|
|
|
|
|
|
|
|
|
|
|
32,435 |
|
1,741,210 |
|
(586,778 |
) |
(530,838 |
) |
The accompanying notes are an integral part of these unaudited consolidated interim financial information.
Fibria Celulose S.A.
Unaudited interim statement of changes in shareholders equity
In thousands of Reais
|
|
Capital |
|
|
|
|
|
Other reserves |
|
Statutory reserves |
|
|
|
|
|
|
|
|
| ||||||
|
|
Capital |
|
Share |
|
Capital |
|
Treasury |
|
Other |
|
Legal |
|
Investments |
|
Additional |
|
Retained |
|
Total |
|
Non-controlling |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31, 2014 |
|
9,740,777 |
|
(11,771 |
) |
3,920 |
|
(10,346 |
) |
1,613,312 |
|
311,579 |
|
2,916,566 |
|
|
|
|
|
14,564,037 |
|
51,668 |
|
14,615,705 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(563,286 |
) |
(563,286 |
) |
10,287 |
|
(552,999 |
) |
Other comprehensive income |
|
|
|
|
|
|
|
|
|
22,161 |
|
|
|
|
|
|
|
|
|
22,161 |
|
|
|
22,161 |
|
|
|
|
|
|
|
|
|
|
|
22,161 |
|
|
|
|
|
|
|
(563,286 |
) |
(541,125 |
) |
10,287 |
|
(530,838 |
) |
Transactions with shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repurchase of shares |
|
|
|
|
|
|
|
(32 |
) |
|
|
|
|
|
|
|
|
|
|
(32 |
) |
|
|
(32 |
) |
Dividends distributed |
|
|
|
|
|
|
|
|
|
|
|
|
|
(110,854 |
) |
|
|
|
|
(110,854 |
) |
|
|
(110,854 |
) |
Stock option program |
|
|
|
|
|
7,909 |
|
|
|
|
|
|
|
|
|
|
|
|
|
7,909 |
|
|
|
7,909 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at September 30, 2015 |
|
9,740,777 |
|
(11,771 |
) |
11,829 |
|
(10,378 |
) |
1,635,473 |
|
311,579 |
|
2,805,712 |
|
|
|
(563,286 |
) |
13,919,935 |
|
61,955 |
|
13,981,890 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31, 2015 |
|
9,740,777 |
|
(11,771 |
) |
15,474 |
|
(10,378 |
) |
1,639,901 |
|
328,689 |
|
830,945 |
|
218,731 |
|
|
|
12,752,368 |
|
62,952 |
|
12,815,320 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,747,103 |
|
1,747,103 |
|
8,031 |
|
1,755,134 |
|
Other comprehensive loss |
|
|
|
|
|
|
|
|
|
(13,924 |
) |
|
|
|
|
|
|
|
|
(13,924 |
) |
|
|
(13,924 |
) |
|
|
|
|
|
|
|
|
|
|
(13,924 |
) |
|
|
|
|
|
|
1,747,103 |
|
1,733,179 |
|
8,031 |
|
1,741,210 |
|
Transactions with shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends distributed |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(218,731 |
) |
|
|
(218,731 |
) |
|
|
(218,731 |
) |
Stock option program |
|
|
|
|
|
(5,288 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(5,288 |
) |
|
|
(5,288 |
) |
Additional dividends declared - non-controlling interest - Portocel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3,031 |
) |
(3,031 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at September 30, 2016 |
|
9,740,777 |
|
(11,771 |
) |
10,186 |
|
(10,378 |
) |
1,625,977 |
|
328,689 |
|
830,945 |
|
|
|
1,747,103 |
|
14,261,528 |
|
67,952 |
|
14,329,480 |
|
The accompanying notes are an integral part of these consolidated interim financial information.
Fibria Celulose S.A.
Unaudited consolidated interim statement of cash flows
In thousands of Reais
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
3,154,318 |
|
(1,522,491 |
) |
|
|
|
|
|
|
Adjusted by |
|
|
|
|
|
Depreciation, depletion and amortization |
|
1,359,388 |
|
1,361,642 |
|
Depletion of timber resources from forestry partnership programs |
|
43,462 |
|
48,714 |
|
Foreign exchange (gains) losses, net |
|
(1,475,123 |
) |
2,627,044 |
|
Change in fair value of derivative financial instruments |
|
(683,334 |
) |
889,479 |
|
Equity in results of joint-venture |
|
758 |
|
(744 |
) |
Loss on disposal of property, plant and equipment and biological assets, net |
|
22,127 |
|
15,665 |
|
Interest and gain/losses from marketable securities |
|
(118,494 |
) |
(64,406 |
) |
Interest expense |
|
426,776 |
|
329,689 |
|
Change in fair value of biological assets |
|
108,014 |
|
(29,831 |
) |
Impairment of recoverable taxes - ICMS, net |
|
74,701 |
|
61,084 |
|
Stock option program |
|
(5,288 |
) |
7,909 |
|
Tax credits |
|
(8,962 |
) |
|
|
Amortization of transaction costs and other |
|
14,883 |
|
4,126 |
|
|
|
|
|
|
|
Decrease (increase) in assets |
|
|
|
|
|
Trade accounts receivable |
|
168,033 |
|
209,153 |
|
Inventory |
|
(141,419 |
) |
(220,193 |
) |
Recoverable taxes |
|
85,574 |
|
(260,544 |
) |
Other assets/advances to suppliers |
|
(68,721 |
) |
(49,458 |
) |
|
|
|
|
|
|
Increase (decrease) in liabilities |
|
|
|
|
|
Trade payables |
|
705,831 |
|
(43,305 |
) |
Taxes payable |
|
(366,602 |
) |
8,551 |
|
Payroll, profit sharing and related charges |
|
(14,693 |
) |
12,739 |
|
Other payables |
|
25,670 |
|
34,449 |
|
|
|
|
|
|
|
Cash provided by operating activities |
|
3,306,899 |
|
3,419,272 |
|
|
|
|
|
|
|
Interest received |
|
109,669 |
|
59,064 |
|
Interest paid |
|
(359,539 |
) |
(264,469 |
) |
Income taxes paid |
|
(90,804 |
) |
(50,941 |
) |
|
|
|
|
|
|
Net cash provided by operating activities |
|
2,966,225 |
|
3,162,926 |
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
Acquisition of property, plant and equipment, intangible assets and forests |
|
(4,380,310 |
) |
(1,253,489 |
) |
Advances for acquisition of timber from forestry partnership program |
|
(53,724 |
) |
(22,299 |
) |
Subsidiary incorporation - Fibria Innovations |
|
|
|
(11,630 |
) |
Marketable securities, net |
|
(953,688 |
) |
(602,294 |
) |
Capital increase on joint-venture |
|
(3,267 |
) |
|
|
Proceeds from sale of property, plant and equipment |
|
8,798 |
|
32,084 |
|
Derivative transactions settled (Note 9(c)) |
|
(140,553 |
) |
(305,890 |
) |
Others |
|
|
|
(8 |
) |
|
|
|
|
|
|
Net cash used in investing activities |
|
(5,522,744 |
) |
(2,163,526 |
) |
Fibria Celulose S.A. |
|
|
|
Unaudited consolidated interim statement of cash flows |
|
In thousands of Reais |
(continued) |
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
Borrowings |
|
5,225,097 |
|
1,965,416 |
|
Repayments of principal |
|
(2,175,817 |
) |
(1,095,233 |
) |
Dividends paid |
|
(303,926 |
) |
(149,350 |
) |
Others |
|
(3,660 |
) |
(1,190 |
) |
|
|
|
|
|
|
Net cash provided by financing activities |
|
2,741,694 |
|
719,643 |
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents |
|
(128,974 |
) |
417,016 |
|
|
|
|
|
|
|
Net increase in cash and cash equivalents |
|
56,201 |
|
2,136,059 |
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
1,077,651 |
|
461,067 |
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
1,133,852 |
|
2,597,126 |
|
The accompanying notes are an integral part of these unaudited consolidated interim financial information.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
1 Operations and current developments
(a) General information
Fibria Celulose S.A. is incorporated under the laws of the Federal Republic of Brazil, as a publicly-held company. Fibria Celulose S.A. and its subsidiaries are referred to in this consolidated interim financial information as the Company, Fibria, or we. We have the legal status of a share corporation, operating under Brazilian corporate law. Our headquarter and principal executive officers are located in São Paulo, SP, Brazil.
We are listed on the stock exchange of São Paulo (BM&FBOVESPA) and the New York Stock Exchange (NYSE) and we are subject to the reporting requirements of the Brazilian Comissão de Valores Mobiliários (CVM) and the United States Securities and Exchange Commission (SEC).
Our activities are focused on the growth of renewable and sustainable forests and the manufacture and sale of bleached eucalyptus kraft pulp. Forests in formation are located in the States of São Paulo, Mato Grosso do Sul, Minas Gerais, Rio de Janeiro, Espírito Santo, Bahia and Rio Grande do Sul.
We operate in a single operating segment, which is the producing and selling of short fiber pulp, with our pulp production facilities located in the cities of Aracruz (State of Espírito Santo), Três Lagoas (State of Mato Grosso do Sul), Jacareí (State of São Paulo) and Eunápolis (State of Bahia) (Veracel Celulose S.A. (Veracel), a jointly- controlled entity).
The pulp produced for export is delivered to customers by sea vessels on the basis of long-term contracts with the owners of these vessels, through the ports of Santos, located in the State of São Paulo (operated under a concession from Federal Government until 2017) and Barra do Riacho, located in the State of Espírito Santo (operated by our subsidiary Portocel - Terminal Especializado Barra do Riacho S.A.).
On December 9, 2015, we participated in the public auction nº 03/2015, promoted by Agência Nacional de Transportes Aquaviários - ANTAQ, a regulatory agency, for the leasing of the public areas and infrastructures for handling and storage of paper, pulp and general cargo, for 25 years (renewable for 25 years). The Company was awarded the contract based on its proposal for the Macuco Terminal (STS07), located in the port of Santos, State of São Paulo, in the amount of R$ 115,047, which the approval of the public auction and the adjudication were published in the Federal Official Gazette on March 2, 2016. On September 29, 2016, we signed the instrument of investiture of the terminal.
With the approval of the result and based on the standards ICPC 01 (R1) / IFRIC 12 - Service Concession Arrangements and OCPC 05 - Concession Contracts, the subsidiary Fibria Terminal de Celulose de Santos SPE S.A., recently established by the Company for the administration of Macuco Terminal, recognized on March 2016, the amount of R$ 115,047 related to the grant concession rights into the group of Intangible assets, which will be amortized over the concession period.
