SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of May, 2014
Brazilian Distribution Company
(Translation of Registrant’s Name Into English)
Av. Brigadeiro Luiz Antonio,
3142 São Paulo, SP 01402-901
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
(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 ___ 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 ___ No X
(Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes ___ No X
(Convenience Translation into English from
the Original Previously Issued in Portuguese)
Companhia Brasileira Individual and Consolidated Interim Deloitte Touche Tohmatsu Auditores Independentes |
(Convenience Translation into English from the Original Previously Issued in Portuguese)
REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION
To the Shareholders, Board of Directors and Management of
Companhia Brasileira de Distribuição
São Paulo - SP
Introduction
We have reviewed the accompanying individual and consolidated interim financial information of Companhia Brasileira de Distribuição (the “Company”), identified as Company and Consolidated, respectively, included in the Interim Financial Information Form (ITR), for the quarter ended March 31, 2014, which comprises the balance sheet as of March 31, 2014 and the related statements of income, comprehensive income, changes in equity and cash flows for the three-month period then ended, including the explanatory notes.
The Company’s Management is responsible for the preparation of the individual interim financial information in accordance with technical pronouncement CPC 21 (R1) - Interim Financial Information and the consolidated interim financial information in accordance with technical pronouncement CPC 21 (R1) and the international standard IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board - IASB, as well as for the presentation of such information in accordance with the standards established by the Brazilian Securities and Exchange Commission (CVM), applicable to the preparation of the Interim Financial Information (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.
Scope of review
We conducted our review in accordance with Brazilian and international standards on review of interim financial information (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with 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 individual interim financial information
Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual interim financial information included in the Interim Financial Information (ITR) referred to above was not prepared, in all material respects, in accordance with technical pronouncement CPC 21 (R1), applicable to the preparation of the Interim Financial Information (ITR), and presented in accordance with the standards established by CVM.
Deloitte Touche Tohmatsu
Conclusion on consolidated interim financial information
Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated interim financial information included in the Interim Financial Information (ITR) referred to above was not prepared, in all material respects, in accordance with technical pronouncement CPC 21 (R1) and international standard IAS 34, applicable to the preparation of Interim Financial Information (ITR), and presented in accordance with the standards established by CVM.
Other matters
Statements of value added
We have also reviewed the individual and consolidated statements of value added for the three-
-month period ended March 31, 2014, prepared under the responsibility of the Company’s Management, the presentation of which is required by the standards issued by CVM applicable to the preparation of Interim Financial Information (ITR) and considered as supplemental information for International Financial Reporting Standards - IFRS, which do not require the presentation of these statements. These statements were subject to the same review procedures described above and, based on our review, nothing has come to our attention that causes us to believe that they were not prepared, in all material respects, in relation to the individual and consolidated interim financial information taken as a whole.
The accompanying interim financial information has been translated into English for the convenience of readers outside Brazil
São Paulo, April 24, 2014
DELOITTE TOUCHE TOHMATSU |
Edimar Facco |
Auditores Independentes |
Engagement Partner |
2
© 2014 Deloitte Touche Tohmatsu. All rights reserved.
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Company Information | |
Capital Breakdown | 2 |
Cash Dividends | 3 |
Individual Quarterly Financial Information | |
Balance Sheet – Assets | 4 |
Balance Sheet – Liabilities | 5 |
Income Statement | 7 |
Comprehensive Income for the Period | 8 |
Statement of Cash Flows | 9 |
Statement of Changes in Shareholders’ Equity | |
1/1/2014 to 3/31/2014 | 10 |
1/1/2013 to 3/31/2013 | 11 |
Statement of Value Added | 12 |
Consolidated Quarterly Financial Information | |
Balance Sheet - Assets | 13 |
Balance Sheet - Liabilities | 14 |
Income Statement | 16 |
Comprehensive Income for the Period | 17 |
Statement of Cash Flows | 18 |
Statement of Changes in Shareholders’ Equity | |
1/1/2014 to 3/31/2014 | 19 |
1/1/2013 to 3/31/2013 | 20 |
Statement of Value Added | 21 |
Comments on the Company`s Performance | 22 |
Notes to the Quarterly Financial Information | 41 |
1
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Company Information / Capital Breakdown
Number of Shares |
Current Quarter |
(thousand) |
03/31/2014 |
Paid in Capital | |
Common |
99,680 |
Preferred |
165,243 |
Total |
264,923 |
Treasury Shares | |
Common |
- |
Preferred |
233 |
Total |
233 |
2
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Company Information / Cash Dividends
Event |
Approval |
Type |
Date of Payment |
Type of Share |
Class of Share |
Amount per share (Reais/ share) |
Board of Directors’ Meeting |
05/15/2014 |
Dividend |
05/15/2014 |
Common |
- |
0.12727 |
Board of Directors’ Meeting |
05/15/2014 |
Dividend |
05/15/2014 |
Preferred |
- |
0.14000 |
3
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Balance Sheet - Assets | |||
R$ (in thousands) |
|||
Code |
Description |
Current Quarter |
Previous Year |
1 |
Total Assets |
21,160,462 |
22,214,075 |
1.01 |
Current Assets |
4,403,659 |
5,623,474 |
1.01.01 |
Cash and Cash Equivalents |
1,334,196 |
2,851,220 |
1.01.03 |
Accounts Receivable |
291,079 |
360,361 |
1.01.03.01 |
Trade Accounts Receivable |
239,399 |
312,471 |
1.01.03.02 |
Other Accounts Receivable |
51,680 |
47,890 |
1.01.04 |
Inventories |
2,493,587 |
2,165,609 |
1.01.06 |
Recoverable Taxes |
106,750 |
148,034 |
1.01.06.01 |
Current Recoverable Taxes |
106,750 |
148,034 |
1.01.07 |
Prepaid Expenses |
110,293 |
27,497 |
1.01.08 |
Other Current Assets |
67,754 |
70,753 |
1.01.08.01 |
Noncurrent Assets Held for Sales |
4,355 |
4,355 |
1.01.08.03 |
Other |
63,399 |
66,398 |
1.02 |
Noncurrent Assets |
16,756,803 |
16,590,601 |
1.02.01 |
Long-term Assets |
1,660,652 |
1,614,381 |
1.02.01.03 |
Accounts Receivable |
30,064 |
31,338 |
1.02.01.03.02 |
Other Accounts Receivable |
30,064 |
31,338 |
1.02.01.06 |
Deferred Taxes |
119,305 |
120,869 |
1.02.01.06.01 |
Deferred Income and Social Contribution Taxes |
119,305 |
120,869 |
1.02.01.07 |
Prepaid Expenses |
37,713 |
37,803 |
1.02.01.08 |
Receivables from Related Parties |
702,255 |
646,478 |
1.02.01.08.02 |
Receivables from Subsidiaries |
665,631 |
608,573 |
1.02.01.08.03 |
Receivables from Controlling Shareholders |
11 |
2,738 |
1.02.01.08.04 |
Receivables from Other Related Parties |
36,613 |
35,167 |
1.02.01.09 |
Other Noncurrent Assets |
771,315 |
777,893 |
1.02.01.09.04 |
Recoverable Taxes |
347,363 |
350,880 |
1.02.01.09.05 |
Restricted Deposits for Legal Proceeding |
423,952 |
427,013 |
1.02.02 |
Investments |
7,897,730 |
7,774,250 |
1.02.02.01 |
Investments in Associates |
7,897,730 |
7,774,250 |
1.02.02.01.01 |
Investments in Associates |
1 |
1 |
1.02.02.01.02 |
Investments in Subsidiaries |
7,897,729 |
7,774,249 |
1.02.03 |
Property and Equipment, net |
6,073,329 |
6,074,815 |
1.02.03.01 |
In Use |
5,972,777 |
5,911,544 |
1.02.03.02 |
Leased properties |
30,358 |
32,210 |
1.02.03.03 |
In Progress |
70,194 |
131,061 |
1.02.04 |
Intangible Assets |
1,125,092 |
1,127,155 |
1.02.04.01 |
Intangible Assets |
1,125,092 |
1,127,155 |
1.02.04.01.02 |
Intangible Assets |
1,125,092 |
1,127,155 |
4
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Balance Sheet - Liabilities | |||
R$ (in thousands) |
|||
Code |
Description |
Current Quarter |
Previous Year |
2 |
Total Liabilities |
21,160,462 |
22,214,075 |
2.01 |
Current Liabilities |
6,181,870 |
8,022,610 |
2.01.01 |
Payroll and Related Charges |
296,566 |
368,584 |
2.01.01.01 |
Payroll Liabilities |
49,282 |
67,385 |
2.01.01.02 |
Social Security Liabilities |
247,284 |
301,199 |
2.01.02 |
Trade Accounts Payable |
2,121,936 |
2,631,704 |
2.01.02.01 |
Local Trade Accounts Payable |
2,069,659 |
2,529,066 |
2.01.02.02 |
Foreign Trade Accounts Payable |
52,277 |
102,638 |
2.01.03 |
Taxes and Contributions Payable |
247,445 |
365,382 |
2.01.03.01 |
Federal Tax Liabilities |
225,610 |
335,395 |
2.01.03.01.01 |
Income and Social Contribution Tax Payable |
81,706 |
132,077 |
2.01.03.01.02 |
Other (PIS, COFINS, IOF, INSS, Funrural) |
5,939 |
67,524 |
2.01.03.01.03 |
Taxes Payable in Installments |
137,965 |
135,794 |
2.01.03.02 |
State Tax Liabilities |
21,835 |
29,987 |
2.01.03.03 |
Municipal Tax Liabilities |
- |
- |
2.01.04 |
Loans and Financing |
903,872 |
1,973,889 |
2.01.04.01 |
Loans and Financing |
603,981 |
917,290 |
2.01.04.01.01 |
In Local Currency |
435,866 |
754,137 |
2.01.04.01.02 |
In Foreign Currency |
168,115 |
163,153 |
2.01.04.02 |
Debentures |
274,509 |
1,028,475 |
2.01.04.03 |
Financing by Leasing |
25,382 |
28,124 |
2.01.05 |
Other Liabilities |
2,588,662 |
2,661,800 |
2.01.05.01 |
Related Parties |
2,152,434 |
2,224,015 |
2.01.05.01.01 |
Debts with Associated Companies |
2,471 |
6,180 |
2.01.05.01.02 |
Debts with Subsidiaries |
2,149,534 |
2,217,835 |
2.01.05.01.03 |
Debts with Controlling Shareholders |
387 |
- |
2.01.05.01.04 |
Debts with Others Related Parties |
42 |
- |
2.01.05.02 |
Other |
436,228 |
437,785 |
2.01.05.02.01 |
Dividends and Interest on Equity Payable |
151,299 |
151,480 |
2.01.05.02.04 |
Utilities |
7,060 |
6,667 |
2.01.05.02.05 |
Rent Payable |
52,599 |
53,027 |
2.01.05.02.06 |
Advertisement Payable |
34,825 |
39,723 |
2.01.05.02.07 |
Pass-through to Third Parties |
7,212 |
8,799 |
2.01.05.02.08 |
Financing Related to Acquisition of Real Estate |
35,161 |
36,161 |
2.01.05.02.09 |
Deferred revenue |
10,001 |
- |
2.01.05.02.11 |
Other Accounts Payable |
138,071 |
141,928 |
2.01.06 |
Provisions |
23,389 |
21,251 |
2.01.06.02 |
Other Provisions |
23,389 |
21,251 |
5
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Balance Sheet - Liabilities | |||
R$ (in thousands) |
|||
Code |
Description |
Current Quarter |
Previous Year |
2.02 |
Noncurrent Liabilities |
5,222,609 |
4,708,275 |
2.02.01 |
Loans and Financing |
3,647,214 |
3,142,472 |
2.02.01.01 |
Loans and Financing |
1,528,369 |
1,018,920 |
2.02.01.01.01 |
In Local Currency |
1,226,605 |
1,018,920 |
2.02.01.01.02 |
In Foreign Currency |
301,764 |
- |
2.02.01.02 |
Debentures |
1,999,228 |
1,998,705 |
2.02.01.03 |
Financing by Leasing |
119,617 |
124,847 |
2.02.02 |
Other Liabilities |
1,018,541 |
1,039,851 |
2.02.02.02 |
Other |
1,018,541 |
1,039,851 |
2.02.02.02.03 |
Taxes Payable by Installments |
973,651 |
991,717 |
2.02.02.02.05 |
Financing related to acquisition of real estate |
8,000 |
12,000 |
2.02.02.02.06 |
Other Accounts Payable |
36,890 |
36,134 |
2.02.04 |
Provision for Contingencies |
509,563 |
495,952 |
2.02.04.01 |
Tax, Social Security, Labor and Civil Provisions |
509,563 |
495,952 |
2.02.04.01.01 |
Tax Provisions |
281,215 |
276,031 |
2.02.04.01.02 |
Social Security and Labor Provisions |
153,235 |
149,196 |
2.02.04.01.04 |
Civil Provisions |
75,113 |
70,725 |
2.02.06 |
Deferred revenue |
47,291 |
30,000 |
2.02.06.02 |
Deferred revenue |
47,291 |
30,000 |
2.03 |
Shareholders’ Equity |
9,755,983 |
9,483,190 |
2.03.01 |
Paid-in Capital Stock |
6,779,822 |
6,764,300 |
2.03.02 |
Capital Reserves |
250,752 |
233,149 |
2.03.02.04 |
Granted Options |
243,354 |
225,751 |
2.03.02.07 |
Capital Reserve |
7,398 |
7,398 |
2.03.04 |
Profit Reserves |
2,481,451 |
2,485,741 |
2.03.04.01 |
Legal Reserve |
353,433 |
353,433 |
2.03.04.05 |
Retention of Profits Reserve |
1,035,076 |
1,709,083 |
2.03.04.10 |
Expansion Reserve |
1,134,627 |
460,557 |
2.03.04.12 |
Transactions with non-controlling interest |
(41,685) |
(37,332) |
2.03.05 |
Retained Earnings/ Accumulated Losses |
243,958 |
- |
6
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Statement of Income |
|||
R$ (in thousands) |
|||
Code |
Description |
YTD Current |
YTD Current |
3.01 |
Net Sales from Goods and/or Services |
5,371,320 |
5,144,007 |
3.02 |
Cost of Goods Sold and/or Services Sold |
(3,964,295) |
(3,744,468) |
3.03 |
Gross Profit |
1,407,025 |
1,399,539 |
3.04 |
Operating Income/Expenses |
(981,804) |
(998,692) |
3.04.01 |
Selling Costs |
(832,347) |
(787,481) |
3.04.02 |
General and Administrative |
(136,056) |
(163,885) |
3.04.04 |
Other Operating Expense |
(1,166) |
(2,162) |
3.04.04.01 |
Income Related to Fixed Assets |
(1,166) |
(2,162) |
3.04.05 |
Other Operating Expenses |
(135,544) |
(119,427) |
3.04.05.01 |
Depreciation/Amortization |
(105,804) |
(99,627) |
3.04.05.03 |
Other Operating Expenses |
(29,740) |
(19,800) |
3.04.06 |
Equity Pickup |
123,309 |
74,263 |
3.05 |
Profit before Net Financial Expenses and Social Contribution Taxes |
425,221 |
400,847 |
3.06 |
Net Financial Expenses |
(135,317) |
(106,912) |
3.06.01 |
Financial Revenue |
60,733 |
63,434 |
3.06.02 |
Financial Expenses |
(196,050) |
(170,346) |
3.07 |
Earnings Before Income and Social Contribution Taxes |
289,904 |
293,935 |
3.08 |
Income and Social Contribution Taxes |
(45,946) |
(57,360) |
3.08.01 |
Current |
(44,382) |
(52,228) |
3.08.02 |
Deferred |
(1,564) |
(5,132) |
3.09 |
Net Income from Continued Operations |
243,958 |
236,575 |
3.11 |
Net Income for the Period |
243,958 |
236,575 |
3.99 |
Earnings per Share - (Reais/Share) |
||
3.99.01 |
Earnings Basic per Share |
||
3.99.01.01 |
ON |
0.86759 |
0.84551 |
3.99.01.02 |
PN |
0.95434 |
0.93005 |
3.99.02 |
Earnings Diluted per Share |
||
3.99.02.01 |
ON |
0.86759 |
0.84551 |
3.99.02.02 |
PN |
0.95208 |
0.92560 |
7
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Comprehensive Income for the Period | |||
R$ (in thousands) |
|||
Code |
Description |
YTD Current |
YTD Current |
4.01 |
Net income for the Period |
243,958 |
236,575 |
4.03 |
Comprehensive Income for the Period |
243,958 |
236,575 |
8
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Statement of Cash Flows - Indirect Method | |||
R$ (in thousands) |
|||
Code |
Description |
YTD Current |
YTD Current |
6.01 |
Net Cash Flow Operating Activities |
(724,991) |
(170,613) |
6.01.01 |
Cash Provided by the Operations |
407,467 |
407,058 |
6.01.01.01 |
Net Income for the Period |
243,958 |
236,575 |
6.01.01.02 |
Deferred Income and Social Contribution Taxes |
1,564 |
5,132 |
6.01.01.03 |
Results from Disposal of Fixed Assets |
1,166 |
2,162 |
6.01.01.04 |
Depreciation/Amortization |
115,786 |
108,586 |
6.01.01.05 |
Net Finance Results |
149,573 |
123,332 |
6.01.01.06 |
Adjustment to Present Value |
147 |
(347) |
6.01.01.07 |
Equity Pickup |
(123,309) |
(74,263) |
6.01.01.08 |
Provision for Contingencies |
11,173 |
(7,717) |
6.01.01.09 |
Provision for Disposals and Impairment of Property and Equipment |
130 |
2,049 |
6.01.01.10 |
Share-based Payment |
17,603 |
13,673 |
6.01.01.11 |
Allowance for doubtful accounts |
(2,196) |
1,095 |
6.01.01.13 |
Provision for Obsolescence/Shrinkage |
(5,420) |
(3,219) |
6.01.01.14 |
Deferred Revenue |
(2,708) |
- |
6.01.02 |
Changes in Assets and Liabilities |
(1,132,458) |
(577,671) |
6.01.02.01 |
Accounts Receivable |
71,478 |
(193,456) |
6.01.02.02 |
Inventories |
(322,558) |
3,726 |
6.01.02.03 |
Recoverable Taxes |
44,654 |
(24,638) |
6.01.02.04 |
Other Assets |
(78,433) |
(61,182) |
6.01.02.05 |
Related Parties |
(123,241) |
24,952 |
6.01.02.06 |
Restricted Deposits for Legal Proceeding |
3,738 |
12,225 |
6.01.02.07 |
Trade Accounts Payable |
(509,768) |
(238,826) |
6.01.02.08 |
Payroll Charges |
(72,018) |
(47,651) |
6.01.02.09 |
Taxes and Social Contributions Payable |
(154,412) |
(6,626) |
6.01.02.10 |
Contingencies |
(8,659) |
(5,902) |
6.01.02.11 |
Other Accounts Payable |
16,761 |
(40,293) |
6.02 |
Net Cash Flow Investment Activities |
(111,951) |
(184,381) |
6.02.01 |
Capital Increase/Decrease on Subsidiaries |
(89) |
(58,750) |
6.02.02 |
Acquisition of Property and Equipment |
(94,705) |
(129,679) |
6.02.03 |
Increase Intangible Assets |
(19,192) |
(6,906) |
6.02.04 |
Sales of Property and Equipment |
2,035 |
10,954 |
6.03 |
Net Cash Flow Financing Activities |
(680,082) |
(384,741) |
6.03.01 |
Capital Increase/Decrease |
15,522 |
1,088 |
6.03.02 |
Additions |
330,027 |
- |
6.03.03 |
Payments |
(642,519) |
(295,687) |
6.03.04 |
Interest Paid |
(378,578) |
(90,130) |
6.03.05 |
Payment of Dividends |
(181) |
(12) |
6.03.06 |
Acquisition of Subsidiary |
(4,353) |
- |
6.05 |
Net Increase (Decrease) in Cash and Cash Equivalents |
(1,517,024) |
(739,735) |
6.05.01 |
Cash and Cash Equivalents at the Beginning of Period |
2,851,220 |
2,890,331 |
6.05.02 |
Cash and Cash Equivalents at the End of Period |
1,334,196 |
2,150,596 |
9
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Statement of Changes in Shareholders' Equity 01/01/2014 to 03/31/2014 | ||||||
R$ (in thousands) |
||||||
Code |
Description |
Paid-in |
Capital Reserves, |
Profit |
Accumulated |
Shareholders' |
5.01 |
Opening Balance |
6,764,300 |
233,149 |
2,485,741 |
- |
9,483,190 |
5.03 |
Restated Opening Balance |
6,764,300 |
233,149 |
2,485,741 |
- |
9,483,190 |
5.04 |
Capital Transactions with Shareholders |
15,522 |
17,603 |
- |
- |
33,125 |
5.04.01 |
Capital Increases |
15,522 |
- |
- |
- |
15,522 |
5.04.03 |
Granted Options |
- |
17,603 |
- |
- |
17,603 |
5.05 |
Total Comprehensive Income |
- |
- |
- |
243,958 |
243,958 |
5.05.01 |
Net Income for the Period |
- |
- |
- |
243,958 |
243,958 |
5.06 |
Internal Changes of Shareholders’ Equity |
- |
- |
(4,290) |
- |
(4,290) |
5.06.04 |
Gain (Loss) in Equity Interest |
- |
- |
61 |
- |
61 |
5.06.05 |
Transactions with non-controlling interest |
|
|
(4,351) |
|
(4,351) |
5.07 |
Closing Balance |
6,779,822 |
250,752 |
2,481,451 |
243,958 |
9,755,983 |
10
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Statement of Changes in Shareholders' Equity 01/01/2013 to 03/31/2013 | ||||||
R$ (in thousands) |
||||||
Code |
Description |
Paid-in |
Capital Reserves, |
Profit |
Accumulated |
Shareholders' |
5.01 |
Opening Balance |
6,710,035 |
228,459 |
1,556,231 |
- |
8,494,725 |
5.03 |
Restated Opening Balance |
6,710,035 |
228,459 |
1,556,231 |
- |
8,494,725 |
5.04 |
Capital Transactions with Shareholders |
1,088 |
13,673 |
- |
- |
14,761 |
5.04.01 |
Capital Increases |
1,088 |
- |
- |
- |
1,088 |
5.04.03 |
Granted Options |
- |
13,673 |
- |
- |
13,673 |
5.05 |
Total Comprehensive Income |
- |
- |
- |
236,575 |
236,575 |
5.05.01 |
Net Income for the Period |
- |
- |
- |
236,575 |
236,575 |
5.06 |
Internal Changes of Shareholders’ Equity |
- |
- |
(712) |
- |
(712) |
5.06.04 |
Gain (Loss) in Equity Interest |
- |
- |
(712) |
- |
(712) |
5.07 |
Closing Balance |
6,711,123 |
242,132 |
1,555,519 |
236,575 |
8,745,349 |
11
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Individual Quarterly Financial Information / Statement of Value Added | |||
R$ (in thousands) |
|||
Code |
Description |
YTD Current |
YTD Current |
7.01 |
Revenues |
5,843,522 |
5,671,521 |
7.01.01 |
Sales of Goods, Products and Services |
5,815,577 |
5,657,764 |
7.01.02 |
Other Revenues |
25,749 |
14,852 |
7.01.04 |
Allowance for/Reversal of Doubtful Accounts |
2,196 |
(1,095) |
7.02 |
Raw Materials Acquired from Third Parties |
(4,599,239) |
(4,378,119) |
7.02.01 |
Costs of Products, Goods and Services Sold |
(4,184,994) |
(3,976,390) |
7.02.02 |
Materials, Energy, Outsourced Services and Other |
(414,245) |
(401,729) |
7.03 |
Gross Added Value |
1,244,283 |
1,293,402 |
7.04 |
Retention |
(115,786) |
(108,586) |
7.04.01 |
Depreciation and Amortization |
(115,786) |
(108,586) |
7.05 |
Net Added Value Produced |
1,128,497 |
1,184,816 |
7.06 |
Added Value Received in Transfer |
184,042 |
137,697 |
7.06.01 |
Equity Pickup |
123,309 |
74,263 |
7.06.02 |
Financial Revenue |
60,733 |
63,434 |
7.07 |
Total Added Value to Distribute |
1,312,539 |
1,322,513 |
7.08 |
Distribution of Added Value |
1,312,539 |
1,322,513 |
7.08.01 |
Personnel |
532,471 |
509,261 |
7.08.01.01 |
Direct Compensation |
377,469 |
349,435 |
7.08.01.02 |
Benefits |
116,140 |
119,622 |
7.08.01.03 |
Government Severance Indemnity Fund for Employees (FGTS) |
36,517 |
32,420 |
7.08.01.04 |
Other |
2,345 |
7,784 |
7.08.02 |
Taxes, Fees and Contributions |
221,025 |
296,736 |
7.08.02.01 |
Federal |
162,080 |
209,614 |
7.08.02.02 |
State |
32,245 |
61,592 |
7.08.02.03 |
Municipal |
26,700 |
25,530 |
7.08.03 |
Value Distributed to Providers of Capital |
315,085 |
279,941 |
7.08.03.01 |
Interest |
196,050 |
170,346 |
7.08.03.02 |
Rentals |
119,035 |
109,595 |
7.08.04 |
Value Distributed to Shareholders |
243,958 |
236,575 |
7.08.04.03 |
Retained Earnings/ Accumulated Losses for the Period |
243,958 |
236,575 |
12
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information /Balance Sheet - Assets | |||
R$ (in thousands) |
|||
Code |
Description |
Current Quarter |
Previous Year |
1 |
Total Assets |
35,957,879 |
38,008,352 |
1.01 |
Current Assets |
16,381,858 |
18,609,735 |
1.01.01 |
Cash and Cash Equivalents |
5,350,459 |
8,367,176 |
1.01.02 |
Financial Investments |
23,622 |
24,453 |
1.01.02.01 |
Financial Investments Measured Fair Value |
23,622 |
24,453 |
1.01.02.01.02 |
Marketable Securities |
23,622 |
24,453 |
1.01.03 |
Accounts Receivable |
2,645,119 |
2,743,033 |
1.01.03.01 |
Trade Accounts Receivable |
2,410,014 |
2,515,666 |
1.01.03.02 |
Other Accounts Receivable |
235,105 |
227,367 |
1.01.04 |
Inventories |
7,166,107 |
6,381,544 |
1.01.06 |
Recoverable Taxes |
760,494 |
907,983 |
1.01.06.01 |
Current Recoverable Taxes |
760,494 |
907,983 |
1.01.07 |
Prepaid Expenses |
288,787 |
92,279 |
1.01.08 |
Other Current Assets |
147,270 |
93,267 |
1.01.08.01 |
Noncurrent Assets Held for Sales |
40,752 |
39,133 |
1.01.08.03 |
Other |
106,518 |
54,134 |
1.02 |
Noncurrent Assets |
19,576,021 |
19,398,617 |
1.02.01 |
Long-term Assets |
4,439,987 |
4,334,832 |
1.02.01.03 |
Accounts Receivable |
757,372 |
744,834 |
1.02.01.03.01 |
Trade Accounts Receivable |
102,907 |
114,899 |
1.02.01.03.02 |
Other Accounts Receivable |
654,465 |
629,935 |
1.02.01.04 |
Inventories |
172,280 |
172,280 |
1.02.01.06 |
Deferred Taxes |
917,956 |
950,757 |
1.02.01.06.01 |
Deferred Income and Social Contribution Taxes |
917,956 |
950,757 |
1.02.01.07 |
Prepaid Expenses |
49,136 |
49,914 |
1.02.01.08 |
Receivables from Related Parties |
166,781 |
172,836 |
1.02.01.08.01 |
Receivables from Associated Parties |
24,776 |
683 |
1.02.01.08.03 |
Receivables from Controlling Shareholders |
12 |
3,404 |
