Form 6-K Fibria Celulose S.A. For: Jul 25
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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 July 25, 2018
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 condensed consolidated interim
financial information at June 30, 2018
and Report on Review of Interim
Financial Information
Report on review of interim
financial information
To the Board of Directors and Shareholders
Fibria Celulose S.A.
Introduction
We have reviewed the accompanying condensed consolidated interim balance sheet of Fibria Celulose S.A. and its subsidiaries (the “Company”) as at June 30, 2018 and the related condensed consolidated statement of profit or loss and comprehensive income for the three-month and six-month periods then ended, and condensed consolidated statement of changes in shareholders’ equity and cash flows for the six-month period then ended, and notes, comprising a summary of significant accounting policies and other explanatory notes.
Management is responsible for the preparation and presentation of this condensed consolidated interim financial information in accordance with International Accounting Standard (IAS) 34 - Interim Financial Reporting, of the International Accounting Standards Board (IASB). Our responsibility is to express a conclusion on this condensed consolidated interim financial information based on our review.
Scope of review
We conducted our review in accordance with Brazilian and International Standards on Reviews of Interim Financial Information (NBC TR 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial 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 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
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial information is not prepared, in all material respects in accordance with International Accounting Standard (IAS) 34 - Interim Financial Reporting, of the International Accounting Standards Board (IASB).
São Paulo, July 23, 2018
|
PricewaterhouseCoopers |
José Vital Pessoa Monteiro Filho |
|
Auditores Independentes |
Contador CRC 1PE016700/O-0 |
CRC 2SP000160/O-5
|
Fibria Celulose S.A.
Unaudited condensed consolidated balance sheet at (In thousands of Reais) |
|
|
Assets |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Current |
|
|
|
|
|
|
Cash and cash equivalents (Note 7) |
|
3,282,933 |
|
4,051,717 |
|
|
Marketable securities (Note 8) |
|
4,086,829 |
|
2,619,424 |
|
|
Derivative financial instruments (Note 9) |
|
19,901 |
|
124,340 |
|
|
Trade accounts receivable, net (Note 10) |
|
1,512,531 |
|
1,193,157 |
|
|
Inventory (Note 11) |
|
2,801,560 |
|
2,080,403 |
|
|
Recoverable taxes (Note 12) |
|
1,631,576 |
|
272,623 |
|
|
Other assets |
|
175,646 |
|
188,497 |
|
|
|
|
|
|
|
|
|
|
|
13,510,976 |
|
10,530,161 |
|
|
|
|
|
|
|
|
|
Non-current |
|
|
|
|
|
|
Marketable securities (Note 8) |
|
167,511 |
|
162,254 |
|
|
Derivative financial instruments (Note 9) |
|
305,392 |
|
323,952 |
|
|
Related parties receivables (Note 14 (a)) |
|
11,567 |
|
9,924 |
|
|
Recoverable taxes (Note 12) |
|
581,795 |
|
1,868,294 |
|
|
Advances to suppliers |
|
658,631 |
|
645,460 |
|
|
Judicial deposits |
|
190,115 |
|
180,883 |
|
|
Deferred taxes (Note 13) |
|
679,229 |
|
752,545 |
|
|
Other assets |
|
116,468 |
|
119,945 |
|
|
|
|
|
|
|
|
|
Investments (Note 15) |
|
180,985 |
|
152,905 |
|
|
Biological assets (Note 16) |
|
4,329,835 |
|
4,253,008 |
|
|
Property, plant and equipment (Note 17) |
|
15,564,848 |
|
15,101,738 |
|
|
Intangible assets (Note 18) |
|
4,571,713 |
|
4,592,262 |
|
|
|
|
|
|
|
|
|
|
|
27,358,089 |
|
28,163,170 |
|
|
|
|
|
|
|
|
|
Total assets |
|
40,869,065 |
|
38,693,331 |
|
|
Fibria Celulose S.A.
Unaudited condensed consolidated balance sheet at (In thousands of Reais) |
(continued) |
|
Liabilities and shareholders’ equity |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Current |
|
|
|
|
|
|
Loans and financing (Note 19) |
|
1,700,834 |
|
1,692,905 |
|
|
Derivative financial instruments (Note 9) |
|
440,181 |
|
151,571 |
|
|
Trade payables (Note 20) |
|
3,013,381 |
|
3,110,462 |
|
|
Payroll, profit sharing and related charges |
|
153,593 |
|
201,949 |
|
|
Taxes payable |
|
160,703 |
|
246,388 |
|
|
Dividends payable |
|
6,374 |
|
261,567 |
|
|
Other payables |
|
185,596 |
|
124,965 |
|
|
|
|
|
|
|
|
|
|
|
5,660,662 |
|
5,789,807 |
|
|
|
|
|
|
|
|
|
Non-current |
|
|
|
|
|
|
Loans and financing (Note 19) |
|
19,321,778 |
|
17,605,658 |
|
|
Derivative financial instruments (Note 9) |
|
203,266 |
|
162,519 |
|
|
Provision for legal proceeds, net (Note 21) |
|
194,717 |
|
165,944 |
|
|
Other payables |
|
411,126 |
|
319,474 |
|
|
|
|
|
|
|
|
|
|
|
20,130,887 |
|
18,253,595 |
|
|
|
|
|
|
|
|
|
Total liabilities |
|
25,791,549 |
|
24,043,402 |
|
|
|
|
|
|
|
|
|
Shareholders’ equity |
|
|
|
|
|
|
Share capital |
|
9,729,006 |
|
9,729,006 |
|
|
Share capital reserve |
|
19,884 |
|
13,361 |
|
|
Treasury shares |
|
(19,416 |
) |
(23,086 |
) |
|
Other reserves |
|
1,625,998 |
|
1,608,867 |
|
|
Statutory reserves |
|
3,249,015 |
|
3,249,015 |
|
|
Retained earnings |
|
400,943 |
|
|
|
|
|
|
|
|
|
|
|
Equity attributable to shareholders of the Company |
|
15,005,430 |
|
14,577,163 |
|
|
|
|
|
|
|
|
|
Equity attributable to non-controlling interests |
|
72,086 |
|
72,766 |
|
|
|
|
|
|
|
|
|
Total shareholders’ equity |
|
15,077,516 |
|
14,649,929 |
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders’ equity |
|
40,869,065 |
|
38,693,331 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
|
Fibria Celulose S.A.
Unaudited condensed consolidated statement of profit or loss (In thousand of Reais, except for the income per shares) |
|
|
|
|
Second quarter |
|
Semester ended |
| ||||
|
|
|
April 1 to |
|
April 1 to |
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net revenues (Note 22) |
|
4,722,488 |
|
2,774,858 |
|
8,415,655 |
|
4,848,875 |
|
|
Cost of sales (Note 24) |
|
(2,615,801 |
) |
(2,047,302 |
) |
(4,820,946 |
) |
(3,780,740 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
2,106,687 |
|
727,556 |
|
3,594,709 |
|
1,068,135 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling expenses (Note 24) |
|
(221,847 |
) |
(131,404 |
) |
(406,690 |
) |
(236,887 |
) |
|
General and administrative (Note 24) |
|
(93,857 |
) |
(68,087 |
) |
(167,825 |
) |
(126,652 |
) |
|
Equity in results of joint-venture |
|
534 |
|
141 |
|
549 |
|
50 |
|
|
Other operating income and expense, net (Note 24) |
|
27,987 |
|
(242,043 |
) |
(38,275 |
) |
(188,677 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(287,183 |
) |
(441,393 |
) |
(612,241 |
) |
(552,166 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Income before financial income and expenses |
|
1,819,504 |
|
286,163 |
|
2,982,468 |
|
515,969 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income (Note 23) |
|
83,865 |
|
115,840 |
|
152,342 |
|
230,823 |
|
|
Financial expenses (Note 23) |
|
(341,105 |
) |
(273,534 |
) |
(658,203 |
) |
(548,315 |
) |
|
Result of derivative financial instruments, net (Note 23) |
|
(480,511 |
) |
(180,352 |
) |
(423,446 |
) |
106,781 |
|
|
Foreign exchange gain (loss) and indexation charges, net (Note 23) |
|
(1,501,649 |
) |
(450,923 |
) |
(1,580,173 |
) |
(247,050 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,239,400 |
) |
(788,969 |
) |
(2,509,480 |
) |
(457,761 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
(419,896 |
) |
(502,806 |
) |
472,988 |
|
58,208 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes |
|
|
|
|
|
|
|
|
|
|
Current (Note 13 (b)) |
|
(25,941 |
) |
(27,960 |
) |
(44,404 |
) |
(47,548 |
) |
|
Deferred (Note 13 (b)) |
|
235,778 |
|
271,682 |
|
(23,512 |
) |
59,253 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
(210,059 |
) |
(259,084 |
) |
405,072 |
|
69,913 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to |
|
|
|
|
|
|
|
|
|
|
Shareholders of the Company |
|
(212,298 |
) |
(261,999 |
) |
400,943 |
|
64,653 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interest |
|
2,239 |
|
2,915 |
|
4,129 |
|
5,260 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
(210,059 |
) |
(259,084 |
) |
405,072 |
|
69,913 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share (in Reais) (Note 25) |
|
(0.38371 |
) |
(0,47363 |
) |
0.72473 |
|
0.11683 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share (in Reais) (Note 25) |
|
(0.38328 |
) |
(0.47287 |
) |
0.72391 |
|
0.11665 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
|
Fibria Celulose S.A.
Unaudited condensed consolidated statement of comprehensive income (In thousand of Reais) |
|
|
|
|
Second quarter |
|
Semester ended |
| ||||
|
|
|
April 1 to |
|
April 1 to |
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
(210,059 |
) |
(259,084 |
) |
405,072 |
|
69,913 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
|
|
|
|
Items that will not be reclassified to profit or loss |
|
|
|
|
|
|
|
|
|
|
Actuarial gains on post-employment benefit obligations |
|
|
|
|
|
3,710 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,710 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax effect regarding above items - 34% |
|
|
|
|
|
(1,261 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,449 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items that may be subsequently reclassified to profit or loss |
|
|
|
|
|
|
|
|
|
|
Foreign exchange effect on fair value through other comprehensive income financial assets |
|
|
|
|
|
|
|
|
|
|
Ensyn Corporation (“Ensyn”) |
|
17,041 |
|
4,478 |
|
17,545 |
|
1,573 |
|
|
CelluForce Inc. (“CelluForce”) |
|
2,304 |
|
901 |
|
2,031 |
|
650 |
|
|
Spinnova Oy (“Spinnova”) |
|
2,091 |
|
|
|
2,670 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,436 |
|
5,379 |
|
22,246 |
|
2,223 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax effect regarding above items - 34% |
|
(7,289 |
) |
(1,829 |
) |
(7,564 |
) |
(756 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14,147 |
|
3,550 |
|
14,682 |
|
1,467 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other comprehensive income for the period, net of taxes |
|
14,147 |
|
3,550 |
|
17,131 |
|
1,467 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the period, net of taxes |
|
(195,912 |
) |
(255,534 |
) |
422,203 |
|
71,380 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to |
|
|
|
|
|
|
|
|
|
|
Shareholders of the Company |
|
(198,151 |
) |
(258,449 |
) |
418,074 |
|
66,120 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interest |
|
2,239 |
|
2,915 |
|
4,129 |
|
5,260 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(195,912 |
) |
(255,534 |
) |
422,203 |
|
71,380 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
|
Fibria Celulose S.A.
