EX-99.1 2 exhibit99_1.htm EXHIBIT A.I COMMENTS FROM THE MANAGEMENT exhibit99_1.htm - Generated by SEC Publisher for SEC Filing

EXHIBIT A.I – COMMENTS FROM THE MANAGEMENT

 

(as item 10 to Annex 24 to CVM Instruction 480/09)

 

10.1– General financial and asset conditions

 

The financial information included in this section, except if otherwise expressly set forth, refer to our consolidated financial statements related to the fiscal years that ended on December 31, 2019, 2018 and 2017. Our consolidated audited financial statements were prepared in accordance with the International Financial Reporting Standards (“IFRSs”), issued by the International Accounting Standards Board (“IASB”), and in accordance with the accounting practices adopted in Brazil, that comprehend the accounting practices set forth in Law No. 6404/76 and the pronouncements, guidance and interpretations issued by the Accounting Pronouncement Committee (Comitê de Pronunciamentos Contábeis – CPC) and approved by CVM.

 

On January 1, 2019, we adopted IFRS 16 which establishes principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model similar to the accounting for finance leases under IAS 17. IFRS 16 Leases replaces the current lease accounting requirements and introduces significant changes in the accounting, removing the distinction between operating and finance leases under IAS 17 Leases and related interpretations, and requires a lessee to recognize a right-of-use asset and a lease liability at lease commencement date. The impact to the financial statements is demonstrated in the recognition of right-of-use assets and lease liabilities in the balance sheet. As a result of the above, our audited consolidated financial statements for the years ended December 31, 2018 and 2017 included in this annual report have been restated for comparative purposes using the full retrospective method.

 

The information under this item 10 of the Reference Form must be read and analyzed together with our consolidated financial statements, available at our website (ri.ambev.com.br ) and at the CVM’s website (cvm.gov.br).

 

a) General financial and asset conditions.

 

The Executive Board understands that the Company presents sufficient equity and financial conditions to implement its business plan and perform its obligations of short and medium term.

 

2019

As of December 31, 2019, the Company had, in its current assets, a total of R$ 27,621.1 million, with R$ 11,915.2 in cash and cash equivalents of the Company. The current liabilities as of December 31, 2019 amounted to R$ 25,011.0 million. The current liquidity ratio, used to assess the Company’s capacity to of payment of the short-term obligations was 1.1x. Its positions of cash net of bank overdrafts and cash net of debt1 were R$ 11,900.6 million and R$ 8,852.4 million, respectively. The indebtedness indicator of net debt/EBITDA2 was -0.42.

 

2018

As of December 31, 2018, the Company had total current assets in the amount of 25,329.6 million, with R$ 11,476.9 in cash and cash equivalents of the Company. The current liabilities as of December 31, 2018 amounted to R$ 25,208.9 million. The liquidity ratio, used to assess the Company’s capacity of payment of the short-term obligations was 1.0x. Its positions of cash net of bank overdrafts and cash net of debt3 were R$ 11,476.9 million and R$ 7,373.2 million, respectively. The indebtedness indicator of net debt/EBITDA4 was -0.34.


1 The cash net of bank overdrafts position is represented by the balances of cash and cash equivalents being deducted the balance of bank overdrafts. The cash net of debt position is represented by the cash net of bank overdrafts position added by balances of current financial investments and being deducted the balances of loans and financings. Both the cash net of bank overdrafts position and the cash net of debt position are performance indicators used by the Company, and they are not measures according to the Accounting Practices Adopted in Brazil or according to IFRS.

 

2 The Company calculates the net debt as the balances of loans and financings being deducted the balances of current financial investments and cash net of bank overdrafts. The net debt/EBITDA is a performance indicator used by the Company, and it is not a measure according to the Accounting Practices Adopted in Brazil or according to IFRS.

 


 

 

2017

As of December 31, 2017, the Company had total current assets in the amount of R$ 24,718.0 million, of which R$ 10,364.6 million were cash and cash equivalents. As of December 31, 2017, its current liabilities totaled R$ 29,066.7 million. The current liquidity ratio, used to assess the capacity of the Company to meet its short-term commitments, was 0.9x. Its positions of cash net of bank overdrafts and cash net of debt5 were R$ 10,366.4 million and R$ 5,835.9 million, respectively. The indebtedness indicator of net debt/EBITDA6 was -0.28.

 

(in million of Reais)

12/31/2019

12/31/2018

12/31/2017

Total Current Assets

27,621.1

25,329.6

24,718.0

Total Current Liabilities

25,011.0

25,208.9

29,066.7

Net Working Capital Ratio (CA-CL)

2,610.1

120.7

(4,384.7)

Net Cash of Bank Overdrafts

11,900.6

11,476.9

10,364.6

Cash net of debt

8,852.4

7,373.2

5,835.9

 

 

12/31/2019

12/31/2018

12/31/2017

Current Liquidity

1.1

1.0

0.9

Net Debt/EBITDA

-0.42

-0.34

-0.28

 

b) Capital structure.

 

Capital Structure

On December 31

2019

2018

2017

R$ million

%

R$ million

%

R$ million

%

Third-party financing(1)

39,186.9

39

38,259.6

40

40,846.6

45

Equity(2)

62,556.0

61

57,454.8

60

47,919.7

55

 (1) The Company’s third-party financing is represented by the totality of the current and non-current liabilities.

(2) The Company’s equity is represented by the consolidated owner’s equity.

 

The Company’s capital structure was the following: (i) as of December 31, 2017, 55% of equity and 45% of third-party financing; (ii) as of December 31, 2018, 60% of equity and 40% of third-party financing; and (iii) as of December 31, 2019, 61% of equity and 39% of third-party financing.

 


3 The cash net of bank overdrafts position is represented by the balances of cash and cash equivalents being deducted the balance of bank overdrafts. The cash net of debt position is represented by the cash net of bank overdrafts position added by balances of current financial investments and being deducted the balances of loans and financings. Both the cash net of bank overdrafts position and the cash net of debt position are performance indicators used by the Company, and they are not measures according to the Accounting Practices Adopted in Brazil or according to IFRS.

4 The Company calculates the net debt as the balances of loans and financings being deducted the balances of current financial investments and cash net of bank overdrafts. The net debt/EBITDA is a performance indicator used by the Company, and it is not a measure according to the Accounting Practices Adopted in Brazil or according to IFRS.

5 The cash net of bank overdrafts position is represented by the balances of cash and cash equivalent being deducted the balance of net cash of bank overdrafts. The cash net of debt position is represented by the cash net of bank overdrafts position added by the balances of current financial investments. Both the cash net of bank overdrafts position and the cash net of debt position are performance indicators used by the Company, and they are not measures according to the Accounting Practices Adopted in Brazil or according to IFRS.

6 The Company calculates the net debt as the balances of loans and financings being deducted the balances of current financial investments and cash net of bank overdrafts. The net debt/EBITDA is a performance indicator used by the Company, and it is not a measure according to the Accounting Practices Adopted in Brazil or according to IFRS.

 


 

c) payment capacity in relation to financial commitments undertaken.

 

(in million of Reais)

12/31/2019

12/31/2018

12/31/2017

Total debt

3,062.8

4,103.7

4,530.5

Short-term debt

653.1

1,941.2

1,699.4

Total current assets

27,621.1

25,329.6

24,718.0

Cash and cash equivalents

11,915.2

11,476.9

10,366.4

Current liquidity ratio

 1.1x 

1.0x

0.9x

Cash net of debt

8,852.4

7,373.2

5,835.9

 

 

2019

Considering the Company’s debt profile, as described in 10.1(f) below (total debt of R$ 3,062.8 million as of December 31, 2019, of which R$ 653.1 million is short-term debt), its cash flow and liquidity position evidenced by total current assets (R$ 27,621.1 million), cash and cash equivalents (R$ 11,915.2 million), current liquidity ratio (1.1x) and cash net of debt (R$ 8,852.4 million), all as of December 31, 2019, indicated in 10.1 (a) above, the directors believe that the Company has sufficient liquidity and capital resources to cover the investments, costs, expenses, debts and other amounts payable over the next few years, although they cannot guarantee that this situation will remain unchanged. In case it may be necessary to take out new loans to finance its investments and acquisitions, the directors believe that the Company has capacity to do so.

 

2018

Considering the Company’s debt profile, as described in 10.1(f) below (total debt of R$4,103.7 million as of December 31, 2018, of which R$ 1,941.2 million is short-term debt), its cash flow and liquidity position evidenced by total current assets (R$25,329.6 million), cash and cash equivalents (R$ 11,476.9 million), current liquidity ratio (1.0x) and cash net of debt (R$ 7,373.2 million), all as of December 31, 2018, indicated in 10.1 (a) above, the officers believe that the Company has sufficient liquidity and capital resources to cover the investments, costs, expenses, debts and other amounts payable over the next few years, although they cannot guarantee that this situation will remain unchanged. In case it may be necessary to take out new loans to finance its investments and acquisitions, the officers believe that the Company has capacity to do so.

 

2017

Considering the Company’s debt profile, as described in 10.1(f) below (total debt of R$ 4,530.5 million as of December 31, 2017, of which R$ 1,699.3 million is short-term debt), its cash flow and liquidity position evidenced by total current assets (R$ 24,718.0 million), cash and cash equivalents (R$ 10,366.4 million), current liquidity ratio (0.9x) and cash net of debt (R$ 5,835.9 million), all as of December 31, 2017, indicated in 10.1 (a) above, the directors believe that the Company has sufficient liquidity and capital resources to cover the investments, costs, expenses, debts and other amounts payable over the next few years, although they cannot guarantee that this situation will remain unchanged. In case it may be necessary to take out new loans to finance its investments and acquisitions, the directors believe that the Company has capacity to do so.

 

d) sources of financing for working capital and investments in non-current assets used.

 

The Company’s working capital cycle has substantially evolved every year since 2014, and as of December 31, 2019, 2018 and 2017, it reported a negative working capital, meaning that there is no need to raise new loans to finance working capital.

 

With regard to investments in non-current assets, the Company’s current cash position and the expected cash flow generation are sufficient to cover these investments. In any case, the Company has wide access to funding sources should there be an occasional need for supplemental cash funding for such investments.

 


 

 

e) sources of financing for working capital and for investments in non-current assets that it intends to use to cover liquidity shortfalls.

 

The Company has access to credit facilities extended by leading Brazilian and foreign banks, and has already raised funds in domestic and international capital markets. The Company’s current investment grade rating issued by key international rating agencies facilitates its access to additional financing arrangements that could be used to compensate any potential liquidity shortcomings. The Company has a Baa3 risk credit by Moody`s and BBB by S&P.

 

f) levels of indebtedness and characteristics of debts.

 

i. relevant financing and loan agreements

 

Please, find below additional information related to each one of the fiscal years that ended on December 31, 2019, 2018 and 2017:

 

2019

The Company's debt was structured in a manner to avoid significant concentration of maturities in each year and is tied to different interest rates. The most significant rates are: (i) fixed rate for the Bond 2021 and BNDES/FINEP; (ii) Long-Term Interest Rate (TJLP) for loans from Brazilian Bank of Economic and Social Development (“BNDES”); (iii) reference interest rate (“TR”) for the CRI 2030 operation; and (iv) floating rate (Libor) for international loans.

 

As of December 31, 2019, the Company was in compliance with its contractual obligations for its loans and financings and with any applicable borrowing limits.

 

Debt Profile – December 31, 2019

 

Debt Instruments

2019

2020

2021

2022

2023

After

Total

BNDES Basket Debt floating rate

 

 

 

 

 

 

 

Par Value

10.0

10.5

14.0

12.3

13.4

111.6

171.8

TJLP or TR + Average Pay Rate

9.3%

9.3%

9.3%

9.3%

9.3%

9.3%

 

International Debt

 

 

 

 

 

 

 

Other Latin-American currencies floating rate

34.4

230.6

14.1

13.0

17.5

38.3

348.0

Average Pay Rate

10.0%

10.0%

10.0%

10.0%

10.0%

10.0%

 

US dollar – fixed rate

10.9

8.1

-

-

-

-

19.1

Average Pay Rate

4.7%

4.7%

0.0%

0.0%

0.0%

0.0%

 

US dollar – floating rate

95.1

0.2

-

-

-

-

95.3

Average Pay Rate

4.1%

4.1%

0.0%

0.0%

0.0%

0.0%

 

Canadian dollar – floating rate

38.0

39.3

36.3

55.2

26.4

48.5

243.7

Average Pay Rate

3.5%

3.5%

3.5%

3.5%

3.5%

3.5%

 

Canadian dollar – fixed rate

0.5

-

-

-

-

-

0.5

Average Pay Rate

2.7%

-

-

-

-

-

 

Debt in Reais - ICMS fixed rate

 

 

 

 

 

 

 

Par Value

40.4

34.7

23.2

4.9

0.8

22.4

126.4

Average Pay Rate

6.1%

6.1%

6.1%

6.1%

6.1%

6.1%

 

Debt in Reais - fixed rate

 

 

 

 

 

 

 

Par Value

423.9

568.5

368.8

161.4

80.7

454.9

2,058.1

Average Pay Rate

7.9%

7.8%

7.8%

7.8%

7.8%

7.8%

 

Total indebtedness

653.1

892.0

456.4

246.8

138.8

675.6

3,062.8


 

 

2018

The Company's debt was structured in a manner to avoid significant concentration of maturities in each year and is tied to different interest rates. The most significant rates are: (i) fixed rate for the Bond 2021 and BNDES/FINEP; (ii) Long-Term Interest Rate (TJLP) for loans from Brazilian Bank of Economic and Social Development (“BNDES”); (iii) reference interest rate (“TR”) for the CRI 2030 operation; and (iv) floating rate (Libor and CAD BA) for international loans.

 

As of December 31, 2018, the Company was in compliance with its contractual obligations for its loans and financings and with any applicable borrowing limits.

 

Debt Profile – December 31, 2018

Debt Instruments

2019

2020

2021

2022

2023

After

Total

TJLP BNDES debt or TR floating rate

 

 

 

 

 

 

 

Par Value

75.3

9.7

10.1

10.8

11.8

120

237.7

TJLP or TR  + Average Pay Rate

9.1%

9.3%

9.3%

9.3%

9.3%

9.3%

 

International Debt

 

 

 

 

 

 

 

Other Latin-American currencies -fixed rate

26.1

80.9

120.6

33.8

-

-

261.3

Average pay rate

10.0%

10.0%

10.0%

10.0%

 

 

 

US Dollar - fixed rate

32.4

2.2

-

7.8

-

-

42.4

Average pay rate

4.4%

2.2%

-

4.3%

-

-

 

US Dollar -floating rate

538.8

91.2

-

-

-

-

630.0

Average pay rate

3.6%

5.1%

-

-

-

-

 

Canadian Dollar -floating rate

743.9

2.8

2.9

1.8

1.8

-

753.2

Average pay rate

2.4%

2.8%

2.8%

2.8%

2.8%

-

 

Canadian dollar -

fixed rate

25.2

23.4

21.5

21.2

16.4

37.9

145.5

Average Pay Rate

3.5%

3.5%

3.5%

3.5%

3.5%

3.5%

 

Debt in Reais – ICMS fixed rate

 

 

 

 

 

 

 

Par value

37.2

38

22.7

5.4

2.8

22.4

128.5

Average pay rate

5.8%

5.8%

5.8%

5.8%

5.8%

5.8%

 

Debt in Reais – fixed rate

 

 

 

 

 

 

 

Par value

462.3

497.5

538.6

284.1

57.2

65.2

1,905.0

Average pay rate

10.0%

10.0%

10.0%

10.0%

10.0%

10.0%

 

Total debt

1,941.2

745.7

716.5

364.9

89.9

245.5

4,103.7


 

 

2017

The Company's debt was structured in a manner to avoid significant concentration of maturities in each year and is tied to different interest rates. The most significant rates are: (i) fixed rate for the Bond 2021 and BNDES/FINEP; (ii) Long-Term Interest Rate (TJLP) to loans from Brazilian Bank of Economic and Social Development (“BNDES”); (iii) reference interest rate (TR) for the CRI 2030 operation; and (iv) floating rate (Libor and CAD BA) for international loans.

 

As of December 31, 2017, the Company was in compliance with its contractual obligations for its loans and financings and with any applicable borrowing limits.

 

Debt Profile – December 31, 2017

 

Debt Instruments

2018

2019

2020

2021

2022

After

Total

TJLP BNDES debt or TR floating rate

 

 

 

 

 

 

 

Par Value

164.7

74.3

9.6

10

10.79

133

402.39

TJLP or TR  + Average Pay Rate

9.2%

9.1%

9.4%

9.4%

9.4%

9.4%

 

International Debt

 

 

 

 

 

 

 

Other Latin-American currencies floating rate

-

5.0

-

-

-

-

5.0

Average Pay Rate

-

2.3%

-

-

-

-

 

Other Latin-American currencies fixed rate

219.21

24.15

-

-

-

-

243.36

Average Pay Rate

10.2%

10.2%

-

-

-

-

 

US dollar – fixed rate

6.5

16.48

-

-

-

-

22.98

Average Pay Rate

2.2%

4.5%

-

-

-

-

 

US dollar – floating rate

78.2

477

-

-

-

-

555.2

Average Pay Rate

4.0%

2.5%

-

-

-

-

 

Canadian dollar – floating rate

685.9

-

-

-

-

-

685.9

Average Pay Rate

2.1%

-

-

-

-

-

 

Canadian dollar - fixed rate

24.1

21.1

19.5

17.6

17.2

46.0

145.4

Average Pay Rate

3.7%

3.7%

3.7%

3.7%

3.7%

3.7%

 

Debt in Reais - ICMS fixed rate

 

 

 

 

 

 

 

Par Value

38.4

27

19.7

7.8

3.8

33.2

129.9

Average Pay Rate

5.6%

5.6%

5.6%

5.6%

5.6%

5.6%

 

Debt in Reais - fixed rate

 

 

 

 

 

 

 

Par Value

482.4

751.3

408.8

463.7

113.7

120.6

2,340.4

Average Pay Rate

10.2%

10.2%

10.2%

10.2%

10.2%

10.2%

 

Total indebtedness

1,699.4

1,396.3

457.5

499.1

145.5

332.7

4,530.5


 

 

ii. other long-term relations with financial institutions

 

The Company has other long-term relations with financial institutions, such as payroll agreements, derivative operations and guarantee agreements.

 

iii. subordination degree among the debts

 

In the years ended on December 31, 2019, 2018 and 2017, the Company's loans had equal rights to payment without subordination clauses. Except for the credit lines due to FINAME contracted by the Company with BNDES, where collateral is provided on assets acquired with the credit granted which serve as collateral; other loans and financing contracted by the Company provide only personal guarantees as collateral, or are unsecured.

 

iv. any restrictions imposed to the issuer, especially concerning the limit of indebtedness and contracting of new debts, the distribution of dividends, the sale of assets, the issue of new securities and the sale of the corporate control, as well as if those restrictions are being complied with by the issuer

 

Most of the loan contracts contain financial covenants including:

 

(i) financial covenants, including restrictions on new borrowing;

(ii) going-concern;

(iii) maintenance, in use or in good condition for the business, of the Company's assets;

(iv) restrictions on acquisitions, mergers, sale or disposal of its assets;

(v) disclosure of accounting statements and balance sheets;

(vi) prohibition related to new real guarantees for loans contracted, except if (a) expressly authorized under the agreement or (b) new loans contracted from financial institutions linked to the Brazilian government - including the BNDES or foreign governments; - or foreign governments, multilateral financial institutions (e.g. World Bank) or located in jurisdictions in which the Company operates.

 

As of December 31, 2019, the Company was in compliance with its contractual obligations for its loans and financings.

 

g) borrowing limits contracted and percentages utilized

 

As of December 31, 2019, the Company had loans with BNDES, FINEP and FINAME credit facilities and other lines of credit with private banks, in the amount of R$3,168.2 million. Of this total, R$914.9 million (28.9%) are being used, with R$ 2,253.3 million (71.1%) still available.

 

 


 

h) significant changes to each item of the Financial Statements

 

The following table shows the amounts outstanding on the Company balance sheet for the periods indicated.

