UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 6-K

 


 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

 

Dated October 20, 2014

 

Commission File Number: 1-15018

 


 

Fibria Celulose S.A.

 


 

Alameda Santos, 1357 – 6th floor

01419-908, São Paulo, SP, Brazil

(Address of principal executive offices)

 


 

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

 

Form 20-F:  x

 

Form 40-F:  o

 

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)):

 

Yes:  o

 

No:  x

 

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)):

 

Yes:  o

 

No:  x

 

(Indicate by check mark whether the registrant by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

 

Yes:  o

 

No:  x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

 

 



 

Fibria Celulose S.A.

Unaudited Consolidated Interim Financial

Information at September 30, 2014

and Report on Review of Interim

Financial Information

 



 

Report on review of interim financial information

 

To the Board of Directors and Shareholders

Fibria Celulose S.A.

 

Introduction

 

We have reviewed the accompanying consolidated interim accounting information of Fibria Celulose S.A., for the quarter ended September 30, 2014, comprising the balance sheet at that date and the statements of income and comprehensive income for the quarter and nine-month periods then ended, and the statements of changes in equity and cash flows for the nine-month period then ended, and a summary of significant accounting policies and other explanatory information.

 

Management is responsible for the preparation of the consolidated interim accounting information in accordance with the accounting standard CPC 21. Interim Financial Reporting, of the Brazilian Accounting Pronouncements Committee (CPC) and International Accounting Standard (IAS) 34 - Interim Financial Reporting issued by the International Accounting Standards Board (IASB). Our responsibility is to express a conclusion on this interim accounting information based on our review.

 

Scope of review

 

We conducted our review in accordance with Brazilian and International Standards on Reviews of Interim Financial Information (NBC TR 2410 – Review of Interim Financial Information Performed by the Independent Auditor of the Entity and ISRE 2410 – Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Brazilian and International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion on the consolidated interim information

 

Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim accounting information referred to above has not been prepared, in all material respects, in accordance with CPC 21 and IAS 34.

 

2



 

Other matters

 

Statement of value added

 

We have also reviewed the consolidated interim statement of value added for the nine-month period ended September 30, 2014. This statement is the responsibility of the Company’s management, and is required to be presented in accordance with standards issued by the Brazilian Securities Commission (CVM) and is considered supplementary information under IFRS, which do not require the presentation of the statement of value added. This statement has been submitted to the same review procedures described above and, based on our review, nothing has come to our attention that causes us to believe that it has not been prepared, in all material respects, in a manner consistent with the consolidated interim accounting information taken as a whole.

 

São Paulo, October 21, 2014

 

PricewaterhouseCoopers

Auditores Independentes

CRC 2SP000160/O-5

 

Luciano Jorge Moreira Sampaio Junior

Contador CRC 1BA018245/O-1 “S” SP

 

3



 

Fibria Celulose S.A.

 

Consolidated balance sheet at

In thousands of Reais

 

Assets

 

September 30,
 2014

 

December 31,
2013

 

 

 

 

 

 

 

Current

 

 

 

 

 

Cash and cash equivalents (Note 7)

 

709,059

 

1,271,752

 

Marketable securities (Note 8)

 

902,157

 

1,068,182

 

Derivative financial instruments (Note 9)

 

29,502

 

22,537

 

Trade accounts receivable, net (Note 10)

 

547,119

 

382,087

 

Accounts receivable - land and building sold (Note 1(e))

 

 

 

902,584

 

Inventory (Note 11)

 

1,263,892

 

1,265,730

 

Recoverable taxes (Note 12)

 

194,824

 

201,052

 

Assets held for sale

 

591,257

 

589,849

 

Other assets

 

114,526

 

103,228

 

 

 

 

 

 

 

 

 

4,352,336

 

5,807,001

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

Marketable securities (Note 8)

 

49,748

 

48,183

 

Derivative financial instruments (Note 9)

 

80,321

 

71,017

 

Related parties receivables (Note 14)

 

7,353

 

7,142

 

Recoverable taxes (Note 12)

 

1,682,171

 

743,883

 

Advances to suppliers

 

695,769

 

726,064

 

Judicial deposits (Note 20)

 

200,352

 

197,506

 

Deferred taxes (Note 13)

 

1,061,195

 

968,116

 

Other assets (Note 10)

 

86,426

 

252,135

 

 

 

 

 

 

 

Investments (Note 15)

 

46,922

 

46,922

 

Biological assets (Note 16)

 

3,683,786

 

3,423,434

 

Property, plant and equipment (Note 17)

 

9,449,254

 

9,824,504

 

Intangible assets (Note 18)

 

4,573,427

 

4,634,265

 

 

 

 

 

 

 

 

 

21,616,724

 

20,943,171

 

 

 

 

 

 

 

Total assets

 

25,969,060

 

26,750,172

 

 

4



 

Fibria Celulose S.A.

 

Consolidated balance sheet at

In thousands of Reais

(continued)

 

Liabilities and shareholders’ equity

 

September 30,
 2014

 

December 31,
2013

 

 

 

 

 

 

 

Current

 

 

 

 

 

Loans and financing (Note 19)

 

1,269,255

 

2,972,361

 

Derivative financial instruments (Note 9)

 

148,096

 

106,793

 

Trade payable

 

664,661

 

586,541

 

Payroll, profit sharing and related charges

 

125,700

 

129,386

 

Taxes payable

 

91,524

 

55,819

 

Liabilities related to the assets held for sale (Note 1(d))

 

470,000

 

470,000

 

Dividends payable

 

274

 

2,374

 

Other payables

 

101,204

 

125,081

 

 

 

 

 

 

 

 

 

2,870,714

 

4,448,355

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

Loans and financing (Note 19)

 

7,305,006

 

6,800,736

 

Derivative financial instruments (Note 9)

 

361,282

 

451,087

 

Taxes payable

 

121

 

159

 

Deferred taxes (Note 13)

 

324,156

 

235,896

 

Provision for contingencies (Note 20)

 

131,128

 

128,838

 

Other payables

 

194,381

 

193,847

 

 

 

 

 

 

 

 

 

8,316,074

 

7,810,563

 

 

 

 

 

 

 

Total liabilities

 

11,186,788

 

12,258,918

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

Share capital

 

9,729,006

 

9,729,006

 

Share capital reserve

 

2,688

 

2,688

 

Treasury shares

 

(10,346

)

(10,346

)

Statutory reserves

 

3,109,281

 

3,109,281

 

Other reserves

 

1,614,270

 

1,614,270

 

Retained earnings

 

285,101

 

 

 

 

 

 

 

 

 

Equity attributable to shareholders of the Company

 

14,730,000

 

14,444,899

 

Equity attributable to non-controlling interests

 

52,272

 

46,355

 

 

 

 

 

 

 

Total shareholders’ equity

 

14,782,272

 

14,491,254

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

25,969,060

 

26,750,172

 

 

The accompanying notes are an integral part of these unaudited consolidated interim financial information.

 

5



 

Fibria Celulose S.A.

 

Unaudited consolidated statement of profit or loss

In thousand of Reais, except for the income per shares

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Continuing operations

 

 

 

 

 

 

 

 

 

 

 

Revenues (Note 21)

 

5,082,541

 

4,959,655

 

Cost of sales (Note 23)

 

(4,159,174

)

(3,909,888

)

 

 

 

 

 

 

Gross profit

 

923,367

 

1,049,767

 

 

 

 

 

 

 

Operating income (expenses)

 

 

 

 

 

Selling expenses (Note 23)

 

(262,016

)

(252,681

)

General and administrative (Note 23)

 

(204,988

)

(211,912

)

Other operating income (expenses), net (Note 23)

 

890,176

 

(1,299

)

 

 

 

 

 

 

 

 

423,172

 

(465,892

)

 

 

 

 

 

 

Income before financial income and expenses

 

1,346,539

 

583,875

 

 

 

 

 

 

 

Financial income (Note 22)

 

103,926

 

87,120

 

Financial expenses (Note 22)

 

(882,041

)

(851,886

)

Result of derivative financial instruments (Note 22)

 

36,012

 

(112,666

)

Foreign exchange income, net (Note 22)

 

(281,194

)

(577,353

)

 

 

 

 

 

 

 

 

(1,023,297

)

(1,454,785

)

 

 

 

 

 

 

Income before taxes on income

 

323,242

 

(870,910

)

 

 

 

 

 

 

Taxes on income

 

 

 

 

 

Current (Note 13)

 

(35,520

)

(27,351

)

Deferred (Note 13)

 

3,296

 

386,156

 

 

 

 

 

 

 

Net income for the period

 

291,018

 

(512,105

)

 

 

 

 

 

 

Attributable to

 

 

 

 

 

Shareholders of the Company

 

285,101

 

(519,417

)

Non-controlling interest

 

5,917

 

7,312

 

 

 

 

 

 

 

Net income for the period

 

291,018

 

(512,105

)

 

 

 

 

 

 

Basic and diluted earnings per share (in Reais) (Note 24)

 

0.515

 

(0.938

)

 

The accompanying notes are an integral part of these unaudited consolidated interim financial information.

 

6



 

Fibria Celulose S.A.

 

Unaudited consolidated statement of comprehensive income

In thousand of Reais, except for the income per shares

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Net income for the period

 

291,018

 

(512,105

)

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income for the period, net of taxes

 

291,018

 

(512,105

)

 

 

 

 

 

 

Attributable to

 

 

 

 

 

Shareholders of the Company

 

285,101

 

(519,417

)

Non-controlling interest

 

5,917

 

7,312

 

 

 

 

 

 

 

 

 

291,018

 

(512,105

)

 

The accompanying notes are an integral part of these unaudited consolidated interim financial information.

 

7



 

Fibria Celulose S.A.

 

Unaudited statement of changes in shareholders’ equity

In thousands of Reais, unless otherwise indicated

 

 

 

Capital

 

 

 

 

 

Other reserves

 

Statutory reserves

 

 

 

 

 

 

 

 

 

 

 

Capital

 

Transaction
costs of the
capital
increase

 

Capital
reserve

 

Treasury
shares

 

Other
comprehensive
income

 

Legal

 

Investments

 

Retained
earnings

 

Total

 

Non-
controlling
interest

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As at December 31, 2012

 

9,740,777

 

(11,771

)

2,688

 

(10,346

)

1,596,666

 

303,800

 

3,511,784

 

 

 

15,133,598

 

37,209

 

15,170,807

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income and other comprehensive income for the period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(519,417

)

(519,417

)

7,312

 

(512,105

)

Reversal of dividends

 

 

 

 

 

 

 

 

 

 

 

 

 

119

 

 

 

119

 

 

 

119

 

Capital increase of non-controlling interest — Portocel

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,405

 

2,405

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As at September 30, 2013

 

9,740,777

 

(11,771

)

2,688

 

(10,346

)

1,596,666

 

303,800

 

3,511,903

 

(519,417

)

14,614,300

 

46,926

 

14,661,226

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As at December 31, 2013

 

9,740,777

 

(11,771

)

2,688

 

(10,346

)

1,614,270

 

303,800

 

2,805,481

 

 

 

14,444,899

 

46,355

 

14,491,254

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income and other comprehensive income for the period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

285,101

 

285,101

 

5,917

 

291,018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As at September 30, 2014

 

9,740,777

 

(11,771

)

2,688

 

(10,346

)

1,614,270

 

303,800

 

2,805,481

 

285,101

 

14,730,000

 

52,272

 

14,782,272

 

 

The accompanying notes are an integral part of these consolidated interim financial information.

 

8



 

Fibria Celulose S.A.

 

Unaudited consolidated statement of cash flows

In thousand of Reais

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Income before taxes on income (loss)

 

323,240

 

(870,910

)

 

 

 

 

 

 

Adjusted by

 

 

 

 

 

Depreciation, depletion and amortization

 

1,306,135

 

1,266,597

 

Depletion of wood from forestry partnership programs

 

68,487

 

90,821

 

Foreign exchange losses, net

 

281,194

 

577,353

 

Change in fair value of derivative financial instruments

 

(36,012

)

112,666

 

Loss on disposal of property, plant and equipment

 

23,696

 

27,349

 

Interest and gain and losses in marketable securities

 

(65,403

)

(70,903

)

Interest expense

 

364,097

 

438,315

 

Change in fair value of biological assets

 

(87,192

)

(36,100

)

Financial charges of Bonds partial repurchase transaction

 

463,585

 

343,413

 

Impairment of recoverable ICMS

 

72,152

 

69,301

 

Tax credits

 

(849,520

)

(13,531

)

Provision for impairment of investments (Note 15(i))

 

6,716

 

 

 

Reversal of provision for contingencies and disposal of judicial deposits, net

 

(3,037

)

(14,250

)

Provisions and other

 

20,082

 

22,554

 

 

 

 

 

 

 

(Increase) decrease in assets

 

 

 

 

 

Trade accounts receivable

 

(143,427

)

180,134

 

Inventory

 

42,815

 

(141,937

)

Recoverable taxes

 

(118,944

)

(121,270

)

Other assets/advances to suppliers

 

136,177

 

(69,676

)

 

 

 

 

 

 

Increase (decrease) in liabilities

 

 

 

 

 

Trade payable

 

75,156

 

129,013

 

Taxes payable

 

(23,788

)

751

 

Payroll, profit sharing and related charges

 

(10,829

)

2,320

 

Other payable

 

(27,975

)

(77,891

)

 

 

 

 

 

 

Cash provided by operating activities

 

1,817,407

 

1,844,119

 

 

 

 

 

 

 

Interest received

 

57,660

 

117,964

 

Interest paid

 

(329,226

)

(477,529

)

Income taxes paid

 

(8,614

)

(20,477

)

 

 

 

 

 

 

Net cash provided by operating activities

 

1,537,227

 

1,464,077

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Proceeds from sale of land and building - Asset Light project (Note 1(e))

 

902,584

 

 

 

Acquisition of property, plant and equipment and intangible assets and forest

 

(1,126,384

)

(872,727

)

Advance for wood acquisition from forestry partnership program

 

(37,689

)

(68,650

)

Acquisition of interest in subsidiary (Note 15(i))

 

(6,716

)

 

 

Marketable securities, net

 

190,897

 

1,477,186

 

Effects regarding sale of property, plant and equipment

 

(2,550

)

47,441

 

Derivative transactions settled (Note 8)

 

(28,762

)

(19,129

)

Others

 

(1,018

)

554

 

 

 

 

 

 

 

Net cash (used in) provided by investing activities

 

(109,638

)

564,675

 

 

9



 

Fibria Celulose S.A.

