Interim Financial Information, Individual and Consolidated | September 30, 2023 |
2 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
3 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Statements of Financial Position
Parent company | Consolidated | Parent company | Consolidated | |||||||||||||||||
ASSETS | Note | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | LIABILITIES | Note | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | |||||||||
CURRENT ASSETS | CURRENT LIABILITIES | |||||||||||||||||||
Cash and cash equivalents | 4 | 5,770,897 | 3,984,071 | 10,964,859 | 8,130,929 | Loans and borrowings | 15 | 4,398,618 | 3,379,835 | 4,675,557 | 3,879,874 | |||||||||
Marketable securities | 5 | 400,734 | 364,543 | 445,494 | 418,373 | Trade accounts payable | 16 | 11,969,026 | 12,605,606 | 13,244,346 | 14,128,765 | |||||||||
Trade receivables | 6 | 6,457,309 | 6,022,298 | 4,125,610 | 4,187,756 | Lease liability | 17 | 764,494 | 521,544 | 887,340 | 676,864 | |||||||||
Notes receivable | 6 | 72,401 | 27,351 | 72,401 | 27,351 | Payroll, related charges and employee profit sharing | 919,330 | 679,097 | 980,726 | 720,799 | ||||||||||
Inventories | 7 | 5,750,603 | 6,107,041 | 8,034,812 | 8,660,891 | Taxes payable | 213,309 | 268,666 | 517,497 | 522,846 | ||||||||||
Biological assets | 8 | 2,528,961 | 3,003,258 | 2,681,431 | 3,151,551 | Derivative financial instruments | 23 | 220,437 | 78,276 | 222,583 | 82,468 | |||||||||
Recoverable taxes | 9 | 1,207,183 | 1,016,949 | 1,537,630 | 1,402,868 | Provision for tax, civil and labor risks | 20 | 715,967 | 863,313 | 719,296 | 867,294 | |||||||||
Derivative financial instruments | 23 | 136,347 | 120,865 | 142,623 | 120,865 | Employee benefits | 19 | 49,445 | 49,445 | 62,883 | 64,367 | |||||||||
Prepaid expenses | 206,604 | 84,680 | 271,260 | 109,716 | Customer advances | 8,468 | 5,825 | 313,811 | 75,832 | |||||||||||
Advances | 70,243 | 60,707 | 150,437 | 187,342 | Advances from related parties | 29 | 6,497,277 | 8,655,905 | - | - | ||||||||||
Restricted cash | - | - | 13,433 | - | Other current liabilities | 208,180 | 904,298 | 570,269 | 1,278,830 | |||||||||||
Assets held for sale | - | - | 5,876 | 21,909 | ||||||||||||||||
Other current assets | 73,132 | 64,608 | 89,512 | 84,795 | ||||||||||||||||
Total current assets | 22,674,414 | 20,856,371 | 28,535,378 | 26,504,346 | Total current liabilities | 25,964,551 | 28,011,810 | 22,194,308 | 22,297,939 | |||||||||||
NON-CURRENT ASSETS | NON-CURRENT LIABILITIES | |||||||||||||||||||
LONG-TERM RECEIVALBLES | Loans and borrowings | 15 | 15,392,171 | 17,007,023 | 17,653,254 | 19,637,126 | ||||||||||||||
Marketable securities | 5 | 14,952 | 15,505 | 338,897 | 406,402 | Trade accounts payable | 16 | 5,900 | 7,459 | 5,900 | 7,459 | |||||||||
Trade receivables | 6 | 6,023 | 5,059 | 6,022 | 5,307 | Lease liability | 17 | 2,512,422 | 2,105,419 | 2,679,694 | 2,368,070 | |||||||||
Notes receivable | 6 | 1,938 | 11,092 | 1,938 | 11,092 | Taxes payable | 90,662 | 96,666 | 93,308 | 97,735 | ||||||||||
Recoverable taxes | 9 | 4,743,642 | 5,155,061 | 4,763,494 | 5,171,844 | Provision for tax, civil and labor risks | 20 | 463,953 | 505,863 | 504,470 | 548,243 | |||||||||
Deferred income taxes | 10 | 2,009,123 | 2,476,334 | 2,092,172 | 2,566,461 | Deferred income taxes | 10 | - | - | 47,761 | 111,463 | |||||||||
Judicial deposits | 11 | 418,035 | 441,751 | 428,307 | 450,676 | Liabilities with related parties | 29 | 51,867 | 49,367 | - | - | |||||||||
Biological assets | 8 | 1,574,386 | 1,558,349 | 1,639,755 | 1,649,133 | Employee benefits | 19 | 319,941 | 297,175 | 437,494 | 456,945 | |||||||||
Derivative financial instruments | 23 | 226,547 | 10,283 | 226,547 | 10,283 | Derivative financial instruments | 23 | 3,006 | 174,699 | 3,006 | 174,699 | |||||||||
Restricted cash | 30,132 | 27,515 | 70,431 | 89,717 | Other non-current liabilities | 311,067 | 261,138 | 703,950 | 331,899 | |||||||||||
Other non-current assets | 152,603 | 158,216 | 157,419 | 162,628 | ||||||||||||||||
Total long-term receivables | 9,177,381 | 9,859,165 | 9,724,982 | 10,523,543 | Total non-current liabilities | 19,150,989 | 20,504,809 | 22,128,837 | 23,733,639 | |||||||||||
EQUITY | 21 | |||||||||||||||||||
Capital | 13,363,411 | 12,835,915 | 13,363,411 | 12,835,915 | ||||||||||||||||
Capital reserves | 7,138,476 | 2,338,476 | 7,138,476 | 2,338,476 | ||||||||||||||||
Other equity transactions | (74,695) | (77,825) | (74,695) | (77,825) | ||||||||||||||||
Investments | 12 | 11,067,582 | 13,270,368 | 100,193 | 101,064 | Accumulated losses | (5,143,014) | (2,363,073) | (5,143,014) | (2,363,073) | ||||||||||
Property, plant and equipment | 13 | 13,079,070 | 12,548,338 | 14,631,389 | 14,290,884 | Treasury shares | (96,145) | (109,727) | (96,145) | (109,727) | ||||||||||
Intangible assets | 14 | 3,238,932 | 3,252,385 | 6,261,967 | 6,434,610 | Other comprehensive loss | (1,066,194) | (1,353,758) | (1,066,194) | (1,353,758) | ||||||||||
Attributable to controlling shareholders | 14,121,839 | 11,270,008 | 14,121,839 | 11,270,008 | ||||||||||||||||
Non-controlling interests | - | - | 808,925 | 552,861 | ||||||||||||||||
Total non-current assets | 36,562,965 | 38,930,256 | 30,718,531 | 31,350,101 | Total equity | 14,121,839 | 11,270,008 | 14,930,764 | 11,822,869 | |||||||||||
TOTAL ASSETS | 59,237,379 | 59,786,627 | 59,253,909 | 57,854,447 | TOTAL LIABILITIES AND EQUITY | 59,237,379 | 59,786,627 | 59,253,909 | 57,854,447 |
The accompanying notes are an integral part of the interim financial information.
(In thousands of Brazilian Reais)
4 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Parent company | Consolidated | ||||||||||||||||
2023 | 2022 | 2023 | 2022 | ||||||||||||||
Note | Jul - sep | Jan - sep | Jul - sep | Jan - sep | Jul - sep | Jan - sep | Jul - sep | Jan - sep | |||||||||
CONTINUING OPERATIONS | |||||||||||||||||
NET SALES | 25 | 12,244,942 | 35,532,958 | 12,150,323 | 33,484,167 | 13,806,206 | 39,189,146 | 14,056,041 | 39,036,395 | ||||||||
Cost of sales | 28 | (9,643,139) | (28,883,005) | (10,085,627) | (29,098,084) | (11,324,122) | (33,548,113) | (11,458,083) | (33,342,576) | ||||||||
GROSS PROFIT | 2,601,803 | 6,649,953 | 2,064,696 | 4,386,083 | 2,482,084 | 5,641,033 | 2,597,958 | 5,693,819 | |||||||||
OPERATING INCOME (EXPENSES) | |||||||||||||||||
Selling expenses | 28 | (1,631,054) | (4,772,201) | (1,703,302) | (4,419,090) | (1,869,205) | (5,377,484) | (1,860,132) | (5,013,091) | ||||||||
General and administrative expenses | 28 | (112,425) | (310,779) | (125,404) | (328,901) | (178,739) | (497,990) | (197,172) | (518,120) | ||||||||
Impairment loss on trade receivables | 6 | (9,940) | (17,332) | (2,286) | (7,274) | (24,309) | (32,841) | (4,311) | (7,801) | ||||||||
Other operating income (expenses), net | 26 | 19,675 | 154,321 | 22,147 | 9,368 | 42,188 | 179,539 | 26,481 | 21,267 | ||||||||
Income from associates and joint ventures | 12 | (98,620) | (2,264,087) | 640,186 | (4,360) | 283 | (599) | 564 | 644 | ||||||||
INCOME (LOSS) BEFORE FINANCIAL RESULTS AND INCOME TAXES | 769,439 | (560,125) | 896,037 | (364,174) | 452,302 | (88,342) | 563,388 | 176,718 | |||||||||
Financial income | 225,425 | 534,208 | 366,714 | 722,052 | 358,243 | 772,462 | 405,797 | 803,302 | |||||||||
Financial expenses | (1,027,683) | (3,238,504) | (968,833) | (2,655,907) | (1,028,761) | (3,192,925) | (999,568) | (2,696,581) | |||||||||
Foreign exchange and monetary variations | (323,602) | 347,418 | (407,792) | 203,845 | (3,157) | (212,615) | (88,598) | (173,425) | |||||||||
FINANCIAL INCOME (EXPENSES), NET | 27 | (1,125,860) | (2,356,878) | (1,009,911) | (1,730,010) | (673,675) | (2,633,078) | (682,369) | (2,066,704) | ||||||||
LOSS BEFORE TAXES | (356,421) | (2,917,003) | (113,874) | (2,094,184) | (221,373) | (2,721,420) | (118,981) | (1,889,986) | |||||||||
Income taxes | 10 | (30,593) | 137,062 | (8,696) | (109,045) | (41,014) | 98,132 | (17,804) | (244,377) | ||||||||
LOSS FROM CONTINUING OPERATIONS | (387,014) | (2,779,941) | (122,570) | (2,203,229) | (262,387) | (2,623,288) | (136,785) | (2,134,363) | |||||||||
LOSS FROM DISCONTINUED OPERATIONS | - | - | - | (50,948) | - | - | - | (50,948) | |||||||||
LOSS FOR THE PERIOD | (387,014) | (2,779,941) | (122,570) | (2,254,177) | (262,387) | (2,623,288) | (136,785) | (2,185,311) | |||||||||
Net Income (loss) from Continuing Operation Attributable to | |||||||||||||||||
Controlling shareholders | (387,014) | (2,779,941) | (122,570) | (2,203,229) | (387,014) | (2,779,941) | (122,570) | (2,203,229) | |||||||||
Non-controlling interest | - | - | - | - | 124,627 | 156,653 | (14,215) | 68,866 | |||||||||
(387,014) | (2,779,941) | (122,570) | (2,203,229) | (262,387) | (2,623,288) | (136,785) | (2,134,363) | ||||||||||
Net Loss From Discontinued Operations Attributable to | |||||||||||||||||
Controlling shareholders | - | - | - | (50,948) | - | - | - | (50,948) | |||||||||
Non-controlling interest | - | - | - | - | - | - | - | - | |||||||||
- | - | - | (50,948) | - | - | - | (50,948) | ||||||||||
LOSS PER SHARE FROM CONTINUED OPERATIONS | |||||||||||||||||
Weighted average shares outstanding - basic | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||||||||||||
Loss per share - basic | 22 | (0.24) | (2.22) | (0.11) | (2.11) | ||||||||||||
Weighted average shares outstanding - diluted | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||||||||||||
Loss per share - diluted | 22 | (0.24) | (2.22) | (0.11) | (2.11) | ||||||||||||
LOSS PER SHARE FROM DISCONTINUED OPERATIONS | |||||||||||||||||
Weighted average shares outstanding - basic | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||||||||||||
Loss per share - basic | 22 | - | - | - | (0.05) | ||||||||||||
Weighted average shares outstanding - diluted | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||||||||||||
Loss per share - diluted | 22 | - | - | - | (0.05) |
The accompanying notes are an integral part of the interim financial information.
(In thousands of Brazilian Reais)
5 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Statements of Comprehensive Income (Loss)
Parent company | Consolidated | ||||||||||||||||
2023 | 2022 | 2023 | 2022 | ||||||||||||||
Note | Jul - sep | Jan - sep | Jul - sep | Jan - sep | Jul - sep | Jan - sep | Jul - sep | Jan - sep | |||||||||
Loss for the period | (387,014) | (2,779,941) | (122,570) | (2,254,177) | (262,387) | (2,623,288) | (136,785) | (2,185,311) | |||||||||
Other comprehensive income (loss), net of taxes | |||||||||||||||||
Gain (loss) on foreign currency translation of foreign operations | 75,720 | (115,991) | (47,388) | 8,003 | 118,683 | (207,763) | (68,302) | 43,545 | |||||||||
Gain (loss) on net investment hedge | (49,222) | 103,587 | (38,187) | 52,856 | (49,222) | 103,587 | (38,187) | 52,856 | |||||||||
Cash flow hedges – effective portion of changes in fair value | 23 | 81,598 | (15,275) | (14,499) | (71,240) | 81,619 | (14,520) | (14,076) | (70,941) | ||||||||
Cash flow hedges – reclassified to profit or loss | 23 | (90,789) | 300,292 | 36,079 | 285,250 | (90,789) | 300,292 | 36,079 | 285,250 | ||||||||
Items that are or may be reclassified subsequently to profit or loss | 17,307 | 272,613 | (63,995) | 274,869 | 60,291 | 181,596 | (84,486) | 310,710 | |||||||||
Actuarial gains on pension and post-employment plans | 19 | 2,481 | 14,951 | 3,615 | 18,211 | 2,481 | 17,696 | 3,422 | 23,654 | ||||||||
Items that will not be reclassified to profit or loss | 2,481 | 14,951 | 3,615 | 18,211 | 2,481 | 17,696 | 3,422 | 23,654 | |||||||||
Comprehensive income (loss) for the period | (367,226) | (2,492,377) | (182,950) | (1,961,097) | (199,615) | (2,423,996) | (217,849) | (1,850,947) | |||||||||
Attributable to | |||||||||||||||||
Controlling shareholders | (367,226) | (2,492,377) | (182,950) | (1,961,097) | (367,226) | (2,492,377) | (182,950) | (1,961,097) | |||||||||
Non-controlling interest | - | - | - | - | 167,611 | 68,381 | (34,899) | 110,150 | |||||||||
(367,226) | (2,492,377) | (182,950) | (1,961,097) | (199,615) | (2,423,996) | (217,849) | (1,850,947) |
Items above are stated net of deferred taxes on income and the related taxes are disclosed in note 10.
The accompanying notes are an integral part of the interim financial information.
(In thousands of Brazilian Reais)
6 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Statements of Changes in Equity
Attributed to controlling shareholders | |||||||||||||||||||||||||||||||||||
Other comprehensive income (loss) | |||||||||||||||||||||||||||||||||||
Capital | Capital reserves | Other equity transactions | Treasury shares | Accumulated foreign currency translation adjustments | Gains (losses) on cash flow hedge (1) | Actuarial gains (losses) | Accumulated losses | Total equity | Non-controlling interest | Total shareholders' equity (consolidated) | |||||||||||||||||||||||||
BALANCES AT DECEMBER 31, 2021 | 12,460,471 | 141,834 | (67,531) | (127,286) | (1,162,066) | (583,904) | (66,756) | (2,132,230) | 8,462,532 | 363,091 | 8,825,623 | ||||||||||||||||||||||||
Restatement by hyperinflation | - | - | - | - | - | - | 216,193 | 216,193 | 135,260 | 351,453 | |||||||||||||||||||||||||
Comprehensive income (loss) (1) | |||||||||||||||||||||||||||||||||||
Gains on foreign currency translation of foreign operations | - | - | - | - | 49,240 | - | - | - | 49,240 | 47,283 | 96,523 | ||||||||||||||||||||||||
Gains on net investment hedge | - | - | -�� | - | 87,929 | - | - | - | 87,929 | - | 87,929 | ||||||||||||||||||||||||
Unrealized gains (losses) in cash flow hedge | - | - | - | - | - | 276,515 | - | - | 276,515 | (933) | 275,582 | ||||||||||||||||||||||||
Actuarial gains (losses) on pension and post-employment plans | - | - | - | - | - | - | 61,293 | - | 61,293 | (16,568) | 44,725 | ||||||||||||||||||||||||
Income (loss) for the year | - | - | - | - | - | - | - | (3,166,403) | (3,166,403) | 24,777 | (3,141,626) | ||||||||||||||||||||||||
SUB-TOTAL COMPREHENSIVE INCOME (LOSS) | - | - | - | - | 137,169 | 276,515 | 61,293 | (3,166,403) | (2,691,426) | 54,559 | (2,636,867) | ||||||||||||||||||||||||
Employee benefits remeasurement - defined benefit | - | - | - | - | - | - | (16,009) | 16,009 | - | - | - | ||||||||||||||||||||||||
Capital increase through issuance of shares | 500,000 | 4,900,000 | - | - | - | - | 5,400,000 | - | 5,400,000 | ||||||||||||||||||||||||||
Expenses with public exchange offer of shares | (124,556) | - | - | - | - | - | - | (124,556) | - | (124,556) | |||||||||||||||||||||||||
Appropriation of income (loss) | |||||||||||||||||||||||||||||||||||
Dividends | - | - | - | - | - | - | - | - | - | (49) | (49) | ||||||||||||||||||||||||
Compensation of accumulated losses with capital reserve | - | (2,703,358) | - | - | - | - | 2,703,358 | - | - | - | |||||||||||||||||||||||||
Share-based payments | - | - | (10,294) | 17,559 | - | - | - | - | 7,265 | - | 7,265 | ||||||||||||||||||||||||
BALANCES AT DECEMBER 31, 2022 | 12,835,915 | 2,338,476 | (77,825) | (109,727) | (1,024,897) | (307,389) | (21,472) | (2,363,073) | 11,270,008 | 552,861 | 11,822,869 | ||||||||||||||||||||||||
Comprehensive income (loss) (1) | |||||||||||||||||||||||||||||||||||
Loss on foreign currency translation of foreign operations | - | - | - | - | (115,991) | - | - | - | (115,991) | (91,772) | (207,763) | ||||||||||||||||||||||||
Gain on net investment hedge | - | - | - | - | 103,587 | - | - | - | 103,587 | - | 103,587 | ||||||||||||||||||||||||
Unrealized gains in cash flow hedge | - | - | - | - | - | 285,017 | - | - | 285,017 | 755 | 285,772 | ||||||||||||||||||||||||
Actuarial gains on pension and post-employment plans | - | - | -�� | - | - | - | 14,951 | - | 14,951 | 2,745 | 17,696 | ||||||||||||||||||||||||
Income (loss) for the period | - | - | - | - | - | - | - | (2,779,941) | (2,779,941) | 156,653 | (2,623,288) | ||||||||||||||||||||||||
SUB-TOTAL COMPREHENSIVE INCOME (LOSS) | - | - | - | - | (12,404) | 285,017 | 14,951 | (2,779,941) | (2,492,377) | 68,381 | (2,423,996) | ||||||||||||||||||||||||
Capital increase through issuance of shares (note 21.1) | 600,000 | 4,800,000 | - | - | - | - | - | 5,400,000 | - | 5,400,000 | |||||||||||||||||||||||||
Expenses with public exchange offer of shares (note 21.1) | (72,504) | - | - | - | - | - | - | - | (72,504) | - | (72,504) | ||||||||||||||||||||||||
Capital increase in subsidiaries | - | - | - | - | - | - | - | - | - | 187,777 | 187,777 | ||||||||||||||||||||||||
Appropriation of income (loss) | |||||||||||||||||||||||||||||||||||
Dividends | - | - | - | - | - | - | - | - | - | (94) | (94) | ||||||||||||||||||||||||
Share-based payments | - | - | 3,130 | 13,582 | - | - | - | - | 16,712 | - | 16,712 | ||||||||||||||||||||||||
BALANCES AT SEPTEMBER 30, 2023 | 13,363,411 | 7,138,476 | (74,695) | (96,145) | (1,037,301) | (22,372) | (6,521) | (5,143,014) | 14,121,839 | 808,925 | 14,930,764 |
(1) | All changes in other comprehensive income are presented net of taxes. |
The accompanying notes are an integral part of the interim financial information.
(In thousands of Brazilian Reais)
7 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Parent company | Consolidated | |||||||
2023 | 2022 | 2023 | 2022 | |||||
Jan - sep | Jan - sep | Jan - sep | Jan - sep | |||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
Loss from continuing operations | (2,779,941) | (2,203,229) | (2,623,288) | (2,134,363) | ||||
Adjustments for: | ||||||||
Depreciation and amortization | 1,062,753 | 1,021,099 | 1,347,368 | 1,306,096 | ||||
Depreciation and depletion of biological assets | 986,159 | 835,396 | 1,008,030 | 888,633 | ||||
Result on disposal of property, plant and equipments and investment | (124,048) | 16,700 | (141,658) | 16,687 | ||||
Write-down of inventories to net realizable value | (21,955) | 137,973 | (920) | 24,722 | ||||
Provision for tax, civil and labor risks | 197,973 | 264,752 | 196,237 | 266,900 | ||||
Income from investments under the equity method | 2,264,087 | 4,360 | 599 | (644) | ||||
Financial results, net | 2,356,878 | 1,730,010 | 2,633,078 | 2,066,704 | ||||
Tax recoveries and gains in tax lawsuits | (641) | (32,030) | (701) | (35,854) | ||||
Deferred income tax | (130,651) | 118,552 | (172,822) | 95,725 | ||||
Gratuities for the employees | 60,484 | 115,778 | 70,921 | 109,648 | ||||
Other provisions | 21,824 | 224 | 36,875 | 731 | ||||
3,892,922 | 2,009,585 | 2,353,719 | 2,604,985 | |||||
Changes in assets and liabilities: | ||||||||
Trade accounts and notes receivables | (351,096) | 1,255,961 | 36,945 | (33,094) | ||||
Inventories | 378,393 | 261,053 | 571,265 | (354,996) | ||||
Biological assets - current | 474,297 | (15,322) | 444,657 | (116,643) | ||||
Trade accounts payable | (1,812,569) | (811,177) | (2,232,778) | (590,572) | ||||
Cash generated by operating activities | 2,581,947 | 2,700,100 | 1,173,808 | 1,509,680 | ||||
Redemptions (investments) in securities at FVTPL (1) | - | 24,870 | 10,733 | (16,434) | ||||
Interest received | 209,088 | 222,362 | 303,964 | 223,397 | ||||
Dividends and interest on shareholders' equity received | 422 | - | (851) | - | ||||
Payment of tax, civil and labor provisions | (339,644) | (219,545) | (339,588) | (216,833) | ||||
Derivative financial instruments | (21,634) | (1,368,566) | (343,245) | (1,321,802) | ||||
Other operating assets and liabilities (2) | (1,828,421) | (3,523,160) | 1,470,957 | 417,481 | ||||
Net cash provided by (used in) operating activities | 601,758 | (2,163,939) | 2,275,778 | 595,489 | ||||
CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
Redemption (additions) on investments in securities at amortized cost | - | - | (70,176) | 46,443 | ||||
Redemption of restricted cash | - | (2,074) | 12,851 | (2,074) | ||||
Additions to property, plant and equipment | (562,486) | (1,012,309) | (629,013) | (1,140,103) | ||||
Additions to biological assets - non-current | (1,015,542) | (954,581) | (1,099,245) | (1,022,979) | ||||
Proceeds from disposals of property, plant, equipments and investment | 164,049 | 16,347 | 164,049 | 16,347 | ||||
Additions to intangible assets | (139,946) | (171,302) | (144,270) | (183,270) | ||||
Business combination, net of cash | - | - | - | (158,348) | ||||
Capital increase in affiliates | (580) | (92,690) | (579) | (92,690) | ||||
Capital increase in subsidiaries | - | (452,508) | 187,777 | - | ||||
Net cash used in investing activities | (1,554,505) | (2,669,117) | (1,578,606) | (2,536,674) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
Proceeds from debt issuance | 1,643,025 | 2,357,061 | 3,239,430 | 2,724,353 | ||||
Repayment of debt | (2,137,007) | (2,837,519) | (4,007,696) | (3,142,578) | ||||
Payment of interest | (1,178,478) | (1,108,944) | (1,362,820) | (1,285,982) | ||||
Payment of interest derivatives - fair value hedge | (512,345) | (143,979) | (512,345) | (143,979) | ||||
Capital increase through issuance of shares | 5,327,496 | 5,276,051 | 5,327,496 | 5,276,051 | ||||
Payment of lease liabilities | (410,767) | (345,452) | (546,187) | (479,685) | ||||
Net cash provided by financing activities | 2,731,924 | 3,197,218 | 2,137,878 | 2,948,180 | ||||
Effect of exchange rate variation on cash and cash equivalents | 7,649 | (64,529) | (1,120) | (200,091) | ||||
Net increase (decrease) in cash and cash equivalents | 1,786,826 | (1,700,367) | 2,833,930 | 806,904 | ||||
Balance at the beginning of the period | 3,984,071 | 4,633,816 | 8,130,929 | 7,528,820 | ||||
Balance at the end of the period | 5,770,897 | 2,933,449 | 10,964,859 | 8,335,724 |
(1) | FVTPL: Fair Value Through Profit and Loss. |
(2) | In the Parent Company, contemplates mainly the effects of prepayments of exports with subsidiaries in the amount of R$(2,117,184) for the period ended September 30, 2023 (R$(4,206,635) in the same period of the previous year). |
The accompanying notes are an integral part of the interim financial information.
