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

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

dated Dec 1st, 2004

Commission File Number 1-15184

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

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

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

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

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

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

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

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

Yes   [    ]                           No   [X]

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




SIGNATURES

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

 

Date: Dec 1st, 2004

SADIA S.A.


By:/s/ Luiz Gonzaga Murat Junior
----------------------------------
Name: Luiz Gonzaga Murat Junior
Title: Chief Financial Officer















Sadia S.A.

Interim financial information
Nine-month period ended
September 30, 2004 (Unaudited)

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











Sadia S.A.

Interim financial information (Unaudited)

Nine-month period ended September 30, 2004




Contents


Independent accountants' review report

Balance sheets

Income statements

Notes to the interim financial information



Independent accountants' review report


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

   
1.
We have reviewed the interim financial information of Sadia S.A. and the consolidated interim financial information of Sadia S.A and its subsidiaries, for the nine-month period ended September 30, 2004, which comprises the balance sheets, the statements of income, management report and other relevant information, prepared in accordance with accounting practices adopted in Brazil.
   
2.
Our review was prepared in accordance with the review standards established by IBRACON - Brazilian Institute of Independent Auditors and the Federal Accounting Council, and included, basically: (a) inquiry and discussion with management responsible for the accounting, financial and operating departments of the Company and its subsidiaries, regarding the main criteria adopted in the preparation of the quarterly information; and (b) review of the information and subsequent events, which have, or may have, a material effect on the financial situation and the operations of the Company and its subsidiaries.
   
3.
Based on our special review, we are not aware of any material modification that should be made to the accompanying interim financial information for it to be in accordance with accounting practices adopted in Brazil and regulations issued by the Brazilian Securities Commission (CVM), specifically applicable to the preparation of interim financial information.
   
4.
The interim financial information for the quarter ended September 30, 2003 was reviewed by other independent accountants, who issued an unqualified review report dated October 24, 2003.
   

October 27, 2004

KPMG Auditores Independentes
CRC SP014428/O-6-S-SC

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



Sadia S.A.


Balance sheets (Unaudited)

September 30 and June 30, 2004

(In thousands of Reais)


   

 

Parent company
  Consolidated
   

 

September 30, 2004

June 30, 2004

 

September 30, 2004

June 30, 2004

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

   

Cash and cash equivalents

147,959

288,432

 

201,680

446,024

   

Short-term investments

1,010,727

1,237,837

 

2,113,279

2,195,711

   

Accounts receivable from future contracts

21,954

71

 

38,002

5,296

   

Trade accounts receivable - Domestic market

166,857

165,079

 

167,573

165,739

   

Trade accounts receivable - Foreign markets

450,495

661,431

 

186,323

205,791

   

Allowance for doubtful accounts

( 19,378)

( 24,037)

 

( 24,850)

( 32,578)

   

Recoverable taxes

163,234

149,392

 

166,239

152,354

   

Inventories

1,135,586

1,091,667

 

1,176,003

1,133,226

   

Deferred tax credits

33,987

41,467

 

33,987

41,467

   

Other receivables

43,247

37,936

 

60,098

54,230

   

Assets available for sale

-

5,419

 

-

5,478

   

Prepaid expenses

16,982 21,141   20,389 22,061
   

 

 

 

 

 

 

   

 

3,171,650 3,675,835   4,138,723 4,394,799
   

 

 

 

 

 

 

 

Noncurrent assets:

 

 

 

 

 

   

Related parties

32,030

34,149

 

-

-

   

Long-term investments

64,961

108,336

 

64,961

352,965

   

Judicial deposits

74,056

74,410

 

74,162

74,516

   

Recoverable taxes

71,509

71,504

 

72,013

71,975

   

Deferred tax credits

59,041

66,778

 

61,800

68,284

   

Assets available for sale

18,154

14,910

 

18,211

14,910

   

Other receivables

12,253

13,821

 

12,607

14,104

   

 

 

 

 

 

 

   

 

332,004

383,908

 

303,754

596,754

   

 

 

 

 

 

 

 

Permanent assets:

 

 

 

 

 

   

Investments

660,014

643,018

 

18,398

18,297

   

Property, plant and equipment

963,161

923,761

 

966,579

926,720

   

Deferred charges

52,036

55,649

 

52,866

56,524

   

 

 

 

 

 

 

   

 

1,675,211

1,622,428

 

1,037,843

1,001,541

   

 

 

 

 

 

 

Total assets

5,178,865

5,682,171

5,480,320

5,993,094

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


Sadia S.A.


Balance sheets (Unaudited)

September 30 and June 30, 2004

(In thousands of Reais)


Parent company
Consolidated
 

 

September 30, 2004

June 30, 2004

 

September 30, 2004

June 30, 2004

Liabilities and shareholders' equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Loans and financing

1,457,004

1,789,752

 

1,563,228

1,904,430

 

Trade accounts payable

400,528

493,212

 

406,306

498,334

 

Advances from customers

7,346

9,599

 

4,516

792

 

Salaries and social charges payable

17,609

17,084

 

18,161

17,200

 

Taxes payable

20,875

21,605

 

26,926

28,317

 

Dividends payable

393

43,941

 

393

43,941

 

Accrued vacation and 13th salary

91,003

74,050

 

92,128

75,005

 

Employees' profit sharing

35,343

25,778

 

35,815

26,179

 

Accounts payable from future contracts

21,362

-

 

37,592

3,386

 

Other accounts payable

55,794

96,289

 

83,971

129,011

 

 

 

 

 

 

 

 

 

2,107,257

2,571,310

 

2,269,036

2,726,565

 

 

 

 

 

 

 

 Noncurrent liabilities:

 

 

 

 

 

 

Loans and financing

1,149,559

1,277,507

 

1,292,489

1,432,882

 

Taxes payable

3,432

29,845

 

3,457

29,874

 

Provision for contingencies

63,057

66,434

 

67,388

70,682

 

Provision for losses on investments

795

794

 

-

-

 

Deferred taxes

12,477

10,253

 

12,477

10,253

 

Employee benefit plan

71,868

71,868

 

71,868

71,868

 

Other accounts payable

15,730

15,380

 

16,345

16,418

 

 

 

 

 

 

 

 

 

1,316,918

1,472,081

 

1,464,024

1,631,977

 

 

 

 

 

 

 

Minority interest in subsidiaries

-

-

 

( 68)

( 51)

 

 

 

 

 

 

 

Shareholders' equity:

 

 

 

 

 

 

Capital

1,000,000

1,000,000

 

1,000,000

1,000,000

 

Profit reserves

470,450

470,450

 

470,450

470,450

 

Treasury stock

( 198)

( 198)

 

( 198)

( 198)

 

Retained earnings

284,438

168,528

 

277,076

164,351

 

 

 

 

 

 

 

 

 

1,754,690

1,638,780

 

1,747,328

1,634,603

 

 

 

 

 

 

 

Total liabilities and shareholders' equity

5,178,865

5,682,171

 

5,480,320

5,993,094

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


Sadia S.A.


