Sadia S.A. - Provided by FIRB - Financial Investor Relations Brasil
FORM 6-K
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2009

Commission File Number 1-15184

SADIA S.A.
(Exact Name as Specified in its Charter)

N/A
--------------------------------------
(Translation of Registrant's Name)

Rua Fortunato Ferraz, 659
Vila Anastacio, Sao Paulo, SP
05093-901 Brazil
(Address of principal executive offices) (Zip code)

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

Form 20-F   [X]                    Form 40-F    [   ]

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

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

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

Yes   [    ]                           No   [X]

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.



SIGNATURES

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

Date: May 14, 2009

SADIA S.A.


By:/s/Welson Teixeira Junior
----------------------------------
Name: Welson Teixeira Junior
Title: Investor Relations Director




 

 

 

 


Sadia S.A.
(Public-held company)

Interim financial information
Three-month period ended
March 31, 2009

 

 

 

 



Sadia S.A.


Publicly-held company




Interim financial information


Three-month period ended March 31, 2009






Contents



Independent auditors’ report
3
Balance sheets
4 - 5
Statements of income
6
Statements of changes in shareholders’ equity
7 - 8
Statements of cash flows
9 - 10
Statements of consolidated added value
11
Notes to the interim financial information
12 - 72

 

 



2


 

Independent auditors’ report



To

The Board of Directors and Shareholders of

Sadia S.A.

Concórdia - SC



1.

We have reviewed the Interim Financial Information of Sadia S.A (the Company) and the consolidated Interim Financial Information of the Company and its subsidiaries for the quarter ended March 31, 2009, comprising the balance sheets, the statements of income, changes in shareholders’ equity, cash flows and added value, the notes to the Interim Financial Information and the management report, which are the responsibility of its management.


2.

Our review was conducted in accordance with the specific rules set forth by the IBRACON - The Brazilian Institute of Independent Auditors, in conjunction with the Federal Accounting Council - CFC, and consisted mainly of the following: (a) inquiries and discussions with the persons responsible for the Accounting, Finance and Operational areas of the Company and its subsidiaries as to the main criteria adopted in the preparation of the Interim Financial Information; and (b) reviewing information and subsequent events that have or may have relevant effects on the financial position and operations of the Company and its subsidiaries.


3.

Based on our review, we are not aware of any material modifications that should be made in the Interim Financial Information described above, for it to be in accordance with the accounting practices adopted in Brazil and the rules issued by the Brazilian Securities Commission (CVM), applicable to the preparation of the Interim Financial Information.


4.

As described in Note 2, due to the changes occurred in the accounting practices adopted in Brazil during 2008, the statements of income, cash flows and added value, related to the quarter ended March 31, 2008, presented for comparison purposes, were adjusted and are being restated as required by NPC 12 - Accounting Policies, Changes in the Accounting Estimates and Correction of Errors, approved by CVM Resolution no 506/06.


May 14, 2008


KPMG Auditores Independentes

CRC SP014428/O-6-F-SC




Marcos A. Boscolo

Accountant CRC SP-198789/O-0 S-SC



3

 

Sadia S.A.

 

Balance sheets


March 31, 2009 and December 31, 2008


(In thousands of Reais)

 

 

 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

Assets

Note

 

March

31, 2009 

 

December

31, 2008 

 

March

31, 2009 

 

December

31, 2008 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

5

 

116,453 

 

144,015 

 

1,360,434 

 

2,163,998 

 

Short-term investments

6

 

595,706 

 

755,324 

 

845,875 

 

1,345,330 

 

Receivables from future contracts

23

 

7,718 

 

300,874 

 

222,302 

 

813,319 

 

Trade accounts receivable

7

 

757,286 

 

1,049,156 

 

559,013 

 

790,467 

 

Inventories

8

 

1,546,283 

 

1,660,685 

 

1,720,965 

 

1,851,020 

 

Recoverable taxes

9

 

382,997 

 

379,476 

 

428,380 

 

441,818 

 

Deferred taxes

22

 

63,400 

 

129,561 

 

65,306 

 

132,969 

 

Other credits

 

 

87,749 

 

84,269 

 

115,808 

 

98,255 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,557,592 

 

4,503,360 

 

5,318,083 

 

7,637,176 

 

 

 

 

 

 

 

 

 

 

 

 

Noncurrent assets

 

 

 

 

 

 

 

 

 

 

Long-term receivables

 

 

 

 

 

 

 

 

 

 

Long-term investments

6

 

        159,945 

 

270,332 

 

       159,945 

 

270,332 

 

Recoverable taxes

9

 

        253,336 

 

282,502 

 

       323,048 

 

352,168 

 

Deferred taxes

22

 

        901,799 

 

760,381 

 

       879,456 

 

728,597 

 

Judicial deposits

17

 

          38,615 

 

40,693 

 

         39,560 

 

41,609 

 

Related parties

10

 

     2,090,106 

 

1,845,098 

 

                 - 

 

 

Advances to suppliers

 

 

          68,818 

 

61,693 

 

         68,818 

 

61,693 

 

Other credits

 

 

          72,277 

 

78,740 

 

         99,761 

 

85,383 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,584,896

 

3,339,439 

 

1,570,588

 

1,539,782

 

 

 

 

 

 

 

 

 

 

 

 

Investments

11

 

497,715 

 

588,654 

 

15,184 

 

15,304 

 

 

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment

12

 

3,946,342 

 

3,906,750 

 

4,218,207 

 

4,199,901 

 

 

 

 

 

 

 

 

 

 

 

 

Intangible assets

14

 

134,139 

 

137,671 

 

135,194 

 

138,113 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred charges

13

 

79,844 

 

82,274 

 

120,534 

 

128,715 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,242,936 

 

8,054,788 

 

6,059,707 

 

6,021,815 

 

 

 

 

 

 

 

 

 

 

 

 

   Total

 

 

11,800,528 

 

12,558,148 

 

11,377,790 

 

13,658,991 


See the independent accountants’ review report and the accompanying notes to the interim financial information.

 

4

Sadia S.A.

 

Balance sheets

 

March 31, 2009 and December 31, 2008

 

(In thousands of Reais)

 

 

 

Parent company

Consolidated

 

 

Liabilities and shareholders’ equity

Note

March

31, 2009 

December

31, 2008 

March

31, 2009 

December

31, 2008 

 

 

Current liabilities

 

Loans and financing

15

     4,079,420 

3,896,045 

    4,272,166 

4,164,391 

 

Payables from future contracts

23

            9,355 

295,241 

    1,396,354 

2,777,054 

 

Suppliers

        848,801 

906,091 

       876,485 

918,687 

 

Advances from subsidiaries

10

     1,108,206 

934,727 

 

Salaries, social charges and accrued

 

  vacation payable

        149,475 

147,479 

       157,966 

164,453 

 

Taxes payable

          36,776 

35,414 

         59,436 

57,661 

 

Dividends payable

               832 

3,901 

              832 

3,901 

 

Deferred taxes

22

          13,861 

10,861 

         16,780 

12,907 

 

Other accounts payable

 163,253 

222,310 

 229,921 

318,963 

 

 

 6,409,979 

6,452,069 

  7,009,940 

8,418,017 

 

Noncurrent liabilities

 

Loans and financing

16

     1,554,006 

1,938,849 

    3,734,866 

4,384,745 

 

Advances from subsidiaries

10

     3,416,772 

3,522,560 

                 - 

 

Employee benefit plan

25

        122,795 

118,295 

       122,795 

118,295 

 

Provision for contingencies

17

          53,818 

51,811 

         57,532 

55,517 

 

Deferred taxes

22

          97,212 

97,753 

       125,227 

120,931 

 

Stock option plan

19

            5,311 

8,067 

           5,311 

8,067 

 

Other accounts payable

 92,554 

90,610 

 94,549 

88,580 

 

 

 

 

5,342,468 

5,827,945 

4,140,280 

4,776,135 

 

 

Minority interest in subsidiaries

                -

                -

50,601 

     53,955 

 

 

Shareholders’ equity

18

 

Capital

2,000,000 

2,000,000 

2,000,000 

2,000,000 

 

Treasury stock

(97,064)

(97,064)

(97,064)

(97,064)

 

Equity valuation adjustments

(76,156)

(85,545)

54,383 

44,994 

 

Cumulative translation adjustment

(15,826)

(11,718)

(15,826)

(11,718)

 

Retained earnings (accumulated loss)

(1,762,873)

(1,527,539)

(1,764,524)

(1,525,328)

 

 

48,081 

278,134 

176,969 

410,884 

 

 

11,800,528 

 

12,558,148 

 

11,377,790 

 

13,658,991 

 

See the independent accountants’ review report and the accompanying notes to the interim financial information.

 

 

5


Sadia S.A.

 

Statements of income


Three months ended March 31, 2009 and 2008


(In thousands of Reais, except for information on earning per share)



 

 Parent company

 Consolidated

 

 March

 March

 March

 March

 

Note

 31, 2009

 31, 2008

 31, 2009

 31, 2008

 

 

Gross operating revenue

 

Domestic market

1,674,594

1,376,188

1,702,361

1,387,507

 

Foreign market

988,932

970,748

1,160,174

1,199,776

 

 

2,663,526

2,346,936

2,862,535

2,587,283

 

Sales deductions

 

Sales deductions

(331,347)

(272,727)

(404,402)

(312,754)

 

 

Net operating revenue

2,332,179

2,074,209

2,458,133

2,274,529

 

 

Cost of goods sold

(2,031,200)

(1,713,451)

(2,071,896)

(1,736,233)

 

 

Gross profit

300,979

360,758

386,237

538,296

 

 

Selling expenses

(367,809)

(320,553)

(413,773)

(355,445)

 

Administrative and general expenses

(31,404)

(30,100)

(33,445)

(31,078)

 

Management fees

(4,454)

(4,531)

(4,454)

(4,531)

 

Other operating income (expense)

6,528

9,026

7,260

9,648

 

Employees’ profit sharing

-

(21,331)

(391)

(23,113)

 

Financial income (expenses), net

21

(129,872)

(28,811)

(260,041)

90,169

 

Equity in income of subsidiaries

(86,936)

252,469

(235)

             -

 

 

Income before income and social

(312,968)

216,927

(318,842)

223,946

 

  contribution taxes

 

Current income and social contribution taxes

               -   

(23)

(5,136)

(4,715)

Deferred income and social contribution taxes

 77,634

25,679

79,864

30,322

 

 

Net income for the period

(235,334)

242,583

(244,114)

249,553

 

 

Minority interest

-

-

4,918

(1,287)

 

Controlling shareholder equity interest

 (235.334)

242.583

(239,196)

248,266

 

 

 

Earning (loss)  per lot of a thousand shares - R$

(0,34970)

0,36059

 

 

Number of thousand of shares at the

672,951

672,741

 

   end of the period - outstanding


See the independent accountants’ review report and the accompanying notes to the interim financial information.



6



Sadia S.A.



Statements of changes in shareholders’ equity (parent company)


March 31, 2009 and December 31, 2008


(In thousands of Reais)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity 

 

 

 

 

 

 

 

 

 

Treasury 

 

valuation 

 

Retained 

 

 

 

Parent Company

 

Capital 

 

shares 

 

adjustments 

 

earnings 

 

Total 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at December 31, 2008

 

2,000,000 

 

(97,064)

 

(97,263)

 

(1,527,539)

 

278,134 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity valuation adjustments

 

 

 

9,389 

 

 

9,389 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cumulative translation adjustment

 

 

 

(4,108)

 

 

(4,108)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss for the period

 

              -

 

              -

 

              -

 

    (235,334)

 

(235,334)

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at December 31, 2008

 

2,000,000

    (97,064)

    (91,982)

  (1,762,873)

   48,081


See the accompanying notes to the interim financial statements.



7



Sadia S.A.



Statements of changes in shareholders’ equity (consolidated)


March 31, 2009 and December 31, 2008


(In thousands of Reais)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity 

 

 

 

 

 

 

 

 

 

Treasury 

 

valuation 

 

Retained 

 

 

 

Consolidated

 

Capital 

 

shares 

 

adjustments

 

earnings 

 

Total 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at December 31, 2008

 

2,000,000

 

(97,064)

 

33,276

 

(1,525,328)

 

410,884

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity valuation adjustments

 

 

 

9,389

 

 

9,389

 

 

 

 

 

 

 

 

 

 

 

 

 

Cumulative translation adjustment

 

 

 

(4,108)

 

 

(4,108)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss for the period

 

              -

 

              -

 

            -

 

   (239,196)

 

(239,196)

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at December 31, 2008

 

2,000,000

   (97,064)

   38,557

(1,764,524)

176,969



See the accompanying notes to the interim financial statements.



8

 


Sadia S.A.

 


Statements of cash flows


Three months ended March 31, 2009 and 2008


(In thousands of Reais)


 

 

 Parent company

 Consolidated

 

 

 March
31, 2009 

 March
31, 2008 

 March
31, 2009 

 March
31, 2008 

 

 

 

 

 

 

 

Net income for the period

   (235,334)

     242,583 

    (239,196)

     248,266 

 

 

 

 

 

 

 

Adjustments to reconcile net income to cash

    generated by operating activities

 

 

 

 

 

Variation in minority interest

(3,354)

(5,535)

 

Depreciation, amortization and depletion

117,824 

91,325 

120,068 

92,510 

 

Accrued interest, net of paid interest

114,059 

27,262 

294,855 

139,925 

 

Result of allocated derivative instruments, net 

(20,728)

(117,429)

 

Goodwill amortization

4,880 

4,880 

 

Equity in earnings of subsidiaries

86,936 

(252,469)

235 

 

Deferred taxes

(72,798)

(25,679)

(75,025)

(71,246)

 

Contingencies

2,007 

(2,044)

2,016 

(4,042)

 

Result from the disposal of permanent assets

599 

1,042 

1,005 

1,072 

 

 

 

 

 

 

 

Variation in operating assets and liabilities

 

 

 

 

 

Trade accounts receivable

291,870 

82,951 

231,454 

59,334 

 

Inventories

114,402 

(278,279)

130,055 

(319,893)

 

Recoverable taxes and other

30,488 

(59,430)

(42,565)

(193,274)

 

Interests and exchange variation

(150,107)

(34,269)

(169,254)

(62,913)

 

Judicial deposits

2,078 

(91)

2,049 

(12,951)

 

Suppliers

(57,290)

125,822 

(42,202)

141,521 

 

Advances from subsidiaries

67,691 

335,300 

 

Taxes payable, salaries payable and others

(52,011)

(5,263)

(86,047)

44,571 

 

 

 

 

 

 

 

Net cash generated by operating activities

260,414 

232,913 

124,094 

(55,204)

 

 

 

 

 

 

 

Investment activities

 

 

 

 

 

Funds from the sale of permanent assets

270 

501 

270 

528 

 

Investments in subsidiaries

(53,868)

 

Goodwill

(43,242)

(43,242)

 

Interests and exchange variation

52,367 

20,784 

60,238 

20,785 

 

Purchase of property, plant and equipment

(152,929)

(342,748)

(167,431)

(410,676)

 

Purchase of intangible assets

(2,154)

(33)

(2,826)

(44)

 

Purchase of deferred charges

(5,730)

(16,345)

 

Acquisition of subsidiary, net cash

(33,800)

(33,800)

 

Receivables from future contracts

(36,707)

5,004 

267,331 

134,948 

 

Short-term investments

(1,411,768)

(88,034)

(1,489,852)

(481,575)

 

Redemption of investments

1,657,565 

20,071 

2,027,070 

428,036 

 

 

 

 

 

 



9



Sadia S.A.

