6-K 1 MainDocument.htm 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 6-K 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2023

 

Commission File Number: 001-39169

Natura &Co Holding S.A.

(Exact name of registrant as specified in its charter)

 

Avenida Alexandre Colares, No. 1188, Sala A17-Bloco A

Parque Anhanguera

São Paulo, São Paulo 05106-000, Brazil

(Address of principal executive office)

 

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

Form 20-F                 Form 40-F

 

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

Yes                    No 

 

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

Yes                    No 

 

 

 


SIGNATURE

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


NATURA &CO HOLDING S.A.


By:

/s/ Guilherme Strano Castellan


 

Name:         Guilherme Strano Castellan


 

Title:           Principal Financial Officer


 

 


 

 


By:

/s/ Itamar Gaino Filho


 

Name:         Itamar Gaino Filho


 

Title:           Chief Legal and Compliance Officer


 

 


 

 

 

Date: May 8, 2023





 


 

 


 

 


Natura &Co Holding S.A.


Individual and Consolidated

Interim Accounting Information (ITR)

For the three-months period ended

March 312023

Independent Auditor’s Report

 
















www.pwc.com.br

 

Natura &Co Holding S.A.

Parent company and consolidated

interim financial statements at

31 March 2023

and report on review

 



Graphics



1



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(A free translation of the original in Portuguese)

 

 

Report on review of parent company and

consolidated interim financial statements

 

To the Board of Directors and Stockholders

Natura &Co Holding S.A.



Introduction

 

We have reviewed the accompanying interim statement of financial position of Natura &Co Holding S.A. ("Company") as at 31 March 2023 and the related statements of profit or loss, comprehensive income, the statements of changes in shareholders’ equity and cash flows for the quarter then ended, as well as the accompanying consolidated interim statement of financial position of Natura &Co Holding S.A. and its subsidiaries ("Consolidated") as at 31 March 2023 and the related consolidated statements of profit or loss, comprehensive income, the consolidated statements of changes in shareholders’ equity and cash flows for the quarter then ended, and explanatory notes.

 

Management is responsible for the preparation and fair presentation of these parent company and consolidated interim financial statements in accordance with the accounting standard CPC 21, Interim Financial Reporting, of the Brazilian Accounting Pronouncements Committee (CPC), and International Accounting Standard (IAS) 34 - Interim Financial Reporting, of the International Accounting Standards Board (IASB). Our responsibility is to express a conclusion on these interim financial statements based on our review.

 

Scope of review

 

We conducted our review in accordance with Brazilian and International Standards on Reviews of Interim Financial Information (NBC TR 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Brazilian and International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.


PricewaterhouseCoopers Auditores Independentes, Avenida Brigadeiro Faria Lima, 3732, 16º andar, partes 1 e 6, Edifício Adalmiro Dellape Baptista B32, Itaim Bibi, São Paulo - SP, CEP 04538-132,T: (11) 3674-2000, F: (11) 3674-2000, www.pwc.com.br

 

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Natura &Co Holding S.A.



Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the accompanying parent company and consolidated interim financial statements referred to above do not present fairly, in all material respects, the financial position of Natura &Co Holding S.A. and of Natura &Co Holding S.A. and its subsidiaries as at 31 March 2023, and the parent company financial performance for the quarter then ended and its cash flows for the quarter then ended, as well as the consolidated financial performance for the quarter then ended and the consolidated cash flows for quarter then ended, in accordance with CPC 21 and IAS 34

 

Based on our review, nothing has come to our attention that causes us to believe that the accompanying parent company and consolidated interim financial statements referred to above are not prepared, in all material respects, in accordance with CPC 21 and IAS 34.

 

Other matters


Statements of value added

 

The interim financial statements referred to above include the parent company and consolidated statements of value added for the quarter ended 31 March 2023. These statements are the responsibility of the Company's management and are presented as supplementary information. These statements have been subjected to review procedures performed together with the review of the interim financial statements for the purpose of concluding whether they are reconciled with the interim financial statements and accounting records, as applicable, and if their form and content are in accordance with the criteria defined in the accounting standard CPC 09 - "Statement of Value Added". Based on our review, nothing has come to our attention that causes us to believe that these statements of value added have not been properly prepared, in all material respects, in accordance with the criteria established in this accounting standard, and that they are consistent with the parent company and consolidated interim financial statements taken as a whole.

 

São Paulo, 8 May 2023

 

 

/s/

PricewaterhouseCoopers

Auditores Independentes Ltda.

CRC 2SP000160/O-5

  

Leandro Mauro Ardito

Contador CRC 1SP188307/O-0



3




NATURA &CO HOLDING S.A.


STATEMENT OF FINANCIAL POSITION AS OF MARCH 31, 2022 AND DECEMBER 31, 2022

(In thousands of Brazilian reais - R$)


Note Parent Consolidated Note Parent Consolidated
ASSETS  March 31, 2023   December 31, 2022   March 31, 2023   December 31, 2022  LIABILITIES AND SHAREHOLDERS' EQUITY  March 31, 2023   December 31, 2022   March 31, 2023   December 31, 2022 
CURRENT CURRENT
Cash and cash equivalents 6 169 5,566 2,224,503 4,195,713 Borrowings, financing and debentures 19 -  - 289,223 331,151
Short-term investments 7 1,450 24,264 1,587,477 1,800,439 Lease 18 253     193 634,996 878,448
Trade accounts receivable 8 - - 3,327,931 3,502,399 Trade accounts payable and reverse factoring operations 20 2,870        6,451 5,592,284      6,375,930
Trade accounts receivable - Related parties 32 66,051          66,329 - - Trade accounts payable - Related parties 32 63,294        64,576 - -
Inventories 9 - - 4,382,364 4,516,874 Dividends and interest on shareholders' equity payable 24 245  260 245 260
Recoverable taxes 10 39,379 38,902 1,139,083 911,410 Payroll, profit sharing and social charges 0 18,268  51,485 1,087,841 1,276,977
Income tax and social contribution  - - 233,577 196,143 Tax liabilities  21 12,281  12,191 730,592   828,125
Derivative financial instruments - - 168,297 235,114 Income tax and social contribution  0 -  - 194,057 70,294
Other current assets 14 9,158 13,562 722,175 763,384 Derivative financial instruments 5 - - 1,628,177 1,613,968
116,207 148,623 13,785,407 16,121,476 Provision for tax, civil and labor risks  22 - - 454,005 463,655
Other current liabilities 23 21,751 23,113 1,176,491 1,499,060
Assets held for sale 13 and 36 - - 2,582,506 51 118,962 158,269 11,787,911 13,337,868
Total current assets 116,207 148,623 16,367,913       16,121,527
Liabilities related to non-current assets held for sale - - 1,316,689 -
NON-CURRENT Total current liabilities 118,962 158,269
13,104,600 13,337,868
Recoverable taxes 10                         - - 1,211,584        1,356,868
Deferred income tax and social contribution 11 148,963 150,167 3,462,748 3,519,515 NON-CURRENT
Judicial deposits  12 - - 411,826 457,550 Borrowings, financing and debentures 19 - - 12,965,727 13,261,135
Derivative financial instruments - - 830,737 773,251 Lease 18 636 352 1,644,701 2,392,289
Long-term investments 7 - - 34,320 35,235 Payroll, profit sharing and social charges 0 5,894 6,029 12,065 26,152
Other non-current assets 14 - - 1,198,599 1,252,437 Tax liabilities  21 - -   121,331 117,358
148,963 150,167 7,149,814 7,394,856 Deferred income tax and social contribution 11 - - 879,154 934,414
Income tax and social contribution  11 - - 431,679 448,532
Derivative financial instruments 5 - - 443,386 191,274
Provision for tax, civil and labor risks  22    1,072 1,051 799,129 873,618
Investments  15 21,885,191 22,215,420 - - Other non-current liabilities 23 17,749 17,750 764,429 751,566
Property, plant and equipment  16 - - 4,537,943 4,966,150 Total non-current liabilities 25,351 25,182 18,061,601 18,996,338
Intangible 17 768 1,445 23,042,512 23,260,970
Right of use 18 875 530 2,094,250 2,941,887 TOTAL LIABILITIES 144,313 183,451 31,166,201 32,334,206
   
Total non-current assets 22,035,797 22,367,562 36,824,519 38,563,863 SHAREHOLDERS' EQUITY  24
Capital stock  12,484,478 12,484,424 12,484,478 12,484,424
Treasury shares  (262,360) (262,360) (262,360) (262,360)
Capital reserves 10,580,323 10,540,885 10,580,323 10,540,885
Legal profit reserve
Accumulated losses (2,647,341) (1,994,555) (2,647,341) (1,994,555)
Other comprehensive income 1,852,591 1,564,340 1,852,591 1,564,340
Shareholders' equity attributed to the Company's shareholders 22,007,691 22,332,734 22,007,691 22,332,734
Non-controlling interest in shareholders' equity of subsidiaries                         - - 18,540 18,450
Total shareholders' equity 22,007,691 22,332,734 22,026,231 22,351,184
TOTAL ASSETS       2,21,52,004        2,25,16,185       53,192,432         54,685,390 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 22,152,004 22,516,185 53,192,432 54,685,390

*The accompanying notes are an integral part of the Interim Accounting Information.

4


NATURA &CO HOLDING S.A.


STATEMENT OF PROFIT OR LOSS

FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2023 AND 2022

(In thousands of Brazilian reais - R$)


  Note   Parent Consolidated
    March 31, 2023 March 31, 2022   March 31, 2023 March 31, 2022
     
NET REVENUE 26            - - 7,320,156 7,610,902
Cost of Sales 27          - - (2,494,683) (2,882,786)
   

   
GROSS PROFIT          - - 4,825,473 4,728,116
     
OPERATING (EXPENSES) INCOME    
Selling, marketing and logistics expenses 27        - - (3,104,741) (3,345,985)
Administrative, R&D, IT and project expenses 27      2,181 (60,947) (1,381,014) (1,358,300)
Impairment loss on trade receivables 8      - - (215,640) (162,788)
Share of profits (losses) from subsidiaries 15     (654,656) (566,108)        - -
Other operating income (expenses), net 30      (1,004) - (96,642) (60,447)
   



OPERATING (LOSS) PROFIT BEFORE FINANCIAL RESULT      (653,479) (627,055) 27,436 (199,404)
   
Financial income 29     2,153 9,935 1,005,725 1,338,260
Financial expenses 29      102 (23,983) (1,482,054) (1,698,890)
     
LOSS BEFORE INCOME TAX AND   



   SOCIAL CONTRIBUTION      (651,224) (641,103) (448,893) (560,034)
   Income tax and social contribution  11   (1,204) (1,989) (82,777) (69,971)
                     
LOSS FOR THE PERIODS FROM CONTINUING OPERATIONS   (652,428) (643,092) (531,670) (630,005)
   
DISCONTINUED OPERATIONS  
LOSS FROM DISCONTINUED OPERATIONS 36   - - (120,484) (12,168)
   
LOSS FOR THE PERIODS   (652,428) (643,092) (652,154) (642,173)
   
ATTRIBUTABLE TO  
The Company´s shareholders   (652,428) (643,092) (652,428) (643,092)
Non-controlling shareholders   -     - 274 919
                 

 
LOSS PER SHARE IN THE PERIODS -R$
Basic  31   (0.4750) (0.4694) (0.4750) (0.4694)
Diluted 31   (0.4750) (0.4694) (0.4750) (0.4694)
 *The accompanying notes are an integral part of the Interim Accounting Information.
5


NATURA &CO HOLDING S.A.


STATEMENT OF COMPREHENSIVE INCOME

FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2023 AND 2022

(In thousands of Brazilian reais - R$)


    Note   Parent   Consolidated
      March 31, 2023 March 31, 2022    March 31, 2023 

March 31, 2022

                     
LOSS FOR THE PERIOD (652,428) (643,092) (652,154) (642,173)
Other comprehensive income (loss) to be reclassified to income statement in subsequent periods:
Conversion of financial statements of controlled companies abroad 15 150,369 (3,642,242) 150,185 (3,645,916)
Exchange rate effect on the conversion from hyperinflationary economy 15 143,865 (65,922) 143,865 (65,922)
Earnings (losses) from cash flow hedge operations 15 - 89 (7,324) (446,241)
Tax effects on (losses) earnings from cash flow hedge operations 11 - (30) 1,341 151,422
Equity in losses from cash flow hedge operation 15 (7,324) (446,330)                 - -
Equity in tax effects on earnings from cash flow hedge operations 11 1,341 151,452 - -
Comprehensive loss for the periods, net of tax effects   (364,177) (4,646,075) (364,087) (4,648,830)
   
   
ATTRIBUTABLE TO  
The Company´s shareholders   (364,177) (4,646,075) (364,177) (4,646,075)
Noncontrolling shareholders   - - 90 (2,755)
    (364,177) (4,646,075) (364,087) (4,648,830)

 

 *The accompanying notes are an integral part of the Interim Accounting Information.


6


NATURA &CO HOLDING S.A.


STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2023 AND 2022

(In thousands of Brazilian reais - R$)


Equity appraisal adjustment
Capital Reserves
Note

Capital

stock  

 

Treasury 

shares

  Share premium   Special reserve   Additional paid-in capital   Income from transactions with non-controlling shareholders   Legal profit reserve   Retained losses   Other comprehensive income   Shareholders' equity attributed to controlling shareholders       Total shareholders' equity

            Retained earnings         Non-Controlling
Shareholders
 
   
                   
BALANCES AS OF JANUARY 1, 2022 12,481,683 (151,342)   10,021,409      362,059 187,402 (92,066) 871,223      - 4,865,202 28,545,570 21,155 28,566,725
Net income for the periods - -   -    - - -   - (643,092) - (643,092) 919 (642,173)

Exchange rate effect on the conversion from hyperinflationary economy

-      -    -   - - -   -    - (65,922) (65,922) - (65,922)
Other comprehensive income -  -     -    -  -  -    -  -  (3,937,061)      (3,937,061) (3,674) (3,940,735)
Total comprehensive income for the periods -  -       -      -  -  -     -  (643,092) (4,002,983)      (4,646,075) (2,755) (4,648,830)
Share repurchase    - (120,300)      -    -  - -    - - -      (120,300)   - (120,300)
Loss absorption     - -      -    - - -   - -    -     -   - -
Transactions in stock and restricted shares option plans:

    Provision for stock and restricted shares option plans  24       - - -       - 53,158 -  - - - 53,158  - 53,158
    Exercise of  stock and restricted shares option plans  24 2,623 8,282 -      - (23,457) -     2,144 - - (10,408)   - (10,408)
Reclassification of grant reserve - Natura Cosméticos     - - -        - - -     - - - -    -    -
Dividend declared and not yet distributed - - -        - - -     - - - -   - -
Reclassification of hyperinflationary economy adjustment effect         -  - (126,473)       - (58,494) - (8,294) - 193,261 -    -   -
     
               

BALANCES AS OF MARCH 31, 2022 12,484,306 (263,360) 9,894,936 362,059 158,609 (92,066) 865,073 (643,092) 1,055,480 23,821,945   18,400 23,840,345
                       
BALANCES AS OF JANUARY 1, 2023    12,484,424 (262,360) 9,894,936 362,059 375,956 (92,066) - (1,994,555) 1,564,340 22,332,734   18,450 22,351,184
Net loss for the periods     -  -  -  -     -  -  -  (652,428) -  (652,428)    274 (652,154)
Exchange rate effect on the conversion from hyperinflationary economy     -  -  -  -  -  -    -  -  143,865 143,865   -  143,865
Other comprehensive income      -  -  -  -  -  -    -  -  144,386 144,386   (184)   144,202
Total comprehensive income for the periods          -  -  -  -  -  -      -  (652,428) 288,251 (364,177)   90 (364,087)
Transactions in stock and restricted shares option plans:
     Provision for stock and restricted shares option plans  24      -  -  -  -  54,670 -   -  -  -  54,670   -  54,670
    Exercise of  stock and restricted shares option plans  24       54 -  -  -  (15,232) -    -  (358) -  (15,536)   -  (15,536)
BALANCES AS OF MARCH 31, 2023 12,484,478
(262,360)  9,894,936 362,059   415,394 (92,066)    -     (2,647,341) 1,852,591 22,007,691 18,540 22,026,231
 
*The accompanying notes are an integral part of the Interim Accounting Information.

7


NATURA &CO HOLDING S.A.
STATEMENT OF CASH FLOWS 
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2023 AND 2022
(In thousands of Brazilian reais - R$)


Note   Parent Consolidated
  March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
CASH FLOW FROM OPERATING ACTIVITIES
Loss for the periods (652,428) (643,092) (652,154) (642,173)
Adjustments to reconciliate loss for the periods with net cash used in operating activities:



Depreciation and amortization 16, 17 and 18
727
176  603,497 575,466
Interest and exchange variation on short-term investments (408) (6,192) (190,733)  (86,210)
Loss from swap and forward derivative contracts -  5,266 365,861 974,949
Provision (reversion) for tax, civil and labor risks -  1,016  (20,529) (26,560)
Monetary adjustment of judicial deposits  -  - (8,053)  (8,221)
Monetary adjustment of provision for tax, civil and labor risks 22 21 - 15,854 11,087
Income tax and social contribution  1,204 1,990 82,777 69,971
Income from sale and write-off of property, plant and equipment and intagible 13, 16 and 17 -  - 47,375  9,776
Share of profits (losses) from subsidiaries 15 654,656 566,108 - -
Interest and exchange rate variation on leases 18  23 - 46,714  54,689
Interest and exchange rate variation on borrowings, financing and debentures, net of acquisition costs 19 - - 109,254  (727,498)
Adjustment and exchange rate variation on other assets and liabilities (92) 844 741 2,186
Reversal of provision for impairment 16, 17 and 18  -  - (31,076) -
Provision for stock option plans  39,438 40,127 (15,232) 40,127
Provision for losses with trade accounts receivables, net of reversals 8 -  -  215,640 164,716
Provision for inventory losses, net of reversals 9 -  - 150,594  76,533
Provision for carbon credits - - (7,210)  (3,987)
Effect from hyperinflationary economy - -  95,395 68,942
 43,141 (33,757) 808,715 553,793
DECREASE (INCREASE) IN ASSETS
Trade accounts receivable and related parties 368 (16,148) (195,362) 289,511
Inventories - - (483,288)  86,089
Recoverable taxes -  - (90,473)  (3,074)
Other assets 4,633  2,982  (63,309) 129,286
Subtotal 5,001 (13,166) (832,432) 501,812
(DECREASE) INCREASE IN LIABILITIES - - - -
Domestic and foreign trade accounts payable and related parties (4,861) (59,882)  (609,961) (950,541)
Payroll, profit sharing and social charges, net  (33,352) 5,270  (94,179)  (273,653)
Tax liabilities 90 920  (37,486)  (198,911)
Other liabilities  (38,462) (27,779)  (138,499) (490,212)
Subtotal (76,585)  (81,471) (880,125) (1,913,317)
       
CASH USED IN OPERATING ACTIVITIES (28,443)  (128,394) (903,842) (857,712)
OTHER CASH FLOWS FROM OPERATING ACTIVITIES
Payment of income tax and social contribution  (221) (1,395)  (130,016) (66,808)
Release of judicial deposits net of withdrawals - -  7,011 (1,729)
Payments related to tax, civil and labor lawsuits 22 - -  (11,161) (22,833)
(Payments) proceeds due to settlement of derivative transactions -  (934) (90,185) 13,144
Payment of interest on lease 18 (23)  - (58,452) (51,464)
Payment of interest on borrowings, financing and debentures 19 - - (200,405)  (211,706)
Operating Activities - discontinued operations  - - (237,241) 6,162
NET CASH USED IN OPERATING ACTIVITIES  (28,687)  (130,723) (1,624,291) (1,192,946)
CASH FLOW FROM INVESTING ACTIVITIES
Additions of property, plant and equipment and intangible 80 - (258,235)  (279,517)
Proceeds from sale of property, plant and equipment and intangible - -  1,389 597
Short-term acquisition (2,500)  (161,299) (2,087,377) (2,191,667)
Redemption of short-term investments  23,359 248,391  2,306,522 2,566,122
Redemption of interest on short-term investments 2,363 12,353 50,143 38,236
Investment in subsidiary (150,000) - - -
Receipt of dividends from subsidiaries 32  150,000 153,656 - -
Investing activities - discontinued operations  - -  (43,373) (30,033)
NET CASH GENERATED BY (USED IN) INVESTING ACTIVITIES 23,302 253,101  (30,931) 103,738
CASH FLOW FROM FINANCING ACTIVITIES
Repayment of lease - principal 18 (51)  - (154,537) (226,222)
Repayment of borrowings, financing and debentures – principal 19  -  - (86,250)  (238,574)
New borrowings, financing, and debentures 19  -  -  5,908 1,181,421
Acquisition of treasury shares, net of receipt of option strike price - - (120,300) - (120,300)
Payment of dividends and interest on equity -  (15) - (15) -
(Payment) receipt of funds due to settlement of derivative transactions  - - (4,332) (7,348)  3,738
Capital Increase  -  54  2,623 54 2,623
Financing activities - discontinued operations - - - (59,723)  (46,562)
NET CASH USED IN FINANCING ACTIVITIES  (12) (122,009)  (301,911)  556,124

Effect of exchange rate variation on cash and cash equivalents  - - (14,077) (435,649)
       
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (5,397) 369 (1,971,210)  (968,733)
       
Opening balance of cash and cash equivalents 5,566  4,289 4,195,713 4,007,257
Closing balance of cash and cash equivalents  169  4,658  2,224,503 3,038,524
       
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (5,397) 369 (1,971,210) (968,733)
       
 *The accompanying notes are an integral part of the Interim Accounting Information. 


8


NATURA &CO HOLDING S.A.

STATEMENT OF VALUE ADDED 
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2023 AND 2022
(In thousands of Brazilian reais - R$)

Note Parent Consolidated
March 31, 2023 March 31, 2022 March 31, 2023    March 31, 2022 
INCOME - - 9,168,102 9,527,833
Sale of goods, products and services - - 9,203,402 9,518,501
Provision for doubtful accounts, net of reversals 8 - - 12,162 40,983
Other operating expenses, net - -     (47,462) (31,651)
GOODS ACQUIRED FROM THIRD PARTIES (8,559)   (37,661) (7,717,496) (6,245,549)
Cost of products sold and services rendered - - (4,921,331) (3,258,246)
Materials, electricity, outsourced services and other (8,559)   (37,661) (2,796,165) (2,987,303)
GROSS VALUE ADDED (8,559)   (37,661) 1,450,606 3,282,284
RETENTIONS (727) (176)   (603,497)    (575,423)
Depreciation and amortization 16, 17 e 18 (727) (176)   (603,497)    (575,423)
VALUE ADDED PRODUCED BY THE COMPANY (9,286)   (37,837)    847,109 2,706,861
TRANSFERRED VALUE ADDED (652,503) (556,173) 1,005,725 1,338,260
Equity in subsidiaries 15 (654,656) (566,108) - -
Financial income - including inflation adjustments and exchange rate variations 29 2,153 9,935 1,005,725 1,338,260
TOTAL VALUE ADDED TO DISTRIBUTE - DISCONTINUED OPERATIONS (661,789) (594,010) 1,852,834 4,045,121
TOTAL VALUE ADDED TO DISTRIBUTE - DISCONTINUED OPERATIONS - -    257,672     329,570
'TOTAL VALUE ADDED TO DISTRIBUTE (661,789) (594,010) 2,110,506 4,374,691
TOTAL DISTRIBUTION OF VALUE ADDED (661,789) (594,010) 2,110,506 4,374,691
DISTRIBUTION OF VALUE ADDED -  DISCONTINUED OPERATIONS - -    257,672     329,570
DISTRIBUTION OF VALUE ADDED -  DISCONTINUED OPERATIONS (661,789) (594,010) 1,852,834 4,045,121
Payroll and social charges 28    (10,463)    23,109 1,552,929 1,606,822
Payroll and social charges    (14,164)    14,094 1,168,122 1,202,906
Benefits 3,550 8,760    229,422     233,876
FGTS 151 255    155,385     170,040
Taxes, fees and contributions 1,204 1,990   (661,911) 1,360,937
Federal 1,204 1,990   (988,901)    (242,796)
State - -    326,637 1,603,538
Municipal - -   353    195
Third-part capital remuneration (102)    23,983 1,493,486 1,707,367
Rentals - - 12,927 8,477
Others (102)    23,983 1,480,559 1,698,890
Equity remuneration (652,428) (643,092)   (531,670)    (630,005)
Retained (losses) earnings (652,428) (643,092)   (531,944)    (630,923)
Minority holders' share in retained profit - -   274    918
 *The accompanying notes are an integral part of the Interim Accounting Information.
9



INDEX OF EXPLANATORY NOTES



1.   GENERAL INFORMATION 11
2.   MANAGEMENT STATEMENT AND BASIS OF PRESENTATION OF THE INTERIM ACCOUNTING INFORMATION 11
3.   SUMMARY OF MATERIAL ACCOUNTING POLICIES 12
4.   CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS 12
5.   FINANCIAL RISK MANAGEMENT 12
6.   CASH AND CASH EQUIVALENTS 15
7.   SHORT-TERM INVESTMENTS 15
8.   TRADE ACCOUNTS RECEIVABLE 16
9.   INVENTORIES 17
10. RECOVERABLE TAXES 18
11. INCOME TAX AND SOCIAL CONTRIBUTION 18
12. JUDICIAL DEPOSITS 19
13. NON-CURRENT ASSETS HELD FOR SALE 20
14. OTHER CURRENT AND NON-CURRENT ASSETS 21
15. INVESTMENTS 22
16. PROPERTY, PLANT AND EQUIPMENT 24
17. INTANGIBLE ASSETS 26
18. RIGHT-OF-USE AND LEASE LIABILITIES 28
19. BORROWING, FINANCING AND DEBENTURES 31
20. TRADE ACCOUNTS PAYABLE AND REVERSE FACTORING OPERATIONS 33
21. TAX LIABILITIES  34
22. PROVISION FOR TAX, CIVIL AND LABOR RISKS 34
23. OTHER LIABILITIES 36
24. SHAREHOLDER’S EQUITY 37
25. INFORMATION ON SEGMENTS 37
26. REVENUE 39
27. OPERATING EXPENSES AND COST OF SALES 40
28. EMPLOYEE BENEFITS 40
29. FINANCE INCOME (EXPENSES) 41
30. OTHER OPERATING EXPENSES, NET 42
31. EARNINGS PER SHARE 43
32. TRANSACTIONS WITH RELATED PARTIES 43
33. COMMITMENTS 45
34. INSURANCE 46
35. ADDITIONAL INFORMATION RELATING TO THE STATEMENTS OF CASH FLOWS 46
36. DISCONTINUED OPERATIONS 47
 
10


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

Natura &Co Holding S.A. (“Natura &Co”) was incorporated on January 21, 2019, with the purpose of holding interests in other companies, whose main business is in the cosmetics, fragrance and personal hygiene segments, through the manufacturing, distribution, and sale of their products. Natura &Co is headquartered in Brazil, in the city of São Paulo, State of São Paulo, at Avenida Alexandre Colares, no 1188, Vila Jaguará, CEP 05106-000. Natura &Co and its subsidiaries are hereinafter referred to as the “Company”.