 

BALANCE SHEET

(in million of Reais)

 

 

 

 

December 31

Assets

2019

2018

2017

 

 

 

 

Cash and cash equivalents

11,900.7

11,463.5

10,354.5

Short-term investments

14.6

13.4

11.9

Derivative financial instruments

172.1

220.0

350.0

Trade receivables

4,495.5

4,879.3

4,944.8

Inventories

5,978.6

5,401.8

4,319.0

Taxes and social contribution receivable

1,831.4

1,285.4

2,770.4

Other tax receivable(ii)

2,242.7

863.3

600.2

Other assets

985.5

1,202.9

1,367.2

Current Assets

27,621.1

25,329.6

24,718.0

 

 

 

 

 

 

 

 

Financial Investments

163.6

147.3

122.0

Derivative financial instruments

1.2

34.9

35.2

Taxes and social contribution receivable

4,331.9

3,834.4

2,312.7

Other tax receivable

671.1

539.8

225.0

Deferred income tax and social contribution

2,950.1

2,064.7

2,310.9

Other assets

1,751.7

1,687.4

1,964.4

Employee Benefits

56.2

64.3

58.4

Investments

303.4

257.1

238.0

Property, plant and equipment

22,576.3

21,638.0

20,705.1

Intangible

6,306.4

5,840.6

4,674.7

Goodwill

35,009.9

34,276.2

31,401.9

Non-current assets

74,121.8

70,384.7

64,048.3

 

 

 

 

Total assets

  101,742.9

95,714.3

88,766.3

 

 

 

 

Liabilities and shareholders’ equity

 

 

 

 

 

 

 

Accounts payable

15,069.6

14,050.0

11,854.0

Derivative financial instruments

355.3

679.3

215.1

Loans and financing

653.1

1,941.1

1,699.3

Bank overdrafts

-

-

1.8

Salaries and charges

833.0

851.6

1,047.2

Dividends and interest on shareholders’ equity payable

956.6

807.0

1,778.6

Income tax and social contribution payable

1,394.2

1,558.6

1,668.4

Taxes, charges and contributions payable

4,108.5

3,781.6

3,825.4

Other liabilities

1,530.7

1,366.6

6,807.9

Provisions

110.0

173.0

169.0

Current liabilities

25,011.0

25,208.8

29,066.7

 

 

 

 

Accounts payable

309.5

126.1

175.1

Derivative financial instruments

0.1

2.5

2.4

Loans and financing

2,409.7

2,162.4

2,831.2

Deferred income tax and social contribution

2,371.1

2,424.6

2,329.2

Income tax and social contribution payable (i)

2,219.5

2,227.8

2,418.0

Taxes, charges and contributions payable

645.2

675.6

771.6

Put option granted on interest in controlled company and other liabilities

3,145.3

2,661.8

429.1

Provisions

371.0

426.2

512.6

Employee benefits

2,704.5

2,343.7

2,310.7

Non-current liabilities

14,175.9

13,050.7

11,779.9

 

 

 

 

Total liabilities

39,186.9

38,259.5

40,846.6

 

 

 

 

Shareholders’ equity

 

 

 

Capital Stock

57,866.8

57,710.2

57,614.1

Reserves

75,685.7

70,122.6

63,298.2

Equity Valuation Adjustment

(72,274.5)

(71,584.8)

(74,966.6)

Controlling shareholders’ interest

61,278.0

56,248.0

45,945.7

Non-controlling interest

1,278.0

1,206.8

1,974.0

Total shareholders’ equity

62,556.0

57,454.8

47,919.7

 

 

 

 

Total liabilities and shareholders’ equity

101,742.9

95,714.3

88,766.3

(i) During the third quarter of 2017, the Company adhered to the Tax Regularization Special Program [Programa Especial de Regularização Tributária] (“PERT 2017”).

(ii) The variation in the balances is mainly explained by the recognition of PIS/COFINS credits.


 

 

For additional information on the accounting practices adopted by the Company, see section 10.5.

 

Comparative analysis of Balance Sheets - As of December 31, 2019 and December 31, 2018

 

(in million of Reais, except percentages)

 

 

 

 

December 31

 

2019

Vertical Analysis

2019

Vertical Analysis

Variation

2019/2018

 

Assets

 

 

 

 

 

Cash and cash equivalents

 11,900.7

11.7%

 11,463.5

12.0%

3.8%

Financial investments

 14.6

0.0%

 13.4

0.0%

9.0%

Derivative financial instruments

 172.1

0.2%

 220.0

0.2%

-21.8%

Accounts receivable

 4,495.5

4.4%

 4,879.3

5.1%

-7.9%

Inventories

 5,978.6

5.9%

 5,401.8

5.6%

10.7%

Tax and social contribution receivable

1,831.4

1.8%

1,285.4

1.3%

42.5%

Other tax receivable

2,242.7

2.2%

863.3

0.9%

159.8%

Other assets

985.5

1.0%

1,202.9

1.3%

-18.1%

Current assets

27,621.1

27.1%

25,329.6

26.5%

9.0%

 

 

 

 

 

 

Financial investments

 163.6

0.2%

147.3

0.2%

11.1%

Derivative financial instruments

 1.2

0.0%

        34.9

0.0%

-96.6%

Tax and social contributions receivable

4,331.9

4.3%

3,834.4

4.0%

13.0%

Other tax receivable

671.1

0.7%

539.8

0.6%

24.3%

Deferred income tax and social contribution

 2,950.1

2.9%

2,064.7

2.2%

42.9%

Other assets

 1,751.7

1.7%

1,687.4

1.8%

3.8%

Employee benefits

 56.2

0.1%

64.3

0.1%

-12.6%

Investments

 303.4

0.3%

257.1

0.3%

18.0%

Property, plant and equipment

 22,576.3

22.2%

21,638.0 

22.6%

4.3%

Intangible

 6,306.4

6.2%

5,840.6

6.1%

8.0%

Goodwill

 35,009.9

34.4%

34,276.2

35.8%

2.1%

Non-current assets

 74,121.8

72.9%

70,384.7

73.5%

5.3%

 

 

 

 

 

 

Total assets

101,742.9

100.0%

95,714.3

100.0%

6.3%

 

 

 

 

 

 

Liabilities and equity

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 15,069.6

38.5%

    14,050.0

36.7%

7.3%

Derivative financial instruments

 355.3

0.9%

679.3

1.8%

-47.7%

Loans and financing

 653.1

1.7%

1,941.1 

5.1%

-66.4%

Overdraft account

 -  

0.0%

-  

0.0%

0.0%

Salaries and charges

 833.0

2.1%

851.6

2.2%

-2.2%

Dividends and interest on shareholders’ equity payable

 956.6

2.4%

807.0

2.1%

18.5%

 Income and social contribution taxes payable

 1,394.2

3.6%

1,558.6

4.1%

-10.5%

Taxes, charges and contributions payable

 4,108.5

10.5%

3,781.6

9.9%

8.6%

Other liabilities

 1,530.7

3.9%

1,366.6

3.6%

12.0%

Provisions

 110.0

0.3%

173.0

0.5%

-36.4%

Current liabilities

 25,011.0

63.8%

25,208.8

65.9%

-0.8%

 

 

 

 

 

 

Accounts payable

 309.5

0.8%

126.1

0.3%

145.4%

Derivative financial instruments

 0.1

0.0%

2.5

0.0%

-96.0%

Loans and financing

 2,409.7

6.1%

2,162.4 

5.7%

11.4%

Deferred income tax and social contribution

 2,371.1

6.1%

2,424.6

6.3%

-2.2%

Income tax and social contribution payable (i)

 2,219.5

5.7%

2,227.8

5.8%

-0.4%

Taxes, charges and contributions payable

 645.2

1.6%

675.6

1.8%

-4.5%

Put option granted on interest in controlled company and other liabilities

 3,145.3

8.0%

2,661.8

7.0%

18.2%

Provisions

 371.0

0.9%

426.2

1.1%

-13.0%

Employee benefits

 2,704.5

6.9%

2,343.7

6.1%

15.4%

Non-current liabilities

14,175.9

36.2%

13,050.7

34.1%

8.6%

 

 

 

 

 

 

Total liabilities

39,186.9

100.0%

38,259.5

100.0%

2.4%

 

 

 

 

 

 

Equity

 

 

 

 

 

Capital stock

 57,866.8

56.9%

57,710.2

60.3%

0.3%

Reserves

 75,685.7

74.4%

70,122.6 

73.3%

7.9%

Adjustment to equity valuation

 (72,274.5)

-71.0%

 (71,584.8)

-74.8%

1.0%

Controlling shareholders’ equity

61,278.0

60.2%

56,248.0

58.8%

8.9%

Minority interests

1,278.0

1.3%

1,206.8

1.3%

5.9%

Total equity

62,556.0

61.5%

57,454.8 

61.1%

8.9%

 

 

 

 

 

 

Total liabilities and equity

101,742.9

100.0%

95,714.3

100.0%

6.3%

 

(i) During the third quarter of 2017, the Company adhered to PERT 2017.

 


 

 

Assets

 

Cash and cash equivalents

 

As of December 31, 2019, the balance of cash and cash equivalents and short-term financial investments amounted to R$ 11,915.2 million, compared to R$ 11,476.9 million as of December 31, 2018. The increase of R$ 438.3 million, or 3.8%, is a result particularly from (i) the operational performance; (ii) the increase in the accounts payable; (iii) a reduction in the interests paid in 2019; and (iv) lower outflows related to the acquisition of non-controlling shareholders.

 

Accounts receivable

 

As of December 31, 2019, the balance of receivables amounted to R$ 4,495.5 million, compared to R$ 4,879.3 million as of December 31, 2018, a reduction of R$ 383.7 million, or -7,9%.

 

Inventories

As of December 31, 2019, the balance of inventories amounted to R$ 5,978.6 million, compared to R$ 5,401.8 million as of December 31, 2018. The increase of R$ 576.8 million, or 10.7%, is demonstrated in the chart below:

 

(in million Reais)

2019

2018

Finished products

2,080.7

1,688.0

Products under processing

450.8

339.5

Raw materials and consumer items

2,637.4

2,624.3

Stockroom and others

602.6

597.0

Early payments

328.3

304.4

Provision for losses

(121.2)

(151.4)

 

5,978.6

5,401.8

 

Income tax, social contribution and Other tax receivable

 

As of December 31, 2019, the balance of taxes and contributions receivable, current and noncurrent, amounted to R$ 9,077.1 million, compared to R$ 6,522.9 million as of December 31, 2018. The variation in the balances is mainly explained by the recognition of PIS/COFINS credits.

 

Property, plant and equipment

 

2019

2018

Property, plant and equipment

20,547.7

20,100.4

Right of use asset

2,028.6

1,537.6

 

22,576.3

21,638.0

 

As of December 31, 2019, the balance of property, plant and equipment amounted to R$ 22,576.3 million, compared to R$ 21,638.0 million as of December 31, 2018. The movement that resulted in a net increase of R$ 938.3 million or 4.3% is demonstrated in the chart below:

 

 

2019

 

2018

(restated)

 

Land and buildings

Facilities and equipment

Fixtures and fittings

Under construction

Total

 

Total

Acquisition Cost

             

Initial balance

10,375.5

28,075.7

5,690.4

1,422.0

45,563.6

 

39,834.9

Effect of conversion

(240.9)

(979.5)

(300.8)

(19.5)

(1,540.7)

 

(27.7)

Effect of application of IAS 29/CPC 42 (hyperinflation)

291.3

1,169.9

399.6

11.1

1,871.9

 

3,589.0

Acquisition through share exchange

-

-

-

-

-

 

218.4

Acquisitions through business combination

0.2

-

2.1

5.7

8.0

 

-

Acquisitions

14.8

606.1

147.9

3,707.1

4,475.9

 

3,520.5

Disposals and write-offs

(33.4)

(739.3)

(133.3)

-

(906.0)

 

(1,416.6)

Transfers from (to) other asset categories

479.3

1,543.1

561.6

(2,942.2)

(358.2)

 

(162.9)

Others

-

-

-

-

-

 

8.0

Final balance

10,886.8

29,676.0

6,367.5

2,184.2

49,114.5

 

45,563.6

 

             

Depreciation and Impairment

             

Initial balance

(3,031.4)

(18,246.6)

(4,185.2)

-

(25,463.2)

 

(21,012.6)

Effect of conversion

23.9

549.1

237.9

-

810.9

 

(129.7)

Effect of application of IAS 29/CPC 42 (hyperinflation)

(51.1)

(686.0)

(288.1)

-

(1,025.2)

 

(1,908.7)

Write-off through equity interest

-

-

-

-

-

 

(20.5)

Depreciation

(350.3)

(2,516.6)

(663.2)

-

(3,530.1)

 

(3,536.9)

Loss due to reduction of the recovery amount

(0.8)

(140.5)

(11.7)

-

(153.0)

 

(180.0)

Disposals and write-offs

9.9

650.3

123.8

-

784.0

 

1,351.8

Transfers (from) to other asset categories

(0.7)

(0.5)

1.4

-

0.2

 

(30.7)

Others

-

9.6

-

-

9.6

 

4.1

Final balance

(3,400.5)

(20,381.2)

(4,785.1)

-

(28,567.1)

 

(25,463.2)

Book value:

       

-

   

December 31, 2018

7,344.1

9,829.1

1,505.2

1,422.0

20,100.4

 

20,100.4

December 31, 2019

7,486.3

9,294.8

1,582.1

2,184.3

20,547.7

   

 

 

Right of use assets:

 

 

2019

 

2018

   

(Restated)

 

Properties

Machines and Equipment

Others

Total

 

Total

Acquisition Cost

           

Initial balance

972.5

1,343.3

78.3

2,394.1

 

2,309.5

Effect of conversion

17.7

0.6

1.2

19.5

 

14.5

Acquisitions

849.2

41.3

8.3

898.8

 

70.1

Transfers (from) to other asset categories

31.8

-

16.9

48.7

 

-

Final balance

1,871.2

1,385.2

104.7

3,361.1

 

2,394.1

             

Depreciation and Impairment

           

Initial balance

(308.4)

(490.7)

(57.4)

(856.5)

 

(426.7)

Effect of conversion

(4.6)

(0.5)

(0.6)

(5.7)

 

(1.0)

Depreciation

(173.3)

(263.3)

(30.6)

(467.2)

 

(428.8)

Transfers (from) to other asset categories

(8.2)

(2.4)

7.5

(3.1)

 

-

Final balance

(494.5)

(756.9)

(81.1)

(1,332.5)

 

(856.5)

Book value:

           

December 31, 2018

664.1

852.6

20.9

1,537.6

 

1,537.6

December 31, 2019

1,376.7

628.3

23.7

2,028.6

   

 

 

 

Intangible Assets

 

As of December 31, 2019, the balance of the intangible assets amounted to R$ 6,306.4 million, compared to R$ 5,840.6 million, as of December 31, 2018. The net increase of R$ 465.8 million, or 8.0%, is a result mainly of the application of the Accounting and Disclosure Rule in Highly Inflationary Economy (IAS 29/CPC 42) in Argentina, as described in item 10.5 – Critical accounting policies – “(x) Accounting and disclosure rule in highly inflationary economy”.


 

 

Goodwill

 

As of December 31, 2019, the balance of goodwill amounted to R$ 35,009.9 million, compared to R$ 34,276.2 million as of December 31, 2018. The movement that resulted in a net increase of R$ 733.7 million is demonstrated in the chart below:

 

 

2019

2018

Initial Balance

34,276.2

31,401.9

Effect of foreign-exchange variation

16.1

1,224.8

Effect of application of IAS 29/CPC 42 (hyperinflation)

691.2

1,686.5

Acquisition, (write-off) and exchange of subsidiaries

26.4

(37.0)

Final balance

35,009.9

34,276.2

 

Liabilities

 

Accounts payable

 

As of December 31, 2019, the balance of the current accounts payable amounted to R$ 15,069.6 million, compared to R$ 14,050.0 million as of December 31, 2018, an increase of R$ 1,019.6 million or 7.3%. The balance of non-current accounts payable amounted to R$ 309.6 million as of December 31, 2019, compared to R$ 126.1 million in the same period in 2018, an increase of R$ 183.5 million, or 146.0%.

 

Loans and financing

 

The current and non-current loans and financing amounted to R$ 3,062.8 million as of December 31, 2019, compared to R$ 4,103.6 million as of December 31, 2018, a reduction of R$ 1,040.8 million, or -25.4% in the gross indebtedness in the year ended on December 31, 2019.

 

Income tax and social contribution

 

As of December 31, 2019, the balance of current and non-current income tax and social contribution amounted to R$ 3,613.8 million, compared to R$ 3,786.4 million as of December 31, 2018, a reduction of R$ 172.6 million, explained mainly by the payment of the installments regarding adhesion to PERT 2017. As announced on September 29, 2017, the Company adhered to a special tax regularization program, involving tax contingencies under dispute, including contingencies related to the income tax and social contribution on profits. The total amount to be paid is approximately R$ 3.5 billion, of which approximately R$ 1.0 billion was paid in 2017, and the remaining is being paid in 145 monthly installments as from January 2018, added by interests.

 

In addition, the balance of the income tax and social contribution is also a result of a lower effective tax rate, which, in 2019, was 5,8%, compared to an effective tax rate of 13.5% in 2018. The main events that took place in the period and that impacted the effective tax rate were:

 

- Government grants related to taxes on sales: the reduction of the tax expenses reflects the deductibility of the subsidies for investment arising out of deferred or presumed credits on ICMS.

 

- Benefit of deductibility of interest on capital (“IOC”): according to the Brazilian legislation, the companies can opt for distributing IOC calculated based on the Long-Term Interest Rate (“TJLP”), which is deductible for income tax purposes under the applicable legislation, whose amount distributed until the date hereof was of R$ 7,717.4 million, and the tax impact was  of R$ 2,623.8 million.


 

 

Equity

 

As of December 31, 2019, the balance of equity amounted to R$ 62,556.0 million, compared to R$ 57,454.8 million as of December 31, 2018. The main reasons for the variation in equity accounts were: (i) profit in the year of R$12,188.3 million; (ii) the effect of the application of the Accounting and Disclosure Rule in Highly Inflationary Economy (IAS 29/CPC 42) in Argentina, as described in item 10.5 – Critical accounting policies – “(x) Accounting and disclosure rule in highly inflationary economy”; and (iii) distribution of IOC of R$ 7,717.4 million.

 

Deferred income tax and social contribution (Assets and Liabilities)

 

As of December 31, 2019, the balance of the deferred income tax and social contribution (assets and liabilities) amounted to R$ 579.0 million in assets, compared to R$ 359.9 million in liabilities as of December 31, 2018. The variation of R$ 938.9 million is described in the charts below, which demonstrate the composition of the deferred tax per origin of the temporary difference.

 

(in million Reais)

2019

 

Assets

Liabilities

Net

Financial Investments

10.0

-

10.0

Intangible

-

(1,067.5)

(1,067.5)

Employee Benefits

750.0

(3.9)

746.1

Accounts payable

2,330.3

(246.6)

2,083.7

Accounts receivable

45.5

(3.3)

42.2

Derivatives

38.9

(217.2)

(178.3)

Loans and financing

-

-

-

Inventories

372.0

(67.1)

304.9

Property, plant and equipment

290.4

(1,423.4)

(1,133.0)

Withholding tax on non-distributed dividends and royalties

-

(1,115.1)

(1,115.1)

Investments

-

(421.6)

(421.6)

Tax losses to be used

877.3

(148.4)

728.9

Provisions

465.9

(2.3)

463.6

Effect of the application of IFRS 16/CPC 06 (Leases)

44.6

(1.9)

42.7

Other items

89.0

(16.6)

72.4

Gross deferred tax assets/(liabilities)

5,313.9

(4,734.9)

579.0

Reclassification for net presentation

(2,363.8)

2,363.8

-

Net deferred tax assets/(liabilities)

2,950.1

(2,371.1)

579.0

 

 


 

 

(in million Reais)

2017

 

Assets

Liabilities

Net

Financial Investments

10.0

-

10.0

Intangible

-

(1,031.1)

(1,031.1)

Employee Benefits

614.8

-

614.8

Accounts payable

1,807.8

(271.9)

1,535.9

Accounts receivable

41.3

(2.3)

39.0

Derivatives

18.7

(304.2)

(285.5)

Loans and financing

2.5

(78.5)

(76.0)

Inventories

266.7

(44.8)

221.9

Property, plant and equipment

109.6

(1,386.4)

(1,276.8)

Withholding tax on non-distributed dividends and royalties

-

(863.8)

(863.8)

Investments

-

(421.6)

(421.6)

Tax losses to be used

791.0

-

791.0

Provisions

363.1

(24.0)

339.1

Effect of the application of IFRS 16/CPC 06 (Leases)

47.2

-

47.2

Other items

50.6

(54.6)

(4.0)

Gross deferred tax assets/(liabilities)

4,123.3

(4,483.2)

(359.9)

Reclassification for net presentation

(2,058.6)

2,058.6

-

Net deferred tax assets/(liabilities)

2,064.7

(2,424.6)

(359.9)

 

 


 

Comparative analysis of Balance Sheets as of December 31, 2018 and December 31, 2017

 

(in million of Reais, except percentages)

 

 

 

 

 

December 31

 

2018

Vertical Analysis

2017

Vertical

Analysis

Variation

2018/2017

Assets

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

11,463.5

12.0%

10,354.5

11.7%

10.7%

Financial investments

13.4

0.0%

11.9

0.0%

12.6%

Derivative financial instruments

220.0

0.2%

350.0

0.4%

-37.1%

Accounts receivable

4,879.3

5.1%

4,944.8

5.6%

-1.3%

Inventories

5,401.8

5.6%

4,319.0

4.9%

25.1%

Tax and social contribution receivable

1,285.4

1.3%

2,770.4

3.1%

-53.6%

Other tax receivable

863.3

0.9%

600.2

0.7%

43.8%

Other assets

1,202.9

1.3%

1,367.3

1.5%

-12.0%

Current assets

25,329.6

26.5%

24,718.1

27.8%

2.5%

 

 

 

 

 

 