 


Statements of cash flows


Three months ended March 31, 2009 and 2008


(In thousands of Reais)


 

 

 Parent company

 Consolidated

 

 

 March
31, 2009 

 March
31, 2008 

 March
31, 2009 

 March
31, 2008 

 

 

 

 

 

 

 

Cash applied in investments activities

106,644 

(521,095)

694,800 

(401,385)

 

 

 

 

 

 

 

Loan activities

 

 

 

 

 

Loans received

1,068,662 

432,390 

1,106,355 

633,378 

 

Loans paid

(1,239,864)

(109,976)

(1,601,700)

(172,537)

 

Payables from future contracts

21,600 

7,219 

(1,127,103)

(48,805)

 

Dividends paid

(10)

(131,978)

(10)

(131,978)

 

Loans with subsidiaries

(245,008)

(16,477)

 

 

 

 

 

 

 

Net cash from loan activities

(394,620)

181,178 

(1,622,458)

280,058 

 

 

 

 

 

 

 

Cash at beginning of the period

144,015 

251,587 

2,163,998 

680,655 

 

Cash at end of the period

116,453 

144,583 

1,360,434 

504,124 

 

 

 

 

 

 

 

Net decrease of cash

(27,562)

(107,004)

(803,564)

(176,531)

 

See the independent accountants’ review report and the accompanying notes to the interim financial information.



10


Sadia S.A.


Statements of consolidated added value


Three months ended March 31, 2009 and 2008

 

(In thousands of Reais)

 

 

Parent company

Consolidated

 

March 31,
2009

March 31,
2008

March 31,
2009

March 31,
2008

 

            Revenues/income

 

Sale of products, goods and services

2,621,666 

2,325,280 

2,809,014 

2,555,174 

 

 

Raw materials acquired from third parties

(1.521.78)

(1,226,976)

(1,562,47)

(1,249,75)

 

Services rendered by third parties

(401.603)

(406,167)

(431,780)

(434,107)

 

 

Gross added value

698.282 

692,237 

814,757 

871,309 

 

 

Depreciation/amortization/depletion

(117.518)

(96,204)

(120,066)

(97,390)

 

 

Net added value produced by the company

580.764 

595,933 

694,691 

773,919 

 

 

Transferred added value

 

Equity in net income of subsidiaries and associated

 

companies

(86,936)

252,469 

(235)

 

Financial income

24,436 

40,343 

67,131 

136,850 

 

Other operating results

6,528 

9,026 

7,260 

9,648 

 

 

Total added value to be distributed

524.792

897,771

768,847

920,417

 

 

Distribution of added value

 

Employees

 

Payroll and related charges

253,851 

226,473 

264,105 

231,636 

 

Benefits

51,671 

46,234 

52,077 

33,760 

 

FGTS (Government Severance Indemnity Fund for Employees)

17,337 

14,433 

17,339 

14,453 

 

Others

67,442 

71,597 

69,336 

87,517 

 

 

Taxes

 

Federal

72,238 

99,359 

77,663 

100,388 

 

State

139,614 

107,025 

142,349 

108,198 

 

 

Financiers

 

Interest

154,308 

69,154 

327,172 

46,681 

 

 

Shareholders' equity

 

Interest on shareholders' equity

45,582 

45,582 

 

Dividends

6,475 

6,475 

 

Retained earnings/loss for the period

(235,334)

190,526 

(239,196)

196,209 

 

Minority interest

(4,918)

1,287 

 

 

Others

3,665 

20,913 

62,920 

48,231 

 

See the independent accountants’ review report and the accompanying notes to the interim financial information.

 

11




Sadia S.A.


Publicly-held Company




Notes to the interim financial information


March 31, 2009 and December 31, 2008


(In thousands of Reais)

 


1

Operations


The Company’s main business activities are organized into four operational segments: processed products, poultry (chickens and turkeys), pork and beef. The large production chain permits its products to be commercialized in Brazil and abroad by retailers, small groceries and food service chains.


The Company distributes its products through a large number of sales points in the local market and exports to countries in Europe, Middle East, Eurasia, Asia and Americas. The Company has 18 industrial units of its own, 4 leased units and 16 distribution centers located in 14 Brazilian states.


The industrially processed products segment has been the principal focus of the Company’s investments in recent years and comprises products such as oven-ready frozen food, refrigerated pizzas and pasta, margarine, industrially processed poultry and pork by-products, crumbed products, a diet line and pre-sliced ready-packed products and desserts.


The Company’s shares are listed on the São Paulo stock exchange, responding to Corporate Governance Level I under the codes SDIA3 and SDIA4, and deposit receipts of its preferred shares are listed on the Madrid stock exchange (Latibex) and the New York stock exchange (NYSE).


Management plans


As a result of the international crisis, which generated a high degree of volatility in the financial market in the second half of 2008, particularly by the appreciation of the US dollar against the Real, the Company’s short-term liquidity situation was affected, which is reflected in a loss in the period.


Company management has adopted certain measures in a number of areas as a way of solving the current financial situation and enabling the settlement and/or renegotiation of its short term obligations, summarized as follows:




12


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)

 

 

a.

In the financial area the Company has been negotiating the structuring of its short-term financial liabilities, which are in the process of having their terms renewed or lengthened, as follows:


·

The advances on export contracts (ACC), in the amount of R$2,130,061, are being negotiated with the creditor banks and the amounts with maturities in April and May, in the amount of R$625,000, were renegotiated for a period of 120 and 360 days at market rates.


·

In the financing line for exports, referring to the export credit notes (NCE), the amount of R$1,234,341 with maturities concentrated in September 2009, were renegotiated in the amount of R$35,000 for the term of 180 days.


·

Additionally, the Company signed a financing contract with Banco do Nordeste in an approved amount of R$244,393 for a term of 12 years with a four-year waiting period.  The timetable for reimbursement forecasts: R$161,800 in May 2009, R$44.200 in June 2009 and R$38,393 in August 2009. The amount will be used for cash recomposition as the investment in Vitória de Santo Antão was paid in advance with its own resources.


b.

In the operating area, the decisions taken in the end of 2009 and in the beginning of 2009, in the Company’s evaluation, will start to generate positive impacts as from the second quarter of 2009.


c.

In the corporate area possible capitalization transactions are under analysis through sale of corporate interests and/or association with other companies.


The Company’s strategic plan is in progress and the results should generate a positive impact in the future, however, the Company depends on its ability to re-negotiate its short term debt and/or on the success of the actions described above in order to continue its operations.


Company Management believes that all these measures will bring the expected results and will bring about the balancing of the short-term cash flow.




13


Sadia S.A.


Publicly-held Company


 

Notes to the interim financial information


(In thousands of Reais)


 

2

Preparation and presentation of the interim financial information


The individual and consolidated interim financial information are presented in thousands of Reais, unless otherwise states and were prepared in accordance with accounting practices adopted in Brazil, which are derived from the Brazilian Corporation Law, pronouncements, guidelines and interpretation of the Accounting Pronouncements Committee (CPC), and the rules of the Brazilian Securities Commission (CVM).


As disclosed in the financial statements of the year ended on December 31, 2008, for the first time when preparing the Parent Company only and consolidated financial statements for 2008, the Company adopted the amendments to the Corporate Law introduced by Law
11638, which was approved on December 28, 2007 with the respective changes introduced by Provisional Measure 449 on December 3, 2008. Accordingly, the income statements of the parent company and consolidated for the period ended March 31, 2008 were adjusted for the purpose of maintaining comparability with the income statements for the period ended March 31, 2009.  The adjustments that were made are presented as follows:


 

 

Net income

 

 

 

 

 

 

Parent company 

Consolidated 

 

 

 

 

 

Net income as of  March 31, 2008 - without the effects of Law 11638/07

 209,168 

 214,851 

 

 

 

 

 

Fair value of future contracts, net of tax

 - 

 37,635 

 

Stock Options

 (4,220)

 (4,220)

 

Equity accounting of the adjustments of the Law recorded in the subsidiaries

 37,635 

            - 

 

 

 

 

 

Net income as of  March 31, 2008 - with the effects of Law 11638/07

 242,583 

 248,266 


Authorization for the issuance of these financial statements was given by Fiscal Council and Board of directors on May 13 and 14, 2009, respectively, authorizing their disclosure to the market.



14


Sadia S.A.


Publicly-held Company


 

Notes to the interim financial information


(In thousands of Reais)

 


3

Description of significant accounting policies


Statement of income


Income and expenses are recognized on the accrual basis. Revenue from the Company’s sales is recognized upon shipment of the products and when the following conditions are met: i) the ownership is transferred and therefore risk of loss has passed to the client; ii) collection is probable; iii) there is evidence of an arrangement; and iv) the sales price is fixed or determinable. In addition, the Company offers sales incentives and discounts through various programs to customers, which are accounted for as a reduction of revenue in Sales deductions. Sales incentives include volume-based incentive programs and payments to customers for performing marketing activities on our behalf.


The shipping and handling costs are classified as selling expenses and effectively recognized in the income statement at the time of transfer of the products to the client. In the period ended March 31, 2009 the shipping and handling expenses totaled the amount of R$172,245 (R$142,536 in 2008).


Research and development costs are recognized as an expense in the measure that they are incurred and in the period ended March 31, 2009 totalled the amount of R$1,202 (R$2,492 in 2008).


Expenses with publicity and promotions: are recognized when incurred and in the period ended March 31, 2009 totalled the amount of R$34,064 (R$26,400 in 2008).


Accounting estimates


The preparation of the interim financial statements in accordance with accounting practices adopted in Brazil requires that management uses its judgment in determining and recording accounting estimates. Significant assets and liabilities subject to these estimates and assumptions include the residual value of property, plant and equipment, deferred charges, allowance for doubtful accounts, inventories, deferred tax assets and liabilities, provision for contingencies, valuation of derivative instruments, and assets and liabilities related to employees’ benefits. The settlement of transactions involving these estimates may result in different amounts due to the lack of precision inherent to the process of their determination. The Company reviews the estimates and assumptions periodically.



15


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)


 

Foreign currency


In accordance with the rules established in Accounting Pronouncements Committee - CPC 02 - Effects of Changes in Exchange Rates and Translation of Financial Statements, approved by CVM Resolution 534, the Company’s management defined that the functional currency of its subsidiaries abroad is the Real, except for its subsidiary in Russia, which has the local currency as it is functional currency.


Transactions in foreign currency are translated at the exchange rate on the dates of each transaction. Monetary assets and liabilities in foreign currency are translated into the functional currency at the exchange rate on the closing date.  The gains and losses from the fluctuations in the exchange rates on monetary assets and liabilities are recognized in the statement of income.


The gains and losses arising from changes in investments abroad are recognized directly in shareholders’ equity under equity valuation adjustments and recognized in the statement of income when these investments are fully or partially disposed of.


Cash and cash equivalent


Cash and cash equivalents include bank accounts and investments with immediate liquidity and low market variation risk with maturities in up to 90 days at the time of acquisition and which run a low risk of market change.


Long and short-term investments


In accordance with the rules of Accounting Pronouncements Committee - CPC 14 - Recognition, Valuation and Proof of Financial Instruments, short and long-term investments must be classified in one of three categories, according to the purpose for which the investment was acquired: (i) held to maturity, when management has the intention and financial ability to hold the investment until its maturity; (ii) held for trading, when the purpose of the acquisition of the investment is to obtain short-term gains and (iii) securities available for sale when the intention is not classified in any of the categories above.




16


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 


The held to maturity securities are valued at cost of acquisition, plus interest and exchange or monetary variations, less eventual reductions in the recoverable value, when applicable.


The held for trading are securities valued at their fair value, according to the Company’s investment strategy and risk management. The variations arising from valuation to fair value are recognized in the income statement.


The available for sale securities are valued at their fair value, and the unrealized gains and losses are classified in shareholders’ equity, net of tax effects, as equity valuation adjustments. Gains and losses realized or losses considered as permanent are recognized in the statement of income when incurred.


Trade accounts receivable


Trade accounts receivable are recorded at the amount invoiced and interest is not levied. The allowance for doubtful accounts is the best estimate the Company has and is considered sufficient by management to cover any losses arising on collection of accounts receivable. Accounts receivable are written off against the allowance for doubtful accounts after all means of collection have been exhausted and the possibility of recovery of the amounts receivable is considered remote.


Inventories


Finished goods, livestock (excluding breeders), work-in-progress, raw materials and supplies and others are valued at the lower of cost of acquisition or production (average method), or replacement or realization. The cost of finished goods and work-in-progress includes raw materials acquired, labor, production expenses, transport and storage relating to the purchase and production of inventories. Normal production losses in hog stock and poultry are inventoried and abnormal losses are expensed immediately as cost of goods sold.



17


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)


 

Investments


Investments in subsidiaries in Brazil and abroad are valued using the equity method based on the respective net equity calculated on the same date, as disclosed in Note 11.


The interim financial information of foreign subsidiaries are translated into Brazilian Reais, based on the following criteria:


·   Balance sheet accounts at the exchange rate at the end of the period.

·   Statement of income accounts at the exchange rate at the end of each month.


Other investments are valued at cost less a provision for devaluation considered as permanent.


Property, plant and equipment


Property, plant and equipment are recorded at cost of acquisition, formation or construction, including the interest incurred on financing, during the period of construction, modernization and expansion of the industrial units. Expenditures that materially extent the useful lives of existing facilities and equipment are capitalized. Depreciation is calculated using the straight-line method at rates that take into account the estimated useful life of the assets, adjusted in keeping with the work shifts, as disclosed in Note 12. Depletion of forestry resources is calculated based on the extraction of timber and the average costs of the forests.


Breeding stock is recorded at the cost of formation which includes the appropriation of costs of the breeding hens, animal feed, medication and labor. These costs are accumulated for approximately six months until the breeding stock initiates the breeding cycle. From then on, the costs of the breeding stock begin to be amortized by the estimated number of off springs. The productive cycle ranges from fifteen to thirty months.




18


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)


 

Intangible assets


Intangible assets comprise assets generated internally by the Company and they are valued at cost of formation, less accumulated amortization. These assets are recognized only in the development stage, provided that the following criteria are met: (i) technical viability to conclude the intangible asset so that it is available for use or sale; (ii) ability to use or sell the intangible asset; (iii) existence of ways of gaining economic benefits and (iv) ability to measure with certainty the expenses attributable to the intangible asset during its development.


Deferred charges


Deferred charges are represented substantially by pre-operating costs and reorganization charges, which are amortized on a straight-line basis over 5 years as from the beginning of operation.Provisional Measure 449/08 extinguished this group of accounts and the Company opted to maintain the balance of deferred charges until their total realization through amortization or write-off against the statement of income.


Impairment of long lived assets


The Company reviews its non current assets to verify possible impairment losses, whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be recoverable based on future cash flows. If these events occur, the reviews will be conducted at the lowest level of groups of assets for which the Company manages to attribute future cash flows. If the carrying amount of an asset is higher than the future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Until now, these reviews have not indicated the need to recognize impairment losses.