1.02.01.08.04 |
Receivables from Other Related Parties |
141,993 |
168,749 |
1.02.01.09 |
Other Noncurrent Assets |
2,376,462 |
2,244,211 |
1.02.01.09.04 |
Recoverable Taxes |
1,532,090 |
1,429,021 |
1.02.01.09.05 |
Restricted Deposits for Legal Proceeding |
844,372 |
815,190 |
1.02.02 |
Investments |
330,953 |
309,528 |
1.02.02.01 |
Investments in Associates |
330,953 |
309,528 |
1.02.02.01.01 |
Investments in Associates |
330,953 |
309,528 |
1.02.03 |
Property and Equipment, net |
9,106,657 |
9,053,600 |
1.02.03.01 |
In Use |
8,877,791 |
8,747,479 |
1.02.03.02 |
Leased properties |
90,851 |
97,161 |
1.02.03.03 |
In Progress |
138,015 |
208,960 |
1.02.04 |
Intangible Assets |
5,698,424 |
5,700,657 |
1.02.04.01 |
Intangible Assets |
5,698,424 |
5,700,657 |
1.02.04.01.02 |
Intangible Assets |
5,698,424 |
5,700,657 |
13
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information /Balance Sheet - Liabilities | |||
R$ (in thousands) |
|||
Code |
Description |
Current Quarter |
Previous Year |
2 |
Total Liabilities |
35,957,879 |
38,008,352 |
2.01 |
Current Liabilities |
14,294,663 |
17,012,754 |
2.01.01 |
Payroll and Related Charges |
781,130 |
796,188 |
2.01.01.01 |
Payroll Liabilities |
141,306 |
166,087 |
2.01.01.02 |
Social Security Liabilities |
639,824 |
630,101 |
2.01.02 |
Trade Accounts Payable |
7,004,765 |
8,547,544 |
2.01.02.01 |
Local Trade Accounts Payable |
6,929,590 |
8,406,225 |
2.01.02.02 |
Foreign Trade Accounts Payable |
75,175 |
141,319 |
2.01.03 |
Taxes and Contributions Payable |
719,999 |
968,462 |
2.01.03.01 |
Federal Tax Liabilities |
554,090 |
737,422 |
2.01.03.01.01 |
Income and Social Contribution Tax Payable |
99,061 |
166,535 |
2.01.03.01.02 |
Other (PIS, COFINS, IOF, INSS, Funrural) |
308,208 |
426,589 |
2.01.03.01.03 |
Taxes Payable in Installments |
146,821 |
144,298 |
2.01.03.02 |
State Tax Liabilities |
159,993 |
226,644 |
2.01.03.03 |
Municipal Tax Liabilities |
5,916 |
4,396 |
2.01.04 |
Loans and Financing |
4,259,191 |
5,171,418 |
2.01.04.01 |
Loans and Financing |
3,520,897 |
3,870,195 |
2.01.04.01.01 |
In Local Currency |
3,352,782 |
3,665,660 |
2.01.04.01.02 |
In Foreign Currency |
168,115 |
204,535 |
2.01.04.02 |
Debentures |
691,443 |
1,244,893 |
2.01.04.03 |
Financing by Leasing |
46,851 |
56,330 |
2.01.05 |
Other Liabilities |
1,506,189 |
1,507,891 |
2.01.05.01 |
Related Parties |
24,515 |
32,621 |
2.01.05.01.01 |
Debts with Associated Companies |
4,432 |
9,012 |
2.01.05.01.03 |
Debts with Controlling Shareholders |
387 |
- |
2.01.05.01.04 |
Debts with Others Related Parties |
19,696 |
23,609 |
2.01.05.02 |
Other |
1,481,674 |
1,475,270 |
2.01.05.02.01 |
Dividends and Interest on Equity Payable |
151,654 |
151,835 |
2.01.05.02.04 |
Utilities |
26,192 |
22,314 |
2.01.05.02.05 |
Rent Payable |
70,056 |
112,439 |
2.01.05.02.06 |
Advertisement Payable |
71,108 |
89,050 |
2.01.05.02.07 |
Pass-through to Third Parties |
173,386 |
226,008 |
2.01.05.02.08 |
Financing Related to Acquisition of Real Estate |
35,161 |
36,161 |
2.01.05.02.09 |
Deferred revenue |
130,797 |
114,749 |
2.01.05.02.11 |
Accounts Payable Related to Acquisition of Companies |
70,288 |
69,014 |
2.01.05.02.12 |
Other Accounts Payable |
753,032 |
653,700 |
2.01.06 |
Provisions |
23,389 |
21,251 |
2.01.06.02 |
Other Provisions |
23,389 |
21,251 |
2.01.06.02.02 |
Provisions for Restructuring |
23,389 |
21,251 |
14
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information / Balance Sheet - Liabilities | |||
R$ (in thousands) |
|||
Code |
Description |
Current Quarter |
Previous Year |
2.02 |
Noncurrent Liabilities |
8,583,908 |
8,283,634 |
2.02.01 |
Loans and Financing |
4,524,802 |
4,321,850 |
2.02.01.01 |
Loans and Financing |
1,930,824 |
1,524,795 |
2.02.01.01.01 |
In Local Currency |
1,629,060 |
1,524,795 |
2.02.01.01.02 |
In Foreign Currency |
301,764 |
- |
2.02.01.02 |
Debentures |
2,399,144 |
2,598,544 |
2.02.01.03 |
Financing by Leasing |
194,834 |
198,511 |
2.02.02 |
Other Liabilities |
1,282,688 |
1,297,773 |
2.02.02.02 |
Other |
1,282,688 |
1,297,773 |
2.02.02.02.03 |
Taxes Payable by Installments |
1,054,493 |
1,072,849 |
2.02.02.02.04 |
Accounts Payable Related to Acquisition of Companies |
112,868 |
107,790 |
2.02.02.02.05 |
Financing related to acquisition of real estate |
8,000 |
12,000 |
2.02.02.02.06 |
Other Accounts Payable |
107,327 |
105,134 |
2.02.03 |
Deferred taxes |
1,061,359 |
1,060,852 |
2.02.03.01 |
Income and social taxes, deferred |
1,061,359 |
1,060,852 |
2.02.04 |
Provision for Contingencies |
1,200,719 |
1,147,522 |
2.02.04.01 |
Tax, Social Security, Labor and Civil Provisions |
1,200,719 |
1,147,522 |
2.02.04.01.01 |
Tax Provisions |
685,749 |
674,898 |
2.02.04.01.02 |
Social Security and Labor Provisions |
323,970 |
297,464 |
2.02.04.01.04 |
Civil Provisions |
191,000 |
175,160 |
2.02.06 |
Deferred revenue |
514,340 |
455,637 |
2.02.06.02 |
Deferred revenue |
514,340 |
455,637 |
2.03 |
Shareholders’ Equity |
13,079,308 |
12,711,964 |
2.03.01 |
Paid-in Capital Stock |
6,779,822 |
6,764,300 |
2.03.02 |
Capital Reserves |
250,752 |
233,149 |
2.03.02.04 |
Granted Options |
243,354 |
225,751 |
2.03.02.07 |
Capital Reserve |
7,398 |
7,398 |
2.03.04 |
Profit Reserves |
2,481,451 |
2,485,741 |
2.03.04.01 |
Legal Reserve |
353,433 |
353,433 |
2.03.04.05 |
Retention of Profits Reserve |
1,035,076 |
1,709,083 |
2.03.04.10 |
Expansion Reserve |
1,134,627 |
460,557 |
2.03.04.12 |
Transactions with non-controlling interest |
(41,685) |
(37,332) |
2.03.05 |
Retained Earnings/ Accumulated Losses |
243,958 |
- |
2.03.09 |
Non-Controlling Interest |
3,323,325 |
3,228,774 |
15
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information / Statement of Income | |||
R$ (in thousands) |
|||
Code |
Description |
YTD Current |
YTD Current |
3.01 |
Net Sales from Goods and/or Services |
14,972,273 |
13,382,864 |
3.02 |
Cost of Goods Sold and/or Services Sold |
(11,249,821) |
(9,900,675) |
3.03 |
Gross Profit |
3,722,452 |
3,482,189 |
3.04 |
Operating Income/Expenses |
(2,889,946) |
(2,833,429) |
3.04.01 |
Selling Costs |
(2,347,243) |
(2,231,094) |
3.04.02 |
General and Administrative |
(345,515) |
(402,738) |
3.04.04 |
Other Operating Expense |
(744) |
5,849 |
3.04.04.01 |
Income Related to Fixed Assets |
(907) |
(5,064) |
3.04.04.02 |
Other Operating Income |
163 |
10,913 |
3.04.05 |
Other Operating Expenses |
(218,126) |
(214,301) |
3.04.05.01 |
Depreciation/Amortization |
(191,286) |
(194,910) |
3.04.05.03 |
Other Operating Expenses |
(26,840) |
(19,391) |
3.04.06 |
Equity Pickup |
21,682 |
8,855 |
3.05 |
Profit before Net Financial Expenses and Social Contribution Taxes |
832,506 |
648,760 |
3.06 |
Net Financial Expenses |
(339,020) |
(254,355) |
3.06.01 |
Financial Revenue |
178,885 |
142,626 |
3.06.02 |
Financial Expenses |
(517,905) |
(396,981) |
3.07 |
Earnings Before Income and Social Contribution Taxes |
493,486 |
394,405 |
3.08 |
Income and Social Contribution Taxes |
(155,049) |
(119,137) |
3.08.01 |
Current |
(120,928) |
(88,586) |
3.08.02 |
Deferred |
(34,121) |
(30,551) |
3.09 |
Net Income from Continued Operations |
338,437 |
275,268 |
3.11 |
Net Income for the Period |
338,437 |
275,268 |
3.11.01 |
Attributed to Partners of Parent Company |
243,958 |
236,575 |
3.11.02 |
Attributed to Non-controlling Shareholders |
94,479 |
38,693 |
3.99 |
Earnings per Share - (Reais/Share) |
|
|
3.99.01 |
Earnings Basic per Share |
|
|
3.99.01.01 |
ON |
0.86759 |
0.84551 |
3.99.01.02 |
PN |
0.95434 |
0.93005 |
3.99.02 |
Earnings Diluted per Share |
|
|
3.99.02.01 |
ON |
0.86759 |
0.84551 |
3.99.02.02 |
PN |
0.95208 |
0.92560 |
16
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information / Comprehensive Income for the Period | |||
R$ (in thousands) |
|||
Code |
Description |
YTD Current |
YTD Previous |
4.01 |
Net Income for the Period |
338,437 |
275,268 |
4.03 |
Comprehensive Income for the Period |
338,437 |
275,268 |
4.03.01 |
Attributed to Controlling Shareholders |
243,958 |
236,575 |
4.03.02 |
Attributed to Non-Controlling Shareholders |
94,479 |
38,693 |
17
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information / Statement of Cash Flows - Indirect Method | |||
R$ (in thousands) |
|||
Code |
Description |
YTD Current |
YTD Current |
6.01 |
Net Cash Flow Operating Activities |
(1,812,027) |
(284,373) |
6.01.01 |
Cash Provided by the Operations |
1,029,918 |
823,494 |
6.01.01.01 |
Net Income for the Period |
338,437 |
275,268 |
6.01.01.02 |
Deferred Income and Social Contribution Taxes |
34,121 |
30,551 |
6.01.01.03 |
Results from Disposal of Fixed Assets |
907 |
5,064 |
6.01.01.04 |
Depreciation/Amortization |
217,168 |
213,515 |
6.01.01.05 |
Net Finance Results |
285,655 |
209,340 |
6.01.01.06 |
Adjustment to Present Value |
215 |
957 |
6.01.01.07 |
Equity Pickup |
(21,682) |
(8,855) |
6.01.01.08 |
Provision for Contingencies |
42,731 |
12,755 |
6.01.01.09 |
Provision for Disposals and Impairment of Property and Equipment |
73 |
2,816 |
6.01.01.10 |
Share-based Payment |
17,603 |
13,673 |
6.01.01.11 |
Allowance for doubtful accounts |
73,616 |
95,990 |
6.01.01.12 |
Net Gain (Loss) in Equity Interest Dilution |
- |
(575) |
6.01.01.13 |
Provision for Obsolescence/Shrinkage |
(3,810) |
(9,514) |
6.01.01.14 |
Deferred revenue |
44,751 |
(17,491) |
6.01.01.15 |
Other operation expenses |
133 |
- |
6.01.02 |
Changes in Assets and Liabilities |
(2,841,945) |
(1,107,867) |
6.01.02.01 |
Accounts Receivable |
36,290 |
(370,285) |
6.01.02.02 |
Inventories |
(780,753) |
77,666 |
6.01.02.03 |
Recoverable Taxes |
42,498 |
(19,793) |
6.01.02.04 |
Other Assets |
(274,470) |
(121,619) |
6.01.02.05 |
Related Parties |
(2,051) |
(21,752) |
6.01.02.06 |
Restricted Deposits for Legal Proceeding |
(22,988) |
(2,667) |
6.01.02.07 |
Trade Accounts Payable |
(1,542,779) |
(456,402) |
6.01.02.08 |
Payroll Charges |
(15,058) |
(18,630) |
6.01.02.09 |
Taxes and Social Contributions Payable |
(286,663) |
(106,804) |
6.01.02.10 |
Contingencies |
(22,466) |
(9,674) |
6.01.02.11 |
Other Accounts Payable |
26,495 |
(57,907) |
6.02 |
Net Cash Flow Investment Activities |
(265,016) |
(291,832) |
6.02.03 |
Acquisition of Property and Equipment |
(234,950) |
(283,637) |
6.02.04 |
Increase Intangible Assets |
(41,050) |
(23,908) |
6.02.05 |
Sales of Property and Equipment |
10,984 |
15,713 |
6.03 |
Net Cash Flow Financing Activities |
(939,674) |
(507,672) |
6.03.01 |
Capital Increase/Decrease |
15,522 |
1,088 |
6.03.02 |
Additions |
1,535,634 |
1,121,077 |
6.03.03 |
Payments |
(2,000,423) |
(1,132,907) |
6.03.04 |
Interest Paid |
(485,872) |
(496,918) |
6.03.05 |
Payment of Dividends |
(182) |
(12) |
6.03.06 |
Acquisition of Subsidiary |
(4,353) |
- |
6.05 |
Net Increase (Decrease) in Cash and Cash Equivalents |
(3,016,717) |
(1,083,877) |
6.05.01 |
Cash and Cash Equivalents at the Beginning of Period |
8,367,176 |
7,086,251 |
6.05.02 |
Cash and Cash Equivalents at the End of Period |
5,350,459 |
6,002,374 |
18
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information / Statement of Changes in Shareholders' Equity 01/01/2014 to 03/31/2014 | ||||||||
| ||||||||
R$ (in thousands) |
||||||||
Code |
Description |
Paid-in |
Capital Reserves, |
Profit |
Accumulated |
Shareholders' |
Non-Controlling |
Consolidated |
5.01 |
Opening Balance |
6,764,300 |
233,149 |
2,485,741 |
- |
9,483,190 |
3,228,774 |
12,711,964 |
5.03 |
Restated Opening Balance |
6,764,300 |
233,149 |
2,485,741 |
- |
9,483,190 |
3,228,774 |
12,711,964 |
5.04 |
Capital Transactions with Shareholders |
15,522 |
17,603 |
- |
- |
33,125 |
- |
33,125 |
5.04.01 |
Capital Increases |
15,522 |
- |
- |
- |
15,522 |
- |
15,522 |
5.04.03 |
Granted Options |
- |
17,603 |
- |
- |
17,603 |
- |
17,603 |
5.05 |
Total Comprehensive Income |
- |
- |
- |
243,958 |
243,958 |
94,479 |
338,437 |
5.05.01 |
Net Income for the Period |
- |
- |
- |
243,958 |
243,958 |
94,479 |
338,437 |
5.06 |
Internal Changes of Shareholders’ Equity |
- |
- |
(4,290) |
- |
(4,290) |
72 |
(4,218) |
5.06.04 |
Gain (Loss) in Equity Interest |
- |
- |
61 |
- |
61 |
72 |
133 |
5.06.05 |
Transactions With Non-controlling Interest |
- |
- |
(4,351) |
- |
(4,351) |
- |
(4,351) |
5.07 |
Closing Balance |
6,779,822 |
250,752 |
2,481,451 |
243,958 |
9,755,983 |
3,323,325 |
13,079,308 |
19
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information / Statement of Changes in Shareholders' Equity 01/01/2013 to 03/31/2013 | ||||||||
R$ (in thousands) |
||||||||
Code |
Description |
Paid-in |
Capital Reserves, |
Profit |
Accumulated |
Shareholders' |
Non-Controlling |
Consolidated |
5.01 |
Opening Balance |
6,710,035 |
228,459 |
1,556,231 |
- |
8,494,725 |
2,573,226 |
11,067,951 |
5.03 |
Restated Opening Balance |
6,710,035 |
228,459 |
1,556,231 |
- |
8,494,725 |
2,573,226 |
11,067,951 |
5.04 |
Capital Transactions with Shareholders |
1,088 |
13,673 |
- |
- |
14,761 |
- |
14,761 |
5.04.01 |
Capital Increases |
1,088 |
- |
- |
- |
1,088 |
- |
1,088 |
5.04.03 |
Granted Options |
- |
13,673 |
- |
- |
13,673 |
- |
13,673 |
5.05 |
Total Comprehensive Income |
- |
- |
- |
236,575 |
236,575 |
38,693 |
275,268 |
5.05.01 |
Net Income for the Period |
- |
- |
- |
236,575 |
236,575 |
38,693 |
275,268 |
5.06 |
Internal Changes of Shareholders’ Equity |
- |
- |
(712) |
- |
(712) |
136 |
(576) |
5.06.04 |
Gain (Loss) in Equity Interest |
- |
- |
(712) |
- |
(712) |
136 |
(576) |
5.07 |
Closing Balance |
6,711,123 |
242,132 |
1,555,519 |
236,575 |
8,745,349 |
2,612,055 |
11,357,404 |
20
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Consolidated Quarterly Financial Information / Statement of Value Added | |||
R$ (in thousands) |
|||
Code |
Description |
YTD Current |
YTD Current |
7.01 |
Revenues |
16,534,479 |
14,918,586 |
7.01.01 |
Sales of Goods, Products and Services |
16,597,919 |
14,984,340 |
7.01.02 |
Other Revenues |
36,228 |
37,983 |
7.01.04 |
Allowance for/Reversal of Doubtful Accounts |
(99,668) |
(103,737) |
7.02 |
Raw Materials Acquired from Third Parties |
(12,457,113) |
(11,593,863) |
7.02.01 |
Costs of Products, Goods and Services Sold |
(11,147,751) |
(10,370,982) |
7.02.02 |
Materials, Energy, Outsourced Services and Other |
(1,309,362) |
(1,222,881) |
7.03 |
Gross Added Value |
4,077,366 |
3,324,723 |
7.04 |
Retention |
(217,168) |
(213,515) |
7.04.01 |
Depreciation and Amortization |
(217,168) |
(213,515) |
7.05 |
Net Added Value Produced |
3,860,198 |
3,111,208 |
7.06 |
Added Value Received in Transfer |
200,567 |
151,481 |
7.06.01 |
Equity Pickup |
21,682 |
8,855 |
7.06.02 |
Financial Revenue |
178,885 |
142,626 |
7.07 |
Total Added Value to Distribute |
4,060,765 |
3,262,689 |
7.08 |
Distribution of Added Value |
4,060,765 |
3,262,689 |
7.08.01 |
Personnel |
1,473,346 |
1,379,647 |
7.08.01.01 |
Direct Compensation |
1,078,743 |
1,004,720 |
7.08.01.02 |
Benefits |
254,496 |
241,571 |
7.08.01.03 |
Government Severance Indemnity Fund for Employees (FGTS) |
105,971 |
91,384 |
7.08.01.04 |
Other |
34,136 |
41,972 |
7.08.01.04.01 |
Interest |
34,136 |
41,972 |
7.08.02 |
Taxes, Fees and Contributions |
1,346,981 |
880,536 |
7.08.02.01 |
Federal |
884,603 |
561,414 |
7.08.02.02 |
State |
403,647 |
264,353 |
7.08.02.03 |
Municipal |
58,731 |
54,769 |
7.08.03 |
Value Distributed to Providers of Capital |
902,001 |
727,238 |
7.08.03.01 |
Interest |
517,905 |
396,981 |
7.08.03.02 |
Rentals |
384,096 |
330,257 |
7.08.04 |
Value Distributed to Shareholders |
338,437 |
275,268 |
7.08.04.03 |
Retained Earnings/ Accumulated Losses for the Period |
243,958 |
236,575 |
7.08.04.04 |
Non-controlling Interest in Retained Earnings |
94,479 |
38,693 |
21
|
1Q14 Earnings Release |
São Paulo, Brazil, April 29, 2014 - GPA [BM&FBOVESPA: PCAR4 (PN); NYSE: CBD] announces its results for the first quarter of 2014. The comments refer to the consolidated results of the Group or of its business units.
GPA Consolidated
Gross revenue of R$16.597 billion, increasing 10.8%
Net Income advances 22.9% to R$338 million
| |
GPA Food
EBITDA up 3.2% to R$534 million, with EBITDA margin of 6.5%
| |
Via Varejo and Nova Pontocom
EBITDA increases 49.6% to R$516 million, with EBITDA margin of 7.6%
| |
GPA Consolidated | GPA Food | GPA Non Food | |||||||||
(R$ million)(1) | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ | ||
Gross Revenue | 16,597 | 14,984 | 10.8% | 8,893 | 8,149 | 9.1% | 7,704 | 6,836 | 12.7% | ||
Net Revenue | 14,972 | 13,383 | 11.9% | 8,222 | 7,383 | 11.4% | 6,750 | 6,000 | 12.5% | ||
Gross Profit | 3,722 | 3,482 | 6.9% | 1,942 | 1,869 | 3.9% | 1,780 | 1,613 | 10.3% | ||
Gross Margin | 24.9% | 26.0% | -110 bps | 23.6% | 25.3% | -170 bps | 26.4% | 26.9% | -50 bps | ||
Total Operating Expenses | (2,699) | (2,639) | 2.3% | (1,420) | (1,362) | 4.3% | (1,279) | (1,277) | 0.1% | ||
% of Net Revenue | 18.0% | 19.7% | -170 bps | 17.3% | 18.4% | -110 bps | 18.9% | 21.3% | -240 bps | ||
EBITDA (2) | 1,050 | 862 | 21.7% | 534 | 518 | 3.2% | 516 | 345 | 49.6% | ||
EBITDA Margin | 7.0% | 6.4% | 60 bps | 6.5% | 7.0% | -50 bps | 7.6% | 5.7% | 190 bps | ||
Net Financial Revenue (Expenses) | (339) | (254) | 33.3% | (132) | (108) | 21.8% | (207) | (146) | 41.8% | ||
% of Net Revenue | 2.3% | 1.9% | 40 bps | 1.6% | 1.5% | 10 bps | 3.1% | 2.4% | 70 bps | ||
Company's Net Profit | 338 | 275 | 22.9% | 172 | 176 | -2.3% | 167 | 99 | 67.8% | ||
Net Margin | 2.3% | 2.1% | 20 bps | 2.1% | 2.4% | -30 bps | 2.5% | 1.7% | 80 bps | ||
(1) Totals and percentage changes are rounded off and all margins were calculated as percentage of net revenue. | |||||||||||
(2) Earnings before interest, taxes, depreciation and amortization. |
22
Sales Performance
Gross Sales | Net Sales | ||||||
(R$ million) | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ | |
GPA Consolidated | 16,597 | 14,984 | 10.8% | 14,972 | 13,383 | 11.9% | |
GPA Food | 8,893 | 8,149 | 9.1% | 8,222 | 7,383 | 11.4% | |
Multivarejo (1) |
6,922 | 6,722 | 3.0% | 6,391 | 6,078 | 5.2% | |
Cash and Carry | 1,972 | 1,427 | 38.2% | 1,831 | 1,304 | 40.4% | |
Nova Pontocom | 1,467 | 952 | 54.1% | 1,308 | 857 | 52.6% | |
Via Varejo | 6,237 | 5,884 | 6.0% | 5,442 | 5,143 | 5.8% | |
(1) Food Retail (Extra and Pão de Açucar) |
'Same-store' Sales | ||
Gross Sales | Net Sales | |
1Q14 | 1Q14 | |
GPA Consolidated | 6.3% | 7.5% |
By category | ||
Food | 3.0% | 5.3% |
Non-Food (1) | 8.9% | 9.2% |
By business | ||
GPA Food | 2.6% | 4.7% |
Nova Pontocom | 54.1% | 52.6% |
Via Varejo | 3.6% | 3.8% |
(1) Includes non-food categories of Hypermarkets, Nova Pontocom and Via Varejo. |
Sales Performance - Consolidated
Gross sales revenue amounted to R$16.597 billion in the first quarter, increasing 10.8% on the prior-year period. One of the main factors contributing to this growth was the opening of 124 stores in the last 12 months, 21 of which were inaugurated in the first quarter of 2014.
The same-store sales growth of 6.3% was adversely affected by the calendar effect in the period.
Performance by category:
ü Food: same-store sales growth of 3.0%, which was impacted by the calendar effect. Adjusted for this effect, same-store sales growth was 6.0%.
ü Non-food: growth of 8.9%, with the highlight the electronics categories, particularly video, smartphones, air conditioners and fans. Sales growth in the e-commerce segment accelerated further from the growth rates recorded in prior periods.
GPA Food
ü Gross sales revenue grew 9.1%, with 13 new stores opened in the period (6 Minimercados Extra, 2 Assaí and 3 Extra Hiper, as well as 2 drugstores). Same-store sales growth stood at 2.6% and was adversely affected by the calendar effect. Adjusted for this effect, same-store sales grew 5.0% in the quarter.
23
ü Assaí continued to post strong sales growth (38.2%), driven by solid same-store sales growth and the significant contribution from the expansion in the store network. Organic expansion remains the focus of the format, whose strategy centers on strengthening the banner nationwide. In the last 12 months, 13 new stores were opened, nine of which were inaugurated in four states in which the Group previously did not have operations.
ü The Pão de Açúcar and Extra banners performed in line with the Company’s expectations and continued to capture market share gains. By category, the period highlights were the same-store sales performances in meat and poultry and in beverages. Certain categories, such as grocery and seafood, were adversely affected by Easter falling in the second quarter this year. Private-label brands continued to register robust growth to account already for over 9% of sales in the Multivarejo business unit.
ü At the end of March, the Brazilian Supermarkets Association (ABRAS) reported data for 2013. The report shows that sales at GPA outperformed the overall industry, which reinforces the success of the competitiveness strategy implemented during the year.
Nova Pontocom
ü Gross sales revenue in the quarter grew by 54.1%, supported by strong growth in customer traffic, better conversion rates and the higher contribution to sales by the marketplace business. Gross sales revenue growth was driven by the excellent moment for sales of smartphones, which surpassed the growth rate registered in 4Q13, and of air conditioners and fans, which were driven by the exceptionally hot weather in the first quarter.
Via Varejo
ü Gross sales revenue amounted to R$6.237 billion, with same-store sales growth of 3.6% and total-store sales growth of 6.0%. Eight new stores were opened in the period, all under the Casas Bahia banner.
ü Sales performance in the first quarter was in line with our expectations for the period, which was not marked by any significant sales event.
24
|
Operating Performance
GPA Consolidated | |||
(R$ million) | 1Q14 | 1Q13 | Δ |
Gross Revenue | 16,597 | 14,984 | 10.8% |
Net Revenue | 14,972 | 13,383 | 11.9% |
Gross Profit | 3,722 | 3,482 | 6.9% |
Gross Margin | 24.9% | 26.0% | -110 bps |
Selling Expenses | (2,347) | (2,231) | 5.2% |
General and Administrative Expenses | (346) | (403) | -14.2% |
Equity Income | 22 | 9 | 144.8% |
Other Operating Revenue (Expenses) | (28) | (14) | 103.7% |
Total Operating Expenses | (2,699) | (2,639) | 2.3% |
% of Net Revenue | 18.0% | 19.7% | -170 bps |
Depreciation (Logistic) | 26 | 19 | 39.1% |
EBITDA | 1,050 | 862 | 21.7% |
EBITDA Margin | 7.0% | 6.4% | 60 bps |
Adjusted EBITDA (1) | 1,077 | 876 | 23.0% |
Adjusted EBITDA Margin | 7.2% | 6.5% | 70 bps |
(1) Adjusted EBITDA by total "Other Operating Revenue (Expenses)", eliminating extraordinary Revenues and Expeneses. |
The Company’s gross margin contracted by 110 basis points, which is explained mainly by the higher share of Assaí and Nova Pontocom in the sales mix and by the ongoing investments made to boost sales competitiveness in the Multivarejo operation.
Selling expenses increased by 5.2%, a pace below that of revenue growth and inflation in the period. General and administrative expenses decreased by 14.2%, mainly due to the simplification of processes in the Multivarejo operation and the efficiency gains captured at Via Varejo. Selling, general and administrative expenses as a percentage of net sales decreased from 19.7% in 1Q13 to 18.0% in 1Q14.
EBITDA amounted to R$1.050 billion, increasing 21.7% on the prior-year period to outpace revenue growth. EBITDA margin was 7.0%, expanding 60 basis points from 1Q13, which is mainly explained by the margin gains at Via Varejo.
