EX-13.3 11 ex133_5.htm EXHIBIT 13.3


Graphics

São Paulo Corporate Towers

Av. Presidente Juscelino Kubitschek, 1,909

Vila Nova Conceição

04543-011 - São Paulo – SP - Brazil

 

Phone:          +55 11 2573-3000

ey.com.br

A free translation from Portuguese into English of independent auditor’s report on combined consolidated financial statements prepared in Brazilian currency in accordance with accounting practices adopted in Brazil and the International Financial Reporting Standards (IFRS)

 

 

To the

Board of Directors and Shareholder of

Raízen Energia S.A. e Raízen Combustíveis S.A.

 

Opinion

 

We have audited the combined consolidated financial statements of Raízen Energia S.A. and Raízen Combustíveis S.A. (the “Group”), which comprise the combined consolidated of statement of financial position as of March 31, 2021, and the statements of income, of comprehensive income, of changes in equity and cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies.

 

In our opinion, the accompanying combined consolidated financial statements present fairly, in all material respects, the combined consolidated financial position of the Group as of March 31, 2021, and its combined consolidated financial performance and cash flows for the year then ended in accordance with the accounting practices adopted in Brazil and with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB).

 

Basis for opinion

 

We conducted our audit in accordance with Brazilian and International Standards on Auditing.

Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the combined consolidated financial statements section of our report. We are independent of the Group in accordance with the relevant ethical principles set forth in the Code of Professional Ethics for Accountants, the professional standards issued by the Brazil’s National Association of State Boards of Accountancy (CFC) and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

 

Emphasis of matter

 

Basis of preparation and presentation of the combined consolidated financial statements and restriction on distribution or use

 

We draw attention to Note 2.2 to the combined consolidated financial statements, which describes the basis of preparation and presentation of combined consolidated financial statements. The combined consolidated financial statements have been prepared for the purpose of allowing the shareholders and management of Raízen Group to assess the combined financial position of the Group as of March 31, 2021, and its combined financial performance for the year then ended. Consequently, the combined consolidated financial statements may not be suitable for another purpose. Our opinion is not modified with respect of this matter.

 


Other matters

 

Financial statements of prior year examined by another independent auditor

 

The audit of the combined consolidated financial statements as of March 31, 2020, presented for comparison purposes, were performed under the responsibility of other independent auditor, who issued an unmodified audit report dated June 05, 2020.

 

Responsibilities of management and those charged with governance for the combined consolidated financial statements

 

Management is responsible for the preparation and fair presentation of the combined consolidated financial statements in accordance with the accounting practices adopted in Brazil and with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), and for such internal control as management determines is necessary to enable the preparation of financial statements that are free of material misstatement, whether due to fraud or error.

 

In preparing combined consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

 

Those charged with governance are responsible for overseeing the Group’s financial reporting process.

 

Auditor’s responsibilities for the audit of the combined consolidated financial statements

 

Our objectives are to obtain reasonable assurance about whether the combined consolidated financial statements as a whole are free of material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Brazilian and International standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these combined consolidated financial statements.

 

As part of an audit in accordance with Brazilian and International Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

 

  • Identified and assessed the risks of material misstatement of the combined consolidated financial statements, whether due to fraud or error, designed and performed audit procedures responsive to those risks, and obtained audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 

  • Obtained an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

 

  • Evaluated the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

 


  • Concluded on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the combined consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

 

  • Evaluated the overall presentation, structure and content of the financial statements, including the disclosures, and whether the combined consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

 

  • Obtained sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the combined consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

 

We communicate with those charged with governance regarding, among other matters, the scope and timing of the planned audit procedures and significant audit findings, including deficiencies in internal control that we may have identified during our audit.

 

 

São Paulo, May 29, 2021.

ERNST & YOUNG

Auditores Independentes S.S.

CRC-2SP034519/O-6

 

Original report in Portuguese signed by

Uilian Dias Castro de Oliveira

Contador CRC-1SP223185/O-3

 


Raízen Group

 

Combined consolidated statements of financial position as of March 31  

In thousands of Reais – R$

  

 

Note

 

2021

 

2020

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

3

 

6,512,805

 

8,601,660

Securities

4

 

134,940

 

39,145

Restricted cash

5

 

1,065,183

 

211,070

Derivative financial instruments

27

 

3,248,855

 

5,016,307

Trade accounts receivable

6

 

3,860,577

 

2,950,341

Inventories

7

 

5,617,048

 

5,435,170

Biological assets

8

 

1,353,185

 

897,315

Recoverable income tax and social contribution

19.b

 

346,563

 

778,694

Recoverable taxes

9

 

2,540,396

 

2,334,998

Other financial assets

10

 

37,633

 

314,273

Related parties

11

 

783,362

 

787,819

Assets from contracts with clients

12

 

475,045

 

475,305

Other receivables

 

 

638,815

 

472,953

Total current assets

 

 

26,614,407

 

28,315,050

Non-current assets

 

 

 

 

 

Trade accounts receivable

6

 

372,565

 

346,996

Derivative financial instruments

27

 

3,264,107

 

3,128,089

Other financial assets

10

 

226,690

 

258,768

Recoverable income tax and social contribution

19.b

 

326,033

 

541,797

Recoverable taxes

9

 

1,428,342

 

967,419

Related parties

11

 

1,273,403

 

1,264,924

Deferred income tax and social contribution

19.d

 

2,412,174

 

1,279,947

Judicial deposits

20

 

521,627

 

471,753

Assets from contracts with clients

12

 

2,255,452

 

2,091,860

Other receivables

 

 

406,314

 

371,982

Investments

13

 

1,317,291

 

1,325,210

Property, plant and equipment

14

 

17,726,612

 

17,160,022

Intangible assets

15

 

3,154,712

 

2,976,155

Right of use

17

 

5,745,627

 

5,099,396

Total non-current assets

 

 

40,430,949

 

37,284,318

Total assets

 

 

67,045,356

 

65,599,368

 

See the accompanying notes to the combined consolidated financial statements



Grupo Raízen

 

Combined consolidated statements of financial position as of March 31

In thousands of Reais - R$                                                                                                                                                                                        (Continued)

 

 

Note

 

2021

 

2020

Liabilities

 

 

 

 

 

Current liabilities

 

 

 

 

 

Suppliers

16

 

10,911,172

 

10,227,015

Lease liabilities

17

 

1,150,239

 

1,174,750

Loans and financing

18

 

2,222,350

 

5,334,083

Related parties

11

 

1,509,070

 

1,494,946

Derivative financial instruments

27

 

4,105,942

 

3,640,357

Payroll and related charges payable

 

 

655,921

 

627,503

Income tax and social contribution payable

19.c

 

234,909

 

229,094

Taxes payable

 

 

539,485

 

444,895

Dividends and interest on own capital payable

22.b

 

208,178

 

95,542

Advances from clients

6

 

471,042

 

239,546

Other liabilities

 

 

596,755

 

1,844,487

Total current liabilities

 

 

22,605,063

 

25,352,218

Non-current liabilities

 

 

 

 

 

Lease liabilities

17

 

3,924,955

 

3,236,998

Loans and financing

18

 

22,222,123

 

19,993,287

Related parties

11

 

1,414,752

 

1,040,355

Derivative financial instruments

27

 

292,905

 

108,123

Taxes payable

 

 

187,788

 

186,649

Provision for legal disputes

20

 

1,575,811

 

1,558,883

Deferred income tax and social contribution

19.d

 

1,797,488

 

1,903,225

Other liabilities

 

 

526,079

 

489,527

Total non-current liabilities

 

 

31,941,901

 

28,517,047

Total liabilities

 

 

54,546,964

 

53,869,265

Equity

22

 

 

 

 

Attributable to controlling shareholders

 

 

12,129,956

 

11,364,386

Interest of non-controlling shareholders

 

 

368,436

 

365,717

Total equity

 

 

12,498,392

 

11,730,103

Total liabilities and equity

 

 

67,045,356

 

65,599,368


See the accompanying notes to the combined consolidated financial statements.

 


 

Raízen Group

 

Years ended March 31

In thousands of Reais – R$

 

 

Note

 

2021

 

2020

 

2019

Net operating revenue

23

 

114,601,988

 

120,580,550

 

103,973,038

Cost of products sold and services provided

24

 

(106,608,028)

 

(113,308,678)

 

(98,008,548)

Gross income

 

 

7,993,960

 

7,271,872

 

5,964,490

Operating revenue (expenses)

 

 

 

 

 

 

 

Selling  

24

 

(3,345,443)

 

(3,090,163)

 

(2,526,598)

General and administrative

24

 

(1,330,703)

 

(1,236,494)

 

(1,152,093)

Other operating revenue, net

25

 

386,717

 

2,147,313

 

1,251,968

Equity accounting result

13

 

(81,687)

 

(15,790)

 

30,987

 

 

 

(4,371,116)

 

(2,195,134)

 

(2,395,736)

Income before financial results and income tax and social contribution

 

 

3,622,844

 

5,076,738

 

3,568,754

Financial results

26

 

 

 

 

 

 

Financial expenses

 

 

(1,699,980)

 

(1,973,633)

 

(1,470,934)

Financial income

 

 

533,137

 

535,978

 

610,293

Net exchange variation

 

 

(1,432,041)

 

(4,081,951)

 

(781,306)

Net effect of derivatives

 

 

1,182,683

 

3,904,385

 

850,327

 

 

 

(1,416,201)

 

(1,615,221)

 

(791,620)

Income before income tax and

   social contribution

 

 

2,206,643

 

3,461,517

 

2,777,134

Income tax and social contribution

19.a

 

 

 

 

 

 

Current

 

 

(1,464,604)

 

(1,345,792)

 

(548,245)

Deferred

19.d

 

804,802

 

279,992

 

6,226

 

 

 

(659,802)

 

(1,065,800)

 

(542,019)

Net income for the year

 

 

1,546,841

 

2,395,717

 

2,235,115

Attributable to:

 

 

 

 

 

 

 

Group’s controlling shareholders

 

 

1,524,474

 

2,252,517

 

2,176,437

Group’s non-controlling shareholders

 

 

22,367

 

143,200

 

58,678

 

 

 

1,546,841

 

2,395,717

 

2,235,115


See the accompanying notes to the combined consolidated financial statements.

 

 


Raízen Group

 

Years ended March 31

(In thousands of reais – R$)

 

 

 

2021

 

2020

 

2019

Net income for the year

 

1,546,841

 

2,395,717

 

2,235,115

Comprehensive income

 

 

 

 

 

 

Items that will not be reclassified to statement of income

 

 

 

 

 

 

Actuarial gain (loss), net

 

3,207

 

2,436

 

(1,524)

Deferred taxes on actuarial gain (loss) (Note 19.d.1)

 

(982)

 

(608)

 

511

 

 

2,225

 

1,828

 

(1,013)

Items that are or may be reclassified to statements of income or loss

 

 

 

 

 

 

Income (loss) from financial instruments designated

 

 

 

 

 

 

as hedge accounting (Note 27.e)

 

(1,895,844)

 

(687,937)

 

(420,485)

Loss from net investment hedge in foreign entity

 

-

 

(15,071)

 

(54,235)

    Deferred taxes on adjustments (Note 19.d.1)

 

644,587

 

239,023

 

161,405

Effect of foreign currency translation effect

 

650,345

 

1,000,288

 

(102,591)

 

 

(600,912)

 

536,303

 

(415,906)

Other components of the comprehensive income (loss) for the year

 

(598,687)

 

538,131

 

(416,919)

 

 

 

 

 

 

 

Total comprehensive income for the year

 

948,154

 

2,933,848

 

1,818,196

Attributable to:

 

 

 

 

 

 

Group’s controlling shareholders

 

925,787

 

2,790,644

 

1,759,518

Group’s non-controlling shareholders

 

22,367

 

143,204

 

58,678

 

 

948,154

 

2,933,848

 

1,818,196

  

See the accompanying notes to the combined consolidated financial statements.

 


 

Raízen Group

 

Years ended March 31

In thousands of Reais – R$

 

 

 

Attributable to the Group’s shareholders

 

Interest of non-controlling shareholders

 

Total equity (*)

Balances at March 31, 2020

 

11,364,386

 

365,717

 

11,730,103

Comprehensive income (loss) for the year

 

 

 

 

 

 

Net income for the year

 

1,524,474

 

22,367

 

1,546,841

Actuarial gain, net

 

2,225

 

-

 

2,225

Net loss with financial instruments designated as hedge accounting

 

(1,251,257)

 

-

 

(1,251,257)

Effect of foreign currency translation

 

650,345

 

 

 

650,345

Total comprehensive income for the year

 

925,787

 

22,367

 

948,154

Contributions (distributions) to the Group’s shareholders

 

 

 

 

 

 

Dividends allocated to holders of preferred shares

 

(5,266)

 

-

 

(5,266)

Dividends and interest on own capital

 

(156,256)

 

(19,648)

 

(175,904)

Other

 

1,305

 

-

 

1,305

Total distributions to the Group’s shareholders, net

 

(160,217)

 

(19,648)

 

(179,865)

Balances at March 31, 2021

 

12,129,956

 

368,436

 

12,498,392

 

(*) As disclosed in Note 1.d, the combined consolidated companies are not operated as a single legal entity.



Raízen Group  

 

Combined consolidated statements of changes in equity

Years ended March 31

In thousands of Reais - R$                                                                                                                                                                                        (Continued)

 

 

 

Attributable to the Group shareholders

 

Interest of non-controlling shareholders

 

Total equity (*)

Balances at March 31, 2019

 

11,115,876

 

276,128

 

11,392,004

Comprehensive income for the year

 

 

 

 

 

 

Net income for the year

 

2,252,517

 

143,200

 

2,395,717

Actuarial gain, net

 

1,824

 

4

 

1,828

Net loss with financial instruments designated as hedge accounting

 

(454,039)

 

-

 

(454,039)

Loss from net investment hedge in foreign entity

 

(9,946)

 

                           -

 

(9,946)

Effect of foreign currency translation

 

1,000,288

 

                           -

 

1,000,288

Total comprehensive income for the year

 

2,790,644

 

143,204

 

2,933,848

Contribution (distributions) to Group’s shareholders

 

 

 

 

 

 

Business combinations

 

-

 

4,162

 

4,162

Dividends allocated to holders of preferred shares

 

(1,460)

 

-

 

(1,460)

Dividends and interest on own capital

 

(2,525,497)

 

(54,304)

 

(2,579,801)

Other

 

(15,177)

 

(3,473)

 

(18,650)

Total distributions to the Group’s shareholders, net

 

(2,542,134)

 

(53,615)

 

(2,595,749)

Balances at March 31, 2020

 

11,364,386

 

365,717

 

11,730,103

 

(*) As disclosed in Note 1.e, the combined consolidated companies are not operated as a single legal entity.

 


Raízen Group  

 

Combined consolidated statements of changes in equity

Years ended March 31

In thousands of Reais - R$                                                                                                                                                                                           (Continued)

  

 

 

Attributable to the Group shareholders

 

Noncontrolling interests

 

Total equity (*)

Balances at March 31, 2018

 

11,607,394

 

225,730

 

11,833,124

Initial adoption of IFRS 9  

 

(2,641)

 

(41)

 

(2,682)

Balances at April 1, 2018

 

11,604,753

 

225,689

 

11,830,442

Comprehensive income (loss) for the year

 

 

 

 

 

 

Net income for the year

 

2,176,437

 

58,678

 

2,235,115

Actuarial loss, net

 

(1,013)

 

-

 

(1,013)

Net (loss) on financial instruments in net investment in foreign entity

 

(35,795)

 

 -  

 

(35,795)

Net loss with financial instruments designated as hedge accounting

 

(277,520)

 

-

 

(277,520)

Effect of foreign currency translation

 

(102,591)

 

-

 

(102,591)

Total comprehensive income for the year

 

1,759,518

 

58,678

 

1,818,196

Contribution (distributions) to Group’s shareholders

 

 

 

 

 

 

Capital increase

 

-

 

4,159

 

4,159

Business combinations

 

-

 

30,000

 

30,000

Dividends distributed to holders of preferred shares

 

(2,995)

 

-

 

(2,995)

Dividends and interest on own capital

 

(2,245,400)

 

(42,398)

 

(2,287,798)

Total distributions to Group’s shareholders, net

 

(2,248,395)

 

(8,239)

 

(2,256,634)

Balances at March 31, 2019

 

11,115,876

 

276,128

 

11,392,004

 

(*) As disclosed in Note 1.e, the combined consolidated companies are not operated as a single legal entity.

  

See the accompanying notes to the combined consolidated financial statements.

 


Raízen Group

 

Years ended March 31

In thousands of Reais – R$

 

 

2021

 

2020

 

2019

Cash flows from operating activities

 

 

 

 

 

Income before income tax and social contribution

2,206,643

 

3,461,517

 

2,777,134

Adjustments:

 

 

 

 

 

Depreciation and amortization (Note 24)

4,733,468

 

3,951,911

 

2,452,718

Amortization of assets from contracts with clients (Notes 12 and 23)

502,468

 

505,769

 

452,503

Change in the fair value and realization of gain or loss of biological assets fair value (Nota 24)

(441,222)

 

(12,881)

 

261,159

Equity accounting result (Note 13)

81,687

 

15,790

 

(30,987)

Gains on sales of property, plant and equipment (Note 25)

(82,188)

 

(104,690)

 

(113,400)

Net interest, inflation adjustments and exchange variation

2,707,328

 

4,830,837

 

1,277,753

Change in fair value of liabilities financial instruments (Notes 18 and 26)

(63,163)

 

229,969

 

213,303

Capital gain on dilution of ownership interest (Note 25)

-

 

-

 

(109,467)

Gain on the formation of joint venture (Note 13)

-

 

(1,078,714)

 

-

Loss on retirement of carbon credits (“CBIO”) (Note 25)

169,122

 

-

 

-

Loss (gain) with derivative financial instruments, net

502,613

 

(4,747,159)

 

(1,298,464)

Change in inventories fair value hedge (Notes 7 and 27.e)

(244,942)

 

234,927

 

(20,937)

Gain in bargain purchase (Note 25)

11,447

 

(219,921)

 

-

Net recognition of tax credits (Note 25)

(277,167)

 

(523,342)

 

(225,313)

Credits from indemnity suits (Notes 10 and 25)

(13,114)

 

-

 

(221,373)

Other

9,220


(17,943)

 

(218,022)

Changes in assets and liabilities

 

 

 

 

 

Trade accounts receivable and advances from clients

(145,953)

 

1,322,019

 

292,919

Inventories

239,876

 

(1,071,583)

 

418

Restricted cash

(889,250)

 

80,525

 

(127,125)

Assets from contracts with clients

(978,498)

 

(837,878)

 

(698,239)

Derivative financial instruments

(1,181,057)

 

1,575,896

 

96,277

Related parties

(172,882)

 

(97,633)

 

(25,813)

Suppliers and advances to suppliers

256,911

 

1,567,499

 

2,626,266

Recoverable and payable taxes, net

(567,250)

 

(1,036,128)

 

(538,682)

Payroll and related charges payable

23,269

 

72,606

 

(42,789)

Other assets and liabilities, net

(194,148)

 

(84,012)

 

(140,102)

Acquisition of CBIO

(154,644)

 

-

 

-

Payment of income tax and social contribution

(333,088)

 

(227,962)

 

(253,034)

Net cash generated by operating activities

5,705,486

 

7,789,419

 

6,386,703

Cash flow from investment activities

 

 

 

 

 

Payments for business combinations and investment additions (Note 13.b)

  (50,100)

 

(2,286,188)

 

(1,641,310)

Cash received on disposal of equity interest (Note 13)

 (19.599)

 

369,974

 

3,662

Derecognition of cash in the formation of joint venture and in the disposal of subsidiary (Note 10.c)

-

 

(16,186)

 

 

Redemption from (investments in) in securities, net

(95,795)

 

229,268

 

810,532

Additions to property, plant and equipment and intangible assets (Notes 14, 15 and 31)

(2,635,215)

 

(2,916,198)

 

(2,333,728)

Additions to biological assets (Notes 8 and 31)

(752,810)

 

(710,405)

 

(671,212)

Cash received upon disposal of property, plant and equipment

193,280

 

250,594

 

217,976

Dividends received from associates companies

-

 

1,034

 

-

Net cash flows used in investing activities

(3,321,041)

 

(5,078,107)

 

(3,614,080)

Cash flows from financing activities

 

 

 

 

 

Funding from third-party loans and financing

3,584,510

 

7,352,092

 

6,316,489

Amortizations of principal of third-party loans and financing

(5,897,175)

 

(3,529,607)

 

(4,181,945)

Payment of interest on third party loans and financing

(854,601)

 

(844,765)

 

(752,186)

Amortizations of third-party lease liabilities

(1,388,175)

 

(1,114,229)

 

 

Amortizations of intragroup lease liabilities

(171,358)

 

(145,737)

 

 

Net redemption of financial investments linked to financing

51,974

 

10,182

 

13,149

Payment of dividends, interest on own capital and preferred shares

(47,979)

 

(2,637,765)

 

(2,274,446)

Related parties and other

4,259

 

2,317

 

(2,015)

Net cash used in financing activities

(4,718,545)

 

(907,512)

 

(880,954)

(Decrease) increase in cash and cash equivalents

(2,334,100)

 

1,803,800

 

1,891,669

Cash and cash equivalents at beginning of year (Note 3)

8,601,660

 

5,740,037

 

3,663,168

Effect of exchange-rate change on cash and cash equivalents

245,245

 

1,057,823

 

185,200

Cash and cash equivalents at the end of the year (Note 3)

6,512,805

 

8,601,660

 

5,740,037

 

Supplementary information to the cash flows is shown in Note 31.


See the accompanying notes to the combined consolidated financial statements.

 


Grupo Raízen

 

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

1. Operations

 

The Raízen Group (the “Group”) is basically engaged in the following activities and comprise the following companies:

 

(a)           Raízen Energia S.A. and its subsidiaries (“Raízen Energia” or “RESA”):

 

RESA is a publicly held company enrolled in the Brazilian Securities and Exchange Commission (“CVM”) in Category B, headquartered at Avenue Brigadeiro Faria Lima, 4.100, 11° floor, Part V, Itaim Bibi, São Paulo/SP, Brazil. RESA was established on June 1, 2011 and is indirectly and jointly controlled by Royal Dutch Shell (“Shell”) and Cosan Limited (“Cosan”).

 

RESA and its subsidiaries are mainly engaged in producing, trading and sale sugar, ethanol and pellets, including abroad through subsidiaries, as well as in the co-generation of power produced from sugarcane bagasse at its 26 mills located in Brazil’s Central South Region, and through the power trading business. 

 

The planting of sugarcane requires a period from 12 to 18 months for maturation and the harvest usually begins between April and May every year and ends between November and December, period when sugar and ethanol are produced. The sale of production takes place throughout the year and is not subject to changes due to seasonality, only changes in the regular market supply and demand. Due to its production cycle, the fiscal year of RESA, as well as that of Raízen Combustíveis S.A. and, consequently, of Raízen Group, begins on April 1 and ends on March 31 of each year.

 

(b)          Raízen Combustíveis S.A. and its subsidiaries (“Raízen Combustíveis” or “RCSA”):

 

RCSA is a publicly-held company enrolled in the Brazilian Securities and Exchange Commission (“CVM”) in Category A, whose registration request was granted on May 28, 2021, and headquartered at Avenida Almirante Barroso, 81, 36º floor, room 36A104, in the city of Rio de Janeiro (RJ), Brazil. RCSA is jointly controlled indirectly by Shell and Cosan.

 

RCSA is mainly engaged in: (i) distributing and marketing oil and ethanol by-products, and of other fluid hydrocarbons and their by-products, under the Shell; (ii) trade of natural gas; (iii) importing and exporting of the abovementioned products; (iv) oil refining and production and sale of automotive and industrial lubricants through its Argentine subsidiaries; and (v) holding interest in other companies.

 

On November 1, 2019, RCSA and Femsa Comercio (“FEMCO”) received all the necessary approvals to form the joint venture, called as Rede Integrada de Lojas de Conveniências e Proximidade S.A (“Rede”). The details of this operation are described in Note 13.c.

 

Agreement for acquisition of Biosev S.A. ("Biosev")

 

On February 8, 2021, Raízen Group entered into an acquisition agreement with Biosev S.A. (“Biosev”) and Hédera Investimentos e Participações S.A. (“Hédera”), as the controlling shareholder of Biosev, among other parties, through which Raízen Group agreed to acquire up to 100% of the shares issued by Biosev, under the terms and conditions established in the referred to contract.

 

The acquisition involves exchange of shares, with issue of 3.5000% non-redeemable preferred shares without voting rights, 1.4999% of redeemable preferred shares at symbolic value and without voting rights, all issued by Raízen Group companies, amounting to R$ 3,600,000 and paid in cash.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

On March 18, 2021, the Brazilian Antitrust Council (CADE) definitively approved, without restrictions, the merger referring to the Raízen Group’s transaction with Biosev, after the 15-day period elapsed since its publication in the Federal Official Gazette, on March 2, 2021. As a result, the condition precedent related to CADE's approval was obtained.

 

The acquisition remains subject to the satisfaction of certain conditions established in the acquisition contract. Among others, the main condition still not concluded is related to Biosev that will need to conduct a corporate and financial indebtedness restructure.

 

(c)           Covid-19

 

In March 2020, the World Health Organization (WHO) declared the Covid-19 outbreak to be a pandemic. The government authorities of various countries, including Brazil, imposed virus containment restrictions. The Group implemented a contingency plan with the objective of preserving the health and integrity of its employees, in addition to ensuring the safety and continuity of its operations, since the sale and distribution of fuels are considered essential activities. 

 

In this scenario, the Group has been monitoring the effects on its business and on the assessment of the key critical accounting estimates and judgments, as well as on other balances with the potential to generate uncertainties and impacts on the financial statements. The most significant assessments and the main effects of the Covid-19 pandemic on the results of operations are as follows:

 

(i)                 Going concern assumption

The Group's financial statements were prepared and are disclosed considering the going concern assumption regarding its key activities.

(ii)               Impairment of non-financial assets and tax credits

The Group assessed the indications of impairment losses on nonfinancial assets and tax credits and concluded that, even with a potential reduction in cash flows and in expected statement of income for the 2021/22 harvest, the value in use of the cash-generating units continues to be significantly higher than the carrying amount, and, in the case of taxes, the expectation of the taxable base of the main taxes remains, in addition to the fact that most of the taxes do not have an expiry date for offsetting purposes.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

(iii)             Allowance for expected credit losses

The impairment losses associated with the credit risk on financial assets are calculated based on the future expectation of loss, considering the individual situation of the clients and of the economic group to which they belong. Considering that RCSA operates mostly with security interest from its clients and RESA operates mostly with large trading companies, carries out a careful credit analysis and when applicable requires cash advances for shipping of products, there was no significant additional recognition due to Covid-19.

(iv)             Net realizable value of inventories

The Group uses the estimated sales price in the ordinary course of business, net of selling expenses, as net realizable value assumption. Therefore, the decline in prices, mainly for ethanol in Brazil and oil products in Argentina, impacted by the drop in consumption caused by social isolation, resulted in a consolidated amount of provision for estimated losses on the realization of inventories of R$ 42,707 as of March 31, 2021.

(v)                Liquidity

During the pandemic period, the Group adopted a conservative strategy of maintaining liquidity levels above those normally adopted. Still during the year ended on March 31, 2021, the Company had access to various sources of financing, having raised funds in the international and domestic securities markets, in addition to the usual sources from financial institutions, in the amount of R$ 3,584,510. Furthermore, the Group had access to revolving credit facilities, credit lines that have not been used to date, totaling US$ 1 billion. In the year ended March 31, 2021, the Company received an upgrade in its credit rating by Moody’s to an investment grade and maintaining them for S&P and Fitch, as disclosed in Note 27.k.

 

The Group ended the fiscal year ended on March 31, 2021 with a consolidated cash of R$ 6,512,805, consolidated working capital (current assets less current liabilities) of R$ 4,009,344, and consolidated net income of R$ 1,546,841.

(vi)             Capex

The Group does not expect significant reductions or impacts on its recurring and operating investments for the 2021/22 harvest, but rather a rationalization of expansion projects not related to the Raízen Group's operating activities, which will be postponed to the coming years.

 

(vii)           Leases

There were no changes in the amounts previously recorded as right-of-use assets or lease liabilities as a result of a contractual modification related to Covid-19.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

(viii)         Contractual commitments

To date, there has been no enforcement either against or in favor of the Company on its agreements, whether through termination or force majeure provisions.

(d)           Other information

 

Currently, the synergy between RESA and RCSA gives the Raízen Group a unique position in the Brazilian and Latin American markets. The two companies complement each other, thus presenting the combined consolidated business is currently fundamental for the market to view Raízen Group as a whole. 

 

Although they are not organized as a group under article 265 of the Brazilian Corporation Law (“LSA”), the Raízen Group companies present these financial statements to present information that best reflects the generation of gross cash from its activities.

 

The combined consolidated financial statements of Raízen Group are presented exclusively for the purpose of providing, through a single set of financial statements, information relating to all activities of the Raízen Group, regardless of its corporate structure.

 

Therefore, these combined consolidated financial statements do not represent the individual or consolidated financial statements of an entity and its subsidiaries and should not be considered for purposes of calculating dividends, taxes or for other corporate purposes, nor can they be used as an indication of the financial performance that could be obtained if the entities considered in the combination had operated as a single independent entity or as an indication of the profit or loss from these entities’ operations for any year in the future. 

  


2.     Presentation of the financial statements and significant accounting policies

 

2.1.   Basis of preparation

 

The combined consolidated financial statements were prepared in accordance with accounting practices adopted in Brazil, which are in conformity with the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”), and evidence all relevant information specific to the financial statements, and only such information, which is consistent with that used for management of the Company.

 

Issue of these combined consolidated financial statements was authorized by management on May 29, 2021.

 

2.2.   Combination criteria 

 

These combined consolidated financial statements include the following entities: (i) Raízen Energia S.A. and its subsidiaries, and (ii) Raízen Combustíveis S.A. and its subsidiaries.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

In the combination, the balances receivable and payable, revenues, expenses and unrealized profits arising from transactions between those companies, where applicable, were eliminated.

 

The breakdown of assets and equity for the years ended March 31, 2021 and 2020, and profit or loss and other comprehensive income of the companies for the years ended March 31, 2021, 2020 and 2019, which are part of the combined consolidated financial information and the respective combined consolidated balances, eliminating related-party transactions, are presented below:

 

 

Total assets

 

Total equity

 

2021

 

2020

 

2021

 

2020

Raízen Energia S.A. and subsidiaries

43,529,876

 

44,900,004

 

6,909,313

 

7,588,177

Raízen Combustíveis S.A. and subsidiaries

31,392,153

 

29,179,467

 

5,609,842

 

4,153,554

 

74,922,029

 

74,079,471

 

12,519,155

 

11,741,731

Elimination of sales transactions, unrealized profits and financial transactions

(7,876,673)

 

(8,480,103)

 

(20,763)

 

(11,628)

Combined consolidated balances

67,045,356

 

65,599,368

 

12,498,392

 

11,730,103

 

 

Net income (loss)

 

Other comprehensive income

 

2021

 

2020

 

2019

 

2021

 

2020

 

2019

Raízen Energia S.A. and its subsidiaries

      593,948

 

      273,979

 

      473,022

 

     (669,947)

 

       (16,631)

 

      247,607

Raízen Combustíveis S.A. and its subsidiaries

   1,039,344

 

   2,100,884

 

   1,708,021

 

   1,627,236

 

   2,951,735

 

   1,568,150

 

   1,633,292

 

   2,374,863

 

   2,181,043

 

      957,289

 

   2,935,104

 

   1,815,757

Elimination of commercial transactions, unrealized profits and financial transactions

   

   (86,451)

 

 

        20,854

 

 

        54,072

 

 

         (9,135)

 

 

         (1,256)

 

 

          2,439

 Combined consolidated income

   1,546,841

 

   2,395,717

 

   2,235,115

 

      948,154

 

   2,933,848

 

   1,818,196

 

The combined consolidated financial statements are a single set of financial statements from two or more entities that are under common shared control. RESA and RCSA used the definition of control in line with CPC 36 and IFRS 10 - Consolidated Financial Statements, both for evaluation of the existence of common shared control and for the consolidation procedure.