Current and noncurrent liabilities


Current and noncurrent liabilities are stated at known or estimated amounts, plus related charges and monetary and exchange variations up to the interim financial information date.




19


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 

 

Derivative financial instruments


The derivatives are valued at their fair value and the gains and losses recognized in the statements of income. The fair value recognized in the financial statements takes into consideration market conditions and assumptions on the base date of these statements and does not necessarily represent the outflow or receipt of cash, supposing the transactions were settled on the date of the interim financial statements.


Grants and subsidies

Grants and subsidies received by the Company, with assumed future obligations, are recognized as liabilities at their fair value and will be appropriated to the income statement in the measure that the assumed obligation is fulfilled, as contra entries to the receipt of the grants and/or subsidies.

Government subsidies and donations that do not have assumed obligations are recognized in the income statement and collated with the expenses that it is intended to offset, provided that the conditions of Accounting Pronouncements Committee - CPC 07 - Government  Subsidies and Assistance, are met.


Share based payments


The Company adopted the provisions of the Accounting Pronouncements Committee - CPC 10 - Share based payments, recognizing as an expense, on a straight-line basis, the fair value of the options granted during the period of service required by the plan, as corresponding entries against liabilities. The fair value of the options is updated on the base date of the financial statements, based on assumptions available on the market.


Provisions


A provision is recognized in the interim financial information when the Company and its subsidiaries have a legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation.




20


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 


Income and social contribution taxes


The income and social contribution taxes, both current and deferred, are calculated monthly based on taxable income at the rates of 15% plus a surcharge of 10% for income tax and 9% for social contribution and consider the offsetting of tax losses and negative basis of social contribution, limited to 30% of taxable income.


The deferred tax assets were recorded in accordance with CVM Instruction 371/02 and are represented significantly by temporary differences arising from non-deductible provisions, including tax loss carry forward and negative basis of social contribution and take into consideration past profitability and expectations of generation of future taxable income based on a technical viability study approved by management.


Other employees’ benefits


Employees’ benefits are recorded based on actuarial studies prepared annually at the end of the year in compliance with CVM Deliberation 371/00.


Environmental


The Company’s production facilities and forestry activities are subject to government environmental regulations. The risks associated with environmental questions are reduced through operational controls and procedures, as well as investments in equipment and systems for pollution control. In the management evaluation no provision for losses related to environmental questions is currently necessary, based on existing Brazilian laws and regulations.



4

Consolidated financial information


The transactions and balances between the Parent company and its subsidiaries included in the consolidation process have been eliminated and the non-realized profit arising from the sales to the subsidiaries were excluded and incorporated to the inventory balances for each period. Minority interests were excluded from shareholders’ equity and net income and are presented separately in the consolidated balance sheets and income statements.



21


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 

In accordance with the CVM Instruction 408/04, the Company consolidated the financial statements of it investment fund Concórdia Foreign Investment Fund Class A, where it is the wholly investment holder. This investment fund has the sole purpose of centralizing the foreign investment fund portfolio and delegating to a third party the administrative functions.


The consolidated interim financial information includes the accounts of Sadia S.A. and its direct and indirect subsidiaries. The accounting policies were applied consistently in all the subsidiaries. The consolidated direct or indirect subsidiaries and the corresponding shareholdings of the Company are as follows:


 

 

Shareholdings in % at

 

 

 

 

 

 

March 31, 2009 

December 31, 2008 

 

 

 

 

Sadia International Ltd.

100.00%

100.00%

 

Sadia Uruguay S.A.

100.00%

100.00%

 

Sadia Chile S.A.

  60.00%

  60.00%

 

Sadia Alimentos S.A.

  95.00%

  95.00%

 

Concórdia Foods Ltd.

100.00%

100.00%

 

Sadia U. K. Ltd.

100.00%

100.00%

 

 

 

Big Foods Indústria de Produtos Alimentícios Ltda.

100.00%

100.00%

 

 

 

Baumhardt Comércio e Participações Ltda.

  73.94%

  73.94%

 

Excelsior Alimentos S.A.

  25.10%

  25.10%

 

 

 

Excelsior Alimentos S.A.

  46.01%

  45.62%

 

 

 

K&S Alimentos S.A.

  49.00%

  49.00%

 

 

 

Sadia Industrial Ltda.

100.00%

100.00%

 

Rezende Marketing e Comunicações Ltda.

    0.09%

  0.09%

 

 

 

Rezende Marketing e Comunicações Ltda.

  99.91%

  99.91%

 

 

 

Sadia Overseas Ltd.

100.00%

100.00%

 

 

 

Concórdia Holding Financeira S.A.

100.00%

100.00%

 

Concórdia S.A. C.V.M.C.C.

  99.99%

  99.99%

 

Concórdia Banco S.A.

100.00%

100.00%



22


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)


 

 
Shareholdings in % at
 
March 31, 2009
December 31, 2008

Sadia GmbH

100.00%

100.00%

 

Wellax Food Logistics C. P. A. S. U. Lda.

100.00%

100.00%

 

Sadia Foods G.m.b.H.

100.00%

100.00%

 

Qualy B. V. (b)

100.00%

100.00%

 

Sadia Panamá S.A.

100.00%

100.00%

 

Sadia Japan Ltd.

100.00%

100.00%

 

Badi Ltd. (a)

100.00%

      - 

 

Investeast Ltd.

  60.00%

  60.00%

 

Concórdia Ltd.

100.00%

100.00%


(a)  Formation and payment of capital made on February 1, 2009

(b)

Holding for 48 subsidiaries in the Netherlands, for the purpose of operating in the European market on a quota basis.


Reconciliation of shareholders’ equity and net income between the Company and consolidated is as follows:


 

Net income

 

Shareholders’ equity

 

 

 

 

 

March 31,
2009 

March 31,
2008 

March 31,

2009 

December 31,

2008 

 

 

 

 

 

Company’s interim financial statements

 (235,334)

242,583 

 48,081 

 278,134 

 

 

 

 

 

Elimination of unrealized profits on inventories in intercompany operations, net of taxes

 (1,652)

(1,014)

 558 

 (4,485)

 

 

 

 

 

Reversal of the elimination of unrealized results in inventories, net of taxes, resulting from intercompany operations at December 31, 2008 and 2007

 (2,210)

  6,697 

 (2,210)

 6,697 

 

 

 

 

 

Unrealized gain on available for sale securities, net of taxes

 - 

 54,383 

 44,993 

 

 

 

 

 

Elimination of the unrealized gain or loss on available for sale securities, net of taxes

              - 

           - 

 76,157 

 85,545 

 

 

 

 

 

Consolidated interim financial statements

 (239,196)

248,266 

 176,969 

 410,884 




23


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)


 

5

Cash and cash equivalents


 

 

 

Parent company

Consolidated

 

 

Interest %

 

 

 

 

 

 

(annual average)

March 31, 2009 

December 31, 2008 

March 31, 2009 

December 31, 2008 

 

Local currency

 

 

 

 

 

 

  Cash and cash equivalents

     -

  56,009 

  33,831 

    73,547 

     56,074 

 

  Investment funds

11.08

           - 

  31,178 

 76,260 

 35,790 

 

 

 

 

 

 

 

 

 

 

  56,009 

  65,009 

149,807 

 91,864 

 

 

 

 

 

 

 

 

Foreign currency

 

 

 

 

 

 

  Cash and cash equivalents

     -

  60,129 

  78,687 

      84,531 

   115,394 

 

  Interest-bearing current account

0.16

       315 

      319 

  132,363 

   190,254 

 

  Interest-bearing accounts in guarantee

0.16

          - 

          - 

  993,733 

1,766,486 

 

 

 

 

 

 

 

 

 

 

  60,444 

  79,006 

1,210,627 

2,072,134 

 

 

 

 

 

 

 

 

 

 

116,453 

144,015 

1,360,434 

2,163,998 


Interest-bearing accounts in guarantee refer to margin deposits of operations with derivative contracts which are not available for other purposes other than the settlement of these contracts.



6

Long and short-term investments


 

 

 

 

Parent company

 

Consolidated

 

 

Interest %

 

 

 

 

 

 

 

(annual average)

 

March

31, 2009 

December

31, 2008 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

 

 

 

 

 

Held for trading

 

 

 

 

 

 

 

Local currency

 

 

 

 

 

 

 

Investment funds

11.08

 

169,424 

425,652 

215,999 

495,654 

 

 

 

 

 

 

 

 

 

 

 

 

169,424 

425,652 

215,999 

495,654 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



24


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)



 

 

 

 

Parent company

 

Consolidated

 

 

Interest %

 

 

 

 

 

 

 

(annual average)

 

March

31, 2009 

December

31, 2008 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

 

 

 

Available for sale

 

 

 

 

 

 

 

Local currency

 

 

 

 

 

 

 

Bank Deposit Certificate - CDB

10.91 

 

212,582 

  55,600 

236,673 

149,501 

 

Treasury bills - LFT

11.16 

 

  77,804 

141,072 

117,244 

180,283 

 

Stocks

      - 

 

  99,016 

  84,790 

 99,016 

  84,790 

 

 

 

 

 

 

 

 

 

 

 

 

389,402 

281,462 

452,933 

414,574 

 

 

 

 

 

 

 

 

 

Foreign currency

 

 

 

 

 

 

 

Investment funds

 

 

 36,880 

  48,210 

176,943 

435,102 

 

 

 

 

 

 

 

 

 

 

 

 

426,282 

329,672 

629,876 

849,676 

 

 

 

 

 

 

 

 

 

Long-term investments

 

 

 

 

 

 

 

Available for sale

Local currency

 

 

 

 

 

 

 

Investment funds

11.08 

 

  69,008 

119,173 

  69,008 

119,173 

 

Treasury bills - LFT

11.16 

 

  45,139 

106,505 

  45,139 

106,505 

 

National Treasury Certificate - CTN

12.00 

 

   45,798 

  44,654 

  45,798 

  44,654 

 

 

 

 

 

 

 

 

 

 

 

 

159,945 

270,332 

159,945 

270,332 


Long-term investments as of March 31, 2009 mature as follows:


 

Maturity

 

 

 

 

 

2010

69,008 

 

2012

45,139 

 

2014 onwards

 45,798 

 

 

 

 

 

159,945 


The financial investments used by the Company are subject to typical market fluctuations, credit risks, systems risks, adverse liquidity situations and atypical negotiations in the respective operating markets and even with risk management systems there is no assurance of complete elimination of losses.




25


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)


 

Held for trading


The securities held for trading are represented by the portfolio of investments in an investment fund in local currency composed basically of quotas of open investment funds that have as assets: Bank Deposit Certificates (CDB), National Treasury Bills (LFT) and shares. The financial obligations of these funds are limited to the management fee and management expenses.


Available for sale


The securities classified as available for sale, except investments in shares, due to their trading characteristics have their valuation pegged to market interest rates and there is no difference between their corrected cost and the market value. Accordingly, the effective interest rate is recognized directly in the results for the period.


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

 

 

March 31, 2009 

 

December 31, 2008 

March 31, 2009 

 

December 31, 2008 

 

 

 

 

 

 

 

 

 

Book value

701,616 

 

729,619 

707,423 

 

1,051,838 

 

 

 

 

 

 

 

 

 

Unrealized gains

 

           - 

  82,398 

 

    68,170 

 

Unrealized losses

(115,389)

 

(129,615)

             - 

 

             - 

 

 

 

 

 

 

 

 

 

Market value

586,227 

 

600,004 

789,821 

 

1,120,008 


The investment fund in foreign currency has project financing with first-line financial institutions rated in accordance with the risk classification prepared by specialized rating agencies. At December 31, 2008 the fund had financing raised from financial institutions that are custodians of credit linked notes in the amounts of R$157,073, respectively, recorded under loans and financing. At March 31, 2009 these loans and financing were settled.




26


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 

 

The financial operations portfolio, as well as a description of the main financial instruments used by the exclusive fund in a foreign currency, is presented as follows:


 

 

Consolidated

 

 

 

 

 

 

March 31, 2009 

December 31, 2008 

 

 

 

 

 

Structured notes

  86,183 

 391,509  

 

Collateral

  76,497 

  99,590 

 

Swap range accrual

  (74,758)

  (73,112)

 

Money market

       197 

7,009 

 

Other assets

  88,824 

10,106 

 

 

 

 

 

 

176,943 

435,102 


Credit Linked Notes – CLN´s


Credit notes issued by financial institutions abroad, divided into three types of risk, as follows:   a) Brazil risk; b) large Brazilian companies risk; and c) first tier American and European financial institutions risk. These structured notes paid periodic interest (Libor + spread); however, if any of these companies, financial institutions or governmental institutions entered into default, the Company delivers the principal and receives securities of the company or institution in default.


Libor swap range accrual or “Brazil Credit default swap - CDS 5Y”


Operations structured on a notional value, where the Company receives on a six month basis interest (Libor + spread), when the Libor is within a range of 1.5% to 6% p.a., and pays prefixed interest rate.  If the Libor is outside this range there is no accrual of interest.


Credit default swap - CDS 5Y Brasil


Structured operations on a notional base, where the Company receives on a six-month basis  interest (CDS + spread), when the Brazil credit default swap - CDS 5Y is within 20 and 350 basis point, paying periodic interest. If the Brazil risk is outside this range there is no receipt of interest.



27


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 



As a result of the international crisis and the consequent increase in the volatility of financial assets, as from September 2008  the portfolio for investments in the investment fund in foreign currency have been undergoing material changes in their composition, either through mark-to-market or settlement of transactions. At March 31 2009 the loss made on the sale of the fund’s assets in the amount R$54,513 was recorded under financial results. (See note 21).

 

7

Accounts receivable


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

December

31, 2008 

March

31, 2009 

December

31, 2008 

 

Foreign

 

 

 

 

 

   Customers

 118,656 

 210,514 

291,475 

344,085 

 

   Subsidiaries

 374,842 

 396,944 

            - 

            - 

 

 

 

 

 

 

 

Total of foreign

 493,498 

 607,458 

291,475 

344,085 

 

 

 

 

 

 

 

Domestic

 

 

 

 

 

   Customers

 268,035 

 443,350 

281,410 

455,482 

 

   Subsidiaries

     3,018 

 3,317 

            - 

            - 

 

 

 

 

 

 

 

Total of domestic

 271,053 

 446,667 

281,410 

455,482 

 

 

 

 

 

 

 

(-) Allowance for doubtful accounts

 (7,265)

 (4,969)

(13,872)

(9,100)

 

 

 

 

 

 

 

 

 757,286 

 1,049,156 

 559,013 

790,467 




28


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 


The changes in the allowance for doubtful accounts are as follows:


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

December

31, 2008 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

 

Balance at the beginning of the period

 (4,969)

 (3,565)

 (9,100)

 (7,112)

 

 

 

 

 

 

 

   Additions to the provision

 (2,296)

 (5,175)

 (5,094)

 (8,789)

 

   Write offs

         - 

 3,771 

        322 

 6,801 

 

 

 

 

 

 

 

Balance at the end of the period

 (7,265)

(4,969) 

(13,872)

(9,100) 

 


The Company and its subsidiaries abroad (Sadia International Ltd. and Wellax Food Logistics C.P.A.S.U. Lda.) entered into an agreement for sale of its receivables with an outside financial institution up to the maximum amount of US$200 million, with interest rate of 0.26% p.a. + LIBOR.