The main investments according to the contract include:
(i) a new storage facility, handling and transshipment of cargo equipment, with static capacity of 75,000 tons at least, ensuring the movement of 1,800,000 tons of pulp bales per year; and,
(ii) the implementation of new railway lines for access to port facilities.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
The startup of the terminal is expected for the second semester of 2017.
In May 2016, we started the acquisition of hardwood pulp produced by Klabin S.A. (Klabin), at its plant located in the city of Ortigueira, in the state of Paraná, as supply agreement signed between the parties and subject of disclosure to the market on May 4, 2015.
The agreement term is six years from the beginning of the plant operations (which may be extended upon agreement between the parties), being four years at a minimum volume of 900,000 tons of short fiber pulp (except if otherwise agreed between the parties) and two years of a gradual reduction of volume (phase out), equivalents to, respectively, 75% and 50% of the volume delivered in the fourth year of the agreement. The purchase price of the volume from Klabin will be based on the average net price charged by the Company and the volume acquired might be sold for countries outside South America.
(b) Non-current assets held for sale Losango project assets
On December 28, 2012, the Company and CMPC Celulose Riograndense Ltda. (CMPC) signed the definitive Purchase and Sale Agreement for the sale of all of the Losango project assets, comprising approximately 100 thousand hectares of land owned by Fibria and approximately 39 thousand hectares of planted eucalyptus and leased land, all located in the State of Rio Grande do Sul, in the amount of R$615 million.
The amount of R$ 477 million was received in advance the amount of R$ 477 million, recognized under Liabilities related to the assets held for sale. Another installment, amounting to R$ 140 million, was deposited in an escrow account and will be released to us once additional government approvals are obtained. In case of the approvals is not obtained after the period of 96 months, will be returned to CMPC the amount paid to us, plus interest and the escrow deposits made by CMPC will revert.
Since the signing of agreement with CMPC, we have taken action to obtain the approvals needed, such as the fulfillment of all conditions precedent, the partial renewal of the area operating license and filing the documentation required by the government agencies. Managements best estimate is that approval will be granted.
We have concluded that these assets should remain classified as assets held for sale as non-current assets as at September 30, 2016. However, the completion of the sale is not under our sole control and depends on various government approvals, which have been slower than expected.
The Losango assets did not generate any significant impact in the nine-month period ended September 30, 2016 and 2015, since that at this moment, the result of the transaction has not been recognized.
(c) Expansion plan of the Três Lagoas Unit
On May 14, 2015, the Board of Directors approved the Horizonte 2 Project for the construction of the second Três Lagoas pulp production line.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
The construction of Horizonte 2 Project has already started and consists of a new bleached eucalyptus pulp production line with a capacity of 1.95 million tons per year and an estimated investment of US$2.3 billion. The startup of the line is projected for the fourth quarter of 2017 and the physical execution is approximately 60% concluded.
The Project is being financed from the Companys operating cash flows and financing agreements negotiated with financial institutions.
2 Presentation of consolidated interim financial information and summary of significant accounting policies
2.1 Consolidated interim financial information - basis of preparation
The consolidated interim financial information have been prepared under the historical cost convention, as modified by available-for-sale financial assets, other assets and financial liabilities (including derivative instruments) measured at fair value.
(a) Accounting policies adopted
The consolidated interim financial information have been prepared and is being presented in accordance with IAS 34 and Deliberation 673/11 issued by the Brazilian Securities and Exchange Commission (CVM), which approved the CPC 21(R1) - Interim Financial Reporting as issued by the International Accounting Standards Board (IASB) and the Accounting Statements Committee Standards (CPC), and disclose all (and only) the applicable significant information related to the financial statements, which is consistent with the information utilized by management in the performance of its duties.
The consolidated interim financial information should be read in conjunction with the audited financial statements for the year ended December 31, 2015, considering that its purpose is to provide an update on the activities, events and significant circumstances in relation to those presented in the annual financial statements.
The current accounting practices, which include the measurement principles for the recognition and valuation of the assets and liabilities, the calculation methods used in the preparation of this consolidated interim financial information and the estimates used, are the same as those used in the preparation of the most recent annual financial statements, except for the item 2.2.1 below and items related to the adoption of the new standards, amendments and interpretations issued by IASB and CVM, as detailed in Note 3 below.
(b) Approval of the consolidated interim financial information
The unaudited consolidated interim financial information were approved by the Board of Directors on October 25, 2016.
2.2 Critical accounting estimates and assumptions
Estimates and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
circumstances. Accounting estimates will, by definition, seldom match the actual results. In the nine-month period ended September 30, 2016, except for the item 2.2.1 below, there were no significant changes in the critical estimates and assumptions which are likely to result in significant adjustments to the carrying amounts of assets and liabilities during the current period, compared to those disclosed in Note 3 to our most recent annual financial statements.
2.2.1 Changing on critical accounting estimates and assumptions
(a) Biological assets
The Company reviewed the assumptions used in the calculating of the fair value of biological assets and concluded as appropriate changing, from 2016, the assumption called actual planted area, so that the immature forests (up to two years from the date of planting) are maintained at historical cost, as a result of the Managements understanding that during this period, the historical cost of biological assets approximates of their fair value. The purpose of this change is reflect the experience acquired in the measurement process of biological assets and the alignment of the calculation methodology to the Companys forest management, which considers continuous forest inventories with the purpose of estimate the volume of timber stock or future production projections, represented by the average annual growth (IMA), from the third year of planting.
The assumption regarding the net average sale price of biological assets (measured in R$/m³) is now supported only in market prices research, in order to maximize the usage of external and independent data to measure the fair value of the forests.
If the aforementioned changes would not have been made, the fair value adjustment of biological assets would have generated a lower expense of R$ 30,471 in relation to the amount recognized in the nine-month period ended September 30, 2016.
The other assumptions used by the Company to calculate the fair value of biological assets have not changed. See details about the biological assets in Note 16.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
3 New standards, amendments and interpretations issued by IASB and CVM
The standards below have been issued and are effectives for future periods, as from January 1, 2018. We have not early adopted these standards.
Standard |
|
Effective |
|
Main points introduced by the |
|
Impacts of the |
IFRS 9 - Financial Instruments |
|
January 1, 2018 |
|
The main change is that, in cases where the fair value option is taken for financial liabilities, the part of a fair value change which is due to an entitys own credit risk is recorded in Other comprehensive income rather than the Statement of profit or loss. |
|
The Company is currently assessing the impacts of the adoption. |
IFRS 15 - Revenue recognition |
|
January 1, 2018 |
|
This accounting standard establishes the accounting principles to determine and measure revenue and when the revenue should be recognized. |
|
The Company is currently assessing the impacts of the adoption. |
IFRS 16 - Leases |
|
January 1, 2019 |
|
This accounting standard replaces the previous leases standard, IAS 17 Leases, and related interpretations and sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract, i.e., the customers (lessees) and the suppliers (lessor). |
|
The Company is currently assessing the impacts of the adoption. |
There are no other IFRSs or IFRIC interpretations that are not yet effective that the Company expects to have a material impact on the Companys financial position and results of operations.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
4 Risk management
On July 28, 2016, the Board of Directors approved the revision of the finance policy, with effective date as from August 2016, which main changes are related to the following risk factors:
Cash flow and fair value interest rate risk
The Company shall evaluate on an annual basis the optimal percentage between fixed-rate debts and debts with floating rates. This review will be made by the Treasury department and Governance, Risks and Compliance (GRC) department, who will report annually the results to the Finance Committee.
The Finance and Investor Relations Director is responsible for evaluating the hedging strategy of interest rate and inflation, considering the results of evaluation of the optimal percentage and market factors.
Banks and financial institutions
i) if the Company decides working with private issuers that have more than one rating assessment, the median of the rating classifications will be considered if three risks rating are available and, the lower rating classification if two credit rating are available, issued by the following rating agencies: Fitch, Moodys and Standard & Poors.
ii) the rating required for the counterparties at the local level (Brazil), is A (or A2) or BBB+ (or Baa1) at the global level.
iii) any private counterpart must have lonely concentration of, more than 25% of the resources under management for the Company and its Brazilians subsidiaries and, more than 27.5% for the foreign subsidiaries.
The rest of the policies disclosed in the annual financial statements (Note 4) as at December 31, 2015 has no significant changes.
The Companys financial liabilities which present liquidity risk are presented below by maturity (Note 4.1), exchange risk exposure (Note 4.2), sensitivity analysis (Note 5) and fair value estimates (Note 6), which were considered relevant by Fibrias management to be accompanied quarterly.