Income statements (Unaudited)

September 30, 2004 and 2003

(In thousands of Reais, except for information on shares)


Parent company
Consolidated
 

Three Months Ended

Nine Months Ended

Three Months Ended

Nine Months Ended

September 30, 2004
September 30, 2003
September 30, 2004
September 30, 2003
September 30, 2004
September 30, 2003
September 30, 2004
September 30, 2003

Gross operating revenue:

 

Domestic market

939,149

774,051

2,642,019

2,233,566

941,386

776,261

2,648,637

2,238,798

 

Foreign market

854,104

590,085

2,342,988

1,720,921

949,327

672,117

2,655,393

1,887,939

 

 

1,793,253

1,364,136

4,985,007

3,954,487

1,890,713

1,448,378

5,304,030

4,126,737

Sales deductions:

 

Value-added tax on sales and sales deductions

( 192,756)

(120,885)

(536,496)

( 358,181)

( 250,073)

(139,124)

(666,853)

( 398,961)

 

Net operating revenue

1,600,497

1,243,251

4,448,511

3,596,306

1,640,640

1,309,254

4,637,177

3,727,776

 

Cost of goods sold

(1,165,489)

(877,655)

(3,133,046)

(2,712,196)

(1,172,651)

(876,416)

(3,167,006)

(2,663,165)

Gross profit

435,008

365,596

1,315,465

884,110

467,989

432,838

1,470,171

1,064,611

 

Operating income (expenses):

 

Selling expenses

(290,069)

(196,721)

(761,372)

(565,536)

(317,401)

(224,571)

(862,714)

(655,949)

 

Management fees

( 3,074)

( 2,844)

( 8,996)

( 7,520)

( 3,074)

( 2,844)

( 8,996)

( 7,520)

 

Administrative and general expenses

(12,125)

( 11,564)

(38,550)

( 32,780)

(12,649)

(11,563)

( 39,444)

(32,781)

 

Employees' profit sharing

( 9,524)

( 19,419)

(34,852)

( 30,018)

( 9,748)

(19,419)

( 36,023)

(30,509)

 

Other operating income (expenses), net

4,971

( 4,402)

16,787

( 15,377)

6,352

( 7,706)

8,800

(20,414)

 

Financial income (expenses), net

19,520

( 60,551)

(53,501)

( 92,006)

75,012

(33,896)

(103,217)

86,705

 

Equity in earnings of subsidiaries

16,513

65,977

( 13,635 )

208,770

( 49,054 )

7,311

( 4,206 )

( 57,987 )

 

Operating income

161,220

136,072

421,346

349,643

157,427

140,150

424,371

346,156



Sadia S.A.


Income statements (Unaudited)

September 30, 2004 and 2003

(In thousands of Reais, except for information on shares)


Parent company
Consolidated
 

Three Months Ended

Nine Months Ended

Three Months Ended

Nine Months Ended

September 30, 2004
September 30, 2003
September 30, 2004
September 30, 2003
September 30, 2004
September 30, 2003
September 30, 2004
September 30, 2003
 

Nonoperating income (expenses)

( 736 )

( 509 )

( 1,894 )

( 6,885 )

( 684 )

( 518 )

( 1,883 )

( 9,413 )

 

 

Income before income and social contribution taxes

160,484

135,563

419,452

342,758

156,743

139,632

422,488

336,743

 

 

Current income and social contribution taxes

(27,134)

( 22,015)

(54,935)

(30,336)

(27,850)

(23,164)

(57,827)

(33,087)

 

Deferred income and social contribution taxes

(17,440)

( 7,940)

(53,662)

(14,291)

(16,189)

( 8,032)

(53,495)

(12,873)

 

 

Net income

115,910

105,608

310,855

298,131

112,704

108,436

311,166

290,783

 

 

Minority interest

   -

   -

   -

   -

21

( 14 )

89

390

 

 

Controlling shareholder equity interest

115,910

105,608

310,855

298,131

112,725

108,422

311,255

291,173

 

 

Outstanding shares net of treasury stock (thousands)

682,696

682,696

682,696

682,696

682,696

682,696

682,696

682,696

 

 

Earnings per share - in Reais

0.16978

0.15469

0.45533

0.43670

0.16512

0.15881

0.45592

0.42650

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


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




1 Operations
   
 
The Company's main business activities are organized into three operational segments: the industrial processing and distribution of food products and the production of pork and poultry (chickens and turkeys) for sale in Brazil and abroad. The industrially processed products segment has been the principal focus of the Company's investments in recent years and comprises products such as oven-ready frozen food, refrigerated pizzas and pasta, margarine, industrially processed poultry and pork by-products, crumbed products, a diet line and pre-sliced ready-packed products.
   
2 Preparation and presentation of the interim financial information
   
 

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

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

   
3 Summary of the principal accounting practices
 
  a. Income statement
     
   
Income and expenses are recognized on the accrual basis. Revenue from the sale of goods is recognized in the income statement when the significant risks and rewards of ownership have been transferred to the buyer.
     
  b. Foreign currency
     
   
Monetary assets and liabilities denominated in foreign currencies were translated into reais at the foreign exchange rate ruling at the quarterly information date. Foreign exchange differences arising on translation are recognized in the income statement.


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




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

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

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

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

     
  e. Allowance for doubtful accounts
     
   
The allowance for doubtful accounts is calculated on estimated losses in an amount considered sufficient to cover possible losses on receivables.
     
  f. Inventories
     
    These are stated at their average cost of acquisition or production, not exceeding replacement or realizable value. The elimination of unrealized result in consolidated inventories is stated in item M.


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




  g. Investments
     
   

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

The quarterly information of foreign subsidiaries is translated into Brazilian Reais, based on the following criteria:

• Balance sheet accounts at the exchange rate at the end of the period.
• Statement of income accounts at the exchange rate at the end of each month.

Other investments are stated at cost of acquisition, less an adjustment to cover losses considered permanent.

     
  h. Property, plant and equipment
     
   
These are stated at cost of acquisition, formation or construction. Depreciation is calculated by the straight-line method at annual rates taking into consideration the useful economic life of the assets, adjusted for the number of operating shifts, as shown in Note 8. Interest accrued on financing of projects for construction, modernization and expansion of industrial units is allocated to the costs of the corresponding construction in progress.
     
  i. Deferred charges
     
   
Represent pre-operating costs incurred in the implementation of management software, and the expansion and modernization of plant, which are amortized over 5 years as from the beginning of operation.
     
  j. Current and noncurrent liabilities
     
   
Current and noncurrent liabilities are stated at known or estimated values plus related charges and monetary and exchange variations up to the quarterly information date.


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




  k. Income and social contribution taxes
     
   

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

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

     
  l. Employees' benefits
     
    Employees' benefits are stated based on actuarial studies prepared annually.
     
  m. Consolidated financial information
     
   
The consolidated financial information include the accounts of Sadia S.A. and its direct and indirect subsidiaries, including investments in joint ventures. The consolidated direct or indirect subsidiaries and the corresponding shareholdings of the Company are as follows:

     

 

Shareholdings in % at
     

 

September 30,
2004

June 30,
2004

     

 

 

 

    Sadia International Ltd.

100.00

100.00

     

Sadia Uruguay S.A.

100.00

100.00

     

Sadia Alimentos S.A.

0.01

0.01

     

Sadia Chile S.A.

60.00

60.00

     

Sadia Alimentos S.A.

99.99

99.99

     

Sadia Itália S.R.L.

99.99

99.99

     

Churrascaria Beijing Brazil Ltd. (*)

50.00

50.00

     

Concórdia Foods Ltd. (*)

50.00

50.00

     

Sadia Europe Ltd.

100.00

100.00

    Concórdia S.A. C.V.M.C.C.

99.99

99.99



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




     

 

Shareholdings in % at
     

 

September 30,
2004

June 30,
2004

    Rezende Óleo Ltda.

100.00

100.00

     

Rezende Marketing e Comunicações Ltda.

0.09

0.09

     

Concórdia S.A. C.V.M.C.C.

0.001

0.001

    Rezende Marketing e Comunicações Ltda.

99.91

99.91

    Sadia GmbH

100.00

100.00

     

Laxness F. C. P. A. Lda.

100.00

100.00

     

Sadia Foods G.M.B.H .