As of March 31, 2009, the amount of receivables sold under this agreement amounted to approximately R$353 million (R$447 million as of December 31, 2008). During the period ended March 31, 2009, the Company received cash proceeds of approximately R$1,072 million (R$1,033 million as of March 31, 2008) and incurred expenses of R$1.1 million (R$4.3 million as of March 31, 2008) with respect to this agreement.


A credit insurance policy covering 90% of the value of the receivables was taken out with third parties and the beneficiaries in the event of default are the contracting financial institutions.


The Company also assigned receivables to a Credit Assignment Investment Fund (FIDC), administered by Concórdia S.A. Corretora de Valores Mobiliários, Câmbio e Commodities. As of March 31, 2009, the net equity of this fund was R$344,586 (R$334,526 at December 31, 2008), of which R$246,205 (R$295,162 at December 31, 2008) were represented by acquisitions of the Company’s receivables on the domestic market, with a discounted cost equivalent between 95% e 104.5% of the CDI per senior quota. The assignment of the receivables is made without right of recourse, and the eventual losses from default for Sadia are limited to the value of the subordinated quotas, which at March 31, 2009, represented R$68,917 (R$66,905 at December 31, 2008).



29


Sadia S.A.


Publicly-held Company


 

Notes to the interim financial information


(In thousands of Reais)

 


During the period ended March 31, 2009, the Company received cash proceeds related to the local receivables sold of approximately R$1,065 million (R$914 million for the period ended March 31,2008) and incurred expenses of R$7.8 million (R$6.1 million for the period ended March 31, 2008) with respect to this agreement.


For the other local receivables, the Company maintains a credit insurance policy that guarantees the collection in case of default of 90% of the uncollected amounts for customers with approved credit limits and up to R$100 to new customers or customers with no approved credit limits.



8

Inventories


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

December

31, 2008 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

 

Finished goods and products for sale

  546,027 

  622,526 

  689,838 

  787,326 

 

Livestock and poultry for slaughter and sale

  437,322 

  439,999 

  437,322 

  439,999 

 

Raw materials

  233,134 

  237,236 

  248,050 

  252,416 

 

Work in process

  188,515 

  219,026 

  188,662 

  219,183 

 

Packaging materials

    54,246 

    51,500 

    55,405 

    52,607 

 

Advances to suppliers

    49,654 

    40,845 

    49,654 

    40,845 

 

Storeroom

    34,144 

    32,342 

    39,404 

    37,650 

 

Imports in transit

     3,120 

    16,780 

      6,564 

    18,494 

 

Products in transit

          121 

          431 

       6,066 

       2,500 

 

 

 

 

 

 

 

 

1.546.283 

1,660,685 

1,720,965 

1,851,020 



30


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)



9

Recoverable taxes

 


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

December

31, 2008 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

 

ICMS

328,244 

335,446 

329,537 

336,707 

 

PIS and COFINS

218,084 

226,043 

219,231 

227,343 

 

Income and social contribution taxes

  45,534 

  39,280 

122,882 

117,370 

 

IPI

  44,045 

  44,033 

  44,086 

  44,072 

 

IVA and Tax Credits on imports

           - 

           - 

  35,065 

  51,001 

 

INSS

       313 

  17,176 

       313 

  17,176 

 

Other

       113 

           - 

       314 

       317 

 

 

 

 

 

 

 

 

636,333 

661,978 

751.428 

793,986 

 

 

 

 

 

 

 

Short-term portion

382,997 

379,476 

428,380 

441,818 

 

Long-term portion

253,336 

282,502 

323,048 

352,168 


a.

Value-added tax on sales and services - ICMS


Composed of credits generated by the commercial operations and by the acquisition of property, plant and equipment, of a number of the Company’s units and can be offset with taxes of the same nature.


b.

Income and social contribution taxes


Correspond to income tax withheld at source on short-term financial investments and income tax and social contributions paid in advance that can be offset with federal taxes and contributions.


c.

Social contributions - PIS/COFINS


The balance is composed from noncumulative collection of PIS and COFINS, and these credits may be compensated with other federal taxes.




31


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 


d.

Value-added tax - IVA and Tax Credits on imports


Composed of credits generated by the commercial operations in the foreign subsidiaries, which will be compensated with taxes of the same nature or cash reimbursements.  


e.

Excise tax - IPI


Composed of amounts arising from the following operations: presumed credit on packaging and inputs, presumed credit for reimbursement of PIS/PASEP and COFINS on exportations and export incentives, which can be compensated with other federal taxes.


f.

National Institute of Social Security – INSS


The balance relates to credits originated from the Funrural charge on operations related to the production of poultry, which can be compensated with contributions of the same nature.



10

Related party transactions


Related party transactions refers to mainly of sales operations between the Company and its subsidiaries, which were performed under normal market conditions for similar types of operations. The balance sheet and income statement transactions between related parties are shown below:



32


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 


 

 

Balance sheet

 

 

 

 

 

 

March 31, 2008 

December 31, 2008 

 

Accounts receivable

 

 

 

   Wellax Food Logistics C. P. A. S. U. Lda.

 339,780 

 368,698 

 

   Qualy B.V.

 10,708 

 - 

 

   Concórdia Ltd.

 10,493 

 7,075 

 

   Sadia Alimentos S.A.

 9,300 

 10,874 

 

   Sadia Chile S.A.

 3,595 

 7,987 

 

   Big Foods Ind. Prod. Alimentícios Ltda.

 2,925 

 3,307 

 

   Sadia Uruguay S.A.

 769 

 2,199 

 

   Sadia International Ltd.

 197 

 112 

 

   Excelsior Alimentos S.A.

          93 

            9 

 

 

 

 

 

 

  377,860 

 400,261 

 

 

 

 

 

Dividends receivable

 

 

 

   Concórdia Holding Financeira S.A.

               - 

 20,000 

 

 

 

 

 

 

               - 

 20,000 

 

 

 

 

 

Loans

 

 

 

   Wellax Food Logistics C. P. A. S. U. Lda.

 2,085,796 

 1,840,936 

 

   Sadia GmbH

 3,054 

 3,083 

 

   Sadia Industrial Ltda.

 890 

 885 

 

   Concórdia Holding Financeira S.A.

 466 

 231 

 

   Rezende Marketing e Comunicação Ltda.

 61 

 60 

 

   Excelsior Alimentos S.A.

 46 

 5 

 

   Big Foods Ind. Prod. Alimentícios Ltda.

 43 

 150 

 

   Sadia International Ltd.

         (250)

         (252)

 

 

 

 

 

 

 2,090,106 

 1,845,098 

 

 

 

 

 

Suppliers

 

 

 

   Big Foods Ind. Prod. Alimentícios Ltda.

        8,371 

        8,371 

 

 

 

 

 

 

        8,371 

        8,371 

 

 

 

 

 

Advances from subsidiaries

 

 

 

   Wellax Food Logistics C. P. A. S. U. Lda.

 (4,522,973)

 (4,455,264)

 

   Sadia International Ltd.

        (2,005)

       (2,023)

 

 

 

 

 

Total current and non current

 (4,524,978)

(4,457,287)




33


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)

 


The loans and advances between the parent company and its subsidiaries abroad are updated by Libor + interest 3% p.a.


 

 

Income statement

 

 

 

 

 

 

March 31, 2009 

March 31, 2008 

 

Sales

 

 

 

   Wellax Food Logistics C. P. A. S. U. Lda.

 685,075 

 591,600 

 

   Qualy B. V.

 14,094 

 10,629 

 

   Sadia Chile S.A.

 7,482 

 4,118 

 

   Big Foods Ind. Prod. Alimentícios Ltda.

 6,039 

 2,541 

 

   Sadia Alimentos S.A.

 5,434 

 3,927 

 

   Concórdia Ltd.

 3,533 

 368 

 

   Sadia Uruguay S.A.

 1,975 

 2,055 

 

   Excelsior Alimentos S.A.

 504 

 - 

 

   Sadia International Ltd.

 81 

 65,894 

 

   Avícola Industrial Buriti Alegre Ltda. - Goiaves

            - 

        856 

 

 

 

 

 

 

 724,217 

 681,988 

 

 

 

 

 

Cost of goods sold

 

 

 

   Big Foods Ind. Prod. Alimentícios Ltda.

 (24,761)

 (14,615)

 

   Avícola Industrial Buriti Alegre Ltda. - Goiaves

             - 

 (3,106)

 

 

 

 

 

 

 (24,761)

 (17,721)

 

 

 

 

 

Net financial result

 

 

 

   Wellax Food Logistics C. P. A. S. U. Lda.

 555 

 ( 9,602)

 

   Sadia International Ltd.

 94 

 53 

 

   Sadia GmbH

       (29)

             - 

 

 

 

 

 

 

      620 

 (9,549)



34


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)


11

Investments


 

 

 

 

 

 

Investment

 

 

 

 

 

 

Balances

 

 

 

 

Net income 

 

 

 

 

Investiments

Ownership 

Shareholders’

equity 

(loss) in the

 period 

Equity

result 

March

 31, 2009 

December 31,

2008 

 

 

 

 

 

 

 

 

 

Sadia GmbH

100,00%

231,898 

(75,541)

 (88,213)

 231,898 

 324,219 

 

Sadia International Ltd.

100,00%

123,327 

(2,115)

 (3,289)

 123,327 

 126,616 

 

Concórdia Holding Financeira S.A.

100,00%

81,480 

910 

 915 

 81,480 

 80,565 

 

Big Foods Ind. de Prod. Alimentícios Ltda.

100,00%

43,342 

3,466 

 3,466 

 43,342 

 39,876 

 

K&S Alimentos S.A.

49,00%

26,081 

(1,344)

 (118)

 12,780 

 12,898 

 

Excelsior Alimentos S.A.

46,01%

7,713 

642 

 179 

 3,549 

 3,245 

 

Baumhardt Comércio e Participações Ltda.

73,94%

1,254 

150 

 111 

 927 

 816 

 

Sadia Industrial Ltda.

100,00%

355 

(7)

 (7)

 355 

 362 

 

Rezende Marketing e Comun. Ltda.

99,91%

(31)

 1 

 - 

 - 

 

Sadia Overseas Ltd.

100,00%

(2,028)

         19 

                 - 

                 - 

 

 

 

 

 

 

 

 

 

Total in subsidiaries

 

 

 

 (86,936)

 497,658 

 588,597 

 

 

 

 

 

 

 

 

 

Other investments

 

 

 

          - 

          57 

          57 

 

 

 

 

 

 

 

 

 

Total investments of the Parent Company

 

 

 

 (86,936)

 497,715 

 588,654 

 

 

 

 

 

 

 

 

 

Other investments of subsidiaries/affiliates

 

 

 

 (2)

 2,347 

 2,349 

 

Investments eliminated on consolidation

 

 

 

 86,703 

 (484,878)

 (575,699)

 

 

 

 

 

 

 

 

 

Total consolidated investments

 

 

 

    (235)

    15,184 

   15,304 


Changes in the investments:


 

 

Balances as of December 31, 2008 

Acquisition 

Equity

valuation adjustment 

Unsecured Liabilities 

Shareholding

 result 

Balances as

 of March 31,

 2008 

 

 

 

 

 

 

 

 

 

Sadia GmbH

324,219 

(4,108)

 (88,213)

231,898 

 

Sadia International Ltd.

126,616 

 (3,289)

123,327 

 

Concórdia Holding Financeira S.A.

80,565 

 915 

81,480 

 

Big Foods Ind. de Prod. Alimentícios Ltda.

39,876 

 3,466 

43,342 

 

K&S Alimentos S.A.

12,898 

 (118)

12,780 

 

Excelsior Alimentos S.A.

3,245 

125 

 179 

3,549 

 

Baumhardt Comércio e Participações Ltda.

816 

 111 

927 

 

Sadia Industrial Ltda.

362 

 (7)

355 

 

Rezende Marketing e Comun. Ltda.

(1)

 1 

 

Sadia Overseas Ltd.

                 - 

                 - 

                 - 

     (19)

        19 

                 - 

 

 

 

 

 

 

 

 

 

 

     588,597 

            125 

       (4,108)

     (20)

(86,936)

     497,658 


35


Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)


 

On November 28, 2008 the Board of Directors approved the setting up of a trading company in the United Arab Emirates for the distribution of the Company’s products in that region.  On February 1, 2009 Badi Ltd. was established, with Sadia GmbH paying in 100% of the quotas representing its capital in the amount of €2,000.

 

12

Property, plant and equipment

 


 

 

 

Parent company

 

 

 

 

 

 

 

 

 

Cost

 

Depreciation

 

Carrying amount

 

 

 

 

 

 

 

 

 

 

Annual average %

March

31, 2009 

 

March

31, 2009 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

 

 

 

Lands

   119,505 

 

              - 

   119,505 

   117,896 

 

Buildings

1,612,691 

 

   (448,150)

1,164,541 

1,056,555 

 

Machinery and equipment

15 

2,020,684 

 

   (813,785)

1,206,899 

1,162,159 

 

Installations

10 

   701,217 

 

   (230,502)

   470,715 

   440,385 

 

Vehicles

20 

       6,454 

 

       (4,206)

       2,248 

       2,705 

 

Construction in progress

   726,491 

 

             - 

   726,491 

   869,878 

 

Breeding stock

   688,346 

 

   (480,543)

   207,803 

   205,802 

 

Forestation and reforestation

     48,900 

 

       (5,194)

     43,706 

     42,662 

 

Advances to suppliers

       4,389 

 

             - 

       4,389 

       8,683 

 

Other

            45 

 

                - 

            45 

            25 

 

 

 

 

 

 

 

 

 

 

 

5,928,722 

 

(1,982,380)

3,946,342 

3,906,750 




36




Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)




 

 

Consolidated

 

 

 

 

 

 

 

Cost

 

Depreciation

 

Carrying amount

 

 

 

 

 

 

 

 

Annual
average %

March

31, 2009 

March

31, 2009 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

Lands

   120,314 

           - 

   120,314 

   118,705 

Buildings

1,625,288 

   (454,037)

1,171,251 

1,063,459 

Machinery and equipment

15 

2,053,705 

   (828,095)

1,225,610 

1,179,987 

Installations

10 

   875,214 

   (239,012)

   636,202 

   604,118 

Vehicles and plane

15 

     16,159 

(7,096)

       9,063 

     10,136 

Construction in progress

   762,977 

            - 

   762,977 

   928,699 

Breeding stock

   689,498 

   (480,543)

   208,955 

   205,867 

Forestation and reforestation

     48,900 

  (5,194)

     43,706 

     42,662 

Advances to suppliers

     38,586 

             - 

     38,586 

     44,684 

Other

2,959 

(1,416)

1,543 

1,584 

 

 

 

 

 

 

 

 

6,233,600 

(2,015,393)

4,218,207 

4,199,901 


We present the changes in the cost of property, plant and equipment below:


 

 

 

Consolidated

 

 

 

December 31,   2008

 

 

 


March 31,  2009

Acquisitions

Disposal

Tranfers

 

 

 

 

 

 

Lands

   118,705

            -

         -

     1,609

   120,314

Buildings

1,502,886

     5,599

  (2,318)

 119,121

1,625,288

Machinery and equipment

1,973,014

     8,312

  (3,414)

   75,793

2,053,705

Installations

   820,681

     5,860

(16,702)

   65,375

   875,214

Vehicles and plane

     17,362

            6

  (1,209)

            -

     16,159

Construction in progress

   928,699

   99,126

  (6,271)

 (258,577)

   762,977

Breeding stock

   648,544

   39,867

  1,087

            -

   689,498

Forestation and reforestation

     47,556

        473

         -

         871

     48,900

Advances to suppliers

     44,684

     8,167

(14,265)

            -

     38,586

Other

       2,943

         21

         (5)

        -

       2,959

 

 

 

 

 

 

Total cost of acquisition

6.105.074

167.431

(43.097)

4,192

6.233.600



37



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)





The balance of R$4,192 refers to the transfer of  goods intended for sale from current assets.


a.