4.1 Liquidity risk
The table below presents the financial liabilities into relevant maturity groupings based on the remaining period from the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows and as such they differ from the amounts presented in the consolidated balance sheet.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
|
|
Less than |
|
Between |
|
Between |
|
Over five |
|
|
|
|
|
|
|
|
|
|
|
At September 30, 2016 |
|
|
|
|
|
|
|
|
|
Loans and financing |
|
2,454,930 |
|
3,563,903 |
|
9,986,441 |
|
4,821,846 |
|
Derivative financial instruments |
|
235,041 |
|
206,924 |
|
161,225 |
|
|
|
Trade and other payables |
|
1,455,767 |
|
50,210 |
|
37,328 |
|
25,912 |
|
|
|
|
|
|
|
|
|
|
|
|
|
4,145,738 |
|
3,821,037 |
|
10,184,994 |
|
4,847,758 |
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2015 |
|
|
|
|
|
|
|
|
|
Loans and financing |
|
1,358,138 |
|
4,451,707 |
|
7,326,394 |
|
2,817,802 |
|
Derivative financial instruments |
|
319,954 |
|
560,572 |
|
902,136 |
|
|
|
Trade and other payables |
|
758,252 |
|
68,327 |
|
44,902 |
|
39,556 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2,436,344 |
|
5,080,606 |
|
8,273,432 |
|
2,857,358 |
|
4.2 Foreign exchange risk
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Assets in foreign currency |
|
|
|
|
|
Cash and cash equivalents (Note 7) |
|
890,165 |
|
1,068,180 |
|
Trade accounts receivable (Note 10) |
|
392,690 |
|
674,224 |
|
|
|
|
|
|
|
|
|
1,282,855 |
|
1,742,404 |
|
|
|
|
|
|
|
Liabilities in foreign currency |
|
|
|
|
|
Loans and financing (Note 19) |
|
(9,300,200 |
) |
(10,215,115 |
) |
Trade payables |
|
(232,010 |
) |
(76,304 |
) |
Derivative financial instruments (Note 9(a)) |
|
(231,335 |
) |
(1,081,533 |
) |
|
|
|
|
|
|
|
|
(9,763,545 |
) |
(11,372,952 |
) |
|
|
|
|
|
|
Liability exposure |
|
(8,480,690 |
) |
(9,630,548 |
) |
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
5 Sensitivity analysis
Sensitivity analysis of changes in foreign currency
The probable scenario is the closing exchange rate at the date of these consolidated interim financial information (R$ x USD = 3.2462). As the amounts have already been recognized in the consolidated interim financial information, there are no additional effects in the Statement of profit or loss in this scenario. In the Possible and Remote scenarios, the U.S. Dollar is deemed to appreciate/depreciate by 25% and 50%, before tax, when compared to the Probable scenario:
|
|
Impact of appreciation/depreciation of the Real |
| ||
|
|
Possible (25%) |
|
Remote (50%) |
|
|
|
|
|
|
|
Derivative financial instruments |
|
768,171 |
|
1,574,280 |
|
Loans and financing |
|
2,183,685 |
|
4,367,370 |
|
Cash and cash equivalents |
|
207,121 |
|
414,241 |
|
Sensitivity analysis in changes in interest rate
We adopted as the probable scenario the fair value considering the market yield as at September 30, 2016. As the amounts have already been recognized in the consolidated interim financial information, there are no additional effects in the Statement of profit or loss in this scenario. In the Possible and Remote scenarios, the interest rates are deemed to increase/decrease by 25% and 50%, respectively, before tax, when compared to the Probable scenario:
|
|
Impact of increase/decrease of the interest rate on |
| ||
|
|
Possible (25%) |
|
Remote (50%) |
|
|
|
|
|
|
|
Loans and financing |
|
|
|
|
|
LIBOR |
|
1,303 |
|
2,507 |
|
Currency basket |
|
1,735 |
|
3,466 |
|
TJLP |
|
1,622 |
|
3,221 |
|
Interbank Deposit Certificate (CDI) |
|
5,103 |
|
10,067 |
|
|
|
|
|
|
|
Derivative financial instruments |
|
|
|
|
|
LIBOR |
|
9,897 |
|
18,140 |
|
TJLP |
|
2,286 |
|
2,913 |
|
Interbank Deposit Certificate (CDI) |
|
53,596 |
|
101,659 |
|
|
|
|
|
|
|
Marketable securities (a) |
|
|
|
|
|
Interbank Deposit Certificate (CDI) |
|
2,512 |
|
4,848 |
|
(a) Only marketable securities indexed to post-fixed rate were considered in the sensitivity analysis above.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
Sensitivity analysis in changes in the United States Consumer Price Index - US-CPI
To calculate the Probable scenario, we used the US-CPI index at September 30, 2016. The Probable scenario was stressed considering an additional increase/decrease of 25% and 50% in the US-CPI for the definition of the scenarios Possible and Remote, respectively.
|
|
Impact of appreciation of the |
| ||
|
|
Possible (25%) |
|
Remote (50%) |
|
|
|
|
|
|
|
Embedded derivative in forestry partnership and standing timber supply agreements |
|
109,137 |
|
224,254 |
|
6 Fair value estimates
In the nine-month period ended September 30, 2016, there were no changes in the criteria of classification of the assets and liabilities in the levels of the fair value hierarchy when compared to the criteria used in the classification of those instruments disclosed in Note 6 to our most recent annual financial statements as at December 31, 2015. There were no transfers between levels 1, 2 and 3 during the periods presented.
|
|
September 30, 2016 |
| ||||||
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
|
Recurring fair value measurements |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
|
|
|
|
|
|
|
|
Derivative financial instruments (Note 9) |
|
|
|
515,084 |
|
|
|
515,084 |
|
Warrant to acquire Ensyns shares (Note 15) |
|
|
|
|
|
9,933 |
|
9,933 |
|
Marketable securities (Note 8) |
|
58,821 |
|
2,306,479 |
|
|
|
2,365,300 |
|
|
|
|
|
|
|
|
|
|
|
Available for sale financial assets |
|
|
|
|
|
|
|
|
|
Other investments fair value method - Ensyn (Note 15) |
|
|
|
|
|
103,977 |
|
103,977 |
|
|
|
|
|
|
|
|
|
|
|
Biological asset (Note 16) |
|
|
|
|
|
4,323,741 |
|
4,323,741 |
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
58,821 |
|
2,821,563 |
|
4,437,651 |
|
7,318,035 |
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
|
|
|
|
|
|
|
|
Derivative financial instruments (Note 9) |
|
|
|
(519,160 |
) |
|
|
(519,160 |
) |
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
(519,160 |
) |
|
|
(519,160 |
) |
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
|
|
December 31, 2015 |
| ||||||
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
Recurring fair value measurements |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
|
|
|
|
|
|
|
|
Derivative financial instruments (Note 9) |
|
|
|
300,489 |
|
|
|
300,489 |
|
Warrant to acquire Ensyns shares (Note 15) |
|
|
|
|
|
11,949 |
|
11,949 |
|
Marketable securities (Note 8) |
|
40,364 |
|
1,365,478 |
|
|
|
1,405,842 |
|
|
|
|
|
|
|
|
|
|
|
Available for sale financial assets |
|
|
|
|
|
|
|
|
|
Other investments fair value method - Ensyn (Note 15) |
|
|
|
|
|
125,071 |
|
125,071 |
|
|
|
|
|
|
|
|
|
|
|
Biological asset (Note 16) |
|
|
|
|
|
4,114,998 |
|
4,114,998 |
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
40,364 |
|
1,665,967 |
|
4,252,018 |
|
5,958,349 |
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
|
|
|
|
|
|
|
|
Derivative financial instruments (Note 9) |
|
|
|
(1,128,450 |
) |
|
|
(1,128,450 |
) |
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
(1,128,450 |
) |
|
|
(1,128,450 |
) |
6.1 Fair value of loans and financing
The fair value of loans and financing, which are measured at amortized cost in the balance sheet, is estimated as follows: (a) bonds, for which fair value is based on the observed quoted price in the market (based on an average of closing prices provided by Bloomberg), and (b) for the other financial liabilities that do not have a secondary market, or for which the secondary market is not active, fair value is estimated by discounting the future contractual cash flows by current market interest rates, also considering the Companys credit risk. The fair value of loans and financing are classified as Level 2 on the fair value hierarchy. The following table presents the fair value of loans and financing:
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
|
|
Yield used |
|
September |
|
December |
|
|
|
|
|
|
|
|
|
Quoted in the secondary market |
|
|
|
|
|
|
|
In foreign currency |
|
|
|
|
|
|
|
Bonds - VOTO IV |
|
|
|
340,259 |
|
387,939 |
|
Bonds - Fibria Overseas |
|
|
|
2,052,410 |
|
2,237,193 |
|
Estimated based on discounted cash flow |
|
|
|
|
|
|
|
In foreign currency |
|
|
|
|
|
|
|
Export credits (Pre-payments) |
|
LIBOR USD |
|
5,088,307 |
|
6,831,364 |
|
Finnvera |
|
LIBOR USD |
|
847,418 |
|
|
|
Export credits (ACC/ACE) |
|
DDI |
|
454,517 |
|
46,445 |
|
In local currency |
|
|
|
|
|
|
|
BNDES TJLP |
|
Brazilian interbank rate (DI 1) |
|
797,293 |
|
809,793 |
|
BNDES Fixed rate |
|
Brazilian interbank rate (DI 1) |
|
111,379 |
|
107,797 |
|
BNDES Selic |
|
Brazilian interbank rate (DI 1) |
|
22,436 |
|
11,110 |
|
Currency basket |
|
Brazilian interbank rate (DI 1) |
|
498,557 |
|
549,246 |
|
CRA |
|
Brazilian interbank rate (DI 1) |
|
2,633,647 |
|
658,573 |
|
FINEP |
|
Brazilian interbank rate (DI 1) |
|
1,803 |
|
2,063 |
|
FINAME |
|
Brazilian interbank rate (DI 1) |
|
2,735 |
|
4,951 |
|
NCE in Reais |
|
Brazilian interbank rate (DI 1) |
|
653,137 |
|
694,859 |
|
FCO |
|
Brazilian interbank rate (DI 1) |
|
13,832 |
|
21,303 |
|
FDCO |
|
Brazilian interbank rate (DI 1) |
|
355,043 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,872,773 |
|
12,362,636 |
|
(*) Used to calculate the present value of the loans.
6.2 Fair value measurement of derivative financial instruments (including embedded derivative)
The Company estimates the fair value of its derivative financial instruments and acknowledges that it may differ from the amounts payable/receivable in the event of early settlement of the instrument. This difference results from factors such as liquidity, spreads or the intention of early settlement from the counterparty, among others. The amounts estimated by management are also compared with the Mark-to-Market (MtM) provided as reference by the banks (counterparties) and with the estimates performed by an independent financial advisor.
A summary of the methodologies used for purposes of determining fair value by type of instrument is presented below.
· Swap contracts - the present value of both the asset and liability legs are estimated through the discount of forecasted cash flows using the observed market interest rate for the currency in which the swap is denominated, considering both of Fibrias and counterpart credit risk. The contract fair value is the difference between the asset and liability. The only exception is the TJLP x US$ swap, where the cash flow of the asset leg (TJLP x fixed) are projected using a stable yield, as current TJLP value, during the duration of the swap contract, obtained from Banco Nacional de Desenvolvimento Econômico e Social (BNDES).
· Options (Zero Cost Collar) - the fair value was calculated based on the Garman-Kohlhagen model, considering both of Fibrias and counterpart credit risk. Volatility information and interest rates are observable and obtained from BM&FBOVESPA exchange information to calculate the fair values.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
· Swap US-CPI - the cash flow of the liability position is projected using the yield of the US-CPI index, obtained through the implicit rates in the American titles indexed to the inflation rate (TIPS), issued by the Bloomberg. The cash flow of the asset position is projected using the fixed rate established in the embedded derivative instrument. The fair value of the embedded derivative instrument is the present value of the difference between both positions.