Financial investments

147.3

0.2%

122.0

0.1%

20.7%

Derivative financial instruments

34.9

0.0%

35.2

0.0%

-0.9%

Tax and social contribution receivable

3,834.4

4.0%

2,312.7

2.6%

65.8%

Other tax receivable

539.8

0.6%

225.0

0.3%

139.9%

Deferred income tax and social contribution

2,064.7

2.2%

2,310.9

2.6%

-10.7%

Other assets

1,687.4

1.8%

1,964.4

2.2%

-14.1%

Employee benefits

64.3

0.1%

58.4

0.1%

10.1%

Investments

257.1

0.3%

238.0

0.3%

8.0%

Property, plant and equipment

21,638.0

22.6%

20,705.1

23.3%

4.5%

Intangible assets

5,840.6

6.1%

4,674.7

5.3%

24.9%

Goodwill

34,276.2

35.8%

31,401.9

35.4%

9.2%

Non-current assets

70,384.7

73.5%

64,048.3

72.2%

9.9%

 

 

 

 

 

 

Total assets

95,714.3

100.0%

88,766.4

100.0%

7.8%

 

 

 

 

 

 

Liabilities and shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

14,050.0

36.7%

11,853.9

29.0%

18.5%

Derivative financial instruments

679.3

1.8%

215.1

0.5%

215.8%

Loans and financing

1,941.2

5.1%

1,699.4

4.2%

14.2%

Overdraft account

-

0.0%

1.8

0.0%

-100.0%

Salaries and charges

851.6

2.2%

1,047.2

2.6%

-18.7%

Dividends and interest on shareholders’ equity payable

807.0

2.1%

1,778.6

4.4%

-54.6%

Income tax and social contribution payable

1,558.6

4.1%

1,668.4

4.1%

-6.6%

Taxes, charges and contributions payable

3,781.6

9.9%

3,825.4

9.4%

-1.1%

Put option granted on interest in controlled company and other liabilities

1,366.6

3.6%

6,807.9

16.7%

-79.9%

Provisions

173.0

0.5%

169.0

0.4%

2.4%

Current liabilities

25,208.9

65.9%

29,066.7

71.2%

-13.3%

 

 

 

 

 

 

Accounts payable

126.1

0.3%

175.1

0.4%

-28.0%

Derivative financial instruments

2.5

0.0%

2.4

0.0%

4.2%

Loans and financing

2,162.4

5.7%

2,831.2

6.9%

-23.6%

Deferred income tax and social contribution

2,424.6

6.3%

2,329.2

5.7%

4.1%

Income tax and social contribution payable (i)

2,227.8

5.8%

2,418.0

5.9%

-7.9%

Taxes, charges and contributions payable

675.6

1.8%

771.6

1.9%

-12.4%

Put option granted on interest in controlled company and other liabilities

2,661.8

7.0%

429.1

1.1%

520.3%

Provisions

426.2

1.1%

512.6

1.3%

-16.9%

Employee benefits

2,343.7

6.1%

2,310.7

5.7%

1.4%

Non-current liabilities

13,050.7

34.1%

11,779.9

28.8%

10.8%

 

 

 

-

 

 

Total liabilities

38,259.6

100.0%

40,846.6

100.0%

-6.3%

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

Capital stock

57,710.2

60.3%

57,614.1

64.9%

0.2%

Reserves

70,122.6

73.3%

63,298.1

71.3%

10.8%

Adjustment to equity valuation

(71,584.8)

-74.8%

(74,966.6)

-84.5%

-4.5%

Controlling shareholders’ equity

56,248.0

58.8%

45,945.6

51.8%

22.4%

Non-controlling interest

1,206.8

1.3%

1,974.0

2.2%

-38.9%

Total shareholders’ equity

57,454.8

60.0%

47,919.6

54.0%

19.9%

 

 

 

 

 

 

Total liabilities and shareholders’ equity

95,714.4

100.0%

88,766.2

100.0%

7.8%


 

 

Assets

 

Cash and cash equivalents

 

As of December 31, 2018, the balance of cash and cash equivalents and short-term financial investments amounted to R$ 11,476.9 million, compared to R$10,366.4 million as of December 31, 2017. The increase of R$ 1,110.5 million, or 10.7%, is a result particularly from (i) a stronger operational performance; (ii) a significant increase in the accounts payable; (iii) a reduction in the income tax and social contribution paid in 2018; and (iv) lower outflows related to the repayment of borrowings.

 

Accounts receivable

 

As of December 31, 2018, the balance of receivables amounted to R$ 4,879.3 million, compared to R$ 4,944.8 million as of December 31, 2017, a reduction of R$ 65.5 million, or -1.3%.

 

Inventories

 

As of December 31, 2018, the balance of inventories amounted to R$ 5,401.8 million, compared to R$ 4,319.0 million as of December 31, 2017. The increase of R$ 1,082.8 million, or 25.1%, is demonstrated in the chart below:

 

(in million Reais)

2018

2017

Finished products

1,688.0

1,528.4

Products under processing

339.5

309.6

Raw materials

2,517.3

1,816.3

Production materials

107.0

77.3

Stockroom and others

597.0

476.9

Early payments

304.4

210.9

Provision for losses

(151.4)

(100.4)

 

5,401.8

4,319.0

 

Income tax and social-contribution receivable

 

As of December 31, 2018, the balance of taxes and contributions receivable, current and noncurrent, amounted to R$ 6,522.9 million, compared to R$5,908.2 million as of December 31, 2017. The increase was due mainly to the accumulation of credits from abroad to be offset in subsequent years.


 

 

Property, plant and equipment

 

 

2018

2017

Property, plant and equipment

20,100.4

18,822.3

Right of use asset

1,537.6

1,882.8

 

21,638.0

20,705.1

 

As of December 31, 2018, the balance of property, plant and equipment amounted to R$ 21,638.0 million, compared to R$ 20,705.1 million as of December 31, 2017. The movement that resulted in a net increase of R$ 932.9 million or 4.5% is demonstrated in the chart below:

 

(in million Reais)

2018

 

2017

 

Land and buildings

Facilities and equipment

Fixtures and fittings

Under construction

Right of use Asset

Total

 

Total

Acquisition Cost

 

 

 

 

 

 

 

 

Initial balance

8,961.8

24,538.8

5,076.4

1,258.0

2,309.5

42,144.4

 

37,419.4

Effect of foreign-exchange variation

118.6

(52.7)

(110.8)

17.2

14.5

(13.2)

 

31.4

Effect of application of IAS 29/CPC 42 (hyperinflation)

630.0

2,301.5

566.6

91.0

-

3,589.0

 

-

Effect of the application of IFRS 16/CPC 06 (Leases)

-

-

-

-

70.1

70.1

 

2,296.7

Acquisition through share exchange

100.5

117.7

0.1

0.2

-

218.4

 

204.2

Acquisitions

18.8

574.6

141.0

2,786.1

-

3,520.5

 

3,175.5

Disposals and write-offs

(39.2)

(1,007.8)

(369.6)

-

-

(1,416.6)

 

(706.8)

Transfers from (to) other asset categories

585.0

1,595.7

386.8

(2,730.3)

-

(162.9)

 

(310.9)

Others

-

8.0

-

-

-

7.9

 

35.0

Final balance

10,375.5

28,075.8

5,690.5

1,422.2

2,394.1

47,957.6

 

42,144.5

 

 

 

 

 

 

 

 

 

Depreciation and Impairment

 

 

 

 

 

 

 

 

Initial balance

(2,585.7)

(14,973.5)

(3,453.4)

-

(426.7)

(21,439.3)

 

(18,265.5)

Effect of foreign-exchange variation

(39.7)

(141.0)

51.1

-

(1.0)

(130.7)

 

(118.5)

Effect of application of IAS 29/CPC 42 (hyperinflation)

(110.7)

(1,366.7)

(431.4)

-

-

(1,908.7)

 

-

Write-off through equity interest

(0.8)

(19.8)

-

-

-

(20.5)

 

-

Depreciation

(327.9)

(2,500.8)

(708.1)

-

(428.8)

(3,965.7)

 

(3,625.2)

Loss due to reduction of the recovery amount

(36.4)

(160.8)

17.2

-

-

(180.0)

 

(125.2)

Disposals and write-offs

68.8

945.3

337.7

-

-

1,351.8

 

654.3

Transfers (from) to other asset categories

1.1

(33.5)

1.7

-

-

(30.7)

 

32.9

Others

-

4.0

-

-

-

4.0

 

7.8

Final balance

(3,031.3)

(18,246.8)

(4,185.2)

-

(856.5)

(26,319.8)

 

(21,439.4)

Book value:

 

 

 

 

 

 

 

 

December 31, 2017

6,376.1

9,565.3

1,623.0

1,258.0

1,882.8

20,705.1

 

20,705.1

December 31, 2018

7,344.2

9,829.0

1,505.3

1,422.2

1,537.6

21,637.8

 

 


 

 

Intangible Assets

 

As of December 31, 2018, the balance of the intangible assets amounted to R$ 5,840.6 million, compared to R$ 4,674.7 million, as of December 31, 2017. The net increase of R$1,165.9 million, or 24.9%, is a result mainly of the application of the Accounting and Disclosure Rule in Highly Inflationary Economy (IAS 29/CPC 42) in Argentina, as described in item 10.5 – Critical accounting policies – “(x) Accounting and disclosure rule in highly inflationary economy”, in addition to the impact of currency conversion.

 

Goodwill

 

As of December 31, 2018, the balance of goodwill amounted to R$ 34,276.2 million, compared to R$ 31,401.9 million as of December 31, 2017. The movement that resulted in a net increase of R$ 2,874.3 million is demonstrated in the chart below:

 

 

2018

2017

Initial Balance

31,401.9

30,511.2

Effect of foreign-exchange variation

1,222.8

489.7

Effect of application of IAS 29/CPC 42 (hyperinflation)

1,686.5

-

Acquisition, (write-off) and exchange of subsidiaries

(37.0)

401.0

Final balance

34,276.2

31,401.9

 

Liabilities

 

Accounts payable

 

As of December 31, 2018, the balance of the current accounts payable amounted to R$ 14,050.0 million, compared to R$ 11,854.0 million as of December 31, 2017, an increase of R$ 2,196.0 million or 18.5%. The balance of non-current accounts payable amounted to R$126.1 million as of December 31, 2018, compared to R$ 175.1 million in the same period in 2017, a reduction of R$ 49.0 million, or -28.0%.

 

Loans and financing

 

The current and non-current loans and financing amounted to R$ 4,103.6 million as of December 31, 2018, compared to R$ 4,530.6 million as of December 31, 2017, a reduction of R$ 427.0 million, or -9.4% in the gross indebtedness in the year ended on December 31, 2018.

 

Income tax and social contribution

 

As of December 31, 2018, the balance of current and non-current income tax and social contribution amounted to R$3,786.4 million, compared to R$ 4,086.4 million as of December 31, 2017, a reduction of R$ 300.1 million, explained mainly by the payment of the installments to be paid in 2018 regarding adhesion to PERT 2017. As announced on September 29, 2017, the Company adhered to a special tax regularization program, involving tax contingencies under dispute, including contingencies related to the income tax and social contribution on profits. The total amount to be paid is approximately R$ 3.5 billion, of which approximately R$1.0 billion was paid in 2017, and the remaining shall be paid in 145 monthly installments as from January 2018, added by interests.

 


 

In addition, the balance of the income tax and social contribution is also a result of a lower effective tax rate, which, in 2018, was 13.6%, compared to an effective tax rate of 39.3% in 2017, much impacted by the adhesion to PERT, mentioned above. The main events that took place in the period and that impacted the effective tax rate were:

 

- Government grants related to taxes on sales: the reduction of the tax expenses reflects the deductibility of the subsidies for investment arising out of deferred or presumed credits on ICMS.

 

- Benefit of deductibility of interest on capital (“IOC”): according to the Brazilian legislation, the companies can opt for distributing IOC calculated based on the Long-Term Interest Rate (“TJLP”), which is deductible for income tax purposes under the applicable legislation, whose amount distributed until the date hereof was of R$ 5,030.5 million, and the tax impact was  of R$ 1,710.4 million.

 

Equity

 

As of December 31, 2018, the balance of equity amounted to R$ 57,454.8 million, compared to R$ 47,919.6 million as of December 31, 2017. The main reasons for the variation in equity accounts were: (i) profit in the year of R$ 11,347.7 million; (ii) the effect of the application of the Accounting and Disclosure Rule in Highly Inflationary Economy (IAS 29/CPC 42) in Argentina, as described in item 10.5 – Critical accounting policies – “(x) Accounting and disclosure rule of highly inflationary economy”; (iii) gains on the conversion of operations abroad amounting to R$ 1,766.6 million; and (iv) distribution of dividends and IOC of R$ 7,793.0 million.

 

Deferred income tax and social contribution (Assets and Liabilities)

 

As of December 31, 2018, the balance of the deferred income tax and social contribution (assets and liabilities) amounted to R$ 359.9 million liable, compared to R$ 18.3 million liable as of December 31, 2017. The variation of R$ 342.6 million is described in the charts below, which demonstrates the composition of the deferred tax per origin of the temporary difference.

 

(in million Reais)

2018

 

Assets

Liabilities

Net

Financial Investments

10.0

-

10.0

Intangible assets

-

(1,031.1)

(1,031.1)

Employee Benefits

614.8

-

614.8

Accounts payable

1,807.8

(271.9)

1,535.9

Accounts receivable

41.3

(2.3)

39.0

Derivatives

18.7

(304.2)

(285.5)

Loans and financing

2.5

(78.5)

(76.0)

Inventories

266.7

(44.8)

221.9

Property, plant and equipment

109.6

(1,386.4)

(1,276.8)

Withholding tax on non-distributed dividends and royalties

-

(863.8)

(863.8)

Investments

-

(421.6)

(421.6)

Tax losses to be used

791.0

-

791.0

Provisions

363.1

(24.0)

339.1

Effect of the application of IFRS 16/CPC 06 (Leases)

47.2

-

47.2

Other items

50.6

(54.6)

(4.0)

Gross deferred tax assets/(liabilities)

4,123.3

(4,483.2)

(359.9)

Reclassification for net presentation

(2,058.6)

2,058.6

-

Net deferred tax assets/(liabilities)

2,064.7

(2,424.6)

(359.9)


 

 

(in million Reais)

2017

 

Assets

Liabilities

Net

Financial Investments

39.0

-

39.0

Intangible assets

-

(719.5)

(719.5)

Employee Benefits

631.1

-

631.1

Accounts payable

1,382.4

(314.2)

1,068.2

Accounts receivable

52.3

-

52.3

Derivatives

6.8

(5.8)

1.0

Loans and financing

-

-

-

Inventories

248.7

(18.1)

230.6

Property, plant and equipment

-

(920.5)

(920.5)

Withholding tax on non-distributed dividends and royalties

-

(788.6)

(788.6)

Investments

-

(421.6)

(421.6)

Tax losses to be used

501.0

-

501.0

Provisions

347.3

(39.7)

307.6

Effect of the application of IFRS 16/CPC 06 (Leases)

31.6

 

31.6

Other items

-

(30.5)

(30.5)

Gross deferred tax assets/(liabilities)

3,240.1

(3,258.5)

(18.3)

Reclassification for net presentation

(929.3)

929.3

-

Net deferred tax assets/(liabilities)

2,310.9

(2,329.2)

(18.3)

 

Comparative analysis of Operational Results as of December 31, 2019 and December 31, 2018

 

The consolidated results of the Company are presented as follows:

 

 

 

 

Highlights of Consolidated Financial Information

(in million Reais, except for amounts related to volume, percentages*)

 

 

Years ended on December 31

 

 

2019

Vertical

Analysis

2018

Vertical

Analysis

Variation 2019/2018

Net revenue

52,599.7

100.0%

50,231.3

100.0%

4.7%

Cost of products sold

(21,678.2)

-41.2%

(19,249.4)

-38.3%

12.6%

Gross profit

30,921.5

58.8%

30,981.9

61.7%

-0.2%

 

 

 

 

 

 

Logistic expenses

(6,951.4)

-13.2%

(6,607.2)

-13.2%

5.2%

Commercial expenses

(5,696.1)

-10.8%

(5,721.3)

-11.4%

-0.4%

Administrative expenses

(2,680.0)

-5.1%

(2,363.5)

-4.7%

13.4%

Other operational income (expenses)

878.1

1.7%

947.3

1.9%

-7.3%

Operational earnings before non-recurring items

16,472.1

100.0%

17,237.2

34.3%

4.7%

 

 

 

 

 

 

Result from the exchange of equity interests

-

0.0%

30.0

0.1%

-100.0%

Restructuring

(101.8)

-0.2%

(175.5)

-0.3%

-42.0%

Result from the sale of a subsidiary

-

0.0%

78.6

0.2%

-100.0%

Acquisition of subsidiaries

-

0.0%

(1.5)

0.0%

-100.0%

Effect of application of IAS 29/CPC 42 (hyperinflation)

(5.4)

0.0%

(18.0)

0.0%

-70.0%

State Amnesty

(290.1)

-0.6%

-

0.0%

ns

Operational earnings

16,074.8

30.6%

17,150.8

34.1%

-6.3%

 

 

 

 

 

 

Financial expenses

(4,748.4)

-9.0%

(4,684.2)

-9.3%

1.4%

Financial income

1,638.9

3.1%

653.9

1.3%

150.6%

Net financial result

(3,109.5)

-5.9%

(4,030.3)

-8.0%

 

 

 

 

 

 

 

Interest in the results of jointly-controlled undertakings

(22.3)

0.0%

1.0

0.0%

-2,330.0%

Earnings before income tax and social contribution

12,943.0

24.6%

13,121.5

26.1%

-1.4%

 

 

 

 

 

 

Income tax and social contribution

(754.7)

-1.4%

(1,773.9)

-3.5%

-57.5%

Net profits of the period

12,188.3

23.2%

11,347.6

22.6%

7.4%

Controlling shareholder’s equity

11,780.0

 

10,995.0

 

 

Non-controlling shareholder’s equity

408.4

 

352.7

 

 

 

* Discrepancy in the sums of the amounts is due to rounding.

 


 

Highlights of the Financial Information per Business Segment

The table below contains some of the financial information per business segment regarding the years ended on December 31, 2019 and 2018:

 

 

2019

2018

 

Brazil

CAC(1)

LAS(2)

Canada

Total

Brazil

CAC(1)

LAS(2)

Canada

Total

Net revenue

28,724.5

6,757.9

10,028.7

7,088.6

52,599.7

26,814.2

5,813.9

10,753.9

6,849.3

50,231.3

Cost of products sold

(12,096.3)

(2934.1)

(3,998.0)

(2,649.8)

(21,678.2)

(10,014.8)

(2,559.1)

(4,261.7)

(2,413.8)

(19,249.4)

Gross profits

16,628.2

3,823.8

6,030.7

4,438.8

30,921.5

16,799.4

3,254.8

6,492.2

4,435.5

30,981.9

Administrative, sales and marketing expenses

(8,585.7)

(1,494.0)

(2,540.5)

(2,707.3)

(15,327.5)

(8,127.4)

(1,470.9)

(2,580.4)

(2,513.3)

(14,692.0)

Other operational income (expenses)

826.4

85.8

(18.0)

(16.1)

878.1

965.0

20.1

(24.6)

(13.1)

947.3

Non-recurring items

(328.2)

(17.1)

(51.9)

-

(397.2)

(43.7)

62.5

(88.4)

(16.8)

(86.4)

Operating income

8,540.7

2,398.5

3,420.4

1,715.4

16,074.9

9,593.2

1,866.4

3,798.9

1,892.4

17,150.9

 

(1) Beer and soft drink operation in the Central America and in the Caribbean.

(2) It includes the operations of Argentina, Bolivia, Paraguay, Uruguay and Chile.

 

Net revenue

 

For more information about the sales net revenue, see section 10.2(b).

 

Cost of products sold

 

The total cost of sales increased 12.6% in the year ended on December 31, 2019, reaching R$ 21,678.2 million, compared to R$ 19,249.4 million in the same period in 2018. As a percentage of the Company’s net revenue, the total cost of sales increased to 41.2% in 2019, in relation to 38.3% in 2018.

 

Cost of products sold per hectoliter

 

 

Year ended on December 31

 

2019

2018

% Variation

 

(in Reais, except for percentages)

Brazil

113.3

98.5

14.9%

Brazil Beer(1)

125.1

105.6

18.4%

NAB(2)

77.5

75.5

2.8%

CAC(3)

211.7

194.5

8.8%

Latin America South

121.2

125.5

-3.4%

Canada

276.4

242.8

13.8%

Company Consolidated

132.8

121.3

9.5%

 

(1) Beer and “future beverages” operations of the Company in Brazil.

(2) Non-alcoholic beverages.

(3) Beer and soft drink operations in Central America and in the Caribbean.

 

Brazilian Operations

 

The total cost of sales of the Company’s Brazilian operations increased 20.8% in the year ended on December 31, 2019, reaching R$ 12,096.3 million in relation to R$ 10,014.8 million in the same period in 2018. The cost of the products sold in the Company’s Brazilian operations, per hectoliter, increased 14.9% in the year ended on December 31, 2019, reaching R$ 113.3/hl in relation to R$ 98.5/hl in the same period in 2018.

 

 


 

Beer Operation in Brazil

 

The cost of products sold in the beer and “future beverages” operation in Brazil increased 22.2%, reaching R$ 10,037.9 million in the year ended on December 31, 2019. The cost of products sold, per hectoliter, increased 18.4%. The main factors that contributed to such increase was a depreciation of Real against the US dollar, impacting the cost of our raw materials indexed to US dollar, and the increase of commodities prices, particularly barley.