The construction in progress is mainly represented by projects related to the expansion and modernization of industrial units, mainly Lucas do Rio Verde and Vitória de Santo Antão units.


b.

In accordance with CVM Deliberation 193/96 the interest incurred in the period arising from financing of projects for modernization and expansion of the industrial units has been recorded in the respective costs of the construction in progress in the amount of R$17,872
(R$ 14,307 in the same period of 2008).



13

Deferred charges


 

 

Parent company

 

 

 

 

 

 

 

Cost 

Amortization 

Carrying amount

 

 

 

 

 

 

 

Rate 

March

31, 2009 

March

31, 2009 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

Reorganization expenses

20%

  28,797 

(17,827)

10,970 

12,309 

Pre operational costs

20%

78,795 

(9,921)

68,874 

69,965 

 

 

 

 

 

 

 

 

107,592 

(27,748)

79,844 

82,274 


 

 

Consolidated

 

 

 

 

 

 

 

Cost 

Amortization 

Carrying amount

 

 

 

 

 

 

 

Rate 

March

31, 2009 

March

31, 2009 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

Reorganization expenses

20%

  28,797 

(17,827)

  10,970 

  12,309 

Pre operational costs

20%

127,352 

(17,788)

109,564 

116,406 

 

 

 

 

 

 

 

 

156,149

(35,615)

120,534

128,715



38



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


The reorganization expenses refer to the implementation of the shared service center in the city of Curitiba and the preoperating expenses refer basically to expenses incurred with the Lucas do Rio Verde Project – MT, Rússia and Concórdia Holding Financeira.



14

Intangible asset


 

 

Parent company

 

 

 

 

 

 

 

Cost 

Amortization 

Carrying amount

 

 

 

 

 

 

 

Rate 

March

31, 2009 

March

31, 2009 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

Goodwill

  98,083 

(22,571)

  75,512 

  75,512 

Software

20%

121,398 

(62,771)

  58,627 

  62,159 

 

 

 

 

 

 

 

 

219,481 

(85,342)

134,139 

137,671 


 

 

Consolidated

 

 

 

 

 

 

 

Cost 

Amortization 

Carrying amount

 

 

 

 

 

 

 

Rate 

March

31, 2009 

March

31, 2009 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

 

Goodwill

  98,083 

(22,571)

  75,512 

  75,512 

Software

20%

123,108 

(63,426)

  59,682 

  62,601 

 

 

 

 

 

 

 

 

221,191 

(85,997)

135,194 

138,113 




39



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)

 


Below we present the consolidated change in the cost of acquisition of the intangible assets:


 

Consolidated

 

 

 

 

 

 

Residual value in 12/31/2008 

Acquisition 

Disposal 

Residual value in 03/31/2009 

 

 

 

 

 

Goodwill

  98,083 

       - 

  - 

  98,083 

Software

120,315 

2,826 

(33)

123,108 

 

 

 

 

 

 

218,398 

2,826 

(33)

221,191 


At March 31, 2009 and December 31, 2008, the net balance of goodwill on the acquisition of investments is composed of:


Avícola Industrial Buriti Alegre Ltda. - Goiaves

35,311

Big Foods Indústria de Produtos Alimentícios Ltda.

24,096

Empresa Matogrossense de Alimentos Ltda.

  8,054

Excelsior Alimentos S.A.

8,051

 

 

 

75,512


This goodwill was based on expectations of future profitability, supported by appraisal reports prepared by a specialized consulting company, after allocation in the identified assets. The book amortization of the balance of goodwill has not being performed as from January 1, 2009, and it is being submitted to the recoverability test in conformity with Accounting Pronouncements Committee - CPC 01 - Decrease to Recoverable Value of Assets.




40



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


15

Loans and financing - Short-term


 

Parent company

 

Consolidated

 

 

 

 

 

 

March 31, 2009 

December 31, 2008 

March 31,
2009 

December 31,
2008 

Short-term

 

 

 

 

Foreign currency

 

 

 

 

Advances on export contracts - ACC, with interest rates of 6.73% p.a., guaranteed by promissory notes or sureties

2,130,061 

1,798,441 

2,130,061 

1,798,441 

 

 

 

 

 

Advanced collection relating to the receivables sold, with no interest

     30,817 

69,886 

 

 

 

 

 

Financing for investments in Russia, to be made in property, plant and equipment, with interest of 11.4% p.a., guaranteed by surety according to the investment interest  (60% for Sadia and 40% for the partner)

               - 

3,268 

       3,386 

 

 

 

 

 

Credit lines for the development of foreign trade, with interest rates of 12.91% p.a., guaranteed by promissory notes or sureties

               - 

       7,915 

 

 

 

 

 


Financing obtained from financial institutions custodians of structured notes belonging to the Company, with interest of 4.75% p.a., guaranteed by its own investments

157,073 

 

 

 

 

 

Others

            -

            -

           330

           338

 

 

 

 

 

 

2,130,061 

1,798,441 

2.164.476 

2,037,039 

Local currency

 

 

 

 

Rural credit lines with interest of 6.75% p.a. for the finance of the production of the integration system in the swine and poultry farming.

264,491 

261,667 

264,491 

261,667 

 

 

 

 

 

Working capital loans in the amount of R$96,821 where R$51,609 with interest of 19.84% p.a. and R$45.212 is subject to the variation of 125% do CDI, free of guarantees.

96,821 

443,273 

96,821 

443,273 

 

 

 

 

 

Other financings with interest of 1.19%p.a.

            -

            -

       858

       641

 

 

 

 

 

 

361.312

704,940

362.170

705,581

 

 

 

 

 

 

2.491.373 

2,503,381 

2.526.646 

2,742,620 



41



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


 

Parent company

 

Consolidated

 

 

 

 

 

 

March 31, 2009 

December 31, 2008 

March 31, 2009 

December 31, 2008 

Short-term portion of the long-term debt

 

 

 

 

 

 

 

 

 

Foreign currency

 

 

 

 

Export financing composed of prepayment in amount of R$116,640, of which R$141 is subject to LIBOR variation for 6-month deposits (1,43% in March 2009) and interest of 1.75% p.a. and an amount of R$116,499 subject to LIBOR variation for 3-month deposits (1.24% in March 2009) and interest of 0.60% p.a. and a line focused on the incentive for foreign trade activities in the amount of R$143,245, subject to LIBOR (average of 3.16% in March 2009) and interest of 1.18% p.a. , guaranteed by promissory notes or sureties

   116,640 

119,166 

259,885 

143,955 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), for investments and exports credit lines, composed as follows: FINEM in the amount of R$32,456 subject to the weighted average of exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 2.47% p.a., guaranteed by mortgage bonds and real estate mortgage and “BNDES Exim - pre shipment” in the amount of R$3.901 subject to fixed interests of 8.69% p.a., guaranteed by promissory notes.

     36,357 

30,464 

     36,357 

30,464 

 

 

 

 

 

The raising of funds on the international capitals market through the issuing of bonds with interest of 6.88% per annum and the principal to be paid in one lump sum in 2017, guaranteed by inventories and financial assets pledges.

         -

         -

13,927

4,017

 

 

 

 

 

 

 

 

 

 

 

152,997

149,630

310,169

178,436

Local currency

 

 

 

 

Export credit note - NCE, an improved credit line for exports, payable in 2009 and 2010, subject to variation of 112,35% of the CDI (interbank deposit certificate) p.a., guaranteed by equipment pledge and mortgage bonds

1,234,341 

1,065,477 

1,234,341 

1,065,477 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines
for investments and exports, composed as follows: FINAME in the amount of
R$851 subject to the Long-Term Interest Rate -TJLP (6.25% p.a. in March 2009) and interest of 2.25% p.a., FINEM in the amount of
R$179,264 subject to TJLP and interest of 3.09% p.a., guaranteed by mortgage bonds and real estate mortgages and “BNDES Exim - pre shipment” in the amount of R$12,311 subject to TJLP and interest of 2.64% p.a., guaranteed by promissory notes.

192,125 

163,833 

192,426 

164,134 

 

 

 

 

 

PESA - Special Aid for Agribusiness payable in installments, subject to IGPM variation and annual interest of 9.89%, guaranteed by sureties

1,705 

6,845 

1,705 

6,845 

 

 

 

 

 

Others subject to interest rate from 1% to 12% p.a.

6,879 

6,879 

6,879 

6,879 

 

 

 

 

 

 

1,435,050 

1,243,034 

1,435,351 

1,243,335 



42



Sadia S.A.


Publicly-held Company

 


Notes to the interim financial information


(In thousands of Reais)


 

Parent company

 

Consolidated

 

 

 

 

 

 

March 31, 2009 

December 31, 2008 

March 31,
2009 

December
31, 2008 

 

 

 

 

 

Short-term portion of long-term debt

1,588,047 

1,392,664 

1,745,520 

1,421,771 

 

 

 

 

 

Total short-term

4,079,420 

3,896,045 

4,272,166 

4,164,391 


At March 31, 2009 the weighted average interest in short-term loans was 8.50% p.a. (9.59% p.a. at December 31, 2008).


16

Loans and financing - Long-term


 

Parent company

 

Consolidated

 

 

 

 

 

 

March 31,
2009 

December 31, 2008 

March 31,
2009 

December
31, 2008 

Foreign currency

 

 

 

 

Export financing composed of prepayment, payable in amount of
R$325,008 in instalments up to 2013, in which R$92,749 subject to LIBOR variation for 6-month deposits (1.43% in March 2009) plus annual interest of 1.75% p.a. and R$232,259 subject to LIBOR variation for 3-month deposits (1.24% in March 2009) plus annual interest of 0.60% p.a., and a line focused on the incentive for foreign trade in amount of R$1,618,027,  subject to LIBOR of 3.16% plus interest of 1.18% p.a., guaranteed by promissory notes or sureties

325,008 

329,496 

1,943,035 

2,076,654 

 

 

 

 

 

The raising of funds on the international capitals market through the issuing of bonds to be paid in 2017 with interest of 6.88% per annum, guaranteed by inventories and financial assets pledges.

   592,727 

588,267 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), payable from 2009 to 2019 composed as follows: FINEM in the amount of R$254,195 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 2.47% p.a. guaranteed by mortgage bonds and real estate mortgages and “BNDES Exim - pre shipment” in the amount of R$11,618 subject to the weighted average of the exchange variation of currencies and fixed interest of 8.69% p.a., guaranteed by promissory notes.

265,813 

274,269 

265,813 

274,269 

 

 

 

 

 

IFC (International Finance Corporation) for investments in property, plant and equipment, subject to interest at the rate of 11.4% p.a., guaranteed by real estate mortgages

          -

          -

126.742

138,517 

 

 

 

 

 

 

590.821 

603,765 

2.928.317 

3,077,707 


43

 

Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)


 

Parent company

 

Consolidated

 

 

 

 

 

 

2008 

2007 

2008 

2007 

Local currency

 

 

 

 

Export credit note - NCE, an improved credit line for exports, payable in 2009 and 2010, in which R$788,264 is subject to variation of 125% of the CDI (interbank deposit certificate) p.a. and R$446,077 is subject to variation of 90% of the CDI (interbank deposit certificate) p.a., guaranteed by real estate mortgages and financial assets pledge.

1,234,341 

1,386,207 

1,234,341 

1,386,207 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, payable from 2009 to 2015, composed as follows: FINAME in the amount of R$2,163 subject to the Long-Term Interest Rate -TJLP (6.25% p.a. in March 2009) and interest of 2.25% p.a.,  FINEM in the amount of R$1,111,615 subject to TJLP and interest of 3.09% p.a., guaranteed by mortgage bonds and real estate mortgages and BNDES Exim pre shipment special in the amount of R$36,680 subject to TJLP and interest of 2.64% p.a., guaranteed by promissory notes

1,150,033 

1,167,364 

1,150,458 

1,167,864 

 

 

 

 

 

PESA - Special Sanitation Program of the Agroindustry to be paid in installments from 2009 to 2020, subject to the variation of the IGPM (General Market Price Index) and interest of 9.89% p.a., guaranteed by endorsement and public debt securities (CTN)

156,564 

162,176 

156,564 

162,176 

 

 

 

 

 

Others subject to interest rate from 1% to 12% p.a.

10,294 

12,001 

10,706 

12,562 

 

 

 

 

 

 

2,551,232 

2,727,748 

2,552,069 

2,728,809 

 

 

 

 

 

 

3,142,053 

3,331,513 

5,480,386 

5,806,516 

 

 

 

 

 

Short-term portion of long-term debt

(1,588,047)

(1,392,664)

(1,745,520)

(1,421,771)

 

 

 

 

 

Total long-term

1,554,006 

1,938,849 

3,734,866 

4,384,745 



The noncurrent portions of financings at March 31, 2009 mature as follows:


Maturity

Parent company 

Consolidated 

 

 

 

2010

   239,215 

   609,990 

2011

   296,612 

   809,857 

2012

   422,574 

   650,965 

2013

   242,043 

   581,367 

2014 onwards

 353,562 

1,082,687 

 

 

 

 

1,554,006 

3.734.866 


44



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)

 


17

Commitments and contingencies


Commitments


The Company has leasing agreements for industrial units that expire over the next three years. These leasing are subject to renewal for 1 more year and do not require any penalty if the Company does not renew them. The Company does not pay execution costs, such as maintenance and insurance.  The rental expenses totaled R$30,212 in March 31, 2009 (R$40,882 in the same period of 2008).


The table below shows the future payments related to the leasing agreement at March 31, 2009:


2009

112,790

2010

148,633

2011

148,633

2012

148,633

 

 

Total

558,689


In addition the Company signed purchase agreements for production purposes (packaging) in the approximate amount of R$66 million on March 31, 2009, payable until 2010.


Contingencies


The Company and its subsidiaries have several on going claims of a labor, civil and tax nature, resulting from its normal business activities. The respective provisions for contingencies were constituted based on the opinion of the Company’s legal counsel, which considered that unfavourable outcomes are likely.


Based on management estimates, the provision for contingencies provided for, net of the respective legal deposits, established by CVM Deliberation 489/05, as presented below, is sufficient to cover possible losses with legal proceedings.