(In thousands of Brazilian Reais)
8 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Parent company | Consolidated | |||||||
2023 | 2022 | 2023 | 2022 | |||||
Jan - sep | Jan - sep | Jan - sep | Jan - sep | |||||
1 - REVENUES | 39,353,845 | 37,901,243 | 43,297,294 | 43,797,422 | ||||
Sales of goods and products | 38,661,920 | 36,894,918 | 42,549,372 | 42,696,053 | ||||
Other income | 153,738 | 11,766 | 178,956 | 23,665 | ||||
Revenue related to construction of own assets | 555,519 | 1,001,833 | 601,807 | 1,085,505 | ||||
Expected credit losses | (17,332) | (7,274) | (32,841) | (7,801) | ||||
2 - SUPPLIES ACQUIRED FROM THIRD PARTIES | (27,677,281) | (28,399,285) | (32,078,119) | (32,398,347) | ||||
Costs of goods sold | (23,513,359) | (24,057,507) | (27,658,823) | (27,816,017) | ||||
Materials, energy, third parties services and other | (4,185,877) | (4,307,989) | (4,414,804) | (4,555,332) | ||||
Reversal for inventories losses | 21,955 | (33,789) | (4,492) | (26,998) | ||||
3 - GROSS ADDED VALUE (1-2) | 11,676,564 | 9,501,958 | 11,219,175 | 11,399,075 | ||||
4 - DEPRECIATION AND AMORTIZATION | (2,048,912) | (1,856,495) | (2,355,398) | (2,194,729) | ||||
5 - NET ADDED VALUE (3-4) | 9,627,652 | 7,645,463 | 8,863,777 | 9,204,346 | ||||
6 - VALUE ADDED RECEIVED THROUGH TRANSFER | (1,729,296) | 716,468 | 772,446 | 802,722 | ||||
Income from associates and joint ventures | (2,264,087) | (4,360) | (599) | 644 | ||||
Financial income | 534,208 | 722,052 | 772,462 | 803,302 | ||||
Others | 583 | (1,224) | 583 | (1,224) | ||||
7 - ADDED VALUE TO BE DISTRIBUTED (5+6) | 7,898,356 | 8,361,931 | 9,636,223 | 10,007,068 | ||||
8 - DISTRIBUTION OF ADDED VALUE | 7,898,356 | 8,361,931 | 9,636,223 | 10,007,068 | ||||
Payroll | 4,234,264 | 4,024,708 | 4,901,486 | 4,659,858 | ||||
Salaries | 2,990,141 | 2,824,102 | 3,561,110 | 3,333,321 | ||||
Benefits | 1,021,206 | 993,425 | 1,093,871 | 1,098,134 | ||||
Government severance indemnity fund for employees | 222,917 | 207,181 | 246,505 | 228,403 | ||||
Taxes, Fees and Contributions | 3,374,638 | 3,865,903 | 3,711,187 | 4,305,993 | ||||
Federal | 1,122,837 | 1,639,905 | 1,282,652 | 1,889,736 | ||||
State | 2,212,214 | 2,188,076 | 2,381,870 | 2,372,570 | ||||
Municipal | 39,587 | 37,922 | 46,665 | 43,687 | ||||
Capital Remuneration from Third Parties | 3,069,395 | 2,674,549 | 3,646,838 | 3,175,580 | ||||
Interests, including exchange variation | 2,933,436 | 2,518,132 | 3,453,091 | 2,942,418 | ||||
Rents | 135,959 | 156,417 | 193,747 | 233,162 | ||||
Interest on Own-Capital | (2,779,941) | (2,203,229) | (2,623,288) | (2,134,363) | ||||
Loss for the period from continuing operations | (2,779,941) | (2,203,229) | (2,779,941) | (2,203,229) | ||||
Non-controlling interest | - | - | 156,653 | 68,866 |
The accompanying notes are an integral part of the interim financial information.
(In thousands of Brazilian Reais)
9 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
3Q23 RESULTS
10 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
11 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
12 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
13 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
14 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
15 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
16 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
17 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
18 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
19 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
20 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
21 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
22 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
23 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
24 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
25 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
26 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
27 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
28 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
29 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
30 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
31 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
32 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
33 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
34 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
35 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
36 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
37 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
1. | Company’s Operations |
BRF S.A. (“BRF”), and its subsidiaries (collectively the “Company”) is a publicly traded company, listed on the segment Novo Mercado of Brasil, Bolsa, Balcão (“B3”), under the ticker BRFS3, and listed on the New York Stock Exchange (“NYSE”), under the ticker BRFS. The Company’s registered office is at 475 Jorge Tzachel Street, Fazenda District, Itajaí - Santa Catarina and the main business office is in the city of São Paulo.
BRF is a Brazilian multinational company, with global presence, which owns a comprehensive portfolio of products, and it is one of the world’s largest companies of food products. The Company operates by raising, producing and slaughtering poultry and pork for processing, production and sale of fresh meat, processed products, pasta, margarine, pet food and others.
The Company holds as main brands Sadia, Perdigão, Qualy, Chester®, Kidelli, Perdix, Banvit, Biofresh and Gran Plus, present mainly in Brazil, Turkey and Middle Eastern countries.
38 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
1.1. | Equity Interest |
% equity interest | |||||||||||
Entity | Main activity | Country (1) | 09.30.23 | 12.31.22 | Equity interest | ||||||
BRF GmbH | Holding | Austria | 100.00 | 100.00 | Direct | ||||||
BRF Arabia Holding Company | (h) | Holding | Saudi Arabia | 70.00 | - | Indirect | |||||
BRF Foods GmbH | Industrialization, import and commercialization of products | Austria | 100.00 | 100.00 | Indirect | ||||||
Al Khan Foodstuff LLC ("AKF") | (b) | Import, commercialization and distribution of products | Oman | 70.00 | 70.00 | Indirect | |||||
TBQ Foods GmbH | Holding | Austria | 60.00 | 60.00 | Indirect | ||||||
Banvit Bandirma Vitaminli | Import, industrialization and commercialization of products | Turkey | 91.71 | 91.71 | Indirect | ||||||
Banvit Enerji ve Elektrik Üretim Ltd. Sti. | Generation and commercialization of electric energy | Turkey | 100.00 | 100.00 | Indirect | ||||||
Nutrinvestments BV | Holding | The Netherlands | 100.00 | 100.00 | Indirect | ||||||
Banvit ME FZE | (d) | Marketing and logistics services | UAE | - | 100.00 | Indirect | |||||
BRF Foods LLC | (a) | Import, industrialization and commercialization of products | Russia | 100.00 | 100.00 | Indirect | |||||
BRF Global Company Nigeria Ltd. | Marketing and logistics services | Nigeria | 100.00 | 100.00 | Indirect | ||||||
BRF Global Company South Africa Proprietary Ltd. | Administrative, marketing and logistics services | South Africa | 100.00 | 100.00 | Indirect | ||||||
BRF Global GmbH | Holding and trading | Austria | 100.00 | 100.00 | Indirect | ||||||
BRF Japan KK | Marketing and logistics services, import, export, industrialization and commercialization of products | Japan | 100.00 | 100.00 | Indirect | ||||||
BRF Korea LLC | Marketing and logistics services | Korea | 100.00 | 100.00 | Indirect | ||||||
BRF Shanghai Management Consulting Co. Ltd. | Provision of consultancy and marketing services | China | 100.00 | 100.00 | Indirect | ||||||
BRF Shanghai Trading Co. Ltd. | Import, export and commercialization of products | China | 100.00 | 100.00 | Indirect | ||||||
BRF Singapore Foods PTE Ltd. | Administrative, marketing and logistics services | Singapore | 100.00 | 100.00 | Indirect | ||||||
Eclipse Holding Cöoperatief U.A. | Holding | The Netherlands | 100.00 | 100.00 | Indirect | ||||||
Buenos Aires Fortune S.A. | (a) | Holding | Argentina | 100.00 | 100.00 | Indirect | |||||
Eclipse Latam Holdings | Holding | Spain | 100.00 | 100.00 | Indirect | ||||||
Perdigão Europe Lda. | Import, export of products and administrative services | Portugal | 100.00 | 100.00 | Indirect | ||||||
ProudFood Lda. | Import and commercialization of products | Angola | 100.00 | 100.00 | Indirect | ||||||
Sadia Chile S.A. | Import, export and commercialization of products | Chile | 100.00 | 100.00 | Indirect | ||||||
Wellax Food Logistics C.P.A.S.U. Lda. | (g) | Import, commercialization of products and administrative services | Portugal | - | 100.00 | Indirect | |||||
One Foods Holdings Ltd. | Holding | UAE | 100.00 | 100.00 | Indirect | ||||||
Al-Wafi Food Products Factory LLC | Import, export, industrialization and commercialization of products | UAE | 100.00 | 100.00 | Indirect | ||||||
Badi Ltd. | Holding | UAE | 100.00 | 100.00 | Indirect | ||||||
Al-Wafi Al-Takamol International for Foods Products | Import and commercialization of products | Saudi Arabia | 100.00 | 100.00 | Indirect | ||||||
Joody Al Sharqiya Food Production Factory LLC | Import and commercialization of products | Saudi Arabia | 100.00 | 100.00 | Indirect | ||||||
BRF Kuwait Food Management Company WLL | (b) | Import, commercialization and distribution of products | Kuwait | 49.00 | 49.00 | Indirect | |||||
One Foods Malaysia SDN. BHD. | (a) | Marketing and logistics services | Malaysia | 100.00 | 100.00 | Indiretc | |||||
Federal Foods LLC | (b) | Import, commercialization and distribution of products | UAE | 49.00 | 49.00 | Indirect | |||||
Federal Foods Qatar | (b) | Import, commercialization and distribution of products | Qatar | 49.00 | 49.00 | Indirect | |||||
Establecimiento Levino Zaccardi y Cia. S.A. | (f) | Industrialization and commercialization of dairy products | Argentina | - | 100.00 | Indirect | |||||
BRF Energia S.A. | Commercialization of eletric energy | Brazil | 100.00 | 100.00 | Direct | ||||||
BRF Pet S.A. | (e) | Industrialization, commercialization and distribution of feed and nutrients for animals | Brazil | 100.00 | 100.00 | Direct | |||||
Hercosul Alimentos Ltda. | (e) | Manufacturing and sale of animal feed | Brazil | 100.00 | 100.00 | Indirect | |||||
Hercosul Distribuição Ltda. | (e) | Import, export, wholesale and retail sale of food products for animals | Brazil | 100.00 | 100.00 | Indirect | |||||
Hercosul International S.R.L. | (e) | Manufacturing, export, import and sale of feed and nutrients for animals | Paraguay | 99.00 | 99.00 | Indirect | |||||
Hercosul Soluções em Transportes Ltda. | (e) | Road freight | Brazil | 100.00 | 100.00 | Indirect | |||||
Mogiana Alimentos S.A. | (e) | Manufacturing, distribution and sale of Pet Food products | Brazil | 100.00 | 100.00 | Indirect | |||||
Potengi Holdings S.A. | (c) | Holding | Brazil | 50.00 | 50.00 | Affiliate | |||||
PR-SAD Administração de bem próprio S.A. | Management of assets | Brazil | 33.33 | 33.33 | Affiliate | ||||||
PSA Laboratório Veterinário Ltda. | Veterinary activities | Brazil | 100.00 | 100.00 | Indirect | ||||||
Sadia Alimentos S.A. | Holding | Argentina | 100.00 | 100.00 | Indirect | ||||||
Sadia Uruguay S.A. | Import and commercialization of products | Uruguay | 100.00 | 100.00 | Direct | ||||||
Vip S.A. Empreendimentos e Participações Imobiliárias | Commercialization of owned real state | Brazil | �� | 100.00 | 100.00 | Direct | |||||
BRF Investimentos Ltda. | Holding, management of companies and assets | Brazil | 100.00 | 100.00 | Indirect |
(1) | UAE – United Arab Emirates. |
(a) | Dormant subsidiaries. The Company is evaluating the liquidation of these subsidiaries. |
(b) | For these entities, the Company has agreements that ensure full economic rights, except for AKF, in which the economic rights are of 99%. |
(c) | Affiliate with subsidiary of AES Brasil Energia S.A. (note 12). |
(d) | On March 21, 2023, the subsidiary Banvit ME FZE was dissolved. |
(e) | The competitive process for the possible sale of these companies, which began on February 28, 2023, was closed on November 13, 2023, with the option of keeping these entities in operation and, therefore, no impact was recorded. |
39 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
(f) | On July 7, 2023, the subsidiary Establecimiento Levino Zaccardi y Cia. S.A. was dissolved. |
(g) | On July 21, 2023, the subsidiary Wellax Food Logistics C.P.A.S.U. Lda. was dissolved. |
(h) | On September 28, 2023 the Company, through its wholly-owned subsidiary BRF GmbH, contributed the initial equity of BRF Arabia Holding Company, a company in the process of establishment. The contribution in the amount of R$625,922, was accompanied proportionally by the other partner (holder of 30% of the entity's capital), is a condition for the company's establishment process to continue. |
On October 5, 2023 the company BRF UK Foods Ltd. was incorporated, located in England, being 100% direct subsidiary of BRF S.A.
Except for the associates PR-SAD Administração de bem próprio S.A. and Potengi Holdings S.A., in which the Company recognizes the investments by the equity method, all other entities presented in the table above were consolidated.
1.2. | Leniency Agreement |
On December 28, 2022, BRF has entered into a Leniency Agreement with the Brazilian authorities – Controladoria Geral da União (“CGU”) and the Advocacia Geral da União (“AGU”) (as note 1.3 of financial statements of the year ended on December 31, 2022), in which it assumed the commitment to pay the amount of R$583,977. That amount, updated according the agreement, was settled in June 30, 2023, as follows: (i) 70% with tax losses in the amount of R$435,128; (ii) 30% with PIS and COFINS and IRPJ tax credits in the amount of R$186,483.
1.3. | Seasonality |
During the months of November and December of each year, the Company is impacted by seasonality in the Brazil operating segment due to Christmas and New Year’s Celebrations. The products that are relevant contributors are: turkey, Chester®, ham and pork cuts (hind leg/pork loin).
In the International operating segment, seasonality is due to Ramadan, which is the holy month of the Muslim calendar. The beginning of Ramadan depends on the beginning of the moon cycle and in 2023 occurred between, March 22, 2023 and April 21, 2023.
2. | Basis of Preparation and Presentation of Interim Financial Information |
The Parent Company’s and Consolidated interim financial information (“interim financial information”) were prepared in accordance with the CPC 21 (R1) – Interim Financial Statements and the IAS 34 – Interim Financial Reporting issued by the International Accounting Standards Board (“IASB”) as well as with the standards issued by the Brazilian Securities and Exchange Commission. All the relevant information applicable to the interim financial information, and only them, are being evidenced and correspond to those used by administration in its management.
The interim financial information are expressed in thousands of Brazilian Reais (“R$”), unless otherwise stated. For disclosures of amounts in other currencies, the values were also expressed in thousands, unless otherwise stated.
The preparation of financial information requires Management to make judgments, use estimates and adopt assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, as well as the disclosures of contingent liabilities. The uncertainty inherent to these judgments, assumptions and estimates could result in material adjustments to the carrying amount of certain assets and liabilities in future periods.
40 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Any judgments, estimates and assumptions are reviewed at each reporting period.
The interim financial information were prepared based on the recoverable historical cost, except for the following material items recognized in the statements of financial position:
(i) derivative financial instruments and non-derivative financial instruments measured at fair value;
(ii) shared-based payments and employee benefits measured at fair value;
(iii) biological assets measured at fair value; and
(iv) assets held for sale in instances where the fair value is lower than historical cost.
The Company prepared financial statements under the going concern assumption and disclosed all relevant information in its explanatory notes, in order to clarify and complement the accounting basis adopted.
3. | Summary of Significant Accounting Policies |
The interim financial information, in this case quarterly financial information, aim to provide updated information based on the last annual financial statements disclosed. Therefore, the quarterly financial information focus on new activities, events and circumstances and do not repeat the information previously disclosed, except when Management judges that the maintenance of the information is relevant.
The interim financial information was prepared based on the accounting policies and estimates calculation methodologies adopted in the preparation of the annual financial statements for the year ended December 31, 2022 (note 3), on a uniform basis for all group entities. Except for the income taxes, which were measured according to CPC 21 / IAS 34 by applying the estimated annual effective tax rate to the Income (Loss) Before Taxes for the interim period.
The Company has subsidiaries in Argentina and in Turkey, which are considered a hyperinflationary economy. For the Turkish subsidiary the price index used for the period ended September 30, 2023 was 49.9%, and the inflation adjustment affected the Income (Loss) before financial results and income taxes in R$8,654 (R$(152,720) in the same period of the previous year), and we recognized a revenue that impacted the Financial Result in the amount of R$ R$246,573 (R$335,906 in the same period of the previous year) and the Loss from continuing operations in the amount of R$278,749 (R$164,190 in the same period of the previous year).
For the subsidiary in Argentina the price index used for the period ended September 30, 2023 was 124.4%, and the inflation adjustment affected the inflation adjustment impacted the Income (Loss) before financial results and income taxes in the amount of R$914 (R$(165) in the same period of the previous year), the Financial Result in the amount of R$(9,069) (R$(3,185) in the same period of the previous year) and the Loss from continuing operations in the amount of R$(7,805) (R$5,395) in the same period of the previous year).
41 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
4. | Cash and Cash Equivalents |
Average rate (1) | Parent company | Consolidated | |||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||||
Cash and bank accounts | |||||||||
Brazilian Reais | - | 92,298 | 139,928 | 101,195 | 154,399 | ||||
Saudi Riyal | - | - | 987,754 | 307,440 | |||||
U.S. Dollar | - | 283 | 539 | 491,881 | 946,999 | ||||
Euro | - | 954 | 141 | 111,032 | 93,321 | ||||
Turkish Lira | - | - | - | 77,924 | 83,339 | ||||
Other currencies | - | 282 | 116 | 220,315 | 279,579 | ||||
93,817 | 140,724 | 1,990,101 | 1,865,077 | ||||||
Cash equivalents | |||||||||
In Brazilian Reais | |||||||||
Investment funds | 12.65% | 3,414 | 3,492 | 3,414 | 3,492 | ||||
Bank deposit certificates | 12.88% | 5,657,832 | 3,675,037 | 6,156,967 | 3,754,202 | ||||
5,661,246 | 3,678,529 | 6,160,381 | 3,757,694 | ||||||
In U.S. Dollar | |||||||||
Term deposit | 5.72% | - | 154,025 | 2,692,353 | 2,469,028 | ||||
Overnight | 5.20% | 15,834 | 10,793 | 73,314 | 12,720 | ||||
Other currencies | |||||||||
Term deposit (2) | - | - | 48,710 | 26,410 | |||||
15,834 | 164,818 | 2,814,377 | 2,508,158 | ||||||
5,770,897 | 3,984,071 | 10,964,859 | 8,130,929 |
(1) | Weighted average annual rate. |
(2) | Amounts are substantially denominated in Turkish Lira (TRY) at a weighted average annual rate of 37.00% and in Dirhan (AED) at a weighted average annual rate of 5.00%. |
5. | Marketable Securities |
42 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Average rate (2) | Parent company | Consolidated | |||||||||||
WAM (1) | Currency | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||||||
Fair value through other comprehensive income | |||||||||||||
Equity securities (3) | - | USD | - | - | - | 11,183 | 11,752 | ||||||
Fair value through profit and loss | |||||||||||||
Financial treasury bills | 1.04 | R$ | 13.31% | 400,734 | 364,543 | 400,734 | 364,543 | ||||||
Investment funds - FIDC BRF | 1.09 | R$ | - | 14,952 | 15,505 | 14,952 | 15,505 | ||||||
Repurchase agreement | 0.06 | R$ | 12.03% | - | - | 44,740 | 53,809 | ||||||
Other | 0.08 | R$ / ARS | - | - | - | 20 | 21 | ||||||
415,686 | 380,048 | 460,446 | 433,878 | ||||||||||
Amortized cost | |||||||||||||
Sovereign bonds and other (4) | 2.48 | AOA | - | - | 312,762 | 379,145 | |||||||
415,686 | 380,048 | 784,391 | 824,775 | ||||||||||
Current | 400,734 | 364,543 | 445,494 | 418,373 | |||||||||
Non-current (5) | 14,952 | 15,505 | 338,897 | 406,402 |
(1) | Weighted average maturity in years. |
(2) | Weighted average annual rate. |
(3) | It’s comprised of Aleph Farms Ltd. stocks. |
(4) | It’s comprised of private securities and sovereign securities of the Angola Government and are presented net of expected credit losses in the amount of R$19,919 (R$15,231 on December 31, 2022). Amounts are substantially denominated in Angolan kwanza (AOA) and correspond to Time Deposit and Bond at a weighted average annual rate of 10.15% and 16.50% respectively. They also include marketable securities indexed to the U.S. Dollar at a weighted average annual rate of 6.33% and Bonds in U.S. Dollar at a weighted average annual rate of 5.90%. |
(5) | Maturity until March of 2026. |
On September 30, 2023, the amount of R$49,925 (R$92,857 on December 31, 2022) classified as cash and cash equivalents and marketable securities were pledged as guarantee, with no use restrictions, for future contracts traded on B3.
6. | Trade Accounts and Notes Receivable |
43 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Parent company | Consolidated | |||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | |||||
Trade accounts receivable | ||||||||
Domestic market | ||||||||
Third parties | 1,077,327 | 1,357,535 | 1,206,015 | 1,473,921 | ||||
Related parties | 14,828 | 42,162 | 7,170 | 11,566 | ||||
Foreign market | ||||||||
Third parties | 707,157 | 556,882 | 3,529,322 | 3,315,772 | ||||
Related parties | 5,236,374 | 4,651,972 | 21,827 | 20,789 | ||||
7,035,686 | 6,608,551 | 4,764,334 | 4,822,048 | |||||
( - ) Adjustment to present value | (18,068) | (22,866) | (23,715) | (24,818) | ||||
( - ) Expected credit losses | (554,286) | (558,328) | (608,987) | (604,167) | ||||
6,463,332 | 6,027,357 | 4,131,632 | 4,193,063 | |||||
Current | 6,457,309 | 6,022,298 | 4,125,610 | 4,187,756 | ||||
Non-current | 6,023 | 5,059 | 6,022 | 5,307 | ||||
Notes receivable | 94,174 | 54,472 | 94,174 | 54,472 | ||||
( - ) Adjustment to present value | (4,282) | (386) | (4,282) | (386) | ||||
( - ) Expected credit losses | (15,553) | (15,643) | (15,553) | (15,643) | ||||
74,339 | 38,443 | 74,339 | 38,443 | |||||
Current | 72,401 | 27,351 | 72,401 | 27,351 | ||||
Non-current (1) | 1,938 | 11,092 | 1,938 | 11,092 |
(1) | Weighted average maturity of 1.39 year. |
The Company has insurance for trade accounts receivable from exports in the amount of R$1,062,958.
The Company performs credit assignments with no right of return to the BRF Clients’ Credit Rights Investment Fund (“FIDC BRF“), which has the sole purpose to acquire credit rights arising from commercial transactions carried out between the Company and its clients in Brazil. On September 30, 2023, FIDC BRF had an outstanding balance of R$557,004 (R$947,488 on December 31, 2022) related to such credit rights, which were written-off of the Company’s statement of financial position when the credits were sold.