 

Beverages operation (“NAB”) in Brazil

 

The cost of products sold in the non-alcoholic beverages operation in Brazil increased 14.3%, reaching R$ 2,058.4 million. The cost of products sold per hectoliter increased 2.8%, amounting to R$77.5/hl, negatively impacted by a depreciation of Real against US dollar, impacting the cost of our raw materials indexed by US Dollar, which was partially offset by the reduction of the sugar price.

 

Operation in Central America and the Caribbean (“CAC”)

 

The cost of products sold in CAC operations increased 14.7% in 2019, reaching R$ 2,934.1 million. The cost of products sold per hectoliter increased 8.8% in reported terms, but increased 3.1% in organic terms, disregarding effects of currency variation in the conversion to Reais. The increase of the cost per hectoliter in local currency is explained by increased costs associated with higher sales volume and by increased costs to supply the Panamanian market with no disruption, as our current infrastructure in Panama was unable to support the strong sales volume growth since 2017, leading to production capacity restraints in the country.

 

Latin America South Operations (“LAS”)

 

The cost of products sold in LAS amounted to R$ 3,998.0 million in 2019, representing a reduction of 6.2% compared to 2018. The cost of products sold, per hectoliter, decreased 3.4 % in reported terms, but increased 16.5% in organic terms, disregarding effects of currency variation in the conversion to Reais, changes to the scope of the operation, regarding the perpetual licensing agreement to Quilmes (see item 10.3 - Events with effective or expected material effects on the Financial Statements and Income – b) constitution, acquisition or disposal of equity interest – Perpetual licensing agreement to Quilmes). The main factors that explain such an increase in local currency are the general inflation in Argentina and the depreciation of Argentinean Peso against US Dollar, which raised the cost of our raw materials indexed to US Dollar.

 

Operations in Canada

 

The cost of products sold in our operations in Canada increased 9.8% in the year ended on December 31, 2019, amounting to R$ 2,649.8 million compared to the same period in the previous year. The cost of products sold, per hectoliter, increased 13.8% in reported terms, but increased 7.9% in organic terms, disregarding effects of currency variation in the conversion to Reais. The main factor that explains the increase in local currency is the inflation of our raw material due to the increase of commodities prices, particularly aluminum.

 

Gross profit

 

The gross profit decreased 0.2% in the year ended on December 31, 2019, amounting R$ 30,921.6 million, compared to R$ 30,981.9 million in the same period of 2018. The table below shows the contribution of each business unit to the consolidated gross profit of the Company.

 

 

Gross profit

 

2019

2018

 

(in million Reais, except for percentages)

 

Amount

% Contrib.

Margin

Amount

% Contrib.

Margin

Brazil

16,628.2

53.8%

58%

16,799.4

54.2%

63%

Brazil Beer(1)

14,266.3

46.1%

59%

14,794.3

47.8%

64%

NAB(2)

2,361.9

7.6%

53%

2,005.2

6.5%

53%

CAC(3)

3,823.9

12.4%

57%

3,254.8

10.5%

56%

Latin America South

6,030.7

19.5%

60%

6,492.2

21.0%

60%

Canada

4,438.8

14.4%

63%

4,435.5

14.3%

65%

Company Consolidated

30,921.6

100.0%

59%

30,981.9

100.0%

62%

 

(1) Beer and “future beverages” operation of the Company in Brazil.

(2) Non-alcoholic beverages.

(3) Beer and soft drink operation in Central America and in the Caribbean.

 


 

Administrative, Distribution, and Sales and Marketing Expenses

The administrative, distribution, and sales and marketing expenses of the Company amounted to R$ 15,327.5 million in the year ended on December 31, 2019, representing an increase of 4.3% compared to the same period in 2018. The analysis of the administrative, distribution, and sales and marketing expenses in each of the business units is as follows.

 

Brazilian Operations

 

The administrative, distribution, and sales and marketing expenses, in Brazil, amounted to R$ 8,585.7 million in the year ended on December 31, 2019, an increase of 5.6% compared to the same period in 2018.

 

Beer Operation in Brazil

 

The administrative, distribution, and sales and marketing expenses amounted to R$ 7,252.6 million in the year ended on December 31, 2019, an increase of 2.9% compared to the same period in 2018, mainly explained by an increase in administrative expenses driven by higher variable remuneration provisions, an increase in distribution expenses, in line with inflation and a high depreciation. Such effects were partially offset by lower expenses with sales and marketing due to efficiency gains.

 

Non-alcoholic and beverages operation in Brazil (“NAB”)

 

The administrative, distribution, and sales and marketing expenses related to the non-alcoholic beverages segment amounted to R$ 1,333.2 million in the year ended on December 31, 2019, an increase of 23.8% compared to the same period in 2018, mainly explained by higher sales and marketing expenses, reflecting the volume growth and our continued investment in our brands; by slightly higher distribution expenses, mainly driven by inflation; by a higher depreciation; and by an increase in administrative expenses, mainly due to higher variable remuneration provisions.

 

Operation in Central America and the Caribbean (“CAC”)

 

The administrative, distribution, and sales and marketing expenses related to the Company’s operations in CAC amounted to R$ 1,494.0 million in the year ended on December 31, 2019, an increase of 1.6% compared to the same period in 2018, mainly as a consequence of the impact of the currency conversion and of higher depreciation. In organic terms, disregarding the effects of the foreign-exchange variations and of changes to the scope of the operation, our administrative, distribution, and sales and marketing expenses decreased 4.2%, reflecting the efficiency gains in sales and marketing and administrative expenses in the region.

 

Operations in Latin America South (“LAS”)

 


 

The administrative, distribution, and sales and marketing expenses of the Company in LAS amounted to R$ 2,540.5 million in the year ended on December 31, 2019, an increase of 1.5%, if compared to the same period in 2018, since the increase of the logistic and administrative expenses driven, above all, by the high inflation in Argentina, was offset by the impact of the currency conversion. In organic terms, disregarding the effects of the foreign-exchange variation and changes to the scope of the operation, our administrative, distribution, and sales and marketing expenses increased 25.2%, mainly impacted by inflationary pressures in Argentina, but still below the weighted inflation of the region.

 

Operations in Canada

 

The administrative, distribution, and sales and marketing expenses in our operation in Canada amounted to R$ 2,707.3 million in the year ended on December 31, 2019, an increase of 7.7%, if compared to the same period in 2018, as a result of a negative effect of the currency conversion. In organic terms, disregarding the effects of foreign-exchange variation, our administrative, distribution, and sales and marketing expenses increased 2.1%, explained by higher administrative expenses, due to higher variable compensation provisions, partially offset by efficiency gains in sales and marketing and distrubution initiatives.

 

Other Net Operational Income (Expenses)

 

The net balance of other operational income and expenses related to the year of 2019 posted gains of R$ 878.1 million, compared to gains of R$ 947.3 million reported in 2018. The decrease of 7.3% is explained mainly by a reduction of government grants related to long-term tax incentives of ICMS, due to a geographic mix of revenues and the expiration of a tax incentive in the state of Santa Catarina.

 

Non-recurring items

 

The non-recurring items amounted to an expense of R$ 397.2 million in 2019, compared to an expense of R$ 86.4 million reported in 2018. The expenses recorded in 2019 were mainly (i) due to an amnesty program in the State of Mato Grosso, in connection with requirements imposed in the context of the final validation of fiscal incentives granted by such state in the past, without the formal acceptance of other states; and (ii) by restructuring expenses primarily linked to centralization and sizing projects in Brazil and LAS.

 

Operating Income

 

The operating income decreased 6.3% in the period ended on December 31, 2019, reaching R$16.074.9 million in relation to the amount of R$ 17,150.9 million in the same period in 2018, mainly as a result of higher costs, partially offset by the increase of revenue.

 

Net Financial Result

 

The financial result in the period ended on December 31, 2019 was an expense of R$ 3,109.6 million compared to an expense of R$ 4,030.3 million in 2018. The decrease of 22.8% was driven by (i) higher interest income, driven by our cash balance, mainly in Reais, US dollars and Canadian dollars, and the recovery of a tax claim; and (ii) a positive impact resulting from the application of the Accounting and Disclosure Rule in Highly Inflationary Economy (IAS 29/CPC 42), since the effect of the adjustment for cumulative inflation, from January 1, 2019, of non-monetary assets on the balance sheet of our operations in Argentine was reported in a dedicated account in the finance results.. Such effects above were partially

offset by (i) higher losses on derivative instruments, mainly driven by the carry cost of our currency hedges, primarily linked to the exposure of our cost of goods sold in Argentina, and; and (ii) higher losses on non-derivative monetary financial instruments related to non-cash expenses due to exchange rate variation on intercompany loans held in local currency, mainly Brazilian reais and the Argentine peso. The finance result includes the impact of a non-recurring financial expense amounting to R$ 18.2 million, explained by the payment of amnesty in the state of Mato Grosso in Brazil, partially offset by intercompany transactions with no cash effect.


 

 

The total debt of the Company in the period ended on December 31, 2019 reduced R$ 1,040.9 million compared to 2018, while its amount of cash and cash equivalents, net of bank overdrafts, and financial investments, increased R$ 438.3 million.

Expense with income tax and social contribution

 

The expenses with income tax and social contribution in 2019 amounted to R$ 754.7 million, compared to R$ 1,773.9 million registered in 2018. The effective tax rate was 5.8% against the tax rate of the previous year of R$ 13.5%. The reduction in the effective tax rate in 2019 is mainly explained by a higher interest on equity deductibility benefit resulting from a higher payment of interest on equity in 2019.

 

Net Profit

 

The net profit obtained by the Company in the year ended on December 31, 2019 was R$ 12,188.3 million, representing an increase of 7.4%, if compared to R$ 11,347.7 million in 2018, while adjusted by the non-recurring items, the net profit increased 8.5% in 2019 to R$ 12,139.0 million.

 

Comparative analysis of Operational Results as of December 31, 2018 and December 31, 2017

 

The consolidated results of the Company are presented as follows:

 

Highlights of Consolidated Financial Information

(in million Reais, except for amounts related to volume, percentages*)

 

Years ended on December 31

 

 

2018

Vertical

Analysis

2017

Vertical

Analysis

Variation 2018/2017

Net revenue

50,231.3

100.0%

47,899.3

100.0%

4.9%

Cost of products sold

(19,249.4)

-38.3%

(18,028.4)

-37.7%

6.8%

Gross profit

30,981.9

61.7%

29,870.9

62.3%

3.7%

 

 

 

 

 

 

Logistic expenses

(6,607.2)

-13.2%

(6,193.8)

-13.1%

6.7%

Commercial expenses

(5,721.3)

-11.4%

(5,613.6)

-11.7%

1.9%

Administrative expenses

(2,363.5)

-4.7%

(2,620.0)

-5.5%

-9.8%

Other operational income (expenses)

947.3

1.9%

1,217.3

22.5%

-22.2%

Operational earnings before non-recurring items

17,237.2

34.3%

16,660.8

34.8%

3.5%

 

 

 

 

 

 

Result from the exchange of equity interests

30.0

0.1%

-

0.0%

ns

Restructuring

(175.5)

-0.3%

(105.5)

0.2%

66.4%

Result from the sale of a subsidiary

78.6

0.2%

-

0.0%

ns

Acquisition of subsidiaries

(1.5)

0.0%

-

0.0%

ns

Effect of application of IAS 29/CPC 42 (hyperinflation)

(18.0)

0.0%

-

0.0%

ns

State Amnesty

-

0.0%

-

0.0%

ns

Other non-recurring items

-

0.0%

(3.2)

0.1%

ns

Operational earnings

17,150.9

34.1%

16,552.1

34.6%

3.6%

 

 

 

 

 

 

Financial expenses

(4,684.2)

-9.3%

(4,488.2)

-9.4%

4.4%

Financial income

653.9

1.3%

774.4

1.6%

-15.6%

Net financial result

(4,030.3)

-8.0%

(3,713.8)

-7.8%

15.4%

 

 

 

 

 

 

Interest in the results of jointly-controlled undertakings

1.0

0.0%

(3.1)

0.0%

-132.3%

Earnings before income tax and social contribution

13,121.6

26.1%

12,835.2

26.8%

2.2%

 

 

 

 

 

 

Income tax and social contribution

(1,773.9)

-3.5%

(5,047.7)

-10.5%

-64.9%

Net profits of the period

11,347.7

22.6%

7,787.5

16.3%

45.7%

Controlling shareholder’s equity

10,995.0

 

7,269.0

 

 

Non-controlling shareholder’s equity

352.7

 

518.5

 

 

 

* Discrepancy in the sums of the amounts is due to rounding.


 

Highlights of the Financial Information per Business Segment

The table below contains some of the financial information per business segment regarding the years ended on December 31, 2018 and 2017:

 

 

2018

2017

 

Brazil

CAC(1)

LAS(2)

Canada

Total

Brazil

CAC(1)

LAS(2)

Canada

Total

Net revenue

26,814.2

5,813.9

10,753.9

6,849.3

50,231.3

26,353.0

4,733.0

10,769.7

6,043.5

47,899.3

Cost of products sold

(10,014.8)

(2,559.1)

(4,261.7)

(2,413.8)

(19,249.4)

(9,879.8)

(2,044.8)

(4,120.7)

(1,983.1)

(18,028.4)

Gross profits

16,799.4

3,254.8

6,492.2

4,435.5

30,981.9

16,473.2

2,688.2

6,649.0

4,060.5

29,870.9

Administrative, sales and marketing expenses

(8,127.4)

(1,470.9)

(2,580.4)

(2,513.3)

(14,692.0)

(8,359.3)

(1,330.1)

(2,487.1)

(2,250.8)

(14,427.4)

Other operational income (expenses)

965.0

20.1

(24.6)

(13.1)

947.3

1,092.7

77.8

41.2

5.6

1,217.3

Non-recurring items

(43.7)

62.5

(88.4)

(16.8)

(86.4)

(33.0)

(23.1)

(41.3)

(11.3)

(108.7)

Operating income

9,593.2

1,866.4

3,798.9

1,892.4

17,150.9

9,173.6

1,412.8

4,161.8

1,804.0

16,552.1

 

(1) Beer and soft drink operation in the Central America and in the Caribbean.

(2) It includes the operations of Argentina, Bolivia, Paraguay, Uruguay, Chile, and before December 31, 2016, Colombia, Ecuador and Peru.

 


 

Net revenue

 

For more information about the sales net revenue, see section 10.2(b).

 

Cost of products sold

 

The total cost of sales increased 6.8% in the year ended on December 31, 2018, reaching R$ 19,249.4 million, compared to R$ 18,028.4 million in the same period in 2017. As a percentage of the Company’s net revenue, the total cost of sales increased to 38.3% in 2018, in relation to 37.6% in 2017.

 

Cost of products sold per hectoliter

 

 

Year ended on December 31

 

2018

2017

% Variation

 

(in Reais, except for percentages)

Brazil

98.5

92.9

6.0%

Brazil Beer(1)

105.6

98.3

7.4%

NAB(2)

75.5

76.3

-1.0%

CAC(3)

194.5

166.6

16.7%

Latin America South

125.5

121.0

3.7%

Canada

242.8

195.7

24.1%

Company Consolidated

121.3

110.7

9.6%

(1) Beer and “future beverages” operations of the Company in Brazil.

(2) Non-alcoholic beverages.

(3) Beer and soft drink operations in Central America and in the Caribbean.

 

Brazilian Operations

 

The total cost of sales of the Company’s Brazilian operations increased 1.4% in the year ended on December 31, 2018, reaching R$ 10,014.8 million in relation to R$9,879.8 million in the same period in 2017. The cost of the products sold in the Company’s Brazilian operations, per hectoliter, increased 6.0% in the year ended on December 31, 2018, reaching R$ 98.5/hl in relation to R$ 92.9/hl in the same period in 2017.

 

Beer Operation in Brazil

 

The cost of products sold in the beer and “future beverages” operation in Brazil increased 4.2%, reaching R$ 8,214.2 million in the year ended on December 31, 2018. The cost of products sold, per hectoliter, increased 7.4%. The main factor that contributed to such increase was the increase of commodities prices, particularly aluminum, which was partially offset by an appreciation of Real against US Dollar, benefiting the cost of our raw materials indexed to US Dollar.

 

Non-alcoholic beverages operation (“NAB”) in Brazil

 

The cost of products sold in the non-alcoholic beverages operation in Brazil reduced by 9.7%, reaching R$ 1,800.6 million. The cost of  products sold per hectoliter decreased 1.0%, amounting to R$75.5/hl, positively impacted by the cost of our raw materials indexed by US Dollar and by lower commodities prices, especially sugar, as well as by lower expenses with industrial depreciation, partially offset by the increase of other commodities prices, such as aluminum.

 

Operation in Central America and the Caribbean (“CAC”)


 

 

The cost of products sold in CAC operations increased 25.2% in 2018, reaching R$ 2,559.1 million. The cost of products sold per hectoliter increased 16.7% in reported terms, but increased 6.2% in organic terms, disregarding effects of currency variation in the conversion to Reais and changes to the scope of the operation, regarding the sale of the subsidiary Barbados Bottling Co. Ltd. in June, 2018 (see item 10.3 – Events with effective or expected material effects on the Financial Statements and Income – a) introduction or divestment of operating segment). The increase of the cost per hectoliter in local currency is explained by the inflation of raw materials, as well as by increased temporary costs to supply the Panamanian market with no disruption, as our current infrastructure in Panama was unable to support the strong sales volume growth since 2017 leading to production capacity restraints in the country, partially offset by productivity gains as a function of the operational leverage.

 

Latin America South Operations (“LAS”)

 

The cost of products sold in LAS amounted to R$ 4,261.7 million in 2018, representing an increase of 3.4% compared to 2017. The cost of products sold, per hectoliter, increased by 3.7% in reported terms, but increased by 12.5% in organic terms, disregarding effects of currency variation in the conversion to Reais, changes to the scope of the operation, regarding the perpetual licensing agreement to Quilmes (see item 10.3 - Events with effective or expected material effects on the Financial Statements and Income – b) constitution, acquisition or disposal of equity interest – Perpetual licensing agreement to Quilmes) and effects of the application of the accounting and disclosure rule in highly-inflationary economy (IAS 29/CPC 42) in Argentina. The main factors that explain such an increase in local currency are the general inflation in Argentina, partially offset by the impact of the variation of Argentinean Peso against US Dollar on our raw materials indexed to US Dollar.

 

Operations in Canada

 

The cost of products sold in our operations in Canada increased 21.7% in the year ended on December 31, 2018, amounting to R$ 2,413.8 million compared to R$ 1,983.1 million in the same period in the previous year. The cost of products sold, per hectoliter, increased by 24.1% in reported terms, but increased by 8.5% in organic terms, disregarding effects of currency variation in the conversion to Reais. The main factor that explains the increase in local currency is the inflation of our raw material due to the increase of some commodities prices, particularly aluminum.

 

Gross profit

 

The gross profit increased 3.7% in the year ended on December 31, 2018, reaching R$ 30,981.9 million, compared to R$ 29,870.9 million in the same period of 2017. The table below shows the contribution of each business unit to the consolidated gross profit of the Company.

 

 

Gross profit

 

2018

2017

 

(in million Reais, except for percentages)

 

Amount

% Contrib.

Margin

Amount

% Contrib.

Margin

Brazil

16,799.4

54.2%

63%

16,473.2

55.1%

63%

Brazil Beer(1)

14,794.3

47.8%

64%

14,622.6

49.0%

65%

NAB(2)

2,005.2

6.5%

53%

1,850.6

6.2%

48%

CAC(3)

3,254.8

10.5%

56%

2,688.2

9.0%

57%

Latin America South

6,492.2

21.0%

60%

6,649.0

22.3%

62%

Canada

4,435.5

14.3%

65%

4,060.5

13.6%

67%

Company Consolidated

30,981.9

100.0%

62%

29,870.9

100.0%

62%

(1) Beer and “future beverages” operation of the Company in Brazil.

(2) Non-alcoholic beverages.

(3) Beer and soft drink operation in Central America and in the Caribbean.

 


 

Administrative, Distribution, and Sales and Marketing Expenses

 

The administrative, distribution, and sales and marketing expenses of the Company, amounted to R$ 14,692.0 million in the year ended on December 31, 2018, representing an increase of 1.8% compared to the same period in 2017. The analysis of administrative, distribution and sales and marketing expenses in each of the business units is shown below.

 

Brazilian Operations

 

The administrative, distribution, and sales and marketing expenses in Brazil amounted to R$ 8,127.4 million in the year ended on December 31, 2018, a reduction of 2.8% if compared to the same period in 2017.

 

Beer Operation in Brazil

 

Administrative, distribution, sales and marketing expenses totaled R$ 7,050.3 million for the year ended on December 31, 2018, a reduction of 3.3% compared to the same period in 2017, explained mainly by lower administrative expenses, impacted by the provision related to the variable remuneration and lower sales and marketing expenses, due to efficiency gains. These gains were partially offset by an increase in distribution expenses, in line with inflation.

 

Non-alcoholic beverages (“NAB”) operations in Brazil

 

Administrative, distribution and sales and marketing expenses for the segment of non-alcoholic beverages totaled R$ 1,077.1 million for the year ended on December 31, 2018, an increase of 0.7% compared to the same period in 2017, mostly explained by higher sales and marketing expenses, as well as distribution, driven mainly by inflation, partially offset by lower administrative expenses, impacted by the variable remuneration provision.