45



Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March 31, 2009 

December 31, 2008 

March 31, 2009 

December 31, 2008 

 

 

 

 

 

 

 

Tax proceedings

35,988 

35,595 

51,091 

50,868 

 

Labor proceedings

28,926 

27,373 

29,797 

28,063 

 

Civil proceedings

11,104 

10,236 

11,105 

10,244 

 

 

 

 

 

 

 

Provision for contingencies

76,018 

73,204 

91,993 

89,175 

 

 

 

 

 

 

 

Related legal deposits

(22,200)

(21,393)

(34,461)

(33,658)

 

 

 

 

 

 

 

Provision for contingencies - Net

53,818 

51,811 

57,532 

55,517 


The changes in the provision for contingencies are presented as follows:


 

 

Consolidated

 

 

Balances at 12/31/2008 


Additions 


Disposals 

Monetary updates 

Balances at 03/31/2009 

 

 

 

 

 

 

 

 

Tax proceedings

50,868 

   601 

  (741)

   363 

51,091 

 

Labor proceedings

28,063 

1,817 

    (83)

       - 

29,797 

 

Civil proceedings

10,244 

566 

(947)

1,242 

11,105 

 

 

 

 

 

 

 

 

Provision for contingencies

89,175 

2,984 

(1,771)

1,605 

91,993 

 

 

 

 

 

 

 

 

Related legal deposits

(33,658)

(1,063)

  260 

          -

(34,461)

 

 

 

 

 

 

 

 

 

55,517 

1,921 

(1,511)

1,605 

57,532 




46



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


Tax litigation


The main tax contingencies involve the following cases:


a.

Income and social contribution taxes on net income


Provision for income and social contribution taxes on net income amounting to R$28,227, of which R$10,438 recorded on the acquisition of the subsidiary Granja Rezende (incorporated in 2003), R$9,017 of income tax and R$3,246 on contribution taxes of Concórdia S.A. CVMCC, R$4,425 on withholding income tax on investments of Granja Rezende and R$1,101 for other provisions.


b.

Value - Added tax on sales and services - ICMS


The Company is a defendant in several administrative cases involving ICMS, mainly in the States of São Paulo, Rio de Janeiro and Paraná, totalling a probable contingency estimated at R$11,354.


c.

Other tax contingencies


Several cases related to payment of Social security contribution, PIS (Social Integration Program Tax), Import Duty and others totalling a provision of R$11,510.


The Company has other contingencies of a tax nature in the amount of R$1,290,778 in March 31, 2009, which was evaluated as representing a possible loss by the legal advisors and by Company management, therefore, no provision has been recorded.  These contingencies refers mainly to questions raised regarding ICMS credits in the amount of R$694,117, IPI Credit premium, in the amount of R$270,681, payment of social security contributions, in the amount of R$120,034 and others in the amount of R$205,946.


Civil litigation


Represents mainly proceedings involving claims for indemnification for losses and damages, including pain and suffering, arising from work-related accidents and consumer relations.




47



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


The Company has other contingencies of a civil nature with a claimed amount of R$57,082, which were assessed as possible losses by the legal advisors and by Management and, therefore, no provision was recorded.


The Company, as well as certain directors and officers, were appointed as defendants in five collective lawsuits brought by investors in American Depositary Receipts (ADR) issued by the Company, acquired between April 30 and September 26, 2008 (Class Period). These lawsuits were filed in the court of the Southern District of New York, in the United States of America, and are seeking remediation in accordance with the rule of the Securities Exchange Act of 1934, arising from the losses with the exchange derivative contracts during the class period. By order of the American court, the five lawsuits were consolidated into one single class action on behalf of the group of investors of Sadia. At the current stage of the proceedings it is not possible to determine the probability of an eventual loss and the amounts involved and, therefore, no provision was recorded.


Labor claims


The company is involved in approximately 3,893 labor claims. These labor lawsuits refer mainly to claims for overtime, and health exposure and hazard claims, none of which involve a significant amount on an individual basis. The total amount involved is R$73.043, for which the provision in the amount of R$29,797 was recorded based on historical information, representing the best estimate for probable losses.


Court deposits


The Company, as appropriate, performs legal deposits not related to provisions for contingencies, which balance as of March 31, 2009 was R$39,560 (R$41,609 on December 31, 2008).




48



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


Guarantees


a.

The Company provides guarantees to loans obtained by certain out growers located in the central region of the country as part of a special development program for that region. Such loans are used to improve the out growers farms installations and will be repaid in 10 years, where the Company obtain from the out growers their farms and installations as a collateral for such guarantees provided. The amount for such guarantees provided as of March 31, 2009 amounted R$589,637 (R$525,485 in December 31, 2008).


b.

The Company is a guarantor for a loan taken out by Instituto Sadia de Sustentabilidade from the National Bank for Economic and Social Development (BNDES). The object of this loan is to set up biodigesters on the properties of the rural producers that are taking part in the Sadia integration system, within the ambit of the Sadia sustainable pig breeding program, seeking a mechanism for clean development and reduction in emission of carbon gases.  The total amount of these guarantees at March 31, 2009 was R$80,789 (R$79,670 on December 31, 2008).


c.

The Company offered a lien on the industrial property it owns in the city of Concórdia, state of Santa Catarina, as a guarantee to a notice of collection from the Federal Revenue Service questioning the compensation in prior years of R$74 million in IPI premium credit against other federal taxes, which the right was given to the Company (a right recognized by the final and unappealable decision). Management and its legal advisors deem this charge to be misplaced and to prevent this dispute from prejudicing the Company’s image and rights, a writ of mandamus was filed under which an injunction was obtained staying this notice of collection.




49



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


18

Shareholders’ equity


a.

Capital


Subscribed and paid-in capital is represented by the following shares with no par value:


 

 

March 31, 2009 

 

 

 

 

Common shares

 257,000,000 

 

Preferred shares

 426,000,000 

 

 

 

 

Total shares

 683,000,000 

 

 

 

 

Preferred shares in treasury

(10,049,288)

 

 

 

 

Total outstanding shares

 672,950,712 


b.

Treasury stock


As of March 31, 2009 the Company held treasury stock, for future sale and/or cancellation, 4,700,000 ordinary shares and 5,349,288 preferred shares, at an average acquisition cost of R$97,064. The market value as of March 31, 2009 was R$39,169.


c.

Market value


The market value of Sadia S.A. shares according to the average quotation of shares traded on the São Paulo Stock Exchange - BOVESPA, corresponded to R$4.76 per thousand of ordinary shares and R$3.14 per thousand of preferred shares at March 31, 2009 (R$4,35 per thousand of ordinary shares and R$3,75 per thousand of preferred shares at December 31, 2008). Net equity on that date was R$0.07 per thousand shares (R$0.41 at December 31, 2008).



50



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


19

Stock option plan


The Company has a granting plan of option of purchase of shares, which contemplates nominative ordinary and preferred shares issued by the Company, available in treasury. The plan is managed by a Management Committee, composed of the Chief Executive Officer and the Human Resources Committee of the Board of Directors.


The price for exercising the purchase options does not include any discount and will be based on the average value of the quotation for the share in the last three days of trading on the São Paulo Stock Exchange prior to the grant date, updated by the accumulated National Consumer Price Index (INPC) between the grant date of exercising the option. The vesting period, during which the participant cannot exercise his/her right to purchase the shares, will be three years as from the option granting date. The participant will be able to fully or partially exercise his/her purchase rights after the vesting period within a maximum period of 2 years, and only after this period has expired will he/she lose the right to the options not exercised.


The composition of the options granted is presented as follows:


 

Date

 

Quantity

 

Price of shares of Shares

 

 

 

 

 

 

 

 

Cycle

Grant 

Start 

Final 

Granted options 

Outstanding options 

Grant date 

Update - INPC 

 

 

 

 

 

 

 

 

2005

06/24/05 

06/24/08 

06/24/10 

2,200,000 

1,090,000 

4.55 

5.39 

2006

09/26/06 

09/26/09 

09/26/11 

3,520,000 

2,325,000 

5.68 

6.53 

2007

09/27/07 

09/27/10 

09/27/12 

5,000,000 

4,115,000 

10.03 

10.99 


 

 

March

31, 2009 

December

31, 2008 

 

 

 

 

 

Balances in the beginning of the period

9,275,000 

9,955,000 

 

 

 

 

 

   Exercised options - Cycle 2005

(210,000)

 

   Cancelled options - Cycle 2005

(400,000)

 

   Cancelled options - Cycle 2006

(665,000)

(265,000)

 

   Cancelled options - Cycle 2007

(680,000)

(205,000)

 

 

 

 

 

Balances in the end of the period

7,530,000 

9,275,000 



51



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


In accordance with Accounting Pronouncements Committee - CPC 10 - Share based Payment, on March 31, 2009 and December 31, 2008 the Company recognized under stock option plan the fair value in the amount of R$5,311 and R$8,067, respectively. The cost of compensation was recognized in the results for the period, under administrative expenses, totalling in March 31, 2009 a reversion of expenses of R$2,756.


The fair value of the share options was estimated based on the following assumptions:



    March
31, 2009
December
31, 2008
       
  Expectations of term of life of the option 5 years 5 years
  Interest rate free of risk 12.4%
  Volatility 76.05 76.41
  Expected dividends on the shares 3.0% 3.0%
  Expectations of accumulated average inflation 29.83% 26.95%
  Weighted average of the fair value R$0.71 R$1.14



Pricing model - The Company uses Black-Scholes as a pricing model for options for calculation of the fair value.  


Expectation of term - The term of life of the option expected by the Company represents the period in which it believes that the options will be exercised and was determined under the assumption that the beneficiaries will exercise their options at the limit of the term.


Interest rate free of risk - For the interest rate free of risk the Company uses the projected average SELIC rate furnished by the Central Bank of Brazil (BACEN), weighted by the number of months from the base date of the interim financial statements until the maturity of the options.


Volatility - The estimated volatility takes into consideration past trading and the implicit volatility of its preferred shares in the determination of the estimated volatility factor.


52



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


Expected dividends - The percentage of dividends used was obtained based on the average payment of dividends per share with respect to the market value of the shares for the last three years.


Expectations of inflation - The expectations for inflation are determined based on the projections of the National Consumer Price Index (INPC) provided by the Central Bank of Brazil (BACEN), accumulated from the date of the grant until the estimated expiration of the option.


The Company has treasury shares entailed to the plan for granting share purchase options, sufficient to cover the future exercises of the options granted.



20

Employees’ profit sharing


The Company grants its employees a profit sharing plan, which depends on attaining specific targets, established and agreed to at the beginning of each year.  This plan has been approved by Board of Directors of the Company and it has been registered by a formal agreement with the unions.



21

Financial result


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

March

31, 2008 

March  

31, 2009 

March

31, 2008 

 

 

 

 

 

 

 

Financial expenses

 

 

 

 

 

Interest

 (159,029)

 (57,401)

 (150,299)

 (53,508)

 

Loss on investment funds

 (11,109)

 - 

 (54,513)

 - 

 

Monetary variations - Liabilities

 (2,178)

 (5,508)

 (2,178)

 (5,508)

 

Exchange variations - Liabilities

 26,627 

 1,015 

 (156,413)

 21,823 

 

Exchange variations on foreign investments

 - 

 - 

 (20,582)

 - 

 

Other

 (17,914)

 (7,260)

 (21,598)

 (9,488)

 

 

 

 

 

 

 

 

 (163,603)

(69,154)

(405,583)

(46,681)



53



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)

 


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

March

31, 2008 

March  

31, 2009 

March

31, 2008 

 

 

 

 

 

 

 

Financial income

 

 

 

 

 

Interest

 25,996 

 10,880 

 27,411 

 22,647 

 

Monetary variations - Assets

 (1,351)

 1,387 

 (1,513)

 1,387 

 

Exchange variations - Assets

 (2,262)

 (1,700)

 105,754 

 (76,821)

 

Gains on derivatives instruments

 - 

 20,728 

 - 

 83,925 

 

Exchange variations on foreign investments

 - 

 - 

 - 

 91,502 

 

Other

11,348 

9,048 

13,890 

14,210 

 

 

 

 

 

 

 

 

33,731 

40,343 

145,542 

136,850 

 

 

 

 

 

 

 

 

 (129,872)

(28,811)

(260,041)

90,169 



22

Income and social contribution taxes


Income before the provision for income tax (IR) and social contribution on net income (CSLL) was composed as follows:


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March  

31, 2009 

March

31, 2008 

March

31, 2009 

March

31, 2008 

 

 

 

 

 

 

 

Local

(312,968)

216,927 

(241,187)

111,560 

 

Foreign

          -

          -

(77,655)

112,386 

 

 

 

 

 

 

 

 

(312,968)

216,927 

(318,842)

223,946 




54



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)


The composition of income and social contribution taxes is as follows:


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

March

31, 2008 

March

31, 2009 

March

31, 2008 

 

Local

 

 

 

 

 

Current

           - 

 (23)

 (3,078)

 (1,989)

 

Deferred

 78,353 

 25,977 

 77,358 

 30,621 

 

 

 

 

 

 

 

 

 78,353 

 25,954 

74,280 

 28,632 

 

Foreign

 

 

 

 

 

Current

           - 

 - 

   (2,058)

 (2,726)

 

Deferred

 (719)

(298) 

2,506 

(299) 

 

 

 

 

 

 

 

 

 (719)

(298) 

448 

(3,025) 

 

 

 

 

 

 

 

 

 77,634 

 25,656 

 74,728 

 25,607 


Income and social contribution taxes were calculated at applicable rates and reconciliation with the income and social contribution tax expenses is shown below:


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

March

31, 2008 

March

31, 2009 

March

31, 2008 

 

 

 

 

 

 

 

Income before taxation/profit sharing

 (312,968)

 216,927 

 (318,842)

 223,946 

 

Interest on shareholders' equity

          -

(45,582)

          -

(45,582)

 

 

 

 

 

 

 

Income before income and social contribution taxes

(312,968)

171,345 

(318,842)

178,364 

 

 

 

 

 

 

 

Income and social contribution taxes at nominal rate - 34%

106,409 

(58,257)

108,406 

(60,644)

 

 

 

 

 

 

 

Adjustment to calculate the effective rate

 

 

 

 

 

Permanent differences

 

 

 

 

 

Equity in subsidiaries earnings

 (29,558)

 84,106 

 - 

 - 

 

Loss on financial operations

 (3,852)

 - 

 (3,852)

 - 

 

Donations and subsidies for investments

 3,391 

 - 

 3,391 

 - 

 

Share purchase option plan - stock option

 937 

 - 

 937 

 - 

 

Exchange variation on investments abroad

 - 

 - 

 (6,998)

 31,110 

 

Results of companies abroad

 719 

 - 

 (24,308)

 49,434 

 

Recording of deferred IR/CS in subsidiaries

 - 

 - 

 - 

 6,070 

 

Others

 (412)

 (193)

 (2,848)

 (363)

 

 

 

 

 

 

 

Income and social contribution taxes at effective rate

 77,634 

25,656 

74,728 

25,607 


55



Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)


The composition of deferred income and social contribution taxes is as follows:


 

 

Parent company

 

Consolidated

 

 

 

 

 

 

 

 

March

31, 2009 

December

31, 2008 

March

31, 2009 

December

31, 2008 

 

Assets

 

 

 

 

 

Deferred taxes

 

 

 

