Form 6-K Itau Unibanco Holding For: May 05
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of May 2015
Commission File Number: 001-15276
Itaú Unibanco Holding S.A.
(Exact name of registrant as specified in its charter)
Itaú Unibanco Holding S.A.
(Translation of Registrant’s Name into English)
Praça Alfredo Egydio de Souza Aranha, 100-Torre Itaúsa
04344-902 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 by furnishing the information contained in this Form, the registrant is also thereby furnishing 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):
82-___________________.
82-___________________.
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.
Itaú Unibanco Holding S.A.
|
||||
(Registrant) | ||||
Date: May 5, 2015 | By: | /s/ Marcelo Kopel | ||
Name: | Marcelo Kopel | |||
Title: | Investor Relations Officer | |||
By: | /s/ Eduardo Mazzilli de Vassimon | |||
Name: | Eduardo Mazzilli de Vassimon | |||
Title: | Chief Financial Officer | |||
EXHIBIT INDEX
99.1
|
Announcement to the Market: Trading of Own Shares for Treasury - Month: April 2015
|
99.2
|
Announcement to the Market: Disclosure of Results for the First Quarter of 2015, According to International Financial Reporting Standards – IFRS
|
99.3
|
Summarized Minutes of the Meeting of the Fiscal Council of May 4, 2015
|
99.4
|
Summarized Minutes of the Meeting of the Board of Directors of May 4, 2015
|
Itaú Unibanco Holding S.A.
A Publicly Listed Company
|
CNPJ. 60.872.504/0001-23
|
Announcement to the Market
Trading of Own Shares for Treasury
Month: April 2015
1.
|
On November 18, 2004, in keeping with the best Corporate Governance practice, Itaú Unibanco Holding S.A. (“Itaú Unibanco”) voluntarily disclosed its “Operating Rules for the Trading of Own Shares for Treasury”(“Rules”).
|
2.
|
Item 2.1.3 of the “Rules” established the obligation to make monthly disclosure of the volumes of own shares traded on stock exchanges by Itaú Unibanco, and minimum, average and maximum prices.
|
3.
|
In this context, we wish to inform that during April 2015, Itaú Unibanco did not trade in its own shares for treasury stock.
|
4.
|
We would point out that the share buy-back program, effective for December 16, 2014 until December 15, 2015, approved by the Board of Directors, authorizing the acquisition of up to 10.0 million of common shares and 50.0 million in preferred shares.
|
5.
|
It should be kept in mind that in the approved share buy-back program, we had already acquired 17,596,600 preferred shares at the average price of R$ 34.26 as shown in the following table.
|
Current Repurchase
|
Transaction
|
Trading
|
Prices – R$ per Share
|
|||
Program
|
Volume
|
Minimum
|
Average
|
Maximum
|
||
Dec/14
|
1,000,000
|
34.13
|
34.75
|
35.07
|
||
Jan/15
|
11,000,000
|
33.12
|
34.13
|
34.81
|
||
Preferred Shares
|
Feb/15
|
Purchase
|
3,596,600
|
33.89
|
34.68
|
35.05
|
Mar/15
|
2,000,000
|
33.64
|
34.07
|
34.41
|
||
Total
|
17,596,600
|
33.12
|
34.26
|
35.07
|
6.
|
We would remind readers that historical data is available in the organization’s Investor Relations site (www.itau-unibanco.com/investor-relations).
|
São Paulo-SP, May 5th, 2015.
MARCELO KOPEL
Investor Relations Officer
Announcement to the Market
Disclosure of results for the first quarter of 2015, according to
International Financial Reporting Standards – IFRS
We present below the differences between our financial statements in BRGAAP1 and in International Financial Reporting Standards - IFRS. We emphasize that the main difference in the result and equity relates to the allowance for loan losses, that uses the concept of incurred loss in IFRS and of expected loss in BRGAAP.
The complete consolidated financial statements under IFRS for the first quarter of 2015 are available at our website: www.itau.com.br/investor-relations.
