EX-1 2 exhibit.htm Sadia
Sadia S.A.

Interim financial information
Six-month period ended
June 30, 2004 (Unaudited)

(A translation of the original interim financial information in Portuguese, prepared in accordance with accounting principles derived from the Brazilian Corporation Law and rules of the Brazilian Securities and Exchange Commission (CVM))

Sadia S.A.

Interim financial information (Unaudited)

Six-month period ended June 30, 2004

 

Contents

Independent accountants' review report

Balance sheets

Income statement

Notes to the interim financial information

 

Independent accountants' review report

To
The Board of Directors and Shareholders
Sadia S.A.
Concórdia - SC

1. We have reviewed the interim financial information of Sadia S.A. and the consolidated interim financial information of Sadia S.A and its subsidiaries, for the three-month period ended June 30, 2004, which comprises the balance sheets, the statements of income, management report and other relevant information, prepared in accordance with accounting practices adopted in Brazil.

2. Our review was prepared in accordance with the review standards established by IBRACON - Brazilian Institute of Independent Auditors and the Federal Accounting Council, and included, basically: (a) inquiry and discussion with management responsible for the accounting, financial and operating departments of the Company and its subsidiaries, regarding the main criteria adopted in the preparation of the quarterly information; and (b) review of the information and subsequent events, which have, or may have, a material effect on the financial situation and the operations of the Company and its subsidiaries.

3. Based on our special review, we are not aware of any material modification that should be made to the accompanying interim financial information for it to be in accordance with accounting practices adopted in Brazil and regulations issued by the Brazilian Securities Commission (CVM), specifically applicable to the preparation of interim financial information.

4. We have reviewed the interim financial information for the three-month period ended March 31, 2004 and we issued an unqualified review report on April 30, 2004. The interim financial information for the quarter ended June 30, 2003 was reviewed by other independent accountants, who issued an unqualified review report dated July 30, 2003.

July 23, 2004

KPMG Auditores Independentes
CRC 2SP014428/O-6

Adelino Dias Pinho
Accountant CRC SP097869/O-6-S-SC

Sadia S.A.

Balance sheets (Unaudited)

June 30 and March 31, 2004

(In thousands of Reais)

 

 

Parent company

Consolidated

June 30, 2004

March 31, 2004

June 30, 2004

March 31, 2004

Assets

Current assets:

Cash and cash equivalents

288,432

119,242

446,024

137,716

Short-term investments

1,237,837

1,127,575

2,195,711

2,170,959

Trade accounts receivable - Domestic market

165,079

160,431

165,739

161,254

Trade accounts receivable - Foreign markets

661,431

648,089

205,791

310,178

Allowance for doubtful accounts

( 24,037)

( 23,331)

( 32,578)

( 26,176)

Recoverable taxes

149,392

153,200

152,354

156,150

Inventories

1,091,667

1,016,153

1,133,226

1,048,724

Deferred tax credits

41,467

41,467

41,467

41,467

Other receivables

38,007

33,368

59,526

79,245

Assets available for sale

5,419

4,554

5,478

4,612

Prepaid expenses

21,141

17,671

22,061

18,287

3,675,835

3,298,419

4,394,799

4,102,416

Noncurrent assets:

Related parties

34,149

31,093

-

-

Long-term investments

108,336

72,895

352,965

159,929

Judicial deposits

74,410

75,938

74,516

76,044

Recoverable taxes

71,504

67,198

71,975

67,625

Deferred tax credits

66,778

68,463

68,284

70,572

Assets available for sale

14,910

14,910

14,910

14,910

Other receivables

13,821

13,633

14,104

15,492

383,908

344,130

596,754

404,572

 

Permanent assets:

Investments

643,018

682,171

18,297

17,427

Property, plant and equipment

923,761

895,505

926,720

898,167

Deferred charges

55,649

66,689

56,524

67,629

1,622,428

1,644,365

1,001,541

983,223

Total assets

5,682,171

5,286,914

5,993,094

5,490,211

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

 

 

Parent company

Consolidated

June 30, 2004

March 31, 2004

June 30, 2004

March 31, 2004

Liabilities and shareholders' equity

Current liabilities:

Loans and financing

1,789,752

1,162,436

1,821,901

1,235,267

Trade accounts payable

493,212

411,706

498,334

417,047

Advances from customers

9,599

8,984

792

4,298

Salaries and social charges payable

17,084

15,863

17,200

15,909

Taxes payable

21,605

42,323

28,317

47,888

Dividends payable

43,941

329

43,941

329

Accrued vacation and 13th salary

74,050

56,406

75,005

57,179

Employees' profit sharing

25,778

15,270

26,179

15,464

Other accounts payable

96,289

76,991

214,896

197,886

2,571,310

1,790,308

2,726,565

1,991,267

Noncurrent liabilities:

Loans and financing

1,277,507

1,681,688

1,432,882

1,685,222

Taxes payable

29,845

28,986

29,874

29,018

Provision for contingencies

66,434

65,536

70,682

69,795

Provision for losses on investments

794

784

-

-

Deferred taxes

10,253

9,802

10,253

9,802

Employee benefit plan

71,868

71,868

71,868

71,868

Other accounts payable

15,380

15,029

16,418

16,458

1,472,081

1,873,693

1,631,977

1,882,163

Minority interest in subsidiaries

-

-

( 51)

6

Shareholders' equity:

Capital

1,000,000

1,000,000

1,000,000

1,000,000

Profit reserves

470,450

470,450

470,450

470,450

Treasury stock

( 198)

( 198)

( 198)

( 198)

Retained earnings

168,528

152,661

164,351

146,523

1,638,780

1,622,913

1,634,603

1,616,775

Total liabilities and shareholders' equity

5,682,171

5,286,914

5,993,094

5,490,211

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

 

 

Sadia S.A.

Income statement (Unaudited)

June 30 , 2004 and 2003

(In thousands of R eais, except per for share information on shares )

Parent company

Consolidated

Three Months Ended

Six Months Ended

Three Months Ended

Six Months Ended

June, 30, 2004

June, 30, 2003

June, 30, 2004

June, 30, 2003

June, 30, 2004

June, 30, 2003

June, 30, 2004

June, 30, 2003

Gross operating revenue:

Domestic market

864,697

731,086

1,702,870

1,459,515

866,940

732,845

1,707,251

1,462,537

Foreign market

811,489

524,894

1,488,884

1,130,836

907,685

566,785

1,706,066

1,215,822

1,676,186

1,255,980

3,191,754

2,590,351

1,774,625

1,299,630

3,413,317

2,678,359

Sales deductions:

Value-added tax on sales and sales deductions

(181,599)

(118,600)

(343,740)

(237,296)

(216,347)

(134,864)

(416,780)

(259,837)

Net operating revenue

1,494,587

1,137,380

2,848,014

2,353,055

1,558,278

1,164,766

2,996,537

2,418,522

Cost of goods sold

(1,049,772)

(897,575)

(1,967,557)

(1,834,541)

(1,052,897)

(867,591)

(1,994,355)

