REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2008
Commission File Number 1-15184
SADIA S.A.
(Exact Name as Specified in its Charter)
N/A
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(Translation of Registrant's Name)
Rua Fortunato Ferraz, 365
Vila Anastacio, Sao Paulo, SP
05093-901 Brazil
(Address of principal executive offices) (Zip code)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [X]
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the Report to be signed
on its behalf by the undersigned, thereunto duly authorized.
Date: February 01, 2008
SADIA S.A.
By:/s/Welson Teixeira Junior
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Name: Welson Teixeira Junior
Title: Investor Relations Officer
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Sadia S.A.
Financial statements |
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Sadia S.A.
Publicly-held company
Financial statements
December 31, 2007 and 2006
Contents
2
To
The Board of Directors and Shareholders of
Sadia S.A.
Concórdia - SC
1. We have examined the balance sheets of Sadia S.A. and the consolidated balance sheets of
the Company and its subsidiaries as of December 31, 2007 and 2006, and the related
statements of income, changes in shareholders equity and changes in financial position for
the years then ended, which are the responsibility of its management. Our responsibility is to
express an opinion on these financial statements. |
2. Our examinations were conducted in accordance with auditing standards generally accepted in Brazil and included: (a) planning of the audit work, considering the materiality of the balances, the volume of transactions and the accounting systems and internal accounting controls of the Company and its subsidiaries; (b) verification, on a test basis, of the evidence and records which support the amounts and accounting information disclosed; and (c) evaluation of the most significant accounting policies and estimates adopted by Company management and its subsidiaries, as well as the presentation of the financial statements taken as a whole. |
3. In our opinion, the aforementioned financial statements present fairly, in all material respects, the financial position of Sadia S.A. and the consolidated financial position of the Company and its subsidiaries as of December 31, 2007 and 2006, and the results of its operations, changes in its shareholders equity and changes in its financial position for the year then ended, in conformity with accounting practices adopted in Brazil. |
3 |
1.
2.
3.
4. Our examinations were performed with the objective of expressing an opinion on the financial statements taken as a whole. The statements of cash flows and added value as of December 31, 2007 and 2006 are supplementary to the aforementioned financial statements and have been included to facilitate additional analysis. This supplementary information was subject to the same audit procedures as applied to the aforementioned financial statements and, in our opinion, is presented fairly, in all material respects, in relation to the financial statements taken as a whole. |
4.
January 29, 2008
KPMG Auditores Independentes
CRC SP014428/O-6-S-SC
Adelino Dias Pinho
Accountant CRC SP097869/O-6-S-SC
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Sadia S.A. |
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Publicly-held Company |
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December 31, 2007 and 2006 |
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(In thousands of Reais) |
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Parent company |
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Consolidated |
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Assets |
Note |
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2007 |
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2006 |
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2007 |
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2006 |
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Current assets |
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Cash and cash equivalents |
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251,567 |
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200,177 |
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320,028 |
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234,069 |
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Short-term investments |
5 |
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429,299 |
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371,535 |
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2,049,281 |
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2,187,406 |
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Receivables from future contracts |
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- |
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- |
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46,684 |
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26,357 |
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Trade accounts receivable |
6 |
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439,944 |
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617,408 |
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486,586 |
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678,598 |
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Inventories |
7 |
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1,086,944 |
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1,011,691 |
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1,168,936 |
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1,084,454 |
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Recoverable taxes |
8 |
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256,717 |
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160,905 |
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325,868 |
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169,347 |
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Deferred taxes |
23 |
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32,533 |
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52,518 |
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35,992 |
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56,509 |
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Other credits |
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80,516 |
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208,946 |
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130,641 |
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229,909 |
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2,577,520 |
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2,623,180 |
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4,564,016 |
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4,666,649 |
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Noncurrent assets |
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Long-term investments |
5 |
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136,042 |
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129,127 |
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136,042 |
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129,127 |
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Recoverable taxes |
8 |
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163,752 |
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161,237 |
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165,225 |
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162,229 |
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Deferred taxes |
23 |
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95,375 |
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83,243 |
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95,375 |
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83,243 |
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Judicial deposits |
16 |
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41,782 |
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46,968 |
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42,004 |
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46,968 |
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Related parties |
9 |
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5,280 |
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92,952 |
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- |
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- |
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Advances to suppliers |
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61,753 |
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73,358 |
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61,753 |
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73,358 |
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Other credits |
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25,721 |
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23,814 |
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30,392 |
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25,751 |
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529,705 |
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610,699 |
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530,791 |
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520,676 |
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Permanent assets |
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Investments |
10 |
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1,796,815 |
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1,286,456 |
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65,787 |
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55,588 |
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Property, plant and equipment |
11 |
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2,788,249 |
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2,239,468 |
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2,938,214 |
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2,267,685 |
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Deferred charges |
12 |
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75,123 |
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57,810 |
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82,572 |
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65,753 |
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4,660,187 |
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3,583,734 |
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3,086,573 |
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2,389,026 |
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Total |
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7,767,412 |
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6,817,613 |
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8,181,380 |
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7,576,351 |
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See the accompanying notes to the financial statements. |
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5
Balance sheets |
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December 31, 2007 and 2006 |
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(In thousands of Reais) |
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Parent company |
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Consolidated |
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Liabilities and shareholders* equity |
Note |
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2007 |
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2006 |
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2007 |
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2006 |
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Current liabilities |
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Loans and financing |
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13 |
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457,510 |
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362,473 |
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989,614 |
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1,207,878 |
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Payables from future contracts |
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1,662 |
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510 |
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22,409 |
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9,077 |
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Suppliers |
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583,965 |
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494,643 |
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593,951 |
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503,285 |
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Advances from subsidiaries |
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9 |
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1,169,098 |
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720,751 |
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- |
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- |
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Salaries, social charges and accrued vacation |
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payable |
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128,432 |
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110,324 |
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132,500 |
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112,433 |
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Taxes payable |
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51,109 |
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55,930 |
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65,859 |
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63,349 |
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Dividends payable |
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17 |
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135,666 |
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59,420 |
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135,666 |
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59,420 |
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Employees* profit sharing |
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19 |
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74,215 |
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44,581 |
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82,346 |
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45,776 |
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Deferred taxes |
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23 |
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10,969 |
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18,355 |
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10,969 |
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18,355 |
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Other accounts payable |
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137,202 |
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127,179 |
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195,055 |
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182,672 |
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2,749,828 |
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1,994,166 |
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2,228,369 |
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2,202,245 |
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Noncurrent liabilities |
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Loans and financing |
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14 |
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1,170,111 |
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1,095,422 |
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2,688,115 |
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2,677,542 |
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Advances from subsidiaries |
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9 |
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624,029 |
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1,025,812 |
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- |
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- |
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Employee benefit plan |
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15 |
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107,418 |
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96,178 |
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107,418 |
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96,178 |
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Provision for contingencies |
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16 |
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51,870 |
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43,616 |
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66,794 |
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44,765 |
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Deferred taxes |
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23 |
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98,725 |
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76,369 |
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98,725 |
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76,369 |
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Other accounts payable |
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48,214 |
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19,956 |
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46,840 |
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19,930 |
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2,100,367 |
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2,357,353 |
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3,007,892 |
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2,914,784 |
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Minority interest in subsidiaries |
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34,599 |
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964 |
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Shareholders* equity |
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17 |
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Capital |
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2,000,000 |
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1,500,000 |
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2,000,000 |
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1,500,000 |
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Capital reserve |
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20,507 |
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5 |
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20,507 |
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5 |
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Profit reserves |
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980,828 |