Brands managed by the Company include “Natura”, “Avon”, “The Body Shop” and “Aesop”. In addition to using the retail market, e-commerce, business-to-business (B2B) and franchises as sales channels for the products, the subsidiaries highlight the performance of the direct sales channel carried out by the Natura, The Body Shop and Avon Consultant(s). 

On March 31, 2023, the sale of the subsidiary Aesop was determined as highly probable, since the Company had received a binding agreement from L'Oreal, which was approved and signed on April 3, 2023. Further details are included on note nº 36.

The Company’s interim accounting information, included in the Quarterly Information Form - ITR for the three-month period ended March 31, 2023, includes the individual and consolidated interim accounting information prepared pursuant to Technical Pronouncement CPC 21 (R1) - Interim Statements, approved by the Brazilian Accounting Committee (“CPC”) and equivalent to International Accounting Standard (“IAS”) 34 - Interim Financial Reporting.

The individual and consolidated interim accounting information shows all relevant information specific to the interim accounting information, and only these, which is consistent with that used by Management in its management.

The Company's individual and consolidated interim accounting information was approved by the Board of Directors and authorized for publication at a meeting held on May 3rd, 2023.

The individual and consolidated interim accounting information was prepared based on historical cost, except for derivative instruments and short-term investments recognized that were measured at fair value, and assets and liabilities held for sale measured at lower of their carrying amount and the fair value net of selling expenses. The individual and consolidated interim accounting information are expressed in thousands of Reais (“R$”), rounded to the nearest thousand, as well as the disclosure of amounts in other currencies, when necessary, also made in thousands. The items disclosed in other currencies are duly identified, whenever applicable.

2.1Reclassification of balances in the comparative period

During the current year, the Company made some reclassifications in the balances presented in the comparative period to better present and align certain balances of subsidiaries that, although of a similar nature, were presented in separate items in the individual and consolidated interim accounting information. These reclassifications are related to:


a) Certain balances of the Statement of Value Added (DVA) for the three-month period ended March 31, 2022 have been presented in the said statement in a more granular manner to include additional details required in accordance with the requirements set forth in technical pronouncement CPC 09, Statement of Value Added (DVA).

b) Inclusion of the provision for current taxes in the amount of R$338,560 as part of the adjustments to reconcile the loss of the period with the net cash used in operating activities in the Statement of Cash Flows (since the information originally presented included only deferred taxes as an adjustment for the period's loss, while current taxation was included as part of additional changes in operating liabilities). This adjustment does not change the net cash used in operating activities originally presented in the Statement of Cash Flows.

These changes do not affect the equity and financial position, the statement of income for the period or any other information previously presented in the explanatory notes. 

11


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


The material accounting policies applied in the preparation of this individual and consolidated interim accounting information are consistent with those applied and disclosed in note 3 to the Company’s audited financial statements for the year ended December 31, 2022, issued on March 13, 2023, as well as those applied for the comparative three-month period ended March 31, 2022, except for the rules and changes effective as of January 1, 2023.

Among these amendments effective as of January 1, 2023, we highlight the amendments to CPC 23, Accounting Policies, Change in Estimates and Error Correction (IAS 8, Accounting Policies, Change in Estimates and Error Correction) and CPC 26 (R1), Presentation of Financial Statements (IAS 1, Presentation of Financial Statements, in addition to amendments to IFRS Practice Statement 2, Making Materiality Judgments, educational document issued by the IASB and not published by the CPC in Brazil), where the concepts of accounting estimates and applying materiality judgments to accounting policy disclosures to help entities provide accounting policy disclosures that are more useful by replacing the requirement for entities to disclose their ‘significant’ accounting policies with a requirement to disclose their ‘material’ accounting policies. In the preparation of individual and consolidated interim accounting information, these concepts were considered, however, there were no material effects on the nature and detail of the information presented.

The other amendments to the accounting standards, effective as of January 1, 2023, did not have any material impact on the Company's interim individual and consolidated accounting information.

This individual and consolidated interim accounting information should be read in conjunction with the Company’s individual and consolidated financial statements for the year ended December 31, 2022.

The areas that require a higher level of judgment and have greater complexity, as well as the areas in which assumptions and estimates are material for the interim accounting information, were presented in note 4 of the Company’s individual and consolidated financial statements for the year ended December 31, 2022.

The estimates and assumptions used in the preparation of the interim, individual and consolidated accounting information for the three-month period ended March 31, 2023, have not changed significantly related with the as of December 31, 2022.

The information regarding the general considerations and polices was presented in note 5.1 of the Company’s individual and consolidated financial statements for the year ended December 31, 2022, and there are no changes for the three-month period ended March 31, 2023.

The Company continues to monitor developments in the conflict between Russia and Ukraine to assess any possible future impacts that may arise because of the ongoing crisis, including the reduction in recoverable value of financial and non-financial assets, which the Company's Management assesses based on the best available information. At the date of this interim accounting information, the effects of the conflict on the equity and financial position and performance of operations were not material.

12


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

5.1Market risks and hedge accounting

In order to hedge the current balance sheet positions of the Company against market risks, the following financial derivatives (hedging the variability of payments of financing liabilities arising from exchange rate and interest rate risks) and operating derivatives (hedging the exchange rate risk of operating cash flows, such as import and export operations) are used and consist of the balances in the following table, as of March 31, 2023, and December 31, 2022:


                                           Description

Consolidated (Fair value, level 2)

March 31, 2023

December 31, 2022


Financial derivatives

(1,044,834)

(785,733)


Operating derivatives

(27,695)

(11,144)


Total

(1,072,529)

(796,877)

Below are the changes in net derivatives balances for the three-month period ended March 31, 2023, and for the year ended December 31, 2022:


 

Consolidated


Balance as of December 31, 2021

516,637


Losses from swap and forward derivative contracts in the result of the year

(992,813)


Payment of funds due to settlement of derivative transactions operational activity

594,225


Receipt due to settlements financing activity

(118,707)


Losses in cash flow hedge operations (other comprehensive income)

(790,479)


Other movements

(5,740)


Balance as of December 31, 2022

(796,877)


Losses from swap and forward derivative contracts in the result of the year

(365,861)


Payment of funds due to settlement of derivative transactions operational activity

90,185


Payment due to settlements financing activity

7,348


Losses in cash flow hedge operations (other comprehensive income)

(7,324)


Balance as of March 31, 2023

(1,072,529)

The Company designates certain financial and operating derivatives described above for hedge accounting in accordance with the Company's risk management policy. The fair value of derivatives designated for cash flow and fair value hedge accounting, as well as gains and losses for the three-month period ended March 31, 2023 are presented below. 


 

Consolidated


 

Subject to hedging

Notional currency

Fair value

Accumulated gains (losses)

Gains (losses) for the three-month period


Currency swap – US$/R$

Currency

BRL

(1,013,035)

(752,207)

13,079


Forward agreements (The Body Shop)

Currency

BRL

2,058

(2,704)

(2,704)


Forward agreements (Natura Industria)

Currency

BRL

(14,121)

(14,121)

(15,794)


Forward agreements and swap (Avon)

Currency

BRL

(1,658)

3,206

(1,905)


Total

 

 

(1,026,756)

(765,826)

(7,324)


13


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

The movement in hedge reserves recorded in other comprehensive income is shown below:


 

Consolidated


Cash flow hedge balance on December 31, 2021

         21,866


Change in fair value recognized in other comprehensive income

(790,479)


Tax effects on the fair value of the hedging instrument

    270,035


Cash flow hedge balance on December 31, 2022

 (498,578)


Change in fair value recognized in other comprehensive income

        (7,324)


Tax effects on the fair value of the hedging instrument

        1,341


Cash flow hedge balance on March 31, 2023

(504,561)

 

5.2Fair value estimate

The Company’s financial assets and liabilities substantially encompass assets and liabilities classified as level 2 in the fair value estimate hierarchy, the assessment of which is based on techniques that use, other than the prices quoted in level 1, other information adopted by the market in a direct (as prices) or indirect (resulting from prices) manner. To measure the fair value, the carrying amount represents an amount that is reasonably near to the fair value, as described below: 


(i) the balances of cash and cash equivalents, trade accounts receivables, accounts payable to suppliers and other current liabilities are equivalent to their carrying amounts, mainly due to the short-term maturities of these instruments; 

(ii) the balances of the short-term investments measured at amortized cost approximate their fair values as a result of the transactions to be conducted at floating interest rates; and b) measured at fair value through profit or loss based on the rates agreed with the financial institutions considering the agreed rates among the parties, including market information that allows for such calculation;

(iii) except for the real estate receivables certificates, which are measured at fair value due to the designation as fair value hedge accounting, the carrying amounts of borrowing, financing and debentures are measured at their amortized cost and disclosed at fair value, which does not differ materially from the carrying amounts as the agreed interest rates are consistent with current market rates; and

(iv) the fair value of exchange rate derivatives (swap and forwards) is determined based on the future exchange rates at the dates of the balance sheets, with the resulting amount being discounted at present value.

The fair value of the investment in the Dynamo Beauty Ventures Ltda. (“DBV”) Fund, classified at level 3 of the fair value hierarchy is calculated based on information on the net value of the investment in the Fund (NAV) calculated by the Fund’s manager based on valuation assumptions consistent with the accounting practices adopted in Brazil and IFRS, adjusted to reflect the fair value assumptions applicable to the nature of the Company’s investment. The Company’s valuation considers inputs not observable in the model, in order to reflect the contractual restrictions on this investment for early redemption of the security in the market. The significant unobservable inputs used in the fair value estimate reflect a discount due to the lack of liquidity of the security, which represent the values that the Company determined that market agents would take into account for these discounts when defining the investment price. 

14


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

There was no transfer between measurement levels in the fair value hierarchy during the three-month period ended March 31, 2023, for these assets and liabilities. Additionally, there were no material effects in the quarter on the fair value of financial assets and liabilities as a result of the increase in price volatility in markets affected by the conflict between Russia and Ukraine, counterparty risk in financial assets or inactivity of markets considered in the valuation.


 

Parent

Consolidated


 

March 31, 2023

December 31, 2022

March 31, 2023

December 31, 2022


Cash and banks

169

5,566

1,708,883

2,904,808


Certificate of bank deposits

-

-

46,804

46,864


Repurchase operations (a)

-

-

468,816

1,244,041


 

169

5,566

2,224,503

4,195,713


(a) Repurchase operations are short-term investments and with high liquidity. As of March 31, 2023, repurchase operations are remunerated at an average rate of 100.0 % of CDI (100.0% of the CDI as of December 31, 2022).

  



 

Parent

Consolidated


 

March 31, 2023

December 31, 2022

March 31, 2023

December 31, 2022


Exclusive Investment fund(a)

1,450

24,264

-

-


Mutual investment funds (b)

-

-

1,025,338

1,228,093


Treasury bills (c)

-

-

528,536

539,450


Government securities (LFT) (d)

-

-

32,154

31,415


Dynamo Beauty Ventures Ltd. Fund

-

-

34,320

35,235


Restricted cash

-

-

1,449

1,481


 

1,450

24,264

1,621,797

1,835,674


 

 

 

 

 


Current

1,450

24,264

1,587,477

1,800,439


Non-current

-

-

34,320

35,235


(a) The Company concentrate most of its investments in an Exclusive Investment Fund, which holds interest in shares of the Essential Investment Fund.


The values of the shares held by the Company are presented under the item “Exclusive Investment Fund” at the Parent Company. The financial statements of the Exclusive Investment Fund, in which the group has exclusive participation (100% of the shares), were consolidated, except for the quotas of the Instituto Natura, and the amounts of its portfolio were segregated by type of investment and classified as cash and short-term investments, based on the accounting practices adopted by the Company. For the purposes of consolidated presentation, the exclusive investment fund balance, as well as the positions of the other subsidiaries are presented according to the financial component.


The balance as of March 312023, related to the “Crer para Ver” line within the exclusive investment fund is R78,283 (R$91,340 as of December 31, 2022).

(b) Mutual investment funds refer to the investments of some subsidiaries of the Company’s located mainly in Argentina, Chile, Colombia, and Mexico.

(c) As of March 312023, investments in treasury bills are remunerated at an average rate of 110.43% of the CDI (109.69% as of December 31, 2022).

(d) As of March 312023, investments in Government securities (LFT) are remunerated at an average rate of 95.18% of the CDI (100.02% of the CDI as of December 31, 2022).
15


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

The breakdown of securities constituting the Essential Investment Fund portfolio, regarding which the Company holds 100% interest, on March 31, 2023 and December 31, 2022 is as follows: 


 

Consolidated


 

March 31, 2023

December 31, 2022


Certificate of bank deposits

1,627

2,012


Repurchase operations (cash and cash equivalents)

198,913

937,645


Treasury bills

528,536

539,451


Government securities (LFT)

32,472

46,070


 

761,548

1,525,178

These amounts are consolidated with the other investments of the same nature of the Company in the consolidated.