Unaudited condensed consolidated statement of changes in shareholders’ equity (In thousands of Reais) |
|
|
|
|
Capital |
|
|
|
|
|
Other reserves |
|
Statutory reserves |
|
|
|
|
|
|
|
|
| ||||
|
|
|
Capital |
|
Share |
|
Capital |
|
Treasury |
|
Other |
|
Legal |
|
Investments |
|
Retained |
|
Total |
|
Non- |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31, 2016 |
|
9,740,777 |
|
(11,771 |
) |
11,350 |
|
(10,378 |
) |
1,599,640 |
|
411,432 |
|
2,010,024 |
|
|
|
13,751,074 |
|
66,606 |
|
13,817,680 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
64,653 |
|
64,653 |
|
5,260 |
|
69,913 |
|
|
Other comprehensive income |
|
|
|
|
|
|
|
|
|
1,467 |
|
|
|
|
|
|
|
1,467 |
|
|
|
1,467 |
|
|
|
|
|
|
|
|
|
|
|
|
1,467 |
|
|
|
|
|
64,653 |
|
66,120 |
|
5,260 |
|
71,380 |
|
|
Transactions with shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock option program (Note 31(ii)) |
|
|
|
|
|
|
|
(17,045 |
) |
|
|
|
|
|
|
|
|
(17,045 |
) |
|
|
(17,045 |
) |
|
Repurchase of shares |
|
|
|
|
|
1,678 |
|
|
|
|
|
|
|
|
|
|
|
1,678 |
|
|
|
1,678 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2017 |
|
9,740,777 |
|
(11,771 |
) |
13,028 |
|
(27,423 |
) |
1,601,107 |
|
411,432 |
|
2,010,024 |
|
64,653 |
|
13,801,827 |
|
71,866 |
|
13,873,693 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31, 2017 |
|
9,740,777 |
|
(11,771 |
) |
13,361 |
|
(23,086 |
) |
1,608,867 |
|
465,695 |
|
2,783,320 |
|
|
|
14,577,163 |
|
72,766 |
|
14,649,929 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
400,943 |
|
400,943 |
|
4,129 |
|
405,072 |
|
|
Other comprehensive income |
|
|
|
|
|
|
|
|
|
17,131 |
|
|
|
|
|
|
|
17,131 |
|
|
|
17,131 |
|
|
|
|
|
|
|
|
|
|
|
|
17,131 |
|
|
|
|
|
400,943 |
|
418,074 |
|
4,129 |
|
422,203 |
|
|
Transactions with shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock option program (Note 31(ii)) |
|
|
|
|
|
915 |
|
|
|
|
|
|
|
|
|
|
|
915 |
|
|
|
915 |
|
|
Exercise of stock option program |
|
|
|
|
|
(623 |
) |
3,670 |
|
|
|
|
|
|
|
|
|
3,047 |
|
|
|
3,047 |
|
|
Tax incentive - ICMS |
|
|
|
|
|
6,231 |
|
|
|
|
|
|
|
|
|
|
|
6,231 |
|
|
|
6,231 |
|
|
Additional dividend proposed - non-controlling interest (Portocel) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,809 |
) |
(4,809 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2018 |
|
9,740,777 |
|
(11,771 |
) |
19,884 |
|
(19,416 |
) |
1,625,998 |
|
465,695 |
|
2,783,320 |
|
400,943 |
|
15,005,430 |
|
72,086 |
|
15,077,516 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
|
Fibria Celulose S.A.
Unaudited condensed consolidated statement of cash flows Period of six months ended (In thousand of Reais) |
|
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
472,988 |
|
58,208 |
|
|
|
|
|
|
|
|
|
Adjusted by |
|
|
|
|
|
|
Depreciation, depletion and amortization (Note 24) |
|
1,291,215 |
|
956,304 |
|
|
Depletion of timber resources from forestry partnership programs (Note 24) |
|
40,098 |
|
23,771 |
|
|
Foreign exchange loss and indexation charges, net (Note 23) |
|
1,580,173 |
|
247,050 |
|
|
Change in fair value of derivative financial instruments |
|
423,446 |
|
(106,781 |
) |
|
Equity in results of joint-venture |
|
(549 |
) |
(50 |
) |
|
Loss on disposal of property, plant and equipment and biological assets, net (Note 24) |
|
25,344 |
|
13,948 |
|
|
Gain on sale of investment - Losango Project |
|
|
|
(61,648 |
) |
|
Interest and gain/losses from marketable securities |
|
(89,120 |
) |
(154,311 |
) |
|
Interest expense |
|
535,824 |
|
454,759 |
|
|
Change in fair value of biological assets (Note 16 and Note 24) |
|
(89,707 |
) |
223,201 |
|
|
Impairment of recoverable taxes - ICMS |
|
74,976 |
|
45,244 |
|
|
Tax credits |
|
(807 |
) |
(2,367 |
) |
|
Stock option program |
|
915 |
|
1,678 |
|
|
Transaction costs and other |
|
23,132 |
|
18,309 |
|
|
|
|
|
|
|
|
|
Decrease (increase) in assets |
|
|
|
|
|
|
Trade accounts receivable |
|
(103,426 |
) |
44,036 |
|
|
Inventory |
|
(520,416 |
) |
(48,511 |
) |
|
Recoverable taxes |
|
(134,541 |
) |
(247,477 |
) |
|
Other assets |
|
28,447 |
|
(6,893 |
) |
|
|
|
|
|
|
|
|
Increase (decrease) in liabilities |
|
|
|
|
|
|
Trade payables |
|
(308,864 |
) |
555,970 |
|
|
Taxes payable |
|
(80,854 |
) |
(20,531 |
) |
|
Payroll, profit sharing and related charges |
|
(48,356 |
) |
(26,154 |
) |
|
Other payables |
|
74,077 |
|
5,305 |
|
|
|
|
|
|
|
|
|
Cash provided by operating activities |
|
3,193,995 |
|
1,973,060 |
|
|
|
|
|
|
|
|
|
Interest received |
|
78,815 |
|
135,256 |
|
|
Interest paid |
|
(459,247 |
) |
(441,936 |
) |
|
Income taxes paid |
|
(19,012 |
) |
(18,194 |
) |
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
2,794,551 |
|
1,648,186 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
|
Fibria Celulose S.A.
Unaudited condensed consolidated statement of cash flows Period of six months ended (In thousand of Reais) |
|
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
Acquisition of property, plant and equipment, intangible assets and forests |
|
(1,932,474 |
) |
(2,387,597 |
) |
|
Advances for acquisition of timber from forestry partnership program |
|
(41,627 |
) |
(14,587 |
) |
|
Proceeds from sale of investment - Losango Project |
|
|
|
201,999 |
|
|
Marketable securities, net |
|
(1,462,357 |
) |
(979,877 |
) |
|
Capital increase on joint-venture |
|
(2,963 |
) |
|
|
|
Proceeds from sale of property, plant and equipment |
|
5,093 |
|
14,548 |
|
|
Derivative transactions settled (Note 9(c)) |
|
28,909 |
|
75,032 |
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
(3,405,419 |
) |
(3,090,482 |
) |
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
Borrowings (Note 19) |
|
994,819 |
|
2,639,677 |
|
|
Repayments of principal (Note 19) |
|
(1,195,260 |
) |
(366,026 |
) |
|
Repurchase of shares |
|
|
|
(17,045 |
) |
|
Exercise of stock option program |
|
1,730 |
|
|
|
|
Dividends paid |
|
(260,003 |
) |
(394,829 |
) |
|
Others |
|
4,387 |
|
2,872 |
|
|
|
|
|
|
|
|
|
Net cash (used in) provided by financing activities |
|
(454,327 |
) |
1,864,649 |
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents |
|
296,411 |
|
13,367 |
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents |
|
(768,784 |
) |
435,720 |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of the period |
|
4,051,717 |
|
2,660,073 |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of the period |
|
3,282,933 |
|
3,095,793 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial information.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (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 corporation, operating under Brazilian corporate law. Our headquarters and principal executive office is located in São Paulo, SP, Brazil.
We are listed on the Brazilian stock exchange (B3 S.A. - Brasil Bolsa Balcão (“B3”)) and the New York Stock Exchange (NYSE) and we are subject to the regulatory requirements of the Brazilian Comissão de Valores Mobiliários (CVM) and the U.S. 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 production and sale of short fiber pulp from 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, under long-term contracts with shipping companies, through the ports of Santos, located in the State of São Paulo, Barra do Riacho, located in the State of Espírito Santo (operated by our subsidiary Portocel - Terminal Especializado Barra do Riacho S.A. (“Portocel”)) and Terminal Macuco located in the port of Santos, State of São Paulo (operated by our subsidiary Fibria Terminal de Celulose de Santos SPE S.A. (“Fibria Santos SPE”)), which began its operations in February 2018.
(b) Voting agreement and other obligations
On March 16, 2018, we disclosed a Material Fact informing the market that, on March 15, 2018, Fibria’s controlling shareholders, Suzano Holding S.A. and the other controlling shareholders of Suzano Papel e Celulose S.A., with Suzano Papel e Celulose S.A. acting as intervening party, entered into a Voting Agreement and other Obligations (“Agreement”), whereby Suzano’s controlling shareholders and Fibria’s controlling shareholders have agreed to exercise their voting rights in order to combine the operations and shareholder bases of Suzano and the Company, through a corporate reorganization. The Company’s Board of Director approved its accession to the Agreement on March 27, 2018.
The transaction is subject to the fulfillment of suspensive conditions, including the approval by antitrust authorities.
On May 31, 2018, the United States Federal Trade Commission, US antitrust authority, granted the early conclusion of the analysis regarding the process, authorizing the transaction without restrictions in the United States.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
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 accounting basis of business continuity and the historical cost convention, except for certain financial assets measured at fair value through profit or loss and through other comprehensive income, financial liabilities (including derivative instruments) and biological assets measured at fair value.
(a) Accounting policies adopted
The consolidated interim financial information have been prepared and are being presented in accordance with IAS 34 - “Interim Financial Reporting” as issued by the International Accounting Standards Board (IASB) 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 must be read in conjunction with the audited annual financial statements for the year ended December 31, 2017, published on January 29, 2018, 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 items related to the adoption of the new standards, amendments and interpretations issued by IASB, as detailed in Note 2.1.1, 2.1.2 and Note 3 below.