 

(a)      Basis of measurement

 

The combined consolidated financial statements were prepared on a historical cost basis, except, when applicable, for the valuation of certain assets and liabilities, such as short-term investments, marketable securities, inventories, financial instruments (including derivative instruments), certain loans and financing, and biological assets, which are measured at fair value.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

(b)      Functional and presentation currency

 

The combined consolidated financial statements are presented in Brazilian reais, which is also the Group’s functional currency. The functional currency of subsidiaries operating in the international economic environment is the U.S. dollar. All balances were rounded to the nearest thousand, unless otherwise stated. The financial statements of each subsidiary included in the consolidation and combination, as well as those used as a basis for investments measured by the equity method, are prepared based on the functional currency of each entity. For subsidiaries located abroad, their assets and liabilities were converted into Reais at the exchange rate at the end of the year and the results were calculated at the average monthly rate during the year. The translation effects are stated in equity from these subsidiaries.

(c)      Significant accounting judgments, estimates and assumptions

 

The preparation of the combined consolidated financial statements requires that management make judgments and estimates and adopt assumptions that affect the amounts disclosed referring to revenues, expenses, assets, and liabilities as of the financial statements reporting date.

 

These estimates and assumptions are reviewed on an ongoing basis. Changes in accounting estimates are recognized in the period in which the estimates are revised and in any subsequent years affected.

 

If there is a significant change in the facts and circumstances on which the assumptions and estimates are based, statement of income and the financial position of the Group could be significantly impacted.

 

Significant accounting estimates and assumptions are as follows:

 

Income tax, social contribution tax and other taxes payable

 

The Group is subject to income tax and social contribution, when applicable, in all countries in which it operates. Accordingly, a significant judgment call is required to determine the provision for these taxes.

 

In certain transactions, the final determination of the tax is uncertain. When applicable, the Group also recognizes provisions to cover certain situations in which it is probable that additional tax amounts will be due. When the result of these matters is different from the amounts initially estimated and recorded, these differences affect current and deferred tax assets and liabilities and income or comprehensive income for the period in which the definitive amount is determined.

 

Deferred income tax and social contribution

 

Deferred income and social contribution tax assets are recognized for all unused tax losses to the extent that it is probable that taxable profit will be available against which losses can be used in the future. Additionally, the Group recognizes deferred taxes based on temporary differences determined from the tax base and the carrying amount of certain assets and liabilities, using the rates in force. Management’s significant professional judgment is required to determine the deferred income and social contribution tax assets to be recognized based on reasonable timing and future taxable profit level, jointly with future tax planning strategies (Note 19).

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

Biological assets

 

Biological assets are measured at fair value on each statement of financial position date and the effects of changes in fair value between periods are allocated directly to the cost of products sold (Note 8).

 

Property, plant and equipment and intangible assets, including goodwill

 

The accounting treatment of property, plant and equipment and intangible assets includes making estimates to determine the useful life for depreciation and amortization purposes, in addition to the fair value on the acquisition date, especially regarding assets acquired in business combinations. The Group annually assesses the impairment indicators of goodwill and intangible assets with indefinite useful lives. Property, plant and equipment and intangible assets with finite lives, subject to depreciation and amortization, are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Determination of the recoverable amount of the cash-generating unit to which goodwill was attributed also includes the use of estimates and requires significant judgment by management (Note 13).

 

Provision for legal disputes

 

The Group recognizes the provision for tax, civil, labor and environmental legal disputes. Determination of the likelihood of loss includes determination of evidence available, hierarchy of laws, jurisprudence available, more recent court decisions and relevance thereof in legal system, as well as evaluation of internal and external attorneys. Such provisions are reviewed and adjusted to take into account changes in circumstances, such as statute of limitations applicable, tax inspection conclusions or additional exposures identified based on new matters or court decisions. See Note 20.

 

Fair value of financial instruments

 

When the fair value of financial assets and liabilities presented in the statement of financial position may not be obtained from active markets, it is determined using valuation techniques, including the discounted cash flow method. The data for these methods are based on those adopted in the market, whenever possible. However, when this is not possible, a certain level of judgment is required to establish the fair value. Judgment includes considerations of the inputs used, such as liquidity risk, credit risk and volatility. Changes in the assumptions relating to these factors could affect the reported fair value of financial instruments (Note 27).

 

Right of use and lease liabilities

 

Management exercises significant judgment in determining the assumptions used to measure right of use and lease liabilities, such as determining the term of the various lease agreements, discount rates, the agreements that are within the scope of the standard, and the impacts of any changes in the assumptions associated with the judgments and estimates adopted by the Group and its subsidiaries. Further details are presented in Note 17.

 

Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

2.3.  Basis of consolidation

 

 As of March 31, 2021 and 2020, the combined consolidated financial statements include information on RESA and its subsidiaries, RCSA and its subsidiaries, and boutique investment funds. Direct subsidiaries of RCSA and RESA and the investment funds are listed below: 

RESA’s subsidiaries

 

Direct and indirect interest

 

 

2021

 

2020

Agrícola Ponte Alta Ltda.

 

100%

 

100%

Benálcool Açúcar e Álcool Ltda.

 

100%

 

100%

Bioenergia Araraquara Ltda.

 

100%

 

100%

Bioenergia Barra Ltda.

 

100%

 

100%

Bioenergia Caarapó Ltda.

 

100%

 

100%

Bioenergia Costa Pinto Ltda.

 

100%

 

100%

Bioenergia Gasa Ltda.

 

100%

 

100%

Bioenergia Jataí Ltda.

 

100%

 

100%

Bioenergia Maracaí Ltda.

 

100%

 

100%

Bioenergia Rafard Ltda.

 

100%

 

100%

Bioenergia Serra Ltda

 

100%

 

100%

Bioenergia Tarumã Ltda.

 

100%

 

100%

Bioenergia Univalem Ltda.

 

100%

 

100%

Raízen Araraquara Açúcar e Álcool Ltda.

 

100%

 

100%

Raízen Ásia PT Ltd.

 

100%

 

100%

RZ Agrícola Caarapó Ltda.

 

100%

 

100%

Raízen Biogás SPE Ltda.

 

100%

 

100%

Raízen Biotecnologia S.A.

 

100%

 

100%

Raízen Biomassa S.A

 

                     82%

 

                     82%

Raízen Caarapó Açúcar e Álcool Ltda.

 

100%

 

100%

Raízen Centroeste Açúcar e Álcool Ltda.

 

100%

 

100%

Raízen GD Ltda.

 

100%

 

100%

Raízen Energy Finance Ltd.

 

100%

 

100%

Raízen Fuels Finance S.A.

 

100%

 

100%

Raízen-Geo Biogás S.A.

 

85%

 

85%

Raízen International Universal Corp.

 

100%

 

100%

Raízen North América, Inc.

 

100%

 

100%

Raízen Paraguaçú Ltda.

 

100%

 

100%

Raízen Trading LLP.

 

100%

 

100%

Raízen Trading Netherlands BV

 

100%

 

-

Raízen Trading AS

 

100%

 

-

Raízen Trading Colombia S.A.S.

 

100%

 

-

RWXE Participações S.A.

 

70%

 

70%

São Joaquim Arrendamentos Agrícolas Ltda.

 

-

 

100%

Unimodal Ltda.

 

73%

 

73%

WX Energy Comercializadora de Energia Ltda.

 

70%

 

70%

 

RCSA’s subsidiaries

 

Direct and indirect interest

 

 

2021

 

2020

Blueway Trading Importação e Exportação Ltda.

 

100%

 

100%

Petróleo Sabbá S.A.

 

80%

 

80%

Raízen Argentina S.A. (1) 

 

100%

 

100%

Raízen Energina S.A. (1) 

 

100%

 

100%

Deheza S.A.  (1) 

 

100%

 

100%

Estaciaón Lima S.A.  (1)

 

100%

 

100%

Raízen S.A.

 

100%

 

100%

Raízen Mime Combustíveis S.A.

 

76%

 

76%

Sabor Raíz Alimentação S.A.

 

69%

 

69%

Saturno Investimentos Imobiliários Ltda. 

 

100%

 

100%

 

(1)             Jointly called Raízen Argentina and subsidiaries, all based in Argentina, acquired by RCSA on October 1, 2018.


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

Exclusive investment funds (“FI”)

 

Total interest

 

 

2021

 

2020

 Fixed income IF for private credit RJ – Banco Santander S.A.

 

 100%

 

 100%

Fixed income IF for private credit RAÍZEN I – Banco BNP PARIBAS BRASIL S.A.

 

100%

 

100%

 

The subsidiaries are fully consolidated as from the control acquisition date and continue to be consolidated through the date on which such control ceases to exist. The financial statements of the subsidiaries are prepared for the same reporting period as that of the Group, using consistent accounting policies. Where necessary, adjustments are made to align the accounting policies with those adopted by the Group.

 

Balances and transactions arising from operations between combined consolidated companies, such as revenues and expenses and unrealized income (loss), are fully eliminated.

 

2.4.  Description of significant accounting policies

The main accounting policies applied in the preparation of these financial statements are

defined below. Those accounting policies have been applied consistently to all the years presented, unless otherwise stated.

 

(a)      Revenue recognition

 

Revenues from sale of products, including the resale of products on the foreign market (by the subsidiaries Raízen Trading LLP and Raízen International Universal Corporation and Raízen Argentina), are recognized on the delivery to the client. Delivery is considered to the moment when the client accepts the products and the risks and benefits from the ownership are transferred. Revenue is recognized at this time as long as revenue and costs can be reliably measured, receipt of the consideration is likely and there is no continuous involvement of management with the products. Sales prices are established based on purchase orders or contracts.

 

Service revenues are recognized when the valuation can be measured reliably, when it is probable that the economic benefits associated with the transaction will flow to the entity, when the stage of completion of the transaction at the end of the period can be determined and measured as well as the amount related to costs.

 

Revenue from the sale of cogeneration of power is recorded based on the power available on the network and at rates specified under the terms of the supply agreements or the market price in force, as applicable. The calculation of the volume of energy delivered to the buyer occurs monthly. Clients gain control of electricity from the moment they consume it. Due to the flow of billing of certain agreements, the electric power produced and sold through auction is initially recorded as anticipated revenue, recognized in statement of income for the year only when available for use by clients.

 

Energy operations are traded on an active market and, for accounting purposes, they meet the definition of financial instruments at fair value. The Company recognizes revenue when the energy is delivered to the client at the fair value of the consideration. In addition, unrealized net gains resulting from mark-to-market - difference between contracted and market prices - from open net contracted operations on the date of the financial statements are recognized as revenue.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

Revenue from rental and storage comprises rental of gas stations and storage of fuel at the terminals of RCSA and its subsidiaries and is recognized based on the effective provision of services, under Other operating income, net (Note 25).

 

Revenue is stated net of taxes (Federal VAT (“IPI”), State VAT (“ICMS”), Contribution Tax on Gross Revenue for Social Integration Program (“PIS”), Contribution Tax on Gross Revenue for Social Security Financing (“ COFINS ”), Social Contribution Tax for Intervention in the Economic Order (“CIDE”), Social Security Tax (“ INSS ”), Fuel Transfer Tax (“ITC”), Value Added Tax (“IVA”), Tax on Gross Income (“IIB”), among others, returns, rebates and discounts, amortization referring to exclusive supply rights, as well as eliminations of sales between group companies.

 

(b)      Transactions in foreign currency

 

Foreign currency transactions are initially recognized by the Group's entities at the functional currency rate in effect on the transaction date or on the valuation dates, when the items are remeasured.

 

Monetary assets and liabilities denominated in foreign currency are converted into reais using the exchange rate in effect on the date of the respective statement of financial position, and foreign exchange gains and losses resulting from settlement of these transactions and from translation using the exchange rates at the year-end are recognized in the “Financial Result, as finance income (costs), except when qualified as hedge accounting and, therefore, recognized in the statement of comprehensive income.

 

Nonmonetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the initial transaction date. Nonmonetary items measured at fair value in a foreign currency, if any, are translated using the exchange rates prevailing on the date when the fair value was determined.

 

(c)       Financial instruments – initial recognition and subsequent measurement

 

(i)        Financial assets

 

Measurement

Upon initial recognition, a financial asset is classified as measured: (i) at amortized cost; (ii) at fair value through other comprehensive income; or (iii) at fair value through profit or loss.

 

Reclassification between classes occurs when there is a change in the business model for management of financial assets and liabilities. In this case, all instruments related to the change are reclassified at the time of the change.

 

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as measured at fair value through profit or loss: (i) the objective is to maintain financial assets to receive contractual cash flows; and (ii) its contractual terms generate, on specific dates, cash flows that are related to the payment of principal and interest on the principal amount outstanding.

 

A financial asset is measured at fair value through other comprehensive income if it meets both of the following conditions and is not designated as measured at fair value through profit or loss: (i) the objective is both the receipt of contractual cash flows and the sale of financial assets; and (ii) the contractual terms give rise, at specified dates, to cash flows that are Solely Payment of Principal and Interest (SPPI) on the principal amount outstanding.

  


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

All financial assets not classified as measured at amortized cost or at fair value through other comprehensive income, as described above, are classified as at fair value through profit or loss.

 

Business model evaluation

The Group conducts an assessment of the objective of the business model in which a financial asset is held in the portfolio because it better reflects the way in which the business is managed and the information is provided to management.

 

Information includes: (i) the policies and objectives set for the portfolio and the operation of the policies. These include the issue of whether management's strategy focuses on obtaining contractual interest income, maintaining a certain interest rate profile, the correspondence between the duration of financial assets and the duration of related liabilities or expected cash outflows, or the realization of cash flows through the sale of assets; (ii) how the portfolio's performance is assessed and reported to the Group management; (iii) the risks that affect the performance of the business model (and the financial asset held within that business model) and the way those risks are managed; (iv) how the business executives are compensated - for example, if the compensation is based on the fair value of the assets managed or on the contractual cash flows obtained; and (v) the frequency, volume and timing of sales of financial assets in previous periods, the reasons for such sales and expectations about future sales.

 

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales, in a manner consistent with the continuous recognition of the Group's assets.

 

Financial assets held for trading or managed with performance assessed based on fair value are measured at fair value through profit or loss.

Evaluation whether contractual cash flows are solely payments of principal and interest

For purposes of assessment of contractual cash flows, “principal” is defined as the fair value of the financial asset at initial recognition. “Interest” is substantially defined as a consideration for the time value of money and the credit risk associated with the principal outstanding over a given period of time and the other basic risks and costs of borrowing (for example, liquidity risk and administrative costs), as well as a profit margin.

 

The Group considers the contractual terms of the instrument to assess whether the contractual cash flows are solely payments of principal and interest. This includes assessing whether the financial asset contains a contractual term that could change the timing or the value of the contractual cash flows so that it would not meet this condition. When making this assessment, the Group considers: (i) contingent events that change the amount or timing of cash flows; (ii) terms that can adjust the contractual rate, including variable rates; (iii) prepayment and extension of the term; and (iv) the terms that limit the Group's access to cash flows from specific assets (for example, based on the performance of an asset).

 

 

Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

Impairment of financial assets

The Group applies the expected credit loss model to financial assets measured at amortized cost, contractual assets and debt instruments measured at fair value through other comprehensive income, but not to investments in equity instruments.

The expected loss matrix adopted by the Group considers the grouping of clients with similar default characteristics, by sales channel and rating (client risk rating, measured internally).

 

(ii)       Financial liabilities

 

These are measured at amortized cost and fair value through profit or loss, comprising, in the case of the Group, mostly loans and financing, balances payable to suppliers and related parties, and derivative financial instruments.

 

Payments of interest on loans and financing are classified as cash flow from financing activities.

 

(iii)      Offset of financial instruments – net presentation

 

Financial assets and liabilities are presented net in the statement of financial position if, and only if, there is a currently enforceable legal right to offset the recognized amounts, and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

 

(iv)      Derecognition (write-off)

 

A financial asset is derecognized when: (i) the rights to receive cash flows from the asset expire; and (ii) the Group transfers its rights to receive cash flows from the asset or assumes an obligation to fully pay the cash flows received to a third party under a pass-through arrangement, and (a) the Group transfers substantially all risks and rewards of the asset, or (b) the Group neither transfers nor retains substantially all risks and rewards related to the asset, but transfers control thereover.

 

A financial liability is written off when the obligation under the liability is extinguished, which means when the obligation specified in the contract is settled, canceled or expires. When an existing financial liability is replaced by another from the same lender in substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective book values is recognized in the statement of income.

 

(v)       Derivative financial instruments and hedge accounting

 

The cash flow hedging relationships of highly probable future exports or imports are considered to be continuous hedging relationships and qualify for hedge accounting.

Initial recognition and subsequent measurement

The Group uses derivative financial instruments, such as currency forward contracts, commodity forward contracts and swaps to hedge against the risk of changes in exchange rates and commodity prices. Derivative financial instruments designated in hedging transactions are initially recognized at fair value on the date when the derivative contract is entered into, and are subsequently also revalued at fair value. Derivatives are stated as financial assets when the instrument's fair value is positive and as financial liabilities when negative. 


23


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

Any gains or losses resulting from changes in the fair value of derivatives during the year are recognized directly in profit or loss, with the exception of instruments designated as hedge accounting, such as cash flow hedge, which is recognized directly in equity, in other comprehensive income. The fair value of financial instruments that do not qualify as hedge accounting are recognized in profit or loss for the year, in the case of instruments related to operating transactions, in operating accounts (for example: revenue, cost, expenses) and, in the case of instruments related to financial operations, as finance income (costs).

The following classifications apply for hedge accounting purposes: (i) fair value hedge by hedging against exposure to changes in the fair value of a recognized asset or liability or an unrecognized firm commitment, or an identified part of such an asset, liability or firm commitment that is attributable to a specific risk and may affect profit or loss; (ii) cash flow hedge by hedging against changes in cash flows that are attributable to a specific risk associated with a recognized asset or liability or a highly probable anticipated transaction that may affect profit or loss; or (iii) net investment hedge in a foreign operating unit.

Upon initial recognition of a hedge relationship, the Group formally classifies and documents the hedge relationship to which the Group wishes to apply hedge accounting, as well as management's risk management objective and strategy for policy-based hedge purposes. and robust practices exercised by management, which, among others, provides that there is no over hedge in relation to the underlying instruments.

The documentation substantially includes: (i) identification of the hedging instrument, (ii) the hedged item or transaction, (iii) the nature of the hedged risk, (iv) statement confirming that  the transaction is within management's policies and practices, and ( v) statement confirming the correlation of the hedging instrument for the purpose of offsetting the exposure to the change in the fair value of the hedged item or cash flows related to the hedged risk. The highly probable nature of the projected hedged transaction as well as the projected periods of transfer of gains or losses arising from hedging instruments from equity to profit or loss, are also included in the hedging relationship documentation.

In practice, the main hedges that meet the criteria for hedge accounting are listed below:

Cash flow hedge

The effective potion of the gain or loss of the hedging instrument is recognized directly in equity, under other comprehensive income, while the ineffective portion is recognized immediately in profit or loss for the year.

The amounts recorded in other comprehensive income are transferred to profit or loss when the hedged transaction affects profit or loss, for example, when the hedged income or expense is recognized or when a forecasted sale occurs. When the hedged item is the cost of a nonfinancial asset or liability, the amounts recorded in equity are transferred to the initial carrying amount of the nonfinancial asset or liability. If occurrence of the expected transaction or firm commitment is no longer expected, the amounts previously recognized in equity are transferred to profit or loss. If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover, or if its classification as hedge is revoked, gains or losses previously recognized in comprehensive income remain in equity until the expected transaction or firm commitment affects profit or loss.

Grupo Raízen


Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

Net investment hedge in foreign entities

Hedge of net investment in foreign operations is accounted for similarly to cash flow hedge. Any gain or loss on the hedging instrument related to the effective hedge portion is recognized under equity, in “Equity adjustments”. The gain or loss related to the ineffective portion is immediately recognized in profit or loss. Accumulated gains and losses in equity are included in profit or loss for the year, when the foreign investment is sold.

Fair value hedge and fair value option of certain financial liabilities

 

The Group designates certain debts (Note 18) as liabilities measured at fair value through profit or loss, to eliminate or significantly reduce inconsistencies in measurement that would otherwise result in the recognition of gains or losses on the loans and derivatives on different bases.  As a result, fluctuations in the fair value of loans are recognized under finance income (costs), as fair value of financial instruments payable, classified in the finance cost group.

 

Fair value hedge - inventories

 

The Group designates inventories of by-products with pegged derivatives at fair value, as detailed in Note 27.e.

 

(d)      Decarbonization credits (“CBIO”)

 

RCSA is a fossil fuel distributor and has carbon credit retirement goals established by Brazil’s National Petroleum Agency (“ANP”) and the Ministry of Mines and Energy (MME) under the terms of the new Brazil’s National Biofuels Policy.  Carbon credit is an asset that must be converted into cash through a transaction carried out by B3. Group classifies the carbon credits as a financial asset measured at fair value through profit or loss. They are recognized under Other receivables, in current assets, and initially measured based on the carbon credit acquisition price. The goals established and published by the ANP remain in force until December of each year and are recorded by RCSA as provision in Other liabilities, in current liabilities.

 

(e)       Inventories

 

In general, inventories are valued at the average cost of acquisition or production, with the exception of inventories of Raízen Trading and of the companies in Brazil with pegged derivatives, which are measured at fair value (Note 2.3.c), not exceeding net realizable value. The costs of finished products and work in process comprise raw materials, direct labor, other direct costs and respective direct production expenses (based on normal operating capacity), less borrowing costs. Net realizable value is the estimated selling price in the ordinary course of business less estimated costs of completion and the estimated costs to sell.

 

Estimated losses on slow-moving or obsolete storeroom inventories are recorded when there is no movement during a reasonable period of use or sale and they are not considered strategic by the group.


(f)        Assets from contracts with clients

 

The assets from contracts with clients correspond to the bonuses granted to RCSA clients and are subject to deadlines and performance obligations, particularly the use of the quantities provided for in supply contracts. As the contractual conditions are met, bonuses are amortized and recognized in the statement of income, under Net operating revenue (Note 23).

 

(g)       Investments in associates and joint ventures

 

Investments in entities over which the Group has significant influence or shared control are accounted for using the equity method, initially recorded in the statement of financial position at cost, plus changes after the acquisition of equity interest.

 

The statement of income reflects the share of the profit or loss of associates and joint ventures based on the equity pickup method. When a change is directly recorded in equity of the associate or joint venture, the Group recognizes its portion in the variations occurred and discloses this fact in the statement of changes in equity. After application of the equity method, the Group establishes whether an additional impairment loss on its investment should be recorded. The Group establishes, at each statement of financial position date, whether there is objective evidence that the investment in the associate or joint venture is impaired. If that is the case, the Group calculates the impairment amount as the difference between the recoverable amount and the carrying amount of the associate and joint venture and records this amount in the statement of income.

 

The accounting policies of the associates and joint ventures are adjusted, when necessary, to ensure consistency with the policies adopted by the Group.

 

(h)      Biological assets

 

Biological assets refer to sugarcane plantations, which are measured at fair value, excluding the land on which they are planted, according to the discounted cash flow method.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

For sugarcane, RESA uses future cash flows discounted at present value and projected according to the productivity cycle estimated for each harvest, taking into account the estimated useful life of the assets, the prices of total recoverable sugar, estimated yields and estimated costs related to production, harvesting, loading and transport for each hectare planted.


Changes in fair values between the years, as well as their amortization, are allocated to profit or loss under Cost of products sold.

 

(i)       Property, plant and equipment

 

Property, plant, and equipment items, including sugarcane plantation, are measured at historical acquisition, less accumulated depreciation and accumulated impairment losses, if any.

 

Cost includes expenses directly attributable to acquisition of an asset. The cost of assets built by the Company includes materials and direct labor, and any other cost to bring the asset to the location and condition necessary for it to operate as intended by management, as well as borrowing costs on qualifying assets. Borrowing costs related to funds raised for construction in progress are capitalized upon completion of these projects.

 

RESA and its subsidiaries carry out the main scheduled maintenance activities at their industrial units on an annual basis (off-season). This usually occurs between the months of January to March and aim to inspect and replace components.

 

The key annual maintenance costs of RESA and its subsidiaries include labor costs, materials, external services, and overheads allocated during the off-season period. These costs are classified as parts and components with frequent replacement, under property, plant, and equipment, and are fully amortized in the following harvest.

 

The cost of an equipment item that requires annual replacement is accounted for as a component of the cost of the equipment and depreciated during the following harvest. The costs of periodic maintenance are usually recorded as expenses when incurred since the replaced components do not improve the production capacity or introduce improvements to the equipment.

 

At RCSA and its subsidiaries, expected expenses with removal of fuel storage tanks are estimated and recorded as part of the cost of property, plant and equipment, matched against the provision that will support such expenses, in current and non-current liabilities, depending on the expected term of the obligation.

 

Repair and maintenance expenses are charged to profit or loss as incurred. The cost of any renewal that increases the useful life shall be recorded in assets and included in the asset’s carrying amount if it is probable that the future economic benefits after the renewal will exceed the performance standard initially assessed for the existing asset and these benefits will flow to the Group. Major renovations are depreciated over the remaining useful life of the related asset.

 

Gains and losses on disposals are determined by comparing the sales amounts with the carrying amount and are recognized in Other operating revenue, net in the statement of income.

 

Land is not depreciated. As of March 31, 2021 and 2020, the depreciation of such assets was calculated based on the estimated useful life of each asset. The weighted average annual depreciation rates are as follows:

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

Class of Property, plant, and equipment

2021

 

2020

Buildings and improvements

2%

 

3%

Machinery, equipment and facilities

5%

 

5%

Aircraft and vehicles

8%

 

8%

Furniture, fixtures and IT equipment

11%

 

13%

Sugarcane planting

20%

 

20%

 

The residual values and useful lives of assets are reviewed by competent technical members and adjusted, if necessary, at each year end.

 

(j)       Leases

 

With the adoption of IFRS 16 (CPC 06 (R2)) - Leases, in 2019, the Group started to recognize a right-of-use asset and a lease liability at the lease commencement date. 

 

The lease liability is initially measured at the present value of the lease payments that were not paid on the transition date, discounted using the Group's incremental rate on loans, a fixed nominal rate based on the Group's indebtedness, equivalent to approximately 100% of the CDI for recognized leases. In the years ended March 31, 2021 and 2020, the discount rates applied in accordance with the contractual term were as follows:

 

 

Nominal

 

Actual

Contractual terms (years)

 

2021

 

2020

 

2021

 

2020

1 year

 

3.1%

 

5.0%

 

-0.5%

 

1.6%

2 years

 

4.5%

 

5.6%

 

0.7%

 

1.9%

3 years

 

5.6%

 

6.2%

 

1.5%

 

2.3%

4 years

 

6.3%

 

6.6%

 

2.1%

 

2.7%

5 years

 

6.8%

 

6.9%

 

2.5%

 

3.0%

6 years

 

7.2%

 

7.1%

 

2.9%

 

3.1%

7 years

 

7.6%

 

7.3%

 

3.1%

 

3.3%

8 years

 

7.8%

 

7.4%

 

3.3%

 

3.4%

9 years

 

8.0%

 

7.6%

 

3.5%

 

3.5%

More than 10 years

 

8.1%

 

7.7%

 

3.6%

 

3.6%

 

The lease term is equivalent to the minimum non-cancellable period of the contracts and the Group does not add to the lease term, the years covered by a renewal option, except in cases where the Group is reasonably certain that the renewal option will be exercised, such as for example, in the case of agricultural contracts in which it has the prerogative of renewal for a pre-established number of harvests under the terms of the contract.

 

The right-of-use asset is initially measured at cost, comprising the value of the initial measurement of the lease liability and, when applicable, adjusted for any lease payments made in advance, initial direct costs incurred, cost estimates for dismantling and removal, and incentives received.

 

The right-of-use asset is subsequently depreciated using the same depreciation method applied to similar property, plant, and equipment items and, if applicable, will also be reduced by impairment losses.

 

 

Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

The Group remeasures the lease liability if there is a change in the lease term or if there is a change in future lease payments resulting from a change in the index or rate used to determine these payments, and the remeasurement of the lease liability is recognized as an adjustment to the right-of-use asset.

 

(k)      Intangible assets

 

           Goodwill

 

Goodwill is the positive difference between the amount paid for the acquisition of a business and the net fair value of the assets and liabilities of the acquiree, measured by the expected future profitability. Goodwill on acquisitions of subsidiaries is disclosed under Investments and Intangible assets, in the individual and consolidated financial statements, respectively.

 

Goodwill generated from acquisitions of Brazilian entities are recorded at cost and the goodwill resulting from the acquisition of an entity abroad (with a functional currency different from the Parent Company) is converted by the closing rate. Goodwill is recorded at cost, less any impairment losses, when applicable, subjected to testing at least annually. For impairment test purposes, goodwill acquired in a business combination is, as of acquisition date, allocated to each cash generating unit of the Company expected to benefit from the business combination, regardless of other assets or liabilities of the acquiree being attributed to these units.

 

Intangible assets with defined useful life

 

Intangible assets with defined useful lives are carried at cost, less accumulated amortization, and impairment losses, when applicable.

 

As of March 31, 2021 and 2020, the annual weighted average amortization rates are as follows:

 

Class of intangible asset

 

Rates

Software license (1)

 

20%

Brands (2)

 

10%

Contractual relationships with clients (3)

 

7%

Agricultural partnership agreements

 

9%

Sugarcane supply agreements (4)

 

10%

Technology (5)

 

10%

 

Residual values and useful lives of the assets are reviewed and adjusted, if applicable, at the end of each year.

 

(1)      Software license

 

Licenses acquired for computer programs are capitalized and amortized over their estimated useful life by the Group. Software maintenance costs are expensed as incurred. Expenses directly associated with software, controlled by the Group, which are likely to generate economic benefits greater than costs for more than one year, are recognized as intangible assets.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

(2)      Brands

 

It corresponds to the right of use of the Shells brand, contributed in the formation of Raízen by shareholder Shell, recognized at historical cost. The brand is amortized on a straight-line basis over the term of the right.

 

(3)      Contractual relationships with clients

 

It corresponds to the intangible asset with a defined useful life acquired in the business combination of Raízen Argentina and recognized at fair value on the acquisition date. Amortization is calculated using the straight-line method over the expected life of the contractual relationship with the client.

 

(4)      Agricultural partnership and sugarcane supply agreements

 

These classes of intangible assets were acquired in a business combination and were recognized at fair value on the acquisition date. They have a finite useful life and are recorded at cost less accumulated amortization. Amortization is calculated using the straight-line method over the expected life of the contractual relationship with the supplier and the client.

 

(5)       Technology

 

Refers to technologies developed by Iogen Corp. for the production of second-generation ethanol (“E2G”), represented by contractual rights including exclusivity to RESA for the sale of these rights in the territories in which it operates.

 

(l)        Impairment of non-financial assets

 

Group assesses if there are indications of loss of value of an asset on an annual basis. If indications are identified, the Group estimates the asset’s recoverable amount. The recoverable amount of an asset item is the higher of: (a) its fair value less costs that would be incurred to sell it, and (b) its value in use. When necessary, the value in use is usually determined based on the discounted cash flow resulting from the continuous use of the asset until the end of its useful life.

 

Regardless of the existence of indications of impairment, goodwill, and intangible assets with an indefinite useful life, if any, are tested for impairment annually.

 

When the carrying amount of an asset exceeds its recoverable amount, the loss is recognized as an operating expense in the statement of income.

 

(m)     Provisions

 

Provisions are recognized when: (i) the Group has a present legal or constructive obligation as a result of past events, (ii) it is likely that an outflow of funds will be required to settle the obligation, and (iii) amount may be reliably estimated.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

(n)      Employee benefits

 

The Group has a supplementary pension plan composed of a defined contribution plan and a defined benefit portion, intended for all employees.

 

For the defined contribution, the expense is recognized in P&L when it occurs, while, for the defined benefit, the Group recognizes a liability based on a methodology that considers a series of factors that are determined by actuarial calculations, which use certain assumptions to determine the cost (or revenue) for the pension plan.

 

Actuarial gains or losses arising from adjustments and changes in actuarial assumptions are recorded directly in equity as other comprehensive income, when incurred.