 

Consolidated


 

March 31, 2023

December 31, 2022


Trade accounts receivable

3,745,393

3,933,550


(-) Allowance for expected credit losses

(417,462)

(431,151)


 

3,327,931

3,502,399

Maximum exposure to credit risk on the date of the financial statements is the carrying amount of each maturity date range, net of the allowance for expected credit losses. The following table shows trade accounts receivable by exposure to the allowance for expected credit losses as of March 31, 2023 and December 31, 2022: 


 

Consolidated


 

March 31, 2023

December 31, 2022


 

Trade accounts receivable

Allowance for expected credit losses

Trade accounts receivable

Allowance for expected credit losses


Current

2,727,583

(102,994)

2,814,843

(94,148)


Past due:

 

 

 

 


  Up to 31 days

481,795

(48,166)

621,711

(59,764)


  31 to 60 days

132,077

(49,101)

142,507

(53,609)


  61 to 90 days

106,736

(50,847)

106,124

(48,851)


  91 to 180 days

297,202

(166,354)

248,365

(174,779)


 

3,745,393

(417,462)

3,933,550

(431,151)


16


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

The changes in the allowance for expected credit losses for the three-month period ended March 31, 2023 and 2022 are as follows:


 

Consolidated


Balance as of December 31, 2021

(453,981)


Additions, net of reversals

(163,752)


Write-offs (a)

166,017


Translation adjustment

39,681


Balance as of March 31, 2022

(412,035)


 

 


Balance as of December 31, 2022

(431,151)


Transfer to non-current assets held for sale

1,527


Additions, net of reversals

(215,640)


Write-offs (a)

173,455


Translation adjustment

54,347


Balance as of March 31, 2023

(417,462)



a) Refers to accounts overdue for more than 180 days, which are written off when the Company has no expectation of recovering the trade accounts receivable and sale of customer portfolios


 

Consolidated


 

March 31, 2023

December 31, 2022


Finished products

3,492,182

3,634,068


Raw materials and packaging

1,277,084

1,159,507


Auxiliary materials

83,494

146,409


Products in progress

67,242

68,849


(-) Allowance for inventory losses

(537,638)

(491,959)


 

4,382,364

4,516,874

The changes in the allowance for inventory losses for the three-month period ended March 31, 2023 and 2022 are as follows:


 

Consolidated


Balance as of December 31, 2021

(615,945)


Additions, net of reversals (a)

(76,533)


Write-offs (b)

58,330


Translation adjustment

71,743


Balance as of March 31, 2022

(562,405)


 

 


Balance as of December 31, 2022

(491,959)


Transfer to non-current assets held for sale

4,890


Additions, net of reversals (a)

(150,594)


Write-offs (b)

95,228


Translation adjustment

4,797


Balance as of March 31, 2023

(537,638)



a) This refers to the recognition of net allowance for losses due to discontinuation, expiration and quality, to cover expected losses on the realization of inventories, pursuant to the policy of the Company.

b) This consists of write-offs of products for which there is already an allowance for losses, where the Company has no expectation of sales/realization. 
17


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)



 

Consolidated


 

March 31, 2023

December 31, 2022


ICMS on purchase of goods (a)

697,143

704,018


Taxes on purchase of goods – foreign subsidiaries

303,987

245,955


ICMS on purchases of property, plant and equipment and purchase of goods

14,158

14,365


PIS and COFINS on purchase of property, plant and equipment and purchase of goods (b)

934,035

950,307


Withholding PIS, COFINS and CSLL

1,671

1,671


Tax on Manufactured Goods - IPI (c)

163,678

152,686


Other

235,995

199,276


 

2,350,667

2,268,278


 

 

 


Current

1,139,083

911,410


Non-current

1,211,584

1,356,868


a) Tax credits related to the tax on the circulation of goods, interstate and inter-municipal transport and communication services (ICMS) were generated mainly by purchases, whose tax rate is higher than the average of sales. The Company expects to realize these credits during the ordinary course of business through offsetting with sales operations in the domestic market. 

b) The accumulated tax credits of PIS and COFINS basically arise from credits on purchases of raw materials used in the production and from purchase of property, plant and equipment, as well as credits arising out of the exclusion of ICMS from the calculation basis of the PIS/COFINS. The realization of these credits normally occurs through offsetting with sales operations in the domestic market.

c) The balance will be used to offset IPI (Taxes over industrialized products) payable in future operations of the Company.

The effective rate calculated by the Company for the three-month period ended March 31, 2023 was 18.44% negative. This percentage is based on a loss before tax of R$ 448,893 and an income tax expense of R$ 82,777. The main components that cause the effective rate to deviate from the nominal income tax rate of 34% are the different incomes by country, tax losses from certain jurisdictions that cannot benefit from the deferred income tax asset and differences in nominal income tax rates of subsidiaries abroad, in addition to important permanent tax benefits, such as investment subsidies and other incentives. 

The effective rate calculated by the Company for the three-month period ended March 31, 2022 was 12.49% negative. This percentage is based on a loss before tax of R$ 560,034 and an income tax credit of R$ 69,971. The main component that causes the effective rate to deviate from the nominal income tax rate of 34% these are the different income per country, the tax losses of certain jurisdictions that cannot be benefited by the active deferred income tax, permanent effects related to withholding income tax arising from transactions between companies of the group offset by favorable net permanent items, including investment subsidies and other incentives.

18


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NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

Changes in deferred income tax and social contribution asset and liability for the three-month period ended March 31, 2023 and 2022, are as follows: 


 

Parent

Consolidated


 

Assets

Assets

Liabilities


Balance as of December 31, 2021

-

2,954,074

(994,041)


Effect on income statement

-

253,225

2,847


Transfer between deferred income tax and social contribution liabilities and assets

-

(21,164)

21,164


Reserve for grant of options and restricted shares

-

1,841

-


Other comprehensive income impact

-

151,422

-


Translation adjustment

-

(301,669)

166,081


Balance as of December 31, 2022

-

3,037,729

(803,949)


 

 

 

 


Balance as of December 31, 2022

150,167

3,519,515

(934,414)


Effect on income statement

(1,204)

122,160

32,967


Transfer between deferred income tax and social contribution liabilities and assets

-

7,612

(7,612)


Transfer to assets held for sale

-

(155,309)

24,933


Reserve for grant of options and restricted shares

-

(10,730)

767


Other comprehensive income impact

-

1,341

-


Translation adjustment

-

(21,841)

4,205


Balance as of March 31, 2023

148,963

3,462,748

(879,154)

 

Management monitors the performance of all its entities and assesses whether the deferred income tax asset can be realized from four sources of use: potential for offsetting tax losses, reversal of taxable temporary differences, tax planning opportunities (which may include corporate changes) and projection of future taxable income. The Company has no record of deferred income tax assets that cannot be supported by one or more of these sources of realization. 

 

Judicial deposits represent restricted assets of the Company and are related to the amounts deposited and held in court until the resolution of the disputes to which they are related. The judicial deposits held by the Company as of March 31, 2023 and December 31, 2022 are as follows:

 


 

Consolidated


 

March 31, 2023

December 31, 2022


Unaccrued tax proceedings(a)

270,283

274,273


Accrued tax proceedings (b)

112,347

150,929


Unaccrued civil proceedings

5,376

5,783


Accrued civil proceedings

1,255

1,470


Unaccrued labor proceedings

9,232

11,014


Accrued labor proceedings

13,333

14,081


Total judicial deposits

411,826

457,550



a) The tax proceedings related to these judicial deposits refer, substantially, to ICMS-ST.

b) The tax proceedings related to these judicial deposits refer, substantially, to the sum of the amounts highlighted in Note 22, and the amounts provisioned according to Note 21.
19


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

Changes in judicial deposits balances for the three-month period ended March 31, 2023 and 2022 are as follows: 


 

Consolidated


Balance as of December 31, 2021

585,284


New deposits

4,559


Redemptions

(459)


Inflation adjustment and interests

8,221


Payments / write-offs for expenses

(2,372)


Translation adjustment

(100)


Balance as of March 31, 2022

595,134


 

 


Balance as of December 31, 2022

457,550


New deposits

7,011


Redemptions

(14,022)


Inflation adjustment and interests

8,053


Payments / write-offs for expenses

(46,685)


Translation adjustment

(81)


Balance as of March 31, 2023

411,826

In addition to judicial deposits, the Company has contracted insurance policies and guarantee letters for certain lawsuits.

The changes in the balance for the three-month period ended March 31, 2023 and 2022 are as follows:


 

Consolidated


Balance as of December 31, 2021

52,921


Transfer from property, plant and equipment (a)

(53,691)


Translation adjustment

770


Balance as of March 31, 2022

-


 

 


Balance as of December 31, 2022

51


Transfers of assets held for sale (b)

2,582,455


Balance as of March 31, 2023

2,582,506



a) In March 2022, in view of circumstances and with the end of the contractual term, the buyer chose not to renew the term for completion of the transaction, and the respective balances were reclassified to property, plant and equipment. In the reclassification, the Company measured the non-current asset that is no longer classified as held for sale at the lower of it carrying amount before the asset was classified as non-current asset held for sale, adjusted for the depreciation that would have been recognized had the asset not been classified as held for sale and its recoverable amount at the date of the subsequent decision not to sell it.


As a result of the reclassification, the total amount transferred to property, plant and equipment, before the recognition of the additional depreciation referred to in the previous paragraph, is R$54,791. The additional depreciation recognized in the income statement on transfer was R$6,001.

b) On March 31, 2023, the sale of the subsidiary Aesop was determined as highly probable, since the Company had received a binding agreement from L'Oreal, which was approved and signed on April 3, 2023. Further details are included on note nº 36.


20


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Parent

Consolidated


 

March 31, 2023

December 31, 2022

March 31, 2023

December 31, 2022


Marketing and advertising advances

-

-

73,902

43,509


Supplier advances

1,461

1,357

265,579

290,205


Employee advances

9

-

23,110

20,267


Rent advances and guarantee deposit (a)

-

-

94,946

160,437


Advance insurance expenses

7,637

11,456

120,548

124,293


Overfunded pension plan (b)

-

-

694,722

694,527


Customs broker advances - Import taxes

-

-

34,058

38,398


Sublease receivables (c)

-

-

239,886

262,108


Carbon credits

-

-

20,881

14,297


Receivables from service providers (d)

-

-

110,360

110,214


Other

                   51

749

        242,782

257,566


 

9,158

13,562

1,920,774

2,015,821


 

 

 

 

 


Current

9,158

13,562

722,175

763,384


Non-current

-  

-

1,198,599

1,252,437


a) Mainly related to: (i) advances for lease agreements that were not included in the initial measurement of lease liabilities / right-of-use of the subsidiary The Body Shop, in accordance with the exemptions of IFRS 16 / CPC 06(R2); and (ii) security deposits for the rental of certain stores of the subsidiaries The Body Shop and Aesop, which will be returned by the landlord at the end of the lease agreements. The balances on March 31, 2023 do not include the deposits of the indirect subsidiary Aesop that were classified as assets held for sale according to note 36.

b) Pension plan arising from the acquisition of Avon.

c) Refers to the sublease receivable from the New York office owned by the subsidiary Avon.

d) Refers to receivables mainly arising from damage that occurred with carriers and insurance companies. 
21


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Parent


 

March 31, 2023

December 31, 2022


Investments in subsidiaries, net of losses

21,885,191

22,215,420

Information and changes in the balances for the three-month period ended March 31, 2023 and 2022 are as follows: 


 

March 31, 2023


 

Natura Cosméticos S.A. (a)

Avon Products, Inc.

Natura &Co International S.à r.l.

Total


Percentage of interest

100.00%

100.00%

100.00%

 


Shareholders’ equity of the subsidiaries (unsecured liabilities)

6,076,517

(6,654,184)

5,803,478

5,225,811


Shareholders’ equity interest (unsecured liabilities)

6,076,517

(6,654,184)

5,803,478

5,225,811


Fair value adjustment of acquired assets and liabilities

-

3,963,779

-

3,963,779


Tax benefit from income tax of subsidiaries (b)

-

373,811

-

373,811


Goodwill

-

12,321,790

-

12,321,790


Total

6,076,517

10,005,196

5,803,478

21,885,191


Net income (loss) for the period of subsidiaries

(12,158)

(661,204)

18,706

(654,656)


 

 

 

 

 


Balances as of December 31, 2022

5,992,009

10,500,599

5,722,812

22,215,420


Share of profit (loss) of equity investees

(12,158)

(661,204)

18,706

(654,656)


Translation adjustment

89,983

148,428

(88,042)

150,369


Capital increase / Investment by the Parent Company - Reserve

-

-

150,000

150,000


Effect of hyperinflationary economy adjustment

144,615

(750)

-

143,865


Contribution by the controlling company for purchase option plans granted to executive officers of the subsidiaries and other reserves net of tax effects

15,458

21,283

-

36,741


Hedge accounting net of tax effects

(2,818)

(3,165)

-

(5,983)


Distribution of dividends

(150,000)

-

-

(150,000)


Other impacts

(572)

5

2

(565)


Balance as of March 31, 2023

6,076,517

10,005,196

5,803,478

21,885,191





a) The investment balance in the direct subsidiary Natura Cosméticos S.A. includes goodwill arising from the acquisitions of the indirect subsidiaries The Body Shop R$ 1,723,693 (R$ 1,627,317 as of March 31, 2022) and Aesop (R$ 125,753 as of March 31, 2022), according to note 17.

b) Refers to a tax benefit provided for in the United Kingdom where entities with taxable income can use credits from companies with tax losses as long as they are part of the same economic group and are in the same jurisdiction. This credit originated in the business combination of Avon and is expected to be realized from the operations in the United Kingdom. 
22


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)



 

March 31, 2022


 

Natura Cosméticos S.A.(a)

Avon Products, Inc.

Natura &Co International S.à r.l.