On September 30, 2023, other receivables are mainly represented by receivables from the sale of farms and various properties not linked to production.
The movements of the expected credit losses are presented below:
Parent company | Consolidated | ||||
09.30.23 | 09.30.23 | ||||
Beginning balance | (558,328) | (604,167) | |||
(Additions) Reversals | (17,332) | (32,841) | |||
Write-offs | 3,817 | 6,177 | |||
Exchange rate variation | 17,557 | 21,844 | |||
Ending balance | (554,286) | (608,987) |
The aging of trade accounts receivable is as follows:
44 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Parent company | Consolidated | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Not overdue | 6,385,706 | 6,027,068 | 3,878,194 | 4,045,146 | |||
Overdue | |||||||
01 to 60 days | 92,592 | 11,774 | 260,093 | 125,082 | |||
61 to 90 days | 7,385 | 2,364 | 10,177 | 7,629 | |||
91 to 120 days | 2,980 | 1,291 | 7,545 | 17,084 | |||
121 to 180 days | 3,377 | 6,976 | 7,531 | 18,536 | |||
181 to 360 days | 10,629 | 7,678 | 21,363 | 17,902 | |||
More than 360 days | 533,017 | 551,400 | 579,431 | 590,669 | |||
( - ) Adjustment to present value | (18,068) | (22,866) | (23,715) | (24,818) | |||
( - ) Expected credit losses | (554,286) | (558,328) | (608,987) | (604,167) | |||
6,463,332 | 6,027,357 | 4,131,632 | 4,193,063 |
7. | Inventories |
Parent company | Consolidated | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Finished goods | 2,685,610 | 2,753,055 | 4,562,893 | 4,885,465 | |||
Work in progress | 333,886 | 396,083 | 379,757 | 435,018 | |||
Raw materials | 1,818,054 | 1,863,819 | 2,012,006 | 2,086,963 | |||
Packaging materials | 127,105 | 130,797 | 176,891 | 181,193 | |||
Secondary materials | 576,495 | 658,953 | 624,031 | 705,692 | |||
Supplies | 150,309 | 164,963 | 223,362 | 230,092 | |||
Imports in transit | 132,823 | 229,886 | 133,334 | 230,133 | |||
Other | 80,869 | 111,242 | 80,848 | 111,648 | |||
(-) Adjustment to present value (1) | (154,548) | (201,757) | (158,310) | (205,313) | |||
5,750,603 | 6,107,041 | 8,034,812 | 8,660,891 |
(1) | The adjustment refers to the counter-entry of the adjustment of present value from trade accounts payable and is carried out for cost according to inventories turnover. |
The movements of estimated losses for realizable value of inventories accrual, for which the additions, reversals and write-offs were recorded against Cost of Sales, are presented in the table below:
Parent company | |||||||
09.30.23 | |||||||
Realizable value through sale | Impaired inventories | Obsolete inventories | Total | ||||
Beginning balance | (62,269) | (64,584) | (5,299) | (132,152) | |||
Additions | (337,603) | (82,026) | (4,325) | (423,954) | |||
Reversals | 322,762 | - | - | 322,762 | |||
Write-offs | - | 119,127 | 4,020 | 123,147 | |||
Ending balance | (77,110) | (27,483) | (5,604) | (110,197) |
45 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | |||||||
09.30.23 | |||||||
Realizable value through sale | Impaired inventories | Obsolete inventories | Total | ||||
Beginning balance | (66,671) | (73,694) | (9,944) | (150,309) | |||
Additions | (439,995) | (98,242) | (5,951) | (544,188) | |||
Reversals | 402,428 | - | - | 402,428 | |||
Write-offs | - | 135,962 | 6,718 | 142,680 | |||
Monetary correction by Hyperinflation | (1) | (2,172) | (461) | (2,634) | |||
Exchange rate variation | (2,641) | (17) | (120) | (2,778) | |||
Ending balance | (106,880) | (38,163) | (9,758) | (154,801) |
8. | Biological Assets |
The live animals are represented by poultry and pork and segregated into consumables and animals for production. The rollforward of the biological assets are presented below:
Parent company | |||||||||
09.30.23 | |||||||||
Current | Non-current | ||||||||
Live animals | |||||||||
Total | Live animals | Forests | Total | ||||||
Beginning balance | 3,003,258 | 1,211,187 | 347,162 | 1,558,349 | |||||
Additions/Transfer | 19,635,960 | 507,141 | 48,422 | 555,563 | |||||
Changes in fair value (1) | 1,874,234 | (273,940) | - | (273,940) | |||||
Harvest | - | - | (40,558) | (40,558) | |||||
Write-off | - | - | (15,756) | (15,756) | |||||
Transfer between current and non-current | 209,272 | (209,272) | - | (209,272) | |||||
Transfer to inventories | (22,193,763) | - | - | - | |||||
Ending balance | 2,528,961 | 1,235,116 | 339,270 | 1,574,386 | |||||
Consolidated | |||||||||
09.30.23 | |||||||||
Current | Non-current | ||||||||
Live animals | |||||||||
Total | Live animals | Forests | Total | ||||||
Beginning balance | 3,151,551 | 1,301,971 | 347,162 | 1,649,133 | |||||
Additions/Transfer | 21,115,163 | 539,992 | 48,422 | 588,414 | |||||
Changes in fair value (1) | 2,121,680 | (238,705) | - | (238,705) | |||||
Harvest | - | - | (40,558) | (40,558) | |||||
Write-off | - | - | (15,756) | (15,756) | |||||
Transfer between current and non-current | 215,529 | (215,529) | - | (215,529) | |||||
Transfer to inventories | (23,897,029) | - | - | - | |||||
Exchange variation | (55,527) | (32,610) | - | (32,610) | |||||
Monetary correction by Hyperinflation | 30,064 | (54,634) | - | (54,634) | |||||
Ending balance | 2,681,431 | 1,300,485 | 339,270 | 1,639,755 |
(1) | The change in the fair value of biological assets includes depreciation of breeders and depletion of forests in the amount of R$986,159 in the Parent Company and R$1,008,030 in the Consolidated (R$835,396 in the Parent Company and R$888,633 in the Consolidated in the same period of the previous year). |
The estimated quantities of live animals on September 30, 2023 are 165,495 thousand head of poultry and 4,736 thousand head of pork at the Parent Company (192,700 thousand head of poultry and 4,885 thousand head of pork on December 31, 2022). In the Consolidated, there are 187,729 thousand heads of poultry and 4,736 thousand heads of pork (213,491 thousand heads of poultry and 4,885 thousand heads of pork on December 31, 2022).
46 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
The Company has forests pledged as collateral for financing and tax and civil contingencies on September 30, 2023 in the amount of R$72,003 in the Parent Company and in the Consolidated (R$59,388 in the Parent Company and in the Consolidated on December 31, 2022).
Parent company | Consolidated | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Recoverable ICMS and VAT | 1,985,537 | 1,937,175 | 2,234,887 | 2,219,457 | |||
Recoverable PIS and COFINS | 2,295,167 | 2,569,574 | 2,306,141 | 2,588,574 | |||
Recoverable IPI | 1,076,171 | 1,014,643 | 1,077,908 | 1,016,373 | |||
Recoverable INSS | 363,194 | 366,224 | 363,206 | 366,236 | |||
Recoverable income taxes | 301,535 | 335,034 | 389,054 | 434,392 | |||
Other recoverable taxes | 87,622 | 106,532 | 88,602 | 107,583 | |||
(-) Impairment | (158,401) | (157,172) | (158,674) | (157,903) | |||
5,950,825 | 6,172,010 | 6,301,124 | 6,574,712 | ||||
Current | 1,207,183 | 1,016,949 | 1,537,630 | 1,402,868 | |||
Non-current | 4,743,642 | 5,155,061 | 4,763,494 | 5,171,844 |
9.1. | ICMS – Tax on Movement of Goods and Services and VAT – Value Added Taxes |
As result of the activity, the Company generates recoverable ICMS balances that are offset against ICMS payables arising from sales in the domestic market or that are transferred to third parties.
The Company has recoverable ICMS balances in the States of Paraná, Santa Catarina, Mato Grosso do Sul, Minas Gerais and Amazonas, which will be realized in the short and long term, based on the recoverability study reviewed and approved by the Management.
In other jurisdictions outside Brazil, value added taxes (VAT) are due in regular operations of the Company with goods and services, with expectations of achievement in the short and long term.
9.2. | PIS and COFINS – Social Integration Plan and Contribution for Social Security |
47 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
The accumulated recoverable PIS and COFINS balances arise from taxes on raw material purchases subsequently used in the production of exported products or products for which sale is not taxed, as well as recoverable taxes on commercial and labor expenses. The realization of these balances usually occurs through the offsetting with taxes payable on sales of taxed products in the domestic market, with other federal taxes and social security contributions payable, or even, if necessary, through refund or reimbursement requests.
As of September 30, 2023, the updated balance of the processes related to the exclusion of the ICMS from the PIS and COFINS calculation basis recognized by the Company is R$1,868,053 (R$2,091,340 as of December 31, 2022). The amount of R$321,156 related do these credits was offset against other federal taxes for the nine-month period ended September 30, 2023 (R$307,979 in the same period of the previous year). Additionally, the amount of R$81,334 was used to settle the Leniency Agreement (note 1.2).
9.3. | IPI – Industrialized Product Tax |
The Company recognized tax assets as result of gains from lawsuits related to IPI, specially “crédito prêmio”. The balance referring to these assets in the Parent Company and Consolidated on September 30, 2023 is R$1,092,494 (R$1,030,940 for the year ended December 31, 2022), of which R$1,070,237 (R$1,008,683 for the year ended December 31, 2022) is recorded as Recoverable Taxes and the remainder, referring to cases in which the government will reimburse in cash, is recorded as Other Non-Current Assets, in the amount of R$22,257 (R$22,257 for the year ended December 31, 2022).
9.4. | Income Taxes |
The accumulated recoverable income taxes arise, mostly, from withholding taxes on securities, interest and prepayments of income tax and social contribution in Brazil. The realization occurs through the offset with federal taxes and contributions payable. Additionally, the amount of R$105,149 was used to settle the Leniency Agreement (note 1.2).
9.5. | Realization of Brazilian Federal Tax Credits |
The Company used PIS, COFINS, IPI, and other recoverable taxes to offset federal taxes payable such as INSS, Income Taxes and other in the amount of R$1,048,724 in the Parent Company and Consolidated for the nine-month period ended September 30, 2023 (R$699,519 in the Parent Company and Consolidated in the same period of the previous year), preserving its liquidity and optimizing its capital structure.
48 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
10. | Deferred Income Taxes |
10.1. | Breakdown |
Parent company | Consolidated | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Assets | |||||||
Tax losses carryforward | 2,450,979 | 2,770,926 | 2,484,740 | 2,800,162 | |||
Negative calculation basis (social contribution) | 882,352 | 997,533 | 894,506 | 1,008,058 | |||
Temporary differences - Assets | |||||||
Provisions for tax, civil and labor risks | 370,714 | 417,613 | 372,952 | 420,470 | |||
Expected credit losses | 176,015 | 178,815 | 180,012 | 183,504 | |||
Impairment on tax credits | 53,518 | 57,083 | 53,518 | 57,083 | |||
Provision for other obligations | 90,050 | 129,821 | 105,002 | 146,652 | |||
Write-down to net realizable value of inventories | 37,467 | 44,932 | 42,703 | 48,744 | |||
Employees' benefits plan | 125,591 | 117,851 | 136,402 | 138,451 | |||
Lease basis difference | 171,503 | 132,841 | 178,346 | 132,841 | |||
Other temporary differences | 17,050 | 14,924 | 32,393 | 31,930 | |||
4,375,239 | 4,862,339 | 4,480,574 | 4,967,895 | ||||
Temporary differences - Liabilities | |||||||
Goodwill amortization basis difference | (323,005) | (323,005) | (337,144) | (323,005) | |||
Depreciation (useful life) basis difference | (833,738) | (926,094) | (849,322) | (947,303) | |||
Business combination (1) | (975,378) | (987,477) | (975,378) | (1,003,955) | |||
Monetary correction by Hyperinflation | - | - | (28,751) | (85,997) | |||
Unrealized gains on derivatives, net | (141,696) | (75,046) | (141,696) | (73,998) | |||
Unrealized fair value gains, net | (81,528) | (71,086) | (82,885) | (71,617) | |||
Other temporary differences | (10,771) | (3,297) | (20,987) | (7,022) | |||
(2,366,116) | (2,386,005) | (2,436,163) | (2,512,897) | ||||
Total deferred taxes | 2,009,123 | 2,476,334 | 2,044,411 | 2,454,998 | |||
Total Assets | 2,009,123 | 2,476,334 | 2,092,172 | 2,566,461 | |||
Total Liabilities | - | - | (47,761) | (111,463) | |||
2,009,123 | 2,476,334 | 2,044,411 | 2,454,998 |
(1) | The deferred tax liability on business combination is substantially represented by the allocation of goodwill to property, plant and equipment, brands and contingent liabilities. |
49 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
.
The Parent Company has tax losses of Income Tax (IRPJ) and negative bases Contributions on the Net Profit (CSLL) in Brazil, which at current tax rates represent R$6,908,951 on September 30, 2023 (R$7,131,786 on December 31, 2022). Within this amount, R$3,333,331 on September 30, 2023 and (R$3,768,459 on December 31, 2022) are recognized as an asset, according to the recoverability expectation.
The roll-forward of deferred income taxes, net, is set forth below:
Parent company | Consolidated | |||
09.30.23 | 09.30.23 | |||
Beginning balance | 2,476,334 | 2,454,998 | ||
Deferred income taxes recognized in income | 130,651 | 172,822 | ||
Deferred income taxes recognized in other comprehensive income | (131,455) | (131,455) | ||
Deferred income and social contribution taxes used in the Leniency Agreement (1) | (435,128) | (435,128) | ||
Other | (31,279) | (16,826) | ||
Ending balance | 2,009,123 | 2,044,411 |
(1) | In June 2023, the Company used deferred taxes on tax losses in the amount of R$435,128 to settle the debt resulting from the Leniency Agreement entered into with the Federal Government (note 1.2). |
10.2. | Effective income tax rate reconciliation |
Parent company | Consolidated | ||||||||||||||
2023 | 2022 | 2023 | 2022 | ||||||||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||||||
Loss before taxes - continued operations | (356,421) | (2,917,003) | (113,874) | (2,094,184) | (221,373) | (2,721,420) | (118,981) | (1,889,986) | |||||||
Nominal tax rate | 34% | 34% | 34% | 34% | 34% | 34% | 34% | 34% | |||||||
Benefit at nominal rate | 121,183 | 991,781 | 38,717 | 712,023 | 75,267 | 925,283 | 40,454 | 642,595 | |||||||
Adjustments to income taxes | |||||||||||||||
Income from associates and joint ventures | (33,529) | (769,787) | 217,664 | (1,482) | 96 | (204) | - | - | |||||||
Difference of tax rates on results of foreign subsidiaries | - | - | - | - | (17,071) | (523,522) | 338,352 | 643,533 | |||||||
Difference of functional currency of foreign subsidiaries | - | - | - | - | 20,679 | (214,880) | (131,809) | (710,973) | |||||||
Deferred tax assets not recognized (1) | (218,280) | (222,039) | (314,836) | (954,256) | (220,053) | (225,747) | (314,836) | (954,256) | |||||||
Interest on taxes | 18,892 | 63,822 | 19,695 | 64,316 | 18,926 | 63,917 | 19,754 | 64,418 | |||||||
Share-based payment | (5,281) | (13,308) | (3,255) | (13,289) | (5,281) | (13,308) | (3,255) | (13,289) | |||||||
Penalties | 232 | (774) | (1,133) | (2,780) | 232 | (774) | (1,133) | (2,780) | |||||||
Investment grant | 38,216 | 82,088 | 36,108 | 80,683 | 38,216 | 82,088 | 36,108 | 80,683 | |||||||
Other permanent differences | 47,974 | 5,279 | (1,656) | 5,740 | 47,975 | 5,279 | (1,439) | 5,692 | |||||||
(30,593) | 137,062 | (8,696) | (109,045) | (41,014) | 98,132 | (17,804) | (244,377) | ||||||||
Effective rate | -8.6% | 4.7% | -7.6% | -5.2% | -18.5% | 3.6% | 3.9% | -12.9% | |||||||
Current tax | 5,725 | 6,411 | 9,122 | 9,507 | (64,446) | (74,690) | (10,187) | (148,652) | |||||||
Deferred tax | (36,318) | 130,651 | (17,818) | (118,552) | 23,432 | 172,822 | (7,617) | (95,725) |
(1) | Amount related to the non-recognition of deferred tax on tax losses carryforward in the Parent Company and in the Consolidated, due to limited capacity of realization. |
The Company’s management determined that the total profits recorded by the holdings of its wholly-owned subsidiaries abroad will not be redistributed. Such funds will be used for investments in the wholly-owned subsidiaries.
50 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Income tax returns in Brazil are subject to review by the tax authorities for a period of five years from the date of their delivery. The Company may be subject to additional collection of taxes, fines and interest as a result of these reviews. The results obtained by subsidiaries abroad are subject to taxation in accordance with the tax laws of each country.
The rollforward of the judicial deposits is set forth below:
Parent company | |||||||
09.30.23 | |||||||
Tax | Labor | Civil, commercial and other | Total | ||||
Beginning balance | 188,431 | 193,350 | 59,970 | 441,751 | |||
Additions | 6,108 | 54,427 | 3,122 | 63,657 | |||
Release in favor of the Company | (12,798) | (24,237) | (582) | (37,617) | |||
Release in favor of the counterparty | (4,382) | (61,699) | (2,854) | (68,935) | |||
Interest | 10,985 | 6,211 | 1,983 | 19,179 | |||
Ending balance | 188,344 | 168,052 | 61,639 | 418,035 |
Consolidated | |||||||
09.30.23 | |||||||
Tax | Labor | Civil, commercial and other | Total | ||||
Beginning balance | 191,161 | 194,906 | 64,609 | 450,676 | |||
Additions | 6,206 | 55,050 | 3,123 | 64,379 | |||
Release in favor of the Company | (12,798) | (24,237) | (582) | (37,617) | |||
Release in favor of the counterparty | (4,417) | (61,723) | (2,853) | (68,993) | |||
Interest | 11,227 | 6,238 | 2,414 | 19,879 | |||
Exchange rate variation | - | (17) | - | (17) | |||
Ending balance | 191,379 | 170,217 | 66,711 | 428,307 |
12. | Investments |
12.1. | Composition and rollforward the investments |
51 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Parent company | Consolidated | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Investments | 11,066,999 | 13,269,785 | 99,610 | 100,481 | |||
Investment in subsidiaries | 10,967,389 | 13,169,304 | - | - | |||
Investment in affiliates | 99,610 | 100,481 | 99,610 | 100,481 | |||
Other investments | 583 | 583 | 583 | 583 | |||
11,067,582 | 13,270,368 | 100,193 | 101,064 |
52 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
The rollforward of the direct investments in subsidiaries and affiliates of the Parent Company is set forth below:
Subsidiaries | Affiliates | ||||||||||||||||||||||||||||
BRF Energia S.A. | BRF GmbH | Establec. Levino Zaccardi | BRF Pet S.A. | PSA Labor. Veter. Ltda | Hercosul International S.R.L. | Sadia Alimentos S.A. | Proud Food Lda | Sadia Uruguay S.A. | Sadia Chile S.A. | Eclipse Holding Cooperatief | VIP S.A. Empr. e Particip. Imob | Potengi Holdings S.A. (1) | PR-SAD Adm. Bem próprio S.A. | Total | |||||||||||||||
09.30.23 | |||||||||||||||||||||||||||||
a) Participation as of September 30, 2023 | |||||||||||||||||||||||||||||
% of participation | 100.00% | 100.00% | 0.00% | 100.00% | 99.99% | 1.00% | 43.10% | 10.00% | 100.00% | 60.00% | 0.01% | 100.00% | 50.00% | 33.33% | |||||||||||||||
Total quantity of shares and quotas | 7,176,530 | 1,897,145 | - | 2,087,898,669 | 5,563,850 | 200,000 | 594,576,682 | 150,000 | 2,352,881,073 | 3,027,987,368 | 10,000 | 14,249,459 | 184,199,688 | 2,826,940 | |||||||||||||||
Quantity of shares and quotas held | 7,176,530 | 1,897,145 | - | 2,087,898,669 | 5,563,849 | 2,000 | 256,253,695 | 15,000 | 2,352,881,073 | 1,816,792,421 | 1 | 14,249,459 | 92,090,655 | 942,313 | |||||||||||||||
- | |||||||||||||||||||||||||||||
b) Information as of September 30, 2023 | |||||||||||||||||||||||||||||
Share capital | 7,177 | 6,523 | - | 1,323,088 | 5,564 | 94,080 | 338,054 | 3 | 497,012 | 16,169 | 334,999 | 1,311 | - | - | |||||||||||||||
Shareholders' equity | (251) | 9,599,402 | - | 1,265,464 | 9,184 | 70,962 | 3,693 | 5,244 | 88,690 | (114,947) | (1,665) | 1,420 | - | - | |||||||||||||||
Fair value of assets and liabilities acquired | - | - | - | - | - | 120 | - | - | - | - | - | - | - | - | |||||||||||||||
Goodwill | - | - | - | - | - | 284 | - | - | - | - | - | - | - | - | |||||||||||||||
Income (loss) for the period | (759) | (2,217,166) | (36) | (8,377) | 518 | 11,058 | 1,674 | 1,394 | (4,752) | (55,466) | (1,575) | 82 | - | - | |||||||||||||||
c) Movements of investments | |||||||||||||||||||||||||||||
Beginning balance (12.31.22) | 508 | 11,785,221 | 58 | 1,276,539 | 8,667 | 1,038 | 2,134 | 721 | 91,907 | - | - | 2,511 | 93,167 | 7,314 | 13,269,785 | ||||||||||||||
Result Movements | |||||||||||||||||||||||||||||
Income (loss) | (759) | (2,217,166) | 39 | (8,377) | 518 | 102 | (2,245) | 139 | (4,707) | (31,114) | - | 82 | (599) | - | (2,264,087) | ||||||||||||||
Dividends and interests on shareholders' equity | - | - | - | - | - | - | - | - | - | - | - | (1,209) | (851) | - | (2,060) | ||||||||||||||
Capital movements | |||||||||||||||||||||||||||||
Capital increase (reduction) | - | - | - | - | - | - | - | - | - | - | - | - | - | 579 | 579 | ||||||||||||||
Encerramento de participação societária | (97) | (97) | |||||||||||||||||||||||||||
Goodwill movements | |||||||||||||||||||||||||||||
Exchange rate variation on goodwill | - | - | - | - | - | (12) | - | - | - | - | - | - | - | - | (12) | ||||||||||||||
Other | |||||||||||||||||||||||||||||
Other comprehensive income | - | 31,345 | - | (2,698) | - | (14) | 1,703 | (336) | 1,490 | 3,110 | - | 36 | - | - | 34,636 | ||||||||||||||
Constitution (reversal) of provision for loss | 251 | - | - | - | - | - | - | - | - | 28,004 | - | - | - | - | 28,255 | ||||||||||||||
Ending balance (09.30.23) | - | 9,599,400 | - | 1,265,464 | 9,185 | 1,114 | 1,592 | 524 | 88,690 | - | - | 1,420 | 91,717 | 7,893 | 11,066,999 |
(1) | Economic participation of 24%. |
On September 30, 2023, these subsidiaries and affiliates do not have any restriction to amortize their loans or advances to the Company.