25
Multivarejo (Extra and Pão de Açúcar)
Multivarejo | |||
(R$ million) | 1Q14 | 1Q13 | Δ |
Gross Revenue | 6,922 | 6,722 | 3.0% |
Net Revenue | 6,391 | 6,078 | 5.2% |
Gross Profit | 1,700 | 1,694 | 0.3% |
Gross Margin | 26.6% | 27.9% | -130 bps |
Selling Expenses | (1,051) | (1,013) | 3.7% |
General and Administrative Expenses | (160) | (194) | -17.5% |
Equity Income | 15 | 7 | 114.3% |
Other Operating Revenue (Expenses) | (35) | (23) | 50.7% |
Total Operating Expenses | (1,230) | (1,223) | 0.6% |
% of Net Revenue | 19.2% | 20.1% | -90 bps |
Depreciation (Logistic) | 11 | 10 | 10.7% |
EBITDA | 481 | 481 | -0.1% |
EBITDA Margin | 7.5% | 7.9% | -40 bps |
Adjusted EBITDA (1) | 516 | 505 | 2.2% |
Adjusted EBITDA Margin | 8.1% | 8.3% | -20 bps |
(1) Adjusted EBITDA by total "Other Operating Revenue (Expenses)", eliminating extraordinary Revenues and Expeneses. |
Gross margin in the Multivarejo business contracted by 130 basis points, reflecting the ongoing strategy to improve sales competitiveness, which is gradually being offset by the operational efficiency gains captured by the initiatives already implemented.
Selling expenses increased by 3.7%, lower than the inflation rate in the period. General and administrative expenses decreased by 17.5%, reflecting the greater discipline employed in the control of corporate expenses. Selling, general and administrative expenses as a percentage of net sales decreased from 19.9% in 1Q13 to 18.9% in 1Q14. Note that with Easter falling in the second quarter this year, fixed expenses were less diluted than in 1Q13. Excluding this effect, the reduction in expenses in the period would have been even stronger.
Despite the negative Easter effect, EBITDA reached the same level of R$481 million registered in 1Q13. EBITDA margin stood at 7.5%.
26
Cash and Carry (Assaí)
Cash and Carry | |||
(R$ million) | 1Q14 | 1Q13 | Δ |
Gross Revenue | 1,972 | 1,427 | 38.2% |
Net Revenue | 1,831 | 1,304 | 40.4% |
Gross Profit | 243 | 175 | 38.8% |
Gross Margin | 13.3% | 13.4% | -10 bps |
Selling Expenses | (170) | (123) | 37.9% |
General and Administrative Expenses | (20) | (16) | 26.7% |
Other Operating Revenue (Expenses) | (0) | 0 | - |
Total Operating Expenses | (190) | (139) | 36.8% |
% of Net Revenue | 10.4% | 10.6% | -20 bps |
Depreciation (Logistic) | 0 | 0 | - |
EBITDA | 53 | 36 | 47.1% |
EBITDA Margin | 2.9% | 2.8% | 10 bps |
Gross sales revenue registered growth of 38.2% to R$1.972 billion, driven by solid same-store sales growth and the significant contribution from the expansion, with a total of 13 stores opened in the last 12 months.
Operating expenses as a percentage of net sales improved by 20 basis points in 1Q14 (10.4%) compared to 1Q13 (10.6%). The reduction was positively influenced by economies of scale resulting from the strategy to open stores in states in which the banner was already present.
EBITDA amounted to R$53 million, increasing by 47.1% on the prior-year period to outpace gross sales revenue growth in the quarter. EBITDA margin was 2.9%, expanding by 10 basis points from 1Q13.
In 2014, the banner will maintain its focus on expanding its national footprint through organic growth. In 1Q14, two stores were opened in states where the banner was already present and another 12 should be delivered by year-end.
27
Via Varejo and Nova Pontocom
Via Varejo + Nova Pontocom | |||
(R$ million) | 1Q14 | 1Q13 | Δ |
Gross Revenue | 7,704 | 6,836 | 12.7% |
Net Revenue | 6,750 | 6,000 | 12.5% |
Gross Profit | 1,780 | 1,613 | 10.3% |
Gross Margin | 26.4% | 26.9% | -50 bps |
Selling Expenses | (1,127) | (1,095) | 2.9% |
General and Administrative Expenses | (166) | (193) | -14.2% |
Equity Income | 6 | 2 | 275.8% |
Other Operating Revenue (Expenses) | 8 | 10 | -21.2% |
Total Operating Expenses | (1,279) | (1,277) | 0.1% |
% of Net Revenue | 18.9% | 21.3% | -240 bps |
Depreciation (Logistic) | 14 | 8 | 71.4% |
EBITDA | 516 | 345 | 49.6% |
EBITDA Margin | 7.6% | 5.7% | 190 bps |
Adjusted EBITDA (1) | 508 | 335 | 51.6% |
Adjusted EBITDA Margin | 7.5% | 5.6% | 190 bps |
(1) Adjusted EBITDA by total "Other Operating Revenue (Expenses)", eliminating extraordinary Revenues and Expeneses. |
Gross sales revenue at Via Varejo and Nova Pontocom grew by 12.7% to R$7.7 billion. This performance was driven by the e-commerce business (Nova Pontocom), where growth accelerated from the pace of prior periods to reach 54.1% in the quarter. Gross margin declined 50 basis points due to the higher contribution made by Nova Pontocom to total sales.
Selling, general and administrative expenses as percentage of net sales improved by 240 basis points in 1Q14 (19.1%) compared to 1Q13 (21.5%), especially at Via Varejo, driven by the efficiency gains in logistics operations, reduction in corporate and IT expenses, among others.
EBITDA amounted to R$516 million, growing by 49.6% from 1Q13, while EBITDA margin improved from 5.7% to 7.6%. This improvement was supported primarily by lower operating expenses and by the efficiency gains captured in logistics costs and in assembly processes at Via Varejo. The operational improvement at Nova Pontocom also contributed to EBITDA margin expansion in the period.
28
Indebtedness
GPA Consolidated | ||
(R$ million) | 03.31.2014 | 03.31.2013 |
Short Term Debt | (1,593) | (2,577) |
Loans and Financing | (901) | (1,445) |
Debentures | (691) | (1,132) |
Long Term Debt | (4,399) | (5,008) |
Loans and Financing | (2,000) | (2,014) |
Debentures | (2,399) | (2,995) |
Total Gross Debt | (5,992) | (7,586) |
Cash | 5,374 | 6,002 |
Net Cash (Debt) | (617) | (1,584) |
EBITDA (1) | 4,001 | 3,790 |
Net Debt / EBITDA(1) | 0.15x | 0.42x |
Payment Book - Short Term | (2,667) | (2,470) |
Payment Book - Long Term | (126) | (115) |
Net Debt with payment book | (3,410) | (4,168) |
Net Debt with Payment Book / EBITDA(1) | 0.85x | 1.10x |
(1) EBITDA f or t he last 12 mont hs. |
Net debt declined by R$966 million in relation to the balance at the end of March 2013, resulting in a deleverage in the quarter. This reduction is related to higher cash flow from operating activities (R$ 370 million), even with the negative effect from Easter; and the positive nonrecurring impact in cash position due to the public offering of Via Varejo’s shares, among others factors, in the amount of R$600 million. As a consequence, Net Debt/EBITDA ratio decreased from 0.42x to 0.15x.
Net debt including the payment book operation amounted to R$3.410 billion, a reduction of R$759 million compared to March 2013. Net Debt/EBITDA ratio considering the payment book operation ended the quarter at 0.85x, down significantly from the ratio at the end of 1Q13.
29
Financial Result
GPA Consolidated | |||
(R$ million) | 1Q14 | 1Q13 | Δ |
Financial Revenue | 179 | 143 | 25.4% |
Financial Expenses | (518) | (397) | 30.5% |
Net Financial Revenue (Expenses) | (339) | (254) | 33.3% |
% of Net Revenue | 2.3% | 1.9% | 40 bps |
Charges on Net Bank Debt | (45) | (52) | -13.0% |
Cost of Discount of Receivables of Payment Book | (81) | (61) | 32.6% |
Cost of Discount of Receivables of Credit Card | (183) | (120) | 52.6% |
Restatement of Other Assets and Liabilities | (30) | (22) | 39.7% |
Net Financial Revenue (Expenses) | (339) | (254) | 33.3% |
Net financial expenses were R$339 million, increasing 33.3% from 1Q13, below the cumulative increase of 48% of the CDI in the period. Net financial expenses as a percentage of net sales increased from 1.9% in 1Q13 to 2.3% in 1Q14.
The main variations in net financial (income) expenses were:
· The reduction of R$7 million in net debt charges due to the lower debt position in the period;
· The increase of R$20 million in the cost of sales of payment book receivables, which corresponded to 0.5% of net sales, the same ratio registered in 1Q13, despite the rise in interest rates between the periods;
· The R$63 million increase in the cost of sales of credit card receivables, of which R$54 million was related to the interest rate hikes between 1Q13 and 1Q14, and R$9 million was related to the higher volume of receivables sold due to the higher revenue in the period.
Total sale of receivables (cards and payment books) increased approximately 17%, from R$7.6 billion in 1Q13 to R$8.9 billion in 1Q14, reflecting the revenue growth in all of the Company's business units.
Net Income
Net income amounted to R$338 million in 1Q14, increasing 22.9% on the prior-year period, with net margin of 2.3%. The result is explained by the sales revenue growth in the period, which was driven by the organic expansion in recent quarters, coupled with the significant improvement in selling, general and administrative expenses.
30
Simplified cash flow
GPA Consolidated | ||
(R$ million) | 1Q14 | 1Q13 |
Cash Balance at beginning of period | 8,367 | 7,086 |
Cash Flow from operating activities | (1,812) | (284) |
EBITDA | 1,050 | 862 |
Cost of Sale of Receivables | (263) | (181) |
Working Capital | (2,287) | (749) |
Assets and Liabilities Variation | (311) | (217) |
Cash flow from investment activities | (265) | (292) |
Net Investment | (265) | (292) |
Aquisition and Others | - | - |
Change on net cash after investments | (2,077) | (576) |
Cash Flow from financing activities | (940) | (508) |
Dividends payments and others | (0) | (0) |
Net Proceeds | (939) | (508) |
Change on net cash | (3,017) | (1,084) |
Cash Balance at end of period | 5,350 | 6,002 |
Net debt | (617) | (1,584) |
On March 31, 2014, the cash position stood at R$5.350 billion, down R$3.017 billion from the start of the period, mainly due to the following reasons.
Cash Flow from Operating Activities
· The impact on cash flow in 1Q14 from the Easter calendar effect;
· The consumption of R$2.287 billion in working capital resulting from the Easter calendar and World Cup effects that generated an increase in inventory levels from 53 days(1) in 1Q13 to 58 days(1) in 1Q14.
Cash Flow from Financing Activities
· The payment of approximately R$814 million related to the debenture maturity (principal and interest), which contributed to reducing the debt balance in 1Q14.
(1) In days of COGS.
31
Capital Expenditure
GPA Consolidated | GPA Food | Via Varejo + Nova Pontocom | |||||||||
(R$ million) | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ | ||
New stores and land acquisition | 107 | 200 | -46.2% | 83 | 185 | -55.2% | 24 | 15 | 66.9% | ||
Store renovations and conversions | 70 | 121 | -42.0% | 57 | 100 | -43.0% | 13 | 21 | -37.0% | ||
Infrastructure and Others | 98 | 70 | 40.6% | 61 | 39 | 54.0% | 38 | 31 | 23.3% | ||
Non-cash Effect | |||||||||||
Financing and Leasing Assets | - | (83) | - | - | (83) | - | - | - | - | ||
Total | 276 | 308 | -10.3% | 200 | 241 | -16.8% | 76 | 67 | 13.5% |
Consolidated capital expenditure amounted to R$276 million in 1Q14, of which R$200 million was invested in GPA Food and R$76 million was invested in Via Varejo and Nova Pontocom.
At GPA Food, 40% of capital expenditure was allocated to store openings and acquiring land, in line with the strategy to accelerate the organic growth of the business.
In 1Q14, a total of 13 new stores were delivered (6 Minimercado Extra, 3 Extra Híper, 2 Assaí and 2 drugstores). In addition to the stores at GPA Food, another 8 new stores were opened at Via Varejo in the period, all of which under the Casas Bahia banner.
Dividends
2013 Dividends
At the Annual and Extraordinary Shareholders' Meeting held on April 16, 2014, shareholders approved Management’s proposal for the distribution of dividends for the fiscal year ended December 31, 2013, in the total amount of R$250 million (R$250 million on December 31, 2012), which includes the prepaid dividends already declared. The amount corresponds to R$0.888957268 per common share and R$0.977852995 per preferred share.
Excluding the prepayment of quarterly interim dividends in 2013, the Company will pay within 60 days as from April 16, 2014, the date of the Annual and Extraordinary Shareholders’ Meeting, the amount of R$150.5 million, which corresponds to the remaining portion of dividends for 2013. The amount corresponds to R$0.535395 per common share and R$0.588935 per preferred share. Shareholders of record on April 16, 2014 will be entitled to the payment. As of April 17, 2014, the shares will trade ex-dividends until the payment date, which will be informed at an opportune time.
32
Proposed dividends | |
(R$ thousands) | 2013 |
Consolidated net profit | 1,396,207 |
Minority Interest - Noncontrolling | (343,712) |
Net profit | 1,052,495 |
Legal reserve | (52,624) |
Dividends' base of calculation | 999,871 |
Dividends policy | 25% |
Dividends proposed by management | 249,968 |
Proposed dividends to prefered shareholders | 146,688 |
Proposed dividends to common shareholders | 97,472 |
(-) Interim dividends already paid (1) | 99,419 |
Proposed dividend to be paid | 150,549 |
Dividends per prefered share (R$) | 0.588935 |
Dividends per common share (R$) | 0.535395 |
(1) The prepayment of dividends for 1Q13, 2Q13 and 3Q13 amounted to R$99.4 million and was effected on May 16, 2013, August 13, 2013 and November 7, 2013, respectively. The amount corresponded to R$0.118182 per common share and R$0.13 per preferred share.
1Q14 Dividends
In a meeting held on April 24, 2014, the Board of Directors approved the payment of interim dividends for 2014. The interim dividends per share in 2014 will be 7.7% higher than in the previous year. The Company has been increasing the amount of interim dividends paid each year, as the following table shows:
Interim dividends (R$) | 2010 | 2011 | 2012 | 2013 | 2014 | 2014 x 2013 |
Preferred share/ ADR | 0.08 | 0.09 | 0.11 | 0.13 | 0.14 | 7.7% |
Common share | 0.072727 | 0.081818 | 0.10 | 0.118182 | 0.127270 | 7.7% |
The payment of interim dividends for the first quarter of 2014 will amount to R$35.8 million. Shareholders of record on May 5, 2014 will be entitled to the payment. As from May 6, 2014, the shares will trade ex-dividends until the payment date. The prepayment of dividends for 1Q14 will be effected on May 15, 2014.
33
Appendix I - Definitions used in this document
Company’s Business Units: The Company’s business is divided into four units – food retail, cash and carry, electronics and home appliance retail (brick and mortar) and e-commerce – grouped as follows:
Same-store sales: The basis for calculating same-store sales is defined by the sales registered in stores open for at least 12 consecutive months. Acquisitions are not included in the same-store calculation base in the first 12 months of operation.
Growth and changes: The growth and changes presented in this document refer to variations in comparison with the same period of the previous year, except where stated otherwise.
EBITDA: As of 4Q12, the results of Equity Income and Other Operating Income (Expenses) were included together with Total Operating Expenses in the calculation of EBITDA. This means that the calculation of EBITDA complies with Instruction 527 issued by the Securities and Exchange Commission of Brazil (CVM) on October 4, 2012. As from 1Q13, the depreciation recognized in the cost of goods sold, which essentially consists of the depreciation of distribution centers, began to be specified in the calculation of EBITDA.
Adjusted EBITDA: Measure of profitability calculated by excluding Other Operating Income and Expenses from EBITDA. Management uses this measure because it believes it eliminates nonrecurring expenses and revenues and other nonrecurring items that could compromise the comparability and analysis of results.
Adjusted net income: Measure of profitability calculated as net income excluding Other Operating Income and Expenses and discounting the effects from Income and Social Contribution Taxes. Management uses this measure because it believes it eliminates nonrecurring expenses and revenues and other nonrecurring items that could compromise the comparability and analysis of results.
34
BALANCE SHEET | |||||||
ASSETS | |||||||
GPA Consolidated | GPA Food | ||||||
(R$ million) | 03.31.2014 | 12.31.2013 | 03.31.2013 | 03.31.2014 | 12.31.2013 | 03.31.2013 | |
Current Assets | 16,382 | 18,610 | 15,886 | 6,930 | 8,447 | 7,772 | |
Cash and Marketable Securities | 5,374 | 8,392 | 6,002 | 2,431 | 4,362 | 3,553 | |
Accounts Receivable | 2,410 | 2,516 | 2,846 | 222 | 291 | 710 | |
Credit Cards | 189 | 276 | 755 | 76 | 127 | 545 | |
Payment book | 2,245 | 2,249 | 2,078 | - | - | - | |
Sales Vouchers and Others | 167 | 201 | 185 | 111 | 149 | 141 | |
Allowance for Doubtful Accounts | (227) | (229) | (197) | (1) | (3) | (0) | |
Resulting from Commercial Agreements | 36 | 18 | 25 | 36 | 18 | 25 | |
Inventories | 7,166 | 6,382 | 5,676 | 3,785 | 3,424 | 3,041 | |
Recoverable Taxes | 760 | 908 | 834 | 149 | 191 | 239 | |
Noncurrent Assets for Sale | 41 | 39 | - | 24 | 24 | - | |
Expenses in Advance and Other Accounts Receivables | 630 | 374 | 527 | 320 | 155 | 228 | |
Noncurrent Assets | 19,576 | 19,399 | 18,352 | 15,266 | 15,198 | 15,116 | |
Long-Term Assets | 4,440 | 4,335 | 4,733 | 2,425 | 2,401 | 2,759 | |
Accounts Receivables | 103 | 115 | 98 | - | - | - | |
Payment Book | 112 | 125 | 106 | - | - | - | |
Allowance for Doubtful Accounts | (9) | (10) | (8) | - | - | - | |
Inventories | 172 | 172 | 172 | 172 | 172 | 172 | |
Recoverable Taxes | 1,532 | 1,429 | 1,280 | 382 | 380 | 265 | |
Financial Instruments | - | - | 360 | - | - | 360 | |
Deferred Income Tax and Social Contribution | 918 | 951 | 1,047 | 358 | 364 | 381 | |
Amounts Receivable from Related Parties | 167 | 173 | 187 | 306 | 299 | 216 | |
Judicial Deposits | 844 | 815 | 968 | 530 | 536 | 769 | |
Expenses in Advance and Others | 704 | 680 | 621 | 676 | 650 | 597 | |
Investments | 331 | 310 | 371 | 223 | 208 | 277 | |
Property and Equipment | 9,107 | 9,054 | 8,295 | 7,866 | 7,826 | 7,260 | |
Intangible Assets | 5,698 | 5,701 | 4,953 | 4,752 | 4,763 | 4,820 | |
TOTAL ASSETS | 35,958 | 38,008 | 34,238 | 22,196 | 23,645 | 22,888 | |
LIABILITIES | |||||||
GPA Consolidated | GPA Food | ||||||
03.31.2014 | 12.31.2013 | 03.31.2013 | 03.31.2014 | 12.31.2013 | 03.31.2013 | ||
Current Liabilities | 14,295 | 17,013 | 13,675 | 5,856 | 7,984 | 6,984 | |
Suppliers | 7,005 | 8,548 | 5,769 | 3,019 | 3,942 | 2,874 | |
Loans and Financing | 901 | 1,200 | 1,445 | 838 | 1,087 | 1,226 | |
Payment Book (CDCI) | 2,667 | 2,726 | 2,470 | - | - | - | |
Debentures | 691 | 1,245 | 1,132 | 275 | 1,028 | 1,014 | |
Payroll and Related Charges | 781 | 796 | 710 | 388 | 462 | 355 | |
Taxes and Social Contribution Payable | 720 | 968 | 725 | 293 | 422 | 324 | |
Dividends Proposed | 152 | 152 | 169 | 151 | 151 | 166 | |
Financing for Purchase of Fixed Assets | 35 | 36 | 105 | 35 | 36 | 105 | |
Rents | 70 | 112 | 49 | 70 | 74 | 49 | |
Acquisition of Companies | 70 | 69 | 68 | 70 | 69 | 68 | |
Debt with Related Parties | 25 | 33 | 78 | 361 | 373 | 400 | |
Advertisement | 71 | 89 | 84 | 35 | 40 | 44 | |
Provision for Restructuring | 23 | 21 | 20 | 23 | 21 | 20 | |
Advanced Revenue | 131 | 115 | 90 | 35 | 37 | 11 | |
Others | 953 | 902 | 762 | 261 | 239 | 328 | |
Long-Term Liabilities | 8,584 | 8,284 | 9,205 | 7,058 | 6,579 | 7,641 | |
Loans and Financing | 2,000 | 1,583 | 2,014 | 1,840 | 1,411 | 1,994 | |
Payment Book (CDCI) | 126 | 141 | 115 | - | - | - | |
Debentures | 2,399 | 2,599 | 2,995 | 1,999 | 1,999 | 2,195 | |
Financing for Purchase of Assets | 8 | 12 | - | 8 | 12 | - | |
Acquisition of Companies | 113 | 108 | 158 | 113 | 108 | 158 | |
Deferred Income Tax and Social Contribution | 1,061 | 1,061 | 1,136 | 1,058 | 1,058 | 1,133 | |
Tax Installments | 1,054 | 1,073 | 1,185 | 1,015 | 1,033 | 1,144 | |
Provision for Contingencies | 1,201 | 1,148 | 795 | 798 | 775 | 628 | |
Advanced Revenue | 514 | 456 | 454 | 120 | 80 | 37 | |
Others | 107 | 105 | 354 | 107 | 104 | 353 | |
Shareholders' Equity | 13,079 | 12,712 | 11,357 | 9,283 | 9,082 | 8,262 | |
Capital | 6,780 | 6,764 | 6,711 | 5,125 | 5,175 | 5,077 | |
Capital Reserves | 251 | 233 | 242 | 251 | 233 | 242 | |
Profit Reserves | 2,725 | 2,486 | 1,792 | 2,725 | 2,486 | 1,792 | |
Minority Interest | 3,323 | 3,229 | 2,612 | 1,182 | 1,188 | 1,151 | |
TOTAL LIABILITIES | 35,958 | 38,008 | 34,238 | 22,196 | 23,645 | 22,888 |
35
INCOME STATEMENT | |||||||||||||||
GPA Consolidated | GPA Food | Food Retail | Cash and Carry | Via Varejo + Nova Pontocom | |||||||||||
R$ - Million | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ | 1Q14 | 1Q13 | Δ |
Gross Revenue | 16,597 | 14,984 | 10.8% | 8,893 | 8,149 | 9.1% | 6,922 | 6,722 | 3.0% | 1,972 | 1,427 | 38.2% | 7,704 | 6,836 | 12.7% |
Net Revenue | 14,972 | 13,383 | 11.9% | 8,222 | 7,383 | 11.4% | 6,391 | 6,078 | 5.2% | 1,831 | 1,304 | 40.4% | 6,750 | 6,000 | 12.5% |
Cost of Goods Sold | (11,224) | (9,882) | 13.6% | (6,268) | (5,503) | 13.9% | (4,680) | (4,374) | 7.0% | (1,588) | (1,129) | 40.6% | (4,956) | (4,379) | 13.2% |
Depreciation (Logistic) | (26) | (19) | 39.1% | (12) | (10) | 13.7% | (11) | (10) | 10.7% | (0) | (0) | - | (14) | (8) | 71.4% |
Gross Profit | 3,722 | 3,482 | 6.9% | 1,942 | 1,869 | 3.9% | 1,700 | 1,694 | 0.3% | 243 | 175 | 38.8% | 1,780 | 1,613 | 10.3% |
Selling Expenses | (2,347) | (2,231) | 5.2% | (1,221) | (1,136) | 7.4% | (1,051) | (1,013) | 3.7% | (170) | (123) | 37.9% | (1,127) | (1,095) | 2.9% |
General and Administrative Expenses | (346) | (403) | -14.2% | (180) | (210) | -14.2% | (160) | (194) | -17.5% | (20) | (16) | 26.7% | (166) | (193) | -14.2% |
Equity Income | 22 | 9 | 144.8% | 15 | 7 | 114.3% | 15 | 7 | 114.3% | - | - | - | 6 | 2 | 275.8% |
Other Operating Revenue (Expenses) | (28) | (14) | 103.7% | (35) | (23) | 52.1% | (35) | (23) | 50.7% | (0) | 0 | - | 8 | 10 | -21.2% |
Total Operating Expenses | (2,699) | (2,639) | 2.3% | (1,420) | (1,362) | 4.3% | (1,230) | (1,223) | 0.6% | (190) | (139) | 36.8% | (1,279) | (1,277) | 0.1% |
Depreciation and Amortization | (191) | (195) | -1.9% | (154) | (160) | -3.8% | (136) | (148) | -8.2% | (18) | (12) | 48.1% | (37) | (35) | 7.3% |
Earnings before interest and Taxes - EBIT | 833 | 649 | 28.3% | 368 | 347 | 6.1% | 334 | 323 | 3.2% | 35 | 24 | 45.4% | 464 | 302 | 53.8% |
Financial Revenue | 179 | 143 | 25.4% | 102 | 95 | 7.9% | 97 | 89 | 9.6% | 5 | 6 | -18.7% | 87 | 53 | 62.8% |
Financial Expenses | (518) | (397) | 30.5% | (234) | (203) | 15.3% | (217) | (193) | 12.5% | (17) | (10) | 70.3% | (294) | (199) | 47.4% |
Net Financial Revenue (Expenses) | (339) | (254) | 33.3% | (132) | (108) | 21.8% | (119) | (104) | 15.0% | (12) | (4) | 185.6% | (207) | (146) | 41.8% |
Income Before Income Tax | 493 | 394 | 25.1% | 237 | 239 | -1.0% | 214 | 219 | -2.3% | 22 | 19 | 14.2% | 257 | 156 | 65.2% |
Income Tax | (155) | (119) | 30.1% | (65) | (63) | 2.8% | (57) | (56) | 2.1% | (8) | (7) | 8.4% | (90) | (56) | 60.7% |
Net Income - Company | 338 | 275 | 22.9% | 172 | 176 | -2.3% | 157 | 164 | -3.8% | 14 | 12 | 17.5% | 167 | 99 | 67.8% |
Minority Interest - Noncontrolling | 94 | 39 | 144.2% | (6) | (11) | -45.6% | (6) | (11) | -45.6% | - | - | - | 101 | 50 | 101.9% |
Net Income - Controlling Shareholders (1) | 244 | 237 | 3.1% | 178 | 187 | -4.9% | 163 | 175 | -6.5% | 14 | 12 | 17.5% | 66 | 49 | 33.5% |
Earnings before Interest, Taxes, Depreciation, Amortization - EBITDA | 1,050 | 862 | 21.7% | 534 | 518 | 3.2% | 481 | 481 | -0.1% | 53 | 36 | 47.1% | 516 | 345 | 49.6% |
Adjusted EBITDA (2) | 1,077 | 876 | 23.0% | 569 | 541 | 5.3% | 516 | 505 | 2.2% | 53 | 36 | 48.0% | 508 | 335 | 51.6% |
% of Net Revenue | GPA Consolidated | GPA Food | Food Retail | Cash and Carry | Via Varejo + Nova Pontocom |
||||||||||
1Q14 | 1Q13 | 1Q14 | 1Q13 | 1Q14 | 1Q13 | 1Q14 | 1Q13 | 1Q14 | 1Q13 | ||||||
Gross Profit | 24.9% | 26.0% | 23.6% | 25.3% | 26.6% | 27.9% | 13.3% | 13.4% | 26.4% | 26.9% | |||||
Selling Expenses | 15.7% | 16.7% | 14.8% | 15.4% | 16.4% | 16.7% | 9.3% | 9.4% | 16.7% | 18.2% | |||||
General and Administrative Expenses | 2.3% | 3.0% | 2.2% | 2.8% | 2.5% | 3.2% | 1.1% | 1.2% | 2.5% | 3.2% | |||||
Equity Income | 0.1% | 0.1% | 0.2% | 0.1% | 0.2% | 0.1% | 0.0% | 0.0% | 0.1% | 0.0% | |||||
Other Operating Revenue (Expenses) | 0.2% | 0.1% | 0.4% | 0.3% | 0.5% | 0.4% | 0.0% | 0.0% | 0.1% | 0.2% | |||||
Total Operating Expenses | 18.0% | 19.7% | 17.3% | 18.4% | 19.2% | 20.1% | 10.4% | 10.6% | 18.9% | 21.3% | |||||
Depreciation and Amortization | 1.3% | 1.5% | 1.9% | 2.2% | 2.1% | 2.4% | 1.0% | 0.9% | 0.6% | 0.6% | |||||
EBIT | 5.6% | 4.8% | 4.5% | 4.7% | 5.2% | 5.3% | 1.9% | 1.8% | 6.9% | 5.0% | |||||
Net Financial Revenue (Expenses) | 2.3% | 1.9% | 1.6% | 1.5% | 1.9% | 1.7% | 0.7% | 0.3% | 3.1% | 2.4% | |||||
Income Before Income Tax | 3.3% | 2.9% | 2.9% | 3.2% | 3.4% | 3.6% | 1.2% | 1.5% | 3.8% | 2.6% | |||||
Income Tax | 1.0% | 0.9% | 0.8% | 0.9% | 0.9% | 0.9% | 0.4% | 0.5% | 1.3% | 0.9% | |||||
Net Income - Company | 2.3% | 2.1% | 2.1% | 2.4% | 2.5% | 2.7% | 0.8% | 0.9% | 2.5% | 1.7% | |||||
Minority Interest - noncontrolling | 0.6% | 0.3% | 0.1% | 0.2% | 0.1% | 0.2% | 0.0% | 0.0% | 1.5% | 0.8% | |||||
Net Income - Controlling Shareholders(1) | 1.6% | 1.8% | 2.2% | 2.5% | 2.6% | 2.9% | 0.8% | 0.9% | 1.0% | 0.8% | |||||