(1,786,749)

Gross profit

444,815

239,805

880,457

518,514

505,381

297,175

1,002,182

631,773

Operating income (expenses):

Selling expenses

(265,952)

(172,848)

(471,303)

(368,815)

(301,818)

(197,562)

(545,313)

(431,378)

Management fees

(2,999)

(2,603)

(5,922)

(4,676)

(2,999)

(2,603)

(5,922)

(4,676)

Administrative and general expenses

(13,027)

(10,951)

(26,425)

(21,216)

(13,397)

(10,952)

(26,795)

(21,218)

Employees' profit sharing

(10,830)

(6,300)

(25,328)

(10,599)

(11,184)

(6,300)

(26,275)

(11,090)

Other operating income

4,419

(6,515)

11,816

(10,975)

3,444

(8,119)

2,448

(12,708)

Financial income (expenses), net

(27,129)

(19,087)

(73,021)

(31,455)

(126,540)

71,413

(178,229)

120,601

Equity in earnings of subsidiaries

( 40,376 )

70,615

(30,148)

142,793

39,742

(49,399)

44,848

(65,298)

Operating income

88,921

92,116

260,126

213,571

92,629

93,653

266,944

206,006

Nonoperating income (expenses)

( 406 )

( 7,792 )

( 1,158 )

( 6,376 )

(446)

(10,304)

(1,199)

(8,895)

Income before income and social contribution Taxes

88,515

84,324

258,968

207,195

92,183

83,349

265,745

197,111

Current income and social contribution taxes

(19,163)

7,573

(27,801)

(8,320)

(20,324)

6,639

(29,977)

(9,922)

Deferred income and social contribution taxes

( 2,136 )

7,497

( 36,222 )

( 6,352 )

(2,739)

6,878

(37,306)

(4,842 )

Net income

67,216

99,394

194,945

192,523

69,120

96,866

198,462

182,347

Minority interest

-

-

-

-

57

35

68

404

Controlling shareholder equity interest

67,216

99,394

194,945

192,523

69,177

96,901

198,530

182,751

Outstanding shares net of treasury stock (thousands)

682,696

682,696

682,696

682,696

682,696

682,696

682,696

682,696

Earnings per share - in Reais

0.09846

0.14559

0.28555

0.28200

0.10133

0.14194

0.29080

0.26769

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


Sadia S.A.

Notes to the interim financial information (Unaudited)

(In thousands of Reais)

1        Operations

The Company’s main business activities are organized into three operational segments: the industrial processing and distribution of food products and the production of pork and poultry (chickens and turkeys) for sale in Brazil and abroad. 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.

2        Preparation and presentation of the interim financial information

The interim financial information was prepared in accordance with Brazilian Corporation Law and the rules of the Brazilian Securities Commission - CVM, which are consistent with those applied in the preparation of the annual financial statements.

Interim financial information and notes are stated in thousands of Reais, unless otherwise indicated.

3        Summary of the principal accounting practices

a. Income statement

Income and expenses are recognized on the accrual basis. Revenue from the sale of goods is recognized in the income statement when the significant risks and rewards of ownership have been transferred to the buyer.

b. Foreign currency

Monetary assets and liabilities denominated in foreign currencies were translated into reais at the foreign exchange rate ruling at the quarterly information date. Foreign exchange differences arising on translation are recognized in the income statement.

c. Accounting estimates

The accounting estimates and assumptions used are reviewed monthly and were established on quantitative and qualitative data, based on management's opinion of the appropriate amounts to be recorded in the interim financial information. Significant items subject to these estimates and assumptions include the allowance for doubtful accounts, depreciation and amortization of assets, provision for contingencies, realization of deferred income and social contribution taxes and liabilities related to employees' benefits. The settlement of transactions involving these estimates may result in significantly different amounts due to the lack of precision inherent to the process of their determination.

d. Long and short-term investments

Investment funds in local and foreign currency are stated at market value according to the respective fund shares on the quarterly information date.

Long and short-term investments in local currency are stated at cost plus earnings to the balance sheet date, not exceeding market value.

Foreign investments in foreign currency are stated at the cost of acquisition plus interest accrued and the realization of goodwill/negative goodwill of the securities, allocated in accordance with the period of time between the date of acquisition and the date of maturity. These securities are accounted for in accordance with their expectation for redemption and a comparison with their respective market value is shown in Note 16d.

Additionally, the portion receivable from currency swap contracts is recorded, stated at the difference between the nominal amounts of these contracts and the amounts restated by the variation of the US dollar, plus interest earned up to the date of the quarterly information.

e. Allowance for doubtful accounts

The allowance for doubtful accounts is calculated on estimated losses in an amount considered sufficient to cover possible losses on receivables.

f. Inventories

These are stated at their average cost of acquisition or production, not exceeding replacement or realizable value. The elimination of unrealized result in consolidated inventories is stated in item 3 (m).

g. Investments

Investments in subsidiaries in Brazil and abroad are stated by the equity method in the Company’s statements, based on their equities on the same date, presented in Note 7, and applying the same accounting practices. The gains or losses due to changes in the participation percentages are stated in nonoperating results.

The quarterly information of foreign subsidiaries is 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 stated at cost of acquisition, less an adjustment to cover losses considered permanent.

h. Property, plant and equipment

These are stated at cost of acquisition, formation or construction. Depreciation is calculated by the straight-line method at annual rates taking into consideration the useful economic life of the assets, adjusted for the number of operating shifts, as shown in Note 8. Interest accrued on financing of projects for construction, modernization and expansion of industrial units is allocated to the costs of the corresponding construction in progress.

i. Deferred charges

Represent pre-operating costs incurred in the implementation of management software, and the expansion and modernization of plant, which are amortized over 5 years as from the beginning of operation.

j. Current and noncurrent liabilities

Current and noncurrent liabilities are stated at known or estimated values plus related charges and monetary and exchange variations up to the quarterly information date.

k. Income and social contribution taxes

The income and social contribution taxes, current and deferred, are based on the effective rates of the income and social contribution taxes on net income, and consider the offsetting of tax loss carryforward and negative basis of social contribution limited to 30% of the taxable income.

The deferred tax assets resulting from carryforward tax losses, negative basis of social contribution and temporary differences were recorded in accordance with CVM Instruction 371/02 and consider past profitability and expectations of future taxable income, based on the Company’s projections.

l. Employees’ benefits

Employees’ benefits are stated based on actuarial studies prepared annually.

m. Consolidated financial information

The consolidated financial information include the accounts of Sadia S.A. and its direct and indirect subsidiaries, including investments in joint ventures. The consolidated direct or indirect subsidiaries and the corresponding shareholdings of the Company are as follows:

 

 

Shareholdings in % at

June 30, 2004

March 31, 2004

Sadia International Ltd.

100.00

100.00

  Sadia Uruguay S.A.

100.00

100.00

  Sadia Alimentos S.A.

0.01

0.01

  Sadia Chile S.A.

60.00

60.00

  Sadia Alimentos S.A.

99.99

99.99

  Sadia Itália S.R.L.