53 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
13. | Property, Plant and Equipment |
The rollforward of property, which include right-of-use assets balances (note 17.1), plant and equipment is set forth below:
Parent company | |||||||||||
Average rate (1) | 12.31.22 | Additions | Disposals | Transfers (2) | 09.30.23 | ||||||
Cost | |||||||||||
Land | 562,476 | 9,159 | (14,062) | 655 | 558,228 | ||||||
Buildings, facilities and improvements | 11,588,488 | 715,312 | (663,927) | 350,928 | 11,990,801 | ||||||
Machinery and equipment | 8,778,379 | 219,379 | (107,122) | 657,330 | 9,547,966 | ||||||
Furniture and fixtures | 129,479 | 385 | (1,687) | 4,261 | 132,438 | ||||||
Vehicles | 246,604 | 126,416 | (131,310) | 228 | 241,938 | ||||||
Construction in progress | 958,198 | 555,519 | (8,242) | (1,018,946) | 486,529 | ||||||
Advances to suppliers | 1,426 | 3,101 | - | (4,459) | 68 | ||||||
22,265,050 | 1,629,271 | (926,350) | (10,003) | 22,957,968 | |||||||
Depreciation | |||||||||||
Land (3) | 5.00% | (25,058) | (4,564) | 10,000 | - | (19,622) | |||||
Buildings, facilities and improvements | 2.58% | (4,733,193) | (506,548) | 523,550 | - | (4,716,191) | |||||
Machinery and equipment | 5.27% | (4,721,154) | (322,388) | 81,075 | - | (4,962,467) | |||||
Furniture and fixtures | 5.01% | (60,703) | (5,360) | 994 | - | (65,069) | |||||
Vehicles | 13.59% | (176,604) | (66,505) | 127,560 | - | (115,549) | |||||
(9,716,712) | (905,365) | 743,179 | - | (9,878,898) | |||||||
12,548,338 | 723,906 | (183,171) | (10,003) | 13,079,070 |
(1) | Weighted average annual rate. |
(2) | Refers to the transfer of R$10,003 to intangible assets. |
(3) | Land depreciation refers to right-of-use assets. The amount of R$2,409 of depreciation was recognized in the cost of formation of forests and will be realized in the result according to the depletion (note 17.1). |
54 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | |||||||||||||||
Average rate (1) | 12.31.22 | Additions | Disposals | Monetary correction by Hyperinflation | Transfers (2) | Exchange rate variation | 09.30.23 | ||||||||
Cost | |||||||||||||||
Land | 751,551 | 9,159 | (14,061) | 25,746 | 655 | (30,985) | 742,065 | ||||||||
Buildings, facilities and improvements | 12,620,828 | 729,508 | (721,378) | 157,084 | 411,867 | (97,586) | 13,100,323 | ||||||||
Machinery and equipment | 9,730,038 | 234,598 | (109,152) | 238,862 | 739,085 | (181,161) | 10,652,270 | ||||||||
Furniture and fixtures | 187,609 | 486 | (1,975) | 40,322 | 29,114 | (19,680) | 235,876 | ||||||||
Vehicles | 627,672 | 129,166 | (192,373) | 4,193 | 228 | (19,416) | 549,470 | ||||||||
Construction in progress | 1,095,143 | 601,807 | (8,238) | 14,369 | (1,147,956) | (22,121) | 533,004 | ||||||||
Advances to suppliers | 31,886 | 17,858 | (4) | - | (43,933) | (2,345) | 3,462 | ||||||||
25,044,727 | 1,722,582 | (1,047,181) | 480,576 | (10,940) | (373,294) | 25,816,470 | |||||||||
Depreciation | |||||||||||||||
Land (3) | 5.00% | (44,434) | (8,474) | 10,000 | 407 | - | 799 | (41,702) | |||||||
Buildings, facilities and improvements | 2.75% | (5,130,376) | (574,405) | 579,963 | (62,179) | - | 27,426 | (5,159,571) | |||||||
Machinery and equipment | 5.57% | (5,121,757) | (367,583) | 83,282 | (208,126) | - | 62,759 | (5,551,425) | |||||||
Furniture and fixtures | 6.71% | (90,543) | (7,600) | 1,248 | (24,868) | - | 7,029 | (114,734) | |||||||
Vehicles | 14.74% | (366,733) | (142,357) | 188,189 | (8,795) | - | 12,047 | (317,649) | |||||||
(10,753,843) | (1,100,419) | 862,682 | (303,561) | - | 110,060 | (11,185,081) | |||||||||
14,290,884 | 622,163 | (184,499) | 177,015 | (10,940) | (263,234) | 14,631,389 |
(1) | Weighted average annual rate. |
(2) | Refers to the transfer of R$10,940 to intangible assets. |
(3) | Land depreciation refers to right-of-use assets. The amount of R$2,409 of depreciation was recognized in the cost of formation of forests and will be realized in the result according to the depletion (note 17.1). |
55 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
The amount of capitalized borrowing costs during the nine-month ended September 30, 2023 was of R$42,350 in the Parent Company and R$47,551 in the Consolidated (R$66,070 in the Parent Company and R$71,580 in the Consolidated in the same period of the previous year) and during the three-month ended September 30, 2023 was of R$10,440 in the Parent Company and R$11,830 in the Consolidated (R$18,415 in the Parent Company and R$19,896 in the Consolidated in the same period of the previous year).
The weighted average rate used to determine the amount of borrowing costs subject to capitalization during the nine-month ended September 30, 2023 was 9.68% p.a. in the Parent Company and 10.43% p.a. in the Consolidated (8.71% p.a. in the Parent Company and 9.07% p.a. in the Consolidated in the same period of the previous year).
The book value of the property, plant and equipment items that are pledged as collateral for transactions of different natures are set forth below:
Parent company | Consolidated | |||||||||
Type of collateral | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||||
Land | Financial/Tax | 87,462 | 90,757 | 87,462 | 90,757 | |||||
Buildings, facilities and improvements | Financial/Tax | 1,384,203 | 1,296,008 | 1,386,521 | 1,298,326 | |||||
Machinery and equipment | Financial/Labor/Tax/Civil | 1,473,901 | 1,375,162 | 1,474,925 | 1,376,186 | |||||
Furniture and fixtures | Financial/Tax | 15,557 | 15,632 | 15,557 | 15,632 | |||||
Vehicles | Financial/Tax | 117 | 160 | 117 | 160 | |||||
2,961,240 | 2,777,719 | 2,964,582 | 2,781,061 |
14. | Intangible Assets |
The intangible assets rollforward, which include right-of-use assets balances (note 17.1), is set forth below:
Parent company | |||||||||||
Average rate (1) | 12.31.22 | Additions | Disposals | Transfers | 09.30.23 | ||||||
Cost | |||||||||||
Goodwill | 1,783,655 | - | - | - | 1,783,655 | ||||||
Trademarks | 1,152,885 | - | - | - | 1,152,885 | ||||||
Non-compete agreement | 14,185 | 465 | - | - | 14,650 | ||||||
Outgrowers relationship | 517 | - | - | - | 517 | ||||||
Patents | 2,485 | - | (675) | - | 1,810 | ||||||
Software | 847,875 | - | (66,533) | 173,854 | 955,196 | ||||||
Intangible in progress | 69,119 | 139,482 | (2,535) | (163,851) | 42,215 | ||||||
3,870,721 | 139,947 | (69,743) | 10,003 | 3,950,928 | |||||||
Amortization | |||||||||||
Non-compete agreement | 32.83% | (1,379) | (5,917) | - | - | (7,296) | |||||
Outgrowers relationship | 16.45% | (347) | (54) | - | - | (401) | |||||
Patents | 5.29% | (2,324) | (18) | 675 | - | (1,667) | |||||
Software | 47.80% | (614,286) | (153,809) | 65,463 | - | (702,632) | |||||
(618,336) | (159,798) | 66,138 | - | (711,996) | |||||||
3,252,385 | (19,851) | (3,605) | 10,003 | 3,238,932 |
(1) | Weighted average annual remaining rate. |
56 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | |||||||||||||||
Average rate (1) | 12.31.22 | Additions | Disposals | Transfers | Monetary correction by Hyperinflation | Exchange rate variation | 09.30.23 | ||||||||
Cost | |||||||||||||||
Goodwill | 3,474,103 | - | - | - | 78,047 | (126,332) | 3,425,818 | ||||||||
Trademarks | 1,881,199 | - | - | - | 92,290 | (96,851) | 1,876,638 | ||||||||
Non-compete agreement | 57,426 | 465 | - | - | (1,700) | 56,191 | |||||||||
Outgrowers relationship | 517 | - | - | - | - | 517 | |||||||||
Patents | 4,878 | - | (675) | - | 3,330 | (914) | 6,619 | ||||||||
Customer relationship | 1,340,251 | - | - | - | 114,445 | (214,968) | 1,239,728 | ||||||||
Software | 930,090 | 91 | (67,264) | 183,618 | 106,543 | (19,331) | 1,133,747 | ||||||||
Intangible in progress | 77,263 | 143,714 | (2,539) | (172,678) | (2,261) | (434) | 43,065 | ||||||||
7,765,727 | 144,270 | (70,478) | 10,940 | 392,394 | (460,530) | 7,782,323 | |||||||||
Amortization | |||||||||||||||
Non-compete agreement | 51.92% | (39,336) | (8,874) | - | - | - | 1,554 | (46,656) | |||||||
Outgrowers relationship | 16.45% | (347) | (54) | - | - | - | - | (401) | |||||||
Patents | 8.43% | (3,824) | (422) | 675 | - | (5,106) | 574 | (8,103) | |||||||
Customer relationship | 6.67% | (622,106) | (76,211) | - | - | (26,448) | 104,875 | (619,890) | |||||||
Software | 49.38% | (665,504) | (163,796) | 66,190 | - | (90,867) | 8,671 | (845,306) | |||||||
(1,331,117) | (249,357) | 66,865 | - | (122,421) | 115,674 | (1,520,356) | |||||||||
6,434,610 | (105,087) | (3,613) | 10,940 | 269,973 | (344,856) | 6,261,967 |
(1) | Weighted average annual remaining rate. |
57 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
15.Loans and Borrowings |
Parent company | |||||||||||||||||||
Charges (p.a.) | Average rate (1) | WAMT (2) | 12.31.22 | Borrowing | Amortization | Interest paid | Interest accrued (3) | Exchange rate variation | 09.30.23 | ||||||||||
Local currency | |||||||||||||||||||
Working capital | Fixed / CDI | 15.13% (10.75% on 12.31.22) | 0.49 | 401,661 | 250,000 | (386,844) | (37,255) | 41,494 | - | 269,056 | |||||||||
Certificate of agribusiness receivables (4) | IPCA | 10.78% (11.80% on 12.31.22) | 0.22 | 999,646 | - | - | - | 87,318 | - | 1,086,964 | |||||||||
Export credit facility | CDI | 14.28% (15.15% on 12.31.22) | 3.93 | 1,593,689 | - | - | (152,371) | 172,065 | 1,613,383 | ||||||||||
Debentures | CDI / IPCA | 11.05% (12.09% on 12.31.22) | 5.98 | 5,940,146 | - | - | (379,703) | 704,478 | - | 6,264,921 | |||||||||
Fiscal incentives | Fixed | 2.40% (2.40% on 12.31.22) | - | 5,286 | 79,845 | (49,582) | (570) | 599 | - | 35,578 | |||||||||
8,940,428 | 329,845 | (436,426) | (569,899) | 1,005,954 | - | 9,269,902 | |||||||||||||
Foreign currency | |||||||||||||||||||
Bonds | Fixed / FX USD | 5.23% (5.06% on 12.31.22) | 14.10 | 9,293,677 | - | (1,161,904) | (466,330) | 432,717 | (391,364) | 7,706,796 | |||||||||
Export credit facility | Fixed / SOFR /FX USD | 5.65% (4.42% on 12.31.22) | 3.30 | 2,152,753 | 1,006,496 | (384,993) | (137,942) | 89,415 | (76,163) | 2,649,566 | |||||||||
Advances for foreign exchange rate contracts | Fixed / FX USD | 6.94% (0.00% on 12.31.22) | 0.46 | - | 306,684 | (153,684) | (4,304) | 19,993 | (4,164) | 164,525 | |||||||||
11,446,430 | 1,313,180 | (1,700,581) | (608,576) | 542,125 | (471,691) | 10,520,887 | |||||||||||||
20,386,858 | 1,643,025 | (2,137,007) | (1,178,475) | 1,548,079 | (471,691) | 19,790,789 | |||||||||||||
Current | 3,379,835 | 4,398,618 | |||||||||||||||||
Non-current | 17,007,023 | 15,392,171 |
(1) | Weighted average annual rate. |
(2) | Weighted average maturity in years. |
(3) | Includes interest amounts, monetary restatement of the principal coupon and mark-to-market for debts hedged object to fair value hedge protection. |
(4) | The Certificates of Agribusiness Receivables (“CRA”) issued by the Company are backed by receivables of BRF S.A. from certain subsidiaries abroad. |
58 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | |||||||||||||||||||
Charges (p.a.) | Average rate (1) | WAMT (2) | 12.31.22 | Borrowing | Amortization | Interest paid | Interest accrued (3) | Exchange rate variation | 09.30.23 | ||||||||||
Local currency | |||||||||||||||||||
Working capital | Fixed / CDI | 15.03% (10.72% on 12.31.22) | 0.50 | 409,186 | 250,000 | (389,630) | (37,311) | 41,491 | - | 273,736 | |||||||||
Certificate of agribusiness receivables (4) | IPCA | 10.78% (11.80% on 12.31.22) | 0.22 | 999,646 | - | - | - | 87,318 | - | 1,086,964 | |||||||||
Export credit facility | CDI | 14.28% (15.15% on 12.31.22) | 3.93 | 1,593,689 | - | - | (152,371) | 172,065 | - | 1,613,383 | |||||||||
Debentures | CDI / IPCA | 11.05% (12.09% on 12.31.22) | 5.98 | 5,940,146 | - | - | (379,703) | 704,478 | - | 6,264,921 | |||||||||
Fiscal incentives | Fixed | 2.40% (2.40% on 12.31.22) | - | 5,286 | 79,845 | (49,582) | (570) | 599 | - | 35,578 | |||||||||
8,947,953 | 329,845 | (439,212) | (569,955) | 1,005,951 | - | 9,274,582 | |||||||||||||
Foreign currency | |||||||||||||||||||
Bonds | Fixed / FX USD | 5.01% (4.91% on 12.31.22) | 12.31 | 11,902,290 | - | (2,151,072) | (575,305) | 526,208 | (508,577) | 9,193,544 | |||||||||
Export credit facility | Fixed /SOFR / FX USD | 5.65% (4.42% on 12.31.22) | 3.30 | 2,152,753 | 1,006,496 | (384,993) | (137,942) | 89,416 | (76,164) | 2,649,566 | |||||||||
Advances for foreign exchange rate contracts | Fixed / FX USD | 6.94% (0.00% on 12.31.22) | 0.46 | - | 306,684 | (153,684) | (4,304) | 19,993 | (4,164) | 164,525 | |||||||||
Working capital | Fixed / EIBOR3M + 1,8% FX TRY, AED and USD | 14.80% (16.83% on 12.31.22) | 1.93 | 514,004 | 1,596,405 | (878,735) | (75,314) | 87,894 | (197,660) | 1,046,594 | |||||||||
14,569,047 | 2,909,585 | (3,568,484) | (792,865) | 723,511 | (786,565) | 13,054,229 | |||||||||||||
23,517,000 | 3,239,430 | (4,007,696) | (1,362,820) | 1,729,462 | (786,565) | 22,328,811 | |||||||||||||
Current | 3,879,874 | 4,675,557 | |||||||||||||||||
Non-current | 19,637,126 | 17,653,254 |
(1) | Weighted average annual rate. |
(2) | Weighted average maturity in years. |
(3) | Includes interest amounts, monetary restatement of the principal coupon and mark-to-market for debts hedged object to fair value hedge protection. |
(4) | The Certificate of Agribusiness Receivable (“CRA”) issued by the Company are backed by receivables of BRF S.A. from certain subsidiaries abroad. |
The maturity schedule of the loans and borrowings is presented on note 23.1.
59 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
On September 30, 2023 and on December 31, 2022 the Company did not have any financial covenant clauses related to its loans and borrowings agreements.
15.1. | Guarantees |
Parent company | Consolidated | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Total loans and borrowings | 19,790,789 | 20,386,858 | 22,328,811 | 23,517,000 | |||
Mortgage guarantees | |||||||
Related to tax incentives and other | 35,578 | 5,286 | 35,578 | 5,286 |
On September 30, 2023, the amount of bank guarantees contracted by the Company was of R$200,732 (R$447,736 as of December 31, 2022) which were offered mainly in litigations involving the Company’s use of tax credits. These guarantees have an average cost of 1.63% p.a. (1.92% p.a. as of December 31, 2022).
15.2. | Repurchase of senior notes |
In the third quarter of 2023, the Company repurchased senior notes: 4.350% Senior Notes due in 2026. The result of the repurchases is set forth below:
Instrument | Currency | Maturity | Notional repurchased | Outstanding notional (1) | ||||||||
(loan currency) | (Reais) (2) | (loan currency) | (Reais) (3) | |||||||||
BRF S.A. - BRFSBZ 4.35 | USD | 2026 | 200,000 | 984,580 | 299,282 | 1,498,685 |
(1) | Outstanding notional after the tender offer. |
(2) | Represented by the amount in the original loan currency, translated by the foreign exchange rate at the settlement date of the repurchase. |
(3) | Represented by the amount in the original loan currency, translated by the foreign exchange rate at the settlement date 09.30.23. |
On the notional repurchased amount of R$984,580, there was a discount for the early repurchase in the amount of R$46,768, which was recorded in financial income. There was also the settlement of interest appropriated up to the repurchase date in the amount of R$20,463 and financial taxes on interest of R$3,611, totaling a cash effect of R$961,886.
The repurchase generated an impact on the financial result in the amount of R$7,880 related to the write-off of the costs of issuance and R$2,175 related to other financial taxes incurred on the transaction.
60 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
16. | Trade Accounts Payable |
Parent company | Consolidated | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Trade accounts payable | |||||||
Domestic market | |||||||
Third parties | 10,882,539 | 11,410,219 | 11,089,404 | 11,595,543 | |||
Related parties | 149,417 | 44,209 | 28,661 | 26,970 | |||
Foreign market | |||||||
Third parties | 1,119,012 | 1,364,885 | 2,311,623 | 2,723,797 | |||
Related parties | 810 | 1,519 | 2,762 | 42 | |||
12,151,778 | 12,820,832 | 13,432,450 | 14,346,352 | ||||
(-) Adjustment to present value | (176,852) | (207,767) | (182,204) | (210,128) | |||
11,974,926 | 12,613,065 | 13,250,246 | 14,136,224 | ||||
Current | 11,969,026 | 12,605,606 | 13,244,346 | 14,128,765 | |||
Non-current | 5,900 | 7,459 | 5,900 | 7,459 |
The Company has agreements with several financial institutions that allow the suppliers to anticipate their receivables and, therefore, transfer the right to receive invoices with financial institutions (“Supply Chain Finance” or “Program”). The suppliers may choose whether to participate and if so, with which financial institution, with no participation by BRF.
The Program can generate benefits in the commercial relations of BRF and its suppliers, such as preference and priority of supply in case of restricted supply, better commercial conditions, among others, without modification to the commercial essence of the transaction.
Invoices included in the Program are paid according to the same price and term conditions negotiated with its suppliers, without incurring any charge to the Company, so that there are no changes in commercial conditions after negotiation and invoicing of goods or services.
Invoices included in the Supply Chain Finance are R$5,184,704 in the Parent Company and R$5,371,412 in the Consolidated on September 30, 2023 (R$5,588,453 in the Parent Company and R$5,794,841 in the Consolidated on December 31, 2022).
The Company measures and discriminates the adjustment to present value for all its commercial operations carried out in installments, specifying financial and operational items.
In order to improve the presentation, since the interim information of the period ended on March 31, 2023, the Company grouped the balances of December 31, 2022 that were segregated in the statement of financial position as Supply Chain Finance to Suppliers in the amount of R$1,393,137 in the Parent Company and Consolidated.
61 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
17. | Leases |
The Company is lessee in several lease agreements for forest lands, offices, distribution centers, outgrowers, vehicles, among others. Some contracts have a renewal option for an additional period at the end of the agreement, established by contractual amendments. Automatic renewals or renewals for undetermined periods are not allowed.
The contract clauses mentioned, with respect to renewal, readjustment and purchase option, are contracted according to market practices. In addition, there are no clauses of contingent payments or restrictions on dividends distribution, payments of interest on shareholders’ equity or obtaining debt.
17.1. | Right-of-use Assets |
The right-of-use assets as set forth below are part of the balances of property, plant and equipment and intangible assets (notes 13 and 14).
Parent company | |||||||||
Average rate (1) | 12.31.22 | Additions | Disposals | 09.30.23 | |||||
Cost | |||||||||
Land | 46,088 | 8,828 | (10,440) | 44,476 | |||||
Buildings | 3,620,769 | 715,445 | (558,893) | 3,777,321 | |||||
Machinery and equipment | 41,893 | 216,095 | (13,433) | 244,555 | |||||
Facilities | - | 54 | - | 54 | |||||
Vehicles | 239,309 | 126,418 | (131,070) | 234,657 | |||||
Software | 12,303 | - | - | 12,303 | |||||
3,960,362 | 1,066,840 | (713,836) | 4,313,366 | ||||||
Depreciation | |||||||||
Land | 3.81% | (24,631) | (4,506) | 9,997 | (19,140) | ||||
Buildings | 12.88% | (1,513,478) | (362,155) | 482,757 | (1,392,876) | ||||
Machinery and equipment | 19.36% | (22,900) | (30,252) | 10,059 | (43,093) | ||||
Facilities | - | - | (15) | - | (15) | ||||
Vehicles | 16.87% | (170,357) | (66,191) | 127,318 | (109,230) | ||||
Software | 35.29% | (10,814) | (1,366) | - | (12,180) | ||||
(1,742,180) | (464,485) | 630,131 | (1,576,534) | ||||||
2,218,182 | 602,355 | (83,705) | 2,736,832 |
(1) | Weighted average annual rate. |
62 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | |||||||||||||||
Average rate (1) | 12.31.22 | Additions | Disposals | Transfer | Monetary correction by Hyperinflation | Exchange rate variation | 09.30.23 | ||||||||
Cost | |||||||||||||||
Land | 139,740 | 8,828 | (10,441) | 718 | (5,174) | 133,671 | |||||||||
Buildings | 4,031,143 | 728,025 | (616,233) | (27,655) | 7,808 | (13,970) | 4,109,118 | ||||||||
Machinery and equipment | 47,688 | 227,608 | (13,697) | 27,655 | 336 | (377) | 289,213 | ||||||||
Facilities | - | 54 | - | - | - | 54 | |||||||||
Vehicles | 602,116 | 129,108 | (192,133) | 3,800 | (17,833) | 525,058 | |||||||||
Software | 12,303 | - | - | - | - | 12,303 | |||||||||
4,832,990 | 1,093,623 | (832,504) | - | 12,662 | (37,354) | 5,069,417 | |||||||||
Depreciation | |||||||||||||||
Land | 7.48% | (44,006) | �� (8,415) | 9,997 | 405 | 799 | (41,220) | ||||||||
Buildings | 14.53% | (1,784,777) | (416,782) | 539,294 | 15,686 | (1,343) | 4,908 | (1,643,014) | |||||||
Machinery and equipment | 19.41% | (27,283) | (36,573) | 10,340 | (15,686) | (1,820) | 396 | (70,626) | |||||||
Facilities | - | - | (15) | - | - | - | (15) | ||||||||
Vehicles | 35.08% | (346,907) | (139,905) | 188,015 | (7,475) | 10,464 | (295,808) | ||||||||
Software | 35.29% | (10,814) | (1,366) | - | - | 0 | (12,180) | ||||||||
(2,213,787) | (603,056) | 747,646 | - | (10,233) | 16,567 | (2,062,863) | |||||||||
2,619,203 | 490,567 | (84,858) | - | 2,429 | (20,787) | 3,006,554 |
(1) | Weighted average annual rate. |
17.2. | Lease Liabilities |
Parent company | |||||||||||||||||
Weighted average interest rate (p.a.) | WAM (1) | 12.31.22 | Additions | Payments | Interest paid | Interest accrued | Disposals | 09.30.23 | |||||||||
Land | 12.5% | 7.6 | 27,451 | 8,828 | (4,112) | (2,799) | 2,798 | (1,793) | 30,373 | ||||||||
Buildings (2) | 8.6% | 7.0 | 2,495,987 | 715,445 | (327,486) | (94,400) | 183,936 | (75,990) | 2,897,492 | ||||||||
Machinery and equipment | 12.7% | 5.1 | 20,158 | 216,095 | (21,949) | (19,721) | 19,721 | (3,534) | 210,770 | ||||||||
Facilities | 14.8% | 1.7 | - | 54 | (16) | (4) | 4 | - | 38 | ||||||||
Vehicles | 6.2% | 1.6 | 81,763 | 126,418 | (55,765) | (6,389) | 6,389 | (14,338) | 138,078 | ||||||||
Software | 37.8% | 0.1 | 1,604 | - | (1,439) | (45) | 45 | - | 165 | ||||||||
2,626,963 | 1,066,840 | (410,767) | (123,358) | 212,893 | (95,655) | 3,276,916 | |||||||||||
Current | 521,544 | 764,494 | |||||||||||||||
Non-current | 2,105,419 | 2,512,422 |
(1) | Weighted average maturity in years. |
(1) | Includes the amount of R$1,861,693 in the Parent Company and in the Consolidated (1,571,723 in the Parent Company and in the Consolidated on December 31, 2022) referring to the right of use identified on integrated producers contracts.. |
Consolidated | |||||||||||||||||||
Weighted average interest rate (p.a.) | WAM (1) | 12.31.22 | Additions | Payments | Interest paid | Interest accrued | Disposals | Exchange rate variation | 09.30.23 | ||||||||||
Land | 8.6% | 7.4 | 112,476 | 8,828 | (5,684) | (7,035) | 7,035 | (1,793) | (3,803) | 110,024 | |||||||||
Buildings (2) | 8.6% | 1.7 | 2,634,074 | 728,025 | (384,752) | (100,037) | 189,573 | (76,707) | (6,344) | 2,983,832 | |||||||||
Machinery and equipment | 12.7% | 1.9 | 22,565 | 227,608 | (24,301) | (20,463) | 20,463 | (3,534) | (307) | 222,031 | |||||||||
Facilities | 14.8% | 1.7 | - | 54 | (16) | (4) | 4 | - | - | 38 | |||||||||
Vehicles | 6.2% | 1.2 | 274,215 | 129,108 | (129,997) | (11,558) | 11,558 | (14,666) | (7,718) | 250,942 | |||||||||
Software | 37.8% | 0.1 | 1,604 | - | (1,437) | (45) | 45 | - | - | 167 | |||||||||
3,044,934 | 1,093,623 | (546,187) | (139,142) | 228,678 | (96,700) | (18,172) | 3,567,034 | ||||||||||||
Current | 676,864 | 887,340 | |||||||||||||||||
Non-current | 2,368,070 | 2,679,694 |
(1) | Weighted average maturity in years. |
(1) | Includes the amount of R$1,861,693 in the Parent Company and in the Consolidated (1,571,723 in the Parent Company and in the Consolidated on December 31, 2022) referring to the right of use identified on integrated producers contracts. |
17.3. | Lease liabilities maturity schedule |
The maturity schedule of the minimum required future payments is presented below:
63 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Parent company | Consolidated | ||
09.30.23 | 09.30.23 | ||
Current | 764,494 | 887,340 | |
Non-current | 2,512,422 | 2,679,694 | |
2024 | 166,194 | 191,617 | |
2025 | 549,328 | 610,191 | |
2026 | 439,701 | 454,806 | |
2027 | 369,429 | 376,898 | |
2028 onwards | 987,770 | 1,046,182 | |
3,276,916 | 3,567,034 |
17.4. | Amounts recognized in the statement of income |
The amounts directly recognized in the statement of income presented below relate to items not capitalized, including: low-value assets, short-term leases and leases with variable payments.