 

 

Tax loss carryforwards and negative basis of social

  contribution

802,147 

643,783 

806,962 

649,221 

 

Benefit plan

  41,750 

  40,220 

  41,750 

  40,220 

 

Provision for contingencies

  25,846 

  24,889 

  31,278 

  30,320 

 

Provision for realization of tax credits

  24,072 

  24,389 

  25,322 

  24,831 

 

Goodwill amortization

  10,809 

  12,607 

  10,809 

  12,607 

 

Allowance for doubtful accounts

    7,110 

    6,493 

    7,322 

    6,601 

 

Provision for loss on property, plant and equipment

    4,683 

    5,402 

    4,683 

    5,402 

 

Provision for lawyers’ fees

    4,444 

    6,924 

    4,444 

    6,924 

 

Provision for loss in inventories

    3,186 

    3,216 

    3,186 

    3,216 

 

Unrealized results in inventories

           - 

           - 

    1,905 

    3,408 

 

Unrealized losses with derivatives

           - 

  68,253 

          - 

  68,253 

 

Employees’ profit sharing

           - 

    6,377 

          - 

    6,377 

 

Equity valuation adjustments

  39,232 

  44,069 

          - 

           - 

 

Other

1,920 

3,320 

7,101 

4,186 

 

 

 

 

 

 

 

Total assets deferred taxes

965,199 

889,942 

944,762 

861,566 

 

 

 

 

 

 

 

Assets short-term portion

  63,400 

129,561 

  65,306 

132,969 

 

Assets long-term portion

901,799 

760,381 

879,456 

728,597 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Deferred taxes

 

 

 

 

 

Depreciation on rural activities

108,013 

108,614 

108,013 

108,614 

 

Equity valuation adjustments

           - 

           - 

  28,015 

  23,178 

 

Unrealized gains with derivatives

    3,060 

           - 

    3,060 

           - 

 

Other

 - 

 - 

2,919 

2,046 

 

 

 

 

 

 

 

Total liabilities deferred taxes

111,073 

108,614 

142,007 

133,838 

 

 

 

 

 

 

 

Liabilities short-term portion

  13,861 

  10,861 

   16,780 

  12,907 

 

Liabilities long-term portion

  97,212 

  97,753 

125,227 

120,931 


The Management considers that the deferred assets arising from temporary differences will be realized in proportion to the final solution of the contingencies and to the payment of the liabilities forecast for the employees’ benefit plans.



56



Sadia S.A.


Publicly-held Company



Notes to the interim financial information


(In thousands of Reais)



The deferred tax assets related to the income tax loss carryforwards and negative basis of social contribution in the amount of R$806,962, represented by R$800,484 in the parent company and R$6,478 in the subsidiaries, the realization of these credits will be carried out through the generation of future profits in the respective companies. Based on a technical viability study prepared by Management the realization of these tax assets will be estimated in the following manner:


 

Period

Realization 

% of realization 

 

 

 

 

 

2009

84,000 

10%

 

2010

44,000 

5%

 

2011

56,000 

7%

 

2012

73,000 

9%

 

2013

86,000 

11%

 

Until 2016

463,962 

  58%

 

 

 

 

 

 

806,962

100%



23

Risk management and financial instruments


The Company’s operations that are exposed to market risks, mainly with respect to foreign currency variations and interests, credit risks and variations in the prices of agricultural commodities. According to the treasury policy, these risks are managed by the Risk Management area, through identification of exposures and correlations between the different risk factors, using the specific calculation method, VAR - Value at Risk and simulations of scenarios (stress test), and are permanently monitored by the Financial and Investment Committee, consisting of members of the Board of Directors, who are responsible for defining management’s strategy for administering these risks, within the parameters for exposure limits and decision making levels proposed by the Finance Committee and RI of the Board of Directors, approved by them. At March 31, 2009, due to the high volatility of financial assets and to the remaining unsuitability of the financial policy, the  VAR-Value at Risk for the operational assets and liabilities and financial instruments exposed to exchange rate variations for one year with 95% confidence, amounted to R$188,497(Information not reviewed by the independent auditors).




57


Sadia S.A.


Publicly-held Company

 

Notes to the interim financial information


(In thousands of Reais)

 

 

The objective of the treasury policy is to determine parameters for use of derivative instruments, including derivatives, in the hedging of operating and financial assets and liabilities exposed to variations in foreign exchange and interest rates and prices of commodities, as well as to establish credit limits with financial institutions.  The responsibility for compliance with this policy is the job of the Financial, Administration and Information Technology director.


a.

Exchange rate risk


The Company is exposed to market risks arising from the volatility of exchange and interest rates. The exchange and interest rate risks on loans, financings and other liabilities denominated in foreign currency are managed jointly with the financial investments also denominated in foreign currency, and by derivative financial instruments, such as interest rate swaps (Libor for pre rate or vice versa) and future market contracts (Non Deliverable Forwards – NDFs and Options), as well as accounts receivable in foreign currencies arising from exports, which also reduce the foreign exchange exposure as a natural hedge.


On March 27, 2009 the Board of Directors approved the new financial exchange policy, which took into consideration the projected exchange exposure for 12 months, observing the following limits:


i.

50% of the exchange exposure limited to two months net generation of cash;


ii.

VaR for one day  with 95% reliability lower than or equal to 0.5% of the lowest market value for Sadia (market cap) for a 30 day moving window;


iii.

Value resulting from the stress test for a derivative position lower than 25% of the balance of readily available funds, calculated daily by Risk Management.


The exchange exposure concept consists of the projection for 12 months of net cash generation, less the financial net debt in foreign currency, plus or less the outstanding position of exchange derivatives.  Net cash generation consists of exports, less imports and costs indexed to the exchange rate.




58


Sadia S.A.


Publicly-held Company




Notes to the interim financial information


(In thousands of Reais)



The control and management of exposures are carried out dynamically and updated with market quotations in real-time through a quotation system, and adjustments are made whenever necessary. In operations that involve options, the control and management of exposure takes into consideration the probability of exercise.


Within its exchange hedge strategy the Company used exchange futures contracts (non deliverable forwards, target forwards and options, mainly in US dollars), as a way of mitigating the impacts of exchange rate variations on recognized assets and liabilities and expected transactions, under financial results and gross margin.


The technical definition of these contracts is summarized as follows:


 “Non deliverable forward”


Over the counter operations for sale and/or purchase of dollars with future maturity, without initial disbursement of cash, based on a notional amount in dollars and a future strike rate. Upon maturity of the operation the result will be the difference between the contracted rate and the Ptax on maturity, multiplied by the notional base amount.


“Target forward” - Short


Over the counter operations for sale of dollars with future maturities, without initial disbursement of cash, with the following conditions: If the Ptax on the fixing date is below the strike rate for the dollar, the Company will receive the difference between the contracted rate and the Ptax, multiplied by the original base amount, where there may be a gain limiter for the Company when the difference between the Ptax and the strike rate during the maturities reaches an average R$0,50, knocking out subsequent maturities. If the dollar is above the strike rate, the Company will pay the difference between the contracted dollar and the Ptax, multiplied by double the base amount.




59


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)



“Target forward” - Long


They are over the counter purchases of dollars with future maturities, without initial disbursement of cash, with the following conditions: If the Ptax on the fixing date is higher than the strike rate for the dollar, the Company will receive the difference between the contracted rate and the Ptax, multiplied by the original base amount, where there may be a gain limiter for the Company when the difference between the Ptax and the strike rate during the maturities reaches an average R$0.50, knocking out the subsequent maturities. If the dollar is below the strike rate, the Company will pay the difference between the contracted dollar and the Ptax, multiplied by double the base amount.


Call and put options (European)


They are across the counter or stock exchange operations where the purchaser of the call option or put option pays an initial premium upon maturity, if the difference between the contracted dollar (exercise price) and if the Ptax is positive (in the event of a call option) or negative (in the event of a put option), it will exercise its right. Not exercising the options will result in the loss of the initial premium paid on the part of the purchaser. It is the seller of the option that receives an initial premium and assumes the risk of a limited gain and an unlimited loss.


The exchange futures contracts have monthly maturities of up to 09 months and establish a margin call or bank guarantee in case the position is unfavourable to the Company. At March 31, 2009, the amounts deposited as margin and bank guarantee were R$993,733 and R$100,000, respectively.


The results of the over the counter operations on the exchange future market, realized and not settled financially and the daily adjustments of positions of exchange futures contracts on the Futures and Commodities Exchange (BM&F) are recorded under “Amounts receivable from futures contracts” and “Amounts payable for futures contracts”, respectively.




60


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)



In accordance with the Accounting Pronouncements Committee - CPC 14 - “Recognition, Valuation and Proof of Financial Instruments”, the derivative instruments were recognized in the interim financial statements at their fair value.  These contracts are separated and defined as operating or financial according to their specific objective.  At March 31, 2009, the nominal amounts and the average contracted rates outstanding, exposed to the variation of the US dollar, as well as the respective fair value, are presented as follows:


 

 

Consolidated

 

 

March 31, 2009

 

 

 

 

 

 

 

 

 

Notional

 

Average

 

Fair

 

 

 

 

 

 

 

 

 

 

Original (1)

Exposure (2)

 

Rate 

 

Value 

 

 

US$ thousand 

US$ thousand 

 

R$/US$ 

 

R$ thousand 

 

Future contracts - US$

 

 

 

 

 

 

 

Non deliverable forward

      30,000 

      30,000 

 

2.00 

 

 (10,556)

 

Target forward

    767,500 

 1,535,000 

 

1.78 

 

 (854,542)

 

Short call option

    266,667 

    266,667 

 

2.00 

 

 (98,724)

 

 

 

 

 

 

 

 

 

Short position - US$

 1,064,167 

 1,831,667 

 

1.81 

 

 (963,822)

 

 

 

 

 

 

 

 

 

Non deliverable forward

 (1,684,167)

 (1,684,167)

 

2.23 

 

 187,064 

 

Long position - US$

 (1,684,167)

 (1,684,167)

 

2.23 

 

 187,064 

 

 

 

 

 

 

 

 

 

Net position - US$

 (620,000)

    147,500 

 

 

 

 (776,758)


 

 

Euro mil

Euro/US$

 

 

Future contracts - Euro

 

 

 

 

 

Posição comprada em Euro

(20,000)

(20,000)

1.47

(6,625)

 

 

 

 

 

 

 

Fair value

 

 

 

(783,383)




61


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)

 


Payable/receivable amounts of realized future contracts


 

R$ thousand

 

 

 

 

 

 

 

 

 

Realized 

Unrealized 

Total 

 

 

 

 

 

 

 

Receivable

 

178,064 

  36,455 

   214,519 

 

Payable

 

358,640 

961,447 

1,320,087 


(1) Original notional

(2) Considers the likelihood of settlement based on the foreign currency futures


The maturities of the exchange futures contracts and US dollar options, put and call positions, as well as the counterparts of the operations outstanding on the base date of Março 31, 2009 presented:


 

 

Short position - Original notional

 

Long position –

Original notional

 

 

 

 

 

 

 

 

 

 

Maturity

Non

deliverable forward 

Target

forward 

Short call options 

Short

 position 

 

Non

deliverable forward 

Long position 

 

 

 

 

 

 

 

 

 

 

April, 2009

5,000 

205,833 

53,333 

264,166 

 

580,833 

580,833 

 

May, 2009

5,000 

205,833 

53,333 

264,166 

 

377,333 

377,333 

 

June, 2009

5,000 

200,833 

53,333 

259,166 

 

367,333 

367,333 

 

July, 2009

5,000 

105,833 

53,334 

164,167 

 

222,334 

222,334 

 

August, 2009

5,000 

49,168 

53,334 

107,502 

 

132,334 

132,334 

 

September, 2009

  5,000 

           - 

           - 

       5,000 

 

       4,000 

       4,000 

 

 

 

 

 

 

 

 

 

 

 

30,000

767,500

266,667

1,064,167

 

1,684,167

1,684,167




62


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)


 

Counterpart

Notional Exposure –

US$ thousand 

 

 

 

 

BM&F

(200,000)

 

Deutsche Bank

125,000 

 

Merrill Lynch

  71,000 

 

ABN Amro / Royal Bank of Scotland

  67,000 

 

HSBC

  55,500 

 

JP Morgan

  29,000 

 

 

 

 

Total

147,500 


Sensibility analysis of the Company - Cash effect


In the preparation of the sensitivity analysis, management considered its exchange derivative financial instruments and its net financial debt denominated in US dollars as material risks which may impact the income of the Company. The following assumptions were adopted in the preparation of the statement on the base date of March 31, 2009 and with results projected to the end of the year:


a.

The position of exchange derivative contracts presented short and long positions in US dollars with maturities during the next six months. For the purposes of this sensitivity analysis the notional values of the forward targets are already doubled, taking into consideration the scenarios of the future market.


b.

The net generation of cash in US dollars (revenues less costs) was estimated by management based on the information available at March 31, 2009 and takes into consideration the Company’s gross invoicing resulting from exports made based on the US dollar and the expenses and costs also denominated in US dollars.


The actual and estimated quantitative information used in the preparation of this analysis was based on the position at March 31, 2009. The future results may differ from these estimated amounts, in case the economic scenario is different from the assumptions considered by the Company.




63


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)

 

 

US$ thousand

R$ thousand

 

 

     
 

 

Risk 

Base 

Scenario 1

Probable

US$/R$ - 2.20 

Scenario 2

Possible

US$/R$ - 2.75 

Scenario 3

Remote

US$/R$ - 3.30 

 

Derivative contracts

 

 

 

 

 

 

Futures contracts for US$, sold for six months - average strike R$/US$ - 1.81

High of US$ 

1,831,667 

 (714,350)

 (1,721,767)

 (2,729,184)

 

 

 

 

 

 

 

 

Futures contracts for US$, acquired for eight months - average strike R$/US$ - 2.23

Fall of US$ 

1,684,167 

 (50,525)

 875,767 

 1,802,059 

 

Estimated losses

 

 

 (764,875)

 (846,000)

 (927,125)

 

 

 

 

 

 

 

 

Unrealized loss recognized in the interim financial statements (fair value)

 

 776,758 

 776,758 

 776,758 

 

 

 

 

 

 

 

 

Gain/(loss) with derivatives in 2009

 

 

 11,883 

 (69,242)

 (150,367)

 

 

 

 

 

 

 

 

Debt /invoicing

 

 

 

 

 

 

Exchange exposure in US$ - average strike R$/US$ - 2.32

High of US$ 

2,016,244 

 241,949 

 (   866,985)

 (1,975,919)

 

 

 

 

 

 

 

 

Net generation of cash in US dollars estimated for 9 months - average strike - R$2.32

Fall

of US$ 

1,500,000 

 (180,000)

    645,000 

 1,470,000 

 

 

 

 

 

 

 

 

Net cash effect in 2009

 

 

 73,832

 (291,227)

 (656,286)


Scenario 1 - In conformity with market expectations for 2009, available on the site of the Central Bank of Brazil




64


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)

 

The Company’s exposure to foreign currency variations (particularly US dollars), recorded in the quarterly information, is shown as follows:


 

 

Consolidated

 

 

 

 

 

 

 

March 31, 2009

 

December 31, 2008

 

 

 

 

 

 

 

 

Current 

Non current 

Current 

Non current 

 

Assets and liabilities in foreign currency

 

 

 

 

 

Cash and cash equivalents

 1,210,627 

 - 

 2,072,134 

 - 

 

Short-term investments

 176,943 

 - 

 435,102 

 - 

 

Trade accounts receivable, net

 280,164 

 - 

 336,811 

 - 

 

Suppliers

 (68,811)

 - 

 (55,273)

 - 

 

Loan and financing

 (2,474,645)

 (2,618,148)

 (2,215,475)

 (2,899,271)

 

Future contracts - net

 (1,174,138)

                 - 

 (1,963,834)

                - 

 

 

 

 

 

 

 

 

 (2,049,860)

 (2,618,148)

 (1,390,535)

 (2,899,271)


The Company uses swap contracts as a way of mitigating the impacts of the interest rate variations on financial assets and liabilities, recorded under financial results.