Total


Percentage of interest

100.00%

100.00%

100.00%

 


Shareholders’ equity of the subsidiaries (unsecured liabilities)

5,765,477

(4,212,189)

5,437,266

6,990,554


Shareholders’ equity interest (unsecured liabilities)

5,765,477

(4,212,189)

5,437,266

6,990,554


Fair value adjustment of acquired assets and liabilities

-

4,131,821

-

4,131,821


Tax benefit from income tax of subsidiaries (b)

-

376,519

-

376,519


Goodwill

-

12,240,353

-

12,240,353


Total

5,765,477

12,536,504

5,437,266

23,739,247


Net income (loss) for the period of subsidiaries

(64,017)

(541,828)

39,737

(566,108)


 

 

 

 

 


Balances as of December 31, 2021

7,816,896

14,034,994

6,429,288

28,281,178


Share of profit (loss) of equity investees

(64,017)

(541,828)

39,737

(566,108)


Translation adjustment

(1,668,375)

(942,108)

(1,031,759)

(3,642,242)


Effect of hyperinflationary economy adjustment

(39,995)

(25,927)

-

(65,922)


Contribution by the controlling company for purchase option plans granted to executive officers of the subsidiaries and other reserves net of tax effects

15,876

11,373

-

27,249


Hedge accounting net of tax effects

(294,878)

-

-

(294,878)


Other impacts

(30)

-

-

(30)


Balance as of March 31, 2022

5,765,477

12,536,504

5,437,266

23,739,247

 

23


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

Consolidated

 

Useful life range (in years)

December 31, 2022

Additions

Write-offs

Transfers

Transfer to asset held for sale

Translation adjustment

March 31, 2023

Cost:

 

 

 

 

 

 

 

 

Vehicles

2 to 5

74,362

4,451

   (1,085)

(8,385)

69,343

Tooling

3

204,177

-

  - 

  - 

20

204,197

Tools and accessories

3 to 20

175,452

3,114

209

  - 

94

178,869

Facilities

3 to 60

307,448

1,210

(138)

569

  - 

(1,002)

308,087

Machinery and accessories

3 to 15

2,272,136

11,997

(3,449)

33,802

(15,540)

(2,233)

2,296,713

Leasehold improvements

2 to 20

1,128,086

5,145

(13,702)

5,798

(580,932)

(6,865)

537,530

Buildings

14 to 60

1,916,939

3,313

(112)

(2,561)

  - 

(11,647)

1,905,932

Furniture and fixtures

2 to 25

674,062

4,955

(16,045)

3,690

(92,984)

(5,726)

567,952

Land

-

645,657

-

 - 

  - 

  - 

3,431

649,088

IT equipment

3 to 15

627,770

2,703

(5,526)

6,214

(51,233)

(8,332)

571,596

Other assets

-

26,230

-

 - 

  - 

  - 

146

26,376

Projects in progress

-

580,627

91,160

(23,715)

(46,529)

(38,819)

(9,916)

552,808

Total cost

 

8,632,946

128,048

(63,772)

1,192

(779,508)

(50,415)

7,868,491

 

 

 

 

 

 

 

 

 

Depreciation value:

 

 

 

 

 

 

 

 

Vehicles

 

(38,070)

(4,894)

872

  - 

  - 

3,187

(38,905)

Tooling

 

(179,485)

(2,208)

  - 

  - 

  - 

(17)

(181,710)

Tools and accessories

 

(135,440)

(5,484)

  - 

  - 

  - 

(597)

(141,521)

Facilities

 

(201,307)

(4,139)

204

(22)

  - 

(3,320)

(208,584)

Machinery and accessories

 

(1,118,339)

(47,739)

4,034

(30)

7,766

(15,556)

(1,169,864)

Leasehold improvements

 

(626,431)

(2,024)

11,264

(251)

355,858

(7,510)

(269,094)

Buildings

 

(455,402)

(44,125)

404

  - 

  - 

6,425

(492,698)

Furniture and fixtures

 

(408,832)

(20,768)

14,908

(148)

62,215

5,344

(347,281)

IT equipment

 

(475,668)

(18,271)

5,112

(1,206)

30,294

6,029

(453,710)

Other assets

 

(27,822)

(149)

  - 

  - 

  - 

790

(27,181)

Total depreciation

 

(3,666,796)

(149,801)

36,798

(1,657)

456,133

(5,225)

(3,330,548)

Net total

 

4,966,150

(21,753)

(26,974)

(465)

(323,375)

(55,640)

4,537,943


24


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Consolidated

 

Useful life range (in years)

December 31, 2021

Additions

Write-offs

Transfers

Translation adjustment

March 31, 2022

Cost:

 

 

 

 

 

 

 

Vehicles

2 to 5

38,902

  - 

(3,361)

  - 

(13,476)

22,065

Tooling

3

191,840

  - 

42

(160)

191,722

Tools and accessories

3 to 20

110,998

1,049

694

(44,028)

68,713

Facilities

3 to 60

303,452

  - 

(311)

1,577

(11,447)

293,271

Machinery and accessories

3 to 15

1,959,943

5,197

(9,841)

43,921

(343,024)

1,656,196

Leasehold improvements

2 to 20

1,128,504

5,416

(10,689)

6,047

(145,948)

983,330

Buildings

14 to 60

1,982,245

965

(67)

47,401

(319,804)

1,710,740

Furniture and fixtures

2 to 25

660,126

14,319

(11,300)

8,599

(92,961)

578,783

Land

-

628,373

  - 

20,124

(65,398)

583,099

IT equipment

3 to 15

634,580

8,139

(25,825)

16,012

(117,585)

515,321

Other assets

-

31,636

  - 

(43)

  - 

(1,742)

29,851

Projects in progress

-

561,488

91,477

(651)

(81,045)

(81,375)

489,894

Total cost

 

8,232,087

126,562

(62,088)

63,372

(1,236,948)

7,122,985

 

 

 

 

 

 

 

 

Depreciation value:

 

 

 

 

 

 

 

Vehicles

 

(9,457)

(2,816)

3,269

(17)

10,255

1,234

Tooling

 

(174,164)

(1,850)

  - 

  - 

119

(175,895)

Tools and accessories

 

(65,740)

(6,764)

  - 

  - 

39,836

(32,668)

Facilities

 

(183,420)

(3,970)

282

  - 

4,844

(182,264)

Machinery and accessories

 

(728,408)

(43,950)

9,334

(1,177)

227,855

(536,346)

Leasehold improvements

 

(602,622)

(34,313)

9,564

(118)

91,561

(535,928)

Buildings

 

(298,327)

(25,674)

67

(10,902)

144,398

(190,438)

Furniture and fixtures

 

(369,610)

(22,816)

9,509

993

58,776

(323,148)

IT equipment

 

(392,095)

(24,029)

25,824

124

88,738

(301,438)

Other assets

 

(30,836)

(556)

42

  - 

2,047

(29,303)

Total depreciation


(2,854,679)

(166,738)

57,891

   (11,097)

668,429

(2,306,194)

Net total

 

5,377,408

(40,176)

(4,197)

     52,275

(568,519)

4,816,791


25


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

Consolidated

 

Useful life range (in years)

December 31, 2022

Additions

Write-offs

Transfers

Transfer to asset held for sale

Translation adjustment

March 31, 2023

Cost:

 

 

 

 

 

 

 

 

Software

2,5 to 10

2,949,813

43,453

(1,508)

6,691

(96,956)

(37,649)

2,863,844

Trademarks and patents (defined useful life)

20 to 25

813,204

420

-

-

(139,869)

(17,952)

655,803

Trademarks and patents indefinite useful life)

-

4,818,030

-

-

-

-

156,846

4,974,876

Goodwill Avon

-

12,307,865

-

-

-

-

13,925

12,321,790

Goodwill Emeis Brazil Pty Ltd.

-

124,315

-

-

-

(124,315)

-

-

Goodwill The Body Shop

-

1,645,527

-

-

-

-

78,166

1,723,693

Goodwill acquisition of The Body Shop stores

-

1,456

-

-

-

-

7

1,463

Relationship with retail clients

10

2,583

57

-

-

(2,255)

(58)

327

Key money (indefinite useful life)

-

22,313

390

-

-

-

(76)

22,627

Key money (defined useful life)

3 to 18

7,828

-

(1,575)

-

-

(56)

6,197

Relationship with franchisees and sub franchisees and sales representatives

7 to 15

2,676,563

-

(5,731)

-

-

(25,784)

2,645,048

Technology developed (by acquired subsidiary)

5

1,457,039

-

-

-

-

(38,341)

1,418,698

Other intangible assets and intangible under development

2 to 10

133,403

22,699

(401)

(5,102)

-

9,499

160,098

Total cost

 

26,959,939

67,019

(9,215)

1,589

(363,395)

138,527

26,794,464

 

 

 

 

 

 

 

 

 

Accumulated amortization:

 

 

 

 

 

-

 

 

Software

 

(1,720,169)

(112,140)

1,061

(1,124)

75,819

38,077

(1,718,476)

Trademarks and patents

 

(169,620)

(8,715)

-

-

55,095

5,470

(117,770)

Relationship with retail clients

 

(10,103)

-

1,194

-

-

(1,284)

(10,193)

Key money

 

(2,968)

(57)

-

-

2,255

58

(712)

Relationship with franchisees and sub franchisees

 

(918,994)

(87,759)

-

-

-

28,350

(978,403)

Technology developed

 

(874,225)

(72,530)

-

-

-

24,599

(922,156)

Other intangible assets

 

(2,890)

(1,297)

-

-

-

(55)

(4,242)

Total accrued amortization

 

(3,698,969)

(282,498)

2,255

(1,124)

133,169

95,215

(3,751,952)

Net total

 

23,260,970

(215,479)

(6,960)

465

(230,226)

233,742

23,042,512


26


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)



Consolidated

 

Useful life range (in years)

December 31, 2021

Additions

Write-offs

Transfers

Translation adjustment

March 31, 2022

Cost:

 

 

 

 

 

 

 

Software

2,5 to 10

2,492,616

14,411

(11,549)

44,327

(367,989)

2,171,816

Trademarks and patents (defined useful life)

20 to 25

889,834

-

-

-

(142,149)

747,685

Trademarks and patents (indefinite useful life)

-

5,888,623

-

-

-

(1,136,240)

4,752,383

Goodwill Avon

-

13,381,191

-

-

-

(1,139,591)

12,241,600

Goodwill Emeis Brazil Pty Ltd.

-

143,180

-

-

-

(17,427)

125,753

Goodwill The Body Shop

-

2,063,672

-

-

-

(436,355)

1,627,317

Goodwill acquisition of The Body Shop stores

-

1,456

-

-

-

-

1,456

Relationship with retail clients

10

2,880

-

-

-

(343)

2,537

Key money (indefinite useful life)

-

24,985

-

-

-

(3,071)

21,914

Key money (defined useful life)

3 to 18

14,363

-

(3,349)

-

(2,203)

8,811

Relationship with franchisees and sub franchisees and sales  representatives

7 to 15

2,990,558

-

-

-

(389,565)

2,600,993

Technology developed (by acquired subsidiary)

5

1,580,808

-

-

-

(266,320)

1,314,488

Other intangible assets and intangible under development

2 to 10

277,776

38,059

(1)

(43,180)

(39,485)

233,169

Total cost

 

29,751,942

52,470

(14,899)

1,147

(3,940,738)

25,849,922

 

 

 

 

 

 

 

 

Accumulated amortization:

 

 

 

 

 

 

 

Software 

 

(1,369,767)

(93,681)

11,439

316

320,836

(1,130,857)

Trademarks and patents

 

(143,186)

(9,901)

-

-

26,637

(126,450)

Key money

 

(16,517)

-

3,233

-

2,374

(10,910)

Relationship with retail clients

 

(3,218)

(45)

-

-

626

(2,637)

Relationship with franchisees and sub franchisees

 

(729,049)

(57,838)

-

-

89,315

(697,572)

Technology developed

 

(632,326)

(73,523)

-

-

114,327

(591,522)

Other intangible assets

 

(296)

(389)

-

(47)

(388)

(1,120)

Total accrued amortization

 

(2,894,359)

(235,377)

14,672

269

553,727

(2,561,068)

Net total

 

26,857,583

(182,907)

(227)

1,416

(3,387,011)

23,288,854

 

27


 

Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

a)  Right-of-use

 

Consolidated

 

Useful life in Years (a)

December 31, 2022

Additions

Write-offs

Transfer to asset held for sale

Translation adjustment

March 31, 2023

Cost:

 

 

 

 

 

 

 

Vehicles

3

164,661

7,114

(314)

-

10,708

182,169

Machinery and equipment

3 to 10

31,216

3,715

(49)

-

(262)

34,620

Buildings

3 to 10

1,570,088

60,927

(1,084)

-

62,424

1,692,355

IT equipment

10

29,052

675

(33)

-

(1,680)

28,014

Retail stores

3 to 10

3,361,432

62,228

(122,238)

(1,388,973)

441

1,912,890

Software

3 to 4 

13,527

-

-

-

(54)

13,473

Tools and accessories

3

498

-

-

-

1

499

Total cost

 

5,170,474

134,659

(123,718)

(1,388,973)

71,578

3,864,020

 

 

 

 

 

 

 

 

Depreciation value:

 

 

 

 

 

 

 

Vehicles

 

(105,457)

(10,638)

37

-

1,459

(114,599)

Machinery and equipment

 

(13,787)

(2,203)

4

-

901

(15,085)

Buildings

 

(556,655)

(58,716)

90

-

(67,685)

(682,966)

IT equipment

 

(23,957)

(1,521)

33

-

2,466

(22,979)

Retail stores

 

(1,525,308)

(97,093)

108,508

563,908

20,273

(929,712)

Software

 

(3,121)

(987)

-

-

14

(4,094)

Tools and accessories

 

(302)

(40)

1

-

6

(335)

Total accrued depreciation

 

(2,228,587)

(171,198)

108,673

563,908

(42,566)

(1,769,770)

Net total

 

2,941,887

(36,539)

(15,045)

(825,065)

29,012

2,094,250

 

28


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 

 

Consolidated

 

Useful life in Years (a)

December 31, 2021

Additions

Write-offs

Translation adjustment

March 31, 2022

Cost:

 

 

 

 

 

 

Vehicles

3

168,062

7,229

(11,317)

(17,415)

146,559

Machinery and equipment

3 to 10

33,629

4,280

(224)

(6,581)