Parent Company | Consolidated | |||||||
2023 | 2023 | |||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | |||||
Variable payments not included in the lease liabilities | 21,278 | 58,307 | 55,362 | 161,229 | ||||
Expenses related to short-term leases | 15,723 | 43,429 | 23,141 | 68,633 | ||||
Expenses related to low-value assets | 6,940 | 17,974 | 7,055 | 18,215 | ||||
43,940 | 119,709 | 85,558 | 248,077 |
The rules for the restricted shares plans granted to executives were disclosed in the financial statements for the year ended December 31, 2022 (note 19).
The breakdown of the outstanding shares granted is set forth as follows:
Date | Quantity | Grant (1) | ||||||
Grant | Vesting date | Shares granted | Outstanding shares | Fair value of the shares | ||||
07/01/21 | 07/01/24 | 2,883,737 | 515,487 | 28.58 | ||||
07/01/22 | 07/01/25 | 4,703,472 | 2,424,658 | 14.11 | ||||
06/01/23 | 06/01/26 | 4,726,960 | 4,726,960 | 7.38 | ||||
07/01/23 | 07/071/26 | 2,108,504 | 2,108,504 | 8.98 | ||||
14,422,673 | 9,775,609 |
(1) | Amounts expressed in Brazilian Reais. |
The rollforward of the granted options and shares for the nine-month period ended on September 30, 2023, is presented as follows:
64 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | ||
Outstanding stocks as of December 31, 2022 | 5,132,532 | |
Granted | ||
Restricted stocks - July 2023 | 2,108,504 | |
Restricted stocks - June 2023 | 4,726,960 | |
Exercised / Delivered: | ||
Restricted stocks – grant of July, 2022 | (282,887) | |
Restricted stocks – grant of July, 2021 | (106,713) | |
Restricted stocks – grant of June, 2020 | (149,618) | |
Forfeiture (1) : | ||
Restricted stocks – grant of July, 2022 | (1,048,590) | |
Restricted stocks – grant of July, 2021 | (316,060) | |
Restricted stocks – grant of June, 2020 | (288,519) | |
Outstanding stocks as of September 30, 2023 | 9,775,609 |
(1) | The forfeitures are related to the resignation of eligible executive before the end of the vesting period. |
The Company has registered under shareholders’ equity, the fair value of share-based compensation plans in the amount of R$198,785 (R$195,655 as of December 31, 2022) and in the amount of R$17,662 under non-current liabilities (R$15,584 of December 31, 2022). In the statement of income for the nine-month period ended on September 30, 2023 the amount recognized as expense was R$26,477 in the Parent Company and R$29,538 in the Consolidated (R$25,785 in the Parent Company and R$35,502 in the Consolidated in the same period of the previous year) and for the three-month period ended on September 30, 2023 the amount recognized as expense was R$14,377 in the Parent Company and R$16,619 in the Consolidated (R$769 in the Parent Company and R$4,506 in the Consolidated in the same period of the previous year).
19. | Employees Benefits Plans |
The Company offers pension and other post-employment plans to the employees. The characteristics of such benefits were disclosed in the annual financial statements for the year ended on December 31, 2022 (note 20) and have not been changed during the following periods. The actuarial liabilities are presented below:
Parent company | Consolidated | ||||||
Liabilities | Liabilities | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Medical assistance | 127,734 | 119,197 | 128,305 | 119,729 | |||
F.G.T.S. Penalty (1) | 64,446 | 60,657 | 64,446 | 60,657 | |||
Award for length of service | 119,803 | 112,225 | 119,803 | 112,225 | |||
Other | 57,403 | 54,541 | 187,823 | 228,701 | |||
369,386 | 346,620 | 500,377 | 521,312 | ||||
Current | 49,445 | 49,445 | 62,883 | 64,367 | |||
Non-current | 319,941 | 297,175 | 437,494 | 456,945 |
(1) | FGTS – Government Severance Indemnity Fund for Employees. |
The Company estimated costs for pension and post-employment plans for the year of 2023, according to an appraisal report prepared in 2022 by an actuarial expert, recorded an expense of R$14,951 in the Parent Company and R$17,696 in Consolidated for the nine-month period ended on September 30, 2023, (expense of R$18,211 in the Parent Company and R$23,654 in Consolidated in the same period of the previous year) and for the three-month period ended on September 30, 2023 an expense of R$2,481 in the Parent Company and Consolidated (expense of R$3,615 in the Parent Company and R$3,422 in Consolidated in the same period of the previous year), net of taxes, in the statement of income.
65 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
20. | Provision for tax, civil and labor risks |
The Company and its subsidiaries are involved in certain legal matters arising in the normal course of business, which include tax, social security, labor, civil, environmental, administrative and other processes.
Company’s Management believes that, based on the elements existing at the base date of these interim financial information, the provision for tax, labor, civil, environmental, administrative and other risks, is sufficient to cover eventual losses with administrative and legal proceedings, as set forth below.
The rollforward of the provisions for tax, labor, civil, environmental, administrative and other risks, classified as with probable loss, and contingent liabilities is presented below:
Parent company | |||||||||
09.30.23 | |||||||||
Tax | Labor | Civil and other | Contingent liabilities (1) | Total | |||||
Beginning balance | 396,118 | 520,976 | 355,125 | 96,956 | 1,369,175 | ||||
Additions | 80,122 | 249,727 | 45,184 | - | 375,033 | ||||
Reversals | (50,437) | (153,192) | (40,813) | (38,016) | (282,458) | ||||
Payments | (158,448) | (196,473) | (36,634) | - | (391,555) | ||||
Interest | 34,710 | 46,056 | 28,959 | - | 109,725 | ||||
Ending balance | 302,065 | 467,094 | 351,821 | 58,940 | 1,179,920 | ||||
Current | 715,967 | ||||||||
Non-current | 463,953 |
(1) | Contingent liabilities recognized at fair value as of the acquisition date, arising from the business combination with Sadia. |
Consolidated | |||||||||
09.30.23 | |||||||||
Tax | Labor | Civil and other | Contingent liabilities (1) | Total | |||||
Beginning balance | 399,675 | 526,710 | 358,305 | 130,848 | 1,415,538 | ||||
Additions | 80,122 | 251,179 | 45,184 | - | 376,485 | ||||
Reversals | (53,300) | (153,353) | (40,977) | (38,016) | (285,646) | ||||
Payments | (158,448) | (196,473) | (36,634) | - | (391,555) | ||||
Interest | 34,917 | 46,227 | 29,227 | - | 110,371 | ||||
Exchange rate variation | (34) | (1,197) | (196) | - | (1,427) | ||||
Ending balance | 302,932 | 473,093 | 354,909 | 92,832 | 1,223,766 | ||||
Current | 719,296 | ||||||||
Non-current | 504,470 |
(1) | Contingent liabilities recognized at fair value as of the acquisition date, arising from the business combination with Sadia, Hercosul and Mogiana. |
The Company is involved in contingencies for which losses are possible, in accordance with the assessment prepared by Management with support from legal advisors. Such contingencies have the same characteristics of those disclosed on December 31, 2022 financial statements and on September 30, 2023, had balances of R$14,669,152 (R$13,247,512 as of December 31, 2022) for tax risks, R$286,815 for labor risks and (R$257,365 as of December 31, 2022) and R$2,092,903 (R$1,838,183 as of December 31, 2022) for civil risks and other, and, of which solely the ones arising from the business combination with Sadia, Hercosul and Mogiana are provisioned, measured by the estimated fair value at the business combination date: R$92,832 (R$130,848 as of December 31, 2022).
66 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
21. | Equity |
21.1. | Capital Stock |
On July 3rd, 2023 an Extraordinary General Shareholders’ Meeting was held and approved the amendment to the limit of authorization for capital increase by the Board of Directors, from 1,325,000,000 common shares to 1,825,000,000 common shares.
On July 13, 2023 the Company's Board of Directors approved: (a) the issuance of 600,000,000 new common shares, all registered, book-entry and without par value, free and clear of any liens or encumbrances; (b) the fixing of the price per share in the amount of R$9.00. The issuance totaled R$5,400,000, of which R$600,000 will be allocated to the capital stock account and R$4,800,000 will be allocated to the capital reserve. In this transaction, issuance costs in the amount of R$72,504 were recorded.
On September 30, 2023, the subscribed and paid capital of the Company was R$13,653,411, which is composed of 1,682,473,246 common book-entry shares with no par value. The value of the capital stock is net of the public offering expenses of R$290,007.
21.1.1. | Rollforward of outstanding shares |
Outstanding shares are determined by the number of common shares reduced by the number of shares held in treasury.
Parent company | ||||
Quantity of outstanding of shares | ||||
09.30.23 | 12.31.22 | |||
Beginning balance | 1,078,116,849 | 807,419,692 | ||
Issue of shares on 07.13.23 | 600,000,000 | 270,000,000 | ||
Delivery of restricted shares | 539,218 | 697,157 | ||
Ending balance | 1,678,656,067 | 1,078,116,849 |
21.2. | Treasury shares |
The Company has 3,817,179 shares held in treasury, recorded at average cost of R$25.19, expressed in Reais, per share and corresponding market value of R$38,897 on September 30, 2023.
Parent company | ||||
Quantity of outstanding of shares | ||||
09.30.23 | 12.31.22 | |||
Shares at the beggining of the period | 4,356,397 | 5,053,554 | ||
Delivery of restricted shares | (539,218) | (697,157) | ||
Shares at the end of the period | 3,817,179 | 4,356,397 |
67 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
The Company has share buyback program, approved on September 30, 2021 up to the limit of 3,696,858 common shares, with an 18-month term which ended on April 1st, 2023. There were no share buybacks in 2023 under this program.
21.3. | Capital reserves and Other equity transactions |
The capital reserves contemplate the balances related with results on the sale, issue and exchange of stocks, in compatibility with the Law 6.404/1976 (“Lei das S.A”) – Brazilian Corporate Law.
Parent company and Consolidated | ||||
09.30.23 | 12.31.22 | |||
Capital reserves | 7,138,476 | 2,338,476 | ||
Other equity transactions | (74,695) | (77,825) | ||
Share-based payments | 198,785 | 195,655 | ||
Acquisition of non-controlling interest | (273,260) | (273,260) | ||
Capital transactions with controlled entities | (220) | (220) | ||
7,063,781 | 2,260,651 |
22. | Earnings (Loss) per Share |
Continued operations | |||||||
2023 | 2022 | ||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||
Basic numerator | |||||||
Net loss for the period attributable to controlling shareholders | (387,014) | (2,779,941) | (122,570) | (2,203,229) | |||
Basic denominator | |||||||
Weighted average number of outstanding shares - basic | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||
Net loss per share basic - R$ | (0.24) | (2.22) | (0.11) | (2.11) | |||
Diluted denominator | |||||||
Weighted average number of outstanding shares - diluted (1) | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||
Net loss per share diluted - R$ | (0.24) | (2.22) | (0.11) | (2.11) |
(1) | Shares linked to share-based payment plans have an anti-dilutive effect in the periods. |
68 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Discontinued operations | |||||||
2023 | 2022 | ||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||
Basic numerator | |||||||
Net loss for the year attributable to controlling shareholders | - | - | - | (50,948) | |||
Basic denominator | |||||||
Weighted average number of outstanding shares - basic | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||
Net loss per share basic - R$ | - | - | - | (0.05) | |||
Diluted denominator | |||||||
Weighted average number of outstanding shares - diluted (1) | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||
Net loss per share diluted - R$ | - | - | - | (0.05) |
(1) | Shares linked to share-based payment plans have an anti-dilutive effect in the periods. |
Continued and discontinued operations | |||||||
2023 | 2022 | ||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||
Basic numerator | |||||||
Net loss for the period attributable to controlling shareholders | (387,014) | (2,779,941) | (122,570) | (2,254,177) | |||
Basic denominator | |||||||
Weighted average number of outstanding shares - basic | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||
Net earnings (loss) per share basic - R$ | (0.24) | (2.22) | (0.11) | (2.16) | |||
Diluted denominator | |||||||
Weighted average number of outstanding shares - diluted (1) | 1,599,535,188 | 1,252,578,457 | 1,078,022,206 | 1,043,977,330 | |||
Net loss per share diluted - R$ | (0.24) | (2.22) | (0.11) | (2.16) |
(1) | Shares linked to share-based payment plans have an anti-dilutive effect in the periods. |
23. | Financial Instruments and Risk Management |
23.1. | Overview |
In the ordinary course of business, the Company is exposed to credit, liquidity and market risks, which are actively managed in compliance with the Financial Risk Management Policy (“Risk Policy”) and internal guidelines and strategic documents subject to such policy. The Risk Policy was approved by the Board of Directors on December 15, 2022, valid for one year and is available at the Company’s website.
The Company’s risk management strategy, guided by the Risk Policy, has as main objectives:
69 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
» To protect the Company’s operating and financial results, as well as its equity from adverse changes in the market prices, particularly commodities, foreign exchange and interests;
» To protect the Company against counterparty risks in existing financial operations as well as to establish guidelines for sustaining the necessary liquidity to fulfil its financial commitments;
» To protect the cash of Company against price volatilities, adverse conditions in the markets in which the Company acts and adverse conditions in its production chain.
The Risk Policy defines the governance of the bodies responsible for the execution, tracking and approval of the risk management strategies, as well as the limits and instruments that can be used.
Additionally, the Management of the Company approved the following policies on November 10, 2021, which are available at the Company’s website:
» Financial Policy, which aims to: (i) establish guidelines for the management of the Company's financial debt and capital structure; and (ii) guide the Company's decision-making in connection with cash management (financial investments).
» Profit Allocation Policy, which aims to establish the practices adopted by the Company regarding the allocation of its profits, providing, among others, the periodicity of payment of dividends and the baseline used to establish the respective amount.
i) Indebtedness
The ideal capital structure definition at BRF is essentially associated with (i) strong cash position as a tolerance factor for liquidity shocks, which includes minimum cash analysis; (ii) net indebtedness; and (iii) minimization of the capital opportunity cost.
On September 30, 2023, the non-current consolidated gross debt, as presented below, represented 78.56% (83.75% as of December 31, 2022) of the total gross debt, which has an average term higher than seven years.
The Company monitors the gross debt and net debt as set forth below:
Consolidated | |||||||
09.30.23 | 12.31.22 | ||||||
Current | Non-current | Total | Total | ||||
Foreign currency loans and borrowings | (3,147,603) | (9,906,626) | (13,054,229) | (14,569,047) | |||
Local currency loans and borrowings | (1,527,954) | (7,746,628) | (9,274,582) | (8,947,953) | |||
Derivative financial instruments, net | (79,960) | 223,541 | 143,581 | (126,019) | |||
Gross debt | (4,755,517) | (17,429,713) | (22,185,230) | (23,643,019) | |||
Cash and cash equivalents | 10,964,859 | - | 10,964,859 | 8,130,929 | |||
Marketable securities | 445,494 | 338,897 | 784,391 | 824,775 | |||
Restricted cash | 13,433 | 70,431 | 83,864 | 89,717 | |||
11,423,786 | 409,328 | 11,833,114 | 9,045,421 | ||||
Net debt | 6,668,269 | (17,020,385) | (10,352,116) | (14,597,598) |
70 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
ii) Derivative financial instruments
Summarized financial position of derivative financial instruments, that aim to protect the risks described below:
Parent company | Consolidated | |||||||
Note | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Assets | ||||||||
Designated as hedge accounting | ||||||||
Foreign exchange risk on operating income | 23.2.1 ii) | 72,063 | 8,726 | 72,063 | 8,726 | |||
Commodities price risk | 23.2.2 | 59,579 | 108,966 | 59,579 | 108,966 | |||
Interest rate risk | 23.2.3 | 226,547 | 9,517 | 226,547 | 9,517 | |||
Foreign exchange risk on statement of financial position | 23.2.1 i) | 3,172 | - | 3,172 | - | |||
Not designated as hedge accounting | ||||||||
Foreign exchange risk on statement of financial position | 23.2.1 i) | 1,533 | 3,939 | 7,809 | 3,939 | |||
362,894 | 131,148 | 369,170 | 131,148 | |||||
Current assets | 136,347 | 120,865 | 142,623 | 120,865 | ||||
Non-current assets | 226,547 | 10,283 | 226,547 | 10,283 | ||||
Liabilities | ||||||||
Designated as hedge accounting | ||||||||
Foreign exchange risk on statement of financial position | 23.2.1 i) | (172,798) | (84,633) | (172,798) | (84,633) | |||
Foreign exchange risk on operating income | 23.2.1 ii) | (36,987) | (17,551) | (36,987) | (17,551) | |||
Commodities price risk | 23.2.2 | (10,545) | (26,730) | (10,545) | (26,730) | |||
Interest rate risk | 23.2.3 | - | (122,002) | - | (122,002) | |||
Not designated as hedge accounting | ||||||||
Foreign exchange risk on statement of financial position | 23.2.1 i) | (3,113) | (2,059) | (5,259) | (6,251) | |||
(223,443) | (252,975) | (225,589) | (257,167) | |||||
Current liabilities | (220,437) | (78,276) | (222,583) | (82,468) | ||||
Non-current liabilities | (3,006) | (174,699) | (3,006) | (174,699) | ||||
Position of derivative financial instruments - net | 139,451 | (121,827) | 143,581 | (126,019) |
iii) Financial commitments
The table below summarizes the significant commitments and contractual obligations that may impact the Company’s liquidity:
Parent company | |||||||||||||||
09.30.23 | |||||||||||||||
Book value | Contractual cash flow | Up to 12 months | Oct - Dec 2024 | 2025 | 2026 | 2027 | 2028 onwards | ||||||||
Non derivative financial liabilities | |||||||||||||||
Loans and borrowings | 19,790,789 | 29,466,628 | 5,364,959 | 127,702 | 2,319,424 | 1,645,831 | 3,816,120 | 16,192,592 | |||||||
Principal | 19,901,582 | 4,094,409 | - | 1,362,767 | 757,501 | 2,985,229 | 10,701,676 | ||||||||
Interest | 9,565,046 | 1,270,550 | 127,702 | 956,657 | 888,330 | 830,891 | 5,490,916 | ||||||||
Trade accounts payable | 11,974,926 | 12,151,778 | 12,145,878 | 2,777 | 1,545 | 1,578 | - | - | |||||||
Lease liabilities | 3,276,916 | 4,234,334 | 816,862 | 189,742 | 670,124 | 573,133 | 514,522 | 1,469,951 | |||||||
Derivative financial liabilities | |||||||||||||||
Financial instruments designated hedge accounting for protection of: | |||||||||||||||
Foreign exchange risk | 209,785 | 209,785 | 209,785 | - | - | - | - | - | |||||||
Commodities price risk | 10,545 | 10,545 | 10,545 | - | - | - | - | - | |||||||
Financial instruments not designated as hedge accounting for protection of: | |||||||||||||||
Foreign exchange risk | 3,113 | 3,113 | 107 | - | - | 3,006 | - | - |
71 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | |||||||||||||||
09.30.23 | |||||||||||||||
Book value | Contractual cash flow | Up to 12 months | Oct - Dec 2024 | 2025 | 2026 | 2027 | 2028 onwards | ||||||||
Non derivative financial liabilities | |||||||||||||||
Loans and borrowings | 22,328,811 | 32,370,406 | 5,791,308 | 133,606 | 2,440,337 | 3,992,388 | 3,820,175 | 16,192,592 | |||||||
Principal | 22,446,730 | 4,367,780 | 4,287 | 1,370,341 | 3,013,630 | 2,989,016 | 10,701,676 | ||||||||
Interest | 9,923,676 | 1,423,528 | 129,319 | 1,069,996 | 978,758 | 831,159 | 5,490,916 | ||||||||
Trade accounts payable | 13,250,246 | 13,432,450 | 13,426,550 | 2,777 | 1,545 | 1,578 | - | - | |||||||
Lease liabilities | 3,567,034 | 4,585,885 | 948,123 | 218,768 | 744,371 | 592,822 | 524,924 | 1,556,877 | |||||||
Derivative financial liabilities | |||||||||||||||
Financial instruments designated hedge accounting for protection of: | |||||||||||||||
Foreign exchange risk | 209,785 | 209,785 | 209,785 | - | - | - | - | - | |||||||
Commodities price risk | 10,545 | 10,545 | 10,545 | - | - | - | - | - | |||||||
Financial instruments not designated as hedge accounting for protection of: | |||||||||||||||
Foreign exchange risk | 5,259 | 3,113 | 107 | - | - | 3,006 | - | - |
The Company does not expect that the cash outflows to fulfill the obligations shown above will be significantly anticipated by factors unrelated to its best interests, or have its value substantially modified outside the normal course of business.
23.2. | Market risk management |
23.2.1. | Foreign exchange risk |
The risk is the one that may cause unexpected losses to the Company resulting from volatility of the FX rates, reducing its assets and revenues, or increasing its liabilities and costs. The Company’s exposure is managed in three dimensions: statement of financial position exposure, operating income exposure and investments exposure.
i) Statement of financial position exposure
The Risk Policy regarding statement of financial position exposure has the objective to balance assets and liabilities denominated in foreign currencies, hedging the Company’s statement of financial position by using natural hedges, over-the-counter derivatives and exchange traded futures.