(b) Approval of the interim financial statements
The consolidated interim financial statements were approved by the Board of Directors and Fibria’s Management on July 23, 2018.
2.1.1 Financial instruments — IFRS 9
The main impacts are related to the financial asset’s classification. Once IFRS 9 has changed the categories for classification of the financial assets, eliminating the categories held-to-maturity, loans and receivables and available for sale. As a result, the financial assets are classified in one of the following categories: at amortized cost, at fair value through other comprehensive income and at fair value through profit or loss.
The requirements for classification and measurement of financial liabilities were practically unchanged from the previous standard (IAS 39), including those related to embedded derivatives and the option to assign financial liabilities at fair value. The only exception introduced by the new standard relates to liabilities designated at fair value. Since the Company has no financial liabilities designated at fair value, this change did not have any impact.
(a) Financial asset’s, classification, recognition and measurement
The Company classifies its financial assets in the following categories: (a) amortized cost, (b) at fair value through
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
other comprehensive income and (c) at fair value through profit or loss. The classification depends on the purpose for which the financial assets were acquired.
Regular purchases and sales of financial assets are recognized on the trade date — the date on which Fibria commits to purchase or sell the asset. Financial assets are derecognized when the rights to receive cash flows from the investments have expired or have been transferred but only if Fibria has transferred substantially all risks and rewards of ownership.
(i) Financial assets at amortized cost
Financial assets at amortized cost are financial assets held by the Company (i) in order to receive their contractual cash flow and not to sell to realization a profit or loss and (ii) whose contractual terms give rise, on specified dates, to cash flows that exclusively, payments of principal and interest on the principal amount outstanding.
It includes the balance of cash and cash equivalents, trade accounts receivable, other assets and marketable securities, for investments in agrarian debt securities. Any changes are recognized in income statement under “Financial income” or “Financial expenses”, depending on the outcome.
(ii) Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income are financial assets held by the Company (i) either to receive their contractual cash flow as the for sale with realization of profit or loss and (ii) whose contractual terms give rise on specified dates, to cash flows constituting, exclusively, payments of principal and interest on the principal amount outstanding. In addition, investments in equity instruments where, on initial recognition, the Company elected to present subsequent changes in its fair value to other comprehensive income, are classified in this category.
This category includes the balance of other investments. Any changes are recognized in the income statement under “Financial income” or “Financial expenses”, depending on the result, except for the fair value of investments in equity instruments that are recognized in other comprehensive income.
(iii) Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are either designated in this category or not classified in any of the other categories.
Financial assets at fair value through profit or loss are the balance of derivative financial instruments, including embedded derivatives, stock options and other securities. Any changes are recognized in the income statement under “Financial income” or “Financial expenses”, depending on its outcome, not derivative instruments and, under “Income from derivative financial instruments”, for derivative instruments.
2.1.2 Revenue recognition — IFRS 15
The Company recognizes revenues from contracts with customers as at which the products to customers transfer of control, represented by the ability to determine the use of products and obtain substantially all the remaining benefits from the products.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
The Company follows the conceptual framework of the standard, based on the five-step model: (1) identification of contracts with customers; (2) identification of performance obligations under contracts; (3) determining the transaction price; (4) allocation of the transaction price to the performance obligation provided for in the contracts and (5) recognition of revenue when the performance obligation is met.
The transaction confirmation is based on the parameters provided by the corresponding Incoterms (International Commercial Terms) and credit confirmation to the completion of the transaction. Revenue is the net sales revenue, net of taxes, discounts and returns.
(a) Sale of products
The recognition of revenue for domestic and export pulp sales is based on the following principles:
(i) Domestic market - sales are mainly made on credit. Revenue is recognized when the customer receives the product, whether on the carrier’s premises or at its own premises, at which point of control is transferred.
(ii) Export market - export orders are normally supplied from third party warehouses located near strategic markets; sales are mainly made on credit. Revenue is recognized as per the Incoterm parameters.
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 circumstances. Accounting estimates will, by definition, seldom match the actual results. In the six-month period ended June 30, 2018, 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.
3 New standards, amendments and interpretations issued by IASB
The standard below has been issued and is effective for future periods, as from January 1, 2019. We have not early adopted this standard.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
|
Standard |
|
IFRS 16 — Leases |
|
|
|
|
|
Effective date |
|
January 1, 2019 |
|
|
|
|
|
Main points introduced by the standard |
|
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’).
|
|
|
|
|
|
Impacts of the adoption |
|
The Company´s evaluation of the impacts of the new standard is in progress. Our assessment is being conducted in several areas of the Company in order to identify the existing contracts, as well as the environmental of internal controls and systems impacted by the adoption of the new standard. |
There are no other IFRS or IFRIC interpretations that are not yet effective that the Company expects to have a material impact on the Company’s financial position and results of operations.
4 Risk management
The risk management policies and financial risk factors disclosed in the annual financial statements (Note 4) as at December 31, 2017 did not show any significant changes. The Company’s 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 was considered relevant by Fibria’s management to be accompanied quarterly.
4.1 Foreign exchange risk
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Assets in foreign currency |
|
|
|
|
|
|
Cash and cash equivalents |
|
3,032,748 |
|
3,583,241 |
|
|
Trade accounts receivable (Note 10) |
|
1,244,587 |
|
1,042,107 |
|
|
|
|
|
|
|
|
|
|
|
4,277,335 |
|
4,625,348 |
|
|
|
|
|
|
|
|
|
Liabilities in foreign currency |
|
|
|
|
|
|
Loans and financing (Note 19) |
|
12,567,572 |
|
10,695,696 |
|
|
Trade payables (Note 20) |
|
2,044,873 |
|
1,541,247 |
|
|
Derivative financial instruments (Note 9 (a)) |
|
521,670 |
|
99,279 |
|
|
|
|
|
|
|
|
|
|
|
15,134,095 |
|
12,336,222 |
|
|
|
|
|
|
|
|
|
Liability exposure |
|
10,856,760 |
|
7,710,874 |
|
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
4.2 Liquidity risk
The table below presents Fibria’s 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, therefore, differ from the amounts presented in the consolidated balance sheet.
|
|
|
Less than |
|
Between |
|
Between |
|
Over five years |
|
|
|
|
|
|
|
|
|
|
|
|
|
At June 30, 2018 |
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
2,672,841 |
|
3,839,769 |
|
10,348,800 |
|
11,307,181 |
|
|
Derivative financial instruments |
|
446,995 |
|
96,535 |
|
196,411 |
|
|
|
|
Trade and other payables |
|
3,198,977 |
|
75,118 |
|
50,041 |
|
38,456 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,318,813 |
|
4,011,422 |
|
10,595,252 |
|
11,345,637 |
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2017 |
|
|
|
|
|
|
|
|
|
|
Loans and financing |
|
2,485,566 |
|
2,658,719 |
|
8,994,927 |
|
9,987,428 |
|
|
Derivative financial instruments |
|
119,473 |
|
67,671 |
|
169,112 |
|
|
|
|
Trade and other payables |
|
3,235,427 |
|
63,431 |
|
50,189 |
|
45,452 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,840,466 |
|
2,789,821 |
|
9,214,228 |
|
10,032,880 |
|
5 Sensitivity analysis
Sensitivity analysis - changes in foreign currency exchange rates
The probable scenario is the closing exchange rate at the date of these consolidated interim financial information (R$ x USD = 3.8558). As the amounts have already been recognized in the consolidated financial statement, 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 an appreciation/depreciation of the Real against the |
| ||
|
|
|
Possible (25%) |
|
Remote (50%) |
|
|
|
|
|
|
|
|
|
Derivative financial instruments |
|
1,642,089 |
|
3,970,875 |
|
|
Loans and financing |
|
3,121,475 |
|
6,242,950 |
|
|
Cash and cash equivalents |
|
758,187 |
|
1,516,374 |
|
Sensitivity analysis - changes in interest rates
We adopted as the probable scenario the fair value considering the market yield as at June 30, 2018. As the
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
amounts have already been recognized in the consolidated financial statement, 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 an increase/decrease of the interest rate on the fair |
| ||
|
|
|
Possible (25%) |
|
Remote (50%) |
|
|
|
|
|
|
|
|
|
Loans and financing |
|
|
|
|
|
|
LIBOR |
|
1,834 |
|
3,667 |
|
|
Currency basket |
|
158 |
|
314 |
|
|
Long-term Interest Rate (TJLP) |
|
2,607 |
|
5,180 |
|
|
Interbank Deposit Certificate (CDI) |
|
4,366 |
|
8,673 |
|
|
Broad Consumer Price Index - Inflation Rate (IPCA) |
|
67 |
|
118 |
|
|
|
|
|
|
|
|
|
Derivative financial instruments |
|
|
|
|
|
|
CDI |
|
15,116 |
|
35,769 |
|
|
IPCA |
|
257,814 |
|
511,045 |
|
|
|
|
|
|
|
|
|
Marketable securities (a) |
|
|
|
|
|
|
CDI |
|
9,898 |
|
19,698 |
|
(a) Only marketable securities indexed to post-fixed rate were considered in the sensitivity analysis above.
Sensitivity analysis - changes in the U.S. Consumer Price Index
To calculate the “Probable” scenario, we used the US-CPI index at June, 30, 2018. 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 an increase/decrease of |
| ||
|
|
|
Possible (25%) |
|
Remote (50%) |
|
|
|
|
|
|
|
|
|
Embedded derivative in forestry partnership and standing timber supply agreements |
|
129,283 |
|
266,425 |
|
6 Fair value estimates
In the six-month period ended June 30, 2018, 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, 2017. There were no transfers between levels 1, 2 and 3 during the periods presented.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
|
|
|
June 30, 2018 |
| ||||||
|
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value measurements |
|
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments (Note 9) |
|
|
|
325,293 |
|
|
|
325,293 |
|
|
Warrant to acquire Ensyn’s shares (Note 15(c)) |
|
|
|
|
|
12,146 |
|
12,146 |
|
|
Marketable securities (Note 8) |
|
1,043,970 |
|
3,204,484 |
|
|
|
4,248,454 |
|
|
|
|
|
|
|
|
|
|
|
|
|
At fair value through other comprehensive income |
|
|
|
|
|
|
|
|
|
|
Other investments - Ensyn (Note 15(c)) |
|
|
|
|
|
135,648 |
|
135,648 |
|
|
Other investments - CelluForce (Note 15(c)) |
|
|
|
|
|
18,956 |
|
18,956 |
|
|
Other investments - Spinnova (Note 15(c)) |
|
|
|
|
|
22,516 |
|
22,516 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Biological asset (Note 16) (*) |
|
|
|
|
|
4,329,835 |
|
4,329,835 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
1,043,970 |
|
3,529,777 |
|
4,506,955 |
|
9,080,702 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments (Note 9) |
|
|
|
(643,447 |
) |
|
|
(643,447 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
(643,447 |
) |
|
|
(643,447 |
) |
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
|
|
|
December 31, 2017 |
| ||||||
|
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value measurements |
|
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments (Note 9) |
|
|
|
448,292 |
|
|
|
448,292 |
|
|
Warrant to acquire Ensyn’s shares (Note 15(c)) |
|
|
|
|
|
9,825 |
|
9,825 |
|
|
Marketable securities (Note 8) |
|
1,992,707 |
|
783,255 |
|
|
|
2,775,962 |
|
|
|
|
|
|
|
|
|
|
|
|
|
At fair value through other comprehensive income |
|
|
|
|
|
|
|
|
|
|
Other investments - Ensyn (Note 15(c)) |
|
|
|
|
|
105,955 |
|
105,955 |
|
|
Other investments - CelluForce (Note 15(c)) |
|
|
|
|
|
13,962 |
|
13,962 |
|
|
Other investments - Spinnova (Note 15(c)) |
|
|
|
|
|
19,847 |
|
19,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Biological asset (Note 16) (*) |
|
|
|
|
|
4,253,008 |
|
4,253,008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
1,992,707 |
|
1,231,547 |
|
4,402,597 |
|
7,626,851 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments (Note 9) |
|
|
|
(314,090 |
) |
|
|
(314,090 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
(314,090 |
) |
|
|
(314,090 |
) |
(*) See the changes in the fair value of the biological assets in Note 16.