 

Unaudited consolidated statement of cash flows

In thousand of Reais

(continued)

 

Cash flows from financing activities

 

 

 

 

 

Borrowings

 

2,575,847

 

1,142,715

 

Repayments - principal amount

 

(4,222,785

)

(3,102,460

)

Premium on Bonds repurchase transaction

 

(325,668

)

(230,735

)

Other

 

3,444

 

1,348

 

 

 

 

 

 

 

Net cash used in financing activities

 

(1,969,162

)

(2,189,132

)

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

(21,120

)

(13,164

)

 

 

 

 

 

 

Net decrease in cash and cash equivalents

 

(562,693

)

(173,544

)

 

 

 

 

 

 

Cash and cash equivalents at beginning of the period

 

1,271,752

 

943,856

 

 

 

 

 

 

 

Cash and cash equivalents at end of the period

 

709,059

 

770,312

 

 

The accompanying notes are an integral part of these unaudited consolidated interim financial information.

 

10



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

1                                        Operations and current developments

 

(a)                                General information

 

Fibria Celulose S.A. is incorporated under the laws of the Federal Republic of Brazil, as a publicly-held company. Fibria Celulose S.A. and its subsidiaries are referred to in these consolidated interim financial information as the “Company”, “Fibria”, or “we”. We have the legal status of a share corporation, operating under Brazilian corporate law. Our headquarters and principal executive office is located in São Paulo, SP, Brazil.

 

We are listed on the stock exchange of São Paulo (BM&FBOVESPA) and the New York Stock Exchange (NYSE) and we are subject to the reporting requirements of the Brazilian Comissão de Valores Mobiliários (CVM) and the United States Securities and Exchange Commission (SEC).

 

Our activities are focused on the growth of renewable and sustainable forests and the manufacture and sale of bleached eucalyptus kraft pulp. We operate in a single operating segment, which is the producing and selling of short fiber pulp.

 

Our bleached pulp is produced from eucalyptus trees, resulting in a variety of high quality hardwood pulp with short fibers, which are generally used in the manufacturing of toilet paper, uncoated and coated paper for printing and writing, and coated cardboard for packaging. We use different energy sources including thermal and electric, including black liquor, biomass derived from wood debarking, bark and scraps. The main inputs and raw materials used by us during production are: wood, energy, chemical products and water.

 

Our business is affected by global pulp prices, which are historically cyclical and subject to significant volatility over short periods. The most common factors that affect global pulp prices are: (i) global demand for products derived from pulp, (ii) global production capacity and the strategies adopted by the main producers, (iii) availability of substitutes for these products and (iv) fluctuations of the US dollar. All of these factors are beyond our control.

 

(b)                                Operating facilities and forest base

 

The Company operates the following facilities as of September 30, 2014 to produce bleached eucalyptus kraft pulp, with a total annual capacity of approximately 5.3 million tons:

 

Pulp
production
facility

 

Location (Brazil)

 

Annual
production
capacity 
tons

 

 

 

 

 

 

 

Aracruz

 

Espírito Santo

 

2,340,000

 

Três Lagoas

 

Mato Grosso do Sul

 

1,300,000

 

Jacareí

 

São Paulo

 

1,100,000

 

Veracel (*)

 

Bahia

 

560,000

 

 

 

 

 

 

 

 

 

 

 

5,300,000

 

 


(*)    Represents 50% of the annual production capacity of the jointly-controlled entity Veracel Celulose S.A.

 

Fibria produces hardwood pulp from planted eucalyptus trees (which we refer to as forests). The average extraction cycle of the forest is approximately seven years and are they located in six Brazilian states,

 

11



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

consisting of approximately 962 thousand hectares as of September 30, 2014, including reforested and protected areas, as follows (in thousand hectares):

 

 

 

Area of forest

 

Total area

 

 

 

 

 

 

 

State

 

 

 

 

 

São Paulo

 

77,900

 

144,814

 

Minas Gerais

 

13,278

 

27,634

 

Rio de Janeiro

 

1,637

 

3,376

 

Mato Grosso do Sul

 

225,373

 

342,272

 

Bahia

 

134,316

 

263,641

 

Espírito Santo

 

107,329

 

180,084

 

 

 

 

 

 

 

 

 

559,833

 

961,821

 

 

The forest base of the Losango project in the State of Rio Grande do Sul is excluded from the table above as such assets qualify as assets held for sale and are being presented as such as detailed in item (d)(i) and Note 36 to the most recent annual financial statements.

 

(c)                                 Logistics

 

The pulp produced for export is delivered to customers by sea vessels on the basis of long-term contracts with the owners of these vessels.

 

The company operates in two ports, Santos and Barra do Riacho. The port of Santos is located on the coast of the State of São Paulo and seeps the pulp produced in the Jacareí and Três Lagoas plants. The port is operated under a concession from the Federal Government, through the Companhia Docas do Estado de São Paulo (“CODESP”). The concession period of one of the terminals at the port of Santos ends in 2017. However, we are looking for alternative means for shipping the pulp produced, in order to maintain our export capacity in the long term.

 

The port of Barra do Riacho is a port specializing in the transportation of pulp, located approximately three kilometers from the Aracruz unit, in the state of Espírito Santo, and seeps the pulp produced in the Aracruz and Veracel plants. This port is operated by Portocel - Terminal Especializado Barra do Riacho S. A. (“Portocel”) - a company controlled by Fibria (which has a 51% interest in its share capital). Portocel operates with the authorization of the federal government, through a contract signed on November 14, 1995.

 

(d)                                Current assets held for sale

 

During 2011, the Company approved and consummated the sale of certain assets, as presented in the following table:

 

CGU/Asset

 

Classification for
accounting purposes

 

Date when classified for
accounting purposes

 

Date when the sale was
consummated

 

 

 

 

 

 

 

 

 

Losango project assets

 

Assets held for sale

 

June 2011

 

Not yet consummated — expected for December 2014

 

 

12



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

Losango project assets

 

On December 28, 2012, the Company and CMPC Celulose Riograndense Ltda. (“CMPC”) signed the definitive Purchase and Sale Agreement for the sale of all of the Losango project assets, comprising approximately 100 thousand hectares of land owned by Fibria and approximately 39 thousand hectares of planted eucalyptus and leased land, all located in the State of Rio Grande do Sul, in the amount of R$ 615 million. On this date the first installment of the purchase price, amounting to R$ 470 million, was paid to us. The second installment, amounting to R$ 140 million, was deposited in an escrow account and will be released to us once additional government approvals are obtained. The final installment of R$ 5 million is payable to us upon the completion of the transfer of the existing land lease contracts for the assets, and the applicable government approvals. The sale and purchase agreement establishes a period of 48 months, renewable at the option of CPMC for an additional 48 months, to obtain the required government approvals. If this approval is ultimately not obtained, we will be required to return to CMPC the first installment it paid to us, plus interests, and the escrow deposits made by CMPC will revert. We have recorded the amount of the first installment received as a liability under “Advances received in relation to assets held for sale”.

 

Since the signing of the Purchase and Sale Agreement with CMPC, we have been working to obtain the approvals needed, as well as the fulfillment of all other conditions precedent, with an emphasis on partial renewal of the operating license of the areas and obtaining of the documentation to be presented to the applicable government agencies.

 

The completion of the sale depends on these government approvals, expected for December 2014, and therefore, the assets continue to be classified as assets held for sale as at September 30, 2014, and will remain so until the sale is completed. Upon classification as assets held for sale, the carrying amounts of the assets held for sale were compared to their estimated fair values less cost of sale, and no impairment losses were identified.

 

The Losango assets did not generate any significant impact in the unaudited consolidated statement of profit or loss for the nine months ended September 30, 2014 and 2013.

 

(e)                                 Asset Light project

 

On November 15, 2013, the Company (through the Parent Company Fibria Celulose S.A. and its subsidiary Fibria-MS Celulose Sul Mato-Grossense Ltda.) entered into a Share Purchase Agreement and Other Covenants with the company Parkia Participações S.A. (“Parkia”), for the sale of certain land located in the states of São Paulo, Mato Grosso do Sul, Bahia and Espírito Santo, for a total of approximately 210 thousand hectares.

 

On December 30, 2013, after obtaining the mandatory regulatory approvals as well as the completion of an audit by Parkia, the First Amendment to the Share Purchase Agreement and Other Covenants was concluded and signed, under which the total area subject to the transaction was adjusted to approximately 206 thousand hectares of lands, for the total amount of R$ 1,402,584, of which R$ 500,000 has been received by the Company upon signing the agreement. The remaining balance, in the amount of R$ 902,584, was received by us during the first quarter of 2014, after the fulfillment of certain obligations and legal registers performed by the Company.

 

An additional value, limited to R$ 247,515, may be received by the Company in three separate payments, of up to one third of the value each payment, on the 7th, 14th and 21st anniversaries of the agreement. The collection of this value is contingent to the appreciation of the land in each of the anniversaries,

 

13



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

measured according to predefined measurement assumptions established in the agreement and adjusted by the variation of the IGP-M index through the actual payment dates.

 

On December 30, 2013, the Company also signed with the Parkia’s subsidiaries (“Counterparty”) a Forestry Partnership Agreement and a Standing Timber Supply Agreement, both with a term up to 24 years (or four harvesting cycles of approximately 7 years), during which the Company will continue to operate its forests located in the sold areas. The agreement does not provide any renewal or extension provisions to its original term.

 

In exchange for the right to use the land by the Company for its forestry activities, the forestry partnership agreement grants to the Counterparty and land owner, the right to receive 40% of the volume of wood (in cubic meters — m3), produced by the Company on the land during each harvesting cycle, limited to a “cap” contractually established.

 

As established in the standing timber supply agreement, the Company will acquire the 40% wood volume that the Counterparty has the right to pursuant to the forestry partnership agreement at a m3 price established in each agreement. The m3 price is determined in USD and will be readjusted based on the consumer price index of the U.S. economy - US-CPI index. The payments will be due on a quarterly basis. At the end of each harvesting cycle, any difference between the total quarterly payments paid by the Company and the equivalent to 40% of the actual timber harvested during the harvesting cycle will be settled, only in the event that the quarterly payments made by the Company were higher than the equivalent to 40% of the actual timber harvested at the end of the harvesting cycle, in which case the Company will be reimbursed for the excess amount.

 

The Share Purchase Agreement has a clause that allows Parkia to withdraw up to 30% of the total land subject to the Forestry Partnership Agreement and the Standing Timber Supply Agreement, pursuant to a pre-defined withdrawal schedule. Additionally, in relation to the areas not subject to the withdrawal, Fibria has a first refusal right to acquire the land at market value in the event Parkia receives an offer to sell the land to a third party.

 

In case of the sale of any portion of lands to a third party, regarding the lands not included in the 30% mentioned above, the new land owner is committed with all rights and obligations of the agreements signed between Fibria and former land owner until the end of the period of the Forestry Partnership Agreement.

 

The Share Purchase Agreement does not provide the Company with a right to repurchase the land during or at the end of the term of the agreement.

 

Accounting treatment of the transaction

 

The share purchase agreement, the forestry partnership and standing timber supply agreements result in a quarterly payment obligation by the Company towards the Counterparty for the right to use of the land, with a settlement provision based on the pre-cutting wood inventory counts. The final settlement amount payable is limited to the “cap” defined in the agreements. The annual estimated payment by the Company under the transaction is approximately US$ 46 million. Fibria has the contractual right to operate the land or direct others to operate the land during the term of the agreement in a manner it determines while ultimately retaining 100% of the harvested timber in such land, through the 60% that Fibria will contractually retain and the rest of the 40% that it will purchase from the Counterparty.

 

Based on the above, for accounting purposes, and according to IFRIC 4, Determining whether an Arrangement Contains a Lease, the contracts are deemed to be within the scope of the technical

 

14



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

pronouncement IAS 17 (R1) — Leases. Therefore, the Company accounts for this transaction as a sale leaseback transaction. The lease is considered to be an operating in nature, with exclusively contingent payments.

 

In accordance with IAS 39, Financial Instruments: Recognition and Measurement, the Company the transaction contains an embedded derivative in the standing timber supply agreement, corresponding to the USD m3 price which is adjusted by the U.S.-CPI index, that is not closely related to the economic environment where the areas are located.

 

The Company did not recognize separately the fair value of the embedded derivative regarding to the price in US dollar from the standing timber supply agreement due to the fact of the functional currency of the Counterparty is the US dollar and, consequently, the embedded derivative is considered to be closely related to the host agreement.

 

Gain on sale

 

The Company recognized in 2013 a gain on sale, as described in the following table:

 

Sale amount (excluding the contingent asset amount)

 

1,402,584

 

(-) Cost of net assets derecognized

 

 

 

Fixed Assets — Lands and improvements (Consolidated) (Note 19)

 

(596,528

)

(-) Others

 

(7,016

)

 

 

 

 

(=) Gain on sale before income tax and social contribution

 

799,040

 

 

 

 

 

(-) Income tax and social contribution expense

 

(271,674

)

 

 

 

 

(=) Gain on sale, net of income tax and social contribution

 

527,366

 

 

2                                        Presentation of consolidated interim financial information and summary of significant accounting policies

 

2.1                              Consolidated interim financial information - basis of preparation

 

(a)                                Accounting policies adopted

 

The consolidated interim financial information has been prepared and is being presented in accordance with IAS 34 and CPC 21(R1) - “Interim Financial Reporting” as issued by the International Accounting Standards Board (IASB) and the Accounting Statements Committee Standards (CPC), as approved by the Brazilian Securities and Exchange Commission (CMV).

 

The consolidated interim financial information should be read in conjunction with the audited financial statements for the year ended December 31, 2013, considering that its purpose is to provide an update on the activities, events and significant circumstances in relation to those presented in the annual financial statements.

 

The current accounting practices, which include the measurement principles for the recognition and valuation of the assets and liabilities, the calculation methods used in the preparation of this interim

 

15



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

financial information and the estimates used, are the same as those used in the preparation of the most recent annual financial statements, except to the extent disclosed in Note 3.

 

(b)                                Approval of the consolidated interim financial information

 

The consolidated unaudited interim financial information was approved by the Board of Directors and Fibria’s Management on October 21, 2014.

 

2.2                              Critical accounting estimates and assumptions

 

Estimates and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Accounting estimates will seldom match the actual results. In the nine months ended September 30, 2014, there were no significant changes in the estimates and assumptions which are likely to result in significant adjustments to the carrying amounts of assets and liabilities during the current financial year, compared to those disclosed in Note 3 to our most recent annual financial statements.

 

3                                        New standards, amendments and interpretations

 

The standards below have been issued and are effectives for future periods. We have not early adopted these standards.