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999,430 |
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980,828 |
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999,430 |
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Treasury stock |
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(84,118) |
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(33,341) |
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(84,118) |
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(33,341) |
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Retained earnings |
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- |
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- |
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(6,697) |
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(7,736) |
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2,917,217 |
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2,466,094 |
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2,910,520 |
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2,458,358 |
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Total |
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7,767,412 |
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6,817,613 |
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8,181,380 |
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7,576,351 |
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6
Sadia S.A. |
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
Publicly-held Company |
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Years ended December 31, 2007 and 2006 |
|
|
||||||||
(In thousands of Reais, except for information on earnings per shares) |
|
|
||||||||
|
|
|
|
Parent company |
|
Consolidated |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Note |
|
2007 |
|
2006 |
|
2007 |
|
2006 |
Gross operating revenue |
|
|
|
|
|
|
|
|
|
|
Domestic market |
|
|
5,316,561 |
|
4,482,017 |
|
5,319,918 |
|
4,482,017 |
|
Foreign market |
|
|
3,806,281 |
|
3,145,589 |
|
4,524,035 |
|
3,458,463 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,122,842 |
|
7,627,606 |
|
9,843,953 |
|
7,940,480 |
|
|
|
|
|
|
|
|
|
|
|
Sales deductions |
|
|
(1,084,150) |
|
(922,712) |
|
(1,220,762) |
|
(1,063,779) |
|
|
|
|
|
|
|
|
|
|
|
|
Net operating revenue |
|
|
8,038,692 |
|
6,704,894 |
|
8,623,191 |
|
6,876,701 |
|
|
|
|
|
|
|
|
|
|
|
|
Cost of goods sold |
|
|
(6,284,379) |
|
(5,160,351) |
|
(6,312,130) |
|
(5,185,217) |
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
1,754,313 |
|
1,544,543 |
|
2,311,061 |
|
1,691,484 |
|
|
|
|
|
|
|
|
|
|
|
|
Selling expenses |
|
|
(1,330,507) |
|
(1,172,189) |
|
(1,464,262) |
|
(1,286,994) |
|
Administrative |
|
|
(84,851) |
|
(57,406) |
|
(84,300) |
|
(57,251) |
|
Management Fees |
|
|
(16,433) |
|
(14,011) |
|
(16,433) |
|
(14,011) |
|
Other operating income |
20 |
|
3,575 |
|
57,443 |
|
6,792 |
|
58,877 |
|
Employees* profit sharing |
19 |
|
(74,217) |
|
(46,772) |
|
(83,128) |
|
(48,349) |
|
Financial income (expenses), net |
21 |
|
3,614 |
|
(93,218) |
|
(36,587) |
|
76,681 |
|
Equity in earnings of subsidiaries |
10 |
|
473,665 |
|
204,001 |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
Operating income |
|
|
729,159 |
|
422,391 |
|
633,143 |
|
420,437 |
|
|
|
|
|
|
|
|
|
|
|
|
Nonoperating income (expense) |
22 |
|
(9,677) |
|
(4,527) |
|
154,793 |
|
(5,783) |
|
|
|
|
|
|
|
|
|
|
|
|
Income before income and social contribution taxes |
|
|
719,482 |
|
417,864 |
|
787,936 |
|
414,654 |
|
|
|
|
|
|
|
|
|
|
|
|
Current income and social contribution taxes |
23 |
|
(8,682) |
|
(8,006) |
|
(76,581) |
|
(10,967) |
|
Deferred income and social contribution taxes |
23 |
|
(22,823) |
|
(29,925) |
|
(23,355) |
|
(28,205) |
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
687,977 |
|
379,933 |
|
688,000 |
|
375,482 |
|
|
|
|
|
|
|
|
|
|
|
|
Minority interest |
|
|
- |
|
- |
|
1,016 |
|
(1,106) |
|
|
|
|
|
|
|
|
|
|
|
|
Controlling shareholder equity interest |
|
|
687,977 |
|
379,933 |
|
689,016 |
|
376,588 |
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per thousand outstanding shares |
|
|
1,022.65 |
|
561.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See the accompanying notes to the financial statements. |
|
|
|
|
|
|
|
|
|
7
Sadia S.A. |
|
|
|
|
|
|
|
|||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Publicly-held Company |
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
||||||||||||
Years ended December 31, 2007 and 2006 |
|
|
|
|
|
|
|
|
|
|||||||||||
(In thousands of Reais) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
Capital reserve |
|
Profit reserves |
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Research & |
|
|
|
|
|
|
|
|
|
|
|
|
Result on sale |
|
Tax incentives |
|
Legal |
|
Expansion |
|
development |
|
Treasury |
|
Retained |
|
|
|
Parent Company |
|
Capital |
|
of treasury stock |
|
and donations |
|
reserve |
|
reserve |
|
reserve |
|
shares |
|
earnings |
|
Total |
|
|
Balances at |
1,500,000 |
|
- |
|
- |
|
55,842 |
|
627,128 |
|
55,447 |
|
(10,377) |
|
- |
|
2,228,040 |
|
||
Acquisition of treasury stock |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
(23,427) |
|
- |
|
(23,427) |
|
||
Sales of treasury stock |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
463 |
|
- |
|
463 |
|
||
Gain on sale of treasury stock |
- |
|
5 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
5 |
|
||
Capital increase with reserves |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
||
Net income for the year |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
379,933 |
|
379,933 |
|
||
Destinations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reserves |
|
- |
|
- |
|
- |
|
18,997 |
|
223,019 |
|
18,997 |
|
- |
|
(261,013) |
|
- |
|
|
Interest on shareholders' equity/dividends |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
(118,920) |
|
(118,920) |
|
||
Balances at December 31, 2006 |
1,500,000 |
|
5 |
|
- |
|
74,839 |
|
850,147 |
|
74,444 |
|
(33,341) |
|
- |
|
2,466,094 |
|
||
Capital increase with reserves |
500,000 |
|
(5) |
|
- |
|
(37,000) |
|
(425,995) |
|
(37,000) |
|
- |
|
- |
|
- |
|
||
Acquisition of treasury stock |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
(51,240) |
|
- |
|
(51,240) |
|
||
Sales of treasury stock |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
463 |
|
- |
|
463 |
|
||
Gain on sale of treasury stock |
- |
|
17 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
17 |
|
||
Tax incentives |
|
- |
|
- |
|
18,930 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
18,930 |
|
|
Donation |
|
- |
|
- |
|
1,560 |
|
- |
|
- |
|
- |
|
- |
|
- |
|
1,560 |
|
|
Net income for the year |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
687,977 |
|
687,977 |
|
||
Destinations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reserves |
|
- |
|
- |
|
- |
|
34,399 |
|
412,595 |
|
34,399 |
|
- |
|
(481,393) |
|
- |
|
|
Interest on shareholders' equity/dividends |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
(206,584) |
|
(206,584) |
|
||
Balances at December 31, 2007 |
2,000,000 |
|
17 |
|
20,490 |
|
72,238 |
|
836,747 |
|
71,843 |
|
(84,118) |
|
- |
|
2,917,217 |
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See the accompanying notes to the financial statements. |
|
|
|
|
|
|
|
|
|
|
|
|
|
8
Sadia S.A. |
|
|
|||||||||
Publicly-held Company |
|
|
|||||||||
|
|
||||||||||
Years ended December 31, 2007 and 2006 |
|
|
|||||||||
(In thousands of Reais) |
|
|
|||||||||
|
|
|
|
|
Parent company |
|
Consolidated |
||||
Sources of funds |
|
|
|
|
|
|
|
|
|||
Operations |
|
|
|
|
|
|
|
|
|||
Net income for the year |
|
687,977 |
|
379,933 |
|
688,000 |
|
375,482 |
|||
Items not affecting working capital |
|
|
|
|
|
|
|
|
|||
Minority interest |
|
- |
|
- |
|
34,651 |
|
254 |
|||
Depreciation, amortization and depletion |
|
304,355 |
|
238,846 |
|
306,155 |
|
240,569 |
|||
Goodwill amortization |
|
20,774 |
|
25,763 |
|
20,774 |
|
25,763 |
|||
Long term interest and variations |
|
(67,214) |
|
20,909 |
|
(457,299) |
|
(69,683) |
|||
Residual cost on disposal of permanent assets |
|
10,426 |
|
8,288 |
|
10,598 |
|
8,978 |
|||
Tax incentives |
|
18,930 |
|
- |
|
18,930 |
|
- |
|||
Donations |
|
1,560 |
|
- |
|
1,560 |
|
- |
|||
Provision for contingencies |
|
8,254 |
|
1,360 |
|
22,029 |
|
206 |
|||
Employee benefit plan |
|
11,240 |
|
13,181 |
|
11,240 |
|
13,181 |
|||
Equity in earnings of subsidiaries |
|
(477,449) |
|
(208,228) |
|
(4,966) |
|
(4,227) |
|||
Exchange variations on foreign investments |
|
- |
|
- |
|
99,655 |
|
(16,810) |
|||
Long term deferred taxes |
|
10,224 |
|
40,186 |
|
10,224 |
|
40,186 |
|||
|
|
|
|
|
529,077 |
|
520,238 |
|
761,551 |
|
613,899 |
From third parties |
|
|
|
|
|
|
|
|
|||
Increase in noncurrent loans and financing |
|
407,570 |
|
592,791 |
|
1,430,106 |
|
1,387,870 |
|||
Redemption of long-term investments |
|
- |
|
- |
|
- |
|
- |
|||
Proceeds obtained from the sale of fixed assets |
|
3,394 |
|
14,915 |
|
3,636 |
|
14,967 |
|||
Interest on shareholders' equity of subsidiaries |
|
- |
|
4,226 |
|
- |
|
- |
|||
Transfer from long-term to current assets |
|
57,134 |
|
36,264 |
|
57,133 |
|
4,567 |
|||
Sale of treasury stock |
|
463 |
|
463 |
|
463 |
|
463 |
|||
Gain on sale of treasury stock |
|
17 |
|
5 |
|
17 |
|
5 |
|||
Transfer from property plant and equipment to current assets |
57,867 |
|
123,656 |
|
94,332 |
|
123,632 |
||||
Increase in other long-term liabilities |
119,125 |
|
627,489 |
|
26,931 |
|
3,106 |
||||
Decrease in the other long-term assets |
88,486 |
|
3,425 |
|
17,801 |
|
- |
||||
|
|
|
|
|
734,056 |
|
1,403,234 |
|
1,630,419 |
|
1,534,610 |
Total sources |
|
1,263,133 |
|
1,923,472 |
|
2,391,970 |
|
2,148,509 |
|||
Applications of funds |
|
|
|
|
|
|
|
|
|||
Long-term assets |
|
|
|
|
|
|
|
|
|||
Long-term investments |
|
40,015 |
|
- |
|
40,015 |
|
- |
|||
Judicial deposit |
|
(5,186) |
|
(4,040) |
|
(4,964) |
|
(4,040) |
|||
Increase in other long-term assets |
|
(18,283) |
|
116,741 |
|
1,919 |
|
87,282 |
|||
Decrease in other long-term liabilities |
|
90,835 |
|
- |
|
849,807 |
|
- |
|||
Investments |
|
53,512 |
|
1,000 |
|
30,973 |
|
4,215 |
|||
Property, plant and equipment |
|
898,034 |
|
963,319 |
|
1,052,482 |
|
975,725 |
|||
Transfer of current liabilities to property, plant and equipment |
|
17,139 |
|
- |
|
17,139 |
|
- |
|||
Deferred charges |
|
27,135 |
|
60,724 |
|
32,448 |
|
79,653 |
|||
Acquisition of treasury stock |
|
51,240 |
|
23,427 |
|
51,240 |
|
23,427 |
|||
Interest on shareholders* equity/dividends |
|
206,584 |
|
118,920 |
|
206,584 |
|
118,920 |
|||
Transfer of current assets to non current assets |
|
20,798 |
|
54,960 |
|
20,797 |
|
54,960 |
|||
Transfer of noncurrent liabilities to current liabilities |
|
682,632 |
|
242,436 |
|
222,287 |
|
343,245 |
|||
Total applications |
|
2,064,455 |
|
1,577,487 |
|
2,520,727 |
|
1,683,387 |
|||
(Decrease)/increase in working capital |
|
(801,322) |
|
345,985 |
|
(128,757) |
|
465,122 |
|||
Changes in working capital |
|
|
|
|
|
|
|
||||
At end of year |
|
(172,308) |
|
629,014 |
|
2,335,647 |
|
2,464,404 |
|||
At beginning of year |
|
629,014 |
|
283,029 |
|
2,464,404 |
|
1,999,282 |
|||
(Decrease)/increase in working capital |
|
(801,322) |
|
345,985 |
|
(128,757) |
|
465,122 |
|||
See the accompanying notes to the financial statements. |
|
|
|
|
|
|
9
Sadia S.A. |
|
||||||||||
Publicly-held Company |
|
||||||||||
|
|||||||||||
Years ended December 31, 2007 and 2006 |
|
|
|
||||||||
(In thousands of Reais) |
|
|
|
||||||||
|
|
|
|
Parent company |
|
Consolidated |
|
||||
Net income for the year |
|
687,977 |
|
379,933 |
|
688,000 |
|
375,482 |
|
||
Adjustments to reconcile net income to cash |
|
|
|
|
|
|
|
|
|
||
generated by operating activities |
|
|
|
|
|
|
|
|
|
||
Variation in minority interest |
|
- |
|
- |
|
34,651 |
|
254 |
|
||
Accrued interest, net of paid interest |
|
(73,461) |
|
29,748 |
|
(265,467) |
|
(64,126) |
|
||
Depreciation, amortization and depletion allowances |
304,355 |
|
238,846 |
|
306,155 |
|
240,569 |
|
|||
Goodwill amortization |
|
20,774 |
|
25,763 |
|
20,774 |
|
25,763 |
|
||
Tax incentives |
|
18,930 |
|
- |
|
18,930 |
|
- |
|
||
Equity in earnings of subsidiaries |
|
(477,449) |
|
(208,228) |
|
(4,966) |
|
(4,227) |
|
||
Exchange variations on foreign investments |
|
- |
|
- |
|
99,655 |
|
(16,810) |
|
||
Deferred taxes |
|
22,823 |
|
29,925 |
|
23,355 |
|
28,205 |
|
||
Contingencies |
|
8,254 |
|
1,360 |
|
22,029 |
|
206 |
|
||
Result from the disposal of permanent assets |
|
10,426 |
|
8,230 |
|
10,598 |
|
8,978 |
|
||
Variation in operating assets and liabilities |
|
|
|
|
|
|
|
|
|
||
Trade accounts receivable |
|
177,464 |
|
(136,254) |
|
192,012 |
|
(168,983) |
|
||
Inventories |
|
(75,253) |
|
(63,131) |
|
(84,482) |
|
(91,964) |
|
||
Recoverable taxes and other |
|
82,089 |
|
(115,359) |
|
(100,190) |
|
(118,691) |
|
||
Judicial deposits |
|
5,186 |
|
4,040 |
|
4,964 |
|
4,040 |
|
||
Suppliers |
|
89,322 |
|
3,984 |
|
90,666 |
|
7,527 |
|
||
Advances from subsidiaries |
|
46,564 |
|
886,849 |
|
- |
|
- |
|
||
Taxes payable, salaries payable and others |
|
84,896 |
|
11,214 |
|
102,129 |
|
43,763 |
|
||
Net cash generated by operating activities |
|
932,897 |
|
1,096,920 |
|
1,158,813 |
|
269,986 |
|
||
Investment activities |
|
|
|
|
|
|
|
|
|
||
Funds from the sale of permanent assets |
|
3,394 |
|
14,915 |
|
3,636 |
|
14,967 |
|
||
Investments in subsidiaries |
|
(53,512) |
|
(1,000) |
|
- |
|
- |
|
||
Purchase of property, plant and equipment |
|
(925,169) |
|
(1,024,043) |
|
(1,084,930) |
|
(1,055,378) |
|
||
Acquisition of subsidiary |
|
(16,020) |
|
(485) |
|
(16,020) |
|
(485) |
|
||
Short-term investments |
|
(91,534) |
|
(624,169) |
|
(3,270,218) |
|
(3,320,118) |
|
||
Redemption of investments |
|
3,692 |
|
562,510 |
|
3,231,915 |
|
3,167,532 |
|
||
Net cash from investment activities |
|
(1,079,149) |
|
(1,072,272) |
|
(1,135,617) |
|
(1,193,482) |
|
||
Loans activities |
|
|
|
|
|
|
|
|
|
||
Loans received |
|
790,764 |
|
1,276,661 |
|
2,534,009 |
|
2,862,349 |
|
||
Loans paid |
|
(523,262) |
|
(1,060,438) |
|
(2,313,714) |
|
(1,708,255) |
|
||
Dividends paid |
|
(106,755) |
|
(169,871) |
|
(106,755) |
|
(169,871) |
|
||
Loans with subsidiaries |
|
87,672 |
|
3,425 |
|
- |
|
- |
|
||
Sale of treasury stock |
|
463 |
|
463 |
|
463 |
|
463 |
|
||
Acquisition of treasury stock |
|
(51,240) |
|
(23,427) |
|
(51,240) |
|
(23,427) |
|
||
Net cash from loans activities |
|
197,642 |
|
26,813 |
|
62,763 |
|
961,259 |
|
||
Cash at beginning of year |
|
200,177 |
|
148,716 |
|
234,069 |
|
196,306 |
|
||
Cash at end of year |
|
251,567 |
|
200,177 |
|
320,028 |
|
234,069 |
|
||
Net increase in cash |
|
51,390 |
|
51,461 |
|
85,959 |
|
37,763 |
|
||
|
|
|
|
|
|
|
|
|
|
|
|
See the accompanying notes to the financial statements. |
|
|
|
|
|
|
|
|
|
10
Sadia S.A. |
|||||||||
|
|
|
|
|
|
|
|
|
|
Publicly-held Company |
|||||||||
|
|
|
|
|
|
|
|
|
|
Years ended December 31, 2007 and 2006 |
|
||||||||
|
|
|
|
|
|
|
|
|
|
(In thousands of Reais) |
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Revenues/income |
9,816,716 |
|
8,136,352 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Wealth generated by operations |
9,734,269 |
|
7,816,396 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Sale of products, goods and services |
9,734,269 |
|
7,816,396 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Wealth from third parties |
82,447 |
|
319,956 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Other operating results |
6,792 |
|
58,877 |
|
|
|
|
||
Financial income |
20,520 |
|
250,053 |
|
|
|
|
||
Equity in earnings of subsidiaries |
4,966 |
|
4,227 |
|
|
|
|
||
Exchange variations on foreign investments |
(99,655) |
|
16,810 |
|
|
|
|
||
Other nonoperating results |
149,824 |
|
(10,011) |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Raw materials acquired from third parties |
(4,554,042) |
|
(3,706,036) |
|
|
|
|
||
Services rendered by third parties |
(1,773,014) |
|
(1,520,476) |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Added value to be distributed |
3,489,660 |
|
2,909,840 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Distribution of added value |
|
|
|
|
|
|
|
||
Human resources |
1,300,877 |
|
1,084,173 |
|
|
|
|
||
Interest on third-party capital |
(82,870) |
|
154,143 |
|
|
|
|
||
Government |
1,252,165 |
|
1,016,230 |
|
|
|
|
||
Shareholders (dividends) |
206,584 |
|
118,920 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Retention |
812,904 |
|
536,374 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Depreciation/amortization/depletion |
326,929 |
|
266,332 |
|
|
|
|
||
Retained profits |
481,414 |
|
256,562 |
|
|
|
|
||
Other |
4,561 |
|
13,480 |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
See the accompanying notes to the financial statements. |
|
|
|
|
|
|
|
11
Sadia S.A.
Publicly-held Company
Notes to the financial statements
Years ended December 31, 2007 and 2006
(In thousands of Reais)
1
1 Operations
The Companys main business activities are organized into four operational segments: processed products, poultry (chickens and turkeys), pork and beef. The large production chain permits its products to be commercialized in Brazil and abroad by retailers, small groceries and food service chains.
The Company distributes its products through a large number of sales points in the local market and exports to countries in Europe, the Middle East, Eurasia, Asia and the Americas. The Company has 14 industrial units and 16 distribution centers located in 14 Brazilian states.
The industrially processed products segment has been the principal focus of the Companys investments in recent years and comprises products such as oven-ready frozen food, refrigerated pizzas and pasta, margarine, industrially processed poultry and pork by-products, crumbed products, a diet line and pre-sliced ready-packed products and desserts.
The Company has a corporate governance tier one listing for its shares on the São Paulo Stock Exchange, the Madrid Stock Exchange (Latibex) and ADRs negotiated on the New York Stock Exchange (NYSE).
2
2 Preparation and presentation of the financial statements
The individual and consolidated financial statements are presented in thousands of Reais, unless otherwise states and were prepared in accordance with accounting practices derived from the Brazilian Corporation Law and the rules of the Brazilian Securities and Exchange Commission (CVM).
With the objective of presenting the information provided to the market better, the Company is presenting supplementary consolidated information, obtained from accounting records of the parent company and its subsidiaries, as follow:
12
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
a. Segment reporting
A segment is a group of asset and liabilities set by the Company to manage its businesses and similar in aspects such as productive process or nature of the products or services (business segment) in a particular economic environment (geographic segment).
b. Statement of cash flows
The cash flows were prepared in accordance with NPC 20 - Statement of Cash Flows, issued by IBRACON (Brazilian Institute of Independent Auditors).
c. Statement of added value
The value added statement has been presented in accordance with the model proposed by the foundation Instituto de Pesquisa Contábeis, Atuariais e Financeiras - University of Sao Paulo the aim of which is to show the value of the wealth generated by the Company and its distribution among the elements that contributed to its generation.