 

Past service costs are immediately recognized in the statement of income.

 

(o)      Income tax and social contribution

 

Income and social contribution tax income (expenses) for the year comprise current and deferred taxes. Income taxes are recognized in statement of income, except to the extent they relate to items directly recognized in equity or comprehensive income, as applicable. In this case, the taxes are also recognized in equity or comprehensive income.

 

Current and deferred income tax and social contribution are determined based on the tax legislation enacted or substantially enacted at the date of the statement of financial position in the countries where the Group entities operate and generate taxable profit. Management regularly assesses the positions assumed in the income tax calculations with respect to situations in which applicable tax regulations give rise to different interpretations, and records provisions, when appropriate, based on estimated amounts payable to tax authorities.

 

Income tax is calculated on taxable profit at a rate of 15%, plus surtax of 10% on profit exceeding R$ 240 over 12 months, whereas social contribution tax is calculated at a rate of 9% on taxable profit, both recognized on an accrual basis. In other words, the Group is subject to a theoretical combined tax rate equivalent to 34%.

 

Deferred income tax and social contribution related to income and social contribution tax losses and temporary differences are stated net in the statement of financial position when there is a legal right and the intention to offset them when calculating current taxes, related to the same legal entity and the same tax authority.

 

Accordingly, deferred tax assets and liabilities in different entities or different countries are usually presented separately, and not on a net basis. Deferred taxes are calculated based on the rates established upon their realization and are reviewed annually.

 

Tax prepayments or current amounts subject to offsetting are stated under current or non-current assets, according to their estimated realization.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

(p)      Capital and remuneration to shareholders

 

Capital is comprised by common and preferred shares. Incremental expenses directly attributable to the issue of shares, when incurred, are presented as a deduction from equity, as additional capital contribution, net of tax effects.

 

Preferred shares are segregated into liability and equity components based on the contractual terms, if any.

 

At the subsidiaries RESA and RCSA, the only class A preferred share, as well as each common share, entitles to one vote in resolutions at the general meetings, as well as fixed annual dividends of R$0.01 (one cent). These voting rights are restricted to the parent companies and not to the Group.

 

Non-voting class B preferred shares issued by RESA are intended to reimburse assets, mostly represented by tax benefits, contributed by the shareholders Cosan and Shell, respectively, to the extent they are used by the Group.

 

Non-voting class D preferred shares entitle the shareholder Shell to the receipt of fixed annual dividends, relating to both RESA and RCSA

 

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Distribution of profits to shareholders is made in the form of dividends and/or interest on equity based on the limits defined in the bylaws of RESA and RCSA and the laws in force.

 

Non-voting class E preferred shares issued by RCSA entitle the shareholder Shell to the receipt of fixed annual dividends.

 

Distribution of profits to the shareholder is made in the form of dividends and/or interest on equity based on the limits defined in the bylaws of RCSA and the laws in force. They are classified as cash flow from financing activities, when paid.

 

(q)       Business combinations

 

The Group adopts the acquisition method to account for business combinations. The consideration transferred for acquisition of a subsidiary is the fair value of the assets transferred, liabilities assumed, and any equity instruments issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement, where applicable. Acquisition-related costs are recorded in statement of income as incurred. Identifiable assets acquired, liabilities (including contingent) assumed in a business combination are initially measured at fair value on the acquisition date.

 

The Group recognizes the noncontrolling interest in the acquiree, both for its fair value and for the proportional portion of the noncontrolling interest in the fair value of the acquiree's net assets. Measurement of the noncontrolling interest is determined for each acquisition made.

 

The excess of the consideration transferred and of the fair value on the date of acquisition of any previous equity interest in the acquiree in relation to the fair value of the Group's interest in the net identifiable assets acquired is recorded as goodwill. When applicable, in acquisitions in which the Group attributes fair value to noncontrolling interests, the determination of goodwill also includes the value of any noncontrolling interest in the acquiree, and goodwill is determined considering the interest of the Company and of noncontrolling interests. When the consideration transferred is less than the fair value of the net assets of the acquiree, the difference is recognized directly in statement of income for the year as a bargain purchase.



Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

(r)      Environmental issues

 

The Group minimizes the risks associated with environmental issues through operating procedures and controls and investments in pollution control systems and equipment. The Group records a provision for loss on environmental expenses to the extent that it is necessary to carry out environmental remediation of the damage caused. 

 

2.5.  Impacts of the new CPC/IFRS and ICPC/IFRIC on the combined consolidated financial statements

 

The following amendments were adopted for the first time for the year beginning April 1, 2020:

  • Definition of material: amendments to IAS 1/CPC 26 - Presentation of financial statements and IAS 8/CPC 23 - Accounting policies, changes in accounting estimates and errors;
  • Definition of business: amendments to IFRS 3/CPC 15 - Business combination;
  • IBOR reform: amendments to IFRS 9/CPC 48, IAS 39/CPC 38 and IFRS 7/CPC 40 - Financial instruments; and
  • Revised Conceptual Framework for Financial Reporting.

The above amendments did not significantly impact the Group.   

2.6. New CPC/IFRS and ICPC/IFRIC (IFRS’ Interpretations Committee) applicable to financial statements

 

The following amendments have been issued by the IASB but are not yet effective for the year ended March 31, 2021. Although encouraged by the IASB, early adoption of the standards in Brazil is not permitted by the CPC. 

 

  • Amendments to IFRS 9/CPC 48, IAS 39/CPC 38 and IFRS 7/CPC 40 - Financial instruments, IFRS 4 - Insurance contracts and IFRS 16 - Leases: the amendments provided for in Phase 2 of the IBOR reform address issues that may affect the financial statements during the reform of a benchmark interest rate, including the effects of changes in contractual cash flows or hedging relationships arising from the replacement of a rate with an alternative benchmark rate (replacement issues). The effective date of application of this amendment is January 1, 2021 and, in the case of the Company, April 1, 2021. The Group's contracts linked to the Euro Interbank Offered Rate (“EURIBOR”) and the London Interbank Offered Rate (“LIBOR”) are being reviewed between the parties and will be updated by the respective alternative rates disclosed, plus a spread. Management estimates that the updated cash flows will be economically equivalent to the original, and does not expect significant impacts related to this replacement.

 

  • Amendment to IAS 16/CPC 27 - Property, plant, and equipment: in May 2020, the IASB issued an amendment that does not allow an entity to deduct from the cost of property, plant and equipment the amounts received from the sale of items produced while the asset is being prepared for its intended use. Such revenues and related costs must be recognized in statement of income for the year. The effective date of application of this amendment is January 1, 2022 and, in the case of the Group, April 1, 2022.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA

  • Amendment to IAS 37/CPC 25 - Provisions, contingent liabilities, and contingent assets: in May 2020, the IASB issued this amendment to clarify that, for the purpose of assessing whether a contract is onerous, the cost of complying with the contract includes the incremental compliance costs of such contract and allocation of other costs directly related to compliance therewith. The effective date of application of this amendment is January 1, 2022 and, in the case of the Group, April 1, 2022.

 

  • Amendment to IFRS 3/CPC 15 - Business combination: issued in May 2020, this amendment aims to replace the references from the previous version of the conceptual framework with the most recent one. The effective date of application of this amendment is January 1, 2022 and, in the case of the Group, April 1, 2022.

 

  • Annual improvements - 2018-2020 cycle: in May 2020, the IASB issued the following amendments as part of the annual improvement process, applicable as of January 1, 2022 and, in the case of the Group, April 1, 2022:

 

(i)            IFRS 9/CPC 48 - Financial instruments: clarifies which rates should be included in the 10% test for the write-off of financial liabilities.

 

(ii)           IFRS 16/CPC 06 (R2) - Leases: amendment to example 13 in order to exclude the example of lessor payments related to improvements in the leased property.

 

(iii)          IFRS 1/CPC 37 (R1) – First-time adoption of International Financial Reporting Standards: simplifies the application of said standard by a subsidiary that adopts IFRS for the first time after its parent company, in relation to measurement of the accumulated amount of foreign exchange differences.

 

(iv)           IAS 41 - Biological assets - removal of the requirement to exclude cash flows from taxation when measuring the fair value of biological assets and agricultural products, thus aligning the requirements for measuring fair value in IAS 41 with those of other IFRS standards.

 

There are no other IFRS/CPC standards or IFRIC/ICPC interpretations not yet effective that could have a significant impact on the Group’s financial statements. 

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 PL RESA


3.     Cash and cash equivalents

 

 

 

 

Average yield rate

 

 

 

 

 

Index

 

2021

 

2020

 

2021

 

2020

Funds in banks and in cash

 

 

 

 

 

 

2,179,403

 

4,325,682

Values awaiting foreign exchange closure (1)

 

 

 

 

 

 

1,087,345

 

1,441,368

Interest earnings bank deposits:

 

 

 

 

 

 

 

 

 

 CDB (Bank deposit certificate) and commitments (2)

CDI

 

98.7%

 

99.4%

 

3,246,057

 

2,834,610

Total short-term investments

 

 

 

 

 

 

3,246,057

 

2,834,610

 

 

 

 

 

 

 

6,512,805

 

8,601,660

Domestic (local currency)

 

 

 

 

 

 

3,020,907

 

3,071,694

Abroad (foreign currency) (Note 27.d)

 

 

 

 

 

3,491,898

 

5,529,966

 

 

 

 

 

 

 

6,512,805

 

8,601,660

 

(1) These refer basically to receiving foreign currency founds from overseas clients, for which obtaining foreign exchange from financial institutions was not yet concluded until the statement of financial position date, and to foreign funds held for payment of debts related to export performance.


Refer to fixed income investments in first-class financial institutions, with daily yield earnings and liquidity.

 

4. Securities

 

 

 

 

Average yield rate

 

 

 

 

 

Index

 

2021

 

2020

 

2021

 

2020

Financial treasury bill ("LFT")

Selic

 

100.0%

 

100.0%

 

134,940

 

39,145

 

 

 

 

 

 

 

134,940

 

39,145

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

5. Restricted cash

 

 

 

 

Average yield rate

 

 

 

 

 

Index

 

2021

 

2020

 

2021

 

2020

Financial investments linked to financing (1)

CDI

 

100.0%

 

100.0%

 

39

 

50,460

Financial investments linked to derivative operations (2) (Note 27.g)

CDI

 

100.1%

 

101.0%

 

99,662

 

33,178

Margin on derivative operations (3) (Note 27.g)

 

 

 

 

 

 

965,482

 

127,432

 

 

 

 

 

 

 

1,065,183

 

211,070

Domestic (local currency)

 

 

 

 

 

 

99,701

 

83,638

Abroad (foreign currency) (Note 27.d)

 

 

 

 

 

965,482

 

127,432

 

 

 

 

 

 

 

1,065,183

 

211,070

 

(1) Financial investments in LFT (Financial Treasury Bills), carried out with top-tier banks, held by virtue of financing with the Brazilian Development Bank (“BNDES”), the redemption of which is subject to payment of certain installments of said financing.
(2) It corresponds to financial investments in CDB and government securities abroad, carried out with top-tier banks, pledged as collateral for derivative instrument transactions.
(3) Refers to margin deposits in derivative transactions referred to margin calls at a commodity exchange and were exposed to the dollar fluctuation in derivative transactions.


6. Trade accounts receivable

 

 

2021

 

2020

Domestic (local currency)

2,808,991

 

1,963,941

Abroad (foreign currency) (Note 27.d)

1,049,386

 

1,007,285

Other accounts receivable (i)

533,430

 

477,520

Allowance for expected credit losses

(158,665)

 

(151,409)

 

4,233,142

 

3,297,337

Current

(3,860,577)

 

(2,950,341)

Non-current

372,565

 

346,996

    

(i) Other accounts receivable substantially refer to installments of overdue debts and sales of real estate properties, with the main purpose of implementing or modernizing gas stations, through security interest, guarantees and collaterals.

 

The Group does not have notes given as collateral. The maximum exposure to credit risk at the statement of financial position date is the carrying amount of each class of trade accounts receivable. 

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

The maturity of trade accounts receivable is as follows:

 

 

2021

 

2020

Falling due

3,771,525

 

2,704,660

Overdue:

 

 

 

Within 30 days

96,145

 

223,466

From 31 to 90 days

56,597

 

74,878

From 91 to 180 days

26,484

 

56,707

Over 180 days

441,056

 

389,035

 

4,391,807

 

3,448,746

 

For long-overdue notes with no allowance for expected credit losses, the Group has security interest, such as mortgages and letters of credit.

 

The allowance for expected credit losses was calculated based on the credit risk analysis, which includes the history of losses, the individual situation of clients, the situation of the economic group to which the clients belong, the security interest for debts and, where applicable, the assessment of legal advisors.

 

The allowance for expected credit losses is considered sufficient by management to cover any losses on receivables. Changes in this allowance are as follows:

 

At March 31, 2019

(194,956)

 Reversal of allowance for expected credit losses, net

41,059

Derecognition upon formation of joint venture and disposal of subsidiary

5,648

Effect of foreign currency translation

(3,160)

At March 31, 2020

(151,409)

 Reversal of allowance for expected credit losses, net

(7,493)

Effect foreign currency translation

237

At March 31, 2021

(158,665)

 

At March 31, 2021, the Group had R$ 471,042 (R$ 239,546 at March 31, 2020) recorded in current liabilities, under Advances from clients, which refers substantially to amounts received from clients abroad for the purchase of sugar and ethanol, as well as advance payments made by clients for the purchase of fuel. Where applicable, the balances of accounts receivable and advances from clients are presented net. 

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021 

In thousands of reais – R$, unless otherwise indicated

 

7. Inventories

 

 

2021

 

2020

Finished products:

 

 

 

Ethanol

1,129,041

 

1,110,969

Sugar

235,406

 

132,233

Diesel (2)

1,314,231

 

1,164,450

Gasoline (2)

1,389,677

 

1,313,208

Jet fuel (Jet A-1) (2)

170,354

 

170,112

Petroleum by-products (1)

216,021

 

206,585

Oil (crude oil) (2)

269,342

 

411,534

Products in process

257,528

 

266,702

Warehouse and others

635,448

 

659,377

 

5,617,048

 

5,435,170

 

(1)        Refers substantially to inventories of fuel oil, lubricants, and asphalt.

(2)        As of March 31, 2021 and 2020, such inventories include fair value measurement, level 2 hierarchy, as follows:

 

 

Cost value

 

Fair value

 

Income (loss)

 

2021

 

2020

 

2021

 

2020

 

2021

 

2020

 

2019

Finished goods:

 

 

 

 

 

 

 

 

 

 

 

 

 

Diesel

  1,298,030

 

      1,279,831

 

  1,314,231

 

  1,164,450

 

     131,581

 

    (113,473)

 

      (19,349)

Gasoline

  1,358,099

 

      1,394,990

 

  1,389,677

 

  1,313,208

 

     113,361

 

    (121,454)

 

       40,286

 

  2,656,129

 

      2,674,821

 

  2,703,908

 

  2,477,658

 

     244,942

 

    (234,927)

 

       20,937

 

As of March 31, 2021, inventories are stated net of estimated loss with realization, and slow-moving and/or obsolete inventories, amounting R$ 42,707 (R$ 123,978 in 2020). Changes in the referred to losses are shown below and were recognized in the statement of income under Costs of products sold and services rendered:

 

March 31, 2019

 

(37,057)

Estimated loss

 

(118,178)

Reversal and write-off

 

35,047

Effect of foreign currency translation

 

(3,790)

 March 31, 2020

 

(123,978)

Estimated loss

 

(56,504)

Reversal and write-off

 

139,815

Effect of foreign currency translation

 

(2,040)

March 31, 2021

 

(42,707)

 

8. Biological assets

 

The Group’s biological assets comprise unharvested cane cultivated in sugarcane crops, which will be used as a raw material source in the production of sugar, ethanol and bioenergy upon harvesting. 

 

Planted areas represent only sugarcane crops, not considering the land where the crops are located, which are recognized under Property, plant, and equipment. 

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

The following significant assumptions were used in determining the fair value:

 

 

2021

 

2020

Estimated harvest area (hectares)

463,793

 

436,663

Number of total recoverable sugar (“ATR”) per hectare

9.82

 

10.38

Projected average ATR price per kg (R$/kg)

0.77

 

0.61

 

As of March 31, 2021, cash flows were discounted at 5.32% (5.30% on March 31, 2020), which is the WACC (Weighted Average Cost of Capital) of RESA.

 

In the year ended March 31, 2021, RESA reviewed the assumptions used to calculate the biological asset, the main impact of which was the increase in the average ATR price, influenced by the price of ethanol, and by the price of VHP sugar, in line with what has been observed in recent months as well as new dollar price projections.

 

Changes in biological assets (sugarcane) are as follows:

 

 

2021

 

2020

Balance at beginning of year

897,315

 

813,995

Additions to sugarcane treatments

781,601

 

731,275

Absorption of harvested sugarcane costs

(765,936)

 

(707,432)

Business combinations (Note 30)

-

 

46,595

Change in fair value

468,563

 

3,197

Fair value realization

(27,341)

 

9,685

Others

(1,017)

 

-

Balance at end of year

1,353,185

 

897,315

 

The estimated fair value could increase (decrease) if:

The estimated ATR price were higher (lower);

The projected productivity (tons per hectare and quantity of ATR) were higher (lower); and

The discount rate was lower (higher).

 

The operational activities of sugarcane planting are exposed to variations resulting from climate changes, pests, diseases, and forest fires, among other natural forces.

 

Historically, climatic conditions can cause volatility in the sugar-energy sector and, consequently, in the Group's operating results, as they influence crops by increasing or reducing harvests.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

9. Recoverable taxes

 

 

 

2021

 

2020

PIS e COFINS

 

1,933,562

 

1,156,003

ICMS

 

1,476,161

 

1,301,528

IVA

 

384,101

 

653,262

Other

 

203,696

 

220,622

Estimated loss on realization of taxes

 

(28,782)

 

(28,998)

 

 

3,968,738

 

3,302,417

Current

 

(2,540,396)

 

(2,334,998)

Non-current

 

1,428,342

 

967,419

 

(i)        ICMS

 

It arises from interstate operations for the distribution of oil by-products, in which the tax burden of the receiving state is lower than that retained by the supplier, according to Agreement No. 110/07.

The reimbursement takes place through formalization of a process with the States, whereby after the request is approved, the payment is made by the substitute taxpayer, in this case the refinery, by means of a credit in a bank checking account.

 

To use ICMS credit balances, the Group is internally reviewing certain activities, in particular the logistics of operations with changes in supply hubs. In addition, there are requests for special regimes from certain state tax authorities, requests for authorization to transfer balances between branches in the same state and analysis of credit sales to third parties.

 

The ICMS recoverable balance presented in these financial statements reflects the amount that the Group expects to realize, less the provision for loss on credits, for which management has no expectation to realize them.

 

(ii)       ICMS on the PIS and COFINS tax bases

 

On March 15, 2017, the Federal Supreme Court of Brazil (“STF”) completed the judgment of Appeal No. 574.706 and, under general resonance, established the thesis that the ICMS does not make up the PIS and COFINS tax base, since this amount does not represent the Group’s revenue/billing. In other words, taxpayers have the right to exclude the ICMS amount recorded in the invoice from the PIS and COFINS tax base. In 2018, the Group recognized credits referring to periods after March 2017, based on the decision handed down on that date by the STF. In addition, the amounts recognized, referring to prior periods, for the group companies that have been awarded favorable final decisions on the referred matter, that is, a res judicata decision, were calculated based on the accounting and tax systems, considering the ICMS amount recorded in invoices. The accuracy of amounts was tested by crosschecking the information with the relevant accessory obligations.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

Since adoption of the PIS and COFINS noncumulative regime, the Group has been pleading in court the right to exclude ICMS from the PIS and COFINS tax base. In the year ended March 31, 2021 and 2020, the Group concluded that the necessary legal certainty for recognizing the referred to tax credits had been achieved.

 

Therefore, the Group recognized consolidated credits amounting to R$ 331,157, under Recoverable taxes, arising from certain res judicata decisions handed down on lawsuits for the entire period after 5 years of the date of distribution of the lawsuits in court and, in the case of decisions not yet final, credits after October 2, 2017, prospectively, according to the conclusion of the leading case, granting the appeal to taxpayers. The consolidated credits of R$ 240,566 were recognized in statement of income for the year.

 

The consolidated credits amounting to R$ 90,591, whose triggering event preceded the formation of Raízen, within the scope of the formation process of Raízen by shareholders Cosan and Shell, were recognized in Related parties, under non-current liabilities, and should be refunded to them as they are used by the Group.

 

(iii)      IVA

 

This refers to the federal tax applicable in Argentina on commercial transactions with clients and suppliers, whose triggering event, determination and payment takes place on a monthly basis.

 

(iv)      Estimated loss on realization of taxes

 

Changes in estimated loss on realization of taxes are as follows:

 

March 31, 2020 and 2019

 

(28,998)

 Reversal of provision for expected loss, net

 

217

March 31, 2021

 

(28,781)

 

10. Other financial assets

 

 

2021

 

2020

Credits from indemnity suits refundable (1)

107,070

 

97,852

Credits from indemnity suits own (2)

133,046

 

177,629

National Treasury Certificates CTN (3)

24,206

 

297,459

Other

1

 

101

 

264,323

 

573,041

Current

(37,633)

 

(314,273)

Non-current

226,690

 

258,768


(1) Credits arising from final favorable decisions, which are not part of the net assets contributed by Cosan in establishing the Group. As such, RESA recorded an obligation of equal value, classified as current and non-current liabilities, under Related parties (Note 11.c), as these credits will be fully refunded to Cosan when effectively received. These credits bear interest by reference to the IPCA-E and Selic variation, plus annual interest of 6%, as applicable.

 

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

(2) Credits arising from a final court decision favoring Raízen Araraquara, a subsidiary of RESA, relating to the lawsuit filed by Instituto do Açúcar e do Álcool (“IAA”) against the Brazilian federal government, lodged by Copersucar in 1990. The lawsuit claims indemnification for the losses caused to the plants by the federal government by setting prices lower than the market prices. In the year ended March 31, 2021, RESA received credits from claims for damages totaling R$ 36,473.
(3) Government securities issued by the Brazilian National Treasury, under the Special Program for Securitization of Agricultural Loans (PESA), with an original term of 20 years, with maturities until 2025, given as collateral to the financing transaction called PESA. These securities earn the General Market Price Index (IGP-M) plus annual interest of 12%. At maturity, their amount tends to be equivalent to the principal amount of the debt payable to PESA and can be used to settle this debt. In the year ended March 31, 2021, RESA redeemed the amount of R$ 357,185 for partial settlement of the PESA.

 

11. Related parties

 

(a)      Summary of balances with related parties

 

 

2021

 

2020

Assets

 

 

 

Assets classified by currency:

 

 

 

Domestic (local currency)

1,909,666

 

1,867,202

Abroad (foreign currency) (Note 27.d)

147,099

 

185,541

 

2,056,765

 

2,052,743

Framework agreement (1)

 

 

 

Shell Brazil Holding B.V.

922,654

 

895,150

Cosan S.A.

626,584

 

637,517

Shell Brasil Petróleo Ltda.

71,861

 

63,607

Other

9,317

 

11,042

 

1,630,416

 

1,607,316

Commercial and administrative transactions (2)

 

 

 

Rumo Group

200,114

 

112,529

Shell Group

116,560

 

213,040

Agricopel Group

20,173

 

12,715

Comgás - Companhia de Gás de São Paulo

15,031

 

18,213

Cosan S.A.

16,691

 

16,126

Agroterenas S.A.

-

 

36,210

Raízen and Wilmar Sugar Pte. Ltd.

-

 

2,189

Nova América Agrícola Caarapó Ltda.

-

 

614

Other

57,780

 

33,791

 

426,349

 

445,427

 

2,056,765

 

2,052,743

Current assets

(783,362)

 

(787,819)

Non-current assets

1,273,403

 

1,264,924

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

 

2021

 

2020

Liabilities

 

 

 

Liabilities classified by currency:

 

 

 

Domestic (local currency)

2,154,514

 

1,777,582

Abroad (foreign currency) (Note 27.d)

769,308

 

757,719

 

2,923,822

 

2,535,301

Framework agreement (1)

 

 

 

Cosan S.A.

717,833

 

530,472

Shell Brasil Petróleo Ltda.

156,138

 

137,269

Shell Brazil Holding B.V.

62,380

 

58,922

Other

25,726

 

13,759

 

962,077

 

740,422

Financial transactions

 

 

 

Shell Finance (Netherlands) B.V.

2,297

 

3,354

Other

1,960

 

2,856

 

4,257

 

6,210

Commercial and administrative transactions (2)

 

 

 

Shell Group (1)

547,260

 

745,279

Rumo Group

43,322

 

40,399

Other

262,523

 

92,353

 

853,105

 

878,031

Preferred shares (3)

 

 

 

Shell Brazil Holding B.V.

168,446

 

166,329

Cosan S.A.

2,220

 

3,745

 

170,666

 

170,074

Lease liabilities (4)

 

 

 

Radar Propriedades Agrícolas S.A.

159,998

 

146,736

Aguassanta Agrícola Ltda.,

132,200

 

143,546

Nova Agrícola Ponte Alta S.A.

113,464

 

108,040

Nova Amaralina S/A Propriedades Agrícolas

59,180

 

55,805

Jatobá Propriedades Agrícolas Ltda.

71,179

 

65,563

Terrainvest Propriedades Agrícolas S.A.

59,440

 

52,932

Other

338,256

 

167,942

 

933,717

 

740,564

 

2,923,822

 

2,535,301

Current liabilities

(1,509,070)

 

(1,494,946)

Non-current liabilities

1,414,752

 

1,040,355

 

(1)       Framework agreement

 

The amounts recorded in assets and liabilities refer to recoverable or refundable balances of Raízen’s shareholders as they relate to the period prior to the formation of Raízen.

 

(2)       Commercial and administrative transactions

 

On March 31, 2021 and 2020, the amounts recorded in assets refer to transactions involving sale of products such as gasoline, diesel, jet fuel, sugar and ethanol.

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

As of March 31, 2021 and 2020, the amount recorded in liabilities refers mainly to commercial transactions for the purchase of products and provision of services (freight and storage), as well as advances from clients for sugar exports.

 

(3)      Preferred shares

 

Substantially tax benefits to be reimbursed to Shell and Cosan, when effectively used by the Group, determined by the balances of income and social contribution tax losses (“NOL”) and tax benefit on amortization of goodwill (“GW”) arising from years prior to the organization of the Raízen Group. Payment will be made through the distribution of exclusive dividends and/or capital reduction to holders of Class B and E preferred shares (financial instrument payable).

 

In the year ended March 31, 2021, the RESA proposed the allocation of dividends totaling R$ 1,525 to holders of Class B preferred shares, as shown in Note 20.b.

 

(4)       Lease liabilities

 

Changes in lease liabilities in the years ended March 31, 2021 and 2020 are as follows:

 

April 1, 2019

720,759

Additions

29,190

Write-offs

(19,093)

Payments

(145,737)

Interest

63,719

Remeasurements (1)

91,726

March 31, 2020

740,564

Additions

44,649

Write-offs

(25,739)

Payments

(171,358)

Interest

67,706

Remeasurements (1)

277,895

March 31, 2021

933,717

 

 

Current

(121,360)

 Non-current

812,357

 

Remeasurements it is mainly related to the agriculture lease and partnership contracts (CONSECANA’s index variation).

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

(b)      Summary of transactions with related parties (13)

 

 

 

2021

 

2020

 

2019

Sale of products

 

 

 

 

 

 

Raízen and Wilmar Sugar Pte. Ltd.

 

-

 

299,713

 

1,384,680

Rumo Group (6)

 

1,189,005

 

1,213,317

 

1,231,065

Agricopel Group (10)

 

780,365

 

851,755

 

841,983

Shell Group (11)

 

1,623,514

 

2,495,025

 

1,809,489

Other

 

78,150

 

83,564

 

70,614

 

 

3,671,034

 

4,943,374

 

5,337,831

Purchase of goods and services (5)

 

 

 

 

 

 

Shell Group (11)

 

(3,041,339)

 

(4,867,104)

 

(2,587,793)

Rumo Group (6)

 

(609,353)

 

(449,133)

 

(478,852)

Agroterenas S.A. (12)

 

-

 

(348,099)

 

(252,940)

Nova América Agrícola Ltda. (12)

 

-

 

(173,266)

 

(163,433)

Nova América Agrícola Caarapó Ltda. (12)

 

-

 

(169,863)

 

(184,306)

Agricopel Group (10)

 

(84,683)

 

(94,464)

 

(89,499)

Other

 

(97852)

 

(167,564)

 

(132,827)

 

 

(3,833,227)

 

(6,269,493)

 

(3,889,650)

Renewed collection of shared expenses (1)

 

 

 

 

 

 

Comgás - Companhia de Gás de São Paulo

 

36,863

 

32,703

 

34,952

Rumo Group (6)

 

26,986

 

35,299

 

28,716

Cosan Lubrificantes e Especialidades S.A.

 

7,319

 

7,406

 

6,596

Other

 

12,716

 

8,544

 

6,449

 

 

83,884

 

83,952

 

76,713

Leases of land

 

 

 

 

 

 

Radar Group (g)

 

-

 

-

 

(72,179)

Janus Brasil Participação S.A.

 

-

 

-

 

(29,397)

Tellus Group (h)

 

-

 

-

 

(22,299)

Aguassanta Group (i)

 

-

 

-

 

(12,134)

Barrapar Participações S.A.

 

-

 

-

 

(21)

 

 

-

 

-

 

(136,030)

Net financial income (expenses) (2)

 

 

 

 

 

 

Cosan S.A.

 

(5,582)

 

7,141

 

(6,280)

Shell Group (11)

 

12,379

 

17,687

 

13,053

B. V. Dordtsche Petroleum Maatschappij ("DPM")

 

-

 

(81,038)

 

73,147

Aguassanta Group (9)

 

(14,579)

 

(14,684)

 

-

Radar Group (7)

 

(35,974)

 

(31,941)

 

-

Janus Brasil Part S.A.

 

(10,694)

 

(10,232)

 

-

Tellus Brasil Participações SA (8)

 

(6,430)

 

(6,758)

 

-

Other

 

2,984

 

6,867

 

8,634

 

 

(57,896)

 

(112,958)

 

88,554

Revenues from services (3)

 

 

 

 

 

 

Shell Group (11)

 

3,062

 

7,047

 

14,526

Agricopel Group (10)

 

617

 

2,373

 

177

Other

 

36

 

1,111

 

10

 

 

3,715

 

10,531

 

14,713

Service expenses (4)

 

 

 

 

 

 

Shell Group (11)

 

(27,368)

 

(25,995)

 

(24,394)

Other

 

(467)

 

(912)

 

(9)

 

 

(27,835)

 

(26,907)

 

(24,403)

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

(1) Refer to expenses with shared corporate, management and operating costs reimbursed by related parties.
(2) Refer substantially to expenses with commissions on lines of credit available and restatement of balances of advances granted to finance sugarcane crops, as well as the exchange difference of commercial transactions resulting from import and sale of fuel and interest, exchange difference and adjustment to present value on the balance fully paid to SOI and DPM for acquisition of Raízen Argentina.
(3) Refer substantially to the lubricant sales commission to Shell and expenses with the sharing of corporate, management and operating costs reimbursed by its subsidiaries.
(4) Refer to expenses with technical support, maintenance of the billing and collection process, commissions on the sale of jet fuel and secondees to Shell.
(5) The Group’s purchase transactions with Shell Trading US Company are represented substantially by import of ethanol and by-products in the foreign market.
(6) “Rumo Group” refers to the railway and port operations represented by the following companies: Rumo S.A., Elevações Portuárias S.A., Logispot Armazéns Gerais S.A., Rumo Malha Sul S.A., Rumo Malha Oeste S.A., Rumo Malha Paulista S.A., Rumo Malha Norte S.A., Rumo Malha central S.A., ALL América Latina Logística Rail Management, Portofer Transporte Ferroviário Ltda., and Brado Logística S.A.
(7) “Radar Group” refers to the purchase, sale and lease of own properties, represented mainly by the following companies: Radar Propriedades Agrícolas S.A., Nova Agrícola Ponte Alta S.A., Nova Amaralina S.A., Bioinvestiments Negócios e Participações S.A. and Proud Participações S.A
(8) “Tellus Group” refers to the purchase, sale and lease of own properties, represented mainly by the following companies: Tellus Brasil Participações S.A., Terrainvest Propriedades Agrícolas S.A. and Agrobio Investimentos e Participações S.A.
(9) “Aguasanta Group” refers to the purchase, sale and lease of own properties, represented mainly by the following companies: Aguassanta Participações S.A, Santa Bárbara Agrícola S.A., Aguassanta Agrícola Ltda., Aguapar Agrícola Ltda. and Palermo Agrícola S.A.
(10) “Agricopel Group” refers to sales of fuel, represented mainly by the following companies: Agricopel Comércio de Derivados de Petróleo Ltda., Posto Agricopel Ltda., Agricopel Diesel Paraná Ltda, Blue Administração de Bens Ltda., a related party through FIX Investimentos Ltda., which is a noncontrolling shareholder of Mime.
(11) “Shell Group” refers mainly to the commercial transactions conducted by Shell Aviation Limited and Shell Trading US Company.
(12) Grupo Agroterenas S.A and Nova América no longer have influence in the Group, therefore they are not characterized as related parties
(13) Transactions with related parties are entered into on an arm’s length basis, in line with those prevailing in the market or that the Group would take out from third parties.