100.00

-

    EzFood Serviços S.A. (*)

33.33

33.33

       

 

 

    (*) "Joint-Ventures"

   

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

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

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


Net income
  Shareholders' equity
   

 

09/30/2004

09/30/2003

 

09/30/2004

06/30/2004

   

 

 

 

 

 

 

   

Company's financial information

310,855

298,131

 

1,754,690

1,638,780

   

 

 

 

 

 

 

   

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

(7,362)

(8,992)

 

(15,124)

(11,939)

   

 

 

 

 

 

 

   

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

7,762

2,034

 

7,762

7,762

   

 

 

 

 

 

 

   

Consolidated financial information

311,255

291,173

 

1,747,328

1,634,603



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




4 Long and short-term investments

Interest %
(annual
averange)
Parent company
Consolidated
09/30/2004
06/30/2004
09/30/2004
06/30/2004

 

Short-term investments

 

 

 

 

 

 

 

   

Local currency

 

 

 

 

 

 

 

     

Investment funds

16.00

 

596,740

800,487

 

933,336

833,567

     

Austrian Bonds indexed in Reais

12.60

 

229,788

222,868

 

229,788

222,868

     

Treasury bills - LFT

16.00

 

155,448

144,647

 

155,448

144,647

     

Bank deposit certificates

16.00

 

3,185

3,013

 

3,185

3,013

     

 

 

 

 

 

 

 

 

     

 

 

 

985,161

1,171,015

 

1,321,757

1,204,095

   

Foreign currency

 

 

 

 

 

 

 

     

Investment funds

5.88

 

-

-

 

583,558

566,649

     

Interest-bearing current accounts

1.00

 

-

-

 

182,398

358,145

     

Swap contracts

 

 

25,566

66,822

 

25,566

66,822

     

 

 

 

 

 

 

     

 

 

 

25,566

66,822

 

791,522

991,616

     

 

 

 

 

 

 

 

 

 

Total short-term investments

 

 

1,010,727

1,237,837

 

2,113,279

2,195,711

                     
  Long-term investments              
    Local currency              
      National Treasury Secureties-CTN
12.00
 
21,427
20,023
21,427
20,023
           
21,427
20,023
21,427
20,023
                     
   

Foreign currency

 

 

 

 

 

 

 

     

Investment funds

16.47

 

-

-

 

-

244,629

     

Swap contracts

 

 

43,534

88,313

 

43,534

88,313

     

 

 

 

 

 

 

 

 

     

 

 

 

43,534

88,313

 

43,534

332,942

     

 

 

 

 

 

 

 

 

   

Long-term portion

 

 

64,961

108,336

 

64,961

352,965


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


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




Parent company
  Consolidated
 

Maturity

 

 

 

 

 

 

 

 

 

2005

15,825

 

15,825

 

2006

27,709

 

27,709

 

2010 onwards

21,427

 

21,427

 

 

 

 

 

 

 

64,961

 

64,961


 

The investment fund portfolio in local currency is composed by post-fixed interbank deposit certificate and quotas from investment funds.

The investment fund portfolio in foreign currency is mainly composed of assets with defined remuneration denominated - Credit Linked Notes, issued by highly rated American and European banks, and are linked to equally highly rated titles of Brazilian banks and companies . The risk of credit of these assets are reduced since the Company and its subsidiaries have financial liabilities with these institutions.

On 30 of September 2004 the funds foreign are leverage with loans totaling of R$ 384,534
(R$ 432,673 in June 30, 2004 ).



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




5 Inventories

Parent company
Consolidated
 

 

09/30/2004

06/30/2004

 

09/30/2004

06/30/2004

 

Finished goods and products for sale

363,466

330,100

 

403,442

371,494

 

Livestock and poultry for slaughter and sale

466,232

450,590

 

466,232

450,590

 

Raw materials

182,293

152,068

 

182,705

152,084

 

Work in process

40,619

84,635

 

40,619

84,635

 

Packaging materials

33,976

29,082

 

33,976

29,082

 

Stores

19,216

19,578

 

19,216

19,578

 

Products in transit

12,751

11,998

 

12,776

12,140

 

Advances to suppliers

13,989

11,759

 

13,993

11,766

 

Imports in transit

3,044

1,857

 

3,044

1,857

 

 

 

 

 

 

 

 

 

1,135,586

1,091,667

 

1,176,003

1,133,226



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




6 Recoverable taxes

Parent company
Consolidated
   
09/30/2004
06/30/2004
 
09/30/2004
06/30/2004
 

ICMS

90,643

70,884

 

92,326

72,746

 

COFINS

73,590

62,269

 

73,598

62,277

 

IPI

53,288

62,528

 

53,642

62,882

 

PIS

11,767

12,383

 

11,767

12,383

 

Income and social contribution taxes

5,399

10,692

 

6,855

11,880

 

Others

56

2,140

 

64

2,161

 

 

 

 

 

 

 

 

 

234,743

220,896

 

238,252

224,329

 

 

 

 

 

 

 

 

Short-term portion

163,234

149,392

 

166,239

152,354

 

Long-term portion

71,509

71,504

 

72,013

71,975


  Value-added tax on sales and services - ICMS
   
 
Composed of credits generated in the commercial operations of a number of the Company's units and can be offset with taxes of the same nature.
   
  Excise tax - IPI
   
 
Composed of amounts arising from the following operations: presumed credit on packaging and inputs, presumed credit for reimbursement of PIS/PASEP and COFINS on exportations and export incentives.
   
  PIS/COFINS
   
  Composed of credits arising from noncumulative collection of PIS and COFINS.
   
  Income and social contribution taxes
   
 
Correspond to income tax withheld at source on short-term financial investments and income tax and social contributions paid in advance that can be offset with federal taxes and contributions.


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




7  Investments

 

Investments

%
Ownership

Shareholders'
equity

Net income
(loss) for
the period

Equity
result

Investment balances

09/30/2004

06/30/2004

   

 

 

 

 

 

 

   

Sadia G.M.B.H.

100.00

512,926

31,662

27,409

512,926

484,593

   

Sadia International Ltd.

100.00

97,726

(42,976)

(43,402)

97,726

110,644

   

Concórdia S.A. CVMCC

99.99

46,893

4,624

5,837

46,893

45,224

   

Rezende Óleo Ltda.

100.00

( 764)

( 731)

( 731)

-

-

   

Rezende Marketing e Com. Ltda.

99.91

( 31)

( 2)

( 2)

-

-

   

EzFood Serviços S.A.

33.33

3,254

(4,601)

( 1,534 )

1,085

1,173

   

 

 

 

 

 

 

   

Total in subsidiaries

 

 

(12,423)

658,630

641,634

   

Other investments

 

 

    -

1,384

1,384

   

 

 

 

 

 

 

   

Total investments of the Company

 

 

(12,423)

660,014

643,018

   

Other investments of subsidiaries/affiliates

 

 

-

17,014

16,914

   

Investments eliminated on consolidation

 

 

9,429

( 658,630 )

( 641,635 )

   

 

 

 

 

 

 

   

Total consolidated investments

 

 

2,994

18,398

18,297


 
The equity in earnings in the parent company is represented by an operating loss of R$13,635 and a nonoperating gain of R$1,212. In the consolidated result it is represented by translation gain of R$ 4,206 and a nonoperating gain of R$1,212.