3
3 Description of significant accounting policies
a. Statement of income
Income and expenses are recognized on the accrual basis. Revenue from the Companys sales is recognized upon shipment of the products and when the following conditions are met:
i) the ownership is transferred and therefore risk of loss has passed to the client; ii) collection is probable; iii) there is evidence of an arrangement; and iv) the sales price is fixed or determinable. In addition, the Company offers sales incentives and discounts through various programs to customers, which are accounted for as a reduction of revenue in Sales deductions. Sales incentives include volume-based incentive programs and payments to customers for performing marketing activities on our behalf.
13
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
b.
Foreign currency
Monetary assets and liabilities denominated in foreign currencies were translated into reais at the foreign exchange rate ruling at the balance sheet date and the foreign exchange differences arising on translation are recognized in the statement of income for the year.
c.
Accounting estimates
The preparation of the financial statements in accordance with accounting practices adopted in Brazil requires that management uses its judgment in determining and recording accounting estimates. Significant assets and liabilities subject to these estimates and assumptions include the residual value of property, plant and equipment, deferred charges, allowance for doubtful accounts, inventories, deferred tax assets and liabilities, provision for contingencies, valuation of derivative instruments, and assets and liabilities related to employees benefits. The settlement of transactions involving these estimates may result in different amounts due to the lack of precision inherent to the process of their determination. The Company reviews the estimates and assumptions periodically.
d.
Long and short-term investments
Investment funds in local and foreign currency are recorded at market value according to the respective shares price at the date of the financial statements.
Other long and short-term investments in local and foreign currency are recorded at cost plus income accrued up to the balance sheet date, not exceeding market value.
Additionally, the portion receivable from currency swap contracts is recorded at the difference between the nominal amounts of these contracts and the amounts restated by the variation of the foreign currency, plus interest earned up to the balance sheet date.
14
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
e.
Trade accounts receivable
Trade accounts receivable are recorded at the amount invoiced and interest is not levied. The allowance for doubtful accounts is the best estimate the Company has and is considered sufficient by management to cover any losses arising on collection of accounts receivable. Accounts receivable are written off against the allowance for doubtful accounts after all means of collection have been exhausted and the possibility of recovery of the amounts receivable is considered remote.
f.
Inventories
Finished goods, livestock (excluding breeders), work-in-progress, raw materials and supplies and others are valued at the lower of cost of acquisition or production (average method), or replacement or realization. The cost of finished goods and work-in-progress includes raw materials acquired, labor, production expenses, transport and storage relating to the purchase and production of inventories. Normal production losses in hog stock and poultry are inventoried and abnormal losses are expensed immediately as cost of goods sold.
g.
Investments
Investments in subsidiaries in Brazil and abroad are valued using the equity method based on the respective net equity calculated on the same date, as disclosed in Note 10.
The financial statements of foreign subsidiaries are translated into Brazilian Reais, based on the following criteria:
Other investments are valued at cost less a provision for devaluation considered as permanent.
15
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
h. Property, plant and equipment
Property, plant and equipment are recorded at cost of acquisition, formation or construction, including the interest incurred on financing, during the period of construction, modernization and expansion of the industrial units. Expenditures that materially extent the useful lives of existing facilities and equipment are capitalized. Depreciation is calculated using the straight-line method at rates that take into account the estimated useful life of the assets, adjusted in keeping with the work shifts, as disclosed in Note 11. Depletion of forestry resources is calculated based on the extraction of timber and the average costs of the forests.
Breeding stock is recorded at the cost of formation which includes the appropriation of costs of the breeding hens, animal feed, medication and labor. These costs are accumulated for approximately six months until the breeding stock initiates the breeding cycle. From then on, the costs of the breeding stock begin to be amortized by the estimated number of off springs. The productive cycle ranges from fifteen to thirty months.
i. Impairment of long lived assets
The Company reviews its non current assets to verify possible impairment losses, whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be recoverable based on future cash flows. If these events occur, the reviews will be conducted at the lowest level of groups of assets for which the Company manages to attribute future cash flows. If the carrying amount of an asset is higher than the future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Until now, these reviews have not indicated the need to recognize impairment losses.
j. Deferred charges
Deferred charges are represented substantially by pre-operating costs , eorganization charges and development of new products and markets, which are amortized on a straight-line basis over 5 years as from the beginning of operation.
16
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
k. Current and noncurrent liabilities
Current and noncurrent liabilities are stated at known or estimated amounts, plus related charges and monetary and exchange variations up to the balance sheet date.
l. Provisions
A provision is recognized in the balance sheet when the Company has a legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation.
m. Income and social contribution taxes
The income and social contribution taxes, both current and deferred, are calculated monthly based on taxable income at the rates of 15% plus a surcharge of 10% for income tax and 9% for social contribution and consider the offsetting of tax losses and negative basis of social contribution, limited to 30% of taxable income.
The deferred tax assets were recorded in accordance with CVM Instruction 371/02 and are represented significantly by temporary differences arising from non-deductible provisions, including tax loss carryforward and negative basis of social contribution.
n. Employees benefits
Employees benefits are recorded based on actuarial studies prepared annually at the end of the year in compliance with CVM Deliberation 371/00.
o. Environmental
Our production facilities and our forestry activities are subject to government environmental regulations. We have reduced the risks associated with environmental questions through operational controls and procedures, as well as investments in equipment and systems for pollution control. We believe that no provision for losses related to environmental questions is currently necessary, based on existing Brazilian laws and regulations.
17
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
p. Tax incentives
The Company has tax incentives granted by the governments of the states of Minas Gerais and Mato Grosso where some of its industrial plants are located, which will expire between 2014 and 2020. Until March 31, 2007, these incentives were recognized in the income for the year, since they were not directly related to the Companys investment projects. The Company has been investing in a project to expand and modernize its production units, which consists of an increase in installed capacity, expansion of its industrial units, an increase in production and generation of jobs. As from April 2007, these states have tied the incentives to investments, which led the Company to record them in Capital Reserves in shareholders equity. The amount recorded for these incentives at December 31, 2007 was R$18,930.
q. Reclassifications
During 2007, management decided to reclassify the software expenses from deferred charges to fixed assets. For comparison purposes, the amounts of R$67,679 in the parent company and R$68,286 in the consolidated financial statements, related to the 2006 amounts, were also reclassified.
44
4 Consolidated financial information
The transactions and balances between the Parent company and its subsidiaries included in the consolidation process have been eliminated and the non-realized profit arising from the sales to the subsidiaries were excluded and incorporated to the inventory balances for each year. Minority interests were excluded from shareholders equity and net income and are presented separately in the consolidated balance sheets and income statements.
18
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
In accordance with the CVM Instruction 408/04, the Company consolidated the financial statements of it investment fund Concórdia Foreign Investment Fund Class A (Taurus Fund Limited was also consolidated at December 31, 2006 and during 2007 has been incorporated by Concordia Foreign Investment Fund Class A), where it is the wholly investment holder. This investment fund has the sole purpose of centralizing the foreign investment fund portfolio, delegating to a third party the administrative functions and maximizing shareholder returns. As of December 31, 2007 and 2006, these investment funds were consolidated in the Companys financial statements as they had loans collateralized by its own financial assets.
The consolidated financial statements include the accounts of Sadia S.A. and its direct and indirect subsidiaries, including investments in joint ventures. The consolidated direct or indirect subsidiaries and the corresponding shareholdings of the Company are as follows:
|
|
Shareholdings in % at |
||
|
|
|
||
|
|
2007 |
2006 |
|
|
|
|
|
|
Sadia International Ltd. |
100.00 |
100.00 |
||
|
|
|
||
|
Sadia Uruguay S.A. |
100.00 |
100.00 |
|
|
Sadia Alimentos S.A. |
- |
1.00 |
|
|
Sadia Chile S.A. |
60.00 |
60.00 |
|
|
Sadia Alimentos S.A. |
95.00 |
99.00 |
|
|
Churrascaria Beijing Brazil Ltd. (b) |
- |
50.00 |
|
|
Concórdia Foods Ltd. |
100.00 |
100.00 |
|
|
Sadia UK Ltd. |
100.00 |
100.00 |
|
|
|
|
||
Concórdia S.A. C.V.M.C.C. (e) |
- |
99.99 |
||
|
|
|
||
Big Foods Indústria de Produtos Alimentícios Ltda. (g) |
100.00 |
- |
||
|
|
|
||
Empresa Matogrossense de Alimentos Ltda. (a) |
- |
100.00 |
||
|
|
|
||
Intergen Ltda. (a) |
- |
100.00 |
||
|
|
|
||
Rezende Óleo Ltda. |
100.00 |
100.00 |
||
|
Rezende Marketing e Comunicações Ltda. |
0.09 |
0.09 |
|
|
|
|
||
Rezende Marketing e Comunicações Ltda. |
99.91 |
99.91 |
19
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
Shareholdings in % at |
||||
2007 |
2006 |
|||
|
100.00 |
- |
||
|
|
|
||
Concórdia Holding Financeira S.A. (d) |
100.00 |
- |
||
|
Concórdia S.A. C.V.M.C.C. |
99.99 |
- |
|
|
|
|
||
Sadia GmbH |
100.00 |
100.00 |
||
|
Wellax Food Logistics C. P. A. S. U. Lda. |
100.00 |
100.00 |
|
|
Sadia Foods GmbH |
100.00 |
100.00 |
|
|
Qualy B. V. |
100.00 |
100.00 |
|
|
Sadia Panama S.A. |
100.00 |
100.00 |
|
|
Sadia Japan Ltd. |
100.00 |
100.00 |
|
|
Investeast Ltd. (f) |
60.00 |
- |
|
|
Concórdia Ltd. (f) |
100.00 |
- |
|
|
|
|
||
(a) Investment incorporated on January 12, 2007 |
|
|
||
(b) Investment terminated on January 31, 2007 |
|
|
||
(c) Company established on May 15, 2007. |
|
|
||
(d) Company established on June 27, 2007. |
|
|
||
(e) Shareholding control changed on August 27, 2007. |
|
|
||
(f) Acquired of controlling and payment of capital on October 29, 2007 |
||||
(g) Acquired of controlling on December 3, 2007 |
|
|
Reconciliation of shareholders equity and net income between the Company and consolidated is as follows:
|
Net income |
|
Shareholders equity |
||
|
2007 |
2006 |
2007 |
2006 |
|
|
|
|
|
|
|
Companys financial statements |
687,977 |
379,933 |
2,917,217 |
2,466,094 |
|
|
|
|
|
|
|
Elimination of unrealized profits on inventories in intercompany operations, net of taxes |
( 6,697) |
( 7,736) |
( 14,433) |
( 12,127) |
|
|
|
|
|
|
|
Reversal of the elimination of unrealized results in inventories, net of taxes, resulting from intercompany operations at December 31, 2006 and 2005 |
7,736 |
4,391 |
7,736 |
4,391 |
|
|
|
|
|
|
|
Consolidated financial statements |
689,016 |
376,588 |
2,910,520 |
2,458,358 |
20
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
5
5 Long and short-term investments
|
|
|
Parent company |
|
Consolidated |
||
|
Interest % |
|
|
|
|
||
|
(annual |
|
|
|
|
|
|
|
average) |
|
2007 |
2006 |
2007 |
2006 |
|
Short-term investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Local currency |
|
|
|
|
|
|
|
Investment funds |
11.15 |
|
234,693 |
214,000 |
420,239 |
259,697 |
|
Treasury bills - LFT |
12.00 |
|
50,668 |
- |
50,668 |
- |
|
Others |
11.18 |
|
- |
- |
3,051 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
285,361 |
214,000 |
473,958 |
259,697 |
|
Foreign currency |
|
|
|
|
|
|
|
Investment funds |
9.86 |
|
143,918 |
157,535 |
1,211,583 |
1,689,498 |
|
Interest-bearing current accounts |
5.35 |
|
20 |
- |
357,576 |
232,913 |
|
Interest rate swap contracts |
- |
|
- |
- |
6,164 |
5,298 |
|
|
|
|
|
|
|
|
|
|
|
|
143,938 |
157,535 |
1,575,323 |
1,927,709 |
|
|
|
|
|
|
|
|
|
Total short-term |
|
|
429,299 |
371,535 |
2,049,281 |
2,187,406 |
|
|
|
|
|
|
|
|
|
Long-term investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Local currency |
|
|
|
|
|
|
|
Investment funds |
11.15 |
|
100,474 |
53,992 |
100,474 |
53,992 |
|
National Treasury Certificate - CTN |
12.00 |
|
35,568 |
29,849 |
35,568 |
29,849 |
|
Treasury bills - LFT |
12.00 |
|
- |
45,286 |
- |
45,286 |
|
|
|
|
|
|
|
|
|
Total long-term |
|
|
136,042 |
129,127 |
136,042 |
129,127 |
Long-term investments as of December 31, 2007 mature as follows:
Maturity |
|
|
|
2009 |
100,474 |
2013 onwards |
35,568 |
|
|
|
136,042 |
21
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The investment fund portfolio in local currency is composed mainly of post-fixed Bank Deposit Certificates, National Treasury Securities and investment funds.
The investment fund portfolio in foreign currency is composed mainly of investments in dual currency, which have differentiated profitability according to the strike negotiated, and structured notes issued by first-tier American and European banks, pegged to securities of first-tier Brazilian companies and banks.
6
6 Accounts receivable
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Foreign |
|
|
|
|
|
Customers |
104,149 |
156,818 |
235,424 |
391,477 |
|
Subsidiaries |
84,453 |
167,950 |
- |
- |
|
|
|
|
|
|
|
Total of foreign |
188,602 |
324,768 |
235,424 |
391.477 |
|
|
|
|
|
|
|
Domestic |
|
|
|
|
|
Customers |
253,604 |
301,877 |
258,274 |
302,055 |
|
Subsidiaries |
1,303 |
- |
- |
- |
|
|
|
|
|
|
|
Total of domestic |
254,907 |
301,877 |
258,274 |
302,055 |
|
|
|
|
|
|
|
(-) Allowance for doubtful accounts |
( 3,565) |
( 9,237) |
( 7,112) |
( 14,934) |
|
|
|
|
|
|
|
|
439,944 |
617,408 |
486,586 |
678,598 |
22
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The changes in the allowance for doubtful accounts are as follows:
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
|
|
|
|
|
|
Balance at the beginning of the year |
(9,237) |
(9,367) |
(14,934) |
(10,627) |
|
|
|
|
|
|
|
Additions to the provision |
(1,046) |
(7,855) |
( 2,359) |
( 6,435) |
|
Write offs |
6,718 |
7,985 |
10,181 |
2,128 |
|
|
|
|
|
|
|
Balance at the end of the year |
(3,565) |
(9,237) |
( 7,112) |
(14,934) |
The Company and its subsidiaries abroad (Sadia International Ltd. and Wellax Food Logistics C.P.A.S.U. Lda.) entered into an agreement for sale of its receivables with an outside financial institution up to the maximum amount of US$200 million, with interest rate of 0.26% p.a. + LIBOR.