99.99

99.99

  Churrascaria Beijing Brazil Ltd. (*)

50.00

50.00

  Concórdia Foods Ltd. (*)

50.00

50.00

  Sadia Europe Ltd.

100.00

100.00

Concórdia S.A. C.V.M.C.C.

99.99

99.99

Rezende Óleo Ltda.

100.00

100.00

  Rezende Marketing e Comunicações Ltda.

0.09

0.09

  Concórdia S.A. C.V.M.C.C.

0.001

0.001

Rezende Marketing e Comunicações Ltda.

99.91

99.91

Sadia GmbH

100.00

100.00

  Laxness F. C. P. A. Lda.

100.00

100.00

EzFood Serviços S.A. (*)

33.33

33.33

(*) "Joint-Ventures"

Transactions and balances between the companies included in the consolidation have been eliminated. Minority interest was excluded from shareholders' equity and net income and is presented separately in the consolidated balance sheet and income statement.

In the case of joint ventures, the assets, liabilities and shareholders' equity, and the result of the period were consolidated proportionately to the Company's shareholdings.

Reconciliation of shareholders' equity and net income for the semester between the Company and the consolidated shareholders' equity and net income is as follows:

Net income

Shareholders' equity

06/30/2004

06/30/2003

06/30/2004

03/31/2004

Company's financial information

194,945

192,523

1,638,780

1,622,913

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

(4,177)

(11,806)

(11,939)

(13,900)

Reversal of the elimination of unrealized result in inventories, net of taxes, resulting from intercompany operations at December 31, 2003 and 2002


7,762


2,034


7,762


7,762

Consolidated financial information

198,530

182,751

1,634,603

1,616,775

4       Long and short-term investments

Interest % (annual average)

Parent company

Consolidated

 

06/30/2004

03/31/2004

06/30/2004 03/31/2004

Short-term investments

 

 

 

 

 

Local currency

 

 

 

 

 

Investment funds

15.80

800,487

731,084

833,567

767,602

Treasury bills - LFT

15.80

144,647

137,105

144,647

137,105

Austrian Bonds indexed in Reais

12.60

222,868

216,836

222,868

216,836

Bank deposit certificates

15.80

3,013

39,617

3,013

39,617

 

 

 

 

1,171,015

1,124,642

1,204,095

1,161,160

Foreign currency

 

Investment funds

16.47

-

-

566.649

614.106

Interest-bearing current account s

1.00

-

-

358.145

379.231

Swap contracts

66,822

2,933

66,822

2,933

66,822

2,933

991,616

996,270

1,237,837

1,127,575

2,195,711

2,157,430

Short-term portion of long-term investments

 

 

 

 

 

Foreign currency

Global Notes - Private

10.00

-

-

-

13,529

 

-

-

-

13,529

Total short-term investments

1,237,837

1,127,575

2,195,711

2,170,959

Long-term investments

 

 

 

 

 

Local currency

National Treasury Securities - CTN

12.00

20,023

18,652

20,023

18,652

20,023

18,652

20,023

18,652

 

 

Interest % (annual average)

Parent company

 

Consolidated

 

 

06/30/2004

03/31/2004

06/30/2004

03/31/2004

Foreign currency

Investment funds

16.47

-

-

244,629

87,034

Global notes - Private

10.00

-

-

-

13,529

Swap contracts

88,313

54,243

88,313

54,243

88,313

54,243

332,942

154,806

Total long-term investments

108,336

72,895

352,965

173,458

Short-term portion of long-term investments

-

-

-

( 13,529 )

Long-term portion

108,336

72,895

352,965

159,929

Long-term investments as of June 30, 2004 mature as follows:

 

Parent company

Consolidated

Maturity

2005

43,097

287,726

2006

44,011

44,011

2007

698

698

2008

507

507

2009 onwards

20,023

20,023

 

 

108,336

352,965

During the second quarter of 2004, Management decided to dispose of the Brazilian debt securities (Brazil Global e Brazil C Bearer Bonds), which were part of the portfolio of investment funds of it subsidiary abroad, thus reducing the exposure of the Company and its subsidiaries to the volatility of these securities, and computed a loss of approximately R$110,000 in this transaction. The financial strategy adopted aims at investing in Credit Linked Notes, assets with prefixed remuneration, with maturity between 1 and 5 years, issued by first line American and European banks, guaranteed by securities issued by first line Brazilian companies and banks. The credit risks of these assets are minimized since the Company and its subsidiaries have a counterpart in their financial liabilities with these institutions.

5        Inventories

 

Parent company

Consolidated

 

06/30/2004

03/31/2004

06/30/2004

03/31/2004

Finished goods and products for sale

330,100

292,752

371,494

325,266

Livestock and poultry for slaughter and sale

450,590

404,145

450,590

404,145

Raw materials

152,068

162,531

152,084

162,550

Work in process

84,635

79,319

84,635

79,319

Packaging materials

29,082

26,550

29,082

26,550

Stores

19,578

20,028

19,578

20,028

Products in transit

11,998

11,894

12,140

11,922

Advances to suppliers

11,759

17,787

11,766

17,797

Imports in transit

1,857

1,147

1,857

1,147

 

 

1,091,667

1,016,153

1,133,226

1,048,724

6       Recoverable taxes

 

Parent company

Consolidated

 

06/30/2004

03/31/2004

06/30/2004

03/31/2004

IPI

62,528

68,207

62,882

68,561

ICMS

70,884

59,746

72,746

61,510

COFINS

62,269

55,893

62,277

55,901

PIS

12,383

15,927

12,383

15,927

Income and social contribution taxes

10,692

18,453

11,880

19,689

Others

2,140

2,172

2,161

2,187

220,896

220,398

224,329

223,775

 

Short-term portion

149,392

153,200

152,354

156,150

Long-term portion

71,504

67,198

71,975

67,625

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.

Value-added tax on sales and services - ICMS

Composed of credits generated in the commercial operations of a number of the Company's units and can be offset with taxes of the same nature.

PIS/COFINS

Composed of credits arising from noncumulative collection of PIS and COFINS.

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.

7        Investments

 

 

Investments

 

%Ownership

 

Shareholders' equity

Net income (loss) for the period

 

Equity result

Investment balances

06/30/2004

03/31/2004

Sadia International Ltd.

100.00

110,644

(38,930)

(30,483)

110,644

108,062

Concórdia S.A. CVMCC

99.99

45, 225

3, 056

4, 169

45, 224

42, 368

Sadia GmbH

100.00

484, 593

(36, 960)

( 925)

484, 593

529, 042

Rezende Óleo Ltda.

100.00

( 762)

( 730)

( 730)

-

-

Rezende Marketing e Comun. Ltda.

99.91

( 31)

( 1)

( 1)

-

-

EzFood Serviços S.A.