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: (i) 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 (ii) 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 Company’s credit risk. The fair value of loans and financing are classified as Level 2 on the fair value hierarchy, except for fair value of the bonds, that is classified as Level 1. The following table presents the fair value of loans and financing:
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
|
|
|
Yield used to discount (*) |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
|
|
Quoted in the secondary market |
|
|
|
|
|
|
|
|
In foreign currency |
|
|
|
|
|
|
|
|
Bonds - VOTO IV |
|
|
|
392,047 |
|
349,595 |
|
|
Bonds - Fibria Overseas |
|
|
|
7,269,787 |
|
6,589,506 |
|
|
Estimated based on discounted cash flow |
|
|
|
|
|
|
|
|
In foreign currency |
|
|
|
|
|
|
|
|
Export credits |
|
LIBOR US$ |
|
3,502,517 |
|
2,267,818 |
|
|
Export credits (Finnvera) |
|
LIBOR US$ |
|
1,619,631 |
|
1,356,872 |
|
|
In local currency |
|
|
|
|
|
|
|
|
BNDES — TJLP |
|
Brazilian interbank rate (DI 1) |
|
1,709,024 |
|
1,908,852 |
|
|
BNDES — Fixed rate |
|
Brazilian interbank rate (DI 1) |
|
59,852 |
|
79,226 |
|
|
BNDES — Selic (i) |
|
Brazilian interbank rate (DI 1) |
|
460,849 |
|
385,477 |
|
|
Currency basket |
|
Brazilian interbank rate (DI 1) |
|
78,139 |
|
481,088 |
|
|
Banco do Nordeste |
|
Brazilian interbank rate (DI 1) |
|
|
|
149,189 |
|
|
CRA |
|
Brazilian interbank rate (DI 1) |
|
5,079,503 |
|
4,783,841 |
|
|
FINEP |
|
Brazilian interbank rate (DI 1) |
|
813 |
|
1,133 |
|
|
FINAME |
|
Brazilian interbank rate (DI 1) |
|
|
|
167 |
|
|
NCE in Reais |
|
Brazilian interbank rate (DI 1) |
|
400,472 |
|
392,246 |
|
|
FDCO |
|
Brazilian interbank rate (DI 1) |
|
546,005 |
|
534,652 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,118,639 |
|
19,279,662 |
|
(*) Used to calculate the present value of the loans.
(i) Selic: Special Clearance and Escrow System is the Brazilian Central Bank’s system for performing open market operations in execution of monetary policy.
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 components 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 Fibria’s and the counterpart’s credit risk. The only difference is the swap TJLP x US$, where the cash flows of the asset (TJLP) are forecasted for a stable yield, accordingly to the value of the current TJLP, during all period of the swap, issued by the Banco Nacional de Desenvolvimento Econômico e Social (“BNDES”). For the cross-currency swaps (BRL x US$) the discount is calculated using the yield of the Dollar coupon and, for the swap of IPCA in local currency, the discount is calculated using the yield of the Brazilian interest rate — future yield of the CDI. The contract fair value is the difference between the asset and liability.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
· Options (Zero Cost Collar) - the fair value was calculated based on the Garman-Kohlhagen model, considering both Fibria’s and the counterparty credit risk. Volatility information and interest rates are observable and obtained from B3 exchange information to calculate the fair values.
· 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 of US securities indexed to inflation (TIPS), disclosed by Bloomberg. The cash flow of the asset position is projected using the fixed rate implicit 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 June 30, 2018, are as follows:
|
Interest rate curves |
|
|
|
|
| ||||||
|
Brazil |
|
United States |
|
Dollar coupon |
| ||||||
|
Vertex |
|
Rate (p.a.) - % |
|
Vertex |
|
Rate (p.a.) - % |
|
Vertex |
|
Rate (p.a.) - % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1M |
|
6.40 |
|
1M |
|
2.10 |
|
1M |
|
(3.04 |
) |
|
6M |
|
6.82 |
|
6M |
|
2.46 |
|
6M |
|
2.49 |
|
|
1Y |
|
7.60 |
|
1Y |
|
2.59 |
|
1Y |
|
3.70 |
|
|
2Y |
|
8.82 |
|
2Y |
|
2.80 |
|
2Y |
|
4.37 |
|
|
3Y |
|
9.77 |
|
3Y |
|
2.87 |
|
3Y |
|
4.62 |
|
|
5Y |
|
11.00 |
|
5Y |
|
2.90 |
|
5Y |
|
4.95 |
|
|
10Y |
|
12.07 |
|
10Y |
|
2.94 |
|
10Y |
|
5.65 |
|
7 Cash and cash equivalents
|
|
|
Average |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
|
|
Cash and banks (i) |
|
2.09 |
|
1,933,007 |
|
3,239,685 |
|
|
Fixed-term deposits |
|
|
|
|
|
|
|
|
Local currency |
|
100.98% of CDI |
|
236,070 |
|
415,377 |
|
|
Foreign currency (ii) |
|
2.10 |
|
1,113,856 |
|
396,655 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,282,933 |
|
4,051,717 |
|
(i) It includes the balances of our foreign subsidiaries.
(ii) Refers mainly to Time Deposits maturing within 90 days.
The decrease of R$ 768,784 in the six-month ended June 30, 2018 refers, mainly, to the prepayments of some debts in the period, as detailed in Note 19.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
8 Marketable securities
|
|
|
Average |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
|
|
In local currency |
|
|
|
|
|
|
|
|
Brazilian Federal provision fund |
|
30% of CDI |
|
583 |
|
1,945 |
|
|
Brazilian Federal Government securities |
|
|
|
|
|
|
|
|
At fair value through profit and loss |
|
98.45 of CDI |
|
1,043,387 |
|
1,990,762 |
|
|
At amortized cost (i) |
|
6 |
|
5,886 |
|
5,716 |
|
|
Private securities (repurchase agreements) |
|
100.83 of CDI |
|
3,036,973 |
|
621,001 |
|
|
Private securities (repurchase agreements) - Escrow account (ii) |
|
102 of CDI |
|
167,511 |
|
162,254 |
|
|
|
|
|
|
|
|
|
|
|
Marketable securities |
|
|
|
4,254,340 |
|
2,781,678 |
|
|
|
|
|
|
|
|
|
|
|
Current |
|
|
|
4,086,829 |
|
2,619,424 |
|
|
|
|
|
|
|
|
|
|
|
Non-Current |
|
|
|
167,511 |
|
162,254 |
|
(i) The yield of 6% p.a. refers to the agrarian debt bonds.
(ii) The amount will be held in the escrow account and shall be released upon governmental approvals and the fulfilment, by the Company, of other precedent conditions for the conclusion of the Losango Project.
The increase of R$ 1,472,662 in the six-month ended June 30, 2018 refers, mainly, to the surplus of cash invested in the period.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
9 Derivative financial instruments (including embedded derivative)
(a) Derivative financial instruments by type
|
|
|
Reference value (notional) - in |
|
Fair value |
| ||||
|
Type of derivative |
|
June 30, |
|
December 31, |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
|
|
|
|
Instruments contracted of economic hedge strategy |
|
|
|
|
|
|
|
|
|
|
Operational hedge |
|
|
|
|
|
|
|
|
|
|
Cash flow hedges of exports |
|
|
|
|
|
|
|
|
|
|
Zero cost collar |
|
2,255,000 |
|
1,981,000 |
|
(218,908 |
) |
90,078 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Hedges of debts |
|
|
|
|
|
|
|
|
|
|
Hedges of interest rates |
|
|
|
|
|
|
|
|
|
|
Swap LIBOR x Fixed (USD) |
|
|
|
40,800 |
|
|
|
1,231 |
|
|
Swap IPCA x CDI (notional in Reais) |
|
1,028,022 |
|
1,028,022 |
|
60,615 |
|
70,387 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Hedges of foreign currency |
|
|
|
|
|
|
|
|
|
|
Swap DI x US$ (USD) |
|
170,595 |
|
173,547 |
|
(255,534 |
) |
(147,359 |
) |
|
Swap Fixed x US$ (USD) |
|
32,039 |
|
46,829 |
|
(47,228 |
) |
(43,229 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(461,055 |
) |
(28,892 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Embedded derivative in forestry partnership and standing timber supply agreements (*) |
|
|
|
|
|
|
|
|
|
|
Swap of US-CPI |
|
746,319 |
|
768,598 |
|
142,901 |
|
163,094 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(318,154 |
) |
134,202 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Classified |
|
|
|
|
|
|
|
|
|
|
In current assets |
|
|
|
|
|
19,901 |
|
124,340 |
|
|
In non-current assets |
|
|
|
|
|
305,392 |
|
323,952 |
|
|
In current liabilities |
|
|
|
|
|
(440,181 |
) |
(151,571 |
) |
|
In non-current liabilities |
|
|
|
|
|
(203,266 |
) |
(162,519 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(318,154 |
) |
134,202 |
|
(*) The embedded derivative is a swap of the US-CPI changes during the term of the Forestry Partnership and Standing Timber Supply Agreements.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (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 |
|
June 30, |
|
December 31, |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Swap contracts - Hedge of debts |
|
|
|
|
|
|
|
|
|
|
|
|
Asset |
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR to fixed |
|
US$ |
|
|
|
40,800 |
|
|
|
134,156 |
|
|
Real CDI to USD |
|
R$ |
|
334,947 |
|
340,618 |
|
581,428 |
|
579,978 |
|
|
Real Fixed to USD |
|
R$ |
|
72,825 |
|
106,441 |
|
70,158 |
|
100,983 |
|
|
IPCA to CDI |
|
R$ |
|
1,072,439 |
|
1,028,022 |
|
1,112,017 |
|
1,123,400 |
|
|
Liability |
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR to fixed |
|
US$ |
|
|
|
40,800 |
|
|
|
(132,925 |
) |
|
Real CDI to USD |
|
US$ |
|
170,595 |
|
173,547 |
|
(836,962 |
) |
(727,337 |
) |
|
Real Fixed to USD |
|
US$ |
|
32,039 |
|
46,829 |
|
(117,386 |
) |
(144,212 |
) |
|
IPCA to CDI |
|
R$ |
|
1,028,022 |
|
1,028,022 |
|
(1,051,402 |
) |
(1,053,013 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total of swap contracts |
|
|
|
|
|
|
|
(242,147 |
) |
(118,970 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options - Cash flow hedge |
|
|
|
|
|
|
|
|
|
|
|
|
Zero cost collar |
|
US$ |
|
2,255,000 |
|
1,981,000 |
|
(218,908 |
) |
90,078 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(461,055 |
) |
(28,892 |
) |
(c) Derivative financial instruments by type of economic hedge strategy contracts
|
|
|
Fair value |
|
Value (paid) or received |
| ||||
|
Type of derivative |
|
June 30, |
|
December 31, |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
|
|
|
|
Operational hedge |
|
|
|
|
|
|
|
|
|
|
Cash flow hedge of exports |
|
(218,908 |
) |
90,078 |
|
48,663 |
|
300,044 |
|
|
Hedge of debts |
|
|
|
|
|
|
|
|
|
|
Hedge of interest rates |
|
60,615 |
|
71,618 |
|
(3,735 |
) |
(31,530 |
) |
|
Hedge of foreign currency |
|
(302,762 |
) |
(190,588 |
) |
(16,019 |
) |
(146,744 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(461,055 |
) |
(28,892 |
) |
28,909 |
|
121,770 |
|
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
(d) Fair value by maturity date of economic hedge strategy contracts
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
2018 |
|
(280,869 |
) |
(31,234 |
) |
|
2019 |
|
(215,808 |
) |
(57,574 |
) |
|
2020 |
|
(64,936 |
) |
(57,165 |
) |
|
2021 |
|
(32,615 |
) |
(27,610 |
) |
|
2022 |
|
(33,171 |
) |
(22,209 |
) |
|
2023 |
|
166,344 |
|
166,900 |
|
|
|
|
|
|
|
|
|
|
|
(461,055 |
) |
(28,892 |
) |
Fair value does not necessarily represent the cash required to immediately settle each contract, as such disbursement will only be made at maturity date of each transaction, when the final settlement amount will be determined.