 

Central American and Caribbean Operations (“CAC”)

 

Administrative, distribution and sales and marketing expenses for the Company’s operations in CAC totaled R$ 1,470.9 million for the year ended on December 31, 2018, an increase of 10.6% compared to the same period in 2017, driven principally by the impact of currency conversion, and higher expenses with distribution. In organic terms, ignoring the effects of the change in exchange rate and change in the scope of the operation, our administrative, distribution, sales and marketing expenses increased 0.6%, reflecting the corresponding growth in sales volume and higher distribution expenses, driven by inflation, partially offset by efficiency gains in expenses with sales and marketing and administrative costs in the region.

 

Latin America South Operations (“LAS”)

 

Administrative, distribution, sales and marketing expenses of the Company in LAS amounted to R$ 2,580.4 million for the year ended on December 31, 2018, an increase of 3.8%, if compared with the year 2017, since the increase of logistic and administrative costs, mainly driven by the high inflation in Argentina was more than offset by the impact of currency conversion. In organic terms, disregarding the effects of the change in exchange rate, changes in the scope of the operation and effects of applying the Accounting and Disclosure Rule in Highly Inflationary Economy (IAS 29) in Argentina, our administrative, distribution, sales and marketing expenses increased 22.0%, impacted, mainly, by inflationary pressures in Argentina, but still below the weighted inflation in the region.

 

Canada operations

 

Administrative, distribution, sales and marketing expenses of our Canada operations totaled R$2,513.3 million for the year ended December 31, 2018, an increase of 11.7% compared to 2017, as a result of a negative effect of currency conversion. In organic terms, disregarding the effects of the change in exchange rate, our administrative, distribution, sales and marketing expenses decreased 2.4%, explained by efficiency gains in sales and marketing and administrative initiative.


 

 

Other Net Operating Income (Expenses)

 

The net balance of other operating income and operational expenses for the year 2018 showed a gain of R$ 947.3 million against a gain of R$ 1,217.3 million registered in 2017. The decrease of 22.2% is primarily explained by the reduction in government subsidies relating to long-term ICMS incentives, due to a lower volume and geographic mix of revenues, as well as losses on disposal of property, plant and equipment and intangible assets, as the application of the Accounting and Disclosure Rule of Highly Inflationary Economy (IAS 29/CPC 42) in Argentina resulted in the restatement of fixed asset values and, consequently, higher losses on disposal.

 

Non-Recurring Items

 

Non-recurring items amounted to an expense of R$ 86.4 million in 2018, compared to an expense of R$ 108.7 million in 2017. The 2018 expense is explained mainly by restructuring costs, related to centralization and sizing projects in Brazil and in the LAS.

 

Operating Income

 

Operating income increased 3.6% in the period ended on December 31, 2018, reaching R$ 17,150.9 million in relation to R$ 16,552.1 million in the same period of 2017, due primarily to higher revenue, partially offset by higher costs.

 

Net Financial Result

 

The financial result for the year ended December 31, 2018 comprised expenses of R$ 4,030.3 million compared to an expense of R$ 3,713.8 million in 2017. The increase of 8.5% was driven by (i) higher losses with derivative instruments, explained by the increase the carry cost of our currency hedges linked to the exposure of the cost in Brazil and in Argentina, as well as by non-cash expenses related to equity swaps; (ii) losses with non-derivative instruments related to non-cash expenses due to the exchange rate change in loans among the companies of the group, as a result of the depreciation of Real and of the Argentinean Peso. The finance result includes the impact of a non-recurring financial expense amounting to R$ 179.1 million regarding the foreign-exchange variation of loans settled with related parties, historically recognized in the owners’ equity and reclassified to the result of the fiscal year upon the liquidation of said loans.

 

The Company’s total indebtedness for the year ended December 31, 2018 decreased R$ 426.9 million compared to 2017, while its current cash and cash equivalents, net of overdrafts, and financial investments increased R$ 1,112.3 million.

 

Income tax and social contribution expense

 

Expenses for income tax and social contribution in 2018 amounted to R$ 1,773.9 million, compared to R$ 5,047.7 million recorded in 2017. The effective rate was 13.5%, against the previous year’s rate of 39.3%, since in 2017 we have been impacted for two non-recurring tax adjustments, and the main adjustment was of R$ 2,784.7 million related to PERT 2017 and the other, without cash effect, of approximately R$ 510 million related to the tax effects of the exchange rate change over loans among the companies of the group, which were historically reported in the owners’ equity and were reclassified to the result of the exercise upon the liquidation of said loans. Adjusted by the two non-recurring tax adjustments, the effective tax rate in 2017 was of 13.7% comparable to the effective tax rate of 2018.

 


 

Net Profit

 

The Company’s net profit for the year ended on December 31, 2018 was of R$ 11,347.7 million representing an increase of 45.7%, if compared to the R$ 7,787.5 million in 2017 while adjusted by the non-recurring items, the net profit decreased 0.5% in 2018 to R$ 11,561.6 million.

 

 Cash Flow for the Year Ended on December 31, 2019 compared with 2018

 

 

 

 

2019

2018

Variation

Cash flow

 

 

2019/2018

Cash flow of the operating activities

18,381.3

18,346.1

-0.2%

Cash flow of the investment activities

-4,838.6

-3,675.7

31.6%

Cash flow of financial activities

-12,283.5

-13,656.5

-10.1%

Total

1,259.2

1,013.9

24.2%

 

Operating activities

 

The Company’s cash flow from operating activities decreased 0.2%, reaching R$ 18,381.3 million in the year ended on December 31, 2019, in relation to the R$ 18,346.1 million in the same period in 2018, mainly due to (i) an increase of 14.7% in the cost of product sold (excluding depreciation and amortization) and an increase of 3.1% in the distribution, administrative, sales and marketing expenses (excluding depreciation and amortization), partially offset by an increase of 4.7% in the net revenues of sales, which led to a worse operating income, and; (ii) an increase in income tax paid, partially offset by an improve in the variation of working capital during 2019, with an increase of R$ 262.6 million in 2019.

 

Investment Activities

 

The cash flow used in the investment activities of the Company in the year ended on December 31, 2019 amounted R$ 4,838.6 million, compared to R$ 3,675.7 million in the same period of 2018, mainly explained by an increase in investments in property, plant and equipment and intangible assets of R$ 1,498.4 million in 2019 compared to 2018, together with the greater outflows related to the acquisition of other investments.

 

Financial Activities

 

The cash flow of the financial activities in the year ended on December 31, 2019 amounted to a cash outflow of R$ 12,283.5 million, compared to the cash outflow of R$ 13,656.5 million in the same period in 2018, mainly as a result of decrease of cash used for the acquisition of non-controlling interest, due to the partial exercise, in 2018, of put option by E. León Jimenes S.A. related to the interest in the equity capital of Tenedora (see item 10.3 - Events with effective or expected material effects on the Financial Statements and Income – b) organization, acquisition or disposal of equity interest – Renegotiation of the shareholders’ agreement of Tenedora CND). Such impact was partially offset by lower proceeds from borrowings and by higher outflows related to cash net of finance costs other than interests.

 

Cash Flow for the Year Ended on December 31, 2018 compared with 2017

 

 

 

 

2018

2017

Variation

Cash flow

 

 

2018/2017

Cash flow of the operating activities

18,346.1

18,260.8

0.5%

Cash flow of the investment activities

-3,675.7

-3,073.0

19.6%

Cash flow of financial activities

-13,656.5

-13.250.9

3.1%

Total

1,013.9

1,936.9

-47.7%

         

 

 

Operating activities

 

The Company’s cash flow from operating activities increased 0.5%, reaching R$ 18,346.1 million in the year ended on December 31, 2018, in relation to the R$ 18,260.8 million in the same period in 2017, mainly due to (i) an increase of 4.9% in the net revenues, which led to an improved operating income, partially impacted by an increase of 6.5% in the cost of product sold (excluding depreciation and amortization) and an increase of 2.2% in the distribution, administrative, sales and marketing expenses (excluding depreciation and amortization); (ii) a reduction of R$ 445.3 million in income tax and social contribution paid in the year; partially compensated by a slight decrease in the variation of working capital during 2018, with a reduction of R$ 11.3 million in relation to 2017.

 

Investment Activities

 

The cash flow used in the investment activities of the Company in the year ended on December 31, 2018 amounted R$ 3,675.7 million, compared to the R$ 3,073.0 million in the same period of 2017, mainly explained by an increase in investments in property, plant and equipment and intangible assets of R$ 367.2 million in 2018, together with the financial investment in debt instruments.

 

Financial Activities

 

The cash flow of the financial activities of the year ended on December 31, 2018 amounted to a cash outflow of R$ 13,656.5 million compared to the cash outflow of R$ 13,250.9 million in the same period in 2017, mainly as a function of the acquisition of non-controlling shareholders, due to the partial exercise of put option by E. León Jimenes S.A. related to the interest in the equity capital of Tenedora (see item 10.3 - Events with effective or expected material effects on the Financial Statements and Income – b) organization, acquisition or disposal of equity interest – Renegotiation of the shareholders’ agreement of Tenedora CND). Such impact was partially offset by (i) higher proceeds from borrowings; (ii) lower outflows due to the repayment of borrowings; and (iii) lower outflows related to cash net of finance costs other than interests.

 

10.2 – Operating and financial income

 

a) Operating income of the Company, particularly: (i) the description of material income components; and (ii) factors with material impact on operating income.

 

i) Description of any material income components

 

The revenues of the Company and its subsidiaries primarily consist of the sale of beers, “future beverages” and non-alcoholic beverages through the operations described in Item 10.1 above.  To a lesser extent, the Company also generates revenues from the sale of malt and by-products deriving from its operations.

 

The demand for its products is primarily related to consumer disposable income, price and weather conditions in the countries where the Company and its subsidiaries operate.

 

ii) Factors that materially affect operating income

 

2019


 

The year 2019 was marked by transformative investments in our portfolio, with new liquids and new packaging, innovations that seek the long-term sustainable growth of the Company, achieving a growth in net revenue. On the other hand, we face significant cost pressures due to the increase in the raw material prices denominated in dollars.

 

In Brazil, beer and non-alcoholic beverages industries have resumed growth, in the face of a gradual improvement in the consumption environment. Additionally, in the beer segment in Brazil, we introduced innovations in all market segments and continue to make structural investments directed at the consumer. We launched and consolidated the Skol Puro Malte brand, which strengthens the Skol family of beers, and we move forward with the good momentum of the Brahma brand, which maintained its connection with Brazilian passion points - soccer and country music. Our portfolio of premium beers maintained a strong double-digit growth rate. Finally, to continue innovating in other beverage categories, we developed and launched the Skol Beats 150 bpm and Skol Beats GT products. We also had positive results in the non-alcoholic beverages market in Brazil, with the premium brands Tônica, Lipton, do bem, H2OH! and Gatorade. In addition, we maintained important investments in the Guaraná Antárctica brand.

 

In Latin America South, we faced strong macroeconomic volatility, especially in Argentina, impacting results in the region. In this scenario, we kept the focus on strengthening our brands in each country. Especially in Argentina, the Andes Origen brand, launched in the previous year, maintained an accelerated pace of growth throughout the year.

 

In Central America and the Caribbean, we continue with solid growth in our portfolio, with emphasis on the Modelo Especial, Corona and Presidente beers. As a consequence, we obtained an expansion of EBITDA and its margin in relation to the previous year.

 

In Canada, the performance of the Bud Light, Michelob Ultra, Stella Artois, Corona brands, in addition to our portfolio of specialty beers, guaranteed the maintenance of our leadership position in the beer market.

 

2018

In Brazil, the year 2018 was marked by a scenario of external volatility, particularly related to the following factors: (i) bad weather during summer at the beginning of the year; (ii) truckers strike in May; and (iii) uncertainty of consumers during the period preceding the elections, all of which in a context of a macroeconomic environment still under recovery. In such circumstances, both the beer and the non-alcoholic beverages industry contracted. However, we made transformational investments in our beer portfolio in Brazil, with innovations in new liquids and new packaging, involving all market segments. Particularly in the premium segment we had a strong growth of our brands, both the global and the national ones. We also kept investing in the non-alcoholic beverages segment, in which we also had a good performance of the premium brands, for instance, Lipton, Tônica, Gatorade and Do Bem. Finally, we carried out a series of initiatives through our growth platforms that contributed to the strengthening of the business and creation of long-term sustainable value.

 

In Central America and in the Caribbean (CAC), the favorable macroeconomic environment in most operations, as well as the continuous evolution of our commercial strategy, boosted an expansion of volume, income and EBITDA in the region.

 

In Latin America South (LAS), we faced, as of May 2018, an adverse macroeconomic scenario, with significant depreciation of the Argentinean Peso and high inflation. In such context, we started to report our results applying the accounting and disclosure rule in highly-inflationary economy (IAS 29/CPC 42) in Argentina as from the third quarter of the year, which exerted a relevant impact on our financial statements (see item 10.5 – Critical accounting policies – (x) Accounting and Disclosure Rule in Highly Inflationary Economy). Nevertheless, with our revenue management strategy and cost discipline in Argentina, combined with the solid performance of volume in other important markets of the region, such as Bolivia, Chile and Paraguay, we obtained solid growth of EBITDA in the local currencies.

 

In Canada, we faced a beer industry under pressure during the year, but kept our leading position in the market, reaching positive results with our portfolio, in the core segment with Bud Light and Michelob Ultra, in the premium segment with Stella Artois and Corona and with our craft beers.


 

 

2017

In Brazil, the results of our beer operation in 2017 improved consistently during the year, reaching an inflection point and resuming the growth. Despite the negative volume of the industry, our beer operation generated volume, revenue and EBITDA growth. Our Soft Drinks and Non-Alcoholic and Non-Carbonated Beverages operation in Brazil was negatively impacted by the strong retraction of the soft-drink industry in Brazil. Notwithstanding, we had a good performance of the premium brands Fusion, Lipton and Do Bem, which reached positive volume results in relation to the previous year. Within this context, we are confident that the initiatives implemented by means of our commercial platforms contributed to our evolution in 2017.

 

In Central America and the Caribbean (CAC), we initiated our Panama operation, with a solid growth of our brand portfolio, which includes Atlas Golden Light and Stella Artois. Therefore, we had an expansion of EBITDA in the region corresponding to, approximately, 600 million of US dollars, which represents an increase of over 24% in relation to the previous year.

 

In Latin America South (LAS), our volume presented a solid growth, supported by the expansion of the beer market in Argentina and Paraguay, and by the good performance of our Brahma, Patagonia and Stella Artois brands.

 

And, in Canada, we maintained our market leadership, mainly due to the performance of Bud Light and Stella Artois and of our mixed beverage portfolio, ciders and special beers, which includes the Mill Street and Archibald brands.

 

b) income variation ascribed to variations in prices, foreign exchange rates, inflation, volumes and introduction of new products and services

 

Net Revenue – Year ended on December 31, 2019 compared to 2018

 

The net revenue increased 4.7% in the year ended on December, 2019, reaching R$ 52,599.7 million in relation to the R$ 50,231.3 million in the same period in 2018.

 

Net revenue

 

 

Year ended on December 31

 

2019

2018

% Variation

 

In million Reais, except for percentages

Brazil

28,724.5

54.6%

26,814.2

53.4%

7.1%

Beer Brazil(1)

24,304.2

46.2%

23,008.5

45.8%

5.6%

NAB(2)

4,420.2

8.4%

3,805.7

7.6%

16.1%

CAC(3)

6,757.9

12.8%

5,813.9

11.6%

16.2%

Latin America South

10,028.7

19.1%

10,753.9

21.4%

-6.7%

Canada

7,088.6

13.5%

6,849.3

13.6%

3.5%

Company Consolidated

52,599.7

100.0%

50,231.3

100.0%

4.7%

(1) Beer and “future beverages” operation of the Company in Brazil

(2) Non-alcoholic beverages

(3) Beer and soft drink operation in Central America and in the Caribbean

 

 

Sales volume

Year ended on December 31

 

2019

2018

% Variation

 

In thousands of hectoliters, except for percentages

Brazil

106,806.7

65.4%

101,642.9

64.0%

5,1%

Beer Brazil(1)

80,263.7

49.2%

77,784.2

49.0%

3,2%

NAB(2)

26,542.9

16.3%

23,858.8

15.0%

11,2%

CAC(3)

13,859.5

8.5%

13,159.8

8.3%

5,3%

Latin America South

32,991.1

20.2%

33,971.2

21.4%

-2,9%

Canada

9,585.7

5.9%

9,942.9

6.3%

-3,6%

Company Consolidate

163,243.0

100.0%

158,716.9

100.0%

2,9%

           

(1) Beer and “future beverages” operation of the Company in Brazil

(2) Non-alcoholic beverages

(3) Beer and soft drink operation in Central America and in the Caribbean

 


 

 

 

Net revenue per hectoliter

 

Year ended on December 31

 

2019

2018

%Variation

 

(In Reais, except for percentages)

Brazil

268.9

263.8

1.9%

Beer Brazil(1)

302.8

295.8

2.4%

NAB(2)

166.5

159.5

4.4%

CAC(3)

487.6

441.8

10.4%

Latin America South

304.0

316.6

4.0%

Canada

739.5

688.9

7.3%

Company Consolidated

322.2

316.5

1.8%

(1) Beer and “future beverages” operation of the Company in Brazil

(2) Non-alcoholic beverages

(3) Beer and soft drink operation in Central America and in the Caribbean

 

Brazilian Operations

 

The net revenue generated by our Beer and NAB operations in Brazil increased 7.1% in 2019, reaching R$ 28,724.5 million.

 

Beer Operation in Brazil

 

The net revenue from the sales of beer in Brazil in 2019 increased 5.6%, accumulating R$ 24,304.2 million, explained by an increase of 2.4% in the revenue per hectoliter, which reached R$ 302.8/hl, combined with an expansion of the sales volume of 3.2% in the period. The increase of the net revenue per hectoliter was a result of our revenue management strategy.

 

Non-alcoholic beverage operation in Brazil

 

The net revenue generated by the NAB operation in 2019 increased 16.1%, reaching R$ 4,420.2 million. The volumes increased 11.3% in 2019 in view of the gradual improvement of the consumer environment. The net revenue per hectoliter of NAB segment in Brazil increased 4.4% in 2019, reaching R$ 166.5/hl in the year, mainly due to our revenue management.

 

Operation in Central America and in the Caribbean

 

The operations in CAC presented an increase of the net revenue in 2019 of 16.2%, amounting  R$ 6,757.9 million as a function of a volume increase of 5.3% and of an increase in the net revenue per hectoliter of 10.4%, explained both by the positive effect of the foreign-exchange variation in the conversion to Reais and by an organic increase of the net revenue per hectoliter of 4.4% per year.

 

Operations in Latin America South

The operations in Latin America South contributed with R$ 10,028.7 million to the consolidated net revenue in 2019, representing a reduction of 6.7% mainly as a function of the negative effect of the foreign-exchange variation in the conversion to Reais, together with a reduction of 2.9% of the sales volume in the region in the year. The organic increase of the revenue was of 15.1% as a function of an organic increase in the net revenue per hectoliter of 19.0%, boosted by high inflation in Argentina and our revenue management strategy.


 

 

Operations in Canada

 

The operations in Canada contributed with R$ 7,088.6 million to our consolidated net revenue in 2019, an increase of 3.5% in relation to the previous year. Such result is mainly due to the positive effect of the foreign-exchange variation in the conversion to Reais. In local currency, the increase of 1.7% of our net revenue per hectoliter was more than offset by the volume decrease of 3.6% related to a weak beer industry in the year.

 

Net Revenue – Comparison between figures as of December 31, 2018 and 2017

 

Net revenue increased 4.9% in the year ended on December 31, 2018, reaching R$ 50,231.3 million compared to R$ 47,899.3 million in 2017.

 

 

Net Revenue

 

Year ended on December 31

 

2018

2017

% Variation

 

In million Reais, except for percentages

Brazil

26,814.2

53.4%

26,353.0

55.0%

1.8%

Beer Brazil(1)

23,008.5

45.8%

22,509.3

47.0%

2.2%

NAB(2)

3,805.7

7.6%

3,843.7

8.0%

-1.0%

CAC(3)

5,813.9

11.6%

4,733.0

9.9%

22.8%

Latin America South

10,753.9

21.4%

10,769.7

22.5%

-0.1%

Canada

6,849.3

13.6%

6,043.5

12.6%

13.3%

Company Consolidated

50,231.3

100.0%

47,899.3

100.0%

4.9%

(1) Beer and “future beverages” operation of the Company in Brazil.

(2) Non-alcoholic beverages.

(3) Beer and soft drink operation in Central America and in the Caribbean.

 

 

 

Sales Volume

 

Year ended on December 31

 

2018

2017

% Variation

 

In thousands of hectoliters, except for percentages

Brazil

101,642.9

64.0%

106,360.0

65.3%

-4.4%

Beer Brazil(1)

77,784.2

49.0%

80,233.6

49.3%

-3.1%

NAB(2)

23,858.8

15.0%

26,126.4

16.0%

-8.7%

CAC(3)

13,159.8

8.3%

12,271.8

7.5%

7.2%

Latin America South

33,971.2

21.4%

34,062.0

20.9%

-0.3%

Canada

9,942.9

6.3%

10,135.7

6.2%

-1.9%

Company Consolidated

158,716.9

100.0%

162,829.4

100.0%

-2.5%

           

(1) Beer and “future beverages” operation of the Company in Brazil.