33.33

3, 518

(3, 197)

( 1, 066 )

1, 173

1, 315

  Total in subsidiaries

(29 ,036)

641 ,634

680 ,787

  Other investments

-

1,384

1,384

  Total investments of the Company

(29,036)

643,018

682,171

  Other investments of subsidiaries/affiliates

-

16,913

16,043

  Investments eliminated on consolidation

74,996

( 641,634 )

( 680,787 )

  Total consolidated investments

45,960

18 ,297

17,427

The equity in earnings in the parent company is represented by a loss classified as operating equity of R$30,198 and a nonoperating gain of R$1,112. In the consolidated result it is represented by translation gains of R$44,848 and a nonoperating gain of R$1,112.

8        Property, plant and equipment

 

Parent company

 

Average annual rate (%)

Cost

Depreciation

Carrying amount

06/30/2004

06/30/2004

06/30/2004

03/31/2004

Buildings

4

681,811

(293,914)

387,897

391,621

Machinery and equipment

15

755,418

(465,922)

289,496

295,648

Installations

10

172,534

(104,575)

67,959

67,737

Vehicles

27

15,081

( 10,473)

4,608

4,517

Forestation and reforestation

-

18,681

( 6,522)

12,159

12,020

Trademarks and patents

10

1,667

( 1,024)

643

708

Others

-

201

( 107)

94

98

Construction in progress

-

152,531

-

152,531

115,140

Advances to suppliers

-

8,374

-

8,374

8,016

 

 

 

 

 

 

1,806,298

( 882,537 )

923,761

895,505

 

 

Consolidated

 

Average annual rate (%)

Cost

 

Depreciation

 

Carrying amount

06/30/2004

06/30/2004

06/30/2004

03/31/2004

Buildings

4

682,900

(294,430)

388,470

392,205

Machinery and equipment

15

757,890

(467,290)

290,600

296,671

Installations

10

172,784

(104,646)

68,138

67,911

Vehicles

27

15,606

( 10,611)

4,995

4,679

Forestation and reforestation

-

18,681

( 6,522)

12,159

12,020

Trademarks and patents

10

1,681

( 1,024)

657

722

Others

-

1,481

( 710)

771

778

Construction in progress

-

152,531

-

152,531

115,140

Advances to suppliers

-

8,399

-

8,399

8,041

 

 

 

 

 

 

1,811,953

( 885,233 )

926,720

898,167

In conformity with CVM Deliberation 193/96 the interest incurred in the period arising from financing of projects for modernization and expansion of the industrial units was recorded in the respective costs of the construction in progress in the amount of R$4,792 (R$3,861 at June 30, 2003).

The Company has assets that are not being used in the current operation and which, therefore, are available for sale. These assets are recorded in the consolidated property, plant and equipment at their estimated realization value of R$20,388 (R$19,522 at March 31, 2004), less the costs to be incurred in their sale.

9        Deferred charges

Parent Company

Cost

Amortization

Carrying amount

Rate (%)

06/30/2004

06/30/2004

06/30/2004

03/31/2004

Preoperating expenses

25

230,783

(177,641)

53,142

64,160

Product development

20

8,524

( 6,124)

2,400

2,426

Others

20

129

( 22 )

107

103

239,436

( 183,787 )

55,649

66,689

 

 

Consolidated

Cost

Amortization

Carrying amount

 

Rate (%)

06/30/2004

06/30/2004

06/30/2004

03/31/2004

Preoperating expenses

25

232,655

(178,665)

53,990

65,070

Product development

20

8,524

( 6,124)

2,400

2,427

Others

20

223

( 89 )

134

132

241,402

( 184,878 )

56,524

67,629

The Company reviewed its assumptions for the amortization of preoperating expenses incurred in the implementation of management software, reducing the amortization period from 5 to 4 years. This change in the amortization estimate results from the planned implementation of a new version of the software as from 2005. This change generated an additional amortization for the period in the amount of R$2,914 (R$5.828 in the six-month period).

10      Loans and financing - Short-term

 

Parent company

Consolidated

06/30/2004

03/31/2004

06/30/2004

03/31/2004

Short-term

 

 

 

 

Foreign currency

 

 

 

 

Credit lines for the development of foreign trade, with interest rates from 3.90% to 5.25% p.a., guaranteed by promissory notes or sureties

-

-

30,316

72,831

Export financing composed of prepayment subject to LIBOR variation for 6-month deposits (1.87% in June 2004) plus interest of 2.04% p.a., guaranteed by promissory notes or sureties

158,165

174,185

158,165

174,185

Currency swap contracts

-

21,632

-

21,632

Interest rate swap contracts

9,341

3,172

10,258

3,172

167,506

198,989

198,739

271,820

Local currency

 

 

 

 

Rural credit lines and working capital loans with interest of 8.75% p.a.

329,214

166,162

329,371

166,162

Currency swap contracts

83,116

55,362

83,116

55,362

412,330

221,524

412,487

221,524

579,836

420,513

611,226

493,344

 

 

Parent company

Consolidated

06/30/2004

03/31/2004

06/30/2004

03/31/2004

Short-term portion of the long-term debt

 

 

 

 

Foreign currency

 

 

 

 

IFC (International Finance Corporation) funding in foreign currency for investments payable in installments, of which R$124,120 is subject to interest at the rate of 8.52% p.a., and R$47,225 at 9.05% p.a., guaranteed by real estate mortgages

171,345

173,919

171,345

173,919

Export financing composed of prepayment subject to LIBOR variation for 6-month deposits (1.87% in June 2004) and interest of 5.35% p.a. and a line focused on the incentive for foreign trade activities, plus annual interest of 5.33% p.a., guaranteed by promissory notes or sureties

426,366

282,882

427,125

282,882

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, composed as follows: FINEM in the amount of R$14,011 subject to the weighted average of exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 3.50% p.a. and FINAME EXIM in the amount of R$47,699 subject to the weighted average of exchange variation of currencies traded by BNDES-UMBNDES and fixed interest of 3.86%, guaranteed by mortgage bonds and real estate mortgage

61,710

58,094

61,710

58,094

Others

186

13,818

186

13,818

659,607

528,713

660,366

528,713

 

Parent company

Consolidated

06/30/2004

03/31/2004

06/30/2004

03/31/2004

Local currency

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, composed as follows: FINAME in the amount of R$ 8,386 subject to the Long-Term Interest Rate -TJLP (9.75% p.a. in June 2004) and interest of 3.30% p.a., FINAME-EXIM in the amount of
R$ 522,258 subject to TJLP (9.75% p.a. in June 2004) and interest of 3.89% p.a. and FINEM in the amount of R$ 16,826 subject to TJLP (9.75% p.a. in June 2004) and interest of 3.50% p.a., guaranteed by mortgage bonds and real estate mortgages

547,470

206,166

547,470

206,166

PESA - Special Aid for Agribusiness payable in installments, subject to IGPM variation and annual interest of 9.76%, guaranteed by sureties

2,572

6,787

2,572

6,787

Others

267

257

267

257

 

550,309

213,210

550,309

213,210

Short-term portion of long-term debt

1,209,916

741,923

1,210,675

741,923

Total short-term

1,789,752

1,162,436

1,821,901

1,235,267

At June 30 , 2004 the weighted average interest on short-term loans was 6.33 % p.a. (5.16 % p.a. at March 31, 2004 ).