 

·             IFRS 9, ‘Financial instruments’, addresses the classification, measurement and recognition of financial assets and financial liabilities. IFRS 9 was issued in November 2009 and October 2010. It replaces the parts of IAS 39 that relate to the classification and measurement of financial instruments. IFRS 9 requires financial assets to be classified into two measurement categories: those measured as at fair value and those measured at amortized cost. The determination is made at initial recognition. The classification depends on the entity’s business model for managing its financial instruments and the contractual cash flow characteristics of the instrument. For financial liabilities, the standard retains most of the IAS 39 requirements. The main change is that, in cases where the fair value option is taken for financial liabilities, the part of a fair value change which is due to an entity’s own credit risk is recorded in other comprehensive income rather than the income statement, unless this creates an accounting mismatch. The Company is currently assessing the impacts of adopting IFRS 9.

 

·             IFRS 15 - Revenue - This accounting standard establishes the accounting principles to be followed by entities to determine and measure revenue and when the revenue should be recognized. This standard will take effect in 2017 and replaces the IAS 11 - Construction contracts, IAS 18 - Revenue and corresponding interpretations. The Company is currently assessing the impacts of adopting IFRS 15.

 

·             IAS 41 - Agriculture (equivalent to CPC 29 - Biological Assets and Agricultural Produce) - This standard currently requires that biological assets related to agricultural activity are measured at fair value less costs to sell. IASB has determined that “bearer plants” should be accounted for as property, plant and equipment (IAS 16/27 CPC), i.e., at cost less depreciation or impairment provision. “Bearer plants” are defined as those used to produce fruit/ regenerate for several years, but the plant itself, once mature, does not suffer relevant changes. The unique future economic benefit of the “bearer plants” comes from the agricultural production that it generates. As example of the “bearer plants”

 

16



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

are apple and oranges trees and vines, among others. When roots of plants are kept in the soil for a second crop or are harvested but the root is not sold, the root meets the definition of a “bearer plant”. This situation applies to forests harvested more than once during its management. This revision will take effect as from January 1, 2016. The Company is currently assessing the impacts of the adoption.

 

The following new interpretation was issued by the IASB and is effective for annual periods beginning after January 1, 2014:

 

·             IFRIC 21, ‘Levies’, provides guidance on when to recognize a liability for a levy imposed by a government, both for levies that are accounted for in accordance with IAS 37 Provisions, Contingent Liabilities and Contingent Assets and those where the timing and amount of the levy is certain. It does not include income taxes. Since the Company is not currently subject to significant levies and for that reason the impact of the adoption of this new interpretation is not material.

 

There are no other IFRSs or IFRIC interpretations that are not yet effective that the Company expect to have a material impact on the Company’s financial position and results of operations.

 

4                                        Risk management

 

The risk management policies and financial risk factors disclosed in the annual financial statements (Note 4) did not show any significant changes. The Company’s financial liabilities which present liquidity risk are presented below by maturity (Note 4.1), exchange risk exposure (Note 4.2), capital risk management position, including indexes ratios of financial leverage (Note 4.3) and sensitivity analysis (Note 5) and fair value estimates (Note 6).

 

4.1                             Liquidity risk

 

The table below presents Fibria’s financial liabilities into relevant maturity groupings based on the remaining period from the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows and as such they differ from the amounts presented in the consolidated balance sheet.

 

 

 

Less than
one year

 

Between
one and
two years

 

Between
two and
five years

 

Over five
years

 

 

 

 

 

 

 

 

 

 

 

At September 30, 2014

 

 

 

 

 

 

 

 

 

Loans and financing

 

1,528,168

 

1,426,528

 

4,679,373

 

3,091,161

 

 

17



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

 

 

Less than
one year

 

Between
one and
two years

 

Between
two and
five years

 

Over five
years

 

 

 

 

 

 

 

 

 

 

 

Derivative instruments

 

133,974

 

123,239

 

408,317

 

64,974

 

Trade and other payables

 

765,865

 

40,440

 

26,329

 

39,493

 

 

 

 

 

 

 

 

 

 

 

 

 

2,428,007

 

1,590,207

 

5,114,019

 

3,195,628

 

 

 

 

 

 

 

 

 

 

 

At December 31, 2013

 

 

 

 

 

 

 

 

 

Loans and financing

 

3,259,720

 

2,375,473

 

4,041,476

 

1,922,459

 

Derivative instruments

 

99,259

 

136,072

 

479,812

 

173,044

 

Trade and other payables

 

710,198

 

34,873

 

24,617

 

43,080

 

 

 

 

 

 

 

 

 

 

 

 

 

4,069,177

 

2,546,418

 

4,545,905

 

2,138,583

 

 

4.2                              Foreign exchange risk

 

The following table presents the carrying amount of the assets and liabilities denominated in US dollars:

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Assets in foreign currency

 

 

 

 

 

Cash and cash equivalents (Note 7)

 

612,974

 

1,218,001

 

Marketable securities (Note 8)

 

164,692

 

98,153

 

Trade accounts receivable (Note 10)

 

498,862

 

375,711

 

 

 

 

 

 

 

 

 

1,276,528

 

1,691,865

 

 

 

 

 

 

 

Liabilities in foreign currency

 

 

 

 

 

Loans and financing (Note 19)

 

6,197,846

 

7,281,177

 

Trade payables

 

82,772

 

98,996

 

Derivative instruments (Note 9(a)(e))

 

399,555

 

464,326

 

 

 

 

 

 

 

 

 

6,680,173

 

7,844,499

 

 

 

 

 

 

 

Liability exposure

 

(5,403,645

)

(6,152,634

)

 

4.3                              Capital risk management

 

Management monitors indebtedness on the basis of a consolidated indebtedness ratio. This ratio is calculated as net debt divided by net income before interest, income taxes including social contribution, depreciation and amortization and other items as further described below (“Adjusted EBITDA”). This is part of our strategy of reducing indebtedness and maintaining an appropriate level of leverage in accordance with our internal policies, as presented in the most recent annual financial statements in Note 4.2. Net debt represents total loans and financing, less cash and cash equivalents and marketable securities and the fair value of derivative financial instruments.

 

18



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

The indebtedness ratios were as follow (measured in Reais):

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Loans and financing (Note 19)

 

8,574,261

 

9,773,097

 

Cash and cash equivalents (Note 7)

 

(709,059

)

(1,271,752

)

Derivative instruments (Note 9(a) and (e))

 

399,555

 

464,326

 

Marketable securities (Note 8)

 

(951,905

)

(1,116,365

)

 

 

 

 

 

 

Net debt

 

7,312,852

 

7,849,306

 

Adjusted EBITDA (for the accumulated period of 12 months)

 

2,707,725

 

2,795,675

 

 

 

 

 

 

 

Indebtedness ratio in Reais

 

2.7

 

2.8

 

 

 

 

 

 

 

Indebtedness ratio in Dollar

 

2.5

 

2.6

 

 

The indebtedness ratio decreased from 2.8 at December 31, 2013 to 2.7 at September 30, 2014, as a result a reduction of gross indebtedness level due to debt prepayments in the period.

 

Debt financial covenants including the indebtedness ratio have are measured in US dollars as further described in Note 23 to the most recent annual financial statements. Since the ratios used above for the periods presented are measured in Reais there are differences between the ratio presented above and the ratio measured following the debt financial covenant requirements. See Note 19 for further information.

 

The Company continues to focus on actions including reductions in fixed and variable costs, selling expenses, capital expenditure and improvements in working capital. We have also focused on actions that may result in the additional liquidity through the disposal of non-strategic assets. These actions are intended to strengthen the capital structure of the Company, resulting in an improved Net Debt to Adjusted EBITDA ratio.

 

5                                        Sensitivity analysis

 

The analysis below presents the sensitivity analysis of the effects of changes in relevant risk factors to which the Company is exposed to at the end of the period.

 

According to the local CVM Decision no 550/08, the following tables present the change in the fair value of derivative financial instruments, loans and financings and marketable securities, in two adverse scenarios, that could generate significant gain or losses to the Company.

 

Sensitivity analysis of changes in foreign currency

 

The Company’s significant risk factor, considering the period of three months for the evaluation is its US Dollar exposure. We adopted as the probable scenario the fair value considering the market yield as at September 30, 2014.

 

To calculate the probable scenario the closing exchange rate at the date of these consolidated interim financial information was used (R$ x USD = 2.4510). As the amounts have already been recognized in the consolidated interim financial information, there are no additional effects in the income statement in this scenario. In the “Possible” and “Remote” scenarios, the USD was appreciated by 25% and 50%,

 

19



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

respectively, when compared to the “Probable” scenario:

 

 

 

Impact of an appreciation of the real
agains
the US dollar on the fair value

 

 

 

Possible (25%) -

 

Remote (50%) -

 

 

 

R$ 3.0638

 

R$ 3.6765

 

 

 

 

 

 

 

Derivative instruments

 

(776,158

)

(1,930,605

)

Loans and financing

 

(1,439,557

)

(2,879,113

)

Marketable securities

 

179,056

 

358,113

 

 

 

 

 

 

 

Total impact

 

(2,036,659

)

(4,451,605

)

 

In a projected scenario where the exchange rate of the sales over the nine-month period ended September 30, 2014 had been made at the closing exchange rate at the date of these consolidated interim financial information (R$ x USD 2.4510), when compared with the average exchange rate of R$ 2.2900 in the period, our net revenue would have increased by 6.9%, representing an approximate gain of R$ 352 million considering the volume and sale prices in the nine-month period ended September 30, 2014.

 

Sensitivity analysis in changes in interest rate

 

We adopted as the probable scenario the fair value considering the market yield as at September 30, 2014. As the amounts are already recognized in the consolidated interim financial information, there are no additional effects in the income statement in this scenario. In the “Possible” and “Remote” scenarios, the interest rates were appreciated by 25% and 50%, respectively, when compared to the “Probable” scenario:

 

 

 

Impact of an appreciation of the
interest rate on the fair value

 

 

 

Possible (25%)

 

Remote (50%)

 

 

 

 

 

 

 

Loans and financing

 

 

 

 

 

LIBOR

 

214

 

440

 

Currency basket

 

714

 

1,428

 

TJLP

 

1,356

 

2,699

 

Interbank Deposit Certificate (CDI)

 

1,847

 

3,654

 

 

 

 

 

 

 

 

 

4,131

 

8,221

 

 

 

 

 

 

 

Derivative instruments

 

 

 

 

 

LIBOR

 

20,314

 

40,646

 

TJLP

 

4,510

 

8,894

 

Interbank Deposit Certificate (CDI)

 

(33,515

)

(64,847

)

 

 

 

 

 

 

 

 

(8,691

)

(15,307

)

 

 

 

 

 

 

Marketable securities (a)

 

 

 

 

 

Interbank Deposit Certificate (CDI)

 

(3,302

)

(6,314

)

 

 

 

 

 

 

 

 

(3,302

)

(6,314

)

 

 

 

 

 

 

Total impact

 

(7,862

)

(13,400

)

 

20



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 


(a)  Only marketable securities indexed to post-fixed rate were considered in the sensitivity analysis above.

 

6                                        Fair value estimates

 

The assets and liabilities measured at fair value in the balance sheet are classified in the following levels based on the fair value hierarchy:

 

·             Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.

 

The fair value of the assets and liabilities traded in active markets is based on quoted market prices at the balance sheet date. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. The Company has only marketable securities comprised of Brazilian federal government securities, classified as Level 1.

 

·             Level 2 - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).

 

The fair value of assets and liabilities that are not traded in an active market (for example, over-the-counter derivatives) is determined by using valuation techniques. These valuation techniques maximize the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an asset or liability are observable, the asset or liability is included in Level 2.

 

·             Level 3 - inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).

 

If one or more of the significant inputs is not based on observable market data, the asset or liability is included in Level 3.

 

Specific valuation techniques used to calculate the fair value of the assets and liabilities are:

 

·             quoted market prices or dealer quotes for similar instruments;

 

·             the fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves;

 

·             the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;

 

·             other techniques, such as discounted cash flow analysis, are used to determine fair value for the remaining assets and liabilities.

 

·             the fair value of future contracts on inflation rate (such as embedded derivative contained in contracts accounted for as capital leases, as described in Note 1 (e)), based on future inflation rates at the balance sheet date, with the resulting value discounted to present value.

 

21



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

The table below presents the assets and liabilities measured by the fair value as at:

 

 

 

September 30, 2014

 

 

 

Level 1

 

Level 2

 

Level 3

 

Total

 

 

 

 

 

 

 

 

 

 

 

Recurring fair value measurements

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

At fair value through profit and loss

 

 

 

 

 

 

 

 

 

Derivative instruments (Note 9)

 

 

 

109,823

 

 

 

109,823

 

Warrant to acquire Ensyn’s shares (Note 15)

 

 

 

 

 

7,098

 

7,098

 

Marketable securities (Note 8)

 

190,147

 

712,010

 

 

 

902,157

 

 

 

 

 

 

 

 

 

 

 

Available for sale financial assets

 

 

 

 

 

 

 

 

 

Other investments - Ensyn (Note 15)

 

 

 

 

 

39,824

 

39,824

 

 

 

 

 

 

 

 

 

 

 

Biological asset (Note 16) (*)

 

 

 

 

 

3,683,786

 

3,683,786

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

190,147

 

821,833

 

3,730,708

 

4,742,688

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

At fair value through profit and loss

 

 

 

 

 

 

 

 

 

Derivative instruments (Note 9)

 

 

 

509,378

 

 

 

509,378

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

509,378

 

 

 

509,378

 

 

 

 

December 31, 2013

 

 

 

Level 1

 

Level 2

 

Level 3

 

Total

 

 

 

 

 

 

 

 

 

 

 

Recurring fair value measurements

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

At fair value through profit and loss

 

 

 

 

 

 

 

 

 

Derivative instruments (Note 9)

 

 

 

93,554

 

 

 

93,554

 

Warrant to acquire Ensyn’s shares (Note 15)

 

 

 

 

 

7,098

 

7,098

 

Marketable securities (Note 8)

 

589,605

 

478,577

 

 

 

1,068,182

 

 

 

 

 

 

 

 

 

 

 

Available for sale financial assets

 

 

 

 

 

 

 

 

 

Other investments — Ensyn (Note 15)

 

 

 

 

 

39,824

 

39,824

 

 

 

 

 

 

 

 

 

 

 

Biological asset (Note 16) (*)

 

 

 

 

 

3,423,434

 

3,423,434

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

589,605

 

572,131

 

3,470,356

 

4,632,092

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

At fair value through profit and loss

 

 

 

 

 

 

 

 

 

Derivative instruments (Note 9)

 

 

 

557,880

 

 

 

557,880

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

557,880

 

 

 

557,880

 

 

22



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 


(*) See the changes in the fair value of the biological assets in Note 16.

 

There were no transfers between levels 1, 2 and 3 during the periods presented.