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




8  Property, plant and equipment

Average
annual
rate (%)
Parent company
Cost

Depreciation

Carrying amount

09/30/2004

09/30/2004

09/30/2004

06/30/2004

 

 

 

 

 

 

 

 

 

 

 

Buildings

4

 

694,133

 

(298,927)

 

395,206

387,897

 

Machinery and equipment

15

 

786,815

 

(477,923)

 

308,892

289,496

 

Installations

10

 

179,392

 

(106,543)

 

72,849

67,959

 

Vehicles

27

 

15,284

 

( 10,527)

 

4,757

4,608

 

Forestation and reforestation

-

 

19,047

 

( 6,861)

 

12,186

12,159

 

Trademarks and patents

10

 

1,667

 

( 1,087)

 

580

643

 

Others

-

 

196

 

( 108)

 

88

94

 

Construction in progress

-

 

162,969

 

-

 

162,969

152,531

 

Advances to suppliers

-

 

5,634

 

   -

 

5,634

8,374

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,865,137

 

( 901,976 )

 

963,161

923,761


Average
annual
rate (%)

Consolidated
Cost

Depreciation

Carrying amount

09/30/2004

 

09/30/2004

 

09/30/2004

06/30/2004

                   
                   
 

Buildings

4

 

695,288

 

(299,451)

 

395,837

388,470

 

Machinery and equipment

15

 

789,713

 

(479,381)

 

310,332

290,600

 

Installations

10

 

179,641

 

(106,621)

 

73,020

68,138

 

Vehicles

27

 

15,959

 

( 10,699)

 

5,260

4,995

 

Forestation and reforestation

-

 

19,047

 

( 6,861)

 

12,186

12,159

 

Trademarks and patents

10

 

1,692

 

( 1,088)

 

604

657

 

Others

-

 

1,429

 

( 692)

 

737

771

 

Construction in progress

-

 

162,969

 

-

 

162,969

152,531

 

Advances to suppliers

-

 

5,634

 

   -

5,634

8,399

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,871,372

 

( 904,793 )

 

966,579

926,720



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




 

In conformity with CVM Deliberation 193/96 the interest incurred in the period arising from financing of projects for modernization and expansion of the industrial units was recorded in the respective costs of the construction in progress in the amount of R$7,946 (R$3,861 at September 30, 2003).

The Company has assets that are not being used in the current operation and which, therefore, are available for sale. These assets are recorded in the consolidated property, plant and equipment at their estimated realization value of R$18,211 (R$20,388 at June 30, 2004 ), less the costs to be incurred in their sale.



9 Deferred charges

Parent company
Cost
Amortization
Carrying amount
    Rate
(%)
09/30/2004   09/30/2004   09/30/2004 06/30/2004
 

Preoperating expenses

25

195,702

 

(146,143)

 

49,559

53,142

 

Product development

20

7,697

 

( 5,322)

 

2,375

2,400

 

Others

20

129

 

( 27 )

 

102

107

 

 

 

 

 

 

 

 

 

 

 

 

203,528

 

( 151,492 )

 

52,036

55,649


Consolidated
Cost
Amortization
Carrying amount
    Rate
(%)
09/30/2004   09/30/2004   09/30/2004 06/30/2004
 

Preoperating expenses

25

197,590

 

(147,230)

 

50.360

53,990

 

Product development

20

7,697

 

( 5,322)

 

2.375

2,400

 

Others

20

229

 

( 98 )

 

131

134

 

 

 

 

 

 

 

 

 

 

 

 

205,516

 

( 152,650 )

 

52,866

56,524


 
The Company reviewed its assumptions for the amortization of preoperating expenses incurred in the implementation of management software, reducing the amortization period from 5 to 4 years. This change in the amortization estimate results from the implementation of a new version of the software. This change generated additional amortization for the period in the amount of R$2,914 (R$8,742 in the year).


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




10 Loans and financing - Short-term

 

 

Parent company

 

Consolidated

 

09/30/2004

06/30/2004

09/30/2004

06/30/2004

 

 

 

 

 

 

 

 

Short-term

 

 

 

 

 

 

Foreign currency

 

 

 

 

 

 

Credit lines for the development of foreign trade, with interest rates from 3.90% to 4.48% p.a., guaranteed by promissory notes or sureties.

-

-

 

39,953

30,316

 

 

 

 

 

 

 

 

Export financing composed of prepayment subject to LIBOR variation for 6-month deposits (2.17% in September 2004) plus interest of 1.87% p.a., guaranteed by promissory notes or sureties.

29,229

158,165

 

29,229

158,165

 

Advanced collection relating to the receivables sold, with no interest.

 

 

 

64,269

82,529

 

 

 

 

 

 

 

 

Interest rate swap contracts

3,464

9,341

 

3,549

10,258

 

 

 

 

 

 

 

 

 

32,693

167,506

 

137,000

281,268

 

Local currency

 

 

 

 

 

 

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

324,658

329,214

 

324,904

329,371

 

 

 

 

 

 

 

 

Currency swap contracts.

101,192

83,116

 

101,192

83,116

 

 

 

 

 

 

 

 

 

425,850

412,330

 

426,096

412,487

 

 

 

 

 

 

 

 

 

458,543

579,836

 

563,096

693,755



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




    Parent company
  Consolidated
09/30/2004
06/30/2004
09/30/2004
06/30/2004
 

Short-term portion of the long-term debt

 

 

 

 

 

 

Foreign currency

 

 

 

 

 

 

IFC (International Finance Corporation) funding in foreign currency for investment in property, plant and equipment, of which R$110,306 is subject to interest at the rate of 8.52% p.a., and R$41,981 at 9.05% p.a., guaranteed by real estate mortgages.

152,287

171,345

 

152,287

171,345

 

 

 

 

 

 

 

 

Export financing composed of prepayment subject to LIBOR variation for 6-month deposits (2.17% in September 2004) and interest of 6.21% p.a. and a line focused on the incentive for foreign trade activities, plus annual interest of 5.60% p.a., guaranteed by promissory notes or sureties.

275,755

426,366

 

277,426

427,125

 

 

 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, composed as follows: FINEM in the amount of R$12,833 subject to the weighted average of exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 3.50% p.a. and FINAME EXIM in the amount of R$32,627 subject to the weighted average of exchange variation of currencies traded by BNDES-UMBNDES and fixed interest of 3.86%, guaranteed by mortgage bonds and real estate mortgage.

45,460

61,710

 

45,460

61,710

 

 

 

 

 

 

 

 

Others

   -

186

 

   -

186

 

 

 

 

 

 

 

 

 

473,502

659,607

 

475,173

660,366



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




 

 

Parent company
  Consolidated
 

 

09/30/2004

06/30/2004

 

09/30/2004

06/30/2004
 

Local currency

 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, composed as follows: FINAME in the amount of R$ 8,426 subject to the Long-Term Interest Rate -TJLP (9.75% p.a. in September 2004) and interest of 3.30% p.a., FINAME-EXIM in the amount of R$ 495,489 subject to TJLP (9.75% p.a. in September 2004) and interest of 3.89% p.a. and FINEM in the amount of R$ 16,823 subject to TJLP (9.75% p.a. in September 2004) and interest of 3.49% p.a., guaranteed by mortgage bonds and real estate mortgages.

520,738

547,470

 

520,738

547,470

 

 

 

 

 

 

 

 

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

3,922

2,572

 

3,922

2,572

 

 

 

 

 

 

 

 

Others

299

267

 

299

267

 

 

 

 

 

 

 

 

 

524,959

550,309

 

524,959

550,309

 

 

 

 

 

 

 

 

Short-term portion of long-term debt

998,461

1,209,916

 

1,000,132

1,210,675

 

 

 

 

 

 

 

 

Total short-term

1,457,004

1,789,752

 

1,563,228

1,904,430


 

At September 30, 2004 the weighted average interest on short-term loans was 7.19% p.a. (6.33% p.a. at June 30, 2004 ).