(2) Non-alcoholic beverages.

(3) Beer and soft drink operation in Central America and in the Caribbean.

 

 

Net Revenue per Hectoliter

 

Year ended on December 31

 

2018

2017

% Variation

 

(In Reais, except for percentages)

Brazil

263.8

247.8

6.5%

Beer Brazil(1)

295.8

280.5

5.4%

NAB(2)

159.5

147.1

8.4%

CAC(3)

441.8

385.7

14.5%

Latin America South

316.6

316.2

0.1%

Canada

688.9

596.3

15.5%

Company Consolidated

316.5

294.2

7.6%

(1) Beer and “future beverages” operation of the Company in Brazil.

(2) Non-alcoholic beverages.

(3) Beer and soft drink operation in Central America and in the Caribbean.

 


 

Brazilian Operations

 

Net revenue from our Beer and NAB operations in Brazil increased 1.8% in 2018, reaching R$ 26,814.2 million.

 

Beer Operations in Brazil

 

Net revenue from beer sales in Brazil increased 2.2% in 2018, accumulating R$ 23,008.5 million, mainly explained by an increase of 5.4% in the revenue per hectoliter, which amounted to R$ 295.8/hl, partially impacted by a reduction of the sale volume of 3.1% in the period. The increase in the net revenue per hectoliter was the result of our revenue management strategy.

 

Operations of carbonated soft drinks and non-alcoholic and non-carbonated beverages in Brazil

 

Net revenue from NAB operations in 2018 decreased 1.0%, reaching R$ 3,805.7 million. The volumes dropped 8.7% in 2018, since the industry is still pressured by a challenging consumer environment. Net revenue per hectoliter in Brazil’s NAB segment increased 8.4% in 2018, reaching R$ 159.5/hl in the year, especially due to our revenue management.

 

Central America and the Caribbean (CAC) Operations

 

The CAC operations showed an increase in net revenue in 2018 of 22.8%, rising to R$ 5,813.9 million, due to a volume increase of 7.2%, and a growth of net revenue per hectoliter of 14.5%, explained by the positive effect of the exchange rate change in the conversion into Reais, and by an organic increase in net revenue per hectoliter of 4.0% in the year.

 

Latin America South (LAS) Operations

 

Latin America South (LAS) operations contributed R$ 10,753.9 million to the consolidated revenue in 2018, representing a decrease of 0.1% due to, mainly, the negative effect of the exchange rate change in the conversion into Reais, together with a reduction of 0.3% of the sales volume in the region. The organic variation in revenue was 21.5%, due to an organic variation in the net revenue per hectoliter of 22.1%, driven by high inflation in Argentina and our revenue strategy management.

 

Canada Operations

 

Our operations in Canada contributed R$ 6,849.3 million to our consolidated net revenue in 2018, corresponding to an increase of 13.3% in comparison to the previous year. This result arises from, mainly, the positive effect of the exchange rate change in the conversion to Reais. In local currency, the increase of 1.0% of our net revenue per hectoliter was almost entirely offset by a drop in the volume of 1.9% related to a weak beer industry in the year.

 

c) impact of inflation, price variations of main inputs and products, foreign exchange and interest rates on the Company’s operating and financial income, where relevant.

 

2019

In 2019, our costs of products sold in Brazil were negatively impacted by the hedge rate of the Real against the US Dollar, since it was higher than the average hedged rate of the previous year, throughout the the year. In addition, the prices of some commodities, especially barley and aluminum, were hedged in US Dollars at values higher than those of the previous year, during most of the year and had a negative effect in our cost of products sold. The price of the commodity sugar was hedged at lower values in relation to the previous year throughout the year, positively impacting the costs of products sold of our NAB operation. In our international operations, in general, the cost conversion into Real resulted in a negative impact, due to the depreciation of the Real against the local currencies in each operation, except for Latin America South, due to the appreciation of the Real against the Argentinean Peso. Also in Latin America South, the inflationary pressures intensified, mainly in Argentina, on the local labor and logistic costs.


 

 

 

2018

In 2018, our costs of products sold in Brazil were positively impacted by the hedge rate of the Real against the US Dollar, since it was lower than the average hedged rate of the previous year, mainly upon comparison among the three first quarters of the year. On the other hand, the prices of some commodities, especially aluminum, were hedged in US Dollars at values higher than those of the previous year, with a negative effect in our cost of products sold. The price of the commodity sugar was hedges during most t of the year at lower values in relation to the previous year, positively impacting the costs of products sold of our NAB operation. In our international operations, in general, the cost was negatively impacted by the depreciation of the Real against the local currencies in each operation, except for Latin America South, due to the appreciation of the  Real against the Argentinean Peso. Also in Latin America South, the inflationary pressures intensified, mainly in Argentina, on the local labor and logistic costs.

 

2017

In 2017, our costs of products sold in Brazil were once again severely impacted by the hedge rate of the Brazilian Real again the U.S. Dollar, since this was significantly higher than the average hedged rate of the previous year, mainly when compared to the first semester of the year. On the other hand, the prices of commodities were hedged in US dollars at values lower than those of the previous year, with positive impact on the cost of products sold, except for sugar, which specifically impacted the cost of sold products in the NAB operation in the country. In our international operations, in general, the costs had a positive impact by the appreciation of the Brazilian Real against the local currencies of each operation. Specifically in Latin America South, the inflationary pressures, especially in Argentina, continued to adversely affect our local labor and logistic costs.

 

 

2019 vs. 2018

Our net financial result decreased 22.8% in 2019, from an expense of R$ 4,030.3 million in 2018 to R$ 3,109.6 million. The decrease was driven by (i) higher interest income, driven by our cash balance, mainly in Reais, US dollars and Canadian dollars, and the recovery of a tax claim; and (ii) a positive impact resulting from the application of the Accounting and Disclosure Rule in Highly Inflationary Economy (IAS 29/CPC 42), since the effect of the adjustment for cumulative inflation, from January 1, 2019, of non-monetary assets on the balance sheet of our operations in Argentine was reported in a dedicated account in the finance results.. Such effects above were partially offset by (i) higher losses on derivative instruments, mainly driven by the carry cost of our currency hedges, primarily linked to the exposure of our cost of goods sold in Argentina, and; and (ii) higher losses on non-derivative monetary financial instruments related to non-cash expenses due to exchange rate variation on intercompany loans held in local currency, mainly Brazilian reais and the Argentine peso. The finance result includes the impact of a non-recurring financial expense amounting to R$ 18.2 million, explained by the payment of amnesty in the state of Mato Grosso in Brazil, partially offset by intercompany transactions with no cash effect

 

2018 vs. 2017

Our net financial result increased 8.5% in 2018, from an expense of R$ 3,713.8 million in 2017 to R$ 4,030.3 million. The increase of 8.5% was boosted by (i) higher losses with derivative instruments, explained by the increase of the carry cost of our hedges linked to our cost exposure in Brazil and Argentina, as well as by non-cash expenses related to equity swaps; and (ii) losses with non-derivative instruments related to non-cash expenses, due to the foreign-exchange variation in intercompany loans, as a function of the depreciation of Real and of the Argentinean Peso. The financial result includes the impact of a non-recurring financial expense amounting to R$ 179.1 million regarding the performance of the foreign-exchange variation of loans settled with related parties, historically recognized in equity and reclassified to the result of the year upon the settlement of such loans.


 

 

10.3 - Events with effective or expected material effects on the Financial Statements and Income

 

a) introduction or divestment of operating segment

 

In June 8, 2018, the Company we concluded the sale of all shares of our subsidiary, Barbados BottlingCo. Limited, a subsidiary that produces and distributes carbonated soft drinks in Barbados, in the amount of US$53 million, corresponding to R$ 179 million. As a result of the transaction we recorded a gain of approximately US$22 million under non-recurring items, corresponding to R$ 75 million on the date of the transaction and to R$79 million on December 31, 2018, in the result of the year.

 

b) organization, acquisition or disposal of equity interest

 

Renegotiation of the shareholders’ agreement of Tenedora CND

 

On December 1, 2017, Ambev notified its shareholders and the market in general that E. León Jimenes, S.A. (“ELJ”), partner of the Company in Tenedora CND, S.A. (“Tenedora”), owner of almost the totality of Cervecería Nacional Dominicana, S.A. (“CND”), would partially exercise, under the provisions of the shareholders’ agreement of Tenedora, its sale option in relation to approximately 30% of Tenedora’s capital stock,. Due to the partial exercise of said sale option, the Company would pay to ELJ the amount of, approximately, R$ 3 billion (corresponding to, approximately, USD 926.5 million) and would become the owner of 85% of Tenedora, and the remaining 15% are still owned by ELJ. In addition, considering the strategic importance of the alliance with ELJ, the Board of Directors of the Company approved, on such date, the extension of the term, from 2019 to 2022, to the exercise of the call option granted by ELJ to the Company. The operation was subject to some conditions precedent and was concluded on January 18, 2018.

 

Perpetual licensing agreement to Quilmes

 

On September 2017, Quilmes, a subsidiary of Ambev, entered into an agreement under which AB InBev would grant a perpetual license to Quilmes in Argentina for the distribution of the Budweiser brand and other North-American brands after the recovery of the distribution rights of these brands by AB InBev from the Chilean entity Compañia Cervecerías Unidas S.A. - CCU. The agreement established the transfer of Cerveceria Argentina Sociedad Anonima Isenbeck by AB InBev to Quilmes and the transfer of some Argentinean brands (Norte, Iguana and Baltica) and related commercial assets, in addition to USD 50 million by Quilmes to CCU. The closing of the transaction  took place on May 2nd, 2018, after obtainment of approval, on April 27, 2018, by the Argentinean antitrust authority  (Comisión Nacional de Defensa de la Competencia) of the main operation documents and of the verification of the other usual closing conditions. The Company assessed gains of  306 million Argentinean Pesos  (corresponding to R$ 50 million on the date of the transaction and to R$ 30 million on December 31, 2018), in the result of the year arising out of the application of the accounting practice of exchange of assets involving transactions under common control registered under non-recurring items.

 

c) unusual events or transactions

 

Equity Swap Agreements

 

On December 20, 2018 the Board of Directors of Ambev approved the execution, by the Company or its subsidiaries, of equity swap agreements through financial institutions to be defined by the board of officers of the Company, with referenced in shares issued by the Company or American Depositary Receipts based on these shares (“ADRs”), without prejudice to the liquidation, within the regulatory term, of the equity swap agreement still in force. The liquidation of the approved equity swap agreements  shall occur within a maximum term of 18 months counted from the referred to approval, and such agreements may result in the exposition of up to 80 million of shares of common stock (of which a portion or the totality may be by means of ADRs), with limit value of up to R$ 1.5 billion.


 

 

As of May 15, 2019, the Board of Directors of Ambev approved the execution of new equity swap agreements, without prejudice to the liquidation, within the regulatory term, of the equity swap agreements still in force. The liquidation of the new approved equity swap agreements shall occur within up to 18 months from the referred approval date, and such agreements may result in exposure of up to 80 million common shares (of which a part or the totality may be by means of ADRs), with limit value of up to R$ 1.5 billion.

 

As of December 19, 2019, the Board of Directors of Ambev approved the execution of new equity swap agreements, without prejudice to the liquidation, within the regulatory term, of the equity swap agreements still in force. The liquidation of the new approved equity swap agreements shall occur within up to 18 months from the referred approval date, and such agreements may result in exposure of up to 80 million common shares (of which a part or the totality may be by means of ADRs), with limit value of up to R$ 1.5 billion, and added to the balance of the agreements already executed in the context of the approvals of December 20, 2018 and May 15, 2019 and not liquidated yet, they may result in an exposure equivalent to up to 217,014,453 common shares (of which a part or the totality may be by means of ADRs).

 

10.4 – Significant changes in accounting practices – Qualifications and emphasis in the auditors’ report

 

a) Significant changes in accounting practices

 

a.I) Regarding the financial statements for the year ended on December 31, 2019: Consolidated and separate financial statements.

 

Impacts of adoption to IFRS 16/CPC 06 (R2) Leases (in force as from January 1st, 2019) replaces the existing lease accounting requirements and represents a significant alteration in the accounting and disclosure of leases that were previously classified as operational, which impact us in items of Rights of Use Assets and Liabilities, Depreciation and Interest Expenses.

 

Having adopted the standard effective from January 1, 2019, the Company has adopted retrospective presentation for the consolidated financial statements. The impact on the financial statements is demonstrated below:

 

- Recognition of right-of-use assets and lease liabilities in the balance sheet, initially measured at the present value of future lease payments;

 

- Recognition of depreciation expenses related to right-of-use assets in the income statement;

 

- Recognition of interest expenses in the financial result on the lease liabilities in the income statement; and

 

- Segregation of the payment of the leases, into a principal portion presented within the financing activities and an interest component presented in operating activities within cash flow.

 

The new lease definitions have been applied to all identified contracts in effect on the date of adoption of the standard. IFRS 16/CPC 06 (R2) specifies that the contract contains a lease if it grants the lessee the right to control the use of the identified asset for a period of time by exchange of counter payments.

 


 

The Company carried out an inventory of the contracts, evaluating the lease terms in order to conclude whether they include a lease in accordance with IFRS 16/CPC 06 (R2). This analysis identified a significant number of contracts mainly related to the leasing of real estate from third parties, trucks, cars, forklifts and servers.

 

Short-term (12 months or less) and low value (USD 5,000 or less) leases were not subject to this analysis, as permitted bunder the standard. For these contracts, the Company will continue to recognize lease expenses on a straight-line basis, if applicable.

 

When measuring lease liabilities, the Company discounted lease payments using incremental borrowing rates. The weighted average rate applied is of 12.6% until December 31, 2018.

 

The Company has adopted the full retrospective adoption of IFRS 16/CPC 06 (R2) and, consequently, for each period of the previous report presented, it applied CPC 23 - Accounting Policies, Change in Estimates and Correction of Errors.

 

Uncertainty about Treatment of Taxes on Profit - ICPC 22/IFRIC 23 - The Company reviewed the treatments given to taxes levied on profit, in order to determine the impact on the parent company's and consolidated financial statements, as determined by IFRIC 23/ICPC 22 - Uncertainty about Treatment of Taxes on Profit.

 

The Company reallocated the balances previously classified in the item Provisions to the item Income tax and social contribution (IR/CSLL) payable on December 31, 2019. The amounts reclassified in 2019 were R$ 109,554 in the parent company and R$ 251,646 in the consolidation, according to Note 16. This reclassification was carried out in line with the clarification of the IFRS Interpretation Committee, which clarifies that uncertain positions on taxes on profit are part of the measurement of taxes on current or deferred income.

 

a.II) Regarding the financial statements for the year ended on December 31, 2018: Consolidated and separate financial statements.

 

There were no significant changes in the accounting policies of the consolidated and separate financial statements of December 31, 2018, as well as in the calculation methods used in relation to those presented in the financial statements for the year ended on December 31, 2017, except for those described below:

 

IFRS 9/CPC 48 – Financial instruments, which replaced IAS 39/CPC 38 for periods beginning as from January 1st, 2018, introduces new requirements for the classification of financial assets that depend on the business model of the entity and on the contractual characteristics of the cash flow of the financial instruments; defines a new accounting method of losses by reduction in the recoverable amount and a more effective recognition; and introduces a new  hedge accounting standard and impairment test with greater disclosure on the risk management activity. The new hedge accounting model represents a significant review of the policy and aligns the accounting treatment with the risk management activities. IFRS 9/CPC 48 also removes the volatility in the result caused by changes to the credit risks of the liabilities determined to be measured by fair value.

 

The Company applied IFRS 9/CPC 48 – Financial Instruments on the effective date, with no update of the comparative information for the period beginning on January 1st, 2017. Consequently, the classification and measurement of the financial instruments for the comparative periods follow the requirements provided for in IAS 39/CPC 38. The Company assessed the impact and concluded that IFRS 9/CPC 48 – Financial Instruments does not impact, in a relevant manner, its financial position, financial performance or risk management activities.

 

IFRS 15/CPC 47 – Revenue from Contracts with Clients requires the recognition of revenue to be made in such a manner that demonstrates the transfer of goods or services to the client for an amount that reflects the expectation of the company to receive, in exchange, the rights on such goods and services. The new applicable rule, for periods beginning as from January 1st, 2018, results in greater and improved disclosures on revenue, provides guidance for transactions not previously approached in a comprehensive manner (for instance, revenue from services and contractual amendments) and improves guidance for multiple elements.


 

 

The Company adopted IFRS 15/CPC 47 – Revenue from Contracts with Clients with the retroactive application with cumulative effect recognized on the date of initial application (January 1st, 2018). According to such approach, the accumulated effect of the initial application of the IFRS 15/CPC 47 must be recognized as an adjustment in the initial balance of equity, under retained earnings, on the date of adoption and with no restatement of previous periods, in accordance with CPC 23. On the date of implementation, the adjustment to the opening balance of equity resulted in a decrease in retained earnings in R$ 355,383, so as to reflect the amendment to the accounting policy related to certain rebates granted to clients that, in accordance with IFRS 15, must be linked to the transaction price underlying the 2017 revenues.

 

a.III) Regarding the financial statements for the year ended on December 31, 2017: Consolidated and separate financial statements.

 

There were no significant changes in the accounting policies of the consolidated and separate financial statements of December 31, 2017, as well as in the calculation methods used in relation to those presented in the financial statements for the year ended on December 31, 2016.

 

b) Significant effects of changes in accounting practices

 

b.I) Regarding the financial statements for the year ended on December 31, 2019:

 

The Company chose for the full retrospective adoption of IFRS 16/CPC 06 (R2) and, consequently, for each period of the previous report presented, it applied CPC 23 - Accounting Policies, Change in Estimates and Correction of Errors.

 

 


 

The following tables summarize the impacts on the adoption of the rule on the balance sheet, in the statement of income, in the comprehensive statement of income, in the statement of cash flows and in the statement of value added:

 

Parent Company

 

Consolidated

 

12/31/2018

 

01/01/2018

 

12/31/2018

 

01/01/2018

Balance Sheet

Originally Stated

IFRS 16

Restated

 

Originally Stated

IFRS 16

Restated

 

Originally Stated

IFRS 16

Restated

 

Originally Stated

IFRS 16

Restated

Assets

                             

Current Assets

10,646,666

-

10,646,666

 

11,157,284

-

11,157,284

 

25,329,605

-

25,329,605

 

24,362,690

-

24,362,690

                               

Deferred income tax and social contribution

768,689

19,786

788,475

 

470,621

6,381

477,002

 

2,017,475

47,267

2,064,742

 

2,279,339

31,567

2,310,906

Investments

60,773,044

(54,206)

60,718,838

 

64,353,205

(50,724)

64,302,481

 

257,135

-

257,135

 

237,961

-

237,961

Property, plant and equipment

10,514,553

982,700

11,497,253

 

10,806,139

380,943

11,187,082

 

20,096,996

1,541,012

21,638,008

 

18,822,327

1,882,818

20,705,145

Other items, not adjusted

6,117,778

-

6,117,778

 

4,426,105

-

4,426,105

 

46,424,927

-

46,424,927

 

40,794,289

-

40,794,289

Non-Current Assets

78,174,064

948,280

79,122,344

 

80,056,070

336,600

80,392,670

 

68,796,533

1,588,279

70,384,812

 

62,133,916

1,914,385

64,048,301

                               

Total assets

88,820,730

948,280

89,769,010

 

91,213,354

336,600

91,549,954

 

94,126,138

1,588,279

95,714,417

 

86,496,606

1,914,385

88,410,991

                               

Liabilities and shareholders’ equity

                             
                               

Loans and financing

233,962

154,577

388,539

 

351,119

161,831

512,950

 

1,560,630

380,591

1,941,221

 

1,321,122

378,236

1,699,358

Other items, not adjusted

12,062,644

-

12,062,644

 

19,488,228

-

19,488,228

 

23,267,740

-

23,267,740

 

27,367,354

-

27,367,354

Current liabilities

12,296,606

154,577

12,451,183

 

19,839,347

161,831

20,001,178

 

24,828,370

380,591

25,208,961

 

28,688,476

378,236

29,066,712

                               

Loans and financing

539,571

886,319

1,425,890

 

732,662

237,881

970,543

 

862,138

1,300,304

2,162,442

 

1,231,928

1,599,261

2,831,189

Other items, not adjusted

19,643,930

-

19,643,930

 

24,987,914

-

24,987,914

 

10,888,206

-

10,888,206

 

8,948,730

-

8,948,730

Non-current liabilities

20,183,501

886,319

21,069,820

 

25,720,576

237,881

25,958,457

 

11,750,344

1,300,304

13,050,648

 

10,180,658

1,599,261

11,779,919

                               

Total liabilities

32,480,107

1,040,896

33,521,003

 

45,559,923

399,712

45,959,635

 

36,578,714

1,680,895

38,259,609

 

38,869,134

1,977,497

40,846,631

                               

Shareholders’ Equity

                             
                               

Reserves

70,215,287

(92,726)

70,122,561

 

63,361,144

(63,009)

63,298,135

 

70,215,287

(92,726)

70,122,561

 