As of December 31, 2007, the amount of receivables sold under this agreement amounted to approximately R$ 354 million (R$ 170 million as of December 31, 2006). During the year ended December 31, 2007, the Company received cash proceeds of approximately R$ 3,578 million (R$ 1,910 million for the year ended December 31, 2006) and incurred expenses of R$ 16 million (R$ 14 million in 2006) with respect to this agreement.
A credit insurance policy covering 90% of the value of the receivables was taken out with third parties and the beneficiaries in the event of default are the contracting financial institutions.
The Company also assigned receivables to a Credit Assignment Investment Fund (FIDC), administered by Concórdia S.A. Corretora de Valores Mobiliários, Câmbio e Commodities. As of December 31, 2007, the net equity of this fund was R$ 497,854 (R$ 264,949 at December 31, 2006), of which R$ 347,763 (R$ 254,861 at December 31, 2006) were represented by acquisitions of the Companys receivables on the domestic market, with a discounted cost equivalent to 95% of the CDI per senior quota. The assignment of the receivables is made without right of recourse, and the eventual losses from default for Sadia are limited to the value of the subordinated quotas, which at December 31, 2007, represented R$ 99,571 (R$ 53,992 at December 31, 2006).
23
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
During the year ended December 31, 2007, the Company received cash proceeds related to the local receivables sold of approximately R$ 3,447 million (R$ 2,795 million in 2006) and incurred expenses of R$ 28 million (R$ 30 million in 2006) with respect to this agreement.
For the other local receivables, the Company maintains a credit insurance policy that guarantees the collection in case of default of 90% of the uncollected amounts for customers with approved credit limits and up to R$ 100 to new customers or customers with no approved credit limits.
7
7 Inventories
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
|
|
|
|
|
|
Finished goods and products for sale |
264,535 |
279,969 |
333,203 |
351,186 |
|
Livestock and poultry for slaughter and sale |
291,521 |
304,561 |
291,521 |
304,561 |
|
Work in process |
219,335 |
158,284 |
224,661 |
158,284 |
|
Raw materials |
205,089 |
187,543 |
208,216 |
188,864 |
|
Packaging materials |
44,003 |
33,653 |
44,945 |
33,653 |
|
Storeroom |
28,911 |
25,665 |
32,338 |
25,665 |
|
Advances to suppliers |
29,735 |
12,654 |
29,944 |
12,879 |
|
Imports in transit |
3,800 |
9,352 |
3,800 |
9,352 |
|
Products in transit |
15 |
10 |
308 |
10 |
|
|
|
|
|
|
|
|
1,086,944 |
1,011,691 |
1,168,936 |
1,084,454 |
24
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
8
8 Recoverable taxes
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
|
|
|
|
|
|
ICMS |
232,286 |
145,291 |
233,079 |
145,978 |
|
IVA |
- |
- |
65,966 |
4,085 |
|
PIS and COFINS |
95,390 |
84,290 |
95,906 |
84,619 |
|
IPI |
43,882 |
59,142 |
43,916 |
59,175 |
|
INSS |
26,545 |
- |
26,545 |
- |
|
Income and social contribution taxes |
22,366 |
33,416 |
25,629 |
37,679 |
|
Others |
- |
3 |
52 |
40 |
|
|
|
|
|
|
|
|
420,469 |
322,142 |
491,093 |
331,576 |
|
|
|
|
|
|
|
Short-term portion |
256,717 |
160,905 |
325,868 |
169,347 |
|
|
|
|
|
|
|
Long-term portion |
163,752 |
161,237 |
165,225 |
162,229 |
a.Value-added tax on sales and services - ICMS
Composed of credits generated by the commercial operations and by the acquisition of property, plant and equipment, of a number of the Companys units and can be offset with taxes of the same nature.
b. Value-added tax - IVA
Composed of credits generated by the commercial operations in the foreign subsidiaries, which will be compensated with taxes of the same nature or cash reimbursements.
c. Social contributions - PIS/COFINS
The balance is composed from noncumulative collection of PIS and COFINS, and these credits may be compensated with other federal taxes.
25
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
d. Excise tax - IPI
Composed of amounts arising from the following operations: presumed credit on packaging and inputs, presumed credit for reimbursement of PIS/PASEP and COFINS on exportations and export incentives, which can be compensated with other federal taxes.
e. National Institute of Social Security - INSS
As reported in note 20, the balance relates to credits originated from the Funrural charge on operations related to the production of poultry, which can be compensated with contributions of the same nature.
f. Income and social contribution taxes
Correspond to income tax withheld at source on short-term financial investments and income tax and social contributions paid in advance that can be offset with federal taxes and contributions.
9
9 Related party transactions
Related party transactions refers to mainly of sales operations between the Company and its subsidiaries, which were performed under normal market conditions for similar types of operations. The balance sheet and income statement transactions between related parties are shown below:
|
2007 |
2006 |
|||
Accounts receivable |
|
|
|||
Wellax Food Logistics C. P. A. S. U. Lda. |
54,277 |
143,197 |
|||
Sadia International Ltd. |
14,819 |
17,744 |
|||
Qualy B.V. |
8,301 |
299 |
|||
Sadia Alimentos S.A. |
3,536 |
2,265 |
|||
Sadia Uruguay S.A. |
2,049 |
1,642 |
|||
Sadia Chile S.A. |
1,471 |
2,803 |
|||
Big Foods Ind. Prod. Alimentícios Ltda. |
1,303 |
- |
|||
|
85,756 |
167,950 |
26
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
Interest on shareholders equity |
|
|
||
Concórdia C.V.M.C.C. |
- |
4,226 |
||
|
- |
4,226 |
||
Loans |
|
|
||
Concórdia Holding Financeira S.A. |
2,408 |
- |
||
Sadia GmbH |
2,123 |
- |
||
Rezende Óleo Ltda. |
881 |
874 |
||
Rezende Marketing e Comunicação Ltda. |
59 |
57 |
||
Sadia International Ltd. |
( 191) |
( 231) |
||
Wellax Food Logistics C. P. A. S. U. Lda. |
- |
91,482 |
||
Empresa Matogrossense de Alimentos Ltda. |
- |
769 |
||
Concórdia S.A. CCVMCC |
- |
1 |
||
|
5,280 |
92,952 |
||
Advances from subsidiaries |
|
|
||
Wellax Food Logistics C. P. A. S. U. Lda. |
(1,791,595) |
(1,744,718) |
||
Sadia International Ltd. |
( 1,532) |
( 1,845) |
||
|
(1,793,127) |
(1,746,563) |
||
Sales |
|
|
||
Wellax Food Logistics C. P. A. S. U. Lda. |
2,239,184 |
1,881,303 |
||
Sadia International Ltd. |
217,753 |
168,259 |
||
Qualy B. V. |
58,805 |
25,603 |
||
Sadia Alimentos S.A. |
14,079 |
10,556 |
||
Sadia Chile S.A. |
14,046 |
15,366 |
||
Sadia Uruguay S.A. |
6,311 |
5,499 |
||
Big Foods Ind. Prod. Alimentícios Ltda. |
1,122 |
- |
||
Concórdia Ltd. |
479 |
- |
||
|
2,551,779 |
2,106,586 |
||
Net financial result |
|
|
||
Wellax Food Logistics C. P. A. S. U. Lda. |
186,413 |
( 2,267) |
||
Sadia International Ltd. |
313 |
160 |
||
|
186,726 |
( 2,107) |
27
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
10
10 Investments
|
|
|
|
|
Investment |
|
|
|
|
Net income |
|
balances |
|
|
|
Shareholders |
(loss) for |
Equity |
|
|
Investments |
Ownership |
equity |
the year |
result |
2007 |
2006 |
|
|
|
|
|
|
|
Sadia GmbH |
100.00 |
1,466,776 |
446,587 |
363,774 |
1,466,776 |
1,103,002 |
Concórdia Hoding Financeira S.A. |
100.00 |
174,517 |
104,955 |
104,956 |
174,517 |
- |
Sadia International Ltd. |
100.00 |
91,049 |
18,869 |
2,214 |
91,049 |
88,835 |
Big Foods Ind. de Produtos Alimentícios Ltda. |
100.00 |
16,844 |
1,192 |
1,192 |
16,844 |
- |
Rezende Óleo Ltda. |
100.00 |
368 |
(744) |
(744) |
368 |
1,112 |
Concórdia S.A. CVMCC |
99.99 |
- |
108,896 |
7,608 |
- |
61,943 |
Rezende Market. e Comun. Ltda. |
99.91 |
(28) |
(1) |
(1) |
- |
- |
Sadia Overseas Ltd. |
100.00 |
(1,548) |
(1,688) |
(1,550) |
- |
- |
Empresa Matogrossense de Alimentos Ltda. |
|
|
|
- |
- |
780 |
Intergen Ltda. |
|
|
|
- |
- |
571 |
|
|
|
|
|
|
|
Total in subsidiaries |
|
|
|
477,449 |
1,749,554 |
1,256,243 |
|
|
|
|
|
|
|
Goodwill |
|
|
|
- |
45,902 |
28,828 |
Other investments |
|
|
|
- |
1,359 |
1,385 |
|
|
|
|
|
|
|
Total investments of the Parent Company |
|
|
|
477,449 |
1,796,815 |
1,286,456 |
|
|
|
|
|
|
|
Other investments of subsidiaries/affiliates |
|
|
- |
18,526 |
25,375 |
|
Investments eliminated on consolidation |
|
|
(572,138) |
(1,749,554) |
(1,256,243) |
|
|
|
|
|
|
|
|
Total consolidated investments |
|
|
|
(94,689) |
65,787 |
55,588 |
28
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The changes in the investments are as follows:
|
|
|
|
|
|
|
Shareholding result |
|
|
|
|
|
|
|
|
|
|
|
Acquisition |
Write offs |
Financial resources |
Amortization |
Negative equity |
Dividends received |
Operational |
Non operational |
|
|
|
|
|
|
|
|
|
Sadia G.m.b.H. |
- |
- |
- |
- |
- |
- |
363,774 |
- |
Concórdia Holding Fin. S.A. |
10 |
- |
69,551 |
- |
- |
- |
104,956 |
- |
Sadia International Ltd. |
- |
- |
- |
- |
- |
- |
2,214 |
- |
Concórdia S.A. CVMCC |
- |
(69,551) |
- |
- |
- |
- |
3,824 |
3,784 |
Rezende Óleo Ltda. |
- |
- |
- |
- |
- |
- |
(744) |
- |
Rezende Market. Comun. Ltda. |
- |
- |
- |
- |
1 |
- |
(1) |
- |
Sadia Overseas Ltd. |
2 |
- |
- |
- |
1,548 |
- |
(1,550) |
- |
Empresa Matogrossense de Alimentos Ltda. |
- |
- |
- |
- |
- |
(780) |
- |
- |
Intergen Ltda. |
- |
- |
- |
- |
- |
(571) |
- |
- |
Big Foods Ind. de Produtos Alimentícios Ltda. |
15,652 |
- |
- |
- |
- |
- |
1,192 |
- |
|
|
|
|
|
|
|
|
|
|
15,664 |
(69,551) |
69,551 |
- |
1,549 |
(1,351) |
473,665 |
3,784 |
|
|
|
|
|
|
|
|
|
Goodwill |
37,848 |
- |
- |
(20,774) |
- |
- |
- |
- |
Other investments |
- |
( 26) |
- |
- |
- |
- |
- |
- |
|
|
|
|
|
|
|
|
|
|
53,512 |
(69,577) |
69,551 |
(20,774) |
1,549 |
(1,351) |
473,665 |
3,784 |
The accumulated income from equity interest on the consolidated financial statements is represented by translation losses of R$ 99,655 and a non-operating gains of R$ 4,966.
On January 12, 2007 the Extraordinary General Meeting approved the Boards proposal to incorporate the wholly owned subsidiaries Empresa Matogrossense de Alimentos Ltda. and Intergen Ltda., in order to obtain operating and corporate synergies. This will result in reduction of administrative to expenses due to rationalization of administrative and operating activities.
On January 31, 2007, the Company closed down Churrascaria Beijing Brasil Co. Ltd., in Peking, a joint venture between Sadia International Ltd. and the Chinese government. On the same day it approved the opening of a commercial agency office of the subsidiary Wellax Food Logistic Comércio de Produtos Alimentares Sociedade Unipessoal Ltd. in Shanghai. The liquidation process did not generate any losses for the Company as the book value of R$480 was reimbursed.
On May 15, 2007 Sadia Overseas Ltd. was established with the objective of raising and passing on the funds obtained from the issuing of bonds on the international market. The Company was established with capital of US$1 thousand, which was totally paid in by Sadia S.A.
29
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
On August 27, 2007, Concórdia Holding Financeira S.A. increased its capital with the issue of 6,955,134 ordinary, nominative shares, with no par value, which were subscribed in full by Sadia S.A., through the exchange of 999,990 shares it owned, representing 99.99% of the capital in Concórdia S.A. Corretora de Valores Mobiliários, Câmbio e Commodities.
On October 29, 2007, the wholly owned subsidiary Sadia GmbH acquired 60% of the quotas from the capital in Investeast Ltd., for the amount of US$ 17. On November 8, 2007, Investeast Ltd. increased its capital with the issue of 23,666,666 quotas, of which Sadia GmbH contributed with 60% corresponding to its investment interest, for the amount of US$14,200 thousand. Investeast Ltd. holds 100% of the capital in Concórdia Ltd., an industrial unit, located in the Russian city of Kaliningrado inaugurated in December 2007, with the start of trade operations forecasted for January 2008.
On December 03, 2007, the Company purchased 100% of the quotas representing the capital of Big Foods Indústria de Produtos Alimentícios Ltda., for the amount of R$53,500, the goodwill calculated on the purchase, of R$37,848, which is based on future profitability, will be amortized over a period of five years. The industrial unit is located in Tatuí SP, and includes a factory for industrialized frozen products, ready-to-eat sandwiches, lasagnas, pizzas, bread, savory foods, cheese breads and baking products.