31,104

Buildings

3 to 10

1,543,018

138,016

(47,453)

(136,502)

1,497,079

IT equipment

10

31,803

105

(86)

(3,219)

28,603

Retail stores

3 to 10

3,417,595

122,149

(91,661)

(494,748)

2,953,335

Tools and accessories

3

1,053

-

(415)

(135)

503

Total cost

 

5,195,160

271,779

(151,156)

(658,600)

4,657,183

 

 

 

 

 

 

 

Depreciation value:

 

 

 

 

 

 

Vehicles

 

(91,509)

(9,036)

10,481

8,590

(81,474)

Machinery and equipment

 

(17,133)

(2,627)

224

3,573

(15,963)

Buildings

 

(507,045)

(68,797)

40,929

61,515

(473,398)

IT equipment

 

(24,410)

(1,850)

85

2,166

(24,009)

Retail stores

 

(1,458,512)

(164,748)

91,647

246,757

(1,284,856)

Tools and accessories

 

(582)

(94)

415

64

(197)

Total accrued depreciation

 

(2,099,191)

(247,152)

143,781

322.665

(1,879,897)

Net total

 

3,095,969

24,627

(7,375)

(335,935)

2,777,286

 


a) The useful lives applied refer to the term of the contracts in which the Company is sure that it will use the assets underlying the lease contracts according to the contractual terms.

b) Refers to key money related to store rentals. This amount is transferred from “right of use” to "intangible assets” when a new commercial agreement with the lessor is not yet signed.
29


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 


 

Consolidated


 

March 31, 2023

March 31, 2022


Amounts recognized in the statement of income for the three-month period ended March 31, 2023 and 2022:

 

 


Financial expense on lease

46,714

40,865


Amortization of right of use

171,198

199,012


Appropriation in the result of variable lease installments not included in the measurement of lease liabilities

19,158

16,503


Sublease revenue

(20,942)

(20,356)


Short-term lease expenses and low-value assets

11,334

19,381


Benefits granted by lessor related to Covid-19

(488)

(4,427)


Other lease-related expenses

1,483

1,669


Total

228,457

252,647


 

 

 


Amounts recognized in the financing activities in the cash flow statement:

 

 


Lease payments (principal)

154,537

219,313


Amounts recognized in the operating activities in the cash flow statement:


Lease payments (interest)

58,452

51,464


Variable lease payments, not included in the measurement of lease liabilities

4,905

4,250


Short-term and low-value assets lease payments

9,571

15,828


Other lease-related payments

10,003

9,589


Total

237,468

300,444

b)  Lease liability


 

Consolidated


 

March 31, 2023

December 31, 2022


  Current 

 634,996

878,448


  Non-current

1,644,701

2,392,289


Total

2,279,697

3,270,737

Below are the changes in lease liability balances for the three-month period ended March 31, 2023 and 2022: 


 

Consolidated


Balance as of December 31, 2021

3,547,862


  New contracts and modifications

258,088


  Payments (principal)

(272,784)


  Payments (interest)

(51,464)


  Appropriation of financial charges

47,779


  Write-offs (a)

(1,322)


Translation adjustment

(466,487)


Balance as of March 31, 2022

3,061,672


 

 


Balance as of December 31, 2022

3,270,737


Transfer to non-current asset held for sale

(891,098)


  New agreements and modifications

105,830


  Payments (principal)

(154,537)


  Payments (interest)

(58,452)


  Appropriation of financial charges

46,714


  Write-offs (a)

(215)


  Translation adjustment

(39,282)


Balance as of March 31, 2023

2,279,697


a) Mainly related to termination of agreements related to lease of stores.
30


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

The amount of lease liability payments, including interest payments due to maturity, is as follows:  


 

Consolidated


 

March 31, 2023

December 31, 2022


Less than a year

809,170

1,070,253


One to five years

1,425,938

2,019,723


More than five years

525,975

856,402


Total expected cash flow

2,761,083

3,946,378


Interest to be incurred

(481,386)

( 675,641)


Total balance

2,279,697

3,270,737



Ref.

Consolidated


 

March 31, 2023

December 31, 2022


Local currency:

 

 

 


Financing Agency for Studies and Projects FINEP

 

9,705

16,979


Debentures

A

1,895,679

1,913,204


Commercial Notes

B

501,417

519,044


Working capital – Avon

 

26,185

113,664


Working Capital - Natura &Co Luxembourg operation

C

1,269,136

1,304,425


Notes – Avon (1)

D

1,338,425

1,421,272


Notes – Luxembourg

E

3,123,537

3,130,732


Total in local currency

 

8,164,084

8,419,320


 

 

 

 


Foreign currency:

 

 

 


Representative debt securities (“Notes”)

F

5,090,866

5,172,966


Total in foreign currency

 

5,090,866

5,172,966


Grand total

 

13,254,950

13,592,286


 

 

 

 


Current

 

289,223

331,151


Non-current

 

12,965,727

13,261,135


 

 

 

 


Debentures

 

 

 


  Current

 

48,874

77,601


  Non-current

 

1,846,805

1,835,603




(1) Balances recognized at fair value in the business combination with subsidiary Avon and subsequently measured at amortized cost.
31


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

  


Reference

Currency

Maturity

Charges

Effective interest rate

Guarantees


A

Brazillian Real

July 2027 to September 2032

CDI + 1.65%; CDI + 0.8%; IPCA + 6.8% e IPCA + 6.9% with bi-annual payments

CDI+1.65%, CDI+0.8%, CDI+1.34% e CDI+1.60%

Guarantee of Natura &Co Holding S.A.


B

Brazilian Real

September 2025

CDI interest + 1.55% with bi-annual payments.

CDI+1.55%

Guarantee of Natura &Co Holding S.A.


C

US Dollar

November 2025

SOFR + 2.47% p.a. with bi-annual payments

SOFR + 2.47%% p.a.

Guarantee of Natura &Co Holding S.A. and Natura Cosméticos


D

US Dollar

March 2023 and March 2043

Interest of 6.45% p.a. and 8.45% p.a. with bi-annual payments

Interest of 6.45% p.a. and  8.45% p.a.

None


E

US Dollar

April 2029

Interest of 6.00% p.a. with bi-annual payments

6.125% p.a.

Guarantee of Natura &Co Holding and Natura Cosméticos


F

US Dollar

May 2028

Interest of 4.125% (with real cost

equivalent to the CDI + 3.33% p.a.

Considering the derivate

contracted to hedge the variation

of the associated cash flows) with

bi-annual payments

CDI + 3.33%

Guarantee of Natura &Co Holding

Changes in the balances of borrowing, financing and debentures for the three-month period ended March 31, 2023 and 2022 are as follows:  


 

Consolidated


Balance as of December 31, 2021

12,716,832


New borrowing and financing

1,181,421


Repayment

(238,574)


Appropriation of financial charges and funding costs 

144,408


Financial charges payment

(211,706)


Exchange rate variation

(871,906)


Translation adjustment

(853,499)


Balance as of March 31, 2022

11,866,976


 

 


Balance as of December 31, 2022

13,592,286


New borrowing and financing

5,908


Repayment

(86,250)


Appropriation of financial charges and funding costs

246,554


Financial charges payment

(200,405)


Exchange rate variation

(137,300)


Translation adjustment

(165,843)


Balance as of March 31, 2023

13,254,950


32


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

The maturities of non-current portion of borrowing, financing and debentures liabilities are as follows:


 

Consolidated


 

March 31, 2023

December 31, 2022


2025

2,821,228

-


2026

2,999,404

1,763,902


2027 onwards

7,145,095

     11,497,233


Total

12,965,727

13,261,135

   19.1      Covenants

As of March 31, 2023 and December 31, 2022, the Company and its subsidiaries no longer has the obligation to calculate and disclose restrictive clauses (covenants), which establish the maintenance of minimum financial indicators resulting from the quotient of dividing the net debt of treasury by the EBITDA of the last 12 months, based on the maturity and early settlement of the 9th and 10th series of debentures in December 2022. 

The Company also has covenants related to non-financial indicators according to each contract. The Company is in compliance with such covenants as of March 31, 2023 and December 31, 2022.


 

Parent

Consolidated


 

March 31, 2023

December 31, 2022

March 31, 2023

December 31, 2022


Domestic trade accounts payable

2,716

            3,402

   4,252,284

   4,644,534


Foreign trade accounts payable (a)

154

3,049

       787,467

       877,496


Subtotal

2,870

6,451

    5,039,751

   5,522,030


Reverse factoring operations (b)

       -

-

       552,533

       853,900


Total

    2,870

 6,451

   5,592,284

   6,375,930


a) Refers to imports mainly denominated in US dollars, Euros and British pounds

b) The Company has contracts signed with first class financial institutions, mainly Banco Itaú Unibanco S.A. to directly structure a reverse factoring operation with the Company’s main suppliers. Footnote 3.15 in the annual financial statements provide more details on those transactions.


33


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Parent

Consolidated


 

March 31, 2023

December 31, 2022

March 31, 2023

December 31, 2022


ICMS (ordinary)

-

-

157,280

180,708


ICMS-ST provision (a)

-

-

61,686

60,945


Taxes on invoicing abroad

-

-

326,894

346,407


Withholding tax (IRRF)

-

-

108,651

138,293


Other taxes payable - foreign subsidiaries

-

-

127,347

147,056


Income tax

12,268

12,051

27,472

18,170


PIS and COFINS payable

13

140

13

140


INSS and service tax (ISS) payable

-

-

25,852

31,895


Other

-

-

16,728

21,869


Total

12,281

12,191

851,923

945,483


 

 

 

 

 


Current

12,281

           12,191

730,592

828,125


Non-current

-

-

121,331

117,358


a) The Company has discussions about the illegality of changes in state laws to charge ICMS-ST. Part of the amount recorded as tax payable but not yet paid is being discussed in court by the Company, and in some cases, the amounts are deposited in court, as mentioned in Note 12



22.1 Contingencies assessed as probable risk of loss

 

Consolidated

 

Tax

Civil

Labor

Contingent liabilities (business combination)

Total

 

March 31, 2023

March 31, 2022

March 31, 2023

March 31, 2022

March 31, 2023

March 31, 2022

March 31, 2023

March 31, 2022

March 31, 2023

March 31, 2022

Balance as of January 1

187,052

181,693

557,675

305,690

186,118

233,474

406,428

597,585

1,337,273

1,318,442

Additions

3,448

7,185

146,942

46,895

13,761

27,025

-

-

164,151

81,105

Reversals (1)

(3,036)

-

(9,718)

(4,864)

(14,500)

(8,814)

(23,987)

(56,153)

(51,241)

(69,831)

Payments/ utilization of judicial deposits

(46,789)

(4,030)

(131,942)

(37,204)

(7,063)

(11,782)

-

-

(185,794)

(53,016)

Inflation adjustment

2,512

3,506

4,974

1,157

1,266

1,371

7,102

5,053

15,854

11,087

Translation adjustment

(692)

(6,010)

(11,839)

(34,510)

(2,599)

(22,119)

(11,998)

(14,557)

(27,128)

(77,196)

Transfers (2)

-

(23)

-

(1,764)

19

127

-

-

19

(1,659)

Balance as of March 31

142,495

182,321

556,092

275,400

177,002

219,282

377,545

531,928

1,253,134

1,208,932

 

 










Current

 








454,005

204,823

Non-current









799,129

1,004,108




 


34


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

The changes in the provision for tax, civil and labor risks and contingent liabilities are presented below: 


(1) Tax reversals refer mainly to the conclusion of the administrative procedure with the State of Amazonas for the effective settlement of the tax amnesties filed by the Company in the year 2022.

Reversals of contingent liabilities (business combination) refer mainly to the change in estimates for civil and labor lawsuits.

(2) The business combination amounts as of March 312023, are segregated between tax (R$367,031) and labor (R$10,514) proceedings.

a)       Disputes related to talc (Civil)

The subsidiary Avon Products has been named a defendant in numerous personal injury lawsuits filed in U.S. courts, alleging that certain talc products the company sold in the past were contaminated with asbestos. Many of these actions involve a number of co-defendants, including manufacturers of cosmetics and manufacturers of other products that, unlike the subsidiary Avon’s Products, were designed to contain asbestos. As of March 31, 2023, there were 245 individual cases pending against the subsidiary Avon International (during the three-month period ended March 31, 2023, 42 new cases were started and 25 were dismissed, settled or otherwise resolved). In December 2022, a case, titled Chapman, et al. v. Avon Products, Inc., et al., No. 22STCV05968, resulted in an adverse jury verdict after a trial, with the jury awarding the plaintiffs a total of $36.0 million in compensatory damages and $10.3 million in punitive damages against Avon subsidiary. The Company believes it has strong grounds to seek the annulment of the judgment in this case and in January 2023 began the process of appealing the verdict seeking annulment in the trial court. On March 1, 2023, following post-trial arguments, the trial court issued a conditional order reducing the compensatory damages award against Avon to US$29.3 million. Plaintiffs have challenged the reduction of the award as to Avon and have asserted that the reduction should only apply to Avon’s co-defendant. The trial court has resolved this issue in Plaintiffs’ favor and, once judgment is entered, the case will proceed on appeal.

 

22.2. Contingencies assessed as possible risk of loss

The Company has administrative and judicial contingencies for which the expectation of loss, evaluated by Company Management and supported by its legal advisors, is classified as possible and, therefore, no provision has been recorded. As of March 31, 2023, the contingencies classified as possible loss totaled R$ 8,930,743 (R$8,806,935 as of December 31, 2022).