63,361,144

(63,009)

63,298,135

Equity Valuation Adjustment

(71,584,866)

110

(71,584,756)

 

(74,966,470)

(103)

(74,966,573)

 

(71,584,866)

110

(71,584,756)

 

(74,966,470)

(103)

(74,966,573)

Other items, not adjusted

57,710,202

-

57,710,202

 

57,258,757

-

57,258,757

 

57,710,202

-

57,710,202

 

57,258,757

-

57,258,757

Controlling Shareholders’ equity

56,340,623

(92,616)

56,248,007

 

45,653,431

(63,112)

45,590,319

 

56,340,623

(92,616)

56,248,007

 

45,653,431

(63,112)

45,590,319

Non-controlling interest

-

-

-

 

-

-

-

 

1,206,801

-

1,206,801

 

1,974,041

-

1,974,041

Total shareholders’ equity

56,340,623

(92,616)

56,248,007

 

45,653,431

(63,112)

45,590,319

 

57,547,424

(92,616)

57,454,808

 

47,627,472

(63,112)

47,564,360

                               

Total liabilities and shareholders’ equity

88,820,730

948,280

89,769,010

 

91,213,354

336,600

91,549,954

 

94,126,138

1,588,279

95,714,417

 

86,496,606

1,914,385

88,410,991

 


 

 

 

 

 

Parent Company

 

2018

Statement of income

Originally

IFRS16

Restated

Stated

       

Net revenue

23,214,028

-

23,214,028

Cost of products sold

(12,447,880)

3,582

(12,444,298)

Gross profit

10,766,148

3,582

10,769,730

 

 

 

 

Logistic expenses

(2,266,991)

58,860

(2,208,131)

Commercial expenses

(2,372,956)

11,046

(2,361,910)

Administrative expenses

(1,326,741)

1,642

(1,325,099)

Other items, not adjusted

865,727

-

865,727

Profit sharing of subsidiaries, affiliates and joint ventures

6,795,992

(3,693)

6,792,299

Operational earnings

12,461,179

71,437

12,532,616

 

 

 

 

Financial expenses

(4,403,313)

(114,559)

(4,517,872)

Other items, not adjusted

2,158,542

-

2,158,542

Net financial result

(2,244,771)

(114,559)

(2,359,330)

 

 

 

 

Earnings before income tax and social contribution

10,216,408

(43,122)

10,173,286

 

 

 

 

Income tax and social contribution

808,270

13,405

821,675

Net profits of the period

11,024,678

(29,717)

10,994,961

 

 

 

 

 

 

 

 

Earnings per common share (basic) – R$

0.7014

(0.0019)

0.6995

Earnings per common share (diluted) – R$

0.6953

(0.0019)

0.6934

 

 

 

 

Consolidated

 

2018

Statement of income

Originally

IFRS16

Restated

Stated

       

Net revenue

50,231,336

-

50,231,336

Cost of products sold

(19,269,627)

20,204

(19,249,423)

Gross profit

30,961,709

20,204

30,981,913

 

 

 

 

Logistic expenses

(6,736,474)

129,260

(6,607,214)

Commercial expenses

(5,729,523)

8,226

(5,721,297)

Administrative expenses

(2,367,221)

3,756

(2,363,465)

Other items, not adjusted

860,926

-

860,926

Operational earnings

16,989,417

161,446

17,150,863

 

 

 

 

Financial expenses

(4,562,251)

(206,864)

(4,769,115)

Other items, not adjusted

738,815

-

738,815

Net financial result

(3,823,436)

(206,864)

(4,030,300)

 

 

 

 

Profit sharing of joint ventures

1,040

-

1,040

Earnings before income tax and social contribution

13,167,021

(45,418)

13,121,603

 

 

 

 

Income tax and social contribution

(1,789,594)

15,701

(1,773,893)

Net profits of the period

11,377,427

(29,717)

11,347,710

 

 

 

 

Attributed to:

 

 

 

Controlling interest

11,024,678

(29,717)

10,994,961

Non-controlling interest

352,749

-

352,749

 

 

 

 

Earnings per common share (basic) – R$

0.7014

(0.0019)

0.6995

Earnings per common share (diluted) – R$

0.6953

(0.0019)

0.6934

 


 
 

 

 

Parent Company

 

   

Consolidated

 

2018

 

2018

Comprehensive statement of income

Originally Stated

IFRS 16

Restated

 

Originally Stated

IFRS 16

Restated

Net profits of the period

11,024,678

(29,717)

10,994,961

 

11,377,427

(29,717)

11,347,710

 

 

 

 

 

 

 

 

Total profits and (losses) on conversion of operations abroad

1,643,491

213

1,643,704

 

1,766,433

213

1,766,646

 

 

 

 

 

 

 

 

Other items, not adjusted

520,670

-

520,670

 

519,344

-

519,344

 

 

 

 

 

 

 

 

Comprehensive result of the period

13,188,839

(29,504)

13,159,335

 

13,663,204

(29,504)

13,633,700

Attributed to:

 

 

 

 

 

 

 

Controlling interest

13,188,839

(29,504)

13,159,335

 

13,188,839

(29,504)

13,159,335

Non-controlling interest

-

-

-

 

474,365

-

474,365

 

 

 

 

 

Parent Company

     

Consolidated

 

2018

 

2018

Statement of cash flow

Originally Stated

IFRS 16

Restated

 

Originally Stated

IFRS 16

Restated

Net profits of the period

11,024,678

(29,717)

10,994,961

 

11,377,427

(29,717)

11,347,710

Depreciation, amortization and impairment

2,164,869

201,259

2,366,128

 

4,023,054

425,375

4,448,429

Net financial result

2,244,771

114,559

2,359,330

 

3,823,436

206,864

4,030,300

Income tax and social contribution

(808,270)

(13,405)

(821,675)

 

1,789,594

(15,701)

1,773,893

Profit sharing of subsidiaries, affiliates and joint ventures

(6,795,992)

3,693

(6,792,299)

 

(1,040)

-

(1,040)

Other items, not adjusted

267,364

-

267,364

 

(831,288)

-

(831,288)

Cash flow of operating activities before working capital and provisions

8,097,420

276,389

8,373,809

 

20,181,183

586,821

20,768,004

 

 

 

 

 

 

 

 

Cash generation from operating activities

7,341,821

276,389

7,618,210

 

19,734,610

586,821

20,321,431

 

 

 

 

 

 

 

 

Paid interest

(1,626,470)

(94,636)

(1,721,106)

 

(621,879)

(151,941)

(773,820)

Other items, not adjusted

8,276,878

-

8,276,878

 

(1,201,536)

-

(1,201,536)

Cash flow of operating activities

13,992,229

181,753

14,173,982

 

17,911,195

434,880

18,346,075

 

 

 

 

 

 

 

 

Payment of lease liabilities

-

(181,753)

(181,753)

 

(13,104)

(434,836)

(447,940)

Other items, not adjusted

(21,710,953)

-

(21,710,953)

 

(13,208,508)

-

(13,208,508)

Cash flow of financial activities

(21,710,953)

(181,753)

(21,892,706)

 

(13,221,612)

(434,836)

(13,656,448)

 

 

 

 

 

 

 

 

Other items, not adjusted

7,975,565

-

7,975,565

 

(3,675,706)

-

(3,675,706)

Net increase/(decrease) in cash and cash equivalents

256,841

-

256,841

 

1,013,877

44

1,013,921

Effect of foreign-exchange variation

-

-

-

 

96,886

(44)

96,842

 

 


 

 

 

Parent Company

 

Consolidated

 

2018

 

2018

Statement of value added

Originally Stated

IFRS 16

Restated

 

Originally Stated

IFRS 16

Restated

               

Revenue

42,735,280

-

42,735,280

 

76,976,596

-

76,976,596

Other items, not adjusted

42,735,280

-

42,735,280

 

76,976,596

-

76,976,596

Inputs purchased from third parties

(17,550,769)

171,641

(17,379,128)

 

(28,417,380)

319,503

(28,097,877)

Costs of products, goods and services sold

(13,945,502)

-

(13,945,502)

 

(18,955,201)

7,988

(18,947,213)

Materials, energy, third party services and others

(3,518,914)

171,641

(3,347,273)

 

(9,282,669)

311,515

(8,971,154)

Other items, not adjusted

(86,353)

-

(86,353)

 

(179,510)

-

(179,510)

Gross value added

25,184,511

171,641

25,356,152

 

48,559,216

319,503

48,878,719

 

 

 

 

 

 

 

 

Retentions

(2,078,516)

(201,258)

(2,279,774)

 

(3,843,544)

(425,375)

(4,268,919)

Depreciation and amortization

(2,078,516)

(201,258)

(2,279,774)

 

(3,843,544)

(425,375)

(4,268,919)

Net produced value added

23,105,995

(29,617)

23,076,378

 

44,715,672

(105,872)

44,609,800

 

 

 

 

 

 

 

 

Value added received on transfer

8,994,748

(3,693)

8,991,055

 

385,228

-

385,228

Profit sharing of subsidiaries, affiliates and joint ventures

6,795,992

(3,693)

6,792,299

 

1,040

-

1,040

Other items, not adjusted

2,198,756

-

2,198,756

 

384,188

-

384,188

Total value added to distribute

32,100,743

(33,310)

32,067,433

 

45,100,900

(105,872)

44,995,028

Distribution of value added

32,100,743

(33,310)

32,067,433

 

45,100,900

(105,872)

44,995,028

Taxes, fees and contributions

14,951,904

(13,405)

14,938,499

 

24,700,335

(15,701)

24,684,634

Federal

3,654,331

(13,405)

3,640,926

 

9,621,961

(15,701)

9,606,260

Other items, not adjusted

11,297,573

-

11,297,573

 

15,078,374

-

15,078,374

Remuneration of third party capital

4,324,668

9,812

4,334,480

 

4,558,199

(60,454)

4,497,745

Financial expenses, except tax on financial transactions

4,216,861

114,559

4,331,420

 

4,224,625

206,864

4,431,489

Rents

107,807

(104,747)

3,060

 

333,574

(267,318)

66,256

Remuneration of equity

11,024,678

(29,717)

10,994,961

 

11,377,427

(29,717)

11,347,710

Retained profits

3,479,070

(29,717)

3,449,353

 

3,479,070

(29,717)

3,449,353

Other items, not adjusted

7,545,608

-

7,545,608

 

7,898,357

-

7,898,357

Other items, not adjusted

1,799,493

-

1,799,493

 

4,464,939

-

4,464,939

 


 

 

b.II) Regarding the financial statements for the year ended on December 31, 2018:

 

The Company adopted IFRS 15/CPC 47 – Revenue from Contracts with Clients with the retroactive application with cumulative effect recognized on the date of initial application (January 1st, 2018). According to such approach, the cumulative effect of the initial application of IFRS 15/CPC 47 must be recognized as an adjustment to the initial balance of equity, under retained earnings, on the date of adoption and with no restatement of previous periods, in accordance with CPC 23. On the implementation date, the adjustment to the opening balance of equity resulted in a decrease in the retained earnings of R$ 355,383, so as to reflect the amendment to the accounting policy related to certain rebates granted to clients that, in accordance with IFRS 15, must be linked to the transaction price underlying the 2017 revenues.

 

b.III) Regarding the financial statements for the year ended on December 31, 2017:

 

The amendments of the following existing rules were published and are mandatory for future annual accounting years. Although the IFRS sets forth the early adoption, the regulatory bodies in Brazil have been forbidding this anticipation to preserve the comparability aspects. Therefore, for the year ended on December 31, 2017, the following norms were not applied in the elaboration of these financial statements.

 

IFRS 9/CPC 48  – Financial Instruments (in effect as of January 1, 2018), which aims to replace IAS 39/CPC 38, introduces new requirements for the classification of financial assets that depends on entity’s business model and the contractual characteristics of the cash flow of the financial instruments; defines a new model of impairment losses accounting which shall require more effective recognition and introduces a new standard of hedge accounting and impairment test with greater risk management activity disclosures. The new hedge accounting model represents a significant revision of the policy and aligns the accounting treatment with the risk management activities. IFRS 9/CPC 48 also removes the volatility in the result that was caused by the changes in credit risk of the liabilities established to be measured at fair value. The Company assessed the impact arising from the application of the new rule and concluded that it does not have a significant impact in its financial position, financial performance or risk management activities.

 

IFRS 15/ CPC 47 – Revenue of Agreement with Customers (in effect as of January 1, 2018) requires that revenue recognition be made in order to reflect the transfer of goods or services to the customer for an amount which reflects the expectation of the company to have in exchange the rights of such goods or services. The new rule shall also result in greater and improved revenue disclosures, and shall provide guidance for transactions that were not previously extensively addressed (for example, service revenues and changes in the agreements) and shall improve guidance for multi-element. On the implementation date (January 1st, 2018), the adjustment to the initial balance of equity resulted in a decrease in retained earnings of R$ 355,383 in the first quarter of 2018 so as to reflect the amendment to the accounting policy related to the performance that, in accordance with IFRS 15, must be linked to the transaction price underlying the 2017 revenues.

 

c) Qualifications and emphasis contained in the auditor’s report

 

There were no qualifications or emphasis in the auditor’s report in the past three fiscal years.

 

10.5 – Critical accounting policies

 

We consider an accounting policy to be critical when it is important to reflect our financial condition and operating income and require complex or significant judgments and estimates on the part of our management. For a summary of all accounting practices, please see Note 3 to the financial statements of the Company.

 

The individual and consolidated accounting statements were prepared according to Brazilian and international technical pronouncements, which require from management to make judgments and estimates and to make decisions that affect the application of the accounting practices and the amounts shown in the balance sheet and income statement. The estimates and the underlying judgments are based on historical experience and on several other factors considered reasonable in the light of the circumstances, whose results constitute the criterion for taking decisions regarding the book value of assets and liabilities not readily evident from other sources. Actual results may differ from these estimates.


 

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Changes to accounting estimates can only affect the period in which the estimate is revised or future periods.

 

Although each critical accounting policy reflects judgments, assessments or estimates, the Company believes that the accounting practices reflect the most critical judgments, estimates and assumptions that are important to its businesses and an understanding of its results:

 

(i) Impacts of adoption of IFRS 16/CPC 06 (R2) Leases

 

In force as from January 1st, 2019, it replaces the existing lease accounting requirements and represents a significant alteration in the accounting and disclosure of leases that were previously classified as operational, which impact us in items of Rights of Use Assets and Liabilities, Depreciation and Interest Expenses.

 

Having adopted the standard effective from January 1, 2019, the Company has adopted retrospective presentation for the consolidated financial statements. The impact on the financial statements is demonstrated below:

 

- Recognition of right-of-use assets and lease liabilities in the balance sheet, initially measured at the present value of future lease payments;

 

- Recognition of depreciation expenses related to right-of-use assets in the income statement;

 

- Recognition of interest expenses in the financial result on the lease liabilities in the income statement; and

 

- Segregation of the payment of the leases, into a principal portion presented within the financing activities and an interest component presented in operating activities within cash flow.

 

The new lease definitions have been applied to all identified contracts in effect on the date of adoption of the standard. IFRS 16/CPC 06 (R2) specifies that the contract contains a lease if it grants the lessee the right to control the use of the identified asset for a period of time by exchange of counter payments.

 

The Company carried out an inventory of the contracts, evaluating the lease terms in order to conclude whether they include a lease in accordance with IFRS 16/CPC 06 (R2). This analysis identified a significant number of contracts mainly related to the leasing of real estate from third parties, trucks, cars, forklifts and servers.

 

Short-term (12 months or less) and low value (USD 5,000 or less) leases were not subject to this analysis, as permitted bunder the standard. For these contracts, the Company will continue to recognize lease expenses on a straight-line basis, if applicable.

 

When measuring lease liabilities, the Company discounted lease payments using incremental borrowing rates. The weighted average rate applied is of 12.6% until December 31, 2018.

 

The Company chose the full retrospective adoption of IFRS 16/CPC 06 (R2) and, consequently, for each period of the previous report presented, it applied CPC 23 - Accounting Policies, Change in Estimates and Correction of Errors.

 


 

(ii) Business combinations involving entities under common control

 

Business combinations between entities under common control have not yet been specifically addressed by IFRS or CPC. IFRS 3/CPC 15(R1) - Business combinations is the pronouncement that applies to business combinations, but explicitly excludes from its scope the business combinations between entities under common control.

 

1) Precedent Cost

 

As permitted by IAS 8/CPC 23 - Accounting Policies, Change of Estimate and Error Rectification, Management adopted an accounting practice in line with the Generally Accepted Accounting Principles in the United States and United Kingdom (USGAAP - Generally Accepted Accounting Principles (United States) and UKGAAP - Generally Accepted Accounting Principles (United Kingdom)), the predecessor basis of accounting to record the book value of the received asset, such as recorded by the subsidiary.

 

The predecessor basis of accounting provides that when booking a transfer of assets between entities under common control, the entity receiving the net assets or equity interests, shall initially measure the assets and liabilities transferred, recognized at their book values in the accounts of the transferring entity, on the transfer date, retrospectively. If the book values of the assets and liabilities transferred by the subsidiary differ from the historical cost of the subsidiary of the entities under common control, the accounting statements of the receiving entity must reflect the assets and liabilities transferred to the cost of the subsidiary of the entities under common control in contrast with equity against the adjustments reserve account of equity valuation.

 

2) Exchange of assets

 

In relation to the transactions between entities under common control involving the disposal/transfer from the subsidiary to its controlling shareholder, i.e., above the level of Ambev’s consolidated financial statement, the Company evaluates the existence of (i) opposition of interests; and (ii) substance and economic purpose. Having fulfilled these assumptions, seeking to provide adequate visibility and fair impact on the amount of distributable results to its shareholders, notably non-controlling shareholders, the Company has adopted as a policy, in a similar way, the concepts of IAS 16/CPC 27 - Fixed asset. Said policy contemplates assets acquired through swap for non-monetary asset, or a combination of monetary and non-monetary assets. The assets subject to swap may be of the same nature or of different natures. The cost of such asset item is measured at fair value, unless the swap transaction is not of a commercial nature, or the fair value of the received asset and the assigned asset may not be reliably measured. The acquired asset is measured in this way even if the entity may not immediately retire the assigned asset. If the acquired asset is not measurable at fair value, its cost is determined by the book value of the assigned asset.

 

When there is a distribution of assets other than in the form of cash, the asset before its distribution is measured at its fair value against an income account for the year. Although its application is provided for distributions through which the owners of the same class of equity instruments are benefited and the treatment of which is equitable, also in a manner similar to the ICPC 07/IFRIC 17, in the absence of a specific accounting practice for transactions under common control, we consider the provisions of this instruction in the definition of our accounting practice. As well as in other sales that Ambev makes for its controlling shareholder (products, inputs etc.) where the result of the transaction is recognized in the income statement as provided in paragraph 56 of ICPC 09 and similar to paragraph 33a of CPC 31 (the only rule that deals with the disposal of business, without distinguishing between transactions with controlling shareholder and third party).

 

(iii) Reduction at the recovery value (impairment) of non-financial assets

 

The Management assesses on a quarterly basis whether there is objective evidence that the financial asset of the group of financial assets is deteriorated. If there is any indication, the recovery value of the asset is estimated. An asset or group of financial assets is deteriorated and the losses for impairment are registered only if there is objective evidence of impairment as a result of one or more events occurred after the initial recognition of the assets (“event of loss”) and that event (or events) of loss exerts an impact on the estimated future cash flows of the financial asset or group of financial assets, and may be estimated in a reliable manner.


 

 

(iv) Provisions

 

Provisions are recognized when: (i) the Company has a current (legal or non-formalized) obligation resulting from past events; (ii) there is likely to be a future disbursement to settle a current obligation; and (iii) the amount can be estimated with reasonable certainty.

 

The provisions, except for the ones mentioned in the disputes and litigation topic, are measured by discounting expected future cash flows at a pre-tax rate that reflects current market valuations of the value of money over time and, when appropriate, the specific risks of the obligation.

 

1) Restructuring

 

A provision for restructuring is recognized when the Company has a detailed and approved restructuring plan and when the restructuring has already started or announced. Expenses related to the Company's normal activities and future conduct are not provisioned, but they are recognized when an expense has been incurred. The provision includes the commitments related to the benefits that will be paid by the Company to the employees dismissed in the restructuring.

 

2) Disputes and litigation

 

The provision for disputes and litigation is recognized when it is more likely than unlikely that the Company will be required to make future payments as a result of past events. Such payments include, but are not limited to, various claims, proceedings and actions initiated by both third parties and the Company, relating to antitrust laws, breach of distribution and licensing agreements, environmental matters, labor disputes, complaints from tax authorities and other litigious matters.

 

(v) Share-based payment

 

Different compensation programs based on shares and options allow members of Management and other executives appointed by the Board of Directors to acquire the Company’s shares. The fair value of the stock options is measured on the granting date using the most appropriate option pricing model. Based on the expected number of options to be exercised, the fair value of the options granted is recognized as an expense during the option vesting period against equity. When the options are exercised, the equity increases by the amount of the proceeds received.