11      Loans and financing - Long-term

 

Parent company

Consolidated

06/30/2004

03/31/2004

06/30/2004

03/31/2004

Foreign currency

 

 

 

 

IFC (International Finance Corporation) funding in foreign currency for investments in property, plant and equipment, of which R$124,120 is subject to interest at the rate of 8.52% p.a. and R$47,225 at 9.05% p.a., guaranteed by real estate mortgages

171,345

173,919

171,345

173,919

Export financing composed of prepayment, payable in installments up to 2010, subject to LIBOR variation for 6-month deposits (1.87% in June 2004) plus annual interest of 5.35% p.a, and a line focused on the incentive for foreign trade, with an interest rate of 5.33% p.a. , guaranteed by promissory notes or sureties

1,283,996

1,271,290

1,440,130

1,271,290

BNDES (National Bank for Economic and Social Development), payable from 2004 to 2009, composed as follows: FINEM in the amount of R$59,878 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 3.50% p.a. and FINAME EXIM in the amount of R$48,699 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed annual interest of 3.86% p.a. guaranteed by mortgage bonds and real estate mortgages

108,577

107,027

108,577

107,027

Currency swap contracts

-

15,705

-

15,705

Interest rate swap contracts

-

-

-

3.534

Others

186

13,818

186

13,818

1,564,104

1,581,759

1,720,238

1,585,293

Local currency

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, payable from 2004 to 2008, composed as follows: FINAME in the amount of R$22,330 subject to the Long-Term Interest Rate -TJLP (9.75% p.a. in June 2004) and interest of 3.30% p.a., FINAME-EXIM in the amount of R$609,994 subject to TJLP (9.75% p.a. in June 2004) and interest of 3.89% p.a. and FINEM in the amount of R$60,555 subject to TJLP (9.75% p.a. in June 2004) and interest of 3.50% p.a., guaranteed by mortgage bonds and real estate mortgages

692,879

607,278

692,879

607,278

PESA - Special Aid for Agribusiness payable from 2004 to 2020 , subject to IGPM variation and annual interest of 9.76%, guaranteed by sureties

119,476

113,659

119,476

113,659

Currency swap contracts

105,246

115,242

105,246

115,242

Others

5,718

5,673

5,718

5,673

923,319

841,852

923,319

841,852

2,487,423

2,423,611

2,643,557

2,427,145

Short-term portion of long-term debt

( 1,209,916 )

( 741,923 )

( 1,210,675 )

( 741,923 )

Total long-term

1,277,507

1,681,688

1,432,882

1,685,222

The noncurrent portions of financings at June 30, 2004 mature as follows:

 

Parent company

Consolidated

Maturity

 

 

2005

460,724

616,099

2006

357,724

357,724

2007

116,222

116,222

2008

85,866

85,866

2009

71,649

71,649

2010 onwards

185,322

185,322

 

 

1,277,507

1,432,882

The International Finance Corporation - IFC funding involves certain restrictive covenants for distribution of dividends in addition to minimum mandatory dividends when obligations, such as certain consolidated financial ratios ( current liquidity, long-term and total indebtedness), are not met. At December 31, 2003, the Company did not meet the obligation in connection with consolidated long-term indebtedness ratios, reclassifying for this reason the portion of long-term debt to short-term, a situation that has not changed for the period ended June 30, 2004.

12      Contingencies

The Company and its subsidiaries is a have several ongoing claims of a labor, civil and tax nature, resulting from its normal business activities. The respective provisions for contingencies were constituted based on the evaluation by the Company's legal counsel, which considered that unfavorable outcomes are likely. Whenever necessary, judicial deposits were made.

The Company's management believes that the provision for contingencies shown below is sufficient to cover any losses arising from legal proceedings .

 

Parent company

Consolidated

06/30/2004

03/31/2004

06/30/2004

03/31/2004

Tax proceedings

34,554

33,090

38,769

37,314

Civil proceedings

18,809

19,681

18,810

19,681

Labor proceedings

13,071

12,765

13,103

12,800

66,434

65,536

70,682

69,795

Tax litigation

The main tax contingencies involve the following cases:

Income and social contribution taxes on net income

Provision for income and social contribution taxes on net income amounting to R$6,120, recorded on the acquisition of the subsidiary Granja Rezende (merged in 2002).

State VAT (ICMS)

The Company is a defendant in several administrative cases involving ICMS, mainly in the States of São Paulo, Rio de Janeiro and Amazonas (SUFRAMA), totaling a probable contingency estimated at R$22,304 .

Other tax contingencies

Several cases related to payment of IOF (Tax on Financial Operations), PIS (Social Integration Program Tax), COFINS (Tax for Social Security Financing) and others totaling a probable loss of R$10,345 .

IPI Export Incentive - Decree Law No. 491/69

Sadia S.A., successor of the merged companies Sadia Concórdia S.A. and Frigobrás Companhia Brasileira de Frigoríficos S.A., has been claiming through judicial proceedings the benefit of the IPI export incentives, under Decree Law No. 491/69, for the period from 1981 to 1990.

In May 2002, Sadia Concórdia and Frigobrás obtained final non-appealable decisions from the Regional Federal Court of the 1st Region, based on the decision of unconstitutionality handed down at the Plenary Meeting of the Federal Supreme Court - STF. Based on these decisions and on the opinion of legal advisors that there is no possibility of appealing on the part of the Federal Government, the Company recognized the tax credit referring to the legal action involving Sadia Concórdia and Frigobrás.

The Company is still awaiting the judgment of the judicial proceeding involving Frigobrás for the period from December 1988 to October 1990 in order to recognize the corresponding tax credit.

Civil litigation

Represents principally proceedings involving claims for indemnification for losses and damages, including pain and suffering, arising from work-related accidents and consumer relations in the amount of R$10,588 and several civil claims in connection with issues related to poultry genetics in the amount of R$8,222 at June 30,2004.

Labor claims

There are approximately 1,750 labor claims against the Company. These claims involve mainly the payment of overtime, and health exposure or hazard premiums , none of them involving a significant amount on an individual basis.