 

6.1                              Fair value of loans and financing

 

The fair value of loans and financing, which are measured at amortized cost in the balance sheet, is estimated as follows: (a) bonds, whose fair value is based on the observed quoted price in the market (based on an average of closing prices provided by Bloomberg), and (b) for the other financial liabilities that do not have a secondary market, or for which the secondary market is not active, fair value is estimated by discounting the future contractual cash flows by current market interest rates, also considering the Company’s credit risk. The following table presents the fair value of loans and financing:

 

 

 

Yield used to
discount (*)

 

September
30, 2014

 

December
31, 2013

 

 

 

 

 

 

 

 

 

Quoted in the secondary market

 

 

 

 

 

 

 

In foreign currency

 

 

 

 

 

 

 

Bonds - VOTO IV

 

 

 

281,485

 

428,329

 

Bonds - Fibria Overseas

 

 

 

1,947,879

 

3,372,843

 

Estimated based on discounted cash flow

 

 

 

 

 

 

 

In foreign currency

 

 

 

 

 

 

 

Export credits

 

LIBOR USD

 

3,347,659

 

2,888,240

 

Export credits (ACC/ACE)

 

DDI

 

162,111

 

455,141

 

Export credits (Finnvera)

 

LIBOR USD

 

 

 

234,809

 

In local currency

 

 

 

 

 

 

 

BNDES — TJLP

 

DI 1

 

1,121,607

 

1,267,976

 

BNDES — fixed rate

 

DI 1

 

58,436

 

36,668

 

Currency basket

 

DI 1

 

371,420

 

297,964

 

FINEP

 

DI 1

 

2,820

 

1,970

 

FINAME

 

DI 1

 

10,594

 

13,643

 

NCE in Reais

 

DI 1

 

962,095

 

938,248

 

Midwest Fund

 

DI 1

 

35,049

 

42,902

 

 

 

 

 

 

 

 

 

 

 

 

 

8,301,155

 

9,978,733

 

 


(*) Used to calculate the present value of the loans.

 

6.2                              Fair value measurement of derivative financial instruments (including embedded derivative)

 

Derivative financial instruments (including embedded derivative) are recorded at fair value as detailed in Note 19. All derivative financial instruments are classified as Level 2 in the fair value hierarchy.

 

The Company estimates the fair value of its derivative financial instruments and acknowledges that it may differ from the amounts payable/receivable in the event of early settlement of the instrument. This difference results from factors such as liquidity, spreads or the intention of early settlement from the counterparty, among others. The amounts estimated by management are also compared with the Mark-to-Market (MtM) provided as reference by the banks (counterparties) and with the estimates performed by an independent financial advisor.

 

23



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

Management believes that the fair value estimated for those instruments following the methods described below, reliably reflect fair values.

 

The methods used for the measurement of the fair value of the derivative financial instruments (including embedded derivative) used by the Company consider methodologies commonly used in the market and which are based on widely tested theoretical bases.

 

The methodologies used to estimate the MtM and to record the financial instruments is defined in the manual developed by the Company’s risk and compliance management area.

 

A summary of the methodologies used for purposes of determining fair value by type of instrument is presented below.

 

·             Swap contracts - the present value of both the asset and liability legs are estimated through the discount of forecasted cash flows using the observed market interest rate for the currency in which the swap is denominated. The contract fair value is the difference between the asset and liability.

 

·             Options (Zero Cost Collar) - the fair value was calculated based on the Garman-Kohlhagen model. Volatility information and interest rates are observable and obtained from BM&FBOVESPA exchange information to calculate the fair values.

 

·             Swap US-CPI - the cash flow of the liability position is projected using the yield of the US-CPI index, obtained through the implicit rates in the American titles indexed to the inflation rate (TIPS) issued by the Bloomberg. The cash flow of the asset position is projected using the fixed rate established in the embedded derivative instrument. The fair value of the embedded derivative instrument is the present value of the difference between both positions.

 

The yield curves used to calculate the fair value in September 30, 2014 are as follows:

 

Interest rate curves

 

 

 

 

 

Brazil

 

United States

 

Dollar coupon

 

Vertex

 

Rate (p.a.) - %

 

Vertex

 

Rate (p.a.) - %

 

Vertex

 

Rate (p.a.) - %

 

1M

 

10.84

 

1M

 

0.17

 

1M

 

4.45

 

6M

 

11.23

 

6M

 

0.25

 

6M

 

1.87

 

1Y

 

11.78

 

1Y

 

0.36

 

1Y

 

1.92

 

2Y

 

12.23

 

2Y

 

0.83

 

2Y

 

2.32

 

3Y

 

12.30

 

3Y

 

1.32

 

3Y

 

2.77

 

5Y

 

12.30

 

5Y

 

1.96

 

5Y

 

3.61

 

10Y

 

12.25

 

10Y

 

2.71

 

10Y

 

4.32

 

 

24



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

7                                        Cash and cash equivalents

 

 

 

Average
yield - %

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

 

 

Cash and banks

 

 

 

66,114

 

63,767

 

Local currency

 

 

 

 

 

 

 

Fixed-term deposits

 

101.26% of CDI

 

91,134

 

878

 

Foreign currency

 

 

 

 

 

 

 

Fixed-term deposits

 

0.22

 

551,811

 

1,207,107

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

709,059

 

1,271,752

 

 

The decrease in the balance during the nine-month period ended September 30, 2014 was mainly related to the payments made by us on loans and financing during the period, as detailed in Note 19(e) to this report.

 

25



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

8                                        Marketable securities

 

Marketable securities include financial assets classified as trading as follows:

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Brazilian federal provision fund

 

 

 

 

 

LFT

 

12

 

 

 

LTN Over

 

112

 

 

 

 

 

 

 

 

 

Brazilian federal government securities, including under reverse repurchase agreements

 

 

 

 

 

LFT

 

87,102

 

52,151

 

LTN

 

89,349

 

 

 

LTN-Over

 

13,572

 

47,645

 

NTN-F

 

 

 

489,809

 

NTN-B(*)

 

49,748

 

48,183

 

 

 

 

 

 

 

Private securities including securities under reverse repurchase agreements

 

 

 

 

 

Reverse repurchase agreements

 

414,006

 

241,084

 

CDB

 

133,312

 

138,340

 

RDB - fixed interest rate

 

 

 

1,000

 

 

 

 

 

 

 

In foreign currency

 

 

 

 

 

Private securities including securities under reverse repurchase agreements

 

 

 

 

 

Time deposits

 

164,692

 

98,153

 

 

 

 

 

 

 

Marketable securities

 

951,905

 

1,116,365

 

 

 

 

 

 

 

Current

 

902,157

 

1,068,182

 

 

 

 

 

 

 

Non-Current

 

49,748

 

48,183

 

 


(*)    These Notes, issued by the Brazilian federal government, are classified as held-to-maturity investments, they bear an average interest rate of 5.97% p.a. plus the average inflation for the period (IPCA) and a have a maturity date of August 15, 2020.

 

Private securities are mainly composed of short-term investments in CDB and reverse repurchase agreements which have immediate liquidity and bear interest based on the Interbank Deposit Certificate (CDI) interest rate. Government securities are composed of National Treasury Bills and Notes all issued by the Brazilian federal government. The average yield of marketable securities as at September 30, 2014 was 103.18% of the CDI (102.56% of the CDI as at December 31, 2013). Securities in foreign currency correspond to Time deposits with maturity over 90 days and average yield of 0.92% p.a.

 

The decrease in the balance during the nine-month period ended September 30, 2014 was mainly related to the prepayments made by Fibria on loans and financing during the period.

 

26



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

9                                        Derivative financial instruments

 

The following tables presents the Company’s derivative instruments, segregated by type, presenting both asset and liability position of swap contracts, by hedge strategy adopted, and the maturity schedule based on contractual terms.

 

(a)                                Derivative financial instruments by type

 

 

 

Reference value (notional) -
in US dollars

 

Fair value

 

Type of derivative

 

September 30,
2014

 

December 31,
2013

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

 

 

 

 

Operational hedge

 

 

 

 

 

 

 

 

 

Cash flow hedges of exports

 

 

 

 

 

 

 

 

 

Zero cost dollar

 

1,395,000

 

1,122,000

 

(17,474

)

(12,451

)

 

 

 

 

 

 

 

 

 

 

Hedges of debts

 

 

 

 

 

 

 

 

 

Hedges of interest rates

 

 

 

 

 

 

 

 

 

Swap LIBOR x Fixed (US$)

 

714,916

 

540,309

 

15,752

 

15,332

 

 

 

 

 

 

 

 

 

 

 

Hedges of foreign currency

 

 

 

 

 

 

 

 

 

Swap DI x US$ (US$)

 

409,602

 

422,946

 

(149,170

)

(149,807

)

Swap TJLP x US$ (US$)

 

204,127

 

275,712

 

(184,022

)

(225,340

)

Swap Pre x US$ (US$)

 

212,218

 

273,472

 

(86,595

)

(92,060

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(421,509

)

(464,326

)

 

 

 

 

 

 

 

 

 

 

Classified

 

 

 

 

 

 

 

 

 

In current assets

 

 

 

 

 

29,444

 

22,537

 

In non-current assets

 

 

 

 

 

58,091

 

71,017

 

In current liabilities

 

 

 

 

 

(147,779

)

(106,793

)

In non-current liabilities

 

 

 

 

 

(361,265

)

(451,087

)

 

 

 

 

 

 

 

 

 

 

Total, net

 

 

 

 

 

(421,509

)

(464,326

)

 

27



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(b)                                Derivative financial instruments by type and broken down by nature of the exposure (asset and liability exposure for swaps)

 

 

 

Reference value (notional) -
in currency of origin

 

Fair value

 

Type of derivative

 

September 30,
2014

 

December 31,
2013

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

 

 

 

 

Swap contracts

 

 

 

 

 

 

 

 

 

Asset

 

 

 

 

 

 

 

 

 

USD LIBOR (LIBOR to fixed)

 

714,916

 

540,309

 

1,676,353

 

1,266,940

 

BRL fixed rate (BRL to USD)

 

796,532

 

822,168

 

1,065,044

 

1,036,022

 

BRL TJLP (BRL to USD)

 

331,606

 

447,925

 

316,727

 

425,413

 

BRL Pre (BRL to USD)

 

436,611

 

559,353

 

358,428

 

450,066

 

Liability

 

 

 

 

 

 

 

 

 

USD fixed rate (LIBOR to fixed)

 

714,916

 

540,309

 

(1,660,601

)

(1,251,608

)

USD fixed rate (BRL to USD)

 

409,602

 

422,946

 

(1,214,214

)

(1,185,829

)

USD fixed rate (BRL TJLP to USD)

 

204,127

 

275,712

 

(500,749

)

(650,753

)

USD fixed rate (BRL to USD)

 

212,218

 

273,472

 

(445,023

)

(542,126

)

 

 

 

 

 

 

 

 

 

 

Total of swap contracts

 

 

 

 

 

(404,035

)

(451,875

)

 

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

 

 

Cash flow hedge - zero cost collar

 

1,395,000

 

1,122,000

 

(17,474

)

(12,451

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(421,509

)

(464,326

)

 

(c)                             Derivative financial instruments by type of economic hedge strategy

 

 

 

Fair value

 

Value (paid) or received

 

Type of derivative

 

September 30,
2014

 

December 31,
2013

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

 

 

 

 

Operational hedges

 

 

 

 

 

 

 

 

 

Cash flow hedges of exports

 

(17,474

)

(12,451

)

(13

)

(14,554

)

Hedges of debts

 

 

 

 

 

 

 

 

 

Hedges of interest rates

 

15,752

 

15,332

 

(5,850

)

(10,767

)

Hedges of foreign currency

 

(419,787

)

(467,207

)

(22,897

)

1,256

 

 

 

 

 

 

 

 

 

 

 

 

 

(421,509

)

(464,326

)

(28,760

)

(24,065

)

 

28



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(d)                                Fair value of derivative financial instruments by maturity date and counterparty

 

The following tables present information about derivative financial instruments grouped by maturity and counterparty.

 

The following table presents the fair values by month of maturity:

 

 

 

September 30, 2014

 

 

 

2014

 

2015

 

2016

 

2017

 

2018

 

2019

 

2020

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

January

 

 

 

(4,924

)

(5,170

)

(3,842

)

(878

)

(1,694

)

 

 

(16,508

)

February

 

 

 

(11,195

)

(6,803

)

(5,709

)

1,482

 

7

 

239

 

(21,979

)

March

 

 

 

(6,814

)

(5,303

)

(3,360

)

(604

)

(1,223

)

 

 

(17,304

)

April

 

 

 

(8,067

)

(4,773

)

(4,137

)

(1,174

)

(1,803

)

 

 

(19,954

)

May

 

 

 

(12,475

)

(6,997

)

(5,804

)

(362

)

(1,432

)

 

 

(27,070

)

June

 

 

 

(12,899

)

(8,771

)

(6,070

)

(895

)

(1,871

)

 

 

(30,506

)

July

 

 

 

(11,544

)

(3,398

)

(705

)

(1,434

)

(1,906

)

 

 

(18,987

)

August

 

 

 

(10,137

)

(5,517

)

(3,085

)

(17,694

)

(19,043

)

(20,123

)

(75,599

)

September

 

 

 

(18,434

)

(12,168

)

(53,136

)

(32,612

)

 

 

 

 

(116,350

)

October

 

(5,433

)

(6,622

)

(3,521

)

(3,834

)

(1,591

)

 

 

 

 

(21,001

)

November

 

(7,794

)

(9,041

)

(5,612

)

(3,150

)

(602

)

 

 

 

 

(26,199

)

December

 

(8,620

)

(11,097

)

(6,381

)

(3,161

)

(793

)

 

 

 

 

(30,052

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(21,847

)

(123,249

)

(74,414

)

(95,993

)

(57,157

)

(28,965

)

(19,884

)

(421,509

)

 

 

 

December 31, 2013

 

 

 

2014

 

2015

 

2016

 

2017

 

2018

 

2019

 

2020

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

January

 

(3,923

)

(6,285

)

(5,215

)

(3,814

)

(857

)

(1,698

)

 

 

(21,792

)

February

 

(7,632

)

(8,889

)

(6,652

)

(5,296

)

2,126

 

429

 

419

 

(25,495

)

March

 

(5,441

)

(6,278

)

(4,097

)

(3,590

)

(1,468

)

(1,759

)

 

 

(22,633

)

April

 

(6,544

)

(7,187

)

(4,802

)

(4,074

)

(1,122

)

(1,777

)

 

 

(25,506

)

May

 

(10,307

)

(9,637

)

(6,772

)

(5,353

)

173

 

(1,176

)

 

 

(33,072

)

June

 

(9,701

)

(10,182

)

(7,968

)

(6,832

)

(1,637

)

(1,832

)

 

 

(38,152

)

July

 

(5,063

)

(6,407

)

(3,423

)

(693

)

(1,474

)

(1,862

)

 

 

(18,922

)

August

 

(8,266

)

(8,810

)

(5,253

)

(2,732

)

(16,953

)

(18,222

)

(19,081

)

(79,317

)

September

 

(5,360

)

(15,188

)

(12,574

)

(55,700

)

(33,734

)

 

 

 

 

(122,556

)

October

 

(6,106

)

(6,676

)

(3,535

)

(3,768

)

(1,611

)

 

 

 

 

(21,696

)

November

 

(7,967

)

(8,961

)

(5,276

)

(2,749

)

(371

)

 

 

 

 

(25,324

)

December

 

(7,947

)

(9,440

)

(6,484

)

(4,334

)

(1,656

)

 

 

 

 

(29,861

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(84,257

)

(103,940

)

(72,051

)

(98,935

)

(58,584

)

(27,897

)

(18,662

)

(464,326

)

 

29



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

Additionally, we present a table breaking down the notional and fair value by counterparty:

 

 

 

September 30, 2014

 

December 31, 2013

 

 

 

Notional — in
US Dollars

 

Fair value

 

Notional — in
US Dollars

 

Fair value

 

 

 

 

 

 

 

 

 

 

 

Banco Itaú BBA S.A.