Comparison between BRGAAP1 and IFRS
|
R$ million
|
Balance Sheet
|
BRGAAP
|
Adjustments and
Reclassifications2 |
IFRS
|
BRGAAP
|
Adjustments and
Reclassifications2 |
IFRS
|
|||||||||||||
Mar/31/2015 | Dec/31/2014 | ||||||||||||||||||
Total Assets
|
1,294,613 | (125,174 | ) | 1,169,439 | 1,208,702 | (81,499 | ) | 1,127,203 | |||||||||||
Cash and Cash Equivalents Reserve Requirements Interbank Deposits, Securities Under Repurchase Agreements, Financial Assets and Derivatives 3
|
631,110 | (37,429 | ) | 593,681 | 610,142 | (36,883 | ) | 573,259 | |||||||||||
Loan Operations
|
468,105 | 658 | 468,763 | 451,760 | 671 | 452,431 | |||||||||||||
(-) Allowance for Loan Losses 4
|
(28,354 | ) | 4,290 | (24,064 | ) | (26,948 | ) | 4,556 | (22,392 | ) | |||||||||
Other Financial Assets 5
|
138,070 | (83,769 | ) | 54,301 | 96,761 | (43,112 | ) | 53,649 | |||||||||||
Tax Assets 6
|
48,212 | (6,937 | ) | 41,275 | 42,890 | (7,647 | ) | 35,243 | |||||||||||
Investments in associates and jointly controlled entities, Goodwill, Fixed and Intangible Assets, Assets Held for Sale and Other Assets
|
37,470 | (1,987 | ) | 35,483 | 34,097 | 916 | 35,013 | ||||||||||||
Current Liabilities and Long Term Liabilities
|
1,195,960 | (128,581 | ) | 1,067,379 | 1,110,439 | (83,853 | ) | 1,026,586 | |||||||||||
Deposits
|
298,652 | - | 298,652 | 294,773 | - | 294,773 | |||||||||||||
Deposits Received Under Securities Repurchase Agreements 3
|
330,858 | (36,991 | ) | 293,867 | 325,013 | (36,330 | ) | 288,683 | |||||||||||
Financial Liabilities Held for Trading, Derivatives,
Interbank and Institutional funding
|
242,341 | (133 | ) | 242,208 | 212,826 | 872 | 213,698 | ||||||||||||
Other Financial Liabilities 5
|
151,111 | (83,670 | ) | 67,441 | 114,540 | (43,048 | ) | 71,492 | |||||||||||
Reserves for Insurance, Private Pension and Capitalization
|
116,737 | 130 | 116,867 | 112,675 | 113 | 112,788 | |||||||||||||
Provisions and Other Liabilities
|
47,996 | (3,084 | ) | 44,912 | 40,765 | (78 | ) | 40,687 | |||||||||||
Tax Liabilities 6
|
8,265 | (4,833 | ) | 3,432 | 9,847 | (5,382 | ) | 4,465 | |||||||||||
Total Stockholders’ Equity
|
98,654 | 3,406 | 102,060 | 98,263 | 2,354 | 100,617 | |||||||||||||
Non-controlling interests
|
1,700 | (5 | ) | 1,695 | 2,415 | (1,058 | ) | 1,357 | |||||||||||
Controlling Stockholders’ Equity 7
|
96,954 | 3,411 | 100,365 | 95,848 | 3,412 | 99,260 |
1 BRGAAP represents the accounting practices adopted in Brazil for financial institutions, according to regulation of the Brazilian Central Bank;
2 Resulted from reclassifications between assets and liabilities and other effects from IFRS adoption;
3 Resulted from the elimination of transactions between the parent company and exclusive funds (mainly PGBL and VGBL fund quotas), which are consolidated under IFRS;
4 Implementation of the criteria for calculating the Allowance for Loan Losses as defined in IFRS;
5 Difference in accounting, mainly for Foreign Exchange Portfolio, which started to be considered as a net effect of Assets and Liabilities;
6 Difference in accounting, mainly for deferred taxes, which are now treated as a net effect of Assets and Liabilities in each of the consolidated companies.
7 Conciliation of Controlling Stockholders’ Equity is presented in the following table.
Itaú Unibanco Holding S.A.
Below, the conciliation of the Result and Equity, and the conceptual description of the major adjustments.