Assets and liabilities denominated in foreign currency for which the exchange variations are recognized in the Financial Results are as follows, summarized in Brazilian Reais:
Consolidated | ||||
09.30.23 | 12.31.22 | |||
Cash and cash equivalents | 3,416,203 | 3,691,668 | ||
Trade accounts receivable | 5,523,731 | 6,013,713 | ||
Trade accounts payable | (1,312,673) | (1,484,810) | ||
Loans and borrowings | (10,567,273) | (12,241,309) | ||
Other assets and liabilities, net | (115,883) | 35,371 | ||
Exposure of assets and liabilities in foreign currencies | (3,055,895) | (3,985,367) | ||
Derivative financial instruments (hedge) | 2,787,265 | 3,721,930 | ||
Exposure in result, net | (268,630) | (263,437) |
72 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
The net exposure in Reais is mainly composed of the following currencies:
Net Exposure (1) | 09.30.23 | 12.31.22 | ||
Chilean Pesos (CLP) | 314,961 | 256,121 | ||
Euros (EUR) | 7,155 | (43,445) | ||
Angolan kwanza (AOA) | 54,781 | 53,723 | ||
Yen (JPY) | (1,581) | (3,268) | ||
Argentinian Peso (ARS) | (3,298) | (4,614) | ||
Turkish Liras (TRY) | 43,285 | 214,936 | ||
U.S. Dollars (USD) | (683,933) | (736,890) | ||
Total | (268,630) | (263,437) |
(1) | The Company is exposed to other currencies, although they have been grouped in the currencies above due to its high correlation or for not being individually significant. |
The Company holds more financial liabilities in foreign currencies than assets and, therefore, holds derivative financial instruments to reduce such exposure.
As a result of this protection strategy the Company recognized as Financial Expenses in the Consolidate an expense of R$532,861 for the nine-month period ended on September 30, 2023 (expense of R$1,026,063 in the same period of the previous year), and for the three-month period ended on September 30, 2023 an income of R$91,677 (an expense of R$10,708 in the same period of the previous year). This derivative result offsets a foreign exchange income over assets and liabilities in the Consolidate of R$82,742 for the nine-month period ended on September 30, 2023 (R$519,917 in the same period of the previous year) and a foreign exchange income over assets and liabilities in the Consolidate of R$200,917 for the three-month period ended on September 30, 2023 (expense of R$137,470 in the same period of the previous year).
The derivative financial instruments acquired to hedge the foreign currency statement of financial position exposure on September 30, 2023 and are set forth below:
09.30.23 | |||||||||||||
Derivative instruments not designated | Asset | Liability | Maturity | Notional | Exercise rate | Fair value (R$) | |||||||
Parent company | |||||||||||||
Non-deliverable forward | EUR | BRL | 4th Qtr. 2023 | EUR | 30,000 | 5.3632 | (107) | ||||||
Futures - B3 | USD | BRL | 4th Qtr. 2023 | USD | (75,000) | 5.0524 | 1,533 | ||||||
Swap | USD + 4.35% p.a. | CDI - 0,51% p.a. | 3rd Qtr. 2026 | USD | 115,000 | N/A | (3,006) | ||||||
(1,580) | |||||||||||||
Subsidiaries | |||||||||||||
Non-deliverable forward | EUR | TRY | 4th Qtr. 2023 | EUR | 7,000 | 30.0571 | (1,055) | ||||||
Non-deliverable forward | USD | TRY | 4th Qtr. 2023 | USD | 13,900 | 24.5784 | 7,421 | ||||||
Non-deliverable forward | USD | TRY | 1st Qtr. 2024 | USD | 7,400 | 30.9351 | (1,341) | ||||||
Non-deliverable forward | USD | AOA | 4th Qtr. 2023 | USD | 5,000 | 845.0000 | (177) | ||||||
Non-deliverable forward | USD | AOA | 1st Qtr. 2024 | USD | 10,000 | 860.5000 | (718) | ||||||
4,130 | |||||||||||||
Total Consolidated | 2,550 |
73 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
09.30.23 | |||||||||||||||
Fair value (R$) | |||||||||||||||
Derivative instruments designated - Fair value hedge | Hedged Object | Maturity | Asset | Liability | Notional | Instrument | Object (1) | ||||||||
Parent company and Consolidated | |||||||||||||||
FX and interest rate swap | USD debt | 1st Qtr. 2024 | FX + 7,79% p.a. | 100% CDI + 2.17% p.a. | 59,943 | USD | (10,101) | 197,221 | |||||||
FX and interest rate swap | USD debt | 2nd Qtr. 2024 | FX + 6.32% p.a. | 100% CDI + 1,61% p.a. | 130,000 | USD | (4,785) | (143,339) | |||||||
FX and interest rate swap | BRF SA BRFSBZ 4 3/4 | 2nd Qtr. 2024 | FX + 4.75% p.a. | 104.48% CDI | 295,363 | USD | (154,740) | 18,821 | |||||||
485,306 | (169,626) | 72,703 |
(1) | Corresponds to the accumulated amount of fair value hedge adjustments on the hedged items, included in the carrying amount of the senior unsecured notes. |
ii) Operating income exposure
The Risk Policy regarding operating income exposure has the objective to hedge revenues and costs denominated in foreign currencies. The Company is supported by internal models to measure and monitor these risks, and uses financial instruments for hedging, designating the relations as cash flow hedges.
The Company has more sales in foreign currency than expenditures and, therefore, holds derivative financial instruments to reduce such exposure.
As a result of this protection strategy the Company recognized in the Consolidate Net Revenue an income of R$246,320 for the nine-month period ended on September 30, 2023 (R$149,605 in the same period of the previous year) and R$90,419 for the three-month period ended on September 30, 2023 (R$39,730 in the same period of the previous year).
The derivative financial instruments designated as cash flow hedges for foreing exchange operating income exposure on September 30, 2023 are set forth below:
09.30.23 | |||||||||||||||
Cash flow hedge - Derivative instruments | Hedged object | Asset | Liability | Maturity | Notional | Designation rate | Fair value (1) | ||||||||
Parent company and consolidated | |||||||||||||||
Non-deliverable forward | USD Exports | BRL | USD | 4th Qtr. 2023 | USD | 73,000 | 5.5384 | 34,993 | |||||||
Non-deliverable forward | USD Exports | BRL | USD | 1st Qtr. 2024 | USD | 86,500 | 5.3339 | 18,412 | |||||||
Non-deliverable forward | USD Exports | BRL | USD | 2nd Qtr. 2024 | USD | 50,500 | 5.1375 | (924) | |||||||
Non-deliverable forward | USD Exports | BRL | USD | 3rd Qtr. 2024 | USD | 17,500 | 5.1333 | (990) | |||||||
Collar | USD Exports | BRL | USD | 4th Qtr. 2023 | USD | 407,500 | 4.9988 | (14,147) | |||||||
Collar | USD Exports | BRL | USD | 1st Qtr. 2024 | USD | 45,000 | 5.0453 | (2,268) | |||||||
680,000 | 35,076 |
(1) | Correspond to the not realized portion of the hedge which is registered in Other comprehensive income. |
During the 2nd quarter of 2023, the Bond BRF SA BRFSBZ 3.95 loan, designated as an export protection instrument, was settled and the amount of R$(548,639) previously accumulated in Other Comprehensive Income was reclassified to income for the year under Net Revenue.
74 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
iii) Investments exposure
The Company holds both investments (net assets) and loans (financial liabilities) denominated in foreign currency. To balance the accounting effects of such exposures, some non-derivative financial liabilities are designated as hedging instruments for the investments exposure.
As a result of this strategy, the Company recognized revenue of R$103,587 under Other comprehensive income for the nine-month period ended on September 30, 2023 (R$52,856 in the same period of the previous year) and expense of R$49,222 for the three-month period ended on September 30, 2023 (expense of R$38,187 in the same period of the previous year).
The non-derivative financial instruments designated as net investment hedge instruments on September 30, 2023 are set forth below:
09.30.23 | |||||||||||||
Net investment hedge - Non-derivative instruments | Object (Investment) | Liability | Maturity | Notional | Rate | Exchange variation (1) | |||||||
Parent company and consolidated | |||||||||||||
Bond - BRF SA BRFSBZ 5.75 | Federal Foods LLC | USD | 3rd Qtr. 2050 | USD (2) | 44,158 | 3.7649 | (89,732) | ||||||
Bond - BRF SA BRFSBZ 5.75 | BRF Kuwait Food Management Company WLL | USD | 3rd Qtr. 2050 | USD (2) | 88,552 | 3.7649 | (110,383) | ||||||
Bond - BRF SA BRFSBZ 5.75 | Al Khan Foodstuff LLC | USD | 3rd Qtr. 2050 | USD (2) | 53,446 | 3.7649 | (79,358) | ||||||
Bond - BRF SA BRFSBZ 5.75 | BRF Foods GmbH | USD | 3rd Qtr. 2050 | USD (3) | 170,721 | 5.1629 | 4,763 | ||||||
Bond - BRF SA BRFSBZ 5.75 | Al-Wafi Al-Takamol International for Foods Products | USD | 3rd Qtr. 2050 | USD (3) | 23,426 | 5.1629 | 4,451 | ||||||
380,303 | (270,259) |
(1) | Corresponds to the effective portion of the hedge result accumulated in Other Comprehensive Income. |
(2) | Designated on August 1st, 2019. |
(3) | Designated on November 9, 2022. |
23.2.2. | Commodities price risk |
The Company uses commodities as production inputs and is exposed to commodities price risk arising from future purchases. The management of such risk is performed through physical inventories, future purchases at fixed price and through derivative financial instruments.
The Risk Policy establishes coverage limits to the flow of purchases of corn, meal and soy, soybeans and soybean oil with the purpose of reducing the impact due to a price increase of these raw materials. The hedge may be reached using derivatives or by inventory management.
As a result of this protection strategy the Company recognized in the Consolidate Cost of goods sold an income of R$26,534 for the nine-month period ended on September 30, 2023 (expense of R$450,809 in the same period of the previous year) and income of R$7,227 for the three-month period ended on September 30, 2023 (income of R$2,454 in the same period of the previous year).
The Company performs purchases at variable prices in future and spot markets and, to hedge such exposure, it holds derivative financial instruments in long position (buy) to fix these prices in advance.
The financial instruments designated as cash flow hedges for the variable commodities price exposure on September 30, 2023 are set forth below:
75 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
09.30.23 | |||||||||||||
Cash flow hedge - Derivative instruments | Hedged object | Index | Maturity | Quantity | Exercise price (1) | Fair value | |||||||
Parent company and consolidated | |||||||||||||
Non-deliverable forward - buy | Soybean meal purchase - floating price | Soybean meal - CBOT | 1st Qtr. 2024 | 4,000 | ton | 445.83 | (636) | ||||||
Collar - buy | Soybean meal purchase - floating price | Soybean meal - CBOT | 4th Qtr. 2023 | 27,998 | ton | 441.67 | (915) | ||||||
Collar - buy | Soybean meal purchase - floating price | Soybean meal - CBOT | 1st Qtr. 2024 | 17,000 | ton | 443.65 | (1,265) | ||||||
Collar - buy | Soybean meal purchase - floating price | Soybean meal - CBOT | 2nd Qtr. 2024 | 2,000 | ton | 438.17 | (149) | ||||||
Corn future - buy | Corn purchase - floating price | Corn - B3 | 4th Qtr. 2023 | 39,393 | ton | 1,134.29 | (338) | ||||||
Collar - buy | Corn purchase - floating price | Corn - B3 | 1st Qtr. 2024 | 147,339 | ton | 1,100.54 | 31 | ||||||
Collar - buy | Corn purchase - floating price | Corn - B3 | 2nd Qtr. 2024 | 2,700 | ton | 1,116.67 | (1) | ||||||
240,430 | (3,273) |
(1) | Base price of each commodity in USD/ton, except for Corn – B3 denominated in R$/ton. |
In certain cases, the Company performs futures purchases at fixed prices and, to hedge such exposure, it holds derivative financial instruments in short position (sell) to keep these prices at market value. The financial instruments designated as fair value hedges for the fixed commodities price exposure on September 30, 2023 are set forth below:
09.30.23 | |||||||||||||
Fair value hedge - Derivative instruments | Hedged object | Index | Maturity | Quantity | Exercise price (1) | Fair value | |||||||
Parent company and consolidated | |||||||||||||
Non-deliverable forward - sell | Soybean purchase - fixed price | Soybean - CBOT | 1st Qtr. 2024 | 14,996 | ton | 481.72 | 21 | ||||||
Non-deliverable forward - sell | Corn purchase - fixed price | Corn - CBOT | 4td Qtr. 2023 | 160,656 | ton | 213.71 | 20,762 | ||||||
Non-deliverable forward - sell | Corn purchase - fixed price | Corn - CBOT | 1st Qtr. 2024 | 80,566 | ton | 224.65 | 12,256 | ||||||
Non-deliverable forward - sell | Corn purchase - fixed price | Corn - CBOT | 2nd Qtr. 2024 | 3,999 | ton | 246.88 | 967 | ||||||
Non-deliverable forward - sell | Corn purchase - fixed price | Corn - CBOT | 3rd Qtr. 2024 | 107,235 | ton | 214.47 | 8,358 | ||||||
Corn future - sell | Corn purchase - fixed price | Corn - B3 | 4th Qtr. 2023 | 9,990 | ton | 1,520.03 | 1,506 | ||||||
Corn future - sell | Corn purchase - fixed price | Corn - B3 | 1st Qtr. 2024 | 24,300 | ton | 1,497.95 | 152 | ||||||
Corn future - sell | Corn purchase - fixed price | Corn - B3 | 3rd Qtr. 2024 | 27,000 | ton | 1,213.13 | 149 | ||||||
428,742 | 44,171 |
(1) | Base price of each commodity in USD/ton, except for Corn – B3 denominated in R$/ton. |
The Company assessed that part of its cost, commodity future physical purchases in American dollars, also generates foreign exchange exposure and therefore has the following derivatives which were designated as cash flow hedge:
09.30.23 | |||||||||||||||
Fair value hedge - Derivative instruments | Protection object | Assets | Liabilities | Maturity | Notional | Exercise price | Fair value | ||||||||
Parent company and consolidated | |||||||||||||||
Non-deliverable forward | Cost in USD | BRL | USD | 4th Qtr. 2023 | USD | 31,352 | 4.9349 | (3,934) | |||||||
Non-deliverable forward | Cost in USD | BRL | USD | 1st Qtr. 2024 | USD | 25,323 | 5.4100 | 7,224 | |||||||
Non-deliverable forward | Cost in USD | BRL | USD | 2nd Qtr. 2024 | USD | 987 | 5.8548 | 656 | |||||||
Non-deliverable forward | Cost in USD | BRL | USD | 3rd Qtr. 2024 | USD | 19,039 | 5.4500 | 4,189 | |||||||
76,701 | 8,135 |
The open and liquidated derivative financial instrument still generate impacts in the statement of financial position of: i) Consolidate Inventory a debit in the amount of R$152,439 on September 30, 2023 (R$18,853 on December 31, 2022); ii) Other comprehensive income a debit amount of R$70,924 on September 30, 2023 (credit of R$43,398 on December 31, 2022).
76 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
23.2.3. | Interest rate risk |
The interest rate risk may cause economic losses to the Company resulting from volatility in interest rates that affect its assets and liabilities.
The Company’s Risk Policy does not restrict exposure to different interest rates, neither establishes limits for fixed or floating rates. However, the Company continually monitors the market interest rates in order to evaluate any need to enter into hedging transactions to protect from the volatility of such rates and manage the mismatch between its financial assets and liabilities.
As a result of this protection strategy the Company recognize in the Consolidated Financial Income and Expenses an income of R$77,797 for the nine-month period ended on September 30, 2023 (expense of R$164,832 in the same period of the previous year) and an expense of R$185,122 for the three-month period ended on September 30, 2023 (expense of R$140,652 in the same period of the previous year).
The derivative financial instruments used to hedge the exposure to interest rates as of September 30, 2023 are presented in the table below:
09.30.23 | |||||||||||||||
Fair value (R$) | |||||||||||||||
Fair value hedge - Derivative instruments | Hedged Object | Maturity | Asset | Liability | Notional | Instrument | Object (1) | ||||||||
Parent company and Consolidated | |||||||||||||||
Interest rate swap | Debenture - 1st Issue - 3rd series - IPCA + 5.50% p.a. | 2nd Qtr. 2026 | IPCA + 5.50% p.a. | CDI + 0.29% p.a. | 400,000 | BRL | 34,438 | (9,170) | |||||||
Interest rate swap | Debenture - 2nd Issue - 1st series - IPCA + 5.30% p.a. | 3rd Qtr. 2027 | IPCA + 5.30% p.a. | CDI + 2.20% p.a. | 400,000 | BRL | 35,472 | 48,517 | |||||||
Interest rate swap | Debenture - 2nd Issue - 2nd series - IPCA + 5.60% p.a. | 3rd Qtr. 2030 | IPCA + 5.60% p.a. | CDI + 2.29% p.a. | 595,000 | BRL | 25,439 | 155,006 | |||||||
Interest rate swap | Debenture - 3rd Issue - single series - IPCA + 4.78% p.a. | 2nd Qtr. 2031 | IPCA + 4.78% p.a. | CDI + 0.12% p.a. | 1,000,000 | BRL | 62,139 | 29,192 | |||||||
Interest rate swap | Debenture - 1st Issue - 1st series - IPCA + 6.83% p.a. | 3rd Qtr. 2032 | IPCA + 6.83% p.a. | 109.32% CDI | 990,000 | BRL | 69,059 | (45,311) | |||||||
3,385,000 | 226,547 | 178,234 |
(1) | Corresponds to the accumulated amount of fair value hedge adjustments on the hedged items, included in the carrying amount of the debentures. |
23.3. | Credit risk management |
The Company is exposed to the credit risk related to the financial assets held: trade and non-trade accounts receivable, marketable securities, derivative instruments and cash and equivalents. The Company’s credit risk exposure can be assessed in notes 4, 5 and 6.
23.3.1. | Credit risk in accounts receivable |
The credit risk associated with trade accounts receivable is actively managed through specific systems and is supported by internal policies for credit analysis. The significant level of diversification and geographical dispersion of the customer portfolio significantly reduces the risk. However, the Company chooses to complement the risk management by contracting insurance policies for specific markets. The impairment of these financial assets is carried out based on expected credit losses.
77 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
23.3.2. | Counterparty credit risk |
The credit risk associated with marketable securities, cash and cash equivalents and derivative instruments in general is directed to counterparties with Investment Grade ratings. The maintenance of assets with counterparty risk is constantly assessed according to credit ratings and the Company’s portfolio concentration, aligned with the applicable impairment requisites.
23.4. | Capital management and liquidity risk |
The Company is exposed to liquidity risk as far as it needs cash or other financial assets to settle its obligations in the respective terms. The Company’s cash and liquidity strategy takes into consideration historical volatility scenarios of results as well as simulations of sectorial and systemic crisis. It is grounded on allowing resilience in scenarios of capital restriction.
23.5. | Sensitivity analysis |
Management believes that the most relevant risks that may affect the Company’s results, for which it uses derivative financial instruments to protect, are the volatility of commodities prices and foreign exchange rates. Currently the fluctuation of the interest rates does not affect significantly the Company’s results since Management has chosen to keep at fixed rates a considerable portion of its debts.
For the probable scenario of commodities, Management uses as a reference the future value of assets on September 30, 2023 and therefore understands that there will be no changes in the results of operations. As for the exchange rate, the likely scenario is referenced by external sources such as the Central Bank of Brazil (“BACEN”) and Bloomberg Focus report based on the exchange rate forecast for next year or in the absence of the latest available date.
In the possible and remote scenarios, both positive and negative variations of 15% and 30% respectively were considered in both cases from the probable scenario. Such sensitivity scenarios originate from information and assumptions used by Management in monitoring the previously mentioned risks.
The information used in the preparation of the analysis is based on the position as of September 30, 2023, which has been described in the items above. The estimated values may differ significantly to numbers and results that will be effectively registered by the Company. Positive values indicate gains and negative values indicate losses.
78 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Scenario | ||||||||||
Remote | Possible | Probable | Possible | Remote | ||||||
Exchange rate - Balance | - 30% | - 15% | + 15% | + 30% | ||||||
USD | 3.5140 | 4.2670 | 5.0200 | 5.7730 | 6.5260 | |||||
Monetary Assets and Liabilities | 1,042,137 | 516,742 | (8,652) | (534,046) | (1,059,441) | |||||
Derivative Instruments - Not designated | (838,142) | (415,592) | 6,958 | 429,508 | 852,058 | |||||
Net effect | 203,995 | 101,150 | (1,694) | (104,538) | (207,383) | |||||
EUR | 3.9410 | 4.7855 | 5.6300 | 6.4745 | 7.3190 | |||||
Monetary Assets and Liabilities | 48,448 | 18,342 | (11,764) | (41,871) | (71,977) | |||||
Derivative Instruments - Not designated | (50,283) | (19,037) | 12,210 | 43,457 | 74,703 | |||||
Net effect | (1,835) | (695) | 446 | 1,586 | 2,726 | |||||
JPY | 0.0260 | 0.0315 | 0.0371 | 0.0427 | 0.0482 | |||||
Monetary Assets and Liabilities | 356 | 93 | (169) | (432) | (694) | |||||
Net effect | 356 | 93 | (169) | (432) | (694) | |||||
TRY | 0.1282 | 0.1557 | 0.1832 | 0.2107 | 0.2382 | |||||
Monetary Assets and Liabilities | (55,756) | (27,622) | 512 | 28,646 | 56,780 | |||||
Derivative Instruments - Not designated | 42,853 | 21,230 | (393) | (22,017) | (43,640) | |||||
Net effect | (12,903) | (6,392) | 119 | 6,629 | 13,140 | |||||
AOA | 0.0042 | 0.0051 | 0.0060 | 0.0069 | 0.0078 | |||||
Monetary Assets and Liabilities | (38,953) | (19,466) | 22 | 19,509 | 38,996 | |||||
Derivative Instruments - Not designated | 22,525 | 11,257 | (12) | (11,281) | (22,550) | |||||
Net effect | (16,428) | (8,209) | 10 | 8,228 | 16,446 | |||||
ARS | 0.0028 | 0.0035 | 0.0041 | 0.0047 | 0.0053 | |||||
Monetary Assets and Liabilities | 2,643 | 2,503 | 2,363 | 2,222 | 2,082 | |||||
2,643 | 2,503 | 2,363 | 2,222 | 2,082 | ||||||
CLP | 0.0039 | 0.0048 | 0.0056 | 0.0065 | 0.0073 | |||||
Monetary Assets and Liabilities | (92,215) | (46,911) | 392 | 47,695 | 94,998 | |||||
Net effect | (92,215) | (46,911) | 392 | 47,695 | 94,998 |
Scenario | ||||||||||
Remote | Possible | Probable | Possible | Remote | ||||||
Exchange rate - Operating results | - 30% | - 15% | + 15% | + 30% | ||||||
USD | 3.5140 | 4.2670 | 5.0200 | 5.7730 | 6.5260 | |||||
Revenue in USD | (1,015,648) | (503,608) | 8,432 | 520,472 | 1,032,512 | |||||
NDF | 339,794 | 168,487 | (2,821) | (174,129) | (345,436) | |||||
Collar | 298,517 | 147,917 | (2,393) | (70,271) | (212,150) | |||||
Net effect | (377,337) | (187,204) | 3,218 | 276,072 | 474,926 |
79 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Scenario | ||||||||||
Remote | Possible | Probable | Possible | Remote | ||||||
Exchange rate - Operating results | - 30% | - 15% | + 15% | + 30% | ||||||
USD | 3.5140 | 4.2670 | 5.0200 | 5.7730 | 6.5260 | |||||
Cost of Sales | (114,561) | (56,805) | 951 | 58,707 | 116,463 | |||||
NDF | 114,561 | 56,805 | (951) | (58,707) | (116,463) | |||||
Net effect | - | - | - | - | - | |||||
Soy Grain - CBOT | 337 | 409 | 481 | 554 | 626 | |||||
Cost of Sales | (2,166) | (1,083) | - | 1,083 | 2,166 | |||||
NDF | 2,166 | 1,083 | - | (1,083) | (2,166) | |||||
Net effect | - | - | - | - | - | |||||
Soybean Meal - CBOT | 291 | 354 | 416 | 479 | 541 | |||||
Cost of Sales | 6,370 | 3,185 | - | (3,185) | (6,370) | |||||
Collar | (4,901) | (1,964) | - | 237 | 2,594 | |||||
NDF | (496) | (248) | - | 248 | 496 | |||||
Net effect | 973 | 973 | - | (2,700) | (3,280) | |||||
Corn - CBOT | 135 | 163 | 192 | 221 | 250 | |||||
Cost of Sales | (20,335) | (10,168) | - | 10,168 | 20,335 | |||||
NDF | 20,335 | 10,168 | - | (10,168) | (20,335) | |||||
Net effect | - | - | - | - | - | |||||
Corn - B3 | 712 | 864 | 1,017 | 1,169 | 1,322 | |||||
Cost of Sales | 39,081 | 19,541 | - | (19,541) | (39,081) | |||||
Collar | (26,516) | (2,683) | - | 605 | 18,983 | |||||
Future | 6,678 | 3,339 | - | (3,339) | (6,678) | |||||
Net effect | 19,243 | 20,197 | - | (22,275) | (26,776) |
80 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
23.6. | Financial instruments by category |
Parent company | |||||
09.30.23 | |||||
Amortized cost | Fair value through profit and loss | Total | |||
Assets | |||||
Cash and bank | 93,817 | - | 93,817 | ||
Cash equivalents | - | 5,677,080 | 5,677,080 | ||
Marketable securities | - | 415,686 | 415,686 | ||
Restricted cash | 30,132 | - | 30,132 | ||
Trade accounts receivable | 6,306,998 | 156,334 | 6,463,332 | ||
Notes receivables | 74,339 | - | 74,339 | ||
Derivatives not designated | - | 1,533 | 1,533 | ||
Derivatives designated as hedge accounting (1) | - | 361,361 | 361,361 | ||
Liabilities | |||||
Trade accounts payable | (11,974,926) | - | (11,974,926) | ||
Loans and borrowings (2) | (14,518,063) | (5,272,726) | (19,790,789) | ||
Derivatives not designated | - | (3,113) | (3,113) | ||
Derivatives designated as hedge accounting (1) | - | (220,330) | (220,330) | ||
(19,987,703) | 1,115,825 | (18,871,878) |
(1) | All derivatives are classified at fair value through profit and loss. Those designated as hedge accounting instruments have their gains and losses also affecting Equity and Inventories. |
(2) | The part of the loans and borrowings that is object in a fair value hedge is classified as Fair value through profit and loss. The rest of the loans and borrowings balance is classified as amortized cost and those designated as cash flow or net investment hedge accounting instruments have their gains and losses also affecting Equity. |
Consolidated | |||||||
09.30.23 | |||||||
Amortized cost | FVTOCI (3) | Fair value through profit and loss | Total | ||||
Equity instruments | |||||||
Assets | |||||||
Cash and bank | 1,990,101 | - | - | 1,990,101 | |||
Cash equivalents | - | - | 8,974,758 | 8,974,758 | |||
Marketable securities | 312,762 | 11,183 | 460,446 | 784,391 | |||
Restricted cash | 83,864 | - | - | 83,864 | |||
Trade accounts receivable | 3,975,298 | - | 156,334 | 4,131,632 | |||
Notes receivables | 74,339 | - | - | 74,339 | |||
Derivatives not designated | - | - | 7,809 | 7,809 | |||
Derivatives designated as hedge accounting (1) | - | - | 361,361 | 361,361 | |||
Liabilities | |||||||
Trade accounts payable | (13,250,246) | - | - | (13,250,246) | |||
Loans and borrowings (2) | (17,056,085) | - | (5,272,726) | (22,328,811) | |||
Derivatives not designated | - | - | (5,259) | (5,259) | |||
Derivatives designated as hedge accounting (1) | - | - | (220,330) | (220,330) | |||
(23,869,967) | 11,183 | 4,462,393 | (19,396,391) |
(1) | All derivatives are classified at fair value through profit and loss. Those designated as hedge accounting instruments have their gains and losses also affecting Equity and Inventories. |
(2) | The part of the loans and borrowings that is object in a fair value hedge is classified as Fair value through profit and loss. The rest of the loans and borrowings balance is classified as amortized cost and those designated as cash flow or net investment hedge accounting instruments have their gains and losses also affecting Equity. |
(3) | FVTOCI: Fair Value Through Other Comprehensive Income. |
81 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
23.7. | Fair value of financial instruments |
The fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
Depending on the inputs used for measurement, the financial instruments at fair value may be classified into 3 hierarchy levels:
» Level 1 - Uses quoted prices (unadjusted) for identical instruments in active markets. In this category are classified investments in stocks, savings accounts, overnights, term deposits, Financial Treasury Bills (“LFT”) and investment funds;
» Level 2 - Uses prices quoted in active markets for similar instruments, prices quoted for identical or similar instruments in non-active markets and evaluation models for which inputs are observable. In this level are classified the investments in Bank Deposit Certificates (“CDB”) and derivatives, which are measured by well-known pricing models: discounted cash flows and Black-Scholes. The observable inputs are interest rates and curves, volatility factors and foreign exchange rates;
» Level 3 - Instruments for which significant inputs are non-observable. The Company does not have financial instruments in this category.