On December 31, 2007, the net balance of goodwill amounted to R$ 45,902 and was comprised of: i) goodwill related to the acquisition of Big Foods Indústria de Produtos Alimentícios Ltda. in the amount of R$ 37,848 and ii) goodwill related to the acquisition of Empresa Matogrossense de Alimentos Ltda. (start-up phase) in the amount of R$ 8,054, that will be amortized once it starts its operations forecasted for the beginning of 2009. Such goodwill has been recorded based on projections of future profitability, to be amortized over a period of up to five years
30
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
11
11 Property, plant and equipment
|
|
Parent company |
|||||
|
|
|
|
|
|||
|
|
Cost |
Depreciation |
|
Residual amount |
||
|
Annual |
|
|
|
|
||
|
average % |
2007 |
2007 |
2007 |
2006 |
||
Lands |
- |
108,125 |
- |
108,125 |
104,450 |
||
Buildings |
4 |
1,139,567 |
( 389,417) |
750,150 |
491,643 |
||
Machinery and equipment |
15 |
1,473,270 |
( 671,304) |
801,966 |
591,577 |
||
Installations |
10 |
473,099 |
( 168,343) |
304,756 |
173,867 |
||
Vehicles |
20 |
10,511 |
( 7,213) |
3,298 |
4,972 |
||
Breeding stock |
- |
463,056 |
( 298,753) |
164,303 |
120,975 |
||
Software implementation |
20 |
92,396 |
( 35,998) |
56,398 |
67,679 |
||
Construction in progress |
- |
559,565 |
- |
559,565 |
623,595 |
||
Forestation and reforestation |
- |
39,605 |
( 4,632) |
34,973 |
25,387 |
||
Advances to suppliers |
- |
4,664 |
- |
4,664 |
35,177 |
||
Others |
- |
982 |
( 931) |
51 |
146 |
||
|
|
|
|
|
|
||
|
|
4,364,840 |
(1,576,591) |
2,788,249 |
2,239,468 |
|
|
Consolidated |
|||||
|
|
|
|
|
|||
|
|
Cost |
Depreciation |
|
Residual amount |
||
|
Annual |
|
|
|
|
||
|
average % |
2007 |
2007 |
2007 |
2006 |
||
Lands |
- |
108.125 |
- |
108.125 |
104,665 |
||
Buildings |
4 |
1.148.799 |
(392.473) |
756.326 |
492,199 |
||
Machinery and equipment |
15 |
1.495.523 |
(680.572) |
814.951 |
593,251 |
||
Installations |
10 |
477.700 |
(169.099) |
308.601 |
176,867 |
||
Vehicles and plane |
27 |
18.569 |
(8.743) |
9.826 |
12,102 |
||
Breeding stock |
- |
463.122 |
(298.753) |
164.369 |
121,103 |
||
Software implementation |
20 |
92.584 |
(36.118) |
56.466 |
68,286 |
||
Construction in progress |
- |
678.476 |
- |
678.476 |
637,879 |
||
Forestation and reforestation |
- |
39.605 |
(4.632) |
34.973 |
25,387 |
||
Advances to suppliers |
- |
5.018 |
- |
5.018 |
35,177 |
||
Others |
- |
3.112 |
(2.029) |
1.083 |
769 |
||
|
|
|
|
|
|
||
|
|
4.530.633 |
(1.592.419) |
2.938.214 |
2,267,685 |
31
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
We present the changes in the cost of property, plant and equipment below:
|
|
|
Consolidated |
|
|
|
Position in 12/31/2006 |
|
|
|
Position in 12/31/2007 |
Acquisitions |
Disposal |
Tranfers |
|||
|
|
|
|
|
|
Lands |
104,665 |
532 |
( 329) |
3.257 |
108.125 |
Buildings |
848,474 |
36.052 |
( 2.787) |
267.060 |
1.148.799 |
Machinery and equipment |
1,202,802 |
54.483 |
(45.272) |
283.510 |
1.495.523 |
Installations |
319,181 |
10.701 |
( 2.565) |
150.383 |
477.700 |
Vehicles and plane |
20,371 |
915 |
( 2.439) |
( 278) |
18.569 |
Breeding stock |
315,769 |
147.351 |
- |
2 |
463.122 |
Software implementation |
68,286 |
3.906 |
(24.093) |
44.485 |
92.584 |
Construction in progress |
637,879 |
786.691 |
( 385) |
(745.709) |
678.476 |
Forestation and reforestation |
30,878 |
3.648 |
( 2.060) |
7.139 |
39.605 |
Advances to suppliers |
35,177 |
7.090 |
- |
( 37.249) |
5.018 |
Others |
2,834 |
1.113 |
( 332) |
( 503) |
3.112 |
|
|
|
|
|
|
Total cost of acquisition |
3,586,316 |
1.052.482 |
(80.262) |
(27.903) |
4.530.633 |
a. The construction in progress is mainly represented by projects related to the expansion and modernization of industrial units, mainly Uberlandia and Lucas do Rio Verde units.
b. In accordance with CVM Deliberation 193/96 the interest incurred in the period arising from financing of projects for modernization and expansion of the industrial units has been recorded in the respective costs of the construction in progress in the amount of R$ 53,620
(R$ 44,554 at December 31, 2006)..
12
12 Deferred charges
|
|
Parent company |
||||
|
|
|
|
|
||
|
|
Cost |
Amortization |
|
Residual value |
|
|
|
|
|
|
|
|
|
Rate |
2007 |
2007 |
2007 |
2006 |
|
|
|
|
|
|
|
|
Pre operational costs |
20 |
66.776 |
(18.717) |
48.059 |
20.573 |
|
Reorganization expenses |
20 |
29.165 |
(10.175) |
18.990 |
25.599 |
|
Product development and markets |
20 |
17.745 |
(10.384) |
7.361 |
11.297 |
|
Others |
20 |
927 |
(214) |
713 |
341 |
|
|
|
|
|
|
|
|
|
|
114.613 |
(39.490) |
75.123 |
57.810 |
32
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
|
Consolidated |
||||
|
|
|
|
|
||
|
|
Cost |
Amortization |
|
Residual value |
|
|
|
|
|
|
|
|
|
Rate |
2007 |
2007 |
2007 |
2006 |
|
|
|
|
|
|
|
|
Pre operational costs |
20 |
66.973 |
(18.741) |
48.232 |
24.877 |
|
Reorganization expenses |
20 |
29.165 |
(10.175) |
18.990 |
25.599 |
|
Product development and markets |
20 |
25.433 |
(11.328) |
14.105 |
14.798 |
|
Others |
20 |
2.039 |
(794) |
1.245 |
479 |
|
|
|
|
|
|
|
|
|
|
123.610 |
(41.038) |
82.572 |
65.753 |
The expenses with rearrangement refer to the implementation of the Service Center in the city of Curitiba.
The preoperating expenses refer basically to expenses incurred with the Lucas do Rio Verde Project - MT.
33
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
13 Loans and financing - Short-term
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Short-term |
|
|
|
|
|
Foreign currency |
|
|
|
|
|
Financing obtained from financial institutions custodians of structured notes belonging to the Company, with Libor 01 month being charged. (4.60% in December 2007) plus interest of 0.15% p.a., guaranteed by its own investments |
- |
- |
354,739 |
472,665 |
|
|
|
|
|
|
|
Financing for investments in Russia, to be made in property, plant and equipment, with interest between 7.45% and 12% per annum, guaranteed by surety according to the investment interest (60% for Sadia and 40% for the partner) |
- |
- |
91,176 |
- |
|
|
|
|
|
|
|
Advanced collection relating to the receivables sold, with no interest |
479 |
107 |
58,688 |
275,253 |
|
|
|
|
|
|
|
Credit lines for the development of foreign trade, with interest rates of 7.60% p.a., guaranteed by promissory notes or sureties |
- |
- |
4,003 |
4,543 |
|
|
|
|
|
|
|
Currency swap contracts |
2,807 |
2,436 |
2,807 |
2,436 |
|
|
|
|
|
|
|
|
3,286 |
2,543 |
511,413 |
754,897 |
|
Local currency |
|
|
|
|
|
Rural credit lines and working capital loans with interest of 6.84% p.a. for the finance of the production of the integration system in the swine and poultry farming. |
246,198 |
231,660 |
246,198 |
231,660 |
|
|
|
|
|
|
|
Currency swap contracts |
6,480 |
6,613 |
6,480 |
6,613 |
|
|
|
|
|
|
|
|
252,678 |
238,273 |
252,678 |
238,273 |
|
|
|
|
|
|
|
|
255,964 |
240,816 |
764,091 |
993,170 |
34
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Short-term portion of the long-term debt |
|
|
|
|
|
|
|
|
|
|
|
Foreign currency |
|
|
|
|
|
BNDES (National Bank for Economic and Social Development), for investments and exports credit lines, composed as follows: FINEM in the amount of R$ 6,501 subject to the weighted average of exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 3.50% p.a. and FINAME in the amount of R$ 20,632 subject to the weighted average of exchange variation of currencies traded by BNDES-UMBNDES and fixed interest of 3.50%, guaranteed by mortgage bonds and real estate mortgage. |
27,133 |
16,062 |
27,133 |
16,062 |
|
|
|
|
|
|
|
Export financing composed of prepayment in amount of R$ 1,237 subject to LIBOR variation for 6-month deposits (4.6% in December 2007) and interest of 0.50% p.a. and an amount of R$ 20,933 of a line focused on the incentive for foreign trade activities, plus annual interest of 1.04% p.a., guaranteed by promissory notes or sureties |
1,237 |
21,101 |
22,170 |
114,152 |
|
|
|
|
|
|
|
IFC (International Finance Corporation) funding in foreign currency for investment in property, plant and equipment, subject to interest at the rate of 9.05% p.a., guaranteed by real estate mortgages |
6,312 |
13,734 |
6,312 |
13,734 |
|
|
|
|
|
|
|
The raising of funds on the international capitals market through the issuing of bonds with interest of 6.88% per annum and the principal to be paid in one lump sum in 2017, guaranteed by endorsement. |
- |
- |
3,044 |
- |
|
|
|
|
|
|
|
|
34,682 |
50,897 |
58,659 |
143,948 |
35
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Local currency |
|
|
|
|
|
BNDES (National Bank for Economic and Social Development), credit lines |
154,168 |
54,313 |
154,168 |
54,313 |
|
|
|
|
|
|
|
PESA - Special Aid for Agribusiness payable in installments, subject to IGPM variation and annual interest of 9.89%, guaranteed by sureties |
6,101 |
5,743 |
6,101 |
5,743 |
|
|
|
|
|
|
|
Others subject to interest rate from 1% to 4% p.a. |
6,595 |
10,704 |
6,595 |
10,704 |
|
|
|
|
|
|
|
|
166,864 |
70,760 |
166,864 |
70,760 |
|
|
|
|
|
|
|
Short-term portion of long-term debt |
201,546 |
121,657 |
225,523 |
214,708 |
|
|
|
|
|
|
|
Total short-term |
457,510 |
362,473 |
989,614 |
1,207,878 |
At December 31, 2007 the weighted average interest in short-term loans was 6.30% p.a. (5.36% p.a. at December 31, 2006).
36
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
14
14 Loans and financing - Long-term
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Foreign currency |
|
|
|
|
|
Export financing composed of prepayment, payable in amount of |
178,367 |
229,070 |
1,274,479 |
1,904,241 |
|
|
|
|
|
|
|
The raising of funds on the international capitals market through the issuing of bonds to be paid in 2017 with interest of 6.88% per annum, guaranteed by endorsement. |
- |
- |
445,869 |
- |
|
|
|
|
|
|
|
BNDES (National Bank for Economic and Social Development), payable from 2008to 2015 composed as follows: FINEM in the amount of R$ 6,501 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 3.50% p.a. and FINAME in the amount of R$ 144,579 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed annual interest of 3.50% p.a. guaranteed by mortgage bonds and real estate mortgages |
151,080 |
145,458 |
151,080 |
145,458 |
|
|
|
|
|
|
|
IFC (International Finance Corporation) for investments in property, plant and equipment, subject to interest at the rate of 9.05% p.a., guaranteed by real estate mortgages |
6,312 |
13,734 |
6,312 |
13,734 |
|
|
|
|
|
|
|
Currency swap contracts |
- |
1,769 |
- |
1,769 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
335,759 |
390,031 |
1,877,740 |
2,065,202 |
37
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Local currency |
|
|
|
|
|
BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, payable from 2008 to 2015, composed as follows: FINAME in the amount of R$ 865,550 subject to the Long-Term Interest Rate -TJLP (6.25% p.a. in December 2007) and interest of 3.55% p.a., and FINEM in the amount of R$ 8,320 subject to TJLP and interest of 3.50% p.a., guaranteed by mortgage bonds and real estate mortgages |
873,870 |
651,537 |
873,870 |
651,537 |
|
|
|
|
|
|
|
PESA - Special Sanitation Program of the Agroindustry to be paid in installments from 2008 to 2020, subject to the variation of the IGPM (General Market Price Index) and interest of 9.89% p.a., guaranteed by endorsement. |
144,935 |
136,440 |
144,935 |
136,440 |
|
|
|
|
|
|
|
Others subject to interest rate from 1% to 4% p.a. |
17,093 |
34,267 |
17,093 |
34,267 |
|
|
|
|
|
|
|
Currency swap contracts |
- |
4,804 |
- |
4,804 |
|
|
|
|
|
|
|
|
1,035,898 |
827,048 |
1,035,898 |
827,048 |
|
|
|
|
|
|
|
|
1,371,657 |
1,217,079 |
2,913,638 |
2,892,250 |
|
|
|
|
|
|
|
Short-term portion of long-term debt |
( 201,546) |
( 121,657) |
( 225,523) |
( 214,708) |
|
|
|
|
|
|
|
Total long-term |
1,170,111 |
1,095,422 |
2,688,115 |
2,677,542 |
The noncurrent portions of financings at December 31, 2007 mature as follows:
Maturity |
Parent company |
Consolidated |
|
|
|
2009 |
262.907 |
262.907 |
2010 |
196.113 |
550.373 |
2011 |
195.089 |
619.066 |
2012 |
277.078 |
447.759 |
2013 onwards |
238.924 |
808.010 |
|
|
|
|
1.170.111 |
2.688.115 |
38
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
15 Pension plans for employees
In addition to the pension plan, the Companys human resources policy offers the following benefits:
These benefits are due in one single payment upon the employee´s retirement or termination of service, and the amounts are computed by actuarial calculations and recorded in the current profit and loss.
16 Commitments and contingencies
Commitments
The Company has non-cancelable leasing agreements for industrial units that expire over the next five years. These leasing are subject to renewal for 1 more year and do not require any penalty if the Company does not renew them. The Company does not pay execution costs, such as maintenance and insurance. The rental expenses totaled R$ 118,743 in 2007 (R$ 64,470 in 2006).