(c)       Officers and members of the Board of Directors

 

Fixed and variable compensation to key management personnel of the Group, including statutory officers and members of the Board of Directors, recognized in profit or loss for the years ended March 31, 2021, 2020 and 2019, is as follows:

 

 

2021

 

2020

 

2019

Regular remuneration

(58,074)

 

(56,911)

 

(55,341)

Bonuses and other variable remuneration

(41,973)

 

(50,760)

 

(35,521)

Total remuneration

(100,047)

 

(107,671)

 

(90,862)

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021 

In thousands of reais – R$, unless otherwise indicated


(d)      Other significant information involving related parties

 

Revolving Credit Facility

 

The Group has a line of credit totaling US$ 700,000 thousand, which had not been used until the closing of these combined consolidated financial statements, as follows:


Beneficiary

 

Institution

 

Amount in US$

 

Maturity

RCSA

 

Shell Finance (Netherlands) B.V. and Cosan S.A.

 

700,000

 

May/2025


12. Assets from contracts with clients

 

 

 

2021

 

2020

Balance at beginning of the year

 

2,567,165

 

2,429,779

Additions

 

656,713

 

627,888

Amortization (Note 23)

 

(502,468)

 

(505,769)

Effect of foreign currency translation

 

9,087

 

15,267

Balance at end of the year

 

2,730,497

 

2,567,165

Current

 

(475,045)

 

(475,305)

Non-current

 

2,255,452

 

2,091,860

 


Grupo Raízen

 

Notes from management to the combined

consolidated financial statements as of March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 


13. Investments

 

 

Investments (1)

 

Equity pickup

 

Country

 

Business activity

 

Equity interest

 

2021

 

2020

 

2021

 

2020

 

2019

Book value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Joint ventures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rede Integrada de Lojas de Conveniência e Proximidade S.A. ("JV Rede")

Brazil

 

Convenience and proximity stores

 

 

50.00%

 

 

202,593

 

 

194,413

 

 

7,715

 

 

11,817

 

 

-

Raízen and Wilmar Sugar Pte. Ltd.

Singapore

 

Trading

 

50.00%

 

50,326

 

47,924

 

(1,388)

 

845

 

19,012

Associated companies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Centro de Tecnologia Canavieira S.A.

Brazil

 

R&D

 

19.58%

 

138,575

 

123,556

 

14,302

 

7,711

 

4,651

Logum Logística S.A.

Brazil

 

Logistics

 

30.00%

 

270,966

 

309,550

 

(73,438)

 

(25,389)

 

(19,399)

Uniduto Logística S.A.

Brazil

 

Logistics

 

46.48%

 

42,574

 

47,550

 

(11,385)

 

(4,373)

 

26,723

Termap S.A.

Argentina

 

Sea terminal

 

3.50%

 

390

 

360

 

-

 

-

 

-

Latitude Logística Portuária S.A.

Brazil

 

Port operation

 

50.00%

 

4,078

 

4,384

 

(311)

 

-

 

-

Navegantes Logística Portuária S.A.

Brazil

 

Port operation

 

33,33%

 

21,080

 

8,548

 

(1,218)

 

-

 

-

Nordeste Logística I S.A.

Brazil

 

Port operation

 

33,33%

 

787

 

180

 

(197)

 

-

 

-

Nordeste Logística II S.A.

Brazil

 

Port operation

 

33,33%

 

7,637

 

2,433

 

(190)

 

-

 

-

Nordeste Logística III S.A.

Brazil

 

Port operation

 

33,33%

 

9,663

 

2,329

 

(216)

 

-

 

-

 

 

 

 

 

 

 

748,669

 

741,227

 

(66,326)

 

(9,389)

 

30,987

Appreciation of assets, net assigned

 

 

 

 

 

 

 

 

 

 

 

 

JV Rede

 

 

 

 

 

 

511,000

 

526,361

 

(15,361)

 

(6,401)

 

-

 

Investment goodwill (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Uniduto Logística S.A.

 

 

 

 

 

 

5,676

 

5,676

 

-

 

-

 

-

Centro de Tecnologia Canavieira S.A.

 

 

 

51,946

 

51,946

 

-

 

-

 

-

 

 

 

 

 

 

 

57,622

 

57,622

 

-

 

-

 

-

Total investment

 

 

 

 

 

 

1,317,291

 

1,325,210

 

(81,687)

 

(15,790)

 

30,987

 

(1)           Investments measured by the equity method; and

(2)           Goodwill on the purchase of shares and transfer of shares.

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

Changes in investments in joint ventures and associates are as follows:

 

March 31, 2019

         573,186

   Equity income (loss)

         (15,790)

   Additions (Note 13.c)

           41,746

   Gain on formation of joint venture (Note 13.c)

         719,488

   Dividends

           (5,164)

   Effect of foreign currency translation and others

           11,744

March 31, 2020

      1,325,210

   Equity pickup

(81,687)

   Additions (Note 13.b)

68,394

   Reversal of dividends

466

   Effect of foreign currency translation and others

4,908

March 31, 2021

1,317,291

 

(a)       Summarized financial information of the major investments, considering equity pickup adjustments, where applicable



March 31, 2021

 

 

 

 

Logum Logística S.A. (1)/(2)

 

 

Uniduto Logística Ltda.  (1)/(2)

 

Centro de Tecnologia Canavieira S.A. (2)/(4)

 

Iogen Energy Corporation (3)

 

Raízen and Wilmar Sugar PTE Ltd. (4)

Assets

 

2,812,110

 

91,605

 

854,443

 

38,596

 

100,651

Liabilities

 

(1,907,151)

 

(9)

 

(146,705)

 

(416,440)

 

(100,651)

Equity

 

904,959

 

91,596

 

707,738

 

(377,844)

 

 -  

 

 

 

 

 

 

 

 

 

 

 

Year ended March 31, 2021

 

 

 

 

 

 

 

 

Net operating revenue

 

168,943

 

 -  

 

305,469

 

 -  

 

10,802

Net income (loss)

 

(244,793)

 

(24,495)

 

73,037

 

(1,406)

 

(4,645)

 


March 31, 2020

 

 

 

Logum Logística S.A. (1)/(2)

 

Uniduto Logística Ltda.  (1)/(2)

 

Centro de Tecnologia Canavieira S.A. (2)/(4)

 

Iogen Energy Corporation (3)

 

Raízen and Wilmar Sugar PTE Ltd. (4)

Assets

 

2,355,141

 

103,219

 

811,416

 

59,421

 

542,186

Liabilities

 

(1,323,309)

 

(908)

 

(180,386)

 

(536,080)

 

(446,339)

Equity

 

1,031,832

 

102,311

 

631,030

 

(476,659)

 

95,847

 

 

 

 

 

 

 

 

 

 

 

Year ended March 31, 2020

 

 

 

 

 

 

 

 

Net operating revenue

 

173,415

 

 -  

 

227,341

 

 -  

 

2,112,914

Net income (loss)

 

(84,630)

 

(8,486)

 

39,481

 

(1,148)

 

1,690

 

(1) The fiscal year of these investees ends at December 31.
(2) Significant influence over these companies has been defined, mainly, based on the Group’s right to elect key management personnel and to decide on their significant strategic and operational matters.



Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

(3) Jointly controlled entity in which RESA holds 50% interest in common shares, whose fiscal year ends at August 31. RESA did not set up a provision for estimated loss on equity pickup, since it has no legal or constructive obligations to make payments on account of that company.
(4) The fiscal year of these investees ends on March 31.

 

(b)          Investment transactions in the year ended March 31, 2021

 

(i)            Additions to investments

 

Capital increases in Logum and Uniduto

 

In the year ended March 31, 2021, capital increases where resolved, approved and subscribed in Logum and Uniduto, totaling R$ 117,920 and R$ 12,880, respectively.  The amounts subscribed by RESA totaled R$ 40,897, fully paid in through a current account.

 

All shareholders contributed and paid up the shares, proportionally to the interest held, except for one shareholder, who failed to contribute and pay up the shares in Uniduto. As a consequence of these events, shareholders RESA and Copersucar entered into an Agreement for future capital contribution, thus enabling that Uniduto honor the commitments assumed with shareholders of Logum.

 

Such future capital contributions have not yet been resolved by Uniduto’s shareholders. Therefore, the percentage of equity interest held in these investees did not change.

 

Capital increases in port operation business

 

In the year ended March 31, 2021, capital increases of companies comprising the port exploration business were deliberated, approved, and subscribed, amounting to R$ 27,497, through transfers of grants (intangible asset) and cash, in the amounts of R$ 18,294 and R$ 9,203, respectively.

 

There were no changes in the percentage of interest held in the capital of these investees, since all shareholders made capital contributions proportionally to their previously held interest.

 

(c)           Investment transactions in the year ended March 31, 2020

 

(i)             Additions to investments

 

Capital increases in Logum and Uniduto

 

In the year ended March 31, 2020, capital increases in Logum and Uniduto were approved and subscribed, in the respective amounts of R$ 68,900 and R$ 6,890. The amounts subscribed by RESA totaled R$ 23,872, fully paid in through a checking account.

 

There were no changes in the percentage of interest held in the capital of these investees, since all shareholders made capital contributions proportionally to their previously held interest.

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

Subscription of shares in new logistics entities

 

In the year ended March 31, 2020, shares were subscribed in new entities whose business purpose comprises port operations and logistics, in the amount of R$ 17,874, paid up in November 2019

 

Establishment of joint venture Rede (“JV Rede”)

 

Description

 

On August 6, 2019, RCSA and Raízen Conveniências entered into a Share Purchase and Sale and Investment Agreement with FEMCO, which established the terms and conditions for the acquisition of equity interest in Raízen Conveniências by FEMCO, as well as the organization of a joint venture, aiming at expanding the convenience store franchise business at gas stations under brand “Shell Select” and developing the proximity store business outside gas stations under brand “OXXO”.

 

This transaction was completed on November 1, 2019, when RCSA and FEMCO became shareholders of Raízen Conveniências, currently named Rede, in the proportion of 50/50 of capital.

 

Economic and financial valuation

 

The Enterprise Value considered was R$ 1,438,976, based on the assumption of the acquisition of equity interest in a company free of any debts or cash as well as the capital increase, approved in the AGM held on October 31, 2019, by FEMCO, in the amount of R$ 323,928.

 

Accounting effects

 

As a result of this transaction, RCSA recognized R$ 406,330 referring to the receipt, in cash, of R$ 39,627 paid by FEMCO, R$ 316,012 referring to the amounts due by FEMCO where Raízen sold the receivable irrevocably and irreversibly, and without right of recourse to financial institutions (cash effect of R$ 297,239), and R$ 50,691 related to the portion falling due in 2022, which is recorded under the Other receivables. In addition, RCSA recognized in statement of income for the year, under Other operating revenue, net (Note 23), gains related to the dilution of equity interest, the sale of shares and the fair value in the formation of JV Rede, in the amounts of R$ 240,529, R$ 305,423 and R$ 532,762, respectively.

 

Considering the lack of specific guidance on how to account for assets contributed to the formation of a joint venture that meet the business definition established under IFRS 3/CPC 15, the Group’s accounting policy is to recognize the assets contributed at their fair value on the joint venture formation date.

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

In the year ended March 31, 2020, RCSA completed the allocation of fair value of formation of the referred to joint venture, as follows:

 

Changes

 

Annual amortization rate

 

Amount

 Enterprise value of JV Rede

 

 

 

1,438,976

Recognition of interest retained by RCSA

 

 

 

719,488

Write-off of book value due to loss of control

 

 

 

(186,726)

Gain on remeasurement of investment at fair value

 

 

 

532,762

Allocation of fair value in the proportion of 50%

 

 

 

 

Relationship with vendors

 

3.9%

 

173,353

Relationship with franchisees

 

5.7%

 

140,034

Relationship with licensees

 

15.6%

 

3,216

 

 

 

 

316,603

Unallocated fair value

 

 

 

216,159

Surplus value attributed and fair value – formation of JV Rede



 

532,762

 

The derecognized assets and liabilities of former subsidiary Rede due to the loss of control over RCSA, in the consolidated statement of financial position on March 31, 2020, were as follows:

 

Accounts

 

Amount

Cash and cash equivalents

 

340,154

Accounts receivable

 

50,929

Deferred taxes (Note 19.d)

 

1,164

Right of use (Note 17.a)

 

522

Property, plant, and equipment (Note 14)

 

1,637

Intangible assets (Note 15)

 

        10,928

Lease liabilities (Note 17.b)

 

          (645)

Payroll and related charges payable

 

       (4,259)

Income tax and social contribution payable

 

       (6,480)

Taxes payable

 

       (3,888)

Provision for legal disputes

 

          (350)

Other liabilities, net

 

     (15,203)

Net effect of derecognition of assets and liabilities

 

374,509

Effect of derecognition of cash in operation:

 

 

Cash and cash equivalents

 

340,154

FEMCO’s capital increase was carried out on October 31, 2019

 

(323,928)

Total derecognition of cash

 

16,226

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

A summary of financial information of JV Rede based on its financial statements, adjusted by the recorded fair value adjustments on the JV Rede formation date and by differences in accounting policies, are described below. The reconciliation of the summarized financial information to the carrying amount of RCSA’s equity interest in JV Rede in the referred to years is also presented.

 

 

 

2021

 

2020


2019

Current assets

 

414,452

 

417,266


76,776

Non-current assets

 

117,080

 

17,651


15,574

Current liabilities

 

(68,178)

 

(42,889)


(38,713)

Non-current liabilities

 

(47,418)

 

(1,433)


(346)

Consolidated equity

 

415,936

 

390,595


53,291

Attributed to noncontrolling interests

 

(3,423)

 

(1,769)


(1,724)

Attributed to joint controlling interests

 

412,513

 

388,826


51,567

RCSA’s equity interest

 

50.00%

 

50.00%


99.99%

Interest in equity

 

206,257

 

194,413


51,567

Surplus values and revaluation at fair value

 

532,762

 

532,762


-

Accumulated amortization of surplus values

 

(21,762)

 

(6,401)


-

Surplus values and revaluation, net


511,000


526,361


-

Carrying amount of interest in JV Rede


717,257

 

720,774


51,567

 

 

 

 

 


 

 

 

 

2021

 

2020


2019

Net operating revenue

 

114,100

 

125,290


115,061

Consolidated net income for the year

 

17,100

 

66,651


70,835

Attributed to noncontrolling interests

 

(1,671)

 

        (2,021)


(2,241)

Attributed to joint controlling interests

 

15,429

 

            64,630


68,594

RCSA’s equity interest

 

50.00%

 

50.00%


99.99%

Equity accounting result (1)

 

7,715

 

50,395


68,594

 

(1) Equity interest of 99.99% considered in the equity pickup calculation until October 31, 2019.


Sale of indirect subsidiary Raízen Gas S.A. (“Raízen Gas”) to Italgas S.A. (“Italgas”)

 

On January 31, 2020, Raízen Argentina concluded the sale of all shares representing the capital of Raízen Gas to Italgas, for US$ 23,000 thousand, equivalent to R$ 95,186, whose net asset value is US$ 20,186 thousand, equivalent to R$ 83,539. As a result of this transaction, RCSA recognized, in statement of income for the year ended March 31, 2020, a gain on disposal of shares of that subsidiary, in the amount of R$ 6,455, net of general expenses associated with the sale, which were paid in the year. In the year ended March 31, 2021, RCSA recognized an additional gain as a result of the transaction price adjustment in the amount of R$ 1,096.

 

On March 31, 2021, the amount received from this sale was R$ 19,599, equivalent to US$ 3,786 thousand, (R$ 33,108, equivalent to US$ 8,000 thousand in 2020), and the remaining balance of R$ 65,163, equivalent to US$ 11,438 thousand (R$ 77,981, equivalent to US$ 15,000 thousand in 2020), will be repaid in semiannual installments, with final maturity in June 2023.

 

Raízen Gas is a company based in Argentina, as well as Italgas, which sells liquefied petroleum gas (LPG).

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

  

Accounts

 

Amount

Cash and cash equivalents (secured account)

 

(40)

Accounts receivable

 

4,096

Inventories

 

1,243

Property, plant and equipment (Note 11)

 

113,231

Suppliers

 

       (2,188)

Payroll and related charges payable

 

          (724)

Income tax and social contribution payable

 

       (9,372)

Provision for legal disputes (Note 17)

 

          (127)

Deferred income tax and social contribution liabilities (Note 16.d)

 

     (22,931)

Other assets, net

 

           351

Effect of derecognition of Raízen Gas’ net assets


83,539

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

14. Property, plant and equipment

 

 

 

 

 

 

 

 

 

 

As of March 31

 

Land and rural properties

Buildings and improvements

Machinery, equipment, and facilities

Aircraft, vessels, and vehicles

Furniture, fixtures, and IT equipment

Construction in progress

Frequently replaced parts and components

Sugarcane planting

Other

Total

Cost:

 

 

 

 

 

 

 

 

 

 

At March 31, 2020

1,196,135

3,203,445

13,876,793

787,076

297,991

1,509,723

1,383,205

6,692,234

47,036

28,993,638

Additions

-

13,548

47,595

141

4,974

1,297,611

766,545

609,860

19,596

2,759,870

Business combination (Note 30)

-

109

(3,928)

257

35

-

-

-

(828)

(4,355)

Write-offs

(22,141)

(24,683)

(169,332)

(85,487)

(20,859)

14

-

(2,814)

-

(325,302)

Reversal of estimated loss, net and other (Note 25)

-

-

7,892

(14,850)

931

-

-

-

-

(6,027)

Transfers (1)

5,693

159,122

509,645

19,306

13,327

(919,393)

-

-

(2,985)

(215,285)

Transfer between cost and depreciation

-

-

-

-

-

-

(692,423)

-

-

(692,423)

Foreign currency translation effect and other

94,643

102,369

397,461

2,177

2,699

51,765

-

-

1,161

652,275

At March 31, 2021

1,274,330

3,453,910

14,666,126

708,620

299,098

1,939,720

1,457,327

7,299,280

63,980

31,162,391

 

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation:

 

 

 

 

 

 

 

 

 

 

At March 31, 2020

-

(680,184)

(5,197,802)

(406,070)

(187,527)

-

(691,829)

(4,633,551)

(36,653)

(11,833,616)

Depreciation in the year

-

(122,339)

(977,818)

(67,815)

(40,558)

-

(752,952)

(558,210)

(4,374)

(2,524,066)

Write-offs

-

11,178

116,310

67,200

19,522

-

-

-

-

214,210

Transfers (1)

-

14,549

80,270

20,160

4,624

-

-

-

-

119,603

Transfer between cost and depreciation

-

-

-

-

-

-

692,423

 

-

692,423

Foreign currency translation effect

-

(14,159)

(89,369)

-

(805)

-

-

-

-

(104,333)

At March 31, 2021

-

(790,955)

(6,068,409)

(386,525)

(204,744)

-

(752,358)

(5,191,761)

(41,027)

(13,435,779)

 

 

 

 

 

 

 

 

 

 

 

Net residual value:

 

 

 

 

 

 

 

 

 

 

At March 31, 2021

1,274,330

2,662,955

8,597,717

322,095

94,354

1,939,720

704,969

2,107,519

22,953

17,726,612

At March 31, 2020

1,196,135

2,523,261

8,678,991

381,006

110,464

1,509,723

691,376

2,058,683

10,383

17,160,022

 

(1) Net transfers, amounting to R$ 95,682, refer to: (i) transfer to software cost, under Intangible assets, in the amount of R$ 79,867; (ii) amounts transferred from Trade accounts receivable and Suppliers, amounting to R$ 1,151; and (iii) amounts transferred to Other liabilities, substantially corresponding to the reduction in the provision for removal of tanks, in the amount of R$ 14,664.
(2) This refers to the final adjustments in the price allocation of the assets acquired and liabilities assumed by RESA in the process of acquiring RZ Agrícola Caarapó Ltda. The details of this operation are described in Note 29.


Grupo Raízen


Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At March 31, 2020

 

Land and rural properties

 

Buildings and improvements

 

Machinery, equipment and facilities

 

Aircraft, vessels and vehicles

 

Furniture, fixtures and IT equipment

 

Construction in progress

 

Frequently replaced parts and components

 

Sugarcane planting

 

Other

 

Total

Cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2019

1,105,625

 

2,795,393

 

12,528,752

 

725,985

 

274,316

 

1,083,522

 

1,245,182

 

5,638,459

 

42,470

 

25,439,704

Additions

-

 

9,693

 

44,814

 

644

 

1,189

 

1,280,671

 

786,640

 

718,173

 

29,726

 

2,871,550

Business combinations (Note 30)

4,660

 

83,526

 

213,251

 

70,443

 

6,874

 

-

 

-

 

335,674

 

328

 

714,756

Write-offs

(99,121)

 

(28,557)

 

(105,970)

 

(36,294)

 

(5,126)

 

-

 

-

 

-

 

(7,200)

 

(282,268)

Set-up of provision for estimated loss, net and other (Note 25)

-

 

1

 

(1,653)

 

(342)

 

(940)

 

-

 

-

 

-

 

 

 

(2,934)

Write-off due to disposal of subsidiary 

-

 

(32,907)

 

(115,323)

 

(17,825)

 

(1,873)

 

-

 

-

 

-

 

-

 

(167,928)

Write-off in the formation of joint venture (Note 13)

 

 

(197)

 

(1,231)

 

-

 

(766)

 

(70)

 

-

 

-

 

-

 

(2,264)

Transfers (1)

9,711

 

186,984

 

610,180

 

40,389

 

18,441

 

(929,426)

 

-

 

(72)

 

(19,143)

 

(82,936)

Transfer between cost and depreciation

-

 

-

 

-

 

-

 

-

 

-

 

(648,617)

 

-

 

-

 

(648,617)

Effect of Foreign currency translation effect and other

175,260

 

189,509

 

703,973

 

4,076

 

5,876

 

75,026

 

-

 

-

 

855

 

1,154,575

March 31, 2020

1,196,135

 

3,203,445

 

13,876,793

 

787,076

 

297,991

 

1,509,723

 

1,383,205

 

6,692,234

 

47,036

 

28,993,638

Accumulated depreciation:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2019

-

 

(553,173)

 

(4,291,658)

 

(360,814)

 

(157,385)

 

-

 

(648,023)

 

(4,056,632)

 

(37,554)

 

(10,105,239)

Depreciation in the year

-

 

(114,586)

 

(849,481)

 

(59,115)

 

(32,022)

 

-

 

(692,423)

 

(439,979)

 

(4,350)

 

(2,191,956)

Write-offs

-

 

19,852

 

74,502

 

33,179

 

4,258

 

-

 

-

 

-

 

5,251

 

137,042

Business combinations (Note 30)

-

 

(19,190)

 

(71,872)

 

(28,548)

 

(3,121)

 

-

 

-

 

(136,940)

 

-

 

(259,671)

Write-off due to disposal of subsidiary 

-

 

3,652

 

40,181

 

9,164

 

1,700

 

-

 

-

 

-

 

-

 

54,697

Write-off in the formation of joint venture (Note 13)

 

 

3

 

351

 

-

 

273

 

-

 

-

 

-

 

-

 

627

Transfers (1)

-

 

(56)

 

374

 

(180)

 

(2)

 

-

 

-

 

-

 

-

 

136

Transfer between cost and depreciation

-

 

-

 

-

 

-

 

-

 

-

 

648,617

 

-

 

-

 

648,617

Effect of Foreign currency translation effect and other

-

 

(16,686)

 

(100,199)

 

244

 

(1,228)

 

-

 

-

 

-

 

-

 

(117,869)

March 31, 2020

-

 

(680,184)

 

(5,197,802)

 

(406,070)

 

(187,527)

 

-

 

(691,829)

 

(4,633,551)

 

(36,653)

 

(11,833,616)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net residual value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2020

1,196,135

 

2,523,261

 

8,678,991

 

381,006

 

110,464

 

1,509,723

 

691,376

 

2,058,683

 

10,383

 

17,160,022

March 31, 2019

1,105,625

 

2,242,220

 

8,237,094

 

365,171

 

116,931

 

1,083,522

 

597,159

 

1,581,827

 

4,916

 

15,334,465

 

(1) On March 31, 2020, net transfer of R$ 82,800 includes: (a) transfer to Intangible assets of R$ 65,419, and amounts transferred Other liabilities corresponding to the reduction in the provision for removal of tanks, in the amount of R$ 17,381.


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

Construction in progress

 

The balances of construction in progress refer mainly to: i) vinasse concentration project; ii) project to receive chopped sugarcane and separate straw for energy cogeneration; iii) installation of tanks to expand ethanol storage capacity; iv) a new plant to transform vinasse into biogas; v) investments for industrial maintenance and improvement, agricultural automation, as well as Environment, Health and Safety measures (“EHS”) and administrative investments; (v) construction projects for new fuel distribution terminals and expansion, modernization and improvement of existing terminals; (vi) investment in gas stations under the brand Shell, such as replacement of fuel pumps, environmental adequacy and image revitalization, renovation and revitalization of convenience stores at gas stations, purchase and installation of furniture and equipment for convenience stores at gas stations; (vii) investments in large clients (B2B), such as acquisition and installation of equipment, installation of gas stations in these large consumer clients; and (viii) expansion, modernization and improvement at airports, such as acquisition of supply vehicles, expansion of hydrant networks and supply points. In the year ended March 31, 2021, various projects of such nature were completed, totaling R$ 919,393 (R$ 929,426 in 2020).

 

Capitalization of borrowing costs

 

In the year ended March 31, 2021, borrowing costs capitalized in the Group totaled R$ 54,819 (R$ 38,021 on March 31, 2020). The weighted average annual rates of financial charges for certain debts were 8.73% in 2021 (7.41% in 2020).

 

Property, plant and equipment given as guarantee

 

On March 31, 2021, loans and financing are guaranteed by land, buildings and machinery in the amount of R$ 374,982 (R$ 469,503 in 2020).

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

15. Intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At March 31, 2021

 

Software license

 

Goodwill

 

Trademarks

 

Sharecropping agreements

 

Sugarcane supply agreements

 

Contractual relationships with clients

 

Technology

 

Granting rights and other

 

Total

Cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2020

679,157

 

2,640,213

 

532,348

 

18,123

 

181,516

 

284,765

 

185,061

 

68,165

 

4,589,348

Additions

37,155

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

37,155

Capital contribution (Note 13)

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(18,294)

 

(18,294)

Transfers (1)

44,676

 

-

 

-

 

-

 

-

 

-

 

-

 

36,588

 

81,264

Effect of foreign currency translation and other

2,114

 

118,536

 

-

 

-

 

-

 

143,466

 

-

 

1,181

 

265,297

March 31, 2021

763,102

 

2,758,749

 

532,348

 

18,123

 

181,516

 

428,231

 

185,061

 

87,640

 

4,954,770

Amortization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2020

(421,955)

 

(431,380)

 

(475,459)

 

(17,856)

 

(109,393)

 

(32,489)

 

(90,850)

 

(33,811)

 

(1,613,193)

Amortization in the year

(65,039)

 

-

 

(52,504)

 

(221)

 

(9,622)

 

(22,238)

 

(18,442)

 

(1,155)

 

(169,221)

Transfers (1)

(1,397)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(1,397)

Effect foreign currency translation and other

(644)

 

-

 

-

 

-

 

-

 

(15.603)

 

-

 

-

 

(16.247)

March 31, 2021

(489,035)

 

(431,380)

 

(527,963)

 

(18,077)

 

(119,015)

 

(70,330)

 

(109,292)

 

(34,966)

 

(1,800,058)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net residual value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2021

274,067

 

2,327,369

 

4,385

 

46

 

62,501

 

357,901

 

75,769

 

52,674

 

3,154,712

March 31, 2020

257,202

 

2,208,833

 

56,889

 

267

 

72,123

 

252,276

 

94,211

 

34,354

 

2,976,155

 

(1)             These refer to amounts transferred from Property, plant and equipment.

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At March 31, 2020

 

Software license

 

Goodwill

 

Trademarks

 

Sharecropping agreements

 

Sugarcane supply agreements

 

Contractual relationships with clients

 

Exclusive supply rights

 

Right of use - public concessions

 

Technology

 

Granting rights and other

 

Total

Cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2019

566,371

 

2,621,269

 

532,348

 

18,411

 

181,516

 

284,735

 

216

 

12,541

 

185,061

 

25,975

 

4,428,443

Additions

81,377

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

358

 

81,735

Business combinations (Note 30)

813

 

18,944

 

-

 

-

 

-

 

30

 

-

 

-

 

-

 

-

 

19,787

Write-offs

(177)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(177)

Write-off in the formation of joint venture (Note 13)

(11,758)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(11,758)

Transfers

39,582

 

-

 

-

 

(288)

 

-

 

-

 

-

 

-

 

-

 

26,003

 

65,297

Effect of foreign currency translation and other

2,949

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

3,072

 

6,021

March 31, 2020

679,157

 

2,640,213

 

532,348

 

18,123

 

181,516

 

284,765

 

216

 

12,541

 

185,061

 

55,408

 

4,589,348

Accumulated amortization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2019

(369,236)

 

(431,380)

 

(422,955)

 

(18,411)

 

(101,914)

 

(10,235)

 

(216)

 

(12,541)

 

(72,337)

 

(20,989)

 

(1,460,214)

Amortization in the year

(52,566)

 

-

 

(52,504)

 

555

 

(7,767)

 

(22,254)

 

-

 

-

 

(18,513)

 

(65)

 

(153,114)

Write-offs

164

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

164

Business combinations (Note 30)

(582)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(582)

Write-off in the formation of joint venture (Note 13)

830

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

830

Transfers

(166)

 

-

 

-

 

-

 

288

 

-

 

-

 

-

 

-

 

-

 

122

Effect of foreign currency translation and other

(399)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(399)

March 31, 2020

(421,955)

 

(431,380)

 

(475,459)

 

(17,856)

 

(109,393)

 

(32,489)

 

(216)

 

(12,541)

 

(90,850)

 

(21,054)

 

(1,613,193)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net residual value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2020

257,202

 

2,208,833

 

56,889

 

267

 

72,123

 

252,276

 

-

 

-

 

94,211

 

34,354

 

2,976,155

March 31, 2019

197,135

 

2,189,889

 

109,393

 

-

 

79,602

 

274,500

 

-

 

-

 

112,724

 

4,986

 

2,968,229

 

(1)             Refers to net transfer from Property, plant and equipment.

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

Goodwill

 

This refers to goodwill paid for expected future profitability, amortized on a straight-line basis until March 31, 2009, after which, as required by IAS 38 (CPC 04) - Intangible assets, they are no longer amortized. As of March 31, 2021 and 2020, balance of goodwill is as follows:

 

 

2021

 

2020

 

 

 

 

On acquisition of Costa Rica Canavieira Ltda.

57,169

 

57,169

On acquisition of Cerrado Açúcar e Álcool S.A.

24,660

 

24,660

On acquisition of RESA (antiga Cosan S.A. Açúcar e Álcool)

558

 

558

On acquisition of Univalem S.A. Açúcar e Álcool

5,018

 

5,018

On acquisition of Usina Açucareira Bom Retiro S.A.