EBITDA | 7.0% | 6.4% | 6.5% | 7.0% | 7.5% | 7.9% | 2.9% | 2.8% | 7.6% | 5.7% | |||||
Adjusted EBITDA (2) | 7.2% | 6.5% | 6.9% | 7.3% | 8.1% | 8.3% | 2.9% | 2.8% | 7.5% | 5.6% | |||||
(1) Net Income after noncontrolling shareholders | |||||||||||||||
(2) Adjusted EBITDA by excluding the Other Operating Revenue (Expenses), thereby eliminating nonrecurring income, expenses and other nonrecurring items. |
36
STATEMENT OF CASH FLOW | |||
(R$ million) | GPA Consolidated | ||
03.31.2014 | 03.31.2013 | ||
Net Income for the period | 338 | 275 | |
Adjustment for Reconciliation of Net Income | |||
Deferred Income Tax | 34 | 31 | |
Gain on disposal of fixed assets | 1 | 5 | |
Depreciation and Amortization | 217 | 214 | |
Interests and Exchange Variation | 286 | 209 | |
Adjustment to Present Value | 0 | 1 | |
Equity Income | (22) | (9) | |
Provision for Contingencies | 43 | 13 | |
Provision for low and losses of fixed assets | 0 | 3 | |
Share-Based Compensation | 18 | 14 | |
Allowance for Doubtful Accounts | 74 | 96 | |
Net profit/loss on shareholder interest | (4) | (10) | |
Net gains (losses) resulting from dilution of equity interest | - | (1) | |
Swap revenue | 45 | (17) | |
Deferred Revenue | 0 | - | |
1,030 | 823 | ||
Asset (Increase) Decreases | |||
Accounts Receivable | 36 | (370) | |
Inventories | (781) | 78 | |
Taxes recoverable | 42 | (20) | |
Related Parties | (2) | (22) | |
Other assets | - | - | |
Judicial Deposits | (23) | (3) | |
(727) | (337) | ||
Liability (Increase) Decrease | |||
Suppliers | (1,543) | (456) | |
Payroll and Charges | (15) | (19) | |
Taxes and Social Contribuitions Payable | (287) | (107) | |
Legal proceedings | (22) | (10) | |
Taxes and Contribuitions | (248) | (180) | |
(2,115) | (771) | ||
Net cash generated from (used in) operating activities | (1,812) | (284) | |
CASH FLOW FROM INVESTMENT AND FINANCING ACTIVITIES | |||
| |||
GPA Consolidated | |||
(R$ million) | 03.31.2014 | 03.31.2013 | |
Acquisition of Property and Equipment | (235) | (284) | |
Increase Intangible Assets | (41) | (24) | |
Sales of Property and Equipment | 11 | 16 | |
Net cash flow investment activities | (265) | (292) | |
Cash flow from financing activities | |||
Increase (Decrease) of Capital | 16 | 1 | |
Companies Acquisition | (4) | - | |
Funding and Refinancing | 1,536 | 1,121 | |
Payments | (2,000) | (1,133) | |
Interest Paid | (486) | (497) | |
Dividend Payments | (0) | (0) | |
Net Cash Generated from (used in) Financing Activities | (940) | (508) | |
Cash and cash equivalents at the beginning of the year | 8,367 | 7,086 | |
Cash and cash equivalents at the end of the year | 5,350 | 6,002 | |
Change in cash and cash equivalents | (3,017) | (1,084) |
37
BREAKDOWN OF GROSS SALES BY BUSINESS | |||||
(R$ million) | 1Q14 | % | 1Q13 | % | Δ |
Pão de Açucar (1) | 1,619 | 9.8% | 1,509 | 10.1% | 7.3% |
Extra Hiper | 3,481 | 21.0% | 3,511 | 23.4% | -0.9% |
Minimercado Extra | 150 | 0.9% | 92 | 0.6% | 62.7% |
Extra Supermercado | 1,261 | 7.6% | 1,235 | 8.2% | 2.0% |
Assaí | 1,972 | 11.9% | 1,427 | 9.5% | 38.2% |
Others Business (2) | 411 | 2.5% | 374 | 2.5% | 9.8% |
GPA Food | 8,893 | 53.6% | 8,149 | 54.4% | 9.1% |
Pontofrio | 1,502 | 9.1% | 1,483 | 9.9% | 1.3% |
Casas Bahia | 4,735 | 28.5% | 4,401 | 29.4% | 7.6% |
Nova Pontocom | 1,467 | 8.8% | 952 | 6.4% | 54.1% |
Via Varejo + Nova Pontocom | 7,704 | 46.4% | 6,836 | 45.6% | 12.7% |
GPA Consolidated | 16,597 | 100.0% | 14,984 | 100.0% | 10.8% |
(1) Includes Delivery sales. | |||||
(2) Includes Gas Station and Drugstores sales. | |||||
BREAKDOWN OF NET SALES BY BUSINESS | |||||
(R$ million) | 1Q14 | % | 1Q13 | % | Δ |
Pão de Açucar (1) | 1,489 | 9.9% | 1,360 | 10.2% | 9.5% |
Extra Hiper | 3,163 | 21.1% | 3,128 | 23.4% | 1.1% |
Minimercado Extra | 142 | 0.9% | 86 | 0.6% | 64.9% |
Extra Supermercado | 1,189 | 7.9% | 1,134 | 8.5% | 4.8% |
Assaí | 1,831 | 12.2% | 1,304 | 9.7% | 40.4% |
Others Business (2) | 408 | 2.7% | 370 | 2.8% | 10.1% |
GPA Food | 8,222 | 54.9% | 7,383 | 55.2% | 11.4% |
Pontofrio | 1,310 | 8.7% | 1,289 | 9.6% | 1.6% |
Casas Bahia | 4,132 | 27.6% | 3,855 | 28.8% | 7.2% |
Nova Pontocom | 1,308 | 8.7% | 857 | 6.4% | 52.6% |
Via Varejo + Nova Pontocom | 6,750 | 45.1% | 6,000 | 44.8% | 12.5% |
GPA Consolidated | 14,972 | 100.0% | 13,383 | 100.0% | 11.9% |
(1) Includes Delivery sales. | |||||
(2) Includes Gas Station and Drugstores sales. |
SALES BREAKDOWN (% of Net Sales) | |||||
GPA Consolidated | GPA Food | ||||
1Q14 | 1Q13 | 1Q14 | 1Q13 | ||
Cash | 42.7% | 42.9% | 53.5% | 53.7% | |
Credit Card | 47.6% | 47.4% | 38.1% | 38.2% | |
Food Voucher | 4.6% | 4.4% | 8.4% | 8.0% | |
Credit | 5.1% | 5.3% | 0.0% | 0.1% | |
Post-Dated Checks | 0.0% | 0.0% | 0.0% | 0.1% | |
Payment Book | 5.0% | 5.3% | - | - |
38
STORE OPENINGS/CLOSINGS BY BANNER | |||||||
12/31/2013 | Opened | Closed | 03/31/2014 | ||||
Pão de Açúcar | 168 | - | 2 | 166 | |||
Extra Hiper | 138 | 3 | - | 141 | |||
Extra Supermercado | 213 | - | - | 213 | |||
Minimercado Extra | 164 | 6 | 2 | 168 | |||
Assaí | 75 | 2 | - | 77 | |||
Other Business | 242 | 2 | 2 | 242 | |||
Gas Station | 85 | - | 2 | 83 | |||
Drugstores | 157 | 2 | - | 159 | |||
GPA Food | 1,000 | 13 | 6 | 1,007 | |||
Pontofrio | 397 | - | 4 | 393 | |||
Casas Bahia | 602 | 8 | 2 | 608 | |||
GPA Consolidated | 1,999 | 21 | 12 | 2,008 | |||
Sales Area ('000 m2 ) | |||||||
GPA Food | 1,670 | 1,694 | |||||
GPA Consolidated | 2,753 | 2,781 | |||||
# of employees ('000) | 156 | 157 |
39
1Q14 Results Conference Call and Webcast Wednesday, April 30, 2014 11:00 a.m. (Brasília time) | 10:00 a.m. (NY) | 3:00 p.m. (London) Conference call in Portuguese (original language) 55 11 2188-0155 Conference call in English (simultaneous translation) 1 646 843-6054 Webcast: http://www.gpari.com.br Replay 55 (11) 2188-0155 Access code for Portuguese audio: GPA Access code for English audio: GPA http://www.gpari.com.br |
Contacts
Media Relations - GPA Tel: 55 (11) 3886-3666 imprensa@grupopaodeacucar.com.br Media Relations - Via Varejo Tel: 55 (11) 4225-9228 imprensa@viavarejo.com.br Social Media News Room http://imprensa.grupopaodeacucar.com.br/category/gpa/ Twitter - Media @imprensagpa |
Investor Relations GPA Tel: 55 (11) 3886-0421 Fax: 55 (11) 3884-2677 gpa.ri@gpabr.com www.gpari.com.br
Tel: 55 (11) 4225-9516 Fax: 55 (11) 4225-9596 ri@viavarejo.com.br www.viavarejo.com.br/ri |
Casa do Cliente - Customer Service Pão de Açúcar: 0800-7732732/Extra: 0800-115060 |
The individual and parent company financial statements are presented in accordance with IFRS and the accounting practices adopted in Brazil and refer to the first quarter of 2014 (1Q14), except where stated otherwise, with comparisons in relation to the prior-year period Any and all non-accounting information or information based on non-accounting figures have not been reviewed by the independent auditors. The calculation of "EBITDA" is based on earnings before interest, taxes, depreciation and amortization. The base used to calculate "same-store" gross sales revenue is determined by the sales made in stores open for at least 12 consecutive months and that did not remain closed for seven or more consecutive days in the period. Acquisitions in their first 12 months of operation are not included in the same-store calculation base. GPA adopts the headline IPCA consumer price index as its benchmark inflation index, which is also used by the Brazilian Supermarkets Association (ABRAS), since it more accurately reflects the mix of products and brands sold by the Company. IPCA inflation in the 12 months ended March 2014 was 6.15%. |
About GPA: GPA is Brazil’s largest retailer, with a distribution network comprising approximately 2,000 points of sale as well as electronic channels. Established in 1948 in São Paulo, it maintains a head office in the city and operations in 19 Brazilian states and the Federal District of Brasília. With a strategy of focusing its decisions on the customer and better serving them based on their consumer profile in the wide variety of shopping experiences it offers, GPA adopts a multi-business and multi-channel platform with brick-and-mortar stores and e-commerce operations divided into four business units: Multivarejo, which operates the supermarket, hypermarket and neighborhood store formats as well as fuel stations and drugstores under the Pão de Açúcar and Extra banners, as well as GPA Malls, which is responsible for managing the Group's real estate assets, expansion projects and new store openings; Assaí, which operates in the cash and carry store segment; Via Varejo, with brick and mortar electronics and home appliance stores under the Casas Bahia and Pontofrio banners; and Nova Pontocom, with e-commerce operations through the sites pontofrio.com, casasbahia.com.br, extra.com.br, barateiro.com, partiuviagens.com.br and eHub.com.br. |
Disclaimer: Statements contained in this release relating to the business outlook of the Company, projections of operating/financial results, the growth potential of the Company and the market and macroeconomic estimates are mere forecasts and were based on the expectations of Management in relation to the Company’s future. These expectations are highly dependent on changes in the market, Brazil’s general economic performance, the industry and international markets, and are thus subject to change. |
40
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial information
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
1. Corporate information
Companhia Brasileira de Distribuição ("Company", “CBD” or “GPA”), directly or by its subsidiaries (“Group”) operates in the food retailer, clothing, home appliances, electronics and other products segment through its chain of hypermarkets, supermarkets, specialized and department stores principally under the trade names "Pão de Açúcar, "Extra Hiper", “Extra Super”, “Minimercado Extra”, “Assai”, “Ponto Frio” and “Casas Bahia", in addition to the e-commerce platforms “CasasBahia.com,” “Extra.com”, “Pontofrio.com”, “Barateiro.com”, “Partiuviagens.com” and “Conviva” which is the neighborhood’s mall brand. Its headquarters are located at São Paulo, SP, Brazil.
Founded in 1948, the Company has 156 thousand employees, 2,008 stores in 19 Brazilian states and in the Federal District and a logistics infrastructure comprised of 58 distribution centers located in 15 states and Federal District at March 31, 2014. The Company’s shares are listed in the Level 1 Corporate Governance trading segment of the São Paulo Stock Exchange (“BM&FBovespa”), code “PCAR4” and its shares are also listed on the New York Stock Exchange (ADR level III), code “CBD”, The Company is also listed on the Luxembourg Stock Exchange, however, with no shares traded.
The Company is controlled by Wilkes Participações S.A. ("Wilkes") that is a controlled of Casino Guichard Perrachon (“Casino”).
Corporate information about Morzan Empreendimentos e Participações Ltda.(“Morzan”) arbitration, appraisal of the net assets of the Association between CBD and Casas Bahia Comercial Ltda. (“CB”), acquisition of interest in Nova Pontocom Comércio Eletrônico S.A (“Nova Pontocom”) and acquisition of Indústria de Móveis Bartira Ltda. (“Bartira”), did not have any modification and were presented in the annual financial statements of 2013, in note 1.
a) Performance Commitment Agreement
Via Varejo S.A (“Via Varejo”), the Company, Casas Bahia and the Brazilian antitrust agency ("CADE") entered into the Performance Commitment Agreement ("TCD"), for the approval of the Partnership Agreement concluded between the Company and CB at December 4, 2009 and amended at July 1, 2010, which aims to establish actions that:
(i) prevent the unification of operations involving substantial elimination of competition;
(ii) ensure conditions for the existence of effective competition in the markets affected by the transaction;
(iii) ensure conditions for fast and efficient entry of competitors in these markets;
(iv) ensure that the benefits of the partnership are distributed fairly among the participants on the one hand, and final consumers, on the other, those specific markets.
In order to fulfill the objectives of the TCD, Via Varejo and its shareholders have a primary obligation to sell 74 stores, located in 54 municipal regions distributed in six States and the Federal District, which together accounted for approximately 3% of consolidated gross sales of Via Varejo at March 31.
Until the approval date of these quartely financial information, a total of 42 stores were sold and the precedent conditions set forth in the agreement defined at the TCD has not been approved by CADE and may impact the sale amount of the remaining stores. Thus, a provision of R$25,567 for the 32 stores not yet sold was recorded, which covers their fixed assets and the penalty that may be imposed to the Company by CADE if they are not sold.
CADE has inspected the obligations of the TCD, being the Company subject to present data and information that the authority considers necessary.
41
2. Basis of preparation
The consolidated quarterly financial information were prepared of according to the technical pronouncement IAS 34 - Interim Financial Reporting issued by the International Accounting Standard Board (“IASB”) and CPC 21(R1) - Interim Financial Reporting, issued by Comitê de Pronunciamentos Contábeis (“CPC”) and, approved by Brazilian Securities and Exchange Commission (“CVM”).
The individual quarterly financial information were prepared of according to the technical pronouncement CPC 21 (R1) approved by CVM and are presented in conjunction with consolidated quarterly financial information.
The quarterly financial information, of the parent company and consolidated are also being presented in accordance with regulations issued by the CVM, aplicable to the preparation of quarterly information.
In the case of GPA, the accounting practices adopted in Brazil applicable to the individual financial statements differ from IFRS applicable to separate financial statements only for the valuation of investments by the equity method in subsidiaries, joint ventures and associates, whereas under IFRS standards would be at cost or fair value.
The quarterly financial information, individual and consolidated, were prepared considering historical cost as basis for the amounts recorded and adjusted to fair value of financial assets and liabilities (including derivative instruments) measured at fair value through profit and loss.
The Company made certain reclassifications in the statements of income, cash flows and value added for the three-month period ended March 31, 2014, presented for comparative purposes, in order to adapt them to the presentation criteria adopted in the current quarter. The reclassification performed were:
a) Statement of income: reclassification from operational expenses to cost of goods sold, in the amount of R$53,215 (consolidated);
b) Statement of cash flows: reclassification from the account “accounts receivable” in the amount of R$89,419 (consolidated), to the account “allowance for doubtful accounts”, without net effect in cash flow from operating activities;
c) Statement of value added: reclassification from cost of goods sold to taxes, fees and contributions in the amount of R$414,948 (consolidated)
In cases when did not occur significant changes in the nature of the balances or Company´s accounting policies, the details disclosed in the annual financial statements as of December 31, 2013, were not fully disclosed in this quarterly financial information. Therefore, this quarterly financial information should be read in conjunction with the financial statements disclosed on February 14, 2014.
The quarterly financial information for the three-month period ended March 31, 2014 was approved by the Board of Directors at April 24, 2014.
42
3. Basis for consolidation
The basis of consolidation did not have any modification and was presented in the annual financial statements of 2013, in note 3.
a) Interest in subsidiaries and associated companies.
|
Investment interest - % | |||
|
03.31.2014 |
12.31.2013 | ||
Companies |
Company |
Indirect interest |
Company |
Indirect interest |
|
|
|
|
|
Subsidiaries |
|
|
|
|
Novasoc Comercial Ltda. (“Novasoc”) |
10.00 |
- |
10.00 |
- |
Sé Supermercados Ltda. (“Sé”) |
100.00 |
- |
100.00 |
- |
Sendas Distribuidora S.A. (“Sendas”) |
100.00 |
- |
100.00 |
- |
PA Publicidade Ltda. (“PA Publicidade”) |
100.00 |
- |
100.00 |
- |
Barcelona Comércio Varejista e Atacadista S.A. (“Barcelona”) |
82.75 |
17.25 |
82.75 |
17.25 |
CBD Holland B.V. |
100.00 |
- |
100.00 |
- |
CBD Panamá Trading Corp. |
- |
100.00 |
- |
100.00 |
Xantocarpa Participações Ltda. (“Xantocarpa”) |
- |
100.00 |
- |
100.00 |
Vedra Empreend. e Participações S.A. |
99.99 |
0.01 |
99.99 |
0.01 |
Bellamar Empreend. e Participações Ltda. |
100.00 |
- |
100.00 |
- |
Vancouver Empreend. e Participações Ltda. |
100.00 |
- |
100.00 |
- |
Bruxellas Empreend. e Participações S.A. |
99.99 |
0.01 |
99.99 |
0.01 |
Monte Tardeli Empreendimentos e Participações S.A. |
99.91 |
0.09 |
99.91 |
0.09 |
GPA Malls & Properties Gestão de Ativos e Serviços Imobiliários Ltda. (“GPA M&P”) |
100.00 |
- |
100.00 |
- |
GPA 2 Empreend. e Participações Ltda. |
99.99 |
0.01 |
99.99 |
0.01 |
GPA 4 Empreend. e Participações S.A. |
99.91 |
0.09 |
99.91 |
0.09 |
GPA 5 Empreend. e Participações S.A. |
99.91 |
0.09 |
99.91 |
0.09 |
GPA 6 Empreend. e Participações Ltda. ( GPA Logística e Transporte Ltda ) |
100.00 |
- |
99.99 |
0.01 |
ECQD Participações Ltda. |
100.00 |
|
100.00 |
- |
API SPE Planej. e Desenv. de Empreend. Imobiliários Ltda. |
100.00 |
- |
100.00 |
- |
Posto Ciara Ltda. |
- |
100.00 |
- |
100.00 |
Auto Posto Império Ltda. |
- |
100.00 |
- |
100.00 |
Auto Posto Duque Salim Maluf Ltda. |
- |
100.00 |
- |
100.00 |
Auto Posto Duque Santo André Ltda. |
- |
100.00 |
- |
100.00 |
Auto Posto Duque Lapa Ltda. |
- |
100.00 |
- |
100.00 |
Duque Conveniências Ltda. |
- |
100.00 |
- |
100.00 |
Lake Niassa Empreend. e Participações Ltda. |
- |
43.35 |
- |
43.35 |
Via Varejo S.A..(“Via Varejo”) |
43.35 |
- |
43.35 |
- |
Indústria de Móveis Bartira Ltda. (“Bartira”) |
- |
43.35 |
|
43.35 |
Globex Administração e Serviços Ltda. (“GAS”) |
- |
43.35 |
- |
43.35 |
43
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial information
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
3. Basis for consolidation – Continued
a) Interest in subsidiaries, associated companies and joint operations – Continued
|
03.31.2014 |
12.31.2013 | ||
Companies |
Company |
Indirect interest |
Company |
Indirect interest |
|
|
|
| |
Ponto Frio Adm. e Importação de |
- |
43.34 |
- |
43.34 |
Rio Expresso Com. Atacad. de Eletrodoméstico Ltda. |
- |
43.35 |
- |
43.35 |
Globex Adm. Consórcio Ltda. |
- |
43.35 |
- |
43.35 |
PontoCred Negócio de Varejo Ltda. |
- |
43.35 |
- |
43.35 |
Nova Extra Eletro Comercial Ltda (Átino Comunicação Ltda) |
- |
- |
0.10 |
43.31 |
Nova Pontocom Comércio Eletrônico S.A. (“Nova Pontocom”)(*) |
47.43 |
23.99 |
47.43 |
23.99 |
E-Hub Consult. Particip. e Com. S.A. |
- |
71.42 |
- |
71.42 |
Nova Experiência Pontocom S.A. |
- |
71.42 |
- |
71.42
|
Sabara S.A |
- |
43.35 |
- |
43.35 |
Casa Bahia Contact Center Ltda. |
- |
43.35 |
- |
43.35 |
|
|
|
|
|
Associated companies |
|
|
|
|
Financeira Itaú CBD S.A. - Crédito. Financiamento e Investimento (“FIC”) |
- |
41.93 |
- |
41.93 |
Banco Investcred Unibanco S.A. (“BINV”) |
- |
21.67 |
- |
21.67 |
FIC Promotora de Vendas Ltda. |
- |
41.93 |
- |
41.93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(*) Excluding Treasury shares.
All interests were calculated considering the percentages held by CBD or its subsidiaries. Except in cases in which CBD and its subsidiaries hold 100% of shareholders’ equity, the consolidation, being integral, does not reflect these percentages.
b) Associates - BINV and FIC
The Company’s investments FIC and BINV are accounted for under the equity method because these are entities over which the Company exercises significant influence, but not control, since (a) is a party of shareholders’ agreement, indicating a portion of the directors and having the right to veto certain relevant decisions, (b) although the operation and financial decisions of BINV and FIC belongs to Banco Itaú Unibanco S.A (“Itaú Unibanco”).
44
3. Basis for consolidation – Continued
FIC’s summarized interim financial information is as follows:
|
Consolidated | |
|
03.31.2014 |
12.31.2013 |
|
| |
Current assets |
3,500,558 |
3,521,684 |
Noncurrent assets |
21,416 |
32,209 |
Total assets |
3,521,974 |
3,553,893 |
|
| |
Current liabilities |
2,755,310 |
2,826,367 |
Noncurrent liabilities |
21,109 |
23,192 |
Shareholders |
745,555 |
704,434 |
Total liabilities and equity |
3,521,974 |
3,553,893 |
|
|
|
Income statement: |
03.31.2014 |
03.31.2013 |
Revenues |
241,122 |
203,123 |
Operating income |
76,150 |
12,997 |
Profit for the year |
41,224 |
6,783 |
For the purposes of calculating the investment, the investee’s equity should be deducted from the special goodwill reserve, which is the exclusive right of Itaú Unibanco.
4. Significant accounting policies
The main accounting policies adopted by the Company in the preparation of individual and consolidated quarterly financial information, are consistent with those adopted and disclosed in Note 4 of the financial statements for the year ended December 31, 2013, disclosed on February 14, 2014 and therefore should be read together.
5. Adoption of new standards issued but not yet effective.
a) Tax legislation
Provisional Measure 627/13 - in November 2013, the Provisional Measure - MP 627 was issued, introducing changes in the tax rules and eliminating the Transitional Tax System (“RTT”). The Company, supported by its external advisors, analyzed the provisions of this MP, the implications of early option exercise and the impacts in quarterly financial information March 31, 2014, concluding that there are no material effects to be recorded.This analysis should be reviewed by the management when enacted the Law, since there may be adjustments or changes in final wording.
b) Accounting Standards
It does not exists other standards and interpretations issued by IASB and CPC but not adopted that could, in management´s opinion, have significant impact in the income statement for the period or in the shareholders´ equity. Additionally, there are no significant impacts in the quarterly financial information in relation to the adoption of new standards, changes or interpretations of standards issued by IASB with mandatory application after January 1, 2014, as disclosed in the note 5 of the financial statements for the year ended December 31, 2013.
45
6. Significant accounting judgments, estimates and assumptions
Judgments, estimates and assumptions
The preparation of the individual and consolidated quarterly financial information requires Management to make judgments, estimates and assumptions that impact the reported amounts of revenue, expenses, assets and liabilities, and the disclosure of contingent liabilities at the end of the period; however, uncertainty about these assumptions and estimates could result in outcomes that require material adjustments to the carrying amount of the asset or liability impacted in future periods,
The significant assumptions and estimates for quartely financial information for the three-month period ended March 31, 2014 were the same as those adopted in the consolidated and individual financial statements for the year ended December 31, 2013, presented on February 14, 2014, and therefore, should be read together, except for the impairment test, which was not performed for this quarter, as described in notes 15 and 16.
7. Cash and cash equivalents
The information of cash and cash equivalentes was presented in the annual financial statements of 2013, in note 7.
|
|
Parent Company |
|
Consolidated | ||
|
Rate (*) |
3.31.2014 |
12.31.2013 |
|
3.31.2014 |
12.31.2013 |
|
|
|
|
|
|
|
Cash on hand and bank accounts |
57,343 |
115,112 |
|
253,519 |
343,114 | |
|
|
|
|
|
|
|
Financial investments: |
|
|
|
|
|
|
Itaú BBA |
100.9% |
38,972 |
527,521 |
|
591,978 |
778,881 |
Itaú – Delta Fund |
101.6% |
5,239 |
5,115 |
|
193,836 |
181,384 |
Banco do Brasil |
100.0% |
351,394 |
206,246 |
|
1,640,263 |
1,425,957 |
Bradesco |
101.3% |
29,560 |
824,736 |
445,631 |
2,051,130 | |
Santander |
102.1% |
394,474 |
322,548 |
748,190 |
995,568 | |
CEF |
101.0% |
13,351 |
99,031 |
13,351 |
732,424 | |
Votorantim |
101.7% |
194,937 |
101,436 |
416,203 |
439,082 | |
Safra |
102.0% |
136,468 |
356,477 |
481,233 |
645,197 | |
Credit Agricole |
102.6% |
97,368 |
127,731 |
299,068 |
362,996 | |
BNP |
101.7% |
4 |
105,100 |
224,526 |
279,469 | |
Other |
- |
15,086 |
60,167 |
|
42,661 |
131,974 |
|
|
1,334,196 |
2,851,220 |
|
5,350,459 |
8,367,176 |
(*) Weighted average rate of CDI
46
8. Trade accounts receivable
The information of trade accounts receivable was presented in the annual financial statements of 2013, in note 8.