The yield curves used to calculate the fair value in September 30, 2016 are as follows:
Interest rate curves |
|
|
|
|
| ||||||
Brazil |
|
United States |
|
Dollar coupon |
| ||||||
Vertex |
|
Rate (p.a.) - % |
|
Vertex |
|
Rate (p.a.) - % |
|
Vertex |
|
Rate (p.a.) - % |
|
1M |
|
14.03 |
|
1M |
|
0.55 |
|
1M |
|
(6.17 |
) |
6M |
|
13.33 |
|
6M |
|
0.91 |
|
6M |
|
0.54 |
|
1Y |
|
12.48 |
|
1Y |
|
0.94 |
|
1Y |
|
1.39 |
|
2Y |
|
11.73 |
|
2Y |
|
1.01 |
|
2Y |
|
2.09 |
|
3Y |
|
11.58 |
|
3Y |
|
1.07 |
|
3Y |
|
2.49 |
|
5Y |
|
11.60 |
|
5Y |
|
1.18 |
|
5Y |
|
3.37 |
|
10Y |
|
11.78 |
|
10Y |
|
1.47 |
|
10Y |
|
3.93 |
|
7 Cash and cash equivalents
|
|
Average yield p.a. - % |
|
September 30, 2016 |
|
December 31, 2015 |
|
|
|
|
|
|
|
|
|
Cash and banks |
|
|
|
101,788 |
|
196,274 |
|
Fixed-term deposits |
|
|
|
|
|
|
|
Local currency |
|
101.69 of CDI |
|
203,583 |
|
3,985 |
|
Foreign currency (i) |
|
0.47 |
|
828,481 |
|
877,392 |
|
|
|
|
|
|
|
|
|
|
|
|
|
1,133,852 |
|
1,077,651 |
|
(i) Mainly Time Deposit maturing within 90 days.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
8 Marketable securities
|
|
Average |
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
In local currency |
|
|
|
|
|
|
|
Brazilian Federal provision fund |
|
77 of CDI |
|
9 |
|
250 |
|
Brazilian Federal Government securities |
|
|
|
|
|
|
|
At fair value through profit and loss |
|
79.80 of CDI |
|
58,821 |
|
40,364 |
|
Held to maturity (i) |
|
6 and 79.80 of CDI |
|
77,210 |
|
73,914 |
|
Private securities (repurchase agreements) |
|
100.43 of CDI |
|
2,306,479 |
|
1,365,478 |
|
|
|
|
|
|
|
|
|
Marketable securities |
|
|
|
2,442,519 |
|
1,480,006 |
|
|
|
|
|
|
|
|
|
Current |
|
|
|
2,371,858 |
|
1,411,864 |
|
|
|
|
|
|
|
|
|
Non-Current |
|
|
|
70,661 |
|
68,142 |
|
(i) The yield of 79.80% of CDI refers to the investment fund Pulp and the yield of 6% p.a. refers to the agrarian debt bonds.
The increase of R$ 962,513 in the nine-month period ended September 30, 2016 refers, mainly, to the funds raised in the period, as detailed in Note 19.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
9 Derivative financial instruments (including embedded derivative)
(a) Derivative financial instruments by type
|
|
Reference value |
|
Fair value |
| ||||
Type of derivative |
|
September |
|
December |
|
September |
|
December |
|
|
|
|
|
|
|
|
|
|
|
Instruments contracted of economic hedge strategy |
|
|
|
|
|
|
|
|
|
Operational hedge |
|
|
|
|
|
|
|
|
|
Cash flow hedges of exports |
|
|
|
|
|
|
|
|
|
Zero cost collar |
|
1,475,000 |
|
310,000 |
|
249,134 |
|
(8,627 |
) |
|
|
|
|
|
|
|
|
|
|
Hedges of debts |
|
|
|
|
|
|
|
|
|
Hedges of interest rates |
|
|
|
|
|
|
|
|
|
Swap LIBOR x Fixed (USD) |
|
604,670 |
|
622,907 |
|
(17,133 |
) |
(8,902 |
) |
|
|
|
|
|
|
|
|
|
|
Hedges of foreign currency |
|
|
|
|
|
|
|
|
|
Swap DI x US$ (USD) |
|
318,828 |
|
358,607 |
|
(293,686 |
) |
(648,052 |
) |
Swap TJLP x US$ (USD) |
|
49,284 |
|
98,287 |
|
(80,431 |
) |
(230,433 |
) |
Swap Pre x US$ (USD) |
|
89,144 |
|
112,107 |
|
(89,219 |
) |
(185,519 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(231,335 |
) |
(1,081,533 |
) |
|
|
|
|
|
|
|
|
|
|
Embedded derivative in forestry partnership and standing timber supply agreements (*) |
|
|
|
|
|
|
|
|
|
Swap of US-CPI |
|
824,293 |
|
857,710 |
|
227,259 |
|
253,572 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,076 |
) |
(827,961 |
) |
|
|
|
|
|
|
|
|
|
|
Classified |
|
|
|
|
|
|
|
|
|
In current assets |
|
|
|
|
|
199,836 |
|
26,795 |
|
In non-current assets |
|
|
|
|
|
315,248 |
|
273,694 |
|
In current liabilities |
|
|
|
|
|
(250,750 |
) |
(302,787 |
) |
In non-current liabilities |
|
|
|
|
|
(268,410 |
) |
(825,663 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,076 |
) |
(827,961 |
) |
(*) The embedded derivative is a swap of the US-CPI variations during the term of the Forestry Partnership and Standing Timber Supply Agreements.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
(b) Derivative financial instruments of economic hedge strategy by type and broken down by nature of the exposure
|
|
Reference value (notional) - |
|
Fair value |
| ||||||
Type of derivative and |
|
Currency |
|
September |
|
December |
|
September |
|
December |
|
|
|
|
|
|
|
|
|
|
|
|
|
Swap contracts - Hedge of debts |
|
|
|
|
|
|
|
|
|
|
|
Asset |
|
|
|
|
|
|
|
|
|
|
|
LIBOR to fixed |
|
US$ |
|
604,670 |
|
622,907 |
|
1,911,706 |
|
2,308,517 |
|
Real CDI to USD |
|
R$ |
|
622,134 |
|
698,559 |
|
1,006,536 |
|
1,058,346 |
|
Real TJLP to USD |
|
R$ |
|
80,519 |
|
159,938 |
|
79,875 |
|
153,963 |
|
Real Pre to USD |
|
R$ |
|
191,666 |
|
236,072 |
|
164,467 |
|
182,240 |
|
Liability |
|
|
|
|
|
|
|
|
|
|
|
LIBOR to fixed |
|
US$ |
|
604,670 |
|
622,907 |
|
(1,928,839 |
) |
(2,317,419 |
) |
Real CDI to USD |
|
US$ |
|
318,828 |
|
358,607 |
|
(1,300,222 |
) |
(1,706,398 |
) |
Real TJLP to USD |
|
US$ |
|
49,284 |
|
98,287 |
|
(160,306 |
) |
(384,396 |
) |
Real Pre to USD |
|
US$ |
|
89,144 |
|
112,107 |
|
(253,686 |
) |
(367,759 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Total of swap contracts |
|
|
|
|
|
|
|
(480,469 |
) |
(1,072,906 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Options - Cash flow hedge |
|
|
|
|
|
|
|
|
|
|
|
Zero cost collar |
|
US$ |
|
1,475,000 |
|
310,000 |
|
249,134 |
|
(8,627 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(231,335 |
) |
(1,081,533 |
) |
(c) Derivative financial instruments by type of economic hedge strategy contracts
|
|
Fair value |
|
Value (paid) or received |
| ||||
Type of derivative |
|
September |
|
December |
|
September |
|
December |
|
|
|
|
|
|
|
|
|
|
|
Operational hedge |
|
|
|
|
|
|
|
|
|
Cash flow hedge of exports |
|
249,134 |
|
(8,627 |
) |
10,804 |
|
(125,107 |
) |
Hedge of debts |
|
|
|
|
|
|
|
|
|
Hedge of interest rates |
|
(17,133 |
) |
(8,902 |
) |
(14,205 |
) |
(15,333 |
) |
Hedge of foreign currency |
|
(463,336 |
) |
(1,064,004 |
) |
(137,152 |
) |
(279,191 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(231,335 |
) |
(1,081,533 |
) |
(140,553 |
) |
(419,631 |
) |
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
(d) Fair value and counterparty by maturity date of economic hedge strategy contracts
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
2016 |
|
7,575 |
|
(281,423 |
) |
2017 |
|
(34,417 |
) |
(396,982 |
) |
2018 |
|
(121,735 |
) |
(280,340 |
) |
2019 |
|
(51,623 |
) |
(76,408 |
) |
2020 |
|
(31,135 |
) |
(46,380 |
) |
|
|
|
|
|
|
|
|
(231,335 |
) |
(1,081,533 |
) |
Fair value does not necessarily represent the cash required to immediately settle each contract, as such disbursement will only be made on the date of maturity of each transaction, when the final settlement amount will be determined.
The outstanding contracts at September 30, 2016 are not subject to margin calls or anticipated liquidation clauses resulting from mark-to-market variations. All operations are over-the-counter and registered at CETIP (a clearing house).
10 Trade accounts receivable
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Domestic customers |
|
88,921 |
|
75,281 |
|
Export customers |
|
392,690 |
|
674,224 |
|
|
|
|
|
|
|
|
|
481,611 |
|
749,505 |
|
|
|
|
|
|
|
Allowance for doubtful accounts |
|
(6,833 |
) |
(7,153 |
) |
|
|
|
|
|
|
|
|
474,778 |
|
742,352 |
|
In the nine-month period ended September 30, 2016, we made some credit assignment without recourse for certain customers receivables, in the amount of R$ 1,794,735 (R$ 1,788,970 at December 31, 2015), that were derecognized from accounts receivable in the balance sheet. The amounts regarding to these credit assignment were received by us.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
11 Inventory
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Finished goods at plants/warehouses |
|
|
|
|
|
Brazil |
|
266,235 |
|
155,286 |
|
Abroad |
|
870,902 |
|
731,498 |
|
Work in progress |
|
20,578 |
|
12,935 |
|
Raw materials |
|
462,198 |
|
520,445 |
|
Supplies |
|
164,949 |
|
150,838 |
|
Imports in transit |
|
2,788 |
|
144 |
|
|
|
|
|
|
|
|
|
1,787,650 |
|
1,571,146 |
|
12 Recoverable taxes
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Withholding tax and prepaid Income Tax (IRPJ) and Social Contribution (CSLL) |
|
1,022,289 |
|
762,743 |
|
Value-added Tax on Sales and Services (ICMS) on purchases of property, plant and equipment |
|
24,964 |
|
26,235 |
|
Value-added Tax on Sales and Services (ICMS and IPI) on purchases of raw materials and supplies |
|
1,035,677 |
|
978,399 |
|
Federal tax credits |
|
|
|
356,058 |
|
Credit related to Reintegra Program |
|
85,744 |
|
91,145 |
|
Social Integration Program (PIS) and Social Contribution on Revenue (COFINS) Recoverable |
|
706,672 |
|
727,210 |
|
Provision for the impairment of ICMS credits |
|
(1,040,865 |
) |
(967,332 |
) |
|
|
|
|
|
|
|
|
1,834,481 |
|
1,974,458 |
|
|
|
|
|
|
|
Current |
|
224,069 |
|
462,487 |
|
|
|
|
|
|
|
Non-current |
|
1,610,412 |
|
1,511,971 |
|
During the nine-month period ended September 30, 2016, there were no relevant changes to our expectations regarding the recoverability of the tax credits presented in this note and the Note 14 to the most recent annual financial statements.