13      Income and social contribution taxes

Income and social contribution taxes were calculated at applicable rates, as shown below:

a.  Reconciliation of expenses related to income and social contribution taxes

 

Parent company

Consolidated

06/30/2004

06/30/2003

06/30/2004

06/30/2003

Income before taxation/profit sharing

258,968

207,195

265,745

197,111

Interest on shareholders' equity

(51,349)

(47,074)

(51,349)

(47,074)

Income before income and social contribution taxes

207,619

160,121

214,396

150,037

Income and social contribution taxes at nominal rate

(70,590)

(54,441)

(72,895)

(51,013)

Adjustment to calculate the effective rate

 

 

 

 

Permanent differences :

 

 

 Equity in earnings of subsidiaries

(9,872)

48,856

(10,882)

46,043

 Interest on shareholders' equity of subsidiaries

-

-

-

684

 Others

2,937

(3,579)

2,992

(4,970)

Provision for income and social contribution taxes on foreign subsidiary

13,502

(5,508)

13,502

(5,508)

Income and social contribution taxes at effective rate

( 64,023 )

( 14,672 )

( 67,283 )

( 14,764 )

b.  Composition of deferred income and social contribution taxes

 

Parent company

Consolidated

06/30/2004

03/31/2004

06/30/2004

03/31/2004

Assets

 

 

 

 

Deferred taxes :

 

 

 

 

 Provision for contingencies

28,136

27,830

28,136

27,830

 Provision for deferred taxes on exchange   variation

9,547

9,252

9,547

9,252

 Provision for loss on property, plant and equipment

5,528

5,557

5,528

5,557

 Employees' profit sharing

8,611

4,929

8,611

4,929

 Allowance for doubtful accounts

2,845

2,580

2,845

2,580

 Tax losses and negative basis of social contribution on foreign results

22,663

28,707

22,663

28,707

 Summer plan depreciation

4,235

4,395

4,235

4,395

 Others

2,245

2,245

3,751

4,354

 Employees' benefit plan

24,435

24,435

24,435

24,435

 

Total deferred tax assets

108,245

109,930

109,751

112,039

 

Short-term portion, net

41,467

41,467

41,467

41,467

Long-term portion, net

66,778

68,463

68,284

70,572

 

Liabilities

Deferred taxes :

Depreciation - Rural activity

10,253

9,802

10,253

9,802

 

Total deferred tax liability

10,253

9,802

10,253

9,802

Total taxes, net

97,992

100,128

99,498

102,237

14     Shareholders' equity

a. Capital

Subscribed and paid-in capital is represented by the following shares with no par value, at June 30, 2004 and March 31, 2004 :

Common shares

257,000,000

Preferred shares

426,000,000

Total shares

683,000,000

Preferred shares in treasury

( 304,288 )

Total outstanding shares

682,695,712

b.  Changes in shareholders' equity

 

Capital

Profit reserves

Treasury stock

Retained earnings

Total

Balances as of December 31, 2003

1,000,000

470,450

(198)

24,932

1,495,184

 Net income for the quarter

-

-

-

127,729

127,729

Balances as of March 31, 2004

1,000,000

470,450

(198)

152,661

1,622,913

 Interest on shareholders' equity

-

-

-

(51,349)

(51,349)

 Net income for the quarter

-

-

-

67,216

67,216

Balances as of June 30, 2004

1,000,000

470,450

(198)

168,528

1,638,780

c. Treasury stock

The Company's treasury stock consists of 304 lots of 1,000 preferred shares for future sale and/or cancellation.

d. Market value

The market value of Sadia S.A., shares according to the 2004 average quotation of shares negotiated on the São Paulo Stock Exchange - BOVESPA, corresponded to R$4,050 per thousand shares at June 30, 2004 (R$4,160 at March 31, 2004). Net equity on that date was R$2,400.45 per thousand shares (R$2,377.21 at March 31, 2004).

e. Interest on shareholders' equity

In a meeting held on June 30, 2004, the Supervisory Board of Sadia authorized payment of interest on shareholders' equity in the amount of R$ 0,07080 for each common share and R$ 0,07788 for each preferred share, gross of income tax at source. This interest will be attributed to the shareholders as prepayment and on account of the result for the current year, and is computed in the calculation for the minimum compulsory dividend that will be approved in the next Ordinary General Meeting.

15      Financial income (expenses), net

 

Parent company

Consolidated

 

06/30/2004

06/30/2003

06/30/2004

06/30/2003

Financial expenses

 

 Interest

(114,693)

(151,647)

( 183,299)

(159,277)

 Monetary variations - Liabilities

( 26,198)

( 634)

( 32,797)

( 585)

 Exchange variations - Liabilities

(100,560)

287,531

( 122,935)

283,513 

 Others

( 27,964 )

( 24,912 )

( 39,432 )

( 23,352 )

 

( 269,415 )

110,338

( 378,463 )

100,299

Financial income

 Interest

81,797

130,995

86,305

192,240

 Monetary variations - Assets

5,351

2,742

7,297

1,103

 Exchange variations - Assets

99,888

(286,382)

91,131

(188,766)

 Others

9,358

10,852

15,501

15,725

 

196,394

( 141,793 )

200,234

20,302

 

( 73.021 )

( 31.455 )

( 178.229 )

120.601

16      Risk management and financial instruments

Company operations are exposed to market risks, principally in relation to exchange rate variations, credit risk and grain purchase prices. These risks are permanently monitored by specific committees, composed of members of the Board of Directors , who are responsible for defining the Board's risk management strategy by determining the position and exposure limits.

a. Exchange rate risk

The exchange rate risk for loans, financing and any other payables denominated in foreign currency is hedged by short-term investments denominated in foreign currency and by derivative financial instruments, such as rate swaps (dollar to CDI) , and future market agreements, in addition to receivables in U.S. dollars from exports, which also reduce exchange variations by serving as a "natural hedge".

The Company, within its hedge strategy, uses currency futures contracts (US dollars and Euros), as a form of mitigating exchange rate risks on approximately 50% of the current and future receivables, for the six-month period, arising from billing in foreign currency. The nominal amounts of these contracts are not recorded in the quarterly information.

With the objective of providing better presentation, as from June 30, 2004, the results of the operations in the currency futures market, realized and not financially settled, are recorded in the quarterly information in "Amounts receivable from futures contracts" and "Amounts payable for futures contracts", previously recorded as short-term financial investments, and loans and financing, respectively.

Unearned income from contracted operations with future maturities is not recognized in the accounting. The market value of these contracts, if they were settled at June 30, 2004, would give rise to a negative result of approximately R$5,500.

Consolidated

 

06/30/2004

03/31/2004

Assets and liabilities in foreign currency

 Cash and short-term investments

1,481,790

1,169,212

 Amounts receivable from futures contracts

5,296

34,405

 Trade accounts receivable

192,612

302,952

 Suppliers

( 28,449)

( 25,091)

 Loans and financing

(1,918,977)

(1,857,113)

 Amounts payable for futures contracts

( 3,386)

( 5,451)

 Swap contracts (dollar for CDI)

865,799

982,445

594,685

601,359

Consolidated hedge contracts outstanding at June 30, 2004 with their respective payment schedules are as follows:

Derivative instruments

Position

Payment schedule

 

06.30.2004

2004

2005

2006

2007

Others

Currency swap contracts

Base value - R$

865,799

281,878

417,188

144,449

12,908

9,376

Base value - US$

302,930

95,161

147,302

52,963

4,347

3,157

Receivables/payables

 Asset

147,582

25,071

77,295

44,011

698

507

 Liability

(188,360)

(39,560)

(93,201)

(55,089)

(295)

(215)

Rate swap contracts

Base value - R$

201,987

201,987

-

-

-

-

Base value - US$

65,000

65,000

-

-

-

-

Amount payable

917

917

-

-

-

-

Futures contracts - US dollars

Long position - US$

15,000

15,000

-

-

-

-

Short position - US$

409,000

355,500

53,500

-

-

-

Futures contracts - Euros

Short position

40,000

40,000

-

-

-

-

5,000

5,000

-

-

-

-

Future market contracts

Receivable

5,296

5,296

Payable

(3,386)

(3,386)

-

-

-

-

b. Credit risk

The Company is potentially exposed to credit risk in relation to its trade accounts receivable, long and short-term investments and derivative instruments. The Company limits the risk associated with these financial instruments by subjecting them to the control of highly rated financial institutions that operate within the limits pre-established by the credit and financing committees.