81,575

 

81,575

On acquisition of Usina Benálcool

149,247

 

149,247

On acquisition of Usina Santa Luíza

42,348

 

42,348

On acquisition of Usina Zanin Açúcar e Álcool

98,380

 

98,380

On acquisition of Vertical

4,313

 

4,313

On acquisition of Corona Group

380,003

 

380,003

On acquisition of Destivale Group

42,494

 

42,494

On acquisition of Mundial Group

87,435

 

87,435

On acquisition of FBA - Franco Brasileira S.A. Açúcar e Álcool

4,407

 

4,407

On merger of Curupay S.A. Participações

109,841

 

109,841

On payment of capital at Mundial

14,800

 

14,800

On acquisition of Santa Cândida and Paraíso Mills

431,272

 

431,272

On acquisition of RWXE

8,430

 

8,430

On acquisition of Ryballa

5,400

 

5,400

Total RESA

 1,547,350

 

 1,547,350

On acquisition of Latina

70,432

 

70,432

On acquisition of Raízen Argentina

340,434

 

221,898

On the business combination of Cosan Combustíveis Lubrificantes S.A.

348,103

 

348,103

Other

21,050

 

21,050

Total RCSA

780,019

 

661,483

Total combined consolidated

2,327,369

 

2,208,833

 

Impairment analysis for cash generating units containing goodwill

 

The Group tests the recoverable amount of goodwill at least annually.

 

At RCSA, management uses the value in use method to determine the recoverable amount, which is based on the projection of the discounted cash flows expected from the cash-generating units (CGU) determined by management based on the budgets that consider the assumptions related to the CGUs situated in Brasil and Argentina. 

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

The discounted cash flows were prepared for a 5-year period and carried at perpetuity without considering the actual growth rate, based on past performance and expected market development. Cash flows arising from the continued use of related assets are adjusted for specific risks and use the pre-tax discount rate, calculated at 5.39% per year (5.12% in 2020).

 

Significant assumptions used were prices based on the market expectation, estimated growth rates for the business sector and extrapolations of growth rates based on the Brazilian and Argentina Gross Domestic Product (GDP). The entire future cash flow was discounted at rates that reflect specific risks related to the relevant assets in each cash-generating unit.

 

RESA tests at least annually the recoverable amount of goodwill that is allocated to the identified Cash-Generating Units.

 

RESA uses the value in use method to determine the recoverable amount, which is based on the projection of the discounted cash flows expected from the cash-generating units determined by management based on the budgets that take into account the assumptions related to each CGU, using information available in the market and previous performances. The discounted cash flows were prepared for a period of 20 years, in accordance with a reasonable time to recover the assets related to the activities of RESA's economic sector. No real growth rate was considered in the year of the cash flow or in perpetuity, based on past performance and expectations for market development. The discount rate used was 5.39% per year (5.12% as of March 31, 2020).

 

The main assumptions used for RESA were expected price of sales of commodities over the long term, productivity in agricultural areas, performance of Total Recoverable Sugar (“TRS”), and operating and administrative costs. The entire cash flow was discounted at rates that reflect specific risks related to the relevant assets in each cash-generating unit.

 

As a result of the annual impairment tests, no significant losses were recognized in the years ended March 31, 2021, 2020 and 2019. The determination of the recoverability of assets depends on certain key assumptions as described above, which are influenced by the market, technological and economic conditions prevailing when such test is carried out and, therefore, it is not possible to determine whether impairment losses will occur in the future and, in the event they occur, if they will be material.

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

16. Suppliers

 

 

2021

 

2020

Suppliers - agreement (i)

6,634,383

 

5,837,811

Suppliers of materials and services (ii)

2,752,368

 

2,938,447

Oil products suppliers (iii)

893,039

 

1,029,535

Ethanol suppliers

463,003

 

304,492

Sugarcane suppliers (iv)

168,379

 

116,730

 

10,911,172

 

10,227,015

Domestic (local currency)

7,532,774

 

4,087,542

Abroad (foreign currency) (Note 27.d)

3,378,398

 

6,139,473

 

10,911,172

 

10,227,015

 

(i) The Group has agreements related to payments with financial institutions ("Agreements") through which certain suppliers may anticipate their receivables related to products and services provided to the Group, directly with financial institutions. Under such Agreements, the supplier elects whether to anticipate the receivables and the financial institutions decide whether or not to acquire said credits, without interference from the Group. The use of the Agreements does not imply any change in the notes issued by the suppliers, maintaining the conditions regarding the original amounts and payment terms, which is between 60 and 90 days, on average, falling within the Group's recurring operational cycle.
(ii)
Balance payable to suppliers of materials and services refers to acquisitions of machinery and equipment for the manufacturing facilities of the mills, distribution bases and own reseller gas stations, as well as various services contracted.
(iii) The balances payable to suppliers of ethanol, oil and oil by-products refer to credit purchases made by the Group.
(iv)
The sugarcane harvest period, which usually takes place between April and December of each year, generally has a direct impact on the balance with sugarcane suppliers and the respective cutting, loading and transportation services.


Grupo Raízen


Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

17. Leases

 

(a)           Rights of use 

 

 

 

 

 Land

 

 Properties

 

Aircraft, vehicles, and vessels 

 

 Machinery and equipment

 

 Manufacturing facilities

 

Total

 Cost or valuation:

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2020

 

5,057,803

 

272,679

 

761,154

 

123,799

 

89,352

 

6,304,787

 

Additions

 

693,595

 

106,860

 

3,775

 

185,190

 

-

 

989,420

 

Write-offs

 

(198,333)

 

(34,972)

 

(1,811)

 

(11,558)

 

-

 

(246,674)

 

Remeasurements (1)

 

950,929

 

81,340

 

52,189

 

101,429

 

7,971

 

1,193,858

 

Effect of foreign currency translation and other

 

22,345

 

10,791

 

49,948

 

-

 

-

 

83,084

March 31, 2021

 

6,526,339

 

436,698

 

865,255

 

398,860

 

97,323

 

8,324,475

 Accumulated amortization:

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2020

 

(827,819)

 

(99,297)

 

(228,916)

 

(43,527)

 

(5,832)

 

(1,205,391)

 

Amortization in the year

 

(924,431)

 

(141,988)

 

(221,337)

 

(59,116)

 

(6,054)

 

(1,352,926)

 

Write-offs

 

8,302

 

7,721

 

47

 

-

 

-

 

16,070

 

Effect of foreign currency translation and other

 

(3,468)

 

(7,791)

 

(25,342)

 

-

 

-

 

(36,601)

March 31, 2021

 

(1,747,416)

 

(241,355)

 

(475,548)

 

(102,643)

 

(11,886)

 

(2,578,848)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Net residual value:

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2021

 

4,778,923

 

195,343

 

389,707

 

296,217

 

85,437

 

5,745,627

March 31, 2020

 

 4,229,984

 

 173,382

 

 532,238

 

80,272

 

83,520

 

5,099,396

 

 

 

 

 Land

 

 Properties

 

 Aircraft, vehicles, and vessels  

 

 Machinery and equipment

 

 Manufacturing facilities

 

Total

 Cost or valuation

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2019

 

               -  

 

               -  

 

                -  

 

                   -  

 

              -  

 

                    -  

 

First-time adoption of IFRS 16 (CPC 06 (R2))

 

  3,582,128

 

     209,420

 

      435,474

 

         173,589

 

      84,012

 

    4,484,623

April 1, 2019

 

 3,582,128

 

    209,420

 

      435,474

 

        173,589

 

      84,012

 

   4,484,623

 

Additions

 

     936,280

 

       63,226

 

      220,897

 

           75,330

 

              -  

 

       1,295,733

 

Write-offs

 

   (121,481)

 

     (23,995)

 

      (77,750)

 

         (86,013)

 

              -  

 

       (309,239)

 

Remeasurements (1)

 

   609,565

 

         6,816

 

        50,205

 

         (39,107)

 

        5,340

 

         632,819

 

Write-off in the formation of joint venture (Note 13)

                 -  

 

                 -  

 

           (755)

 

                     -  

 

              -  

 

                (755)

 

Business combinations (Note 30)

 

              -  

 

            111

 

                -  

 

                    -  

 

              -  

 

                 111

 

Effect of foreign currency translation and other

 

        51,311

 

      17,101

 

      133,083

 

                     -  

 

              -  

 

           201,495

 Closing balance

 

 5,057,803

 

272,679

 

761,154

 

    123,799

 

   89,352

 

  6,304,787

 Amortization

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2019

 

               -  

 

              -  

 

                -  

 

                  -  

 

              -  

 

                -  

 

Amortization in the year

 

 (822,788)

 

  (87,893)

 

    (194,283)

 

        (42,293)

 

      (5,832)

 

(1,153,089)

 

Write-offs

 

             -  

 

           207

 

             304

 

               231

 

              -  

 

            742

 

Write-off in the formation of joint venture (Note 13)

                 -  

 

                 -  

 

             233

 

                     -  

 

              -  

 

               233

 

Business combinations (Note 30)

 

               -  

 

           (87)

 

                -  

 

                   -  

 

              -  

 

             (87)

 

Transfers

 

              -  

 

            (77)

 

                -  

 

                  77

 

              -  

 

                 -  

 

Effect of foreign currency translation and other

 

         (5,031)

 

       (11,447)

 

      (35,170)

 

             (1,542)

 

              -  

 

       (53,190)

 Closing balance

 

    (827,819)

 

      (99,297)

 

    (228,916)

 

         (43,527)

 

       (5,832)

 

   (1,205,391)

 Net residual value

 

  4,229,984

 

     173,382

 

      532,238

 

           80,272

 

      83,520

 

     5,099,396

 

(1)         Remeasurements it is mainly related to the agriculture lease and partnership contracts (CONSECANA’s index variation). 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 

We present below the weighted average amortization rates by class of right of use as of March 31, 2021 and 2020:

 

Class

 

2021

2020

Land

 

17%

19%

Properties

 

31%

31%

Aircraft, vehicles and vessels

 

25%

36%

Machinery and equipment

 

25%

24%

Manufacturing facilities

 

7%

7%

 

 (b) Lease liabilities  

 

As of March 31, 2021 and 2020, lease liabilities are as follows:

 

March 31, 2019

                       -  

First-time adoption of IFRS 16 (CPC 06 (R2))

           3,630,867

April 1, 2019

           3,630,867

Additions

           1,244,591

Write-offs

(291,247)

Payment

        (1,114,229)

Interest

              334,365

Transfers

             (47,554)

Remeasurements (1)

              517,142

Write-off in the formation of joint venture (Note 13)

                  (645)

Business combinations (Note 30)

                       34

Effect of foreign currency translation

              138,424

March 31, 2020

4,411,748

Additions

952,461

Write-offs

(202,933)

Payment

(1,388,175)

Interest

372,466

Transfers

(22,304)

Remeasurements (1)

911,360

Effects of foreign currency translation

40,571

March 31, 2021

5,075,194

Domestic (local currency)

4,683,945

Abroad (foreign currency) (Note 27.d)

391,249

 

5,075,194

Current  

(1,150,239)

Non-current

3,924,955

 

(1) Updating of the restatement index, substantially composed of the variation in the price of CONSECANA applied to lease and sharecropping agreements.


The weighted average incremental rate applied to the Group’s lease liabilities as of March 31, 2021 was 8.39% per year (8.6% as of March 31, 2020).

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated 

 

As of March 31, 2021, the maturity of lease liabilities of third parties and related parties (Note 11.a.5) is as follows: 

 

Years

 

Present value

 

Future value

2021

 

1,271,599

 

1,495,414

2022

 

1,084,481

 

1,377,928

2023

 

872,670

 

1,107,733

2024

 

690,020

 

866,536

2025

 

544,518

 

674,666

2026

 

441,052

 

540,923

2027

 

270,563

 

342,289

2028

 

206,417

 

261,831

2029

 

147,016

 

189,273

After 2029

 

480,575

 

646,169

Total

 

6,008,911

 

7,502,762

 


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise indicated

 


18. Loans and financing

 

Purpose

 

Final maturity

 

Index

 

Annual effective average interest rate (1)

 

Total

 

 

 

 

 

 

2021

 

2020

 

2021

 

2020

Debt classification per currency:

 

 

 

 

 

 

 

 

 

 

 

 

Denominated in Brazilian real (R$)

 

 

 

 

 

 

 

 

 

9,256,232

 

9,624,179

Denominated in US dollar (US$) and euro (€) (Note 27.d)

 

 

 

 

 

15,245,867

 

15,736,428

 

 

 

 

 

 

 

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

24,502,099

 

25,360,607

Debt type (2):

 

 

 

 

 

 

 

 

 

-

 

 

BNDES

 

March/24

 

 URTJLP

 

5.23%

 

6.25%

 

4,139

 

10,536

BNDES

 

December/30

 

 Fixed rate

 

3.61%

 

3.59%

 

272,276

 

384,006

BNDES

 

April/24

 

 UMBND

 

5.07%

 

6.67%

 

29,298

 

37,684

BNDES

 

December/38

 

IPCA

 

9.37%

 

7.36%

 

145,968

 

128,956

Pre-export financing

 

October/25

 

US dollar (US$) + Libor

 

1.51%

 

2.93%

 

8,415,018

 

8,723,426

Pre-export financing

 

-

 

Dollar (US$) + fixed rate

 

-

 

3.74%

 

-

 

1,051,686

Term Loan Agreement

 

April/24

 

US dollar (US$) + Libor

 

1.24%

 

2.95%

 

1,150,629

 

1,051,523

Debentures

 

June/30

 

 IPCA + interest

 

8.88%

 

7.06%

 

1,135,949

 

1,115,357

Advances on Exchange Contracts (“ACC”)

 

-

 

Dollar (US$) + fixed rate

 

-

 

1.71%

 

-

 

880,423

Working capital

 

-

 

CDI

 

-

 

4.41%

 

-

 

33,458

Working capital

 

-

 

FED

 

-

 

0.83%

 

-

 

16,645

Senior Notes Due 2027

 

January/27

 

Dollar (US$)

 

5.30%

 

5.30%

 

4,543,144

 

2,965,837

Resolution No. 2471 (PESA)

 

April/23

 

 IGP-M

 

18.06%

 

7.53%

 

30,708

 

328,965

Resolution No. 2471 (PESA)

 

October/25

 

 Fixed rate

 

3.00%

 

3.00%

 

38

 

46

Credit notes

 

-

 

CDI

 

-

 

3.91%

 

-

 

84,941

Finame/Lease

 

January/25

 

 Fixed rate

 

6.62%

 

6.64%

 

41,130

 

57,571

Finame/Lease

 

-

 

 URTJLP

 

-

 

8.29%

 

-

 

45

Agribusiness Receivables Certificate (“CRA”)

 

July/29

 

CDI

 

1.86%

 

3.57%

 

2,926,191

 

2,947,187

Agribusiness Receivables Certificate (CRA)

 

June/30

 

IPCA

 

9.79%

 

7.33%

 

3,607,866

 

2,389,708

Study and Project Financing Institution (“Finep”)

 

November/22

 

Dollar (US$) + fixed rate

 

5.00%

 

5.00%

 

55,174

 

88,278

Loan 4131

 

-

 

Dollar (US$) + fixed rate

 

-

 

4.34%

 

-

 

54,778

Schuldschein

 

October/21

 

Euro (€) + fixed rate

 

2.88%

 

2.88%

 

447,457

 

382,920

Schuldschein

 

September/22

 

Euribor

 

1.63%

 

1.79%

 

689,619

 

609,190

Rural financial product note (“CPR-F”)

 

November/29

 

CDI

 

3.03%

 

4.35%

 

1,007,495

 

2,017,441

 

 

 

 

 

 

 

 

 

 

24,502,099

 

25,360,607

Expenses incurred with the placement of the securities:

 

 

 

 

 

 

 

 

 

 

 

 

Agribusiness Receivables Certificate (CRA)

 

 

 

 

 

 

 

 

 

(35,366)

 

(15,590)

CPR-F

 

 

 

 

 

 

 

 

 

(11,141)

 

(12,426)

Senior Notes Due 2027

 

 

 

 

 

 

 

 

 

(4,560)

 

(2,074)

Debentures

 

 

 

 

 

 

 

 

 

(4,670)

 

(180)

Other

 

 

 

 

 

 

 

 

 

(1,889)

 

(2,967)

 

 

 

 

 

 

 

 

 

 

(57,626)

 

(33,237)

 

 

 

 

 

 

 

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

24,444,473

 

25,327,370

 

 

 

 

 

 

 

 

 

 

-

 

 

Current

 

 

 

 

 

 

 

 

 

(2,222,350)

 

(5,334,083)

 

 

 

 

 

 

 

 

 

 

-

 

 

Non-current

 

 

 

 

 

 

 

 

 

22,222,123

 

19,993,287

 


(1) The annual effective interest rate corresponds to the contract fee plus Libor (London InterBank Offered Rate), Euribor (European Interbank Offered Rate), URTJLP, IGP-M, UMBND, IPCA and CDI, where applicable.
(2) Loans and financing are generally guaranteed by promissory notes from the Group. In certain cases, they also have security interest, such as: i) credit rights arising from energy trading contracts (BNDES); ii) CTN (Note 10) and land mortgage (PESA); iii) property, plant and equipment; and iv) chattel mortgage of financed assets (Finame/PESA).


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

Installments falling due in the long term, less amortization of expenses with placement of securities, is as follows:

 

Years

 

2021

2022

 

3,006,796

2023

 

3,054,318

2024

 

4,403,400

2025

 

2,803,639

2026

 

4,750,763

2027

 

1,318,441

2028

 

1,262,125

After 2028

 

1,622,641

 

 

22,222,123

 

The Group’s loans and financing are detailed below:

 

(a)           Pre-export financing and Committed Back-up Credit Facility

 

In 2015 and 2020, the Group entered into pre-export financing agreements with various financial institutions for financing for future export of products, including the full withdrawal made on April 29, 2019 of the remaining amount of US$ 300,000 thousand, equivalent to R$ 1,175,265 on that date, from the Committed Back-up Credit Facility that RCSA held with a syndicate of international banks. These contracts mature up to 2025.

 

During the year ended March 31, 2021, RCSA entered into a pre-export financing agreement with a bank syndicate, whose credit facility limit is US$ 380,000 thousand, with a withdrawal deadline on September 30, 2021. Until the annual financial statement date, the withdrawal had not been made.

 

RESA has a Revolving Credit Facility with its shareholders.

 

(b)          Agribusiness Receivables Certificate (CRA)

 

As of March 31, 2021, the agreements payable are as follows:

 

 

Taken out in

 

 

 

Company

 

Issuer

 

Issue

 

Series

 

Maturity

 

Principal

Oct/14

 

RESA

 

Gaia Agro Securitizadora S.A. (1)

 

10th

 

2nd

 

Dec/21

 

101,987

Jun/15

 

RESA

 

Gaia Agro Securitizadora S.A.

 

14th

 

Single

 

Jun/21

 

675,000

May/16

 

RESA

 

RB Capital Companhia de Securitização

 

1st

 

3rd

 

May/22

 

465,706

May/16

 

RESA

 

RB Capital Companhia de Securitização (1)

 

1st

 

4th

 

May/23

 

209,294

May/17

 

RESA

 

RB Capital Companhia de Securitização

 

1st

 

6th

 

Apr/23

 

738,814

May/17

 

RESA

 

RB Capital Companhia de Securitização (1)

 

1st

 

7th

 

Apr/24

 

230,877

Dec/17

 

RCSA

 

RB Capital Companhia de Securitização

 

1st

 

11th

 

Dec/23

 

501,489

Dec/17

 

RCSA

 

RB Capital Companhia de Securitização (1)

 

1st

 

12th

 

Dec/24

 

204,024

Mar/19

 

RESA

 

RB Capital Companhia de Securitização

 

6th

 

1st

 

Mar/25

 

300,000

Mar/19

 

RESA

 

RB Capital Companhia de Securitização (1)

 

6th

 

2nd

 

Mar/26

 

600,000

Jul/19

 

RESA

 

True Securitizadora S.A.

 

6th

 

1st

 

Jul/29

 

228,190

Jul/19

 

RESA

 

True Securitizadora S.A.

 

6th

 

2nd

 

Jul/29

 

787,658

Jun-20

 

RESA

 

True Securitizadora S.A.

 

8th

 

2nd

 

Jun-27

 

352,426

Jun-20

 

RESA

 

True Securitizadora S.A.

 

8th

 

2nd

 

Jun-30

 

728,056

 

(1) Funding expenses were partially written off in the Group's statement of income given that some of them, with linked swaps, had been designated at fair value through profit or loss.


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

The funds raised were used in the activities carried out by the Group, substantially related to agribusiness, in the ordinary course of business, which include operations, investments and financing needs related to production, sale, processing or industrial manufacturing of agricultural products or inputs or of machinery and implements used in the agricultural activity.

 

(c)           Senior Notes Due 2027

 

Taken out in

 

Issuer

 

Maturity

 

US$

Jan-17

 

Capital market

 

Jan-27

 

500,000

Jul-20

 

Capital market

 

Jan-27

 

225,000

 

On July 7, 2020, Raízen Fuels Finance, a subsidiary of Raízen Energia, issued Senior Notes in the international market, totaling the principal amount of US$ 225,000 thousand, with payment of half-yearly interest in July each year and principal in 2027.

 

(d)          Rural Product Note (CPR)

 

In the year ended March 31, 2021, RESA contracted CPRs, as detailed below:

 

Taken out in

 

Bank

 

Maturity

 

Principal

Nov/19

 

Banco Bradesco S.A.

 

Nov/29

 

750,000

Dec/19

 

Banco Bradesco S.A.

 

Nov/29

 

250,000

Dec/19 (*)

 

Banco Bradesco S.A.

 

Sep/20

 

800,000

Mar/20 (*)

 

Banco Bradesco S.A.

 

Sep/20

 

    200,000

 

(*)  Fully paid in the year ended March 31, 2021.

 

The funds raised will be used for preparation of the soil, plantation and sugarcane treatments.

 

(e)           Schuldschein

 

As of March 31, 2021, the agreements payable by RESA are as follows:

 

 

 

 

 

 

 

 

 

Amount

Taken out in

 

Bank

 

Annual average effective interest rate

 

Maturity

 

R$

 

 

Oct/14

 

Citibank, N.A. London branch

 

2.88% p.y + Euro €

 

Oct/21

 

201,043

 

66,000

Jan/15

 

Citibank, N.A. London branch

 

1.69% p.y + Euro €

 

Jan/22

 

121,052

 

40,000

Sep/15

 

Citibank, N.A. London branch

 

1.99% p.y + Euro €

 

Sep/22

 

264,164

 

60,000

 

(f)            Debentures

 

In June 2020, the Brazilian SEC (“CVM”) granted RESA registration for its fifth (5th) Public Issue of Unsecured Debentures through which 169,518 single-series non-privileged unsecured nonconvertible debentures were issued, at the nominal value of R$ 1,000.00 (one thousand reais), totaling R$ 169,518.

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

In November 2019, the CVM granted RESA registration for its fourth (4th) Public Issue of Unsecured Debentures through which 900,000 single-series non-privileged unsecured nonconvertible debentures were issued, at the nominal value of R$ 1,000.00 (one thousand reais), totaling R$ 900,000.

 

 

 

Index

 

 Principal 

 

Receipt date

 

Maturity

4th series

 

 IPCA

 

 900,000

 

 28/11/2019

 

 16/11/2029

5th series

 

IPCA

 

169,518

 

15/06/2020

 

15/06/2030

 

(g)           Advances on Exchange Contracts (ACC)

 

As of March 31, 2021, the agreements payable by RESA are as follows:

 

 

 

 

 

 

 

Amount

Taken out in

 

Annual average effective interest rate

 

Maturity

 

R$

 

US$

Mar-20

 

Fixed rate

 

Sep-20

 

399,633

 

79,250

Apr-20 (1)

 

Fixed rate

 

Apr-21

 

126,530

 

25,000

Sep-20

 

Fixed rate

 

Mar-21

 

424,521

 

90,000

Oct-20

 

Fixed rate

 

Jan-21

 

111,758

 

20,000

Nov-20

 

Fixed rate

 

Feb-21

 

199,585

 

37,000

Nov-20

 

Fixed rate

 

Feb-21

 

108,234

 

20,000

 

(1) In March 2021, RESA settled this agreement in advance.

 

(h)          BNDES

 

These refer to funds raised by the Group intended to finance cogeneration, investments in fuel terminals, and greenfield and brownfield projects for renovation and implementation of new sugarcane fields (Prorenova) and construction of the mill for production of E2G.

 

As of March 31, 2021, the Raízen Group has unused lines of credit available from the Brazilian Development Bank (BNDES), in the amount of R$ 72,494 (R$ 216,474 in 2020). The use of these lines of credit is subject to the fulfillment of certain contractual conditions.

 

(i)            PESA – Resolution No. 2471

 

In the period from 1998 to 2000, RESA renegotiated its debts related to financing for agricultural costing with various financial institutions, reducing the financial cost to annual interest rates below 7.53%, guaranteeing repayment of the debt with assignment and transfer of National Treasury Certificates (CTN), redeemable upon settlement of the debt, taking advantage of the incentive granted by Central Bank Resolution No. 2471, of February 26, 1998. Said debt is settled upon redemption of the CTNs and compliance with contractual provisions.

 

In the year ended March 31, 2021, RESA offset the PESA contracts in the amount of R$ 357,185 (R$ 271,844 in 2020) through redemptions of CTN.

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(j)            Credit notes

 

The credit notes were settled through exports made during the year ended March 31, 2021.

 

(k)          Finame

 

These refer to machinery and equipment financing transactions, intermediated by several financial institutions and are intended for investments in property, plant and equipment. Such financing agreements are paid monthly, guaranteed by chattel mortgage of the financed items.

 

(l)            Covenants

 

The Group is not subject to compliance with financial ratios, but to certain covenants in the loan and financing agreements, such as cross-default and negative pledge, which are being met in accordance with contractual requirements. All restrictive clauses referring to loans, financing and debentures are in compliance by the Company and its subsidiaries as of March 31, 2021. 

 

(m)         Fair value

 

As of March 31, 2021 and 2020, the carrying amount and fair value of the loans are as follows:

 

 

 

Amount raised, restated

 

Fair value (1)

 

Finance income (loss)

Type

 

2021

 

2020

 

2021

 

2020

 

2021

 

2020

 

2019

Export prepayments

 

7,531,743

 

8,417,336

 

7,558,452

 

8,473,101

 

29,056

 

26,308

 

(82,586)

Term Loan Agreement

 

1,139,970

 

1,088,770

 

1,150,629

 

1,099,825

 

397

 

(1,248)

 

(5,810)

Senior Notes Due 2027

 

4,215,909

 

2,754,881

 

4,543,144

 

3,094,581

 

12,465

 

(244,817)

 

(122,158)

Schuldschein

 

1,117,538

 

992,495

 

1,137,080

 

1,028,186

 

16,149

 

(61)

 

8,980

Certificate of Agribusiness Receivables (CRA)

 

3,179,172

 

2,324,909

 

3,227,029

 

2,383,604

 

10,837

 

(46,966)

 

(11,729)

Debentures

 

982,993

 

930,273

 

952,566

 

893,415

 

(6,431)

 

36,858

 

 

Loan 4131

 

-

 

56,666

 

-

 

57,356

 

690

 

(43)

 

-

 

 

18,167,325

 

16,565,330

 

18,568,900

 

17,030,068

 

63,163

 

(229,969)

 

(213,303)

 

(1) Includes a fair value assessment balance on March 31, 2021 and 2020 amounting to R$ 401,575 and R$ 464,738, respectively.

 

Other loans and financing have no quoted value, but the fair value substantially approximates their carrying amount, due to exposure to variable interest rates and the immaterial changes in the Group’s credit risk, which can be obtained by comparing quoted papers as shown above.

 

(n)          Other information

 

Revolving Credit Facility

 

Raízen Fuels, a wholly owned subsidiary of Raízen Energia, has a revolving credit facility in the total amount of US$ 300,000 thousand, which had not been used until the closing date of these combined consolidated financial statements, as follows:

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

 

 

 

 

 

 

Beneficiary

 

Institution

 

Amount in US$

 

Maturity

Raízen Fuels

 

Syndicate of banks

 

300,000

 

April 2024

 

In addition, the Group has a Revolving Credit Facility with its shareholders, in the amount of US$ 700,000 (Note 11.d), totaling US$ 1,000,000 thousand.

 

19. Income tax and social contribution:

  Reconciliation of income and social contribution tax expenses

 

2021

 

2020

 

2019

Income before income tax and social contribution

2,206,643

 

3,461,517

 

2,777,134

Income tax and social contribution at nominal rate (34%)

(750,259)

 

(1,176,916)

 

(944,225)

Adjustments to calculate the effective rate:

 

 

 

 

 

Interest on own capital

50,055

 

51,498

 

65,416

Equity income, except amortization of surplus value (Note 13)

(22,550)

 

(3,192)

 

10,536

Capital gain on dilution of ownership interest (Note 13)

-

 

81,780

 

-

 Difference between deemed income and taxable income rates

34,295

 

10,987

 

78,826

Government grants 

-

 

-

 

85,224

Other

28,657

 

(29,957)

 

162,204

Income tax and social contribution expenses

(659,802)

 

(1,065,800)

 

(542,019)

Effective rate

29.9%

 

30.8%

 

19.5%

 

(a)           Income tax and social contribution recoverable (current and non-current):

 

 

2021

 

2020

IRPJ

549,020

 

750,114

CSLL

117,576

 

235,473

Tax credits of entity abroad

6,000

 

334,904

 

672,596

 

1,320,491

Current assets

(346,563)

 

(778,694)

Non-current assets

326,033

 

541,797

 

(b)          Income tax and social contribution payable (current)

 

 

2021

 

2020

IRPJ

127,778

 

50,723

CSLL

27,037

 

11,569

Tax debts of entity abroad

80,094

 

166,802

 

234,909

 

229,094


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(c)           Deferred income and social contribution tax assets and liabilities:

 

 

 

 

 

2021

 

2020

Assets/(liabilities)

Basis

 

IRPJ 25%

 

CSLL 9%

 

Total

 

Total

Tax losses

5,157,524

 

1,289,381

 

-

 

1,289,381

 

813,054

Negative basis for social contribution

4,927,222

 

-

 

443,450

 

443,450

 

292,699

Tax losses of foreign entities and other

44,228

 

11,057

 

-

 

11,057

 

72,896

Temporary differences:

 

 

 

 

 

 

 

 

 

Net exchange variation

4,962,244

 

1,240,561

 

446,602

 

1,687,163

 

1,529,331

Estimated loss for goodwill write-off

166,656

 

41,664

 

14,999

 

56,663

 

56,663

Remuneration and employee benefits

368,765

 

92,192

 

33,189

 

125,381

 

117,486

Lease liability and right of use

469,385

 

117,346

 

42,245

 

159,591

 

76,521

Fair value of inventories

-

 

-

 

-

 

-

 

67,035

Provisions for legal disputes

1,061,538

 

265,385

 

95,538

 

360,923

 

308,565

Provisions and other temporary differences

1,505,463

 

376,367

 

135,780

 

512,147

 

476,623

Total deferred tax assets

 

 

3,433,953

 

1,211,803

 

4,645,756

 

3,810,873

Amortized tax goodwill

(1,995,282)

 

(498,821)

 

(179,575)

 

(678,396)

 

(651,092)

Refund of ICMS

(255,397)

 

(63,849)

 

(22,986)

 

(86,835)

 

(85,235)

Result unrealized with derivatives

(2,078,903)

 

(519,726)

 

(187,101)

 

(706,827)

 

(1,442,972)

Property, plant and equipment assets’ useful life review

(2,325,679)

 

(581,420)

 

(209,311)

 

(790,731)

 

(710,497)

Fair value of inventories

(47,779)

 

(11,945)

 

(4,300)

 

(16,245)

 

-

Revaluation of property, plant and equipment

(1,960,712)

 

(490,178)

 

(176,464)

 

(666,642)

 

(700,591)

Fair value of assets from contracts with clients

(193,569)

 

(48,395)

 

(17,422)

 

(65,817)

 

(72,086)

Fair value of property, plant and equipment items, intangible assets and others

(1.284,424)

 

(321,105)

 

(115,599)

 

(436,704)

 

(339,199)

Capital gain

(328,182)

 

(82,046)

 

(29,536)

 

(111,582)

 

(115,475)

Fair value in the formation of the joint venture

(511,000)

 

(127,750)

 

(45,990)

 

(173,740)

 

(178,963)

Capitalized borrowing loans

(283,179)

 

(70,794)

 

(25,487)

 

(96,281)

 

(93,376)

Biological assets

(591,971)

 

(147,993)

 

(53,277)

 

(201,270)

 

(44,665)

Total deferred tax liabilities

 

 

(2,964,022)

 

(1,067,048)

 

(4,031,070)

 

(4,434,151)

Total deferred taxes

 

 

469,931

 

144,755

 

614,686

 

(623,278)

Deferred taxes - Assets, net

 

 

 

 

 

 

2,412,174

 

1,279,947

Deferred taxes - Liabilities, net

 

 

 

 

 

 

(1,797,488)

 

(1,903,225)

Total deferred taxes

 

 

 

 

 

 

614,686

 

(623,278)

 

(d.1)  Changes in deferred taxes, net:

 

 

 

2021

 

2020

 

2019

Balance at the beginning of the year

 

(623,278)

 

(1,063,273)

 

(293,871)

Initial adoption of IFRS 9 (CPC 48)

 

-

 

-

 

1,175

Adjusted opening balance

 

(623,278)

 

(1,063,273)

 

(292,696)

Credit in income (loss)

 

804,802

 

279,992

 

6,226

Deferred taxes on other comprehensive income

 

643,605

 

238,415

 

161,916

Use of income tax and social contribution losses for settlement of Refis

 

(13,794)

 

-

 

-

Business combinations (Note 30)

 

-

 

69,588

 

(967,418)

Derecognition upon formation of the joint venture (Note 13)

 

                         -

 

(1,164)

 

-

Write-off due to disposal of subsidiary

 

-

 

22,931

 

-

Effect of foreign currency translation and other

 

(196,649)

 

(169,767)

 

28,699

Balance at the end of the year

 

614,686

 

(623,278)

 

(1,063,273)


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(d.2)  Realization of deferred tax assets:

 

In assessing the ability to recover deferred taxes, management takes into consideration projections of future taxable profit and changes in temporary differences. Deferred tax assets are recognized only when it is probable that they will be used in the future. There is no expiration date for the use of the income and social contribution tax loss balances, however the use of the tax loss carryforward is limited to 30% of annual taxable profits.