To better reflect the presentation of the financial information as of September 30, 2004 , the balances of advanced collection of receivables sold have been presented as loans and financings, previously presented in accounts payable. For comparability purpose the balance of 30 of June of 2004 has been also reclassified.



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




11 Loans and financing - Long-term

    Parent company

 

Consolidated
 

 

09/30/2004

06/30/2004

 

09/30/2004

06/30/2004

 

Foreign currency

 

 

 

 

 

 

IFC (International Finance Corporation) funding in foreign currency for investments in property, plant and equipment, of which R$110,306 is subject to interest at the rate of 8.52% p.a. and R$41,981 at 9.05% p.a., guaranteed by real estate mortgages.

152,287

171,345

 

152,287

171,345

 

 

 

 

 

 

 

 

Export financing composed of prepayment, payable in installments up to 2010, subject to LIBOR variation for 6-month deposits (2.17% in September 2004) plus annual interest of 6.21% p.a, and a line focused on the incentive for foreign trade, with an interest rate of 5.60% p.a., guaranteed by promissory notes or sureties.

1,019,401

1,283,996

 

1,164,002

1,440,130

 

 

 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), payable from 2004 to 2009, composed as follows: FINEM in the amount of R$51,711 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed interest of 3.50% p.a. and FINAME EXIM in the amount of R$33,432 subject to the weighted average of the exchange variation of currencies traded by BNDES - UMBNDES and fixed annual interest of 3.86% p.a. guaranteed by mortgage bonds and real estate mortgages.

85,143

108,577

 

85,143

108,577

 

 

 

 

 

 

 

Others

   -

186

 

   -

186

 

 

 

 

 

 

 

 

 

1,256,831

1,564,104

 

1,401,432

1,720,238



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




    Parent company
  Consolidated
    09/30/2004 06/30/2004   09/30/2004 06/30/2004
 

Local currency

 

 

 

 

 

 

BNDES (National Bank for Economic and Social Development), credit lines for investments and exports, payable from 2004 to 2008, composed as follows: FINAME in the amount of R$20,459 subject to the Long-Term Interest Rate -TJLP (9.75% p.a. in September 2004) and interest of 3.30% p.a., FINAME-EXIM in the amount of R$581,547 subject to TJLP (9.75% p.a. in September 2004) and interest of 3.89% p.a. and FINEM in the amount of R$56,824 subject to TJLP (9.75% p.a. in September 2004) and interest of 3.49% p.a., guaranteed by mortgage bonds and real estate mortgages.

658,830

692,879

 

658,830

692,879

 

 

 

 

 

 

 

 

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

125,449

119,476

 

125,449

119,476

 

 

 

 

 

 

 

 

Currency swap contracts

85,258

105,246

 

85,258

105,246

 

Others

21,652

5,718

 

21,652

5,718

 

 

 

 

 

 

 

 

 

891,189

923,319

 

891,189

923,319

 

 

 

 

 

 

 

 

 

2,148,020

2,487,423

 

2,292,621

2,643,557

 

 

 

 

 

 

 

 

Short-term portion of long-term debt

( 998,461 )

( 1,209,916 )

 

( 1,000,132 )

( 1,210,675 )

 

 

 

 

 

 

 

 

Total long-term

1,149,559

1,277,507

 

1,292,489

1,432,882


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


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




 

 

Parent company
  Consolidated
 

Maturity

 

 

 

 

2005

194,359

 

337,289

 

2006

409,727

 

409,727

 

2007

209,235

 

209,235

 

2008

85,404

 

85,404

 

2009

66,414

 

66,414

 

2010 onwards

184,420

 

184,420

 

 

 

 

 

 

 

1,149,559

 

1,292,489


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


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




12 Contingencies
   
 

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

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


 

 

Parent company

 

Consolidated
 

 

09/30/2004

06/30/2004

 

09/30/2004

06/30/2004

 

 

 

 

 

 

 

 

Tax proceedings

31,319

34,554

 

35,618

38,769

 

Civil proceedings

18,876

18,809

 

18,877

18,810

 

Labor proceedings

12,862

13,071

 

12,893

13,103

 

 

 

 

 

 

 

 

 

63,057

66,434

 

67,388

70,682



  Tax litigation
   
  The main tax contingencies involve the following cases:
   
  Income and social contribution taxes on net income
   
 
Provision for income and social contribution taxes on net income amounting to R$6,144, recorded on the acquisition of the subsidiary Granja Rezende (merged in 2002).


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




  State VAT (ICMS)
   
 
The Company is a defendant in several administrative cases involving ICMS, mainly in the States of São Paulo, Rio de Janeiro and Amazonas (SUFRAMA), totaling a probable contingency estimated at R$17,136.
   
  Other tax contingencies
   
 
Several cases related to payment of IOF (Tax on Financial Operations), PIS (Social Integration Program Tax), COFINS (Tax for Social Security Financing) and others totaling a probable loss of R$12,338.
   
  IPI Export Incentive - Decree Law 491/69
   
 

Sadia S.A., successor of the merged companies Sadia Concórdia S.A. and Frigobrás Companhia Brasileira de Frigoríficos S.A., has been claiming through judicial proceedings the benefit of the IPI export incentives, under Decree Law 491/69, for the period from 1981 to 1990.

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

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

   
  Civil litigation
   
 
Represents principally proceedings involving claims for indemnification for losses and damages, including pain and suffering, arising from work-related accidents and consumer relations in the amount of R$10,655 and several civil claims in connection with issues related to poultry genetics in the amount of R$8,222 at September 30, 2004.
   
  Labor claims
   
 
There are approximately 1,750 labor claims against the Company. These claims involve mainly the payment of overtime, and health exposure or hazard premiums, none of them involving a significant amount on an individual basis.


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




13 Income and social contribution taxes
   
  Income and social contribution taxes were calculated at applicable rates, as shown below:
     
  a. Reconciliation of expenses related to income and social contribution taxes

   

 

Parent company

 

Consolidated
   

 

09/30/2004

09/30/2003

 

09/30/2004

09/30/2003

   

 

 

 

 

 

 

   

Income before taxation/profit sharing

419,452

342,758

 

422,488

336,743

   

Employees' profit sharing

-

30,018

 

-

30,509

   

Interest on shareholders' equity

( 51,349 )

( 47,074 )

 

( 51,349 )

( 47,074 )

   

 

 

 

 

 

 

   

Income before income and social contribution taxes

368,103

325,702

 

371,139

320,178

   

Income and social contribution taxes at nominal rate

(125,155)

(110,739)

 

(126,187)

(108,861)

   

Adjustment to calculate the effective rate

 

 

 

 

 

   

Permanent differences :

 

 

 

 

 

   

 

Equity in earnings of subsidiaries

( 4,224)

71,347

 

( 5,954)

68,286

   

 

Interest on shareholders' equity of subsidiaries

-

-

 

-

684

   

  Others

5,474

273

 

5,511

( 561)

   

Provision for income and social contribution taxes on foreign subsidiary

15,308

( 5,508 )

 

15,308

( 5,508 )

   

 

 

 

 

 

 

   

Income and social contribution taxes at effective rate

( 108,597 )

( 44,627 )

 

( 111,322 )

( 45,960 )



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




  b. Composition of deferred income and social contribution taxes

   

 

Parent company

 

Consolidated
   

 

09/30/2004

06/30/2004

 

09/30/2004

06/30/2004

   

Assets

 

 

 

 

 

   

Deferred taxes:

 

 

 

 

 

   

 

Provision for contingencies

26,982

28,136

 

26,982

28,136

   

 

Employees' benefit plan

24,435

24,435

 

24,435

24,435

   

 