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 accounts receivable.

An allowance for doubtful accounts was established for the receivable where management considers that there exists a risk of it not being received. The expenses with doubtful receivable totaled R$5,420 in the period ended June 30, 2004 (R$3,737 at June 30, 2003).

As a way of reducing its credit risk and financial indebtedness, the Company maintains operations for obtaining a line of revolving credit in the amount of up to US$70 million, through assignment of receivables from the Company's exportations and the cost of the operation is an average interest rate of 1% p.a. + LIBOR. As a form of eliminating credit risks (client and country), it has taken out credit insurance, covering 90% of the payments to the banks in case of default. In June 2004, the assigned amount of receivables amounted to approximately US$70,000.

In addition, a Credit Rights Investment Fund (FIDC ) was established in the domestic market ,managed by Concórdia S.A. Corretora de Valores Mobiliários, Câmbio e Commodities .It has a total paid-in shareholders' equity of R$150,000, with the following interests: R$120,000 by Banco Rabobank, R$20,000 by Fundação Attilio Fontana and R$10,000 by Sadia S.A., whose resources are allocated to the acquisition of Sadia S.A. domestic market receivables with a discounted cost equivalent to 95% of the CDI per senior quota.

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 fodder 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 a risk management strategy based on its inventory policy through physical control, which includes advanced purchases in advance in harvest periods aligned with future market operations.

d.  Estimated market values

Financial assets and liabilities are presented in the quarterly financial information balance sheet at cost plus accrued income and expenses and are stated according to their corresponding expected realization or settlement.

The market value of the derivatives at December June 30, 2004 , estimated based on market price quotations for similar contracts, approximated corresponding book values. Estimated market values of financial instruments as compared to accounting balances are presented in the table below:

 

Consolidated

06/30/2004

03/31/2004

Book value

Market value

Book value

Market value

Cash and cash equivalents

446,024

446,024

137,716

137,716

Short-term investments - Local currency

1,224,118

1,224,118

1,179,812

1,179,812

Short-term investments - Foreign currency

1,324,558

1,339,063

1,151,076

1,164,803

Trade accounts receivable

371,530

371,530

471,432

471,432

Loans and financing

3,254,783

3,249,120

2,925,940

2,925,940

Suppliers

498,334

498,334

417,047

417,047

Futures contracts, net

1,910

1,910

28,954

28,954

e. Financial indebtedness

Financial indebtedness comprises financial assets (cash, banks and short-term investments) and financial liabilities (loans), adjusted by the nominal values of currency exchange contracts (dollar vs.CDI) in the amount of R$550,017 (R$43 6,636 at March 31, 2004 ) in the short-term and R$315,782 (R$545 ,809 at March 31, 2004 ) in the long-term, as shown below:

 

Consolidated

 

06/30/2004

03/31/2004

 

 

 

Net

 

 

Net

 

Assets

Liabilities

balance

Assets

Liabilities

balance

Short-term

Local currency

1,492,887

1,512,813

(19,926)

1,280,740

871,370

409,370

Foreign currency

1,154,144

312,474

841,670

1,062,340

369,348

692,992

 

 

2,647,031

1,825,287

821,744

2,343,080

1,240,718

1,102,362

Long-term

Local currency

20,023

688,792

(668,769)

18,652

1,174,451

(1,155,799)

Foreign currency

332,942

744,090

( 411,148 )

141,277

510,771

( 369,494 )

 

 

352,965

1,432,882

( 1,079,917 )

159,929

1,685,222

( 1,525,293 )

 

Net debt

2,999,996

3,258,169

( 258,173 )

2,503,009

2,925,940

( 422,931 )

17     Employees' profit sharing

The Company concedes to its employees  profit sharing plans , which depend on attaining specific targets, established and agreed to at the beginning of each year. At March 31, 2004, the Company changed the classification of the employees' profit sharing, recording it as other operating results. With the objective of providing better comparability, the amount recorded at June 30, 2003 in the amount of R$10,599 under Parent company and R$ 11,090 under Consolidated were reclassified in the same account.

18      Insurance (not reviewed)

The Company and its subsidiaries have adopted a policy of maintaining insurance coverage at levels that management considers adequate to cover any risks related to liability or damages involving their assets. Due to the characteristics of the operations carried out in multiple locations, the management takes out insurance for maximum possible loss in a single event, which covers fire, comprehensive general liability and miscellaneous risks (storms, lightning and floods). The Company also takes out insurance for the transportation of goods, personal injury and vehicles.

19      Related party transactions 

Transactions with related parties are represented mainly by commercial sales from the parent company to the subsidiaries and are performed at normal market prices and under conditions similar to those with third parties. Intercompany balances presented in the balance sheets and income statements as of June 30, 2004 and March 31, 2004 are set out below.

 

06/30/2004

03/31/2004

Accounts receivable

 Laxness F. C. P. A. S.A.

573.931

533,709

 Sadia International Ltd .

10.267

24,720

 Sadia Alimentos S.A.

1.267

935

 Sadia Uruguay S.A.

600

556

 Sadia Chile S.A.

1.610

779

587,675

560,699

Interest on shareholders' equity

 Concórdia C.V.M.C.C.

-

1,710

 

-

1,710

Loan agreements

 Sadia International Ltd.

33,269

30,217

 Rezende Óleo Ltda.

824

823

 Concórdia C.V.M.C.C.

3

-

 Rezende Marketing e Comunicação Ltda.

53

53

34,149

31,093

Advances from clients

 Sadia International Ltd.

( 9,555 )

( 8,922 )

( 9,555 )

( 8,922 )

 

 

06/30/2004

06/30/2003

Sales

Laxness F.C. P.A.S.A.

1,032,921

583,138

Sadia International Ltd.

42,186

232,617

Sadia Chile S.A.

4,508

4,354

Sadia Alimentos S.A.

3,611

-

Sadia Uruguay S.A.

2,311

1,736

Sadia Argentina S.A.

-

1,463

1,085,537

823,308

Financial result - Net

 Sadia International Ltd.

2,306

( 3,772)

20      Private pension plan

a. Social security plan

The Company and its subsidiary Concórdia S.A. C.V.M.C.C. are the sponsors of a defined contribution social security plan for employees managed by the 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 on the same base date and in accordance with the rates applicable to the main activity category of the Company, discounting real gains.

The actuarial system is that of capitalization for supplementary retirement and pension benefits and of simple apportionment for the 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 the Fundação Attilio Francisco Xavier Fontana.