 

At March 31, 2020, the Group expects to realize deferred tax assets in certain entities, including income and social contribution tax loss carryforwards and temporary differences, as follows:

 

Years

 

Total

2022

 

645,904

2023

 

         316,856

2024

 

         538,364

2025

 

         832,475

From 2025 onwards

 

      2,312,157

Total

 

      4,645,756

 

20. Legal disputes and judicial deposits

 

Breakdown of legal disputes considered as probable loss

 

As of March 31, 2021 and 2020, the balances of the claims to be reimbursed and the non-refundable claims to shareholders, within the scope of the Group’s organization process (Note 11.a) are as follows:

 

 

2021

 

2020

Tax

816,879

 

850,656

Civil

271,338

 

240,096

Labor

422,128

 

398,498

Environmental

65,466

 

69,633

 

1,575,811

 

1,558,883

Non-reimbursable legal disputes

476,891

 

428,374

Reimbursable legal disputes

1,098,920

 

1,130,509

 

1,575,811

 

1,558,883

 

When the Group was setup it was agreed that Cosan and Shell would reimburse the Group for legal disputes that were ongoing or originated before its formation, thus, the Group should reimburse Cosan and Shell regarding the judicial deposits made on the date before its formation.

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

As of March 31, 2021 and 2020, the balances of deposits refundable and non-refundable to shareholders, within the scope of the Group’s organization process (Note 11.a), are as follows:

 

 

2021

 

2020

Tax

337,309

 

314,570

Civil

69,973

 

35,273

Labor

114,345

 

121,910

 

521,627

 

471,753

Own judicial deposits

239,540

 

226,040

Refundable judicial deposits

282,087

 

245,713

 

521,627

 

471,753

 

(i)            Non-reimbursable legal disputes

 

 

Tax

 

Civil

 

Labor


Environmental

 

Total

March 31, 2020

60,123

 

20,429

 

307,393


40,429

 

428,374

 

-

 

                

 

-


 

 

 

Provisioned for the year (a)

7,921

 

25,875

 

125,695


(7,669)

 

151,822

Write-offs/reversals (a)

(6,741)

 

(10,216)

 

(99,405)


(1,672)

 

(118,034)

Payments

(43)

 

(2,179)

 

(46,915)


(3,725)

 

(52,862)

Monetary and foreign exchange adjustments (b)

3,223

 

12,751

 

48,915


478

 

65,367

Effect of foreign currency translation and other

(551)

 

501

 

(9)


2,283

 

2,224

March 31, 2021

63,932

 

47,161

 

335,674


30,124

 

476,891

 

(a) Recognized in the statement of income (loss) for the year under Sales taxes, General and administrative expenses, and Other operating expenses, except for the monetary restatement reversals, recognized in Finance income (loss).
(b) Recorded in income (loss) for the year heading “Finance income (loss)”.


(ii)          Reimbursable lawsuits (1)

 

 

Tax

 

Civil

 

Labor

 

Environmental

 

Total

March 31, 2020

790,533

 

219,667

 

91,105

 

29,204

 

1,130,509

Provisioned for the year

13,358

 

23,889

 

13,665

 

9,976

 

60,888

Write-offs/reversals

(80,836)

 

(56,358)

 

(21,769)

 

(1,024)

 

(159,987)

Payments

-

 

(2,958)

 

(8,971)

 

(3,866)

 

(15,795)

Monetary and foreign exchange adjustments

29,892

 

39,024

 

12,424

 

1,052

 

82,392

Effect of foreign currency translation and other

-

 

913

 

-

 

-

 

913

March 31, 2021

752,947

 

224,177

 

86,454

 

35,342

 

1,098,920

 

(1) The movement does not have and will never have an effect on the result, due to the Group's right to reimbursement.
73

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(iii)        Total legal disputes

 

 

Tax

 

Civil

 

Labor

 

Environmental

 

Total

March 31, 2020

850,656

 

240,096

 

398,498

 

69,633

 

1,558,883

Provisioned for the year

21,279

 

49,764

 

139,360

 

2,307

 

212,710

Write-offs/reversals

(87,577)

 

(66,574)

 

(121,174)

 

(2,696)

 

(278,021)

Payments

(43)

 

(5,137)

 

(55,886)

 

(7,591)

 

(68,657)

Monetary and foreign exchange adjustments

33,115

 

51,775

 

61,339

 

1,530

 

147,759

Effect of foreign currency translation and other

(551)

 

1,414

 

(9)

 

2,283

 

3,137

March 31, 2021

816,879

 

271,338

 

422,128


65,466

 

1,575,811

 

(a)           Tax

 

 

2021

 

2020

INSS

5,451

 

5,315

ICMS

496,644

 

491,977

IPI

132,233

 

130,896

PIS and COFINS

58,947

 

58,589

Lawyers fees

31,948

 

73,239

Income tax and Social Contribution (IRPJ and CSLL)

80,178

 

78,352

Other

11,478

 

12,288

 

816,879

 

850,656

Non-reimbursable legal disputes

63,932

 

60,123

Reimbursable legal disputes

752,947

 

790,533

 

816,879

 

850,656

 

(1)           ICMS

 

The amount recorded as a provision for ICMS credits is represented by: (a) tax assessments received that, despite being defended, are assessed as probable loss by the Company’s legal advisors; (b) use of finance credits and charges in matters on which understanding of the Group management and tax advisors differ from tax authorities’ interpretations, (c) questioning of the breach of accessory obligation (CAT Ordinance) in the period from January 2001 to December 2004, related to the methodology for calculating ICMS credits in the state of São Paulo, in the restated amount of R$ 118,115 (R$ 115,514 in 2019); and (d) ICMS credits on interstate operations after Law No. 87/96 of the states of Minas Gerais and Amazonas, comprising the period from 1996 to 2012, and referring to fuels purchased from Petrobras and resold by means of interstate transactions (exempt from ICMS tax), for which a provision was recorded in the restated amount of R$ 291,168 (R$ 278,992 in 2020), since Shell was awarded an unfavorable decision in the higher court.

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(2)           IPI

 

The amount recorded as a provision for IPI credits is represented by:  (a) tax assessment notice received referring to imported goods and other notices; (b) offset of credits deriving from inputs used in exempt shipment; and (c) IPI Seletividade, a matter recently judged by the Federal Supreme Court of Brazil (“STF”), under General Resonance (RE No. 592145, matter 080) unfavorably to the taxpayer.

 

(3)           PIS and COFINS

 

The amount recorded as a provision for PIS and COFINS credits is represented by: (a) contribution from 1997 to 1999 referring to merger of company; and (b) IPI credits used to offset PIS and COFINS deriving from inputs used in exempt shipments.

 

(4)           Lawyers’ fees

 

The Group engages law firms to defend it in civil, tax and labor lawsuits.   Certain contracts provide for attorneys’ fees as a percentage on successful lawsuit value.  The Group records a provision for amounts payable to law firms referring to lawsuits whose likelihood of loss is assessed as remote or after legal decisions in lower court for lawsuits whose likelihood of loss is assessed as possible.

 

(5)           IRPJ and CSLL

 

These refer to interlocutory decisions related to different offsets carried out by PER/DCOMP (E-Requests for Federal Tax Recovery, Refund or Offset) related to IPI credits used to offset IRPJ and CSLL.  Said offset stopped being approved because a tax assessment notice was issued to stop recognition of credits based on the fact that, in the period from January 2008 to September 2010: (a) RCSA did not record and pay IPI owed at the rate of 8% on certain transactions classified in TIPI (table of IPI levy); and (b) RCSA did not reverse IPI credits referring to inputs used in the industrialization of certain products classified in TIPI, considering that shipment of such products are not taxed.

 

In the first item, the dispute occurs due to difference about classification of products as oil by-products and, in the second item, it occurs because authorities do not recognize the right to maintain IPI credits on shipment transactions that are exempt or not taxed.

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(b)           Civil, labor, and environmental

The Group is a party to several civil lawsuits related to (i) property and pain and suffering damages; (ii) contractual disputes; (iii) remediating environmental damage caused by fuel leakage; and (iv) contractual, real estate and credit recovery discussions, including discussions of contractual violations, possession of Group properties and recovery of amounts not paid by clients.

 

The Group is also a party to several labor claims filed by former employees and employees of service providers who question, among others, the payment of overtime, night shift and risk exposure premiums, job reinstatement, refund of deductions made in payroll such as confederative association dues, union dues and others.

 

The main environmental claims are related to environmental remediation work to be carried out at filling stations, distribution bases, airports and client distribution centers, which comprise removal of contaminated material, treatment of the area, laboratory analysis and post-remediation monitoring.

 

Legal disputes are considered as possible losses and, thus, no provision for legal disputes has been recognized in the combined consolidated financial statements

 

(a)           Tax

 

 

2021

 

2020

ICMS

4,859,263

 

4,869,363

INSS

219,172

 

211,521

IPI

345,125

 

344,029

IRPJ and CSLL

3,878,012

 

3,561,628

PIS and COFINS

5,969,975

 

6,198,143

Offsets with IPI credit (IN) No. 67/98

137,976

 

136,871

MP No. 470 - Debt in installment payment

241,224

 

189,882

Other

1,227,685

 

1,062,653

 

16,878,432

 

16,574,090

Non-reimbursable legal disputes

8,692,980

 

8,146,261

Reimbursable legal disputes

8,185,452

 

8,427,829

 

16,878,432

 

16,574,090

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(1)           ICMS

 

Refers substantially to: (i) portion related to fine of the tax assessment notice served due to the alleged nonpayment of ICMS and noncompliance with accessory obligation, in an operation involving agricultural partnership and toll manufacturing, from May 2005 to March 2006 and May 2006 to March 2007; (ii) ICMS levied on shipping of crystallized sugar for export, which, according to the tax agent, is classified as semi-finished good and, under ICMS regulation, is subject to taxation; (iii) ICMS levied on alleged divergences in the sugar and ethanol inventories, arising from the comparison between the magnetic tax files and the Inventory Registration Books; (iv) tax assessment notices related to collection of the ICMS tax differential resulting from sales of ethanol intended to companies located in other states of the Country, which, based on a superseding rule, had their state registrations revoked; and (v) ICMS requirement resulting from disallowance of diesel oil credits used in the agro-industrial production process, with a defense filed for being essential to the Company's activities, based on article 155, paragraph 2, item I of the Federal Constitution and Supplementary Law No. 87/96; (vi) ICMS credits not reversed; (vii) lack of full reversal of ICMS-ST credits for ICMS tax substitution (ICMS-ST); (viii) noncompliance with accessory obligations; (ix) ICMS-ST requirement in interstate sales to industrial clients; (x) undue use of credits from Controls for ICMS tax Credits on permanent assets (“CIAP”); (xi) inventory difference; (xii) alleged undue use of credits related to ICMS-ST on diesel in the capacity of final consumer; (xiii) matching credit allegedly unduly taken; and (xiv) tax credits related to freight (transport services) allegedly unduly used since the subsequent operation is exempt or not taxed.

(2)           INSS

 

Possible legal disputes related to INSS involve mainly: (i) revision of the legal disputes linked to MPS/SRP Revenue Procedure No. 03/2005, from 2005 to 2011, which are now assessed as remote loss due to the probable recognition of laches term. MPS/SRP Revenue Procedure No. 03/2005 restricted the constitutional immunity of social security taxes on export revenue, and exports are now taxed through commercial exporting companies or trading companies; (ii) requirement of the contribution for purposes of the National Rural Learning Service (SENAR) on direct and indirect export operations, where the Brazilian IRS (“RFB”) understands that there is no right to constitutional immunity; and (iii) requirement of the social security tax on resale of goods in the domestic market and to third parties that are not included in the social security tax base calculation, which only applies to gross revenue resulting from the production effectively occurring in the facilities and not from purchased goods.

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(3)           IPI

 

RFB Regulatory Instruction No. 67/98 validated the procedure adopted by industrial facilities that shipped products without recording and paying IPI, related to operations with demerara, upper quality granulated sugar, special granulated sugar, extra special granulated sugar, and refined granulated sugar, carried out from July 6, 1995 to November 16, 1997, and with refined amorphous sugar carried out from January 14, 1992 to November 16, 1997. This standard was carried into effect in the respective proceedings brought by Brazilian Federal Revenue Service, whose likelihood of loss is classified as possible, according to the assessment of the Group’s legal advisors.

(4)           IRPJ, CSLL, PIS, COFINS and IOF

Main legal disputes refer to: (a) tax assessment notices on credit offsetting arising from the Semi-Annual PIS regime and offsets of federal taxes not approved by the Brazilian IRS (RFB), for which the Group has been challenging these collections at the proper levels; and (b) tax assessment notices for the collection of IRPJ and CSLL for the years 2011, 2012 and 2013, derived from the exclusion of income from amortization of goodwill on investments evaluated under the equity.  This goodwill was contributed by Cosan Lubrificantes e Especialidades S.A., formerly named Cosan Combustíveis e Lubrificantes S.A., to the RCSA, whose assessment was filed against it, relating to years 2009 to 2011. The Group presented an objection requesting full cancellation of the tax assessment notice issued; (c) disallowances of PIS and CONFINS credits, in the non-cumulative system, provided for in Law No. 10637/2002 and Law No. 10833/2003. These disallowances stem, in summary, from the restrictive interpretation of the RFB regarding the concept of "inputs", as well as different interpretations of the said laws. These challenges are still at the administrative level; (d) requests for reimbursement of PIS and COFINS in connection with offsetting proceedings. After presentation of the Protest Letter in March 2013, the DRJ (Judgment Office) determined the write-off of ongoing proceedings, so that PIS and COFINS credit rights referring to certain quarters from 2008 to 2009 are recalculated; (e) in the year ended March 31, 2020, the Brazilian IRS considered as “non-declared” the requests for reimbursement and/or offsetting of non-cumulative PIS and COFINS credits with different origins (Law No. 10637/02 and Law No. 10833/03) for the periods from 2014 to 2016, based on the argument that the credits are linked to a lawsuit that challenges the exclusion of ICMS from the PIS and COFINS tax base.  Because the understanding of the tax authorities is mistaken, the Group continues with the administrative discussion.  (f) tax assessment notices related to unconstitutionality of expansion of PIS and COFINS tax base brought by Law No. 9718/98, in which STF considered as unconstitutional; (g) tax assessment notices filed by the Brazilian IRS for the collection of IRPJ and CSLL from prior years relating to offsets of tax losses, deductibility of amortization expenses of certain goodwill and taxation of differences of revaluations of assets comprising property, plant and equipment ; (h) lawsuit in 2018, related to the disallowance of goodwill based on expected future profitability, deducted from the IRPJ and CSLL tax base for calendar years 2013 to 2016, in the amount of R$ 454,362. The defense was presented considering that the amortization of goodwill occurred under the terms of the applicable legislation (article 386 of RIR/99 and articles 7 and 8 of Law No. 9532/97); and (i) PIS and COFINS difference determined because of CIDE offset.  For tax authorities, such deduction could only have been made in the event of payment. 

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(5)           Offsets with IPI credit –IN 67/98

 

RFB Regulatory Instruction Number 67/98 brought with it the possibility of a refund of IPI collected in the period from January 14, 1992, to November 16, 1997, on amorphous refined sugar. Accordingly, RESA, for the periods in which payment was made, it pleaded to offset amounts against other taxes due. However, the Federal Revenue Service dismissed requests for restitution as well as an offset. Thus, RESA administratively appealed against the dismissal.

After notification of payment of debts object to an offset in view of the changes introduced by IN SRF Number 210/02, RESA filed a writ of mandamus with an injunction request to suspend the enforceability of offset taxes, with the aim of impeding the Public Administration from executing these debts. The injunction was granted by the competent court. 

 

(6)           MP 470 - Installment payment of debts

 

Federal Revenue Service partially rejected requests for payment of federal tax debts in installments made by RESA, with the argument that offered tax loss is not sufficient to settle respective debts. RESA and its legal advisors consider that the losses indicated existed and were available for such use.

(b)          Civil, labor, and environmental

 

 

2021

 

2020

Civil

586,914

 

1,258,802

Labor

840,365

 

290,438

Environmental

204,651

 

53,794

 

1,631,930

 

1,603,034

Non-reimbursable legal disputes

608,411

 

473,101

Reimbursable legal disputes

1,023,519

 

1,129,933

 

1,631,930

 

1,603,034

 

21. Commitments

 

RESA and its subsidiaries have various purchase commitments for sugarcane with third parties in order to guarantee part of its production in subsequent harvests. The amount of sugarcane to be acquired is calculated based on the estimated amount per milled area based on their expected productivity where sugarcane plantations are located. The amount to be paid by RESA is determined at the end of each crop year, according to prices published by the CONSECANA (Council of Sugarcane, Sugar and Ethanol Producers in the São Paulo State – Brazil).

RCSA has fuel purchase agreements with third parties in order to secure part of its trading future, also has contracts for rail transportation, road, and ferry services, with the purpose of transporting fuel from the supply bases to the reseller stations, whose amount to be paid is determined according to the price agreed in the contract.

The Group has stockpiling service contracts for fuels with third parties, in accordance with logistics and storage objectives of fuels in certain regions.

RESA entered into agreement with Rumo group for the transportation and elevation of sugar exports

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

As of March 31, 2021, the volumes related to purchase commitments and service agreements by crop are as follows:

 

 

 Years

 

 

Sugarcane

(in tons)

Fuel

(in cubic meters)

Transportation

(in cubic meters)

Storage

(in cubic meters)

Transportation and handling of sugar

2022

 

            35,668,256

 

      2,289,970

 

     3,752,603

 

          7,568,592

 

        8,167,886

2023

 

            32,950,672

 

                   -  

 

     1,077,803

 

          4,297,410

 

                     -  

2024

 

            27,125,450

 

                   -  

 

     1,079,507

 

          3,008,314

 

                     -  

2025

 

            22,585,345

 

                   -  

 

        954,309

 

          2,661,690

 

                     -  

From 2026 onwards

 

            44,521,171

 

                   -  

 

        954,309

 

          5,357,678

 

                     -  

Total contracted volume

 

          162,850,894

 

      2,289,970

 

     7,818,531

 

        22,893,684

 

        8,167,886

Total estimated payments (nominal value)

 

           16,477,090

 

    7,762,258

 

       327,119

 

    1,009,176

 

         189,192



22. Equity

 

In the context of the combined consolidated financial statements, the accounts comprising equity (capital, capital reserve, income reserve, equity adjustments, among other) usually are not significant.  Therefore, the statements of changes in equity of this combined consolidated interim financial information include only two items named equity attributed to controlling interests and noncontrolling interests.

 

The information disclosed in this note derives from the individual and consolidated financial statements of RESA and RCSA.  Accordingly, as stated in Note 1.e, these combined consolidated financial statements of the Group do not represent the individual and consolidated annual financial statements of these entities.

 

(a)       Capital

 

a.1)  RESA

 

As of March 31, 2021 and 2020, capital amounts to R$ 6,516,354. This account is stated less the balance of redeemable preferred shares - financial instrument payable – in the amount of R$ 2,220 (R$ 3,745 in 2020), totaling R$ 6,514,134 (R$ 6,512,609 in 2020).

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

The fully subscribed and paid-in capital into shares is represented as follows:

 

 

Shareholders (shares in units)

 

Shell

 

Cosan Investimentos e Participações S.A (“CIP”) (1)

 

Cosan S.A.

 

Total

Common shares

3,621,641,599

 

3,621,641,599

 

-

 

7,243,283,198

Class A preferred shares

-

 

-

 

1

 

1

Class B preferred shares

-

 

-

 

133,242,457

 

133,242,457

Class D preferred shares

100,000

 

-

 

-

 

100,000

Total on March 31, 2021 and 2020

3,621,741,599

 

3,621,641,599

 

133,242,458

 

7,376,625,656

 

(1)            In June 2014, Cosan S.A. contributed all its common shares issued by RCSA to CIP.

 

Redeemable preferred shares

 

The tax benefits arising from NOL and GW dated before the incorporation of Raízen must be returned to the respective shareholders as RESA uses them to reduce the balances of its taxes payable.

 

For such refunds, Class B preferred shares were issued for Cosan and Class C and D for Shell, with the objective of remunerating them in the amount of the tax benefit used by RESA. 

 

As of March 31, 2021, the balance of preferred shares (Class B) recorded in equity, under Capital, totals R$ 2,220 owned by Cosan (R$ 3,745 as of March 31, 2020).

 

a.2)  RCSA

 

As of March 31, 2021 and 2020, RCSA’s capital amounts to R$ 1,921,843.

 

 

Shareholders (shares in units)

 

Shell

 

CIP (1)

 

Total

Common shares

830,709,236

 

830,709,236

 

1,661,418,472

Class A preferred shares

1

 

-

 

1

Class D preferred shares

100,000

 

-

 

100,000

Class E preferred shares

81,897,057

 

-

 

81,897,057

Total at 31 and March 2021 and 2020

912,706,294

 

830,709,236

 

1,743,415,530

 

(1)            In June 2014, Cosan S.A. contributed all its common shares issued by RESA and by RCSA to CIP.

 

(b)          Capital reserves

 

Capital reserve

 

This corresponds substantially to the goodwill reserve arising from the portion of the share issue price with no par value that exceeded the amount allocated to the formation of share capital.  Said reserve can only be used for capital increase, absorption of losses that exceed retained earnings and income reserves, redemption, reimbursement or purchase of shares, or payment of cumulative dividends to preferred shareholders.

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 


Goodwill special reserve

 

This arises from downstream mergers occurred in RESA, the goodwill of which is now deductible for income and social contribution tax purposes. Accordingly, RESA set up a special goodwill reserve in equity, as the effect at subsidiaries from downstream mergers, with a corresponding entry of deferred tax assets, equivalent to the tax benefit of 34% that will result from amortization of such goodwill.

 

(c)      Dividends and interest on own capital

 

The Group’s dividends are not distributed according to calculations of the combined consolidated financial statements, but individually by RESA and RCSA.  

In accordance with the RESA and RCSA’ Articles of Incorporation, shareholders are entitled to mandatory minimum dividends of 1% on net income determined at the year end, adjusted in accordance with the Brazilian Corporation Law.

 

Individual calculations for the years ended March 31, 2021, 2020 and 2019 were determined as follows:

 

  • RCSA

 

 

2021

 

2020

 

2019

Net income (loss) for the year

996,486

 

2,056,092

 

1,654,266

Offset of losses, first-time adoption of IFRS and other

(2,729)

 

(6,446)

 

(2,575)

Dividends to Class D preferred shareholders

(1,726)

 

(729)

 

(1,498)

Economic grants

-

 

-

 

(41,568)

Ordinary dividend distribution calculation basis

992,031


2,048,917

 

1,608,625

Common shares

 

 

 

 

 

Minimum mandatory dividend – 1% (1)

(9,920)

 

(20,489)

 

(16,086)

(-) Interest on own capital (gross)

(147,219)

 

(151,463)

 

(192,400)

(-) Dividends paid in advance

-

 

(1,347,340)

 

(1,136,000)

Total provisioned dividends in the Parent Company

(1,726)

 

(729)

 

(1,498)

Remaining dividends and interest on own capital

(187,665)

 

(62,529)

 

(13,600)

Total at Parent Company

(189,391)

 

(63,258)

 

(15,098)

Dividends payable to non-controlling shareholders

(10,535)

 

(9,768)

 

(12,443)

Total in RCSA Consolidated

(199,926)

 

(73,026)

 

(27,541)

 

(1) In the years ended March 31, 2021, 2020 and 2019, interest on own capital and prepaid dividends totaled R$ 147,219, R$ 1,498,803 and R$ 1,329,000, respectively. Accordingly, there are no mandatory minimum common dividends provisioned since these repayments, related to income determined in referred to fiscal years, were higher than those determined on the percentage defined in the Articles of Incorporation.


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

  • RESA

 

 

 

2021

 

2020

 

2019

Net income (loss) for the year

 

614,180

 

175,828

 

468,101

(-) Formation of legal reserve - 5%

 

(30,710)

 

(8,791)

 

(23,397)

(-) Effect of subsidiary tax incentives

 

(83,112)

 

(80,006)

 

(97,716)

Dividends to holders of Class B preferred shares

 

(1,525)

 

(1,416)

 

(5,667)

Dividends to holders of Class D preferred shares

 

(1,726)

 

(731)

 

(1,497)

Dividend distribution calculation basis

 

497,107

 

84,884

 

339,824

Common shares

 

 

 

 

 

 

Minimum mandatory dividend – 1%

 

(5,001)

 

(870)

 

-

Dividends from non-controlling shareholders

 

-

 

(19,499)

 

(2,847)

Total provisioned dividends

 

(8,252)

 

(22,516)

 

(10,011)

Remaining dividends and interest on own capital

 

 

 

-

 

-

Total Individual and Consolidated of RESA

 

(8,252)

 

(22,516)

 

(10,011)

 

Changes in dividends and Interest on own capital payable are as follows:

 

 

 

RCSA

 

RESA

 

Total

March 31, 2019

 

           27,541

 

           10,012

 

           37,553

Prior years’ dividends

 

         333,733

 

         716,280

 

      1,050,013

Dividends for the year

 

      1,357,958

 

           20,369

 

      1,378,327

Exclusive dividends

 

                729

 

             2,146

 

             2,875

Interest on own capital

 

         151,463

 

                   -  

 

         151,463

Withholding Income Tax (IRRF) on Interest on own capital

 

         (22,719)

 

                   -  

 

         (22,719)

Payments

 

    (1,775,009)

 

       (726,291)

 

    (2,501,300)

Other

 

              (670)

 

-

 

              (670)

March 31, 2020


73,026


22,516


95,542

Prior years’ dividends

 

12,767

 

3,715

 

16,482

Dividends for the year

 

10,535

 

5,001

 

15,536

Exclusive dividends

 

1,726

 

1,726

 

3,452

Interest on own capital, net of Withholding Income Tax (IRRF)

 

125,136

 

-

 

125,136

Payments

 

(23,273)

 

(24,706)

 

(47,979)

Other

 

9

 

-

 

9

March 31, 2020

 

199,926

 

8,252

 

208,178

 

(d)          Equity valuation adjustments

 

(i)            Actuarial gain (loss)

 

These arise from gains and losses from adjustments through experience and changes in actuarial assumptions about the defined benefit plan. This component is recognized in other comprehensive income and will never be reclassified to statement of income in subsequent years.


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated


(ii)          Income (loss) from net investment hedge abroad

 

These refer to the effective portion with the foreign exchange differences of the hedge of the Company’s net investments in a foreign entity.

 

(iii)        Income from financial instruments designated as hedge accounting

 

This refers to changes in the fair value of financial instruments arising from hedged cash flows from export revenues for VHP sugar, ethanol and foreign exchange differences on loans and financing and import of fuels.

 

(iv)         Effect of foreign currency translation

 

Corresponds to the differences in the translation into Brazilian reais of financial information of RESA and RCSA’s investees with a functional currency different from the Group’s.

 

(v)           Changes in equity adjustments, net of taxes:

 

2020

 

Comprehensive income (loss)

 

2021

 

 

 

 

 

 

Effect of foreign currency translation

897,970

 

650,345

 

1,548,315

Actuarial loss with defined benefit plan

(10,711)

 

2,225

 

(8,486)

Income (loss) on hedge of net investment in a foreign entity

(45,741)

 

-

 

(45,741)

Income (loss) on financial instruments designated as hedge accounting

(723,708)

 

(1,251,257)

 

(1,974,965)

 

117,810

 

(598,687)

 

(480,877)

Attributable to:

 

 

 

 

 

Group’s controlling shareholders

117,810

 

(598,687)

 

(480,877)

Group’s noncontrolling shareholders

-

 

-

 

-

 

 

2019

 

Comprehensive income (loss)

 

2020

Effect of foreign currency translation

(102,318)

 

1,000,288

 

897,970

Actuarial loss with defined benefit plan

(12,539)

 

1,828

 

(10,711)

Income (loss) on hedge of net investment in a foreign entity

(35,795)

 

(9,946)

 

(45,741)

Income (loss) on financial instruments

   designated as hedge accounting

(269,669)

 

(454,039)

 

(723,708)

 

(420,321)

 

538,131

 

117,810

Attributable to:

 

 

 

 

 

Group’s controlling shareholders

(420,316)

 

538,126

 

117,810

Group’s noncontrolling shareholders

(5)

 

5

 

-

 

 

2018

 

Comprehensive income (loss)

 

2019

Effect of foreign currency translation

273

 

(102,591)

 

(102,318)

Actuarial loss with defined benefit plan

(11,526)

 

(1,013)

 

(12,539)

Income (loss) on hedge of net investment in a foreign entity

-

 

(35,795)

 

(35,795)

Income (loss) on financial instruments

   designated as hedge accounting

7,851

 

(277,520)

 

(269,669)

 

(3,402)

 

(416,919)

 

(420,321)

Attributable to:

 

 

 

 

 

Group’s controlling shareholders

(3,397)

 

(416,919)

 

(420,316)

Group’s noncontrolling shareholders

(5)

 

-

 

(5)


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(e)           Profit reserves

 

(i)            Legal reserve

 

This refers to allocation of 5% of net income for the year to the legal reserve, in accordance with RESA and RCSA’s Articles of Incorporation, individual, and in compliance with the Brazilian Corporation Law.

 

On March 31, 2021 and 2020, as established in the Brazilian Corporation Law, the Company did not allocate 5% of net income to the Legal reserve, due to the fact that the total balance of the legal and capital reserves has exceeded 30% of the capital amount.

 

(ii)          Profit retention reserve

 

This refers to the remaining balance of Group’s net income for the year, after allocations for set-up of the legal reserve and provision for dividends. RESA and RCSA’s Articles of Incorporation provide that up to 80% of the profit for the year can be allocated to this reserve, for operations and new investments and projects, not exceeding 80% of the capital amount.