Parent Company |
Consolidated | |||
3.31.2014 |
12.31.2013 |
3.31.2014 |
12.31.2013 | |
Credit card companies (a) |
45,826 |
82,554 |
189,465 |
276,262 |
Sales vouchers |
67,965 |
98,849 |
120,683 |
148,101 |
Consumer finance – “CDCI” |
- |
- |
2,244,559 |
2,249,407 |
Credit sales with post-dated checks |
1,562 |
2,076 |
2,086 |
3,018 |
Trade accounts receivable from wholesale customers |
- |
- |
13,999 |
18,394 |
Private label credit card |
11,149 |
13,545 |
11,143 |
13,539 |
Accounts receivable from related parties (Note 12 a) |
84,715 |
105,047 |
- |
- |
Present value adjustment (b) |
- |
- |
(6,912) |
(7,264) |
Allowance for doubtful accounts (c) |
(404) |
(2,600) |
(227,115) |
(228,733) |
Accounts receivable from suppliers |
28,586 |
13,000 |
35,888 |
18,205 |
Other |
- |
- |
26,218 |
24,737 |
Current |
239,399 |
312,471 |
2,410,014 |
2,515,666 |
Consumer finance – “CDCI” |
- |
- |
112,098 |
125,219 |
Allowance for doubtful accounts (c) |
- |
- |
(9,191) |
(10,320) |
Noncurrent |
- |
- |
102,907 |
114,899 |
|
| |||
239,399 |
312,471 |
2,512,921 |
2,630,565 |
(a) Credit card companies
At March 31, 2014 the Company and subsidiaries sell credit card receivables to banks or credit card companies in the amount of R$7,634,648 (R$6,460,415 at March 31, 2013) without recourse or obligation related.
(b) Present value adjustment
The credit sales with the same cash value were carried to their present value on the transactions dates. In the three-month period ended March 31, 2014 these rates averaged 0.87% per month (0.72% per month at December 31, 2013).
(c) Allowance for doubtful accounts
The allowance for doubtful accounts is based on average historical losses complemented by estimates of probable future losses:
|
Parent Company |
|
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
|
03.31.2014 |
12.31.2013 |
|
|
|
|
| |
At the beginning of the period |
(2,600) |
(81) |
|
(239,053) |
(198,480) |
Provision recorded in the period |
- |
(2,729) |
|
(99,244) |
(475,857) |
Allowance write-off |
2,196 |
210 |
|
101,991 |
435,284 |
At the end of the period |
(404) |
(2,600) |
|
(236,306) |
(239,053) |
|
|
|
|
| |
Current |
(404) |
(2,600) |
|
(227,115) |
(228,733) |
Noncurrent |
- |
- |
|
(9,191) |
(10,320) |
47
8. Trade accounts receivable - Continued
Below, the breakdown consolidated of accounts receivable by gross amount and maturity period:
|
|
|
Past-due receivables | |||
|
Total |
Falling due |
<30 days |
30-60 days |
61-90 days |
>90 days |
|
|
|
|
|
| |
03.31.2014 |
2,749,227 |
2,453,300 |
147,742 |
56,543 |
35,958 |
55,684 |
12.31.2013 |
2,869,618 |
2,565,483 |
162,755 |
56,635 |
36,265 |
48,480 |
9. Other accounts receivable
The information of other accounts receivable was presented in the annual financial statements of 2013, in note 10.
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
| |
Accounts receivable related to sale of fixed assets |
14,609 |
16,609 |
50,992 |
55,320 |
Expenses reimbursements |
- |
- |
12,704 |
20,556 |
Advances of rentals |
11,881 |
12,521 |
43,533 |
41,616 |
Accounts receivable – Audax |
6,819 |
7,491 |
12,115 |
13,028 |
Amounts to be reimbursed |
31,667 |
25,871 |
118,312 |
106,269 |
Trade accounts receivable from services |
- |
- |
1,673 |
2,366 |
Rental receivable |
15,867 |
15,455 |
24,149 |
22,346 |
Accounts receivable - Paes Mendonça |
- |
- |
527,747 |
514,615 |
Rede Duque |
- |
- |
49,255 |
49,255 |
Other |
901 |
1,281 |
49,090 |
31,931 |
|
81,744 |
79,228 |
889,570 |
857,302 |
|
|
|
| |
Current |
51,680 |
47,890 |
235,105 |
227,367 |
Noncurrent |
30,064 |
31,338 |
654,465 |
629,935 |
|
|
|
|
|
10. Inventories
The information of inventories was presented in the annual financial statements of 2013, in note 11.
|
Parent Company |
|
Consolidated | ||
|
3.31.2014 |
12.31.2013 |
3.31.2014 |
12.31.2013 | |
|
|||||
Stores |
1,509,133 |
1,425,069 |
3,719,873 |
3,597,410 | |
Distribution centers |
1,039,285 |
796,060 |
3,596,365 |
2,914,980 | |
Inventories in construction |
- |
- |
172,280 |
172,280 | |
Rebates in inventories |
(47,861) |
(43,130) |
(101,924) |
(78,830) | |
Provision for obsolescence/losses and breakage (a) |
(6,970) |
(12,390) |
(48,207) |
(52,016) | |
|
2,493,587 |
2,165,609 |
7,338,387 |
6,553,824 | |
|
|||||
Current |
2,493,587 |
2,165,609 |
7,166,107 |
6,381,544 | |
Noncurrent |
- |
- |
172,280 |
172,280 | |
48
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial information
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
10. Inventories - Continued
(a) Provision for obsolescence/losses and breakage
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
| |
At the beginning of the period |
(12,390) |
(8,141) |
(52,016) |
(53,126) |
Additions |
(703) |
(11,219) |
(5,558) |
(64,898) |
Write-offs |
6,123 |
6,970 |
9,367 |
66,008 |
At the end of the period |
(6,970) |
(12,390) |
(48,207) |
(52,016) |
|
|
|
|
11. Recoverable taxes
The information of recoverable taxes was presented in the annual financial statements of 2013, in note 12.
|
Parent Company |
Consolidated | ||
|
3.31.2014 |
12.31.2013 |
3.31.2014 |
12.31.2013 |
Current |
||||
State value-added tax on sales and services – ICMS (a) |
90,602 |
98,360 |
623,929 |
769,086 |
Social Integration Program/ Tax for Social Security Financing – PIS/COFINS |
- |
4,142 |
16,116 |
20,242 |
Income tax on Financial investments |
13,229 |
43,112 |
42,676 |
50,864 |
Income and Social Contribution taxes |
2,919 |
2,420 |
39,461 |
31,031 |
Social Security Contribution – INSS |
- |
- |
31,440 |
30,796 |
Other |
- |
- |
6,872 |
5,964 |
Total current |
106,750 |
148,034 |
760,494 |
907,983 |
Noncurrent |
||||
ICMS (a) |
275,942 |
279,457 |
1,169,428 |
1,088,787 |
PIS/COFINS |
- |
- |
275,936 |
254,228 |
Social Security Contribution - INSS |
71,421 |
71,423 |
86,726 |
86,006 |
Total noncurrent |
347,363 |
350,880 |
1,532,090 |
1,429,021 |
|
||||
Total |
454,113 |
498,914 |
2,292,584 |
2,337,004 |
(a) The full ICMS realization of this value will occur as follows:
In |
Parent Company |
Consolidated |
|
| |
Up to one year |
90,602 |
623,929 |
2015 |
76,131 |
409,036 |
2016 |
74,350 |
306,722 |
2017 |
55,095 |
315,338 |
2018 |
29,736 |
94,604 |
2019 |
31,660 |
33,625 |
2020 |
8,970 |
10,103 |
|
366,544 |
1,793,357 |
|
|
49
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial information
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
12. Related parties
The information of related parties was presented in the annual financial statements of 2013, in note 13.
a) Sales, purchases of goods, services and other operations
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
Customers |
|
|
|
|
Subsidiaries: |
||||
Novasoc Comercial |
33,641 |
36,386 |
- |
- |
Sé Supermercados |
9,163 |
13,166 |
- |
- |
Sendas Distribuidora |
37,318 |
49,856 |
- |
- |
Barcelona |
3,761 |
2,577 |
- |
- |
Via Varejo |
- |
2,197 |
- |
- |
Nova Pontocom |
832 |
865 |
- |
- |
84,715 |
105,047 |
- |
- | |
Suppliers |
||||
Controlling shareholder: |
||||
Casino |
2,352 |
1,450 |
2,365 |
1,450 |
Subsidiaries: |
||||
Novasoc Comercial |
16,334 |
20,234 |
- |
- |
Sé Supermercados |
602 |
2,235 |
- |
- |
Sendas Distribuidora |
28,409 |
44,417 |
- |
- |
Barcelona |
2,519 |
2,957 |
- |
- |
Xantocarpa |
400 |
1,356 |
- |
- |
Via Varejo |
1,382 |
3,151 |
- |
- |
Nova Pontocom |
765 |
928 |
- |
- |
Associated Companies: |
||||
FIC |
7,215 |
10,904 |
10,725 |
12,897 |
Other related parties: |
||||
Grupo Diniz (*) |
- |
1,706 |
- |
1,811 |
Globalbev Bebidas e Alimentos (*) |
- |
101 |
- |
285 |
Globalfruit (*) |
- |
44 |
- |
44 |
Bravo Café (*) |
- |
224 |
- |
225 |
Fazenda da Toca Ltda. (*) |
- |
185 |
- |
205 |
Indigo Distribuidora |
16 |
120 |
16 |
406 |
59,994 |
90,012 |
13,106 |
17,323 |
(*) Balances were presented until the date of settlement considering that they are no longer considered as related parties as per note 1(a) in the consolidated financial statements presented in December 31, 2013
50
12. Related parties – Continued
a) Sales, purchases of goods, services and other operations – Continued
|
Parent Company |
Consolidated | ||
|
3.31.2014 |
3.31.2013 |
3.31.2014 |
3.31.2013 |
Sales |
|
|
|
|
Subsidiaries: |
||||
Novasoc Comercial |
83,965 |
85,965 |
- |
- |
Sé Supermercados |
23,151 |
12,794 |
- |
- |
Sendas Distribuidora |
85,872 |
86,270 |
- |
- |
Via Varejo S.A. |
- |
92 |
- |
- |
Other |
39 |
- |
||
|
193,027 |
185,121 |
- |
- |
Purchases |
||||
Subsidiaries: |
||||
Novasoc Comercial |
992 |
1,417 |
- |
- |
Sé Supermercados |
361 |
60 |
- |
- |
Sendas Distribuidora |
73,011 |
61,633 |
- |
- |
E-Hub Consult. Particip. e Com. S.A. |
- |
612 |
- |
- |
Joint operation: |
||||
Indústria de Móveis Bartira Ltda. |
- |
- |
- |
128,844 |
Other related parties: |
||||
Globalbev Bebidas e Alimentos (*) |
- |
3,399 |
- |
4,416 |
Globalfruit (*) |
- |
1,667 |
- |
1,794 |
Bravo Café (*) |
- |
374 |
- |
374 |
Sykué Geração de Energia (*) |
- |
4,864 |
- |
9,297 |
Fazenda da Toca Ltda. (*) |
- |
1,703 |
- |
2,040 |
Indigo Distribuidora |
- |
16 |
- |
510 |
|
74,364 |
75,745 |
- |
147,275 |
(*) Balances were presented until the date of settlement considering that they are no longer considered as related parties as per note 1(a) in the consolidated financial statements presented in December 31, 2013
51
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial information
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
12. Related parties – Continued
a) Sales, purchases of goods, services and other operations – Continued
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
Assets |
||||
Controlling shareholder: |
||||
Casino |
11 |
2,738 |
12 |
3,404 |
Subsidiaries: |
- |
- |
- |
- |
Novasoc |
87,496 |
80,890 |
- |
- |
Sendas Distribuidora |
121,690 |
82,485 |
- |
- |
Xantocarpa |
21,929 |
21,873 |
- |
- |
Nova Pontocom |
268,664 |
259,553 |
- |
- |
GPA M&P |
25,840 |
25,808 |
- |
- |
Vancouver |
29,699 |
28,229 |
- |
- |
Posto Duque - Salim Maluf |
1,112 |
980 |
- |
- |
Posto GPA - Santo André |
578 |
503 |
- |
- |
Posto GPA - Império |
1,580 |
1,416 |
- |
- |
Posto Duque - Lapa |
697 |
651 |
- |
- |
Posto GPA - Ciara |
900 |
816 |
- |
- |
Vedra |
20 |
20 |
- |
- |
Barcelona |
105,000 |
105,000 |
- |
- |
Other |
426 |
349 |
- |
- |
Associated Companies: |
||||
FIC |
- |
- |
24,776 |
683 |
Other related parties: |
||||
Casa Bahia Comercial Ltda. |
- |
- |
105,225 |
134,112 |
Management of Nova Pontocom |
35,216 |
34,307 |
35,216 |
34,307 |
Rede Duque |
- |
- |
158 |
158 |
Instituto Grupo Pão de Açúcar |
- |
3 |
- |
- |
Other |
1,397 |
857 |
1,394 |
172 |
702,255 |
646,478 |
166,781 |
172,836 | |
Liabilities |
||||
Controlling shareholder:: |
||||
Wilkes participações |
387 |
- |
387 |
- |
Subsidiaries: |
||||
Sé Supermercados |
1,403,990 |
1,410,685 |
- |
- |
Barcelona |
374,411 |
430,549 |
- |
- |
Via Varejo |
331,489 |
339,862 |
- |
- |
Bellamar |
16,865 |
16,867 |
. |
. |
P.A. Publicidade |
22,770 |
19,863 |
- |
- |
Posto Duque – Loja Conveniência |
9 |
9 |
- |
- |
Associated companies: |
||||
FIC |
2,471 |
6,180 |
4,432 |
9,012 |
Other related parties: |
||||
Casa Bahia Comercial Ltda |
- |
- |
19,634 |
23,609 |
Instituto Grupo Pão de Açúcar |
42 |
- |
62 |
- |
2,152,434 |
2,224,015 |
24,515 |
32,621 |
52
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial information
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
12. Related parties – Continued
a) Sales, purchases of goods, services and other operations – Continued
Parent Company |
Consolidated | |||
Revenues (Expenses) |
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
Controlling shareholder: |
||||
Casino |
(6,190) |
(1,040) |
(6,235) |
(1,040) |
Wilkes Participações |
(1,107) |
(1,479) |
(1,107) |
(1,479) |
Subsidiaries: |
||||
Novasoc |
2,135 |
2,211 |
- |
- |
Sé Supermercados |
676 |
612 |
- |
- |
Sendas Distribuidora |
10,672 |
12,946 |
- |
- |
Associates: |
|
|||
FIC |
6,294 |
5,554 |
2,434 |
5,818 |
Dunnhumby |
- |
(292) |
- |
(292) |
Joint operation: |
|
|||
Indústria de Móveis Bartira Ltda. |
- |
- |
- |
(146) |
Other related parties: |
||||
Fundo Península |
- |
(38,164) |
- |
(40,021) |
Grupo Diniz (*) |
- |
(4,891) |
- |
(5,210) |
Sykué Consultoria em Energia Ltda. (*) |
- |
(158) |
- |
(405) |
Casa Bahia Comercial Ltda. |
- |
- |
(61,474) |
(44,120) |
Management of Nova Pontocom |
909 |
599 |
909 |
599 |
Axialent Consultoria (*) |
- |
(4) |
- |
(4) |
Habile Segurança e Vigilância Ltda. |
- |
- |
- |
(2,754) |
Pão de Açúcar S.A. Indústria e Comércio |
- |
(516) |
- |
(516) |
Audax SP |
- |
(3,715) |
- |
(4,532) |
Audax Rio |
- |
(816) |
- |
(2,398) |
Instituto Grupo Pão de Açúcar |
(1,742) |
- |
(1,742) |
- |
Viaw Consultoria Ltda (a) |
(135) |
- |
(1,112) |
- |
11,512 |
(29,153) |
(68,327) |
(96,500) |
(*) Balances were presented until the date of settlement considering that they are no longer considered as related parties as per note 1(a) in the consolidated financial statements presented in December 31, 2013
a) Consulting services
The company hired Viaw Consultoria Ltda. rendering services in the managerial Consulting area, as well as information technology area. The partner of Viaw is a member of the Board of directors of the Company.
b) Management, Fiscal Council and Audit Committee’s compensation
The expenses related to the compensation of senior management (officers appointed pursuant to the Bylaws, the Board of Directors and its advisory commitees) and Fiscal Council, recorded in the Company statement of income for the three-month period ended March 31, 2014 and 2013, were as follows:
|
In relation to total compensation at March 31, 2014 | |||
|
Base salary |
Variable compensation |
Stock option plan |
Total |
|
|
|
| |
Board of directors (**) |
1,241 |
- |
- |
1,241 |
Executive officers |
24,605 |
5,108 |
1,007 |
30,720 |
Fiscal council |
126 |
- |
- |
126 |
|
25,972 |
5,108 |
1,007 |
32,087 |
53
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial information
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
12. Related parties – Continued
b) Management and Fiscal Council’s compensation - Continued
|
In relation to total compensation at March 31, 2013 | |||
|
Base salary |
Variable compensation |
Stock option plan |
Total |
|
|
|
| |
Board of directors (*) |
1,608 |
- |
- |
1,608 |
Executive officers |
3,349 |
4,956 |
2,743 |
11,048 |
Fiscal council |
126 |
- |
- |
126 |
|
5,083 |
4,956 |
2,743 |
12,782 |
(*) Compensation according to the number of attendances at meetings.
(**) The remuneration of the advisory committees of the Board of Directors (Human Resources and Compensation, Audit, Finance, Sustainable Development and Corporate Governance) is included in this line;
54
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial information
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
13. Investments
The information of investiments was presented in the annual financial statements of 2013, in note 14.
a) Breakdown of investments
|
|
|
Parent Company | |||||||||
|
Sé |
Sendas |
Novasoc |
Via Varejo |
Nova Pontocom |
NCB |
Barcelona |
Bellamar |
GPA M&P |
API SPE |
Other |
Total |
Balances at 12.31.2012 |
2,784,948 |
1,550,658 |
126,546 |
1,560,398 |
25,840 |
474,751 |
740,852 |
232,744 |
154,320 |
16,185 |
107,008 |
7,774,250 |
Additions |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
89 |
89 |
Equity accounting |
157 |
34,559 |
4,386 |
77,518 |
(10,434) |
(5,272) |
9,686 |
15,343 |
(979) |
(18) |
(1,637) |
123,309 |
Gain in equity interest |
- |
- |
- |
53 |
8 |
- |
20 |
- |
- |
- |
1 |
82 |
Balances at 03.31.2014 |
2,785,105 |
1,585,217 |
130,932 |
1,637,969 |
15,414 |
469,479 |
750,558 |
248,087 |
153,341 |
16,167 |
105,461 |
7,897,730 |
55
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
13. Investments – Continued
a) Breakdown of investments – Continued
|
Consolidated | |||
|
FIC |
BINV |
Other |
Total |
Balances at 12.31.2013 |
289,805 |
19,260 |
463 |
309,528 |
Share of profit in associate |
21,423 |
259 |
- |
21,682 |
Dividends receivable |
- |
(257) |
- |
(257) |
Balances at 3.31.2014 |
311,228 |
19,262 |
463 |
330,953 |
|
|
|
|
14. Business combinations
The information of business combinations was presented in the annual financial statements of 2013, in note 15.
15. Property and equipment
The information of property and equipment was presented in the annual financial statements of 2013, in note 16.
a) Parent Company
|
Balance at : |
|
|
|
|
Balance at: |
|
12.31.2013 |
Additions |
Depreciation |
Write-offs |
Transfers |
03.31.2014 |
|
|
|
|
|
| |
Land |
1,198,468 |
- |
- |
- |
226 |
1,198,694 |
Buildings |
1,928,702 |
1,045 |
(14,371) |
- |
- |
1,915,376 |
Leasehold improvements |
1,513,578 |
469 |
(26,580) |
(136) |
89,731 |
1,577,062 |
Machinery and equipment |
765,647 |
39,714 |
(33,736) |
(1,736) |
450 |
770,339 |
Facilities |
155,906 |
3,247 |
(3,926) |
(40) |
5,932 |
161,119 |
Furniture and fixtures |
293,472 |
13,092 |
(10,019) |
(443) |
205 |
296,307 |
Vehicles |
17,917 |
1,402 |
(1,121) |
(823) |
- |
17,375 |
Construction in progress |
131,060 |
34,906 |
- |
- |
(95,772) |
70,194 |
Other |
37,855 |
2,504 |
(2,948) |
- |
(906) |
36,505 |
|
6,042,605 |
96,379 |
(92,701) |
(3,178) |
(134) |
6,042,971 |
- |
- |
- |
- |
- |
- | |
Financial lease |
- |
|
|
|
|
|
Hardware |
12,617 |
- |
(1,584) |
- |
- |
11,033 |
Buildings |
19,593 |
- |
(268) |
- |
- |
19,325 |
|
32,210 |
- |
(1,852) |
- |
- |
30,358 |
Total |
6,074,815 |
96,379 |
(94,553) |
(3,178) |
(134) |
6,073,329 |
|
|
|
|
|
|
56
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
15. Property and equipment - Continued
|
Balance at 03.31.2014 |
Balance at 12.31.2013 | ||||
|
Cost |
Accumulated depreciation |
Net |
Cost |
Accumulated depreciation |
Net |
|
|
|
|
|
| |
Land |
1,198,694 |
- |
1,198,694 |
1,198,468 |
- |
1,198,468 |
Buildings |
2,771,696 |
(856,320) |
1,915,376 |
2,770,650 |
(841,948) |
1,928,702 |
Leasehold improvements |
2,736,364 |
(1,159,302) |
1,577,062 |
2,649,493 |
(1,135,915) |
1,513,578 |
Machinery and equipment |
1,733,528 |
(963,189) |
770,339 |
1,701,269 |
(935,622) |
765,647 |
Facilities |
373,332 |
(212,213) |
161,119 |
364,411 |
(208,505) |
155,906 |
Furniture and fixtures |
680,431 |
(384,124) |
296,307 |
668,947 |
(375,475) |
293,472 |
Vehicles |
26,555 |
(9,180) |
17,375 |
27,158 |
(9,241) |
17,917 |
Construction in progress |
70,194 |
- |
70,194 |
131,060 |
- |
131,060 |
Other |
94,571 |
(58,066) |
36,505 |
92,988 |
(55,133) |
37,855 |
|
9,685,365 |
(3,642,394) |
6,042,971 |
9,604,444 |
(3,561,839) |
6,042,605 |
|
|
|
- |
- |
- | |
Financial lease |
|
|
|
- |
- |
- |
Hardware |
31,687 |
(20,654) |
11,033 |
31,687 |
(19,070) |
12,617 |
Buildings |
34,447 |
(15,122) |
19,325 |
34,448 |
(14,855) |
19,593 |
|
66,134 |
(35,776) |
30,358 |
66,135 |
(33,925) |
32,210 |
Total |
9,751,499 |
(3,678,170) |
6,073,329 |
9,670,579 |
(3,595,764) |
6,074,815 |
b) Consolidated
|
Balance at: |
|
|
|
|
Balance at: |
|
12.31.2013 |
Additions |
Depreciation |
Write-offs |
Transfers |
03.31.2014 |
|
|
|
|
|
|
|
Land |
1,411,882 |
306 |
- |
- |
(660) |
1,411,528 |
Buildings |
2,016,452 |
8,596 |
(15,660) |
- |
65,289 |
2,074,677 |
Leasehold improvements |
2,787,342 |
44,504 |
(47,615) |
1,044 |
62,408 |
2,847,683 |
Machinery and equipment |
1,444,434 |
63,245 |
(66,642) |
(2,541) |
4,666 |
1,443,162 |
Facilities |
325,871 |
11,406 |
(8,609) |
(43) |
8,568 |
337,193 |
Furniture and fixtures |
527,510 |
24,715 |
(17,464) |
(491) |
6,914 |
541,184 |
Vehicles |
166,581 |
2,085 |
(4,636) |
(8,511) |
18 |
155,537 |
Construction in progress |
208,960 |
77,364 |
- |
(3) |
(148,306) |
138,015 |
Other |
67,407 |
5,476 |
(5,634) |
(2) |
(420) |
66,827 |
|
8,956,439 |
237,697 |
(166,260) |
(10,547) |
(1,523) |
9,015,806 |
|
|
|
|
|
|
|
Financial lease |
|
|
|
|
|
|
Equipment |
19,618 |
- |
(811) |
- |
(1) |
18,806 |
Hardware |
43,643 |
- |
(4,677) |
- |
(3) |
38,963 |
Facilities |
934 |
- |
(28) |
- |
- |
906 |
Furniture and fixtures |
7,720 |
- |
(301) |
- |
(3) |
7,416 |
Vehicles |
1,103 |
- |
(17) |
(114) |
9 |
981 |
Buildings |
24,143 |
- |
(364) |
- |
- |
23,779 |
97,161 |
- |
(6,198) |
(114) |
2 |
90,851 | |
Total |
9,053,600 |
237,697 |
(172,458) |
(10,661) |
(1,521) |
9,106,657 |
|
|
|
|
|
|
The column “transfers” is mainly impacted by transfers to intangible assets.
57
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
15. Property and equipment – Continued
b) Consolidated – Continued
|
Balance at 03.31.2014 |
Balance at 12.31.2013 | ||||
|
Cost |
Accumulated depreciation |
Net |
Cost |
Accumulated depreciation |
Net |
|
|
|
|
|
| |
Land |
1,411,528 |
- |
1,411,528 |
1,411,882 |
- |
1,411,882 |
Buildings |
2,995,564 |
(920,887) |
2,074,677 |
2,921,600 |
(905,148) |
2,016,452 |
Leasehold improvements |
4,499,689 |
(1,652,006) |
2,847,683 |
4,396,106 |
(1,608,764) |
2,787,342 |
Machinery and equipment |
2,867,703 |
(1,424,541) |
1,443,162 |
2,809,446 |
(1,365,012) |
1,444,434 |
Facilities |
649,940 |
(312,747) |
337,193 |
630,753 |
(304,882) |
325,871 |
Furniture and fixtures |
1,062,651 |
(521,467) |
541,184 |
1,033,295 |
(505,785) |
527,510 |
Vehicles |
220,251 |
(64,714) |
155,537 |
231,440 |
(64,859) |
166,581 |
Construction in progress |
138,015 |
- |
138,015 |
208,960 |
- |
208,960 |
Other |
163,414 |
(96,587) |
66,827 |
158,512 |
(91,105) |
67,407 |
|
14,008,755 |
(4,992,949) |
9,015,806 |
13,801,994 |
(4,845,555) |
8,956,439 |
|
|
|
|
|
| |
Financial lease |
|
|
|
|
|
|
Equipment |
36,472 |
(17,666) |
18,806 |
36,473 |
(16,855) |
19,618 |
Hardware |
182,525 |
(143,562) |
38,963 |
182,516 |
(138,873) |
43,643 |
Facilities |
1,858 |
(952) |
906 |
1,858 |
(924) |
934 |
Furniture and fixtures |
15,144 |
(7,728) |
7,416 |
15,147 |
(7,427) |
7,720 |
Vehicles |
1,584 |
(603) |
981 |
1,746 |
(643) |
1,103 |
Buildings |
43,403 |
(19,624) |
23,779 |
43,403 |
(19,260) |
24,143 |
|
280,986 |
(190,135) |
90,851 |
281,143 |
(183,982) |
97,161 |
|
|
|
|
|
|
|
Total |
14,289,741 |
(5,183,084) |
9,106,657 |
14,083,137 |
(5,029,537) |
9,053,600 |
c) Capitalized borrowing costs
The amount of the capitalized borrowing costs for the three-month ended of March 31, 2014 was R$2,745 (R$3,840 for the three-months period ended March 31, 2013). The rate used to determine the borrowing costs eligible for capitalization was 105.17% of CDI, corresponding to the effective interest rate of the Company’s borrowings.
58
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
15. Property and equipment – Continued
d) Additions to the property and equipment
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
|
|
|
| |
Additions |
96,379 |
190,183 |
237,697 |
370,732 |
Capitalized interest |
(1,674) |
(3,249) |
(2,745) |
(3,840) |
Real estate financing - Additions (i) |
- |
(57,255) |
- |
(83,255) |
Total |
94,705 |
129,679 |
234,952 |
283,637 |
|
|
|
|
(i) Additions to property and equipment are presented to demonstrate the amout paid during the period. On March 31, 2014 there was no change in the parent company and consolidaded amount (R$57,255 in the parent company and R$83.255 in the consolidated at March 31,2013), referring to acquisitions of property and equipment through finance leases and acquisition of real estate (including land) in installments, as they did not involve cash disbursement on the date of acquisition. The payments are related to properties acquired by installments whose maturity is less than 90 days from date of purchase.
e) Other information
At March 31, 2014, the Company and its subsidiaries recorded in the cost of goods sold and services rendered the amount of R$9,982(R$8,959 at March 31, 2013) in parent company and R$25,882 (R$18,605 at March 31, 2013) in consolidated referring to the depreciation of its fleet of trucks, equipment, buildings and facilities related to the distribution centers.
The Company has not identified evidence on the items of its property and equipment which require a provision for impairment at March 31, 2014.