Conciliation
|
R$ million
|
Adjustments
|
Equity
|
Result | |||||||||||
Mar/31/2015
|
1stQ/15 | 4thQ/14 |
1stQ/14
|
||||||||||
BRGAAP - Values Attributable to Controlling Stockholders
|
96,954 | 5,733 | 5,520 | 4,419 | |||||||||
(a) Allowance for Loan Losses
|
2,589 | (154 | ) | 712 | 56 | ||||||||
(b) Adjustment to market value of shares and quotas
|
66 | - | - | - | |||||||||
(c) Acquisition of interest in Porto Seguro Itaú Unibanco Participações S.A.
|
472 | (4 | ) | (4 | ) | (4 | ) | ||||||
(d) Effective interest rate
|
(113 | ) | 21 | 24 | 11 | ||||||||
(e) Other adjustments
|
397 | 76 | 93 | 69 | |||||||||
IFRS - Values Attributable to Controlling Stockholders
|
100,365 | 5,673 | 6,345 | 4,551 | |||||||||
IFRS - Values Attributable to Minority Stockholders
|
1,695 | 110 | 88 | 50 | |||||||||
IFRS - Values Attributable to Controlling Stockholders and Minority Stockholders
|
102,060 | 5,783 | 6,433 | 4,601 |
Differences between IFRS and BRGAAP Financial Statements
(a) On IFRS(IAS39), loan losses allowances must be made when there is objective evidence that loan operations have suffered a reduction in its value (Incurred Loss). On BRGAAP, the expected loss model is used 8.
(b) On IFRS(IAS39 and 32), stocks and quotas classified as permanents investments were measured at fair value and its gains and losses were recorded directly on Equity, with no impact on the income statement of the period.
(c) On IFRS, the effect of accounting at fair value the acquisition of the participation in Porto Seguro Itaú Unibanco Participações S.A. was recognized.
(d) On the IFRS(IAS39), the assets and financial liabilities measured at amortized cost are recognized according to the methodology of effective interest rate, which appropriates the revenues and costs directly attributed to the acquisition, issue or disposal for the period of operation. On BRGAAP, the recognition of expenses and revenues from fees occurs at the time of contracting these operations.
(e) Other Adjustments mainly comprise the difference in the eligibility of operations of the Cash Flow Hedge for purposes of IFRS and the reversal of the Goodwill Amortizations pursuant the BRGAAP.
8 For more details see our Complete Financial Statements for the first quarter of 2015.
For comparison purposes, we present on the table below the Result and the Recurring Result according to the IFRS and the BRGAAP.
Recurring Result
|
R$ million
|
1st Q/15
|
4th Q/14
|
1st Q/14
|
||||||||||||||||||||||||||||||||||
BRGAAP
|
IFRS
|
Variation
|
BRGAAP
|
IFRS
|
Variation
|
BRGAAP
|
IFRS
|
Variation
|
||||||||||||||||||||||||||||
Result - Attributable to Controlling Stockholders
|
5,733 | 5,673 | (60 | ) | 5,520 | 6,345 | 825 | 4,419 | 4,551 | 132 | ||||||||||||||||||||||||||
Exclusion of the Non-Recurring Events
|
75 | 51 | (24 | ) | 140 | (586 | ) | (726 | ) | 110 | 67 | (42 | ) | |||||||||||||||||||||||
Realization of Assets and Impairment
|
- | - | - | 9 | 4 | (5 | ) | - | - | - | ||||||||||||||||||||||||||
Goodwill Amortization
|
60 | 37 | (24 | ) | 54 | - | (54 | ) | 42 | - | (42 | ) | ||||||||||||||||||||||||
Program for Settlement or Installment Payment of Taxes
|
(27 | ) | (27 | ) | - | 62 | 62 | - | - | - | - | |||||||||||||||||||||||||
Provision for Contingencies
|
42 | 42 | - | 38 | 38 | - | 41 | 41 | - | |||||||||||||||||||||||||||
Provision for losses on tax losses- Porto Seguro
|
- | - | - | - | - | - | 60 | 60 | - | |||||||||||||||||||||||||||
Favorable decision on the increase of the PIS/COFINS calculation bases- IFB
|
- | - | - | (28 | ) | (28 | ) | - | (33 | ) | (33 | ) | - | |||||||||||||||||||||||
Complementary allowance for loan losses1
|
- | - | - | 668 | - | (668 | ) | - | - | - | ||||||||||||||||||||||||||
Gain from Sale of Large Risk Insurance Operations
|
- | - | - | (736 | ) | (736 | ) | - | - | - | - | |||||||||||||||||||||||||
Improvement of Labor Claim Provision Model
|
- | - | - | 74 | 74 | - | - | - | - | |||||||||||||||||||||||||||
Recurring Result - Attributable to Controlling Stockholders
|
5,808 | 5,724 | (84 | ) | 5,660 | 5,759 | 99 | 4,529 | 4,618 | 90 |
1 Recognition of an additional allowance to the minimum required by Resolution No 2,682/99 of the National Monetary Council, in view of lower economic growth scenario that could affect specifics sectors.