 

(iii)        Tax incentive reserve

 

The tax incentive reserve is credited with tax incentive benefits, which are recognized in the statement of income for the year and allocated from retained earnings to this reserve. These incentives are not included in the calculation of the mandatory minimum dividend and refer to: (a) the Goiás state incentive program “Produzir”, which finances part of the ICMS payment; (b) tax benefit on sugar industrial processing operations in the state of Mato Grosso do Sul, equivalent to 67% of the ICMS debt balance and the matching credit of ethanol; (c) economic grant given by the federal government in the diesel sales operations.

 

23. Net operating revenue

 

The breakdown of the Group’s gross revenue is as follows

 

 

2021

 

2020

 

2019

Domestic market

 

92,247,991

 

104,234,434

 

100,572,838

Foreign market

 

33,448,085

 

26,713,506

 

10,835,707

Gross revenue from sales of products and services

 

125,696,076

 

130,947,940

 

111,408,545

Gains (losses) on financial instruments designated

   as hedge accounting

 

(1,058,100)

 

(121,329)

 

454,494

Gains (losses) on commodities-related financial instruments not

   designated as hedge accounting

 

(44,224)

 

358,814

 

(99,015)

Returns and cancellations

 

(384,015)

 

(760,770)

 

(526,823)

Sales taxes

 

(8,519,896)

 

(8,839,565)

 

(6,339,739)

Trade discounts and other

 

(585,385)

 

(498,771)

 

(471,921)

Amortization of exclusive supply rights (Note 12)

 

(502,468)

 

(505,769)

 

(452,503)

Net operating revenue

 

114,601,988

 

120,580,550

 

103,973,038

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

The net operating revenue by product is broken down as follows:

 

 

 

2021

 

2020

 

2019

Diesel

 

45,114,347

 

46,057,231

 

39,988,988

Gasoline

 

32,680,344

 

36,692,732

 

33,285,917

Ethanol

 

18,594,320

 

19,165,586

 

14,748,890

Jet A-1

 

1,515,466

 

6,661,097

 

6,405,478

Sugar

 

11,376,188

 

4,646,782

 

3,902,099

Energy

 

2,109,567

 

3,866,040

 

3,463,542

Other

 

3,211,756

 

3,491,082

 

2,178,124

 

 

114,601,988

 

120,580,550

 

103,973,038

  

24. Costs and expenses by nature

 

Reconciliation of costs and expenses by nature

 

Costs and expenses are shown in statement of income by function. The reconciliation of the Group’s statement of income by nature for the years ended March 31, 2021, 2020 and 2019 is as follows:

 

Costs and expenses by nature:

 

 

2021

 

2020

 

2019

Interest on own capital

(101,092,646)

 

(108,551,889)

 

(93,609,732)

Depreciation and amortization

(4,733,468)

 

(3,951,911)

 

(2,452,718)

Personnel expenses

(2,087,206)

 

(1,964,129)

 

(1,857,145)

Cutting, loading and transportation

(1,134,116)

 

(937,546)

 

(931,944)

Realization of fair value of biological assets

(27,341)

 

9,686

 

(266,494)

Change in fair value of biological assets

468,563

 

3,195

 

5,335

Maintenance materials

(464,873)

 

(395,740)

 

(383,759)

Commercial expenses

(602,091)

 

(514,833)

 

(359,552)

Outsourced labor

(527,676)

 

(476,084)

 

(392,444)

Logistic expenses

(325,994)

 

(350,348)

 

(302,858)

Other

(757,326)

 

(505,736)

 

(1,135,928)

 

(111,284,174)

 

(117,635,335)

 

(101,687,239)

 

Classified as:

 

 

 

2021

 

2020

 

2019

Cost of products sold and services provided

 

(106,608,028)

 

(113,308,678)

 

(98,008,548)

Selling

 

(3,345,443)

 

(3,090,163)

 

(2,526,598)

General and administrative

 

(1,330,703)

 

(1,236,494)

 

(1,152,093)

 

 

(111,284,174)

 

(117,635,335)

 

(101,687,239)

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

25. Other operating revenue, net

 

 

 

2021

 

2020

 

2019

Gain in the formation of the joint venture, net

 

-

 

1,073,459

 

-

Net recognition of tax assets, net (1)

 

277,167

 

464,935

 

225,313

Credits from indemnity suits (4)

 

(20,477)

 

-

 

221,373

Gain on bargain purchase (2)

 

(11,447)

 

219,921

 

-

Net reversal (formation) of estimated loss in investments and property plant and equipment and intangible assets

 

(6,027)

 

(2,934)

 

146,628

Gain in the disposal of property, plant and equipment

 

82,188

 

104,690

 

113,400

Revenues from rental and leases

 

81,146

 

136,862

 

106,163

Capital gain due to dilution of ownership interest 

 

-

 

-

 

109,467

Revenue from royalties

 

14,144

 

54,226

 

67,294

Revenue from investment grant - ICMS

 

67,218

 

64,696

 

63,512

Commissions on sales of lubricants, cards and payment means

 

63,307

 

21,410

 

29,729

Gain in the disposal of shares

 

1,096

 

5,797

 

-

Loss on retirement of carbon credits CBIO (3)

 

(180,007)

 

-

 

-

Other revenues, net

 

18,409

 

4,251

 

169,089

 

 

386,717

 

2,147,313

 

1,251,968

 

(1) This refers to the tax recovery of tax credits related mainly to PIS, COFINS and ICMS arising from the Group’s ordinary activities.


(2) Refers to the result on the acquisition of 100% from RZ Agrícola Caarapó Ltda and 81.5% from Raízen Biomassa S.A.


(3) This refers to the acquisition cost of carbon credits CBIO, related to the legal obligations adopted by Brazil’s National Biofuels Policy - RenovaBio (set forth by Law No. 13576/2017, with additional regulation set forth by Decree No. 9888/2019 and Government Directive No. 419 of November 20, 2019, of the Ministry of Mines and Energy) to achieve the carbon reduction goals of the industry for 2020 and 2021. The goals established are effective until December of each year and are published by Brazil’s National Petroleum Agency (“ANP”).


(4) As of March 31, 2019, it referred to credits arising from a sentence passed and judged favorably to Raízen Araraquara, a subsidiary of the Company referring to the action of the Instituto do Açúcar e do Álcool (“IAA”) against the government, filed by Copersucar in 1990. The purpose of the lawsuit is to indemnify the losses caused to the plants by the Federal Government by setting prices below market prices



Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

26. Finance results

 

 

2021

 

2020

 

2019

Finance costs

 

 

 

 

 

Interest

(1,389,108)

 

(1,460,658)

 

(980,910)

Holding loss

(337,583)

 

(145,705)

 

(152,678)

PIS and COFINS on finance revenues

(44,010)

 

(55,217)

 

(38,912)

Other

(47,261)

 

(120,105)

 

(115,956)

 

(1,817,962)

 

(1,781,685)

 

(1,288,456)

Fair value of financial instruments (Note 18)

63,163

 

(229,969)

 

(213,303)

Amounts capitalized on qualifying assets (Note 14)

54,819

 

38,021

 

30,825

 

(1,699,980)

 

(1,973,633)

 

(1,470,934)

Finance income

 

 

 

 

 

Yields from financial investments

101,160

 

167,791

 

134,046

Interest

369,950

 

338,741

 

393,309

Holding gain and others

62,027

 

29,446

 

82,938

 

533,137

 

535,978

 

610,293

Exchange-rate change, net

(1,432,041)

 

(4,081,951)

 

(781,306)

Net effect of the derivatives

1,182,683

 

3,904,385

 

850,327

 

(1,416,201)

 

(1,615,221)

 

(791,620)

 

27. Financial instruments

 

(a)           Overview

 

The Group is exposed to the following significant risks arising from its operations, which are equalized and managed through certain financial instruments: (i) Price risk; (ii) Exchange rate risk; (iii) Interest rate risk; (iv) Credit risk; and (v) Liquidity risk.

 

(b)          Risk management structure

 

The Group has specific treasury and trading policies that define how risk management should be carried out, never operating with derivatives which are beyond the notional total of underlying asset or liability.

 

To monitor activities and ensure compliance with policies, the Group has the following main committees: (i) Risk Committee that meets weekly to analyze the behavior of the commodities (sugar, ethanol and oil by-products) and foreign exchange markets and deliberate on hedging positions and pricing strategy for exports or imports of products, so as to reduce the adverse effects of changes in prices and exchange rates. (ii) Ethanol and by-products Committee that meets monthly to assess the risks associated with the sale of ethanol and by-products and to adapt to the limits defined in the risk policies.

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

The Group is exposed to the following significant market risks:  (i) sugar, electric power, ethanol and by-products price volatility; (ii) exchange rate volatility; and (iii) interest rate volatility.  The financial instruments for hedging purposes are taken out by analyzing the risk exposure to which management seeks coverage.

 

On March 31, 2021 and 2020, the fair values related to transactions involving derivative financial instruments for hedging purposes were measured through observable factors, such as prices quoted in active markets or discounted cash flows based on market curves and are presented below:

 

 

Notional

 

Fair value

 

2021

 

2020

 

2021

 

2020

Price risk

 

 

 

 

 

 

 

Commodity derivatives

 

 

 

 

 

 

 

  Futures contracts

12,031,708

 

6,097,400

 

(1,103,642)

 

1,905,331

 

12,031,708

 

6,097,400

 

(1,103,642)

 

1,905,331

Foreign exchange rate risk

 

 

 

 

 

 

 

Foreign exchange rate derivatives

 

 

 

 

 

 

 

  Futures contracts

(94,005)

 

181,955

 

13,535

 

(973)

  Forward contracts

8,259,215

 

5,444,463

 

(398,486)

 

(742,773)

  FX lock

45,575

 

-

 

1,500

 

-

  FX swap

(11,797,123)

 

(15,698,579)

 

3,235,920

 

3,039,373

 

(3,586,338)

 

(10,072,161)

 

2,852,469

 

2,295,627

Interest rate risk

 

 

 

 

 

 

 

  Interest rate swap

(4,031,929)

 

(3,063,533)

 

365,288

 

194,958

 

(4,031,929)

 

(3,063,533)

 

365,288

 

194,958

Total

 

 

 

 

2,114,115

 

4,395,916

Current assets

 

 

 

 

3,248,855

 

5,016,307

Non-current assets

 

 

 

 

3,264,107

 

3,128,089

Total assets

 

 

 

 

6,512,962

 

8,144,396

Current liabilities

 

 

 

 

(4,105,942)

 

(3,640,357)

Non-current liabilities

 

 

 

 

(292,905)

 

(108,123)

Total liabilities

 

 

 

 

(4,398,847)

 

(3,748,480)

Total

 

 

 

 

2,114,115

 

4,395,916

 

(c)           Price risk

 

This arises from the possibility of fluctuating market prices for products traded by the Group, mainly VHP sugar, refined and white sugar, diesel (heating oil), gasoline, ethanol, electric power and crude oil. These price oscillations may lead to material changes in sales revenues and costs. To mitigate this risk, the Group constantly monitors the market to anticipate price changes.


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 


Price risk: commodity derivatives outstanding at March 31, 2021

Derivatives

 

Long/ Short

 

Market

 

Contract

 

Maturity

 

Notional(units)

 

Notional

(R$ thousand)

 

Fair value

(R$ thousand)

Futures

 

Short

 

ICE

 

Sugar#11

 

Apr/21 to Sept/23

 

11,461,559

t

18,796,885

 

(2,272,494)

Futures

 

Short

 

NYSE LIFFE

 

Sugar#5

 

Apr/21 to Sept/21

 

233,250

t

569,583

 

17,927

Futures

 

Short

 

OTC

 

Sugar#11

 

Apr/21 to Feb/22

 

264,172

t

365,390

 

(129,185)

Options

 

Short

 

ICE

 

Sugar#11

 

Sept/21

 

541,706

t

31,567

 

(49,455)

Subtotal - sugar futures short position

 

12,500,687

t

19,763,425

 

(2,433,207)

Futures

 

Long

 

ICE

 

Sugar#11

 

Apr/21 to Sept/23

 

(6,215,731)

t

(10,140,967)

 

1,419,930

Futures

 

Long

 

NYSE LIFFE

 

Sugar#5

 

Apr/21 to Nov/21

 

(41,700)

t

(103,213)

 

(3,898)

Options

 

Long

 

ICE

 

Sugar#11

 

Apr/22 to Sept/23

 

(441,727)

t

(22,688)

 

25,692

Subtotal - sugar futures long position

 

(6,699,158)

t

(10,266,868)

 

1,441,724

Physical fixed

 

Short

 

ICE

 

Sugar#11

 

Apr/21 to Jun/23

 

807,201

t

1,467,526

 

17,960

Physical fixed

 

Long

 

ICE

 

Sugar#11

 

Apr/21 to Mar/22

 

(187,735)

t

(361,210)

 

(9,659)

Subtotal - sugar physical fixed short position

 

619,466

 

1,106,316

 

8,301

Subtotal - sugar futures

 

6,420,995

t

10,602,873

 

(983,182)

 

 

 

 

 

 

 

 

 

 

6,420,995

t

10,602,873

 

(983,182)

Futures

 

Short

 

B3

 

Ethanol

 

Apr/21 to Nov/21

 

90,900

cbm

210,926

 

(2,240)

Futures

 

Short

 

CME

 

Ethanol

 

Apr/21 to Mar/22

 

1,151,235

cbm

2,975,583

 

(135,349)

Futures

 

Short

 

OTC

 

Ethanol

 

Apr/21 to Mar/22

 

664,963

cbm

864,691

 

(51,722)

Options

 

Short

 

CME

 

Ethanol

 

Apr/21 to Jun/21

 

(51,675)

cbm

(5,784)

 

8,518

Subtotal - ethanol futures short position

 

 

 

 

 

1,855,423

cbm

4,045,416

 

(180,793)

Futures

 

Long

 

B3

 

Ethanol

 

Apr/21 to Dec/21

 

(142,140)

cbm

(343,544)

 

3,976

Futures

 

Long

 

CME

 

Ethanol

 

Apr/21 to Dec/21

 

(1,028,830)

cbm

(2,482,109)

 

112,063

Futures

 

Long

 

OTC

 

Ethanol

 

Apr/21 to Mar/22

 

(536,893)

cbm

(760,371)

 

50,752

Subtotal - ethanol futures long position

 

 

 

 

 

(1,707,863)

cbm

(3,586,024)

 

166,791

Physical fixed

 

Short

 

CHGOETHNL

 

Ethanol

 

Apr/21 to Dec/21

 

491,570

cbm

1,321,322

 

(58,583)

Physical fixed

 

Long

 

CHGOETHNL

 

Ethanol

 

Apr/21 to Mar/22

 

(605,624)

cbm

(1,638,506)

 

49,695

Subtotal - ethanol physical fixed short position

 

 

 

 

 

(114,054)

cbm

(317,184)

 

(8,888)

Subtotal - futures and physical fixed ethanol

 

 

 

 

 

33,506

cbm

142,208

 

(22,890)

Futures

 

Short

 

NYMEX

 

Gasoline

 

Apr/21 to Dec/21

 

526,926

cbm

1,274,922

 

(171,588)

Futures

 

Short

 

ICE

 

Gasoline

 

May/21 to Dec/22

 

186,030

cbm

368,639

 

(32,518)

Futures

 

Short

 

CME

 

Gasoline

 

Apr/21 to Jun/21

 

22,260

cbm

1,250

 

(463)


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 


Options

 

Short

 

ICE

 

Gasoline

 

Apr/21 to Sept/21

 

715,500

cbm

61,104

 

(51,723)

Options

 

Short

 

NYMEX

 

Gasoline

 

May/21 to Nov/21

 

298,920

 

68,424

 

(162,519)

Subtotal - Gasoline futures long position

 

 

 

 

 

1,749,636

cbm

1,774,339

 

(418,811)

Futures

 

Long

 

NYMEX

 

Gasoline

 

Apr/21 to Feb/22

 

(262,668)

cbm

(702,058)

 

40,864

Futures

 

Long

 

CME

 

Gasoline

 

Apr/21 to Jun/21

 

(22,260)

cbm

(905)

 

809

Futures

 

Long

 

ICE

 

Gasoline

 

May/21 to Dec/22

 

(186,030)

cbm

(369,972)

 

33,365

Options

 

Long

 

ICE

 

Gasoline

 

Apr/21 to Sept/21

 

(588,300)

cbm

(56,274)

 

44,054

Options

 

Long

 

NYMEX

 

Gasoline

 

May/21 to Feb/22

 

(306,870)

cbm

(67,604)

 

25,914

Subtotal - Gasoline futures short position

 

 

 

 

 

(1,366,128)

cbm

(1,196,813)

 

145,006

Subtotal - Gasoline futures

 

 

 

 

 

383,508

cbm

577,526

 

(273,805)

Physical fixed

 

Short

 

CCEE/OTC

 

Energy

 

Apr/21 to Dec/32

 

18,457,918

mhw

3,897,848

 

(199,577)

Physical fixed

 

Long

 

CCEE/OTC

 

Energy

 

Apr/21 to Dec/32

 

(18,457,918)

mhw

(3,602,026)

 

396,098

Subtotal - futures and physical fixed energy

 

 

 

 

 

-

 

295,822

 

196,521

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Futures

 

Short

 

NYMEX

 

Heating Oil

 

Apr/21 to Jun/21

 

337,137

cbm

660,207

 

(20,995)

Subtotal heating oil/jet futures purchased

 

 

 

 

 

337,137

cbm

660,207

 

(20,995)

 

 

 

 

 

 

 

 

 

 

 

cbm

 

 

 

Futures

 

Long

 

NYMEX

 

Heating Oil

 

Apr/21 to Jun/21

 

(96,195)

cbm

(244,778)

 

742

Futures

 

Long

 

NYMEX

 

Jet

 

Apr/21

 

(795)

cbm

(2,150)

 

(33)

Subtotal heating oil/jet short position

 

 

 

 

 

(96,990)

cbm

(246,928)

 

709

 

 

 

 

 

 

 

 

 

 

 

cbm

 

 

 

Subtotal heating oil/gasoline 

 

 

 

 

 

240,147

cbm

413,279

 

(20,286)

Net exposure of commodity derivatives as at March 31, 2021

 

 

 

 

 

12,031,708

 

(1,103,642)

Net exposure of commodity derivatives as at March 31, 2020

 

 

 

 

 

6,097,400

 

1,905,331


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 


(d)          Foreign exchange rate risk

 

This derives from the possibility of fluctuations in exchange rates used by the Group for revenue from exports, imports, debt flows and other assets and liabilities in foreign currency. The Group uses derivative operations to manage cash flow risks denominated in US dollars, net of other cash and cash equivalent flows. The derivatives positions used to hedge against the exchange rate risk are as follows:             


Exchange rate risk: foreign exchange derivatives outstanding as of March 31, 2021

Derivatives

 

Long/ Short

 

Market

 

Contract

 

Maturity

 

Notional

(US$ thousand)

 

Notional

(R$ thousand)

 

Fair value

(R$ thousand)

  Futures

 

Short

 

B3

 

Commercial dollar

 

Apr/21 to May/21

 

456,000

 

2,597,969

 

27,602

  Futures

 

Short

 

CME

 

Euro

 

Apr/21 to June/21

 

48,750

 

277,743

 

3,574

  Options

 

Short

 

B3

 

Foreign Exchange Options

 

Jul/22 to Oct/22

 

7,866

 

44,816

 

(21)

Subtotal - futures short position

 

 

 

 

 

 

 

512,616

 

2,920,528

 

31,155

  Futures

 

 Long

 

B3

 

Commercial dollar

 

Apr/21

 

(366,000)

 

(2,085,212)

 

(17,902)

  Futures

 

Long

 

CME

 

Commercial Euro

 

Apr/21 to Jun/21

 

(48,750)

 

(277,743)

 

(1,718)

  Options

 

 Long

 

B3

 

Commercial dollar

 

Apr/21

 

(114,366)

 

(651,578)

 

2,000

Subtotal - futures long position

 

 

 

 

 

 

 

(529,116)

 

(3,014,533)

 

(17,620)

Subtotal - futures long/short positions

 

 

 

 

 

(16,500)

 

(94,005)

 

13,535

  Forward

 

Short

 

OTC/Cetip

 

NDF

 

Mar/21 to Jun/21

 

3,831,866

 

21,831,290

 

(537,457)

  Forward

 

Long

 

OTC/Cetip

 

NDF

 

Mar/21 to Jul/21

 

(2,382,194)

 

(13,572,075)

 

138,971

 Subtotal - forward - long/short positions

 

 

 

 

 

1,449,672

 

8,259,215

 

(398,486)

 Locked-in exchange

 

Short

 

OTC

 

Locked-in exchange

 

Jun/21 to Sept/21

 

18,723

 

106,669

 

3,271

 Locked-in exchange

 

Long

 

OTC

 

Locked-in exchange

 

Jun/21 to Sept/21

 

(10,723)

 

(61,094)

 

(1,771)

Subtotal - Locked-in Exchange short position

 

 

 

 

 

 

 

8,000

 

45,575

 

1,500

 Exchange swap

 

Short

 

OTC

 

Exchange swap

 

Oct/21 to Jan/27

 

524,497

 

2,988,217

 

(1,475,395)

 Exchange swap

 

Long

 

OTC

 

Exchange swap

 

Oct/21 to Jan/27

 

(2,595,148)

 

(14,785,340)

 

4,711,315

Subtotal - foreign exchange swap

 

 

 

 

 

 

 

(2,070,651)

 

(11,797,123)

 

3,235,920

Net exposure of foreign exchange derivatives on March 31, 2021

 

 

 

(629,479)

 

(3,586,338)

 

2,852,469

Net exposure of foreign exchange derivatives on March 31, 2020

 

 

 

(1,937,439)

 

(10,072,161)

 

2,295,627

 

On March 31, 2021, the summary of quantitative data on the Group’s net exposure, considering the parity of all currencies to US$, is presented below:

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

2021

 

R$

 

US$ (in thousands)

Cash and cash equivalents (Note 3)

3,491,898

 

612,904

Restricted cash (Note 5)

965,482

 

169,463

Interest rate swap (Note 6)

1,049,386

 

184,190

Related parties (Note 11.a)

(622,209)

 

(109,211)

Suppliers (Note 16)

(3,378,398)

 

(592,982)

Loans and financing (Note 18)

(15,245,867)

 

(2,675,981)

Lease liabilities (Note 17)

(391,249)

 

(68,673)

Derivative financial instruments (Note 27.d) (1)

 

 

629,479

Net foreign exchange exposure

 

 

(1,850,811)

Derivatives settled in the month following the closing (2)

 

 

(25,250)

Net foreign exchange exposure as of March 31, 2021 (3)

 

 

(1,876,061)

Net foreign exchange exposure as of March 31, 2020 (3)

 

 

(1,197,993)


(1) This refers to the notional foreign exchange derivative transactions.
(2) Maturity in April 2021, whose settlement was given by PTAX on the last closing day of the month., quoted at R$ 5.70.
(3) The net foreign exchange exposure, this will be substantially offset by probable future revenues of export products and/or import products.

 

(e)           Hedge accounting effect

 

The Group formally designates its operations subject to hedge accounting for the purpose of hedging cash flows. The main hedges designated are sugar revenue, ethanol revenue, as applicable, cost of by-products import and foreign currency debt.

Impacts recognized in the Group’s equity and the estimated realization in statement of income are as follows:

 

 

 

 

 

 

 

March 31, 2021

 

 

 

 

 

 

Realization years

 

 

Instruments

 

Market

 

Risk

 

2020/21

 

2021/22

 

From 2022 onwards

 

Total

Futures

 

OTC / ICE

 

Sugar#11

 

6,041

 

(722,668)

 

(274,704)

 

(991,331)

Futures

 

B3 / NYMEX / OTC

 

Ethanol

 

-

 

(277,432)

 

-

 

(277,432)

Futures

 

NYMEX

 

Gasoline

 

(889)

 

-

 

-

 

              (889)

Options

 

ICE

 

Sugar#11

 

-

 

(5,027)

 

(14,682)

 

        (19,709)

Forward

 

OTC

 

FX

 

(12,876)

 

(585,142)

 

(9,097)

 

       (607,115)

Swap

 

Debt

 

FX

 

-

 

-

 

(1,010,580)

 

    (1,010,580)

Export Prepayments

 

Debt

 

FX

 

-

 

-

 

(85,316)

 

         (85,316)

 

 

 

 

 

 

(7,724)

 

(1,590,269)

 

(1,394,379)

 

     (2,992,372)

(-) Deferred taxes

 

2,626

 

540,691

 

474,090

 

1,017,407

Effect on equity

 

(5,098)

 

(1,049,578)

 

(920,289)

 

      (1,974,965)

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

 

 

 

 

 

March 31, 2020

 

 

 

 

 

 

Realization years

 

 

Instruments

 

Market

 

Risk

 

2020

 

2021/22

 

From 2022 onwards

 

Total

Futures

 

OTC / ICE

 

Sugar#11

 

569,144

 

292,919

 

-

 

862,063

Futures

 

B3 / NYMEX / OTC

 

Ethanol

 

303,960

 

-

 

-

 

303,960

Options

 

ICE

 

Sugar#11

 

135,346

 

-

 

-

 

135,346

Forward

 

OTC

 

Foreign exchange

 

(1,106,647)

 

(294,100)

 

-

 

(1,400,747)

Swap

 

Debt

 

Foreign exchange

 

-

 

-

 

(924,299)

 

(924,299)

Export Prepayments

 

Debt

 

Foreign exchange

 

-

 

-

 

(72,851)

 

(72,851)

 

 

 

 

 

 

(98,197)

 

(1,181)

 

(997,150)

 

(1,096,528)

(-) Deferred taxes

 

33,387

 

402

 

339,031

 

372,820

Effect on equity

 

(64,810)

 

(779)

 

(658,119)

 

(723,708)

 

Changes in other comprehensive income balances for the year ended March 31, 2021 are as follows:

 

Cash flow hedge

 

 

 

2021

 

2020

 

2019

Beginning balance

 

    (723,708)

 

      (269,669)

 

            7,851

Movements occurred in the year:

 

 

 

 

 

 

Fair value of commodity futures designated as hedge accounting

 

(2,468,391)

 

1,496,013

 

        501,929

Fair value loss on forward exchange contracts designated as hedge accounting

 

(359,400)

 

(1,615,639)

 

      (135,403)

Exchange-rate change on debt contracts designated as hedge accounting

 

(98,755)

 

(650,356)

 

      (324,944)

Income (loss) from commodities reclassified to operating income (loss) and other

 

1,030,702

 

82,045

 

(462,067)  

Total movements occurred during the year (before deferred taxes)

 

(1,895,844)

 

(687,937)

 

      (420,485)

Effect of deferred taxes on equity valuation adjustments

 

644,587

 

233,898

 

        142,965

 

 

(1,251,257)

 

(454,039)

 

      (277,520)

End balance

 

(1,974,965)

 

     (723,708)

 

      (269,669)

 

Fair value hedge

 

RCSA designates at fair value the inventory and highly probable purchases of oil by-products with pegged derivatives. Risk management is primarily intended for recognizing inventory at a floating price, as RCSA’s sales revenue will be upon sale of products to its clients.  Hedge accounting aims to minimize any type of mismatching in statement of income for the year, causing both the derivatives and the inventory to be recorded at fair value, with the change being recognized under Cost of products sold and services rendered, whose positive impact in the year ended March 31, 2021 was R$ 244,942 (negative impact of R$ 234,927 in 2020 and positive impact of R$ 20,937 in 2019). At March 31, 2021, in the statement of financial position, the fair value measurement balance of inventories is increased by R$ 47,779 (decreased by R$ 197,163 in 2020).

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

(f)            Interest rate risk

 

The Group monitors fluctuations in variable interest rates related to certain debts, especially those linked to Libor and, when necessary, uses derivative instruments to minimize these risks. The positions of derivative financial instruments used to hedge against the interest rate risk are as follows:

 

Interest rate risk: Interest derivatives outstanding at March 31, 2021

Derivatives

 

Long/ Short

 

Market

 

Contract

 

Maturity

 

Notional (US$ thousand)

 

Notional (R$ thousand)

 

Fair value

(R$ thousand)

Interest rate swap

 

Long

 

OTC

 

Interest rate swap

 

Dec/21 to Jun/30

 

(707,692)

 

(4,031,929)

 

365,288

Subtotal interest swap

 

 

 

 

 

 

 

(707,692)

 

(4,031,929)

 

365,288

Net exposure of interest derivatives as of March 31, 2021

 

(707,692)

 

(4,031,929)

 

365,288

Net exposure of interest derivatives as of March 31, 2020

 

(589,288)

 

(3,063,533)

 

194,958

 

(g)           Credit risk

 

A substantial part of the Group's sales is made to a select group if highly qualified counterparties.

 

Credit risk is managed by specific rules for client acceptance, credit analysis and establishment of exposure limits per client, including, when applicable, requirement of letter of credit from first-tier banks and capturing security interest on loans granted.  Management considers that the credit risk is substantially covered by the allowance for expected credit losses.

 

Individual risk limits are established based on internal or external ratings, according to the limits determined by the Group management. The use of credit limits is regularly monitored. No credit limit was exceeded in the year, and management does not expect any losses from non-performance by the counterparties at an amount higher than that already provisioned.

 

The Group operates commodity derivatives in the New York - NYBOT and NYMEX, Chicago - CBOT and CME and London - LIFFE commodity futures and options markets, as well as in the over the counter (OTC) market with selected counterparties. Also, the Group operates commodity exchange rate derivatives and over-the-counter contracts registered with B3, mainly with the main local and international banks considered Investment Grade by international rating agencies.

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

Guarantee margins (Restricted Cash, Note 5) - Derivative transactions on commodity exchanges (NYBOT, NYMEX, LIFFE and B3) require guarantee margins.  The total combined consolidated margin deposited at March 31, 2021 amounts to R$ 1,065,144 (R$ 160,610 at March 31, 2020), of which R$ 99,662 (R$ 33,178 at March 31, 2020) in restricted short-term investments and R$ 965,482 (R$ 127,432 at March 31, 2020) in margin on derivative transactions.

 

The Group’s derivative transactions in over the counter do not require a guarantee margin.

 

Credit risk on cash and cash equivalents is mitigated through the conservative distribution of investment funds and CDBs that make up the item.  The distribution follows strict criteria for allocation and exposure to counterparties, which are the main local and international banks considered, in their majority, as Investment Grade by the international rating agencies.

 

(h)          Liquidity risk

 

Liquidity risk is that in which the Group may encounter difficulties in honoring the obligations associated with its financial liabilities that are settled with cash payments or with another financial asset. The Group’s liquidity management approach is to ensure, as much as possible, that there will always be sufficient liquidity to meet its obligations upon maturity, under normal or stress conditions, without experiencing unacceptable losses or damaging its reputation.

 

As part of the liquidity management process, management prepares business plans and monitors their execution, discussing the positive and negative cash flow risks and assessing the availability of financial resources to support its operations, investments and refinancing needs.

 

The table below states the main financial liabilities contracted by maturity:

 

 

Up to 1 year

 

Up to 2 years

 

From 3 to 5 years

 

Above 5 years

 

Total

Loans and financing (1)

3,025,522

 

2,499,072

 

11,420,783

 

12,723,878

 

29,669,255

Suppliers (Note 16)

10,911,172

 

-

 

-

 

-

 

10,911,172

Third party and related party lease liabilities (1)

1,495,414

 

1,377,928

 

2,648,935

 

1,980,485

 

7,502,762

Derivative financial instruments (Note 27.b)

4,105,942

 

222,945

 

47,013

 

22,947

 

4,398,847

Related parties (Notes 1 and 2)

1,387,710

 

-

 

-

 

602,395

 

1,990,105

 

20,925,760

 

4,099,945

 

14,116,731

 

15,329,705

 

54,472,141

 

(1)             Undiscounted contractual cash flows.

 

(2)             Except related parties lease liabilities.

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

(i)            Fair value

 

The fair value of financial assets and liabilities is the amount for which a financial instrument may be exchanged in a current transaction between willing parties, other than a forced sale or settlement. The methods and assumptions used to estimate the fair value are described below.

 

The fair value of cash and cash equivalents, trade accounts receivable, other financial assets, suppliers, related parties and other short-term obligations approximates the respective carrying amount, mostly due to the short-term maturity of these instruments. The fair value of other long-term assets and liabilities does not differ significantly from their carrying amount.