13 Income taxes
The Company and the subsidiaries located in Brazil are taxed based on their taxable income. The subsidiaries located outside of Brazil use methods established by the respective local jurisdictions. Income taxes have been calculated and recorded considering the applicable statutory tax rates enacted at the balance sheet date.
The Company still believes in the previsions of the International Double Taxation Treaties signed by Brazil. However, as the decision regarding its applicability is still pending on the Supreme Court (Supremo Tribunal Federal STF), nowadays the Company taxes the foreign profits according to the Law 12,973/14.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
The Law 12,973/14 revoked the article 74 of Provisional Measure 2,158/01. The law determines that the adjustment in the value of the investment, in the direct or indirect controlled company, domiciled abroad, equivalent to its profits before tax, except for the foreign exchange, must be computed in the taxation basis of the corporate income tax and social contribution over profits of the controller company domiciled in Brazil, at the end of the fiscal year. The repatriation of these profits in subsequent years will not be subject to taxation in Brazil. The Company has provisions regarding the Corporate Income Tax of the subsidiaries on an accrual basis.
(a) Deferred taxes
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Tax loss carryforwards (i) |
|
421,686 |
|
54,888 |
|
Provision for legal proceeds |
|
133,693 |
|
119,924 |
|
Sundry provisions (impairment, operational and other) |
|
537,457 |
|
637,176 |
|
Results of derivative contracts - payable on a cash basis for tax purposes |
|
1,386 |
|
281,507 |
|
Exchange losses (net) - payable on a cash basis for tax purposes |
|
1,425,504 |
|
2,396,243 |
|
Tax amortization of the assets acquired in the business combination - Aracruz |
|
97,872 |
|
99,196 |
|
Actuarial gains on medical assistance plan (SEPACO) |
|
3,743 |
|
3,743 |
|
Income tax and social contribution from foreign-domiciled subsidiaries under IFRS |
|
(609,881 |
) |
(338,315 |
) |
Tax accelerated depreciation |
|
(14,111 |
) |
(7,324 |
) |
Reforestation costs already deducted for tax purposes |
|
(449,425 |
) |
(387,568 |
) |
Fair values of biological assets |
|
(121,733 |
) |
(174,450 |
) |
Tax benefit of goodwill - goodwill not amortized for accounting purposes |
|
(603,846 |
) |
(536,752 |
) |
Transaction costs and capitalized financing costs |
|
(63,438 |
) |
(5,347 |
) |
Other provisions |
|
(7,534 |
) |
(14,704 |
) |
|
|
|
|
|
|
Total deferred taxes asset, net |
|
751,373 |
|
2,128,217 |
|
|
|
|
|
|
|
Deferred taxes - asset (net by entity) |
|
1,122,895 |
|
2,399,213 |
|
|
|
|
|
|
|
Deferred taxes - liability (net by entity) |
|
371,522 |
|
270,996 |
|
(i) The balance as at September 30, 2016 is presented net of R$ 304,227 (R$ 346,291 as at December 31, 2015) related to the provision for impairment for foreign tax losses.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
Changes in the net balance of deferred income tax are as follows:
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
At the beginning of the period |
|
2,128,217 |
|
924,308 |
|
Tax loss carryforwards |
|
366,798 |
|
(137,759 |
) |
Temporary differences from provisions |
|
(85,950 |
) |
198,028 |
|
Provision for tax on investments in foreign-domiciled subsidiaries |
|
(271,566 |
) |
(312,338 |
) |
Derivative financial instruments taxed on a cash basis |
|
(280,121 |
) |
139,569 |
|
Amortization of goodwill |
|
(68,418 |
) |
(92,598 |
) |
Reforestation costs |
|
(68,644 |
) |
(36,605 |
) |
Exchange losses (net) taxed on a cash basis |
|
(970,739 |
) |
1,483,024 |
|
Fair value of biological assets |
|
52,717 |
|
(21,430 |
) |
Actuarial losses on medical assistance plan (SEPACO)(*) |
|
|
|
(2,866 |
) |
Transaction costs and capitalized financing costs |
|
(58,091 |
) |
(5,347 |
) |
Other |
|
7,170 |
|
(7,769 |
) |
|
|
|
|
|
|
At the end of the period |
|
751,373 |
|
2,128,217 |
|
(*) Deferred taxes related to the other comprehensive income.
(b) Reconciliation of taxes on income
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Income (loss) before tax |
|
3,154,318 |
|
(1,522,491 |
) |
Income tax and social contribution benefit (expense) at statutory nominal rate - 34% |
|
(1,072,468 |
) |
517,647 |
|
|
|
|
|
|
|
Reconciliation to effective expense: |
|
|
|
|
|
Equity in results of joint-venture |
|
(258 |
) |
253 |
|
Credit from Reintegra Program |
|
1,372 |
|
18,604 |
|
Benefits to directors |
|
(10,538 |
) |
(6,292 |
) |
Foreign exchange effects on foreign subsidiaries (i) |
|
(294,983 |
) |
452,174 |
|
Other, mainly non-deductible provisions |
|
(22,309 |
) |
(12,894 |
) |
|
|
|
|
|
|
Income tax and social contribution benefit (expense) for the period |
|
(1,399,184 |
) |
969,492 |
|
|
|
|
|
|
|
Effective rate - % |
|
44.4 |
|
63.7 |
|
(i) Relates to net foreign exchange gains recognized by our foreign subsidiaries that use the Real as the functional currency. As the Real is not used for tax purposes in the foreign country this net foreign exchange gain is not recognized for tax purposes in the foreign country nor will it ever be subject to tax in Brazil.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
14 Significant transactions and balances with related parties
(a) Related parties
The Company is governed by a Shareholders Agreement entered into between Votorantim S.A., which holds 29.42% of our shares, and BNDES Participações S.A. (BNDESPAR), which holds 29.08% of our shares (together the Controlling Shareholders). The Companys commercial and financial transactions with its subsidiaries, Votorantim Groups entities and other related parties are carried out at normal market prices and conditions, based on usual terms and rates applicable to third parties.
In the nine-month period ended September 30, 2016, there were no significant changes in the terms of the contracts, agreements and transactions, and there were no new contracts, agreements or transactions with distinct nature between the Company and its related parties when compared to the transactions disclosed in Note 16 to the most recent financial statements as at December 31, 2015.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
(i) Balances recognized in assets and liabilities
|
|
Balances receivable (payable) |
| ||||
|
|
Nature |
|
September |
|
December |
|
|
|
|
|
|
|
|
|
Transactions with controlling shareholders |
|
|
|
|
|
|
|
Votorantim S.A. |
|
Rendering of services |
|
(418 |
) |
(9 |
) |
Votorantim S.A. |
|
Land leases |
|
|
|
(851 |
) |
BNDES |
|
Financing |
|
(1,573,654 |
) |
(1,851,408 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(1,574,072 |
) |
(1,852,268 |
) |
|
|
|
|
|
|
|
|
Transactions with Votorantim Group entities |
|
|
|
|
|
|
|
Votorantim S.A. |
|
Financing |
|
9,739 |
|
11,714 |
|
Votener - Votorantim Comercializadora e Energia |
|
Energy supplier |
|
1,171 |
|
6,937 |
|
Banco Votorantim S.A. |
|
Investments |
|
187,273 |
|
32,806 |
|
Banco Votorantim S.A. |
|
Financial instruments |
|
2,751 |
|
(1,066 |
) |
Votorantim Cimentos S.A. |
|
Energy supplier |
|
|
|
517 |
|
Votorantim Cimentos S.A. |
|
Input supplier |
|
(51 |
) |
(50 |
) |
Polimix Concreto Ltda. |
|
Input supplier |
|
|
|
(143 |
) |
Votorantim Siderurgia |
|
Standing wood supplier |
|
(2,176 |
) |
(4,164 |
) |
Sitrel Siderurgia Três Lagoas |
|
Land leases |
|
(10 |
) |
|
|
Pedreira Pedra Negra |
|
Input supplier |
|
|
|
(21 |
) |
Votorantim Metais Ltda. |
|
Chemical products supplier |
|
(491 |
) |
(277 |
) |
Companhia Brasileira de Alumínio - CBA |
|
Land leases |
|
(699 |
) |
(695 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
197,507 |
|
45,558 |
|
Net |
|
|
|
(1,376,565 |
) |
(1,806,710 |
) |
|
|
|
|
|
|
|
|
Presented in the following lines |
|
|
|
|
|
|
|
In assets |
|
|
|
|
|
|
|
Marketable securities (Note 8) |
|
|
|
187,273 |
|
32,806 |
|
Derivative financial instruments (Note 9) |
|
|
|
2,751 |
|
|
|
Related parties - non-current |
|
|
|
9,739 |
|
11,714 |
|
Other assets - current |
|
|
|
1,171 |
|
7,454 |
|
In liabilities |
|
|
|
|
|
|
|
Loans and financing (Note 19) |
|
|
|
(1,573,654 |
) |
(1,851,408 |
) |
Derivative financial instruments (Note 9) |
|
|
|
|
|
(1,066 |
) |
Suppliers |
|
|
|
(3,845 |
) |
(6,210 |
) |
|
|
|
|
(1,376,565 |
) |
(1,806,710 |
) |
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
(ii) Amounts transacted in the period
|
|
Nature |
|
September |
|
September |
|
|
|
|
|
|
|
|
|
Transactions with controlling shareholders |
|
|
|
|
|
|
|
Votorantim S.A. |
|
Rendering of services |
|
(8,357 |
) |
(7,592 |
) |
BNDES |
|
Financing |
|
15,575 |
|
(352,205 |
) |
|
|
|
|
7,218 |
|
(359,797 |
) |
|
|
|
|
|
|
|
|
Transactions with Votorantim Groups entities |
|
|
|
|
|
|
|
Votorantim S.A. |
|
Financing |
|
(1,975 |
) |
3,950 |
|
Votener - Votorantim Comercializadora de Energia |
|
Energy supplier |
|
(13,588 |
) |
67,125 |
|
Banco Votorantim S.A. |
|
Investments |
|
3,908 |
|
1,758 |
|
Banco Votorantim S.A. |
|
Financial instruments |
|
2,703 |
|
(1,016 |
) |
Banco Votorantim S.A. |
|
Rendering of services |
|
(1,500 |
) |
|
|
Votorantim CTVM Ltda. |
|
Rendering of services |
|
(119 |
) |
|
|
Votorantim Cimentos S.A. |
|
Energy supplier |
|
7,892 |
|
4,907 |
|
Votorantim Cimentos S.A. |
|
Input supplier |
|
(224 |
) |
(79 |
) |
Votorantim Cimentos S.A. |
|
Selling of wood |
|
|
|
126 |
|
Votorantim Siderurgia S.A. |
|
Standing wood supplier |
|
(9,734 |
) |
3,361 |
|
Sitrel Siderurgia Três Lagoas |
|
Energy supplier |
|
5,332 |
|
|
|
Sitrel Siderurgia Três Lagoas |
|
Land leases |
|
(10 |
) |
|
|
Pedreira Pedra Negra |
|
Input supplier |
|
(78 |
) |
(219 |
) |
Votorantim Metais Ltda. |
|
Chemical products supplier |
|
(7,566 |
) |
(3,155 |
) |
Votorantim Metais Ltda. |
|
Land leases |
|
|
|
(2,318 |
) |
Companhia Brasileira de Alumínio - CBA |
|
Land leases |
|
(399 |
) |
(2,541 |
) |
|
|
|
|
(15,358 |
) |
71,899 |
|
(b) Key management compensation
The remuneration expenses of the Fibrias officers and directors, including all benefits, are summarized as follows:
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Benefits to officers and directors (i) |
|
12,091 |
|
37,347 |
|
Benefit program - Phantom Stock Options and Stock Options plans |
|
(8,974 |
) |
12,950 |
|
|
|
3,117 |
|
50,297 |
|
(i) Benefits to officers and directors include fixed compensation, social charges, profit sharing program and the variable compensation program.