The tables in this report show the figures in millions. Variations and summations, however, are calculated in units.
São Paulo, May 5, 2015.
Marcelo Kopel
Investor Relations Officer
Itaú Unibanco Holding S.A.
Itaú Unibanco Holding S.A.
CNPJ 60.872.504/0001-23
|
A Publicly Listed Company
|
NIRE 35300010230
|
SUMMARIZED MINUTES OF THE MEETING OF THE FISCAL COUNCIL
OF MAY 4, 2015
DATE, TIME AND PLACE: On May 4, 2015 at 8:00 a.m. at Praça Alfredo Egydio de Souza Aranha, 100, Torre Olavo Setubal, Piso Metrô, room 5 in the city and state of São Paulo.
CHAIR: Alberto Sozin Furuguem.
QUORUM: The full complement of elected members.
RESOLUTION UNANIMOUSLY ADOPTED:
Following perusal of the Company’s account statements for the period January – March 2015, the Councilors decided to draft the following opinion:
|
“The effective members of the Fiscal Council of ITAÚ UNIBANCO HOLDING S.A. have concluded the examination of the Account Statements with respect to the period January - March, 2015 and have verified the exactness of all the elements reviewed and, in view of the unqualified report of PricewaterhouseCoopers Auditores Independentes, are of the opinion that these documents adequately reflect the equity situation, financial position and the activities executed by the Company during the period.”
|
CONCLUSION: With the work of the meeting concluded, these minutes were drafted, read, approved and signed by all. São Paulo (SP), May 4, 2015. (signed) Alberto Sozin Furuguem and Luiz Alberto de Castro Falleiros – Councilors and José Caruso Cruz Henriques – Alternate Councilor
MARCELO KOPEL
Investor Relations Officer
Itaú Unibanco Holding S.A.
CNPJ 60.872.504/0001-23
|
A Publicly Listed Company
|
NIRE 35300010230
|
SUMMARIZED MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS
OF MAY 4, 2015
DATE, TIME AND PLACE: On May 4, 2015 at 10:00 a.m. at Praça Alfredo Egydio de Souza Aranha, 100, Torre Olavo Setubal, Piso Itaú Unibanco in the city and state of São Paulo.
CHAIR: Pedro Moreira Salles.
QUORUM: The majority of elected members.
RESOLUTIONS UNANIMOUSLY ADOPTED:
Opening the meeting, the Directors examined the financial statements for the period from January to March 2015 and the subject of: (i) a favorable opinion of the Fiscal Council; and (ii) an unqualified report from the independent auditors.
Following due consideration, the Directors concluded as to the accuracy of all the examined documents, unanimously approving them and authorizing their publication, through submission to the Brazilian Securities and Exchange Commission - CVM, BM&FBOVESPA S.A. – Securities Commodities and Futures Exchange, SEC – U.S. Securities and Exchange Commission, NYSE – New York Stock Exchange (the latter two both in the USA), Comisión Nacional de Valores and BCBA – Bolsa de Comercio de Buenos Aires (both in Argentina).
CONCLUSION: With the work of the meeting concluded, these minutes were drafted, read, approved and signed by all. São Paulo (SP), May 4, 2015 Pedro Moreira Salles - Chairman; Alfredo Egydio Arruda Villela Filho – Vice Chairman; Candido Botelho Bracher, Demosthenes Madureira de Pinho Neto, Gustavo Jorge Laboissière Loyola, Henri Penchas, Nildemar Secches and Ricardo Villela Marino – Directors.
MARCELO KOPEL
Investor Relations Officer
Serious News for Serious Traders! Try StreetInsider.com Premium Free!
You May Also Be Interested In
- ITAÚ UNIBANCO 1Q24 Results
- Nykredit Realkredit A/S upgrades full-year guidance, and Nykredit Bank raises deposit rates
- Umicore secures € 499 million in sustainability-linked private debt placement
Create E-mail Alert Related Categories
SEC FilingsSign up for StreetInsider Free!
Receive full access to all new and archived articles, unlimited portfolio tracking, e-mail alerts, custom newswires and RSS feeds - and more!