59
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
16. Intangible assets
The information of intangible assets was presented in the annual financial statements of 2013, in note 17.
a) Parent company
|
Balance at: |
|
|
|
Balance at: |
|
12.31.2013 |
Additions |
Amortization |
Write-offs |
03.31.2014 |
|
|
|
|
|
|
|
|
|
|
| |
Goodwill – home appliances |
179,064 |
- |
- |
- |
179,064 |
Goodwill – retail |
355,412 |
- |
- |
- |
355,412 |
Commercial rights – retail |
41,512 |
- |
- |
- |
41,512 |
Software and implementation |
551,167 |
19,192 |
(21,233) |
(22) |
549,104 |
|
1,127,155 |
19,192 |
(21,233) |
(22) |
1,125,092 |
|
|
|
|
|
|
Balance at 03.31.2014 |
Balance at 12.31.2013 | ||||
|
Cost |
Accumulated amortization |
Net |
Cost |
Accumulated amortization |
Net |
|
|
|
|
|
| |
Goodwill – home appliances |
179,064 |
- |
179,064 |
179,064 |
- |
179,064 |
Goodwill – retail |
1,073,990 |
(718,578) |
355,412 |
1,073,990 |
(718,578) |
355,412 |
Commercial rights – retail |
41,512 |
- |
41,512 |
41,512 |
- |
41,512 |
Software and implementation |
851,281 |
(302,177) |
549,104 |
832,123 |
(280,956) |
551,167 |
|
2,145,847 |
(1,020,755) |
1,125,092 |
2,126,689 |
(999,534) |
1,127,155 |
|
|
|
|
|
|
b) Consolidated
|
Balance at: |
|
|
|
|
Balance at: |
|
12.31.2013 |
Additions |
Amortization |
Write-offs |
Transfers |
03.31.2014 |
|
|
|
|
|
| |
Goodwill – cash and carry |
361,567 |
- |
- |
- |
- |
361,567 |
Goodwill – home appliances |
895,582 |
- |
- |
- |
- |
895,582 |
Goodwill – retail |
746,965 |
- |
- |
- |
- |
746,965 |
Brand– cash and carry |
38,639 |
- |
- |
- |
- |
38,639 |
Brand– home appliances |
2,061,077 |
- |
- |
- |
- |
2,061,077 |
Commercial rights – home appliances |
577,141 |
- |
(1,759) |
- |
(18) |
575,364 |
Commercial rights – retail |
43,002 |
- |
- |
- |
1,490 |
44,492 |
Commercial rights - cash and carry |
28,842 |
- |
- |
- |
- |
28,842 |
Customer relationship – home appliances |
5,998 |
- |
(1,571) |
- |
- |
4,427 |
Lease agreement –stores under advantageous condition |
137,930 |
- |
(10,530) |
- |
- |
127,400 |
Software |
727,163 |
41,050 |
(28,292) |
(21) |
(24) |
739,876 |
Software CL |
76,751 |
- |
(2,558) |
- |
- |
74,193 |
Total intangible assets |
5,700,657 |
41,050 |
(44,710) |
(21) |
1,448 |
5,698,424 |
|
|
|
|
|
|
60
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
16. Intangible assets – Continued
|
Balance at 03.31.2014 |
Balance at 12.31.2013 | ||||
|
Cost |
Accumulated amortization |
Net |
Cost |
Accumulated amortization |
Net |
|
|
|
|
|
| |
Goodwill – cash and carry |
371,008 |
(9,441) |
361,567 |
371,008 |
(9,441) |
361,567 |
Goodwill – home appliances |
895,582 |
- |
895,582 |
895,582 |
- |
895,582 |
Goodwill – retail |
1,848,403 |
(1,101,438) |
746,965 |
1,848,403 |
(1,101,438) |
746,965 |
Brand– cash and carry |
38,639 |
- |
38,639 |
38,639 |
- |
38,639 |
Brand – home appliances |
2,061,077 |
- |
2,061,077 |
2,061,077 |
- |
2,061,077 |
Commercial rights – home appliances |
635,570 |
(60,206) |
575,364 |
635,557 |
(58,416) |
577,141 |
Commercial rights – retail |
44,492 |
- |
44,492 |
43,002 |
- |
43,002 |
Commercial rights - cash and carry |
28,842 |
- |
28,842 |
28,842 |
- |
28,842 |
Customer relationship– home appliances |
34,268 |
(29,841) |
4,427 |
34,268 |
(28,270) |
5,998 |
Advantageous furniture supply agreement – Bartira |
221,214 |
(221,214) |
- |
221,214 |
(221,214) |
- |
Lease agreement –stores under advantageous condition |
292,040 |
(164,640) |
127,400 |
292,040 |
(154,110) |
137,930 |
Software |
1,134,468 |
(394,592) |
739,876 |
1,093,451 |
(366,288) |
727,163 |
Software CL |
81,266 |
(7,073) |
74,193 |
81,265 |
(4,514) |
76,751 |
Total intangible assets |
7,686,869 |
(1,988,445) |
5,698,424 |
7,644,348 |
(1,943,691) |
5,700,657 |
|
|
|
|
|
|
c) Impairment testing of goodwill and intangible assets
The goodwill and intangible assets were tested for impairment as of December 31, 2013 according to the method described in note 4 - Significant accounting policies, in the financial statements of December 31, 2013, released on February 14, 2014.
As a result of the impairment tests conducted in 2013 and because no evidence of nonrecovery in March 31, 2014, the Company did not recognize losses for impairment. For the year ending December 31, 2014, Company’s Management will perform new impairment tests for all goodwill and intangible assets recognized until this date.
d) Additions to intangible assets
There were no non-cash transactions in the group of intangible assets to the parent company and consolidated for the quarter ended March 31, 2014 and 2013.
17. Trade accounts payable
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
| |
Merchandise suppliers |
2,389,358 |
2,878,804 |
7,382,222 |
8,833,380 |
Service suppliers |
77,442 |
189,216 |
216,251 |
489,671 |
Accounts receivable from vendors (a) |
(344,864) |
(436,316) |
(593,708) |
(775,507) |
|
2,121,936 |
2,631,704 |
7,004,765 |
8,547,544 |
| ||||
(a) Accounts receivable from vendors
Includes rebates obtained from suppliers registered as a reduction of the amounts payable to suppliers, as established in agreements.
61
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
18. Loans and financing
The information of loans and financing was presented in the annual financial statements of 2013, in note 19.
a) Debt breakdown
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
|
|
Current |
|
|
|
|
Debentures (j) |
|
|
|
|
Debentures |
278,459 |
1,033,189 |
695,918 |
1,250,205 |
Borrowing cost |
(3,950) |
(4,714) |
(4,475) |
(5,312) |
|
274,509 |
1,028,475 |
691,443 |
1,244,893 |
|
|
|
|
|
Loans and financing |
|
|
|
|
Local currency |
|
|
|
|
BNDES (f) |
90,462 |
90,587 |
106,042 |
110,911 |
IBM |
- |
- |
26,829 |
23,817 |
Working capital (d) |
348,093 |
679,517 |
557,238 |
822,070 |
Direct consumer credit - CDCI (d) (e) |
|
- |
2,666,654 |
2,726,425 |
Financial lease (Note 24) |
25,382 |
28,124 |
46,851 |
56,330 |
Swap contracts (d), (h) |
- |
(12,384) |
- |
(12,384) |
Borrowing cost |
(2,689) |
(3,583) |
(3,981) |
(5,179) |
|
461,248 |
782,261 |
3,399,633 |
3,721,990 |
Foreign currency |
|
|
|
|
Working capital (d) |
232,314 |
238,955 |
232,314 |
293,949 |
Swap contracts (d), (h) |
(64,199) |
(75,802) |
(64,199) |
(89,414) |
|
168,115 |
163,153 |
168,115 |
204,535 |
Total current |
903,872 |
1,973,889 |
4,259,191 |
5,171,418 |
|
|
|
|
62
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
18. Loans and financing – Continued
a) Debt breakdown – Continued
|
Parent Company |
Consolidated | ||
Noncurrent |
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
|
|
Debentures (i) |
|
|
|
|
Debentures |
2,000,000 |
2,000,000 |
2,400,000 |
2,600,000 |
Borrowing cost |
(772) |
(1,295) |
(856) |
(1,456) |
|
1,999,228 |
1,998,705 |
2,399,144 |
2,598,544 |
|
|
|
|
|
Loans and financing |
|
|
|
|
Local currency |
|
|
|
|
BNDES (f) |
159,670 |
179,394 |
182,717 |
200,524 |
IBM |
- |
- |
85,175 |
95,822 |
Working capital (d) |
1,083,151 |
855,398 |
1,253,151 |
1,105,399 |
Direct consumer credit - CDCI (d) (e) |
- |
- |
125,799 |
140,603 |
Financial lease (Note 24) |
119,617 |
124,847 |
194,834 |
198,511 |
Swap contracts (d), (h) |
(11,187) |
(11,742) |
(11,187) |
(11,742) |
Borrowing cost |
(5,029) |
(4,130) |
(6,595) |
(5,811) |
|
1,346,222 |
1,143,767 |
1,823,894 |
1,723,306 |
|
|
|
|
|
Foreign currency |
|
|
|
|
Working capital (d) |
284,475 |
- |
284,475 |
- |
Swap contracts (d), (h) |
17,289 |
- |
17,289 |
- |
|
301,764 |
- |
301,764 |
- |
|
|
|
|
|
Total noncurrent |
3,647,214 |
3,142,472 |
4,524,802 |
4,321,850 |
b) Loans breakdown
|
Parent Company |
Consolidated |
03.31.2014 |
03.31.2014 | |
At December 31, 2013 |
5,116,360 |
9,493,268 |
Additions |
330,027 |
1,535,634 |
Accrued interest |
104,733 |
213,632 |
Swap |
38,559 |
37,383 |
Mark to Market |
(52) |
(53) |
Monetary and exchange variation |
(20,829) |
(18,529) |
Borrowing cost |
3,385 |
3,953 |
Interest paid |
(378,578) |
(485,872) |
Payments |
(642,519) |
(1,995,423) |
At March 31, 2014 |
4,551,086 |
8,783,993 |
c) Maturity schedule of loans and financing recorded in noncurrent liabilities
Year |
Parent Company |
Consolidated |
2015 |
2,423,574 |
3,022,955 |
2016 |
299,228 |
332,525 |
2017 |
790,151 |
944,458 |
After 2017 |
140,062 |
232,315 |
Subtotal |
3,653,015 |
4,532,253 |
|
| |
Borrowing cost |
(5,801) |
(7,451) |
Total |
3,647,214 |
4,524,802 |
63
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
18. Loans and financing – Continued
d) Financing of working capital, swap and direct consumer credit – CDCI
Parent Company |
Consolidated | ||||
Debt |
Rate* |
3.31.2014 |
12.31.2013 |
3.31.2014 |
12.31.2013 |
Local currency |
|||||
Banco do Brasil |
11.58% per year |
197,096 |
386,471 |
197,096 |
386,471 |
Banco do Brasil |
108.18% of CDI |
805,647 |
761,675 |
2,157,241 |
2,226,792 |
Bradesco |
110.50% of CDI |
- |
- |
682,345 |
605,975 |
Safra |
108.99 of CDI |
396,633 |
386,769 |
1,534,292 |
386,769 |
Safra |
CDI + 0.85 per year |
- |
- |
- |
1,188,489 |
IBM |
100% of CDI (-) 0.26% |
31,868 |
- |
31,868 |
- |
1,431,244 |
1,534,915 |
4,602,842 |
4,794,496 | ||
Current |
348,093 |
679,517 |
3,223,892 |
3,548,495 | |
Noncurrent |
1,083,151 |
855,398 |
1,378,950 |
1,246,001 | |
Foreign currency |
|||||
Citibank |
(Libor USD+ 1.45%) per year |
- |
- |
- |
54,993 |
Itaú BBA |
USD + 3.48% per year |
230,596 |
238,199 |
230,596 |
238,199 |
Santander |
USD + 0.65% per year |
733 |
756 |
733 |
757 |
JP Morgan |
USD + 1.44% per year |
113,178 |
- |
113,178 |
- |
Tokyo |
USD + 2.35% per year |
172,282 |
- |
172,282 |
- |
516,789 |
238,955 |
516,789 |
293,949 | ||
Current |
232,314 |
238,955 |
232,314 |
293,949 | |
Noncurrent |
284,475 |
- |
284,475 |
- | |
Swap contracts |
|||||
Citibank |
105.00% of CDI |
- |
- |
- |
(13,611) |
Itaú BBA |
100.00% of CDI |
(64,199) |
(75,803) |
(64,199) |
(75,803) |
Banco do Brasil |
102.00% of CDI |
(11,187) |
(24,125) |
(11,187) |
(24,126) |
JP Morgan |
103.50% of CDI |
5,592 |
- |
5,592 |
- |
Tokyo |
105.85% of CDI |
11,697 |
- |
11,697 |
- |
(58,097) |
(99,928) |
(58,097) |
(113,540) | ||
Current |
(64,199) |
(88,186) |
(64,199) |
(101,798) | |
Noncurrent |
6,102 |
(11,742) |
6,102 |
(11,742) | |
- |
|||||
1,889,936 |
1,673,942 |
5,061,534 |
4,974,905 |
(*) Weighted average rate per year.
e) Direct consumer credit - CDCI
The average financial charges are 110.3% of the CDI (110.8% at December 31, 2013). In these contracts, the Company retains substantially all the risks and benefits related to loans financed, guaranteed by assignment of receivables.
64
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
18. Loans and financing – Continued
f) BNDES
|
|
|
|
Parent Company |
Consolidated | ||
Annual financial charges |
Number of monthly installments |
Issue date |
Maturity |
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
|
||||
3% per year |
96 |
Sep/13 |
Apr/23 |
- |
- |
2,715 |
2,715 |
3% per year |
96 |
Oct/13 |
Apr/23 |
- |
- |
135 |
135 |
3% per year |
96 |
Dec/13 |
Apr/23 |
- |
- |
14 |
14 |
3% per year |
96 |
Sep/13 |
May/23 |
- |
- |
1,091 |
1,591 |
3% per year |
96 |
Aug/13 |
Jul/23 |
- |
- |
955 |
955 |
3% per year |
96 |
Feb/14 |
Mar/23 |
- |
- |
887 |
- |
4.5% per year |
11 |
Sep/09 |
Nov/14 |
- |
- |
10 |
13 |
Long-term interest rate(TJLP) + 3.6% |
60 |
Jul/10 |
Dec/16 |
225,542 |
246,102 |
225,542 |
246,102 |
4.5% per year |
60 |
Feb/11 |
Dec/16 |
21,886 |
23,879 |
21,886 |
23,879 |
4.5% per year |
96 |
Jan/14 |
May/23 |
844 |
- |
844 |
- |
4.5% per year |
96 |
Mar/14 |
May/23 |
1,860 |
- |
1,860 |
- |
TJLP + 1.9% |
30 |
May/11 |
Jun/14 |
- |
- |
2,821 |
5,643 |
TJLP + 1.9% per year plus 1% per year |
30 |
May/11 |
Jun/14 |
- |
- |
1,210 |
2,420 |
TJLP + 3.5% per year plus 1% per year |
30 |
May/11 |
Jun/14 |
- |
- |
1,008 |
2,018 |
TJLP + 2.5% per year |
24 |
Sep/12 |
Aug/15 |
- |
- |
14,395 |
16,934 |
2.5% per year |
96 |
Jun/13 |
Jan/23 |
- |
- |
2,291 |
2,291 |
2.5% per year |
96 |
Jul/13 |
Jan/23 |
- |
- |
2,306 |
2,306 |
3% per year |
96 |
Jul/13 |
Mar/23 |
- |
- |
270 |
270 |
2.5% per year |
96 |
Aug/13 |
Jan/23 |
- |
- |
1,254 |
1,254 |
2.5% per year |
96 |
Sep/13 |
Jan/23 |
- |
- |
165 |
165 |
2.5% per year |
96 |
Oct/13 |
Jan/23 |
- |
- |
1,213 |
1,214 |
2.5% per year |
96 |
Dec/13 |
Jan/23 |
- |
- |
554 |
553 |
2.5% per year |
96 |
Jan/14 |
Jan/23 |
- |
- |
511 |
- |
2.5% per year |
96 |
Feb/14 |
Jan/23 |
- |
- |
2,703 |
- |
2.5% per year |
96 |
Mar/14 |
Jan/23 |
- |
- |
655 |
- |
3% per year |
96 |
Jul/13 |
Feb/23 |
- |
- |
30 |
30 |
3% per year |
48 |
Oct/13 |
Apr/18 |
- |
- |
209 |
209 |
3.5% per year |
36 |
Nov/13 |
Sep/18 |
- |
- |
329 |
329 |
3% per year |
96 |
Nov/13 |
Jun/23 |
- |
- |
896 |
395 |
250,132 |
269,981 |
288,759 |
311,435 | ||||
|
|||||||
Current |
90,462 |
90,587 |
106,042 |
110,911 | |||
Noncurrent |
|
|
|
159,670 |
179,394 |
182,717 |
200,524 |
g) Guarantees
The Company signed promissory notes and letters of guarantee as collateral to the loans and financings obtained from BNDES.
h) Swap contracts
The Company uses swap transactions in 100% of borrowings in U.S dollars and fixed interest rates, to exchange these liabilities for Real pegged to CDI floating interest rates. These agreements protect the interest and principal throughout the term of the debt.The CDI annual benchmark rate at March 31, 2014 was 8.90% (8.06% at 2013).
65
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
18. Loans and financing – Continued
i) Credit Line
The Company and the subsidiary Sé signed an agreement with Banco Itaú in order to open a credit line in the amount of R$400.000 and R$250.000, respectivelly. The agreement was made with market clauses and is due on 2016 and 2017.
66
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
Companhia Brasileira de Distribuição
Notes to the interim financial statements
March 31, 2014
(In thousands of Brazilian reais, except when otherwise stated)
18. Loans and financing – Continued
i) Debentures
|
|
|
Outstanding debentures |
Date |
Annual financial charges |
|
Parent Company |
Consolidated | |||
|
Type |
Issue amount |
Issue |
Maturity |
Unit price |
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 | ||
|
|
|
|
|
|
|
|
|
|
| |
Parent Company |
|
|
|
|
|
|
|
|
|
|
|
8th Issue – Single series |
No preference |
500,000 |
500 |
12/15/09 |
12/15/14 |
109.5% of CDI |
412 |
206,092 |
200,812 |
206,092 |
200,812 |
9th Issue – Single series |
No preference |
610,000 |
- |
1/5/11 |
1/5/14 |
107.75% of CDI |
|
- |
813,103 |
- |
813,105 |
10th Issue – Single series |
No preference |
800,000 |
80,000 |
12/29/11 |
6/29/15 |
108.5% of CDI |
10 |
821,169 |
800,323 |
821,169 |
800,323 |
11th Issue – Single series |
No preference |
1,200,000 |
120,000 |
5/2/12 |
11/2/15 |
CDI + 1% |
10 |
1,251,199 |
1,218,952 |
1,251,199 |
1,218,952 |
Subsidiaries |
|
|
|
|
|
|
|
|
|
|
|
3rd Issue - Single series - Via Varejo |
No preference |
400,000 |
- |
01/30/12 |
7/30/15 |
CDI + 1% |
- |
- |
- |
406,990 |
416,854 |
1st Issue - 1st Series – NCB |
No preference |
200,000 |
- |
6/29/12 |
12/29/14 |
CDI + 0.72% |
- |
- |
- |
205,235 |
200,080 |
1st Issue - 2nd Series – NCB |
No preference |
200,000 |
- |
6/29/12 |
1/29/15 |
CDI + 0.72% |
- |
- |
- |
205,234 |
200,080 |
|
|
|
|
|
|
|
|
- |
|
|
|
Borrowing cost |
|
|
|
|
|
|
|
(4,723) |
(6,010) |
(5,332) |
(6,769) |
|
|
|
|
|
|
|
2,273,737 |
3,027,180 |
3,090,587 |
3,843,437 | |
|
|
|
|
|
|
|
|
|
|
| |
Current liabilities |
|
|
|
|
|
|
|
274,509 |
1,028,475 |
691,443 |
1,244,893 |
Noncurrent liabilities |
|
|
|
|
|
|
|
1,999,288 |
1,998,705 |
2,399,144 |
2,598,544 |
67
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
18. Loans and financing – Continued
j) Debentures – Continued
GPA assumed the obligation to maintain certain debt financial covenants in connection with the issues of debentures made. At March 31, 2014, GPA was in compliance with these ratios. The main ratio is consolidated net debt/EBTIDA which should be equal to or less than 3.25, the effective at March 31, 2014 was 0.20.
19. Financial instruments
The information of financial instruments was presented in the annual financial statements of 2013, in note 20.
The main financial instruments and their amounts recorded in the financial statements, by category, are as follows:
|
Parent Company | |||
|
Carrying amount |
Fair value | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
|
|
Financial assets: |
|
|
|
|
Loans and receivables (including cash) |
|
|
|
|
Cash and cash equivalents |
1,334,196 |
2,851,220 |
1,334,196 |
2,851,220 |
Accounts receivable and other |
321,143 |
391,699 |
321,143 |
391,699 |
Related parties - assets |
702,255 |
646,478 |
702,255 |
646,478 |
Financial liabilities: |
|
|
|
|
Other financial liabilities – amortized cost |
|
|
|
|
Related parties -liabilities |
(2,152,434) |
(2,224,015) |
(2,152,434) |
(2,224,015) |
Trade accounts payable |
(2,121,936) |
(2,631,704) |
(2,121,936) |
(2,631,704) |
Financing for purchase of assets |
(43,161) |
(48,161) |
(43,161) |
(48,161) |
Debentures |
(2,273,737) |
(3,027,180) |
(2,250,948) |
(3,025,684) |
Loans and financing |
(1,622,669) |
(1,571,396) |
(1,681,353) |
(1,641,991) |
Fair value through profit or loss |
|
|
|
|
Loans and financing, including derivatives |
(654,680) |
(517,785) |
(654,680) |
(517,785) |
Net exposure |
(6,511,023) |
(6,130,844) |
(6,546,918) |
(6,199,943) |
|
|
|
|
|
Consolidated | |||
|
Carrying amount |
Fair value | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
Financial assets: |
|
|
|
|
Loans and receivables (including cash) |
|
|
|
|
Cash and cash equivalents |
5,350,459 |
8,367,176 |
5,350,459 |
8,367,176 |
Accounts receivable and other |
3,402,491 |
3,487,867 |
3,494,798 |
3,535,048 |
Related parties - assets |
166,781 |
172,836 |
166,781 |
172,836 |
Fair value through profit or loss |
|
|
|
|
Financial investments measured at fair value |
23,622 |
24,453 |
23,622 |
24,453 |
Financial liabilities: |
|
|
|
|
Other financial liabilities - amortized cost |
|
|
|
|
Related parties -liabilities |
(24,515) |
(32,621) |
(24,515) |
(32,621) |
Trade accounts payable |
(7,004,765) |
(8,547,544) |
(7,004,765) |
(8,547,544) |
Financing for purchase of assets |
(43,161) |
(48,161) |
(43,161) |
(48,161) |
Debentures |
(3,090,587) |
(3,843,437) |
(3,053,692) |
(3,839,608) |
Loans and financing |
(5,038,726) |
(5,091,922) |
(5,133,143) |
(5,205,890) |
Fair value through profit or loss |
|
|
|
|
Loans and financing, including derivatives |
(654,680) |
(557,909) |
(654,680) |
(557,909) |
Net exposure |
(6,913,081) |
(6,069,262) |
(6,878,296) |
(6,132,220)) |
68
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
19. Financial instruments – Continued
a) Considerations on risk factors that may affect the business of the Company and its subsidiaries:
(i) Capital management risk
The main objective of the Company’s capital management is to ensure that the Company sustains its credit rating and a well-defined equity ratio, so that to support businesses and maximize shareholder value. The Company manages the capital structure and makes adjustments taking into account changes in the economic conditions.
There were no changes as to objectives, policies or processes during the three-month period ended March 31, 2014.
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
| |
Loans and financing |
4,551,086 |
5,116,361 |
8,783,993 |
9,493,268 |
(-) Cash and cash equivalents |
(1,334,196) |
(2,851,220) |
(5,350,459) |
(8,367,176) |
Net debt |
3,216,890 |
2,265,141 |
3,433,534 |
1,126,092 |
|
|
|
| |
Equity |
9,755,983 |
9,483,190 |
13,079,308 |
12,711,964 |
Equity and net debt |
12,972,873 |
11,748,331 |
16,512,842 |
13,838,056 |
Net debt index |
0.33 |
0.24 |
0.26 |
0.09 |
(ii) Liquidity management risk
The Company manages liquidity risk through the daily follow-up of cash flows, control of financial assets and liabilities maturities and a close relationship with main financial institutions.
The table below summarizes the aging profile of financial liabilities of the Company at March 31, 2014 and December 31, 2013.
a) Parent Company
|
Parent Company | |||
|
Up to 1 year |
1 – 5 years |
More than 5 years |
Total |
|
|
|
| |
Loans and financing |
754,734 |
1,923,352 |
6,774 |
2,684,860 |
Debentures |
444,346 |
2,192,534 |
- |
2,636,880 |
Derivatives |
(45,520) |
(921) |
- |
(46,441) |
Finance lease |
32,578 |
110,307 |
22,336 |
165,221 |
At March 31, 2014 |
1,186,138 |
4,225,272 |
29,110 |
5,440,520 |
|
|
|
| |
|
Parent Company | |||
|
Up to 1 year |
1 – 5 years |
More than 5 years |
Total |
|
|
|
| |
Loans and financing |
1,051,970 |
1,239,219 |
- |
2,291,189 |
Debentures |
1,253,784 |
2,188,397 |
- |
3,442,181 |
Derivatives |
(84,218) |
(13,612) |
- |
(97,830) |
Finance lease |
33,930 |
110,852 |
22,502 |
167,284 |
At December 31, 2013 |
2,255,466 |
3,524,856 |
22,502 |
5,802,824 |
69
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
19. Financial instruments – Continued
a) Considerations on risk factors that may affect the business of the Company and its subsidiaries - Continued
(v) Liquidity management risk – Continued
b) Consolidated
|
Consolidated | |||
|
Up to 1 year |
1 – 5 years |
More than 5 years |
Total |
|
|
|
| |
Loans and financing |
3,807,974 |
2,414,342 |
16,280 |
6,238,596 |
Debentures |
937,464 |
2,616,395 |
- |
3,553,859 |
Derivatives |
(45,520) |
(921) |
- |
(46,441) |
Finance lease |
65,625 |
173,551 |
53,522 |
292,698 |
At March 31, 2014 |
4,765,543 |
5,203,367 |
69,802 |
10,038,712 |
|
|
|
| |
|
Consolidated | |||
|
Up to 1 year |
1 – 5 years |
More than 5 years |
Total |
|
|
|
| |
Loans and financing |
4,045,687 |
1,783,679 |
18,889 |
5,848,255 |
Debentures |
1,539,388 |
2,837,356 |
- |
4,376,744 |
Derivatives |
(96,763) |
(13,613) |
- |
(110,376) |
Finance lease |
75,042 |
175,729 |
51,901 |
302,672 |
At December 31, 2013 |
5,563,354 |
4,783,151 |
70,790 |
10,417,295 |
|
|
|
|
(iii) Derivative financial instruments
|
|
Consolidated | |||
|
|
Notional value |
Fair value | ||
|
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
|
| |
Fair value hedge |
|
|
|
| |
Purpose of hedge (debt) |
|
587,998 |
460,300 |
713,027 |
679,662 |
|
|
|
|
| |
Long position (buy) |
|
|
|
|
|
Prefixed rate |
11.58% p.a. |
130,000 |
260,000 |
196,206 |
385,104 |
US$ + fixed |
12.65% p.a. |
457,998 |
200,300 |
519,507 |
293,768 |
|
587,998 |
460,300 |
715,713 |
678,872 | |
Short position (sell) |
|
|
|
|
|
|
CDI 102.84% p.a. |
(587,998) |
(460,300) |
(657,616) |
(565,332) |
Net hedge position |
|
- |
- |
58,097 |
113,540 |
|
|
|
|
| |
|
|
|
|
|
|
Total net swap position |
|
- |
- |
58,097 |
113,540 |
|
|
|
|
| |
70
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
19. Financial instruments – Continued
a) Considerations on risk factors that may affect the business of the Company and its subsidiaries – Continued
(ii) Derivative financial instruments - Continued
Realized and unrealized gains and losses over these contracts during the three-month period ended March 31, 2014 are recorded in the net financial result and balance payable by fair value is R$58,097 (R$113,540 at December 31, 2013) and recorded under “Loans and financing”.