The outstanding contracts at June 30, 2018 are not subject to margin calls or accelerated liquidation clauses resulting from mark-to-market variations. All operations are over-the-counter and registered at CETIP (Brazilian clearing house).
10 Trade accounts receivable
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Domestic customers |
|
274,139 |
|
157,475 |
|
|
Export customers |
|
1,244,587 |
|
1,042,107 |
|
|
|
|
|
|
|
|
|
|
|
1,518,726 |
|
1,199,582 |
|
|
|
|
|
|
|
|
|
Allowance for doubtful accounts |
|
(6,195 |
) |
(6,425 |
) |
|
|
|
|
|
|
|
|
|
|
1,512,531 |
|
1,193,157 |
|
The Company performs factoring transactions for certain customers’ receivables where, substantially all risks and rewards related to these receivables are transferred to the counterpart, so that these receivables are derecognized from accounts receivable in the balance sheet. The impact of these factoring transactions on the accounts receivable in the balance sheet as at June 30, 2018, is R$ 3,949,645 (R$ 3,254,015 as at December 31, 2017).
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
11 Inventory
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Finished goods at plants/warehouses |
|
|
|
|
|
|
Brazil |
|
398,151 |
|
460,963 |
|
|
Abroad |
|
1,320,780 |
|
728,272 |
|
|
Work in process |
|
25,752 |
|
18,850 |
|
|
Raw materials |
|
832,740 |
|
674,379 |
|
|
Supplies(*) |
|
204,286 |
|
184,022 |
|
|
Imports in transit |
|
19,851 |
|
13,917 |
|
|
|
|
|
|
|
|
|
|
|
2,801,560 |
|
2,080,403 |
|
(*) Net of R$ 8,340 as at June 30, 2018 (R$ 8,340 as at December 31, 2017) related to the provision for obsolescence of the inventory for maintenance.
The increase of R$ 721,157 in the six-month period ended June 30, 2018 refers, mainly, to the increase in the level of our inventories of finished goods at warehouses abroad (from 48 days of inventories as at December 31, 2017 to 56 days as at June 30, 2018).
12 Recoverable taxes
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Withholding tax and prepaid Income Tax (IRPJ) and Social Contribution (CSLL) |
|
1,286,539 |
|
1,150,492 |
|
|
Value-added Tax on Sales and Services (ICMS and IPI) on purchases of raw materials and supplies |
|
1,249,196 |
|
1,210,235 |
|
|
Tax on Manufactured Products (IPI) |
|
13,335 |
|
12,422 |
|
|
Credit related to Reintegra Program |
|
239,823 |
|
203,540 |
|
|
Social Integration Program (PIS) and Social Contribution on Revenue (COFINS) Recoverable |
|
649,928 |
|
738,990 |
|
|
Provision for the impairment of ICMS credits |
|
(1,225,450 |
) |
(1,174,762 |
) |
|
|
|
|
|
|
|
|
|
|
2,213,371 |
|
2,140,917 |
|
|
|
|
|
|
|
|
|
Current |
|
1,631,576 |
|
272,623 |
|
|
|
|
|
|
|
|
|
Non-current |
|
581,795 |
|
1,868,294 |
|
During the six-month period ended June 30, 2018, 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.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
The Company still believes in the provisions of the International Double Taxation Treaties signed by Brazil. However, the Company decided by taxes the foreign profits according to the Law 12.973/14, until the definition by the Supreme Court (Supremo Tribunal Federal — STF).
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
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Tax loss carryforwards (i) |
|
262,663 |
|
172,016 |
|
|
Provision for legal proceeds |
|
123,139 |
|
114,385 |
|
|
Sundry provisions (impairment, operational and other) |
|
760,474 |
|
621,420 |
|
|
Results of derivative contracts - payable on a cash basis for tax purposes |
|
108,172 |
|
(45,629 |
) |
|
Exchange losses (net) - payable on a cash basis for tax purposes |
|
1,411,934 |
|
1,016,427 |
|
|
Tax amortization of the assets acquired in the business combination - Aracruz |
|
96,461 |
|
95,575 |
|
|
Actuarial gains on medical assistance plan (SEPACO) |
|
12,579 |
|
13,840 |
|
|
Provision for tax on investments in foreign-domiciled subsidiaries |
|
(1,059,726 |
) |
(199,198 |
) |
|
Reforestation costs already deducted for tax purposes |
|
(206,331 |
) |
(263,649 |
) |
|
Fair values of biological assets |
|
76,152 |
|
78,313 |
|
|
Transaction costs and capitalized financing costs |
|
(129,405 |
) |
(126,571 |
) |
|
Tax benefit of goodwill - goodwill not amortized for accounting purposes |
|
(760,398 |
) |
(715,669 |
) |
|
Other provisions |
|
(16,485 |
) |
(8,715 |
) |
|
|
|
|
|
|
|
|
Total deferred taxes, net |
|
679,229 |
|
752,545 |
|
|
|
|
|
|
|
|
|
Deferred taxes - asset (net by entity) |
|
679,229 |
|
752,545 |
|
(i) The balance as at June 30, 2018 is presented net of R$ 351,545 (R$ 329,428 as at December 31, 2017) related to the provision for impairment for foreign tax losses.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
Changes in the net balance of deferred income tax are as follows:
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
At the beginning of the period |
|
752,545 |
|
801,275 |
|
|
Tax loss carryforwards |
|
90,647 |
|
(100,118 |
) |
|
Temporary differences from provisions |
|
147,808 |
|
30,294 |
|
|
Provision for tax on investments in foreign-domiciled subsidiaries |
|
(860,528 |
) |
215,138 |
|
|
Derivative financial instruments taxed on a cash basis |
|
153,801 |
|
(39,369 |
) |
|
Amortization of goodwill |
|
(43,843 |
) |
(91,350 |
) |
|
Reforestation costs (i) |
|
57,318 |
|
233,652 |
|
|
Exchange losses (net) taxed on a cash basis |
|
395,507 |
|
(395,225 |
) |
|
Fair value of biological assets |
|
(2,161 |
) |
149,161 |
|
|
Actuarial losses on medical assistance plan (SEPACO)(ii) |
|
(1,261 |
) |
(3,433 |
) |
|
Transaction costs and capitalized financing costs |
|
(2,834 |
) |
(46,230 |
) |
|
Other |
|
(7,770 |
) |
(1,250 |
) |
|
|
|
|
|
|
|
|
At the end of the period |
|
679,229 |
|
752,545 |
|
(i) In 2017, we opted to stop the anticipation of reforestation costs already deducted for tax purposes. Consequently, there was only realization of the deferred tax liabilities referring to the investments of previous years.
(ii) Deferred taxes presented in the statement of other comprehensive income.
(b) Reconciliation of taxes on income
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Income before tax |
|
472,988 |
|
58,208 |
|
|
|
|
|
|
|
|
|
Income tax and social contribution benefit (expense) at statutory nominal rate - 34% |
|
(160,816 |
) |
(19,791 |
) |
|
|
|
|
|
|
|
|
Reconciliation to effective expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in results of joint-venture |
|
187 |
|
17 |
|
|
Credit from Reintegra Program |
|
22,146 |
|
18,219 |
|
|
Benefits to directors |
|
(9,768 |
) |
(4,449 |
) |
|
Foreign exchange effects on foreign subsidiaries (i) |
|
79,459 |
|
25,498 |
|
|
Other, mainly non-deductible provisions |
|
876 |
|
(7,789 |
) |
|
|
|
|
|
|
|
|
Income tax and Social Contribution benefit (expense) for the period |
|
(67,916 |
) |
11,705 |
|
|
|
|
|
|
|
|
|
Effective rate - % |
|
14.4 |
|
(20.1 |
) |
(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 be subject to tax in Brazil.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (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”), a Brazilian Federal Government economic development bank, which holds 29.08% of our shares (together the “Controlling shareholders”).