39
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The table below shows the future payments related to the leasing agreement at December 31, 2007:
2008 |
181,200 |
2009 |
181,200 |
2010 |
131,900 |
2011 |
131,900 |
2012 |
131,900 |
|
|
Total |
758,100 |
In addition the Company signed purchase agreements for production purposes (packaging) in the approximate amount of R$ 59 million on December 31, 2007, payable until 2010.
Contingencies
The Company and its subsidiaries have several on going claims of a labor, civil and tax nature, resulting from its normal business activities. The respective provisions for contingencies were constituted based on the opinion of the Companys legal counsel, which considered that unfavorable outcomes are likely.
Based on management estimates, the provision for contingencies provided for, net of the respective legal deposits, established by CVM Deliberation 489/05, as presented below, is sufficient to cover possible losses with legal proceedings.
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
|
|
|
|
|
|
Tax proceedings |
35,348 |
41,634 |
46,668 |
42,888 |
|
Labor proceedings |
28,168 |
24,115 |
31,772 |
24,116 |
|
Civil proceedings |
15,046 |
8,950 |
15,046 |
8,950 |
|
|
|
|
|
|
|
Provision for contingencies |
78,562 |
74,699 |
93,486 |
75,954 |
|
|
|
|
|
|
|
Related legal deposits |
(26,692) |
(31,083) |
(26,692) |
(31,189) |
|
|
|
|
|
|
|
Provision for contingencies - Net |
51,870 |
43,616 |
66,794 |
44,765 |
40
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The changes in the provision for contingencies are presented as follows:
|
Balances at 12/31/2006 |
Additions |
Disposals |
Monetary |
Balances at 12/31/2007 |
|
|
|
|
|
|
Tax proceedings |
42,888 |
13,156 |
( 9,872) |
496 |
46,668 |
Labor proceedings |
24,116 |
7,240 |
( 2,251) |
1,107 |
15,046 |
Civil proceedings |
8,950 |
11,796 |
( 4,234) |
94 |
31,772 |
|
|
|
|
|
|
|
75,954 |
32,192 |
(16,357) |
1,697 |
93,486 |
|
|
|
|
|
|
Related legal deposits |
(31,189) |
(17,983) |
24,482 |
(2,002) |
(26,692) |
|
|
|
|
|
|
Provision for contingencies - Net |
44,765 |
14,209 |
8,125 |
(305) |
66,794 |
Tax litigation
The main tax contingencies involve the following cases:
a. Income and social contribution taxes on net income
Provision for income and social contribution taxes on net income amounting to R$24,820, of which R$9,938 recorded on the acquisition of the subsidiary Granja Rezende (incorporated in 2003), R$7,222 of income tax and R$2,600 on contribution taxes of Concórdia S.A. CVMCC, R$4,075 on withholding income tax on investments of Granja Rezende and
R$985 for other provisions.
b. Value - Added tax on sales and services - ICMS
The Company is a defendant in several administrative cases involving ICMS, mainly in the States of São Paulo, Rio de Janeiro and Paraná, totaling a probable contingency estimated at R$12,471.
41
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
c. Other tax contingencies
Several cases related to payment of Social security contribution, PIS (Social Integration Program Tax), Import Duty and others totaling a provision of R$9,377.
The Company has other contingencies of a tax nature in the amount of R$903,729 in December 31, 2007, which was evaluated as representing a possible loss by the legal advisors and by Company management, therefore, no provision has been recorded. These contingencies refers mainly to questions raised regarding ICMS credits in the amount of R$297,136, IPI Credit premium, in the amount of R$297,345, and payment of social security contributions, in the amount of R$173,804.
On March 9, 2007 the Company obtained the appeal decision from the Federal Regional Court referring to its PIS proceeding contesting the constitutionality of Law 9718/98 which amended the PIS and COFINS calculation base, including operating and financial revenue. The Federal High Court of Justice ruled this matter was unconstitutional on November 9, 2005. The Company has been calculating and paying this tax in accordance with the law. When the final decision has been published the Company may recognize a credit for the amount of approximately R$14 million.
Civil litigation
Represents mainly proceedings involving claims for indemnification for losses and damages, including pain and suffering, arising from work-related accidents and consumer relations.
The Company has other contingencies of a civil nature with a claimed amount of R$59,606, which were assessed as possible losses by the legal advisors and by Management and, therefore, no provision was recorded.
Labor claims
The company is involved in approximately 2,205 labor claims. These labor lawsuits refer mainly to claims for overtime, and health exposure and hazard claims, none of which involve a significant amount on an individual basis. The total amount involved is R$53,491, for which the provision in the amount of R$31,772 was recorded based on historical information, representing the best estimate for probable losses.
42
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
Court deposits
The Company, as appropriate, performs legal deposits not related to provisions for contingencies, which balance as of December 31, 2007 was R$42,004 (R$46,968 on December 31, 2006).
Guarantees
a. The Company provides guarantees to loans obtained by certain out growers located in the central region of the country as part of a special development program for that region. Such loans are used to improve the out growers farms installations and will be repaid in 10 years, where the Company obtain from the out growers their farms and installations as a collateral for such guarantees provided. The amount for such guarantees provided as of December 31, 2007 amounted R$229,700 (R$20,245 in December 31, 2006).
b. The Company offered a lien on the industrial property it owns in the city of Concórdia, state of Santa Catarina, as a guarantee to a notice of collection from the Federal Revenue Service questioning the compensation in prior years of R$74 million in IPI premium credit against other federal taxes, which the right was given to the Company (a right recognized by the final and unappealable decision). Management and its legal advisors deem this charge to be misplaced and to prevent this dispute from prejudicing the Companys image and rights, a writ of mandamus was filed under which an injunction was obtained staying this notice of collection.
43
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
17
17 Shareholders equity
Subscribed and paid-in capital is represented by the following shares with no par value, at December 31, 2007 and 2006:
|
2007 |
2006 |
|
|
|
Common shares |
257,000,000 |
257,000,000 |
Preferred shares |
426,000,000 |
426,000,000 |
|
|
|
Total shares |
683,000,000 |
683,000,000 |
|
|
|
Preferred shares in treasury |
( 10,259,288) |
( 5,924,288) |
|
|
|
Total outstanding shares |
672,740,712 |
677,075,712 |
b.Statutory reserves
Legal reserve
In compliance with article 193 of Law 6404/76, the reserve was recorded at the rate of 5% of the net profit for the year, up to the limit of 20% of the capital.
Research and development reserve
It is recorded at the rate of 5% of the net profit for the year, up to the limit of 10% of capital.
Expansion reserve
It is recorded with at least 15% and with a maximum of 60% of the net profit for the year, up to the limit of 70% of capital.
44
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
c. Treasury stock
As of December 31, 2007 the Company held treasury stock of 10,259,288 preferred shares, at an average acquisition cost of R$84,118, held for future sale and/or cancellation. The market value as of December 31, 2007 was R$ 113,468.
d. Shareholders remuneration
The corporate bylaws determine the distribution of a minimum dividend of 28% of the net income for the year, adjusted in accordance with article 202 of Law 6404/76. The minimum dividend was paid or credited as interest on own capital. The Company calculated interest on own capital based on the long-term interest rate (TJLP) in force in the year, as shown below:
|
|
2007 |
2006 |
|
|
|
|
Net income for the year |
687,977 |
379,933 |
|
|
Legal reserve |
( 34,399) |
( 18,997) |
|
|
|
|
Basis |
653,578 |
360,936 |
|
|
|
|
|
Distribution to shareholders: |
|
|
|
|
Interest on shareholders' equity (net of withholding tax of |
50,541 |
- |
|
|
|
|
|
Interest on shareholders' equity (net of withholding tax of |
45,220 |
- |
|
|
|
|
|
Interest on shareholders' equity (net of withholding tax of |
|
|
|
37,871 |
- |
|
|
|
|
|
|
Dividends recorded at December 31, 2007, to be paid on February 15, 2008. |
|
|
|
49,370 |
- |
|
|
|
|
|
|
Interest on shareholders' equity (net of withholding tax of |
- |
101,080 |
|
|
|
|
|
Total |
183,002 |
101,080 |
|
|
|
|
|
Percentage in relation to the basis |
28.00% |
28.00% |
|
|
|
|
|
Interest on shareholders' equity by 1,000 shares in Reais: |
|
|
|
Preferred |
R$ 306,01 |
R$ 175,64 |
|
Common |
R$ 306,01 |
R$ 175,64 |
45
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
e. Market value
The market value of Sadia S.A. shares according to the average quotation of shares traded on the São Paulo Stock Exchange - BOVESPA, corresponded to R$11,06 per thousand shares at December 31, 2007 (R$ 7.16 at December 31, 2006). Net equity on that date was R$4,34 per thousand shares (R$ 3.64 at December 31, 2006).
18
18 Stock option plan
The Company has a granting plan of option of purchase of shares, which contemplates nominative preferred shares of issue of the Company, available in treasury, the objective of which is a long-term view, motivating the feeling of property and commitment of the Companys players, in line with the shareholders interests.
The plan is managed by a Management Committee, composed of the Chief Executive Officer and the Human Resources Committee of the Board of Directors.
The price for exercising the purchase options does not include any discount and will be based on the average value of the quotation for the share in the last three days of trading on the São Paulo Stock Exchange prior to the grant date, updated by the accumulated National Consumer Price Index (INPC) between the grant date of exercising the option. The vesting period, during which the participant cannot exercise his/her right to purchase the shares, will be three years as from the option granting date. The participant will be able to fully or partially exercise his/her purchase rights after the vesting period within a maximum period of 2 years, and only after this period has expired will he/she lose the right to the options not exercised.
The composition of the options granted is presented as follows:
|
Date |
|
Quantity |
|
Price of shares |
|||
|
|
|
|
of |
|
|
||
Cycle |
Grant |
Start |
Final |
Shares |
Grant date |
Update - INPC |
||
|
|
|
|
|
|
|
||
2005 |
06/24/05 |
06/24/08 |
06/24/10 |
1,700,000 |
4.55 |
5.00 |
||
2006 |
09/26/06 |
09/26/09 |
09/26/11 |
3.520.000 |
5.68 |
6.06 |
||
2007 |
09/27/07 |
09/27/10 |
09/27/12 |
5.000.000 |
10.03 |
10.23 |
46
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
2007 |
2006 |
|
|
|
Balance at January 1º |
5,320,000 |
2,200,000 |
|
|
|
Conceded options |
5,000.000 |
3,520,000 |
Exercised options - Cycle 2005 |
( 100,000) |
( 100,000) |
Cancelled options - Cycle 2005 |
( 100,000) |
( 200,000) |
Cancelled options - Cycle 2006 |
( 165,000) |
( 100,000) |
|
|
|
Balance at December 31 |
9,955,000 |
5,320,000 |
Since the Company has treasury shares earmarked for the stock option plan, the difference between the market value and the updated price for the year will not affect the Companys results.
19
19 Employees profit sharing
The Company grants its employees a profit sharing plan, which depends on attaining specific targets, established and agreed to at the beginning of each year. This plan has been approved by Board of Directors of the Company and it has been registered by a formal agreement with the unions.
20
20 Other operating income
During 2007, the Company obtained recognition of the final, favorable, unappealable decision on two processes filed against the State, questioning the charge of Funrural on its poultry production, between January 1983 and November 1988. Based on the transit in rem judicatam of this proceeding, the Company recognized the tax credit for the amount of R$26,545, which, net of the legal council fees, represented by gain of R$22,032.
47
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
On October 26, the Company obtained recognition of the final, favorable, unappealable decision on the COFINS proceedings referring to the unconstitutionality of Law 9718/98, which changed the basis for the calculation of PIS and COFINS by including operating and financial income. This matter was judged and considered unconstitutional by the Superior court of Justice on November 9, 2005. The Company has been collecting the tax in accordance with legislation and, based on the transit in rem judicatam of this proceeding, recognized the tax credit in the amount of R$80,168, net of attorneys fees, represented a gain of R$75,654.
21
21 Financial result
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Financial expenses |
|
|
|
|
|
Interest |
(212,545) |
(183,857) |
(240,039) |
(233,360) |
|
Monetary variations - Liabilities |
( 11,240) |
( 12,579) |
( 11,240) |
( 12,579) |
|
Exchange variations - Liabilities |
263,600 |
50,617 |
374,926 |
120,260 |
|
Exchange variations on foreign investiments |
- |
- |
( 99,655) |
16,810 |
|
Others |
( 56,939) |
( 52,668) |
( 81,099) |
( 64,503) |
|
|
|
|
|
|
|
|
( 17,124) |
(198,487) |
( 57,107) |
(173,372) |
|
|
|
|
|
|
|
Financial income |
|
|
|
|
|
Interest |
55,309 |
62,286 |
182,168 |
198,638 |
|
Monetary variations - Assets |
7,246 |
5,540 |
7,246 |
5,540 |
|
Exchange variations - Assets |
( 72,454) |
( 28,210) |
(221,215) |
( 32,851) |
|
Others |
30,637 |
65,653 |
52,321 |
78,726 |
|
|
|
|
|
|
|
|
20,738 |
105,269 |
20,520 |
250,053 |
|
|
|
|
|
|
|
|
3,614 |
( 93,218) |
(36,587) |
76,681 |
48
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
22
22 Nonoperating income
In the Concórdia S.A. Corretora de Valores Mobiliários, Câmbio e Commodities shareholders meetings held on September 27, 2007 and October 26, 2007 authorized, respectively, the sale of 3,827,551 shares, from a total of 7,655,102 ordinary shares of Bovespa Holding S.A. and the sale of 5,168,674 shares of BM&F S.A., originated from the demutualization process and initial public offer for the secondary offer by these institutions.
The wholly owned subsidiary Concórdia S.A. Corretora de Valores Mobiliários, Câmbio e Commodities recorded a gain from the sale of these shares, in the amount of R$165,682 (R$107,568 net of taxes and commission, in the amount of R$55,414 and R$2,700, respectively of which R$53,222 related to the sale of Bovespas shares and R$54,346 related to the BM&Fs shares), which was recorded as non operational income.
On December 31, 2007, the wholly owned subsidiary Concórdia S.A. Corretora de Valores Mobiliários Câmbio e Commodities had recorded as investments 3,827,551 shares of Bovespa at cost, in the amount of R$8,163 and 9,598,966 shares of BM&F at cost, in the amount of R$9,599, and the market value of those shares amounts respectively, R$127,955 and R$236,519.