Fair value hedge effects through profit or loss for the three-month period ended March 31, 2014 resulted in a loss of R$25,361 (loss of R$3,563 at March 31, 2013).
b) Sensitivity analysis of financial instruments
The Company disclosed the net exposure of the derivatives financial instruments, corresponding financial instruments and certain financial instruments in the sensitivity analysis chart below, for each of the scenarios mentioned.
For the probable scenario, exchange rate weighted was R$2.65 on the due date, and the interest rate weighted was 11.73% per year.
(i) Fair value “hedge” (at maturity dates)
|
|
Market projection | ||
Operations |
Risk |
Scenario I |
Scenario II |
Scenario III |
|
|
|
|
|
Debt at fixed rate |
Fixed rate |
(224,831) |
(224,831) |
(224,831) |
Swap (long position in fixed rate) |
Fixed rate |
224,831 |
224,831 |
224,831 |
|
Net effect |
- |
- |
- |
|
|
|
| |
Swap (short position in CDI) |
CDI increase |
(209,066) |
(215,277) |
(221,516) |
|
|
|
| |
Total net effect |
|
|
(6,211) |
(12,450) |
|
|
|
|
(ii) Derivatives recorded at fair value through profit or loss
|
|
Market projection | ||
Operations |
Risk |
Scenario I |
Scenario II |
Scenario III |
|
|
|
| |
Debt - US$ |
US$ increase |
(631,327) |
(789,158) |
(946,990) |
Swap (long position in US$) |
US$ decrease |
638,641 |
798,301 |
957,961 |
|
Net effect |
7,314 |
9,143 |
10,971 |
|
|
|
|
|
Swap (short position in CDI) |
CDI increase |
(609,650) |
(637,674) |
(666,908) |
|
|
|
|
|
Total net effect |
|
|
(26,195) |
(53,601) |
|
|
|
|
|
71
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
19. Financial instruments – Continued
b) Sensitivity analysis of financial instruments - Continued
(iii) Other financial instruments
|
|
|
|
Market projection | ||
Operations |
|
Risk |
|
Scenario I |
Scenario II |
Scenario III |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debentures |
|
CDI + 1% |
|
(1,397,032) |
(1,430,362) |
(1,463,692) |
Debentures |
|
108.70% of CDI |
|
(1,234,444) |
(1,263,896) |
(1,293,347) |
Debentures - Via Varejo |
|
100% CDI + 0.9% |
|
( 855,113) |
(864,434) |
(873,664) |
Bank loan – CDB |
|
106.35% of CDI |
|
(1,450,988) |
(1,485,606) |
(1,520,224) |
Leasing |
|
100.10% of CDI |
|
(135,878) |
(139,120) |
(142,362) |
Leasing |
|
IGP-DI + 6% per year |
|
(36,099) |
(36,960) |
(37,822) |
Leasing – Via Varejo |
|
100% CDI |
|
(13,000) |
(13,190) |
(13,379) |
Bank loan- Via Varejo |
|
110.1% of CDI |
|
(3,057,868) |
(3,067,117) |
(3,076,247) |
Total loans and financing exposure |
|
|
|
(8,180,422) |
(8,300,685) |
(8,420,737) |
|
|
|
|
|
|
|
Cash and cash equivalents (*) |
|
100.48 % of CDI |
|
5,944,507 |
6,086,331 |
6,228,155 |
|
|
|
|
|
|
|
Net exposure |
|
|
|
(2,235,915) |
(2,214,354) |
(2,192,582) |
Deterioration compared with the Scenario I |
|
|
21,561 |
43,333 | ||
(*) weighted average |
|
|
|
|
|
|
c) Fair value measurements
The Company discloses its financial assets and liabilities at fair value, in according with CPC 40 (R1) - Financial Instruments: Disclosures (“IFRS 7”), which are those referring concept from evaluation and requeriments of disclosure.
The fair value of cash and cash equivalentes, trade accounts receivable, short term debt and suppliers accounts payable are the same of the amounts recorded.
The table below represents the hierarchy of fair value of financial assets and liabilities recorded at fair value;
|
03.31.2014 |
Quoted price in an active market for an identical instrument (Level 1) |
Fair value measurement at the end of the reporting period adopting other observable relevant assumptions (Level 2) |
Financial investments measured at fair value |
23,622 |
23,622 |
- |
Cross-currency interest rate swaps |
46,910 |
- |
46,910 |
Interest rate swaps |
11,187 |
- |
11,187 |
Loans and financing |
(712,778) |
- |
(712,778) |
(631,059) |
23,622 |
(654,681) |
There were no changes between the fair value measurements levels in the three-month period ended March 31, 2014.
· Cash and cash equivalentes are classified on level 1, since are represented by cash and based on active Market.
· Foreign exchange and interest rate swaps, loans and financing and debentures are classified on level 2, since are utilized readily observable market inputs, for example, expected interest rate, current and future foreign exchange rate.
72
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
19. Financial instruments – Continued
d) Consolidated position of operations with derivatives financial instruments
The consolidated position of outstanding derivative financial instruments operations as as follows:
Outstanding |
|
|
|
|
(Amount payable) / receivable |
Fair value | ||
Description |
Counterparties |
Notional value |
Contracting date |
Maturity |
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Exchange swaps registered at CETIP (US$ x CDI) |
Citibank |
US$40,000 |
2/13/2012 |
2/13/2014 |
- |
13,362 |
- |
13,611 |
|
Banco Tokyo |
US$ 75,000 |
1/14/2014 |
1/10/2017 |
(12,764) |
- |
(11,697) |
- |
|
Itaú Unibanco |
US$100,000 |
5/5/2011 |
4/16/2014 |
63,402 |
73,007 |
64,199 |
75,803 |
|
Banco JP Morgan |
US$ 50,000 |
3/19/2014 |
3/21/2016 |
(5,377) |
- |
(5,592) |
- |
|
|
|
|
|
|
|
|
|
Interest rate swap registered at CETIP (fixed rate x CDI) |
Banco do Brasil(*) |
R$130,000 |
6/28/2010 |
6/6/2014 |
- |
11,545 |
- |
12,384 |
|
Banco do Brasil |
R$130,000 |
6/28/2010 |
6/2/2015 |
11,675 |
10,943 |
11,187 |
11,742 |
|
|
|
|
|
59,936 |
108,857 |
58,097 |
113,540 |
|
|
|
|
|
|
|
|
(*) The Company renegotiated its first quarter fixed rate contract maturing in June 2014 for contracts indexed to CDI and extended maturity of three years.
73
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
20. Income and social contribution taxes payable and taxes payable in installments
The information of income and social contribution taxes payable and taxes payable in installments was presented in the annual financial statements of 2013, in note 21.
a) Payable taxes, contributions and taxes installments.
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
| |
PIS and COFINS |
4,510 |
62,011 |
269,608 |
368,386 |
Provision for income and social contribution taxes |
83,135 |
133,971 |
104,445 |
169,185 |
ICMS |
21,835 |
29,987 |
159,993 |
226,644 |
Other |
- |
3,619 |
39,132 |
59,949 |
|
109,480 |
229,588 |
573,178 |
824,164 |
|
|
|
| |
Taxes payable in installments - Law 11941/09 |
1,097,722 |
1,112,780 |
1,173,449 |
1,188,312 |
INSS |
- |
- |
13,246 |
13,323 |
Other |
13,894 |
14,731 |
14,619 |
15,512 |
|
1,111,616 |
1,127,511 |
1,201,314 |
1,217,147 |
|
|
|
| |
Current |
247,445 |
365,382 |
719,999 |
968,462 |
Noncurrent |
973,651 |
991,717 |
1,054,493 |
1,072,849 |
b) Maturity structure of taxes in the noncurrent liabilities will occur as follows
In |
Parent Company |
Consolidated |
|
| |
2015 |
103,408 |
110,840 |
2016 |
137,817 |
147,626 |
2017 |
137,181 |
146,790 |
2018 |
134,334 |
143,944 |
2019 |
129,574 |
139,183 |
After 2019 |
331,337 |
366,110 |
|
973,651 |
1,054,493 |
74
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
21. Income and social contribution taxes
The information of income and social contribution taxes was presented in the annual financial statements of 2013, in note 22.
a) Income and social contribution tax expense reconciliation
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
|
|
|
|
|
Profit before income and social contribution taxes |
289,904 |
293,935 |
493,486 |
394,405 |
Income and social contribution taxes at the notional rate of 25% for the Company and 34% for subsidiaries |
(72,476) |
(73,484) |
(148,046) |
(118,322) |
Tax penalties |
(683) |
(826) |
(1,152) |
(1,557) |
Share of profit associates |
30,827 |
18,566 |
6,505 |
2,657 |
Other permanent differences (undeductible) |
(3,614) |
(1,616) |
(12,356) |
(1,915) |
Effective income and social contribution taxes |
(45,946) |
(57,360) |
(155,049) |
(119,137) |
|
|
|
|
|
Income and social contribution taxes for the period: |
|
|
|
|
Current |
(44,382) |
(52,228) |
(120,928) |
(88,586) |
Deferred |
(1,564) |
(5,132) |
(34,121) |
(30,551) |
Deferred income and social contribution taxes expenses |
(45,946) |
(57,360) |
(155,049) |
(119,137) |
Effective rate |
15.85% |
19.51% |
31.42% |
30.21% |
CBD does not pay social contribution tax (9%) based on final and unappealable court decision in the past.
b) Breakdown of deferred income and social contribution taxes
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
| |
Tax losses |
- |
28,016 |
698,275 |
793,633 |
Provision for contingencies |
215,385 |
151,125 |
396,269 |
301,686 |
Provision for derivative operations taxed on a cash basis |
(4,591) |
1,793 |
(8,437) |
5,997 |
Allowance for doubtful accounts |
1,456 |
2,004 |
87,251 |
81,731 |
Provision for current expenses |
1,743 |
- |
66,440 |
63,576 |
Goodwill tax amortization |
(10,327) |
24,801 |
(435,965) |
(395,564) |
Present value adjustment (PVA) Law 11638/07 |
816 |
779 |
(6,052) |
(929) |
Lease adjustment Law 11638/07 |
5,584 |
5,331 |
(73,694) |
(75,110) |
Mark-to-market adjustment Law 11638/07 |
2,212 |
534 |
2,212 |
534 |
Fair value of assets acquired in business combination |
- |
- |
(803,917) |
(808,318) |
Technological innovation – future realization |
(20,106) |
(20,708) |
(20,106) |
(20,708) |
Depreciation as per tax rates |
(86,690) |
(87,442) |
(96,688) |
(89,577) |
Other |
13,283 |
14,636 |
51,009 |
32,954 |
Deferred income and social contribution tax assets |
119,305 |
120,869 |
(143,403) |
(110,095) |
|
|
|
| |
Noncurrent assets |
119,305 |
120,869 |
917,956 |
950,757 |
Noncurrent liabilities |
- |
- |
(1,061,359) |
(1,060,852) |
Deferred income and social contribution taxes |
119,305 |
120,869 |
(143,403) |
(110,095) |
75
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
21. Income and social contribution taxes – Continued
b) Breakdown of deferred income and social contribution taxes – Continued
The Company estimates to recover these tax credits as follows:
Year |
Parent Company |
Consolidated |
|
|
|
2014 |
10,297 |
244,318 |
2015 |
9,918 |
204,677 |
2016 |
12,634 |
59,800 |
2017 |
10,688 |
50,587 |
2018 |
75,768 |
358,574 |
|
119,305 |
917,956 |
|
|
|
c) Changes in income and social contribution taxes deferred.
|
Parent Company |
Consolidated | ||
|
2014 |
2013 |
2014 |
2013 |
At the beginning of the period |
120,869 |
185,491 |
(110,095) |
(58,534) |
Expense in the period |
(1,564) |
(64,622) |
(34,121) |
(89,090) |
Bartira (acquisition) |
- |
- |
- |
29,534 |
Public offering of share - Via Varejo |
- |
- |
- |
8,288 |
Other |
- |
- |
813 |
(293) |
At the beginning of the period |
119,305 |
120,869 |
(143,403) |
(110,095) |
22. Acquisition of on non-controlling interest
The information of acquisition of on non-controlling was presented in the annual financial statements of 2013, in note 23.
|
Consolidated | |
|
3.31.2014 |
12.31.2013 |
|
| |
Interest acquisition in Assai |
5,469 |
5,339 |
Interest acquisition in Sendas |
177,687 |
171,465 |
|
183,156 |
176,804 |
|
| |
Current liabilities |
70,288 |
69,014 |
Noncurrent liabilities |
112,868 |
107,790 |
|
|
76
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
23. Provision for contingencies
The provision for contingencies is estimated by the Company and supported by its legal counsels. and was set up in an amount considered sufficient to cover losses.
a) Parent Company
|
PIS/ |
Taxes and other |
Social security and labor |
Civil |
Total |
Balance at December 31, 2013 |
209,126 |
66,905 |
149,196 |
70,725 |
495,952 |
|
|
|
|
| |
Additions |
- |
1,576 |
9,188 |
4,657 |
15,421 |
Payments |
- |
- |
(8,132) |
(527) |
(8,659) |
Reversals |
- |
- |
(864) |
(3,378) |
(4,242) |
Monetary restatement |
2,334 |
1,274 |
3,847 |
3,636 |
11,091 |
|
|
|
|
|
|
Balance at March 31, 2014 |
211,460 |
69,755 |
153,235 |
75,113 |
509,563 |
|
|
|
|
|
|
b) Consolidated
|
PIS/ |
Taxes and other |
Social security and labor |
Civil |
Total |
Balance at December 31, 2013 |
272,198 |
402,700 |
297,464 |
175,160 |
1,147,522 |
|
|
|
|
| |
Additions |
459 |
3,117 |
44,391 |
34,145 |
82,112 |
Payments |
- |
- |
(14,792) |
(7,676) |
(22,468) |
Reversals |
- |
- |
(14,683) |
(24,698) |
(39,381) |
Monetary restatement |
3,165 |
4,110 |
11,114 |
12,642 |
31,031 |
Transfer |
- |
- |
476 |
1,427 |
1,903 |
|
|
|
|
|
|
Balance at March 31, 2014 |
275,822 |
409,927 |
323,970 |
191,000 |
1,200,719 |
|
|
|
|
|
|
77
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
23. Provision for contingencies – Continued
c) Taxes
Tax claims are indexed, by law, by monthly restatement, which refers to an adjustment in the amount of provisions for legal claims in accordance with the indexation rates used by each tax jurisdiction. In all cases, both the interest charges and fines, when applicable, were computed and fully provisioned with respect to unpaid amounts.
The main provisioned tax claims are as follows:
COFINS and PIS
With the non-cumulativeness system when calculating PIS and COFINS, the Company and its subsidiaries are discussing at court the right to exclude the ICMS from the calculation basis of these two contributions.In addition, the Company offset tax debts related to PIS and COFINS against excise tax - IPI credits – inputs subject to a zero rate or exempt - acquired from third parties (transferred based on final and unappealable court decision). The amount for PIS and COFINS claims at March 31, 2014 is R$93,813 (R$91,898 at December 31, 2013).
In addition, in 2013 there were progresses in the claims related to the offset of Finsocial, COFINS and PIS, which lead our legal counsel to change their estimation of losses from possible to probable in the amount of R$ 174,893 at March 31, 2014(R$173,184 at December 3, 2013)
Taxes and other
Taxes
The Company and its subsidiaries have other tax claims, which after analysis of its legal counsels, were deemed as probable losses and accrued. These are: (i) tax assessment notices related to purchase, industrialization and sale of soybean and byproducts exports (PIS, COFINS and IRPJ); (ii) disagreement on the non-application of Accident Prevention Factor (FAP) for 2011; (iii) disagreement on the “Fundo de Combate à Pobreza” (State Government Fund Against Poverty), enacted by the Rio de Janeiro State government; (iv) disagreement on tax losses carryforwards, as well as suppliers contracted considered disqualified before the registration of the State Internal Revenue Service, error when applying rate, ancillary obligations by State tax authorities; and (v) other less relevant issues.
During the second quarter of 2013, procedural events occurred that led to change in the likelihood of loss from probable to possible of a claim related to income taxes of R$44,842 at March 31, 2014 (R$ 44,060 at December 31,2013).
The amount recorded at March 31, 2014 is R$103,195 (R$100,094 at December 31, 2013).
In addition, the Company discusses in court the eligibility to not pay the contributions provided for by Supplementary Law 110/01, referring to the FGTS (Government Severance Indemnity Fund for Employees) costs, The accrued amount at March 31, 2014 is R$40,686 (R$38,509 at December 31, 2013).
78
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
23. Provision for contingencies – Continued
c) Taxes – Continued
Other
Provisions for tax contingent liabilities were recorded at the time of business combinations with Via Varejo, under technical pronouncement CPC 15 Business Combinations (IFRS 3R). At March 31, 2014, the amount recorded was R$167,230 (R$165,282 at December 31, 2013) in tax contingent liabilities.
Other main tax contingent liabilities recorded refer to administrative proceedings related to the offset of PIS contribution, under the protection of Decrees 2.445/88 and 2.449/88, generated in view of credits deriving from legal proceedings and the offset of tax debts with contribution credits levied on coffee exports.
Contingencies Bartira
In relation to the business combination of Bartira (note 14), contingencies were evaluated at fair value, as described by CPC 15 (IFRS 3R), which differs of CPC 25 Provisions, Contingent Liabilities and Contingent Assets (IAS 17) used for the evaluation of other contingencies. The main issue is the possible lack of support documentation for the operations, amounting R$95,310 for Social Contribution, Income Tax, PIS, COFINS and ICMS. The total contingencies amount R$ 117,644.
d) Labor
The Company is party in numerous lawsuits involving disputes with its employees, primarily arising from layoffs in the ordinary course of business, At March 31, 2014, the Company had a provision of R$323,970 (R$297,463 at December 31, 2013) referring to lawsuits whose risk of loss was considered probable. Management, assisted by its legal counsels, evaluates these claims recording provision for losses when reasonably estimable, bearing in mind previous experiences in relation to the amounts claimed. Labor claims are indexed to the benchmark interest rate (“TR”), 0.19% accumulated at March 31, 2014 (0.19% at December 31, 2013) plus 1% monthly interest rates.
e) Civil and other
The Company is defendant in civil actions (indemnifications and collections, among others), at several court levels and at different courthouses. The Company’s Management sets up provisions in amounts considered sufficient to cover unfavorable court decisions when its internal and external legal advisors consider losses to be probable.
Among these lawsuits, we point out the following:
· The Company files and answers various lawsuits in which it requests the renewals of lease agreements and the review of the lease paid. The Company recognizes a provision for the difference between the amount originally paid by the stores and the amounts pleaded by the adverse party in the lawsuit, when internal and external legal advisors agree on the likelihood of changing the lease paid by the entity. At March 31, 2014, the amount accrued for these lawsuits is R$49,286 (R$42,791 at December 31, 2013), to which there are no restricted deposits.
79
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
23. Provision for contingencies – Continued
e) Civil and other– Continued
· The subsidiary Via Varejo is party to lawsuits involving the consumer relations rights (civil actions and assessments from PROCONs) and few lawsuits involving contracts terminated with suppliers and the amount referred to in these lawsuits totals R$72,080 at March 31, 2014 (R$68,694 at December 31, 2013).
The total amount of civil actions and other at March 31, 2014 is R$191,000 (R$175,160 at December 31, 2013).
f) Other non-accrued contingent liabilities
The Company has other litigations which have been analyzed by the legal counsels and deemed as possible and; therefore, they have not been accrued, amounting to R$7,912,638 at March 31, 2014(R$7,630,694 at December 31, 2013), and are mainly related to:
· INSS (Social Security Tax) – the Company was assessed regarding the non-levy of payroll charges on benefits granted to its employees, among other matters, and the loss, considered possible, corresponds to R$302,611 at March 31, 2014 (R$282,853 at December 31, 2013). The proceedings are under administrative and court discussion.
· IRPJ, withholding income tax - IRRF, CSLL, tax on financial transactions - IOF, withholding income tax on net income ILL – the Company has several assessment notices regarding offsetting proceedings, rules on the deductibility of provisions and payment discrepancies and overpayments; fine due to failure to comply with ancillary obligation, amongst other less significant taxes.
· The Company received a delinquency notice drawn up by Internal Revenue Agency to the collection of differences in the payment of income tax, allegedly due in respect of the calendar years 2007 to 2011, under the allegation that there was improper deduction of goodwill amortization duly payable and arising from transactions between shareholders Casino and Abilio Diniz. The Company filed defense at the administrative level and is awaiting a decision. No provision was made for this case, since the evaluation of the Company´s legal advisors, the chances of loss are classified partly as possible, in the amount of R$655,273 at March 31, 2014 (R$636,787 at December 31, 2013) and partly as remote.
These proceedings await decision in the administrative and court level. The amount involved in these assessments corresponds to R$1,333,982 at March 31, 2014 (R$1,296,578 at December 31, 2013).
· COFINS, PIS, provisional contribution on financial transactions - CPMF and IPI– the Company has been challenged for offsetting, collection of taxes on soybean export operations, tax payment discrepancies and overpayments; fine due to failure to comply with ancillary obligation, among other less significant taxes. These proceedings await decision in the administrative and court level. The amount involved in these assessments is R$1,075,403 at March 31, 2014 (R$982,419 at December 31, 2013).
80
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
23. Provision for contingencies – Continued
f) Other non-accrued contingent liabilities – Continued
· ICMS – the Company was served notice by the State tax authorities regarding the appropriation of credits of: (i) electricity; (ii) acquisitions from vendors considered to be in arrears/default according to the Internal Revenue Service of State; (iii) refund of tax replacement without due compliance of ancillary obligations brought by CAT Ordinance 17 of the State of São Paulo; (iv) resulting from the sale of extended warranty, (v) financed sales; and (viii) among others. The total amount of these assessments is R$4,283,398 at March 31, 2014 (R$4,032,307 at December 31, 2013), which await a final decision in the administrative and court levels.
· Municipal service tax - ISS, Municipal Real Estate Tax - IPTU, Property Transfer Tax - ITBI and others – these are related to assessments on third parties retention, IPTU payment discrepancies, fines due to failure to comply with ancillary obligations and sundry taxes, whitch amounts in R$370,235 at March 31, 2014 (R$339,363 at December 31, 2013) and await administrative and court decisions.
· Other litigations – related to administrative lawsuits and real estate lease claims that the Company pleads the renewal of leases and setting rents according to the values prevailing in the market and the claims initiated against the Company and its subsidiaries under the civil court scope, special civil court, Consumer Protection Agency (“PROCON”), in several States, Weight and Measure Institute (“IPEM”), National Institute of Metrology, Standardization and Industrial Quality (“INMETRO”) and National Health Surveillance Agency (“ANVISA”), amounting to R$547,009 at March 31, 2014 (R$697,174 at December 31, 2013).
Occasional adverse changes in the expectation of risk of the referred lawsuits may require that additional provision for litigations be set up.
Company uses to hire external counsel to defend the tax assessments received, which remuneration is linked to a percentage over the amount won in case of final decision. This percentage may vary according to qualitative and quantitative factors of each claim, and on March 31, 2014, the estimated amount, in case of finalization of all claims with success, is approximately R$115 millions (R$109 millions at December 31,2013)
g) Restricted deposits from legal proceedings
The Company is challenging the payment of certain taxes, contributions and labor-related obligations and has made court escrow deposits (restricted deposits) of corresponding amounts pending final court decisions, in addition to collateral deposits related to provisions for lawsuits.
The Company has recorded in its assets amounts related to court deposits.
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
| |
Tax |
59,541 |
59,410 |
149,589 |
145,271 |
Labor |
325,845 |
321,769 |
598,382 |
567,924 |
Civil and other |
38,566 |
45,834 |
96,401 |
101,995 |
Total |
423,952 |
427,013 |
844,372 |
815,190 |
|
|
|
|
81
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
23. Provision for contingencies – Continued
h) Guarantees
Lawsuits |
Real estate |
Equipment |
Guarantee |
Total |
|
|
|
| |
Tax |
834,947 |
- |
5,421,076 |
6,256,023 |
Labor |
7,680 |
2,661 |
61,005 |
71,346 |
Civil and other |
11,025 |
994 |
332,484 |
344,503 |
Total |
853,652 |
3,655 |
5,814,565 |
6,671,872 |
|
|
|
|
The cost of guarantees is approximately 0.5% of value on lawsuits and is recorded by the passage of time.
i) Tax audits
According to current tax laws, municipal, federal, state taxes and social security contributions are subject to auditing in periods varying between 5 and 30 years.
24. Leasing transactions
a) Operating lease
|
Parent Company |
|
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
|
03.31.2014 |
12.31.2013 |
|
|
|
|
| |
Gross commitments from operating lease |
|
|
|
|
|
|
|
|
|
|
|
Minimum rental payment: |
|
|
|
|
|
Up to 1 year |
422,411 |
404,944 |
|
1,266,772 |
1,270,330 |
1 - 5 years |
1,361,196 |
1,315,029 |
|
3,849,226 |
3,873,476 |
Over 5 years |
1,321,080 |
1,318,415 |
|
4,826,755 |
5,085,869 |
|
3,104,687 |
3,038,388 |
|
9,942,753 |
10,229,675 |
|
|
|
|
|
|
Future sublease rentals (*) |
(88,159) |
(85,507) |
|
(121,407) |
(105,930) |
|
|
|
|
|
|
Total |
3,016,528 |
2,952,881 |
|
9,821,346 |
10,123,745 |
(*) It refers to lease agreements receivable from commercial shop malls.
The non-cancellable minimum operating lease payments refers to the period of contract in normal course of operation.
All contracts have termination clauses in the event of breach to contract, ranging from one to six months of rent. If the Company had terminated these contracts at December 31, 2013, the fine amount would be R$582,232 (R$631,515 at December 31, 2013).
82
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
24. Leasing transactions - Continued
(i) Payments
The Management considers additional rental payments as contingent payments, which vary between 0.5% and 2.5% of sales.
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
Expenses(income) in the period |
|
|
|
|
Contingent payments |
90,788 |
84,817 |
134,895 |
121,555 |
Non contingent payments |
34,961 |
32,354 |
213,194 |
151,757 |
Sublease rentals (*) |
(37,231) |
(31,644) |
(48,239) |
(39,825) |
|
|
|
|
(*) It refers to lease agreements receivable from commercial shop malls.
(ii) Clauses with renewal or adjustment option
The terms of the agreements vary between 5 and 25 years and the agreements may be renewed according to the Rental Law 12,122/10. The agreements have periodic adjustment clauses according to inflation indexes.
b) Financial lease
Financial lease agreements amounted to R$440,381 at March 31, 2014 (R$482,543 at December 31, 2013), according to the chart below:
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
|
|
| |
Financial lease liability –minimum lease payments: |
|
|
|
|
Up to 1 year |
25,382 |
28,124 |
46,851 |
56,330 |
1 - 5 years |
74,677 |
97,587 |
119,117 |
142,857 |
Over 5 years |
44,940 |
27,260 |
75,717 |
55,654 |
Present value of financial lease agreements |
144,999 |
152,971 |
241,685 |
254,841 |
|
|
|
| |
Future financing charges |
150,478 |
152,074 |
198,696 |
227,702 |
Gross amount of financial lease agreements |
295,477 |
305,045 |
440,381 |
482,543 |
|
|
|
|
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
|
|
|
| |
Contingent payments recognized as expense in the period |
690 |
312 |
690 |
312 |
|
|
|
| |
|
|
|
|
|
83
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
25. Deferred revenue
The Company and the subsidiary Via Varejo received in advance values of trading partners on exclusivity in the intermediation services or additional/extended warranties and the subsidiary Barcelona received in advance values for the rental of shelves and light panel (back lights) for exhibition of products from its suppliers.
|
Controladora |
Consolidated | ||
|
03.31.2014 |
12.31.2013 |
03.31.2014 |
12.31.2013 |
|
- |
|
| |
Additional or extended warranties |
28,958 |
30,000 |
455,454 |
471,586 |
Bradesco agreement |
- |
- |
27,305 |
11,395 |
Swap agreement |
- |
- |
57,951 |
50,378 |
Agreement and advertising budget |
28,334 |
- |
65,001 |
- |
Back lights |
- |
- |
39,426 |
37,027 |
|
57,292 |
30,000 |
645,137 |
570,386 |
|
|
|
| |
Current |
10,001 |
- |
130,797 |
114,749 |
Noncurrent |
47,291 |
30,000 |
514,340 |
455,637 |
|
|
|
|
Management estimates that the value classified as noncurrent will be recognized in profit or loss, the passage of time and the financial performance of each contract, in the following proportion:
|
Parent Company |
|
Consolidated |
|
03.31.2014 |
|
03.31.2014 |
|
|
| |
|
|
|
|
2015 |
7,500 |
|
95,760 |
2016 |
10,000 |
|
161,617 |
2017 |
833 |
|
75,268 |
2018 |
- |
|
54,053 |
2019 |
- |
|
49,578 |
2020 |
28,958 |
|
78,064 |
|
47,291 |
|
514,340 |
|
|
|
|
84
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
26. Equity
The information of equity was presented in the annual financial statements of 2013, in note 27.
a) Capital stock
The subscribed and paid-up capital is represented by 264,923 at March 31, 2014 (264,453 at December 31, 2013) in thousands of registered shares with no par value, of which 99,680 in thousands of common shares at March 31, 2014 and December 31, 2013, and 165,243 in thousands of preferred shares at March 31, 2014 (164,773 at December 31, 2013).