 

649,346

 

(46,364

)

371,800

 

(44,568

)

Deutsche Bank S.A.

 

263,450

 

(330

)

342,450

 

247

 

Banco CreditAgricole Brasil S.A.

 

159,416

 

(5,857

)

245,457

 

(8,473

)

Banco Citibank S.A.

 

54,117

 

(47,497

)

234,732

 

(65,783

)

Bank of America Merrill Lynch

 

340,000

 

3,501

 

229,657

 

1,120

 

Banco Santander Brasil S.A.

 

206,565

 

(85,556

)

211,958

 

(143,371

)

Banco Safra S.A.

 

201,284

 

(96,466

)

209,559

 

(102,127

)

Banco BNP Paribas Brasil S.A.

 

210,000

 

(1,123

)

207,000

 

(3,336

)

HSBC Bank Brasil S.A.

 

214,647

 

(33,467

)

190,810

 

(41,271

)

Banco Bradesco S.A.

 

182,229

 

(99,456

)

141,618

 

(45,960

)

Banco J. P Morgan S.A.

 

412,857

 

(1,505

)

125,000

 

274

 

Goldman Sachs do Brasil

 

25,000

 

(92

)

64,650

 

(1,073

)

Banco Votorantim S.A.

 

16,952

 

(7,297

)

27,966

 

(9,668

)

Banco Mizuho do Brasil S.A.

 

 

 

 

 

20,000

 

(195

)

Morgan Stanley & CO.

 

 

 

 

 

11,782

 

(142

)

 

 

 

 

 

 

 

 

 

 

 

 

2,935,863

 

(421,509

)

2,634,439

 

(464,326

)

 

Fair value does not necessarily represent the cash required to immediately settle each contract, as such disbursement will only be made on the date of maturity of each transaction, when the final settlement amount will be determined.

 

The outstanding contracts at September 30, 2014 are not subject to margin calls or anticipated liquidation clauses resulting from mark-to-market variations. All operations are over-the-counter and registered at CETIP (a clearing house).

 

Find below the description of the types of contracts and risks being hedged.

 

(i)                               LIBOR versus fixed rate swap

 

The Company has plain-vanilla swaps of quarterly LIBOR versus fixed rates with the objective of hedging debt carrying interest based on LIBOR against any increase in LIBOR.

 

(ii)                               DI versus US dollar swap

 

The Company has plain-vanilla swaps of Interbank Deposit (DI) versus the US dollar with the objective of changing our debt exposure in Reais, subjected to DI into a debt in US dollars with fixed interest. The swaps are matched to debt with respect to underlying amounts, maturity dates and cash flows.

 

(iii)                           TJLP versus US dollar swap

 

The Company has plain-vanilla swaps of Long-term Interest Rate (TJLP) versus the US dollar with the objective of changing our debt exposure in Reais subject to interest based on TJLP, to debt in US dollars with fixed interest. The swaps are matched to the related debt with respect to underlying amounts, maturity dates and cash flows.

 

30



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(iv)                            Zero cost collar

 

The Company entered into a zero cost collar (a purchased option (put) to purchase dollars and a written option (call) to sell dollars) with no leverage, with the objective of protecting our exposure to export sales denominated in US Dollar, with a strike price of the put (floor) and the call (ceiling) results in a floor and cap of the dollar exchange rate.

 

(v)                                Pre swap versus US dollar swap

 

The Company has plain-vanilla swaps to transform fixed interest debt in Reais to a debt in US dollar with fixed rate. The swaps are matched to debt with respect to underlying amounts, maturity dates and cash flows.

 

(e)                                 Embedded derivative in forestry partnership and standing timber supply agreements

 

As described in Note 1(e), the Forestry Partnership and Standing Timber Supply Agreements signed on December 30, 2013 determine that the price of the wood volume to be purchased by Fibria from the Counterparty, be denominated in US Dollars per m3  of standing timber readjusted according to the US-CPI index. The US-CPI index is not closely related to inflation of the economic environment where the land is located.

 

The embedded derivative is a swap of sale of the US-CPI variations during the term of the Forestry Partnership and Standing Timber Supply Agreements. Considering that the price of the lease is contingent (determined as 40% of the volume of timber that is actually harvested in each harvesting cycle, multiplied by the purchase price of standing timber per m3, as established in the agreement), the Company has considered as the notional value of the embedded derivative, the maximum possible payment amount contractually agreed (the “cap”). The notional value of the derivative is reduced as the payments are made by the Company every quarter. Since it is an embedded derivative, there were no disbursements or receivables relating to the derivative, and the disbursements will only be related to the corresponding standing timber supply pursuant to the contractual terms.

 

The value of the adjustment regarding the fair value of those embedded derivative in nine-month period ended September 30, 2014 was a gain of R$ 21,954 (on December 31, 2013 the fair value was close to zero) as detailed below:

 

31



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

 

 

Reference value (notional) -
in US dollars

 

Fair value

 

Type of derivative

 

September 30,
2014

 

December 31,
2013

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

 

 

 

 

Embedded derivative

 

 

 

 

 

 

 

 

 

Forestry partnership and standing timber supply agreements

 

913,406

 

935,684

 

21,954

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

21,954

 

 

 

 

 

 

 

 

 

 

 

 

 

Classified

 

 

 

 

 

 

 

 

 

In current assets

 

 

 

 

 

58

 

 

 

In non-current assets

 

 

 

 

 

22,230

 

 

 

In current liabilities

 

 

 

 

 

(317

)

 

 

In non-current liabilities

 

 

 

 

 

(17

)

 

 

 

 

 

 

 

 

 

 

 

 

Total, net

 

 

 

 

 

21,954

 

 

 

 

The following table presents the change in the fair value of embedded derivative, in two adverse scenarios, that could generate significant losses to the Company.

 

To calculate the probable scenario, the US-CPI index at September 30, 2014 was considered. The probable scenario was stressed considering an additional appreciation of 25% and 50%.

 

 

 

Impact of an appreciation of the
US-CPI at the fair value

 

 

 

Possible (25%)

 

Remote (50%)

 

 

 

 

 

 

 

Embedded derivative in forestry partnership and standing timber supply agreements

 

(129,100

)

(268,254

)

 

 

 

 

 

 

Total impact

 

(129,100

)

(268,254

)

 

10                                 Trade accounts receivable and other assets

 

(a)                                Trade accounts receivable

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Domestic customers

 

41,787

 

14,553

 

Intercompany

 

15,868

 

3,981

 

Export customers

 

498,862

 

375,711

 

 

 

 

 

 

 

 

 

556,517

 

394,245

 

 

 

 

 

 

 

Allowance for doubtful accounts

 

(9,398

)

(12,158

)

 

 

 

 

 

 

 

 

547,119

 

382,087

 

 

32



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

The increase of the balance of other assets in non-current assets refers, mainly, to the cession of credit rights made by the Company for the account receivable related to IPI credit premium. The amount received by the Company was R$ 158,500.

 

In nine-month period ended September 30, 2014, we made some factoring transactions without recourse for certain customers’ receivables, in the amount of R$ 1,052,476 (R$ 1,331,898 at December 31, 2013), that were derecognized from accounts receivable in the balance sheet.

 

(b)                                Other assets

 

The decrease of the balance of other assets in the non-current assets refers, mainly, to the cession of credit rights made by the Company regarding to the account receivable related to IPI credit premium. The amount received by the Company was R$ 158,500.

 

11                                Inventory

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Finished goods

 

 

 

 

 

At plants/warehouses in Brazil

 

160,752

 

128,893

 

Outside Brazil

 

552,513

 

587,032

 

Work in process

 

19,573

 

15,592

 

Raw materials

 

379,373

 

385,447

 

Supplies

 

148,172

 

140,873

 

Imports in transit

 

2,964

 

7,587

 

Advances to suppliers

 

545

 

306

 

 

 

 

 

 

 

 

 

1,263,892

 

1,265,730

 

 

33



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

12                                 Recoverable taxes

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

 

 

 

 

Withholding tax and prepaid Income Tax (IRPJ) and Social Contribution (CSLL) (i)

 

59,806

 

8,958

 

Value-added Tax on Sales and Services (ICMS) on purchases of property, plant and equipment

 

6,416

 

 

 

Value-added Tax on Sales and Services (ICMS) on purchases of raw materials and supplies

 

114,893

 

127,282

 

Federal credits (ii)

 

82,571

 

 

 

Social Integration Program (PIS) and Social Contribution on Revenue (COFINS) Recoverable

 

28,339

 

162,583

 

Provision for the impairment of ICMS credits

 

(97,201

)

(97,771

)

 

 

 

 

 

 

 

 

194,824

 

201,052

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

 

 

 

 

 

 

Withholding tax and prepaid Income Tax (IRPJ) and Social Contribution (CSLL) (i)

 

544,095

 

217,451

 

Value-added Tax on Sales and Services (ICMS) on purchases of property, plant and equipment

 

13,276

 

21,418

 

Value-added Tax on Sales and Services (ICMS) on purchases of raw materials and supplies

 

766,649

 

685,897

 

Federal credits (ii)

 

454,459

 

 

 

Social Integration Program (PIS) and Social Contribution on Revenue (COFINS) Recoverable

 

527,492

 

379,654

 

Provision for the impairment of ICMS credits

 

(623,800

)

(560,537

)

 

 

 

 

 

 

 

 

1,682,171

 

743,883

 

 


(i)             The increase refers to the prepaid Income Tax (IRPJ) and Social Contribution (CSLL) in July 2014, due to the recognition of the credit related to IPI premium credit (BEFIEX Program), as described in Note 20.

 

(ii)          Refers to the tax credit recognized after the approval of the application for the qualification of the IPI premium credit by Federal Tax authority (Receita Federal do Brasil), in June 2014, as detailed in Note 20 and to the tax credit of Tax on Net Income (Imposto sobre o Lucro Líquid0 - “ILL”), as mentioned in Note 13(b).

 

During the nine months ended September 30, 2014 there were no relevant changes to our expectations regarding the recoverability of the tax credits presented in Note 14 to the most recent annual financial statements.

 

13                                 Income taxes

 

The Company and the subsidiaries located in Brazil are taxed based on their taxable income (profit). The subsidiaries located outside of Brazil use methods established by the respective local regulations. Income taxes have been calculated and recorded considering the applicable statutory tax rates enacted at the date of the consolidated interim financial information.

 

Starting in 2013, the Company began paying income taxes on the profits generated by foreign subsidiaries in accordance with Article 74 of Provisional Measure 2,158/01 which states that the profits earned each year by foreign controlled subsidiaries are subject to the payment of income tax and social contribution in Brazil in the same year, at a rate of 34%, applied to the subsidiaries’ accounting profits before income tax. The repatriation of these profits in subsequent years is not subject to future taxation in Brazil. The Company records a provision for income taxes on foreign subsidiaries on an accruals basis.

 

34



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

The Company decided to start paying these taxes primarily to mitigate any risk of future tax assessments on this matter, among other things. In 2014, the taxation on foreign subsidiaries’ profits began to be regulated by Law 12.973/14, which expressly revokes the mentioned Article 74.

 

(a)                                Deferred taxes

 

Deferred income tax and social contribution tax assets arise from tax loss carryforwards and temporary differences related to (i) the effect of foreign exchange gains/losses mainly of loans and financings (which for tax purposes are taxed/deductible on a cash basis); (ii) adjustments to the fair value of derivative instruments; (iii) provisions not currently deductible for tax purposes; (iv) investments in rural activity; and (vi) temporary differences arising from the adoption of IFRS/CPCs.

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Tax loss carryforwards

 

153,906

 

172,519

 

Losses from foreign subsidiary

 

53,812

 

 

 

Provision for contingencies

 

122,014

 

118,237

 

Sundry provisions (impairment, operational and other)

 

398,233

 

417,574

 

Results of derivative contracts recognized on a cash basis for tax purposes

 

135,849

 

157,871

 

Exchange variations - recognized on a cash basis for tax purposes

 

738,222

 

646,286

 

Tax amortization of goodwill

 

104,137

 

110,940

 

Actuarial gains on medical assistance plan (SEPACO)

 

4,131

 

3,729

 

Tax depreciation

 

(10,952

)

(9,518

)

Reforestation costs already deducted for tax purposes

 

(336,728

)

(311,965

)

Fair values of biological assets

 

(192,163

)

(199,861

)

Effects of business combination - acquisition of Aracruz

 

(6,708

)

(13,972

)

Tax benefit of goodwill not amortized for accounting purposes

 

(424,929

)

(357,835

)

Other provisions

 

(1,785

)

(1,785

)

 

 

 

 

 

 

Total deferred taxes, net

 

737,039

 

732,220

 

 

 

 

 

 

 

Deferred taxes - asset (net by entity)

 

1,061,195

 

968,116

 

 

 

 

 

 

 

Deferred taxes - liability (net by entity)

 

324,156

 

235,896

 

 

35



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

Changes in the net balance of deferred income tax are as follows:

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

At the beginning of the period

 

732,220

 

651,683

 

Tax loss carryforwards

 

(18,613

)

(136,206

)

Losses from foreign subsidiary

 

53,812

 

 

 

Provision for impairment of foreign deferred tax assets

 

 

 

(40,285

)

Temporary differences regarding provisions

 

(15,564

)

69,120

 

Derivative financial instruments taxed on a cash basis

 

(22,022

)

65,024

 

Amortization of goodwill

 

(73,897

)

(91,697

)

Reforestation costs

 

(26,197

)

(10,460

)

Exchange gains/losses taxed on a cash basis

 

91,936

 

175,461

 

Fair value of biological assets

 

7,698

 

39,233

 

Actuarial gains (losses) on medical assistance plan (SEPACO)

 

402

 

(7,685

)

Other

 

7,264

 

18,032

 

 

 

 

 

 

 

At the end of the period

 

737,039

 

732,220

 

 

(b)                                Reconciliation of income tax and social contribution benefit (expense)

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Income (loss) before taxes on income

 

323,242

 

(870,910

)

 

 

 

 

 

 

Income tax and social contribution benefit (expense) at statutory nominal rate - 34%

 

(109,902

)

296,109

 

 

 

 

 

 

 

Reconciliation to effective expense

 

 

 

 

 

 

 

 

 

 

 

Benefits to directors

 

(3,440

)

(2,269

)

Taxes from foreign subsidiaries

 

(4,169

)

 

 

Tax on net income (Imposto sobre o Lucro Líquido - ILL) (i)

 

15,974

 

 

 

Difference in tax rates of foreign subsidiaries

 

32,117

 

74,131

 

Foreign exchange effects on foreign subsidiaries

 

38,659

 

 

 

Other, mainly non-deductible provisions

 

(1,463

)

(9,166

)

 

 

 

 

 

 

Income tax and social contribution (expense) benefit for the period

 

(32,222

)

358,805

 

 

 

 

 

 

 

Effective rate - %

 

9.97

 

41.2

 

 


(i)        In May 2014, after the final judgment, we recognized a tax credit related to Tax on Net Income (Imposto sobre o Lucro Líquid0 - “ILL”), overpaid by the Company in April 1990, which was judged as unconstitutional by the Supreme Federal Court (Supremo Tribunal Federal (“STF”)).