 

(vi) Employee benefits

Post-employment benefits

 

Post-employment benefits include pensions managed in Brazil by Instituto Ambev de Previdência Privada – IAPP, post-employment dental benefits and post-employment medical benefits managed by Fundação Zerrenner. Usually, pension plans are funded by payments made by both the Company and its employees, taking into account the recommendations of independent actuaries. Post-employment dental benefits and post-employment medical benefits are maintained by the return on Fundação Zerrenner’s plan assets. If necessary, the Company may contribute some of its earnings to Fundação Zerrenner.

 

The Company manages defined benefit and/or defined contribution and/or dental and health care plans for employees of its companies located in Brazil and its subsidiaries located in the Dominican Republic, Barbados, Panama, Uruguay, Bolivia, Argentina and Canada.

 


 

The Company maintains funded and unfunded plans.

 

vi.1) Defined contribution plans

 

A defined contribution plan is a pension plan under which the Company pays fixed contributions into a fund. Company has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees for the benefits relating to employee service in the current and prior periods.

 

The contributions from such plans are recognized as an expense in the period in which they are incurred.

 

vi.2) Defined benefit plans

 

Typically, defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation.

 

For defined benefit plans, expenses are assessed separately for each plan using the projected unit credit method. The projected unit credit method considers each period of service as an additional unit of benefit to measure each unit separately. Under this method, the cost of providing pensions is charged to the income statement during the period of service of the employees. The amounts charged to the income statement consist of current service cost, interest, past service costs and the effect of any settlements and agreements. The obligations of the plan recognized in the balance sheet are measured at the present value of the estimated future cash outflows using a discount rate equivalent to the government´s bond rates with maturity terms similar to those of the obligation, less the fair value of the plan assets.

 

Past service costs result from the introduction of new plans or changes to existing ones. They are immediately recognized in the income statement for the year on whichever occurs first between the date of: (i) settlements / agreements, or (ii) when the Company recognizes costs related to restructuring or termination, unless the changes are conditional on the employee remaining in their job for a specific period of time (the period during which the right is acquired). In such case, costs of past services are amortized using the straight-line method during the vesting period.

 

Actuarial gains and losses consist of the effects of differences between the previous actuarial assumptions and what has actually occurred, and the effects of changes in actuarial assumptions. Actuarial gains and losses are fully recognized in comprehensive income.

 

Re-measurements consisting of actuarial gains and losses, the effect of asset ceiling and the return on the plan’s assets, both excluding net interest, are recognized in the statement of comprehensive income, in their totality, during the period in which they occur. Re-measurements are not reclassified for the income statement in subsequent periods.

 

When the amount calculated for a defined benefit plan is negative (an asset), Ambev recognizes such assets (prepaid expenses) to the extent of the amount of the economic benefit available to Ambev either from refunds or reductions in future contributions.

 

Other post-employment obligations

 

The Company and some of its subsidiaries provide medical benefits, reimbursement of certain medication expenses and other benefits to certain previous retirees. These benefits are not granted to new retirees. The expected costs of these benefits are recognized over the period of employment, using an accounting methodology similar to that for defined benefit plans, including actuarial gains and losses.

 

Termination benefits

 

Termination benefits are recognized as an expense on the first of the following dates: (i) when Ambev is committed to a detailed formal plan for terminating the employment relationship prior to the normal retirement date, with no real possibility of withdrawing it; and (ii) when Ambev recognizes restructuring costs.


 

 

Bonus

 

Bonus granted to employees and managers are based on attaining pre-defined individual and collective targets. The estimated amount of the bonus is recognized as an expense in the period in which it accrues.

 

(vii) Current and deferred taxes

 

The corporate income tax (IRPJ) and social contribution (CSLL) for the year represent current and deferred taxes. Income tax and social contribution are recognized to the income statement, unless they involve items directly recognized in the comprehensive income statement or other equity account. In these cases the tax effect is also recognized directly in the comprehensive income statement or equity account (except for interests on capital, as per Note 3 (t)).

 

Expenses with current taxes is the expectation of payment on the taxable income for the year, using the nominal tax rate approved or substantially approved on balance sheet date, as well as any adjustment to tax payable referring to previous years.

 

Deferred tax is recognized using the balance sheet method. This means that in the case of taxable and deductible differences of a temporary nature between the tax and accounting bases of the assets and liabilities, the deferred asset or liability tax is recognized. Under this method the provision for deferred tax is also calculated on the differences between the fair value of the assets and liabilities acquired in a business combination and their tax base. IAS 12 / CPC 32 Income Taxes provides that no deferred tax be recognized when recognizing goodwill; and that no deferred asset and/or liability tax be recognized (i) upon initial recognition of an asset or liability arising from a transaction other than a business combination which at the time of the transaction does not affect the book or fiscal income or loss; and (ii) on differences involving equity investments in subsidiaries, provided these are not reversed in the foreseeable future. The value determined for the deferred tax is based on the expectation or realization or liquidation of the temporary difference, and uses the nominal rate approved or substantially approved.

 

Deferred tax assets and liabilities are offset where a legal enforceable right to offset current tax assets and liabilities exists and provided that they relate to taxes assessed by the same tax authority on the same taxpayer, or different taxpayers who intend to settle current tax assets and liabilities on a net basis or simultaneously realize the asset and settle the liability.

 

Deferred tax assets are recognized only to the extent any future taxable income is likely to occur. Deferred income tax assets are reduced to the extent no future taxable income is likely to occur.

 

(viii) Joint arrangements:

 

Joint arrangements are all entities over which the Company shares control with one or more parties. Joint arrangements are classified as joint operations or joint ventures, depending on the contractual rights and obligations of each investor.

 

(ix) Measurement of financial instruments, including derivatives

 

Classification and Measurement

 

The Company uses financial instruments to implement its risk management policies and strategy. Derivatives are often used to mitigate the impact of foreign currencies, interest rates, share prices and commodity prices upon performance of the Company. The financial risk management policy of the Company prohibits the use of derivatives when not related to the business of the Company.


 

 

A financial asset (unless it is accounts receivable from clients with no significant financial component) or financial liability is initially measured at the fair value, added, for an item not measured at the fair value by means of the result, by the costs of transaction directly attributable to its acquisition or issuance. Accounts receivable from clients with no significant financial component is initially measured at the operation price.

 

Upon initial recognition, a financial asset is classified as measured: at the amortized cost; at the fair value through other comprehensive results – debt instrument; at the fair value through other comprehensive results – equity instrument; or at the fair value through the result.

 

The financial assets are not reclassified after the initial recognition, unless the Group changes the business model to the financial asset management, and, in such case, all affected financial assets are reclassified on the first day of the presentation period after the change to the business model.

 

The classifications of the financial assets of the Company are the following:

 

·        Debt instruments at the fair value through other comprehensive results, with gains or losses reversed to profit or losses upon derecognition. The financial assets in such category are the debt instruments of the Company kept within a business model to collect cash flows and sell.

 

·        Equity instruments designated at the fair value through other comprehensive results, with no new measurement of gains or losses in the result upon derecognition. Such category includes only the shareholders’ equity instrument, which the Company intends to retain in the foreseeable future and which the Company irrevocably elected to classify upon initial recognition or transition. Such instruments are not subject to impairment test.

 

·        The financial assets at the fair value through the result comprehend derivative instruments and equity instruments that the company had not classified, upon initial recognition or transition, to classify at the fair value through other comprehensive results. Such category also includes the debt instruments of which the cash flow characteristics are not kept within a business model whose purpose is collecting contractual cash flows or collecting contractual cash flows and sell.

 

The measurements of the financial assets of the Company are the following:

 

Hedge Accounting

 

Derivatives financial instruments are intended to hedge the Company against risks relating to foreign currencies, interest rates and commodity prices. Derivative financial instruments which, in spite of being contracted for hedging purposes, do not meet all hedging account criteria, are recognized at fair value through income for the year. 

 

Derivative financial instruments are initially recognized at fair value, which is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length transaction. The fair value of derivative financial instruments can be calculated based on market quotations; pricing models that consider current market quotations; or the credit quality of the counterparty.

 

After their initial recognition, derivative financial instruments are again measured at fair value on the date of the financial statements. Changes in the fair value of derivative financial instruments are recorded in the income for the year, except when these instruments are intended for hedging the cash flow or net investments, whose changes in fair value are recorded in comprehensive income.

 

The Company realizes derivatives of commodities that have critical terms similar to the hedged item. The Company applies component hedges to its commodities. The hedged component is contractually specified and coincides with those defined in the derivative agreement, thus, the hedge ratio is of 1:1. The hedge effectiveness is realized in a qualitative manner. Whenever the critical terms do not coincide, the company uses the hypothetical method to assess the efficacy. Possible sources of inefficacy are changes upon the moment of the transaction set forth, in the quantity of the good to be hedged, or changes upon the credit risk of any of the parties to the derivative agreement.


 

 

The concepts of cash flow, net investment and fair value hedging are applied to all instruments that meet the hedge accounting requirements of IFRS 9/CPC 48 - Financial Instruments.

 

Accounting of cash flow hedge

 

The cash flow hedge is applicable to hedge the exposure of cash flows of a registered asset or liability, the foreign currency risk and commodities price fluctuations associated to a transaction whose performance is highly likely, the effective portion of any result (gain or loss) with the derivative financial instrument is directly recognized in the comprehensive result (cash flow hedged reserves) and must be reclassified from the cash flow hedge to the same category and in the same period impacted by the future expected hedged cash flows. The ineffective portion of any gain or loss is immediately recognized in the income statement.

 

When a hedge instrument or a hedge relationship is extinct, but the hedged transaction is still expected to occur, the accumulated gains and losses (until that point) remain in the comprehensive income, being reclassified according to the above practice, when the hedge transaction occur. If the hedged transaction is no longer likely to occur, the accumulated gains and losses recognized in the comprehensive income are immediately reclassified to the income statement.

 

Accounting of fair value hedge

 

When a derivative financial instrument hedges the exposure to the variability in a fair value of a registered asset or liability or a firm commitment, any result (gain or loss) with a derivative financial instrument is recognized in the income statement. The book value of the hedged item is also recognized by the fair value in relation to the risk, with the respective recognized gains and losses in the income statement.

 

Accounting of net investment hedge

 

When a non-derivative liability in foreign currency hedges a net investment in an operation abroad, the foreign exchange differences arising out of the conversion of the liability to the functional currency are directly recognized in other comprehensive income  (conversion reserves), while the ineffective portion is recognized in the income statement.

 

When a derivative financial instrument hedges a net investment in an operation abroad, the portion of gain or loss or the loss in the hedge instrument determined as effective is directly recognized in other comprehensive income (conversion reserves), while the ineffective portion is reported in profit or loss.

 

Derivatives measured at fair value by means of income

 

Certain derivative financial instruments do not qualify for accounting of hedge. The variations in the fair value of any of these derivative financial instruments are immediately recognized in the income statement.

 

Reduction in the recovery value (impairment) of financial assets

 

The Management, on a quarterly basis, assesses whether there is objective evidence that the financial asset of the group of financial assets is deteriorated. If there is any indication, the recovery value of the asset is estimated. An asset or group of financial assets is deteriorated and the losses for impairment are registered only if there is objective evidence of impairment as a result of one or more events occurred after the initial recognition of the assets (“event of loss”) and that event (or events) of loss exerts an impact on the future estimated cash flows of the financial asset or group of financial assets, and may be estimated in a reliable manner.


 

 

(x) Accounting and Disclosure Rule in Highly Inflationary Economy

 

In July 2018, considering that the cumulative inflation over the previous three years in Argentina was above 100%, the application of the Accounting and Disclosure Rule in Highly Inflationary Economy (IAS 29/CPC 42) was required. IAS 29/CPC 42 requires disclosure of the results of the operations of the Company in Argentina as if they were highly inflationary as from January 1st, 2018 (beginning of the period in which the existence of hyperinflation is identified).

 

In accordance with IAS 29/CPC 42, the non-monetary assets and liabilities, the equity and the income statement of subsidiaries that operate in highly-inflationary economies are adjusted by the alteration of the general acquisition power of the currency, applying a general price index.

 

The financial statements of an entity of which the functional currency is that of a highly-inflationary economy, whether they are based on an approach by the historical cost or on the approach by the current cost, must be expressed in terms of the measurement unit current on the date of the balance sheet and converted to Real at the closing foreign rate of the period.

 

As a consequence of the aforementioned, the Company applied the accounting rule in highly inflationary economy to its subsidiaries in Argentina in the consolidated and separate financial statements, applying the rules of IAS 29/CPC 42 as follows:

 

·        accounting and disclosure rule in highly inflationary economy was applied as from January 1st, 2018 (according to paragraph 4 of IAS 29/CPC 42, the rule must be applied to the financial statements of any entity as from beginning of the period in which it the existence of hyperinflation is identified);

 

·        the non-monetary assets and liabilities registered by the historical cost (for instance, property, plant and equipment, intangible assets, goodwill, etc.) and the equity of the subsidiaries in Argentina were updated by an inflation index. The hyperinflation impacts resulting from changes to the general acquisition power up to December 31, 2017 were reported in retained earnings and the impacts of the changes to the general acquisition power as from January 1st, 2018 were reported in the statement of income in a specific item for hyperinflation adjustment, in the financial result (see Note 24 – Financial expenses and revenues). According to paragraph 3 of IAS 29/CPC 42, there is not a defined general price index, but it allows the execution of the judgment when the update of the financial statements is necessary. Thus, the updated indices were based on resolution 539/18 issued by the Argentinean Federation for the Council of Economic Science Professionals: (i) as from January 1st, 2017, the national IPC (consumer’s price index), and (ii) up to December 31, 2016, IPIM (internal wholesale price index).

 

·        the income statement is adjusted at the end of each reporting period by using the general price index variation and, afterwards, converted at the closing foreign exchange rate of each period (instead of the average rate accumulated in the year for economies which are not highly inflationary), thus resulting  the effects on the items of the income statement, both of the inflation index and of the currency conversion;

 

·        the income statement for the year 2017 and for the first and second quarters of 2018 and the respective balance sheets of the subsidiaries in Argentina were not restated. According to IAS 21, paragraph 42 (b) when the amounts are converted into the non-hyperinflationary economy currency, the comparative amounts must be those that would be presented as amounts of the current year in the financial statements for the previous year (that is, not adjusted to subsequent changes to the level of prices or subsequent changes to the foreign rates).

 

 

 


 

10.6 – Material items not mentioned in the financial statements

 

a) the assets and liabilities directly or indirectly held by the Company and not reflected in its balance sheet

 

Not applicable since there is no material item not reflected the Company’s financial statements, including the notes thereto, especially notes 29 and 30.

 

b) other items not mentioned in the financial statements

 

Not applicable since there is no material item not reflected the Company’s financial statements, including the notes thereto.

 

10.7 – Comments on items not mentioned in the financial statements

 

a) how do those items change or may change the revenues, expenses, operating income, financial expenses and other items in the financial statements of the Company

 

As mentioned in item 10.6 above, there are no items that were not mentioned in our financial statements, including the notes thereto.

 

b) nature and purpose of the transaction

 

As mentioned in item 10.6 above, there are no items that have not been mentioned in our financial statements, including the notes thereto.

 

c) nature and amount of the obligations assumed and rights generated to the benefit of the Company as a result of the transaction

 

As mentioned in item 10.6 above, there are no items that have not been mentioned in our financial statements, including the notes thereto.

 

10.8 – Business Plan

 

a) investments (including quantitative and qualitative descriptions of existing investments and anticipated investments, sources of financing for existing and anticipated material investments and divestments), particularly: (i) quantitative and qualitative description of existing and anticipated investments; (ii) sources of financing for investments; and (iii) relevant divestments in progress and anticipated.

 

i. quantitative and qualitative description of existing and anticipated investments

 

In 2019, the investment in consolidated property, plant and equipment and intangible assets amounted to R$ 5,069.4 million, consisting in R$ 3,176.5 million for our business segment in Brazil, R$578.4 million for our business segment in CAC, R$ 1,025.0 million related to investments in our operation in Latin America South and R$ 289.5 million related to investments in Canada.

 

In 2018, the investment in consolidated property, plant and equipment and intangible assets amounted to R$ 3,571.0 million, consisting in R$ 1,811.9 million for our business segment in Brazil, R$500.4 million for our business segment in CAC, R$ 1,040.8 million related to investments in our operation in Latin America South and R$ 217.8 million related to investments in Canada.

 

In 2017, the investments in consolidated property, plant, and equipment and intangible assets summed R$ 3,203.7 million, consisting of R$ 1,446.5 million for our business segment in Brazil, R$413.2 million for our business segment in CAC, R$ 1,051.2 million related to investments in our Latin America South operations and R$ 292.8 million related to investments in Canada.


 

 

These investments included, mainly, the expansion of the productive capacity, quality control, automation, modernization and replacement of the packaging lines, storage for direct distribution, coolers, and investment for the replacement of bottles and crates, market assets of former players as well as continued investment in information technology.

 

In 2020, we plan to invest with the purpose of strengthening our growth platforms and improving our operational excellence through innovations that may put us in a better position to best attend to the consumer market.

 

ii. sources of financing for investments

 

The Company has resources from its operating cash flow generation and credit facilities extended by financial institutions in Brazil and other countries.

 

Additionally, during the meetings held on August 28, 2015, and October 14, 2015, the Company approved the first (1st) issue of debentures not convertible into shares, unsecured, of a single series, in the amount of One billion Reais (R$1,000,000,000.00), intended for public distribution with restricted distribution efforts. Said issue was conducted according to article 1, item I, of Law 12431. Accordingly, the funds raised by the Company will be exclusively allocated to the investment projects (including reimbursements, as provided for in Law 12431) described in the relevant deed of issue, as amended, and included in the scope of the Company’s investment plan (capex).

 

iii. relevant divestments in progress and anticipated

 

On this date, the relevant divestment refers to the property in Mooca, in the amount of R$ 162 million.

 

b) acquisitions already disclosed of plants, equipment, patents and other assets that may significantly affect the production capacity of the Company

 

There has been no disclosure of acquisition of plants, equipment, patents or other assets, other than those already described in item 10.8.a above that may significantly affect the production capacity of the Company.

 

c) new products and services

 

Over the past few years, the Company invested in launching new products and packs, and intends to continue investing in product innovations. However, because this involves trade secrets, this information may not be disclosed in advance.

 

In 2017, with the purpose of offering people an experience which goes beyond a glass of beer, we presented our customers with special editions of our products, such as, Brahma Extra Märzen Lager, created to celebrate the Brazilian editions of the Oktoberfest with a limited label which reinforces the beer tradition of almost 130 years of such brand.  To celebrate the Brazilian fruits, regardless of the name, taste and appearance, Colorado launched 4 beers: Eugenia, Nassau, Rosália and Murica, this, for instance, won the best Cream Ale of the World prize in the World Beer Awards (London). Recognizing micro producers of the Brazilian ingredients used in our beers, Colorado launched a limited edition with the producers mentioned in the labels and 10% of the profits were destined to the relevant producers. We built the Ateliê Wäls, which shelters cave, brewer, restaurant, office, store and external area for food trucks, all in one place. Relating to non-alcoholic beverages, the energetic drink brand Fusion expanded its portfolio in 3 lines of beverages. In addition to the traditional line, launched Wake Up and T-Break, which blends Fusion with the taste of fruit juices, iced tea, respectively.

 

In 2018, we performed transformational investments in our beer portfolio in Brazil, with innovations in new liquids and packaging. In our technological development center in Rio de Janeiro, we developed Skol Hops, a pure malt beer with aromatic hops, and Skol Puro Malte, a pure malt beer with the characteristic lightness of Skol, the first one launched in 2018 and the second launched at the beginning of January 2019. Both strengthen the Skol brand, reinforcing its innovation attribute. Still regarding new liquids, we presented to consumers the regional beers Nossa and Magnífica. Both have, among their ingredients, cassava cultivated in its states of origin, Pernambuco and Maranhão, respectively. With this, the brands contribute to the development of the regional economy, at the same time representing a more affordable alternative for consumers. Finally, we introduced in the market new flavors from Colorado and Wals breweries and, in the “future beverages” segment, new flavors in the Skol Beats family. In addition to the new liquids, we developed new packaging, aiming at providing a better experience to consumers. For Skol brand, we launched a new visual identity for all its packaging versions; meanwhile, Budweiser brand has also been renewed, and Brazil was the first country to introduce it in the market, both in the long-neck bottle and in the sharing-size bottle. In addition, we launched cans for Serramalte beer, as well as for Colorado and Wals beers, in addition to the glass bottle for the whole grape juice Do Bem. With such innovations, we seek to approach the different preferences of consumers by always providing better consumption experiences.


 

 

In 2019, we continue to see the trend of expansion of the premium segment as a significant opportunity: we launched Stella Artois Low Gluten, the first premium beer to address the health and wellness trend in Brazil, Beck’s, a legitimate pure malt beer that has followed the German purity law since 1873, started its roll-out focusing on the southeastern region of the country. We have also successfully conducted a pilot for a new variety of Brahma: the Brahma Duplo Malte, a core plus beer pure malt produced with two types of malt. Brahma Duplo Malte reinforces brewing expertise and has a positive impact on Brahma’s brand power. Also in Brazil, continuing the launch of craft beers, we launched Legítima beer in the state of Ceará. In Argentina, we launched Quilmes Red Lager, a new variety of our classic lager. At NAB we continue to make important investments in our main brand, Guaraná Antarctica, launching its new visual brand identity.

 

10.9 – Other factors with material influence

 

There were no other factors with material influence in the last three business years.

 

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