The Company is authorized to increase its capital stock up to the limit of 400,000 (in thousands of shares), regardless of the amendment to the Company’s Bylaws, by resolution of the Board of Directors, which will establish the issue conditions.
At the Board of Director’s meeting held at February 13, 2014 the capital was increased by R$ 15,522, by means of the issue of 470 (in thousands of shares) preferred shares.
b) Share-based payment plans
Information on the stock option plans is summarized below:
|
|
Price |
Lot of shares | ||||||
Series |
Grant date |
1st date of exercise |
2nd date of exercise and expiration |
On the grant date |
End of the year |
Number of options granted |
Exercised |
Not exercised by dismissal |
Total in effect |
|
|
|
|
|
|
|
|
|
|
Balance at December 31 , 2013 |
|
|
|
|
|
| |||
Series A4 - Gold |
5/24/2010 |
5/31/2013 |
5/31/2014 |
0.01 |
0.01 |
514 |
(512) |
(2) |
- |
Series A4 - Silver |
5/24/2010 |
5/31/2013 |
5/31/2014 |
46.49 |
46.49 |
182 |
(181) |
(1) |
- |
Series A5 - Gold |
5/31/2011 |
5/31/2014 |
5/31/2015 |
0.01 |
0.01 |
299 |
(140) |
(14) |
145 |
Series A5 - Silver |
5/31/2011 |
5/31/2014 |
5/31/2015 |
54.69 |
54.69 |
299 |
(140) |
(14) |
145 |
Series A6 - Gold |
3/15/2012 |
3/31/2015 |
3/31/2016 |
0.01 |
0.01 |
526 |
(171) |
(25) |
330 |
Series A6 - Silver |
3/15/2012 |
3/31/2015 |
3/31/2016 |
64.13 |
64.13 |
526 |
(171) |
(25) |
330 |
Series A7 - Gold |
3/15/2013 |
3/31/2016 |
3/31/2017 |
0.01 |
0.01 |
358 |
(26) |
(16) |
315 |
Series A7 - Silver |
3/15/2013 |
3/31/2016 |
3/31/2017 |
80.00 |
80.00 |
358 |
(26) |
(16) |
315 |
|
|
|
|
|
|
3,062 |
(1,367) |
(113) |
1,580 |
|
|
|
|
|
|
|
|
| |
|
|
Price |
Lot of shares | ||||||
Series |
Grant date |
1st date of exercise |
2nd date of exercise and expiration |
On the grant date |
End of the period |
Number of options granted |
Exercised |
Not exercised by dismissal |
Total in effect |
|
|
|
|
|
|
|
|
|
|
Balance at March 31, 2014 |
|
|
|
|
|
| |||
Series A4 – Gold |
5/24/2010 |
5/31/2013 |
5/31/2014 |
0.01 |
0.01 |
514 |
(512) |
(2) |
- |
Series A4 – Silver |
5/24/2010 |
5/31/2013 |
5/31/2014 |
46.49 |
46.49 |
182 |
(181) |
(1) |
- |
Series A5 – Gold |
5/31/2011 |
5/31/2014 |
5/31/2015 |
0.01 |
0.01 |
299 |
(204) |
(14) |
81 |
Series A5 – Silver |
5/31/2011 |
5/31/2014 |
5/31/2015 |
54.69 |
54.69 |
299 |
(204) |
(14) |
81 |
Series A6 – Gold |
3/15/2012 |
3/15/2015 |
3/15/2016 |
0.01 |
0.01 |
526 |
(278) |
(26) |
222 |
Series A6 – Silver |
3/15/2012 |
3/15/2015 |
3/15/2016 |
64.13 |
64.13 |
526 |
(278) |
(26) |
222 |
Series A7 – Gold |
3/15/2013 |
3/14/2016 |
3/14/2017 |
0.01 |
0.01 |
358 |
(91) |
(17) |
250 |
Series A7 – Silver |
3/15/2013 |
3/14/2016 |
3/14/2017 |
80.00 |
80.00 |
358 |
(91) |
(17) |
250 |
|
|
|
|
|
|
3,062 |
(1,839) |
(117) |
1,106 |
|
|
|
|
|
|
|
|
|
85
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
26. Equity – Continued
b) Share-based payment plans - Continued
(i) Consolidated information of share-based payment plans - GPA
The chart below shows the maximum percentage of interest dilution to which current shareholders will eventually be subject to in the event of exercise, until 2014, of all options granted:
|
03.31.2014 |
12.31.2013 |
|
| |
Number of shares |
264,923 |
264,453 |
Balance of granted series in effect |
1,106 |
1,580 |
Maximum percentage of dilution |
0.42% |
0.60% |
|
|
The fair value of each option granted is estimated on the granting date, by using the options pricing model “Black&Scholes” taking into account the following assumptions: (a) expectation of dividends of 0.88%, (b) expectation of volatility of nearly 28.91% and (c) the risk-free weighted average interest rate of 10.86%. The expectation of remaining average life of the series outstanding at March 31, 2014 was 1.29 year (1.46 year at December 31, 2013). The weighted average fair value of options granted at March 31, 2014 was R$64.08(R$62.59 at December 31, 2013).
|
Shares |
Weighted average of exercise price |
Weighted average of remaining contractual term |
Intrinsic value added |
|
|
|
| |
At December 31, 2013 |
|
|
|
|
Outstanding at the beginning of the year |
1,658 |
26.40 |
|
|
Granted during the year |
716 |
40.02 |
|
|
Cancelled during the year |
(51) |
36.43 |
|
|
Exercised during the year |
(743) |
21.86 |
|
|
Outstanding at the end of the year |
1,580 |
34.39 |
1.46 |
112,091 |
Total to be exercised at December 31, 2013 |
1,580 |
34.39 |
1.46 |
112,091 |
|
|
|
| |
At March 31, 2014 |
|
|
|
|
Cancelled during the period |
(3) |
35.03 |
|
|
Exercised during the period |
(471) |
32.99 |
1.29 |
71,757 |
Outstanding at the end of the period |
1,106 |
34.99 |
1.29 |
71,757 |
Total to be exercised at March 31, 2014 |
1,106 |
34.99 |
|
|
|
|
|
|
At March 31, 2014 there were no vested options to be exercised.
The amounts recorded in the statement of income of the Parent Company and Consolidated at March 31, 2014 were R$17,603 (R$13,673 at March 31, 2013).
86
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
27. Net operating revenue
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
|
|
|
|
|
Gross sales |
|
|
|
|
Goods |
5,879,417 |
5,694,778 |
16,420,004 |
14,861,579 |
Rendering of services |
30,740 |
34,534 |
333,274 |
367,612 |
Financial services |
- |
- |
342,821 |
250,034 |
Sales return and cancellation |
(94,580) |
(71,548) |
(498,180) |
(494,885) |
|
5,815,577 |
5,657,764 |
16,597,919 |
14,984,340 |
|
|
|
| |
Taxes |
(444,257) |
(513,757) |
(1,625,646) |
(1,601,476) |
|
|
|
|
|
Net sales |
5,371,320 |
5,144,007 |
14,972,273 |
13,382,864 |
|
|
|
|
|
28. Expenses by nature
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
|
|
|
| |
Cost of goods sold |
(3,964,295) |
(3,744,468) |
(11,249,821) |
(9,900,675) |
Personnel expenses |
(521,871) |
(516,240) |
(1,252,395) |
(1,277,348) |
Outsourced services |
(80,505) |
(81,157) |
(704,052) |
(723,593) |
Functional expenses |
(92,262) |
(88,352) |
(140,787) |
(76,522) |
Selling expenses |
(268,301) |
(262,736) |
(408,360) |
(380,898) |
Other expenses |
(5,464) |
(2,881) |
(187,164) |
(175,471) |
|
(4,932,698) |
(4,695,834) |
(13,942,579) |
(12,534,507) |
|
|
|
| |
Cost of goods sold |
(3,964,295) |
(3,744,468) |
(11,249,821) |
(9,900,675) |
Selling expenses |
(832,347) |
(787,481) |
(2,347,243) |
(2,231,094) |
General and administrative expenses |
(136,056) |
(163,885) |
(345,515) |
(402,738) |
|
(4,932,698) |
(4,695,834) |
(13,942,579) |
(12,534,507) |
|
|
|
|
29. Other operating revenue (expenses), net
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
|
|
|
| |
Reversal of provision |
- |
- |
- |
11,125 |
Identifiable liability of Via Varejo and CB and association expenses |
(3,548) |
(6,900) |
(3,548) |
(6,900) |
Integration/restructuring expenses |
(25,351) |
(12,900) |
(25,351) |
(12,900) |
Property and equipment result |
(1,166) |
(2,162) |
(907) |
(5,064) |
Others |
(841) |
- |
2,222 |
197 |
Total |
(30,906) |
(21,962) |
(27,584) |
(13,542) |
|
|
|
|
|
87
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
30. Financial result, net
|
Parent Company |
Consolidated | ||
|
03.31.2014 |
03.31.2013 |
03.31.2014 |
03.31.2013 |
|
|
|
| |
Finance expenses: |
|
|
|
|
Cost of debt |
(114,339) |
(111,100) |
(234,595) |
(199,902) |
Cost of sales of receivables |
(24,586) |
(20,303) |
(184,034) |
(122,318) |
Monetary restatement |
(34,521) |
(26,738) |
(58,555) |
(52,274) |
Other finance expenses |
(22,604) |
(12,205) |
(40,721) |
(22,487) |
Total finance expenses |
(196,050) |
(170,346) |
(517,905) |
(396,981) |
|
|
|
| |
Finance income: |
|
|
|
|
Profitability in cash and cash equivalents |
30,408 |
36,483 |
109,809 |
86,998 |
Monetary restatement |
29,135 |
24,152 |
67,452 |
51,549 |
Other finance income |
1,190 |
2,799 |
1,624 |
4,079 |
Total finance income |
60,733 |
63,434 |
178,885 |
142,626 |
|
|
|
| |
Total |
(135,317) |
(106,912) |
(339,020) |
(254,355) |
The hedge effects in three-month period ended at March 31, 2014 and March 31, 2013 are disclosed in Note 19(a).
88
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
31. Earnings per share
The information of earnings per share was presented in the annual financial statements of 2013, in note 32.
The following table presents the calculation of profit available to common and preferred shareholders and the weighted average of outstanding common and preferred shares used to calculate basic and diluted earnings per share for each reported period:
|
03.31.2014 |
|
03.31.2013 | ||||
|
Preferred |
Common |
Total |
|
Preferred |
Common |
Total |
Basic numerator |
|
|
|
|
|
|
|
Basic earnings allocated |
157,477 |
86,481 |
243,958 |
|
152,295 |
84,280 |
236,575 |
Net income allocated available for common and preferred shareholders |
157,477 |
86,481 |
243,958 |
|
152,295 |
84,280 |
236,575 |
|
|
|
|
|
|
|
|
Basic denominator (thousands of shares) |
|
|
|
|
|
|
|
Weighted average of shares |
165,011 |
99,680 |
264,691 |
|
163,749 |
99,680 |
263,429 |
|
|
|
|
|
|
|
|
Basic earnings per thousands of shares (R$) |
0.95434 |
0.86759 |
|
|
0.93005 |
0.84551 |
|
|
|
|
|
|
|
|
|
Diluted denominator |
|
|
|
|
|
|
|
Weighted average of shares (in thousands) |
165,011 |
99,680 |
264,691 |
|
163,749 |
99,680 |
263,429 |
Stock call option |
392 |
- |
392 |
|
787 |
- |
787 |
|
|
|
|
|
|
|
|
Diluted weighted average of shares (in thousands) |
165,403 |
99,680 |
265,083 |
|
164,536 |
99,680 |
264,216 |
|
|
|
|
|
|
|
|
Diluted earnings per thousands of shares (R$) |
0.95208 |
0.86759 |
|
|
0.92560 |
0.84551 |
|
32. Private pension plan of defined contribution
In July 2007, the Company established a supplementary private pension plan of defined contribution on behalf of its employees to be managed by the financial institution BrasilPrev Seguros e Previdência S.A. The Company pays monthly contributions on behalf of its employees, and the amounts paid referring to the three-month period ended March 31, 2014 R$1,010 (R$1,068 at March 31, 2013), and employees contributions R$1,014 (R$1,205 at March 31, 2013); The plan had 1,013 participants at March 31, 2014 (1,012 at December 31, 2013).
33. Insurance coverage
The insurance coverage at March 31, 2014 is summarized as follows:
|
|
Parent Company |
Consolidated |
Insured assets |
Covered risks |
Amount insured |
Amount insured |
|
|
| |
Property, equipment and inventories |
Assigning profit |
7,915,199 |
19,285,514 |
Profit |
Loss of profits |
1,852,050 |
4,157,057 |
Cars and other (*) |
Damages |
381,008 |
708,639 |
|
|
|
The Company maintains specific policies referring to civil , directors and officers liability amounting to R$318,630.
(*) The value reported above does not include coverage of the hooves, which are insured by the value of 100% of Foundation Institute of Economic Research – FIPE table.
89
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
34. Segment information
The information of segments was presented in the annual financial statements of 2013, in note 35.
Management considers the following segments:
· Retail – includes the banners “Pão de Açúcar”, “Extra Hiper”, “Extra Supermercado”, “Minimercado Extra”, “Posto Extra”, “Drogaria Extra” and “Conviva”.
· Home appliances – includes the banners “Ponto Frio” and “Casas Bahia”.
· Cash & Carry – includes the banner “ASSAI”.
· E-commerce includes the sites www.pontofrio.com.br; www.extra.com.br; www.casasbahia.com.br; www.barateiro.com.br and www.partiuviagens.com.br.
90
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
35. Segment information - Continued
Information about the segments is included in the following table:
|
Balance at 03.31.2014 | ||||||
Description |
Retail |
Cash & Carry |
Home appliances |
E-commerce |
Total |
Eliminations (*) |
Total |
|
|
|
|
|
|
| |
Net sales revenue |
6,391,308 |
1,831,000 |
5,442,271 |
1,307,694 |
14,972,273 |
- |
14,972,273 |
Gross profit |
1,699,536 |
242,842 |
1,674,643 |
105,431 |
3,722,452 |
- |
3,722,452 |
Depreciation and amortization |
(135,747) |
(18,162) |
(34,259) |
(3,118) |
(191,286) |
- |
(191,286) |
Equity pickup |
15,395 |
- |
6,287 |
- |
21,682 |
- |
21,682 |
Operating income |
333,793 |
34,597 |
449,687 |
14,429 |
832,506 |
- |
832,506 |
Finance expenses |
(216,891) |
(16,964) |
(240,856) |
(52,836) |
(527,547) |
9,642 |
(517,905) |
Finance income |
97,420 |
4,571 |
81,286 |
5,250 |
188,527 |
(9,642) |
178,885 |
Earnings before income and social contribution taxes |
214,321 |
22,204 |
290,118 |
(33,157) |
493,486 |
- |
493,486 |
Income and social contribution taxes |
(56,896) |
(7,719) |
(101,593) |
11,159 |
(155,049) |
- |
(155,049) |
Profit (loss) for the year |
157,425 |
14,485 |
188,525 |
(21,998) |
338,437 |
- |
338,437 |
|
|
|
|
|
|
| |
Current assets |
5,897,319 |
1,032,529 |
8,610,394 |
842,452 |
16,382,694 |
(836) |
16,381,858 |
Noncurrent assets |
13,870,290 |
1,381,468 |
4,286,667 |
703,864 |
20,242,289 |
(666,268) |
19,576,021 |
Current liabilities |
4,609,917 |
1,245,749 |
7,600,497 |
1,277,740 |
14,733,903 |
(439,240) |
14,294,663 |
Noncurrent liabilities |
6,836,967 |
220,781 |
1,517,949 |
236,075 |
8,811,772 |
(227,864) |
8,583,908 |
Equity |
8,320,725 |
947,467 |
3,778,615 |
32,501 |
13,079,308 |
- |
13,079,308 |
91
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of Brazilian reais, unless otherwise stated)
34. Segment information – Continued
|
Balance at 03.31.2013 | ||||||
Description |
Retail |
Cash & Carry |
Home appliances |
E-commerce |
Total |
Eliminations (*) |
Total |
|
|
|
|
|
|
|
|
Net sales |
6,078,268 |
1,304,394 |
5,143,244 |
856,958 |
13,382,864 |
- |
13,382,864 |
Gross profit |
1,693,917 |
174,948 |
1,551,303 |
62,021 |
3,482,189 |
- |
3,482,189 |
Depreciation and amortization |
(147,807) |
(12,260) |
(33,504) |
(1,339) |
(194,910) |
- |
(194,910) |
Equity accounting |
7,182 |
- |
1,673 |
- |
8,855 |
- |
8,855 |
Operating income |
323,307 |
23,788 |
297,300 |
4,365 |
648,760 |
- |
648,760 |
Finance expenses |
(192,809) |
(9,958) |
(172,195) |
(27,079) |
(402,041) |
5,060 |
(396,981) |
Finance income |
88,920 |
5,619 |
51,175 |
1,972 |
147,686 |
(5,060) |
142,626 |
Earnings before income and social contribution taxes |
219,418 |
19,449 |
176,280 |
(20,742) |
394,405 |
- |
394,405 |
Income and social contribution taxes |
(55,727) |
(7,123) |
(62,643) |
6,356 |
(119,137) |
- |
(119,137) |
Profit (loss) for the year |
163,691 |
12,326 |
113,637 |
(14,386) |
275,268 |
- |
275,268 |
|
|
|
|
|
|
|
|
December 31, 2013 |
|
|
|
|
|
|
|
Current assets |
7,087,919 |
1,358,757 |
8,753,861 |
1,412,263 |
18,612,800 |
(3,065) |
18,609,735 |
Noncurrent assets |
12,717,447 |
2,456,542 |
4,376,438 |
550,254 |
20,100,681 |
(702,064) |
19,398,617 |
Current liabilities |
5,379,993 |
2,603,726 |
7,833,044 |
1,901,120 |
17,717,883 |
(705,129) |
17,012,754 |
Noncurrent liabilities |
6,300,186 |
278,946 |
1,697,586 |
6,916 |
8,283,634 |
- |
8,283,634 |
Equity |
8,125,187 |
932,627 |
3,599,669 |
54,481 |
12,711,964 |
- |
12,711,964 |
|
|
|
|
|
|
|
(*) The eliminations consist of intercompany balances.
92
Companhia Brasileira de Distribuição
Notes to the financial statements
March 31, 2014
(In thousands of reais, unless otherwise stated)
34. Segment information – Continued
Company general information
The Company and its subsidiaries operate primarily as a retailer of food, clothing, home appliances and other products. Total revenues are composed of the following types of products:
|
03.31.2014 |
03.31.2013 |
|
| |
Food |
54.9% |
55.2% |
Non-food |
45.1% |
44.8% |
Total sales |
100.0% |
100.0% |
|
|
At March 31, 2014, capital expenditures (Capex) were as follows:
|
03.31.2014 |
03.31.2013 |
|
| |
Food |
200,363 |
240,905 |
Non-food |
75,637 |
66,640 |
Total capital expenditures |
276,000 |
307,545 |
35. Subsequent events
a) Dividends of 2013
The Annual and Special Shareholders’ Meeting (AGOE) held on April 16, 2014 approved the payment of dividends for the fiscal year ended December 31, 2013, totaling R$ 249,968 (R$ 249,655 at December 31,2012), including dividends in advance already distributed, corresponding to R$ 0.888957268 per one common share and R$ 0.977852995 per one preferred share.
The Company will pay the dividends, except the dividends prepaid during 2013, within 60 days after the AGOE’s date, April 16, 2014, the value of R$ 150,549 corresponding to R$ 0.535395 per one common share and R$ 0.588935 per one preferred share. All the shares shall be entitled to dividends on April 16, 2014 base date. As of April 17, 2014, the shares shall be negotiated “ex-rights” to dividends.
b) Interim dividends
On April 24, 2014, the Board of Directors of the Company approved the interim dividends in the amount of R$35,793, of which R$0.14 per preferred share and R$0.127270 per common share.
The dividend payment will be held on May 15, 2014. Shall be entitled to dividends all outstanding shares on the base date of May 05, 2014. From May 06, 2014 on, the shares will be traded without rights of dividends of as (“ex-rights”) to the dividends payment date.
93
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Other Information Deemed as Relevant by the Company
SHAREHOLDING OF CONTROLLING PARTIES OF THE COMPANY’S SHARES. UP TO THE INDIVIDUAL LEVEL | ||||||
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO (Publicly-held company) |
Shareholding at 03/31/2014 | |||||
Shareholder |
Common Shares |
Preferred Shares |
Total | |||
Number |
% |
Number |
% |
Number |
% | |
WILKES PARTICIPAÇÕES S.A. |
65,400,000 |
65.61% |
- |
0.00% |
65,400,000 |
24.69% |
SUDACO PARTICIPAÇÕES LTDA. |
28,619,178 |
28.71% |
- |
0.00% |
28,619,178 |
10.80% |
CASINO GUICHARD PERRACHON * |
5,600,052 |
5.62% |
- |
0.00% |
5,600,052 |
2.11% |
SEGISOR * |
- |
0.00% |
13,460 |
0.01% |
13,460 |
0.01% |
KING LLC * |
- |
0.00% |
852,000 |
0.52% |
852,000 |
0.32% |
PINCHER LLC * |
- |
0.00% |
115,235 |
0.07% |
115,235 |
0.04% |
COBIVIA SAS * |
- |
0.00% |
3,907,123 |
2.36% |
3,907,123 |
1.47% |
TREASURY SHARES |
- |
0.00% |
232,586 |
0.14% |
232,586 |
0.09% |
OTHER |
60,621 |
0.06% |
160,123,168 |
96.90% |
160,183,789 |
60.46% |
TOTAL |
99,679,851 |
100.00% |
165,243,572 |
100.00% |
264,923,423 |
100.00% |
(*) Foreign Company |
CORPORATE’S CAPITAL STOCK DISTRIBUTION (COMPANY’S SHAREHOLDER). UP TO THE INDIVIDUAL LEVEL | ||||||||
WILKES PARTICIPAÇÕES S.A |
Shareholding at 03/31/2014 | |||||||
Shareholder/Quotaholder |
Common Shares |
Preferred Shares Class A |
Preferred Shares Class B |
Total | ||||
Number |
% |
Number |
% |
Number |
% |
Number |
% | |
SUDACO PARTICIPAÇÕES LTDA. |
24,466,566 |
60.04% |
24,650,000 |
100.00% |
10,073,824 |
100.00% |
59,190,390 |
78.43% |
SEGISOR |
5,078,294 |
12.46% |
- |
0.00% |
- |
0.00% |
5,078,294 |
6.73% |
BENGAL LLC |
1,550,000 |
3.80% |
- |
0.00% |
- |
0.00% |
1,550,000 |
2.05% |
OREGON LLC |
1,550,000 |
3.80% |
- |
0.00% |
- |
0.00% |
1,550,000 |
2.05% |
PINCHER LLC |
1,434,765 |
3.52% |
- |
0.00% |
- |
0.00% |
1,434,765 |
1.90% |
GEANT |
4,894,544 |
12.01% |
- |
0.00% |
- |
0.00% |
4,894,544 |
6.49% |
TREASURY SHARES |
1,775,831 |
4.36% |
- |
0.00% |
- |
0.00% |
1,775,831 |
2.35% |
TOTAL |
40,750,000 |
100.00% |
24,650,000 |
100.00% |
10,073,824 |
100.00% |
75,473,824 |
100.00% |
SHAREHOLDING OF CONTROLLING PARTIES OF THE COMPANY’S SHARES. UP TO THE INDIVIDUAL LEVEL | ||||
SUDACO PARTICIPAÇÕES S.A |
Shareholding at 03/31/2014 | |||
Shareholder/Quotaholder |
Quotas |
Total | ||
Number |
% |
Number |
% | |
PUMPIDO PARTICIPAÇÕES LTDA |
3,585,804,573 |
100.00% |
3,585,804,573 |
100.00% |
TOTAL |
3,585,804,573 |
100.00% |
3,585,804,573 |
100.00% |
94
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Other Information Deemed as Relevant by the Company
SHAREHOLDING OF CONTROLLING PARTIES OF THE COMPANY’S SHARES. UP TO THE INDIVIDUAL LEVEL | ||||
PUMPIDO PARTICIPAÇÕES LTDA |
Shareholding at 03/31/2014 | |||
Shareholder/Quotaholder |
Quotas |
Total | ||
Number |
% |
Number |
% | |
SEGISOR** |
3,633,544,694 |
100.00% |
3,633,544,694 |
100.00% |
TOTAL |
3,633,544,694 |
100.00% |
3,633,544,694 |
100.00% |
(**) Foreign Company |
SHAREHOLDING OF CONTROLLING PARTIES OF THE COMPANY’S SHARES. UP TO THE INDIVIDUAL LEVEL | ||||
SEGISOR |
Shareholding at 03/31/2014 | |||
Shareholder/Quotaholder |
Quotas |
Total |
| |
Number |
% |
Number |
% | |
CASINO GUICHARD PERRACHON (*) |
937,121,094 |
100.00% |
937,121,094 |
100.00% |
TOTAL |
937,121,094 |
100.00% |
937,121,094 |
100.00% |
CONSOLIDATED SHAREHOLDING OF CONTROLLING PARTIES AND MANAGEMENT AND OUTSTANDING SHARES | ||||||
Shareholder |
Common Shares |
Preferred Shares |
Total | |||
Number |
% |
Number |
% |
Number |
% | |
Controlling parties |
99,619,230 |
99.94% |
4,887,818 |
2.96% |
104,507,048 |
39.45% |
|
||||||
Management |
||||||
Board of Directors |
- |
0.00% |
10 |
0.00% |
10 |
0.00% |
Board of Executive Officers |
- |
0.00% |
135,604 |
0.08% |
135,604 |
0.05% |
|
||||||
Fiscal Council |
- |
0.00% |
- |
0.00% |
- |
0.00% |
|
||||||
Treasury Shares |
- |
0.00% |
232,586 |
0.14% |
232,586 |
0.09% |
|
||||||
Other Shareholders |
60,621 |
0.06% |
159,987,554 |
96.82% |
160,048,175 |
60.41% |
|
||||||
Total |
99,679,851 |
100.00% |
165,243,572 |
100.00% |
264,923,423 |
100.00% |
|
||||||
Outstanding Shares |
60,621 |
0.06% |
159,987,554 |
96.82% |
160,048,175 |
60.41% |
95
(FREE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
ITR – Quarterly Financial Information – March 31, 2014 – COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Version: 1 |
Other Information Deemed as Relevant by the Company
CONSOLIDATED SHAREHOLDING OF CONTROLLING PARTIES AND MANAGEMENT AND OUTSTANDING SHARES | ||||||
Shareholder |
Common Shares |
Preferred Shares |
Total | |||
Number |
% |
Number |
% |
Number |
% | |
Controlling parties |
99,619,331 |
99.94% |
41,044,220 |
25.06% |
140,663,551 |
53.39% |
|
||||||
Management |
||||||
Board of Directors |
- |
0.00% |
991 |
0.00% |
991 |
0.00% |
Board of Executive Officers |
- |
0.00% |
154,697 |
0.09% |
154,697 |
0.06% |
|
||||||
Fiscal Council |
- |
0.00% |
- |
0.00% |
- |
0.00% |
|
||||||
Treasury Shares |
- |
0.00% |
232,586 |
0.14% |
232,586 |
0.09% |
|
||||||
Other Shareholders |
60,520 |
0.06% |
122,338,990 |
74.70% |
122,399,510 |
46.46% |
|
||||||
Total |
99,679,851 |
100.00% |
163,771,484 |
100.00% |
263,451,335 |
100.00% |
|
||||||
Outstanding Shares |
60,520 |
0.06% |
122,338,990 |
74.70% |
122,399,510 |
46.46% |
96
Pursuant to the requirement 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.
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO | ||
Date: May 2, 2014 | By: /s/ Ronaldo Iabrudi Name: Ronaldo Iabrudi Title: Chief Executive Officer | |
By: /s/ Daniela Sabbag Name: Daniela Sabbag Title: Investor Relations Officer |
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.