Tax losses and negative basis of social contribution on foreign results

16,197

22,663

 

16,197

22,663

   

 

Employees' profit sharing

11,850

8,611

 

11,850

8,611

   

 

Provision for deferred taxes on exchange variation

570

9,547

 

570

9,547

   

 

Provision for loss on property, plant and equipment

4,564

5,528

 

4,564

5,528

   

 

Allowance for doubtful accounts

1,408

2,845

 

1,408

2,845

   

 

Summer plan depreciation

3,973

4,235

 

3,973

4,235

   

 

Others

3,049

2,245

 

5,808

3,751

   

 

 

 

 

 

 

   

Total deferred tax assets

93,028

108,245

 

95,787

109,751

   

 

 

 

 

 

 

   

Short-term portion, net

33,987

41,467

 

33,987

41,467

   

Long-term portion, net

59,041

66,778

 

61,800

68,284

   

 

 

 

 

 

 

   

Liabilities

 

 

 

 

 

   

Deferred taxes:

 

 

 

 

 

   

 

Depreciation - Rural activity

12,477

10,253

 

12,477

10,253

   

 

 

 

 

 

 

   

Total deferred tax liability

12,477

10,253

 

12,477

10,253

   

 

 

 

 

 

 

   

Total taxes, net

80,551

97,992

 

83,310

99,498



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




14 Shareholders' equity
   
  a. Capital
     
    Subscribed and paid-in capital is represented by the following shares with no par value, at September 30, 2004 and June 30, 2004 :

   

Common shares

257,000,000

   

Preferred shares

426,000,000

   

 

 

   

Total shares

683,000,000

   

 

 

   

Preferred shares in treasury

( 304,288 )

   

 

 

   

Total outstanding shares

682,695,712


   b. Changes in shareholders' equity

   

 

 

Profit

Treasury

Retained

 

   

 

Capital

reserves

stock

earnings

Total

   

 

 

 

 

 

 

   

Balances as of December 31, 2003

1,000,000

470,450

(198)

24,932

1,495,184

   

Net income for the quarter

   -

   -

   -

127,729

127,729

   

 

 

 

 

 

 

   

Balances as of March 31, 2004

1,000,000

470,450

(198)

152,661

1,622,913

   

 

Interest on shareholders' equity

-

-

-

( 51,349)

( 51,349)

   

 

Net income for the quarter

   -

   -

   -

67,216

67,216

   

 

 

 

 

 

 

   

Balances as of June 30, 2004

1,000,000

470,450

(198)

168,528

1,638,780

   

 

Net income for the quarter

   -

   -

   -

115,910

115,910

   

 

 

 

 

 

 

   

Balances as of September 30, 2004

1,000,000

470,450

( 198 )

284,438

1,754,690



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




  c. Treasury stock
     
   
The Company's treasury stock consists of 304 lots of 1,000 preferred shares for future sale and/or cancellation.
     
  d. Market value
     
   
The market value of Sadia S.A. shares according average quotation of shares negotiated on the São Paulo Stock Exchange - BOVESPA, corresponded to R$5.34 per thousand shares at September 30, 2004 (R$4.05 at June 30, 2004). Net equity on that date was R$2.57 per thousand shares (R$2.40 at June 30, 2004 ).
     
  e. Interest on shareholders' equity
     
   
In a meeting held on June 30, 2004, the Supervisory Board of Sadia authorized payment of interest on shareholders' equity in the amount of R$ 0.07080 for each common share and
R$ 0.07788 for each preferred share, gross of income tax at source. This interest will be attributed to the shareholders as prepayment and on account of the result for the current year, and is computed in the calculation for the minimum compulsory dividend that will be approved in the next Ordinary General Meeting.


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




15 Financial income (expenses), net

 

 

Parent company

 

Consolidated
 

 

09/30/2004

09/30/2003

 

09/30/2004

09/30/2003

 

Financial expenses

 

 

 

 

 

 

 

Interest

(188,296)

(241,789)

 

(258,911)

(251,623)

 

 

Monetary variations - Liabilities

( 28,514)

( 12,657)

 

( 35,981)

( 12,670)

 

 

Exchange variations - Liabilities

64,267

267,344

 

38,065

264,967

 

 

Others

( 10,671 )

( 39,611 )

 

( 26,903)

( 40,373 )

 

 

 

 

 

 

 

 

 

( 163,214 )

(26,713)

 

( 283,730 )

( 39,699 )

 

Financial income

 

 

 

 

 

 

 

Interest

120,556

199,603

 

183,721

297,629

 

 

Monetary variations - Assets

4,372

1,489

 

5,113

1,494

 

 

Exchange variations - Assets

(30,990)

(282,559)

 

(33,524)

(196,273)

 

 

Others

15,775

16,174

 

25,203

23,554

 

 

 

 

 

 

 

 

 

109,713

( 65,293 )

 

180,513

126,404

 

 

 

 

 

 

 

 

Financial result, net

( 53.501 )

( 92,006 )

 

( 103.217 )

86,705


 

Based on the law 5164/04, management decided to reversein the period ended September 30, 2004 the provision for Pis/Cofins on monetary variations of financial investments, in the gross amount of R$ 26 million, which has been recorded in other financial income (R$ 17 million net of taxes).

On the running second quarter of 2004, the Company sold its investment on the Brazilian debt (Brazil Global and Brazil C Bearer Bonds). These investments were part of the foreign subsidiaries investment funds portfolio. This operation reduces the exposure of the Company and its subsidiaries to the vollatilness of such titles. A result of this operation the Company recorded a loss of approximately R$ 110,000.



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)



16
Risk management and financial instruments
 
Company operations are exposed to market risks, principally in relation to exchange rate variations, credit risk and grain purchase prices. These risks are permanently monitored by specific committees, composed of members of the Board of Directors, who are responsible for defining the Board's risk management strategy by determining the position and exposure limits.


a. Exchange rate risk
     
   

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

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

The results of the operations in the currency futures market, realized and not financially settled, are recorded in the quarterly information in "Amounts receivable from futures contracts" and "Amounts payable for futures contracts".

Unearned income from contracted operations with future maturities is not recognized in the accounting. The market value of these contracts, if they were settled at September 30, 2004 , would give rise to a gain of approximately R$45,652.


      Consolidated
   

 

09/30/2004

06/30/2004

   

Assets and liabilities in foreign currency

 

 

   

 

Cash and short-term investments

884,338

1,481,790

   

 

Amounts receivable from futures contracts

38,002

5,296

   

 

Trade accounts receivable

171,885

192,612

   

 

Loans and financing

(1,538,432)

(1,918,977)

   

 

Swap contracts (dollar for CDI)

708,190

865,799

   

 

Suppliers

( 32,491)

( 28,449)

   

 

Amounts payable for futures contracts

( 37,592)

( 3,386)

   

 

 

 

   

 

193,900

594,685


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


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




Derivative instruments Position
  Payment schedule
   

 

09/30/2004

 

2004

2005

2006

2007

Others

   

 

 

 

 

 

 

 

 

    Currency swap contracts

 

 

 

 

 

 

 

   

Base value - R$

708,190

 

120,805

421,852

143,249

12,908

9,376

   

Base value - US$

248,660

 

40,274

148,707

52,175

4,347

3,157

   

 

 

 

 

 

 

 

 

   

Receivables/payables

 

 

 

 

 

 

 

   

 

Asset

69,100

 

2,230

39,158

28,128

(242)

(174)

   

 

Liability

(186,450)

 

(19,459)

(110,222)

(55,379)

(805)

(585)

   

 

 

 

 

 

 

 

 

    Rate swap contracts

 

 

 

 

 

 

 

   

Base value - R$

343,627

 