The amount of R$ 3,117 recognized as provision or reversal of provision in the nine-month period ended September 30, 2016, was impacted by the change in the Companys stock price, which is considered for the valuation of the variable compensation program and benefit program (Phantom Stock Options and
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
Stock Options plans) existing.
Benefits to key management do not include the compensation for the Statutory Audit Committee, Finance, Compensation and Sustainability Committees members of R$ 954 for the nine-month period ended September 30, 2016 (R$ 713 for the nine-month period ended September 30, 2015).
The Company does not have any other post-employment plans and does not offer any other benefits, such as additional paid leave for time of service.
The balances to be paid to the Companys officers and directors are recorded as follows:
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Current liability |
|
|
|
|
|
Payroll, profit sharing and related charges |
|
13,444 |
|
37,563 |
|
|
|
|
|
|
|
Non-current liability |
|
|
|
|
|
Other payables |
|
2,100 |
|
9,401 |
|
|
|
|
|
|
|
Shareholders equity |
|
|
|
|
|
Capital reserve |
|
4,637 |
|
9,329 |
|
|
|
20,181 |
|
56,293 |
|
15 Investments
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Investment in joint-venture - equity method |
|
3,260 |
|
751 |
|
Other investments - at fair value (i) |
|
113,910 |
|
137,020 |
|
|
|
117,170 |
|
137,771 |
|
(i) Fair value change in our interest in Ensyn was not significant in the nine-month period ended September 30, 2016. The decrease in the balance refers to the foreign currency effect on the investment.
None of the subsidiaries and jointly-operated entities has publicly traded shares.
The provisions and contingent liabilities related to the entities of the Company are described in Note 21.
Additionally, the Company does not have any significant restriction or commitments with regards to its joint-venture.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
16 Biological assets
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
At the beginning of the period |
|
4,114,998 |
|
3,707,845 |
|
|
|
|
|
|
|
Additions |
|
1,115,127 |
|
1,344,355 |
|
Harvests in the year (depletion) |
|
(796,600 |
) |
(1,102,725 |
) |
Change in fair value - step up |
|
(108,014 |
) |
184,583 |
|
Disposals / provision for disposals |
|
(1,770 |
) |
(19,063 |
) |
Transfer (i) |
|
|
|
3 |
|
At the end of the period |
|
4,323,741 |
|
4,114,998 |
|
(i) Includes transfers between biological assets and property, plant and equipment.
17 Property, plant and equipment
|
|
Land |
|
Buildings |
|
Machinery, |
|
Property, plant |
|
Other (ii) |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2014 |
|
1,200,512 |
|
1,358,716 |
|
6,457,787 |
|
217,627 |
|
18,091 |
|
9,252,733 |
|
Additions |
|
453,775 |
|
335 |
|
3,640 |
|
553,291 |
|
1,903 |
|
1,012,944 |
|
Disposals |
|
(17,367 |
) |
(6,056 |
) |
(16,005 |
) |
|
|
(887 |
) |
(40,315 |
) |
Depreciation |
|
|
|
(112,005 |
) |
(653,595 |
) |
|
|
(14,368 |
) |
(779,968 |
) |
Acquisition of assets - Fibria Innovations |
|
|
|
|
|
4,212 |
|
|
|
|
|
4,212 |
|
Transfers and others (iii) |
|
|
|
50,294 |
|
184,508 |
|
(303,900 |
) |
52,878 |
|
(16,220 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2015 |
|
1,636,920 |
|
1,291,284 |
|
5,980,547 |
|
467,018 |
|
57,617 |
|
9,433,386 |
|
Additions |
|
|
|
575 |
|
6,704 |
|
3,140,594 |
|
1,176 |
|
3,149,049 |
|
Disposals |
|
(413 |
) |
(4,964 |
) |
(17,916 |
) |
|
|
(423 |
) |
(23,716 |
) |
Depreciation |
|
|
|
(88,567 |
) |
(489,999 |
) |
|
|
(13,151 |
) |
(591,717 |
) |
Transfers and others (iii) |
|
6,147 |
|
82,844 |
|
194,041 |
|
(336,165 |
) |
76,665 |
|
23,532 |
|
At September 30, 2016 |
|
1,642,654 |
|
1,281,172 |
|
5,673,377 |
|
3,271,447 |
|
121,884 |
|
11,990,534 |
|
(i) Includes the amount of R$ 3,066,300 regarding the Horizonte 2 Project.
(ii) Includes vehicles, furniture, IT equipment and others.
(iii) Includes transfers between property, plant and equipment, intangible assets and inventory.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
18 Intangible assets
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
At the beginning of the period |
|
4,505,634 |
|
4,552,103 |
|
Additions |
|
116,134 |
|
8 |
|
Amortization |
|
(50,704 |
) |
(76,021 |
) |
Disposals |
|
(98 |
) |
(67 |
) |
Transfers and others (*) |
|
13,139 |
|
29,611 |
|
At the end of the period |
|
4,584,105 |
|
4,505,634 |
|
|
|
|
|
|
|
Composed by |
|
|
|
|
|
Goodwill Aracruz |
|
4,230,450 |
|
4,230,450 |
|
Systems development and deployment |
|
32,156 |
|
28,677 |
|
Concession right Macuco Terminal (Note 1(a)) |
|
115,047 |
|
|
|
Acquired from business combination |
|
|
|
|
|
Databases |
|
102,600 |
|
136,800 |
|
Relationships with suppliers - chemical products |
|
85,078 |
|
92,812 |
|
Other |
|
18,774 |
|
16,895 |
|
|
|
4,584,105 |
|
4,505,634 |
|
(*) Includes transfers between property, plant and equipment and intangible assets.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
19 Loans and financing
(a) Breakdown of the balance by type of loan
|
|
|
|
Average |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
annual |
|
Current |
|
Non-current |
|
Total |
| ||||||
Type/purpose |
|
Interest |
|
interest |
|
September |
|
December |
|
September |
|
December |
|
September |
|
December |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNDES - currency basket |
|
UMBNDES |
|
6.5 |
|
72,141 |
|
78,632 |
|
493,370 |
|
652,610 |
|
565,511 |
|
731,242 |
|
Bonds - US$ |
|
Fixed |
|
5.6 |
|
44,764 |
|
15,801 |
|
2,235,918 |
|
2,686,105 |
|
2,280,682 |
|
2,701,906 |
|
Finnvera |
|
LIBOR |
|
2.5 |
|
4,389 |
|
|
|
831,497 |
|
|
|
835,886 |
|
|
|
Export credits (prepayment) |
|
LIBOR |
|
2.5 |
|
313,583 |
|
595,795 |
|
4,849,769 |
|
6,141,049 |
|
5,163,352 |
|
6,736,844 |
|
Export credits (ACC/ACE) |
|
Fixed |
|
1.6 |
|
454,769 |
|
45,123 |
|
|
|
|
|
454,769 |
|
45,123 |
|
|
|
|
|
|
|
889,646 |
|
735,351 |
|
8,410,554 |
|
9,479,764 |
|
9,300,200 |
|
10,215,115 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In Reais |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNDES |
|
TJLP |
|
6.5 |
|
170,651 |
|
186,937 |
|
679,324 |
|
776,421 |
|
849,975 |
|
963,358 |
|
BNDES |
|
Fixed |
|
5.75 |
|
33,069 |
|
29,745 |
|
89,213 |
|
100,460 |
|
122,282 |
|
130,205 |
|
BNDES |
|
Selic |
|
6.9 |
|
753 |
|
18 |
|
35,133 |
|
26,585 |
|
35,886 |
|
26,603 |
|
FINAME |
|
TJLP/Fixed |
|
3.1 |
|
2,226 |
|
3,236 |
|
668 |
|
2,226 |
|
2,894 |
|
5,462 |
|
CRA |
|
CDI |
|
11.46 |
|
96,941 |
|
16,687 |
|
2,676,798 |
|
659,275 |
|
2,773,739 |
|
675,962 |
|
NCE |
|
CDI |
|
12.39 |
|
304,498 |
|
88,855 |
|
365,596 |
|
613,177 |
|
670,094 |
|
702,032 |
|
FCO, FDCO and FINEP |
|
Fixed |
|
8.0 |
|
11,988 |
|
12,048 |
|
425,281 |
|
13,047 |
|
437,269 |
|
25,095 |
|
|
|
|
|
|
|
620,126 |
|
337,526 |
|
4,272,013 |
|
2,191,191 |
|
4,892,139 |
|
2,528,717 |
|
|
|
|
|
|
|
1,509,772 |
|
1,072,877 |
|
12,682,567 |
|
11,670,955 |
|
14,192,339 |
|
12,743,832 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest |
|
|
|
|
|
257,301 |
|
94,172 |
|
76,586 |
|
109,658 |
|
333,887 |
|
203,830 |
|
Short-term borrowing |
|
|
|
|
|
454,468 |
|
44,905 |
|
|
|
|
|
454,468 |
|
44,905 |
|
Long-term borrowing |
|
|
|
|
|
798,003 |
|
933,800 |
|
12,605,981 |
|
11,561,297 |
|
13,403,984 |
|
12,495,097 |
|
|
|
|
|
|
|
1,509,772 |
|
1,072,877 |
|
12,682,567 |
|
11,670,955 |
|
14,192,339 |
|
12,743,832 |
|
The average rates were calculated based on the forward yield curve of benchmark rates to which the loans are indexed, weighted through the maturity date for each installment, including the issuing/contracting costs, when applicable.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
(b) Breakdown by maturity
|
|
2017 |
|
2018 |
|
2019 |
|
2020 |
|
2021 |
|
2022 |
|
2023 |
|
2024 |
|
2025 |
|
2026 |
|
2027 |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNDES - currency basket |
|
22,635 |
|
66,478 |
|
53,987 |
|
148,392 |
|
156,660 |
|
38,509 |
|
6,709 |
|
|
|
|
|
|
|
|
|
493,370 |
|
Bonds - US$ |
|
|
|
|
|
|
|
310,543 |
|
|
|
|
|
|
|
1,925,375 |
|
|
|
|
|
|
|
2,235,918 |
|
Finnvera |
|
|
|
103,937 |
|
103,937 |
|
103,937 |
|
103,937 |
|
103,937 |
|
103,937 |
|
103,937 |
|
103,938 |
|
|
|
|
|
831,497 |
|
Export credits (prepayment) |