The Company’s commercial and financial transactions with its subsidiaries, companies of the Votorantim Group 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 six-month period ended June 30, 2018, 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, 2017.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
(i) Balances recognized in assets and liabilities
|
|
|
Balances receivable (payable) |
| ||||
|
|
|
Nature |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
|
|
Transactions with controlling shareholders |
|
|
|
|
|
|
|
|
Votorantim S.A. |
|
Rendering of services |
|
(541 |
) |
(2,224 |
) |
|
Votorantim S.A. |
|
Land leases |
|
(195 |
) |
(196 |
) |
|
BNDES |
|
Financing |
|
(2,553,055 |
) |
(3,045,982 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,553,791 |
) |
(3,048,402 |
) |
|
|
|
|
|
|
|
|
|
|
Transactions with Votorantim Group companies |
|
|
|
|
|
|
|
|
Votorantim S.A. |
|
Financing |
|
11,567 |
|
9,924 |
|
|
Votener - Votorantim Comercializadora e Energia |
|
Energy supplier |
|
(4,081 |
) |
(1,018 |
) |
|
Banco Votorantim S.A. |
|
Investments |
|
176,092 |
|
68,535 |
|
|
Banco Votorantim S.A. |
|
Financial instruments |
|
(4,428 |
) |
|
|
|
Votorantim Cimentos S.A. |
|
Input supplier |
|
(19 |
) |
(54 |
) |
|
Votorantim Cimentos S.A. |
|
Land leases |
|
|
|
(532 |
) |
|
Votorantim Siderurgia S.A. |
|
Standing wood supplier |
|
(652 |
) |
(3,690 |
) |
|
Sitrel - Siderurgia Três Lagoas Ltda. |
|
Land leases |
|
(10 |
) |
(10 |
) |
|
Nexa Resources |
|
Chemical products supplier |
|
(510 |
) |
(376 |
) |
|
Companhia Brasileira de Alumínio (“CBA”) |
|
Land leases |
|
(109 |
) |
(109 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
177,850 |
|
72,670 |
|
|
|
|
|
|
|
|
|
|
|
Net |
|
|
|
(2,375,941 |
) |
(2,975,732 |
) |
|
|
|
|
|
|
|
|
|
|
Presented in the following lines |
|
|
|
|
|
|
|
|
In assets |
|
|
|
|
|
|
|
|
Marketable securities |
|
|
|
176,092 |
|
68,535 |
|
|
Derivative financial instruments |
|
|
|
|
|
|
|
|
Related parties - non-current |
|
|
|
11,567 |
|
9,924 |
|
|
Other assets - current |
|
|
|
11,633 |
|
3,343 |
|
|
In liabilities |
|
|
|
|
|
|
|
|
Loans and financing (Note 19) |
|
|
|
(2,553,055 |
) |
(3,045,982 |
) |
|
Derivative financial instruments |
|
|
|
(4,428 |
) |
|
|
|
Suppliers |
|
|
|
(17,750 |
) |
(11,552 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,375,941 |
) |
(2,975,732 |
) |
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
(ii) Amounts transacted in the period
|
|
|
Amounts transacted |
| ||||
|
|
|
Nature |
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
|
|
Transactions with controlling shareholders |
|
|
|
|
|
|
|
|
Votorantim S.A. |
|
Rendering of services |
|
(5,789 |
) |
(4,888 |
) |
|
Votorantim S.A. |
|
Land leases |
|
(1,172 |
) |
(3,475 |
) |
|
BNDES |
|
Financing |
|
(93,860 |
) |
(120,351 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(100,821 |
) |
(128,714 |
) |
|
|
|
|
|
|
|
|
|
|
Transactions with Votorantim Group Companies |
|
|
|
|
|
|
|
|
Votorantim S.A. |
|
Financing |
|
1,643 |
|
148 |
|
|
Votener — Votorantim Comercializadora de Energia |
|
Energy supplier |
|
13,719 |
|
13,349 |
|
|
Banco Votorantim S.A. |
|
Investments |
|
2,441 |
|
5,916 |
|
|
Banco Votorantim S.A. |
|
Financial instruments |
|
(4,428 |
) |
(42 |
) |
|
Votorantim CTVM Ltda. |
|
Rendering of services |
|
|
|
(168 |
) |
|
Votorantim Cimentos S.A. |
|
Energy supplier |
|
4,440 |
|
6,134 |
|
|
Votorantim Cimentos S.A. |
|
Input supplier |
|
(179 |
) |
(104 |
) |
|
Votorantim Cimentos S.A. |
|
Land leases |
|
|
|
(1,872 |
) |
|
Votorantim Energia Ltda. |
|
Energy supplier |
|
|
|
(23 |
) |
|
Votorantim Siderurgia S.A. |
|
Standing wood supplier |
|
(1,130 |
) |
(14,947 |
) |
|
Sitrel Siderurgia Três Lagoas Ltda. |
|
Energy supplier |
|
2,140 |
|
3,291 |
|
|
Sitrel Siderurgia Três Lagoas Ltda. |
|
Land leases |
|
(60 |
) |
(57 |
) |
|
Nexa Resources |
|
Chemical products supplier |
|
(3,008 |
) |
(2,312 |
) |
|
CBA |
|
Land leases |
|
(652 |
) |
(278 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14,926 |
|
9,035 |
|
(b) Remuneration of officers and directors
The remuneration expenses of the Fibria’s officers and directors, including all benefits, are summarized as follows:
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Benefits to officers and directors (i) |
|
23,994 |
|
5,367 |
|
|
|
|
|
|
|
|
|
|
|
23,994 |
|
5,367 |
|
(i) Benefits include fixed compensation, social security contributions to the National Institute of Social Security (INSS), the variable compensation program and compensation program based on shares. The variation above is related, mainly, to the effect of the appreciation of Company’s shares in 2018, with effect in the compensation program based on shares and the reversal of R$ 7,770 recognized in the first quarter of 2017regarding the variable compensation program.
Benefits to key management do not include the compensation for the Statutory Audit Committee, Finance,
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
Compensation, Sustainability and Innovation Committees’ members of R$ 1,194 for the six-month period ended June 30, 2018 (R$ 504 for the six-month period ended June 30, 2017).
The Company does not have 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 Company’s officers and directors are recorded as follows:
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Current liability |
|
|
|
|
|
|
Payroll, profit sharing and related charges |
|
7,487 |
|
16,798 |
|
|
|
|
|
|
|
|
|
Non-current liability |
|
|
|
|
|
|
Other payables |
|
10,592 |
|
4,339 |
|
|
|
|
|
|
|
|
|
Shareholders’ equity |
|
|
|
|
|
|
Capital reserve |
|
5,843 |
|
6,686 |
|
|
|
|
|
|
|
|
|
|
|
23,922 |
|
27,823 |
|
15 Investments
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Investment in associate and joint-venture - equity method |
|
3,865 |
|
3,316 |
|
|
Other investments — at fair value (a) |
|
177,120 |
|
149,589 |
|
|
|
|
|
|
|
|
|
|
|
180,985 |
|
152,905 |
|
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
(a) Other investments
|
|
|
Percentage of |
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
|
|
Ensyn (i) |
|
12.11 |
|
135,648 |
|
115,780 |
|
|
CelluForce |
|
8.3 |
|
18,956 |
|
13,962 |
|
|
Spinnova |
|
18 |
|
22,516 |
|
19,847 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
177,120 |
|
149,589 |
|
(i) The Company holds certain rights, which, if exercised, would allow us to subscribe an additional US$ 10 million in its capital.
Fair value change in our interest in the above investments was not significant in the six-month period ended June 30, 2018. The increase in the balance refers to the foreign currency effect on these investments and the capital contribution to CelluForce in March 2018, in the amount of CAD 1,160 thousand (equivalents then to R$ 2,963).
16 Biological assets
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
At the beginning of the period |
|
4,253,008 |
|
4,351,641 |
|
|
|
|
|
|
|
|
|
Additions |
|
833,313 |
|
1,733,733 |
|
|
Harvests in the period (depletion) |
|
(837,955 |
) |
(1,472,648 |
) |
|
Change in fair value |
|
89,707 |
|
(326,349 |
) |
|
Disposals |
|
(8,238 |
) |
(33,369 |
) |
|
|
|
|
|
|
|
|
At the end of the period |
|
4,329,835 |
|
4,253,008 |
|
In accordance with our accounting policies, in the six-month period ended June 30, 2018 we performed a valuation of the biological assets at their fair value. In the following table, we present the main inputs used to estimate the fair value of biological assets:
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Planted area (hectare)(*) |
|
481,441 |
|
486,393 |
|
|
Average annual growth (IMA) - m3/hectare |
|
38.1 |
|
36.3 |
|
|
Remuneration of own contributory assets - % |
|
6.0 |
|
6.0 |
|
|
Discount rate - % |
|
6.91 |
|
6.91 |
|
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
(*) It includes 194,848 hectares of forests under two years as at June 30, 2018 (188,622 as at December 31, 2017).
The changes in the fair value of the biological assets in the six-month period ended June 30, 2018 and in the year ended December 31, 2017 are presented as follows:
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Physical changes |
|
127,811 |
|
(264,535 |
) |
|
Prices |
|
(38,104 |
) |
(61,814 |
) |
|
|
|
|
|
|
|
|
|
|
89,707 |
|
(326,349 |
) |
The Company has no biological assets pledged in the six-month period ended June 30, 2018.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 (In thousands of Reais, unless otherwise indicated) |
|
17 Property, plant and equipment
|
|
|
Land |
|
Buildings |
|
Machinery, |
|
Property, plant and |
|
Other(i) |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2016 |
|
1,641,036 |
|
1,268,762 |
|
5,606,905 |
|
4,465,071 |
|
125,418 |
|
13,107,192 |
|
|
Additions |
|
|
|
306 |
|
60,494 |
|
2,779,896 |
|
1,193 |
|
2,841,889 |
|
|
Disposals |
|
(9,856 |
) |
(8,442 |
) |
(11,162 |
) |
|
|
(342 |
) |
(29,802 |
) |
|
Depreciation |
|
|
|
(132,513 |
) |
(782,027 |
) |
|
|
(34,449 |
) |
(948,989 |
) |
|
Transfers and others (ii) |
|
17,124 |
|
1,052,979 |
|
5,941,986 |
|
(6,990,513 |
) |
109,872 |
|
131,448 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2017 |
|
1,648,304 |
|
2,181,092 |
|
10,816,196 |
|
254,454 |
|
201,692 |
|
15,101,738 |
|
|
Additions |
|
424,465 |
|
262 |
|
1,069 |
|
661,827 |
|
327 |
|
1,087,950 |
|
|
Disposals |
|
|
|
(6,004 |
) |
(10,870 |
) |
|
|
(171 |
) |
(17,045 |
) |
|
Depreciation |
|
|
|
(86,280 |
) |
(508,500 |
) |
|
|
(25,439 |
) |
(620,219 |
) |
|
Transfers and others (ii) |
|
5,007 |
|
36,369 |
|
482,611 |
|
(537,282 |
) |
25,719 |
|
12,424 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At June 30, 2018 |
|
2,077,776 |
|
2,125,439 |
|
10,780,506 |
|
378,999 |
|
202,128 |
|
15,564,848 |
|
(i) Includes vehicles, furniture, IT equipment and others.