343,627

-

-

-

-

   

Base value - US$

120,208

 

120,208

-

-

-

-

   

 

 

 

 

 

 

 

 

   

Amount payable

3,549

 

3,549

-

-

-

-

   

 

 

 

 

 

 

 

 

    Futures contracts - US dollars

 

 

 

 

 

 

 

   

Long position - US$

202,250

 

202,250

-

-

-

-

   

Short position - US$

555,500

 

555,500

-

-

-

-

   

Opções (Zero Cost) - US$

202,000

 

202,000

 

 

 

 

   

 

 

 

 

 

 

 

 

    Futures contracts - Euros

 

 

 

 

 

 

 

   

Short position

20,000

 

20,000

-

-

-

-

   

 

 

 

 

 

 

 

 

   

Future market contracts

 

 

 

 

 

 

 

   

Receivable

38,002

 

38,002

 

 

 

 

   

Payable

(37,592)

 

(37,592)

-

-

-

-



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




  b. Credit risk
     
   

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

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

An allowance for doubtful accounts was established for the receivable where management considers that there exists a risk of it not being received. The expenses with doubtful receivable totaled R$4,223 in the period ended September 30, 2004 (R$5,938 at September 30, 2003 ).

As a way of reducing its credit risk and financial indebtedness, the Company maintains operations for obtaining a line of revolving credit in the amount of up to US$100 million, through assignment of receivables from the Company's exportations and the cost of the operation is an average interest rate of 0,7% p.a. + LIBOR. As a form of eliminating credit risks (client and country), it has taken out credit insurance, covering 90% of the payments to the banks in case of default. In September 2004, the assigned amount of receivables amounted to approximately US$78,700.

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



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




     
  c. Grain purchase price risks
     
   
The Company's operations are exposed to the volatility in prices of grain (corn and soybean) used in the preparation of fodder for its breeding stock, where the price variation results from factors beyond the control of management, such as climate, the size of the harvest, transport and storage costs and government agricultural policies, among others. The Company maintains a risk management strategy based on its inventory policy through physical control, which includes purchases in advance in harvest periods aligned with future market operations.
     
  d. Estimated market values
     
   

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

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


   

 

Consolidated
   

 

09/30/2004

06/30/2004
   

 

Book value

Market value

 

Book value

Market value

   

 

 

 

 

 

 

   

Cash and cash equivalents

201,680

201,680

 

446,024

446,024

   

Short-term investments - Local currency

1,343,184

1,343,184

 

1,224,118

1,224,118

   

Short-term investments - Foreign currency

835,056

856,551

 

1,324,558

1,339,063

   

Trade accounts receivable

353,896

353,896

 

371,530

371,530

   

Loans and financing

2,855,717

2,850,864

 

3,254,783

3,249,120

   

Suppliers

406,306

406,306

 

498,334

498,334

   

Futures contracts, net

410

410

 

1,910

1,910



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




  e. Financial indebtedness
     
   
Financial indebtedness comprises financial assets (cash, banks and short-term investments) and financial liabilities (loans), adjusted by the nominal values of currency exchange contracts (dollar vs. CDI) in the amount of R$453,660 (R$550,017 at June 30, 2004) in the short-term and R$254,530 (R$315,782 at June 30, 2004) in the long-term, as shown below:

   

 

Consolidated
   

 

09/30/2004

06/30/2004
   

 

Assets

Liabilities

Net
balance

 

Assets

Liabilities

Net
balance

   

Short-term

 

 

 

 

 

 

 

   

 

Local currency

1,474,155

1,404,715

69,440

 

1,492,887

1,512,813

( 19,926)

   

 

Foreign currency

878,806

196,105

682,701

 

1,154,144

395,003

759,141

   

 

 

 

 

 

 

 

 

   

 

2,352,961

1,600,820

752,141

 

2,647,031

1,907,816

739,215

   

Long-term

 

 

 

 

 

 

 

   

 

Local currency

21,427

620,760

( 599,333)

 

20,023

688,792

( 668,769)

   

 

Foreign currency

43,534

671,729

( 628,195 )

 

332,942

744,090

( 411,148 )

   

 

 

 

 

 

 

 

 

   

 

64,961

1,292,489

( 1,227,528 )

 

352,965

1,432,882

( 1,079,917 )

   

 

 

 

 

 

 

 

 

   

Net debt

2,417,922

2,893,309

( 475,387 )

 

2,999,996

3,340,698

( 340,702 )


   
At June 30, 2004 the value in foreign currency of short-term liability was reclassified in the amount of R$82,529, as described in note 10.


Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




17 Employees' profit sharing
   
 
The Company concedes to its employees' profit sharing plans, which depend on attaining specific targets, established and agreed to at the beginning of each year. At March 31, 2004 , the Company changed the classification of the employees' profit sharing, recording it as other operating results. To provide a better comparability, the amount recorded at September 30, 2003 of R$30,018 in the Parent company and R$ 30,509 in the Consolidated were reclassified to the same account.
   
18 Insurance (not reviewed)
   
 
The Company and its subsidiaries have adopted a policy of maintaining insurance coverage at levels that management considers adequate to cover any risks related to liability or damages involving their assets. Due to the characteristics of the operations carried out in multiple locations, management takes out insurance for maximum possible loss in a single event, which covers fire, comprehensive general liability and miscellaneous risks (storms, lightning and floods). The Company also takes out insurance for the transportation of goods, personal injury and vehicles.
   
19 Related party transactions
   
 
Transactions with related parties are represented mainly by commercial sales from the parent company to the subsidiaries and are performed at normal market prices and under conditions similar to those with third parties. Intercompany balances presented in the balance sheets and income statements following the same comparison of the quarterly information.

   

 

09/30/2004

06/30/2004

 

Accounts receivable

 

 

   

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

391,397

573,931

   

Sadia International Ltd.

5,497

10,267

   

Sadia Alimentos S.A.

236

1.267

   

Sadia Uruguay S.A.

438

600

   

Sadia Chile S.A.

1,682

1,610

   

 

 

 

   

 

399,250

587,675

 

Loan agreements

 

 

   

Sadia International Ltd.

31,147

33,269

   

Rezende Óleo Ltda.

830

824

   

Concórdia C.V.M.C.C.

-

3

   

Rezende Marketing e Comunicação Ltda.

53

53

   

 

 

 

   

 

32,030

34,149

 

Advances from clients

 

 

   

Sadia International Ltd.

( 6,932 )

( 9,555 )

   

 

 

 

   

 

( 6,932 )

( 9,555 )



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




   

06/30/2004

06/30/2003

 

Sales

 

 

 

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

1,561,579

942,960

 

Sadia International Ltd.

74,896

307,194

 

Sadia Chile S.A.

7,444

6,453

 

Sadia Alimentos S.A.

5,982

-

 

Sadia Uruguay S.A.

3,393

2,513

Sadia Argentina S.A.

   -

1,463

 

 

 

 

 

 

1,653,294

1,260,583

 

 

 

 

 

Financial result - Net

 

 

 

 

Sadia International Ltd.

760

( 3,225 )



20 Private pension plan
     
  a. Social security plan
     
   

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

The supplementary pension benefit is defined as the difference between (i) the benefit wage (updated average of the last 12 participation salaries, limited to 80% of the last participation salary) and (ii) the amount of the pension paid by the National Institute of Social Security. The supplementary benefit is updated on the same base date and in accordance with the rates applicable to the main activity category of the Company, discounting real gains.

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

At September 30, 2004 and 2003, the parent company contributions totaled R$1,490 and R$1,752 respectively, and the consolidated contributions, R$1,518 and R$1,772.