|
154,703 |
|
1,153,532 |
|
2,450,621 |
|
360,859 |
|
730,054 |
|
|
|
|
|
|
|
|
|
|
|
|
|
4,849,769 |
|
|
|
177,338 |
|
1,323,947 |
|
2,608,545 |
|
923,731 |
|
990,651 |
|
142,446 |
|
110,646 |
|
2,029,312 |
|
103,938 |
|
|
|
|
|
8,410,554 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In Reais |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNDES - TJLP |
|
44,351 |
|
121,486 |
|
91,517 |
|
157,551 |
|
168,857 |
|
56,428 |
|
26,666 |
|
12,468 |
|
|
|
|
|
|
|
679,324 |
|
BNDES - Fixed rate |
|
8,533 |
|
33,197 |
|
27,093 |
|
15,200 |
|
4,791 |
|
399 |
|
|
|
|
|
|
|
|
|
|
|
89,213 |
|
BNDES - Selic |
|
355 |
|
1,419 |
|
1,419 |
|
1,419 |
|
554 |
|
1,409 |
|
14,900 |
|
13,658 |
|
|
|
|
|
|
|
35,133 |
|
FINAME |
|
501 |
|
167 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
668 |
|
CRA |
|
|
|
|
|
|
|
1,187,050 |
|
661,292 |
|
|
|
828,456 |
|
|
|
|
|
|
|
|
|
2,676,798 |
|
NCE |
|
21,252 |
|
257,894 |
|
43,225 |
|
43,225 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
365,596 |
|
FCO, FDCO and FINEP |
|
2,974 |
|
659 |
|
47,448 |
|
46,775 |
|
46,775 |
|
46,775 |
|
46,775 |
|
46,775 |
|
46,775 |
|
46,775 |
|
46,775 |
|
425,281 |
|
|
|
77,966 |
|
414,822 |
|
210,702 |
|
1,451,220 |
|
882,269 |
|
105,011 |
|
916,797 |
|
72,901 |
|
46,775 |
|
46,775 |
|
46,775 |
|
4,272,013 |
|
|
|
255,304 |
|
1,738,769 |
|
2,819,247 |
|
2,374,951 |
|
1,872,920 |
|
247,457 |
|
1,027,443 |
|
2,102,213 |
|
150,713 |
|
46,775 |
|
46,775 |
|
12,682,567 |
|
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
(c) Breakdown by currency
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Real |
|
4,856,253 |
|
2,502,114 |
|
U.S. Dollar |
|
8,734,689 |
|
9,483,873 |
|
Selic |
|
35,886 |
|
26,603 |
|
Currency basket |
|
565,511 |
|
731,242 |
|
|
|
14,192,339 |
|
12,743,832 |
|
(d) Roll forward
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
At the beginning of period |
|
12,743,832 |
|
8,326,519 |
|
Borrowings |
|
5,330,223 |
|
3,118,475 |
|
Interest expense |
|
497,106 |
|
479,287 |
|
Foreign exchange losses (gains) |
|
(1,750,028 |
) |
3,037,653 |
|
Repayments - principal amount |
|
(2,175,817 |
) |
(1,800,670 |
) |
Interest paid |
|
(359,539 |
) |
(405,546 |
) |
Additional transaction costs |
|
(105,126 |
) |
(30,486 |
) |
Other (*) |
|
11,688 |
|
18,600 |
|
At the end of the period |
|
14,192,339 |
|
12,743,832 |
|
(*) It includes amortization of transactions costs.
(e) Relevant operations settled in the period
Export credits - ACC
During the nine-month period ended September 30, 2016, the Company paid some export contracts (ACC) in the amount of US$ 404 million (equivalent then to R$ 1,387,578), which interest rate were between 1.24% and 1.99% p.a.
(f) Relevant operations contracted in the period
Export credits ACC and ACE
During the nine-month period ended September 30, 2016, the Company, through its subsidiary Fibria-MS, entered into export contracts (ACC and ACE) in the amount of US$ 140 million (equivalent then to R$ 462,252), which matures through October 2016 with a fixed interest rate between 1.55% and 1.60% p.a.
Agribusiness Credit Receivable Certificates - CRA
During the nine-month period ended September 30, 2016, the Company concluded three public distributions with restrict efforts of Agribusiness Credit Receivable Certificates issued by Eco
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
Securitizadora de Direitos Creditórios do Agronegócio S.A. In the first distribution, the total amount released was R$ 1,350 million, in two tranches, being the first tranche in the amount of R$ 880 million, with maturity for the principal in 2020, payments of interest semi-annually and an interest rate of 97% of CDI and the second tranche in the amount of R$ 470 million, with maturity for the principal in 2023, payments of interest annually and an interest rate of IPCA plus 5.9844% p.a. The funds were received by the Company on June 23, 2016. In the second distribution, the total amount released was R$ 374 million, with maturity for the principal in 2023, payments of interest annually and an interest rate of IPCA plus 5.9844% p.a. The funds were received by the Company on August 15, 2016. In the third distribution, the total amount released was R$ 326 million, with maturity for the principal in 2020, payments of interest semi-annually and an interest rate of 97% of CDI. The funds were received by the Company on August 31, 2016. The events of default of the contract are reflected in the item (g) below.
Finnvera (Finnish Development Agency)
In May 2016, the Company, through its subsidiary Fibria-MS, entered into a loan agreement for the financing of imported equipment for the second pulp production line in Três Lagoas (Horizonte 2 Project). The total amount raised was U.S. Dollar equivalent to 383,873 thousand with the financial institutions BNP Paribas, Finnish Export Credit, HSBC Bank and Nordea, totally guaranteed by Finnvera (Export Credit Agency). During the nine-month period ended September 30, 2016, the amount of US$ 275 million (equivalents then R$ 919,628) was released in three tranches of US$ 194 million, US$ 67 million and US$ 14 million, maturing in December 2025 and interest rates at semi-annual LIBOR plus 1.03% p.a. for the first tranche and semi-annual LIBOR plus 1.08% p.a. for the second and third tranches. The remaining balance not released of U.S. Dollar equivalent to 140,120 thousand, will be released according to the payments for the suppliers of the project. The events of default of the contract are reflected in the item (g) below.
Middle West Development Fund (FDCO)
In September 2016, the Company, through its subsidiary Fibria-MS, raised R$ 423,621 from the total of R$ 831,478 contracted with Banco do Brasil, with an interest rate of 8.0% p.a., monthly payments of principal and interest as from June 2019 and final maturity in December 2027. The remaining balance of R$ 407,857 might be released until the end of 2016.
(g) Covenants
Some of the financing agreements of the Company contain covenants establishing maximum indebtedness and leverage levels, as well as minimum coverage of outstanding amounts.
The Companys debt financial covenants are measured based on consolidated information translated into U.S. Dollars. The covenants specify that indebtedness ratio (Net debt to Adjusted EBITDA, as defined (Note 4.2.2 to the most recent financial statements for the year ended December 31, 2015)) cannot exceed 4.5 times.
The Company is in full compliance with the covenants established in the financial contracts at September 30, 2016.
The loan and financing agreements with debt financial covenants also present the following events of default:
· Non-payment, within the stipulated period, of the principal or interest.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
· Inaccuracy of any declaration, guarantee or certification provided.
· Cross-default and cross-judgment default, subject to an agreed.
· Subject to certain periods for resolution, breach of any obligation under the contract.
· Certain events of bankruptcy or insolvency of the Company, its main subsidiaries or Veracel.
· Expropriation, confiscation or any other action affecting a significant portion of the Companys assets;
· Addiction, invalidity, ineffectiveness or unenforceability of the contract;
· Extinction or termination the contract for any reason or person;
· Split of the Company without the prior consent of the creditor;
· Any direct or indirect controlling which does not integrate the Votorantim Group, to perform any act aimed annul, revise, cancel or repudiate by judicial or extrajudicial means the contract;
· Compliance with certain environmental and social conditions on the Horizon Project 2, for Finnveras contract.
20 Trade payables
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
Local currency |
|
|
|
|
|
Related parties |
|
4,885 |
|
5,738 |
|
Third parties (i) |
|
1,105,814 |
|
585,975 |
|
Foreign currency |
|
|
|
|
|
Third parties |
|
232,010 |
|
76,304 |
|
|
|
1,342,709 |
|
668,017 |
|
(i) As mentioned in Note 1 (a), we have a long-term supply agreement of hardwood pulp with Klabin in different conditions in terms of volume, exclusivity, guarantees and payment terms up to 360 days, whose prices were practiced in market conditions, as established in the agreement.