Swap contracts are recognized at their fair value and are recognized in the interim financial statements under amounts receivable from futures contracts and amounts payable for futures contracts.  The technical definition of these contracts is summarized as follows:


Rate exchange swap- CDI vs. CDI + US dollar


Over-the-counter project financing with Banco Santander for an index swap on the (notional) base value, where the Company receives CDI on gains, and pays CDI + variation of the US dollar on losses, if the US dollar surpasses R$2.00. As from December 2008 there is no longer any exchange risk.




65


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)



Libor swap range accrual


Over-the-counter project financing with HSBC and Standard Bank, on the (notional) base value, where the Company receives six-monthly interest on gains when the six-month LIBOR stays within the range from 2.25% to 7.15% p.a., paying prefixed six-monthly interest on losses. If the LIBOR is outside this range, there is no receipt of interest. The aim of this operation is to reduce the cost of the debt indexed to the LIBOR.


At March 31, 2009, the notional amounts, contracted rates and amounts receivable and payable outstanding, as well as their respective fair values, are shown as follows:


 

 

Consolidated

 

 

March 31, 2009

 

 

 

 

 

 

 

Notional

 

Fair

 

 

 

 

 

 

 

 

Original 

Original 

 

Value 

 

 

US$ thousand 

R$ thousand 

Rate 

R$ thousand 

 

Interest swaps

 

 

 

 

 

  Range accrual swap - US$

   200,000 

              - 

Libor x Pré 

(66,478)

 

  Interest swap CDI x CDI

   100,000 

             - 

CDI x CDI 

        99 

 

 

 

 

 

 

 

Fair value

 

 

 

(66,379)


Amounts receivable/payable from future contracts

R$ thousand

 

 

 

 

 

 

 

Realized 

Unrealized 

Total 

 

 

 

 

 

Receivable

 

  7,783 

         - 

    7,783 

Payable

 

11,276 

64,991 

  76,267 




66


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)



b.

Credit risk


The Company is potentially exposed to credit risk in relation to its trade accounts receivable, long and short-term investments and derivative instruments. The Treasury Policy limits the risk associated with these financial instruments by subjecting them to the control of highly rated financial institutions with a minimum of rating of  “Investment Grade” and that operate within the limits pre-established by the risk, credit and financing committees. The criteria for maximum net exposure per financial institution (financial assets less financial liabilities) may not be greater than the lower of 10% of the financial institution’s net equity or the company’s equity.


The concentration of credit risk with respect to accounts receivable is minimized due to the spread of its client base, since the Company does not have any customer or group representing 10% or more of its consolidated revenues, as well as granting credits for customers with solid financial and operational ratios. Generally, the Company does not require a guarantee for sales, however it has contracted an insurance credit policy to its domestic receivables.


c.

Grain purchase price risks


The Company’s operations are exposed to the volatility in prices of grain (corn and soybean) used in the preparation of animal feed for its breeding stock, where the price variation results from factors beyond the control of management, such as climate, the size of the harvest, transport and storage costs and government agricultural policies, among others. The Company maintains its risk management strategy, operating preponderantly through physical control, which includes acquiring grain at fixed prices and fixing it, pegged to commodity futures contracts (grain). The Company has a Commodities Committee and Risk Management, composed by the chief executive officer and financial and operational executives, whose aim is to discuss and decide on the company’s strategies and positioning with respect to the various risk factors that impact the operating results.


The Company does not have outstanding commodities derivatives contracts at March 31, 2009.




67


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)

 

d.

Estimated market values


The Company used the following methods and assumptions to estimate the disclosure of the fair value of its financial instruments as of March 31, 2009 and December 31, 2008:


·

Cash and cash equivalents - The book values of cash and banks recorded in the balance sheet are similar to the respective fair values.


·

Short-term financial investments - The fair value of short-term financial investments is estimated based on the market quotations of comparable contracts or discounted future cash flows - investment risk. For investments in shares the market values were obtained based on stock exchange quotations.


·

Accounts receivable and payable - The book values of accounts receivable and payable recorded in the balance sheet are similar to their respective fair values.


·

Short and long-term loans and financing - The market values of loans and financing were calculated based on their present value calculated through the future cash flows and using interest rates applicable to instruments of similar nature, terms and risks, or based on the market quotation of these securities. The market values of BNDES financing are similar to the book values, since there are no similar instruments with comparable maturities and interest rates.


·

Forward futures contracts: The fair values of the forward futures contracts were estimated based on the use of market curves that impact these instruments on the respective calculation dates, brought to present value. The effective cash settlement of the contracts occurs on the respective maturities. The Company does not intend to settle these contracts before their maturity date.


·

Interest rate swap contracts: The fair values of the interest rate contracts were estimated based on the market quotations for similar contracts. The effective cash settlement of the contracts occurs on the respective maturity dates.  The Company does not intend to settle these contracts before their maturity date.   




68


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)


·

Options contracts: In the case of options, the pricing is done through the Black & Scholes model, which is widely used for valuing options and which takes into consideration the volatility, exercise price, interest rates and maturity period.


The fair values were estimated on the balance sheet date, based on “relevant market information”. Changes in the assumptions and in the operations of the financial market may significantly affect these estimates.


The book values and the estimated fair values of the Company’s financial instruments as of March 31, 2009 and December 31, 2008 are presented in the table below. The fair value of a financial instrument is the amount for which the instrument could be traded between interested parties under current market conditions.


 

 

Consolidated

 

 

 

 

 

 

March 31, 2009

 

December 31, 2008

 

 

 

 

 

 

 

 

Book

value 

Market

value 

Book

value 

Market

value 

 

 

 

 

 

 

 

Cash and cash equivalents

 1,360,434 

 1,360,434 

 2,163,998 

 2,163,998 

 

Short-term investments - Local currency

 828,877 

 828,877 

 1,180,560 

 1,180,560 

 

Short-term investments - Foreign currency

 176,943 

 176,943 

 435,102 

 435,102 

 

Trade accounts receivable

 572,885 

 572,885 

 799,567 

 799,567 

 

Inventories

 1,720,965 

 1,720,965 

 1,851,020 

 1,851,020 

 

Loans and financing - Short term

 4,272,166 

 4,262,804 

 4,164,391 

 4,148,909 

 

Loans and financing - Long term

 3,734,866 

 3,367,826 

 4,384,745 

 4,092,770 

 

Suppliers

 876,485 

 876,485 

 918,687 

 918,687 

 

Futures contracts, net

 (1,174,052)

 (1,174,052)

 (1,963,735)

 (1,963,735)


69


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)


e.

Financial indebtedness


 

 

Consolidated

 

 

 

 

 

 

March 31, 2009

 

December 31, 2008

 

 

 

 

 

 

 

Currency

 

Currency

 

 

 

 

 

 

 

 

 

 

Local 

Foreign 

Total 

Local 

Foreign 

Total 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

Cash and cash equivalents

    149,807 

 1,210,627 

 1,360,434 

      91,864 

 2,072,134 

 2,163,998 

 

Short-term investments

    668,932 

    176,943 

    845,875 

    910,228 

    435,102 

 1,345,330 

 

Accounts receivable from future contracts

            86 

    222,216 

    222,302 

            99 

    813,220 

    813,319 

 

 

 

 

 

 

 

 

 

Total current assets

    818,825 

 1,609,786 

 2,428,611 

 1,002,191 

 3,320,456 

 4,322,647 

 

 

 

 

 

 

 

 

 

Long-term investments

    159,945 

              - 

   159,945 

    270,332 

              - 

    270,332 

 

 

 

 

 

 

 

 

 

Total long-term assets

    159,945 

              - 

   159,945 

    270,332 

              - 

    270,332 

 

 

 

 

 

 

 

 

 

Total financial assets

    978,770 

 1,609,786 

 2,588,556 

 1,272,523 

 3,320,456 

 4,592,979 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

Short-term financing

 1,797,521 

 2,474,645 

 4,272,166 

 1,948,916 

 2,215,475 

 4,164,391 

 

Accounts payables from future contracts

              - 

 1,396,354 

 1,396,354 

              - 

 2,777,054 

 2,777,054 

 

 

 

 

 

 

 

 

 

Total current liabilities

 1,797,521 

 3,870,999 

 5,668,520 

 1,948,916 

 4,992,529 

 6,941,445 

 

 

 

 

 

 

 

 

 

Long-term financing

 1,116,718 

 2,618,148 

 3,734,866 

 1,485,474 

 2,899,271 

 4,384,745 

 

 

 

 

 

 

 

 

 

Total noncurrent liabilities

 1,116,718 

 2,618,148 

 3,734,866 

 1,485,474 

 2,899,271 

 4,384,745 

 

 

 

 

 

 

 

 

 

Total financial liabilities

 2,914,239 

 6,489,147 

 9,403,386 

 3,434,390 

 7,891,800 

 11,326,190 

 

 

 

 

 

 

 

 

 

Net debt

 (1,935,469)

 (4,879,361)

 (6,814,830)

 (2,161,867)

 (4,571,344)

 (6,733,211)

 

24

Insurance


The Company and its subsidiaries adopt insurance engagement policy at levels that Management considers adequate to cover risks resulting from the claims of its assets.  Due to the characteristics of multilocated operations, Management engages its policies with a limit of maximum loss possible in the same event, with amounts calculated based on risk inspections and potential losses.  The policies engaged guarantee coverage against fire, general civil liability, windstorms, disorders and electric damage, as well as insurance for merchandise transport, personal and vehicle damage.  The amount currently insured guarantees the comprehensive coverage of the Company’s fixed assets.

70


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)



The assumptions adopted, given their nature, are not part of the scope of an audit of interim financial statements and, accordingly, they were not revised by our independent auditors.



25

Private pension plan


a.

Defined benefit plan


The Company and its subsidiary Concórdia S.A. C.V.M.C.C. are the sponsors of a defined contribution pension plan for employees, managed by “Fundação Attílio Francisco Xavier Fontana”.


The supplementary pension benefit is defined as the difference between (i) the benefit wage (updated average of the last 12 participation salaries, limited to 80% of the last participation salary) and (ii) the amount of the pension paid by the National Institute of Social Security. The supplementary benefit is updated every year by the National Consumer Price Index - INPC.


The actuarial system is that of capitalization for supplementary retirement and pension benefits and of simple apportionment for supplementary disability compensation. The Company’s contribution is based on a fixed percentage of the payroll of active participants, as annually recommended by independent actuaries and approved by the trustees of “Fundação Attilio Francisco Xavier Fontana”.

According to the Foundation’s statutes, the sponsoring companies are jointly liable for the obligations undertaken by the Foundation on behalf of its participants and dependents.


At March 31, 2009 the Foundation had a total of 18,232 participants (18,579 on December 31, 2008), of which 13,368 were active participants (13,872 on December 31, 2008).


The contributions of the parent company, on March 31, 2009 and 2008, amounted to
R$494 and R$516, and R$519 and R$538 in the consolidated, respectively.




71


Sadia S.A.


Publicly-held Company


Notes to the interim financial information


(In thousands of Reais)



b.

Other employee benefits


The Company has a human resources policy of offering the following benefits in addition to its private pension plan:


·   Payment of the fine referring to the Government Severance Indemnity Fund when the employee retires;


·   Payment of a tribute for time of service;


·   Payment of an indemnity for discharge from professional duties; and


·   Payment of an indemnity upon retirement.


These benefits are paid in one single payment at the time of retirement or termination of the employee and the amounts are calculated through an actuarial calculation and recorded in the results for the period.


c.

Defined contribution plan


As from January 1, 2003, the Company began to adopt new supplementary pension plans under the defined contribution modality managed by an open supplementary pension entity, for all employees hired by Sadia and its subsidiaries. Under the terms of the regulations, plans are funded on an equitable basis so that the portion paid by the Company is equal to the payment made by the employee in accordance with a contribution scale based on salary bands that vary between 1.5% and 6% of the employee’s remuneration, observing a contribution limit that is updated annually. As from January 1, 2007 these plans are only available to employees earning over R$1,800 per month. The contributions made by the Company at March 31, 2009 and 2008 totalled R$654 and R$538 respectively. As of March 31, 2009 this plan had 1,680 participants (1,783 participants as of December 31, 2008).




72


Sadia S.A.


Publicly-held Company





Board of Directors



Luiz Fernando Furlan

Chairman


Cassio Casseb Lima

Member


Diva Helena Furlan

Member


Everaldo Nigro dos Santos

Member


Francisco Silvério Morales Céspede

Member


José Marcos Konder Comparato

Member


Luiza Helena Trajano Inácio Rodrigues

Member


Norberto Fatio

Member


Roberto Faldini

Member


Vicente Falconi Campos

Member




73


Sadia S.A.


Publicly-held Company








Officers


 

Gilberto Tomazoni

Chief Executive Officer

 

Alfredo Felipe da Luz Sobrinho

Institutional Relations and Legal Matters Director

 

Amaury Magalhães Maciel Filho

Agribusiness Operations Director

 

Antonio Paulo Lazzaretti

Guarantee of quality and sustainability Director

 

Eduardo Bernstein

Marketing Director

 

Eduardo Nunes de Noronha

Human Resources and Management Director

 

Ely David Mizrahi

National Food Service Director

 

Flávio Luís Fávero

Center for Innovation and Industrial Excellence Director

 

Guilhermo Henderson Larrobla

International Operations Director

 

Helio Rubens Mendes dos Santos Jr.

Industrial Technology Director

 

Hugo Frederico Gauer

Russia Operations Director

 

José Eduardo Cabral Mauro

Domestic market business Director

 

Jose Luis Magalhães Salazar

Financial, Administrative and Information Technology Director

 

Jean Alphonse Karr

International Sales Director

 

Nelson Ricardo Teixeira

National Sales Director

 

Osório Dal Bello

Center for Innovation and Agribusiness Excellence Director

 

Paulo Francisco Alexandre Striker

Logistics Director

 

Ralf Piper

Quality Assurance Director

 

Ricardo Lobato Faucon

Supply Director

 

Ricardo Fernando T. Fernandes

Grain Purchase Director

 

Roberto Banfi

International Sales Director

 

Ronaldo Korbag Muller

Industrial Operations Director

 

Welson Teixeira Junior

Investor Relations and  Corporate Development Director

 

Augusto Ribeiro Junior

Controllership Manager

Giovanni F. Lipari

Accountant - CRC 1SP201389/0-7-S-SC




74