23
23 Income and social contribution taxes
Income before the provision for income tax (IR) and social contribution on net income (CSLL) was composed as follows:
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
|
|
|
|
|
|
Local |
719,482 |
417,864 |
322,476 |
234,349 |
|
Foreign |
- |
- |
465,460 |
180,305 |
|
|
|
|
|
|
|
|
719,482 |
417,864 |
787,936 |
414,654 |
The composition of income and social contribution taxes is as follows:
49
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Local |
|
|
|
|
|
Current |
( 8,682) |
( 8,006) |
(77,477) |
(10,519) |
|
Deferred |
(16,407) |
(28,744) |
(16,939) |
(27,024) |
|
|
|
|
|
|
|
|
(25,089) |
(36,750) |
(94,416) |
(37,543) |
|
Foreign |
|
|
|
|
|
Current |
- |
- |
896 |
( 448) |
|
Deferred |
( 6,416) |
( 1,181) |
( 6,416) |
( 1,181) |
|
|
|
|
|
|
|
|
( 6,416) |
( 1,181) |
( 5,520) |
( 1,629) |
|
|
|
|
|
|
|
|
(31,505) |
(37,931) |
(99,936) |
(39,172) |
Income and social contribution taxes were calculated at applicable rates and reconciliation with the income and social contribution tax expenses is shown below:
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
|
|
|
|
|
|
Income before taxation/profit sharing |
719,482 |
417,864 |
787,936 |
414,654 |
|
Interest on shareholders' equity |
(157,214) |
(118,920) |
(157,214) |
(118,920) |
|
|
|
|
|
|
|
Income before income and social contribution taxes |
562,268 |
298,944 |
630,722 |
295,734 |
|
Income and social contribution taxes at nominal rate - 34% |
(191,171) |
(101,641) |
(214,445) |
(100,550) |
|
|
|
|
|
|
|
Adjustment to calculate the effective rate |
|
|
|
|
|
|
|
|
|
|
|
Permanent differences |
|
|
|
|
|
Equity in subsidiaries earnings |
155,917 |
69,617 |
119,646 |
66,654 |
|
Interest on shareholders' equity of subsidiaries |
- |
- |
- |
1,437 |
|
Other |
3,749 |
( 5,907) |
( 5,137) |
( 6,713) |
|
|
|
|
|
|
|
Income and social contribution taxes at effective rate |
( 31,505) |
( 37,931) |
( 99,936) |
( 39,172) |
50
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The composition of deferred income and social contribution taxes is as follows:
|
Parent company |
|
Consolidated |
||
|
|
|
|
|
|
|
2007 |
2006 |
2007 |
2006 |
|
Assets |
|
|
|
|
|
Deferred taxes |
|
|
|
|
|
Benefit plan |
36,522 |
32,700 |
36,522 |
32,700 |
|
Provision for contingencies |
26,711 |
25,397 |
31,785 |
25,824 |
|
Employees profit sharing |
25,233 |
15,157 |
27,998 |
15,564 |
|
Allowance for doubtful accounts |
15,802 |
9,645 |
15,802 |
9,645 |
|
Goodwill amortization |
9,919 |
7,108 |
9,919 |
7,108 |
|
Provision for loss on property, plant and equipment |
5,917 |
5,001 |
5,917 |
5,001 |
|
Tax loss carryforwards and negative basis of social contribution |
2,264 |
37,834 |
2,264 |
37,834 |
|
Summer Plan depreciation |
1,070 |
2,105 |
1,070 |
2,105 |
|
Others |
4,470 |
814 |
90 |
3,971 |
|
|
|
|
|
|
|
Total assets deferred taxes |
127,908 |
135,761 |
131,367 |
139,752 |
|
|
|
|
|
|
|
Assets short-term portion |
32,533 |
52,518 |
35,992 |
56,509 |
|
Assets long-term portion |
95,375 |
83,243 |
95,375 |
83,243 |
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
Deferred taxes |
|
|
|
|
|
Depreciation on rural activities |
109,718 |
84,716 |
109,718 |
84,716 |
|
Grain Update |
- |
10,008 |
- |
10,008 |
|
|
|
|
|
|
|
Total liabilities deferred taxes |
109,718 |
94,724 |
109,718 |
94,724 |
|
|
|
|
|
|
|
Liabilities short-term portion |
10,969 |
18,355 |
10,969 |
18,355 |
|
Liabilities long-term portion |
98,725 |
76,369 |
98,725 |
76,369 |
|
|
|
|
|
|
|
Net |
18,190 |
41,037 |
21,649 |
45,028 |
The Management considers that the deferred assets arising from temporary differences will be realized in proportion to the final solution of the contingencies and to the payment of the liabilities forecast for the employees benefit plans.
The deferred tax assets related to the income tax loss carryforwards and negative basis of social contribution in the amount of R$2,264, from a foreign subsidiary, will be realized base on future taxable income on such companies. Management estimates this deferred tax asset will be fully realized during the next year.
51
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
24
24 Risk management and financial instruments
The Companys operations that are exposed to market risks, mainly with respect to foreign currency variations, credit risks and variations in the prices of agricultural commodities - corn, soy bean and derivatives. These risks are managed by the Risk Management area, through identification of exposures and correlations between the different risk factors, using the specific calculation method, VAR - Value at Risk and simulations of scenarios, and are permanently monitored by the Financial Committee and by the Commodities and Risk Management Committee, consisting of members of the Board of Directors, who are responsible for defining managements strategy for administering these risks, determining the limits for positions, exposure and authority for decision making. At December 31, 2007, the VAR-Value at Risk for the operational assets and liabilities and financial instruments exposed to exchange rate variations for one year with 95% confidence, amounted to R$98,726, representing 3.39% of shareholders equity (Information not audited)
a. Exchange rate risk
The exchange rate risk for loans, financing and any other payables denominated in foreign currency is hedged by short-term investments denominated in foreign currency, with same interest rates, and by derivative financial instruments, such as rate swaps (dollar to CDI), interest rate swap contracts (Libor to pre-fixed or vice-versa) and future market agreements, in addition to foreign receivables from exports, which also reduce exchange variations by serving as a natural hedge.
The Company, within its hedge strategy, uses currency futures contracts (US dollars, Euros and Pounds), as a form of mitigating exchange rate risk over operating and financial assets and liabilities. The nominal amounts of these contracts are not recorded in the financial statements.
The realized income of future contracts, for the year ended December 31, 2007, generated a gain of R$129,452 (R$150,645 for 2006), represented by a loss in the amount of R$11,127 accounted for as financial income in Monetary Variations Asset, and a gain in the amount of R$ 140,579 as operating income in Gross operating revenue.
52
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The results of the operations in the currency futures market, realized and not financially settled and the daily adjustments of currency futures contracts on the Future and Commodities Exchange - BM&F are recorded in the financial statements as Amounts receivable from futures contracts and Amounts payable for futures contracts.
The unrealized income of counter operations entered into with future maturity dates are not recognized in the financial statements. These contracts, as from December 2006, are segregated and defined as operating or financial, in accordance with the item to be protected. The amount of these contracts, if recorded as of December 31, 2007, would result in an income of R$43,384 in the financial income and an income of R$98,329 in the operating income.
The Companys exposure to exchange variation (mainly in US dollars) is shown below:
|
Consolidated |
|
|
|
|
|
2007 |
2006 |
Assets and liabilities in foreign currency |
|
|
Cash and cash equivalents and short-term investments |
1,698,431 |
1,960,847 |
Amounts receivable from futures contracts |
46,684 |
26,357 |
Trade accounts receivable |
225,757 |
385,797 |
Suppliers |
( 36,259) |
( 39,521) |
Loans and financing |
(2,389,153) |
(2,820,099) |
Amounts payable for futures contracts |
( 22,409) |
( 9,077) |
Swap contracts (dollar for CDI (*)) |
9,376 |
22,284 |
|
|
|
|
( 467,573) |
( 473,412) |
(*) Interbank deposit interest.
Consolidated hedge contracts outstanding at December 31, 2007 with their respective payment schedules are as follows:
53
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
Position |
|
Maturity |
Derivative contracts |
12/31/2007 |
|
2008 |
|
|
|
|
Currency swap contracts |
|
|
|
Base value - R$ |
9,376 |
|
9,376 |
Base value - US$ |
3,157 |
|
3,157 |
|
|
|
|
Receivables/payables |
|
|
|
Asset |
- |
|
- |
Liability |
( 9,287) |
|
( 9,287) |
|
|
|
|
Rate swap contracts |
|
|
|
Base value - R$ |
797,085 |
|
797,085 |
Base value - US$ |
450,000 |
|
450,000 |
|
|
|
|
Amount receivable |
6,164 |
|
6,164 |
|
|
|
|
Futures contracts - US dollars |
|
|
|
Short position- US$ |
854,500 |
|
854,500 |
Long position - US$ |
522,500 |
|
522,500 |
Short position - Euro |
169,713 |
|
169,713 |
Long position - Euro |
143,713 |
|
143,713 |
Short position - Libra |
80,183 |
|
80,183 |
Long position - Libra |
32,683 |
|
32,683 |
|
|
|
|
Options |
|
|
|
Long call option US$ |
350,000 |
|
350,000 |
|
|
|
|
Amount receivable |
46,684 |
|
46,684 |
Amount payable |
22,409 |
|
22,409 |
b.Credit risk
The Company is potentially exposed to credit risk in relation to its trade accounts receivable, long and short-term investments and derivative instruments. The Company limits the risk associated with these financial instruments by subjecting them to the control of highly rated financial institutions that operate within the limits pre-established by the risk, credit and financing committees.
54
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The concentration of credit risk with respect to accounts receivable is minimized due to the spread of its client base, since the Company does not have any customer or group representing 10% or more of its consolidated revenues, as well as granting credits for customers with solid financial and operational ratios. Generally, the Company does not require a guarantee for sales, however it has contracted an insurance credit policy to its domestic receivables.
c. Grain purchase price risks
The Companys operations are exposed to the volatility in prices of grain (corn and soybean) used in the preparation of animal feed for its breeding stock, where the price variation results from factors beyond the control of management, such as climate, the size of the harvest, transport and storage costs and government agricultural policies, among others. The Company does not enter into futures or options contracts to hedge against fluctuations in the prices of the commodities, however it maintains a risk management strategy, based on physical control, which includes purchase of grain at fixed and fixable prices. The Company has a Commodities Committee and Risk Management, composed by the chief executive officer and financial and operational executives, whose aim is to discuss and decide on the companys strategies and positioning with respect to the various risk factors that impact the operating results.
d. Estimated market values
The Company used the following methods and assumptions to estimate the disclosure of the fair value of its financial instruments as of December 31, 2007 and 2006:
·
Cash and cash equivalents - The book values of cash and banks recorded in the balance sheet are similar to the respective fair values.
·
Short-term financial investments - The fair value of short-term financial investments is estimated based on the market quotations of comparable contracts.
·
Accounts receivable and payable - The book values of accounts receivable and payable recorded in the balance sheet are similar to their respective fair values.
55
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
·
Investments: The market values of the investments were obtained from their market quotations.
·
Short and long-term loans and financing - The market values of loans and financing were calculated based on their present value calculated through the future cash flows and using interest rates applicable to instruments of similar nature, terms and risks, or based on the market quotation of these securities. The market values of BNDES financing are similar to the book values, since there are no similar instruments with comparable maturities and interest rates.
·
Exchange and interest rate swap contracts - The fair values of exchange and interest rate swap contracts were estimated based on market quotations for comparable contracts. As of December 31, 2007 the contracted amounts in force totaled R$2,251,459
(R$1,554,843 in December 31, 2006) and the valuation of these contracts to fair value would result in a gain of R$59,075 (loss of R$ 67,041 in December 31, 2006), composed by a loss in the amount of R$6,765 accounted for as financial income, and a gain in the amount of R$65,840 as operating income. The effective cash settlements of the contracts occur on the respective maturities of each agreement. The Company does not intend to settle these contracts before their maturity.
The market values were estimated on the balance sheet date, based on relevant market information. Changes in the assumptions may significantly affect these estimates.
The book values and the estimated fair values of the Companys financial instruments as of December 31, 2007 and 2006 are presented in the table below. The fair value of a financial instrument is the amount for which the instrument could be traded between interested parties under current market conditions.
56
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
Consolidated |
||||
|
|
|
|||
|
2007 |
|
2006 |
||
|
|
|
|
|
|
|
Book value |
Market value |
Book value |
Market value |
|
|
|
|
|
|
|
Cash and cash equivalents |
320,028 |
320,028 |
234,069 |
234,069 |
|
Short-term investments - Local Currency |
610,000 |
610,000 |
388,824 |
388,824 |
|
Short-term investments - Foreign Currency |
1,575,323 |
1,532,988 |
1,927,709 |
1,927,709 |
|
Trade accounts receivable |
530,669 |
530,669 |
693,532 |
693,532 |
|
Investments |
19,885 |
364,474 |
23,878 |
23,878 |
|
Loans and financing |
3,677,729 |
3,687,262 |
3,885,420 |
3,924,161 |
|
Suppliers |
593,951 |
593,951 |
503,285 |
503,285 |
|
Futures contracts, net |
24,275 |
24,275 |
17,280 |
17,280 |
|
Consolidated |
||||||
|
|
|
|||||
|
2007 |
|
2006 |
||||
|
|
|
|
||||
|
Currency |
|
Currency |
||||
|
|
|
|
|
|
|
|
|
Local |
Foreign |
Total |
Local |
Foreign |
Total |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
Cash and cash equivalents |
196,920 |
123,108 |
320,028 |
200,931 |
33,138 |
234,069 |
|
Short-term investments |
473,958 |
1,575,323 |
2,049,281 |
259,697 |
1,927,709 |
2,187,406 |
|
Accounts receivable from future contracts |
- |
46,684 |
46,684 |
- |
26,357 |
26,357 |
|
|
|
|
|
|
|
|
|
Total current assets |
670,878 |
1,745,115 |
2,415,993 |
460,628 |
1,987,204 |
2,447,832 |
|
|
|
|
|
|
|
|
|
Long-term investments |
136,042 |
- |
136,042 |
129,127 |
- |
129,127 |
|
|
|
|
|
|
|
|
|
Total long-term assets |
136,042 |
- |
136,042 |
129,127 |
- |
129,127 |
|
|
|
|
|
|
|
|
|
Total Financial Assets |
806,920 |
1,745,115 |
2,552,035 |
589,755 |
1,987,204 |
2,576,959 |
|
|
|
|
|
|
|
|
57
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
|
Consolidated |
||||||
|
|
|
|||||
|
2007 |
|
2006 |
||||
|
|
|
|
||||
|
Currency |
|
Currency |
||||
|
|
|
|
|
|
|
|
|
Local |
Foreign |
Total |
Local |
Foreign |
Total |
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Short-term financing |
419,542 |
570,072 |
989,614 |
309,033 |
898,845 |
1,207,878 |
Accounts payables from future contracts |
- |
22,409 |
22,409 |
- |
9,077 |
9,077 |
Swap contracts - short-term |
9,376 |
( 9,376) |
- |
12,908 |
( 12,908) |
- |
|
|
|
|
|
|
|
Total current liabilities |
428,918 |
583,105 |
1,012,023 |
321,941 |
895,014 |
1,216,955 |
|
|
|
|
|
|
|
Long-term Financing |
869,034 |
1,819,081 |
2,688,115 |
756,288 |
1,921,254 |
2,677,542 |
Swap contracts - long-term |
- |
- |
- |
9,376 |
( 9,376) |
- |
|
|
|
|
|
|
|
Total noncurrent liabilities |
869,034 |
1,819,081 |
2,688,115 |
765,664 |
1,911,878 |
2,677,542 |
|
|
|
|
|
|
|
Total Financial liabilities |
1,297,952 |
2,402,186 |
3,700,138 |
1,087,605 |
2,806,892 |
3,894,497 |
|
|
|
|
|
|
|
Net debt |
(491,032) |
(657,071) |
(1,148,103) |
( 497,850) |
( 819,688) |
(1,317,538) |
25 Insurance
The Company and its subsidiaries adopt insurance engagement policy at levels that Management considers adequate to cover risks resulting from the claims of its assets. Due to the characteristics of multilocated operations, Management engages its policies with a limit of maximum loss possible in the same event, with amounts calculated based on risk inspections and potential losses. The policies engaged guarantee coverage against fire, general civil liability, windstorms, disorders and electric damage, as well as insurance for merchandise transport, personal and vehicle damage. The amount currently insured guarantees the comprehensive coverage of the Companys fixed assets.