The table below presents the overall classification of financial instruments accounted at fair value by measurement hierarchy. For the nine-month ended September 30, 2023, there were no changes among the 3 levels of hierarchy.
Parent company | |||||||||||
09.30.23 | 12.31.22 | ||||||||||
Level 1 | Level 2 | Total | Level 1 | Level 2 | Total | ||||||
Financial Assets | |||||||||||
Fair value through profit and loss | |||||||||||
Savings account and overnight | 15,834 | - | 15,834 | 10,793 | - | 10,793 | |||||
Term deposits | - | - | - | 154,025 | - | 154,025 | |||||
Bank deposit certificates | - | 5,657,832 | 5,657,832 | - | 3,675,037 | 3,675,037 | |||||
Financial treasury bills | 400,734 | - | 400,734 | 364,543 | - | 364,543 | |||||
Investment funds | 18,366 | - | 18,366 | 18,997 | - | 18,997 | |||||
Trade accounts receivable | - | 156,334 | 156,334 | - | 274,493 | 274,493 | |||||
Derivatives | - | 362,894 | 362,894 | - | 131,148 | 131,148 | |||||
Financial Liabilities | |||||||||||
Fair value through profit and loss | |||||||||||
Derivatives | - | (223,443) | (223,443) | - | (252,975) | (252,975) | |||||
Loans and borrowings | - | (5,272,726) | (5,272,726) | - | (7,461,296) | (7,461,296) | |||||
434,934 | 680,891 | 1,115,825 | 548,358 | (3,633,593) | (3,085,235) |
82 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | |||||||||||
09.30.23 | 12.31.22 | ||||||||||
Level 1 | Level 2 | Total | Level 1 | Level 2 | Total | ||||||
Financial Assets | |||||||||||
Fair value through other comprehensive income | |||||||||||
Stocks | 11,183 | - | 11,183 | 11,752 | - | 11,752 | |||||
Fair value through profit and loss | |||||||||||
Savings account and overnight | 73,314 | - | 73,314 | 12,720 | - | 12,720 | |||||
Term deposits | 2,741,063 | - | 2,741,063 | 2,495,438 | - | 2,495,438 | |||||
Bank deposit certificates | - | 6,156,967 | 6,156,967 | - | 3,754,202 | 3,754,202 | |||||
Financial treasury bills | 400,734 | - | 400,734 | 364,543 | - | 364,543 | |||||
Investment funds | 18,386 | - | 18,386 | 19,018 | - | 19,018 | |||||
Trade accounts receivable | - | 156,334 | 156,334 | - | 274,493 | 274,493 | |||||
Derivatives | - | 369,170 | 369,170 | - | 131,148 | 131,148 | |||||
Other titles | 44,740 | - | 44,740 | 53,809 | - | 53,809 | |||||
Financial Liabilities | |||||||||||
Fair value through profit and loss | |||||||||||
Derivatives | - | (225,589) | (225,589) | - | (257,167) | (257,167) | |||||
Loans and borrowings | - | (5,272,726) | (5,272,726) | - | (7,461,296) | (7,461,296) | |||||
3,289,420 | 1,184,156 | 4,473,576 | 2,957,280 | (3,558,620) | (601,340) |
Except for the items set forth below, the fair value of all other financial instruments is approximate to their book value. The fair value of the bonds set forth below is based on prices observed in active markets, level 1 of the fair value hierarchy, while the debentures are based on level 2 and are measured by discounted cash flows.
Parent company and Consolidated | ||||||||||||
09.30.23 | 12.31.22 | |||||||||||
Currency | Maturity | Book value | Fair value | Book value | Fair value | |||||||
BRF S.A. | ||||||||||||
BRF SA BRFSBZ 4 3/4 | USD | 2024 | (1,486,973) | (1,478,941) | (1,525,727) | (1,513,221) | ||||||
BRF SA BRFSBZ 3.95 | USD | 2023 | - | - | (1,185,479) | (1,209,990) | ||||||
BRF SA BRFSBZ 4 7/8 | USD | 2030 | (2,958,286) | (2,389,623) | (3,119,390) | (2,602,599) | ||||||
BRF SA BRFSBZ 5 3/4 | USD | 2050 | (3,261,537) | (2,250,089) | (3,463,081) | (2,503,033) | ||||||
Debenture - 1st Issue | BRL | 2032 | (2,717,728) | (2,883,211) | (2,571,080) | (2,521,309) | ||||||
Debenture - 2nd Issue | BRL | 2030 | (2,409,520) | (2,726,970) | (2,355,427) | (2,319,296) | ||||||
Debenture - 3rd Issue | BRL | 2031 | (1,137,673) | (1,151,560) | (1,013,639) | (877,103) | ||||||
Parent company | (13,971,717) | (12,880,394) | (15,233,823) | (13,546,551) | ||||||||
BRF GmbH | ||||||||||||
BRF SA BRFSBZ 4.35 | USD | 2026 | (1,486,748) | (1,383,451) | (2,608,613) | (2,367,075) | ||||||
Consolidated | (15,458,465) | (14,263,845) | (17,842,436) | (15,913,626) |
83 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
24. | Segment Information |
The operating segments are reported consistently with the management reports provided to the main strategic and operational decision makers for assessing the performance of each segment and allocation of resources. The operating segments information is prepared considering three reportable segments, being: Brazil, International and Other Segments.
The operating segments include the sales of all distribution channels and are subdivided according to the nature of the products, for which the characteristics are described below:
» In-natura: production and sale of whole poultry and cuts and pork and other cuts.
» Processed: production and sale of processed food, frozen and processed products derived from poultry, pork and beef, margarine, vegetables and soybean-based products.
» Other sales: sale of flour for food service and others.
Other segments are comprised of commercialization and development of animal nutrition ingredients, human nutrition, plant nutrition (fertilizers), healthcare (health and wellness), pet food, as well as commercialization of agricultural products.
The items not allocated to the segments are presented as Corporate and refer to relevant events not attributable to the operating segments.
The net sales by nature for each reportable operating segment is set forth below:
Consolidated | ||||||||
2023 | 2022 | |||||||
Net sales | Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||
Brazil | ||||||||
In-natura | 1,448,588 | 4,387,844 | 1,553,224 | 4,461,471 | ||||
Processed | 5,003,897 | 14,772,927 | 5,253,748 | 14,750,432 | ||||
Other sales | 103,112 | 307,703 | 8,380 | 22,633 | ||||
6,555,597 | 19,468,474 | 6,815,352 | 19,234,536 | |||||
International | ||||||||
In-natura | 5,435,481 | 14,712,955 | 5,500,653 | 14,918,138 | ||||
Processed | 942,055 | 2,798,053 | 985,862 | 2,626,872 | ||||
Other sales | 46,038 | 143,599 | 70,455 | 233,439 | ||||
6,423,574 | 17,654,607 | 6,556,970 | 17,778,449 | |||||
Other segments | 827,035 | 2,066,065 | 683,719 | 2,023,410 | ||||
13,806,206 | 39,189,146 | 14,056,041 | 39,036,395 |
The gross profit and income (loss) before financial results for each segment and for Corporate are set forth below:
84 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | ||||||||||||||||
Gross profit | Income (loss) before financial results and income taxes | |||||||||||||||
2023 | 2022 | 2023 | 2022 | |||||||||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | |||||||||
Brazil | 1,453,743 | 3,872,936 | 1,091,936 | 2,321,587 | 367,261 | 746,358 | 48,090 | (700,554) | ||||||||
Margin (%) | 22.2% | 19.9% | 16.0% | 12.1% | 5.6% | 3.8% | 0.7% | -3.6% | ||||||||
International | 792,855 | 1,205,264 | 1,302,033 | 2,844,809 | (68,590) | (1,286,133) | 417,680 | 607,047 | ||||||||
Margin (%) | 12.3% | 6.8% | 19.9% | 16.0% | -1.1% | -7.3% | 6.4% | 3.4% | ||||||||
Other segments | 205,126 | 532,473 | 203,989 | 527,423 | 101,468 | 283,124 | 125,448 | 324,134 | ||||||||
Margin (%) | 24.8% | 25.8% | 29.8% | 26.1% | 12.3% | 13.7% | 18.3% | 16.0% | ||||||||
Subtotal | 2,451,724 | 5,610,673 | 2,597,958 | 5,693,819 | 400,139 | (256,651) | 591,218 | 230,627 | ||||||||
Corporate | 30,360 | 30,360 | - | - | 52,163 | 168,309 | (27,830) | (53,909) | ||||||||
Total | 2,482,084 | 5,641,033 | 2,597,958 | 5,693,819 | 452,302 | (88,342) | 563,388 | 176,718 | ||||||||
Margin (%) | 18.0% | 14.4% | 18.5% | 14.6% | 3.3% | -0.2% | 4.0% | 0.5% |
The composition of selected items that were not allocated to the Company’s operating segments as they are not linked to its main activity and, therefore, were presented as Corporate is set forth below:
Consolidated | ||||||||
2023 | 2022 | |||||||
Corporate | Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||
Results with sale and disposal of fixed assets | 27,602 | 151,452 | (18,987) | (14,635) | ||||
Reversal/(provision) for tax and civil contingencies | 20,237 | 24,661 | (16,943) | (40,640) | ||||
Expenses with demobilization | (1,954) | (597) | 7,645 | 2,094 | ||||
Investigations involving the Company | (424) | (3,352) | - | (355) | ||||
Expenses COVID-19 | - | (364) | (399) | (1,527) | ||||
Other | 6,702 | (3,491) | 854 | 1,154 | ||||
52,163 | 168,309 | (27,830) | (53,909) |
No customer individually or in aggregate (economic group) accounted for more than 5% of net sales for the nine-month period ended September 30, 2023 and 2022.
The goodwill arising from business combinations and the intangible assets with indefinite useful life (trademarks) were allocated to the reportable operating segments, considering the economic benefits generated by such intangible assets. The allocation of these intangible assets is presented below:
Consolidated | |||||||||||
Goodwill | Trademarks | Total | |||||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||||
Brazil | 1,151,498 | 1,151,498 | 982,478 | 982,478 | 2,133,976 | 2,133,976 | |||||
International | 1,817,931 | 1,865,390 | 419,288 | 423,846 | 2,237,219 | 2,289,236 | |||||
Other segments | 456,392 | 457,215 | 474,872 | 474,875 | 931,264 | 932,090 | |||||
3,425,821 | 3,474,103 | 1,876,638 | 1,881,199 | 5,302,459 | 5,355,302 |
Information related to total assets by reportable segment is not disclosed, as it is not included in the set of information made available to the Company’s management, which makes investment decisions and determine allocation of resources based on information about the consolidated assets.
85 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
25. | Net Sales |
Parent company | Consolidated | ||||||||||||||
2023 | 2022 | 2023 | 2022 | ||||||||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||||||
Gross sales | |||||||||||||||
Brazil | 8,051,115 | 23,675,392 | 8,448,936 | 23,672,060 | 8,051,116 | 23,675,392 | 8,448,936 | 23,672,060 | |||||||
International | 5,154,600 | 14,806,442 | 4,933,713 | 13,082,857 | 6,818,079 | 18,684,127 | 6,823,852 | 18,530,825 | |||||||
Other segments | 607,123 | 1,482,455 | 490,133 | 1,434,411 | 977,570 | 2,498,701 | 837,669 | 2,466,362 | |||||||
13,812,838 | 39,964,289 | 13,872,782 | 38,189,328 | 15,846,765 | 44,858,220 | 16,110,457 | 44,669,247 | ||||||||
Sales deductions | |||||||||||||||
Brazil | (1,495,519) | (4,206,918) | (1,633,584) | (4,437,524) | (1,495,519) | (4,206,918) | (1,633,584) | (4,437,524) | |||||||
International | (28,808) | (79,645) | (36,156) | (112,439) | (394,505) | (1,029,520) | (266,882) | (752,376) | |||||||
Other segments | (43,569) | (144,768) | (52,719) | (155,198) | (150,535) | (432,636) | (153,950) | (442,952) | |||||||
(1,567,896) | (4,431,331) | (1,722,459) | (4,705,161) | (2,040,559) | (5,669,074) | (2,054,416) | (5,632,852) | ||||||||
Net sales | |||||||||||||||
Brazil | 6,555,596 | 19,468,474 | 6,815,352 | 19,234,536 | 6,555,597 | 19,468,474 | 6,815,352 | 19,234,536 | |||||||
International | 5,125,792 | 14,726,797 | 4,897,557 | 12,970,418 | 6,423,574 | 17,654,607 | 6,556,970 | 17,778,449 | |||||||
Other segments | 563,554 | 1,337,687 | 437,414 | 1,279,213 | 827,035 | 2,066,065 | 683,719 | 2,023,410 | |||||||
12,244,942 | 35,532,958 | 12,150,323 | 33,484,167 | 13,806,206 | 39,189,146 | 14,056,041 | 39,036,395 |
26. Other Operating Income (Expenses)
Parent company | Consolidated | ||||||||||||||
2023 | 2022 | 2023 | 2022 | ||||||||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||||||
Recovery of expenses | 3,251 | 35,048 | 10,353 | 111,733 | 6,163 | 38,829 | 10,792 | 115,775 | |||||||
Provision reversal | 132 | 656 | 266 | 1,302 | 1,715 | 2,249 | 278 | 1,329 | |||||||
Scrap sales | 3,374 | 10,204 | 2,971 | 8,948 | 4,121 | 12,614 | 3,913 | 11,444 | |||||||
Provision for civil and tax risks | (4,400) | 1,020 | (17,351) | (92,258) | (5,285) | (1,551) | (17,738) | (93,098) | |||||||
Other employees benefits | (5,552) | (13,428) | (5,283) | (16,955) | (5,552) | (13,428) | (5,283) | (16,955) | |||||||
Insurance claims costs | (2,556) | (9,111) | 8,462 | (17,992) | (1,520) | (8,884) | 7,924 | (18,402) | |||||||
Gains on the disposal of non-financial assets (1) | 12,169 | 124,048 | (19,031) | (16,700) | 28,043 | 141,658 | (18,863) | (16,687) | |||||||
Demobilization expenses | (1,954) | (597) | 7,645 | 2,094 | (1,954) | (597) | 7,645 | 2,094 | |||||||
Expected credit losses in other receivables | (287) | (33) | (596) | (1,371) | (287) | (140) | (596) | (1,532) | |||||||
Other | 15,498 | 6,514 | 34,711 | 30,567 | 16,744 | 8,789 | 38,409 | 37,299 | |||||||
19,675 | 154,321 | 22,147 | 9,368 | 42,188 | 179,539 | 26,481 | 21,267 |
(1) | Includes gain on disposal of properties not linked to production. |
86 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
27. | Financial Income (Expenses) |
Parent company | Consolidated | |||||||||||||||||
2023 | 2022 | 2023 | 2022 | |||||||||||||||
Note | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||||||||
Financial income | ||||||||||||||||||
Interest on cash and cash equivalents | 4 | 132,445 | 242,218 | 68,689 | 214,344 | 192,147 | 368,776 | 76,772 | 232,939 | |||||||||
Income with marketable securities | 5 | 17,656 | 54,575 | 21,338 | 53,332 | 23,021 | 75,678 | 36,553 | 95,537 | |||||||||
Fair value through profit and loss | 17,656 | 54,575 | 21,338 | 53,332 | 17,656 | 54,576 | 21,232 | 51,826 | ||||||||||
Amortized cost | - | - | - | - | 5,365 | 21,102 | 15,320 | 43,710 | ||||||||||
Interest on recoverable taxes | 9 | 56,478 | 198,482 | 58,139 | 203,269 | 56,582 | 198,766 | 58,334 | 203,864 | |||||||||
Interest on other assets | 17,985 | 37,669 | 4,836 | 36,469 | 21,000 | 46,288 | 5,608 | 38,884 | ||||||||||
Financial income on other assets and liabilities (3) | 861 | 1,264 | 213,712 | 214,638 | 65,493 | 82,954 | 228,530 | 232,078 | ||||||||||
225,425 | 534,208 | 366,714 | 722,052 | 358,243 | 772,462 | 405,797 | 803,302 | |||||||||||
Financial expenses | ||||||||||||||||||
Interests on loans and borrowings | 15 | (442,523) | (1,442,920) | (423,552) | (1,191,232) | (525,041) | (1,637,448) | (473,537) | (1,333,745) | |||||||||
Interest with related parties | 29 | (117,840) | (345,309) | (56,765) | (180,695) | - | - | - | - | |||||||||
Interest on contingencies | 20 | (18,749) | (130,537) | (45,418) | (174,470) | (18,749) | (130,537) | (45,418) | (174,470) | |||||||||
Interest on leases | 17 | (86,514) | (212,893) | (53,233) | (143,130) | (91,657) | (228,684) | (60,460) | (160,790) | |||||||||
Interest on actuarial liabilities | (7,590) | (22,770) | (8,304) | (24,912) | (9,685) | (27,660) | (10,416) | (28,381) | ||||||||||
Discount on assignment of credits | (33,665) | (114,391) | (39,202) | (105,088) | (35,375) | (119,615) | (41,022) | (109,740) | ||||||||||
Bank expenses | (8,274) | (29,531) | (11,481) | (30,274) | (31,190) | (78,305) | (23,966) | (66,304) | ||||||||||
Taxes on financial income | (10,707) | (26,031) | (17,889) | (35,721) | (13,964) | (31,235) | (21,617) | (41,682) | ||||||||||
Adjustment to present value (2) | 6 and 16 | (285,729) | (816,583) | (297,153) | (720,363) | (276,160) | (803,478) | (291,968) | (705,569) | |||||||||
Other financial expenses | (16,092) | (97,539) | (15,836) | (50,022) | (26,940) | (135,963) | (31,164) | (75,900) | ||||||||||
(1,027,683) | (3,238,504) | (968,833) | (2,655,907) | (1,028,761) | (3,192,925) | (999,568) | (2,696,581) | |||||||||||
Foreign exchange, prices and monetary variations | ||||||||||||||||||
Exchange rate variation on monetary assets and liabilities and prices | (404,771) | 928,747 | (388,817) | 1,276,015 | (200,917) | 82,742 | (137,470) | 519,917 | ||||||||||
Foreign exchange of derivatives | 79,630 | (319,846) | 118,713 | (596,821) | 128,117 | (233,395) | 139,026 | (563,506) | ||||||||||
Interest and fair value of derivatives | 1,539 | (261,483) | (137,688) | (475,349) | (36,440) | (299,466) | (149,734) | (462,557) | ||||||||||
Net Monetary Gains or Losses (1) | - | - | - | - | 106,083 | 237,504 | 59,580 | 332,721 | ||||||||||
(323,602) | 347,418 | (407,792) | 203,845 | (3,157) | (212,615) | (88,598) | (173,425) | |||||||||||
(1,125,860) | (2,356,878) | (1,009,911) | (1,730,010) | (673,675) | (2,633,078) | (682,369) | (2,066,704) |
(1) | Effects of monetary correction resulting from operations in hyperinflationary economy. |
(2) | The adjustment to present value considers the balances of trade accounts receivable and trade accounts payable and the rate used for the nine-month period ended on September 30, 2023 was 14.18% p.a. (15.46% p.a. in the same period of the previous year). |
(3) | Includes financial income in the amount of R$46,768 relating repurchase of senior notes (note 15.2). |
87 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
28. | Expenses by Nature |
The Company discloses its statement of income by function and thus presents below the details by nature:
Parent company | Consolidated | ||||||||||||||
2023 | 2022 | 2023 | 2022 | ||||||||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||||||
Costs of sales | |||||||||||||||
Raw materials and supplies (1) | 7,059,604 | 21,151,829 | 7,674,893 | 21,944,609 | 8,451,024 | 25,114,651 | 8,772,474 | 25,419,760 | |||||||
Salaries and employees benefits | 1,186,521 | 3,493,990 | 1,095,423 | 3,245,562 | 1,358,366 | 3,823,538 | 1,179,308 | 3,514,408 | |||||||
Depreciation | 591,025 | 1,713,209 | 555,286 | 1,598,607 | 590,226 | 1,788,556 | 586,146 | 1,706,339 | |||||||
Amortization | 26,510 | 78,681 | 20,089 | 60,602 | 51,030 | 153,228 | 45,648 | 135,538 | |||||||
Other | 779,479 | 2,445,296 | 739,936 | 2,248,704 | 873,476 | 2,668,140 | 874,507 | 2,566,531 | |||||||
9,643,139 | 28,883,005 | 10,085,627 | 29,098,084 | 11,324,122 | 33,548,113 | 11,458,083 | 33,342,576 | ||||||||
Sales expenses | |||||||||||||||
Indirect and direct logistics expenses | 976,467 | 2,855,932 | 1,060,631 | 2,573,229 | 935,593 | 2,676,364 | 950,458 | 2,388,081 | |||||||
Marketing | 144,963 | 427,254 | 130,110 | 353,891 | 188,053 | 547,514 | 169,689 | 480,436 | |||||||
Salaries and employees benefits | 313,172 | 897,542 | 306,820 | 864,438 | 416,878 | 1,201,624 | 418,903 | 1,182,347 | |||||||
Depreciation | 65,164 | 156,261 | 38,962 | 121,367 | 103,438 | 281,045 | 89,186 | 249,263 | |||||||
Amortization | 14,604 | 43,859 | 10,673 | 37,959 | 19,427 | 58,679 | 15,794 | 51,180 | |||||||
Other | 116,684 | 391,353 | 156,106 | 468,206 | 205,816 | 612,258 | 216,102 | 661,784 | |||||||
1,631,054 | 4,772,201 | 1,703,302 | 4,419,090 | 1,869,205 | 5,377,484 | 1,860,132 | 5,013,091 | ||||||||
Administrative expenses | |||||||||||||||
Salaries and employees benefits | 56,715 | 147,738 | 67,110 | 177,723 | 90,117 | 240,301 | 104,029 | 275,969 | |||||||
Fees | 12,833 | 38,033 | 15,675 | 45,051 | 12,949 | 38,267 | 15,747 | 45,208 | |||||||
Depreciation | 5,858 | 19,637 | 6,075 | 17,502 | 8,287 | 26,949 | 7,345 | 25,097 | |||||||
Amortization | 14,671 | 37,265 | 11,120 | 20,457 | 18,772 | 46,941 | 15,088 | 27,312 | |||||||
Other | 22,348 | 68,106 | 25,424 | 68,168 | 48,614 | 145,532 | 54,963 | 144,534 | |||||||
112,425 | 310,779 | 125,404 | 328,901 | 178,739 | 497,990 | 197,172 | 518,120 |
(1) | Includes recoveries of ICMS, PIS and COFINS taxes on inputs, INSS credits and export credits in the amount of R$101,419 for the nine-month ended September 30, 2023 (R$62,330 in the same period of previous year) and $48,545 for the three-month ended September 30, 2023 (R$23,558 in the same period of previous year). |
The Company incurred in expenses with internal research and development of new products of R$34,530 for the nine-month period ended September 30, 2023 in the Parent Company and in the Consolidated (R$26,549 in the Parent Company and in the Consolidated in the same period of previous year) and R$12,082 for the three-month period ended September 30, 2023 in the Parent Company and in the Consolidated (R$6,791 in the Parent Company and in the Consolidated in the same period of previous year).