 

36



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

14                                 Significant transactions and balances with related parties

 

(a)                                Related parties

 

The Company is governed by a Shareholders Agreement entered into between Votorantim Industrial S.A. (“VID”), which holds 29.42% of our shares, and BNDES Participações S.A. (“BNDESPAR”), which holds 30.38% of our shares (together the “Controlling Shareholders”).

 

The Company’s commercial and financial transactions with its subsidiaries, companies of the Votorantim Group and other related parties are carried out at normal market prices and conditions, based on usual terms and rates applicable to third parties. Balances and transactions with related parties are as follows:

 

37



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(i)                                   Balances recognized in assets and liabilities

 

 

 

Balances receivable (payable)

 

 

 

 

 

 

 

 

 

 

 

Nature

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

 

 

Transactions with controlling shareholders

 

 

 

 

 

 

 

Votorantim Industrial S.A.

 

Rendering of services

 

 

 

(716

)

BNDES

 

Financing

 

(1,745,191

)

(1,796,757

)

 

 

 

 

 

 

 

 

 

 

 

 

(1,745,191

)

(1,797,473

)

 

 

 

 

 

 

 

 

Transactions with Votorantim Group companies

 

 

 

 

 

 

 

Votorantim Participações S.A.

 

Loan

 

7,353

 

 

 

Votener — Votorantim Comercializadora de Energia

 

Energy supplier

 

12,094

 

 

 

Banco Votorantim S.A.

 

Financial investments and financial instruments

 

(7,297

)

(9,668

)

Votorantim Cimentos S.A.

 

Energy supplier

 

8

 

74

 

Votorantim Cimentos S.A.

 

Input supplier

 

(236

)

(34

)

Votorantim Siderurgia S.A.

 

Sales of waste

 

 

 

24

 

Sitrel Siderurgia Três Lagoas

 

Energy supplier

 

 

 

267

 

Votorantim Metais

 

Chemical products supplier

 

 

 

(241

)

Votorantim Metais

 

Leasing of land

 

(751

)

(788

)

Companhia Brasileira de Alumínio (CBA)

 

Leasing of land

 

(39

)

(37

)

 

 

 

 

 

 

 

 

 

 

 

 

11,132

 

(10,403

)

 

 

 

 

 

 

 

 

Net

 

 

 

(1,734,059

)

(1,807,876

)

 

 

 

 

 

 

 

 

Presented in the following lines

 

 

 

 

 

 

 

In assets

 

 

 

 

 

 

 

Trade accounts receivable (Note 10)

 

 

 

12,102

 

251

 

Related parties - non-current

 

 

 

7,353

 

7,142

 

In liabilities

 

 

 

 

 

 

 

Loans and financing (Note 19)

 

 

 

(1,745,191

)

(1,796,757

)

Derivative financial instruments (Note 9)

 

 

 

(7,297

)

(9,668

)

Suppliers

 

 

 

(1,026

)

(8,844

)

 

 

 

 

 

 

 

 

 

 

 

 

(1,734,059

)

(1,807,876

)

 

38



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(ii)                               Transactions recognized in the Statement of profit and loss

 

 

 

Income (expense)

 

 

 

Nature

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

 

 

Transactions with controlling shareholders

 

 

 

 

 

 

 

Votorantim Industrial S.A.

 

Rendering of services

 

(9,707

)

(7,355

)

Banco Nacional de Desenvolvimento Econômico e Social (BNDES)

 

Financing

 

(115,307

)

(121,672

)

 

 

 

 

 

 

 

 

 

 

 

 

(125,014

)

(129,027

)

 

 

 

 

 

 

 

 

Transactions with subsidiaries

 

 

 

 

 

 

 

Bahia Produtos de Madeira S.A.

 

Sales of wood

 

7,477

 

8,486

 

 

 

 

 

 

 

 

 

Transactions with Votorantim Group companies

 

 

 

 

 

 

 

Votorantim Participações S.A.

 

Loan

 

324

 

 

 

Votener - Votorantim Comercializadora de Energia

 

Energy supplier

 

50,108

 

(27,592

)

Banco Votorantim S.A.

 

Investments and financial instruments

 

2,371

 

(2,275

)

Votorantim Cimentos S.A.

 

Energy supplier

 

5,164

 

 

 

Votorantim Cimentos S.A.

 

Input supplier

 

(3,013

)

(389

)

Votorantim Siderurgia S.A.

 

Sale of waste

 

 

 

83

 

Sitrel Siderurgia Três Lagoas

 

Energy supplier

 

2,892

 

258

 

Votorantim Metais Ltda.

 

Chemical products supplier

 

(87

)

(3,309

)

Votorantim Metais Ltda.

 

Leasing of lands

 

(6,755

)

(6,912

)

Companhia Brasileira de Alumínio (CBA)

 

Leasing of lands

 

(340

)

(331

)

 

 

 

 

 

 

 

 

 

 

 

 

50,664

 

(40,467

)

 

Comments on the main transactions and contracts with related parties

 

The following is a summary of the nature and conditions of the transactions with the related parties:

 

·            Controlling shareholders

 

The Company has a contract with VID related to services provided by the Votorantim Shared Service Center, which provides outsourcing of operational services relating to administrative activities, personnel department, back office, accounting, taxes and the information technology infrastructure shared by the companies of the Votorantim Group. The contract provides for an overall remuneration of R$ 10,706 and has a one-year term, with annual renewal upon formal confirmation by the parties.

 

Additionally, VID provide various services related to technical advice, training, including management improvement programs. These services are also provided to the entire Votorantim Group and the Company reimburses VID at cost for the charges related to the services used.

 

39



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

The Company has financing contracts with BNDES, the majority shareholder of BNDESPAR, for the purpose of financing investments in infrastructure and the acquisition of equipment and machines, as well as the expansion and modernization of its plants (Note 19).

 

Management believes that these transactions were contracted at terms consistent with those entered with independent parties, based on technical studies performed when these contracts were executed.

 

·            Subsidiaries

 

The Company has a contract to sale of wood with Bahia Produtos de Madeira S.A., with maturity in 2019, renewable for 15 years.

 

·            Votorantim Group companies

 

The Company has a contract to purchase energy from Votener - Votorantim Comercializadora de Energia Ltda. to supply our unit in Jacareí. The total amount contracted is R$ 15,000, guaranteeing 115,700 megawatt-hours, and maturing in five years through December 31, 2014. Should either party request an early termination of the contract, that party is required to pay 50% of the remaining contract amount. In addition, the Company entered into a contract to purchase energy from Votener, expiring on December 31, 2014, to supply the Três Lagoas and Aracruz units. Since these units already generate its own energy, the contract has the purpose of maximizing the competitiveness of the energy matrix. The total amount contracted may change based on the needs and consumption of energy by those plants.

 

The Company has a derivative instrument contract with Banco Votorantim S.A., as detailed in Note 9. The Shareholders’ Agreement limits the intercompany investments to R$ 200 million for securities and R$ 100 million of notional value for derivative instruments.

 

The Company, through its joint operation VOTO IV has an account receivable in the amount of US$ 3,000 (then equivalent to R$ 7,353) with Votorantim Participações S.A., with maturity in July 2015.

 

On January, 2012, the Company entered into a contract to purchase sulfuric acid 98% from Votorantim Metais, for R$ 18,500, in exchange for the supply of 36,000 metric tons of acid for two years, up to December 31, 2013.

 

The Company has an agreement with Votorantim Cimentos for the supply of road construction supplies, such as rock and calcareous rock, in the approximate amount of R$ 11,706 through December 12, 2014. This agreement may be terminated at any time with prior notice of 30 days, without any contractual penalties.

 

The Company has land lease agreements, for approximately 22,400 hectares, with Votorantim Metais Ltda., which matures in 2019, totaling R$ 76,496.

 

The Company has land lease agreements, for approximately 2,062 hectares, with Companhia Brasileira de Alumínio - CBA and Votorantim Cimentos, which mature in 2023, totaling R$ 4,062.

 

In the nine-month period ended September 30, 2014 and other periods presented, no provision for impairment was recognized on assets involving related parties.

 

40



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(b)                                Remuneration of officers and directors

 

The remuneration expenses, including all benefits, are summarized as follows:

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Short-term benefits to officers and directors

 

31,671

 

19,273

 

Rescission of contract benefits

 

 

 

1,587

 

Benefit program - Phantom Stock Options

 

1,342

 

4,754

 

 

 

 

 

 

 

 

 

33,013

 

25,614

 

 

Short-term benefits include fixed compensation (salaries and fees, vacation pay and 13th month salary), social charges and contributions to the National Institute of Social Security (INSS), the Government Severance Indemnity Fund for Employees (FGTS) and the variable compensation program. The long-term benefits refer to the variable compensation program.

 

Short-term benefits to officers and directors do not include the compensation for the Statutory Audit Committee, Finance, Compensation and Sustainability Committees’ members of R$ 1,107 for the nine-month period ended September 30, 2014 (R$ 572 for the nine-month period ended September 30, 2013 regarding the Audit and Risk Committee).

 

The Company does not have any additional post-employment active plan and does not offer any other benefits, such as additional paid leave for time of service.

 

The balances to be paid to the Company’s officers and directors are recorded in the following lines items of the current and non-current liabilities:

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Current liability

 

 

 

 

 

Payroll, profit sharing and related charges

 

13,835

 

8,080

 

 

 

 

 

 

 

Non-current liability

 

 

 

 

 

Other payables

 

12,189

 

12,827

 

 

 

 

 

 

 

 

 

26,024

 

20,907

 

 

41



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

15                                 Investments

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Investment in associate - equity method (i)

 

 

 

6,913

 

Provision for impairment of investments (i)

 

 

 

(6,913

)

Other investment — at fair value (a)

 

46,922

 

46,922

 

 

 

 

 

 

 

 

 

46,922

 

46,922

 

 


(i)        On July 31, 2014, the Company acquired 100% of the capital of Weyerhaeuser Brasil Participações Ltda., for R$ 6,716, which held 66.67% of the capital of our associate Bahia Produtos de Madeira S.A. As from that date, the Company holds, directly and indirectly, 100% of the capital of Bahia Produtos de Madeira S.A. We recognized provision for impairment in these subsidiaries.

 

None of the subsidiaries and jointly-operated entities has publicly traded shares.

 

The provisions and contingent liabilities related to the entities of the Company are described in Note 20.

 

Additionally, the Company does not have any significant restriction with regards to its subsidiaries and jointly-operated entities and does not have any commitment related to its jointly-operated entities.

 

(a)                            Other investment

 

We have, approximately, 6% of ownership in Ensyn’s share capital. We performed an assessment regarding the rights related to these shares and concluded that we do not have a significant influence over Ensyn, as such this investment has been recorded at fair value.

 

Fair value change in our interest in Ensyn was not significant in the nine-month period ended September 30, 2014.

 

16                                 Biological assets

 

The Company’s biological assets are substantially comprised of growing forests intended for the supply of wood for pulp production. Forests in formation are located in the states of São Paulo, Mato Grosso do Sul, Minas Gerais, Rio de Janeiro, Espírito Santo and Bahia.

 

The reconciliation of the book balances at the beginning and at the end of the period is as follows:

 

42



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

At the beginning of the period

 

 

 

 

 

Historical cost

 

2,730,510

 

2,451,612

 

Fair value

 

692,924

 

873,992

 

 

 

3,423,434

 

3,325,604

 

 

 

 

 

 

 

Additions

 

860,275

 

860,134

 

Harvests in the period

 

 

 

 

 

Historical cost

 

(536,684

)

(580,192

)

Fair value

 

(150,431

)

(283,333

)

Change in fair value

 

87,192

 

102,265

 

Disposals

 

 

 

(822

)

Transfer (i)

 

 

 

(222

)

 

 

 

 

 

 

At the end of the period

 

3,683,786

 

3,423,434

 

Historical cost

 

3,054,101

 

2,730,510

 

Fair value

 

629,685

 

692,924

 

 


(i)        Includes transfers between biological assets and inventory.

 

In accordance with our accounting policies, the valuation of the biological assets at the fair value is performed semiannually. On June 30, 2014, the changes in fair value of the biological assets recognized by us was R$ 87,192, as detailed in Note 16 of the interim financial statements for the period ended June 30, 2014.

 

The biological assets are classified within Level 3 of the fair value hierarchical level. There were no transfers between levels during the periods presented.

 

43



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

17          Property, plant and equipment

 

 

 

Land

 

Buildings

 

Machinery,
equipment
and facilities

 

Advances to
suppliers

 

Construction
in progress

 

Other

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At December 31, 2012

 

1,815,686

 

1,489,759

 

7,402,677

 

208,907

 

214,361

 

43,171

 

11,174,561

 

Additions

 

 

 

342

 

14,310

 

(35,624

)

347,837

 

2,696

 

329,561

 

Disposals

 

(31,202

)

(3,641

)

(97,443

)

(148,966

)

 

 

(13,608

)

(294,860

)

Depreciation

 

 

 

(121,831

)

(676,386

)

 

 

 

 

(15,123

)

(813,340

)

Disposals related Asset Light project (Note 1(e))

 

(544,126

)

(52,402

)

 

 

 

 

 

 

 

 

(596,528

)

Transfers and others (*)

 

8,974

 

114,365

 

259,559

 

 

 

(371,169

)

13,381

 

25,110

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At December 31, 2013

 

1,249,332

 

1,426,592

 

6,902,717

 

24,317

 

191,029

 

30,517

 

9,824,504

 

Additions

 

 

 

 

 

4,878

 

(15,640

)

276,357

 

514

 

266,109

 

Disposals

 

(12,018

)

(7,942

)

(26,470

)

 

 

 

 

(610

)

(47,040

)

Depreciation

 

 

 

(95,793

)

(490,261

)

 

 

 

 

(9,333

)

(595,387

)

Transfers and others (*)

 

8,384

 

55,201

 

208,631

 

67

 

(278,834

)

7,619

 

1,068

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At September 30, 2014

 

1,245,698

 

1,378,058

 

6,599,495

 

8,744

 

188,552

 

28,707

 

9,449,254

 

 


(*)         Includes transfers between property, plant and equipment, intangible assets and inventory.