As at September 30, 2016, the amount of R$ 489,127 (zero as at December 31, 2015) refers to pulp purchases of the contract abovementioned.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
21 Provision for contingencies
|
|
September 30, 2016 |
|
December 31, 2015 |
| ||||||||
|
|
Judicial |
|
Provision |
|
Net |
|
Judicial |
|
Provision |
|
Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nature of claims |
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax |
|
105,327 |
|
111,359 |
|
6,032 |
|
96,997 |
|
106,571 |
|
9,574 |
|
Labor |
|
70,746 |
|
229,159 |
|
158,413 |
|
64,429 |
|
201,561 |
|
137,132 |
|
Civil |
|
21,021 |
|
42,329 |
|
21,308 |
|
18,918 |
|
37,537 |
|
18,619 |
|
|
|
197,094 |
|
382,847 |
|
185,753 |
|
180,344 |
|
345,669 |
|
165,325 |
|
The change in the provision for contingencies is as follows:
|
|
September 30, |
|
December 31, |
|
|
|
|
|
|
|
At the beginning of the period |
|
345,669 |
|
302,144 |
|
Settlement |
|
(1,751 |
) |
(16,334 |
) |
Reversal |
|
(12,767 |
) |
(38,196 |
) |
New litigation |
|
14,503 |
|
37,089 |
|
Accrual of financial charges |
|
37,193 |
|
60,966 |
|
At the end of the period |
|
382,847 |
|
345,669 |
|
(i) Significant changes in the period
Tax assessment - IRPJ/CSLL - Swap of industrial and forestry assets
On January 19, 2016, the Tax Federal Administrative Court (CARF - Conselho Administrativo de Recursos Fiscais) rejected as per the casting vote of CARFs President, the appeal filed by the Company in the administrative process regarding the tax assessment received on the swap of industrial and forestry assets with International Paper, as mentioned in Note 24(b)(iv) of our most recent annual financial statements as at December 31, 2015. The Company was notified of the decision on May 25, 2016 and due to the impossibility of new resources and the consequent closure of the case at the administrative level, decided to continue the discussion with the Judiciary and the presentation of challenge is pending by the Union. The Company presented judicial guarantee, which was accepted and maintains its position to not constitute provisions for contingencies, based on the Companys and its external legal advisors opinion that the probability of loss on this case is possible. The updated amount as at September 30, 2016 was R$ 1,646,813.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
Tax assessment - IRPJ/CSLL - Fibria Trading International
On February 25, 2016, the Company was notified of the decision that rejected the appeal filed by the tax authorities, in view of the favorable decision to the Company in the first administrative level. Since that there were no new appeal by the tax authorities, on March 6, 2016, the tax assessment was extinguished.
Tax assessment - IRPJ/CSLL - Fibria Overseas Holding
On October 21, 2015, the Company was notified of the CARFs decision that judged favorably the appeal presented. Since that there were no new appeal by the tax authorities, on January 21, 2016, the tax assessment was extinguished.
Tax assessment - IRPJ/CSLL - Newark
On February 3, 2016, CARF judged favorably the appeal presented by the Company and rejected the appeal filled by the tax authorities. On March 21, 2016, the tax authorities filled petitions regarding the administrative proceedings informing they do not have interest in pursuing the discussion in the Superior Chamber of Tax Appeals, which leads the tax assessment to be extinguished.
22 Revenue
(a) Reconciliation
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Gross amount |
|
9,067,147 |
|
9,018,281 |
|
Sales taxes |
|
(173,295 |
) |
(143,054 |
) |
Discounts and returns (*) |
|
(1,812,842 |
) |
(1,779,175 |
) |
Net revenues |
|
7,081,010 |
|
7,096,052 |
|
(*) Related mainly to trade discounts.
(b) Information about markets
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
Domestic market |
|
703,044 |
|
564,612 |
|
Export market |
|
6,312,661 |
|
6,461,801 |
|
Services |
|
65,305 |
|
69,639 |
|
|
|
7,081,010 |
|
7,096,052 |
|
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
23 Financial results
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Financial expenses |
|
|
|
|
|
Interest on loans and financing (i) |
|
(426,776 |
) |
(329,689 |
) |
Loans commissions |
|
(16,329 |
) |
(7,344 |
) |
Others |
|
(91,398 |
) |
(60,913 |
) |
|
|
|
|
|
|
|
|
(534,503 |
) |
(397,946 |
) |
|
|
|
|
|
|
Financial income |
|
|
|
|
|
Financial investment earnings |
|
126,127 |
|
65,756 |
|
Others (ii) |
|
63,430 |
|
66,426 |
|
|
|
|
|
|
|
|
|
189,557 |
|
132,182 |
|
|
|
|
|
|
|
Gains (losses) on derivative financial instruments |
|
|
|
|
|
Gains |
|
1,063,671 |
|
480,198 |
|
Losses |
|
(380,337 |
) |
(1,369,677 |
) |
|
|
|
|
|
|
|
|
683,334 |
|
(889,479 |
) |
|
|
|
|
|
|
Foreign exchange losses and monetary adjustment, net |
|
|
|
|
|
Loans and financing |
|
1,750,028 |
|
(3,254,485 |
) |
Other assets and liabilities (iii) |
|
(274,905 |
) |
627,441 |
|
|
|
|
|
|
|
|
|
1,475,123 |
|
(2,627,044 |
) |
Net |
|
1,813,511 |
|
(3,782,287 |
) |
(i) Does not include the amount of R$ 70,330 as at September 30, 2016 (R$ 2,438 as at September 30, 2015), related to capitalized financing costs.
(ii) Includes interest accrual of the tax credits.
(iii) Includes the effect of exchange foreign on cash and cash equivalents, trade accounts receivable, trade payable and others.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
24 Expenses by nature
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Cost of sales |
|
|
|
|
|
Depreciation, depletion and amortization |
|
(1,385,378 |
) |
(1,390,903 |
) |
Freight |
|
(656,553 |
) |
(656,709 |
) |
Labor expenses |
|
(406,822 |
) |
(358,997 |
) |
Variable costs (raw materials, miscellaneous materials and inventories for resale) |
|
(2,567,803 |
) |
(1,839,956 |
) |
|
|
(5,016,556 |
) |
(4,246,565 |
) |
|
|
|
|
|
|
Selling expenses |
|
|
|
|
|
Labor expenses |
|
(24,492 |
) |
(21,526 |
) |
Selling expenses (i) |
|
(293,224 |
) |
(266,897 |
) |
Operational leasing |
|
(1,609 |
) |
(1,340 |
) |
Depreciation and amortization charges |
|
(7,418 |
) |
(7,398 |
) |
Other expenses |
|
(18,785 |
) |
(15,397 |
) |
|
|
(345,528 |
) |
(312,558 |
) |
|
|
|
|
|
|
General and administrative |
|
|
|
|
|
Labor expenses |
|
(77,922 |
) |
(73,849 |
) |
Third-party services |
|
(77,019 |
) |
(77,786 |
) |
Depreciation and amortization |
|
(10,054 |
) |
(12,055 |
) |
Taxes and contributions |
|
(4,805 |
) |
(4,837 |
) |
Operating leases and insurance |
|
(8,309 |
) |
(6,552 |
) |
Other expenses |
|
(23,398 |
) |
(19,728 |
) |
|
|
(201,507 |
) |
(194,807 |
) |
|
|
|
|
|
|
Other operating (expenses) income |
|
|
|
|
|
Programs of variable compensation (ii) |
|
(42,215 |
) |
(95,531 |
) |
Loss on disposal of property, plant and equipment |
|
(22,127 |
) |
(15,665 |
) |
Tax credits |
|
12,282 |
|
2,195 |
|
Provision of contingencies |
|
(14,129 |
) |
(7,928 |
) |
Changes in fair value of biological assets |
|
(108,014 |
) |
29,831 |
|
Others |
|
(1,651 |
) |
4,028 |
|
|
|
(175,854 |
) |
(83,070 |
) |
(i) Includes handling expenses, storage and transportation expenses and sales commissions and others.
(ii) Includes the provisions/reversals of the variable compensation program and benefit programs (Phantom Stock Options and Stock Options plans), which consider the Companys stock price in its valuation.
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
25 Earnings per share
(a) Basic
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Numerator |
|
|
|
|
|
Net income (loss) attributable to the shareholders of the Company |
|
1,747,103 |
|
(563,286 |
) |
|
|
|
|
|
|
Denominator |
|
|
|
|
|
Weighted average number of common shares outstanding |
|
553,590,604 |
|
553,591,281 |
|
Basic earnings (loss) per share - in Reais |
|
3.16 |
|
(1.02 |
) |
The weighted average number of shares in the presented periods is represented by a total number of shares of 553,934,646 issued and outstanding for the nine-month period ended September 30, 2016 and 2015, without considering treasury shares, for total of 344,042 shares in the nine-month period ended September 30, 2016 and 2015. In the nine-month period ended September 30, 2016 and 2015 there were no changes in the number of shares of Company.
(b) Diluted
|
|
September 30, |
|
September 30, |
|
|
|
|
|
|
|
Numerator |
|
|
|
|
|
Net income (loss) attributable to the shareholders of the Company |
|
1,747,103 |
|
(563,286 |
) |
|
|
|
|
|
|
Denominator |
|
|
|
|
|
Weighted average number of common shares outstanding |
|
553,590,604 |
|
553,591,281 |
|
Dilution effect |
|
|
|
|
|
Stock options |
|
894,976 |
|
687,840 |
|
Weighted average number of common shares outstanding adjusted according to dilution effect |
|
554,485,580 |
|
554,279,121 |
|
Diluted earnings (loss) per share (in Reais) |
|
3.15 |
|
(1.02 |
) |
Fibria Celulose S.A.
Notes to the unaudited consolidated interim financial information at September 30, 2016
In thousands of Reais, unless otherwise indicated
26 Explanatory notes not presented
According to the requirements for disclosure contained in Circular-Letter CVM/SNC/SEP/No. 003/2011, we presented explanatory notes to the annual financial statements detailing the financial instruments by category (Note 7), credit quality of financial assets ( Note 8), financial and operational lease agreements (Note 21), advances to suppliers (Note 22), the tax amnesty and refinancing program (Note 25), asset retirement obligations (Note 26), long term commitments (Note 27), benefits to employees (Note 29), compensation program based on shares (Note 30), insurance (Note 34), non-current assets held for sale (Note 36) and impairment testing (Note 37), that we omitted in the September 30, 2016 consolidated interim financial information because the assumptions, operations and policies have not seen any relevant changes compared to the position presented in the financial statements as at December 31, 2015.
27 Subsequent event
On October 7, 2016, the Company approved the public distributions of Agribusiness Credit Receivable Certificates (CRA) to be issued by Eco Securitizadora de Direitos Creditórios do Agronegócio S.A., until the amount of R$ 1,700,000, in two tranches, being the first tranche with maturity for the principal in 2022 and an interest rate of 99% of CDI and the second tranche with maturity for the principal in 2023 and an interest rate indexed to NTN-B 24. The Agribusiness Credit Receivable Certificates will be backed in Export Credit Notes (NCEs) to be issued by the Company.
* * *
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: October 31st, 2016
|
Fibria Celulose S.A. | |
|
|
|
|
By: |
/s/ Guilherme Perboyre Cavalcanti |
|
Name: |
Guilherme Perboyre Cavalcanti |
|
Title: |
CFO and IRO |
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