Consolidated


 

March 31, 2023

December 31, 2022


Tax

8,542,886

8,480,614


Civil

218,460

161,859


Labor

169,397

164,462


Total contingent liabilities

8,930,743

8,806,935


35


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Parent

Consolidated


 

March 31, 2023

March 31, 2022

March 31, 2023

December 31, 2022


 

 

 

 

 


Pension and post-employment health care plans(a)

-

-

500,260

463,948


Deferred revenue from performance obligations with customers (b)

-

-

267,264

313,204


Provision for incentives to consultants

-

-

187,967

217,349


Provision for operating expenses (marketing / technology, etc.) (c)

-

-

396,434

604,064


Provision for store renovation 

-

-

99,637

116,137


Crer Para Ver (d)

-

-

55,669

87,420


Provision for restructuring (e)

31,139

39,846

169,607

175,809


Insurance payables

1,912

-

58,800

69,364


Other Liabilities(f)

6,449

1,017

205,282

203,331


Total

39,500

40,863

1,940,920

2,250,626


 

 

 

 

 


Current

21,751

23,113

1,176,491

1,499,060


Non-current

17,749

17,750

764,429

751,566



a) As of March 31, 2023, there is R$ 280,699 (R$ 282,295 as of December 31, 2022) referring to pension plans, and R$29,127 referring to post-employment plans (R$28,456 as of December 31, 2022) of subsidiary Avon, and R$ 133,271 (R$129,697 as of December 31, 2022) referring to post-employment assistance plans of the subsidiary Natura Cosméticos and R$ 57,163 (R$ 51,956 as of December 31, 2022) referring to post-employment assistance plans of the subsidiary Natura &Co International. 

b) Refers to the deferral of revenue from performance obligations related to loyalty programs based on points, sale of gift cards not yet converted into products and programs and events to honor direct sales consultants, of which R$ 147,490 (R$ 190,790 as of December 31, 2022) is referring to subsidiary Avon, R$ 95,483 (R$ 93,761 as of December 31, 2022) referring to the consolidated subsidiary Natura Cosméticos and R$ 24,291 (R$ 28,653 as of December 31, 2022) referring to subsidiary Natura &Co International.

c) Refers to the Company's operating provisions arising mainly from expenses with the provision of technology, marketing and advertising services.

d) Contribution of the social program to the development of the quality of education.

e) Provision for costs directly related to the integration plan and changes in the organizational structure substantially of the subsidiary Avon and review of the Group's corporate structure.

f) Refers to miscellaneous provisions such as indemnities and non-current contractual obligations.


36


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


24.1          Treasury shares

On March 31, the item “Treasury shares” has the following composition:


 

Number of shares

R$ (in thousands)

Average price per share - R$


Balance as of December 31, 2021

4,899,540

151,342

30.89


Used

(313,785)

(8,282)

26.39


Acquired

5,391,900

120,300

22.31


Balance as of March 31, 2022

9,977,655

263,360

26.39


 

 

 

 


Balance as of December 31, 2022

9,913,855

262,360

26.46


Used

-

-

-  


Balance as of March 31, 2023

9,913,855

262,360

26.46

There was no minimum and maximum cost of the balance of treasury shares on March 31, 2023 considering that there were no changes.

As a result of the sale of Aesop, this operating segment was classified in the consolidated balance sheet as an asset held for sale as of March 31, 2023, and the results arising from this segment were classified as discontinued operations in the income statement for the three-months period ended March 31, 2023 and 2022.

The other operating segments did not change their composition and information by geographic area in relation to that disclosed in the financial statements for the year ended December 31, 2022.

Net revenue by segment is as follows for the three-month period ended March 31, 2023:

   Natura &Co Latam – 66.4%

   Avon International – 22.0%

   The Body Shop – 11.6% 

The following tables summarize the financial information related to the three-month period ended March 31, 2023 and 2022 and the year ended December 31, 2022:  

25.1   Operating segments


 

March 31, 2023


 

Reconciliation to net income (loss) for the period


 

Net

Revenue

Performance assessed by the company

Depreciation and

amortization

Discontinued operations

Financial

income

Financial

expense

Income

tax

Net income

(loss)


Natura &Co Latam

4,863,654

637,649

(226,873)

-  

538,228

(912,764)

(73,955)

(37,715)


Avon International 1

1,606,607

40,545

(189,119)

(142,006)

114,902

(286,387)

(26,927)

(488,992)


The Body Shop 1

849,895

24,444

(187,465)

-  

27,058

(43,818)

39,447

(140,334)


Aesop International 1

-  

-  

-  

21,522

-  

-  

-  

21,522


Corporate expenses

-  

(71,705)

(40)

-  

325,537

(239,085)

(21,342)

(6,635)


Consolidated

7,320,156

630,933

(603,497)

(120,484)

1,005,725

(1,482,054)

(82,777)

(652,154)

 

37


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)



 

March 31, 2022


 

Reconciliation to net income (loss) for the period


 

Net

Revenue

Performance assessed by the company

Depreciation and

amortization

Discontinued operations

Financial

income

Financial

expense

Income

tax

Net income

(loss)


Natura &Co Latam

4,751,521

393,304

(219,596)

-  

1,081,927

(1,363,219)

(21,106)

(128,690)


Avon International 1

1,841,975

40,847

(178,407)

(39,587)

146,558

(263,983)

(37,036)

(331,608)


The Body Shop 1

1,017,406

64,656

(177,419)

-  

13,802

(32,990)

(10,452)

(142,403)


Aesop International 1

-  

-  

-  

27,419

-  

-  

-  

27,418


Corporate expenses

-  

(122,787)

-  

-  

95,973

(38,698)

(1,377)

(66,890)


Consolidated

7,610,902

376,020

(575,422)

(12,168)

1,338,260

(1,698,890)

(69,971)

(642,173)

 


 

March 31, 2023

December 31, 2022


 

Non-current assets

Total assets

Current liabilities

Non-current liabilities

Non-current assets

Total assets

Current liabilities

Non-current liabilities


Natura &Co Latam

19,503,191

29,037,180

8,102,256

9,920,314

18,256,204

29,762,132

8,363,130

10,164,706


Avon International 1

11,279,917

13,814,995

1,861,608

2,085,259

11,197,014

14,259,571

1,894,856

1,838,328


The Body Shop 1

6,758,659

7,757,751

1,057,421

1,616,318

6,565,913

7,928,270

1,292,903

1,669,625


Aesop International 1

-  

-  

-  

-  

1,621,126

2,735,417

731,018

776,512


Asset held for sale

-  

2,582,506

1,316,689

-  

-  

-  

-  

-  


Corporate expenses

(717,248)

-  

766,623

4,439,710

923,606

-  

1,055,961

4,547,167


Consolidated

36,824,519

53,192,432

13,104,597

18,061,601

38,563,863

54,685,390

13,337,868

18,996,338



The operations of these segments located in Latin American countries (Latam) are presented in the Natura &Co Latam segment. 


38


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

25.2   Net revenue and non-current assets by geographic region


 

Net revenue

Non-current assets

March 31, 2023

March 31, 2022

March 31, 2023

December 31, 2022


Asia

 842,524

509,763

1,196,735

1,284,783


North America

1,240,194

1,236,544

6,437,323

6,261,545


Mexico

814,049

852,514

3,836,861

3,631,768


Other

426,144

384,029

2,600,462

2,629,777


South America

3,088,141

3,653,455

13,982,051

14,508,816


Brazil

1,896,086

2,235,662

12,189,631

12,656,298


Argentina

566,072

634,509

624,446

694,172


Other

625,983

783,284

1,167,975

1,158,346


Europe, Middle East and Africa (EMEA)

1,905,293

2,097,470

13,634,124

15,271,251


United Kingdom

562,399

677,728

10,910,164

10,894,799


Other

1,342,894

1,419,742

2,723,961

4,376,452


Oceania

244,004

113,670

1,574,284

1,237,468


Consolidated

7,320,156

7,610,902

36,824,519

38,563,863

No individual or aggregate customer (economic group) represents more than 10% of the Company’s net revenue.




 

Consolidated


Gross revenue:

March 31, 2023

March 31, 2022


   Direct Selling

7,620,436

   7,844,970


   Retail

817,214

       797,958


   Online

455,033

      594,485


   Other sales

664,756

       683,401


Subtotal

9,557,439

   9,920,814


 

 

 


  Returns and cancellations

(117,008)

      (130,933)


  Commercial discounts and rebates

(237,029)

      (271,380)


  Taxes on sales

(1,883,246)

   (1,907,599)


Subtotal

(2,237,283)

  (2,309,912)


Total net revenue 

7,320,156

    7,610,902


39


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


 

Consolidated


Classified by function

March 31, 2023

March 31, 2022


Cost of sales

2,494,683

2,882,786


Selling, marketing and logistics expenses

3,104,741

3,345,985


Administrative, R&D, IT, and project expenses

1,381,014

1,358,300


Total

6,980,438

7,587,071


 

 

 


Classified by nature

 

 


Cost of sales

2,494,683

2,882,786


Raw material/packaging material/resale

2,199,616

2,430,611


Employee benefits expense (note 28)

139,977

141,733


Depreciation and amortization

43,196

59,190


Other

111,894

251,252


 

 

 


Selling, marketing and logistics expenses

3,104,741

3,345,985


Logistics costs

572,619

514,831


Personnel expenses (note 28)

879,326

976,110


Marketing, sales force and other selling expenses

1,408,801

1,586,549


Depreciation and amortization

243,995

268,495


 

 

 


Administrative, R&D, IT and project expenses

1,381,014

1,358,300


Innovation expenses

43,572

74,531


Personnel expenses (note 28)

586,056

541,692


Other administrative expenses

435,080

494,339


Depreciation and amortization 

316,306

247,738


 

 

 


Total

6,980,438

7,587,071

 

 


 

Consolidated


 

March 31, 2023

March 31, 2022


Payroll, profit sharing and bonuses 

1,168,122

1,202,906


Pension Plan

31,238

42,206


Share-based payments and charges on restricted shares, net of tax

56,563

17,069


Health care, food and other benefits

141,621

174,601


Charges, taxes and social contributions

155,385

170,040


Social security charges

52,430

52,713


Total

1,605,359

1,659,535


40


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

28.1   Share-based payments

Information regarding share-based payments was presented in the Company's financial statements for the year ended December 31, 2022, in note 29.

The expense related to stock options, restricted shares and performance shares, including social security charges, recognized in the three-month period ended March 31, 2023, was R$ 2,996 and R$ 56,563 for parent company and consolidated level (R$8,311 and R$23,484 as of March 31, 2022), respectively. 

After March 31, 2023, the following awards were granted under the "Co-investment Plan" and the "Long-Term Incentive Plan", which will be settled in shares of Natura &Co Holding S.A.:

a) 3,819,700 restricted shares that are generally acquired in installments of 1 to 3 years, subject to the participants' remaining in employment during the acquisition period;

b) 261,072 shares entitled to immediate acquisition;

c) 8,736,315 performance shares that are acquired at the end of a 3-year period, subject to the participants' permanence in employment and the fulfillment of certain performance conditions;

d) 30,000 options with a grace period of 3 to 4 years, subject to the permanence of the participants in employment during the grace period.

The number of awards in this note is showed using equivalent B3 shares to ensure consistency, although some awards are settled in American Depositary Receipts (ADRs). 

 



 

Parent

Consolidated


 

March 31, 2023

March 31, 2022

March 31, 2023

March 31, 2022


FINANCE INCOME:

 

 

 

 


Interest on short-term investments 

408

6,192

190,733

86,205


Gains on monetary and exchange rate variations

1,745

2,490

510,969

1,076,739


Gains on swap and forward transactions

-

-

238,313

109,199


Gains on swap and forward derivatives mark to market

-

-

6,685

7,977


Hyperinflationary economy adjustment

-

-

40,857

29,526


Other finance income

-

1,253

18,168

28,614


Subtotal

2,153

9,935

1,005,725

1,338,260


 

 

 

 

 


FINANCE EXPENSES:

 

 

 

 


Interest on financing

-

-

(241,585)

(140,043)


Interest on leases

(23)

-

(46,714)

(40,865)


Losses from monetary and exchange rate variations

(270)

(1,031)

(386,235)

(270,817)


Losses on swap and forward transactions

-

(5,266)

(620,638)

(1,090,919)


Gains (losses) on swap and forward derivatives mark to market

-

-

9,779

(1,206)


Adjustment of provision for tax, civil and labor risks and tax liabilities

980

-

(15,854)

(11,087)


Appropriation of funding costs (debentures and notes)

-

-

(4,969)

(4,365)


Interest on pension plan

-

-

389

(979)


Hyperinflationary economy adjustment

-

-

(82,080)

(48,994)


Other finance expenses

(585)

(17,686)

(94,147)

(89,615)


Subtotal

102

(23,983)

(1,482,054)

(1,698,890)


Finance income (expenses), net

2,255

(14,048)

(476,329)

(360,630)


 

 

 

 

 

41


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

The breakdown set forth below is intended to better explain the results of the foreign exchange hedging transactions contracted by the Company as well as its related items recorded in the financial income (expenses) and shown in the previous table: 


 

Parent

Consolidated


 

March 31, 2023

March 31, 2022

March 31, 2023

March 31, 2022


Financial expenses (debt interest)

-

-

(241,585)

(140,043)


Financial investments and others income

408

6,192

190,733

86,205


Exchange variations on financial activities, net

-

-

137,300

871,906


Gains (losses) with derivatives on exchange rate variations on financial activities, net

-

-

(147,444)

(875,902)


Gains (losses) on derivatives on interest payments and other financial activities, net

-

(5,266)

(218,417)

(99,047)


Adjustment of provision for tax, civil and labor risks and tax liabilities

980

-

(15,854)

(11,087)


Leases expenses

(23)

-

(46,714)

(40,865)


Other financial expenses

(585)

(16,433)

(80,559)

(66,345)


Hyperinflationary economy adjustment

 

 

(41,223)

(19,468)


Other gains (losses) from exchange rate variation on operating activities 

1,475

1,459

(12,566)

(65,984)


Net financial income (expenses)

2,255

(14,048)

(476,329)

(360,630)




 

Consolidated


 

March 31, 2023

March 31, 2022


Other operating income, net




Result on write-off of property, plant and equipment

259

-


Crer para Ver (d)

6,727

-


Tax credits (a)

4,877

17,373


Tax benefit from amnesty program (b)

-

30,337


Provision reversal for tax, labor and civil contingencies

23,987

-


Impairment provision reversal

31,076

 


Revenue with sale of customer portfolio

-

5,308


Other operating income

6,882

3,307


Total other operating income

73,808

56,325


 

 

 


Other operating expenses, net

 

 


  Result on write-off of property, plant and equipment

1

(1,869)


Crer para Ver (c)

-

(11,712)


Transformation and integration plan (d)

(83,046)

(80,119)


Restructuring Expenses

(32,802)

-


Tax contingencies

-

(1,695)


Other operating expenses

(54,603)

(21,377)


Total other operating expenses

(170,450)

 (116,772)


Other operating income (expenses), net

(96,642)

(60,447)


42


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

 


a) Refers mainly to PIS and COFINS credits.

b)  Refers to tax benefits in Brazil arising from the adhesion to state tax amnesty programs by the subsidiaries Natura Cosméticos and Avon Cosméticos Ltda.

c) Refers to appropriation of operating income obtained on the sales of the non-cosmetic product line called "Crer Para Ver" to the Natura Institute, specifically earmarked for social projects aimed at developing the quality of education.

d) Refers to expenses related to the execution of the transformation plan of the subsidiary The Body Shop and integration of the subsidiary Avon Products Inc., which is based on five pillars, as follows: (1) rejuvenate the brand; (2) optimize retail operations and direct sales; (3) improve the omni-channel; (4) improve operational efficiency; and (5) redesign the organization.