 

44



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

18                                 Intangible assets

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

At the beginning of the period

 

4,634,265

 

4,717,163

 

Additions

 

 

 

22

 

Amortization

 

(68,064

)

(95,085

)

Disposals

 

(20

)

 

 

Transfers and others (*)

 

7,246

 

12,165

 

 

 

 

 

 

 

At the end of the period

 

4,573,427

 

4,634,265

 

 

 

 

 

 

 

Composed by

 

 

 

 

 

Goodwill — Aracruz

 

4,230,450

 

4,230,450

 

Systems development and deployment

 

28,930

 

32,349

 

Acquired from business combination

 

 

 

 

 

Databases

 

193,800

 

228,000

 

Patents

 

10,320

 

25,800

 

Relationships with suppliers

 

 

 

 

 

Chemical products

 

105,703

 

113,438

 

Other

 

4,224

 

4,228

 

 

 

 

 

 

 

 

 

4,573,427

 

4,634,265

 

 


(*)         Includes transfers between property, plant and equipment and intangible assets.

 

45



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim

financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

19                                 Loans and financing

 

(a)                                Breakdown of the balance by type of loan

 

 

 

Average

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

annual

 

Current

 

Non- current

 

Total

 

 

 

interest

 

September

 

December

 

September

 

December

 

September

 

December

 

Type/purpose

 

rate - %

 

30, 2014

 

31, 2013

 

30, 2014

 

31, 2013

 

30, 2014

 

31, 2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In foreign currency

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BNDES - currency basket

 

6.4

 

57,577

 

53,038

 

382,043

 

304,091

 

439,620

 

357,129

 

Export credits (Finnvera)

 

 

 

 

 

52,210

 

 

 

173,244

 

 

 

225,454

 

Bonds - US$

 

6.0

 

203,819

 

1,547,708

 

1,972,087

 

1,816,385

 

2,175,906

 

3,364,093

 

Export credits (prepayment)

 

3.2

 

362,484

 

457,523

 

3,057,291

 

2,425,260

 

3,419,775

 

2,882,783

 

Export credits (ACC/ACE)

 

0.9

 

162,545

 

451,718

 

 

 

 

 

162,545

 

451,718

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

786,425

 

2,562,197

 

5,411,421

 

4,718,980

 

6,197,846

 

7,281,177

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In Reais

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BNDES - TJLP

 

7.8

 

330,237

 

339,702

 

905,141

 

1,055,776

 

1,235,378

 

1,395,478

 

BNDES - fixed rate

 

3.8

 

11,664

 

6,891

 

58,529

 

37,259

 

70,193

 

44,150

 

FINAME

 

4.3

 

4,979

 

4,853

 

6,691

 

10,410

 

11,670

 

15,263

 

NCE

 

13.0

 

123,815

 

46,770

 

895,310

 

942,665

 

1,019,125

 

989,435

 

Midwest Region Fund (FCO and FINEP)

 

8.1

 

12,135

 

11,948

 

27,914

 

35,646

 

40,049

 

47,594

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

482,830

 

410,164

 

1,893,585

 

2,081,756

 

2,376,415

 

2,491,920

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,269,255

 

2,972,361

 

7,305,006

 

6,800,736

 

8,574,261

 

9,773,097

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

 

 

77,879

 

94,946

 

86,472

 

35,337

 

164,351

 

130,283

 

Short-term borrowing

 

 

 

162,545

 

29,670

 

 

 

 

 

162,545

 

29,670

 

Long-term borrowing

 

 

 

1,028,831

 

2,847,745

 

7,218,534

 

6,765,399

 

8,247,365

 

9,613,144

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,269,255

 

2,972,361

 

7,305,006

 

6,800,736

 

8,574,261

 

9,773,097

 

 

The average rates were calculated based on the forward yield curve of benchmark rates to which the loans are indexed, weighted through the maturity date for each installment, including the issuing/contracting costs, when applicable.

 

46



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim

financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(b)                                Breakdown by maturity

 

Below are details of the non-current portion of the debt at September 30, 2014 by maturity:

 

 

 

2015

 

2016

 

2017

 

2018

 

2019

 

2020

 

2021

 

2022

 

2023

 

2024

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In foreign currency

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BNDES - currency basket

 

11,637

 

39,807

 

52,934

 

48,462

 

39,612

 

90,406

 

86,402

 

12,783

 

 

 

 

 

382,043

 

Bonds - US$

 

 

 

 

 

 

 

 

 

 

 

235,410

 

287,351

 

 

 

 

 

1,449,326

 

1,972,087

 

Export credits (prepayment)

 

73,520

 

475,282

 

766,959

 

764,836

 

865,269

 

111,425

 

 

 

 

 

 

 

 

 

3,057,291

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

85,157

 

515,089

 

819,893

 

813,298

 

904,881

 

437,241

 

373,753

 

12,783

 

 

 

1,449,326

 

5,411,421

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In Reais

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BNDES - TJLP

 

70,581

 

168,915

 

154,276

 

112,538

 

84,783

 

133,857

 

137,146

 

36,509

 

6,536

 

 

 

905,141

 

BNDES - fixed rate

 

3,446

 

15,197

 

15,197

 

14,261

 

8,486

 

1,942

 

 

 

 

 

 

 

 

 

58,529

 

FINAME

 

1,240

 

3,225

 

2,059

 

167

 

 

 

 

 

 

 

 

 

 

 

6,691

 

NCE

 

15,710

 

127,249

 

349,270

 

316,632

 

43,225

 

43,224

 

 

 

 

 

 

 

 

 

895,310

 

Midwest Region Fund (FCO e FINEP)

 

2,974

 

11,893

 

11,893

 

659

 

495

 

 

 

 

 

 

 

 

 

 

 

27,914

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

93,951

 

326,479

 

532,695

 

444,257

 

136,989

 

179,023

 

137,146

 

36,509

 

6,536

 

 

 

1,893,585

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

179,108

 

841,568

 

1,352,588

 

1,257,555

 

1,041,870

 

616,264

 

510,899

 

49,292

 

6,536

 

1,449,326

 

7,305,006

 

 

47



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim

financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(c)                                 Breakdown by currency and interest rate

 

Loans and financing are broken-down in the following currencies:

 

 

 

Currency

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

Real

 

2,376,415

 

2,491,920

 

Dollar

 

5,758,226

 

6,924,048

 

Currency basket

 

439,620

 

357,129

 

 

 

 

 

 

 

 

 

8,574,261

 

9,773,097

 

 

Loans and financing are broken-down by interest rate:

 

 

 

Interest rate

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

CDI

 

1,019,125

 

989,435

 

TJLP

 

1,236,881

 

1,397,463

 

Libor

 

3,419,775

 

3,107,014

 

Currency basket

 

439,620

 

357,129

 

Fixed

 

2,458,860

 

3,922,056

 

 

 

 

 

 

 

 

 

8,574,261

 

9,773,097

 

 

(d)                                Roll forward

 

The roll forward of the carrying amounts at the presented period is as follows:

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

At the beginning of period

 

9,773,097

 

10,767,955

 

Borrowings

 

2,601,528

 

1,279,414

 

Interest expense

 

364,097

 

575,877

 

Foreign exchange

 

251,787

 

927,278

 

Repayments - principal amount

 

(4,222,785

)

(3,320,157

)

Interest paid

 

(329,226

)

(602,112

)

Expense of transaction costs of Bonds early redeemed

 

130,749

 

113,759

 

Addition of transaction costs

 

(25,681

)

 

 

Other (*)

 

30,695

 

31,083

 

 

 

 

 

 

 

At the end of the period

 

8,574,261

 

9,773,097

 

 


(*)    Includes amortization of transactions costs.

 

48



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim

financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

(e)                                 Relevant operations settled during the period

 

Export credit (Finnvera)

 

On February 2014, through Fibria-MS we made an early repayment, with available funds, in the amount of US$ 96 million (equivalent then to R$ 233,996) regarding the loan agreement with Finnvera (Finnish Development Agency, which provides credit to companies committed to sustainability programs), signed on September 2009, with original maturity in February 2018 and bearing an interest rate of semi-annual LIBOR plus 2.825% p.a.  As a result of the early repayment, we recognized financial expenses amounting to R$ 3,540, related to the amortization of corresponding transaction costs.

 

Export credits (prepayment)

 

In July 2014, the Company settled US$ 100 million (equivalent then to R$ 222,765) for export credit (prepayment), with interest rate of 0.87% p.a., plus quarterly LIBOR.

 

Export credits — ACC/ACE

 

During the nine-month period ended September 30, 2014, the Company, through Veracel, settled US$ 110 million (equivalent then to R$ 252,940) for the export credit (ACC), with interest rate were between 0.92% p.a. and 1.40% p.a.

 

During the nine-month period ended September 30, 2014, the Company settled US$ 105 million (equivalent then to R$ 245,536) regarding to export credit (ACE), with interest rate were 2.96% p.a.

 

Loans - “Fibria 2019” (Bond)

 

On September, 2014, we announced the early redemption of 100% of the outstanding balance of the Bond “Fibria 2019”, in the amount of US$ 63 million (equivalent then to R$ 154,994), with original maturity in October 2019 and fixed interest rate of 9.25% p.a. The payment will be made by us on October 30, 2014.

 

Due to the announcement of the early redemption, we transferred from the non-current liabilities to the current liabilities 100% of the outstanding balance and recognized as a provision for the premium to be paid, in the amount of R$ 7,618.

 

Loans - “Fibria 2020” (Bond)

 

On March 26, 2014, we early redeemed and canceled a total of US$ 690 million (then equivalent to R$ 1,595,706), with available funds, related to the remaining outstanding balance of the Bond “Fibria 2020”, issued in May 2010, with original maturity in May 2020, with a fixed interest rate of 7.5% p.a. As a result of the early redemption, we recognized financial expenses amounting to R$ 299,768, following our accounting practices, of which R$ 179,809 related to the premiums paid on the repurchase transaction and R$ 119,959 relating to the full amortization of the transaction costs of the Bond.

 

Loans - “Fibria 2021” (Bond)

 

On January 13, 2014, we early redeemed and canceled a total of US$ 12.5 million (then equivalent to R$ 29,774), with available funds, related to the Bond “Fibria 2021”, issued in March 2011, with original maturity in March 2021, with a fixed interest rate of 6.75% p.a. As a result of the early redemption, we

 

49



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim

financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

recognized financial expenses amounting to R$ 3,101, following our accounting practices, of which R$ 2,900 related to the premiums paid on the repurchase transaction and R$ 201 relating to the proportional amortization of the transaction costs of the Bond.

 

On May 12, 2014, we early redeemed and canceled a total of US$ 430 million (then equivalent to R$ 953,925), with funds obtained with the raise of the Bond “Fibria 2024”, related to the Bond “Fibria 2021”, with original maturity in March 2021, with a fixed interest rate of 6.75% p.a. As a result of the early redemption, we recognized financial expenses amounting to R$ 122,258, following our accounting practices, of which R$ 114,471 related to the premiums paid on the repurchase transaction and R$ 7,787 relating to the proportional amortization of the transaction costs of the Bond. As part of this transaction, the outstanding balance of the Bond “Fibria 2021” was US$ 118 million (equivalent than to R$ 291,576).

 

Loans - “VOTO IV” (Bond)

 

On June 16, 2014, we early redeemed a total of US$ 61 million (then equivalent to R$ 136,448), with available funds, related to the Bond “VOTO IV”, issued by our joint operation VOTO IV, with original maturity in June 2020, with a fixed interest rate of 7.75% p.a. As a result of the early redemption, we recognized financial expenses amounting to R$ 31,291, of which R$ 28,488 related to the premiums paid on the repurchase transaction and R$ 2,802 relating to the proportional amortization of the transaction costs of the Bond. As part of this transaction, the outstanding balance of the Bond “VOTO IV” was US$ 97 million (equivalent than to R$ 243,611).

 

Revolving credit facility

 

On March 2014, the Company canceled a revolving credit facility with Banco Bradesco, contracted in May 2011, through Fibria International Trade GmbH with eleven foreign banks. The facility was for four years, for a total amount of US$ 500 million. Payments were to be made quarterly for costs with interest at between 1.4% p.a.to 1.7% p.a., plus quarterly LIBOR, when used. The Company did not use this credit facility.

 

(f)                              Relevant operations contracted during the period

 

Unused credit lines

 

In the nine-month period ended In the first quarter 2014, the Company obtained two revolving credit facility in local currency with Banco Bradesco and Banco Itaú, in the total amounts of R$ 300 million and R$ 250 million, respectively, which are available for four years and interest rate of 100% of the CDI plus 2.1% p.a. when fully used. During the unused period the Company will pay a commission in Reais of 0.35% p.a. and 0.33% p.a. quarterly and monthly, respectively. The Company has not used this credit facility. The value related to this commission is recorded as current liability under “Other payable”.

 

On March 2014, the Company, through Fibria International Trade GmbH obtained a revolving credit facility with eleven foreign banks in the amount of US$ 280 million available for four years, with interest payable quarterly at quarterly LIBOR rate plus from 1.55% p.a. to 1.70% over the disbursed amounts. For unused amounts the Company is charged an equivalent to 35% of the agreed interest cost on a quarterly basis. The Company has not used this credit facility. The value related to this commission is recorded as current liability under “Other payable”.

 

Export credits (prepayments)

 

On March 2014, the Company through Fibria International Trade GmbH entered into an export prepayment contract with four foreign banks, in the amount of US$ 200 million (equivalents then to R$

 

50



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim

financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

464,960) with quarterly interest payable at quarterly LIBOR rate plus of 1.75% p.a. (which can be reduced to 1.55% p.a.) with a term of five years, annual installments of US$ 57 million in 2017, US$ 86 million in 2018 and US$ 57 million in 2019.

 

On March 2014, the Company through Fibria International Trade GmbH entered into an export prepayment contract with Citibank, in the amount of US$ 100 million (equivalents then to R$ 232,480), with quarterly interest payable at quarterly LIBOR rate plus of 1.625% p.a., with a term of five years, annual installments of US$ 7 million in 2014, US$ 21 million in 2017, US$ 43 million in 2018 and US$ 28 million in 2019.