 

The fair value of the Group’s financial instruments payable is close to the carrying amount, since they are subject to variable interest rates and there was no significant change in the Group’s credit risk.

 

Derivatives measured by valuation techniques with observable market data refer mostly to interest rate swaps, foreign exchange forward contracts and commodities forward contracts. The most frequently applied valuation techniques include forwards and swap pricing models, using present value calculation. The models include various inputs, including in connection with the creditworthiness of the counterparties, spot and forward foreign exchange rates, interest rate curves and forward rate curves of the hedged commodity.

 

The consolidated financial instruments are classified into the following categories:

 

 

 

 

Book value

 

Market value

 

Classification

 

2021

 

2020

 

2021

 

2020

Financial assets

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, except investments (Note 3)

Loans and receivables

 

         3,266,748

 

5,767,050

 

3,266,748

 

5,767,050

Interest earnings bank deposits (Note 3)

Fair value through profit or loss

          3,246,057

 

       2,834,610

 

         3,246,057

 

       2,834,610

Securities (Note 4)

Fair value through profit or loss

               134,940

 

              39,145

 

               134,940

 

              39,145

Restricted cash (Note 5)

Loans and receivables

 

              965,482

 

           127,432

 

              965,482

 

           127,432

Restricted financial investments (restricted cash) (Note 5)

Fair value through profit or loss

99,701

 

83,638

 

99,701

 

83,638

Trade accounts receivable (Note 6)

Loans and receivables

 

          4,233,142

 

      3,297,337

 

         4,233,142

 

      3,297,337

Derivatives financial 

   instruments (Note 27.b) (2)

 

Fair value through profit or loss

   

       6,512,962

 

 

       8,144,396

 

 

          6,512,962

 

 

       8,144,396

Related parties (Note 11.a)

Loans and receivables

 

          2,056,765

 

      2,052,743

 

         2,056,765

 

      2,052,743

Other financial assets (Note 10)

Loans and receivables

 

              264,323

 

           573,041

 

           264,323

 

           573,041

 

 

 

       20,780,120

 

    22,919,392

 

      20,780,120

 

    22,919,392

Financial liabilities

 

 

 

 

 

 

 

 

 

Loans and financing (Note 18) (1)

Amortized cost

 

        (5,875,573)

 

  (8,297,302)

 

       (5,875,573)

 

  (8,297,302)

Loans and financing (Note 18) (1)

Fair value through profit or loss

      (18,167,325)

 

  (17,030,068)

 

     (18,568,900)

 

  (17,030,068)

Derivative financial

   instruments (Note 27.b) (2)

 

Fair value through profit or loss

    

   (4,398,847)

 

 

    (3,748,480)

 

 

       (4,398,847)

 

 

    (3,748,480)

Suppliers (Note 16)

Amortized cost

 

     (10,911,172)

 

 (10,227,015)

 

(10,911,172)

 

(10,227,015)

Related parties (Note 11.a)

Amortized cost

 

        (2,923,822)

 

     (2,535,301)

 

       (2,923,822)

 

     (2,535,301)

 

 

 

   (42,276,739)

 

   (41,838,166)

 

     (42,678,314)

 

   (41,838,166)

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

Fair value hierarchy

 

The Group uses the following hierarchy to determine and disclose the fair value of financial instruments by the valuation technique, to wit:


Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities;
Level 2 - other techniques for which all inputs that have a significant effect on the recorded fair value are observable, either directly or indirectly; and

Level 3: techniques using inputs that have a significant effect on the fair value recorded that are not based on observable market data.


Financial instruments measured at fair value as of March 31, 2021

 

Level 1

 

Level 2

 

Total

Interest earnings bank deposits (Note 3)

 

-

 

3,246,057

 

3,246,057

Securities (Note 4)

 

-

 

134,940

 

134,940

Restricted financial investments (restricted cash) (Note 5)

 

-

 

99,701

 

99,701

Derivative financial assets (Note 27.b)

 

2,213,435

 

4,299,527

 

6,512,962

Loans and financing (Note 18)

 

-

 

(18,568,900)

 

(18,568,900)

Derivative financial liabilities (Note 27.b)

 

(3,497,590)

 

(901,257)

 

(4,398,847)

Total as of March 31, 2021

 

(1,284,155)

 

(11,689,932)

 

(12,974,087)

Total as of March 31, 2020

 

1,597,447

 

(11,274,207)

 

(9,676,760)

 

(j)            Sensitivity analysis

 

The sensitivity analysis of the financial instruments’ fair value, according to the types of risk considered significant by the Group, is presented below. 

 

Assumptions for sensitivity analysis

 

The Group adopted three scenarios for its sensitivity analysis, one probable and two (possible and remote) that may have adverse effects on the fair value of its financial instruments.   The probable scenario was defined based on the commodities futures market curves for sugar, oil (heating oil), ethanol and the US dollar on March 31, 2021, corresponding to the balance of the derivatives’ fair value on that date.  Possible and remote adverse scenarios were defined considering adverse impacts of 25% and 50% on sugar price curves and US dollar, which were calculated based on the probable scenario.


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

Sensitivity table

 

(1)           Changes in fair value of derivative financial instruments

 

 

 

 

 

 

 

Impact on profit or loss (*)

 

 

Risk factor

 

Probable Scenario

 

Possible scenario +25%

 

Fair value balance

 

Remote scenario +50%

 

Fair value balance

Price risk

 

 

 

 

 

 

 

 

 

 

 

 

Commodity derivatives

 

 

 

 

 

 

 

 

 

 

 

 

Futures contracts and options:

 

 

 

 

 

 

 

 

 

 

 

 

Purchase and sale commitments

 

Sugar price increase

 

(991,483)

 

(2,618,251)

 

(3,609,734)

 

(5,236,501)

 

(6,227,984)

Purchase and sale commitments

 

Gasoline price increase

 

(270,143)

 

(125,177)

 

(395,320)

 

(250,354)

 

(520,497)

Purchase and sale commitments

 

Ethanol price increase

 

(14,279)

 

(135,533)

 

(149,812)

 

(271,067)

 

(285,346)

Purchase and sale commitments

 

Diesel and gasoline price increase

 

(24,258)

 

(161,296)

 

(185,554)

 

(322,592)

 

(346,850)

Purchase and sale commitments

 

Electric power price increase

 

196,521

 

27,589

 

224,110

 

55,178

 

251,699

 

 

 

 

(1,103,642)

 

(3,012,668)

 

(4,116,310)

 

(6,025,336)

 

(7,128,978)

Currency risk

 

 

 

 

 

 

 

 

 

 

 

 

Exchange rate derivatives

 

 

 

 

 

 

 

 

 

 

 

 

Futures contracts:

 

 

 

 

 

 

 

 

 

 

 

 

Purchase and sale commitments

 

R$/US$ exchange rate decrease

 

13,535

 

(8,124)

 

5,411

 

(16,246)

 

(2,711)

Forward and Locked-in exchange contracts:

 

 

 

 

 

 

 

 

 

 

 

 

Purchase and sale commitments

 

R$/US$ exchange rate decrease

 

(377,386)

 

(2,747,017)

 

(3,124,403)

 

(5,494,035)

 

(5,871,421)

Purchase and sale commitments

 

AR$/US$ exchange rate fall

 

(19,600)

 

(118,504)

 

(138,104)

 

(237,008)

 

(256,608)

FX swaps:

 

 

 

 

 

 

 

 

 

 

 

 

Purchase and sale commitments

 

R$/US$ exchange rate decrease

 

3,235,920

 

(2,844,444)

 

391,476

 

(5,688,888)

 

(2,452,968)

 

 

 

 

2,852,469

 

(5,718,089)

 

(2,865,620)

 

(11,436,177)

 

(8,583,708)

Interest rate risk

 

 

 

 

 

 

 

 

 

 

 

 

Interest derivatives

 

 

 

 

 

 

 

 

 

 

 

 

Swap contracts, lock, DI, and NDF

 

Write-off in interest rate

 

365,288

 

9,600

 

374,888

 

19,900

 

385,188

 

 

 

 

365,288

 

9,600

 

374,888

 

19,900

 

385,188

Total

 

 

 

2,114,115

 

(8,721,157)

 

(6,607,042)

 

(17,441,613)

 

(15,327,498)

 

 (*) Result projected to occur in up to 12 months from March 31, 2021.

 

As of March 31, 2021, the commodity and foreign exchange futures curves used in the sensitivity analysis were as follows:

 

 

 

 

Position

 

Scenarios

 

 

 

Probable

 

Possible

 

Remote

Sugar price increase – R$/ton

 

Short

 

1,898

 

2,372

 

2,847

Gasoline price increase – R$/m³

 

Short

 

 2,114

 

 2,643

 

 3,172

Ethanol price increase – R$/m³

 

Long

 

2,377

 

2,472

 

3,566

Diesel price increase – R$/m³

 

Short

 

 2,663

 

 3,329

 

 3,995

Electric power price increase – R$/mwh

 

Short

 

 220,20

 

 275,25

 

 330,30

Exchange rate increase - R$/US$

 

Short

 

 5,78

 

 7,23

 

 8,67

Exchange rate decrease - AR$/US$

 

Long

 

 24,53

 

 18,40

 

 12,27

Exchange rate decrease - R$/US$

 

Long

 

5,78

 

4,34

 

2,89

Interest rate decrease - % p.y.

 

Long

 

 2,65

 

 1,99

 

 -1,33

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

(2)           Foreign exchange exposure, net

 

The probable scenario considers the position on March 31, 2021. The effects of the possible and remote scenarios that would be posted to the combined consolidated statement of income as foreign exchange gains (losses) are as follows:

 

 

 

 

Effect of exchange-rate changes

 

 

 

Possible scenario

 

Remote scenario

 

Possible scenario

 

Remote scenario

Net foreign exchange exposure as of March 31, 2021

 

+25%

 

+50%

 

-25%

 

-50%

Cash and cash equivalents (Note 3)

3,491,898

 

872,975

 

1,745,949

 

(872,975)

 

(1,745,949)

Restricted cash (Note 5)

965,482

 

241,371

 

482,741

 

(241,371)

 

(482,741)

Accounts receivable from abroad (Note 6)

711,078

 

177,770

 

355,539

 

(177,770)

 

(355,539)

Related parties (Note 11.a)

(622,209)

 

(155,552)

 

(311,105)

 

155,552

 

311,105

Suppliers (Note 16)

(3,378,398)

 

(844,600)

 

(1,689,199)

 

844,600

 

1,689,199

Loans and financing (Note 18)

(15,245,867)

 

(3,811,467)

 

(7,622,934)

 

3,811,467

 

7,622,934

Lease liabilities (Note 17)

(391,249)

 

(97,812)

 

(195,625)

 

97,812

 

195,625

Impact on statement of income for the year

 

 

(3,617,315)

 

(7,234,634)

 

3,617,315

 

7,234,634

 

As of March 31, 2021, the rates used in the aforementioned sensitivity analysis were as follows:

 

 

 

R$/US$

Probable, balances

 

5.70

Possible scenario +25%

 

7.12

Remote scenario +50%

 

8.55

Possible scenario -25%

 

4.27

Remote scenario - 50%

 

2.85

 

(3)           Interest rate sensitivity

 

As of March 31, 2021, the probable scenario considers the weighted average floating interest rate of  on loans and financing, and for short-term investments and restricted cash, the CDI accumulated over the past 12 months. In both cases, simulations were performed with an increase and decrease of 25% and 50%.  The combined consolidated results of this sensitivity analysis are presented below:

 

 

 

 

Interest rate sensitivity

 

Probable Scenario

 

Possible scenario

 

Remote scenario

 

Possible scenario

 

Remote scenario

 

 

+25%

 

+50%

 

-25%

 

-50%

Interest earnings bank deposits

71,155

 

17,789

 

35,578

 

(17,789)

 

(35,578)

Securities

2,999

 

750

 

1,499

 

(750)

 

(1,499)

Interest earning bank deposits (restricted cash)

2,216

 

554

 

1,109

 

(554)

 

(1,109)

Loans and financing

(953,324)

 

(238,331)

 

(476,662)

 

238,331

 

476,662

Additional impact in income (loss) for the year

(876,954)

 

(219,238)

 

(438,476)

 

219,238

 

438,476


As of March 31, 2021, the rates used in the sensitivity analysis were as follows:

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

Scenarios

 

Probable Scenario

 

Possible scenario +25%

 

Remote scenario +50%

 

Possible scenario

-25%

 

Remote scenario    

-50%

CDI accumulated – % p.y. 

2.20

 

2.74

 

3.29

 

           1.65

 

           1.10

Post-fixed interest on loans and financing – % p.y.

           4.02

 

       5.03

 

        6.04

 

3.02

 

2.01

 

(k)          Capital management

 

The Group’s objective when managing its capital structure is to ensure the continuity of its operations and finance investment opportunities, maintaining a healthy credit profile and offering an adequate return to its shareholders.

 

The Group has a relationship with the main local and international rating agencies, as shown below:

 

Agency

 

Scale

 

Rating

 

Outlook

 

Date

Fitch

 

National

 

AAA (bra)

 

Stable

 

05/28/2020

 

Global

 

BBB

 

Negative

 

05/28/2020

Moody's

 

National

 

Aaa.Br

 

Stable

 

12/09/2020

 

Global

 

Baa3

 

Stable

 

12/09/2020

Standard & Poor's

 

National

 

brAAA

 

Stable

 

06/29/2020

 

Global

 

BBB-

 

Stable

 

06/29/2020

 

The Raízen Group monitors its capital through a combined treasury management of its business, using a leverage ratio represented by debt divided by equity.

 

The Group’s net debt is calculated as the total of loans and financing with the market, net of cash and cash equivalents, investments and trade notes held as collateral for debt items and derivative financial instruments taken out to hedge the indebtedness.

 

Financial leverage ratios on March 31, 2021 and 2020 were calculated as follows:

 

 

2021

 

2020

Third party capital

 

 

 

Loans and financing (Note 18)

24,444,473

 

25,327,370

(-) Cash and cash equivalents (Note 3)

(6,512,805)

 

(8,601,660)

(-) Securities (Note 4)

(134,940)

 

(39,145)

(-) Financial investments linked to financing (Note 5)

(39)

 

(50,460)

(-) National Treasury Certificates - CTN (Note 10)

(24,206)

 

(297,459)

(-)Foreign exchange and interest rate swaps and other derivatives (Note 27.b)

(3,601,208)

 

(3,369,934)

 

14,171,275

 

12,968,712

Own capital

 

 

 

Equity

 

 

 

Attributable to Group’s shareholders

12,129,956

 

11,364,386

Interest of non-controlling shareholders

368,436

 

365,717

 

12,498,392

 

11,730,103

Total own capital and third-parties

26,669,667

 

24,698,815

Leverage ratio

53,14%

 

52,51%

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

28. Retirement supplementation plan and other employee benefits

 

(a)           Pension fund

 

Defined contribution

 

The Group sponsors the Retirement Plan Raiz, administered by Raízprev - Entidade de Previdência Privada, a closed nonprofit supplementary pension plan entity.

 

The Entity has administrative, equity and financial autonomy, and its objective is to administer and provide private pension plans, as defined in the Benefit Plan Regulations.

 

The Group has legal and contractual obligations that could give rise to the need to make additional extraordinary contributions in case of shortfall.

 

In the year ended March 31, 2021, the contribution recognized as an expense totaled R$ 21,439 (R$ 21,405 in 2020).

 

Pension and health plan of Raízen Argentina

 

Raízen Argentina granted pension plans to non-union employees with defined and non-financed benefit.  These plans are effective but closed to new participants since the end of 2014. The healthcare coverage of retired employees is an inherited and frozen benefit, whose cost is equally apportioned between the Company and the former employees.

 

(b)          Profit sharing

 

The Group recognizes a liability and an expense for profit sharing based on a methodology that considers previously defined goals for employees.  The Group recognizes a provision when it is contractually bound or when there is a past practice that has created a constructive obligation.

 

29. Insurance

 

The Group has an insurance and risk management program that provides coverage and protection compatible with its assets and operation.

 

The insurance coverage taken out is based on a careful study of risks and losses carried out by local insurance advisors, and the types of insurance taken out are considered sufficient by management to cover claims, if any, considering the nature of the activities of the Grupo, which are described below:

 

Insurance type

 

Coverage

 

Insured amount

Operational risks

 

Fire, lightning, explosion, among others

 

1,698,099

General civil liability (1)

 

Third-party claims

 

320,000

 

 

 

 

2,018,099

 

(1) Includes the amounts of CHF 15,000 thousand and US$ 10,000 thousand, equivalent to R$ 89,521 and R$ 56,973 referring to the coverage taken out exclusively for Raízen Trading e Raízen Argentina, respectively.


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

30. Business combinations

 

(1)           Transactions carried out in the year ended March 31, 2021

 

(i)            RZ Agrícola Caarapó Ltda.

As of December 31, 2020, RESA completed the price allocation of the assets acquired and liabilities assumed by RESA in the process of acquisition of Nova América Agrícola Ltda.

 

The main differences between preliminary and final gains on bargain purchase are shown below:

 

Changes

 

Total

Fair value of net assets

 

364,019

(-) Total cost of acquisition

 

(162,434)

Preliminary gain on bargain purchase

 

201,585

(-) Advance to supplier

 

(7,092)

(-) Property, plant, and equipment (Note 12.b)

 

(4,355)

(=) Final adjustments - bargain purchase (Note 11.b and 24)

 

(11,447)

Final gain on bargain purchase

 

190,138

 

(2)           Transactions carried out in the year ended March 31, 2020

 

(i)            Raízen Biomassa S.A.

 

On October 1, 2019, RESA and Cosan entered into an agreement for purchase and sale of shares and other covenants for acquisition by RESA of 81.5% of the shares held by Cosan in Raízen Biomassa S.A. (“Biomassa”), formerly named Cosan Biomassa S.A. for R$ 1.00 (one real) each, assuming the debts of Biomassa. The debts have collaterals of Cosan, which were transferred to Raízen after the acquisition was completed.

 

The Biomassa Share Purchase and Sale Agreement was entered into on October 1, 2019 and the transaction was completed on December 2, 2019, after the covenants were fully implemented. The fair value was considered based on the balances of Biomassa on such date.

 

Biomassa is engaged in the production and sale of bagasse pellets and sugarcane straw. Sales of pellets represented R$ 9.2 million in the year ended December 31, 2018. Thus, despite being an embryonic market, RESA is capable of generating outputs.


Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

Through this investment, RESA aims to capture synergies that were suppressed, and insert the company in the business of producing and selling sugarcane Biomass pellets and straw, consolidating Raízen’s position as an integrated player in the Energy sector.

 

The preliminary fair value of assets acquired and liabilities assumed on the acquisition date of Biomassa is presented below. The difference between the amount paid and the net assets at fair value resulted in the recognition of bargain purchase.

 

Captions

 

Amount

Cash and cash equivalents

 

154

Derivative financial instruments

 

4,729

Inventories

 

18,421

Recoverable taxes

 

20,186

Other receivables

 

1,817

Deferred income tax and social contribution

 

62,242

Property, plant and equipment

 

141,267

Intangible assets

 

264

Right of use

 

24

Loans and financing

 

(212,426)

Suppliers

 

(1,808)

Related parties

 

(10,784)

Other liabilities

 

(1,554)

Lease liabilities

 

(34)

Net assets (i)

 

22,498

Raízen interest (81.5%)

 

(18,336)

 (-) Cost of acquisition

 

-

Bargain purchase (Note 25)

 

(18,336)

 

(i)              Minority interest (18.5%) equivalent to R$ 4.162.

 

The valuation techniques used to measure the fair value of the significant assets acquired were as follows:

 

Assets acquired

 

Valuation technique

Property, plant and equipment

 

Market comparison and cost technique: the valuation model considers the market prices quoted for similar items, when available, and depreciated replacement costs, when applicable.  The depreciated replacement cost reflects adjustments of physical deterioration, as well as the functional and economic obsolescence.  The fair value of property, plant and equipment items on the acquisition date amounted to approximately R$ 141,267, which represented an adjustment of around R$ 49,318.

 

Other assets acquired and liabilities assumed were analyzed and the respective accounting balances reflect the respective fair values.

 

(ii)          RZ Agrícola Caarapó Ltda.

 

On October 25, 2019, RESA entered into a Share Purchase and Sale Agreement with Nova América Agrícola Ltda., which provides for the terms and conditions for the acquisition of RZ Agrícola Caarapó Ltda. shares held by Nova América Agrícola Ltda. (100% of the capital) for R$ 162,434.

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

The preliminary fair value of assets acquired, and liabilities assumed on the acquisition date of RZ Agrícola Caarapó is presented below. The difference between the amount paid and the net assets at fair value resulted in the recognition of gain on bargain purchase.

 

Captions

 

Amount

Cash and cash equivalents

 

167

Accounts receivable

 

1,311

Inventories

 

15,079

Biological assets

 

46,595

Other receivables

 

12,613

Judicial deposits

 

1,696

Deferred income tax and social contribution

 

7,293

Property, plant and equipment

 

314,004

Suppliers

 

(10,057)

Payroll and related charges payable

 

(3,426)

Taxes payable

 

(1,295)

Other liabilities

 

(13,463)

Provision for legal disputes

 

(6,498)

Net assets

 

364,019

(-) Cost of acquisition

 

162,434

Bargain purchase (Note 25)

 

(201,585)

 

The valuation techniques used to measure the fair value of the significant assets acquired were as follows:

 

Assets acquired

 

Valuation technique

Property, plant and equipment

 

Market comparison and cost technique: the valuation model considers the market prices quoted for similar items, when available, and depreciated replacement costs, when applicable.  The depreciated replacement cost reflects adjustments of physical deterioration, as well as the functional and economic obsolescence.  The fair value of property, plant and equipment items on the acquisition date amounted to approximately R$ 314 million, which represented an adjustment of around R$ 29 million.

 

Other assets acquired and liabilities assumed were analyzed and the respective accounting balances reflect the respective fair values.

 

(iii)        Raízen Argentina and subsidiaries - Acquisition of downstream (DS) business from Shell Argentina

 

On October 1, 2018, RCSA completed the acquisition of DS business from Shell in Argentina, through the purchase of 100% of the shares issued by Shell Compañía Argentina de Petróleo S.A. and by Energina Compañía Argentina de Petróleo S.A., shares that were previously held by Shell Group, starting to operate in that country as Raízen Argentina. This transaction amounted to US$ 988,081 thousand, totaling R$ 3,917,438.

 

In accordance with IFRS 3/CPC 15 -- Business combination, the fair value of preliminary assets acquired and liabilities assumed on the acquisition date of Raízen Argentina and subsidiaries is presented below. The difference between the amount paid and the net assets at fair value resulted in the recognition of a goodwill based on expected future profitability amounting to R$ 221,898.



Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

In the year ended March 31, 2020, RCSA completed the price allocation of the assets acquired and liabilities assumed by RCSA in the acquisition process of Raízen Argentina. Significant differences between the preliminary goodwill and the final goodwill were determined based on new information on facts and circumstances existing on the acquisition date, and are presented in the changes below:

 

Movement

 

Amount

 

 

 

Net assets

 

3,605,064

Cost of acquisition cost

 

3,917,438

Adjustment to present value of considerations payable

 

(109,420)

 

 

3,808,018

Preliminary goodwill

 

202,954

Property, plant and equipment

 

186

Intangible assets

 

(30)

Deferred taxes

 

(53)

 

 

103

Adjustment to present value of considerations payable

 

18,841

Adjustments in goodwill

 

18,944

Final goodwill

 

221,898

 

The amount of goodwill based on expected future profitability may be deductible for tax purposes, depending on RCSA’s future evaluations.

 

The valuation techniques used to measure the fair value of the significant assets acquired were as follows:

 

Assets acquired

 

Valuation technique

 

 

 

Property, plant and equipment (**)

 

Market comparison and cost technique: the valuation model considers the market prices quoted for similar items, when available, and depreciated replacement costs, when applicable.  The depreciated replacement cost reflects adjustments of physical deterioration, as well as the functional and economic obsolescence.  In the final allocation, fair value of property, plant and equipment items on acquisition date totaled R$ 3,616,125 (R$ 3,616,311 on March 31, 2019), which represented surplus value of R$ 366,461 (R$ 366,647 on March 31, 2019) to be depreciated based on assets’ useful lives of approximately 13 years.

 

 

 

Intangible assets (*) / (**)

 

Contractual relations with clients: Technique Multi-period earning excess method (“MEEM”), this model estimates fair value based on business unit future cash flow discounts.  Cash flows considered revenues from projected clients’ portfolio and their related costs and expenses in the 180-month period.  In the final allocation, the fair value of contractual relations totaled R$ 232,558 (R$ 232,532 on March 31, 2019), fully recognized as surplus value to be amortized on a straight-line basis over the referred to period.

 

 

 

Latam-pass contract: Technique Multi-period earning excess method (“MEEM”), this model estimates fair value based on business unit future cash flow discounts. Cash flows considered revenues associated to said contract and its related costs and expenses over the contract term of 87 months.  In the final allocation, the fair value of this contract totaled R$ 36,010 (R$ 36,007 on March 31, 2019), fully recognized as surplus value to be amortized on a straight-line basis over the referred to period.

 

(*) Intangible assets identified by appraisers in applying the acquisition method.
(**) In the final allocation, on the referred to surplus values, deferred tax liabilities were recorded in the amount of R$ 216,226 (R$ 216,279 on March 31, 2019).
106

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

31. Cash flow supplementary information

 

(a)       Reconciliation of changes in equity with cash flows from financing activities (FCF)

 

(Assets)/Liabilities

 

Financial investments linked to financing (Note 5)

 

Loans and financing (Note 18) (2)

 

Lease liabilities

 

Related parties (1)

 

Dividends and Dividends and interest on own capital payable

 

Total

Balance as of March 31, 2020

 

(50,460)

 

25,029,911

 

4,411,784

 

916,848

 

95,542

 

30,403,625

Transactions with impact in FCF

 

 

 

 

 

 

 

 

 

 

 

 

Funding, net of expenditures

 

-

 

3,584,510

 

-

 

-

 

-

 

3,584,510

Amortization of principal

 

-

 

(5,897,175)

 

-

 

-

 

-

 

(5,897,175)

Interest amortization

 

-

 

(854,601)

 

-

 

-

 

-

 

(854,601)

Amortization of lease liabilities

 

 

 

-

 

(1,388,175)

 

(171,358)

 

 

 

(1,559,533)

Payment of dividends and interest on own capital and preferential shares

 

-

 

-

 

-

 

-

 

(47,979)

 

(47,979)

Financial investments linked to financing

 

51,974

 

-

 

-

 

-

 

-

 

51,974

Other

 

-

 

-

 

-

 

4,259

 

-

 

4,259

 

 

51,974

 

(3,167,266)

 

(1,388,175)

 

(167,099)

 

(47,979)

 

(4,718,545)

Other movements that do not affect the FCF

 

 

 

 

 

 

 

 

 

 

 

 

Net interest, inflation adjustments, and exchange-rate changes

 

 (1,823)

 

 2,514,602

 

 372,469

 

 67,706

 

                            -  

 

2,952,954

Change financial instruments fair value (Notes 18 and 26)

 

-

 

(63,163)

 

-

 

                         -  

 

-

 

(63,163)

Allocation of dividends and interest on own capital

 

-

 

-

 

-

 

                 (1,525)

 

182,690

 

181,165

Addition, write-off, remeasurement of lease liabilities and other

 

 

 

-

 

1,638,582

 

296,805

 

 

 

1,935,387

Effect foreign currency translation and other

 

270

 

106,183

 

40,534

 

(4,095)

 

(22,071)

 

120,821

 

 

(1,553)

 

2,557,622

 

2,051,585

 

358,891

 

160,619

 

5,127,164

Balance as of March 31, 2021

 

(39)

 

24,420,267

 

5,075,194

 

1,108,640

 

208,182

 

30,812,244

 

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

(Assets)/Liabilities

 

Financial investments linked to financing (Note 5)

 

Loans and financing (Note 18)

 

Lease liabilities

 

Related parties (1)

 

Dividends and interest on own capital payable

 

Total

Balance as of March 31, 2019

 

(57,846)

 

16,742,358

 

-

 

300,559

 

37,553

 

17,022,624

Transactions with impact in FCF

 

 

 

 

 

 

 

 

 

 

 

 

Funding, net of expenditures

 

-

 

7,352,092

 

-

 

-

 

-

 

7,352,092

Amortization of principal

 

-

 

(3,529,607)

 

-

 

-

 

-

 

(3,529,607)

Interest amortization

 

-

 

(844,765)

 

-

 

-

 

-

 

(844,765)

Amortization of lease liabilities

 

                       -

 

-

 

(1,114,229)

 

(145,737)

 

 

 

(1,259,966)

Payment of dividends and interest on own capital and preferential shares

 

-

 

-

 

-

 

(129,412)

 

(2,508,353)

 

(2,637,765)

Financial investments linked to financing

 

10,182

 

-

 

-

 

-

 

-

 

10,182

Other

 

-

 

-

 

-

 

2,317

 

-

 

2,317

 

 

10,182

 

2,977,720

 

(1,114,229)

 

(272,832)

 

(2,508,353)

 

(907,512)

Other movements that do not affect the FCF

 

 

 

 

 

 

 

 

 

 

 

 

Net interest, inflation adjustments, and exchange-rate changes

 

 (2,796)

 

 4,462,210

 

 334,365

 

63,719 

 

                    -  

 

 4,857,498

Change financial instruments fair value (Notes 18 and 26)

 

-

 

229,969

 

-

 

 -  

 

-

 

 229,969

Issuance (redemption) and allocation of disproportionate dividends

 

-

 

-

 

 

 

(1,416)

 

-

 

 (1,416)

Allocation of dividends and interest on own capital

 

-

 

-

 

-

 

 -  

 

2,587,276

 

2,587,276

Initial adoption of IFRS 16 (CPC 06 (R2)) (Note 2.4.1)

 

                         -

 

-

 

3,630,867

 

720,759

 

                     -

 

 4,351,626

Business combinations

 

                   -

 

212,426

 

36

 

-

 

                   -

 

212,462

Addition, write-off, remeasurement of lease liabilities and other

 

                         -

 

-

 

1,422,323

 

101,823

 

                      -

 

 1,524,146

Effect foreign currency translation and other

 

                      -

 

405,228

 

138,422

 

4,236

 

(20,934)

 

526,952

 

 

(2,796)

 

5,309,833

 

5,526,013

 

889,121

 

2,566,342

 

14,288,513

Balance as of March 31, 2020

 

(50,460)

 

25,029,911

 

4,411,784

 

916,848

 

95,542

 

30,403,625

 

(1)     Comprised of financial transactions, preferred shares and lease liabilities (Note 11.a).

Grupo Raízen

 

Notes to combined consolidated financial statements

March 31, 2021

In thousands of reais – R$, unless otherwise stated

 

 

(b)          Transactions not involving cash

 

 

2021

 

2020

 

2019

Investment transactions not involving cash

 

 

 

 

 

Installments receivable for the sale of shares and the formation of a joint venture

113,206

 

123,439

 

-

Installment payable due to purchase of Raízen Argentina

-

 

-

 

(1,959,945)

Right of use

(2,034,050)

 

(1,767,862)

 

-

Depreciation and amortization of agricultural assets capitalized as property, plant and equipment

(83,412)

 

(91,962)

 

(81,957)

Interest capitalized in property plant and equipment assets (Note 14 and 26)

(54,819)

 

(38,021)

 

(30,825)

Depreciation of agricultural assets capitalized as biological assets

(28,791)

 

(20,870)

 

(23,288)

Additions to property, plant and equipment and other, net

(23,579)

 

(3,980)

 

(122,302)

 

(2,111,445)

 

(1,799,256)

 

(2,218,317)

 

32. Subsequent Events

 

Renewal of Right to Use of “Shell” Brand

 

On May 20, 2021, the Company celebrated the renewal of the License agreement for the use of the “Shell” Brand with Shell Brands International AG. With this renewal, the Company maintains the right to use the “Shell” Brand, in the fuel distribution and related activities sector in Brazil, for a minimum period of 13 (thirteen) years, which may be renewed in certain cases, subject to compliance with certain conditions set out in the contract.

 

* * *



109