At June 30, 2004 and 2003, the parent company contributions totaled R$970 and R$900 respectively, and for the consolidated contributions, R$986 and R$911 .

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 June 30, 2004 the foundation had a total of 25,328 participants (25,943 in March 31, 2004 ), of which 21,969 were active participants (22,625 in March 31, 2004 ).

b. Defined contribution plan

As from January 1, 2003, the Company began to adopt a new supplementary social security plans under the defined contribution modality 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. The contributions made by the Company at June 30 , 2004 and 2003 totaled R$594 and R$201 respectively.

c. Employee benefit plan

In addition to the pension plan, the Company 's human resources policy addresses offers the following benefits:

•  Payment of the penalty in connection with the Government Severance Indemnity Fund for Employees upon retirement;

•  Payment of a bonus for time of service;

•  Payment of indemnification for termination of service ; and

•  Payment of indemnification for retirement.

These benefits are due to a in one single payment upon the employee's retirement or termination of service, and the amounts are computed by actuarial calculations.

21      Additional information

The statements of cash flow and added value are presented as additional information to the financial information.

a. Statement of cash flow

The statement of cash flow was prepared by the indirect method based on accounting records in accordance with the instructions established in the NPC 20 of the Brazilian Institute of Independent Auditors - ( IBRACON ).

 

Parent company

Consolidated

 

06/30/2004

06/30/2003

06/30/2004

06/30/2003

Net income for the period

194,945

192,523

198,530

182,751

Adjustments to reconcile net income to cash
generated by operating activities:

 Variation in minority interest

68

( 421)

 Accrued interest, net of paid interest

77,742

(100,126)

100,390

(85,588)

 Depreciation, amortization and depletion allowances

64,565

63,829

64,908

64,360

 Equity in income of subsidiaries

29,036

(143,693)

(45,960)

66,910

 Deferred taxes

36,221

6,355

37,306

4,845

 Contingencies

2,519

8,242

2,669

9,713

 Disposal of permanent assets

803

4,885

798

10,927

Variation in operating assets and liabilities:

 Trade notes receivable

35,985

184,887

114,984

14,019

 Inventories

(210,771)

24,838

(212,662)

10,477

 Recoverable taxes, prepaid expenses and others

( 22,226)

(23,144)

24,079

(96,301)

 Assets for sale

( 659)

8,366

(658)

8,366

 Judicial deposits

280

(2,573)

280

(2,574)

 Suppliers

124,331

79,138

120,485

77,866

 Advances from customers

( 3,842)

(4,490)

46

1,363

 Taxes payable, salaries payable and others

( 116,873 )

( 17,133 )

( 68,882 )

( 22,323 )

 

 

 

 

 

Net cash generated by operating activities

212,056

281,904

336,381

244,390

Investment activities:

 Funds from the sale of permanent assets

1,142

4,843

1,200

4,843

 Investments in subsidiaries

( 708)

( 1,190)

-

-

 Purchase of property, plant and equipment

( 99,676)

( 28,754)

( 100,322)

( 29,544)

 Short-term investments

(681,589)

(814,415)

(1,583,957)

(1,713,196)

 Redemption of investments

541,577

899,012

1,466,390

1,689,776

Net cash from investment activities

(239,254)

59,496

(216,689)

(48,121)

Loans:

 Loans received

822,016

892,203

988,320

1,391,591

 Loans repaid

(509,845)

(1,192,302)

(804,720)

(1,511,122)

 Dividends paid

( 87,671 )

( 62,729 )

( 87,671 )

( 62,729 )

 

Net cash from loans

224,500

(362,828)

95,929

(182,260)

Cash at beginning of year

91,130

131,850

230,403

142,983

Cash at end of year

288,432

110,422

446,024

156,992

 

Net increase (decrease) in cash

197.302

( 21.428 )

215.621

14.009

b. Statement of consolidated added value

The statement of added - value statement presents generation and distribution of revenues as presented in the statement of income for the period. These revenues were basically distributed among human resources, third-party capital, government and shareholders.

The statement of added-value was prepared based on the model provided by the Institute for Accounting, Actuarial and Financial Research of the University of São Paulo.

 

Consolidated

 

30/06/04

30/06/04

Revenues/Income

3,570,983

2,601,040

- Revenues generated by operations

3,391,218

2,667,638

  Sale of products, goods and services

3,391,218

2,667,638

- Income from third parties

179,765

( 66,598 )

  Other operating results

2,448

( 12,708)

  Financial income

133,667

20,303

  Equity pickup

45,960

( 66,910)

  Other nonoperating results

( 2,310)

( 7,283)

Raw materials acquired from third parties

(1,540,344)

(1,399,324)

Services rendered by third parties

( 607,550 )

( 489,897 )

Added value to be distributed

1,423,089

711,819

Distribution of added value

1,423,089

711,819

- Human resources

379,614

296,641

- Interest on third-party capital

296,283

( 114,134)

- Government

478,402

278,868

  ICMS

253,276

184,729

  PIS/COFINS

141,356

64,354

  Income and social contribution taxes

67,283

14,764

  CPMF and others

16,487

15,021

- Shareholders (Dividends)

51,349

47,074

- Retention

217,441

203,370

  Depreciation/Amortization/Depletion

64,908

64,360

  Retained profits

147,113

135,273

  Others

5,420

3,737

Sadia S.A. and subsidiaries

Board of Directors
Romano Ancelmo Fontana Filho Chairman
Osório Henrique Furlan  Member
Walter Fontana Filho  Member
Sérgio Fontana dos Reis Member
Marise Pereira Fontana Cipriani  Member
Alcides Lopes Tápias Member
Vicente Falconi Campos Member
Roberto Faldini Member
Everaldo Nigro dos Santos Member
Francisco Silverio Morales Cespede Member
Norberto Fatio  Member

 

Officers
Walter Fontana Filho Chief Executive Officer
Eduardo Fontana D'Ávila Industrial Director
Gilberto Tomazoni Marketing and Sales Director
Luiz Gonzaga Murat Júnior Chief Financial Officer and Investor Relations Director
Flávio Riffel Schmidt Information Technology Director
Alfredo Felipe da Luz Sobrinho Institutional and Legal Relations Director
Adilson Serrano Silva  Human Resources Director
Alexandre de Campos International Sales Director
Antonio Paulo Lazarretti Development of Processes and Products Director
Artêmio Fronza Grain and Fodder Purchase Director
Flávio Luis Fávero Industrialized Production Director
Gilberto Meirelles Xandó Baptista  Marketing Director
Guilhermo Henderson Larrobla International Sales Director - Middle East
Paulo Francisco Alexandre Striker

 Logistics Director

Roberto Banfi  International Sales Director
Ronaldo Korbag Muller Poultry Production Director
Sérgio Carvalho Mandin Fonseca Sales Director
Valmor Savoldi

Supply Director

Cláudio Lemos Pinheiro Corporate Controllership Manager
Jairo Aldir Wurlitzer Accounting Manager CRC/SC 13.937
Giovanni F. Lipari Accountant CRC 1SP201389/0-7