The assumptions adopted, given their nature, are not part of the scope of an audit of financial statements and, accordingly, they were not examined by our independent auditors.
58
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
26
26 Private pension plan
a. Defined benefit plan
The Company and its subsidiary Concórdia S.A. C.V.M.C.C. are the sponsors of a defined contribution pension plan for employees, managed by Fundação Attílio Francisco Xavier Fontana.
The supplementary pension benefit is defined as the difference between (i) the benefit wage (updated average of the last 12 participation salaries, limited to 80% of the last participation salary) and (ii) the amount of the pension paid by the National Institute of Social Security. The supplementary benefit is updated every year by the National Consumer Price Index - INPC.
The actuarial system is that of capitalization for supplementary retirement and pension benefits and of simple apportionment for supplementary disability compensation. The Companys contribution is based on a fixed percentage of the payroll of active participants, as annually recommended by independent actuaries and approved by the trustees of Fundação Attilio Francisco Xavier Fontana.
According to the Foundations statutes, the sponsoring companies are jointly liable for the obligations undertaken by the Foundation on behalf of its participants and dependents.
At December 31, 2007 the Foundation had a total of 19,398 participants (20,484 on December 31, 2006), of which 15,572 were active participants (16,795 on December 31, 2006).
The contributions of the parent company, on December 31, 2007 and 2006, amounted to
R$ 2,003 and R$2,004, and R$2,066 and R$ 2,073 in the consolidated, respectively.
59
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
Information on the actuarial calculation of the social security plan is presented below:
|
2007 |
2006 |
|
|
|
Composition of actuarial assets |
|
|
Present value of the actuarial liabilities |
868,707 |
736,436 |
Fair value of the actuarial assets |
(1,471,835) |
(1,128,000) |
Unrecognized actuarial losses |
345,312 |
180,660 |
|
|
|
Net actuarial assets |
( 257,816) |
( 210,904) |
|
|
|
Reconciliation of present liabilities value |
|
|
Liability value at the beginning of the year |
736,436 |
704,529 |
Gross current cost of services (with interest) |
22,015 |
25,403 |
Interest in actuarial liabilities |
81,431 |
77,995 |
Benefits paid during the year |
( 42,069) |
( 35,751) |
Liabilities - (Gains)/losses |
70,894 |
( 35,740) |
|
|
|
Liabilities value at the end of the year |
868,707 |
736,436 |
|
|
|
Reconciliation of fair value of assets |
|
|
Fair value of assets at the beginning of the year |
1,128,000 |
1,035,000 |
Benefits paid during the year |
( 42,069) |
( 35,751) |
Participant contributions during the year |
6,475 |
6,451 |
Sponsor contributions made during the year |
2,105 |
2,115 |
Assets earnings for the year |
377,324 |
120,185 |
|
|
|
Fair value of assets at the end of the year |
1,471,835 |
1,128,000 |
|
|
|
Calculation of (gains)/losses |
|
|
Value of losses at the beginning of the year |
( 201,733) |
( 176,381) |
Losses in actuarial liabilities |
5,929 |
4,672 |
(Gains)/losses in actuarial liabilities |
70,894 |
( 35,740) |
Gains in plan assets |
( 239,484) |
6,354 |
(Gains)/losses in employee contributions |
( 547) |
( 638) |
|
|
|
(Gains)/losses at the end of the year |
( 364,941) |
( 201,733) |
|
|
|
60
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
Actuarial assumptions adopted in the calculation |
2007 |
2006 |
Nominal discount rate for actuarial liabilities |
10.78% |
11.30% |
Expected nominal earnings rate on assets |
12.35% |
12.35% |
Estimated nominal growth rate for salaries |
7.10% |
7.10% |
Estimated nominal growth rate for benefits |
5.00% |
5.00% |
Biometric table of general mortality |
AT83 |
|
Biometric table of disability leave |
TASA1927 |
|
Expected rotation rate |
3% p.y. |
|
Probability of applying for retirement |
55 years |
The actuarial asset has not been recognized in the sponsors financial statements due to the lack of prospects of realization.
b. Defined contribution plan
As from January 1, 2003, the Company began to adopt new supplementary pension plans under the defined contribution modality for all employees hired by Sadia and its subsidiaries, As from January 1, 2007 these plans are only available to employees earning over R$1,800 per month, Under the terms of the regulations, plans are funded on an equitable basis so that the portion paid by the Company is equal to the payment made by the employee in accordance with a contribution scale based on salary bands that vary between 1,5% and 6% of the employees remuneration, observing a contribution limit that is updated annually, The contributions made by the Company at December 31, 2007 and 2006 totaled R$1,584 and R$2,807 respectively, As of December 31, 2007 this plan had 1,421 participants.
27
27 Segment and related information
The following information about segments is based upon information used by the Companys management to assess the performance of operating segments and decides on the allocation of resources
61
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
The Company has four identifiable reportable segments: Processed products, Poultry, Pork and beef. The Company evaluates segment performance based on information generated from its statutory accounting records prepared in accordance with accounting principles generally accepted in Brazil.
|
2007 |
2006 |
Net operating revenue |
|
|
Processed products |
3,745,713 |
3,102,397 |
Poultry |
3,774,731 |
2,872,845 |
Pork |
624,117 |
494,571 |
Beef |
334,995 |
309,353 |
Others |
143,635 |
97,535 |
|
|
|
Total net operating revenue |
8,623,191 |
6,876,701 |
Other net operating revenue is primarily attributable to grain operations.
|
2007 |
2006 |
|
|
|
Depreciation expenses |
|
|
Processed products |
( 116,679) |
( 92,214) |
Poultry |
( 131,053) |
( 100,080) |
Pork |
( 21,358) |
( 15,223) |
Beef |
( 14,059) |
( 11,660) |
Others |
( 5,555) |
( 4,072) |
|
|
|
Total depreciation expenses allocated to segments |
( 288,704) |
( 223,249) |
|
|
|
Depreciation allocated to administrative expenses |
( 17,451) |
( 17,320) |
|
|
|
Total depreciation expenses |
( 306,155) |
( 240,569) |
62
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
Segment operating income |
|
|
Processed Products |
362,257 |
194,494 |
Poultry |
248,286 |
100,204 |
Pork |
46,862 |
35,489 |
Beef |
3,635 |
11,482 |
Others |
8,690 |
2,087 |
|
|
|
Total operating income |
669,730 |
343,756 |
|
|
|
Interest expense |
( 332,378) |
( 310,442) |
Interest income |
241,735 |
282,904 |
Exchange gains (losses), net |
54,056 |
104,219 |
|
|
|
Income before income taxes and social contribution |
633,143 |
420,437 |
|
|
|
Segment assets |
|
|
Processed products |
713,064 |
715,248 |
Poultry |
1,498,736 |
1,018,005 |
Pork |
390,458 |
275,533 |
Beef |
134,616 |
104,340 |
Others |
283,912 |
220,312 |
|
|
|
Total property, plant and equipment |
3,020,786 |
2,333,438 |
|
|
|
Reconciling items - Corporate assets |
|
|
Cash and cash equivalents |
320,028 |
234,069 |
Short-term investments |
2,049,281 |
2,187,406 |
Long-term investments |
136,042 |
129,127 |
Accounts and notes receivables, net |
486,586 |
678,598 |
Inventories |
1,168,936 |
1,084,454 |
Others corporate assets |
999,721 |
929,259 |
|
|
|
Total consolidated assets |
8,181,380 |
7,576,351 |
63
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
Capital expenditures |
|
|
Processed products |
195,969 |
302,648 |
Poultry |
614,660 |
367,581 |
Pork |
136,417 |
143,032 |
Beef |
44,442 |
7,786 |
Others |
93,442 |
234,331 |
|
|
|
Total segment capital expenditures |
1,084,930 |
1,055,378 |
b. Export sales by region/market | ||
|
2007 |
2006 |
|
|
|
Europe |
1,256,325 |
889,171 |
Middle East |
986,240 |
787,838 |
Asia |
691,273 |
533,295 |
Americas |
643,770 |
528,453 |
Eurasia (mainly Russia and other former Soviet Union countries) |
946,427 |
719,706 |
|
|
|
|
4,524,035 |
3,458,463 |
Revenues are attributed to regions based upon where the products are shipped. All long-lived operational assets are located in Brazil and assets located outside of Brazil consist of sales offices located in various countries and a recently inaugurated factory in Russia.
64
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
28
28 Subsequent events
a. Alteration to Corporate Law
On December 28, 2007, Law 11.638/07 was issued, which introduced important changes to Law 6.404/76 with respect to the preparation and disclosure of financial statements for public companies. The main changes introduced by the new law requires that international accounting standards be adopted, with the standards to be published by the Securities Commission CVM, and prepared in accordance with the standards issued by the International Accounting Standard Board IASB.
Within the changes introduced, management highlights the following matters, which could have an impact on the Companys financial statements as from the year ending December 31, 2008:
·
Change in the criteria for classifying and recording the financial instruments, including derivatives.
·
Business combinations will be recorded at fair value.
·
Tax incentives will no longer be classified as capital reserve, but will be included in the income statement. The General meeting can allocate a part of gain, corresponding to these incentives, to form the Tax Incentives Reserve, which can be excluded from the calculation base for the dividends.
·
Creation of the heading Comprehensive Income in shareholders equity, to record certain adjustments that are not related to the result for the period.
Management is evaluating the effects of the aforementioned changes in the Companys financial statements for the year ending 2008, and will take into consideration the guidelines and definitions to be issued by these regulatory bodies. At the moment, management believes it is not possible to measure the effects of these changes, should they have been applied for the year ended December 31, 2007 financial statements.
65
Sadia S.A.
Publicly-held Company
Notes to the financial statements
(In thousands of Reais)
b. Promise to purchase and sell companies
On January 07 and 18, 2008, the Company announced that it had signed a purchase and sale agreement, respectively, with the shareholders of Avícola Industrial Buriti Alegre Ltda.- Goiaves and Baumhardt Comércio e Participações Ltda.
Avícola Industrial Buriti Alegre Ltda. - Goiaves, is located in the municipal of Buriti Alegre, State of Goiás and the purchase and sale agreement involves all of its shares, for the amount of R$60 million, being such amount subject to adjustments of the due diligence that will be performed.
Baumhardt Comércio e Participações Ltda. (Baumhardt), is located in the municipal of Santa Cruz do Sul, State Rio Grande do Sul and the purchase and sale agreement involves the purchase of 73.93% of its shares. Baumhardt is the parent company of Excelsior Alimentos S.A., in which it holds 80.1% of the voting capital and 43.67% of the total capital. The purchase price will be defined after the results of the due diligence that will be performed.
66
Sadia S.A.
Board of Directors
Walter Fontana Filho
Chairman
Eduardo Fontana D'Ávila
Member
Alcides Lopes Tápias
Member
Diva Helena Furlan
Member
Everaldo Nigro dos Santos
Member
Francisco Silverio Morales Cespede
Member
José Marcos Konder Comparato
Member
Luiza Helena Trajano Inácio Rodrigues
Member
Marcelo Fontana
Member
Norberto Fatio
Member
Vicente Falconi Campos
Member
67
Sadia S.A.
Officers
Gilberto Tomazoni |
Chief Executive Officer |
Adriano Lima Ferreira |
Chief Financial Officer |
Alexandre de Campos |
International Sales Director |
Alexandre Felipe da Luz Sobrinho |
Director of Institutional Relations, Sustainability and Legal Matters |
Amaury Magalhães Maciel Filho |
Agricultural Operations Director |
Antonio Paulo Lazzaretti |
Technology and Quality Guarantee Director |
Artêmio Listoni |
Bovine Activities Director |
Eduardo Nunes de Noronha |
Human Resources and Management Director |
Ernest Sícoli Petty |
Supply Director |
Flávio Luís Fávero |
Regional Production Director |
Gilberto Meirelles Xandó Baptista |
Internal Market Commercial Director |
Guilhermo Henderson Larrobla |
International Sales Director |
Helio Rubens Mendes dos Santos |
Industrial Technology Director |
José Augusto Lima de Sá |
International Relationships Director |
Osório Dal Bello |
Farming Technology Director |
Paulo Francisco Alexandre Striker |
Logistics Director |
Ralf Piper |
Quality Assurance Director |
Ricardo Fernando Thomas Fernandes |
Grain Purchase Director |
Roberto Banfi |
International Sales Director |
Ronaldo Korbag Muller |
Poultry Production Director |
Sérgio Carvalho Mandin Fonseca |
National Sales Director |
Valmor Savoldi |
Planning, Logistics and Supplies Director |
Welson Teixeira Junior |
Investor Relations Director |
|
|
Gustavo Teixeira de Freitas Controllership Manager |
Giovanni F. Lipari Accountant CRC 1SP201389/0-7-S-SC |
68