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

At September 30, 2004 the foundation had a total of 24,750 participants (25,328 in June 30, 2004 ), of which 21,369 were active participants (21,969 in June 30, 2004 ).



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




     
  b. Defined contribution plan
     
   
As from January 1, 2003 , the Company began to adopt new supplementary social security plans under the defined contribution modality for all employees hired by Sadia and its subsidiaries. Under the terms of the regulations, plans are funded on an equitable basis so that the portion paid by the Company is equal to the payment made by the employee in accordance with a contribution scale based on salary bands that vary between 1.5% and 6% of the employee's remuneration, observing a contribution limit that is updated annually. The contributions made by the Company at September 30, 2004 and 2003 totaled R$981 and R$367 respectively. As of September 30, 2004 this plan had 11,069 participants (9,939 in June 30, 2004 ).
     
  c. Employee benefit plan
     
   
In addition to the pension plan, the Company's human resources policy offers the following benefits:
     
   
•  Payment of the penalty in connection with the Government Severance Indemnity Fund for Employees upon retirement;
•  Payment of a bonus for time of service;
•  Payment of indemnification for termination of service; and
•  Payment of indemnification for retirement.
     
   
These benefits are due in one single payment upon the employee's retirement or termination of service, and the amounts are computed by actuarial calculations.



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




21 Additional information
   
 
The statements of cash flows and added value are presented as additional information to the financial information.
     
  a. Statement of cash flows
     
   
The statement of cash flows was prepared by the indirect method based on accounting records in accordance with the instructions established in NPC 20 of the Brazilian Institute of Independent Auditors (IBRACON).

      Parent company

 

Consolidated
     

09/30/2004

09/30/2003

 

09/30/2004

09/30/2003

     

 

 

 

 

 

   

Net income for the period

310,855

298,131

 

311,255

291,173

   

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

 

     

 

     

Variation in minority interest

 

 

 

88

( 414)

     

Accrued interest, net of paid interest

23,969

( 37,686)

 

65,177

( 48,468)

     

Depreciation, amortization and depletion allowances

97,210

95,757

 

97,782

96,232

     

Equity in income of subsidiaries

12,423

( 209,844)

 

2,994

59,425

     

Deferred taxes

53,662

14,450

 

53,494

13,032

     

Contingencies

( 858)

10,388

 

( 625)

11,993

     

Disposal of permanent assets

1,522

4,480

 

1,518

10,569

   

Variation in operating assets and liabilities:

 

 

 

 

 

     

Trade notes receivable

240,484

( 4,946)

 

124,890

18,173

     

Inventories

(254,690)

( 68,927)

 

( 255,439)

( 81,943)

     

Recoverable taxes, prepaid expenses and others

( 33,007)

( 4,781)

 

( 40,864)

( 67,999)

     

Assets for sale

( 1,516)

9,988

 

( 1,519)

9.947

     

Judicial deposits

916

( 3,586)

 

916

( 3,586)

     

Suppliers

31,647

150,655

 

28,457

151,873

     

Advances from customers

( 6,095)

( 4,264)

 

3,770

1,728

     

Taxes payable, salaries payable and others

( 157,120 )

14,035

 

( 196,583 )

51.903

   

 

 

 

 

 

 

   

Net cash generated by operating activities

319,402

263,850

 

195,311

513,638

   

Investment activities:

 

 

 

 

 

     

Funds from the sale of permanent assets

4,602

8,349

 

4,660

8,349

     

Investments in subsidiaries

( 1,088)

( 2,111)

 

-

-

     

Purchase of property, plant and equipment

(170,070)

( 52,321)

 

( 171,592)

( 53,302)

     

Short-term investments

(738,618)

(1,065,837)

 

(2,237,759)

(2,299,870)

     

Redemption of investments

800,098

1,264,139

 

2,390,015

2,204,493



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




      Parent company

 

Consolidated
     

09/30/2004

09/30/2003

 

09/30/2004

09/30/2003

   

Net cash from investment activities

(105,076)

152,219

 

(14,676)

( 140,330)

   

Loans:

 

 

 

 

 

     

Loans received

923,050

1,093,793

 

1,187,822

1,677,078

     

Loans repaid

(949,329)

(1,438,759)

 

(1,265,962)

(1,889,770)

     

Dividends paid

( 131,218 )

( 112,170 )

 

( 131,218 )

( 112,170 )

   

 

 

 

 

 

 

   

Net cash from loans

(157,497)

( 457,136)

 

( 209,358)

( 324,862)

     

Cash at beginning of year

91,130

131,850

 

230,403

142,983

     

Cash at end of year

147,959

90,783

 

201,680

191,429

   

 

 

 

 

 

 

   

Net increase (decrease) in cash

56,829

( 41,067 )

 

( 28,723 )

48,446



   b. Statement of consolidated added value
     
   

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

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


     

 

Consolidated
     

 

30/06/04

30/06/04

     

 

 

 

   

Revenues/Income

5,449,396

4,148,336

   

- Revenues generated by operations

5,266,172

4,109,747

     

 

 

 

     

Sale of products, goods and services

5,266,172

4,109,747

     

 

 

 

   

- Income from third parties

183,224

38,589

     

 

 

 

     

Other operating results

8,800

(20.415)

     

Financial income

180,513

126,404

     

Equity pickup

( 2,994)

( 59,425)

     

Other nonoperating results

( 3,095)

( 7,975)

   

Raw materials acquired from third parties

(2,456,840)

(2,069,183)



Sadia S.A.


Notes to the interim financial information (Unaudited)

(In thousands of Reais)




   

Services rendered by third parties

( 960,523 )

( 742,572 )

     

 

 

 

   

Added value to be distributed

2,032,033

1,336,581

   

Distribution of added value

2,032,033

1,336,581

     

 

 

 

   

- Human resources

593,256

474,340

   

- Interest on third-party capital

260,278

19,022

   

- Government

765,328

450,266

     

 

 

 

     

ICMS

402,510

284,746

     

PIS/COFINS

226,423

97,173

     

Income and social contribution taxes

111,322

45,960

     

CPMF and others

25,073

22,387

   

- Shareholders (Dividends)

51,349

47,074

   

- Retention

361,822

345,879

     

 

 

 

     

Depreciation/Amortization/Depletion

97,782

96,232

     

Retained profits

259,817

243,709

     

Others

4,223

5,938



Sadia S.A. and subsidiaries




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

  Officers
   
Walter Fontana Filho Chief Executive Officer
Eduardo Fontana D'Ávila Industrial Director
Gilberto Tomazoni Marketing and Sales Director
Luiz Gonzaga Murat Júnior Chief Financial Officer and Investor Relations Director
Flávio Riffel Schmidt Information Technology Director
Alfredo Felipe da Luz Sobrinho Institutional and Legal Relations Director
Adilson Serrano Silva Human Resources Director
Alexandre de Campos International Sales Director
Antonio Paulo Lazzaretti Development of Processes and Products Director
Artêmio Fronza Grain and Fodder Purchase Director
Flávio Luís Fávero Industrialized Production Director
Gilberto Meirelles Xandó Baptista Marketing Director
Guilhermo Henderson Larrobla International Sales Director - Middle East
José Augusto Lima de Sá Intenational Relations Director
Paulo Francisco Alexandre Striker Logistics Director
Roberto Banfi International Sales Director
Ronaldo Korbag Muller Poultry Production Director
Sérgio Carvalho Mandin Fonseca Sales Director
Valmor Savoldi Supply Director
Cláudio Lemos Pinheiro Corporate Controllership Manager
Jairo Aldir Wurlitzer Accounting Manager CRC/SC 13.937
Giovanni F. Lipari Accountant CRC 1SP201389/0-7