The basic earnings per share are calculated by dividing the profit (loss) attributable to the Company’s shareholders by the weighted average number of outstanding common shares, excluding common shares purchased by the Company and held as treasury shares. 



Consolidated



March 31, 2023

March 31, 2022


Loss attributable to the Company’s controlling shareholders

(652,428)

(643,092)


Weighted average of the number of issued common shares

1,383,206,405

1,379,706,174


Weighted average treasury shares

(9,797,889)

(9,632,014)


Weighted average of the number of outstanding common shares

1,373,408,516

1,370,074,160


Loss per share – R$

(0.4750)

(0.4694)

Diluted earnings per share is calculated by adjusting the weighted average number of common shares outstanding, assuming the conversion of all potential common shares that would cause dilution. Considering that the Company recorded a loss for the three-month periods ended March 31, 2023 and 2022, any adjustment would have an anti-dilution effect and, therefore, the diluted loss per share is equal to the basic loss per share.

In the course of the Company’s operations, rights and obligations are generated between related parties, arising from administrative expenses and provision of services.

43


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

32.1.      Receivables and payables with related parties

The Company had transactions with related parties recognized as presented below:



Parent



March 31, 2023

December 31, 2022


Current assets:

 

 


Avon Products, Inc (a)

 47,599

47,593


Natura Cosméticos S.A. – Argentina (a)

 3,916

   4,022


Natura Cosméticos S.A. – Perú (a)

488

501


Natura Cosméticos S.A – Colombia (a)

344

353


The Body Shop International (a)

9,572

9,656


Aesop UK (a)

 2,582

2,652


Ind e Com Cosméticos Natura Ltda

  2

-


Natura&Co Luxembourg SARL

1,548

1,552


Total

66,051

66,329


 

 

 


Natura Cosméticos S.A. (a) e (c)

   391

1,472


Indústria e Comércio de Cosméticos Natura Ltda. (a)

 202

 404


Avon Products, Inc (c)

 50,120

50,120


The Body Shop International (c)

11,463

11,463


Aesop UK

1,118

1,117


Total current liabilities

 63,294

 64,576



a) Refers to the allocation of expenses related to the purchase options and restricted shares plans.

b)  On December 31, 2022 refers to interest on own equity.

c) Refers to the transfer of shared expenses.


In the three-month period ended March 31, 2023 and 2022, there were no significant transactions of the parent company with related parties that passed through the income statement. the main transactions that occurred in the period refer to the transfer of expenses related to the stock option plans and shares restricted.

32.2.      Uncontrolled and unconsolidated transactions with related parties

Instituto Natura holds shares in the Essential Investment Fund. As of March 31, 2022, the balance is R$ R$ 10,280 (R$ 6,805 as of December 31, 2022).

On March 5, 2012, an agreement was entered between Indústria e Comércio de Cosméticos Natura Ltda., and Bres Itupeva Empreendimentos Imobiliários Ltda., (“Bres Itupeva”), for the construction and leasing of processing center to distribution and warehousing of products (HUB), in Itupeva, State of São Paulo. In 2019, Bres Itupeva granted its credits to BRC Securitizadora S.A., to which Natura makes monthly payments. Messrs. Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos, (Co-Chairmen of the Board of Directors of the Company and shareholders members of the controlling group parent Company), indirectly control Bres Itupeva. The amount involved in the transaction is recorded under item “Right of Use” of “Buildings” value was R$ 60,972 in the three-month period ended March 31, 2023 (R$63,665 under “item Buildings” of Property, Plant and Equipment as of December 31, 2022) and in the three-month period ended March 31, 2023 the amount paid as lease was R$4,194 (R$4,014 during the three-month period ended March 31, 2022).

44


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

On January 8, 2021, a related-party transaction was carried out between the Company, as lessee and owner, the subsidiary Indústria e Comércio de Cosméticos Natura Ltda. and Natura &Co Holding S.A., as guarantors, and a special purpose company (Bresco IX) indirectly held by Messrs. Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos, as lessor and surface-right owner (Co-Chairmen of the Board of Directors of the Company and shareholders members of the controlling group parent Company). This transaction was entered into with the purpose of expanding the Company’s distribution network and increasing its logistical efficiency through the installation of a new distribution hub in the State of Alagoas. The amount involved in the transaction is recorded under item “Right of Use” of “Buildings” in the amount of R$ 56,790 and in the three-month period ended March 31, 2023, the total amount paid as rent was R$ 2,471 (there was no disbursement during the three-month period ended March 31, 2022).

On May 12, 2022, a transaction was entered between the Natura Cosméticos S.A., as lessee, and Bresco Logística Fundo de Investimento Imobiliário, as lessor, indirectly held by Messrs. Antônio Luiz da Cunha Seabra, Guilherme Peirão Leal and Pedro Luiz Barreiros Passos (Co-Chairmen of the Board of Directors of the Company and shareholders members of the controlling group parent Company). This transaction had the purpose of keeping the Company’s distribution hub activities in the city of Canoas, State of Rio Grande do Sul. The amount involved in the transaction is recorded under item “Right of Use” of “Buildings” in the amount of R$ 4,617 and the total amount paid as rent was R$ 700 (R$496 for the three-month period ended March 31, 2022).

In the three-month period ended March 31, 2023, the Company transferred to Instituto Natura as a donation associated with the net income from sales of the Natura Crer Para Ver product line in the amount of R$ 25,000 (R$8,000 for the three-month period ended March 31, 2022).

The Company has a structure of internal controls to support the identification, monitoring and approval of transactions between Related Parties. 

32.3.      Key management personnel compensation

The total compensation of the key management personnel is as follows:


 

March 31, 2023

March 31, 2022


 

Compensation

Compensation


 

Fixed

Variable

Total

Fixed

Variable

Total


Board of Directors

2,616

2,458

5,074

3,701

5,382

9,083


Executive Board

5,715

21,719

27,434

9,283

13,140

22,423


 

8,331

24,177

32,508

12,984

18,522

31,506

The totals in the table above include the employer's social security charges.

The amounts include increases and / or reversals of the cumulative expense recognized in the previous years due to reassessments of the number of awards expected to vest and re-estimation of the social security charges expected to be payable by the Company on vesting.


In the ordinary course of its business, the Company enters into long-term agreements for provision of manufacturing, transportation, information technology services and electric power supply (with physical delivery, for its manufacturing activities). The agreements have termination clauses for noncompliance with essential obligations. In general, the minimum agreed upon is acquired and therefore there are no liabilities recorded in addition to the amount recognized on the accrual basis.

45


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)

Total minimum supply payments, measured at nominal value, according to the contract, are as follows:  


 

Consolidated


 

March 31, 2023

December 31, 2022


Less than one year

472,367

614,075


One to five years

557,175

659,626


Above 5 years

45,310

49,331


Total

1,074,852

1,323,032


The Company adopted an insurance policy that mainly considers risk concentration and its materiality, considering the nature of their activities and the guidance of their insurance advisors. As of March 31, 2023 and December 31, 2022, insurance coverage is as follows:


Item

Type of coverage

Amount insured

March 31, 2023

December 31, 2022


Industrial complex and administrative sites

Any damages to buildings, facilities, inventories, and machinery and equipment

4,507,560

4,924,868


Vehicles

Fire, theft and collision for the vehicles insured by the Company

221,022

221,523


Loss of profits

No loss of profits due to material damages to facilities buildings and production machinery and equipment

2,056,000

2,056,000


Transport

Damages to products in transit

91,571

97,308


Civil liability

Protection against error or complaints in the exercise of professional activity that affect third parties

830,105

1,991,888


Environmental liability

Protection against environmental accidents that may result in environmental lawsuits

30,000

30,000


The following table presents the investment and financing transactions that do not involve the use of cash and cash equivalents and are therefore presented separately as additional information to the cash flow statements:



Parent

Consolidated



March 31, 2023

March 31, 2022

March 31, 2023

March 31, 2022


Non-cash items

 

 

 

 


Hedge accounting, net of tax effects

-

59

(5,983)

(294,819)


Net effect of acquisition of property, plant and equipment and intangible assets not yet paid

-

-

59,550

130,516


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Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


On March 31, 2023, the sale of the subsidiary Aesop was assessed as highly probable, since the Company received a binding agreement from L'Oreal for an amount of US$2.525 billion, which was approved and signed on April 3, 2023. As a result of this assessment, Aesop was classified in the consolidated balance sheet as an asset held for sale, and as a discontinued operation in the income statement for the three-month periods ended March 31, 2023 and 2022.

The transaction aims to support the Company's financial deleveraging and position it to focus on its strategic priorities, especially the integration in Latin America, the geographic optimization of Avon International's business and the continued development of The Body Shop's operations.

The transaction amount will be received in cash on the closing date, which is expected in the third quarter of 2023 and is subject to customary regulatory approvals. The transaction will result in the loss of control of Aesop by the Company on the closing date and no interest will be retained.

The results of discontinued operation for the quarters ended March 31, 2023 and 2022 are presented below:


Description

March 31, 2023

March 31, 2022


Net Revenue

701,262

642,394


Cost of sales

(98,301)

(97,763)


Gross profit

602,961

544,631


 

 

 


Operating (expenses) Income

 

 


Selling, marketing, and logistics expenses

(354,434)

(304,528)


Administrative, R&D, IT and projects expenses

(200,773)

(175,000)


Impairment loss on trade receivable

 

(964)


Other operating income (expenses), net (a)

(142,693)

(37,853)


 

 

 


Operating (loss) profit before financial result

(94,939)

26,286


 

 

 


Financial income

17,060

16,112


Financial expenses

(37,306)

(42,049)


 

 

 


(Loss) profit before income tax and social contribution

(115,185)

349


Income tax and social contribution

(5,299)

(12,517)


 

 

 


Loss for the period (b)

(120,484)

(12,168)

 


a) In addition to the results of Aesop, the amount of R$ 142,937 in March 2023 (R$ 39,587 in March 2022) presented as discontinued operations refers to the costs incurred in the resolution of legal proceedings associated with the operation that the subsidiary Avon maintained in North America, which was sold prior to the acquisition of the Company's subsidiary Avon. The Company presents these effects as part of its discontinued operations because it considers the discontinued operations of the subsidiary Avon as an extension of the Company and because it assesses that this presentation faithfully represents the essence of the associated transaction.

b) The net income of discontinued operations after income tax and social contribution in the amount of R$ 124,427 in March 31, 2023 is presented net of taxes associated with these discontinued operations, in the amount of R$ 5,299 in March 31, 2023 (R$ 12,517 in March 31, 2022).  


47


Graphics

NATURA &CO HOLDING S.A.

NOTES TO THE INDIVIDUAL AND CONSOLIDATED INTERIM ACCOUNTING INFORMATION FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2023

(Amounts in thousands of Reais - R$, except as mentioned otherwise)


The main assets and liabilities classes of the Aesop, classified as non-current assets held for sale ended March 31, 2023:

 


Description

March 31, 2023


Assets

 


  Cash and cash equivalents

236,104


  Trade accounts receivable

123,992


  Inventories

486,672


  Rent advance

65,293


  Anticipated expenses

45,461


  Other assets

33,589


  Deferred income tax and social contribution

179,619


  Property, plant and equipment (PP&E)

319,815


  Intangible

234,738


  Right of use and leases

857,172


Total assets

2,582,455


 

 


Liabilities

 


  Lease liabilities

926,943


  Trade accounts payable and “drawn risk” operations

105,043


  Payroll, profit sharing and social charges

48,803


  Tax liabilities

36,225


  Other current liabilities

151,345


  Deferred income tax and social contribution

48,330


Total liabilities

1,316,689

 The net cash flows incurred by the discontinued operations are:

 


Description

March 31, 2023

March 31, 2022


 

 

 


Operating activities

(237,241)

6,162


Investing activities

(43,373)

(30,033)


Financing activities

(59,723)

(46,562)


Net cash consumed

(340,337)

(70,433)


48