88 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
The balances of the transactions with related parties are as follows:
Parent company | ||||||||||||||||||||
Accounts receivable | Dividends and interest on shareholders' equity receivable | Trade accounts payable | Other rights | Advances and other liabilities | ||||||||||||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | |||||||||||
Banvit | - | - | - | - | - | - | 4,592 | 2,683 | - | - | ||||||||||
BRF Energia S.A. | - | - | - | - | (120,756) | (19,925) | - | - | - | - | ||||||||||
BRF Foods GmbH | 358,614 | 470,608 | - | - | - | - | 124 | 9 | - | - | ||||||||||
BRF Foods LLC | - | - | - | - | (10) | - | - | - | - | - | ||||||||||
BRF Global GmbH | 4,531,717 | 3,903,189 | �� - | - | - | - | - | - | (5,210,803) | (1) | (7,042,333) | |||||||||
BRF GmbH | - | - | - | - | - | - | - | - | (1,286,474) | (2) | (1,611,779) | |||||||||
BRF Pet S.A. | - | - | - | - | - | - | - | - | - | |||||||||||
Hercosul Alimentos Ltda. | 2,518 | 10,662 | - | - | - | - | 328 | - | - | - | ||||||||||
Al-Wafi Factory | - | - | - | - | - | - | 241 | |||||||||||||
Hercosul International S.R.L. | 19 | 732 | - | - | (800) | (1,519) | - | - | - | - | ||||||||||
Mogiana Alimentos S.A. | 5,140 | 19,934 | - | - | - | (56) | 370 | - | - | - | ||||||||||
Sadia Alimentos S.A. | - | - | - | - | - | - | - | - | (3,540) | (4,019) | ||||||||||
Sadia Chile S.A. | 315,038 | 258,116 | - | - | - | - | 90 | 90 | - | - | ||||||||||
Sadia Uruguay S.A. | 10,437 | - | - | - | - | - | - | - | (48,327) | (47,141) | ||||||||||
VIP S.A. Empreendimentos e Partic. Imob. | - | - | - | 64 | - | - | - | - | - | - | ||||||||||
Marfrig Global Foods S.A. | 7,170 | 11,251 | - | - | (28,661) | (24,228) | - | - | - | - | ||||||||||
Marfrig Chile S.A. | 1,745 | 796 | - | - | - | - | - | - | - | - | ||||||||||
Quickfood S.A. | 18,804 | 18,531 | - | - | - | - | - | - | - | - | ||||||||||
Marfrig Alimentos S.A. | - | 98 | - | - | - | - | - | - | - | - | ||||||||||
Pampeano Alimentos S.A. | - | 217 | - | - | - | - | - | - | - | - | ||||||||||
Total | 5,251,202 | 4,694,134 | - | 64 | (150,227) | (45,728) | 5,745 | 2,783 | (6,549,144) | (8,705,272) |
(1) | The amount corresponds to export pre-payments, usual operation between the productive units in Brazil with the wholly-owned subsidiaries that operate as trading companies in the international market. |
(2) | BRF S.A. performs reimbursement to certain subsidiaries for losses incurred in the normal course of their operations, generating liabilities recorded as Other Obligations with Related Parties. |
89 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | |||||||
Accounts receivable | Trade accounts payable | ||||||
09.30.23 | 12.31.22 | 09.30.23 | 12.31.22 | ||||
Marfrig Global Foods S.A. | 7,170 | 11,251 | (31,349) | (26,970) | |||
Marfrig Chile S.A. | 2,698 | 2,258 | (74) | (42) | |||
Quickfood S.A. | 18,804 | 18,531 | - | - | |||
Marfrig Alimentos S.A. | - | 98 | - | - | |||
Weston Importers Ltd. | 325 | - | - | - | |||
Pampeano Alimentos S.A. | - | 217 | - | - | |||
Total | 28,997 | 32,355 | (31,423) | (27,012) |
Parent company | |||||||||||||||||||||||
Sales | Financial results, net | Purchases | |||||||||||||||||||||
2023 | 2022 | 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||||||||||
BRF Energia S.A. | - | - | - | - | - | - | - | - | (59,996) | (221,717) | (85,213) | (251,287) | |||||||||||
BRF Foods GmbH | - | - | 114,614 | 279,574 | - | - | - | - | - | - | - | - | |||||||||||
BRF Global GmbH | 4,514,835 | 13,938,236 | 4,502,250 | 12,084,487 | (116,760) | (342,199) | (55,754) | (177,817) | - | - | - | - | |||||||||||
BRF Pet S.A. | - | - | 1,935 | 8,681 | - | - | - | - | - | - | (67) | (266) | |||||||||||
Hercosul Alimentos Ltda. | 2,011 | 17,319 | 12,939 | 24,502 | - | - | - | - | - | - | (901) | (15,748) | |||||||||||
Hercosul Distrib. Ltda. | - | - | - | 4,082 | - | - | - | - | - | - | - | ||||||||||||
Hercosul International S.R.L. | - | 1,427 | 1,503 | 2,708 | - | - | - | - | - | (2,286) | (2,028) | (3,773) | |||||||||||
Hercosul Solução em Transportes | - | - | - | - | - | - | - | - | (221) | (431) | |||||||||||||
Mogiana Alimentos S.A. | 4,187 | 33,447 | 21,219 | 28,964 | - | - | - | - | - | - | - | ||||||||||||
Sadia Alimentos S.A. | - | - | (46) | (132) | (44) | (128) | - | - | - | - | |||||||||||||
Sadia Chile S.A. | 119,226 | 341,936 | 98,593 | 243,176 | - | - | - | - | - | - | - | - | |||||||||||
Sadia Uruguay S.A. | 37,542 | 92,157 | 24,476 | 75,882 | (1,034) | (2,978) | (967) | (2,750) | - | - | - | - | |||||||||||
Marfrig Global Foods S.A. | 10,082 | 45,463 | 16,898 | 58,955 | - | - | - | - | (101,074) | (281,008) | (100,034) | (354,906) | |||||||||||
Marfrig Chile S.A. | 1,982 | 5,789 | 2,378 | 5,413 | - | - | - | - | - | - | - | - | |||||||||||
Quickfood S.A. | 17,967 | 76,022 | 32,603 | 56,469 | - | - | - | - | - | - | - | - | |||||||||||
Marfrig Alimentos S.A. | - | - | - | 242 | - | - | - | - | - | - | - | - | |||||||||||
Pampeano Alimentos S/A | 76 | 372 | - | - | - | - | - | - | - | - | - | ||||||||||||
Total | 4,707,908 | 14,552,168 | 4,829,408 | 12,873,135 | (117,840) | (345,309) | (56,765) | (180,695) | (161,070) | (505,011) | (188,464) | (626,411) |
90 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Consolidated | ||||||||||||||||
Sales | Purchases | |||||||||||||||
2023 | 2022 | 2023 | 2022 | |||||||||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | Jul - Set | Jan - Set | |||||||||
Marfrig Global Foods S.A. | 10,082 | 45,463 | 16,898 | 58,954 | (134,693) | (388,685) | (150,218) | (418,995) | ||||||||
Marfrig Chile S.A. | 3,085 | 9,217 | 3,816 | 12,186 | (235) | (1,019) | (742) | (934) | ||||||||
Quickfood S.A. | 17,967 | 76,022 | 32,603 | 59,432 | - | - | - | - | ||||||||
Marfrig Alimentos S.A. | - | - | - | 242 | - | - | - | - | ||||||||
Weston Importers Ltd. | 629 | 945 | - | - | - | - | - | - | ||||||||
Pampeano Alimentos S/A | 76 | 372 | - | - | - | - | - | - | ||||||||
Total | 31,839 | 132,019 | 53,317 | 130,814 | (134,928) | (389,704) | (150,960) | (419,929) |
The subsidiaries of the Company enter into loan agreements pursuant its cash management strategy respecting market conditions. As of September 30, 2023 the balance of these transactions was R$1,223,420 (R$2,156,987 as of December 31, 2022).
The Company made contributions related to the post-employment benefit plans of its employees to BRF Previdência, which holds these plans (note 19). Additionally, the Company leased properties owned by BRF Previdência, and for the nine-month period ended September 30, 2023 the total amount of lease payments was R$16,053 (R$16,269 in the same period of the previous year) and for the three-month period ended September 30, 2023 the total amount of lease payments was R$5,883 (R$5,973 in the same period of the previous year).
The Company maintains other transactions with related parties resulting from guarantees, transferences and donations to related associations and institutes, as well as leasing and other commercial transactions with related people and entities. Such transactions are compliant with the Related Party Transactions Policy and are not relevant, individually or in aggregate.
On December 16, 2022, BRF issued a guarantee to the promissory commercial notes issued by Potengi, public offering with limited distribution efforts with maturity in eighteen (18) months. The total amount of the Offer is R$700,000. BRF issued a joint guarantee limited to the amount corresponding to 24% of the Offer amount.
29.1. | Management remuneration |
The total remuneration and benefits expense with board members, statutory directors and the head of internal audit are set forth below:
Consolidated | |||||||
2023 | 2022 | ||||||
Jul - Set | Jan - Set | Jul - Set | Jan - Set | ||||
Salary and profit sharing | 18,356 | 47,448 | 14,650 | 46,681 | |||
Short-term benefits (1) | 62 | 224 | 112 | 357 | |||
Private pension | 186 | 556 | 196 | 641 | |||
Termination benefits | 2,486 | 5,514 | 177 | 1,237 | |||
Share-based payment | 3,222 | 12,378 | 6,715 | 20,612 | |||
24,313 | 66,120 | 21,850 | 69,528 |
(1) | Comprises: medical assistance, educational expenses and others. |
91 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
In addition, the executive officers (non-statutory) received among remuneration and benefits the total amount of R$14,067 for the nine-month ended September 30, 2023 (R$20,402 in the same period of the previous year) and R$4,409 for the three-month ended September 30, 2023 (R$9,868 in the same period of the previous year).
In the normal course of the business, the Company entered into long-term agreements with third parties, which mainly include purchase of secondary materials, energy inputs, storage services and industrialization among others to support its activities. In these agreements the agreed prices can be fixed or variable. These agreements contain termination interruption clauses in the event of for default on certain essential obligations and generally, the Company purchases the minimum amounts agreed under the agreements, for this reason, there are no liabilities recorded in addition to the amount that is recognized on an accrual basis. On September 30, 2023, firm purchase commitments in the Parent Company totaled R$4,732,887 and R$5,377,072 in the Consolidated (R$2,327,688 in the Parent Company and R$2,435,507 in the Consolidated on December 31, 2022). (1)
(1) | In order to improve information on commitments, the Company reevaluated the format and basis of disclosure and began to demonstrate only values referring to commitments already contracted with termination clauses for non-compliance. |
31. | Transactions that do not involve cash |
The following transactions did not involve cash or cash equivalents during the nine-month period ended September 30, 2023:
(i) | Capitalized loan interest: for the nine-month ended September 30, 2023 amounted to R$42,350 in the Parent Company and R$47,552 in the Consolidated (R$66,070 in the Parent Company and R$71,580 in the Consolidated in the same period of the previous year) and for the three-month ended September 30, 2023 amounted to R$10,440 in the Parent Company and R$11,831 in the Consolidated (R$18,415 in the Parent Company and R$19,896 in the Consolidated in the same period of the previous year). |
(ii) | Addition of lease by right-of-use assets and respective lease liability: for the nine-month period ended on September 30, 2023 amounted to R$1,066,840 in the parent company and R$1,093,623 in the consolidated (R$643,362 in the parent company and R$948,982 in the consolidated in the same period of the previous year) for the three-month period ended on September 30, 2023 amounted to R$563,203 in the parent company and R$578,452 in the consolidated (R$285,628 in the parent company and R$419,778 in the same period of the previous year). |
(iii) | Leniency Agreement: in the 2nd quarter of 2023, the amount of Leniency Agreement, updated according the agreement, was settled, as follows: (i) 70% with tax losses in the amount of R$435,128 (note 10.1); (ii) 30% with PIS and COFINS and IRPJ tax credits in the amount of R$186,483 (notes 9.2 and 9.4). |
32. | Events After the Reporting Period |
32.1. | Tender offers and make-whole redemption of Senior Notes |
92 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
On October 4, 2023 the process of tender offers and make-whole redemption of Senior Notes due in 2024 was closed, (make-whole redemption in full). On this date 100% of their principal amount of US$295,363 plus accrued and unpaid interest in the aggregate amount of US$5,183 were liquidated. Also on this date, the derivatives contracted to protect the aforementioned Senior Notes were settled in advance (note 23.2.1.i).
32.2. | Engagement of financial institutions for the structuring of FIDC |
On November 01, 2023, the Company formalized the mandates with UBS Brasil Corretora de Câmbio, Títulos e Valores Mobiliários S.A., Banco Bradesco BBI S.A., Banco Itaú BBA S.A. and Banco Rabobank International Brasil S.A., to advise in the structuring and initial placement of the quotas of the 1st class of the BRF Clients II Receivables Investment Fund with Limited Liability (Primeira Classe do Fundo de Investimento em Direitos Creditórios Clientes BRF II de Responsabilidade Limitada), at an initial amount of, at least, R$800.000, which will have as its investment policy the acquisition of credit rights deriving from commercial transactions carried out between the Company and its customers. The New Fund is being structured to replace and provide continuity to the transactions carried out by the BRF Clients Receivables Investment Fund (Fundo de Investimento em Direitos Creditórios Clientes BRF), created in December, 2018, which will have its final amortization due in December, 2023.
93 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
33. | Approval of the Interim Financial Information |
The interim financial information were approved and the issuance authorized by the Board of Directors on November 13, 2023.
BOARD OF DIRECTORS | |
Global President Office (Non-Independent) | Marcos Antonio Molina dos Santos |
Vice-Chairman (Non-Independent) | Sérgio Agapito Lires Rial |
Independent Member | Aldo Luiz Mendes |
Independent Member | Altamir Batista Mateus da Silva |
Independent Member | Deborah Stern Vieitas |
Non-Independent Member | Eduardo Augusto Rocha Pocetti |
Non-Independent Member | Márcia Aparecida Pascoal Marçal dos Santos |
Independent Member | Pedro de Camargo Neto |
Independent Member | Augusto Marques da Cruz Filho |
Independent Member | Flavia Maria Bittencourt |
FISCAL COUNCIL | |
Member | Attílio Guaspari |
Member | Marco Antônio Peixoto Simões Velozo |
Member | Bernardo Szpigel |
AUDIT AND INTEGRITY COMMITTEE | |
Comittee Coordinator | Augusto Marques da Cruz Filho |
Member | Deborah Stern Vieitas |
Member | Eduardo Augusto Rocha Pocetti |
External Member | Manoel Cordeiro Silva Filho |
BOARD OF EXECUTIVE OFFICERS | |
Global Chief Executive Officer | Miguel de Souza Gularte |
Financial and Investor Relations Vice-President | Fábio Luis Mendes Mariano |
People, Sustainability and Digital Vice-Presiden | Alessandro Rosa Bonorino |
Vice President of Industrial Operations and Logistics | Artemio Listoni |
Agribusiness and Product Quality Vice-President | Fabio Duarte Stumpf |
International Markets and Planning Vice-President | Leonardo Campo Dallorto |
Brazil Commercial Vice-President | Manoel Reinaldo Manzano Martins Junior |
Marketing and New Businesses Vice-President | Marcel Sacco |
Marcos Roberto Badollato | |
Accounting Director - CRC 1SP219369/O-4 |
94 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Breakdown of the Capital by Owner (Not reviewed)
The shareholding position of the shareholders holding more than 5% of the voting stock, management and members of the Board of Directors is presented below:
09.30.23 | 12.31.22 | |||||||
Shareholders | Quantity | % | Quantity | % | ||||
Major shareholders | ||||||||
Marfrig Global Foods S.A. | 757,225,906 | 45.01 | 360,133,580 | 33.27 | ||||
Salic | 180,000,000 | 10.70 | - | - | ||||
Kapitalo Investimentos Ltda. | 107,982,757 | 6.42 | 55,730,079 | 5.15 | ||||
Caixa de Previd. dos Func. do Banco do Brasil | 103,328,121 | 6.14 | 67,560,738 | 6.24 | ||||
Management | ||||||||
Board of Directors | 518,900 | 0.03 | 518,900 | 0.05 | ||||
Executives | 717,432 | 0.04 | 655,163 | 0.06 | ||||
Treasury shares | 3,817,179 | 0.23 | 4,356,397 | 0.40 | ||||
Other | 528,882,951 | 31.43 | 593,518,389 | 54.83 | ||||
1,682,473,246 | 100.00 | 1,082,473,246 | 100.00 |
95 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
INDEPENDENT AUDITORS’ REPORT ON REVIEW INTERIM FINANCIAL INFORMATION
To the Board of directors and shareholders of
BRF S.A.
Itajaí – SC
Introduction
We have reviewed the accompanying individual and consolidated interim financial information of BRF S.A. (the Company), comprised in the Quarterly Information Form for the quarter ended September 30, 2023, comprising the balance sheet as of September 30, 2023 and the respective statements of income and of comprehensive income for the three and nine-month periods then ended and the changes in shareholders’ equity and of cash flows for the period of nine months then ended, including the footnotes.
Management is responsible for the preparation of the individual and consolidated interim financial information in accordance with NBC TG 21 – Interim Financial Reporting and with the international standard IAS 34 – Interim Financial Reporting, as issued by the International Accounting Standards Board (Iasb), such as for the presentation of these information in accordance with the standards issued by the Brazilian Securities and Exchange Commission, applicable to the preparation of interim financial information. Our responsibility is to express a conclusion on this interim financial information based on our review.
Review scope
We conducted our review in accordance with the Brazilian and International standards on reviews of interim 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). The review of interim information consists of making inquiries, primarily of persons responsible for the 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 the audit standards and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion on the individual and consolidated interim financial information
Based on our review, nothing has come to our attention that causes us to believe that the individual and consolidated interim financial information included in the quarterly information form referred to above has not been prepared, in all material respects, in accordance with NBC TG 21 and IAS 34 applicable to the preparation of interim financial information and presented in accordance with the standards issued by the Brazilian Securities and Exchange Commission.
Other matters
Statements of value added
The quarterly information referred to above includes the individual and consolidated statements of value added for the period of nine months ended September 30, 2023, prepared under the responsibility of the Company's management, and presented as supplementary information for the purposes of IAS 34. These statements were submitted to the same review procedures in conjunction with the review of the Company's interim financial information to conclude they are reconciliated to the interim financial information and to the accounting records, as applicable, and whether the structure and content are in accordance with the criteria established in the NBC TG 09 - Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that the accompanying statements of value added were not prepared, in all material respects, in accordance with the individual and consolidated interim financial information taken as a whole.
Audit and review of the corresponding amounts of the fiscal year and comparative period
The audit of the individual and consolidated financial statements of the Company as of December 31, 2022 was conducted under the responsibility of another independent auditor, which issued an audit report without qualifications on February 28, 2023. The review of the individual and consolidated interim financial information for the period of nine months ended September 30, 2022 was conducted under the responsibility of another independent auditor, which issued a review report on that quarterly information, without qualifications, on November 9, 2022, including an emphasis of matter paragraph related to investigations concluded by US government entities and investigations conducted, at that time, by Brazilian government entities involving the Company.
São Paulo, November 13, 2023
Grant Thornton Auditores Independentes Ltda.
CRC 2SP-025.583/O-1
Octavio Zampirollo Neto
Accountant CRC 1SP-289.095/O-3
96 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Opinion of the Audit and Integrity Committee
The Audit and Integrity Committee of BRF S.A., in fulfilling its statutory and legal duties, examined the interim financial information (Parent Company and Consolidated) for the nine-month period ended on September 30, 2023, the Management Report and the review report issued without modification by Grant Thornton Auditores Independentes Ltda.
There were no situations of significant divergence between the Company's Management, the independent auditors and the Audit Committee in relation to the Company's interim financial information.
Based on the documents reviewed and the explanations provided, the members of the Audit and Integrity Committee, undersigned, issued the opinion that the interim financial information are in a position to be approved.
São Paulo, November 13, 2023.
Augusto Marques da Cruz Filho
Coordinator
Eduardo Augusto Rocha Pocetti
Member
Deborah Stern Vieitas
Member
Manoel Cordeiro Silva Filho
External Member
97 |
Interim Financial Information, Individual and Consolidated | September 30, 2023 |
Statement of Executive Board on the Interim Financial Information and Independent Auditor’s Report
In compliance with the dispositions of sections V and VI of the article 25 of the CVM Instruction No. 480/09, the executive board of BRF S.A. states that:
(i) | reviewed, discussed and agreed with the Company's interim financial information for the nine-month period ended on September 30, 2023, and |
(ii) | reviewed, discussed and agreed with the conclusions expressed in the audit report issued by Grant Thornton Auditores Independentes Ltda. for the Company's interim financial information for the nine-month period ended on September 30, 2023. |
São Paulo, November 13, 2023.
Miguel de Souza Gularte
Global Chief Executive Officer
Fábio Luis Mendes Mariano
Financial and Investor Relations Vice-President
Alessandro Rosa Bonorino
People, Sustainability and Digital Vice-President
Artemio Listoni
Vice President of Industrial Operations and Logistics
Fabio Duarte Stumpf
Agribusiness and Product Quality Vice-President
Leonardo Campo Dallorto
International Markets and Planning Vice-President
Manoel Reinaldo Manzano Martins Junior
Brazil Commercial Vice-President
Marcel Sacco
Marketing and New Businesses Vice-President
98 |