 

Export credits - ACC

 

In the nine-month period ended September 30, 2014, the Company, through Veracel, entered into an export prepayment contract, in the amount of US$ 103 million (equivalents then to R$ 236,708) maturing in March 2015 and fixed interest rate between 0.93% and 0.98% p.a.

 

BNDES

 

In the nine-month period ended September 30, 2014, a total amount of R$ 207,697 were released from BNDES contracts, maturing between 2014 and 2023, subject to interest ranging from TJLP plus 2.42% to 3.45% p.a. and UMBNDES plus 2.42% p.a. to 2.45% p.a. The amount released was earmarked for projects in the industrial and forestry areas and IT project financing.

 

Loans - “Fibria 2024” (Bond)

 

On May 7, 2014, the Company, through its subsidiary Fibria Overseas Finance Ltd., raised US$ 600 million (through the Bond “Fibria 2024” then equivalent to R$ 1,329,840), maturing in ten years, subject to fixed interest rate of 5.25% p.a. The funds were received on May 12, 2014 and a portion of the fund raised was used to the early redeemed of the Bond “Fibria 2021”.

 

(g)                                Covenants

 

Some of the financing agreements of the Company contain covenants establishing maximum indebtedness and leverage levels, as well as minimum coverage of outstanding amounts.

 

Covenants requirements

 

The Company’s debt financial covenants, are measured based on consolidated information translated into US dollars (as opposed to consolidated financial information in Reais), and the indebtedness ratio (Net debt to EBITDA) should be a maximum ratio of 4.5x. Under the revised criteria by translating the EBITDA from Reais to US dollar at the average exchange rate of each quarter the impact of the depreciation of the Brazilian real is mitigated.

 

The measurement of the ratios based on information translated into US dollars reduces the of effects changes in exchanges rates as compared to ratios based on information measured in Reais. A substantial portion of the debt of the Company is denominated in US dollars and as a result particularly depreciation of the real against the US dollar had significant impacts on the ratio when measured in Reais. Under the prior computation criteria in the event of a depreciation the amount of net debt as of the end of the period would increase when measured in Reais.

 

The following table presents the financial covenant ratios:

 

51



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim

financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

 

 

Ratios

 

Ratio of debt service coverage (i) - Minimum ratio

 

More than 1.00

 

Indebtedness ratio (ii)- Maximum ratio

 

Less than 4.50

 

 


(i)          The ratio of debt service coverage is defined as (a) adjusted EBITDA (for the last four social quarters) in accordance with practices adopted in Brazil and adjusted translated into US dollars at the average exchange rate of each quarter, plus the balance of cash, cash equivalents and marketable securities at period-end translated into US dollar at period-end exchange rates divided by (b) debt service payment requirements for the following four consecutive quarters plus interest paid during the past four quarters translated into US dollars at the average exchange rate of each quarter.

 

(ii)      The indebtedness ratio is defined as (a) consolidated net debt translated into US dollars at the period-end closing rate divided by (b) Adjusted EBITDA for the last four social quarters translated into US dollars at the average exchange rate of each quarter.

 

The Company is in full compliance with the covenants established in the financial contracts at September 30, 2014, for which the debt service ratio totaled 2.4 and indebtedness ratio totaled 2.5, measured in US dollars.

 

The debt agreements that have debt financial covenants also have the following events of default:

 

·             Non-payment, within the stipulated period, of the principal or interest.

 

·             Inaccuracy of any declaration, guarantee or certification provided.

 

·             Cross-default and cross-judgment default, subject to an agreed minimum of US$ 50 million or US$ 75 million, depending on the corresponding contract.

 

·             Subject to certain periods for resolution, breach of any obligation under the contract.

 

·             Certain events of bankruptcy or insolvency of the Company, its main subsidiaries or Veracel Celulose S.A.

 

52



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

20                                 Contingencies

 

The Company is party to labor, civil and tax lawsuits at various court levels. The provisions for contingencies against probable unfavorable outcome of claims in progress are established and updated based on management evaluation, as supported by external legal counsel. Provisions and corresponding judicial deposits are as follows:

 

 

 

September 30, 2014

 

December 31, 2013

 

 

 

Judicial
deposits

 

Provision

 

Net

 

Judicial
deposits

 

Provision

 

Net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nature of claims

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax

 

87,840

 

100,236

 

12,396

 

86,921

 

102,906

 

15,985

 

Labor

 

54,081

 

156,598

 

102,517

 

55,250

 

152,442

 

97,192

 

Civil

 

10,536

 

26,751

 

16,215

 

9,503

 

25,164

 

15,661

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

152,457

 

283,585

 

131,128

 

151,674

 

280,512

 

128,838

 

 

The change in the provision for contingencies is as follows:

 

 

 

September 30,
2014

 

December 31,
2013

 

 

 

 

 

 

 

At the beginning of the period

 

280,512

 

282,827

 

Disposals

 

(5,399

)

(18,489

)

Reversal

 

(28,103

)

(106,714

)

New litigation

 

2,282

 

60,633

 

Accrual of financial charges

 

34,293

 

62,255

 

 

 

 

 

 

 

At the end of the period

 

283,585

 

280,512

 

 

In the nine-month period ended September 30, 2014, there were no significant changes in the possible loss contingencies in comparison with the most recent annual financial statements as at December 31, 2014. See below the relevant changes in the period:

 

(i)                                   BEFIEX Program

 

In March 2014, we filed with the Federal Tax authority an application for qualification of the IPI premium credit, related to the final favorable court decision obtained by us on October 2013, due to tax incentives on exports in the period between December of 1993 and May of 1997, as described in Note 24 (d)(ii) to our most recent annual financial statements.

 

The IPI Premium Credit was a fiscal financial benefit to exporting companies, established as a form of compensation paid for the acquisition of raw materials. This benefit was regulated by Decree nº 64,833/69, after being introduced by Decree 461/69, valid until the year of 1983, when it was terminated. However, the rules which governed the deadline for the use of the benefit were repealed by Decree - Law nº 1,724/79 and 1,894/81, so that there was no mention over the deadline of use the benefit.

 

53



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

Subsequently, the Decree-laws were declared unconstitutional, which led to numerous legal disputes about the date of termination of the benefit. The precedent is consolidating to limit the use of such credits to before the year 1990; however, the case of the Company is different, since it joined the BEFIEX Program, which in the case of tax benefit granted under specific conditions and for a definite period resulted in vested right, as recognized in the records of the injunction mentioned above.

 

On June 2, 2014, we obtained by the Federal Tax authority approval of the application for qualification of the IPI premium credit, in the amount of R$ 860,764 (R$ 568,104, net of taxes), regarding the exports during the term of the BEFIEX Program, which was filed in March 2014 with the Federal Tax authority.

 

The credit was recorded by us as a debit in the asset under “Other assets” and as a credit in the profit or loss under “Other operating income, and will be used to offset future payments of federal taxes.

 

(ii)                               Tax assessment - IRPJ/CSLL - Fibria Trading International II

 

On June 2014, the Company received a tax assessment notice with respect to the earnings of Fibria Trading International, related to 2010, which was recognized by Fibria’s former subsidiary Normus (incorporated by the Company on June 2013) based on the equity method. Therefore, this tax assessment issued by the Brazilian Federal Revenue Service did not reflect the accumulated losses in previous years. For that reason, on July 2014 we presented appeal. The updated value of the cause is R$ 281,466, as at September 30, 2014. Based on our internal and external legal advisors, the probability of losses was classified as possible, without the need to record a provision.

 

54



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

21                                 Revenue

 

(a)                                Reconciliation

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Gross amount

 

6,226,045

 

5,799,233

 

Sales taxes

 

(108,254

)

(97,374

)

Discounts and returns (*)

 

(1,035,250

)

(742,204

)

 

 

 

 

 

 

Net revenues

 

5,082,541

 

4,959,655

 

 


(*)  Related mainly to the export customers’ performance rebate.

 

(b)                                Information about products

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Pulp

 

 

 

 

 

Volumes (tons)

 

 

 

 

 

Domestic market

 

370,987

 

335,504

 

Foreign market

 

3,523,713

 

3,421,305

 

 

 

 

 

 

 

 

 

3,894,700

 

3,756,809

 

 

 

 

 

 

 

Pulp revenue

 

 

 

 

 

Domestic market

 

418,525

 

371,743

 

Foreign market

 

4,602,910

 

4,532,563

 

 

 

 

 

 

 

 

 

5,021,435

 

4,904,306

 

 

 

 

 

 

 

Average price (in Reais per ton)

 

1,289

 

1,305

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

Domestic market

 

418,525

 

371,743

 

Foreign market

 

4,602,910

 

4,532,563

 

Services

 

61,106

 

55,349

 

 

 

 

 

 

 

 

 

5,082,541

 

4,959,655

 

 

55



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

22                                 Financial results

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Financial expenses

 

 

 

 

 

Interest on loans and financing

 

(364,097

)

(438,315

)

Loans commissions

 

(23,182

)

(19,982

)

Financial charges in the partial repurchase of Bond (**)

 

(463,585

)

(343,413

)

Others

 

(31,177

)

(50,176

)

 

 

 

 

 

 

 

 

(882,041

)

(851,886

)

 

 

 

 

 

 

Financial income

 

 

 

 

 

Financial investment earnings

 

70,847

 

77,357

 

Others

 

33,079

 

9,763

 

 

 

 

 

 

 

 

 

103,926

 

87,120

 

 

 

 

 

 

 

Gains (losses) on derivative financial instruments

 

 

 

 

 

Gain

 

336,863

 

350,550

 

Losses

 

(300,851

)

(463,216

)

 

 

 

 

 

 

 

 

36,012

 

(112,666

)

 

 

 

 

 

 

Foreign exchange and (loss) gain

 

 

 

 

 

Loans and financing

 

(251,787

)

(581,019

)

Other assets and liabilities (*)

 

(29,407

)

3,666

 

 

 

 

 

 

 

 

 

(281,194

)

(577,353

)

 

 

 

 

 

 

Net financial result

 

(1,023,297

)

(1,454,785

)

 


(*)  Includes the effect of exchange foreign on cash and cash equivalents, trade accounts receivable, trade payable and others.

 

(**) Following our accounting practices, these values are presented as financing activities in the Statement of Cash Flows.

 

56



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

23                                 Expenses by nature

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Cost of sales

 

 

 

 

 

Depreciation, depletion and amortization

 

(1,355,242

)

(1,335,190

)

Freight

 

(593,536

)

(550,435

)

Labor expenses

 

(335,818

)

(303,699

)

Variable costs

 

(1,874,578

)

(1,720,564

)

 

 

 

 

 

 

 

 

(4,159,174

)

(3,909,888

)

 

 

 

 

 

 

Selling expenses

 

 

 

 

 

Labor expenses

 

(18,384

)

(12,566

)

Commercial expenses (i)

 

(226,702

)

(217,276

)

Operational leasing

 

(1,300

)

(997

)

Depreciation and amortization charges

 

(6,110

)

(5,193

)

Other expenses

 

(9,520

)

(16,649

)

 

 

 

 

 

 

 

 

(262,016

)

(252,681

)

 

 

 

 

 

 

General and administrative and directors’ compensation expenses

 

 

 

 

 

Labor expenses

 

(79,312

)

(85,641

)

Third-party services (consulting, legal and others) (ii)

 

(77,638

)

(79,259

)

Depreciation and amortization charges

 

(13,270

)

(17,035

)

Donations and sponsorship

 

(6,456

)

(4,205

)

Other expenses

 

(28,312

)

(25,772

)

 

 

 

 

 

 

 

 

(204,988

)

(211,912

)

 

 

 

 

 

 

Other operating expenses, net

 

 

 

 

 

Program of variable compensation to employees

 

(50,421

)

(41,205

)

Tax credits (iii) 

 

851,795

 

 

 

Changes in fair value of biological assets

 

87,192

 

36,100

 

Others

 

1,610

 

3,806

 

 

 

 

 

 

 

 

 

890,176

 

(1,299

)

 


(i)            Includes handling expenses, storage and transportation expenses and sales commissions, among others.

(ii)         Includes expenses with external lawyers assessors, advisory services, audit services, administrative among others.

(iii)      Refers mainly to the BEFIEX Program, as mentioned in Note 20.

 

57



 

Fibria Celulose S.A.

 

Notes to the unaudited consolidated interim
financial information at September 30, 2014

In thousands of Reais, unless otherwise indicated

 

24                                 Earnings per share

 

(a)                                Basic

 

The basic earnings per share is calculated by dividing net income attributable to the Company’s shareholders by the weighted average of the number of common shares outstanding during the period, excluding the common shares purchased by the Company and maintained as treasury shares.

 

 

 

September 30,
2014

 

September 30,
2013

 

 

 

 

 

 

 

Net income (loss) attributable to the shareholders of the Company

 

285,101

 

(519,417

)

 

 

 

 

 

 

Weighted average number of common shares outstanding

 

553,591,822

 

553,591,822

 

 

 

 

 

 

 

Basic earnings per share (in Reais)

 

0.515

 

(0.938

)

 

The weighted average number of shares in the presented periods is represented by a total number of shares of 553,934,646 issued and outstanding for the nine-month period ended September 30, 2014 and 2013, without considering treasury shares, for total of 342,824 shares in the nine-month period ended September 30, 2014 and 2013. During the nine-month period ended September 30, 2014 and 2013 there was no changes in the number of shares of Company.

 

(b)                                Diluted

 

The Company has no convertible securities or share purchase options that would have a diluted effect in earnings per share.

 

25                                 Explanatory notes not presented

 

According to the requirements for disclosure contained in Circular-Letter CVM/SNC/SEP/ No. 003/2011, we presented explanatory notes to the annual financial statements detailing the financial instruments by category (Note 7), credit quality of financial assets (Note 8), financial and operational lease agreements (Note 21), advances to suppliers (Note 22), the tax amnesty and refinancing program (Note 25), long term commitments (Note 26), shareholder’s equity (Note 27), benefits to employees (Note 28), and insurance (Note 34), assets held for sale and discontinued operations (Note 36) and impairment testing (Note 37), that we omitted in the March 31, 2014 consolidated interim financial information because the assumptions, operations and policies have not seen any relevant changes compared to the position presented in the financial statements as at December 31, 2013.

 

In addition, the Company no longer has reportable segments to present as at September 30, 2014, therefore the Note regarding segment information was excluded.

 

*          *          *

 

58



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: October 20, 2014

 

 

 

Fibria Celulose S.A.

 

 

 

By:

/s/ Guilherme Perboyre Cavalcanti

 

Name:

Guilherme Perboyre Cavalcanti

 

Title:

CFO and IRO

 

59