(ii) Includes transfers between property, plant and equipment, intangible assets and inventory.
The increase of R$ 463,110 in the balance refers, mainly, to the acquisitions of lands in the six-month period ended June 30, 2018.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
18 Intangible assets
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
At the beginning of the period |
|
4,592,262 |
|
4,575,694 |
|
|
Additions |
|
11,210 |
|
60,686 |
|
|
Amortization |
|
(39,038 |
) |
(69,563 |
) |
|
Transfers and others (*) |
|
7,279 |
|
25,445 |
|
|
|
|
|
|
|
|
|
At the end of the period |
|
4,571,713 |
|
4,592,262 |
|
|
|
|
|
|
|
|
|
Composed by |
|
|
|
|
|
|
Goodwill — Aracruz |
|
4,230,450 |
|
4,230,450 |
|
|
Systems development and deployment |
|
53,988 |
|
47,197 |
|
|
Concession right — Macuco Terminal |
|
177,298 |
|
115,047 |
|
|
Acquired from business combination |
|
|
|
|
|
|
Databases |
|
22,800 |
|
45,600 |
|
|
Relationships with suppliers - chemical products |
|
67,031 |
|
72,187 |
|
|
Intangible in progress and trademarks and patents |
|
8,919 |
|
71,403 |
|
|
Others |
|
11,227 |
|
10,378 |
|
|
|
|
|
|
|
|
|
|
|
4,571,713 |
|
4,592,262 |
|
(*) Includes transfers between property, plant and equipment and intangible assets.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
19 Loans and financing
(a) Breakdown by type of loan
|
|
|
|
|
Average |
|
|
|
|
|
|
| ||||||
|
|
|
|
|
annual |
|
Current |
|
Non-current |
|
Total |
| ||||||
|
Type/purpose |
|
Interest rate |
|
interest |
|
June |
|
December |
|
June |
|
December |
|
June |
|
December |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNDES - currency basket |
|
UMBNDES |
|
6.4 |
|
23,006 |
|
438,735 |
|
58,646 |
|
59,800 |
|
81,652 |
|
498,535 |
|
|
Bonds |
|
Fixed |
|
5.1 |
|
125,487 |
|
81,219 |
|
7,574,146 |
|
6,490,296 |
|
7,699,633 |
|
6,571,515 |
|
|
Finnvera |
|
Libor |
|
3.8 |
|
194,256 |
|
175,727 |
|
1,247,901 |
|
1,146,011 |
|
1,442,157 |
|
1,321,738 |
|
|
Export credits (prepayment) |
|
Libor |
|
3.9 |
|
640,686 |
|
2,818 |
|
2,703,444 |
|
2,301,090 |
|
3,344,130 |
|
2,303,908 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
983,435 |
|
698,499 |
|
11,584,137 |
|
9,997,197 |
|
12,567,572 |
|
10,695,696 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In Reais |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNDES |
|
TJLP |
|
8.8 |
|
159,259 |
|
574,895 |
|
1,625,616 |
|
1,365,637 |
|
1,784,875 |
|
1,940,532 |
|
|
BNDES |
|
Fixed |
|
6.1 |
|
28,151 |
|
35,045 |
|
32,979 |
|
45,839 |
|
61,130 |
|
80,884 |
|
|
BNDES |
|
SELIC |
|
7.8 |
|
41,262 |
|
10,344 |
|
584,136 |
|
515,687 |
|
625,398 |
|
526,031 |
|
|
FINAME |
|
TJLP/ Fixed |
|
2.5 |
|
|
|
167 |
|
|
|
|
|
|
|
167 |
|
|
BNB |
|
Fixed |
|
10.8 |
|
|
|
|
|
|
|
142,418 |
|
|
|
142,418 |
|
|
CRA |
|
CDI/IPCA |
|
9.9 |
|
72,341 |
|
60,436 |
|
4,917,855 |
|
4,882,218 |
|
4,990,196 |
|
4,942,654 |
|
|
NCE |
|
CDI |
|
7.5 |
|
313,673 |
|
312,477 |
|
86,449 |
|
86,449 |
|
400,122 |
|
398,926 |
|
|
FCO, FDCO and FINEP |
|
Fixed |
|
8.0 |
|
102,354 |
|
661 |
|
490,606 |
|
570,213 |
|
592,960 |
|
570,874 |
|
|
Others (Revolving costs) |
|
|
|
|
|
359 |
|
381 |
|
|
|
|
|
359 |
|
381 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
717,399 |
|
994,406 |
|
7,737,641 |
|
7,608,461 |
|
8,455,040 |
|
8,602,867 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,700,834 |
|
1,692,905 |
|
19,321,778 |
|
17,605,658 |
|
21,022,612 |
|
19,298,563 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest |
|
|
|
|
|
418,840 |
|
283,089 |
|
64,791 |
|
98,542 |
|
483,631 |
|
381,631 |
|
|
Long-term borrowing |
|
|
|
|
|
1,281,994 |
|
1,409,816 |
|
19,256,987 |
|
17,507,116 |
|
20,538,981 |
|
18,916,932 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,700,834 |
|
1,692,905 |
|
19,321,778 |
|
17,605,658 |
|
21,022,612 |
|
19,298,563 |
|
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 condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
(b) Breakdown by maturity of the non-current portion
|
|
|
2019 |
|
2020 |
|
2021 |
|
2022 |
|
2023 |
|
2024 |
|
2025 |
|
2026 |
|
2027 |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNDES — currency basket |
|
10,749 |
|
21,498 |
|
8,769 |
|
9,616 |
|
8,014 |
|
|
|
|
|
|
|
|
|
58,646 |
|
|
Bonds |
|
|
|
370,738 |
|
|
|
|
|
|
|
2,292,997 |
|
2,265,462 |
|
|
|
2,644,949 |
|
7,574,146 |
|
|
Finnvera |
|
95,991 |
|
191,985 |
|
191,985 |
|
191,985 |
|
191,985 |
|
191,985 |
|
191,985 |
|
|
|
|
|
1,247,901 |
|
|
Export credits (prepayment) |
|
634,057 |
|
227,047 |
|
1,306,671 |
|
535,669 |
|
|
|
|
|
|
|
|
|
|
|
2,703,444 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
740,797 |
|
811,268 |
|
1,507,425 |
|
737,270 |
|
199,999 |
|
2,484,982 |
|
2,457,447 |
|
|
|
2,644,949 |
|
11,584,137 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In Reais |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BNDES - TJLP |
|
111,292 |
|
239,259 |
|
238,464 |
|
234,367 |
|
234,088 |
|
216,347 |
|
233,470 |
|
118,329 |
|
|
|
1,625,616 |
|
|
BNDES - Fixed rate |
|
12,589 |
|
15,200 |
|
4,791 |
|
399 |
|
|
|
|
|
|
|
|
|
|
|
32,979 |
|
|
BNDES - Selic |
|
31,328 |
|
62,657 |
|
61,390 |
|
58,824 |
|
79,875 |
|
77,733 |
|
122,043 |
|
90,286 |
|
|
|
584,136 |
|
|
CRA |
|
|
|
1,204,185 |
|
666,011 |
|
1,512,680 |
|
1,534,979 |
|
|
|
|
|
|
|
|
|
4,917,855 |
|
|
NCE |
|
43,225 |
|
43,224 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
86,449 |
|
|
FCO, FDCO and FINEP |
|
28,878 |
|
57,716 |
|
57,716 |
|
57,716 |
|
57,716 |
|
57,716 |
|
57,716 |
|
57,716 |
|
57,716 |
|
490,606 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
227,312 |
|
1,622,241 |
|
1,028,372 |
|
1,863,986 |
|
1,906,658 |
|
351,796 |
|
413,229 |
|
266,331 |
|
57,716 |
|
7,737,641 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
968,109 |
|
2,433,509 |
|
2,535,797 |
|
2,601,256 |
|
2,106,657 |
|
2,836,778 |
|
2,870,676 |
|
266,331 |
|
2,702,665 |
|
19,321,778 |
|
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
(c) Breakdown by currency
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Real |
|
7,829,642 |
|
8,076,836 |
|
|
U.S. Dollar |
|
12,485,920 |
|
10,197,161 |
|
|
Selic (*) |
|
625,398 |
|
526,031 |
|
|
Currency basket |
|
81,652 |
|
498,535 |
|
|
|
|
|
|
|
|
|
|
|
21,022,612 |
|
19,298,563 |
|
(*) Contractual definition of currency in contracts with BNDES that are in Reais plus Selic interests.
(d) Roll forward
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
At the beginning of period |
|
19,298,563 |
|
16,152,511 |
|
|
Borrowings |
|
1,012,928 |
|
8,657,127 |
|
|
Interest expense |
|
542,552 |
|
1,106,063 |
|
|
Foreign exchange gains, net |
|
1,810,153 |
|
232,960 |
|
|
Repayments - principal amount |
|
(1,195,260 |
) |
(5,710,288 |
) |
|
Interest paid |
|
(459,247 |
) |
(1,046,117 |
) |
|
Additional transaction costs |
|
(18,109 |
) |
(158,154 |
) |
|
Other (*) |
|
31,032 |
|
64,461 |
|
|
|
|
|
|
|
|
|
At the end of the period |
|
21,022,612 |
|
19,298,563 |
|
(*) Includes amortization of transactions costs.
(e) Relevant operations settled in the period
BNDES
On January 29, 2018, the Company prepaid the amount of R$ 909 million regarding to contracts signed with BNDES for forestry and industrial projects, with original maturities between 2018 and 2022 and interest rates of TJLP plus 2.42% p.a. and 4.65% p.a., UMBNDES (currency basket) plus 2.42% p.a. and 2.48% p.a. and fixed interest rate of 6% p.a. The balances regarding the contracts paid were presented as current liabilities as of December 31, 2017. This settlement helps the decrease of the Company’s average debt cost.
Banco do Nordeste - BNB
On March 28, 2018, the Company prepaid the amount of R$ 147 million regarding to contract signed with Banco do Nordeste - BNB, with original maturity in December 2023 and fixed interest rate of 12.95% p.a. This settlement helps the decrease of the Company’s average debt cost.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
(f) Significant operations contracted in the period
Prepayment FIT
On January 2018, the Company, through its subsidiary Fibria International Trade GmbH, entered into an export prepayment contract, in the amount of US$ 170 million (equivalent to R$ 547,723), with quarterly interest payments of 1.15% p.a. plus quarterly LIBOR, depending on the current risk rating of the Company, with a five-year term.
BNDES
During the first semester of 2018, there was release in the amount of R$ 350,000, to Fibria S.A., of the total contracted R $2,347,524 million with the BNDES, through its subsidiary Fibria-MS, which was incorporated on December 31, 2017, with maturity for 2026 and interest of TJLP plus 2.26% p.a. and Selic plus 2.66% p.a. The remaining balance will be released as fulfilled the conditions of release depending on the needs for the realization of Project Horizonte 2.
20 Trade payables
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
Local currency |
|
|
|
|
|
|
Related parties |
|
17,750 |
|
11,552 |
|
|
Third parties |
|
950,758 |
|
1,557,663 |
|
|
Foreign currency |
|
|
|
|
|
|
Third parties (i) |
|
2,044,873 |
|
1,541,247 |
|
|
|
|
|
|
|
|
|
|
|
3,013,381 |
|
3,110,462 |
|
(i) We have a long-term take or pay supply agreement of hardwood pulp with Klabin with special conditions in terms of volume, exclusivity, guarantees and payment terms up to 360 days, whose prices were practiced in market conditions, as established in the agreement. As at June 30, 2018, R$ 1,890,798 (R$ 1,392,072 as at December 31, 2017) refers to pulp purchases of these contract.
21 Contingencies
|
|
|
June 30, 2018 |
|
December 31, 2017 |
| ||||||||
|
|
|
Judicial |
|
Provision |
|
Net |
|
Judicial |
|
Provision |
|
Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nature of claims |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax |
|
118,315 |
|
127,917 |
|
9,602 |
|
114,733 |
|
120,342 |
|
5,609 |
|
|
Labor |
|
46,511 |
|
175,740 |
|
129,229 |
|
43,889 |
|
158,055 |
|
114,166 |
|
|
Civil |
|
2,474 |
|
58,360 |
|
55,886 |
|
3,056 |
|
49,225 |
|
46,169 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
167,300 |
|
362,017 |
|
194,717 |
|
161,678 |
|
327,622 |
|
165,944 |
|
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
The change in the provision for legal proceeds is as follows:
|
|
|
June 30, |
|
December 31, |
|
|
|
|
|
|
|
|
|
At the beginning of the period |
|
327,622 |
|
385,757 |
|
|
Settlement |
|
(1,332 |
) |
(53,563 |
) |
|
Reversal |
|
(19,330 |
) |
(58,056 |
) |
|
New litigation |
|
33,760 |
|
13,136 |
|
|
Accrual of financial charges |
|
21,297 |
|
40,348 |
|
|
|
|
|
|
|
|
|
At the end of the period |
|
362,017 |
|
327,622 |
|
Income tax assessment - IRPJ/CSLL - Fibria Trading International II
In June 2018, the Company obtained a favorable decision in the second administrative instance, which confirmed the decision in the first instance, regarding the tax assessment notice received in June 2014 with respect to the 2010 Fibria Trading International equity earnings which was recognized by Fibria’s former subsidiary Normus (merged by the Company in June 2013). The Company awaits the formalization of the decision by the authorities. The decision is not final and may still be appealed by the tax authorities.
There were no other significant changes in the ongoing claims in the six-month period ended June 30, 2018.
22 Revenue
(a) Reconciliation
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Gross amount |
|
10,685,165 |
|
6,192,369 |
|
|
Sales taxes |
|
(185,113 |
) |
(113,009 |
) |
|
Discounts (*) |
|
(2,084,397 |
) |
(1,230,485 |
) |
|
|
|
|
|
|
|
|
Net revenues |
|
8,415,655 |
|
4,848,875 |
|
(*) Related mainly to trade discounts.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
(b) Information about markets
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
Export market |
|
7,632,221 |
|
4,368,755 |
|
|
Domestic market |
|
734,808 |
|
433,535 |
|
|
Services |
|
48,626 |
|
46,585 |
|
|
|
|
|
|
|
|
|
|
|
8,415,655 |
|
4,848,875 |
|
23 Financial results
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Financial expenses |
|
|
|
|
|
|
Interest on loans and financing (i) |
|
(535,824 |
) |
(454,759 |
) |
|
Loan commissions |
|
(29,012 |
) |
(24,886 |
) |
|
Others |
|
(93,367 |
) |
(68,670 |
) |
|
|
|
|
|
|
|
|
|
|
(658,203 |
) |
(548,315 |
) |
|
|
|
|
|
|
|
|
Financial income |
|
|
|
|
|
|
Financial investment earnings |
|
124,126 |
|
186,458 |
|
|
Others (ii) |
|
28,216 |
|
44,365 |
|
|
|
|
|
|
|
|
|
|
|
152,342 |
|
230,823 |
|
|
|
|
|
|
|
|
|
Gains (losses) on derivative financial instruments |
|
|
|
|
|
|
Gain |
|
136,894 |
|
385,904 |
|
|
Losses |
|
(560,340 |
) |
(279,123 |
) |
|
|
|
|
|
|
|
|
|
|
(423,446 |
) |
106,781 |
|
|
|
|
|
|
|
|
|
Foreign exchange and losses |
|
|
|
|
|
|
Loans and financing |
|
(1,810,153 |
) |
(221,910 |
) |
|
Other assets and liabilities (iii) |
|
229,980 |
|
(25,140 |
) |
|
|
|
|
|
|
|
|
|
|
(1,580,173 |
) |
(247,050 |
) |
|
|
|
|
|
|
|
|
Net financial result |
|
(2,509,480 |
) |
(457,761 |
) |
(i) Does not include the amount of R$ 6,728 as at June 30, 2018 (R$ 105,236 as at June 30, 2017), related to capitalized financing costs.
(ii) Includes interest accrual of the tax credits.
(iii) Includes the effect of foreign currency exchange on cash and cash equivalents, trade accounts receivable, trade payable and others.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
24 Expenses by nature
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Cost of sales |
|
|
|
|
|
|
Depreciation, depletion and amortization |
|
(1,304,319 |
) |
(968,030 |
) |
|
Freight |
|
(738,156 |
) |
(468,474 |
) |
|
Labor expenses |
|
(335,160 |
) |
(274,457 |
) |
|
Variable costs (raw and consumable materials) |
|
(2,443,311 |
) |
(2,069,779 |
) |
|
|
|
|
|
|
|
|
|
|
(4,820,946 |
) |
(3,780,740 |
) |
|
|
|
|
|
|
|
|
Selling expenses |
|
|
|
|
|
|
Labor expenses |
|
(17,750 |
) |
(14,644 |
) |
|
Selling expenses (i) |
|
(359,221 |
) |
(207,964 |
) |
|
Operating leases |
|
(1,596 |
) |
(1,671 |
) |
|
Depreciation and amortization charges |
|
(15,963 |
) |
(4,853 |
) |
|
Other expenses |
|
(12,160 |
) |
(7,755 |
) |
|
|
|
|
|
|
|
|
|
|
(406,690 |
) |
(236,887 |
) |
|
|
|
|
|
|
|
|
General and administrative and directors’ compensation expenses |
|
|
|
|
|
|
Labor expenses |
|
(65,883 |
) |
(51,727 |
) |
|
Third-party services (consulting, legal and others) |
|
(63,021 |
) |
(44,961 |
) |
|
Depreciation and amortization charges |
|
(11,031 |
) |
(7,192 |
) |
|
Taxes and contributions |
|
(3,891 |
) |
(3,263 |
) |
|
Operating leases and insurance |
|
(5,133 |
) |
(5,177 |
) |
|
Other expenses |
|
(18,866 |
) |
(14,332 |
) |
|
|
|
|
|
|
|
|
|
|
(167,825 |
) |
(126,652 |
) |
|
|
|
|
|
|
|
|
Other operating income and expense, net |
|
|
|
|
|
|
Program of variable compensation to employees |
|
(78,242 |
) |
(10,467 |
) |
|
Gain on sale of investment - Losango Project |
|
|
|
61,648 |
|
|
Change in fair value of biological assets |
|
89,707 |
|
(223,201 |
) |
|
Loss on disposal of property, plant and equipment and biological assets, net |
|
(25,344 |
) |
(13,948 |
) |
|
Provision for contingencies, net |
|
(25,652 |
) |
(3,128 |
) |
|
Tax credits |
|
807 |
|
2,229 |
|
|
Others |
|
449 |
|
(1,810 |
) |
|
|
|
|
|
|
|
|
|
|
(38,275 |
) |
(188,677 |
) |
(i) Includes handling expenses, storage and transportation expenses and sales commissions, among others.
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
25 Earnings per share
(a) Basic
The basic earnings per share is calculated by dividing net income attributable to the Company’s shareholders by the weighted average of the number of common shares outstanding during the period, excluding the common shares purchased by the Company and maintained as treasury shares.
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Numerator |
|
|
|
|
|
|
Net income attributable to the shareholders of the Company |
|
400,943 |
|
64,653 |
|
|
|
|
|
|
|
|
|
Denominator |
|
|
|
|
|
|
Weighted average number of common shares outstanding |
|
553,229,973 |
|
553,373,556 |
|
|
|
|
|
|
|
|
|
Basic earnings per share (in Reais) |
|
0.72473 |
|
0.11683 |
|
The weighted average number of shares in the period is represented by a total number of shares of 553,934,646 issued and outstanding for the six-month period ended June 30, 2018, 2017, excluding the 631,633 treasury shares of shares in the six-month period ended June 30, 2018 (892,132 shares for the six-month period ended June 30, 2017). In the six-month period ended June 30, 2018 and 2017 there were no changes in the number of shares of Company.
(b) Diluted
Diluted earnings per share are calculated by dividing net income attributable to the Company’s shareholders common shares by the weighted average number of common shares available during the period plus the weighted average number of common shares that would be issued when converting all potentially dilutive common shares into common shares:
|
|
|
June 30, |
|
June 30, |
|
|
|
|
|
|
|
|
|
Numerator |
|
|
|
|
|
|
Net income attributable to the shareholders of the Company |
|
400,943 |
|
64,653 |
|
|
|
|
|
|
|
|
|
Denominator |
|
|
|
|
|
|
Weighted average number of common shares outstanding |
|
553,229,973 |
|
553,373,556 |
|
|
Dilution effect |
|
|
|
|
|
|
Stock options |
|
631,633 |
|
892,132 |
|
|
Number of common shares outstanding adjusted according to dilution effect |
|
553,861,606 |
|
554,265,688 |
|
|
|
|
|
|
|
|
|
Diluted earnings per share (in Reais) |
|
0.72391 |
|
0.11665 |
|
|
Fibria Celulose S.A.
Notes to the unaudited condensed consolidated interim financial information at June 30, 2018 In thousands of Reais, unless otherwise indicated |
|
26 Explanatory notes not presented
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 26), asset retirement obligations (Note 27), long term commitments (Note 28), shareholders’ equity (Note 29), benefits to employees (Note 30), compensation program based on shares (Note 31), insurance (Note 35), non-current assets held for sale (Note 37) and, impairment testing (Note 38), that we omitted in the June 30, 2018 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, 2017.
* * *
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: July 25, 2018
|
|
Fibria Celulose S.A. | |
|
|
| |
|
|
By: |
/s/ Guilherme Perboyre Cavalcanti |
|
|
Name: |
Guilherme Perboyre Cavalcanti |
|
|
Title: |
CFO and IRO |
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